1993-081 - Laserfiche WebLink

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FROM, B M 0 904 224 1544 4.12.1993 26:33 P. 5 The Underwriter shall furnish the Issuer and Bond Counsel (as herein defined) , at closing, (1) a certificate satisfactory in form and substance to Bond Counsel to the effect that each maturity of the Bonds was the subject of a bona fide public offering and stating the initial or revised initial reoffering prices at which at least tan percent (lock) of each maturity of the Bonds was sold to the public (excluding bond houses, brokers and similar persons or entities acting in the capacity of underwriters or wholesalers) and (2) such other certificates as the issuer or Bond Counsel may reasonably request to establish or assure compliance with the Internal Revenue Code of 1986, as amended, and the regulations thereunder pertaining to the Bonds. S, SScurity Degosit. The Underwriter has delivered to the County a corporate check for $500,000 (FIVE HUNDRED THOUSAND DOLLARS) payable to the order of the County. In the event the County does not accept this offer, such check shall be returned immediately to the Underwriter. If the offer made hereby is accepted, the County agrees to hold the check uncashed until the Closing as security for the performance by the Underwriter of its obligation to accept and pay for the Bonds at the Closing, or if the County shall be unable to satisfy or cause other parties to satisfy the conditions to the obligations of the Underwriter contained herein, or if the obligations of the Underwriter shall be terminated for any reason permitted by this Purchase Contract, such check shall be immediately returned to the Underwriter and the acceptance of such return shall constitute a full release and discharge of all claims by the Underwriter against the County arising out of the transactions contemplated hereby. In the event that the Underwriter fails (other than for a reason permitted herein) to accept and pay for the Bonds at the Closing as herein provided, such check shall be retained by the County as and for full liquidated damages for such failure and for any and all defaults hereunder on the part of the Underwriter, and such retention shall constitute a full release and discharge of all claims and damages by the County against the Underwriter arising out of the transactions contemplated hereby and neither party shall have any further rights against the other hereunder. In the event that the Underwriter does not fail or default under the terms of this Purchase Contract, such check shall be returned to the Underwriter at the Closing. 6. County's Representations, Warranties, Covenants and Agreements. By its acceptance hereof, the County represents and warrants to, covenants and agrees with the Underwriter that, as of the date hereof: (a) The County is a public body duly and validly existing as a political subdivision under the authority of and in full compliance with the laws of the State of Florida. -4-