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[CONFORMED COPY] <br /> PURCHASE CONTRACT <br /> $107, 399,438 . 50 <br /> SANTA ANA FINANCING AUTHORITY <br /> POLICE ADMINISTRATION AND HOLDING FACILITY <br /> LEASE REVENUE BONDS, SERIES 1994A <br /> March 8, 1994 <br /> Santa Ana Financing Authority <br /> c/o City of Santa Ana <br /> 20 Civic Center Plaza <br /> Santa Ana, California 92702 <br /> City of Santa Ana <br /> 20 Civic Center Plaza <br /> Santa Ana, California 92702 <br /> Ladies and Gentlemen: <br /> The undersigned (the "Representative") , acting as <br /> representative of the underwriters listed on the execution page <br /> hereof (hereinafter referred to as the "Underwriters") , offers, <br /> on behalf of itself and the other Underwriters, to enter into <br /> this purchase contract (the "Purchase Contract") with the Santa <br /> Ana Financing Authority (the "Authority") and the City of Santa <br /> Ana (the "City") , which will be binding upon the Authority, the <br /> City and the Underwriters upon the acceptance hereof by the <br /> Authority and the City. This offer is made subject to its <br /> acceptance by the Authority and the City by execution of this <br /> Purchase Contract and its delivery to the Representative on or <br /> before 5 : 00 p.m. , California time, on the date hereof . All terms <br /> used herein and not otherwise defined shall have the meanings <br /> given to such terms in the Indenture referred to below. <br /> 1. Purchase and Sale. Upon the terms and conditions and <br /> upon the basis of the representations, warranties and agreements <br /> hereinafter set forth, the Underwriters jointly and severally <br /> agree to purchase, and the Authority and the City hereby agree to <br /> cause to be delivered to the Underwriters, all (but not less than <br /> all) of the Authority' s $107, 399, 438 .50 aggregate principal <br /> amount of Santa Ana Financing Authority Police Administration and <br /> Holding Facility Lease Revenue Bonds, Series 1994A (the "Bonds") <br /> at a purchase price of $110, 279, 880.64 (consisting of the <br /> aggregate principal amount of the Bonds less $777,459 . 01 of <br />