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r <br />Florida Health Facilities Corp. <br />(of Indian River County) <br />March 16, 1983 <br />Page 2 <br />hereby makes the following proposal: <br />51 <br />9 <br />1. The Issuer will issue its industrial development <br />revenue bonds in an aggregate principal amount not to exceed <br />$3,500,000 for the purpose of paying the cost of the acquisition, <br />construction and equipment of the Project, pursuant to preliminary <br />general plans and specifications relating to such facilities which <br />are on file in the office of the Clerk of the Governing Body. The <br />bonds will be issued in such aggregate principal amount, mature at <br />such times, bear interest at such rags and be subject to such <br />other terms as shall be agreed upon among you and the Issuer and <br />the bondholders. <br />Mortgage and Security Agreement <br />2. You and the Issuer will enter ino a Loan Agreement, <br />(the "Agreement") which shall pro- <br />vide for a loan of bond proceeds by the Issuer to you for the <br />purpose of the acquisition, construction and equipment of the <br />Project, and you will execute and deliver a promissory note (the <br />"Note") evidencing the loan. The Agreement shall be assigned <br />either to a bank trustee for the benefit and protection of the <br />bondholders, or to the bondholders. The installment payments to <br />be made by you pursuant to the Agreement and Note shall be pledged <br />to the payment of the principal of, interest on and redemption <br />premium, if any, applicable to the bonds and the fees and expenses <br />of the trustee, -if any. The aggregate principal amount of the <br />bonds shall only be fully sufficient to pay the cost of the <br />Project, the cost and expenses of financing the same and the <br />expenses of you, -the trustee, if any, and the Issuer related <br />thereto. <br />3. The Issuer will cooperate in the preparation of the <br />Agreement,'the Note, the trust indenture, if any, and the neces- <br />sary resolutions for the authorization and sale of the bonds. <br />4. Upon delivery of the bonds, the provisions of this <br />proposal and the agreement resulting from its acceptance by you <br />shall have no further effect, and in the event of any inconsis- <br />tency between the terms of this proposal and the terms of the <br />Agreement and the Note in the form in which they shall be finally <br />approved by resolution of the Governing Body, the provisions of <br />the;Agreement and Note as so approved shall control. <br />5. Upon acceptance by you of this proposal, the Issuer <br />shall keep open and outstanding this commitment and inducement to <br />You for a reasonable time so long as you shall be proceeding with <br />appropriate efforts toward conclusion of any arrangements neces- <br />sary to the Project, and (after finding the Borrower financially <br />