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SEOPW CRA 2025-04-10 Agenda Packet
City of Miami 819 NW 2nd Ave 3rd Floor Miami, FL 33136 http://miamicra.com Meeting Agenda Thursday, April 10, 2025 10:00 AM City Hall 3500 Pan American Drive Miami, FL 33133 SEOPW Community Redevelopment Agency Christine King, Chair, District Five Miguel Angel Gabela, Board Member, District One Damian Pardo, Board Member, District Two Joe Carollo, Board Member, District Three Manolo Reyes, Board Member, District Four X k k******WW W:Y:Y****iiiiiii SEOPW CRA OFFICE ADDRESS: 819 NW 2ND AVENUE, 3RD FLOOR MIAMI, FL 33136 Phone: (305) 679-6800 I Fax (305) 679-6835 www.miamicra.com Southeast Overtown/Park West CRA Meeting Agenda April 10, 2025 CALL TO ORDER CRA PUBLIC COMMENTS MINUTES APPROVAL 1. Thursday, December 12, 2024 2. Thursday, January 23, 2025 CRA RESOLUTION 1. CRA RESOLUTION 16688 MAY BE WITHDRAWN A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), WITH ATTACHMENT(S), BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, AFTER AN ADVERTISED PUBLIC HEARING, RATIFYING, APPROVING, AND CONFIRMING THE EXECUTIVE DIRECTOR'S RECOMMENDATION AND FINDING, ATTACHED AND INCORPORATED HEREIN AS EXHIBIT "A," THAT COMPETITIVE NEGOTIATION METHODS AND PROCEDURES ARE NOT PRACTICABLE OR ADVANTAGEOUS TO THE SEOPW CRA PURSUANT TO SECTION(S) 18-85 AND 18-86 OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED ("CITY CODE"), AS ADOPTED BY THE SEOPW CRA; WAIVING SAID PROCEDURES FOR COMPETITIVE SEALED BIDDING; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISPERSE FUNDS, AT HIS DISCRETION, ON A REIMBURSEMENT BASIS OR DIRECTLY TO VENDORS, UPON PRESENTATION OF INVOICES AND SATISFACTORY DOCUMENTATION, SUBJECT TO THE AVAILABILITY OF FUNDING, FROM THE CORRESPONDING ACCOUNT NO. OTHER GRANTS AND AIDS, ACCOUNT NO. 10050.920101.883000.0000.00000, IN AN AMOUNT NOT TO EXCEED THREE HUNDRED THOUSAND DOLLARS AND ZERO CENTS ($300,000.00) ("FUNDS") TO MIAMI TOBACCO MANUFACTURER LLC, A FLORIDA LIMITED LIABILITY COMPANY ("M.T.M."), FOR THE EXPANSION AND BUILD -OUT OF CREMO CIGAR FACTORY ("PROJECT") LOCATED AT 1029 & 1033 N.W. 3RD AVENUE, MIAMI, FLORIDA 33136 ("PROPERTY"); FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE AN AGREEMENT, INCLUDING ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO COUNSEL, FOR THE PURPOSE STATED HEREIN; PROVIDING FOR INCORPORATION OF RECITALS AND AN EFFECTIVE DATE. File # 16688 - Notice to the Public File # 16688 - Exhibit A File # 16688 - Backup City ofMianzi Page 2 Printed on 4/3/2025 Southeast Overtown/Park West CRA Meeting Agenda April 10, 2025 2. CRA RESOLUTION 17450 A RESOLUTION OF THE BOARD OF COMMISSIONERS ("BOARD") OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), WITH ATTACHMENT(S), RESCINDING RESOLUTION NO. CRA-R-24-0032, ADOPTED ON MAY 23, 2024, IN ITS ENTIRETY AND ENACTING THIS NEW RESOLUTION TO CLARIFY PROJECT DESIGNATIONS, AUTHORIZING THE EXECUTIVE DIRECTOR TO SEEK A NON -RECOURSE BOND ISSUE LOAN SECURED BY A PLEDGE OF TAX INCREMENT FINANCING ("TIF") TO BE GENERATED FROM WITHIN THE REDEVELOPMENT AREA, IN AN AMOUNT NOT TO EXCEED ONE HUNDRED SIXTY MILLION DOLLARS AND ZERO CENTS ($160,000,000.00) ("FUNDS"), FOR FINANCING REDEVELOPMENT PROJECTS AND ACTIVITIES IDENTIFIED IN REQUEST FOR INFORMATION ("RFI") NO. 23-03, ATTACHED AND INCORPORATED HEREIN AS EXHIBIT "A," ("PURPOSE") AND ACCEPTING THE EXECUTIVE DIRECTOR'S RECOMMENDATIONS OF THE PROPOSED BOND PROJECTS ("BOND PROJECTS") LISTED IN EXHIBIT "B," ATTACHED AND INCORPORATED HEREIN, FOR THE PURPOSE STATED HEREIN; FURTHER DIRECTING THE EXECUTIVE DIRECTOR TO PRESENT ANY PROPOSED BOND AGREEMENT TO THE BOARD FOR ITS CONSIDERATION AND, IF SATISFACTORY, APPROVAL; PROVIDING FOR INCORPORATION OF RECITALS AND FOR AN EFFECTIVE DATE. File # 17450 - Exhibit A File # 17450 - Exhibit B City ofMianzi Page 3 Printed on 4/3/2025 Southeast Overtown/Park West CRA Meeting Agenda April 10, 2025 3. CRA RESOLUTION 17451 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI ("SEOPW CRA"), WITH ATTACHMENT(S), RESCINDING RESOLUTION NO. CRA-R-23-0003, ADOPTED ON JANUARY 26, 2023, IN ITS ENTIRETY AND ENACTING A NEW RESOLUTION TO CLARIFY CONTRACT TERM PROVISION, AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE A FIRST AMENDMENT TO THE AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM, ATTACHED AND INCORPORATED HEREIN AS EXHIBIT "A," WITH THE CITY OF MIAMI ("CITY") FOR THE PROVISION OF ENHANCED POLICE SERVICES WITHIN THE SOUTHEAST OVERTOWN/PARK WEST REDEVELOPMENT AREA ("PROGRAM"); FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO CONTINUE ALLOCATING FUNDS ON AN ANNUAL BASIS TO THE CITY IN AN AMOUNT NOT TO EXCEED NINE HUNDRED FIFTY-FIVE THOUSAND TWO HUNDRED FIFTY-TWO DOLLARS AND FORTY-THREE CENTS ($955,252.43) ("FUNDS") FROM THE SEOPW CRA'S TAX INCREMENT FUND, ENTITLED "OTHER GRANTS AND AIDS," ACCOUNT CODE NO.10050.920101.883000.0000.00000, SUBJECT TO AVAILABILITY OF FUNDING, TO CARRY OUT THE PROGRAM ("PURPOSE"); FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO COUNSEL; PROVIDING FOR INCORPORATION OF RECITALS AND FOR AN EFFECTIVE DATE. File # 17451 - Exhibit A File # 17451 - Backup City ofMianzi Page 4 Printed on 4/3/2025 Southeast Overtown/Park West CRA Meeting Agenda April 10, 2025 4. CRA RESOLUTION 17452 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), WITH ATTACHMENT(S), BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, AFTER AN ADVERTISED PUBLIC HEARING, RATIFYING, APPROVING, AND CONFIRMING THE EXECUTIVE DIRECTOR'S RECOMMENDATION AND FINDING, ATTACHED AND INCORPORATED HEREIN AS EXHIBIT "A," THAT COMPETITIVE NEGOTIATION METHODS AND PROCEDURES ARE NOT PRACTICABLE OR ADVANTAGEOUS, PURSUANT TO SECTION(S) 18-85 AND 18-86 OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED ("CITY CODE"), AS ADOPTED BY THE SEOPW CRA; WAIVING SAID PROCEDURES FOR COMPETITIVE SEALED BIDDING; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISBURSE FUNDS, AT HIS DISCRETION, ON A REIMBURSEMENT BASIS OR DIRECTLY TO VENDORS, UPON PRESENTATION OF INVOICES AND SATISFACTORY DOCUMENTATION, SUBJECT TO THE AVAILABILITY OF FUNDING, FROM THE CORRESPONDING ACCOUNT NO. 10050.920101.883000.0000.00000 "OTHER GRANTS AND AIDS"; AUTHORIZING ADDITIONAL GRANT FUNDING IN AN AMOUNT NOT TO EXCEED THIRTY-FOUR THOUSAND SEVEN HUNDRED DOLLARS AND TWENTY-FIVE CENTS ($34,700.25) ("ADDITIONAL FUNDING") FOR A TOTAL PROJECT COST OF NINE HUNDRED THIRTY-TWO THOUSAND TWENTY-ONE DOLLARS AND TWENTY CENTS ($932,021.20) ("FUNDS") TO ASSIST J.E.J. PROPERTIES, INC., A FLORIDA FOR -PROFIT CORPORATION ("JEJ"), FOR THE RENOVATION AND REHABILITATION OF THE DUNNS-JOSEPHINE HOTEL, LOCATED AT 1028 N.W. 3RD AVENUE, MIAMI, FLORIDA 33136 ("PROPERTY"); FURTHER CLARIFYING THAT FUNDS MAY BE USED TOWARDS PROJECT RELATED SOFT COSTS INCLUDING INSURANCE, ENGINEERING FEES, AND PERMIT FEES ("PURPOSE"); FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE AN AGREEMENT, INCLUDING ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO COUNSEL, FOR THE PURPOSE STATED HEREIN; PROVIDING FOR THE INCORPORATION OF RECITALS AND AN EFFECTIVE DATE. File # 17452 - Exhibit A File # 17452 - Backup File # 17452 - Notice to the Public City ofMianzi Page 5 Printed on 4/3/2025 Southeast Overtown/Park West CRA Meeting Agenda April 10, 2025 5. CRA RESOLUTION 17453 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), WITH ATTACHMENT(S), RESCINDING AND REPLACING RESOLUTION NO. CRA-R-24- 0067 ADOPTED ON OCTOBER 24, 2024, IN ITS ENTIRETY, AND ADOPTING A NEW RESOLUTION PROVIDING FOR THE ISSUANCE OF TAX INCREMENT REVENUE BONDS, SERIES 2025 ("SERIES 2025 BONDS"), IN AN AMOUNT NOT TO EXCEED ONE HUNDRED SEVENTY-FIVE MILLION DOLLARS AND ZERO CENTS ($175,000,000.00) TO BE ISSUED IN ONE OR MORE SERIES, FOR THE PURPOSE OF FINANCING CERTAIN GRANTS TO BE USED FOR THE CONSTRUCTION OR REHABILITATION OF AFFORDABLE HOUSING, FINANCING THE CONSTRUCTION OF OTHER CAPITAL IMPROVEMENTS IN THE REDEVELOPMENT AREA, AND REFINANCING CERTAIN OUTSTANDING OBLIGATIONS; DELEGATING THE AWARD OF THE SALE OF THE SERIES 2025 BONDS TO THE EXECUTIVE DIRECTOR; PROVIDING FOR SECURITY FOR THE HOLDERS OF SUCH SERIES 2025 BONDS; APPROVING THE FORM OF A PRELIMINARY OFFICIAL STATEMENT AND DELEGATING TO THE EXECUTIVE DIRECTOR THE AUTHORITY TO DEEM FINAL FOR CERTAIN PURPOSES AND APPROVE THE USE OF AND DISTRIBUTION OF THE PRELIMINARY OFFICIAL STATEMENT AND FINAL OFFICIAL STATEMENT WITH RESPECT TO THE SERIES 2025 BONDS; APPOINTING A REGISTRAR, PAYING AGENT AND FISCAL AGENT; APPOINTING AN ESCROW AGENT; APPOINTING A VERIFICATION AGENT; PROVIDING CERTAIN OTHER COVENANTS AND AGREEMENTS IN CONNECTION WITH THE ISSUANCE THEREOF; PROVIDING CERTAIN OTHER DETAILS WITH RESPECT THERETO; PROVIDING FOR SEVERABILITY; AND PROVIDING AN EFFECTIVE DATE. File # 17453 - Exhibit A - Series 2025 Bonds File # 17453 - Exhibit B - Form of Bond Purchase Agreement File # 17453 -Exhibit C - Form of Prelim Official Statement File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement File # 17453 - Exhibit E - Form of Escrow Deposit Agreement File # 17453 - Notice of Bond Series Hearing 4.10 ADJOURNMENT City ofMianzi Page 6 Printed on 4/3/2025 4.1 SEOPW Board of Commissioners Meeting April 10, 2025 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY INTER -OFFICE MEMORANDUM To: Board Chair Christine King Date: April 3, 2025 and Members of the CRA Board File: 16688 From: James McQueen Executive Director Subject: 4/5th Vote: Miami Tobacco Manufacturer LLC. Enclosures: File # 16688 - Notice to the Public File # 16688 - Exhibit A File # 16688 - Backup BACKGROUND: A Resolution of the Board of Commissioners ("Board") of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA"), with attachments, by a four -fifths (4/5ths) affirmative vote, after an advertised public hearing, ratifying, approving, and confirming the executive director's recommendation and finding, attached and incorporated herein as Exhibit "A," that competitive negotiation methods and procedures are not practicable or advantageous, pursuant to Section 18-85 of the code of the City of Miami, Florida, to support Miami Tobacco Manufacturer, LLC., a Florida Limited Liability Company ("M.T.M."), for the expansion and build -out of Cremo Cigar Factory ("Project"), located at 1029 & 1033 N.W. 3rd Avenue, Miami, Florida 33136 ("Property"), and waiving the requirements for competitive sealed bidding as not being practicable or advantageous to the SEOPW CRA; further authorizing funding in an amount not to exceed Three Hundred Thousand Dollars and Zero Cents ($300,000.00) ("Funds"). It is recommended that the Board of the SEOPW CRA approve and adopt the attached Resolution, authorizing the allocation of the Funds to M.T.M. for the Purpose stated therein. M.T.M. has a proven track record of over 3 years of successful operation in Overtown, as both a retail operation and manufacturer of hand -rolled cigars. M.T.M. has recently secured available leased space adjacent to the Property and wishes to expand its operations. The comprehensive expansion of the Property will result in increased economic activity within the community by integrating a state-of-the-art humidification system and the introduction of immersive factory tours that will not only preserve our cultural heritage but also bring it to life for residents and tourists. It is recommended that a Project such as this be implemented in order to address and improve the neighborhood economy for Overtown's present and future residents. JUSTIFICATION: Packet Pg. 7 4.1 Pursuant to Section 163.340(9), Florida Statutes (the "Act") community redevelopment means "undertakings, activities, or projects of a ... community redevelopment agency in a community redevelopment area for the elimination and prevention of the development or spread of slums and blight...." Section 2, Goal 4 of the Plan lists the "creati[on of] jobs within the community...that will provide life sustaining jobs to residents" as a stated redevelopment goal. Section 2, Principle 6, of the Plan provides that to "address and improve the neighborhood economy and expand the economic opportunities of present and future residents ..." as a stated redevelopment principle. FUNDING: $300,000.00 from Other Grant and Aids — 10050.920101.883000.0000.00000. FACT SHEET: Company name: Miami Tobacco Manufacturer, LLC, Address: 1029 & 1033 N.W. 3rd Avenue, Unit 104, Miami, Florida, 33136. Funding request: $300,000.00. Scope of work or services (Summary): Expansion of the existing Cremo Cigar Factory and build -out of adjacent tenant space to include a state-of-the-art humidification system and the introduction of immersive factory tours. Page 2 of 7 Packet Pg. 8 4.1 AGENDA ITEM FINANCIAL INFORMATION FORM SEOPW CRA CRA Board Meeting Date: April 10, 2025 CRA Section: Brief description of CRA Agenda Item: Authorizing a grant request, in an amount not to exceed $300,000.00 for the expansion and build -out of Cremo Cigar Factory located at 1029 & 1033 NW 3rd Avenue, Miami FL 33136. Project Number YES, there Account Code: (if applicable): are sufficient funds in Line Item: 10050.920101.883000.0000.00000 Amount: $ 30 0, 0 0 0.0 0 NO (Complete the following source of funds information): Amount budgeted in the line item: $ Balance in the line item: $ Amount needed in the line item: $ Sufficient funds will be transferred from the following line items: ACTION ACCOUNT NUMBER TOTAL Project No./Index/Minot Object From $ To $ From $ To $ Comments: Page 3 of 7 Packet Pg. 9 4.1 Approved by: Approval: Executive Director 9/19/2024 -;k/ Miguel A Valentin, Finance Officer 9/19/2024 Miguel A Valentin, 'Finance Officer '" 4/3/2025 Page 4 of 7 Packet Pg. 10 4.1 Southeast Overtown/Park West Community Redevelopment Agency File Type: CRA Resolution Enactment Number: File Number: 16688 Final Action Date: MAY BE WITHDRAWN A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), WITH ATTACHMENT(S), BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, AFTER AN ADVERTISED PUBLIC HEARING, RATIFYING, APPROVING, AND CONFIRMING THE EXECUTIVE DIRECTOR'S RECOMMENDATION AND FINDING, ATTACHED AND INCORPORATED HEREIN AS EXHIBIT "A," THAT COMPETITIVE NEGOTIATION METHODS AND PROCEDURES ARE NOT PRACTICABLE OR ADVANTAGEOUS TO THE SEOPW CRA PURSUANT TO SECTION(S) 18-85 AND 18-86 OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED ("CITY CODE"), AS ADOPTED BY THE SEOPW CRA; WAIVING SAID PROCEDURES FOR COMPETITIVE SEALED BIDDING; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISPERSE FUNDS, AT HIS DISCRETION, ON A REIMBURSEMENT BASIS OR DIRECTLY TO VENDORS, UPON PRESENTATION OF INVOICES AND SATISFACTORY DOCUMENTATION, SUBJECT TO THE AVAILABILITY OF FUNDING, FROM THE CORRESPONDING ACCOUNT NO. OTHER GRANTS AND AIDS, ACCOUNT NO. 10050.920101.883000.0000.00000, IN AN AMOUNT NOT TO EXCEED THREE HUNDRED THOUSAND DOLLARS AND ZERO CENTS ($300,000.00) ("FUNDS") TO MIAMI TOBACCO MANUFACTURER LLC, A FLORIDA LIMITED LIABILITY COMPANY ("M.T.M."), FOR THE EXPANSION AND BUILD -OUT OF CREMO CIGAR FACTORY ("PROJECT") LOCATED AT 1029 & 1033 N.W. 3RD AVENUE, MIAMI, FLORIDA 33136 ("PROPERTY"); FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE AN AGREEMENT, INCLUDING ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO COUNSEL, FOR THE PURPOSE STATED HEREIN; PROVIDING FOR INCORPORATION OF RECITALS AND AN EFFECTIVE DATE. WHEREAS, the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA") is a community redevelopment agency created pursuant to Chapter 163, Florida Statutes, and is responsible for carrying out community redevelopment activities and projects within its redevelopment area in accordance with the 2018 Updated Southeast Overtown/Park West Redevelopment Plan ("Plan"); and WHEREAS, pursuant to Section 163.340(9) Florida Statutes, "community redevelopment means projects of a ... community redevelopment agency in a community redevelopment area for the elimination and prevention of the development or spread of slum and blight"; and WHEREAS, Section 2, Goal 4 of the Plan lists the "creati[on of] jobs within the community..." as a stated redevelopment goal; and Page 5 of 7 Packet Pg. 11 4.1 WHEREAS, Section 2, Principle 6 of the Plan lists "address[ing] and iinprov[ing] the neighborhood economy, and expand[ing] the economic opportunities of present and future residents and businesses," as a stated redevelopment principle; and WHEREAS, Miami Tobacco Manufacturer LLC., a Florida Limited Liability Company ("M.T.M."), is requesting Three Hundred Thousand Dollars and Zero Cents ($300,000.00) ("Funds") to support the expansion and build -out of Cremo Cigar Factory ("Project") located at 1029 and 1033 N.W. 3'd Avenue, Miami, Florida, 33136 ("Property"); and WHEREAS, the Property has a proven track record of over 3 years of successful operation in Overtown, as both a retail operation and manufacturer of hand -rolled cigars at 1033 N.W. 3' Avenue, Miami, Florida 33136; and WHEREAS, M.T.M. has recently secured available leased space adjacent to 1033 N.W. 3' Avenue, Miami, Florida 33136 and wishes to expand its operations throughout the area of the Property; and WHEREAS, the comprehensive expansion of the Property will result in increased economic activity within the community by integrating a state-of-the-art humidification system and the introduction of immersive factory tours to boost and preserve the community's cultural heritage, bringing the community to life for residents and tourists; and WHEREAS, the Board of Commissioners wishes to authorize the Funds to M.T.M. for the purpose stated herein; and WHEREAS, the Board of Commissioners finds that authorizing this Resolution would further the SEOPW CRA redevelopment goals and objectives; and WHEREAS, based on the recommendation and findings of the Executive Director, attached and incorporated herein as Exhibit "A," it is in the SEOPW CRA's best interest for the Board of Commissioners to authorize, by an affirmative four -fifths (4/5ths) vote, a waiver of competitive sealed bidding procedures, pursuant to Sections 18-85 and 18-86 of the Code of the City of Miami, Florida, as amended ("City Code"), as adopted by the SEOPW CRA, to allocate said Funds, subject to availability, to M.T.M., and to authorize the Executive Director to negotiate and execute any and all agreements necessary, all in forms acceptable to Counsel, for the Project stated herein; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY 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 herein as if fully set forth in this Section. Section 2. Pursuant to Sections 18-85 and 18-86 of the City Code, as adopted by the SEOPW CRA, by a four -fifths (4/5th) affirmative vote, after an advertised public hearing, the Executive Director's recommendation and written findings, attached and incorporated herein as Exhibit "A," that competitive negotiation methods and procedures are not practicable or advantageous to the SEOPW CRA for the allocation of Funds to M.T.M. to support the Project at the Property and waiving the requirements for said procedures are hereby ratified, approved, and confirmed. Page 6 of 7 Packet Pg. 12 4.1 Section 3. The Executive Director is hereby authorized' to disperse the Funds, subject to the availability of funding, at his discretion, from Other Grant and Aids — 10050.920101.883000.0000.00000 to M.T.M. for the Project stated herein. Section 4. The Executive Director is authorized' to negotiate and execute an agreement, including any and all necessary agreements, all in forms acceptable to Counsel, for said Project. Section 5. Sections of this Resolution may be renumbered or re -lettered and corrections of typographical errors which do not affect the intent may be authorized by the Executive Director, or the Executive Director's designee, without need for public hearing, by filing a corrected copy of same with the City of Miami City Clerk. Section 6. This Resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND LEGAL SUFFICIENCY: ounsel 9/19/2024 1 The herein authorization is further subject to compliance with all legal requirements that may be imposed, including but not limited to those prescribed by applicable State law, City Charter and City Code provisions, as adopted by the SEOPW CRA. Page 7 of 7 Packet Pg. 13 Southeast Overtown/Park West Community Redevelopment Agency NOTICE OF PUBLIC HEARING The Board of Commissioners ("Board") of the Southeast Overtown/ Park West Community Redevelopment Agency ("SEOPW CRA") will hold a Public Hearing on Thursday, September 26t", 2024, at 10:00 a.m., or anytime thereafter, in the City Commission chambers located at Miami City Hall, 3500 Pan American Drive, Miami, Florida 33133. In accordance with the SEOPW CRA 2018 Redevelopment Plan ("Plan") and Section 163 Florida Statutes, the Board will consider funding an amount not to exceed Three Hundred Thousand Dollars and Zero Cents ($300,000.00) in the award of a grant to Miami Tobacco Manufacturer LLC., a Florida Limited Liability Company ("MTM"), to underwrite costs associated with the expansion and buildout of Cremo Cigar Factory located within the SEOPW CRA area at 1029 & 1033 N.W. 3rd Avenue, Building C, Miami, Florida 33136. All comments and questions with respect to the meeting and public participation should be addressed to James McQueen, Executive Director, or Vincent T. Brown, Esq., Staff Counsel, at 819 N.W. 2nd Avenue, 3rd Floor, Miami, Florida 33136 or (305) 679-6800. This action is being considered pursuant to Sections 18-85 and 18-86 of the Code of the City of Miami, Florida as amended ("City Code"). The recommendation and findings to be considered in this matter are set forth in the proposed resolution and will be available as with the scheduled SEOPW CRA Board meeting or anytime thereafter in the City Commission chambers. The SEOPW CRA Board requests all interested parties be present or represented at the meeting, and may be heard with respect to any proposition before the SEOPW CRA Board, in which the Board may take action. Should any person desire to appeal any decision of the Board with respect to any matter considered at this meeting, that person shall ensure that a verbatim record of the proceedings is made, including all testimony and evidence upon which any appeal may be based (F.S. 286.0105). In accordance with the Americans with Disabilities Act of 1990, persons needing special accommodations to participate in this proceeding may contact the Office of the City Clerk at (305) 250-5361 (Voice), not later than two (2) business days prior to the proceeding. TTY users may call 711 (Florida Relay Service), not later than two (2) business days prior to the proceeding. Todd B. Hannon Clerk of the Board Ad No. 43573 4.1.a Attachment: File # 16688 - Notice to the Public (16688 : 4/5th Vote: Miami Tobacco Manufacturer LLC.) Packet Pg. 14 SEOPW Board of Commissioners Meeting September 26, 2024 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY 4/5ths RECOMMENDATION INTER -OFFICE MEMORANDUM To: Board Chair Christine King and Members of the SEOPW CRA Board Date: September 26, 2024 File: Subject: Recommendations and findings to waive competitive sealed bidding and negotiation methods pursuant to City Code 18-85(a) for Miami Tobacco Manufacturer LLC. From: James D. McQueen Enclosures: Executive Director BACKGROUND: The Board of Commissioners ("Board") of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA") is responsible for carrying out community redevelopment activities and projects within its redevelopment area in accordance with the 2018 SEOPW CRA Redevelopment Plan Update ("Plan"). Miami Tobacco Manufacturer LLC, a Florida Limited Liability Company ("MTM") requests assistance for the costs associated with the expansion and build -out' of Cremo Cigar Factory ("Cremo") located at 1029 & 1033 N.W. 3' Avenue, Miami, Florida 33136. The SEOPW CRA desires to provide funding in an amount not to exceed Three Hundred Thousand Dollars and Zero Cents ($300.000.00) ("Funds"). For the last 3 years, Cremo has had a proven track record of successful operations in Overtown, as both a retail operation and as a manufacturer of hand -rolled cigars at its primary location, 1033 N.W. 3" Avenue. MTM has recently secured available leased space adjacent to Cremo, and wishes to expand its operations to better serve its customers in the community. The comprehensive expansion of Cremo will result in increased economic activity within Overtown by integrating a state-of-the-art humidification system, as well as introducing immersive factory tours that will not only preserve our cultural heritage, but also bring it to life for residents and tourists. It is recommended that a program such as this be implemented in order to improve the quality of life for Overtown residents. The Executive Director has reviewed and vetted MTM's request, in accordance with the objectives of the Plan. RECOMMENDATION: In light of the above -stated, approval of a waiver of the formal requirements of competitive sealed bidding methods as not being practicable or advantageous to the Southeast Overtown/Park West Community Redevelopment Agency as set forth in the City Code of Ordinances, as amended, specifically Sections 18-85(a) and the affirmation of these written findings and the forwarding the same to the Board of Commissioners of the SEOPW CRA by a four -fifths vote is respectfully requested. APPROVED .44 Jam Queen, Executive Director Attachment: File # 16688 - Exhibit A (16688 : 4/5th Vote: Miami Tobacco Manufacturer LLC.) Packet Pg. 15 Cremo Cigar Factory 1033 NW 3rd Ave Miami, FL 33136 www.cremocigars.com 305-342-9440 LOCATED IN HISTORIC OVERTOWN cs 189G?, Li tins co o o IS o ijo rii Tr 03 03 09 ca 01 it 05 Packet Pg. 16 The Southeast Overtown / Park West Community Redevelopment Agency (CRA) is dedicated to transforming our community through strategic partnerships with local businesses committed to community development. Among these businesses, the Cremo Cigar Factory proudly stands as a shining testament to Overtown's rich cultural heritage and its vibrant future. With a proven track record of over 3 years of successful operation in Overtown, our journey is more than a nod to tradition; it's a vibrant declaration of the adaptability and resilience of our community today. Cremo's story embodies continuous renewal and contemporary relevance, reflecting the dynamic spirit of modern America. In the heart of Overtown, we've not only preserved the legacy of tobacco but have also created a thriving center of culture and craftsmanship under the visionary stewardship of Walter Santiago. Our proposed expansion is perfectly aligned with the CRA's mission, representing a significant step toward infusing new vitality into our community. This comprehensive expansion includes the integration of a state-of-the-art humidification system and the introduction of immersive factory tours that will not only preserve our cultural heritage but also bring it to life for residents and tourists alike. This partnership goes beyond business; it's an investment in a shared vision of revitalization, cultural celebration, and economic empowerment. Tobacco, deeply intertwined with Miami's history is a part of our cultural fabric. We recognize that by preserving and nurturing this heritage in Overtown, we are not only honoring our past but also shaping a brighter future. Through this project, the CRA and the Cremo Cigar Factory aspire to create an experience that not only safeguards our cultural heritage but also propels it forward, ensuring that the pride of ownership remains an enduring and thriving part of Overtown's story. Attachment: File # 16688 - Backup (16688 : 4/5th Vote: Miami Tobacco Manu Packet Pg. 17 1 4.1.c 1. Economic Stimulus: The expansion of the Cremo Cigar Factory will result in increased economic activity within the community. Job opportunities will be created not only within the factory itself but also in ancillary sectors such as tourism, hospitality, and local suppliers. 2. Cultural Enrichment: The factory tour experience aligns with the CRA's commitment to promoting cultural growth within the community. By offering visitors the opportunity to learn about the art of cigar makinc and the history of Cremo Cigar Factory, the project will contribute to the preservation and shari of local traditions. 3. Tourism Attraction: The expanded factory tour will become a unique attraction for both cigar enthusiasts and tourists visiting the Miami area. This will draw visitors to the community, benefiting local businesses and restaurants and further contributing to economic growth. 4. Community Engagement: Cremo Cigar Factory's investment in the community showcases a commitment to supporting tr local area. The expansion project will include community engagement initiatives, such as workshops and events, fostering a sense of pride and ownership among residents. Attachment: File # 16688 Packet Pg. 18 State -of -the -Art Humidification System: The cornerstone of this expansion project is the installation of a cutting -edge humidification system. This technological marvel will not only elevate the quality of our cigar production but also serve as a testament to our commitment to innovation. This investment guarantees the preservation of the unique flavors that set the Cremo Cigar Factory apart. Expanding to Accommodate More Patrons: With the CRA's support, we plan to extend our physical space to accommodate a larger number of visitors. This expansion means that more patrons can immerse themselves i the Cremo Cigar Factory Experience, making it accessible to a broader audience. Increasing Staff and Rollers: To maintain our commitment to quality craftsmanship, we intend to hire addition skilled rollers and staff. These experts will not only contribute to the production of our premium cigars but alsc enhance the factory tour experience, offering more personalized insights into the art of cigar making. Enriched Factory Experience Highlights The investment from the CRA will allow us to enrich the factory experience in several ways: 1. Guided Tour by Expert Artisans: With more skilled staff, our guided tours will become even more engaging and informative. Visitors will gain deeper insights into the intricate cigar -making process. 2. Enhanced Interactivity: The expanded factory space will allow for interactive exhibits, giving visitors a hands-on experience in understanding the history, culture, and science behind cigar making. 3. More Tours Available: With our increased capacity, we'll be able to offer more tours to accommodate the growing interest in our fact( experience, further contributing to Overtown's cultural and economic growth. 4. Community Engagement: The investment will also enable us to organize community engagement events, workshops, and partnerships, fostering a sense of pride and ownership among Overtown residents. Attachment: File # 16688 - Backup (16688 : 4/5th Vote: Miami Tobacco Manufacturer LLC.) Packet Pg. 19 EXPANSION SUMMA The expansion of the Cremo Cigar Factory and the development o the factory tour experience require a comprehensive budget. Thl funds provided by the Southeast Overtown / Park West Communit Redevelopment Agency (CRA) will play a vital role in making thi: project a reality. 1. Construction and Renovation: A significant portion of the budge will be allocated to the modernization and expansion of the factor space, ensuring it aligns with the highest standards of ciga production. This comprehensive project encompasses thl construction of new sections for guided tours, observation areas and a dedicated retail space while concurrently investing in cutting edge equipment and technologies to enhance our manufacturinc capabilities. 2. Equipment and Supplies: The funds we request will be utilized tc build a state-of-the-art aging room to maintain the quality anc freshness our handmade-in-Overtown cigars. The funds will also contribute to the overall manufacturing process, including essentia elements such as humidification system, built-in rolling stations, an( lighting to ensure the highest standards of cigar production Additionally, we will invest in displays and interactive exhibits tc enrich visitor engagement, safety equipment to provide a secure working environment for our artisans and patrons. 3. Training and Staffing: At the heart of our commitment tc delivering an exceptional experience to visitors lies the developmen of a skilled and dedicated team. We envision a dynamic staff tha includes a cashier, 3-4 skilled rollers, a hostess and administraivl staff, all contributing to a seamless and memorable visit. To realize this vision, we have devised a comprehensive plan for training an( staffing that ensures every member is well -prepared and aligned witl our mission. (CONTINUED ON PAGE 6) 4. Tourism: Our expanded factory tour is set to become a premie attraction, not only for cigar enthusiasts but also for tourist: exploring the vibrant Miami area. This transformation aims tc position Cremo Cigar Factory as a sought-after tourism destinatior enticing visitors from near and far. Our vision goes beyonc showcasing the art of cigar making; it's about offering a unique an( interactive experience, where tourists can witness the magic of cigar production firsthand. (CONTINUED ON PAGE 7) Attachment: File # 16688 - Backup (16688 : 4/5th Vote: Miami Tobacco Manufacturer LLC.) Packet Pg. 20 imb Ad. dit TRAINING AND STAFFING Training Program for Rollers: • Cigar Rolling Mastery: Our rollers will undergo extensive training to perfect the art of hand -rolling cigars. Th training includes mastering the delicate handling of tobacco leaves, understanding the nuances of blendin and achieving the consistency and quality that define Cremo Cigar Factory's products. Tour Guide Excellence: • In -Depth Knowledge: Our tour guides will receive comprehensive training in the history, culture, and process( behind cigar making. This knowledge will enable them to provide rich insights into the heritage of Crerr Cigars and the intricacies of the cigar production process. • Visitor Interaction: Specialized training in visitor interaction will empower our guides to connect with guest answer questions, and create an immersive experience that leaves a lasting impression. Hostess for a Warm Welcome: • Hospitality Training: Our hostess will undergo hospitality training to ensure a warm and inviting atmosphei for visitors. This includes providing a friendly greeting, assisting with visitor needs, and creating a welcomir ambiance in our facility. Administrative and Logistics Staff: To ensure the seamless operation of our expanded facility and to efficiently cater to the needs of our growir visitor base, we are investing in a dedicated administrative team. This team will manage reservations, coordinal tour schedules, and handle inquiries, ensuring that each guest enjoys a smooth and hassle -free experience fro' the moment they express interest in visiting us. Hiring Process: Our hiring process is rigorous and focused on finding individuals who not only possess the required skills but als share our passion for cigars, culture, and community. We will actively recruit from the local Overtown communit aiming to provide employment opportunities and foster a sense of pride and ownership among residents. Salaries and Benefits: We are committed to fair compensation for our staff, reflecting their skills and contributions. Salaries will I competitive, and we will provide benefits that include opportunities for professional development. In summary, the investment will cover a meticulous training program, hiring process, and competitive salaries 1 assemble a dedicated team of artisans, tour guides, and a hostess. This team will play a pivotal role in bringir our vision to life, ensuring that every visitor to Cremo Cigar Factory experiences the rich tapestry of our heritag craftsmanship, and hospitality. Attachment: File # 16688 - Backup (16688 : 4/5th Vote: Miami Tobacco Manufacturer LLC.) Packet Pg. 21 Our expanded factory tour is poised to transform Cremo Cigar Factory into a premier attraction, drawing not only cigar enthusiasts but also tourists exploring the rich tobacco culture Miami has to offer. This visionary expansior positions us as a captivating tourism destination, beckoning visitors from across the globe. Beyond merely showcasing the art of cigar making, our ambition is to offer an unparalleled and immersive encounter, enabling tourists to witness the enchanting process of cigar production up close. We plan on collaborating with the Big Re Bus as well as driving traffic from our Kcull Shop and Kcull Boutique in Little Havana. A Unique and Engaging Concept: Our factory tour transcends the realm of passive observation. It represents an innovative approach, inviting tourists to fully immerse themselves in the captivating world of cigar craftsmanship. Envision a space where visitors can not only watch cigars come to life but also feel the supple tobacco leaves in their hands. We go a ste further by offering tourists the opportunity to actively participate in the creation of their cigars, guided by our expert artisans. This interactive dimension sets us apart, ensuring that every guest departs not only with a cigar but also with a cherished memory of rolling their very own cigar under the guidance of seasoned professionals. Boosting the Local Economy: Our role as a tourism attraction extends beyond our factory doors. By drawing tourists to Overtown, we contributE to the overall vitality of our community. These visitors, eager to explore our neighborhood, will discover and patronize local businesses and restaurants. In doing so, they become an integral part of Overtown's economic tapestry, providing a boost to the entire community. Our commitment to becoming a tourism destination is a testament to our dedication to fostering community engagement, promoting cultural exchange, and enriching the visitor experience. This expansion is not just about the growth of our business; it's about positioning Overtown as a must -visit locale, where tradition, innovation, anc warm hospitality converge to craft an indelible and cherished experience for all who venture through our doors. With every visitor we welcome, we're not just sharing cigars; we're sharing a piece of our heritage, our culture, and our commitment to creating enduring memories in the heart of Miami. J L d 0 CO c CO 2 0 0 0 CO 0 I— E co 0) 4— 0 > s 1.4— 00 00 W 440 0. 0 0 CO CO CO CO tO LIE c 0) E 0 2 Q Packet Pg. 22 PROP SED BUDGET Item Price Description Contractor $256,665 Proposal includes Running Permits, Demolition, Concrete work, Masonry, Drywall framir finish, Wood & plastics, Storefront doors & windows, Glass/glazing, Electrical, Plumbing AC, Cabinets, Fixtures & fittings, painting & baseboard, and Interior finishes (ceiling, wal floors), Existing bathroom upgrades, Exterior wall signage per permitted plans. Works tV performed in accordance with the Florida building codes and regulations. Architectural/Engineering & Shop Drawings $13,000 Built -In 75° angles wooden shelves with separations to display the varieties of cigars ar boxes. Contingency & Dedicated Allowance 15% $28,500.00 Permits $10,000.00 Smoke and Odor Extractors and Installation $8,290.00 Smoke and Odor Extractors and installation to ceiling. Humidification System and Installation $3,172.86 Cigar Aging Room Humidification System and Installation 9 9 9 Y Built In Cigar Press $4,000.00 Built In Press, Cutters and Cuttings Board Furniture & Decoration $3,000.00 Cigar Rollers Chairs, Receiving Area Furniture and Frames Fridge and Espresso Machine $4,000.00 Appliances necessary to provide coffee and drinks to clients and complement the Fact( Tours Total $330,628.00 Commitment to Community and Longevity We are not just another business; we are a committed member of our beloved community. Our enduring presence at our current location on NW 3rd Avenue & 10th Street for over three years attests to our dedication and resilience, even amid the unprecedente challenges presented by the global pandemic. We are thrilled to reaffirm our commitment to the community by entering into a new five-year lease, thereby continuing to serve a contribute to the local economy and social fabric. Our sustained presence underscores our unwavering belief in the resilience and potential of our community, a belief that motivates us to strive for excellence and contribute to the collective well-being and progress. We are excited to announce that our building is set to undergo a transformative revitalization, featuring the addition of a mural. TF artistic endeavor will not only enhance the aesthetic appeal of the locale but will also elevate it to a point of interest within the are drawing in visitors and fostering community engagement. Attachment: File # 16688 - Backup (16688 : 4/5th Vote: Miami Tobacco Manufacturer LLC.) Packet Pg. 23 4.1.c The expansion of the Cremo Cigar Factory and the introduction of the factory tour experience will be a valuable addition to the Historic Overtown community. This project aligns with the CRA's mission to promote economic growth, job creation, cultural enrichment, and community engagement. By supporting this expansion, the CRA will contribute to the ongoing revitalization of the community while preserving and celebrating local traditions. Attachment: File # 16688 - Backup (16688 : 4/5th Vote: Miami Tobacco Manufacturer LLC.) Cremo Cigar Factory 1033 NW 3rd Ave Miami, FL 33136 www.cremocigars.com 305-342-9440 Packet Pg. 24 4.1.c BOFAM CONSTRUCTION COMPANY, INC General Contractors, Estimators & Roofing Contractors CGC 062660 & CCC 1329221 (Certified DBE, CSBE, SECTION 3) TEL: (754) 245-0102 FAX: (305) 675-9269 AUSTIN@BOFAMINC.COM Date: April 18, 2024 Proposal: # B24-008 To: Walter J. Santiago Miami Tobacco Manufacturer LLC 1033 NW 3rdAvenue Miami, FL 33136 305-342-9440 (Tel) 000-000-0000 (Fax) E-mail: Andreacigarstu@gmail.com Attention: Mr. Walter, We appreciate the opportunity to submit a proposal on your firm's project. If you have any questions, please do not hesitate to contact me at (754) 245 — 0102 Respectfully, Austin Akinrin Project: Cremo Cigar Factory - Interior Renovation & Remodeling Location: 1033 NW 3`d Avenue, Miami, FL 33136 1600 N.W 3RD AVENUE, BLDG. D4 MIAMI, FL 33136 Architectural Plans By: Imagen Architects Dated: March 25, 2024 Sheets: A-0, SP-1, D-1, A-1, A-2, A-3, A-4, A-5, A-5, & A-6, Engineering Plans By: Ramon Alberto Delgado-Billini, P.E. Dated: March 25, 2024 Sheets: P-1, P-2, P-3, AC-1, AC-2, AC-3, E-1, & E-2. Bofam Construction Company, Inc., a General contractor, submits the following proposal in compliance of only the structural Bid Documents stated above and in accordance with the following terns and conditions. This proposal expires if not accepted within 30 calendar days of the proposal date unless extended in writing. This bid is subject to and conditioned upon the use of the A.I.A. document A401 Subcontract Agreement between Contractor and Subcontractor, 1997 edition, or other terms and conditions acceptable to Bofam Construction Company, Inc. This proposal may be modified or withdrawn any time prior to final contract acceptance by Bofam Construction Company, Inc. This proposal is contingent upon Bofam Construction Company, Inc. review and acceptance of Prime Contract. This proposal is contingent upon Bofam Construction Company, Inc. receiving acceptable contract terms and conditions. By acceptance of Bofam Construction Company, Inc. Proposal, it is agreed that this proposal is to be included in the contract. This proposal is predicated upon Bofam Construction Company, Inc. Work being completed before 10/31/2024, subject to the following conditions. Completion after 10/31/2024 may be subject to a negotiated price increase. This proposal is based on availability of materials, if materials are unavailable or delayed Bofam Construction Company, Inc. will be held harmless and not in default. This proposal is based on reasonable stability in material prices, it is agreed should material prices rise beyond 5% based on today's material prices in any period, the cost of this project will be adjusted accordingly. All materials are subject to monthly cost adjustments. This proposal is contingent and conditioned upon acceptance by Bofam Construction Company, Inc. of receipt and review of final signed and sealed Architectural and Engineering documents and subject to review and acceptance of final approved building plans. Page 1 of 2 Attachment: File # 16688 - Backup (16688 : 4/5th Vote: Miami Tobacco Manufacturer LLC.) Packet Pg. 25 4.1.c BOFAM CONSTRUCTION COMPANY, INC General Contractors, Estimators & Roofing Contractors CGC 062660 & CCC 1329221 (Certified DBE, CSBE, SECTION 3) TEL: (754) 245-0102 FAX: (305) 675-9269 AUSTIN@BOFAMINC.COM Scope of Work: 1600 N.W 3RD AVENUE, BLDG. D4 MIAMI, FL 33136 We propose to supply labor, material, equipment, and accessories within the building footprint during normal working hours, 40-hc workweek, to complete the below components based according to the above submitted Architectural and engineering drawings for above sum as follows: Quotation: Pricing: Proposal includes Permits, Demolition, Concrete work, Masonry, Drywall framing & finish, Wood & plastics, Storefront doors & windows, Glass/glazing, Electrical, Plumbing, AC, Cabinets, Fixtures & fittings, painting & baseboard, and Interior finishes (ceiling, wall & floors), Existing bathroom upgrades, Exterior wall signage per permitted plans. Works to be performed in accordance with the Florida building codes and regulations. Base Price: Interior Renovation & Remodeling $241,700 Bonding & Additional Insurance $ 14,965 Total Proposal Amount $256,665 Specific Notes: This is a preliminary proposal pending the review of final Architectural, Structural, & MEP permit sets. All changes required by the building agencies having jurisdiction shall be the owner's responsibility. Specific Exclusions: 1. Permit/Govt Agency fees 2. Architectural/Engineering & Shop Drawings 3. Movable furniture 4. Contingency & Dedicated allowance 15% - ($38,500) Payment Schedule: Owner agrees to pay Contractor (BCC, Inc.) an initial mobilization payment of 35% for materials and equipment required for the work. 30% in -progress all rough inspections, 25% progress payment at MEP final inspections and 10% retainage payment upon approved final building inspection from the City/County inspector. This proposal may be withdrawn and/or revised in 15 days. If not accepted the undersigned owner accepts the above job at the price quoted and agrees to pay for said work as it progresses or as per the agreed payment schedule specified herein. In the event of legal dispute, if any sums due are collected by suit or demand of an attorney or collection agency then the defaulting party shall pay all costs, including reasonable attorney's fees. Sincerely, Austin Akinrin, President. Authorized Signature: Construction Materials are commodity based and priced at time of delivery proposal price may increase due to material costs. ACCEPTANCE OF PROPOSAL: The above prices, specifications and conditions are satisfactory and accepted. You are authorized to do the work as specified and payments will be made as described above. Date of Acceptance; / 2024 Signature: X Attachment: File # 16688 - Backup (16688 : 4/5th Vote: Miami Tobacco Manufacturer LLC.) Page 2 of 2 Packet Pg. 26 619 6-6 11120 EXISTIFITERIOR SIDEwAH LT- FE OI 1 $ORATE -11 105 69 SOFT II OBACCO ST o-ra 37.8 is 40 — AC -�— — 01 ■_� 29 2 SOFT IIIIL.IIIIIIL: !MINIM a 0 111 • ---- AGING STORAC£ ROOM I48 SOFT 4D • I ®I IWETSSTT 0'� 97 5SOr Ema RECEIVING AREA III00 1 J 1 ]SOFT d SEATING AREA 56 sL¢FT--L — EXISTING EXTERIOR SIDEWALK PROPOSED FLOOR PLAN NORTH D 0 SCALE: ,T,., - , -O O GENERAL NOTES INTERIOR2. SHALL MEET OR EXCEED RECOIREMENTS OF THE FBC 3 (m WALLS i SECTION FINISHES SS A ELME SPREAD INDEX 0-as. SMOKE DEVELOPED 3 ALL FLOOR FINISHES TO BE CLASS 1 PER NEW 101 TABLE A10 2 2 FLOOR FINISHES MD FLOOR CO,RING FLORIDA BUILDING CODE 2021 gem EDIooNN) BHE UILDING, SPCDGN NM, NIMUM CRIBCAL RADIANT " w PER a MINIMUM ; (a")0D RATING FOR"FINISHES Sxu BE IN ACCORDANCEWFO FOG Pmm EDITION) .0, 00311 6. ALL DIMENSIONS AND CONDITIONS TO BE HELD VEIRFO BEFORE PROCEEDING WITH ADORN. WITH OMER TYPE AND NIM OF INTERIOR P"' WATER DR s"" rzavaz, MIRK DISTURBED BECAME Dr THIS AS PER mcru BBE MARSHAa Hnnrvs RIV naoV- rIEDIE GF IDPER zsoo sr,N TrrITRIRCATION OF THE INTENT OF THESE PLANS MAY BE °MANED, PRIOR TO DOING NEW CONSTRUCTION NOTES 0 FLOOR HNEVHES REFER rG FINISH 0 RELOCATED EXISTING CIGARS STORAGE FURNITURE. O TOBACCO WORK STATION. TYPICAL 0 BUILT-IN FURNITURE FOR STORAGE, REFER TO A-3 0 NEW ELECTRICAL PANELS, SEE ELECTRICAL SHEETS_ 0 A S -N FURNITURE FOR STORAGE TOBACCO AND/OR own, SEE 0 RVMIN,VERFFjnE SHOW CASE FURNITURE RELOCATED AND HANDLED CO LZCLEO Nw rH H 0 a Z R REFRIGERATOR, AG_ BE ,O Is,uae KEEP wrECRIry DF RRE zAN O REM 00 NOT 11 NEW 3WM TEMPERED GLASS BARN DOOR. 1z TEMPERED GLASS ENCLOSURE FOR NEW AGING STORAGE ROON. O NEW mow snow CASE SEE A. 3 M NEW PLUMBING FIXTURE PLUMBING FIXTURE ONEW CHASE COLUMN, SEE PACE A, c LEGEND HATCH DENOTES AREA NOT IN SCOPE. THE SCOPE FOR THIS PROJECT IS LIMITED TO INTERIOR WORK ONLY. REFER TO KEY NOTES FOR SELECTIVE DEMOLITION EXISTING INTERIOR PARTITION TO RENAIN NEW INTERIOR PARTITION TYPE I NEW INTERIOR PARTITION TYPE ] INTERIOR PARTITION TYPE I: NEW FOETAL STUDS PARTITION. USE S/8' SO Ca. MTL STUDS @ SC O.C. WITH TOP AND BOTTOM METAL RUNNERS MO 5/8" OYPSUN BOARD FINISH BOTH SIDES. PARTITION TYPE PT NEW NEPAL STUDS PARTITION. USE 3 5/e'R2013011061 D SIDE METAL RUNNERS AND TITIO SUPSONBOAR BOARD FINISH ONE SIDE ONLY, PROVIDE S INSULATION BOARD AT WET AREAS. PROVIDE A -II NIX. BATIS INSULATION 0 NEW CONSTRUCTION NOTE ® DOUR TYPE SYMBOL SEE more SCHEDULE OO WINDOW TYPE SYMBOL SEE WINDOW SCHEDULE imagen ARCHITECTS FEEEHT IL TWO, 11111,1* STRUCTURAL ENGINEER PERMIT SET INTERIOR RENOVATION /EXPANSION FOR: MIAMI TOBACCO 8 MANUFACTURER LLC DATE 1033 MN 3rd AVENUE Miami, Florida 33130 ISSUE DESCRIPTI, PROPOSED FLOOR PLAN NOTES AND LEGEND AS SHOWN A-1 3= 8 4.2 SEOPW Board of Commissioners Meeting April 10, 2025 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY INTER -OFFICE MEMORANDUM To: Board Chair Christine King Date: April 3, 2025 and Members of the CRA Board File: 17450 From: James McQueen Executive Director Subject: Seeking Non -Recourse Bond Issue Loan and Approving Bond Project Proposals (RFI No. 23-03) Enclosures: File # 17450 - Exhibit A File # 17450 - Exhibit B BACKGROUND: A Resolution of the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA"), with attachment(s), rescinding Resolution No. CRA-R-24- 0032, adopted on May 23, 2024, in its entirety and enacting this new resolution to clarify project designations, authorizing the Executive Director to seek a non -recourse bond issue loan secured by a pledge of tax increment financing ("TIF") to be generated from within the Redevelopment Area, in an amount not to exceed One Hundred Sixty Million Dollars and Zero Cents ($160,000,000.00) ("Funds"), for financing redevelopment activities and projects identified in Request for Infoiination ("RFI") No. 23- 03, attached and incorporated herein as Exhibit "A," ("Purpose") and accepting the Executive Director's recommendation of the proposed bond projects ("Bond Projects") listed in Exhibit "B," attached and incorporated herein, for the Purpose stated herein. It is the recommendation of the Executive Director to seek a non -recourse bond issue loan secured by a pledge of TIF for the Purpose stated herein and approve the Bond Projects listed in Exhibit `B" to be funded by the proceeds from the anticipated bond issuance. JUSTIFICATION: Section 163.340(9), Florida Statutes defines means for "community redevelopment" as "undertakings, activities, or projects of a ... community redevelopment agency in a community redevelopment area for the elimination and prevention of the development or spread of slums and blight...." Section 163.346, Florida Statutes authorizes the SEOPW CRA to issue redevelopment revenue bonds "to finance the undertaking of any community redevelopment [authorized] under this part" and the "power to issue refunding bonds for the payment or retirement of bonds or other obligations previously issued." Packet Pg. 28 4.2 Section 2, Goal 2 of the 2018 Southeast Overtown/Park West Community Redevelopment Agency Plan Update (the "Plan") lists "expand[ing] the tax base using public -private principles" as a stated redevelopment goal. Section 2, Goal 4 of the Plan lists the "creati[on of] jobs within the community" as a stated redevelopment goal. Section 2, Principle 4 of the Plan provides that "employment opportunities be made available to existing residents of Overtown as a high priority" and as a stated redevelopment principle. Section 2, Principle 6 of the Plan provides authority to "address and improve the neighborhood economy and expand economic opportunities of present and future residents and businesses[,] ... [which] entails both the support and enhancement of existing businesses and ... the attraction of new businesses that provide needed services and economic opportunities" as a stated redevelopment principle. FUNDING: This Resolution does not commit any funding. Page 2 of 6 Packet Pg. 29 4.2 AGENDA ITEM FINANCIAL INFORMATION FORM SEOPW CRA CRA Board Meeting Date: April 10, 2025 CRA Section: Approved by: Executive Director 4/3/2025 Approval: Miguel A Valcntlrk, Finance Officer 4/3/2025 Page 3 of 6 Packet Pg. 30 4.2 Southeast Overtown/Park West Community Redevelopment Agency File Type: CRA Resolution Enactment Number: File Number: 17450 Final Action Date: A RESOLUTION OF THE BOARD OF COMMISSIONERS ("BOARD") OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), WITH ATTACHMENT(S), RESCINDING RESOLUTION NO. CRA-R- 24-0032, ADOPTED ON MAY 23, 2024, IN ITS ENTIRETY AND ENACTING THIS NEW RESOLUTION TO CLARIFY PROJECT DESIGNATIONS, AUTHORIZING THE EXECUTIVE DIRECTOR TO SEEK A NON -RECOURSE BOND ISSUE LOAN SECURED BY A PLEDGE OF TAX INCREMENT FINANCING ("TIF") TO BE GENERATED FROM WITHIN THE REDEVELOPMENT AREA, IN AN AMOUNT NOT TO EXCEED ONE HUNDRED SIXTY MILLION DOLLARS AND ZERO CENTS ($160,000,000.00) ("FUNDS"), FOR FINANCING REDEVELOPMENT PROJECTS AND ACTIVITIES IDENTIFIED IN REQUEST FOR INFORMATION ("RFI") NO. 23-03, ATTACHED AND INCORPORATED HEREIN AS EXHIBIT "A," ("PURPOSE") AND ACCEPTING THE EXECUTIVE DIRECTOR'S RECOMMENDATIONS OF THE PROPOSED BOND PROJECTS ("BOND PROJECTS") LISTED IN EXHIBIT "B," ATTACHED AND INCORPORATED HEREIN, FOR THE PURPOSE STATED HEREIN; FURTHER DIRECTING THE EXECUTIVE DIRECTOR TO PRESENT ANY PROPOSED BOND AGREEMENT TO THE BOARD FOR ITS CONSIDERATION AND, IF SATISFACTORY, APPROVAL; PROVIDING FOR INCORPORATION OF RECITALS AND FOR AN EFFECTIVE DATE. WHEREAS, the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA") is a community redevelopment agency created pursuant to Chapter 163, Florida Statutes, and is responsible for carrying out community redevelopment activities and projects within its redevelopment area in accordance with the 2018 Southeast Overtown/Park West Redevelopment Plan Update (the "Plan"); and WHEREAS, Section 2, Goal 2 of the Plan lists "expand[ing] the tax base using public - private principles," as a stated redevelopment goal; and WHEREAS, Section 2, Goal 4 of the Plan lists the "creati[on] of jobs within the community" as a stated redevelopment goal; and WHEREAS, Section 2, Principle 4 of the Plan provides that "employment opportunities be made available to existing residents of Overtown as a high priority" and as a stated redevelopment principle; and WHEREAS, Section 2, Principle 6 of the Plan provides authority to "address and improve the neighborhood economy and expand economic opportunities of present and future Page 4 of 6 Packet Pg. 31 4.2 residents and businesses[,] ... [which] entails both the support and enhancement of existing businesses and ... the attraction of new businesses that provide needed services and economic opportunities" as a stated redevelopment principle; and WHEREAS, through Resolution No. CRA-R-24-0032, adopted on May 23, 2024, the Board of Commissioners authorized the Executive Director to seek a non -recourse bond issue loan secured by a pledge of tax increment financing ("TIF") to finance redevelopment projects and activities identified in Request for Information ("RFI") No. 23-03, attached and incorporated herein as Exhibit "A"; and WHEREAS, the Executive Director desires to rescind Resolution No. CRA-R-24-0032, in its entirety, and adopt this Resolution to clarify the designations of the proposed bond projects to be funded by the proceeds from the anticipated bond issuance; and WHEREAS, the Board of Commissioners hereby deteiinines that in order to facilitate the redevelopment of the Redevelopment Area, it is necessary, desirable, and in the best interest of the SEOPW CRA for the Executive Director to seek and obtain a bond issuance in order to finance such redevelopment activities and projects, as identified in Exhibit "A," which shall be funded by a non -recourse bond issue loan to the SEOPW CRA secured by a pledge of TIF to be generated from within the Redevelopment Area ("Purpose"); and WHEREAS, the Executive Director recommends the acceptance and approval of the proposed bond projects ("Bond Projects") listed in Exhibit "B," attached and incorporated herein; and WHEREAS, the Board of Commissioners wishes to accept the Executive Director's recommendation of the Bond Projects, in anticipation of such debt financing, for the Purpose stated herein; and WHEREAS, the Board of Commissioners finds that authorizing this Resolution would further the SEOPW CRA's redevelopment goals and objectives. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY 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 herein as if fully set forth in this Section. Section 2. Resolution No. CRA-R-24-0032, adopted on May 23, 2024, is hereby rescinded in its entirety. Section 3. The Board of Commissioners hereby accepts the Executive Director's recommendation of the Bond Projects, attached and incorporated herein as Exhibit "B," for the use of the proceeds from the anticipated bond financing for the Purpose stated herein, subject to negotiation of appropriate agreements with respect to each individual project. Section 4. The Board of Commissioners authorizes the Executive Director to seek the Page 5 of 6 Packet Pg. 32 4.2 best terms available for the issue of a bond issuance by the SEOPW CRA, which will be secured solely by a pledge of TIF to be generated within the Redevelopment Area, which bond issue shall be non -recourse to the SEOPW CRA and impose no financial obligations on Miami -Dade County or the City of Miami, to finance the anticipated Bond Projects, subject to the approval of the Board of Commissioners of the SEOPW CRA of the terms of the proposed bond issue and approval of the issuance of the bonds and the terms of the bonds by Miami -Dade County or the City of Miami, and take the necessary actions to facilitate the implementation of the intent of this Resolution. Section 5. The Board of Commissioners of the SEOPW CRA hereby determines that the SEOPW CRA debt obligations shall not be deemed to constitute a debt, liability, or obligation of the City of Miami, or the State of Florida, or any other political subdivision thereof, nor a pledge of the faith and credit of the City of Miami, or the State of Florida, or any other political subdivision thereof, but shall be payable solely from the legally available TIF of the SEOPW CRA as specifically pledged for such SEOPW CRA debt obligations. Neither the City of Miami, nor the State of Florida, nor any other political subdivision thereof, shall be obligated to pay the SEOPW CRA debt obligation or any interest or premium thereon and neither the faith and credit nor the taxing power of the City of Miami as it relates to the city itself nor the taxing power of the State of Florida (as it relates to the state itself) nor the taxing power of any other subdivision thereof (as it relates to such subdivision itself) is pledged to the payment of the principal or interest or premium on any of the SEOPW CRA debt obligations. The issuance of the SEOPW CRA debt obligations shall not directly, indirectly, or contingently obligate the City of Miami, the State of Florida, or any other subdivision thereof to levy or pledge any form of taxation whatsoever therefore or make any appropriation for the payment of the SEOPW CRA debt obligations. Furthermore, the SEOPW CRA shall bear total responsibility for all disclosures and continuing compliance related to the SEOPW CRA debt obligations. Section 6. The Executive Director is directed to present any proposed bond agreement, with respect to each individual project and necessary documents, to the SEOPW CRA Board of Commissioners at such future meeting for its consideration and, if satisfactory, approval. Section 7. Sections of this Resolution may be renumbered or re -lettered and corrections of typographical errors which do not affect the intent may be authorized by the Executive Director, or the Executive Director's designee, without need for public hearing, by filing a corrected copy of same with the City of Miami City Clerk. Section 8. This Resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND LEGAL SUFFICIENCY: ounsel 4/3/2025 Page 6 of 6 Packet Pg. 33 Exhibit "B" 4.2.a C'HRISTINE KING Board Chair REQUEST FOR INFORMATION RFI No. 23-03 Request Date: February 20, 2024 Requestor: James McQueen, Executive Director Purpose: SEOPW CRA Bond Financing Projects NOTICE OF COMPETITIVE PROPOSALS: ROUND 2 .TAMES MCQUEEN Executive Director The CRA is in the process of obtaining financing, to be collateralized by TIF revenues, which will enable the issuance of grant funds. Therefore, the CRA is seeking information from private developers and persons, with an ownership interest in land within the redevelopment area, to plan, design, finance, construct, and manage mixed use projects for properties within the redevelopment area. All submissions must include a detailed description of sources of funds, and a detailed statement of all financial assistance needed from any sources, and a list of all the people with an interest in the submitter's organization. The submitter will be expected to follow guidelines set forth in the 2009 SEOPW Redevelopment Plan, which is available online at www.miamicra.com and additional requirements, including, but not limited to: Affordable and market rate housing. Commercial space that will attract new businesses that provide needed services and economic opportunities. On -street parking on the abutting streets is to be created where public rights -of -way allows it. Plan for sustained care and maintenance. Pedestrian friendly environment, with bicycles and walking paths. Commitment to improve infrastructure, if necessary. Open spaces, including parks, plazas, and green spaces. Partner with non-profit organization from the redevelopment area. Partner with a development organization from the redevelopment area. The submission must include a current copy of the submitter's contractor license, a list of five recent jobs (within the last year), and an IRS W-9 Form. Submissions should include all required documents under the RFI and should be clearly marked on the outside, "CRA-RFI No. 23-03. Respondents must submit two copies to the City of Miami Clerk's Office, 3500 Pan American Drive, Miami, Florida 33133 by 2:S0PM on Wednesday, March 20th, 2024. The submissions will be evaluated by CRA staff and the selected submitted will be notified by mail and phone. if you have any questions, please contact Miguel A. Valentin, Finance Officer at 305-679-6810 or submit inquiries by email to mavalentin(km iamigov.com. The CRA reserves the right to accept any projects deemed to be in the public interest and in furtherance of the purposes of Florida's Community Redevelopment Act of 1969, to waive an irregularity in a submission, to cancel this Request for Information, to reject any or all submissions, and /or to re -advertise for information. The "cone of silence" does not apply to this RF1. Therefore, communication with the staff of the CRA and the City of Miami is permissible. James McQueen Executive Director SOL.)THEA T OVER rOWN/PART: WESI COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF NI IAM I 819 NW 2"'I Ave.. 3' Floor I Miami, FL. 33136 Tel (305) 679-6800 I Fax (305) 679-6835 1 blip://www.miamicra.comiseopwcra Attachment: File # 17450 - Exhibit A (17450 : Seeking Non -Recourse Bond Issue Loan and Approving Bond Project Proposals (RFI No. 23-03)) Packet Pg. 34 4.2.b Exhibit "B" SEOPW CRA-Bond Project Summary Bidder Scope of Project Total Project Cost TIF Funding Requested Recommended Funding Amount Historic Overtown Partners, LLC To enhance public infrastructure throughout Overtown. $168.7M Phase 1-$51M Phase 2-$32M Phase 3-$72.6M Linear Park $7.7M Henry Reeves Park $5.2M $15M* Historic Overtown Partners, LLC Parking Garage $22M* AMC HTG 2, Ltd. Courtside Apartments Phase 2 - 120 new units. $55.5M $3M 3M* RGC Phase I Rainbow Village Phase 1-310 New Units $176.5M $15M $15M* Atlantic Pacific Culmer Apartments Redevelopment $236M $25M $10M* Atlantic Pacific Block 45, LLC $270M $10M $5M* SEOPW CRA 9th Street Mall $14M $14M* SEOPW CRA 26 Unit Condo Project $10M $10M* City of Miami Underdeck - Graham Greenway $10M $10M* *May be subject to change to a lesser amount. Packet Pg. 35 4.3 SEOPW Board of Commissioners Meeting April 10, 2025 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY INTER -OFFICE MEMORANDUM To: Board Chair Christine King Date: April 3, 2025 and Members of the CRA Board File: 17451 From: James McQueen Executive Director Subject: First Amendment to the Enhanced Police Services Agreement with the City of Miami Enclosures: File # 17451 - Exhibit A File # 17451 - Backup BACKGROUND: A Resolution of the Board of Commissioners ("Board") of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA"), with attachment(s), rescinding Resolution No. CRA-R-23-0003, adopted on January 26, 2023, in its entirety and enacting a new Resolution to clarify contract term provision, authorizing the Executive Director to negotiate and execute a First Amendment to the Agreement ("Agreement"), in substantially the attached form, attached and incorporated herein as Exhibit "A," with the City of Miami ("City") for Enhanced Policing Services and Additional Safety Measures within the Redevelopment Area ("Program"), further authorizing the Executive Director to continue allocating funds on an annual basis to the City in an amount not to exceed Nine Hundred Fifty - Five Thousand Two Hundred Fifty -Two Dollars and Forty -Three Cents ($955,252.43) ("Funds") to carry out the Program ("Purpose"). It is recommended that the Board of the SEOPW CRA approve and adopt the attached Resolution, authorizing the Executive Director to negotiate and execute a First Amendment to the Agreement with the City for the Purpose stated herein. JUSTIFICATION: Section 163.335(3), Florida Statutes declares "that the powers conferred . . . are for public uses and purposes for which public money may be expended and police power exercised ...." Section 163.340(9), Florida Statutes defines means for "community redevelopment" as "undertakings, activities, or projects of a ... community redevelopment agency in a community redevelopment area for the elimination and prevention of the development or spread of slums and blight...." Section 163.340(23), Florida Statutes defines means for "community policing innovation," as "policing technique[s] or strateg[ies] designed to reduce crime by reducing opportunities for, and increasing the perceived risks of engaging in, criminal activity through visible presence of police in the community, Packet Pg. 36 4.3 including, but not limited to, community mobilization, neighborhood block watch, citizen patrol, citizen contact patrol, foot patrol, neighborhood storefront police stations, field interrogation, or intensified motorized patrol." Section 2, Goal 6 of the 2018 Southeast Overtown/Park West Community Redevelopment Agency Plan Update (the "Plan") lists "[i]mprov[ing] of quality of life for residents" as a stated redevelopment goal. Section 2, Goal 9 of the Plan further lists "[f]oster[ing] safe community initiatives to provide for public safety through Community Policing Innovations" as a stated redevelopment goal. FUNDING: $955,252.43 - from Other Grants and Aids - Account No. 10050.920101.883000.0000.0000. FACT SHEET: Entity name: City of Miami, Florida ("City"); attn: Chief of Police, City Police Department Address: 400 N.W. 2nd Avenue, 4th Floor, Miami, FL 33128 Funding request: $955,252.43 Scope of work or services (Summary): To clarify contract term provision and execute a First Amendment to the Agreement with the City for the Program. Page 2 of 6 Packet Pg. 37 4.3 AGENDA ITEM FINANCIAL INFORMATION FORM SEOPW CRA CRA Board Meeting Date: April 10, 2025 CRA Section: Brief description of CRA Agenda Item: Authorizing the Executive Director to continue allocating funds on an annual basis to the City of Miami in an amount not to exceed $955,252.43. Project Number YES, there Account Code: (if applicable): are sufficient funds in Line Item: 10050.920101.883000.0000.00000 Amount: $ 9 5 5, 2 5 2.4 3 NO (Complete the following source of funds information): Amount budgeted in the line item: $ Balance in the line item: $ Amount needed in the line item: $ Sufficient funds will be transferred from the following line items: ACTION ACCOUNT NUMBER TOTAL Project No./Index/Minot Object From $ To $ From $ To $ Comments: Funds were already allocated upon adopting resolution number CRA-R-23- 0003. Approved by: Executive Director 4/3/2025 Approval: r Miguel A Valentin,, Finance Off cep �-' -/ 4/3/2025 Page 3 of 6 Packet Pg. 38 4.3 Southeast Overtown/Park West Community Redevelopment Agency File Type: CRA Resolution Enactment Number: File Number: 17451 Final Action Date: A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI ("SEOPW CRA"), WITH ATTACHMENT(S), RESCINDING RESOLUTION NO. CRA-R-23-0003, ADOPTED ON JANUARY 26, 2023, IN ITS ENTIRETY AND ENACTING A NEW RESOLUTION TO CLARIFY CONTRACT TERM PROVISION, AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE A FIRST AMENDMENT TO THE AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM, ATTACHED AND INCORPORATED HEREIN AS EXHIBIT "A," WITH THE CITY OF MIAMI ("CITY") FOR THE PROVISION OF ENHANCED POLICE SERVICES WITHIN THE SOUTHEAST OVERTOWN/PARK WEST REDEVELOPMENT AREA ("PROGRAM"); FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO CONTINUE ALLOCATING FUNDS ON AN ANNUAL BASIS TO THE CITY IN AN AMOUNT NOT TO EXCEED NINE HUNDRED FIFTY-FIVE THOUSAND TWO HUNDRED FIFTY-TWO DOLLARS AND FORTY-THREE CENTS ($955,252.43) ("FUNDS") FROM THE SEOPW CRA'S TAX INCREMENT FUND, ENTITLED "OTHER GRANTS AND AIDS," ACCOUNT CODE NO.10050.920101.883000.0000.00000, SUBJECT TO AVAILABILITY OF FUNDING, TO CARRY OUT THE PROGRAM ("PURPOSE"); FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO COUNSEL; PROVIDING FOR INCORPORATION OF RECITALS AND FOR AN EFFECTIVE DATE. WHEREAS, the Southeast Overtown/Park West Community Redevelopment Agency (the "SEOPW CRA") is a community redevelopment agency created pursuant to Chapter 163, Florida Statutes, and is responsible for carrying out community redevelopment activities and projects within its redevelopment area in accordance with the 2018 Updated Southeast Overtown/Park West Redevelopment Plan (the "Plan"); and WHEREAS, Section 163.335, Florida Statutes, states that there exists slum and blighted areas that greatly contribute to the spread of crime, causing economic and social burdens to the community, thereby negatively affecting the tax base and impairing sound growth within the community; and WHEREAS, Section 163.335(3), Florida Statutes, declares "that the powers conferred ... are for public uses and purposes for which public money may be expended and police power exercised"; and WHEREAS, Section 163.340(23), Florida Statutes, defines a means for "community policing innovation," which are policing techniques designed to reduce crime by reducing opportunities for, and increasing the perceived risks of engaging in, criminal activity through visible presence of police in the community, including, but not limited to, community mobilization, neighborhood block watch, citizen Page 4 of 6 Packet Pg. 39 4.3 patrol, citizen contact patrol, foot patrol, neighborhood storefront police stations, field interrogation, or intensified motorized patrol"; and WHEREAS, Section 2, Goal 6 of the Plan lists the "[i]mprovement of the quality of life for residents" as a stated redevelopment goal; and WHEREAS, Section 2, Goal 9 of the Plan further lists "[f]ostering safe community initiatives to provide for public safety through Community Policing Innovations" as a stated redevelopment goal; and WHEREAS, through Resolution No. CRA-R-23-0003, adopted on January 26, 2023, the Board of Commissioners authorized the Executive Director to negotiate and execute an agreement with the City of Miami ("City") for the Provision of Enhanced Police Services ("Program") for the safety and protection of residents and visitors specifically within the Redevelopment Area; and WHEREAS, the Executive Director desires to rescind Resolution No. CRA-R-23-0003, in its entirety, and enact this Resolution to clarify the contract term provision and continue the Program ("Purpose"); and WHEREAS, the Board of Commissioners has authorized funding for several prior community policing innovation programs within the Redevelopment Area, including the Police Visibility Pilot Program, the ShotSpotter Flex Gunfire Alert Pilot Program, and the SEOPW CRA Police Camera Pilot Program; and WHEREAS, the existing Program continues to assist in improving public safety via police services supplemental to general patrol within the Redevelopment Area, including but not limited to, foot and/or motorized patrol, camera surveillance, community policing techniques, etc.; and WHEREAS, these targeted areas are: under the I-395 on 1' Place between 13th Street and 14th Street, under I-95 on 11th Street between 3rd Avenue and 5th Avenue, and under I-95 on 10th Street between 3rd Avenue and 5th Avenue; and WHEREAS, the Executive Director finds it in the best interest of the SEOPW CRA to negotiate and execute a First Amendment to the Agreement, in substantially the attached form, attached and incorporated herein as Exhibit "A," and continue allocating funds toward the Program in an amount not to exceed Nine Hundred Fifty -Five Thousand Two -Hundred Fifty -Two Dollars and Forty -Three Cents ($955,252.43) ("Funds"); and WHEREAS, the Board of Commissioners wishes to authorize the Executive Director to negotiate and execute a First Amendment to the Agreement and continue allocating Funds toward the Program for the Purpose stated herein; and WHEREAS, the Board of Commissioners finds that authorizing this Resolution would further the SEOPW CRA's redevelopment goals and objectives. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY 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 herein as if fully set forth in this Section. Page 5 of 6 Packet Pg. 40 4.3 Section 2. Resolution No. CRA-R-23-0003, adopted on January 26, 2023, is hereby rescinded in its entirety. Section 3. The Executive Director is hereby authorized to allocate the Funds, at his discretion, subject to the availability of funding from the SEOPW CRA Tax Increment Fund, entitled "Other Grants and Aids," Account Code No. 10050.920101.883000.0000.00000 to the City for the Program, and further the Purpose stated herein. Section 4. The Executive Director is further authorized to negotiate and execute any and all documents as necessary, all -in forms acceptable to Counsel, for said Program. Section 5. This Resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND LEGAL SUFFICIENCY: V; cer. T Bro\Ar, Giarr Counsel 4/3/2025 Page 6 of 6 Packet Pg. 41 4.3.a FIRST AMENDMENT TO THE AGREEMENT FOR THE PROVISION OF ENHANCED POLICE SERVICES WITHIN THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AREA THIS AGREEMENT, made and entered into this day of , 2025, by and between the SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY (hereinafter, the "SEOPW CRA") and the CITY OF MIAMI, Florida (hereinafter, the "City"), is for the provision of Enhanced Police Services associated with the special conditions within the Southeast Overtown/Park West Community Redevelopment Area. WHEREAS, the SEOPW CRA desires to contract with the City for enhanced law enforcement services within a specified area of the City known as the SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AREA (hereinafter, the "SEOPW Redevelopment Area") for the safety and protection of the residents and visitors of the SEOPW Redevelopment Area located within the City; and WHEREAS, the City, by and through its police department, the CITY OF MIAMI POLICE DEPARTMENT (hereinafter, the "Police Department"), desires to assist in the effort by providing the SEOPW CRA with Enhanced Police Services, as defined in Section 2, within the boundaries of the SEOPW Redevelopment Area. NOW THEREFORE, in consideration of the mutual promises and covenants contained herein, and other goods and valuable considerations, the receipt and adequacy of which are acknowledged, the SEOPW CRA and the City agree as follows: 1.0 Recitals. The foregoing recitals are true and correct and are hereby incorporated into this Agreement. 2.0 Services Provided by the City: 2.1 The City agrees to provide Enhanced Police Services (hereinafter, the "Services") within the boundary area of the City known as the SEOPW Redevelopment Area. 2.2 The City agrees and understands that the Services under the terms of this Agreement, by and through the police officers assigned to this detail, are supplemental to general patrol within the area and for the purpose of providing enhanced baseline police services by the City's Police Department. 2.3 The duties and extent of Services of the assigned personnel shall include, but shall not be limited to: (a) The City, by and through the Police Department; will provide two (2) sworn BEAT with days off of Sunday, Monday and Tuesday and one off on Thursday, Friday and Saturday. There will also be a minimum of one Officer working during the peak days and times identified by our crime analyst. There will also be an officer or civilian assigned to the Real Time Crime Center to monitor the cameras within the SEOPW Redevelopment Area during peak days/times. The officers assigned to this detail shall provide enhanced police services (hereinafter, the "SEOPW CRA Detail") to perform directed patrols and enforce all state and local laws within the SEOPW Redevelopment Area consistent with the scope or work 1 Packet Pg. 42 4.3.a outlined in the Police Department's "SEOPW CRA Operational Plan" and incorporated herein by reference. See "Attachment 1" ("SEOPW CRA Operational Plan"). (b) Sworn officers assigned to the SEOPW CRA Detail shall at all times remain subject to the Police Department's chain of command and under the Police Department's policies, regulations, departmental orders, and standard operating procedures. (c) All SEOPW CRA Detail officers and equipment may be outfitted with the logo of the SEOPW CRA to visually identify the detail as SEOPW CRA dedicated police Details. Logos, lapel pins and other identifying materials, equipment, or features shall be subject to the final approval of the City's Chief of Police. (d) While the assigned officers of the SEOPW CRA Detail are within the SEOPW CRA boundaries performing under the terms of this Agreement, said Detail shall be separate from general rotation calls for service and non -emergency calls outside of the SEOPW Redevelopment Area. Accordingly, it is expressly understood by the City, the City's Police Department, and the SEOPW CRA, that all on -shift officers of the SEOPW CRA Detail shall remain within the SEOPW Redevelopment Area at all times throughout their respective shift. On -shift officers of the SEOPW CRA Detail shall not be dispatched to a location outside of the SEOPW Redevelopment Area unless Communications advises of a Signal 29 (Robbery), Signal 30 (Shooting), Signal 31 (Homicide), Signal 32 (Assault or Battery), or Signal 33 (Sex Offense) in the immediate surrounding areas of the SEOPW Redevelopment Area and with approval of the Overtown Sergeant, a Priority 3-15, or when Communications dispatches all Details to a major and/or emergency incident that requires three (3) or more Details and where a Field Duty Lieutenant has responded and taken over a scene. (e) The City will provide the SEOPW CRA Detail with crime analysis and intelligence information consistent with that provided to other patrol Details within the Police Department upon request. This information along with requests for enhanced patrol in a particular area or for a special event received from the SEOPW CRA Executive Director or his designee will be used to determine the geographic and temporal deployment of the SEOPW CRA Detail. (f) It is further agreed that, to the extent necessary, the officers assigned to the SEOPW CRA Detail will appear as witnesses in civil depositions, or other civil criminal court proceedings, where the issue includes criminal or quasi -criminal conduct within the SEOPW Redevelopment Area. The SEOPW CRA Detail Sergeant or Support Sergeant will submit weekly After -Action reports to the City's Chief of Police and to the SEOPW CRA Executive Director. The report will indicate the areas and times of deployment during the week, any special events in which the detail participated, and any significant incidents which should be brought to the attention of the Police Department and the SEOPW CRA. The form and content of the report can be altered as needed to meet the needs of the City or the SEOPW CRA. The City agrees it will provide the assigned personnel of the SEOPW CRA Detail with such basic equipment, at the SEOPW CRA's cost and expense, as may be necessary and reasonable in order to allow the police officers in the SEOPW CRA Detail to carry out the duties anticipated under this Agreement. (g) (h) 2 Packet Pg. 43 4.3.a (i) The Police Department will, at all times, provide supervision, control, and direction of work activities and assignments of police personnel in the SEOPW CRA Detail, including disciplinary actions. It is expressly understood the Police Department shall be responsible for the compensation and benefits of the officers assigned to the SEOPW CRA Detail, as well as any injury benefits of the officers, their property, or the City's property while in the SEOPW Redevelopment Area and acting within the course and scope of their employment. The day-to-day operations of the SEOPW CRA Detail will be under the supervision of the assigned sergeant. The assigned sergeant will report to the command officer designated by the City's Chief of Police. (j) The City's Chief of Police shall designate a command officer to serve as the SEOPW CRA Liaison Commander who will work in concert with the SEOPW CRA Executive Director, or his designee. The SEOPW CRA Liaison Commander will perform the following duties: (1) Coordinate the dissemination and processing of police and security reports, coordinate the duties, responsibilities and function of the detail in a problem - solving team capacity, provide supervisory assistance, coordinate problem resolution, and carry out the provisions of this Agreement. (2) Establish and maintain an ongoing line of communication with City's police personnel. Prepare monthly reports in accordance with Section 5.2 of this Agreement for review by the SEOPW CRA Executive Director and City's Chief of Police. (3) (4) Assist or advise the planning and implementation of other grant -funded security programs within the SEOPW Redevelopment Area. Establish a clearly defined process for reporting non -emergency criminal activities within the SEOPW Redevelopment Area. 2.4 The City shall operate a closed-circuit television (hereinafter "CCTV") camera system within the Real Time Crime Center (RTCC for purposes of allowing the City's Police Department to better provide Services with an ability to instantly monitor and/or record video images in an effort to prevent crime, conduct investigations or apprehend individuals committing crime(s) within the SEOPW Redevelopment Area). An Officer shall be assigned to the RTCC specifically to monitor the SEOPW Redevelopment Area during peak times, on an overtime basis. (5) 2.5 The City's Police Department agrees to operate, and maintain, at its own risk and expense, all camera equipment, hardware, or software. 3.0 3.1 equipment: Services Provided by the CRA: The SEOPW CRA will provide the following in -kind accommodations, services, and (a) Equipment. The SEOPW CRA shall reimburse the City for the purchase of all equipment and vehicles allocated for the SEOPW CRA Detail. All equipment and vehicles reimbursed by the SEOPW CRA shall be for the sole use of the officers assigned to the SEOPW CRA Detail. Any specialized police equipment, including but not limited to, all weapons, uniforms, surveillance tools, and patrol vehicles 3 Packet Pg. 44 4.3.a allocated to the SEOPW CRA will become the property of the City, for use by its Police Department, upon termination of this agreement. (b) Modification/Damage. The SEOPW CRA shall reimburse the City for reasonable modifications to the equipment provided in order to meet the City's operational needs and Police Department's standards. Any damages to SEOPW CRA Detail patrol vehicles or equipment which are in excess of normal wear and tear for the particular item or equipment, and which damage is caused by the City, or its employees shall be repaired or repaired by the City. (c) Equipment Budget. Starting on October 1, 2023, and on an annual basis thereafter, the parties, through the Chief of Police or their designee and the SEOPW CRA Executive Director, or their designee, agree to discuss a proposed Equipment Budget for the forthcoming budget year in order to satisfy the terms of Section 8 of this Agreement. The Equipment Budget shall include costs for employee compensation, replacement equipment maintenance of equipment, and operation costs for equipment. Additional equipment costs, including maintenance and operational costs, may be amended and reflected in a mutually agreed amendment during the current term of this agreement or upon extension to this Agreement. The parties acknowledge and understand that throughout the term of this Agreement and any extension thereof, equipment and/or vehicles may be in need of replacement. 1n addition to the total budget of this Agreement and subject to the prior approval of the SEOPW CRA Executive Director, the City may purchase additional necessary, new, or replacement equipment, and be reimbursed by the SEOPW CRA with prior written approval from the SEOPW CRA Executive Director. 3.2 The SEOPW CRA Liaison Commander shall provide eleven (11) semi-annual assessment of the results achieved as measured against the performance objectives specified in the SEOPW CRA Police Operational Plan referenced in Section 6.0 of this Agreement. 4.0 Enforcement of Laws and Regulations. The authorization of the officers assigned to the SEOPW CRA Detail, to enforce the laws of the United States, the State of Florida, and the Code of the City of Miami are unaffected by the teiins or this Agreement. Similarly, nothing contained herein shall be construed as permitting or authorizing SEOPW CRA Detail police officers to use any method or to act in any manner in violation of law or of their sworn obligation as n police officer for the City. 5.0 Communications, Reporting, and Evaluation: 5.1 Communications. The City agrees that the SEOPW CRA Executive Director or their designee will have access to all public information not exempt from disclosure under Chapter 119, Florida Statues, which in any way deals with criminal activity in the SEOPW Redevelopment Area covered by this Agreement. It is further agreed that, upon request, pursuant to Chapter 119 and to the statutory rate, the City's Police Department will provide the SEOPW CRA Executive Director with copies of such incident reports, arrest reports, or other public documents which document or substantiate actual or potential criminal activity in or connected with the SEOPW Redevelopment Area. 5.2 Reporting. The Police Department will require all police officers assigned to the SEOPW CRA Detail to complete a monthly log and forward the original report to the SEOPW CRA with the monthly 4 Packet Pg. 45 4.3.a report to SEOPW CRA's designee upon request. At the SEOPW CRA Liaison Commander's discretion, this report may include, but not be limited to, the following data: (a) Hours worked; (b) Calls/requests for service; (c) Referrals to City/SEOPW CRA/other agencies; (d) Suspicious persons/name/description/vehicle license number; (e) Vehicles abandoned/towed/stolen; (f) Drug paraphernalia confiscated/found; (g) Arrests/citations; (h) Property stolen/recovered; (i) Assistance to residents and visitors; (j) Broken lights/sidewalks/graffiti; (k) Conflict resolution of apparent or actual conflict between 2 or more persons; and (1) Weapons violations/seized. The City's Police Department will be responsible for media coordination. The City's Police Department will relay information related to any major crime or incident that occurs within the SEOPW Redevelopment Area to the SEOPW CRA Executive Director, preferably before the media is informed, or as soon as possible. 5.3 Evaluation. The City and the SEOPW CRA agree that evaluations of the SEOPW CRA Detail's overall performance shall include: (a) Hours worked as reported on monthly report; (b) Response time to emergency and non -emergency calls; (c) Comparison of crime mid workload in the targeted area for the past years; (d) Number of arrests including drug violations; (e) Number of crimes solved; (e) Vehicles towed; (f) Positive contacts; (g) Referrals; (h) Trespassers removed; (i) Calls for service; (j) Weapons seized; (k) Property stolen/recovered; and (1) Community feedback. It is further agreed, to facilitate tile evaluation, the City will provide comparable crime information for the City as a whole to facilitate the evaluation to include what proportion of activities City-wide occur within or near the SEOPW Redevelopment Area. 6.0 Plan of Operation. The objectives and plan for achieving the Services within the SEOPW Redevelopment Area shall be as set forth in the Police Department Operational Plan and incorporated herein, as Exhibit "A." If, during the term of this Agreement, either party desires to amend the scope of the Plan of Operation, either party may request, for consideration by the other party, an amendment in writing, and executed by both parties. 7.0 Term of Contract. The term of this Agreement shall begin on October 1, 2023, and expire on September 30, 2024, or until all funds are expended, whichever occurs first. This Agreement is subject to annual renewal and/or extensions, upon the discretion of the SEOPW CRA Executive Director, 5 Packet Pg. 46 4.3.a subject to available funds, and the mutual agreement of the parties to renew. The parties understand that on an annual basis, the budget amount for providing enhanced services may vary based on negotiations and agreement of estimated costs to the City in providing Services under this Agreement and the costs of new or replacement equipment. 8.0 Compensation to the City. For services provided, SEOPW CRA shall compensate the City as follows: 8.1 Under this Agreement, the SEOPW CRA shall budget a minimum of that figure to reimburse the City's Police Department for the cost of salary, benefits, and equipment in an amount up to Nine Hundred Fifty -Five Thousand Two Hundred Fifty -Two Dollars and Forty -Three Cents ($955,252.43). The City will provide the SEOPW CRA with an invoice indicating the monthly compensation, benefits, and expenses paid to the officers and sergeant assigned to the SEOPW CRA Detail. Compensation, benefits, and expenses include all expenditures of the part of the City associated with employing the officer. If, during the term of this Agreement, any pay increases are distributed to the City's Police Department pursuant to collective bargaining negotiations or any other type of pay increase, then the SEOPW CRA shall reimburse the City for the increased amount of compensation and/or benefits paid to the officers and sergeant assigned to the SEOPW CRA Detail. 8.2 Any overtime incurred by an officer or sergeant assigned to the SEOPW CRA Detail will be paid by the SEOPW CRA on a reimbursement basis. The City will provide the SEOPW CRA with a report of overtime hours on a monthly basis along with an invoice requesting payment. 8.3 On a monthly basis throughout the term of this Agreement, the City shall provide the SEOPW CRA Executive Director with an invoice indicating any equipment reimbursement costs incurred by the City in accordance with this Agreement. 8.4 Notwithstanding anything to the contrary in this Agreement, the total payment, subject to available funding, under this Agreement shall not exceed Nine Hundred Fifty -Five Thousand Two Hundred Fifty -Two Dollars and Forty -Three Cents ($955,252.43). 9.0 Termination: 9.1 The SEOPW CRA may terminate this Agreement upon ninety (90) days written notice to the City. Such notice shall be delivered by Certified Mail with Return Receipt Requested to the city officials and addresses specified in section 10.0 of this Agreement. Upon the termination of this Agreement, or the termination or any subsequent renewals of this Agreement, the SEOPW CRA shall discontinue any use, and shall not have any claim of interest to, all SEOPW CRA Detail vehicles, equipment, uniforms, hardware, software, and any other items purchased pursuant to this Agreement. Upon termination of this Agreement, the SEOPW CRA shall immediately relinquish any interest in all vehicles, equipment, uniform, and any other police items to the City. Upon the termination of this Agreement, or the termination of any subsequent renewals of this Agreement, ownership of the CCTV camera equipment and/or any related hardware or software shall remain with the City. Further, the SEOPW CRA shall immediately discontinue use of the CCTV camera equipment, unless otherwise agreed upon by the parties hereto. 9.2 The City may terminate this Agreement upon ninety (90) days written notice to the SEOPW CRA. Such notice shall be delivered Certified Mail with Return Receipt Requested to the SEOPW CRA Executive Director at the address specified in section 10.0 of this Agreement. 10.0 Notices. Any notices required pursuant to the terms of this Agreement shall be sent via electronic mail (City e-mail) of each of the parties hereto, as specified below: 6 Packet Pg. 47 4.3.a To the SEOPW CRA: To the CITY WITH A COPY TO: JAMES D. MCQUEEN, Executive Director SEOPW Community Redevelopment Agency 819 N.W. 2"d Avenue, 3'd Floor Miami, Florida 33136 VINCENT T. BROWN, ESQ., Legal Counsel SEOPW Community Redevelopment Agency 819 N.W. 21d Avenue, 3'd Floor Miami, Florida 33136 ART NORJEGA V, City Manager City of Miami, Florida 3500 Pan American Drive Miami, Florida 33133 And to: MANUEL MORALES Chief of Police City of Miami Police Department 400 N.W. 2ndAvenue Miami, Florida 33128 GEORGE K. WYSONG, ESQ., City Attorney Office of the City Attorney 400 N.W. 2"dAvenue Miami, Florida 33130 GWysong@miamigov.com 11.0 Construction of Laws. The agreement between the parties shall consist of the terms contained in this Agreement and any subsequent written addendum agreed upon and executed by both parties pursuant to the laws of Florida. 12.0 Severability. if any provision of this Agreement or application thereof to any person or situation shall to any extent, be held invalid or unenforceable, the remainder of this Agreement, and the application of such provisions to persons or situations other than those as to which it shall have been held invalid or unenforceable shall not be affected thereby, and shall continue in full force and effect, and be enforced to the fullest extent permitted by law, 7 Packet Pg. 48 4.3.a 13.0 Modification of Agreement. This Agreement may be modified upon mutual consent of both parties, The SEOPW CRA Executive Director may negotiate and enter into additional binding terms or modification of terms to this agreement without prior approval of the SEOPW CRA Board. The modification shall be in writing and executed by the City Manager and the SEOPW CRA Executive Director. 14.0 Binding Authority. Each person signing this Agreement on behalf of either party individually warrants that he or she has full legal power to execute this Agreement on behalf of the party for whom he or she is signing, and to bind and obligate such party with respect to all provisions contained in this Agreement. 15.0 Governing Law. This Agreement shall be governed by the laws of the State of Florida, with venue lying in Miami -Dade County, Florida. IN WITNESS OF THE FOREGOING, the parties have set their hands and seals the day and year first written above. ART NORJEGA CITY MANAGER CIT OF MIAMI, FLORIDA TODD B. HANNON CITY CLERK CITY OF MIAMI, FLORIDA APPROVED AS TO FORM AND LEGAL SUFFICIENCY: JAMES D. MCQUEEN SEOPW CRA EXECUTIVE DIRECTOR MANUEL MORALES CHIEF OF POLICE CITY OF MIAMI, FLORIDA GEORGE K. WYSONG, ESQ. VINCENT T. BROWN, ESQ. CITY ATTORNEY SEOPW CRA COUNSEL CITY OF MIAMI, FLORIDA CITY OF MIAMI, FLORIDA APPROVED AS TO INSURANCE REQUIREMENTS 8 Packet Pg. 49 4.3.a ANN-MARIE SHARPE RISK MANAGEMENT CITY OF MIAMI, FLORIDA Counterparts and Electronic Signatures: This Agreement may be executed in any number of counterparts, each of which so executed shall be deemed to be original and such counterparts shall together constitute but one and the same Agreement. The parties shall be entitled to sign and transmit an electronic signature of this Agreement (whether by facsimile, PDF or other email transmission) which signatures shall be binding on the party whose name is contained therein. Any party providing an electronic signature agrees to promptly execute and deliver to the other parties an original signed Agreement upon request. 9 Packet Pg. 50 4.3.b City of Miami Police SEOPW Breakdown Exhibit A Description Budgeted Modification Actuals Remaining PTZ & 360 cameras License Plate Readers Variable Message Signs & Speeding Equipment & Uniform for BEAT Officers Fingerprint Morphol Dent Device Steiner Binoculars FLIR Thermal Monocular Laser Lab Tint Meter BOLO Wrap Vehicle Magnets Lapel Pins Maintenance of Equipment Horsepower electric Hummer EV Bikes Overtime / 2 Officer salaries Overtime / 5Officer salaries 36,463.64 30, 000.00 14,500.00 8,500.00 1,000.00 3,879.98 4,990.00 440.00 14,250.00 175.00 1,000.00 10,000.00 420,841.38 (5,062.82) 10,000.00 (785.00) (1,000.00) (3,254.50) (3,972.00) (14,250.00) 8,724.32 31,400.82 40,000.00 12,718.00 3,205.80 607.98 898.00 997.00 5,294.20 17.50 120.00 440.00 175.00 1,000.00 18,724.32 9,600.00 9,600.00 92,356.97 328,484.41 Total 546,040.00 190,787.57 355,252.43 Note: The original budgeted amount was Hosepower electric was paid by the CRA Revised value transferred Remaining Balance Proposed amount Total new values Breakdown Analysis: Sergeant (Average Salary with benefits) Officer (Average Salary with benefits) (6) Total Salaries Equipment Maintenance Overtime Total Cost 600,000.00 (35,960.00) 564,040.00 139,120.24 572,356.56 711,476.80 1,440.00 18,724.32 223,611.31 955,252.43 * Step 7 thru 10 * Step 1 thru 5 355,252.43 600,000.00 955,252.43 Packet Pg. 51 4.4 SEOPW Board of Commissioners Meeting April 10, 2025 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY INTER -OFFICE MEMORANDUM To: Board Chair Christine King Date: April 3, 2025 and Members of the CRA Board File: 17452 From: James McQueen Executive Director Subject: Grant to J.E.J. Properties, Inc. for renovations at the historic Dunns- Josephine Hotel. Enclosures: File # 17452 - Exhibit A File # 17452 - Backup File # 17452 - Notice to the Public BACKGROUND: A Resolution of the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA"), with attachment(s), by a four -fifths (4/5ths) affirmative vote, after an advertised public hearing, ratifying, approving, and confirming the executive director's recommendation and finding, attached and incorporated herein as Exhibit "A," that competitive negotiation methods and procedures are not practicable or advantageous, pursuant to Section(s) 18-85 and 18-86 of the Code of the City of Miami, Florida, as amended ("City Code"), as adopted by the SEOPW CRA, and waiving said procedures for competitive sealed bidding, authorizing the Executive Director to disburse funds, at his discretion, on a reimbursement basis or directly to vendors, upon presentation of invoices and satisfactory documentation, subject to the availability of funding, authorizing additional grant funding in an amount not to exceed Thirty -Four Thousand Seven Hundred Dollars and Twenty -Five Cents ($34,700.25) ("Additional Funding") to assist J.E.J. Properties, Inc., a Florida for -profit corporation ("JEJ"), for the renovation and rehabilitation of the Dunns-Josephine Hotel, located at 1028 N.W. 3' Avenue, Miami, Florida 33136 ("Property"), and further clarifying that funds may be used towards project related soft costs including insurance, engineering fees, and permit fees ("Purpose"). It is recommended that the Board of Commissioners of the SEOPW CRA approve and adopt the attached Resolution authorizing the allocation of Additional Funding, for a total project cost of Nine Hundred Thirty -Two Thousand Twenty -One Dollars and Twenty Cents ($932,021.20) ("Funds"). The Dunns-Josephine Hotel ("Hotel") has been providing quality service to their guests since 2019, while employing current Overtown residents. The Hotel, originally built in 1938, needs significant improvements and repairs to address structural concerns, mold abatement, sinking floors, rotting wood and termites, as well as water intrusion issues. The building is placed in a prominent area of the business corridor of N.W. 3rd Avenue within the heart of the up-and-coming Culture and Entertainment District. Packet Pg. 52 4.4 On July 25, 2024, the Board of Commissioners adopted Resolution CRA-R-24-0051, which authorized the Executive Director to issue a grant in an amount not to exceed Eight Hundred Ninety -Seven Thousand Three Hundred Twenty Dollars and Ninety -Five Cents ($897,320.95) to support the renovation and rehabilitation of the Property. Since then, JEJ has been unable to provide the necessary insurance levels required by the City of Miami ("City") Risk Management Department, due to funding issues for costly policies, such as Builder's Risk and General Liability. JEJ is requesting additional funding to cover the foregoing costs. In addition, this Resolution clarifies that grant funds will be used to cover other project related soft costs, such as engineering and permit fees. It is recommended that the Board of the SEOPW CRA approve and adopt the attached Resolution, authorizing the allocation of the Funds to JEJ for the Purpose stated herein. JUSTIFICATION: Pursuant to Section 163.340(9), Florida Statutes (the "Act") community redevelopment means "undertakings, activities, or projects of a ... community redevelopment agency in a community redevelopment area for the elimination and prevention of the development or spread of slums and blight...." Section 2, Goal 1 of the 2018 Southeast Overtown/Park West Community Redevelopment Agency Plan Update (the "Plan") lists the "preserv[ation] of historic buildings and community heritage," as a stated redevelopment goal. Section 2, Principle 8, of the Plan provides that "[o]lder buildings that embody the area's cultural past should be restored. Section 2, Goal 4 of the Plan lists the "creati[on of] jobs within the community" as a stated redevelopment goal. Section 2, Principle 6, of the Plan provides that to "address and improve the neighborhood economy and expand the economic opportunities of present and future residents ..." as a stated redevelopment principle. FUNDING: Previous allocation: $897,320.95 Additional funding: $34,700.25 Total funding: $932,021.20 from Other Grants and Aids - Account No. 10050.920101.883000.0000.00000. FACT SHEET: Company name: J.E.J. Properties, Inc. Address: 1028 N.W. 3rd Avenue, Unit 104, Miami, Florida, 33136. Scope of work or services (Summary): JEJ is requesting additional funding to cover soft costs related to required insurance for the previously funded construction work at the historic "Dunns- Josephine Hotel." Page 2 of 7 Packet Pg. 53 4.4 AGENDA ITEM FINANCIAL INFORMATION FORM SEOPW CRA CRA Board Meeting Date: April 10, 2025 CRA Section: Brief description of CRA Agenda Item: Authorizing additional funding in an amount not to exceed $34,700.25 for a total project cost of $931,021.20 to assist JEJ Properties Inc. for the renovation of the Dunns- Josephine Hotel. Project Number YES, there Account Code: (if applicable): are sufficient funds in Line Item: 10050.920101.883000.0000.00000 Amount: $ 34 , 7 0 0.2 5 NO (Complete the following source of funds information): Amount budgeted in the line item: $ Balance in the line item: $ Amount needed in the line item: $ Sufficient funds will be transferred from the following line items: ACTION ACCOUNT NUMBER TOTAL Project No./Index/Minot Object From $ To $ From $ To $ Comments: Page 3 of 7 Packet Pg. 54 4.4 Approved by: Executive Director 4/3/2025 Approval: r Miguel A Valontirl, Finance Officer 4/3/2025 Page 4 of 7 Packet Pg. 55 4.4 Southeast Overtown/Park West Community Redevelopment Agency File Type: CRA Resolution Enactment Number: File Number: 17452 Final Action Date: A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), WITH ATTACHMENT(S), BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, AFTER AN ADVERTISED PUBLIC HEARING, RATIFYING, APPROVING, AND CONFIRMING THE EXECUTIVE DIRECTOR'S RECOMMENDATION AND FINDING, ATTACHED AND INCORPORATED HEREIN AS EXHIBIT "A," THAT COMPETITIVE NEGOTIATION METHODS AND PROCEDURES ARE NOT PRACTICABLE OR ADVANTAGEOUS, PURSUANT TO SECTION(S) 18-85 AND 18-86 OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED ("CITY CODE"), AS ADOPTED BY THE SEOPW CRA; WAIVING SAID PROCEDURES FOR COMPETITIVE SEALED BIDDING; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISBURSE FUNDS, AT HIS DISCRETION, ON A REIMBURSEMENT BASIS OR DIRECTLY TO VENDORS, UPON PRESENTATION OF INVOICES AND SATISFACTORY DOCUMENTATION, SUBJECT TO THE AVAILABILITY OF FUNDING, FROM THE CORRESPONDING ACCOUNT NO. 10050.920101.883000.0000.00000 "OTHER GRANTS AND AIDS"; AUTHORIZING ADDITIONAL GRANT FUNDING IN AN AMOUNT NOT TO EXCEED THIRTY-FOUR THOUSAND SEVEN HUNDRED DOLLARS AND TWENTY-FIVE CENTS ($34,700.25) ("ADDITIONAL FUNDING") FOR A TOTAL PROJECT COST OF NINE HUNDRED THIRTY-TWO THOUSAND TWENTY-ONE DOLLARS AND TWENTY CENTS ($932,021.20) ("FUNDS") TO ASSIST J.E.J. PROPERTIES, INC., A FLORIDA FOR -PROFIT CORPORATION ("JEJ"), FOR THE RENOVATION AND REHABILITATION OF THE DUNNS-JOSEPHINE HOTEL, LOCATED AT 1028 N.W. 3RD AVENUE, MIAMI, FLORIDA 33136 ("PROPERTY"); FURTHER CLARIFYING THAT FUNDS MAY BE USED TOWARDS PROJECT RELATED SOFT COSTS INCLUDING INSURANCE, ENGINEERING FEES, AND PERMIT FEES ("PURPOSE"); FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE AN AGREEMENT, INCLUDING ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO COUNSEL, FOR THE PURPOSE STATED HEREIN; PROVIDING FOR THE INCORPORATION OF RECITALS AND AN EFFECTIVE DATE. WHEREAS, the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA") is a community redevelopment agency created pursuant to Chapter 163, Florida Statutes, and is responsible for carrying out community redevelopment activities and projects within its redevelopment area ("Redevelopment Area") in accordance with the 2018 Updated Southeast Overtown/Park West Redevelopment Plan (the "Plan"); and Page 5 of 7 Packet Pg. 56 4.4 WHEREAS, pursuant to Section 163.340(9) Florida Statutes, "community redevelopment means projects of a ... community redevelopment agency in a community redevelopment area for the elimination and prevention of the development or spread of slum and blight"; and WHEREAS, Section 2, Goal 1, of the Plan lists the "preserv[ation] of historic buildings and community heritage," as a stated redevelopment goal; and WHEREAS, Section 2, Principle 8, of the Plan provides that "[o]lder buildings that embody the area's cultural past should be restored"; and WHEREAS, Section 2, Goal 4, of the Plan lists the "creat[ion of] jobs within the community" as stated redevelopment goal; and WHEREAS, Section 2, Principle 6, of the Plan provides to "address and improve the neighbor- hood economy and expand the economic opportunities of present and future residents and businesses," as a stated redevelopment principle; and WHEREAS, on July 25, 2024, the Board of Commissioners adopted Resolution No. CRA-R-24- 0051, authorizing the Executive Director to issue a grant in an amount not to exceed Eight Hundred Ninety -Seven Thousand Three Hundred Twenty Dollars and Ninety -Five Cents ($897,320.95) to J.E.J. Properties, Inc., a Florida for -profit corporation ("JEJ"), to support the renovation and rehabilitation of the historic Dunns-Josephine Hotel, built in 1938, located at 1028 N.W. 3' Avenue, Miami, Florida, 33136 ("Property"); and WHEREAS, JEJ is currently unable to begin the rehabilitation project due to funding issues related to the purchase of necessary insurance policies to meet the City of Miami ("City") and SEOPW CRA requirements, such as Builder's Risk and General Liability; and WHEREAS, JEJ now seeks additional funds to meet the requirements of the City and SEOPW CRA, which will be applied to project related soft costs, including insurance, engineering fees, and permit fees, that would allow the project to commence and conclude prior to the end of 2025 ("Purpose"); and WHEREAS, the Board of Commissioners wishes to authorize additional grant funds in an amount not to exceed Thirty -Four Thousand Seven Hundred Dollars and Twenty -Five Cents ($34,700.25) ("Additional Funding") for a total project cost of Nine Hundred Thirty -Two Thousand Twenty -One Dollars and Twenty Cents ($932,021.20) ("Funds") for the Purpose stated herein; and WHEREAS, the Board of Commissioners finds that adopting this Resolution would further the redevelopment goals and objectives of the SEOPW CRA; and WHEREAS, based on the recommendation and findings of the Executive Director, attached and incorporated herein as Exhibit "A," it is in the SEOPW CRA's best interest for the Board of Commissioners to authorize, by an affirmative four -fifths (4/5ths) vote, a waiver of competitive sealed bidding procedures, pursuant to Sections 18-85 and 18-86 of the Code of the City of Miami, Florida, as amended ("City Code"), as adopted by the SEOPW CRA, to allocate said Funds, subject to availability, and authorize the Executive Director to negotiate and execute any and all documents necessary, all in forms acceptable to Counsel, with JEJ for the Purpose stated herein; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA: Page 6 of 7 Packet Pg. 57 4.4 Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated herein as if fully set forth in this Section. Section 2. Pursuant to Sections 18-85 and 18-86 of the City Code, as adopted by the SEOPW CRA, by a four -fifths (4/5'h) affirmative vote, after an advertised public hearing, the Executive Director's recommendation and written findings, attached and incorporated herein as Exhibit "A," that competitive negotiation methods and procedures are not practicable or advantageous to the SEOPW CRA, to allocate the Funds to JEJ for the Purpose stated herein, and waiving the requirements for said procedures is hereby ratified, approved, and confirmed. Section 3. The Executive Director is hereby authorized' to disburse the Funds, at his discretion, on a reimbursement basis or directly to vendors, upon presentation of invoices and satisfactory documentation from Other Grants and Aids - Account No. 10050.920101.883000.0000.00000 to JEJ for the Purpose stated herein. Section 4. The Executive Director is authorized' to negotiate and execute an agreement, including any and all necessary documents, all in forms acceptable to Counsel, for said Purpose. Section 5. This Resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND LEGAL SUFFICIENCY: • e oun sel 4/3/2025 1 The herein authorization is further subject to compliance with all legal requirements that may be imposed, including but not limited to those prescribed by applicable State law, City Charter and City Code provisions, as adopted by the SEOPW CRA. Page 7 of 7 Packet Pg. 58 SEOPW Board of Commissioners Meetii 4.4.a April 10, 20 5 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY 4/5ths RECOMMENDATION INTER -OFFICE MEMORANDUM To: Board Chair Christine King and Members of the SEOPW CRA Board Date: April 10, 2025 File: Subject: Recommendations and findings to waive competitive sealed bidding and negotiation methods pursuant to City Code 18-85(a) for J.E.J. Properties, Inc. From: James D. McQueen Enclosures: Exhibit "A" Executive Director BACKGROUND: The Board of Commissioners ("Board") of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA") is responsible for carrying out community redevelopment activities and projects within its redevelopment area in accordance with the 2018 Updated SEOPW CRA Redevelopment Plan ("Plan"). J.E.J. Properties, Inc., a Florida for -profit corporation ("JEJ"), is requesting additional assistance for the renovation and rehabilitation of the Dunns-Josephine Hotel, located at 1028 N.W. 3rd Avenue, Miami, Florida 33136, due to funding issues for costly expenses, including Builder's Risk and related insurance policies ("Purpose"). On July 25, 2024, the Board approved Resolution CRA-R-24-0051, authorizing a grant not to exceed Eight Hundred Ninety -Seven Thousand Three Hundred Twenty Dollars and Ninety -Five Cents ($897,320.95). The SEOPW CRA desires to provide additional funding in an amount not to exceed Thirty -Four Thousand Seven Hundred Dollars and Twenty -Five Cents ($34,700.25) for a grand total amount not to exceed Nine Hundred Thirty -Two Thousand Twenty - One Dollars and Twenty Cents ($932,021.20) for the Purpose stated herein. The Dunns-Josephine Hotel ("Hotel") has provided quality service to their guests since 2019, while employing current Overtown residents. The Hotel, originally built in 1938, needs significant improvements and repairs to address structural concerns, mold abatement, sinking floors, rotting wood and termites, as well as water intrusion issues. The building is placed in a prominent area of the business corridor of N.W. 3rd Avenue within the heart of the up and coming Culture and Entertainment District. It is recommended that an older building such as the Hotel be preserved and improved. The Executive Director has reviewed and vetted JEJ's request, in accordance with the objectives of the Plan. RECOMMENDATION: In light of the above -stated, approval of a waiver of the formal requirements of competitive sealed bidding methods as not being practicable or advantageous to the Southeast Overtown/Park West Community Redevelopment Agency as set forth in the City Code of Ordinances, as amended, specifically Sections 18-85(a) and the affirmation of these written findings and the forwarding the same to the Board of Commissioners of the SEOPW CRA by a four -fifths vote is respectfully requested. APPROVED es D. McQueen, ecutive Director Packet Pg. 59 4.4.b Additional Funding Letter February 3, 2025 Southeast Overtown/ Park West Community Redevelopment Agency 819 NW 2" d Avenue. Miami FL 33136 Dear Mr. McQueen, We want to thank you for your on -going support and funding assistance at the Dunn and Josephine Hotel. am writing this letter to request an additional $34,700.25 to cover the following costs that were not considered during our initial grant request. 1. Builder's risk insurance: This soft cost was a request from the City of Miami risk management. - $20,646.40 2. General Liability: This soft cost was a request from the City of Miami risk management. - $3,138.29 3. Additional renovation: To keep the hotel visible and attractive to our guest, additional exterior Hotel signs and lighting is required. - $10,915.56 We believe with your continuous supports Dunn and Josephine Hotel can achieve our set goals. Sincerely, Shirlene Ingraham Owner. Attachment: File # 17452 - Backup (17452 : Grant to J.E.J. Properties, Inc. for renovations at the historic Dunns-Josephine Hotel.) Packet Pg. 60 South Florida Casualty, Inc. 415 North 4th Street Lantana, FL 33462 Phone:561-533-6144 Fax:561-533-6170 J.E.J Properties, Inc. 950 NW 3rd Avenue Miami, FL 33136 4.4.b INVOICE Date: 2/6/2025 Producer: Elaine Ward Entered by: Raneisha J Customer Due Date Invoice # Policy Number Policy Effective Policy Expiratior TBA 02/06/2025 08/06/2025 -Please detach and return with remittance- Amount Remitted $ Policy:Builders Risk Effective: 02/06/2025 to 08/06/2025 Company Line of Business Transaction Description Premium Scottsdale In Builders Risk New Business 1028 NW 3rd Ave., $20,546.4 Agency Fee Miami, FL 33136 $100.0 Please Pay This Amount $20, 646.40 NOTES Please sign the attached echeck authorization form. This policy has a 100% minimum earned premium. Thank you Attachment: File # 17452 - Backup (17452 : Grant to J.E.J. Properties, Inc. for renovations at the historic Dunns-Josephine Hotel.) THANK YOU FOR YOUR BUSINESS! Packet Pg. 61 PREMIUM FINANCE AGREEMENT AND DISCLOSURE STATEMENT E.T.I./FLORIDA PLEASE CHECK APPROPRIATE BOX(ES) AMT. RECVD. CK.# AMT. 4.4.b E.T.I. FINANCIAL CORPORATION P.O. BOX 829522 PEMBROKE PINES, FL 33082 PH: (954) 510-8008 ❑ CONSUMER -PERSONAL M COMMERCIAL E( NEW CONTRACT ❑ ENDORSEMENT TO EXISTING AMT. PAID CK.# AMT. ACCOUNT N( 11145737 CK'D BY INSURED: Name and • .. . in policy) PRODUCER: Name and Place of Business J.E.J PROPERTIES, INC 950 NW 3RD AVE MIAMI, FL, 33136 PHONE (954) 240-4444 SOUTH FLORIDA CASUALTY INC. 415 NORTH 4TH STREET LANTANA ,FL, 33462-0000 PHONE (561) 533-6144 AGENT NO. 6015 In consideration of the premium payments to be made by E.T.I. Financial Corporation (hereinafter "E.T.I.') to the listed insurance companies, the named insured promises to pay to the order of E.T.I., the Total of Payments, subject to the provisions hereinafter set forth. 0 O 2 0 C a a) to 0 to C Total Premium Down Payment Unpaid Premium Balance Documentary Stamp Chg. ** ANNUAL PERCENTAGE ** FINANCE Amount Financed 0 Total of N Payments s $2,913.76 $934.69 $1,979.07 $7.35 RATE ** The cost of your credit at a yearly rate CHARGE *** The dollar amount the credit will cost you The amount of credit provided to you or on your behalf Amount youm will ha paid after you hav made all schedule tt) payments u) 23.19 $217.18 $1,986.42 0 $2,203.60 t' > 0 Total Sales Price c Your Payment Schedule Will Be: aa) The total cost of your credit including your payment Number of Payments Amount of Payment When Payments Are Due L Monthly starting 01 13 2025 and continuing ( $3,138.29 10 $220.36 the same day of each succeeding month until paid in fi ) N a) SECURITY: You are giving a security interest in the policy(ies) listed below You have the right to receive an itemization 1= LATE CHARGE: See next page, item number (3) three. of the amount financed. 0. PREPAYMENT: If you pay off early, you may be entitled to a refund of part 0 I want an itemization L r1 of the finance charge. 0 I do not want an itemization SCHEDULE OF POLICIES Lli EFFECTIVE DATE POLICY PREFIX OF POLICY AND NUMBER OR ANNUAL INSTALLMENT (1) FULL NAME OF INSURANCE COMPANY AND BRANCH OFFICE ADDRESS (2) NAME AND ADDRESS OF GENERAL AGENT TO WHICH POLICY PREMIUMS PAID TYPE CODE OF COVERAGE POLICIES SUBJECT TO AUDIT (1) YES NO POLICIES TERMS IN MONTHS COVERED BY PREM PREMI AMOU —; O -'-' ++ C c0 • • 12-13-2024 MT HAWLEY INSURANCE CO MGA:BASS UNDERWRITERS COMM GL Famed Fees Unearned Taxes 12 $2,50C $27. N $1 3£ et ti r a NOTE: NON-PAYMENT MAY RESULT IN CANCELLATION OF ABOVE POLICIES. Y ra Florida documentary stamp tax required by law in the amount indicated above has been paid or will be paid directly to the TOTAL $2,913.76 m Department of Revenue. Certificate of Registration #592611508 PREMIUM N NOTICE: 1. DO NOT SIGN THIS AGREEMENT BEFORE YOU READ IT OR IF IT CONTAINS ANY BLANK SPACE. 2. YOU ARE ENTITLED TO A COMPLETELY FILLED -IN COPY OF THIS AGREEME to 3. UNDER THE LAW, YOU HAVE THE RIGHT TO PAY OFF IN ADVANCE THE FULL AMOUNT DUE AND UNDER CERTAIN CONDITIONS TO OBTAIN A PARTIAL REFUND OF THE FINANCE CHARI R THE UNDERSIGNED EXECUTED THIS LOAN AGREEMENT AND RECEIVED A COPY THEREOF THIS 12-13-2024 *k Policy will be cancelled for Non -Payment SIG/ygT1t n QFiI pergg ,(1f Corporation, Title of Officer Signi Mistin Kitchen (Dec 11 902416'27 FIT) C a) E AGENT CERTIFICATION x t 0 The undersigned agent hereby certifies that all policies listed above hereof have been issued and delivered, and that the down payment as shown in the contract has been paid by g on behalf of the Insured, and that all policies listed therein were issued by this agency. The undersigned warrants that the above contract evidences a bona fide and leg < transaction; that the insured is of legal age and has capacity to contract, that the signature is genuine and he has delivered a copy of this contract to the Insured. Upon termination this Agreement or cancellation of any scheduled policies the undersigned agrees to pay the unearned commissions to E.T.I. provided the undersigned is not obligated to pay t same to the scheduled insurance companies or their agents. FORCO. USE g)44O PRINT NAME AND ADDRESS OF AGENT OR BROKER OF THE INSURANCE POLICY(IES) X itive 11 FLI01 N NOTICE: SEE NEXT PAGE FOR IMPORTANT INFORMATION Paae 1 Packet Pg. 62 4.4.b INVOICE ARC Electrical Corp 7345 SW 41 St Miami, FL 33155 arcelectrical@aol.com (305) 796-3672 Austin Akinrin:1028 NW 3`d Ave Bill to Dunn & Josephine 1028 NW 3rd Ave Miami F133136 Invoice details Invoice no.: 1722 Terms: Due on receipt Invoice date: 02/03/2025 Due date: 02/03/2025 Ship to BOFAM Construction Co. 1600 NW 3rd Ave, Miami FL 33136 # Date 1. 2. 3. Product or service Description Installation Tnstallation Installation 4. Labor Note to customer Thank you for your business. Qty Rate Amount Remove existing broken light pole 1 $2,100.00 $2,100.00 Remove hanging strip light in Courtyard, Supply additional socket outlets in Courtyard and in the laundry room Supply and install new exterior Hotel signage Supply new light pols and night light signs 1 $4,346.08 $4,346.08 Replace afci and afci/gfi dual typc brcakcrs with 1 $2,280.00 $2,280.00 standard brcakcrs Add 10 receptacles using existing circuits Run power to new washer and dryer Total 1 $2,189.48 $2,189.48 $10,915.56 Attachment: File # 17452 - Backup (17452 : Grant to J.E.J. Properties, Inc. for renovations at the historic Dunns-Josephine Hotel.) Packet Pg. 63 Christine King Board Chair 4.4.c James D. McQueen Executive Director Southeast Overtown/Park West Community Redevelopment Agency NOTICE OF PUBLIC HEARING PLEASE ALL TAKE NOTICE, the Board of Commissioners ("Board") of the Southeast Overtown / Park West Community Redevelopment Agency ("SEOPW CRA") will hold a Public Hearing Meeting on Thursday, April 10, 2025 at 10:00 A.M., or anytime thereafter, in the City Commission chambers located at Miami City Hall, 3500 Pan American Drive, Miami, FL 33133. The Board will consider the allocation of additional funding to J.E.J. Properties, Inc., a Florida for -profit corporation, to underwrite costs to support the renovation and rehabilitation of the historic Dunns-Josephine Hotel, built in 1938, located at 1028 N.W. 3rd Avenue, Miami, Florida, 33136. In accordance with the SEOPW CRA 2018 Redevelopment Plan Update ("Plan") and Section 163 Florida Statutes, the Board will consider the allocation of additional funding in an amount not to exceed Thirty -Four Thousand Seven Hundred Dollars and Twenty -Five Cents ($34,700.25), bringing the total project cost to an amount not to exceed Nine Hundred Thirty -Two Thousand Twenty -One Dollars and Twenty Cents ($932,021.20). All comments and questions with respect to the meeting and public participation should be addressed to James D. McQueen, Executive Director, or Vincent T. Brown, Esq., General Counsel/Deputy Director, at 819 N.W. 2nd Avenue, 3rd Floor, Miami, Florida 33136 or (305) 679-6800. This action is being considered pursuant to Sections 18-85 and 18-86 of the Code of the City of Miami, Florida as amended ("City Code"). The recommendation and findings to be considered in this matter are set forth in the proposed resolution and will be available as with the scheduled SEOPW CRA Board meeting or anytime thereafter in the City Commission chambers. The SEOPW CRA Board requests all interested parties be present or represented at the meeting, and may be heard with respect to any proposition before the SEOPW CRA Board, in which the Board may take action. Should any person desire to appeal any decision of the Board with respect to any matter considered at this meeting, that person shall ensure that a verbatim record of the proceedings is made, including all testimony and evidence upon which any appeal may be based (F.S. 286.0105). Pursuant to CRA-R-24-0071, whenever a scheduled SEOPW CRA meeting is cancelled or is not held due to a lack of a quorum or other emergency, a special SEOPW CRA meeting will be automatically scheduled for the Tuesday immediately following the cancelled meeting. In the event of one of the aforementioned circumstances, the special meeting would be held on April 15th, 2025, at 10:00 a.m. in the City Commission chambers located at Miami City Hall, 3500 Pan American Drive, Miami, FL 33133. All of the scheduled agenda items from that cancelled meeting shall automatically be scheduled as an agenda item at the special SEOPW CRA meeting. The City Clerk shall notify the public of the special meeting that is to take place by placing a notice of the special SEOPW CRA meeting at the entrance of City Hall, placing a notice on the SEOPW CRA's website, and, if feasible, placing an ad in a newspaper of general circulation before the special meeting on the immediately following Tuesday. There shall be no additional notice by publication required for any such scheduled agenda Attachment: File # 17452 - Notice to the Public (17452 : Grant to J.E.J. Properties, Inc. for renovations at the historic Dunns-Josephine Hotel.) Packet Pg. 64 Christine King Board Chair item that is moved to the special SEOPW CRA meeting. 4.4.c James D. McQueen Executive Director In accordance with the Americans with Disabilities Act of 1990, persons needing special accommodations to participate in this proceeding may contact the Office of the City Clerk at (305) 250-5361 (Voice), not later than two (2) business days prior to the proceeding. TTY users may call 711 (Florida Relay Service), not later than two (2) business days prior to the proceeding. (SEOPW CRA Seal) Ad No. 43679 Todd B. Hannon Clerk of the Board Attachment: File # 17452 - Notice to the Public (17452 : Grant to J.E.J. Properties, Inc. for renovations at the historic Dunns-Josephine Hotel.) Packet Pg. 65 4.5 SEOPW Board of Commissioners Meeting April 10, 2025 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY INTER -OFFICE MEMORANDUM To: Board Chair Christine King Date: April 3, 2025 and Members of the CRA Board File: 17453 From: James McQueen Executive Director Subject: Approve Series 2025 Bonds to be issued by the Southeast Overtown/Park West Community Redevelopment A Enclosures: File # 17453 - Exhibit A - Series 2025 Bonds File # 17453 - Exhibit B - Form of Bond Purchase Agreement File # 17453 -Exhibit C - Form of Prelim Official Statement File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement File # 17453 - Exhibit E - Form of Escrow Deposit Agreement File # 17453 - Notice of Bond Series Hearing 4.10 BACKGROUND: A Resolution of the Board of Commissioners ("Board") of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA"), with attachment(s), rescinding and replacing Resolution No. CRA-R-24-0067, adopted on October 24, 2024, in its entirety, and adopting a new Resolution, authorizing the Executive Director to enter into a Bond Purchase Agreement with Siebert Williams Shank & Co., LLC (the "Underwriter"), substantially in the form of the Bond Purchase Agreement attached, providing for the issuance of Tax Increment Revenue Bonds, Series 2025 ("Series 2025 Bonds"), in an aggregate principal amount not to exceed One Hundred Seventy -Five Million Dollars and Zero Cents ($175,000,000.00), to be issued in one or more series, for the purpose of financing certain community redevelopment grants to be used for the construction or rehabilitation of affordable housing projects and other capital improvements within the Redevelopment Area, and refinancing certain Packet Pg. 66 4.5 outstanding obligations, as established by an lnterlocal Cooperation Agreement dated March 31, 1983 ("Purpose"). The Series 2025 Bonds are secured solely by a lien on and pledge of tax increment revenues paid into the Southeast Overtown/Park West Community Redevelopment Trust Fund, established by Ordinance No. 82-115, enacted by the Board of County Commissioners of Miami -Dade County ("County"), Florida on December 21, 1982, Ordinance No. 9590, enacted by the City Commissioners of the City of Miami ("City"), Florida on April 6, 1983 and Ordinance No. 10018 enacted by the City on July 18, 1985. The exact terms of the Series 2025 Bonds, and the interest rate will be determined by the Executive Director upon the advice of the Bond Counsel retained by the SEOPW CRA to advise the SEOPW CRA in connection with the Series 2025 Bonds, subject to the following parameters: 1. The amount of the Series 2025 Bonds not exceeding $175,000,000.00 in aggregate principal amount. 2. An underwriting discount (including management fee and all expenses) not in excess of $5.00 per bond. 3. A true interest cost of not more than 5.50% per annum, with respect to the Series 2025 Bonds. 4. The final maturity date will be not later than March 1, 2042; and 5. A debt service savings of 3.00%, if it is to be determined to issue the Refunded Bonds. The Series 2025 Bonds will be issued consistent with the Bond Purchase Agreement and the various resolutions previously adopted by the Board of SEOPW CRA. This Resolution authorizes the Executive Director to execute and deliver all documents required in connection with the issuance of the Series 2025 Bonds, agreements or certificates relating to the Series 2025 Bonds, in substantially the attached form: 1. Bond Purchase Agreement 2. Preliminary Official Statement 3. Continuing Disclosure Agreement 4. Escrow Deposit Agreement All of the foregoing documents have been reviewed on behalf of the SEOPW CRA by its Financial Advisor, PFM Financial Advisors, LLC, its Bond Counsel, Bryant Miller Olive P.A., and its Disclosure Counsel, Weiss Serota Helfman Cole & Bierman, P.L. It is recommended that the Board of the SEOPW CRA approve and adopt the attached Resolution, authorizing the Executive Director, the Chairwoman, and other appropriate officers of the SEOPW CRA, pursuant to the Resolution, to execute all the documents required to consummate the transaction contemplated by the anticipated bond documents, subject to the sale of the Series 2025 Bonds being consistent with the parameters outlined herein and in the attached Resolution. Page 2 of 19 Packet Pg. 67 4.5 The SEOPW CRA has complied with Section 163.346, Florida Statutes in noticing its intent to authorize the issuance of the Series 2025 Bonds. JUSTIFICATION: Section 163.346, Florida Statutes authorizes the SEOPW CRA to issue redevelopment revenue bonds "to finance the undertaking of any community redevelopment [authorized] under this part" and the "power to issue refunding bonds for the payment or retirement of bonds or other obligations previously issued." FUNDING: $175,000,000.00 secured by the pledge of tax increment revenues. Page 3 of 19 Packet Pg. 68 4.5 AGENDA ITEM FINANCIAL INFORMATION FORM SEOPW CRA CRA Board Meeting Date: April 10, 2025 CRA Section: Brief description of CRA Agenda Item: N/A Project Number (if applicable): YES, there are sufficient funds in Line Item: Account Code: Amount: NO (Complete the following source of funds information): Amount budgeted in the line item: $ Balance in the line item: $ Amount needed in the line item: $ Sufficient funds will be transferred from the following line items: ACTION ACCOUNT NUMBER TOTAL Project No./Index/Minot Object From $ To $ From $ To $ Comments: Approved by: Executive Director 4/3/2025 Approval: M r 1 ,�it l Miguel A Valcntiri, ?rrarrce O c 4/3/2025 Page 4 of 19 Packet Pg. 69 4.5 Southeast Overtown/Park West Community Redevelopment Agency File Type: CRA Resolution Enactment Number: File Number: 17453 Final Action Date: A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), WITH ATTACHMENT(S), RESCINDING AND REPLACING RESOLUTION NO. CRA-R-24- 0067 ADOPTED ON OCTOBER 24, 2024, IN ITS ENTIRETY, AND ADOPTING A NEW RESOLUTION PROVIDING FOR THE ISSUANCE OF TAX INCREMENT REVENUE BONDS, SERIES 2025 ("SERIES 2025 BONDS"), IN AN AMOUNT NOT TO EXCEED ONE HUNDRED SEVENTY-FIVE MILLION DOLLARS AND ZERO CENTS ($175,000,000.00) TO BE ISSUED IN ONE OR MORE SERIES, FOR THE PURPOSE OF FINANCING CERTAIN GRANTS TO BE USED FOR THE CONSTRUCTION OR REHABILITATION OF AFFORDABLE HOUSING, FINANCING THE CONSTRUCTION OF OTHER CAPITAL IMPROVEMENTS IN THE REDEVELOPMENT AREA, AND REFINANCING CERTAIN OUTSTANDING OBLIGATIONS; DELEGATING THE AWARD OF THE SALE OF THE SERIES 2025 BONDS TO THE EXECUTIVE DIRECTOR; PROVIDING FOR SECURITY FOR THE HOLDERS OF SUCH SERIES 2025 BONDS; APPROVING THE FORM OF A PRELIMINARY OFFICIAL STATEMENT AND DELEGATING TO THE EXECUTIVE DIRECTOR THE AUTHORITY TO DEEM FINAL FOR CERTAIN PURPOSES AND APPROVE THE USE OF AND DISTRIBUTION OF THE PRELIMINARY OFFICIAL STATEMENT AND FINAL OFFICIAL STATEMENT WITH RESPECT TO THE SERIES 2025 BONDS; APPOINTING A REGISTRAR, PAYING AGENT AND FISCAL AGENT; APPOINTING AN ESCROW AGENT; APPOINTING A VERIFICATION AGENT; PROVIDING CERTAIN OTHER COVENANTS AND AGREEMENTS IN CONNECTION WITH THE ISSUANCE THEREOF; PROVIDING CERTAIN OTHER DETAILS WITH RESPECT THERETO; PROVIDING FOR SEVERABILITY; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, pursuant to Part III, Chapter 163, Florida Statutes (the "Redevelopment Act"), there was created by actions of Miami -Dade County, Florida (the "County") and the City of Miami, Florida (the "City") the Southeast Overtown/Park West Community Redevelopment Agency (the "SEOPW CRA") within the limits of the City; and WHEREAS, the SEOPW CRA previously adopted Resolution No. CRA-R-24-0067 on October 24, 2024, authorizing the issuance of its Tax Increment Revenue Bonds, Series 2024 in the original aggregate principal amount not to exceed $150,000,000; and WHEREAS, the SEOPW CRA desires to rescind Resolution No. CRA-R-24-0067, in its entirety, and adopt this Resolution to provide for an increase in the amount of bonds and additional project; and WHEREAS, the Board of County Commissioners of the County (the "County Commission") and the City Commission of the City (the "City Commission") have held all public hearings and have accomplished all actions required Page 5 of 19 Packet Pg. 70 4.5 to be taken under the Redevelopment Act in order to (i) designate the site of the Projects as a slum or blighted area under the Redevelopment Act (ii) adopt the community redevelopment plan for the site of the Projects, and (iii) create the hereinafter described Redevelopment Trust Fund; and 2 WHEREAS, the City and the County entered into an Interlocal Cooperation Agreement dated March 31, 1983, as amended, including, without limitation, by Amendments to Interlocal Cooperation Agreement dated November 15, 1990, as further amended by Amendment to 1983 Interlocal Cooperation Agreement dated January 22, 2010 between the City, the County and the SEOPW CRA (collectively, the "Interlocal Agreement"), which provided for the exercise of redevelopment powers by the City in the redevelopment area of the SEOPW CRA (the "Redevelopment Area"), the implementation of the community redevelopment plan for the Redevelopment Area (as modified from time to time, the "Redevelopment Plan"), the delegation by the County to the City of certain powers, and the use of tax increment financing to pay the costs of the implementation of the Redevelopment Plan; and WHEREAS, pursuant to the Interlocal Agreement there was established in accordance with Ordinance No. 82-115 enacted by the County Commission on December 21, 1982 ("Ordinance No. 82-115"), Ordinance No. 9590 enacted by the City Commission on April 6, 1983 and Ordinance No. 10018 enacted by the City Commission on July 18, 1985, the Southeast Overtown/Park West Community Redevelopment Trust Fund (the "Redevelopment Trust Fund"); and WHEREAS, pursuant to Section 4 of Ordinance No. 82-115, beginning with the twentieth year after the date of sale of the initial bonding or indebtedness and in every year thereafter, the County's annual appropriation of tax increment revenues to the Redevelopment Trust Fund shall not exceed the amount which is deposited in the nineteenth year; and WHEREAS, pursuant to an Interlocal Agreement dated August 6, 2007 among the Children's Trust District, the SEOPW CRA, the OMNI CRA (as defined herein) and the City (the "Children's Trust Fund Interlocal Agreement"), the SEOPW CRA agreed that the Children's Tax Increment Revenues (as defined herein) would be used for debt service on, and other obligations relating to, existing debts of the SEOPW CRA only after all other available Tax Increment Revenues have been exhausted for such purpose; and WHEREAS, because the Series 2025 Bonds issued hereunder will be issued after the date of the Children's Trust Fund Interlocal Agreement, the Children's Tax Increment Revenues shall be excluded from the Pledged Tax Increment Revenues described herein; and WHEREAS, pursuant to Section 5.e of the Interlocal Agreement dated December 31, 2007 among the SEOPW CRA, the City, the County and the OMNI CRA, as amended (the "2007 Interlocal Agreement"), for fiscal year 2017 through 2030, the SEOPW CRA may not budget in excess of 50% of the tax increment revenues collected from certain projects described in the 2007 Interlocal Agreement and must return 45% of tax increment revenues collected from such projects to the taxing authorities which paid such revenues into the Redevelopment Trust Fund, however the City has agreed to return its portion back to the SEOPW CRA for the development of affordable housing by the SEOPW CRA (the "2007 Interlocal Agreement TIF Revenues"); and 3 WHEREAS, the 2007 Interlocal Agreement TIF Revenues shall be excluded from the Pledged Tax Increment Revenues described herein; and WHEREAS, pursuant to the Gran Central Loan Agreement dated January 20, 1998 between the City and Gran Central Corporation (the "Gran Central Loan Agreement"), the City has agreed to utilize Tax Increment Revenues generated from the Designated Area (as herein defined) (the "Gran Central Designated Area TIF Revenues") for certain Page 6 of 19 Packet Pg. 71 4.5 obligations described therein and that do not include debt service on the Series 2025 Bonds (hereinafter defined); and WHEREAS, the Gran Central Designated Area TIF Revenues shall be excluded from the Pledged Tax Increment Revenues described herein; and WHEREAS, pursuant to an Interlocal Cooperation Agreement dated March 1, 2000 among the City, the SEOPW CRA and the OMNI CRA (the "2000 Interlocal Agreement"), it was agreed that the City, at the request of the SEOPW CRA, shall be the fiduciary for the SEOPW CRA and the SEOPW CRA was designated as the exclusive party responsible for the planning, development, program management, technical assistance, coordination, project administration, monitoring and other services required for the completion of the projects within the Redevelopment Area of the SEOPW CRA; and WHEREAS, the SEOPW CRA has requested in accordance with the 2000 Interlocal Agreement that the City serve as the fiduciary to the SEOPW CRA; and WHEREAS, pursuant to the Interlocal Agreement between the SEOPW CRA, the City and the South Florida Regional Transportation Agency dated November 8, 2016 (the "SFRTA Interlocal Agreement"), the City is expected to issue City Debt secured by Tax Increment Revenues generated in the Redevelopment Area (or such other security agreed to by the City and the SEOPW CRA), upon the occurrence of certain conditions; and WHEREAS, the City Debt may be paid from the proceeds of the Series 2025 Bonds; and WHEREAS, the SEOPW CRA has agreed to utilize Tax Increment Revenues generated from certain designated areas for certain obligations described herein and such Tax Increment Revenues will not be available for debt service on the Series 2025 Bonds; and WHEREAS, the SEOPW CRA desires to issue its Tax Increment Revenue Bonds, Series 2025 (the "Series 2025 Bonds") to finance the construction of the 2025 Redevelopment Projects which undertaking may be accomplished through grants to for -profit and/or not -for -profit businesses, to refund all or a portion of the outstanding Series 2014 Bonds, to fund reserves for the Series 2025 Bonds, to pay the City Obligation, if required, and to pay costs of issuance of the Series 2025 Bonds. 4 NOW, THEREFORE, BE IT RESOLVED BY THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, that: SECTION 1. AUTHORITY FOR THIS RESOLUTION. This Resolution is adopted pursuant to the Constitution of the State of Florida, the Redevelopment Act, the Interlocal Agreement, the Master Resolution and other applicable provisions of law. SECTION 2. DEFINITIONS. All capitalized undefined terms shall have the same meaning as set forth in the Master Resolution. Capitalized terms in the WHEREAS clauses shall have the meanings used therein, and unless the context otherwise requires, terms used herein shall have the meanings specified below: "Additional Bonds" means additional obligations issued in compliance with the terms, conditions and limitations contained herein which will have an equal lien on the Pledged Revenues with the Series 2025 Bonds and the Series 2014 Bonds, to the extent provided herein. "SEOPW CRA" means the Southeast Overtown/Park West Community Redevelopment Agency and any governmental entity as successor thereto that assumed the duties of the SEOPW CRA hereunder. "Bond Counsel" means Bryant Miller Olive P.A., Bond Counsel, or any other counsel designated by the SEOPW CRA and experienced in mafters relating to the validity of and exclusion from federal income taxation of interest on, obligations of states and their political subdivisions. "Bond Purchase Agreement" means the Bond Purchase Agreement between the SEOPW CRA and the Underwriter in connection with the sale of the Series 2025 Bonds and dated the date of sale of the Series 2025 Bonds. "Bond Year" means the annual period beginning on the second day Page 7 of 19 Packet Pg. 72 4.5 of March of each year and ending on the first day of March of the following year. "Bonds" means (i) the unrefunded portion of the Series 2014 Bonds, (ii) the Series 2025 Bonds, and (iii) any Additional Bonds issued pursuant to Article X of Master Resolution. "Bondholder," "Registered Owner," "Holder" and "Owner" mean the registered owner (or its authorized representative) of a Bond. "Business Day" means any day other than (i) a Saturday or Sunday, (ii) any day on which the offices of the SEOPW CRA, Paying Agent, Bond Insurer or Registrar are closed, or (iii) any day on which banking institutions are authorized or required by law, executive order or governmental decree to be closed in the City of New York or the State. 5 "Chairwoman" means the Chairwoman of the SEOPW CRA, or in her absence or unavailability or inability to perform, the Vice Chairman of the SEOPW CRA. "Children's Trust Fund Interlocal Agreement" means the Interlocal Agreement dated August 6, 2007 among the Children's Trust District, the SEOPW CRA, the OMNI CRA and the City. "Children's Tax Increment Revenues" means the portion of the Tax Increment Revenues derived from the imposition of a half - mil tax levied by the Children's Trust District against real property located within the Redevelopment Area. "Children's Trust District" means The Children's Trust, Miami - Dade County, an independent special taxing district created by Miami -Dade County pursuant to Section 125.901, Florida Statutes. "City" means the City of Miami, Florida. "City Debt" means the (i) City of Miami, Florida Special Obligation Non -Ad Valorem Revenue Bonds to be issued by the City pursuant to the SFRTA Interlocal Agreement, or (ii) a loan from the City to the SEOPW CRA for payment of the obligations under the SFRTA Interlocal Agreement. "City Obligation" means the debt service payable to the City secured by Tax Increment Revenues (or such other security agreed to by the City and the SEOPW CRA) for the payment of the City Debt. "City Commission" means the City Commission of the City of Miami. "Code" means the Internal Revenue Code of 1986, as amended, and applicable corresponding provisions of any future laws of the United States of America relating to federal income taxation, and except as otherwise provided herein or required by the context thereof, includes interpretations thereof contained or set forth in the applicable regulations of the Department of Treasury (including applicable final regulations, temporary regulations and proposed regulations), the applicable rulings of the Internal Revenue Service (including published Revenue Rulings and private lefter rulings), and applicable court rulings. "County" means Miami - Dade County, Florida. "County Commission" means the Board of County Commissioners of the County. "Designated Portion of the Redevelopment Area" means the area generally bounded by the Metrorail on the west, Northwest First Street on the south, Miami Avenue on the east, and Northwest Fifth Street on the north, which was added to the Redevelopment Area by Resolution No. R-63-86 adopted by the County on January 21, 1986. 6 "Downtown Retail TIF Obligation" means the obligation of the SEOPW CRA pursuant to the Block 55 Development Agreement dated as of October 1, 2018, as amended, by and between the SEOPW CRA and Downtown Retail Associates LLC (the "Downtown Developer"), to make payments to the Downtown Developer equal to 70% of the tax incremental tax revenues received by the SEOPW CRA with respect to the improvements on the property minus certain deductions. "DTC" means The Depository Trust Company, New York, New York, and its successors and assigns. "Escrow Agent" means Regions Bank, Jacksonville, Florida and its successors or assigns. "Escrow Deposit Agreement" means the escrow deposit agreement between the SEOPW CRA and the Escrow Agent. "Executive Director" means the officer of the SEOPW CRA who is performing the duties of the Executive Director of the SEOPW Page 8 of 19 Packet Pg. 73 4.5 CRA. "Finance Officer" means the Finance Officer of the SEOPW CRA who is performing the duties and functions of a finance officer for the SEOPW CRA. "Financial Advisor" means PFM Financial Advisors, LLC, or any other financial advisor designated by the SEOPW CRA and qualified to provide financial advisory services to governmental entities. "Gibson Park Obligation" means the obligation of the SEOPW CRA to pay to the City amounts relating to the Gibson Park improvements. "Gran Central Designated Area TIF Revenues" means the portion of the Tax Increment Revenues generated from the Designated Portion of the Redevelopment Area and deposited into the Redevelopment Trust Fund and obligated by the City to be used to repay the obligation of the City under the Gran Central Loan Agreement, if any. "Gran Central Loan Agreement" means the Gran Central Loan Agreement dated January 20, 1998 between the City and Gran Central Corporation, a Florida Corporation. "Grand Central TIF Obligation" means the obligation of the SEOPW CRA pursuant to the First Amended and Restated Covenant dated as of February 1, 2021 by and between the SEOPW CRA and Grand Central Holdings, LLC (the "Grand Central Developer"), to make payments to the Grand Central Developer equal to 65% of the tax incremental tax revenues received by the SEOPW CRA with respect to the improvements on the property minus certain deductions. "Master Resolution" means Resolution No. CRA-R- 12-0061 adopted on September 17, 2012, as amended and supplemented from time to time, authorizing the issuance of Bonds. 7 "Miami World Center TIF Obligation" means the obligation of the SEOPW CRA pursuant to the Amended and Restated Miami WorldCenter Economic Incentive Agreement dated as of February 21, 2017 among the SEOPW CRA, Miami First, LLC, Miami Third, LLC, Miami Fourth, LLC, Miami A/I, LLC, Block G Phase I LLC, Block G Phase 2 LLC and Tower 2, LLC (collectively, the "WorldCenter Developers"), to make payments to the WorldCenter Developers equal to 57% of the tax incremental tax revenues received by the SEOPW CRA with respect to the improvements on the property minus certain deductions. "Modified Pledged Tax Increment Revenues" means the Pledged Tax Increment Revenues received by the SEOPW CRA in the immediately preceding Fiscal Year, modified to reflect the Pledged Tax Increment Revenues which the SEOPW CRA would have received in such Fiscal Year (a) if (i) the total assessed valuation of the taxable real property in the Redevelopment Area used to determine the amount of Pledged Tax Increment Revenues to be received by the SEOPW CRA in such Fiscal Year had been equal to the total assessed valuation of the taxable real property in the Redevelopment Area determined in the most recent Property Assessment Certification of the County Property Appraiser, or the total assessed valuation of such taxable real property after the final determination of all property assessment appeals to the property appraisal assessment board appointed under Florida law, whichever is most recent; and (ii) the millage rates of the taxing authorities contributing to the Redevelopment Trust Fund used to determine the amount of the Pledged Tax Increment Revenues to be received by the SEOPW CRA in such Fiscal Year had such millage rates been reduced or rolled -back, in accordance with applicable law then in effect, to reflect the increase in the assessed valuation of the taxable real property in the Redevelopment Area set forth in clause (i) above, or the actual millage rates adopted by such taxing authorities subsequent to the most recent Property Assessment Certification referred to above, if then available; provided, however, that such Pledged Tax Increment Revenues determined in accordance with clause (i) and (ii) above shall be pro -rated for a partial year assessment, if applicable, and (b) with respect to the amount of the Pledged Tax Page 9 of 19 Packet Pg. 74 4.5 Increment Revenues received by the SEOPW CRA in each Fiscal Year prior to Fiscal Year 2017, assuming that the provisions of 5.e of the 2007 Interlocal Agreement were then in effect (Section 5.e of the 2007 Interlocal Agreement provides that for Fiscal Years 2017 through 2030, the SEOPW CRA may not budget in excess of 50% of the tax increment revenues collected from certain projects described in the 2007 Interlocal Agreement and must return 45% of the tax increment revenues collected from such projects to the taxing authorities which paid such revenues into the Redevelopment Trust Fund as provided therein, however the City has agreed to return its portion back to the SEOPW CRA for the development of affordable housing by the SEOPW CRA (the "2007 Interlocal Agreement TIF Revenues")), thereby resulting in a reduction in the amount of the Pledged Tax Increment Revenues received by the SEOPW CRA in each such Fiscal Year in an amount equal to the assumed 2007 Interlocal Agreement TIF Revenues for such Fiscal Year. "OMNI CRA" means the Community Redevelopment Agency for the Omni Community Redevelopment District, as amended, created pursuant to Resolution No. 86-868 of the City and Ordinance No. 87-47 of the County. 8 "Parity Obligations" means obligations of the SEOPW CRA, other than Bonds, and other obligations issued or incurred as permifted hereunder and secured by a lien on the Pledged Tax Increment Revenues on parity with the lien thereon securing the Bonds as provided herein. "Paying Agent" means Regions Bank, Jacksonville, Florida and its successors and assigns. "Person" means an individual, a corporation, a partnership, an association, a joint stock company, a trust, any unincorporated organization or governmental entity. "Pledged Revenues" means Pledged Tax Increment Revenues and amounts held in the funds and accounts established by this Resolution, except that (i) amounts held in the Rebate Account shall be used solely for the purposes provided in this Resolution and (ii) amounts in the subaccounts in the Reserve Account and Construction Fund shall secure only the Series of Bonds for which it was established in accordance with the provisions hereof. "Pledged Tax Increment Revenues" means Tax Increment Revenues, excluding for all purposes the 2007 Interlocal Agreement TIF Revenues, the Gran Central Designated Area TIF Revenues, the Children's Tax Increment Revenues, the Miami World Center TIF Obligation, Downtown Retail Obligation, the Grand Central TIF Obligation, the City Obligation, the Gibson Park Obligation, and those revenues specifically excluded in the Redevelopment Act, all as more particularly set forth in Section 7.01 of the Master Resolution; provided, however, that the tax increment revenues generated within any additional areas designated to be included within the Redevelopment Area of the SEOPW CRA and designated by the County and City to be slum or blighted areas within the meaning of the Redevelopment Act shall not constitute Pledged Tax Increment Revenues hereunder and shall not be subject to the pledge and lien created by this Resolution, unless (a) the Redevelopment Plan is amended to include such additional areas, and tax increment revenues generated within such additional areas are required under the Act to be deposited in the Redevelopment Trust Fund and (b) this Resolution is supplemented to expressly pledge the Tax Increment Revenues generated within such additional areas to the payment of the Bonds. "Redevelopment Act" means the Community Redevelopment Act of 1969, Chapter 163, Part III, Florida Statutes, as amended. "Redevelopment Trust Fund" means the Southeast Overtown/Park West Community Redevelopment Trust Fund authorized by the Interlocal Agreement and established by Ordinance No. 82-115, enacted by the County Commissioners on December 21, 1982, Ordinance No. 9590, enacted by the City Commission on April 6, 1983 and Ordinance No. 10018 enacted by Page 10 of 19 Packet Pg. 75 4.5 the City Commission on July 18, 1985, into which Tax Increment Revenues are deposited for repayment of debt service on the Bonds and authorized uses. "Refunded Bonds" means all or a portion of the SEOPW CRA's outstanding Tax Increment Revenue Bonds, Series 2014A. 9 "Registrar" means Regions Bank, Jacksonville, Florida and its successors and assigns. "Reserve Requirement" means, with respect to the Composite Reserve Subaccount, the Composite Reserve Requirement and with respect to each Series of Bonds issued hereunder that is not secured by the Composite Reserve Subaccount, the amount of money, if any, or available amount of a Reserve Product, if any, or a combination thereof, required by Supplemental Resolution adopted or otherwise designated by the SEOPW CRA prior to the issuance of such Series of Bonds to be maintained in the subaccount in the Reserve Account with respect to such Series of Bonds pursuant to Section 13 hereof. "Series 2014 Bonds" means any unrefunded portion of the SEOPW CRA's Tax Increment Revenue Bonds, Series 2014A. "Series 2025 Bonds" means the SEOPW CRA's Tax Increment Revenue Bonds, Series 2025 authorized to be issued herein, in one or more series. "State" means the State of Florida. "Tax Increment Revenue Bond Fund" means the fund created pursuant to Section 7.02 of the Master Resolution. "Tax Increment Revenues" means the moneys deposited into the Redevelopment Trust Fund (including all amounts on deposit therein on the date of delivery of the Series 2025 Bonds) as required by Section 163.387, Florida Statutes, annually by taxing authorities levying ad valorem taxes in the Redevelopment Area. "2000 Interlocal Agreement" means the Interlocal Cooperation Agreement dated March 1, 2000 among the City, the SEOPW CRA and the OMNI CRA. "2007 Interlocal Agreement" means the Interlocal Agreement dated December 31, 2007, among the City, the County and the OMNI CRA. "2007 Interlocal Agreement TIF Revenues" shall have the meaning given in the WHEREAS clauses herein. "2025 Redevelopment Projects" means the Projects within the Redevelopment Area more particularly described on Exhibit "A" aftached, in each case to be financed in whole or in part with proceeds of the Series 2025 Bonds. "Underwriter" means Siebert Williams Shank & Co., LLC. SECTION 3. FINDINGS. It is hereby ascertained, determined and declared that: The findings, declaration and determinations made by the City Commission and the County Commission defining the Redevelopment Area and approving the 10 Redevelopment Plan are hereby adopted as findings, declarations and determinations of the SEOPW CRA and are incorporated herein by reference. (a) The Pledged Tax Increment Revenues are not currently pledged or encumbered in any manner, except to the payment of the Series 2014 Bonds and the Refunded Bonds. (b) The existence of the slum and blighted areas in the Redevelopment Area and the shortage of affordable housing therein directly adversely affect the health, safety and welfare of the citizens and taxpayers therein and in the County. (c) The deterioration and blight in the Redevelopment Area and the shortage of affordable housing are such that they cannot be remedied without intervention by the SEOPW CRA to provide economic incentives to encourage redevelopment. (d) It is necessary to provide economic incentives to not -for -profit businesses and/or to private for -profit businesses through grants of land and/ or money, which at the discretion of the SEOPW CRA or its agent, may or may not be forgiven, to be applied to the 2025 Redevelopment Projects, in order to encourage the development of affordable housing and economic development in the Redevelopment Area through the construction of the 2025 Redevelopment Projects. (e) The 2025 Redevelopment Projects will provide a substantial benefit to the citizens in the Redevelopment Area and the County and will Page 11 of 19 Packet Pg. 76 4.5 serve a paramount public purpose with only incidental benefits accruing to the private developers receiving the grants of money to be applied to the 2025 Redevelopment Projects and to the affordable housing project to be included as part of the 2025 Redevelopment Projects. (f) The rehabilitation and redevelopment of the Redevelopment Area is necessary and in the interest of the public health, safety, morals and welfare of the citizens within the Redevelopment Area and the County and in order to carry out such rehabilitation and redevelopment it is necessary and appropriate for the SEOPW CRA to finance the 2025 Redevelopment Projects. (g) It is necessary and in the best interests of the SEOPW CRA to undertake or cause to be undertaken, the 2025 Redevelopment Projects and to issue the Series 2025 Bonds to finance the 2025 Redevelopment Projects, directly or through the issuance of grants to for profit or not- for- profit businesses, to fund reserves for the Series 2025 Bonds, to refund the Refunded Bonds, to pay the City Obligation, if required, and to pay or reimburse the SEOPW CRA for Costs of the 2025 Redevelopment Projects. (h) The SEOPW CRA is authorized under the Redevelopment Act to issue the Series 2025 Bonds to finance the undertaking of the 2025 Redevelopment Projects, to fund reserves for the Series 2025 Bonds, refund the Refunded Bonds, to pay the City Obligation, if 11 required, and to pay or reimburse the SEOPW CRA for Costs of the 2025 Redevelopment Projects. (i) The 2025 Redevelopment Projects are undertakings of community redevelopment as described in the Redevelopment Act. (j) The Series 2025 Bonds authorized and issued hereunder and under the Master Resolution shall be issued consistent with "community redevelopment" projects as defined in the Redevelopment Act. (k) The estimated Pledged Revenues will be sufficient to pay the principal of and interest on the Series 2025 Bonds, as the same become due, and all other payments provided for in this Resolution. (I) The principal of and interest on the Bonds to be issued pursuant to this Resolution and all other payments provided for in this Resolution will be secured solely by a pledge of, and will be payable from the Pledged Revenues, which the SEOPW CRA has full power and authority to pledge in the manner provided herein; and shall not be deemed to constitute a general or moral indebtedness or a pledge of the faith and credit of the SEOPW CRA, the County, the City, the State or any other political subdivision thereof within the meaning of any constitutional, legislative or charter provision or limitation. The SEOPW CRA has no taxing power. (m) The SEOPW CRA has provided notice of its intent to authorize the issuance of the Series 2025 Bonds in accordance with Section 163.346, Florida Statutes. SECTION 4. THIS RESOLUTION TO CONSTITUTE A CONTRACT. In consideration of the acceptance of the Series 2025 Bonds authorized to be issued hereunder by those who shall hold the same from time to time, this Resolution and the Master Resolution shall be deemed to be and shall constitute a contract between the SEOPW CRA and such Holders. The covenants and agreements herein set forth and in the Master Resolution to be performed by the SEOPW CRA shall be for the equal benefit, protection and security of the legal Holders of any and all of the Series 2025 Bonds, all of which shall be of equal rank and without preference, priority or distinction of any of the Series 2025 Bonds over any other thereof, except as expressly provided therein and herein. SECTION 5. AUTHORIZATION OF 2025 REDEVELOPMENT PROJECTS; AND ISSUANCE OF SERIES 2025 BONDS. The 2025 Redevelopment Projects and the payment of the Costs thereof from proceeds of the Series 2025 Bonds is hereby authorized. The 2025 Redevelopment Projects are "community redevelopment" projects and "undertakings" as defined in the Redevelopment Act. 12 Subject and pursuant to the provisions hereof, Page 12 of 19 Packet Pg. 77 4.5 the Series 2025 Bonds to be known as the "Southeast Overtown/Park West Community Redevelopment Agency Tax Increment Revenue Bonds, Series 2025" (or if such Series 2025 Bonds are issued in more than one series, or in a different calendar year, such other name and/ or series designation as the Chairwoman shall direct) are hereby authorized to be issued as tax-exempt or taxable in one or more series in the original aggregate principal amount of not to exceed $175,000,000 or such lesser amount as may be approved by the Chairwoman for the purpose of financing all or a portion of the Costs of the 2025 Redevelopment Projects, funding any reserves, refunding the Refunded Bonds, paying the City Obligation, if required, and paying the costs of issuance and expenses associated therewith. Notwithstanding anything herein to the contrary, based upon advice of the Financial Advisor to the SEOPW CRA that it is in the best financial interest of the SEOPW CRA, and the advice of Bond Counsel, the SEOPW CRA may elect to issue any of the Series 2025 Bonds and/ or may combine such Bonds into one or more Series and may modify the name or designation of each series of such Bonds accordingly. The Series 2025 Bonds shall be dated as of the date of delivery of such Series 2025 Bonds to the Underwriter; shall be issued as fully registered Series 2025 Bonds; shall be in such denominations and shall bear interest at a rate or rates not exceeding the maximum rate permifted by law, shall consist of such amounts of Serial Bonds and/or Term Bonds; maturing in such amounts and in such years not exceeding the maximum length permifted under the Redevelopment Act. The Series 2025 Bonds shall be numbered consecutively from one upward preceded by the lefter "R" prefixed to the number. The Series 2025 Bonds shall not be issued as Variable Rate Bonds. The 2025 Redevelopment Projects are not the types of projects described in Section 163.370(3), Florida Statutes. SECTION 6. AUTHORIZATION OF REFUNDING. There is hereby authorized the refunding of the Refunded Bonds, subject to Section 21 hereof. SECTION 7. PROVISIONS FOR REDEMPTION. The Series 2025 Bonds shall be subject to redemption prior to their maturity, at the option of the SEOPW CRA, at such times and in such manner as shall be fixed by Section 14. SECTION 8. BOOK ENTRY SYSTEM. Notwithstanding any provision of this Resolution to the contrary, a book -entry system of registration is hereby authorized for the Series 2025 Bonds. So long as the SEOPW CRA shall maintain a book -entry only system with respect to the Series 2025 Bonds, the following provisions shall apply: Upon initial issuance, the ownership of each such Series 2025 Bond shall be registered in the registration books kept by the Registrar in the name of Cede, as nominee of DTC. A 13 blanket issuer lefter of representations (the "BLoR") was entered into by the SEOPW CRA with The Depository Trust Company ("DTC"). It is intended that the Series 2025 Bonds be registered so as to participate in a global book -entry system with DTC as set forth herein and in such BLoR. The terms and conditions of such BLoR shall govern the registration of the Series 2025 Bonds. The Series 2025 Bonds shall be initially issued in the form of a single fully registered Bond for each maturity of such Series. Upon initial issuance, the ownership of such Series 2025 Bonds shall be registered by the Registrar in the name of Cede & Co. (DTC's partnership nominee) or such other name as may be requested by an authorized representative of DTC. So long as any Series 2025 Bond is registered in the name of DTC (or its nominee), the SEOPW CRA, the Registrar and the Paying Agent may treat DTC (or its nominee) as the sole and exclusive holder of such Series 2025 Bonds registered in its name, and all payments with respect to the principal or redemption price of, if any, and interest on such Series 2025 Bond ("Payments") and all notices with respect to such Series 2025 Bond ("Notices") shall be made or given, as Page 13 of 19 Packet Pg. 78 4.5 the case may be, to DTC. Transfers of Payments and delivery of Notices to DTC Participants shall be the responsibility of DTC and not of the SEOPW CRA, subject to any statutory and regulatory requirements as may be in effect from time to time. Transfers of Payments and delivery of Notices to beneficial owners of the Series 2025 Bonds by DTC Participants shall be the responsibility of such participants, indirect participants and other nominees of such beneficial owners and not of the SEOPW CRA, subject to any statutory and regulatory requirements as may be in effect from time to time. Upon (a) receipt by the SEOPW CRA of wriften notice from DTC (i) to the effect that a continuation of the requirement that all of the Outstanding Series 2025 Bonds be registered in the registration books kept by the Registrar in the name of Cede & Co., as nominee of DTC, is not in the best interest of the beneficial owners of the Series 2025 Bonds or (ii) to the effect that DTC is unable or unwilling to discharge its responsibilities and no substitute depository willing to undertake the functions of DTC hereunder can be found which is willing and able to undertake such functions upon reasonable and customary terms, (b) termination, for any reason, of the agreement among the SEOPW CRA, the Registrar and Paying Agent and DTC evidenced by the BLoR, or (c) determination by the SEOPW CRA that such book -entry only system should be discontinued by the SEOPW CRA, and compliance with the requirements of any agreement between the SEOPW CRA and DTC with respect thereto, the Series 2025 Bonds shall no longer be restricted to being registered in the registration books kept by the Registrar in the name of Cede & Co., as nominee of DTC, but may be registered in whatever name or names Holders shall designate, in accordance with the provisions hereof. In such event, the SEOPW CRA shall issue and the Registrar shall authenticate, transfer and exchange Series 2025 Bonds consistent with the terms hereof, in denominations of $5,000 or any integral multiple thereof to the Holders thereof. The foregoing notwithstanding, until such time as participation in the book -entry only system is discontinued, the provisions set forth in the BLoR shall apply to the registration and transfer of the Series 2025 Bonds and to Payments and Notices with respect thereto. 14 SECTION 9. APPLICATION OF PROVISIONS OF THE MASTER RESOLUTION. The Series 2025 Bonds, herein authorized, shall for all purposes (except as herein expressly provided) be considered to be issued under the authority of the Master Resolution, and shall be entitled to all the protection and security provided therein for the Bonds issued thereunder. The principal of and interest on the Series 2025 Bonds herein authorized shall be payable from the Debt Service Fund established in the Master Resolution on a parity with any other Bonds, and payments shall be made into such Debt Service Fund by the SEOPW CRA in amounts fully sufficient to pay the principal of and interest on the Series 2025 Bonds herein authorized as such principal and interest become due. SECTION 10. APPLICATION OF SERIES 2025 BOND PROCEEDS. The proceeds, including accrued interest and premium, if any, received from the sale of any or all of the Series 2025 Bonds shall be applied by the SEOPW CRA simultaneously with the delivery of such Series 2025 Bonds to the purchaser thereof, as follows: A. The capitalized interest, if any, shall be deposited into the Debt Service Fund and shall be used only for the purpose of paying interest becoming due on the Series 2025 Bonds. B. The initial Reserve Requirement for such Series 2025 Bonds, as determined pursuant to Section 13.B., shall be deposited in the subaccount in the Reserve Account created pursuant to the Master Resolution for the benefit of the Series 2025 Bonds, and shall be used only for the purposes provided therefor. C. A sum as specified in the Escrow Deposit Agreement shall be deposited to the escrow account pursuant to the Page 14 of 19 Packet Pg. 79 4.5 Escrow Deposit Agreement, if required. D. A sum specified in a certificate of the Executive Director of the SEOPW CRA shall be paid to the City for satisfaction of the City Obligation, if the City Obligation has been issued and is outstanding prior to the delivery of the Series 2025 Bonds. E. Pursuant to Section 7.03 of the Master Resolution, there is hereby established a separate account in the Construction Fund (the "Series 2025 Bonds Account") for the 2025 Redevelopment Projects to be financed by the Series 2025 Bonds. A sum specified in a certificate of the Executive Director of the SEOPW CRA shall be deposited into the Series 2025 Bonds Account of the Construction Fund. F. To the extent not paid by the original purchasers of the Series 2025 Bonds, the SEOPW CRA shall pay all costs and expenses in connection with the issuance, sale and delivery of the Series 2025 Bonds. SECTION 11. BONDS NOT TO BE INDEBTEDNESS OF THE SEOPW CRA. The Series 2025 Bonds shall not be or constitute general or moral obligations or indebtedness or a 15 pledge of the faith and credit of the SEOPW CRA, the City, the County, the State or any other political subdivision thereof within the meaning of any constitutional, legislative or charter provision or limitation, but shall be limited obligations of the SEOPW CRA, payable solely from and secured by a lien upon and a pledge of the Pledged Revenues, in the manner and to the extent herein provided. No Bondholder shall ever have the right directly or indirectly, to compel the exercise of the ad valorem taxing power of the City, the County, the State or any political subdivision thereof or taxation in any form on any real or personal property to pay such Series 2025 Bonds or the interest or premium, if any, thereon or for the payment of any other amounts provided herein. The SEOPW CRA has no taxing power. The Series 2025 Bonds and the indebtedness evidenced thereby shall not constitute a lien upon any other funds or property of the SEOPW CRA, and no Bondholder shall be entitled to payment of such principal, interest and premium, if any, from any other funds of the SEOPW CRA other than the Pledged Revenues, in the manner and to the extent herein provided. SECTION 12. PLEDGE OF REVENUES. The payment of the principal of, premium, if any, and interest on the Series 2025 Bonds shall be secured forthwith equally and ratably by an irrevocable lien on the Pledged Revenues, all in the manner and to the extent provided herein, and, as provided herein, the SEOPW CRA does hereby irrevocably pledge such Pledged Revenues, all to the payment of the principal of, premium, if any, and interest on the Series 2025 Bonds, the funding and maintaining of the reserves therefor as required herein and for all other payments as provided herein. The pledge and lien on Pledged Revenues securing the Series 2025 Bonds shall be prior and superior to all other liens or encumbrances on the Pledged Revenues; provided, however, that the pledge of and lien on the Pledged Tax Increment Revenues shall be on a parity with the pledge thereof and lien thereon securing the unrefunded portion of the Series 2014 Bonds, and any Parity Obligations issued or incurred as provided in Section 10.02 of Master Resolution. SECTION 13. RESERVE ACCOUNT. A. Reserve Account. Pursuant to the Master Resolution, the SEOPW CRA is authorized to establish a separate account within the Reserve Account for the benefit of the Series 2025 Bonds. The SEOPW CRA hereby elects to establish such account and on the date of issuance of the Series 2025 Bonds there shall be on deposit therein the Reserve Requirement for the Series 2025 Bonds. B. Delegation of Reserve Requirement. Subject to parameters set forth in this Section, the SEOPW CRA hereby authorizes the Executive Director to determine the Reserve Requirement for the Series 2025 Bonds, in consultation with the Financial Advisor. The Reserve Requirement for the Series 2025 Bonds shall not exceed an amount which equals the Page 15 of 19 Packet Pg. 80 4.5 lesser of (i) the Maximum Annual Debt Service on the Series 2025 Bonds occurring in any year, (ii) 125% of the average Debt Service Requirement on the Series 2025 Bonds, and (iii) 10% of the aggregate stated original principal amount of the Series 2025 Bonds; provided however, that the Reserve Requirement for the Series 2025 Bond could be zero. 16 The Executive Director shall execute a certificate dated the date of delivery of the Series 2025 Bonds certifying the Reserve Requirement for the Series 2025 Bonds. SECTION 14. DELEGATION OF AWARD OF SERIES 2025 BONDS. Subject to full satisfaction of the conditions set forth in this Section, the Board of the SEOPW CRA hereby authorizes a delegated negotiated sale of the Series 2025 Bonds to the Underwriter in accordance with the terms of the Bond PurchaseAgreement to be dated the date of sale and to be substantially in the form aftached hereto as Exhibit "B", with such changes, amendments, modifications, omissions and additions thereto as shall be approved by the Executive Director in accordance with the provisions of this Section (including, without limitation, making the final determination concerning the structuring and marketing of the Series 2025 Bonds to obtain the most favorable rating and interest rate on the Series 2025 Bonds), including the determination of issuing the Series 2025 Bonds in one or more series and designating the Series 2025 Bonds as tax-exempt or taxable, and the execution and delivery of the Bond Purchase Agreement by the Executive Director shall be deemed conclusive evidence of the approval of such changes and the full and complete satisfaction of the conditions set forth in this Section. Notwithstanding the foregoing, the Bond Purchase Agreement shall not be executed by the Executive Director until such time as all of the following conditions have been satisfied: 1. Receipt by the Executive Director of a wriften offer to purchase the Series 2025 Bonds by the Underwriter substantially in the form of the Bond Purchase Agreement, said offer to provide for, among other things, (i) the issuance of not exceeding $175,000,000 aggregate principal amount of Series 2025 Bonds, (ii) an underwriting discount (including management fee and all expenses) not in excess of $5.00 per bond, (iii) a true interest cost of not more than 5.50% per annum with respect to the Series 2025 Bonds, (iv) the maturities of the Series 2025 Bonds with the final maturity no later than March 1, 2042, and (v) a debt service savings of 3.00%, if it is determined to issue the Refunded Bonds. 2. The Series 2025 Bonds shall be subject to such optional and mandatory redemption provisions as provided in the Bond Purchase Agreement. 3. Receipt by the Executive Director from the Underwriter of a disclosure statement and truth -in -bonding information complying with Section 218.385, Florida Statutes and substantially in the form aftached to the Bond Purchase Agreement. Upon satisfaction of the conditions set forth in this Section, the Executive Director is hereby authorized to execute and deliver the Series 2025 Bonds and any other documents, agreements or certificates relating to the Series 2025 Bonds, and are further authorized and directed to prepare and furnish to the purchasers of the Series 2025 Bonds, when the Series 2025 Bonds are issued, certified copies of all the proceedings and records of the SEOPW CRA relating to the Series 2025 Bonds, and such other affidavits and certificates as may be required to show the facts relating to the legality and marketability of the Series 2025 Bonds as such facts appear from the books and records in the officers' custody and control or 17 as otherwise known to them; and all such certified copies, certificates and affidavits, including any heretofore furnished, shall constitute representations of the SEOPW CRA as to the truth of all statements contained therein. SECTION 15. PRELIMINARY OFFICIAL STATEMENT AND OFFICIAL STATEMENT. The Executive Director, Bond Counsel, Disclosure Counsel and the SEOPW CRA's Page 16 of 19 Packet Pg. 81 4.5 Financial Advisor are hereby authorized to prepare and to disseminate (or cause to be prepared and disseminated) copies of a "Preliminary Official Statement" in substantially the form aftached hereto as Exhibit "C" and are also authorized to prepare and disseminate a final official statement after execution of the Bond Purchase Agreement. At closing, the appropriate officers of the SEOPW CRA are authorized and directed to furnish a certificate to the effect that the Preliminary Official Statement and Official Statement did not as of their dates and do not contain any untrue statement or omission of a material fact. The Executive Director and the Finance Officer are authorized to deem final the Preliminary Official Statement prepared pursuant to this Section for purposes of Rule 15c2-12 (the "Rule") of the Securities and Exchange Commission. The SEOPW CRA hereby authorizes the preparation of a final Official Statement relating to the Series 2025 Bonds, which shall be in the form of the Preliminary Official Statement with such changes, alterations and corrections therein as may be approved by the officials of the SEOPW CRA executing the same, such approval to be conclusively established by such execution, and the Executive Director and the Finance Director are hereby authorized and directed for and in the name of the SEOPW CRA to execute and deliver the final Official Statement, as hereby approved. SECTION 16. CONTINUING DISCLOSURE. The SEOPW CRA hereby covenants and agrees that in order to provide for compliance by the SEOPW CRA with secondary market disclosure requirements of the Rule, that it will comply with and carry out all of the provisions of the Continuing Disclosure Agreement, in substantially the form aftached hereto as Exhibit "D," to be executed by the SEOPW CRA and dated the date of the issuance and delivery of the Series 2025 Bonds, as it may be amended from time to time in accordance with the terms thereof. Notwithstanding any other provisions of this Resolution, failure of the SEOPW CRA to comply with such Continuing Disclosure Agreement shall not be considered an event of default; however, any Bondholder may take action as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the SEOPW CRA to comply with its obligations under this Section. SECTION 17. APPOINTMENT OF REGISTRAR, PAYING AGENT AND FISCAL AGENT. Regions Bank, Jacksonville, Florida is hereby appointed as Registrar, Paying Agent and Fiscal Agent for the Series 2025 Bonds. The Executive Director and the Clerk of the Board of the SEOPW CRA are hereby authorized to enter into any agreements with such Registrar, Paying Agent, or Fiscal Agent which may be necessary to reflect the obligation of such Registrar, Paying Agent or Fiscal Agent to accept and perform the respective duties imposed 18 upon each and to effectuate the transactions contemplated, by this Resolution and the Master Resolution. SECTION 18. APPOINTMENT OF ESCROW AGENT AND APPROVAL OF ESCROW DEPOSIT AGREEMENT. Regions Bank, Jacksonville, Florida is hereby appointed as Escrow Agent for the Refunded Bonds. Simultaneously with the delivery of the Series 2025 Bonds to the initial purchasers, if it is determined to refinance the Refunded Bonds, the SEOPW CRA shall enter into the Escrow Deposit Agreement, in the form aftached hereto as Exhibit "E." The Executive Director and the Clerk of the Board of the SEOPW CRA are hereby authorized to enter into any agreements with such Escrow Agent, which may be necessary to reflect the obligation of such Escrow Agent to accept and perform the respective duties imposed upon it and to effectuate the transactions contemplated by this Resolution and the Master Resolution. SECTION 19. APPOINTMENT OF VERIFICATION AGENT. Robert Thomas CPA is hereby appointed to serve as verification agent with respect to the refunding of the Refunded Bonds. Page 17 of 19 Packet Pg. 82 4.5 SECTION 20. TRANSFER OF FUNDS. Moneys in the various funds and accounts created under the resolution authorizing the Refunded Bonds shall be transferred as provided by a certificate to be executed by the Executive Director and the Finance Officer. SECTION 21. REDEMPTION OF REFUNDED BONDS. The Executive Director is hereby authorized to select the Refunded Bonds to be refunded with the proceeds of the Series 2025 Bonds and is hereby authorized to call such Refunded Bonds in accordance with the Plan of Finance as described in the Preliminary Official Statement. The Paying Agent for the Refunded Bonds is hereby authorized to provide wriften notice of such redemption to the registered owners of such Refunded Bonds and to any Bondholder whose name and address are on file with the Paying Agent. The Escrow Agent is hereby authorized and directed to publish the notices of defeasance and redemption, if required. The Executive Directoris hereby authorized to direct the investment of funds held under the Escrow Deposit Agreement. The Executive Director, Bond Counsel and/or Escrow Agent to the extent necessary to accomplish the defeasance and refunding of the Refunded Bonds are authorized to (i) subscribe for United States Treasury Obligations — State and Local Government Series ("SLGS"), (ii) arrange for the purchase, from funds available for such purpose pursuant to the terms hereof, of Refunding Securities, or (iii) gross fund the escrow account and hold such moneys in cash. In the event the Executive Director determines to invest amounts held under the Escrow Deposit Agreement in Refunding Securities (other than SLGS), the Executive Director is hereby authorized to appoint a bidding agent to conduct a bid process for the purchase of such securities. 19 SECTION 22. INSURER PROVISIONS. A. Delegation of Insurer. In order to obtain the most favorable premiums on a Bond Insurance Policy, the Executive Director, in consultation with the Financial Advisor, is hereby authorized to negotiate with interested Bond Insurers and the Executive Director is authorized to accept, execute and deliver the commitment of whichever Insurer provides the terms and provisions which, after consultation with the SEOPW CRA's Financial Advisor, is in the best interest of the SEOPW CRA. The Executive Director can designate all, some or none of the Series 2025 Bonds to be insured. The Executive Director is hereby authorized to execute such agreements containing the provisions of the Bond Insurance Policy. The SEOPW CRA further authorizes application of Series 2025 Bond proceeds to payment of the premium for the Bond Insurance Policy. A statement of insurance is authorized to be printed on the Series 2025 Bonds for the benefit and information of the Bondholders. B. Delegation of Reserve Account Insurance Policy. If determined to be the most economical or prudent structure, the Executive Director, in consultation with the Financial Advisor, is hereby authorized to solicit bids from interested providers of Reserve Account Insurance Policies, in order to obtain the most favorable premiums on a Reserve Account Insurance Policy, and the Executive Director is authorized to accept, execute and deliver the commitment of whichever provider of the Reserve Account Insurance Policy provides the terms and provisions which, after consultation with the SEOPW CRA's Financial Advisor, is in the best interest of the SEOPW CRA. A Reserve Account Insurance Policy for the Series 2025 Bonds, together with other amounts or other credit instruments on deposit therein, equal to the Reserve Requirement for the Series 2025 Bonds is hereby authorized to be purchased from the selected provider of the Reserve Account Insurance Policy and payment for such Reserve Account Insurance Policy is hereby authorized from Series 2025 Bond proceeds. In furtherance thereof, the SEOPW CRA is hereby authorized to enter into a Financial Guaranty Agreement for the Series 2025 Bonds (the "Guaranty Page 18 of 19 Packet Pg. 83 4.5 Agreement") with such provider of the Reserve Account Insurance Policy and the Executive Director is hereby authorized to execute and deliver such Guaranty Agreement. SECTION 23. FURTHER AUTHORIZATIONS. The Chairwoman, the Executive Director, the Finance Officer, the Clerk of the SEOPW CRA, the Aftorney of the SEOPW CRA or any other appropriate officers of the SEOPW CRA are hereby authorized and directed to execute any and all certifications or other instruments or documents required by the Master Resolution, the Preliminary Official Statement, the final Official Statement, this Resolution or any other document referred to above as a prerequisite or precondition to the issuance of the Series 2025 Bonds and any such representation made therein by officers or representatives of the SEOPW CRA shall be deemed to be made on behalf of the SEOPW CRA. All action taken to date by the officers of the SEOPW CRA in furtherance of the issuance of the Series 2025 Bonds is hereby approved, confirmed and ratified. 20 SECTION 24. MODIFICATION OR AMENDMENT. This Resolution may be amended and supplemented to the same extent as the Master Resolution. SECTION 25. CONFLICTS REPEALED. All resolutions in conflict or inconsistent with this Resolution are to the extent of such conflict or inconsistency hereby modified or repealed. SECTION 26. EFFECTIVE DATE. This Resolution shall become effective immediately upon its adoption. [Remaining page intentionally left blank APPROVED AS TO FORM AND LEGAL SUFFICIENCY: Wei B ounsel 4/3/2025 Page 19 of 19 Packet Pg. 84 4.5.a EXHIBIT A Attachment: File # 17453 - Exhibit A - Series 2025 Bonds (17453 : Approve Series 2025 Bonds to be issued by the Southeast Overtown/Park Packet Pg. 85 4.5.a EXHIBIT "A" DESCRIPTION OF 2025 REDEVELOPMENT PROJECTS The 2025 Redevelopment Projects shall consist of the following: (1) Grants to developers, including, but not limited to: Developer Project Description Housing Trust Group (Rainbow Village I) 310 units of affordable/workforce housing, a new community center, a daycare center and commercial space for local businesses Housing Trust Group and AM Affordable Two five -story residential buildings and a Housing, Inc. (Courtside Apartments) parking garage Block 45, LLC Atlantic Station -a mixed use, mixed income transit oriented development Atlantic Pacific Communities, LLC Redevelopment of Culmer Gardens and Culmer Place public housing sites, consisting of 779 mixed income units and/or 599 affordable units (2) A new affordable housing development consisting of a 5-story 24-unit building to be owned by the Agency. (3) Public Parking Garage to be owned by the CRA and operated by the Miami Parking Authority. (4) An affordable housing project located at 1141 NW 3rd Ave, 242 NW 12th St, 234 NW 12t11 St and 224 NW 12th St, which will be a mixed -income, mixed use development designed to create housing for existing community residents with affordability levels in the range of 60% to 120% of the AMI. (5) Improvements to the 9th Street Pedestrian Mall to create a desirable walkway. (6) Grant to Girl Power Rocks, Inc, a not -for -profit to support the development of Mama Hattie's House. Attachment: File # 17453 - Exhibit A - Series 2025 Bonds (17453 : Approve Series 2025 Bonds to be issued by the Southeast Overtown/Park A-1 Packet Pg. 86 4.5.a (7) Grant to South Florida Transportation Authority for the Agency's obligation pursuant to the Interlocal Agreement between the Agency, the City and the South Florida Regional Transportation Agency dated November 8, 2016. (8) Retrofit of a County -owned building (formerly the Women's Detention Center) for use as a museum and the preservation of art. Attachment: File # 17453 - Exhibit A - Series 2025 Bonds (17453 : Approve Series 2025 Bonds to be issued by the Southeast Overtown/Park A-2 Packet Pg. 87 4.5.b EXHIBIT B FORM OF BOND PURCHASE AGREEMENT Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 88 4.5.b BOND PURCHASE AGREEMENT TAX INCREMENT REVENUE BONDS, SERIES 2025 The Board of Directors Southeast Overtown/Park West Community Redevelopment Agency Miami, Florida Ladies and Gentlemen: , 2025 The undersigned, Siebert Williams Shank & Co., LLC (the "Underwriter"), offers to enter into the following bond purchase agreement (this "Agreement") with the Southeast Overtown/Park West Community Redevelopment Agency, a public bond corporate and politic of the State of Florida (the "Agency") which, upon the Agency's written acceptance of this offer, will be binding upon the Agency and upon the Underwriter. This offer is made subject to the Agency's written acceptance hereof on or before 11:59 p.m., Eastern Daylight Time, on , 2025, and, if not so accepted, will be subject to withdrawal by the Underwriter upon written notice delivered to the Agency at any time prior to the acceptance hereof by the Agency. Terms not otherwise defined in this Agreement shall have the same meanings as set forth in the Resolution (as defined herein) or in the Official Statement of the Agency dated the date hereof, relating to the Bonds (as defined below), together with all appendices or exhibits, any materials incorporated by reference therein and any amendments or supplements thereto (collectively, the "Official Statement"). 1. Purchase and Sale of the Bonds. Subject to the terms and conditions and in reliance upon the representations, warranties and agreements set forth herein, the Underwriter hereby agrees to purchase from the Agency, and the Agency hereby agrees to sell and deliver to the Underwriter, all, but not less than all, of the Agency's $ Tax Increment Revenue Bonds, Series 2025 (the "Bonds"). The Agency acknowledges and agrees that: (i) the primary role of the Underwriter, as underwriter, is to purchase the Bonds in an arm's-length commercial transaction between the Agency and the Underwriter, and that the Underwriter has financial and other interests that differ from those of the Agency; (ii) the Underwriter is not acting as a municipal advisor, financial advisor, or fiduciary to the Agency and have not assumed any advisory or fiduciary responsibility to the Agency with respect to the transaction contemplated hereby and the discussions, undertakings and procedures leading thereto (irrespective of whether the Underwriter has provided other services or are currently providing other services to the Agency on other matters); (iii) the only obligations the Underwriter has to the Agency with respect to the transaction contemplated hereby expressly are set forth in this Agreement and the other Agency Documents (defined herein); (iv) the Underwriter has financial and other interests that differ from the Agency; and (v) the Agency has consulted its own financial and/or municipal, legal, accounting, tax and other advisors, as applicable, to the extent it deems appropriate. Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 89 4.5.b The principal amount of the Bonds to be issued, the dated date therefor, the maturities, interest rates per annum, prices and/or yields, sinking fund provisions (if any), optional redemption provisions, and other terms of the Bonds are set forth in Schedule I hereto. The Bonds shall be issued and secured under and pursuant to the Constitution and laws of the State of Florida (the "State"), including particularly the Community Redevelopment Act of 1969, Chapter 163, Part III, Florida Statutes, as amended, and other applicable provisions of law (the "Act"), and pursuant to Resolution No. CRA-R-12-0061, as amended and supplemented from time to time, adopted by the Board of Directors of the Agency (the "Board") on September 17, 2012 (the "Master Resolution"), as supplemented and particularly as supplemented by Resolution No. CRA-R-24- adopted by the Board on , 2025 (the "Supplemental Resolution" and, together with the Master Resolution, the "Resolution"). The Bonds are being issued for the purpose of providing funds, to (i) finance the construction of the 2025 Redevelopment Projects (as defined in the Resolution) which undertaking may be accomplished through grants to for -profit and/or not -for -profit businesses, (ii) refund all or a portion of the outstanding Agency's Tax Increment Revenue Bonds, Series 2014A, (iii) fund reserves for the Bonds, and (iv) pay the costs of issuance of the Bonds. The aggregate purchase price for the Bonds shall be $ (representing the $ .00 aggregate par amount of the Bonds, plus an original issue premium of $ , and less an underwriting discount of $ ). In accordance with Section 218.385, Florida Statutes, as amended, the Underwriter hereby discloses the information required by such Section, including a truth -in -bonding statement, as provided in Schedule II attached hereto. The Underwriter hereby agrees and makes the following representations and warranties to the Agency: (a) the Underwriter is an entity duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and qualified to conduct business in the State of Florida, (b) this Agreement has been duly authorized, executed and delivered by the Underwriter and, assuming the due authorization, execution and delivery by the Agency, is the legal, valid and binding obligation of the Underwriter enforceable in accordance with its terms, except as the enforceability of this Agreement may be limited by bankruptcy or other laws affecting creditors' rights generally and except that equitable remedies lie in the discretion of the court and may not be available, (c) the Underwriter is licensed by and registered with the Financial Industry Regulatory Authority as a broker dealer and the Municipal Securities Rulemaking Board (the "MSRB") as a municipal securities dealer, (d) neither the Underwriter nor any "person" or "affiliate" thereof has been on the "convicted vendor list" during the past thirty-six (36) months as all such terms are defined in Section 287.133, Florida Statutes, as amended. The Underwriter represents that it has been duly authorized to execute this Agreement. 2. Public Offering. The Underwriter agrees to make an initial public offering of all of the Bonds at prices not to exceed the public offering prices set forth on the inside front cover of the Official Statement (the "Offering Prices") and may subsequently change such Offering Prices without any requirement of prior notice. The Underwriter may offer and sell Bonds to certain dealers and others at prices lower than the Offering Prices to the extent allowed by the Code (defined herein). Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 2 Packet Pg. 90 4.5.b 3. Establishment of Issue Price. (a) The Underwriter, agrees to assist the Agency in establishing the issue price of the Bonds and shall execute and deliver to the Agency at Closing an "issue price" or similar certificate, substantially in the form attached hereto as Exhibit A, together with the supporting pricing wires or equivalent communications, with such modifications as may be appropriate or necessary, in the reasonable judgment of the Underwriter, the Agency, the Agency's Financial Advisor, and Bond Counsel, to accurately reflect, as applicable, the sales price or prices or the initial offering price or prices to the public of the Bonds. (b) Except as otherwise set forth in Schedule I to Exhibit A attached hereto, the Agency will treat the first price at which 10% of each maturity of the Bonds (the "10% test") is sold to the public as the issue price of that maturity. At or promptly after the execution of this Agreement, the Underwriter shall report to the Agency the price or prices at which the Underwriter has sold to the public each maturity of Bonds. If at that time the 10% test has not been satisfied as to any maturity of the Bonds, the Underwriter agrees to promptly report to the Agency the prices at which Bonds of that maturity have been sold by the Underwriter to the public. That reporting obligation shall continue, whether or not Closing has occurred, until either (i) all Bonds of that maturity have been sold or (ii) the 10% test has been satisfied as to the Bonds of that maturity, provided that, the Underwriter's reporting obligation after the Closing Date may be at reasonable periodic intervals or otherwise upon request of the Underwriter, the Agency or Bond Counsel. For purposes of this Section, if Bonds mature on the same date but have different interest rates, each separate CUSIP number within that maturity will be treated as a separate maturity of the Bonds. (c) If Exhibit A includes Schedule I, the Underwriter confirms that the Underwriter has offered the Bonds to the public on or before the date of this Agreement at the offering price or prices (the "initial offering price"), or at the corresponding yield or yields, set forth in Schedule I to Exhibit A attached hereto, except as otherwise set forth therein. Schedule I, should it exist, also sets forth, as of the date of this Agreement, the maturities, if any, of the Bonds for which the 10% test has not been satisfied and for which the Agency and the Underwriter agrees that the restrictions set forth in the next sentence shall apply, which will allow the Agency to treat the initial offering price to the public of each such maturity as of the sale date as the issue price of that maturity (the "hold -the -offering -price rule"). So long as the hold -the -offering -price rule remains applicable to any maturity of the Bonds, the Underwriter will neither offer nor sell unsold Bonds of that maturity to any person at a price that is higher than the initial offering price to the public during the period (the "Holding Period") starting on the sale date and ending on the earlier of the following: (1) the close of the fifth (5th) business day after the sale date; or (2) the date on which the Underwriter has sold at least 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public. The Underwriter will advise the Agency promptly after the close of the fifth (5th) business day after the sale date whether it has sold 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public. Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 3 Packet Pg. 91 4.5.b (d) The Underwriter confirms that: (1) any agreement among underwriters, any selling group agreement and each third -party distribution agreement (to which the Underwriter is a party) relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each Underwriter, each dealer who is a member of the selling group and each broker -dealer that is a party to such third -party distribution agreement, as applicable: (A)(i) to report the prices at which it sells to the public the unsold Bonds of each maturity allocated to it, whether or not the Closing Date has occurred, until either all Bonds of that maturity allocated to it have been sold or it is notified by the Underwriter that the 10% test has been satisfied as to the Bonds of that maturity, provided that, the reporting obligation after the Closing Date may be at reasonable periodic intervals or otherwise upon request of the Underwriter, and (ii) to comply with the hold -the -offering - price rule, if applicable, if and for so long as directed by the Underwriter and as set forth in the related pricing wires, and (B) to promptly notify the Underwriter of any sales of Bonds that, to its knowledge, are made to a purchaser who is a related party to an underwriter participating in the initial sale of the Bonds to the public (each such term being used as defined below), (C) to acknowledge that, unless otherwise advised by the Underwriter, dealer or broker -dealer, the Underwriter shall assume that each order submitted by the Underwriter, dealer or broker -dealer is a sale to the public. (2) any agreement among underwriters or selling group agreement relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each Underwriter or dealer that is a party to a third - party distribution agreement to be employed in connection with the initial sale of the Bonds to the public to require each broker -dealer that is a party to such third -party distribution agreement to (A) report the prices at which it sells to the public the unsold Bonds of each maturity allocated to it, whether or not the Closing Date has occurred, until either all Bonds of that maturity allocated to it have been sold or it is notified by the Underwriter or such other underwriter or dealer that the 10% test has been satisfied as to the Bonds of that maturity, provided that, the reporting obligation after the Closing Date may be at reasonable periodic intervals or otherwise upon request of the Underwriter or such other underwriter or dealer, and (B) comply with the hold -the -offering -price rule, if applicable, if and for so long as directed by the Underwriter or such other underwriter or dealer as set forth in the related pricing wires. (e) The Agency acknowledges that, in making the representations set forth in this section, the Underwriter will rely on (i) in the event a selling group has been created in connection with the initial sale of the Bonds to the public, the agreement of each dealer who is a member of the selling group to comply with the requirements for establishing the issue price of the Bonds, including, but not limited to, its agreement to comply with the hold -the -offering -price rule, if applicable to the Bonds, as set forth in a selling group agreement and the related pricing wires, and (ii) in the event that the Underwriter or dealer who is a member of the selling group is a party to a third -party distribution agreement was employed in connection with the initial sale of the Bonds to the public, the agreement of each broker -dealer that is a party to such agreement to comply with the requirements for establishing the issue price of the Bonds, including, but not limited to, its agreement to comply with the hold -the -offering -price rule, if applicable to the Bonds, as set forth Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 4 Packet Pg. 92 4.5.b in the third -party distribution agreement and the related pricing wires. The Agency further acknowledges that the Underwriter shall be solely liable for its failure to comply with its agreement regarding the requirements for establishing the issue price of the Bonds, including, but not limited to, its agreement to comply with the hold -the -offering -price rule, if applicable to the Bonds, and that the Underwriter shall not be liable for the failure of any other underwriter or dealer who is a member of a selling group, or of any broker -dealer that is a party to a third -party distribution agreement, to comply with its corresponding agreement to comply with the requirements for establishing the issue price of the Bonds, including, but not limited to, its agreement to comply with the hold -the -offering -price rule, if applicable to the Bonds. (f) The Underwriter acknowledges that sales of any Bonds to any person that is a related party to an underwriter participating in the initial sale of the Bonds to the public (each such term being used as defined below) shall not constitute sales to the public for purposes of this section. Further, for purposes of this Section 3: (1) "public" means any person (including an individual, trust, estate, partnership, association, company or corporation) other than an underwriter or a related party to an underwriter; (2) "underwriter" means (A) any person that agrees pursuant to a written contract with the Agency (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the public and (B) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (A) to participate in the initial sale of the Bonds to the public (including a member of a selling group or a party to a third -party distribution agreement participating in the initial sale of the Bonds to the public); (3) a purchaser of any of the Bonds is a "related party" to an underwriter if the underwriter and the purchaser are subject, directly or indirectly, to (A) more than 50% common ownership of the voting power or the total value of their stock, if both entities are corporations (including direct ownership by one corporation of another), (B) more than 50% common ownership of their capital interests or profits interests, if both entities are partnerships (including direct ownership by one partnership of another), or (C) more than 50% common ownership of the value of the outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the other); and (4) "sale date" means the date of execution of this Agreement by all parties. 4. The Official Statement. (a) The Preliminary Official Statement of the Agency dated , 2025 relating to the Bonds together with all appendices or exhibits, any materials incorporated by reference therein and any amendments or supplements thereto (collectively, the "Preliminary Official Statement") has been prepared by the Agency for use and distribution by the Underwriter in connection with the public offering, sale and distribution of the Bonds. The Agency hereby Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 5 Packet Pg. 93 4.5.b consents to and ratifies the use and distribution by the Underwriter of the Preliminary Official Statement in connection with the public offering of the Bonds. The Agency hereby represents and warrants that the Preliminary Official Statement is "deemed final" by the Agency as of its date, except for the omission of such information which is dependent upon the final pricing of the Bonds for completion, all as permitted to be excluded by Section (b)(1) of Rule 15c2-12 under the Securities Exchange Act of 1934, as amended (the "Rule"). (b) The Agency hereby authorizes and consents to the use of the Official Statement, including any amendments or supplements thereto, by the Underwriter in connection with the public offering and the sale of the Bonds. The Agency shall provide, or cause to be provided, to the Underwriter as soon as practicable after the date of the Agency's acceptance of this Agreement (but, in any event, not later than within seven (7) business days after the Agency's acceptance of this Agreement and in sufficient time to accompany any confirmation that requests payment from any customer) copies of the Official Statement, including any amendments or supplements thereto, which are complete as of the date of its delivery to the Underwriter in such quantity as the Underwriter shall reasonably request in order for the Underwriter to comply with Section (b)(4) of the Rule and the rules of the MSRB. The Agency hereby confirms that it agrees to the distribution of the Preliminary Official Statement and the Official Statement in electronic form, including any amendments or supplements thereto. (c) If, after the date of this Agreement to and including the date the Underwriter is no longer required to provide an Official Statement to potential customers and request the same pursuant to the Rule (the earlier of (i) ninety (90) days from the "end of the underwriting period" (as defined in the Rule) and (ii) the time when the Official Statement is available to any person from the MSRB, but in no case less than twenty-five (25) days after the "end of the underwriting period" for the Bonds), the Agency or the Underwriter becomes aware of any fact or event which would cause the Official Statement, as then supplemented or amended, to contain any untrue statement of a material fact or to omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, or if it is necessary to amend or supplement the Official Statement to comply with law, the Agency or the Underwriter, as applicable, will notify the other party (and for the purposes of this clause provide the Agency or the Underwriter, as applicable, with such information as it may from time to time request), and if, in the opinion of the Agency or reasonable opinion of the Underwriter, such fact or event requires preparation and publication of a supplement or amendment to the Official Statement, the Agency will forthwith prepare and furnish (in a form and manner approved by the Underwriter, the Agency, Bond Counsel, and Disclosure Counsel), at the Agency's own expense (unless such misstatement or omission was contained in information provided by the Underwriter, then at the Underwriter's expense), a reasonable number of copies of either amendments or supplements to the Official Statement so that the statements in the Official Statement as so amended and supplemented will comply with law or not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. Unless otherwise notified in writing by the Underwriter on or prior to the Closing Date, the Agency can assume that the "end of the underwriting period" for purposes of the Rule and this Section is the Closing Date. Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 6 Packet Pg. 94 4.5.b (d) The Underwriter hereby agrees to file, and the Agency authorizes the Underwriter to file, the Official Statement, including any amendments or supplements thereto, as required by the MSRB. 5. Representations, Warranties, and Covenants of the Agency. The Agency hereby represents and warrants to and covenants with the Underwriter as follows; provided that, except for clauses (a), (b), (c), (d), (1), (m), and (o), the below representations, warranties, and covenants are made to the best of its knowledge, information and belief: (a) The Agency is a public bond corporate and politic of the State duly created, organized and existing under the Constitution of the State and applicable laws of the State, including, particularly the Community Redevelopment Act of 1969, Chapter 163, Part III, Florida Statutes, as amended and other applicable provisions of law (the "Act"), and has full legal right, power and authority under the Act, and at the Closing Date will have full legal right, power and authority under the Act and the Resolution (i) to adopt the Resolution and to enter into, execute and deliver this Agreement, the Paying Agent and Bond Registrar Agreement (the "Paying Agent Agreement") by and between the Agency and , as the paying agent and bond registrar (the "Bank"), and the Continuing Disclosure Agreement relating to the Bonds (the "Undertaking") by and between the Agency and Digital Assurance Certification, LLC, as the disclosure dissemination agent, and all documents required hereunder and thereunder to be executed and delivered by the Agency (this Agreement, the Resolution, the Paying Agent Agreement, the Undertaking, and the other documents referred to in this clause are hereinafter referred to as the "Agency Documents"), (ii) to sell, issue and deliver the Bonds to the Underwriter as provided herein, and (iii) to carry out and consummate the transactions contemplated by the Agency Documents and the Official Statement, and as of the date hereof, the Agency has complied in all material respects with the terms of the Act and the Agency Documents as they pertain to such transactions; (b) By all necessary official action of the Agency, prior to or concurrently with the acceptance hereof, the Agency has duly authorized and approved (i) the issuance and sale of the Bonds, (ii) the distribution of the Preliminary Official Statement, and the execution, delivery, and distribution of the Official Statement, including any amendments or supplements thereto, for use by the Underwriter in connection with the public offering of the Bonds, (iii) the approval, execution and delivery of, and the performance by the Agency of the obligations on its part, contained in the Bonds and the Agency Documents, and (iv) the consummation by it of all other transactions contemplated by the Official Statement, and the Agency Documents and any and all such other agreements and documents as may be required to be executed, delivered and/or received by the Agency in order to carry out, give effect to, and consummate the transactions contemplated herein and in the Official Statement, in each case excepting any authorization that cannot be obtained prior to or concurrently with the date of this Agreement; (c) This Agreement constitutes a legal, valid and binding obligation of the Agency enforceable in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other similar laws and principles of equity relating to or affecting the enforcement of creditors' rights and subject to judicial discretion; the other Agency Documents, when executed by the respective parties thereto, will constitute legal, valid and binding obligations of the Agency, enforceable in accordance with their respective terms, subject to bankruptcy, insolvency, Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 7 Packet Pg. 95 4.5.b reorganization, moratorium and other similar laws and principles of equity relating to or affecting the enforcement of creditors' rights and subject to judicial discretion; the Bonds, when issued, delivered and paid for, in accordance with the Resolution and this Agreement, will constitute legal, valid and binding obligations of the Agency entitled to the benefits of the Resolution and enforceable in accordance with their terms, subject to bankruptcy, insolvency, reorganization, moratorium and other similar laws and principles of equity relating to or affecting the enforcement of creditors' rights and subject to judicial discretion; upon the issuance, authentication and delivery of the Bonds as aforesaid, the Resolution will provide, for the benefit of the holders, from time to time, of the Bonds, the legally valid and binding pledge of and lien it purports to create as set forth in the Resolution; (d) The Agency is lawfully empowered to pledge and grant an irrevocable lien upon the Pledged Revenues (as defined in the Resolution) to the payment of the principal of, premium, if any, and interest on the Bonds, in the manner provided in the Resolution, which pledge and lien on Pledged Revenues securing the Bonds shall be prior and superior to all other liens or encumbrances on the Pledged Revenues, subject to the conditions and limitations set forth in the Resolution; (e) Except as expressly disclosed in the Preliminary Official Statement and the Official Statement, including any amendments or supplements thereto, the Agency is not in breach of or default in any material respect under any applicable constitutional provision, law or administrative regulation of the State or the United States or any applicable judgment or decree or any loan agreement, indenture, bond, note, resolution, agreement or other instrument to which the Agency is a party or to which the Agency is or any of its property or assets are otherwise subject, and no event has occurred and is continuing which constitutes or with the passage of time or the giving of notice, or both, would constitute a default or event of default by the Agency under any of the foregoing; and when executed by the respective parties hereto and thereto, the Agency reasonably expects as of the date hereof that execution and delivery of the Bonds, the Agency Documents and the adoption of the Resolution and compliance with the provisions on the Agency's part contained therein, will not conflict with or constitute a breach of or default under any constitutional provision, administrative regulation, judgment, decree, loan agreement, indenture, bond, note, resolution, agreement or other instrument to which the Agency is a party or to which the Agency is or to which any of its property or assets are otherwise subject nor will any such execution, delivery, adoption or compliance result in the creation or imposition of any lien, charge or other security interest or encumbrance of any nature whatsoever upon any of the property or assets of the Agency to be pledged to secure the Bonds or under the terms of any such law, regulation or instrument, except as provided by the Bonds and the Resolution; (f) Except as expressly disclosed in the Preliminary Official Statement and the Official Statement, including any amendments or supplements thereto, the Agency has not in the prior five (5) years failed to comply in any material respect with any prior continuing disclosure obligation for any of its outstanding debt that was subject to the Rule at the time of issuance; (g) All authorizations, approvals, licenses, permits, consents and orders of any governmental authority, legislative body, board, agency or commission having jurisdiction of the matter which are required for the due authorization of, which would constitute a condition precedent to, or the absence of which would materially adversely affect the due perfoiinance by Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 8 Packet Pg. 96 4.5.b the Agency of its obligations under the Agency Documents, and the Bonds have been duly obtained, except for such approvals, consents and orders that may not be obtained until after the date of this Agreement or as may be required under the Blue Sky or securities laws of any jurisdiction in connection with the offering and sale of the Bonds; (h) Except as expressly disclosed in the Preliminary Official Statement and the Official Statement, including any amendments or supplements thereto, there is no, action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, government agency, public board or body, pending or, to the best knowledge of the Agency, threatened against the Agency, contesting the right of the members or officials of the Agency to hold and exercise their respective positions, the due organization and valid existence of the Agency, or affecting or seeking to prohibit, restrain, limit, or enjoin the sale, issuance or delivery of the Bonds or the pledge of the Pledged Revenues or the financing of the 2025 Redevelopment Projects pursuant to the Resolution or in any way contesting or affecting the validity or enforceability of the Bonds, the Agency Documents, or contesting in any way the completeness or accuracy of the Preliminary Official Statement or the Official Statement, including any amendments or supplements thereto, or contesting the powers of the Agency or the financing of the 2025 Redevelopment Projects, the issuance of the Bonds, the adoption of the Resolution or the execution and delivery of the Agency Documents, nor, to the best knowledge of the Agency, is there any basis therefor, where in each such action, suit, proceeding, inquiry or investigation an unfavorable decision, ruling or finding would materially adversely affect the validity or enforceability of the Bonds, the Agency Documents, or the excludability from gross income of interest on the Bonds for federal income tax purposes; (i) The Preliminary Official Statement (other than the information concerning DTC or its book -entry system of registration, information provided by the Underwriter in the Section entitled "UNDERWRITING") does not as of its date contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, except for "permitted omissions" as described in the Rule; (j) At the time of the Agency's acceptance hereof and (unless the Official Statement is amended or supplemented pursuant to paragraph (c) of Section 4 of this Agreement) at all times subsequent thereto during the period up to and including the Closing Date, the Official Statement (other than the information concerning DTC or its book -entry system of registration, information provided by the Underwriter in the Section entitled "UNDERWRITING") will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; (k) If the Official Statement is supplemented or amended pursuant to paragraph (c) of Section 4 of this Agreement, at the time of each supplement or amendment thereto and (unless subsequently again supplemented or amended pursuant to such paragraph) at all times subsequent thereto during the period up to and including the Closing Date, the Official Statement as so supplemented or amended (other than the information concerning DTC or its book -entry system of registration and information provided by the Underwriter in the Section entitled "UNDERWRITING") will not contain any untrue statement of a material fact or omit to state any Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 9 Packet Pg. 97 4.5.b material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which made, not misleading; (1) The Agency will apply, or cause to be applied, the proceeds from the sale of the Bonds as described in the Official Statement, subject to all of the terms and provisions of the Resolution, and shall not knowingly take or omit to take any action that, under existing law, may adversely affect the exclusion from gross income for federal income tax purposes, or the exemption from any applicable state tax, of the interest on the Bonds; (m) The Agency will furnish such information and execute such instruments and take such action in cooperation with the Underwriter as the underwriter may reasonably request: (i) to (A) qualify the Bonds for offer and sale under the Blue Sky or other securities laws and regulations of such states and other jurisdictions in the United States as the Underwriter may designate, and (B) determine the eligibility of the Bonds for investment under the laws of such states and other jurisdictions; and (ii) to continue such qualifications in effect so long as required for the distribution of the Bonds (provided, however, that the Agency will not be required to qualify as a foreign corporation or to file any general or special consents to service of process under the laws of any jurisdiction, or comply with any other requirements reasonably deemed by it to be unduly burdensome) and will advise the Underwriter promptly upon receipt by the Agency of any notification with respect to the suspension of the qualification of the Bonds for sale in any jurisdiction or the initiation or threat of any proceeding for that purpose; (n) The financial statements of the Agency for the Fiscal Year ended [September 30, 2024] and other financial information regarding the Agency in the Preliminary Official Statement and the Official Statement, including any amendments or supplements thereto, fairly present the financial position and results of the Agency as of the dates and for the periods therein set forth in accordance with generally accepted accounting principles as promulgated by the Governmental Accounting Standards Board consistently applied, and since the dates thereof, there has been no material adverse change in the financial position or results of operations of the Agency except as may be expressly disclosed in the Preliminary Official Statement or the Official Statement, including any amendments or supplements thereto; (o) Prior to the Closing, the Agency will not offer or issue any bonds, notes or other obligations for borrowed money or incur any material liabilities, direct or contingent, payable from or secured by any of the Pledged Revenues without the prior written approval of the Underwriter; (p) Any certificate, signed by any official of the Agency authorized to do so in connection with the transactions contemplated by this Agreement, shall be deemed a representation and warranty by the Agency to the Underwriter as to the statements made therein; (q) Except as expressly disclosed in the Official Statement, including any amendments or supplements thereto, the Agency has not been in default as to principal or interest with respect to an obligation issued or guaranteed by the Agency since December 31, 1975 (r) Subsequent to the respective dates as of which information is given in the Preliminary Official Statement and the Official Statement, including any amendments or supplements thereto, and prior to the Closing Date, except as expressly set forth in or contemplated Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 10 Packet Pg. 98 4.5.b by the Preliminary Official Statement and the Official Statement, including any amendments or supplements thereto, unless consented to in writing by the Underwriter, (i) the Agency has not incurred any material liabilities or obligations, direct or contingent, except in the ordinary course of business and as budgeted, and has not entered into and will not have entered into any material transaction not in the ordinary course of business and as budgeted, (ii) there has not been and will not have been any material adverse change in the business or financial position or results of operations of the Agency or the Omni Community Redevelopment District (the "District"), (iii) no loss or damage (whether or not insured) to the property of the Agency or District has been or will have been sustained which materially and adversely affects the operations of the Agency or District, and (iv) no legal or governmental proceedings affecting the Agency or District or the transactions contemplated by this Agreement have been or will have been instituted or threatened which is material. 6. Closing. (a) At 10:00 a.m. Eastern Daylight Time, on , 2025, or at such other time and date as shall have been mutually agreed upon by the Agency and the Underwriter (the "Closing" or the "Closing Date"), the Agency will, subject to the terms and conditions hereof, deliver the Bonds to the Underwriter as provided in (b) below, duly executed and authenticated, together with the other documents hereinafter mentioned, and the Underwriter will, subject to the terms and conditions hereof, accept such delivery and pay the purchase price of the Bonds as set forth in Section 1 of this Agreement by a wire transfer payable in immediately available funds to the order of the Agency. Payment for the Bonds as aforesaid shall be made at the offices of Agency, or such other place as shall have been mutually agreed upon by the Agency and the Underwriter. (b) Delivery of the Bonds shall be made to DTC, New York, New York through its FAST system of registration. The Bonds shall be delivered in definitive fully registered form, bearing CUSIP numbers, with one Bond for each maturity of the Bonds, registered in the name of Cede & Co., all as provided in the Resolution, and shall be made available to the Underwriter at least one (1) business day before the Closing for purposes of inspection. 7. Closing Conditions. The Underwriter has entered into this Agreement in reliance upon the representations, warranties and agreements of the Agency contained herein, and in reliance upon the representations, warranties and agreements to be contained in the documents and instruments to be delivered at the Closing and upon the performance by the Agency of its obligations hereunder, both as of the date hereof and as of the date of the Closing. Accordingly, the Underwriter's obligations under this Agreement to purchase, to accept delivery of and to pay for the Bonds shall be conditioned upon the performance by the Agency of its obligations to be performed hereunder and under such documents and instruments at or prior to the Closing, and shall also be subject to the following additional conditions, including the delivery by the Agency of such documents as are enumerated herein, in form and substance reasonably satisfactory to the Underwriter: (a) The representations and warranties of the Agency contained herein shall be true, complete and correct on the date hereof and on and as of the date of the Closing, as if made on the Closing Date; Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 11 Packet Pg. 99 4.5.b (b) The Agency shall have performed and complied with all agreements and conditions required by this Agreement to be performed or complied with by it prior to or at the Closing; (c) At the time of the Closing, (i) the Agency Documents and the Bonds shall be in full force and effect in the form heretofore approved by the Underwriter and shall not have been amended, modified or supplemented, and the Official Statement shall not have been supplemented or amended, except in any such case as may have been agreed to by the Underwriter; (ii) all actions of the Agency required to be taken by the Agency shall be performed in order for Bond Counsel and other counsel to deliver their respective opinions referred to hereafter; (d) At or prior to the Closing, the Resolution shall have been duly adopted and in full force and effect by the Agency and the Agency shall have duly executed and delivered the Bonds to the Registrar, and the Registrar shall have duly authenticated the Bonds; (e) The Agency shall not have failed to pay principal or interest when due on any of its outstanding obligations for borrowed money; (f) All instruments and other documents to be executed, and all other legal matters in connection with the transactions contemplated by this Agreement shall be reasonably satisfactory in legal form and effect to the Underwriter; and (g) At or prior to the Closing, the Underwriter shall have received copies of each of the following documents: (1) The Official Statement, and each supplement or amendment thereto, if any, executed on behalf of the Agency by its Executive Director or Finance Officer, or such other official as may have been authorized by the Resolution and agreed to by the Underwriter, and the reports and audits referred to or appearing in the Official Statement; (2) The Resolution; (3) Fully executed counterparts of the Agency Documents; (4) A final approving opinion of Bryant Miller Olive P.A. ("Bond Counsel"), with respect to the Bonds, dated the Closing Date, in substantially the form attached to the Official Statement as Appendix D; (5) A letter of Bond Counsel, addressed to the Underwriter and dated the Closing Date, to the effect that their final approving opinion referred to in Section 7(g)(4) hereof may be relied upon by the Underwriter to the same extent as if such opinion were addressed to the Underwriter; (6) A supplemental opinion of Bond Counsel, addressed to the Underwriter, dated the Closing Date, substantially to the effect that: (i) [the statements contained in the Official Statement under the headings captioned "INTRODUCTION," "DESCRIPTION OF THE SERIES 2025 BONDS" (excluding the subheading "Book -Entry Only System"), "SECURITY Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 12 Packet Pg. 100 4.5.b FOR AND SOURCE OF PAYMENT FOR THE SERIES 2025 BONDS," "THE REDEVELOPMENT — Development Agreements," "TAX MATTERS," "ENFORCEABILITY OF REMEDIES," "VALIDATION," "APPENDIX B: THE RESOLUTION," and "APPENDIX D: FORM OF OPINION OF BOND COUNSEL," fairly and accurately summarize the matters or portions of the documents purported to be summarized therein; provided that no view is expressed as to information in the Official Statement concerning DTC (as defined in the Official Statement) or the book entry system of registration for the Bonds; and] (ii) the Bonds are not subject to the registration requirements of the Securities Act of 1933, as amended, and the Resolution is exempt from qualification under the Trust Indenture Act of 1939, as amended; (7) An opinion of Weiss Serota Helfman Cole & Bierman, P.L., Disclosure Counsel, dated the Closing Date and addressed to the Agency, in substantially the form attached hereto as Exhibit B, together with a reliance letter thereon addressed to the Underwriter; (8) An opinion of [ ], Special Agency Counsel, addressed to the Agency, Bond Counsel, Disclosure Counsel and the Underwriter and dated the Closing Date, in substantially the fonn attached hereto as Exhibit C; (9) A certificate, dated the Closing Date, signed by the Executive Director or the Finance officer of the Agency, or such other officials as authorized by the Resolution and satisfactory to the Underwriter, and in form and substance satisfactory to the Underwriter, to the effect that the information contained in the Preliminary Official Statement and the Official Statement, including any amendments or supplements thereto (other than the information concerning DTC or its book -entry system of registration and information provided by the Underwriter in the Section entitled "UNDERWRITING") do not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which made, not misleading, and the representations and warranties of the Agency contained herein are true and correct in all material respects on and as of the Closing Date as if made on the Closing Date; (10) A certificate of the Agency in form and substance satisfactory to Bond Counsel and counsel to the Underwriter (i) setting forth the facts, estimates and circumstances in existence on the Closing Date, which establish that the proceeds of the Bonds will not be used in a manner that would cause the Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Internal Revenue Code of 1986, as amended (the "Code"), and any applicable regulations (whether final, temporary or proposed), issued pursuant to the Code, and (ii) certifying that there are no other facts, estimates or circumstances that would materially change the conclusions, representations and expectations contained in such certificate; (11) A certificate of an authorized representative of the Bank to the effect that (i) the Bank is a national banking association duly organized, validly existing and in good Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 13 Packet Pg. 101 4.5.b standing under the law of the United States of America and is duly authorized to exercise trust powers in the State of Florida, (ii) the Bank has all requisite authority, power, licenses, permits and franchises, and has full corporate power and legal authority to execute and perform its functions under the Resolution and the Paying Agent Agreement, (iii) the performance by the Bank of its functions under the Resolution and the Paying Agent Agreement will not result in any violation of the Articles of Association or Bylaws of the Bank, any court order to which the Bank is subject or any agreement, indenture or other obligation or instrument to which the Bank is a party or by which the Bank is bound, and no approval or other action by any governmental authority or agency having supervisory authority over the Bank is required to be obtained by the Bank in order to perform its functions under the Resolution and the Paying Agent Agreement, (iv) the Paying Agent Agreement constitutes a valid and binding obligation of the Bank in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights generally and subject, as to enforceability, to general principles of equity and (v) to the best of such authorized representative's knowledge, there is no action, suit, proceeding or investigation at law or in equity before any court, public board or body pending or, to his or her knowledge, threatened against or affecting the Bank wherein an unfavorable decision, ruling or finding on an issue raised by any party thereto is likely to materially and adversely affect the ability of the Bank to perform its obligations under the Resolution and the Paying Agent Agreement; (12) A letter of McGuireWoods LLP, counsel to the Underwriter dated the Closing Date, in substantially the form attached hereto as Exhibit D; (13) A copy of the signed letter of representations from the Agency to DTC; (14) A certificate of the Executive Director or the Finance Officer of the Agency deeming the Preliminary Official Statement and any supplement or amendment thereto "final" as of its date for the purposes of the Rule; (15) A letter of Moody's Investor's Service that the Bonds have an underlying rating of " ," and a letter of S&P Global Ratings, a division of Standard & Poor's Financial Services LLC that the Bonds have an underlying rating of " " and that all such ratings are in effect as of the Closing Date; and (16) Such additional legal opinions, certificates, instruments and other documents as the Underwriter or counsel to the Underwriter, the Agency, Bond Counsel, Disclosure Counsel, or the Agency's Financial Advisor may reasonably request to evidence the truth and accuracy, as of the date hereof and as of the Closing Date, of the Agency's representations and warranties contained herein and of the statements and information contained in the Preliminary Official Statement and the Official Statement, including any amendments or supplements thereto, and the due performance or satisfaction by the Agency on or prior to the Closing Date of all the respective agreements then to be performed and conditions then to be satisfied by the Agency. If the Agency shall be unable to satisfy the conditions to the obligations of the Underwriter to purchase, to accept delivery of and to pay for the Bonds contained in this Agreement, or if the Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 14 Packet Pg. 102 4.5.b obligations of the Underwriter to purchase, to accept delivery of and to pay for the Bonds shall not be satisfied or shall be terminated for any reason permitted by this Agreement, this Agreement shall terminate and neither the Underwriter, nor the Agency shall be under any further obligation hereunder, except that the respective obligations of the Agency and the Underwriter set forth in 8 hereof shall continue in full force and effect. 8. Termination. The Underwriter shall have the right to cancel its obligation to purchase the Bonds if, between the date of this Agreement and the Closing by written notice to the Agency if, in the sole and reasonable judgment of the Underwriter, any of the following events shall occur on or after the date of this Agreement: (a) the market price or marketability of the Bonds, or the ability of the Underwriter to enforce contracts for the sale of the Bonds, shall be materially adversely affected by any of the following events: (i) legislation shall have been enacted by the Congress of the United States or the legislature of the State or shall have been favorably reported out of committee of either body or be pending in committee of either body, or shall have been recommended to the Congress for passage by the President of the United States or a member of the President's Cabinet, or a decision shall have been rendered by a court of the United States or the State or the Tax Court of the United States, or a ruling, resolution, regulation or temporary regulation, release or announcement shall have been made or shall have been proposed to be made by the Treasury Department of the United States or the Internal Revenue Service, or other federal or state authority with appropriate jurisdiction, with respect to federal or state taxation upon interest received on obligations of the general character of the Bonds; or (ii) there shall have occurred (1) an outbreak or escalation of hostilities or the declaration by the United States of a national emergency or war, (2) any other calamity or crisis (including pandemics) in the financial markets of the United States or elsewhere, (3) the sovereign debt rating of the United States is downgraded by any major credit rating agency or a payment default occurs on United States Treasury obligations, or (4) a default with respect to the debt obligations of, or the institution of proceedings under any federal bankruptcy laws by or against, the Agency; or (iii) a general suspension of trading on the New York Stock Exchange or other major exchange shall be in force, or minimum or maximum prices for trading shall have been fixed and be in force, or maximum ranges for prices for securities shall have been required and be in force on any such exchange, whether by virtue of determination by that exchange or by order of the Securities and Exchange Commission ("SEC") or any other governmental authority having jurisdiction; or (iv) legislation shall have been enacted by the Congress of the United States or shall have been favorably reported out of committee or be pending in committee, or shall have been recommended to the Congress for passage by the President of the United States or a member of the President's Cabinet, or a decision by a court of the United States shall be rendered, or a ruling, regulation, proposed regulation or statement by or on behalf of the Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 15 Packet Pg. 103 4.5.b SEC or other governmental agency having jurisdiction of the subject matter shall be made, to the effect that any obligations of the general character of the Bonds, the Resolution or the Agency Documents, or any comparable securities of the Agency, are not exempt from the registration, qualification or other requirements of the Securities Act or the Trust Indenture Act or otherwise, or would be in violation of any provision of the federal securities laws; or (v) except as disclosed in or contemplated by the Official Statement, as amended or supplemented, any material adverse change in the financial affairs of the Agency shall have occurred, which in the reasonable judgment of the Underwriter, materially and adversely affects the market price or the marketability of the Bonds or the ability of the Underwriter to enforce contracts for the purchase of the Bonds; or (vi) there shall have occurred, or any official statement shall have been given of any suspension, withdrawal, downgrading, or published negative credit watch or similar published information from a rating agency that at the date of this Agreement has published a rating (or has been asked to furnish a rating on the Bonds) on any of the Agency's debt obligations that are secured by a pledge or application of the Pledged Revenues or the Tax Increment Revenues, which action reflects a negative change or possible negative change, in the ratings accorded any such obligations of the Agency (including any rating to be accorded the Bonds); or (b) any event or circumstance shall exist that either makes untrue or incorrect any statement of a material fact or information in the Official Statement (other than any statement provided by the Underwriter in the section entitled, "UNDERWRITING") or is not reflected in the Official Statement but should be reflected therein in order to make the statements therein, in the light of the circumstances under which they were made, not misleading and, in either such event, the Agency refuses to permit the Official Statement to be supplemented to supply such statement or information, or the effect of the Official Statement as so supplemented is to materially adversely affect the market price or marketability of the Bonds or the ability of the Underwriter to enforce contracts for the sale of the Bonds; or (c) a general banking moratorium shall have been declared by federal or State authorities having jurisdiction and be in force; or (d) a material disruption in securities settlement, payment or clearance services affecting the Bonds shall have occurred; or (e) any new restriction on transactions in securities materially affecting the market for securities (including the imposition of any limitation on interest rates) or the extension of credit by, or a charge to the net capital requirements of, underwriters shall have been established by the New York Stock Exchange, the SEC, any other federal or State agency or the Congress of the United States, or by Executive Order; or (f) a decision by a court of the United States shall be rendered, or a stop order, release, regulation or no -action letter by or on behalf of the SEC or any other governmental agency having jurisdiction of the subject matter shall have been issued or made, to the effect that the issuance, Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 16 Packet Pg. 104 4.5.b offering or sale of the Bonds, including the underlying obligations as contemplated by this Agreement or by the Official Statement, as amended or supplemented, or any document relating to the issuance, offering or sale of the Bonds, is or would be in violation of any provision of the federal securities laws at the Closing Date, including the Securities Act, the Exchange Act and the Trust Indenture Act; or (g) any state Blue Sky or securities commission or other governmental agency or body shall have withheld registration, exemption or clearance of the offering of the Bonds where 10% or more of the Bonds have been sold, as described herein, or issued a stop order or similar ruling relating thereto; or (h) the purchase of and payment for the Bonds by the Underwriter, or the resale of the Bonds by the Underwriter, on the terms and conditions herein provided shall be prohibited by any applicable law, governmental authority, board, agency or commission, other than with respect to state Blue Sky laws. Upon the occurrence of a Termination Event and the termination of this Agreement by the Underwriter, all obligations of the Agency and the Underwriter under this Agreement shall terminate, without further liability, except that the Agency and the Underwriter shall pay their respective expenses as set forth in Section 9 below. 9. Expenses. (a) The Underwriter shall be under no obligation to pay, and the Agency shall pay all expenses incident to the performance of the Agency's obligations hereunder, including, but not limited to (i) the cost of preparation and printing of the Bonds, the Preliminary Official Statement and the Official Statement, including any amendments or supplements thereto, (ii) the fees and disbursements of Bond Counsel, Agency Attorney, and Disclosure Counsel, if any; (iii) the fees and disbursements of PFM Financial Advisors LLC (the "Financial Advisor"); (iv) the fees and disbursements of any Registrar, Paying Agent or engineers, accountants, and other experts, consultants or advisers retained by the Agency, if any; (v) all fees, and expenses in connection with obtaining bond ratings; and (vi) any expenses (included in the expense component of the Underwriter's discount) incurred by the Underwriter on behalf of the Agency's employees and representatives for: (a) normal travel costs, including reasonable transportation and lodging; and (b) ordinary and reasonable meals hosted by the Underwriter that are, in both cases, directly related to the offering contemplated by this Agreement. (b) Except as provided for above, the Underwriter shall pay (i) the cost of preparation and printing of this Agreement, or any Blue Sky Surveys; (ii) all advertising expenses in connection with the public offering of the Bonds; and (iii) all other expenses incurred by them in connection with the public offering of the Bonds, including the fees and disbursements of counsel retained by the Underwriter. In the event that either party shall have paid obligations of the other as set forth in this Section 9, adjustment shall be made at the time of the Closing. 10. Notices. Any notice or other communication to be given to the Agency under this Agreement may be given by delivering the same in writing to Southeast Overtown/Park West Community Redevelopment Agency, [ INSERT NOTICE ADDRESS ], to the Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 17 Packet Pg. 105 4.5.b attention of the Chairwoman of the Agency, and any notice or other communication to be given to the Underwriter under this Agreement Agency be given by delivering the same in writing to Siebert Williams Shank & Co., LLC, 1025 Connecticut Avenue, NW, Suite 509, Washington, DC 20036, Attention: Mr. Jonathan F. Kirn. 11. Parties in Interest. This Agreement may not be assigned by the Agency or the Underwriter unless the Agency has provided prior written consent and only if legally permitted by the Agency's procurement rules. This Agreement as heretofore specified shall constitute the entire agreement between us and is made solely for the benefit of the Agency and the Underwriter (including successors or assigns of the Underwriter, if any, as if prior written consent has been provided in writing by the Agency and if legally permitted by the Agency's procurement rules) and no other person shall acquire or have any right hereunder or by virtue hereof. All of the Agency's and Underwriter's representations, warranties and agreements contained in this Agreement shall remain operative and in full force and effect, regardless of (i) delivery of and payment for the Bonds pursuant to this Agreement; and (ii) any termination of this Agreement. 12. Effectiveness. This Agreement shall become effective upon the acceptance hereof by the Agency and shall be valid and enforceable at the time of such acceptance. 13. Choice of Law. This Agreement shall be governed by and construed in accordance with the law of the State of Florida and venue shall be in Miami -Dade County, Florida. 14. Severability. If any provision of this Agreement shall be held or deemed to be or shall, in fact, be invalid, inoperative or unenforceable as applied in any particular case in any jurisdiction or jurisdictions, or in all jurisdictions because it conflicts with any provisions of any Constitution, statute, rule of public policy, or any other reason, such circumstances shall not have the effect of rendering the provision in question invalid, inoperative or unenforceable in any other case or circumstance, or of rendering any other provision or provisions of this Agreement invalid, inoperative or unenforceable to any extent whatever. 15. Business Day. For purposes of this Agreement, "business day" means any day on which the New York Stock Exchange is open for trading. 16. Section Headings. Section headings have been inserted in this Agreement as a matter of convenience of reference only, and it is agreed that such section headings are not a part of this Agreement and will not be used in the interpretation of any provisions of this Agreement. 17. Counterparts. This Agreement may be executed in several counterparts each of which shall be regarded as an original (with the same effect as if the signatures thereto and hereto were upon the same document) and all of which shall constitute one and the same document. [Signature page to this Agreement immediately follows this page] Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 18 Packet Pg. 106 4.5.b If you agree with the foregoing, please sign the Agreement and return it to the Underwriter. This Agreement shall become a binding agreement between you and the Underwriter when at least the counterpart of this letter shall have been signed by or on behalf of each of the parties hereto. Respectfully submitted, SIEBERT WILLIAMS SHANK & CO., LLC, as Underwriter By: Name: Title: Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast S-1 Packet Pg. 107 4.5.b ACCEPTED at 2025. (SEAL) ATTESTED: ACCEPTANCE a.m. / p.m. Eastern Daylight Time this day of By: Executive Director SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY By: Chairwoman Signature Page — Bond Purchase Agreement Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast S-2 Packet Pg. 108 4.5.b SCHEDULE I TAX INCREMENT REVENUE BONDS, SERIES 2025 MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES, YIELDS, AND PRICES Maturity Principal 1) Amount Interest Rate Yield 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 2041 2042 Price [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ] [ ]* [ ] [ ] [ ] [ ]* [ ] [ ] [ ] [ ]* [ ] [ ] [ ] [ ]* [ ] [ ] [ ] [ ]* [ ] [ ] [ ] [ ]* [ ] [ ] [ ] [ ]* [ ] [ ] [ ] [ ]* [ ] [ ] [ ] [ ]* [ ] [ ] [ ] [ ]* [ ] $[ ] [ ]% Term Bond Due 1, 20 , Yield [ ]%*, Price: [ ] Optional Redemption The Bonds maturing on and after 1, 20, are subject to redemption at the option of the Agency on or after 1, 20, in whole or in part at any time, in such manner as will be determined by the [Bond Registrar], at a redemption price equal to the principal amount thereof, plus accrued interest to the date fixed for redemption without premium. Mandatory Redemption The Bonds maturing on 1, 20 are subject to mandatory sinking fund redemption in part prior to maturity by lot through the application of [Sinking Fund Requirements], " Yield calculated to first optional redemption date of 1, 20 Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Schedule I-1 Packet Pg. 109 4.5.b at a redemption price equal to 100% of the principal amount thereof, plus accrued interest to the redemption date, on 1 in the following amounts and in the year specified as follows: Year 20 20 20 20 20 * *Maturity [No Reserve Account Requirement for the Bonds Principal Amount $[ ] F ] ] r ] ] There will be no Debt Service Reserve Account established for the Bonds.]t NTD: To be confirmed. Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Schedule I-2 Packet Pg. 110 4.5.b Certification of the Pricing Provisions and Other Determinations I, Christine King, Chairwoman of the Southeast Overtown/Park Werst Community Redevelopment Agency, do hereby certify that the pricing provisions and other determinations contained in the Bond Purchase Agreement and in this Schedule I have been approved in accordance with and in satisfaction of the provisions of the Resolution. SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY By: Chairwoman Signature Page — Schedule I Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Schedule I-3 Packet Pg. 111 4.5.b SCHEDULE II DISCLOSURE STATEMENT AND TRUTH -IN -BONDING STATEMENT The Board of Directors Southeast Overtown/Park West Community Redevelopment Agency Miami, Florida Re: $ Tax Increment Revenue Bonds, Series 2025 Dear Chairwoman and Board Members: , 2025 In connection with the proposed issuance by the Southeast Overtown/Park West Community Redevelopment Agency (the "Agency") of $ in aggregate principal amount of its Tax Increment Revenue Bonds, Series 2025 (the "Bonds"), Siebert Williams Shank & Co., LLC, (the "Underwriter") is underwriting a public offering of the Bonds. The purpose of the following six paragraphs of this letter is to furnish, pursuant to the provisions of Section 218.385(6), Florida Statutes, as amended, certain information in respect of the arrangements contemplated for the purchase and sale of the Bonds, as follows: (a) The nature and estimated amount of expenses to be incurred by the Underwriter in connection with the purchase and re -offering of the Bonds are set forth in Attachment 1 attached hereto. (b) There are no "finders," as defined in Section 218.386, Florida Statutes, as amended, connected with the sale and purchase of the Bonds. (c) The underwriting spread, the difference between the price at which the Bonds will be initially offered by the Underwriter and the price to be paid to the Agency will be $ per $1,000 of Bonds issued. (d) As part of the estimated underwriting spread set forth in paragraph (c) above, the Underwriter will charge a management fee of $0 per $1,000 of Bonds issued. (e) No other fee, bonus or other compensation is estimated to be paid by the Underwriter in connection with the issuance of the Bonds to any person not regularly employed or retained by the Underwriter (including any "finder" as defined in Section 218.386(1)(a), Florida Statutes), except as specifically enumerated as expenses to be incurred by the Underwriter, as set forth in paragraph (a) above. The fees and expenses of McGuireWoods LLP, Underwriter's counsel, and all other expenses are being paid by the Underwriter. Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Schedule II-1 Packet Pg. 112 4.5.b (f) The names and addresses of the Underwriter is: Siebert Williams Shank & Co., LLC 150 W. Jefferson St., Suite 1350 Detroit, MI 48226 The purpose of the following paragraphs is to furnish, pursuant to the provisions of Sections 218.385(2) and (3), Florida Statutes, as amended, the truth -in -bonding statement required thereby, as follows: (a) The Agency is proposing to issue $ of the Bonds for the purpose of providing funds, to (i) pay or reimburse the Agency for funds advanced by the Agency for costs of certain infrastructure capital projects identified in the Resolution and (ii) pay the costs of issuance of the Bonds. The Bonds are expected to be repaid over a period of approximately years and months. At a true interest cost of approximately %, total interest paid over the life of the Bonds will be $ (b) The source of repayment or security of the Bonds is the Pledged Revenues, consisting of all moneys, securities and instruments held in the funds and accounts created and established under the Resolution for the Bonds, including, solely to the extent provided in the Resolution for the Bonds, the Pledged Revenues, including Pledged Tax Increment Revenues and amounts held in the funds and accounts established by the Resolution, as described in the Official Statement for the Bonds. Authorizing this debt will result in an average of $ (average annual debt service for the Bonds) of such Pledged Revenues not being available to finance other projects of the Agency each year for approximately years and _ months. [Signature Page Follows] Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Schedule II-2 Packet Pg. 113 4.5.b The foregoing is provided for information purposes only and shall not affect or control the actual terms and conditions of the Bonds. Very truly yours, SIEBERT WILLIAMS SHANK & CO., LLC, as Underwriter By: Name: Title: Signature Page — Schedule 11 Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Schedule II-3 Packet Pg. 114 4.5.b ATTACHMENT 1 Underwriter's Estimated Expenses [TO BE INSERTED] Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Schedule II-4 Packet Pg. 115 4.5.b EXHIBIT A FORM OF ISSUE PRICE CERTIFICATE TAX INCREMENT REVENUE BONDS, SERIES 2025 The undersigned, Siebert Williams Shank & Co., LLC (the "Underwriter"), hereby certifies as set forth below with respect to the sale and issuance by the Southeast Overtown/Park West Community Redevelopment Agency (the "Issuer") of the above -captioned bonds (the "Bonds"). 1. Sale of the General Rule Maturities. As of the date of this certificate, for each Maturity of the General Rule Maturities, the first price at which at least 10% of such Maturity of the Bonds was sold to the public is the respective price listed in Schedule A. 2. Hold -the -Offering -Price Maturities (a) The Underwriter offered the Hold -the -Offering -Price Maturities to the Public for purchase at the respective initial offering prices listed in Schedule A (the "Initial Offering Prices") on or before the Sale Date. A copy of the pricing wire or equivalent communication for the Bonds is attached to this certificate as Schedule B. (b) As set forth in the Bond Purchase Agreement dated , 2025, between the Underwriter and the Issuer, the Underwriter has agreed in writing that, (i) the Underwriter would retain the unsold Bonds of each Maturity of the Bonds and not allocate any such Bonds to any other Underwriter, (ii) for each Maturity of the Bonds, the Underwriter would neither offer nor sell any unsold Bonds of such Maturity to any person at a price that is higher than the Initial Offering Price for such Maturity during the Holding Period for such Maturity (the "hold -the - offering -price rule"), and (iii) any selling group agreement shall contain the agreement of each dealer who is a member of the selling group, and any retail distribution agreement shall contain the agreement of each broker -dealer who is a party to the retail distribution agreement, to comply with the hold -the -offering -price rule. 3. The Underwriter has (a) determined the aggregate reoffering price of the Bonds to be $ representing the sum of the aggregate principal amount of the Bonds; (b) using a methodology acceptable to Bond Counsel, calculated the yield on the Bonds for arbitrage purposes to be %; and (c) using a methodology acceptable to Bond Counsel, calculated the weighted average maturity of the Bonds to be years. 4. No Bonds were sold in exchange for property or rights to use any other types of property. 4. Defined Terms. Schedule A. (a) General Rule Maturities means those Maturities of the Bonds listed in Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast A-1 Packet Pg. 116 4.5.b (b) Issuer means the Southeast Overtown/Park West Community Redevelopment Agency. (c) Maturity means Bonds with the same credit and payment terms. Bonds with different maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as separate maturities. (d) Public means any person (including an individual, trust, estate, partnership, association, company, or corporation) other than an Underwriter or a related party to an Underwriter. The term "related party" for purposes of this certificate generally means any two or more persons who have greater than 50 percent common ownership, directly or indirectly. (e) Sale Date means the first day on which there is a binding contract in writing for the sale of a Maturity of the Bonds. The Sale Date of the Bonds is , 2025. (f) Tax Certificate means the No Arbitrage and Tax Certificate for the Bonds to which this certificate is attached. (g) Underwriter means, collectively, (i) any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the Public, and (ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the Public). The Issuer may rely on the statements made herein in connection with its efforts to comply with the conditions imposed by the Internal Revenue Code of 1986, as amended (the "Code"). Bryant Miller Olive P.A., Bond Counsel, may also rely on this certificate for purposes of its opinion regarding the treatment of interest on the Bonds as excludable from gross income for federal income tax purposes. However, notwithstanding the foregoing, we remind you that the Underwriter is not an accountant or actuary, nor is the Underwriter engaged in the practice of law. Accordingly, while the Underwriter believes the calculations described above to be correct, it does not warrant their validity for purposes of Sections 103 and 141 through 150 of the Code or make any representation as to the legal sufficiency of the factual matters set forth herein. Except as expressly set forth above, the certifications set forth herein may not be relied upon or used by any third party or for any other purpose. [REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast A-2 Packet Pg. 117 4.5.b Dated: , 2025 SIEBERT WILLIAMS SHANK & CO., LLC, as Underwriter By: Name: Title: Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast A-3 Packet Pg. 118 4.5.b SCHEDULE A TO ISSUE PRICE CERTIFICATE SALE PRICES OF THE BONDS [AND INITIAL OFFERING PRICES OF THE HOLD - THE -OFFERING -PRICE MATURITIES] TAX INCREMENT REVENUE BONDS, SERIES 2025 [to be inserted] /HOLD -THE -OFFERING -PRICE MATURITIES] Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast A-4 Packet Pg. 119 4.5.b SCHEDULE B TO ISSUE PRICE CERTIFICATE PRICING WIRE OR EQUIVALENT COMMUNICATION (Attached) Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast A-5 Packet Pg. 120 4.5.b EXHIBIT B Form of Option of Disclosure Counsel Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast B-1 Packet Pg. 121 4.5.b EXHIBIT C Form of Opinion of Special Agency Counsel C-1 Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 122 4.5.b EXHIBIT D Form of Opinion of Counsel to the Underwriter Attachment: File # 17453 - Exhibit B - Form of Bond Purchase Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast D-1 Packet Pg. 123 4.5.c EXHIBIT C FORM OF PRELIMINARY OFFICIAL STATEMENT Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 124 PRELIMINARY OFFICIAL STATEMENT DATED , 2025 4.5.c NEW ISSUES — BOOK ENTRY ONLY Ratings: S&P: " " (See "Ratings" herein) In the opinion of bond counsel, assuming compliance by the Agency with certain covenants, under existing statutes, regulations, and judicial decisions, the interest on the Series 2025 Bonds will he excluded from gross income for federal income tax purposes of the holders thereof and will not he an item of tax preference for purposes of the federal alternative minimum tax; however, interest on the Series 2025 Bonds may be included in the "adjusted financial statement income" of certain "applicable corporations" that are subject to the 15-percent alternative minimum tax under section 55 of the Internal Revenue Code of 1986, as amended (the "Code"). See "TAX MATTERS" herein for a description of other tax consequences to holders of the Series 2025 Bonds. $175,000,000* SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY * TAX INCREMENT REVENUE BONDS Series 2025A D C Bondi TAX INCREMENT REVENUE REFUNDING BONDS Series 2025B Dated: Date of Delivery Due: March 1, as shown on inside cover The Tax Increment Revenue Bonds, Series 2025A (the "Series 2025A Bonds") and the Tax Increment Revenue Refunding Bonds, Series 2025B (the "Series 2025B Bonds" and, together with the Series 2025A Bonds, the "Series 2025 Bonds") are being issued by Southeast Overtown/Park West Community Redevelopment Agency (the "Agency" or "SEOPW CRA") pursuant to the Constitution and laws of the State of Florida, including particularly the Community Redevelopment Act of 1969, Chapter 163, Part Ill, Florida Statutes, as amended, and other applicable provisions of law (the "Act"), Resolution No. CRA-R-12-0061, adopted by the Board of Commissioners of the Agency ("Agency Board") on September 17, 2012, as amended and supplemented by Resolution No. CRA-R-13-0025 adopted by the Agency Board on March 25, 2013, Resolution No. CRA-R-13-0039 adopted by the Agency Board on June 24, 2013, Resolution No. CRA-R-14-0051 adopted by the Agency Board on July 30, 2014, Resolution No. CRA-R-24- 0067 on October 24, 2024, and Resolution No. CRA-R-25- on April , 2025 (collectively, the "Resolution"). The Series 2025A Bonds are being issued for the purpose of, together with any other available moneys, (i) financing the cost of some or all or the 2025 Redevelopment Projects and paying the City Obligation (as defined herein), if required; (ii) funding reserves for the Series 2025A Bonds; and (iii) paying certain costs of issuance of the Series 2025A Bonds. See "THE 2025 REDEVELOPMENT PROJECTS" herein. The Series 2025B Bonds are being issued for the purpose of, together with any other available moneys, (i) refunding all or a portion of the Agency's Tax Increment Revenue Bonds, Series 2014A-1, currently outstanding in the aggregate principal amount of $23,945,000; (ii) funding reserves for the Series 2025B Bonds and (ii) paying certain cost of issuance of the Series 2025B Bonds. See "PLAN OF FINANCE" herein. This cover page contains certain information for quick reference only. It is not a summary of the issue. Investors must read the entire Official Statement, including all appendices attached hereto, to obtain information essential to making an informed investment decision. The Series 2025 Bonds are being issued by the Agency as fully registered bonds, which initially will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York ("DTC"). Interest on the Series 2025 Bonds will be payable semi-annually on March 1 and September 1, commencing September 1, 20[25]. Individual purchases will be made in book -entry form only through participants in denominations of $5,000 and integral multiples thereof. Purchasers of the Series 2025 Bonds (the "Beneficial Owners") will not receive physical delivery of certificates. Transfers of ownership interests in the Series 2025 Bonds will be effected through the DTC book -entry system as described herein. As long as Cede & Co. is the registered owner as nominee of DTC, principal and interest payments will be made directly to such registered owner which will in turn remit such payments to the participants for subsequent disbursement Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast * Preliminary, subject to change. Packet Pg. 125 4.5. to the Beneficial Owners. Principal of and interest on the Series 2025 Bonds will be payable by Regions Bank, N.A., Jacksonville, Florida, as Registrar and Paying Agent. Regions Bank, N.A., will also be serving as Fiscal Agent for the Series 2025 Bonds. Certain maturities of the Series 2025 Bonds are subject to optional and mandatory redemption prior to their respective maturities, as described herein. The Series 2025 Bonds are payable from and secured by a lien upon and pledge of the Pledged Revenues. Certain of the Tax Increment Revenues generated in the Redevelopment Area are expressly excluded from the definition of Pledged Tax Increment Revenues and therefore will not be part of the Pledged Revenues that will serve as security for the Series 2025 Bonds. See "SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025 BONDS," "INVESTMENT RISK FACTORS" and "DESCRIPTION OF PLEDGED REVENUES - Certain Tax Increment Revenues not Included in Pledged Tax Increment Revenues," herein. Pledged Revenues includes certain funds and accounts established under the Resolution for the Series 2025 Bonds, whereas Pledged Tax Increment Revenues, are a larger component of the Pledged Revenues, and include Pledged Tax Increment Revenues not yet deposited into the funds and accounts established for the Series 2025 Bonds. As such, disclosure contained elsewhere in this Official Statement, including, but not limited to financial and other quantitative data, will often refer specifically to Pledged Tax Increment Revenues in lieu of all Pledged Revenues. In addition, the Agency has outstanding Parity Obligations which are secured by the Pledged Tax Increment Revenues. See "LIABILITIES OF THE AGENCY — Commitment and Contingencies" herein. The Agency may choose to insure all, some or none, of the Series 2025 Bonds. Such determination will be made by the Agency at the time the Series 2025 Bonds are marketed. In the event the Agency elects to provide for such insurance, the scheduled payment of principal of and interest on certain subsequently identified Series 2025 Bonds (the "Insured Bonds") will be guaranteed under a municipal bond insurance policy to be issued concurrently with the delivery of the Series 2025 Bonds. See the inside cover page for maturities, principal amounts, interest rates, yields, prices and CUSIP numbers. THE SERIES 2025 BONDS AND THE INDEBTEDNESS REPRESENTED THEREBY ARE LIMITED OBLIGATIONS OF THE AGENCY SECURED SOLELY BY THE PLEDGED REVENUES IN THE MANNER AND TO THE EXTENT PROVIDED IN THE RESOLUTION AND SHALL NOT BE DEEMED TO CONSTITUTE A GENERAL OR MORAL INDEBTEDNESS OR A PLEDGE OF THE FAITH AND CREDIT OF THE AGENCY, MIAM1-DADE COUNTY, FLORIDA, THE CITY OF MIAMI, FLORIDA, THE STATE OF FLORIDA OR ANY OTHER POLITICAL SUBDIVISION THEREOF WITHIN THE MEANING OF ANY CONSTITUTIONAL, LEGISLATIVE OR CHARTER PROVISION OR LIMITATION. IT IS EXPRESSLY AGREED BY THE REGISTERED OWNER OF THE SERIES 2025 BONDS THAT SUCH REGISTERED OWNER SHALL NEVER HAVE THE RIGHT, DIRECTLY OR INDIRECTLY, TO REQUIRE OR COMPEL THE EXERCISE OF THE AD VALOREM TAXING POWER OF MIAMI-DADE COUNTY, FLORIDA, THE CITY OF MIAMI, FLORIDA, THE STATE OF FLORIDA OR ANY POLITICAL SUBDIVISION THEREOF OR TAXATION IN ANY FORM ON ANY REAL OR PERSONAL PROPERTY FOR THE PAYMENT OF THE PRINCIPAL OF, PREMIUM, IF ANY, AND INTEREST ON THE SERIES 2025 BONDS OR FOR THE PAYMENT OF ANY OTHER AMOUNTS PROVIDED FOR IN THE RESOLUTION. IT IS FURTHER AGREED AS BETWEEN THE AGENCY AND THE REGISTERED OWNER OF THE SERIES 2025 BONDS THAT THE SERIES 2025 BONDS AND THE INDEBTEDNESS EVIDENCED THEREBY SHALL NOT CONSTITUTE A LIEN UPON ANY OTHER FUNDS OR PROPERTY OF OR IN THE AGENCY BUT SHALL CONSTITUTE A LIEN ONLY ON THE PLEDGED REVENUES. THE AGENCY HAS NO TAXING POWER. The Series 2025 Bonds are offered when, as, and if issued and received by the Underwriter, subject to the opinion on certain legal matters relating to their issuance by Bryant Miller Olive P.A., Miami, Florida, Bond Counsel. Certain legal matters for the Agency will be passed upon by the City Attorney of the City of Miami. Certain legal matters will be passed upon by Weiss, Serota, Helfman, Cole & Bierman, P.L., Coral Gables, Florida, Disclosure Counsel. PFM Financial Advisors LLC, Coral Gables, Florida is serving as Financial Advisor to the Agency. McGuireWoods LLP, Jacksonville, Florida, is serving as Underwriter's Counsel. It is expected that the Series 2025 Bonds in definitive form will be available for delivery to the Underwriter through the facilities ofDTC on or about June , 2025. Siebert Williams Shank Dated: May , 2025 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 126 SERIES 2025A BONDS 4.5.c $ * Serial Bonds MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES, YIELDS, PRICES AND INITIAL CUSIP NUMBERS Maturity Principal (March 1) Amount Interest Rate Initial CUSIP Yield Price Numbert Term Bond Due March 1, 20 at % Yield % Price ** Initial CUSIP No. **Priced to first call date, March 1, 20 . SERIES 2025B BONDS $ * Serial Bonds MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES, YIELDS, PRICES AND INITIAL CUSIP NUMBERS Maturity Principal (March 1) Amount Interest Rate * Preliminary, subject to change. Initial CUSIP Yield Price Numbert j CUSIP® is a registered trademark of the American Bankers Association. CUSIP Global Services (CGS) is managed on behalf of the American Bankers Association by FactSet Research System, Inc. Copyright © 2024 CUSIP Global Services. All rights reserved. CUSIP® data herein is provided by CUSIP Global Services. This data is not intended to create a database and does not serve in any way as a substitute for the CGS database. CUSIP® numbers are provided for convenience of reference only. None of the Agency, the Underwriters or their agents or counsel assume responsibility for the accuracy of such numbers. Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 127 4.5.c SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY BOARD OF COMMISSIONERS Christine King, Chair Miguel Angel Gabela Damian Pardo Joe Carollo Manolo Reyes EXECUTIVE DIRECTOR James McQueen FINANCE OFFICER Miguel Valentin CITY ATTORNEY (General Counsel to the Agency) George K. Wysong 111, Esq. BOND COUNSEL Bryant Miller Olive P.A. Miami, Florida DISCLOSURE COUNSEL Weiss, Serota, Helfman, Cole & Bierman, P.L. Coral Gables, Florida FINANCIAL ADVISOR PFM Financial Advisors LLC Coral Gables, Florida Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 128 4.5.c SOUTHEAST OVERTOWN/PARK WEST BOUNDARY MAP NW 4910 FT NN 21 NW21STS T TER 20TM ST NW 19TM 5T INY 16TM TER NW 16TM ST NW 16TM Sr NN 12rn5r 2 NW 9, 2 2 NN 227705T 2 2 i NW22N0 s1R NW22ND TER NW »NJ ST NW 191M LN MW 19TNTER NW IWM ST NW 171M St 2 9RSM _ �RYmp 9R OS LNNAMEO 66 3 404,441,.1� ITS MOST a NW2WD SS r NW 215T 6T NW 290M TER NW MIN TEA NW 166NST NW IVTM ST '99W0 NW WATER 1960Pc RAMP 5 13990A RswP E 0 t pTA NW 9TM 5T NW 6TN5 S NW TTM 6T 2 NW6MST zz re waR1.1E0 a i SEOPW NW .Tr15T 0, tr. ,'T ST 0 NO sr .r.T_•5:, NN is, 51 LEGEND //, Original Boundries //, 1985 Park West Addition Q Expanded 2009 Boundries i T(M5r 2 NN1aiMF( a FT A MN MA 5T NW 11Yr15T z NE 17, 5, NE t6TM ST R.MTPW -_ NE12TM 6T �. RAMPS NE'l(TNTEN NE a1N 5T NE 3R0 ST NE 1ST ST NE 9TM Sr 90991 E11:AD Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 129 4.5.c THE INFORMATION SET FORTH HEREIN HAS BEEN OBTAINED FROM THE AGENCY, THE CITY OF MIAMI, FLORIDA, MIAMI-DADE COUNTY, FLORIDA, DTC AND OTHER SOURCES THAT ARE BELIEVED TO BE RELIABLE. THE INFORMATION AND EXPRESSIONS OF OPINION STATED HEREIN ARE SUBJECT TO CHANGE, AND NEITHER THE DELIVERY OF THIS OFFICIAL STATEMENT NOR ANY SALE MADE HEREUNDER WILL CREATE, UNDER ANY CIRCUMSTANCES, ANY IMPLICATION THAT THERE HAS BEEN NO CHANGE IN THE MATTERS DESCRIBED HEREIN SINCE THE DATE HEREOF. NO DEALER, BROKER, SALESMAN OR OTHER PERSON HAS BEEN AUTHORIZED BY THE AGENCY OR THE UNDERWRITERS TO GIVE ANY INFORMATION OR TO MAKE ANY REPRESENTATIONS IN CONNECTION WITH THE SERIES 2025 BONDS, OTHER THAN AS CONTAINED IN THIS OFFICIAL STATEMENT, AND, IF GIVEN OR MADE, SUCH INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY THE AGENCY. THIS OFFICIAL STATEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY, NOR WILL THERE BE ANY SALE OF THE SERIES 2025 BONDS BY ANY PERSON IN ANY JURISDICTION IN WHICH IT IS UNLAWFUL FOR SUCH PERSON TO MAKE SUCH OFFER, SOLICITATION OR SALE. IN CONNECTION WITH THE OFFERING, THE UNDERWRITER MAY OVER ALLOT OR EFFECT TRANSACTIONS THAT STABILIZE OR MAINTAIN THE MARKET PRICE OF THE SERIES 2025 BONDS AT LEVELS ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING ACTIVITY, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME. THE UNDERWRITERS MAY OFFER AND SELL THE SERIES 2025 BONDS TO CERTAIN DEALERS AND OTHERS AT PRICES LOWER THAN THE PUBLIC OFFERING PRICES STATED ON THE INSIDE COVER PAGE OF THIS OFFICIAL STATEMENT, AND SUCH PUBLIC OFFERING PRICES MAY BE CHANGED FROM TIME TO TIME BY THE UNDERWRITERS. The Underwriter has provided the following sentence for inclusion in this Official Statement: The Underwriter has reviewed the information in this Official Statement in accordance with, and as part of its responsibilities under the federal securities laws as applied to the facts and circumstances of this transaction, but the Underwriter does not guarantee the accuracy or completeness of such information. All summaries herein of documents and agreements are qualified in their entirety by reference to such documents and agreements, and all summaries herein of the Series 2025 Bonds are qualified in their entirety by reference to the form thereof included in the aforesaid documents and agreements. This Official Statement contains certain "forward -looking statements" concerning the Agency's operations, performance and financial condition, including its future economic performance, plans and objectives. These statements are based upon a number of assumptions and estimates which are subject to significant uncertainties, many of which are beyond the control of the Agency. The words "may," "would," "could," "will," "expect," "anticipate," "believe," "intend," "plan," "estimate" and similar expressions are meant to identify these forward -looking statements. Actual results may differ materially from those expressed or implied by these forward -looking statements. NO REGISTRATION STATEMENT RELATING TO THE SERIES 2025 BONDS HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION (THE "SEC") OR WITH ANY STATE SECURITIES COMMISSION. IN MAKING AN INVESTMENT DECISION, INVESTORS MUST RELY ON THEIR OWN EXAMINATIONS OF THE AGENCY AND THE TERMS OF THE OFFERING, INCLUDING THE MERITS AND RISKS INVOLVED. THE SERIES 2025 BONDS HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SEC OR ANY STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY. THE FOREGOING AUTHORITIES HAVE NOT PASSED UPON THE ACCURACY OR ADEQUACY OF THIS OFFICIAL STATEMENT. ANY REPRESENTATION TO THE CONTRARY MAY BE A CRIMINAL OFFENSE. THIS OFFICIAL STATEMENT SHALL NOT CONSTITUTE A CONTRACT BETWEEN THE AGENCY OR THE UNDERWRITERS AND ANY ONE OR MORE HOLDERS OF THE SERIES 2025 BONDS. THIS OFFICIAL STATEMENT IS BEING PROVIDED TO PROSPECTIVE PURCHASERS EITHER IN BOUND PRINTED FORM ("ORIGINAL BOUND FORMAT") OR IN ELECTRONIC FORMAT ON THE WEBSITE: WWW.MUNIOS.COM. THIS OFFICIAL STATEMENT MAY BE RELIED UPON ONLY IF IT IS IN ITS ORIGINAL BOUND FORMAT OR IF IT IS PRINTED IN FULL DIRECTLY FROM SUCH WEBSITE. Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 130 THIS PRELIMINARY OFFICIAL STATEMENT IS IN A FORM DEEMED FINAL BY THE AGENCY FOR PURPOSES OF RULE 15C2-12 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, EXCEPT FOR CERTAIN FINANCIAL INFORMATION PERMITTED TO BE OMITTED PURSUANT TO RULE 15C2-12(b)(1). 4.5.. Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 131 4.5.c Table of Contents INTRODUCTION 1 INVESTMENT RISK FACTORS 2 THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY 2 Overview 2 Composition of the Agency Tax Base 3 THE 2025 REDEVELOPMENT PROJECTS 5 Development/Grant Agreements 6 THE 2014 REDEVELOPMENT PROJECTS 7 PLAN OF FINANCE 7 Refunded Bonds 7 ESTIMATED SOURCES AND USES OF FUNDS 9 DEBT SERVICE SCHEDULE 9 DESCRIPTION OF THE SERIES 2025 BONDS 10 General 10 Book -Entry Only System 10 Optional Redemption 12 Mandatory Redemption 12 Notice of Redemption 12 Replacement of Bonds Mutilated, Destroyed, Stolen or Lost 13 Additional Bonds and Parity Obligations 13 SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025 BONDS 15 General 15 Reserve Subaccount 16 Flow of Funds 16 DESCRIPTION OF PLEDGED REVENUES 19 General 19 Certain Tax Increment Revenues not Included in Pledged Tax Increment Revenues 19 Millage Rates 21 Pledged Revenues 22 MANAGEMENT DISCUSSION OF BUDGET AND FINANCES 28 Fiscal Year 2023 Results 28 Fiscal Year 2024 Operations 30 Adoption of Investment Policy and Debt Management Policy 31 LIABILITIES OF THE AGENCY 32 Fund Balances 32 Special Benefit Plans 32 Commitment and Contingencies. 32 LEGAL MATTERS 33 LITIGATION 34 DISCLOSURE REQUIRED BY FLORIDA BLUE SKY REGULATIONS 34 TAX MATTERS 34 General 34 Information Reporting and Backup Withholding 35 Other Tax Matters 35 [Tax Treatment of Original Issue Discount 36 [Tax Treatment of Bond Premium 36 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 132 4.5.c RATINGS 36 FINANCIAL ADVISOR 36 VERIFICATION OF MATHEMATICAL COMPUTATIONS 37 AUDITED FINANCIAL STATEMENTS 37 UNDERWRITING 37 ENFORCEABILITY OF REMEDIES 37 CONTINUING DISCLOSURE 38 ACCURACY AND COMPLETENESS OF OFFICIAL STATEMENT 38 FORWARD -LOOKING STATEMENTS 38 MISCELLANEOUS 38 AUTHORIZATION OF OFFICIAL STATEMENT 38 APPENDIX A: APPENDIX B: APPENDIX C: APPENDIX D: APPENDIX E: APPENDIX F: GENERAL INFORMATION REGARDING THE CITY OF MIAMI AND MIAMI-DADE COUNTY THE RESOLUTION FINANCIAL STATEMENT OF THE AGENCY FOR FISCAL YEAR ENDED SEPTEMBER 30, 2023 FORM OF BOND COUNSEL OPINION FORM OF CONTINUING DISCLOSURE AGREEMENT FORM OF BOND INSURANCE Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast ii Packet Pg. 133 4.5.c OFFICIAL STATEMENT RELATING TO $175,000,000* SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY $ * $ * TAX INCREMENT REVENUE BONDS TAX INCREMENT REVENUE REFUNDING SERIES 2025A BONDS SERIES 2025B INTRODUCTION The purpose of this Official Statement, including the cover page and appendices hereto, is to set forth information concerning the Southeast Overtown/Park West Community Redevelopment Agency (the "Agency") and the issuance of its $ * Tax Increment Revenue Bonds, Series 2025A (the "Series 2025A Bonds") and its $ * Tax Increment Revenue Refunding Bonds, Series 2025B (the "Series 2025B Bonds" and, together with the Series 2025A Bonds, the "Series 2025 Bonds"). The Series 2025 Bonds are being issued by the Agency pursuant to the Constitution and laws of the State of Florida, including particularly the Community Redevelopment Act of 1969, Chapter 163, Part III, Florida Statutes as amended, and other applicable provisions of law (the "Act"), Resolution No. CRA-R-12-0061, adopted by the Board of Commissioners of the Agency ("Agency Board") on September 17, 2012, as amended and supplemented by Resolution No. CRA-R-13-0025 adopted by the Agency Board on March 25, 2013, Resolution No. CRA-R-13-0039 adopted by the Agency Board on June 24, 2013, Resolution No. CRA-R-14-0051 adopted by the Agency Board on July 30, 2014, Resolution No. CRA-R-24-0067 adopted by the Agency Board on October 24, 2024, and Resolution No. CRA-R-25- adopted by the Agency on April , 2025 (collectively, the "Resolution"). The Series 2025A Bonds are being issued for the purpose of, together with any other available moneys, (i) financing the cost of some or all of the 2025 Redevelopment Projects and paying the City Obligation (as defined herein), if required; (ii) funding reserves for the Series 2025A Bonds; and (iii) paying certain costs of issuance of the Series 2025A Bonds. See "THE 2025 REDEVELOPMENT PROJECTS" herein. The Series 2025B Bonds are being issued for the purpose of, together with any other available moneys, (i) to refund the Agency's Tax Increment Revenue Bonds, Series 2014A-1, currently outstanding in the amount of $23,945,000; (ii) funding reserves for the Series 2025B Bonds; and (iii) paying certain cost of issuance of the Series 2025B Bonds. See "PLAN OF FINANCE" herein. The Series 2025 Bonds will be payable solely from the Pledged Revenues. Pledged Revenues, include certain funds and accounts established under the Resolution for the Series 2025 Bonds, whereas Pledged Tax Increment Revenues, are a larger component of the Pledged Revenues, and include Pledged Tax Increment Revenues not yet deposited into the funds and accounts established for the Series 2025 Bonds. As such, disclosure contained elsewhere in this Official Statement, including, but not limited to financial and other quantitative data, will often refer specifically to Pledged Tax Increment Revenues in lieu of all Pledged Revenues. Certain of the Tax Increment Revenues generated in the Redevelopment Area are expressly excluded from the definition of Pledged Tax Increment Revenues and therefore will not be part of the Pledged Revenues that will serve as security for the Series 2025 Bonds. See "SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025 BONDS" herein. The Series 2025 Bonds and the indebtedness represented thereby are limited obligations of the Agency secured solely by the Pledged Revenues in the manner and to the extent provided in the Resolution and shall not be deemed to constitute a general or moral indebtedness or a pledge of the faith and credit of the Agency, Miami -Dade County, Florida (the "County"), the City of Miami, Florida (the "City"), the State of Florida or any other political subdivision thereof within the meaning of any constitutional, legislative or charter provision or limitation. It is expressly agreed by the registered owner of the Series 2025 Bonds that such registered owner shall never have the right, directly or indirectly, to require or compel the exercise of the ad valorem taxing power of the County, the City, * Preliminary, subject to change. 1 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 134 the State of Florida or any political subdivision thereof or taxation in any form on any real or personal property for the payment of the principal of, premium, if any, and interest on the Series 2025 Bonds or for the payment of any other amounts provided for in the Resolution. It is further agreed between the Agency and the registered owner of the Series 2025 Bonds that the Series 2025 Bonds and the indebtedness evidenced thereby shall not constitute a lien upon any other funds or property of the Agency but shall constitute a lien only on the Pledged Revenues. The Agency has no taxing power. The summaries of and references to all documents, statutes, reports and other instruments referred to herein do not purport to be complete, comprehensive or definitive, and each such summary and reference is qualified in its entirety by reference to each such document, statute, report or instrument. All capitalized terms used in this Official Statement and not otherwise defined herein have the meanings set forth in the Resolution, unless the context would clearly indicate otherwise. A copy of the Resolution is attached hereto as "APPENDIX B - THE RESOLUTION". INVESTMENT RISK FACTORS THE PURCHASE OF THE SERIES 2025 BONDS INVOLVES A DEGREE OF RISK, AS IS THE CASE WITH ALL INVESTMENTS. EXCEPT AS SPECIFICALLY DESCRIBED BELOW, FACTORS THAT COULD AFFECT THE AGENCY'S ABILITY TO PERFORM ITS OBLIGATIONS UNDER THE RESOLUTION, INCLUDING WITHOUT LIMITATION THE TIMELY PAYMENT OF PRINCIPAL OF AND INTEREST ON THE SERIES 2025 BONDS, INCLUDE, BUT ARE NOT LIMITED TO, THE FOLLOWING: 1. Concentration of Revenues. The amount of future collections of Pledged Tax Increment Revenues to pay debt service on the Series 2025 Bonds and Parity Obligations is dependent, in part, upon the assessed value of taxable real property in the Redevelopment Area. The assessed value of taxable real estate in the Redevelopment Area could be impacted by numerous local events, that might reduce the value of real property within the Redevelopment Area, including, without limitation, new developments, slated developments not being completed, natural disasters (such as hurricanes and other major tropical storms to which South Florida generally is subject), 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 thereof) beyond the control of the Agency. Any or all such events could adversely affect the realization and receipt of Pledged Tax Increment Revenues and the ability of the Agency to pay debt service on the Series 2025 Bonds and Parity Obligations. 2. Appeals of Assessments. State law allows taxpayers to dispute ad valorem tax assessment valuations. Any volume of appeals which is successful in reducing the overall assessed value of taxable real property in the Redevelopment Area could result in reduced amounts of Pledged Tax Increment Revenues. If such appeals resulted in a reduction in the overall assessed value of the taxable real property in the Redevelopment Area, they could have an adverse impact on the ability of the Agency to pay debt service on the Series 2025 Bonds and Parity Obligations. 3. Reduction in Millage Rates. The addition of significant numbers of new taxpayers or an increase of property values outside the Redevelopment Area could in the future result in an environment favorable to the reduction of the millage rates. It could be determined that the millage rates should be reduced for other reasons as well. Any reduction in millage rates could reduce the amount of Pledged Tax Increment Revenues payable, which in turn, could negatively impact the ability of the Agency to pay debt service on the Series 2025 Bonds and Parity Obligations. THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY Overview The Southeast Overtown/Park West Community Redevelopment Agency was created in 1982. The Agency is a public body corporate and politic created pursuant to the Act in order to pursue a program of community redevelopment within designated portions of the City, as permitted by the Act. Its boundaries were established in 1982 and expanded in 1985 and 2009. The Agency is responsible for implementing the redevelopment plan as adopted and amended from time to time, (the "Redevelopment Plan"). The Agency's Redevelopment Plan includes the generation of successful redevelopment projects, from both the private and public sector, such as mixed -use construction developments that include revitalizing dilapidated buildings and improving public infrastructure. The Agency's Redevelopment Plan contemplates action to be taken by the Agency to eliminate unsanitary, economic, and 2 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 135 physical conditions that contribute to slums and blight and create a neighborhood with small urban parks, residential complexes, greenways, sidewalk merchants and pedestrian -friendly streets that promote walking within the neighborhood. The mission of the Agency as set forth in the Redevelopment Plan is to improve the quality of life for residents and stakeholders within the Redevelopment Area through activities and programs that create new job opportunities, substantially improve the quality of housing stock and improve the physical appearance of the Redevelopment Area. The current boundaries, which includes the original 1982 boundaries, the 1985 and 2009 expanded boundaries, of the Redevelopment Area are set forth in the map on the inside cover of this Official Statement. Such boundaries may be expanded from time -to -time with the approval of the County Commission and the City Commission only after complying with State Law including a Finding of Necessity. The 2025 Redevelopment Projects are located within the boundaries of the Redevelopment Area. [INSERT MAP OF MIAMI SHOWING SEO/PW CRA'S POSITION IN CITY] The Agency Board is comprised of the members of the City Commission, and it is a separate, distinct and independent board from the governing body of the City. The current members of the Agency Board are: Christine King, Chair Miguel Angel Gabela Damian Pardo Joe Carollo Manolo Reyes James D. McQueen. Mr. McQueen serves as the Interim Executive Director of the Agency and is responsible for the day-to-day operations and management of the Agency. Mr. McQueen, an accomplished professional with a Juris Doctorate from the University of Florida and a Bachelor of Science in Business Administration from the University of Miami, has dedicated his career to public service and community empowerment. Currently the Executive Director of the Southeast Overtown/Park West Community Redevelopment Agency, he excels in translating the Agency's Board's vision into impactful projects, overseeing infrastructure upgrades and economic development initiatives that breathe new life into the community. His previous role as Chief of Staff for the City of Miami Board of City Commissioners allowed him to hone his lobbying and public administration skills, advocating for policies that foster growth and improve the quality of life for residents. With a passion for revitalizing neighborhoods and a commitment to sustainable development, Mr. McQueen continues to make a significant difference in the lives of those he serves. Miguel A. Valentin. Mr. Valentin serves as the Financial Officer of the Agency and is responsible for the preparation and monitoring of annual budgets, financial reporting for all aspects of the Agency, administration of the grants and other revenue sources, maintenance of all financial transactions and responsibility for the proper and authorized expenditures of all sources of Agency funding. Mr. Valentin is a Certified Public Accountant in the State of Florida and has a Master Degree from Texas A & M International University in International Logistics. His past work experience includes the City of Miami — Internal Audit Department as Senior Internal Auditor, a short stint with Miami Dade County DERM as an accountant on FEMA projects, and prior to that, experience in the private sector in the public accounting area as well as an operational auditor with cost controlling responsibilities. Composition of the Agency Tax Base The Redevelopment Area currently includes approximately 650 acres and consists of 4,694 parcels of which 4,226 are taxable and 468 are tax exempt. Set forth in the table below is information which details the composition of the parcels located within the Redevelopment Area, by use, for the 2023 tax year. See "DESCRIPTION OF PLEDGED REVENUES - Pledged Revenues" herein. 3 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 136 4.5.c Warehouse or Storage Vacant Land Utility Townhouse Condominium Multifamily Parking Lot Commercial Co-op Industrial Mixed Use Institutional Entertainment Government Hotel Other 0.55% Totals 100.00% Source: Miami Dade County Property Appraiser Office. Set forth in the following table are the top ten property owners (by assessed value) within the Redevelopment Area by amounts of taxes paid during the twelve-month period ended June 30, 2024. Taxable Property Type by Categories in Redevelopment Area Original Boundaries 0.75% 12.86% 0.32% 51.73% 15.59% 1985 Park West Addition 7.45% 52.26% 15.65% 24.63% 2009 Expanded Boundaries 5.69% 27.83% 0.20% 2.80% 6.06% 25.57% 1.57% 22.68% 1.98% 1.35% 1.85% 1.87% Parcel Address 25 NE 5 St. 400 NW 1 Ave. 698 NE 1 Ave. 100 NW 6 St. 218 NW 8 St. 650 NE 2 Ave. 700 NW 1 Ave. 50 NE 9 St. 700 N Miami Ave. 240 N Miami Ave. 16.79% 0.61% 0.05% 1.23% 0.06% 100.00% 100% Top Ten Taxable Property Owners (by assessed value) Name 5 Plaza LLC Dt Residential South LLC Block G Phase 1, LLC Dt Residential North LLC Avanti Residential Arte Zm Mwc Owner LLC B9 2mc Owner LLC Verizon Data Centers V LLC Wg 700 North Miami LLC Grand Station Partners LLC Total top ten parcels Total CRA Value of top ten parcels as a percentage of total CRA Source: Miami Dade County Property Appraiser Office. 4 Total for Redevelopment Area 1.07% 13.58% 0.28% 0.21% 44.06% 6.19% 1.39% 16.86% 0.15% 0.10% 14.29% 0.14% 0.51% 0.04% 1.04% 0.09% 100.00% Taxable Assessed Value $ 259,499,769 144,716,000 132,495,000 121,847,000 92,800,000 89,751,200 82,038,000 78,700,000 74,402,304 63,800,000 $1,140,049,273 $4,921,717,644 23% Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 137 Set forth in the following table is the historical taxable assessed value for the Redevelopment Area. Tax Year Historical Taxable Assessed Values of Redevelopment Area Original Boundaries Base Year: $78,305,502 2014 $ 1,091,625,807 2015 1,220,778,332 2016 1,384,979,716 2017 1,559,425,368 2018 1,584,081,571 2019 1,607,269,675 2020 1,690,815,198 2021 2,655,557,550 2022 2,626,890,437 2023 3,281,510,195 5 3,677,587,568 1985 Park West Expansion Base Year: $37,461,910 2009 Expanded Boundaries Total Taxable Base Year: Assessed Value $94,245,513 $ 121,266,407 $1,212,892,214 $ 55,673,032 136,735,577 1,413,186,941 85,278,687 146,888,249 1,617,146,652 90,418,524 162,433,588 1,812,277,480 111,069,378 195,984,433 1,891,135,382 137,565,832 198,616,011 1,943,451,518 196,892,966 211,307,529 2,099,015,693 204,486,069 246,897,494 3,106,941,113 445,763,818 274,732,883 3,347,387,138 454,277,066 314,048,299 4,049,835,560 443,002,750 349,648,239 4,470,238,557 Source: Miami -Dade County Property Appraiser Office. The following table presents the preliminary taxable assessed values for the Redevelopment Area, which were certified by the County Budget Director to the State of Florida Department of Revenue: Tax Year 2025 Preliminary Taxable Assessed Values of Redevelopment Area Original Boundaries (Base Year: $78,305,502) 2025 $ 4,147,327,831 Source: Miami -Dade County Property Appraiser Office. 2009 Expanded Boundaries (Base Year: $94,245,513) $ 398,978,359 1985 Park West Addition (Base Year: $37,461,910) $ 375,411,454 THE 2025 REDEVELOPMENT PROJECTS Total Taxable Assessed Value $4,921,717,644 The proceeds of the grants to be financed by the issuance of the Series 2024 Bonds are to be used to pay all or part of the costs of the construction and/or rehabilitation of certain redevelopment projects, including demolition of existing structures and improvements required in connection therewith, undertaken pursuant to the Redevelopment Plan and designated by resolution of the Agency. In addition to financing the grants, a portion of the proceeds of the Series 2025 Bonds will be used to construct a new affordable housing development consisting of a 5-story 24-unit building to be owned by the Agency. The 2025 Redevelopment Projects to be undertaken include all or part of the following: Grant to South Florida Transportation Authority - The Agency entered into an interlocal agreement, effective November 8, 2016 (the "SFRTA Interlocal Agreement"), with the City and the South Florida Regional Transportation Agency, whereby the Agency will contribute an amount not to exceed $17,528,049 towards the costs associated with the extension of the Tri-Rail passenger railway service to downtown Miami located within the Agency's district. Tri- rail Downtown Link service has been completed and operational since January 2024. Housing Trust Group (Rainbow Village 1) - new construction of not less than 310 units of affordable/workforce housing units. This is the first phase of a larger public -private partnership between Housing Trust Group and the Miami -Dade County Public Housing and Community Development Department to redevelop the Rainbow Village and Gwen Cherry 23C public housing communities. This project is located at 2000 NW 3' Avenue. This project comprises 310 affordable/workforce housing, a new community center, a daycare center, and commercial 5 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 138 4.5.c space for local businesses. The total estimated project cost is $176,521,826. The total grant from the agency to this project will not be greater than $15,000,000. Housing Trust Group and AM Affordable Housing, Inc. (Courtside Apartments) - new construction of two five -story residential buildings. This is the second phase of a larger public -private partnership between Housing Trust Group, AM Affordable Housing, Inc., and Miami Dade County to redevelop the Culmer Neighborhood Service Center Site. This project will consist of 120 units for families earning at or below 70% Area Median Income. The total estimated project cost is $55,563,665. The total grant from the Agency to this project will not be greater than $3,000,000. Block 45, LLC `Atlantic Station " - Atlantic Station will be an iconic landmark at the crossroads of Downtown Miami's Government Center and the Historic Overtown neighborhood, providing luxurious residences and amenities to Miami's workforce. This project consists of 616 apartment homes, of which 360 units are workforce housing units (up to 140% AMI) and 256 are market -rate units. The total estimated project cost is $270,868,828. The total grant from the agency to this project will not be greater than $10,000,000. Atlantic Pacific Communities, LLC "Culmer"— Redevelopment of Culmer Place and Culmer Gardens comprise over 20 acres in the heart of Overtown. Redeveloping these obsolete 1970s-era public housing sites into safe, sustainable, attainable homes will dramatically change the face of the neighborhood. This project comprises 779 mixed -income units and/or 599 affordable units. The total estimated project cost is $76,522,839. The total grant from the Agency to this project will not be greater than $10,000,000. Affordable Housing Project located at 1141 NW 3''d Ave, 242 NW 12th St, 234 NW 12th St and 224 NW 12th St. - A mixed -income, mixed -use development designed to create housing for existing community residents with affordability levels in the range of 60% to 120% of the AMI. The total estimated project cost is $78,778,357. The total grant from the Agency to this project will not be greater than $10,000,000. Mamma Hattie's House a grant to Girl Power Rocks, Inc, a not -for -profit to support the development of Mamma Hattie's House, which is a five -story mixed use -facility that will operate twenty -four -hours to include retail, support for start-up businesses, as a permanent home base for females ages 11- 21 who will soon age out of foster care, neglected, abused, transitioning from homelessness, exiting detention, and females enrolled in Girl Power Rocks, Inc. programs. The total grant from the Agency to this project will not exceed $5,000,000. Agency's Affordable Housing - A new affordable housing development consisting of a 5-story 24-unit building to be owned by the Agency. Funding for this project will be used directly for the construction, in the amount of approximately $10,000,000 of bond proceeds. Agencv's Parking Garage — A public parking garage to be owned by the Agency, consisting of 5 stories and approximately 300 parking spaces. Funding for this project will be used for the construction, in the amount of approximately $15,000,000 of bond proceeds. Agency Improvements to the 9" Street Pedestrian Mall— A new walkway in the heart of the Agency's district located at the N.W. 9tt' Street Pedestrian Mall. Funding for this project will be used directly for the construction in an amount no greater than $15,000,000 of the bond proceeds. Museum and Preservation of Art - Retrofit of a County -owned building (formerly the Women's Detention Center) for use as a museum and the preservation of art. The total grant for this project will not exceed $25,000,000. The net proceeds derived from the issuance and sale of the Series 2025A Bonds will be deposited into the Construction Fund, held by the Funds Trustee, and will only be used to (i) fund certain grants, the proceeds of which will be used to pay all or part of the costs related to 2025 Redevelopment Projects, (ii) fund the construction of the Agency's Affordable Housing and (iii) pay cost of issuance of the Series 2025A Bonds.. See "ESTIMATED SOURCES AND USES OF FUNDS" herein. Development/Grant Agreements The Agency will enter into separate development agreements with the developers of the 2025 Redevelopment Projects as such: Housing Trust Group, the developers of Rainbow Village I, Housing Trust Group and AM Affordable 6 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 139 4.5.c Housing, Inc. the developers of Courtside Apartments, Block 45, LLC the developers of Atlantic Station and Atlantic Pacific Communities, LLC, the developers of Culmer Gardens and Culmer Place. Each of the development agreements contemplates that a grant will be made by the Agency to a not -for -profit corporation (the "Non -Profit") which will loan the proceeds of the grant to an affiliate of the developer (the "Affiliate Lender") which will loan the proceeds of the grant to the developer. The proceeds of the loan will be in the amount of the grant from the Agency to the Non -Profit and will be disbursed by the Affiliate Lender pursuant to the terms of a funding agreement (the "Funding Agreement") by and between the lender providing the funds for the respective project (the "Lender"), the Agency, the Non -Profit, the developer, the Affiliate Lender and any other parties providing funds required for the development of the respective project. Pursuant to the Funding Agreement, the Lender will receive and disburse the proceeds of the grant from the Agency together with all other funds required to complete the respective project in accordance with the approved project budget, on a monthly basis based upon construction draw requests with appropriate lien waivers and other supporting documentation evidencing that the respective project is being completed in accordance with the plans and specifications in accordance with the approved budget. THE 2014 REDEVELOPMENT PROJECTS All of the redevelopment projects that were funded with the Series 2014 Bonds have been completed. Lyric Place - Block 25 - new construction of 158 affordable housing units consisting of (A) Phase I affordable housing units located at the intersection of NW 2nd Avenue and NW 9th Street, Miami, Florida, of which not less than 50% of the units will be dedicated for persons or families with incomes that do not exceed 60% of Area Media Income (AMI), and the balance of which will be dedicated for persons or families with incomes that do not exceed 120% of AMI and (B) Phase II affordable housing units located at the intersection of NW 2nd Avenue and NW 9th Street, Miami, Florida, of which not less than 50% of the units will be dedicated for persons or families with incomes that do not exceed 80% of AMI, and the balance of which will be dedicated for persons or families with incomes that do not exceed 150% of AMI. This project was completed in 2016. St. John Overtown Plaza - new construction of 90 affordable housing units located at NW 3' Avenue and 13th Street, Miami, Florida, 100% of which will be dedicated for persons or families with incomes that do not exceed 60% of AMI. This project is owned a private developer. This project was completed in 2020. Culmer Center Housing Development - new construction of 75 affordable housing units located adjacent to the Culmer Neighborhood Service Center at 1600 NW 3ra Avenue, Miami, Florida, 100% of the units of which will be dedicated for persons or families with incomes that do not exceed 60% of the AMI. This project is leased to a private developer. This project was completed in 2016. Town Park - rehabilitation of two existing housing communities, Town Park Village (consisting of the rehabilitation of an 18 building 147-unit affordable cooperative housing project built in 1970) and Town Park Plaza South (consisting of the rehabilitation of a 17 building, 116-unit affordable cooperative housing project built in 1971). These projects are owned by private individuals. These projects were completed in 2021. PLAN OF FINANCE Refunded Bonds To affect the refunding of the Refunded Bonds, the Agency will enter into an Escrow Deposit Agreement (the "Escrow Deposit Agreement") with Argent Trust Company, as escrow agent (the "Escrow Agent"). The moneys required to refund the Refunded Bonds will be made available upon the issuance of the Series 2025B Bonds. Conditioned on the issuance of the Series 2025B Bonds, the Refunded Bonds maturing on and will be irrevocably called for redemption and redeemed on , at a redemption price equal to 100% of the principal amount of the Refunded Bonds to be redeemed, plus accrued interest to the date fixed for redemption. 7 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 140 Pursuant to the terms of the Escrow Deposit Agreement, the City will deposit a portion of the proceeds of the Series 2025B Bonds, together with other available moneys of the City, in separate escrow deposit trust fund (an "Escrow Fund") held by the Escrow Agent and apply a portion thereof to the purchase of direct obligations of the United States of America (the "Refunding Securities"). The Refunding Securities, together with the interest thereon and a cash balance on deposit in the Escrow Funds are calculated to be sufficient to pay all principal of and interest on the Refunded Bonds to their redemption date. By deposit of the Refunding Securities and uninvested cash with the Escrow Agent pursuant to the Escrow Deposit Agreement as described above, it is the opinion of Bond Counsel (rendered in reliance upon the verifications of Robert Thomas CPA, LLC, described under "VERIFICATION OF MATHEMATICAL COMPUTATIONS" herein) that the Refunded Bonds will be deemed paid in accordance with, and no longer outstanding under, the provisions of the resolution pursuant to which such Refunded Bonds were issued. The maturing principal of and interest on the Refunding Securities and uninvested cash held by the Escrow Agent will not be available to pay the principal of, or interest on, the Series 2025 Bonds, nor shall any such amounts be available to pay any portion of the costs of the 2025 Redevelopment Projects. [Remainder of page intentionally left blank] 8 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 141 ESTIMATED SOURCES AND USES OF FUNDS 4.5.c The table that follows summarizes the estimated sources and uses of funds to be derived from the sale of the Series 2025 Bonds: SOURCES: Principal Amount of [Plus/less [net] Original Issue Discount/Premium] TOTAL SOURCES Series 2025A Bonds Series 2025B Bonds USES: Deposit to the Construction Fund' $ $ Deposit to Escrow Account Costs of Issuance(') Deposit to Reserve Account TOTAL USES * For Grants and Affordable Housing Project See "THE DEVELOPMENT PROJECTS" herein. (1) Includes underwriter's discount, financial advisory and legal fees and expenses, rating agency fees, Insurance Policy and miscellaneous other costs of issuance. DEBT SERVICE SCHEDULE The following table sets forth the debt service schedules for the Series 2025 Bonds. Bond Series 2025 Series 2025 Series 2025 Year Principal Interest Total Total Bonds 2025 $ $ $ $ 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 2041 2042 2043 2044 Total 9 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 142 DESCRIPTION OF THE SERIES 2025 BONDS 4.5.c General Each Series of the Series 2025 Bonds shall be issued as fully registered, book -entry only bonds in the denomination of $5,000 and integral multiples of thereof through the book -entry only system maintained by The Depository Trust Company, New York, New York. Each Series of Series 2025 Bonds shall be numbered consecutively from 1 upward preceded by the letter "R" prefixed to the number. The principal and redemption premium, if any, on the Series 2025 Bonds shall be payable upon presentation and surrender at the designated corporate trust office of at the designated office of Argent Trust Company, Tampa, Florida or its successors, as Bond Registrar and Paying Agent (the "Registrar"), and to pay, solely from such special revenues, interest (calculated on the basis of a 360-day year of twelve 30-day months) is payable semiannually on the first day of March and the first day of September of each year, commencing on March 1, 20[25]. Interest will be paid by check or draft mailed to the Registered Owner hereof at his address as it appears on the registration books of the Agency maintained by the Registrar at the close of business on the 15th day (whether or not a business day) of the month next preceding the interest payment date (the "Record Date") or by wire transfer to Registered Owners of $1,000,000 or more in principal amount of Bonds, irrespective of any transfer or exchange of such Bond subsequent to such Record Date and prior to such interest payment date, unless the Agency shall be in default in payment of interest due on such interest payment date. In the event of any such default, such defaulted interest shall be payable to the person in whose name such Bond is registered at the close of business on a special record date for the payment of such defaulted interest as established by notice by deposit in the U.S. mail, postage prepaid, by the Agency to the Registered Holders of Bonds not less than fifteen days preceding such special record date. Such notice shall be mailed to the persons in whose names the Bonds are registered at the close of business on the fifth (5th) day (whether or not a business day) preceding the date of mailing. Book -Entry Only System THE FOLLOWING INFORMATION CONCERNING DTC AND DTC'S BOOK -ENTRY ONLY SYSTEM HAS BEEN OBTAINED FROM SOURCES THAT THE AGENCY BELIEVES TO BE RELIABLE, BUT NEITHER THE AGENCY NOR THE UNDERWRITER TAKES ANY RESPONSIBILITY FOR THE ACCURACY OR COMPLETENESS THEREOF. The Depository Trust Company ("DTC"), New York, New York, will act as securities depository for the Series 2025 Bonds. Each Series of the Series 2025 Bonds will be issued as fully registered securities registered in the name of Cede & Co. (DTC's partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully -registered certificate will be issued for each maturity of each Series of the Series 2025 Bonds, each in the aggregate principal amount of such maturity, and will be deposited with DTC. DTC, the world's largest securities depository, is a limited -purpose trust company organized under the New York Banking Law, a "banking organization" within the meaning of the New York Banking Law, a member of the Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code, and a "clearing agency" registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non-U.S. equity issues, corporate and municipal debt issues, and money market instruments from over 100 countries that DTC's participants ("Direct Participants") deposit with DTC. DTC also facilitates the post -trade settlement among Direct Participants of sales and other securities transactions in deposited securities through electronic computerized book -entry transfers and pledges between Direct Participants' accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly -owned subsidiary of The Depository Trust & Clearing Corporation ("DTCC"). DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly ("Indirect Participants"). DTC has a Standard & Poor's rating: "AA+". The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com. Purchases of Series 2025 Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the Series 2025 Bonds on DTC's records. The ownership interest of each actual purchaser of each Series of Series 2025 Bond ("Beneficial Owner") is in turn to be recorded on the Direct and Indirect 10 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 143 4.5.E Participants' records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Series 2025 Bonds are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in Series 2025 Bonds, except in the event that use of the book -entry system for the Series 2025 Bonds is discontinued. To facilitate subsequent transfers, all Series 2025 Bonds deposited by Direct Participants with DTC are registered in the name of DTC's partnership nominee, Cede & Co. or such other name as may be requested by an authorized representative of DTC. The deposit of Series 2025 Bonds with DTC and their registration in the name of Cede & Co. or such other nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Series 2025 Bonds; DTC's records reflect only the identity of the Direct Participants to whose accounts such Series 2025 Bonds are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. Beneficial Owners of Series 2025 Bonds may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Series 2025 Bonds, such as redemptions and proposed amendments to the Series 2025 Bond documents. For example, Beneficial Owners of Series 2025 Bonds may wish to ascertain that the nominee holding the Series 2025 Bonds for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to the Registrar and request that copies of notices be provided directly to them. Redemption notices shall be sent to DTC. If less than all of a Series of the Series 2025 Bonds are being redeemed, DTC's practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed. Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to the Series 2025 Bonds unless authorized by a Direct Participant in accordance with DTC's MMI Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the Agency as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those Direct Participants to whose accounts the Series 2025 Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy). Principal and interest payments on the Series 2025 Bonds will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC's practice is to credit Direct Participants' accounts, upon DTC's receipt of funds and corresponding detail information from the Agency or Registrar on the payable date in accordance with their respective holdings shown on DTC's records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with Series 2025 Bonds held for the accounts of customers in bearer form or registered in "street name," and will be the responsibility of such Participant and not of DTC, the Registrar or the Agency, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal and interest payments to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of the Agency or the Registrar, disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants. DTC may discontinue providing its services as depository with respect to the Series 2025 Bonds at any time by giving reasonable notice to the Agency or Registrar. Under such circumstances, in the event that a successor depository is not obtained, Series 2025 Bond certificates are required to be printed and delivered. The Agency may decide to discontinue use of the system of book -entry only transfers through DTC (or a successor securities depository). In that event, Series 2025 Bond certificates will be printed and delivered to DTC. Thereafter, Series 2025 Bond certificates may be transferred and exchanged as described in the Resolution. THE AGENCY AND THE REGISTRAR WILL HAVE NO RESPONSIBILITY OR OBLIGATION TO THE BENEFICIAL OWNERS, DTC PARTICIPANTS OR THE PERSONS FOR WHOM DTC PARTICIPANTS 11 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 144 ACT AS NOMINEES WITH RESPECT TO THE SERIES 2025 BONDS, FOR THE ACCURACY OF RECORDS OF DTC, CEDE & CO. OR ANY DTC PARTICIPANT WITH RESPECT TO THE SERIES 2025 BONDS OR THE PROVIDING OF NOTICE OR PAYMENT OF PRINCIPAL OR INTEREST ON THE SERIES 2025 BONDS, TO DTC PARTICIPANTS OR BENEFICIAL OWNERS, OR THE SELECTION OF SERIES 2025 BONDS FOR REDEMPTION. Optional Redemption The Series 2025A Bonds maturing on or after March 1, shall be further subject to redemption, in whole or in part, at the option of the Agency at any time on or after March 1, , at a redemption price equal to the principal amount of the Series 2025A Bonds to be redeemed plus any accrued interest on such Series 2025A Bonds to the date fixed for redemption. If the Series 2025A Bonds are redeemed in part, then the Series 2025A Bonds may only be redeemed in an amount such that the unredeemed portion of the Series 2025A Bonds is in a denomination permitted under the Resolution. Mandatory Redemption The Series 2025A Bonds maturing on March 1, 20 will be subject to mandatory redemption prior to maturity, by lot, in such manner as the Registrar may deem appropriate, at a redemption price equal to par plus accrued interest to the redemption date, on March 1, 20 and on each March 1 thereafter, from moneys deposited in the Debt Service Account, in the following Amortization Requirements in the years specified: Year Amortization Requirements *Maturity Notice of Redemption Notice of redemption of the Series 2025 Bonds being redeemed shall be given by the deposit in the U.S. mails of a copy of said redemption notice, postage prepaid, at least thirty and not more than sixty days before the redemption date to all Registered Owners of the Series 2025 Bonds or portions of Series 2025 Bonds to be redeemed at their addresses as they appear on the registration books to be maintained in accordance with provisions hereof. Failure to mail any such notice to a Registered Owner of a Series 2025 Bond, or any defect therein, shall not affect the validity of the proceedings for redemption of any Series 2025 Bonds or portion thereof with respect to which no failure or defect occurred. Each notice shall set forth the date fixed for redemption of the Series 2025 Bonds being redeemed, the series designation of such Series 2025 Bond, the redemption price to be paid, the date of such notice, the original issue date of such Series 2025 Bond, the maturity date and rate of interest (or interest rate method) borne by each Series 2025 Bond being redeemed, any conditions to such redemption or the reservation of the Agency of the right to rescind such notice of redemption, the name, address and telephone number of the person designated by the Registrar to be responsible for such redemption and, if less than all of the Series 2025 Bonds then Outstanding shall be called for redemption, the distinctive numbers and letters, including CUSIP Numbers, if any, of such Series 2025 Bond to be redeemed and, in the case of Series 2025 Bonds to be redeemed in part only, the portion of the principal amount thereof to be redeemed. If any Series 2025 Bonds is to be redeemed in part only, the notice of redemption which relates to such Series 2025 Bond shall also state that on or after the redemption date, upon surrender of such Series 2025 Bond, new Series 2025 Bond or Series 2025 Bonds, in a principal amount equal to the unredeemed portion of such Series 2025 Bond will be issued. Any notice mailed as provided in the Resolution shall be conclusively presumed to have been duly given, whether or not the owner of such Series 2025 Bond receives such notice. In addition to the mailing of the notice described in the Resolution, each notice of redemption shall be sent to the Electronic Municipal Market Access System operated by the Municipal Securities Rulemaking Board or such other similar system hereafter established for similar disclosure purposes; provided however, that failure of such notice 12 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 145 or failure 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 in the Resolution. Notwithstanding the foregoing or any other provision of the Resolution, notice of optional redemption pursuant to the Resolution may be conditioned upon the occurrence or non-occurrence of such event or events as shall be specified in such notice of optional redemption and may also be subject to rescission by the Agency if expressly set forth in such notice. Replacement of Bonds Mutilated, Destroyed, Stolen or Lost In case any Series 2025 Bond shall become mutilated, or be destroyed, stolen or lost, the Agency may, in its discretion, issue and deliver, and the Registrar shall authenticate, a new Series 2025 Bond of like tenor as the Series 2025 Bond so mutilated, destroyed, stolen or lost, in exchange and substitution for such mutilated Series 2025 Bond upon surrender and cancellation of such mutilated Series 2025 Bond or in lieu of and substitution for the Series 2025 Bond destroyed, stolen or lost, and upon the Holder furnishing the Agency and the Registrar proof of his ownership thereof and satisfactory indemnity and complying with such other reasonable regulations and conditions as the Agency or the Registrar may prescribe and paying such expenses as the Agency and the Registrar may incur. All Series 2025 Bonds so surrendered or otherwise substituted shall be cancelled by the Registrar. If any of the Series 2025 Bonds shall have matured or be about to mature, instead of issuing a substitute Series 2025 Bond, the Agency may pay the same or cause the Series 2025 Bond to be paid, upon being indemnified as aforesaid, and if such Series 2025 Bonds be lost, stolen or destroyed, without surrender thereof. Any such duplicate Series 2025 Bonds issued pursuant to the Resolution shall constitute original, additional contractual obligations on the part of the Agency, whether or not the lost, stolen or destroyed Series 2025 Bond be at any time found by anyone, and such duplicate Series 2025 Bond shall be entitled to equal and proportionate benefits and rights as to lien on the Pledged Revenues to the same extent as all other Series 2025 Bonds issued under the Resolution. Additional Bonds and Parity Obligations Pursuant to the Resolution no Additional Bonds may be issued under the Resolution and no Parity Obligations may be hereafter issued or incurred, unless the Agency shall have first complied with the requirements of the Resolution. Additional Bonds may be issued from time to time, and Parity Obligations may be issued or incurred from time to time, for the purpose of financing Projects, for the purpose of refunding or refinancing Bonds, Parity Obligations or Subordinated Indebtedness, previously issued to pay the cost of or debt service on obligations of the Agency incurred to finance Projects, or other obligations of the Agency, including in each case, costs and expenses incidental thereto. (1) Additional Bonds and Parity Obligations may be issued or incurred upon compliance with the following requirements: (a) Amounts in the Tax Increment Revenue Bond Fund and the accounts and subaccounts therein are sufficient to satisfy the Reserve Requirements, the Rebate Amount and the Debt Service Requirements with respect to the Outstanding Bonds in the then -current Bond Year or the Agency has made provisions for the payment thereof in accordance with the Resolution, and the Agency must have complied with the covenants and provisions of the Resolution and any Supplemental Resolution hereafter adopted for the issuance of Additional Bonds or Parity Obligations, unless upon the issuance or incurrence of such Additional Bonds or Parity Obligations, the Agency will be in compliance with all such covenants and provisions. (b) A certificate of the Agency's Executive Director or an independent certified public accountant filed with the Executive Director reciting that, based on necessary information, the amount of Modified Pledged Tax Increment Revenues (as defined below), together with net investment earnings on the funds and accounts hereunder and available for the payment of debt service thereon, for the immediately preceding Fiscal Year, equaled at least one hundred fifty percent (150%) of the Maximum Annual Debt Service (including in such calculation the Bonds and Parity Obligations then Outstanding and the Additional Bonds and Parity Obligations proposed to be issued). (c) Each Supplemental Resolution authorizing the issuance of Additional Bonds shall recite that all of the covenants herein contained will be fully applicable to such Additional Bonds and Parity 13 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 146 4.5. Obligations as if originally issued hereunder. Except as otherwise provided in the Resolution, Additional Bonds and Parity Obligations issued pursuant to the terms and conditions of the Resolution shall be deemed on a parity with all Bonds and Parity Obligations then Outstanding, and all of the covenants and other provisions of the Resolution shall be for the equal benefit, protection and security of the Holders of any Bonds and Parity Obligations originally authorized and issued pursuant to the Resolution and the Holders of any Bonds or Parity Obligations evidencing additional obligations subsequently created within the limitations of and in compliance with this Article. (d) In the event any Additional Bonds or Parity Obligations are issued for the purpose of refunding any Bonds or Parity Obligations then Outstanding, the conditions of the Resolution shall not apply if (i) the final maturity date of the Additional Bonds or Parity Obligations being issued is not later than the final maturity date of the Bonds or Parity Obligations being refunded by such Additional Bonds, and (ii) the Debt Service Requirement for the then current or any future Bond Year with respect to such Additional Bonds or Parity Obligations does not exceed the Debt Service Requirement for the then current or any future Bond Year with respect to the Bonds or Parity Obligations being refunded by such Additional Bonds or Parity Obligations. The conditions of the Resolution shall apply to Additional Bonds and Parity Obligations issued to refund Subordinated Indebtedness and to Additional Bonds and Parity Obligations issued for refunding purposes which cannot meet the conditions of the first sentence in this paragraph (d). (e) Notwithstanding any other provision contained in the Resolution, the Agency may not issue any Additional Bonds or Parity Obligations if at the time of such issuance there shall have occurred an event of default which has not been cured or satisfied, unless such event of default shall be cured upon the issuance of such Additional Bonds or Parity Obligations. (2) The Agency may issue notes in anticipation of the issuance of Bonds which shall have such terms and details and be secured in such manner, not inconsistent with the Resolution, as shall be provided by ordinance or resolution of the Agency; provided, however, that such bond anticipation notes may be issued only if (i) the requirements of the Resolution for the issuance of Additional Bonds are satisfied or (ii) such bond anticipation notes are issued as Subordinated Indebtedness. (3) Subordinated Indebtedness may become parity indebtedness under the Resolution and be treated as Additional Bonds for all purposes thereof if as of the date of calculation at any time after the issuance thereof such Subordinated Indebtedness shall meet each of the requirements imposed upon the issuance of Additional Bonds by the Resolution, assuming, for purposes of said requirements, that such Subordinated Indebtedness shall be Additional Bonds issued on the date of calculation. In connection with such accession of Subordinated Indebtedness, the Agency shall either create a separate subaccount in the Reserve Account and fund the Reserve Requirement with respect thereto, to the extent applicable, or designate such Bonds as a Series secured by the Composite Reserve Subaccount and fund the increase in the Composite Reserve Requirement attributable thereto in accordance with the Resolution. If the aforementioned conditions are satisfied, the Subordinated Indebtedness shall be deemed to have been issued pursuant to the Resolution, and such Subordinated Indebtedness shall be considered Additional Bonds for all purposes provided in the Resolution. For the purposes of paragraph (1)(b) above, Modified Pledged Tax Increment Revenues is defined as follows: "Modified Pledged Tax Increment Revenues" means the Pledged Tax Increment Revenues received by the Agency in the immediately preceding Fiscal Year, modified to reflect the Pledged Tax Increment Revenues which the Agency would have received in such Fiscal Year (a) if (i) the total assessed valuation of the taxable real property in the Redevelopment Area used to determine the amount of Pledged Tax Increment Revenues to be received by the Agency in such Fiscal Year had been equal to the total assessed valuation of the taxable real property in the Redevelopment Area determined in the most recent Property Assessment Certification of the County Property Appraiser, or the total assessed valuation of such taxable real property after the final determination of all property assessment appeals to the property appraisal assessment board appointed under Florida law, whichever is most recent; and (ii) the millage rates of the taxing authorities contributing to the Redevelopment Trust Fund used to determine the amount of the Pledged Tax Increment Revenues to be received by the Agency in such Fiscal Year had such millage rates been reduced or rolled -back, in accordance with applicable law then in effect, to reflect the increase in the assessed valuation of the taxable real property in the Redevelopment Area set forth in clause (i) above, or the actual millage rates adopted by such taxing authorities subsequent to the most recent Property Assessment Certification referred to above, if then available; provided, however, that such Pledged Tax Increment Revenues determined in accordance with clause (i) and (ii) above shall be pro -rated for a partial year assessment, if applicable, and (b) with 14 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 147 respect to the amount of the Pledged Tax Increment Revenues received by the Agency in each Fiscal Year prior to Fiscal Year 2017, assuming that the provisions of 5.e of the 2007 lnterlocal Agreement were then in effect (Section 5.e of the 2007 lnterlocal Agreement provides that for Fiscal Years 2017 through 2030, the Agency may not budget in excess of 50% of the tax increment revenues collected from certain projects described in the 2007 lnterlocal Agreement and must return 45% of the tax increment revenues collected from such projects (the "2007 Interlocal Agreement TIF Revenues") to the taxing authorities which paid such revenues into the Redevelopment Trust Fund as provided therein, however the City has agreed to return its portion back to the Agency for the development of affordable housing by the Agency), thereby resulting in a reduction in the amount of the Pledged Tax Increment Revenues available to the Agency in each such Fiscal Year in an amount equal to the assumed 2007 Interlocal Agreement TIF Revenues for such Fiscal Year. SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025 BONDS General The payment of the principal of, premium, if any, and interest on the Series 2025 Bonds shall be secured forthwith equally and ratably by an irrevocable lien on the Pledged Revenues, all in the manner and to the extent provided in the Resolution, and, as provided in the Resolution, the Agency irrevocably pledged such Pledged Revenues, all to the payment of the principal of, premium, if any, and interest on the Series 2025 Bonds, the funding and maintaining of the reserves therefor as required in the Resolution and for all other payments as provided in the Resolution. Pledged Revenues, include certain funds and accounts established under the Resolution for the Series 2025 Bonds, whereas Pledged Tax Increment Revenues, are a larger component of the Pledged Revenues, and include Pledged Tax Increment Revenues not yet deposited into the funds and accounts established for the Series 2025 Bonds. As such, disclosure contained elsewhere in this Official Statement, including, but not limited to financial and other quantitative data, will often refer specifically to Pledged Tax Increment Revenues in lieu of all Pledged Revenues. The pledge and lien on Pledged Revenues securing the Series 2025 Bonds shall be prior and superior to all other liens or encumbrances on the Pledged Revenues; provided, however, that the pledge of and lien on the Pledged Tax Increment Revenues shall be on a parity with the pledge thereof and lien thereon securing any Parity Obligations and any Additional Bonds issued or incurred as provided in the Resolution. Notwithstanding the foregoing, however, nothing herein provided shall be deemed to grant or create a lien on any subaccount in the Construction Fund or Reserve Account created with respect to a particular Series of Bonds in favor of the owners of Bonds of any other Series. Each subaccount in the Construction Fund shall secure only the Series of Bonds with respect to which such subaccount was created. Each subaccount in the Reserve Account shall secure only the Series of Bonds expressly designated to be secured thereby. The Series 2025 Bonds may be secured by the Reserve Account or any subaccount therein. Is so secured a Reserve Requirement will be established with respect to the Series 2025 Bonds. In addition, nothing in the Resolution shall be deemed to grant or create a lien on any funds in the Rebate Account, including investment earnings thereon. "Bonds" means the Series 2025 Bonds, any unrefunded Series 2014 Bonds, and any Additional Bonds issued pursuant to the Resolution. "Parity Obligations" means obligations of the Agency, other than Bonds, and other obligations issued or incurred as permitted under the Resolution and secured by a lien on the Pledged Tax Increment Revenues on a parity with the lien thereon securing the Bonds as provided in the Resolution. See "LIABILITIES OF THE AGENCY — Commitment and Contingencies" herein. The "Pledged Revenues" are defined in the Resolution to mean Pledged Tax Increment Revenues and amounts held in the funds and accounts established by the Resolution, except that (i) amounts held in the Rebate Account shall be used solely for the purposes provided in the Resolution and (ii) amounts in the subaccounts in the Reserve Account and Construction Fund shall secure only the Series of Bonds for which it was established in accordance with the provisions hereof. The Series 2025 Bonds may be secured by the Reserve Account or any subaccount therein. If so secured, a Reserve Requirement will be established with respect to the Series 2025 Bonds. "Pledged Tax Increment Revenues" means Tax Increment Revenues, excluding for all purposes the 2007 lnterlocal Agreement TIF Revenues, the Gran Central Designated Area TIF Revenues, the Children's Tax Increment Revenues, the Miami World Center TIF Obligation, Downtown Retail Obligation, the Grand Central T1F Obligation, the City Obligation, the Gibson Park Obligation, and those revenues specifically excluded in the Redevelopment Act, all as more particularly set forth in the Resolution; provided, however, that the tax increment revenues generated within any additional areas designated to be included within the Redevelopment Area of the Agency and designated by the County and City to be slum or blighted areas within the meaning of the Redevelopment Act shall not constitute 15 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 148 Pledged Tax Increment Revenues hereunder and shall not be subject to the pledge and lien created by this Resolution, unless (a) the Redevelopment Plan is amended to include such additional areas, and tax increment revenues generated within such additional areas are required under the Act to be deposited in the Redevelopment Trust Fund and (b) the Resolution is supplemented to expressly pledge the Tax Increment Revenues generated within such additional areas to the payment of the Bonds. See "TAX INCREMENT REVENUE" herein. See "DESCRIPTION OF PLEDGED REVENUES — Certain Tax Increment Revenues not Included in Pledged Tax Increment Revenues" herein. Reserve Subaccount Pursuant to the Resolution, the Agency is authorized to establish a separate account within the Reserve Account for the benefit of the Series 2025 Bonds. The Series 2025 Bonds may be secured by a subaccount established in the Reserve Account. The Reserve Requirement with respect to the Series 2025 Bonds is $ , on the date of issuance of the Series 2025 Bonds there shall be on deposit therein from the proceeds from the issuance of the Series 2025 Bonds in the amount of the Reserve Requirement for the Series 2025. Flow of Funds The Resolution establishes a Redevelopment Trust Fund, and within the Redevelopment Trust Fund, the "SEOPW CRA Revenue Bond Trust Fund Account." The Resolution also establishes the "Construction Fund" and the "Tax Increment Revenue Bond Fund." Within the Tax Increment Revenue Bond Fund the Resolution establishes the following subaccounts, the "Debt Service Account," the "Reserve Account" and the "Rebate Account." Within the Reserve Account there is established the "Composite Reserve Subaccount." The Series 2025 Bonds will be secured by the Series 2025 Subaccount of the Reserve Account therein. The Pledged Tax Increment Revenues shall be deposited immediately upon receipt into the Redevelopment Trust Fund and then shall, upon receipt, immediately be deposited in the SEOPW CRA Revenue Bond Trust Fund Account and upon such deposit, shall be subject to the pledge and lien of the Resolution. The Series 2025 Bonds, any unrefunded Series 2014 Bonds, and other Parity Obligations issued in accordance with the terms of the Resolution shall be secured by a parity and equal lien on the Pledged Tax Increment Revenues on deposit in the SEOPW CRA Revenue Bond Trust Fund Account. As between the Series 2025 Bonds, any unrefunded Series 2014 Bonds and Parity Obligations, available Pledged Tax Increment Revenues shall be allocated as provided in the Resolution pro rata based upon the amounts (i) required to be deposited in such Fiscal Year under the Resolution with respect to the Series 2025 Bonds and any unrefunded Series 2014 Bonds and, (ii) required to be paid or deposited in such Fiscal Year under the instruments providing for such Parity Obligations for the payment of corresponding amounts; such allocations between the Series 2025 Bonds, any unrefunded Series 2014 Bonds and Parity Obligations shall be made at the same time; with the funding of the Reserve Account and Rebate Account and other amounts payable thereafter, in the order and as provided below. Subsidy Bond Payments, pledged to a Series of Bonds shall be deposited upon receipt into the Tax Increment Revenue Bond Fund and applied in the same manner as provided in the Resolution with respect to Pledged Tax Increment Revenues. Subject to the foregoing, in each Fiscal Year, Pledged Tax Increment Revenues shall be transferred from the SEOPW CRA Revenue Bond Trust Fund Account and deposited to the credit of the Tax Increment Revenue Bond Fund upon receipt in an amount sufficient to make the deposits required under section (a) "Disposition of Funds in the Tax Increment Revenue Bond Fund." (a) DISPOSITION OF FUNDS IN THE TAX INCREMENT REVENUE BOND FUND. Funds in the Tax Increment Revenue Bond Fund shall be applied in each Bond Year only in the following order and priority: (i) First, by deposit into the Debt Service Account an amount which, together with other amounts deposited therein will be equal to the Debt Service Requirement corning due during the then -current Bond Year with respect to Bonds and Parity Obligations, until there are sufficient funds then on deposit equal to the sum of the interest, principal and redemption payments due, respectively, on the Series 2025 Bonds, any unrefunded Series 2014 Bonds and Parity Obligations, on the interest and principal payment dates and redemption dates in such Bond Year. Deposits shall be increased or decreased to the extent required to pay principal, interest and redemption premiums next becoming due, after making allowance for any accrued and capitalized interest, and to make up any deficiency or loss that may otherwise arise in such fund or accounts. Notwithstanding anything in this subsection (a) to the contrary, if principal, interest or premium payments have been made on behalf of the Agency by a Bond Insurer or Credit Facility Provider or other entity insuring, guarantying or providing for the payment of the any Bonds, 16 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 149 4.5. moneys on deposit in the Debt Service Account and allocable to such Bonds shall be paid to such Bond Insurer or Credit Facility Provider or other entity insuring, guarantying or providing for the payment of Bonds having theretofore made a corresponding payment on the Bonds. (ii) There shall next be deposited to each subaccount of the Reserve Account, amounts, if any required by the Resolution. See Resolution — Section 7.04(1)(b) in Appendix B. (iii) Then, to the issuer of any Registrar, Paying Agent, remarketing agent or similar agent with respect to any Bonds, or to any party providing services in connection with Outstanding Bonds an amount equal to the fees and expenses of such persons accruing in such Bond Year. (iv) After the deposits required pursuant to subsections (i), (ii) and (iii) above, remaining Pledged Tax Increment Revenues in the Redevelopment Trust Fund shall be applied to make deposits to such other funds or accounts as shall be specified by the instrument providing for the issuance of Subordinated Indebtedness of such amounts as shall be necessary to pay debt service and other requirements with respect to Subordinated Indebtedness, as provided in the instrument providing for the issuance of such Subordinated Indebtedness. (v) After making the deposits required pursuant to subsections (i), (ii), (iii) and (iv) above, amounts available in the SEOPW CRA Revenue Trust Fund Account shall be redeposited into the Redevelopment Trust Fund and may be used and applied by the Agency for any lawful purpose of the Agency in accordance with the Redevelopment Act. Deposits required pursuant to this Section shall be cumulative and the amount of any deficiency in any Bond Year shall be added to the amount otherwise required to be deposited in the Bond Years thereafter until such time as all such deficiencies have been cured. (b) The Agency shall not be required to make any further payments into the Tax Increment Revenue Bond Fund, including the accounts therein, but excluding the face amount of any Reserve Product, when the aggregate amount of funds in the Debt Service Account and Reserve Account, including the subaccounts therein, available for the payment thereof, is at least equal to the aggregate principal amount of Bonds issued pursuant to this Resolution and then Outstanding, plus the amount of interest then due or thereafter to become due on said Bonds then Outstanding, or if all Bonds then Outstanding have otherwise been defeased pursuant to the Resolution. [Remainder of Page Intentionally Left Blank] 17 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 150 4.5.c BOND RESOLUTION FLOW OF FUNDS Required Fund Deposits Application of Moneys Redevelopment Trust Fund • Deposit all Tax Increment Revenues • Immediately deposit all Pledged Tax Increment Revenues into the SEOPW CRA Revenue Bond Trust Account Security for Bonds and Parity Obligations SEOPW CRA Revenue Bond Trust Fund Account • Deposit all Pledged Tax Increment Revenues • Immediately deposit all Pledged Tax Increment Revenues into the Tax Increment Revenue Bond Fund Tax Increment Revenue Bond Fund • Deposit all Pledged Tax Increment Revenues • Deposit all Pledged Tax Increment Revenues required to be deposited into the Debt Service Account Debt Service Account • Deposit an amount equal to the Debt Service Requirement coming due during the Bond Year with respect to Bonds and Parity Obligations • Payment of interest, principal and redemption payments coming due during the Bond Year on Bonds and Parity Obligations • Payment to any entity insuring, guarantying or providing for the payment of Bonds in the amount of any payment made by such entity on behalf of the Agency Reserve Account (The Series 2014A Bonds will not be secured by the Reserve Account or any subaccount therein.) • Deposit to each subaccount such amount necessary to reimburse any draws under and reinstate any Reserve Product in such subaccount • Deposit to each subaccount Pledged Tax Increment Revenues or a Reserve Product in an amount which, together with the funds on deposit therein, equals the Reserve Requirement for each subaccount • Payment of required principal, interest and redemption payments on Bonds and Parity Obligations to the extent moneys in the Debt Service Account are insufficient f Registrar, Paying Agent or Similar Agent • Payment to any Registrar, Paying Agent or similar agent with respect to any Bonds equal to the fees and expenses of such agent Subordinate Indebtedness • Payment of interest, principal and any other amounts due with respect to Subordinated Indebtedness Transfer Remaining Funds Rebate Account • Deposit from investment earnings, Pledged Revenues or other legally available funds the amount required by the Bond Resolution • Payment of the Rebate Amount to the United States as required by Section 9.06 of the Bond Resolution 18 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 151 4.5.c DESCRIPTION OF PLEDGED REVENUES General The Series 2025 Bonds are secured by the pledge of the Pledged Tax Increment Revenues deposited into SEOPW CRA Revenue Bond Trust Fund Account of the Redevelopment Trust Fund. See "SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025 BONDS — Flow of Funds" herein. The City and the County are required to make payments to the Redevelopment Trust Fund. Required payments to the Redevelopment Trust Fund are based on the preliminary assessed valuation of taxable real property for each year and are subject to modification due to subsequent adjustment to such assessed valuation based upon a successful appeal of the preliminary assessed valuation. This adjustment of preliminary assessed value to final assessed value may take up to two calendar years after the initial assessment. At that time the amount of the required payment to the Redevelopment Trust fund is adjusted downward to reflect the final assessed value. Pursuant to the Act, on or before January 1, The City and the County must appropriate and pay to the Redevelopment Trust Fund an amount equal to 95% of the difference between: (a) The amount of ad valorem taxes levied each year by that taxing authority, exclusive of any amount from any debt service millage, on taxable real property contained within the geographic boundaries of the Redevelopment Area, and (b) The amount of ad valorem taxes which would have been produced by the then current millage rate of that taxing authority, exclusive of any debt service millage, had it been applied to the assessed valuation of the taxable real property in the Redevelopment Area as of January 1, 1982 with respect to the original boundaries, 1985 with respect to the 1985 Park West Addition (defined herein) and 2009 with respect to the 2009 expanded boundaries based on the year the taxable real property was designated as a part of the Redevelopment Area. Current and future tax increment revenue accruing within the Redevelopment Area is predicated upon increases in assessed real property valuations in excess of taxable assessed values recognized for a specific base year. The incremental increase in ad valorem taxes is used to measure the amount of the contribution which must be appropriated and contributed by each taxing authority which is required to make payments. The City and the County cannot be compelled to levy ad valorem taxes to generate tax increment or to make such payments. The statutory obligation of a taxing authority to make the required payments to a community redevelopment trust fund continues for so long as a community redevelopment agency has indebtedness pledging tax increment revenues to the payment thereof outstanding. Certain Tax Increment Revenues not Included in Pledged Tax Increment Revenues Children's Trust Fund. Interlocal Agreement dated August 6, 2007, among the Children's Trust District, the Agency, the OMNI CRA and the City (the "Children's Trust Fund Interlocal Agreement"), provides that the portion of the Tax Increment Revenues derived from the imposition of a half -mil tax levied by the Children's Trust District against real property located within the Redevelopment Area (the "Children's Tax Increment Revenues") shall be excluded from the Pledged Tax Increment Revenues. See "DESCRIPTION OF PLEDGED REVENUES — Pledged Revenues — Historical Agency Obligations — Table" and "DESCRIPTION OF PLEDGED REVENUES — Pledged Revenues —Projected Agency Obligations — Table "herein. [The Gran Central Loan Agreement dated January 20, 1998, between the City and Gran Central Corporation (the "Gran Central Loan Agreement"), the City has agreed to utilize certain Tax Increment Revenues (the "Gran Central Designated Area TIF Revenues") for certain obligations described therein. The Gran Central Designated Area TIF Revenues shall be excluded from the Pledged Tax Increment Revenues. See "LIABILITIES OF THE AGENCY — Long -Term Obligations" herein.] Gibson Park. The Agency entered into a grant agreement with the City for the renovation of Gibson Park (the "Gibson Park Obligation"). The Agency agreed to make payments from Pledged Tax Increment Revenues to the City in an amount not to exceed $8 million, plus interest of approximately $6.1 million. Which equates to an annual payment of approximately $844,303 through 2030. See "LIABILITIES OF THE AGENCY - Commitment and Contingencies" herein. 19 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 152 City Obligation. The Agency entered into an interlocal agreement, effective November 8, 2016 (the "SFRTA Interlocal Agreement"), with the City and the South Florida Regional Transportation Agency, whereby starting in fiscal year 2018/2019 the Agency will contribute an amount not to exceed $17,528,049 towards the costs associated with the extension of the Tri-Rail passenger railway service to downtown Miami located within the Agency's redevelopment area. The City of Miami, in connection with pursuant to the SFRTA Interlocal Agreement may either (i) issue it's Special Obligation Non -Ad Valorem Revenue Bonds to pay the cost of the Tri-Rail extension or (ii) provide a loan to the Agency for payment of the Agency's obligations under the SFRTA lnterlocal Agreement (the "City Debt") and the Agency with pay debt service to the City secured by Tax Increment Revenues (or such other security agreed to by the City) for the payment of the City Debt (the "City Obligation"). See "LIABILITIES OF THE AGENCY - Commitment and Contingencies" herein. Economic Incentive Agreements. The Agency has committed under certain agreements with developers to make payments equal to a percentage of any Tax Increment Revenues received by the Agency with respect to improvements related to such projects. The following describes the projects which are subject to such obligations of the Agency. The Agency pursuant to the Amended and Restated Miami WorldCenter Economic Incentive Agreement dated as of February 21, 2017 among the Agency, Miami First, LLC, Miami Third, LLC, Miami Fourth, LLC, Miami A/I, LLC, Block G Phase I LLC, Block G Phase 2 LLC and Tower 2, LLC (collectively, the "WorldCenter Developers"), agreed to make payments to the WorldCenter Developers equal to 57% of the tax incremental tax revenues received by the Agency with respect to the improvements on the property minus certain deductions (the "Miami World Center TIF Obligation"). See "LIABILITIES OF THE AGENCY — Commitments and Contingencies" herein. The Agency pursuant to the Block 55 development Agreement dated as of October 1, 2018, as amended, by and between the Agency and Downtown Retail Associates LLC (the "Downtown Developer"), to make payments to the Downtown Developer equal to 70% of the tax incremental tax revenues received by the Agency with respect to the improvements on the property minus certain deductions ("Downtown Retail TIF Obligation"). See "LIABILITIES OF THE AGENCY — Commitments and Contingencies" herein. The Agency pursuant to the First Amended and Restated Covenant dated as of February 1, 2021 by and between the Agency and Grand Central Holdings, LLC (the "Grand Central Developer"), agreed to make payments to the Grand Central Developer equal to 65% of the tax incremental tax revenues received by the Agency with respect to the improvements on the property minus certain deductions (the "Grand Central TIF Obligation"). "). See "LIABILITIES OF THE AGENCY — Commitments and Contingencies" herein. 2007 Interlocal Agreement. The Agency entered into an lnterlocal Agreement dated December 31, 2007 among the Agency, the City, the County and the OMNI CRA (the "2007 Interlocal Agreement"), that provides for fiscal year 2017 through 2030, the Agency may not budget in excess of 50% of the tax increment revenues collected from certain projects described in the 2007 Interlocal Agreement. The Agency must return 45% of tax increment revenues collected from such projects to the taxing authorities which paid such revenues into the Redevelopment Trust Fund (the "2007 Interlocal Agreement TIF Revenues"). The 2007 Interlocal Agreement TIF Revenues shall be excluded from the Pledged Tax Increment Revenues. See "Properties Subject to 2007 Interlocal Agreement — Table," "Historical Taxable Assessed Values of Properties Subject to the 2007 lnterlocal Agreement— Table" and "Calculation of 2007 lnterlocal Agreement TIF Revenues Based on Fiscal Year 2024 Assessed Values — Table" directly below. See "DESCRIPTION OF PLEDGED REVENUES — Pledged Revenues —Pledged Tax Increment Revenues Available for Debt Service Based on 2024 Tax Year Values — Table" herein. 20 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 153 4.5.c Properties Subject to the 2007 lnterlocal Agreement Property Name 1 600 Biscayne 2 Lyric Village 3 Marquis West 4 Paramount Park (700 Biscayne Boulevard) 5 Logik Tower 6 Office Building 7 Crosswinds (Sawyer's Walk) 8 Miami Arena/Arena Adventure LLC 9 Flagler Develoment Co. 10 Ten Museum Park 11 900 Biscayne 12 Marina Blue (The Mist) 13 Overtown Transit Village (Miami Dade County) 14 Marquis (1100 Biscayne Boulevard) Total Roll Year (Jan 1) 2023 Address 666 Biscayne Blvd 919 NW 2nd Ave 127 NE llth Street 700 Biscayne Blvd 532 NW 1st Court 27 NE 9th St 249-263 NW 6th St 700 N Miami Ave 430-650 NW 1st Ave 1040 Biscayne Blvd 900 Biscayne Blvd 824 Biscayne Blvd 601-799 NW 1st Court 1100 Biscayne Blvd 2023 Tax Year Assessed Value $ 16,016,361 11,550,000 12,931,053 16,272,263 5,445,000 46,697,504 187,669,126 67,638,459 299,520,519 627,293,485 362,696,773 239,732,892 0 233,459,499 $2,126,922,934 Calculation of the 2007 lnterlocal Agreement TIF Revenues Based on Fiscal Year 2024 Assessed Values�1 County TIF City TIF Total TIF Tax Roll less Base Year Tax Roll less Tax Roll less Total County Base Year Base Year Estimated Millage City Millage Combined Tax Roll for (0.4704%) (0.7571%) Millage FY FY 2024 Times 95% Times 95% Times 95% 2024 $4,355,287,570 $18,002,317 $28,045,300 $46,047,617 Source: Miami -Dade County Property Appraiser Office and Agency Finance Department. '1) Fiscal Year 2024 revenues are based on the 2023 tax year. Millage Rates 2007 Interlocal Agreement TIF Revenues TIF Revenues Available to Agency 45%TIF 50%TIF County/City County/City $10,388,702 $35,658,915 The table below summarizes that established millage rates levied in the last ten (10) years by the City and the County for operations. Fiscal Year Ended Sept. 30 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 City of Miami 7.6465 7.6465 7.6465 7.4365 7.5865 7.5665 7.6665 7.6665 7.5539 7.6465 Source: Miami Dade County Property Appraiser Office. 21 Miami -Dade County 7.3256 7.3716 7.3716 7.3716 7.3716 7.3716 7.3716 7.3716 7.3716 7.2979 Total 14.9721 15.0181 15.0181 14.8081 14.9581 14.9381 15.0381 15.0381 14.9255 14.9444 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 154 4.5.c Future economic and fiscal developments, among other factors, will effect millage rates. The Agency cannot make any representations with respect to future millage rates of the City and the County Pledged Revenues Pledged Revenues are derived from taxable real property in the Redevelopment Area as of January 1, 1982 with respect to the original boundaries, 1985 with respect to the 1985 Park West Addition and 2009 with respect to the 2009 expanded boundaries. Pledged Revenues, include certain funds and accounts established under the Resolution for the Series 2025 Bonds, whereas Pledged Tax Increment Revenues, are a larger component of the Pledged Revenues, and include Pledged Tax Increment Revenues not yet deposited into the funds and accounts established for the Series 2025 Bonds. As such, the financial and other quantitative data, presented below, will often refer specifically to Pledged Tax Increment Revenues in lieu of all Pledged Revenues. The assessed valuation of taxable real property in the Redevelopment Area as of January 1, 1982 used for determining the incremental assessed valuation in future years is $78,305,502. The additional taxable real property in the Redevelopment Area as of January 1, 1985 and January 1, 2009 used for determining the incremental assessed valuation in future years is $37,461,910 and $94,245,513, respectively. The amount of Tax Increment Revenues (and therefore, Pledged Tax Increment Revenues) to be received in any future year is dependent on the assessed valuation of the taxable real property in the various portions of the Redevelopment Area as of January 1 of such year and the applicable millage rate used by the taxing authority in such year, the incremental increase in such valuation. Base Year Taxable Assessed Value Taxable Assessed Value Area Acreage Base Year In Base Year Original Boundaries 172 1982 $78,305,502 2009 Expanded Boundaries 392 2009 $94,245,513 1985 Park West Addition 86 1985 $37,461,910 TOTAL CRA 650 Source: Miami Dade County Property Appraiser Office. 22 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 155 4.5.c Table of Historical Incremental Revenues") Original West Park 2009 Boundaries Expansion Expanded Boundaries Total Incremental Revenues Tax Year City County City County City County City County Aggregate 2014 $ 8,045,982 $ 4,907,952 $132,289 $ 80,740 $ 241,073 $ 146,396 $8,419,344 $5,135,088 $13,554,432 2015 9,491,910 5,793,212 347,349 211,998 382,406 233,394 10,121,665 6,238,604 16,360,269 2016 10,525,607 6,424,109 363,837 222,061 483,646 295,185 11,373,090 6,941,355 18,314,445 2017 10,374,855 6,515,446 413,185 261,143 642,758 404,684 11,430,798 7,181,273 18,612,071 2018 10,374,855 6,515,446 642,758 404,684 413,185 261,143 11,430,798 7,181,273 18,612,071 2019 10,404,085 6,403,132 660,858 406,973 634,793 390,919 11,699,736 7,201,024 18,900,760 2020 10,601,252 6,528,016 746,198 459,216 111,071 684,916 12,458,736 7,672,148 20,130,884 2021 18,553,693 11,292,970 1,121,377 682,015 1,014,037 616,657 20,689,107 12,591,660 33,280,767 2022 17,758,099 10,803,587 1,085,022 658,650 3,009,153 1,832,075 21,852,274 13,294,312 35,146,586 2023 22,078,822 13,506,719 1,565,969 957,828 2,939,163 1,797,832 26,583,953 16,262,379 42,846,332 2024 23,650,986 15,183,020 1,694,995 1,087,565 2,699,319 1,731,732 28,045,300 18,002,317 46,047,617 Source: Miami Dade County Property Appraiser Office. z> Excludes Tax Increment Revenues deposited into the Redevelopment Trust Fund by the Children's Trust Fund because such amounts are not Pledged Tax Increment Revenues. See "DESCRIPTION OF PLEDGED REVENUES - Certain Tax Increment Revenues not Included in Pledged Tax Increment Revenues" herein. 23 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 156 4.5.c Southeast Overtown-Park West Historical Tax Increment Revenues Southeast Overtown CRA (Original Boundaries) FY 2023-2024 FY 2022-2023 FY 2021-2022 FY 2020-2021 FY 2019-2020 Preliminary Taxable Value of the Original District $3,677,587,568 $3,281,510,195 $2,626,890,437 2,655,557,550 1,690,815,198 Taxable Value Base Year - 1982 (78,305,502) (78,305,502) (78,305,502) (78,305,502) (78,305,502) Value Increment 3,599,282,066 3,203,204,693 2,548,584,935 2,577,252,048 1,612,509,696 Divided by 1,000 3,599.282 3,203,205 2,548,585 2,577,252 1,612,510 Multiply by 95% 3,419,318 3.043,044 2,421,156 2,448,389 1,531,884 City Operating Millage - Current Year 7.1364 7.5539 7.6665 7.6665 7.6665 County Operating Millage - Current Year 4.5740 4.6202 4.6669 4.6669 4.6669 Value of Tax Increment (City) $24,401,621 $22,986,854 $18,561,790 $18,770,578 $11,744,190 Value of Tax Increment (County) 15,639,960 14,059,474 $11,299,291 $11,426,389 $7,149,150 Adjustment to prior year taxable value (103,064,188) (100,660,250) (80,820,375) (14,073,887) (223,298,394) Divided by 1,000 (103,064) (100,660) (80,820) (14,074) (223,298) Multiply by 95% (97,911) (95,627) (76,779) (13,370) (212,133) City Operating Millage 7.6665 7.6665 7.6665 7.6665 7.6665 County Operating Millage 4.6669 4.6669 4.6669 4.6669 4.6669 Adjustment to Prior Year Tax Increment (City) ($750,635) ($733,126) ($588,629) ($102,503) ($1,626,321) Adjustment to Prior Year Tax Increment (County) ($456,941) ($446,283) ($358,322) ($62,397) ($990,006) Southeast Overtown CRA (1985 Park West Addition) Preliminary Tax Increment Value 443,002,750 454,227,066 445,763,818 204.486,069 196,892,966 Taxable Value Base Year - 1985 (37,461,910) (37,461,910) (37,461,910) (37,461.910) (37,461,910) Value Increment 405,540,840 416,765,156 408,301,908 167,024,159 159,431,056 Divided by 1000 405,541 416,765 408,302 167,024 159,431 Multiply by 95% 385,264 395,927 387,887 158,673 151,460 City Operating Millage - Current Year 7.1364 7.1364 7.1364 7.1364 7.1364 County Operating Millage - Current Year 4.5740 4.5740 4.5740 4.5740 4.5740 Value of Tax Increment (City) $2,749,397 $2,825,493 $2,768,115 $1,132,354 $1,080,876 Value of Tax Increment (County) $1,762,197 $1,810,970 $1,774,194 $725,770 $692,776 Adjustment by Value Adjustment Board (6,871,387) (7,088,890) 4,927,396 (13,193,727) (4,916,282) Divided by 1000 (6,871) (7,089) 4,927 (13,194) (4,916) Multiply by 95% (6,528) (6,734) 4,681 (12,534) (4,670) City Operating Millage 7.6665 7.6665 7.6665 7.6665 7.6665 County Operating Millage 4.6669 4.6669 4.6669 4.6669 4.6669 Adjustment to Prior Year Tax Increment (City) ($50,046) ($51,630) $35,887 ($96,092) ($35,806) Adjustment to Prior Year Tax Increment (County) ($30,465) ($31,429) $21,846 ($58,495) ($21,797) Southeast Overtown CRA (2009 Expanded Boundaries) Preliminary Tax Increment Value 349,648,239 314,048,299 274,732,883 246,897,494 211,307,829 Taxable Value Base Year - 2009 (94,245,513) (94,245,513) (94,245,513) (94,245,513) (94,245,513) Value Increment 255,402,726 219,802,786 180,487,370 152,651,981 117,062,316 Divided by 1000 255,403 219,803 180,487 152,652 117,062 Multiply by 95% 242,633 208,813 171,463 145,019 111,209 City Operating Millage - Current Year 7.1364 7.1364 7.1364 7.1364 7.1364 County Operating Millage - Current Year 4.5740 4.5740 4.5740 4.5740 4.5740 Value of Tax Increment (City) $1,731,523 $1,490,171 $1,223,629 $1,034,916 $793,633 Value of Tax Increment (County) $1,109,801 $955,109 $784,272 $663,319 $508,671 Adjustment by Value Adjustment Board (5,015,412) (1,562,658) (31,927,262) (13,563,392) (13,515,886) Divided by 1000 (5.015) (1,563) (31,927) (13,563) (13,516) Multiply by 95% (4,765) (1,485) (30,331) (12,885) (12,840) City Operating Millage 7.6665 7.6665 7.6665 7.6665 7.6665 County Operating Millage 4.6669 4.6669 4.6669 4.6669 4.6669 Adjustment to Prior Year Tax Increment (City) ($36,528) ($11,381) ($232,532) ($98,785) ($98,439) Adjustment to Prior Year Tax Increment (County) ($22,236) ($6,928) ($141,551) ($60,134) ($59,923) 24 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 157 Total Net Ad valorem (City) Total Net Ad valorem (County) Total Net Ad valorem $28,045,332 $18 002 317 $46,047,649 $26,505,419 $16,340 913 $42,846,332 $21,766,855 $13,379,731 $35,146,585 $20,646,298 $12.634 451 $33,280,749 4.5.: $11,851,797 $7,278,871 $19,130,669 Source: Miami Dade County Property Appraiser Office and Agency Finance Department. The following table show the future obligations of the Agency for tax years 2024 through 2042. Tax Year 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 2041 2042 Children's Trust Fund (1) $2,032,420 2,032,420 2,032,420 2,032,420 2,032,420 2,032,420 2,032,420 2,032,420 2,032,420 2,032,420 2,032,420 2,032,420 2,032,420 2,032,420 2,032,420 2,032,420 2,032,420 2,032,420 2,032,420 Future Agency Obligations 2007 Interlocal TIF Revenues (2) $4,038,225 4,038,225 4,038,225 4,038,225 4,038,225 4,038,225 4,038,225 4,038,225 4,038,225 4,038,225 4,038,225 4,038,225 4,038,225 4,038,225 4,038,225 4,038,225 4,038,225 4,038,225 4,038,225 Gibson Park Obligation (3) $847,056 850,182 853,904 861,589 865,660 869,791 City Obligation (4) Total $6,300,478 $13,218,179 6,300,478 13,221,305 6,300,478 13,225,027 6,300,478 13,232,712 6,300,478 13,236,783 6,300,478 13,240,914 6,300,478 12,371,123 6,300,478 12,371,123 6,300,478 12,371,123 6,300,478 12,371,123 6,300,478 12,371,123 6,300,478 12,371,123 6,300,478 12,371,123 6,300,478 12,371,123 6,300,478 12,371,123 6,300,478 12,371,123 6,300,478 12,371,123 6,300,478 12,371,123 6,300,478 12,371,123 Source: Agency Finance Department. (u Based on 2024 tax year. Reflects the Agency's obligation to remit to the Children's Trust Fund the amount of its deposit to the Redevelopment Trust Fund pursuant to the Children's Trust Fund Interlocal Agreement. See "DESCRIPTION OF PLEDGED REVENUES — Certain Tax Increment Revenues not Included in Pledged Tax Increment Revenues" herein. (2) Based on 2024 tax year. Return of 45% of City and County deposits to the Redevelopment Trust Fund pursuant to the 2007 Interlocal Agreement. See "DESCRIPTION OF PLEDGED REVENUES — Certain Tax Increment Revenues not Included in Pledged Tax Increment Revenues" herein. to Actual Debt Service. Gibson Park Debt Service is payable on parity with debt service on the Series 2025 Bonds. (4) Will be kept by the CRA to fund projects providing affordable housing units at 50-60% of Area Median Income. [Remainder of page intentionally left blank] 25 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 158 4.5.c The following table shows the Pledged Tax Increment Revenues available for debt service for tax year 2024 through 2040 based on 2024 tax year values. Pledged Tax Increment Revenues Available for Debt Service Based on 2024 Tax Year Values Tax Year 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 City Tax Increment Revenue Contribution $28,045,332 28,045,332 28,045,332 28,045,332 28,045,332 28,045,332 28,045,332 28,045,332 28,045,332 28,045,332 28,045,332 28,045,332 28,045,332 28,045,332 28,045,332 28,045,332 28,045,332 Source: Miami Dade County Property Appraiser «� Based on 2024 tax year. County Tax Increment Revenue Contribution $18,002,317 18,002,317 18,002,317 18,002,317 18,002,317 18,002,317 18,002,317 18,002,317 18,002,317 18,002,317 18,002,317 18,002,317 18,002,317 18,002,317 18,002,317 18,002,317 18,002,317 Office and Agency Gross Tax Increment Revenues Deposited to Redevelopment Trust Fund $46,047,649 46,047,649 46,047,649 46,047,649 46,047,649 46,047,649 46,047,649 46,047,649 46,047,649 46,047,649 46,047,649 46,047,649 46,047,649 46,047,649 46,047,649 46,047,649 46,047,649 Finance Department. Pledged Less Tax Obligations Increment Revenues $13,218,179 $32,829,470 13,221,305 32,826,344 13,225,027 32,822,622 13,232,712 32,814,937 13,236,783 32,810,866 13,240,914 32,806,735 12,371,123 33,676,526 12,371,123 33,676,526 12,371,123 33,676,526 12,371,123 33,676,526 12,371,123 33,676,526 12,371,123 33,676,526 12,371,123 33,676,526 12,371,123 33,676,526 12,371,123 33,676,526 12,371,123 33,676,526 12,371,123 33,676,526 [Remainder of page intentionally left blank] 26 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 159 4.5.c Gross Tax Tax Increment Year Revenues 2024 $46,047,617 2025 46,047,617 2026 46,047,617 2027 46,047,617 2028 46,047,617 2029 46,047,617 2030 46,047,617 2031 46,047,617 2032 46,047,617 2033 46,047,617 2034 46,047,617 2035 46,047,617 2036 46,047,617 2037 46,047,617 2038 46,047,617 2039 46,047,617 2040 46,047,617 2041 46,047,617 2042 46,047,617 Projected Debt Service Coverage Calculation Based on 2024 Tax Year Values Less: Less: Global Global Less: Agreement Agreemen Gibson Payment t Payment Less: Pledged Park City County Children' Tax Debt Portion Portion s Trust Increment Service (45%) (45%) Fund Revenues $6,300,478 $4,038,225 $32,829,438 $847,056 $2,032,420 850,182 6,300,478 4,038,225 2,032,420 32,826,312 6,300,478 4,038,225 2,032,420 32,822,590 853,904 6,300,478 4,038,225 2,032,420 32,814,905 861,589 6,300,478 4,038,225 2,032,420 32,810,834 865,660 869,791 6,300,478 4,038,225 2,032,420 32,806,703 6,300,478 4,038,225 2,032,420 33,676,494 6,300,478 4,038,225 2,032,420 33,676,494 6,300,478 4,038,225 2,032,420 33,676,494 6,300,478 4,038,225 2,032,420 33,676,494 6,300,478 4,038,225 2,032,420 33,676,494 6,300,478 4,038,225 2,032,420 33,676,494 6,300,478 4,038,225 2,032,420 33,676,494 6,300,478 4,038,225 2,032,420 33,676,494 6,300,478 4,038,225 2,032,420 33,676,494 6,300,478 4,038,225 2,032,420 33,676,494 6,300,478 4,038,225 2,032,420 33,676,494 6,300,478 4,038,225 2,032,420 33,676,494 6,300,478 4,038,225 2,032,420 33,676,494 Ex -c Series Projected Plea O O Series 2025 Aggregate Debt T U) 2014 Debt Debt Debt Service Incre s t Service Service Service Coverage Rev4 $4,508,00 0 d 4,502,500 y 4,498,750 y 4,491,375 0 4,485,000 4,454,000 c 0 5,350,500 CO u, N N Ul G) a) to O O 0. O. 1) Estimated preliminary numbers based on current market conditions. Subject to Change. 2) Gibson Park Debt Service is payable on parity with debt service on the Series 2025 Bonds. [Remainder of page intentionally left blank] 27 u1 ti c d E d to To w 0 E 0 a O E O u- .c K W (14.) ti d C a) E .c 0 co 4- Q Packet Pg. 160 MANAGEMENT DISCUSSION OF BUDGET AND FINANCES 4.5.c The following discusses certain aspects of the Agency's current financial position and projected finances for Fiscal Years 2023 through 2024. Fiscal Year 2023 Results The liabilities of the Agency exceeded its assets at the close of its most recent fiscal year by $37,123,827. Of this amount, $16,191 was invested in capital assets net of related debt, resulting in $20,932,153 (unrestricted net position) available to meet the Agency's obligations to citizens in the Southeast Overtown area. At the close of the of fiscal year 2023, the Agency's governmental funds reported combined ending fund balances of $51,681,649, an increase of $6,702,770 in comparison with the prior year. This significant increase was mainly a result of the sale of certain land and infrastructure during the fiscal year. See "Budgeted Revenues, Expenditures and Net Changes in Fund Balance for the General Fund for Fiscal Year ended September 30, 2023, and Actual Revenues and Expenditures for year to date through [July] 30, 2024" below. [Remainder of page intentionally left blank] 28 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 161 4.5.c The following table provides the original Fiscal Year ended September 30, 2023, adopted budget, the mid- year amended Fiscal Year ended September 30, 2023, Budget and actual revenues and expenditures through September 30, 2023, to the original Fiscal Year ended September 30, 2023 adopted budget: Budgeted Revenues, Expenditures and Net Changes in Fund Balance for the General Fund for Fiscal Year ended September 30, 2023 and Actual Revenues and Expenditures through September 30, 2023 Revenues Tax Increment Revenues Rental Income Investment Income Other Total Revenues Expenditures Current General Government Community Redevelopment Debt Service Principal Interest Total Expenditures Excess (deficiency) of revenues over (under) expenditures Other Financing Sources (Uses): Transfer In Transfer Out Net Carryover Fund Balance Original $ 44,486,601 Final Actual $ 44,486,601 $ 44,667,530 118,301 2,192,426 1,336,584 $ 44,486,601 $ 44,486,601 $ 48,354,841 $ 3,013,715 81,011,680 $ 3,013,715 81,011,680 $ 84,025,395 $ 3,923,229 32,935,432 267,709 12,291 $ 84,025,395 $ 37,138,661 ($39,538,794) ($ 4,510,625) 44,049,419 ($39,538,794) 11,216,180 ($ 4,510,625) ($ 4,510,625) 44,049,419 Total Other Financing Sources (uses) $ 39,538,794 $ 39,538,794 ($ 4,510,625) Net Change In Fund Balance Fund Balance - Beginning Fund Balance - Ending Source: Agency Financial Statement. 29 6,705,594 44,976,055 $51,681,649 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 162 4.5.c Fiscal Year 2024 Operations The Agency's original Fiscal Year 2024 Budget was adopted on September 28, 2023. The following table provides the original Fiscal Year ending September 30, 2024, adopted budget, the mid- year amended Fiscal Year ending September 30, 2024 Budget and unaudited actual revenues and expenditures through September 30, 2024: Budgeted Revenues, Expenditures and Net Changes in Fund Balance for the General Fund for Fiscal Year ended September 30, 2024 and Actual Revenues and Expenditures Year to Date through September 30, 2024 Revenues Tax Increment Revenues Children Trust Fund Parking Fees Disposition of Land Other Interest Net unrealized loss on fair value of investment Original $47,737,361.00 1,824,080.00 Final $47,737,361.00 1,824,080.00 Actual (Unaudited) $46,047,617.00 2,032,420.00 370,484.20 2,485,334.83 Total Revenues Expenditures Current General Government Community Redevelopment Total Expenditures Excess (deficiency) of revenues over (under) expenditures Other Financing Sources (Uses): Transfer In Transfer Out Net Carryover Fund Balance Total Other Financing Sources (uses) Net Change In Fund Balance Fund Balance — Beginning Fund Balance — Ending Source: Agency Finance Department. $49,561,441.00 $49,561,441.00 $ 3,464,918.00 98,716,122.00 $ 3,464,918.00 98,716,122.00 $102,181,040.00 $102,181,040.00 ($52,619,599.00) ($4,508,000.00) $57,127,599.00 ($52,619,599.00) ($4,508,000.00) $57,127,599.00 52,619,599.00 52,619,599.00 $50,935,856.03 $ 3,464,918.00 51,432,869.03 $54,897,787.03 ($3,961,931.00) ($4,508,000.00) (8,469,931.00) $51,681,549.00 $43,211,618.00 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 30 Packet Pg. 163 4.5.c Adoption of Investment Policy and Debt Management Policy Pursuant to an Interlocal Agreement the City acts as fiduciary for the Agency and therefore the Agency uses the City's Investment and Debt Management Policies. The City adopted a detailed written investment policy on August 23, 2007, that applies to all cash and investments held or controlled by the City and identified as "general operating funds." of the Investment Policy does not apply to the City's Pension Funds, Deferred Compensation & Section 401(a) Plans, and such funds related to the issuance of debt where there are other existing policies or indentures in effect for such funds. Additionally, any future revenues, which have statutory investment requirements conflicting with the City's Investment Policy and funds held by State agencies (e.g. Department of Revenue), are not subject to the provisions of the policy. The primary objective of the investment program is the safety of the principal of those funds within the portfolios. Investment transactions shall seek to keep capital losses at a minimum, whether they are from securities defaults or erosion of market value. To attain this objective, diversification is required so that potential losses on individual securities do not exceed the income generated from the remainder of the portfolio. The portfolios are required to be managed in such a manner that funds are available to meet reasonably anticipated cash flow requirements in an orderly manner. Return on investment is of least importance compared to the safety and liquidity objectives described in the policy. In accordance with the City's Administrative Policies, the responsibility for providing oversight and direction in regard to the management of the investment program resides with the City's Director of Finance. The Director of Finance has established written procedures for the operation of the investment portfolio and a system of internal accounting and administrative controls. The City's investment policy may be modified from time to time by the City Commission. Subject to the exceptions in the City's investment policy, the City may invest in the following types of securities: (a) The Florida Local Government Surplus Funds Trust Fund, (b) United States Government Securities, (c) United States Government Agencies, (d) Federal Instrumentalities, (e) Interest Bearing Time Deposit or Savings Accounts, (f) Repurchase Agreements, (g) Commercial Paper, (h) Corporate Notes, (i) Bankers' Acceptances, (j) State and/or Local Government Taxable and/or Tax -Exempt Debt, (k) Registered Investment Companies (Money Market Mutual Funds) and (1) Intergovernmental Investment Pool. Also, the City may invest in investment products that include the use of derivatives. Currently, the City does not own any derivative products. As of April 30, 2014, 100% of the City's investment portfolio was invested in Federal Instrumentalities. On July 21, 1998 the City adopted a Debt Management Policy to provide guidance governing the issuance, management, continuing evaluation of and reporting on all debt obligations issued by the City. Additionally, the Policy is to provide guidance in the preparation and implementation necessary for debt management compliance. It is the responsibility of the City's Finance Committee to review and make recommendations regarding the issuance of debt obligations and the management of outstanding debt. The following policies concerning the issuance and management of debt were established in the Debt Management Policy: (a) the City will not issue debt obligations or use debt proceeds to finance current operations; (b) the City will utilize debt obligations only for acquisition, construction or remodeling of capital improvement projects that cannot be funded from current revenue sources or in such cases wherein it is more equitable to the users of the projects to finance the project over its useful life; and (c) the City will measure the impact of debt service requirements of outstanding and proposed debt obligations on single year, five, ten and twenty year periods. Pursuant to the Debt Management Policy, the City's debt issuance is subject to the following constraints: (i) the Net Debt Per Capita and the Net Debt to Taxable Assessed Value percentages, which shall be determined by the Finance Committee by bench marking the City to current industry standards, and (ii) the maximum maturity shall be the earlier of (a) the estimated useful life of the capital improvements being financed or (b) thirty years or (c) in the event debt was issued to refinance outstanding debt obligations the final maturity of the debt obligations being refinanced, unless a longer teen is recommended by the Finance Committee. The City is currently in compliance with its Investment Policy and Debt Management Policy. Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 31 Packet Pg. 164 4.5.c LIABILITIES OF THE AGENCY Fund Balances At fiscal year ended September 30, 2023, the agency reported the following governmental fund balances: • Non spendable fund balance — these amounts represent the long-term portion of the loan receivable that cannot be spent because it is not in spendable form. • Restricted fund balance — these amounts are restricted to specific purposes stipulated by the Tax Increment Revenue Bonds, Series 2014A bond resolution. • Committed fund balance - these amounts can only be used for specific purposes pursuant to constraints imposed by the Board of the Agency. The items cannot be removed unless the Board removes it in the same manner it was implemented. See "APPENDIX C: FINANCIAL STATEMENTS OF THE AGENCY FOR FISCAL YEAR ENDED SEPTEMBER 30, 2023" attached hereto. Special Benefit Plans (a) 401(a) Deferred Compensation Plan All employees, including executives and general employees, of the Agency are eligible, after one year of service, to join the ICMA Retirement Trust 401(a) Deferred Compensation Plan (the Plan). The Plan agreement requires the Agency to contribute 15% of each executive employee's earnable compensation, and 5% of each general employee's earnable compensation. Contributions by executive and general employees are not required. Participants may withdraw funds at retirement or upon separation based on a variety of payout options. The following information relates to the Agency's participation in the 401(a) Deferred Compensation Plan: (b) 401(a) Deferred Compensation Plan (continued) (c) Current year's payroll for executive employees $ 808,316 Current year's payroll for general employees 853,600 Current year's employer contributions for: Executive employees (15% rate) 75,905 General employees (5% rate) 20,900 457(b) Deferred Compensation Plan All employees, including executives and general employees, of the Agency are eligible to join the United States Conference of Mayors 457(b) Deferred Compensation Plan (the Plan). The Plan agreement requires the Agency to contribute 2-5% of each executive employee's earnable compensation, and is not required to contribute to general employee participants. Contributions by executive and general employees are not required. Participants may withdraw funds at retirement or upon separation based on a variety of payout options. The following information relates to the Agency's participation in the 457(b) Deferred Compensation Plan: Current year's payroll for executive employees Current year's employer contributions for: Executive employees (2-5% rate) Commitment and Contingencies. $375,316 10,840 (a) The Agency is contractually obligated for approximately $11.1 million as of September 30, 2023, for construction projects. Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 32 Packet Pg. 165 4.5.c (b) The Agency is a defendant in several legal actions. The outcome of these actions cannot be determined at this time. Management of the Agency believes that any liability from these actions will not have a material effect on the Agency's financial condition. (c) During fiscal year 2010, the Agency entered into a grant agreement with the City, with two subsequent amendments during fiscal year 2012, in an amount not to exceed $8 million, plus interest of approximately $6.1 million, for the renovation of Gibson Park. Payments on the grant will be made through fiscal year 2030, and are secured by the Tax Increment Revenues. See "SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2025A BONDS — General and "DESCRIPTION OF PLEDGED REVENUES — Certain Tax Increment Revenues not Included in Pledged Tax Increment Revenues" herein. (d) In fiscal year 2015, the Agency entered into an economic incentive agreement with WorldCenter Developers in connection with the development of the Miami World Center mixed -use project. The economic incentive agreements provide for payment to the WorldCenter Developers of a percentage of Tax Increment Revenues generated from the project. The Agency paid the amount of $4.9 million in fiscal year 2023. See "DESCRIPTION OF PLEDGED REVENUES — Certain Tax Increment Revenues not Included in Pledged Tax Increment Revenues" herein. (e) In fiscal year 2015, the Agency entered into an interlocal agreement, effective November 8, 2016 (the "SFRTA Interlocal Agreement"), with the City and the South Florida Regional Transportation Agency, whereby starting in fiscal year 2018/2019 the Agency will contribute an amount not to exceed $17,528,049 towards the costs associated with the extension of the Tri-Rail passenger railway service to downtown Miami located within the Agency's redevelopment area (the "City Obligation"). The SFRTA Interlocal Agreement obligation will be enforced when notice is given that the Tri-Rail Downtown Link is substantially complete and operational, and certain parts of the Miami Central Station are substantially complete and the assessed taxable value is at least $175,000,000. Within 12 months of receiving said notice, the City will use commercially reasonable efforts to issue bonds or procure an alternative credit facility to meet its obligation (the "City Debt"). The Tri-Rail Downtown Link service has been completed and operational as of January 2025. See "DESCRIPTION OF PLEDGED REVENUES — Certain Tax Increment Revenues not Included in Pledged Tax Increment Revenues" herein. (f) In fiscal year 2019, the Agency entered into an economic incentive agreement with Downtown Retail Associates, LLC (the "Downtown Developer") for the development of Block 55. This project will be developed as a mixed -use development of not less than 250,000 square feet of retail, office, restaurant and entertainment uses and not less than 500 residential units. As a development incentive, the Agency shall pay to the Downtown Developer an incentive payment equal to up to 70% of the Tax Increment Revenue generated from this project. See "DESCRIPTION OF PLEDGED REVENUES — Certain Tax Increment Revenues not Included in Pledged Tax Increment Revenues" herein. (g) In fiscal year 2021, the Agency entered into an economic incentive agreement with Grand Central Miami Holdings, LLC (the "Grand Central Developer") for the development of Block 46. This project contains eighty (80) affordable housing rental units. As a development incentive, the Agency shall pay to the Grand Central Developer an incentive payment equal to up to 65% of the Tax Increment Revenue generated from this project. See "DESCRIPTION OF PLEDGED REVENUES — Certain Tax Increment Revenues not Included in Pledged Tax Increment Revenues" herein. LEGAL MATTERS Certain legal matters incident to the validity of the Series 2025 Bonds are subject to the approval of Bryant Miller Olive P.A. Bond Counsel, Miami, Florida whose approving opinion in the form attached hereto as "APPENDIX D - FORM OF BOND COUNSEL OPINION" will be furnished without charge to the purchasers of the Series 2025 Bonds at the time of their delivery. The actual legal opinion to be delivered may vary from that text if necessary to reflect facts and law on the date of delivery. The opinion will speak only as of its date and subsequent distribution thereof by recirculation of the Official Statement or otherwise shall create no implication that Bond Counsel has reviewed or expresses any opinion concerning any of the matters referenced in the opinion subsequent to its date. Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 33 Packet Pg. 166 4.5.c While Bond Counsel has participated in the preparation of certain portions of this Official Statement, it has not been engaged by the Agency to confirm or verify, and except as may be set forth in an opinion of Bond Counsel delivered to the Underwriter, Bond Counsel will express no opinion as to the accuracy, completeness or fairness of any statements in this Official Statement, or in any other reports, financial information, offering or disclosure documents or other information pertaining to the Agency or the Series 2025 Bonds that may be prepared or made available by the Agency, the Underwriter or others to the holders of the Series 2025 Bonds or other parties. Certain legal matters will be passed upon for the Agency by the City Attorney of the City of Miami, Florida (acting as General Counsel for the Agency), and by Weiss Serota Helfman Cole + Bierman, PL, Miami, Florida, Disclosure Counsel to the Agency. While the Agency Board is separate, distinct body corporate and politic from the City, the Agency, for financial reporting purposes, is a component unit of the City. LITIGATION There is no pending or, to the knowledge of the Agency, any threatened litigation against the Agency of any nature whatsoever which in any way questions or affects the validity of the Series 2025 Bonds, or any proceedings or transactions relating to their issuance, sale, execution, or delivery, or the adoption of the Resolution, or the levy or collection of the Tax Increment Revenues (inclusive of the Pledged Tax Increment Revenues). Neither the creation, organization or existence, nor the title of the present members of the Agency Board or other officers of the Agency is being contested. DISCLOSURE REQUIRED BY FLORIDA BLUE SKY REGULATIONS Rule 69W-400.003, Rules of Government Securities, promulgated by the Office of Financial Regulation of the Financial Services Commission, under Section 517.051(1), Florida Statutes ("Rule 69W- 400.003"), requires the Agency to disclose each and every default as to the payment of principal and interest with respect to obligations issued by the Agency after December 31, 1975. Rule 69W-400.003 further provides, however, that if the Agency in good faith believes that such disclosures would not be considered material by a reasonable investor, such disclosures may be omitted. The Agency has not defaulted on the payment of principal or interest with respect to obligations issued by the Agency after December 31, 1975. TAX MATTERS General The Code establishes certain requirements which must be met subsequent to the issuance of the Series 2025 Bonds in order that interest on the Series 2025 Bonds be and remain excluded from gross income for purposes of federal income taxation. Non-compliance may cause interest on the Series 2025 Bonds to be included in federal gross income retroactive to the date of issuance of the Series 2025 Bonds, regardless of the date on which such non- compliance occurs or is ascertained. These requirements include, but are not limited to, provisions which prescribe yield and other limits within which the proceeds of the Series 2025 Bonds and the other amounts are to be invested and require that certain investment earnings on the foregoing must be rebated on a periodic basis to the Treasury Department of the United States. The Agency has covenanted in the Resolution with respect to the Series 2025 Bonds to comply with such requirements in order to maintain the exclusion from federal gross income of the interest on the Series 2025 Bonds. In the opinion of Bond Counsel, assuming compliance with certain covenants, under existing laws, regulations, judicial decisions and rulings, interest on the Series 2025 Bonds is excluded from gross income for purposes of federal income taxation. Interest on the Series 2025 Bonds is not an item of tax preference for purposes of the federal alternative minimum tax; however, interest on the Series 2025 Bonds may be included in the "adjusted financial statement income" of certain "applicable corporations" that are subject to the 15-percent alternative minimum tax under section 55 of the Code. Except as described above, Bond Counsel will express no opinion regarding other federal income tax consequences resulting from the ownership of, receipt or accrual of interest on, or disposition of the Series 2025 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 34 Packet Pg. 167 4.5.c Bonds. Prospective purchasers of the Series 2025 Bonds should be aware that the ownership of the Series 2025 Bonds may result in collateral federal income tax consequences, including (i) the denial of a deduction for interest on indebtedness incurred or continued to purchase or carry the Series 2025 Bonds; (ii) the reduction of the loss reserve deduction for property and casualty insurance companies by fifteen percent (15%) of certain items, including interest on the Series 2025 Bonds; (iii) the inclusion of interest on the Series 2025 Bonds in earnings of certain foreign corporations doing business in the United States for purposes of the branch profits tax; (iv) the inclusion of interest on the Series 2025 Bonds in passive income subject to federal income taxation of certain Subchapter S corporations with Subchapter C earnings and profits at the close of the taxable year; and (v) the inclusion of interest on the Series 2025 Bonds in "modified adjusted gross income" by recipients of certain Social Security and Railroad Retirement benefits for the purposes of determining whether such benefits are included in gross income for federal income tax purposes. As to questions of fact material to the opinion of Bond Counsel, Bond Counsel will rely upon representations and covenants made on behalf of the Agency, certificates of appropriate officers and certificates of public officials (including certifications as to the use of proceeds of the Series 2025 Bonds and of the property financed or refinanced thereby), without undertaking to verify the same by independent investigation. PURCHASE, OWNERSHIP, SALE OR DISPOSITION OF THE SERIES 2025 BONDS AND THE RECEIPT OR ACCRUAL OF THE INTEREST THEREON MAY HAVE ADVERSE FEDERAL TAX CONSEQUENCES FOR CERTAIN INDIVIDUAL AND CORPORATE BONDHOLDERS, INCLUDING, BUT NOT LIMITED TO, THE CONSEQUENCES DESCRIBED ABOVE. PROSPECTIVE BONDHOLDERS SHOULD CONSULT WITH THEIR TAX SPECIALISTS FOR INFORMATION IN THAT REGARD. Information Reporting and Backup Withholding Interest paid on tax-exempt bonds such as the Series 2025 Bonds is subject to information reporting to the Internal Revenue Service in a manner similar to interest paid on taxable obligations. This reporting requirement does not affect the excludability of interest on the Series 2025 Bonds from gross income for federal income tax purposes. However, in conjunction with that information reporting requirement, the Code subjects certain non -corporate owners of Series 2025 Bonds, under certain circumstances, to "backup withholding" at the rate specified in the Code with respect to payments on the Series 2025 Bonds and proceeds from the sale of Series 2025 Bonds. Any amount so withheld would be refunded or allowed as a credit against the federal income tax of such owner of Series 2025 Bonds. This withholding generally applies if the owner of Series 2025 Bonds (i) fails to furnish the payor such owner's social security number or other taxpayer identification number ("TIN"), (ii) furnished the payor an incorrect TIN, (iii) fails to properly report interest, dividends, or other "reportable payments" as defined in the Code, or (iv) under certain circumstances, fails to provide the payor or such owner's securities broker with a certified statement, signed under penalty of perjury, that the TIN provided is correct and that such owner is not subject to backup withholding. Prospective purchasers of the Series 2025 Bonds may also wish to consult with their tax advisors with respect to the need to furnish certain taxpayer information in order to avoid backup withholding. Other Tax Matters During recent years, legislative proposals have been introduced in Congress, and in some cases enacted, that altered certain federal tax consequences resulting from the ownership of obligations that are similar to the Series 2025 Bonds. In some cases, these proposals have contained provisions that altered these consequences on a retroactive basis. Such alteration of federal tax consequences may have affected the market value of obligations similar to the Series 2025 Bonds. From time to time, legislative proposals are pending which could have an effect on both the federal tax consequences resulting from ownership of the Series 2025 Bonds and their market value. No assurance can be given that legislative proposals will not be enacted that would apply to, or have an adverse effect upon, the Series 2025 Bonds. Prospective purchasers of the Series 2025 Bonds should consult their own tax advisors as to the tax consequences of owning the Series 2025 Bonds in their particular state or local jurisdiction and regarding any pending or proposed federal or state tax legislation, regulations or litigation, as to which Bond Counsel expresses no opinion. Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 35 Packet Pg. 168 4.5.c [Tax Treatment of Original Issue Discount Under the Code, the difference between the maturity amount of the Series 2025 Bonds maturing on (collectively, the "Discount Bonds"), and the initial offering price to the public, excluding bond houses, brokers or similar persons or organizations acting in the capacity of underwriters or wholesalers, at which price a substantial amount of the Discount Bonds of the same maturity and, if applicable, interest rate, was sold is "original issue discount." Original issue discount will accrue over the term of the Discount Bonds at a constant interest rate compounded periodically. A purchaser who acquires the Discount Bonds in the initial offering at a price equal to the initial offering price thereof to the public will be treated as receiving an amount of interest excludable from gross income for federal income tax purposes equal to the original issue discount accruing during the period he or she holds the Discount Bonds, and will increase his or her adjusted basis in the Discount Bonds by the amount of such accruing discount for purposes of determining taxable gain or loss on the sale or disposition of the Discount Bonds. The federal income tax consequences of the purchase, ownership and redemption, sale or other disposition of the Discount Bonds which are not purchased in the initial offering at the initial offering price may be determined according to rules which differ from those above. Bondholders of the Discount Bonds should consult their own tax advisors with respect to the precise determination for federal income tax purposes of interest accrued upon sale, redemption or other disposition of the Discount Bonds and with respect to the state and local tax consequences of owning and disposing of the Discount Bonds.] [Tax Treatment of Bond Premium The difference between the principal amount of the Series 2025 Bonds maturing on (collectively, the "Premium Bonds"), and the initial offering price to the public (excluding bond houses, brokers or similar persons or organizations acting in the capacity of underwriters or wholesalers) at which price a substantial amount of such Premium Bonds of the same maturity and, if applicable, interest rate, was sold constitutes to an initial purchaser amortizable bond premium which is not deductible from gross income for federal income tax purposes. The amount of amortizable bond premium for a taxable year is determined actuarially on a constant interest rate basis over the term of each of the Premium Bonds, which ends on the earlier of the maturity or call date for each of the Premium Bonds which minimizes the yield on such Premium Bonds to the purchaser. For purposes of determining gain or loss on the sale or other disposition of a Premium Bond, an initial purchaser who acquires such obligation in the initial offering is required to decrease such purchaser's adjusted basis in such Premium Bond annually by the amount of amortizable bond premium for the taxable year. The amortization of bond premium may be taken into account as a reduction in the amount of tax-exempt income for purposes of determining various other tax consequences of owning such Premium Bonds. Bondholders of the Premium Bonds are advised that they should consult with their own tax advisors with respect to the state and local tax consequences of owning such Premium Bonds.] RATINGS Standard & Poor's Ratings Services ("S&P") has assigned an underlying rating of " " [outlook], to the Series 2025 Bonds. The rating reflects only the views of said rating agency and an explanation of the rating may be obtained only from said rating agency. There is no assurance that such ratings will continue for any given period of time or that they will not be lowered or withdrawn entirely by the rating agencies, or any of them, if in their judgment, circumstances so warrant. A downward change in or withdrawal of any of such ratings, may have an adverse effect on the market price of the Series 2025 Bonds. An explanation of the significance of the ratings can be received from the rating agency, at the following address: 25 Broadway, New York, New York 10004. FINANCIAL ADVISOR The Agency has retained PFM Financial Advisors LLC, Coral Gables, Florida, as Financial Advisor in connection with the authorization and issuance of the Series 2025 Bonds. The Financial Advisor has assisted the Agency in the preparation of this Official Statement and has advised the Agency as to other matters relating to the planning, structuring and issuance of the Series 2025 Bonds. The Financial Advisor is not obligated to undertake and has not undertaken to make an independent verification or to assume responsibility for the accuracy, completeness or fairness of the information contained in this Official Statement. Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 36 Packet Pg. 169 4.5.c PFM Financial Advisors LLC is an independent advisory firm and is not engaged in the business of underwriting, trading or distributing municipal or other public securities. VERIFICATION OF MATHEMATICAL COMPUTATIONS The arithmetical accuracy of certain computations included in the schedules provided by the Financial Advisor on behalf of the Agency relating to the computation of forecasted receipts of principal and interest on the Refunding Securities and the forecasted payments of principal and interest to redeem the Refunded Bonds and that the Refunded Bonds will be defeased under the resolution governing their issuance, was examined by Robert Thomas CPA, LLC. Such computations were based solely upon assumptions and information supplied by the Underwriter on behalf of the Agency. Robert Thomas CPA, LLC has restricted its procedures to examining the arithmetical accuracy of certain computations and has not made any study or evaluation of the assumptions and information upon which the computations are based and, accordingly, has not expressed an opinion on the data used, the reasonableness of the assumptions, or the achievability of the forecasted outcome. AUDITED FINANCIAL STATEMENTS The Audited Financial Statements of the Agency for the Fiscal Year ended September 30, 2023 (the "Audited Financial Statements"), the report thereon of Sanson, Kline, Jacomino, Tandoc & Gamarra, LLP, as independent certified public accountants, is attached hereto as "APPENDIX C—AUDITED FINANCIAL STATEMENTS OF THE AGENCY FOR FISCAL YEAR ENDED SEPTEMBER 30, 2023" as a part of this Official Statement. The Audited Financial Statements have been included as a public document and no consent was requested or received from Sanson, Kline, Jacomino, Tandoc & Gamarra, LLP. UNDERWRITING The Series 2025A Bonds are being purchased by Siebert Williams Shank & Co., LLC (the "Underwriter") at an aggregate purchase price of $ (the par amount of the Series 2025A Bonds, less Underwriter's discount of $ plus original issue premium of $ ). The Series 2025B Bonds are being purchased by the Underwriter at an aggregate purchase price of $ (the par amount of the Series 2025B Bonds, less Underwriter's discount of $ plus original issue premium of $ ). The Underwriter's obligations are subject to certain conditions precedent described in the Bond Purchase Agreement entered into between the Agency and the Underwriter, and they will be obligated to purchase all of the Series 2025 Bonds if any Series 2025 Bonds are purchased. The Underwriter and its respective affiliates are full service financial institutions engaged in various activities, which may include securities trading, commercial and investment banking, financial advisory, investment management, principal investment, hedging, financing and brokerage activities. The Underwriter and its respective affiliates have, from time to time, performed, and may in the future perform, various investment banking services and banking services for the Agency, for which they receive or will receive customary fees and expenses. In the ordinary course of their various business activities, the Underwriter and its respective affiliates may make or hold a broad array of investments and actively trade debt and equity securities (or related derivative securities) and financial instruments (which may include bank loans and/or credit default swaps) for their own account and for the accounts of their customers and may at any time hold long and short positions in such securities and instruments. Such investment and securities activities may involve securities and instruments of the Agency. ENFORCEABILITY OF REMEDIES The remedies available to the owners of the Series 2025 Bonds upon an event of default under the Resolution are in many respects dependent upon judicial actions which are often subject to discretion and delay. Under existing constitutional and statutory law and judicial decisions, including specifically the federal bankruptcy code, the remedies specified by the Resolution and the Series 2025 Bonds may not be readily available or may be limited. The various legal opinions to be delivered concurrently with the delivery of the Series 2025 Bonds, including Bond Counsel's approving opinion, will be qualified, as to the enforceability of the remedies provided in the various legal instruments, by limitations imposed by bankruptcy, reorganization, insolvency or other similar laws affecting the rights of creditors enacted before or after such delivery. Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 37 Packet Pg. 170 4.5.c CONTINUING DISCLOSURE The Series 2025 Bonds are subject to Rule 15c2-12(b)(5) promulgated by the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended. The Agency has entered into an Agreement with Digital Assurance Certification, L.L.C. and has covenanted for the benefit of the holders of the Series 2025 Bonds to provide certain financial information and operating data relating to the Agency and the Series 2025 Bonds in each year (the "Annual Report"), and to provide notices of the occurrence of certain enumerated material events. Such covenant will only apply so long as the Series 2025 Bonds remain outstanding. The Annual Report and any notices of material events will be filed by the Agency with the Municipal Securities Rulemaking Board's Electronic Municipal Market Access ("EMMA") system for municipal securities disclosures as described in the proposed form of Continuing Disclosure Agreement attached hereto as APPENDIX E. The specific nature of the information to be contained in the Annual Report and the notices of material events are described in "APPENDIX E - FORM OF CONTINUING DISCLOSURE AGREEMENT" attached hereto, which will be executed by the Agency at the time of issuance of the Series 2025 Bonds. Failure of the Agency to comply with the provisions of the Continuing Disclosure Agreement will not constitute an event of default under the Resolution. It is the position of the Agency that the sole and exclusive remedy of any holder of a Series 2025 Bond for enforcement of the provisions of the Continuing Disclosure Agreement will be an action of mandamus or specific performance to cause the Agency to comply with its obligations thereunder. The Agency's dissemination agent for such undertakings is Digital Assurance Certification, L.L.C. With respect to the Series 2025 Bonds, no party other than the Agency is obligated to provide, nor is expected to provide, continuing disclosure information. ACCURACY AND COMPLETENESS OF OFFICIAL STATEMENT The references, excerpts, and summaries of all documents, statutes, and information concerning the Agency and certain reports and statistical data referred to herein do not purport to be complete, comprehensive and definitive and each such summary and reference is qualified in its entirety by reference to each such document for full and complete statements of all matters of fact relating to the Series 2025 Bonds, the security for the payment of the Series 2025 Bonds and the rights and obligations of the owners thereof and to each such statute, report or instrument. The appendices attached hereto are integral parts of this Official Statement and must be read in their entirety together with all foregoing statements. The information and expressions of opinions herein are subject to change without notice and neither the delivery of this Official Statement nor any sale made hereunder is to create, under any circumstances, any implication that there has been no change in the affairs of the Agency from the date hereof. FORWARD -LOOKING STATEMENTS This Official Statement contains certain "forward -looking statements" concerning the Agency's operations, performance and financial condition, including its future economic performance, plans and objectives. These statements are based upon a number of assumptions and estimates which are subject to significant uncertainties, many of which are beyond the control of the Agency. The words "may," "would," "could," "will," "expect," "anticipate," "believe," "intend," "plan," "estimate" and similar expressions are meant to identify these forward -looking statements. Actual results may differ materially from those expressed or implied by these forward -looking statements. MISCELLANEOUS Any statements made in this Official Statement involving matters of opinion or of estimates, whether or not so expressly stated are set forth as such and not as representations of fact, and no representation is made that any of the estimates will be realized. Neither this Official Statement nor any statement that may have been made verbally or in writing is to be construed as a contract with the owners of the Series 2025 Bonds. AUTHORIZATION OF OFFICIAL STATEMENT The execution and delivery of this Official Statement has been duly authorized and approved by the Agency. At the time of delivery of the Series 2025 Bonds, the Agency will furnish a certificate to the effect that nothing has come to its attention which would lead it to believe that the Official Statement (other than information herein related Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 38 Packet Pg. 171 4.5.c to DTC, the book -entry only system of registration and the information contained under the captions "TAX MATTERS" and "UNDERWRITING" as to which no opinion shall be expressed), as of its date and as of the date of delivery of the Series 2025 Bonds, contains an untrue statement of a material fact or omits to state a material fact which should be included therein for the purposes 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. SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY By: Chair By: Executive Director Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 39 Packet Pg. 172 4.5.c APPENDIX A GENERAL INFORMATION REGARDING THE CITY OF MIAMI AND MIAMI-DADE COUNTY Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast 40 Packet Pg. 173 4.5.c APPENDIX B THE RESOLUTION Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 174 4.5.c APPENDIX C FINANCIAL STATEMENT OF THE AGENCY FOR FISCAL YEAR ENDED SEPTEMBER 30, 2023 Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 175 4.5.c APPENDIX D FORM OF BOND COUNSEL OPINION Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 176 4.5.c APPENDIX E FORM OF CONTINUING DISCLOSURE AGREEMENT Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 177 4.5.c APPENDIX F FOR1VI OF SPECIAL AGENCY COUNSEL OPINION Attachment: File # 17453 -Exhibit C - Form of Prelim Official Statement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 178 4.5.d EXHIBIT D FORM OF CONTINUING DISCLOSURE AGREEMENT Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the Packet Pg. 179 4.5.d CONTINUING DISCLOSURE AGREEMENT This Continuing Disclosure Agreement (the "Disclosure Agreement"), dated as of , 2025, is executed and delivered by Southeast Overtown/Park West Community Redevelopment Agency (the "Issuer") and Digital Assurance Certification, L.L.C., as exclusive Disclosure Dissemination Agent (the "Disclosure Dissemination Agent" or "DAC") for the benefit of the Holders (hereinafter defined) of the Bonds (hereinafter defined) and in order to assist the Issuer in processing certain continuing disclosure with respect to the Bonds in accordance with Rule 15c2-12 of the United States Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time (the "Rule"). The services provided under this Disclosure Agreement solely relate to the execution of instructions received from the Issuer through use of the DAC system and do not constitute "advice" within the meaning of the Dodd -Frank Wall Street Reform and Consumer Protection Act (the "Act"). DAC will not provide any advice or recommendation to the Issuer or anyone on the Issuer's behalf regarding the "issuance of municipal securities" or any "municipal financial product" as defined in the Act and nothing in this Disclosure Agreement shall be interpreted to the contrary. DAC is not a "Municipal Advisor" as such term is defined in Section 15B of the Securities Exchange Act of 1934, as amended, and related rules. SECTION 1. Definitions. Capitalized terms not otherwise defined in this Disclosure Agreement shall have the meaning assigned in the Rule or, to the extent not in conflict with the Rule, in the Official Statement (hereinafter defined). The capitalized terms shall have the following meanings: "Annual Filing Date" means the date, set in Sections 2(a) and 2(f) hereof, by which the Annual Report is to be filed with the MSRB. "Annual Financial Information" means annual financial information as such term is used in paragraph (b)(5)(i) of the Rule and specified in Section 3(a) of this Disclosure Agreement. "Annual Report" means an Annual Report containing Annual Financial Information described in and consistent with Section 3 of this Disclosure Agreement. "Audited Financial Statements" means the annual financial statements of the Issuer for the prior fiscal year, certified by an independent auditor as prepared in accordance with generally accepted accounting principles or otherwise, as such term is used in paragraph (b)(5)(i)(B) of the Rule and specified in Section 3(b) of this Disclosure Agreement. "Bonds" means the bonds as listed on the attached Exhibit A, with the 9-digit CUSIP numbers relating thereto. Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the 1 Packet Pg. 180 4.5.d "Certification" means a written certification of compliance signed by the Disclosure Representative stating that the Annual Report, Audited Financial Statements, Notice Event notice, Failure to File Event notice, Voluntary Event Disclosure or Voluntary Financial Disclosure delivered to the Disclosure Dissemination Agent is the Annual Report, Audited Financial Statements, Notice Event notice, Failure to File Event notice, Voluntary Event Disclosure or Voluntary Financial Disclosure required to be submitted to the MSRB under this Disclosure Agreement. A Certification shall accompany each such document submitted to the Disclosure Dissemination Agent by the Issuer and include the full name of the Bonds and the 9-digit CUSIP numbers for all Bonds to which the document applies. "Disclosure Dissemination Agent" means Digital Assurance Certification, L.L.C, acting in its capacity as Disclosure Dissemination Agent hereunder, or any successor Disclosure Dissemination Agent designated in writing by the Issuer pursuant to Section 9 hereof. "Disclosure Representative" means the Finance Officer of the Issuer or his or her designee, or such other person as the Issuer shall designate in writing to the Disclosure Dissemination Agent from time to time as the person responsible for providing Information to the Disclosure Dissemination Agent. "Failure to File Event" means the Issuer's failure to file an Annual Report on or before the Annual Filing Date. "Financial Obligation" as used in this Disclosure Agreement is defined in the Rule, as may be amended, as (i) a debt obligation; (ii) derivative instrument entered into in connection with, or pledged as a security or a source of payment for, an existing or planned debt obligation; or (iii) guarantee of (i) or (ii). The term "Financial Obligation" shall not include municipal securities as to which a final official statement has been provided to the MSRB consistent with the Rule. "Force Majeure Event" means: (i) acts of God, war, or terrorist action; (ii) failure or shut- down of the Electronic Municipal Market Access system maintained by the MSRB; or (iii) to the extent beyond the Disclosure Dissemination Agent's reasonable control, interruptions in telecommunications or utilities services, failure, malfunction or error of any telecommunications, computer or other electrical, mechanical or technological application, service or system, computer virus, interruptions in Internet service or telephone service (including due to a virus, electrical delivery problem or similar occurrence) that affect Internet users generally, or in the local area in which the Disclosure Dissemination Agent or the MSRB is located, or acts of any government, regulatory or any other competent authority the effect of which is to prohibit the Disclosure Dissemination Agent from performance of its obligations under this Disclosure Agreement. "Holder" means any person (a) having the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds (including persons holding Bonds through nominees, depositories or other intermediaries) or (b) treated as the owner of any Bonds for federal income tax purposes. Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the 2 Packet Pg. 181 4.5.d "Information" means, collectively, the Annual Reports, the Audited Financial Statements, the Notice Event notices, the Failure to File Event notices, the Voluntary Event Disclosures and the Voluntary Financial Disclosures. "MSRB" means the Municipal Securities Rulemaking Board, or any successor thereto, established pursuant to Section 15B(b)(1) of the Securities Exchange Act of 1934. "Notice Event" means any of the events enumerated in paragraph (b)(5)(i)(C) of the Rule and listed in Section 4(a) of this Disclosure Agreement. "Obligated Person" means any person, including the Issuer, who is either generally or through an enterprise, fund, or account of such person committed by contract or other arrangement to support payment of all, or part of the obligations on the Bonds (other than providers of municipal bond insurance, letters of credit, or other liquidity facilities), as shown on Exhibit A. "Official Statement" means that Official Statement prepared by the Issuer in connection with the Bonds, as listed in Exhibit A. "Voluntary Event Disclosure" means information of the category specified in any of subsections (e)(vi)(1) through (e)(vi)(10) of Section 2 of this Disclosure Agreement that is accompanied by a Certification of the Disclosure Representative containing the information prescribed by Section 7(a) of this Disclosure Agreement. "Voluntary Financial Disclosure" means information of the category specified in any of subsections (e)(vii)(1) through (e)(vii)(9) of Section 2 of this Disclosure Agreement that is accompanied by a Certification of the Disclosure Representative containing the information prescribed by Section 7(b) of this Disclosure Agreement. SECTION 2. Provision of Annual Reports. (a) The Issuer shall provide, annually, an electronic copy of the Annual Report and Certification to the Disclosure Dissemination Agent not later than the Annual Filing Date. Promptly upon receipt of an electronic copy of the Annual Report and the Certification, the Disclosure Dissemination Agent shall provide an Annual Report to the MSRB not later than the January 31 following the end of each fiscal year of the Issuer, commencing with the fiscal year ending September 30, 2024. Such date and each anniversary thereof is the Annual Filing Date. The Annual Report may be submitted as a single document or as separate documents comprising a package, and may cross-reference other information as provided in Section 3 of this Disclosure Agreement. (b) If on the fifteenth (15th) day prior to the Annual Filing Date, the Disclosure Dissemination Agent has not received a copy of the Annual Report and Certification, the Disclosure Dissemination Agent shall contact the Disclosure Representative by telephone and in writing (which may be by e-mail) to remind the Issuer of its undertaking to provide the Annual Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the 3 Packet Pg. 182 4.5.d Report pursuant to Section 2(a). Upon such reminder, the Disclosure Representative shall either (i) provide the Disclosure Dissemination Agent with an electronic copy of the Annual Report and the Certification no later than two (2) business days prior to the Annual Filing Date, or (ii) instruct the Disclosure Dissemination Agent in writing that the Issuer will not be able to file the Annual Report within the time required under this Disclosure Agreement, state the date by which the Annual Report for such year will be provided and instruct the Disclosure Dissemination Agent to immediately send a Failure to File Event notice to the MSRB in substantially the form attached as Exhibit B, which may be accompanied by a cover sheet completed by the Disclosure Dissemination Agent in the form set forth in Exhibit C-1. (c) If the Disclosure Dissemination Agent has not received an Annual Report and Certification by 10:00 a.m. Eastern time on the Annual Filing Date (or, if such Annual Filing Date falls on a Saturday, Sunday or holiday, then the first business day thereafter) for the Annual Report, a Failure to File Event shall have occurred and the Issuer irrevocably directs the Disclosure Dissemination Agent to immediately send a Failure to File Event notice to the MSRB in substantially the form attached as Exhibit B without reference to the anticipated filing date for the Annual Report, which may be accompanied by a cover sheet completed by the Disclosure Dissemination Agent in the form set forth in Exhibit C-1. (d) If Audited Financial Statements of the Issuer are prepared but not available prior to the Annual Filing Date, the Issuer shall, when the Audited Financial Statements are available, provide at such time an electronic copy to the Disclosure Dissemination Agent, accompanied by a Certification, for filing with the MSRB. (e) The Disclosure Dissemination Agent shall: (i) verify the filing specifications of the MSRB each year prior to the Annual Filing Date; (ii) upon receipt, promptly file each Annual Report received under Sections 2(a) and 2(b) hereof with the MSRB; (iii) upon receipt, promptly file each Audited Financial Statement received under Section 2(d) hereof with the MSRB; (iv) upon receipt, promptly file the text of each Notice Event received under Sections 4(a) and 4(b)(ii) hereof with the MSRB, identifying the Notice Event as instructed by the Issuer pursuant to Section 4(a) or 4(b)(ii) hereof (being any of the categories set forth below) when filing pursuant to Section 4(c) of this Disclosure Agreement: 1. "Principal and interest payment delinquencies;" 2. "Non -Payment related defaults, if material;" 3. "Unscheduled draws on debt service reserves reflecting financial difficulties;" 4. "Unscheduled draws on credit enhancements reflecting financial difficulties;" Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the 4 Packet Pg. 183 4.5.d 5. "Substitution of credit or liquidity providers, or their failure to perform;" 6. Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the Bonds, or other material events affecting the tax status of the Bonds; 7. "Modifications to rights of securities holders, if material;" 8. Bond calls, if material, and tender offers; 9. "Defeasances;" 10. "Release, substitution, or sale of property securing repayment of the securities, if material;" 11. "Rating changes;" 12. "Bankruptcy, insolvency, receivership or similar event of the obligated person;" 13. The consummation of a merger, consolidation, or acquisition involving an Obligated Person or the sale of all or substantially all of the assets of the Obligated Person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; 14. "Appointment of a successor or additional trustee, or the change of name of a trustee, if material;" 15. "Incurrence of a Financial Obligation of the obligated person, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the obligated person, any of which affect security holders, if material;" and 16. "Default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of the obligated person, any of which reflect financial difficulties." Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the 5 Packet Pg. 184 4.5.d (v) upon receipt (or irrevocable direction pursuant to Section 2(c) of this Disclosure Agreement, as applicable), promptly file a completed copy of Exhibit B to this Disclosure Agreement with the MSRB, identifying the filing as "Failure to provide annual financial information as required" when filing pursuant to Section 2(b)(ii) or Section 2(c) of this Disclosure Agreement; (vi) upon receipt, promptly file the text of each Voluntary Event Disclosure received under Section 7(a) hereof with the MSRB, identifying the Voluntary Event Disclosure as instructed by the Issuer pursuant to Section 7(a) (being any of the categories set forth below) when filing pursuant to Section 7(a) of this Disclosure Agreement: 1. "amendment to continuing disclosure undertaking;" 2. "change in obligated person;" 3. "notice to investors pursuant to bond documents;" 4. "certain communications from the Internal Revenue Service;" other than those communications included in the Rule; 5. "secondary market purchases;" 6. "bid for auction rate or other securities;" 7. "capital or other financing plan;" 8. "litigation/enforcement action;" 9. "change of tender agent, remarketing agent, or other on -going party;" and 10. "other event -based disclosures." (vii) upon receipt, promptly file the text of each Voluntary Financial Disclosure received under Section 7(b) hereof with the MSRB, identifying the Voluntary Financial Disclosure as instructed by the Issuer pursuant to Section 7(b) (being any of the categories set forth below) when filing pursuant to Section 7(b) of this Disclosure Agreement: 1. "quarterly/monthly financial information;" 2. "change in fiscal year/timing of annual disclosure;" 3. "change in accounting standard;" 4. "interim/additional financial information/operating data;" 5. "budget;" Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the 6 Packet Pg. 185 4.5.d 6. "investment/debt/financial policy;" 7. "information provided to rating agency, credit/liquidity provider or other third party;" 8. "consultant reports;" and 9. "other financial/operating data." (viii) provide the Issuer evidence of the filings of each of the above when made, which shall be by means of the DAC system, for so long as DAC is the Disclosure Dissemination Agent under this Disclosure Agreement. (f) The Issuer may adjust the Annual Filing Date upon change of its fiscal year by providing written notice of such change and the new Annual Filing Date to the Disclosure Dissemination Agent, Trustee (if any) and the MSRB, provided that the period between the existing Annual Filing Date and new Annual Filing Date shall not exceed one year. (g) Anything in this Disclosure Agreement to the contrary notwithstanding, any Information received by the Disclosure Dissemination Agent before 10:00 a.m. Eastern time on any business day that it is required to file with the MSRB pursuant to the terms of this Disclosure Agreement and that is accompanied by a Certification and all other information required by the terms of this Disclosure Agreement will be filed by the Disclosure Dissemination Agent with the MSRB no later than 11:59 p.m. Eastern time on the same business day; provided, however, the Disclosure Dissemination Agent shall have no liability for any delay in filing with the MSRB if such delay is caused by a Force Majeure Event provided that the Disclosure Dissemination Agent uses reasonable efforts to make any such filing as soon as possible. SECTION 3. Content of Annual Reports. (a) Each Annual Report shall contain Annual Financial Information with respect to the Issuer, including, to the extent not included in the Issuer's Audited Financial Statements, updates of the following information provided in the Official Statement: (i) The chart entitled "Southeast Overtown-Park West Historical Tax Increment Revenues" under the heading "DESCRIPTION OF PLEDGED REVENUES - Pledged Revenues;" and (ii) The chart entitled "Projected Agency Obligations" under the heading "DESCRIPTION OF PLEDGED REVENUES - Pledged Revenues." (b) Audited Financial Statements as described in the Official Statement will be included in the Annual Report. If audited financial statements are not available, then unaudited financial statements, prepared in accordance with Generally Accepted Accounting Principles as described in the Official Statement will be included in the Annual Report. In such event, Audited Financial Statements (if any) will be provided pursuant to Section 2(d). Any or all of the items listed above may be included by specific reference from other documents, including official statements of debt issues with respect to which the Issuer is an "obligated person" (as defined by the Rule), which have been previously filed with the Securities and Exchange Commission or available on the MSRB Internet Website. If the document Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the 7 Packet Pg. 186 4.5.d incorporated by reference is a final official statement, it must be available from the MSRB. The Issuer will clearly identify each such document so incorporated by reference. The Issuer will reserve the right to modify from time to time the specific type of information provided or the format of the presentation of such information, to the extent necessary or appropriate in the judgment of the Issuer; provided that the Issuer will agree that any such modification will be done in a manner consistent with the Rule. SECTION 4. Reporting of Notice Events. (a) The occurrence of any of the following events with respect to the Bonds constitutes a Notice Event: 1. Principal and interest payment delinquencies; 2. Non-payment related defaults, if material; 3. Unscheduled draws on debt service reserves reflecting financial difficulties; 4. Unscheduled draws on credit enhancements reflecting financial difficulties; 5. Substitution of credit or liquidity providers, or their failure to perform; 6. Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the Bonds, or other material events affecting the tax status of the Bonds; 7. Modifications to rights of Bond holders, if material; 8. Bond calls, if material, and tender offers; 9. Defeasances; 10. Release, substitution, or sale of property securing repayment of the Bonds, if material; 11. Rating changes; 12. Bankruptcy, insolvency, receivership or similar event of the Obligated Person; Note to subsection (a)(12) of this Section 4: For the purposes of the event described in subsection (a)(12) of this Section 4, the event is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent or similar officer for an Obligated Person in a proceeding under the U.S. Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the 8 Packet Pg. 187 4.5.d Obligated Person, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the Obligated Person. 13. The consummation of a merger, consolidation, or acquisition involving an Obligated Person or the sale of all or substantially all of the assets of the Obligated Person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; 14. Appointment of a successor or additional trustee or the change of name of a trustee, if material; 15. Incurrence of a Financial Obligation of an Obligated Person, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of an Obligated Person, any of which affect security holders, if material; and 16. Default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of an Obligated Person, any of which reflect financial difficulties. The Issuer shall, in a timely manner not later than nine (9) business days after its occurrence, notify the Disclosure Dissemination Agent in writing of the occurrence of a Notice Event. Such notice shall instruct the Disclosure Dissemination Agent to report the occurrence pursuant to subsection (c) and shall be accompanied by a Certification. Such notice or Certification shall identify the Notice Event that has occurred (which shall be any of the categories set forth in Section 2(e)(iv) of this Disclosure Agreement), include the text of the disclosure that the Issuer desires to make, contain the written authorization of the Issuer for the Disclosure Dissemination Agent to disseminate such information, and identify the date the Issuer desires for the Disclosure Dissemination Agent to disseminate the information (provided that such date is not later than the tenth business day after the occurrence of the Notice Event). (b) The Disclosure Dissemination Agent is under no obligation to notify the Issuer or the Disclosure Representative of an event that may constitute a Notice Event. In the event the Disclosure Dissemination Agent so notifies the Disclosure Representative, the Disclosure Representative will within two business days of receipt of such notice (but in any event not later than the tenth business day after the occurrence of the Notice Event, if the Issuer determines that a Notice Event has occurred), instruct the Disclosure Dissemination Agent that either (i) a Notice Event has not occurred and no filing is to be made or (ii) a Notice Event has occurred and the Disclosure Dissemination Agent is to report the occurrence pursuant to subsection (c) of this Section 4, together with a Certification. Such Certification shall identify the Notice Event that has occurred (which shall be any of the categories set forth in Section 2(e)(iv) of this Disclosure Agreement), include the text of the disclosure that the Issuer desires to make, contain the written authorization of the Issuer for the Disclosure Dissemination Agent to disseminate such Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the 9 Packet Pg. 188 4.5.d information, and identify the date the Issuer desires for the Disclosure Dissemination Agent to disseminate the information (provided that such date is not later than the tenth business day after the occurrence of the Notice Event). (c) If the Disclosure Dissemination Agent has been instructed by the Issuer as prescribed in subsection (a) or (b)(ii) of this Section 4 to report the occurrence of a Notice Event, the Disclosure Dissemination Agent shall promptly file a notice of such occurrence with MSRB in accordance with Section 2 (e)(iv) hereof. This notice may be filed with a cover sheet completed by the Disclosure Dissemination Agent in the form set forth in Exhibit C-1. SECTION 5. CUSIP Numbers. The Issuer will provide the Dissemination Agent with the CUSIP numbers for (i) new bonds at such time as they are issued or become subject to the Rule and (ii) any Bonds to which new CUSIP numbers are assigned in substitution for the CUSIP numbers previously assigned to such Bonds. SECTION 6. Additional Disclosure Obligations. The Issuer acknowledges and understands that other state and federal laws, including but not limited to the Securities Act of 1933 and Rule 10b-5 promulgated under the Securities Exchange Act of 1934, may apply to the Issuer, and that the duties and responsibilities of the Disclosure Dissemination Agent under this Disclosure Agreement do not extend to providing legal advice regarding such laws. The Issuer acknowledges and understands that the duties of the Disclosure Dissemination Agent relate exclusively to execution of the mechanical tasks of disseminating information as described in this Disclosure Agreement. SECTION 7. Voluntary Filing. (a) The Issuer may instruct the Disclosure Dissemination Agent to file a Voluntary Event Disclosure with the MSRB from time to time pursuant to a Certification of the Disclosure Representative. Such Certification shall identify the Voluntary Event Disclosure (which shall be any of the categories set forth in Section 2(e)(vi) of this Disclosure Agreement), include the text of the disclosure that the Issuer desires to make, contain the written authorization of the Issuer for the Disclosure Dissemination Agent to disseminate such information, and identify the date the Issuer desires for the Disclosure Dissemination Agent to disseminate the information. If the Disclosure Dissemination Agent has been instructed by the Issuer as prescribed in this Section 7(a) to file a Voluntary Event Disclosure, the Disclosure Dissemination Agent shall promptly file such Voluntary Event Disclosure with the MSRB in accordance with Section 2(e)(vi) hereof. This notice may be filed with a cover sheet completed by the Disclosure Dissemination Agent in the form set forth in Exhibit C-2. (b) The Issuer may instruct the Disclosure Dissemination Agent to file a Voluntary Financial Disclosure with the MSRB from time to time pursuant to a Certification of the Disclosure Representative. Such Certification shall identify the Voluntary Financial Disclosure (which shall be any of the categories set forth in Section 2(e)(vii) of this Disclosure Agreement), include the text of the disclosure that the Issuer desires to make, contain the written authorization of the Issuer for the Disclosure Dissemination Agent to disseminate such information, and identify the date the Issuer desires for the Disclosure Dissemination Agent to disseminate the information. If the Disclosure Dissemination Agent has been instructed by the Issuer as prescribed in this Section 7(b) hereof to file a Voluntary Financial Disclosure, the Disclosure Dissemination Agent shall promptly file such Voluntary Financial Disclosure with the MSRB in Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the 10 Packet Pg. 189 4.5.d accordance with Section 2(e)(vii) hereof. This notice may be filed with a cover sheet completed by the Disclosure Dissemination Agent in the form set forth in Exhibit C-3. (c) The parties hereto acknowledge that the Issuer is not obligated pursuant to the terms of this Disclosure Agreement to file any Voluntary Event Disclosure pursuant to Section 7(a) hereof or any Voluntary Financial Disclosure pursuant to Section 7(b) hereof. (d) Nothing in this Disclosure Agreement shall be deemed to prevent the Issuer from disseminating any other information through the Disclosure Dissemination Agent using the means of dissemination set forth in this Disclosure Agreement or including any other information in any Annual Report, Audited Financial Statements, Notice Event notice, Failure to File Event notice, Voluntary Event Disclosure or Voluntary Financial Disclosure, in addition to that required by this Disclosure Agreement. If the Issuer chooses to include any information in any Annual Report, Audited Financial Statements, Notice Event notice, Failure to File Event notice, Voluntary Event Disclosure or Voluntary Financial Disclosure in addition to that which is specifically required by this Disclosure Agreement, the Issuer shall have no obligation under this Disclosure Agreement to update such information or include it in any future Annual Report, Audited Financial Statements, Notice Event notice, Failure to File Event notice, Voluntary Event Disclosure or Voluntary Financial Disclosure. SECTION 8. Termination of Reporting Obligation. The obligations of the Issuer and the Disclosure Dissemination Agent under this Disclosure Agreement shall terminate with respect to the Bonds upon the legal defeasance, prior redemption or payment in full of all of the Bonds, when the Issuer is no longer an obligated person with respect to the Bonds, or upon delivery by the Disclosure Representative to the Disclosure Dissemination Agent of an opinion of counsel expert in federal securities laws to the effect that continuing disclosure is no longer required. SECTION 9. Disclosure Dissemination Agent. The Issuer has appointed Digital Assurance Certification, L.L.C. as exclusive Disclosure Dissemination Agent under this Disclosure Agreement. The Issuer may, upon thirty days written notice to the Disclosure Dissemination Agent, replace or appoint a successor Disclosure Dissemination Agent. Upon termination of DAC's services as Disclosure Dissemination Agent, whether by notice of the Issuer or DAC, the Issuer agrees to appoint a successor Disclosure Dissemination Agent or, alternately, agrees to assume all responsibilities of Disclosure Dissemination Agent under this Disclosure Agreement for the benefit of the Holders of the Bonds. Notwithstanding any replacement or appointment of a successor, the Issuer shall remain liable to the Disclosure Dissemination Agent until payment in full for any and all sums owed and payable to the Disclosure Dissemination Agent. The Disclosure Dissemination Agent may resign at any time by providing thirty days' prior written notice to the Issuer. SECTION 10. Remedies in Event of Default. In the event of a failure of the Issuer or the Disclosure Dissemination Agent to comply with any provision of this Disclosure Agreement, the Holders' rights to enforce the provisions of this Agreement shall be limited solely to a right, by action in mandamus or for specific performance, to compel performance of the parties' obligation under this Disclosure Agreement. Any failure by a party to perform in accordance with this Disclosure Agreement shall not constitute a default on the Bonds or under any other document relating to the Bonds, and all rights and remedies shall be limited to those expressly stated herein. Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the 11 Packet Pg. 190 4.5.d SECTION 11. Duties, Immunities and Liabilities of Disclosure Dissemination Agent. (a) The Disclosure Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure Agreement. The Disclosure Dissemination Agent's obligation to deliver the information at the times and with the contents described herein shall be limited to the extent the Issuer has provided such information to the Disclosure Dissemination Agent as required by this Disclosure Agreement. The Disclosure Dissemination Agent shall have no duty with respect to the content of any disclosures or notice made pursuant to the terms hereof. The Disclosure Dissemination Agent shall have no duty or obligation to review or verify any Information or any other information, disclosures or notices provided to it by the Issuer and shall not be deemed to be acting in any fiduciary capacity for the Issuer, the Holders of the Bonds or any other party. The Disclosure Dissemination Agent shall have no responsibility for the Issuer's failure to report to the Disclosure Dissemination Agent a Notice Event or a duty to determine the materiality thereof. The Disclosure Dissemination Agent shall have no duty to determine, or liability for failing to determine, whether the Issuer has complied with this Disclosure Agreement. The Disclosure Dissemination Agent may conclusively rely upon Certifications of the Issuer at all times. The obligations of the Issuer under this Section shall survive resignation or removal of the Disclosure Dissemination Agent and defeasance, redemption or payment of the Bonds. (b) The Disclosure Dissemination Agent may, from time to time, consult with legal counsel (either in-house or external) of its own choosing in the event of any disagreement or controversy, or question or doubt as to the construction of any of the provisions hereof or its respective duties hereunder, and shall not incur any liability and shall be fully protected in acting in good faith upon the advice of such legal counsel. The reasonable fees and expenses of such counsel shall be payable by the Issuer. (c) All documents, reports, notices, statements, information and other materials provided to the MSRB under this Agreement shall be provided in an electronic format and accompanied by identifying information as prescribed by the MSRB. SECTION 12. Amendment; Waiver. Notwithstanding any other provision of this Disclosure Agreement, the Issuer and the Disclosure Dissemination Agent may amend this Disclosure Agreement and any provision of this Disclosure Agreement may be waived, if such amendment or waiver is supported by an opinion of counsel expert in federal securities laws acceptable to both the Issuer and the Disclosure Dissemination Agent to the effect that such amendment or waiver does not materially impair the interests of Holders of the Bonds and would not, in and of itself, cause the undertakings herein to violate the Rule if such amendment or waiver had been effective on the date hereof but taking into account any subsequent change in or official interpretation of the Rule; provided neither the Issuer or the Disclosure Dissemination Agent shall be obligated to agree to any amendment modifying their respective duties or obligations without their consent thereto. Notwithstanding the preceding paragraph, the Disclosure Dissemination Agent shall have the right to adopt amendments to this Disclosure Agreement necessary to comply with modifications to and interpretations of the provisions of the Rule as announced by the Securities and Exchange Commission from time to time by giving not less than 20 days written notice of the intent to do so together with a copy of the proposed amendment to the Issuer. No such Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the 12 Packet Pg. 191 4.5.d amendment shall become effective if the Issuer shall, within 10 days following the giving of such notice, send a notice to the Disclosure Dissemination Agent in writing that it objects to such amendment. SECTION 13. Beneficiaries. This Disclosure Agreement shall inure solely to the benefit of the Issuer, the Trustee, if any, for the Bonds, the Disclosure Dissemination Agent, the underwriter, and the Holders from time to time of the Bonds, and shall create no rights in any other person or entity. SECTION 14. Governing Law. This Disclosure Agreement shall be governed by the laws of the State of Florida (other than with respect to conflicts of laws). SECTION 15. Counterparts. This Disclosure 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.] Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the 13 Packet Pg. 192 4.5.d The Disclosure Dissemination Agent and the Issuer have caused this Continuing Disclosure Agreement to be executed, on the date first written above, by their respective officers duly authorized. DIGITAL ASSURANCE CERTIFICATION, L.L.C., as Disclosure Dissemination Agent By: Name: Title: SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, as Issuer By: Name: Title: Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the 14 Packet Pg. 193 4.5.d EXHIBIT A NAME AND CUSIP NUMBERS OF BONDS Name of Issuer: Southeast Overtown/Park West Community Redevelopment Agency Obligated Person(s): Name of Bond Issue: Tax Increment Revenue Bonds, Series 2025A and Tax Increment Revenue Refunding Bonds, Series 2025B Date of Issuance: , 2025 Date of Official Statement , 2025 CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: CUSIP Number: Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the A-1 Packet Pg. 194 4.5.d EXHIBIT B NOTICE TO MSRB OF FAILURE TO FILE ANNUAL REPORT Issuer: Obligated Person: Name(s) of Bond Issue(s): Southeast Overtown/Park West Community Redevelopment Agency Tax Increment Revenue Bonds, Series 2025A and Tax Increment Revenue Refunding Bonds, Series 2025B Date(s) of Issuance: , 2025 Date(s) of Disclosure , 2025 Agreement: CUSIP Number: NOTICE IS HEREBY GIVEN that the Issuer has not provided an Annual Report with respect to the above -named Bonds as required by the Disclosure Agreement between the Issuer and Digital Assurance Certification, L.L.C., as Disclosure Dissemination Agent. [The Issuer has notified the Disclosure Dissemination Agent that it anticipates that the Annual Report will be filed by ]. Dated: Digital Assurance Certification, L.L.C., as Disclosure Dissemination Agent, on behalf of the Issuer cc: Southeast Overtown/Park West Community Redevelopment Agency Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the B-1 Packet Pg. 195 4.5.d EXHIBIT C-1 EVENT NOTICE COVER SHEET This cover sheet and accompanying "event notice" may be sent to the MSRB, pursuant to Securities and Exchange Commission Rule 15c2-12(b)(5)(i)(C) and (D). Issuer's and/or Other Obligated Person's Name: Issuer's Six -Digit CUSIP Number: or Nine -Digit CUSIP Number(s) of the bonds to which this event notice relates: Number of pages attached: Description of Notice Events (Check One): 1. "Principal and interest payment delinquencies;" 2. "Non -Payment related defaults, if material;" 3. "Unscheduled draws on debt service reserves reflecting financial difficulties;" 4. "Unscheduled draws on credit enhancements reflecting financial difficulties;" 5. "Substitution of credit or liquidity providers, or their failure to perform;" 6. "Adverse tax opinions, IRS notices or events affecting the tax status of the security;" 7. "Modifications to rights of securities holders, if material;" 8. "Bond calls, if material;" Tender offers; 9. "Defeasances;" 10. "Release, substitution, or sale of property securing repayment of the securities, if material;" 11. "Rating changes;" 12. `Bankruptcy, insolvency, receivership or similar event of the obligated person;" 13. "Merger, consolidation, or acquisition of the obligated person, if material;" 14. "Appointment of a successor or additional trustee, or the change of name of a trustee, if material;" 15. "Incurrence of a Financial Obligation of the obligated person, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the obligated person, any of which affect security holders, if material;" and 16. "Default, event of acceleration, termination event, modification of teams, or other similar events under the terms of a Financial Obligation of the obligated person, any of which reflect financial difficulties." Failure to provide annual financial information as required. I hereby represent that I am authorized by the issuer or its agent to distribute this information publicly: Signature: Name: Title: Digital Assurance Certification, L.L.C. 315 E. Robinson Street, Suite 300 Orlando, FL 32801 407-515-1100 Date: Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the C-1 Packet Pg. 196 4.5.d EXHIBIT C-2 VOLUNTARY EVENT DISCLOSURE COVER SHEET This cover sheet and accompanying "voluntary event disclosure" may be sent to the MSRB, pursuant to the Continuing Disclosure Agreement dated as of , 2025 between the Issuer and DAC. Issuer's and/or Other Obligated Person's Name: Issuer's Six -Digit CUSIP Number: or Nine -Digit CUSIP Number(s) of the bonds to which this notice relates: Number of pages attached: Description of Voluntary Event Disclosure (Check One): 1. "amendment to continuing disclosure undertaking;" 2. "change in obligated person;" 3. "notice to investors pursuant to bond documents;" 4. "certain communications from the Internal Revenue Service;" 5. "secondary market purchases;" 6. "bid for auction rate or other securities;" 7. "capital or other financing plan;" 8. "litigation/enforcement action;" 9. "change of tender agent, remarketing agent, or other on -going party; and" 10. "other event -based disclosures." I hereby represent that I am authorized by the issuer or its agent to distribute this information publicly: Signature: Name: Title: Date: Digital Assurance Certification, L.L.C. 315 E. Robinson Street Suite 300 Orlando, FL 32801 407-515-1100 Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the C-2 Packet Pg. 197 4.5.d EXHIBIT C-3 VOLUNTARY FINANCIAL DISCLOSURE COVER SHEET This cover sheet and accompanying "voluntary financial disclosure" may be sent to the MSRB, pursuant to the Continuing Disclosure Agreement dated as of , 2025 between the Issuer and DAC. Issuer's and/or Other Obligated Person's Name: Issuer's Six -Digit CUSIP Number: or Nine -Digit CUSIP Number(s) of the bonds to which this notice relates: Number of pages attached: Description of Voluntary Financial Disclosure (Check One): 1. "quarterly/monthly financial information;" 2. "change in fiscal year/timing of annual disclosure;" 3. "change in accounting standard;" 4. "interim/additional financial information/operating data;" 5. "budget" 6. "investment/debt/financial policy;" 7. "information provided to rating agency, credit/liquidity provider or other third party;" 8. "consultant reports;" and 9. "other financial/operating data." I hereby represent that I am authorized by the issuer or its agent to distribute this information publicly: Signature: Name: Title: Digital Assurance Certification, L.L.C. 315 E. Robinson Street Suite 300 Orlando, FL 32801 407-515-1100 Date: Attachment: File # 17453 - Exhibit D - Form of Continuing Disclosure Agreement (17453 : Approve Series 2025 Bonds to be issued by the C-3 Packet Pg. 198 4.5.e EXHIBIT E FORM OF ESCROW DEPOSIT AGREEMENT Attachment: File # 17453 - Exhibit E - Form of Escrow Deposit Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 199 4.5.e ESCROW DEPOSIT AGREEMENT THIS ESCROW DEPOSIT AGREEMENT, dated , 2025, by and between the SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY (the "Issuer"), a community redevelopment agency by virtue of the laws of the State of Florida and Regions Bank, Jacksonville, Florida, a national banking association organized under the laws of the United States, as Escrow Agent, and its successors and assigns (the "Escrow Agent"). WITNESSETH: WHEREAS, the Issuer has previously authorized and issued its Refunded Bonds as hereinafter described, and the Issuer has determined to defease and refund the Refunded Bonds as to which the Debt Service for the Refunded Bonds is set forth on Schedule A; and WHEREAS, the Issuer has determined to provide for payment of the Total Debt Service for the Refunded Bonds by depositing with the Escrow Agent an amount which is at least equal to such Debt Service for the Refunded Bonds; and WHEREAS, in order to obtain certain of the funds needed for such purpose, the Issuer has authorized and is, concurrently with the delivery of this Agreement, issuing its Tax Increment Revenue Bonds, Series 2025; and WHEREAS, the execution of this Escrow Deposit Agreement and full performance of the provisions hereof shall defease and discharge the Issuer's obligations relating to the Refunded Bonds. NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained, the Issuer and the Escrow Agent agree as follows: SECTION 1. Definitions. As used herein, the following terms mean: "Agreement" means this Escrow Deposit Agreement. "Escrow Account" means the account hereby created and entitled Escrow Account established and held by the Escrow Agent pursuant to this Agreement in which cash and investments will be held for payment of the principal or value at maturity, as the case may be, interest, if applicable, and redemption premium, if applicable, on the Refunded Bonds as they come due. Attachment: File # 17453 - Exhibit E - Form of Escrow Deposit Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 200 4.5.e "Escrow Agent" means Regions Bank and its successors and assigns organized and existing under the laws of the United States of America, having its designated corporate trust office in Jacksonville, Florida, as Escrow Agent hereunder. "Escrow Requirements" means, as of any date of calculation, the sum of an amount in cash and principal amount of Refunding Securities in the Escrow Account which together with the interest to become due on the Refunding Securities will be sufficient to pay the Total Debt Service on the Refunded Bonds in accordance with Schedule A. "Issuer" means the Southeast Overtown/Park West Redevelopment Agency, a community redevelopment agency. "Refunded Bonds" means [all or a portion] of the Issuer's outstanding Tax Increment Revenue Bonds, Series 2014A. "Refunding Securities" means any Acquired Obligations, as defined in the Resolution. "Resolution" Resolution No. CRA-R-12-0061 adopted on September 17, 2012, as amended and supplemented from time to time, as further supplemented by Resolution No. adopted on , 2025. "Series 2025 Bonds" means the Issuer's $ Tax Increment Revenue Bonds, Series 2025. "Total Debt Service for the Refunded Bonds" means, as of any date, the sum of the principal, interest and redemption premium, if applicable, remaining unpaid with respect to the Refunded Bonds in accordance with Schedule A attached hereto. SECTION 2. Deposit of Funds. The Issuer hereby deposits $ with the Escrow Agent for deposit into the Escrow Account, in immediately available funds, which funds the Escrow Agent acknowledges receipt of, to be held in irrevocable escrow by the Escrow Agent separate and apart from other funds of the Escrow Agent and applied solely as provided in this Agreement. $ of such funds are being derived from the Debt Service Fund of the Refunded Bonds being held by the Issuer, and $ of such funds are being derived from proceeds of the Series 2025 Bonds ($ being wired from the Issuer plus $ being wired from the underwriter). The Issuer represents that such funds are equal to the Escrow Requirement as of the date of such deposit. SECTION 3. Use and Investment of Funds. The Escrow Agent acknowledges receipt of the sums described in Section 2 and agrees: 2 Attachment: File # 17453 - Exhibit E - Form of Escrow Deposit Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 201 4.5.e (a) to hold the funds pursuant to this Agreement in irrevocable escrow during the term of this Agreement for the sole benefit of the holders of the Refunded Bonds; (b) to immediately invest $ in the Refunding Securities set forth on Schedule B attached hereto and to hold such securities and cash proceeds therefrom in accordance with the terms of this Agreement. The remaining cash balance equal to $ shall be held uninvested by the Escrow Agent; (c) to provide timely notice for receipt of the funds invested in the Refunding Securities in order to receive sufficient funds to pay the Total Debt Service for the Refunded Bonds coming due on such date, as shown on Schedule A; (d) in the event the securities described on Schedule B cannot be purchased, substitute securities may be purchased with the consent of the Issuer but only upon receipt of verification from an independent certified public accountant that the Refunding Securities, the interest thereon, and the cash deposited in the Escrow Account will not be less than the Total Debt Service for the Refunded Bonds, and only upon receipt of an opinion of Bryant Miller Olive P.A. that (i) such securities constitute Refunding Securities for purposes of this Agreement, and (ii) such substitution shall not affect the tax-exempt status of interest on the Refunded Bonds; (e) there will be no investment of funds except as set forth in this Section 3 and in Section 5 hereof. SECTION 4. Payment of Refunded Bonds. (a) Refunded Bonds. On the date and in the amount set forth on Schedule A, the Escrow Agent shall transfer to , or its successors or assigns, the paying agent for the Refunded Bonds (the "Paying Agent"), in immediately available funds solely from amounts available in the Escrow Account, a sum sufficient to pay the Total Debt Service for the Refunded Bonds coming due on such date, as shown on Schedule A. (b) Surplus. After making the payments from the Escrow Account described in Subsection 4(a) above, the Escrow Agent shall retain in the Escrow Account any remaining cash in the Escrow Account in excess of the Total Debt Service for the Refunded Bonds until the termination of this Agreement, and shall then pay any remaining funds to the Issuer. (c) Priority of Payments. The holders of the Refunded Bonds shall have an express first priority security interest in the funds in the Escrow Account until such funds are used and applied as provided in this Agreement. 3 Attachment: File # 17453 - Exhibit E - Form of Escrow Deposit Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 202 4.5.e SECTION 5. Reinvestment. (a) Except as provided in Section 3, the Escrow Agent shall have no power or duty to invest any funds held under this Agreement. (b) At the written request of the Issuer and upon compliance with the conditions hereinafter stated, the Escrow Agent shall sell, transfer or otherwise dispose of any of the Refunding Securities acquired hereunder and shall substitute other Refunding Securities. The Issuer will not request the Escrow Agent to exercise any of the powers described in the preceding sentence in any manner which will cause interest on the Refunded Bonds to be included in the gross income of the holders thereof for purposes of Federal income taxation. Except as provided in Section 3 hereof, the transactions may be effected only if (i) an independent certified public accountant selected by the Issuer shall certify or opine in writing to the Issuer and the Escrow Agent that the cash and principal amount of Refunding Securities remaining on hand after the transactions are completed will, assuming no reinvestment earnings, be not less than the Escrow Requirement, and (ii) the Escrow Agent shall receive an opinion from a nationally recognized bond counsel acceptable to the Issuer to the effect that the transactions, in and by themselves will not cause interest on such Refunded Bonds to be included in the gross income of the holders thereof for purposes of Federal income taxation and such substitution is in compliance with this Agreement. Subsection 4(c) above notwithstanding, cash in excess of the Total Debt Service for the Refunded Bonds caused by substitution of Refunding Securities shall, as soon as practical, be paid to the Issuer. SECTION 6. Redemption or Acceleration of Maturity. The Issuer shall not accelerate or defer the maturity or redemption of the Refunded Bonds so as to modify the debt service set forth on Schedule A attached hereto. SECTION 7. Indemnity. To the extent permitted by law and without waiving sovereign immunity, the Issuer hereby assumes liability for, and hereby agrees to indemnify, protect, save and keep harmless, the Escrow Agent and its respective successors, assigns, agents and servants, from and against any and all liabilities, obligations, losses, damages, penalties, claims, actions, suits, costs, expenses and disbursements (including reasonable legal fees and disbursements) of whatsoever kind and nature which may be imposed on, incurred by, or asserted against at any time, the Escrow Agent (whether or not also indemnified against the same by the Issuer or any other person under any other agreement or instrument) which relates to or arises out of the execution and delivery of this Agreement, the establishment of the Escrow Account established hereunder, the acceptance of the funds and securities deposited therein, the purchase of the Refunding Securities, the retention of the Refunding Securities or the proceeds thereof and any payment, transfer or other application of funds or securities by the Escrow Agent in accordance with the provisions of this Agreement; provided, however, that the Issuer shall not be required to indemnify the Escrow Agent against its own negligence or willful 4 Attachment: File # 17453 - Exhibit E - Form of Escrow Deposit Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 203 4.5.e misconduct or that of a third party. In no event shall the Issuer be liable to any person by reason of the transactions contemplated hereby other than to the Escrow Agent as set forth in this Section. The indemnities contained in this Section shall survive the termination of this Agreement. The Escrow Agent shall not be liable for any deficiencies in the amounts necessary to pay the Total Debt Service for the Refunded Bonds. Furthermore, the Escrow Agent shall not be liable for the accuracy of the calculation as to the sufficiency of moneys and the principal amount of Refunding Securities and the earnings thereon to pay the Total Debt Service for the Refunded Bonds. SECTION 8. Responsibilities of Escrow Agent. The Escrow Agent and its respective successors, assigns, agents and servants shall not be held to any personal liability whatsoever, in tort, contract, or otherwise, in connection with the execution and delivery of this Agreement, the establishment of the Escrow Account, the acceptance of the funds deposited therein, the purchase of the Refunding Securities, the retention of the Refunding Securities or the proceeds thereof or for any payment, transfer or other application of moneys or securities by the Escrow Agent in accordance with the provisions of this Agreement or by reason of any non -negligent or non -willful act, omission or error of the Escrow Agent made in good faith in the conduct of its duties. The Escrow Agent shall, however, be responsible for its negligent or willful failure to comply with its duties required hereunder, and its negligent or willful acts, omissions or errors hereunder (including full reimbursement to the Issuer of any rebate liability of the Issuer, including interest and penalties thereon). The duties and obligations of the Escrow Agent may be determined by the express provisions of this Agreement. The Escrow Agent may consult with counsel, who may or may not be counsel to the Issuer, at the Issuer's expense, and in reliance upon the opinion of such counsel, shall have full and complete authorization and protection in respect of any action taken, suffered or omitted by it in good faith in accordance therewith. Whenever the Escrow Agent shall deem it necessary or desirable that a matter be proved or established prior to taking, suffering or omitting any action under this Agreement, such matter may be deemed to be conclusively established by a certificate signed by an authorized officer of the Issuer. SECTION 9. Resignation of Escrow Agent. The Escrow Agent may resign and thereby become discharged from the duties and obligations hereby created, by notice in writing given to the Issuer, any rating agency then providing a rating on the Refunded Bonds, and the Paying Agent for the Refunded Bonds not less than sixty (60) days before such resignation shall take effect. Such resignation shall not take effect until the appointment of a new Escrow Agent hereunder. 5 Attachment: File # 17453 - Exhibit E - Form of Escrow Deposit Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 204 4.5.e SECTION 10. Removal of Escrow Agent. (a) The Escrow Agent may be removed at any time by an instrument or concurrent instruments in writing, executed by the holders of not less than fifty-one percent (51%) in aggregate principal amount of the Refunded Bonds then outstanding, such instruments to be filed with the Issuer, and notice in writing given by such holders to the original purchaser of the Series 2025A Bonds and published by the Issuer once in a newspaper of general circulation in the territorial limits of the Issuer, and in a daily newspaper or financial journal of general circulation in the City of New York, New York, not less than sixty (60) days before such removal is to take effect as stated in said instrument or instruments. A photographic copy of any instrument filed with the Issuer under the provisions of this paragraph shall be delivered by the Issuer to the Escrow Agent. (b) The Escrow Agent may also be removed at any time for any breach of trust or for acting or proceeding in violation of, or for failing to act or proceed in accordance with, any provisions of this Agreement with respect to the duties and obligations of the Escrow Agent by any court of competent jurisdiction upon the application of the Issuer or the holders of not less than five percent (5%) in aggregate principal amount of the Series 2025A Bonds then outstanding, or the holders of not less than five percent (5%) in aggregate principal amount of the Refunded Bonds then outstanding. (c) The Escrow Agent may not be removed until a successor Escrow Agent has been appointed in the manner set forth herein. SECTION 11. Successor Escrow Agent. (a) If, at any time hereafter, the Escrow Agent shall resign, be removed, be dissolved or otherwise become incapable of acting, or shall be taken over by any governmental official, agency, department or board, the position of Escrow Agent shall thereupon become vacant. If the position of Escrow Agent shall become vacant for any of the foregoing reasons or for any other reason, the Issuer shall immediately appoint an Escrow Agent to fill such vacancy and, upon such appointment, all assets held hereunder shall be transferred to such successor. The Issuer shall either (i) publish notice of any such appointment made by it once in each week for four (4) successive weeks in a newspaper of general circulation published in the territorial limits of the Issuer and in a daily newspaper or financial journal of general circulation in the City of New York, New York, or (ii) mail a notice of any such appointment made by it to the holders of the Refunded Bonds within thirty (30) days after such appointment. (b) At any time within one year after such vacancy shall have occurred, the holders of a majority in principal amount of the Series 2025A Bonds then outstanding or a majority in 6 Attachment: File # 17453 - Exhibit E - Form of Escrow Deposit Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 205 4.5.e principal amount of the Refunded Bonds then outstanding, by an instrument or concurrent instruments in writing, executed by either group of such bondholders and filed with the governing body of the Issuer, may appoint a successor Escrow Agent, which shall supersede any Escrow Agent theretofore appointed by the Issuer. Photographic copies of each such instrument shall be delivered promptly by the Issuer, to the predecessor Escrow Agent and to the Escrow Agent so appointed by the Bondholders. In the case of conflicting appointments made by the Bondholders under this paragraph, the first effective appointment made during the one year period shall govern. (c) If no appointment of a successor Escrow Agent shall be made pursuant to the foregoing provisions of this Section, the holder of any Refunded Bonds then outstanding, or any retiring Escrow Agent, may apply to any court of competent jurisdiction to appoint a successor Escrow Agent. Such court may thereupon, after such notice, if any, as such court may deem proper and prescribe, appoint a successor Escrow Agent. (d) Any corporation or association into which the Escrow Agent may be converted or merged, or with which it may be consolidated, or to which it may sell or transfer its corporate trust business and assets as a whole or substantially as a whole, or any corporation or association resulting from any such conversion, sale, merger, consolidation or transfer to which it is a party, ipso facto, shall be and become successor Escrow Agent hereunder and vested with all the trust, powers, discretions, immunities, privileges and all other matters as was its predecessor, without the execution or filing of any instrument or any further act, deed or conveyance on the part of any parties hereto, anything herein to the contrary notwithstanding, provided such successor shall have reported total capital and surplus in excess of $500,000,000, provided that such successor Escrow Agent assumes in writing all the trust, duties and responsibilities of the Escrow Agent hereunder. SECTION 12. Payment to Escrow Agent. The Escrow Agent hereby acknowledges that it has agreed to accept compensation under the Agreement in the sum of $750.00 payable at closing, for services to be performed by the Escrow Agent pursuant to this Agreement. The Escrow Agent shall have no lien or claim against funds in the Escrow Account for payment of obligations due it under this Section. SECTION 13. Term. This Agreement shall commence upon its execution and delivery and shall terminate when the Refunded Bonds have been paid and discharged in accordance with the proceedings authorizing the Refunded Bonds. SECTION 14. Severability. If any one or more of the covenants or agreements provided in this Agreement on the part of the Issuer or the Escrow Agent to be performed should be determined by a court of competent jurisdiction to be contrary to law, notice of such event shall 7 Attachment: File # 17453 - Exhibit E - Form of Escrow Deposit Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 206 4.5.e be sent to Moody's Investors Service, Fitch Ratings, Inc. and S&P Global Ratings (but only to the extent such agencies have a rating outstanding on any of the Refunded Bonds), but such covenant or agreements herein contained shall be null and void and shall in no way affect the validity of the remaining provisions of this Agreement. SECTION 15. Amendments to this Agreement. This Agreement is made for the benefit of the Issuer and the holders from time to time of the Refunded Bonds and it shall not be repealed, revoked, altered or amended in whole or in part without the written consent of all affected holders, the Escrow Agent and the Issuer; provided, however, that the Issuer and the Escrow Agent may, without the consent of, or notice to, such holders, enter into such agreements supplemental to this Agreement as shall not adversely affect the rights of such holders and as shall not be inconsistent with the terms and provisions of this Agreement, for any one or more of the following purposes: (a) to cure any ambiguity or formal defect or omission in this Agreement; (b) to grant to, or confer upon, the Escrow Agent, for the benefit of the holders of the Refunded Bonds any additional rights, remedies, powers or authority that may lawfully be granted to, or conferred upon, such holders or the Escrow Agent; and (c) to subject to this Agreement additional funds, securities or properties. The Escrow Agent shall, at its option, be entitled to request at the Issuer's expense and rely exclusively upon an opinion of nationally recognized attorneys on the subject of municipal bonds acceptable to the Issuer with respect to compliance with this Section, including the extent, if any, to which any change, modification, addition or elimination affects the rights of the holders of the Refunded Bonds or that any instrument executed hereunder complies with the conditions and provisions of this Section. Prior written notice of such amendments, together with proposed copies of such amendments, shall be provided to Moody's Investors Service, Fitch Ratings, Inc., and S&P Global Ratings (but only to the extent such agencies have a rating outstanding on any of the Refunded Bonds). SECTION 16. Counterparts. This Agreement may be executed in several counterparts, all or any of which shall be regarded for all purposes as one original and shall constitute and be but one and the same instrument. SECTION 17. Governing Law. This Agreement shall be construed under the laws of the State of Florida. 8 Attachment: File # 17453 - Exhibit E - Form of Escrow Deposit Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 207 4.5.e IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their duly authorized officers and their corporate seals to be hereunto affixed and attested as of the date first above written. SOUTHEAST OVERTOWN PARK/WEST COMMUNITY REDEVELOPMENT AGENCY (SEAL) By: Chair Attested By: By: Board Clerk Approved as to Form: By: Agency Attorney [Signature Page to Escrow Deposit Agreement] 9 Attachment: File # 17453 - Exhibit E - Form of Escrow Deposit Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 208 4.5.e REGIONS BANK, as Escrow Agent By: Name Title: ATTEST: By: Name: Title: [Signature Page to Escrow Deposit Agreement] 10 Attachment: File # 17453 - Exhibit E - Form of Escrow Deposit Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 209 4.5.e SCHEDULE A TOTAL DEBT SERVICE FOR REFUNDED BONDS Principal Redemption Date Due Interest Redeemed Premium Debt Service A-1 Attachment: File # 17453 - Exhibit E - Form of Escrow Deposit Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 210 4.5.e SCHEDULE B REFUNDING SECURITIES Type of Security Maturity Date Par Amount Rate B-1 Attachment: File # 17453 - Exhibit E - Form of Escrow Deposit Agreement (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 211 4.5.f CHRISTINE KING Board Chair JAMES D. MCQUEEN Executive Director SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY NOTICE OF PUBLIC MEETING The Board of Commissioners ("Board") of the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA") hereby gives notice that it will conduct a public meeting to consider issuance of the SEOPW CRA's Tax Increment Revenue Bonds, Series 2025, in one or more series (the "Series 2025 Bonds"), in an amount not to exceed an aggregate principal amount of One Hundred Seventy -Five Million Dollars and Zero Cents ($175,000,000.00). This public meeting will occur on Thursday, April 10th, 2025, at 10:00 a.m. or anytime thereafter, in the City Commission Chambers located at Miami City Hall, 3500 Pan American Drive, Miami, Florida 33133. Interested parties may appear at the meeting and be heard with respect to issuance of the Series 2025 Bonds. At the conclusion of the meeting, the SEOPW CRA will consider adoption of a resolution authorizing issuance of the Series 2025 Bonds. Copies of the proposed resolution are available for public inspection in the office of James D. McQueen, Executive Director, at 819 N.W. 2nd Avenue, 3rd Floor, Miami, Florida 33136. Section 163.346, Florida Statutes requires approval of the City Commission (the "City Commission") of the City of Miami (the "City") before the SEOPW CRA can issue the Series 2025 Bonds. In accordance therewith, the City Commission will consider approving issuance of the Series 2025 Bonds at its regularly scheduled meeting commencing at 9:00 a.m. or anytime thereafter, on Thursday, April loth, 2025, in the City Commission Chambers located at Miami City Hall, 3500 Pan American Drive, Miami, Florida 33133. Upon approval by the City Commission, the SEOPW CRA will issue the Series 2025 Bonds shortly thereafter. Interested parties may appear at the City Commission meeting and be heard with respect to issuance of the Series 2025 Bonds. The Series 2025 Bonds are being issued to finance various community redevelopment projects within the Southeast Overtown/Park West Community Redevelopment Area established by an Interlocal Cooperation Agreement dated March 31, 1983, between the City, Miami -Dade County (the "County"), and the SEOPW CRA, in accordance with and in furtherance of the 2018 Updated Southeast Overtown/Park West Redevelopment Plan (the "Plan"). The Series 2025 Bonds will be secured by a lien on and pledge of tax increment revenues paid into the Southeast Overtown/Park West Community Redevelopment Trust Fund established by Ordinance No. 82-115, enacted by the Board of County Commissioners of Miami -Dade County, Florida on December 21, 1982, Ordinance No. 9590, enacted by the City Commissioners of the City of Miami, Florida on April 6, 1983 and Ordinance No. 10018 enacted by the City Commissioners of the City of Miami, Florida on July 18, 1985. SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI 819 N.W. 2nd Avenue, 3rd Floor I Miami, FL 33136 Tel (305) 679-6800 I Fax (305) 679-6835 I www.seopwcra.com I cra@Jmiamigov.com Attachment: File # 17453 - Notice of Bond Series Hearing 4.10 (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 212 4.5.f CHRISTINE KING Board Chair JAMES D. MCQUEEN Executive Director Pursuant to Florida Statute § 286.0105, anyone wishing to appeal any decision made by the Board of the SEOPW CRA with respect to any matter considered at such meeting will need a record of the proceedings, and for such purpose, may need to ensure that a verbatim record of the proceedings is made, which record includes the testimony and evidence upon which the appeal is to be based. Pursuant to CRA-R-24-0071, whenever a scheduled SEOPW CRA meeting is cancelled or is not held due to a lack of a quorum or other emergency, a special SEOPW CRA meeting will be automatically scheduled for the Tuesday immediately following the cancelled meeting. In the event of one of the aforementioned circumstances, the special meeting would be held on April 15th, 2025, at 10:00 a.m. in the City Commission chambers located at Miami City Hall, 3500 Pan American Drive, Miami, FL 33133. All of the scheduled agenda items from that cancelled meeting shall automatically be scheduled as an agenda item at the special SEOPW CRA meeting. The City Clerk shall notify the public of the special meeting that is to take place by placing a notice of the special SEOPW CRA meeting at the entrance of City Hall, placing a notice on the SEOPW CRA's website, and, if feasible, placing an ad in a newspaper of general circulation before the special meeting on the immediately following Tuesday. There shall be no additional notice by publication required for any such scheduled agenda item that is moved to the special SEOPW CRA meeting. In accordance with the Americans with Disabilities Act of 1990, persons needing special accommodations to participate in this proceeding may contact the Office of the City Clerk at (305) 250-5361 (Voice), not later than two (2) business days prior to the proceeding. TTY users may call 711 (Florida Relay Service), not later than two (2) business days prior to the proceeding. (SEOPW CRA Seal) Ad No. 43680 Todd B. Hannon Clerk of the Board SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI 819 N.W. 2nd Avenue, 3`d Floor I Miami, FL 33136 Tel (305) 679-6800 I Fax (305) 679-6835 I www.seopwcra.com I cra4;miamigov.com Attachment: File # 17453 - Notice of Bond Series Hearing 4.10 (17453 : Approve Series 2025 Bonds to be issued by the Southeast Packet Pg. 213