Orange County NC Website
depositing the 2006A Certificates into investment trusts, including investment trusts managed by <br />the Underwriters) and others at prices lower than the initial offering prices or yields set forth in <br />the Final Official Statement. The Underwriters also reseiā€¢~=e the right to over-allot or effect <br />transactions which stabilize or maintain the market price of the 2006A Certificates at a level <br />above that which might otherwise prevail in the open market and to discontinue such stabilizing, <br />if commenced, at any time. The Underwriters will provide to Sanford Holshouser LLP, Raleigh, <br />North Carolina {"Special Counsel") and others such evidence of the initial public sale price of <br />the 2046A Certificates as the Company or the County may request and will supplement such <br />information as may be necessary to continue its accuracy. The Undet-~~vriters represent and <br />warrant that the 2446A Certificates will be offered only pursuant to the Preliminary Official <br />Statement (defined below in Section 2) and the Final Official Statement and only in states where <br />the offer and sale of the 2046A Certificates are legal, either as exempt securities, as exempt <br />transactions or as a result of registration of the 2406A Certificates for sale in any such state. <br />The Underwriters have designated Banc of America Securities LLC to act as their <br />representative (the "Representative"), and hereby represents that it as Representative has been <br />duly authorized to execute this Contract of Purchase and to perform other functions, as herein set <br />forth, for and on behalf of the Underwriters. <br />2. Off cial Statement. <br />(a) The Company agrees to cause the County to deliver to the Underwriters, at <br />such addresses as the Under«--~riters shall specify, as many copies of the final Official <br />Statement dated April 13, 244b relating to the 2006A Certificates (the "Final Official <br />Statement"} as the Underwriters shall reasonably request as necessary to comply with <br />paragraph (b)(4) of Rule 15c2-12 of the Securities and Exchange Commission under the <br />Securities Exchange Act of 1934 (the "Rule'') and with Rule G-32 and all other <br />applicable rules of the Municipal Securities Rulernaking Board. The Company agrees to <br />cause the County to deliver such Final Official Statements within seven business days <br />after the execution hereof. It is understood that, in undertaking to cause the County to <br />deliver Final Official Statements pursuant to this subparagraph (a), neither the Company <br />nor the directors, officers, employees or agents of same are undertaking any <br />responsibility for the accuracy or completeness of the information in the Final Official <br />Statement concerning the County. <br />The Underwriters represent that a copy of the Final Official Statement will be <br />deposited before the "end of the under°tivriting peg°iod," as defined below, with each of the <br />follo«~ing municipal securities information repositories: <br />FT Interactive Data Bloomberg Municipal Repository <br />Attn: NRIvISIR 104 Business Park Drive <br />144 William Street, 15~' Floor Skillman, NJ 08558 <br />New Y"ork, NY 14438 <br /> <br />