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Ca111BIT C TO COINTRACT OF PURCIIASG Opinion of Charics P. Vitunac, County Attorney Re: Indian River County, Florida Refunding Revenue Bonds, Series 1992 Indian River County, Florida 1840 25th Street Vero Beach, Florida 32960 William R. Hough & Co. Suite 800 1.00 Second Avenue South St. Petersburg, Florida 33701 Ladies and Gentlemen: Rhoads & Sinon Suite 299 299 W. Camino Gardens Blvd. Boca Raton, Florida 33432 I have acted as counsel to Indian River County, Florida (the "County") in connection with the authorization, sale, issuance and delivery of the Refunding Revenue Bonds, Series 1992, dated as of December 1, 1992, in the aggregate principal amount of $7,530,000 (the "Series 1992 Bonds"), of the County. The Series 1992 Bonds are issued as the third installment of revenue bonds of the County heretofore authorized under the Resolution (hereinafter defined) in the maximum aggregate principal amount of $25,000,000. The first installment of said bonds was heretofore issued in the aggregate principal amount of $9,855,000 of which $7,945,000 aggregate principal amount are presently outstanding. The second installment- of said bonds was heretofore issued in the aggregate principal amount of $3,655,000 of which $3,005,000 aggregate principal amount are presently outstanding. Said authorized bonds, together with any Additional Parity Obligations hereafter issued under the terms and conditions provided in the Resolution are herein referred to as the "Bonds". The Series 1992 Bonds are issued pursuant to the Constitution and laws of the State of Florida, including particularly Chapters 125 and 279, Florida Statutes (1991), as amended; County Ordinance No. 77-19, duly enacted by the Board of County Commissioners of the County (the "Board") on August 3, 1977, as amended (the "Ordinance"); Resolution No. 85-75 duly adopted by the Board on July 10, 1985, as amended and supplemented, including without limitation the amendments and supplements made by Resolution No. 92- duly adopted by the Board on. 1992 (the "Resolution"); and other applicable provisions of law.