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Boa 915 fAGF 55i RESOLUTION NO. 95-75 Financial Advisor. The County has retained Fishkind & Associates, Inc., Orlando, Florida, as financial advisor (the "Financial Advisor") in connection with the preparation of the County's plan of financing and with respect to the authorization and issuance of Bonds. The Financial Advisor is not obligated to undertake and has not undertaken to make, an independent verification or to assume responsibility for the accuracy, completeness, or fairness of the information contained in the Official Statement. The fees of the Financial Advisor will be paid from proceeds of the Bonds and such payment is contingent upon the issuance of the Bonds. Bond Counsel and Disclosure Counsel. Bryant, Miller and Olive, P.A., Tallahassee, Florida represents the County as Bond Counsel. Squire, Sanders & Dempsey, Jacksonville, Florida ("SS&D"), represents the County as Disclosure Counsel with respect to the issuance of the Bonds. As Disclosure Counsel, SS&D is not obligated to undertake and has not undertaken to make, an independent verification of or an assumption of responsibility for the accuracy, completeness, or fairness of the information contained in the Official Statement. The fees of Bond Counsel and Disclosure Counsel will be paid from proceeds of the Bonds, and such payment is contingent upon the issuance of the Bonds. UNDERWRITING The Underwriter shown on the cover _ page hereof has agreed, subject to the proceeding authorizing the issuance of the Bonds, to purchase the Bonds from the County at a price of $ ($ par amount, less original issue discount of $ and Underwriter's discount of $ ), plus accrued interest from their date, for the purpose of resale. The Underwriter has furnished the information on the cover page of this Official Statement pertaining to the public offering price of Bonds. The public offering price of Bonds may be changed from time to time by the Underwriter, and the Underwriter may allow a concession from the public offering price to certain dealers. None of Bonds will be delivered by the County to the Underwriter unless all of Bonds are so delivered. BOND RATINGS Moody's Investors Service and Standard & Poor's Ratings Group anticipate assigning the Bonds the ratings of _ and , respectively, on the understanding that the standard policy of municipal bond insurance insuring the timely payment of the principal of and interest on such Bonds will be issued by upon delivery of the Bonds; however, the provision of municipal bond insurance is optional as further described in the Official Notice of Sale. There is no assurance that any such ratings will continue for any given period of time or that they will not be lowered or withdrawn entirely by the rating agencies, or any of them, if in their judgment circumstances so warrant. A downward change in or withdrawal of such ratings, or any of them, may have an adverse effect on the market price of the Bonds. An explanation of the significance of the ratings can be received from the rating agencies. DISCLOSURE MATTERS Certificate as to Official Statement The execution and delivery of this Official Statement has been duly authorized by the County. At the time of delivery of Bonds to the Underwriter, the County will provide to the Underwriter a certificate (which may be included in a consolidated closing certificate of the County), signed by those 3247/IND3WM-9/P0S-BODY-1 25 102 June 20, 1995