Purchase, Sale and Delivery of the Bonds. (a) Upon the basis of the representations, warranties and agreements herein set forth and subject to the terms and conditions contained herein, the Underwriter hereby agrees to purchase from the Authority, and the Authority hereby agrees to sell to the Underwriter, all (but not less than all) of the $ aggregate principal amount of the Dublin Financing Authority Lease Revenue Bonds (Capital Projects) (the “Bonds”), dated the date of delivery of the Bonds, bearing interest at the rates and maturing on the dates in the principal amounts, and subject to redemption, as set forth in Exhibit A attached hereto. The Underwriter will purchase the Bonds at an aggregate price of $ (being the aggregate principal amount of the Bonds of $ , plus/less a [net] original issue premium/[net]discount of $ , less an Underwriter’s discount of $ ). The Bonds shall be substantially in the form described in, shall be issued and secured under the provisions of, and shall be payable as provided in, the Indenture. The Authority approved the issuance of the Bonds pursuant to a resolution adopted on , 2021 (the “Authority Resolution”), and the City approved the issuance of the Bonds pursuant to a resolution adopted on , 2021 (the “City Resolution”). The proceeds from the sale of the Bonds will be used in accordance with the Indenture (i) to provide funds to finance energy efficiency improvement projects being undertaken by the City (herein the “Project”), and (ii) to pay costsof issuance of the Bonds, all as more fully described in the Official Statement under the caption, “FINANCING PLAN.” In order to provide revenues to pay debt service on the Bonds, the City and the Authority are entering into a Lease Agreement, dated as of October 1, 2021 (the “Lease”) and a Site Lease, dated October 1, 2021 (the “Site Lease”), pursuant to which the Authority will lease certain real property and improvements (the “Leased Property”) to the Authority, and the Authority will lease the Leased Property back to the City in return for semi-annual Lease Payments that are secured by a pledge of, and lien on the Revenues of, the Project.
Purchase, Sale and Delivery of the Bonds. On the basis of representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters named in Schedule A hereto, and each such Underwriter agrees, severally and not jointly, to purchase from the Company at the purchase price set forth in such Schedule B the principal amount of Bonds set forth opposite the name of such Underwriter in such Schedule A. The closing of the transactions and delivery of the documents contemplated hereby shall take place at the office, date and time specified in Schedule B. The Bonds will be delivered by the Company to you for the accounts of the several Underwriters through the facilities of The Depository Trust Company against payment of the purchase price therefor by wire transfer in federal (same day) funds at the closing date and time specified on Schedule B (or, if the New York and American Stock Exchanges and commercial banks in The City of New York are not open on such day, the next day on which such exchanges and banks are open), or at such other time not later than eight full business days thereafter as you and the Company determine, such time being herein referred to as the “Closing Date.” It is understood that you, individually and not as Representatives of the Underwriters, may (but shall not be obligated to) make payment to the Company, on behalf of any Underwriter or Underwriters, for the Bonds to be purchased by such Underwriter or Underwriters. Any such payment by you shall not relieve any such Underwriter or Underwriters of any of its or their obligations hereunder.
Purchase, Sale and Delivery of the Bonds. On the basis of the representations, warranties, covenants and agreements contained herein and in the other agreements and documents referred to herein, and subject to the terms and conditions herein set forth, at the Closing Time the Purchaser agrees to purchase from the District and the District agrees to sell to the Purchaser at a purchase price of $9,047,295.85 (consisting of the original principal amount of the Bonds, plus an original issue premium of $409,435.85, less an underwriting discount of $52,140.00). The Bonds will be issued under and secured as provided in the Resolution, will have the maturities and interest rates and will be subject to redemption all as set forth on Schedule 1 attached hereto. The Purchaser intends to make an initial bona fide public offering of all of the Bonds at the prices set forth in Schedule 1 attached hereto; provided, however, that the Purchaser may subsequently change such offering price or prices. The Purchaser agrees to notify the District of such changes, if such changes occur prior to Closing, but failure to so notify shall not invalidate such changes. The Purchaser may offer and sell the Bonds to certain dealers (including dealers depositing Bonds into investment trusts) at prices lower than the principal amount thereof. Payment for the Bonds shall be made by federal wire transfer or certified or official bank check or draft in immediately available federal funds payable to the order of the District for the account of the District, at the offices of Xxxxxxx & Bell, P.C., 0000 Xxxxx Xxxxxxxxx, Xxxxx 0000, Xxxxxx Xxxx, Xxxxxxxx, at 10:00 a.m., local time, on February 1, 2017, or such other place, time or date as shall be mutually agreed upon by the District and the Purchaser. Upon such payment, the Bonds shall be delivered and released upon the instructions of the Purchaser to The Depository Trust Company, New York, New York. The date of such delivery and payment is herein called the “Closing Date,” and the hour and date of such delivery and payment is herein called the “Closing Time.” The Bonds will be delivered in registered form as a single manuscript bond for each maturity (in such denominations as the Purchaser shall specify in writing at least 48 hours prior to the Closing Time) duly executed and authenticated and bearing CUSIP numbers (provided neither the printing of a wrong number on any Bond nor the failure to print a number thereon shall constitute cause to refuse delivery of any Bond). The Bonds wil...
Purchase, Sale and Delivery of the Bonds. (a) Subject to the terms and conditions, and in reliance upon the representations, warranties and agreements set forth herein, the Underwriter agrees to purchase from the Community Facilities District, and the Community Facilities District agrees to sell to the Underwriter, all (but not less than all) of the Community Facilities District No. 2017-1 of the County of Orange (Village of Esencia) (Improvement Area No. 2) Series A of 2020 Special Tax Bonds (the “Bonds”) in the aggregate principal amount specified in Exhibit A hereto. The Bonds shall be dated the Closing Date (as hereinafter defined), bear interest from said date (payable semiannually on February 15 and August 15 in each year, commencing [February 15, 2021]) at the rates per annum, and mature on the dates and in the amounts set forth in Exhibit A hereto. The purchase price for the Bonds shall be the amount specified as such in Exhibit A.
Purchase, Sale and Delivery of the Bonds. On the basis of the representations and covenants contained herein and in the other agreements referred to herein, and subject to the terms and conditions set forth herein and in the Indenture, the Purchaser agrees to purchase from the City and the City agrees to sell to the Purchaser the Bonds on the terms and conditions set forth herein. The Bonds shall be sold to the Purchaser by the City on the Closing Date (hereinafter defined) upon payment of an amount equal to the Closing Price (hereinafter defined), which amount shall be applied as provided in the Indenture and the Lease. From time to time after the Closing Date, the Purchaser shall make additional payments with respect to the Bonds (“Additional Payments”) to the Trustee under the Indenture, which Additional Payments shall be applied to the payment or reimbursement of Project Costs or as provided in the Indenture and the Lease; provided that the sum of the Closing Price and all such Additional Payments shall not, in the aggregate, exceed $55,000,000 plus the costs of issuance of the Bonds (if such costs of issuance are not paid with Bond proceeds).
Purchase, Sale and Delivery of the Bonds. On the basis of the representations, warranties and covenants of the Issuer and the Company contained herein, and subject to the terms and conditions herein set forth, at the Closing Time, as defined herein, the Underwriter agrees to purchase from the Issuer and the Issuer agrees to sell to the Underwriter the Bonds at 98.5% of the aggregate principal amount thereof. The Bonds shall be issued under and secured as provided in the Indenture. The Bonds will be payable (except to the extent payable from proceeds of the sale of the Bonds and the earnings from the temporary investment thereof) solely out of the payments received under the Agreement (including moneys paid under the Letter of Credit). The Bonds shall be further secured by the Letter of Credit. The Bonds shall mature on March 1, 2005, shall bear interest at a variable interest rate (subject to conversion to a fixed interest rate), provide a put option to the owners thereof and be subject to redemption, all as set forth in the Indenture. Payment for the Bonds shall be made in immediately available funds by federal wire transfer or by certified or official bank check or draft payable to the order of the Trustee for the account of the Issuer, at such place, time and date as shall be mutually agreed upon by the Issuer and the Underwriter. The date of such delivery and payment is herein called the "Closing Date," and the hour and date of such delivery and payment is herein called the "Closing Time." The delivery of the Bonds shall be made in definitive form and issued to and registered in the name of the Underwriter, except to the extent that the Underwriter may request the delivery of certain of the Bonds registered as to other persons, and in such denominations as authorized by the Indenture as the Underwriter shall specify in writing at least 24 hours prior to the Closing Time. The Bonds shall be available for examination and packaging by the Underwriter at least 24 hours prior to the Closing Time.
Purchase, Sale and Delivery of the Bonds. (a) Subject to the terms and conditions and in reliance upon the representations, warranties and agreements set forth herein, the Underwriters hereby agree to purchase and the Authority agrees to sell to the Underwriters all (but not less than all) of the Bonds, in the aggregate principal amount of $ . The Bonds are payable from, and secured by Revenues of the Authority, consisting primarily of certain rental payments (“Base Rental Payments”) to be made by the County pursuant to, and as defined in, the Sublease (Refunding), dated as of November 1, 2010, by and between the Authority and the County (the “Sublease”). The Bonds shall be substantially in the form described in, and shall be issued and secured under and pursuant to, and shall be payable and subject to redemption as provided in, the Trust Agreement. The Bonds shall be dated the date of delivery thereof and shall mature on the dates and in the amounts set forth on Schedule I attached hereto. Interest on the Bonds shall be payable semiannually on June 1 and December 1 of each year, commencing on June 1, 2011. The Base Rental Payments to be made by the County pursuant to the Sublease are payable by the County from its General Fund to the Authority for the right to use and possession by the County of certain real property and the improvements thereon located within the County (the “Facilities”). The County has covenanted under the Sublease that it will take such action as may be necessary to include the Base Rental Payments in its annual budgets and to make the necessary annual appropriations therefor. The Bonds are secured by a pledge of and charge and lien upon the Revenues. Pursuant to a Site Lease (Refunding) (the “Site Lease”) dated as of November 1, 2010 between the County and the Authority, the County leased the Facilities to the Authority. The Bonds are being issued for the purpose of financing all or a portion of the refunding of the County of Contra Costa Public Financing Authority Lease Revenue Bonds (Various Capital Facilities), 1998 Series A (the “Prior Bonds”) which were issued for the purpose of financing and refinancing the acquisition, construction and renovation of certain facilities for the County and other capital improvements for the County. The County will undertake, pursuant to the Trust Agreement and a Continuing Disclosure Agreement (the “Continuing Disclosure Agreement”), to be dated the Closing Date (as hereinafter defined), to provide annual reports and notices of certain e...
Purchase, Sale and Delivery of the Bonds. On the basis of the representations and covenants contained herein and in the other agreements referred to herein, and subject to the terms and conditions herein set forth and in the Indenture, the Purchaser agrees to purchase from the City and the City agrees to sell to the Purchaser the Bonds on the terms and conditions set forth herein. The Bonds shall be sold to the Purchaser by the City on the Closing Date (hereinafter defined) upon payment of an amount equal to the Closing Price (hereinafter defined) for the Bonds, which amount shall be deposited as provided in the Indenture and shall thereafter on the Closing Date immediately be applied to the payment of Project Costs as provided in the Lease. From time to time after the Closing Date as additional Project Costs are incurred, the Purchaser may make additional payments with respect to the Bonds (“Additional Payments”) to the Trustee, which Additional Payments shall be deposited in the Project Fund and applied to the payment of Project Costs at the outstanding principal amount of the Bonds shall increase by each such Additional Payment; provided that the sum of the Closing Price and all such Additional Payments for the Bonds shall not, in the aggregate, exceed $83,250,000.
Purchase, Sale and Delivery of the Bonds. (A) On the basis of the representations, warranties and agreements herein contained, and subject to the satisfaction of all terms and conditions of the Issuer’s resolution of intent and the terms and conditions herein set forth, at the closing time stated below (the “Closing Time”), the Issuer agrees to sell to the Purchaser, and the Purchaser agrees to purchase from the Issuer the Bonds at a purchase price equal to the aggregate principal amount of the Bonds funded in accordance with this Agreement up to a maximum principal amount of $16,000,000. The Bonds shall mature, shall bear interest at the rate and shall have the terms established by the Indenture. Payment for the Bonds shall be made by wire- transferred Federal Reserve funds, payable to the order of the Issuer. Upon receipt of the initial funding of the Purchase Price of the Bonds, the Bonds, executed by the Issuer, and authenticated by the Trustee, will be delivered to the Purchaser at the Closing Time, at the offices of Xxxxx Xxxx LLP (“Bond Counsel”), Kansas City, Missouri, or at such place or address as may be agreed to by the Purchaser and the Issuer. The Closing Time shall be 9:00 a.m. on March 14, 2013, or such other time as may be agreed to by the Purchaser and the Issuer.
Purchase, Sale and Delivery of the Bonds. On the basis of the representations and warranties of the District and subject to the terms and conditions set forth herein, we agree to purchase, and the District agrees to sell to us, the total principal amount of the Series 2010A Bonds at a purchase price of $ original issue premium [discount] of $ which purchase price reflects a net and an Underwriters’ discount of $ and the total principal amount of the Series 2010B Bonds at a purchase price of $ , which purchase price reflects a net original issue premium of $ and an Underwriters’ discount of $ . Payment of the purchase price for the Bonds shall be made to the District or its order by wire transfer to the office of the Trustee in Sioux Falls, South Dakota, at 10:00 a.m., Central Time, on December , 2010, or on such later date as may be agreed upon by an appropriate officer of the District and us, against delivery of the Bonds to The Depository Trust Company, New York, New York (“DTC”) for the account of the Underwriters and confirmation from DTC acceptable to the Underwriters that the Bonds have been received and are held for account of the Underwriters. Payment of the Underwriters’ commission shall be by wire transfer to such account as we may designate. The date and time of such payment and delivery are herein called the “Closing Date”.
