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129 <br /> such modifications as may be appropriate or necessary, in the reasonable judgment of <br /> Baird, the County, and Sanford Holshouser LLP ("Bond Counsel"), to accurately reflect, <br /> as applicable, the sales price or prices or the initial offering price or prices to the public of <br /> the Bonds. <br /> (b) [Except as otherwise set forth in Exhibit B attached hereto,] the <br /> County will treat the first price at which 10% of each maturity of the Bonds (the "10% <br /> test") is sold to the public as the issue price of that maturity(if different interest rates apply <br /> within a maturity, each separate CUSIP number within that maturity will be subject to the <br /> 10% test). At or promptly after the execution of this Bond Purchase Agreement, Baird <br /> shall report to the County the price or prices at which the Underwriters have sold to the <br /> public each maturity of the Bonds. If at that time the 10% test has not been satisfied as to <br /> any maturity of the Bonds, Baird agrees to promptly report to the County the prices at <br /> which it sells the unsold Bonds of that maturity to the public. That reporting obligation <br /> shall continue, whether or not the Closing Date (as hereinafter defined) has occurred, until <br /> the 10% test has been satisfied as to the Bonds of that maturity or until all Bonds of that <br /> maturity have been sold to the public. <br /> (c) [Baird confirms that the Underwriters have offered the Bonds to the <br /> public on or before the date of this Bond Purchase Agreement at the offering price or prices <br /> (the "initial offering price"), or at the corresponding yield or yields, set forth in Exhibit B <br /> attached hereto, except as otherwise set forth therein. Exhibit B also sets forth, as of the <br /> date of this Bond Purchase Agreement, the maturities, if any, of the Bonds for which the <br /> 10% test has not been satisfied and for which the County and Baird, on behalf of the <br /> Underwriters, agrees that the restrictions set forth in the next sentence shall apply, which <br /> will allow the County to treat the initial offering price to the public of each such maturity <br /> as of the sale date as the issue price of that maturity (the "hold-the-offering-price rule"). <br /> So long as the hold-the-offering-price rule remains applicable to any maturity of the Bonds, <br /> the Underwriters will neither offer nor sell unsold Bonds of that maturity to any person at <br /> a price that is higher than the initial offering price to the public during the period starting <br /> on the sale date and ending on the earlier of the following: <br /> (1) the close of the fifth (5") business day after the sale date; or <br /> (2) the date on which the Underwriters have sold at least 10% of <br /> that maturity of the Bonds to the public at a price that is no <br /> higher than the initial offering price to the public. <br /> The Underwriters shall promptly advise the County when the Underwriters have <br /> sold 10% of that maturity of the Bonds to the public at a price that is no higher than the <br /> initial offering price to the public, if that occurs prior to the close of the fifth(5th)business <br /> day after the sale date.] <br /> -3- <br />