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cause to be paid the expenses incident to the performance of the obligations of the Authority and the City hereunder including but not limited to (a) the costs of the preparation and printing, or other reproduction (for distribution on or prior to the date hereof) of the Authority Documents, the City Documents and the JPA Agreement and the cost of preparing, printing, issuing and delivering the Bonds; (b) the fees and disbursements of any counsel, financial advisors, accountants, trustees or other experts or consultants retained by the Authority and the City and of any rating agency; (c) the fees and disbursements of Bond Counsel; (d) the cost of printing and distributing the Preliminary Official Statement and any supplements and amendments thereto and the cost of printing and distributing the Official Statement, including a reasonable number of copies thereof for distribution by. the Underwriters; and (e) the bond insurance premium. The Underwriters shall pay and the Authority and the City shall be under no obligation to pay any expenses incurred by the Underwriters in connection with the public offering and distribution of the Bonds, including any advertising expenses, and fees and disbursements of counsel to the Underwriters. 9 . Notice. Any notice or other communication to be given to the Authority under this Purchase Contract may be given by delivering the same in writing to: Santa Ana Financing Authority, c/o City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92702, Attention: Rod Coloma. Any notice or other communication to be given to the City under this Purchase Contract may be given by delivering the same in writing to City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92702, Attention: Rod Coloma. Any notice or other communication to be given to the Underwriters under this Purchase Contract may be given by delivering the same in writing to Smith Barney Shearson, Inc. , 333 South Grand Avenue, Suite 5100, Los Angeles, California 90071, Attention: Doug Auslander. 10 . Entire Agreement. This Purchase Contract, when accepted by the Authority and the City, shall constitute the entire agreement between the Authority, the City and the - Underwriters and is made solely for the benefit of the Authority, the City and the Underwriters (including any successors or assigns of an Underwriter) . No other person shall acquire or have any right hereunder by virtue hereof, except as provided herein. All the Authority's and the City's representations, warranties and agreements in this Purchase Contract shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Underwriters, delivery of and payment for the Bonds and any termination of this Purchase Contract . 26