Agmt15 City of RWC Public Financing Authority Water Revenue Refunding Bonds

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failure to print such numbers on any Bond nor enor with respect thereto shall constitute cause for a failure o��efusal by the purchaser thereof to accept delivery of and pay for the Bonds. All expenses in relation to the printing of CUSIP numbers on the Bonds shall be paid by the Authority, but the CUSIP Service Bureau charge fo�the assignment of such numbers shall be paid by the successful bidder. CERTIFICATION OF REOFFERING PRICE:The successful bidder shall be required,as a condition to the issuance of the Bonds, to deliver to the Authority a certificate, in substantially the form and substance of Exhibit D. DTC, CALIFORNIA DEBT AND INVESTMENT ADVISORY COMMISSION AND OTHER FEES: The successful bidder shall be required to pay all fees required by The Depository Trust Company, New York, New York, the Municipal Securities Rulemaking Board (the "MSRB°), the California Debt and Investment Advisory Commission and any other simila� entity imposing a fee in connection with the issuance of the Bonds. COSTS OF ISSUANCE: The Authority will pay costs incuRed in connection with the issuance of the Bonds hom proceeds of the Bonds. The successful bidder will be required to pay certain other costs as set forth herein. See "TERMS OF SALE—CUSIP NUMBERS" and DTC, CALIFORNIA DEBT AND INVESTMENT ADVISORY COMMISSION AND OTHER FEES" above. OFFICIAL STATEMENT: The Authority and the City have caused to be prepared the Preliminary Official Statement in a form deemed final by the Authority and the City within the meaning of Rule 15c2-12 of the Securities and Exchange Commission under the Securities Exchange Act of 1934,as amended,except for certain information which is permitted under said Rule 15c2-12 to be omitted from the Preliminary Official Statement. The Authoriry will furnish to the successful bidder within seven (7) business days following the date of award, at no charge, not in excess of fifty(50)copies of the Official Statement for use in connection with any resale of the Bonds. By making a bid for the Bonds, the successful bidder agrees (i) to disseminate to all members of the underwriting syndicate copies of the final Official Statement, including any supplements prepared by the Authoriry, (ii)to promptly file a copy of the final Official Statement, including any supplements prepared by the Authority, with the MSRB, and (iii)to take any and all other actions necessary to comply with applicable SEC rules and MSRB rules governing the offering, sale and delivery of the Bonds to ultimate pu�chasers. QUALIFICATION FOR SALE; BLUE SKY: Compliance with blue sky laws shall be the sole responsibility of the successful bidder. The Authority will furnish such information and take such action not inconsistent with law as the successful bidder may request and the Authority shall deem necessary or appropriate to qualify the Bonds for offer and sale under the blue sky or other securities laws and regulations of such states and other jurisdictions of the United States of America as may be designated by the successful bidder; provided, however, that the Authority shall not execute a general or special consent to service of process or qualify to do business in connection with such qualification or determination in any jurisdiction. The successful bidder will not offer to sell or solicit any offer to buy, the Bonds in any jurisdiction where it is unlawful for such bidder to make such offer, solicitation or sale, and the bidder shall comply with the blue sky and other securities I�ws and regulations of the states and jurisdictions In which the bidder sells the Bonds. 9