Loading...
HomeMy WebLinkAboutExhibit SUBdrrMa-1 eun by soul. INTERLOCAL AGREEMENT BY AND BETWEEN THE CITY OF MIAMI, FLORIDA AND FLORIDA DEVELOPMENT FINANCE CORPORATION AND CONSENTED AND AGREED TO BY MIAMI ARTS, INC., MIAMI ARTS WYNWOOD, LLC, AND ANY OTHER AFFILIATES COLLECTIVELY AS BORROWERS After recording please return to: Joseph B. Stanton Broad and Cassel 390 North Orange Avenue, Suite 1400 Orlando, FL 32804 INTERLOCAL AGREEMENT This Interlocal Agreement (the "Interlocal Agreement") dated as of the 12th day of June, 2014, is made between the City of Miami, Florida, a municipality of the State of Florida (the "City of Miami" or "City"), and Florida Development Finance Corporation, a public body corporate and politic ("FDFC") and consented and agreed to by Miami Arts, Inc., a non-profit organization, Miami Arts Wynwood, LLC, and other affiliates (as further defined below). WHEREAS, both FDFC and the City of Miami are public bodies corporate and politic; and WHEREAS, the City of Miami is a municipal corporation duly created, organized and existing under the laws of the State of Florida, the Constitution, and the City's Charter; and WHEREAS, FDFC was established pursuant to the provisions of the Florida Development Finance Corporation Act of 1993 (such Act, as now or hereafter amended, is herein referred to as the "FDFC Act"); and WHEREAS, the FDFC Act and the Florida Interlocal Cooperation Act of 1969 (Part I of Chapter 163, Florida Statutes, as amended) (the "Interlocal Act") provide that any other public agency (as defined in the Interlocal Act) may enter into an Interlocal Agreement in order to permit the FDFC to function within the corporate limits of such public agency; and WHEREAS, the City of Miami and the FDFC each constitutes a public agency pursuant to the FDFC Act and the Interlocal Act; and WHEREAS, Miami Arts, Inc., Miami Arts Wynwood LLC, and other affiliates (together with its subsidiaries and affiliated entities, collectively, the "Borrowers"), a Florida non-profit corporation which currently operates a charter school educational facility for grades K through 12 located within the City at 95 NW 23rd Street, has assessed the educational needs of the Wynwood area, and has determined that the provision of funds by FDFC to the Borrower will assist in providing educational facilities for grades K through 12 to the residents of the City of Miami and Borrower's related board authorizations are attached hereto and made a part hereof as part of Composite Attachment A; and WHEREAS, FDFC has determined and recommended by its corporate authorization (attached hereto and incorporated hereby as part of Composite Attachment A), and the City agrees with such determination and recommendation, that there is a need to provide funds for the financing, acquisition, construction, renovation, and equipping of an educational facility for the Borrower; and FDFC and the Borrower have requested the City to assist in accordance with the Interlocal Act; and WHEREAS, the Borrower has requested that FDFC serve as the issuer of its not to exceed Thirty Million Dollars ($30,000,000.00) Educational Facilities Revenue Bonds (Miami Arts Charter School Project), Series 2014 (the "FDFC Bonds") to be issued to: (A) finance or refinance the cost of (or reimburse the Borrowers for prior expenditures related to) acquisition, construction, renovation and equipping of an approximately 200,000 square foot educational facility to be operated as a charter school known as the Miami Arts Charter School, located at 95 NW 23rd Street, Miami, Florida 33127; (B) finance the cost of the acquisition of the land on which the Project is located; (C) fund necessary reserves; (D) fund capitalized interest on the Bonds; and (E) pay costs associated with the issuance of the Bonds (collectively, the "Project"); and WHEREAS, the Borrowers will own the Project and New Way Schools, Inc. or a related affiliate will be the initial manager of the Project; and WHEREAS, FDFC is now desirous of assisting the Borrowers in financing or refinancing the cost of (or reimburse the Borrower for prior expenditures related to) the Project through loaning the proceeds of the Bonds to provide funds to the Borrowers for the Project; and WHEREAS, it is deemed desirable by both FDFC and the City of Miami that FDFC and the City enter into this Interlocal Agreement, as provided for and under the authority of the Interlocal Act, in accordance with the prior authorization by respective boards of each governmental entity (copies of which authorizations are attached hereto and incorporated hereby as Composite Attachment A) in order to assist the Borrowers in financing and refinancing the Project in the City; and WHEREAS, FDFC has initially authorized and approved the issuance of its FDFC Bonds pursuant to the authority of the FDFC Act and secured as more particularly described in the Trust Indenture (the "Indenture"), dated as of the first day of the month of issuance, between FDFC and the designated trustee under the Indenture; and WHEREAS, the Borrowers have shown FDFC that they will be financially responsible and capable and willing to fulfill their obligations including the obligations to make the debt service payments in the amounts and at the times required, and the obligation to finance, refinance, acquire, construct, renovate, and equip the Project at their own expense; and WHEREAS, title to the Project shall be in the Borrowers and neither FDFC nor the City of Miami shall have any title or interest therein and none of FDFC, the City and the State of Florida or any political subdivision of each shall in any way be obligated to pay the principal, .premium, if any, or interest on the FDFC Bonds as the same shall become due, and the issue of the FDFC Bonds shall not directly, indirectly, or contingently obligate FDFC, the City, the State of Florida, or any political subdivision of each to levy or pledge any form of taxation or to make any appropriation from ad valorem taxation revenues for their payment. NOW, THEREFORE, the parties hereto AGREE AS FOLLOWS: SECTION 1: The Borrowers shall be permitted to receive a loan of funds from the FDFC Bonds issued by FDFC to pay for the Project, including but not limited to the loan of funds in an amount not to exceed Thirty Million Dollars ($30,000,000.00) for the Project located within the City of Miami, and the funds shall be repaid solely from the revenues of the Borrower, and the funds shall be duly expended for their stated purpose and shall not be payable from or by the City of Miami in any manner whatsoever as further set forth in SECTION 5 hereof. Borrowers shall reimburse the City for the City's reasonable costs and expenses. SECTION 2: At all times during the term of this Interlocal Agreement, FDFC and the City of Miami constitute "public agencies" as that term is defined in Section 163.01 (3)(b), Florida Statutes, as amended, and both FDFC and the City of Miami have in common the power and authority to issue revenue bonds in order to provide financing for the Project, which power and authority each may exercise separately; however, the City of Miami has determined not to exercise such power and authority regarding the Project because FDFC has been specifically created and organized, and provides such necessary administrative structures and staffing for such educational facilities financing purposes. SECTION 3: FDFC and the City of Miami are entering into this Interlocal Agreement in order to more effectively perform their respective governmental functions related to the provision of protecting commerce and providing employment opportunities through improving human resources, pursuant to the powers granted under Section 163.01, Florida Statutes, as amended, and to permit FDFC to operate within the jurisdiction of the City of Miami as contemplated by the loan by FDFC to the Borrowers to be used for the Project. SECTION 4: This Interlocal Agreement shall in no way be interpreted to authorize the delegation of the constitutional or statutory or regulatory duties of FDFC, the City of Miami, the State of Florida, or any officers of any political subdivision of each. SECTION 5: This Interlocal Agreement and the FDFC Bonds shall not be deemed to constitute a debt, liability, or obligation of or a pledge of the faith and credit of the City of Miami, FDFC, the State of Florida, or any political subdivision of each. The issuance of the FDFC Bonds pursuant to this Interlocal Agreement shall not directly, indirectly, or contingently obligate FDFC, the City of Miami, the State of Florida, or any political subdivision of each to levy or to pledge any form of taxation or to make any appropriation for their payment. SECTION 6: Title to the Project financed or refinanced pursuant to this Interlocal Agreement shall be in the Borrowers, and neither FDFC nor the City of Miami shall have any title or interest in the Project. SECTION 7: (a) The City of Miami shall not be responsible for any undertaking in connection with the FDFC Bonds except as set forth in this Interlocal Agreement. The Borrowers, by its acknowledgement hereof, agrees to indemnify, defend, release, and hold harmless FDFC and the City of Miami against any claim, proceeding, or cause of action arising out of or resulting from any defect in, any property constituting a part of the Project or any other claim, proceeding, or cause of action regarding this Interlocal Agreement or the Project or the FDFC Bonds, provided that the indemnity provided in this sentence shall be effective only to the extent of any loss that may be sustained by the City of Miami or by FDFC. The Borrowers shall also indemnify, defend, release, and save FDFC and City of Miami harmless from and against all costs and expenses including, without limitation, any fees and expenses of legal counsel, incurred in or in connection with any action or proceeding brought on any of the matters against which the Borrower has indemnified them under this Section. (b) FDFC and its counsel shall take all actions it deems necessary or appropriate in connection with the issuance of and continuing disclosures and compliance for the FDFC Bonds, including, in its discretion, the preparation, review, execution and filing with government agencies of certificates, opinions, agreements and other documents to be delivered at the closing of the FDFC Bonds and the establishment of any funds and accounts, and in connection with continuing disclosures and compliance for such FDFC Bonds, including any refunding(s) thereof. FDFC and the Borrowers understand and agree that the City is not and shall not be responsible for any continuing disclosures and compliance for such FDFC Bonds, including any refunding(s) thereof. (c) The City of Miami shall not be liable (i) for the costs of the FDFC Bonds or the costs incurred in connection with the preparation, review, execution or approval of this Interlocal Agreement or any documentation or opinions required to be delivered in connection with the loan by FDFC to the Borrowers from the proceeds of the FDFC Bonds, nor (ii) for any disclosures and continuing compliance regarding the FDFC Bonds. The approval and authorization of this Interlocal Agreement shall not be construed as an approval of any planning, zoning, building, code compliance, nor any other developmental, governmental, or regulatory permit or requirement, and the City of Miami shall not be construed, by virtue of its authorization to execute this Interlocal Agreement nor by its adoption of the related resolution authorizing execution of this Interlocal Agreement, to have consented to an modification of, to have waived, nor to be estopped from asserting, any rights or responsibilities the City may have in those regards. SECTION 8: This Interlocal Agreement will remain in full force and effect from the date of its execution until such time as it is terminated by any party upon ten (10) days written notice to the other party. Notwithstanding the foregoing, it is agreed that this Interlocal Agreement may not be terminated by any party during any period that the FDFC Bonds remain outstanding, nor during any period in which the proceeds of such FDFC Bonds are still pending distribution, unless the parties to this Interlocal Agreement mutually agree in writing to the terms of such termination. Should either the City of Miami or FDFC be dissolved, abolished, or otherwise cease to exist, the successor governmental entity to the City of Miami or FDFC shall be deemed to be the responsible party hereunder. It is further agreed that in the event of termination the parties to this Interlocal Agreement will provide continuing cooperation to each other in fulfilling the obligations associated with the issuance of FDFC Bonds pursuant to this Interlocal Agreement. SECTION 9: It is agreed that prior to issuance of the FDFC Bonds, this Interlocal Agreement shall be filed by Bond Counsel with the Clerk of the Circuit Court of Orange County, Florida and with the Clerk of Circuit Court for Miami -Dade County, as required by Section 163.01(11) of the Interlocal Act, with copies of both such filings provided to the City Manager and the City Attorney. SECTION 10: This Interlocal Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. [Remainder of page intentionally left blank] IN WITNESS WHEREOF, this Interlocal Agreement has been executed by and on behalf of FDFC by its Chairman, its seal has been affixed and both have been attested by its Secretary; and the City of Miami has caused this Interlocal Agreement to be executed by its City Manager, its seal affixed and both have been attested by the City Clerk. [SEAL] ATTEST: By: Name: Title: Secretary [SEAL] ATTEST: By: Name: Todd B. Hannon Title: City Clerk FLORIDA DEVELOPMENT FINANCE CORPORATION By: Name: Title: Chairman CITY OF MIAMI, FLORIDA, a municipal corporation By: Name: Daniel J. Alfonso Title: City Manager APPROVED AS TO FORM AND APPROVED AS TO CORRECTNESS: INSURANCE REQUIREMENTS: By: Victoria Mendez, City Attorney Anne -Marie Sharpe Intermin Risk Management Director Composite Attachment A: Respective Authorizations by FDFC, City Commission and Borrower STATE OF FLORIDA COUNTY OF ORANGE The foregoing Interlocal Agreement of , 2014 by known to me or who has produced who did/did not take an oath. STATE OF FLORIDA COUNTY OF MIAMI-DADE was acknowledged before me this day , the Chairman of FDFC, who is personally as identification and Print Name: Notary Public My commission expires: The foregoing Interlocal Agreement was acknowledged before me this day of , 2014, by Daniel J. Alfonso, the City Manager of the City of Miami, Florida, who is personally known to me or who has produced as identification and who did/did not take an oath. Print Name: Notary Public My commission expires: Consented to, Agreed, and Acknowledged by: MIAMI ARTS, INC., a Florida non-profit, as Borrower By: Name: Title: President STATE OF FLORIDA COUNTY OF MIAMI-DADE By: Name: Title: Secretary The foregoing Interlocal Agreement was acknowledged before me this day of , 20014, by , the President of Miami Arts Inc., who is personally known to me or who has produced as identification and who did/did not take an oath. Print Name: Notary Public My commission expires: Consentedto Agreed, and. Acknowledged by, MIAMI ARTS WYNWOOD, LLC, a: -Florida limited liability company, as Borrower By: By: Name: > .Name:. Title: President STATE OF FLORIDA COUNTY OF° MIAMI-DADE Title: ` Secretary The foregoing Interlocal Agreement was acknowledged before me this day of , 20014, by , the President of Miami Arts Wynwood, LLC, who is personally known to me or who has produced identification and who did/did not take an oath. as Print Name: Notary Public My comriiission *expires:,: PLEASE ADD ALL OTHER BORROWERS: Thanks.. INTERLOCAL AGREEMENT BY AND BETWEEN THE CITY OF MIAMI, FL55RIDA AND FLORIDA DEVELOPMENT F ANCE CORPORATION AND CONSENTED ND AGREED TO BY MIAMI ARTS, INC,, MIAMI ARTS WY7 00D, LLC, AND ANY OTHER AFFILIATES COLLECTI ,LY AS BORROWERS After recording ple, se return to: Joseph a Stanton Broad and Cassel 390 North Orange Avenue, Suite 1400 Orlando, FL 32804 455681 RJJ Revised Draft JNTERLOCAL A.G1 t EMENT This Interlocal Agreement (the "Interlocal Agreement") dated as f the 12th day of June, 2014, is made between the City of Miami, Florida, a munioipaJi of the State of Florida (the "City of Miami" or "City"), and Florida Development Fig. nee Corporation, a public body oorporate and politic ("FDFC") and consented and agrAd to by Miami Arts, Inc,, a non-profit organization, Miami Arts Wynwood, LLC,s6nd other affiliates (as further defined below), WHEREAS, both FDFC and the City of Miami ar6 public bodies corporate and politic; and WHEREAS, the City of Miami is a municip $'corporation duly created, organized and existing under the laws of the State of Fl9Ada., the Constitution, and the City's Charter; and WHEREAS, FDFC was establishe /pursuant to the provisions of the Florida Development Finance Corporation Act of 993 (such Act, as now or hereafter amended, is herein referred to as the "FDFC Act")' and WHEREAS, the FDFC Act,dnd the Florida Interlocal Cooperation Act of 1969 (Part I of Chapter 163, Florida SOutes, as amended) (the "Interlocal Act") provide that any other public agency (as de fified in the Interlocal Act) .may enter into an Interlocal Agreement in order to permit/the FDFC to function within the corporate limits of such public agency; and / • WHEREAS, the 9lty of Miami and the FDFC. each constitutes a public agency pursuant to the FDFC A and the Interlocal Act; and WHEREAS, ianri Arts, Inc,, Miami Arts Wynwood LLC, and other affiliates (together with its s idiaries and affiliated entities, collectively, the "Borrowers"), a Florida non-profit corporation which currently operates a charter school educational facility for grade. 1.‹. through 12 located within the City at 95 NW 23's Street, has assessed the edt oational needs of the Wynwood area, and has determined that the provision of fur} ds by FDFC to the Borrower will assist in providing educational facilities for grades K hrough 12 to the residents of the City of Miami and Borrower's related board authorisations are attached hereto and made a part hereof as part of Composite Attachment A,,and WHEREAS, FDFC has determined and recommended by its corporate authorization (attached hereto and incorporated hereby as part of Composite Attaohment A), and the City agrees with such determination and recommendation, that there is a need to provide funds for the financing, acquisition, construction, renovation, and equipping of an educational facility for the Borrower; and FDFC and the Borrower have requested the City to assist in accordance with the Interlocal Act; and WHEREAS, the Borrower has requested that FDFC serve.as the issuer of its not to exceed Thirty Million Dollars ($30,000,000,00) Educational Facilities Revenue Bonds 455681 RTJ Revised Draft (Miami Arts Charter School Project), Series 2014 (the "FDFC Bonds") to be issued to; (A) finance or refinance the cost of (or reimburse the Borrowers for prior expenditures' related to) acquisition, construction, renovation and equipping of an approximately 200,000 square foot educational facility to be operated as a charter school known as/the Miami Arts Charter School, located at 95 NW 23rd Street, Miami, Florida 331217r; (B) finance the cost of the acquisition of the land on whieh the Project is located; 0 fund necessary reserves; (D) fund capitalized interest on the Bonds; and (E) pay costs associated with the issuance of the Bonds (collectively, the "Project"); and / WHEREAS, the Borrowers will own the Project and New Way Se ools, Inc, or a related affiliate will be the initial manager of the Project; and WHEREAS, FDFC is now desirous of assisting the Borrov6rs in financing or refinaneing_the cost of (or reimburse the Borrower for prior expenyl'ntures related to) the Project through loaning the proceeds of the Bonds to provide fun to the Borrowers for the Project; and WHEREAS, it is deemed desirable by both FDFC a 3d the City of Miami that FDFC and the City enter into this Interlocal Agreement, a provided for and under the authority of the Interlocal Act, in aoeordance with the pri r authorization by respective boards of each governmental entity (copies of which au horizations are attached hereto and incorporated hereby as Composite Attachment A) i (order to assist the Borrowers in financing and refinancing the Project in the City; and WHEREAS, FDFC has initially authoriz, and approved the issuance of its FDFC Bonds pursuant to the authority of the FDC Act and secured as more particularly described in the Trust Indenture (the "Indentu '), dated as of the first day of the month of issuance, between FDFC and the designate trustee under the Indenture; and WHEREAS, .the. Borrowers .hav shown FDFC that they will be financially responsible and capable and willing to j lfill their obligations including the obligations to make the debt service payments ipthe amounts and at the times required, and the obligation to finance, refinance, ac {tire, construct, renovate, arid equip the Project at their own expense; and WHEREAS, title to the roject shall be in the Borrowers and neither FDFC nor the City of Miami shall have y title or interest therein and none of FDFC, the City and the State of Florida or any p O litioal subdivision of each shall in any way be obligated to pay the principal, premiun , if any, or interest on the FDFC Bonds as the same shall become due,. and the i ue of the FDFC Bonds shall not directly, indirectly, or contingently obligate FD C, the City, the State of Florida, or any political subdivision of each to levy or pledg any form of taxation or to make any appropriation from ad valorem taxation rove es for their payment, NOW, THE. -FORE, the parties hereto AGREE AS FOLLOWS; SECTION' 1: The Borrowers shall be permitted to receive a loan of funds from the FDFC Bonds issued by FDFC to pay for the Project, including but not limited to the loan 455681 RJJ Revised Draft of funds in an amount not to exceed Thirty Million Dollars ($30,000,000.00) f r the Project located within the City of Miami, and the funds shall be repaid solely f : m the revenues of the Borrower, and the funds shall be duly expended for their stated purpose and shall not be payable from or by the City of Miami in any manner wha oever as further set forth in SECTION 5 hereof I SECTION 2: At all times during the term of this Interlocal Agreemennt, FDFC and the City of Miami constitute "public agencies" as that term is defined in Seotlon 163,01 (3)(b), Florida Statutes, as amended, and both FDFC and the City of ,Miami have in common the power and authority to issue revenue bonds in order to provide financing for the Project, which power and authority each may exercise separately; j owever, the City of Miami has determined not to exercise such power and authority regarding the Project because FDFC has been specifically created and organized, .and pro ides such necessary administrative structures and staffing for such educational facilities 7 nancing purposes, SECTION 3: FDFC and the City of Miami are enter '4 g into this Interlocal Agreement in order to more effectively perform their respectiv governmental functions related to the prevision of protecting commerce and providing inployment opportunities through improving human resources, pursuant to the pow rs granted under Section 163.01, Florida Statutes, as amended, and to permit F FC to operate within the jurisdiction of the City of Miami as contemplated by the to . by FDFC to the Borrowers to be used for the Project, SECTION 4: This Interlocal Agreement shall in no way be interpreted to authorize the delegation of the constitutional or statute y or regulatory duties of FDFC, the City of Miami, the State of Florida, or any officrs of any political subdivision of each, SECTION 5: This Interlocal Agreement and he FDFC Bonds shall not be deemed to constitute .a debt, liability, or obligation of or a edge .of the faith and credit of the City of Miami, FDFC, the State of Florida, or any po tical subdivision of each. The issuance of the FDFC Bonds pursuant to this Interlocal greement shall not directly, indirectly, or contingently obligate FDFC, the City of Mi i, the State of Florida, or any political subdivision of each to levy or to pledgq any form of taxation or to snake any appropriation for their payment, SECTION 6: Title to the Projectirianced or refinanced pursuant to this Interlocal Agreement shall be in the Borrowers, ai}d neither FDFC nor the City of Miami shall have any title or interest in the Project. SECTION 7: (a) The City o Miami shall not be responsible for any undertaking in connection with the FDFC Bons except as set forth in this Interlocal Agreement, The Borrowers, by its acknowledgeii ent hereof, agrees to indemnify, defend, release, and hold harmless FDFC and the City of Miami against any claim, proceeding, or cause of action arising out of or resulting from any defect in, any property constituting a part of the Project or any other clams, proceeding, or cause of action regarding this Interlocal Agreement or the Project or'the FDFC Bonds, provided that the indemnity provided in 455681 RDJ' Revised Draft this sentence shall be effective only to the extent of any loss that may be sustained. by tip' City of Miami or by FDFC, The Borrowers shall also indemnify, defend, release, nd save FDFC and City of Miami harmless from and against all costs and ex 6nses including, without limitation, any fees and expenses of legal counsel, incurred '6 or in connection with any action or proceeding brought on any of the matters against incurred the Borrower has indemnified thorn under this Section, (b) FDFC and its counsel shall take all actions it deems necessary o/ appropriate in connection with the issuance of and continuing disclosures and comliance for the FDFC' Bonds, including, in its discretion, the preparation, review, exec}tion and filing with government agencies of certificates, opinions, agreements and of aer documents to be delivered at the closing of the FDFC Bonds and the establishnaen of any funds and accounts, and in .connection with continuing disclosures and compli ce for such FDFC Bonds, including any refunding(s) thereof, FDFC and the Borro'ers understand and agree that the City is not and shall not be responsible for any continuing disclosures and compliance for such FDFC Bonds, including any refunding(s) the of, (c) . The City of Miami shall not be liable (i) for the co is of the FDFC Bonds or the costs incurred in connection with the preparation, review execution or approval of this Interlocal Agreement or any documentation or opinions required to be delivered in connection with the loan by FDFC to the Borrowers fro the proceeds of the FDFC Bonds, nor (ii) for any disclosures and continuing confiance regarding the FDFC Bonds, The approval and authorization of this Inter (acal Agreement shall not be construed as an approval of any planning, zoning, bull ing, code compliance, nor any other developmental, governmental, or regulatory perril t or requirement, and the City of Miami shall not be construed, by virtue of its auth 1iization to execute this Interlocal Agreement nor by its adoption of the related reso Lion authorizing execution of this Interlocal Agreement, to have consented to an modi ioation of, to have waived, nor to be estopped from. asserting, any rights or responsibilit' s the City may have in those regards, SECTION 8: This Interlocal Agreement ill remain in full force and effect from the date of its execution until such time as it s terminated by any party upon ten (10) days written n.otice to the other party. Notwitl Landing the foregoing, it is agreed that this Interlocal Agreement may not be terrninat d by any party during any period that the FDFC Bonds remain outstanding, nor dur g any period in which the proceeds of such FDFC Bonds are still pending distributio unless the parties to this Interlocal Agreement mutually agree in writing to the terms f such termination, Should either the City of Miami Or FDFC be dissolved, abolis ed, or otherwise cease to exist, the successor govermmental entity to the. City of Mia i or FDFC shall be deemed to be the responsible party hereunder, It is further agreed that in the event of termination the parties to this Interlocal Agreement will provide ' ontinuing cooperation to each other in fulfilling the obligations associated with the ilsuanee of FDFC Bonds pursuant to this Interlocal Agreement, SECTION 9: It is agree that prior to issuance of the FDFC Bonds, this Interlocal Agreement shall be filed by Blind Counsel with the Clerk of the Circuit Court of Orange County, Florida and with the,Clerk of Circuit Court for Miarni.Dade County, as required 455681 RJJ Revised Draft by Section 163,01(11) of the Interlocal Act, with copies of both such filings provides to the City Manager and the City Attorney, SECTION 10; This Interlocal Agreement may be executed in everal counterparts, each of which shall be an original and all of which shall constitute ut one and the same instrument, [Remainder of page intentionally left blank] 455681 RJJ Revised Draft IN WITNESS WIIEREOF, this Interlocal Agreement has been executed by and . on behalf of EDFC,by its Chairman, its seal has been affixed and both have been attested by its Secretary; and the City of Miami has caused this Interlocal Agreement to ber executed by its City Manager, its seal affixed and both have been attested by the Ci' Clerk, 1 [SEAL] ATTEST: By: Name: Title: Secretary [SEAL] ATTEST: By: Name: Todd B, Hannon Title: City Clerk APPROVED AS TO FORM AND CORRECTNESS: By: Victoria M6ndez, City Attorney FLORIDA DEVELOPMENT FINANCE CORPORATION By: Name: Title: Chairman CITY OF MI "MI, FLORIDA, a municipal carp',, ration By: Name: D iel J. Alfonso Title: Ci Manager PROVED AS TO SURANCE REQUIREMENTS: Ann Marie Sharpe Intermin Rislc Management Director Composite Attachment A: Respective Autho 'mations by FDFC, City Commission and Borrower i 455681 RJJ Revised Draft STATE OF FLORIDA COUNTY OF ORANGE The foregoing Interlocal Agreement was acknowledged, before me this day of , 2014 by , the Chairman of FDFC, who is personally known to me or who has produced as identification and who did/did not take an oath, Print Name: Notary Publie My commission expires: STATE OF FLORIDA COUNTY OF MIAMI-DADS The foregoing Interlocal Agreement was acknowledged before me this day of , 2014, by Daniel 5, Alfonso, the City Manager of the f ity of Miami, Florida, who is personally known to me or who has produced as identification and who did/did not take an oath, Print Name: Notary Public My commission expires: Consented to, Agreed, and Aclanowledged by: MIAMI ARTS, INC., a Florida non-profit, as Borr;.wer By: ByY Name: me: Title: President We: Secretary STATE OF FLORIDA COUNTY OF MIAMI-DADS The foregoing Interlocal Agre inent was acknowledged before me this day of , 20014, by , the President of Miami Arts Inc,, who is personally known to me or who / as produced as identification and who did/did not ti.lce an oath, 455681 RJJ Revised Draft Print Name: Notary Public My commission expires: Consented to, Agreed, and Acknowledged by: MIAMI ARTS WYNWOOD, LLC, a Florida limited liability company, as Borrower By: Name: Title: President STATE OF FLORIDA COUNTY OF MIAMI-DADE By: Name: Title: Secretary The foregoing Interlocal Agreement was acknowledged before e this _ _ day of , 20014, by , the President of Miami Arts Wynwood, LLC, who is personally known to inc or who has produced as identification and who did/did not take an oath, Print Name: Notary Public My commission exp PLEASE ADD ALL OTHER BORROWERS: Thanks, 455681 RJJ Revised Draft FLORIDA DEVELOPMENT FINANCE CORPORATION Educational Facilities Revenue Bonds, Series 2014 Miami Art $ Charter School TBFRA Public Hearing May 27, 2014 —5:00pm at One Biscayne Tower, 2 South Biscayne Boulevard, 2lst Floor, Miami, Florida, 33131 ATTENDAN'CE LOG mepostonnuntrA / / This Public Hearing is being held at the offices of Broad and Cassel located afOne Biscayne Tower, 2 South Biscayne Boulevard, 218t Floor, Miami, Florida, 33131 on/May 27, 2014, The Hearing Officer is Bill Spivey, Executive Director of the Florida Development Finance Corporation. The time is now 5:92. pm. /' This Hearing Is being held for the purpose of meeting the requireme ts of Section 147(f) of the Internal Revenue Code with respect to the proposed issuanc and sale of not to exceed $30,000,000 in aggregate tax-exempt principal amount of Its ducational Facilities Revenue Bonds, Series 2014 in one or more series of tax e mpt and/or taxable bonds (the "Bonds"), The proceeds of the Bonds will be loaned by t e FDFC to (i) Miami Arts, Inc. ("Miami Arts"), (ii) Miami Arts Wynwood, LLC (Miami Arty(Nynwood") and/or (III) one or more other affiliates of Miami Arts or Miami Arts Wynwoo ((collectively the "Borrowers") for the purpose of financing or refinancing the co, of (or reimbursing themselves for prior expenditures for) acquisition, constructiyA, renovation and equipping of an approximately 200,000 square foot building and. and tinny facilities expected to accommodate up to 1,250 students in grades K-12 to b operated as a charter school known as the Miami Arts Charter School, located at 9 NW 23rd Street, Miami, Florida 33127 (collectively, the "Frojeot"). Florida Development • •00@ Maonvcnu• • • . ••••,. .• • • „, J.,.„ , „.. ..t74t,i73).$64.0:0 , , , .• . " '•te 00. , .• • • •• • 1%.407,96.).$9$ 0rItIndo;IT0ltdr32003. -• " " ''6f1011t1i tr0111 Finance Corporation TEFRA HEARINC3 SCRIPT "600 N. ftitiblia'Aven. • '.• • *•• .. . ... - • -S,ulte1100 .• . . . .• ••• •• • Orlando,florlda 3,2803 • • • Florida Development Finance Corporation " • • • .• • •••• ..• • xflorldvarn • Notice of this Hearing was published in The Miami Herald on May 13, 2014, II parties in the room have bean requested to sigh the attendance log, Prior to this aring, no written comments were received from users or Interveners. At this time I would like to ask Opponents of the Project who wish to co ment to identify themselves. At this time I would like to ask Proponents of the Project who wish to �ornmerit to identify themselves, At this time any audience members wishing to comment concerning the Project are asked to identify themselves and speak. Thank you for attending this Hearing. An Extract of the Minutes of the Hearing will be furnished to the City of Miami Board of Cornmissioners and to th Governor of Florida who may decide to approve the issuance of Florida Development F nanoe Corporation bonds for the Project. This concludes the Public Hearing. The time is now 5: 0 pm. Florida Public Notices; Search for Public and Legal Notices in FL newspapers Y.En na (Your a,no Vtd u teteltAge n 18L'GJ11Y. A. )1ontaft gale Ow Isk4efel yV1txNW�.Ua �.�I.I�Aar mew): g . z • r .l&.genti Liiatst Sort by •' Newest First et Oldest First 00 Keyword Relevanoe Showing results 1 through 1 of 1 Miami Herald, The 06/13/2014 Mlaoullaneoua Notion Page 1 of 2 FLORIDA DEVELOPMENT FINANCE CORPORATION NOTICE OF PUBLIC HEARING The Florida Dovelopm ht Finance Corporation ("FDFC") will hold a pubilo hearing on May 27, 2014 at 6;00 p,m„ or ea soon thereafter es pruoilcabie /n the offloes of Broad and Cassel, located at One Biscayne Tower, 2 South Biscayne Boulevard, 21 st Floor, Mloatl, Florida 33131, to consider adoption of a resolution approving the Issuance by the FDFC of not exceeding 330,000,000 of Its Educational F. dillies Revenue Bonds (Miami Arta, Inc, Projoot) (the "Bonds") In one or more series, Tha prooeoda of the Bonds will be loano by the FDFC to Mimi Arts, Inc), ("Miami Arts"), Miami Arta Wynwaod, LLO ("Miami Arts Wynwaod") end/or ono or more other ffiliates of Miami Arts or Miami Arts Wynwood (ooileatively, the "Borrowers"), The Borrowers will uses portion of the proceeds of thBonds to (A) finance or refinance the cost of (or reimburse themselves for prior expenditures for) acquisition, construction, rendyOtion and equipping of an approximately 200,000 square foot faollity to be operated as a ohartor school known us the Miami Arts 'honor Sohool, located at 96 NW 23rd Street, Miami, Florida 33127 (the "Protect"); (a) finanoo the cost of the aoqulsitlon of the la; ton which the Project is located; (C) finanoe or refinanoe the cost of equipping a oharter school facility located at 3900 Blscayn Boulevard, Miami, Florida 33137 (D) fund necessary resorvos; (E) fund capitalized Interest on the Bonds; end (F) pay costs ass elated with the Issuance of the Bonds, The Project will be owned by one or more of the Borrowers. New Way Schools, Inc, or a r lated affiliate will be the initial manager of the Project, The Bonds are being Issued under the authority of the Florida Development Finenee Corporation Aot of 1993, es emended (the "Aot"), The Bonds shell be payable solely from the revenues derived fr (n a loan and other financing documents to be executed between the FDFC end the Borrowers prior to or contemporaneously with the Issuance of the Bonds, Such Bonds and the Interest thereon shall not 0onstitute an Indebtedness or pledge of the gar} rat credit or taxing power of the State of Florida or any political subdivision or agency thereof, Issuance of the Bonds Is aubJ196t to several conditions htolucling satisfactory dooumentatlan and receipt of necessary approvals for the finanoing, The afaramantloned meeting shall be a public meeting and ell persons who may be Interested will be given an opportunity to be heard cor�kerning the same, Written comments may also be submitted prior to the hearing to the Florida Development Finance Corporation at 900 North Magnolia Avenue, Suite 1100, Orlando, Florida 32.303, dlreotad to the Executive Direator, Comments made at the/ earing are for the consideration of the Governor of the State of Florida and will not bind the FDFC as to any action It may take, LL PERSONS FOR OR AGAINST SAID APPROVAL CAN BE HEARD AT SAID TIME AND PLAGE, IF A PERSON DECIDES TO APPEAL ANY DECISION MADE BY THE FDFC WITH RESPECT TO SUCH HEARING OR MEETINO(S) HE WILL NEED TO E SURE THAT A VERBATIM RECORD OF SUCH HEARING OR MEETING i5 MADE WHICH RECORD INCLUDES THE TESTI ONY AND EVIDENCE UPON WHICH THE APPEAL IS BASED. In aaaarclanoe with the Amorloans with Disabilities Aol, pars na needing a apoolal aoaommodatian to participate In this prooeoding should oontaot the FDFC no later than seven (7) days rlor to the proceeding et the address given In this__noticeor by telephone at (407) 966-5696.Ey order of the FDFO, FLORIDA EVELOPMENT'FINANCE`CORPORATION m http;//www,floridapublicnotioes,com/searching/results.iit:ml 5/19/2014 .8'00 N zj fioll�a i�v�r iic' `Sttite.11Uq, •' . �.rl�n�for.i'1.arletFa,:��aa3 Florida Development .•eflorl.th oar Finance Corporation l Florida Development Finance Corporation Extract from Report of TERFA Public Hearing EXTRACT from the report of the TFFRA Public Hearing held at the offices of/Broad and Cassel located at One Biscayne Tower, 2 South Biscayne Boulevard, 21st Floor, iami, Florida, 33131 on May 27, 20'14 regarding the proposed tax-exempt Issuance by the Flor a Development Finance Corporation ("Corporation") of its. Educational Facilities Revenue Bond for one or more of the fallowing: (I) Miami Arts, Inc. ("Miami Arts"), (ii) Miami Arts Wynwaod, LLC Miami Arts Wynwood") and/or (Hi) one or more other affiliates of Miami Arts or Miaml Art Wynwood (collectively the "Borrowers") for the purpose of financing or refinancing the ost of (or reimbursing themselves for prior expenditures for) acquisition, construction, renovation rid equipping of an approximately 200,000 square foot building and ancillary facilities expecta to accommodate up to 1,260 students in grades K-12 to be operated es a charter school known, s the Miami Arts Charter School, located at 95 NW 23r° Street, Miami, Florida 33127 ( the "Proje t"). Present on behalf of the Corporation was sill Spivey, Executive Director. There were no other audience members present to speak for or against the Project. Mr. Spivey announced that public notice of the hearing was Given according to statutory requirement of the Internal Revenue Code Section 147(f). No objection to the Project was made by any person elth r at the hearing or by written communication prior to the hearing, The Corporation finds the the Project is an eligible protect pursuant to the Florida Development Finance Corporation A t of 1993, as amended, and to have met applicable or'iteria, For this reason and for economic oeneflts that will aocrue to the community, the Corporation recommends approval for t' e Project by the City of Miarni Board of Commissioners and to the Governor of Florida and b. the Governor of Florida.