2014-004 SAFA - Laserfiche WebLink

Home Browse Search

Santa Ana Financing Authority Water Revenue Refunding Bonds, Series 2014 (Payable Solely from Installment Payments Secured by Water System Net Revenues) PURCHASE CONTRACT Santa Ana Financing Authority 20 Civic Center Plaza Santa Ana, California 92702 City of Santa Ana 20 Civic Center Plaza Santa Ana, California 92702 Ladies and Gentlemen: 12014 Stifel, Nicolaus & Company, Incorporated (the "Underwriter "), offers to enter into this Purchase Contract (this "Purchase Contract ") with the City of Santa Ana (the "City ") and the Santa Ana Financing Authority (the "Authority ") with regard to the Bonds described below, which Purchase Contract, upon the acceptance hereof by the City and the Authority, will be binding upon the Authority, the City, and the Underwriter. This offer is made subject to the written acceptance of this Purchase Contract by the Authority and the City and the delivery of such acceptance to the Underwriter at or prior to 11:59 p.m., Pacific time, on the date hereof, and, if it is not so accepted, such offer may be withdrawn by the Underwriter upon written notice to the City and the Authority by the Underwriter at any time before its acceptance. The Authority and the City acknowledge and agree that: (i) the purchase and sale of the Bonds (as defined below) pursuant to this Purchase Contract is an arm's - length commercial transaction among the Authority, the City, and the Underwriter; (ii) in connection with such transaction, the Underwriter is acting solely as a principal and not as an agent or a fiduciary of the Authority or the City; (iii) the Underwriter has not assumed a fiduciary responsibility in favor of the Authority or the City with respect to: (A) the offering of the Bonds or the process leading thereto (whether or not the Underwriter, or any affiliate of the Underwriter, has advised or is currently advising the Authority or the City on other matters), or (B) any other obligation to the Authority or the City except the obligations expressly set forth in this Purchase Contract; and (iv) each of the Authority and the City has consulted with its own legal and financial advisor to the extent it deemed appropriate in connection with the offering of the Bonds. 1. Upon the terms and conditions and upon the basis of the representations, warranties, and agreements hereinafter set forth, the Underwriter hereby agrees to purchase from the Authority for reoffering to the public, and the Authority hereby agrees to sell to the 46331186.2 1