Common use of Preliminary Official Statement and Official Statement Clause in Contracts

Preliminary Official Statement and Official Statement. The City hereby agrees to deliver to the Purchaser within seven business days after the date hereof, the Official Statement, dated the date hereof, relating to the Series 2010 Bonds (which, together with the cover page, and all exhibits, appendices, maps, pictures, diagrams, reports and statements included therein or attached thereto and any amendments and supplements that may be authorized for use with respect to the Series 2010 Bonds are herein called the “Official Statement”) executed on behalf of the City by a duly authorized officer thereof in such quantity that the Purchaser may request to enable the Purchaser to provide the Official Statement to potential customers and to comply with any rules of the Municipal Securities Rulemaking Board and the Securities and Exchange Commission. The City hereby deems the information contained in the Official Statement to be “final” as of its date. The City has previously provided the Purchaser with copies of the Preliminary Official Statement (defined below). The City hereby deems the information contained in the Preliminary Official Statement to be “final” as of its date, except for the omission of such information as is permitted by Rule 15c2-12 (the “Rule”) of the Securities and Exchange Commission, such as offering prices, interest rates, selling compensation, aggregate principal amount, principal per maturity, delivery dates, ratings and other terms of the Series 2010 Bonds depending on such matters. The City consents to the use by the Purchaser (subject to the right of the City to withdraw such consent for cause by written notice to the Purchaser) prior to the date upon which the Official Statement is executed and available for distribution, of the Preliminary Official Statement dated April 1, 2010 (the “Preliminary Official Statement”).

Preliminary Official Statement and Official Statement. The City hereby agrees to deliver consents to the Purchaser within seven business days after use by the date hereof, Underwriter (subject to the right of the City to withdraw such consent for cause by written notice to the Underwriter) of the Preliminary Official Statement, dated the date hereofMay , relating to the Series 2010 Bonds 2019 (which, together with the cover page, and all any exhibits, appendices, maps, pictures, diagrams, reports and statements included therein or attached thereto and any amendments and supplements that may be authorized for use with respect to the Series 2010 Bonds are 2019 Certificates, is herein called the “Preliminary Official Statement”), in connection with the proposed offering of the Series 2019 Certificates. The City hereby deems the information contained in the Preliminary Official Statement to be “final,” as of its date for purposes of Rule 15c2-12 (the “Rule”) promulgated under the Securities Exchange Act of 1934, as amended, except for the omission of certain information permitted to be omitted by such Rule, such as offering prices, interest rates, selling compensation, aggregate principal amounts, principal per maturity, delivery dates, ratings, identity of the purchasers and other terms of the Series 2019 Certificates depending on such matters. The City shall deliver to the Underwriter within seven business days after the date hereof, the Official Statement (which, together with the cover page, and any exhibits, appendices, maps, pictures, diagrams, reports and statements included therein or attached thereto and any amendments and supplements that may be authorized for use with respect to the Series 2019 Certificates, is herein called the “Official Statement”) executed on behalf of the City by a duly authorized officer thereof representatives in such quantity that the Purchaser may request electronic format to enable the Purchaser Underwriter to provide the Official Statement to potential customers and to comply with any rules of the Municipal Securities Rulemaking Board and the Securities and Exchange Commission. The City hereby deems agrees to provide to the Underwriter all information contained necessary to comply with the Rule and to execute Series 2019 Certificates to the effect set forth in this Section. If, after the date of this Certificate Purchase Agreement and until the earlier of (i) ninety days after the “end of the underwriting period” (as defined in the Official Statement to be “final” as of its date. The City has previously provided Rule) or (ii) the Purchaser with copies of the Preliminary Official Statement (defined below). The City hereby deems the information contained in the Preliminary Official Statement to be “final” as of its date, except for the omission of such information as is permitted by Rule 15c2-12 (the “Rule”) of the Securities and Exchange Commission, such as offering prices, interest rates, selling compensation, aggregate principal amount, principal per maturity, delivery dates, ratings and other terms of the Series 2010 Bonds depending on such matters. The City consents to the use by the Purchaser (subject to the right of the City to withdraw such consent for cause by written notice to the Purchaser) prior to the date upon which time when the Official Statement is executed and available for distributionto any person from the Municipal Securities Rulemaking Board, but in no case less than twenty-five days following the end of the Preliminary underwriting period, an event relating to or affecting the City shall occur as a result of which it is necessary, in the opinion of Special Counsel or counsel to the Underwriter, to amend or supplement the Official Statement dated April 1in order to make the Official Statement not misleading in light of the circumstances then existing, 2010 the City shall forthwith prepare and furnish to the Underwriter in electronic format an amendment of or supplement to the Official Statement (in form and substance satisfactory to counsel to the “Preliminary Underwriter) which shall amend or supplement the Official Statement”)Statement so that it shall not contain an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements not misleading. The expenses of preparing such amendment or supplement shall be borne by the party who had supplied the information being amended or supplemented. For the purpose of this Section, the City shall furnish to the Underwriter such information with respect to itself as the Underwriter may from time to time reasonably request.

Preliminary Official Statement and Official Statement. The City consents to and ratifies the use and distribution by the Underwriter prior to the date upon which the Official Statement is executed and available for distribution, of the Preliminary Official Statement dated , 2023 (which, together with the cover page, inside cover page and any exhibits, appendices, maps, pictures, diagrams, reports and statements included therein or attached thereto and any amendments and supplements that may be authorized for use with respect to the Bonds, is herein called the “Preliminary Official Statement”), in connection with the public offering of the Bonds. The City further confirms the authority of the Underwriter to use, and consents to the use of, the final Official Statement with respect to the Bonds in connection with the public offering of the Bonds. The City represents and warrants that the Preliminary Official Statement previously furnished to the Underwriter was “deemed final” by the City as of its date, and the City hereby reaffirms that the Preliminary Official Statement is deemed final, for purposes of Rule 15c2-12(b)(1) (the “Rule”) promulgated under the Securities Exchange Act of 1934, as amended, except for the omission of certain information permitted to be omitted by the Rule, such as offering prices, interest rates, selling commission, aggregate principal amount, principal per maturity, delivery date, ratings, and other terms of the Bonds depending on such matters. The City hereby agrees to deliver to the Purchaser Underwriter within seven business days after the date hereof, the Official Statement, dated the date hereof, relating to the Series 2010 Bonds (which, together with the cover page, and all exhibits, appendices, maps, pictures, diagrams, reports and statements included therein or attached thereto and any amendments and supplements that may be authorized for use with respect to the Series 2010 Bonds are is herein called the “Official Statement”) executed on behalf of the City by a duly authorized officer thereof officer, in such quantity that as the Purchaser Underwriter may request to enable the Purchaser Underwriter to provide the Official Statement to potential customers and to comply with any rules of the Municipal Securities Rulemaking Board (the “MSRB”) and the Securities and Exchange CommissionSEC. The City hereby deems the information contained in Preliminary Official Statement and/or the Official Statement may be delivered in printed and/or electronic form to be “final” as of its date. The City has previously provided the Purchaser with copies of the Preliminary Official Statement (defined below). The City hereby deems the information contained in the Preliminary Official Statement to be “final” as of its date, except for the omission of such information as is extent permitted by Rule 15c2-12 (the “Rule”) of the Securities applicable MSRB rules and Exchange Commission, such as offering prices, interest rates, selling compensation, aggregate principal amount, principal per maturity, delivery dates, ratings and other terms of the Series 2010 Bonds depending on such matters. The City consents may be agreed to the use by the Purchaser (subject to City and the right of the City to withdraw such consent for cause by written notice to the Purchaser) prior to the date upon which Underwriter. If the Official Statement is executed and available prepared for distributiondistribution in electronic form, the City hereby confirms that it does not object to distribution of the Preliminary Official Statement dated April 1, 2010 (the “Preliminary Official Statement”)in electronic form.

Preliminary Official Statement and Official Statement. The City District consents to and ratifies the use and distribution by the Underwriter prior to the date upon which the Official Statement is executed and available for distribution, of the Preliminary Official Statement dated April 13, 2021 (which, together with the cover page, inside cover page and any exhibits, appendices, maps, pictures, diagrams, reports and statements included therein or attached thereto and any amendments and supplements that may be authorized for use with respect to the Bonds, is herein called the “Preliminary Official Statement”), in connection with the public offering of the Bonds. The District further confirms the authority of the Underwriter to use, and consents to the use of, the final Official Statement with respect to the Bonds in connection with the public offering of the Bonds. The District represents and warrants that the Preliminary Official Statement previously furnished to the Underwriter was “deemed final” by the District as of its date, and the District hereby reaffirms that the Preliminary Official Statement is deemed final, for purposes of Rule 15c2-12(b)(1) (the “Rule”) promulgated under the Securities Exchange Act of 1934, as amended, except for the omission of certain information permitted to be omitted by the Rule, such as offering prices, interest rates, selling commission, aggregate principal amounts, principal per maturity of each series, delivery dates, ratings, identity of the purchaser and other terms of the Bonds depending on such matters. The District hereby agrees to deliver to the Purchaser Underwriter within seven business days after the date hereof, the Official Statement, dated the date hereof, relating to the Series 2010 Bonds (which, together with the cover page, and all exhibits, appendices, maps, pictures, diagrams, reports and statements included therein or attached thereto and any amendments and supplements that may be authorized for use with respect to the Series 2010 Bonds are is herein called the “Official Statement”) executed on behalf of the City District by a duly authorized officer thereof officer, in such quantity that as the Purchaser Underwriter may request to enable the Purchaser Underwriter to provide the Official Statement to potential customers and to comply with any rules of the Municipal Securities Rulemaking Board (the “MSRB”) and the Securities and Exchange CommissionSEC. The City hereby deems the information contained in Preliminary Official Statement and/or the Official Statement may be delivered in printed and/or electronic form to be “final” as of its date. The City has previously provided the Purchaser with copies of the Preliminary Official Statement (defined below). The City hereby deems the information contained in the Preliminary Official Statement to be “final” as of its date, except for the omission of such information as is extent permitted by Rule 15c2-12 (the “Rule”) of the Securities applicable MSRB rules and Exchange Commission, such as offering prices, interest rates, selling compensation, aggregate principal amount, principal per maturity, delivery dates, ratings and other terms of the Series 2010 Bonds depending on such matters. The City consents may be agreed to the use by the Purchaser (subject to District and the right of the City to withdraw such consent for cause by written notice to the Purchaser) prior to the date upon which Underwriter. If the Official Statement is executed and available prepared for distributiondistribution in electronic form, the District hereby confirms that it does not object to distribution of the Preliminary Official Statement dated April 1, 2010 (the “Preliminary Official Statement”)in electronic form.

Preliminary Official Statement and Official Statement. The City hereby agrees consents to deliver and ratifies the use and distribution by the Underwriter prior to the Purchaser within seven business days after the date hereof, upon which the Official StatementStatement is executed and available for distribution, of the Preliminary Official Statement dated the date hereofFebruary [_28_], relating to the Series 2010 Bonds 2023 (which, together with the cover page, page and all exhibits, appendices, maps, pictures, diagrams, reports and statements included therein or attached thereto and any amendments and supplements that may be authorized for use with respect to the Series 2010 Bonds, is herein called the “Preliminary Official Statement”), in connection with the public offering of the Bonds. The City further confirms the authority of the Underwriter to use, and consents to the use of, the final Official Statement with respect to the Bonds are in connection with the public offering of the Bonds. The City represents and warrants that the Preliminary Official Statement previously furnished to the Underwriter was “deemed final” by the City as of its date, and the City hereby reaffirms that the Preliminary Official Statement is deemed final, for purposes of Rule 15c2-12(b)(1) (the “Rule”) promulgated under the Securities Exchange Act of 1934, as amended, except for the omission of certain information permitted to be omitted by the Rule, such as offering prices, interest rates, selling commission, aggregate principal amount, principal per maturity, delivery date, ratings, and other terms of the Bonds depending on such matters. The City hereby agrees to deliver to the Underwriter within seven business days after the date hereof, the Official Statement, dated the date hereof, relating to the Bonds (which, together with the cover page and all exhibits, appendices, maps, pictures, diagrams, reports and statements included therein or attached thereto and any amendments and supplements that may be authorized for use with respect to the Bonds, is herein called the “Official Statement”) executed on behalf of the City by a duly authorized officer thereof officer, in such quantity that as the Purchaser Underwriter may request to enable the Purchaser Underwriter to provide the Official Statement to potential customers and to comply with any rules of the Municipal Securities Rulemaking Board (the “MSRB”) and the Securities and Exchange CommissionSEC. The City hereby deems the information contained in Preliminary Official Statement and/or the Official Statement may be delivered in printed and/or electronic form to be “final” as of its date. The City has previously provided the Purchaser with copies of the Preliminary Official Statement (defined below). The City hereby deems the information contained in the Preliminary Official Statement to be “final” as of its date, except for the omission of such information as is extent permitted by Rule 15c2-12 (the “Rule”) of the Securities applicable MSRB rules and Exchange Commission, such as offering prices, interest rates, selling compensation, aggregate principal amount, principal per maturity, delivery dates, ratings and other terms of the Series 2010 Bonds depending on such matters. The City consents may be agreed to the use by the Purchaser (subject to City and the right of the City to withdraw such consent for cause by written notice to the Purchaser) prior to the date upon which Underwriter. If the Official Statement is executed and available prepared for distributiondistribution in electronic form, the City hereby confirms that it does not object to distribution of the Preliminary Official Statement dated April 1, 2010 (the “Preliminary Official Statement”)in electronic form.

Preliminary Official Statement and Official Statement. The City hereby agrees to deliver to A Preliminary Official Statement of the Purchaser within seven business days after Bank, dated April 3, 2023 (the date hereof, the "Preliminary Official Statement"), has been distributed in connection with the Series 2023 Bonds, and an Official Statement of the Bank, to be dated the date hereof, relating to will be delivered as hereinafter set forth in this Paragraph 2. The final Official Statement as it may be amended or supplemented, with the written consent of the Bank and the Underwriter, is hereinafter called the "Official Statement." The Bank and the City hereby authorize the use of the Preliminary Official Statement, the Official Statement and the information therein contained by the Underwriter in connection with the public offering and the sale of the Series 2010 Bonds (which, together with 2023 Bonds. As required by Rule 15c2-12 promulgated by the cover page, Securities and all exhibits, appendices, maps, pictures, diagrams, reports and statements included therein or attached thereto and any amendments and supplements that may be authorized for use with respect to the Series 2010 Bonds are herein called the “Official Statement”) executed on behalf Exchange Commission under Section 15 of the City by a duly authorized officer thereof in such quantity that Securities Exchange Act of 1934, as amended ("Rule 15c2-12"), the Purchaser may request to enable the Purchaser to provide Underwriter shall deliver the Official Statement to potential customers and to comply with any rules of the Municipal Securities Rulemaking Board (the "MSRB"). The Bank and the Securities and Exchange Commission. The City hereby deems approve of and ratify the information contained in use by the Official Statement to be “final” as of its date. The City has previously provided Underwriter on or before the Purchaser with copies date hereof of the Preliminary Official Statement (defined below)in connection with the prospective offering of the Series 2023 Bonds prior to the date hereof. The Bank and the City hereby deems the information contained in have duly authorized, approved and delivered the Preliminary Official Statement to be “the Underwriter; the Bank and the City have previously deemed the Preliminary Official Statement final” as of its date, except for the omission of such information as is permitted by Rule 15c2-12 (the “Rule”) of the Securities and Exchange Commissionfollowing information: offering, such as offering prices, interest rates, selling compensation, aggregate principal amountamount of the Series 2023 Bonds, principal amount per maturity, delivery datesdate, ratings and other terms of the Series 2010 2023 Bonds depending on such matters. The City consents matters permitted to be omitted in accordance with Paragraph (b)(1) of Rule 15c2-12; and the Bank has duly authorized, approved and will execute the Official Statement on or prior to the use by Closing and shall deliver the Purchaser (same in final printed form subject to the right provisions of Paragraph 9 hereof to permit the Underwriter to comply with Paragraph 9(b)(4) of Rule 15c2-12 and the rules of the MSRB, within seven (7) business days from the date hereof. The Bank and the City to withdraw such consent for cause by written notice have delivered a "deemed final" certificate to the Purchaser) prior Underwriter, dated the date hereof, to evidence compliance with Rule 15c2-12 to the date upon which the Official Statement is executed and available for distribution, of the Preliminary Official Statement dated April 1, 2010 hereof (the “Preliminary Official Statement”"Deemed Final Certificate")., in substantially the form attached hereto as Exhibit C.

Preliminary Official Statement and Official Statement. The City hereby agrees consents to deliver and ratifies the use and distribution by the Underwriter prior to the Purchaser within seven business days after the date hereof, upon which the Official StatementStatement is executed and available for distribution, of the Preliminary Official Statement dated the date hereofJanuary , relating to the Series 2010 Bonds 2022 (which, together with the cover page, page and all exhibits, appendices, maps, pictures, diagrams, reports and statements included therein or attached thereto and any amendments and supplements that may be authorized for use with respect to the Series 2010 Bonds, is herein called the “Preliminary Official Statement”), in connection with the public offering of the Bonds. The City further confirms the authority of the Underwriter to use, and consents to the use of, the final Official Statement with respect to the Bonds are in connection with the public offering of the Bonds. The City represents and warrants that the Preliminary Official Statement previously furnished to the Underwriter was “deemed final” by the City as of its date, and the City hereby reaffirms that the Preliminary Official Statement is deemed final, for purposes of Rule 15c2-12(b)(1) (the “Rule”) promulgated under the Securities Exchange Act of 1934, as amended, except for the omission of certain information permitted to be omitted by the Rule, such as offering prices, interest rates, selling commission, aggregate principal amount, principal per maturity, delivery date, ratings, and other terms of the Bonds depending on such matters. The City hereby agrees to deliver to the Underwriter within seven business days after the date hereof, the Official Statement, dated the date hereof, relating to the Bonds (which, together with the cover page and all exhibits, appendices, maps, pictures, diagrams, reports and statements included therein or attached thereto and any amendments and supplements that may be authorized for use with respect to the Bonds, is herein called the “Official Statement”) executed on behalf of the City by a duly authorized officer thereof officer, in such quantity that as the Purchaser Underwriter may request to enable the Purchaser Underwriter to provide the Official Statement to potential customers and to comply with any rules of the Municipal Securities Rulemaking Board (the “MSRB”) and the Securities and Exchange CommissionSEC. The City hereby deems the information contained in Preliminary Official Statement and/or the Official Statement may be delivered in printed and/or electronic form to be “final” as of its date. The City has previously provided the Purchaser with copies of the Preliminary Official Statement (defined below). The City hereby deems the information contained in the Preliminary Official Statement to be “final” as of its date, except for the omission of such information as is extent permitted by Rule 15c2-12 (the “Rule”) of the Securities applicable MSRB rules and Exchange Commission, such as offering prices, interest rates, selling compensation, aggregate principal amount, principal per maturity, delivery dates, ratings and other terms of the Series 2010 Bonds depending on such matters. The City consents may be agreed to the use by the Purchaser (subject to City and the right of the City to withdraw such consent for cause by written notice to the Purchaser) prior to the date upon which Underwriter. If the Official Statement is executed and available prepared for distributiondistribution in electronic form, the City hereby confirms that it does not object to distribution of the Preliminary Official Statement dated April 1, 2010 (the “Preliminary Official Statement”)in electronic form.

Preliminary Official Statement and Official Statement. The City Underwriter hereby agrees to deliver to represents that it has received and reviewed the Purchaser within seven business days after the date hereof, the Preliminary Official Statement, dated the date hereof, relating to the Series 2010 Bonds (which, together with the cover page, and all exhibits, appendices, maps, pictures, diagrams, reports and statements included therein or attached thereto and any amendments and supplements that may be authorized for use Statement with respect to the Series 2010 Bonds are herein called Bonds, dated [ ], 2018 (the “Preliminary Official Statement”) executed on behalf of the City by a duly authorized officer thereof in such quantity that the Purchaser may request to enable the Purchaser to provide the Official Statement to potential customers and to comply with any rules of the Municipal Securities Rulemaking Board and the Securities and Exchange Commission. The City hereby deems the information contained in the Official Statement to be “final” as of its date. The City has previously provided the Purchaser with copies of the Preliminary Official Statement (defined below). The City hereby District represents that it deems the information contained in the Preliminary Official Statement to be “final” final as of its date, except for either revisions or additions to the omission of such information as is permitted by Rule 15c2-12 (the “Rule”) of the Securities and Exchange Commission, such as offering pricesprice(s), interest ratesrate(s), yield(s), selling compensation, aggregate principal amount, principal amount per maturity, delivery datesdate, ratings rating(s) and other terms of the Series 2010 Bonds depending on such matterswhich depend upon the foregoing as provided in and pursuant to the Rule. The City consents to By the execution of this Purchase Agreement, the District ratifies the use by the Purchaser (subject Underwriter of the Preliminary Official Statement. The District hereby agrees to deliver or cause to be delivered to the right Underwriter, not later than the seventh (7th) business day following the date this Purchase Agreement is signed, copies of a final Official Statement substantially in the form of the City Preliminary Official Statement, with only such changes therein as shall have been accepted by the Underwriter and the District (such Official Statement with such changes, if any, and including the cover page and all appendices, exhibits, maps, reports and 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”) in such quantities as may be requested by the Underwriter in order to withdraw such consent for cause by written notice permit the Underwriter to comply with paragraph (b)(4) of the Rule and with the rules of the MSRB; provided, however, that the failure of the District to comply with this requirement due solely to the Purchaser) acts of the Underwriter, its counsel or agents, shall not be considered cause for the Underwriter to refuse to accept delivery of and pay for 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 executed and available for distribution, 25 days following the End of the Preliminary 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 dated April 1(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, 2010 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 amendment to the Official Statement is, as a result of such fact or event (or any other event which becomes known to the “Preliminary District or the Underwriter during such period), necessary so that the Official Statement”).Statement does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, the District shall, at its

Preliminary Official Statement and Official Statement. The City Issuer hereby agrees consents to deliver and confirms that it has heretofore made available to the Purchaser within Underwriters electronically a Preliminary Official Statement of the Issuer relating to the 2008 Bonds dated their Date of Delivery (which, together with the cover page and appendices contained therein, is herein called the "Preliminary Official Statement"), and authorizes the distribution thereof to prospective purchasers and investors. Within seven (7) business days after of the date hereofacceptance hereof by the Issuer, the Issuer shall cause to be delivered such reasonable number of conformed copies as the Underwriters shall request of the Official Statement, dated the date hereof, relating to the Series 2010 Bonds hereof (which, together with the cover pagepage and appendices contained therein, and all exhibits, appendices, maps, pictures, diagrams, reports and statements included therein or attached thereto and any amendments and supplements that may be authorized for use with respect to the Series 2010 Bonds are is herein called the “"Official Statement”) "), executed on behalf of the City Issuer by a duly authorized officer thereof the Chairman of the Board of County Commissioners and such other official which is acceptable to the Underwriters, which shall be sufficient in such quantity that the Purchaser may request to enable the Purchaser to provide the Official Statement to potential customers and number to comply with any paragraph (b)(4) of Rule 15c2-12 of the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended (the "Rule") and with Rule G-32 and all other applicable rules of the Municipal Securities Rulemaking Board and (the Securities and Exchange Commission"MSRB"). The City hereby deems the information contained in the Official Statement to be “final” as of Issuer, by its date. The City has previously provided the Purchaser with copies of acceptance hereof, ratifies and approves the Preliminary Official Statement (defined below). The City hereby deems and ratifies and approves and authorizes the information contained in the Preliminary Official Statement Underwriters to be “final” as of its date, except for the omission of such information as is permitted by Rule 15c2-12 (the “Rule”) of the Securities and Exchange Commission, such as offering prices, interest rates, selling compensation, aggregate principal amount, principal per maturity, delivery dates, ratings and other terms of the Series 2010 Bonds depending on such matters. The City consents to the use by the Purchaser (subject to the right of the City to withdraw such consent for cause by written notice to the Purchaser) prior to the date upon which the Official Statement is executed and available for distribution, all documents described therein in connection with the public offering and the sale of the Preliminary 2008 Bonds. The Issuer hereby authorizes the Representative to file, and the Representative xxxxxx agrees to file, the Official Statement dated April 1with (i) at least one of the nationally recognized municipal securities information repositories designated by the SEC (a "NRMSIR") and (ii) the MSRB, 2010 (or its designee. In accordance with Section 218.385, Florida Statutes, the “Preliminary Official Statement”)Underwriters hereby disclose the required information as provided in Attachment I attached hereto and provide a truth-in-bonding statement in Section 6 hereof.

Preliminary Official Statement and Official Statement. The City hereby agrees to deliver consents to the Purchaser within seven business days after use by the date hereof, Underwriter (subject to the right of the City to withdraw such consent for cause by written notice to the Underwriter) of the Preliminary Official Statement, dated the date hereof, relating to the Series 2010 Bonds 2020 (which, together with the cover page, and all any exhibits, appendices, maps, pictures, diagrams, reports and statements included therein or attached thereto and any amendments and supplements that may be authorized for use with respect to the Series 2010 Bonds are 2020 Certificates, is herein called the “Preliminary Official Statement”), in connection with the proposed offering of the Series 2020 Certificates. The City hereby deems the information contained in the Preliminary Official Statement to be “final,” as of its date for purposes of Rule 15c2-12 (the “Rule”) promulgated under the Securities Exchange Act of 1934, as amended, except for the omission of certain information permitted to be omitted by such Rule, such as offering prices, interest rates, selling compensation, aggregate principal amounts, principal per maturity, delivery dates, ratings, identity of the purchasers and other terms of the Series 2020 Certificates depending on such matters. The City shall deliver to the Underwriter within seven business days after the date hereof, the Official Statement (which, together with the cover page, and any exhibits, appendices, maps, pictures, diagrams, reports and statements included therein or attached thereto and any amendments and supplements that may be authorized for use with respect to the Series 2020 Certificates, is herein called the “Official Statement”) executed on behalf of the City by a duly authorized officer thereof representatives in such quantity that the Purchaser may request electronic format to enable the Purchaser Underwriter to provide the Official Statement to potential customers and to comply with any rules of the Municipal Securities Rulemaking Board and the Securities and Exchange Commission. The City hereby deems agrees to provide to the Underwriter all information contained necessary to comply with the Rule and to execute Series 2020 Certificates to the effect set forth in this Section. If, after the date of this Certificate Purchase Agreement and until the earlier of (i) ninety days after the “end of the underwriting period” (as defined in the Official Statement to be “final” as of its date. The City has previously provided Rule) or (ii) the Purchaser with copies of the Preliminary Official Statement (defined below). The City hereby deems the information contained in the Preliminary Official Statement to be “final” as of its date, except for the omission of such information as is permitted by Rule 15c2-12 (the “Rule”) of the Securities and Exchange Commission, such as offering prices, interest rates, selling compensation, aggregate principal amount, principal per maturity, delivery dates, ratings and other terms of the Series 2010 Bonds depending on such matters. The City consents to the use by the Purchaser (subject to the right of the City to withdraw such consent for cause by written notice to the Purchaser) prior to the date upon which time when the Official Statement is executed and available for distributionto any person from the Municipal Securities Rulemaking Board, but in no case less than twenty-five days following the end of the Preliminary underwriting period, an event relating to or affecting the City shall occur as a result of which it is necessary, in the opinion of Special Counsel or counsel to the Underwriter, to amend or supplement the Official Statement dated April 1in order to make the Official Statement not misleading in light of the circumstances then existing, 2010 the City shall forthwith prepare and furnish to the Underwriter in electronic format an amendment of or supplement to the Official Statement (in form and substance satisfactory to counsel to the “Preliminary Underwriter) which shall amend or supplement the Official Statement”)Statement so that it shall not contain an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements not misleading. The expenses of preparing such amendment or supplement shall be borne by the party who had supplied the information being amended or supplemented. For the purpose of this Section, the City shall furnish to the Underwriter such information with respect to itself as the Underwriter may from time to time reasonably request.