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w <br />[Form of back of Bond] <br />1. Indenture. This Bond is one of a series of bonds designated <br />"INDIAN RIVER COUNTY, FLORIDA, VARIABLE RATE DEMAND/FIXED RATE INDUSTRIAL <br />DEVELOPMENT REVENUE REFUNDING BONDS, (FLORIDA CONVALESCENT CENTERS, INC. <br />PROJECT) SERIES 1987 aggregating Four Million Eight Hundred Thousand <br />Dollars ($4,800,000) in principal amount (the "Bonds"), issued pursuant to <br />(i) the Constitution and laws of the State of Florida, particularly the <br />Florida Industrial Development Financing Act (being Part II of Chapter <br />159, Florida Statutes, as amended) (the "Act"), (ii) certain proceedings <br />of the Issuer and (iii) and Indenture of Trust dated as of 11987 <br />(together with all amendments and supplements thereto, called the <br />"Indenture"), between the Issuer and Third National Bank in Nashville, as <br />trustee (together with any successor trustee under the Indenture, the <br />"Trustee"). The terms of the Bonds include those stated in the Indenture, <br />and the Bonds are subject to all such terms. The registered owner of this <br />Bond is referred to the Indenture (a copy or which is on file at the <br />principal corporate trust office of the Trustee) for a complete statement <br />of such terms, to which the owner hereof, by acceptance of this Bond, <br />assents. <br />2. Loan Agreement: Revenues. The Issuer and Florida Convalescent <br />Centers, Inc. (the "Borrower"), have entered into a Loan Agreement dated <br />as of , 1987 (together with all amendments and supplements <br />thereto, the "Loan Agreement"), pursuant to which the Issuer has loaned <br />the proceeds of the Bonds to the Borrower to refinance a portion of the <br />costs of construction and acquisition of certain projects authorized by <br />the Act (as defined in the Loan Agreement, the "Project"). Pursuant to <br />the Loan Agreement, the Borrower is obligated to make loan payments to the <br />Issuer sufficient to provide for the timely payment of the principal or <br />redemption price of and interest on, and the purchase price of, the Bonds <br />when due. As defined in the Indenture, "Revenues" include all payments to <br />the Issuer or the Trustee pursuant to the Loan Agreement, proceeds of the <br />Bonds and all moneys and securities on deposit in the funds and accounts <br />created by the Indenture and all other receipts of the Issuer attributable <br />to the refinancing of the Project by the issuance of the Bonds. The <br />Revenues are pledged under the Indenture for the equal and ratable benefit <br />of the holders from time to time of the Bonds and, to the extent provided <br />therein, to the payment of amounts due under the Credit Facility Agreement <br />(as defined in the Indenture) in accordance with the terms thereof. <br />3. Credit Facility. In order to secure the timely payment of the <br />principal or redemption price of and interest on, and the purchase price <br />of, the Bonds, there has been delivered to the Trustee an irrevocable <br />letter of credit dated the date of the initial delivery of the Bonds (the <br />"Letter of Credit") issued by the Toronto -Dominion Bank, acting through <br />its Chicago Branch (the "Bank"), in an initial stated amount equal to the <br />aggregate principal amount of the Bonds plus 55 days' interest thereon, <br />calculated at the rate of 158 (the "Maximum Rate", as such rate may be <br />increased pursuant to the Indenture). The Letter of Credit expires on the <br />fifth anniversary of the date of initial delivery of the Bonds, subject, <br />A-4 <br />