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1 Case TBB9 Doc 1701 Filed 03/22/13 Entered 03/22/13 17:37:14 Desc Main Document Page 1 of 24

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25 EXHIBIT A Case TBB9 Doc Filed 03/22/13 Entered 03/22/13 17:37:14 Desc Exhibit Exhibit A Page 1 of 5

26 Case TBB9 Doc Filed 03/22/13 Entered 03/22/13 17:37:14 Desc Exhibit Exhibit A Page 2 of 5 MUNICIPAL BOND INSURANCE POLICY ISSUER: Jefferson County, Alabama 250 Park Avenue New York, New York Telephone: (646) Policy No: CA00370A BONDS: $839,500,000 Sewer Revenue Rehnding Warrants Series Effective Date: October 25,2002 Consisting of: $ 74,450,000 Series 2002-C-1 -A Warrants $ 74,450,000 Series 2002-C- 1 -B Warrants $ 74,450,000 Series 2002-C- 1 -C Warrants $ 75,450,000 Series 2002-C-1 -D Warrants $ 73,700,000 Series 2002-C-2 Warrants $ 98,300,000 Series 2002-C-3 Warrants $ 73,700,000 Series 2002-C-4 Warrants $ 98,300,000 Series 2002-C-5 Warrants $147,600,000 Series 2002-C-6 Warrants $ 49,100,000 Series 2002-C-7 Warrants XL Capital Assurance Inc. (XLCA), a New York stock insurance company, in consideration of the payment of the premium and subject to the terms of this Policy (which includes each endorsement attached hereto), hereby agrees unconditionally and irrevocably to pay to the trustee (the "Trustee") or the paying agent (the "Paying Agent") (as set forth in the documentation providing for the issuance of and securing the Bonds) for the benefit of the Owners of the Bonds or, at the election of XLCA, to each Owner, that portion of the principal and interest on the Bonds that shall become Due for Payment but shall be unpaid by reason of Nonpayment. XLCA will pay such amounts to or for the benefit of the Owners on the later of the day on which such principal and interest becomes Due for Payment or one (1) Business Day following the Business Day on which XLCA shall have received Notice of Nonpayment (provided that Notice will be deemed received on a given Business Day if it is received prior to 1D:00 a.m. New York time on such Business Day; otherwise it will be deemed received on the next Business Day), but only upon receipt by XLCA, in a form reasonably satisfactory to it, of (a) evidence of the Owner's right to receive payment of the principal or interest then Due for Payment and (b) evidence, including any appropriate instruments of assignment, that all of the Owner's rights with respect to payment of such principal or interest that is Due for Payment shall thereupon vest in XLCA. Upon such disbursement, XLCA shall become the owner of the Bond, any appurtenant coupon to the Bond or the right to receipt of payment of principal an/d interest on the Bond and shall be fully subrogated to the rights of the Owner, including the Owner's right to receive payments under the Bond, to the extent of any payment by XLCA hereunder. Payment by XLCA to the Trustee or Paying Agent for the benefit of the Owners shall, to the extent thereof, discharge the obligation of XLCA under this Policy. In the event the Trustee or Paying Agent has notice that any payment of principal or interest on a Bond which has become Due for Payment and which is made to an Owner by or on behalf of the Issuer of the Bonds has been recovered from the Owner pursuant to a final judgment by a court of competent jurisdiction that such payment constitutes an avoidable preference to such Owner within the meaning of any applicable bankruptcy law, such Owner will be entitled to payment from XLCA to the extent of such recovery if sufficient funds are not otherwise available. The following terms shall have the meanings specified for all purposes of this Policy, except to the extent such terms are expressly modified by an endorsement to this Policy. "Business Day" means any day other than (a) a Saturday or Sunday or (b) a day on which banking institutions in the State of New York or the Insurer's Fiscal Agent are authorized or required by law or executive order to remain closed. "Due for Payment", when referring to the principal of Bonds, is when the stated maturity date or a mandatory redemption date for the application of a required sinking fund installment has been reached and

27 Case TBB9 Doc Filed 03/22/13 Entered 03/22/13 17:37:14 Desc Exhibit Exhibit A Page 3 of 5 does not refer to any earlier date on which payment is due by reason of call for redemption (other than by application of required sinking hnd installments), acceleration or other advancement of maturity, unless XLCA shall elect, in its sole discretion, to pay such principal due upon such acceleration; and, when referring to interest on the Bonds, is when the stated date for payment of interest has been reached. "Nonpayment" means the failure of the Issuer to have provided sufficient funds to the Trustee or Paying Agent for payment in full of all principal and interest on the Bonds which are Due for Payment. "Notice" means telephonic or telecopied notice, subsequently confmed in a signed writing, or written notice by registered or certified mail, from an Owner, the Trustee or the Paying Agent to XLCA which notice shall specify (a) the person or entity making the claim, (b) the Policy Number, (c) the claimed amount and (d) the date such claimed amount became Due for Payment. "Owner" means, in respect of a Bond, the person or entity who, at the time of Nonpayment, is entitled under the terms of such Bond to payment thereoc except that "Owner" shall not include the Issuer or any person or entity whose direct or indirect obligation constitutes the underlying security for the Bonds. XLCA may, by giving written notice to the Trustee and the Paying Agent, appoint a fiscal agent (the "Insurer's Fiscal Agent") for purposes of this Policy. From and afier the date of receipt by the Trustee and the Paying Agent of such notice, which shall specifir the name and notice address of the Insurer's Fiscal Agent, (a) copies of all notices required to be delivered to XLCA pursuant to this Policy shall be simultaneously delivered to the Insurer's Fiscal Agent and to XCLA and shall not be deemed received until received by both and (b) all payments required to be made by XLCA under this Policy may be made directly by XLCA or by the Insurer's Fiscal Agent on behalf of XLCA. The Insurer's Fiscal Agent is the agent of XLCA only and the Insurer's Fiscal Agent shall in no event be liable to any Owner for any act of the Insurer's Fiscal Agent or any failure of XLCA to deposit or cause'to be deposited sufficient funds to make payments due hereunder. Except to the extent expressly modified by an endorsement hereto, (a) this Policy is non-cancelable by XLCA, and (b) the Premium on this Policy is not refundable for any reason. This Policy does not insure against loss of any prepayment or other acceleration payment which at any time may become due in respect of any Bond, other than at the sole option of XLCA, nor against any risk other than Nonpayment. This Policy sets forth the full undertaking of XLCA and shall not be modified, altered or affected by any other agreement or instrument, including any modification or amendment thereto. THIS POLICY IS NOT COVERED BY THE PROPERTYlCASUALTY INSURANCE SECURITY FUND SPECIFIED IN ARTICLE 76 OF THE NEW YORK INSURANCE LAW. h witness whereof, XLCA has caused this Policy to be executed on its behalf by its duly authorized officers. Name: Maw Jane Constant Name: T. V&nnf : Momss Title: ~ssgciate General Counsel Title: ~enidr Managing Director

28 Case TBB9 Doc Filed 03/22/13 Entered 03/22/13 17:37:14 Desc Exhibit Exhibit A Page 4 of 5 Endorsement Issuer: Jefferson County, Alabama Attached to and forming part of Policy No.: CA00370A Warrants: Sewer Revenue Refunding Warrants Effective Date of Endorsement: October 25,2002 The Policy to which this endorsement is attached and of which it forms a part is hereby amended to provide that the payment by XLCA to the Trustee, for the benefit of the Owners of the Warrants of the principal of and interest on the Warrants which shall become Due for Payment but which are unpaid by reason of Nonpayment by Jefferson County, Alabama shall include the regularly scheduled principal and interest payments on the Warrants (including interest on Bank Warrants at the Bank Rate subject to the Maximum Rate) and the required redemption of Bank Warrants as described in Section 3.02 of each of the Standby Warrant Purchase Agreements shown on the Attachment hereto (the "Standby Agreements") at an interest rate not to exceed the Maximum Rate. Capitalized terms not otherwise defined in this endorsement shall have the meaning set forth in the Standby Agreements. Nothing herein contained shall be held to vary, alter, waive or extend any of the terms, conditions, provisions, agreements or limitations of the above-mentioned Policy other than as above stated. Name: Mary Jane Constant Name: T. Wynne Morriss Title: Associate General Counsel Title: Senior Managing Director

29 Case TBB9 Doc Filed 03/22/13 Entered 03/22/13 17:37:14 Desc Exhibit Exhibit A Page 5 of 5 Attachment to Endorsement Standby Warrant Purchase Agreement dated as of October 1,2002 among Jefferson County, Alabama, The Bank of New York, and JPMorgan Chase Bank, as Liquidity Agent and as Liquidity Provider thereunder, relating to the Jefferson County, Alabama, Sewer Revenue Refunding Warrants, 2002-C-2 Standby Warrant Purchase Agreement dated as of October 1,2002 among Jefferson County, Alabama, The Bank of New York, JPMorgan Chase Bank, as Liquidity Agent thereunder, and Bank of America, N.A. relating to the Jefferson County, Alabama, Sewer Revenue Refunding Warrants, 2002-C-3 Standby Warrant Purchase Agreement dated as of October 1,2002 among Jefferson County, Alabama, The Bank of New York, JPMorgan Chase Bank, as Liquidity Agent thereunder, and The Bank of Nova Scotia acting through its New York Agency relating to the Jefferson County, Alabama, Sewer Revenue Refunding Warrants, 2002-C-4 Standby Warrant Purchase Agreement dated as of October 1,2002 among Jefferson County, Alabama, The Bank of New York, JPMorgan Chase Bank, as Liquidity Agent thereunder, and Bayerisch Hypo- und Vereinsbank AG, New York Branch relating to the Jefferson County, Alabama, Sewer Revenue Refunding Warrants, 2002-C-5 Standby Warrant Purchase Agreement dated as of October 1,2002 among Jefferson County, Alabama, The Bank of New York, JPMorgan Chase Bank, as Liquidity Agent thereunder, and Societe Generale, New York Branch relating to the Jefferson County, Alabama, Sewer Revenue Rehdiig Wan-ants, 2002-C-6 Standby Warrant Purchase Agreement dated as of October 1,2002 among Jefferson County, Alabama, The Bank of New York, JPMorgan Chase Bank, as Liquidity Agent thereunder, and Regions Bank relating to the Jefferson County, Alabama, Sewer Revenue Refunding Warrants, 2002-C-7

30 EXHIBIT B Case TBB9 Doc Filed 03/22/13 Entered 03/22/13 17:37:14 Desc Exhibit Exhibit B Page 1 of 4

31 Case TBB9 Doc Filed 03/22/13 Entered 03/22/13 17:37:14 Desc Exhibit Exhibit B Page 2 of 4 MUNICIPAL BOND INSURANCE POLICY ISSUER: Jefferson County, Alabama 1221 Avenue of the Americas New York, New York Telephone: (212) Policy No: CA00522A BONDS: $300,000,000 Sewer Revenue Refunding Warrants, Effective Date: May 1,2003 Series , Consisting of: $55,000,000 Series 2003-B-2 Warrants $25,000,000 Series 2003-B-3 Warrants $25,000,000 Series 2003-B-4 Warrants $75,000,000 Series 2003-B-5 Warrants $ 15,000,000 Series 2003-B-6 Warrants $105,000,000 Series 2003-B-7 Warrants XL Capital Assurance Inc. (XLCA), a New York stock insurance company, in consideration of the payment of the premium and subject to the terms of this Policy (which includes each endorsement attached hereto), hereby agrees unconditionally and irrevocably to pay to the trustee (the "T~Stee") or the paying agent (the "Paying Agent") (as set forth in the documentation providing for the issuance of and securing the Bonds) for the benefit of the Owners of the Bonds or, at the election of XLCA, to each Owner, that portion of the principal and interest on the Bonds that shall become Due for Payment but shall be unpaid by reason ofnonpayment. XLCA will pay such amounts to or for the benefit of the Owners on the later of the day on which such principal and interest becomes Due for Payment or one (1) Business Day following the Business Day on which XLCA shall have received Notice of Nonpayment (provided that Notice will be deemed received on a given Business Day if it is received prior to 10:OO a.m. New York time on such Business Day; otherwise it will be deemed received on the next Business Day), but only upon receipt by XLCA, in a form reasonably satisfactory to it, of (a) evidence of the Owner's right to receive payment of the principal or interest then Due for Payment and (b) evidence, including any appropriate instruments of assignment, that all of the Owner's rights with respect to payment of such principal or interest that is Due for Payment shall thereupon vest in XLCA. Upon such disbursement, XLCA shall become the owner of the Bond, any appurtenant coupon to the Bond or the right to receipt of payment of principal and interest on the Bond and shall be fully subrogated to the rights of the Owner, including the Owner's right to receive payments under the Bond, to the extent of any payment by XLCA hereunder. Payment by XLCA to the Trustee or Paying Agent for the benefit of the Owners shall, to the extent thereof, discharge the obligation of XLCA under this Policy. In the event the Trustee or Paying Agent has notice that any payment of principal or interest on a Bond which has become Due for Payment and which is made to an Owner by or on behalf of the Issuer of the Bonds has been recovered fiom the Owner pursuant to a fmal judgment by a court of competent jurisdiction.that such payment constitutes an avoidable preference to such Owner within the meaning of any applicable bankruptcy law, such Owner will be entitled to payment fiom XLCA to the extent of such recovery if sufficient funds are not otherwise available. The following terms shall have the meanings specified for all purposes of this Policy, except to the extent such terms are expressly modified by an endorsement to this Policy. "Business Day" means any day other than (a) a Saturday or Sunday a day on which banking institutions in the State of New York or the Insurer's Fiscal Agent are authorized or required by law or executive order to remain closed. "Due for Payment", when referring to the principal of Bonds, is when the stated maturity date or a mandatory redemption date for the application of a requited sinking fund installment has been reached and does not refer to any earlier date on which payment is due by reason of call for redemption (other than by application of required sinking fund installments), acceleration or other advancement of maturity, unless XLCA shall elect, in its sole discretion, to pay such principal due upon such acceleration; and, when referring to interest on the Bonds, is when the stated date for payment of interest has been reached. "Nonpayment" means the failure of the Issuer to have provided sufficient

32 Case TBB9 Doc Filed 03/22/13 Entered 03/22/13 17:37:14 Desc Exhibit Exhibit B Page 3 of 4 funds to the Trustee or Paying Agent for payment in full of all principal and interest on the Bonds which are Due for Payment. "Notice" means telephonic or telecopied notice, subsequently continned in a signed writing, or written notice by registered or certified mail, fiom an Owner, the Trustee or the Paying Agent to XLCA which notice shall specify (a) the person or entity making the claim, (b) the Policy Number, (c) the claimed amount and (d) the date such claimed amount became Due for Payment. "Owner" means, in respect of a Bond, the person or entity who, at the time of Nonpayment, is entitled under the terms of such Bond to payment thereof, except that "Owner" shall not include the Issuer or any person or entity whose direct or indirect obligation constitutes the underlying security for the Bonds. XLCA may, by giving written notice to the Trustee and the Paying Agent, appoint a fiscal agent (the "Insurer's Fiscal Agent") for purposes of this Policy. From and after the date of receipt by the Trustee and the Paying Agent of such notice, which shall specify the name and notice address of the Insurer's Fiscal Agent, (a) copies of all notices required to be delivered to XLCA pursuant to this Policy shall he simultaneously delivered to the Insurer's Fiscal Agent and to XCLA and shall not be deemed received until received by both and (b) all payments required to be made by XLCA under this Policy may be made directly by XLCA or by the Insurer's Fiscal Agent on behalf of XLCA. The Insurer's Fiscal Agent is the agent of XLCA only and the Insurer's Fiscal Agent shall in no event be liable to any Owner for any act of the Insurer's Fiscal Agent or any failure of XLCA to deposit or cause to be deposited sufficient funds to make payments due hereunder. Except to the extent expressly modified by an endorsement hereto, (a) this Policy is non-cancelable by XLCA, and (b) the Premium on this Policy is not refundable for any reason. This Policy does not insure against loss of any prepayment or other acceleration payment which at any time may become due in respect of any Bond, other than at the sole option of XLCA, nor against any risk other than Nonpayment. This Policy sets forth the full undertaking of XLCA and shall not be modified, altered or affected by any other agreement or instrument, including any modification or amendment thereto. THIS POLICY IS NOT COVERED BY THE PROPERTYICASUALTY INSURANCE SECURITY FUND SPECIFIED IN ARTICLE 76 OF THE NEW YORK INSURANCE LAW. w In witness whereof, XLCA has caused this Policy Name: Mary Jane Constant Title: Associate General Counsel

33 Case TBB9 Doc Filed 03/22/13 Entered 03/22/13 17:37:14 Desc Exhibit Exhibit B Page 4 of 4 Endorsement Issuer: Jefferson County, Alabama Attached to and forming part of Policy No.: CA00522A Warrants: Sewer Revenue ~efuuding Warrants Effective Date of Endorsement: May 1,2003 $55,000,000 Series 2003-B-2 Warrants $25,000,000 Series 2003-B-3 Warrants $25,000,000 Series 2003-B-4 Warrants $75,000,000 Series 2003-B-5 Warrants $ 15,000,000 Series 2003-B-6 Warrants $105,000,000 Series 2003-B-7 Warrants The Policy to which this endorsement is attached and of which it forms a part is hereby amended to provide that the payment by XLCA to the T~stee, for the benefit of the Owners of the Warrants of the principal of and interest on the Warrants which shall become Due for Payment but which are unpaid by reason of Nonpayment by Jefferson County, Alabama shall include the regularly scheduled principal and interest payments on the Warrants (including interest on Bank Warrants at the Bank Rate subject to the Maximum Rate) and the required redemption of Bank Warrants as described in Section3.02 of each of the Standby Wanant Purchase Agreements shown on the Attachment hereto (the "Standby Agreements") at an interest rate not to exceed the Maximum Rate. Capitalized terms not otherwise defmed in this endorsement shall have the meaning set forth in the Standby Agreements. Nothing herein contained shall be held to vary, alter, waive or extend any of the terms, conditions, provisions, agreements or limitations of the above-mentioned Policy other than as above stated. In Witness Whereof, XLCA has caused this officers. Name: Mary Jane Constant Title: Associate General Counsel J Hemi N. Gour Managing D' ctor

34 EXHIBIT C Case TBB9 Doc Filed 03/22/13 Entered 03/22/13 17:37:14 Desc Exhibit Exhibit C Page 1 of 5

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39 EXHIBIT D Case TBB9 Doc Filed 03/22/13 Entered 03/22/13 17:37:14 Desc Exhibit Exhibit D Page 1 of 4

40 Notice to Holders of Suspension of Payments Due on Jefferson County, Alabama $211,040,000 Sewer Revenue Refunding Warrants Series 1997-A Cusip Nos NV1, NW9, NX7, MC4, MD2 $275,000,000 Sewer Revenue Capital Improvement Warrants Series 2001-A Cusip Nos JF1, JG9, JH7, JJ3, JL8, JM6, JN4 $110,000,000 Sewer Revenue Capital Improvement Warrants Series 2002-A Cusip Nos JW4 $839,500,000 Sewer Revenue Refunding Warrants Series 2002-C Cusip Nos KA0, KB8, KC6, KD4, PH0, PJ6, PK3, KH5, PL1, PM9 $41,820,000 Sewer Revenue Refunding Warrants Series 2003-A $1,155,765,000 Sewer Revenue Refunding Warrants Series 2003-B Cusip Nos LH4, LJ0, LK7, LL5, LM3, PN7, PP2, PQ0, PR8, PS6, PT4, MP5, MQ3, MR1, MS9 and $1,052,025,000 Sewer Revenue Refunding Warrants Series 2003-C Cusip Nos NA7, NB5, NC3, ND1, NE9, NF6, NG4, NH2, NJ8, NK5 Note: This notice contains important information that is of interest to the registered and beneficial owners of the subject Warrants. Each registered holder of the Warrants should forward a copy of this Notice immediately to any beneficial owners(s) of the Warrants for whom the holder acts as nominee or in any other capacity. The Bank of New York Mellon serves as the successor trustee (the Trustee ) under that certain Trust Indenture dated as of February 1, 1997 (as supplemented to the date hereof, the Indenture ), executed by Jefferson County, Alabama (the County ), in favor of the Trustee. The County has issued and has outstanding approximately $3.1 billion in principal amount of sewer warrants (the Sewer Warrants ) pursuant to the Indenture. Terms not otherwise defined in this Notice shall have the meanings given them in the Indenture. In accordance with and subject to the terms of the Indenture, the Sewer Warrants are special limited obligations of the County payable generally from (i) System Revenues derived from the operation of the County s sewer system (the Sewer System ) available after the payment of Operating Expenses, and (ii) other sources pledged or directed under the Indenture. The Indenture provides that the Sewer Warrants do not constitute or give rise to any personal or general pecuniary liability or charge against the general credit or taxing powers of the County. 525 William Penn Place, 38 th Floor, Pittsburgh, Pennsylvania Case TBB9 Doc Filed 03/22/13 Entered 03/22/13 17:37:14 Desc Exhibit Exhibit D Page 2 of 4

41 Case TBB9 Doc Filed 03/22/13 Entered 03/22/13 17:37:14 Desc Exhibit Exhibit D Page 3 of 4 February 1, 2013 Notice to Holders Page 2 of 3 Suspension of Payments Due on Sewer Warrants The Trustee has been applying net System Revenues received from the County pursuant to Section 13.3(a) of the Indenture on the date of each distribution, first, to the payment of interest then due on the Sewer Warrants, without preference or priority of any installment of interest over any other installment, and, second, to the payment of principal then due by reason of maturity or sinking fund redemption, without preference or priority of any installment of principal then due or overdue over any other installment then due or overdue, except as described in the following sentence. In the past, the holders of certain sewer warrants (the Bank Warrants ) with payments of principal overdue and owing as a result of the redemption requirements of the Indenture and/or applicable standby warrant purchase agreements have consented to the Trustee making distributions of principal with respect to other Sewer Warrants coming due at maturity or as a result of mandatory sinking fund redemptions in February and early March between 2010 and 2012, as if the existing principal payment defaults on the Bank Warrants had not occurred and as if there were no required mandatory sinking fund redemption of the Bank Warrants. The Trustee has been informed that certain Holders of Bank Warrants are not willing, at this time, to consent to the Trustee making distributions of principal with respect to Sewer Warrants coming due at maturity or as a result of mandatory sinking fund redemptions in February and early March 2013, as if the existing principal payment defaults on the Bank Warrants had not occurred and as if there were no required mandatory sinking fund redemption of the Bank Warrants. As of January 31, 2013, the Trustee had $43,190, of net System Revenues on deposit in the Debt Service Fund maintained by it under the Indenture. In addition, the Trustee maintains pursuant to the Indenture a Reserve Fund composed of various municipal bond debt service reserve insurance policies (the Reserve Policies ) issued by Financial Guaranty Insurance Company, Syncora Guarantee, Inc. ( Syncora ) and Assured Guaranty Municipal Corp. ( Assured ). The net System Revenues currently on deposit with the Trustee in the Debt Service Fund and amounts available under the Reserve Polices for such purpose are not sufficient to make the principal payments overdue with respect to the Bank Warrants and principal payments with respect to other Sewer Warrants coming due at maturity or as a result of mandatory sinking fund redemptions in February and early March In addition, disagreements exist over certain interpretations of the Indenture, including the Trustee s right, power and authority to accelerate Sewer Warrants, the effect of any acceleration of Sewer Warrants on Syncora s obligations under the Syncora Reserve Policy it has issued, and how to apply proceeds of draws under the Reserve Policies after any acceleration. Therefore, the Trustee is filing with the Bankruptcy Court (i) a complaint for declaratory judgment to determine these disputes and (ii) a motion for relief from the automatic stay (to the extent applicable, if any) to permit the Trustee in its discretion to accelerate, effective as of February 1, 2013, the Sewer Warrants. 1 Even if the Bankruptcy Court were to grant the Trustee s motion for relief from the automatic stay to accelerate Sewer Warrants, the Trustee may decide to defer any acceleration of Sewer Warrants until there is a resolution of the issues which are the subject of its complaint for declaratory judgment or otherwise in its discretion. 1 The Trustee s motion for relief from the automatic stay to permit the Trustee to accelerate the Sewer Warrants does not include (i) the Series 2002-A Sewer Warrants (CUSIP No JW4), which are already due and owing, and (ii) the Series 2003-B-8 Sewer Warrants, (CUSIP Nos MP5, MQ3, MR1 and MS9), the Series 2003-C-9 Sewer Warrants (CUSIP No NJ8) and the Series 2003-C-10 Sewer Warrants (CUSIP No NK5), unless and until their insurer, Assured, consents to the acceleration of those warrants in accordance with the terms of the Indenture.

42 Case TBB9 Doc Filed 03/22/13 Entered 03/22/13 17:37:14 Desc Exhibit Exhibit D Page 4 of 4 February 1, 2013 Notice to Holders Page 3 of 3 As a result of these developments, the Trustee is suspending any distributions of net System Revenues and any draws on insurance policies securing the Sewer Warrants until further notice. The Trustee will notify the Holders of Sewer Warrants of further material developments. Questions concerning this notice may be directed to the Trustee at The Bank of New York Mellon, Attention: Bridget Schessler, 525 William Penn Place, 38th Floor, Pittsburgh, PA 15259, or via at bridget.schessler@bnymellon.com. While the Trustee will attempt to provide additional information to Holders of the Sewer Warrants, please be advised that the Trustee may conclude that a specific response to a particular inquiry from an individual Sewer Warrant Holder is not consistent with equal and full dissemination of information to all Holders of Sewer Warrants. Accordingly, the Trustee may in its discretion decline to provide specific information in response to a particular inquiry. In addition, the Trustee is not able to provide Holders of the Sewer Warrants with legal or investment advice under any circumstances. Holders of the Sewer Warrants should seek the advice of their own legal counsel and/or financial consultants regarding their individual rights under the Indenture. No representation is made as to the correctness of the CUSIP Numbers which are included solely for the convenience of the Warrantholders. Dated: February 1, 2013 THE BANK OF NEW YORK MELLON, as Trustee

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