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• BOND PURCHASE AGREEMENT $490, 000 City of Batesville, Arkansas Water and Sewer Revenue Bonds, Series 2005 City of Batesville, Arkansas January 25, 2005 Ladies and Gentlemen: The City of Batesville, Arkansas (the "Issuer" ) and The Citizens Bank, Batesville, Arkansas (the "Bank" ) are entering into this Bond Purchase Agreement (the "Agreement" ) for the purchase by the Bank and the sale by the Issuer of the Bonds of the Issuer more particularly described below. The terms of this Agreement are : 1 . Upon the terms and conditions and upon the basis of the representations herein set forth, the Bank hereby agrees to purchase from the Issuer and the Issuer hereby agrees to sell to the Bank the entire principal amount of an issue of bonds designated "City of Batesville, Arkansas Water and Sewer Revenue Bonds, Series 2005" (the "Bonds" ) to be issued under and secured by Ordinance No. of the Issuer (the "Authorizing Ordinance" ) in the form heretofore delivered by the Issuer, with only such changes therein as shall be mutually agreed upon between the Issuer and the Bank. 2 . The Bonds are being issued for the purpose of financing the cost of various improvements to the sewer facilities of the Issuer ' s waterworks and sewer system (the "System" ) and paying expenses of issuing the Bonds . The Bonds shall be secured by a pledge of revenues derived from the System, as set forth in the Authorizing Ordinance . 3 . The Bonds shall be dated, shall be payable and shall bear interest as set forth in the Authorizing Ordinance . The Citizens Bank, Batesville, Arkansas shall be trustee for the bondholders and paying agent (the "Trustee" ) . 4 . The Bonds or portions thereof shall be subject to redemption prior to maturity as set forth in the Authorizing Ordinance . 5 . The Bank hereby agrees to purchase all of the Bonds from the Issuer and the Issuer hereby agrees to sell all of the Bonds to the Bank at a price of 100% of the principal amount of the Bonds, plus interest accrued thereon, if any, from the date of the Bonds to the date of Closing as hereinafter defined. The sale and purchase of the Bonds shall take place at a closing (the "Closing" )