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~ 2. Bona Fide Offerin~. The ~~Underwriters agrees to make a bona fide offering of all the 1998 Certificates not in excess of the initial public offering prices, which are the prices providing the respective yields set forth in E~chibit A hereto and on the cover page of the hereinafter described Official Statement. 3. Official Statement. A copy of the Preliminary Official Statement dated November , 1~98, relating to the 1998 Certificates has been delivered to the ~e~~Underwriters by the County_ Such Prelimina~-y Official Statement shall be completed bv the County to reflect the information contained herein re~ardin~ the 1998 Certificates (which, Preliminary Official Statement as so comvleted and together with all appendices thereto and all supplc:nents or amendments thereto which are approved by the Underwriters' Representative pursuant to Paragraph 8 hereof, is herein called the "Official Statement"). The County hereby authorizes the use of the Official Statement and the information therein contained by the Underwriters in connection with the public offering and the sale of the 1998 Certificates. The I County hereby agrees to provide to the ~~~er~e~Undervvriters within seven business days after the date hereof copies of the Official Statement in sufficient quantity to enable the ~e~eFUnderwriters to send a copy thereof to any potential customer who requests a copy of~ the Official Statement and to any other person as required under the rules of the Municipal Securities Rulemaking Board. 4. Closin . At or about 12:00 December _, 1998 (the "Closing"), the ~ in acc~rdance with the A~reement) will deliver fi noon, New York City time, on or about rustee (actin~ at the direction of the County and components of the 1998 Financin~ Pavments evidenced bv the 1998 Certificates a single typewritten bond in definitive form and bearing a CUSIP number in a form satisfactory for acceptance by The Depository Trust Company ("DTC"), duly executed by the 6e~Trustee, such . .. ,. .. .,.,,., .. .•,- . . ' - --~- --- r~__i_ r._~._. C _..,. *t..«,.,,,.1. •L,o F ,.;l;r;o~ .,f IlT(`• U IP T r T a - ~+ +~, + „* ~~~•m ~~ ~~~~~~~* " '~°~°*o. Subject to the terms ~ th~ County and the Trustee will deliver at the offices of Special Ta~c Counsel and conditions hereof, in Portland, Oregon, or at such other location as is agreeable to the County, the T~ustee and the Undervvriters, the other documents and instruments to be delivered at the Closing pursuant to this Purchase Contract (the "Closing Documents"), and the Underwriters will accept delivery of the 1998 Certificates in Book Entrv form and the Closing Documents and pay to the Trustee (for the benefit of the Countv) the purchase price for the 1998 Certificates as set forth in Pazagraph 1 hereof by immediately available fund ~~ ~ ~ . The Closing Documents shall be made available for inspection by the Underwriters at least one full business day before the Closing. The 1998 Certificates shall be in registered form, sub~ect to the Book Entrv System of re~istration and ~ transfer and registered in the name of Cede & Co., the nominee of DTC. -3- J~.\KEI1Pru-BacheVVlanon Counry\BPA doc