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4110
<br />3.30. The Holder has agreed to sell and assign, without recourse, or
<br />otherwise transfer the ownership of, all of the Bonds outstanding on the date of
<br />assignment (hereinafter, the "1988 Closing Date") to Ford Motor Credit Company
<br />(hereinafter, the "Purchaser"), upon the Holder's receipt of immediately
<br />available funds in an amount equal to the aggregate outstanding principal amount
<br />of Bonds as of the 1988 Closing Date (hereinafter, the "Principal Amount"), plus
<br />accrued interest thereon to such date, in accordance with the original terms of
<br />the Bonds (hereinafter, the "Interest Amount").
<br />3.40. The Purchaser has agreed to purchase all of Bonds outstanding on
<br />the 1988 Closing Date, at a lower effective interest cost to the County, in
<br />accordance with the terms and provisions of that certain Memorandum of Purchase
<br />attached hereto as Exhibit I (hereinafter, the "Commitment") and made a part
<br />hereof, by (A) paying the Holder, in accordance with Article 3.30, the Principal
<br />Amount, in exchange for the Holder's assignment of the Bonds to the Purchaser;
<br />(B) on or prior to the 1988 Closing Date, consenting and agreeing in writing to
<br />certain modifications and amendments to the Bonds and the Series No. One
<br />Resolution, as set forth herein; and (C) on the 1988 Closing Date, providing
<br />such written assurances of the same and any related closing documents as are
<br />reasonably required by bond counsel for the County (hereinafter, "Bond Counsel").
<br />3.50. The County has made provision to pay to the Holder, on the 1988
<br />Closing Date, the Interest Amount.
<br />3.60 All moneys on deposit or deposited, from time to time, in the
<br />Construction Fund with respect to the Project have been properly expended to pay
<br />allowable costs of the Project, in accordance with the Series No. One Resolution,
<br />and there are no funds remaining in the Construction Fund or anticipated to be
<br />deposited therein, as of the date hereof.
<br />3.70 The County has made the following principal payments and
<br />prepayments with respect to the Bonds:
<br />01.02-86
<br />05-05.86
<br />10-31-86
<br />04-29-87
<br />05-01-88
<br />1988.
<br />Amount of
<br />Principal Payment
<br />$324,539.90
<br />275,460.10
<br />350,000.00
<br />480,000.00
<br />190,000.00
<br />Principal Balance
<br />After Payment
<br />$2,050,000.00
<br />1,725,460.10
<br />1,450,000.00
<br />1,100,000.00
<br />620,000.00
<br />430,000.00
<br />3.80. The County has paid all interest on the Bonds through May 1,
<br />3.90. It is, therefore, necessary and desirable to adopt this 1988
<br />Amending Resolution to amend and supplement the Series No. One Resolution with
<br />regard to certain interest rate, payment, redemption and flow -of -funds
<br />provisions applicable to the Bonds; to modify such Bonds accordingly; and to
<br />establish certain provisions regarding: (i) compliance with applicable federal
<br />income tax laws, (ii) assignment of the Bonds by the Holder to the Purchaser,
<br />(iii) payment to the Holder of the Principal Amount and the Interest Amount, (iv)
<br />execution and delivery of, and performance by the County and the Purchaser of
<br />their respective obligations under, all closing documents required in connection
<br />herewith, as approved by Bond Counsel (hereinafter, the "Closing Documents"),
<br />and (v) satisfaction by the County and the Purchaser of any other requirements,
<br />as approved by Bond Counsel, with respect hereto. The transaction contemplated
<br />hereunder is hereinafter referred to as the "1988 Transaction."
<br />ARTICLE 4 AMENDMENTS TO SERIES N0, ONE RESOLUTION. The Series No.
<br />One Resolution is hereby amended, as follows:
<br />4.10. Section 2, beginning on page 1, shall be modified by (A)
<br />changing the definition of "Bond Registrar", appearing in 2.E., from "Florida
<br />
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