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1. Parties: Identifies all parties to the agreement, including issuer, underwriter(s), and any guarantors
2. Background/Recitals: States the purpose of the agreement and basic terms of the bond issuance
3. Definitions: Defines key terms used throughout the agreement
4. Purchase and Sale: Details the terms of purchase, including price, timing, and delivery
5. Representations and Warranties of the Issuer: Issuer's statements regarding legal status, authority, and financial condition
6. Representations and Warranties of the Purchaser: Purchaser's statements regarding authority and eligibility to buy
7. Closing Conditions: Conditions that must be met before the transaction can close
8. Termination Rights: Circumstances under which either party can terminate the agreement
1. Tax Matters: Required for tax-exempt bonds; covers tax compliance requirements
2. Continuing Disclosure: Ongoing reporting requirements under SEC Rule 15c2-12
3. Rating Agency Provisions: Requirements related to maintaining bond ratings
1. Bond Terms Schedule: Detailed terms of the bonds including interest rates, maturity dates, and redemption provisions
2. Form of Bond: Template of the actual bond certificate
3. Legal Opinion Form: Form of legal opinion to be delivered at closing
4. Closing Documents List: List of all documents required for closing
5. Disclosure Schedule: Detailed disclosures related to issuer representations
6. Form of Closing Certificate: Template for closing certificates
Bonds
Closing
Closing Date
Disclosure Documents
Effective Date
Event of Default
Governing Documents
Indenture
Interest Payment Date
Issue Price
Issuer
Material Adverse Effect
Maturity Date
Official Statement
Offering Documents
Preliminary Official Statement
Principal Amount
Purchase Price
Rating Agency
Redemption Date
Redemption Price
Registration Statement
Securities Act
Securities Exchange Act
Supplemental Indenture
Transaction Documents
Trust Indenture
Trustee
Underwriter
Underwriting Fee
Closing Documents
Closing Certificate
Due Diligence
Interest Rate
CUSIP Number
Eligible Purchaser
Paying Agent
Registrar
Required Approvals
Securities Laws
Representations and Warranties
Closing Conditions
Payment Terms
Delivery
Termination Rights
Default
Remedies
Indemnification
Confidentiality
Due Diligence
Regulatory Compliance
Securities Law Compliance
Tax Matters
Notices
Amendment and Modification
Assignment
Governing Law
Jurisdiction
Dispute Resolution
Force Majeure
Survival
Severability
Integration
Counterparts
Electronic Signatures
Third-Party Rights
Expenses
Broker-Dealer Provisions
Rating Agency Provisions
Continuing Disclosure
Market Stabilization
Good Faith
Authority
Waiver
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