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Section 218.385, Florida Statutes, a copy of which is to be attached as an exhibit to the Purchase Agreement. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF INDIAN RIVER COUNTY, FLORIDA: SECTION 1. The issuance of not to exceed $7,500,000 of Indian River County, Florida Recreational Revenue Refunding Bonds, Series 2003 by the Issuer is hereby approved upon the terms and conditions set forth in the Authorizing Resolution as supplemented by this Resolution. All capitalized terms not otherwise defined herein shall have such meaning as is assigned to such term in the Authorizing Resolution. The County Administrator shall cause the Refunded Bonds to be called for redemption on September 2, 2003. SECTION 2. Due to the willingness of the Underwriter to purchase the Bonds at favorable interest costs and the importance of timing in the marketing of such obligations, it is hereby determined that (i) it is in the best interest of the public and the Issuer to sell the Bonds at a negotiated sale, and (ii) such sale to the Underwriter pursuant to the terms and conditions contained in the Purchase Agreement and herein is hereby authorized and approved, subject to full satisfaction of the conditions set forth in this Section. The Purchase Agreement in the form of Exhibit A hereto is hereby approved, provided however, such Purchase Agreement shall not be executed by the Chairman, the Vice Chairman or the County Administrator until such time as all of the following conditions have been satisfied: (A) The County Administrator is hereby authorized to receive the offer to purchase the Bonds by the Underwriter substantially in the form of the Purchase Agreement. The Chairman or Vice Chairman of the Board of County Commissioners or County Administrator are hereby authorized to execute such Purchase Agreement in substantially the form attached as Exhibit "A," with the approval of the County Attorney as to form and legal sufficiency, with such additional changes, insertions and omissions therein as do not change the substance thereof and as may be approved by the said officers of the Issuer executing the same, such execution to be conclusive evidence of such approval. The Chairman or Vice Chairman of the Board of County Commissioners or the County Administrator is hereby authorized to award the sale of the Bonds upon the County Administrator's determination that the offer submitted by the Underwriter for the purchase of all of the Bonds is within all of the following parameters: (i) the issuance of not exceeding $7,500,000 aggregate principal amount of Bonds, (ii) an underwriting discount (excluding original issue discount) not in excess of $5.00 per $1,000 of the principal amount of the Bonds, (iii) the final maturity of the Bonds not later than September 1, 2016, (iv) the net interest cost on the Bonds not greater than 3.80%, and (v) a net present value savings in refunding the Refunded Bonds not less than 6.0% of the par amount of such Refunded Bonds. (B) The Bonds shall be dated, shall bear interest payable at the times, shall mature and shall be subject to redemption as provided in the Purchase Agreement. The use of the proceeds of the Bonds, shall be as provided herein and in the Official Statement relating to the Bonds. 2