|
<br />either manual or facsimile, approved by the A ttorney General, and registered and manuaUy signed by the
<br />Comptroller of Public Accounts. Initial Delivery will be at the principaJ corporate office of the Paying
<br />Agent/Registrar. Payment for the Certificates must be made in immediately available funds for
<br />unconditional credit to the City, or as otherwise directed by the City. The Purchaser will be given six
<br />business days' notice of the time fixed for deHvery of the Certificates. It is anticipated that Initial
<br />Delivery of the Certificates can be made on or about March 22, 1988, and it is understood and agreed that
<br />the Purchaser will accept delivery and make payment for the Certificates by lQ;QQ AM, CST, on
<br />March 22, 1988, or thereafter on the date the Certificates are tendered for delivery, up to and including
<br />April 5, 1988. The Purchaser will not be required to pay for the Certificates until such time as the
<br />definitive Certificates are available for registration and exchange. If for any reason the City is unable to
<br />make delivery on or before April 5, 1988, then the City shall immediately contact the Purchaser and offer
<br />to allow the Purchaser to extend his offer for an additional thirty days. If the Purchaser does not elect to
<br />extend his offer within six days thereafter, then his Good Faith Deposit will be returned, and both the
<br />City and the Purchaser shaH be relieved of any further obligation. In no event shalJ the City be liable for
<br />any damages by reason of its failure to deliver the Certificates, provided such failure is due to
<br />circumstances beyond the City's reasonable control..
<br />
<br />Deliver of Definitive Certificates and Certification of Issue Price... Upon payment for the Initial
<br />Certificate at the time of the Initial Delivery, the Paying Agen Registrar shaH cancel the Initial
<br />Certificate, provided registration instructions have been received by the Paying Agent/Registrar, and
<br />shall register and deliver the registered definitive Certificates, in any integral multiple of $5,000 for any
<br />one maturity, in accordance with instructions received from the Purchaser and/or members of the
<br />Purchaser's syndicate account. It shaH be the duty of the Purchaser to furnish to the Paying
<br />Agent/Registrar, at least five business days prior to the Initial DeHvery, instructions designating the
<br />names in which the Certificates are to be registered, the addresses of the registered Hol.ders, the
<br />maturities, interest rates and denominations. The Paying Agent/Registrar will not be required to accept
<br />registration instructions after the fifth business day prior to Initial DeHvery. If such instructions are not
<br />received within the specified time period, the cancellation of the Initial Certificate and deHvery of
<br />registered definitive Certificates wiU be delayed until such instructions are received.
<br />
<br />In order to provide the Issuer with information required to enable it to comply with certain conditions of
<br />the Internal Revenue Code of 1986 relating to the exclusion of interest on the Certificates from the gross
<br />income of their owners, the underwJitèr will be required to complete, execute, and deHver to the Issuer
<br />(on or before 6 business days prior to the date of delivery of the Certificates) a certification as to their
<br />"issue price" substantiaHy in the form and to the effect attached hereto or accompanying this Notice of
<br />Sale and Bidding Instructions. In the event the Initial Purchaser wiU not reoffer the Certificates for sale
<br />or is unable to seU a substantial amount of the Certificates of any maturity by the date of delivery, such
<br />certificate may be modified in a manner approved by the Issuer. In no event will the Issuer fail to deliver
<br />the Certificates as a result of the Initial Purchaser's inabHity to sell a substantiaJ amount of Certificates
<br />at a particular price prior to deHvery. Each bidder, by submitting its bid, agrees to compJete, execute,
<br />and deHver such a certificate, if its bid is accepted by the Issuer. It wiH be the responsibiHty of the
<br />Underwriter to institute such syndicate reporting requirements, to make such investigation, or otherwise
<br />to ascertain the facts necessary to enable it to make such certification with reasonable certainty. Any
<br />questions concerning such certification should be directed to Bond Counsel.
<br />
<br />Conditions to DeJivery . . . The obJigation of the Purchaser to take up and pay for the Certificates is
<br />subject to the Purchaser's receipt of (a) the legal opinion of Hutchison Price Boyle & Brooks, Austin,
<br />Texas, Bond Counsel for the City ("Bond Counsel"), (b) the no-litigation certificate, and (c) the
<br />certification as to the Official Statement, aU as further described in the Official Statement.
<br />
<br />Le 1;al Opinions. . . The Certificates are offered when, as and if issued, subject to the unquaJified legal
<br />opinion of the Attorney General of the State of Texas, and Hutchison Price Boyle & Brooks (see Legal
<br />Opinions in Official Statement); the opinion of said firm will be printed on the Certificates.
<br />
<br />Certification of Official Statement... At the time of payment for, and Initial Delivery of, the
<br />Certificates) the City will execute and deliver to the Purchaser a certificate in the form set forth in the
<br />Official Statement.
<br />
<br />Chan 1;e in Tax Exempt Status. . . A t any time before the Certificates are tendered for deJivery, the
<br />Purchaser may withdraw his bid if the interest received by private holders on bonds of the same type and
<br />character shall be declared to be includable in gross income under present federal income tax laws, either
<br />by ruling of the Internal Revenue Service or by a decision of any Federal court, or shall be declared
<br />taxable or be required to be taken into account in computing any federal income taxes, by the terms of
<br />any federal income tax law enacted subsequent to the date of this Notice of Sale and Bidding Instructions.
<br />
<br />-iii-
<br />
|