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R-91-0886
°,�y,��': 4 ,: it F - et i ,� r v7 2 `�is',�z�ul� ��.i `'EN p t .t P,Kq k-•;r JdJ� t- K {u oIr bN N06 It , WITH. ATTAC ( t A. RESOLUTION )OF THETTYF MtAMI, FLOkIDA, MOVIDINGPOR'1"` ; UNDiNG OFTHE OUTSTANDING = PbkTIGN GF THE ',CITY'S CERTIFICATES OF `. PARTIGIPATIC N, SPRIGS 1086; AUTHORIZING THE ISSUANCE BY THE. CITY' OF MIA'MI, FLORIDA OF NOT TO EXCEED $5,00090W IN AGGREGATE PRINCIPAL AMOUNT OF REFUNDING REVENUE ; BONDS, SERIES 1991 TO .. FINANCE TE COST,OF SUCHE.FUDING, FUND A :.. DEBT SERVICE RESERVE FUND, AND PAY THE COSTS OF r ISSUANCE OF SUCH BONDS; COVENANTING TO BUDGET AND APPROPRIATE,PAYMENT OF' THE PRINCIPAL AND INTEREST ON THE FONDS FR01VS THE CITYOS NON -AD VALOREM RE S; COVENANTING TO MAINTAIN AND COLLECT SPECIFIC AMOUNTS OFGOTIATED VALOREMAUTHORIZING A NE .RE SALE THE BONDS;: AND 'THE EXECUTION OF ' A OF PLACEMENT AGENT AGREEMENT AND A REIMBURSEMENT AGREEMENT WITH RESPECT TO THE BONDS; ` APPROVING ;A ` PRELIMINARY -PLACEMENT MEMORANDUM AND , ; AUTHORIZING A_ FIINTAOL MEMORANDUM WITH RESPECT THE , PLACEMENT AUTHORIZING THE EXECUTION AND DELIVERY OF AN ESCROW DEPOSIT AGREEMENT AND , APPOINT'iNG AN ESCROW, HOLDER; . APPOINTINGh A. REGISTRAR AND PAYING; -FOR THE BO1�fiDS; . MAIC� CERTAIN ,AGENT COVENANTS AND, - AGREEMENTS FOR: THE BENEF][T OF THE FOLDERS OF SUCH BONDS, AND -PROVIDING AN E i EFFEC'ITVE DATE. :I=Y' CONIIVIIS3IC { -? TTACHMENTS DEG 5 •' CONTIAlftiED x g 7 t3 . L,af e d.�.pv. nypb. , j:-MeC'.'f. !L'Sii'�Nrtc+n _tR•i� u:v`., Av�i _.. - x4 'caN kA'^^l rrrf tti�'A4i 3: 3 _ r 4R err '^ s f iz y c, WSOLUnox X0.�, ,. ,. Y; WITH ATTAC A S LUTION � OF THE � OF MIAMI, FLORIDA ^ tOVI1 NO FOi ' E REVUI 1 G OP THE OUTSTANDING POR'ION OE THE. CITY'S CERTIFICATES OF .. . PA1tTIGIPA"I~IO1N, SE;R S 1086, AUTHORIZING THE - ISSUANCE BY THE CITY OF.MiANII, FLORIDA OF NOT TO EXCEED $5,000, 000 IN AGGREGATE PRINCIPAL AMOUNT _., ;,. OF REFUNDING, REVENUE BONDS, SERIES 1991 TO SUCH )ING, . FUND A FINANCE THE ;COST . OF . FUND, DEBT SERVICE RESERVE F, AND PAY THE COSTS OF ISSUANCE OF SUCH BONDS; COVENANTING TO BUDGET AND APPROPRIATE PAS OF THE PRINCIPAL AND INTEREST ON THE BONDS FROM THE CiTY'S NON VALOREM REVENUES; COVENANTING TO AND COLLECT : SPECIFIC AMOUNTS OF NON -AD VALOREM 1tEVENUFS; AUTHORIZING A NEGOTIATED SALE ;OF THE BONDS AND THE EXECUTION OF A PLACEMENT AGENT AGREEMENT AND A REMUk§EMENT AGREEMENT WITH RESPECT TO THE BONDS; APPROVING ` A.. PREUMINARY PLACEMENT MEMORANDUM AND : , AUTHORIZING A FINAL PLACEMENT MEMORANDUM WITH RESPECT THERETO; ;.. AUTHORIZING THE EXECUTION AND DELIVERY OF AN ESCROW DEPOSIT AGR�'sMENT AND-:APPOINTING. A $, AND I ESCROWHOLDER; , i PAYING; FOR THE BONDS;: MAK 0 CERTAIN .AGENT COVENANTS AND,FAG FOR THE BENEFIT OF, THE HOLDERS, OF SUCH BONDS; AND PROVIDING AN nVE DATE. MEEI7ATG Off' t a DEC 5991 tw r� YS4 9 . -- 8 .I IL M}f,4 5. Ln YAi `§ s t } C4, i 5 f+ r s * Shy TAB 9, P CONTM\ i W _ ARMCL'E t Section1.01 Definitions - ': ` " • i ►• •p i c •i�c • • • • : ♦ • • ♦ • a a + • • a • • s s , i • ♦ s '♦ � ; Section 102• N• Authority' for.. Resolution y` . a ► •• a. s � a a • • a r . • • ♦ a ��} a a ♦ • ► a a • � r v . •,' ,,. section 1.03. Resolution to Conultute Contract a . • •- • i i • i . • • • ♦.. i i • Y � i� . Section 1.04• • • Mn r. ! ' i ' i -. • o a • • • ► i • • a • a • a a • • • • • i . • • ♦ , . a • a ♦ a • Y a Section 1.05• Authorization of Refunding: a a:... a .. a .. a ...: a • . , ... 10 ARTICLE n AUTHORMATION, TERMS, EXECUTION AND. REGISTRATION OF BONDS Section 2.01. Authorization and Description,of the Bonds ..... 4. • .. • • . ` 10 Section 2.02. Application of Bond Proceeds ........... • .... • , ... • . 12 Section 2.03. Execution of Bonds < ... :.: - ... ` ........ 12 Section 2.04, Authentication ... , • . a' a .. . . . • . 6 ......... • ..' • ... 1--3. Section 2,05. Temporary Bonds..:.: ............. • ... , ....... 13 Section 2.06. Bonds Mutilated;°Destroyed' Stolen or Lost ......... .... 13 Section 2.07. Interchangeability, 'Negotiabilityrand .; f Transfer ..' .... .... . ........ ........ , . 14 Section 2.0$. Form of Bonds .:. ... . ... , ........:.... 15 `. ARTICLE III REDEMPTION OF BONDS Section 3.01. ExtraordinaryMandatory Redemption Without 14 Premium.. Section 3.02. Notice .of= -Redemption .....:......:...... • :....... 22 Section 3.03. Payment of Redeemed Bonds ....:, ...:... • ......: 22 ARTICLE IV SECURITY; 'SPECIALYUNM AND «,. t f APPLICATION TIMEOF' Section 4.01. Secutiity.-for Bonds:;,. ........ : ` 23 Section 4.02. .... . . Funds undAmounts = .. w:: : . , , . , .. ... ... . ... rw } B yam. 'Sy�ectioftM ,01, no*y� of Fu�17 tU i Y� ♦. 24 i i' �Y i i i. i i♦ a a Y Y i a 1 i• i 1 i a s i i i a i 4 'VVi•�4l ll 4►O5i MAN 1' d i i i i i i i Y i i 1 1 f s! i• a•. i• f♦ i i i i i i i i i' Section4,05 ♦ amvelWment Investments 6 sa a 6 6 • • • i • I • • • ♦ 2•yy)6 • • i ♦ 1 1 ♦ r Section 4♦06, SCpAIAte Accounts . i ♦ i • i:: � i • • • • • , Y . i : i . ♦ . . . � ..• •�/i a 1 • � �aTiir / -, . ARTICLE COVENANTS G 5♦0.1. Gftohd '.,Y . .Section • i Y • • • i • • • ♦ . • • 1 i • • • • • • • i • • •.• , •:, i . a.. S5.2• ln. BigepW Ayy}L yy�iA 2Fection ' Section 5.03► Books and lket6i • • • • • • • i • • • Y ► • a • • 1 -._.2 '• ; Section 5,04. Annual , ..... , ... • .. • ...... • , • .• $ Section SM. ...:. Bederal:,Income. Tait Covenants . • .... • • .. 1 . 1 . • . • • • .. `` $ y, Section 5.66. Cove nt to Maintain Non -Ad Valorem Itevenuies .. • .. • .. • 29 ARTICLE VI DEFAULTS AND REMEDIES Section 6.01 Events of Default . , , :................ • ... • . .. 20 . . Section 6.02. Remedies .:." `:.. . ... 30 r , ..:: 1 ............... • • . • Section 6.03, Directions to T�mtee as to Remedial 1'roceedidgs .... , ... • .. , ....... . .... • 30 Section 6.04. Remedies Cumulative ........... • ........ • ...... 30 Section 6.05. Waiver of Default .................. . • ......... 31 Section 6.06. Application of Moneys After Default ......... .. .... 31 Section 6.07. Control by Bank ..................... • ......-3 1 r: ARTICLB VII SUPPLEMENTAL RESOLUTIONS Section 7.01. Supplemental Resolution Without Bondholders' Consent ............. ... . ... 32 Section 7.02. Supplemental Resolution With Bondholders' and Bank's Consent 32 .. .. .. .. ............ .. .. ' ARTICLE VIII PROVISION RELATING TO LETTER OF CREDIT �1 Section 8.01 Acceptance of Letter of Credit Commitment `. 34 ....: , .. .. ', , b Section 8.02. Consent of Bank ......... . .. . .......... 34 n Section 8.03. Consent of the Bank in Addition to ... ,x ] , fi Bondholder Consent 34 Section 8.04. Inquiry by Bank of Affairs of Issuer r _ Y 1� s � 1 Fl # h h 44 ' Sec�J�.„♦y�y� /�Q{( tion 8.05. /i�i fit{ ,,j� ftment� under t& 6f Cr f . i w i s f i { ♦ 1 • . f i ..' i • f f f ' ► 1 �'i•4 . .z -SRvt1Vn 8•06. Paying Agent Related ions 35 . 1 • { Y Y • Y Y i i i Y i i 1 • i • i Y u ARTICL13 IX WSCIELLANEOUS ' Section MI. Ddleasaftet i { i 1 • i ♦ ♦- • i • 'i ♦ • { • i / i i • i • ♦ • i ' � 1 ♦ ♦ i°, { i �y Section 9.02. Authorizatlow of Execution of placement - Agent Agl. {-i{-ment • Y . . . . • . Y Y Y • . . Y • Y . Y ♦ . . Y Y • Y • • Y Section 9.03 Approval of Preliminary Placentent Memorandum Authorization -of Ftnal Placement and Memorandum. •i '• • • '• • . • . • •' • . ♦ • . { . { • . .♦ •' • • . / _Ll' 66_'3 I Y Section 9.04. Registrar and Paying Agent . • ..... • .... .... 37 Section 9.05. Authorization of Execution of Escrow iDep osit Acrement ..... ► ..... Y .. ...... Y . 4 .. `37 Section 9.06. Escrow Holder 37 Section, 9.07. Geaeral 'Authority 37 x Iection 9.08. No Personal Liability . 38 Section 9,09.. No Third Party Beneficiaries 38 ti , :.:Section 9:10. -Sale Bonds ,::. ... :.:.. of ... .. .. .. ... . ...:� . • .38 SectiotO11, Severability'of Invalid = Provisions :....... • . Y .. , • ..:. 38 Section 9.12. Repeal of Ineonsistent' Resolutions . ; .......:.... ...... 38 --Section 9.13. Table of Contents and Headings not Part Hereof ...............< .. ......... Y .::.:. Y=38 Section 9.14 Effective Date ................................ 39 Exhibit 'A: Preliminary Placement Memorandum Exhibit B: ' Escrow Deposit'Agreement Exhibit C: Placement Agent Agreement Exhibit D: Non -Ad Valorem Revenues Exhibit Et ;Irievocable:Letter of Credit - s 1 y r s .T 5 V h 6 BE rr RRSOLVED BY TIM MY CMWISSION OP THE MY OP M AK DA: ARTICLt I 011N tAL Section 1.01, Deftnittons, When used in this Resolution, the: following terms ; shall have the follo s; 'wing meanings, unless the content clearly otherwise require 4. .., ,h "Accountant" shall mean the independent certified public accountant or firm of certified public accountants at the time employed by the Issuer under the provisions of this Resolution to perform and carry out the duties imposed on the Accountant by this Resolution; "Accreted Value" shall mean, as of an date of computation with . - y p respect=to any r Capital Appreciation Debt, an amount equal to the principal amount of such Capital Appreciation Debt (the principal amount at its initial offering) plus the interest accrued on such Capital Appreciation Debt from the date of delivery to the original purchasers 'thereof to the interest date; next preceding the date -of computation or the date of computation if an interest date, : such interest to accrue at a rate not exceeding the legal rate, compounded semiannually, plus, with respect, -to matters related to , the payment upon redemption or acceleration of the Capital Appreciation Debt, if such date of computation shall not be an interest date, a portion of the difference between the Accreted Value as of the immediately preceding interest Ldate and ,the Accreted Value as of the immediately succeeding interest date, calculated basedt,onlhe assumption that Accreted Value accrues during any semiannual period hi equal daily amounts owpthe basis of a=360=day year. "Act" shall mean the Municipal Home Rule Power Act, being Chapters 166'and 132; Florida Statutes, as amended, and Charter for the City ,of Miami, Florida, sand .other applicable provisions of law. z "Amortization Installment" shall mean the mandatory redemption . amount designated=as -,such and established with respect to any Term Bonds,. Annual Audit shall mean the annual audit prepared pursuant to the requirements of Section 5:04 hereof. - r. g - "Authorized Depository"- shallmean the State Board of Administration of Florida or. a t,batik or .trust company in the State which is eligible under the laws of the- State to receive funds of the Issuer: "Authorized Investments" shall mean any of the following which shall be r authorized from time to time by applicable laws of the State for deposit or purchase by theIssuer for the investment of its funds: (1) Direct obligations of (including obligations issued or held.in book Autry form - on the books of the Department of the Treasury of the United, States.. of, America: W ` 91= 8::86 k3:k j 0z n wt3kw. 1 5 s4. NOR i .4. stripped and aero coupon +obligations), or obligations the principal of and inWmst on which unconditionally guaranteed by, the United States of America, (2) Fonds, debentures or notes or other evidences of indebtedness payable in sh issued by any,, one or a combination of any of the following federal agencies whose oblightofts represent full faith and credit of the United States of America: Export Import Bank of the United States, Federal Financing Bank, Farmers Dome Administration, Federal Dousing -. Administration, Maritime Administration, Public Housing Authority and Government National Mortgage Association. :. (3) Certificates of deposit properly secured at all times by collateral security - described in either or both of paragraphs (1) and (2) of this definition and issued by commercial banns, savings and loan associations or mutual savings banks chartered by the State or the United States of America, and bank trust receipts issued by commercial banks or trust companies chartered by the - State or the United States of America upon any securities described in = paragraph (1) of this definition. - (4) The following investments fully insured by the Federal Deposit Insurance Corporation or the Federal Savings and Loan Insurance Corporation: (A) certificates of deposit, (B) savings accounts, (C) deposit accounts, or (D) depository receipts of a bank, savings and loan association` or mutual savings bank. (5) Commercial paper rated in one of the two highest rating categories by at least two nationally recognized rating agencies or commercial paper backed by a letter of credit or ,line of credit rated in one of the two highest rating categories by Moody's Investors Service and Standard & Poor's Corporation. (6) Written repurchase agreements with:any bank, savings institution or trust company which is insured by the Federal Deposit Insurance Corporation or the Federal Savings and Loan Insurance, Corporation, or with any broker -dealer with retail customers which falls under Securities Investors Protection Corporation protection, provided that such repurchase - agreements are fully secured by collateral described in (1) above or, obligations of any, agency or, instrumentality, of the United States of America, and provided further that (A) such collateral is -held by a bank or trust company chosen by the Issuer which has no interest in the repurchase agreement during the term of such repurchase agreement, (B) such collateral is not subject to liens or claims of third parties, (C) such collateral has a market value (determined at. least once every. 30 days) at least equal to the amount invested in the repurchase agreement, (D) the entity holding the collateral has a perfected first security interest in the collateral for the benefit of the Bondholders, (E) the agreement shall be for a term not longer than270 days and (F) the failure to: maintain such collateral at the level required in (C) above will require the entity° holding' .the S collateral to . liquidate the collateral:. 3 (7) Money market funds rated in the highest rating category by Moody's; Investors Service and Standard & Poor's Corporation. s (8) Units of participation in the Local Government Surplus Funds TrustFund: k- ". established pursuant to Part IV, Chapter 218, Florida : Statutes, as amended, or any sim�iiar 2 3; m { - Ian Jr 1 i common trust fund which is established pursuant to State law as a legal depository of public moneys (9) obligations of state or local government municipal bond issuers that at rated in one of the two highest rating categories by Moody's Investors Service and Standard Boor's Corporations (10) Such other obligations as shall be permitted to be legal investments of the Issuer, by the laws of the State. Rating categories when referred to herein shall be without regard to gradations within such categories, such as "plus" or "minus." "Authorized Issuer Officer" for the performance on the behalf of the Issuer of any act of the Issuer or the execution of any instrument on behalf of the Issuer shall mean any person authorized by resolution or certificate of the Issuer to perform such act or sign such document. "Bank" shall mean Sun Bank/Miami, N.A., a bank organized and existing under ..t the laws of the United States. "Bond Counsel." shall mean Foley & Lardner, Tampa, Florida,- or any other i attorney at 'law or firm of attorneys, of nationally recognized standing in matters pertaining to the federal tax exemption of interest on obligations issued by states and political subdivisions, and duly admitted to practice law before the highest court of any state of the United` States of America. "Bond Year" shall mean the annual period commencing each year on the day after the day of the year on which the Bonds mature, and ending on the next succeeding' day of the year which shall be- such day `of the year on which the Bonds mature. Each Bond Year shall be designated with the number of the calendar year in which such Bond Year ends. _ "Bondholder" or "Holder" or "holder" shall mean any Person' who shall be the registered owner of any Outstanding Bond or. Bonds according to the, registration books of the - Issuer. "Bonds" shall mean the Bonds authorized to be issued by the Issuer pursuant to r this Resolution. "Book Entry Form". or "Book Entry. System" means with respect to the Bonds, a form or system, has applicable, under which (1) the ownership of beneficial' interests in Bonds and bond service charges may be, transferred only through a book entry and;(2) physical Bond certificates in fully-registeredform are registered only in the name of a Securities7Depository or its nominee, with the physical Bond certificates "immobilized* in the custody of the°Securities Depository. - ; "Capital Appreciation Debt"- shall mean Outstanding Obligations sordesignated by the Issuer, which may be either Serial °Bonds or Term Bonds` and which shall bear 'interest z ; y, Paylible at -maturity or redemption. In the am of Capital Appreciation Debt thatIs eotivertible to Bonds with interest payable prior to maturity or prior to redemption of such debt, such debt shall ` be considered Capital Appreciation Debt only during the period of time prior to such :> conversion. "City Manager" shall mean the City Manager of the Issuer. "Clerk" shall mean the Clerk of the Issuer or such other person as may be duly s authorized by the Issuer to act on his or her behalf, y "Code" - shall mean the United States Internal Revenue Code of 1986, as the same may be amended from time to time, and the regulations thereunder, whether proposed, ;- temporary or finale promulgated by the Department of the Treasury, Internal Revenue Service, and all other promulgations of said service pertaining thereto. "Consultants" shall mean one or more qualified and recognized firms of consulting engineers, accountants or; lawyers, or a combination thereof, having favorable repute, skill and experience with respect to the planning and operation of municipal government, who shall be retained from time to time by the Issuer. "Debt Service Fund" . shall mean the Debt Service Fund, established pursuant ;to Section 4.02 hereof. "Debt Service Requirement" for any Bond Year shall mean the. sum of::: 1 The ate amount wired to the interest becoming due i . O ��g � pay g on the Bonds, other than ' Capital Appreciation Debt, and the. , Outstanding j Obligations during such Bond Year,: except to the extent that such interest shall have been provided by payments into the Interest Account out of Bond proceeds h a or other sources for a specified period of time. For purposes of; this definition, . • the interest due. on.: any. such _ Bonds which shall have a variable rate of interest shall be assumed to be the greater of (a) 110 % of the daily average interest rate on such Variable, Rate Bonds during the 12 months ending with the month preceding the date of calculation, or such shorter period that such Bonds shall have been outstanding, or.(b) the actual rate of interest borne by such Variable ; RaW Bonds on the date of calculation. (2) : , The aggregate amount required to -pay the principal becoming;due_ :. . on; the Bonds,,: other than, Capital Appreciation. -Debt, and _the Outstanding Obligations for such Bond Year. For purposes of this. definition: (a) the stated maturity, date of, any -Term Bonds- shall :be disregarded, and the principal of such . , . ,.. Term Bonds shall be deemed to be. due in the Bond Years and.in the amounts of the ;Amortization Installments applicable to such Term Bonds; and (b) the principal amount of any single maturity of Term Bonds for which the Issuer shall have established no Amortization Installments shall: be deemed to be due :in the , :. N Bond. Years .and in such: amounts as shalLprovide for the amortization of such principal amount over a term equal to the number of years such Term Bonds shall 4._ be Outstanding to such maturity and in equal annual installments of combined principal and interest; and (3) The aggregate amount required to pay the Accreted Value due on any Capital Appreciation Debt maturing in such Bond Year. "Escrow Deposit Agreement" shall mean the escrow deposit agreement attached hereto as Exhibit B hereto. "Escrow Holder" shall mean the Escrow Holder appointed ,pursuant to: Section 9.06 of this Resolution. "Federal Securities" shall mean direct obligations of the United States of America and obligations ,the principal of and interest on which are unconditionally guaranteed by the United States of America, none of which permit redemption prior to: maturity at the option of the, obligor. Federal Securities shall include any certificates or any other evidences of an ownership interest in the aforementioned obligations or in specified portions thereof (which may consist of specified portions of the interest thereon). "Fiscal Year" shall mean the period commencing on October I of each year and Zlt continuing through the next succeeding September 30, or such other period as may be prescribed '- by law. "Governing Body" shall mean the City Commission of the Issuer or its successor y in function. "Interest Account" shall mean the separate account of that name in the Debt _ Service Fund established pursuant to Section 4.02 hereof. "Interest Date". shall mean the date or dates for the payment of interest on the Bonds all as set forth in the Placement Agent Agreement. "Issuer" shall meanthe City of Miami, Florida. _ "Letter of Credit" :means the irrevocable letter of credit issued by the Bank with . ; respect to the Bonds, pursuant to the terms of the Reimbursement Agreement. "Letter of Credit Account" shall mean the separate account of that name in the Debt Service Fund established pursuant to Section 4.02 hereof. "Maximum Debt Service Requirement" shall mean as of any Particular, dateof . calculation, ;the greatest annual Debt Service Requirement for the Bonds for lie then current or t L any. future Bond Year. ■ : "Mayor" shall mean the Mayor of the Issuer or such other person as may be duly ; A; authorized by, the Issuer .to act on his or her behalf. 12 r 9 It- 5. k €/3 ,�`,P`�"( t "nuz,r:s.am TrcemnMRS:x.:�++i3wbi+itAtdG4s�ea..�`r„•. �'S� ,3 ti i "Ivfoudy's investors Service" shall mean Moody's Investors Service, the nationally recognized securities rating firm, and any successor or successors thereto; and if such corporation shall be dissolved or liquidated or shall no longer perform securities rating functions, Shall mean any other nationally recognized securities rating Min designated by the Issuer an d - approved by the Bank. "Mon -Ad Valorem Revenues" shall mean the Issuer's revenue sources listed on Exhibit D hereto. -: "Outstanding" shall mean all Bonds theretofore and thereupon being authenticated and delivered, except (1) any Bond in lieu of which another Bond or other Bonds have been issued 'under an agreement to replace lost, mutilated or destroyed Bonds, (2) any Bond g surrendered by the Molder thereof in exchange for another Bond or other Bonds under Sections 2.05 and 2.07 hereof, (3) Bonds deemed to have been paid pursuant to Section 9.01 hereof, and (4) Bonds canceled after purchase in the open market or because of payment at or redemption prior to maturity. "Outstanding Obligations" shall mean any bonds, notes, or other debt obligations as determined by generally accepted accounting principals, which are secured by or otherwise payable from the Non -Ad Valorem Revenues. "Owner" shall'mean the Person in whose name any outstanding Bond is registered according to the Bond Register. "Paying Agent" shall mean a paying agent for the Bonds appointed pursuant to the provision of Section 9.04 hereof, and its successors or assigns, and any other Person which may at any time be substituted in its place pursuant to Supplemental Resolution. "Person" shall mean an individual, a corporation, a partnership, an association, a joint'stock company', a trust, any unincorporated organization or governmental entity. "Placement Agent" shall mean SunTrust Public Finance, Inc. Orlando, Florida', the placement agent for the Bonds. "Placement Agent Agreement" shall mean the Placement Agent Agreement attached hereto as Exhibit C by and between the Issuer and Trust Company Bank, an affiliate of SunTrust Public Finance, Inc. "Pledged Funds" shall mean that portion of the Issuer's Non -Ad Valorem Revenues deposited in the Debt Service Fund as appropriated by the Issuer pursuant to Section 5.02 hereof and until applied in accordance with the provisions of the Resolution, the proceeds of the Bonds and all moneys, including investments thereof, in the funds andaccorints established hereunder, except the Rebate Fund. "Preliminary Placement Memorandum" shall mean the preliminary placement" memorandum relating to the Bonds authorized to be distributed pursuant to Section 9.03 hereof attached as Exhibit A. 8: x ri K� f r qp •,. m i nk"x9 , r *Moody's Investors Service" shall mean Moody's Investors Service, the nation atiy reodgnired seeurlties rating firm, and any successor or successors thereto; and if such _ corporation shall be dissolved or liquidated or shall no longer perform securities rating functions, _ shall mean any other nationally recognized securities rating firm designated by the Issuer and approved by the Bank.: -_ "Nof.Ad 'Valorem Revenues" shall mean the issuer's revenue sources listed on ' llxhibit D hereto a a "Outstanding" shall mean all Bonds theretofore and thereupon being authenticated and delivered, except (1) any Bond in lieu of which another Bond or other Bondshave -been issued under an agreement to replace lost, mutilated or destroyed Bonds, (2) any -Bond surrendered by the Holder thereof in exchange for another Bond or Esther Bonds under Sections 2.05 and 207 hereof, (3) Bonds deemed to have been paid pursuant to Section 9.01 hereof, and , - (4) Bonds canceled after purchase in the open market or because of payment at or redemption prior to maturity: s "Outstanding Obligations" shall mean any bonds, notes, or other debt obligations A` as determined by generally accepted accounting principals, which are secured by or otherwise payable from the Non -Ad Valorem Revenues. "Owner"- shall mean the Person in whose name any outstanding Bond is registered according to the Bond Register. "Paying Agent" shall mean a paying agent for the Bonds appointed pursuant to the provision of Section 9.04 hereof, and its successors or assigns, and any other Person which may at any time be substituted in its place pursuant to Supplemental Resolution. "Person" ` shall mean an individual, a corporation, a partnership, an association, a joint stock company, a trust, any unincorporated organization or governmental entity. "Placement Agent" shall mean SunTrust Public Finance, Inc. Orlando, Florida, the placement agent for the Bonds.' r "Placement Agent Agreement" shall mean the Placement Agent Agreement attached hereto as ,Exhibit C by and between the Issuer and Trust Company Bank, an. affiliate of SunTrust Public Finance, Inc. . "Pledged Funds" shall mean that portion of the Issuer's Non -Ad Valorem Revenues deposited" in the. Debt Service Fund as appropriated' by the Issuer pursuant to Section 5 5.02 hereof and until applied in accordance with the provisions of the Resolution, the proceeds of the Bonds and all moneys, including investments thereof; in the funds and accouuits established hereunder, except the Rebate Fund.` "Preliminary Placement Memorandum" shall mean the preliminary placement memorandum relating to the Bonds authorized to be distributed pursuant to Section 9.03 hereof " N attached as Exhibit A. 6 } tu"t k x n� aa:.M+2..alse.riw6M%k4ibM'+A-'4'` r'k "prerefunded Obligations" shall mean any bonds or other obligations of any state of the United States of America or of any agency, instrumentality or local governmental unit of any such state (1) which are (a) not callable prior to maturity or (b) as to which irrevocable Instructions have been given to the fiduciary for such bonds or other obligations by the obligor to give due notice of redemption and to call such bonds for redemption on the date or dates specified in such instructions, (2) which are fully secured as to principal, redemption premium; if any, and interest by a fund consisting only of cash or Federal Securities, secured in the manner set forth in Section 9.01 hereof, which fund may be applied only to the payment of such principal of, redemption premium, if any, and interest on such bonds or other obligations on the maturity date or dates thereof or the specified redemption date or dates pursuant to such irrevocable instructions, as the case may be, (3) as to which the principal of and interest on the Federal Securities deposited in such fund with any cash on deposit in such fund, are sufficient, as verified by an independent certified public accountant, to pay principal of, redemption premium, if any, and interest on the bonds or other obligations on the maturity date or dates thereof or on the redemption date or dates specified in such irrevocable instructions, and (4) which are rated in the highest rating category of Standard & Poor's Corporation and of Moody's Investors Service. "Principal Account" shall mean the separate account of that name in the Debt Service Fund established pursuant to Section 4.02 hereof. "Rebate Fund" shall mean the Rebate Fund established pursuant to Section 4.02 hereof. "Redemption Price" shall mean with respect to any Bond, the principal amount payable upon redemption thereof pursuant to such Bond. "Refunded Obligations" shall mean the Issuer's outstanding Certificates of Participation, Series 1986, with a maturity date of September 1, 1992, with an original issue date of August 29, 1986. "Registrar" shall mean the registrar to be appointed pursuant to the provisions of Section 9.04 hereof, and its successors and assigns, and any other Person which may at any time be substituted in its place pursuant to Supplemental Resolution. "Reimbursement Agreement" means the Reimbursement Agreement, dated as of . December 1, 1991, between the Issuer and the Bank, pursuant to which the Letter of Credit is issued. "Reserve Fund" shall mean the Reserve Fund created in Section 4.02 hereof. "Reserve Fund Requirement" shall mean the lesser of (i) maximum annual debt service on the Bonds, (ii) 125 % of the average annual debt service on the Bonds or (iii) 10% of the proceeds of the Outstanding Bonds. 7 91— 886 r �, M1RV,a 1F t 1� az 1 a • - "Resolution" and "this Resolution" shall meant this instrument, as the Me may from time to time be amended, modified or supplemented by any and all Supplemental ltesolutiorts. "Securities" shell mean Pedetal Securities and Prerefunded Obligntiot►s. ; "Securities Depository" means any securities depository that is a "clearing corporation" within the meaning of the New York Uniform Commercial Code and a "clearing , agency" registered pursuant to the provisions of the Securities Exchange Act of 1934, operating _ and maintaining, with its participants or otherwise, a Book Entry System to record ownership of beneficial interests in Bonds, and to effect transfers of Bonds, in Book Entry form, and includes and means initially The Depository Trust Company (a limited purpose trust company), New 'fork, New York. "Standard and-Poor's Corporation" shall mean Standard and Poor's Corporation, the nationally recognized securities rating firm, and any successor and successors thereto, and a if such corporation shall be dissolved or liquidated or shall no longer perform securities rating s, functions, shall mean any other nationally recognized securities rating firm designated by the Issuer and approved by the Bank. "State" shall mean the State of Florida. "Supplemental Resolution" shall mean any resolution or ordinance, as applicable, of the Issuer amending or supplementing this Resolution, adopted and becoming effective prior to the issuance of the Bonds or in accordance with the terms of Sections 7.01 and 7.02 hereof. "Term Bonds" shall mean those Outstanding Obligations which are designated as Term Bonds and which are subject to mandatory redemption by Amortization Installments. "Variable Rate Bonds" shall mean Outstanding Obligations issued with a variable' adjustable, convertible or other interest rate which at the date of issue is not: fixed as one or more stated percentages for the entire term of the obligations. The terms "herein," "hereunder," "hereby," "hereto," "hereof," and any similar terms, shall refer to this Resolution; the term "heretofore" shall mean before the date of adoption of this Resolution•, and the term "hereafter" shall mean after the date of adoption of this Resolution. Words importing the singular number include the plural number, and vice versa. Section 1.02. Authority for Resolution. This Resolution is adopted pursuant toE the provisions of the Act. Section 1.03. Resolution to Constitute Contract. In consideration of " the x' purchase and acceptance of any or all of the Bonds by those who shall hold the same from time ',R totimme, the` provisions of this Resolution shall be deemed to be and shall constitute a contract Z between the Issuer and the Holders from time to time of the Bonds and shall be a part of the ` rk 91- 86 _ ct�ntract of the Issuer with the Bank. Tte pledge made in this Resolution and the pttMsions, eovenants and agreements herein set forth to be performed by or on behalf of the Issuer shall be for the, equal benefit, protection and security of the Holders of any and all of the ;Bonds and for the benefit, protection and security of the Bank. All of the Bonds, regardless of the time or times of their issuance or maturity, shall be of equal rank without preference, priority or distinction of any of the Bonds over any other thereof except as expressly provided in or pursuant to this Resolution. Section 1.04, MnrihW, It is hereby ascertained, determined and declared as follows: (A) The Issuer has heretofore issued and has presently outstanding and unpaid the Refunded Obligations. ;x. z� (B) The Issuer deems it necessary, desirable and in the best interest of the Issuer and its finances that the Bonds be issued to provide the necessary moneys to pay- the Refunded Obligations in order to achieve a reduction in the annual debt service. An amount sufficient to effect the refunding of the Refunded Obligations will be deposited with the Escrow Holder M' an irrevocable escrow account established for the benefit of the Holders of the Refunded Obligations and invested in Federal Securities, all pursuant to the Escrow Deposit Agreement. The principal amounts of and earnings on such Federal Securities will be sufficient to make timely payments of all : presently outstanding principal, interest and redemption premiums with respect to the Refunded Obligations and any costs and expenses of the refunding _ to be accomplished as provided herein. (C) The Issuer deems it necessary,, desirable and in the best interest of the Issuer that it covenants to budget and appropriate from its non -ad valorem revenues amounts` necessary for the payment of the principal of and interest on the Bonds. (D) The Issuer has received from the Bank a reimbursement providing for the reimbursement obligations of the Issuer with respect to a Letter of Credit for the Bonds and it is in the best financial interest of the Issuer to provide for the Bank to issue its irrevocable Letter of Credit. (E) The Governing Body is advised that due to the present volatility of the market for tax-exempt public obligations such as the Bonds, it is in the best interest of the Issuer_to sell the Bonds by a, negotiated sale, allowing the Issuer to enter such market at . the ..most advantageous time, rather than at a specified advertised future date, thereby permitting the Issuer to obtain the best possible price, interest rate and other terms for the Bonds, and, accordingly,, the Governing Body does hereby find and determine that it is in the best financial interest of. the Issuer thata negotiated sale of the Bonds be authorized. The Placement Agent: has, offered ,to . place the Bonds with purchasers and has submitted to the Issuer the Placement Agent;Agreetnent which is hereby approved with such changes; alteration, insertions and corrections as: may be approved by the City Manager,. such approval to be presumed and granted by his :execution thereof, and the CityManager is hereby authorized to execute and the, Clerk to attest :the y , T. Placement Agent Agreement. 9 91- 886 a d _ It is appropriate that the Issuer approve the preparation and distribution of the PmUtrfnary Plaeereent Memorandum by the City Manager and the Placement Agent to be distributed for the purpose of aequainting potential investors with pertinent information with respeet to the Issuer and the Bonds, Eor this se it is appropriate that the don and p ► � pn� ' distribution of the 1h*11mtminary Placement Memorandum be approved. (0) In order to cry out the refunding described in this Resolution, it is necessary and appropriate that the Issuer (1) authorize the execution of the Escrow Deposit Agreement, between the Issuer and the Escrow Folder and (ii) comply with the provisions of Section 14,2 of that certain Lease Purchase Agreement dated as of August 1, 1980 relating to the Refunded Obligations. Section 1.05. Authorization of Refunding. The refunding of the Refunded i Obligations in the manner herein provided is hereby authorized. r _ s ARTICLE 11 AUTHORIZATION, TERMS, EXECUTION } AND REGISTRATION OF BONDS Section 2.01. Authorization and Description of the Bonds. Bonds, entitled to the benefit, protection and security of this Resolution are hereby authorized to be issued in an aggregate principal amount not to exceed $5,000,000 for the principal purpose of refunding the Refunded Obligations, funding the Reserve Fund and paying certain costs of issuance incurred with respect to such Bonds. Such Bonds shall be designated as the City of Miami, Florida Refunding Revenue Bonds, Series 1991, provided the Issuer may change such designation in the event that the Bonds are not issued in calendar year 1991. The Bonds shall be dated as of December 1, 1991; shall be issued as fully registered Bonds; and shall be numbered consecutively from one. upward in order of maturity preceded by the letter W; shall be in $5,000 denominations or integral multiples thereof, and + shall bear interest at such rates, payable on such dates, mature on such dates, and have- such ' other terms as will be set forth in the executed PlacementAgent Agreement. The principal of or Redemption Price if applicable, on the Bonds is payable upon P P� P � � PP � � P y Po presentation and surrender of the Bonds at the office of the Paying Agent. Interest payable on any Bond on any Interest Date will be paid by check or drab of the Paying Agent to the Holder in whose name such Bond shall be registered at the close of business on the date which shall be the fifteenth day (whether or not a business day) of the calendar month next preceding such Interest Date, or, unless otherwise provided by Supplemental Resolution, at the option of the Paying. Agent, and at the request and expense of such Holder, by bank wire transfer, for the account of such Holder. In the event the interest payable on any Bond is not punctually paid or duly provided for by the Issuer on such Interest Date, such defaulted interest .will be paid to the Holder in whose name such Bond shall be registered at the close of business on a special record date for the payment of such defaulted interest as established by notice to ` such Holder, not less than ten (10) days preceding such special record date. All payments of or Redemption r 10 $6 f ,. eY w S M 4 � f� jar;4":ur�lWwvai�ntYd ., h� it , price, if applicable, prineipal of and interest on the Bonds shall be payable in any coin or currency of the united Mates of America which at the time of payment is legal tender for the payment of public and. private debts. A securities depository may act as Securities Depository for the Bonds, The ownership ofone fully registered, certificated Bond for each maturity, each in the aggregate principal amount of such maturity, may be registered in the name of a Securities Depository or its nominee. s j! The Bonds in a Book Entry System registered in the name of a Securities Depository or its nominee shall be payable in lawful money of the United States of America without deduction for the services of the Registrar, the Paying Agent or any trustee or receiver, except to the extent otherwise provided in Section 6.06 hereof, in immediately available funds (1) in the case of principal of any such Bond, delivered or transmitted to the Securities f' Depository or its authorized representative when due and upon presentation and surrender of such Bond to the Paying Agent, and (2) in the case of interest on the Bonds, delivered or transmitted on any date interest is due to the Securities Depository or its nominee that was the Holder of that Bond (or one or more predecessor Bonds) at the close of business on the record date applicable to that interest payment date. The Issuer will recognize the Securities Depository or its nominee as the Bondholder for all purposes, including notices. Conveyance of notices and other communications by the Securities Depository to participants, by participants to indirect participants, and by participants and indirect participants to beneficial owners will be governed by arrangements amon them, subject to any statutory and relatory requirements as may be in effect from time to time. In the event that (1) the Securities Depository determines to discontinue providing its service with respect to the Bonds by giving written notice to the Issuer and discharging its responsibilities with respect thereto under applicable law, and the Issuer fails to appoint a successor Securities Depository for the Bonds, or (2) the Issuer determines to discontinue the Book Entry System through a Securities Depository, then bond certificates in fully registered form shall be delivered to the assigns of the Securities Depository or its nominee. The - purchasers of beneficial ownership interest in the Bonds (the "Beneficial Owners"), upon registration with the Registrar of certificates held in the Beneficial Owners' names, will become the registered owners of the Bonds. The Issuer will not have any responsibility or obligation to any Beneficial Owner or any other Person with respect to (1) the accuracy of any records maintained by the Securities Depository or any persons participating by or through the Securities Depository;, (2) the payment by the Securities Depository or any Persons participating by or through the Securities. Depository of any amount with respect to the principal of or interest on the Bonds; (3) any notice whick is permitted or required to be given to Bondholders under this Resolution; (4) the selection by the Securities Depository or any Persons participating by or through the Securities Depository of any ' person to receive payment in the event of a partial redemption of the Bonds; or (5) any consent given or other action taken by the Securities Depository as Bondholder Yl y 91-- 886 11 x N F t� Notwithstanding the other provisions of this section, Bonds am issuable only as fully registered bonds and, except as hereinafter provided, in printed or typewritten form, registered in the name of Cede tit Co., as nominee of the initial Securities Depository, The Depository Trust Company ("DTC"), which shall be considered to be the registered holder for all purposes of this Resolution, including, without limitation, payment by the issuer of principal of and interest on the Bonds, and receipt of notices and exercise of rights of holders. There shall be a single Bond for each maturity and type of Bonds in the form of physical securities or certificates. Ownership of beneficial interest in the Bonds shall be shown by book entry on the system maintained and operated by DTC and its participants, and transfers of ownership of beneficial interests shall be made only by DTC and its participants, by book entry, the issuer having no responsibility therefor. DTC is expected to maintain records of the positions of participants in the Bonds, and the participants and Persons acting through participants are expected to maintain records of the purchasers of beneficial interests in the Bonds. The Bonds as such shall not be transferable or exchangeable, except for transfer to another Securities Depository or to another nominee of a Securities Depository, without further action by the Issuer. Conveyance of notices and other communications by the Securities Depository to participants, by participants to indirect participants, and by participants and indirect participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory and regulatory requirements as may be in effect from time to time. Section 2.02. Application of Bond Proceeds. Except as otherwise provided by Supplemental Resolution, the proceeds derived from the sale of the Bonds, including accrued interest shall, simultaneously with the delivery of the Bonds to the purchaser or purchasers thereof, be applied by the Issuer as follows: (A) Accrued interest shall be deposited in the Interest Account. (B) All costs and expenses in connection with the preparation, issuance and sale of the Bonds, including fees of financial advisors, consulting fees, letter of credit fees, legal fees, printing fees, rating agency fees and all other similar costs shall be paid by the Issuer to the persons respectively entitled to receive the same. (C) An amount shall be deposited in the Reserve Fund which shall equal the Reserve Fund Requirement. (D) The balance of the proceeds shall be deposited with the Escrow Holder, in escrow, pursuant to the terms of the Escrow Deposit Agreement. Section 2.03. Execution of Bonds. The Bonds shall be executed in the name of the Issuer with the manual or facsimile signature of the Mayor and the official seal of the Issuer shall be imprinted thereon, attested and countersigned with the manual or facsimile signature of the Clerk. In case any one or more of the officers who shall have signed or sealed any of the Bonds or whose facsimile signature shall appear thereon shall cease to be such officer of the Issuer before the Bonds so signed and sealed have been actually sold and delivered such Bonds may nevertheless be sold and delivered as herein provided and may be issued as if the person who signed or sealed such Bonds had not ceased to hold such office. Any Bond may be signed and sealed on behalf of the Issuer by such person who at the actual time of the execution of such 12 91- 886 sxyxh t�F fk�yOV 'Frk r .....n.,.a-�sktnA�r+bSm'SiY'b�wmiaw< 77 *i Bond shall hold the proper office of the Issuer, although at the date of such Bond such person may net have held such office or may not have been to authorised. The Issuer may adopt and use. for such purposes the facsimile signatures of any such persons who shall have held such offices at any time after the date of the adoption of this Resolution, notwithstanding thai either or both shall have ce ed to hold such office at the time the Bonds shall be actually sold and deliverod. ` Section 2.04. Authentication. No Bond shall be secured hereunder or entitled to the benefit hereof or shall be valid or obligatory for any purpose unless there shall be manually endorsed on such Bond a certificate of authentication by the Registrar or such other entity as may be approved by the Issuer for such purpose. Such certificate on any Bond shall be Conclusive evidence that such Bond has been duly authenticated and delivered under this Resolution. The form of such certificate shall be substantially in the forth provided in Section 2.08 hereof. Section 2.05. Temporary Bonds. Until the definitive Bonds are prepared, the Issuer may execute, in the same manner as is provided in Section 2.03, and deliver, upon authentication by the Registrar pursuant to Section 2.04 hereof, in lieu of definitive Bonds, but subject to the same provisions, limitations and conditions as the definitive Bonds, except as to the denominations thereof, one or more temporary Bonds substantially of the tenor of the definitive Bonds in lieu of which such temporary Bond or Bonds are issued, in denominations authorized by the Mayor and the Clerk, such authorization to be evidenced conclusively by their execution of such temporary Bond or Bonds, and with such omissions, insertions and variations as may be appropriate to temporary Bonds. The Issuer, at its own expense, shall prepare and execute definitive Bonds, which shall be authenticated by the Registrar. Upon the surrender of such temporary Bonds for exchange, the Registrar, without charge to the Holder thereof, shall deliver in exchange therefor definitive Bonds, of the same aggregate principal amount and Series and maturity as the temporary Bonds surrendered. Until so exchanged, the temporary Bonds shall in all respects be entitled to the same benefits and security as definitive Bonds issued pursuant to this Resolution. All temporary Bonds surrendered in exchange for another temporary Bond or Bonds or for a definitive Bond or Bonds shall be forthwith canceled by the Registrar. Section 2.06. Bonds Mutilated, Destroyed, Stolen or Lost. In case any Bond shall become mutilated, or be destroyed, stolen or lost, the Issuer may, in its discretion, issue and deliver, and the Registrar shall authenticate, a new Bond of like tenor as the Bond so mutilated, destroyed, stolen or lost, in exchange and substitution for such mutilated Bond upon surrender and cancellation of such mutilated Bond or in lieu of and substitution for the Bond destroyed, stolen or lost, and upon the Holder furnishing the Issuer and the Registrar proof of such Holder's ownership thereof and satisfactory indemnity and complying with such 'other reasonable regulations and conditions as the Issuer or the Registrar may prescribe and paying such expenses as the Issuer and the Registrar may incur. All Bonds so surrendered or otherwise substituted shall be canceled by the Registrar. If any of the Bonds shall have matured or. be about to mature, instead of issuing a substitute Bond, the Issuer may pay the same or cause the Bond to be paid, upon being indemnified as aforesaid, and if such Bonds be lost, stolenor destroyed, without surrender thereof. 13 91-8i t Any such duplicate Bonds issued pursuant to this Section 2.06 shalt constitute original, additional contractual obligations on the part of the Issuer whether or not the lost, stolen or destroyed Bond be at any time found by anyone, and such duplicate Bond shall be entitled to equal and proportionate benefits and rights hereunder to the same extent as all other Bonds issued hereunder and shall be entitled to the same benefits and security as the Bond so lost, stolen or destroyed, Section 2.07. Interchajngeabiltity, Negotiability and Tmusfer. Subject to the provisions concerning book entry of the Bonds contained below, Bonds, upon surrender thereof at the office of the Registrar with a written instrument of transfer satisfactory to the Registrar, duly executed by the Holder thereof or such Holder's attorney duly authorized in writing, may, at the option of the Holder thereof, be exchanged for an equal aggregate principal amount of registered Bonds of the same maturity of any other authorized denominations. The Bonds issued under this Resolution shall be and have all the qualities and incidents of negotiable instruments under the laws of the State of Florida, subject to the provisions for registration and transfer contained in this Resolution and in the Bonds. So long 1 as any of the Bonds shall remain Outstanding, the Issuer shall cause to be maintained and kept, at the office of the Registrar, books for the registration and transfer of the Bonds. Each Bond shall be transferable only upon the books of the Issuer, at the office of the Registrar, under such reasonable regulations as the Issuer may prescribe, by the Holder thereof in person or by such Holder's attorney duly authorized in writing upon surrender thereof together with a written instrument of transfer satisfactory to the Registrar duly executed and ; guaranteed by the Holder or such Holder's duly authorized attorney. Upon the transfer of any such Bond, the Issuer shall issue, and cause to be authenticated, in the name of the transferee a new Bond or Bonds of the same aggregate principal amount and maturity as the surrendered Bond, subject to the book entry provisions contained below. The Issuer, the Registrar and any Paying Agent or fiduciary of the Issuer may deem and treat the Person in whose name any Outstanding Bond shall be registered upon the books of the Issuer as the absolute owner of such Bond, whether such Bond shall be overdue or not, for the purpose of receiving payment of, or on account of, the principal or Redemption Price, if applicable, and interest on such Bond and for all other purposes, and all such payments so made to any such Holder or upon such Holder's order shall be valid and effectual to satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid and neither the Issuer nor the Registrar nor any Paying Agent or other fiduciary of the Issuer shall be affected by any notice to the contrary. The Registrar, in any case where it is not also the Paying Agent for the Bonds, shall forthwith (a) following the fifteenth day of the calendar month next preceding an Interest ix - Date, (b) following the fifteenth day next preceding the date of first mailing of notice of . redemption. of any Bonds, and (c) at any other time as reasonably requested. by the Paying Agent, certify and furnish to such Paying Agent the names, addresses and holdings of ` Bondholders and any other relevant information reflected in the registration books. In all cases in which the privilege of exchanging Bonds or transferring Bonds is exercised, the Issuer shall execute and the Registrar shall authenticate and deliver such Bonds in accordance with the provisions of this Resolution. Execution of Bonds by the Mayorand the 14 6 91- `, +ti,r -. kier'4+�IkfGK lfs+"5%�!EYntlr.4SY.Win+a'rt se'Y��H Clerk for purposes of +exchanging, replacing or transferring Bonds may occur at the time of the original delivery of the Bonds. All Bonds surrendered in any such exchanges or transfers shall be canceled by the Registrar. Bor every such exchange or transfer of Bonds, the issuer or Ae Registrar may make a charge sufficient to reimburse it for any tax, fee, expense or other governmental charge required to be paid with respect to such exchange or transfer. The Issuer and the Registrar shall not be obligated to make any such exchange or transfer of Bonds during the fifteen (15) days next preceding an interest Date oh the Bonds, or, in the case of any proposed redemption of Bonds, during the fifteen (15) days next preceding the redemption date established for such Bonds. Section 2.08. Form of Bonds. The Bonds shall be in substantially the following form with such omissions, insertions and variations as may be necessary and/or desirable and approved by the Mayor or the Clerk prior to the issuance thereof (which necessity and/or desirability and approval shall be evidenced conclusively by the Issuer's delivery of the Bonds to the purchaser or purchasers thereof): } No. R- UNITED STATES OF AMERICA STATE OF FLORIDA CITY OF ML4W, FLORIDA REFUNDING REVENUE BONDS, SERIFS 1991 Interest Maturity Date of Rate Date Original Issue CUSIP % , Registered Holder: Principal Amount: KNOW ALL MEN BY THESE PRESENTS, that the City of Miami, Florida, a municipal corporation created and existing under and by virtue of the laws of the State of Florida (the "Issuer"), for value received, hereby promises to pay, solely from the sources of payment hereinafter described, to the Registered Holder identified above, or registered assigns as hereinafter provided, the Principal Amount identified above on the Maturity. Date identified above and interest (calculated on the basis of a 360-day year of twelve 30-day months) on such Principal Amount from the Date of Original Issue identified above or from the most recent Interest Date to which interest has been paid, at the Interest Rate per annum identified above on and of each year commencing , until such Principal Amount shall have been paid or provided for, except as the provisions hereinafter set forth with respect to redemption prior to maturity may be or become applicable hereto. 15 91 886 } Such principal Amount and interest on this bond are payable in any coin or currency of the United States of America which, on the respective dates of payment thereof, shall be legal tender for the payment of public and private debts. Such Principal Amount on this bond, is payable, upon presentation and surrender hereof, at the principal office of C&S/Sovran Trust Company, Dort Lauderdale, Florida, as paying agent, or such other paying agent as the Issuer shall hereafter duly appoint (the "Paying Agent"). Payment of each installment of interest shall be made to the person in whose name this bond shall be registered on the registration books of the Issuer maintained by C&S/Sovran Trust Company, Fort Lauderdale, as registrar, or such other registrar as the Issuer shall hereafter duly appoint (the "Registrar"), at the close of business on the date which shall be the fifteenth day (whether or not a business day) of the calendar month next preceding each Interest Date and shall be paid by a check or draft mailed to such Registered Holder at the address appearing on such registration books or, at the option of the Paying Agent, and at the request and expense of such Registered Holder, by bank wire transfer for the account of such Holder. In the event interest payable on this bond is not punctually paid or duly provided for by the Issuer on such Interest Date, payment of each installment of such defaulted interest shall be made to the person in whose name this bond shall be registered at the close of business on a special record date for the payment of such defaulted interest as established by notice to such Registered Holder, not less than ten (10) days preceding such special record date. REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE REVERSE SIDE HEREOF AND SUCH FURTHER PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH IN THIS PLACE. 1 This bond shall not be valid or become obligatory for any purpose until the certificate of authentication hereon shall have been manually signed by the Registrar. IN WITNESS WHEREOF, the City of Miami, Florida, has issued this bond and has caused the same to be executed by the manual or facsimile signature of its Mayor and attested and countersigned by the manual or facsimile signature of its Clerk and its official seal or a facsimile thereof to be affixed or reproduced hereon, all as of the first day of November, 1991. (SEAL) ATTESTED AND COUNTERSIGNED: Clerk W`�s � is t �1 Rz INC subdivision thereof for the payment of principal or interest on this bond or any other payments provided for in the Resolution. The payment of the principal of and interest on the Bond is secured by an Irrevocable letter of credit (the "Letter of Credit") issued by Sun MnMami, N.A. ' (the "Banit") pursuant tot Reimbursement Agreement between the Issuer and the Bak. The Fetter of Credit expires on the earlier of November 2, 1996 or the occurrence of certain events described In the Letter of Credit. s4 Neither the members of the City Commission of the Issuer nor any person executing this bond shall be liable personally hereon or be subject to any personal liability or accountability by reason of the issuance hereof. =' The Bonds are not subject to redemption prior to maturity. r This bond is and has all the qualities and incidents of a negotiable instrument under the laws of the State of Florida, but may be transferred only in accordance with the terms of the Resolution only upon the books of the Issuer kept for that purpose at the office of the Registrar by the Registered Holder in person or by such Holder's attorney duly authorized in writing, upon the surrender of this bond together with a written instrument of transfer satisfactory to the Registrar duly executed by the Registered Holder or such Holder's attorney duly authorized in writing, and thereupon a new bond or bonds in the same aggregate principal amount shall be issued to the transferee in exchange therefor, and upon the payment of the charges, if any, prescribed in the Resolution. Each of the bonds is issuable in fully registered form in the denomination of $5,000 or any integral multiple thereof not exceeding the aggregate principal amount of the Bonds having the same maturity. The Issuer, the Registrar and any Paying Agent may treat the Registered Holder of this bond as the absolute owner hereof for all purposes, whether or not this bond shall be overdue, and shall not be affected by any notice to the contrary. The Issuer and the Registrar shall not be obligated to make any exchange or transfer of any Bonds during the fifteen (15) days next preceding an interest payment date, or in the case of any proposed redemption of any Bonds, during the fifteen (15) days next preceding the redemption date established for such Bonds. The Bonds are issuable only as fully registered bonds and, except as hereinafter provided, in printed or typewritten form, registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York ("DTC"), as the initial securities depository for the Bonds, which shall be considered to be the registered holder for all purposes of the Resolution, including, without limitation, payment by the Issuer of principal of and interest on the Bonds, and receipt of notices and exercise of rights of holders. There shall be a single Bond which shall be immobilized in the custody of DTC with the beneficial owners having no right to receive the Bonds in the form of physical securities or certificates. Ownership of beneficial interests in the Bonds shall be shown by book entry on the system maintained and operated by DTC and its participants, and transfers of ownership of beneficial interests shall be made only by DTC and its participants, by book entry, the Issuer having no responsibility therefor. DTC is expected to maintain records of the positions of participants in the Bonds, and the participants and persons actin pe g through participants are expected to maintain records of the purchasers of beneficial interests in the Bonds. The Bonds as such shall not be 18 91- S a transferable or exchangeable, except for transfer to anther securities depository or to another nominee of a securities depository, without further lotion by the issuer. If any securities depository determines not to continue to act as a securities depository for the Bonds for use in a book entry system, the Issuer may attempt to have established a securities depository/book entry system relationship with another qualified purities depository under the Resolution. If the Issuer does not or is unable to do so, the Issuer and the Registrar, after the Registrar has made provision for notification of the beneficial owners by the then securities depository, shall permit withdrawal of the Bonds from the securities depository, and authenticate and deliver Bond certificates in fully registered form (in denominations of $5,000 or any integral multiple thereof) to the assigns of the securities depository or its nominee. It is hereby certified and recited that all acts, conditions and things required to exist, to happen and to be performed precedent to and in connection with the issuance of this f bond, exist, have happened and have been performed, in regular and due form and time as required by the Constitution and laws of the State of Florida applicable thereto, and that the #` issuance of the Bonds does not violate any constitutional or statutory limitations or provisions. 19 _. tt ilk i '{ - J" � 1 y{• 4 Y 'Y b, J4 i'SP lj t � Mad, +R e< j i cY'S.l'aM1"fhnRT 9 ;x LEGAL OPMON insert appropriate approving opWon of bond counsel to be delivered at Closing.] The above is a true copy of the opinion rendered by Foley & lardner, Tampd) Porida �� connection with the issuance of, and dated as of the original delivery of, the bons of the issue of which this bond is one, An executed copy of that opinion is on file in my office. Clerk The following abbreviations, when used in the inscription on the face of the within bond,.shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM -- as tenants in common TENENT -- as tenants by the entireties JT TEN as joint tenants with right of survivorship and not as tenants in common VNIF TRANS MIN ACT -- (Cust.) Custodian for under Uniform Transfer to Minors Act of (State) Additional abbreviations may also be used though not in list above. - k S r 91 g' 1 20 1 s 1 F�� ARTICLE III RMEMPTICN or BONDS Section 3.01, Extraordinary Mandatory Redemption Without Premium, The Bonds shall be subject to redemption in whole, but not in part, in the event of an occurrence of an Rvent of Default by the Issuer under the Reimbursement Agreement for which the paying .` Agent has received notice from the Rank directing the Paying Agent to draw on the setter of Credit in an amount sufficient to redeem the 'fiends. Upon the occurrence of the above -described condition, all of the Bonds shall be redeemed upon notice as provided below. Such redemption shall take place as soon as possible after the occurrence of any such action or condition and in any event within 10 days following written notice from the Bank to the Paying Agent that such condition has occurred and directing t; a draw on the Letter of Credit. Section 3.02. Notice of Redemption. Unless waived by any Holder of Bonds to be redeemed, notice of any redemption made pursuant to this section shall be given by the Registrar on behalf of the Issuer by mailing a copy of an official redemption notice by first class mail, postage prepaid, at least five (5) days and not more than ten (10) days prior to the date fixed for redemption to each Holder of Bonds to be redeemed at the address of such Holder shown on the registration books maintained by the Registrar or at such other address as shall be furnished in writing by such Holder to the Registrar; provided, however, that no defect in any notice given pursuant to this section to any Holder of Bonds to be redeemed nor failure to give such notice shall in any manner defeat the effectiveness of a call for redemption as to all other Holders of Bonds to be redeemed. Every official notice of redemption shall be dated and shall state: (1) the redemption- date, (2) the Redemption Price, (3) that on the redemption date the Redemption Price will become due and payable upon each such Bond or portion thereof called for redemption, and that interest -thereon shall cease to accrue from and after said date, and (4) that such Bonds to be redeemed, are to be surrendered for payment of the Redemption Price plus accrued interest at the office of the Paying Agent. Section 3.03. Payment of Redeemed Bonds. Official notice of redemption having been given substantially as aforesaid, the Bonds to be redeemed shall, on the redemption date, become due and payable at the Redemption Price therein specified, and from and after such k t date such Bonds or portions of Bonds shall cease to bear interest. Upon surrender of such Bonds for redemption in accordance with said notice, such Bonds shall be paid by the Registrar and/or Paying Agent at the appropriate Redemption Price, plus accrued interest. Each check or other transfer of funds issues by the Registrar and/or Paying Agent for the purpose of the payment of , 22 Jv. 8 a}y a� or more of the fonds and accounts established hereby, Such depository or depositaries shall perform at the direction of the Issuer the duties of the Issuer in depositing, ' eposiitng, transferring and disbursing moneys to and from each of such funds and accounts as herein set forth, and all records of such depositary in performing such duties shall be open at all reasonable times to inspection by the Issuer and its agent and employees. Section 4,03, Mow of Funds. (A) Debt_Service_Fund . The Issuer shall deposit into or credit to the Debt Service Fund, not less frequently than monthly, certain of the moneys collected and received by the Issuer as proceeds of certain Non -Ad Valorem Revenues of the Issuer for the purpose of paying the principal of and interest on the Bonds, and any moneys received from the Bank from draws made by the Paying Agent pursuant to the Letter of Credit. The moneys on deposit in the Debt Service Fund shall be used first to reimburse the Bank in immediately available funds for draws made under the Letter of Credit to pay the interest due on the Bonds and second, if the Bank has dishonored a draw under the Letter of Credit, shall be applied in the manner provided herein solely for the payment of the principal of and interest on the Bonds and shall not be available for any other purpose. The moneys collected by the Issuer for deposit to the Debt Service Fund shall be deposited or credited in the following manner and in the following order of priority: (1) Interest Account. The Issuer shall deposit into or credit to the Interest Account the sum which, together with the balance in said account, shall equal the interest on all Outstanding Bonds accrued and unpaid and to accrue to the end of the then current calendar month (assuming that a year consists of twelve (12) equal calendar months of thirty (30) days each). Moneys in the Interest Account shall be used first to reimburse the Bank in immediately available funds for draws made under the Letter of Credit to pay the interest due on the Bonds and second, if the Bank has dishonored a draw under the Letter of Credit, shall be applied by the Issuer to pay interest on the Bonds as and when the same become due, and for no other purpose. The Issuer . shall adjust the amount of the deposit into the Interest Account not later than the month immediately preceding any Interest Date so as to provide sufficient moneys in the Interest Account to pay the interest coming due on the Bonds on such Interest Date. (2) Princip Account. Next, the Issuer shall deposit into or credit to the Principal Account the sum which, together with the balance in said account, shall equal (a) the principal amount of all Outstanding Bonds other than Term Bonds due and unpaid, (b) that portion of the principal amount of the Bonds other than Term Bonds next due which would have accrued on such Bonds next due during the then current calendar month if such principal amount thereof were deemed to accrue monthly (assuming that a year consists of twelve (12) equal calendar months of thirty (30) days each) in equal installments from a date one year preceding the due date of such Bonds next due and (c) the portion of the principal amount of the Bonds next due which shall have accrued on such basis in prior months. Moneys in the Principal Account shall be applied by the Issuer to reimburse the Bank in immediately available funds for draws made under the Letter of Credit to pay the principal on the Bonds, and, second, if the Bank has 24 91-- 886 r dishonored a draw under the Letter of Credit, to pay the principal of the Bonds as and when the same shall mature, and for no other purpose. (3) Letter_ of. Credit Account. There shall be deposited in the Fetter of Credit Account, which account shall be mainWriod by the Paying Agent, amounts received from a draw on the Letter of Credit for payment of the principal of or interest due on the Bonds. Moneys on deposit in the Letter of Credit Account shall be used only to pay the principal of and interest on the Bonds and shall not be comingled with moneys in any other fund or account. (B) Reserve Fund, The Issuer shall deposit into or credit to the Reserve Fund such sum, if any, as will be necessary to immediately restore the funds on deposit therein to an amount equal to the Reserve Fund Requirement. On or prior to each principal and interest payment date for the Bonds, moneys in the Reserve Fund shall be transferred to the Principal Account or Interest Account of the Debt Service Fund to the extent the amounts deposited therein are insufficient for the purposes set forth in Section 4.03(A)(1) or (2) hereof. Whenever there shall be surplus moneys in the Reserve Fund by reason of a decrease in the Reserve Fund Requirement or as a result of a deposit therein of a surety bond, irrevocable letter of credit, guaranty or insurance policy, as hereinafter set forth, such surplus moneys shall be deposited by the Issuer into the Principal Account, or such other appropriate fund or account of the Issuer, provided such deposit to such other fund or account shall not adversely affect the exclusion from gross income of interest on the Bonds for federal income tax purposes. In lieu of the required deposit into the Reserve Fund, the Issuer may cause to be deposited into the Reserve Fund a surety bond, irrevocable letter of credit, guaranty or an insurance policy for the benefit of the Bondholders in an amount equal to the difference between the Reserve Fund Requirement and the sums then on deposit in the Reserve Fund, if any. Such surety bond, irrevocable letter of credit, guaranty or insurance policy shall be payable to the Paying Agent (upon the giving of notice at the time and in the form required thereunder) on any Interest Date on which a deficiency exists which cannot be cured by funds in any other fund or account held pursuant to this Resolution and available for such purpose. The issuer providing such surety bond, irrevocable letter of credit, guaranty or insurance policy shall either be (a) an insurer whose municipal bond insurance policies insuring the payment, when due, of the principal of and interest on municipal bond issues results in such issues being rated in one of the two highest rating categories (without regard to gradations, such as "plus" or "minus" of such categories) by Standard & Poor's Corporation and Moody's Investors Service, or (b) a commercial bank, insurance company or other financial institution the bonds payable or guaranteed by which have been assigned a rating by Moody's Investors Service and Standard & Poor's Corporation in one of the two highest rating categories (without regard to gradations, such as "plus" or "minus" or such categories). (C) Purchase of Bonds. The Issuer, in its discretion, may use moneys in the Principal Account and the Interest Account to purchase Bonds, provided such purchase does not adversely affect the Issuer's ability to pay the principal or interest coming due on such next principal payment date on the Bonds not so purchased. 25 (D)st o 1�t�ny9 .with »aY Awn �, At least one (1) business day prior to the date established for payment of w, it principal of or interest on the Bonds, the Issuer shall withdraw from the Debt Service Fund sufficient moneys to pay such principal or interest and deposit such moneys with the Paying Agent for the Bonds to be paid; provided, however, that so long as the Letter of Credit is in full force and effect, the paying Agent shall 'immediately notify the Issuer of draws made on the Letter of Credit to pay principal and interest on the Bonds and the Issuer shall withdraw from the Debt Service Fund on the Interest Date, sufficient moneys to reimburse the Bank for such draws. Section 4.05. Rebate Fund. Amounts on deposit in the Rebate Fund shall be held in trust by the Issuer and used solely to make required rebates to the United States Treasury and the Bondholders shall have no right to have the same applied for debt service on the Bonds. The Issuer agrees to undertake all actions required of it in its arbitrage certificate relating to the Bonds, and other instructions from Bond Counsel, delivered in connection with or subsequent to the issuance of such Bonds, including, but not limited to: (A) making a determination in accordance with the Code of the amount required to be deposited in the Rebate Fund; (B) depositing from moneys of the Issuer derived from sources other than ad valorem taxation and legally available for such purpose the amount determined in subsection (A) above into the Rebate Fund; (C) paying on the dates and in the manner required by the Code to the United States Treasury from the Rebate Fund and any other legally available moneys of the Issuer such amounts as shall be required by the Code to be rebated to the United States Treasury; and (D) keeping such records of the determinations made pursuant to this Section 4.04 as shall be required by the Code, as well as evidence of the fair market value of any investments purchased with proceeds of the Bonds of which such accounts were created. The provisions of the above -described arbitrage certificate and instructions of Bond Counsel may be amended from time to time as shall be necessary, in the opinion of Bond Counsel, to comply with the provisions of the Code. Section 4.05. Investments. Each fund and account established hereby shall be continuously secured in the manner by which the deposit of public funds are authorized to be secured by the laws of the State. Moneys on deposit in each fund and account may be invested and reinvested in Authorized Investments maturing not later than the date on which, the moneys therein will be needed; provided, however, that moneys in the Letter of Credit Account shall be held uninvested. Moneys on deposit in the Reserve Fund may be invested or reinvested in securities provided in clauses (1) through (9) of the definition of Authorized Investments which shall mature no later than three (3) years from the date of acquisition thereof. Any and all income received from the investment of moneys in the Interest Account and the Principal Account, in the Debt Service Fund, the Rebate Fund and in the 26 a i Reserve Pund (to the extent such income and the other amounts in the Reserve Fund do not exceed the Reserve Pund Requirement) shall be retained in such respective fund of account, Any and all income received from the investment of moneys in the Reserve Puna (only to the extent such income and other amounts therein exceed the Reserve Fund Requirement) shall be deposited upon receipt thereof in the Interest Account. All investments shall be valued at cost. Nothing contained in this Resolution shall prevent any Authorized Investments acquired as investments of or security for funds held under this Resolution froth being issued or held in book -entry form on the books of the Department of the 'Treasury of the United States, Section 4.06. Separate Accounts, Except for the Letter of Credit Account, the moneys required to be accounted for in each of the foregoing funds and accounts established herein may be deposited in a single bank account, and funds allocated to the various funds and accounts established herein may be invested in a common investment pool, provided that i p; adequate accounting records are maintained to reflect and control the restricted allocation of the moneys on deposit therein and such investments for the various purposes of such funds and accounts as herein provided. The designation and establishment of the various funds and accounts in and by this Resolution shall not be construed to require the establishment of any completely independent, self -balancing funds as such term is commonly defined and used in governmental accounting, but rather is intended solely to constitute an earmarking of certain revenues for certain purposes j and to establish certain priorities for application of such revenues as herein provided. ARTICLE V COVENANTS Section 5.01. General. In addition to all of the other covenants of the Issuer contained in this Resolution, the Issuer hereby covenants with each and every successive Holder of any of the Bonds so long as any of the Bonds shall remain Outstanding each and every one of the covenants contained in this Article V. Section 5.02. Budget and Appropriation. The Issuer does hereby covenant to budget and appropriate from its Non -Ad Valorem Revenues on an annual basis; by amendment to its budget if required (i) for the payment of the principal of and interest on the Bonds and to make ' the payment into the Debt Service Fund at the times 'provided of the sums required to secure to the Owners thereof the payment of the principal of and interest on the Bonds as the same shall become due and (ii) the amounts necessary to restore the funds on deposit in the Reserve Fund to the Reserve Fund Requirement. The Issuer hereby grants a lien upon --and pledge of the Pledged Funds. The portion of the Issuer's Non -Ad ValoremRevenues which is not appropriated for the repayment of the Bonds nor placed in the Debt Service Fund is not Pledged Funds and is not pledged as security for the Bonds. Such covenant and agreement on the part of the Issuer to budget and appropriate such amounts of Non -Ad Valorem Revenues 27 91-- s } 11 shall be cumulative, and shall continue until such Non -Ad 'Valorem Revenues in amounts sufficient to make all required payments as and When due shall have been budgeted, appropriated and actually paid into the appropriate fund or account. The Issuer further covenants that this Resolution shall be deemed to be passed and adopted for the benefit of the Owners of any of the Bonds and that the obligations of the Issuer to include the amount of any deficiency in each of its annual budgets and to pay such deficiencies from Non -Ad Valorem Revenues may be enforced in a court of competent ,jurisdiction in accordance with the remedies set forth herein, Section 5.03. Books and Records. The Issuer shall keep books, records and accounts of all of its revenues and expenditures in accordance with generally accepted accounting principals, and the Holders of any Bonds Outstanding or the duly authorized representatives thereof shall have the right at all reasonable times to inspect all books, records and accounts of the Issuer. Section 5.04. Annual Audit. The Issuer shall, immediately after the close of each Fiscal Year, cause the financial statements of the Issuer to be properly audited by a recognized independent firm of certified public accountants, and shall require such accountants to complete their report of such Annual Audit in accordance with applicable law. Such Annual Audits shall contain, but not be limited to, a balance sheet, an income statement, a statement of changes in financial position, a statement of changes in retained earnings, a statement of insurance coverage, and any other statements as required by law or accounting convention, and a certificate by such accountants disclosing any material default on the part of the Issuer of any covenant or agreement herein. Each Annual Audit shall be in conformity with generally accepted accounting principles. A copy of each Annual Audit shall regularly be furnished to the Letter of Credit Bank, if any, any Holder who shall have furnished an address to the Clerk and requested in writing that the same be furnished to such Holder. The Issuer shall be permitted to make a reasonable charge for furnishing to any Holder such Annual Audit. Section 5.05. Federal Income Tax Covenants. (A) The Issuer covenants that it shall not use the proceeds of the Bonds in any manner which would cause the interest on the Bonds to be or become includable in the gross income of the Holder thereof for federal income tax purposes. (B) The Issuer covenants that neither the Issuer nor. any Person under its control or direction will make any use of the proceeds of the Bonds (or amounts deemed to be proceeds under the Code) in any manner which would cause the Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Code, and neither the Issuer nor any other Person shall do any act or fail to do any act which would cause the interest on the Bonds to, become includable in the gross income of the Holder thereof for federal income tax purposes. (C) The Issuer hereby covenants that it will comply with all provisions of the Code necessary to maintain the exclusion of interest on the Bonds from the gross income of the Holder thereof for federal income tax purposes, including, in particular, the payment of any amount required to be rebated to the United States Treasury pursuant to the Code. 28 9�.88:6 ;F '�ys it g s4 i� Section 5.06. Covenant to Maintain Non -Ad Valorem Revenues. (A) Subject to the provisions of Section 5.06(E) hereof, the Issuer shall establish, maintain and collect its Non -Ad Valorem Revenues and to the extent possible and legally permissible, revise the same from time to time, whenever necessary, as will always Provide in each Fiscal Year (i) Non -Ad Valorem Revenues adequate at all tithes to pay in each Fiscal Year at least two hundred percent (200 ) of the current annual Debt Service i equireme tt becoming due in such Fiscal Year and (H) at least one hundred percent (100%) of any amounts required by the terms hereof to be deposited in the Reserve Fund. If, in any Fiscal Year, the Issuer shall fail to comply with the requirements contained in Section 5.06(A)(i) above, it shall cause the Consultants to review its Non -Ad Valorem Revenues, and to make written recommendations as to the methods by which the Issuer may promptly seek to comply with the requirements set forth in Section 5.06(A)(i) above. The Issuer shall forthwith commence to implement such recommendations to the extent required so as to cause it to thereafter comply with said requirements, subject to the provisions ofp' subparagraph (B) hereof. (B) Notwithstanding the foregoing subparagraph (A) or any provision of this Resolution to the contrary, the Issuer does not covenant to maintain any services or programs now provided or maintained by the Issuer which generate Non -Ad Valorem Revenues. The Issuer ` reserves the right to cancel and discontinue any such services or programs generating Non -Ad Valorem Revenues if it, in good faith, deems such cancellation to be in the best interest of the Issuer. ARTICLE VI DEFAULTS AND REMEDIES Section 6.01. Events of Default. The following events shall each constitute an "Event of Default" hereunder: (A) Default shall be made in the payment of the principal of or interest on any Bond when due. (B) There shall occur the dissolution or liquidation of the Issuer, or the filing by the Issuer of a voluntary petition in bankruptcy, or the commission by the Issuer of any act of bankruptcy, or adjudication of the Issuer as a bankrupt, or assignment by the Issuer for the benefit of its creditors, or appointment of a receiver for the Issuer, or the entry by the Is into, an agreement of composition with its creditors, or the approval by a court of competent jurisdiction of a petition applicable to the Issuer in any proceeding for its reorganization instituted under the provisions of the Federal Bankruptcy Act, as amended, or underany,similar act in any jurisdiction which may now be in effect or hereafter enacted. Z 29 91 i fRy_ • 3 (C) The Issuer shall default in the due and punctual performance of any other of the covenants, conditions, agreements and provisions contained in the Bonds or in this Resolution on the part of the issuer to be performed, and such default shall continue for a period of thirty (30) days aver written notice of such default shall have been received from the Holders of not less than twenty-five percent (25 %) of the aggregate principal amount of Bonds Outstanding. Notwithstanding the foregoing, the Issuer shall not be deemed in default hereunder if such default can be cured within a reasonable period of time and if the Issuer in good faith institutes curative action and diligently pursues such action until the default has been corrected, Section 6.02. Remedies. Any Holder of Bonds issued under the provisions of this Resolution or any trustee or receiver acting for such Bondholders may either at law or in equity, by suit, action, mandamus or other proceedings in any court of competent jurisdiction, protect and enforce any and all rights under the laws of the State, or granted and contained in this Resolution, and may enforce and compel the performance of all duties required by this Resolution or by any applicable statutes to be performed by the Issuer or by any officer thereof. The Holder or Holders of Bonds in an aggregate principal amount of not less than twenty-five percent (25 %) of the Bonds then Outstanding may by a duly executed certificate in writing appoint a trustee for Holders of Bonds issued pursuant to this Resolution with authority to represent such Bondholders in any legal proceedings for the enforcement and protection of the rights of such Bondholders and such certificate shall be executed by such Bondholders or their duly authorized attorneys or representatives, and shall be filed in the office of the Clerk. Notice of such appointment, together with evidence of the requisite signatures of the Holders of not less than twenty-five percent (25 %) in aggregate principal amount of Bonds Outstanding and the trust instrument under which the trustee shall have agreed to serve shall be filed with the Issuer and the trustee and notice of appointment shall be given to all Holders of Bonds in the same manner as notices of redemption are given hereunder. After the appointment of the first trustee hereunder, no further trustees may be appointed; however, the Holders of a majority in aggregate principal amount of all the Bonds then Outstanding may remove the trustee initially appointed and appoint a successor and subsequent successors at any time. Section 6.03. Directions to Trustee as to Remedial Proceedings. The Holders of a majority in principal amount of the Bonds then Outstanding have the right, by an instrument or concurrent instruments in writing executed and delivered to the trustee, to direct the method and place of conducting all remedial proceedings to be taken by the trustee hereunder, provided that such direction shall not be otherwise than in accordance with law or the provisions hereof, and that the trustee shall have the right to decline to follow any such direction which in the opinion of the trustee would be unjustly prejudicial to Holders of Bonds not parties to such direction. Anything in this Resolution to the contrary notwithstanding, so long as the Bank is not in default in its paymentobligationsunder the Letter of Credit, upon the occurrence and continuance of an Event of Default, the Bank shall be entitled to control and direct the enforcement of all rights and remedies granted to the Bondholders under this Resolution. Section 6.04. Remedies Cumulative. No remedy herein conferred upon or reserved to the Bondholders is intended to be exclusive of any other remedy or remedies, and each and every such remedy shall be cumulative, and shall be in addition to every otherremedy given hereunder or now or hereafter existing at law or in equity or by statute. 30 91- 886 INIt� z d hZ �x 1 Section 6,O5, wal"r of Default. No delay or omission of any Bondholder to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default, or an acquiescence therein; and every power and remedy given by Section 6.02 of this Resolution to the Bondholders may be exercised from time to time, and as often as may be deemed expedient. Section 6.06. Appllcatlon of Moneys After Default. If an Event of Default shall happen and shall not have been remedied, the Issuer or a trustee or receiver appointed for the purpose shall apply all funds collected, recorded and received by it for the Holders as follows and in the following order (provided that moneys received under the Letter of Credit shall not be used for purposes other than payment of the Bonds): (A) To the payment of the reasonable and proper charges, expenses and liabilities of the trustee or receiver, Registrar and Paying Agent hereunder; and (B) To the payment of the interest and principal, or Redemption Price, if applicable, then due on the Bonds, as follows: (1) Unless the principal of all the Bonds shall have become due and payable, all such moneys shall be applied: FIItST: to the payment to the Persons entitled thereto of all installments of interest then due, in the order of the maturity of such installments, and, if the amount avail able shall not be sufficient to pay in full any particular installment, then to the payment ratably, according to the amounts due on such installment, to the Persons Jr entitled thereto, without any discrimination or preference; SECOND: to the payment to the Persons entitled thereto of the unpaid principal ;z F of any of the Bonds which shall have become due at maturity or upon mandatory redemption prior to maturity, in the order of their due dates, with interest upon. such Bonds from the respective dates upon which they became due, and, if the amount available shall not be sufficient to pay in full Bonds due on any particular date, together with such interest, then to the payment first of such interest, ratably according to the amount of such interest due on such date, and then to the payment of such principal, } ratably according to the amount of such principal due on such date, to the Persons entitled thereto without any discrimination or preference; and 2 If the principal of all the Bonds shall have become due and payable, O P P PY all such moneys shall be applied to the payment of the principal and interest then due and unpaid upon the Bonds, with interest thereon as aforesaid, without preference or priority Of principal over interest or of interest over principal, or of any installment of interest over any other installment of interest, or of any Bond over any other Bond,- ratably, s according to the amounts due respectively for principal and interest, to the Persons entitled thereto without any discrimination or preference. Y� Section 6.07. Controlby Bank. Notwithstanding anything herein to the contrary, upon the occurrence and continuance of an Event of Default, the Bank, if such Bank shall have 31 91- 8$6 x ar honored all of its commitments under the getter of credit, shell be entitled to direct and control the enforcement of all rights and remedies with rest to the Bonds. ARTICLE VII .. S PLMMMAL RLSOLUTIONS r Section 7,01. Supplemental Resolution Without Bondholders' Consent. The Issuer, from time to time and at any time, may adopt such Supplemental Resolutions without the ' consent of the Bondholders (which Supplemental Resolution shall thereafter form a part hereof) for any of the following purposes: (A) To cure any ambiguity or formal defect or omission or to correct any inconsistent provisions in this Resolution or to clarify any matters or questions arising. hereunder. * r (B) To grant to or confer upon the Bondholders any additional -fights, remedies, powers, authority or security that may lawfully be granted to or conferred upon the Bondholders.` (C) To add to the conditions, limitations and restrictions on the issuance of Bonds under the provisions of this Resolution other conditions, limitations and restrictions thereafter to be observed. (D) To add to the covenants and. agreements of the Issuer in this Resolution } other covenants and. agreements thereafter to be observed by the Issuer or to surrender, any right i or power herein reserved to or conferred upon the Issuer. , (E) To specify and determine at any time prior to the first delivery of any Bonds the matters and things relative to the Bonds. To make an other change that in the opinion of Bond Counsel would (Ei y g oP °4 r 4 not materially adversely affect the security for the Bonds. : Section 7.02. Supplemental Resolution With _Bondholders' and Bank's Consent. Subject to the terms and provisions contained in this Section 7.02 and Section 701 hereof, the Holder or Holders of not less than a majority in aggregate principal amount of the Bonds then Outstanding shall have the right, from time to time, anything contained in this Resolution to the contrary notwithstanding, to consent to and approve the adoption of 'such Supplemental Resolution or Resolutions hereto as shall be deemed necessary, or desirable by the .. - Issuer for the purpose of supplementing, modifying, altering, amending, adding to or 'rescinding, in any, particular, any of the terms or provisions contained in this Resolution; pmvidcd, 1 however, that if such modification or amendment will, by its terms, not`take effect so long as any Bonds of any specified maturity remain Outstanding, the consent of the Holders of such.,4 Bonds shall not be required and such Bonds shall not be deemed to be Outstanding for : the} purpose of any calculation of Outstanding Bonds under this Section 7.02. Any Supplemental Resolution which is adopted in accordance with the provisions of this Section 7.02 shall also F 32 91.�86 r require the written consent of the Bank so long as the Letter of Credit is in full force and effect. No Supplemental Resolution may be approved or adopted which shall permit or require (A) an extension of the maturity of the principal of or the payment of the interest on any Bond issued hereunder, (B) reduction in the principal amount of any Bond or the rate of interest thereon, (C) a preference or priority of any Bond or Bonds over any other Bond or Bonds, or (D) a reduction in the aggregate principal amount of the Bonds required for consent to such Supplemental Resolution. Nothing herein contained, however, shall be construed as malting necessary the approval by Bondholders or the Bank of the adoption of any Supplemental Resolution as authorized in Section 7.01 hereof. -� If at any time the Issuer shall determine that it is necessary or desirable to adopt any Supplemental Resolution pursuant to this Section 7.02, the Clerk shall cause the Registrar to give notice of the proposed adoption of such Supplemental Resolution and the form of consent to such adoption to be mailed, postage prepaid, to all Bondholders at their addresses as they appear on the registration books and to the Bank. Such notice shall briefly set forth the nature -` of the proposed Supplemental Resolution and shall state that copies thereof are on file at the offices of the Clerk and the Registrar for inspection by all Bondholders. The Issuer shall not, _ however, be subject to any liability to any Bondholder by reason of its failure to cause the notice required by this Section 7.02 to be mailed and any such failure shall not affect the validity of such Supplemental Resolution when consented to and approved as provided in this Section 7.02. Whenever the Issuer shall deliver to the Clerk an instrument or instruments in writing purporting to be executed by the Holders of not less than a majority in aggregate principal amount of the Bonds then Outstanding, which instrument or instruments shall refer to the proposed Supplemental Resolution described in such notice and shall specifically consent to and approve the adoption thereof in substantially the form of the copy thereof referred to in such notice, thereupon, but not otherwise, the Issuer may adopt such Supplemental Resolution in substantially such form, without liability or responsibility to any Holder of any Bond, whether or not such Holder shall have consented thereto. If the Holders of not less than a majority in aggregate principal amount of the Bonds Outstanding at the time of the adoption of such Supplemental Resolution shall have consented to and approved the adoption thereof as herein provided, no Holder of any Bond shall have any right to object to the adoption of such Supplemental Resolution, or to object to any of the terms and provisions contained therein or the operation thereof, or in any manner to question the propriety of the adoption thereof, or to enjoin or restrain the Issuer from adopting the same or from taking any action pursuant to the provisions thereof. Upon the adoption of any Supplemental Resolution pursuant to the provisions of this Section 7.02, this Resolution shall be deemed to be modified and amended in accordance therewith,. and the respective rights, duties and obligations under this Resolution of the Issuer and all Holders of Bonds then Outstanding shall thereafter be determined, exercised and enforced in all respects under the provisions of this Resolution as so modified and amended. 33 91- 886 F ARTICLE ♦ M PROVISION RELATING TO LETTER CP CR18DI`t' Section 8.01► Acceptance of I.,etter of Credit Commitment. The Issuer hereby a epts this Bank's commitment to provide a letter of credit with respect to the Bonds; and the Mayor is hereby authorized to execute and deliver on behalf of the Issuer appropriate evidence of such acceptance. Section 8.02. Consent of Bank, Any provision of this Resolution expressly recognizing or granting rights in or to the Bank may not be amended in any manner which affects the rights of the Bank hereunder without the prior written consent of the Bank. Section 8.03. Consent of the Bank in Additionto Bondholder Consent. Unless otherwise provided in this Section, the Bank's consent shall be required in addition to Bondholder consent when required, for the following Pses: (I) execution and delivery of " any Supplemental Resolution or any amendment, supplement or change to or modification of the i Resolution, (ii) removal of the Paying Agent and selection and appointment of any succcessor paying agent, and (III) initiation or approval of any action not described in (i) or (ii) above which requires Bondholder consent. - Section 8.04. Inquiry by Bank of Affairs of Issuer. (a) The Issuer will permit the Bank to discuss the affairs, finances and accoaunts of the Issuer or any information the Bank may reasonable request regarding the security for the - Bonds with appropriate officers of the Issuer. The Issuer will permit the Bank to have access to and to make coapies of all books and records relating to the Bonds at any reasonable time. (b) The Bank shall have the right to direct an accounting at the Issuer's expense, and the Issuer's failure to comply with such direction within thirty (30) days after receipt of written notice of the direction from the Bank shall be deemed a default hereunder; provided, y however, that if compliance cannot occur within such period, then such period will be extended so Jong as compliance is begunwithin such period and diligently pursued, but only if such extension would not materially adversely affect the interests of any registered owner. of- the Bonds. - Section 8.05. Payment Under Letter of Credit. (a) As long as the Letter of Credit shall be in full force and effect, the Issuer, and the Paying Agent agree that prior to 11:00 a.m. , New York, New York time on each Interest Date, the. Paying Agent,- without making any prior claim on or :providing any prior g notice to the Issuer, shall make a demand on the Bank in accordance with the terms of the Letter of Credit for drawing under the Letter of Credit in an amount which will be sufficient to ICY i . the principal of and interest on the Bonds becoming due and payable on such Interest Date in accordance with the provisions of this Resolution. The Paying shall additionally draw on -the c Letter of Credit in an amount which will be sufficient to provide for the redemption of all'of the Bonds, pursuant to Article III hereof, in the event that that Bank has delivered a notice to the i 34 91- 886' r w` - - V an amount which shall be sufficient, or Securities the principal of or Redemption Price, if applicable, and the interest on which when due will provide moneys which, together with the moneys, if any, deposited with such bank or trust company at the same time shall be sufficient, to pay the principal of, or Redemption Price, if applicable, and interest due and to become due on said Bonds on and prior to the redemption date or maturity date thereof, as the case may be. Neither the Securities nor any moneys so deposited with such bank or trust company nor any moneys received by such bank or trust company on account of principal of, or Redemption Price, if applicable, or interest on said Securities shall be withdrawn or used for any purpose other than, and all such moneys shall be held in trust for and be applied to, the payment, when due, of the principal of or Redemption Price, if applicable, of the Bonds for the payment or redemption of which they were deposited and the interest accruing thereon to the date of maturity or redemption thereof; provided, however, the Issuer may substitute new Securities and moneys for the deposited Securities and moneys if the new Securities and moneys are sufficient to pay the principal of or Redemption Price, if applicable, and interest on such Bonds. In the event the Bonds for which moneys are to be deposited for the payment thereof in accordance with this Section 8.01 are not by their terms subject to redemption within the next succeeding sixty (60) days, the Issuer shall cause the Registrar to mail a notice to the Holders of such Bonds that the deposit required by this Section 8.01 of moneys or securities has been made and said Bonds are deemed to be paid in accordance with the provisions of this Section 8.01 and stating such maturity or redemption date upon which moneys are to be available for the payment of the principal of or Redemption Price if applicable, and interest on P Y P � P� P � � PP said Bonds. Nothing herein shall be deemed to require the Issuer to call any of the Outstanding Bonds for redemption prior to maturity pursuant to any applicable optional redemption provisions, or to impair the discretion of the Issuer in determining whether to exercise any such option for early redemption. Notwithstanding anything herein to the contrary, in the event that the principal and/or interest on the Bonds shall be paid by the Bank pursuant to the Letter of Credit and such amount has not been reimbursed pursuant to the Reimbursement Agreement, the Bonds shall remain Outstanding for all purposes, not be defeased or otherwise satisfied and not considered paid by the Issuer and the pledge of the Pledged Funds and all covenants, agreements and other obligations of the Issuer to the Holders shall continue to exist and shall run to the benefit of the - Bank and the Bank shall be subrogated to the rights of such Holders. Section 9.02. Authorization of Execution of Placement Agent Agreement. The Placement Agent will file with the City Manager, on behalf of the Governing Body, the disclosure statement required by Section 218.385(4), Florida Statutes, as amended, prior to the execution of the Placement Agent Agreement. The City Manager is authorized to execute the Placement Agent Agreement as provided in Section 1.04(D) of this Resolution. The City Manager is authorized to execute the Placement Agent Agreement, only upon receipt of an offer by the Placement Agent to accept the Bonds for placement (i) in an aggregate principal amount certain not to exceed $5,000,000, (ii) bearing interest from their date of issuance at a_true y interest cost of 6.5 % or less, and (iii) at an aggregate purchase price equal to or greater than ninety-eight percent (98 %) of the aggregate principal amount less any original issue discount plus a 36 u — 91886 NO y accrued interest (if any), but less the expenses of the Placement Agent, which shall not eX0W Section 9.03. Approval of Preliminary Placement Memorandum and Authorization of Fna1 Placement Memorandum, Tht. delivery of the Preliminary placement memorandum to the placement Agent and the distribution thereof by the Placement Agentis hereby approved, ratified and confirmed. A final placement memorandum in substantially the form of the Preliminary Placement Memorandum, with such omissions, insertions and variations as may be necessary and/or desirable and approved by the Mayor or the City manager prior to the release thereof, is hereby authorized to be delivered by the Issuer to the Placement Agent for distribution prior to or contemporaneously with the issuance and delivery of the Bonds, The Mayor or the City Manager are hereby authorized to evidence the Issuer's approval of the final placement memorandum by either's endorsement thereof upon one or more copies, and approval of all such omissions, insertions and variations may be presumed from such endorsement upon any copy of such final placement memorandum. Bond Counsel is hereby directed to furnish to the Division of Bond Finance of the Department of General Services of the State of Florida a copy of the final placement memorandum, a notice of the impending sale of the Bonds and the other information required by Section 218.38, Florida Statutes, as amended, within the appropriate time periods specified by such section. Section 9.04. Registrar and Paying Agent. C&S/Sovran Trust Company is appointed as Registrar and Paying Agent under this Resolution, to serve as Registrar and Paying Agent for the Bonds and the Mayor and the Clerk are authorized to execute any agreement necessary to evidence the duties and obligations of the Registrar and Paying Agent. Section 9.05. Authorization of Execution of Escrow Deposit Agreement. The Mayor is authorized to execute the Escrow Deposit Agreement in favor of the Escrow Holder, with such omissions, insertions and variations as may be necessary and/or desirable and approved by the Mayor and the Clerk prior to the delivery thereof, such necessity and/or desirability and approval by the Mayor and the Clerk to be presumed by their execution and delivery thereof. Section 9.06. Escrow Holder. C&S/Sovran Trust Company is hereby found to be a qualified escrow holder and is appointed to serve as Escrow Holder under the Escrow Deposit Agreement. Section 9.07. General Authority. The members of the Governing Body and the Issuer's officers, attorneys and other agents and employees are hereby authorized to do all acts and things required of them by this Resolution or the Placement Agent Agreement or desirable or consistent with the requirements hereof or thereof for the full, punctual and complete' performance of all of the terms, covenants and agreements contained in the Bonds, the Placement Agent Agreement, the Escrow Deposit Areement and this Resolution, including but not limited to taking any necessary actions or giving notices with respect to the refunding of the Refunded Obligations, and they are hereby authorized to execute and deliver all documents which shall be required by Bond Counsel or the Placement Agent of the Bonds to effectuate the sale of the Bonds to said Placement Agent. } s Section 9108. No Pemba LIAblutY. No representation, statement, covenant, warranty, stipulation, obligation or agreement herein contained, or contained in the Bonds, or _ in any certificate or other instrument to be executed on behalf of the issuer in connection with the issuance of the Bonds, shall be deemed to be a representation, statement, covenant, warranty, stipulation, obligation or agreement of any member of the governing Body, officer, employee or agent of the issuer in his or her individual capacity, and none of the foregoing persons not any officer of the issuer executing the Bonds, or any certificate or other instrument to be executed in connection with the issuance of the Bonds, shall be liable personally thereon or be subject to any personal liability or accountability by reason of the execution or delivery thereof. Section 9.09. No Third Party Beneficiaries. Except such other Persons as may be expressly described herein or in the Bonds, nothing in this Resolution, or in the Bonds, expressed or implied, is intended or shall be construed to confer upon any Person other than the Issuer, the Bank and the Holders any right, remedy or claim, legal or equitable, under and by ;t reason of this Resolution or any provision hereof, or of the Bonds, all provision hereof and thereof being intended to be and being for the sole and exclusive benefit of the Issuer, the Bank - and the Persons who shall from time to time be the Holders. Section 9.10. Sale of Bonds. The Bonds shall be issued and sold at public or private sale at one time or in installments from time to time and at such price or prices as shall be consistent with the provisions of the Act, the requirements of this Resolution and other applicable provisions of law. Section 9.11. Severability of Invalid Provisions. If any one or more of the covenants, agreements or provisions of this Resolution shall be held contrary to any express r provision of law or contrary to the policy of express law, though not expressly prohibited, or; against public policy, or shall for any reason whatsoever be held invalid, then such covenants, agreements or provisions shall be null and void and shall be deemed separable from the p remaining covenants, agreements and provisions of this Resolution and shall ' in no way affect the validity of any of the other covenants, agreements or provisions hereof or of the Bonds issued hereunder. Section 9.12. Repeal of Inconsistent Resolutions. All resolutions or parts ` thereof in conflict herewith are hereby superseded and repealed to the extent of such conflict. Section 9.13. Table of Contents and Headings not Part Hereof. The Table of Contents preceding the body of this Resolution and the headings preceding the several articles and sections hereof shall be solely for convenience of reference and shall not constitute a part '+ of this Resolution or affect its meaning, construction or effect. 3s 91- 886 i C L k t> i S (EAlbit A of Bond Resolution) p'1i;MWINARY PLACEMENTMe'NtoRA. _ WSW 1=1 Wrl 111Msr i1A"NNO., Sfat>tiatd di t�6t}a: �, ` In the opinitO of Aaad Corattel, under 041111g I", atauming canspliance with certain covenants to the l2esolutlo►l described heron, tntereat aIt the A" t (d) is dteiu+w Ji+nnt gt nit !tic, tt for, federal Income tar pu"set and M) is not dtt term njtetr prejemet,iot purposes of der jedirtil ahatMOve "if** 1 tde imposed indtwduaia and Cntpdhatlo►it: dlttf the lionrla and the tnterttt thenfoil dr! atempi,Jl in 1046dn tutde?the taws ojtht Marls of 1t`twhi ert�p�i at to eawte tares arts tarea on interest, income or profits on debt obltgadotts owrid by corpororions, of defined by Chapter 220, Mudd 3'taa fat; iv 13 dmended. See, howwt, 'fAX =WnON' hereto far a deacHptiort of certainAdtral mfnfntunt and other sfectat tarts that 0* 40et the tilt ftdtfttitrti of Interest on the Ponds. $5,0001040'o . CITY OP MIAMI, FLOPIDA 17 Refunding Revenue Bonds x 1 5eties 1991 19 Dated; December t ► 1991 I)tre: November t, to shown be20 iaw 2 The City of Miami, Florida, Refltnding Revenue goods, Series 1991 (the "Bonds") are being issued for the purpose of (I) advance reiuttding of the %ity's 2 outstandingCertificates of Participation, Series 1986 dated p _. (the 'Refunded Obligations') which were issued to finance the acquiaitioh 223 4 equipment for use by the City, (i) funding a Reserve Fund, and (III) paying the coats of issuance on the Bonds, �. 25 Interest on the Bonds will be payable, commencing May I, 1992, semiannually thereafter on each May 1, and November 1. Principal on the`Bonds wall a, 26 be payable November tat for the years listed below. Principal and interest will be paid by (CM/Sovrbn Trust Competly, fit. Lsudetdaie, ptorida;'t{s 27 Registrar and Paying Agent). The Bonds will be issued in book -entry form in denominations of 3S,000 or any integral multiple thereof. Purchaser wail ; 29 not receive physical delivery of bond certificates.. 4 30 The principal and interest on the Bonds are primarily secured by and payable from an irrevocable' direct pay, letter of credit (the Letter of Credit), Issued 32 by SunBanWhimi, N.A. The Gated expiration date of whit:h is November 2, 1996. SUNBANK/MIAMI, N.A. f 35 The Bonds am issued In fill compliance with the Constitution and laws of the State of Florida, including particularly Chapter 166, Part 11, Florida Statutes, and Resolution No. which was adopted by the City Commission on December 1991, (collectively heroin called the 'Resolution", attd ins 37 subject to all the terms and conditions of such Resolution. The Bonds and the interest thereon are limited obligations of the City payable solely from and — ; 38 secured by certain Non -ad Valorem Revenues (as defined in the Resolution) budgeted and appropriated for such purpose in each year by the City es 39 described herein and which moneys are deposited in the Debt Service Fund established pursuant to the Resolution and until applied In accordant with I 40 provisions of the Resolution, the proceeds of the Bonds, and all moneys, including investments thereof, in the funds and accounts established under the 41 Resolution except the Rebate Fund (the "Pledged Funds"). No specific revenue source has been pledged by the City for the repayment of the Bonds. 42 $ '43 The Bonds ace not subject to redemption prior to maturity. MATURITY, AMOUNT, INTEREST RATE AND PRICE 45 z - 1 47 i a • Interest Rateprice 48 i992 '49 1993 50 1994 — ,51 1995 _ . I S3 1996 54 The Bonds do not constitute a general obligation or general indebtedness of the Issuer, the State of Florida, or any political subdivision thereofi within the{ '55 meaning of any constitutional, statutory or chatter_ provision ror limitation. The Bonds and the interest payable thereon do not constitute a pledge of the 56 talil faith arts credit of the Issuer. the State of Florida'or any polidcel sribdivision thereof or a -lien upon any real or personal property of lie_lsauef, fha _ 57 5g State of Florida or any political subdivision thereof. The owners of the Bonds shall never have the right to require or compel the exercise of the ad valorem taxing power of the Issuer. the State of Florida or any other political subdivision thereof for the payment of principal of or interest on the Bonds or spy' — 69 other payments provided for in this Resolution. 6061 m ionds, are being placed by That r 62 SunBank, Miami, N.A., Florida, � areaof d when, as and (f issu dpany Bank, Atlanta, t subjecto dw of u SunTed PublicpinioFinance Fo Placement & Lards rg7 arts RorW` to oj4 t�+4ua 8 P J kY trine , amps, rasa, !!Cori t , 6TT 3 Counsel. Certain legal materss Wit be passed upon for the Ory by A. Quinn !ones, W. &q., and by the Letter of Credit Bank by Slums &Bowen, Aff, i 64 Florida. Evensen Dodge, Inc., Ordatdo, Florida is acting as Rnandal Advisor on this financing. The'Bonds are expected to be availableJor delii+e lit ' — ( Mlamt. Florida in defPn1dve Jorm on or about November 30, 1991. , - 68 SUNTRUST PUBLIC FINANCE, INC. f l An Allutw •t &ndk R Asef lti t'I�ownwr 3„ � A; oi 7V iF MhOiA :` +ri ► _ MEWad OF MAOOr Ctt �M�t�ssr�► XAVIgR 1,,,SUAi Z, MAY OR _ . J,L., PL'CI1V MER, IR& VICE MAYOR I` :. l I R. NIi A vl ALONS+1"� : - MILLER I. DA1 NS l4 VICTOR DE YURRE r — 1 ; CM OF`FICvL4LSsf 2 CESAR H. OIDIO 22'!,.City Manager . . .. , .... A. QU11 N JOKES, III 25 City Attorn+ y .... .. CARLOS E. GARCIA, CPA - 2 Director of Finance ..... MATrY HIRAI - 2 City Clerk ....... 6 , ...... . = 27, 28 BOND COUNSEL = 29 3V FOLEY & LARDNER 1 , Tampa, Florida _ 32' = 33: - 34` 35 FINANCIAL ADVISOR = 36 31' - EVENSEN DODGE, INC." >_ 3$ ` Orlando, Florida 41 yi 4" CEWFIED PUBLIC ACCOUNTAA 43:? DELOITTE & TOUCHE _ 45 Miami, Florida - 46' -- 4'] } �J �7 �3 No dealer, broker, miestttan or other pettan hat been Authorized by the tatty or the l�teaetitent At;att( to niulka any'r senfatiana, other than f 3 (bola contalned in this Placement tyndum in connection with the ofi�'19ng +s601ti1d he if viven at trii i, such other inforttlydort not be As having been authorized by any of the foregoing. &cement Memotendutn does not constitute or tepratentatloes must telllWn Wny its alter to eel! of the solicitation of an bffee to buy not shall there be any tale of the Gondperson in any Juriedictio in which it Is unlawtl,t tot ouch person to snake such offer, solicitation or sale. J'he information contained in this Placement Memorandum hat (teen obtained from public documents, records and other sources considered to be reliable and, while not guaranteed as to completeness at moutacy, is believed to be correct. Any stUe writ In this Placement Memorandums involving estimates, assumptions and opinions, whether or not to expressly stated, are intended as such acid are not to be construed to representations of fact, and the Placement Agent and the City ettpreasly make no 9 representation that such estimates, Assumptions and opinions will be realized or fulfilled. Any information, estimates, assumptions and twtteh 10 of opinion contained in this Placement Memorandum are subject to change without notice, as neither the delivery of this Placement Memorandutti, 1 nor any sale hereunder, %hall under any circumstances, create any implication that there has been no change In the affairs of the City since the 1 date hereof. The information and expressions of opinion herein are subject to change without notice,m and neither the delivery of this Placement 13 Memorandum nor any sale made hereunder shalt under any circumstances, create any implication that then hat been no change in the AMrs 1 of the City or any other parties described herein since the date hereof. All of the information contained herein is for the use of the initial 1 investors In the bonds only and may not be relied upon by anyone else. 16 17 All the summaries herein of documents and agreements are qualified in their entirety by reference to such documents and agrearmfita, and all 18 summaries herein of the Bonds ar qualified in their entirety by reference to the form thereof included in the Resolution. and the provisions with 19 respect thereto included in the aforementioned documents. 20 Tire Placement Memorandum has not been reviewed by the Attorney General of Securities Agency of any State or the Securities Exchange 22 Commission, and no government authority which regulate& securities het reviewed or passed on or endorsed the merits of this placement. Any representation to the contrary is unlawful. 223 4 25 THE BONDS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, NOR HAS THE RESOLUTION BEEN 26 QUALIFIED UNDER THE TRUST INDENTURE ACT OF 1939, IN RELIANCE UPON EXEMPTIONS CONTAINED IN SUCH ACTS, 27 THE REGISTRATION Olt QUALIFICATION OF THE BONDS IN ACCORDANCE WITH APPLICABLY PROVISIONS OF THE 28 SECURITIES LAWS OF THE STATES. IF ANY, IN WHICH THE BONDS HAVE REGISTERED OR QUALIFIED ANDTHE EXEMPTION 29 FROM REGISTRATION OR QUALIFICATION IN CERTAIN OTHER STATES CANNOT BE REGARDED AS A RECOMMENDATION 30 THEREOF. NErrHER THESE STATES NOR ANY OF THEIR AGENCIES HAVE PASSED UPON THE MERITS OF THE BONDS OR 31 THE ACCURACY OR COMPLETENESS OF THIS PLACEMENT MEMORANDUM. ANY REPRESENTATION TO THE CONTRARY 32 MAY BE A CRIMINAL OFFENSE. 34 35 36 37 TABLE OF CONTENTS 39 P&Qe Page 40 41 Introductory Statement ............................. I No Validation .............................. 42 43 Purpose of the Bonds ........... ....... .... .. Ratings ...... ... ............. 44 45 General..... ............................ Book -Entry Only System .......................... Financial Advisor ..................... .. . 46 Extraordinary Mandatory Redemption Without Premium ...... 47 48 Security for the Bonds ............................. Placement of Bonds ........................... [ 49 General: Non -Ad Valorem Revenues .................. 50 Additional Debt ................................ Authorization Concerning the Placement Memorandum . . r 51 Debt Service Schedule ........................... r- 52 Non -Ad Valorem Revenue Description ................ Concluding Statement ................... ....... r 53 A Information t 54 Sources and Uses of Funds .......................... Appendix -General } 55 on the City of Miami. Florida .................. ' 56 57 Plan of Refunding .. ... .. ... .... ... . Appendix B - City of Miami, Audited 58 r The Letter of Credit .............................. Financial Statements - Sept. 30, 1990 ............... 59 60 Legal Opinion .................................. Appendix C - Information on the Letter of Credit Bank ... 61 r. 62 Tax Exemption ................................. Appendix D - Authorizing Resolution . ............ . 63 64 Litigation ................................... Appendix E - Bond Counsel Opinion .. ....... . 65 66 Enforceability of Remedies ... .................... . 7 68 69 91- 886 { 1a.911LtyMfunt.t0e i 2, 3 City of Miami, noi4da ltehwdh* Retenut Ron& Soria 1"l INTRODUCTORY STATMgNT 9 11 The purpose of this Placement Memorandum, including the cover page, summary statement and all appendices, is 12 to set forth certain information in connection with the sale by the City of Miami, Florida (the *City*) of the City'& 13 Refunding Revenue Bofidgj (the "Bonds") in the aggregate principal amount of $3,000.000*i -'.The retefteW 14 excerpts, and summaries of all documents referred to herein do not purport to be complete statements of the 'Of 15 provisions of guch documents and reference is directed to all such documents for full and complete statements 16 all matters of fact relating to the Bonds, the security for the payment of the Bonds and the rights and obligations 17 of Holders of the Bonds. 18 10 The City is issuing the Bonds for the purpose of advance refunding the City's outstanding Certifibatew of 20 Participation Series 19869 dated August 28, 1086 (the "Refunded Obligations*). The Refunded Obligations were 21 is -Wed to finance the acquisition of equipment for use by the City. 22 23 For a complete description of the terms and conditions of the Bonds, reference is made to the Resolution authorilifig 24 the issuance of the Bonds attached hereto as composite Exhibit D (the "Resolution"), All capitalized termi-in, this 25 Placement Memorandum shall be as defined herein or in the Resolution unless the context clearly indicates 26 otherwise.. 116' description of the Resolution and the documents authorized thereby do not purport to be 27 comprehensive or definitive. All references herein to such documents and reports are qualified in their entirety by 28 reference to such documents. Copies of documents not reproduced in this Placement Memorandum and further 29 infbrmation which may be desired may be obtained from the City of Miami, Florida, (305) 579-6666. 31 The Bonds are being issued under the authority of and in full compliance with the Constitution and laws of the State 52 of Florida, including Chapter 166, Part 11, Florida Statutes, the City Charter and Resolution No. duly enacted 33 by the City Commission (the "Commission") on December 1991, as amended and supplemented (the 34 "Resolu'HW)'(collectiv6ly the "Act"). 35 36 31 PURPOSE OF THE BONDS 38 59 THE BONDS 40 41 Tlie ' Bonds' :shall consist of $5,000,000* in: aggregate principal amount; The Bonds are being issued•. in 42 denominations of $5,000 each or any integral multiple thereof. 43 44 Interest on' the Bonds will be payable commencing May 1, 1992, and semiannually, thereafter on each' May 1 and 45 November 1, by check or draft mailed (or, pursuant to a written agreement between the Paying Agent and the., 46 registered owner, by wire transfer) Wthe registered owners of the Bonds appearing on record inthe Register;98 47 of the close of business on'the fifteenth day of the month next preceding such interest payment date. 48 49 50 51 52 subj8d to chow to 3r. `'11t+e Bwd4 .will matrtee and beat interest at the rates according to the years ormaturity as follows" _ 3 MA'iUR1 Vo AMOUNT AND iNTERM RATE 4 Principal! Interestlate " 1992 ll 1995 $ 1994 10 1995 $ 1 1996 $ 12 1 13 Principal is payable on the maturity date upon surrender of the Bonds to the Paying Agent. Initially, Code:dk 14 as Nominee, will be the registered owner of all of the Bonds and principal and interest payments.wiil be distributed 1 as set forth under "Book=Entry Only System" herein. 16 17 ROOK -ENTRY ONLY SYSTEM 18 19 The Depository Trust; Company (DTC), New York, NY, will act as securities depository for the Bonds. The 20 ownership of one fully registered Bond for each maturity as set forth on the cover page hereof, each in the aggregate 21 principal amount, of such maturity, will be registered in the name of Cede & Co., as nominee for DTC. DTC is 22 a limited -purpose trust company organized under the laws of the State of New York, a member of the Federal 23 Reserve System,, a clearing corporation" within the meaning of the New York Uniform Commercial Code,, and -a 24 "clearing agency" registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934, as 25 amended. _ DTC was _created to hold securities of its participants (the "DTC Participants") and to facilitate the 26 clearance and settlement of securities transactions among DTC Participants in such securities. through electronic 27 book -entry changes in accounts of the DTC Participants,. thereby eliminating the need of physical movemea.of E 28 securities certificates.. DTC Participants include securities brokers and dealers, banks, trust companies, ;clearing 29 corporations, and certain other organizations, some of whom (and/or their representatives) own DTC.. Access .to 30 the DTC system is also available to others such as banks, brokers, dealers and trust companies that clear through 31 or maintain a : custodial relationship with a DTC. Participant, either. directly or indirectly... (the,, -Indirect 32 Participants"). 33 34 The DTC Participants shall receive a credit balance in the records of DTC. The ownership interest of each actual 35 purchaser of each Bond (the ."Beneficial Owner") will be recorded through the,records of the DTC Participants 36 Beneficial Owners are expected to receive a written confirmation of theirpurchase,providing details of the BonJ 37 acquired. Transfers of ownership interests ,in the Bonds will be accomplished by book entries made by DTC and, 38 in turn, by the DTC:Participants.who act on behalf of the Beneficial Owners. Beneficial Owners will not receive 39 certificates representing their ownership interest in the Bonds, except as specifically provided in the Agreement. 40 41 DTC may determine to discontinue providing its service with respect to the Bonds at any time by giving notice to 42 the. City.,and discharging its responsibilities with respect thereto under applicable law. Under such circumstances, 43 Bond certificates are required to be delivered as described in the Agreement. The Beneficial Owner, upon 44 registration .of certificates held is the Beneficial Owner'sname, will become the registered owner.. of the Bonds.. 45 46 The ;:City,may.determine. that continuation, of the system of book -entry transfers through DTC (or a -,successor 47 securities depository);:is not in the best interest: of the Beneficial Owners,. in such event, Bond certificates .will'be 48 deIvered,as: described in theAgreement. 50 Conveyance of notices and other; communications by DTC to DTC Participants, by DTC Participants to indirect 31 Participants, and by DTC Participants and indirect Participants to Beneficial Owners will be governed by 52 arrangements among them, subject to any statutory and jegulatoryrequirements as may, be • in; effect form. time _to 53 time. w &*Jopt Al 56 Ia.911G�yA1Mmi.106 Z - 91886 4 7 8 i0 11 12 13 14 i5 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 - 34 35 36 37 38 39 40 41 42 43 44 .45 6 nay 47 48 49 50 51 52 53 54 55 Principal and interest payments on the Eottds will be made to DTC or its nominee, Cede & Co., as regio ted aWter 6f the Fonds, ' Upon receipt of coneys, DTC's current practice is to initnediatety credit the awounts of the DTC Eartieipants in aceordarrre with their; respective holdings shown on the records of DTC. Paynnts'by ITC Pirtici- paths and indirect Participants to Eeneficial Owners will be governed by standing instructions and C' uttolhltty practices, as is now the case with municipal securities held for the accounts of customers In beater faint "ot registered in' "street natne', and will be the responsibility of such DTC Participant or indirect Participant and not , i of DTC, the Paying Agent or the City, subject to any statutory and regulatory requirements as maybe in effect from tithe to tinge. EX'TRAOMOIN'ARY MANDATORY REDEMPTION WITHOUT PREMIUM The' Bonds shall be subject to redemption in whole, but not in part, in the event of occurrence of an Event of Default by the Issuer under the Reimbursement Agreement for which the Paying Agent has received notice from the Bank directing the Paying Agent to draw on the Letter of Credit in an amount sufficient to redeem the'llonds: Upon the occurrence of an Event of Default by the Issuer, all of the Bonds shall be r+6deemed upon notice` as provided below. Such 'redemption shall take place as soon as possible after the occurrence of any such action or condition and in any event within ten days following written notice from the Bank to the Paying Agent that stick condition has occurred and directing a draw on the Letter of Credit. NOTICE OF REDEMPTION Unless waived by any Holder of Bonds to be redeemed, notice of any redemption made pursuant to this section shall be given' by the Registrar on behalf of the Issuer by mailing a copy of an official redemption notice by first ;class mail; postage prepaid, at least five (5) days and not more than ten (10) days prior to the date fixed for redemption to each Holder of Bonds to be redeemed at the address of each Holder shown on the registration books maintaintid by the Registrar or at such other address as shall be furnished in writing by such Holder to the Registrar; provided, - however, that no defect in any notice given pursuant to this section to any Holder of Bonds to be' redeemed nor failure to give such notice shall in any manner defeat the effectiveness of a call for redemption as to all other Holders of Bonds to be redeemed. The Bonds to be redeemed on the redemption date, become due and payable at the Redemption Price specified, and from and after such date such Bonds or portions of Bonds shall cease to bear interest. Upon surrender of such Bonds for redemption in accordance with said notice, such Bonds shall be paid by the Registrar and/or Paying Agent at the appropriate Redemption Price plus accrued interest. Each check or _ other transfer. of funds issued by the Registrar and/or Paying Agent for'the purpose of the payment of Redemption Price of Bonds being redeemed shall bear the CUSIP number identifying, by issue and maturity, the Bonds being redeemed with the proceeds of such check or other transfer. Installments of interest due on or prior to the Redemption Date shall be payable as provided by the Resolution. All Bonds which have been redeemed shall be canceled by the Registrar and shall not be reissued. SECURITY FOR THE BONDS GENERAL: NON -AD VALOREM REVENUES The Bonds. are limited obligations of the City payable solely from and secured solely by -certain Non -ad Valorem Revenues as defined in the Resolution which the City will place in the Debt Service Fund which constitute a portion` of the Pledged Funds. •. The Pledged Funds consist of the - City's Non -ad Valorem Revenues,: budgeted; and � appropriated by the City and deposited into the Debt Service Fund and until applied in acordance with the provisions` of the' Resolution, the proceeds of the Bonds and all. moneys, including investments thereof, in. the' funds and . accounts established, under the Resolution, except the Rebate Fund. Non -ad Valorem, Revenues are specifically t identified in Exhibit to the Resolution: - s With regard to the covenant to budget and appropriate described above, such, covenant to budgeu and appropriate from the City's Non -ad Valorem Revenues is not a pledge by the City of such Non -ad -.Valorem Revenues, and is subject in all respects to the payment of obligations secured by a pledge of such Non -ad Valorem Revenues of the City heretofore or hereafter entered into, including the payment of debt service on fi t �as.9iy►armt.tos 3 z Y Y, 91- 886 I bonds or other obligatiotts� Such covenant to budget and appropriate subject to the provisions of the 2 Inorida Statutes, which makes it unlawful for the City to expend moneys no! appropriated and In excess of - 3 the City's current budgeted revenues. Such covenant does not require the City to levy and collect any 4 particular Nomad Valorem Revenues not to maintain or continue any particular Non -ad Valorem ievenues, 3 Such covenant does not give the Paying Agent or Bondholder a prior claim on such Non -ad Valorem Revenues 6 as opposed to claims of other creditors of the City. 4 8 Until the Bonds are paid or deemed paid pursuant to the provisions of the Resolution, the City has covenanted to 9 appropriate in its annual budget, from Non -ad Valorem Revenues lawfully available to the City in each fiscal Year, 10 amounts sufficient to pay the principal of, and interest on the Bonds, as the same become due and to restore any 11 deficiency. Notwithstanding the foregoing covenant of the City, the City has not covenanted to maintain aay 12 services or programs, now provided or maintained by the City, which generate Non -ad Valorem Revenues, 1 13 14 The City has covenanted and agreed in the Resolution to establish with one or more Authorized Depositories a 15 separate fund to be known as the "City of Miami, Florida Refunding Revenue Bonds, Series 1991 Debt Service 16 Fund". The City shall deposit into or credit to the Debt Service Fund, not less frequently than monthly, certain 17 of the moneys collected and received by the City as proceeds of certain Non -ad Valorem Revenues of the City for J� 18 the purpose of paying the principal of and interest on the Bonds. The moneys on deposit in the Debt Service Fund 19 shall be applied in the manner provided in the Resolution for the payment of the principal of and interest on the j 20 Bonds and shall not be available for any other purpose, Until the City takes the action described in the immediately x 22 preceding sentence, the Bondholder has no lien or security interest in any of the City's Non -ad Valorem Revenues. 1 23 THE BONDS ARE LIMITED OBLIGATIONS OF THE CITY, PAYABLE SOLELY FROM AND SECURED ONLY FROM PLEDGED {` 24 FUNDS AS PROVIDED IN RESOLUTION NO. _ _ (AS AMENDED AND SUPPLEMENTED) (rHE "RESOLUTION-). THE BONDS 25 DO NOT CONSTITUTE A GENERAL OBLIGATION, DEBT, OR LIABILITY OF THE CITY OR OF THE STATE OF FLORIDA OR OF 26 ANY POLITICAL SUBDIVISION, AGENCY, OR INSTRUMENTALITY OF THE CRY OR OF THE STATE OF FLORIDA, WITHIN THE 27 MEANING OF THE FLORIDA CONSTITUTION, AND NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE CITY 28 OR THE STATE OF FLORIDA, OR ANY POLITICAL SUBDIVISION, AGENCY OR INSTRUMENTALITY OF THE CITY OR OF THE 29 STATE OF FLORIDA, IS PLEDGED FOR PAYMENT OF THE PRINCIPAL OF, INTEREST ON, AND PREMIUM, IF ANY, WITH 30 RESPECT TO THE BONDS. 31 32 The moneys collected by the Issuer for deposit to the Debt Service Fund shall be deposited or ,credited in the 33 following manner and in the following order of priority: 34 35 (1) Interest Account. The Issuer shall deposit into or credit to the Interest Account the sum which, together with 36 the balance in said account, shall equal the interest on all Outstanding Bonds accrued and unpaid and to accrue to 37 the end of the then current calendar month (assuming that a year consists of twelve (12) equal calendar months of 38 thirty (30) days each). Moneys in the Interest Account shall be used first to reimburse the Bank "in immediately 39 available funds for draws made under the Letter of Credit to pay the interest=due on the Bonds, and second, if the 40 Bank has dishonored a draw under the Letter of Credit, shall be applied by the Issuer to pay interest on the Bonds 41 as and when the same become due, whether by redemption or otherwise, and for no other purpose. The Issuer shall 42 adjust the amount of the deposit into the Interest Account no later than the month immediately preceding any Interest 43 Date so as to provide sufficient moneys in the Interest Account to pay the interest coming due on the Bonds on such 44 Interest Date. 45 46 (2) Principal Account. Next, the Issuer shall deposit into or credit to the Principal Account the sum which, 47 together with the balance in said account, shall equal (a) the principal amount of all Outstanding Bonds other than 48 Term Bonds due and unpaid, (b) that portion of the principal amount of the Bonds other than Term Bonds next due 49 which would have accrued on such Bonds next due during the then current calendar month if such principal amount 50 thereof were deemed to accrue monthly (assuming that a year consists of twelve (12) equal calendar months of thirty 51' (30) days each) in equal installments from a date one year preceding the due date of such Bonds next due and (c) 52 the portion of the principal amount of the Bonds next due which shall have accrued on such basis in prior months. 53 Moneys in the Principal Account shall be applied by the Issuer to reimburse the Bank, in immediately available 54 funds, for draws made under the Letter of Cedit to pay the principal on the Bonds and second, if the'Bank lw 55 dishonored adraw under the Letter of Credit, to pay the principal of the Bonds as and when`the same shall'inaturo 56 and for no other purpose. 57 4 91 8 _� tf. �n''. (3) lAttataLCOdit-Accottnt, `i'here shall be deposited in the Letter of Credit Account, which iftaunt. thall be milatained by the Paying Agent, atuounti teceived fr n it drew on the letter of Credit for payment of the orineipal of or interest due on the Bonds. Moneys on deposit in the better of Credit Account shell be used only to ptay the principal of and interest on the Bands and shall not be cottuningled with motteys in any other fund bt account. 6 f trRIPtION OF CERTAIN SOURCES OF NON -AD +VAf.t3RIM RI;VENVES $ HAl P-An 'SAM VAX 4 1 Pursuant to Chapter 212 and Part V1 of Chapter 218, Florida Statues, one-half cent of the 6% sales tart collected by the State in each City is required to be deposited in the.Loca Oovetnmt Half-eent Sa`I les n Clearing Trust 2 Fund in the State Treasury and is earmarked for distribution to each county and each participant municipality within 13 each such county, 14 The hallkent sales tax is distributed to the governing body of each city and each participating municipality within �� each such city,on a monthly basis in accordance with the following formula: 18 county's Share unincorporated area 2/3 incorporated 19 (percentage of population + urea miation 2b total tax total county 2/3' incorporated 1 receipts) population area population 22 23 Municipality's 24 share - municipality population 2S (percentage of total county 2/3 incorporated 26 total tax) population + urea population 27 28 The formula is revised each year based upon the population estimates prepared,by the University of..Florida, Bureau - 29 of lrconomic and Business Research. In order to be eligible to receive the half -cent sales tax, the City, trust certify 30 to the.,State Department of Revenue each year that is has compiled with certain requirements set _forth in Chapter 31 218.23,' Plorida Statutes. The City has never failed to comply with such requirements. 32 33 I'II Tfi SERVICE TAX 34 = 35 The City has adopted a resolution levying a utility tax on the purchase of,electricity, metered or bottled gas and 36 telecommunication services in the City Limits . The tax is imposed at'a graduated rate not to exceed 10% on the 37 purchase of electric and metered or bottled gas service and not to exceed 7 % on telecommunication service. 0 38 Federal, State, other public bodies, church buildings used for church purposes and the utilities providing the service, 39 are: exempt from the tax. - 40 41 'ARK AN- RECREATION FEES 42 43 "Park and Recreation Fees consist of fees charged for the use of City parks, docks and recreation areas. 44 — 45 AND'foRFEITUREs 46 47 Fines :and Forfeitures consist of fines and penalties collected in the City due to violations of criminal and civil laws 4$ and Cityordinances, court -ordered seizures of property and court costs assessed against defendants. 54tANCHISE TAXES 514. S2 Muniicipalities have the authority to levy a tax on the purchase of electricity, bottled gas, water service and telegraph 53 ° ' service. They also have the authority to levy franchise fees on firms providing utilities or other services in the local" 06 S f 88 p rd fit} • Oft4ot MtYf 4d Valar m 106fi iea tiikotpi$ valet m IMM 36MOO MMURea 1"I itAnding &fide (PA. MAL Mira rl tUbt MrAde r+dmited tMit'aetwee 06veiage Actnd and PmOtted mr ' '60.907146 60,�2,3�4 7't,Utk,B�id 4,061,1 0 4.067.000 4.067,000 1 3,438,000 3,438,E S►4S�,iKlii. 12: CITY VIV MtAMt, IMP MWor Non -Ad Valorem Revenues by Sources • 13 141 VVEM i;V y 16' Aevenue Scarce. _ 17. �. 1$ scat mare Rem=19 State Revetiue 3,234,762 3,234,760 15,352,024 ' �. _ 3,234,760 � 16;490;OOC1 ' - 1 Half C, 6nt Sales 'fait 1s;490,000 5,720,000 512001000 51720,000 22 C1uaftteed gntitlement" 4840,000 4,692,583 4,$40,000 23 Local Optiod Gas Tax 260,000 275,392 260,000 _ 24 25, Beverage Licenses 'Two Cent Cigarette Taxes 520,OO1) 451,705 520,000 980,000 2ty Other lntergovarnmeatal 980,000 980,000 27 28" Fmnddse Fees: = 29 — 30 Florida Power and Light 12,430,000 13,178,574 550,000 13,441,560 170,000 _ 31 Gas Franchise 170,000 410,000 650,000 410,000 " 32 Cable Franchise 33 . 34 Hors and FOdWU: = 35 0 3' Metro -Dade County Court and 3,030,000 3,150,000 3,150,000 _ 1 Forfeiture Funds 38 - 39 Charges for ServicYs: ,, `' 40 — 41 Public Works 6,372,606 880 6,372,606 2184;880 6,372,606 2,1$4,880 — 42 — tton Fees 2 184 1,116,375 1,116,375 1,116,375 - j 43 AA Emergency Medical . 3,935,371 3,935,371 3;935,371 : off k 44' / . , Otiler 45 i, _ 46 octOnat Lsaatsa. 14, ',.T _ 47 4,230,000 ,lJ1JN 4,2OOWV. W , 4,230,000 y — 48" 49 city County Total/Other " : ` 860000 359,000 000 '0 51" Other Major RcMree Sources.. 4,103,254 4,103,254 4,103,254 52 3 Sores. Cep d MGmI Aaud mb', we f t to d.M p) OWVW by the Cep, d Mimi m 19P2 _ QQ b1.91rQyMi.rd.loe � 1' THE LIMA OF CREDIT 2 3 A sutnttry of certain PrOvisiotts of the Letter of Credit follows, This summary does not purport to be complete or;defini0v 4 and is 4tWified in its entirety by reference to the full term of the letter of Credit. On the date of delivery of the Bonds, the 5 Credit Bank will issue to C &SISovran Trust Company, the "paying Agent" ummed in the Resolution, the Letter of Ctedlt §Wuring;. 6 the Ronds in an initial stated amount (the "Stated Amount") equal to the initial aggregate principal amount of such Bonds and . 210 days' interest thereon, (computed at the rate of % per annum on the basis of it 360-day year of twelve 30,&y months),' 9 DRAWINGS UNDER THE LETTER OF CREDIT 10 ; 11 The letter of Credit will be an irrevocable obligation of the Credit Bank to pay the Paying Agent upon presentation of the draft= 12 and certificates required by the terms thereof, .up to (i) an amount equal to the aggregate outstanding and principal aunt oth 13 the Bonds, secured thereby, when due and payable (whether at maturity, upon redemption, or on any date on which the prinpipat; 14 amount due on such Bonds is accelerated) (the "Principal Component"), and (it) an amount equal to 210 days' interest Ott Such 15 Bonds calculated at a rate equal to 96 per annum, computed on the basis of a 360 day year of twelve 30-day months (the 16 "Interest Component"). ' 17 181 Except as described in this paragraph, only the Paying Agent will be entitled to make a drawing under any, Letter of Credltiril 19 20 REDUCTION AND REINSTATEMENT OF STATED AMOUNT z 21 22 Each drawing under a Letter of Credit securing the Bonds with respect to any payment of the principal amount of such Bonds;,:; 23 or any portion of the principal amount of such Bonds whether at maturity, upon acceleration or upon the redemption thereof (a 24 "Principal Drawing"), honored by the Bank will automatically and irrevocably reduce, (i) the Principal Component by an amount 25 equal to such Principal Drawing and (ii) the Interest Component by an amount equal to 210 days' interest (computed at the rate 26 of % per annum and on the basis of a 360 day year of twelve 30-day months) on the amount by which such Principal 27 Component is so reduced. Each drawing under a Letter of Credit with respect to any payment of the interest on the -Bond, 28 secured thereby when due and payable by the Paying Agent (an "Interest Drawing") honored, by the Credit Bank will 29 automatically reduce (subject to reinstatement as described below) the Interest Component applicable to such Bonds by an amount a 30 equal to such Interest Drawing, and such reduction shall automatically result in a corresponding reduction (subject to reinstatement 31 as described below) in the amounts available to be drawn under the Letter of Credit in respect of interest on such Bonds by 32 subsequent drawings. � 33 34- If the City shall not have received notice .from the Credit Bank within,10 business days after the honoring by the Credit Bank i 35 of any Interest Drawing applicable to the Bonds that the Credit Bank will not reinstate the, Interest Component because of the f'f 36 failure of the Credit Bank to be reimbursed for such drawing, or because of a default in the agreement between, the City and the 1 37 Credit Bank with respect to the. City's obligation to reimburse the Credit Bank for drawings under the, Letter, of Credit (the t A "Reimbursement Agreement") the Interest Component equal to the amount of such Interest Drawing on such Letter, of Credit, 39 will be automatically reinstated, effective on the tenth business day after the honoring by the Bank of such Interest Drawing 40 In no event, however, will such Interest Component be reinstated to an amount in excess of 210 days'. accrued interest (computed t # f }4y1} + ENFORCEAMI T i 3 The +t ntbitsaability Fof each Letter of Cmdit My be limited by bankruptcy, insolvency, reorganintion, liquldatibti, t&W6t~ltti�t 4 or tether Altnilit law# aftting the ettfdreeftnt of cteditor's tight in general, as such law, would apply in the event of the 5 bankruptcy, insolvency, reorganitation or liquidation of, or other similar occurrence with respect to, the Credit Dank or In the t� event of any tnortttorium, or similar occuftnee affecting the Credit Bank, _ 6 _. LEGAL Op'MONILEGAL MATTERS 10 s ad with regard tb the`taxrexempt status of the utter t by lia cint ' :tt Legal tnattets incident to the lssuance of theBonds 11 o 1 "'t`AX EXEMPTIt�W herein) are subject gal opinion of l+oley do Lardnet whose legal set .eaa as 'l " 6�u 12 been refti ted by the City, A signed copy of that Opinion, dated and premised on law in 6met as of ihe:date'of't1il V1etyd-, k _ 13 gottds, will be delivered to the Placetrtent Agent at the time of deliver, and the text of the opinion will be attached to the n�a', _ 14 and delivered to DTC, — 16 The text of the proposed legal opinion is set forth as Appendix E. The actual legal opinion to be delivered may vMY from th$ e 17 text if necessary to reflect facts and law on the date of delivery. The opinion will speak only as of its date, and subt3equettt" 18 distribution of it by re -circulation of the Placement Memorandum or otherwise shall create no implication that IlonaCdii l 19 reviewed or expresses any opinion concerning any of the matters referred to in the opinion subsequent to its datb.- 2b 21 Certain legal matters will be passed on for the City by A. Quinn Jones, III, Esq., City Attorney. 22 23 TAX EXEMPTION 24 25 FEDERAL TAX MATTERS 26 '_- 27 The Internal Revenue Code of 1986, as amended (the "Code*), contains a number of requirements and restrictions which apply, 28 to the Bonds, including investment restrictions, a requirement of periodic payments of arbitrage profits to3 the United Stag; 29 requirements regarding the use of bond proceeds and the facilities financed therewith, and certain other'ttatters The City lies 30 covenanted to use its best efforts to comply with all requirements of the code that must be satisfied in order for the interest on ;; ' 31 the Bonds to be excluded from gross income for federal income tax purposes. Failure to comply with certain `of such 32 requirements could cause interest on the Bonds to be included in gross income retroactive to the date of issuance of t Bonds. e 33he 34 _ F ri 1. Subject to the condition that the City comply with the pertinent requirements of the Code, under existing law, in the opinion of 35 Bond Counsel, interest on the Bonds will be excluded from the gross income of the owners thereof for` federal income tax 36 purposes and will not`lie treated as an item of tax preference in computing the alternative minimum tax for individuals and - C 1 ttached h reto as A dix E for the co lete 3'7 corporations. Reference is made to a proposed form of the Bond ounce opinion a e ppen nip text thereof. - 38 . . 39 40 In rendering the opinion, Bond Counsel will rely upon certificates of the City with respect to certain material facts relating to ' 41, the property financed with the proceeds of the Bonds and the application of the proceeds of the Bonds. 42 43 The Code contains numerous provisions which could affect the economic value of the Bonds to certain owners of the Bonds 44 The following is a brief summary of some of the significant provisions that may be applicable to particular owners of the on 451 Prospective owners of the Bonds, however, s shouldconsult their own tax advisors with respect to the impact'of such provii tons 46 on their own tax situations. 47 4$ Insurance companies (other than life insurance companies) ° are required for taxable years beginning after 1986 to reduce the 49. amount of their deductible underwriting losses by 15 % of the amount of tax-exempt interest received or accrued on certain 50 obligations-- including the Bonds, acquired after August 7,1986. If the amount of this reduction: 51, exceeds the amount otherwise deductible as losses incurred; such�exiiess' may be includable m income: Life insurance cotepues 52' are subject to similar provisions under which taxable income is increased by reason of receipt or accrual of tax-exempt"interest, 53 � such as interest on the Bonds. 54 ' y t. led 1 tnterest on the Bonds must be in the "adjusted current earnings" of corporations (othet than S corpotations, tegulated 2 investment companies, teal estate investment trusts, and REMlCs) and the alternative minimum tenable income of torch 3 corporations trust be increased by iS % of the excess of adjusted current earnings over alternative minimum <taltable ink - 4 (determined without regard to this adjustment and prior to reduction for certain net operating losses), — 6 An environmental tax is imposed on corporations (other than S corporations, regulated investment compaanies, real; estate 7 investment trust, and IMMICs) by Section SOA of the Code, The environmental tax is effective for taxable.yeats beginning after 1098, and before 1992, `Me amount of the environmental tax is equal to 0.12 % of the excess of the alternative m nitnum. taxable 9 income (determined without regard to net operating losses and the deduction for the environmental tax) over $2 million. `tile . 10 environmental tax may be imposed even if the corporation pays no alternative minimum tax because the corporation's t*gular - 11 income tax liability exceeds its alternative minimum tax liability, pot purposes of the environmental tax, alternative minimum _. 12 taxable income includes interest on tax-exempt obligations, such as the Bonds, to the same extent and in the same manner- vtt h s 13 interest; is included in alternative minimum taxable income as described in the preceding paragraph., _ 14 _ 15 Certain recipients of social security benefits and railroad retirement benefits are required to include a portion of suck -benefits = 16 in gross income by reason of the receipt or accrual of interest on tax-exempt obligations, such as the Bonds, 17 18 For foreign corporations that operate branches in the United States, Section 884 of the Code imposes a branch level tax on certain 19 earnings and profits in tax years beginning after 1986. Interest on tax-exempt obligations, such as the Bonds, may be included 20 in the determination of such domestic branches' taxable base on which this tax is imposed. - 21 ' 22 Passive investment income, including interest on the Bonds, may be subject to federal income taxation under Section 1375 of the = 23 Code for S corporations that have subchapter C earnings and profits at the close of the taxable year if greater than 25 % of the 24 gross receipts if the S corporation consists of passive investment income. — 25 26 EOPOSED FEDERAL INCOME TAX LEGISLATION 2'7 28 Legislation has ben introduced in the United States Congress that, if enacted, would require all taxpayers (other than corporations) 29 to reduce their total itemized deductions by. the ratio of (i) the amount of interest received or accrued by the taxpayer on tax-. 30 exempt bonds (such as the Series 1991 Bonds), regardless of when such bonds are issued, to (ii) the sum of such interest and = 31 the"taxpayer's adjusted gross income. In addition, if this legislation is enacted, any interestexpense incurred by corporations 32 (other than S corporations or insurance companies) that is allocable to interest on tax-exempt bonds issued after the date of 33 enactment of the legislation would generally not be deductible for federal income tax purposes. Moreover, insurance companies . 34 (other than life insurance companies) would be required to reduce_ the amount of their otherwise deductible losses by the 35 policyholders' share (rather than by 15 %, as under existing law) of any interest received or accrued on any tax-exempt bonds _ 36 (such as the Series. 1991 Bonds) acquired after the date of enactment of the legislation. ` 37 ' 38 This legislation is proposed to be effective for taxable years beginning after the date of its enactment. Whether this legislation 39 will be enacted (or, if enacted, whether the effective date of such legislation:would be as is currently proposed), or whether other '} 40 federal income tax legislation that could affect the economic value of the Series 1991 Bonds will be enacted, is not known. ' 41 42 - FLORIDA TAX MATTERS � ,. 43 44 It is also the opinion of Bond Counsel that, under existing law, the Bonds and the interest thereon are exempt from taxat oquade 45 the laws of the State of Florida, except as to estate taxes and taxes on interest, income or profits on debt obligations owned by ' 46 corporations, as defined by Chapter 200, Florida Statutes, as amended. 47 48 LITIGATION 49 50 - To the.knowledga of the City Attorney there is no litigation pending that seeks to restrain or enjoin the issuance or delivery of t 51 the Bonds or the proceedings or authority under which they are to be issued. There is no: material litigation pending to the ii 52 knowledge of the City Attorney, which,: in any manner, questions the right of the City to collect its, non -ad valorem revenues, ` 53 t i �� - subjea tt w clra�s �' 10,.911CyMirid.106 10 91- 88� j((I �h 1G 5 DISCLOtn REQUMED BY FLt RMA BLUE SKY REGULATIONS 3 Section S IMS 1, Bhorida Statutes, and the regulations promulgated thereunder (the Disclosure Act) requites that.the Cit t�nalte y !� p g � � y 4 a itll and fair disclosure of att bonds or other debt obligations that it has issued or guaranteed and that are or have..beett #>Yi 5 default as to principal or interest at any time after December 31, 1975 (including bonds or other debt obligations for,+which it 6 has served only as a conduit issuer such as industrial development or private activity bonds issued oa liehalit df` privi . businesses), The City is not and has not been in default as to principal or interest on its bonds or other debt tibiigatietts� -'r ENFORCEABILITY of REMEDIES 12 The remedies available to the owners of the Bonds upon an event of default under the Resolution are in many respects deet�t 13 upon judicial actions which are often subject to discretion and delay. Under existing constitutional and statutory haw and judiiat 14 decisions, certain remedies may not be readily available or may be limited. The various legal opinions to' be delivil 15 concurrently with the delivery of the Bonds (including Bond Counsel's approving Opinion) will be qualiRed, aft 1 to the 16 enforceability of the various legal instruments, by limitations imposed by bankruptcy, reorganization, insolvency or other similar, 17 laws affecting the rights of creditors enacted before or after such delivery. 1$ 19 21 NO VALIDATION g� a� 2.2 Validation was not required by law for the issuance of the Bonds and the Bonds were not submitted for validatio23 n. 24 BOND RATINGS 25 26 Moody's Investors Service ("Moody's") has assigned a long-term rating of "AW to the Bonds. Any explanation of the 27 significance of such rating may only be obtained from Moody's. The Bank and the City furnished certain information and. 28 materials not included in this Placement Memorandum Statement to Moody's. Generally, rating agencies base their ratings on 29 such information and materials and investigations, studies and assumptions made by the rating agencies. There is no assurance 30 that a particular rating will remain unchanged for any given period of time or that it may not be lowered or withdrawn entirely 3,1 by Moody's if, in its judgment, circumstances so warrant. Any downward change in or withdrawal of any rating may have an 32 adverse effect on the market price of the Bonds. 33 34 FINANCIAL STATEMENTS 35 36 Included in Appendix B are the General Purpose Financial Statements of the City of Miami, as of September 30, 1990 which ` 37 have been examined by the City's independent certified public accountants. 38 39 FINANCIAL ADVISOR 40 41 Evensen Dodge, Inc., Orlando, Florida, is acting as Financial Advisor to the City with respect to the issuance and sale of the 42 Bonds. Evensen Dodge, Inc. is a financial advisory and consulting organization and is not engaged in the business of 43 underwriting, marketing, or trading of municipal securities or any other negotiable instruments. Questions regarding Evensen 44 Dodge may be directed toJ. Craig Dunlap, Senior Vice President, 255 South Orange Avenue, Suite 888, Orlando, Florida 32801 45 (407) 841-0757. 46 47 PLACEMENT OF THE BONDS 48 49 The Bonds are being placed by Trust Company Bank, an affiliate of SunTrust Public Finance, Inc., the Placement Agent, subject 50 to certain terns and conditions set forth in a Placement Agent Agreement between the City and the Placement Agent. The 51 aggregate purchase price payable by the Placement Agent is $ plus accrued interest from 1991'to,the 52 date of delivery of the Bonds. The Bonds are offered for sale to the public at the prices or yields set for the on the cover page 53 of this Placement Memorandum. The Bonds may be offered and sold to certain dealers at prices lower than such offeringprices 54 and such public offering prices may be changed, from time to time, by the Placement Agent. 55 Q Q Q b,91K:{yMiad.106 11 V 1 d • APtTAL VINANCING AMISTANCE The City has been Assisted during the course of this financing by it program sponsored by the Florida League of Cities, the, } 4 taao as the Capital PinAncitig Assistance Program ("CPAP"), The First Municipal Loan Council, which was crated in 1985 pursttant to the Florida Interlocal Cooperation Act of 1969, administers this program. CFAP is designed primarily to assist 6 smaller governmental borrowers in tart -exempt financings. Ci"AP seeks to facilitate access for such botroweta to the capital' ' market and lower botrowing costs for the governmental entity. The Capital Financing Assistance Program has not iridepetidently reviewed the creditworthiness of the City and offers no advice to prospective Holders concerning investment in the Bonds, 10 AUTHORIZATION CONCERNING PLACEMENT MEMORANDUM At the tithe of the delivery of the Bonds, the Mayor, the City Manager, and the Finance Director will furnish a certificate to the - 13 effect that nothing has come to their attention which would lead them to believe that this Placement Memorandum, as of its date = 14 and as of the date of delivery of the Bonds, contains any untrue statement of a material fact or omits to state a matertat fact which 15 should be included herein for the purpose for which this Placement Memorandum is intended to be used, or which is ne+essary k. 16 to make the statements contained herein, in the light of the circumstances under which they were made, not misleading. 1'i B 18 CONCLUDING STATEMI3NT It 19 20 The information in the foregoing pages is presented for the guidance of prospective purchasers of the Bonds described therein. 21 The information has been compiled from official records of the City and other sources and, while not guaranteed by the City; . '- 22 is believed to be correct. So far as any statements made in this Placement Memorandum and the appendices attached hereto 23 involve matters of opinion or of estimates, whether or not so expressly stated, they are set forth as such and not as representations g 24 of fact, and no representation is made that any of the estimates will be realized. S1. 25 26 27 CITY OF MIAMI, FLORIDA 28 - 29 30 31 32 By. 33 Xavier L. Suarez �t t ' 1or.91KtyMLm1.106 t2 9- 886 i2 i ! k M� Wfk ,e d 1 S t , t z F s , , Y It ON THE GiTY OF 1V,01tYDA h {,all IlVFOtMA�I'IN • AP.NDIX A ;�- GF,NRAL X. G`i i� LiLf y'-• Z i t .2 _ .t� µ .•L _ tie Y` WA c, Si VAq iF }` !!? brsM.•{-': ; i C 2''mJ S5 i4 Sn 4'aD� ,F J, r r .�+�-, µY..Ay{fin}, v{.",. tt M1i AMMIX A bNOCRIPTION OV TXV CITY OJP Xtlkz Geography The City, situated at the mouth of the Miami it Vigr on the western shore of Biscayne Bayo Is a *&in port of,, bntry_ in - Plorid and the County 'seat of Metropolitan bade County , (tht 0 doulityll), which encompasses over 2000o square miles of Florida's iouthiast.'h:, region. The City' comprises 34.3 square miles of land and 19.5 square miles of water. Miami is the southern -most major city and seaport in the continental United States and the center. of pan -American. t'rida''and air transportation. The nearest foreign territory is the hahamian island of Bimini, situated approximately fifty miles of f 'iheii coast of Florida. The County is often referred to., herein as'. Greater, Miami6 Climate Due to its location near the upper. boundary of the:, tropical zone, Miami's climate is strongly influenced by the Gulf Streamf ave rage trade -, winds and,other Iddal . climatic factors. r Its Ageydarl temperature is 7505 . 'degrees Fahrenheit, summer temperatures! average 81.4 degrees Fahrenheit. and winter temperatures, average 69.1 degrees Fahrenheit. Rainfall comes most frequently., between. the months of May and September, with June the he'aViest,_.averagihq, nine inches. Population The U.S. Bureau of, Census estimated the population off-t i he City at 358,,458 as of April 1,, 1990. The estimate. is _beifi g.,".6-hall-lenged by:the City. The City estimates that its, population',- -as 'o'f April 111,, 1900r - was 383,000. -According to estimates, of the-,'�Cityj the., populatiLon':is-expected to increase to 400,000 by this year .-2.000.. Government of the city The,' City' has operated under the Commission-City,Mana4er form of.government since 1921. The Commission consists, ok' f ivii 'I eIect6d;-,7:: citizens, who are qualifiedin the City voters one of whom., serves as Mayor. The. Commission acts as the governing' bod'.y,of the;City with Powers to enact ordinances, adopt resolutions and appoint ' Z. a" - chief administrative officer known as the City.Manager.. The lcity''_- Clerk and City Attorney,, as well as members of the Planning A -I Ari 91 Advisory Hoard, the Zoning Board, the City of Miami Health Facilities Authority and the Miami Sports and Exhibition Authority are also appointed by the City Commission. Members of the Off- street parking Board and the Downtown Development Authority are appointed. by the respective bodies and ratified by the Commission. City elections are held in November every two yearn con -,a non-w partisan basis. Candidates for Mayor Faust run as such for 4i four year ,term, and not for the Commission in general. At, each election two members of the Commission are elected for fdur-year terms. Thus; the city:, Commissioners I terms are staggered so that there are always at least two experienced members on the Commission, The city, Manager serves as the administrative head of, the municipal government, charged with the responsibility of managing the City's financial operations and organizing and directing the administrative infrastructure. The City Manager also retains full authority in the appointment and supervision of department directors, preparation of the City's annual budget and initiation of investigative procedures. In addition, the City Manager ;takes appropriate action on all administrative matters. :Mayor and city commissioners Xavier L.,,Suarez was elected Mayor in November, 1985, and 1987 for respective ,two-year terms and -re-elected in 1989 to a :four-year term. Mayor;�Suarez is a::Summa Cum Lauds' graduate of. Villanova University, and. holds a Masters Degree in Public Policy from the John F. Kennedy School of Government of Harvard University and a Juris Doctorate from Harvard Law School. Mayor Suarez is currently a, partner. in the Miami law firm of Jordon & Schulte. Mayor Suarez has :,actively served the Miami community for a number of years through participation on numerous advisory boards and committees. J. \ L. Plummer, Jr., was appointed a.Commissioner in October, 1970,and•was:elected Commissioner in November, 1971,:and re. -elected in.,1975, 1979,, 1983 and ,1987 for four-year terms: commissioner Plummer- is ;a graduate of Miami Senior ,.High School and the :Cincinnati. College of Mortuary Science..., Commissioner, Plummer is Chairman , of . the. Board, of Ahern -Plummer Funeral, Homes,,_ Miami, Florida. Commissioner Plummer was elected Vice Mayor for a term ,commencing January 1, 1990. Dr., Miriam Alonso was elected Commissioner.in November,.1989 for-, a four-year term. Commissioner Alonso is a.graduate.ofl the Catholic University,,of America and holds degrees in International and: Comparative; Education and -a, Doctorate in : philosophy. Commissioner, Alonso has a. real estate investment company and:has served on several civic.and:community boards. A-2 9�.-- 886 i Miller J. Dawkins was elected Commissioner in November# 1981, 1999 and 1989 for respective four-year terma. commissioner Dawkins is A graduate of Florida Memorial College and holds a Master of Science degree from the University of Northern Colorado, Commissioner Dawkins has retired from Miami Dade Community collage where he was employed over twenty years. Victor H. DeYurjre was elected Commissioner in N'ovaimberi iw for a -four-year term. Commissioner De Yurre is'a graduate of the University of Miami and holds a Jur,is Doctorate frog St., Mary I a university school of Law and a Master of Laws degree in, takation from the School of Law of the University of Miami. Co=isssioner Do Yurro has his own legal practice and has served on numerous advisory boards and committees in the Miami area. Adminiatration of the cite Cesar H. Odio was appointed city Manager, effective December``16, 1985. Prior to his appointment to the top administrative position in the City, Mr. Odio served as Assistant City Manager for the City since January, 1980. Mr. Odio's responsibilities extended over the functions of parks and recreation, building and vehicle maintenance, and public facilities. During the Mariel Boatlift in 1980, Mr. Odio was appointed to the President's Task Force on Refugee Affairs. Mr. Odio has a Bachelor of Science degree in Public Administration 'from Florida Memorial College, Miami, Florida and majored in Business Administration at the University of Santo Tomas de Villanova, Havana, Cuba. a Carlos E. Garcia, Director of Finance since June 1980 -Joined II the City in November, 1976 as Assistant Finance Director. Mr. Garcia been previously employed in private industry in positions of Treasurer, Controller and Auditor. Mr. Garcia is a Cum Laude graduate of the University of Miami with a B.B.A. and also holds a Master of Science degree in Management from Florida International University. Mr. Garcia is licensed as a CPA I in the State of Florida and is'a member of the American and Florida Institutes of Certified ,-Public Accountants and of the Government Finance officers' Association of the United States and Canada. A. Quinn Jones, III is the Acting City Attorney for the --City of Miami. He attended Howard University where he graduated,magna cum laude with a''`bachelor of arts degree in politic'1 science in 1973 an& received his juris doctor degree in 1976. Mr. Jones was associate` editor of the Howard Law Journal. He served aw'attorney :of counsel to Daniels.& Roth where he handled"public utility -rate cases` before the District of Columbia Public 'Service Commission. Mr. Jones is a member of Phi Beta Kappa. He has been'a'betber of the Florida Bar since 1980 and is a member of the `American and National bar associations and the National Institute of Municipal Law Officers. Mr. Jones joined the City Attorneys Office in 1983 A-3 91-- 886 as. deputy. city attorney. He served as the administrator of the Law Department and the Claims/Insurance Division before being appointed the Acting. -City Attorney of fective August 31, 1991. The &rots of law in ,which he practices include labor and 61►plOyment, cable television and general litigation. p Matt Hirai was a ointed City Clerk on September i, She, was,., the. Cityls Assistant City Clerk from September, 1976 ,to August, 1986. Ms. Hirai is a graduate of Edison High School and has completed college courses at Pasadena City College, University of California at Los Angeles, and Hunter college, New York, Ms. Hirai attended specialization courses at Syracuse university and obtained the .three-year Municipal. Clerk Certificate extended by the University. Ms..Hirai is a member of the International Institute of Municipal Clerks. scope of services .and k9ency Functions ` The City provides certain services as authorized by its :: .....Charter..> Those services include public safety (police and fire), parks and recreational facilities, trash and garbage cc'lledtion, street. maintenance, construction and maintenance of storm drain systems, planning and development functions, construction of capital improvements, and building code,, inspection and enforcement services Department rovides a , full police services range of -; The.".Police Depar p 9 and -presently has A uniformed force of 1,114 and 449 full-time, permanent .civilian employees. The Fire Department is rated as Class I and provides a full range of fire protection and emergency' ;services.as well as providing a full range of medical and rescue services. The City provides garbage and trash pickup and enforces sanitation; requirements. Disposal of trash and garbage.,is performed by the County., under contract .with the, .City. The jDepartment of Public Vorks maintains certain streets and.sidewalks and:.manages constructio I n:of sewers and other .capital_ facilities I . =required .by the City. The State of Florida and the County are responsible for maintaining most arterial streets and all major highways within the City. The Department of Parks, Recreation and Public Facilities.maintains and operates all City -owned parks and administers various recreational and cultural programs associated with: these.faclities. itOgional Government Services The. following information and. data concerning. the;County ,.describe the_,regional:government Services the County provides ifor residents of the:County, including residents of the .City. I A-4 91 $$ 1 - The County is, in effect, a municipality with governmental k posters effective upon the 27 cities in, and the unincorporated areas of, the County. The County does not displace or replace the -' cities but supplements them by providing certain governmental services. The County can take over particular activities of a city Ia operations (1) if the services fall below minimum, standards -' set by the board of County commissionersof the County (the'"County = Commission"), or (2) with the consent of the governing body of the -' City• r s Since its inception, the County government has assumed responsibility for a number of functions, including delivery of County -wide police services, which complement municipal police 1i services within the municipalities, with direct access -to the i National Crime, Information Center in Washington, D.C. and' the �j Florida Crime Information Center; provision of a uniform system of fire protection services, which complement municipal fire protection services within four municipalities and provide full service fire protection for twenty-three municipalities which have consolidated their fire departments with the County Is fire department; management of a consolidated two-tier court system pursuant to the revision of Article V of the Florida Constitution which became effective on January 1, 1973; the development and operation of a County -wide water and sewer system the coordination of the various surface transportation programs, including':a consolidated public transportation system and a Unified rapid transit system; operation of a central traffic control computer system; implementation of a combined public library system of the County and eighteen municipalities, which together operate the main library,` seventeen branches and six mobile units servicing forty- four County -wide locations; centralization of the property "appraiser and tax collector functions; furnishing of 1data :to municipalities, the Board of Public Instruction and several state agencies for the purpose of budget preparation and for their respective governmental operations; collection by the County Tax Collector of all taxes and distribution directly to the respective governmental entities according to their respective tax levies;=and development of minimum acceptable standards by the -County Commission, enforceable throughout the County in such areas as environmental resources management, building and zoning, consumer protection, health, housing and welfare. ECONOXIC AND DEMOGRAPBIC DATA Introduction and Recent Developments The City's diversified economic base is comprised -of 'light manufacturing trade, commerce, wholesale and retail trade, and tourism. While the City's share of Florida's tourist trade'remains_ an, important economic force, the great'gains the'City'has,made in the &teas of-Unking international businesso real estate and transhipment have fortified the economic base. Major :capital 'improvements., have, allowed the City ' and trio C6unty,,to acoomnodate and .tostar this rapid axpahcion4 'the, Pbrt ;of Miami has almost doubled in sir.e, from 325 &ores to 6,00 ►ores hrotitgh A $290 ; million, axpansion program completed in 146i. ; ; The Part expansions program is designed to move 16 million tons of °cargo and four -,million cruise ship passengers a year by the year 2000. Miami International Airport is undergoing a $1.0 billion expansion program. see "Miami international Airport." : Downtown Miami experienced, unprecedented growth during :the 1980's, particularly in the development of commercial office space. Completed projects represent an estimated investment of public and private funds in excess of $2.4 billion. <y �ayside `; :,The Rouse Company, a leading builder of specialty marketplaces .in: downtown waterfront settings, has developed the Bayside Specialty Center on twenty acres of City -owed property along.,the waterfront in Downtown. Miami. The project currently :features 215,000. sq. ft., of.retail space. Total, project cost was.$128 million, with City: participation limited to a'.$4 million investment f in infrastructure improvements'. The Bayside Parking Garage, located adjacent to the specialty center, contains 1200 parking. spaces. eaytront Park Bayfront Park, adjacent.•to the Bayside project, area, is s- currently.. being; redeveloped , at. a. total .project cost ;in, :excess of P t. $20,.million6' More than 50% oT the has: -been _.,project•financing secured-,' by ahe City through a variety of Federal, state and private t. k ;:funding sources..'? southeast Overtovn/Parkwest�,:. J Southeast overtown/Parkwest Redevelop ment,Program.entails :.,the redevelopment of 200 acres,of prime real estate, adjacent -to ,the'.centraI business .,district, for new residential sand :commercial activity.- The general redevelopment;concept;for;the project -area ...'is -the provision.,:ot .a wide. range ; of housing opportunities, ::W#h supporting_ commercial uses, to serve the area's future.,,population. By the end of the century the project area is envisioned to have the capacity to support over 9,000 residential units and over one million square feet of commercial space. The City has been delegated limited redevelopment powers for the implementation of .A-6 91- 886 the redevelopment planb public sector involvement will focus _on land acquisition, resident relocation, demolition, project marketing, infrastructure improvements and construction and, in some instances, the provision of "gaps" financing. It is estimated that over $i.0'billion in private investment will occur during the next 20 years. phase I development is underway, with 1,2WUnits. Public infrastructure work, including• utilities, street improvements and pedestrian amenities, is now being designed for implementation in conjunction with the private development- Total public 'investment in Phase 1 Redevelopment is over $50 million: New private construction in the amount of $200 million is programmed to occur over the next five years for a total. of 11000 residential units and 250,000 square feat of commercial space. Miami Arena .The County levies a 3% Convention Development Tax on hotel rooms, of which the city receives one-third. This tax is received by the Miami. Sports and Exhibition Authority to finance its operations and debt service cost. The most significant project financed by the Authority is the Miami Arena located within the -Southeast Overtown/Parkwest redevelopment area, home to the Miami Heat and the University of 'Miami Hurricanes. The 300,000 square feet multi -purpose facility, completed in 1988 at a total-costof $48 million, accommodates up to 150600 spectators. # corporate Expansion } The favorable geographic location of Greater Miami, the trained commercial and industrial labor force and, the favorable transportation facilities have caused the economic base of the 'area to expand by attracting to the area many national 'and "international firms doing business in Latin America, In Greater Miami,=over:'100 r: international corporations have set `up hemispheric operations. Among, them are such corporations as Dow Chemical,_ Gulf foil Corporation, Owens-Corning Fiberglass Corporation, American Hospital "Supply, Coca-Cola Interamerican Corporation, Ocean ; Chemicals, Inc., a subsidiary of Rohm & Haas Company, Rowye Trading, A. G., Mayr Brothers International and Abtron Corp,. Other national firms that have- established international Operations or office locations in Greater Miami :are Alcoa International, Ltd., Atlas Chemical Industries, International Harvester,' Johns, Manville International, Minnesota (3-M) Export, Inc., 'Pfizer Latin America Royal Export, and United Fruit":Baccus Electronics and Kraft. as tfi�u�rt�ial: �r►eiep�anti greater iihni contains over one hundred Million square feet of industrial sphO6. Manufacturing,concerne account for nearly half of '< the occupied space with storage companies accupying ,an add.tionai. of the Gity's industrial space. Transportation and service ooccupy the bulk of the remaining IS* of the - dit "s industrial space. The Industrial Development- Authority (IDA) of the County repoite-that approximately two-thirds of Greater Miami's industry firms own their facilities. There are currently .31 industrial parks in Greaiir Miami. Creator Miami+s apparel industry is one of the largest in the nation, primarily consisting of numerous small firms rather than a few large operations. Approximately 30,000` jobs are providod%by n±earl �5gb0 'manufacturers. y 'manufter°,Florida apparel firms, most of which ' tiave tha r'principal facilities in the Miami area, shipped'$849 , �n million of merchandise in i98o, a 56 percent increase over 19 f igures� . , .., hiaana AL >Lnstitutions ork , in the greatest Dad4 'County : is second' only' to 'New York"., concentration of international --and Edge Act Banks in North America kith bank branches and '10; representative - "appro.Ximately'41:foreign, offices presently operati"ng,in, the community. Additionally, here are' 29' Edge Act Banks that are `located > in -the °Miami. area. , . These include: BankAaerid' International, Bankers Trust International, ` Ba77, nco de, L L 6 fitanger International,' 'Chase - Bank,-- International`, tibank .; International, Irving ' -Trust', An Express =,Bank InternationaManufacturers'Hanover International, :and:Morgan Guaranty,International. The Federal Reserve System has established " $ .branch :office' in `Dade County' to assist the` Atlanta 'office with :. financ 'al'transactions'ir>the South 'Florida'rea. The. ten year summary presented below is for the County which ` in9ludes4 the City 'of'Miami' These figures -, include national and skate charteied'banks. 'which °ate`-FDIC'insured. Non-insured ."'state } : `chariered ' banka ` are excluded . 2. 9i 8.6 A-8 �z. 7 The 40 hospitals located in Greater Miami offer virtually all general and highly specialized medical services. This progressive and . growing health care delivery system 'provides -educational opportunity for the health care professional. and places Miami in tht orefrrint of 66*iunities with comprehensive medical diee�iational �aailitirr The Greater Miami area is famous for its ,sailing, deep sea fishing and boat races. There are 35 yacht clubs and marinas, with 585 berthing facilities provided by City -owned marinas. , i Athletics for spectator sports fans are held at the. City -owned Orange Bowl Stadium and the Miami Convention Center. 3oe Robbie r Stadium, which is used by the Miami Dolphins, is located in North Central Dade County. Sports competition includes professional and college football, basketball, baseball and championship boat races. t Other athletic events include amateur football, basketball, soccer; baseball, motorcycle speedway racing and rowing events.` Golf is played year round ' _ p, y d y a r u d at ;the Greater Miami areas 2.3 - public"and l4 private courses." Several open golf.tournaments are hel d each year.:.. The Greater Miami area's 403 public parks and playgrounds - cover 408,,710 acres, providing residents and visitors a wide range of_,subtropical nature settings unique only to South -Florida in .the Continental' U.S. Each park has a' combination' `of facilities "that are enjoyed year round. These facilities includes public swimming! and' boating, equestrian trails and baseball and softball ; fie: ds. The, Greater Miami area's 22 public beaches comprise.1,400 = acres, which are. freely accessible and are enjoyed year round by residents and tourists. - Cultural Facilities and !Affairs w The Greater. Miami area has an extensive library'system - several, museums "of .art and history and `art galleries-. A -,new cultlil "J L center . built by the County at : a cost of $26 6, .million - opersed}.: in downtown 'Miami in 1984. The complex, designed4, by Philip - Johnson,,._is .composed of a library, fine arts center,, and a = historical museum. - Sym honic and". o performed` regularly. Five p pop, ` concerts are theaters draw, plays and coincerts� from:': around the ,United .States - which 'a sal to all 'a eB. Operas are ... Pp g p performed by both amateurs A_10 k i 1 i and professionals. Resident dance companies offer a _full calendar ` of events. ` n _, A f 1k dnos►tion�ti institutionrr i i r_y The publicschools; of the County provide eduoationai facilities on primary and secondary iavilab pu�iim sont�oi enrollment, including bothprimary and secondary 1aVaI'm 88,in+'e i0'6'l is as follotae: 5 School fnrollsenti u, 'Public school 8yIites y Dade i Z Year Miami�u nty r I 1990.......•.•. 521214 292,411 1983........... 50,757 2i5, 233 =; 19886466, ••..46 41,521 262,213 • '1987.0..00.000 36,994 244,734 1986 38,345 23GIf! 'i 1985•00.60.6060 37,093 227,906 1984......•,••. 36,992 223,8,84 198.3..... ...... 350304 223,948 1982.•000•00•0 35,662 226 324 1981`:6000 ••• •• 36,430 233,886 Source:. Dade; County School Board. Oyer 70;000` students are -enrolled in the.following colleges and universities located within the area: ,. Barry University Florida International` Universeity Florida Memorial College International Fine Arts College Miami Christian College Miami -Dade Community College y St..Thomas University University of Miami` Files nduitrg The Greater Miami film and `television industry raj 4` high `= nationally; behind, New'.York.and Los'Angeles in. -its annual;. dollar. volume of production costs. As estimated ..by :tile Stjt4. of Florida, the total. production expenditures A or the State were 300 million r - A-11 r K T estimated at the land area of 'Greater Miami includes large agricultural axpana&4 on '. which limbs, avocadoes, mangos o tomatoes, and : pole beaha ,arse grown, for the fresh produce: market. baring tho „sunny. and war winter months, the mild climate enables these crops ,tn be grown bnd harvested. Many of the vegetables are shipped to the northern United States during the winter. Exotic tropidal fruits such ai-plintains, lychee fruit, papaya, sugar tipples and> Persian 1imee6 ~-#rowin the area - and cannot be grown anywhere else in the united,'biatee. in 1096 and the armater Miami portion was approximately $150 zilliono << and �; / and maintenance shops. Approximatel�r . 49`,UU .+ ind duals .s � employed at the airport i In 1900t the Airport served 25.8 million passengers and StatistiOG f rti are handled 1.8 billion pounds 0 Cargo. presented below! Passengers, ) 19.9.e.•••i'•i"Ya;rr•i L5r837 ii�,//�O•+�JtL�.'gyV�jyr'v+rii�7�*d ;r•• r• .s`.ii •ii Yr .r•A'r 25,4V 24ji4 t i4�4 'tii' A. •.1989 ,19 8•i♦..•r iC/'i r'•'•r• 17,O �rs yW� ,3 14, , 1986. • .. i . • • • i.. • 21,35' 1985.♦r•••••.r••• 19,853 1/VJ1rIVV 1984.•19,328 1,130,.84 1983....i........ 19,322 1,1$4r526;� 1982..._..•......• 19,388 1,24b;.Q " 1981•..i,..i..••..... 19,849 1,170r.009.. y � Source: Dade county Aviation Department. e - ' The `Port of :Miami ;(the , "Port") is owned iy the County, operated by the Dade' County Seaport Department:, From `'198 tc i.' the number of passengers sailing from the. Port increases 1,567,709 to 2,734,816, TO crease an increase of 7^,.This.'increased; ai cross 190, f rom highlights _the Port's emergence as the world t por. . s-: -n The su ary of the gko h ih revenues for previous years is pres+�nted below: i Passengers and cargo - Y ... .ear : ,. , i�►�ill�i1.1L� t_���' ����i� _Wr����i . [ ��ii����� 1 y y Y .,..,...i 2 "; I36, 466 "1 734 116 1q ji1�i y� 2 i ► 3, 590�927 -. J88...... i70iV.75,8.7.7. 3 100 0.7w7 i r ''26,489,278 2 502 41i i i 31�05, 21602 88 i987.i.i... 1986.6.6666 19,933,917 2i633,041 17,973,522 2 520'511 2 ►425,937 1985 .ra . ..,... 1'7,135, 048 2, 326, 685 2 r 4t6,"ba4 2j333,026 r. 1983....... 349 2 211 14,201,008 2,002,654 2x8728f 2,305,645 1982...i... 1081....... 12,9491687 1,7601255 12, 468, 522 2,665,921 1 # 567, 709 ,. 2 OS7, 374, Source: Dade County Seaport Department.' (1) Previous years Actual revenue = data included internal service inter -fund transfers. t' creasad It over the `prior year. b aographic Data'' The.followng table indicates the distribution -by age groups amon g :the. population of residents of the _City and of theCounty. =` Age, Group as,a percentage of Total -Population- 71 1980 Miam; Age Groun ' - Nun Percentage Da +e Mum ` Percentage 0-5...... , 6-19....... 23,459 7.$ 826 1131544 �$ 20-3-4 .... 17 75,919 22 330, 738 20' . 106,569 31 55 924 16 471, 351 :. 29;< 75+.....0. 23,168 230','1-36 , 14 105 : :13'S : 346,865 100$ 10625,781 100$ Sources 1980 U. S. Census of Population -and Housing. The 1990 data was not available as' 'of the printing date ^ ' of this report . Retail Salon Although the County, almost half City contains 22$ of the of the dollar population of the k value of sales transactions for the County are reported in the City. The following table presents five p_ ; years of taxable sale information for the City and the -.County y fi ., A-14 4 } ��y _ �e s 3 $ its th6u�►AMA) r ri beal.,'f'.aar g5,6i4,49 $ 15r65�iy$0 :; 4r4C1br5 �50� :. i4 556 9(3J ' resety... 18,Di r.7'3'� l5, ��5 r � B, 401; b45 i5 r s6� r r r i�lld . . r, ' source: parnY►snt nu•; • jefI+Drida late �lorids tax dti thi id o1 ptOfii•16nal 6WA66i Whibh l ifii i1fiCUVb Ineludbi� bUMi t•oilwd ird�,_thi 7 afid Was tbpiblbd In bi0bil�lbbt� F . �a►pic�aiat " Thy tablesbelow indicate the scope of employment throughout ,rr the City and the County. N �SspYoYed Persoas: by +adulatr 198r;1 Dade miccuntaae_ County Parcentaae r h Agriculture, Forestry, 10590 it 14,850 2 Fishngy Mining...... 'll,150 7 ,4.4. $O 6 Maniifacttirnq.:...... '.. 37 070 17 10 ; 7 14 Transpoirtation, Communicato>zr Public 8 81,690 _.. , Utilities ............. 12,740 9,550 6 44, 560 6 wholesale Trade....`.'... 27,070 17 1'33, 670 18 Retail Trade....-....... Finance'; Ynsurance, 59,410 8 Real Estate........... 11,140 "-;BUSin�sssand ;Repair 6 37,130 5 Services .:............ 9,550 .Personal Entertainment 10 51,980 T =dnd Services.::.:..:.• 15,920 8 -59 410 8 Health Services:....... 12,740 44,560 6 8ducational Services... 7,960 5 J r Other Profssioaal A 37,130 5 -'sit,rvices...•..::...... 6,370..; �._ 29,710 Pub1iG.Admniptrstion... _6_ - TOTAL 59 0 74 1630 urce: Igoo Census of the Poptaingon and Housing xn" Ths 1990 data was not,availabh as o� ft printing date of this report A-15 r ,1"yiY �a,- t T -_. 5 I Y 1910 v n Miami a 1% 7.9#. 6.7# 7.2#.; g. #}: .rstitrity ��, - '6.4.:... 5.4 SY . " 1y 8i I �b♦axis 6a...•.Y♦.�. i.° - $6.7 (� - � .7.5 5..i x i► 1� /i�Yi source: OftWid'States bepartmoht of Labor, bureau of Labor Statistics. Y�—Q;�. The" di �w ri tables detail `the characto 14 Ada of hb"i�ng by units in the "City and the County.. ,,Values of Owner occupied, 1. 1fon=l ondouinium Rouusinq Units 19 `�� Percentage Dade Percer�tacre Less'than $25,;Ob0 3,690 11$. 14,156 6# 25,000 - 3��, 090 8, 283 -, 25 43,732� 18 - 40` 000 49 S99 6 326 -35 501000 79�999 11F012 33. 8113 80, 000 - 99, 9'99 1,684 5 ;'.21, 211 �= 9 100,000 andover �,: 2.462 Total ryr.�L -,' Median Value $47,517 $57,200 Ik Source: 1980-U. S. census of the Population and Housing. The'1990 dataiwas not available as of the printing date of this report. ;y ( n y,,. "i, 88 a r f,z �{ fJ LI V 4 I f � g <? Or k. f 080up3ed 8ottNino by T+rnaacy Owner 00,0upied 30 01738 344 �y p y jl�y�p� ,j - iLCn 1r�� Vi{.i�aup Ld "" j. -i Sourest 1970 and 1980 Tha i990 data was not available t). s. 0ensum of the population and Housing. an of the printing date of this L ropts�rt. Building permits The dollar value of building permits issued in the Cit 'vw _f the unincorporated areas of the County since 1981 is as foilorase -, Building Petsiterruse a gyp; f - $ in thousands) city of Unincorporated Year M County _ rQ$de < 1990............ $237,039 $1,046,389 r f # 15$9......}..... 308,441 217310.505 1988....:.:.... 288,771 21702187 :. ' 1987..::..... 238,513 1,190493. t 1986...._:..... 192,418 1,,02385$. 1985..'.......... 1984....:....... 322.785 864:862 345,262 953;055 1983.....:... 299,941 _ 903706,; 1982............. 358,676 659,160 1981...`:. '..... 532 205 901,676 Source: City of Miami Department of Building and Zoning and Dade County x Department of Building and Zoning. f v e r� X u `Nk 01�'t rW, ch Certified Public ACCOUntaft 100 Southeast S46ondWi, is Miami, Florida 3=1418i T6160homw MOWIWO 1( `3 306) aINDEPENDENT AUDIT0118' REPORT T60'Hohorable Mayor and City Corrimissiomars included for those atititieg, is basodCitV`& Miami, Florida: other auditors. We have audited the accompanying general purpose We conducteii ouriudit in"Accordance-With§Oharai'b' finghdibi stite-merits of City of Miami. Florida as of accepted auditind litandArds. Thise standards reqUi4lhiobtaSootimber,'30, 1990 and for the year then ended, listed in we plan and perform, the audit to IK,! M§6hib'tht-16fegothg table of contents. These general purpose assurance about whether the 'daneralpUrobta."finah, 11financial statements are the responsibility of City of Miami, statements are kie of matehal,'tnistitatemarit.,An'-,iUdi FIONC administration. Our respomalbilitis to express an Vi av iricludos examining, on 6 test bisis,'-e d ncesuj:ipcirtinj on, se general purpose financial statements ihe the amounts and disci6suresi��in:,thi:-Oeiiie-al. ii -Ourpoopihloti based on out audit. We did not audit the financial financial, statements. audit'li so includes "aiseiiirig. tha of the following component units: Ut 'd eitimiltig, rri 16statements accounting principle 0 and sigiilfiiiant.by management. asstatement Totild pres dof n eiltatioh. Wibeiii4thk-lclit�an thi our atFwW T"m - reports 61 other auditors provide -a raasonabW hasil f&`66 Conwom UnkB A"eft PANomm opinion. MiamiSports and ExhibitionIn our opinicin; based up 6n: our audit and t a roports.c fi titAiihontV:"' rs. such general purpose ina 's ement other auditoiSpecial Revenue Funds ....... 27% 1% present fairly, in all material reipicts; the financial pogiticii Nbt Service Funds .......... 43% 117%results of City of, Miami,- F1 di at Septithbef. 30 11'0904ndihi Cildiiiall ProjectsFunds ........ 3% 1% of, its operationi and the��'changes in,,the inthica position of its r)ropneta y.and simil6ritrust fund tVpesorthDowntown Development year then ended"in' 666formity .With - generally a6de*ptethrity-7Special Revenue rincipliii accountin pFund 1% 2% De0artmentbf OffStreet Our audit also 6mpreheq,06d the supplemenpand ,9 Pa*g—Enterprise Fund ..... 17% .21% combining and �Andividual fundc acco4nt gr ul Cultural Center and Jules a681 cithir7 i pple --ti statements and:.,,.s he( menGusMiin� 1 IV I in lding—Enterprise 1136i b10 information listedin the foregoingttablWtif c6ntents, T_pie ''dFund 1% 2%group supplemental combining a d nd in&duall fun an .-,acc6ue ................ p emeriti statements and schedule�;J%nd other. 960 1Fire Fighters' and Police Officers', information is Also the responsibility of City of UirnRetirement Trustand beneral d Florjda,�-adrninis#ation. In our opinion, based.on our: uEmployees' and Sanitation and-,, tN f other auditosuch , supplO rqpor"�. 0 rsemeriti Trust ,thEmployees','Retirement 'information, When considered in relation to a genen Peniion;,Trutt Funils. ..... 95aA 'i 1(mu firianciol.'statements; - presentsJaid in a matery p y.re;pothe fhoie -"other information sh6wntherdih. a statements were: audited by10vhos , 9 r -eports� th erso . n wh"`� as to usmanauditors GCultuw, cihtii�, and. Olyrrij:Wisuildiriiind INAiami'sports andcontain `4xp anatbry,Exhibitiori o paragraphs, rity,ibed in N6ti 1 3� to the accompanying genera p descr 4Tosefinancia statim e'nts,: t a iffects Which our in t opinion,,:are not mateNall in r;I66K to the siala financial gan" ua" "Jbie."providedto: us. staterienti) 'h an7d0 expressed as'. it relates to theifte 911, I IIIIIIIIII�IIIIIlIIIIIIIIIII IIIIIIIIIIII IIII Illlllllllllllllilllllldl III ill11111IIIIIIIIII 111111 II IIIIi1 _III IfIIIIIIIIIIIIIIIIIIIIViNII11dIIIIVIliIVIIIIIIIIIIIIIIIIIYIIWIIIIIIIII III III IIIIIIilllllllllllldlIIIIIIl9111111111111VIIIIIIII�IIJIIW,IIIJIIiI�I�III�IIIIIIIINIIIIIIIItlIIIIIII�IIIIIIIIIII11fIIVIIIrIWllpfll ,, _ _ � IIIIIII I,IIII IIIIIIII II III III IIIIIIIIIIIIIII ra .,! •r -fit; ,_ rt irlllllllllllllllllld IIII IIII01111111III ,_ , . ,, , , .� ,..,:<- , .. - _ r +vx ti J s t 1 e Yf' � -. �. w Ate. ;'" IOi . AM L . SCAR A,- CITY -F MI _ , BALANCE FUND' TYPES' ANDS ACCOUNT GROUPS . ,COMBINED' ,$HFET=ALL SEt�TEMEIER.30, 990 ' r: iintltousandsarop�t�t► Touts1r� tiowrt Fund Types Types Fund Types Aeoo�r� �a�s •; � 4 �- rW , spaI pbt lnhn�t Tnatar� Qenetat GerraeF . fbced lagT�ae i�fi -i: �f� blbrprhs $efyf{.� : � �/•eW r ASSEM AND OTHER DEBITS' - Assets11 f Equitym pooled cash and investments S 6 608 $ 4:356- $, 4.530., x $50. t i 6 . 537 S 4,473 $ 30,950 $ 25;261 25 208 [Notes 2(E) and 4] Other' cash and. investments jNote 4J . ;. 4.160 Z4.895 i,888 — — _ — — — Pension cash and•`ihvestments, including , — - 589,928 , — — 589;929 543.053 accrued interest:[Notes, 21F) and 4 Receivables, net of`allowance for and — — — accounts of $3.411. 3.050 — i .468 — — — — — — — 4.518- 302 Y2.667 L.634 22 14,067 E' Taxes .. ' ' 3,750 Accounts 3,554 _ 6 4.619 3 73 — — — 6;667 4#,061 hens Note 2(Cq —. Assessment[ — f ,667 — — — — 9.432 — — 9 T32 t.402 ; N . _ ,. Pension .mein rs— -co e sold — — — — - 8.0f30 T3.�fii it r Denson members' :contributions ..... Due from iithertunds (Note 5],`.....::- 329 _ t 68 1,7 T 1 .500 359 4.953 `- — - — — — — 3,5 T8 6.32O Due from other, governments [Note 61 2,602 - 869 — 47 � — — _ — : — — — T25 >' Notes receivable 804 ' — — -- 804 11.704: 930 2,233 ' fnveritones(Note 2(GII 14t 4 — — — — 1.559 — — Other assets Restricted cash and' �rivestments, includingg ''; (Notes 2(H1' 4 and 8(F)) — i,422 8,316 29,184 20,749 Z,566 _. — - — 62.237 75.683 accrued interest Pr ; plant;and bouipment' net : otes,2(L) and 7] ;r :.. — — — 156,333. i2.605 — —165 471.380 — — — 640.3T8` i gF4 625.25i T.578' .' Baid:�sstiance'costs. nI [Note2(K)] :..... — — — — i,449 Other'tlebrts: Amount"available for. debt; service — _ — _ — 1,538' «-y.5p38t - T,69@ General obhgatron bonds . ... — —: — _ _ BOOT ? 8;@0 t g 2T4 Special obligation' bonds Y Su bordinateobl►g4UonAebt . Fund for - 54G 54 T• 1 Arnouhl.*ailable �n Self Insurance — — — — — dais, payable Amount ,to be: provided for retirement of — :. genaval ibng term debt ; General bonds .. = — isa,302 —88.T56� T8.3E}2; 88t T56); 195.86@° 88.50t c)bhgatirbn Special obugauon bonds and; bans :.... — _ — ` — — — � 9,666 SUidrdinate'obhgation debt Acrueil eorinpensated.absences — — —` — 57,2832' _ 54�, 46 ��?• tt7 Maims Arid other payabtes s — — " — assets and other debits $16;480,$1_ 7.046 $20.98i $79,52T' $190.671 $18i71 `$629r175 $4xt.38Q $36299 $k1i,80R434T.765.3Ci8 �7btal l rc ;x q ,y� W } • r I Inip llI III IMU- - 5: I EXHIB 7 L'• _ N P Fund Fidyawl► " M Onlyl OYiinwrrwi4ix� GMiwt f Fund Typas Types �rurd TYPs� 800 40 gpsciN Debt EMS" frimnat Trust a"a Sarvica Amy Kr11 - t 99 1F1A9� UABIUTIES (4srrsral gsvanu SM101ce $ 3,748 $ .2.760; $ $ - 4.150 $ 7.747 $ 758 $ - 1.48G $ - _ $ 20i56� 5.48C 17.228• ... 24,705 22 896= • 22.5 6 Vouchers and accounts Payable Payable for secunties purchased _ - - 6 4.565 227 - t:783 5,189 896 531 - 359 -' - -0 73.'3f8 370 Accrued expenses [Note 2pN -_ 2. t 79 720 102 268 - - _ - 121170 , 7 046 Oue to other funds [Note 5} _ __ 1,520 - _ - -2'7E}T 2 549E Due to :other governments . Deterred revenue . 2, t 57 2.539 : 5.954 - 835 338 - _ 532 - - - t.002 2,500 -- 50.092. 52.592 i _ 4.704k 43'.579� 4- Deposits Claims payable.(Notes 8 and 10} payable [Note 81 _ - 4,704 - - - - -:: - 513 Matured bonds and interest 1' able from restricted assets ay contracts and other - - - - 1.850 40 -- - - 1.890 - Constructron Accrued interest : .... _ ... Current of bonds payable - - - - 2 749 2,335 -' _ 83028 185> 84.644 1 .550E �864* Portion Revenue bonds payable - net of current _ - -- - 83.028 - - - - _ t85.844_ 8.50 400 84� 7 pornon [Note'8j Note 8], General obligation bonds Payable.[., ,.. - - - - - _ .: - . - - 43.282 - _ - - t 3 43g 9b• t57 524gI -: 139'. 7 Subordinate obligation debt [Note 81 . Spec�al;obbgapon bonds and loans [Note 8]:. .- - _ _ - _ - 5,240 - 24.895 20,724 W Certrf�cates of parucjpat on [Note 81 _ - 24.895 - 5_ 280 5 - 5:869 Deferred compensation plan liabilities - _ - _ 63 _ - _ _ -_ __ - 362.g97 591.438. 5 88,477 [Note 21N)) Other pay ables 11.305. 8.043 11.441 4.526 147.680 9.800 3�5 6_a? �- Total liabilities -- 85,876 _ 84.24 --55,36E EQUITYAND OTHER CREDITS - 75.430 10.446 _ 4 117 .:' 80 capital [Note 2(0)] - - ---- - -_ - ---- al_a = Contributed Investment in general., fixed assets - 4678 - - 4.679, - 139.1801 4.18i# (3U:540), Retained earnings [dehcrtl Reserved (Notes 2(0) and :r -- - - - - (37.11 t} (2.069) - Unreserved . ;' .•. '. Fund balances [Note 2(0)} -; 592,988 - _ 592 988 ;; 9.548 541.579 10.518 Reserved for.:^ Employee retirement plan benefits:`, 65f> . - _ 8,897 - - - - 14.754 -2,1421 14.915 Encumbrances .. _ 9.540 5.214 2.142 - - - - 500500, Debt sertince - 72t 721 M,am, Arena 40 Unreserved: for^;hurricane bss - - - - 62.750 82,35Fk Designated ,. Designatedforclalms pavr nts years , f �� t136fr - 60-894 - __ - - 9.5�1` 1t.t}25 . n - Designatedifor subgeUuent expenditures and approved protects 4 524' 4 995 �. �. 657,738 - 637`.265 K a " Undesignated , ruin `s (deftl/tund `' ea9 t r 5,1.75 9.003 33 9 546 74,995 ` `.(32,4 ] 2 069] _ • 593.528 ( _ 593 528 y_ •' 1.2ra 995 47_- -=-------. 1,17G,866 r Total teta,nr k 4:__ . _ balance ...,„ 5;.Y75 9,OQ3 9.5a0 ...74.995 42:997 --------- 8.3i7 - .. . , �►x.8 434: $1,76 lift t. that ered�is Total eg-ty�apd o.._ , - t` $190677- 3. $ 8 t77 $62J.125 $3C>2197 $16.480 $17 046 $20981 :.4P79.52 See accompanying notes to the financial statements k } OF MIA IT FLORIDA .:; COMBINED STATIMINT OF REVENUES WtN DtiURES, AND OHANGEfi IN i`UN6 1RALANCi:S ALL GOVERNMENTAL FUND IrYhES AND EXPENDABL9 TRUST FUNDS PON THE YEAR ENDED HISTEMAIR '306 1000 (lit 'thousands) k " _ _ ,dovll►n�F1i1 f=ued �y� .. ,�Fuil d v " (iVt:M1tl iM� it1, i1iiW1 bsna►rl spaatri Rbvrnub orbs Sae% cr ityt Pro ratr a, Ekpr" rrurt i 9i11 19�s 4 Taxes (Note 31 .......... .. $1 16,370 $3� $30,182 $ $18 .999:° 114`810 Licenses and permits ....... ... .. .. 6,008 - -- -- 6,003 intergovernmental.. ..... ..... ..... 25.037 26,007 3,629 4,884 8,969 '65,526 68,60 Intragovernmental.. ................... 2,657 - - - 34,480 37,137 35906 Charges for services ................:.... 3,856 -- - -- - 3,1358 3 21 73 Contributions from employees and retirees ... 3,870 3,870 3;33 Assessment hen collections ............ ... - - 2,093 -- = 2,093 .1 904 Interest...... .............. I ....... 2,234 1,399 1.078 4,793 - 462 9,966;' : 10 579 Other. ........... . ...................... 1,433 1,579 . 356 � 2.029 1,886 `total revenues ....................... 157,590 65.432 37.338 11,706 : 46,1.,Q7 318,233 Expenditures: Current; General government .....:.............. 19,173 - - - - 19,178 195 Public safety ....................... 125,478 4,616 -- -- - :' 130,094 121 2 Public improvements ......... - ....... 9.726 - - - -- 9,726. 11;523 Culture and recreation .................. 10,854 - - - 10054 1IW73 Grants and related expenditures .......... - 22,428 -• - 22.428 24;$23. - ` Contributions to pension funds (Note 121 -- �- - - 27,673 27,673 27132 :. insurance ....... • .:................... --. - _ - 997 997' 986 Economic development . .. ... .. 1,292 - - 1,292 1;551 Claim payments ....................... - - - -- 18,068 18,068 15,281..`; Other ...:..... < ...................... 15.478 5,017 932 - 3,349 24,776 Debt serv,ce: Principal, retirement [Note 8] ............. 284 - 12,361 - - 121'645 1 1;579. Interest and fiscal charges ............... 1.932 - 19,799 802 - 22,533 181466; 'Capital outlay .... ,.. `..................:.. _ - _ - - 27,018 --.< 27,018 40:021.:,. Total expenditures. ....:.............. 182,925 ' 33,353 33.092 27.820 < 50,087 327,277 . �,''94 Excess (deficiency) of revenues over _ expenditures ....................... _ (25,335) 32,079 4-246 (16,114) (3,920) (9,044) (14404> Other financing sources (uses):.- ;- Operating transfers in ..:.. 40,802 3,079 3,834 11,696 . 3 239 62,650: 55 239 Operating transfers out ................... (15.597) (36.844) (8,528) (15,422) ' -?.. (76.391) (72 377) Proceeds from debt issuance, net ....... - - - - -. _ 63222R Repayment of subordinate debt ............ - - ($ 750) Proceeds of refunding bonds; net ........... - - - - - 21,694 Payment to refunded bond escrow agent .... - - - - - ---, (21691 Other .. - - _ . _ 5`769 Total other.financing sources (uses) ..... 25,205 (33,765) (4,694) (3,726) 3,239 (13,741) 43103 Excess (deficiency) of revenues and other financing sources over expenditures and :>. other, financing uses .....:..... ..:.... (130) (1,686) (448) (19,840) (681) {22,785) =28i699 a Fund balances at beginning of year, as previously reported ................................ 5,305 10,570 9.988 94',95�4 1,221 122.038 102,623•._ Reclassification of loan ........ - - - - (9;484y Fund balances at beginning of year, as 1 reclassified ..:........... ....... 5,305 10,570 9,988 94,954 1,221 122,038 93339" Equity: transfer from (to) other funds Fund balances at end of year .....:.....:.... $ 5,175 $' 9,003' $ 9,540 $74995 $ 540 ,$ 99253 $1221:038 See accompanying notes to the .financial statements. . y 91i 88G it t 4� CITY -OF "MIAMI, FLORIDA COMEINED ATATEMi:N W REVENUES, E3 INDITURE8 AND CHANCES IN FUND EALANCEE—EUDOET AND ACTUAL GENERAL FUND, SPECIAL REVENUE FUNDS AND DEBT SERVICE FUNDS YEAR ENDED WTEMBEp 30, 1131�d �I� tltioUisa�i�di) . ., r ;� E^tiUw►bratlrir. _ , .;.. - ' A+bturl 9iplf moil OMP I the ei Aet ►il �udgbthiy` VrWiC it �rVl»liiff ', revenues., ' 9flr{t irirr YY ram► 9irsil< ` ` ti�giftt (Ufifii ibiM1 `rexe5 (Note $1 16.370 $116.370 $1 t 7,696' r Licenses and berrhit5 6,003 6,003 6,255 �521 Intergavernmehtal .... 25.037 ' — 25,037 24,064 IntrBg6vernntient8l 2,657 • — --- - 2.657 2.483 17d Charges for services: .... ........ 3.856 �- -- 3,856 4,600 (744) AssetSfneht, lien collections ( ..... ... x.. Interest., ... ... :..... ... ...... ... . . 2,234 ' •— — 2.234 2.628 206 ` Other ... ...... 1,433 - 1,433 i .285 . 148 ` r total revenues . 157,590 — 157.590 f5g,31a; (1721.) Expendituros ' Genera Ir government 19.173 201 97 19,069 19367 2 98 Publicw safety .. .... 125.478 153 17 125;342 15,988 648 Public improvements 9.726 51 8 9,683 10;322 639 Culture and recreation .. ., ......... .. 10.854 41 51 10.864 10,885 u ?1 Grants and related expenditures ... at. Economic development Other - F 15,478 373 r, 478 15,583 `16.000 417 ' -ebt service; _ 1 Principal retirement (Note.8) . ... .. ... .: 284 284 284 Interest and.6scal charges ..... 1,932 1,932 1,967 . r35- -Total.expenditures , .... . 182,925 819 651 1827.57 184,8i3. 2.056 Excess (deficiency) of revenues over expenditures .. :. (25,335) (819)' : (651) 125'1671 {25;562)35 1: or ther')inancrng sources (uses): Operating transfers in 40,802 — — 40.802 40,686 136 Operating transfers` out 0 5,597) ', — —.. 115, 50) !'15;1 64) t4331 7otatotber`fmancing sources (uses) 25,205 25.265 25,502,. t297► Excess (deficiency) of. revenues and other financing sources over expenditures and other Dnancrng uses . (130) $ (819) $(651) $ . i 38. _ .. .. : . Fund balances at beginning of year. , . .:. 5:305 ' s. i,,.. Fund'balahces`'at end of year .: $ 5,175 x (11 .Does fiot include funds for which budgets have not been adopted See Note 2(d)(1) - ' - See accompanying notes to financial statements. z i $. 91 `'$$ -ia P BS, { 5' Vg I i3q - 71 F s} 1� try } n � .•2'q. .��A, .; ���,��. B $13ie1s11~li�irii('i� t �` Clt�ii# 8irutoi(i) ' _ ;:. _ . _ --- a ViMiM�liv iViNiBliiViriWi ;,: • �'ViHiAtli #*' 11Y �i1 (U�iiiifPiWi tbua�itAttuii (Un veHW�) $ $• 1,912. $ ,1$ $24,299 $ 24.710 $ 411 ,1,dJ4 3t3:;170 34,929 ° 11;At►— ~.19,127 (4;$81) 3.721 3,629 (92) 1 ?, , w 2.093 258 349 358 1 a]n7 1;650 . < 387 (1,263) 675 .. .1 ::.- 71.n v.185) 3.00 358 56 - d 31.865 31.175 (630) ;337 3,681: 4;6`56 �-- - t ?42 12,627 : (885) _ — 1,384 1,292: _92 _ 2 153 -; 2,100 53 548 518, 30 y.. — 12,006 12.011 , (5) 14,540 17,005. (2,465) 3;616 13;700' 3,916 27;094 29,534' (2440) y 34; 99 33.053'" 0,546) 4,711. 1,841 y 1 182 1.688, 506 — 2,892,. , 2.892 ` (34 907) 1:028. (4,711) (4,606) 105 " %�5,935) T34ri53j j33 219) 1534 (4,711) (1.714 2,997 � $, .(154)- (1,66► : $ (12) :,. $ .'- 173) ':$ 1731 4 a` 8.817- 1.945,E $, 8.451 $ 1,872, ` 4 n r 3 R y t EXHIBIT IV CITY, OF MIAMI►. FLORIDA COMSINEb'STATEMENT:OP REVENUES EXPENSES - ANO' HANGi:S'IN FUND 110UITY ALLFUND. 'f1 PIG , _ w;w WPAIOPRII:TARY ,b PWAIbN TRUST FUNDS - . " F(iR THE YEAR ENDED SEPTEMBER 30, 1990 tin thousands) Fiduciary total* Otopriatary Pund.lrypea Fund Typgd . jMam6ra0dum - - Enterprise Internal $ervite Penrlon 'trust Operating revenues Charges for services ; ... ... $ 48,094 $15.736 $ �- 22,191 G2,830 $ 58 261 22,191 22 267 - butions from mployers (Note 121 ::..: Gontne - Contributions from employees and retirees - i4.�09 i ll 13,521 Note,i2 ( j ...., ...:. , . Realized, gain (loss) on sale of investments ....... -- -- - 17,015 ` 33 337 ..�09 17,015 33 33 i' 17,630 32 1 i 4` { Ai Infetest and dividends . , Total operat�tg evenues ...::... - 48,094 _ .-�= 15,736 86,762 1 50 582:: 143,793 ; _: Operating bxpenses. Personal services ., ... 31,055 9,283 ; 1,488 41,826 `41 34 8;40.4' 6,7�3 ��. =l _.Cr�ntractual seivices .. . 'Materials and `supplies : ...... :.. 7,090 487 1,314 3,031 ., -- ". - 3.518 "3'.576 z { �f Benefit payments - - - _-- 31,443>' 2,437 31,443 2.437. 29,017 : ; 2,040 Refunds : ... . lJtiUties,, 1,377 1,746` 3,23 3,0�6 _i ,l litragovernmentai charges Qther 3 - _ 3, 6 10,90 3 2.9 ;12 672 ..': Total operating expenses ...................:. 53.922 15,832 35,368 105;122` 1:01 715 a. .,Operating income (loss) before depreciation'. : (5,828) (96) 51;,384 45,460 4 078 ; ;f expense ,• ... .. Depredation expense 5,144 3,340 ' - 8,484 8;763 Operating income (loss) • • • • • • •- • • • • • • • • • (10,972) (3,436) ": 51,384 : 36 976 33,315 " ,. Nor operating revenues (expenses). 1;604 356 - 1,060 1,814 �? Int&6st income , Interest1and fiscal chafges (8,249) (586) - 835 (8 ) 697 1 (� 961 2,476 �; Other 609 63 25 �i. Net non -operating revenue (expenses) (6,036) (167) 25 (6,178) (4 8D6) income (loss)'`before operating transfers (17,008) (3,603)` 51,409 30,798 28;409 r O�israting transfers in" .. 17,425 (7,366) 4,431 (749)` - - 21,856 (g 1.15) 23,232 (6,094) t: Operating_:transfers out .: ...' ...::......:::... :Net operating transfers . 10,059 3,682 : 13,741 q 17.,138 I:I ' I _home (loss►'before extraordinary item,. (6,949) 79<, r51,409.. 44,539 s45,547 K EztraordnnaN item -loss on debt refinancing �1 (Note 8(9)] (1,280) 1• ' _Net income (loss) (8,229} 79 51,409 43;269 45,54"7 Retanned,.earnmgs'::(deficlt► at beginning of year, as previously reported (24,204) (2_148)' ,"541579 515 227 a74 616 _}( ReclassnficaUon of loan �? Retained earnings (deficit) at beginning of year. as (24,204) (2,148). 541,579 515,227 469 680 } e$ reclassified.'. ......... Retained earningsldeficit) at end of year .. `(32,4331 (2 069) 592,988 , 558,486 5]5 227 5'. �11 .,: ; Contributed capital at beginnnng'of year 74,778 150 9_462 - 84,240 150 77,549 976 _ ? �.; Contributions,from other governments Contributions from other funds 502 984 - 1.,486, 5.715 l; Contributed capital at end of year 75.430 10,446 - 85,876 84;240 a Total fund equity :. ; . ....: $ 42.997 $ 8,377 $592.988 $644,362 $599.467 i r1 _? See accompanying notes to financial statements q {io S d r 8 J 4 n t: 5f M CITY OF MIAMI, FLORID NOTES T FINANCIAL STATEMENT 1: MUM bi:i CNIPTION potential dompoheht units addressed in oafining the`reoott-` .. The City of Miami, (the 'City"), in the County of Dade, was Ong entity for the City: incorporated in 1896, and comprises approximately 34 square miles of land and 20square miles of Water. The City (1 j included Within the bntity operates under the Comrhissioh/City Manager -form of gov- DOWNTOWN DEVELOPMENT AUTHORITY ernrnent and provides the following serdices: public safety, ("DDA")-The DDA is governed by aboard appointed public `works, solid waste,' parka'and recreation, public facili- by the City Commission. The Commission must ap- ; ties, planning, zoning, housing, and community develop- prove the millage levied on the special taxing district es=' merit. Dade County (the "County`') is a separate govern- , tablished to fund DDA. DDA has been, included wnthi'' mental entity and its financial statements are not included in the reporting entity as a special revenue fund. this report. MIAMI SPORTS AND EXHIBITION AUTHOAlTY. The Florida Legislature, in 1955, approved and submitted ("MSEA")—The MSEA was created, to promote the. T to a general election, a constitutional amendment designed development of sports, convention and exhibition facie. to give a new form of government to the County. The Coun- ties within the City using the City's portion of the 3° .ty is, in affect, a municipality with governmental powers ef- Convention Development Tax. The City Commission, fective upon twenty-seven cities and unincorporated areas, must approve the MSEA's board membership and op - including the City of Miami. It has not displaced or replaced erating budget. The various funds of theMSEA have. the Cities, but supplernents them. The County can take over , been included within the reporting entity as special rev- particular activities of the City's operations (1) if the services enue, debt service and capital project funds. - ; fall below minimum standards set by the County Commis- sion, or (2) with the consent of the governing body of the DEPARTMENT OF OFF-STREET PARKING City.; ` ("DOSPI--The DOSP is an agency and instrumentali- ty of the City, which owns and operates parking facili- Metropolitan Dade County Govern- Since its inception, the Metro P ty ties within the City. The City Commission has reserved ' ment has assumed responsibility on a county -wide service the right to confirm new members of the Off -Street basis for a number of functions, includingcounty-wide po- Parking Board, to establish and fix rates and charges for lice services,, -complementing the municipal police service; parking services; to approve the DOSP operating budg-' uniform system offireprotection, complementing the mu at and to authorize the issuance of revenue bonds. The nicipal fire protection; consolidated two-tier court system; DOSP is included within the reporting entity as an'en- consolidation ` of water and sewer services; coordination of terprise fund. the various surface transportation programs; installation of a central traffic control computer system; merging all public The City has also authorized the Off -Street Parking transportation systems.into a county system; effecting a Board to administer the operations of the Maurice Gus - combined: public library' system; andi centralization of the man Cultural Center and the Olympia Building, which x property appraiser and tax collector functions. are properties owned by. the City. Such operations are - P P tY P_ separately accounted for within the, reporting entity. #, 2. SUMMARY OF SIGNIFICANT ACCOUNTING under the title of the "G&O Enterprise Fund". In the; f POLICIES AND REPORTING PRACTICES event that operating revenues of the G&O-Enterprise _ The, financial staterrients of the City.have been prepared in with accepted accounting are not sufficient to cover its operating .expenses, the DOSP or -the City,wdl provide any necessan/ cash re=.: by,the City rK accordance generally. principles quirement subject to authorization Commmis- _= ("GAAP") as applied, to, governmental units: The Govern- Sion. '— mental Accounting Standards Board ("GASB'') is the stan- dard -setting body for governmental accounting and financial CITY OF MIAMI FIRE FIGHTERS AND POLICE OF- =_ reporting, The more significant of the Ci y's accounting poli- FICERS' RETIREMENT TRUST.(; F)PO.';) ,and CITY OF., MIAMI EMPLOYEES AND- SANITATION; cues :are described :below:.. : , - ;.GENERAL EMPLOYEES' RETIREMENT. TRUST i"GESE ')„-Both' _ A. Financial.Reponing Entity FIFO and GESE are essentially single -employer public =_ employee retirement systems underthe administration For, financial reporting "purposes, `the City' includes those and management: of separate Boards of Trustees and fdhq account groups, agencies, boards, commissions and are included, within the reporting entity, as,pension trust authoc ties that are generally controlled by or dependent on funds. f — the,Cities ty, Control by or dependence on the City is deter- ;. — mined on the, basis of such factors as budget, adoption, tax-, (2I Excluded from the( e rrtity in ufhori outstanding debt secured by, revenues or en- er l obligauons:'of.tte City; obbgat�on of the City to finance MIAMI CAPITAL DEVELOPMENT. INC.,(.MCDI )= - any deficits that may occur or receipt of significant subsidies MCDI is anon -profit• corporation which- facilitates buss'— from the City. The following is a brief review of each of the ness development within the City under a delegate — z B9 r J �� {� 'City of lVilamill, Florida - 1Notes tip Finanelal Statements agency agreement with the City by providing financial Debt Service Funds—bebt Service funds are ut6d to Adx . assistance to,entreproneurs and thus fosters City -Wide count for the accumulation of reepurON fbf slid the and neighborf►ood econornlr± development. MCbI'S merit of, general long-term debt otincipaj, interest ehd relat- scope of services is not limited solely to the City limits ed costs. s and the City Commission has limited ability to influence Capital Projects Funds -Capital brolebts fundi are used to opefations or the Apo ointrtment of MCbl's Board of Di- account for financial resources to be used for the acqurs{ i rectors, representing principally the private business tion or construction of major capital fae litres. iother than and financial Community. those financed by proprietary funds). HEALTH FACILITIES AUTHORITY (''HFA")—The HFA li hed b State Statute to issue rave-►aiitietilr�i`Unds is an agehcy:estab S y ' hue bonds., Such tlebt is not an obligation of the City: Proprietary funds are used to account lot the City s orgahim n The HFA has no significant operations other than the nations and activities which are similar to'trose often found issuance of such debt: in the private sector. This means that all<assets; liabiities, r ,i .;. , MIAMI POLICE AND FIRE . FIGHTERS' RELIEF AND equities. revenues, and expenses telated to,the City's tusi ness activities --where net income and capital nairitenance ,PENSION FUNDS money purchase benefit assured —are accounted for through,;proprietary plans;' established under .Flonda State Statutes Sec- funds tions 175 and 185 are funded.solely by certain excise -to taxes collected by the State of Florida. The City has no Enterprise Funds -Enterprise funds are used account financial oversight responsibility for these plans, nor are for operations: plan benefits financially integrated with those provided • that are financed and operated in a manner'similar to ., under the Clty's FIPO Trust, Boards of Trustees are in private business enterprises --where the interest of , dependent of the City Commission (See Note 12(f)). the City is that the costs of providing goods or`ser- vices to the general public ,on a continuing basis; be B. Basis of Presentation financed or recovered primarily through user charges The financial transactions of the City are recorded in individ- or .Where the City has decided that periodic determina- ual -funds and account ,groups. Each`. is accounted for by accounts that lion of revenues earned, expenses incurred: and/or providing a separate set of self -balancing net income is appropriate for capital maintenance, comprise its assets, liabilities-. reserves, fund equity, reve- nues and expenditures or expenses and other financing public policy, management control, accountability, or sources or uses. The, various funds and account groups are reported by generic classification within the financial state- other purposes. Certain enterprise funds have historically operated at a loss " ments. and have required operating subsidies froir .the General fund. If future. operations are not sufficient to offset these The following'fund types and account groups are used by deficits, the City will continue to support these activities .: the City: the General , fund or other discretionary funds (See ; Note Governmental Funds Internal Service Funds-lnternal.service.funds. are used to account for the financing`of goods or services provided by Governmental funds are those through which most govern- one department or agency' to other departments or `agen mental functions of the City are financed. The acquisition, Gies of the `City, on acost=reimbursement basis.' use and balances of the City's expendable financial re- sources. and the related current.liabilities (except those ac- Fiduciary. Funds counted for in proprietary funds) are accounted for through governmental funds. The following are the, Cary's govern- - Trust and Agency Funds —Trust and agency funds 'are ,; mental fund types: used to account for assets held by the City in a Trustee ca pacity or as an agent for individuals; private orgarnzabons General Fund -The General fund is the general operating other governments, and/or other', funds.: These +nclude ex fund. It is used to account for all financial resources except those required to be accounted for in another fund. pendable' trust, pension trusts. and agency funds. The Ciry's expendable trust funds (Self -Insurance and Pennon Administration) are accounted for, in essentially the same Special Revenue Funds —Special revenue funds are used manner as ;governmental funds :Pension trust funds iFIPO to account forahe proceeds 'of specific revenue sources and GESE) are accounted for in essentially the 'same man (other than expendable trusts or major capital projects) that, ner as proprietary funds since capital maintenance :.j `cal. The City's agency fundsrare;cuscgdial ,n nature (assets are legally restricted to expenditures for specified purposes. Y QQQQ�+ 91 — G7C�6 Y B1O g %y 6I'itt,Florida Ihihelal tat6MOMS equal 1166 1ties) and uge'd to account fat deposits held under equity (i,e.. net total assets) r9 `s are sited Ato`coritribUted isstiaftL 'i3f a Cable T.V.116ense and assets held under three capital and retained earnings cdrihoorient§ p(oprikitV f0d$ del'bod o"htati6h plans for certain employees, type ope?.atmg statements present ►hcreases )e:g., rove- Hues) and decreases (e.g,, expenses) in not totaf assets x AeisUttt'�rdlJ�► r r_ AccoJuhf Groups are used to establish accounting control 11) Nlr�tgfietl AccYtlii 4 • and a# cctiuhtability for.the C+ty's general fixed assets and the ... unmatured principal of ,t ,geh6tbl, loh§-term obligations. All governmental funds and expendable ttust furlds:ate. The two account groups"'are not funds. They do not reflect accounted for usitig the' modified"accrual basis i f ac ava+labiblim6mial resources'and related liabilities -but are counting. Their revenues are recognized in the period in accounting records of the gel etal fixed assets and general which they become susceptible 6o'_kt rual i.e., i long-term obligations. they become measurable and available to pay Uabiiiiies . t General Fixed Assets-=-7 his group is used to ac- of the current period. Ad valorem taxes,:.utitity seitiice .account; count for all fixed assets of the tilt), other than those' ac- taxes, charges for NNicdt inves4meri earnings; ;fines counted for in,tfte enterprise and internal service funds. and forfeitures, franchise taxes, are susceptible. to ac= crual when collected in the current year or within �0 General Long -Term Debt --This account group is used,:to days subsequent to September 30th. A'one year'avail account' for 'the long -'term "portion, of claims payable, ac- ability period is used for revenue recognition for all oth- c"rued compensated absences,` lease purchase obligations er governmental.,fund revenues. Occupational license and outstanding principal balances of long-term debt, other revenues collected in advance of periods to which they t. than revenue and special obligation bonds payable and oth- relate are recorded as deferred revenues. Where grants en long-term liabilities recordad in the enterprise funds and revenue is dependent upon, expenditures by the; City, intethal :service.:funds. revenue is accrued as such expenditures are incurred. m Totals. tMemorandum Only) —Amounts in the. "Totals ' Special assessments' are recorded -As "receivables and "' (fvtemoratldurt7,_Onlyj„ columns in the -.combined financial: deferred revenue when.levied and `recognized asreve- statements represent a. summation of the combined finan- nue .wheh due provided they are collected in the cur- ! cial 'statement line items bf `th'e. fund types and account- .rent'year or within 60 days'subsequent to September groups and are presented for analytical purposes only. The 30th , Special asses§ments` are recorders in the General summation includes fund types=and`account•groups,that : Obligation Bonds Debt .Service fund,: representing a r use, different bases of accounting, includes interfund trans- partial reimbursement of costs' incurred in' certain capi- actions that have not. been: eliminated and the caption "Amounts tal projects originally, financed with general obligation to be provided," which is not an asset in the, bonds, and in the capital profects.fund The City does usual sense , Consequently_•. amounts. shown in the "Totals `not . not issue specal assessment bonds ` (Memorancfum'Only)'' columns are comparable to a consolidation and do not represent the total' resources avail- Expenditures under the modified accrual basrs.ofac- -,or; total, revenues and expenditures/expenses of the "counting are generally'" recognized';when'!�the :related City.fund liability is incurred and expected to bie liquidated with available "resources Exceptions to this,general,rule �, , ; �^ C `Basis of Accounting include,principal and interest,on general long term debt which+are• recognized .when due or when debt "service • The accounting Arid financial reporting treatment ap- 'by'itsme'asurement funds resources have been provided during the current plied to'a fund'is determined focus. All year for payment of principal and interest'due early in s governmental ,funds .and expendable trust, funds are ac-.,,,;; .,f the fo►lowing year. y counted or using a` current financial 'resources measure- ment focus. With T.' h e' a enc funds are custodial in nature and do not in this measurementfocusonly current as- .9, Y sets andcurrent liabilities generally are included; on the volve, measurement of results of:operations They`are balance ,;sheet; -Operating statements of these funds pre- accounted for under the"rnodified acc, al basis of ac sent increases (ie., revenues and other financing sources)- counting. <,<and decreases (i e., expenditures -and other financing uses) r; ,- in net current assets. ` (2) Accrual ; ,All proprietary funds; nonexpendable- trust. funds and :pension trust funds are accounted for on a flow of economic All proprietary and pension trust funds use the accrual - resources; measurement focus: With, this, measurement .fo- basis of accounting.' Under this r�ie`thAd, revenue§dare F` cus;. all assets and all liabilities associated with the opera _.. recorded ;when earned =and expense are recorded f -.lion of these funds'are included on the balance sheet. Fund = . when incurred. B11 Clty of Warnl, Florida Note td1 Flhah-6ial Statements •t.. d Bt���etary ,i��iilliy (�li i,., i Buddit Poii+>VT pin the City Commission annually adopts the budget ordi- �>�����. �urwe atidiiiMiiftif fiance for all govvirhMantal.ful*, of the City, except for . FiflifiMliil'� � iiiltibit the following funds: , s)walal.Revanue. uNBr U>>rill 3 Iyim + Other. Special Revenue Funds 0abt SOMviell hitib w - Actual—txhibit ll .. a -' (448). S J,S40 +► fdISEA Subordinate Obligation Note Debt Serviced gutlegeted�hds not .Fund MSEA Subordinate + MSEA,Special,Obligation Bonds Debt Service Fund Obligation Debt 83 (1) MSEA Special Obligation ` F ' Bonds ............ 282` i�.68T1 All Capital Projects Funds (budgets are adopted on a Actual —Exhibit III' , . , ... • $ 173) $ 1 872 .; project basis) In addition, capital project fund s`afe budgeted on a to- Annual operating budgets are adopted on a basis sub - project basis for which annual budgets are not avail- able. stantially consistent with generally accepted account- ing principles'(GAAP). except that budgetary compan- The City also adopts-nt5r-appropriated operating budg- sons fors the General fund include encumbrances as eta for the propnetary funds substantially on a GAAP I ; : basis, with certain exceptions; Such "`exceptions iri- In, prior - -years;_ certain acavfty. vvithin the MSEA Special elude: p Revenue fund related to the Miami Arena operations + Debt' pnhcipal payments are budgete'd 'as debt ser- a' was not -included within the administrative budget and vice. The portion'of debt service representing princi- certain receivables of DDA had been written off and the - pal pa reduces the related liapiliry on,a GAAP advance from the City, recorded as a`liability, Adjustments necessary to compare the results of oaer- + Certain non -operating expenditures for capital outlays atiohs in'tha special revenue` and debt service funds as are not budgeted a " presented in'fhe Combined `Statement of Revenues, , Expenditures and Changes in Fund Balances (Exhibit. -II) ' 12► Budget Legal Compliance to that presented m the Combined Statement of Reve- Hues, Expenditures and. Changes in Fund Balance— , ., The. Cityfollows the procedures fn establishing the Budget, ; and .Actual (Exhibit III) are. as follows (in budgetarydata reflected +in the financial'statements { ;, thousands): (access • Prior to August 31 st, the City Manager submits to the Yi City Commission a proposed operating budget forahe 4 of Revenues and Othir fiscal year commencing the upcoming October 1st,'- Financing : The: operating -budget include$ proposed expends ` sources Over _ ruses and the means of financing them s Ex"imiituris Fund and Other Balance •Public hearings are conducted to sobtaln taxpayer Financing Ssptsmbar _ Special Revenue. Funds Uses 30, 1880 ; comments u Actual —Exhibit II': SI1;686► $ 9,003 •`Prior to?Actoter 1st, the budget xs legally enacted Pfus.pess): funds not - through passage of an ordinance budgeted: Other Funds .......:. 1,520 1 t .249) • • Overall changes to the adopted budget .must be ap= F Plus net effect of MSEA- 572 proved by a majority-.vote.of•the1Comrrnssion. ' activity -not budgeted - Plus net, effect of DDA Generally, the: Commission sand City Manager may - wnte;;off of receivable and''advance from City transfer among departments any part of an unencum- :. recariied as liability, ..: — 125 :.- bared bilance.of an_appropriationrtoa purpose for AccualLL--Exhibrc`hl . ; ..:: $ "(`t66)' $ 8,451 which" an, appropriation for.-3he ;.current�'year has proved ,'insufficient: At: -the close of. each fiscal yeah B12 City vf Miamit Florida _ Notes to, Financial Statements the uneneurnbered balance of each appropriation re • Individual fund overdrafts (deficitpooled cash accounts) i verts to the; fund ,ftbM which.it Was appropriated and have been reported as an interfund Payable iM the. raspee, is subject to future appropnations tive fund with an offsetting interfund raearvdble reported. in another fund (See Note 5). The funds liStad below main- 6 Budgets are monitored at varying levels of classifies- tamed separate cash and irivestPtierit baii3nces and are -re, , _ tion detail, however. budgetary control is legally corded as "Other cash and investMahts" in the aitebm as maintained at the fund level except for the General nying financial statements. In addition, certain other Tie' - fund," which is maintained at the departmental level• funds maintain separate restricted Gish sih i hn 6' ttrhbnt ac- l�udgeted amounts in the accompanying financial counts in Compliance with debt requirements (See'Notes 4 statements are ongmally adopted, or as amended by and $). - the City Commission and City, Manager throughout the • Miami Sports and Exhibition Authority- Special sieve- year. During ,the year, supplementary appropriations nue Fund - ware Approved totaling approximately $22.5 million in- eluding L approximately $15 million related to the sale •Downtown Development Authority Special Revenue _ and 'repayment of Tax Anticipation Notes, Series 1989. Fund • Special Obligation Bonds Debt Service Fund (MSEA)' - (3) Encumbrances ' Subordinate Obligation Note Debt Service Fund Encumbrance, accounting, under which purchase or- (MSEA) j _ ders, contracts, and other commitments for the expen- = diture:Of monies are recorded in order to reserve that ►Miami Arena Capital Projects Fund (MSEA)' - :;portion 'of:the applicable appropriation, is employed in .Exhibition Expansion Capital Projects Fund (MSEA) j = the General and Capital projects funds. On the non- GAAP budgetary basis, encumbrances are recorded as • Off -Street Parking Enterprise Fund expenditures' of the current year. On a GAAP basis, en- , G & 0 Enterprise Fund ' cumbrances outstanding at year-end are reported as reservations of fund balance lance they do not consti- • FIPO Pension Trust Fund { - tute expenditures or liabilities since the commitments • GESE Pension. Trust Fund Will be honored during the subsequent year. •' Deferred Compensation Agency Fund (4) Excess of. Expenditures Over Appropriations - in„ Individual Funds F. Pension Investments following funds incurred an excess of expenditures Pension investments for the FIPO ' and GESE Trust Funds :The over appropriations for the fiscal year ended September are carried at cost. Debt securities are adjusted for amorti- 30. 1990 (in thousands): -zation.of premiums.and discounts: Premiums and discounts are -amortized using the straight-line basis over the life of the Special Revenue Funds: ,. investment. market value of -;investments are Community Development ..... , y.... $ 885 ,Approximate determined as follows: •'`Cable T.V...... ; . 33 ` Tax..... 69 • Securities traded on a nationaj securities exchange Metro -Dade Tourist ; ..... are:valued.at the lastteported sales paceson:the last Debt Service Funds: business day of the. fiscal year,,. - - • Other Special Obligation Bonds ...: 2,469 Securities traded in the over-the-counter`market and listed securities for which' no sale was reported on Er.Pooled Cash and=Investments that date are valued at the last reported' bid pace: The City emaintarns;an accounting system in which substan- • Commerciat°paper and money market funds', are val tially`all cash; investments and accrued, interest are record- . ued at cost which approximatet1market ed ;and maintained in a separate group of accounts. All such cash and investments, including accrued interest, ;are re- Investment policy is determined by the Boards. of; Trustees Y.. . fleeted as pooled cash and investments: Investments are and is implemented by outside, investment advisors Invest ; stated `atcost or,amortized cost,,Which ,approximates mar- merit advisors use the following guidelines k' 'All investments consist of U.S., ,govemmental',obliga- � FIPO: � _ tions and.Rnme commercial paper Interest income is alto- cited based upon,;the..a3pproxinia�te proportionate balances - • Bonds.; notes or other obligations., of ;he:.United of eacli-funds:equity,in_pooled cash and investments. No States Government and its agencies and in.bank car-, ::ant@rQst is..chargQdao,funds having deficit balances. tificates of deposit,: 7 91- $8G � i I jY, B13 F t'y of Miami, Floridly Note's to financial Statements •"Corporate common stock, preferred stock, converti, 1, Accumulated Unoold Wastlah, Siak Pays and ble debentures (Subject to 06 limitation for any one Other Ithployee Benefit Am6uhte ertit►ry of the equity portfolio and provided the aggre- gate investment does not exceed 1 percerit of total Under terms of Civil Service regulations; labor Contracts and _ outstanding "capital stock of any one oorporationj, administrative policy, City employees ate granted vacation i and sick leave in varying amounts Additionally, certain over. • Notes collateralized by first mortgages on real proper- time hours can be" accriled and "carried forward as earned tyor guaranteed by the Federal Housing Admirnstra- time off. tion or the Veterans Administration, Unused vacation and sick time is payable upon separation 4 •. - Corporate interest bearing obligations, from service, sub fact to various limitations depending Upon.,i' the employee's seniority and evil service classification. The • Venture capital, private placements and letter stocks. City has significantly decreased accumulated vacation time " Real estate, financial institutional futures, listed op- earned to prior years by buying out such time from employ - ees, and by limiting the accumulation of current year's ' x tions and stock index futures. earned vacation time. Accumulated unpaid compensated ,t All of the above investments are subject to the following ag- absences are accrued when ,earned.irn the avernmehtal g gregate'portfolio limitations based` upon cos+ at time of and proprietary funds, with the long-term portion of,govern� `funds' estate purchase: equities (65°k), fixed income (65^ot, real estate mental liability being recorded in, the general long - general venture capital (5%), and all other types of invest - merits (10a/o) J. Intragovernmental Allocation of Administrative Ex- � GENE: penses` • Unlimited investments in bonds, notes or other obli- The General fund charges other funds for certain adminis- trative expenses including accounting, legal, data process - gations "of the United States' Government and its agencies and in bank certificates of deposit. ing, personnel administration, engineering and other ser- a '. vices. A brief description of the major components of such • Individual investments in the following cannot exceed charges are as follows: 10% of the funds available for investments: . Project Management. The Public Works Depart- ` •• Corporate common stock, preferred stock, con- 'merit charges major capital improvement projects of vertible debentures (providedthe-aggregate in- the City for design; survey and inspection services. vestment does not exceed 3 percent of total out These charges are based on direct labor charges plus standing capital stock of any one corporation) an overhead factor for administrative expenses of the engineering division, and totaled :approximately ; ' • • Notes ' collateralized by first mortgages on real $1, 794,000 for fiscal 1990. property or guaranteed by the Federal Housing f Administration or the Veterans Administration •Indirect Cost Alleneral fund charges ocation. The G. f other funds for:general.and administrative expenses. , �• Corporate interest bearing obligations Such charges approximated $393,000 for 'fiscal ^; Purchases and, sales of securities are reflected on a trade 1990. date basis. Gain or loss on sales of securities is based on K. Bond Discount and Issuance Costs average cost, ' { Discounts on revenue and special obligation bonds payable Q InventOrieiis within the proprietary funds are'arnortized using the'.interest method over the life of the bonds Bond issuance costs are )rtventories are only significantto and reported in proprietary capitalized and amortized on a,str'aight tine basis over the,, funds, Inventories are,"valued at the lower of cost (first -in life of the bond: s first -out basis) or net realizable value. Inventory in the inter- } nal service funds -consists of expendable supplies held for P r L. Property; Plant and,Equipmettt consumption: Property," plant and equipment used" in governmental fund H. Restricted Assets type operations (general fixed assets) 'are accounted form the general fixed assets account group: Public -domain ( In - Certain proceeds of bonds, notes and loans, as well as cer- frastructure') general fixed"assets consisting of certain im-. s. tain resources set aside for their repayment are classified as " provements other than buildings, including "roads " bridges; : -{ restricted cash and investments as their users limited by ap- curbs and gutters, streets and sidewalks'drainage` systems. plicable bond covenants. and lighting systems` are capitalized together with :other r 8$� 1 a ) ; 'tiH/r i; q City of Miami, Florida Notts t0 Fihancia1 Statements general fined assets. No depreciation has been provided on general fixed assets. All property, plant and equipment are valued at historical cost of estimated historical "cost. Donated property; plant and equipment are valued at their estimated fair market value on the date received. Depteciation of all exhaustible fixer assets used by the pro - The City; records its deferred OMpensation '151an9 in an agency fund. Deferred compensation plan bboatt are car- ried at market value. O. Fund equity Contributed capital is recorded in proprietary funds .that have received capital grants or contributions from develop- ers, customers or other funds.. Reserves represent those f f tl b I wh h a e e the not a a�lable for a __ phetary funds is charged ,as expense against their opera- tions. Depreciation has been provided over the estimated portions o un a erica is r r v appropriations or are legally segregated for specific,use. use lives using the 5ttaight-line method. The estimated Designated fund balances represent tentative plans for'fu- useful lives areas -follows: ture use of financial resources. Buildings and'fmpr6vements .......... 30-50 years P. Comparative Data Machinery and Equip bnt ............ 4-20 years Comparative total data for the pnor- year has been + Improvements other than Buildings. 10-20 years presented in the accompanying financial statements in or- der to provide an understanding of changes.in the City's fi- V Interest costs 'associated with enterprise fund borrowings p 9 nancial position and operations. However, comparative data revenue bonds) used for construction projects are capital- ( P 1 has not been presented in all. statements as their, inclusion ized during the current period as part of the cost of the as- would make certain statements unduly complex and difficult sets, net of related, interest earned on unexpended portions to understand. Certain comparative total data for the prior i of such borrowings, During 1990, no such interest was year has been reclassified to conform to the 1990 presen- capitalized tation. M. Interffund Trsnaactitms 3. PROPERTY TAX '- Quasi -external transactions are accounted for as fund reve- Property taxes are levied on January 1st and are payable on November 1st, with discounts allowed of one to four per- Hues, expenditures or expenses (as appropriate). All in- cent if paid, prior, to March 1 st of the following calendar terfund transactions except advancesi.quasi-extemal trans- , year. Taxpayers also have the option of paying their taxes in actions and reimbursements are accounted for as transfers. advance' m equal -quarterly payments based , on the `prior Nonrecurring or., nonroutme transfers .of., equity between ' year's tax assessment with quarterly discounts..varying be- = funds are considered equity transfers,; All other interfund tween` 2% and 6%. All unpaid taxes on. real `and personal .. transactions are.treated as operating 3ransfers, property become delinquent on April 1st' and bear interest at 18% until a tax sale certificate it sold at auction: ;Dade ,. N Defeired Compensation - County bills and collects all property taxes for the City`, and _ sells tax certificates for delinquent taxes, = '`The' City offers its employees three deferred compensation The assessed value of property, as established by the Dade plans created in 'accordance with Internal Revenue Code Section 457 that per the deferral of a portion of an am- County Assessor of Property, at January 1, 1989, upon ployee's salary until future years. The deferred compensa- which the 1989-1990 levy was based,. was. approximately $10,533.383,000. The City is permitted by Article 7, sec- - _ tion is not available to employees until termination, retire- merit death, or,unforeseeable,emergency. tion.8 of the Florida Constitution to levy taxes up to $10'per $1,000 of assessed valuation for general;governmental ser- in one plan is limited'to key management per- vicother the payment;of principal and interest on a'Membershi sonnel'while the'other plans are open to all City employees.-' general obligation. long-term debt. In addition, unlimited The plans -are funded through employee payroll deductions. ` ` amounts rtiay.be levied for the payment of pr�nCipa, and in - terest on general obligation long-term debt,'subject to a im- Ali contrbutions`are paid to outside fiduciary gants.fiducia a ' How- itation on the amount of debt outstanding. The tax rate to ever all,. amounts .of. compensation :deferred under the . ,. finance general governmental services (other than the pay, plans;' all property and rights purchased with' those ment of principal and interest on general` obligation' long - amounts, and all income attributable to those amounts, term debt) for the year ended September 30, 1990, was property, or rights are (until paid or made available to the ` $9.5995, per : The : debt service tax. rate for the employee or other beneficiary") solely the property and rights .$1,000; same period was $2.3381 per $1,000. of the City (without being restricted to the provisions of ben- efits under the'plan)',subjectonlyto the claims of the City's ' '` Property taxes `receivabie as of the end of the fiscal year, general creditors. Participants' rights under the plan are Sep - representing collections within 60 days subsequent to Sep - equal to those of general creditors of the City in an amount tember 30, for billings through the fiscal year then ended -;;equal to the .fair market: value of the .deferred. account for amounted to approximately.$3.050,000 and $81.1,000 for _ each participant. the general and debt service fuods;,respectively, k, 91- 86. , l s r Its of 11Aiarrli, Florida Aa I' NOW to Inahela l Stag meats 4, dUiTY IN ihOCi= CASH AND INVESTMENTS, .:�REATAICTEO AND OTHER CASH AND INVESTMENTS At September 30; 1990. the City'a non=pennon cash and investrhohts consisted of the fblldwing jin th06000ds) Ei uity in pooledd-cash tither cash and investments .. .. ... 30,JE;D — Restricted cash and investments ..... 62;23 Investments .. Si r �' Deposits . .... .. ..... Accrued interest 1,SJ6 Total non -pension cash 'and investments $167, Ds�bskilb _ The Dity's'bank deposits at September 30, 1990 were as follows (in thousands): Canying Ballots Amount Per 846 — Demand deposits . .. . . ...... ......... $(2,2$) $ 3:$67 Time deposits. f3,48$7 r, ds�48$ta Total" .... .................... .. ' AII'time and deman i deposits are.held in banking institutions approved by the State' Treasurer of the State of laotnda to h ptibiic funds Under the Florida Statutes Chapter 280; "Florida Security for Pubic Deposits Act '; the State ;ireasutar -Oui all qualified`public depositories to deposit with Treasurer or another banking Ilateral.agt,al 5 -the institution eligible co to°frog, to 1 iS of the average daily, balance -for. each month of all public deposits in excess of any'applicabl'a depasit irisurb 'M h = x ,The, percentage of, eligible; collateral (generally, U.S. Governmental and agency securities, state or,aocal gtwernmerit.;tebt LE corporate bonds) to'public deposits is dependent Upon the' depository's financial history and its compliance With Chapter;2l f,,,' In the event of.a.failure of a qualified. public depository, the remaining public depositories.would.beresponsiblebr=comer _ any;resulbrig losses. Accordingly, all cash'and time deposits held by banks can be classified "as category one credit risk _ defined in GASB Statement No. Which means they.are fully insured or collateralized '-' •t` 3 ImrestmeMs _ t The`City Code aUthonzes Director of Finance: to purchase and invest idle funds�prOdently•in bonds and ob)igatians fag _the Gies of.the,United, States, provided such are uaranteed by the United States or by .the issuipg agency, general obligations 9 st1. ates, tnunrcipahties, school districts, or other pot iacal'subdiv�sions;;revenue. and excise tax bondsof the,varloos,nu�lctG ties, of the State, of Florida, provded'nofe. of such securities has been in .default within five ;years prior to date ofpurcha ` negotiable certificates of deposit;;bankers"-acceptance drafts; and prime commercial paper.rol ¢ Investments are categorised to give an indication: of"the level of risk' assumed to the entity at year-end The three categpr e6 risk are as follows: -`�° (1) Insured onregis or'secunties held `by the entity, or its agent in the entity's name, 4 a ,ared, „ ,(2) Uninsured and unregistered,,with securities held by the,counterparty s trust department or agent m the tentity s nOr and ' (3)" Uninsured and unregistered with secunties held by the counterparty or by its trust-departmentzor adentbu .:. the entity's name.` ezl A f '1%tet--S"5..3'fi z > t Statements �' . N homlto OTHIN:. UN 9 Yi Diu "ueor°"/� othervfuntl ere�darti3 ff+51n one fund toerdtherfor sp�aifio purposes. Septatt'rbef;tl, I'�8r1A1e itd frbirljtii bthar funds densistdd c�f.ttie foilowino (it1 thousands): ••`` OthO FUn ds a to Fund QIy�I;y��yiClt�'j .. . .. . . . . '. . Y I Z• Sp+l3 el flevonua, M a it Sports',and,tXhibitibn Authority .... u Downtown f�evelbprrtent Authority , = 02 TO 3 ` DommiUmity boiVel6pr>,ent . • ,.} PUblid SeNiCa Tax ......... .... . , Other. Funds Debt Service. "'- MSEA, Special. Obligation Bonds ... °" ` ' �epitl�l Protects ` Street improvement ............................ .. 168 — 1 0. Municipal Use .. .. ................. ......... F_htetptisd Funds: 744 Department 6f Off -Street Parking ......................... 65i5 Enterprise Fund ... ... Marine Stadium .. .... ..... 6t)7 Miami Stadium ... ... .. — 123 Orange, Bowl` .. Convention Center . ........... _ 32 Marinas ..... .... ... ... ......... .. 290(1) ._;: Exhibition Center 278 yGotf Courses ' Parkln Garage .... 392(1) 91 .. Building and Zoning .. ... 5(1 27) —: 10 Solid Waste ... ..... ' Pro erty and Lease Management . • • 70(1) 168 lntemal "Service: IT"" Fleet*Management . . Property Maintenance Phnt',Shop :........... .. .. 1,5000) - - Communication Services Trust and Agency _' 359 Pension Administration ... ... ... .. .. .. 359(1) t gable T.V. .................. ..... $9,080 $9:080 Total ... ...... (jf''=These amounts relate to loans to cover other funds deficits in pooled cash grid investments F.. CM g t Y` k 3R - - - - F it ' Miami Florida -' ,Y :: iV�►t �t Finana181, Statement $optotber`0, rj 19�01� t�tlus>§� r foi)w�n� is s sufl�nary t;hart in iclh -term debt fir tha y9af elided g „ .the!,$ 0"" Left liibt iiw�►W a0edi, Note ihd blNri» oth�t �b' payabb Miy�lblii ' _Rlvii'NN; M1M i% : i toil aeneiy ' Lfliri' ' p 1bi11i .:.. Balance at October 1, fi9$9 , .. . $197,550 :$10b,4ra5 $41,579 $5 769 , $15.580 $385 9A $88,043. $43:620 $9 490 3,500 13,452 New.bbMdt and loans Uur3d - Ad$afiiin on Cd�ital '.. - _ 1, 251 i� � A�pr'aCiat�oh t5hds x , ._ .'15 d@feased ,' n.• _ (489) ..r (489) Uacrease in lease payables , : �- (nCreasi3 m long-term claim - 8,513 Incrai3sa in long-term- :,.. addumulated unpaid ` - _ . 1,848 compensated absences �- '- - 1,848 - (1_2.618) (_ 5.936} (301) .I l i 915) bebt:retired .. ; :.. ... _.. ; (1,1,710) v ; _ (908) - - Balande at September30, 1990 $18_ 5,840 :$104 557;, $50.092 $5,280 $17.228 _ 858 $43,$01 $362,997 $86,r-: B.'SIFl�trttaiy of►nr1Sa1 Obbt Service Riequ)rements other payables outstanding as of September 30, 1990, the annual cequ�rements for all bonds,;notes, loans, certificates and, 'including $379;614,000. are as follows (in thousands): interest of General Long -Term Debt ; Proprietary Fund Debt Revenue General, _ Special Other Obligation Obligadm(11(2) payables CeMCetee and' of Special Participation Obligation(2) :. 1991 _.r$ 19973 $ 10,115 $1273 1,273 $2,815 $ 9,571 5_576 10,185 1992 24;1.67 10,248 1993 22,193 12,428 1.273 10,702 . 10,700 1994 21,784 12,463 1,273 27,145 1,274 - 14,501 ,501 -1995 21,359 1996,-2000 90,829 45,258 - 5 _ 50,573 2001-2005 67,245 46,726 - _ 48,469 - 2006-2010 29,332 40,597 - 30,286 2011-2015 8,805 34,763 - -' k 2016=2020 - 12.928 _ $306,187 $252,671 $6,366 --- -- a8;391 $236;718 Floating/Fixed Rate Special Obligation Bonds, the SL'aordinate Obl�h=' �n Note and_the HUt` . (1) Includes service on the loan at a rate of 7%. (2) Includes accretion on the Capital Appreciation Bonds. g a a q �M 0. Su"i flare bf W , .16M D6 .tool ; , i6n =terttt debt at te' t6rtibe' 30, 13$(7 wa8 coin rased of p mt 00 Section id " HUD, Pronilssory riots, Ihterbst to be paid "annually at a`VaflatSJe note, 4 lie fc'il6wino: ,p Late; annual principal payments of 000 O beginhing in fiscal 1993 - dental and 12OW6i ObIJpatiah Bands, Nattt $39,076,000 Other Issues, maturing through _ and Lftha�Uft-tabrm Imbt: 2014; interest at rates ranging frorn 3% to - $39,890,000=public Parks and Recreation - Facilities Bonds; two issues, rhatuhhg through - 2003 interest at rates ranging from 3.5%:to $ - 14,465 Rtv6nut and Speciii.bbHgatWrt tlaids and 150,000 Miami Sports,and Exhibition Other DObt--110"Nitary Fundl: 'Authority Ffoatulg/Fixed Subordinate Obligation Bonds, Series-1 1989 A, $16,17.5000 Certificates of Panicipation Senes 1986, maturing through 1992; maturing m various = amounts from 1991 through 2004; interest - 8,400 interest at rates ranging from 4,6% to 6.4% rates vary+ weekly as desdnbed above . $5,600,000 Subordinated Parking System . _ - $4,290,00b Housing SpeBial Oblicgation - Bonds: one issue, maturing through 2006: Revenue Bonds, $3,000,000 due in 1994, interest at 81 % of .the pnme rate. (10% at September 30, 1990) $2,000,000 due'in interest at rates from 4, t% to 7.4% , .. , .... 3,820 and - 2006, interest at 6% through 1991,, thereafter $8;500,000 Guaranteed 8ntitlement Revenue at 80% of the prime rate ..: :. 5.000; Bonds, Senes 1989,, maturing through 2009; $6,500,000 interest rates ranging from 6.256/o to 7% 6,335 First Municipal Loan Council Pooled Loan Program, principal due,in - $22.605.000 General Obligation Refunding _ Bonds, Series 1987. maturing through 2010• December 1995,1nterest at a calculated variable rate (6.95% at September 30, 1990) 1 065, _ interest,rates ranging from 6,8% to 7,4%... 22,605 $16,000,000 Florida League of Cities' First . _ $38 355;000 General Obligation efunding Municipal Loan; maturingg through 1996 interest .Bonds, Series 1986, matunn through 204 at variable rate (6.51% at 1990) 16.000 interest .rates ranging from'.41% to 7.7% ;.:.. .. 33,385 September.30, ..,', $54, 705,000=Sanitary Sewer Improvement 2014; $12,386.658 Government Center Parking Garage Refunding Special Obligation. Bonds; Bonds; ten issues. maturing through interest at rates ranging from 3% to 11 % ..' .. 25.695 maturing through 2007; interest at rates - ranging from 6.2% to 7,375% (The portion of $3],060.000—Street and Highway. the bonds issued in capital` appreciation bond" improvement Bonds:.nine issues, matunng form had accreted value of approximately ;through 2014 interest at rates ranging from $30,000 as of September 30. 1990) ..•. , ;12.417 3% to 11 % 9 .9 .. ' :.. 22,055 Improvement $16,275.000 Parking System Refunding Bonds, Series through 2009_ $36,765,000-=Storrn Sewer Bonds; twelve issues, maturing, through 2014; -1986. maturing at varyinrates of interest ranging from 4.25i b 7.75% :'a5 195. interest at rates ranging,from 2.5°h to 11°l0 23,040 to ;:, $36 645;000=Police Headquarters $65:271.326-Special Revenue Refundin Improvement Bonds;.eigh it issues;°maturing- Bonds, Senes 1987,`due in installments from 'through 2014 interest at rates ranging from 20.195 approximately $630,000 to $5;490;000 through 201 at rates ranging from 11W. ... .. interest 5,25%.to 7 30%'(The portiomof the bonds. $39 000,000 Miami Spoils and Exhibition issued in capital appreciation bond form had value $2 Authon loaan JFixed Rate,Speciai Obligation gg accreted of approximately 96 million September 30, 1990) 66 663 Bonds:leh6t :1985, maturing in various as of . amounts from 1991 through 2015;=interest c ..gates;vary,weekly-at; 70%:of pnme rate -(the: $14.420,600 Sunshine State Governmental �rprime rate was 10% at September30, 1990) Financing Commission, maturing through 2015; interest at variable rate (5.96% at subject to adjustment under certain circumstances , ..:-. 38,000 September 30. 1990) ... 14.119 M"$13,210,900 Sunshine State Governmental 138 Q34+ Financing Commission, maturing through 2015 interest Less Unamornzed Bond Discount ..: '' (1,4001:' at: variable, rate (5.96% at fi .September,30; rJ 990) ;, .; ; _ .... .. 12,044 $136,634` •: ¢ $30 OOO:OOO.Rental Revenue Bonds, Series1988 maturing through 2019 with interest at rn to 8:659rO .... :...:.:' ...::. : ...:..... 30,000 91- 8, f F CltV of Miami, Florida Notes to Financial Statements D. Summary of N6w bobt Issuances $12 388,668-Spoolal Obligation Refunding Bonds, Series i 906—In -May 1990, the City sold $12 886,658 Special Obligation' Refunding Bonds, Series 1960, with interest rates between 6.2% and 7.375% to advance refund the $13,720,000 Special Obligation Bonds dated April 1, 1985, which carry interest rates between 5.625% and 8.875%. The proceeds from the Series 1990 Bonds (net of approximately $402,000 in issuance costs and original is- sue discount) were used to purchase U.S. Government se- curities which were deposited in an irrevocable trust with an escrow agent to provide for all future debt service payments on the Special Obligation Bonds dated April 1, 1985 (see Note 8(g)). The Series 1990 bonds are made up of $11,095.000 in current interest form and $1,291,658 in capital appreciation form. The Series 1990 bonds are col= laterilized by'a pledge of net revenues of the Government Center Parking Garage and utilities services taxes collected by the City from the sale of water. $3,600,000 Subordinated Parking System Refunding Revenue Bonds, Series 1990. In April 1990, the City sold $3,500,000 Subordinated Parking System Refunding Rev- enue Bonds, Series 1990 with interest at 81 % of the prime rate. The Series 1990 bonds are secured by DOSP parking revenues. $6,500,000 First Municipal Loan Council Pooled Loan -Program. During 1989, DOSP and the City entered into a participation agreement to draw up to $6.500,000 in fund- ing under the First Municipal Loan Council Pooled Loan Pro- grams sponsored by the Florida League of Cities. As of Sep- tember 30.. 1990, $1,065,000 had been drawn under such agreement. Amounts drawn bear interest at a calculat- ed variable rate. The loan is secured by a pledge of DOSP parking revenues. E. Obligation under Capital Lease, During 1989, the City entered into a capital lease to purchase equipment.totaling $5,769.000. Such costs have been recorded ascapital outlay in the General fund. The funding provided by the lease agreement was reflected as ..'other financing sources" recorded in the General fund. The related capitaFlease obligation is in the General Long - Term, Debt account'group*. Future minimum lease payments under the lease as of September 30, 1990 are as follows: Amount Year ending: 1991 $1,273,000 1992 ...................... ... 1,273,000 1993 ......... I ........... 1,273,000 1994 ....... ........... 1,273,000 1995 ................ 1,274,000 ...... -Total minimum lease payments .......... 6,366,000 Less amount representing interest at 7.15% 1,086,000 Present value of minimum lease payments $5,280,000 B2 --- -------- F. SVno0a1* of bond Covenanti The various bond iridentures,contain significant limitations and restrictions On annual debt service require fheliti,main,' teriance of and flow of monies through van6ug f6itileted ado` counts, minimum amounts to be maintained, 0YAhous sink- ing funds, And minimum reveriva bond oi5'verages.. A summary of major provisions And sigt)ificaht debt service re. quiternents follows: 0 General Obligation Bomds=Debt service is provided for by a tax levy on non-exempt property value and certain colie tions of assessment liens from projects financed',by, Or ceeds of such bonds. The total general obligation debt, out.: -A standing is limited by the City Charter to fifteen porcent:&. . the assessed non6exempt property value.At, . S60ternbot. 30, 1990, the statutory limitation for the City*amounted ,t approximately $1,576,410,000 providing 6 debt margin of approximately $1,391,269.000 after, Consideration of the $185,840.000 of general obligation bohdi outstanding at September 30, 1990, less approximately $699,000 availa- ble in the related debt service. fund. General obligation bonds authorized but unissued at, Sep- tember 30. 1990. totaled $42,500,000. $65,271,325 Special Revenue Refunding, Bonds Debt venues. of the Con- service is provided by a pledge of net, revenues vention Center/Garage, the pledged portion'of the public service telecommunications tax revenues,- and by a cove- nant and agreement of the City to provide, to the extent necessary, revenues of the City, other than ad Valorem property tax revenues, sufficient to make up any deficiency in certain of the required restricted funds and accounts., Various funds. and accounts held by the -Trustee : are re- quired to be maintained under the terms oUthe Trust Inden- ture pursuant to which the bonds were issued. Those funds or accounts pertaining to.these provisions include the Reve- nue Fund, Bond, Service Account, - the Redemption Ac- count, the Reserve Account, the Construction Account, the Supplemental Reserve Fund. the Renewal .,and Replace-, ment Fund, and the Surplus Fund., - The Trust Indenture provides that the gross revenues of t he ' Convention Center/Garage will be deposited,'as received. with the Trustee to the credit of the Revenue Fund. The. t. Trustee shall transfer. from the Revenue Fund, 66 a monthly basis, all money remaining in the fund -in excess of current 1,".1 expenses to the following accounts or.funds:in the following order: • to the Bond Service Account the amount, if: any, re- quired so that the account balance shall a qual the ac- crued aggregate debt service as of the last day of the, month. Accrued aggregate debt*seivice-is equal to the sum of interest accrued and unpaid, principal in- stallments due and unpaid and the portion of principal installments for the series next due accrued to end of the month; 9 1 8 2 +pity f Miami, Florida Notes to lin anciai Statements .i _ • to:the Redemption Account, the amount; if any, so' prime beginning in 1992, Roads maturecn October 1, that the. account balance shall equal the component 2006. 3 of accrued aggregate debt service comprised of amortitatibn installmerifs or pdrtions thereof, as of $S8 0 000 MSEA Special Obligation `BoAde` Niles 199 �_- These Bonds are limited special,obii'gations of thi3 i the last day`of the month in which the transfer is Miami Sports & Exhibition Authority..(MSEAj -and are paye- IYiade ble solely from and secured by a pledge of (,) MSi:A`s Midi 1 ' + to,the' Reserve Account, Such amount, if any, of the cated portion of the 3% Convention Development Tax levied and collected in Bade Cbunty, 00 investment eamings on balance remaining offer making the deposits under certain receive accounts required to beaintalhed,with the : a the two preceding provisions, as may be required to ro Trustee, and (m) from the date of original issuance of this make the amount then held for the credit the Bonds through December 30, 1990 (except upon the each- t serve Account equal to the debt service reserve re- Or occurrence of certain events) from funds drawn urid& a i I quirert ant as of.the-last day: of the month; „ bank letter of credit in a stated amount equal to the`pnncipal +' to the Renewal and Replacement Fund, commencing amount of.the Bonds plus 55 days interest thereon at an in- o drawn on the `Letter. of terest rate of 12 /o. No funds were i f on April 1, 1988, ;one twelfth (1 / 12) of $100,000 Credit as of September 30, 1990, The bonds carry a vana- and one -twelfth (1 / 12) of such additional amount, if bie interest rate calculated weekly,. During 1990 the aver - any, which a consultant retained for such purpose in age rate on the bonds was 5.95d/o. The bonds were issued its latest written report prepared pursuant to the to provide funding for the construction of the Miami Arena Trust lndenture shail`have recommended; (see Note 13). { to the Supplemental Reserve Fund, such amount, if Upon issuance in December 1985. the proceeds of these any; as may be required to make the amount then Bonds, net of original issue discount of $51.2,000, were held for he credit of, the Supplemental Reserve Fund `distributed to various reserve funds and accounts' held by equal to approximately $1;600,000; the Trustee in compliance with the provisions of the Bond Indenture. Those funds and accounts pertainirig to these • to the Surplus Fund, the balance, if any, of the provisions include the Tax Fund; the Bond Interest and Prim- amount so withdrawn, cipal Accounts, the Debt ServiceReserveAccount, the Re, At September 30, 1990, he City had on deposit with the placement Reserve, Fund, the Maintenance fund, the Capi- talized Interest Account and the Expense Account. Receipts A Trustee for these bonds approximately $4,348,000 includ-' of convention development tax proceeds are to be, deposit- 7 .ing,accrued. interest receivable, in the, required restricted ed in the Tax Fund and distributed to the following funds or ; funds and accounts. In August 1990, the.City,obtamed a accounts as follows: reserve account surety bond in the amount of approximately = $6,125,000 to substitute the .cash on deposit in the re- • to the Interest Account, deposits to bring balance to d serve '.accounts: The. released cash was used to fund ap-' 125% of the' preceding .interest payment plus one - ;; a. pro><imately' $2,500,000 in expenses of the Miami Conven- third of the letter of credit fee due for the ensuing fis- t ;: tion Center with the rest being transferred to the general. cal quarter, or .100% of the ensuing interest payment, fund; whichever is greater; $16,275,000 Parking System Revenue Bonds (DOSP)- • to the Principal. Fund. Account, deposits tobrmg bal- Debfservice:is_payable,solely from the revenues'of the Off- ance,.on the business ,day prior to each interest pay- { , StreetParking facilities. This issue ("Series 1986") con- ment equal to 125%`of one-*elfth of the principal re- ; sistsof serial bonds payable'in installments of $315,,000 to tire ment for' the ensuing., .fiscal year. , beginning $1';390,000 from 1988 through 2009, At September 30, January 1, 1991; £ ' 1990 'the City had on tlep6 it •with the Trustee for these bonds approximately $3172.000 including accrued inter- • to the Debt Service Reserve Account deposits to i . est receivable in various reserve accounts. These accounts bring balance to $3 375,000 (fully,'funded=et bond consist of the Parking System Fund (Revenue, Revenue and closing); ; 9 Replacement,, and 'General Reserve accounts). and the • to the MSEA's Operating Fund, $30,000 per month ~Bond Fund (interest and Principal.'Sinking'fund, Reserve, u to $350,000 adjusted by the consumer price in- P =' Redemption, and Insurance and Condemnation Award Ac- dex counts): The nature; -pur`pose and funding requirements of ... these -funds- and accounts •are 'similar to those described • to the Replacement Reserve Fund,'deposity to bring above relative to the Convention Center. balance to.$5,000,000'(fully funded in 1987). how- = $2,000,000 Subordinated Parking System Revenue ever the required balance - was., amended to $3, 700,000 in, 1988, and -the excess of $1,-31 million k Bonds"ln,`1986, the City's Department of Off Street Park - was transferred to the Miami Arena,Capital;Proect J " rn sold $7;000.000 in Subordinated Bonds to provide fi- g' P Fund); r nancing for: parking projects. Interest on bonds is computed 3 at 6% through',1991 and -a variable rate -based on 80% of • to the Authority for any of its lawful'purposes" , 3 91- 886 1. 1323 Cityof Miami, Florida -Notes to Financial Statements I $116,1176,000 Certificate of Participation— 1986, Dull," The City has pledged certain mom -ad valorem revenues to the city Issued $16.176.000 Certificates of Participation, _,I,Oay the debt service on these loans. series 1986 (the "Certificates") to finance the acquisition through Augutt'l, 1089 of Oquillihli6ht for Use by the Fleet $16,000,006 Florida League of CitiesFirst mumlelpal M0696h'idtit Internal 96WO fund in 'providing essential Loati—Dutihg 1989, the City Obtained a loan ftorh'. the, Flotm City'services and to tdiMburse the City for equipment ac- ida League of Cities' First Municipal Loan Council to finance :k �birdd during the prior two years Thatertifidates represent the Orange Bowl renovation project and other capital projects. Interest rates are variable. The loan Will be repaid a limited e and special obligation of the City and evidence un- "basic with revenues from Orange gowl,opar6tioft and an annual divided roportiohate interests in rent payments" a be, Made by the. City pursuant lease pledge of up to $2,000,000 inguaranteed entift merit rev. to a purchase agree- enues, Ment for the acquisition and financing of the equipment. Ti- tlejo', all equipment purchased rests in the City. Basic rent $8,760,000 Floating/Fixed Rate Subordinate Special Ob- payments consist of an annual -principal component and ligation Bonds, Series 19189A—On May 4. 1989, MSEA semi-annual , interest domponents at interest rates from issued $8,750,000, in, Floating/Fixed Rate, Subordinate 4,69b to 6.4% througli 1992. The City is obligated to make Special Obligation Bonds, Series 1989A to refund the out rental payments under the lease on ly from funds appropnat- standing balance of the $10.000.000 Subordinate Obligao ed from general revenues of the City from sources other tion Note Series 1985, which was paid infull using pro - than ad valorem taxes. The obligation of the City to make ceeds from the bond issuance. The bonds are secured by a rental payments does not constitute an obligation of the pledge of MSEA's allocated portion of the 3% Convention City for which the City is obligated to levy or pledge any form Development Tax, but on a basis subordinate and junior to of taxation, the pledge to the senior bonds and from the date of original issuance through April 29, 1994 (except upon earlier oc- $4,20,000 Special Obligation Bonds, Series 1986 A— currence of certain events) by funds drawn under a bank let - In 19,86,the City issued $4,290,000 in Special Obligation ter of credit in. a stated amount equal to:the principal I Bonds, Series 1986.A, to provide financing for construction amount of the bonds plus 55 days interest thereon at an in• of owner occupied residences under -the Scattered Site Pro- terest rate of 12%. The bonds carry a variable interest cal - gram in the Citys Community Development Target areas. culated weekly. For the year ended September 30. 1990, 1 The b6ndshave serial retirements from 1987 through the average rate on the bonds was 5.95%. Interest is paVa- -1 996'in amounts from $80.000 to $190.000 and a term ble monthly. payment of $2,830.000 in 2006. Debt service on the Upon meeting certain conditions and providing notices, bonds, are payable solely from certain telephone and tele- MSEA may convert the bonds to a fixed interest rate, as de - graph franchise fees. terrnined by 6 remarketing agent, that would:41low the 'Section 108 HUD Promissory Note —During 1987, the Bonds to be remarketed at pair value. Upon conversion t to fixed rate, the bonds will no longer be secured"bythe Bank down a $5,958,400 promissonote from the City drew promissory Letter of Credit. U.S.., Department of Housing > and Urban, Development ("HUD") issued under Section -108 of the Housing and $30,000,000 Rental Revenue Bonds, Series 1988—Dur. Community Development Act of 1974 to partially fund the ing 1989, the City issued $30,000.000 Rental Revenue Overtown/Parkwest project. Interest is p 'Southeast aid an-, a to ancelt a costs o the acquisition Bonds, S has 1988 fin of nually on August 1 at a variable rate. During 1990 the annu- :a of real estate and the 'construction thereo6,of.1 250.000 a princip I al payrnents of $1.986.000 were rescheduled to squareL toot office building to be leased from the..City by the begin in 1993. All ' HUD grants and related program income United, States. Government.The Resolution establishes as are pledged as security for the note. trust funds With the: Trustee. the Construction-- Fund, the Revenue Fund. the Reserve Fund and. the ,Sinking Fund to A $27,630,900 Sunshine State Governmental Financing be provided as.follows: Commission Loans —During 1987 and 1988. the City ob- rained $27.630,900 in loans from the Sunshine State Gov - to the Construction Fund, ' a portion, of the.net pro. mmental Financing Commission '(the, Commission). The ceeds of the. Bonds Will be deposited into the Con- 'prociieds from the loans are to be used to fund certain struction* Fund to pay costs of issuance, of,thi Bonds, parks and marinas improvements and other capital projects. to pay, capitalized interest on .the Bonds and_ to pay The Commission was created in November, 1985, by the costs related to the acquisition, construction;and de - Cities of Orlando and Tallahassee, Florida, through an in- velopment of the project and purposes incidental terlocal agreement,as a pooled financing vehicle to allow thereto. for 4 limited number of high quality local governmental units • to the Revenue Fund, all of the pledged revenues as (Cities and Counties) to join together in 6 variable rate fi- soon as received. Amounts are to be withdrawn from nancing program and thereby benefit from the inherent the funds in amounts sufficient to timely. pay interest economies of scale., and principal as they become: due. 91- 886r B24 `-. eltv of MISM1,11arlda, Notes, to Finandal Statements *,to ;the Sinking Fund, in an amount sufficient to pay • to the Principal Account, on the fifteenth day of each the interest on the bonds when due and to pay the month, of such sums at shall be §Uff&ht t6 015yome- Otincipal. of rhhtUhMg bonds. sixth (1 /61 of the Otthei0al amount -'Of Wei bdlMd6` 6t0 Fund, amounts to be deposited there- tke§ai�jrvs PUfo which due on 9 mature and become u6h seml-,an- ', iri'be utod to pay t1ho -Orincioal of and interest on Mual maturity datat and. one -twelfth (11 /12) ofthe this b6nda..ind anyidditi6na) bonds issued under ,the principal amount of senal,bbhds whidh wikMetuto,l to souldin In accordance with the resolution, the City 7 and become due on such annual nnatiJi nN., daida to has determined not to fund the Afterve Fund in con- the extent that additional monies are required there riectiori'with the issuance of the bonds. Consequent - for such purpose; IV, 66 tends will be available, from any source, in the Riste'Ne Fund to bay debt ONICO On the bonds. • to the Bond Redemption Account, on the ;fifteenth $6,600,000 Guaranteed Entitlement Revenue Bonds, Se- day of each month, beginning on such date, of such rise 11989—During 1989.-the, City issued $6.500,000 atnorti2ation requirementsas maybe required for the A venue Bonds, Series 1, 9,89 to fi- guaranteed Entitlement e payment of the term bonds payable. fro M the Bond nance the cost 6f,certaiin76apital improvements and equip - Redemption Account, as shall be determined by sub - matt within the City. At September 30, 1990. the City had sequent proceedings of the City; on deposit with the Trustee for those bonds approximately $612.000 in various reserve accounts within a Sinking • to the Debt Service Reserve Account, on the fifteenth Fund. These accounts consist of the Interest Account, the Principal Account, the Bond Redemption Account and the day of each month, an amount equal to the difference Service Account. Guaranteed Entitlement Revenues shall between the amount on deposit in the Debt Service be applied to the various funds in the following order: Reserve Account and the, maximum annual debt,.Ser. to the Interest Account in the Sinking Fund, on the fif- vice for the bonds outstanding. No payments shall, be required whenever the amount deposited therein teenth day of each month, of such sums as shall be sufficient to pay one -sixth (1 /6) of the interest be - shall be equal to the maximum annual debt service for coming due on the bonds on the next semi-annual in- the Series 1989 Bonds outstanding (fully funded as - terest payment .date to the extent that additional of September 30, 1990). monies are required' therein for such purpose; 91- 886�. yn B25 0 j f r -Cl of.. Miami# Florida ff Notes to Financial Statements `A balids"noda its Wo 46iy 0+sbt l Irl fvla iRd, the City sold $12,588,68 Special Obligation Refunding Bon ds, Series 1900 to advance refund the $1 �;7 O'000 Special Obligation Bonds, Sones 1986 dated July 9, 11986, The butstAfti hg bAldhCe bi the;6i�tida �fundad, {' ti6�e �bSts 8nt Ofirg ' t; .. - Chgirtel Asue tl s o 0 t) were usedetr! purchase U.S., State LaCal GCverr rrlent Sercu n i s$whOicMt wet dep6Siti r�.it1 ark irrev. ocabla trust with an escrow agent to provide for all future debt service geymerits on the Series ,i 986 Aonds tefund6b. As a result, the SOO 198S 86 ds are considered to be defeased. Although the advance refunding `results In.the accoui�tirig rec- i Parking ogniti, of an extfadtdina loss in the Parkin Garage enterprise fund of approximate) li,280,006'fof.the year ended Se terrtber' 30, 1990,the issuance of refunding at interest ates lower than the Series 1986 bonds will cause aggregate debt r; service psymisnts to be reduced by approximately $526,500 with a net present value' 'avings o f approximately $5W4, W ILI"In prior years, the City iefeased certain outstanding general obligation and revenue bonds by placing the procasds of the refunding bonds in an irrevocable trust to provide for all future debt service payments on the old bonds. Accordiriglyi;the trust w, accounts and the defeased bends'era not included in the City's financial statements. At September 30, 1990, in addition to the above, the following outstanding bonds are considered defeased (in thousands): ParkingFacilities Revenue Bonds: Series B $ 1,190 SeriesC...... ............. ...... .................. 2,965 - ` . • Series 1980.. .. 8,450 $• Barking System Revenue Bonds: i., Series .1983 .. .................... ..... ...... .. 12770 :x General Obligation Bonds: ' =; Firefighting, Series 1984 ................... ........ ..... ...... 1.220 Housing, Series 1984 ................................................ 16.625 ` Storm Sewer Improvement. Series 1984 ................. . ............... 2,490 Street and Highway, Series 1984....................................... 6,170 Police Headquarters Improvements, Series 1985 .......................... 2.855 { F f. Storm Sewer Improvements, Series 1985 ......................... ..... 6,735 } Sanitary Sewer Improvements, Series 1985 .............................. 3,795 Street and Highway Improvement, Series 1985 ..................:.... 3,215 Firefighting, Fire Prevention and Rescue Facilities, Series 1985 .............. 2.925 A s�- y i :e. rue F " 9 - 886 .A. n F'1`TiYtrr B UP y l ,. I ts # I arni Piovid V Notat 16Financial Statements -. ' iThe Wit itig st;ts6W & fists th6 OWN components of all City, proprietary funds as of Septembo 30; i990 (�ri._thoi,sand�) r n fcr 6f V�:1L tiO�Rfl ��L'�t x zr 1 fttii'} 1u11t1i. 9atleemsnt Unreesrviti Off�Street Parkin $2,230 $ ` 6,869 $` 8.898 $ $ B,B98 „{ 1. G&0' tmjairoroe Fund . . ..: ..... . ....: (1,802) 0 ,302► 2 226; 924 Marine Stadiuffi...:...:......':....:.:. (350) (560) 699 ;; Miam�.5t2i9iurrt :... .... .. -- (948) (948) 1,654 706 Orare Bowl Stadium ............ 629 629 4,552 5,18 i ..Convention Center 2,440 (30.508) 2,722 (28.068) 2,722 46,248 2;7$7• 1B;18b 5,509 � Marinas Exhibition Center � � �— — 2,631 (2,631) 2 631 1 1 10 929 . 8,298 Golf Courses Warehouse Property 213 213 22 235 Parking'.Garage ................ $ (4,901) , (4,893) 634 (4,259) , Building and Zoning -�- {524) (524) . 267 (257) ; < Solid Waste Property and Lease Management ........ — (5,775) (399) (5,775) (399) 2.734 2.287 (3,041) 1,888 Manuel Artime Center .. .. .. (5) $4,67.8 $ 3•( 7,;111) $(32,433) 430: $42 997 > Internal SN to Funds: - Fleet Management ......:. _•....:...:.:. $ -- $, (1.450) $ (1;450) s- ' $ . 7,114 $ 5,664 PropertyMaintenance (105y (105) 273 178. 168 i�nnf 5hop,..:. Procurement — (639) 154 (639j - 154 (461) 127' .:Menadement ica Services: ,. , ... Communications __` ` (29j (29►; 2, $58 2,8 9 >$ — $- (2.069i $ (2,069) .• $10.446 $ 8,3 7'7 See Note 11 for selected financial information regarding the enterprise funds . , E r� 9 o 7 is f t 7 i irri,I�►�i i . bItOMENT iNPORMA-riON"�ENTEpPNilgt FUNba tcxf+bltlan ftblf VattcNtq duNdNq r1 SBNtl faits irrortwr Wdhtlltr ` t±enwattwt . PiH[IMd � 11) CiMM . , .. M�►tna Catttn i:nuifiia t)arfr+� i6Mrb rytfa� M Cihtiw' taw Ourrrtbtnbsuts, $-5948 $"201 !1" $ 179 $ 15 $ 341 $, 24 $ 392 $ 285 $ 3,184� 2d 16 iyt iyurren( hab�bnes V89 44 1.9b1 374 t,ty$6 239 �'�407 162 599 8 4d3 89 _ .. Net vdbFkrf g'catd�fitl" $ `3 45 7 $' t6431 ` $11.180) $ 0 951 $ 0 -081) S 102 $ 1383) 9 Coll " 3 1 i 1) '$ '(5�i) `, pesfricted"6sset§ . $ 3,172 $ — $13,022 $ 4,117 $ $ :.. S':, "!-'S S 438 Y $ Gurren[liabilities :Oayable froCr+.r�sthcted assets 043 17 2.944 339 44 - 312 _. 4 599 ; :. Net rasmcted assets $ 2,229 $ ti= $ 13,005 $ 1,173 $ 13391 $ (44)S— $ - 126 S :S arbpeffirtyplant and a eil f. nt .. , $22.675 $i 569 ' $10.603 $ 80.199 ll $18,815 $10,154 $ `714 S 7.324 S 57 1;94i _ Total assets ..: 532,610 • 51,768 $24,389 $ 85.21 1 $18.830 $10.496 S, 798 $ 8,632 $" 342 $ 5,402 $ 2s13 6 $: 64 ---.—� Y Bonds payable. Iona), Aedebt (net) .'• . $20.380 $ — .$16.000 $ 63,713 rm $11.886 $ 1.914 $ — $12,417 S — $ $t26 310 "Contnbuteo caeitai '` $ `$2.22f3 $ 6.921 $ 48,248 $ 2,787 S 10,929 $ - $91 $ '634 $ 267 $ 2,734 $ 2.287 $ �- $ .75,430, Total retuned earnings ' , dehcit) .. .,-:... 8,898 11.302) ', (456) (28,068) 2,722 (2.631) — 14,8931 1524) 15,7751 1399) l5) 132.4331 Toter fund equity` ldef it►c:.. ... $- 8,898 .:'$ :924 $ 6,47.1 $ 18,180 S 5,509 S 8.298 $ 391 S 142591 $ 12571 $ 13,041► ' $ 1;888 $` 151 S 42.991 . �.. i 5 Operating revenues .:. S 9.986.:$ 803 S'4.91a S 4.161 S 2.518 S 684 �S1,353 S 925 $5.589 $ 16.106 S 9955 '. S 96 S '48.094 'Depreciation expense , "S",_11820: $ 290 $ "" ;' 585 ` S ' 1.74 i S 119 S :" ' 159 S " 47 $ 158 $ 16 $ 137 $ . 65 $ Openitrngincome 11oss1 before .non -operating revenues (expensed. 1 457, (5i8) .. 1.538. (938) 947 (1) 37 38.. 289 ,• {13,374)". 178 (821) 110.9721 <Non=bPeraiing'revenues , Interest income 422., .; 25 35 723 47 42 7 131:, ' 56 33 — Interest, and fiscal charges t:l` 68;7► (208) (4,9981 -73 _(7281 — — (632) _ — - (8.2491 !41'� ;71Al) 14 609 '; 306 - — 1 149 — Total non=operating , revenue3 1exp8nses) � . '(1 12651 ,.:: g8;` % `` i 35 _ (4.275), (678) .. 191 ... 7, (501) 14 - <52 104 € 82 j+„>, 16 0361 • Net transfers from (to) (1,937). 1,330 1.695 554, 1485j. 10,000 (1„7W1 602 10,059 Qthertunds Income (bss) before — extraordinaryderr►. 192 (420)' (264) (3,883) 1,904 190 44 89 U, (144► 13.270) (1.4421 (5) (6,9491; Extr denm ary ite:loss Me xs at2801 — (1.280) `Y — bt refinancing — — S i 92•F S (420) ' $ s �1264) S ; 883) S 1.964 $ 190 $ 44 $ (1 191) S (144) S (3.270) SI 1 44Z1 S' (51 S; 18,2291; ; Net income (loss) t Additions .to ProperlY. ` ' plant and equipment S= 488 388 ne[ - $ $. 5 4 7 82442 8�ooa1 Pf contnbuted S : :.$ 150 $ 76 S - $ - S $ $ ,S $ 426 $--$ $ 652r 1 Increase, (decrease).in work caPttal 5;:3157 ` S (368j" S ` 123 _,S` 3,253, $ (320) S 184- $ 111- ,S (190) $ (147) S (3,331) S(1 378), S 0 S 85 3 C { .. , .... -, v ncludt3s operations of the Orange Bowl Warehouse Property, the MlamluStadlm, the ,Marne St>�dlt�rrt and the Orange 1 ( Bowl Stadium. 6 B29 -- CKV of 11 larnit Florida ,I Notes to Financial Statements ' P N`1■yam �,pif i +`the City'S total`:efihugf d6hth, 6Uti 4_.t8, 1�1 alit GESE beginning with fiscal year 10$4/86 are .re= A, PlanDieCt`ipiit!ir1 gaited to congest of: `he City gponstStg two separate defined betrefit contributory • • Noh-IfSvestr4lent @xpeMiss peiiai�iri tarts irtder the adrritnlstratton and roans eriient of rr. Actuarial contributions- for normal cost>ugirig the eeperafe boards of trustees: 't he City of Miamf Ftre Fighters' entry age method, a !Mechahism has beers idfiied - and Police Officers' etire�nent Trust ("FIFO") and the City upon.to "re:;oiva possible disagreement on>ann>tei , 'Y t5f Miami General Errrployees and Sanitatioh Employees' Re- contributions by a third parry, I ttreMont-tust`(Y'GESE"). 'ihe plans cover substantially all iA • • Annual unfunded liability contrbutions base r bn a f;ity employees who contribute a percentage of them base schedule that requites $5;000 for'-VlP0 and salary or wage, on a bi-weekly basis. The payroll for employ eat covered by FIPO and GESE for the year ended Septem- $6,400,000 to GESE, PQSpet;tlVely,;for'1 s 4/:35, bar 30 1990 wag $71.1 i`tiillion and $62.5 million. respec- increasing thereafter by approxir etelyCf 5°Io per14 year. The.total unfunded liability, irictudin� th efi• " F i tivaly the City's total payroll was $157.0 million. feet of certain plan impeovernahts, was CaleUfated At October 1,-1990. the date of the most recent actuarial to be,approximately $1.04,500,000`for PIPO as bf ! -valuation, membership in the FIPO and GESE consisted of January 1, V983 and $105,()00,000 for.GESE as.: - the following: of October 1, 1982,`establishing the' basis'for the : _ - -1 contribution schedule. The respective,unfupded ii-, FIFO GESE ability balances are expected to InCrease.ahnually Retirees and beneficiaries currently for approkimately the hem 9 years, until the`annuat ` receiving benefits and terminated unfunded liability contribution by the City exceeds: employees entitled to benefits but the accumulated interest on the unpaid -Betance, not yet -receiving them ... , ....::.. 1,008 1.625 The .currently existing unfunded liability balances Current employees: are scheduled to be eliminated by the year 201 1, ' Vested .:..............:........ 772, 716 for FIPO and by the. year 2007 for.:GESE...> Nonvesied ..:........ , ::.::. 974 1,22i3 . Any increase in the unfunded liability of either FIPO or 2,754 69 Totals ................. ... .... 3,5 GESE are sinq-from lawful increases in benefits provid- ad by the City unilaterally shall'be amortized: --in level Retirement benefits are based upon a percentage (2.5% for annual installments over. the shorter of (1) $0 years "fiPO- 2% for GESE) for each service year of the average from the beginning of the fiscal year in which the ._ compensation earned over the highest two years of mem- change occurred, or (2) the penotl-oyer.which,tsuch bership service. Provision for additional benefits for longevi- benefit increase is expected to be paitl'. Any Increase . = ty are available. Early retirement after twenty years of ser- or decrease in the unfunded liability` resulting in vice is available. Benefits for disability and death are also. changes in actuarial assumptions or ctiangesuln bane- provided under the plans. fits `resulting from collective.bargainingihall .be; amor-, - tized in level installments over a enod of..3Qyears .` p = Gry employees are required to contribute 8.5% of their sal- from the beginning of the fiscal year: inI which the ;aryto FiP0 and 8% to GESE..Contnbutions#tom employees ` change occurred. - are recorded in the. period the City makes payroll deductions irom;..participants..The Ciry. is required to contribute such • A Cost-of.-Uving Adjustment Fund (COLAkFund).was - z.... amounts as necessary..on actuarial basis to provide FIPO created with.a designated amount of savings genet•; :an :., and GESE.,with assets sufficient to meet the benefits to be sled by the tex'qualification of FIPrO and GESErepre-; - paid. Contributions to_FIPO and GESE are authorized pursu- senting employee contributions of 2%.of Sa ar�j ant to. City of Miami Code Sections 40 205 and 40.230. re- Y spectivelY - _ talus P ro B Fundi and ss ; rig S w The City was involved mTong-standing litigation, principally The amounts shown below as the pepston benefit obliga=. a' - �of: related to funding of the twoplans, which was settled under -on tion" representing the standardized disclosure. measure the value of pension';benefits, adjusted fior'the of -" an agreement approved by the Giry Commissioh June present facts of, projected salary increases and step -rater benefits, ` `The major terms o f e 1985 Gates J ement estimated to be payable in the #utuwas a result *b employ <_= �• ` -.•;. h Gates Set are as'fo follows: ee to date. The measure is intended to help User Eaclj;of'tha two Boards of?rustees IBoards), in its ..._ ` _service assess °the funding status of. BPO and GESE on'a oin •; 9 9 :._ - discretion, may hove; is own employees, administra- concern basis,: assess'progressmade in accur7nuWing suffi x tor, `attorneys, accountants, money managers, and clans assets to pay benefits Wh@n,du@. and'!?lake`compan - other professionals. sons among employers. T I ftI' M ` 9. 88Sn7.3 : I : R, 4 � _ x { 4 l� i1l�i�rr� , Florida 1�. I1i #uiiHeily its itli1if16t1 Cdtl#tibuti+an $5 560 904 estift►Ated for Ofhployees), based u wl an ac= i uiFr1 meAts and Gont,Hbut)orra M&de tuanal valuation perfdrmed as,ot �3Ctbbal 1, 9>8� 1�he con- the funding policy for FIFO and G888 prdvitles for periodic tnbution requirement c6ris�sts of18,s86 ?tit hie Dior- Mal cost and $6,022,320` for the affiortiiatrorl; of the ertiployer contributions at actuarially determined rates that, unfunded actuarial accrued liability.: _Contrrtiutrdns" eitctud, expressed as percentages of annual covered payroll, are trig corttrrbutions tis the COLA Account) rt5a3iye'tii10 der' sufficient to maintain the actuarial soundness of the plans P taming to the year ended September 30, 1890 were ap ti and,to accumulate sufficient assets to pay benefits when proximately $15,$83,000. a due: SGESE agnrficant,actuarial assumptions used to compute the con- t tnbution requirements are the same as those used to coin- 'the GESE contributions are determined using the entry age nor; pute pension benefit obligations . as described an 8 Mal frozen actuarial accrued liability. Contributions: toward above. the unfunded actuarial accrued liability are baser! on a series of increasing scheduled amortization payments through file FIPO year 2007: Contributions are determined using the entry age normal For the year ended September. 30, 1.990, cdntributions to= cost method with frozen unfunded actuarial accrued liability. taling $17,820030 ($i 7,611,052—employer' Contributions toward the unfunded actuarial accrued liability ,and $5,208.978--employee) were accrued in accordance are based on a level percentage amortization approach, with actuarially determined contribution requirements; 'with Increasing scheduled payments through ..the year based on an actuarial valuation performed as of October 1 2011.. 1988. These contributions consisted of.;$8,922,764 for , the normal cost and $8,897,266 for the amortization of the For the year ended September 30, 1990 the recommend- unfunded actuarial accrued liability. Contributions repre= ad contribution rate was 23.1% of participating payroll, or sented 29.8% of the covered payroll (employer--21.28%: $15 140,675 (14.6% or $9.579,771, employer and 8.5%• employees 8%, exclusive of 2% for COLA). =;r exclusive of 2% contribution to :the COLA Account, orail - ,i 0. Trend Informstbn i Unfunded I Pension fit 11) (4) Obligation ! Employer,. wl Net Assets Unfunded ass Contributions . Available for (2) (3) Pension (5) Percentage as a ' Benefits. at Pension Percentage Benefit Annual of Covered ; Percentage i Fiscal Year Ended Cost. (Excludes Benefit Funded Obllpation 'Coveread . Payroll. > . of. Covered September 30 COLA Account) Obiipstion (1)/(2) (2)—(1) Payroll (41/(51 Payroll - FIPO . 1990 $375.6 $409.3 92% $ 33:7 $71.1 ":. 47% 1:3 5Ye it 19.89 339.4 385.9 , 88°h 46.5 71.6 ; 65°�6 16.5% . . 1`988 '' 304.4 357.9 85% 53.5 65.4 . 82% 1;6.8°Io �i OESE =j 1990 $201.2 $311:3 65% $1 10:1 $62.5'' 176% 21 30% =! fi989 188.0 302.2 62°k 114':2 ` 59 9 1.J0% 1;$ 5% 172.5. 302.6 57% 130.1 ` 59 3 '' -219% Due'to the long-standing litigation discussed in Section A of " The City maintains a Pensro`n Administration trust fund (ex• =F this Note, there. had been, in prior years; significant differ- pendable trust fund);; which'charge`s each Department of ;a ences m the actuarially determined liabilities and funding re- '`the City and other governmental contributors their respec- �.quirements as calculated -by the City and the two Trusts. tive"share of estimated pension plan contributions Substan _l Therefore;, historical trend -information regarding the, pen- tia!!y all amounts charged were to the General fund`and tha3 _) stun benefit obligation is not currently available. The City shall compile such information on a prospective basis: Se- remainder to various other funds, principally enterprise and lected 10 year historical financial information is'provided in,internal service. The Pension Administration trust lurid then the separately issued financial statements for FaPO and disburses the actuarially determined' required Cotitnbutaors GESE. to the pension trust funds.1 City of Miami, Florida ;. Niditea to Financial Statements E. Obpuftifnent of Off-Stt"t parking from the State of Florida and remitted to the plans was ap- "Department") proximately $6,166,000 for the year ended September 30 + the 060aitrr101of Off -Street Parking (the 1990. benefits are allocated to the participants based upoh -. tiritefprise fund is the sponsor of a single` employer defined their service during .the year and the levelJ f funding - benefit pensipn plan which 66vers all of the ISepartment's calved during said year Participants are fully. vested after - ell idle full-tiii�e etrlj)loyees including employees within the g g,nine years of service: On termination of service, a partlel- fiF fa�ihtes rrtanaged by the Departrt,ent. As of September 30, 1,989, the Departmoht't pensiotl benefit obligation totaled pant may elect one of three options: to receive a lump sure approximately, $1 452,927, The net assets available for payment, or five substantially equal payments br. not less than 10% the first year and the remainder any way over the plan benefits totaled apprbxirtiately $1,590,000 as of Sep - next four years, The total must be paid out within five years; tember 30; 1990. For the year ended September 30. 1989t•••.actuarially determined "employer contributions and o 0. Post -Employment Health Care gene P Y fits # .. overall contribution requirements were met under the plan. r Refer to the Departrhant's pension plan financial state- In addition to providing pension benefits, the City offers to " , mints for additional information. its retirees comprehensive medical coverage and life bane- Z fits through the City's self insured plan.' Substantially all of k. F. Spatial benefit Plans the City's general employees and firefighters may become A eligible. for those :benefits when they •reach normal retire- .. In addition to the deferred'compensation plan described in ment age while working for' the City, As indicated in Note i — "Note 2(N), certain executive• employees of the City are al- 10(C), 1,077 of the 3,638 participants are retirees: Cost of !owed to loin the lCMA Retirement Trust's 401(a) plan. This the plan for active employees, dependents and retirees for defined contribution deferred Compensation plan, which fiscal year 1990 approximated $8.9 million: = covers governmental employees throughout the country; is governed by a board of, Directors responsible for carrying 13. ,COMMITMENTS AND CONTINGENCIES out the overall management of the organization, including investment administration,,and regulatory compliance. Capital Improvement Program ' Membership for City of Miami employees is limited by the i City Code to specific members of the City Clerk, City Man- The City's capital improvement ordinance identified ongoing ager, and City Attorney's offices; Department Directors, As- and future projects totaling $297 million. Major emphasis is sistant Directors; and other. executives: To participate in the placed on maintaining and expanding the City's infrastruc- plan awritten trust agreement must be.executed, which re- ture. The greater effort is directed to public facilities, street i quires the. City to contribute 8% of the individual's earnable improvement, park facilities, storm sewers, and sanitary. compensation; and the employee to contribute 10% of their, sewers. The community redevelopment, projects `are de- _ salary. Participants may withdraw funds at retirement or up- signed to assist; m 'neightorhood`tevitalizaton and the ex- on separation based on a ;variety of payout options. The fol- pension of the City's economic.base, A functional distribu- =t .lowing informat►on relates to the ,City ,of Miami participation non `of the capital .improvement ordinance and' funding A n this plan :(m thousands): sources, excluding projects financed byDOSP and MSEA follows (in thousands): Total current year payroll for all employees_ $ 156.995 Current year payroll for. employees covered in the Functional Category Amount. , At plan 2.667 Parks . .. $ 42,079 Current year, employer contribution at an'8% rate " 213 General Government 44;324 Sanitary Sewers :... 14,582 In addition to coverage under the,FIPO Pension Plan, City of Street Improvements." ............ . . . ..::. 17;249. Miami fire fighters and police officers are members of sepa- Parking Facilities .:...........:....::.... 21,757 rate non-contributory money purchase benefit plans estab- Community Redevelopment ' 23,225 lished under the provisions of Florida: Statutes,°.Chapters Marinas ........ :" . ' ` "" 18,440 175 and•.185, respectively. These two plans are funded Housing , ,:.' . : ...... .. . ...... ': , . ..,.•: 18,805 «, solely from; the proceeds of °certain excise taxes levied by Storm Sewers .....: 31;348 the City'imposed upon property and casualty insurance cov- Stadiums ... . , .... .- , erage'within the City limits. This tax, which'is collected from Fire .......... . ........ 16,309, =insurers by the'State of Florida, is remitted directly by the Police ....... , : „.; 15580 City, to the, plans, Boards of t Trustees, As long as the mini- Exhibipon Centers ,,'. 8,521 nium` benefit "provisions of`Statute Chapters 1751185,are 'to Economic Development...•.` 5' 8'' met>py' FIPO; 'theCity is entitled levy"such excise taxes Solid 1Naste , ....:. 3,789 solely for the use'of the money purchase benefit plans. The Mass 'Transit . , ... , 3,808 City. is currently under no obligation` to make further contra- buttons to the plans: The total of such excise taxes received Total Capital Improvement Program :'$296.900 _ r 1- - 8 & _ 5 yj V .. V J 1 ay 4 - 3 Clty of Miami# Florida Notai to Financial Statements ptaml id Sautesb Of 6ndl00 Athount of the redevelopmentpIan. Pubiid iktor invojviment will fo, ' C+ g land acquisition, resrtleflt rel etroni; eftiolit,on, fro•' eni3ral C bli at+or7;6onds', ... .' .... $103,�54 jedt marketing, infrastructure +rtlprovetents and cbPlstrud= evellue and $pedal Obligation 8ontls ; .. 95.84 tion and, +n some -instances, the prbv+t3ibti '� fhteresf Ea'rnimgs and Other... .......... 5�04 financing. It is estimated "that private Investrhent will �brideed 257,432 $1.0 billion during -the next 20 years: Phase_I t evelop tent" ----- Ninny ity started in the fall of, 1988 with an initial 1140 unrts,�ubliia " Federal Grants , .:.. .. , ....:. ... $ 30.747 infrastructure, +heluding utilities, is being donstn)ct#i iimiul=, teheously with private. development: Total o6bltdjnvestMer t t Private and developer Contributions.. , . 6,169 State Grants 2.562 in Phase I exceeds > $S8 milliian' of; which' approxi(nat+3ly .. ............. $21.1 million is included in the City's, capital irhproyt nient ; 39,468 ordnance. New private construction in the amount.pf " Total Funding..:........ $296,900 million is planned over the next five 'years for a. total df: 1. 1,900 residential units ,and 250,000 square feet of d6m =. During fiscal; year 1990, the City's Department of Public menial space. t, Workswas monitoring 129' construction projects in pro- with Miami Sports and Exhibition Authori N grass, or awaiting. final approval, budgets totaling ap- proximately $155 million in costs. The most significant of Construction was completed in 1988 on the, Miami these public works projects were: "Arena, ("Arena"), a sports/exhibition facility seating approximately • Neighborhood Parks Program —Over 40 parks are. 15,600. Under the terms of the Miami Arena Construction Funding Agreement between MSEA`end the private level - being improved and renovated throughout the City at a total cost in excess of $22 million. Funding for the oper ("Decoma"), funding for the construction coots of apt program is provided by a $6.4 million loan proceeds proximately $4$,060.000 was provided by proieeds from from the Sunshine State Governmental Financing the $38 million special obligation bonds issued'by MS1''A Commission; $3.5 imillion in City of Miami Guaran- an initial contribution of $4,7 million from M$i=A. and a cony teed Entitlement Bonds and other discretionary City tnbution of approximately $7;1 million from decoma. funds.. The Arena was constructed° on land leased from the City • Bayfront Park Redevelopment_=A $20 million down- pursuant to a Land Lease Agreement between the .City, ' town waterfront park redevelopment project Major MSEA and Decoma for an initial term of,52 years with the . funding' sources include $6.6 .million in federal sole option of the City to renew, upon requestof MSEq, for grants, $3:1 million in Sunshine State Governmental an of years up to 47 years; at an'ahnual rental of -Su $300,000 for the first 30 years; subject to'market adjust - Financing ,Commission loan proceeds,' $3.1 million Financing . ` from the New Port Bridge land sale, $2.0 million In. ., ment thereafter. Under the terms of the Miami Arena Con - private"'sector' contributions; and $1.3 million direct -tract (the "Contract") the operations of the,'Arena shall be appropriations from the State of Florida. managed by Decoma, or designee (','Operator 'j; for'a term of 32 years plus two ten-year renewal options The contract, ` •Orange Bowl Renovations —A $12 million project to calls for an allocation of net opera iing`income and seat user. renovate the City's major stadwm, includes various charges'($.75 per ticket sales) as follows structural repairs, ' renovated and expanded Net Operating income O orator. MSEA restrooms, and installation of 'a new scoreboard and sound system. This project is being funded from Flon• Up to $1,750,000.......... ...... 57,5%. 42.5k `'" da League of Cities Bond Pool Proceeds. $1,750,000 to $3;500,000 45 0 , 55:0 Over"$3,500,000 ..:....:: 40 0 ",; 60.0 ` Southeast: Overtown/Park West` Seat User Cherie The 'Southeast Overtown/Park West redevelopment pro- Up r $1,, 350,000... 75 0% Over $i;350.000 50 0% ; ` 50 Olo gram entails the redevelopment of 20Q acres of,prime real ' estate; adjacent to the central business district, for new res- Operating deficits are to be:: funded by ,amounts 'held in idential and commercial activity. The general redevelop- MSEA's mainienance,,fund, which held approximately meat concept for the project area is the provision of a wide million.. at September30, 1990, and by amounts`providetl - range of housing opportunities with supporting commercial by future Arena operations to be deposited in a replacement; uses to serve the area's future population. By the: and of the fund maintained by the Operator. ich,is,i6te6ded'`to Oro- centuiy the project area is envisioned to have the capacity ,wt vide. for capital,. improvements:: Decoma.wiq;provipe 14%� of` to.support over 9,000 residential units and over'one million ;operating losses, after, first exhausting reserves,,` in iVdars; ;square feet of commercial space. The City has been dele- when the operating revenues are lew -titan` operating e `ated limited redevelopment powers for the +m lamentation g p p penses. Arena operating expensed shalt include .$50 Q00 z 91 .8`8 f f s { jT Tacf ti"..1 B34 ��„� 2 k f City of Miami, Florida Notes to Financial Statements i each yeah, inerease6 to S i tb.006each fifth year, as a care- " The 0081, the managing entity of the C�a�O oAtatprrai�~�und,. R Yti lb out of bo rating ihCdr a to tlii3 replacernent fund, has aavaneed Working capital to the 0&0 fund Ift'l>rt arriount b6cohla`will,incur liability for`'o0eratit,g losses resulting from equal to the operating losses incurred by such fund. during -operating bripensbs more than 1 15% of appfoved budget fiscal years 1900 and 1989. In Margh 1 gJ the ;:City fora>such year . MSEA' will review annual Arena operating agreed to'teimbutse suph' operating ioss9 ovet'.{the Six'yber 1 budgets and will review pro forma operating Statements period ending September 80,'106. if'planhod;dos' feduc- As.more,specitically described in Exhibit 0to the conlract, tintit are not sufficient to allow`0&0 to rhak+e such reit`6- bursemanfs ironl their operation �he"+rity and the t7Ci$P r in the event of'en operator default. MSEA is required to pay a,terihmaUon fee.to the Operator equal to the greater of (a) ate Working together to identify varu36s alternatrVot to 'm p the Operator' capital contnbiated to the project or prove the econoi�lic viability of (30 t5ue to the contirgerit nature of funds to be provided no amounts Will be recorded 1b). an amount equal to 7,5 times the ,Operator's best in - until actually paid. cnrtie'year., Subject to the limitations in Exhibit, b of the con=' - tract, such termination fee may be reduced based upon er-=tggo then the timing of the. termination by MSEA or -the seventy of the Operator default. There are a number of ' claims andy lawsuits'`66tstandmg MSEA's allocated portion of seat use revenues -was approx- against the City, arising principally frdm personal injunes.Yn• curred on City property; for which liability of $50:747;000, . imately $268.600. The seat use revenues have been re- including an actuarially determined portion for in - corded in the Miami Sports and Exhibition Authority special .claims curred but not reported, was recorded in General; Long- ; revenue fund. .: Term Debt as of September 30, 1990, as described in Under an agreement'dated May 20, 1988 between MSEA Note 10, and the MiamiHeat Limited Partnership (the "Heat"), a Miami Marine Exposition, Inc. filed suit in the United States major tenant of the Arena, MSEA has agreed to reimburse District Court claiming unlawful rejection of it reouest for the Heat for certain excess insurance and utilities expenses proposal relating to development of Watson Island and is .. paid to the Operator. Such reimbursements shall be limited, requesting damages. The City has filed a motion to dismiss in any fiscal year. to the amount of net revenues from Arena which is pending. The ultimate outcome of this claim_ can- _ operations allocable to MSEA plus MSEA's allocated share not presently be determined of seat use revenues. No such reimbursements were re - quired for as of September 30. 1990. An environmental claim is presently been asserted by the P Y 9 United States of America involving an alleged disposal by The Heat and the Operator are currently involved in litigation the City of Miami Fire Department's service garage of 280 seeking declatory relief and interpretation of certain portions gallons of waste oil to Petroleum Products Corp. CPPC)',n l of the license agreement: As a result of this dispute. the 1972. PPC allegedly_ disposed of sludges generated: from Heat has refused to pay for certain staffing costs and ex- the oil refining process in unlined pits at a processing site. cess selected expenses billed to them: The litigation also in. The City has joined the group 'of Potentially Responsible Par- volves 6. claim` for damages caused to the. Arena's sound ties (PRPs) negotiating a good -faith offer of settlement with system as a consequence of the Heat's installation of the the EPA on the first phase of a three -phased approach to scoreboard. The litigation is at its initial discovery stage and the cleanup of the site. The EPA considers the City a gener- of there are presently settlement discussions occurring. ator of hazardous wastes at the site and, therefore, jointly Losses, if any, resulting from this litigation are not expected and severally liable for the cleanup and recovery costs at the :? to significantly impact MSEA's allocated share of Arena op- site. The City has not recorded a liability for this contingency erating income or losses. since its ultimate outcome cannot presently be determined: 7 G & O Enterprise Fund 14. SUBSEQUENT EVENTS The Maurice Gusman Cultural Center and the Olympia On October 4, 1990, the City issued $15,000.000 in Tax : Budding whose operations are accounted for under the G & Anticipation Notes, Series 1990, to pay for appropriations. 0 enterprise fund, incurred operating losses before depreci- made by the City for the fiscal year ending September. 304;::;" ation for fiscal years 1990 and 1989 of $227.820 and 1991, in anticipation of the receipts of ad valorem taxes to- ' $190.647, respectively. be collected during the fiscal year. The notes were issued at, . The City has in prior years funded the operating losses net the rate of 6.25%. General Fund ad valorem taxes are being transferred in the new fiscal year to a "Note Fund" until bal of interest earnings. During recent years decreasing Olym- ance of the "Note Fund" equals the principal and interest pia Building rental income has resulted in increasing operat- due on the Notes at Maturity on September '27, 1991 ing losses. The viability of this enterprise fund is dependent upon increased public support for the Gusman Cultural On November 8, 1990, the City issued $11,500,000 Center; a reduction in operating losses for. the Olympia Community Redevelopment Revenue Bonds: Series 1990, Building and continued limited financial support by the City. for the Southeast Overtown/Park West Redevelopment ti i r i ; ��w a z R1;5 h v City of Miami, Florida Notes to Financial Statements Area (the "Redevelopment Area"►. The proceeds of the bonds are to be rfthly'to refinance the. $5,958,400 terms of the Series 1991 bond Indenture; the fuhdang rem i qu►rerhont for the debtservice fa9serve account +arid re lacey used Sectlott 0s9 HUD pfemrs9ory Note, -to reimburse the City maht reserve fund havo been released: in additt6n, the Sea ti .i for m6naes advanced to tl,e Reda§volopmint Area in an ties ) 991 Bond Resolution provides for- the tfaiiSfer from i -Senior ' am®untnot to oscceetl75b,00©. to fins nce the acquisition Bond iu the Trustee of the remainingfitd§; i am clearing of,Certain real pr6perty, and the construction of The revised flow of funds provrdes'Jot av iiiiaitirrrtuiil of #. infrastructurejMprovements in the Aedevelopment Area. $660,000 annually (increasing 3% {set` annu l) in cohven- fund Authority`s opera- -the bonds were issued at rates ranging from 7.15% to §3 tf o, with canal and term bonds matunrtg through 2015. taon development tax receipts to the - tions, and establishes a Caatal Seserv+e rind Operatar, l�efi . Debt service is payable frog the Tax Increment Revenues of cit Account to meet certain obligatl6ns Under the Migma ' :the Redeveloprneht Area and a pledge of Guaranteed Enti- Arena contract (see Note 9). Any convention ddVO16pment tax receipts in excess of the Series 199 i 6ond ilesalution ' tlement Revenues up to $300,bOO annually. funding requirements shall be transferred by the Trustee on }: On February 6, 1991, MSEA issued $38 million Special Obligation Refunding Bonds, Series 1991 to redeem an full a" monthly basis according to the vvhtten dwection$;`of the County. Due to the variable interest rates min the Series the currently outstanding $38 million MSBA Special Oblige- 1985 bonds, the het economic impact of tt e' redemption tion Bonds, Series 1 985.. The Series 1991 bonds mature in cannot be calculated. '' annual increments from $465,000 to $2,915,000 through :. 020 carrying interest rates from 5.756A to 7.2%. Under i. i x, x _u a.. 1 91� B36� CITY OF MIAMI, FLORIDA REVENUE AND SPECIAL OBLIGATION BOND1Ir, NOTES AND LOAN$ PRINCIPAL AND INTEREST RE(WIREMENTB AB OF BEPTEMBER BD, 199E - iibil Veit Endifti 06tidno $yitifn $ub6MIlf4te 110ieiel pirkH�q I yrtee; iliififiiii PiMdt1$ Pitkitip 04ts" $ itet ObN$ettaN► hot"!Wluhic" PitfiUA 1 4 J hm"UO Rbvi ilui ifUildi 1Uhm 9ofidi Berndi Rig dl 8 L4" d - , $ 800.000 r 1992 389 2,460000 S 380,000 $ 100,000 646.000 t; , , 1993 .000 415.000 .E 2,980,000 545:000 100.000 690.006 1994 440,000 3.160,000 686.000 600.000 735,004 s i 995 465,000 3.365,000 $1.065,000 625,000 15.100.000. :, 785.000 1996 500;000.. 3.670,000 670,000 845.b00_ 1997 535:000` 3,8b5;000 7 20:000 900,000', 1998 ` 575,0 00 4,065,000 7i5,000 965,000 t 1999 820.000 4,345,000 836,000 1,030,Ob0 2000. 885,000 4.660.000 896.000 $ 610.000 1.105,000 f 2001 7.15,000' 4,755,000 459,821 660.000 1.180,000 2002 778.000 "` 5.110.000 428.479 220,000 , 1.266 (m - 2003 835,000 5.490.000 403.358 180,000 1:355,000 .2004 : 895,000 1.811,064 975,000 860.000 1,450,000 2005 ; ` 970,000 1,653.829 1.050.000 925.000 1.550.000 L : 2008 1,040,000 . 1.520.371 1,135.000 1.005,000 1,655,000 2007 1;115.000` 2,000.000 1,396.353 1.225.000 1.090,000 1,175,000 _ 2008 1.200,000 1.280.099 680,000 1.185,000 1.900.000 = 2009 1.290;000 -' 1,150.359 1.285,000 2.030.000 2010 1390.000 1.063,229 1.396,000 2.175.000 ' 2011; . ;. 983,410 1,520.000 2.325.000 - 2012' 865.815 1.650.000 2.485.000 2013 801,229 1,795000 2.660,1m = 2014: 731,160 1,950,000 2.850.000 2015 ` 629.407 2,115,000 3.045.000 201 B 2,300,000, :2017 2,500.000 . 2018 2.715.000 2019 2.950,000 4 Total, . „$15,195;000 ,$2.000.000L $63.701,325 :11.065,000 $12;386,,658. $30,000.000 $16.000.000 $38:000;000 (1 ) Accretion on the Capital Appreciation Bonds portion of the Series 1987 Special Revenue Refunding Bonds and the - Series 1990 Special Obligation Refunding Bonds are included as interest. 91- 886 1 F Y3 B37 # A+� SCRIOULE 1-1 } Ae ra, >F. =. -� pxiki�►p �,, r �yltlh • 14llinhl 'I�iBF.4► ° 9ii3�idleiiiN ��i1N1ti1 ftiiliif�ir� C ibl8iitl(fi1 Stfitai9tillid H1ib - " `'f8tii ` 8r sds i��tkk1 Bands Oblipslti�n - Nori 0brri iissian tdi " Entkfrtititk f •EtMnfl 8"ds 108 twfl COMAE " TOW . pMrtl� i'o# i 1 iiil it Mp tW�ti PNr►+�IFai ir�d 61 {4 140.000 S 370.000 S 591,400 $ 175,000 $2,335,000 $ 6,641,400 $ 15,869;339 $ 22,500,7 5 150,000 400,000 628,400 185.000 5,240.000 10.673,400 15,43E 290 26,0083' 160,000 426 000 666,400 200,000 $1.986,000 8,860,400 14,761,065 28 130A 1�' i70,000 465:000 710,400 210.000 1,986,000 8;951;400 14,212250 23.163.t35 x $3,000,000' 180,000 490,000 768,400 225.000 1.986,400 28,029.A0013,616:081 41,645,8t ? 190.000 520,000 790,400 240.000 7,334,400 11,946,897 10.283,'4 200,000 .560,000 849,400 255,000 7,824,400 11,01,993 i�,276,2t 215,000 600,000 001,400 275,000 8.371;400 10,910140 i 9,281,5z k 230,000 840,000 956.400 290.000 8,946:400 10.320:930 19126713 x t it 250.000 685,000 1.015,400 310.000 10:195,400 9,686;321 19,$80,7a 270,000 . 735,000 1,077,400 330,000 10,182 22i 9,478,1;89 19 660:9 290,000 785,000 1,143,400 355,000 10,871.879 8.803,233 19 675,j � 310.000 840,000 .1,21.1,400 380.000 11,604,768 8,068;747 19.673,5� 330.000 895,000 1.288,400 405,000 8,899;464 t0,724;925 n; 19.6243E ` 355,000 1,366,400 435,000 81306,239 10.359.965 18.6651t 380,000 1,450,400 465,000 8,650,771 t0,00i',005 18,651,7', 1,537,400 500,000 10,63053 9,456400 20.065,;1 t 1,632,400 530,000 8,407.4.99 9.053,643 17,461, t c 1.730,400 570,000 8,055,759 , 8,683,644 16.739,4C 1,836,400 7,869,629 8,258,632 16,118,2E 1,948,400 6,716.810 7,892,308 14,669,1' 2.066,700 7,087,515 7,303,048 14,370,5E 5,256,229 6.917,044 121173.3'. ' 5,531,160 6,578,771 12,109,9 5,789,407 5.936.663 11,726,0; u: 2.300.000 1,011,798 3,311,7E _ 2.500.000 706 273 3,206,27 = 2.715,000 . 490.023 2:950.000 = 255,175 3,206,1 ,.3 i 13.000,000$3.820,000 $8,400,000 $28,183,100 $6,335000'$5:968,400"`$7,575;000 $239,599,483'$258,181,198$497,780,6E ; �r {his 5 .yam. ' 9 v t'i$i!`*3X�•5�+�n �i b„�u ?Hry } .,� j' 4 s }i. �- � � /{ + t'�.�^,�.¢ktJ is.w;, �S9:fii .`i„ � •r CITY IMP MIAML FLORIDA ORNMAL OBLIGA'nON GONDI:D INURTEDN188 PRINCIPAL AND INTIRIOT MOUIR MENTS AN 8F 8EMMUR 30, 11998 Endtl,$ipitiitfil�+lri,ty PNrIi Ir1tsH#ti a ; 1991 ....:.. : .... . . $ 8,855,000 $ 11,317,526 $ 19.972,525(1) ' .......... 11,915.000 12,251,774 24,166,774 1993 .............: 11,270,000 1 1,428'490 22,698.490 1994 .............' 11,205.000 10,518:279 ' 21,783,219 - 1996 .............. 11,530.000 9,828,419 21,358,419 1996 ..... , .:...... 11,426.000 9,065.429 20,490,429 1997 :......... 11,526,000 8.310,893 19,835,893 _ ... - 1998 .... .... 10,745,000 7,568,964 18,313,964 ' 1999.............. 9.965,000 6,845.202 16,610,202 ■ 2000.............. 9,300,000 6;079,566 15,379,556 ' 2001 .............. 9.875.000 5,327,630 16.202,630 a 2002 ..... 9.970,000 4,742,100 14.712,100 ,- 2003 . . ............ 10,400.000 3.996.946 14,486,946 > 2004 ... , ...... , : , . 8,760,000 3,215,336 11,965.336 f• 2005............... 8,300,000 2,579,221 10,879,221 i 2006 .... . ...:. . ... 6,565'000 1,961.511 8,526,511 2007 .....:.:.. . ... 5,160,000 _ 1,488.913 6,64$,913 ii 2008 . `.::.......... 4.190,000 1,138,467 5,328,467 s 2009 4.225,000 876,615 51101,615 Is _ .............. 2010 .:::.::...:... 3.070,000 655.184 3,725.184 2011 .............. 2.395.000 461,404 2,856,404 2012.. ; ....:.... 1.735.000 324,169 2,059,169 20i,3 1,795.000 212,0681 2007,6$1 i. 2014. �1.785,000 - 97 006 1 $82=6 ' Tote l ...'.... $185 $40:000 4 $120,346.714 ° $306;188.i1� ■ (1) .Excludes October 1, 1990 installment in the amount of $3.977.133 recorded in the general,obligation debt service fund. t. IN ..t u 91- 8 6 "nit r 839 VrHEB FISCAL Ptit.IC 8tlitiEf CULI`UAt PUBLIC GENERAL AND IMPENDITURE:�3 OA FINANCING - YEAR AND ,.El WASTE ill RROVEMENTS GOVERNMENT' pECpE�►titiN U8E3 TOT 1990 $125,842 $10,000 $ 9.683 $10,069 $10,864 $23,3960) $198,:M4 1989 118,808 14,054 11,523 19,513 10,773 18.347 153.018(2 1988 111.869 15,609 12,521 20,205 10,821 15,812 186,387 1987 111,884 16,031(3) 13,795(4) 19,338 9.867 16.785 187,700 1. 1986 103,803 24,902 20.339(5) 16,328 8,439 15.522 189423 1985 99,681 22,802 14,973 17,699 8,651 17.999 1984 93,841 22,576 13,401 16,135 8,378 12,549 166,880 , 1983 87,37.1 21,733 11,624 14,595 7,691 8,726 151740 1982 74813 19,394 13,608 14,114 7.116 8,998 136, ,(143 1981 61;501 17.386 12.331 11,734 7,518 8.511 1 8,0 yTransfers (1) to the Self Insurance Fund of $3.1 million and interest payment of $1 million on a Tax Anticipation Note account for part of yS increase over prior year. (2) A capital lease for,the purchase of computer equipment, net present value $5.769,000, has been excluded from this schedule in order to provide a comparison consistent With prior years. (3) Beginning in FY 1987. solid waste activities have been accounted for ;n a separate Solid Waste enterprise fund Effective ;n t 987 amounts reflect the general fund's operating subsidy for that enterprise fund. 7� (4) Beginning in FY 1987. budding and zoning activates have been accounted for in a separate Building and Zoning enterpr;se fund Effective , in 1987. amounts 'under Public Improvements do not reflect the general fund operating subsidy which is reflected under Other. Expenditures. (5) The Departments of Development and Community Development, which had expenditures totaling $2.108 million ,n FY 85 torrni riy classified under general government are, beginning ;n FY 86. classified under Public Improvements. z CITY OF MIAMI, FLORIDA PERCENT OF TOTAL GENERAL FUND EXPENDITURES AND OTHER FINANCING USES BY FUNCTION 63.2 Police 61.5 and ` 80.0 Fire 5.1 7.3 Solid Waste 8.4 4.0 8.0" . ' Public Improvement 6.7 9.6 10.1 General Govemment 10.6 5,5 5.6 Culture 3 Recreation 5.5 11.8 9.5Ottw 8.6 "10% 20% 30% 40% 50% 60% 70% 1989.90 Actual ® 1988419 Actual• 1987-M Actual • Excludes computer lease transactions of $5,769,000. z g - 8.86 fi 3 cE CITY1P MIAMI. GLOW iA. '09NNAL FUND RW9NU18 AND OTHER PINANCINO WURCES LABT TIN FISCAL YEARS (In thou"adsi) �t CITY I ,U INI AS INTER, I.IM01 CHANG9111 OTHER REVENUE AND �l�R AND I=1 ANCING FISCAL PROPERTY 6 EXCISE GOVERN jaAR TAXES fi_AX(1) ` MEN 011 I,TO SEAW I $ SC�U19E8•I11 1990 $98.386 $39,414 $25.037(2) $6,003 $ 8.866 $25,?16(2) $198,392 1080 94,001 80,624 29,788 6,330 3.297 18,358 191,343(3) 1988 89.396 42,743 30,225 6,399 1,648 11,283 18-1,694 1967 90.886 40.822 27,865(4) 6.082 1.974(5) 16,633 184,26.2 1986 88.138 36,611 33,094 6,016 18,410 6.934 188;103 84.200 33.636 38,191 6.041 17,634 7,169 186:890 1964 ' ,27,186 35.514 5,853 14,834 5,6.10 167,965 - 1983 67.619 27,351 35,948(6) 5,288 13.977 3,783 153,986 r_ 1982 61,865 25.593 26.041 5,452 13,301 5,402 137,744 1981 54.060 23,388 24,634 6,096 13,213 3.665 125,r 56 (1) Transfers from other funds representing public utilities service taxes are presented in this schedule as business and excise tax revenues. rather than as other financing sources, to more clearly depict sources of revenues. 4j - (2) A chandili in r6cording of the $5, 7 million Guaranteed Entitlement revenues pledged for debt repayment decreased the Intergovemmentai category and ihereaSed the Other Revenue and Financing Sources. (3) A capital lease for`the purchase of cbftiputer equipment, net present value $5,769,000, has been oxcluded from this `1 ct edule in order to i providb t bompanson consistent with phor years. (4) Reflects loss of federal revenue sharing funds, which amounted to $7.1 million in 1986. (5) Beginning in FY 1987 Charges for Services do not include revenues pertaining to solid waste collection fees and Budding and Zoning t permits and fees. as these revenues are being recorded within their respective enterprise fund. (6) Included since 1983 is new revenue source from the State of Florida, a 50% portion of the one cent sales tax increase. E - A 3 CITY or 1 1AiliR, R C � .} ? i�RAPERTY TAX LEVIES ANC COLLECTIONS B LAAT TEN MICAL YEAR8 a (in thousands) TOTAL COLLECTION PERCENT OF COLLE0111 IN FISCAL TAX OF CURRENT LEVY or1�ELIN DENT YEAR:. LEVY 1 YEAR'!t TAX98 CO LEOND T, , 1990 $125,743 $119.363 94.93% $4,592 3.71b 1989 122,280 114,536 93.68 3 i988 115.935 17,908 93.08 2,5" 1987 116,612 111.740 95.82 1, i 6' 1986 109,988 105,467 96.02 944 n 1985 1 04135 100,976 96.97 722(31 b = i 1984 98,340 88,982 96.83 3,838 1983 83.026 78,816 94.93 1,20,9 1982 76,903 74.040 96.28 1981 72,619 70.288 96.79 481 F TOTAL OUTTANbiNt3 COLLECTIONS OUTSTANDING DELINCiUENT ,. :- s FISCAL TOTAL TAX YEAR COLLECTIONS AS % OF DELINQUENT CURRENT. LEVY TAXES 2) TAXES AS.96 OF` CITY , gU t RENT LEVY 1990 $123,955 98.58% $5,182-, 4.11%11.9376 -`1989 118,245 96.72 5.746 4.70 1 1.9378` 1988 110.264 95.11 4,621 3.99 11.82 i 9. of 1987 113,346 97.20 2,894' 2.48' 12.2910' , 1986 106,401 96.83 3,318 3.01 11.9091` 1985 101,698 97.66 3,970 3.81 11.9091 -1984 92.018 98.58 3,367 3.61 '. 11.1238 1983 80,024 96.38 2,925 3.52 10,7290 1982 75,107 97.66 2,489 3.24 10.6640 1981 70,725 97.39 2.027 2.79 11.9870 (1) Lncludes levies ',for. general operations and debt service. Ei (2) NOW reserve for early payment discounts and uncollectable taxes of approximately. 596 of total tax levy. ®4 (3) Starting in fiscal year 1985, current year's delinquent tax collections are included,with collection oU,current year's taxes. Prior years' collection of delinquent taxes included both current year and prior years ' delinquent tax copections. • - tea,. _Yp _ .ter 91�- $ f B42 CITY +� MIAMr �Lt��It�A y ABU6386 VALUE' CIF ALL AICr ALE p000i TY 1AST TIN PI$CAL VEARI ((n thoulrands) - FI>AL tGAAI�Rt3PEA wE►L PERSONAL PROpEg1Y TOTAL HOMESTEAD EXEMPTIONS NI . - 1990. 1989 $10.243,901 $1,271.210 $11.515 11 i �981,728 VALUE E1,533.388 19l$ 9,9971519 9.6114,481 1,213,466 11,210.985 969335 10,241,650 } r fr 198 9.210,"476 1,242,316 16,761,79 1,210.435 954,, 978 ' 9,806,819 19$6 8,970,226 10,420;911 1:206 707 10,184,933 933,3b0` 953.516 9.4i91-1' ;; 1085 1984 8,53$,398 $,23 1,158:212 9,696,610 952,430 9,231;417 8,744,16.0 1983 7,810,309. 6,829 1,1 15,724 0.346,083 1,042,452 8,669.281 954,979 8,391,t 54 1982, -1 981 6,976,847 5, 748,550_ 985,282 7,962,129, 920,895 760.665 7:738 388 .7,211,464 �� _..._ . 873,815 6,622,365 564,238 6058, 7 - 80Ui�G ; Metropolitan Dade County Property Appraiser's Office : f CITY OF MIAMI, FLORIDA PROPERTY;TAX RATES AND TAX LEVIES ALL OVERLAPPING GOVERNMENTS = LAST TEN FISCAL YEARS ,..` - TAX RATES(1) _ YEAR CITY., --..... COUNTY' SCHOOLS STATE TQTAL 1990 " 11.9316 1989 11.9376 9,348 .' 8549 9.547 584 30.4186 . ; 1988: 11.8219 . , 7,693 9.608' 7.650 .609 29.7866 564 29.6439. 1987,, 12.2910 1986 11.9091 9.032. 7.551 9.224 497 29.3710! f 1985 11.9091 - 7316 8.762 ` 7:361 439 28.8881 427 28.459:1 1984 1 1.1238 1983 10.:7290 8.754 7.361 " 427 27.665$ - 1982 10.6640 7.244 6:500 6.999 : 7.140 384 ;: ` 24.8570 , 358" 25.1610 11.9$70. 7.013 8.220 402 .:� 27.6226.,. TAX LEVIES (in thousands) .1990, . $125,743 - : 1989 $98,466 $90,049 :. $6,161 $320.,409 122.260 1988 1 M935.. 97,777 78,789 94,224 75,022 9 '6 237 305 063 ' C � 19W .. 1,16;612 85,692" 71,641 5;531 290.712 4,715 27$,660 ' 1986 109,938 1985 85,151 67,537 4,053 266,679 104,135 1984 93,340, 76,616 64,366 73,455 3,734 248,851 ' n , . 1983 83,025 61,767 56.057 50,300 3,583 232.145' 2,971 192,353 1982 " "- - 76,903 1981 72,619 50.473 51,490 42,486 2,582 181448 - 49,798 2,435 167;338 (i ► Property tax rates are based on each S 1.000 of net assessed value. 'J 4e.'.. - � ti e F 9i�- 8gs , x. j� '. F.. CITY CIF N]IAa" OnCiAL A88EGAMENT6 COLLECTIONS AND RECtIVARL98 WT TIN FINAL MAO CUIIRENT AffiSEsggMENTI; - FISCAL LIENS RECEIVABLE .: YEAR CC�LLEia�31N>1� A? _YEAR�ENb 1990 $2,093,195 $273,590 1989 1.904,662 170,046 1988 2,402.451 193,962. 1987 2,468,224 277,432 1986 3,735,080 406 894 r 1985 2,688,028 414:730 1984 2,743.429 302,760 1988 1,900.365 303,469 1982 1,764,407 119,867 1981 1,761.291 94,268 NOTE. The City of Miami's Special Assessments consist of assessment Dens for various capital projects such as sanitary and storm sewer improvements. The collections shown above are on a cash basis and include intetO t, Ofior, year delinquencies and full payoffs. The assessment liens receivables at year-end, represents amounts susceptible: to accrual provided that they pertain to liens assessed prior to year-end, are shown net of deferred revenue. 81111ng9 for fiscal year 1990 approximated $1,038,000. CITY OF MIAMI, FLORIDA RATIO OF NET GENERAL BONDED DEBT TO NET ASSESSED VALUE AND NET BONDED DEBT PER CAPITA LAST TEN FISCAL YEARS NET NET ASSESSED HOMESTEAD TAXABLE BONDED FISCAL' POPULATION VALUE YEAR M (000) EXEMPTION (000) VALUATION 10001 DEBT (0001 RRATIO PER frAPITA 1990' 383,000(2) $11.515,111 $981,728 $10,533,383 $184.302 1.75% $481,20 1989 ' 371,444 11,210,985 969,335 10,241,650 195,860 1.91 527.29 198ar 369,007 '' 10,761,797 954,978 9,806.819 186,041 1.90 504.17 1987 368,210 10,420.911 933,300 9,487,.611 195,578 2,06 514.70 1986 371,975 10,184.933 953,516 9.231,417 190,697 2.07 512,66 1985 380,446 9,696.610 952,430 8,744,180 170,087 1.95 447,07 1984 383,027, 9,346,033. 954,979 8,391.054 146.102 1.74 381.44 1983 382.726(3) 8.659.281 920,895 7,738.386 , 124,955 1.61 326.49 1982 382,726(3) 7,962,129 750,665" 7,211,464 109.398 1,52 285.84 1981" 399,995(4) 6,622.365 564,238 ` 6,058,127 118.038 1.95 295.09 (1) Estimate provided by the State of Florida, Division of Population Studies, Bureau of Business and Economic Research, University of Florida, except where noted: (2) Based 66 City of Miami estimate. The 1990 U.S. Bureau of the Census preliminary population count of 356,458 is being challengedby the City and expected to be adjusted. (3) Based on July 1, 1982 population estimate used by the Office,of Revenue Sharing of the Federal Government. (4) The City of Miami was involved in litigation with the Federal Census Bureau challenging the 346,865...population count of 1980; as a result,' dunng 1981 the population count was adjusted . - `- upward to 399,995 for federal revenue sharing purposesij ,rye. .,.. $ 8 ; Via, F B4l, ysa,� CITY PLO 110A k RA'I`I 'I F.AFiN1JA1..I Y'f f E`R�/ICE - XPENDITUREG FOR atIMAL >EOND Cl9AT to GENERAL FUND EXPENDITURE& AND OTHER FINANeING UBES LAST TEN FISCAL'YEARS (In thousands) TOTAL GENERAL FUND EXPENOITURES f GENERAL BONDED & OTHER. FISCAL BOND BOND DEBT SERVICE YtsAA 1 fI1NCIPAI INl`ER18 EXPENDITURES FINANCINt� USES -� 1990 $i1,711 $13,778 $25,489 1989 11,280 13.659 24,939 $108,364 i93.0i8 1988. 12,000 14,176 26,176 1987 11,400 13,609 25,009 - 186,337 187;700 i 4.05 13.32 1986 10,800 13.281 24.081 - 189,424 12.71 1985 10,010 12,640 22,550 1984 ` 9,570 7.924 17,494 181,805 166,880 12.40 10A8 ; , .' 160 9,990 6,570 16,560 151.740 1 d.9 L. i 1982 10,310" 7.130 17,440 138,043 t 2.631 ` 1981 10.735 6,620 17,355 118,981 14 59, CITY OF MIAMI, FLORIDA SCHEDULE OF DIRECT AND OVERLAPPING GENERAL OBLIGATION DEBT SEPTEMBER 30, 1990 (in thousands) AMOUNT ` AVAILABLE, PERCENTAGE APPLICABLE CITY'S SHARE. GROSS DEBT AND RESERVES NET DEBT TO CITY, OF DEBT City. of Miami' .................. $185,840 $ 1,538 $1'84 302 100°Io $184.302 - Metro -Dade County ......... 540,346 20,164 5201182 19%(1) 98.834 $726,186 $21.702 _ $704,484 $283.136 (1) Based upon the percentage of the County tax roll valuation comprised of real and personal property situated m the City of ,Miami.: - CITY OF MIAMI, FLORIDA SCHEDULE OF LEGAL DEBT MARGIN SEPTEMBER;30, 1990 (in thousands) Assessed value.. ......... ....... .................... ... ....... $11,515,111 981,728 Less homestead exempt valuation ............................................ Net taxable assessed valuation .............. ...................... ........... $10,533.383 Debt limitation for bonds $ 1,580.007 05%of $10,533,383)(1).. ........................ .......... .......... Present debt application to debt limitation: $185.840 General obligation debt • • • ....... • • • • • • • • • • ...... Less amount available in debt service fund ..................................... • 1,538 184.302 Legal debt margin .... .. ........... .............. . ........... $ 1:395705 (1) Section 58 of the City Charter limits the general obligation bonded debt of the City to 15% of the assessed valuation of all real and personal property within the City limits as determined by the preceding assessment roll of the City. r 91" 886 7 CITY i161AAAI, LORIDA C►fI�t�U'LE lEVIiNUR OCND COVERAGE EN ` gPRi 1�1Vi�81NITl�i i�UT1111TANOINC REVENUE DONDA LAST TEN FISCAL YEARS (IM thousands) met i FISCAL REVENUE AVAILABL Debt_dahyick f38�8 i 0thAtiNC;3 FOR DEBT Ag(1) I VENUE(g EXpE ) PRINCIPAL INfi_ (��$�q1�L 6ftV 1990 1989 $15,072 $ i 0, 792, $4, 280 $2,436 $6,263 13,911 10,707 $8.699 49 1988 1987 , 3,204 617 6,248 11.977 9,536 2.441 580 6.064 8.865 6,644�: 47 a 1986 11.763 9.222 2.541 218 7.791 10,818 8166 2.153 8,009. .37 32 1985 1984 1 17 7,875 11,152 8,746 2.406 177 7,851 7,992 8,028 .27 30 1983 9,814 8,871 :;, 943 181 8,191 7,785 6,697 1,088 237 8.372 1982, 1981 6.620 4,730 2.877 1,853 190 1.327 48 _ 6,857 i ,517 .16 1.22 j 48 23 13 36 1.33 (1) This schedule incorporates operations and debt service of enterprise funds in the fiscal years indicated below,. 01136AL YEAR` A�DI'rltl�iAL-ENTERPgISE 1981 Warehouse property 1982 Off Street Parking Authority 1983 Convention Center 1984 Parking Garage (2) Represents charges for services'; and'excludes interest revenues and transfers from other funds, (3) Represents operating expenses exclusive of depreciation. (4) Excludes accretion on.Capital Appreciation Bonds. portion of Series 1987 Special Revenue Refunding Bonds. A C.' 1 _• Y B47 I FT nr CITY OF MiAM, f'6�bwtt�A t fW1LDINt3 ff;RNfIiS �:A$fi If Ff Ai. YEApt 1981 sre es iM the City end 0 the unir+c�rpotated areAs of Dads C6uilty s�noe ' hA f buildiri§ perrri�ts.rswed .t5611et`�+t31us fpu6v UNINODI�filAfiEf<! C OF MIAMI DADE iTl COUNTY t YIrAR G�' bL. 1990 $237 09 308,941 $1,046,389 2,731,505 ` 1988 288,771 2,702,387 1987 238.513 1, i 90,493 i,023,858 ¢- , 1986 1985 192.418 322,785 864,882 1984: 345,562 - 953.055 903,706 1983 1982 314,362 294,182 650,160 1981- 648.830 91�i,676 SOURCE' City of Miati�� and Dade County Building $ toning Departments CITY OF MIAMI. FLORIDA DEMOGRAPHIC STATISTICS METROPOLITAN LADE COUNTY POPULATION INIAMI'AND 1J80"CENSUS COUNT CITY OF METRO•DADE ' YEARS MIAMI NTY COU _ b=�5 23,459 113,544 - . 6-i 3 30,433 ' 169,884 14-18 25:575 60,257 133,369 287.216 19-29- - 30�59 128.049 585.896 60-84 19,973 35951 80,586 149,580 65-74 75- 23;168: 105,736 Total : 346.865 1,625,781 - CITY OF METRO DADE - EMPLOYED PERSONS BY OCCUPATION MIAMI � COUNTY -91 13,639 567 Executive/Administrative/Management 13.772 81.076 Professional/Specialty 3,743 22,380: Technicians/Support 16,078 88136.,: Sales >_ 28;232 145,285 Administrative Support 2,51 1 6,753 Private Household, Services 1,961 12,512-. , .. Protective Services : 24.470 85;328' Other Sero�ces ' 2,063 -11,257 Farm/Forestry/Fishing,. 18;547 86 730 Precision/ProducyCraft, 18;555 53,629 Machine Operators/Assemblers 6,967 ,Transportation/Handlers/Helpers 150,538' 711,568' `Total`; _ I7 ._a :c - 1980 data tape from the University of Florida Libraries, Gainesville Florida. The 1990 SOURCE, U.S. Bureau of Census, data not available as of 'the printing date of this .report. S/ 3 B49 _ :w CITY OF 110 4A., W-e FLORIDAcargo ' GENERAL sirkinST CAL 6A, A t�rf1R�►pW ai'!'four rhillion cruise passengers by the year 2000. the additional space is needed to accommodate the increasing number of shippers, buyers, importers, exporters, freight forwarders, and cruise Pass eng&A whb wish to conduct business through the Port. The City of Miami thto passes 34.3 square miles of land and 19.5 souere r`fba of water and is the County seat of Dade County, whlcti enconlpasses 2,000 square miles m Flohe main a o fiver rngni� west r 0M. Miami is situated Id the mouth of the Miami fiver on -the western shore of 9iscayhe y p entry Miami is the southernmost major city and seaport in the continental United States. The nearest foreign territory is the Bahamian Island of Sirnini, 50 chiles from the Miami A ten year summary of the growth in tavenues, passengers, and cargo handled follows: I tomb � par+n� �a_i►a�rs 990 25,736,46511) 2,734,816 3,5 1 1989 30,035,859 3.100.055 3,206,412 1988 26.489.275 2,502,411 2602.566 1987 19,933.197 2,633.041 2:426,937 1986 17,973.522 21520.511 2o408684 1 5 17 1 6M 048 2 326 685 2 333 028 coast. Miami's climate is sub-tropical-rharine, characterized by long summers with abundant rainfall and mild; dry winters. The. average tempperature in the summer is 81.4 degrees fahrenheit and 69.1 degrees fahrenhieit in the winter, with an average annual temperature of 75.3 degrees, LOCAL MASS TRANSIT Metropolitan Dade. County Rapid Transit System: One of the most important developments affecting Dade County in general and downtown Miami in particular, is the implementation of a rapid transit 'rail system. the system passes through the western portion of Miami's Central Business District and has 21 stations. Construction which began in May 1979 was completed in 1985. Downtown Component of Metrorail: The Downtown Component of Metrorail is an extension of the Metrorail Transit System that will distribute passengers throughout Miami's Central District. It is planned to consist of a two- way elevated rail line around the District's core, with spur lines extending north and south to the outer portion of the downtown areas. The central core line becameoperational in 1986. ECONOMY- The economic .base of Greater Miami has diversified in recent years, shifting from a reliance on the tourism industry to a. combination of manufacturing, services industries and international trade. The, area's advantages in terms of climate;' geography, low taxes and skilled labor have combined to make the Miami area a prime relocation area formalormanufacturing firms and intemational corporate headquarters. PORT OF. MIAMI The Port of Miami is operated by the Seaport Department of Nletropolitan Dade County, From 1981 to 1990, the number of passengers sailing from the Port increased from 1.567,709 to 2,734,816, an increase of 74% The Port of Miami is currently the world's most active 1984 15,943.548 2.217,065 2.287.281 1983 14.201.008 2,002,654 2,305,649 1982 12,949,697 1,780,255 2,666.921 1981 12.468.522 1,667,709, 2,757,374 SOURCE: Dade County Seaport Department 11I Previous data included internal service, revenue and transfers. Actual revenue for 1990 increased 7% over prior year. MIAMI INTERNATIONAL AIRPORT Metropolitan Dade County owns and operates five airports in the Miami area. Miami International Airport ranks ninth in the nation and eleventh in the world in passenger traffic through the airport. The airport ranks fourth in the nation and seventh in the world in tonnage of domestic and international cargo movement.. In 1990 over 25 million air travelers were serviced by Miami International Airport, and over 1.8 billion pounds of cargo were handled. Miami International Airport is in the midst of a one billion dollar expansion planned to service over 45 million passengers by the year 2000: A ten year summary of the growth of both passengers served and cargo handled follows: Total Total cargo Year II&M�saws)) ��la 19W 25,837 1,815.374 1989 26,408 1.730,850 1988 24,224. 1,429,944 1987 23;801 1.374.380` 1986 21,357 1.200,270 1985 19;853 1,031, 700 1984 19 328 1.130,1,84 1983 19,322 1,184,526. 1982 19,388 1.246,700, 1981 19,849 1.170.009' SOURCE: Miami International Airport - FILM INDUSTRY The Dade County film and: television industry ranks third nationally behind New York and Los Angeles in its Port, In numbers of passengers and frequency of sailings. annual dollar volume of production costs. As estimated Cargo movement through the Port has increased by 30% in by, the, State of Florida;_ the' total .production the last ten years of operation: expenditures for the State were $250' million in 1990 The Port of Miami has almost doubled in size, from 325 and the greater Miami portion was estimated -at acres to 600 acres, through a $250 million expansion approximately $150 million. program began in 1980 designed to move 16 million tons m 11Sn rt +'r �S 't rr rr�r►r�nr, FL r of GROWTH FACTOR r; bt8 lefie8ting the ri th �f me ecoil� ly the Metr0amen bade County (including the City of Mies I). AN Oreserlt*d in the teh year summenee bekW: CITY CIF MIAMI, FLORIDA ,. (jROWTH FACTORS REIJ► TO DADE COUNTY, FLORIDA Et.ECTRICITY CUSTOMERS AND SALES iemni teal KWH i1�1r111hd1�1 M 3 Yet s utten'te' ippp) Ar+iri�e Nurnbir NurMww ' 19 19.3b7.998 701 894 88,140 90,556 s 1989 1988 19.031.695 688,98 i 16.740,000 672.429 88.082 a} t 987 17.600.000 655,000 16.621.410 640,000 88,000 86.200 1988 1986 16.419.000 623,000 81,100 . 1984 15,092.653 620,000 15,203,147 606.000 8b,100 74,700 ' t 983 1982 15,318,870 • 598,900 695,300 72,200 67,700 1981 14.815.300 WATER CUSTOMERS AND SALES Yew Numb+K waar maim (mincrowl 19 0 323.622 316.202 90.989 101,294 i 1989 1988 307.959 96,592 1987 300.117 290.806 94.698 90,249 ; 1986 1985 282.552 87.035 i - 1984 274,805 1983 259,932 78.828 75.527 1 1982 1981 245.953 242,376 75,292 -i MOTOR VEHICLE REGISTRATION AND SALES TAX COLLECTION - am" Tex - Yoe► Rom►i V 61 corfecdom� 1990 1.804.221 S 1,096.703 1989 1,753,322 1,081,422 1988 1.758,674 1.040.079 1987 1,714,684 787,874 742,533 1986 1985 1.608,982 1.589,173 686.399 1984 1.470.024 654.014 ' 1983 1982 1.453.991 t,288.844 470.818 1981 1,288,067 466,553 t. SOURCE: -Appropriate utility or responsible government agency i • 91- 8 $ 6 fiS t 21"Mz� t f•? Ci APPENDIX E---'-.BOND COUNSEI OPIl�TION 1. t J i A i f 91 +a01lgyMimr.lo6 t y ik - DI E T y Trust Company Bank, as placement Agent of the Bonds described in the submitted by it herewith to the Issuer of such binds, and not as { 4` PlacementAgent'Agreement an underwriter of suchondsor financial consultant or advisor to such Issuer, hereby states the 4 k following information: } (a) intimated expenses' incurred or to be incurred by the Placement Agent in ; r connection with the issuance of such bonds: r; There ` has been no person who is not regularly employed by ,the Placement Agent+ho has received any compensation from the placement Agent to act as -`" an intertrted' between the Placement Agent and the Issuer for the purpose of influencing any transaction in the purchase by the Placement Agent of the - Bonds: x a - _ (c) $ underwriting spread. *Underwriting Spread Breakdown (1)Breakdown of Expenses r . 1,000 Total Management Fee $ Fed Funds PSA/MSRB = Average takedown Credit Review Expenses _ Expenses (1) Travel $ - out of pocket 7777 Copies/Fax s Federal Express Computer (d) No fee, bonus, or other compensation will be paid by the Placement Agent to any person not regularly employed by the Placement Agent in connection with the issuance of the Bonds. (e) There is no managing underwriter in connection with the issuance of the Bonds. Sylvia Seaton Vice President 10 x v } 1 vG(� x 'V truly �`t�it�'�, Tf`l1$t cotopuy x f Ob 4l �a0�+ y f �r t Cepted writteft it y�}yiar�i�A 1orida 1 } `/�y,• }� vlty, V i ! SylrAa Seaton--; r VjPresideftt' By. Xavier L Suarez , M ayor iR #s Jbi v f u , { f t } f i t - r.. } i (g) , Additional material restrictions not in force as of the date hereof shall have been imposed upon trading in securities generally by agovernrnental authotity or by any national securities exchange; (h) A general banking moratorium shall have been established by Federal, New York, or Florida authorities; - (i) A war involving the United States shall have been declared, or any conflict involving the armed forces of the United States , shall have escalated or any other national emergency relating to the_ effective,, operation - of government or the financial _ community, shall have occurred, - which, in the reasonable judgement of the Placement Agent, and the Issuer materially adversely affects the market -price of the Bonds. SECTION 6. REPRESENTATIONS, WARRANTIES AND 'AGREEMENTS TO SURVIVE DELIVERY ift All All of your representations, warranties and agreements shall remain operative and in full force t° and effect, regardless of any investigations made by the Placement Agent on its own behalf, and shall survive delivery of the Bonds to the Placement Agent. SECTION 7. NOTICE Any notice or other, communications to be given to you under this agreement may be given by mailing or delivering the same in writing .to the City of, Miami and any notice or other j communications be given to the Placement Agent under this agreement - may be given by <<` delivering the same to Sylvia Seaton or JerryFord, SunTrust Securities, 200 S. Orange Avenue, Orlando, Fl.,. 32801. SECTION 8. APPLICABLE LAW, NONASSIGNABILITY #` 31 This agreement shall be governed by the laws of the State of Florida. This Agreement shall not s be assigned by you. is SECTION 9. EXECUTION OF COUNTERPARTS' This Agreement may be executed in several counterparts, each of which shall be regarded as an original and all of which shall constitute one and the same document. Lym1LlyMimd.106 8 ; : Z (c) Any legislation, resolution, rule or regulation shall be introduced in or be enacted or imposed b �y y any governmental body, department or agency in the State of Plorida, or a } decision by any court of competent jurisdiction within the State of Florida shall be rendered which, in the reasonable judgement of the Placement Agent, materially adversely affects the market price of the Bonds.` 1 (d) A stop order, ruling, regulation of Official Statement/Placement Memorandum by, or on behalf of, the Securities and Exchange y Commission or any other federal or state governmental agency having jurisdiction of the subject matter shall be issued or made to the effect that the issuance, offering or sale of obligations of the general character of the Bonds, or the issuance, offering or sale of the Bonds, including all underlying obligations, as ¢_ contemplated hereby or by the Placement Memorandum '. Statement, is in violation or would be in violation' of any provision of the federal securities laws, the state securities laws, the Securities Act of 1933, as amended and as then in effect, or the qualification provisions of the Trust Indenture Act of 1939, r as amended and as then in effect; (e) Legislation shall be enacted by the Congress of the United States, or a decision by a court established under Article III of the Constitution of the United States shall be rendered, to the effect that obligations of the general character of the Bonds, including all the underlying obligations, are not exempt from registration under or other requirements of the Securities Act of 1933, as amended and as then in. effect, or the Securities Exchange Act of 1934, as amended and as then in effect, or that the Resolution is not exempt from qualification under. or other requirements of the Trust Indenture Act of 1939, as amended 1 and as then in effect; (f) Any event shall have occurred, or information becomes known, which, in the reasonable judgement of the Placement Agent, makes untrue in any material respect any statement, or information contained in the Placement Memorandum, or has the effect that the Placement Memorandum contains an untrue statement of a material fact'' or omits to state ° a material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading; �Asw"WW.106 7 SECTION 8, THE PLACEMENT AGENT'S RIGHT TO CANCEL The Placement Agent shall have the right to cancel the Purchasers' obligati purchase the Bonds by notifying you in writing or by telegram of their election the date hereof and the Closing late, if at any time hereafter and prior to th (a) A committee of the House of, representatives or the Senate o the Congress of the United States of America (the "Unit States") or said House of Representatives or Senate shall hav pending before it legislation, if enacted in its form as introduc or as: amended, would, in the reasonable judgement of the Placement Agent, have the purpose or effect of imposing federa income taxation upon revenues or other income of the genera character to be derived by you or by any similar body or upo interest received on obligations of the general character of th Bonds, or the Bonds, or which, in the reasonable judgement the Placement Agent, materially adversely affects the marke ::price of, the Bonds. ' (b). A tentative decision with respect to legislation shall be reach by, a committee of the House of Representatives or the Senat = of the Congress of the United States or legislation shall b favorably reported by such committee or be introduced, b amendment or. otherwise, in or be passed by the House. = Representatives or. the Senate, or recommended to the Congres of the. United States for passage by the President of the Unit States, or be enacted by the Congress of the United States, o a decision by a court established under Article III of th Constitution of the United States or the Tax Court of the Unit States shall be rendered, or a ruling, regulation or order of th Treasury Department of the United States or the Intern Revenue Service shall; be made or. proposed ,having in ;th reasonable judgement of the. Placement Agent, the purpose_ o effect of imposing, or any : other event shall have occurr which, in the Placement Agent's sole opinion, ,'results or ma result in the imposition of, federal income taxation upo revenues or other income of the general character, to be deriv by you or by. any similar, body, or upon interest. received o obligations of the general character of, the Bonds, or the Bond or which, in the reasonable judgement of the Placement,Age materially adversely affects the market price, of the Bonds. lateee�CgMiwd.lOb 0 e � on hereunder to to do so between Closing gate; f ed e ed s e f t — e e Y of s - ed r e ed e al e r ed Y n ed n , - nt 2y 91- 886 rr . k; t } (it) A certificate, satisfactory to the Placement Agent, of the Mayor of the City Counsel and the City Manager or other duly authorized officer satisfactory to the Placement Agent, dated as of the Closing Date, to the effect that; (A) you ' have duly performed all •of your obligations to be performed at or prior to the Closing Date and that each of your representations and warranties contained herein is true and complete as of the Closing Date; (B) you have authorized, by all necessary action, the execution, delivery, receipt and due performance of the Bonds, the Resolution and any and all such other agreements and documents as may be required to be executed, delivered and received by you in order to carry out, give effect to and consummated the transactions contemplated hereby and by the Placement Memorandum; (C) no litigation is pending, or to the best of your knowledge threatened, to restrain or enjoin the issuance or sale of the Bonds or i in any way affecting any authority for or the validity of the Bonds, the execution, delivery, receipt and due performance of the Bonds, the Resolution and other { agreements contemplated hereby and by the Placement Memorandum under the circumstances contemplated thereby and your compliance with the provisions thereof will not conflict with or constitute on your part a breach of or a default under any agreement, indenture, mortgage, lease or other instrument to which you are subject or by which you are or may be bound and will not conflict with or be in violation of any existing law, court or administrative regulation, rule, a, decree or order. (iii) Such additional certificates as the Placement Agent may reasonably request to evidence performance of or compliance with the provisions hereto and the transactions ` contemplated hereby and by the Placement Memorandum, all such certificates and other documents to be satisfactory in form and substance to l the Placement Agent. SECTION 4. FEES AND EXPENSES The Placement Agent and the Purchasers shall be under no obligation to pay and the City shall pay or cause to be paid from the original proceeds of the ,Bonds or other funds available to it the expenses and fees incident to the performance of its obligations hereunder including, but not limited to: (a) the cost of printing or reproduction or engraving and mailing or delivering the Bonds, the Placement Memorandum and all other documents prepared in connection with the t; transactions contemplated hereby; (b) the fees and disbursements of the Escrow and Paying J Agent, or Bond Registrar, (c) the fees and disbursements of Bond Counsel, Counsel to the City,' 2' Financial Advisor, and any other experts or consultants retained by the City in connection with the transaction contemplated hereby. i The Placement Agent shall pay all advertising expenses, if any, incurred by the Placement ; Agent, 5 91- 886 z A r,' (h) If between the date of this Placement Agent Agreement and tht Cldaiq mate >an event occurs which would cause the Placement Memiorandum to contain an untrue statement or to omit : to state a fact- required to be stated therein,in. light of the circumstances under which!theywere made,, not misleading, the City will notify the Placement Agent and if in the opinion of the Placement Agent theevdfWrequirds an amendment or supplement to the Platement Memorandum- In*, a form and in a manner satisfactory to the Placement Agent, (i) You have not been notified of any listing .or proposed listing, by the Internal Revenue Service to the effect that you area bond -issuer Whose'. arbitrage certifications may, not be relied. upon Any-. certificate. signed by any of your authorized officers and delivered to the Placement Agent shall be deemed a representation and warranty by you to the Placement Agent and the Purchasers as to the. statements made therein. (k) You: will send one copy of your audited financial statements annually to the Placement :Agent as soon as such financial !statements become available. SECTION. 3. CONDITION&T`0 THE: PLACEMENT AGENT OBLIGATIONS The obligations of the Placement Agent and the tPurchasers hereunder shall be subject to the due performance by you.'ofand -compliance by you with your obligations: and agreements to be iF performed hereu'nder:at or prior to the Closing Date', and to the accuracy bf-your representations jr and warranties -contained herein, as of the date -hereof an& of, the -Closin 9'i4l)ate, and are also trJe, subject to the following. conditions: . I (a) The Bonds and the Resolution, shall have. been; duly authorized.,,,, executed and:,.delive'red: in the form . heret6fore,approved, by the Z ?lacement Agent :with only such,. changes therein as shall be mutually agreed: upon by You and; the Placement Agent. (b), 0& the .Closing Date; the Placement Agentshall receive: (i) The opinion in form and substance satisfadtory to'; h6 Placement Agent, dated as of the Uosing-, Date, of Foley & . 1.ardner, -Bond.Counsel Tampa, Florida; the form of which is attached hereto as Exhibit C, and Counsel to the City. 4 91— 886 Ai r (d) prior to the'Closing Date, you will have duly authorized all necessary action to be taken by you for, (i) the issuance and We of the Bonds upon the terms set forth herein and in the Resolution and the Placement Memorandum; (ii) the passage and approval of the Resolution providing for the issuance of and security for the Bonds; (iii) the approval of the Placement Memorandum and its use by the Placement Agent in the private placement of the 'Bonds; r. (iv) the execution, delivery, receipt and due performance of this Placement Agent Agreement, the Bonds, and the Resolution and any and all such other agreements and documents as may be required to be executed, delivered and received by you in order to carry out, give effect to and consummate the transactions contemplated hereby and by the Placement Memorandum; and (v) the carrying out, giving effect to and consummation of the transactions contemplated hereby and by .the Resolution and the - Placement, Memorandum. n! (e) The City is lawfully empowered to pledge the Pledged Funds (as defined in the Resolution) for payment of the principal of, premium if any, and interest on the Bonds. (f) There is no action, suit, proceeding, inquiry or investigation at law or in equity or before or by any court, public board or body pending or, to the best of your knowledge, is there any basis therefor, wherein an unfavorable decision, ruling or .finding would adversely affect the validity of the Bonds, the pledge of and lien -on the Pledged Funds, .the Resolution, this Placement Agent Agreement or any. .agreement or instrument to which you are. a PAY Y or b which you are bound and which is used - or ' - contemplated .for use in the consummation of ' the transactions : = contemplated hereby or by the Placement Memorandum. (g) < . The execution and, -delivery of the:Placement Memorandum, this Placement Agent Agreement, the Bonds , the Resolution and other -agreements contemplated hereby and by the.,, Placement Memorandum; and -compliance =with the -provisions :thereof, will not conflict with or constitute on your part a breach of or a default under any 'agreement, indenture, mortgage, lease or other instrument to which you are subject or by which you or maybe a bound and will not conflict with or be in violation of any existing -1aw;:court or administrative regulation, rule, decree or order, 7 ry k{" i y the, Issuer shall deliver, the Beds to the Placement Agent on the closing data,. in definitive fen,Aluly executed and authenticated against payment therefor, The Bonds shall be delivered in the forth and denominations as described in the resolution. With your execution hereof, you will deliver to the Placement Agent two copies of a Placement � Memorandum (which term as used herein shall include the cover page and appendices contained 1 therein), dated the date hereof (the "Placement Memorandum") executed on your behalf as indicated therein, and you hereby authorize the. use ..of the Placement Memorandum and the information contained therein, by the Placement Agent in connection with the placement of the Bonds. c. SECTION 2. THE REPIt1ESRNTATION9 WARRANTIES AND AGREEMENT OF TIER CITY By your acceptance hereof you hereby represent and warrant to, .and agree,,with, .the Placement Agent and the Purchasers that: k~ (a) You are a City duly organized and validly existing under, the, laws. of the State of Florida, and are authorized by the provisions of the 6 Constitution and the; laws of the. state, of Florida to issue, the �. Bonds. The Bonds are issued vursuantto theResolution duly adopted. on a 199 L You have complied with all provisions of the . Constitution and Laws of. the State of Florida with.respect,w the ` consummation of, and have.. full power and .:authority consummate, all transaction contemplated by this Placement Agent Agreement, the Bonds, the Resolution, and any and all other M : agreements, relating :thereto and. to issue and sell the Bonds .to the ., Purchasers and deliver the Bonds to the Placement Agent as 4 provided , herein: .; = . . ,. fir (c) The Placement Memorandum _ ;does : not contain any,,.; .. r. statements of . a < material fact or omit to state, any. material facts,io in,order to makethe statements' made herein in fight of {necessary the. circumstances under ,which they, were: made not. misleading, provided, however, that the City makes no:.representation {'or E P - warranties as to the information contained in or omitted from the ;Placement, Memorandum or any -.amendment, or supplement thereto in, reliance,upon information; furnished to the .City, in,.wr�ting by t :,on behalf of, any. party other than the City, in connection i with the r preparation thereof 4�nr1LlyMBmid06 2 a, a A. } r y (d) Every successor Escrow Molder appointed hereunder shall execute, acknowledge and deliver to its predecessor and also to the Issuer an instturnent in writing accepting such appointment hereunder, and thereupon such successor Escrow Holder, without any further act, shall become full vested with all of the duties and obligations of its predecessor under this Agreement. Section 14. predecessor _ Escrow, molder. Every predecessor Escrow Holder shall deliver to its successor and also to the Issuer an accounting of all moneys and securities held by it under this Agreement, and shall deliver to its successor all such moneys and securities held by it as Escrow Holder hereunder. Section 15. Tam. This Agreement shall commence upon its execution and delivery and shall terminate when the Refunded Obligations and the interest thereon shall have been paid and discharged in accordance with the proceedings authorizing the Refunded : Obligations and all excess moneys have been paid to the Issuer. { Section 16. $everability. If any of the covenants, agreements or provisions of ry this Agreement on the part of the Issuer or the Escrow Molder to be performed should be determined by a court of competent jurisdiction to be contrary to law, such covenant, agreement or provision shall be null and void, shall be deemed separable from the remaining covenants, agreements and provisions of this Agreement and shall in no way affect the validity of the remaining covenants, agreements or provisions of this Agreement. Section 17. Counterparts. This Agreement may be executed in several counterparts, all or any of which shall be regarded for all purposes as the original and shall constitute and be but one and the same instrument. k:. B-S ;N 9�.- 886 . "Aggregate Debt Service" shall mean, as of any particular' date, the sum of the amounts of Annual Debt Service for all years with respect to which the Annual Debt Service shall remain unpaid. Aggregate Debt Service as of the date of the delivery of this Agreement is stated on Schedule A attached hereto. "Agreement" shall mean this Escrow Deposit Agreement. ! "Annual Debt Service" shall mean, with respect to any year, the interest on the Refunded Obligations becoming due in such year and the principal of the Refunded Obligations maturing in such year according to Schedule A attached hereto. "Escrow Account" shall mean the Escrow Account created pursuant to the ' i provisions of Section 3 of this Agreement. }' "Escrow Requirement"shall mean, as of any particular date, the sum of an ; amount in cash`in the Escrow Account and the principal amount of the Federal Securities held by the Escrow Holder pursuant to Section 4 hereof which, together with the interest which shall thereafter become payable on, the Tederal Securities, `will be sufficient to pay Aggregate Debt Service as each Ofthe respective installments thereof shall become due. F " ederal Securities" shall mean direct obligations of the United States of America, - none of which permit redemption prior to maturity at the option of the obligor, which obligations are set forth -in` the attachments to Schedule B attached hereto and hereby 'made a part hereof,; and such other obligations as may be purchased in accordance with Section 8 hereof. ;. 1 "Refunded Obligations" shall mean the Issuer's outstanding Certificates of ' Participation, Series 1986, with an original issue date of August 1986 and a maturitydate of September 1, 1992.` B-1 r t,� t . , Muoludon" shall mean Resolution No. adopted by the issuer tin Mvember , 19910 as amended and supplemented from time to time, authorizing issuance of the Bonds and the execution and delivery of this Agreement, a copy of which is attached hereto as Schedule O and incorporated herein by this reference, Section 2. (a) The Issuer adopted the Resolution for the purpose of authorizing the y -e issuance of the Bonds for the purpose of financing the cost of refunding the Refunded Obligations. (b) The Resolution authorized the Issuer to enter into this Agreement for the purposes expressed therein and herein, and all acts and things have been done and performed i' to make this Agreement valid and binding for the security of the Refunded Obligations. s (c) The Escrow Holder has the powers and authority of a trust company under` the laws of the United States of America and, accordingly, the power to execute the trust hereby treated. Section 3. Deposit of Funds. There is hereby created and established with the Escrow Holder a special account to be known as the "Escrow Account." Simultaneously with the execution and delivery of this Agreement, the Issuer has deposited with the Escrow Holder, for deposit by the Escrow Holder to the Escrow Account, a portion of the proceeds of the Bonds in -the sum of $b and $ heretofore held by the issuer for the payment of the principal of and interest on the Refunded Obligations, which when invested to �. the extent required to purchase the Federal Securities, the uninvested portion of such funds and the principal amount of such Federal Securities and the interest to become due thereon equals i or exceeds the Escrow Requirement as of the date of the delivery of this Agreement according to report prepared by Deloitte & Touche. Such Federal Securities shall mature and such interest shall be payable on or before the funds represented thereby shall be required for timely payment of the principal of and interest on the Refunded Obligations maturing on or before" September 1, 1992 as the same shall mature and become payable in accordance with their terms. The -Escrow: Holder shall hold the Escrow Account as a separate trust account wholly segregated fromallother funds held by the Escrow Holder in any capacity:` and shall make disbursements from the Escrow Account only in accordance with the provisions of this Agreement: The Federal Securities described in Schedule B shall not be sold or otherwise', disposed of ' or reinvested except as provided in Section 8 hereof. All- moneys and Federal Securities' held at any time by the Escrow Holder pursuant to any provision of this Agreement are hereby irrevocably pledged by the Issuer to the payment of the principal, of premium, if any, and interest on the Refunded Obligations, subject to the provisions of Section 5(a) hereof relating to the release of moneys in the Escrow Account in excess of the Escrow Requirement. The owners of the Refunded Obligations are hereby: granted a first and prior lien, on the principal, of B-2 t yY i.SMh i Section 4, Use.and..I_nvestment.of.Funds, The Escrow Holder acknowledges receipt of the cash described in Section 3 of this Agreement and agrees: (a) to hold the same in irrevocable escrow during the term of this Agreements - (b) to apply such cash and the proceeds. of such Federal Securities in the manner provided in this Agreement, and only in such manner. (c) to invest immediately $_ _ thereof by purchasing the Federal Securities described in Schedule B attached hereto. (d) to deposit in the Escrow Account, as received, the principal of all of such Federal Securities described in Schedule B attached hereto and any other Federal Securities acquired hereunder which shall mature during the term of this Agreement, all interest which shall be derived daring the term of this. Agreement from such Federal Securities described in Schedule B attached. hereto and any other Federal Securities acquired hereunder, and the proceeds of any sale, transfer, redemption or other disposition of such Federal Securities described in Schedule B attached hereto and any other Federal Securities acquired hereunder. All moneys held by the Escrow Holder pursuant to any provision of this Agreement, on deposit in the Escrow Account or otherwise, shall at all times be continually secured in the manner provided by Florida law for the securing of municipal funds. Section 5. Payment of the Refunded Obligations and F=cnseC. The owners of the Refunded Obligations shall have a first and prior lien on the principal of and interest on the Federal Securities and all moneys held by the Escrow Bolder in the Escrow Account, until all such moneys shall be used and applied by the Escrow Holder as provided in paragraph (a) below. (a) Refunded Obligations.- On each date which shall be an interest payment date for any of the Refunded Obligations, the Escrow Holder shall pay to Sun Bank, National Association, Orlando, Florida, its successors and assigns, as the Agent for the Refunded Obligations,, or such other paying agent as the, Issuer shall hereafter appoint, from the moneys on deposit in the Escrow Account, a sum sufficient to pay that portion of Annual Debt Service due on such date, as shown in Schedule A attached hereto. After making such payments from the Escrow Account, the Escrow Holder shall. notify the Issuer of any moneys remaining in said account in excessof the Escrow Requirement, - and, upon the written request of the Issuer, signed by the Mayor, pay to the Issuer such .z excess moneys remaining in said account, for the Issuer to use for any lawful purpose, provided that, prior to any such payment, the Escrow Holder shall have also received' a verification report prepared by a nationally, recognized firm of independent certified B-3 u r K public accountants verifying the Escrow requirement and that such moneys to be paid to the issuer are -in excess of the Escrow requirement. (b) Fees. = nses..and ~ndemnty. (i) In consideration of the services rendered by the Escrow. Holder under this Agreement, the Issuer upon the execution 1hereof has paid to the Escrow Holder a fee of $ _:. - . for all services and ordinary expenses to be incurred as .Escrow Bolder in connection with such services. The term "ordinary expenses" means expenses of holding, investing and disbursing the Escrow Account as provided herein. (ii) The Issuer shall also reimburse the Escrow Holder for any extraordinary expenses incurred by it in connection herewith. The term "extraordinary expenses" includes (a) expenses arising out of the assertion f of any third party to any interest in the Escrow Account or any challenge to the validity hereof, including reasonable attorneys' fees, (b) expenses relating to any substitution under Section 8 hereof, and (c) expenses (other than ordinary expenses) not occasioned by the Escrow Holder's misconduct or negligence. (iii) The fees and expenses payable by the Issuer under this section shall not be paid from the Escrow Account, but shall be paid by the Issuer from its general funds. The Escrow Bolder shall have no lien for the payment of its fees or expenses or otherwise for its benefit on the Escrow Account and hereby waives any rights of set off against the Escrow Account which it may lawfully have or acquire. Section 6. Notice of Advance Refunding. Within 30 days after the issuance of the Bonds, the Escrow Holder shall give or cause to be given notice of the advance refunding of the Refunded Obligations. Such notice shall be sent by first class mail, -postage, prepaid, to each owner of Refunded Obligations at the address of such owner shown on the registration books maintained by the Paying Agent for the Refunded Obligations. Section 7. No -Redemption or Acceleration of Maw. The Issuer will not accelerate the maturity of any Refunded Obligations maturing September 1, 1992. Section 8. Reinvestment. Except as provided in Section 4 of this -Agreement and in this Section, the Escrow Holder shall have no power or duty , to invest any funds,. held under this Agreement or to sell, transfer or otherwise dispose of or make substitutions for any Federal Securities held hereunder. At the written request of the Issuer and upon compliance with the conditions stated in this Section, the Escrow Holder shall sell, transfer, or otherwise dispose, of or request the B-4 y; redemption of any of the Federal Securities acquired hereunder and shall purchase either Refunded obligations (which shall be immediately canceled by the paying agent for the Refunded Obligations) or other Federal Securities to be substituted for such Federal Securities disposed of or redeemed, a The issuer will not request the Escrow molder to exercise any of the powers described in the preceding sentence in any manner which will cause the 13onds to be "arbitrage bonds". within the meaning of Section 148 of the Internal Revenue Code of 1986, as amended, and the applicable regulations proposed or promulgated thereunder. 1 The Escrow may, at the written direction of the Issuer, substitute other ecunties noncallable Federal Secu .. ("Substitute . ' ) in lieu of the Federal Securities Securities (Substitute Federal Securities") then on deposit in the Escrow Account provided that, prior to any such substitution, the Escrow Holder and the Issuer shall have received: (a) New debt service and cash flow schedules showing (i) the dates and amounts of all principal and interest payments thereafter to become due on the Refunded Obligations, (ii) the cash and Federal Securities to be on deposit in the Escrow Account upon making such substitution, (iii) the dates and amounts of maturing principal and interest to be received by the Escrow Holder from such Federal Securities, and (iv) that the cash on hand in the Escrow Account plus cash to be derived from the maturing principal and interest of such Federal Securities shall be sufficient to pay when due all remaining debt service payments. on the Refunded Obligations (the most recent debt: service and cash flow schedules shall be considered to be the. applicable "Debt Service and Cash. Flow. Schedules"); (b) A new verification report prepared by a nationally recognized firm of independent certified public accountants verifying the accuracy of the new Debt Service and Cash Flow. Schedules (the most recent verification report shall be considered to be the applicable "Verification Report" for purposes hereof); and (c) An opinion of nationally recognized bond counsel that such substitution is permissible hereunder, that (based on said new Debt Service and Cash Flow Schedules and new Verification Report as to sufficiency) the substitution will not adversely affect the defeasance of the Refunded Obligations. Section 9. Indemnity. Whether or not any action or transaction authorized or contemplated hereby shall be undertaken or consummated, the Issuer hereby agrees to -the extent allowed by Florida law to, indemnify, protect, save and keep harmless the Escrow .Holder and its respective successors, agents. and .servants, from and against any, and all. liabilities, obligations, losses, damages, penalties, claims, actions, suits, costs, expenses and disbursements (including reasonable legal fees and attorneys' disbursements and expenses) of whatsoever kind and nature which maybe imposed on, incurred by or asserted against the Escrow Holder at any time, whether or not the same may be indemnified against by the Issuer or any other Person under any other agreement or instrument, by reason of or arising out of the execution and B-5 .t, 91- 886 r. 4 F li t delivery of this Agreement, the establishment of the Escrow Account, the acceptance by the Ek-row Holder of the funds herein described, the purchase, retention or disposition of the Federal Securities or the proceeds thereof, or any payment, transfer or other application of funds or securities by the Escrow Folder in accordance with the provisions of this Agreement; provided, however, that the Issuer shall not be required to indemnify the Escrow Holder for any expense, loss, costs, disbursements, damages or liability resulting from its own negligence or misconduct. The indemnities contained in this Section shall survive the termination of this Agreement. Nothing in this Section contained shall give rise to any liability on the part of the Issuer in favor of any Person other than the Escrow Bolder. Section 10. REgMsibil_ida of _Escrow_ Holder. The Escrow Holder and its respective successors, agents and servants shall not be held to any personal liability whatsoever, in tort, contract or otherwise, by reason of the establishment of the Escrow Account, the acceptance and disposition of the various moneys and funds described herein, the purchase, retention or disposition of the Federal Securities or the proceeds thereof, or any payment, transfer or other application of funds or securities by the Escrow Holder in accordance with the provisions of this Agreement or by reason of any non -negligent act, omission or error of the Escrow Holder made in good faith in the conduct of its duties. The Escrow Holder shall, however, be liable to the Issuer and to holders of the Refunded Obligations to the extent of their respective damages for negligent or willful acts, omissions or errors of the Escrow Holder which violate. or fail to comply with the terms of this Agreement. The duties and obligations of the Escrow Holder shall, be determined by the express provisions of this Agreement. The Escrow Holder may consult with counsel, who may or may not be counsel to the Issuer, and be entitled to receive from the Issuer reimbursement of the reasonable fees and expenses of such counsel, and in reliance upon the opinion of such counsel have full and complete authorization and protection in respect of any action taken, suffered or omitted by it in good faith in accordance therewith. Whenever the Escrow Holder shall deem it necessary or desirable that a matter be proved or established prior to taking, suffering or omitting any action under this Agreement, such matter may be deemed to be conclusively established by a certificate signed by an 1 authorized officer of the Issuer. Section 11. Resignation of Escrow Molder. The Escrow Holder may resignand thereby become discharged from the duties and obligations hereby created, by notice in writing given to the Issuer and published once in a newspaper of general circulation published in the territorial limits of the Issuer, . and in a daily newspaper of general circulation or a financial journal published in the Borough of Manhattan, City and State of New York, not less I than sixty (60) days before such resignation shall take effect. Such resignation shall take effect immediately upon the appointment of a new Escrow Holder hereunder, if such new Escrow Holder shall be appointed before the time limited by such notice and shall then accept the duties and obligations' of the Escrow Holder hereunder. B-6 91- 886 <6 Section 12. k emotia1 _. oMse nw._ f older. (a) The Escrow Holder may be removed at any time by an instrument or concurrent instruments in writing, executed by the owners of not less than fifty-one per oentum (51%) in aggregate principal amount of the Refunded Obligations then outstanding, such instrument or instruments to be filed with the Issuer, and notice published once in a newspaper of general circulation published in the territorial limits of the Issuer,; and in a daily financial journal published in the Borough of Manhattan, City and State of New. York, not less than suety (60) days 'before such removal is to take effect as stated in said instrument or instruments. A photographic copy of any instrument filed with the Issuer under the provisions of this paragraph shall be delivered by the Issuer to the Escrow Holder. (b) The Escrow Holder may also be removed at any time by any court of competent jurisdiction upon the application of the Issuer or the owners of not less than. five, per centum (5 fib) in aggregate principal amount of the Refunded Obligations then outstanding for any breach of trust or for acting or proceeding in violation of, or for failing to act or proceed in accordance with, anyprovision of this Agreement with respect to the duties or obligations of the Escrow Holder. Section 13. Successor Escrow .Holder. (a) If at any time hereafter the Escrow Holder shall resign, be removed, be dissolved or otherwise become incapable of acting, or shall be taken over by any governmental official, 'agency, department or board, the position of Escrow. Holder shall thereupon become vacant. If the position of Escrow Holder shall become vacant for any of the foregoing reasons or for any other reason, the Issuer shall appoint a successor Escrow Holder to fill such vacancy. The Issuer shall publish notice of any such appointment once in each week for four (4) successive weeks in a newspaper of general circulation published in the territorial limits of the Issuer and in a daily financial journal published in the Borough of Manhattan, City and State of New York. (b) At any time within one year after such vacancy shall have occurred, the owners of not less than fifty-one per centum (51 %) in aggregate principal amount of Refunded Obligations then outstanding, by an instrument or concurrent instruments in writing, executed by such owners and filed with the Governing Body of the Issuer, may appoint a successor Escrow Holder, which shall supersede any successor Escrow Holder theretofore appointed by the Issuer. Photographic copies of each such instrument shall be promptly delivered by the Issuer to the predecessor Escrow Holder to the Escrow Holder so appointed by such owners. (c) If no appointment of a successor Escrow Holder shall be made pursuant to the foregoing provisions of this Section, the owner of any Refunded Obligations then outstanding, or the retiring Escrow Holder may apply to any court of competent jurisdiction to appoint a successor Escrow Holder. Such court may thereupon, after such notice, if any, as such court may deem proper and prescribe, appoint a successor Escrow Holder. B-7 91- 886 Y ; r; � ------------- ty (d) 'Every successor 'Escrow Holder appointed hereunder shall execute, acknowledge and deliver to its predecessor and also to the Issuer an instrument in writing accepting such appointment hereunder, and thereupon such successor Escrow Holder, without = any further act, snail become full vested with all of the duties and obligations of its predecessor = under, this Agreement. _�anr_Rncrow_tolde_r. 'Every pred Section 14, ecessor'Escrow Holder im shall deliver to its successor and also to the issuer an accounting of all rnoyneys-and securities held by it under this Agreement, and shall deliver to its successor all such moneys and securities ree held by it as Escrow Holder hereunder. is v Section 15. 1=. This Agreement shall commence upon its execution and pi delivery and shall terminate when the Refunded Obligations and the interest thereon shall have been paid and discharged in accordance with the proceedings authorizing the Refunded 4 Obligations and all excess moneys have been paid to the Issuer. E Section 16. SMkM1y. If any of the covenants, agreements or provisions of this Agreement on the part of the Issuer or the Escrow Holder to be performed should be determined by a court of competent jurisdiction to be contrary to law, such covenant, agreement A or provision shall be null and void, shall be deemed separable from the remaining covenants, in no way affect the validity of.`the agreements and provisions of this Agreement and shall s ' remaining covenants, agreements or provisions of this Agreement. Section 17. rounterva_rts. This . Agreement may be executed in several counterparts, all or any of which shall be regarded for all purposes as the original and shall constitute and be but one and the same instrument. - 1. t• 7'AVAL, Simon 18. i ' _ 8f the state of P1or1da� , `h1� A $ efy"1 iit shall Cots trued mder the ZaW IN Wrrms nOEi `WIM, the Ito have ca+u this Aernent to b euted hy'their duly, author,d officers And their f day of s t� - i� i �e hereu mo wed an attest � a� � Crry OF MIAMI, VLOi A Cs� By j Mayor _ OWS VRANTRUST COMPAN .. as Escrow Holder CSEAL] By Title: ATTEST.- Ti cmrsiuxsyn®w1li14s1 1 rrtieuaIDu B-9 4 a i$ �+idi�,•k�' y EMI D TO BOND knottmox - - NON -AD VALOnM PEVENM eNitMijOr Neh•id velererrt Revenues 1' 1t►N6h id vil6tern bebi SErvide 'ti 64,907i246 4,067i000 3i531 73i/V�1i6y{ij�yw�� ' Str#2r '1991 ttelWitdisyg bende t it. Max.) 4.067,00o 61`6ul Nbt giiioktl ^ . 119itfiited Wbt serviee CovePige 5r1.3 90 5.4� i(at i 5i�3liit>dfi " 13.11x CITY OF MIAMI, FLORIDA 111aJor Non -Ad Valorem Revenues by Sources u. u FYEIj) FYEtyt ,F19901Q21 , •. ;;rate Revenue'' #alf Cent 5a1es Tax 3,234,762 3,234,7b0 3.234.760 - Guaranteed Entitlement i6,490,000 5, 720,000 15,332,024 16,490,000 Local Option Cas tAX 4,840,000 5.200,000 5,720,000 i > eve`tage Licenses 4:692,583 4,840,000 8 ►b- Cent cigarette Taxes 260,000 275.392260,000 2�' 0 ± Other intergovernmental 520.000 457,705 520,000 .;. 980,000 980,000 980,000 , rjr. ' Florida Bower and light ' 12 430,000 ".: Fh�nchise "Cable 170.000 13,178,S74 13,441,560 Franchise 410,000 550,000" 176'm 650,000 410.000 Fnes and Forfeits: Metro -Dade County Court and t Forfeiture Funds s "< 3,030,000 3.150,000 - 3,150,000 s Public Works 6'372.606 6.372.606 ;Y Inspection Fees-: Emergency Medical 2;'184,880 2.184,880 6,372,606 , 21184.880 Other 1,116,375 3,935' 7I' 1.116,375 '; .: 1116,375 3,935.371 3935.371 F}M (lc�cr+¢aattonal lJctensa; - � � �' f r Clty Co�r►ty T6W/Other 4.230,000 4,200.000 :..,... a 230,000 > 860,000 35 9:000 ;$60,000 . Y �J 4 103.254 4,103.254Odr 4 IQ�3.�54 ,. 0) MAUSFYEYl1I� �g J p TO MONO 99SOLUTION y y7, ```y'''"""��`/ir,�p�', ny �(yy yy�•yy��y�y{. �`y'.yv� /y�� y{y��yy� �IU Y.VOCI'iLLii.._ ii T191 ...V/�_a.CRED-1 d' 6`cvran.. Trustotnpany - Gentlemen: Bffectiv6 immediately and expiring on November 2, 1995 {or such -'earlier date as specified herein), you, as paying t Agentunder the 'Paying Agent and k6gistrar Agreement, dated as Of , 1991, the "Agreement") between you and City of Miami, Florida (the "Issuer"),., as from time to' time amended and supplemented, in connection with. $50000000 in aggregate 'principal amount of City of Miami, Florida' Refunding Revenue Bonds, series'1991 (the "Bonds") are being issued, are hereby irrevocably authorized to draw, on behalf of -the holders from time to time of the Bonds, on SunBank/Miami, National Associati'on'' (the "Bank")`, Irrevocable Letter of Credit No: s SB for the account of the issuer, available by your drafts at sight upon the terms and conditions s hereinafter set' forth, an initial aggregate amount not - exceeding5, , , subject to adjustment and r i' statement `as provided` below (the "Stated Amount" ), of ' which Stated Amount (A) an amount not exceeding' $5 000,000 (the a "Principal Portion") may be drawn upon with respect to payment of ..the unpaid principal amount of the Bonds; and `(B) an amount not exceeding 180'days`� interest on the unpaid principal amount of the Bonds as such' principal shall be reduced from time t"o tme,';computed, upon the interest rates and 'principal amounts set ,forth _ in =the `Bonds 'and initially '$ (as- such amount may, r be , reduced . f rom time to time- In, accordance' with the = provisions hereof, the "Interest' Portion") may be` drawn upon ' �ritli respect 'to payment of. up' to 180 days' acdrued interest' .on he "The ;Stated Amount shall be automatically adjusted, .Bonds. frold "time'to, time" as provided herein. Funds under this Letter of Credit` are .available to you against your sight draft(s) drawn on us and (A), if the drawing = is being,made,with respect to' the payment of principal o_f the Hondathen due and owing, receipt by 'of':your written :us certficate signed, by your duly.,,Authorized Officer` and appropriately' completed" in., the. form of:,'Ezhibit "A" hereto, a''d _. the'. drawing 'is' made with respect to payment o interest - on, the " Bonds then .due and owing, -receipt- by us of your written certificate, signed, ;by your duly Authorized Officer,. and appropriately .. completed in " °the ,`form ,'.of ,Exhibit "8" hereto. grafts with respect` to any . drawing , gust be. ` presented at our x.a office specified ` below. Draf is drawn -under thus Letter Iof Credit must be duly `executed, :and regular on their face..an t ` , t - bear the Association Presentation of such draft(s) and certificate(s)shall be made at gunSank/Miami, national Association, 777 brckell Avenue, Miami, Florida 23121, Attention: Letter of Credit Department, or at any other office in Florida that we may dehignate by written notice deliveredto you. We hereagree that each draft presented in compliance with the terms of this Letter of Credit will be duly honored by us upon the delivery of the certificate as specified, appropriately completed and presented as specified on or before the expiration date hereof. if the presentation with respect to payment is made by you hereunder before 12:00 noon, Florida time, on a business Day'and provided that the documents so presented conform to the terms and conditions hereof, payment will be made to you, or to your designee, in the amount specified, in immediately available funds, not later than 12:00 noon, Florida time, on the next following Business Day, or such later Business Day as you may specify. If requested by you, payment under this Letter of Credit may be made by deposit of immediately available funds into a designated account that you maintain with us. Payments made under this Letter of Credit shall be made solely from the Bank's own funds and not from any other Y source. - Drawings in respect of payments hereunder honored by us shall not, in the aggregate, exceed the Stated Amount, as the Stated Amount may have been reinstated by us. Each drawing upon the Principal Portion or the Interest Portion honored by us hereunder shall gro Canto reduce the amount of the Principal Portion, or the Interest Portion available under this 'Letter of Credit by the `amount of the drawings) + Effective4 on the 10th Business Day 'following the honoring of a drawing hereunder with xespeat• to the. Interest Portion, the Interest Portion of this Letter of Credit will be reinstated to the full amount of the Interest Portion of the Stated 'Amount that 'is 'available' to,' -be drawn hereunder from time to time (after giving effect to any Principal Portion reduction);' provided,' however,: that the Interest Portion of this Letter of Credit shall not be reinstated if -(1) we have not been reimbursed by the Issuer for such'drawing.; or a previous or subsequent drawing in respect of the: Interest Portion, and you shall have received notice :by telephone or telefaze prior to the 10th Business Day following the day' on which- such drawing 'was made, and 'subsequently 'not confirmed in writing,- that the Interest Portion will `be so reinstated, or (ii)-if we have notified you that an Event -of Default under the Reimbursement Agreement, dated , 1991, between the Issuer and us (the "Reimbursement Agreement") shall have occurred. Only you, in your capacity as Paying Agent,, may'make',a_ draw under this Letter of Credit. The term "Paying Agent" shall include any successor Paying Agent appointed in -2- t. 91— 8 8" November z, 1996, (ii) our. receipt of a certificate signed .by your duly Authorized Officer, appropriately- completed, in the form of Exhibit "C" hereto, (iii) full payment of all amounts available to be drawn hereunder, and (iv) our close of business on the 10th Business Day following your receipt of notice that an Event of Default under and as defined in the Reimbursement Agreement has occurred and requesting you to draw -.hereunder, this Letter of Credit shall automatically terminate and you shall thereupon forthwith deliver it to us for cancellation. Except for Article 45 thereof, this Letter of Credit is subject to the Uniform Customs and Practice for Documentary Credits (1983 Revision), International Chamber of Commerce, Publication No. 400 (the "UCP"). This Letter of Credit shall be deemed to be made under the laws of the State of Florida and shall, as to matters not governed by the UCP, be governed by and construed in accordance with the laws of the State of Florida. Notwithstanding anything in Article 54 of the UCP to. the contrary, this Letter of Credit is transferable in its entirety (but not in part) to a successor Paying Agent under the Agreement upon presentation to us of this Letter of Credit accompanied by the transfer form attached hereto as Exhibit "D" designating a successor Paying Agent as specified therein. All documents presented to us in connection with any demandforpayment hereunder, as well as all notices and other communication to us in respect of this Letter of Credit, shall be in writing and addressed and presented to us at our above address (or such other address as we may, from time to time, f' notify -you of in writing) and shall make specific reference to this Letter of Credit by number. Such documents, notices and other communications shall be personally delivered to us, or '. may be sent to us by United States certified mail, return receipt requested, verifiable telegram or tested telex to the following number: Answerback: Attention: Letter of Credit Department. As used herein, (a) "Business Day" shall mean a day of the year on which banks located in Miami, Florida and banks located in Atlanta, Georgia are not required or authorized by "' �x --3 - 5`N }fir i 'v jk i late to remain dosed and en which. the New York Stock Exchange �b '" shall mean any "Authorized Officer is not dlnsed; and of your vice president signing a: ur s, assistant e�iee person presidents, trust Officers or assistant trust Officers. This. Letter of Credit sets forth in full our shall not in any wad be' undertaking# and such undertaking atc difiec a ended# amplified or limited by ref erence to ,any her+ain , d+ eua► nt, fnstru�aent or agreement referred . to limitation, 1�dnds) eXept only ": �hibits the - =xn lading, without A through "1 " and the sight draft(s), and and such reference :..any - ahall not. be deemed to incorporate herein by reference forth above. document# instrument or agreement except as set Vety truly yours, SUNBANK/MIAMI, NATIONAL ASSOCIATION gy; ' Its: 461$k 4 �i t tq E '�•: C2RTxJ!ICATB...:P0I "A". _DRAWING The undersigned, a duly Authorised Officer of C. S/Sovran Trust Cottpany as Paying Agent (the "Paying Agana" ). hereby' certifies to Sunbank/Miami, National Association the "Bank") with reference to irrevocable Letter of Credit Rio:. SB issued by the Bank in favor of the Paying Agent (the "Letter of Credit," any capitalised tern used but not defined herein shall be used herein as defined in the Letter of Credit) that! �. The Paying Agent is the Paying Agent under the h h ld f th B d Agreement forte o ers o e on s. 2. The Paying Agent is making a drawing with respect to the. Principal Portion of the Letter of Credit in the amount of to be used for the payment of principal on the Bonds. 3. The. amount of principal of the Bonds which is due and payable does not exceed the Principal Portion of the Stated Amount available on the date hereof to be drawn. 4. This drawing does not exceed the Principal Portion. 5. This drawing was computed in accordance with: the _terms and conditionsof the Bonds and the Agreement. 6. Upon receipt by the Paying Agent of the amount demanded hereby, :.:(a) the -Paying. Agent will apply, the same ; directly.to the payment of the. amount, of:.,principal owing on the Bonds pursuant to the Agreement, (b) no portion of said amount. shall be applied by -,the Paying•Agent=for any other purpose, ,and (c) no, portion of .said amount shall,.. be commingled :with: other.. funds held by:the.Paying Agent. IN WITNESS WHEREOF, • the ;Paying Agent.; has executed and delivered this certificate: as of the day of , 19 -, C & , S/SOVRAN .TRUST COMPANY `J 1 By • 4621k Title: rt k Z �I .. .. +: 'Iill�lJi.. y ��yi•�'1_Xi 4\ �J" I`u Y•\�1' Nei 'i� _ - r�e�+itirri�F �Mi'�f�T rog "$" 1�pj INC 'l f� R 1 1 W- The undersigned, a duly Authorised officer of C (the "paying agent") + /Sovran gustr�ar�y 8s raying Agent Sungank/Ntiarai National Association the hereby certifies to to Irrevocable Letter of Creditor` "Bank"� with reference issttedbythe Sank in favor of the Paying Bg used but Agent "Letter of Credit, any oapitalixed term herein as defined in the r: _ not defined herain shall be used Letter of Credit) that: The Paying. , Agent is the paying Agent under the 1, Agreement for the holders of the Bonds. a 2,:. The Paying Agent is making a drawing with 'respeet to Credit in the, amount Of the Interest portion of the Letter of to be used for the payment of interest on tl a the Bonds. a g. The amount of interest on the Bonds which is due and and such amount does not exceed payable is the -Interest Portion of the Stated Amount avai able on the date hereof to be drawn. 4. This drawing does not exceed the amount available on Interest.the Portion ton the - date hereof to be drawn under _ payment of accrued of Credit in respect to Letter the Bonds on or prior to their stated maturity date. 5. This drawing was computed in accordance with the terms and 'conditions .of the Bonds and the Agreement. 6, Upon receipt by the Paying Agent of the amount the Paying- Agent will apply the same demanded hereby, (a)_ directly to the payment of the amount of interest "owing on the Bonds pursuant to the Agreement, (b) n' anrtion otherf said purpose,noun be applied the Paying Agent forY and shall -by (c) no' portion of said amount shall be commingled with other, funds held by the Baying Agent. - IN WITNESS WHEREOF, the Paying Agent has executed and. delivered this certificate as of the day of 19 n C & S/SOVRAN TRUST _COMPANY By; 4622k Title: y Y I ��Tkkl t 3 AaltVIM This IttimatmatIMT AGRB NET ("this Agrseftnt") , dated ` C'1 ITY es o Deoemsir ..., r . 19g1, b snd bet�aean 3d 8 oa (the li idal subdiVisi�on of the Mate o B'Lb121i�A� wlssuer") and BANIUMIAM10 NATIONAL AMOCiATIbN, a``nati'r�na1` Bank") - banking assoeiation (the "Credit Bank"). 1 . The issuer proposes to issue its $St000,000 aggiegate ` `of Miami, Florida Refunding Revenue ' principal amount City of 1991 (the "aonds") pursuant to Resolution Bonds, Series No. of the Issuer, adopted as of 1991 (the "Resolution"). pursuant:to the terms of a Paying Agent and Registrar II. - 1991,, (the Agrenendated as of , "Paying Agent Agreement") between the Issuer and C & S/So�rran ' the Paying Agent has Trust Company (the' "Paying Agent"), duties with respect to collecting and distributing to on the certain holders of the Bonds principal and interest payments Bonds. III. The Issuer has requested the' Credit Bank to issue its in the,form of. Annex A hereto (the irrevocable letter. of credit "Letter'of Credit"). IV' The Issuer and the Credit Bank` desire to specify the is6uancet of the Lee' of conditions -'to the Credit Bank's Credit and the reimbursement obligations of the Issuer with respect ` to it* AGREEMENTS- NOW, THEREFORE;. in considerat'ion•of the premises and Credit Bank to' issue =the Letter `of in 'order to induce the Credit;`'the-Issuer and the Credit Bank hereby 'agree as follows:ry �1• geimbursemen an'd Other"pavments (a) 8 a,m ursement. The Issuer hereby agrees "to pay to the Credit Bank: (i) immediately after any payment is made under the." "A Drawing" to pay Letter of Credit pursuant to any principal of the Bonds, an amount equal to such amount so paid under the Letter of Credit; (ii) immediately after any payment is made.under the setter of Credit pursuant to any "B Drawing" to pay interest on the Bands, an amount equal to such amount so paid under the Letter of Credit; (iii) on demand, interest on any and all amounts required to be paid hereunder, except to the extent prohibited by applicable law, from and including the due date thereof until paid (after as well as before Judgment), at a rate of interest per annum equal to the Prime irate, provided that no interest shall accrue on the amount of any payment made on the due dato therefor; (iy) on the day of each drawing under the Letter of Credit, a sum equal to such amount as shall be necessary to cover the cost of transferring funds and other costs and expenses of the Credit Bank, if any, incurred in connection with such drawing; z (v) on demand, any and all reasonable charges and expenses incurred by the Credit Bank including reasonable fees and costs of the Credit Bank's counsel in enforcing any rights under this Agreement following the occurrence of an Event of Default. (b) fees. The Issuer shall pay to the Credit Bank a letter of credit fee for each 12-month period (or portion thereof) this Letter of Credit is in effect. Such fee shall be computed for each such 12-month period at the rate of .50% per annum based on the Stated Amount of the Letter of Credit_ (i.e.., the Stated Amount assuming the full reinstatement of all amounts. eligible for reinstatement thereunder) as of the first day of such period. The fee for each 12-month period shall be paid in fourequalquarterly installments on the, first day of' such period (which, in the case of the first such period, shall be theDateof Issuance) and every three months thereafter. If 'of the Letter of Credit terminates before the end a 12-month period, thefeefor that period shall be appropriately,prorated. (c) Payments in Respect of Increased Costs. If any change in any law, executive order or regulation or in any request or directive of any administrative or governmental authority; (whether or not having the force of law) or in the interpretation of any of the foregoing by any court or administrative or governmental authority charged with the administration thereof shall either (i) impose, modify or.deem applicable any reserve, special depositor similar requirement against letters of credit issued by the Credit Bank or'(ii) 91 s ; -2- Y tj a impose on the Credit Bank any other condition regarding this Agreement or the Letter of Credit, and the result of any event referred to in clause (i) or (ii) above shall be to increase the cost to the CreditBank of issuing or Maintaining the Letter of Credit or reduce its return on equity maintained in respect thereof, then the issuer hereby agrees to pay to the Credit Bank, from time to time as specified by the Credit Sank, additional amounts which shall be sufficient to compensate the Credit Bank for such increased costs or reduced return. The Credit Bank's determination of the amount of such costs, as reflected in a certificate of the Credit Bank claiming compensation under this subsection shall be provided to the Issuer not less than thirty (30) days prior to the date such compensation shall become due, and, if done in good faith and if such allocation is made on an equitable basis, shall, in the absence of manifest error, be conclusive. (d) Capital Adequacy. If, after the date of this Agreement, the Credit Bank or its parent company (the "Parent") shall have determined that the adoption or implementation of any applicable law, rule or regulation regarding capital _ adequacy, or any change therein, or any change in, the interpretation or administration thereof by any governmental authority, central bank or comparable agency charged with the interpretation or administration thereof, or compliance by the Credit Bank or the Parent with any request or directive regarding capital adequacy (whether or not having the force of — law) of any such authority, central bank or comparable agency, has or would have the effect of reducing the rate of return on the Credit Bank's or the Parent's capital as a consequence of its obligations hereunder to a level below that which the Credit Bank or the Parent could have achieved but for such adoption, change or compliance (taking into consideration such Person's policies with respect to capital adequacy) by an amount deemed by such Person to be material, then from time to time, the Issuer shall pay such Person such additional' amount or amounts as will compensate such Person for such reduction. A certificate of the Credit Bank or the Parent claiming compensation under this subsection and setting forth the additional amount or amounts to be paid to it hereunder shall be conclusive absent manifest error. In determining any amount to be paid pursuant to this §1(d) or the preceding §1(c); the Credit Bank and the Parent may use any reasonable averaging and attribution methods. (e) Calculation_ of Interest: Payments. All calculations of interest and fees hereunder shall- be made `on the basis of actual days elapsed in a year consisting of'360 days. All payments by the Issuer to the Credit Bank hereunder shall be made in lawfulcurrencyof the United States and in immediately available funds at the Credit Bank's office at 777 Brickell Avenue, `Miami* 'Florida 33131, Attention: with specific reference to the Letter of Credit, or otherwise as may be directed by the Credit Bank by notice to the Issuer. ,r ' 4t F = (f) Limited. _Necourse. No recourse shall be had for f the enforcement of any obligation, covenant, promise or agreement of the Issuer contained in this Agreement for any claim based hereon or otherwise, in respect hereof, against any member,, officer or employee, as such, past, present or future, of the Issuerr, either directly or through the Issuer or any v successor entity, whether by virtue of any constitutional provision, statute or rule of law, or by the enforcement of any assignment or penalty or otherwise. Notwithstanding anything else herein to the contrary, any amounts payable under this Agreement by the Issuer are limited obligations of the Issuer, 1 payable solely from non -ad valorem revenues of the Issuer. z. Agreement. of Credit Bank: Conditions_ Precedent to Issuance of Letter of Credit. a (a) Agreement of Credit Bank. Subject to the terms and conditions of this Agreement, the Credit Bank agrees to issue the Letter of Credit in substantially the form attached hereto as Annex A, and in the initial stated amount of $5,._ subject to automatic adjustment as provided herein (the { "Stated Amount"), and with a termination date of November 2, '= 1996. (b) Conditions Precedent to Issuance of the Letter of Credit. The Credit Bank's obligation to issue the Letter of Credit is subject to the conditions precedent that: (i) The Credit Bank must have received before the Letter of Credit is issued the following, all in form and substance satisfactory to the Credit Bank and its counsel: (A) a certified copy of the Resolution, duly adopted by the Issuer, approving its issuance of the Bonds and its execution and delivery of this Agreement; (B) a favorable opinion, dated the Date of Issuance, of , counsel for the Issuer, with respect to the enforceability against the Issuer of this Agreement and with respect to such further matters as the Credit Bank may request;, (C) payment of all fees and expenses of the Credit Bank '(including fees and expenses of its counsel) required to be paid on or prior to the Date of Issuance: and (D) such other documents, instruments, approvals (and, if requested by the Credit Bank, certified duplicates of executed copies thereof) and opinions as the. Credit Bank or its counsel may reasonably request. (ii) The following statements shall be true and correct on the Date of Issuance and the Credit Bank shall have received certificates of the Issuer signed by its datedthe Date of Issuance, stating that: -4 - } 91- 886 !L: r (A) the Issuer shall have fully authorised the execution, -delivery and performance of this Agreementt (B) all conditions precedent to the issuance of the Bonds shall have occurred; and (C) the Issuer shall have duly executed# issued and delivered the Bonds to the initial purchasers and shall have received and applied the proceeds thereof as required by the Resolution. (iv)_ The issuance of the Letter of Credit shall not subject the Credit Bank to any penalty or special tag and shall not be.prohibited by any law, 'governmental order or regulation, andallnecessary consents, approvals and authorizations of any governmental or administrative agency or any other Person to or of, any of thetransactionscontemplated hereby shall have been obtained and shall be in full force and effect. §3. Obligations Absolute. Except to the extent prohibited by applicable law that cannot be waived, and subject to §l(f), the obligations of the Issuerunderthis Agreement shall be absolute, 'unconditional and irrevocable, and shall be paid strictly in accordance with the :terms of this Agreement, under all circumstances whatsoever,- including withoutlimitation the existence of any claim, set-off, defense or, other right that the, Issuer may have at any time against the Paying :Agent, any = beneficiary or any transferee of the Letter of Credit (or any Person for whom -the Paying Agent, any such beneficiary or any such. transferee may be acting), the Credit, Bank or, anyother,. Person, 1whether in connection' with this Agreement` or :,any - related -or unrelated transaction. - §4. Security -Interest. As security for the obligations of the Issuer hereunder for fees, commissions,. =_ reimbursment or. otherwise),- the Issuer hereby grants ..to- the Credit Bank a security interest in all the Pledged Funds (including but not :limited to the Debt Service Fund-,' the = Reserve Fund and the Letter of Credit:. Fund but 'excluding the Rebate -Fund), and any and all certificates and`'instrument-s now or;- hereafter representing or = evidencing ` any, Pledged- .Funds, and the proceeds,of any and all of the foregoing. The 'Credit Bank hereby:: acknowledges -and, agrees that this;security interest is - and shall be junior and subordinate to the security interest in. - the Pledged Funds in favor of the Bondholders. -5- t `s sgeoresentatiofts__.and:.-_Mar rant ies,._..-of.,_..the __.Issuer, The Issuer represents and warrants to the Credit Dank as follows: '- (a) Authorization.,._- No ..._._Conflict. The execution, <_ delivery and performance by the Issuer of this Agreement are within the Issuer's powers, have been duly authorised by all necessary action, and do not and will not (i) violate any v provision of any law, rule, regulation, order, writ, judgment, { injunction, decree, determination, resolution or award presently in effect having applicability to the Issuer or of the charter of the Issuer, including all amendments thereto, (ii) result in a breach of or constitute a default under any ; material indenture or loan or credit agreement or any other agreement, lease or instrument to which the Issuer is a party or by which it or its properties may be bound or affected, or — (iii), 'except as provided in or contemplated by this Agreement, result in or require the creation of any lien, security interest or other charge or encumbrance upon or with respect to any of the Issuer's properties. — (b) Approvals. No consent of any person and no authorization or approval or other action by, and no notice to or filing with, any governmental authority or regulatory body f is required for the valid and due execution, delivery and performance by the Issuer of this Agreement, other than such consents, authorizations, approvals or actions that have been obtained on or before the date hereof. The Issuer is in compliance with all of the terms and conditions of each such consent, authorization, approval or action. (c) Binding Obligations. This Agreement is a legal, valid and binding obligation of the Issuer, enforceable against the Issuer in .accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency,. reorganization, moratorium or other laws or equitable ` principles relating to or limiting creditors' rights generally. f; (d) Litigation. There is no action, suit or proceeding pending or, to the knowledge of the Issuer,' threatened against or affecting the Issuer or the properties of the Issuer before any court or governmental department, commission, board, bureau, agency or instrumentality that questions the validity of, or that could jeopardize the Issuer's ability to perform its obligations under, this 6 Agreement or any action taken or to be taken pursuant thereto. (e) No Defaults. The Issuer is not in violation of any statute or any other law or in default under any order, regulation or ruling of any court or other tribunal or governmental or administrative authority or agency, or any 6 material indenture, agreement, lease, instrument or other . undertaking to which the Issuer is a party or by which it or its property or assets may be bound or affected. - 6- 91 - 8$s 1 No.- Mat r.ia.i.-_ Restr# cti cna. The Issuer is not subject to any charter, Corporate or other legal restriction, or any contract, lease, resolution or other agreement, or any judgment, decree, order, law, rule or regulation that could be expected. to have an adverse effect on the Issuer's ability.to carry out its obligations under this Agreement. tgj, formation. No certificate, report or other paper furnished by the Issuer to the Credit hank or any other Person in connection with this Agreement contains as of its effective date any material misstatement of fact or fails.to state .a material fact or any fact necessary to make the statements contained therein not misleading in any material respect as of such date, and all of the information contained therein is true, accurate and complete in all material respects as of such date. §5. Affirmative _ Covenants _.of the, Issuer. The Issuer shall, unless the Credit Bank shall otherwise consent in writing, observe and perform the following covenants and agreements:, (a) Preservation of Legal Existence, etc.. The Issuer shall preserve and maintain its legal existence,, rights and privileges in the State of Florida. (b) Compliance with Laws, etc. The Issuer shall comply in all material respects with all applicable. laws, rules, regulations and orders of any governmental authority, noncompliance with which could affect the enforceability or binding effect of this Agreement or the transactions contemplated hereby. (c) Compliance with Related Documents. The Issuer shall, comply with each and every_ one of its respective covenants and agreements contained in the Resolution, the Paying Agent Agreement and related documents. (d) visitation Rights. At any reasonable time and from time to, time upon reasonable notice, the Issuer shall permit the Credit Bank or any agents or representatives of..the Credit Bank to examine and make copies of and abstracts from the records and books of account of, and visit the properties of, the Issuer and discuss the. general affairs of the Issuer with,its.officers and accountants. (e) Records and Accounts. The Issuer shall keep true and correct records and books of account in which entres'will be made in accordance with generally accepted accounting principles consistently applied. ; (f) Further Assurances. The Issuer shall execute and deliver to the Credit Bank such further.instruments,,provide it with such further data and information and take such further _7_ 91 886 action as the Credit Bank may reasonably request or as may be necessary further to effect the purposes of this Agreement. (g) H ti-CO. ,.ofr__DOLAUl_t. The Issuer shall give the Credit Bank immediate notice -of any Default or Event of Default undor this - Agreement nts_.:: - �f:. the. . IssuerThe Issuer . Sovenantsandtavrees ese g ollowst z (a) ` Dthert._Agreementa, The Issuer shall not enter into any agreement containing any provision that would be violated or breached by the existence of this Agreement or the performance of its obligations hereunder. (b) Amendment of Related Documents. The Issuer shall not amend or consent to any amendment of any of the Resolution, the Paying Agent Agreement, the Escrow Agreement or any, related documents. §8. Events of Default and Default Rate. The occurrence of any of the following events shall constitute an "Event of Default" hereunder (unless waived by the Credit Bank %in writing), whatever the reason for such event and whether it shall be voluntary or involuntary, or within or without the Control of the Issuer, or be effected by operation of law, or pursuant to any judgment or order of any court or any order`, rule: or regulation of any governmental or non -governmental body or otherwise: (a) any representation or warranty made by the Issuer in connection with this Agreement` or the Resolution shall prove to have been false or misleading in any material respect when made`, regardless of whether such representation or warranty was made only to the knowledge of the Issuer; or (b) the Issuer shall fail to pay when due any amount specified in §1, §12, §14 or §16; or (c) the Issuer shall fail to perform or observe any term, covenant or agreement contained or incorporated in §6 or §7; `,or ; (d) the Issuer shall fail to perform or observe any other covenant, term or agreement contained in this Agreement; and `such failure shall remain unremedied for 30 days after written notice thereof shall have been given to the Issuer by the.Credit Bank; or (e) there shall occur and then be -continuing an."Event of Default" as defined in the Bonds or the Resolution; or `(f) the Issuer shall make or take any action to make an assignment for the benefit of creditors, petition 1or:.take, any action to petition any tribunal for the appointment of a = w 91� Yb W. custodian, receiver or any trustee for itself, or a substantial Part of its Assets# or shall commence or take any action to commence any proceeding under any bankruptcy, reorganisation$ arrangement, readjustment of debt, dissolution, liquidation or debtor relief alW or statute of any jurisdiction, whether now or hereafter in effect including, without limitation,,, the United States bankruptcy Code; oir, if there shall have been - filed any sh such petition or application, or any such proceeding d i a ave Wall c eeot1mence aga nst it, in which 8n order f0r relief is entered; or the Issuer by any act or omission shall indicate its consent to, approval of or acquiescence in any such petition, application or proceeding or order for relief or the appointment of a custodian, receiver or any trustee for itself or any substantial part of its properties, as the case i may be, or shall suffer to exist any such custodianship, receivership or trusteeship; or i . (g) the Issuer shall fail to pay when due and payable, after giving effect to any applicable grace period; the principal of or interest on any indebtedness having an aggregate outstanding principal amount in excess of $1,000,000 or the maturity of any such indebtedness shall have been accelerated or been required to be prepaid prior to the stated maturity thereof or any event shall have occurred and be continuing that, with the passage of time or the giving of notice or both, would permit any holder or holders of such indebtedness, any trustee or agent acting on behalf of such holder or holders or any other Person so to accelerate such maturity; or (h) a judgment or order for the payment of money shall be entered against the Issuer by any court or a warrant of attachment or execution of similar process shall be issued or levied against property of the Issuer that in the aggregate exceeds $1,000*000 in value and such judgment, order, warrant or process shall continue undischarged or unstayed for 60 consecutive calendar days; or (i) any provision of this Agreement shall at any time for any reason cease to be valid and binding in accordance with its -termson the Issuer or shallbedeclared to be null and void, or the validity or enforceability thereof shall be contested by the Issuer or a proceeding shall be commenced by the Issuer seeking to establish the invalidity or unenforceability thereof, or the Issuer shall deny that it has s any further liability or obligation under this Agreement. sq. Rights and Remedies. (a) Defaults under 98 of this Agreement. Upon the 21 occurrence of an Event of Default hereunder, the Credit 'Bank, x in' its sole discretion, may proceedtoprotect and enforce its rights by suit in equity, action at law and/or other appropriate proceeding either for specific performance 'of any ,i 91— 8861- ar ,r co+shant, term or condition contained or assigned to the Credit tank in this Agreement or otherwise, in aid of the atercise of any -right or power granted in this Agreement or otherwise, the Credit bank may: (i) by Notice in writing to the Issuer, declare all or.any part of the Issuer's obligations to the Credit bank then outstanding to be forthwith due and.payabl6 and thereupon such unpaid balance or part thereof shall become so due and payable without presentation, f protest or further demand or notice of any kind, all of which are hereby expressly waived; (ii) furnish a written notice to the Issuer and the Paying Agent that an Event of Default exists hereunder and request that the paying. Agent immediately draw, 4` upon the Letter of Credit; and (iii) exerciseany other rights and remedies s available to it by law or under this Agreement or the Resolution. (b) Default Under Other Documents. The Credit Bank may, cure any Event of Default under the Resolution specified by = the Paying Agent; provided, however, that nothing contained herein shall obligate the Credit Bank to cure such an Event. of Default. §10. No Waiver: Remedies: Waiver of Events of Default. No failure on the part of the Credit Bank to exercise, and no delay - in exercising, any right shall operate as a waiver thereof; nor shall any single or partial exercise of any right preclude any other further exercise thereof or the exercise of any, other right. The remedies herein provided are cumulative and not exclusive of any, remedies -provided by law. The.Credit Hank may waive any Event of Default hereunder and its consequences and, in case of any such waiver, the Credit Bank and the Issuer shall be restored to their former positions and rights hereunder respectively, but no such waiver shall extend to or. _affect any, 'subsequent or other Event ;of Default, or impair any right consequent thereon. §11; Set —Off. Upon. the occurrence and during the continuance of any Event of Default, the Credit Bank, and each of' its'- branches and offices, is hereby authorized by the Issuer, at any time and from time to time, without notice to the Issuer (i) to set off against# and to appropriate and. -apply to the payment of the obligations of the Issuer hereunder (whether 'matured or unmatured, fixed or contingent ..4or liquidated or unliquidated), any and all amounts owing ,by the Credit Bank, or any such office or branch, to the Issuer (whether payable in dollars or any other'- currency,. whether matured or unmatured, and, in the case of deposits, whether, general or special, time or demand, and however evidenced), yy µ -lo- 91 _ 88 6 x 4 F (ii) pending any such action, to the extent necessary, to hold such amounts as collateral to secure such obligations and to return as unpaid for insufficient funds any and all checks and other items ;drawn against any deposits so held as the Credit Bank in its sole discretion may elect. The Issuer agrees, to the fullest extent it may effectively do so under applicable law, that any holder of any participation in the Letter of Credit may 6zercise rights of set-off and Counterclaim and other nights with respect to such participation as fully as if such holder of a participation were a direct creditor of the Issuer in the amount of such participation. §12. Indemnification. The Issuer hereby indemnifies and holds harmless the Credit Bank from and against any and all claims, damages, s losses, liabilities, costor expenses whatsoever that the Credit Bank may incur (or that may be claimed against the Credit Bank by any person or entity whatsoever) by reason of.or in connection with the execution and delivery or transfer of, or payment or failure to pay under, the Letter of Credit arising from actions taken or omitted to be taken by the Issuer, based upon (i) information furnished by the Issuer and alleged to have contained any + misstatements of a material fact or to have omitted to state a material fact so as to make such information, under. the circumstances, under which it was given, not misleading, and (ii) litigation by or among the Issuer, the Paying Agent or any bondholder to which the Credit Bank is made a party provided, that the Issuer shall not be required to indemnify the Credit Bank for any claims, damages, losses,. liabilities, costsi or j expenses caused by the willful misconduct or negligence of the Credit Bank. Nothing in this §12 is intended to limit the reimbursement obligation of the Issuer contained in §1., The Credit Bank agrees within ten days after the receipt by it of written notice of. the commencement of any action against it in respect of which indemnity may be sought from :the Issuer, on account of the indemnity agreement contained in this §12 to notify the Issuer in writing of the commencement thereof. In case any such action shall be brought against, the Credit Bank and the Credit Bank shall so notify the Issuer of -the commencement thereof, the Issuer shall be entitled to participate in (and, to the extent that it shall wish, to j direct) the defense thereof at its own. expense, but such defense shall .be conducted by counsel of recognized standing and reasonably satisfactory to the Credit Bank. §13. Continuing Obligation: Assignment. All covenants, agreements, representations and warranties made or incorporated herein and in certificates delivered pursuant hereto to the Credit Bank, notwithstanding, any investigation made by the Credit Bank or on its behalf, shall survive the execution and delivery to the Credit Bank hereof and thereof. This Agreement is a continuing obligation and shall (a) be binding upon the Issuer and its successors and assigns and (b) inure to the -11- 91- SH 1 914. pans a e# fetter of_ Credit. The Letter of Credit may be transferred in aCcordance with the provisions set forth trierein, upon payment to the Credit Bank of a transfer fee ih .. the amount of $10000, or such other amount as shall at the time of such transfer be the charge which the Credit Bank is staking for transfers of similar letters of credit. § Liabi i i tv of -Credit_ Bank. ( a) The Uniform Customs and l5. • Practice for Documentary Credits (1983 Revision), International Chamber of Commerce Publication No. 400 and any subsequent revisions thereof approved by the International Chamber of Commerce (the "Uniform Customs and practice"), shall be binding on the parties except to the extent provided in the Letter of Credit or otherwise from time to time agreed by - them in writing. The Credit Bank may accept documents that appear on - their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary. The Credit Bank may honor, as complying with the terms of the Letter of Creditandthis Agreement, any documents otherwise in order signed or issued by a successor Paying Agent - under the Paving Agent Agreement. Any action, inaction or omission on the part of the Credit Bank under or in connection with the Letter of Credit or related instruments or documents, if in good faith and in conformity with such laws, regulations or commercial or banking customs as the, Credit Bank may deem -to be applicable, shall be binding upon the Paying Agent and the Issuer, and shall not affect, impair or prevent the vesting of any of the, rights or powers of the Credit Bank hereunder.. Nothing in this §15(a) is intended or shall be construed to limit the reimbursement obligations of the Issuer contained in §1• M If the Issuer requests or consents in writing to any modification or extension of the Letter of Credit or waives failure of any draft,,, certificate or other document to comply with the terms of the Letter of Credit, the Credit Bank shall' be deemed to have relied and be entitled to rely on such request, consent or waiver with respect to any action taken:or omitted by the Credit Bank pursuant thereto, and such modification, extension or waiver shall be binding upon the Issuer. §16. ['nc:s. Expenses and Taxes. The Issuer agrees to pay, on demand all costs and expenses incurred by the Credit Bank, -,in connection with the negotiation, preparation, execution, delivery and administration of the Letter of Credit, this Agreement and any other documents that may be mdelivered ;in } - 1 Z - ' ✓ L rt ff f. c` +.i [' R connection therewith, including without limitation the reasonable fees `and out-of-pocket expenses of counsel the Credit bank with respect thereto and with respect to advising the Ctedit Rank an to its rights and responsibilities under the Letter of Credit or this Agreement and all costs and expenses, if any, in connection with the enforcement of this Agreement and such other:documents. in addition, the Issuer shall pay any and :all documentary stamp, intangible and other taxes and fees payable :or determined to be payable in connection with the execution, delivery, filing and recording of any of the Latter of Credit, this Agreement and such other documents or with respect --to the Letter of Credit and agrees to save the Credit Rank harmless Fromm and against any and all liabilities with respect to or resulting from any delay in paying or omission to pay such taxesand fees. SM Definitions. The following terms as used in this Agreement and any certificate or document executed in connection therewith shall have the following meanings (or are defined elsewhere in this Agreement as indicated below) unless the context otherwise indicates, and shall have the meanings provided in the Resolution if not defined herein: "Bonds" has the meaning provided for such term in paragraph I under "Background." "Bondholder" has the meaning provided for such term in the Resolution. "Business Day" has the meaning provided for such term in the Letter of Credit. "Credit Bank" has the meaning provided for such term in the preamble. m "Date of Issuance" means the date the Letter of Credit is issued. s "Default" means any event, circumstance or condition that, with the giving of notice or the passage of time or both, i would constitute an Event of Default. a "Event of Default" has the meaning provided for such term in §8. "Issuer" has the meaning provided for such term in the preamble.: j "Letter of Credit" has the meaning provided for such term in paragraph III under "Background." "Paying Agent" has the meaning provided for such term in paragraph II under Background. 91- 8 8.E - 13- s }. f - t !Person", means a Corporation, association, pa tner hi.p, point venturev trust, organisations -business, individual Oor government or any governmental agency: or Valitical aubdiviaion thereof. .z Prime Rate" means the rate of interest per annum de>signeted from time to time by the Credit bank at: itz� principal office in Miami, .Florida, to be its prime rate. 9ach Change in,_the Prime gate shall be effective as of the opening of the Credit Bank's business on the date such change is r = arinounceds The Prime Mate is a discretionary, benchmark :and. is not- necessarily the lowest or best gate offered by the Credit Bank to its customers. "Resolution".has the meaning provided for such term in .x. paragraph I under "Background." "Stated Amount" has the meaning provided for such term := _ in §2(a).- "Uniform Customs and Practice" has the = meaning provided for such term in §15. Any reference in this Agreement to the Paying Agent shall include anyone that succeeds to its functions, duties or. responsibilities pursuant to or by operation -of law; or who is lawfully performing its functions. Any reference in this Agreement to any statute or law or chapter or section thereof shall include -all amendments, supplements or successor provisions thereto and any reference to this Agreement shall mean this Agreement as amended,modified, supplemented or succeeded in accordance herewith. §18. Amendments. etc. No amendment or waiver of any provision of this Agreement nor consent to any departure, by the Issuer therefrom shall in any event be effective unless` the same shall be in writing and signed by the Credit Bank, and t; then such waiver or consent shall .be effective only in the specific instance and for the specific purpose for which given. §19. Notices. All notices and other communications. provided for hereunder shall be in writing and mailed (certified, return receipt requested) or hand -delivered, if, to the Issuer, at its address at and, if to the Credit Bank, at its address at 777 Brickell Avenue, Miami, Florida 33131, Attention: Letter of Credit Department; or, as to each party, at such other address as' shall be designated by such party, in a,written.notice to. the, ' other party. All such notices and communications shall, when mailed, be effective when deposited in the mails, addressed as. aforesaid. t prohibited, unenforceable or not authorizedin any jurisdiction. p shall, as to such jurisdiction, be ineffective to the extent of such prohibition, unenforceability or non -authorization without invalidating the remaining provisions hereof or affecting the validity,_ enforceability or legality of such provision in any other jurisdiction. 51 S22. Governing Law. This Agreement shall, except as to matters governed by the Uniform Customs and Practice, be governed by, and construed in accordance with, the law of the State of Florida. §23. Headings. Section headings in this Agreement are included herein for convenience of reference only and shall not constitute a part of this Agreement for any other purpose. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed and delivered by their _ respective officials or officers thereunto duly authorized as of the date first above written. .j CITY OF MIAMI, FLORIDA By: , Print Name: 7 Title; SUN BANK/MIAMI, NATIONAL ASSOCIATION By: Print Name: Titles 4626k(4) -15- y;�j CITY OP MIAMI, PLMIM ,7 E r, INTMOFFICE MEMORANDUM t0: Honorable Mayor arid Members WE : 11991 PILE of the, City Coramissi6 SUBJECT Agenda Item REFERENCES FROM : n Cesar H. Od�o city Manager. ENCLOSURES: y4 _ } RECOMMENDATION: k 1 It is respectfully recommended that the attached resolution be approved providing for the refunding of the outstanding ,portion of "the City's Certificates of Participation, Series 1986; authorizing the issuance by the city of Miami, Florida of not"' I exceed. $5,000,000 in aggregate principal amount of Refunding ` 96venue Bonds, Series 1991 to finance the cost of such refunding, fund a debt service reserve fund and pay the costs of issuance of such bonds covenanting to budget and appropriate payment of the principal, and interest on the bonds from the City's non -ad ' valorem 'revenues; covenanting to maintain and collect Specific amounts of non -ad valorem revenues; authorizing a negotiated sale of the bonds and the execution of a placement agent 'agreement I with respect to the bonds; approving a preliminary placement j memorandum `authorizing a' 'final placement memorandum with respect thereto; .authorizing the execution and, delivery of an escrow deposit agreement and appointing an escrow holder appointinq'a registrar and paying .agent for. the bonds;., making certain covenants and agreements for the benefit of the holders of such bonds;.and providing.an,effective date. BACKGROUND: �_ j The City of .Miami commission approved by resolution 91-725 of October 3, 1991, the structuring of a refinancing of a certificate of participation.which matures on September, .1, 1992 in the amount of $5, 240, 000 through the ` Capital "Financing Assistance.,Program of the Florida League of Clties. The attached resolution provides the final approval to such refinancing and establishes the terms and conditions t ns of the new issue in an amount not to exceed $5,000,000 to be placed by Sun a Trust Public Finance, with final maturity in November, 1996., 2 The true interest cost on this debt is expected to approximate 6.6%, including costs of letter of credit to be provided by rSun Bank/Miami, N.A.k, 91 k i a O; Or �E saw .:-