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Exhibit C AFS Draft #2 1 BOND PURCHASE AGREEMENT $__,___,000 Pleasanton Joint Powers Financing Authority 2024 Water Revenue Bonds June __, 2024 Pleasanton Joint Powers Financing Authority 123 Main Street Pleasanton, California 94566 City of Pleasanton 123 Main Street Pleasanton, California 94566 Ladies and Gentlemen: The undersigned, Siebert Williams Shank & Co., LLC (the “Underwriter”), acting not as a fiduciary or agent for you, but on behalf of itself, offers to enter into this Bond Purchase Agreement (which, together with the exhibits hereto, is referred to as the “Purchase Agreement”) with the Pleasanton Joint Powers Financing Authority (the “Authority”) and the City of Pleasanton (the “City”), which, upon acceptance by the Authority and the City, will be binding upon the Authority, the City, and the Underwriter. This offer is made subject to acceptance by the Authority and the City by the execution of the Purchase Agreement and delivery of the same to the Underwriter prior to 11:59 P.M., California time, on the date hereof, and, if not so accepted, will be subject to withdrawal by the Underwriter upon notice delivered to the Authority and the City at any time prior to the acceptance hereof by the Authority and the City. Capitalized terms that are used herein and not otherwise defined have the meanings that are set forth in the Indenture of Trust, dated as of June 1, 2024 (the “Indenture”), by and between the Authority and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”). The Authority and the City acknowledge and agree that: (a) the purchase and sale of the Bonds (as such term is defined herein) pursuant to the Purchase Agreement is an arm’s length commercial transaction among the Authority, the City, and the Underwriter, and the only obligations that the Underwriter has to the Authority and the City with respect to the transaction that is contemplated hereby expressly are set forth in the Purchase Agreement; (b) in connection therewith and with the discussions, undertakings and procedures leading up to the consummation of such transaction, the Underwriter is and has been acting solely as principal and is not acting as a Municipal Advisor (as such term is defined in Section 15B of The Securities Exchange Act of 1934, as amended) to the City or the Authority; (c) the Underwriter has not assumed an advisory or fiduciary responsibility in favor of the City or the Authority with respect to the offering that is contemplated hereby or the discussions, undertakings and procedures leading thereto (irrespective of whether the Underwriter has provided other services or is currently providing other services to the City or the Authority on other matters); (d) the Underwriter has financial and other interests that may differ from and be adverse to those of the Authority and the City; and (e) the Authority and the City have consulted their own legal, financial, accounting, tax and other advisors to the extent that they have deemed appropriate. Section 1. Purchase and Sale. Upon the terms and conditions and upon the basis of the representations, warranties and agreements herein, the Underwriter hereby agrees to purchase, and the Authority hereby agrees to issue, sell and deliver to the Underwriter all (but not less than all) of the