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Scrivener's Error Memo
CITY OF MIAMI OFFICE OF THE CITY ATTORNEY MEMORANDUM TO: Priscilla A. Thompson, City Clerk FROM: Julie O. Bru, City Attorne DATE: August 15, 2012 RE: Scrivener's Error/Clarification — City Commission Meeting — July 26, 2012 Resolution No. 12-0288, relating to redemption on October 1, 2012 of City's Outstanding Community Redevelopment Revenue Bonds, Series 1990 Matter ID No.: 12-1516 Resolution No. 12-0288, adopted July 26, 2012, contains a scrivener's error in Exhibit 1 which is a missing page. The missing page entitled "Notice of Partial Redemption to the Holders of City of Miami, Florida" is attached. There were no changes to the legislation. Enclosure(s) 332892 12- 0079(- Scrivener'S Crror memo City of Miami Legislation Resolution: R-12-0288 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 12-00796 Final Action Date:7/26/2012 A RESOLUTION OF. THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), AUTHORIZING THE CITY MANAGER, AFTER CONSULTATION WITH THE CITY ATTORNEY AND BOND COUNSEL, TO EXECUTE ANY AND ALL NOTICES, AGREEMENTS, AND OTHER DOCUMENTS NECESSARY TO EFFECTUATE THE REDEMPTION ON OCTOBER 1, 2012, OF ALL OF THE CITY'S OUTSTANDING COMMUNITY REDEVELOPMENT REVENUE BONDS, SERIES 1990; APPROPRIATING NOT TO EXCEED $1,229,975.00 FROM THE FISCAL YEAR 2011-2012 PREVIOUSLY BUDGETED AMOUNTS FROM ACCOUNT NUMBERS 28001.162000.771000, 28001.162000.772000, AND 28001.162000.534000 TO PAY ALL PRINCIPAL, INTEREST, AND COSTS/FEES RELATED TO THE REDEMPTION OF THE SERIES 1990 BONDS. WHEREAS, the City of Miami (the "City") on November 1, 1990, on behalf of the Community Redevelopment Agency of City (the "CRA") issued its $11,500,000 original principal amount of City of Miami, Florida Community Redevelopment Revenue Bonds, Series 1990 (the "Series 1990 Bonds") which remain outstanding in the principal amount of $1,170,000.00; and WHEREAS, the Series 1990 Bonds were issued to fund the acquisition of certain real property located in the South East Overtown/Park West area within the City and the improvement thereof to facilitate the construction and development of multi -family residential facilities, commercial development and public improvements constituting a redevelopment project, the construction of certain public improvements and the repayment of a loan made by the U.S. Department of Housing and Urban Development to the City (collectively, the "Project"), and to reimburse the City for certain expenditures previously incurred by the City in connection with the Project; and WHEREAS, as of October 1, 2002, the Series 1990 Bonds are subject to optional redemption at the option of the City, in whole at any time, or in part on any interest payment date, being any April 1 or October 1 ("Interest Payment Dates"), by lot and at a redemption price of one hundred percent (100%) of the principal amount thereof, together with accrued interest to the date of redemption; and WHEREAS, the Finance Director, has recommended that it is in the City's best interest for financial savings to call all remaining outstanding Series 1990 Bonds on the next Interest Payment Date, which is October 1, 2012; and WHEREAS, the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency on June 25, 2012 pursuant to Resolution No. CRA- R-12-0045 has authorized an amount not to exceed $492,143 to be paid to the City to repay with principal and interest for the redemption of the Series 1990 Bonds; and WHEREAS, the City has previously budgeted additional amounts necessary•to accomplish such redemption; City of Miami Page 1 of 2 File Id: 12-00796 (Version: 2) Printed On: 8/15/2012 File Number: 12-00796 Enactment Number: R-12-0288 NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated as fully set forth in this Section. Section 2. The City Manager is authorized{1}, after consultation with the City Attorney, and Bond Counsel, to execute any and all notices, agreements, and other documents necessary to effectuate the redemption on October 1, 2012, of all of the City's outstanding Community Redevelopment Revenue Bonds, Series 1990. Section 3. An amount not to exceed $1,229,975.00 is appropriated from the Fiscal Year 2011- 2012 previously budgeted amounts from Account Numbers 28001.162000.771000, 28001.162000.772000, and 28001.162000.534000 to pay all principal, interest, and costs/fees related to the redemption of the Series 1990 Bonds. Section 4. This Resolution shall become effective immediately upon its adoption and signature of the Mayor.{2} APPROVED AS TO FORM AND CORRECTNESS: JULIE O. BRU CITY ATTORNEY Footnotes: {1} The herein authorization is further subject to compliance with all requirements that may be imposed by the City Attorney, including but not limited to those prescribed by applicable City Charter and Code provisions. {2} If the Mayor does not sign this Resolution, it shall become effective at the end of (10) calendar days from the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become effective immediately upon override of the veto by the City Commission. City of Miami Page 2 of 2 File Id: 12-00796 (Version:. 2) Printed On: 8/15/2012 City of Miami Text File Report City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File ID: 12-00684 Enactment #: CRA-R-12-0045 Version: I Type: CRA Resolution Status: Passed Introduced: 6/25/12 Enactment Date: 6/25/12. Controlling Body: SEOPW Community Redevelopment Agency A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST • OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, WITH ATTACHMENT(S), AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AN AMENDMENT. TO THE FIRST AMENDMENT TO GRANT AGREEMENT BY AND BETWEEN THE SEOPW CRA AND THE CITY OF MIAMI, GIBSON PARK, DATED, OCTOBER 31, 2011, TO INCLUDE THE ATTACHED AMORTIZATION SCHEDULE, AND TO PLEDGE TAX INCREMENT FUNDS ("TIF")TO SECURE THE GRANT AMOUNT, SAID TIF OBLIGATION TO BE PARI PASSU WITH THE BOND REFERENCED IN RESOLUTION CRA-R-12-0028; AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE AND AMEND ALL DOCUMENTS NECESSARY FOR SAID PURPOSE, IN A FORM ACCEPTABLE TO GENERAL COUNSEL. WHEREAS, the Southeast Overtown/Park West Community Redevelopment Agency ("CRA") is responsible for carrying out community redevelopment activities and projects within its Redevelopment Area in accordance with its approved Redevelopment Plan; and WHEREAS, Section IV.D, at page 31, of the Plan provides that "the provision of adequate community facilities and services is essential in order to complement redevelopment activities proposed for Overtown ...;" and WHEREAS, Section 163.370(2)(c)(3), Florida Statutes, provides that the CRA may construct parks, playgrounds, public areas...and other improvements necessary for carrying out in the community redevelopment area the community redevelopment objectives in accordance with the community redevelopment plan; and WHEREAS, pursuant to Florida Statute Chapter 163.370(2)(a), the CRA may execute any contracts or other instruments necessary or convenient to exercise its powers. Herein an Amendment to the First Amendment to Grant Agreement by and between the SEOPW CRA and the City of Miami, Gibson Park, dated, October 31, 2011; and WHEREAS, the City of Miami's Department of Capital Improvements Program ("CIP") is currently engaged in the renovation of Gibson Park; and WHEREAS, the Board of Commissioners, by Motion on File No. 10-00327, passed and adopted on March 15, 2010, authorized the a grant in an amount not to exceed $8,000,000 plus interest, to the City of Miami for the renovation of Gibson Park; and City of Miami Page I Primed on 7/13/2012 Section 3, llie Executive Director is authorized to execute and amend all documents necessary for said purpose, in a form acceptable to General Counsel. • Section 4. This resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND CORRECTNESS: JULIE 0, BRU GENERAL COUNSEL City oiMiarni Page 2 Printed on 7/13/2012 �~.�x« ^�� Miami ��K^ ^*v nnoU��00U � Legislation CRA Resolution City Hall 3500Ran American Drive Miami, FL33133 wmvw.rniamigov,com File Number: 12-00686 Final Action Date: ARESOLUTION DFTHE BOARD OFCOMMISSIONERS OFTHE SOUTHEAST OVERTOVVNKPARKWEST COMMUNITY REDEVELOPMENT AGENCY AUTHORIZING PAYMENT TOTHE CITY DFM|AN1|.{JFTHE REMAINING BALANCE, INCLUDING P0NC|PALANOINTEREST, /NANAMOUNT NOT TO EXCEED $482.143.FOR THE COMMUNITY REDEVELOPMENT REVENUE BONDS, SERIES 1Q&O;ALLOCATING FUNDS FROM THE GEDPVVTAX INCREMENT FUND, ^|NTEG-FUNDTRANSFER ' DEBT 3ERV|CE."ACCOUNT CODE NO. 10050.830101.891000,0000.00000� WHEREAS, the Southeast C}vertownUPark VVas1 Community Redevelopment Agency ('�CRA.) is responsible for carrying out community redevelopment activities and projects within its Redevelopment Area in accordance with its approved.Redevelopment Plan; and WHEREAS, the CRArequired funds to effectuate its responsibility ofcarrying mdcommunity redevelopment activities and projects within its Redevelopment Area in accordance with its approved Redevelopment P|en�and WHEREAS, the City of�o�i�m��mm��[�devm�mo���nueB���� Bonds, Series behalf of the Southeast C)martomm/Porh VVaot Community Redeva|opmertABanoy� and WHEREAS, the Board cfCommissioners wisheotoouthorizepaymenttothe City of Miami of the remaining ba|enoe, including principal and interao, in an,amount not to exceed $492.143. for the Community Redevelopment Revenue Bonds, Series 1990; NOW, THEREFORE. BE /T RESOLVED BY THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WESTCOMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble tothis Resolution are adopted by nsharenms and incorporated herein as if fully met forth in this Section. Section 2. Payment to the City of Miami of the remaining ba!mnce, including principal and inhsrast, in on amount not to exceed $492.143. for the Community Redevelopment Revenue 8nndm. Series 189O.is authorized, . Section 3. Funds are to be allocated from the GEOPVVTax Increment Fund. "Inter -Fund Tnannfer' Debt Semica."Account Code No. 1OD5Q.32O1O1.8S1OOO.ODOD.00000. CityYfhfinm/ Page 70r2 File Id: /x-0V68W/vimibn//8infedOn: 61131202 Fife Number: 12-00686 Section 4. This resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND CORRECTNESS: GENERAL COUNSEL CiQ of Miami Page 2 o/2 File Id: 12-00686 (Version: 1) Printed On: 6/13/2012 Cost to Defease Funding CITY OF K4|Aw1| , COMMUNITY REDEVELOPMENT REVENUE BONDS, SER|ESz99O CALL DATE 10/l/2012 PRINCIPAL 1,I70/000 INTEREST (THROUGH lO/I/IZ) 49,72S TERMINATION FEE 250 PUBLICATION EXPENSE (EST|K4ATED) 10\000 , TOTAL TO DEFEASE $ 1,229'975 CASH BALANCE FUND 28001 437,832 CITY OFMiAM|STATE SHARED REVENUE FY1Z CONTRIBUTION FOR FYI3PAYMENT 300,000 TOTAL FUNDING AVAILABLE $ 737,832 REMAINING BALANCE g 492,143 Petty, Stephen From: linda.boenish@bnymellon.com Sent: Monday, June 11, 2012 3:04 PM To: Dziedzic, Mirtha; Wempe, Lawrence; Jackson, Robin Jones; Petty, Stephen Cc: Jennifer.Reid@bnymellon.com Subject City of Miami Community Redevelopment Revenue Bonds, Series 1990 Optional Bond Call - 10/01/2012 Attachments: SKMBT_50112061114250.pdt SKMBT_50012061106480.pdf Please see a screen print attached below that shows the interest that will be payable October 1 ($49,725.00). The principal outstanding is $1,170,000.00. The termination fee will be $250 which includes our normal $100 for processing this call notice. The termination fee does not include any publication expenses (if required). I have attached below a copy of the notice associated with the October 1, 2011 call for your review. This notice was produced using our standard format I agree the bonds can be called at par . Please let me know if you have any further questions or need additional information. Best regards, Linda Linda Boenish, Vice President • BNY Mellon - Corporate Trust 10161 Centurion Parkway, Jacksonville, FL 32256 Tel 904.645.1914 • Fax 904.645.1997 • Cell 904-304-4362 • linda.boenishRbnymellon.com The information contained in this e-mail, and any attachment, is confidential and is intended solely for the use of the intended recipient. Access, copying or re -use of the e-mail or any attachment, or any information contained therein, by any other person is not authorized. If you are not the intended recipient please return the e- mail to the sender and delete it from your computer. Although we attempt to sweep e-mail and attachments for viruses, we do not guarantee that either are virus -free and accept no liability for any damage sustained as a result of viruses. Please refer to htto:fidisclaimer.bnymellon.com/eu.htm for certain disclosures relating to European legal entities. NOTICE OF PARTIAL REDEMPTION TO THE HOLDERS OF CITY OF MIAMI, FLORIDA . Community Redevelopment Revenue Bonds, Series 1990 NOTICE IS BERE'13Y GIVEN that, pursuant to the applicable provisions of the governing documents of thc above cap- tioned Bonds (the "Bonds"), $235,000 principal amount of the Bonds will be redeemed on October 1, 2011, at the referenced Redemption Price, together with accrued interest thereon to October 1, 2011. From and idler October 1, 2011, intcrest on the Bonds shall cease to accrue. The below slated portion of the following Bond will be affected: *CUSIP Number: 593410AP8, 8.50%, Due: 10/01/2015 Redemption Price: 100.00% Bond Number _BOOK Amount Outstanding Amount Ca4d $1,405,000 $235,000 Since the Bond is held under the book entry system, payment will be 'node directly to the registered holder. CITY OF MIAMI, FLORIDA By: The Bank of New York Mellon Trust Company, N.A. as Trustee ur Agent THE BANK OP Bondholder Communications: 800-254-2826 NEW YORK MELLON Bated: September 1, 2011 IMPORTANT TAX NOTICE Withholding 028% of gross redemptien.procecds of any payment made within the United States may be required by the Jobs and Growth Tax Relief Reconciliation Act of 2003 .(the ."Act'), unless the Paying Agent has the correct taxpayer identification number (social security or employer identification number) or exemption certificate of the payee. Please furnish a properly completed Form 'W-9 beexemption certificate or equivalent when presenting your.securitles. *Note: The Issuer and Trusteangerit shall not be respoidible for the selection or use of the CUSP' numbers selected, nor is any represeniation.inade-aS 'to their correctness indicated in the notice or as printed on any Bond. They are` included sole- ly for the convenience of the hailers. Notice #:385863 File Name: www.ezdisclose.com - zman=u. nozCM nwM osDoV 3.990 6433.A eay# Date Interest Principal Balance 1 owco/zvoz 111'385.42 z m/uz/aoz 133'662.50 s o«/oz/z»oz 133.662.50 « 10/01/1992 133.662.50 s muou/zoos 133'662.50 o zmoz/zoo» 133'662'50 r o*/ouzoyw 133'662.50 o zmm/zoo« 133,662.50 y 04/01/1995 ou'aoz.so zo 10/01/1995 zas'ooz.so zz 04/01/1996 133,662.50 zz 10/01/1996 133.662.50 zs oo/ousvr 133.662.50 z« 10/01/1997 133'662.e zs o«/uu/zoso zaa'aoz.su 16 10/01/1998 133'662.50 zr 04/01/199e zazooc.m 18 zwouzooy 133.662.50 19 04/01/2000 133,662.50 zo zo/uu/zono 133'662.:0 oz om/ouzonz rr'sex.so oo 10/01/2001 77.562.50 za o«/ouzooz 77'562.50 z« zo/uumoz 77,562.50 zs uo/nueoos 77,562.50 zo zo/uz/zmo 77,562.50 27 ux/m/zmm n'soz`so zo 10x01/2004 77,562.50 zo oo/oz/zous 77,562.50 so zo/oz/zmu 77,562.50 sz ox/m/zms 77,562.50 au zo/oz/zooa 77'562.50 33 0*/01/2007 77.56-2.50 »o lomuzoor 77'562.50 as 04/01/2008 77'562.50 36 1m01/2on8 n'soz'su 37 owuz/zouo 77,562.50 »x 10/01/2009 77'562.50 39 04/01/2010 ov'uoz�su «u m/nuzozo so'oou'su «z 04/01/2011 59'712'50 xc 10/01/2011 59'712.50 43 owouzuo «o.r%s.nm 44 zo/oo/zma 49,725.00 oo 04/oI/2013 49'725.00 «o zo/m/zuz, ^n.rcs.ov «r ou/oz/zom 49.725.00 xo 10/01/2014 *y'rzs.00 oo owoz/zuzs «o.`zo.uo sn 10/01/2015 49'725.00 Total. o.rm.«m.oz 1'825.000.00 s'zos'mm.00 3.145.000.00 3'145'000'00 s'zos.nuo.00 3.145.000'00 3'145.000.00 3.145'000.00 3'145.000.00 3.145.000'00 3.145.000.00 3'145.000'00 3'145'000.00 z'zos'mm.00 3.ms.mm'ou 3'145,000.00 s.zos.uoo'on y'aux.000.uo a'z«u'nou.uo s.z«u.000.on z.zos'mm'oo 1.8.25'000'00 z'ozs'mo.ou 1.825'000.00 1'825'000'00 z.ozs.000'oV 1'o25.000.00 z'ozs.mm'oo z'ozs.00n'oo 1.825'000.00 2'825.000'00 1'825.000.00 1.825'000.00 1,825,000.00 11825,000.00 z'xzs.000.nu 1'825'000.00 z'ms'000.00 1.625'000.00 z'ozo.mm.00 1'405.000.00 z'onu'uum.uo 1'170'oou.00 z.00'000.uo 1.170.000.00 1'170'000.00 111701000.00 1'170'000.00 1.170'000.00 1.170.000.00 SSUE Ratings: uk•Entry Only) Moody's: Baal Standard & Poor's: BBB+ he opinion of Co -Bond Counsel, under existing low, and conditioned. upon compliance with certain arbitrage rebate and other tax requirements referred to herein, interest on the Series 1990 Bonds is excluded from gross income for federal Income tax purposes. See; however, 'INCOME TAX EFFECTS' herein for a description of certain alternative minimum taxes imposed on individuals and corporations and certain other taxes applicable to corporations. Co -Bond Counsel is also of the opinion that the Series 1990 Bonds are exempt hint all present intangible personal properly taxes imposed by the State of Florida. $11,500,000 CITY OF MIAMI, FLORIDA' COMMUNITY REDEVELOPMENT REVENUE BONDS Series 1990 d November 1, 1990 Due: October 1, as shown below The Community Redevelopment Revenue Bonds, Series 1990 (the "Series 1990 Bonds") will be issued by The City i, Florida (the "City") u: registered form only, in denominations of $5,000 each or any integral multiple thereof. rest on the Series 1990 Bonds is payable commencing on April], 1991, and semi-annually thereafter on each October and April 1. The Series 1990 Bonds, when issued, will be registered in the name of Cede & Co., as nominee for The sitory Trust Company, New York, New York ("DTC"), acting as securities depository for the Series 1990 Bonds., vidual purchases of the Series 1990 Bonds will be made in book -entry form only in denominations of $5,000 or any ultiple thereof. Purchasers of the Series 1990 Bonds will not receive physical delivery of the Series 1990 Bonds. ers of the Series 1990 Bonds will be effectuated through a book -entry system as described herein. A.s long as DTC nominee is the registered owner of the Series 1990 Bonds, payments of interest on and principal of the Series 1990 ll be made to DTC or its nominee which in turn is responsible for remitting such principal and interest ments to DTC Participants (as defined herein) for subsequent disbursement to the Beneficial Owners (as defined rein) of the Series 1990 Bonds. Such payments of principal and interest to DTC or its nominees shall be made by Bunks Trust Company, N.A., Jacksonville, Florida, as paying agent (the "Paying Agent"), to be subsequently bulled to the Beneficial Owners of the Series 1990 Bonds. The Series 1990 Bonds will be subject to optional redemption and mandatory sinking fund redemption prior to urlty by the City. See "REDEMPTION PROVISIONS" herein, The Series 1990 Bonds are payable solely from the Tax Increment Revenues (as described herein) received by the ty from the Southeast Overtown/Park West Redevelopment Area (as described herein), together with certain anteed Entitlement Revenues (as described herein) of the City and monies held in the funds and accounts (other n the Rebate Fund) established under the Bond Resolution (the "Pledged Revenues"). The Series 1990 Bonds do not tute a debt, liability or obligation of the City, the Community Redevelopment Agency (the "CRA", as defined Dade County, Florida (the "County"), or the State of Florida (the "State'), or any political subdivision of any oregoing, or a pledge of the Full faith and credit of the City, the County, or the State, or any political subdivision y of the foregoing, or the CRA, but shall be payable solely from the Pledged Revenues and neither the taxing power City, the County, or the State or any political subdivision of any of the foregoing,,is pledged to the payment of pal on, redemption premium, if any, and interest on the Series 1990 Bonds. The realization of sufficient Tax ment Revenues for payment of the Series 1990 Bonds will be dependent upon a variety of factors and reumstances which the City cannot predict with certainty. See "RISK FACTORS" herein. Duc abcr 1 Principal $155,000 165,000 180,000 190,000 AMOUNTS, MATURTIIES,1NTERE'SI RATES AND PRICES $1,620,000 Serial Bonds 7.15% 7.40 7.60 7.70 Pico 100% 100 100 100 Duc Octobcr 1995 1996 1997- 1998 ipal lute Pace $205,000 2:5,000 240,000 260,000 7.80% 7.85 7.90 8.00 100% 100 100 100 - $9,880,000 8.50% Term Bonds Due on October 1, 2015 at 100% (Plus Accrued Interest) • 90 Bonds are offered for delivery when, as and if issued, subject to prior sale, withdrawal or modification of the about notice and subject to receipt of the approving opinion of Holland 1r Knight, Miami, Florida, and Barnes,. Darby and McGhee, Miami, Florida, Co -Bond Counsel. Certain legal matters will be passed upon for the City by its General Counsel, Jorge L. Fernandez, and for the Underwriters by their co -counsel, Fine Jacobson Schwartz Nash Block & England, Miami, Florida, and McCrary & Dove, Miami, Florida. Howard Cary & Company, Miami, Florida and Raymond James & Associates, Inc., St. Petersburg, Florida, are serving as Financial Advisors to the City with respect to the Series 1990 Bonds. It is expected that the Series 1990 Bonds will he available for delivery in New York, New York an or about November 16, 1990. AINEWEBBER INCORPORATED GRIGSBY BRANDFORD POWELL INC, AIBC INVESTMENT SERVICES, CORP. GUZMAN & COMPANY ovomber 8, 1990 THE CITY OF MIAMI, FLORIDA MEMBERS OF THE BOARD OF CITY COMMISSIONERS XAVIER L. SUAREZ, Mayor MILLER J. DAWKINS, Vice -Mayor DR. MIRIAM ALONSO VICTOR H. DeYURRE J. L. PLUMMER, JR. CITY OFFICIALS City Manager Assistant City Manager City Attorney Director of Finance City Clerk CO -BOND COUNSEL HOLLAND &RNIGHT Miami, Florida CESAR H. ODIO HERBERT J. BAILEY JORGE L. FERNANDEZ, Esq. CARLOS E. GARCIA, C.P.A. MATTI' HIRAI BARNES, DARBY & McGMEE Miami, Florida FINANCIAL ADVISORS HOWARD GARY & COMPANY Miami, Florida RAYMOND JAMES & ASSOCIATES, INC. St. Petersburg; Florida 9, ;41 No dealer, broker, salesman, agent or other person has been authorized give any information or to make any representations, other than as iaiaed in this Official Statement, and. if given or made, such other ormation or representations. must not be relied upon' as having been `borized by any of the foregoing. This Official Statement does not Ititute an offer to sell or the solicitation of an offer to buy, and there II not be any sale of the Series 1990 Bonds by any person in .any Indiction in which it is unlawful for such person to make such offer, jnitation or sale. The information set forth in the main text of this Axial Statement has been obtained from the City and other sources vhichare wed' to be reliable, and the information set forth in Appendix A hereof been, obtained from the City, but no such information is guaranteed'as to acy or completeness. The information and expressions of opinion in this Vial Statement are subject to change without notice and neither the ,very of this Official Statement nor any sale made pursuant to this n.ial Statement shall, under any circumstances, create any implication that e haa been no change in the information or opinions set forth herein after date of this Official Statement. In connection with the offering of the. Series 1990 Bonds, ,the writers may overallot or effect transactions which stabilize or maintain market prices of the Series 1990 Bonds offered hereby at levels above 6 which might otherwise prevail in the open market. Such stabilizing. if aced, may be discontinued at anytime. TABLE OF CONTENTS Page INTRODUCTION 1 THE SERIES 1990.BONDS 2 CSTIMATED SOURCES AND'USES OF FUNDS.. V40* .00 ...... V 7 CECURITY AND SOURCES OF PAYMENT FOR THE z AERIES 1990 BONDS 7 ::TAX INCREMENT REVENUES 11 t QUARANTEED ENTITLEMENT REVENUES 16 .DEBT SERVICE REQUIREMENTS AND COVERAGE.. ... ....... . .. .. .. : 20 '::. &EDEVELOPMENT AREA 20 THE PROJECT 22 illSK FACTORS 23 ;::INCOME TAX EFFECTS 25 .1:ITIGATION 27 'CITY 27 27 27 '',VALIDATION........................................................ i.ECAL MATTERS 4ATINGS 27 UNDERVRITING 28 1 INANCIAL ADVISORS 28 ?4THER MATTERS 28 !.. UTHORIZATION CONCERNING, OFFICIAL STATEMENT 26 JEX.ECUTION 29 APPENDIX A - Maps of the Southeast Overtovn/Park Vest Redevelopment Area APPENDIX B - APPENDIX C - APPENDIX D - General Information Pertaining to Metropolitan Dade County and the City of Miami, Florida........ The Bond•Resolution Form of Co -Bond Counsel Opinion ii OFFICIALSTATEMENT • $11,500,00t CITY OF MIAMI, FLORIDA COMMUNITY REDEVELOPMENT REVENUE BONDS SERIES 1990 INTRODUCTION the purpose of this Official Statement, including its, Appendices, is to eet, forth certain information with respect to the issuance and sale by the „ City of Miami, Florida (the LCity") of its $11,500,000 aggregate principal iMOUntOf Community Redevelopment Revenue.Bonds, Series 1990 (the 'Series 1990 Bonds'). The Series 1990 Bonds are being issued by the City pursuant to: (i) Resolution No._89-1151 duly adopted by the City Commission on December 14, .1989, as supplemented' by Resolution No. 90-0196, duly adopted by the City on March 8, 1990, and Resolution No. 90-871 adopted on November 8, 1990, (the 'Bond Resolution'), and as 'approved by the Board of County Commissioners of Dade County, Florida (the 'County') by a Resolution adopted on October 18, , 1990 pursuant to an Interlocal' Cooperation Agreement dated March 31, 1983 between the City and the County, as amended. (the 'Interlocal Cooperation Agreement'), (ii) the City's Charter, (iii) Chapter 166, Florida Statutes, (iv). Section 163.01, Florida Statutes, and the provisions of the Florida Community Redevelopment Act, Chapter 163, Part III, Florida Statutes (collectively, the 'Act') and (v) an Interlocal Agreement dated March 8, 1990 ": between the City and the Community Redevelopment Agency (the 'CRA'), which is a community redevelopment agency established pursuant to the Inaccordance with the Act, a certain portion of the City known as the 'Southeast Overtown/Park Vest Redevelopment Area' (the 'Redevelopment Area') hasbeen designated As a redevelopment area under a redevelopment plan (the 'Redevelopment Plan'), and a redevelopment trust fund (the 'Redevelopment Trust Fund') has been established for deposit therein of Tax Increment Revenues (as defined herein) to be used for financing or refinancing community redevelopment projects in the Redevelopment Area, including financing the costs of the Project (as defined herein) through the issuance of the Series 1990 Bonds. See 'REDEVELOPMENT AREA' herein. The principal of, redemption premium, if any, and the interest'on the'Series 1990' Bonds are payable out of the. Tax Increment Revenues -deposited into the Redevelopment Trust Fund, certain Guaranteed Entitlement Revenues'of-the City (as described herein) and all other moneys, securities. and instruments held in the funds and accounts (other than the Rebate Fund) created and established under -the Bond Resolution (collectively, the 'Pledged Funds'. See 'SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 1990 BONDS' herein. The Series 199D Bonds are being issued to provide' funds to: (i) refinance a $5,958,400 loan by the City from the Department of Housing and Urban Development of the United States (.HUD') which loan proceeds vere used by the City to acquire certain real •property located within the Redevelopment Area, (ii) reimburse the City for monies advanced to the CRA by the City in an amount not to exceed $750,000, (iii) finance the acquisition and clearing of certain real property in the. Redevelopment Area and the construction of certain infrastructure improvements in the Redevelopment Area in accordance with the Redevelopment Plan, see 'PROJECTherein; (iv) fund the Reserve Fund (as defined herein); and (v) pay the cost of issuing the Series 1990 Bonds. The Series 1990 Bonds are payable solely from the Pledged Revenues. The Series 1990 Bonds do not constitute a debt, liability or obligation of the City„ the CRA, the County or the State of Florida (the 'State'), or any political subdivision of any of the foregoing, or a pledge of the full faith and credit of the City, the County. or the State, or any political subdivision of any of the foregoing. or the CRA, but shall be payable solely from the Pledged Revenues and neither the taxing power of the City, the County, or the State or 'any political subdivision of any of the foregoing, is pledged to the Payment of principal on, redemption premiui, if anyand interest on the Series 1990 Bonds. The realization of sufficient Tax Increment Revenues for the payment of the Series 1990 Bonds will be dependent upon. a variety of factors and circumstances which the City 'cannot predict with certainty. See 'RISK FACTORS' herein. This Official Statement includes a brief description of the Series 1990 Bonds, the security and sources of payment for the Series 1990 Bonds, the Pledged Revenues, bondholders' risks, the Project to be financed in part out of the proceeds of the Series 1990 Bonds, and a copy of the Bond Resolution. All references to the Act and the Bond Resolution are qualified in their entirety by reference to the Act and the Bond Resolution. All references to the Series 1990 Bonds are qualified in their entirety by reference to the definitive form of and the information with respect to the Series 1990 Bonds contained in the Bond Resolution and any subsequent determinations with respect to the Series 1990 Bonds that may be adopted by or on behalf of the City. Certain location maps of the Redevelopment Area are set forth in Appendix A; certain background information relating to the City and the County is set forth in Appendix B; a copy of the Bond Resolution is set forth in Appendix C; and the form of opinion of Co -Bond Counsel is set forth in Appendix D. Each of the Appendices to this Official Statement is an integral part of the Official Statement and should be read in its entirety by any and all owners or prospective owners of the Series 1990 Bonds. THE SERIES 1990 BONDS Description of the Series 1990 Bonds The Series 1990 Bonds will be'issued in the aggregate principal amount, will bear interest at the rates,' and will mature in the amounts and on the dates, all as set forth on the cover page of this Official Statement. The Series 1990 Bonds will be dated November 1, 1990, and will bear interest payable commencing on April 1, 1991, and semi-annually thereafter on October 1 and April 1 of each year (the 'Interest Payment Date'). The Series 1990 Bonds will be issuab'le only as fully registered bonds in the denomination of $5,000 or any integral multiple thereof in book -entry only form as described below under 'Book -Entry Only System'. Principal of, premium, if any, and interest on the Series 1990 Bonds .will be payable in the manner described below under 'Book -Entry Only System'. The Series 1990 Bonds will be subject to redemption as set forth under 'REDEMPTION PROVISIONS', below. -2- The Depository Trust Company, New York, Nov York, ("DTC') will act as Nucurities depository for the Series 1990 Bonds. Upon the issuance of the Series 1990 Bonds, one registered Bond without coupons for each maturity will hu registered in the name of Cede & Co., as nominee for DTC. So long as Cede fi Co. is the registered, owner of the Series 1990 Bonds, as nominee of DTC, ri,ferences herein to the owners of the Series 1990 Bonds mean DTC or its, nominee, Cede E Co., and do not mean the Beneficial Owners of the Series 1990 Bonds as described below. DTC is a limited -purpose trust company organized under the laws of the ;Late of New York, a member of the Federal Reserve System, a 'clearing corporationwithin the meaning of the New York Uniform Commercial Code, and a 'clearing agency' registered pursuant to the provisions of Section 17A of the .ecurities Exchange Act of 1934, as amended. DTC was created to hold securities of its participants (the 'DTC Participants') and to facilitate the clearance and settlement of securities transactions among DTC Participants, through electronic book -entry changes in accounts of the DTC Participants, thereby eliminating the need for physical movement of certificates. DTC l'urticipants include securities brokers and dealers, banks, trust companies, clearing corporations and certain other organizations, some of which (and/or their representatives) own DTC. Access to the DTC system is also available to others such as banks, brokers, dealers and trust companies that clear through or maintain a custodial relationship with a DTC Participant, either directly or indirectly. For the purposes of this Official Statement, the term 'Beneficial Owner' hall mean the person for whom the DTC Participant acquires an interest in the Series 1990 Bonds. Ownership interests in the Series 1990 Bonds may be purchased by or through DTC Participants. Neither the DTC Participants nor the Beneficial Owners will receive Series 1990 Bonds, but each DTC Participant will instead receive a credit balance in the records of DTC in the amount of Each DTC Participant's interest in the Series. 1990 Bonds, which will be confirmed in accordance with DTC's standard procedures. Each Beneficial Owner may desire to make arrangements with the DTC Participant from whom it has purchased an ownership interest in the Series 1990 Bonds, to receive a credit balance in the records of such DTC Participant, and to have all notices of redemption or other communications of the City to DTC, which may affect such Beneficial Owner, forwarded in writing by such DTC Participant and to receive notification of all payments. As long as Cede & Co. or its registered assignee is the registered owner of the Series 1990 Bonds, the City shall be entitled to treat the person in whose name any Series 1990 Bond is registered as the absolute owner thereof for all purposes of the Bond Resolution ,and any applicable laws, notwithstanding an notice to the contrary received by the City, and the City shall have no responsibility for transmitting payments to, communicating with, notifying, or otherwise dealing with any Beneficial Owners of the Series 1990 Bonds. DTC will receive payments on the Series 1990 Bonds from Barnett Banks • Trust Company, N.A. Jacksonville, Florida (the 'Trustee', 'Bond Registrar' and -3- "Paying Agent'), as paying agent to be remitted to the DTC Participants for the subsequent disbursement to the Beneficial Owners. The ownership interest of each Beneficial Owner in the Series 1990 Bonds will be recorded on the records of.the DTC Participants, whose ownership interest will be recorded on a computerized book -entry system operated by DTC. For as long as any purchaser is the Beneficial Owner of a Series 1990 Bond, he must maintain an account with a broker or dealer who is, or acts through, a DTC Participant, in order to receive payments on such Series 1990 Bond. The City cannot and does not give any assurances that DTC Participants or others will distribute payments on the Series 1990 Bonds paid to DTC or its nominee, as the registered owner, or any notices to the Beneficial Owners or that they will do so on a timely basis or will serve and act in a manner described in this. Official Statement. The City is not responsible or liable for the failure of DTC, DTC Participants or others to make any payment or give any notice to a Beneficial Owner in respect of the Series 1990 Bonds or any error or delay relating thereto. When reference is made to any action which is required or permitted to be taken by the Beneficial Owners, such reference shall only relate to those permitted to act (by statute, regulation or otherwise) on behalf of such Beneficial. Owners for such purposes. When notices are given, they shall be sent by the City to DTC. DTC shall forward (or cause to be forwarded) the notice of the DTC Participants so that such Participants may forward (or cause to be forwarded) the notices to the Beneficial Owners. Beneficial Owners will receive a written confirmation of their purchase detailing the terms of the Series 1990 Bonds acquired. Transfers of ownership interest in the Series 1990 Bonds will be accomplished by book entries made by DTC and the DTC Participants who act on behalf of the Beneficial Owners of the Series 1990 Bonds. Beneficial Owners will not receive certificates representing their ownership interest. Payments on the Series 1990 Bonds will be paid by the Paying Agent to DTC, then paid by DTC to the DTC Participants and thereafter paid by the DTC Participants to the Beneficial Owners when due. For every transfer and exchange of the Series 1990 Bonds, the Beneficial Owner may be charged a sum sufficient to cover any tax, fee or other governmental charge that may be imposed in relation thereto. DTC may determine to discontinue providing its services with respect to the Series 1990 Bonds, at any time by giving notice to the City and discharging its responsibilities with respect thereto under applicable law. In addition, the City may determine that the use of DTC is no longer in the best interests of the Beneficial Owners. If either of such determinations is made, and the City identifies another qualified securities depository to replace DTC, the City will make arrangements with DTC and such other depository to effect such replacement and deliver replacement Series 1990 Bonds registered in the name of such other depository and its nominee in exchange for the outstanding Series 1990 Bonds. If the City fails to identify another qualified securities depository to replace DTC or elects to discontinue a book entry only system, the City is obligated to deliver, transfer and exchange the Series 1990 Bonds in the manner described in the Bond Resolution. In addition, the Series 1990 Bonds 4 'aid by check ar ..draft., .inc.iled to the respect.ive persons in ose 674tv*teie. - ntarast.'Paymet Date, thc. detai1tc:,„.„-kFlq vi.11 be pad to , bus.ress on:4 stecial reLord date q•suchr ieflecG,`-gO the,. -per °TO "F:ho'se Bonds .4.6.:;iragiAterad on , the f.fX4i,-.1.!).4.4.-,4es :day preceding ent• • :.' • e;I:event, fof ao.:;:insplveocyof12#;„ if. iitd 14s. iOngibl,e c1ainsziof its DTC artac.pants .tth jre, aca itZesrAliod ea6ed to iC to protect DTC aanst losses and liabilities e cur ities necessary to eii..rate...the- finsoffielettoyl,.; DTC • TX°174;S ;.: L- 4•;-, a-cAS . F.; On and after eri-41125,j,edvl,to.,:,i..re demotion at.thei...opioo;:..-of.:L.Che • .-.Oirt;,:,:i5siiiii'aatiterest.4,,...4Y144t. orr, rid -es .(emprssed.,4s por,c got er$Ithuaccruid interestiko thei•rAdeopC;o,p., D..tes of 441444 ,-.77 ' „. • (both • :COher 1,2000 to OptitMher 30, gpoi... _ •—•1001 !-'nc1etory Fund--;,Redempt a.: 1990 ..Bond-'arfa;Litil5fiet-AO- sinking4Ffond redeaLotirR, bylot, on 0ctobcr ..1, 24306 and 'oh' each t.4qrev,fer,*„ dip66A-ea by the.City to tte f the, ',, the 10. „Bond (orportion thereof) -,iedeeMeOqi).0:4i702.4'..;:li...Y**,0.64,::"4i.flieifYfOre'demiitiOhT;'''in the Redemption (October 1999 2000 2001 2002 2003 2004 2005 2006 2007 Date Principal Amount 1) To Be Redeemed $ 280,000 305,000 330,000 355,000 390,000 420,000 455,000 495,000 535,000 Redemption Date (October 1) 2008 2009 2010 2011 2012 2013 2014 2015 Principal Amount To Be Redeemed $ 585,000 635,000 685,000 745,000 810,000 875,000 950,000 2,030,000 Notice of Redemption. At least 30 days but not more than 60 days prior to any redemption date, a written notice of. redemption will be mailed (first class), postage prepaid, to the registered owner of each Series 1990 Bond to be redeemed at the address shown on the registration books of the Bond Registrar on the fifth business day preceding the date of mailing the notice. Failure to give such notice to any registered owner of a Series 1990 Bond or any defect in such notice shall not affect the validity of the proceedings for such redemption with respect to any other registered owner of a Series 1990 Bond for which notice of redemption has been properly given. Each notice shall set forth the date fixed for redemption, the rate of interest borne by each Series 1990 Bond being redeemed, the redemption date of each Series 1990 Bond being redeemed, the name and address of the Bond Registrar, the redemption price to be paid, and if less than all of the Series 1990 Bonds then outstanding shall be called for redemption, the distinctive numbers and letters including CUSIP numbers, if any, of such Series 1990 Bonds to be redeemed and, in the case of Series 1990 Bonds to be redeemed in part only, the portion of the principal amount thereof to be redeemed. If any Series 1990 Bond is to be redeemed in part only, the notice of redemption whicb. relates to such Series 1990 Bond shall also state that on or after the redemption date, upon surrender of such Series 1990 Bond, a new Series 1990 Bond or Series 1990 Bonds in a principal amount equal to the unredeemed portion of such Series 1990 Bond will be issued. In addition to mailing the notice described above, each notice of redemption and payment of the redemption price shall meet the requirements of this paragraph; provided, however, that failure of such notice or payment to comply with the terms of this paragraph shall not in any manner defeat the effectiveness of a call for redemption if notice thereof is given as prescribed above. (1) Each notice of redemption shall be sent at least 35 days before the redemption date by registered or certified mail or overnight delivery service or telecopy to all registered securities depositories then in the. business of holding substantial amounts of obligations of types comprising the Series 1990 Bonds (such depositories now being The Depository Trust Company, New York, New York, Midwest Securities Trust Company, Chicago, Illinois, and Philadelphia Depository Trust Company, Philadelphia, Pennsylvania) and to one or more national information -6- ' . , • n Tee,- — re emp -.0 Isar, ,ons- .(sue. • d;) . . - .v...uJ (2)i.?'• 03:ond Biyer fNewYcnk,''?:1464**"Yor fchubUation iii-ipfirefilt al F hb ta ia1LnmberThf the -holders oE theonds, • .* ' (3 1),.m. • th •• • payment theia6m r e onUs beig other transfr l,,1*P1 ESTIMATED SOURCES AND. DSES OF FIJHDS 'It':Is!!!';eilie&ted!".thAt the proceeds Series t• .1990 Bonds;',,V.3.1r,tbe ". es Prce T %' :; • ei:117,' 'Or!, Sekiti-'1990onds• 7:1'; •'-':;•••'' • $11 :5100,P ik .O0 . . „ „, „.. • , • !C.; TOTAL SOURCES S11,537.520.58 . '1 _epayilezir 'a-131V Loki:mt.:11) " • • Mpottt '••-eo•••;17MqiiTsitiori.4ird-Cot tfrt,ie tdtn''' Tung:: - • :', .73 313'. 59,tf: •-•!, • 1.4-3.ii4tit--;:`75iit...;.' of -Act -nit d• Interest t� Interest Account- : ,.T37•fiT:520;;:58 Costs of trsiiMitee 230 OOD 00 . . • , 'S:;` LT' ' • • ' .'• : . ; !!!! !!- A.n.6 p t;!$*!!;. 95 tVA (2) $bjectto approval by the County and any awount notapproved Co on?ud. SECURITY AND SOURCES OF PAYMENT FOR TSERIES1990-110NDS Wobiiiatiods !.!;!.!!, S'et4ei •T:1090 Icints"Are iqabieea Wy. fretthelledged Revenue vhibh,:' t:Aif th Tii" Ihcriment ReVehuet-if tee thh-it eCtiOn entitled- !',TAXINCREMENT;' - JE 4,a o' • • REVENUES', below), certain Guaranteed Entitlement Revenues (see the section 'entitled''GUARANTEED ENTITLEMENT REVENUES', below), and all monies held in the funds and accounts created by the Bond Resolution. The Series 1990 Bonds are'payable solely from the Pledged Revenues. The Series 1990 Bonds do not constitute a debt, liability or obligation of the City. the CRA. the County or the State, or any political subdivision of any of the foregoing, or a pledge bf thejull faith and credit of the City. the County, or the State, or any.political subdivision of any of the foregoing, or the CRA but shall be payable solely from the Pledged Revenues and neither the taxing power of the City, the County, or the State or any political subdivision of any of the foregoing, is pledged to the payment of principal on..redemption premium, if any, and interest on the Series 1990 Bonds. The realization of sufficient Tax Increment Revenues for the payment of the Series 1990 Bonds vill be dependent upon a variety of factors and circumstances which the City cannot predict with certainty. See 'RISK FACTORS' herein. Security Interest in Redevelopment Trust Fund. In the Interlocal Agreement, the CRA granted to the City a security interest in and an irrevocable lien upon the Tax Increment Revenues prior to and superior to all other liens and encumbrances thereon, except for the lien in favor of the Bondholders, and the City and CRA granted to the Bondholders an irrevocable lien and security interest in the Tax Increment Revenues for the payment of interest, premium, if any, and principal on the Series 1990 Bonds. In the Bond Resolution, the City assigned to itself and the Bondholders, the security interest in the Redevelopment Trust Fund granted to the City by the CRA in the Interlocal Agreement. Funds Held Purstuant to te BonResolution kcscito6r 0617'1'1-4.r ze40tml1 ff...-41,.1.,(41,1— • Ur the Bond olution, the has crea and established a Revene Fund, Sinking Pund, Reserve Fund, and a Rebate Fund. Each of these Funds shall be held in trust by the Trustee and the Revenue Fund, the Sinking Fund, and the Reserve Fund shall each constitute a trust fund to secure the holders of the Series 1990 Bonds on a pro rata basis. The holders of the Series 199D Bonds shall not have a lien on the moneys held in the Rebate Fund. Each of the foregoing funds shall be, at all times, kept separate and distinct by the Trustee from all other funds held by the Trustee. • All Tax Increment Revenues deposited in the Redevelopment Trust Fund shall be promptly transferred by the CRA to the Trustee for deposit in the Revenue Fund provided that no further transfers shall be required in any Bond Year if (i) the aggregate amounts on deposit in the Sinking Fund are equal to the Bond Service Requirements for such Bond Year on all Outstanding Series 1990 Bonds, (ii) all prior deficiencies in the Sinking Fund or Revenue Fund have been restored, and (iii) the amounts on deposit in the Reserve Fund are equal to the Reserve Requirement. By the Trustee's close of business on March 1 of each Bond Year (or if such March 1 is not a day on which the offices of the Trustee are open for business, on the next succeeding day on which the offices of the Trusted are open for business), the City shall promptly transfer to the Trustee, for deposit in the Revenue Fund, Guaranteed Entitlement Revenues in the amount of $300,000. Moneys on deposit in the Revenue Fund shall be applied by the Trustee as soon as they are received in the folloving manner: (1) First, by the deposit to the credit of the Interest Account in the 'Sinking Fund, and then, pro rata, into the Principal Account and the Redemption Account in the Sinking Fund, until the amounts on deposit therein are equal to the Bond Service Requirement in such Bond Year for all Outstanding Bonds. (2). Second, by deposit into the Reserve Fund, the amount, if any, which, together with funds then on deposit therein, will be sufficient to make the funds on deposit therein, except as otherwise hereinafter provided, equal to the Reserve Requirement for the Series 1990 Bonds (or, if applicable, the amount necessary to reinstate the Reserve Product). (3) Subsequent to April 1 of each year if there are any amounts in the Revenue Fund in excess of the Bond Service Requirement for such Bond Year on all Outstanding Bonds and any prior deficiencies in the Sinking Fund and accounts therein and in the Reserve Fund have been fully restored, and there is on deposit in the Reserve Fund an amount equal to the Reserve Requirement, such excess amounts shall be transferred by the Trustee to the Redevelopment Trust Fund and shall be used by the CRA for any lawful purpose. The Bond Resolution establishes a Reserve Fund into which there is required to be deposited, from proceeds, an amount which is equal to the Reserve Requirement, as defined in the Bond Resolution. The amounts deposited in the Reserve Fund, are to be used to pay principal, redemption premiums, if any. and interest on the Series 1990 Bonds. Any excess on deposit in the Reserve Fund shall be deposited to the Revenue Fund at least annually. Any deficiencies shall be made up from Pledged Revenues on deposit in the Sinking Fund. Rebate Fund. The City has covenanted to comply with the requirements of the Internal Revenue Code of 1986, as amended, in order for the interest on the Series 1990 Bonds to be and to remain excluded from the gross income of the holders of the Series 1990 Bonds for Federal income tax purposes. In the Resolution, the City established a Rebate Fund vhich shall be held by the Trustee apart from the other funds established pursuant to the Resolution and such Rebate Fund shall not be subject to a lien in favor .of the bondholders. The City shall make deposits to such Rebate Fund, if necessary, in accordance with certain rebate covenants. Additional Parity Bonds Additional Bonds on a parity with the Series 1990 Bonds may be issued only if:- -9- (1) There shall be executed and filed with the City, a consent by Eli. Bond Insurer; if any, to the issuance of such Additional Bonds and if presee. funds are insufficient to pay debt service on the Additional Bonds there is increase in the Guaranteed Entitlement or an increase in the Tax Incremval Revenues such that there are amounts sufficient to pay all of the princip,i! of, interest on and. redemption premium, if any, with respect to su.li Additional Bonds and all other costs and expenses with respect thereto nii there shall have been delivered to the City and the CRA an opinion of legai counsel regarding the legality and enforceability of such supplement 0: amendment and such other matters as the Issuer or the CRA shall reasonable request. (2) Each ordinance, resolution, or other enabling instrument authorizing the issuance' of Additional Bonds will recite that all of dw covenants herein contained will be applicable to such Additional Bonds. (3) There shall have been no reduction in the Guaranteed Entitlement and there shall have been no curtailing or any attempt to curtail any payment of Tax Increment Revenues the CRA is entitled to. (4) The Chief Financial Officer of the City shall file with the City Clerk a certificate, to the effect that (i) the City is not in default in the performance of any cf the covenants and obligations assumed by it hereunder of under, any ordinance, resolution or other enabling instrument of the Issuer pursuant to which Additional Bonds have been issued, and (ii) all payment!; herein required to have been made into the funds and accounts provided by the Bond Resolution or by such other ordinance, resolution or enabling instrument shall have been made in full to the extent required. (5) The City Attorney shall file with the City Clerk an opinion to the effect that the issuance of such Additional Bonds has been duly authorized and that all conditions precedent to the delivery of such Additional Bonds have been fulfilled. (6) An opinion of Bond Counsel shall be delivered to the City Clerk to the effect that the issuance of Additional Bonds will not. impair the exclusion from gross income for federal income tax purposes of interest paid on any Bonds issued hereunder and then Outstanding. (7) There shall have been obtained and filed with the City a certificate by the Chief Financial Officer certifying the amount of the (a) Guaranteed Entitlement and (b) Tax Increment Revenues received by the Issuer as determined under standard auditing procedures for any twelve (12) Consecutive months immediately preceding the calendar month in which such Additional Bonds are proposed to be issued. In rendering such certificate, the Chief Financial Officer may rely upon audited financial statements of the City prepared by independent certified public accountants. (6) There shall have been obtained and filed with the City a certificate of the Chief Financial Officer pursuant to which he shall certify that the Guaranteed Entitlement and the Tax Increment Revenues as certified in paragraph (7) above were at least equal to one hundred twenty-five percent (125%) of the maximum amount during any remaining Bond Year of the Aggregate -10- .4 the Debt Service Requirement for such Bond Year payable with respect to all Ponds then Outstanding under the Resolution (other than Bonds which are to be gotired or defeated upon the issuance of such Additional Bonds) 'and any 4 I.dditional Bonds proposed to be issued. TAX INCREMENT REVENUES :;ources of Tax Increment Revenues Pursuant to the Act, the County, as a home rule charter county pursuant :0 the Constitution of Florida, is authorized to implement all redevelopment programs granted under the Act for all community redevelopment areas -tablished within the County. The Redevelopment Area vas designated by the ,:‘lunty in Resolution No. R-1677-82 which was adopted on December 7, 1982. The boundaries of the Redevelopment Area were amended by the County in Ordinance Ho. 86-4. The County also enacted Ordinance No. 82-115 on December 21, 1982, (the "1982 Ordinance") which, among other things, approved the use of tax increment financing to finance the cost of improvements to the Redevelopment hrea, required that all financing documents be approved by the County and .greed to delegate certain community redevelopment powers to the CRA pursuant io the Interlocal Cooperation Agreement. The City established the Cvdevelopment Trust Fund under Ordinance No. 9590 enacted on April 6, 1983. :1:: provided under the Act, the CRA administers the Redevelopment Trust Fund fld directs the use of the funds therein. The County approved the issuance of 'he 5eries,1990 Bonds and the financing documents when it adopted a Resolution October 18, 1990. The Series 1990 Bonds are secured in part by the pledge “1. Tax Increment Revenues deposited into the Redevelopment Trust Fund. Under 4he Act, the City and the County are required to make payments to the r,development Trust Fund on or before January 1 of each year. • Pursuant to the Act, on or before each January 1, the City and the :ounty must appropriate• and. pay to the Redevelopment Trust Fund an amount ,-qual to 95% of the difference between: (1) 'The amount of ad valorem taxes levied each year by that taxing .uthority, exclusive of any amount from any debt service millage, on taxable 1...al property contained within the geographic boundaries of the -Redevelopment Area; and (2) The amount of ad valorem taxes which would have been produced by iht! millage rate upon which the tax is levied each year by or for that taxing •oithority, exclusive of any debt service millage, upon the assessed valuation “I the taxable real property in the Redevelopment Area as of (i) with respect 10 the original Redevelopment Area as described in Appendix A, Map A-2, (the ,:riginal Redevelopment Area"), January 1, 1982 as shovn on the preliminary ad ,.Jorem assessment roll for 1982 prepared by the County's Property Appraiser, id (ii) with respect to the additional portion of the Redevelopment Area, which was added in 1985 when the Redevelopment Flan was amended, as described ,H Appendix A, Map A-3 (the "Additional Redevelopment Area'), January 1, 1986 shown on the preliminary ad valorem assessment roll for 1986 prepared by IFiL County's Property Appraiser. -11- The assessment in each of these base years constitutes the f1,1“1 which any increase in the assessed value in excess of the floor will h, to determine the incremental tax revenues. The resulting incremental increase in ad valorem taxes is measure the amount of the contribution which must be appropriated and 1. the City and the County. Under Florida law, the statutory obligation I* City and the County to make the required payments to the Redevelopment T: Fund continues until all loans, advances and indebtedness, if any. interest thereon, have been paid. Under the Act, the City and the County are obligated to approprim.• pay' the ad valorem tax increment for the Redevelopment Area on or January 1 of each year until any obligations issued with respect h. . Redevelopment Area and secured by tax increment are no longer outstandinr. Under the Interlocal Agreement, as implemented by the Bond Resolli: the CRA covenanted to pay all Tax Increment Revenues to the Truste,. receipt. Pursuant to the Interlocal Agreement, the CRA granted a srcn. interest in the Tax Increment Revenues to the City prior and suPerior, h. other liens thereon for the benefit of the bondholders. The CRA covenanted not to take, or consent to, or permit any action which will or adversely affect the obligation of the City or the County to apprnri its proportionate share of such revenues. Calculation of Tax Increment Revenues Vith respect to the payment of the Series 1990 Bonds, the meth,. measuring and calculating the annual payment of Tax Increment Rev,,, required to be made by the City and the County is dependent upon assessment value of taxable real property as of January 1 of each year and millage rate established by the City and the County for the fiscal beginning on October 1 of that year. Generally. Florida law currently mandates the following procedurr: establishing the assessed value of real property and in fixing millage (1) January 1 of each year is the statutory measurement date uscd each county property appraiser for establishing just value of real prop,,.. within the county. Real property improvements or portions thereof Substantially completed on January 1 are deemed to have no value thereon, and substantially completed property as of January 1 is assesscd the county property appraiser based on its just value. (2) On or before July 1 of each year, each county property apprIJI,, is required to complete an assessment roll of the value of all real prop,,, subject to taxation located within the county (unless extended for good by the State Department of Revenue). Upon completion of this assessment r”11. the county property appraiser is required to certify to each taxing author . the taxable value within the jurisdiction of the taxing authority. Th.. certification includes the just value of new construction, addition:: I. structures, deletions and property added due to geographic boundary chali• substantially complete. as of January 1 of that year. -12- (3) Each taxing authority is required to compute the millage known as 'rolled back rate.That rate is the rate which, exclusive of (i) new struction, (ii) additions to structures, (iii) deletions, and (iv) property d ecCdue to geographic boundary changes, will provide the same ad valorem tax evenue for each taxing authority as vas levied during the prior year. (4) Upon preparation of a tentative budget, but prior to adoption tjereof, each taxing authority in addition to computing the 'rolled back rate' required to compute the proposed millage rate which would be necessary to d the tentative budget, other than the portion of the budget to be funded from non ad valorem taxes. In computing proposed or final millage rates, each wing authority utilizes not less than 951 of the taxable value certified by the county property appraiser. In establishing the tentative budget and the proposed millage rate, the taxing authority is not bound by the 'rolled back rate' and, in accordance with Florida law, may exceed the 'rolled back rate" or may even adopt a tentative budget and proposed millage rate which would be less than the 'rolled back rate.' (5) Within 35 days of the county property appraiser's certification, each taxing authority is required to advise the county property appraiser of its proposed millage rate and the 'rolled back rate' and the date and time at which a public hearing will be held to consider the proposed millage rate and the tentative budget. The county property appraiser utilizes this information in preparing the notice of proposed property taxes required to be mailed to property ovners. Additionally. if this information is not provided in a timely fashion as required by statute, the taxing authority is prohibited from levying a millage rate greater than the 'rolled back rate' for the upcoming fiscal year. (6) Each taxing authority is statutorily required to hold a minimum of two public hearings on the proposed millage rate and tentative budget prior to adopting a final millage rate and a final budget. At the first public hearing, the taxing authority may amend the tentative budget and proposed rate as it deems fit and adopt a tentative budget and proposed millage rate. At the second public hearing, the taxing authority may adopt the final bedget and final millage rate. The final budget and final millage rate adopted at the second hearing cannot exceed the tentative budget and tentative sellage rate adopted at the first public hearing. Except as otherwise provided by statute, no millage rate (exclusive of ad valorem debt service 11411-liSe) for the county and the city may annually exceed 10 mills each without voter approval. The final millage rate is that millage rate used to calculate the'tax increment revenue payments required to be made to a redevelopment trust fund ab or before January 1 of the next year. Final millage rates generallye should have been adopted by October 1 of each year, to allow sufficient time for uJOAg authorities to calculate the required payment to the redevelopment trust fund and to submit the same on or before January 1. Pursuant to e :t1tute. unless otherwise permitted by law, final budgets must be adopted by gl4ng .authorities prior to the beginning of a taxing authority's fiscal year eetFh ls October 1 of each year. Typically. property tax statements are '441ed on or about November 1, vith collection through November 30 Providing a -13- maximum discount of 42 and descending to 02 as of March 1 of the fo11ovirij year. Taxes are delinquent as of April 1. Tax Increment Revenues for the Redevelopment Area --Historical and Projected The Tax Increment Revenues are appropriated and paid by the City and thr County to the CRA for deposit in the Redevelopment Trust Fund as required under the Act and as implemented by the Interlocal Cooperation Agreement. Th' assessed value of taxable real property in the Original Redevelopment Area war $78,305,502 as of January 1, 1982 and in the Additional Redevelopment Area WAN $37,461,910, as of January 1, 1985. Since 1986, and for all future years, thP aggregate assessed value of taxable real property in the Original and Additional Redevelopment Areas, for purposes of calculating the tax incremental tax revenues, is and will be $115,767,412. The amount of Tax Increment Revenues to be received in any year depends upon the assessed valuation of taxable real property in the Redevelopment Area as of January 1 of such year, the incremental increase in such valuation above the valuation for the base years and the total millage rate levied by the City and the County. Except for the City's millage rate, all of these factors are beyond the control of the City. The following table sets forth historical and anticipated collections of Tax Increment Revenues in the.Redevelopment Area from fiscal year 1985-1986 through fiscal year 1994-1995. The City cannot provide any assurances that the Tax Increment Revenues actually realized will meet the forecasts for the fiscal years after 1990-1991, and there are possible circumstances that could adversely affect the realization of such Tax Increment Revenues. See 'RISK FACTORSherein. -14- TUE CITY OF MIAMI, FLORIDA HISTORIC AND PROJECTED TAXABLE REAL PROPERTY AND TAX INCREMENT Fiscal Year (1) 1985-86 1986-87 1987-88 1988-89 ' 1989-90 1990-91 1991-92 1992-93 1993-94 (994-95 Total Taxable Value of Real Property (2) $ 86,762,119 144,643,083 145,058,948 145,230,969 158,756,881 186,828,159 226,517,567 237,843,445 299,735,618 314,722,398 Increment of Taxab Value of Real Property (3) $ 8,456,617 28,875,671 (6) 29,291,536 29,463,557 (7) .42,989,469 71,060,747 210,750,155 122,076,033 183,968,206 198,954,986 le Millage (4) 17.3140 17.3150 16.8945 16.8885 16.6945 16.9675 16.9675 16.9675 16,9675 16.9675 Total Annual Tax Increments (5) $ 139,097 470,045 470,123. 472,716 681,803 1,145,437 1,785,196 1,967,759 2,965,407 3,206,980 (1) October 1 through the next succeeding September 30. (2) Taxable Value of the Real Property located in the Redevelopment Area is based on the real property assessment on January 1 of the prior fiscal year. (3) The Increment is the Taxable Real Property for the current fiscal year minus the Taxable Value of Real Property for the Base Years, see 'TAX INCREMENTS - CALCULATIONS'. (4) Millage is the combined general operating millage of the, County and the City. (5) Total Annual Tax Increments represent the combined payments by the County and City which are equal to 952 of the tax revenues generated from the application of combined general operating millage against the Increment of Taxable Value of Real Property. (6) The significant increase in the Increment of Taxable Value of Real Property in Fiscal Year 1986-1987 is attributed to the increase in the size of the Redevelopment Area, see 'REDEVELOPMENT AREA - Location'. (1) The increase in fiscal year 1989-90 is attributed to the addition of the Courthouse Center project with an assessed value of $22,127,471 minus the assessed value of certain parcels taken off the tax rolls when they were acquired by the City for redevelopment pursuant to the Redevelopment Plan. ::aurcer- City of Miami, Florida. The increased value in the Total Taxable Value of Real Property shown in 'he preceding Table starting in fiscal year 1989-1990 vas a result of the following new developments being added to the tax rolls. Fiscal years' b,ginning in 1991-1992 also include a projected increase of 5% in total area valuation in each year.. -15- Fiscal Year 1989-1990 Project Assessed Value 1. Courthouse Center $22,127,471 Fiscal Year 1990-1991 Project Projected Asse 1. Arena Towers, Building I $15,550,000 Proiect Fiscal Year 1991-1992 ed Value Projected Assessed Value 1. Arena Towers, Building /I $10,188,000 2. Biscayne View Apartments 20,160,000 Fiscal Year 1993-1994 Project Projected Assessed Value 1. Gran Central Office Tower $50,000,000 There are no.assurances,however, that the Gran Central Office Tower will be built since it is not yet under construction. see 'RISKS'. It is important to note that the projections prepared by the City do not account for any other development which may occur within the Redevelopment Area as a result of the Project. GUARANTEED ENTITLEMENT REVENUES General The Florida Revenue Sharing Act of 1972, Part II, Chapter 218, Florida Statutes (the 'Revenue Sharing Act') provides for the distribution of certain revenues by the State to units of local government, including municipalities, such 'as- the City. All revenues received by .Er municipality from the State pursuant. to the Revenue Sharing Act are designated herein as Revenue Sharing Receipts. The Revenue Sharing Act includes a formula to determine the monthly Revenue Sharing Receipts to be distributed from the Revenue Sharing Trust Fund For Municipalities, which is the fund to which the State deposits the Revenue Sharing .Receipts. It..also provides that no eligible municipality shall receive less Revenue Sharing Funds from the State than that amount received by such municipality from the State in the fiscal year 1971-1972 from the sum of the State cigarette tax, State road tax and State motor fuel tax (the. 'Guaranteed Entitlement'). The Revenue Sharing Act further provides that there shall be no use restriction on the Guaranteed Entitlement portion of the -16- total State Revenue Sharing Receipts ('Guaranteed Entitlement Revenues'). However, receipt of the Guaranteed Entitlement moneys' is solely dependent on the continuing payment of revenue sharing by the State of Florida, on which no assurance can be given. sources of Revenue Sharing of Receipts. The following taxes, or portions thereof, are required to be deposited in the Revenue Sharing Trust Fund for Municipalities after deducting certain harges for administration and collection: 1. Cigarette Taxes. Pursuant to Chapter 210, Florida Statutes, State tax is levied at varying rates depending on the weight and length of the cigarettes and the number of cigarettes in a package. The tax for a standard package of cigarettes is 33.9 cents. After deducting a service charge, an amount equal to 11/24 of the total is required to be deposited to the Revenue Sharing Trust Fund for Municipalities. 2. Tax on Motor Fuel. Chapter 206, Part I, Florida Statutes, provides for a municipal tax, in addition to all other taxes required by law, of one cent per gallon upon the first sale or removal from storage, after incorporation into the State, of motor fuel. After deducting a service charge, the proceeds of the tax are deposited in the Revenue Sharing Trust Fund for Municipalities. 3. Tax on Special Fuel. Chapter 206, Part II, Florida Statutes, also provides for a four cent tax per gallon on special fuel (diesel fuel, alcohol or any liquid product or combination used to propel any diesel engine), used or sold in the State payable on the first sale or transfer of title thereof within the State. After 'withholding $10,000 from the tax and deducting the applicable service charge, the proceeds of the tax are deposited in the Revenue Sharing Trust Fund for Municipalities. riedge The Series 1990 Bonds will be secured by a pledge of $300,000 per year hy the City from the proceeds of its Guaranteed Entitlement Revenues. The f:ity's limited pledge of $300,000 in Guaranteed Entitlement,Revenues will be .,11 a parity with the City's $6,500,000 Guaranteed Entitlement Revenue Bonds, '..ries 1989 (the 'Senior Lien Bonds'), and subordinate and junior to the ,:ity's obligation to .set aside $2,000,000 per fiscal year (October 1 through %,ptember 3D) through fiscal year 1995 to repay a loan made to'the City by the i•irst Municipal Loan Council ('Municipal Council Loan'). The City has covenanted that it will not take any action which will Impair or adversely affect the Guaranteed Entitlement Revenues and has further .,,venanted to take all lawful action necessary or required to continue to ,utitle the City to receive its Guaranteed Entitlement Revenues in the same Amounts and at the same rates as now provided by law to pay the principal of ,1(1 interest on the Series 1990 Bonds, and to make any other payments required wider the Bond Resolution. The City's Guaranteed Entitlement Revenues and Revenue Sharing Receipts Only the City's Guaranteed Entitlement is available to be pledged on a parity and subordinated basis to the payment of debt service for the Series 1990 Bonds since the Revenue Sharing Act prohibits the City from pledging any portion of the Revenue Sharing Receipts received by the City in excess of its Guaranteed Entitlement Revenues. The following table sets forth the City's Guaranteed Entitlement, Revenue Sharing Receipts in excess of its Guaranteed Entitlement and its total Revenue Sharing Receipts for the fiscal years indicated: City Fiscal Years Ended September 30th Fiscal Guaranteed Excess Total Year Entitlement Receipts Receipts 1984 $5,721,258 1985 5,721,258 1986. 5,721,258 1987 5,721,258 1988 5,721,258 1989 5,721,258 1990 5,721,258 $5,994,149 $11,715,407 6,240,917 11,962,175 5,377,383 11,098,641 5,747,170 11,468,428 5,465,600 11,186,858 5,151,742 10,873,000 4,748,742 10,470,000 Source: City of Miami, Finance Department The City's Guaranteed Entitlement will not be affected by any increase in the tax on cigarettes and motor fuel. Any significant decrease in the taxes would first affect the Revenue Sharing Receipts received by the City in excess of its Guaranteed Entitlement Revenues. Since the Revenue Sharing Receipts in excess of the City's Guaranteed Entitlement Revenues are significant, it is unlikely that a decrease in the taxes will have an impact on the City's Guaranteed Entitlement Revenues. -18- e_Guaranteed Entit1ementJ—evenues;,.;; s _ ..�fi<.{__ &�: i`.ttf.,;4 .. ::}:i'• s4r`^':7y ;�x .. af.3i•`'a'f.' a'1,.,. owing•,, table;• shows ,.i e t City -pan_ 4cipa;tes w:ll be;n av ytn'eiits on its 4unicp44:ounci: Lsgatan ,cif $30,0„iiQ{3,, pes fiscal. nth.- cspsl.CpeAc e.4.:amounts o.f .•Gusrar}�teed.'Entitlement: Revenues Llale after ;it, manes the required ,annual L4any and,. .ts .Sens qr tei.en Bonds;•:,to'-meet its rear with, sespect.wto the- Series, 1990 Boa4s. , .... Its•: taj.:.; . {:. ;!',.`:i:;'r� . "i;4r :��, ears'; Eadin .5e tember �3.0 9.. 21.. 5, 721 .$5 ,721 service- 608. 607 610.., en Bonds* ,.. 1)1.e Revenue sE :.: 3,113„ 3 ,114: '•, 3 ,111 1990Bonds 30D.;a :300•.. 300 e_ Ratio -. 10.3:7x , 10.3sx 10.37z ded.to,nearest.:.thousend do 1994 1995;., ,721 $5,721 67.s .608.' 609 ,11,4 , 300 .0::,38s, 10:. 3.7x" 17,0 DEBT SERVICE REQUIREMENTS AND CDVERAGE The following table sets forth estimated debt service requirements for the Series 1990 Bonds and estimated debt •service coverage to be provided from the Pledged Revenues. After 1991, the Tax Increment Revenues are based upon the estimates of the City. The table below assumes constant receipts of tax increment revenues on and after January 1, 1997, but actual tax increment revenue receipts may vary and could be less than such estimates. See 'RISK FACTORS'. Year Ending Oct. 1 Principal 1991 $155,000 1992 165,000 1993 180,000 1994 190,000 1995 205,000 1996 225,000 1997 240,000 1998 260,000 1999 280,000 2000 305,000 2001 330,000 2002 355:000 2003 390,000 2004 420,000 2005 455,000 2006 495,000 2007 535,000 2008 585,000 2009 635,000 2010 685,000 2011 745,000 2012 810,000 2013 875,000 2014 950,000 2015 1,030,000 Location Interest $884,413.75 953,732.50 941,522.50 927,842.50 913,212.50 897,222.50 879,560.00 860,600.00 839,800.00 816,000.00 790,075.00 762,025.00 731,850.00 698,700.00 663,000.00 624,325.00 582,250.00 536,775.00 487,050.00 433,075.00 374,850.00 311,525.00 242,675.00 168,300.00 87,550.00 —Total Debt Service Requirements $1,039,413.75 1,118,732.50 1,121,522.50 1,117,842.50 1,118,212.50 1,122,222.50 1,119,560.00 1,120,600.00 1,119,800.00 1,121,000.00 1,120,075.00 1,117,025.00 1,121,850.00 1,118,700.00 1,118,000.00 1,119,325.00 1,117,250.00 1,121,775.00 1,122,050.00 1,118,075.00 1,119,850.00 1,121,525.00 1,117,675.00 1,118,300.00 1,117,550.00 OP Tax Increment Revenues $1,145,437 1,785,196 1,967,759 2,965,407 3,206,980 3,206,980 3,206,980 3,206,980 3,206,980 3,206,980 3,206,980 3,Z06,980 3,206,980 3,206,980 3,206,980 3,206,980 3,206,980 3,206,980 3,206,980 3,206,980 3.206,980 3,206,980 3,206,980 3,206,980 3,206,980 Guaranteed Entitlement Revenues 6300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 Estimated Annual Coverage 1.39x 1.86x 2.02x 2.92x 3.14x 3.13z 3.13x 3.13x 3.13x 3.13x 3.13x 3.14x 3.13x 3.13x 3.14x 3.13x 3.14x 3.13x 3.13x 3.14x 3.13x 3.13x 3.14x 3.14x 3.14x The Redevelopment Area is situated within the municipal boundaries of the City. It is located immediately north of the central business district to which there has been significant and positive physical and economic changes over the past five years. The completion of a number of significant commercial projects within the central business district of the City such as the Southeast Financial Center, the Dade County Metropolitan Government -20- Center, the CenTrust Financial Center, the World Trade 4enter, the Courthouse Tower and Bayside have added thousands of private jobs and have attracted even greater numbers of visitors, businesses and tourists to Downtovn Miami. The boundaries of the original Redevelopment Area vere N.W. 5th Street on the South, I-95 on the Vest, 1-395 on the North and Biscayne Boulevard on tbe East (the 'Original Redevelopment Area"). In 1985. the Original Redevelopment Area vas expanded to include additional real property to the South. The boundaries of this new part of the Redevelopment, Area are N.W. 5th Street on the North, North Miami Avenue on the East, N.E. First Street on the South and the Metrorail transit lines on the Vest (the °Current Redevelopment Area"), Maps of the Original Redevelopment Area and the Current Redevelopment Area, respectively, are set forth in Appendix A, Included within the Redevelopment Area are two'distinct sub areas which have been designated Park Vest and Southeast Overtown. The warehousing and general commercial areas located Eastof the FEC Railroad Right -of -Way (Right-ef-Vay') are known as Park West and the predominantly low income community to the West of the Right -of -Way and East of 1-95 and South of 1-395 i$ Southeast Overtovn. The Southeast Overtovn subsection is part of a Larger, predominantly black community known as Overtown, Until recently, neither Park Vest nor Overtovn experienced the major economic spin-off effects which were generated by the massive development in the central business district of the City. Under the provisions of the Florida Community Redevelopment Act of 1969, as amended, the City and County have developed an extensive redevelopment plan to rejuvenate the Redevelopment Area through the acquisition of land arid the removal of blight. Redevelopment Objectives With respect to the Southeast Overtovn portion of the Redevelopment Area. the City has established a number of objectives. Specifically, the City hopes to accomplish the following, among others, through the Redevelopment Plan; 1. provide better employment opportunities and upper mobility for residents; 2. provide opportunities for minorities (residents) to manage and owr businesses; 3. maintain existing business and attract nev business; 4e rehabilitate existing housing; 5. replace dilapidated housing; 6. provide opportunity for residents to continue to live in Overtovn; 7. promote home ownership and new housing for moderate income families and encourage an income mix in all housing; 8. restore a sense of community and unify the area culturally; and 9. preserve historic buildings and sites. In the Park Vest portion of the Redevelopment Area. the City': objectives, among others. are as follows: . -21- 1. reinforce the property tax base; 2. encourage day and night activities in downtown Miami; 3. reduce travel distance for downtown workers; 4. minimize adverse impact and promote existing viable commercial and industrial uses which complement the business activities at the Port of Miami located downtown; 5. expand housing choices for Downtown workers; and 6. encourage comprehensive, large scale redevelopment. Recent Developments within the Redevelopment Area The City, through its Community Redevelopment Agency, has previously acquired real property within the Redevelopment Area in order to begin to implement the Redevelopment Plan. Pursuant to the terms of a Section 108 Loan Agreement, dated February 7, 198B, the City borrowed $5,958,400 from the United States Department of Housing and Urban Development ('HUD'). The loan proceeds were used along with $28,000.000 of City funds, by the City to acquire and renovate certain real property and to make other improvements within the Redevelopment Area. A portion of the real property acquired by the City has been leased to a number of developers for the construction of rental units and condominium units. One of the new multi -family housing projects which offers affordable housing is Arena Towers, which is comprised of a 21-story building containing 204 dwelling units, a 16-story building containing 152 dwelling units and a 481 space parking garage. The 16 story building vas completed prior to January 1, 1990 and currently is approximately 852 occupied. The other building and the parking facility were completed in February of 1990. The Arena Towers complex is located just North of the Miami Arena on the opposite side of the street. The Biscayne View Apartments is another housing project which offers affordable housing and is being developed on land leased from the City. It is located adjacent to the Arena Towers on the North and is comprised of a 30-story apartment building and a 3-story building with townhouses and valk-up apartment units',, for a total of 463 •apartment units. The Biscayne View Apartments are scheduled to be completed on or about November 1, 1990. The City has also leased land to a private developer for the construction of Poinciana Village, 152 condominium units which are located to the Vest of the Miami Arena. Phase I consists of 40 units of which 12 have been completed, and the remaining 28 are almost finished. At the present time, 34 of the 40 units have been sold. THE PROJECT In addition to funding a Reserve Fund and paying the cost of issuing the Series 1990 Bonds, proceeds of the Series 1990 Bonds shall be used to retire the $5,958,400 HUD loan, including any accrued interest to date, to reimburse the City in an amount not to exceed $750,000 for an advance by the City to the CRA for payment of expenses with -respect to the Redevelopment Plan, to finance the cost of certain infrastructure improvements such as street improvements, sidewalks and landscaping to the area between N.V. 7th Street and N.V. 9th. -22- ..Ireet, and to acquire a number of parcels which are located in the Southeast “wertown subsection of the Redevelopment Area. The City has already begun to dcquire. the property included in the Project and anticipates that the ,cquisition of the various components of the Project will be completed by June 1992, but such acquisition may be delayed due to litigation over the City's taking by eminent domain. See 'RISK FACTORS'. RISK FACTORS The ability of the City to make timely payments of principal of, ledemption premium, if any, and interest on the Series 1990 Bonds, depends ::ubstantially upon the ability of the City to collect sufficient Tax Increment Nevenues based upon real property in the Redevelopment Area which, when added In the $300,000 in Guaranteed Entitlement Revenues and interest earned on the Tax Increment Revenues and Guaranteed Entitlement Revenues will be adequate to make such payments. The Series 1990 Bonds are not general obligations. ::upported by the full faith and credit of the City, the CRA, the.County or the :.tate or any political subdivision of the foregoing, but are payable solely [row the Pledged Funds. Neither the State, the County, the City, the CRA, or any other political subdivision of the State has any obligation or power under the Bond Resolution or under Florida law to levy any taxes or any responsibility thereunder to appropriate funds from any source other than the Pledged Funds in order to pay debt service on the Series 1990 Bonds or to avail or cure any default in any such payments. Except for the Reserve Fund, there is no fund or account under the Bond Resolution which is required to contain amounts to make up for any deficiencies in the event of one or more defaults by the City in making payments of debt service on the Series 1990 Bonds, and there is no source from which the Sinking Fund will be replenished except the Tax Increment Revenues, the Guaranteed Entitlement Revenues, and investment income on moneys in the Funds held by the Trustee. There can be no representation or assurance that the City will realize sufficient Tax Increment Revenues to pay, when due, all required payments of debt service on the Series 1990 Bonds. The following paragraphs summarize some of the risks involved in a Florida tax increment financing such as the Series 1990 Bonds. Such summaries are not intended to be an exhaustive list of risk factors in connection with the Series 1990 Bonds. 1. Competition fum Comparable Developments Outside. the Redevelopment Area. The City's growth strategy for the Redevelopment Area is in competition with other communities located outside the Redevelopment Area whose growth will not generate Tax Increment Revenues for the payment of the Series 1990 Bonds. In the event that,a large number of condominium, rental or commercial projects are constructed in the City outside the Redevelopment Area, the demand for residential housing within the Redevelopment Area could be reduced, thereby leading to a possible reduction in the assessed taxable value of the Arena Towers and the Biscayne View Apartments or the suppression of future development in the Redevelopment Area. -23- 2. State, National and International Economic and Political Factors. Certain economic or political developments, such as downturns in the State, national or international economy, increased national or international barriers to tourism or trade or international currency fluctuations could all adversely affect the continued development of the Redevelopment Area or its attraction to businesses and investors. 3. Failure, to Achieve ncreases in Proprty Values. Numerous events could occur that might reduce or cause stagnation in the value of real property within the Redevelopment Area, including natural disasters; public acquisition of property within the Redevelopment Area by the State or political subdivisions exercising their respective rights of eminent domain; or social, economic or demographic factors (or adverse public perceptions thereto) beyond the control of the City or the taxpayers in the Redevelopment Area. Any or all of such events could adversely affect the realization and collection of Tax Increment Revenues. 4. Impact of Additional Taxpayers or Increased Property Values Outside the Redevelopment Area. The addition of significant numbers of new taxpayers or an increase of property values outside the Redevelopment Area could result in an environment favorable to the reduction of the County and/or City millage rates that would, ir. turn, reduce the amount of Tax Increment Revenues payable by the County and/or the City. 5. Appeals of Assessments. State law allows taxpayers to dispute assessment valuations. Various State, local, national and international economic conditions may influence a taxpayer's willingness to make or forgo such an appeal. The statutory method for determining Tax Increment Revenues uses a factor of 95I, due in part to an expectation of some such appeals. Any volume of appeals which are successful in reducing the overall assessed value of the Redevelopment Area in excess of such a margin of error could result in reduced amounts of Tax Increment Revenues payable by the County and/or the City. 6. Failure of Nev Projects to Achieve Economic Success. In the event the Arena Towers and/or the Biscayne View Apartments encounter financial difficulties, or the Gran Central Office complex is never built or leased, the taxable assessed value of the Redevelopment Area may be reduced due to the decrease in value of the apartments and will not generate the additional tax increment revenues anticipated from the construction of the Gran Central project. Since the City has relied on the 1990-91 Tax Increment Revenues to determine the amount of Series 1990 Bonds to be issued, such failure, however, may only have a minimal effect on the City's ability to pay the principal of and interest on the Series 1990 Bonds. • 7. Litigation Pertaining to the Project. The Project will involve, among other things, the acquisition of all or a portion of four city blocks in the Redevelopment Area. It is anticipated that the City will be able to negotiate with the owners for the purchase of the individual parcels within the City blocks. In the event an agreed upon -24- price cannot be negotiated, the City believes that it has the power to take all of the subject properties by eminent domain and believes that such power will be upheld by the courts. The City further believes that it will be capable of making any and all payments of adjudicated purchase prices of such parcels under eminent domain. However, even if the City isultimately successful in any eminent domain proceedings that bay have to be instituted, such eminent domain litigation could materially delay the commencement of the development of the parceland, ifa large'number of parcels become entangled in eminent domain proceedings, the availability of additional Tax Increment Revenues which may be used for the repayment of the Series 1990 Bonds may be delayed. INCOME TAN EFFECTS In the opinion of Co -Bond Counsel, under existing law, interest on the Series 1990 Bonds is excluded from gross income for federal income tax purposes. Also, in ,the -opinion of Co -Bond Counsel, under existing law the Series 1990 Bonds are exempt from all present intangible personal property taxes imposed by the State of Florida. The opinion of Co -Bond Counsel is rendered in reliance upon certain cash flow schedules calculating the yield on the Series 1990 Bonds and upon the certificate of the Underwriter verifying the accuracy of the schedules calculating the yield on the Series 1990 Bonds. The.opinion of Co -Bond Counsel is also subject to the condition that the City comply with all requirements of the Internal Revenue Code of 1986, as amended (the "Code"), that must be satisfied subsequent to the issuance of the Series 1990 Bonds in order that interest thereon be, or. continue to be, excluded from gross income for federal income tax purposes. Those requirements include restrictions regarding the terms, amount and purpose of the*Series 1990 Bonds and the use of the proceeds of the Series 1990 Bonds. The City has included provisions and procedures in the Bond Resolution in order to meet such requirements of the Code with respect to the Series 1990 Bonds, and the City and the Trustee have covenanted to comply with,such provisions and procedures. Those requirements further include the arbitrage rebate obligation contained in Section 148 of the Code. The City has covenanted to comply with each requirement of the Code that must be satisfied subsequent to the issuance of the Series 1990 Bonds in order that interest thereon be, or continue to be, excluded from gross income for federal income tax purposes. Failure to comply with any of those requirements may cause the inclusion of interest on the Series 1990 Bonds in gross income for federal income tax purposes, retroactive to the date of issuance of the Series 1990 Bonds. An alternative minimum tax is imposed by the Code on corporations at a twenty percent .(20%) rate and on taxpayers otherthan corporations at twenty-one percent (21%) rate. Interest on the Series 1990 Bonds will be treated as an item of tax preference for purposes of the alternative minimum tax and included in an individual or corporate bondholder's alternative minimum taxable income. On November 5, 1990, President Bush signed into law the Omnibus Budget Reconciliation Act of 1990 (P.L. 101-58) (the "Act"). Section 11102(a) of the Act increases the rate of the alternative minimum tax with respect to taxpayers other than corporations to 24% from 21%. The increase in the rate is effective for taxable years beginning after December 31, 1990. A copy of the proposedform of the opinion of Co -Bond Counsel to be rendered on the Delivery Date is attached hereto as Appendix D. Co -Bond. Counsel has not expressed an opinion regarding the other federal income tax -2 5- consequences arising'with respect to'the Series 1990 Bonds. For a description of some of the possible federal income tax consequences, see the following paragraphs. 1. Environmental Superfund Tax. Section 59A of the Code imposes fur taxable years beginning before January 1, 1992, .an additional tax un corporations at a rate of .12 percent on the excess over $2,000,000 of a corporation's 'modified alternative minimum taxable income". Interest on the Series 1990 Bonds received by a corporate bondholder will be included in the determination of such bondholder's 'modified alternative minimum taxable income'. 2. Financial Institutions and Certain Insurance Companies. Section 265 of the Code provides that a financial institution holding the Series 1990 Bonds will be denied any deduction for its interest expense allocable to such Series 1990 Bonds. Under Section 832(b)(5)(B) of the Code, insurance companies subject to the tax imposed by Section 831 of the Code, including property and casualty insurance companies, are required to reduce the amounr of their deductible underwriting losses by 152 of the amount of tax-exempt interest received from investments made after August 7, 1986, including investments in the Series 1990 Bonds. 3. Social Security and Railroad Retirement Benefits. Under Section 86 of the Code, recipients of certain social security benefits and railroad retirement benefits may be required to include a portion of such benefits within gross income by reason of the receipt of interest on the Series 1990 Bonds. 4. S Corporations. Section 1375 of the Code imposes a tax on the income of an S Corporation having Subchapter C earnings and profits at the close of a taxable year, if greater than twenty-five percent (25Z) of the gross receipts of such S Corporation is passive investment income. Interest on the Series 1990 Bonds will be included in an S Corporation's passive investment income. 5. Foreign Corporation Branch Offices Tax. Section 884 of the Code imposes a branch' profits tax on foreign corporations equal,to thirty percent (30Z) of the 'dividend equivalent amountfor the taxable year. Interest on the Series 1990 Bonds would be taken into account. in determining a foreign corporate bondholder's 'dividend equivalent amount' to the extent such interest is effectively connected (or treated as effectively connected) with the foreign corporate bondholder's conduct of a trade or business within the United States. -Other provisions ;of the Code may give rise to adverse fRde.r.al. iPOPErT„tax consequences to particular bondholders. Owners of the Series 1990 Bonds should•consult their own tax advisors with respect to tax'consequences to them of owning the Series 1990 Bonds. -25- LITIGATION There is no litigation pending or threatenedothat seeks to restrain or enjoin the issuance or delivery of the Series 1990 Bonds or the proceedings or authority under vhich they are to be issued or delivered. There is no litigation pending or threatened vhich, in any manner, questions the right of the City to pledge its Tax Increment Revenues or the Guaranteed Entitlement Revenues, as described herein, to the repayment of the Series 1990 Bonds. CITY The Series 1990 Bonds shall be issued by the City pursuant to the lnterlocal Cooperation Agreement and the Bond Resolution. For a description of the City and the County see Appendix B. VALIDATION The Series 1990 Bonds were validated by a judgment of the Circuit Court of the Eleventh Judicial Circuit in and for Dade County, Florida on August 23, 1990. The time for taking an appeal has expired, and consequently the judgment has become final. LEGAL MATTERS The Series 1990 Bonds will be accompanied at delivery with an approving opinion of Holland & Knight and Barnes, Darby & McGhee, .both of Miami, Florida, Co -Bond Counsel, in substantially the form attached hereto as Appendix D. Certain legal matters will be passed upon for the City by its General Counsel, Jorge L. Fernandez. Certain legal matters will be passed upon for the Underwriters, by their co -counsel, Fine Jacobson Schwartz Nash Block & England and the Law Offices of McCrary & Dove, both of Miami, Florida. Co -Bond Counsel will also opine on the date of issuance on the Series 1990 Bonds that the statements contained herein under the Sections captioned 'Description of the Series 1990 Bonds(other than the portion thereof captioned 'Book -Entry Only System'), 'Security for the Series 1990 Bonds', and 'Guaranteed Entitlement', to the extent such Sections purport to summarize portions of the Resolution, they constitute fair summaries of the portions of the Resolution purported to be summarized therein, and the statements contained under the Section captioned 'Income Tax Effects' are accurate. Except with respect to the foregoing matters, Co -Bond Counsel has not undertaken independently to verify, and therefore expresses no opinion as to, any of the information or statements contained in this Official Statement, or any exhibits, schedules, or attachments hereto. RATINGS Moody's Investors Service and Standard & Poor's Corporation have assigned the ratings of 'Baal' and 'BBB+' respectively, to the Series 1990 Bonds. Such ratings reflect only the views of such rating agencies, and an explanation of the significance of such a rating may be pbtained from the rating agency furnishing the same. There is no assurance that such ratings will continue for any given period of time or that they will not be revised or -27- withdrawn entirely by either rating agency, if in their judgment circumstances so warrant. A revision or withdrawal of the ratings may have an adverse effect on the market price of the Series 1990 Bonds. UNDERWRITING The Underwriters listed on the front cover of this Official Statement have jointly and severally agreed, subject to certain conditions, to purchase the Series 1990 Bonds from the County at an aggregate discount of $132,750 from the initial public offering prices set forth on the cover page of this Official Statement. The Underwriters' obligations are subject to certain conditions precedent, and they will be obligated to purchase all tbe Series 1990 Bonds if any Series 1990 Bonds are purchased. The Series 1990 Bonds may be offered and sold to certain dealers (including dealers depositing such Series 1990 Bonds into investment trusts) at prices lover than such public offering prices, and such public offering prices may be changed, from time to time, by the Underwriters. FINANCIAL ADVISORS The Financial Advisors for the City are Howard Gary & Company with offices located at 3050 Biscayne Boulevard, Suite 603, Miami, Florida 33137-4163, telephone number (305) 571-1380; and Raymond James & Associates, Inc. with offices located at 880 Carillon Parkway, St. Petersburg, Florida 33715, telephone number (813) 573-8255. OTHER MATTERS The information contained in this Official Statement has been compiled from official and other sources deemed to be reliable, and is believed to be correct as of its date, but is not guaranteed as to accuracy or completeness by, and is not to be construed as a representation by, the Underwriters. So far as any statements made in this Official Statement and its Appendices involve matters of opinion or estimates, whether or not so expressly stated, they are set forth as such and not as representations of fact, and no representation is made that any of the projections or estimates will be realized. The information and expressions of opinion set forth in this document are subject to change without notice and neither the delivery of this Official Statement nor any sale made hereunder shall, under any circumstances,. create any application that there has been no change in the affairs of the City, the County or the CRA since the date of this Official Statement. AUTHORIZATION CONCERNING OFFICIAL STATEMENT At the time of the delivery of the Series 1990 Bonds, the Mayor of the City will furnish a certificate to the effect that nothing has come to their attention that would lead them to believe that the Official Statement, as of its date and as of the date of delivery of the Series 1990-Bonds, contains any untrue statement of a material fact or omits to state a material fact which should be included therein for the purpose for which the Official Statement is intended to be used, or which is necessary to make the statements contained therein, in the light of the circumstances under which they were made, not misleading. -28- CUTION • The execution and delivery of this Official Statement by the Mayor of Ihe City has been duly authorized by the City Commission. TIM CITY OF MIAMI, FLORIDA By: /s/ Xavier L. Suarez Mayor APPENDIX A MAPS OF THE SOUTHEAST OVEETOVN/PAEK VEST EEDEVELOPlENT'ARF_A Southeast Overtown/Park West Community Redevelopment Area 0105C01 PACIK Douglas: CleMen. School Poinciana Village U.S. Post Office Nicol Police Station Cultural Center scayne View Apts. Arena Towers Apts. 4MM MIME 1111111101 101 Dade CouCounty rthoose Federal Courthouse 'Lacier • reedom Tower egiCKELL PARK at $a ST FAL TWO', 0 * LJTHEAST OVERT° N PARK WEST BOUNDARY MAP 1982* // I \ 1' I! 1' I! 11 C1OSCIN PARK DolJgls' SchoO o nciana age us. Post Office /On HARTI PARK iscayne view Apts„ Arena Soneri Apts. Iaml Arena county Courthou5e Federal ourchous * t 11 ST f Olt( MT EPINAL MIAK 40.41.1 At O. c. 11,4 *AT 'KRELL PARR BACILELI. 1• ‘1.1' UTHEAST OVERT° PARK WEST BOUNDARY MAP 1985 11\k-zi - VINL*7777 CIEIAI NiNG, TO BETROPOLTTAN DADS COUNTY QF: AITAMI. FLO:IDA, .C.E.Ott ty situated at • the siontft:•-of;•" the ?ac_,g3ii-,the:Aire ate • ore • a ain p tbfntrin ,,Floriciao•an.d•-••• the•-rotuity-,•-seat 4of Lta'1 Dade County (the ;If • -; 4'• • • • 'S'clufrre' • " e.,1104,ty ....‘ ,• 0". am is -.411e440P-a;1. atesand the tenter of ..:Tary41ne r at • -trade ••••: and air • •t:ransfOriti.44'. (ate:St.,' foreign territory is• -,the Bahamian island ofBi.mtii. saiited -4681i4t* ±s often • - • • fly.:rfl•;,,,,,r•yt•.-,- tip.z.',.rio,-4.ttts.:••:', location -near "`-; th'e•,."7.;--Upperi "ct. bp '2014.t:14#* :trade. 4i3O6i1:421mati'tfactOra:i'-IttivtiAteeiyeat*-,'tedn'aritn1411i--4S7)5141diegi rettl*irt. o'••• Sumer ..i:diipeiltOi4s'•,44erageiBlii:•4 • degrees Fahrenheit...vinter lraiiires average 69.1 degrees Fahrenheit. Rainfall "comet m6iif:regti.e4iy en the afotithaf '-of,”.1,iiiii••••;.and.,71$e-iit.a0ar;•;•::11 • •Ii?••••Auga';1.1.41:1Ie.avf;iat.;::•4sttre'rag'-'ing wett - •,,••••• ;?';":.?`1:if--..:. 'J'',I.:?:'4.t.*.i,'Z:41'.'21,1',',:.:.4.:: '2,'it4'..Z.17t.:..,:,;.!:a; Y';';16•"..'i,!',. ;:.!:?;;F'..:.:`.i".2"!...7::'..k":..;: -;4:1-J 6 ..:',. 41•,4•B Siraii OfTten .i4.,.iep,t44itgst..ft4IIopy.... .. at *0:4-se.,;01•51t:Apill,scia;;••:::.7.•‘.1980.:::-.'2..•?•17,COCil-.9•89'. P4P419-t1W a; ,,. • P,, • 1**1 i*edto be37 1'..#4 Bureau of Bdsiness and Economic Reaearob, 'university Of Fliiiidi ' .. •'--- , , i .... „.. . .„ , i,'• •i•::,•:-,--.:1!:;i:,44.4-..:,••hrtheState i;::i2l:•:.1}::„et,:::•I'lOri4•gpiiiISlopf.,•744±3:-.•sFripiillaftOn -i .,.., -A,••-i•,..::,-..•••`..."::E.;. -3L.T.::ra-tie--•',:?-7:rK' • :'-''...;•-•-'• F.:--i;'.,*.i,.'4.1f;...;,.4..':is!:?':5,14::",,k.t.:;:41,:-..-: F.,,:!1:4 ,,A--, -i.,..„,,,,,,,r:,- • ..;',..----- - '..- ... ille:1•9•8:,0•47'.;;:r•the 'i,•::;City.::::populatiOn.,incre...eAegi,f14:149...;.0,QpR7, tpli.p.F94:1:mq 4,5, • • ...etAtioi,i'it% ii..7,1arge,-..7.arifIttr;;:ofii::411•OAAlian,..d;:,Baitian4rafugee,s;;--il...:SO9*;,••••iif.:;;:tlig:Se: i'.kttirhavat':,4lvtib0.ellu:entilr,,A teloCilid:1•-•;•.•::',;tqiiii•-•.,qtkpA.7.; '....• j u4*0,4iogi ,... ,,, ',*.'111ifjci :5.i.4:0..-(e:9, 00'iont,':61•:'3714744:4:•••,::::tirovidettl-;y•-.1f-the46.,•tat.,k f1.1#44fr,•••A:p-;•,.4:0:::4e4icati;(0 „4-.1ij ..,City i.'. According; to,;----Cityc'estateo;':: t-4e.--.24.-?.-PuZz.1.4,..,04,4! ' expected if--ep .-4410t*O.e- ,..1,0ii,•-•::00.0 •:.by. the,•-Yeain2000-c:, '-'. : ,••-•:.!7::.7:::.?: . '... '1):: •,;..: -;': '.....;:':"..,':'...:-',.•,' '.,:..'‘.!•.....jt;.. .4 .......... :.'45.':.=.f...., ::-::::z,....4:,-7....-1..11:-':A:i '::,.::::: ' -.•::fii1.-:;:.re.:::.':-',....'::S7k.-1::::':::1-' -'..4'(:'.. :;:-•`::' ''''': .., '-'. ":.:"-;-- *4::.:.',-1:':•4f1 • If.';' ''''... X,: '..*''') 1 .:1. '.:.''' ... . ent..:. of — the.e,cl•ty.,.......,-. : .. ... •::,, ;v.:7:: ••,..,:..., •-• ,-..•-• ..i.s••v,•:,-7r....:::•-•t•:-.'• . :. •:••••-•• *.:•••:-..-;••••••• J.•,,,,,,2-- -,•;•'.%;..',•::••• :-,•:‘-• • :......,::-:::-...:...,7: .•:, ,:i.,i....:;.4•..,••.;......:,•;<•.,..-4,:..ii.,,,,,,.-,•;, .',..it.,:•-•.•••.li :„..••H:,;•.:•: ,4.:1..q.,E.:.-::'f•-',•••'*-FA?::•••••'4•.:•7•:; ...- -,•I /....,,,,t y :•••:.:••;-....,•,•:, 7: , :::•'.. ••.,..•••:"._,F.'i•,:: -,..... i 1.. ....,, .. • : -, • 1',,he-i,:-:C i tyf..:1 hica•••':-; on aratad .,, . :unde r •••':::thei-•-:::.cPlaml,ssfi9,17i;•)!- - t.1141.9 g 4 .:-.f.1*. ,„,,,..Of - Nr..e• -•-•:' 'ent..'s since i.!.'.1:9•21,.; -,,,''.•;:tr-4&,.:.c.onimi-it'•ioli•*-;.c.4);Ip4g.t *•;••,•',(4-1i.•-i. 4.yi, ilot0-:d•,....:;:0 ..:t41...*0;10'.;-..'.1416 da1if led: voters• ' in the":;City .,•• one ••:of•';'(vhom .stire's•- aS'-:Itayer...;--,•,;•!t4e,„cc**,. i4..Ort: ., as the governing body • of the City 'with powers to enact ordinances, iiiibiit • B-1 resolutions and appoint a chief administrative officer known as the City Manager. The City Clerk and City Attorney, as well as members of the Planning Advisory Board, 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 years on a non -partisan basis. Candidates for Mayor must run as such for a four year term, and not for the Commission in general. At each election two members of the Commission are elected for four-year terms. Thus, the City Commissioners' 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-yearterms and re-elected in 1989 to a four-year term. Mayor Suarez is a Summa Cum Laude 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 Lay School. He is currently a partner in the Miami law firm of Jorden & Schulte: Mayor Suarez has actively served the Miami community for a number of years through participation on numerous advisory boards and committees. Dr. Miriam Alonso was elected Commissioner in November, 1989 for a four- year term. Commissioner. Alonso is a graduate of 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. CoMmissioner Alonso has served on the Dade County Housing Committee and other civic and community boards. Miller J. Dawkins vas elected'Commissionerin November, 1981 and re- elected in 1985"-and 1989 for four-year terms. Commissioner Dawkins vas elected-V-iceMayor_fox _a.one7-yeArterm in 1989. He is a graduate of Florida Memorial College and holds a Master of Science degree from the 'University. of Northern Colorado. Vice Mayor Dawkins has been employed for over 19 years at Miami Dade Community College. B-2 • Victor H. De Yurre vas elected Commissioner. in November, 1987 for a iour-year term. Mr. De Yurre is a graduate of the University of Miami and holds a Juris Doctorate from St. Marys University School of Law and a Master if Lays degree in Taxation from the School of Law of the University of Miami. Ile has his own legal practice and has served on numerous advisory boards and committees in the Miami area. J.L. Plummer, Jr., vas appointed a Commissioner in October, 1970 and vas t:lected Commissioner in November, 1971, and re-elected in 1975, 1979, 1983 and i987 for four-year terms. Commissioner Plummer is a graduate of Miami Senior High School and the Cincinnati College of Mortuary Science. He is Chairman of rhe Board of Ahern -Plummer Funeral Homes, Miami, Florida. Administration of the City Cesar H. 0dio was appointed City Manager, effective December 16, 1985. Prior to his appointment to the top administrative position in the City, Mr. 0dio served as Assistant City Manager for the City since January, 1980. His responsibilities extended over the functions of parks and recreation, building and vehicle maintenance, and public facilities. During the Mariel Boatlift in 1980, he as 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. Carlos E. Garcia, Director of Finance since June 1980, joined the City in November 1976 as Assistant Finance Director. He has 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. He is licensed as a CPA in the State of Florida and is a member of the American and Florida Institutes of CPA's and of the Government Finance Officers' Association of the United States and Canada. Jorge L. Fernandez, the City Attorney for the City of Miami, Florida, has been, a member of the City Attorney's Office since 1982. Mr. Fernandez graduated from Calvin College with a degree in History and Education and received a Masters Degree in Administration and Supervision .form Florida International University. He received his J.D. degree from Wayne State University School of Law and is active in several professional and community organizations including the Florida Bar Local Government Lav Section, the American Bar Association's Urban, State and Local Government Lay Section, the National Institute of Municipal Lay Officers, the Dade County Bar Association and the Cuban American Bar Association. Matty Hirai was appointed City Clerk on September 1, 1985. She vas the City's Assistant City Clerk from September, 1976 to August, 1985. She is a B-3 graduate of Edison High School and has completed college courses at Pasadeno City College, University of California at Los Angeles, and Hunter College, York. She attended specialized courses at Syracuse University and obtainrd the three-year Municipal Clerk Certificate extended by the University. M. Hirai is a member of the International Institute of Municipal Clerks. Scope of Services and Agency Functions The City provides certain services as authorized by its Charter. Tho, services include public safety (police and fire), parks and recreation..1 facilities, trash and garbage collection, street maintenance, construction maintenance of storm drain systems, planning and development function%, construction of capital improvements, and building code, inspection an.! enforcement services. The Police Department provides a full range of police services presently has budgeted a uniformed force of.1,144 and a full-time, permanph: civilian component of 432. The Fire Department is rated as Class I a.: provides a full range of ,fire protection and emergency services as well providing a full range of medical and rescue services. The City provides garbage and trash pickup and enforces sanitatim. 'requirements. Disposal of trash and garbage is performed by the County und: contract with the City. The Department of Public Works maintains certai, streets and sidewalks and manages construction of sewers and other capif... facilities required by the City. The State of Floridaand the County ji. responsible for maintaining most arterial streets and all. major highwy... within the City. The Department of Parks, Recreation and Public Faciliti, maintains and operates all City owned parks and administers varioir recreational and cultural programs associated with these facilities. Regional Government Services The following information and data concerning the County describe 11. regional government services the County provides for residents of the Couniv. including residents of the City. The County is, in effect, a municipality with governmental powv, effective upon the 27 cities in, and the unincorporated areas of, the Counir The County does not displace or replace the cities but supplements them 1.. providing certain governmental services. The County can take over particul,. activities of a city's operations (1) if the services fall below minim... standards.Set'by the Board of County Commissioners of the County (the "Coulit Commission'), or (2) with.the consent of the governing body of the City. Since its inception, the County government has assumed responsibilii for a number of functions, including County -vide police services whi.: B-4 tiff xf =ipa1 Aaolice .:?service:s ryi-th=ixr3:;;the .:manic_}pa;;it :al Cr me:;Jlitfo,rmatron< Gentef?. 3n a9_ashigtom ug:t:i`ou;--r:Center;,r<!::a: un3fo,rm.:;; system;,, f-,; fire' .prgtec-tioR ;ces, which complement municipals.-.fir:e,-prrotection:, services .:with:iv ..,foul' es --and,;, provide:.: •full:,r,service.::_firg::.protection; ::for:::.:,tv,eny,-three :=:+:which =' :'ha-ve; _•1con-soaidat-d:; , the;i , , f irre:- departwent;{ ;rvithi. _ :the s „it-e%:A:department, a :,consol-idate.dsatvot, .er scourt.::sy_stem ;pursuant ,to ow: of Aric1e,2 V,. ;Of;; -'-the P-lo.rida .onks:tit.uGinn,:.:vh ch- became, ,e.ffe,ctie v`o ,n :;;19:73;; -ahe; development and operation of • a _ County. -vide: v,ate,rsand em; the coordination of the various surface transportation programs, ng a consolidated public transportation .system and a unified,...:rapd ;em.;.:.:,op.eration-•of a central traffic control. computer system; ntation Hof aiicombined:.publicrlibrary;_-system : of•...the. County;, and„eighteen es,:'••v�hich�- taget'he-r.: operate.:r:rthe ,;pha .n 1ibrary,,.y. seventeen .;ranches .obiie ::;units::• •s,ervicing .;�'forty�-faux , Co.id un,cyrve locations-; imon •..of: the 3,pr•ope•rty' •,appra1ser;;: ;and,, tar, :;collector ...:.functions.•:; of::•datesr.;.,to::.municipal•it,-ies:,7,•%. e;:Board:::.of. --2I Publicns.truct on, and it'etegedel es forthe purpose.., o .budget::. preparation ;and:,for, : govm ernenta-1 '-operations.;. collection ; by .,the ,County T.ax, collec,;thg r tor. ;of land : distribueion.;:directly:.to.. the=- :respective ::government•al :en.tit es • Ito °their . •respective::. -,tax levies:; and :..:development., af- min•imum ',able standards by the :County .:Commission, enforceable: throughout the such•,. •-areas: ° as: --environmental ..:.resoufces ;management,..,building and 'e r.protection';.:hea l••th;::housing::an4:-ve:lf;are.;; .: . OEOKIC AND; DEMOGRAPHIC .DATA :ion and Recent Developments City's 'd�iver-sified •,.,economic base -.=is ,.:comprised of., .-light ing; .; `strade commerce,+ ::wholesale :::and- retail •-,•tirade., ;.. and.•,;tourism. fie••:/City'-s'' =-share : : of:::,Plor.ida.'s- `:tourist trade;:.n ••remais,:-,am important : f o'ree,;-',i:: the :,great -gains .the.- City:'.:;:has:;;made, In.:the. areas., ,9 banking, 7i'onal ` -busines•s; ' ,real . estate ....and•:.;transhipment -.have•• f.ort. fied:.:.the :Z':' be See'. • ;ec;t r:,the capital improvements have allowed .the:: area to accommodate•:. -arid this rapid expansion., -: The Port of .Miami. has almost-: doubtled.. in, size, :5:: acres to:. 600-•acres through a $25D1miilion expansion program completed .:The 'Port'. expansion program: -is-.;,desagne-d.;;•to;::move. 16 million: -,-tuns of d°?:four million- cruise- ship passengers .:a'=yeer;.,by,:the•yeari20OQ::,_r;:•• ntemati•onaL:,.=Airport:_`: is -.:.undergoing ;:e-;:$1•.,0 billion. expansion even-•• story Z,500.: spec e:-parking.%•s:truc:ture,,: _dir.ectly acroS.S from final;" has':=been completed. <:::;An elevated pedestrian .,sky bridge, earl-y 1985., :,connects::.the park;;ing; structure to, ,the..main terminal.. Other projects include the construction of a direct connector road to LI,. airport expressway, and a cargo tunnel. Expansion and modernization “f passenger gate areas continues in order to accommodate the increase IR domestic and international passenger traffic. Dovntown Miami experienced unprecedented growth during the 19601., particularly in the development of commercial office space. Compleo'd projects represent an estimated investment of public and private funds 111 excess of $2.4 billion. Bayside The Rouse Company, a leading builder of specialty marketplaces downtown waterfront settings, has developed the Bayside Specialty Center ell twenty acres of City -owed property along the waterfront in Downtown Miami. The project currently features 235,000 sq. ft. of retail space. Total project cost was $126 million, with City participation limited to a $4 minim investment in infrastructure improvements. The Bayside Parking Garage, located adjacent to the specialty center, contains 1,200 parking spaces. Bayfront Park Bayfront Park, adjacent to the Bayside project area, is currently being redeveloped at a total project cost in excess of $20 million. More than fifty percent of the project financing has been secured by the City through a variety of Federal, state and private funding sources. Miami Arena The County levies a 31 Convention Development Tax on hotel rooms, of which the City receivesone-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/Parkvest 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 cost of $48 million, accommodates up to 15,600 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 international corporations have set Up hemispheric operations. Among them aresuch corporations as Dow Chemical, Gulf Oil Corporation, Owens-Corning Fiberglas Corporation, American Hospital B-6 ..upply, Coca-Cola Interamerican Corporation, Ocean Chemicals, Inc., a ,ubsidiary of Rohm & Haas Company, Rowye Trading, A.G. Mayr Brothers international and Abtron Corp. Other national firms that have established international operations or "tfice locations. in Greater Miami are Alcoa International, Ltd., Atlas Lnemical Industries, International Harvester, John Manville International, Minnesota (3-M) Export, Inc., Pfizer Latin America Royal Export, and United Fruit, Baccus Electronics and Kraft. , industrial Development Greater Miami contains over one hundred million square feet of industrial space. Manufacturing concerns account for, nearly half of the nccupied space with storage companies occupying an additional 35 percent of ihe City's industrial space. Transportation and service companies occupy the hulk of the remaining 15% of the City's industrial space. The Industrial Development Authority (IDA) of Dade County reports that approximately two-thirds of Greater Miami's industrial firms own their facilities. There are currently 37 industrial parks in Greater Miami. Greater 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 provided by nearly 500 manufacturers. Florida apparel firms, most of which are centered in the Miami area, shipped $849 million of merchandise in 1980, a 56 percent increase over 1970 figures. Financial Institutions Dade County is second only to New York in the greatest concentration of international and Edge Act Banks in North America with approximately 41 toreign bank branches and 10 representative offices operating in the community. Additionally, there are 29 Edge Act Banks that are located in the Miami area. These include; BankAmerica International, Bankers Trust International, Banco de Santander International, Chase Bank International, Citibank International, Irving Trust International, American Express Bank International, Manufacturers Hanover International, and Morgan Guaranty International. The Federal Reserve Edge Act Amendment, adopted in 1979, permits banks to open international banking subsidiaries outside their home states. The Federal Reserve System has established a branch office in Dade County to assist the Atlanta 'office with financial transactions in the South Florida area. The ten year summary presented below is for. Metropolitan Dade County which includes the City of Miami. These figures include national and state B-7 chartered banks which are FDIC insured. Non-insured state chartered banks are excluded. June 30 1988 1987 1986 1985 1984 1983 1982 1981 1980 1979 Number of banks 75 69 73 75 76 74 70 65 65 63 Source: F.D.I.C., Atlanta, GA Total Deposits $20,070,795,000(1) 25,958,000,000 23,042,378,000 21,615,733,000 21,770,028,000 19,256,581,000. 16,:158,326,000 13,488,248,000 9,234,540,000 9,341,691,000 (1) Reduction in deposits is attributable to regulations, which have caused a shift to other by the FDIC. Tourism Greater Miami always has been a international tourists. Its climate visitors throughout •the year. Local cooperated in developing outstanding more stringent FDIC investments not insured very attractive city for domestic and and beaches draw many thousands of government and private interests have attractions and events which include power boat races at Miami Marine Stadium, the Orange Bowl Classic, the Seaquarium, Parrot Jungle, Monkey Jungle, the Orchid Jungle. dog and horse race tracks, Miami Jai Alai, the Vizcaya Palace and Metrozoo. Other points of interest and activities include tours of the Everglades and the Florida Keys, major league professional sports events, and annual attractions such as the Youth Fair, Graphics Fair, Orange Bowl Marathon, Calle Ocho Open House, Carnival Miami, Coconut Grove Art Festival, Kvanza and Goombay Festivals, Hispanic Heritage Sleek, and the Orange Bowl festival events. Two major auto racing events'are held in the City annually. The Miami Grand Prix auto race has been run annually in doyntovn Miami since 1983. Cars and drivers from around the vorld'cOmpeted for more than $250,000 in prize Moneyin'1989: The'TamiabIZART trand:Prir nape has been held at the Florida International University camputtin'Greater-Miami—since 1985. During 1989, approximately 7.7 million odt-of-state visitorsstayed in over 53,565 hotel and motel rooms'in Greater Miami. Many of these visitors B-8 as d iri : nteriiati±o11a'1 :trail"e`-:;;act3�ri't3"e;s, such ur:aa e�rencesC yTour'sts;'=-aii'd , Vvis�i'tor:s-expended ;approrimateiy k era t2 asii-rih 1 f39', , ace'ard3 g 'to. th`e: nest aa:ta•s: of>^tiii: '-'County: _. .. a. .�:r:?:;icy+'�•:'�i«lS��?xYY`3�tii:'>..�i�°.tt.�;` es • and iospitals? locat'ed'. in'j,Gteatiti Miami,af=fer virtually all general peciiiliz•ed•�medical'- §etvic-otr4 r.;;:This.;progra sivaTan.&. jgrpFing health sySte•Mf:i. provides education' opportuntty rfors; rthe; :h:ealth..•;:.care ral • and - place'"sw:::.M 'aialm in s: the •rfos.efrontt.s 1.6 o¢Impn t:ie s; ::wi tb ensiue'national°'..arid''tnterira'rionaamediral capabilities: •"'•, 'zJ•i'•'r•''- .:Facilities ..�"...7.s_p: f ::7: ':' -t .�..5.: ` , .. .r.. _i}: •'.4 .'. t ;Greater?; Milimi•,1area= is iambus ':.'fbr....its.-ass liiig, -deep sea.w:fishirfg'.,and-- >4 2'3 ie`re'•d' •:are •- '.=yacht! kelubs-=:aiid !martinis` • =•with:: 08:5 t::be-rtliiaig• - esprov-id'd by...•c=ftq�avne'iinfiriiras 'hletici •for: spectator'sports fans are held . at. ,the. •.City, owned -Orange adium, 'tile, Miami Arena, -the" Bobby Maduro. ;Baseball :Stadium, - the Marine • "' a i 46ti..:competstibn incliide's': and t2ie' 'Miami' 'Conveat- sz• a': Geriter:t iona1 and: c'o'3 ege', ifootba11, 'basketba11 bas'eba=ll� .and:•.',championsiilp boat -other'athieii'c''-•everit•s°-include'°amateur football.,. basketb-all, soccer, orcyclle speedway raacing. and roving events . pe'd'°gear-:roLin d-,at-tlre G're'ester--=Magi;:area':s-.2.3'tpub1ic'-,:and 14 &nurses°i-='SEvera1 open _golf''t'ournaments sire-.held:-each':`:yeaz ' , ,..::'; •.: ''t'>. :e Greater fl at'i ••area•`s''?,i-0 ''public parks .and-':playgrounds:`'cover`-408;710' " -..: roviding'-'Te"s�inei1t's�==arid�vi-sitois'- a wrde�~=range ofy subtropical nature .s unique only to South Florida in the 1cont=inept ,. U.; 5: 3.r:E ,;:pa atY.•on of=''fac'ilit' es that• are:'erij'oyed' year "round. ' ``These =facia: e='=but ;'are''''not: l ni:t'ed'_,toi-':; public: sv:#snaimg ;•:pools.;:..;..,: `earl s ,,;ciou a.li. -courts; :boat'' ramps; 'vita courses,=` picnic-• -areas lakes':. oat'ine; n • equestrian► t'ral s`and'ba'se'ba11,'and`"s`o'ftball' fields'.'•' The Greater Miami area's 22 publi'c:beaches c.omprts,e :.1r400� acres, which eely accesa baeVhd: a're enjoyed year round;,by. tesident-s,candtourists. :ural'°Facilities' arid' Affairs ;The Greater -Miami• area 'hit' an 'extensive :1ibra_ry 'system;y' everal museums C." abd*7 hsstory' "and' art' -='galleries; `°- 'A 'new' cultural.f ciept'er •::built;, by' 'die' �= at: a "cosh-of°°'$Z6.6 million` • opened in downtown ')1ami ° in`'1984', = The' 'l`ex;'-'•designed 'by t:Philip Johnson, is• composed of a library, fine arts nter, and a historical museum. Symphonic and pop concerts are performed regularly. Five theaters draw plays and concerts from around the United States which appeal to all ages. Operas are performed by both amateurs and professionals. Resident dance., companies offer a full calendar of events. Educational Institutions The public schools of the County provide educational facilities on primary and secondary levels. Public school enrollment, including both primary and secondary levels, since 1980 is as follows: School Enrollment Public School System Dade. County Year Mialn3. Total 1989 50,757 1988. ...... 41,521 1987 36,994 1986 38,345 1985 37,093 1984... ...... 36,992 1983 35,394 1982 ....... 35,662 1981..... 36,430 1980 35,093 Source: Dade County School Board 275,233 262,213 244,734 236,127 227,906 223,884 223,948 226,324 233,886 226,576 Over 70,000 students are enrolled in the following colleges and universities located within the area: Barry University Florida International University Florida Memorial College International Fine Arts College Miami Christian College . Miami -Dade Community College St. Thomas University University of Miami B-10 Film Industry The Dade County film and television industry ranks third nationally behind Nev York and Los Angeles iu its annual dollar volume of production costs. As estimated by the State of Florida, the total production expenditures for the State were $220 million in 1989 and the Greater Miami portion vas estimated at approximately $135 million. Agriculture The land area of Greater Miami includes large agricultural expanses on which limes, avocados, mangoes, tomatoes, and pole beans are grown for the fresh produce market. During the sunny and warm winter months, the mild climate enables these crops to be grown and harvested. Many of the vegetables are shipped to the northern United States during the winter. Exotic tropical fruits such as plantains, lychee fruit, papaya, sugar apples and Persian limes grow in the area and cannot be grown anywhere else in this country. Export More than sixty.four percent •of Florida's foreign trade, vhich according to the U.S. Commerce Department's 1989 figures totalled in excess of $28.4 billion, flows through the ports of the City. Further stimulation in the investment climate has resulted from the implementation of the 12 year, Caribbean Basin Initiative program, designed to boost the economies of 27 countries of Central America and the Caribbean islands. The Caribbean Basin Incentive program, which grants duty-free entry into the U.S. of material goods produced in the region, is also expected to bring greater economic stability to those countries. Trade offices have been established in South Florida by several countries, in addition to economic affairs conducted by the 37 foreign consulates located in the Greater Miami area. These trade offices include those established by Belgium. Chile, Colombia, the Dominican Republic. Guatemala, Hong Kong, Jamaica, Korea, Panama, Spain and the Philippines. Miami International Airport The County is the owner of five separate airports within its boundaries. The responsibilities for their operation are assigned to the Dade County Aviation Department. Miami International Airport ranks 9th in the nation and llth'in the world in the number of passengers using its facilities. It ranks 4th in the nation and 7th in the world in the movement of domestic and international air cargo. The Airport's faci1itie include three runways, a 7,500 car park complex, approximately two million square feet of warehouse and office speee and maintenance shops. Approximately 30,000 individuals are employed at,imhj airport. In 1989, the Airport served 25.4 million passengers and handled, ko: billion pounds of cargo. Previous year statistics are presented below: Year 1989........ 1988 1987 1986 , . 1985 1984... ........ 1983 1982 1981 1980 Passengers Cargo (000's) SpOO's lbs.) 25,408 1.730,850 24,224 1,429,944 23.801 1,374.380 21,357 1,200,270 19,853 1,031,700 19,328 1,130,184 19,322 1,184,526 19,388 1,246,700 19,849 '1,170,009 20,507 1,130,800 Source: Dade County Aviation Department. Port of Miami The Port of Miami is owned by the County and is operated by the Dade County Seaport Department. From 1980 to 1989, the number of passengers sailing from the Port increased from 1,459,144 to 3,100,055, an increase of 112%. This increased growth highlights the Port's emergence as the world's leading cruise ship port. The Port of Miami specializes in unitized trailer and containerized cargo handling concepts. The most effective use of equipment and the Port's convenient location combine to make the Port the nation's leading export port. to the estern Hemisphere. From 1980 to 1989 the total cargo handled increased from approximately 2.5 million tons to over 3.2 million tons, an increase of 29Z. A summary of the growth in revenues, passengers and cargo for previour years is presented below: 13-12 Year Revenues Cargo Passengers (Tonnage) 1989 $30,035,859 3,100,055 3,206,417 1988 26,489,275 2,502,411 2,602,556 1987 19,933,917 2,633,041 2,425,937 1986 17,973,522 2,520,511 2,406,048 1985 17,135,046 2,326,685 2,333,026 1984 15,943,548 2,217,065 2,287,281 1983 14,201,008 2,002,654 2,305,645 1982.. 12,949,687 1,760,255 2,665,921 1981 12,468,522 1,567,709 2,757,374 1980 12,056,896 1,459,144 2,485,791 ;ource: Dade County Seaport Department. )emographic Data The following table indicates the distribution by age groups among the population of residents of the City and of the County. Age Group as a Percentage of Total Population 1980 Miami Dade Age Group Number Percentage Number Percentage 0-5 23,459 7I 113,544 ' 7I 6-19 61,826 17 330,738 20 20-34 75,919 22 374,276 - 23 35-39 106,569 31 471,351 29 60-75 55,924 16 230,136 14 754- 23,168 7 105,736 7 346,865 1007 1,625,781 1002 Source: 1980 U.S. Census of Population and Housing. Retail Sales Although the City contains 22 percent of the.population of the County, almost half of the dollar value of sales transactions for the County are reported in the City. The following table presents five years of taxable sale information for the City and the County. B-13 Taxable Sales ($ in thousands) Fiscal Year 1989 1988(1) 1987(1) 986 Miami $ 8,226,828 $ 8,708,334 $ 6,686,603 $ 6,400,652 $ 5,900,00u Dade County. $18,089,189 $18,401,045 $15,860,503 $14,556,903 $13,500,0im Miami/Dade.. 451 472 421 441 441 Source: Department of Revenue; State of Florida. (1) Includes amounts received from the State of Florida tax on the of professional services which became effective in July, 1987 was repealed in December, 1987. Employment The tables below indicate the scope of employment throughout the CJI and the County. B-14 Employed Persons by Industry Type 1980 Agriculture, Forestry, Fishing, Mining. ..... Construction Manufacturing ..... ............. Transportation, Communication, Miami Percentage Dade County Percentage 1,590 12 14,850 22 11,150 7 44,560 6 27,070 17 103,970 14 Public Utilities. ........ 12,740 8 81,690 11 Vholesale Trade......,.... ..... 9,550 6 44,560 6 Retail Trade Finance, Insurance, Real Estate............. Business and Repair Service Personal Entertainment 27,070 17 133,670 18 11,140 7 59,410 8 9,550 6 37,130 5 S. Services........ ........... 15,920 10 51,980 7 Health Services.... .......... .. 12,740 8 59,410 8 Educational Services 7,960 5 44,560 6 Other Professional Services 6,370 4 37,130 5 Public Administration 6,360 4 29,710 4 Total 159,210 1002 742„650 1002 Source: 1980 Census of the Population and Housing. Unemployment Rates ......... 7.9Z 6.72 7.22 8.22 9.2Z Dade County 6.4 5.4 5.8 6.7 7.5 U.S....... 5.3 5.5 6.2 7.0 7.2 Source! United States Department of Labor, Bureau of Labor Statistics. !lousing The U.S. Census figures for 1980 show that the median value of owner occupied housing in the City was $47,517 which is an increase of 1711 of the B-15 median value of $17,500 per owner occupied housing as outlined I in I1, U.S. CensuS figures. The following tables detail the characteristics of housing by um: the City and the County. Values of 0wner Occupied, Non -Condominium Housing Units 1980 . i!. Miami Percentage Dade Perceni.1,.. -:: Less than $25,000 3,690 11Z 14,156 • 25,000-39,999 8,283 25 43,732 18 40,000-49,999 6,326 19 39,978 17 50400-79,999 11,012 33 81,130 35 80,000-99,999 1,684 5 21,211 9 100,000 and over 2,462 7 34,658 15 Total 33,457 100Z 234,865 1002 Median Value...... $47,517 $ 57,200 Source: 1980 U.S. Census of he Population and Housing. Occupied Housing by Tenure 1970 Percentage 980 Percentay., Owner Occupied...—. 43,158 36Z 45,738 34Z Renter Occupied...... 77,235 ' 64 88,308 66 Total 120,393 1002 134,046 100Z Source: 1970 and 1980 U.S. Census of the Population and Housing. Building Pe its The dollar value of building permits issued in the City and in unincorporated areas of the County since 1980 is as follows: B-16 Building Permits Issued ($ in thousands) City of Unincorporated Year Miami Dade County 1989 $308,941 $2,731,505 1988 288,7.71 2,702,387 1987 238,513 1,190,493 1986............... 192,418 1,023,858 1985 ' 322,785 864,862 1984 345,262 953,055 1983 299,941 903,706 1982... ...... 358,676 659,160 1981 532,205 901,676 1980 350,054 1,020,840 City of Miami Department of Building and Zoning and Dade County . • ;,,,.ment of Building and Zoning. Nev-residential construction in the City since 1980 has been estimated ,, Ilovs: Year Number of Units 1989 1,624 1988 212 1987 1,425 1986 801 1985 603 1984 1,018 1983 661 1982 1981 1980 .•,,:ue: City of Miami Department of Building and Zoning. B-17 1,753 3,164. 2,188 APPENDI1 C, THE BOND RESOLUTION RESOLUTION NO. A RESOLUTION, INCLUDING 1001D3TIS A. AND B, SUPPLEMENTING RESOLUTION NO. 90-0196 07 THE CITY Olr MIAMI, FLORIDA, ATJTHORIZING ISSUANCE OF COMMUNITY REDEVELOPMENT REVENUE BONDS, SEXES 1990 IN AGGREGATE PRINCIPAL AMOUNT OF' $13,60°.0110 To FINANCE an" °F A CQUISMON AND DRPROVEMENT FOR EEDEVELOPMENT PURPOSES OF CERTAIN PROPERTIES IN THE SOUTHEAST OVEETOWNSAILE WEST REDEVELOPMENT A.REA AND TO FINANCE REPAYMENT OF A LOAN MADE TO CITY BY TEE UNITED 8lATE8 DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT; PROVIDING FOR PAYMENT OF SUCH )30NDS FROM CERTAIN REVENUES; MARING =TAUT COVENANTS AND AGREEMENTS IN CONNECTION TEEREWITE; DELEGATING TO CITY MANAGER CERTAIN MATrERE IN CONNECTION WITH TBZ ISSUANCE OF BONDS INCLUDING, AUTHORITY TO APPOINT A TRUSTEE, BOND REGISTRAR, PAYING AGENT AND AUTHENTICATING AGENT AND TO AWARD AND DELIVEM SAID BONDS; PROVIDING FOR C'REDIT SUPPORT FOR BONDS AND COVENANTS AND AGREEMENTS FOR BENEFIT OF PROVIDER OF SUCH CS/IMIT SUPPORT, IF NECESSARY; PROVIDING FOR RESPEVE rim INSURANCE POLICY AND COVENANTS AND AGREEMENTS FOR BENNPIT OF PROVIDER OF SUCH INSURANCE POLICY; APPROVING FORM OF PRELIMINARY OFFICIAL STATEMENT AND At7D3ONJZING THE EXECUTION AND DELIVERY OF FINAL OFFICIAL FITATEMENT; FINDING AND DETERIONDIG NE M FOR ATEDOTIATIM SALE OF BONDS; APPROVING FORM, EXECUTION AND DELIVERY OF BOND PURCHASE AGREEMENT; MAXDIG CERTAIN OTHER COVENANTS AND Aeaunanarra AND PROVIDING czerAiti OTELER DETAIL° /N coNtacnorf THEREWITH; AUTHORIZING crrr OFFICIALS TO TAKE ALL NECESSARY ACTIONS IN CONNECTION WITH SALE AND DICLNIOLT OF BONDS; AND PROVIDING SEVERABILITY AND EFFECTIVE IMTE. BE 1T RESOLVED BY TEE COMMISSION OF THE CITY OF MIAMI, FLOXIDA: SECTION L AUTHORITY FOE THE9 RESOLUTION. This Resolution la adopted pursuant. to the Att as defined below.' SECTION 2. DEFINITIONS. Ai mud herein, =lase the coineet otherwise requires: A.. •Acquisition and Improvement Fund* means the City of lifiami, Florida Community Redevelopment Revenue Bondy Eerier 1990 Acquisition ead Improvement Pima created and established portmant to Section 16 herein. B. 'Ace means the .Charter of the Loper (bit lady to the extent not ieneo.loent with mad net repealed by tbe provisions of Section 166.021, Florida Eitatuteek Chapter ma, Florida Statutes; the Covndica: of the State of Florida; the Bond Resolution and other iipplicable provision/ of law, C. 'Additions! Bonds' means additional obligation' issued in coMplianm with the tonna, cotiditions and limitations contained herein which 'ball havea lien, equal with the 1990 Bonds, on the /lodged Beeenusa. D. 'Amortization Installment" means tho funds to be deposited in tb. Redemption Account in a given Bond Year for the payment at maturity or redemption of e portion of Term Bonde of a denimastod aeries, as established by tbe lamer et or before the delivery of that merlon of Term Bonds. • E. Authenticating Agent" means the bank or at company appointed by the City Manager or Moyor In accordance with the tonne af Section 7 hereof ea Authenticating Agent, or its WUCeiteNOPC err miens as Authenticating Agent hereunder with the respect to the Bonds. F. 'Authorised Depositorymeans any bank, trust company, national banking easociation, savings and loan a,— s1 ore, saving. bunk or after hnnkrng aseoasiion sel.cta by the Lauer as a depository, which is a law to be a depository of municipal Nods and which hew qualified with all applicable elate and federal requirements concerning the receipt of Lauer funds. G,'Authorised Offjo.r msaae the Mayor or the City Manager, or either of them, and the Clerk, and such other employees or officers tithe Lauer as.ball be designated by the Mayor or the City Manager. H Bonds' means the 1990 Bonds and any Additional Benda L'1990 Bondi' means the Ismer'a Community Redevelopment Bonds, Series 1990, herein authorised to be lamed, in as original aggregate principal amount of $11,500,000. J. Bored Counsel' means Barnes, Derby k McGhee and Rolland & R.414 ar may oth r oaationnUy recognized bond counael. B'- •Bondholder,' meant the registered owners or their authorised repreeedativeal of Honda_ L. 'Hood Lamer' means the provider of the Mumicipel Bood Laurance Policy. hC 'Bond Purchase Agreement' meets the Bead Pm:chase Contract to be entered into between the Issuer and the Underwriter(e) with respect to the initial immune of the 1990 Bonds, substantially is the form attached hereto es Exhibit A. N. "Bond Registrar' means naob bank or trust company appointed by the City Manager or Mayor in accordance with the teem, of Bectioa 7 hereof rea Hood Registrar, or tta aumemors or maim es Bored Registrar hereunder with the respect to the Bonds. 0. 'Bond R..olutioe means Beeolution No. 90.0196 tithe Ilru.r aoudad on April 10, 1990, es supplemented hereby. P. 'Heed 6rrvite Requirement• imam for a given Bond Year the remainder, after subtracting any mac -red interest for that year thin has torn deposited brio the Iatarest Aom art from the sum ofi (1) The amount required to pay the interest coming due on Bowie during that Bond Yeor, R)The Mao wit required to pay the principal afln:Li Bon& and the principal of Term Bonds maturing in that Lied Year the are not included in the Amortisation Lrst+tlmaats for such Term Bonds, and (3)The Amortization Installment for all wise of Term Bonds for that Board Year. Q.Bond Year' means tied annual period beginning on aid including the .amid day of October of each year and ending on aid including the firs day of Ocabar oitbe following year. R.'Chief Financial Officer means the chief finaioal officer of the Lacer as defiled by Section 218.409, Florida Statutes. 8. 'City Attorney means the city attorney of the Loeser. T. 'City Commission' taaane the City Commission of the Lauer. U. 'City Manager' means the City Manager or any Assistant City Manager of the Lauer. V. •Clark• -resew the City Clark or easy Deputy ar Am:aeem City Clerk af the 1eeuer. W.'CPA" as •Community Redevelopment Agency' means the City Commission of the Lauer acting in such capacity with such powers delegated thereto pursuant to Section 163.410, Florida Statutes under the Iatartocal Cooperation Agreement. X "Code" means the Internal Bevenue Code of 1986, as amended, or any corresponding provisions of any future laws of the United States of America relating to federal iavme taxation, sad except as otbrwine provided herein or required by the context thereof, includes interpretations thereof contained or set forth in the applicable regulations of the Department of the Treeamny 0ncluding applicable final regulation, temporary regulations and proposed regulationel, the applicable rulings of the Internal Ramseur Service (including publisbed Revenue Ruling, and private letter rulings) and applicable court decision,. Y. "County" insane Dade County, Florida. Z. "County Commission' means the Board of County Commissioners of Dade County. 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Larnsmat pimp amonvoley non Kg arname sip Japan own or' room orocri ann. au warms vr-tau .irra 4011c3 p fl ram,/ VAT jo pv Paw%) onciaaog inland vela ora wonambd ari onprimrara corn; Boons 10CISMA1 n ew3D cronod szonarappno tanoranora orap jo nano raAlltelli '91 OZIKCIE .3111KIMAIMIM pelqUILOPTIO. .2D ' "aciPMJCVLWO 21r1P241".P1 Min •Ir4.10wriar19° 999p00.0012 ao canary in wpm pavan '91 'AR panorama Arprrannpaooan ram gam* as Immo! paw pi rtdowlif ocr: Jo la•athal ilooTS or looFlotTio waor79996 *PPTIII""ct .ga91WVT190 In0"24"460.HR from the investment thereof. QQ. "Principal Account' means the Prtoopal Account within the City of Miami, Florida Commw.wr Redevelopment B...n.. Roads, aeries 1990 Sinking Fund created parnaant to Section 17C of the Bemltmron. • RR. 'Principal Peppin/ Data' maaos, each data or dates es elected by an Authorised Officer ship pI rsira is due and payable to registered owners ofthe Bois 88.'Project' means the acquisition d certain real property located in the Booth Sant OvartowmiPart wee. arse of the City of Miami, Florida and the imp.varond thereof to facilitate the construction sad developm.rst in such eve 4 multifamily residential facilitiaa, mmmeroal de elopwomt and public improv.maut1 thereby oonetitutiog a redevelop.....4 Po - TT. 'Rebate Antolini' insane with respect to such eerier of Boada issued hereunder, the excess of tb..r*..,, .. earned on all boo -purpose lavestm.ata (es defined in Section 148(fx8) of the Code) over the amount which would h... I... earned If such non -purpose hiveetmanta were invented et a rate equal to the yield on that series of Bonds, plus any i....... attributable to such exam. UU. 'Rebate Food' means tb. City of Miami Florida Community Redevelopment Beranue Hood.. h.. ». 1990 Ressr.. Fund created and established purauaatto Section 17C of thin Baolotireo. W.'Redemption Amount' mama the Redemption Account within the City of Mari, Florida Coou..uen, Redevelopment Ray.nw Bonds, Series 1990 Sinking Fund created percent to Section 17C of this Resolution. WW.'B.developmemt Act' manna the Community Bed.velopo.at Ass d 1969, mdifisd es Part M. Choi... 163, Florida tit-t-n.. XX. 'Roderolopmnent True Fuca means tits redevelopm.lei "trt:xt fund authorised by the lalarl..+r Cooperation Agreement and awned by Ordin.pra No. 82115, ended by the Coamy Commission on Demobs 71, Isar Ordinaom No. 9590, enacted by the City Commision cm April 1, 198.7 met Ordinance No. 10018 anaacted by the I'ic. Commisaieo on July 18, 1986, into which is deposited Tax lonement Revanu.e for repeymant of debt Avis cm the Bend.. YY. 'Rse.rre Fund' means the City d Miami, Florida Community Redevelopment Beveow Bood., Se.w 1990 Reserve Fund crested and established pursuant to Section 17C of thie Resolution Z _ 'Raceme Product' means bored insurance, a rem.ty hood or a Letts of credit or other credit facility ...I in lieu of . raah deposit in the Reesr+e Fund and meeting the terms and mmtitioa. of Section 17G of this resolution. as i(.esrvs Product Provider' mead a r.put.bla and nationally recognised holed insurance provider .. . bank or other financial institution povideMt a Bmarvs Product, shoe. hood in no' polices iwraing, or whom )suer..+ credit, ninety boothorother credit facilities securing the payment, when due, of the principal af and interest on bond ie..... by public entities remits in itch isms ins of the date of 'amass of the series of Bonds far which the Smarr* Product ie w 4. utilised) being rated in one of the two highest rating categories by SOP and Mnody's. bb. "Reams Requirement' means the lesser of the Maximum Hood aeries Requirement or the maxim.u.. amount permitted tinder the Cods to be on deposit la the Reserve Fund without sdvaraely affecting the .xclueion of Ile. interims on any of the Bonds from the gross ilitame of the bolder tbeeeof. ec. 'Revenue Fund' means the City of Miami, Florida Community Badevelopw.ni Remotes Bond., B.r... 1990 Revenue Fund vested and .stablisbed pur.uaat to Section 17C of this Resolution. dd. 'B.ri d Dopde mesas all Bonds of a striae ether than Term Bonds. es.'Bidking Fund' means the City of Mimi, Florida Community Redevelopment Revenue Honda, Seri.. 1990 Sinking Fund created and..tabliah.d purepaa! to Election 17C of this Resolution. ff. 'SOP means Standard & Poor's Corporation sad 1ts necoeaeora gg. "Tax Increment Revenues' means the tax imrement payments deposited to tla Badetslopraeat Trees Fund pursuant to the Act and the lnterlocel Cooperation Agreement. hh. Trustee mean Bar ostt Banks Trod Compeny. NA, or an,► beak or trust company having the power a . exercise corporate trust powsmi, within or without the Biota of Florida, appointad by the lamer to carry out ibe duties ..r Trustee under this Resolution, and its mammon or assigns bareeftsr appointed as Trusses is the manner provided in t1.I. Resolution. 11.'Underwriter(er means PaineWebber lamrpor.ted, Grigsby Brantford Powell Inc., AMC iawermenu -m1..! 91 L9 pa1!aber n satrop4P it910 0a pus •S111p'1B •pU 14 T8?'S1BI: BTS •o!>r' 8 1.9 p rp1b'r sagtslajss a91 la!a!s;a°O perm pp. '01fO1"s!P • 9114 "gun '91 'P!a°Jd flsr (s)1'11.06J'Pa❑ i•)1'aq;0 pOti091^Y as fq imam 1r'9 saws'/ 91 51 19 01 P't!01 slap s4rem se Jo aoanazmo-.! Lp!O imp •011^IMO/ 1a.abs.9e' s •I maw" s9 tics .t ao en0ssq p.g!.e"p gig 'apuasd paepold aura% s91 p !9'a'9 '91 JOj.la.ms.'4. pas ouwasam traoglpP' a!si.ao'P!'ad al paads stq main o9 'pd sidle S ppm scum 01 alum par JalnRi4 4,3 '91 Sri Pso!auslop vs'J'pla°ad 170P01d aua.srs .q1 nor; Zep°rdamong 'quo rims Lg'pang Dog ecru* morrow '41 quo s°gasaam a, pima'a.1.'v}T .qp 01a9 wads? pulnbar sqp ltI!m+J p oogdo s41 .a'q 01 s9'!a J°a'•i mu'I • WO p.ruo9lnV Era 64 wsss1191t'9 vats"' •91 a! 1.9 01 pm/mummy sq dtm so a sa!sr!m.x00 40'41 P Q0131Ia'11 parlbssgns s s! P°4!emP'q Ass s'o 011"19 P'9!zo"'P'9 L'ea "'a411'r1 puce rap P wane; ego Joy nuemasfas Pm slstaaa°o swim spuo4 n n.dd0 rsa..I 'Q1 '0"a1••I from P'Ipp'!1 pm armor °a aPm as pm ('}sepia P"*'a4111Y 91 Lq Psaesrq'p ''racoon Po°a 191 a1°rj Saned'Oa'a'•aI pass isrin .°11 1197 aa!au" A9 17,011 cost s1+ 40J JJaddres 11Pa12 B'!P!aod P so!pdo 51 osol 0; "99•1 09.1.11 '066T 1Sy ps.d' 0 ao 6'trtlO-4CYIz-cd •o I ono a! passim* Vp .Z0 101%0 'p'Q a°j Pa' °l llwsn p 1•P!Par Spa"'f8 591 J01moo 11•240 91 la root dPr 1.01A ■ a1 1°•°•°1d Prsty!Ita orta spa°g 0665 'OLL 'r •Jaltanq s916q P'a!tutlaP at as a!a•.q'9pJ°j 1" ssog!m°O pat wasp nQ1 sods rpm P'irna." * Paul • 1t .rma 060 R1 0•09pmd °9 (.)+sluroporl '91 P JaJJ° '91 7ds01s n J'astl 91 Jo lsatna! 1s"9 s91 al w a 411P11On OW =P jo .!o. saoq!p.das so a•°4 P1117s1 s9 c°101101A00 psaa!pp. Pm soon!plma 1s9a02 p.wdoq.s pa. B+O!I!...d `ep011 0661 91 J° icilaPswurin 'q1 p s.n.m•q '1.9p parer" Pm pronso;'P 'p°al.1rast /cram; n 1i I ' F•f0!.0°013IP 410'93+14 .&. o'p( L12,3 W'wr•Y'91 LQ PIPS Pea la1Jt14 0Rad'4L sold '91 a1 P"1•1114 1Pa•1 '91 P u'IrArnbm'91 Pw 0'°1 aim R1 P W'atdodal sq1 .05 8aottlj J0 mM . ' 91 pow spoon aro P '°tsar! 91 % aaan°° P40 9 pro mambas area "oar°d p.1.ar.1'! m°i 1aoa.lur!p paw onnomo la'a pm o. * .oa 9°!9a 9a!a14 'ffes `l r.9mt°.a as Plsg s•ra 1•1a'9 o!ignd • 'soepa 90^' •• pasrn'a 41 7 '•P1a16''m•!]PgJ y13 wog! uormmalta Tumid p a.dsdsass t'a'u.s !c1Si'91 an 666t iL a9®'0H imago JD ao 110q°!19n01'►a 1661r0rd 91 01 p0 9R1'patl'9:J0 sog!.mbos .91 row O°s0'T CTDH"quo p'oL'da' .w J°J 9o'Ptta9 P world '91 Pat Tom •91 pa ram '419o!wdaa a°a.n7.rp pas sw.mal. lam Pao aspp!aa 21141 11 ammo! 1141 £q '66+61 9 aw941o'Q a0 pyap.p 9o!J•s9 '!19nd s J• sgolj'J •Pawn ItOOi1'PY 9'a0 Pm 0P0oq o66T'91 a'" Tams 91!a 'oral! 'wEgliTua-of aoepdaaPar Faris* pss la! jo tadca!•ki'416rd a; 01sT•15°• •'"1 W '911!a ..Oaaa.H PiBP'1d'41 Pat `•POOH 066I 191 911a L i.d t ao ••••°".r p.Bp.!d s9p ••%9 P!'d'9 °sl. 11!a r•91 V"1°°1 as 49a4119 prvagpm. •POOn Ito04!PPY Poll law 'mil °I'd 'aP ssaw4'ms 1191 n.pees mot '41 n lost sat 911* law JI ti®rarad aogdmspar Pao no warns! i° t•d!> 4 •91 L1d'9 luirpwrei pens! Is 9 !t!a ..na.a.M PdP'!d 9Z '1/10.109 p'puad aas'm 691 a! swla".H Pdp'!d 'V O2a9 Rod '9 [N 'PQce 066T 694 999•E"•'9 II!a p.a0175.a0.!sang umdJe4'11 raj UPON .1'absp, p91 a!er eo s9 °1 Tam P'•0q!PPY J° camas'! 1 15aaq;t's °11aod'91 n9 isms/ 91 Pat crow/ anti'91 p ps.mL.daa'gi (VP" loOld s9p 91!a aoq:.asm 01.Ps•(P p•s640'dsl Pat a0g!.!nb2t 91(A .99 °Ponl'P!ood al Rol 066T sq1 rus! 01 mug .91 J°9 •asgp •!! Pat a1e••I'41 P .111P'0gs!1.1N9'9: o! Pa• Li.wso.a el p( •Q -pigs pm ow; !Imp W a!tmaa paumsaihr P°Olalal s91 pas psmssrleY aa1a"doop poops °4L'0 Ia!".91..nas`.g lasmaaal :ay op mood, pa' p•'4 "max ecsalol'asprg sg19.!19two pas emu:. 09 pm h0'f°1d• 91P 0P1'9'1 JDj aorpl resdo(".pw c1!sno;m a °91 1d•!1. !ryq 'ran R1 w aanmmrs03 L1!O 91 'Pod*" an VY W tmdol•s•P'S s91 J•Paa tan Ps111811‘ Jo amp • s pOsfaJd o91 J° •g• .wa9!s.P (p 01 nip", al x1Y W'odotgooP'!i 9s Jspam a.gs7'9 01 paanbar 0a09et flt p 9•Ild°mta• 00 9 pm 1901J004 s1n1s! qt PIr4 "'9 'watt 4440°0 'PM P •0s!•OaDJ BOO '91 Par aa'=I 91 P aoawl... ,...J Ap!O sql: g 7smrs34m Pat P91104 44aa•1 sa P°' P'u9••a•P "RP s spanlao P ono a!sms1 ao!plawg P•°H 91 °I pta!'Po mem/ ssp p "arts?, Pat emorwslsJrl'p ti8a!pag t LL Y 4°41 Pa0<I"P Pa' P'a!m"1'P'P'o!TI. 44w1411 'BJtOLLY}ItrnalSQ UXY 6OKIUHId 't iiOLLO89 •e.!poq lsp°s" wa°B JO'w.maasaal l•'P°p ul repo•' a4w Js eao!p+adma'ream "papa! I!•9• saoa1d Ytfw46 'Prow pat 'moo sou pas ...19"' •i a.905a reale •91'PFs1 amp . 9°taa Arvaliktp lsgaodaq •PJoht '•P•om a91 P morpamd J'41° JO own41 as m ooms Law `•POOa 'quo 'J's• peal n Lmdm03 stm°a10 pat `drop snag SECTION 4. COBZ OF 78E FROJWI' AWAIdI A. The acquisition and Iipovemetd of lee& is Aired pummel to the Bond B.anlntioa. The cot of the Prod .hall bs deemed to l dudve without 6) the 'oCM of the items d.oIStdd in the plane end specifientices for the Prgj.ct: ((f) all Oars. of plp,.ler, inilennag. dewlopin j financing and Planing Lha Pnijint in (Vibration: gip all mad d breams of the 1990 Bewares Product, the cost of the iireiapal Bond Iaearoae Policy, bead oosowl, underwriter and and financial sciences' fees and espead, printing mat., relicg agency fess, initial amsptaoco fees and comae] fern of Trustee, Paying Agent, Bond B.gista r, Ardbanticeting Asada, Aatbairad D.paitorie..nd. fiesarrial institutions providing .p.eia] credit foalitieti if any, with respect to the 1990 Bond*G (3v) the ma of .ogu iritio. and impvv.ment of tb. lenda d..md aoc...ar7 for the Proj.at; (v) all engineering, legal and fin.rdnl cots and expenses with respect to the Project; (vi) all expense for estimates of costa and of revenue; (vW cord of obtaining gner®eatal and rogulstor7 Pormi* ba.D.ss and apaov.lg (vli]) all fees of genial caterers end mnault.nta associated with one or more aspect& tithe Project; On) all core relating to calms or judgments arising out of, itdud'iag the acquisition and improvement cif head related to. the Project (4 an federal, scate and local taxes and pgm.ats in lieu of tame required to be paid in concoction with the acquisition, improvement and development related to the Projact, if any; (xi) ell smear required to be paid by this R.aolution or any mq p)emental ordinance or re.oluticn authorizing the isnrame of Bondy, (ii) the pupped of all principal premium, if any, and interest when due, whether at the maturity thereof or at the due data of interest or upon redempdon of any Bonds or other .vidam.a of indebtedness irueed to finance a portion of the rot of the Project; (riii) interest on 1990 Ronde prior to and during eoquiaition of uuprov.msnt of the lands related to the Project and for such additional periods as tb. Unarm may rea.owbly determine to be n crierary for the plsing d the Project in operation (tie) the r.imbrneem.rd to the Isom of suet: related costa of the Project that hawe bees. adeuroed by the Lew before tb• delior7 of Ur Bonds which amounts 'ball be as determined in negotimoas between the County and lames bat .hell not .:owed craven hundred and fifty thousand (i760,0001 dollarr, sod Irv) well other meta and .spurne which shell be re.oeeev7 or incidental to the financing herein anti ora.d and the acquisition, improvement of the lands related to, and the development of, the Project and the *snag of ..me is operation B. The 1990 goads .bell be issued in an aggregate primap.1 amount of eleven million five hundred thauaand dour. (IU.,600,0001 C. The City Manager ie hereby authorised and di m:tad to sward the sale of the Ronde to the iiederwritr(a) and to Riprei. the form and terms thereof, iododing the redemption terms; pwou.et t. and In emoedauae with the terms d the Bond Purcham Agre.mant'at se aggregate puniness pries r approved by, the City Manager der d+than 981i other original principal amormt tithe 1990 Ronde (occluding original issue discoumic) ttbe Miminfinizonm Parham Prig.') and at a tress interact coot red. (-rim as approved by the City Manager not to armed LI% (tea 'Marimom 11C'1 provided, bowa'u r, that be no avant shall the 1990 Bonds be ironed bearing .n interest Fete szonding the maxim® rede permitted by applicable law. • D. The 1990 Bonds shall be dated November 1, 3990, .ball boar interest from such data, peptide scam► .naually.on the feet dap d April nod the first day of Oteobr of arch peer, o®mascing on April,1, 1991, at the rates and .hall mature on the des or dates (hot in no event later then 30 years from the arto of iwaam thond) rt forth or tocorporat.d by reference in the Bond Poacher Agreement or the final (Metal Statement, 'es each ruler and.mdmity data or dose may b. approved by tba City Manager, Provided that the 7IC shall not azaeed the Idatimme TIC, cooker otherwise provided by subsequent ordinance or resolution enacted or adopted on or prior to the delivery of the'1990 Bondi Tbs 1990.Bonds shnf bs ieaued es fully registered bonds in the deaomdnahon of 36,000 each or any integral mi ltipl. thereof. Interest on the 1990 Bonds shall fir calculated based upon a your of 390 dqv rewiring of 32 30-dq mouths. L The 1990 Bonds shall In subject to each optional amd =.Darter, redemption provisions car are presided the Bond Purchase Agreement andlor the final Official Statement with romped to the 1990 Border SECTION 6. 7s18 INSIRUifiNP 70 CON131711/1x CONTRACT. Upon and In mwridoredaon of the acceptant of tbs Bonds by the Bondholders, this Resolution shall be deemed to be and .hail constitute a contract between the Issuer and tb. Bondbclders. The covenants mad agreamer to herein .et forth to be performed by tbe'Immo shall be for the equal and proportionate benefit, protection and security of the Bondholders and all Hoods Weed pursuant to this Betolugtnn than be of equal rank, without pnfereooe, priority or distinction over erg other Bonds, except as etgeesc]y provided bona& Yd'.i�'JY 91 s13a borsht authorized seed directed, fr mosmaar to scum such Municipal Bond Insurer= Policy and poi the cost of the pemiam thereof out of the proceeds of the 1990 Goods or any other mailable moray. L The deposit required to be made into the Baser= Fund in mnmetion with the lasoaorm of the 1990 &,i may be satisfied by means of the Reeerw Product to be imued by the Barr,. Product Provider, all ere determined by t►. Authorised Mar. Tbr Authorised Ofitonis/ is hereby authorized and directed to swim much 8amrw Product and my the coat thm.af cot of the proceeds of the 1SSO Bonds or arty other mailable mousy.. SECTION 9. EXECUT'ION AND A[TTHENTICATION Or BONDS. The 1990 Banda shall he dga.d ..t exentbd in the Dame 'af the 'truer by Mayan and the teal of .the Issuer shall be impremad, imprinted, repodao.d lithographed thereon and attuatad to and muatersigned by the Clerk, and the Ctty Attorney shall sign the Bonds to 'video.. his approval of their form All arch obligation' aha11 be validly executed ebsc signed by the parsons who shall r..y,...U..l hold such office at rho time of execution, attestation and approval, without regard to who held rush office on the data of rue h obligations or who bolds truck office at the time of their delivery. The rignatm.* of the Mayor, the Clerk and the Cry Attorney on the Bonda may be by faermlk. No Bond shall be valid or ohligatory for eery propose r be entitled to any secwity or benefit seeder 'hi. Resolution unlr or until a certificate of authentication on ouch Bond rubmtantiaily in the form met forth below atoll have b... duly executed by the Authenticating Agent with respect to the Bond*. The Authenticating Agent's oertifieet. .r authet►tication ea any Bond shall be deemed to hove been duly executed by it if manually signed by an authorized elfin...+ sigaetory of the Authenticating Agent, but vet aball not be aeceasQy that the mama officer or aigaasary sign the certificate ..t authentication on all Bonds issued hereunder. SECTION 1G. NEGC IABUJTY AND REGISTRATION. The 1990 Bood. .ball be end have all the qualm.. of ino.strn.nt maeraities under the Uniform Commercial Cade-Iatiataneot S.curitiee Aat of the State of Florida SECTION 1L BOND. ld TISIATBD, azErnuram, STOLEN OE LOC. Ire tic eaent nay Bond I. mutilated, lost, stolen or d.abvyed, the lour .ball, noes the Iouer bet antics that the Bond hes Ern enquired by i bon. fide prrthsaer, execute and the Bond Bagisnw shall ndhenticots a new good of the came mares, of like dater, interest rms.. maturity and denomination to that of the mutilated, boat, etolon or dammed Bond; p uvlded that, in ties ore of any mutilated Bond, mob mutilated Bond shall font be mar■ndared to the Bond B.gietrrr, end in the oar d otp lost, .blon or destroyed Bond, then fin= .hall be furnished to the Lauer and the Bond Begistr.r evident* of such Ioma, theft or d.strucsion dectory to the Bond Registrar and rot objected to by the taster, together with en indemnity .mdadory to the Bond Registrar and ea objected to by the Imau.r. la eke event any coact Bond Mail have matured sec been called for redemption; toured of inuioa • duplicate Bond, ties Booed B.gi.t, r, on behalf of the burr, may direct the Paying Agent to pay the same without su r.od.. thereof, making such requirements u it deems fit for Ito potactlon and that of the Lerner, including the furnishing af eridsoo. and indemnity the urns as in the are at the tircuusom of a pew Band. The tears Alta the Seed B.gistrur may ehrg° tie. owner of such Bond with their nron.ble fees and .cp.asee for such service and my tax or other governmental charg. in sonntoction therewith.. Any ouch duplicate Bond shall constitute an original oantrmdud obligation on the part of the Iru.r whothor or not the destroyed, .toles or foss Boni fro at any found by etyotr, and such duplicate Bond shall be entitled u, equal and proportionate benefita and rights as to lien on awd.mnnce of and teelpity for payment favtn, ties funds pledged hen" to the eamo extent a. aD other Banda. SECTION 12. PBOvffiONB FOB BBDEkLPIION. The 1990 Bond. shall he subject to redemption prior to their maturity se provided in Section f .bow. The Additional Bonds skate subject to redemption prior to.their maturity ie the manes and upon such terms and modltion. d the buses .ball preic ibe by ordinance or resolution enacted or adopted .t or before the delivery thereof. Notion of call for redemption .hall be given by tb. Bond Buegiaw by deposit in the U.S. mail (firet class) of copy of a redemption notice, portage prepaid, at least thirty sod not men than sixty dap prior to the redemption data, to the ngiatared owner of each Bond to be redeemed et the addram shown on the fifth (6th) hominess day .p.c..ding the data of mailing on the r.girtration books to be maintaio.d ire .oconianoe with the provisions hereof. Failure to give such natioe to any Bondholder, or any defect tl:retie, atoll lest elect the validity of the proceedings for Lbw redemption of ahoy Bond or portico thereof with respect to which no such failwm has occurred Each notice shall setforth the data filed for redemption, the rote of lm.r.st boron by each Bond Wog s0 •owprojar p9T1° 00W0 1pn4 0pladao0 (wduaud Virg VI Erica 066T amT J° 10paaa.me paw ao!swsu.. 4 volts Oigvied '9 fl" i• •� 066t wTs av'6vw Ji bmawvad pan Jo radp0R4i •splwpaya L.gmpas slat ma a'g{ 0gl vs 8°!P+°°ve temp esgvaovvu ✓ ua' cama!ot 10 o a , glal'9v, ®at oanva L1aswowa Aww Ru.,r..r.• !ql, Erica 066I °qT J0 T70n ivQv4 s OOp�p. an�w. a97 0•{ a9 iw°av!Ppv Paw '1a0B0 -wow 'ww ioinodop Ysa0ea mJOa=4 Vw2wrglou paaglppw vow molds Rvq' morn 691 'awga" • , a1 Parp I .H. "1I9 °91 Lq P•1°2o4 pa`adn wo ° ag tra6110"foO° Pusimmu '9 MN" .Paoli 0661 'q,, 'I •9abIOH 0661 10 Jgao.1 aNY HPiII='IVNOLLIaaV rt NOLI 8 aoogaod pwmwwPosm Attu 1o) apOoH aa!14u 0s 'yt a°q."9 qqs a! P°P!aod larsao •91 os paw Taos vgs J° aogdwvpa. q..,. WWII( 9al4."d.'"Iris!'P1°9' 10 117P1 P.!aadaP sLwaoaa amg aa!ldarvpu Jo OTvP P0Taa8!paP "11 1a11u m ao oozed uagduu.l.• —i Jo laawLwd ND w►lwoaI 01 ldw0tiw'aoplora rg v4w1 twpan 4ulaww 10 lgvaoq 'awg Law a1 Pappl:ua Oil 01 o°aao pimp Pm au!lul... n on so aaanund ag1 mP°11 6u! ,urp!nv wti Os pump al 1oa Iry vDm'Imws. a!q1 al p'pund w 'Jouvgl uwuo pa,.,., I.. .to amp; °q1 t°J W'. a! Ipvmg Tau Os Cosias' I114a 1uaBV 9°!trd vss 6q nae+mw'swladve al pm paw es pu9a!I0p aagdmop+t 20.1 PVT warp 91 as ammill twaao7a! pal' J0000g1 I' Polod 'Qs tad 1o.Plgco rlvnooro go!4w vs toadao,, y1r. ,., . 'Lt °0!100B p!ql i° Iaoaq.nd vqs 19P°7 aopdwapSI joJ PoilD Cr, Q°°q .sirs swgl /Pang Jo avoglad 10 spaog pa+0s°! Pal led!aal.Id a1 ow ppuaylear SInJ sPO1id 1..,.,1 w'paavp°oimo as lima aq7 J° iono= Ivd1O!1d mo i°'0aviw9 powv'p.aaa gyp 1oj '10J11t.g'1 `gaga pcoss!a 'macro p.,.,.., . gawp Aqua 'q1 lade m 01 Aug" Po° 'as'MO (1 9a 1an'.I 'q1 for' b°TTd°a'P'aa vas' palm ow J°'aw91 Tanosev JO laaw6wd iu, wady 9a!Lwd Pa1wwit!pwp v1l 00 moawi,69T Oi P°°H gO0w lapaaµtaw Paw laaw mad mega pump i0aa,0 p.,.,., I.. a93 `voodmwpat •aoJ pwp'lm q Trump P°OH PavesaiB`a 6llnl Bulpaal°1na as Jo T T°Q 1nq stied amp us 'lwpa11 m4so 10 Tamp (pro Jo Ipcwwad vas ins* pww'.paz tam 'pups an r4lAsww P°` wan Lq adal4!m'P! asgarao dB3L17 '91 AS9 Rag° pw°d.ved Tau "J Pwls! Irani /a 101=04 A9so 10 0 90 q'va pwmwpaa 9a1R epilog Jo OOI4 aasphow u amp 1a'mnwd WT aadn ('1) voedampas Jos P'u9 ri'T'g1 a1 loud'Arp oe sv'vi is sprat 09 es vm;r1!i9ed mo= '`pans v97 01 Aid mo4'9!Iq° Ail° Jv nogdw`Paa Jo sa°!1°a vs!..Lon Lparin8u gslga !ramd m 1ad,d aaa mamm91v41° ovum 10 'spaa!p ao Jams/ '9i JI a p991y1d 1.9°0l as q uogvaggrd stomp '1° '110a aim 1m1L "'MP "'CM Po% °RI R wwp Ova P 179.3"d a9 (119" aoadmwpa+ Jo aollo° gars (q) ',oat! vqs R gvno 'v°r1alTm° Jo vogdw`Pa Jo Impair gwalw°.r!p Togs vvo!oJ0 vu1amaop s Tm0{awa aaaal to ago falcv.ltaaaod b!9d!et•eggd'Eavdmo'J soul, Lurwodaa'!Rdt.p0rg,d pav 'r!ov!I(I'e>aaa!9o'Lvvdwoo 1.01•re Vol. uN Vol mom '61rvdcao3 soul L1os!vodaa 'qi, envoi moo vvuvlpnd0p Tamyip 9ap!ado3m sedts J0 vaopre!Tgo Jo ga11003l Tv!aarsgro Rawl o 0pvO1'r'q v91 °! aagl aauoi uodop'0T L10 ivr Paa'aqfl`a TI° 01 Omer} to ao!smv 64VaR0p s99!alaao ao (Tim P01J!11r m paawsvt$aa L4 OsvP O017dw°P°a °91 a0169 i6QP Oc 1jO°1 Ta lam at Rwge vagdwopo. J0 00!7oa q>rI (v) ' yT vogaOH was/ is panels oo!soa p °a!sdwopu to; Run = Jo vvoaae!10 9v ass T0+YP 1a,aa=1a Attu as low rtvgv gda.z2wlod pm Jo ... �. gsua t1daco of 1171PcaLnd 10 norm gpns Jo .atRmJ 1=9s'Jaava69 popuoad qdo. 90 ,d 199 Jo oiuvoavlmb.a'To loom 11..1..... aogdwapaagip )01vvatt0d pie aogdwop.a Jo 1139011 TAPS '`ao9w P1141,•IDO9P '0lsoa pqi BQ1I!vm 01 mamma °I •011P Tat' a0 vPaog Jo va0!7+od 1a "PQOH qpr o J0 aoydm'paa -nu P'Plaoad =IA no!ldw.p.t oqs io .p,... . Pc" SOP 09 paw v1m519 'marl°° 900° a! P.1r0215'P °PP aogdwopua vq1 O0 .(Iwgw aoeldw°Par mJ MP' m vpooH p, ...., , ... io apaag '91 `pUPua l a10g00Hang v°09!P°00 'qi Japan par 1=aav= vg1 al mow use/ 81to0q aog0g 'a0U0a Tale 1461110118 pada gan1J0 m11cr0'9110° Jo ..,1 via® Slap awn wing 01 Peumaod Liaapnfl°OD v9 IMP 1 "RIP"v!q1 °! POP!aa ai w pvltvar aAr goa Y . ram!a9 Iota poo gp^wJ° one! .00d POcaapatmt alp as rv°6a laoorm Iwdpu!4 ` °! 'smog 10 pu. sl ... ' VIZOR spew jo lwpaa&wl aodn *sop aoydmuPu v41 +v1Pv AO 00 swq; °lags oar imp Paoli Tau 0a Singly golga, J° log= 091 '[too 11=d m pom0'paa .9 0'i v! pace Ali $ •(0w"pa1 .q vs Pan" lanai= (0dowld op Jo um 1,,,i —r. 'Lino sand al Pama'4'aa p9 al'Pa°H J° ma* °44 °l Paw pvv:aaPaa n 01 IP°OH gaze J° `AIp Jl 'w1w91m a amp 9v!pnpu.. ,.-- rat 0aagama v+1pOgw1p at; '°0gdvwP110s Pall=° S9 (190 9o!parlasrc0 avT1 vpaDH 0g1J0 i(0 Ov110v1 J1 Plod rl .., ..... aaPldmvpu °g1 •.10 5 POOH 491 P Pie POv °um R1 'PnamPa Bmaq PzoH tine* Jo asap aogdwopa. 0111 Interest on the 1990 Bonds trail be paid by check or draft drawn won the Paying Agent and mailed to the registered oven..• .1 the 1990 Bonds at the addresses es they maw on the registration books maintained by the Bond Registrar at the do.s'd burning on the fifteenth day (whether ass not ■ business day) of the month nets preceding the Mtwara payment dui. aims 'Record Date'j, irrespective of any tranefor ar exchange of such 1990 Bonds sukeegom.t to each Breed Date and prior so e e interest payment date, alder the Lamar shall be in default is p.nt of interest des on such interest payment dram. 1a U. event of any such default, such defaulted lntarest shall be payable m the pawns ie whose names ouch 1990 Boasts sn registered st the dose of bucneee on a special retard date for the peyment of such ddsah.d interact am seta:dished by's:t ke. by deposit in the U.S. mall Tint clam), postage prepaid, by tba Bard Bagistr.r to the midmost owners of 1990 Ronde not V than fifteen (15) days preceding such spacial record date. Bush notion shall lye mailed to the persons in whose names tb. lseo Bonds are registered at the dose of Meioses an the fifth (heft) hardness day preseding the date of meihng, The registration of the Bonds may be transtiu7ed moo the yogis r tion hooks upon delivery to the principal taco of the Bond Registrar, accompanied by a written instrument or instruments of traodar in form and with guaranty '+ mimmature eatidectory to the Bond Registrar, dn)y eseeated by the regia<ered,owner of such Bond or by hia attorneyda-fact s. legal representative, mnta)ning written instruction ass to the detaile of transfer of such Bond, along with the social security number or federal employer ideatifirestioa number, if any, of such transform. In all arose of a treader of a Bend, the Sod Registrar shall at the earliest practical time in accordance with tbs provisions of this Resolution eatar the transfer rl ownership in the registration boob and (unless amerti sated regiatr.tion .ball be requested and the Inner hem a regiatr.v.s sydam that will accommodate unoertifioabd registration) shall deliver in the name of the new treaders. or transferees a MM. fly registered Bond ar Bonde.af the same matwity and of authorised dernmine ion or demminatiom, for the same eglp.gan principal amount and payable from the mina sources of funds. bieiib.r the Impart nor tie Bond Bag:atry shall is required to register the transfer of any Boat during ties fifteen (15)days nest preceding an iatar.* payment date of the Bond* or, w tb.' mar of any proposed redemption of Roasts, during the five (5) bueioeos days preceding the tailing of notion of redemption .1Lr such Bonds or any portion thereof 6m been sel.cted far recto- Ire Lam sad ebe Bond Registrar may charme umm registaed owner of such Boats far the registration of .stay such transfer era Bond stdSdata to reimburse tram for any use. or any other governmental charge ngtmed (other than by the Lauer) to ha paid with mined to the regi.tr.tion o(... . Meador, mad rosy require that ntehmpRmte he paid before any much new Bond obeli he dali.e eat If the dale of payment of the principal of, premium, If any, or interest on this 1990 Bond shall be a do ardor. Sunday, teal holiday or a day on which banking iatitutiom in the city where the corporate trust office of the Paying Agent i. located Ore authorised by law ar eiaeutive order m dose and on which the Paying Agent le stoma, then the dale for such payment shall 1w the nem succeeding day which 1. art Saturday, Sunday, legal holiday or a day on which such banking institutions are autborized to close and on which the Paying Agent ie clawed, and payment on such day shall have the tram force and effect se Jimmie an the nominal date a( payment. Zb. Issuer, the 7}ws.., tie Audis +. - ng Agent. the Rood Registrar, .cast Lb* Paying Agaut may dam sad treat the registared owner of any Bond se the .hso)uta owner of such Bond for all pupae.. of this Resolution. ind.diwg, without limitation, remising payment of the principal thereof and the interest and pm4®s, if any, thereon- Bonds army be exchanged at the office of the Bond Registrar for a like aggregat. prtndpal .count of Benda of other denominations of the same aeries and maturity. B.13e tart of the 1990 Bonds and ties form of asstgnmmnt for such 1990 Bonds, the Cstifucate of Authentication and tb. Validation Certificate shall be substantially in are following farm, with iamb omi ions, huerttioaa nod variations se may be necessary or deerable and authorised by this Resolution or by any subs qu.ot resolution or ordinance adopted or mated prior to the bean see thereof, or m may be approved and made by the offiaere of the lwar executing tbm same, such execution to be conclusive evident, of such approval: C-10 IlX0IfiTFR,E,D No$ Worm of 2990 Bondi UNITED BAT OF AMERICA ETA OF FLORIDA CITY OF MIAMI COMMUNITY REDEVELOPMENT REVENUE BONDS, BERMS 1990 lawrest Rate: M.tur'tp Data: ktGIfflERF.D OWNER: PRINCIPAL AMOUNT: Original Dated Data eut1a' NO. . i. The City dMiami, Florida (hereinafter celled the 'Lours'). for lulus received, hereby premises 10 pay to the RmgiM.red Owner identified done, or mush owner's legal rep.ratab.es or regimand emigres benioad ar Trond.d, on the Maturity Date identified show, coley from the me:mum hereinafter mentioned the Principal Amount tdsnaiad ahow, and to pry, solely from such apacid newnu.e and in like in ar currency, iatwort on the Principal Amount tram the 1.tar of the Original Dated Date .hewn show ar boas the moat moat Waived pommel mant date to which interest has 1..n paid, at the Interest Rats per arm, sat forth above (commas/4 oa the beats of a 900-dsy year contesting of 12 304ay months), until payment of the Principal Amount, oa until pension for the payment thereof has been duly provided for, each la+arem being payable rmi.aanuallly on the first day of April and tier fire day of October dreads year, oommeodpg on April 1, 1991. Principal of this Bold shall be payable upon Fomentation sod amte eater hereof d the principal office of Barnett Hank. 'Rust Company, NA., Jean:noills, Florida, or its mrrraeamse (tb. 'Pgying Agont't Waist* sill ha paid by cheek m draft mailed to the Registered Owner hereof at such owner's addres as it sqr}saae au tbs rsgietrataon book' of the lamer at the dose d b uainea. oo the 16th day (whether or not s business day) of the month nut p r oading the latsreat payment date (the 'Record Dais", irrespective of any transfer or exchange ad such Band subsequent to rock Bond Bata and prior to such interest p.ym.at date, anise. the Limier shall be in default in payment of interest doe on mac1 interest payment data. In the event of .ny such default, such defaulted Interest shall be payable to tbe person is whom ream. this Bond le »gisbnd es !1st close of business, on a spacial record date for the payment of ouch defaulted Mimed no established by ratio, by deposit in the U R mall tMrt da..), postage ptepeid by the Bond Registrar to the r agiat.red mince of Bonds not I. than fifteen days preceding mach ap.cial record data. Ruch natio shall bm mailed to the person in whom nams.the Bonds ere rimed m the dam ofbs/dnem on Lbs filth f5th) bu.imer day preceding the dale of mailing. .1 Sly way ionvinvocpny °97 L9 PwBu Ammo= aim; own) rim ammo; aop°apo'4,of J° epratmov '91 (fan oacrorcrquo °97lOP°R 1Wogas L1ulraew two a; pellyav es [a •°odmd La° aoj 4o;o9990 oaao°9 ao PIT" °910o ll°9° P°Oa'91 "IfaVld 818E !Q T3LHOd l2B ATM S dT gy i'wa av alivv ZELL LtYR BSBf}d2Tt1d TIV /t d rzl13119NC1BLDOHd 1123112113 H01B d0$f= SB2I7A3g SELL M TLl$Od .1.18 a oa ' 10 9NOIBIAO&d 8'IRDT1114 ZEt. QL SQYT4 J:BBTBZEI BI ZOMMILCIII loaawl1ia .o.q jo QOmat L9 arms sop oo L!lwwoma.d'l9°II 69 mop °Pupa'9s 8alpu°•' mound Lao ..a softest mop J° Lp°g 9ala[°4o8'q'13o wa.9mem sop aog11•pj 9°epgp°°8 191 °I p•plend 1O°i=w °q7 a1 paw a0aaam .q1 at no P°9IA°P .wtvae 11 PoBP°Td'97 ao Ljao w1! .'VW:0ma' I(°9° 1°9'1°°°'I691 °! so Jo glaodoad !wooled s1g18ao7 sogyo [w ao jwaogl Ind Lo. ao Vary" J°1P°1°+°9 ow) 'P1ajd'91 toxin arm v °1n mo= 'tom mop L9°tO9 papaw/nag o pe q.P°1 P O Put Papa •I9a 'Pi9'l poog n9'+ Jo a'O+o P.aw)IBwe '91 Pao lwl.vj 9.4 a°e1+09 P°t49* awgl[n3 °! 1j vatpllp••g °9: a< PRT1°'d 1mlova s.g10 lbw J0 puai ud'91 Al ao P00 T11 ao yaa°sai pa 'Saw JI 'roo1m"daalpltanipao 'Jo P.dn°Isd aqua 1o. ahol sop aoj L?+.do.4 lwaoai.d ao MU AM ao taa0J Low aI u0gws.l 'R![aldJ° tswa9 *quo °onrwpo °• papgad a•;10 Low Jo Janie/ top J° aoaod 8°?s*# =mole° po p wawiw wq1 lnidmoa ao ana6w+ a;'Llpmlpw! as Llpmlp you sip 'awl .Imes° pg. a•va0 9'^° Form a01p110.eg -11 a! paplwo+d Walla nips a+ paw amanita o91 a1 wolla.e.e pogonal all wag ;dons oouwq 7mwt°! Law to 'moms( P°1t101 .inlmad ao)daaop•a Lbs pace am Sad 00 Pr1°BI190 )0* 'I n00•w .u1 PIP P°Oe 'I9s J° awaa0 P° °S '97 [q P*"9* [Iw.dzie n l vo}lftloe.e s91 on paound puns. amp as paw name; .9'1 v1 wnam►.g P°9P'Id sip vial Llwlo• oppavd !Kt IP9' 1°9 `aOgwelmll zo ooula,od sw1aw11a ao 0.i1.1901 'lwaagn3G.100 Law JO Balawem .91 °I911a JO1i°91 **MAIM"' It'lsll°d [taw so op;o:gdJD a1w1B'91 JO 10 ninon '9s4°;Timm paw 97I*) "91 p'tP°id • Jo'Joomp °a!wu)Pgm lvap110d Law Jo as "Few; ' 1.18'91 Jo to i°non o4r4J0 00t1*8I190 a0 L1Il?9°1l'19R Pu•as9 v °p1 P°m °s P°mwniP 9 wa [MP Puna •!4L "aopopieg 'Y1 01 owe ; pavan e9anaw°m '9s wnw9 gimp almeq pray', o.laao910 1av 011140� -Flog e191 Jo wawldemw L9 rlaeen 1'`"9 aoaa0 °97 •ao¢fe04 9a19a p 7 01 4'0OQPw19R°1 411atd rau°9TPP° Jo 1ommooT 19'1 Barplmwd e11olwt40.d sets Pa •rsonuBllgo Paw 9)fl 4rlg.9l. •,awn..) '91 op .mo9w1lm1 pomp mom '9a Paw Tam 9) Jo a1vva0 '9'1 J0 e.tlmma+ Paw ri981a 'g1'oP°Oa 191Ja 1pwo0'91J0 a01pmgdde Put Lpol/ao sirsspaoe °9'1 40J 1.4A0se Puy ao moll tie etaaes sets a1 Ba)1wlm'eueglo eni0ar. 'moalend '9z .003 0olpgow0S "91 a; Rum &pawl 1) /oas.mm (',/oftamwe P°BP°ld. '9'1 R os peuoJ°a Lpacpapoa . 1.u.q am mawpl•e Bblpm.+d R1 Jo Sl /oollw.e al a1 P°7i'Jm span; 53) (.o0rplo..% s91 'S(°'Ia 0° 10) O66Z '9 asgmoeaN .. p.dopa — .op,/ U01)11°wg 0) 1osn.md pga•a olddre w 066E ' 911.W) D0 main '9'1 Sq p°1d0P° Nino 'of,/ uopftjo.°a ' 11 al P•plavt d p''ts' '9s 0l paw a awm imp °1 Ilt Plod 1•al% 1Q•101*"P°1I '9'1 el pomade" °9 ll°9' span; qop (°01101°°'1I °9s aI Pw°911,'°) Laa•BT plwmd0l.a,P.e y!®ulmo3 191 •aP Ln.9q .maser 1u•ta°i'!°1'702.L (L) P°t'IP°nO0 '41 put nat j eq1 a0o06.109 '696) '9) sant P'1°P )tta*'dtY a0I1•dc)1wd w aopan upon. . '91) mane° ova/ 11dpnintpI 'al4'91 Lq room eq1 a; .pwm wool v Sadao to; Pan •9 0; 9661 'LC iegmaaeQ Bmpn. ar.L pan sets 9Bnoagl nw4leaay .d 000'000'J 1p)*t 1a 01 aog*9Ilg0 e,.wnavn °4101 gwmpa0gft..pew a0I°°j 1°9 911a. 9) S1uad v no p.n.$) aryw.a.g spool An Pqw 686E 'eves opaog wlawe0e 1a.m•prora p°awrion O 000'OOral '11 °a p+aaaald non/ °97 J°'Q°9°2I190 cop twat tµood • ao Bamq 1°•O0°9?4°8 pe.la0s me San 00 R°°H 066E J° ant sQ1'asniL Marti +lbw *1 000'ooct p°a7° soa !sage;onotuv trope y.lnlwle UPU0), •9; Jo)1 1a°d '91L a•11093 Os pransand poorpo 01R pawta ppol p.. ov wn9 °91 p °mq• moon/ 't1 pa ooijiod °I°ino ■ (1) 14 Asps porno.. paw wog Liam slgmind tam ammo; vivaria) fop paw pace gnu ni WTIWERB WHEREOF, The City of Menai, Florida, has issued thin Bond and hall mused the Dame to be ,nod by ita Mayor Dad 61;teated to end countereiped by ita City Clerk. either manually or with their feminine signatures, 1.1 ha corporate teal or a facsioniie thereof to be reproduced hereon, all am of the _day of November, 1990. THE CITY OF SIVA FLORIDA Y-ALl VrTERTED AND COUNTERSIGNED: IT City Clerk it.eo mien. ET Mayor Approved esi to Form: By City Attorney cznuncATz OF AUTBE2MCATION This Bord is one of the Bondi &Manama in end executed under the provisions of the within mentioned I 40.• of Authentication: C-19 Authentic:sties Arra By----..------ Authorized ,Officar verse ode of the Bona.) FURTSEB BOND PROVISIONS This Boad it one ciao &atborie.d throe of load& in the initial aggregate principal amount of $11.500,000, d like date, tamer and affect, except as to number, maturity (ankle ell Bonds mature on ties ammo data) and Libman ride. ib Good, of this series wan issued to finance W the repayment of a Iona made to tb. City b7 the Department ,af Housing and Urban Development MUD) which loan wee used by the City to acquire certain lands and CI) the .aquittioa and improvement d certain other lands, all in connection with the redevelopment plan Wes 'Project" approved by Dad. County on December 7, 19ti2 for which the City reeoeiaion of the lamer r b ailing, purniant to a d.legalinn of power thereto by the County,'s Community Redevelopment Agency, pmwuanl to the authority of and in full compliance with the CouRttatioa and laws of the State of Florida, lnduding particularly the Resolution. the charter of the City ofMlami, Florida (to the extent not inoonai.uet with and not repealed by the provision. of Sermon 186821, Florida Statute.), Chapter 166, Florida &swai.s and the Constitution of the State of Florida This Bond is subject to all the terms and condition of the Resolution The Bonds of this iren are subject to redemption prior to their maturity Smart any mandatory redemption proviaiam). Ths Bonds of this issue shall be further subject to redemption prior to their maturity at the apnea of the L.u.r Ilamert optaot►nt redemption provisions). - Notice of such redemption shall be given in the manner required by the Resolution - Tim won of this Bond may he treaderrvd upon the registioa books aeon deliver" to tb. principal office of tie. Bond Registrar, aQ,nmpani.d by a written instram.nt ar instruments of treader ice farm and with guaranty of signature sataladory to the Bond Regisrar, duty executed by tee owner of this Bond or by his attorney -in -fact or legal reprerneeies, containing written instructions aa to the details of trenler of tine Bond, aiang with tb. social security aconb r ar f.deral .mploy.r Ident'F•.tinn number, if any, of such trawlers*. In all core of treader of a Bond, the Bond Registrar shall at tits .ardent practical tines in amotdanoe with the rvvonon. of the B esolation enter the transfer of ownership in the registration books and (melees w ertificat.d r.ginretion stall be requested and tb. Lnuar has a registr.tion system that will accommodate unoardScatad registration).).11 deliver is de nog' dthe new transferee ar trend rem. a new fully registered Bond or Bonds af the arms mane ity and of a.dbormd denomination of d.mmoinattona, for the same .ggregata mindpt amount and payable from ties acme soavea of funds. Neither tt. Lauer nor the Bond Registrar shall br required to register tbn transfer of any Bond during the Moen (15) days nest preceding an intent psym.at data on tam Bonds or, in the ammo or •m9 proposal redemption of-Bonde, during ens Svc IX) bo.iu.r days prwording the mailing af notices af redemption after mud) Bond. or any potiion thereof bar be.m'shtoed tar redemption. The Issuer and tit. Bond Bagtatr.r may charge the owner d such Bond far the regtatretion of every such transfer of a Bond mdsaeat to reimburse them for any tat, fee ar nay other governmental charge required (otter than by the Lauer) to be paid with respect to the registration of mace tr.adar, had away require that such!arcuate b paid before any mach new Bond shall be delivered lithe data of prying* of the prinapsl o1 premium. if any, or interest on this Bond shall be a Saturday, 8und.y, a legal holiday or a day on which beating Mediation in the city when tin corporate truce dace of the Paying Agent is located are authorized by law or executive order to dose and on which the Paying Agent b domed, then the date for witch payment shall 6s the real somrdiag day which it not Saturday, Sunday, • legal holiday or a day an which such banking institutions are authorised to dose and on which the -Paying Agent -is domed, and-pgm.at on sock day Beall have the hemn force and affect an If made on the nominal data of payment. It is hereby certified and recital that all aorta, conditions end things required to sit, to happen. and to 6e performed prudent to and in the l.suaace of this Bond .xi., hen.. happened and law been performed in regular end due form and time as required by the law. and Cowrtltntiom of tb. &at. of Florid..ppliable hereto, and that the banana" of the Bonds of this eerie. does not violate any constitutional, tatvtory or charter limitation or provision. Tab Bond la and has all of the qualities and incident of an iawtment security aner the Unifarm Commercial Cad.-Iavetmaat Securities Law of the State of Florida. C-14 ASSIGNMENT FOR VALUE RECEIVED, the undersigned, (the 'I'. nderor'), hereby sells, 'soigne and transfers unto (the undersea PLLARE INSET SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF TRANSFEREE {.« rithin Bond and all rights tlereandor, and hereby irre.o:ably mostitutee and appoints Ise attorney to register the treader of the within Bond on the boots kept for registration „wl registretioo of transfer thereof, witb full power of substitution in the premises. ',1{net,oe guaranteed: Registered Owner 4OTLCE: Sigoasrne(s) must NOTICE: No wander will be + guaranteed by a manlier registered and no new Bond me, of the New York will be issued in the name of +lock Exchange or a the Transferee, unless the .,mmercial bank or aignetwe(s) to this assignment :rust company. correspond(s) with the name se it appears upon the face of the within Bond in every particular, without alteration or enlargement or arty change whatever and the Racial Security or Federal Employer Identification Number of the Tranderee is supplied. VALIDATION CERTIFICATE This in one of a eerie@ of lionda which were validated and oonft med by judgment of the Circuit Corot of the Eievvath Judicial Circuit Court, in and for Dade County, Florida, rendered on August 23,1990. Mayer. City of hit Florida [End of Bo ad Form) SECTION 14. APPLICATION OF PR A. Proceeds from the solo of the 1990 Beada iaclerdurg acQu.d interuat sad peeonivaa, if any, shall be applt..l by She Trustee, simn)tnmouafy with the delivery of the 1990 Bo (I)An ambunt of proceeds of tb. 1990 Bands equal to accrued interest, if any, an the 1990 Bonds shall be deposited in the Interest. Account in tb. Sinking Fund established b.retmdar and .hall be applied to the payment of interest nest aiming dus on the 1990 Bonds. CD An amount of proceeds of the 1990 Bolds equal to the cone of issuance of the 1990 Bands micaU hi deposited in the Acquisition mai Imprvvemari Food b.rsinctar created and established and .hall to used to pay, when du., the costa af Maumee atlas 1990 Bonds. MD' aec:.sary, an amount of prooheds of elm 1990 Bonet sufficient to sequin the Municipal Bond Instil -ham Policy shall be tranderred to the Bond Insurer. (4)1f necessary, an amount of tb. ptooreds of tb. 1990 Bonds 'efficient to fund the Reserve Fund to the Reserve Requirement shall be deposited in the Smarm Fund ar an amount sufficient to acquire the Reserve Product alien be transferred to the Reserve Product Provider. (8) An amount of proceeds of the 1990 Bonds sufficient to reimburve the Lauer for sdminiatrntivv aorta la connection with the Project, which costa shall in whirl. to Sedioa 4(AXx,v) heroic. .hall be transferred W ab. 'muss. (8)The balance of the proceeds of tb. 1990 Bonds shell be deposited in the Acquisition and Improvement Fund and used so)ely far the purposes herein provided including but not limited to the costa of ncqui.itioe sad improvement of lands in amnection with the Project and the repayment of the BUD Loam B, Notwithstanding the provi.ioom of Bubeedion A shove, tb. Mayor and the City Manager, or either of them, are hereby authorised to supplement and emend the applicstion of moaes& of tb. 1990 Bonds provided in Bnt+.r*ion A ebsv., as evidenced to the Modern by s certificate of the Mayor ar tb. City Manager executed in connection with the ioauaoce of tb. 1990 Bonds, in a matu.r consistent with tbs term' of this Beaolistinm SECTION IS. ACQLTIStTION AND IMPROVEMENT FUND. Thor• is har&by vested and established with tbs Trustee ■ special trust find to lr. !mown as the 'City of Mi•e,i Florida Cananuaity B.devolapmsnt Revenue Bond. Acquisition and Improvement Fundy Th. Trustee shall d.pont in the Acquisition and Improvement Fund a portion of the promeda from the sole of the 1990 Bonds es cenk.mplet.d is fi.moe 14 abuse. Additional moneys m.y be deposited to the Acquisition and Improvement Fund from payments received from other somose herein described, • Tbm Acquisition sod lairevameed Fund shall be hold by the Trustee in trust and kept ..papas+ and apart from all other funds and amounts held by the Trustee, aid the moseye on demon thermic .hi.0 be withdrawn, used sod applied by the Trustee mildly for the payment Of such costa related to the acquisition af lands, end the improvement thereof for the Project and purposes incidental thereto and the repayment of HUD Loan, as hereineboes d.eibad and oat forth All such tondo shall be and constitute trust funds for such purposes, and there is hereby created a lien upon such funds lc favor of the Bondholder. until applied as herein provided. Before any payment .hall be made from tb. Acquisition and Improvom.at Fund (other thrum for costa of Issuance on tbo Bood.) tb. I'saer .hall file a requlaltion with the Trustee, stating in reelect of each payment to be made: a) the name of the per.a; firm or crporation to whom the payment is to be made; and R) th' amount to be paid. Any funds on depoait In the Acquisitbs and Improesmerd Fund that, in the opinion of the Issuer, are not immediately neoemary for expenditure, as baninabose provided, may he invested and re -invested by the Trustee, ffi1h. written direction of the Lauer (ar oral direction confirmed in writing). in ouch investment oblig Lions as obeli be permitted by the laws atlas State of Florida and of the Iaeu.r for tbs investment of funds of the Lauer which .ball matt& or be r edeemabl. at not leo. than cost and not later than the dates on which such funds are expected to be needed. All income derived from investment of funds in the Acquisition and Loprovam.nt Fund shall be deposited thumbs and shall be need to pay costa coexisted' with the completion of the Project 1br Trustee mqy conciusiv.ly assures that any investment directed by the Issuer ix legal. Any liquidated damageo or settlement payments received by the hoer es a result of tie broach by any contractor, subcontractor or supplier working on or supplying goods for the improvement of the lands related to Project, of any C-16 repreaeatatioo, war -rarity or performance guaranty, and all incur r rvowd. reooi..d aaith r.epad to demegos to the Project during improvement, shall be paid to the Trust.r sad d.ponted itrW tbv Aoqul.ition and Irnpro.etnent Fund to lasem completion of the Project.• Money■ in the Acquisition mod Improvement Fund shell bo socur d at all times in the wanner pr..crtbsd by the leers of the Brous of Florida rotting to the aecu iag of pahe Fonda When the Project has bean ocmplst.d sad all mete thereof have been paid in full, or provisions for payment thereof bevy bean duly muds or Fovid.d for. all funds remaining in the Aegtt aition and lmprov.rp.m Fund. if anF, ■ball be deposited in au Sevens. Fund bsr.inaflap armed or .hall boa used for any lawful purpose directed by the Is.uor and approved in writing by the CB.A provided that Holland ds Knight and Barnes, Derby k McGhee or other nationally recognized municipal bond wines! Wonor on opinion to LW affect that anal use is lawful. SECTION lb. LI'hDT I OBLIGATIONS OF THE ISSUER; NEl']R CREDIT NOB TAXING POWER PLEDGED. Aa provided in the Rood Re rottt "on, the Bonds and wy redemption prrmitmms with respect. thereto sad the interlard tbereon .ball riot be or c5nditutill a general debt, liability or obligation of the Jaguar or the State of Florida or any political subdivision tbsi.of, or a pledge of the faith and credit of the Lenny or of the State of Florida or any political .u}diviaion thereof, but ah.lt no payable wilily from and ..cured by a lien upon and a pledge of the Pledged Revenues and the Truer is not obligsood to pay rho Bonds, albn redemption premiums, if any, related thereto or the inter..t thereon oroopt from Cos Pledged Revenue' es provided in the Bond Baaolution end herein. Neither ties faith and credit nor the taxing power of the lwsr or of tb. Stela of Florida or any polltid rubdiriaior than( io pledged to the pennant of the Bonds. No Bondholder wall over pen tb■ right to compel the eaa►ose of the ad valorem taring power of the Issuer or taxation io any form on soy property to pay ■nob Boucle or tee intar..t tbsr•ou. nor .hall snob Bundboldar be .utitld w paym.ot of ouch principal end Lutanist or premium thereon from soy other funds of the Imuor except tin Plodg.d Ravenna@ as provided in the Bond Resolution and berein. SECTION 17. COV1'iA.NTB OF TIZ ISSUES wrlti RESPECT PO TER 1990 BONDS. Until the principal of and ihtere= on all 1990 Ronde is paid or the 1990 Bonds are ddieaed m provided heroin, the loner cov.Gazu with the crone of the 1990 Boo& a. follows: A. ASSIGNMENT OF RECU = INTEREST IN RE:OEYBLdpirfffirr TSUErr FUND. The leaver ber.by amigos to itself and the bolders of the 1990 Rondo tba security Mama in the B.d.slopm.os punt Fund granted so the loaner by the CPj pursuant to the Int.rlocel Cooperation Aarr»mg:A which gay. the Jmwr a first lien on the Badev.lopmeot Trion Pond. B. PLEDGE OF PLEDGED EEVBNUAB. T'ha payment of the principal of, pe.rsuttm if any, sad lutanist on tss 1990 Ekmd. /ball lee roomed, ea provided herein, forthwith Revenue&'. lien on the. Ter Increment Revenues; is prior 'and ratably o ben op tin caber liens or oacmac. breae ou the Ten 62mu ant lievoauae_ The lien of 1990 Bonds on Guaranteed Entitl.m.nt,. which Guaranr.sd EMitl.mant .ball not °eased ,000 in nay Il.c al year, u on a parity with the Lauer'. 9$,600,000 ib. City of Miami Guaranteed Ilrntitl.m.nt Raveaus Bood1 Brie. 1989,,(th. 'S.rias 1989 Dotds')aad nay bonds hereafter 'issued on s parity therewith, but junior and.ubordinata to the Iaro.r'i obligation to set .ad. 91.000,000 per fiscal year through the Racal year sodiag December 31, 1996 to be mad to repay a loan made to tb. Inoue by the Print Mnrii©pal Loan Coined (the 'Council') pursuant to a Partidp■ttoa Agreement 4as4"a .Mute IS. 1999 between the Inner and the Council. The fawner does hereby Irrevocably pledge tb. Pledged Revenue* for 44 Payment of the principal of wad int.r•et on time 1990 Bonds, and for all other pay:menu provided heroin. C. CREATION OF FUNDS AND ACCOUNTS. Thew .ev hereby trotted and established with, tabs Truces funds to be kwrorn es the 'City of M1ami. Florida, Community Redeee)opmsnt Revenue Bonds, furies 1990 (tb. 'Revenue rural the 'City of si;,..ni, Florida Community B•devv opm.nt Ravenna Pond., Saris. 1990 'Oinking Fund•), and a Principal Aonunt, Interest Account and Redemption Account within the Staking of Ddlaml, Florida. Community Redovelopm.nt Farmer Bonds. Series 1990 Romero, Fund' (tb 'B.s.rv. 'City of Miami, Florida County 8ad.v.loprn.t t Barone Bond., Series 1990 Rebate Fund (tb. 'B.bate Ftuad`). hell be bold in trust by tba Tru.t.e and the R.o,nu. Fund, the Sinking Fund apd tb. tom?" 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Rr9r JOa°rf •qs `lanpoca usual • m ' p= el 7atm+amgs!p • 11 poszo q1 acres Sin J• upon on an Sofpt Yawn 61a• a1 parmtpdsal am emu* ptnar 1l Jt pantos s q lompard ••seats( Tama Jo MI' ais Trier papa• oII 111 ';wane 9magurg •q1 S0!!^"+'11*1°!Q 1°iOJag1 SJ•FnJ•os!' n 0n1w1{L •91 •a° Her pas 'asadmd cam Jot si4•11.a• pro oopoosas r9; m1 la•namd pl•g ion s•Q1° AR 111 apary pomp eq palm Roma Tact t1• pods°+ 9+1a sa'nsbd • Jot Jrpanansq Pttcl •balm of (WW1 w prlood:• q Jo) qm• loamfq s gm" °o (mils a •ae;oa'rtnbepo peplaamd) wpm 1Craabd polaalj ss epa;a•mbd lOSJOCI Sb. Ito ;notated Jan fP1s p°m asogw persa d a Itivesi so.z clang Tom u.a•wa on °t lu°dep no m■q1 spans ago pal tU°mwalnbug ass. Reserve Fad shall be retnraed Y7a the Bauerve i7lrad to tb. essaat that tlr amount tiwnia lo eat ettual to Requirement until such time as the amount therein Ile equal to the Baeerve Requirement and thereafter be the Revenue Fund and used and applied as provided above. NoowithMaadmg the foregoing however, income and derived from investments of mamma in curb fuade may, st the option of the Leaar, I treaderred to the Rebate Fund and be applied to the payment of the Rebate Amount. All income and profits from tova..nts of funds to the Rabb Fund shall be retained therein and spelled to the payment of the Rebate. Amount or as otherwise provided home. le computing the amount on dep*dt.to the credit of acy Find, obligations in which money in such Find shall him been invested shell be valued et the lower of purchase price, &marl: ad value or fair market value. The Trustee shall value the amount on oacb Fund attar each payment of debt service on the Bonds. I. TAX COVENANTS. It is the traction alder Lear and all parties under its onto{ that the interest on the Bonds Weird hereunder be and remain excluded from gross Inman* for federal income tat purposes and to this end the Lauer hereby repreeenta to and covenant' with each of the holders of the Bonds issued hereunder that It will comply with the requirements applicable to it contained in Section 103 and Part IV of Subchapter B of Cbeptar 1 af the Code to the extent necessary to preserve the exclusion of interact on the Bonds round hereunder from grow bi once for federal income tau prvpoees, Specifically, without intending to limit io any wey the generality of the foregoing, the Lever covenants and agrw: (1) to make or cause to be made all o.veeery determination end ealrnlations of the Rebate Amount and required payments of the Rebate Amount; R) to sit aside sufficient moneys in the Rebate Account er abewbere, from the Pledged Revenues or other legally available Fonda of the lesser, to timely pay the Rebell Amount to the United States of Amseim; (s) to pay the Rebate Amount to the United Staten at -America from the Pledged Revenues or from any other legally ■v.ilable fuoda, a ibr times and to the extent required pursuant to Becton 1440 of the Coda; (4) to maintain and retain an records pertaining to the Robb Amour with respect to the Bonds Ise rd hereunder and required playmate of Or Rebate Amount with respect to the Bonds for .t least six yarn after the final maturity of the Bonds or nosh caber period as shall be onnsaary to comply with the Code; and (b) to refrain from taking any sctian that would cause the Bands iru.d bereunder to become erbitrege bonds under Section 148 of the Coda. The Lauer undermands the the foregoing covenanca ®pose continuing obligations era the leaser that will arid etc along as the requtnm.nt. of Section 103 end Part IV of Subchapter B of Chapter 1 of the Code an applicable to the Banda Notwithstanding any other provision of this resolution, lade d's% in particular Section 20 hereof, the obligedion of the loaner to pay the Rebate Amount to the United Batas af Amerioe and to rum* with tba other requirements of this Section 17J and Section 17B hereof shall survive the ddaeaance or payment in full of the Bondi. Ti BOOES AND RECORDS. Tb. Inver shall keep separately identifiable ftenvMiel books, remedy amounts and data concerning the receipt and disbmesm.nt of the Pledged Ravens% and any Bondholder shall have the right a all reasonable times to inspect the name. L. ISSUANCE OF OMB OBLIGATIONS. The Lauer will not hereafter Imo any other obligations peptide from the Pledged Revenue% or any of them, nor voluntarily createor eau'. to be created any debt, lien, pledge, e.ngnnsnt, encumbrance or other charge having priority to or being en a parity with tb. lien of the 1990 Bonds issued pursuant to this Resolution and the interest thereon, u .on the Pledged Revenues, except render the conditions and in the manner provided heroin. Any obligations {ratted by the limier other than the 1990 Bonds herein authorised and Additional Bonds provided for in Section 17M herein, payable from the Pledged Revenues, mhall contain an expose atmtam.e that sash obligations ere junior and subordinate in all respect to the Bonds as to lien on, source eland security for payment from the Pledged Revenues. M. ISSUANCE OF ADDITIONAL PARITY OBLIGATIONS. Additional Bonds, payable on a parity from the Pledged Revenues with the 1990 Bondy as provided herein, ono be issued and delivered only if: C-20 n i! °wlan "i'nil. "Is �J° J01 0 ao £q g71°J Poad of °Isr93 etymon ooBpn( Jo taco J4a soJ °iq°11 09 J4° tI49° P°4 noon etymo.J 'ma 11 19 P'►aoloe o°',—„Ldaao JD 'Joe!mai'Ia°ea '1454z.w o Tani Saa jo sapao o ui to °oaafnj9ea 92 401 olyo.l°wsav oq 1.J rpm oe3'ni1 093 pan ttotmo'eg gm Japan m'ryop'.'oMaiL O9i Pao 10a.4 Jo 0J0y>0m Ro earaa°oaoo 100ano Jo 'o!apo 0o ki.J poo ai0;9° °I Pofsp0 09 Rags paw ti s oldest° in'uee!ao04 ti♦a09o'ogoo. o3oo q no'g7 J0 1.9 so!yntoIog MI Jopan oolon{L.y1 Jo poq!11boo wgnp °91 msa j.O4 pay c o :pro°ii'!g:J° mooed io m '97 )o too ovum L0m ow % so 'OstSo rpaog'9y)o oavidasa coPo'°9etnd n.yt rat 'amp lo9Pao9'e w'd'at'9'3 Pw "a8y 1011w1 ago guP9s Jo (iv 07'none 'pp Jo mwn0mi °'93 o1 Jolad Jon" I 91 °; paw.!(ry. Sa1s1Ja 0 19 Pe3as.o Pau p'oodan tga369 o;eats pao'ay'P wr; J0 aaw7dwoy'i1 LJiaaP f°9"° filia, 9.I. 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DEMASANCE.If, al any time, the lamer shall have paid, or .hall have made provision for the payment of, the principal. intermit and redemption prenniume, W arty, with respect to the Bonds of any sonsi or any maturity thereof, and the fees sad charges with respect thereto, then, in that event, the pledge of and lien on the Pledged Bevenum in favor of the Bondholder. of such Benda, and aU other lions crested hereby in favor of such Bondholder., shall no longer be in effect with respect to such Bond& For picrposes tif the preceding sentence, the deposal of cash. Governmental Obligation', or bank certificates of depoeit fully "enured na to principal and interest by Governmental Obligations in irrevocable trust with e trustee or a banking institution or trust. company, for the sole benefit of ouch Bondholder. llneltiding moneys in the Funds created hereunder and oveilehie to be applied for such purposes), in an aggregme principal amouut which, together with interest to accrue thereon, will be sufficient to make timely payment of the principal, , interest, and redemption premium', if any, on such Bonds, shall be considered 'provision for paymentif the same .ball hay. boon verified as sufficient for such purpose,' in a written report by a nationally recognized independent certified public accounting firm and if proviaion, setiefectory to ths Paying Agent, shall have been made with respect to all Paying Agent fee. end expense," related to ouch Bonds. Nothing herein shell he deemed to require the Lauer to cell any of the outstanding Band. for redemption prior to maturity pursuant to any applicable optional redemption provision., or to impair tbe dirtier' of the Lauer in determining whether to exercise any suel, option for early redemption. If such conditioned have been satisfied with respect to all Bondi issued hereunder and than outstanding, all money. held 10 any Fund or Account tweeted hereby that eve in excise of the amounts required to pey or make provision for payment of the principal nod Interest on much /tondo may be withdrawn and the sem. dual be applied by the Issuer for any lawful purpose. SECTION 21. EVENTS OF DE7AULT. Each of the following event. is hereby declared an "event of default,' that is to (writ: (a)payment of principal of any Bond shall not he made when the time shall become due and payable, either at maturity (whether by amobration or otherwise) or oorrequired payment dates by proceedings for radoomption or other -wile; or (b) payment of any installment of interest shall not bo made when the memo &ball become due and payable; or (c) the Issuer shall for any reason be rendered incapable of fulfilling its ohligatione hereunder to the aslant that the payment of or security for the Bondi would be materially adversely affected, and such cooditione shall continuo uniecoodied fore period of thirty (30) day* after the Ineuor becomeo .were or receives notice of such conditions; or (d) an order or decree shall be entered, with the consent or acquiesoence of the Issuer, appointing a receiver or receivers of the Issuer, ar its amsts, the Pledged ROPOOUOI, Or OM part thereof or the filing of a petition by the Bauer for relief under federal bankruptcy laws ar any other Weller Ller or statute of tbe United States of America or the State of Florida, which shall not be diwnba.d, vacated or discharged within thirty (30)days after the filing thereo(; or (e) nay prooseelings shall be instituted, with the consent or aaquiencence of the Letter, for the purpose of effecting a composition between the Issuer and it. creditor. or for the purpose of adjuirting the claims of such creditors, pursuant to may federal or Ants statates now or hereafter enacted, V the claims of such creditor. are under any circumstances payable from the Pledged Revenues; Or (f) the entry of a final judgment or judgments for the payment of matey against the Issuer which subjects any of the fuods pledged hereunder to lieu for ths payment thereof In contravention of the provision" of tide resolution for whit:b eber. doe" not east adequate ince-aims, reserves or appropriate kande for the timely payment thereof, and any much judgment shall not be diecharged within ninety (90) days from the entry 'thereof or an appeal shall not be taken therefrom or from C-24 o►'P 4aaoatad pv+olm p.( .g4 soap rpaom gang ao p.acma pasha! 191 pa' amtq lump ['9'(9o[od pro amp a.94 ;cm Tout! 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IMMILfie lainosaavrip •ougoottx• torrmoicmcm 'mar•qa sap pas Ca) Unitise the principal of all the Bonds shall have become due and payable, all much funds .hall ]w applied (1) first, to the payment of all insia1huente of interest then due, In the order of the maturity of the inatnllmeots of sorb interest, to the persona sntitied thereto, ratably, without any diaaiminatioa or preference, and (2) then, to the payment of ell indaltmente into the Interest Account and than into the Principal cunt or Redemption Amount In the /linking Pund, in the order of the ►squlremeot for the deposit of inch installtneota, or ratably tf in the same order of payment, without diacrimiaation or preference. (b)1f the principal of all the Bonds-aha11 ha►e become due end payable, ell furl funds shall be applied to the payment of the principal and interest than due end unpaid upon the Bonds, without preference or priority of principal over interest or of interest over principal, or of any installment of interest over any installment of interest, or of any Bond over any other Bond, ratably, according to the amounts due, respectively, for .principal nod, interest, 'to' the persons entitled thereto without any discrimination or preference except as to any difi—STI0011 in the respective rates of intend specified in the Bonds. (c) If the principal of all such Bonds shall have bear, declared duo and payable and.lf ouch declaratioc shall thereafter have been reminded and annulled under the provisions of Section 24 above, then. subject to the provisions of paragraph thief this Section in the event that the principal of all such Roods shall later become due and payable ar be declared due and payable, the funds remaining in and thereafter a uing to the Sinking Fund or the Raeerva Fund shall be applied in accordance with the provisions of peragrap)i (a) of this Section. Wbene►er funds are to be applied pursuant to the provisions of this Section, much funds .I,nll 1>a applied at such times, and from time to time, as tb• Issuer or the'bustae, as the ear may be, in its cola diaation determine, having due regard to tha amount of such funds available for application and the likelihood of additional funds 1—...ming available for..ucb application in the future; the setting eaide of such funds, in truer for the proper purpose, shall •..n.titu a proper application of such funds. Whenever such disc etiox.in applying ouch funds shall be exorcised, the dais . hick shall he an interest payment date mime another data more suitable shall be fired) upon which such application is to be .Je curb be fired by the beer or the Thetae and upon such date intend on the amounts of principal to be paid an such date .I..11 cease to accrue. Such notice as .ball be deemed to be appropriate of the fixing of any such data shall be given. No i•.ymerrt to the owner of any Bond shall be required miler ouch Bood shall be presented to the Truss. or to the Iaauer, ae thr ... rosy be, for appropriate endoreemeot or for cenceiietior, if fully paid. SECTION 28. SUBROGATION, Notwithstanding anything in this resolution to the •.,utrary, it the principal, interest and redemption premium, if any, with reaped to any series of Bonds are paid by a Bond I,,.urer or Reserve Product Provider with earpiece to such series of Bonds, the pledge of the amounts or deposit from time to rue io the funds and accounts created hereby and ell covenants, agreements and other obligations of the Issuer to the It.ndboldera of ouch series of Bonds shall continue to mist and ebe Bond Insurer and/or the Beser•ve Product Provider, to the tent of any, payment by ouch entity with respect to ouch series of Bonds eball be .abrogated to the righta of much t•ndholdera. SECTION 29.,.BQh?T) IN&Tht R 8 RIGHTS. Upon the occurrence of an event of default .;;.der this resolution, and so long as no event described in Section 90 hereof shall hew occurred with respect to the -Bond Iowrer, the Reed Inourer shell, to the extent permitted by lew,'b deemed a bolder of ail of the Bonds (lithe series inured by •„ch Bond Insurer for the purpose of receiving notices and the sole bolder of such Bond' for purposes of giving any approvals, ..I,rectione and roquests or eeerciaing any other remedial rights under the Wrens reale resolution. SECTION 90. LIMFIATION ON RIOF T8 OF BOND INSURER. Notwith�� any i her provieioe oantaioed ir, this resolution to the contrary: (1) If a Boodinsurer shall be in default in tbe,due and punctual performance of 1ta obligation' under its Municipal Bond Insurance Policy or if such polity for whatever reason is not then enforceable andin full force and effect; or (i) If a Bond Insurer eball apply for or consent to the appointment of a receiver, euetodina, truism or liquidator of such Bated Insurer ar of all or s mubdmtial pert of its arete, or shall admit to writing its inability, or be generally payable, to pay Its debts as such debts Lemma due, or shall maks e general assignment for this benefit of its creditors, or oommeoos a voluntary case under the Federal Bankruptcy Code (as now or b erositer in effect) or shall file o petition cooking to take advantage of any other law r.leting to bonkrugtty, insolvency, reorganisation, winding up or composition or etuattnero of data, or shall fall to convert to a timely and appropnata manner, or acquiesce in writing to, WV other petition filed against such Bond humor to any involuntary cam under said Fedarnl Bankruptcy Code, or shall take any other action for the porpooe of affecting the foregoing or Gii) i<a proceeding or case shall be commenced evident the application or moseot of a Bond Insurer, in any court of competent jurisdiction peeking the liquidation, norgaoisatioa, dioolution, winding up or composition or readjustment of dsbta of such Bond Innv.r or the appointment of a trustee, receiver, cURodien, or liquidator or the like, of such Bond Insurer or of ell or a auhatantid port of lta moot, or simllor relief with respect to sorb Bond Insurer under my law relating to bankroptg, insolvency, reorganisation. winding up or composition or adjustment of debt, and such proceeding or sue &hell • continue umdismiaasd and an order, judgment or decree approving or ordering any of the foregoing shall be entered and continue ansteyed in effect for period of sixty (60) days from the eommenosment of ouch proceedings or cane, or any order for relief ageinge much Bond Insurer shall he entered in any involuntary cane under said Federal Benkruptq Cods; them and in any such avert such Bond Insurer shall not bs entitled to any rights .Fsdfmlly'granted to it herein to coarntio, approve or participate in any m3iose propoesd to bs taken by tie lamer, ■ Bondbolder ar my of them pursuant to Ilri@ resolution. C•T11 SECTION 31. SEVERABILITT. If any OD/ or more of tbs covenants, agreements ar provisions eftbi. Resolution should loe held contrary to any express provision of law or contrary to the policy of express law, !bough not expressly prohibited, or against public policy, or shall for any /*MOM Whatiegmer la held invalid, then mach eovenanta, agreement& or provisions shall be null lad void and than be deemed separate from the remaining covenantal, ofiroolooloto or provisoes °Tillie Resolution or of the Bonds issued hereunder. SECTION 32. REPEAL OF INCONSISTENT RESOLUTIONS. All 1uon or part. thereo(, incl.uting without Limitation, Resolution No. 90-019B, In conflict herewith are hereby repealed. SECTION 33. zypscrwr DATE. This Resolution .hall be effective immediately upon its adoption. PASSED AND ADOPTED, this day of November, 1990. Xavier L. Suarez, Mayor (SEAL) ATTEST: Meaty Hirai, City Clerk Prepared and Approved by: Approved As To Form and Carrecteser Jorge L. Fernandez, Assistant City Attorney City Attorney C-29 APPENDIX D [Form of Co -Bond Counsel Opinion] Miami, Florida November 15, 1990 The City of Miami, Florida 3500 Pan American Drive Miami, Florida 33133-0708 Re: City of Miami, Florida Community Redevelop- ment Revenue Bonds, Series 1990 Ladies and Gentlemen: We have acted as Bond Counsel in connection with the issuance and sale by The City of Miami, Florida (the "Issuer") of its Community Redevelopment Revenue Bonds, Series 1990, in the original aggregate principal amount of $11,500,000 (the "1990 Bonds"). Al]. terms used'herein in capitalized form and not otherwise defined herein shall have the same meanings as ascribed to them under Resolution No. 90-0196, adopted by the City Commission of the Issuer on March 8, 1990, as supplemented by Resolution No. 90- , adopted by the City Commission of the Issuer on November 8, 1990 (collectively, the "Resolution"). The description of tne 1990 Bonds in this opinion and other statements concerning the terms and conditions' of the issuance of the 1990 Bonds do not purport to set forth all of the terms and conditions of the 1990 Bonds or the Resolution, or any other document relating to the issuance of the 1990 Bonds, but are intended only to identify the 1990 Bonds and to describe briefly certain features thereof. Proceeds of the 1990 Bonds shall be applied to the acquisition of certain real "Property located in the South East Overtown/Park West area of the Issuer and the improve- ment thereof to facilitate the construction'and development of multi -family residential facilities, commercial develop- ment and public improvements constituting a redevelopment D-1 The City of Miami, Florida November 15, 1990 Page 2 project, the construction of certain public improvements and the repayment of a loan made by the U.S. Department or. Housing and Urban Development to the Issuer (collectively, the "Project") and to reimburse the Issuer for certain expenditures previously incurred by the Issuer in connection with the Project. The 1990 Bonds are dated November 1, 1990, were issued in fully registered form, and bear interest on the outstanding principal balance thereof from the date thereof at the rates per annum described in the Resolution. The 1990 Bonds shall mature as provided in the Resolution, and are subject to •mandatory and optional redemption prior to maturity in the manner and upon the terns and conditions set forth in the Resolution. The 1990 Bonds are payable both as to principal and interest solely. from the guaranteed entitlement portion of the state revenue sharing funds available to the Issuer pursuant to the provisions of Part II, Chapter 218, Florida Statutes, in an amount not in excess of $300,000 per year, certain tax increment revenues and certain other funds, all as described in the Resolution (the "Pledged Revenues"). The 1990 Bonds and the obligations evidenced thereby do not constitute a general debt, liability or obligation of the Issuer or the State of Florida or any political subdivision or agency thereof, or a pledge of the faith and credit or the taxing power of the Issuer or the State of Florida or any political subdivision or agency thereof. The Issuer is not obligated to pay the indebtedness evidenced by the 1990 Bonds or any interest thereon except from the Pledged Revenues, and neither the faith and credit nor the taxing power of the Issuer or the State of Florida or any political subdivision or agency thereof is pledged to pay the principal of, premiun, if any, or the interest on the 1990 Bonds. In rendering the opinions set forth below, we have examined certified copies of the Resolution, the Interlocal Cooperation Agreement, dated as of March 31, 1983, as amended (the "Interlocal Cooperation Agreement"), between the Issuer and Dade County, Florida (the "County"), the Interlocal Agreement, dated as of November 8, 1990 (the "Interlocal Agreement"), between the Issuer and the Community Redevelopment Agency of The City of Miami (the "CRA"), and various certificates and opinions delivered in D-2 The City of Miami, Florida November 15, 1990 Page 3 connection therewith, and are relying on the covenants and agreements of the Issuer contained therein including, without limitation, the covenant of the Issuer to comply with the applicable requirements contained in Section 103 and Part IV of Subchapter B of Chapter 1 of the Internal Revenue Code of 1986, as amended (the "Code"), and applicable regulations thereunder, to the extent necessary to preserve the exclusion of interest on the 1990 Bonds from gross income for federal income tax purposes. We have also examined original copies of the Notice of Intent to Issue Bonds and Request for Written confirmation, filed by the Issuer with the Division of Bond Finance of the State of Florida (the "Division"), and the original entry thereon by the Division of Bond Finance confirming an allocation to the Issuer under Section 159.805(5)(a), Florida Statutes, in the total amount of $11,500,000 for the 1990 Bonds, affidavits of publication executed by the Legal Advertising Representative of THE MIAMI HERALD, validation proceedings in the Circuit Court of the Eleventh Judicial Circuit of Florida, in and for Dade County, Florida, and other proofs submitted to us relative to the issuance and sale by the Issuer of the 1990 Bonds. In addition to the foregoing, we have examined and relied upon the opinion dated the date hereof of Jorge L. Fernandez, City Attorney, and such other agreements, documents and opinions, including certificates and representations of public officials, officers and representatives of the Issuer, and various other parties participating in this transaction, as we have deemed relevant and necessary in connection with the opinions set forth below. We have not undertaken an independent audit, examination, investigation or inspection of the matters described or contained in such certificates and representations, and have relied solely on the facts, estimates and circumstances described and set forth therein. , In our examination of the foregoing, we have assumed the genuineness of signatures on all documents and instruments, the authenticity of documents submitted as originals and the conformity to originals of documents submitted as copies. The opinions set forth below are expressly limited to, and we opine only with respect to, the laws of the State of Florida and the United States ofAmerica. D-3 The City of Miami, Florida November 15, 1990 Page 4 Based upon and subject to the foregoing, we are of the opinion that: (1) The 1990 Bonds are valid and legally binding special obligations of the Issuer, payable .solely from the Pledged Revenues in the manner described in the Resolutions. (2) Under existing law, the interest on the 1990 Bonds (including any original issue discount properly allocable to a holder thereof) is excluded from gross income for federal.income tax purposes, except that no opinion is expressed as to the exclusion of such interest from gross income for any period during which the 1990 Bonds are held by a person who, within the meaning of Section '147(a) of the Code, is a "substantial user" of the Project or a '"related person" to a "substantial user." The opinion expressed above is ConditiOned upon compliance by the Issuer with its covenants relating to certain arbitrage rebate and other tax requirements contained in Part IV of Subchapter B of Chapter 1 of the Code, to the extent necessary to preserve the exclusion of interest on the 1990 Bonds from gross income for federal income tax purposes. 'Failure of the Issuer to comply with such requirements could cause' the interest on the 1990 Bonds to be included in gross income for federal income tax purposes retroactive to the date of issuance of the 1990 Bonds. In -addition, notwithstanding the foregoing, _under. the _cod, interest on the '1990 Bonds will be treated as an item of tax preference for purposes of the alternative minimumtax imposed on .individuals and corporations.. Other provisions of the Code may give rise to adverse federal income tax consequences to particular Bondholders. The scope of this opinion is limited to matters addressed above and no opinion is expressed hereby regarding other federal tax consequences that may arise due to ownership of the 1990 Bonds. (3) Under existing law, the 1990 Bonds are exempt from all present intangible personal D-4 The City of Miami, Florida November 15, 1990 . Page 5 property and documentary stamp taxes imposed by the State of Florida. Our opinions expressed herein are predicated upon present laws and interpretations thereof. We assume no affirmative obligation with respect to any change of circumstances or law after the date hereof that may adversely affect the exclusion from gross income for federal income tax purposes of interest on the 1990 Bonds. All opinions as to the enforceability of the legal obligations of the Issuer set forth herein are subject to and limited by (i) bankruptcy, insolvency, reorganization, moratorium or similar laws, in each case relating to or affecting the enforcement of creditors' rights, and (ii) applicable laws or .equitable principles that may affect remedies or injunctive Or'other equitable relief. This opinion shall not be deemedor treated as an offering circular, prospectus or official statement, and is not intended in any way to be a disclosure document used in connection with the sale or delivery of the 1990 Bonds. The scope of our engagement in relation to the issuance of the 1990 Bonds 'has been limited solely to the examination of facts and law incident to rendering the opinions expressed herein. We have not been engaged nor have we undertaken to review or verify and therefore express no opinion as to the accuracy, adequacy, fairness or completeness of the Official Statement or any exhibits or appendices thereto or any other offering material relating to the 1990 Bonds, except as otherwise set forth in our opinion to the underwriters dated as of the date hereof. In addition, we have not been engaged to and therefore express no opinion as to the compliance by the Issuer or the underwriters with any federal or state registration requirements or security statutes, regulations or rulings with respect to the offer and sale of the 1990 Bonds including, without limitation, the Glass-Steagall Act. Sincerely yours, HOLLAND & KNIGHT AND BARNES, DARBY & McGHEE 2787-16 8487APPD:WP122 21/12/90 E,c h) 6); PRELIMINARY OFFICIAL STATEMENT DATED NOVEMBER 1, 1990 ' Ratings: Only) Moody's: Baal Standard & Poor's: ... ,.rininn of Co -Bond Counsel, under existing low, and conditioned upon compliance with certain arbitrage rebate and nr. rr•rprireurents referred to hereto, interest on the Series 1990 Bonds is excluded from gross income far federal Income • e,,,.r... Sec, however, "INCOME TAX EFFECTS" herein for n description of certain alternative minimum taxes imposed ,...1.. i.lnuls and corporations and certain other taxes applicable to cou7rorations. Co -Bond Counsel is also of the opinion u7,.• Series- 1990 Bonds are exempt from nil 'present intangible prcriono1 property taxes imposed hp the State of Florida. $ 11,500,000 ° CITY OF MIAMI, FLORIDA COMMUNITY REDEVELOPMENT REVENUE BONDS Series 1990 , ]990 Due: 'I'I,e Community Redevelopment Revenue Bonds, Series 1990 (the "Series 1990 Bonds") will be issued by The City �Ir.r„ri, Florida (the "City") in registered form only, in denominations of $.5,000 each or any integral multiple thereof. :..,crest on the Series 1990 Bonds is payable commencing on April 1,1991, and semi-annually thereafter on each October I April 1. The Series 1990 Bonds when issued, will be registered in the name of Cede & Co:, as nominee for The i...,itury Trust Company, New York, New York ("DTC" ), acting us securities depository for the Series 1990 Bonds. 1,,.l„ idled purchases of the Series 1990 Bonds will be nude in book -entry form only in denominations of $5,000 or uny t:r:rl multiple thereof. Purchasers of the Series 1990 Bonds will not receive physical delivery of the Series 1990 Bonds. 1 ,.,,,viers of the Series 1990 Bonds will be effectuated through a book -entry system as described herein. As long as DTC ,r, nominee is the registered owner of the Series 1990 Bonds, payments of interest on and principal of the Series 1990 t•..n.l: will be made to DTC or Its nominee which in turn is responsible for remitting such principal and interest ,,.ants to DTC Participants (us defined herein) for subsequent disbursement to the Beneficial Owners (as defined 1..,•irr) of the Series 1990 Bonds. Such payments of principal and interest to DTC or its nominees shall be made by It..,,,ett Banks Trust Company, N.A., Jacksonville, Florida, as puyi rag agent (the "Puling Agent"), to be subsequently .I,.I.arrscd to the Beneficial Owners of the Series 1990 Bonds. The Series 1990 Bonds will be subject to optional redemption :and mandatory sinking fund redemption prior to ....,,rarity by the City. See "REDEMPTION PROVISIONS" herein. Tire Series 1990 Bonds are payable solely from the Tax Increment Revenues (as described herein) received by the city from the Southeast Overtown/Park West Redevelopment Area (as described herein), together with certain tan:rraruteed Entitlement Revenues (as described herein) of the City and monies held in the fiends and accounts (other tlr:,r, the Rebate Fund) established under the Bond Resolution (the "Pledged Revenues"). The Series 1990 Bands do not r,.raailute u debt, liability ur obligation of the City, the Community Redevelopment Agency (the "CRA", as defined herein), Dade County, Florida (the "County"), or the Stale of Florida (the "Slate"), or any political subdivision' of any .,I' Ile foregoing, or a pledge of the full faith and credit ante City, the County, or the State, or any political subdivision ..f:u,y of the•foregoing, or--the=CRA,-but shall be,payablesulely from.the.Pledged Revenues and neither the tauciug,power the City, the County, or the Stale ur uny political subdivision of any of the foregoing, is pledged to the payment of principal un, redemption premium, if any, end interest on the Series 1990 Bonds. The realization of sufficient Tax Increment Revenues for payment of the Series 1990 Bonds will be dependent upon u variety of factors and circumstances which the Ciry cannot predict with certainty. See "RISK FACTORS" herein. Maturities, Interest 'Rates, and Price Due l nacres! 1 Principal Rate Duc 1991 2001 1992 2002 1993 2003 1994 2009 1995 2005 1996 1997 1998 1999 2000 2006 2007 2008 2009 2010 Interest Principal Rats i . Tem) Bonds at at The Series 1990 Bonds are offered For delivery when, as and if issued, subject to prior sale, withdrawal or modification of the offer without notice and subject to receipt of the approving opinion of Holland & Knight, Miami, Florida, and Barnes, Darby and McChee, Miami, Florida, Co -Bond Counsel Certain legal mutters will be passed upon for the City by its General Counsel, Jorge L Fernandez, and for the Underwriters by their co -counsel, Fine Jacobson Schwartz Nash Block & Englund, Miami, Florida, and McCrary & Dove, Miami, Florida. Howard Cary & Company, Miami, Florida and Raymond Janus & Associates, Inc., St. Petersburg, Florida, are serving as Financial Advisors to the City with respect 10 the Series 1990 Bonds. It is expected that the Series 1990 Bonds will be available for delivery in New York, New York on or about.November 15, 1990. PAINEWEBBER INCORPORATED GRIGSBY BRANFORD POWELL INC. AIBC INVESTMENT SERVICES, CORP. -GUZMAN der COMPANY. _. ,1990 • Preliminary, subject to change 28 CERTIFICATE OF MAYOR, CITY MANAGER* AND DIRECTOR OF FINANCE AS TO __OFFICIAL STATEMENT WE, XAVIER L. SUAREZ, Mayor (the "Mayor") CESAR H. ODIO, City Manager and CARLOS E. GARCIA, Director of Finance of The City of Miami, Florida (the 'Issuer"), DO HEREBY CERTIFY that: (1) Attached hereto as Exhibit A is a true and accurate copy of the final Official Statement dated November 8, 1990, (the "Official Statement") pertaining to the $11,500,000 City of Miami, Florida, Community Redevelopment Revenue Bonds, Series 1990 (the "Series 1990 Bonds"), as executed by the Mayor on behalf of the Issuer, and such final Official Statement contains only such changes from the Preliminary Official Statement dated November 1, 1990, a copy of which is attached hereto as Exhibit B, adopted and approved by Resolution No. 90-871 adopted by the Issuer on November 8, 1990 (the "Resolution") with respect to the Bonds, as have been approved by the appropriate officers of the Issuer in accordance with said Resolution; and (2) The information and statements with respect to the Issuer contained in the Official Statement, as of its date and the date hereof, are true, correct •and complete in all material respects for the purposes for which such Official Statement is to be used and nothing has come to our attention which would lead us to believe that such information in the Official Statement includes any untrue statement of a material fact or omits to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; and (3) No event affecting the Issuer has occurred since e date of the Official Statement which should be disclosed in 'xthe Official Statement for the purposes for which it is to be teti-ot-which itis necessary to -disclose -therein in .order -to make the statements and information therein not misleading in any material respect; and (4) To the best of our knowledge, any financial and statistical data relating to the issuer included in the. 00fficial Statement are true.and correct as of the date of this ,Acertificate. IN WITNESS WHEREOF, we have hereunto set our hands and affixed the seal of the Issuer this 16th.day of November, 1990. Cesar H. Odio, City Manager Carlos E. Gara, Director of Finance