Okaloosa County BOCC — March 18, 2014 — Agreement to release SAR letter

Hancock Bank PUBLIC FINANCE DEPARTMENT March 10, 2014 Honorable Board of County Commissioners of Okaloosa County, Florida C/o: Mr. Gary Stanford Finance Officer Okaloosa County, Florida C/o: = Mr. Mark Galvin Senior Vice President First Southwest Re: $5,000,000 Beach Restoration Revenue Note, Series 2012 Amending the loan documents to release the pledge of Special Assessment Revenues Dear Commissioners: The County’s financial adviser, First Southwest, has requested that Hancock Bank consider relinquishing its rights to the pledge of “Special Assessment Revenues” (SARs) that are currently pledged toward the repayment of the above referenced loan. In addition to the SARs the loan is also secured by the proceeds of the County’s 1* penny Tourist Development Tax (TDT) and certain funds and accounts established in conjunction with the issuance of the 2012 Note. Hancock Bank very much desires to work with the County and to give the Board of Commissioners the flexibility it needs to deal with its constituents and stakeholders. Given the sufficiency of the TDT revenues, Hancock Bank would agree to release the pledge of Special Assessment Revenues toward the Series 2014 Note. Our offer is contingent upon the County’s Bond Counsel (Nabors, Giblin & Nickerson) working closely with us regarding any amendments to the Note Resolution and other loan documents that would be necessary to effect the release of the SARs lien. 113 Designer Circle / Dothan, AL 36303 334-792-8422 / Fax 334-792-8424 / Toll Free (888) 516-7373 Okaloosa County Beach Restoration Revenue Note, Series 2014 Page 2 The Bank would need to review and approve all changes to the loan documents (reflecting this release of lien) prior to adoption and/or execution. In addition, the County’s Bond Counsel would provide to Hancock Bank an opinion letter (addressed to the Bank) in a form and substance acceptable to the Bank. The opinion letter would provide assurances to us that no changes are being made to the loan security and terms, other than the releasing of the lien on the Special Assessment Revenues. Please let me know if you need additional information. Sincerely, HANCOCK BANK An ELE Steven E. Cole Senior Vice President Public Finance Department