1996-042 - Laserfiche WebLink

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C117=,A- Ili i n i + i, KID -773 11-7777-, VM (a) Prior to the date hereof, you have provided to the Underwriters for its their review the Preliminary Official Statement dated March 6, 1996, that you deemed final as of its date (the "Nearly Final Official Statement"), except for certain permitted omissions (the "permitted omissions"), as contemplated by Rule 15c2-12 of the Securities and Exchange Commission ("Rule 15c2-12" or the "Rule") in connection with the pricing of the Bonds. The Underwriters hes have reviewed the Nearly Final Official Statement prior to the execution of this Purchase Contract. (b) The Issuer shall deliver, or cause to be delivered, at its expense to the Underwriters within seven (7) business days after the date hereof or within such shorter period as may be requested by the Underwriters in order to accompany any confirmation that requests payment from any customer, sufficient copies of the Official Statement dated the date hereof, with respect to the bonds (the "Official Statement"), to enable the Underwriters to fulfill its their obligations pursuant to the securities laws of Florida and the United States, in form and substance satisfactory to the Underwriters and (ii) an executed original counterpart or certified copy of the Official Statement and the Resolution. In determining whether the number of copies to be delivered by the Issuer are reasonably necessary, at a minimum the number shall be sufficient to enable the Underwriters to comply with the requirements of Rule 15c2-12, all applicable rules of the Municipal Securities Rulemaking Board ("MSRB") and to fulfill its their duties and responsibilities under Florida and federal securities laws generally. The Underwriters agrees agree to file the Official Statement with each Nationally Recognized Municipal Securities Information Repository ("NRMSIR") and Florida Repository, if any, which has been so designated by the Securities and Exchange Commission pursuant to Rule 15c2-12 and with the MSRB (accompanied by a completed Form G-36) not later than two (2) business days after the Closing, and will furnish a list of the names and addresses of each such NRMSIR and Florida Repository, if any, receiving a copy to the Issuer. The filing of the Official Statement with each such NRMSIR and Florida Repository, if any, shall be in accordance with the terms and conditions applicable to such NRMSIR and Florida Repository. The Issuer authorizes the use and distribution of the Official Statement in connection with the public offering and sale of the Bonds. The Underwriters agrees agree that it they will not confirm the sale of any Bonds unless the confirmation of sale requesting payment is accompanied or preceded by the delivery of a copy of the Official Statement. The Underwriters shall notify the Issuer, (i) of the occurrence of the "end of the underwriting period," as such tern is defined in the Rule, on the date which is one day thereafter, and (li) of the passage of the date after which the Underwriters no longer remains obligated to deliver Official Statements pursuant to the Rule on the date which is one day thereafter. (c) From the date hereof until the time when the Official Statement is available to any person from a NRMSIR (but in no case less than 25 days following the end of the underwriting period as determined in accordance with the provisions below), if any event occurs which may make it necessary to amend or supplement the Official Statement 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 Underwriters and if, in the opinion of the Issuer or the Underwriters, such event requires the preparation and publication of an amendment or supplement to the Official Statement, the Issuer, at its expense, promptly will prepare an appropriate amendment or supplement thereto (and file, or cause to be filed, the same with each NRMSIR having the Official Statement on file, file with the MSRB if the MSRB is requiring or permitting the filing of continuing disclosure information, and mail such amendment or supplement to each record owner of Bonds) so that the statements in the Official Statement as so amended or supplemented will not, in light of the circumstances under which they were made, be misleading, in a form and in a manner approved by the Underwriters. The Issuer will promptly notify the Underwriters of the occurrence of any