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First Amendment to the Interlocal Agreement
{M2685489;2) 7
FIRST AMENDMENT
TO THE
INTERLOCAL AGREEMENT
AMONG
THE CITY OF MIAMI, FLORIDA
AND
MIAMI-DADE COUNTY, FLORIDA
AND
MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT
AND
MIDTOWN COMMUNITY REDEVELOPMENT AGENCY
DATED JUNE 31 „ 2005
FIRST AMENDMENT TO THE
IN'IERLOCAL AGREEMENT
THIS FIRST AMENDMENT TO THE INTERLOCAL AGREEMENT, dated as of June
30 2005 (this "first Amendrae at"), is by and among The City of Miami, Florida (the "City"),
Miami -Dade County, Florida (the "County"), the Midtown Miami Community Development
District (the "District'"), and the Midtown Community Redevelopment Agency (the "Agency").
Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the
Interlocal Agreement (defined below). •
WHEREAS, the City, the County, and the District entered' into an Interlocal Agreement.
dated as of May 28, 2004 (the "Interlocal Agreement"); and
WHEREAS, on July 28, 2004, the District issued $73,580,000 aggregate principal amount
of its Midtown Miami Conununity Development District, Special Assessment and Revenue Bonds,
Series 2004A (Parking Garage Project) (the "Parking Garage Bonds"), to finance the costs of the
Parking Garage Project; and
WHEREAS, on March 24, 2005, puusuant to Resolution No. 05-0194, the City created the
Agency with the authority to transact business and exercise powers under and pursuant to Florida's
Community Redevelopment Act of 1969, Chapter 163, Part Ili, Florida Statutes (the
"Redevelopment Act"); and
WHEREAS, on April 14, 2005, pursuant to Midtown CRA Resolution No. R-05-002, and
City Resolution No. R-05-0241, the Agency and the City adopted the Midtown Redevelopment
Plan dated March, 2005 (the "Redevelopment Plan"); and
WHEREAS, on June 7, 2005, pursuant to Resolution No. R-626-05, the County approved
the Redevelopment Plan, and
WHEREAS, on June 7, 2005, pursuant to Ordinance No. 05-1 D 9,, the .County authorized
the creation and funding of a Redevelopment Trust Fund in accordance with the Redevelopment
Act; and
WHEREAS, each component of the Parking Garage Project is a component of the
Redevelopment Plan; and
WHEREAS, pursuant to Article III of the Interlocal Agreement, the City and the County
have agreed to contribute Economic Incentive Payments to the District to pay the debt service
obligations on the Parking Garage Bonds; and
WHEREAS, pursuant to Section 3.4 of the Interlocal Agreement, the City, the County and
the District may amend the Interlocal Agreement to release the City's and the County's obligation
to contribute Economic Incentive Payments to the District if, among other things, the Agency and
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the Redevelopment Trust Fund are established prior to June 30, 2005, the Agency becomes a party
• to the Interlocal Agreement, and the Agency agrees to contribute tax, increment revenues to the
• District to pay the debt service obligations on the Parking Garage Bonds; and
• WHEREAS, the. City, the County, the District, and the Agency now desire to so amend the
Interlocal Agreement,;
NOW, THEREFORE, in consideration of the premises and intending to be legally bound,
the City, the County, the District, and the Agency agree as follows:
Section 1. The matters contained in the foregoing recitals are incorporated in this First
Amendment by reference.
Section 2. The Agency agrees to become a party to, and be bound by the terms and
conditions of, the Interlocal Agreement. The Agency shall contribute tax increment revenues from
the Redevelopment Trust Fund to the District in accordance with Article 111 of the Interlocal
Agreement. The Agency shall also enter into such agreements and provide such information as
shall be necessary to comply with Securities and Exchange Commission Rule 15c2-12 with respect
to the Parking Garage Bonds.
Section 3. Pursuant to Section 3.4.1(A) of the Interlocal Agreement, the City's and the
County's obligation to contribute Economic Incentive Payments to the District is hereby released
Section 4. The City, the County, and the Agency agree as follows:
(a) The effective dates for the creation of the Agency and the Redevelopment Trust. Fund
were March 24, 2005 and June 7, 2005, respectively.
(b) The annual budget for the Agency shall provide for the payment of tax increment
revenues from the Redevelopment Trust Fund to the District annually in accordance with Article Ill
of the Interlocal Agreement. In addition, the Agency and the Redevelopment Trust Fund shall
remain in existence .and the tax increment revenues shall remain unencumbered (except as
contemplated by the Interlocal Agreement) for so long as the Parking Garage Bonds are
outstanding. Provided, however, that all obligations of the Agency under the Interlocat Agreement
and this Amendment shall cease after May 1, 2037.
(c) The percentage of tax increment revenues to be contributed to the. Redevelopment Trust
Fund by the County and the City in each calendar year through May 1, 2037 in which the Parking
Garage Bonds are outstanding shall be equal to The lesser of (i) the maximum percentage
authorized by Section 163.387 of the Redevelopment Act, which currently is 95% (the "Maximum
Percentage"), or (ii) a percentage less than the Maximum Percentage but sufficient to enable the
Agency to pay to the District in each calendar year tax increment revenues equal to the debt service
on the Parking Garage Bonds in each such year for the remaining term of the Parking Garage
Bonds, but in no event beyond May 1, 2037.
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Section 5. This First Amendment may be executed in any number of counterparts each of
which shall be an original; but such counterparts sball together constitute but one and the same
instnunent.
Section 6. As amended and supplemented by this First Amendment, the lnterlocal
Agreement is in all respects hereby ratified and confirmed.
IN WITNESS WHEREOF, the parties hereto have caused this First Amendment to be duly
executed and delivered by their respective officers hereunto duly authorized as of the date fast
above written.
• (SEAL)
A
Secretary, Board of Supervisors
(SEAL)
ATTEST:
MIDTOWN MIAMI COMMUNITY
DEVELOPMENT DISTRICT, an
independent special district created pursuant to
Chapter 190, Florida Statutes
("District")
Bruce Cutright, Chairman
Board of Supervisors
MIDTOWN COMMUNITY
REDEVELOPMENT AGENCY of the City
of Miami, a public agency and body corporate
created pursuant to Section 163.356, Florida
Statutes ("Agency")
Prise a jt. Thompson, 1 • , y L. Winton, Chairman
Clerk ofthe Board
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ATTEST:
(SEAL)
ATTEST:
MIAMI DADE COUNTY, FLORIDA, a
political subdivision of the State of
Florida ("County')
�I6
George Bug' , County Manager
APPROVED AS TO FORM AND LEGAL
S CIENCI':
Oe ,� d T. Heffernan,
Attorney
THE CITY OF MIAMI, FLORIDA, a
municipal corp the State of Florida
("Ci
la, City Manager
APPROVED AS TO FORM AND
CORRECTNESS:
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