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<br />!z 'RESOLUTION AUTHORIZING THE ISSUANCE OF NOT EXCEEDING
<br />$5,165,000 IMPROVEMENT BONDS, SERIES NO. 21 OF INDIAN RIVER
<br />Q COUNTY, FLORIDA, TO FINANCE THE COST OF THE ACQUISITION AND
<br />CONSTRUCTION OF CERTAIN SEWAGE COLLECTION AND TREATMENT
<br />IMPROVEMENTS TO THE COMBINED WATER AND SEWER SYSTEM OF THE
<br />COUNTY; PROVIDING FOR THE RIGHTS OF THE HOLDERS THEREOF AND
<br />PLEDGING FOR THE PAYMENT THEREOF THE PROCEEDS FROM SPECIAL
<br />ASSESSMENTS FOR IMPACT FEES LEVIED AGAINST PROPERTY SPECIALLY
<br />.`. BENEFITED BY SUCH IMPROVEMENTS; AND PROVIDING AN EFFECTIVE
<br />DATE,'
<br />60
<br />DULY ADOPTED ON MARCH 20, 1985, BY MAKING CERTAIN TECHNICAL
<br />CORRECTIONS TO CONFORM TO THE LOAN COMMITMENT BY FLORIDA
<br />NATIONAL BANK WITH RESPECT TO THE BONDS; AND PROVIDING AN
<br />OG3f EFFECTIVE DATE."
<br />(Resolution No. 85.36, as amended by Resolution No, 85-62 is hereinafter referred
<br />to as the "Series No. 2 Resolution").
<br />3,20, Florida National Bank, Jacksonville, Florida (hereinafter, the
<br />"Holder" or "Florida National"), is the Registered Owner of all of the
<br />outstanding Bonds, In the aggregate outstanding principal amount, as of the date
<br />hereof, of $2,797,675,
<br />3.30, The Holder has agreed to sell and assign, without recourse, or
<br />otherwise transfer the ownership of, all of the Bonds outstanding on the date of
<br />assignment (hereinafter, the 111988 Closing Date") to Ford Motor Credit Company
<br />(hereinafter, the "Purchaser"), upon the Holder's receipt of immediately
<br />available funds in an amount equal to the aggregate outstanding principal amount
<br />of Bonds as of the 1988 Closing Date (hereinafter, the "Principal Amount"), plus
<br />accrued interest thereon to such date, in accordance with the original terms of
<br />the Bonds (hereinafter, the "Interest Amount").
<br />3.401 The Purchaser has agreed to purchase all of the outstanding
<br />Bonds on the 1988 Closing Date, at a lower effective interest cost to the County,
<br />in accordance with the terms and provisions of that certain Memorandum of
<br />Purchase attached hereto as Exhibit I (hereinafter, the "Commitment") and made a
<br />part hereof, by (A) paying the Holder, in accordance with Article 3.30, the
<br />Principal Amount, in exchange for the Holder's assignment of the Bonds to the
<br />Purchaser; (B) on or prior to the 1988 Closing Date, consenting and agreeing in
<br />writing to certain modifications and amendments to the Bonds and the Series No. 2
<br />Resolution, as set forth herein; and (C) on the 1988 Closing Date, providing such
<br />written assurances of the same and any related closing documents as are
<br />reasonably required by bond counsel for the County (hereinafter, "Bond Counsel"),
<br />3.50. The County has made provision to pay to the Holder, on the 1988
<br />Closing Date, the Interest Amount.
<br />3.60. All moneys on deposit or deposited, from time to time, in the
<br />Construction Fund with respect to the Project have been properly expended to pay
<br />allowable coats of the Project, in accordance with the Series No, 2 Resolution,
<br />and there are no funds remaining in the Construction Fund or anticipated to be
<br />deposited therein, as of the date hereof.
<br />3.70. The County has made, and the Bond Registrar has properly
<br />applied, the following principal payments and prepayments with respect to the
<br />Bonds:
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