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40 <br />40 <br />.i <br />EXHIBIT A <br />General Development Utilities, Inc. <br />Miami, Florida <br />RE: Proposed financing by General Development Utilities, <br />Inc., of industrial facilities for the furnishing of sewerage <br />services (the "Project") situated in Indian River County <br />with industrial development revenue bonds issued by the <br />County. <br />Gentlemen: <br />Based upon recent discussions with officials of General Development <br />Utilities, Inc. (the "Borrower"), it is the understanding of the officials and represen- <br />tatives of Indian River County, Florida (the "Issuer"), that the Borrower is currently <br />considering the acquisition and construction of industrial facilities for the furnishing <br />of sewerage services (the "Project") situated within Indian River County, that the <br />Project will cost approximately $4,024,000 and that the willingness of the Issuer to <br />issue and sell its industrial development revenue bonds for the purpose of financing the <br />Project is an important fact under consideration by the Borrower in determining the <br />extent of the feasibility of the Project. <br />The Issuer has determined that the Issuer's issuance of its bonds to assist <br />the Borrower by financing such Project will serve a public purpose by advancing the <br />economic prosperity, the public health and the general welfare of the State of Florida <br />and its people. <br />Accordingly, in order to induce the Borrower to incur expenses for the <br />initiation of such Project and its financing, the Issuer hereby makes the following <br />proposal: <br />1. The Issuer will issue its industrial development revenue bonds in a <br />principal amount not to exceed $4,024,000 for the purpose of paying the cost of the <br />Project. The bonds will be issued in such aggregate principal amount, mature at such <br />times, bear interest at such rates and be subject to such other terms as shall be agreed <br />upon between the Issuer and the Borrower. <br />2. The Issuer and the Borrower will enter into a Loan Agreement which <br />shall provide for the loan of the bond proceeds to the Borrower for the acquisitio::, <br />construction and equipping of the Project and repayment of the loan by the Borrower <br />or an Installment Sale Agreement which shall provide for the acquisition, construction <br />and equipping of the Project from the bond proceeds and sale of the Project to the <br />Borrower, as purchaser (alternatively, the "Agreement"). The Borrower's performance <br />of its obligations, financial and otherwise, under the Agreement shall be secured by a <br />first mortgage lien on Project real property and a security interest in the project <br />machinery and equipment for the benefit and protection of the bondholders. The <br />payments to be made by the Borrower in repayment of the loan, or for the purchase <br />price, pursuant to the Agreement shall be pledged to the payment of the principal of, <br />interest on and redemption premium, if any, applicable to the bonds and the fees and <br />expenses of the trustee. Upon payment in full under the Agreement, the lien of the <br />trust indenture and the Agreement shall be discharged. The payments shall be fully <br />