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HomeMy WebLinkAboutBack-Up DocumentsJ-83-170 RESOLUTION NO. 83-187 3-i8-5.3 `~ A RESOLUTION AUTHORIZING TH.E•CITY MANAGER'TO EXECUTE AN INTERL.00AL COOPERATION AGREEMENT WITH METROPOLITAN DADE COUNTY, IN SUBSTAN- TIALLY THE FORM ATTACHED HERETO, TO ESTABLYSH RESPONSIBILITIES FOR THE. IMPLEMENTATION OF THE SOUTHEAST OVERTOWN/PARK WEST REDEVELOP- MENT PROJECT. WHEREAS, the City of Miami by Resolution No. 82-755 has approved in principle the Southeast Overtown/Park West Community Redevelopment Plan (hereinafter referred to as the PROJECT); and WHEREAS, Dade County by Resolution No. 1677-82 has approved the PROJECT establishing the Southeast Overtown/Park West Project Area (hereinafter referred to as PROJECT AREA) as a,separate community redevelopment area for tax increment financing pur- poses; and WHEREAS, Dade County by Ordinance No. 82-115 has established and created in accordance • With the provisions of Florida Statute Section 163.387 a Redevelopment Trust Fund (hereinafter referred to as the FUND) and has authorized allocation of monies from such FUND; and WHEREAS, Florida Statute Section 163.387, Dade County may, in its discretion, 'telegate the exercise of community redevelopment powers to. the City of Miami by resolution; NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The City Manager is hereby authorized to execute an agreement between the City of Miami and Metropolitan Dade County, in substantially the form attached hereto, to establish responsibilities for the implementation of the South- east Overtown/Park West Redevelopment Project. PASSED AND ADOPTED this 18 day of MARCH in accordance •with the provisions of a RALP G. ONGIE pity Clerk ' PREPARED AND APPROVED BY; JOL E. MAXWEL ssistant City Attorney wpc/O70/(1) MAURICE A. FERRE , 1983. MAURICE A. FERRE, Mayor APPROVED ASTOFORM AND CORRCTNESS; `` OSE R. GARCIA-PEDa2MI COMMISSION City Attorney MEETING OF INTERGOVERNMENTAL C00PERATI0N AGREEMENT . THIS AGREEMENT, made this c. day of 22 - , 1983, by and between Metropolitan Dade County, a political subdivision of the State of Florida (hereinafter referred to as the COUNTY) and the City of Miami, a municipal corporation under the laws of the State of'Florida (hereinafter referred to as the CITY). W I T N E S S E T H: WHEREAS, the COUNTY has been awarded a grant of $6,770,67.0 by the United States Department of Transportation: Urban Mass Transportation Administration (UMTA) to undertake the Overtown Urban Initiatives Redevelopment Project No, FL-03-0064 ,as amended 4'(PROJECT); and WHEREAS, this PROJECT will take place within the corporate limits of the City: and WHEREAS, the CITY is contributing 85% of the local cash match needed to conduct the PROJECT: acid WHEREAS, the COUNTY and CITY desire to provide the manner in which the CITY shall have certain responsibilities for the PROJECT .and to establish a committee to oversee the PROJECT. NOW, THEREFORE, the COUNTY and the CITY agree as follows: 1. CREATION OF COMMITTEE An Overtown Urban Initiatives Project Management Committee (COMMITTEE) is hereby created which shall be composz•d of the following COUNTY and CITY staff, or the persons designee: - Dade County Transportation Administration Coordinator - Dade County Transportation Administration Urban Initiatives.Manager - Dade County Department of Housing and Urban Development Director - Dade County Affirmative Action Director - Dade County Community and Economic Development Coordinator' - City of Miami Assistant City Manager - Southeast Overtown/Park West Project 1;?-694: Director/Assistant City Manager Cla r1 rr - City of. Miami Department of Community Development 3.2/1 Director - City of Miami Department of Economic Development. Director 2. COMMITTEE FUNCTIONS a. The COMMITTEE 'shall review the Redevelopment Plan, PROJECT budget, implementation schedules and v timetables, relocation and land disposition guidelines as well as guidelines for minority participation. in project hiring, contract and business development opportunities and make appropriate recommendations to appropriate advisory boards and to the County and City Managers. b. The COMMITTEE shall perform the function of evaluating development proposals and recommending a developer. ,to appropriate advisory boards and to the'County and City Managers. c. The County and City Managers shall designate a Projdct Coordinator and Project Manager., respectively, to carry out the COUNTY and CITY responsibilities. for,the PROJECT. These two people will serve as co -chairpersons of the COMMITTEE. All recommendations to the.COMMITTEE shall be jointly submitted by both co -chairpersons.. The PROJECT budget shall be jointly developed by them and approved .by the County and City Managers. 3. CITY RESPONSIBILITIES a. Land Disposition The CITY shall prepare the land disposition guidelines and procedures and PROJECT marketing materials which shall be reviewed and approved by the Miami City Commission and the Board of County Commissioners prior to issuance. After approval. of the project marketing materials, the CITY shall be responsible for advertising for developers and carrying out 2 all ..,:tivities to interest deve-opers to submit proposals. The COMMITTEE shall perform the function of evaluating proposals and recommending{ a developer to the Miami City Commission and the Board of County Commissioners. The Board of County Commissioners shall make the final selection; however, in no event shall the Board of County Commissioners select a developer who has not first been approved by the Miami City Commission, nor shall the Board of County Commissioners reject a developer who has Teen approved by the Miami City Commission and whose proposal complies with the requirements of the request far proposal,. Any dispo-. -sition of land for the project shall be accomplished in accordance with federal guidelines and applicable provisions of state law, Promptly after the selection of the developer by the County Commission, the County Commission shall authorize, the conveyance of the land - to the City at no cost. The actual conveyance shall. . take place in time to meet the developer's financing requirements. When the CITY conveys the land to the developer, the proceeds from the sale shall be sent to the COUNTY for use in accordance with the CITY/COUNTY project budget. If (a) within thirty-six (36) months from the time the COUNTY advises the CITY that a development site has been acquired, a developer has not been initially approved by the Miami City Commission, or (b) within forty --eight (48) months of such time a developer has not started construction, the Board •of County Commissioners may withdraw the delegation to the CITY to market the land and to the Miami City 'Commission to n1y ,mrove the developer. 3 ti b. Citizen Participation 1. Provide .administrative support tb the •0vertown Advisory Board. 2. Coordinate COUNTY. and CITY involvement with the community. c. Project Management, Administration and Coordination 1. Develop implementation schedules and timetables for all PROJECT activities 2. Monitor the implementation schedules and timetables. 3. Submit regular progress reports to•t+he COUNTY the COMMITTEE and the community. Except as specified in this Agreement, the COUNTY shall be responsible for all aspects of the PROJECT. • 4. CITY CONTRIBUTION The CITY 1411 pay $1,438,767 to the COUNTY which is 85% of the local share of the grant. The above amount will be paid in installmen of: $500,000 by November 15, 1982 $469,383 by July 15, 1983 $469,384 by July 15, 1984 Provided that administrative or other costs incurred by the CITY shall be withheld froth 'the above amounts to be paid by the CITY to the COUNTY to the extent such costs are provided for in the approved PROJE{ budget. The CITY further agrees to pay to the County 85% of any funds which the County, as grantee,.is required to pay from non-federal sources in order to assure payment of the actual project cost as' defined in the UMTA grant and any grant amendments thereto for this project made subsequent to the date of execution of this agreement by all parties, so long as such amendments are approved by the City and County Commissi 4 IN WITNESS WHEREOF, th.e parties hereto have caused this Agreement to be executed in their names by their duly authorized officers and the corporate seals to be affixed hereto, all of the day and year first above written. WITNESS our hands and seals on this .5O day of 1953. PH G. ONGXE City Clerk SLAT, ATTEST: CITY OF MIAMI, a municipal corporation of the State of Florida By: ., tliVO limaiatg OWARD V. VARY City Mena_er METROPOLITAN DADE COUNTY, a ,:'"GOMM%'•. political subdivision of the RICIHARD P. BRINKER, CLERK ;` oA -- 'ul ;State of Florida 1107 Y 2 Deputy Clerk ;c,• •.n,�, (1/ 0. a ,. APPRO ED AS4TO FORM AND CORRECTNESS By ty Attorney 5 M. ; T County nager ti AMENDMENT TO 1983 INTERLOCAL COOPERATION AGREEMENT This Amendment to 1983 Interlocal Cooperation Agreement ("Amendment") is made and entered into this 22, day of January, 2010, by and between Miami -Dade County"), a political subdivision of the State of Florida, (the "County"), the City of Miami, Florida, a municipal corporation of the State of Florida (the "City") and the Southeast Overtown Park West Community Redevelopment Agency, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes (the "SEOPW CRA"). WHEREAS, the Miami -Dade Board of County Commissioners (the "Board") adopted Resolution No. R-1677-82 and Ordinance No. 82-115, which approved a Redevelopment Plan (the "Original Plan") and tax increment financing for the Southeast Overtown/Park West Community Redevelopment Area (--'the "Original Redevelopment Area"); and WHEREAS, on April 19, 1983, the Board also adopted Resolution No. R-467-83, which approved an Interlocal Cooperation Agreement between the City and the County (the "1983 Interlocal Agreement") in accordance with Part III, Chapter 163, Florida Statutes, which among other things, delineated those areas of responsibility for the redevelopment of the Original Redevelopment Area within the boundaries as set forth by the Finding of Necessity; and, WHEREAS, pursuant to the Original Plan and the 1983 Interlocal Agreement, the City was authorized to undertake redevelopment of the designated Original Redevelopment Area; and WHEREAS, the SEOPW CRA is responsible for implementing activities and projects designed to revitalize and redevelop the Original Redevelopment Area in accordance with the Original Plan; and WHEREAS, on December 31, 2007, the Board adopted Resolution No. R-1372-07 approving an interlocal agreement between whereby the County, the City, the Omni Community Redevelopment Agency and SEOPW CRA which, among other things, amended the 1983 Interlocal Agreement (the "2007 Interlocal Agreement"); and WHEREAS, the City and SEOPW CRA agreed to generate a Finding of Necessity study ("FON") to substantiate the expansion of boundaries of the Redevelopment Area and an amendment to the Redevelopment Plan ("Amended Plan") to expand the Original Redevelopment Area ("Redevelopment Area") the SEOPW CRA's boundaries and extend its life until March 31, 2030; and WHEREAS, pursuant to the 2007 Interlocal Agreement and applicable law the FON and Amended Plan are subject to approval by the Board; and WHEREAS, the County, the City and the SEOPW CRA wish to remove slum and blighted conditions in the Redevelopment Area in accordance with the Original Plan by investing in (i) affordable and workforce housing opportunities; (ii) job creation and economic Final Approved 1 by the County, City, and CRA 01-14-10 development; (iii) infrastructure; (iv) parks and open spaces; (v) arts and culture; and (vi) quality of life initiatives; and WHEREAS, the City, the County and the SEOPW CRA have acknowledged that the 1983 Interlocal Agreement and the Amended Plan shall include tax increment funding for three (3) projects identified as Camillus House, Alonzo Mourning Charities, Inc., and Mama Hattie's House (collectively referred to the "SEOPW CRA Developments"); and WHEREAS, the parties acknowledge that the SEOPW CRA Developments would be of great benefit to the SEOPW CRA and the community as a whole; and WHEREAS, the County, the City and the SEOPW CRA find that it would be in the best interest of the parties to resolve their differences and for the City and the SEOPW CRA to dismiss with prejudice that certain case captioned City of Miami et al. v. Miami -Dade County, Case No. 07-46851 CA 31 (the "Reverter Lawsuit") in accordance with the terms of this Amendment, NOW, THEREFORE, THE COUNTY, CITY and SEOPW CRA agree as follows: 1. The recitations set forth above are true and correct and adopted as part of this Amendment. 2. The parties agree that, subject to compliance with all applicable laws, including Part III, Chapter 163, Florida Statutes, including any prior approvals by the City and the SEOPWA CRA required therein, the following SEOPW CRA Developments, among other projects in the Redevelopment Area, shall be partially funded by the SEOPW CRA when the County and the City have determined that each respective SEOPW CRA Developments are ready to proceed: a. The Camillus House project, which involves providing housing for homeless individuals and families in a new facility, including related structures and infrastructure to be developed within the Redevelopment Area. b. The Alonzo Mourning Charities, Inc., an affordable housing project to be developed in the Redevelopment Area. c. The World Literacy Crusade of Florida, Inc. also known as Mama Hattie's House to be developed within the Redevelopment Area. The City and the SEOPW CRA shall submit for the County's approval any and all plans for development with respect to each of the individual SEOPW CRA Developments before contracts are entered into for construction of each of the respective SEOPW CRA Developments. The City and the SEOPW CRA understand that the process of reviewing the proposed SEOPW CRA Developments will entail mutual cooperation from the City, the County and the SEOPW CRA and that any delay in the review process may delay when the Board considers the SEOPW CRA Developments. The City and the SEOPW CRA, and the County agree that the approval of this Amendment by the parties does not Final Approved 2 by the County, City, and CRA 01-14-10 constitute approval of the SEOPW CRA Developments by the County. Therefore, the. parties agree that if the Board does not approve the SEOPW CRA Developments as a matter of their sovereign power and legislative authority, the failure to approve such project should not be deemed a breach of thise Interlocal Amendment Agreement or any other agreement between the parties relating to the SEOPW CRA Developments, and the County shall not be liable to the City or the SEOPW CRA for such failure to approve the SEOPW CRA Developments 3. The SEOPW CRA may elect to .issue bonds and/or incur indebtedness required to finance its contribution to the SEOPW CRA Developments, provided however, in no event shall any bonds issued and/or indebtedness incurred mature later than March 31, 2030. Prior to the issuance of any bonds and/or indebtedness by the SEOPW CRA, the County shall have the right to review all related documents and agreements and may approve such bond issuances or indebtedness, pursuant to the provisions of this 1983 Interlocal Agreement and applicable law, including Florida Statute Section 163.358(3). 4. The City and the SEOPW CRA respectively represent that they have previously adopted resolutions recommending that the County approve the Amended Plan and this Amendment and that they have the legal authority to execute this Amendment. 5. The City, SEOPW CRA, and the County agree that the Reverter Lawsuit will be abated for ninety (90) days from the effective date of this Amendment and shall be dismissed with prejudice following the County's approval of the plans for the development of a portion of Block 36 and Blocks 45 and 56, which are to be submitted to the County for approval within the 90-day abatement period in the same manner as is set forth in Paragraph II herein. 6. In all other respects, the 1983 Interlocal Agreement is ratified and confirmed. 7. In the event of any conflict between the 1983 Interlocal Agreement, the 2007 Interlocal and this Amendment, the terms of this Amendment shall control. 8. There are no third party beneficiaries to this Amendment. The parties expressly acknowledge that it is not their intent to create or confer any obligations on or upon any third party by this Amendment. None of the parties intend to directly or substantially benefit a third person by this Amendment, and no third party shall be entitled to assert a claim against any of the parties based upon this Amendment. Nothing herein shall be construed by any agency or political subdivision of the State of Florida to confer upon any third party or parties the right to sue on any matter arising out of this Amendment. 9. This Amendment may be signed in counterparts. IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed in their names by their duly authorized officers and the corporate seals to be affixed hereto, all as of the day and year first above written. Final Approved 3 by the County, City, and CRA 01-14-10 WITNESS our hands and seals on this -2Z day of City of Miami, a municipal State of Fl By: Pedro G. Hernandez, City Manager AT , ST: Bv: tion of the City Clerk Miami -Dade County, a political subdivision of the State of Florida By: Mayor Carlos Alv ez or designee B lw Ita A-ThUYIP611 Southeast Overtown Park West Community Redevelopment Agency, a public body corporate and politic By: City Clerk Theep(4 APPROVED AS TO FORM AND LEGAL SUFFICIENCY FOR MIAMI-DADE COUNTY: By: Terrence A. Smith Assistant County Attorney Date: 0 ( &( (a Final Approved 4 by the County, City, and CRA 01-14-10 APPROVED AS TO FORM AND CORRECTNESS FOR CITY OF MIAMI: By: City Attorney Date: / //5 (20/e) APPROVED AS TO FORM AND CORRECTNESS FOR SEOPW CRA: BY:ae.e.iiee00,_iesPzie.. SEOPW CRA Attorney Date: ///y/Zo /o Final Approved 5 by the County, City, and CRA 01-14-10 STATE OF FLORIDA SS: COUNTY OF MIAMI-DADE I, HARVEY RUVIN, Clerk of the Circuit Court in and for Miami -Dade County, Florida and Ex-Officio Clerk of the Board of County Commissioners of Said County, Do Hereby Certify that the above and foregoing is a true and correct copy of the "Amended Southeast Overtown/Park West Community Redevelopment Agency Interlocal Cooperation Agreement", as Appears of Record. IN WITNESS WHEREOF, I have hereunto set my hand and official seal on this 22nd day of January, A.D. 2010. HARVEY RUVIN, Clerk Board of County Commissioners Dade County, Florida By Board of County Commissioners Miami -Dade County, Florida AMENDMENT TO THE 1983 INTERLOCAL COOPERATION AGREEMENT BETWEEN THE CITY OF MIAMI, MIAMI-DADE COUNTY, AND SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY THIS AMENDMENT ("Amendment") is made and entered into this day of , 2022, by and between Miami -Dade County a political subdivision of the State of Florida (the "County"), the City of Miami, Florida, a municipal corporation of the State of Florida (the "City") and the Southeast Overtown/Park West Community Redevelopment Agency, a public agency and body corporate created pursuant to section 163.356, Florida Statutes (the "SEOPW CRA"). RECITALS WHEREAS, on March 30, 1983 the County, formerly known as Metropolitan Dade County, and the City executed that certain Intergovernmental Cooperation Agreement (the "1983 Interlocal Agreement"); and WHEREAS, on November 15, 1990, the County, formerly known as Metropolitan Dade County, and the City entered into that certain Amendments to Interlocal Cooperation Agreement (the "First Amendment") amending certain terns and provisions of the 1983 Interlocal Agreement; and WHEREAS, as of December 31, 2007, the County, the City, the SEOPW CRA and the Omni Community Redevelopment Agency (the "Omni CRA") entered into that certain Interlocal Agreement between the City of Miami, Miami -Dade County, SEOPW CRA and Omni CRA to Provide Funding for Major Projects for the Benefit of All Parties (the "2007 Interlocal Agreement"); and WHEREAS, on January 22, 2010, the County and the SEOPW CRA entered into that certain amendment to 1983 Interlocal Cooperation Agreement (the "2010 Amendment"; together with the 1983 Interlocal Agreement, the First Amendment, and the 2007 Interlocal Agreement collectively, the "Interlocal Agreement"); and WHEREAS, the SEOPW CRA generated an Assessment of Need (the "AON") to substantiate the extension of the life of the SEOPW CRA until March 31, 2042; and WHEREAS, the SEOPW CRA adopted the 2018 Redevelopment Plan Updated (the "Amended Redevelopment Plan") prepared by E.L. Waters and Company, LLC; and WHEREAS, on June 26, 2018, the Board of Commissioners of the SEOPW CRA adopted resolution CRA-R-18-0030 approving the AON; and WHEREAS, on September 24, 2018, the Board of Commissioners of the SEOPW CRA adopted Resolution CRA-R-18-0040 approving the Amended Redevelopment Plan; and #61770050 v4 WHEREAS, on May 9, 2019 the City Commission adopted Resolutions R-19-0175 and R-19-0176 which approved the AON and the Amended Redevelopment Plan, respectively to substantiate the life of the SEOPW CRA to March 31, 2042; and WHEREAS, the Miami -Dade County Board of County Commissioners (the "Board") adopted. Resolution No. R-654-22 that approved the AON, the Amended Redevelopment Plan, the extension of the life of the SEOPW CRA to March 31, 2042, and the execution of this Amendment; and WHEREAS, the County, the City and the SEOPW CRA desire to modify and amend the Interlocal Agreement and extend the life of the SEOPW CRA to March 31, 2042, as hereinafter provided, NOW, THEREFORE, the County, the City and the SEOPW CRA agrees as to follows: 1. Recitals. The Recitals to this Amendment are true and correct and incorporated herein and made a part of this Amendment. 2. Defined Terms. Defined tenns utilized in this Amendment but not defined herein shall have the meaning ascribed to said terms in the Interlocal Agreement. 3. Extension of Life of SEOPW CRA. The life of the SEOPW CRA is hereby extended from March 31, 2030 until March 31, 2042. 4. Redevelopment Plan. All references in the Interlocal Agreement to the Redevelopment Plan shall be deemed reference to the Amended Redevelopment Plan. 5. Priority Projects. The County, the City and the SEOPW CRA acknowledge and agree that, subject to compliance with all applicable laws, including Part III, Chapter 163, Florida Statutes, the following projects identified in the Amendment Redevelopment Plan, among other projects in the Redevelopment Area, shall be partially funded by SEOPW CRA utilizing tax increment revenues (the "Incentive Agreement Projects"): A. Overtown Cultural and Entertainment District. B. Miami World Center Project, generally located between 11th Street on the North, the FEC Railway to the South, NE 2nd Avenue to the East and N. Miami Avenue to the West. C. The Marriott Marquis Conference Center & Hotel, located at 800 N. Miami Avenue, (Folio 01-3137-025-0011). D. South Florida Regional Transportation Authority's Tri-Rail Downtown Miami Link Station Improvements Project located within the All Aboard Florida Grand Central Station, which station is situated on various parcels located immediately west of NW 1st Avenue between Flagler and N.W. 8th Streets, to be supported by a pledge of tax increment revenue to support a 2 #61770050_v4 $17,580,000.00 City bond issue. E. The World Literacy Crusade of Florida, Inc. a/k/a Mama Hattie's House. F. The redevelopment and modernization of County -owned public housing projects situated on a combined 33.7 acres of land located within the Redevelopment Area consisting of Culmer Place (580 NW 5th Avenue, Miami, FL), Culmer Gardens (610 NW l 0th Street, Miami, FL), and Rainbow Village (2140 NW 3rd Avenue, Miami, FL), presently improved by 326 units of public housing in order to replace and expand the inventory of public housing and construct additional subsidized and market rate residential units, as well as the development of other uses, as appropriate. G. Existing affordable housing projects financed with existing CRA Bond issue. H. The development and rehabilitation of workforce housing and affordable housing projects. I. Development of between approximately 800 and 1,000 affordable housing units serving families earning between 30% and 140% of the County's Area Median Income as defined by the U.S. Department of Housing and Urban Development, as adjusted for household size, on non -County -owned sites located within the Redevelopment Area. Land acquisition and development activities consistent with the character and scale of development identified in the Overtown Entertainment and Cultural District, as it may be amended from time to time. K. Development and growth of local, small business enterprises within the Redevelopment Area through grants or low -interest loans to, among other things, improve the physical plant of local businesses, finance the acquisition of machinery and equipment, and provide limited guarantees against losses to increase access to credit from local financial institutions. L. Support the implementation of activities identified within Overtown Youth and Children's Coalition Master Plan. 6. Redevelopment Area. The County, City and SEOPW CRA acknowledge and agree that the redevelopment area (the "Redevelopment Area") consists of (i) that area initially approved by the County and as described on the map attached to County Ordinance No. 82-115 as Exhibit "A", (ii) that addition to the area approved by the County in Ordinance No. 86-4; and (iii) that addition to the area approved in Resolution No. R-1039-09, all as more particularly shown on that map attached hereto as Exhibit "A". 7. Base Values. The County, the City and SEOPW CRA agree that the assessed values of property for ad valorem tax purposes to be used in calculating the amount of tax increment revenues is: (a) with respect to that portion of the Redevelopment Area initially approved by the County and as described 3 #61770050_v4 on the map attached to County Ordinance No. 82-115 as Exhibit "A", the value as of January 1, 1982, contained the preliminary ad valorem assessment roll for 1982 prepared by the Property Appraiser of the County; (b) with respect to the addition to the Redevelopment Area approved by the County in Ordinance No. 86-4, the value as of January 1, 1985 contained in the preliminary ad valorem assessment roll for 1985 prepared by the Property Appraiser of the County; and (c) with respect to the addition to the Redevelopment Area approved by the County in Resolution No. R -1 0 3 9 - 0 9 , the value as of January 1, 2009 , contained in the preliminary ad valorem assessment rolls for County. 8. Annual Budget. The County agrees to waive any claims it may have regarding approval of the annual SEOPW CRA budget for the fiscal years prior to fiscal year commencing October 1, 2018. Notwithstanding the foregoing, the SEOPW CRA, in accordance with section 163.387(6), Florida Statutes, shall submit to the Miami -Dade County Board of County Commissioners for its approval its annual budget and any amendment thereto within 10 days after the adoption of such annual budget or amendment to the budget. 9. Waiver of Administrative Fee. The County agrees to waive the 1.5% Administrative Fee chargeable to SEOPW CRA for the life of the SEOPW CRA. 10. Overtown Urban Initiation Project Management Committee. Sections 1, 2, and 3 of the 1983 Interlocal Agreement are hereby deleted. 11. City Contribution. The County and the SEOPW CRA acknowledge and agree that the City has made all required contributions required by the City under Section 4 of the 1983 Interlocal Agreement. 12. SEOPW Projects. A. The County and the City acknowledge and agree that the SEOPW CRA has complied with its obligations under Sections 2 (a) and (b) of the 2010 Amendment with respect to the Camillus House Project and the Alonzo Mourning Charities, Inc. affordable housing Project. The SEOPW CRA acknowledges that Section 2(c) of the 2010 Amendment regarding Mama Hattie's House has not yet been developed and is included in the list of Incentive Agreement Projects. B. The County and the City acknowledge and agree that each of the SEOPW CRA Development Projects, including the Incentive Agreement Projects, do not require approval of any and all plans for development before contracts are entered into for constructions of each respective SEOPW CRA Developments, including without limitation, the Incentive Agreement Proj ects. 13. Reverter Lawsuit. The County, the City and the SEOPW CRA acknowledge that the Reverter Lawsuit has been resolved, Block 45 has reverted to the County and that Block 36 and Block 56 are no longer subject to revert to the County. 14. CRA Indebtedness. The SEOPW CRA may elect to issue bonds and/or incur other 4 #61770050_v4 indebtedness required to finance, as necessary and appropriate, its contribution to the SEOPW CRA Projects including the Incentive Agreement Projects, provided however, in no event shall any bonds issued and/or indebtedness incurred mature later than March 31, 2042. Prior to the issuance of any bonds and/or indebtedness by the SEOPW CRA, the County shall have the right to review all related documents and agreements and may approve such bond issuance or indebtedness, pursuant to the provisions of the Interlocal Agreement as amended by this Amendment and applicable law, including section 163.358(3), Florida Statutes. 15. CAP ON ADMINISTRATIVE EXPENSES. The SEOPW CRA agrees that administrative expenses of the SEOPW CRA shall not exceed 20% of its overall fiscal budget. 16. Procurement Requirements. In accordance with section 163.370(5), Florida Statutes, the SEOPW CRA shall procure all commodities and services under the same purchasing processes and requirements that apply to the City. The SEOPW CRA confiutns to the County and the City that SEOPW CRA has adopted the City's procurement procedures to be utilized by the SEOPW CRA for procurement. 17. Community Benefits. A. The SEOPW CRA agrees that all agreements with entities or contractors receiving grants of $1,000,000.00 or more from the SEOPW CRA for new or rehabilitated commercial and residential developments entered into after the Effective Date within the Redevelopment Area may, to the extent allowed by applicable law, include the following provisions: (i). Require hiring from the labor workforce for such project from residents of the Redevelopment Area that are unemployed or under employed, to extent feasible. ( i). Require compliance with the wage requirements of Section 2-8.9 of the Code of Miami -Dade County, Florida (the "Code") or pay higher wages and benefits, as are feasible. B. The SEOPW CRA agrees it may include in all community benefit agreements with entities or contractor receiving grants of $1,000,000.00 or more executed after the Effective Date to require such entities or contractors to comply with the following Miami -Dade County ordinances contained in the Code, as same may be amended, as if expressly applicable to such entities: (i). Small Business Enterprises (Section 2-8.1.1.1.1 of the Code) (ii). Community Business Enterprises (Section 2-10.4.01 of the Code) (iii). Community Small Business Enterprises (Section 10-33.02 of the Code) (iv). Conflict of Interest and Code of Ethics Ordinance (Section 2-11.1 of the Code) (v). Living Wage Ordinance (Section 2-8.9 of the Code) 18. Inspector General Review. The County shall have the right to retain, at its sole 5 #61770050 v4 cost, the services of an independent private sector inspector general whenever the County deems it appropriate to do so, in accordance with Miami -Dade County Administrative Order No. 3-20. Upon written notice from the County, the SEOPW CRA shall make available to the independent private sector inspector general retained by the County all requested records and documentation for inspection and reproduction. Additionally, the SEOPW CRA shall submit to the County's Inspector General's review in accordance with Section 2-1076 of the Code. The County's Inspector General shall be empowered to review past, present and proposed SEOPW CRA's contracts, transactions, accounts, records, agreements and programs at a minimum annually audit, investigate, monitor, oversee, inspect and review operations, activities, perfoiiiiance and procurement process, including but not limited to, project design, specifications, proposal submittals, activities of the SEOPW CRA and its officers, agents and employees, lobbyists, staff and elected officials to ensure compliance with contract specifications and to detect any fraud and/or corruption. 19. Recovery of Grant Funds. The SEOPW CRA shall include in all contracts and grant agreements executed from and after the Effective Date a "clawback" provision that will require the SEOPW CRA to "clawback" or rescind and recover funding from any entity or contractor to which it provides funding which does not substantially comply with the provisions of its agreement with SEOPW CRA by demanding repayment of such funds, in writing, including recovery of penalties or liquidated damages, to the extent allowed by law, as well as attorney's fees and interest, and pursuing collection or legal action, to the fullest extent allowable by law, if feasible. 20. Safeguards for Resident Displacement. In the event the SEOPW CRA funds a redevelopment project authorized by the Amended Redevelopment Plan that may displace persons (including individuals, families, business concerns, nonprofit organizations and others) located in the Redevelopment Area, the SEOPW CRA shall prepare plans for and assist in the relocation of such persons, including making any relocation payments under the Act and applicable laws and regulations. Further, the SEOPW CRA shall make or provide for at least a "one -for -one" replacement of each affordable housing unit demolished pursuant to a redevelopment project to ensure that such demolished unit is replaced by a new comparable, affordable housing unit, provided, however, this requirement shall not apply to substandard affordable housing that has been declared unsafe by a governmental entity and subsequently demolished. The SEOPW CRA shall ensure that individuals and families who are displaced from affordable housing units have a right of first refusal to return to comparably priced affordable housing units located within the Redevelopment Area. 21. Affordable and Mixed Income. The County acknowledge and agrees that the SEOPW CRA Amended Redevelopment Plan includes a housing component that serves an income mix of extremely low, very low, low, moderate, and workforce housing up to 140 percent (140%) of the area mean income , as defined by the U.S. Department of Housing and Urban Development and the County acknowledges that the Amended Redevelopment Plan gives priority to rehabilitation, conservation or redevelopment of housing for extremely low, very low, low or moderate income persons over funding of non -housing projects. 22. Annual Budget. The SEOPW CRA agrees to include in its annual fiscal budget a description of expenditures made by the SEOPW CRA for affordable housing projects during the previous fiscal year and a statement of anticipated expenditures for affordable housing project in upcoming fiscal years, if applicable. 6 #61 770050_v4 23. Ethics Training. In accordance with section 163.367, Florida Statutes, the officers, commissioners, and employees of the SEOPW CRA shall be subject to part III of chapter 112, Florida Statutes, and the Board of Commissioners of the SEOPW CRA must also comply with the ethics training requirements as imposed in section 112.3142, Florida Statutes. Accordingly, the SEOPW CRA agrees that all members of the Board of Commissioners of the SEOPW CRA, staff of the SEOPW CRA, members of advisory boards of the SEOPW CRA and staff such advisory boards shall be required to complete a minimum of four (4) hours of ethics training to be conducted by the Miami -Dade County Commission on Ethics and Public Trust. 24. Conflicts. In the event of any conflicts between the Interlocal Agreement, and the terms of this Amendment, this Amendment shall control. 25. Governing Law and Venue. This Amendment and the Agreement shall be construed in accordance with and is governed by the laws of the State of Florida. Any claim, dispute, proceeding, or cause of action arising out of or in any way relating to this Amendment or the Agreement, or the parties' relationship, shall be decided by the laws of the State of Florida. The parties agree that venue for any of the foregoing shall lie exclusively in the courts located in Miami -Dade County, Florida. 26. Ratification. Except as modified by this Amendment, the Interlocal Agreement is ratified and reaffirmed. 27. Effective Date. The effective date of this Amendment shall be the date this Amendment is last executed by the County, the City and the SEOPW CRA (the "Effective Date") 28. Time of the Essence. Time is of the essence in the performance of this Amendment. 29. Third -Party Beneficiaries. There are no third -party beneficiaries to this Amendment. The parties expressly acknowledge that that it is not their intent to create or confer any obligations on or upon any third -party by this Amendment. None of the parties intend to directly or indirectly benefit a third person by this Amendment, and no third party shall be entitled to assert a claim against any of the parties based upon this Amendment. Nothing herein shall be construed by any agency or political subdivision of the State of Florida to confer upon any third party or parties the right to sue on any matter arising out of this Second Amendment. 30. Severability. If one of more provisions of this Amendment shall be held contrary to any provision of law or be held invalid, then such provision or provisions shall be null and void and shall be separate from, and have no effect on, the remaining provisions which shall continue to be legal and valid. 31. Counterparts. This Amendment may be signed in counterparts. Facsimile or electronically transmitted signatures shall be deemed for all purposes to be originals. [SIGNATURES APPEAR ON THE FOLLOWING PAGES] 7 #61770050_v4 IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed in their names by their duly authorized officers and their seals to be affixed hereto, and all as ofthe day and year first above written. City of Miami, a municipal corpo tic)n ofthc State of Florid By: Arthur Noricga, V, City Manager AT FEST: I Todd Jarman, City Clerk Southeast Ovcrtown Park West Community Redevelopment Agency, a public bo,1y corporate and politic By: A F FEST By: ft6 I 770050 v4 cQuccn, Executive Director Hannon, City C]crk 8 265 Miami -Dade County, a political subdivision of the State of '1 rda By: Dame la Levine Cava Mayor MORRIS COPE ND, CPM CHEF COMMUNITY SERVICES OFFICER MIAMI-DADE COUNTY, FL HARVEY RUVIN, Clerk Deputy Clerk APPROVED AS TO FORM AND LEGA SUFFICIENCY FOR MIAIVII-DADE COUNTY; 'Terrence A. Smith Assistant County Attorney Date: q- a U6I770050 v4 9 266 APPROVED AS TO FORM AND CORRECTNESS FOR CITY OF MIAMT: 13y: cndc,z, City Attorney APPROVED AS TO FORM AND CORRECTNESS FOR SEOPW CRA: Date: V Vincent Brown, SEOPW CRA Staff Counsel #61770050_v4 Exhibit "A" Map of Redevelopment Area 10 267 Exhibit "B" Name Ten Museum Place 1040 Biscayne Boulevard 900 Biscayne 900 Biscayne Boulevard Marlin Blue 824 Biscayne Boulevard 600 Biscayne 666 Biscayne Boulevard 215 NE 6 Street Marquis 1100 Biscayne Boulevard Marquis West 127 NE 11 Street Paramount Park 700 Biscayne Logik Tower 530 NW lst Court Block 56 161 NW 6th Street Folio 01-0105-060-1010 Folio 01-0105-060-1030 Folio 01-0105-060-1040 #61 770050LA 11 268 SOUTHEAST OVERTOWN/PAI WEST BOUNDARY MAP oundary;prior to 2009 real added in 2009' J.. prated :8eaiaest Qrenup{nll 'aric i'Vseri iape€ed Expanii:ek a .R ofeq.Ia l e:.t,Sa31 20D6 F}epa e'd bY:,V,:Kebede. .Cy6lMaMOM' wrnatbn're chn byp_Dertalept I7eem'2D06. AMENDMENTS TO INTERLOCAL COOPERATION AGREEMENT between Miami -Dade County and the City of Miami November 15, 2000 ACTS TO IHT7 RLOCAL COQPERA%LQH ACREEMEHT THIS AGREEMENT, made this /57. " day of 77/a,...-4+-*� , -1990, by and between Metropolitan Dade County, a political subdivision of the State of Florida (hereinafter referred to as the "County") and the City of Miami, Florida, a municipal corporation under the laws of the State of Florida (hereinafter referred to a$ the "City"). W ITNESSET H: WHEREAS, the City and the County entered into an Interlocal cooperation Agreement, dated as of March 31, 1983, as amended (the "Interlocal Cooperation Agreemenn)., men --provided for the exercise'ot redevelopment powers by the City in the Southeast overtown/Park West community redevelopment area (the "Area"), the implementation of the community redevelopment plan for the Area (the "Plan"), the delegation by the County to the City Commission to act as the community redevelopment agency for the City, and the use of tax increment financing to pay the costs of the implementation of the Plan; and WHEREAS, pursuant to and in accordance with tYw Interlocal Cooperation Ayreamant and the dalegat4On or p0Wers therein, the City proceeded to exercise such redevelopment powers by acquiring property for redevelopment purposes and causing the development of certain multi -family residential facilities, commercial developments, public improvements and various other improvements in the Area in furtherance of the Plan, and WHEREAS, the City desiree'to issue its revenue bonds (the _'Ronde") secured by tax increment revenues deposited in the Redevelopment Trust Fund (es described below) for the Area and to use the proceeds of the Bonds for the purpose of (1) repayment of a loan to the City from the U.S. Department of Housing and Urban Development, which the City used to finance the acquisition of certain land in the Area, (2) reimbursement to the City of $750,000 used by the City to pay expenses of implementing the Plan, (3) financing the construction of certain infrastructure improvements and (4) financing the acquisition of additional land in the Area which will be sold or leased to developers for construction thereon of multi -family residential facilities, i commercial developments, public improvements and various other improvements, and WHEREAS, prior to the issuance of the Honda the city and the County desire to make certain amendments to the Interlccal cooperation Agreement, NOW, THEREFORE, the county and the City agree as follows: 1. DefiMA...igneg.. Capitalized terms used herein shall have the meanings ascribed to them in the Interlocal, Cooperation Agreement _except as otherwise specifically defined. herein.' 2. Desian atioh of Community Redevelopment Ag nov; Deleaation of Redeve:CO ent Powers; paveelita from Fund. The. City and County agree that the City Commission of the city is the community Redevelopment Agency ("CRA") for the Project and has been functioning as the CRA since the effective date of the Interlocal Cooperation Agreement (April 19, 1983). The City and County further ag-ee that the County delegated certain specified redevelopment powers within the meaning of Section 163.410, Florida Statutes, to the CRA in the Interlocal- Cooperation Agreement. The City and county further agree that the CRA is authorized to nt e a n rom th . d to the city to pay debt service on the Bonds pursnaitt to the In er oce element between the City and the CRA dated MH Ma am$ 90. (0 q4- of t r 3. Tstablisbntent of Fund. The city and county agree that the city was authorized by the Interlocal Cooperation Agreement to establish the Fund and that the creatiom of the Fund by the City under ordinance No. 9590 enacted on April 6, 1983, was. approved by the County by the adoption of_Resolution No. R-467-83 and the county-3 oxocution of the Interlocal Cooperation Agreement. 4. Base Values_ The City and County agree that the assessed value of property for ad valorem taxation purposes to be used in calculating the amount of tax .increment revenues is (a) with respect to the Area as initially approved by the County and as described on the map attached to County Ordinance No. 82-115 as Exhibit "A", the value as of ,7anuary 1, 1982, Contained in the preliminary ad valorem assessment roll for' its prepared o the he Property Appraiser of the County; and. (b) addition to the Area approved by the County in Ordinance No. 86-4, the value as of January 1, 1985, contained in the preliminary ad valorem assessment roll for 1985 prepared by the Property Appraiser of the County. 5. gntervrise Zone 'Tax Exemptions. The City and County agree that a part of the Area is in an "enterprise zone" created by the County pursuant to Sections 290.0055 and 290.0065, Florida Statutes (1989) (the "Overtown Enterprise Zone"). The City and 2 1 Fr i County further agree that by referendum held on November 4, 1986, the County was authorized at its discretion to grant property tax exemptions to new businesses and expansions of existing businesses located in the overtown Enterprise Zone and, in furtherance of such authorization, the County enacted ordinance No. 89-27 on April 19, 1988r authorizing tbe grant of such property tax exemptions, which ordinance has been codified in.the Code of Metropolitan Dade county, Florida (the County Code") as Chapter 29, Article X. The City and County further agree that the County has not previouaiy granted any property tax -exemptions for new and expanding .businesses in the Qvertown enterprise Zone. The County hereby agrees (i) not to grant any property tax exemptions to new and expanding businesses located within the Overtown Enterprise zone and (ii) to amend county Code Section 29-81 to read as follows:1 Section 29-el. Authority to grant the exemptions. Pursuant to the terms of this article [Ordinance Number 88e271, the board of county commissioners at its discretion is hereby authorized to grant by ordinance ad valorem tax exemptions to new and expanding businesses located within enterprise zones, as defined herein, except in the community redevelopment area located in South Miami Beach which is generally bounded by Sixth Street on the north, Biscayne Bay on the west, the Atlantic Ocean on the east and Government cut on the south .end en the oommunity redevelopment area eecated ee Southeast overtovn/Back West which is aenerailyy bounded by 1e395, 1-95, H.W. 5th Street. eetrorai1 right of wave N.W. est street. North Miami avenue, N.E. 5th Street and eisceype Boulevard. The board of county commissioners may also agree to grant an exemption based merely on presentation of proposals that indicate serious intent to build a nor business oz- expand an existing business within an epterprise zone, except in the abvve- referenced community redevelopment areas located in South Miami Beach and Southeast overtown/Park West, provided however, that 'the .improvements to real property are made or the tangible personal property are added or increased on or after the day the ordinance granting the exemption is adopted. 6. effect of Amendments. This Amendment supplements the Inteelocal Cooperation Agreement by such additional provisions as are set forth herein. Accordingly, tbe City and County agree 1 Underscored words indicate the amendment proposed. Remaining provisions are now in effect and would remain unchanged. that the provisions of the Interlocal Cooperation Agreement remain in effect. Ill WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in their names by their duly authorized officers and the corporate seals to be affixed hereto, all of the day and year first above written. (seal) ATTEST: Deputy cloMk Prepared and Approved by: Beery City A torney Sys-# rt` CITY OF MIAMI, a Municipal co oration of the Statfof Florida By! Cesar H. Odia City Manager IETROPOLITAH DADE COUNTY, a political subdivision of the State of Florida C inty Manager Approved as to Form and Correctness: By: o ge =. nandez City Attor ey 1-90-171 2/28/90 EXHIBIT A • RESOLUTION NO. 43°-0196 A RESOLUTION OF THE CITY OF MIAMI, FLORIDA, WITH ATTACHMENTS, AUTHORIZING THE ISSUANC22ONOT 00) IN EXCEED TWENTY-TWO MILLION DOLLARS ($22,000,000) PRINCIPAL AMOUNT OF THE CITY'S COMMUNITY REDEVELOPMENT REVENUE BONDS, SERIES 1990, TO FINANCE THE COST OF OR TO REIMBURSE THE CITY FOR THE COST OF THE ACQUISITION OR IMPROVEMENT FOR REDEVELOPMENT PURPOSES OF CERTAIN PROPERTIES IN THE SOUTHEAST OVERTOWN/PARK WEST REDEVELOPMENT AREA AND TO FINANCE THE REPAYMENT OF A LOAN MADE TO THE CITY BY THE UNITED STATES DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT IN CONNECTION THEREWITH; PROVIDING FOR THE SOURCE OF REPAYMENT OF SAID BONDS FROM REVENUES; AUTHORIZING THE EXECUTION OF AMENDMENTS TO AN INTERLOCAL COOPERATION AGREEMENT DATED MARCH 31, 1983, BETWEEN THE CITY AND DADE COUNTY AND THE EXECUTION OF AN INTERLOCAL AGREEMENT BETWEEN THE CITY AND THE COMMUNITY REDEVELOPMENT AGENCY; AUTHORIZING VALIDATION OF THE BONDS; PROVIDING CERTAIN OTHER DETAILS WITH RESPECT THERETO; AND PROVIDING AN EFFECTIVE DATE. BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: SECTION 1. Authority. This Resolution is enacted pursuant to the Charter of The City of Miami, Florida (but only to the extent not inconsistent with and not repealed by the provisions of Section 166.021, Florida Statutes); Section 163.01, Florida Statutes; Part III, Chapter 163, Florida Statutes; Chapter 166, Florida statutes; the Constitution of the State of Florida; and other applicable.provisions of law. SECTION-2. Findings and Determinations. It is hereby ascertained, determined and declared that: A. The existence of the slum and blighted areas therein in The City of Miami (the "City") directly adversely affects the health, safety and welfare of the citizens and taxpayers of the City and adversely affects tourism and related industries in, and the public image of, the City. B. The existence of one or more slum or blighted areas in the City, specifically the Southeast Overtown/Park West Redevelopment area ("Overtowns) imposes an undue and oppressive burden upon the government and citizens of the City, which if not reduced or eliminated will adversely affect the ability of the City to provide local government services to its citizens and will seriously undermine and damage the public health, safety and welfare. C. The deterioration and blight in Overtawn are such that they cannot be remedied solely by private efforts. There is no economic incentive; logistical problems such as acquisition of various tracts of real estate from several owners effectively deter any potential private developers. Such developers, with governmental assistance would be, have been, and are willing investors in the redevelopment of Overtowr. Therefore the problems of deterioration and blight are hatiat can of gbe most nt . effectively remedied by the p In a redevelopment program. [ATTACHMENTS CTi ALE® 5 CITY COMMISSION MEETING OF MAR 8 1990 RESounmN „osa _1 REMARKS: D. Dade County (the "County") has approved on December 7, 1982, a redevelopment plan for Overtown (the "Plan") and has provided for an interlocal cooperative agreement between the County and the City, dated as of March 31, 1983, as amended (the "Interlocal Cooperation Agreement") delegating redevelopment powers to the City Commission of the City, providing for the creation of a redevelopment trust fund by the City and the deposit of tax increment revenues therein and providing for the issuance of bonds, notes and other obligations secured by such revenues in accordance with certain conditions set forth in the Interlocal Cooperation Agreement. Pursuant to the Interlocal Cooperation Agreement, the City has provided for the creation of the redevelopment trust fund (the "Redevelopment Trust Fund") and the funding and administration thereof. E. The rehabilitation and redevelopment of Overtown is necessary in the interest of the public health, safety, morals and welfare of the City, and in order to carry out such rehabilitation and redevelopment it is necessary and appropriate for the City Commission to be a Community Redevelopment Agency ("CRA") under Part III of Chapter 163, Florida Statutes (the "Redevelopment Act"). The Interlocal Cooperation Agreement in effect recognized the City Commission as the CRA under the Redevelopment Act. F. The City has determined that the redevelopment of Overtown will require the acquisition of certain lands within Overtown (the "Lands"), as more particularly described on Exhibit "A" hereto, for redevelopment purposes, and the City acting as the CRA under its delegated redevelopment powers has already begun a program of acquiring such Lands. G. Pursuant to the terms of a Section 108 Loan Agreement dated February 7, 1988, (the "Loan Agreement"), the City borrowed $5,958,400 (the "HUD Loan") from the Department of Housing and Urban Development of the United States("HUD"), which moneys were used by the City to acquire certain of the Lands (the "HUD -financed Lands"). The City has leased or conveyed the HUD -financed Lands to private developers who have constructed or are in the process of constructing multi -family rental or condominium housing projects on such property, except for one parcel of land which has been leased to the Miami Sports and Exhibition Authority and upon which the Miami Arena is located. H. The City desires to acquire or improve certain other parcels of the Lands (the "Other Lands") for redevelopment purposes, which Other Lands may be conveyed or leased to private developers for multi -family rental or condominium projects, or for other commercial ventures or projects or other purposes provided for in the Plan. I. The City, through the issuance of revenue bonds, expects to be able to obtain funds on terms more beneficial to the City than the funds obtained under the Loan Agreement to repay the HUD Loan and to finance the acquisition of the Other Lands which Other Lands may be conveyed or leased to private developers for multi -family rental or condominium projects, or for other commercial ventures or projects or other purposes provided for in the Plan. x 90-0196 6 J. Redevelopment of Overtown will add to employment in the City both by creating employment opportunities for persons in the construction industry in the City and by the creation of new jobs by merchants, entrepreneurs and other commercial ventures who after the redevelopment of the area will be willing to locate their businesses in Overtown. Redevelopment will also contribute to the stability of family life in the City by providing affordable housing to lower income residents. K. The City, under the.terms of the Interlocal Cooperation Agreement, is authorized to issue bonds or other obligations payable from tax increment revenues deposited in the Redevelopment Trust Fund which funds are to be pledged to repayment of bonds, notes or other obligations secured by such revenues (the tax increment revenues deposited in the Redevelopment Trust Fund, the rental revenue derived by the City under the Land Lease Agreement dated October 10, 1986 between the City, the Miami Sports and Exhibition Authority and Become Miami Associates, Ltd. and any other source of revenues which may be irrevocably pledged by the City for the payment of the 1990 Bonds (as hereinafter defined) prior to the issuance of the 1990 Bonds are hereinafter referred to as the "Pledged Revenues"). L. The acquisition of the Other Lands and the repayment of the HUD Loan through the issuance of not to exceed $22,000,000 in aggregate principal amount of the City's Community Redevelopment Revenue Bonds, Series 1990 (the "1990 Bonds"), the principal of, premium, if any, with respect to and interest on which shall be payable solely from the Pledged Revenues, will serve proper and sufficient public purposes by aiding in the eradication of slum and blighted conditions and revitalizing of Overtown. SECTION 3. Authorization of Acquisition of Other Lands and Repayment of HUD Loan: Authorization of Bonds. The acquisition of the HUD -Financed Lands is hereby ratified and the acquisition of the Other Lands and the repayment of the HUD Loan are hereby authorized, with the cost thereof to be financed through the issuance of the 1990 Bonds by the City. Subject and pursuant to the terms hereof, the 1990 Bonds are hereby authorized to be issued at one time, or from time to time as needed, in series, in an aggregate principal amount not exceeding Twenty -Two Million Dollars ($22,000,000). The denominations of the 1990 Bonds, interest rates to -be borne by the 1990 Bonds, the maturity dates thereof and the other terms of the 1990 Bonds shall be established by subsequent ordinance or resolution of the City -adopted prior to issuance thereof. In no event, however, shall the 1990 Bonds bear interest at a rate in excess of the maximum rate permitted by applicable law or mature more than thirty years after the date of issuance thereof. The 1990 Bonds shall be payable solely from and secured by the Pledged Revenues. The 1990 Bonds and the premiums, if any, with respect thereto, and the interest thereon shall not be deemed to constitute' a debt, liability or obligation of the City, the CRA, the County or the State of Florida or any political subdivision thereof, or a pledge of the faith and credit of the City, the CRA, the County or the State of Florida or any political subdivision thereof, but shall be payable solely from the Pledged Revenues, and the City shall not be obligated to pay the 1990 Bonds, the premiums, if any, related thereto or the interest thereon, except from the Pledged Revenues, and neither the faith and credit nor the taxing power of the City, the CRA, the County or the State of Florida or any political subdivision 90-0196 } thereof is pledged'to the payment of the 1990 Bonds. The 1990 Bonds may be issued so that the interest thereon shall be intended to be included in the gross income of the holders thereof for federal income tax purposes or so that such interest shall be intended to be excluded from the gross income of the holders thereof for federal income tax purposes, as shall be determined by ordinance or resolution of the city adopted prior to issuance of the 1990 Bonds. SECTION 4. Approval of Amendments to Interlocal Cooperation Agreement. The Interlocal Cooperation Agreement shall be amended as described in Exhibit "B" hereto. The amendment of the Interlocal Cooperation Agreement, substantially in the form attached hereto as Exhibit "B", is hereby authorized and -••the City Manager -and the -Clerk or any Assistant or Deputy Clerk of the City are hereby authorized to execute any document evidencing such amendments subject to such changes, omissions and filling of blanks therein as the officers executing the same shall approve, such execution to constitute conclusive evidence of such approval. SECTION 5. Amoroval of the Interlocal Agreement. The City Commission, as the CRA, desires to share with the City its powers with respect to redevelopment, the issuance of bonds, and other matters, through the execution of an interlocal agreement between the City and the CRA (the "Interlocal Agreement"). The execution by the City of the Interlocal Agreement, substantially in the form attached hereto as Exhibit "C", is hereby approved, and the City Manager and the Clerk or any Assistant or Deputy Clerk are hereby authorized to execute such Interlocal Agreement on behalf of the City, subject to such changes, omissions and filling of blanks therein as the officers executing the same shall approve, such execution to constitute conclusive evidence of such approval. SECTION 5. Validation Authorized. The City Attorney is hereby authorized and directed to institute proper proceedings in the Circuit Court of the Eleventh Judicial Circuit, in and for Dade County, Florida, to confirm and validate the'1990 Bonds and to pass upon the security thereof and the validity and legality thereof, of the Interlocal Agreement and of other matters relating thereto. SECTION 7. Severability. If any one or more of the covenants, agreements or provisions of this Resolution shall be held contrary to any express provisions of law or contrary to the policy of express law, though not expressly prohibited, or against public policy, or shall for any reason whatsoever be held invalid, then such covenants, agreements or provisions shall be null and void and shall be deemed separate from the remaining covenants, agreements or provisions of this Resolution or of the 1990 Bonds issued hereunder which shall remain in full force and effect. 90-0196 SECTION 8, Effective Date. This Resolution shall be effective immediately upon its adoption. PASSED AND ADOPTED this 8th day of March, 1990. ATTEST: Ma ty Hirai, City Clerk Prepared and approved by: Linda K. Kearson, " Assistant City Attorney avier L. Suare yor Approved As to Form and Correctness: .� sc t Jorge L. F rnandez, 7 City Atterney -5' 90-01% EIHIBIT A CITY OF MIAMI S.E. Overtown/Park West Community Redevelopment Project PROPERTIES TO BE ACQUIRED WITH THE BOND PROCEEDS Properties located in a City block bounded by N.W 8th Street, N.H. 9th Street, N.H. 2nd Avenue, and 11.W. 3rd Avenue Properties located in a City block bounded by N.W. 9th Street, N.W. 10th Street, H.W. 3rd Avenue and N.W. 2nd Court Properties located in a City block bounded by N.W. 9th Street, N.H. and 10th Street, N.K. 2nd Court, and N.W. 2nd Avenue Properties fronting N.W. 2nd Avenue of a City block bounded by N.W. 8th Street, N.W. 9th Street, N.W. 2nd Avenue, and N.W. 1st Court Properties located in a City Block bounded by N.W. 10th Street, N.W. 11th Street, N.W. 1st Avenue, and North Miami Avenue Properties located in a City Block bounded by H.W. 11th Street, N.W. 12th Street, H.X. 1st Avenue, and North Miami Avenue Properties fronting N.E. 1st Avenue of a City block bounded by N.W. Tth Street, N.W. 8th Street, North Miami Avenue, and N.E. 1st Avenue /0 90-0196 EXHIBIT "B" AMENDMENTS TO INTERLOCAL COOPERATION AGREEMENT THIS AGREEMENT, made this day of , 1990, by and between Metropolitan Dade County, a political subdivision of the State of Florida (hereinafter referred to as the "County") and the City of Miami, Florida, a municipal corporation under the laws of the State of Florida (hereinafter referred to as the "City"). WITNESSETH: WHEREAS, the City -and the County entered into an Interlocal Cooperation Agreement, dated as of March 31, 1983 (the "Interlocal Cooperation Agreement"), which provided for the exercise of redevelopment powers by the City in the Southeast Overtown/Park West community redevelopment area (the -"Area"), the implementation of the community redevelopment plan for the Area (the "Plan"), the delegation by the County to the City Commission to act as the community redevelopment agency for the City, and the use of tax increment financing to pay the costs of the implementation of the Plan; and - WHEREAS, pursuant to and in accordance with the Interlocal Cooperation Agreement and the delegation of powers therein, the City proceeded to exercise such redevelopment powers by acquiring property for redevelopment purposes and causing the development of certain multi -family residential facilities, commercial. ci 1 4na'=&ita, public improvements and various other improvements in the Area in furtherance of the Plan, and WHEREAS, the City desires to issue its'revenue bonds (the "Bonds") secured by tax increment revenues deposited in rthe Redevelopment Trust Fund (as described below) for the Area and to use the proceeds of the Bonds for the purpose of (1) repayment of - a loan to the City from the U.S. Department of Housing and Urban Development, which the City used to finance the acquisition of certain land in the Area and (2) financing the acquisition of additional land in the Area which will be sold or leased to developers for construction thereon of multi -family residential facilities, commercial developments, public improvements and various other improvements, and WHEREAS, prior to the issuance of the Bonds the City and the County desire to make certain clarifying amendments to the 90-0196 Interlocal Cooperation Agreement, and to provide for the approval by -the County 0f the issuance of the Bonds by the City, NOW, THEREFORE, the County and the City agree as follows: i. County Approval of Bonds. The parties hereby find, recognize and acknowledge that no bonds, notes or other obligations have been issued within the two (2) year period after December 31, 1962, the effective date of County Ordinance No. 82-115, the payment of which is secured by tax increment revenues of the County. However, notwithstanding the provisions Of Paragraph II.C.6. of the Interlocal Cooperation Agreement, the County does- hereby consent to the issuance of the revenue bonds described in Resolution No. of the City, adopted an March 8, 1990 (the "Bonds"), and the pledge of tax increment revenues (including tax increment revenues of the County) in the Redevelopment Trust Fund authorized by the Interlocal Cooperation Agreement and created by -Ordinance No. 10018 of the City enacted on July IC, 1985 (the "Trust Fund"), for the payment of principal of and interest on the Bonds. Furthermore, with regard to the Bonds, the County agrees not to assert and does hereby waive the provisions in Paragraph II.C.6. pertaining to the County rescinding its obligation to continue to appropriate annually tax increment revenues to the Trust Fund, and does hereby agree to continue making such appropriations for so long as the Bonds are outstanding. 2. Approval of Interlocal Agreement Between City and Community Redevelopment Aaency. The County does hereby consent to and approve the obligation of the Community Redevelopment Agency of the City of Miami, Florida (the "Agency"), in the Interlocal Agreement between the City and the Agency, dated as of March 8, 1990, to make payments of tax increment revenues from the Trust Fund to the City to be used for payment of principal of and interest on the Bonds. 3. Redevelopment Trust Fund: Base values. The County, does hereby find, acknowledge and agree Uii. Lim City has established and is properly administering the Trust Fund and that the City has prepared an annual budget relating to the use of funds in the Trust Fund and has presented such budget to the County for approval in accordance with the provisions of the Interlocal Cooperation Agreement. The parties find, acknowledge and agree that the assessed value of property for ad valorem taxation purposes to be used in calculating the amount of tax increment revenues shall be the value reflected in the preliminary ad valorem assessment roll prepared by the Property Appraiser of Dade County, Florida, pursuant to section 193.1142, Florida Statues, reflecting values as of January 1, 1982. 4. Tax Increment Calculation. The parties agree that the calculation each year of the amount of tax increment revenues to 2 40-0196 19-- be appropriated by each "taxing authority" (as that term is defined in Section 163.340(22),% Florida Statutes (1989)), and deposited in the Trust Fund shall be made in accordance with the formula set forth in Section 163.387(1), Florida Statutes (1889). The City. agrees to amend its Ordinance 9590 and the County agrees to amend its ordinance 82-115 to provide that the calculation of the tax increment revenues shall be made as follows: [The) increment shall be determined annually and shall be that amount equal to 95 percent of the difference between: (a) The amount of ad valorem taxes levied each year by each taxing authority, exclusive of any debt service millage, on taxable real property contained within the geographic boundaries of a community redevelopment area; and (b) The -amount of ad valorem taxes which would have been produced by the rate upon which the tax is levied each year by or for each taxing authority, exclusive of any debt service millage, upon the total of the assessed value of the taxable real property in the community redevelopment area as shown upon the most recent assessment roll used in connection with the taxation of such property by each taxing authority prior to the effective date of the ordinance providing for the funding of the trust fund. 5. Effect of Amendments. This Agreement amends the Interlocal Cooperation Agreement by amending those paragraphs thereof specifically referred to herein and supplements said Interlocal Cooperation Agreement by such additional provisions as are set forth herein, provided however, the delegation of redevelopment powers from the County to the City and the effective date of the creation of the Trust Fund shall remain as provided in the Interlocal Cooperation Agreement and shall not be, affected or changed by this Ayie-wimo..b. 6. Ratification of Prior Actions. The County recognizes and acknowledges that the City has proceeded with the redevelopment of the Area. The County does hereby ratify and approve of such redevelopment and, furthermore, finds and acknowledges that such redevelopment by the City was undertaken - in accordance with the requirements of the Interlocal Cooperation Agreement. 7. Community Redevelopment Acrency. The City and the County acknowledge that the City Commission was intended to be and has been functioning as the Community Redevelopment Agency within the City pursuant to the delegation of redevelopment 3 q0-0196 powers by the County to the City under. the Interlocal Cooperation Agreement. , 8. Delegation of Powers. Pursuant to section 163.410, Florida Statutes, the County, as a charter county, did on March 31, 1983 delegate certain redevelopment powers to the City in the Interlocal Cooperation Agreement, and such delegation is hereby reaffirmed, ratified and continued. 9. Deemed to Be Resolution. In those instances in which Part III, chapter 163, Florida Statutes, provides that certain actions are to be taken by resolution, the parties hereto acknowledge and agree the Interlocal Cooperation Agreement, this Agreement amending the Interlocal Cooperation Agreement, and any provision of each of such agreements shall be 'eemed to he such resolution. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in their names by their duly authorized officers and the corporate seals to be affixed hereto, all of the day and year first above written. WITNESS our hands and seals on this " day of 1990. CITY OF MIAMI, a (Seal) Municipal corporation ATTEST: of the State of Florida By: Natty Hirai Cesar H. Odio City Clerk City Manager METROPOLITAN DADE COUNTY, a political subdivision of the State of Florida ATTEST: By: Deputy Clerk XAVIER L. SUAREZ, HAYOR Prepared and Approved by: Approved as to Form and Correctness: LINDA K. KEARSON ASSISTANT CITY ATTORNEY 27387016 ila:WP163 By: 4 Jorge L. Fernandez City Attorney 1L{ EXHIBIT C INTERLOCAL AGREEMENT (Overtown Project) This Interlocal Agreement (the "Agreement"), is made as of this day of 1990, by and between the Community Redevelopment Agency of The City of Miami, Florida, a public body corporate and politic of the state' of Florida (the "Agency"), and The City of Miami, Florida, a Florida municipal corporation (the "City"). W I T N E 5 SET H: WHEREAS, it is the purpose and intent of this Agreement, the parties hereto., and Section 163.01, Florida known Cooperation Actof,1969T� (the "Cooperation Act")~ to permit and -authorize the Agency and the City to make the most effi- cient use of their respective powers, resources, authority and capabilities by enabling them to cooperate on the badis of mutual advantage and thereby achieve the results provided hereby; and "'WHEREAS, it is the purpose of the Cooperation Act to provide a means by which the Agency and the City may exercise their respective powers, privileges and authority which they may have separately, but which pursuant to this Agreement and the Cooperation Act they may exercise collec- tively;'and WHEREAS, the Agency and the City desire to have constructed multi -family residential facilities, commercial developments, public improvements and various other improve- ments constituting a redevelopment project in the Southeast Overtown/Park West community redevelopment area of the City (the "Project")., which will promote the rehabilitation and redevelopment of the community redevelopment area, benefit the local economy, and be of substantial benefit to the en- tire City and the area of operation of the Agency; and WHEREAS, the City proposes to issue revenue bonds (the "Bonds").to finance the cost of the acquisition, con- struction, and equipping of the Project, including the .payment of certain loans and advances from the U.S. Department of Housing and Urban Development (the "HUD Loan"); and WHEREAS, the City 3roposes to pledge the rental revenue derived by the City under the Land Lease Agreement dated' October 10, 1986 between the City, the Miami Sports 15 90-0196 } and Exhibition Authority and Decoma Miami Associates, Ltd. and the City and the Agency propose to pledge the increment revenues and certain other funds deposited in the Redevelopment Trust Fund, in each case to secure the City's obligations with respect to -the Bonds and in the case of the Agency to pay the Agency's obligations to the City created by this Agreement; and WHEREAS, but for the mutual undertakings hereunder of the parties, it would be necessary for either the City or the Agency, acting individually, to provide all financing, pledge all security and take all actions required or permit- ted for construction of the Project; however, under the Cooperation Act each has elected to pursue jointly and col- lectively these separate actions, all in accordance with the intent and.,purpose of the Cooperation Act permitting local nnuprn"nnrc emoncr other thinrr=. re, pr,w,,w fr^m 4-11e rnva_ nues the financial and other support for the purposes set forth in interlocal agreements; and WHEREAS, the Agency and the City wish by this Agreement to more fully establish the joint and several obligations, duties and responsibilities of the City and the . Agency created hereby, to provide a means and method for a _cooperative venture by the parties, and to more fully secure 'the payment of the obligations contemplated hereby, includ- ing the Bonds proposed to be issued by the City, and the obligations of the Agency hereunder, in the manner provided herein and in the proceedings providing for the issuance of the Bonds by the City in order to further the purposes stated herein; NOW, THEREFORE, in consideration of the mutual covenants and agreements of the parties, the Agency and the • City agree as follows: SECTION 1. Authority. This Agreement is en- tered into pursuant to the provisions of Section 153.01 and Part III, Chapter 163, Florida Statutes; Chapter 166, • Florida Statutes; the Charter of the City; and other appli- cable provisions of law. SECTION 2. Definitions. For the purposes of . this Agreement, the term "Resolution" means Resolution No. adopted by the City Commission of the City on March 8, 199O,!Ias it may be amendeC or supplemented from • time to time. Unless otherwise indicated, all other capi- 1/ Said Resolution having been adopted by the Miami City Commission in its capacity as the Community Redevelopment Agency of the City _ of Miami, Florida. 2 C 6 90-0196 } talized terms used herein shall have the same meanings as attributed to them in the Resolution. Words importing singular numbers shall include the plural number in each -case -and vice versa, and words import- ing persons shall include firms, corporations and other en- tities, including governments or governmental bodies. SECTION 3. Findings. A. The Agency hereby adopts, ratifies, and af- firms -the findings of the City contained in the Resolution. S. The parties hereby recognize and find that it is in the best interests of each and the public to establish a cooperative rel ati nnehi n hotwo0•' der to best carry out the purposes of the Act and to further the goals and objectives of the Community Redevelopment Plan (the. "Plan") for the- Southeast Overtown/Park West Redevelopment Area (the "Area") as, approved by the City on July.29, 1982 by adoption of its Resolution 82-755, specifi- cally including the inducement to the City to provide for the financing of the acquisition, construction, and equip- ping of the Project, the pledge of the security therefor, and the incurrence by the Agency of the Agency's Obligations (as hereinafter defined). C. The parties hereto hereby find that each has the requisite power and authority to enter into and be bound by this Agreement and to effectuate and carry out its provi- sions to the fullest extent contemplated hereby. D. The parties. hereto hereby find that to the fullest extent contemplated hereby, either party may perform its respective actions required hereby to finance and ac- quire, construct, equip, and install the Project. SECTION 4. Goals; Objectives. The goal and ob- jective of each of the parties to this Agreement is to provide the means for each individually and both collec- tively to participate to the fullest extent of its and their authority and resources to bring about the Project. It is further the goal and objective of the parties hereto that the successful completion of the Project be done in the most expeditious manner reasonably available to the parties resulting in the least cost and greatest overall benefit to the public. 3 9D-0196 SECTION 5. Cooperation; Exercise of Powers. The parties hereto agree to cooperate and assist each other in achieving the goals and objectives set forth in Section 4 hereof. Furthermore, each .Qf the parties hereto does hereby :grant- to the other and does acknowledge that the other party may in furtherance of the goals and objectives, exercise any and all powers legally available to the other, including the taking of any action under Part III, Chapter 163, Florida Statutes, the issuance of bonds, the pledge of security therefor, the acquisition of title to any property by emi- nent domain or otherwise, the disposition of any property by lease, sale or otherwise, the pledge or use of monies in the Redevelopment Trust Fund, which but for this Agreement, that party may not be able to exercise and which by virtue of this" Agreement maybe shared with the other party and be exercised separately or collectively. With regard to .the disposition of property by the Agency, in accordance with Section 163.380(2), Florida Statutes, such property may be sold, leased or otherwise transferred at not less than its fair value in accordance with such reasonable bidding proce- dures as the Agency may prescribe, which may be different from the bidding procedures prescribed by the City. The Resolution, as amended from time to time, may implement the purposes and intent of this Agreement by allocating the respective duties, responsibilities, and obligations of the 'parties in furtherance of this Agreement and the Project. SECTION 6. Financing. A. The City proposes to issue the Bonds authorized by and in accordance with the Resolution for the purpose of paying the cost of acquiring, constructing, equipping and installing the Project, payment of the BUD Loan and for other lawful purposes authorized by the Resolution. The debt service on the Bonds will be secured in the manner provided herein and in the Resolution. B. The City owns or will acquire title to the site of the Project and will construct or cause to be con- structed thereon the Project. The City is willing to finance the cost -of the acquisition, construction and equip- ping of the Project and payment of the HUD Loan, and to make payment of all debt service on the Bonds issued for such purposes from revenues pledged for such purpose in' the Resolution. C. Commencing with the delivery of the Bonds, the • Agency shall immediately deposit or cause to be deposited 90-0196 tax increment revenues into the Redevelopment Trust Fund and shall continue to make or cause to be made such deposits for .so long as the Bonds remain unpaid and thereafter until the Agency's Obligations (as hereinafter defined) incurred hereunder shall have been paid in full -by the Agency to the City. D. On or before the first payment of principal or interest or both on the Bonds is due and payable, the Agency .shall transfer funds on deposit in the Redevelopment Trust Fund to a segregated account in said Fund in an amount equal to the lesser of the funds on deposit in the Redevelopment Trust Fund or the amount ofsuchdebt service payment. Such a transfer shall be made for each payment of debt service on -the Bonds as the same are due and payable. (The Agency's ob-ktgation to make such transfers is hereby referred to as the "Agency's Obligations"). E. In order to secure its indebtedness to the City for the Agency's Obligations, the Agency hereby pledges to the City and grants to the City a security interest in and an irrevocable lien upon the Tax Increment Revenues prior and superior to all other liens or encumbrances thereon except for the lien thereof in favor of the Bondholders. The City and the Agency, to secure the obliga- tions of the City under the Resolution in favor of the Bondholders, hereby pledge to such holders and grant to such holders, or any Trustee therefor designated pursuant to the Resolution, an irrevocable lien upon and a security interest in the Tax Increment Revenues for the payment of interest, premium, if any, and principal on the Bonds, all reserves therefor and all other obligations of the City to the extent and in the manner provided in the Resolution. • F. The Agency is presently entitled to receive Tax Increment Revenues to be deposited in the Redevelopment Trust Fund, and has taken all action required by law to en- title it to receive such revenues, and the Agency will dili- gently enforce the obligation of any Taxing Authority. (as defined in Section 163.340(2), Florida Statutes) to appro- priate its proportionate share of the Tax Increment Revenues and will not take, or consent to or permit, any action which will impair or adversely affect the obligation of each such Taxing Authority to appropriate its proportionate share of such' revenues, impair or adversely affect in any manner the deposit- of such revenues in the Redevelopment Trust Fund, or the pledge of such revenges hereby and by the Resolution. The Agency and the City shall be unconditionally and irrevo- cably obligated, so long as any of the Bonds are outstand- ing, and until the payment :.n full by the Agency of its in- 5 90-0196 } • debtedness to the City for the Agency's Obligations, to take all lawful action necessary or required in order to ensure that each such Taxing Authority shall appropriate its proportionate share of the Tax Increment Revenues as now or later required by law, and to make or.cause to be made any deposits of Tax Increment Revenues or other funds required by this Agreement, the Resolution, and the Act. G. The Agency will not issue any debt obligations payable from or secured by the Tax Increment Revenues, ex- cept as may be permitted by the Resolution and with the ex- press written approval of the City. H. The Agency does hereby authorize and consent • to the exercise of full and complete control and custody of :the --Redevelopment Trust Fund, and any and all monies therein, by the City or any trustee designated pursuant to - the Resolution, for the purposes provided in the Resolution and this Agreement, including the payment by the City, or by the trustee on behalf of the City, of debt service on the Bonds and payment of the Agency's Obligations. SECTION 7. Representations and Warranties. A. The Agency does hereby represent and warrant to the City that it has all requisite power, authority, and authorization to enter into this Agreement, has taken all necessary actions required to enter into this Agreement, make any payment contemplated hereby, and to fulfill any and all of its obligations, duties, and responsibilities provided for or required of it by this Agreement, whether exercised individually or collectively. • B. The City does hereby represent and warrant to the Agency that it has all requisite power, authority, and authorization -to enter into this Agreement, has taken all necessary actions required to enter into this Agreement, make .any payment contemplated hereby, and to fulfill any and all of its obligations, duties, and responsibilities provided for or required of it by this Agreement, whether exercised individually or collectively. SECTION 8. Amendments. Neither the Resolution nor any amendments or supplem..nts thereto, shall be adopted which would have the effect of enlarging the obligations of the City or the Agency hereunrter or adversely affecting the rights or interests of the Ci'.y or Agency, without the writ- ten consent of the City thereto if the obligations of the _ 9D-0196 } City are being enlarged or the rights or interests of the City are adversely affected, or with the written consent of the Agency thereto if the obligations of the Agency are be- ing enlarged or the rights or interests of the Agency are adversely affected. -This-- Agreement may be amended by the mutual agreement of the City and the Agency at any time and from time to time prior to the issuance of the Bonds. Thereafter, no modification or amendment of this .Agreement or any _agreement amendatory hereof or supplementary hereto, adverse to the rights or interests of the Bondholders, shall be effective without the consent in Writing of the holders of at least two-thirds (2/3rds) or more of the principal amount of the Bonds then outstanding, but no modification shall permit a change that will (a) affect the unconditional promise of the Agency or the City to collect, hold, pay or make available .the --Tax Increment AkevenueS deposited or available for deposit in the Redevelopment Trust Fund, or (b) reduce such percentage of the holders of the Bonds required above for such modifications or amendments, without the.consent of all the holders of all of the Bonds then outstanding. SECTION 9. This Agreement to Constitute Contract`. In consideration of the acceptance of the Bonds authorized to be issued under the Resolution by those who shall hold the same from time to time, this Agreement shall be deemed to be and shall constitute a contract between the City, the Agency and the Bondholders. The covenants and agreements herein set forth to be performed by the City and the Agency shall be for the equal benefit, protection and security of the Bondholders without preference, priority or distinction among them. SECTION 10. Remedies. The Agency, the City, and any holder of any of the Bonds to be issued by the City, may seek to protect and enforce any and all rights, duties, and obligations of the City or Agency granted and contained in this- Agreement and in the Resolution, and to enforce and compel the performance of all duties required by this Agreement or by any applicable laws to be performed by the Agency or the City or by any official thereof, and the col- lection of all funds pledged by the Resolution or made available by this Agreement; and may take all steps to en- force and collect such funds to the full extent permitted or authorized by the laws of the State of Florida or the United States of America. 7 90-0196 SECTION 11. Severability. If any one or more of the covenants, agreements or provisions of this Agreement shall be held contrary to any express provision of law or contrary to any policy of express law, although not ex- pressly prohibited, contrary to any express provision of the Resolution, or against public policy, or shall' for any reason whatsoever be held invalid, then such covenants, agreements or provisions shall be null and void and shall be deemed separate from the remaining covenants, agreements or provisions of this Agreement. SECTION 12. Validation. The City Attorney is hereby authorized by the parties hereto to initiate appro- priate proceedings in the Circuit Court of the Eleventh Judicial Circuit of Florida, in and for Dade County, Florida, for the validation of this Agreement and the rights and obligations of -the Agency and the City under this Agreement and the Resolution, and the proper officers of the City and the Agency are hereby authorized to verify on their behalf any pleadings in such proceedings, and such counsel may join in one complaint or one proceeding, or both, in connection with the validation of this Agreement and the Bonds issued or to be issued pursuant to the Resolution. SECTION 13. Controlling Law. All covenants, stipulations, obligations and agreements of the City and the Agency contained in this Agreement shall be deemed to be covenants, stipulations, obligations and agreements of each of the City and the Agency, respectively, to the full extent authorized by the Act and provided by the Constitution and laws of the State of Florida. Any and all provisions of this•Agreement and any proceeding seeking to enforce or challenge any provision of this Agreement shall be governed by the laws of the State of Florida. Venue for any proceed- ing pertaining to this Agreement shall be Dade County, Florida. SECTION 14. No Member Liability. No covenant, stipulation, obligation or agreement contained herein shall be deemed to be a covenant, stipulation, obligation or agreement of any present or future member of the governing body or agent or employee of the City or the Agency in its, his or their individual capacity, and neither the members of the governing body of the City or the Agency, nor any offi- cial executing this Agreement shall be liable personally or shall be subject to any accountability for reason of the B 90-0196 execution by the City or the Agency of this Agreement or any act pertaining thereto. • SECTION 15. - Recording. The City Clerk of the City of Miami is hereby authorized and directed after ap- proval ..of this Agreement by the respective governing bodies of the City and the Agency and the execution thereof by the duly qualified and authorized officers of each of the par- ties hereto, to file this Agreement with the Clerk of the Circuit Court of Dade County, Florida; for recording in the public records of Dade County, Florida. SECTION 16.- Expiration Date. Unless extended by mutual agreement of the City and the Agency, this Agreement shall expire at such time as the Bonds shall be fully paid or provision shall be made for the payment of all of the -Bonds as provided in the Resolution or subsequent supplemen- tal resolutions thereto affecting the sale of the Bonds and the Agency shall have otherwise paid in full its indebted- ness to pay the Agency's Obligations to the City. SECTION 17. Effective Date. This Agreement shall become effective immediately upon the.execution by the appropriate officers of the City and the Agency, and upon filing of this Agreement with the Clerk of the Circuit Court of Dade County, Florida, as required by Section 163.01(11), Florida Statutes. IN WITNESS WHEREOF, the parties hereto, by and through the undersigned, have entered into this Interlocal Agreement on the date and year first above written. (SEAL) Attest: CITY OF MIAMI , FLORIDA By: Natty Hirai -Cesar H. Odio City Clerk City Manager 90-0196 Attest: COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI By: P;at_y Hirai Xavier L. Suarez Secretary Chairpan Prepared and Approved by: Approved as td form and correctness Jorge L. Fernandez Deputy City Attorney City Attorney • 273870015ila:41 • 10 90-0196 } STATE OF FLORIDA ) COUNTY OF DADE ) CITY OF MIAMI ) I, MATTY HIRAI, City Clerk of the City of Miami, Florida, and keeper of the records thereof, do hereby certify that the attached and foregoing pages numbered 1 through 20, inclusive, constitute a true and correct copy of a Resolution, with attachements, passed and adopted by the City Commission at the meeting held on the 8th day of March, 1990. SAID RESOLUTION WAS DESIGNATED AS RESOLUTION NO. 90-0196. IN WITNESS WHEREOF, I hereunto set my hand and impress the Official Seal of the City of Miami, Florida this 25th day of June, 1990. (OFFICIAL SEAL) NATTY HIRAI City Clerk Miami, Florida By: De uty City Clerk • rj f INTERLOCAL AGREEMENT (Overtown Project) [7 rn t, �v CI "Agreemer c� This Interlocal Agreem nt (the , made as of this E4h day of JbVtm1I,U1 between the Community Redevelopment FAgency Miami, Florida, a public `body 'corporate_and State of Florida (the "Agency"), and The Florida, a Florida municipal corporation (the 1990, of The politic City of "City") ..o 'rn -s1 o -v m c7 r> x7is� by sand CSy of of the Miami, W I T N E S S E T H: WHEREAS, it is the purpose and intent of this- Agreement, the parties hereto, and Section 163.01, Florida Statutes, known and referred to as the Florida lnterlocal Cooperation Act of 1969 (the "Cooperation Act") to permit and authorize the Agency and the City to make the most efficient use of their respective powers, resources, authority_ and capabilities by enabling them to cooperate on the basis of mutual advantage and thereby achieve the results provided hereby,' -and WHEREAS, it is the purpose of the Cooperation Act to. provide a means by which the Agency and the City may exercise their respective powers, privileges and authority which they may have separately, but which pursuant to this Agreement and the Cooperation Act they may exercise collectively; and WHEREAS, the Agency and the City desire to have constructed multi -family residential facilities, commercial developments, public improvements and various other improvements constituting a redevelopment project. in the Southeast overtown/Park West community redevelopment area of the Cj44 (the "Project"), which will promote the rehabilitation and redevelopment of the —community redevelopment area, benefit the local economy, and be of substantial benefit to the entire City and the area of operation of the Agency; and WHEREAS, the City proposes to issue revenue bonds (the "Bonds") to finance the cost of the acquisition, construction, and equipping of the Project, including the payment of certain loans and advances from the U.S. Department of Housing and Urban Development (the "HUD Loan"); and 1 I• WHEREAS, the City proposes revenue derived by the City under the dated October 10, 1986 between the City Exhibition Authority and Decoma Miami the City and the Agency propose to to pledge the rental Land Lease Agreement , the Miami Sports and Associates, Ltd. and pledge the increment revenues and certain other funds deposited in the Redevelopment Trust Fund: in each case to secure the City's obligations with respect to the Bonds and in the case of the Agency to pay the Agency's obligations to the City created by this Agreement; and WHEREAS, but for the mutual undertakings hereunder of the parties, it would be necessary for either. the City or the Agency, acting individually, to provide all financing, pledge all security and take all actions required or permitted for construction of the Project; however, under the Cooperation Act each has elected to pursue jointly and collectively these separate actions, all in accordance with the intent and purpose of the Cooperation Act permitting local governments, among other things, to provide from their revenues the financial and other support for the purposes set forth in-interlocal agreeients; and WHEREAS, the Agency and the City wish by this Agreement to more fully establish the joint and several obligations, duties and responsibilities of the City and the Agency created hereby, to provide a means and method for a cooperative venture by the parties, and to more fully secure the payment of the obligations contemplated hereby, including the Bonds proposed to be issued by the City, and the obligations of the Agency hereunder, in. the manner provided herein and in the proceedings providing for the issuance of the Bonds by the City in order to further the purposes stated herein; NOW, THEREFORE, in consideration of the mutual covenants and agreements of the parties, the Agency and the City agree as follows: SECTION 1. Authority. This Agreement is entered into pursuant to the provisions of Section 163.01 and Part III, Chaser 163, Florida Statutes; Chapter 166, Florida Statutes; the charter of the City; and other applicable provisions of law. SECTION 2. Definitions. For the purposes of this Agreement, the term "Resolution" means Resolution No.4-1b-)5 adopted by the City Commission .of the City on March 8, 1990, as it may be amended or supplemented from time to time. Unless otherwise indicated, all other capitalized terms used herein shall have the same meanings as attributed to them in the Resolution. �., Words importing singular numbers shall include the plural number in each case and vice versa, and words 2 r • 1. L-44 importing persons shall include firms, corporations and other entities, including governments or governmental bodies. SECTION 3. Findings. A. The Agency hereby adopts, ratifies, and affirms the findings of the City contained in the Resolution. B. The parties hereby recognize and find that it is in the best interests of each and the public to establish a cooperative relationship between the parties hereto .in order to best carry out the purposes of the Act and to further the goals and objectives of the Community Redevelopment Plan (the "Plan") for the Southeast Overtown/park West `Redevelopment Area (the "Area") as approved by the City on July 29, 1982 by adoption of its Resolution 82-755, specifically including the inducement to the City to provide for the financing of the acquisition, construction, and equipping of the Project, the pledge of the security therefor, and the incurrence by the Agency of the Agency's Obligations (as hereinafter defined). C. The parties hereto hereby find that each has the requisite power and authority to enter into and be bound by this Agreement and to effectuate.and carry out its 'provisions to the fullest extent contemplated hereby. D. The parties hereto hereby find that to the fullest extent contemplated hereby, either party may perform its respective actions required hereby to finance and acquire, construct, equip, and install the Project. SECTION 4. Goals; Objectives. The goal and objective of each of the parties to this Agreement is to provider,the means for each individually and both collectively to pditicipate to the fullest extent of its and their authority and resources to bring about the Project. It is further the goal and objective of the parties hereto that the successful completion of the Project be done• in the most expeditious manner reasonably available to the parties resulting in the least cost and greatest overall benefit to the public. SECTION 5. Cooperation; Exercise of Powers. The parties hereto agree to cooperate and assist each other in achieving the goals and objectives set forth in Section 4 hereof. Furthermore, each of the parties hereto does hereby grant to the other and does acknowledge that i he other party may .in furtherance of the goals and objectives, exercise any 3 and all powers legally available to the other, including the taking of any action under Part III, Chapter 163, Florida Statutes, the issuance of bonds, the pledge of security therefor, the acquisition of title to any property by eminent domain or otherwise, the disposition of any property by lease, sale or otherwise, -the pledge or use of monies in the Redevelopment Trust Fund, which but for this Agreement, that party may not be able to exercise and which by virtue of this Agreement may be shared with the other party and be exercised separately or collectively. With regard to the disposition of property by the Agency, in accordance with Section 163.380(2), _..Florida .__ Statutes, such property may be sold, leased .or otherwise transferred at not less than its fair value .in accordance with such reasonable bidding procedures, as. the Agency may prescribe, which may be .different .from the biddingprocedures-prescribed by the •City. The Resolution, as_amended from time to time, may implement the purposes and intent of this Agreement by allocating the respective duties, responsibilities, and obligations of the parties in furtherance of this Agreement and the Project. SECTION 6. Financing. A. The City proposes to issue the Bonds authorized by and in accordance with the Resolution for the purpose of paying the cost of acquiring, constructing, equipping and installing the Project, payment of the HUD Loan and for other lawful purposes authorized by the Resolution. The debt service on the Bonds will be secured in the manner provided herein and in the Resolution. B. The City owns or will acquire title to the site of the Project and will construct or cause to be constructed thereon the Project. The City is willing to -- finance the cost of the acquisition, construction and equipping of the Project and payment of the HUD Loan, and to make -payment of all debt service on the Bonds issued for such t purpo4 s from revenues pledged for such purpose in the _r , Resol'iition. C. Commencing with the delivery of the.Bonds, the Agency shall immediately deposit or cause to be deposited tax increment revenues into the Redevelopment Trust Fund and I shall continue to make or cause to be made such deposits for so long as the Bonds remain unpaid and thereafter until the Agency's Obligations (as hereinafter defined) incurred hereunder shall have been paid in full by the Agency to the -_,',.w° j City. D. Commencing November 1, 1990, the Agency shall transfer funds on deposit in the Redevelopment Trust Fund to a fund held by the Trustee in connection with the Bonds pursuant to the terms of a Resolution adopted or to be adopted by the City prior to the issuance of the Bonds. Such a transfer shall be made for each payment of debt service on the Bonds as the same are due and payable. (The Agency's obligation to make such transfers is hereby referred to as the "Agency's Obligations"). E. . In order to secure its .indebtedness to the City for the Agency's Obligations, the Agency hereby pledges to the City and grants to the City a security interest in and an irrevocable lien upon the Tax Increment Revenues prior and superior to all other liens or encumbrances thereon, except for the lien. thereof in favor of the Bondholders. The City and the Agency, to secure the obligations of the City under the Resolution in favor of the Bondholders, hereby pledge -to such holders and grant to such holders, or any Trustee therefor designated pursuant to the Resolution, an irrevocable lien upon and a security interest in the Tax Increment Revenues for the payment of interest, premium, if any, and principal on the Bonds, all reserves therefor and all other obligations of the City to the extent and in the manner provided in the Resolution. F. The Agency is presently entitled to receive Tax Increment Revenues to be deposited.in the Redevelopment Trust Fund, and has taken all -action required by law to entitle it to receive such revenues, -and the Agency will diligently enforce the obligation of any Taxing Authority (as defined in Section 163.340(2), Florida Statutes) to appropriate its proportionate share of the Tax Increment Revenues and will not take, or consent'toor permit, any action which will impair or adversely affect the obligation of each such Taxing Authority to appropriate its proportionate share of such revenues, impair or adversely affect in any manner the deposit of such revenues in the Redevelopment Trust Fund, or the pledge of such revenues hereby and by the Resolution. The Agency and the City shall be unconditionally and irrevocably obligated, so long as any of tie Bonds are outstanding, and until the payment in full by the Agency of its indebtedness to the City for the Agency's Obligations, to take all lawful action necessary or required in order to ensure that each such Taxing Authority shall appropriate its proportionate share of the Tax Increment Revenues as now or later required by law, and to make or cause to be made any deposits of Tax Increment Revenues or other funds required by this Agreement, the Resolution, and the Act. G. The Agency will not issue any debt obligations payable from or secured by the Tax Increment Revenues, 5 • IA3 except as may be permitted by the Resolution and with the express written approval of the City. H. The Agency does hereby authorize and consent to the exercise of full and complete control and custody of the Redevelopment Trust Fund, and any and all monies therein, by the City or any trustee designated pursuant to the Resolution, for the purposes provided in the Resolution and this Agreement, including the payment by the City, or by the trustee on behalf of the City, of debt service on the Bonds and payment of the Agency's Obligations. SECTION 7. Representations and Warranties. A. The Agency does hereby represent and warrant to the City that it has all requisite power, authority, and authorization to enter into this Agreement, has taken all necessary actions required to enter into this Agreement, make any payment contemplated hereby, and to fulfill any and all of its obligations, duties, and responsibilities provided for or required of it by this Agreement, whether exercised individually or collectively. • B. The City does hereby represent and warrant to the Agency that it has all requisite power, authority, and authorization to enter into this Agreement, has taken all necessary actions required to enter into this Agreement, make any payment contemplated hereby, and to fulfill any and all of its obligations, duties, and responsibilities provided for or required of it by this Agreement, whether exercised individually or collectively. SECTION 8. Amendments_ Neither the Resolution nor any/amendments or supplements thereto, shall be adopted which wOld have the effect of enlarging the obligations of the City or the Agency hereunder or adversely affecting the rights or interests of the City or Agency, without the written consent of the City thereto if the obligations of the City are being enlarged or the rights or interests of the City are adversely affected, or with the written consent of the Agency thereto if the obligations of the Agency are being enlarged or the rights or interests of the Agency are adversely affected. This Agreement may be amended by the mutual agreement of the City and the Agency at any time and from time' to time prior to the issuance of the Bonds. Thereafter, no modification or amendment of this Agreement or any agreement amendatory hereof or supplementary hereto, Y adverse to the rights or interests of the Bondholders, shall be effective without the consent in writing of the holders of at least two-thirds (2/3rds) or more of the principal amount of the Bonds then outstanding, but no modification shall permit a change that will (a) affect the unconditional promise of the Agency or the City to collect, hold, pay or make available the Tax Increment Revenues deposited or available for deposit in the Redevelopment Trust Fund, or (b) reduce such percentage of the holders of the Bonds required above for such modifications or amendments, without the consent of all the holders of all of the Bonds then outstanding. SECTION 9. This Agreement to Constitute Contract. In consideration of the acceptance of the Bonds authorized to be issued under the Resolution by those who. shall hold the same from time to time, this Agreement shall - be deemed to be and shall constitute.a contract between the City,- the Agency and the Bondholders. The covenants and agreements herein set forth to be performed by the City and the Agency shall be for the equal benefit, protection and security of the Bondholders without preference, priority or distinction among them. SECTION 10. Remedies. The Agency, the City, and any holder of any of the Bonds to be issued by the City, may seek to protect and enforce any and all rights, duties, and obligations of the City or Agency granted and contained in this Agreement and in the Resolution, and to enforce and compel the performance of all duties required by this Agreement or by any applicable laws to be performed by the Agency or the City or by any official thereof, and the collection of all funds pledged by the Resolution or made available by this Agreement; and may take all steps to enforce and collect such funds to the full extent permitted or authorized by the laws of the State of Florida or the United States of America. "SECTION 11. Severability. If any one or more of the covenants, agreements or provisions of this Agreement shall be held contrary to any express provision of law or contrary to any policy of express law, although not expressly prohibited, contrary to any express provision of the Resolution, or against public policy, or shall for any reason whatsoever be held invalid, then such covenants, agreements or provisions shall be null and void and shall be deemed separate from the remaining covenants, agreements or provisions of this Agreement. _ SECTION 12. Validation. The City Attorney is hereby authorized by the parties hereto to initiate 7 appropriate proceedings in the Circuit Court of the Eleventh pFlorida, Judicial Circuit of Florida, in for Dadeand the County, and for the validation of this Agreement obligations of the Agency and the City under this Agreement and the Resolution, and the proper officers of the City and authorized to verify on their behalf any eare hereby proceedings, and such counsel. may join any pleadings ngs in such eeding, or both, in connection in one complaint or one proceeding, and the Bonds issued or w to be issueeddipp ith the vursuantation ftohis AtheResoluti.on. t Controllin Law. All covenants, SECTION 13. and the stipulations, obligations and agreements of the City Agency contained in this Agreement shall be deemed to be covenants, stipulations, obligations and agreements of each respectively, to the full extent of the City and the Agency,P the Constitution and authorized by the Act and provided an d by yall provisions of this laws of the State of Florida. Any seeking to enforce or challenge Agreement and any proceeding governed by any provision of this Agreement shall all e g veany proceeding pertaining the State Florida. shall be Dade County, Florida. pertaining to this Agreement SECTION 14. No Member Liabilit . No covenant, stipulation, obligation or agreement containedherein s .all obligation be deemed to be a covenant, stipulation, trnnr .agreement of any present or future member of the govey or the Agencyrning, ii, body or agent or employee of the neither the members of his or their individual. capacity, andor the Agency, nor any the governing body of the Citye official executing this Agreement shall be for breason son ally or shall be subject to any accountability his Agreement or any execution by the City or the Agency of act pertaining thereto. SECTION 15. Recording. The City Clerk of the d and directed after authorize City of Miami is hereby approval of this Agreement by the respective governing bodies of the City and the Agency nd the execution each of the reof by the the parties duly qualified and authorized officers of hereto, to file this Agreement with the Clerk of the Circuit Court of Dade County, Florida, for recording in the public records of Dade County, Florida. SECTION 16. Ex irnatio❑ate. Unless extended by mutual agreement of the City and the Agency, this Agreement shall aid or shall expire at such time as the Bonds n of all of fully yhe paid provision shall be made for the payment su supplemental as provided in the Resolution or subsequentpP 8 resolutions thereto affecting the sale of the Bonds and the Agency shall have otherwise paid in full its indebtedness to pay the Agency's Obligations to the City. SECTION 17. Effective Date. This Agreement shall become effective immediately upon the execution by the appropriate officers of the City and the Agency, and upon filing of this Agreement with the Clerk of the Circuit Court of Dade County, Florida, as required by Section 163.01(11), Florida Statutes. IN' WITNESS WHEREOF, the parties hereto, by and through the undersigned, have entered into this Interlocal_ Agreement on the date and year first above written. (SEAL. Attest: Olt, _, Fae A%... a -+ City Clerk &Ai.. Ci 1`1 cif ti Attest: natty 11a y i Lnl. I N .t 11 Prepared/and Approved by: balauty City Attorney Assi. CITY OF MIAMIFLORIDA By: Cesar H. Odio City Manager COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI By: 27387-16 ILA•WP122 9 11/08/90 avier L. Suare Chairman Approved as to form and correctness — rtJ Ct I. 1�1 7 1 y rl t�l INTERLOCAL AGREEMENT Between CITY OF MIAMI, FLORIDA And SOUTHEAST OV :KTOWMIPARK WEST COMMUNITY REDEVELOPMENT AGENCY And THE COMMUNITY REDEVELOPMENT AGENCY FOR THE OMNI REDEVELOPMENT DISTRICT THIS AGREEMENT, jitade and entered into as of this / clay of 1995, by and between the City of Miami, a municipal corporation organized and eacisting under the lows of the State of Florida_ (hereinafter referred to as the "CITY"), the Southeast OvertownJPark West Community Redevelopment Agency, established and created in accordance with the provisions of Chsptc'.r 163, Part 1I1, Florida Statutes (hereinafter referred to as the "SEOPW CRA" and the CUiliti unify Redevelopment Agonoy for the OMNI Redevelopment r)istrct, established and created in accordance with the provisions of Chapter 163, Part PI, rluridn Statutes, (hereinafter referred to as t'hc "OMN1 CPA"), wITNESSETt1; wHERRA,S, in aocord2,net with tht provisions of Chapter 163, Florida Statutes, Metropolitan Dade County ("County"), by Resolution No, 1677-82, estabilahcd the Southeast Dvertown/Park West Redevelopment District (hereinafter referred to as "SEOPW') as a separate �omrr►ui�ily redevelopment district for tax increment financing purposes; and WHEREAS, the City of Miami by Resolution No. 82-755 approved the Southeast OvertowrlPnrk West Community Redevelopment Plan (hereinafter referred to as the "SEOPW Plan"); and J i� • WHEREAS, the County by Ordinance No. 82-115 established and created in accordance Th with the provisions of Section 163.387, Florida Statutes, a redevelopment trust fund for SEOPW and has authorised the allocation afnionies from such f;nrl; and WHEREAS, the City and the County entetrs! into an interlace Cooperation Asr:cmont, dated as of March 31, 1983, as amended, which provided for the exercise of redevelopment powers b► the..City for the SEOPW, the implementation of the SEOPW Pion, .the delegation by the County to the City Commission to act as the community redevelopment agency for the SEOPW, and the use of tax increment financing to pay the costs of the implementation of the SEOPW Plan; and WHEREAS, .pursuant to Resolution No 86-868, the City Commission approved in principle a redevelopment plan for the redevelopment of the Omni area (the "OMNl Plan"); and WHEREAS, in accordance with the provisions of Chapter 163, Florida Statutes, the • County, by Resolution No. R-825-87, established the Omni Redevelopment Area Oierninafter referred to as "OMNI") as a separate community redevelopment district for tax i,;ciement financing purposes; and . WHEREAS, by Resolution No 1-825-87 and Ordinance No. 87-47,_ the Board of County Commissioners fnr'Met'ropolltan Dade County ("County") approved the OMNI Plan and a tax increment fund ,tespeetively; and WHEREAS, by Ordinance No, 87-47, in accordance with the provisions of Sections 163;357 and 163 10, Florida Statutes, the County designated the City Cotmnission the k Community Redevelopment Agency for the OMNI CRA; WHEREAS, in accordance with Section 163.357, Florida Statutes, the SEOPW CRA and the OMNI CRA are legal entities, separate, distinct, and independent from the City Co -:-mission; and 196 2 . n N 7 1 L i. R L WI ;.RAAS, in accordance with Section 163,370, Florida Statutes, the SEOPW CRA and the OMNI CRA are empowered to undertake and carry out community redevelopment and rciatod activities in their respective redevelopment districts; and . WHEREAS, in order to make the rnost ef114.:ieza use of their powers, resources, authority and capabilities, the SEOPW CRA and the OMNI CRA intend to use the same stair, NOW, THEREFORE, in consideration of the mutual covenants hereinafter contained, the City and the SEOPW CR.A and the OMNI CRA hereby agree to the following: I . The CITY shall provide the Funds for the City staff ("City Staff') as listed on the Budget attached hereto as Attachment "A" on a full Lime basis to carry out the functions and responsibilities of the SEOPW CRA and the OMNI CRA It is anticipated that the Funds to be provided by the City for the City Staff will be necessary for a three year period commencing on the effective date of this Agreement. 2. The City Staff shall remain ernployeee of the City and shall continue to accrue and receive benefits as City employees. 3. The City Staffshall be under the supervisory control of the SEOPW CRA and the OMNI CRA; however, the City Manager retains the authority to remove said staff only after conwliatinn with the CR.As, 4. Financial support to the SEOPW CRA and the ONLTI CRA shall be in accordance with the budget attached hereto and shall be provided to the SEOPW CRA and tic OMNI CRA for a period not to exceed three (3) years from the effective date of this Agreement, or until such time as the respective CRA becomes self-sufficient, whichever first occurs. Any mendments to the budget. regarding City funding must be presented by the respected CRA to the City Commission foi approval. 3 l 5. This instrument and its attachments constitute the sole and only agreement of the parties hereto and correctly set forth the rights, duties, and obligation of each to the other as of ka date, Any prior agreements, promises, negntiAtinns, or representations not expressly set forth in this Agreement are of no force or effect, 6. No amendments to this Agreement shalt be binding on either party unless in writing and signed by both parties. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in their names by their duly authorized all of the day and year first above -written. WALT City Ciefk ; _':;, , - Y. City Clerk,, WALTER r; FO City ierk• . ry LKK/pb/WO 12 Rev.7/S/95 198 4 CITY OF MI municipal corporation. tate of Florida CESAR H. ODIO City Manager Southeast Overtown/Park West Community Redevelopment Agency MILLER ], Aid' INS Chairman Community Redevelopment Agency for the OM Ni .Kedevel optrrent District sew MILLER J. DAWKINS Chairman APPROVED AS TO FORM AND CORRECTNESS: Revised: March 13, 2000 INTERLOCAL COOPERATION AGREEMENT THIS INTERLOCAL AGREEMENT ("Agreement") is made as of the 19t day of March, 2000, among the City of Miami (the "City"), a municipal corporation organized under the laws of the State of Florida, having offices at 444 S.W. 2nd Avenue, Miami, Florida 33128, the Southeast OvertownlPark West Community Redevelopment Agency (the "SEOPW CRA"), a public body corporate and politic of the State of Florida, and the Community Redevelopment Agency of the Omni Area (the "Om*, CRA"), a public body corporate and politic of the State of Florida, having offices at 300 Biscayne Boulevard Way, Suite 430; Miami, Florida 33131. WITNESSETH WHEREAS, it is the purpose and the intent of this Agreement and the parties hereto and consistent with the Florida Interlocal Cooperation Act of 1969, as amended (the "Cooperation Act") to permit the City and the Miami CRA, as hereinafter defined, to make the most efficient use of their respective powers, resources and capabilities by enabling them to cooperate on the basis of mutual advantage and thereby to provide the services and achieve the results provided for herein; and WHEREAS, the SEOPW CRA and the Omni CRA were created pursuant to the adoption of Ordinance Nos. 1677-82 and 11248-95, respectively; and WHEREAS, the City approved and adopted the Southeast Overtown/Park West Community Redevelopment Plan, pursuant to Resolution Nos. 82-755 and 85-1247, and the Omni Area Redevelopment PIan, pursuant to the Resolution Nos. 86-868 and 87-604; and WHEREAS, pursuant to Section 163.410, Florida Statutes, Miami Dade County has delegated community redevelopment powers to the City; and WHEREAS, the Omni CRA and the SEOPW CRA are responsible for carrying out community redevelopment activities and projects in the Omni Redevelopment Area and the Southeast Overtown/Park West Redevelopment Area, respectively established pursuant to the Redevelopment Plans, as hereinafter defined; and WHEREAS, the boundaries for the Redevelopment Areas, as hereinafter defined are provided for in Exhibit A, attached and incorporated herein, as may be amended from time to time; and WHEREAS; it is consistent with the purpose of the Cooperation Act to provide a means by which the City and the Miami CRA may jointly exercise the powers, privileges and authorities that they share in common and that each might exercise separately, but which pursuant to this Agreement and the Cooperation Act they may exercise collectively, including but not limited to the manner of providing financial assistance and resources needed to accomplish the planning, design, development and implementation necessary for the undertaking and carrying out of the community redevelopment projects in the Redevelopment Areas as provided herein and in the Redevelopment Plans; and WHEREAS, the City and Miami CRA desire herein to provide for their mutual and respective understandings, agreements, rights, duties and obligations pertaining to the planning, design development and implementation of the Projects (as hereinafter defined) and the necessary staff, consultants and other service providers related thereto; and WHEREAS, the City and Miami_ CRA desire to facilitate the financing of the Projects for the current Fiscal Year and for future years, pursuant to the terms of this Agreement and related agreements as provided herein; and WHEREAS, the Cooperation Act and the Florida Community Redevelopment Act of 1969 permit intergovernmental coordination between the City and Miami CRA. for: (i) certain services relating to financial support; (ii) the use of certain City employees; and (iii) other assistance related to the Projects and future projects; and WHEREAS, the financing of the Projects and providing of employees to carry out services associated with the Projects will, further governmental purposes and be of substantial benefit to the City and the Miami CRA; and WHEREAS, the Miami CRA's provision of program management, technical assistance, planning, coordination, development and other services necessary for the Projects will further the interests of the Miami CRA and the City and shall serve a public purpose by, among other things, aiding in the elimination of slums and blighted areas and advancing the public health and general welfare and will result in the coordination, development, implementation and completion of the Projects in the Redevelopment Areas; and WHEREAS, it is necessary and appropriate for the parties to provide for intergovernmental cooperation and to cooperate and jointly proceed as provided herein; NOW, THEREFORE, in consideration of the premises and the mutual covenants and obligations herein contained and subject to the terms and conditions hereafter stated, the City and the Miami CRA agree as follows: 2 ARTICLE I - AUTHORITY This Agreement is entered into pursuant to and under the authority of the provisions of Chapter 163, Florida Statutes and the Ordinances and Resolutions noted above. ARTICLE II - DEFINITIONS 2.1 Definitions The terms defined in this Section 2.1 shall have the following meanings for purposes of this Agreement when initially capitalized herein: (a) "Act" means Part I and Part III, Chapter 163, Florida Statutes. (b) "Agreement" means this Interlocal Cooperation Agreement, including any exhibits hereto, as the same may be hereafter amended from time to time. (c) "Base Year" means the Fiscal Year 1999. (d) "City" means the City of Miami, Florida, a municipal corporation organized under the laws of the State of Florida, and any successors thereto or assigns thereof. (e) "CRA Board" means the Board of Directors of the Miami CRA. (f) "Effective Date" means the date as determined by Section 12.5 - hereof on which this Agreement becomes effective. • (g) "Expiration Date" means the date on which this Agreement terminates by its own terms as provided in Section 10.1 hereof. (h) "Fiscal Year" means the fiscal years of the City and Miami CRA commencing on October 1 of each year and ending on the next succeeding September 30. (i) "Five Year Program 'Plan" means the five (5) year program plan for the execution of Projects as set forth in Article VIII. (j) "HUD Funds" mean grants of moneys the City receives from time to time from the United States Department of Housing and Urban Development, including but net limited to community development block grant funds ("CDBG 3 Funds"), HOME Investment Partnership funds ("HOME Funds"), and other similar funds. (k) "Miami CRA" means collectively the Southeast Overtown/Park West Community Redevelopment Agency and the Omni Area Community Redevelopment Agency of the City of Miami, their successors or assigns. (I) "Park Bond Funds" mean grants of moneys the City receives from time to time from Miami Dade County Safe Neighborhood Park Bonds issued for capital improvements for existing parks in the City. (m) "Projects" mean the community redevelopment projects and related activities as defined in the Act within the Redevelopment Areas and approved by the City. (n) "Redevelopment Areas" mean the Omni GRA Redevelopment Area and the Southeast Overtown/Park West CRA Redevelopment Area as provided within the Redevelopment Plans as herein defined, as the same may be hereafter amended from time to time as described on Exhibit A. (o) "Redevelopment Plans" mean the Southeast OvertownlPark West Area Community Redevelopment Plan approved by the City in Resolution Nos. 82-755 and 85-1247, and the Omni Area Redevelopment Plan approved by the City in Resolution Nos. 86-868 and 87-604, as the same may be hereafter amended from time to time. ARTICLE III - PURPOSE; FINDINGS; INTENT 3.1 Purpose The Miami CRA and the City acknowledge and agree that the purpose of this Agreement is to set forth the cooperative relationship between the City and the Miami CRA, the respective duties and obligations thereof and the procedures to be followed by the parties hereto in order to undertake and carry out the financing for the program management, technical assistance, planning, coordination, development and other services necessary for the Projects and the services of staff, consultants and others necessary for the Projects. 3.2 Findings The City and Miami CRA hereby ascertain, determine, declare and find that: (a) Projects that further the legislative findings of the Act and the related goals, purposes, and objectives of the Redevelopment Plans shall make a 4 significant contribution to the redevelopmentpof the Redevelopment Areas and shall serve a public purpose by aiding in the elimination and prevention of slums and blighted areas, and providing affordable housing, and therefor advancing the public health and general welfare of the Redevelopment Areas. (b). The Miami CRA's undertaking of the program management, technical assistance, project administration, planning, coordination, development and provision of other services related to the Projects shall further the interests of the City and the Miami CRA, and will result in better coordination, efficient management and timely implementation of the development of the Projects. (c) It is necessary and appropriate for the City and the Miami CRA to cooperate and proceed as provided herein. 3.3 Intent; Cooperation; Exercise of Powers. The parties hereto agree to cooperate and assist each other in achieving the , purpose set forth in this Article. Each of the parties hereto does hereby grant to the other parties hereto and does acknowledge that the other parties may, in furtherance of the purpose of this Agreement, exercise any and all powers legally available to that party, which but for this Agreement, the other parties may not be able to exercise and which by virtue of this Agreement may be shared with the other parties and be exercised separately and collectively, subject to the limitations of Chapter 163 of the Florida Statutes. 3.4 Designation The City hereby designates SEOPW CRA 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 Southeast Overtown/Park West Redevelopment Area. The SEOPW CRA hereby agrees to carry out its duties and functions as such designated exclusive party in accordance with the terms of this Agreement. The City hereby designates Omni CRA 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 Omni Redevelopment Area. The Omni CRA hereby agrees to carry out its duties and functions as such designated exclusive party in accordance with the terms of this Agreement. The City further declares the Miami CRA to be a subrecipient of the City and afforded the same rights and privileges of any other subrecipient receiving HUD Funds. The Miami CRA shall comply with all applicable federal, state and local laws 5 and regulations relating to the HUD Funds and/or any other funds received by it from -the City. For such purposes, the provisions of OMB Circular A-102 ("Grants and Cooperative Agreements With State and Local Governments", as amended August 29, 1997) as hereafter amended, are attached and incorporated hereto as Exhibit C. ARTICLE W - FINANCIAL RESOURCES TO BE PROVIDED BY THE CITY 4.1 City's commitment to funding. The City hereby agrees to provide financial support to the Miami CRA for the planning, development, program management, technical assistance, coordination, monitoring and other services needed for the Projects undertaken pursuant to this Agreement. The City and Miami CRA hereby agree that: (a) Five Year Funding Plan. The City and Miami CRA shall, by separate resolution, agree to a five year funding plan ("the Five Year Funding Plan") for the Miami CRA relative to this Agreement. Such funding shall be subject to the annual appropriation, allocation and approval of the City Commission and subject to the City's receipt of any funds not originating with the City, and the Five Year Funding Plan shall be coordinated with the Five Year Program Plan to be established in accordance with Article VIII of this Agreement. The funds shall be held and administered as provided in Section 4.4 of this Agreement. Each year the Five Year Funding Plan shall be amended to reflect the sources and amount of funding to be provided by the City to the Miami CRA, and the Projects to be undertaken by the Miami CRA as reflected in the Five Year Program Plan, as same may be amended. (b) Administrative Expenses. The Miami GRA shall not use any community development block grant funds (hereafter referred to as "CDBG Funds") received from the City for administrative expenses (as defined in 24 "CFR Part 570), without the prior written approval of the City Manager. The Miami CRA shall use funds received from other sources for any necessary administrative expenses. 4.2 Base Year for Funding Purposes. The City and Miami CRA agree that the base year for the purposes of calculating the City's ongoing commitment to fund activities of the Miami CRA pursuant to this Agreement shall be Fiscal Year 1999 (the "Base Year"). For Fiscal Year 1999, the City hereby agrees to the following, all subject to the availability of such funds: (a) Proiect Plan. For the Base Year, the Miami CRA, shall receive HUD Funds for those Projects agreed to by the City. (b) General Fund Support. For the Base Year, the amount of $279,488 shall be provided by the City to the Miami CRA for other necessary expenses .as agreed to by the City, pursuant to a budget submitted to the City by the Miami and approved by the City. Such budget shall be prepared by the Miami CRA in ccordance with the City's annual budget process. Such funds shall be expended as provided herein, unless the Miami CRA has first -secured the written permission of the City. Section 4.2 (c) of the Agreement is amended to read as follows: ating costs inc thibit B hereto (c) Program Operations Expenses or General Fund Support. For the A not exceedin_ Base Year and each Fiscal Year thereafter through September 30, 2002, for operating costs including the salaries and benefits of the City employees designated on Exhibit B hereto, and for other staff personnel contracted for directly by the Miami CRA not exceeding a Base Year amount of $379,900, unless agreed to by the City. " the $11,500,0 paid by the Mit Effective October 1, 2002 for Fiscal Year 2002-2003 and for each xtent that, in thi Fiscal Year thereafter, $379,900 shall be provided by the City to the ity to Miami CRA from the City's General Fund. (2) The debt service obligations associated with the Section 108 loan in the amount of $5,100,000 (approved in 1990 and drawn in 1994) shall be paid by the Miami CRA. To the extent that, in the City s sole judgment, the Miami CRA does not have the financial ability to pay the same, the City shall fund such debt service obligations from its available allocation of Section 108 funds. (e) Other Financial Support. The City may also provide to the Miami CRA financial support other than the financial resources and support specifically identified herein. 4.3 Reallocation and Rollover of Unexpended Funds Any unexpended moneys, including monies due and payable to the Miami CRA, not obligated or encumbered by the Miami CRA derived from the sources of funds as provided in this Article and unexpended at the end of any fiscal year, shall be reallocated and carried over into the next Miami CRA fiscal year, subject to HUD and other funding source regulations and requirements, the requirements of any related agreements or bond covenants and the City's prior approval. 4.4 Disbursement of Funding to Fiduciary of Miami CRA The City's Finance Department shall be the fiduciary for the SEOPW CRA and the Omni CRA if requested to serve .as such fiduciary by the SEOPW CRA and/or the Omni CRA, respectively. The City's Finance Department shall conduct all of its activities in this regard in accordance with generally accepted accounting principles. 7 The SEOPW CRA and the Omni CRA may each designate a different fiduciary by appropriate resolution. ARTICLE V-PERSONNEL AND OTHER RESOURCES TO BE PROVIDED BY CITY �.1 Use of City Personnel. (a) The City hereby agrees to provide and designate the City employees listed on Exhibit B to serve as full-time staff to the Miami CRA for the program management, planning, coordination, technical assistance and other services needed by the Miami CRA. The City Manager is hereby authorized to provide, on the request of the Miami CRA, for the annual detailing to the Miami CRA of full time and part time City employees from the various departments of the City providing services to the Miami CRA. For the Base Year as provided in Article IV of this Agreement, the City agrees that the employees designated in Exhibit B shall provide full time service to the Miami CRA. Any employees hired by the Miami CRA after the Effective Date of this Agreement, shall not be City employees, unless otherwise agreed to by the City Manager. Any detailing of City employees to the Miami CRA shall be consistent with the City's policy regarding the detailing of personnel. (b) The City employees designated to serve as full time staff to the Miami CRA shall continue to receive all the benefits provided to other City employees related to their employment with the City, except that the day-to-day duties and supervision of the employees shall be determined and provided by the Miami CRA unless otherwise decided by the City Manager. Such employees shall adhere to all City rules and regulations regarding employment. (c) The City Attorney shall serve as counsel to the Miami CRA, unless the Kenai :.C.RA...otherwise_selects a general counsel, provided that nothing herein shall prohibit the Miami CRA from obtaining special counsel. (d) The City Clerk shall serve as the official custodian of records and documents for the meetings of the Miami CRA. The City Clerk, or his or her designee, shall keep the minutes of the proceedings of the Miami CRA, maintain a journal of all resolutions, publish notice of meetings as required by law, and perform all other similar functions on behalf of the Miami CRA. (e) The City shall also provide the Miami CRA with the assistance of such other City employees as may be requested by the Miami CRA, upon the approval of the City Manager. In furtherance of this provision, the City Manager and Miami CRA shall agree, in writing, on the general scope services to be provided by such City employees; however, the final approval of any such services shall be within the City Manager's sole discretion. shall require the City's prior approval. 6.2 Reports to the City. The Miami CRA shall provide to the City status reports regarding the Projects. Such reports shall be provided to the City at such time or times as the City may require. Any reports required pursuant to any Project fund agreement shall be provided in accordance with such agreement. ARTICLE VII - COOPERATION ON COMMUNITY REDEVELOPMENT INITIATIVES 7.1 Mutual Cooperation Between the Parties. (f) In furtherance of the intent of this Section 5.1, the Miami CRA's use of City personnel shall be detailed in a separate agreement as may be required by the City Manager between the City and the Miami CRA which agreement shall provide for reimbursement by the Miami CRA for the use of City employees. Such agreement shall comply with all applicable provisions of Section 112.24 of the Florida Statutes. 5.2 Selection of Certain Staff of CRA The Miami CRA is hereby authorized to employ or contract with such persons and consultants that it deems appropriate, and to determine their qualifications, duties and compensation. ARTICLE VI - RESPONSIBILITIES OF THE MIAMI CRA 6.1 Responsibilities of Miami CRA (a) The Miami CRA shall be responsible for the planning, development, program management, technical assistance, coordination and other services necessaryfor the completion of the Projects. .J (b) For the financing of projects in future years as part of the City's 4<,� annual budget process, the Miami CRA shall prepare and submit to the City a , proposed budget which identifies the projects and activities to be planned, designed, developed, implemented and carried out by the Miami CRA prior to the appropriation, allocation and approval of the City's yearly budget. The budget process of the Miami CRA shall be in accordance with the City's annual budget process. (c) Any amendments, modifications or alterations of the Projects : .).[Vc ��n1 To further enhance the community redevelopment activities in the City, the City and Miami CRA hereby agree to: (a) Work together for the incorporation and support of the legislative priorities and initiatives of the Miami CRA into the City's legislative priorities and initiatives. (b) Work cooperatively upon the approval of any legislative initiative of the Miami CRA. (c) Coordinate the delivery of municipal services associated with any Miami CRA Project(s) with the scheduling activities of the Project(s). The City Manager, or his designee, and the Miami CRA Director of Operations and Administration, or his designee, shall be responsible for such coordination. ARTICLE VIII - ESTABLISHMENT OF FIVE YEAR PLAN 8.1 Establishment of Five Year Program Plan. (a) The City and Miami CRA shall prepare a five (5) year plan for projects and activities to be undertaken by the Miami CRA pursuant to this Agreement (the "Five Year Program Plan"). (b) The Miami CRA hereby agrees to be responsible for the preparation of the Five Year Program Plan. Such plan shall be presented for review and acceptance by the City Commission after approval by the Boards of Directors of both the SEOPW CRA and the Omni CRA. The Five Year Program Plan shall be updated annually by the Miami CRA and be presented for review and acceptance by the City Commission after approval by the .Boards of Directors of both the SEOPW CRA and the Omni CRA. (c) Subject to the availability of funds and appropriation by the City Commission, the City shall fund the overall elements of the Five Year Program Plan approved by the City Commission. ARTICLE IX - EXECUTION OF RELATED AGREEMENTS 9.1 Execution of Any Required Agreements If the nature or use of the HUD Funds, Park Bond Funds or any other source of funding provided by the City to the Miami CRA pursuant to this Agreement requires the City and Miami CRA to enter into an agreement relating to a Project(s), such agreement shall be in accordance with all applicable rules and regulations of the funding source. 1U 9.2 Execution of Related Agreements All agreements shall be executed by the Executive Director on behalf of the Miami CRA and the City Manager on behalf of the City, upon the approval of the City Commission. ARTICLE X - TERMINATION 10.1 Termination This Agreement shall terminate upon the dissolution of the Miami CRA or by resolution of the City Commission. ARTICLE XI - REPRESENTATIONS; WARRANTIES; COVENANTS 11.1 Representations and Warranties and Covenants of the City The City represents, warrants and covenants to the Miami CRA that each of the following statements is presently true and accurate: (a) The City is a validly existing municipal corporation organized under the laws of the State of Florida, has all requisite corporate power and authority to carry on its business as now conducted and to perform its obligations under this Agreement and each document contemplated hereunder to which it is or will be a party. (b) The Miami CRA shall coordinate all community redevelopment activities in the Redevelopment Areas. (c) The City shall continue its redevelopment activities throughout the City, except as provided in this Agreement. (d) This Agreement has been duly authorized by all necessary action on the part of, and has been, or will be, duly executed and delivered by the City, and neither the execution and delivery hereof, nor compliance with the terms and provisions hereof, (i) requires the approval and consent of any other party, except such as have been duly obtained or as are specifically noted herein, (ii) contravenes any existing law, judgment, governmental rule, regulation or order applicable to or binding on any indenture, mortgage, deed of trust, bank loan or credit agreement, applicable ordinances, resolutions or, on the date of this Agreement, any other agreement or instrument to which the City is a party, or (iii) contravenes or results in any breach of, or default under any other agreement to which the City is a party, or ilts in the creation of any lien or encumbrance upon any property of the City. 11 (e) This Agreement, when entered, constitutes a legal, valid and binding obligation of the City, enforceable against the City in accordance with the terms hereof, except as such enforceability may be limited by public policy or applicable bankruptcy, insolvency or similar laws from time to time in effect which affect creditors' rights generally and subject to usual equitable principles in the event that equitable remedies are involved. (f) There are no pending or, to the knowledge of the City, threatened actions or proceedings before any court or administrative agency of the City, or against any officer of the City, which question the validity of this Agreement or any document contemplated hereunder, or which are likely in any case, or in the aggregate, to materially adversely affect the consummation of the transaction contemplated hereunder of the financial condition of the City. . (g) The City shall continue to fulfill its obligations to deliver and provide municipal services in the Redevelopment Areas. Upon the occurrence of a conflict between the Miami CRA and the City relative to the provision and delivery of services within the Redevelopment Areas, the decision of the City Attorney shall control. (h) The City encourages the Miami CRA and agrees to assist the Miami CRA, to the extent determined by the City Manager, to apply for and seek state, federal and corporate grants and support. (i) To the extent permitted by law and to the extent the same shall not violate any rule or regulation of any applicable funding source, the Miami CRA shall be able to seek funding from other resources other than the City to support the Redevelopment Plans. 11.2 Representations and Warranties and Covenants of the CRA The Miami CRA represents and warrants to the City that each of the following statements is presently true and accurate: (a) The Miami CRA is a body corporate and politic under the laws of the State of Florida, separate and distinct from the City, has all requisite corporate power and authority to carry on it business as now conducted and to perform its obligations under this Agreement and each document contemplated hereunder to which it is or will be a party. (b) This Agreement has been duly authorized by all necessary action on the part of, and has been, or will be, duly executed and delivered by the Miami CRA, and neither the execution and delivery hereof, nor compliance with the terms 12 and provisions hereof, (i) requires the approval and consent of any other party, except such as have been duly obtained or as are specifically noted herein, (ii) contravenes any existing law, judgment, governmental rule, regulation or order applicable to or binding on any indenture, mortgage, deed of trust, bank loan or credit agreement, applicable ordinances, resolutions or, on the date of this Agreement, any other agreement or instrument to which the Miami CRA is a party, or (iii) contravenes or results in any breach of, or default under any other agreement to which the Miami CRA is a party, or results in the creation of any lien or encumbrance upon any property of the Miami CRA. (c) This Agreement, when entered, constitutes a legal, valid and binding obligation of the Miami CRA, enforceable against the Miami CRA in accordance with the terms hereof, except as such enforceability may be limited by public policy or applicable bankruptcy, insolvency or similar laws from time to time in effect which affect creditors' rights generally and subject to usual equitable principles in the event that equitable remedies are involved. (d) The Miami CRA shall timely fulfill, or cause to be fulfilled, all of its obligations hereunder: (e) During the term of this Agreement, the Miami CRA shall cause to occur and to continue to be in effect those agreements, instruments, and documents which are its responsibility under this Agreement. (f) The Miami CRA shall provide to the City a copy of any applications made to obtain grants of moneys from resources or entities, other than the City, including the Federal Government. (g) The Miami CRA agrees to apply for state, federal and corporate grants and support. XII - MISCELLANEOUS 12.1 Meeting Notices to City Manager The Miami CRA shall provide the City Manager with notices of all of its regular and special board meetings. 12.2 Entire Agreement This Agreement, its attachments and any related agreements entered as provided herein constitute the entire agreement of the parties hereto. 13 12.3 Modification or Amendment This Agreement may be amended in writing by the mutual agreement of the parties. 12.4 Severability If any obligation of any party to this Agreement is found to be invalid or if any one or more of the covenants, agreements or provisions of this Agreement should be held contrary to any express provision of law, or against public policy, or shall, for any reason whatsoever, be held invalid, then such covenants, agreements or provisions shall be null and void and shall be deemed separate from the remaining covenants, agreements or provisions of this Agreement, which shall remain in full force and effect. 12.5 Effective Date This Agreement shall become effective on the date on which this Agreement is (i) executed by the City and Miami CRA, (ii) approved by the Emergency Financial. Oversight Board appointed by the State of Florida, and (iii) filed with the Clerk of the Circuit Court of Miami Dade County, Florida, whichever is later; and shall expire upontermination as provided in Article 10 hereof. 12.6 Assignment This Agreement shall not be assigned by the Miami CRA, in whole or in part, without the prior written consent of the City, which may be withheld or conditioned, in the City's sole discretion. 12.7 No Member Liability. No covenant, stipulation, obligation or agreement contained herein shall be deemed to be a covenant, stipulation, obligation or agreement of any present or future member of the governing body or agent or employee of the City or the Miami CRA in its, his/her or their individual capacity, and neither the members .of the governing body of the City or the Miami CRA, nor any official executing this Agreement shall be liable personally or shall be subject to any accountability for reason of the execution by the City or the Miami CRA of this Agreement or any act pertaining thereto. 12.8 Notices It is understood and agreed between the parties that written notice addressed to the City Manager or to the Executive Director of the Miami CRA and mailed, 14 certified/return receipt, or hand delivered to the address appearing on page one (1) of this Agreement shall constitute sufficient notice to either party. 12.9 Controlling Law This Agreement shall be governed by the laws of the State of Florida. Proper venue for any proceedings pertaining to this Agreement shall be in Miami Dade County, Florida. IN WITNESS WHEREOF, the parties hereto have entered into this Interlocal Cooperation Agreement as of the day and year first above written. ATTEST. Walter Foeman, i Clerk APPR • i '` ORM AND LE r S _.j ENCY n• o ty Attor Walter Foeman, City Clerk _&'PROVED AS TO FORM AND CITY OF By: FLORIDA Donald Warshaw, City Manager SOUTHEAST OVERT /PARK WEST CO ! TY ,' EDE?a OPMENT AGE By: / , 4/ I►',;.!!�, Richard H. Ju+ E .'cutive 1:: ector 15 LEGAL SUFFICIENCY William R. Bloom, Esq. Holland & Knight LLP, Counsel to SEOPW CRA 0401444,01.0/ Walter Foernan, City Clerk APPROVED AS TO FORM AND LEGAL SUFFICIENCY 2 William R. Bloom Holland & Knight LLP, Counsel to Omni CRA OMNI AREA COMMUNITY REDE LOPMENT AGENCY 16 Exhibit A EXHIBIT "A" Legal Description For OMNI Community Redevelopment Area All that portion of the following listed record plats lying within the area bounded by the Florida East Coast Railroad right-of-way on the West, the Northerly right-of- way line of 1-395 on the South, the Westerly shore of Biscayne Bay on the East and the Southerly right-of-way of N.E. 20 Street on the North: Plat Name Plat Book Page The Causeway Fill 5 120 First Addition to Serena Park 80 8 Resubdivision of Pershing Court and Walden Court 4 148 Serena Park 76 86 Pershing Court 4 147 Walden Court 4 148 V2 Walden Court First Addition 6 23 Rickmers Addition Amended 4 149 Windsor Park Third Amended 4 145 Windsor Park Second Amended 4 123 The Villa La Plaisance 4 114 Boulevard Tract 100 65 Belcher Oil Company Property 34 29 The Garden of Eden 4 12 Nelson Villa and Garden of Eden Resubdivision 9 174 Nelson Villa and Garden of Eden Amended 30 20 Amended Map of Nelson Villa Subdivision 4 81 Biscayne Park Addition Amended 4 22 Rice and Sullivan Subdivision 4 64 Amended Plat of Miramar Plaza 33 18 Miramar Third Amended 5 4 Biscayne Park Addition 2 24 Replat of a Portion of Nelson Villa Amended 56 69 ASC Tract 89 21 Margaret Pace Park (Unplatted) Coral Park 2 66 Resubdivision of Coral Park 4 106 Grand Union Replat 76 78 Mary Brickell Subdivision 8 9 Windsor Park 3 147 A-1 Exhibit A Plat Book Page Rickmers Addition Amended 3 2 Alice Baldwin Addition 1 119 Alice Baldwin Jenny M. & Charles E. Oxar Subdivision Amended 8 87 Ward & Havling's Resubdivision 4 185 Charles E. Oxar Block 24 Amended 3 101 Charles E. Oxar Block 15 Corrected 3 58 Alice Baldwin Block 1 Corrected 6 43 Lindsey Hopkins Education Center 84 48 Heyn Prop. Inc. Resubdivision 6 93 North Miami A 49 Y2 Lindsey Hopkins Educational Center North Parking Lot 93 90 T.W. Palmers Resubdivision 4 60 W.T. Heslington Subdivision -8 97 City of Miami Cemetery 2 16. San Jose 3 158 Niles Court Resubdivision 32 36 Fire Station Site 1972 93 42 Seitter Addition Amended 2 60 Style Accessories Subdivision 62 8 Replat of Lot 2, North Miami 57 69 Omni International 102 3 Plaza Venetia 107 91 Herald Park 121 4 Bay Serena 7 ' 135 Replat of Johnson and Waddell 50 15 Johnson and Waddell 8 53 Jefferson Addition 108 55 Biscayne Federal Plaza First Addition 116 7 Amended plat of Les Violins 109 16 Biscayne Federal Plaza Amended 109 77 Replat Biscayne Federal Plaza 103 60 And all that portion of any unsubdivided lands lying in Section 36, Township 53 South, Range 41 East and Section 31, Township 53 South, Range 42 East, lying within the area defined above, and all that portion of any street, avenue, terrace, lane, way, drive, court, place, boulevard or alley lying within the area defined above and any other subdivisions, not listed above, lying within the above defined area. A-2 Exhibit A Legal Description for Southeast OvertownlPark West Community Redevelopment Area Area bounded generally by Biscayne Boulevard on the East, 1-95 on the West, 1-395 on the North, and North 5th Street on the South A-3 1. 2. Employee Hilda Tejeta Hammond Noriega Position Administrator Community Coordinator B-1 Exhibit "C" OMB Circular A 102 ("Grants and Cooperative Agreements With State and Local Governments, as amended August 29,1997) (Copy Attached) MIA1 #866692 v7 LE) arshaw, City Mana APPROVAL: Financial Oversight Board CONTRACT REVIEW AND ANALYSIS FORM ATTACH SUPPORTING DOCUMENTS _ rF1G DATE: March 22, 2000 ' DEPARTMENT/DIVISION: Community Development `1. 3 CONTACT PERSON/CONTACT NUMBER: Gwendolyn C. Warren / (ard1 —2 79�' CONTRACTING ENTITY: Omni and S.E Overtown Park West Community Redevelopment Agencies RESOLUTION NUMBER(S): BID/PROJECT NUMBER: (If Applicable) BUDGETARY INFORMATION: Are funds budgeted? ❑ YES ® NO If yes, TOTAL DOLLAR AMOUNT: $659,388.00 ® EXPENSE 0 REVENUE SOURCE OF FUNDS: General Fund, Community Development ACCOUNT CODE(S) If grant funded, is there a City match requirement? ❑ YES ® NO AMOUNT: Arc matching funds Budgeted? ❑ YES ® NO Account Code(s): N/A TERMS OF CONTRACT: Effective Date: Upon Oversight Board approval Escalating Clause, if any: N/A Contract Period (s): October 1, 1999 Penalties, (if any), for termination: Payment terms: N/A If grant funded, list restrictions/requirements, if applicable: SUMMARY/DESCRIPTION OF CONTRACT OR AGREEMENT Is this an extension? ❑ YES ❑ NO If YES, actual expenditures in previous contract Year: Summary/Description of Contract Agreement: PLEASE SEE ATTACHED JUSTIFICATION FOR CONTRACT OR AGREEMENT (Include why it is needed, conscyuer,c_s if not authorized or approved and time constraints, if any.) Interlocal cooperation agreement betwee the City of Miami and Community Redevelopment Agencies for development activity METHOD OF PURCHASE -(If applicable) ❑ Telephone quotes- 0 Single Purchase O Written quotes 0 Short -Term Contract ❑ Negotiated Purchase 0 Term of Contract ❑ Sole Source (include documentation) 0 Lease (Type: ) ❑ Bid Waiver (include documentation) 0 Other ❑ Formal Bid/Proposal (include .il• abulation/p oposal Ranking) 1 DATE: ��! f I APPROVAL: 'I .--s. - DATE: 3 '7,Z/ p� ,vrs/fi7 V " DATE: `0/'e' BUDGET APPROVAL: DATE: PREVIOUS AWARDS OF From most recent: None DIRECTOR or DESIGNEE: Donal 3-?2-0o. TO: CITY OF MIAMI CITY ATTORNEY'S OFFICE MEMORANDUM Priscilla A. Thompson City Clerk FROM: Ilene Temchin, Assistant City Attorney DATE: June 9, 2003 RE: Amendment No. 1 to Interlocal Cooperation Agreement - CRA Records Retention Attached is the originally executed Amendment No. 1 to the Interlocal Cooperation Agreement between the City of Miami, the Southeast Overtown/Parkwest Community Redevelopment Agency and the Community Redevelopment Agency of the Omni Area, dated _ May 13, 2003. Kindly retain this Agreement with the other originally executed documents that you maintain for the CRA. Please call me if you have any questions regarding the attached. Thank you. Attachments c: VFrank K. Rollason, Executive Director, Community Redevelopment Agency James Villacorta, Assistant City Attorney CRP.: tnterfocalAgreement:2-Thompson-Ofi-09-o3 AMENDMENT NO. 1 TO INTERLOCAL COOPERATION AGREEMENT This Amendment is entered into this 13 day of 114 y , 2003 by and between the City of Miami, a municipal corporation of the State of Florida (the "City"), having offices at 444 S.W. 2nd Avenue, Miami, Florida 33130, the Southeast Overtown/Park West Community Redevelopment Agency (the "SEOPW CRA") and the Community Redevelopment Agency of the Omni Area (the "Omni CRA"), each a public body corporate and politic of the State of Florida, both having offices at 300 Biscayne Boulevard Way, Suite 430, Miami, Florida 33131. The OMNI CRA and the SEOPW CRA are jointly referred to as the "Miami CRA". WHEREAS, the City and the Miami CRA entered into that certain lnterlocal Cooperation Agreement, dated as of March 1, 2000 (the "Agreement"); and WHEREAS, pursuant to Section 4.2 of the Agreement, the City agreed to provide certain financial support to the Miami CRA; and WHEREAS, the City and the Miami CRA desire and agree to amend the Agreement to clarify the provisions of Section 4.2 of the Agreement as hereinafter provided. NOW, THEREFORE, in consideration of the mutual covenants hereinafter set forth and in consideration of other valuable consideration, the parties covenant and agree as follows: 1. Section 4.2 (c) of the Agreement is amended to read as follows: (c) Program Operations Expenses or General Fund Support. For the Base Year and each Fiscal Year thereafter through September 30, 2002, for operating costs including the salaries and benefits of the City employees designated on Exhibit B hereto, and for other staff personnel contracted for directly by the Miami CRA not exceeding a Base Year amount of $379,900, unless agreed to by the City. Effective October 1, 2002 for Fiscal Year 2002-2003 and for each Fiscal Year thereafter, $379,900 shall be provided by the City to the Miami CRA from the City's General Fund. IN WITNESS WHEREOF, the parties hereto have executed this Amendment to the Agreement on the day and year first above written. ATTEST .terL= Priscilla A. Thompson` - City Clerk Approved -as to F and Correctness: ,/ Alejandro Vilarello City/Attorney ATTEST: i Priscilla A. Thompson - City Clerk Approved as to Form and Correctness: City of Miami, a nicipal corporat of the State of Flo 'd By: Je7rriola City Manager Southeast OvertownlPark West Community Redevelopment Agency Frank K. Rollason, Executive Director Community Redevelopment Agency of the Omni Area William R. Bloom Frank K. Rollason, Executive Director Special Counsel CRA Interlocal Agt Amend1-02-I2-03 INTERLOCAL AGREEMENT BETWEEN THE CITY OF MIAMI, MIAMI-DADE COUNTY, SOUTHEAST OVERTOWN PARK WEST CRA AND OMNI CRA TO PROVIDE FUNDING FOR MAJOR PROJECTS FOR THE BENEFIT OF ALL PARTIES This Agreement, dated as of December It, 2007, is made and entered into by the City of Miami (the "City"), Miami -Dade County (the "County"), Southeast Overtown Park West Community Redevelopment Agency (the "SEOPW CRA") and the Omni Community Redevelopment Agency (the "Omni CRA"). The SEOPW CRA and the OMNI CRA are sometimes referred to herein, collectively, as the "CRAs". RECITALS A. The City, the County and the CRAs (collectively, the "Parties") acknowledge that the following projects (collectively, the "Projects") are of great benefit to the CRAs and the community in general, for reasons which include the reasons set forth below, and are supportive of said Projects: 1. Performing Arts Center (the "PAC"): This project has been, and continues to be a catalyst in attracting development and private investment within the OMNI CRA area as well as downtown Miami. 2. Port Tunnel (the "Port Tunnel"): This project consists of widening of the MacArthur Causeway Bridge, construction of a tunnel between Watson Island and Dodge Island and roadway improvements on Watson island and the Port of Miami. It will ensure the economic viability and growth of the Port of Miami, the second most important economic generator in the region accounting for over 17,000 jobs and $2.2 billion annually in total economic benefit to the City and its residents. Further, the Tunnel Project will reduce congestion and improve the quality -of -life of the Omni CRA and SEOPW areas as well as downtown Miami by removing over 5,000 port -bound trucks per day from area streets. 3. Museum Park Project (the "Museum Park"): Museum Park is the City of Miami's urban redesign vision for the park now known as Bicentennial Park, a 29-acre property on Biscayne Bay which serves and will serve the residents of the OMNI CRA, the SEOPW CRA and well as the entire region. This project includes a premier public park anchored by landmark new facilities for the Miami Art Museum (MAM) and the Miami Museum of Science and Planetarium (MMSP), which will include a branch of the Historical Museum of Southern Florida. The building will be designed around energy -saving, sustainable materials and techniques. The goals of Museum Park include the restoration of the park's waterfront land to public use, revitalization of the OMNI CRA, the SEOPW CRA and surrounding neighborhoods, the building of a first-class educational and cultural resource for the region's residents and visitors, and will strengthen the economy by contributing to tourism, the region's number one industry. Studies indicate that over the course of their first decade, MAM and the MMSP at Museum Park will have a $2 billion economic impact and will create 1,700 jobs in the community annually. 4. Streetcar Project (the "Streetcar".: The Streetcar will provide an energy -efficient and convenient alternative mode of transportation connecting the City's• most densely populated and urbanized areas, including Downtown, Overtown, Omni, Wynwood/Edgewater, Midtown, Design District and the Civic Center/Health District. The Streetcar service will promote mass transit use and connect with Miami -Dade Transit (Metromover, Metrorail and Metrobus). The Streetcar circulator will substantially address the City's need to comply with State Bill 360, the Growth Management Act as a multi -modal project improving mobility and meeting transportation concurrency. 5. Orange Bowl Stadium (the "New Orange Bowl"): It is contemplated by the City that the New Orange Bowl may be redeveloped into a soccer stadium for a Major League Soccer franchise. It will also include parking, and may include retail, entertainment, park and open spaces and related amenities. The New Orange Bowl will be designed and developed to be compatible with the Baseball Project aesthetically and operationally. This project is intended to bring economic growth and vibrancy to the heart of Little Havana and surrounding corridors and neighborhoods. Funding for and construction of a New Orange Bowl will not commence until Major League Soccer awards Miami an expansion franchise. 6. Baseball Project (the "Baseball Project"): The Orange Bowl Site will be developed to include a new $515 million first class retractable roof Major League Baseball stadium for the use of the Florida Marlins. City and the County have been working together to bring professional baseball to the City of Miami and the availability of the Orange Bowl Site offers the perfect opportunity to combine professional baseball with the New Orange Bowl at a completed redeveloped Orange Bowl site with parking, retail, entertainment and related amenities. A major league baseball team will benefit the entire community and region, by, among other things, creating jobs and attracting tourism, providing both a direct and indirect increase in tax revenue. The Baseball Project will serve as an engine for economic development creating 250 full time and 2,000 part time jobs. In addition, construction of the project is expected to generate approximately 1,700 high paying jobs during the construction period of approximately 29 months. 7. Parking: The Orange Bowl site•will be redeveloped to include at least 6,000 parking spaces to be funded by the City to support the Baseball Project and the New Orange Bowl which will be available for the opening of the Baseball Project. These parking structures are necessary and will benefit the entire community by supporting the economic development created by the aforementioned uses of the Orange Bowf site. B. The Parties agree that the development of the Projects requires the cooperation and commitment of all of the Parties to assist in identifying funding sources, reallocating the use of existing revenues, including T1F Revenues, and expanding the boundaries and extending the terms of the CRAs, all as hereinafter provided. NOW, THEREFORE, in consideration of the foregoing, the Parties agree as follows: 1. Recitals: The recitals are true and correct and are hereby incorporated into and made a part of this Agreement. 2. Agreement: The Parties agree to take all action necessary to accomplish the purposes of this Agreement, as hereinafter set forth, in a prompt and efficient manner. The parties acknowledge that the process of expanding the boundaries and extending the term of the OMNI and SEOPW CRAs, include the preparation and adoption of findings of necessity for the expanded areas and amendments to the corresponding redevelopment plans of the CRAs. The parties agree to cooperate and act expeditiously and in good faith in implementing the steps necessary to accomplish this purpose. 3. The OMNI CRA: The City, the County and the OMNI CRA agree to approve and execute an amendment (the "First Amendment to OMNI CRA Interlocal") in substantially the form attached hereto as Exhibit "A". The First Amendment to the OMNI CRA Interlocal provides the process the City, the OMNI CRA and the County will follow to extend the term of the OMNI CRA through 2030 and expand its boundaries to include Watson Island and Bicentennial Park. The City, the County and the OMNI CRA agree to cooperate and act expeditiously so as to present the finding of necessity and the amendment to the redevelopment plan to the Board of County Commissioners within 9 months following the execution of the First Amendment to OMNI CRA Interlocal. The City and the OMNI CRA agree to amend the redevelopment plan to include the projects listed below in their proposed amendment to the redevelopment plan and to propose using the amounts received by the OMNI CRA from the City and the County to fund those Projects required by it to fund in the manner described below. a. PAC (To the County for repayment of PAC Bonds and/or loans: in furtherance of such expeditious utilization of funds for the County's payment of debt service on the Performing Arts Center Bonds and/or Loans, the CRA shall remit to the COUNTY (a) on March 31, 2008 and every March 31st thereafter ending on March 31, 2012, the first $1.43 million of Increment Revenue (as such term is defined in the First Amendment) plus an amount equal to thirty-five percent (35%) of the amount by which the Increment Revenue from the Omni Community Redevelopment Area exceeds $1.43 million; and (b) commencing March 31, 2013 and every March 31 thereafter until March 31, 2027, including any additional time extensions beyond March 31, 2027, an amount equal to the greater of $1.43 million or thirty-five percent (35%) of the Increment Revenue from the Omni Community Redevelopment Area; provided, however, the amounts to be remitted by the CRA as calculated in accordance with subsections (a) and (b) shall not exceed $25 million in any fiscal year. The City and County acknowledge that these funds are necessary to provide for the City and County contributions to the Baseball Project. b. Port Tunnel: $88 million .(approximately) to be paid to the City in annual installments commencing upon substantial completion of the Port Tunnel Project through 2030. This amount will fund the City's contribution towards the Port Tunnel project. c. Museum Park: An amount necessary to fund $68 million for capital improvements to the park component of the Project, to be funded by the OMNI CRA and completed by the City by no later than January 2012, and an annual contribution to the park's capital expenditure fund of $2 million, payable commencing on the date of substantial completion of the park component of the Project through 2030. 4. Tourist Development Tax (TDT) and Convention Development Tax (CDT} funds: The Parties acknowledge that the OMNI CRA Amendment will result in an increase in the availability of CDT and TDT revenues for projects other than the PAC, which the parties agree to use for the Baseball Project and the Parking/Balance of Orange Bowl Site. The City and County agree that the implementation of the OMNI CRA Amendment will permit the County to release additional sufficient TDT and CDT dollars so that municipal bonds may be issued for the redevelopment of the Orange Bowl site as follows: a. ' The Baseball Protect: City: The City will fund $10 million from CDT revenues. County: The County will fund $88 million from TDT revenues and $10 million from tourist taxes (CDT or PST) revenues. b. Parking/Balance of Orange Bowl Site: The City will fund $50 million from CDT revenues. 5. The SEOPW CRA. a. The City and the SEOPW.CRA agree to generate a Finding of Necessity study to substantiate the expansion of the boundaries of the SEOPW district to include the geographic area described in Exhibit 'B" hereto. If the City and the SEOPW CRA each adopt a resolution, supported by data and analysis, which makes a legislative finding that the conditions in the area meet the criteria described in Section 163.340(7) or (8), the City and the SEOPW CRA agree to provide the County with the adopted Finding of Necessity study and resolutions for the Board's review and consideration, as set forth in Section 163.355, Florida Statutes. b. After making the legislative findings and adopting the Finding of Necessity study, the City and the SEOPW CRA agree to prepare and consider a resolution that approves, after a public hearing, an amendment to the Plan, which amendment shall (i) be in the form of the Amended 2004 Southeast Overtown/Park West Community Redevelopment Plan prepared by Dover, Kohl & Partners, but updated to include the projects proposed for the expanded boundaries; and (ii) extend the life of the SEOPW CRA to March 31, 2030; and (ii) expand the boundaries of the SEOPW District. tf the City and the SEOPW CRA each adopt a resolution that approves the amendment to the Plan and that recommends to the County their approval of the amendment to the Plan, they agree to provide the County with the adopted amendment for review and consideration by the Board of County Commissioners after a public hearing, as set forth in Section 163.361, Florida Statutes. c. Upon receipt of the adopted Finding of Necessity and amendment to the Plan the County agrees to review, comment, prepare and recommend for the Board's consideration the Finding of Necessity and amended Redevelopment Plan. The CRA shall report such proposed modification to the boundaries of the redevelopment area to each taxing authority in writing or by oral presentation, or both, as required by Section 163.361(3)(a), Florida Statutes. The City and the SEOPW CRA agree that, in accordance with the provisions of Section 163.361, Florida Statutes, the Board shall only consider approval of the Finding of Necessity and the amended Plan after the SEOPW CRA has complied with the provisions of Section 163.361(3)(a), Florida Statutes. d. The City and the SEOPW CRA understand that the process of reviewing the amended Redevelopment Plan will entail mutual cooperation from the County, City and SEOPW CRA, and that delays in the review process may delay when the Board consider the items. The City, the SEOPW CRA and the County agree that the approval of this Agreement by the parties does not constitute approval of those matters in the Finding of Necessity and the amendment to the Plan which require approval by the SEOPW CRA, the City Commission and the Board. Therefore, the parties agree that as a matter of theft sovereign power and legislative authority if the SEOPW CRA, the City Commission and/or the Board do not approve a resolution adopting the finding of necessity and/or the amendment to the Plan, the failure to approve such resolution or amendment to the Plan shall not be deemed an event of default under this Agreement and the parties shall not be liable to each other. e. The City, the County and the SEOPW CRA agree that commencing fiscal year .2017 and ending fiscal year 2030, the amount of TIF Revenues collected from the projects listed in Exhibit C budgeted annually for expenditure by the SEOPW CRA from the SEOPW CRA trust fund shall not exceed 50% of Increment Revenues collected from -such projects in such fiscal year and deposited in the SEOPW CRA trust fund for such year. The City, the County and the SEOPW CRA agree that the SEOPW CRA shall return the balance of the Increment Revenues (45%) collected from the projects listed in Exhibit C for such year to each taxing authority which paid the increment in the proportion that the amount of the payment of such taxing authority bears to the total amount paid into the trust fund by all the taxing authorities for that year. It is the primary intent of the City and the County that SEOPW CRA tax increment revenues on deposit in the SEOPW Trust Fund will be allocated by the SEOPW CRA towards the development of affordable housing and related infrastructure in the SEOPW CRA district. f. The County agrees that it shall begin to make a $20 million contribution to the City to be applied toward the funding of the Streetcar project upon the later of (i) September 30, 2017 or (ii) the receipt of the requisite approvals for the streetcar project by the State of Florida and the MPO. The County's Streetcar project contribution may be made in a lump sum or in annual installments sufficient to issue tax—exempt municipal bonds with a debt service coverage dictated by the market commencing on the date of substantial completion of the streetcar project. 6. Annual Budget. The County agrees to waive any claims it may have to approve the annual budget for the CRAs for fiscal years prior to the fiscal year commencing October 1, 2008. 7. Waiver of Administrative Fee. The County agrees to waive the 1.5% administrative fee chargeable to the CRAs. 8. Extension of Reverter. The County agrees to place an item on the agenda for the first meeting of the Board of County Commissioners in January 2008, considering an extension of the reverter date of the properties described in Exhibit "D" or a re -conveyance of said properties to the City, if the reverter has already occurred. 9. Time of the Essence: Time is of the essence in the performance of this Agreement. 10. Condition Subsequent: The County, the City and the Florida Marlins, L.P. (the "Team") agree that the funding commitments to the PAC, as set forth in this Agreement and in the First Amendment to OMNI CRA Interlocal, and to the New Orange Bowl, as contemplated herein, shall be void unless a binding agreement for the Baseball Project (the "Baseball Stadium Agreement") is executed, containing the following provisions: (i) Total Baseball Stadium cost will not exceed $515 million; (ii) Team's contribution to the Stadium cost shall not be less than $155 million; (iii) Team will not request more than 6,000 parking spaces at the new Orange Bowl Site; (iv) The Team, the City and the County shall act in good faith and will be reasonable in negotiating the Baseball Stadium Agreement. 11. Severability: If one or more of the provisions of this agreement shall be held contrary to any provision of law or be held invalid, then such provision or provisions shall be null and void and shall be separate from, and have no effect on, the remaining provisions which shall continue to be legal and valid. IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed as of the date first above written. Attest: BYi Priscilla A. Thompson, City Clerk Approved as to Form and Correctness Approved as to lnsur- e ' - • uirements City of Miami Pe•"ro ndez, City Manager r By: By: J • •� .L. Fernandez, City Attorn LeeAnn Brehm, Director, Risk Management /46".°41...' Attest: By: Approved as to Form and Legal Sufficiency: By: County Attorney Miami -Dade County Southeast Overtown Park West Community Redevelopment Agency By E �,:, • Omni Community Redevelopment Agency Approved as to form and correctness: By: Jorge L. Fernandez CRA General Counsel JOINDER Florida Marlins, L.P. joins in the execution of this Agreement to acknowledge its agreement to the provisions contained in Paragraph 10. Florida Marlins, L.P. B First Amendment to Interlocal Cooperation Agreement dated June 24, 1996 by and among Miami -Dade County, the City of Miami and the Community Redevelopment Agency for the Omni District This First Amendment to Interlocal Cooperation Agreement ("First Amendment") is made and entered into this day of , 2007 by and among Miami -Dade County, a political subdivision of the State of Florida (the "County"), the City of Miami, a municipal corporation of the State of Florida (the "City") and the Community Redevelopment Agency for the OMNI district, a public body corporate and politic (the "CRA"). WITNESSETH WHEREAS, pursuant to Resolution No. R-280-96 adopted by the Board of County Commissioners of Miami -Dade County (the "Board") on March 19, 1996, the Board approved the terms and execution of an Interlocal Cooperation Agreement by and among the County, the City and the CRA (the "Interlocal"), which Interiocal was dated June 24, 1996 and contained provisions for the CRA to make certain payments to the County for the purpose of paying debt service on the Performing Arts Center Bonds; and WHEREAS; the Interlocal obligates the CRA to pay the first $1.43 million of tax increment fund revenues collected each year to the County for the payment of the County Debt Service Payment, which obligation ceases when the Performing Arts Center Bonds are no longer outstanding; and WHEREAS, construction costs for the Performing Arts Center have escalated and exceeded the estimated budget at the time of the original Interlocal; and WHEREAS, the County has issued additional Performing Arts Center Bonds and has borrowed funds pursuant to one or more loan agreements ("Loans") for the purpose of funding such higher construction costs of the Performing Arts Center; and WHEREAS, the County, the City, and the CRA recognize that the Performing Arts Center has been an enormous catalyst and remains such in attracting significant development and private investment to the City's Omni district; and WHEREAS, the catalytic impact of the Performing Arts Center to the Omni district has contributed to the substantial growth of the Omni district's tax roll which will provide resources for important future projects; and WHEREAS, the County, the City, and the CRA desire to provide additional tax increment revenues from the CRA for the purpose of paying debt service on all outstanding Performing Arts Center Bonds and Loans and to fund other CRA projects; and WHEREAS, the County, the City, and the CRA agree that the First Amendment to the Omni Community Redevelopment Plan, as supplemented by Addendum II, was approved by the Board on April 8, 1997; therefore, the tern of the Omni District shall expire on September 30, 2027; and WHEREAS, the County, the City, and the CRA acknowledge their interest and the benefits of further extending the life and expanding the boundaries of the Omni district to, among other things, include infrastructure, the Port Tunnel and Museum Park projects; and WHEREAS, the County, the City, and the CRA acknowledge that, in order to expand the boundaries of the Omni District, it will be necessary to prepare and adopt a finding of necessity for the expanded area and amend the Community Redevelopment Plan for the Omni district (the "Plan"); and WHEREAS, the County, the City and the CRA acknowledge that the steps and corresponding period of time necessary to expand the boundary of the Omni district vary and agree to cooperate, act expeditiously and in good faith in implementing the steps, NOW THEREFORE, THE COUNTY, THE CITY AND THE CRA AGREE AS FOLLOWS: I. The recitations set forth above are true and correct and adopted as part of this First Amendment. II. All terms in capitalized form, unless otherwise defined in this First Amendment, shall have the same meaning as ascribed to them in the Interlocal. III. The Interlocal dated June 24, 1996, attached and made a part of this First Amendment is amended in the following respects: A. Article II, Section C, Project Financing, Subsection 1. is amended and restated to read as follows: The CRA shall administer and manage the Fund as required by law and develop and promulgate rules, regulations and criteria whereby the Fund may be promptly and effectively administered, including the establishment and the maintenance of books and records and adoption of procedures whereby the COUNTY may, expeditiously and without undue delay, utilize such funds in accordance with the COUNTY approved budget for the Performing Arts Center, and whereby the CRA may, expeditiously and without undue delay, utilize the funds other than those dedicated to the County for the purpose of paying debt service on the Performing Arts Center Bonds and/or Loans, in accordance with the COUNTY approved budget for those ,aspects of the PROJECT not related to the Performing Arts Center. In furtherance of such expeditious utilization of funds for the County's payment of debt service on the Performing Arts Center Bonds and/or Loans, the CRA shall remit to the COUNTY (a) on March 31, 2008 and every March 3151 thereafter ending on March 31, 2012, the first $1.43 million of Increment Revenue (as such term is defined in this paragraph) plus an amount equal to thirty-five percent (35%) of the amount by which the Increment Revenue from the Omni Community Redevelopment Area exceeds $1.43 million; and (b) commencing March 31, 2013 and every March 31 thereafter until March 31, 2027, an amount equal to the greater of $1.43 million or thirty-five percent (35%) of the Increment Revenue from the Omni Community Redevelopment Area; provided, however, the amounts to be remitted by the CRA as calculated in accordance with subsections (a) and (b) shall not exceed $25 million in any fiscal year. "Increment Revenue" means all the Increment revenue (as such term is defined in Section 163.340(22) and calculated using ninety-five percent (95%) in the calculation pursuant to Section 163.387(1), Florida Statutes (2006)) from the Omni District (including any expanded boundaries). Exhibit A to this Amendment contains examples of the operation of this clause. The amounts to be remitted by the CRA in accordance with this Section shall be used for the purpose of paying debt service on all Performing Arts Center Bonds and/or any Loans (the "County Debt Service Payment"). The CRA's last payment to the County of the amounts set forth above shall occur on March 31, 2027. The parties agree that the term of the Omni District and the CRA shall expire on September 30, 2027 and all remaining funds on deposit in the Fund shall be remitted to the applicable taxing authorities as provided in the Act. If the County sells any additional Performing Arts Center Bonds or incurs any additional Loans with regard to the Performing Arts Center, the COUNTY shall ensure that all documentation relating to such Bonds or Loans shall limit the liability of the CRA to the amounts due from the CRA to the County as provided in this Agreement.. The CRA shall be annually compensated for all administrative services rendered with respect to any and all aspects of the PROJECT subject to availability of revenue in the Fund. Such administrative expenses payable out of the Fund shall be capped at an amount not to exceed twenty percent (20%) of the annual budget approved by the COUNTY. C. Article II, Section C, Project Financing, Subsection 4. is amended and restated to read as follows: The CRA may issue bonds and/or incur indebtedness required to finance the PROJECT provided such bonds and/or indebtedness is subordinate to all Performing Arts Center Bonds and/or Loans; provided, however, such subordinate bonds and/or indebtedness shall mature not later than September 30, 2027. The subordination of bonds and/or indebtedness issued by the CRA referred to in the preceding sentence shall relate to the amount of Increment Revenue reserved for the COUNTY pursuant to the provisions of Article II, Section C, subsection 1 above. Prior to the issuance of any bonds or the incurrence of any indebtedness, the COUNTY shall review and approve all related documents and agreements. The CRA shall not withhold the payment to the County of the amount of Increment Revenue reserved for the COUNTY pursuant to the provisions of Article II, Section C, subsection 1 above for any reason, notwithstanding any other activities, actions, claims, or causes of action related to the PROJECT. Add Article VI titled Other Provisions to read as follows: A. Amendment to Plan. (a) The City and the CRA agree to generate a Finding of Necessity study to substantiate the expansion .of the boundaries of the Omni district to include a geographic area, which will. include Bicentennial Park and Watson Island. If the City and the CRA each adopt a resolution, supported by data and analysis, which makes a legislative finding that the conditions in the area meet the criteria described in Section 163.340(7) or (8), the City and the CRA agree to provide the County with the adopted Finding of Necessity study and resolutions for the Board's review and consideration, as set forth in Section 163.355, Florida Statutes. (b) After making the legislative findings and adopting the Finding of Necessity study, the City and the CRA agree to prepare and consider a resolution that approves, after a public hearing, an amendment to the Plan, which amendment shall (i) extend the life of the CRA to March 31, 2030; and (ii) expand the boundaries of the Omni District; and (iii) to add the Port Tunnel and the Museum Park as projects eligible for tax increment financing. If the City and the CRA each adopt a resolution that approves the amendment to the Plan and that recommends to the County their approval of the amendment to the Plan, they agree to provide the County with the adopted amendment for review and consideration by the Board of County Commissioners (the "Board") after a public hearing, as set forth in Section 163.361, Florida Statutes. (c) Upon receipt of the adopted Finding of Necessity and amendment to the Plan the County agrees to review, comment, prepare and recommend for the Board's consideration the Finding of Necessity and amended Redevelopment PIan. The CRA shall report such proposed .modification to the boundaries of the redevelopment area to each taxing authority in writing or by oral presentation, or both, as required by Section 163.361(3)(a), Florida Statutes. The City and the CRA agree that, in accordance with the provisions of Section 163.361, Florida Statutes, the Board shall only consider approval of the Finding of Necessity and the amended Plan after the CRA has complied with the provisions of Section 163.361(3)(a), Florida Statutes. (d) The City and the CRA understand that the process of reviewing the amended Redevelopment Plan will entail mutual cooperation from the County, City and CRA, and that delays in the review process may delay when the Board consider the items. B. Limitations on Approvals. The City, the CRA and the County agree that the approval of this Agreement by the parties does not constitute approval of those matters in the Finding of Necessity and the amendment to the Plan which require approval by the CRA, the City Commission and the Board. Therefore, the parties agree that as a matter of their sovereign power and legislative authority if the CRA, the City Commission and/or the Board do not approve a resolution adopting the finding of necessity_ and/or the amendment to the PIan, the failure to approve such resolution or amendment to the Plan shall not be deemed an event of default under this Agreement and the parties shall not be liable to each other. C. Annual Bodet. The County agrees to waive any claims it may have to approve the annual budget for the Omni District for fiscal years prior to the fiscal year commencing October 1, 2008. D. Waiver of Administrative Fee. The County agrees to waive the 1.5°/Q administrative fee chargeable to the Omni District. IV. In all other respects, the Interlocal Cooperation Agreement is ratified and confirmed. V. In the event of any conflict between the Interlocal Agreement and this First Amendment, the terms of the First Amendment shall control. VI. The City, the CRA and the County agree that the CRA's funding commitment to the County for County Debt Service Payment, as set forth in Section III, A. of this First Amendment, shall be void unless a binding Baseball Stadium Agreement between the County, the City and the Florida Marlins is executed, containing the following provisions: A. The total baseball stadium cost will not exceed $515 million; B. The Florida Marlin's contribution to the stadium cost shall not be less than $155 million; C. The Florida Marlins will not request more than 6,000 parking spaces at the new Orange Bowl site. D. The Florida Marlins, the City and the County shall act in good faith and will be reasonable in negotiating the aforementioned Baseball Stadium Agreement, IN WITNESS WHEREOF, the parties have caused this First Amendment to be executed in their names by their duly authorized officers, all as of the day and year first above written. City of Miami, a municipal corporation Miami -Dade County, a political subdivision of the State of Florida of the State of State of Florida By: By: Pedro G. Hernandez George Burgess City Manager City Manager ATTEST: By: By: Priscilla A. Thompson, City Clerk Deputy CIerk Approved as to form and correctness: Approved as to form and legal sufficiency: By: By: Jorge L. Fernandez i City Attorney County Attorney Omni Redevelopment District Community Redevelopment Agency, of the City of Miami, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes ("CRA") By: James H. Villacorta, Executive Director ATTEST: Approved as to form and legal sufficiency: By: By: Priscilla A. Thompson Jorge L. Femandez Clerk of the Board CRA General Counsel EXHIBIT "A" TO First Amendment to Interlocal Cooperation Agreement dated June 24, 1996 by and among Miami -Dade County, the City of Miami and the Community Redevelopment Agency for the Omni District Assume: Then: EXAMPLE 1 i. Payment is due March 31, 2008. ii. Increment Revenue is equal to $12,000,000. The CRA shall remit to the County the total of: (a) $1,430,000; plus (b) 35% multiplied by ($12,000,000 minus $1,430,000) or 35% multiplied by $10,570,000 (which is an amount equal to $3,699,500). Therefore the amount the CRA shall remit to the County on March 31, 2008 is equal to $1,430,000 plus $3,699,500 or $5,129,500. Assume: Then: EXAMPLE 2 (1) Payment is due March 31, 2012. (2) increment Revenue is equal to $15,000,000. The CRA shall remit to the County the greater of: (1) $1,430,000; or (2) 35% multiplied by $15,000,000 (which is an amount equal to $5,250,000). Therefore, the amount the CRA shall remit to the County on March 31, 2012 is equal to $5,250,000. EXHIBIT "B" PROPOSED SEOPW CRA EXPANDED BOUNDARIES [attached] k'1,:1. lr a ID T 1 -1 • DUJ. w E' i.iitiir IIII{€1a vial l III! � g ' I1 m .1IIIIII I ! nf1111TiT81AI111[CH--llllllJ f111k71 ` nkIlR'~� ! -rta IE cum 1H P. 5 cia.f 11s ¢ipanal -melt 11 �l� li -- lflkll� mil ,ti: aIll llles _stL,. d ItIE Ilr"Iit11j al®llti :I l lib's y.k p Illla Vi mpg !WI IA�: Ilatt� �11I1e 13�w11❑Ee-� I ttT i'1� 1 Mom, ad1I tE aeeselslosll�lssseea eree�-{?"'�ofllfl ■1ERA111>t! IH■1EIf1/111IM+ " • i .CRA-Boundary Study Options / Edam SaWlaad 13svtya�e 1 pack Wa[.CRA Boundary nortc r East Coss) RalYpad CPIan R1-A2 Oka Pi. o a Map 3 Option 111.. ROG •-- a mm zl7 EXHIBIT "C" [attached] LARGE SCALE DEV1 PMENT REPORT SEOM Name Type of Permit Locational information Address Description Cast (est) C R.A Construction D lit (Y/N ) Reties Date Status Permit Date BuddintiPermils Permit Number C.O. Date C.O. Number TT6t...-.:E..A.TI;1.,:1,...4%lV1,.at.,.r,,?,lf-,c,.(.,:tC.;9tfi9:);;ii4,,.-i.,r., :yix,,,A524dT ;,,.t114,..P.46!",.:.:' 1.1,:4t9..PI,c?4Y,AR..,,,1..5P1-004:1..7,..,.),0fd.';0',,,,z::i'',i,.,.: ....7;,•:..I!t446096:41,..3.!..:7:6:21A;,1T,05bl;e..9,122,1...ff.,.ty74;..,,:981,:,::::.47,1:9,...1:4,4.,',.,„..,. .i,., .17 " . ;'P.P.'fL,59:?,‘,i,....!'.;A.:0':',..,. I' ,..7,,5t.:96..4,.:9k,p.i,,':•::, ),„,,..:,„. ..—;. ..!?.4.2..,p ..i.*,.i..<* aT". • . • 1315.0+.,racwO*20i..1...iyir,cy. ..,I...101.;.,-,,,,1,-...7-fa,61,-(1, ,,,ii.ifrK.34...• .;,,Lovip:5?,..p;:' in. „961lA'i $4.: 99.0,D,Isidipel4m4evacck,": :.....cit,',. r. •'!",?7,..'"Iff.t`',11"7.7.I...,.ii:'.7tysix,`,"i,'.":".1:•iv' Ma>.ted..UsetteSIdential,wccesid,,/..-,'SI . Pr-fttd79't leta0 g4 rifrYze. '!,'?42".'il',',.:'''.:.: .:'' .'. l'*:: :..i,SEORYI:',..: ,..'''', 6.t:"..: :''',!:47.':`:r.. ,,, , ,i,'.3436.1,958'.7-.79V.: "7i;.. , t.• ". 'i.- - Y,-04,i.;;":"''JAII.";,5-' PO0503f. .."..,.,,-.t, 4',4 4:434,'`ll':ho's..;:r ;'';:"I.;'''';%il','.; j.,...k ,.7'..7.01.*;:A%-:•.,,,'d-, ,..;:',..4.,-'0?......,..!i,,O,.',.;',. :7,, ,',...;,:!;isEotpw;Pi,,t.,n,:,:.:: ,,.'; : ...,.:: ,....,,,:=.:....,,,E,...A.,y,.1 .z '...p.'40,241 57_0 i,ti 9,.„..i:,.._...&, , ..„,..z...:.p.. .7..,..,..:..,,,,....., • ii" f ' ''• ,i. - , •: .23,-99141,3•,r,r•t ill ' '' '. ' '..'i ....7:.k ..'':'74.'"' ;V0342094: ••,:fkag..x_i Via'Ilf.";'' 'f,5..c..'",:;•g!:i:'.`,-:;:- " Overlowit Transit Village :,'..,,' v'.:).1DT'..,, 601-799 NW l CouriBinetroraill ' .., Mixed Useloint development with . • • SEO/PW, .: : Exerript • 761.206.308 UNDER CONSTRUCTION ' _ - i • •.. • 1600 Biscayne , .,..r. ,; • • ' .:? • , . MUISP:" • • 666 Biscayne Blvd; 21.5 NE 6 Street Mixed Use: Residential & Retail ' ' • ' SEO/PW ,. . ' 525,761,7.94 i'. • . ... " Approved , v ". • , . ...... i'.. Lync.Village & Lyric Oaks MOSP 919 NW 2 Avenue . Residuntatl condos (i, inane 59 units) Tovathoines (oaks 4 2 Ur(S) ' SEOIPW 5,200,000 Approved - Maiquis (1109 Eliskriyriei.; Boutevrd) ',I,' ,",. ' 341,JSP,',"'. I l00113iStaryaegoiuleiraid ,','' '•". v.'",. '- -in , Mixed Use Residential &Retail : .... ,.,. , '.SEO/PW • ' ' • ,... v•ii ' `,275960.1.40. .. SEOPW 6 . ,,V 2771anLe5. ., t ::. ',; — Apiaerred ,':,,i;;..i.;. , ••". , L1DRB (.10-; 2kdri_Q473)1.2..6-;; ,',."',;• ' '... ,,. v- • Marquit West ', ",i , MUSP ' t27 NE it. Street , . , ' Mixed Use Residential & Retail (2 .. SEO/PW -.. ' 17.5,000,000 , . . 23-Mar-06 . ' . ' , • .., .. , . . ..,. Approved , •, . . . . . . , Paramount Park (700 -.,.. :".4 • '.. MUSP' 700iscity6e Blvd : - , Mixed Use: Residentail. Retail, Office& SEWPW , . ,. . 284,637,500. ,,.. 2 1.263.559,434 APPROVED ! •.... , ...-: Mixed Use.„Office & Retail ' :. i'. ', .1. I SEOPPW. !..:,: . 24,750,000 r.;: 2 24.750,000 APPLICATION ' Office Building MUSP SEOPw 27 NE 911 Street Office Paulding SEOIPW . . Crosswinds (Sawyer's Walk) . . . ' •:. , . ' MU 249-263 NW 6 St; 160 NW 7 Si; 112 NW 8 St; 21,8.NW 6 St. - Mixed LiseResidentai! & Retail (4 buildings) .. , SEOPIW . 258.988,5n0 . . Prelim. . .. . . Miami Ana/Arena Adventrure LLC 72i NW lst Avenue SEOP1W 260,073,025 Fla gler Development. Co. .. 650 NW 1st Avenue ' S EOM,' 87,237,700 Ylaglet Development Co 430 NW 1st Avenue SEOP/W 148,209,600 5 .... _ . . ... .. .. . — __ . _ 27o.936.5D0 PRELIMINARY ' SEO/PW 7.765,024,567 ...0.1;st.9.1tpfetea tikto.«,49*.7opflp - • Assumoduto bo completed by Domb 201.010 be isseluded in ianuari. 01 1 ivafr. FY 2012 988 500 Assumed to be completed by December 2011 to be included in January 201.2 roll for FY 2013 operations 435,520,325 Assumed to be completed by December 2012 to be encluded in January 2013 roll for FY 2014 operations Astumed tolienoropleted by.DecesnbCr3013ici be included 10 lafluaty 2014 roll for FY 21:1115diXistiiiiiS'':: Too preliminary for inclusion 0 .015,349,294 18,000,000 Total $2,765,024,567 1 of 1 EXHIBIT "D" PARCEL "A": CERTAIN LOTS IN BLOCK 36 OF P.W. WHITE'S RE -SUBDIVISION: Lots 1, 2, 3, 6, 7, 8, 9, 10, 11, 14, 15, 16, 17, 18, 19, 22, 23, 24, 26, 27, 30, 31, 32, 33, 34, 35, 38, 39, 40, 41, 42, 43, 46,47 and 48 in Block 36 of P.W. WHITE'S RE - SUBDIVISION, according to the Plat thereof, recorded in Plat Book 'B' at Page 34 of the Public Records of Miami -Dade County, Florida; LESS that portion thereof lying within the Metropolitan Dade County MetroraiI right-of-way which is described as follows: Begin at the Southeast corner of said Block 36; thence run S 87°46'59" W, along the South line of said Block 36, for a distance of 1.53 feet; thence run N 04°44'53" W for a distance of 187.90 feet to a point of intersection with the arc of a circular curve concave to the Southwest, the center of which bears S 82°00'08" W from said point of intersection; thence run Northwesterly along the arc of said circular curve concave to the Southwest, having a radius of 987.00 feet, through a central angle of 06°39'50", for an arc distance of 114.79 feet to the point of intersection with the North line of said Block 36; thence run N 87°'46' 14" E, along the North line of said Block 36, for a distance of 27.71 feet to the Northeast corner of said Block 36; thence run S 02'16'19" E, along the East line of said Block 36, for a distance of 301.01 feet to the Point of Beginning. PARCEL "B": BLOCK 45N OF A.L. KNOWLTON'S MAP OF MIAMI: Lots 1 through 12 inclusive in Block 45N of A.L. KNOWLTON'S MAP OF MIAMI according to the Plat thereof, as recorded in Plat Book 'B' at Page 41 of Public Records of Miami -Dade County, Florida. PARCEL "A": BLOCK 56N OF A.L. KNOWLTON'S MAP OF MIAMI: Lots 1 through 12 inclusive in Block 56N of A.L. KNOWLTON'S MAP OF MIAMI according to the Plat thereof, as recorded in Plat Book 'B' at Page 41 of Public Records of Miami -Dade County, Florida. ors Document GLOBAL AGREEMENT 12-18-07 as amended