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The Underwriter will advise the Successor Agency promptly after the close of the <br />fifth (5th) business day after the sale date whether it has sold 10% of that maturity of the Series A <br />Bonds to the public at a price that is no higher than the initial offering price to the public. <br />(d) The Underwriter confirms that: <br />(i) any selling group agreement and any third -party distribution agreement relating to <br />the initial sale of the Series A Bonds to the public, together with the related pricing wires, contains or <br />will contain language obligating each dealer who is a member of the selling group and each broker- <br />dealer that is a party to such third -party distribution agreement, as applicable: <br />(A)(i) to report the prices at which it sells to the public the unsold Series A <br />Bonds of each maturity allocated to it, whether or not the Closing Date has occurred, until either all <br />Series A Bonds of that maturity allocated to it have been sold or it is notified by the Underwriter that <br />the 10% test has been satisfied as to the Series A Bonds of that maturity, provided that, the reporting <br />obligation after the Closing Date may be reasonable periodic intervals or otherwise upon request of <br />the Underwriter and (ii) to comply with the hold -the -offering -price rule, if applicable, if and for so <br />long as directed by the Underwriter, <br />(B) to promptly notify the Underwriter of any sales of Series A Bonds that, to <br />its knowledge, are made to a purchaser who is a related party to an underwriter participating in the <br />initial sale of the Series A Bonds to the public (each such term being used as defined below), and <br />(C) to acknowledge that, unless otherwise advised by the dealer or broker- <br />dealer, the Underwriter shall assume that each order submitted by the dealer or broker-dealer is a sale <br />to the public. <br />(ii) any selling group agreement relating to the initial sale of the Series A Bonds to <br />the public, together with the related pricing wires, contains or will contain language obligating each <br />dealer that is a party to a third -party distribution agreement to be employed in connection with the <br />initial sale of the Series A Bonds to the public to require each broker-dealer that is a party to such <br />third -party distribution agreement to (A) report the prices at which it sells to the public the unsold <br />Series A Bonds of each maturity allocated to it, whether or not the Closing Date has occurred, until <br />either all Series A Bonds of that maturity allocated to it have been sold or it is notified by the <br />Underwriter or the dealer that the 10% test has been satisfied as to the Series A Bonds of that <br />maturity, provided that, the reporting obligation after the Closing Date may be at reasonable periodic <br />intervals or otherwise upon request of the Underwriter or the dealer, and (B) comply with the hold - <br />the -offering -price rule, if applicable, if and for so long as directed by the Underwriter or the dealer <br />and as set forth in the related pricing wires. <br />(e) The Successor Agency acknowledges that, in making the representation set <br />forth in this section, the Underwriter will rely on (i) in the event a selling group has been created in <br />connection with the initial sale of the Series A Bonds to the public, the agreement of each dealer who <br />is a member of the selling group to comply with the requirements for establishing issue price of the <br />Series A Bonds, including, but not limited to, its agreement to comply with the hold -the -offering - <br />price rule, if applicable to the Series A Bonds, as set forth in a selling group agreement and the <br />related pricing wires, and (ii) in the event that a third -party distribution agreement was employed in <br />connection with the initial sale of the Series A Bonds to the public, the agreement of each broker- <br />dealer that is a party to such agreement to comply with the requirements for establishing issue price <br />10 <br />SA -3-102 <br />