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event of which it has knowledge, which, in its opinion, is an event described in the preceding sentence. The amendments or supplements that may be authorized for use with respect to the Bonds are hereinafter included within the term "Official Statement." (d) Unless otherwise notified in writing by the Underwriters on or prior to the date of the Closing, the Issuer can assume that the "end of the underwriting period" for the Bonds for all purposes of the Rule is the date of the Closing. In the event such notice is given in writing by the Underwriters, which notice shall state whether it relates to the Bonds, the Underwriters agree to notify the Sports Authority in writing following the occurrence of the "end of the underwriting period" as defined in the Rule for the Bonds identified in such notice. The "end of the underwriting period" as used herein shall mean the date of the Closing or such later date as to which notice is given by the Underwriters in accordance with the preceding sentence. S. Good Faith DepWtt. Delivered to the Issuer herewith is a corporate check payable to the order of the Issuer, in the amount of $ (such check or proceeds thereof being hereinafter referred to as the "Good Faith Deposit"). If the Issuer accepts this offer, the Issuer shall hold the check for said Good Faith Deposit uncashed as security for the performance by the Underwriters of its their obligations to accept and pay for the Bonds at the Closing. In the event of the Underwriters' Underwriters' compliance with such obligations, the Issuer shall return such check to the Underwriters at the Closing. In the event the Issuer does not execute this Bond Purchase Contract, the Good Faith Deposit shall be immediately returned to the Underwriters without interest. In the event the Issuer fails to deliver the Bonds at the Closing, or in the event the Issuer is unable to satisfy the conditions of its obligations to the Underwriters as set forth in this Bond Purchase Contract, or in the event such obligations of the Underwriters are terminated for any reason permitted by this Bond Purchase Contract, this Bond Purchase Contract shall terminate, and the Good Faith Deposit, uncashed, shall be immediately returned to the Underwriters without interest. In the event that the Underwriters fails (other than for a reason permitted hereunder) to purchase, accept delivery of and pay for the Bonds at the Closing as herein provided, the Issuer may present said Good Faith Deposit for payment and the amount of the Good Faith Deposit may be retained as full liquidated damages for such failure and for any defaults hereunder on the part of the Underwriters. Such retention shall constitute a full release and discharge of all claims by the Issuer against the Underwriters out of the transactions contemplated hereby. 6. Representations. and Covenants of Issuer. The Issuer hereby represents and covenants with, the Underwriters as follows: (a) The Issuer is and will be at the date of Closing duly organized and validly existing as a nwinieilial emperstien political subdivision of the State of Florida with the powers and authority set forth in Florida Constitution, Chapter 466125, Florida Statutes, as amended, and other applicable provisions of law (collectively, the "Act"). (b) 'fhe Issuer has full legal right, power and authority to: (i) enter into this Bond Purchase Contract (ii) adopt the Resolution, (iii) sell, issue and deliver the Bonds to the Underwriters as provided herein, and (iv) carry out and consummate the transactions contemplated by this Bond Purchase Contract, the Bonds, the Resolution and the Official Statement and any and all other agreements and documents as may be required to be executed and delivered by the Issuer in order to carry out, give effect to and consummate the transactions contemplated hereby, and by the Resolution and the Official Statement. (c) The Issuer has complied and at the Closing will be in compliance with all provisions of the Constitution and laws of the State of Florida including, without limitation, the Act and with its obligations pertaining to and in connection with the issuance and sale of the Bonds.