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1987-139
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1987-139
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9/2/2022 9:33:01 AM
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Resolutions
Resolution Number
1987-139
Approved Date
11/24/1987
Resolution Type
INDUSTRIAL DEVELOPMENT REVENUE REFUNDING BONDS
Subject
financing the acquisition of a Health Care Facility by Fl. Convalescent Centers, Inc.,
consisting of an 91-bed Nursing Home providing for issuance by ORC
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• <br />principal amount of the Bonds redeemed, plus accrued interest thereon to <br />the date fixed for redemption, on a Business Day not later than 60 days <br />after the Borrower receives notice from the Trustee of a Determination of <br />Taxability. As used here, "Determination of Taxability" means a final <br />determination by the Internal Revenue Service or a court of competent <br />jurisdiction that the interest payable on any Bond is for any reason <br />includable for federal income tax purposes in the gross income of any <br />holder or former holder thereof, other than during any period in which <br />such holder or former holder is or was a "substantial user" of the Project <br />or a "related person" within the meaning of Section 147(a) of the Internal <br />Revenue Code of 1986, as amended, or, if applicable, its predecessor <br />provisions, and the applicable regulations thereunder; provided, however, <br />that no "Determination of Taxability" shall be deemed to have occurred <br />unless such holder or former holder gives the Borrower and the Trustee <br />prompt written notice of such determination and the Borrower has been <br />afforded the opportunity to contest the same either directly or in the <br />name of the holder or former holder of such Bond, and until a conclusion <br />of any appellate review, if sought. Upon the occurrence of a <br />Determination of Taxability, the Bonds shall be redeemed in whole unless, <br />in the opinion of Bond Counsel, the interest payable on the Bonds <br />remaining outstanding after such redemption would not be includable in the <br />gross income of any holder thereof for federal income tax purposes (other <br />than during any period in which such holder is a "substantial user" of the <br />Project or a "related person"). If the Indenture is discharged as <br />described in Section 9 below prior to the occurrence of a Determination of <br />Taxability, the Bonds will not be redeemed as described in this paragraph. <br />(e) Redemption Upon the Occurrence of Certain Extraordinary <br />Events. The Bonds are subject to redemption prior to maturity as a whole <br />at any time at a redemption price equal to the principal amount thereof, <br />plus accrued interest to the date fixed for redemption, at the option of <br />the Borrower upon the occurrence of any of the following events and <br />subject to the following conditions: <br />(i) if title to, or the permanent use of, or use for a <br />limited period of, substantially all of the Project, is <br />condemned or the subject of an agreement with, or action by, a <br />public authority in the nature of or in lieu of condemnation <br />proceedings; or <br />(ii) if the Borrower's title to substantially all of the <br />Project is found to be deficient to the extent that the <br />efficient utilization thereof by the Borrower is substantially <br />impaired; or <br />(iii) if substantially all of the Project is damaged or <br />destroyed by fire or other casualty; or <br />(iv) if as a result of any changes in the Constitution of <br />the United States of America or of the State of Florida, or of <br />legislative or administrative action, or failure of <br />A=9 <br />
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