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40 Florida Health Facilities Corp. (of Indian River County) March 16, 1983 Page 4 enforcement of any of your agreements herein contained. This indemnity shall be superseded by a similar indemnity in the Agreement and, in the event the bonds are not delivered, this indemnity shall survive the termination of the agreement resulting from your acceptance of this proposal. 7. If. it becomes evident at any time, in the opinion bond counsel to the Issuer, that the interest on the bonds will not: be exempt from federal income taxation on the proposed date delivery of the bonds, and/or that you are or will be incapable or unwilling to perform your obligations under the Agreement and Note, when executed and delivered, this proposal, if accepted by you, may be terminated at the option of the Issuer, and neither party shall have any rights against the other and no third party shall. have any rights against either party except as provided in paragraphs 5(a), (b) and (c) of this proposal. of of. of 8. The Issuer has not undertaken any definitive review of your financial statements, nor has it received from you a commitment from a lending institution in regard to the financing for. the Project. The Issuer expressly reserves the right to review such statements and/or commitment and to decline to issue the bonds unless the Issuer finds that you are financially respon- sible and fully capable and willing to fulfill your obligations under the proposed Agreement and vote. If this proposal shall be satisfactory to you, please execute and date the acceptance statement below, and provide an accepted copy to the Issuer, whereupon this proposal will consti- tute an agreement in principle with respect to the matters herein contained. i Yours very truly, Z, /_/Z" (SEAL) INDIAN R VER COUNTY, FLORIDA �i RICHARD N. BIRD, Chairman Board of County Commissioners Attested and Cquntersigned: Clerk, Board of CoAhty Commissioners