Common use of Official Statement Clause in Contracts

Official Statement. Upon the Authority’s and the City’s acceptance of this offer, the Authority and the City shall be deemed to have ratified, approved and confirmed the Preliminary Official Statement, dated , 2013 (together with any appendices thereto, any documents incorporated therein by reference and any supplements or amendments thereto and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Preliminary Official Statement”) with respect to the Bonds, in connection with the public offering and sale of the Bonds by the Underwriter. The Authority shall deliver the Official Statement to the Underwriter (a) in “designated electronic format” (as defined in Rule G-32 of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereof, substantially in the form of the Preliminary Official Statement, with only such changes as shall have been accepted by the Underwriter (said document, including its cover page, inside cover page and appendices, as the same may be amended and supplemented in accordance with this Bond Purchase Contract and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Official Statement”), approved for distribution pursuant to the Authority Resolution and the City Resolution. The Authority shall, as soon as practicable, but not later than seven (7) business days from the date hereof, deliver to the Underwriter such copies of the Official Statement and, in the event the date of Closing is less than seven (7) business days after the date hereof, upon request of the Underwriter, in sufficient time to accompany any confirmation requesting payment from any customers of any Underwriter and not later than three (3) business days prior to Closing; provided, however, that the failure of the Authority to comply with this requirement due to any circumstance outside of the control of the Authority shall not constitute cause for a failure of or refusal by the Underwriter to accept delivery of, or pay for, the Bonds.

Official Statement. Upon The Successor Agency shall deliver or cause to be delivered to the Authority’s and the City’s Underwriters promptly after acceptance of this offer, Bond Purchase Agreement copies of the Authority and the City shall be deemed to have ratified, approved and confirmed the Preliminary Official Statement, dated , 2013 (together with any appendices thereto, any documents incorporated therein by reference and any supplements or amendments thereto and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Preliminary Official Statement”) with respect Statement relating to the Bonds, in connection with the public offering and sale of the Bonds by the Underwriter. The Authority shall deliver the Official Statement to the Underwriter (a) in “designated electronic format” (as defined in Rule G-32 of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereofhereof (which, substantially in the form of the Preliminary Official Statement, together with only all exhibits and appendices included therein or attached thereto and with such changes as amendments or supplements thereto which shall have been accepted be approved by the Underwriter (said document, including its cover page, inside cover page and appendices, as the same may be amended and supplemented in accordance with this Bond Purchase Contract and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical formRepresentative, the “Official Statement”). The Successor Agency authorizes the Official Statement, approved for distribution pursuant to including the Authority Resolution cover page and Appendices thereto and the City Resolution. The Authority shallinformation contained therein, as soon as practicableto be used in connection with the sale of the Bonds and ratifies, but not later than seven (7) business days from confirms and approves the use and distribution by the Underwriters for such purpose, prior to the date hereof, of the Preliminary Official Statement dated _____________, 2017, relating to the Bonds (the “Preliminary Official Statement”). The Successor Agency deems the Preliminary Official Statement final as of its date for purposes of Rule 15c2-12 under the Securities Exchange Act of 1934, as amended (“Rule 15c2-12”), except for information allowed to be omitted by Rule 15c2-12. The Successor Agency also agrees to deliver to the Underwriter Underwriters, at the Successor Agency’s sole cost and at such address as the Underwriters shall specify, as many copies of the Official Statement as the Underwriters shall reasonably request as necessary to comply with paragraph (b)(4) of Rule 15c2-12, with Rule G-32 and all other applicable rules of the Municipal Securities Rulemaking Board. At least one copy of the Official Statement shall be in word searchable portable document format (PDF). The Successor Agency agrees to deliver such copies of the Official Statement and, in the event the date of Closing is less than within seven (7) business days after the date hereof, upon request but in any event no later than the Closing Date. The Official Statement shall contain all information previously permitted to be omitted by Rule 15c2-12. The Underwriters agree to deliver or cause to be delivered to each purchaser of the UnderwriterBonds from it, in sufficient time to accompany any confirmation requesting payment from any customers of any Underwriter and not later than three (3) business days prior to Closing; providedupon request, however, that the failure a copy of the Authority Official Statement, for the time period required under Rule 15c2-12. The Underwriters also agree to promptly file a copy of the final Official Statement, including any supplements prepared by the Successor Agency and delivered to the Underwriters, with a nationally recognized municipal securities information repository (currently, the Electronic Municipal Market Access System (referred to as “EMMA”), a facility of the Municipal Securities Rulemaking Board, at xxx.xxxx.xxxx.xxx), and to take any and all other actions necessary to comply with this requirement due to any circumstance outside applicable Securities and Exchange Commission rules and Municipal Securities Rulemaking Board rules governing the use of the control Official Statement in connection with offering, sale and delivery of the Authority shall not constitute cause for a failure of or refusal by Bonds to the Underwriter to accept delivery of, or pay for, the Bondsultimate purchasers thereof.

Official Statement. Upon the Authority’s and the City’s acceptance of this offer, the Authority and the City shall be deemed to have ratified, approved and confirmed the A Preliminary Official Statement, dated August , 2013 2007 (together with any appendices including the cover page and all appendices, exhibits and statements thereon or attached thereto, any documents incorporated therein by reference and any supplements or amendments thereto and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, being herein called the “"Preliminary Official Statement”) " and, with respect such changes as are accepted by the Underwriter, being herein called the "Official Statement"), has been delivered to the Bonds, Underwriter in connection with the public offering and sale of the Bonds by Bonds. The City also agrees to deliver to the Underwriter. The Authority , at the City’s sole cost and at such address as the Underwriter shall deliver specify, as many copies of the Official Statement to as the Underwriter shall reasonably request as necessary to comply with paragraph (ab)(4) in of Securities and Exchange Commission Rule 15c2-12(b)(5) (the “designated electronic format” (as defined in Rule”) and with Rule G-32 and all other applicable rules of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereof, substantially in the form of the Preliminary Official Statement, with only such changes as shall have been accepted by the Underwriter (said document, including its cover page, inside cover page and appendices, as the same may be amended and supplemented in accordance with this Bond Purchase Contract and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Official Statement”), approved for distribution pursuant to the Authority Resolution and the City Resolution. The Authority shall, as soon as practicable, but not later than seven (7) business days from the date hereof, City agrees to deliver to the Underwriter such copies of the Official Statement and, in the event the date of Closing is less than within seven (7) business days after the date hereof. By acceptance of this Bond Purchase Contract, upon request the City hereby authorizes the use of copies of the Underwriter, Preliminary Official Statement and the Official Statement in sufficient time to accompany any confirmation requesting payment from any customers of any Underwriter connection with the offering and not later than three (3) business days prior to Closing; provided, however, that the failure sale of the Authority Bonds. The Underwriter agrees to promptly file a copy of the final Official Statement, including any supplements prepared by the City, with a nationally recognized municipal securities information repository, and to take any and all other actions necessary to comply with this requirement due to any circumstance outside applicable Securities and Exchange Commission rules and Municipal Securities Rulemaking Board rules governing the offering, sale and delivery of the control Bonds to the ultimate purchasers thereof. In connection with the issuance of the Authority shall not constitute cause for a failure of or refusal by Bonds, and in order to assist the Underwriter to accept delivery of, or pay forin complying with the Rule, the City, on behalf of itself and the District, will execute a Continuing Disclosure Certificate (the “City Continuing Disclosure Certificate”) dated the date of issuance of the Bonds. In addition, and also to assist the Underwriter in complying with the Rule, the City shall cause one or more property owners in the District (collectively, the “Developers”) to execute Continuing Disclosure Certificates (collectively, the “Developer Continuing Disclosure Certificates”) dated the Closing Date (as defined below).

Official Statement. Upon The City ratifies, approves and confirms the Authority’s and the City’s acceptance distribution of this offer, the Authority and the City shall be deemed to have ratified, approved and confirmed the Preliminary Official StatementStatement with respect to the Bonds, dated , 2013 (together with any the appendices thereto, any documents incorporated therein by reference reference, and any supplements or amendments thereto and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical formthereto, the “Preliminary Official Statement”) with respect to the Bonds), in connection with the public offering and sale of the Bonds by the UnderwriterUnderwriters prior to the availability of the Official Statement. The Authority City represents that the Preliminary Official Statement was deemed final as of its date for purposes of Rule 15c2-12 promulgated by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended (“Rule 15c2-12”), except for the omission of offering prices, interest rates, selling compensation, aggregate principal amount, principal amount per maturity, delivery date, ratings and other terms of the Bonds depending on such matters. The City shall deliver provide the Underwriters, within 7 business days after the date hereof (but in any event at least 2 business days prior to the Closing Date) with a reasonable number of copies of the Official Statement to the Underwriter (a) in “designated electronic format” (as defined in Rule G-32 of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereof, substantially in the form of the Preliminary Official Statement, Statement with only such changes thereto as shall are necessary to reflect the sale of the Bonds or as have been accepted approved by the Underwriter Representative (said document, including its cover page, inside cover page and appendiceswhich approval shall not be unreasonably withheld), as requested by the same may be amended and supplemented in accordance with this Bond Purchase Contract and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical formRepresentative, the “Official Statement”), approved for distribution pursuant to the Authority Resolution and the City Resolutiondistribution. The Authority shall, as soon as practicable, but not later than seven (7) business days from City authorizes and approves the date hereof, deliver to distribution by the Underwriter such copies Underwriters of the Official Statement andin connection with the offering and sale of the Bonds. The City authorizes the Representative to file, and the Representative xxxxxx agrees to file at or prior to the Closing Date, the Official Statement with the Municipal Securities Rulemaking Board Rule G-32 (“MSRB”), or its designees. The City shall prepare the Official Statement, including any amendments thereto, in word-searchable PDF format as described in the event MSRB’s Rule G-32 and shall provide the date of Closing is less than seven (7) business days after the date hereof, upon request electronic copy of the Underwriter, in sufficient time to accompany any confirmation requesting payment from any customers of any Underwriter and not later than three (3) business days prior to Closing; provided, however, that the failure word-searchable PDF format of the Authority Official Statement to comply the Underwriters in compliance with this requirement due to any circumstance outside of the control of the Authority shall not constitute cause for a failure of or refusal by the Underwriter to accept delivery of, or pay for, the BondsSection.

Official Statement. Upon The Authority hereby ratifies, approves and confirms the Authority’s and distribution by the City’s acceptance Underwriters of this offer, the Authority and the City shall be deemed to have ratified, approved and confirmed the Preliminary Official Statement, dated _______, 2013 2004 (together with the Appendices thereto, any documents incorporated therein by reference, and any supplements or amendments thereto, the “Preliminary Official Statement”), in connection with the offering and sale of the Bonds prior to the availability of the Official Statement. The Authority represents and warrants that the Preliminary Official Statement was deemed final by the Authority as of the date of the Preliminary Official Statement for purposes of Rule 15c2‑12 of the Securities and Exchange Commission (“Rule 15c2‑12”), except for those matters permitted by Rule 15c2‑12 to be omitted therefrom, including maturity amounts, interest rates, bond insurance, ratings, underwriters’ discount and related terms. The Authority shall deliver or cause to be delivered to the Representative, within seven (7) Business Days after acceptance hereof, a final official statement (together with any appendices thereto, any documents incorporated therein by reference reference, and any supplements or amendments thereto and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Preliminary Official Statement”) with respect to the Bonds, in connection with the public offering and sale of the Bonds by the Underwriter. The Authority shall deliver the Official Statement to the Underwriter (a) in “designated electronic format” (as defined in Rule G-32 of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereof, substantially in the form of the Preliminary Official Statement, with only such changes as shall have been accepted by the Underwriter (said document, including its cover page, inside cover page and appendices, as the same may be amended and supplemented in accordance with this Bond Purchase Contract and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical formthereto, the “Official Statement”), ) approved for distribution pursuant by the Authority. The Official Statement shall contain all information previously permitted to be omitted by Rule 15c2‑12 and any other changes from the Authority Resolution and Preliminary Official Statement as shall have been approved by the City ResolutionRepresentative. The Authority shall, as soon as practicable, but not later than seven (7) business days from the date hereof, shall deliver to the Underwriter such sufficient copies of the Official Statement and, in to enable the event Representative to distribute a single copy to any potential customer of the Underwriters requesting an Official Statement during the time period beginning when the Official Statement becomes available and ending on a date referred to herein as the “End Date,” which is the date of Closing is when the Official Statement becomes available from a nationally recognized municipal securities information repository (“NRMSIR”), but in no event less than 25 days after the end of the underwriting period (as defined in Rule 15c2‑12). The Authority shall deliver these copies to the Representative within seven (7) business days Business Days after the date hereof, upon request execution of this Purchase Contract. The Representative agrees to file a copy of the UnderwriterOfficial Statement with a NRMSIR. On the Closing Date, in sufficient time to accompany any confirmation requesting payment from any customers of any Underwriter and not later than three (3) business days prior to Closing; provided, however, the Authority may assume that the failure end of the underwriting period has occurred unless otherwise informed by the Representative. In any event, the Representative shall promptly notify the Authority to comply with this requirement due to any circumstance outside of the control end of the Authority shall not constitute cause for a failure of or refusal by the Underwriter to accept delivery of, or pay for, the Bondsunderwriting period.

Official Statement. Upon the Authority’s and the City’s acceptance of this offerThe Issuer has caused to be prepared a Preliminary Official Statement dated August 21, the Authority and the City shall be deemed to have ratified, approved and confirmed the 2017 (such Preliminary Official Statement, dated including the cover page, 2013 (together with any appendices theretothe summary statement and all appendices, any documents incorporated exhibits, as and statements included therein by reference or attached thereto and any amendments and supplements or amendments thereto and that may be authorized by the Issuer for use with respect to the Bonds being herein referred to as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Preliminary Official Statement”) with respect ), which, pursuant to the BondsBond Resolution, the Issuer has authorized to be circulated, and the Issuer consents, approves and ratifies the use of the Preliminary Official Statement by the Underwriter prior to the date hereof in connection with the public offering and sale of the Bonds Bonds. The Issuer hereby authorizes and approves the use and distribution by the Underwriter. The Authority shall deliver the Underwriter of an Official Statement relating to the Underwriter (a) in “designated electronic format” (as defined in Rule G-32 of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereof, Bonds substantially in the form of the Preliminary Official Statement, including the Appendices thereto, with only such changes therein or modifications thereof (including, without limitation, any changes in or modifications of any of the appendices, exhibits, reports or statements included therein or attached thereto) as shall have been accepted and approved by the Underwriter Underwriter, which Official Statement shall have been approved by the Issuer pursuant to the Bond Resolution and executed on behalf of the Issuer by the Secretary of the Governing Authority (said documentsuch Official Statement, including its the cover page, inside cover page the summary statement and all appendices, as the same exhibits, reports and statements included therein or attached thereto, all information incorporated therein by reference, and any amendments and supplements thereto that may be amended and supplemented in accordance authorized by the Issuer for use with this Bond Purchase Contract and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, respect to the Bonds being herein called the “Official Statement”), approved for distribution pursuant . The Issuer hereby consents to the Authority use of copies of the Official Statement, the Bond Resolution and other pertinent documents in connection with the City Resolutionoffering and sale of the Bonds. The Authority shall, as soon as practicable, but not later than seven (7) business days from the date hereof, Issuer agrees to deliver to the Underwriter, at such address as the Underwriter such shall specify, as many copies of the Official Statement and, in as the event Underwriter shall reasonably request as necessary to comply with paragraph (b)(4) of Rule 15c2-12 of the date Securities and Exchange Commission under the Securities Exchange Act of Closing is less than 1934 (the “Rule”) and with Rule G-32 and all other applicable rules of the Municipal Securities Rulemaking Board. The Issuer agrees to deliver such Official Statements within seven (7) business days after the date hereofexecution of this Bond Purchase Agreement or prior to the Closing Date (as hereinafter defined), upon request whichever comes first. The Issuer by its approval of the execution and delivery of this Bond Purchase Agreement, covenants with the Underwriter that, if at any time prior to the earlier of (i) receipt of notice from the Underwriter that Official Statements are no longer required to be delivered under the Rule or (ii) the expiration of twenty-five (25) days from the “End of the Underwriting Period” (as defined in Section 8) or other such period of time necessary to enable the Underwriter to comply with the Rule, any event occurs affecting the Issuer or the transactions contemplated in connection with the issuance of the Bonds which could cause the Official Statement to contain an untrue statement of a material fact or to 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, the Issuer shall notify the Underwriter in writing, and if, in the opinion of the Underwriter, such event requires an amendment or supplement to the Official Statement, the Issuer promptly will amend or supplement, or cause to be amended or supplemented, the Official Statement in sufficient time to accompany any confirmation requesting payment from any customers of any Underwriter a form and not later than three (3) business days prior to Closing; provided, however, that the failure of the Authority to comply with this requirement due to any circumstance outside of the control of the Authority shall not constitute cause for in a failure of or refusal manner approved by the Underwriter and consented to accept delivery by the Issuer so that the Official Statement, under such caption, will 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 the light of the circumstances existing at the time the Official Statement is delivered to a purchaser, not misleading. For the purposes of, or pay forand during the period of time provided by this paragraph, the BondsIssuer will furnish such information as the Underwriter may from time to time reasonably request. The Issuer has delivered a “deemed final” certificate to the Underwriter, dated the date of the Preliminary Official Statement, to evidence compliance with the Rule to the date hereof. The Secretary of the Governing Authority, on behalf of the Issuer, covenants and agrees to execute a Continuing Disclosure Certificate (the “Continuing Disclosure Certificate”) constituting an undertaking by the Issuer to provide ongoing disclosure about the Issuer for the benefit of the bondholders on or before the date of delivery of the Bonds as required by Section (b)(5)(i) of the Rule, in the form set forth in Appendix G to the Preliminary Official Statement, which such changes as may be agreed to by the Underwriter. The Issuer hereby represents that it has filed on a timely basis all annual filings and all event filings required to be filed by the Issuer pursuant to each continuing disclosure undertaking under the Rule to which it is a party. The Issuer hereby agrees to enter into the Tax Compliance Certificate in the form required by Bond Counsel (the “Tax Certificate”) on the Closing Date.

Official Statement. Upon the Authority’s and the City’s acceptance of this offerThe Issuer has caused to be prepared a Preliminary Official Statement dated , the Authority and the City shall be deemed to have ratified, approved and confirmed the 2017 (such Preliminary Official Statement, dated including the cover page, 2013 (together with any appendices theretothe summary statement and all appendices, any documents incorporated exhibits, as and statements included therein by reference or attached thereto and any amendments and supplements or amendments thereto and that may be authorized by the Issuer for use with respect to the Bonds being herein referred to as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Preliminary Official Statement”) with respect ), which, pursuant to the BondsBond Resolution, the Issuer has authorized to be circulated, and the Issuer consents, approves and ratifies the use of the Preliminary Official Statement by the Underwriter prior to the date hereof in connection with the public offering and sale of the Bonds Bonds. The Issuer hereby authorizes and approves the use and distribution by the Underwriter. The Authority shall deliver the Underwriter of an Official Statement relating to the Underwriter (a) in “designated electronic format” (as defined in Rule G-32 of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereof, Bonds substantially in the form of the Preliminary Official Statement, including the Appendices thereto, with only such changes therein or modifications thereof (including, without limitation, any changes in or modifications of any of the appendices, exhibits, reports or statements included therein or attached thereto) as shall have been accepted and approved by the Underwriter Underwriter, which Official Statement shall have been approved by the Issuer pursuant to the Bond Resolution and executed on behalf of the Issuer by the Secretary of the Governing Authority (said documentsuch Official Statement, including its the cover page, inside cover page the summary statement and all appendices, as the same exhibits, reports and statements included therein or attached thereto, all information incorporated therein by reference, and any amendments and supplements thereto that may be amended and supplemented in accordance authorized by the Issuer for use with this Bond Purchase Contract and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, respect to the Bonds being herein called the “Official Statement”), approved for distribution pursuant . The Issuer hereby consents to the Authority use of copies of the Official Statement, the Bond Resolution and other pertinent documents in connection with the City Resolutionoffering and sale of the Bonds. The Authority shall, as soon as practicable, but not later than seven (7) business days from the date hereof, Issuer agrees to deliver to the Underwriter, at such address as the Underwriter such shall specify, as many copies of the Official Statement and, in as the event Underwriter shall reasonably request as necessary to comply with paragraph (b)(4) of Rule 15c2-12 of the date Securities and Exchange Commission under the Securities Exchange Act of Closing is less than 1934 (the “Rule”) and with Rule G-32 and all other applicable rules of the Municipal Securities Rulemaking Board. The Issuer agrees to deliver such Official Statements within seven (7) business days after the date hereofexecution of this Bond Purchase Agreement or prior to the Closing Date (as hereinafter defined), upon request whichever comes first. The Issuer by its approval of the execution and delivery of this Bond Purchase Agreement, covenants with the Underwriter that, if at any time prior to the earlier of (i) receipt of notice from the Underwriter that Official Statements are no longer required to be delivered under the Rule or (ii) the expiration of twenty-five (25) days from the “End of the Underwriting Period” (as defined in Section 8) or other such period of time necessary to enable the Underwriter to comply with the Rule, any event occurs affecting the Issuer or the transactions contemplated in connection with the issuance of the Bonds which could cause the Official Statement to contain an untrue statement of a material fact or to 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, the Issuer shall notify the Underwriter in writing, and if, in the opinion of the Underwriter, such event requires an amendment or supplement to the Official Statement, the Issuer promptly will amend or supplement, or cause to be amended or supplemented, the Official Statement in sufficient time to accompany any confirmation requesting payment from any customers of any Underwriter a form and not later than three (3) business days prior to Closing; provided, however, that the failure of the Authority to comply with this requirement due to any circumstance outside of the control of the Authority shall not constitute cause for in a failure of or refusal manner approved by the Underwriter and consented to accept delivery by the Issuer so that the Official Statement, under such caption, will 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 the light of the circumstances existing at the time the Official Statement is delivered to a purchaser, not misleading. For the purposes of, or pay forand during the period of time provided by this paragraph, the BondsIssuer will furnish such information as the Underwriter may from time to time reasonably request. The Issuer has delivered a “deemed final” certificate to the Underwriter, dated the date of the Preliminary Official Statement, to evidence compliance with the Rule to the date hereof. The Secretary of the Governing Authority, on behalf of the Issuer, covenants and agrees to execute a Continuing Disclosure Certificate (the “Continuing Disclosure Certificate”) constituting an undertaking by the Issuer to provide ongoing disclosure about the Issuer for the benefit of the bondholders on or before the date of delivery of the Bonds as required by Section (b)(5)(i) of the Rule, in the form set forth in Appendix G to the Preliminary Official Statement, which such changes as may be agreed to by the Underwriter. The Issuer hereby represents that it has filed on a timely basis all annual filings and all event filings required to be filed by the Issuer pursuant to each continuing disclosure undertaking under the Rule to which it is a party. The Issuer hereby agrees to enter into the Tax Compliance Certificate in the form required by Bond Counsel (the “Tax Certificate”) on the Closing Date.

Official Statement. Upon In order to enable the Authority’s Underwriter to comply with Rule 15c2-12 (the “Rule”) under the Securities Exchange Act of 1934 (the “Exchange Act”) and rules of the City’s acceptance of this offerMunicipal Securities Rulemaking Board (the “MSRB”), the Authority and Company shall provide to the City shall be deemed to have ratified, approved and confirmed Underwriter sufficient copies of the Preliminary Official Statement, dated , 2013 (together with any appendices thereto, any documents incorporated therein by reference and any supplements or amendments thereto and as disseminated in its printed physical form or Statement in electronic form in all respects materially consistent with such physical formword-searchable portable document format, which the “Preliminary Official Statement”) Issuer (only with respect to the Bondsstatements therein with respect to the Issuer under the captions “THE ISSUERS – Niagara Issuer” and “LITIGATION”) and the Company (with respect to all other statements therein) deem final as of its date, in sufficient time to accompany any confirmation that requires payment from any customer and, in any event, within seven (7) business days after the Date Hereof and in no event later than two (2) business days prior to the Closing (hereinafter defined). The Issuer, the Company and the Guarantor hereby authorize the use of the Official Statement by the Underwriter in connection with the public offering and sale of the Bonds Bonds. The Issuer, the Company and the Guarantor hereby ratify and confirm the use by the Underwriter. The Authority shall deliver the Official Statement Underwriter prior to the Underwriter (a) in “designated electronic format” (as defined in Rule G-32 of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereof, substantially in the form hereof of the Preliminary Official StatementStatement dated October 19, with only such changes as shall have been accepted by the Underwriter (said document, including its cover page, inside cover page and appendices2012, as the same may be amended and supplemented in accordance with this Bond Purchase Contract and on October 31, 2012 (as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical formso supplemented, the “Preliminary Official Statement”)) in connection with the public offering of the Bonds. The final Official Statement shall be substantially the same (except for insertions, deletions and changes contemplated in the Preliminary Official Statement and this Underwriting Agreement) as the Preliminary Official Statement and shall contain only those substantive changes as are approved for distribution pursuant by the Underwriter, which approval shall not be unreasonably withheld. The Preliminary Official Statement, as of October 31, 2012, was deemed final (i) by the Issuer (but only with respect to the Authority Resolution statements therein with respect to the Issuer under the captions “THE ISSUERS – Niagara Issuer” and “LITIGATION”) and (ii) by the Company and the City ResolutionGuarantor (with respect to all other statements therein) for purposes of the Rule, except for permitted omissions set forth in the Rule. The Authority shall, as soon as practicable, but not later than seven (7) business days from the date hereof, deliver Underwriter agrees to the Underwriter such copies provide a certificate at Closing stating that it has filed a copy of the Official Statement and, with the MSRB in accordance with the Rule and stating whether or not the Underwriter retains any unsold balance of Bonds for sale to the public. In the event that it does so retain for sale to the public any such Bonds as of the Closing, the Underwriter agrees to promptly notify the Issuer, the Company and the Guarantor of the date of Closing is less than seven (7) business days after on which the date hereof, upon request Underwriter no longer retains any unsold balance of the Underwriter, in sufficient time Bonds for sale to accompany any confirmation requesting payment from any customers of any Underwriter and not later than three (3) business days prior to Closing; provided, however, that the failure of the Authority to comply with this requirement due to any circumstance outside of the control of the Authority shall not constitute cause for a failure of or refusal by the Underwriter to accept delivery of, or pay for, the Bondspublic.

Official Statement. Upon The Successor Agency shall deliver or cause to be delivered to the Authority’s and the City’s Underwriter promptly after acceptance of this offer, Bond Purchase Agreement copies of the Authority and the City shall be deemed to have ratified, approved and confirmed the Preliminary Official Statement, dated , 2013 (together with any appendices thereto, any documents incorporated therein by reference and any supplements or amendments thereto and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Preliminary Official Statement”) with respect Statement relating to the Bonds, in connection dated the date hereof (which, together with the public offering all exhibits and sale of the Bonds appendices included therein or attached thereto and with such amendments or supplements thereto which shall be approved by the Underwriter. The Authority shall deliver the Official Statement to the Underwriter (a) in “designated electronic format” (as defined in Rule G-32 of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereof, substantially in the form of the Preliminary Official Statement, with only such changes as shall have been accepted by the Underwriter (said document, including its cover page, inside cover page and appendices, as the same may be amended and supplemented in accordance with this Bond Purchase Contract and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Official Statement”). The Successor Agency authorizes the Official Statement, approved for distribution pursuant to including the Authority Resolution cover page and Appendices thereto and the City Resolution. The Authority shallinformation contained therein, as soon as practicableto be used in connection with the sale of the Bonds and ratifies, but not later than seven (7) business days from confirms and approves the use and distribution by the Underwriter for such purpose, prior to the date hereof, of the Preliminary Official Statement dated , 2018 (the “Preliminary Official Statement”). The Successor Agency authorized distribution of the Preliminary Official Statement and preparation and distribution of a final Official Statement pursuant to a resolution adopted on March 27, 2018 (the “Successor Agency OS Resolution,” together with the Successor Agency Bond Resolution, the “Successor Agency Resolutions”). The Successor Agency deems such Preliminary Official Statement final as of its date for purposes of Rule 15c2-12 under the Securities Exchange Act of 1934, as amended (“Rule 15c2-12”), except for information allowed to be omitted by Rule 15c2-12. The Successor Agency also agrees to deliver to the Underwriter, at the Successor Agency’s sole cost and at such address as the Underwriter shall specify, as many copies of the Official Statement as the Underwriter shall reasonably request as necessary to comply with paragraph (b)(4) of Rule 15c2-12 and with Rule G-32 and all other applicable rules of the MSRB. The Successor Agency agrees to deliver such copies of the Official Statement and, in the event the date of Closing is less than within seven (7) business days after the date hereof, upon request . Such Official Statement shall contain all information previously permitted to be omitted by Rule 15c2-12. The Underwriter agrees to give written notice to the Successor Agency of the Underwriterdate after which the Underwriter shall no longer be obligated to deliver Official Statements pursuant to paragraph (b)(4) of Rule 15c2-12 which shall be no later than 25 days after the End of the Underwriting Period (as such term is hereinafter defined). The Underwriter agrees to promptly file a copy of the final Official Statement, including any supplements prepared by the Successor Agency, in sufficient time compliance with MSRB Rule G-32, and to accompany take any confirmation requesting payment from any customers of any Underwriter and not later than three (3) business days prior to Closing; provided, however, that the failure of the Authority all other actions necessary to comply with this requirement due to any circumstance outside applicable Securities and Exchange Commission (the “SEC”) rules and MSRB rules governing the offering, sale and delivery of the control of Bonds to the Authority shall not constitute cause for a failure of or refusal by the Underwriter to accept delivery of, or pay for, the Bondsultimate purchasers thereof.

Official Statement. Upon Each of the Authority’s County and the City’s acceptance of this offer, the Authority Issuer hereby ratifies and the City shall be deemed to have ratified, approved and confirmed approves the Preliminary Official StatementStatement dated October , dated , 2013 2023 (together with any appendices thereto, any documents incorporated therein by reference and any supplements or amendments thereto and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Preliminary Official Statement”) with respect ), and consents to its distribution and use by the Underwriter prior to the Bonds, date hereof in connection with the public offering and sale of the Bonds by the UnderwriterBonds. The Authority shall deliver the Official Statement to the Underwriter (a) in “designated electronic format” (as defined in Rule G-32 of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereof, substantially in the form of County confirms that the Preliminary Official Statement, with only such changes as shall have been accepted Statement was “deemed final” by the Underwriter County as of its date for purposes of Rule 15c2-12 of the United States Securities and Exchange Commission (said document, including its cover page, inside cover page and appendices, as the same may be amended and supplemented in accordance with this Bond Purchase Contract and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Official StatementSEC”) under the Securities Exchange Act of 1934 (the “Rule”), approved except for distribution pursuant the omission of certain pricing and other information permitted to be omitted by the Authority Resolution Rule. Upon acceptance of this offer, the County shall prepare a final Official Statement and the City Resolution. The Authority shall, as soon as practicable, but not later than within the earlier of seven (7) business days from following the date hereofhereof or two (2) business days prior to the Closing Date, deliver to the Underwriter electronic and printed copies of such copies final Official Statement (such final Official Statement, together with any amendment or supplement thereto, being the “Official Statement”) in sufficient format and quantity as may reasonably be required by the Underwriter in order to comply with the Rule and any applicable rules of the Municipal Securities Rulemaking Board (the “MSRB”). The Official Statement shall be in substantially the same form as the Preliminary Official Statement and, except for information permitted by the Rule to have been previously omitted, shall include only such additions, deletions and revisions as are approved by the Underwriter. The County hereby authorizes and approves the Official Statement and consents to the use and distribution of the Official Statement andby the Underwriter in connection with the public offering and sale of the Bonds. At the time of or prior to the Closing, the Underwriter will file, or cause to be filed, the Official Statement with the MSRB. In addition, each of the County and the Issuer hereby approves and authorizes the Underwriter to coordinate the printing of the Official Statement and consents to the electronic distribution of the Official Statement, including any amendments thereto, in word-searchable PDF format as described in MSRB Rule G-32, and shall provide to the event Underwriter an electronic copy of the date of Closing is less Official Statement in the word-searchable PDF format no later than seven one (71) business days after the date hereof, upon request of the Underwriter, in sufficient time to accompany any confirmation requesting payment from any customers of any Underwriter and not later than three (3) business days day prior to Closing; provided, however, that the failure of Closing Date to enable the Authority Underwriter to comply with this requirement due to any circumstance outside of the control of the Authority shall not constitute cause for a failure of or refusal by the Underwriter to accept delivery of, or pay for, the BondsMSRB Rule G-32.

Official Statement. Upon the Authority’s The Underwriter hereby represents that it has received and the City’s acceptance of this offer, the Authority and the City shall be deemed to have ratified, approved and confirmed reviewed the Preliminary Official StatementStatement with respect to the Bonds, dated , 2013 2017 (together with any appendices thereto, any documents incorporated therein by reference and any supplements or amendments thereto and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Preliminary Official Statement”) with respect ). The District represents that it deems the Preliminary Official Statement to be final as of its date, except for either revisions or additions to the Bondsoffering price(s), in connection with the public offering interest rate(s), yield(s) to maturity, selling compensation, aggregate principal amount, principal amount per maturity, delivery date, rating(s) and sale other terms of the Bonds which depend upon the foregoing as provided in and pursuant to the Rule. By the execution of this Bond Purchase Agreement, the District ratifies the use by the Underwriter. The Authority shall deliver the Official Statement to the Underwriter (a) in “designated electronic format” (as defined in Rule G-32 of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereof, substantially in the form of the Preliminary Official Statement. The District hereby agrees to deliver or cause to be delivered to the Underwriter, within seven business days after the date hereof, copies of the Official Statement, consisting of the Preliminary Official Statement with only such changes as shall have been accepted by may be made with the approval of the District and the Underwriter (said document, including its cover page, inside cover page and appendices, as the same may be amended and supplemented in accordance with this Bond Purchase Contract and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Official Statement”), approved for distribution pursuant in such reasonable quantity as the Underwriter shall request. The Underwriter hereby represents that it has received and reviewed the Preliminary Official Statement with respect to the Authority Resolution Bonds, and agrees that prior to the City Resolutiontime the final Official Statement relating to the Bonds is available, the Underwriter will send to any potential purchaser of the Bonds, upon the request of such potential purchaser, a copy of the most recent Preliminary Official Statement. The Authority shall, as soon as practicable, but Such Preliminary Official Statement shall be sent by first class mail (or other equally prompt means) not later than seven (7) the first business days day following the date upon which each such request is received. The Underwriter agrees to file the Official Statement with the MSRB through its Electronic Municipal Market Access system. Each party hereto agrees that it will notify the other party hereto if, within the period from the date hereofof this Bond Purchase Agreement to and including the date which is 25 days following the End of the Underwriting Period (as hereinafter defined), deliver to such party discovers any pre-existing or subsequent fact or becomes aware of the Underwriter occurrence of any event, in any such copies of case which might cause the Official Statement and, in (as the event the date of Closing is less than seven (7same may have been theretofore supplemented or amended) business days after the date hereof, upon request of the Underwriter, in sufficient time to accompany any confirmation requesting payment from any customers of any Underwriter and not later than three (3) business days prior to Closing; provided, however, that the failure of the Authority to comply with this requirement due to any circumstance outside of the control of the Authority shall not constitute cause for a failure of or refusal by the Underwriter to accept delivery of, or pay for, the Bonds.to

Official Statement. Upon [Alternative A] The Issuer hereby consents to and ratifies the Authority’s use and distribution by the City’s acceptance Underwriter of this offer, the Authority and the City shall be deemed to have ratified, approved and confirmed the Preliminary Official StatementStatement in connection with the public offering of the Securities by the Underwriter, dated and further confirms the authority of the Underwriter to use, 2013 (together with any appendices thereto, any documents incorporated therein by reference and any supplements or amendments thereto and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical formconsents to the use of, the “Preliminary final Official Statement”) Statement with respect to the Bonds, Securities in connection with the public offering and sale of the Bonds Securities. The Issuer hereby represents and warrants that the Preliminary Official Statement previously furnished to the Underwriter was “deemed final” by the Issuer as of its date for purposes of Rule 15c2-12, except for permitted omissions. [Alternative B] The Issuer hereby consents to and ratifies the use and distribution by the Underwriter of the Official Statement in connection with the public offering and sale of the Securities by the Underwriter. The Authority shall deliver Issuer hereby represents and warrants that the Official Statement previously furnished to the Underwriter was “deemed final” by the Issuer as of its date for purposes of Rule 15c2-12. The Issuer, at its cost, shall provide, or cause to be provided, to the Underwriter within seven business days after the date of this Agreement (aor within such shorter period as may be approved by the Underwriter or required by applicable rule) such number of copies of a final Official Statement as reasonably requested by the Underwriter, but in sufficient quantity to permit the Underwriter to comply with paragraph (b)(4) of Rule 15c2-12, and Rule G-32 and any other applicable rules of the SEC and the MSRB. The Issuer authorizes the Underwriter to file, to the extent required by any applicable SEC or MSRB rule, and the Underwriter agrees to so file, the Official Statement with the MSRB or its designee. If an amended Official Statement is prepared during the “primary offering disclosure period,” and if required by any applicable SEC or MSRB rule, the Underwriter also shall make the required filings of the amended Official Statement. The Issuer shall provide the Underwriter with the information necessary to complete MSRB Form G-32 for all filings to be made under this Section 8. The Preliminary Official Statement and the Official Statement may be delivered in printed and a “designated electronic format” (as defined in the MSRB’s Rule G-32 of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereof, substantially in the form of the Preliminary Official Statement, with only such changes as shall have been accepted may be agreed by the Underwriter (said document, including its cover page, inside cover page Issuer and appendices, as the same may be amended and supplemented in accordance with this Bond Purchase Contract and as disseminated in its printed physical form or Underwriter. If the Official Statement has been prepared in electronic form in all respects materially consistent with such physical form, the “Official Statement”), approved for Issuer hereby confirms that it does not object to distribution pursuant to the Authority Resolution and the City Resolution. The Authority shall, as soon as practicable, but not later than seven (7) business days from the date hereof, deliver to the Underwriter such copies of the Official Statement andin electronic form. The Issuer shall not supplement or amend the Official Statement or cause the Official Statement to be supplemented or amended without the prior written consent of the Underwriter. The Issuer covenants to notify the Underwriter promptly if, on or prior to the 25th day after the End of the Underwriting Period, (or such other period as may be agreed to by the Issuer and the Underwriter) any event shall occur, or information comes to the attention of the Issuer, that is reasonably likely to cause the Official Statement (whether or not previously supplemented or amended) to contain any 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, and if in the opinion of the Underwriter such event requires the date preparation and distribution of Closing is less than seven (7) business days after a supplement or amendment to the date hereofOfficial Statement, upon request of to prepare and furnish to the Underwriter, at the Issuer’s expense, such number of copies of the supplement or amendment to the Official Statement, in sufficient time (i) a “designated electronic format” consistent with the requirements of the MSRB’s Rule G-32 and (ii) a printed format form in substance mutually agreed upon by the Issuer and the Underwriter, as the Underwriter may reasonably request. If such notification shall be given subsequent to accompany any confirmation requesting payment from any customers the Closing Date, the Issuer also shall furnish, or cause to be furnished, such additional legal opinions, certificates, instruments and other documents as the Underwriter may reasonably deem necessary to evidence the truth and accuracy of any Underwriter and not later than three (3) business days prior such supplement or amendment to Closing; provided, however, that the failure of the Authority to comply with this requirement due to any circumstance outside of the control of the Authority shall not constitute cause for a failure of or refusal by the Underwriter to accept delivery of, or pay for, the BondsOfficial Statement.

Official Statement. Upon The City ratifies, approves and confirms the Authority’s and the City’s acceptance distribution of this offer, the Authority and the City shall be deemed to have ratified, approved and confirmed the Preliminary Official StatementStatement with respect to the Bonds, dated , 2013 2020 (together with any the appendices thereto, any documents incorporated therein by reference reference, and any supplements or amendments thereto and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical formthereto, the “Preliminary Official Statement”) with respect to the Bonds), in connection with the public offering and sale of the Bonds by the UnderwriterUnderwriter prior to the availability of the Official Statement. The Authority City represents that the Preliminary Official Statement was deemed final as of its date for purposes of Rule 15c2-12 promulgated by the Securities and Exchange Corporation under the Securities Exchange Act of 1934, as amended (“Rule 15c2-12”), except for the omission of offering prices, interest rates, selling compensation, aggregate principal amount, principal amount per maturity, delivery date, ratings and other terms of the Bonds depending on such matters. The City shall deliver provide the Underwriter, within 7 business days after the date hereof (but in any event at least 2 business days prior to the Closing Date (as defined herein)) with a reasonable number of copies of the Official Statement to the Underwriter (a) in “designated electronic format” (as defined in Rule G-32 of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereof, substantially in the form of the Preliminary Official Statement, Statement with only such changes thereto as shall have been accepted approved by the Underwriter (said documentwhich approval shall not be unreasonably withheld), as requested by the Underwriter, for distribution. The City authorizes and approves the distribution by the Underwriter of the Official Statement in connection with the offering and sale of the Bonds. The City authorizes the Underwriter to file, and the Underwriter hereby agrees to file at or prior to the Closing Date (as defined herein), the Official Statement with Municipal Securities Rulemaking Board Rule G-32 (the “MSRB”), or its designees. The Official Statement, including its cover pagethe appendices thereto, inside cover page any documents incorporated therein by reference, and appendices, any supplements or amendments thereto on or prior to the Closing Date is herein referred to as the same may be amended and supplemented in accordance with this Bond Purchase Contract and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Official Statement.”), approved for distribution pursuant to the Authority Resolution and the City Resolution. The Authority shall, as soon as practicable, but not later than seven (7) business days from the date hereof, deliver to the Underwriter such copies of the Official Statement and, in the event the date of Closing is less than seven (7) business days after the date hereof, upon request of the Underwriter, in sufficient time to accompany any confirmation requesting payment from any customers of any Underwriter and not later than three (3) business days prior to Closing; provided, however, that the failure of the Authority to comply with this requirement due to any circumstance outside of the control of the Authority shall not constitute cause for a failure of or refusal by the Underwriter to accept delivery of, or pay for, the Bonds.

Official Statement. Upon The School District has caused to be drafted and previously delivered to the Authority’s and the City’s acceptance of this offer, the Authority and the City shall be deemed to have ratified, approved and confirmed Underwriter the Preliminary Official Statement, dated [January , 2013 2015] (together with any appendices thereto, any documents incorporated therein by reference and any supplements or amendments thereto and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Preliminary Official Statement”) with respect ), including the cover page, the inside cover page and appendices thereto, relating to the Series D Bonds and the School District’s 2015 General Obligation Refunding Bonds of School Facilities Improvement District No. 2002-1 of the Tustin Unified School District (together with the Series D Bonds, the “Bonds”). The School District represents that it deemed the Preliminary Official Statement to be final as of its date, except for either revision or addition of the offering price(s), interest rate(s), yield(s) to maturity, selling compensation, aggregate principal amount, principal amount per maturity, delivery date, rating(s) and other terms of the Bonds which depend upon the foregoing, as required by and pursuant to Rule 15c2-12 of the Securities and Exchange Commission under the Securities and Exchange Act of 1934, as amended (the “Rule”). The Preliminary Official Statement prepared on behalf of the School District for use by the Underwriter in connection with the public offering, sale and distribution of the Bonds has been determined to be “substantially final,” as defined under the Rule. The School District hereby authorizes the preparation of a final Official Statement respecting the Bonds following the execution hereof (the “Official Statement”) and the School District hereby authorizes the use thereof by the Underwriter in connection with the public offering and sale of the Bonds by the UnderwriterBonds. The Authority School District shall deliver the Official Statement provide, or cause to be provided, to the Underwriter (a) in “designated electronic format” (as defined in Rule G-32 of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereof, substantially in the form of the Preliminary Official Statement, with only such changes as shall have been accepted by the Underwriter (said document, including its cover page, inside cover page and appendices, as the same may be amended and supplemented in accordance with this Bond Purchase Contract and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Official Statement”), approved for distribution pursuant to the Authority Resolution and the City Resolution. The Authority shall, as soon as practicablepracticable after the date of the School District’s acceptance of this Agreement (but, but in any event, not later than seven (7) business days from the date hereof, deliver to the Underwriter such copies of the Official Statement and, in the event the date of Closing is less than seven (7) business days after the date execution hereof, upon request of the Underwriter, and in sufficient time to accompany any confirmation requesting payment from of a sale of Bonds) copies of the Official Statement, which is complete as of the date of its delivery to the Underwriter, in such reasonable quantities as the Underwriter shall request in order to comply with Section (b)(4) of the Rule and the rules of the Municipal Securities Rulemaking Board (the “MSRB”). The Underwriter agrees that prior to the time the final Official Statement relating to the Bonds is available, the Underwriter will send to any customers potential purchaser of any Underwriter and the Bonds, upon the request of such potential purchaser, a copy of the Preliminary Official Statement. Such Preliminary Official Statement shall be sent by first class mail or electronic distribution (or other equally prompt means) not later than three the first business day following the date upon which each such request is received. During the period ending on the 25th day after the End of the Underwriting Period (3as defined below) business days (or such other period as may be agreed to by the School District and the Underwriter), the School District (i) shall not supplement or amend the Official Statement or cause the Official Statement to be supplemented or amended without the prior written consent of the Underwriter and (ii) shall notify the Underwriter promptly if any event shall occur, or information comes to Closing; provided, howeverthe attention of the School District, that is reasonably likely to cause the failure Official Statement (whether or not previously supplemented or amended) to contain any 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 Authority to comply with this requirement due to any circumstance outside circumstances under which they were made, not misleading. If, in the opinion of the control Underwriter, such event requires the preparation and distribution of a supplement or amendment to the Official Statement, the School District shall prepare and furnish to the Underwriter, at the School District’s expense, such number of copies of the Authority supplement or amendment to the Official Statement, in form and substance mutually agreed upon by the School District and the Underwriter, as the Underwriter may reasonably request. If such notification shall not constitute be given subsequent to the Closing, the School District also shall furnish, or cause for a failure to be furnished, such additional legal opinions, certificates, instruments and other documents as the Underwriter may reasonably deem necessary to evidence the truth and accuracy of any such supplement or refusal amendment to the Official Statement. The Underwriter hereby agrees to file the Official Statement with the MSRB or any nationally recognized municipal securities information repository designated by the Securities and Exchange Commission. For purposes of this Purchase Agreement, the “End of the Underwriting Period” is used as defined in the Rule and shall occur on the later of (a) the date of Closing or (b) when the Underwriter no longer retains an unsold balance of the Series D Bonds; unless otherwise advised in writing by the Underwriter on or prior to accept delivery ofthe Closing Date, or pay forotherwise agreed to by the School District, the BondsUnderwriter and the School District may assume that the End of the Underwriting Period is the Closing Date.

Official Statement. Upon The Successor Agency shall deliver or cause to be delivered to the Authority’s and the City’s Underwriter promptly after acceptance of this offer, Bond Purchase Agreement copies of the Authority and the City shall be deemed to have ratified, approved and confirmed the Preliminary Official Statement, dated , 2013 (together with any appendices thereto, any documents incorporated therein by reference and any supplements or amendments thereto and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Preliminary Official Statement”) with respect Statement relating to the Bonds, in connection dated the date hereof (which, together with the public offering all exhibits and sale of the Bonds appendices included therein or attached thereto and with such amendments or supplements thereto which shall be approved by the Underwriter. The Authority shall deliver the Official Statement to the Underwriter (a) in “designated electronic format” (as defined in Rule G-32 of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereof, substantially in the form of the Preliminary Official Statement, with only such changes as shall have been accepted by the Underwriter (said document, including its cover page, inside cover page and appendices, as the same may be amended and supplemented in accordance with this Bond Purchase Contract and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Official Statement”). The Successor Agency authorizes the Official Statement, approved for distribution pursuant to including the Authority Resolution cover page and Appendices thereto and the City Resolution. The Authority shallinformation contained therein, as soon as practicableto be used in connection with the sale of the Bonds and ratifies, but not later than seven (7) business days from confirms and approves the use and distribution by the Underwriter for such purpose, prior to the date hereof, of the Preliminary Official Statement dated , 2018, relating to the Bonds (the “Preliminary Official Statement”). The Successor Agency deems the Preliminary Official Statement final as of its date for purposes of Rule 15c2-12 under the Securities Exchange Act of 1934, as amended (“Rule 15c2-12”), except for information allowed to be omitted by Rule 15c2-12. The Successor Agency also agrees to deliver to the Underwriter, at the Successor Agency’s sole cost and at such address as the Underwriter shall specify, as many copies of the Official Statement as the Underwriter shall reasonably request as necessary to comply with paragraph (b)(4) of Rule 15c2-12, with Rule G-32 and all other applicable rules of the Municipal Securities Rulemaking Board. At least one copy of the Official Statement shall be in word searchable portable document format (PDF). The Successor Agency agrees to deliver such copies of the Official Statement and, in the event the date of Closing is less than within seven (7) business days after the date hereof, but in any event no later than the Closing Date. The Official Statement shall contain all information previously permitted to be omitted by Rule 15c2-12. The Underwriter agrees to deliver or cause to be delivered to each purchaser of the Bonds from it, upon request request, a copy of the Official Statement, for the time period required under Rule 15c2-12. The Underwriter also agrees to promptly file a copy of the final Official Statement, including any supplements prepared by the Successor Agency and delivered to the Underwriter, in sufficient time with a nationally recognized municipal securities information repository (currently, the Electronic Municipal Market Access System (referred to accompany any confirmation requesting payment from any customers of any Underwriter and not later than three (3) business days prior to Closing; providedas “EMMA”), however, that the failure a facility of the Authority Municipal Securities Rulemaking Board, at xxx.xxxx.xxxx.xxx), and to take any and all other actions necessary to comply with this requirement due to any circumstance outside applicable Securities and Exchange Commission rules and Municipal Securities Rulemaking Board rules governing the use of the control Official Statement in connection with offering, sale and delivery of the Authority shall not constitute cause for a failure of or refusal by Bonds to the Underwriter to accept delivery of, or pay for, the Bondsultimate purchasers thereof.

Official Statement. Upon The Successor Agency shall deliver or cause to be delivered to the Authority’s and the City’s Underwriter promptly after acceptance of this offer, Bond Purchase Agreement copies of the Authority and the City shall be deemed to have ratified, approved and confirmed the Preliminary Official Statement, dated , 2013 (together with any appendices thereto, any documents incorporated therein by reference and any supplements or amendments thereto and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Preliminary Official Statement”) with respect Statement relating to the Bonds, in connection dated the date hereof (which, together with the public offering all exhibits and sale of the Bonds appendices included therein or attached thereto and with such amendments or supplements thereto which shall be approved by the Underwriter. The Authority shall deliver the Official Statement to the Underwriter (a) in “designated electronic format” (as defined in Rule G-32 of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereof, substantially in the form of the Preliminary Official Statement, with only such changes as shall have been accepted by the Underwriter (said document, including its cover page, inside cover page and appendices, as the same may be amended and supplemented in accordance with this Bond Purchase Contract and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Official Statement”). The Successor Agency authorizes the Official Statement, approved for distribution pursuant to including the Authority Resolution cover page and Appendices thereto and the City Resolution. The Authority shallinformation contained therein, as soon as practicableto be used in connection with the sale of the Bonds and ratifies, but not later than seven (7) business days from confirms and approves the use and distribution by the Underwriter for such purpose, prior to the date hereof, of the Preliminary Official Statement dated , 2019 relating to the Bonds (the “Preliminary Official Statement”). The Successor Agency deems the Preliminary Official Statement final as of its date for purposes of Rule 15c2-12 under the Securities Exchange Act of 1934, as amended (“Rule 15c2-12”), except for information allowed to be omitted by Rule 15c2-12. The Successor Agency also agrees to deliver to the Underwriter, at the Successor Agency’s sole cost and at such address as the Underwriter shall specify, as many copies of the Official Statement as the Underwriter shall reasonably request as necessary to comply with paragraph (b)(4) of Rule 15c2- 12, with Rule G-32 and all other applicable rules of the Municipal Securities Rulemaking Board. At least one copy of the Official Statement shall be in word searchable portable document format (PDF). The Successor Agency agrees to deliver such copies of the Official Statement and, in the event the date of Closing is less than within seven (7) business days after the date hereof, but in any event no later than the Closing Date. The Official Statement shall contain all information previously permitted to be omitted from the Preliminary Official Statement by Rule 15c2-12. The Underwriter agrees to deliver or cause to be delivered to each purchaser of the Bonds from it, upon request request, a copy of the Official Statement, for the time period required under Rule 15c2-12. The Underwriter also agrees to promptly file a copy of the final Official Statement, including any supplements prepared by the Successor Agency and delivered to the Underwriter, in sufficient time with a nationally recognized municipal securities information repository (currently, the Electronic Municipal Market Access System (referred to accompany any confirmation requesting payment from any customers of any Underwriter and not later than three (3) business days prior to Closing; providedas “EMMA”), however, that the failure a facility of the Authority Municipal Securities Rulemaking Board, at xxx.xxxx.xxxx.xxx), and to take any and all other actions necessary to comply with this requirement due to any circumstance outside applicable Securities and Exchange Commission rules and Municipal Securities Rulemaking Board rules governing the use of the control Official Statement in connection with offering, sale and delivery of the Authority shall not constitute cause for a failure of or refusal by Bonds to the Underwriter to accept delivery of, or pay for, the Bondsultimate purchasers thereof.

Official Statement. Upon The County by official action of its governing board has approved the Authority’s form and the City’s acceptance distribution of this offer, the Authority and the City shall be deemed to have ratified, approved and confirmed the Preliminary Official Statement, dated , 2013 Statement and the distribution of an Official Statement (together with any appendices thereto, any documents incorporated therein by reference and any supplements amendment or amendments thereto and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Preliminary Official Statement”) with respect to the Bonds, in connection with the public offering and sale of the Bonds supplement authorized by the Underwriter. The Authority shall deliver the Official Statement to the Underwriter (a) in “designated electronic format” (as defined in Rule G-32 of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereof, substantially in the form of the Preliminary Official Statement, with only such changes as shall have been accepted by the Underwriter (said document, including its cover page, inside cover page and appendices, as the same may be amended and supplemented in accordance with this Bond Purchase Contract and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical formCounty, the “Official Statement”), approved for distribution pursuant consisting of the Preliminary Official Statement with such changes as are noted thereon and as may be made thereto, with the approval of Xxxxxxx Xxxxxxxxx & Xxxx LLP, Los Angeles, Special Counsel to the Authority Resolution County (“Special Counsel”), Xxxxxxxxx Xxxxx Xxxxxxx & Xxxxx, a Professional Corporation (”Disclosure Counsel”) and the City ResolutionUnderwriter, from time to time prior to the Closing Date (hereinafter defined). The Authority shallUnderwriter agrees that prior to the time the final Official Statement relating to the Bonds is available, as soon as practicablethe Underwriter will send to any potential purchaser of the Bonds, but upon the request of such potential purchaser, a copy of the Preliminary Official Statement. Such Preliminary Official Statement shall be sent by first class mail or electronic distribution (or other equally prompt means) not later than the first business day following the date upon which each such request is received. It is a condition of the offer of the Underwriter made hereby that the County deliver a reasonable number of copies of the Official Statement (but in no event shall the County be obligated to pay for more than 20 copies), in a form deemed to be final for purposes of Rule 15c2-12, within seven (7) business days from of the date hereofhereof but no later than the date of Closing, deliver as the Underwriter shall request in order to comply with Section (b)(4) of the Rule and the rules of the Municipal Securities Rulemaking Board (the “MSRB”). During the period ending on the 25th day after the end of the underwriting period (as defined below) (or such other period as may be agreed to by the County and the Underwriter), the County shall notify the Underwriter promptly if any event shall occur, or information comes to the Underwriter attention of the County, that is reasonably likely to cause the Official Statement (whether or not previously supplemented or amended) to contain any 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. If, in the opinion of the Underwriter, such event requires the preparation and distribution of a supplement or amendment to the Official Statement, the County shall prepare and furnish to the Underwriter, at the County’s expense, such number of copies of the supplement or amendment to the Official Statement andStatement, in form and substance mutually agreed upon by the event County and the Underwriter, as the Underwriter may reasonably request. For purposes of this Purchase Contract, the “end of the underwriting period” is used as defined in Rule 15c2-12 and shall occur on the later of (a) the date of Closing is less than seven or (7b) business days after when the date hereofUnderwriter no longer retains an unsold balance of the Series 2022 Certificates; unless otherwise advised in writing by the Underwriter on or prior to the Closing Date, upon request of or otherwise agreed to by the County and the Underwriter, in sufficient time the County may assume that the end of the underwriting period is the Closing Date. The Underwriter hereby agrees to accompany file the Official Statement with the MSRB or any confirmation requesting payment from any customers of any Underwriter other repository approved by the Securities and not Exchange Commission no later than three (3) business days prior to Closing; provided, however, that the failure of the Authority to comply with this requirement due to any circumstance outside of the control of the Authority shall not constitute cause for a failure of or refusal by the Underwriter to accept delivery of, or pay for, the BondsClosing Date.

Official Statement. Upon The Successor Agency shall deliver or cause to be delivered to the Authority’s and the City’s Underwriters promptly after acceptance of this offer, Bond Purchase Agreement copies of the Authority and the City shall be deemed to have ratified, approved and confirmed the Preliminary Official Statement, dated , 2013 (together with any appendices thereto, any documents incorporated therein by reference and any supplements or amendments thereto and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Preliminary Official Statement”) with respect Statement relating to the Bonds, in connection with the public offering and sale of the Bonds by the Underwriter. The Authority shall deliver the Official Statement to the Underwriter (a) in “designated electronic format” (as defined in Rule G-32 of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereofhereof (which, substantially in the form of the Preliminary Official Statement, together with only all exhibits and appendices included therein or attached thereto and with such changes as amendments or supplements thereto which shall have been accepted be approved by the Underwriter (said document, including its cover page, inside cover page and appendices, as the same may be amended and supplemented in accordance with this Bond Purchase Contract and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical formRepresentative, the “Official Statement”). The Successor Agency authorizes the Official Statement, approved for distribution pursuant to including the Authority Resolution cover page and Appendices thereto and the City Resolution. The Authority shallinformation contained therein, as soon as practicableto be used in connection with the sale of the Bonds and ratifies, but not later than seven (7) business days from confirms and approves the use and distribution by the Underwriters for such purpose, prior to the date hereof, of the Preliminary Official Statement dated 2014 relating to the Bonds (the “Preliminary Official Statement”). The Successor Agency deems the Preliminary Official Statement final as of its date for purposes of Rule 15c2-12 under the Securities Exchange Act of 1934, as amended (“Rule 15c2-12”), except for information allowed to be omitted by Rule 15c2-12. The Successor Agency also agrees to deliver to the Underwriter Underwriters, at the Successor Agency’s sole cost and at such address as the Underwriters shall specify, as many copies of the Official Statement as the Underwriters shall reasonably request as necessary to comply with paragraph (b)(4) of Rule 15c2-12, with Rule G-32 and all other applicable rules of the Municipal Securities Rulemaking Board. At least one copy of the Official Statement shall be in word searchable portable document format (PDF). The Successor Agency agrees to deliver such copies of the Official Statement and, in the event the date of Closing is less than within seven (7) business days after the date hereof, upon request but in any event no later than the Closing Date. The Official Statement shall contain all information previously permitted to be omitted by Rule 15c2-12. The Underwriters agree to deliver or cause to be delivered to each purchaser of the UnderwriterBonds from it, in sufficient time to accompany any confirmation requesting payment from any customers of any Underwriter and not later than three (3) business days prior to Closing; providedupon request, however, that the failure a copy of the Authority Official Statement, for the time period required under Rule 15c2-12. The Underwriters also agree to promptly file a copy of the final Official Statement, including any supplements prepared by the Successor Agency and delivered to the Underwriters, with a nationally recognized municipal securities information repository (currently, the Electronic Municipal Market Access System (referred to as “EMMA”), a facility of the Municipal Securities Rulemaking Board, at xxx.xxxx.xxxx.xxx), and to take any and all other actions necessary to comply with this requirement due to any circumstance outside applicable Securities and Exchange Commission rules and Municipal Securities Rulemaking Board rules governing the use of the control Official Statement in connection with offering, sale and delivery of the Authority shall not constitute cause for a failure of or refusal by Bonds to the Underwriter to accept delivery of, or pay for, the Bondsultimate purchasers thereof.

Official Statement. Upon The Issuer has duly authorized the Authority’s use and the City’s acceptance distribution, in accordance with applicable law, of this offer, the Authority and the City shall be deemed to have ratified, approved and confirmed the Preliminary Official Statement, dated , 2013 (together with any appendices thereto, any documents incorporated therein Statement and the Official Statement by reference and any supplements or amendments thereto and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Preliminary Official Statement”) with respect to the Bonds, Underwriter in connection with the public offering and sale of the Bonds Bonds. As of its date, the Preliminary Official Statement was “deemed final” (except for permitted omissions) by the UnderwriterIssuer for purposes of SEC Rule 15c2-12(b)(1). The Authority shall deliver Issuer will complete the final Official Statement to the Underwriter (a) in “designated electronic format” (as defined in for purposes of SEC Rule G-32 of the Municipal Securities Rulemaking Board15c2-12(b)(3) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereof, substantially in the form of the Preliminary Official Statement, with only such changes as shall have been accepted by the Underwriter (said document, including its cover page, inside cover page and appendices, as the same may be amended and supplemented in accordance with this Bond Purchase Contract and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Official Statement”4), approved for distribution pursuant to the Authority Resolution and the City Resolution. The Authority shall, as soon as practicable, but not later than will within seven (7) business days from the date hereof, deliver to the Underwriter such copies of the Official Statement and, in the event the date of Closing is less than seven (7) business days after the date hereofof this Agreement furnish to the Underwriter sufficient copies of the Official Statement, one of which will be signed on behalf of the Issuer. The Issuer authorizes the Underwriter to use and distribute the final Official Statement in connection with the Underwriter’s delivery and distribution of the Bonds. During the period ending on the 25th day after the End of the Underwriting Period (or such other period as may be agreed to by the Issuer and the Underwriter), the Issuer shall notify the Underwriter if any event shall occur, or information comes to the attention of the Issuer, that is reasonably likely to cause the Official Statement (whether or not previously supplemented or amended) to contain any 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. If, in the judgment of the Underwriter or the Issuer, any such event requires that the Official Statement be amended or supplemented, the Issuer and the Underwriter will cooperate in the preparation of either amendments of or supplements to the Official Statement in form and substance mutually agreed upon request by the Issuer and the Underwriter so that the Official Statement as so amended or supplemented will not, in light of the circumstances when the Official Statement as so amended or supplemented is delivered to any purchaser or potential customer, be misleading. For purposes of this Agreement, the “End of the Underwriting Period” is used as defined in the Rule and shall occur on the later of (i) the Closing Date or (ii) when the Underwriter no longer retains an unsold balance of the Bonds; provided that, unless otherwise advised in writing by the Underwriter on or prior to the Closing Date, or otherwise agreed to by the Issuer and the Underwriter, in sufficient time to accompany any confirmation requesting payment from any customers of any Underwriter and not later than three (3) business days prior to Closing; provided, however, the Issuer may assume that the failure End of the Authority to comply with this requirement due to any circumstance outside of Underwriting Period is the control of the Authority shall not constitute cause for a failure of or refusal by the Underwriter to accept delivery of, or pay for, the BondsClosing Date.

Official Statement. Upon The Successor Agency shall deliver or cause to be delivered to the Authority’s and the City’s Underwriter promptly after acceptance of this offer, Bond Purchase Agreement copies of the Authority and the City shall be deemed to have ratified, approved and confirmed the Preliminary Official Statement, dated , 2013 (together with any appendices thereto, any documents incorporated therein by reference and any supplements or amendments thereto and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Preliminary Official Statement”) with respect Statement relating to the Bonds, in connection dated the date hereof (which, together with the public offering all exhibits and sale of the Bonds appendices included therein or attached thereto and with such amendments or supplements thereto which shall be approved by the Underwriter. The Authority shall deliver the Official Statement to the Underwriter (a) in “designated electronic format” (as defined in Rule G-32 of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereof, substantially in the form of the Preliminary Official Statement, with only such changes as shall have been accepted by the Underwriter (said document, including its cover page, inside cover page and appendices, as the same may be amended and supplemented in accordance with this Bond Purchase Contract and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Official Statement”). The Successor Agency authorizes the Official Statement, approved for distribution pursuant to including the Authority Resolution cover page and Appendices thereto and the City Resolution. The Authority shallinformation contained therein, as soon as practicableto be used in connection with the sale of the Bonds and ratifies, but not later than seven (7) business days from confirms and approves the use and distribution by the Underwriter for such purpose, prior to the date hereof, of the Preliminary Official Statement dated , 2019, relating to the Bonds (the “Preliminary Official Statement”). The Successor Agency deems the Preliminary Official Statement final as of its date for purposes of Rule 15c2-12 under the Securities Exchange Act of 1934, as amended (“Rule 15c2-12”), except for information allowed to be omitted by Rule 15c2-12. The Successor Agency also agrees to deliver to the Underwriter, at the Successor Agency’s sole cost and at such address as the Underwriter shall specify, as many copies of the Official Statement as the Underwriter shall reasonably request as necessary to comply with paragraph (b)(4) of Rule 15c2-12, with Rule G-32 and all other applicable rules of the Municipal Securities Rulemaking Board. At least one copy of the Official Statement shall be in word searchable portable document format (PDF). The Successor Agency agrees to deliver such copies of the Official Statement and, in the event the date of Closing is less than within seven (7) business days after the date hereof, but in any event no later than the Closing Date. The Official Statement shall contain all information previously permitted to be omitted by Rule 15c2-12. The Underwriter agrees to deliver or cause to be delivered to each purchaser of the Bonds from it, upon request request, a copy of the Official Statement, for the time period required under Rule 15c2-12. The Underwriter also agrees to promptly file a copy of the final Official Statement, including any supplements prepared by the Successor Agency and delivered to the Underwriter, in sufficient time with a nationally recognized municipal securities information repository (currently, the Electronic Municipal Market Access System (referred to accompany any confirmation requesting payment from any customers of any Underwriter and not later than three (3) business days prior to Closing; providedas “EMMA”), however, that the failure a facility of the Authority Municipal Securities Rulemaking Board, at xxx.xxxx.xxxx.xxx), and to take any and all other actions necessary to comply with this requirement due to any circumstance outside applicable Securities and Exchange Commission rules and Municipal Securities Rulemaking Board rules governing the use of the control Official Statement in connection with offering, sale and delivery of the Authority shall not constitute cause for a failure of or refusal by Bonds to the Underwriter to accept delivery of, or pay for, the Bondsultimate purchasers thereof.

Official Statement. Upon the Authority’s The Underwriter hereby represents that it has received and the City’s acceptance of this offer, the Authority and the City shall be deemed to have ratified, approved and confirmed reviewed the Preliminary Official StatementStatement with respect to the Bonds, dated , 2013 2014 (together with any appendices thereto, any documents incorporated therein by reference and any supplements or amendments thereto and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, the “Preliminary Official Statement”) with respect ). The District represents that it deems the Preliminary Official Statement to be final as of its date, except for either revisions or additions to the Bondsoffering price(s), in connection with the public offering interest rate(s), yield(s) to maturity, selling compensation, aggregate principal amount, principal amount per maturity, delivery date, rating(s) and sale other terms of the Bonds which depend upon the foregoing as provided in and pursuant to Rule 15c2-12 of the Securities and Exchange Commission (the “Rule”). By the execution of this Purchase Agreement, the District ratifies the use by the UnderwriterUnderwriter of the Preliminary Official Statement. The Authority shall District hereby agrees to deliver or cause to be delivered to the Underwriter, not later than the seventh (7th) business day following the date this Purchase Agreement is signed, copies of a final Official Statement to the Underwriter (a) in “designated electronic format” (as defined in Rule G-32 of the Municipal Securities Rulemaking Board) and (b) in printed form in such quantities as the Underwriter shall reasonably request, dated the date hereof, substantially in the form of the Preliminary Official Statement, with only such changes therein as shall have been accepted by the Underwriter and the District (said documentsuch Official Statement with such changes, if any, and including its cover page, inside the cover page and all appendices, as the same may be amended exhibits, maps, reports and supplemented in accordance with this Bond Purchase Contract statements included therein or attached thereto, and as disseminated in its printed physical form or in electronic form in all respects materially consistent with such physical form, being herein called the “Official Statement”), approved for distribution pursuant to the Authority Resolution and the City Resolution. The Authority shall, ) in such quantities as soon as practicable, but not later than seven (7) business days from the date hereof, deliver to may be requested by the Underwriter such copies in order to permit the Underwriter to comply with paragraph (b)(4) of the Official Statement and, in Rule and with the event the date of Closing is less than seven (7) business days after the date hereof, upon request rules of the Underwriter, in sufficient time to accompany any confirmation requesting payment from any customers of any Underwriter and not later than three (3) business days prior to ClosingMSRB; provided, however, that the failure of the Authority District to comply with this requirement due solely to any circumstance outside the acts of the control of the Authority Underwriter, its counsel or agents, shall not constitute be considered cause for a failure of or refusal by the Underwriter to refuse to accept delivery of, or of and pay forfor the Bonds. The Underwriter agrees that prior to the time the final Official Statement relating to the Bonds is available, the Underwriter will send to any potential purchaser of the Bonds., upon the request of such potential purchaser, a copy of the most recent Preliminary Official Statement. Such Preliminary Official Statement shall be sent by first class mail (or other equally prompt means) not later than the first business day following the date upon which each such request is received. The Underwriter agrees to file the Official Statement with the MSRB through its Electronic Municipal Market Access system. Each party hereto agrees that it will notify the other party hereto if, within the period from the date of this Purchase Agreement to and including the date which is 25 days following the End of the Underwriting Period (as hereinafter defined), such party discovers any pre-existing or subsequent fact or becomes aware of the occurrence of any event, in any such case which might cause the Official Statement (as the same may have been theretofore supplemented or amended) to contain any 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. If, in the written opinion of the District or the Underwriter, the preparation and publication of a supplement or