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26031-7 JHHW:EME.pab 12.02%86 P2356
<br />CITY OF PLEASANTON IMPROVEMENT BONDS
<br />ASSESSMENT DISTRICT NO. 1986-8,
<br />HACIENDA BUSINESS PARK--PHASE II
<br />(ALAMEDA COUNTY, CALIFORNIA)
<br />PURCHASE CONTRACT
<br />December 2, 1986
<br />City Council
<br />City of Pleasanton
<br />200 Bernal Avenue
<br />Pleasanton, California 94566
<br />Honorable Members of the Council:
<br />The undersigned, Prudential-Bache Securities Inc. (hereinafter called the "Underwriter"), offers to
<br />enter into the following agreement with the City of Pleasanton (hereinafter sometimes called the
<br />"City"), which, upon the City's acceptance of this offer, will be binding upon the City and upon the
<br />Underwriter. This offer is made subject to the City's acceptance of this Purchase Contract on or
<br />before December 2, 1986, and, if not so accepted, will be subject to withdrawal by the Underwriter
<br />upon written notice delivered to the City at any time prior to the acceptance hereof by the City.
<br />Section 7. Upon the terms and conditions, and upon the basis of representations set forth herein,
<br />the Underwriter hereby agrees to purchase from the City, and the City hereby agrees to sell and
<br />deliver to the Underwriter, $25,670,000 aggregate principal amount of the City of Pleasanton
<br />Improvement Bonds, Assessment District No. 1986-8, Hacienda Business Park--Phase II (hereinafter
<br />called the "Bonds"). The Bonds shall be dated December 2, 1986, and shall have the maturities and
<br />bear interest at the rates per annum shown on Exhibit "A" hereto, such interest being payable
<br />semiannually on March 2 and September 2, commencing September 2, 1987. The purchase price for
<br />the Bonds shall be $25,189,971, plus interest, if any, accrued on the Bonds from December 2, 1986, to
<br />the date of the payment for and delivery of the Bonds pursuant to paragraph 9 hereof {such payment
<br />for and delivery of the Bonds, and the other actions contemplated hereby to take place at the time of
<br />such payment and delivery, is herein sometimes called the "Closing").
<br />Section 2. The Preliminary Offering Memorandum, including the cover page and appendices
<br />thereto, of Prudential-Bache Securities Inc., dated November 24, 1986, relating to the Bonds (the
<br />"Preliminary Offering Memorandum"), as amended to conform to the terms of this Purchase Contract,
<br />including Exhibit "A" hereto, and with such other changes and amendments as are mutually agreed to
<br />by the City and the Underwriter, is hereinafter called the "Offering Memorandum".
<br />Section 3. The Bonds shall be as described in the Offering Memorandum and shall be issued and
<br />secured under the provisions of a Resolution adopted by the City Council on December 2, 1986 (the
<br />"Resolution"), authorizing the issuance of the Bonds. The Bonds and interest thereon will be payable
<br />from unpaid special assessments (the "Assessments") levied and collected with interest, in accordance
<br />with the Resolution, and from the Reserve Fund as defined and provided in the Resolution establishing
<br />the Reserve Fund. Proceeds of the sale of the Bonds will be used by the City in accordance with the
<br />Resolution to acquire and construct the Improvements (as defined in Resolution of Intention No. 86-
<br />470, adopted by the Council of the City on October 7, 1986, and as described in the Offering
<br />Memorandum. The Resolution, Resolution of Intention No. 86-470, and all actions, agreements and
<br />proceedings related thereto had and taken pursuant to the Municipal Improvement Act of 1913 (the
<br />"1913 Act"), the Improvement Bond Act of 1915 (the "Bond Law") and all other applicable laws are
<br />herein collectively referred to as the "Proceedings".
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