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Item #03 - Ordinance
ORDINANCE NO. 7545 AN ORDINANCE AUTHORIZING THE ENLARGEMENT AND EXPANSION OF THE ORANGE BOWL AND, FOR PAYING THE COST OF SUCH CONSTRUC- TION, THE ISSUANCE OF SPECIAL OBLIGATION BONDS OF THE CITY, PAYABLE SOLELY FROM FRANCHISE REVENUES AND THE REVENUES OF THE ORANGE BOWL., SUBJECT TO CERTAIN PRIOR PLEDGES THERE- OF; PROVIDING FOR THE ISSUANCE OF ADDITIONAL SPECIAL OBLI- GATION BONDS OF THE CITY FOR PAYING THE COST OF CAPITAL IM- PROVEMENTS; PROVIDING THAT SUCH BONDS SHALL NOT CONSTITUTE A DEBT OF THE CITY OR A PLEDGE OF ITS FAITH AND CREDIT; PRO- VIDING FOR THE CREATION OF CERTAIN SPECIAL FUNDS; PLEDGING TO THE PAYMENT OF THE PRINCIPAL OF AND THE INTEREST ON SUCH BONDS, A SUFFICIENT AMOUNT OF THE FRANCHISE REVENUES AND REVENUES OF THE ORANGE BOWL; SETTING FORTH THE RIGHTS AND REMEDIES OF THE HOLDERS OF SUCH BONDS; AND DECLARING, BY A FOUR -FIFTHS (4/5) VOTE OF THE MEMBERS OF THE COMMISSION, THAT THIS ORDINANCE IS AN EMERGENCY MEASURE ON THE GROUND OF URGENT PUBLIC NEED FOR THE PRESERVATION OF PEACE, HEALTH, SAFETY OR PROPERTY. WHEREAS, the City of Miami bas for many years owned and operated a municipal stadium within the corporate limits of the City, commonly known as the "Orange Bowl", and in order to meet the increasing demands for its services and facilities the City has from time to time enlarged and Im- proved the stadium; and WHEREAS, to pay a part of the cost of such enlargements and improvements the City issued Stadium Enlargement Revenue Certificates of Indebtedness in the aggregate principal amount of S250,000, dated July 1, 1949 and payable without interest on July 1, 1971, and Stadium Enlargement Revenue Certificates of Indebtedness, Series B, in the aggregate principal amount of S125,000, dated June 1, 1950 and payable without interest on June 1, 1975, and S115,000 of said certificates payable on July I, 1971 and all of said certificates payable on June 1, 1975 are now outstanding and unpaid (hereinafter sometimes called the "Revenue Certificates"), and for their payment the net revenues of the Orange Bowl are pledged; and WHEREAS, in view of the constantly increasing requirements for additional seats and other ''improvements, it is necessary to proceed immediately to enlarge and expand the Orange Bowl; and WHEREAS, on February 3, 1954, the Commission of the City of Miami duly adopted Ordinance No. 4974 granting to the Florida Power & Light Company (hereinafter sometimes called the "Com- pany"), a corporation organized and doing business under the laws of the State of Florida and having its principal office in the City of Miami, its successors and assigns, an electric franchise for a pe- riod of thirty (30) years from the date of the acceptance thereof by the Company, under the provisions of which the Company will pay to the City on each July 1 during the grant an amount (hereinafter sometimes called the "franchise revenues") which when added to the amount of all taxes, licenses, and other impositions (except amounts for assessments for special benefits, such as sidewalks, street -paving and similar improvements) levied or imposed by the City upon said Company's electric property, business or operations and those of its electric subsidiaries for the preceding calendar year, will equal six per centum (6%) of the Company's gross revenues from the sale of electrical energy to residential and commercial customers within the corporate limits of the City for the twelve (12) fiscal months preceding the applicable anniversary date; and WHEREAS, said Ordinance was approved by a majority of the qualified voters of the City of Miami voting at a special election held for that purpose on March 30, 1954, and was accepted by the Florida Power & Light Company on March 31, 1954 (bereinabove called the "anniversary date"); and WHEREAS, for the purpose of paying the cost of certain Capital Improvements (as defined in Ordinance No. 5090, which was adopted by the City Commission on July 22, 1954) the City bas is- sued from time to time Special Obligation Capital Improvement Bonds payable solely from franchise revenues, and S7,935,000 of said bonds are now outstanding and unpaid (hereinafter sometimes called the "Capital Improvement Bonds"); and WHEREAS, the only means of financing such enlargement and expansion of the Orange Bowl is by the issuance of special obligation bonds of the City payable solely from available franchise revenues and the revenues of the Orange Bowl; and WHEREAS, the City Commission may desire to finance additional Capital Improvements from such revenues; now, therefore, BE IT ORDAINED BY THE COMMISSION OF THE CITY OF MIAMI: ARTICLE I DEFINITIONS SECTION 101. In addition to words and terms elsewhere defined in this Ordinance, the fol- lowiag words and terms es used in this Ordinance shall have the following meanings, unless some other meaning is plainly intended: 1• +�R The term "Capital Improvement" shall mean any improvement, facility or structure, including any necessary land and equipment, fot which the City may raise or approptiate money, except for maintenance and repairs. The word "City" shall mean The City of Miami, a municipal corporation in Dade County, Florida. The term "City Commission" shall mean the Commission of the City of Miami or the board or body in which the general legislative powers of the City shall be vested. The word "Company" shall mean the Florida Power & Light Company, or its suc• cessors and assigns, or any corporation with or into which said Company may be merged or consolidated, or to which the assets and business of said Company or its electric property, business or operations is the City of Miami may be sold or to which said electric franchise may be assigned. The word "cost", as applied to the Project, shall embrace, without intending thereby to limit or restrict any proper definition of such word, the cost of acquisition or construction and all obligations and expenses and all items of cost which are set forth in Section 402 of this Ordinance. The term "Current Expenses" shall mean the City's reasonable and necessary cur- rent expenses of maintenance, repair and operation of the Orange Bowl, including, without limiting the generality. of the foregoing, all ordinary and usual expenses of maintenance, repair and operation which may include expenses not annually recurring, all administrative expenses, engineering expenses relating to maintenance, repair and operation, fees and ex- penses of the Paying Agents, legal expenses, fees of consultants, and any other expenses required to be paid by the City under the provisions of this Ordinance, but shall not include any reserves for extraordinary maintenance or repair, or any allowance for depreciation, or any deposits co the credit of the special fund hereinafter created and designated "Orange Bowl Special Obligation Bonds Interest and Sinking Fund". The term "daily newspaper" shall mean a newspaper regularly published in the Eng- lish language on each business day in each calendar week excluding Saturdays. The word "Depositary" shall mean any bank or trust company duly authorized by law to engage in the banking business and selected by the Director of Finance as a depositary of moneys under the provisions of this Ordinance. The term "fiscal year" shall mean the period commencing on the first day of October and ending on the last day of September of the following year. The term "franchise revenues" shall mean the sums payable to the City on July 1 in each year by the Company under the provisions of Ordinance No. 4974, granting an electric franchise to the Company, as recited in the preambles of this Ordinance. ✓ • The term "Government Obligations" shall mean direct obligations of the United States of America. The term "Interest and Sinking Fund" shall mean the Orange Bowl Bonds Interest and Sinking Fund, a special fund created and designated by the provisions of Section 501 of tbia Ordinance. The term "Paying Agents" shall mean the banks or trust companies at which the principal of the bonds (unless registered) and the interest on the bonds not registered as to both principal and interest shall be payable. The word "Project" shall embrace the enlargement and expansion of the Orange Bowl and shall include the construction of an upper deck for the West Stands of the Orange Bowl to provide approximately 4,800 additional seats, cbe construction of a new press box along the back of the upper deck of the South Stands and the installation of a new elevator, the ac- quisition of necessary land for additional parking facilities, and the installation of approxi- mately 500 chair seats in the aisle between rows 17 and 18. The word "Revenues", as applied to the Orange Bowl, shall mean all moneys re- ceived by the City for the use o4 and for the services and facilities furnished by, the Orange Bowl. • The word "Series" shall mean either the bonds issued under the provisions of Sec- tion 208 of this Ordinance or the bonds issued at any one time under the provisions of Sec- tion 209, Section 210 or the second paragraph of Section 211 of this Ordinance. SECTION 102. Words of the masculine gender shall be deemed and construed to include cor- relative words of the feminine and neuter genders. Unless the context shall otherwise indicate, the words "bond", "coupon", "owner", "bolder", "person", "firm" and "corporation" shall include the plural as well as the singular number. The word "person" shall include corporations, firms, as- sociations and public bodies, as well as natural persons, and the word "holder" or "bondholder" when used herein with respect to bonds issued hereunder shall mean the bolder or registered owner, as the case may be, of bonds at the time issued and outstanding hereunder. The word "registered" shall have no application to bonds registered to bearer. 2 ARTICLE II AUTHORIZATION, FORM, EXECUTION, DELIVERY AND REGISTRATION OF BONDS SECTION 201. The enlargement and expansion of the Orange Bowl, as hereinabove set forth (called the "Project"), is hereby authorized and, for the purpose of providing funds for paying the cost of the Project, there shall be issued special obligation bonds of the City in the amount and sub- ject to the conditions hereinafter provided in Section 208 of this Article. The principal of and the in- terest on all such bonds and all additional bonds issued under the provisions of this Ordinance shall be payable solely from the Interest and Sinking Fund, and all of the covenants, agreements and pro- visions of this Ordinance shall be for the benefit and security of all and singular the present and fu- ture holders of the bonds and interest coupons so issued, without preference, priority or distinction as to lien or otherwise, except as otherwise hereinafter provided, of any one bond over any other bond. SECTION 202. The bonds of each Series issued under the provisions of this Ordinance shall be in the denomination of Five Thousand Dollars (S5,000) each, shall be numbered consecutively from 1 upwards, shall bear interest from their date until their payment at a rate or rates not exceeding six per cesium (6%) per annum, such interest to the respective maturities of the bonds being payable semi-annually on the 1st days of March and September in each year, shall be dated, shall be stated to mature (in numerical order, lowest numbers first) in annual instalments on September 1, and may be made subject to redemption prior to their respective maturities, all as hereinafter provided. Both the principal of and the interest on the bonds shall be payable in any coin or currency of the United States of America which on the respective dates of payment thereof is legal tender for the payment of public and private debts. The principal of the bonds, unless registered, and the in- terest on bonds not registered as to both principal and interest shall be payable at The First National Bank of Miami, in the City of Miami, Florida, or, at the option of the holder, at the principal office of The Chase Manhattan Bank (National Association), in the Borough of Manhattan, City and State of New York. Payment of the interest on the bonds to the respective maturities thereof shall be made only upon presentation and surrender of the coupons, if any, representing such interest as the same respectively become due; or, if any bond shall be registered as to both principal and interest, pay- ment of the interest on such bond en any interest payment date shall be made to the person appearing on the registration books of the City hereinafter provided for as the registered owner thereof, such in- terest to be paid by check or draft mailed to the registered owner at his address as it appears on such registration books. The principal of any bond registered as to principal alone or as to both prin- cipal and interest shall be payable upon the presentation and surrender thereof at the principal of- fice of the Paying Agent in the City of Miami. SECTION 203. The bonds shall be signed by, or bear the facsimile signature of, the Mayor of the City and shall be signed by, or bear the facsimile signature of, the City Clerk, and a facsimile of the corporate seal of the City shall be imprinted on the bonds; provided, however, that each bond shall be manually signed by at least one of said officers. The interest coupons to be attached to the bonds shall be executed with the facsimile signature of the City Clerk. In case any officer whose signature or a facsimile of whose signature shall appear on any bonds or coupons shall cease to be such officer before the delivery of such bonds, such signature or such facsimile shall nevertheless be valid and sufficient for all purposes the same as if he had remained in office until such delivery, and also any bond may bear the facsimile signature of, or may be signed by, such persons as at the actual time of the execution of such bond shall be the proper officers to execute such bond although at the date of such bond such persons may not have been such officers. The bonds issued under the provisions of Section 208 of this Article and the interest coupons to be attached thereto, and the pro- visions for registration and reconversion and the statement of validation to be endorsed on the bonds shall be, respectively, substantially in the following forms, with such variations, omissions and in- sertions as are required or permitted by this Ordinance: (Form of Bonds) No United States of America State of Florida County of Dade THE CITY OF MIAMI $5,000 Orange Bowl Special Obligation Bond The City of Miami (herein called the "City"), a municipal corporation in the County of Dade, Stare of Florida, for value received, hereby promises to pay, solely from the special fund provide therefor as hereinafter set forth, to the bearer or, if this bond be registered, to the registered own hereof on the lsc day of September, 19 .. (or earlier as hereinafter referred to), the principal sum FIVE THOUSAND DOLLARS and to pay, solely from said special fund, interest thereon from the date hereof at the rate of .. . per ceatum ( %) per annum until payment of s principal sum, such interest to the maturity hereof being payable semi-annually on the 1st days liarcb and September in each year. Both the principal of and the interest as this bond are payabl 1 any coin or currency of the United States of America which on the respective dates of payment there- of is legal tender for the payment of public and private debts. The principal of this bond, unless reg- istered, and the interest hereon, unless this bond be registered as to both principal and interest, are payable at The First National Bank of Miami, in the City of Miami, Florida, or, at the option of the holder, at the principal office of The Chase Manhattan Bank (National Association), in the Bor- ough of Manhattan, City and State of New York (herein called the "Paying Agents"). Payment of the interest on this bond to the maturity hereof will be made only upon presentation and surrender of the coupons, if any, representing such interest as the same respectively become due; or, if this bond be registered as to both principal and interest, payment of the interest on this bond on any interest payment date will be made to the person appearing on the bond registration books of the City as the registered owner hereof, such interest to be paid by check or draft mailed to the registered owner at his address as it appears on such registration books. The principal of this bond if registered as to principal alone or as to both principal and interest is payable upon the presentation and surrender hereof at the principal office of the Paying Agent in the City of Miami. This bond shall not be deemed to constitute a debt of the City or a pledge of the faith and credit of the City, but shall be payable solely from the special fund provided therefor. The City is not obligated to pay this bond or the interest hereon except from such special fund, and the faith and credit of the City are not pledged to the payment of such principal or interest. The issuance of this bond shall not directly or indirectly or contingently obligate the City to levy or to pledge any razes whatever therefor or to make any appropriation for the payment of this bond or the interest hereon except from such special fund. This bond Is one of a duly authorized series of special obligation bonds of the City known as `Orange Bowl Special Obligation Bonds", consisting of bonds maturing in annual instalments on September 1 in the years 1968 to 1982, inclusive, all of like date and issued for the purpose of pro- viding funds for paying the cost of enlarging and expanding the Orange Bowl (as defined in the Ordi- nance hereinafter mentioned). All of the bonds of this series are issued under and pursuant to an ordinance (herein called the "Ordinance") duly adopted by the Commission of the City on 1967, ref- erence to which is hereby made for the provisions, among others, with respect co the custody and application of the proceeds of bonds issued under the Ordinance, the collection and disposition of revenues, the fund charged with and pledged to the payment of the interc:.t on and the principal of the bonds, the nature and extent of the,security, the rights, duties and obligations of the City under the Ordinance and the rights of the holders of the bonds, and, by the acceptance of this bond, the bolder hereof assents to all the provisions of the Ordinance. The Ordinance provides for the issuance of additional special obligation bonds, from time to time, subject to the conditions, limitations and restrictions therein set forth, for the purpose of pay- ing all or a part of the cost of acquiring, constructing, reconstructing, extending, enlarging or im- proving Capital Improvements (as defined in the Ordinance) and for the purpose of refunding any bonds issued by the City under the provisions of the Ordinance and refunding the outstanding Reve- nue Certificates (as defined in the Ordinance) which are payable on July 1, 1971 and June 1, 1975. This bond is issued and the Ordinance was adopted under and pursuant to the laws of the State of Florida, including Section 169.01, Florida Statutes, and the Charter of the City. The Ordi- nance provides for the creation of a special fund designated "Orange Bowl Bonds Interest and Sink- ing Fund" (herein called the "Interest and Sinking Fund"), which special fund is pledged to and charged with the payment of the principal of and the interest on all bonds issued under the Ordinance, and for the deposit to the credit of the Interest and Sinking Fund of a sufficient amount of the fran- chise revenues (as defined in the Ordinance), subject to certain prior pledges thereof, and, if and to the extent necessary, a sufficient amount of the revenues of the Orange Bowl, subject only to the provisions of the Ordinance for the payment of the outstanding Revenue Certificates if not refunded under the Ordinance. The bonds of this series at the time outstanding which mature after September 1, 19 .. , may be redeemed prior to their respective maturities, either in whole, at the option of the City, on any date not earlier than September 1, 19 .. , or in parr, in the inverse order of their maturities, on any interest payment date not earlier than September 1, 19 .. , from any moneys that may be made avail- able for such purpose, at the principal amount of the bonds to be redeemed, together with the interest accrued thereon to the date fixed for redemption, plus a premium of (here insert the respective re- demption premiums and the time during which each such premium is applicable). If less than all of the bonds of a Series of any one maturity shall be called for redemption, the particular bonds co be redeemed shall be selected by lot by the Director of Finance of the City as provided in the Ordinance. Any such redemption, either in whole or in part, shall be made upon at least thirty (30) days' prior notice by publication and otherwise as provided in the Ordinance, and shall be made in the man- ner and under the terms and conditions provided in the Ordinance. Bonds which have been duly called for redemption. notice having been published and moseys for payment of the redemption price being held by the Paying Agents, all as provided is the Ordinance, shall become and be due and payable at the redemption price provided for redemption of such bonds on cbe date designated for redemption, interest on the bonds so called for redemption shall thereafter cease to accrue, coupons maturing after such date shall be void, such bonds shall cease to be entitled to any benefit or security under cbe Ordinance, and the holders or registered owners of such bonds shall have no rights in respect 4 els thereof except to ieceive payment of the redemption price thereof so held by the Paying Agents. The holder of this bond shall have no right to enforce the provisions of the Ordinance of to institute action to enforce the covenants therein, or to take any action with respect to any event of default under the Ordinance, or to institute, appear in or defend any suit or otbdr proceeding with respect thereto, except as provided in the Ordinance. In certain events, on the conditions, in the manner and with the effect set forth in the Ordi- naoct, the principal of all the bonds then outstanding under the Ordinance may become or may be declared due and payable before the stated maturities thereof, together with the interest accrued thereon. This bond may be registered as to principal alone or as to both principal and interest and, if registered as to both principal and interest, may be reconverted into • coupon bond, in accordance with the provisions endorsed hereon and subject to the terms and conditions set forth in the Ordi- aance. This bond, with the interest coupons hereto appertaining, is issued upon the following terms and conditions, to all of which each and every successive taker and owner hereof and of such in- terest coupons consents and agrees: (a) Title to this bond, unless registered as herein provided, and to any interest cou- pons hereto appertaining may be transferred by delivery in the same manner and with the same effect as • negotiable instrument payable to bearer. (b) Any person in possession of this bond, unless it is registered as herein provided, or of any interest coupon hereto appertaining, regardless of the manner in which he shall have acquired possession, is hereby authorized to represent himself as the absolute owner thereof and is hereby granted power to transfer absolute title thereto by delivery thereof to a bona fide purchaser for value (present or antecedent) without notice of prior defenses or equities or claims of ownership enforceable against his transferor or any person in the chain of title and before the maturity hereof; every prior taker or owner of this bond, unless reg- istered as herein provided, and of any interest coupon hereto appertaining, waives and re- nounces all of his equities or rights therein in favor of every such bona fide purchaser, and every such bona fide purchaser shall acquire absolute title thereto and to all rights repre- sented thereby. (c) The City, the Bond Registrar and the Paying Agents may treat the bearer of this bond or, if registered as herein provided, the registered owner hereof, and the bearer of any interest coupon hereto appertaining, as the absolute owner thereof for all purposes, whether such bond or coupon shall be overdue or not, and shall not be affected by any notice to the contrary. All acts, conditions and things required by the Constitution and laws of the State of Florida and the ordinances and resolutions of the City to happen, exist and be performed precedent to and in the issuance of this bond have happened, exist and have been performed as so required. IN WITNESS WHEREOF, The City of Miami has caused this bond to be signed by (bear the facsimile signature of) its Mayor and to be signed by (bear the facsimile signature of) its City Clerk, and a facsimile of its corporate seal to be imprinted hereon, and the interest coupons attached hereto to be executed with the holdalls •pasture of said City Clerk, all as of the 1st day of Marsh. 1967. (Seal) Mayor (Endorsements upon Bonds) PROVISIONS FOR REGISTRATION AND RECONVERSION City Clerk This bond may be registered as to principal alone on books of the City kept by the Paying Agent in the City of Miami, as Bond Registrar, upon presentation hereof to the Bond Registrar which shall make notation of such registration in the registration blank below, and this bond may there- after be transferred only upon an assignment duly executed by the registered owner or his attorney or legal representative in such form as shall he satisfactory co the Bond Registrar, such usbsfer to be made oa such books and endorsed hereon by the Bond Registrar. Unless this bond be registered as to both principal and interest, such transfer may be to bearer and thereby transferability by de- livery shalt be restored, but this bond shall again be subject to successive registrations and trans- fers as before. The principal of this bond, if registered, unless registered to bearer, shall be payable only to or upon the order of the registered owner or his legal representative. Notwithstanding the registration of this bond as to principal alone, the coupons shall remain payable to bearer and shall continue to be transferable by delivery. This bond may be registered as to both principal and inter- 6 PIN est upon presentation hereof to the Bond Registrar which shall detach and retain in its custody all unmatured coupons and all matured coupons, if any, not theretofore paid or provided for, and shall make notation of such registration as to both principal and interest in the registration blank below, and this bond may thereafter be transferred only upon an assignment duly executed by the registered owner or his attorney or legal representative in such form as shall be satisfactory to the Bond Reg- istrar, such transfer to be made on such books and endorsed hereon by the Bond Registrar; after such registration both the principal of and the interest on this bond shall be payable only to or upon the order of the registered owner or his legal representative. This bond, if convected into a bond regis• tered as to both principal and interest, may be reconverted into a coupon bond upon presentation hereof to the Bond Registrar, accompanied by an instrument duly executed by the registered owner or his attorney or legal representative in such form as shall be satisfactory to the Bond Registrar; upon any such reconversion the Bond Registrar shall reattach hereto the coupons representing the interest to become due thereafter on this bond to the date of maturity and the interest, if any, not theretofore paid and shall make notation in the registration blank below whether this bond is regis• tered as to principal alone or is payable to bearer. Date of Registration Name of Registered owner Manner of Registration STATEMENT OF VALIDATION Signature of Bond Registrar This bond is one of a series of bonds which were validated and confirmed by decree of the Circuit Court of .the Eleventh judicial Circuit of the State of Florida, in and for Dade County, rendered on , 19 ... . No (Form of Coupons) $ On 1, 19 ..., The City of Miami, Florida, will pay to bearer (unless the bond mentioned below shall previously have become payable as provided in the Ordi- nance referred to in said bond and provision for payment thereof shall have been duly made) at The First National Bank of Miami, in the City of Miami, Florida, or, at cbe option of the bearer, at the principal office of The Chase Manhattan Bank (National Association). in the Borough of Manhattan, City and State of New York, upon the presentation and surrender hereof, the sum of Dollars in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts, solely from the special fund referred to in, and for the semi-annual interest then due upon, its Orange Bowl Special Obligation Bond, dated•as of March 1, 1967, No City Clerk SECTION 204. Title to any bond, unless such bond is registered in the manner hereinafter provided, and to any interest coupon shall pass by delivery in the same manner as a negotiable in- strument payable to bearer. The City shall cause books for the registration and for the transfer of the bonds as provided in this Ordinance to be kept by the Paying Agent in the City of Miami as Bond Registrar. At the option of the bearer, any bond may be registered as to principal alone on such books upon presentation thereof co the Bond Registrar which shall make notation of such registration thereon. Any bond may be registered as to both principal and interest upon presentation thereof to the Bond Registrar, accompanied by all unmacured coupons and all matured coupons, if any, not theretofore paid or provided for, and the Bond Registrar shall make notation of such registration thereon and detach therefrom and retain in its custody all such coupons. Any bond registered as to principal alone or as to both principal and interest may thereafter be transferred only upon an as- signment duly executed by the registered owner or his attorney or legal representative in such form as shall be satisfactory to the Bond Registrar, such transfer to be made on such books and endorsed on the bond by the Bond Registrar. Unless such bond shall be registered as to both principal and interest, such transfer may be to bearer and thereby transferability by delivery shall be restored, subject, however, to successive registrations and transfers as before. The principal of any bond registered as to principal alone, unless registered to bearer, and the principal of any bond regis- tered as to both principal and interest shall be payable only to or upon the order of the registered owner or his legal representative, but the coupons appertaining to any bond registered as to prin- cipal alone shall remain payable to bearer notwithstanding such registration. No charge shall be 'made to any bondholder for die privilege of registratioa and aansfer bereinabove granted, but any 6 bondholder requesting any such registration or transfer shall pay any tat or other governmental charge requited to be paid with respect thereto. The Bond Registrar shall not be required to transfer any bond registered as to both principal and interest during the period of fifteen (15) days next pre- ceding any interest payment date of aucb bond, nor after such bond has been selected for redemption. r-No bond registered as to both principal and interest shall thereafter be discharged from registration except as provided in Section 207 of this Article. SECTION 205. As to any bond registered as to principal alone or as to both principal and interest, the person in whose name the same shall be registered shall be deemed and regarded as the absolute owner thereof for all purposes and payment of or on account of the principal of any such bond shall be made only to or upon the order of the registered owner thereof or his legal representa- tive, but such registration may be changed as herein provided. All such payments shall be valid and effectual to satisfy and discharge the liability upon such bond to the extent of the sum or sums so paid. The City, the Bond Registrar and the Paying Agents may deem and treat the bearer of any bond which shall not at the time be registered as to principal or as to both principal and interest, and the bearer of any coupon appertaining to any bond whether such bond shall be registered as to principal or not, as the absolute owner of such bond or coupon, as the case may be, whether such bond or cou- pon shall be overdue or not, for the purpose of receiving payment thereof and for all other purposes whatsoever, and neither the City, the Bond Registrar nor the Paying Agents shall be affected by any notice to the contrary. SECTION 206. Any person in possession of any bond, unless such bond shall be registered as to principal alone or as to both principal and interest, or of any coupon appertaining to any bond whether such bond shall be registered as to principal alone or not, regardless of the manner in which he shall have acquired possession, is hereby authorized to represent himself as the absolute owner Vof such bond or coupon, as the case may be, and is hereby granted power to transfer absolute title thereto by delivery thereof to a bona fide purchaser for value (present or antecedent) without notice of prior defenses or equities or claims of ownership enforceable against his transferor or any person in the chain of tide and before the maturity of such bond. Any registered owner of any bond regis- tered as to principal alone or as to both principal and interest is hereby granted power to transfer absolute title thereto by assignment thereof to a bona fide purchaser for value (present or antecedent) without notice of prior defenses or equities or claims of ownership enforceable against his assignor or any person in the chain of title and before the maturity of such bond. Every prior holder or owner of any bond or of any coupon appertaining to any bond shall be deemed to have waived and renounced all of his equities or rights therein in favor of every such bona fide purchaser, and every such bona fide purchaser shall acquire absolute title thereto and to all rights represented thereby. SECTION 207. Any bond registered as to both principal and interest may be reconverted into a coupon bond upon presentation thereof to the Bond Registrar, together with an instrument request- ing such reconversion duly executed by the registered owner or his attorney or legal representative and in such form as shall be satisfactory to the Bond Registrar. Upon any such presentation the — Bond Registrar shall reattach to such bond the coupons representing the interest to become due thereafter on the bond to the date of maturity and interest then due and unpaid, if any, and shall snake notation thereon whether the bond is registered as to principal alone or is payable to bearer. The Bond Registrar shall require the payment of all expenses incurred by it in connection with any such reconversion, payment of which, together with any tax or other governmental charge required to be paid with respect to such reconversion, shall be made by the bondholder requesting such reconversion. The Bond Registrar shall not be required to reconvert any bond under the pro- visions of this Section during the period of fifteen (15) days next preceding any interest payment dace of such bond nor after such bond has been selected for redemption. SECTION 208. There shall be initially issued under and secured by this Ordinance special obligation bonds of the City in the aggregate principal amount of One Million Nine Hundred Thou- sand Dollars (S1,900,000) for the purpose of paying the cost of enlarging and expanding the Orange Bowl as set forth in Section 201 of this Article. Said bonds shall be designated "Orange Bowl Spe- cial Obligation Bonds", shall be dated as of the 1st day of March, 1967, and shall be stated toma- ture on September 1 in the following years and in the following amounts, respectively: Year of Principal Year of _ PrincipaI Maturity Amount Maturity Amount 1968 S 90,000 1976 S 130,000 1969 95,000 1977 135,000 1970 100,000 1978 140,000 . 1971 105,000 1979 150,000 '"`i 1972 110,000 1980 155,000 1973 115,000 1981 165,000 1974 120,000 1982 165,000 1975 125,000 . 7 ......... -„ s Each of said bonds shall be executed substantially in the form and manner hereinabove net forth, shall have printed thereon a statement of validation in the for bereinabove set forth, and shill be deposited with the Director of Finance for 'ielivery to the purchasers of the bonds, but prior to or simultaneously with the delivery of said bonds, there shall be filed with the Director of Finance the following: (a) a copy, certified by the City Clerk, of the resolution of the City Commission► fixing the times and prices at which said bonds ate to be redeemable; (b) a copy, certified by the City Clerk, of the resolution of the City Commission awarding said bonds, specifying the interest rate of each of said bonds and directing the delivery of said bonds to or upon the order of the purchasers therein named upon payment of the purchase price therein set forth; and (c) an opinion of the City Attorney stating that the issuance of said bonds has been duly authorized and that all conditions precedent to the delivery of said bonds have been fulfilled. When the documents mentioned in clauses (a) to (c), inclusive, of this Section shall have been filed with the Director of Finance and when said bonds shall have been executed as required by this Ordinance, the Director of Finance shall deliver said bonds at one time to or upon the order of the purchasers named in the resolution mentioned in clause (b) of this Section, but only upon pay- ment to the Director of Finance of the purchase price of said bonds. The Director of Finance shall be entitled to rely upon such resolution as to the names of the purchasers, the interest rate of each of said bonds and the amount of such purchase price. The proceeds of the bonds issued under the provisions of this Section shall be applied as follows: (1) There shall be deposited to the credit of the Interest and Sinking Fund the amount requir- ed, over and above the amount deposited to the credit of said Fund under the provisions of Section 212 of this Article, for the payment of the interest which will become due and payable on said bonds on September 1, 1967. (2) The balance of the proceeds (excluding accrued interest) shall be deposited to the cred- it of the special fund hereinafter created and designated "Orange Bowl Construction Fund" and held in trust for the sole and exclusive purpose of paying the cost of enlarging and expanding the Orange Bowl. SECTION 209. In addition to the bonds issued under the provisions of Section 208 of this Article, special obligation bonds of the City in an aggregate principal amount not exceeding Two Hundred Forty Thousand Dollars ($240,000) may be issued under and secured by this Ordinance, on a parity with the bonds theretofore issued under the provisions of this Ordinance and then outstand- ing, subject to the conditions hereinafter provided in this Section, at any time for the purpose of re- funding all (but not less than all) of the outstanding Revenue Certificates. Before any bonds shall be issued under the provisions of this Section the City Commission shall adopt a resolution author- izing the issuance of such bonds and fixing the amount and the details thereof. Such special obli- gation bonds shall be stated to mature in annual instalments on September 1, the first of which shall be made payable not less than one (1) year and not more than three (3) years after the date of the bonds and the last of which shall be made payable on September 1, 1982, and such annual instal- ments shall be so fixed that the total amount of the principal of and the interest on such bonds which is payable in each fiscal year beginning with the first fiscal year in which such bonds mature shall be as nearly equal as the City Commission may deem to be practicable. The Bonds of such Series may be made redeemable at such times and prices (subject to the provisions of Article III of this Ordinance), all as may be provided by resolution adopted by the City Commission prior to the is- suance of such bonds. Such bonds shall be executed substantially in the form and manner herein - above set forth, with such changes as may be necessary or appropriate to conform to the provisions of the resolution authorizing the issuance of such bonds, but prior to or simultaneously with the delivery of such bonds there shall be filed with the Director of Finance the following: (a) copies, certified by the Ciry Clerk, of the resolution mentioned above and of the resolution of the City Commission fixing the times and prices at which such bonds are to be redeemable; (b) a copy, certified by the Cicy Clerk, of the resolution of the City Commission t/awarding'-such bonds, specifying the interest rate of each such bond and directing the de- livery of such bonds to or upon the order of the purchasers therein named upon payment of the purchase price therein set forth; and (c) an opinion of the City Attorney stating that the issuance of such bonds has been duly authorized and that all conditio .. precedent to the delivery of such bonds have been fulfilled. When the documents mentioned in c..iuz,;s (a. ca ic), inclusive, of this Section shall have been filed with the Director of Finance and when the bonds descrih'.1 in the resolutions mentioned in clauses (a) and (b) of this Section shall have bcca executed a . required by this Ordinance, the Director of Finance shall deliver the 1 ands of one timte to or upon :he wart of the purchasers named in the resolution mentioned i0 stud ciAtise (bi, btu only upon paymr.0 of the purchase price of such bonds. 8 The proceeds (excluding accrued interest) of the bonds authorized by this Section shall be applied to the redemption and retirement of the outstanding Revenue Certificates in accordance with the applicable provisions of Resolution No. 21498 and Resolution No. 22577, the resolutions under which the Revenue Certificates were issued. SECTION 210. In addition to the bonds issued under the provisions of Sections 208 and 209 of this Article, special obligation bonds of the City may be issued under and secured by this Ordi- nance, on a parity with the bonds theretofore issued under the provisions of this Ordinance and then outstanding, subject to the conditions heteinnftcr provided in this Section, at any time or times not earlier than July 1, 1968, for the purpose of paying all or any part of the cost of any Capital Improve- ment or Improvements. The bonds issued under the provisions of this Section for each Capital Improvement shall be authorized by a separate resolution, which shall describe in brief and general terms the Capital Im- provement to be acquired, constructed, reconstructed, extended, enlarged, developed or improved and shall state the amount of the bonds to be issued for such purpose. The bonds authorized by any such resolution may be issued as a single Series, or the bonds authorized by any two or more such resolutions may be consolidated and issued as a single Series. The bonds of each such Series shall be dated as of March 1 or September 1 as the City Commis- sion shall determine, and shall be stated to mature in annual instalments on September 1, the first of which shall be made payable not less than one (1) year and not more than three (3) years after the date of the bonds and the last of which shall be made payable on September 1, 1982. The bonds of each such Series may be made redeemable at such times and prices (subject to the provisions of Ar- ticle 1II of this Ordinance), all as may be provided by resolution adopted by the City Commission prior to the issuance of such bonds. Such bonds shall be executed substantially in the form and man- ner hereinabove set forth, with such changes as may be necessary or appropriate to conform to the provisions of the resolution or resolutions authorizing the issuance of such bonds, but prior to or simultaneously with the delivery of such bonds there shall be filed with the Director of Finance the following: (a) copies, certified by the City Clerk, of the resolution or resolutions mentioned above and of the resolution of the City Commission fixing the times and prices at which such bonds are to be redeemable; (b) a copy, certified by the City Clerk, of the resolution of the City Commission awarding such bonds, specifying the interest rate of each such bond and directing the de- livery of such bonds to or upon the order of the purchasers therein named upon payment of the purchase price therein set forth; (c) a certificate, signed by the Director of Finance, setting forth: (i) the total amount of the Franchise Revenues which was payable to the City on the 1st day of July immediately preceding the date of such certificate, and which remained after making the deposits then required to be made under the pro- visions of Section 402 of said Ordinance No. 5090, and (ii) the maximum amount of the principal of and the interest on the bonds of each Series which is payable in any fiscal year thereafter on account of the bonds of each Series theretofore issued under the provisions of this Ordinance and then outstanding and the bonds then requested to be delivered; and (d) an opinion of the City Attorney stating that the issuance of such bonds has been duly authorized and chat all conditions precedent to the delivery of such bonds have been fulfilled. When the documents mentioned in clauses (a) to (d), inclusive, of this Section shall have been filed with the Director of Finance and when the, bonds described in the resolutions mentioned in clauses (a) and (b) of this Section shall have been executed as required by this Ordinance, the Di- rector of Finance shall deliver the bonds of each such Series at one time to or upon the order of the purchasers named in the resolution mentioned in said clause (b), but only upon payment of the pur- chase price of such bonds. But the Director of Finance shall not deliver such bonds unless the per- centage derived by dividing the amount set forth in item (i) of the certificate mentioned in clause (c) of this Section by the amount set forth in item (ii) of such certificate shall be not less than one hun- dred fifty per centum (150%). The proceeds (excluding accrued interest but including any premium) of the bonds authorized for each Capital Improvement shall be deposited to the credit of a special construction fund or funds appropriately designated, and the moneys so deposited shall be held in trust for the sole and ex- clusive purpose of paying the cost of the Capital Improvement. All of the provisions of Article IV and of Sections 602 and 702 of this Ordinance which relate to the Orange Bowl and the Construction Fund shall apply to such Capital Improvement and such special construction fund in so far as such provisions may be appropriate. SECTION 211. If at any time the City Commission shall determine that the moneys in the Interest and Sinking Fund available for such purpose will not be sufficient for paying at their ma- turity the bonds of any Series which will mature within six (6) months thereafter, special obligation refunding bonds of the City may be issued under and secured by this Ordinance, subject to the con- ditions hereinafter provided in this Section, for the purpose of providing funds for making up such deficiency. Before any bonds shalt be issued coder the provisions of this paragraph the City Com- hi • mission shall adopt a resolution authorizing the issuance of such bonds, fixing the amount and the details thereof, and describing the bonds all or a portion of which are to be refunded. Such special obligation refunding bonds shall be stated to mature on September 1, 1983. Special obligation refunding bonds of the City may be issued under and secured by this Ordi- nance, subject to the conditions hereinafter provided in this Section, at any time or times, for the purpose of providing funds for redeeming prior to their stated maturities all of the outstanding bonds of any Series issued under the provisions of this Ordinance, including the payment of any redemption premium thereon and any interest accrued or to accrue to the date of payment or redemption of such bonds. Before any bonds shall be issued under the provisions of this paragraph the City Commission shall adopt a resolution authorizing the issuance of such bonds, fixing the amount and the details thereof, and describing the bonds, to be refunded. Such special obligation refunding bonds shall be stated to mature in annual instalments on September 1, the first of which shall be made payable not more than two (2) years after the date of the bonds and the last of which shall be made payable not later than September 1, 1983, and such annual instalments shall be so fixed that either the total amount of the principal of and the interest on such refunding bonds, or the total amount of the prin- cipal of and the interest on such refunding bonds and all bonds issued hereunder and remaining out- standing after such refunding, in each fiscal year beginning with the fiscal year in which such re- 6—funding bonds mature shall be as nearly equal as the City Commission may deem to be practicable. The special obligation refunding bonds of each Series issued under the provisions of this paragraph may be made redeemable at such times and prices (subject to the provisions of Article III of this Ordinance) as shall be provided by resolution adopted by the City Commission prior to the issuance of such bonds. All such special obligation refunding bonds shall be executed substantially in the form and manner hereinabove set forth, with such changes as may be necessary or appropriate to conform to the provisions of the resolution authorizing the issuance of such bonds, but prior to or simultaneous- ly with the delivery of such bonds there shall be filed with the Director of Finance the following: (a) copies, certified by the City Clerk, of the resolution authorizing the issuance of such bonds and of the resolution of the City Commission fixing the times and prices at which such bonds are to be redeemable; (b) a copy, certified by the City Clerk, of the resolution of the City Commission awarding such bonds, specifying the interest rate of each such bond and directing the de- livery of such bonds to or upon the order of the purchasers therein named upon payment of the purchase price therein set forth; (c) an opinion of the City Attorney stating that the issuance of such bonds has been duly authorized and that all conditions precedent to the delivery of such bonds have been fulfilled; and (d) in case such bonds are to be issued for the purpose of redeeming prior to their stated maturities all of the outstanding bonds of any Series issued under the provisions of this Ordinance, such documents as shall be required to show that provision has been duly made for the redemption of all of the bonds to be refunded. When the documents mentioned in clauses (a) to (d), inclusive, of this Section shall have been filed with the Director of Finance and when the bonds described in the resolutions mentioned in clauses (a) and (b) of this Section shall have been executed as required by this Ordinance, the Director of Finance shall deliver such bonds at one time to or upon the order of the purchasers named in the resolution mentioned in said clause (b), but only upon payment of the purchase price of such bonds. But the Director of Finance shall nor deliver such bonds unless (I) the proceeds (excluding accrued interest but including any premium) of such spe- cial obligation refunding bonds shall be not less than an amount sufficient, in the case of bonds issued under the first paragraph of this Section, to make up the deficiency, and in the case of bonds issued under the second paragraph of this Section to pay the principal of and the redemption premium, if any, on the bonds to be refunded, and (II) in case such bonds are to be issued for the purpose of redeeming all of the out- standing bonds of any Series issued under the provisions of this Ordinance prior to their stated maturities, the latest stated maturity of such special obligation refunding bonds shall be not later than the latest stated maturity of the bonds to be refunded and the total amount of the principal of and the interest on such bonds which is payable in each fiscal year there- after on account of all bonds to be outstanding after the issuance of such special obligation refunding bonds and the redemption of the bonds to be refunded shall not exceed the' total amount of the principal and interest payable in each such fiscal year on account of all bonds outstanding immediately prior to the issuance of such special obligation refunding bonds, including the bonds to be refunded: SECTION 212. The amounts received as accrued interest on all bonds issued under the pro- visions of this Article shall be deposited to the credit of the Interest and Sinking Fund. SECTION 213. In case any bond issued hereunder shall become mutilated or be destroyed or lost, the City may cause to be executed and delivered a new bond of like date, number, maturity and tenor in exchange and substitution for and upon the cancellation of such mutilated bond and its 10 fi1 • interest coupons, if any, or in lieu of and in substitution for such bond and its coupons, if anry, de+ Strayed or lost, upon the holder's paying the reasonable expenses and charges of the City in con- nection therewith and, in the case of a bond destroyed or lost, his filing with the Director of Finance evidence satisfactory to him that such bond and coupons, if any, were destroyed or lost, and of his ownership thereof, and furnishing the City with indemnity satisfactory to the Director of Finance. ARTICLE III REDEMPTION OF BONDS SECTION 301. The bonds of each Series issued under the provisions of this Ordinance shall be subject to redemption, either in whole or in part and at such times and prices, as may be provided by the City Commission by resolution adopted prior to the issuance of the bonds; provided, however, that any redemption in part may be made only on an interest payment date and any premium to be paid on the redemption of any such bonds, either in whole or in part, shall not exceed five per centum (5%) of the principal amount of the bonds to be redeemed. If less than all of the bonds of a Series of any one maturity shall be called for redemption, cbe particular bonds to be redeemed shall be selected by lot by the Director of Finance in such man- ner as he in his discretion may determine. SECTION 302. Not less than thirty (30) days before the redemption date of any bonds, the Director of Finance shall cause a notice of any such redemption, signed in the name of the City by him, (a) to be published once in a daily newspaper of general circulation published in the City of Miami, Florida, and in a daily newspaper of general circulation or a financial journal published in the Borough of Manhattan, City and State of New York, (b) to be filed with the Paying Agents, and (c) to be mailed, postage prepaid, to all registered owners of bonds to be redeemed at their addresses as they appear on the registration books hereinabove provided for, but failure so to file or mail any such notice shall not affect the validity of the proceedings for such redemption. Each such notice shall set forth the date fixed for redemption, the redemption price to be paid and, if less than all of of the bonds of a Series then outstanding shall be called for redemption, the maturities and the num- bers of such bonds. SECTION 303. Oa the date so designated for redemption, notice having been published in the manner and under the conditions hereinabove provided and moneys for payment of the redemption price being held in separate accounts by the Paying Agents in trust for the holders of the bonds to be redeemed, all as provided in this Ordinance, the bonds so called for redemption shall become and be due and payable at the redemption price provided for redemption of such bonds on such date, in- terest on the bonds so called for redemption shall thereafter cease to accrue, the coupons for in- terest thereon payable subsequent to the redemption date shall be void, such bonds shall cease to be entitled to any benefit or security under this Ordinance, and the holders or registered owners of such bonds shall have no rights in respect thereof except to receive payment of the redemption price thereof from such moneys. SECTION 304. All unpaid interest coupons which appertain to bonds so called for redemption and which shall have become payable on or prior to the date of redemption designated in such notice shall continue to be payable to the bearers severally and respectively upon the presentation and sur- render of such coupons. SECTION 305. Bonds so called for redemption and all unmatured coupons appertaining there- to shall be cancelled upon the surrender thereof. SECTION 306. Bonds which have been duly called for redemption under the provisions of this Article, and for the payment of the redemption price of which and the interest to accrue thereon / to the date fixed for redemption sufficient moneys shall be held in separate accounts by the Paying Agents in trust for the holders of the bonds to be redeemed, all as provided in this Ordinance, shall not thereafter be deemed to be outstanding under the provisions of this Ordinance and shall cease to be entitled to any benefit or security under this Ordinance other than the right to receive payment from such moneys. ARTICLE IV APPLICATION OF PROCEEDS OF BONDS SECTION 401. A special fund is hereby created and designated 'Orange Bowl Construction Fund" (herein sometimes called the "Construction Fund"), to the credit of which the deposit shall be made which is required by the provisions of Section 208 of this Ordinance. There may also be de- posited to the credit of the Construction Fund any moneys received from any other source for the construction of the Project. The moneys in the Construction Fund shall be held in trust and applied co the payment of the cost of the Project and, pending such application, shall be subject to a lien and charge in favor of the holders of the bonds issued and outstanding under this Ordinance and for the further security of such boldets until paid out or transferred as herein provided. SECTION 402. For the purposes of this Article, the cost of the Project shall embrace the cost of construction and all other items of cost incident to such construction and the financing there• of, and, without intending thereby to limit or restrict any proper definition of such cost, shall include the following: 11 interest coupons, if any, or in lieu of and in substitution for such bond and its coupons, if any, de• stroyed or lost, upon she holder's paying the reasonable expenses and charges of the City in cow nection therewith and, in the case of a bond destroyed of lost, his filing with the Director of Finance evidence satisfactory to him that such bond and coupons, if any, were destroyed or lost, and of his ownership thereof, and furnishing the City with indemnity satisfactory to the Director of Finance. ARTICLE III REDEMPTION OF BONDS SECTION 301. The bonds of each Series issued under the provisions of this Ordinance shall be subject to redemption, either in whole or in part and at such times and prices, as may be provided by the City Commission by resolution adopted prior to the issuance of the bonds; provided, however, that any redemption in part may be made only on an interest payment date and any premium to be paid on the redemption of any such bonds, either in whole or in part, shall not exceed five per centum (5%) of the principal amount of the bonds to be redeemed. If less than all of the bonds of a Series of any one maturity shall be called for redemption, the particular bonds to be redeemed shall be selected by lot by the Director of Finance in such man- ner as he in his discretion may determine. SECTION 302. Not leis than thirty (30) days before the redemption date of any bonds, the Director of Finance shall cause a notice of any such redemption, signed in the name of the City by him, (a) to be published once in a daily newspaper of general circulation published in the City of Miami, Florida, and in a daily newspaper of general circulation or a financial journal published in the Borough of Manhattan, City and State of New York, (b) to be filed with the Paying Agents, and (c) to be mailed, postage prepaid, to all registered owners of bonds to be redeemed at their addresses as they appear on the registration books hereinabove provided for, but failure so to file or mail any such notice shall not affect the validity of the proceedings for such redemption. Each such notice shall set forth the date fixed for redemption, the redemption price to be paid and, if less than all of of the bonds of a Series then outstanding shall be called for redemption, the maturities and the num- bers of such bonds. SECTION 303. Oa the date so designated for redemption, notice having been published in the manner and under the conditions hereinabove provided and moneys for payment of the redemption price being held in separate accounts by the Paying Agents in trust for the holders of the bonds to be redeemed, all as provided in this Ordinance, the bonds so called for redemption shall become and .,N be due and payable at the redemption price provided for redemption of such bonds on such date, in- terest on the bonds so called for redemption shall thereafter cease to accrue, the coupons for in- terest thereon payable subsequent to the redemption date shall be void, such bonds shall cease co be entitled to any benefit or security under this Ordinance, and the holders or registered owners of such bonds shall have no rights is respect thereof except to receive payment of the redemption price thereof from such moneys. SECTION 304. All unpaid interest coupons which appertain to bonds so called for redemption and which shall have become payable on or prior to the date of redemption designated in such notice shall continue to be payable to the bearers severally and respectively upon the presentation and sur- render of such coupons. SECTION 305. Bonds so called for redemption and all unmatured coupons appertaining there- to shall be cancelled upon the surrender thereof. SECTION 306. Bonds which have been duly called for redemption under the provisions of this Article, and for the payment of the redemption price of which and the interest to accrue thereon to the date fixed for redemption sufficient moneys shall be held in separate accounts by the Paying Agents in crust for the holders of the bonds to be redeemed, all as provided in this Ordinance, shall not thereafter be deemed to be outstanding under the provisions of this Ordinance and shall cease to be entitled to any benefit or security under this Ordinance other than the right to receive payment from such moneys. ARTICLE IV APPLICATION OF PROCEEDS OF BONDS SECTION 401. A special fund is hereby created and designated "Orange Bowl Construction Fund" (herein sometimes called the "Construction Fund"), to the credit of which the deposit shall be made which is required by the provisions of Section 208 of this Ordinance. There may also be de- posited to the credit of the Construction Fund any moneys received from any other source for the construction of the Project. The moneys in the Constructioa Fund shall be held in trust and applied to the payment of the cost of the Project and, pending such application, shall be subject to a lien and charge in favor of the holders of the bonds issued and outstanding under this Ordinance and for the further security of such holders until paid out or transferred as herein provided. SECTION 402. For the purposes of this Article, the cost of cbe Project shall embrace the cost of construction and all other items of cost iacideat to such construction and the financing there- of, and, without iaceadiag thereby to limit or restrict nay proper definition of such cost, shall include the following: Il 414, (a) obligations incurred for labor and materials and to contractors, builders and ma- terialmen in connection with such construction, for machinery and equipment, and for the res- toration of property damaged or destroyed in connection with such construction; (b) legal expenses and fees, fees and expenses of consultants, financing charges, cost of preparing and issuing the. bonds, taxes or other municipal or governmental charges lawfully levied or assessed upon any property acquired for the Project, and premiums on insurance (if any) in connection with the Project during construction; (c) fees and expenses of engineers for preparing plans and specifications and su- pervising construction; (d) expense of administration properly chargeable to the Project, and all other items of expense not elsewhere in this Section specified, incident to the construction and equip- ment of the Project and the placing of the same in operation and to the acquisition of real estate, franchises and rights of way therefor, including abstracts of title and title insurance; (e) the cost of acquiring by purchase, if such purchase shall be deemed expedient, and the amount of any award or final judgment in or any settlement or compromise of any pro- ceeding to acquire by condemnation, such lands, property rights, rights of way, franchises, easements and other interests in lands as may be deemed necessary or convenient for the construction and operation of the Project, options and partial payments thereon, and the amount of any damages incident to or consequent upon the construction and operation of the Project; and (f) any obligation or expense heretofore or hereafter incurred by the City and any amounts heretofore or hereafter advanced by the City for any of the foregoing purposes. SECTION 403. If the City shall deem it necessary to acquire by condemnation any additional real property for the Project, payment of compensation for such property, or deposit in court of mon- eys to secure such payment, shall be made from the Construction Fund in order that the City may take immediate possession thereof. The City shall withdraw from the Construction Fund and deposit with the court in which the proceedings for condemnation shall be pending an amount equal to the amount fixed by the appraisers' report or by an order or judgment of such court as the damages as- sessed, together with any court costs, upon receipt by cbe Ciry Manager of a certified copy of the appraisers' report or of the order or judgment of the court showing the amount of damages assessed or the amount required so to be deposited. ARTICLE V REVENUES AND FUNDS SECTION 501. Two special funds are hereby created and designated "Orange Bowl Bonds Interest and Sinking Fund" (herein sometimes called the "Interest and Sinking Fund") and "Orange Bowl Bonds Reserve Fund" (herein sometimes called the "Reserve Fund"). The sums payable to the City on each July 1 as franchise revenues which shall remain after making the deposits then re- quired to be made under the provisions of Section 402 of Ordinance No. 5090 shall be deposited to the credit of the following Funds in the following order: (a) to the credit of the Interest and Sinking Fund such amount as may be required (or the entire sum so remaining if less than the required amount) to make the amount then held for the credit of the Interest and Sinking Fund equal to the total of the interest on and the principal of all bonds which will become due and payable on cbe 1st days of March and September in the following fiscal year and the fees of the Paying Agents for paying such interest and principal; (b) to the credit of the Reserve Fund an amount equal to twenty per centum (20%) of the maximum amount of the principal and interest payable in any fiscal year on account of all bonds then outstanding under the provisions of this Ordinance; provided, however, that the amount so deposited to the credit of the Reserve Fund from the franchise revenues payable on July 1, 1967 shall be One Hundred Thousand Dollars (8100,000), and that no such deposit shall be made in any year thereafter in excess of such amount as may be required to make the amount then held for the credit of said Fund equal to such maximum amount of the principal and interest payable in any fiscal year; and (c) to the credit of the Capital Improvement Fund (a special fund created under the provisions of said Ordinance No. 5090) the balance remaining after making the deposits under clauses (a) and (b) of this Section; provided, however, chat the deposits nuclei said clauses (a) and (b) shall be made before making any deposit to the credit of the Capital Im- provement Fund under the provisions of clause (c) of said Section 402. SECTION 502. The Ciry covenants chat until all of the bonds issued under the provisions of this Ordinance shall be paid or provision made for their payment, it will not reduce the rents, rates, feea and charges for the use of or for the services and facilities furnished, or to be furnished, by the Orange Bowl or any part thereof, and chat all Revenues of the Orange Bowl will be applied as re- ceived each fiscal year in accordance with the provisions of Resolution No. 21498 adopted on June 15, 1949 and Resolution No. 22577 adopted oa July 5. 1950 until all of cbe outstanding Revenue 12 Certificates shall have been paid of provision made for their payment, and thereafter such Revenues. will be applied as received in the following order for the following purposes: first: if ehe amount held for the credit of the Interest and Sinking Fund after making the deposit to the credit of said' Fund under the provisions of Section 501 of this Article shall be less than the total of the interest an and the principal of all bonds issued under the provisions of this Ordinance which will become due and payable on the 1st days of March and September in the following fiscal year, there shall be deposited to the credit of the In• terest and Sinking Fund such amount as may be required to make up the deficiency; second: to the payment of Current Expenses of the Orange Bowl; third! there shall be deposited to the credit of the Capital Improvement Fund (a ape• cial fund created under the provisions of said Ordinance No. 5090) the sum of Seventyfive Thoussnd Dollars (=75,000) in each fiscal year; fourth: to the credit of a special reserve fund such amount as may have been ap- propriated' for the payment of the cost of unusual or extraordinary maintenance or repairs, renewals or replacements, the cost of acquiring, installing or replacing equipment and the cost of enlargements or extensions, all in connection with the Orange Bowl; and • fifth: the balance, if any, then remaining shall be deposited to the credit of the Capital Improvement Fund. SECTION 503. The moneys in the Interest and Sinking Fund and the Reserve Fund shall be held in trust and applied as hereinafter provided with regard to such Fund and, pending such ap- plication, shall be subject to a lien and charge in favor of the holders of the bonds issued and out- standing under this Ordinance and for the further security of such holders until paid out or transferred as herein provided. SECTION 504. The Director of Finance shall, during the period of ten (10) days immediately preceding the date when such payments are to be made, withdraw from the Interest and Sinking Fund and (a) remit by mail to each registered owner of bonds registered as to both principal and interest the amounts required for paying interest upon such bonds as such interest becomes due, (b) deposit in crust with the Paying Agents sufficient moneys for paying the interest on the remaining bonds as such interest becomes due, (c) set aside in trust an amount equal to the amount of, and for the sole and exclusive purpose of paying, the principal of all bonds registered as to principal alone of as to both principal and interest as such principal becomes due, and (d) deposit in trust with the Paying Agents sufficient moneys for paying the principal of bonds not registered as to principal alone or as co both principal and interest as such principal becomes due. SECTION 505. Moneys held for the credit of the Reserve Fund shall be used for the purpose of paying the interest on the bonds and maturing principal of bonds whenever and to the extent that the moneys held for the credit of the Interest and Sinking Fund shall be insufficient for such purpose. If at any time the moneys held for the credit of the Reserve Fund shall exceed the maximum require- ment for the Reserve Fund under the provisions of clause (b) of Section 501 of this Article, such ex- cess shall be transferred to the credit of the Interest and Sinking Fund. SECTION 506. The City covenants that, in the event that the franchise revenues payable to the City on July 1, 1983 and other funds available for such purpose shall nut be sufficient to re- tire all outstanding Capital Improvement Bonds and all bonds Issued under the provisions of this Ordinance and then outstanding, all revenues thereafter accruing to the City under the provisions of any electric franchise granted by the City shall be applied co the extent necessary to the payment of such outstanding bonds and the interest thereon. ARTICLE VI DEPOSITARIES OF MONEYS, SECURITY FOR DEPOSITS AND INVESTMENT OF FUNDS SECTION 601. All moneys received by the City under the provisions of this Ordinance shall be deposited as received with one or more Depositaries, and shall be trust funds under the terms hereof and shall not be subject to lien or attachment by any creditor of the City. Such moneys shall be held in trust and applied in accordance with the provisions of this Ordinance. No moneys shall be deposited with any Depositary in an amount exceeding fifty per centum (50%) of the amount which an officer of such Depositary shall certify to the Director of Finance as the combined capital and surplus of such Depositary. All moneys deposited with any Depositary hereunder in excess of the amount guaranteed by the Federal Deposit Insurance Corporation or other federal agency shall be continuously secured, for the benefit of the City and the holders of the bonds, either (a) by lodging with a bank or trust • V company approved by the Director of Finance as custodian, as collateral security, Government Obli- gations or other marketable securities eligible as security for the deposit of trust funds under regu- lations of the Comptroller of the Currency of the United States, having a market value at all times (exclusive of accrued interest) not less than the amount of such deposit, or (b), if die furnishing of security as provided in clause (a) above is not permitted by applicable law, then in such other man- ner as may then be required or permitted by applicable state or federal laws and regulations regarding 13 the security for, or granting a preference in the case of, the deposit of trust funds; provided, bow- ever, that it shall not be necessary for the Paying Agents to gore security for the deposit of any moneys with them for the payment of the principal of or the redemption presiiuta or the interest on any bonds issued hereunder, or for any Depositary to give security for any moneys which shall be repre- sented by obligations purchased under the provisions of this Article as an investment of such mon- eys. All moneys deposited with each Depositary shall be credited to the particular fund to which such moneys belong. SECTION 602. Moneys held for the credit of the Construction Fund shall, as nearly as may be practicable, be continuously invested and reinvented by the Director of Finance in Government Obligations which shall mature, or which shall be subject to redemption by the holder thereof at the option of such holder, not later than the respective dates, as estimated by the City Manager from time to time, when the moneys held for the credit of said Fund will be required for the purposes in- tended. Moneys held for the credit of the Interest and Sinking Fund shall, as nearly as may be prac- ticable, be invested and reinvested by the Director of Finance in Government Obligations which shall mature, or which shall be subject to redemption by the holder thereof at the option of such holder, not later than the dates when the moneys held for the credit of each of said funds will be required for the purpose intended. Moneys held for the credit of the Reserve Fund shall, as nearly as may be practicable, be continuously invested and reinvested by the Director of Finance in Government Obligations which shall mature, or which shall be subject to redemption by the holder thereof at the option of such holder, not later than five (5) years after the date of such investment. Obligations so purchased as an investment of moneys in any such fund shall be deemed at all times to be a part of such fund, and the interest accruing on obligations so purchased and any profit realized from such investment shall be credited to such fund, and any loss resulting from such investment shall be charged to such fund. The Director of Finance shall sell at the best price ob- tainable or present for redemption any obligations so purchased whenever it shall be necessary so to do in order to provide moneys to meet any payment from any such fund. The Director of Finance shall not be liable or responsible for any loss resulting from any such investment. ARTICLE VII PARTICULAR COVENANTS SECTION 701. The City covenants that it will promptly pay the principal of and the interest on every bond issued under the provisions of this Ordinance at the places, on the dates and in the manner provided herein and in said bonds and in any coupons appertaining to said bonds, and any premium required for the retirement of said bonds by purchase or redemption, according to the true intent and meaning' thereof. Except as in this Ordinance otherwise provided, such principal, interest and premiums are payable solely from the Interest and Sinking Fund and the Reserve Fund, which are hereby pledged to the payment thereof in the manner and to the extent hereinabove particularly specified, and nothing in the bonds or coupons or in this Ordinance shall be construed as obligating the City co levy or to pledge any taxes whatever therefor or to make any appropriation for their pay- ment except from the Interest and Sinking Fund and the Reserve Fund. The interest on the bonds until the maturity thereof, except as hereinabove otherwise pro- vided with respect to bonds registered as to both principal and interest, shall be payable only on presentation and surrender of the several coupons for such interest as they respectively become due. The City covenants that so long as the bonds or any of them shall be outstanding it will cause offices or agencies where the bonds and coupons may be presented for payment co be main- tained in the City of Miami and in the Borough of Manhattan, City and State of New York. SECTION 702. The City covenants that it will forthwith proceed to construct the Project substantially in accordance with the City Manager's Report dated 1967, and in conformity with law, and that it will complete such construction with all expedition practicable. The City further covenants and agrees that it will require each person, firm or corporation with whom it may contract for construction to furnish a performance bond in the full amount of any contract exceeding Ten Thousand Dollars ($10,000) in amount co insure completion and performance of such contract, or, is lieu thereof, to deposit with the Director of Finance marketable securities having a market value equal to the amount of such contract and eligible as security for cbe deposit of trust funds under regulations of the Comptroller of the Currency of the United States, and to carry such workmen's compensation or employers' liability insurance as may be required by law and such public liability, property damage and builders' risk insurance, if any, as may be required by the City Manager. The City further covenants and agrees that is the event of any default under any such con- tract and the failure of the surety to complete the contract, the proceeds of any such performance bond or securities shall forthwith, upon receipt of such proceeds, be applied toward the completion of the contract in connection with which such performance bond or securities shall have been fur- nished. 14 The City further covenants and agrees that each such contract for construction will also pro- vide that payments thereunder shall not be made by the City in excess of ninety pet centum (90%) of current estitgates apprined by the City Manager except payment of the final balance due under any such contract. SECTION 703. The City further covenants that it will establish and enforce reasonable rules and regulations governing the use of the Orange Bowl and the operation thereof, that all compen- sation, salaries, fees and wages paid by it in connection with the maintenance, repair and operation of the Orange Bowl will be reasonable, that no more persons will be employed by it than are neces- sary, that it will maintain and operate the Orange Bowl in an efficient and economical manner and that, from the Revenues thereof, it will at all times maintain the same in good repair and in sound operating condition and will make all necessary repairs, renewals and replacements. The City covenants that it will not issue any additional bonds under the provisions of Section 208 of said Ordinance No. 5090, and that it will not issue any bonds, certificates or other obligations which are payable in whole or in part from the Revenues of the Orange Bowl other than bonds issued under the provisions of this Ordinance unless the lien and charge of such obligations are made sub- ject to the lien and charge of the bonds issued under the provisions of this Ordinance. The City further covenants that it will not acquire, construct, maintain, repair or operate any additional facility which will have a substantially adverse effect upon the Revenues of the Orange Bowl. SECTION 704. The City further covenants that it will not create or suffer to be created any lien or charge upon the Orange Bowl or any part thereof, or upon the Revenues therefrom except the lien and charge of the Revenue Certificates and the hen and charge created by this Ordinance upon such Revenues except as hereinabove provided, and that, from such Revenues, it will pay or cause to be discharged, or will make adequate provision to satisfy and discharge, within sixty (60) days after the same shall accrue, all lawful claims and demands for labor, materials, supplies or other objects which, if unpaid, might by law become a lien upon the Orange Bowl or any part thereof or upon such Revenues; provided, however, that nothing in this Section contained shall require the City to pay or cause to be discharged, or make provision for, any such lien or charge so long as the va- lidity thereof shall be contested in good faith and by appropriate legal proceedings. SECTION 705. The City covenants that it will maintain a practical insurance program, with reasonable terms, conditions, provisions and costs, which the City Manager determines will afford adequate protection against loos, including loss of Revenues, caused by damage to or destruction of the Orange Bowl and also comprehensive public liability insurance on the Orange Bowl for bodily injury and property damage. All such insurance policies shall be carried in a responsible insurance company or companies authorized and qualified under the laws of the State of Florida to assume the risks thereof. The proceeds of all such insurance covering damage to or destruction of the Orange Bowl shall be available for and shall, to the extent necessary, be applied to the repair, replacement or reconstruction of the damaged or destroyed property. SECTION 706. The City covenants and agrees that none of the Revenues of the Orange Bowl will be used for any purpose other than as provided in this Ordinance, and that no contract or con- uacts will be entered into or any action taken by which the rights of the bondholders might be im- paired or diminished. The City further covenants that it will adopt such ordinances and resolutions and aucb rules sad regulations as may be necessary or appropriate to carry out the obligations of the City under the provisions of this Ordinance. ARTICLE VIII REMEDIES SECTION 801. In case the time for the payment of any coupon or the interest on any bond registered as to both principal and interest shall be extended, whether or not such extension be by or with the consent of the City, such coupon or such interest so extended shall not be entitled in case of default hereunder to the benefit or security of this Ordinance except subject to the prior pay- ment in full of the principal of all bonds then outstanding and of all coupons and interest the time for the payment of which shall not have been extended. SECTION 802. Each of the following events is hereby declared "an event of default", that is to say: If (a) payment of the principal of and of the redemption premium, if any, on any of the bonds shall not be made when the same shall become due and payable, either at maturity or by proceedings for redemption or otherwise; or (b) payment of any instalment of interest shall not be made within thirty (30) days after the same shall become due and payable; or (c) the City shall discontinue or unreasonably delay or fail to carry on with reason- able dispatch the construction of the Project; or (d) the City shall for any reason be cEadered incapable of fulfilling its obligations hereunder; or 15 • (e) any substantial past of the Orange Bowl shall be destroyed or damaged and shall not be promptly, repaired, replaced or reconstructed (whether such failure promptly to repair, replace or reconstruct the same be due to the impracticability of such repair, replacement or reconstruction or to lack of funds therefor or fat any other reason); or (f) finaI judgment for.the payment of money shall be rendered against the City as a result of the ownership, control or operation of the Orange Bowl and any such judgment shall not be. discharged within sixty (60) days from the entry thereof or an appeal shall not be taken therefrom or from the order, decree or process upon which or pursuant to which such judgment shall have been granted or entered in such manner as to stay the execution of or levy under such judgment, order, decree or process or the enforcement thereof; or (g) an order or decree shall be entered, with the consent or acquiescence of the City, appointing a receiver or receivers of the Orange Bowl or of the Revenues thereof, or if such order or decree, having been entered without the consent or acquiescence of the City, shall not be vacated or discharged or stayed an appeal within sixty (60) days after the entry thereof; or (b) any proceeding shall be instituted, with the consent or acquiescence of the City, for the purpose of effecting a composition between the City and its creditors or for the pur- pose of adjusting the claims of such creditors pursuant to any federal or state statute now or hereafter enacted, if the claims of such creditors are under any circumstances payable out of franchise revenues or the Revenues of the Orange Bowl; or (i) the City shall default in the due and punctual performance of any other of the covenants, conditions, agreements and provisions contained in the bonds or in this Ordinance on the part of the City to be performed, and such default shall continue for thirty (30) days after written notice specifying such default and requiring same to be remedied shall have been given to the City by the holders of not less than ten per centum (10%) in aggregate prin- cipal amount of the bonds then outstanding. SECTION 803. Upon the happening and continuance of any event of default specified in Sec- tion 802 of this Article, then and in every such case the holders of not less than twenty per centum (20%) in aggregate principal amount of the bonds then outstanding shall, by a notice in writing to the City, declare the principal of all of the bonds then outstanding (if not then due and payable) to be due and payable immediately, and upon such declaration the same shall become and be immedi- ately due and payable, anything contained in the bonds or in this Ordinance to the contrary notwith- standing; provided, however, that if at any time after the principal of the bonds shall have been so declared to be due and payable, and before the entry of final judgment or decree in any suit, action or proceeding instituted on account of such default, or before the completion of the enforcement of any other remedy under this Ordinance, moneys shall have accumulated in the Interest and Sinking Fund sufficient to pay the principal of all matured bonds and all arrears of interest, if any, upon all bonds then outstanding (except the principal of any bonds not then due by their terms and the inter- est accrued on such bonds since the last interest payment date), and all amounts then payable by the City hereunder shall have been paid or a sum sufficient co pay the same shall have been deposited with the Paying Agents, and every other default in the observance or performance of any covenant, condition, agreement or provision contained in the bonds or in this Ordinance (other than a default in the payment of the principal of such bonds then due only because of a declaration under this Sec- tion) shall have been remedied, then and in every such case the holders of not less than twenty per cencum (20%) in aggregate principal amount of the bonds not then due by their terms and then out- standing may, by written notice to the City, rescind and annul such declaration and its conse- quences, but no such rescission or annulment shall extend to or affect any subsequent default or impair any right consequent thereon. SECTION 804. Upon the happening and continuance of any event of default specified in Sec- tion 802 of this Article, then and in every such case the holders of not less than ten per centum (10%) in aggregate principal amount of the bonds then outstanding hereunder may proceed to protect and enforce the rights of the bondholders under this Ordinance by such suits, actions or special pro- ceedings in equity or at law, either for the specific performance of any covenant or agreement con- tained herein or in aid or execution of any power herein granted or for the enforcement of any proper legal or equitable remedy, as they shall deem most effectual to protect and enforce such rights. SECTION 805. Anything in this Ordinance to the contrary notwithstanding, if at any time the moneys in the Interest and Sinking Fund shall not be sufficient to pay the principal of or the interest on the bonds as the same become due and payable (calmer by their terms or by acceleration of maturities under the provisions of Section 803 of this Article), such moneys, together with any moneys then available or thereafter becoming available for such purpose, whether through the exer- cise of the remedies in this Article provided for or otherwise, shall be applied as follows: (a) If the principal of all the bonds shall not have become or shall not have been declared due and payable, all such moneys shall be applied first: to the payment to the persons entitled thereto of all instalments of inter- est then due and payable, in the order in which such instalments became due and pay- able, and, if the amount available shall not be sufficient co pay in full any particular instalment, then to the payment ratably, according co the amounts due on such in- stalment, to the persons entitled thereto, without any discrimination or preference except as to any difference in the respective rates of interest specified in the bonds; • 1. 16 second: to the payment to the persons entitled thereto of the unpaid prin- cipal of any of the bonds which shall have become due and payable (other than bonds called for redemption for the payment of which moneys are held pursuant to the pro- visions of this Ordinance), in the otder of their due dates, with interest on the prin- cipal amount of such bonds' at the respective rates specified therein from the respec- tive dates upon which such bonds became due and payable, and, if the amount avail- able shall not be sufficient to pay in full the principal of the bonds due on any par- ticular date, together with such interest, then to the payment first of such interest, ratably according to the amount of such interest due on such date, and then to the payment of such principal, ratably according to the amount of such principal due on such date, to the persons .entitled thereto without any discrimination or preference; and third: to the payment of the interest on and the principal of the bonds in accordance with the provisions of Article V of this Ordinance. (b) If the principal of all the bonds shall have become or shall have been declared due and payable, all such moneys shall be applied to the payment of the principal and interest then due and unpaid upon the bonds, without perference or priority of principal over interest or of interest over principal, or of any instalment of interest over any other instalment of interest, or of any bond over any other bond, ratably, according to the amounts due respec- tively for principal and interest, co the persons entitled thereto without any discrimination or preference except as to any difference in the respective rates of interest specified in the bonds. (c) If the principal of all the bonds shall have been declared due and payable and if such declaration shall thereafter have been rescinded and annulled under the provisions of Section 803 of this Article, then, subject to the provisions of paragraph (b) of this Section in the event that the principal of all the bonds shall later become due or be declared due and payable, the moneys remaining in and thereafter accruing to the Interest and Sinking Fund shall be applied in accordance with the provisions of paragraph (a) of this Section. - The provisions of paragraph (a), (b) and (c) of this Section are in all respects subject to the provisions of Section 801 of this Article. Whenever moneys are to be applied pursuant to the provisions of this Section, such moneys shall be applied by the Director of Finance at such times, and from time to time, as he shall deter- mine, having due regard to the amount of such moneys available for application and the likelihood of additional moneys becoming available for such application in the future; the deposit of such mon- eys -with the Paying Agents, or otherwise setting aside such moneys in trust for the proper purpose, shall constitute proper application by him. Whenever the Director of Finance shall determine to apply such funds he shall fix the date (which shall be an interest payment date unless he shall deem an- other date more suitable) upon which such application is to be made and upon such date interest on the amounts of principal to be paid on such date shall cense to accrue. He shall give such notice as he may deem appropriate of the fixing of any such date, and shall not be required to make payment to the holder of any unpaid coupon or any bond until such coupon or such bond and all unmatured cou- pons, if any, appertaining to such bond shall be surrendered to him for appropriate endorsement or for cancellation if fully paid. SECTION 806. No one or more holders of the bonds hereby secured shall have any right in any manner whatever by his or their action to affect, disturb or prejudice the security of this Ordi- nance, or to enforce any right hereunder except in the manner herein provided; chat all proceedings at law or in equity shall be instituted, had and maintained in the manner herein provided and for the benefit of all holders of such outstanding bonds and coupons, and any individual rights of action or other right given to one or more of such holders by law are restricted by this Ordinance to the rights and remedies herein provided. SECTION 807. No remedy herein conferred upon or reserved to the holders of the bonds is intended to be exclusive of any other remedy or remedies herein provided, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder. SECTION 808. No delay or omission of any holder of the bonds to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default or an acquiescence therein; and every power and remedy given by this Article to the holders of the bonds may be exercised from time co time and as often as may be deemed expedient. ARTICLE IX MISCELLANEOUS PROVISIONS SECTION 901. Any request, direction, consent or other instrument in writing required by this Ordinance to be signed or executed by bondholders may be in any number of concurrent instru- ments of similar tenor and may be signed or executed by such bondholders or their attorneys or legal representatives. Proof of the execution of any such instrument and of the ownership of bonds shall be sufficient for any purpose of this Ordinance if made is the following manner: 17 succeeding to the principal functions thereof or by the officer upon whom such powers, obligations and duties shall be imposed by law or by the City Commission. SECTION 909. In case any one or more of the provisions of this Ordinance or of the bonds or coupons issued hereunder shall for any reason be held to be illegal or invalid, such illegality of invalidity shall not affect any other provision of this Ordinance or of the bonds or coupons, but this Ordinance and the bonds and coupons shall be construed and enforced as if such illegal or in- valid provision had not been contained therein. SECTION 910. The officers and agents of the City are hereby authorized and directed to do all the acts and things required of them by the bonds and this Ordinance for the full, punctual and complete performance of all of the terms, covenants, provisions and agreements contained in the bonds and this Ordinance. SECTION 911. Any headings preceding the texts of the several Articles hereof and any table of contents, marginal notes or footnotes appended to copies hereof shall be solely for conven- ience of reference, and shall not constitute a part of this Ordinance, nor shall they affect its mean- ing, construction or effect. SECTION 912. Upon the issuance of the bonds under the provisions of Section 208 of this Ordinance, all ordinances and resolutions and parts thereof and all provisions of The Code of the City of Miami, Florida, 1957, as amended, which are inconsistent with any of the provisions of this Ordinance be and the same are hereby repealed to the extent of any such inconsistency. SECTION 913. A copy of this Ordinance shall be posted by the City Clerk at the door of the Dade County Courthouse at th- place provided for notices within five (5) days after the passage and adoption hereof. SECTION 914. For the reasons set forth in the preambles, this Ordinance is hereby de- clared to be an emergency measure on the ground of urgent public need for the preservation of peace, health, safety or property by fifths (4/5) vote of the members of the Commission. PASS • ' • ADO 3rd day of April, 1967. ATTEST': F. L. COR CITY CL MAYOR y ,day of... correct vas rost©d t Rowse est Di: c