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SECOND AMENDMENT TO TAX EXEMPTION AGREEMENT
<br /> THIS SECOND AMENDMENT TO TAX EXEMPTION AGREEME T, dated July 24,
<br /> 2014, among the City of Decatur, Macon County, Illinois (the "Issuer"), Decatur Memorial
<br /> Hospital, an Illinois not for profit corporation (the "Corporation") and Hic ory Point Bank &
<br /> Trust, fsb, as bond trustee for the hereinafter-described Series 2010 Bonds (the"Bond Trustee").
<br /> WHEREAS, the Issuer heretofore issued its (i) $6,280,000 Hospita Facility Revenue
<br /> Bonds, Series 2010A (Decatur Memorial Hospital), (ii) $5,000,000 Hospit Facility Revenue
<br /> Bonds, Series 2010B (Decatur Memorial Hospital), (iii) $4,405,000 Hospita� Facility Revenue
<br /> Bonds, Series 2010C (Decatur Memorial Hospital) and (iv) $2,675,000 Hospital Facility
<br /> Revenue Bonds, Series 2010D (Decatur Memorial Hospital) (collectively,; the "Series 2010
<br /> Bonds"), each dated December 22, 2010; and
<br /> WHEREAS, in connection with the Series 2010 Bonds, a Tax Exemption Agreement
<br /> dated December 22, 2010 was entered into among the Issuer, the Corpor ion and the Bond
<br /> Trustee and amended by the Amendment to Tax Exemption Agreement dated January 25, 2012
<br /> (collectively, the "Tax Exemption Agreement"); and
<br /> WHEREAS, the Corporation designated the Series 2010 Bonds as "Qu lifted Tax-Exempt
<br /> Obligations" pursuant to and as defined in Section 265(b)(3) of the Interna Revenue Code of
<br /> 1986, as amended (the "Code"); and
<br /> WHEREAS, pursuant to Ordinance No. 2012-01, the Issuer previdusly approved the
<br /> reissuance and current refunding of a portion of the Series 2010 Bonds which the Corporation
<br /> completed on January 25, 2012 (the "2012 Refunding"); and
<br /> WHEREAS, the Corporation has requested that the purchasers of the I Series 2010 Bonds
<br /> (the "Purchasers") consider providing additional interest rate relief on the Se ies 2010 Bonds so
<br /> as to reduce the total interest cost of the Series 2010 Bonds; and
<br /> WHEREAS, the Purchasers have agreed to offer such additional reduction in the total
<br /> interest cost of the Series 2010 Bonds in the form of interest rate reductions on the remaining
<br /> portion of the Series 2010 Bonds that were not part of the 2012 Refunding, on the condition that
<br /> the Series 2010 Bonds remain "Qualified Tax-Exempt Obligations"pursuant oto and as defined in
<br /> Section 265(b)(3) of the Code; and
<br /> WHEREAS, such additional interest rate reductions on a portion f the Series 2010
<br /> Bonds in the aggregate principal amount of$4,773,600 will constitute a rei suance and current
<br /> refunding of that portion of the Series 2010 Bonds under the Code (the "2014 Refunding"); and
<br /> WHEREAS, in order to provide for the 2014 Refunding and the reregistration of the
<br /> Series 2010 Bonds the Issuer adopted "AN ORDINANCE authorizing the partial reissuance and
<br /> current refunding of a portion of $11,934,000 Hospital Facility Revenue Ponds, Series 2010
<br /> (Decatur Memorial Hospital) (the "Series 2010 Bonds") by the City of Dec ur, Macon County,
<br /> Illinois (the "City") and the reregistration of the Series 2010 Bonds; approvi g the execution and
<br /> delivery of a Second Supplemental Bond Trust Indenture and a Second Amendment to Tax
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