Res No 012-11-13326RESOLUTION NO. 12-11-13326
A Resolution of the Mayor and City Commission of the City of South Miami,
Florida, authorizing the City Manager to finance up to thirty eight (38)
multi -space parking stations for an amount not to exceed $420,000 and
accepting the interest rate of 2.355% with no prepayment penalty through
SunTrust Bank, charging Debt Service- Principal Account No.
001.1410.513.7110 and Debt Service- Interest Account No.
001.1410.513.7210; and providing an effective date.
WHEREAS, the 201.0 -2011 approved budget reflects the allocation of funds for the
purchase and financing of the multi - spaced parking stations; and
WHEREAS, in accordance with competitive bidding procedures, three (3) banks have
provided quotes, SunTrust Bank, First National Bank of South Miami and Government Capital
Corporation; and
WHEREAS, SunTrust Bank has provided the lowest rate and has agreed to finance the
multi -space parking stations at an interest rate of 2.355% with no prepayment penalty.
WHEREAS, resolution 237 -10 -13271 authorizing City Manager to finance the
multi -space parking stations with SunTrust Bank at an interest rate of 2.06 %. The
Treasury Reserve interest rates increased by 42 basis points, increasing the rate to 2.48 %.
After further negotiation, the City administration was able to obtain the final interest rate
of 2.355 %, which is locked until January 20, 2011.
NOW THEREFORE BE IT RESOLVED BY THE MAYOR AND CITY
COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA;
Section 1. That the City Manger is authorized to execute a contract with SunTrust
Bank for financing as described in this resolution.
Section 2. That the funding will be provided from Account No. 001.1410.513.7110
Debt Service - Principal, with a current balance of $95,086 and Account No. 001.1410.513.7210
Debt Service - Interest, with a current balance of $5,500.
Section 3. This resolution shall take effect immediately upon adoption.
PASSED AND ADOPTED this4th day of January , 2011.
ATTEST: AT OV J
w_ vr2e v
CITY CLERK MAYO
COMMISSION VOTE: 4 -0
READ AND APPROVED AS TO FORM
Page 1 of 2
Additions shown by underlinine and deletions shown by o.,�strikin
Res. No. 12 -11 -13326
AND SUFFICIENCY:
41�
CITY ATTORNEY
Page 2 of 2
Mayor Stoddard:
Yea
Vice Mayor Newman:
absent
Commissioner Palmer:
Yea
Commissioner Beasley:
Yea
Commissioner Harris:
Yea
South Miami
NIAmeHOaCiN
CITY OF SOUTH MIAMI
OFFICE OF THE CITY MANAGER
INTER - OFFICE MEMORANDUM 2001
To: The Honorable Mayor & Members of the City Commission
Via: Hector Mirabile, PhD /a/
From: Alfredo Riverol, Chief Financial Officer
Date: January 4, 2011 Agenda Item No.:
Subject: A Resolution of the Mayor and City Commission of the City of
South Miami, Florida, authorizing the City Manager to finance up
to thirty eight (38) multi -space parking stations for an amount
not to exceed $420,000 and accepting the interest rate of 2.355%
with no prepayment penalty through SunTrust Bank, charging
Debt Service - Principal Account No, 001.1410.513.7110 and Debt
Service - Interest Account No. 001.1410.513.7210; and providing
an effective date.
Background: On November I, 2010 the City Commission adopted Resolution
237 -10 -13271 authorizing City Manager to finance the multi -
space parking stations with SunTrust Bank for 5 -years at an
interest rate of 2.06%. Since November I ", the Treasury Reserve
interest rates increased by 42 basis points, increasing the rate to
2.48%. After further negotiation, the City administration was able
to obtain the final interest rate of 2.355 %, which is locked until
January 20, 2011.
Expenditure: Debt Service - Principal Account $53.527.24
Debt Service - Interest Account $5,463.08
Accounts: Debt Service- Principal Account No. 001.1410.513.71 10 with a
current Balance of $95,086
Debt Service - interest Account No. 001.1410.513.7210 with a
current balance of $5,500
Attachments: SunTrust December 21, 2010 5 -year Commitment Letter
SunTrust Equipment Finance and Leasing Corporation
300 E.Joppa Road
Suite 700
Towson, MD 21286
Phone 410.307.6705
Lawanna.gatton@suntrust.com
StJl' TRUSTW
December 21, 2010
Alfredo Riverol
City of South Miami, FL
6130 Sunset Drive
South Miami, FL 33143
Dear Ms. Rivera:
Lawanna S. Gatton
Assistant Vice President
SunTrust Equipment Finance & Leasing Corp. is pleased to provide the following proposal to finance the acquisition
of the Parking Meters by the City of South Miami, FL.
Lessee:
Type of Financing:
Equipment:
Financing Amount:
Lease Term:
Interest Rate:
Payment Mode /Amt:
City of South Miami, FL
Tax Exempt Lease Purchase
Park and Pay Meters
$420,000.00
Five (5) years
2.355%
Monthly — arrears
The interest rate is firm for a funding by January 20, 2011 subject to final approval by the Board. If the financing is
not closed within the above described timeframe, the interest rate lock can be extended at the clients request for a
fee. A $100 documentation fee will be waived at closing. If an escrow account is established utilizing our new
Escrow Agreement, a set up fee of up to $250.00 will be assessed. This fee can be paid from interest earnings on the
escrow account. The financing is subject to final credit approval by the Credit/Investment Committee of SunTrust
Bank and approval of the lease documents in SunTrust Leasing Corporation's sole discretion. Should you have any
questions, feel free to contact me.
Very holy yours,
a
Lawanna. S. Gatton
Vice President
Proposal for Equipment Financing
Page 2 of 3
interest Rate: 2.0660% (Monthly)
Payment
Payment
Payment
Principal
Interest
Principal
Number
Date
Amount
Component
Component
Balance
10/30/10
0
0
0
420,000.00
1
11/30/10
7,373.79
61650.69
723.10
413,349.31
2
12/30/10
7,373.79
6,662.14
711.65
406,687.16
3
1130/11
7,373.79
6,673.61
70018
400,013.55
4
2/28/11
7,373.79
6,685.10
688.69
393,328.44
5
3/30/11
7,373.79
6,696.61
677.18
386,631.83
6
4/30/11
7,373.79
6,708.14
665.65
379,923.69
7
5/30/11
7,373.79
6,719.69
654.10
373,203.99
8
6/30/11
7,373.79
6,731.26
642..53
366,472.73
9
7/30/11
7,373.79
6,742.85
630.94
359,729.88
10
8130/11
7,373.79
6,754.46
619.33
352,975.42
11
9/30/11
7,37339
6,766.09
607.70
346,209.34
12 -
10/30/11
7,373.79
6,777.74
596.05
339,431.60
13
11/30/11
7,37179
6,789.41
584.38
332,64119
14
12/30/11
7,373.79
6,801.09
572.70
325,841.10
15
1/30112
7,373.79
6,812.80
560,99
319,028.30
16
2/29/12
7,373.79
6,824.53
549.26
312,203.76
17
3/30/12
7,373.79
6,836.28
537.51
305,367.48
18
4/30/12
7,373.79
6,848.05
525.74
298,519.43
19
5/30/12
7,373.79
6,859.84
513.95
291,659.59
20
6/30/12
7,373.79
6,871.65
502.14
284,787.93
21
7/30/12
7,373.79
6,883.48
490.31
277,904.45
22
8/30/12
7,373.79
6,89533
478.46
271,009.12
23
9/30/12
7,373.79
6,907.21
466.58
264,101.91
24
10/30/12
7,373.79
6,919.10
454.69
257,182.81
25
11/30/12
7,373.79
6,931.01
442.78
250,251.80
26
12/30/12
7,373.79
6,942.94
430.85
243,308.86
27
1/30/13
7,373.79
6,954.90
418.89
236,353.96
28
2128/13
7,373.79
6,966.87
406.92
229,387.10
29
3/30/13
7,373.79
6,978.86
394.93
222,408.23
30
4/30113
7,373.79
6,990.88
382.91
215,417.35
31
5/30/13
7,373.79
7,002.92
370.87
208,414.44
32
6/30/13
7,37179
7,014.97
358.82
201,399.46
33
7/30/13
7,373.79
7,027.05
346.74
194,372,41
34
8/30/13
7,373.79
7,039,15
334.64
187,333.27
35
9/30/13
7,373.79
7,051.27
322.52
180,282.00
36
10/30/13
7,373.79
7,063.41
310.38
173,218.59
37
11/30/13
7,373.79
7,075.57
298.22
166,143.03
38
12/30/13
7,37339
7,087.75
286.04
159,055.28
39
1/30/14
7,373.79
7,099.95
273.84
151,955.33
40
2/28/14
7,37319
7,112.18
261.61
144,843.15
41
3/30/14
7,373.79
7,124.42
249.37
137,718.73
42
4/30/14
7,373.79
7,136,69
237.10
130,582.05
43
5/30/14
7,373.79
7,148.97
224.82
123,433.07
44
6/30/14
7,373.79
7,161.28
212.51
116,271.79
45
7/30/14
7,373.79
7,173.61
200.18
109,098.18
46
8/30/14
7,373.79
7,185.96
187.83
101,912.22
47
9/30/14
7,373.79
7,198.33
175.46
94,713.89
48
10/30/14
7,373.79
7,210.73
163.06
87,503.16
49
11/30/14
7,373.79
7,223.14
150.65
80,280.02
Proposal for Equipment Financing
Page 3 of 3
50
12/30/14
7,373.79
7,235.58
138.21
73,044.45
51
1/30/15
7,373.79
7,248.03
125.76
65,796.42
52
2/28/15
7,373.79
7,260.51
113.28
58,535.91
53
3/30/15
7,373.79
7,273.01
100.78
51,262.89
54
4130/15
7,373.79
7,285.53
88.26
43,977.36
55
5/30/15
7,373.79
7,298.08
75.71
36,679.29
56
6/30/15
7,373.79
7,310.64
63.15
29,368.64
57
7/30/15
7,373.79
7,323.23
50.56
22,045.42
58
8/30115
7,373.79
7,335.84
37.95
14,709.58
59
9130/15
7,373.79
7,348.47
25.32
7,361.12
60
10/30/15
7,373.79
7,361.12
12.67
0100
Totals 442,427.40 420,000.00 22,427.40
EXHIBIT A
EQUIPMENT SCHEDULE NO. 02
TO LEASE NO. 07717
The following Equipment comprises an Equipment Group which is the subject of the Master Lease Agreement dated as July 7,
2010 (the "Agreement') between the undersigned Lessor and Lessee. The Agreement is Incorporated herein in its entirety, and Lessee
hereby reaffurns each of its representations, warranties and covenants contained in the Agreement. Lessee warrants that no Non -
Appropriation and no Event of Default, or eventwhich, with the passage of time or the giving of notice or both, would constitute an Event
of Default, has occurred under the Agreement. An Acceptance Certificate and Payment Schedule are attached to ibis Equipment Schedule
and by reference are made a part hereof. The terms capitalized in this Equipment Schedule but not defined herein shall have the meanings
assigned to them in the Agreement
EOUWMENT GROUP
The cost of the Equipment Group to be funded by Lessee order this Lease Is S417 ,896.00 (the "Acquisition COW . The
Equipment Group consists of the following Equipment which has been or shall be purchased:
MULTI -SPACE PARKING STATIONS, SPACE NUMBERING AND SIGNAGE WITH A TOTAL COST OF: 5417,646.00
ESCROW AGENT FEE: $250.00
The Equipment Group is or will be located at the following whimss(m). Prior to relocation of the Equipment Group Or any
portion thereof during the Lease Term, Lessee will provide written notice to Lessor:
6130 SUNSET DRIVE
SOUTH MIAMI, FL 33143
CITY OF SOUTH MIAMI, SUNTRUST EQUIPMENT FINANCE
Lessee & LEASING CORP.,
Lessor
i
J -
Bye" -"' ' ( By:
N :Hector Mirabile Name: Donald S. Keough
Title: CityMana Title. Vice President
Date: _1_LfL.if Date:
Address: 6130 Sunset Drive Address: 300 East foppa Road, 7' Floor
South Miami, FL 33143 Towson, MD 21286
Telephone: 3051663 -6343 Telephone: 4101307 -6648
Facsimile: 30516636346 Facsimile: 4101307-6669
Leace Number. 07717
Equipment Schedule. 02
PAYMENT SCHEDULE
'the Funding Date with respect to the above referenced Equipment Group shalt be January 7,2011. Lessorshallretammy,
interest accruing between the Funding Date and the date on which interest begins to accrue in accordance with the Payment Schedule mom
fully set forth below. The Annual Interest Rate applicable to the Equipment Group shall be 2._315%. Lessee will makeltental Payments
each consisting ofPrincipal and Interest as set forth below for a term of5 years. The first Rental Payment is due on February 7, 2011 and
subsequent payments are due monthly on Lice date thereafter.
Payment
Payment
Payment
Principal
Interest
Prepayment
Number
Date
Amount
Component
Component
Price
1
2/7/2011
7,389.86
6,569.75
820.11
415,439.51
2
3/712011
7,389.86
6,582.64
807.22
408,791.06
3
4/7/2011
7,389.86
6,595.56
794.30
402,129.64
4
5/712011
7,389.86
6,608.50
781.36
395,454.96
5
6/712011
7,389.66
6,621.47
768.39
388,767.27
6
7/712011
7,389.86
6,634.46
755.40
382,066.46
7
8!712011
7,389.86
6,647.48
742.38
375,352.50
8
9/772011
7,389.86
6,660.53
729.33
368,625.37
9
100/2011
7,389.86
6,673.60
716.26
361,885.03
10
11012011
7,389.86
6,686.70
703.16
355,131.46
11
1202011
7,389.86
6,699.82
690.04
348,364.64
12
10/2012
7,389.86
6,712.97
676.89
341,584.55
13
20/2012
7,389.86
6,726.14
663.72
334,791.14
14
3012012
7,389.86
6,739.34
650.52
327,964.40
15
4012012
7,389.86
6,752.57
637.29
321,164.30
16
5012012
7,389.86
6,765.82
624.04
314,330.83
17
60/2012
7,389.86
6,779.10
610.76
307,483.94
18
7012012
7,389.86
6,792.40
597.46
300,623.61
19
8012012
7,389.86
6,805.73
584.13
293,749.82
20
9/712012
7,389.86
6,819.09
570.77
286,862.54
21
100/2012
7,389.86
6,832.47
557.39
279,961.75
22
1102012
7,389.86
6,845.88
543.98
273,047.41
23
12/72012
7,389.86
6,859.31
530.55
266,119.51
24
102013
7,389.86
6,872.78
517.08
259,178.00
25
202013
7,389.86
6,886.26
503.60
252,222.88
26
302013
7,389.86
6,899.78
490.08
245,254.10
27
40/2013
7,389.86
6,913.32
476.54
238,271.65
28
50/2013
7,389.86
6,926.89
462.97
231,275.50
29
602013
7,389.86
6,940A8
449.38
224,265.61
30
70/2013
7,389.86
6,954.10
435.76
217,241.97
31
80/2013
7,389.86
6,967.75
422,11
210,204.54
32
9012013
7,389.86
6,981.42
408.44
203,153.31
33
100/2013
7,389.86
6,995.12
394.74
196,088.24
34
11042013
7,389.86
7,008.85
381.01
189,009.30
4
wnoni.rs.aµeszttuin+.w + n.+w
LeaseNumher: 07717
Equipment Schedule: 02
PAYMENT SCHEAULE
Payment
Payment
Payment
Principal
Interest
Prepayment
Number
Date
Amount
Component
Component
Price"
35
1217/2013
7,389.86
7,022.60
367.26
181,916.46
36
1(712014
7,389.86
7,036.39
353.47
174,809.71
37
2x712014
7,389.86
7,050.20
339.66
167,689.02
38
3712014
7,389.86
7,054.03
325.83
160,554.35
39
4712014
7,389.86
7,077.89
311.97
153,405.67
40
572014
7,389.86
7,091.78
298.08
146,242.97
41
672014
7,389.86
7,105.70
284.16
139,066.21
42
772014
7,389.86
7,119.65
270.21
131,875.37
43
872014
7,359.86
7,133.62
256.24
124,670.41
44
972014
7,389.86
7,147.62
242.24
117,451.31
45
107/2014
7,389.86
7,161.65
228.21
110,218.06
46
1172014
7,389.86
7,175.70
214.16
102,970.60
47
12712014
7,389.86
7,189.78
200.08
95,708.91
48
172015
7,389.86
7,203.89
185.97
88,432.98
49
2712015
7,389.86
7,218.03
171.83
81,14237
50
372015
7,389.86
7,232.20
157.66
73,838.26
51
4/7/2015
7,389.86
7,246.39
143.47
66,519.41
52
5/7/2015
7,389.86
7,260.61
129.25
59,186.19
53
672015
7,389.86
7,274.86
115.00
51,838.58
54
772015
7,389.86
7,289.13
100.73
44,476.55
55
872015
7,369.86
7,303.44
86.42
37,100.09
56
972015
7,369.86
7,317.77
72.09
29,709.13
57
107/2015
7,389.86
7,332.13
57.73
22,30168
58
117/2015
7,389.86
7,346.52
43.34
14,883.69
59
1272015
7,389.86
7,360.94
28.92
7,449.14
60
172016
7389.86
7,375.40
14.46
0.00
Totals
443,391.60
417,896.00
25,495.60
CITY OF SOUTH M1AML
Lessee
Name!.'
HeetOr Mfrabde
Title:
City Mana er
Date:_
" After payment Of Rental Payment due On such date.
Vano r � t6EPFSCOWm.VOUkuor
(Escrow]
EXHIBIT B-1
Lease Number. 07717
Equipment Schedule: 02
TAX AGREEMENT AND ARBITRAGE CERTIFICATE
This TAX AGREEMENT AND ARRITRAGE CERTIFICATE (this "Certificate") is issued by CITY OF SOUTH MIAMI
( "Lessee") in favor of SUNTRUST EQUIPMENT FINANCE & LEASING CORP. ( "Lessor ") in connmtion with that certain Master
Lease Agreement dated as of July 7, 2010 (the °Agreement "j by and between Lessor and Lessee. The terms capitalized herein but not
defined herein shadlarve the meanings assigned to them in the Agreement.
Section 1. In Canaria
Lt. This Certificate is executed for the purpose of establishing the reasonable expectations of Lessee as to future events regarding the
financing of certain equipment (the "Equipment ") to be acquired by Lessor and leased to Lessee pursuant to and in accordance with the
Equipment Schedule referenced above (the "Equipment Schedule ") executed under the Agreement (together with all related documents
executed pursuant thereto and contunporaneousiy herewith, the "Financing Documents"). As described in the Financing Documents,
Lessor shall apply S417,896.00 (the "Principal Amount") toward the acquisition ofthe Equipment and Lessee shall make Rental Payments
under the terms and conditions as set forth in the Financing Documents.
1.2. The individual executing this Certificate on behalf of l cmis ism officer of Lessee delegated withthe responsibility ofteviewing and
executing the Financing Documents, pursuant m the resolution or other official action of Lessee adopted with respect to the Financing
Documents, a copy ofwhich has been delivered to Lessor.
1.3, The Financing Documents are being entered into for the purpose of providing hands for financing the cost of acquiring, equipping and
installing the Equipment which is essential to the governmental functions of Lessee, which Equipment is described in the Equipment
Schedule. The Principal, Amount will be deposited in escrow by Lessor on the dam of issuance of the Financing Documents and held by
SUNTRUST BANK, as escrow agent (the "Escrow Agent ") pending acquisition ofthe, Equipment under the terns of that certain Escrow
Agreement dated as o£January 7, 2011, (the "Escrow Agreement "), by and between Lessor and Escrow Agent
1.4. Lessee will timely fide for each payment schedule issued under the Lease a Form 803" (or, if the invoice prim of the Equipment
under such schedule is less than $100,000, a Form 8038GC) relating to such Lease with the Internal Revenue Service in accordance with
Section 149(e) ofthe Internal Revenue Cade of 1986, as amended (the "Code ").
1.5. Less, has not issued, and reasonably anticipates that it and its subordinate entities, if any, will not issue, tax- exempt obligations
(including the Lease) in the amount of more than $10,000,000 during the current calendar year. Lessee hereby designates the Lease as a
"qualified tax- exempt obligation" within the meaning of Section 265(b)(3) ofthe Code and agrees that it and its subordinate entities, Wary,
will not designate more than $10,000,000 of their obligations as "qualified lax- exempt obligations" during the current calendar year.
Section 2 No -Arbitrate, Noth-Arbitrate, Certifications
2.1. The Rental Payments due under the Financing Documents will be made with monies retained in Lessee's general operating fund (or an
account or subaccount therein). No sinking, debt service, reserve or similar fund or account will be created or maintained for the payment
ofthe Rental Payments due under the HarracingDoeuments or pledged as secaity therefor.
2.2. There have been and will be issued no obligations by or on bebalf of Lessee that would be deemed m be (i) issued or sold within
fifteen (15) days before or after the dam of issuance of the Financing Documents, (ii) issued or sold pursuant to a common plan of
financing with the Financing Documents and (iii) paid out of substmtially the same source offunds as, or deemed to have substantially the
some claim to be paid out of substantially the same source of funds us Financing Documents.
2.3. Other than the Principal Amount held Order the Escrow Agreement, Lessee does not and will not have on band any fluids that are or
will be restricted, segregated, legally required or otherwise intended to be used, directly or indirectly, as a substitute, replacement or
separate source of financing for the Equipment
2.4, No portion of the Principal Amount is being used by Less e to acquire investments which produce a yield materially higher than the
yield realized by Lessor from Rental Payments received under the Financing Documents,
2.5. The Principal Amount does not exceed the amount necessary for the governmental purpose for which the Financing Documents were
entered into. Such foods are expected to be needed and fully expended for payment ofthe costs ofacquiring, equipping and installing the
Equipment
2.6. Losses does not expect to convey, sublease or otherwise dispose ofthe Equipment, in whole Orin part, at a date which is earlier Own
the final Payment Date under the Financing Documents.
Section 3 Disbursement of Funds! Reimbursement to Lasses.
3.1. It is contemplated that the entire Principal Amount deposited in escrow will be used to pay the acquisition cost Of Equipment to the
vendors or manufactiuers thereof, provided that, if applicable, a portion of the principal meant may be paid to Lessee as reimbursement
foracquisition cost payments already made by it so long w the conditions set forth in Section 3.2 below are satisfied.
32. Lessee shall not request that it be reimbursed for Equipment acquisition cost payments already made by it unless each ofthe following
V4M1 LLSS.aP65a.POflnv. troNare+
conditions have been satisfied:
(a) Lessee adopted a resolution or otherwise declared its official intent in accordance will Treasury Regulation § 1.150 -2 (the
"Declaration of Official Intenf7, wherein Lessee expressed its intent to be reimbursed from the proceeds ofa borrowing for all era portion
of the cost of the Equipment, which expenditure was paid to the Vendor not earlier than sixty (60) days before Lessee adopted he
Declaration of Official intent;
(b) The reimbursement being requested will be made by a wrilen4u�!tion before the later of eighteen (18) months after the
expenditure was paid or eighteen (18) months after the items of Equipment to whii:hsuch payment relates were placed in service;
(c) The entire payment with respect to which mimbursement is being sought is a Qa fi al expenditure, being a cost of type properly
chargeable to acapital account under general federal income tax principles; and
(d) Lessee will use any reimbursement payment for general operating expenses and q0t in a manner which could be construed as an
artifice or device under Treasury Regulation § 1.148 -10 to avoid, in whole o[ in par; Ofirage yield restrictions or arbitrage rebate
requirements.
Section 4 Use and Inv lm nt of Funds; Temporary P ' d.
4.1. Lessee has incurred or will incur, within six (6) months dour the date of ismsence of the Financing Documents, binding obligations to
pay an amount equal to at least five percent (5 %) of the Principal Amount towardthe costs of the Equipment An obligation is not binding
if it is subject to contingencies within Lessee's control. The ordering and acceptance of the items of Equipment will proceed with due
diligence to the date of final acceptance of the Equipment.
42, An amount equal m at least eighty -five percent (85 %) of the Principal Amount will be expended to pay the cost of the Equipment by
the end of lie three -year period commencing on the data of this Certificate. No portion of the Principal Amount will be used to acquire
investments that do not carry out the gmenunamal purpose of the Financing Documents and that have a substantially guaranteed yield of
four (4) years or more.
4.3. (a) .Lessen covenants and agrees that it will rebate an amount equal to excess earnings on the Principal Amount deposited under the
Escrow Agreement to the Internal Severna, Service if required by, and in accordance with, Section 148(f) of the Code, and make the
annual determinations and maintain the records requited by and otherwise comply with the regulations applicable thereto. Lessee
reasonably expects to cause the Equipment to be acquired by July 7, 2012.
(b) Lessee will provide evidence to Lessor that the rebels amount has been calculated and paid to the Internal Revenue Service in
accordance with Section 148(1) ofthe, Code unless (i) the entire principal Amount is expended on the Equipment by the data that is the six -
month anniversary of the Financing Documents or (it) the Principal Amount is expended on the Equipment in accordance with the
following schedule: At least fifteen percent (15 %) ofthe Principal Amount and interest earnings thereon will be applied to the cast ofthe
Equipment within six months from the date of issuance ofthe Financing Documents; at least sixty percent (60 %) of the Principal Amount
and interest earnings thereon will be applied to he cast of the Equipment within 12 months from the date of issuance of the Financing
Documents; and one hundred percent (100%) of the Principal Amount and interest eamings thereon will be applied to the cost of the
Equipment prior to eighteen (18) months from the date of issuance of the Financing Documents.
(c) Lessee hereby covenants that (i) Lessee is a governmental unit with general tae powers; 11 the Lease is not a "priYare activity bond"
under Section 141 of the Code; (iii) at least ninety -five percent (95019) ofthe Principal Amount is used for the governmental activities of
Lessee; and (iv) the aggregate principal amount of all tax- exempt obligations (including the Lease) issued by Lessee and its subordinate
entities, if any, during the current calendar year is not reasonably expected to exceed $5,000,000. Accordingly, the rebate requirements of
Section 148(f) ofthe Code are treated as being mel, in lieu ofthe spending exceptions set forth mpamgmph (b)above-
Section 5. Escrow Account
The Financing Documents provide that the monies deposited in escrow shall be invested antic payments to the vendor(s) or manufacturer(s)
of the Equipment are due. Lessee will ensure that such investment will not result in Lessee's obligations under the Financing Documents
being heated as an "arbitrage bond" within the meaning of Section 148(a) ofthe lnumal Revenue Code of 1486, an amended (the "Code" ),
respectively. Any monies which are eamed from the investment of these funds shall be labeled as interest earned. All such monies will be
disbursed on or promptly after the date that Lessee accepts the Equipment -
Section 6 No Private Use; No Consumer Loan.
6.1. Lessee will not exceed the private use restrictions set forth in Section 141 ofthe Code. Specifically, Lessee will not Permit mom than
10 %ofthe Principal Amount to be used for a Private Business Use (as defined herein) if, in addition, the payment of mom than ten percent
(10 %) of the principal Amount plus interest earned thereon is, directly or indirectly, secured by (i) any urterrst in properly used or to be
used for a Private Business Use or (it) any interest in payments in respect of such property or derived from any payment in respect of
property or borrowed money used or to be used for a Private Business Use.
In addition, if both (A) more than five percent (5%) of the Principal Amount is used as described above with respect to private
Business Use and (B) more than five percent (50/) ofthe Principal Amount plus interest earned daemon is secured by Private Business Use
property or payments as described above, then the excess over such five percent (5 %) (the "Excess Private Use Portion ") will be used for a
Private Business Use related to die governmental use ofthe Equipment Any such Excess Private Use Portion ofthe Principal Amount will
not exceed the portion of the Principal Amount used for the governmental ass of the particular project to which such Excess Private Use
uanainrsao.rszcaci"..wu �,
Portion is related, For purposes of this paragraph 6.1, "Private Business Use" means use of bond proceeds or bond financed- property
directly or indirectly in a trade or business carried on by a natural person or in any activity carried on by a person other than a Baran
person, excluding, however, use by a state or local governmental unit and excluding usa as a member of the general public.
6.2. No part of the Principal Amount or interest earned thereon will be used, directly or indirectly, to make or finance any loans to non-
governmental entities arm any governmental agencies other than Lessen.
Section 7. No Federal Guarantee.
7.1. Payment of the principal or interest due under the Financing Documents is not directly or indirectly guaranteed, in whole Orin part, by
the United Sates or an agency or insmahentality thereof
7.2. No portion of the Principal Amount or interest earned thereon shall be (i) used in making loans the payment of principal or interest of
.which are to be guaranteed, in whole or in part, by the United States or any agency or instrumentality thereof, or (ii) invested, directly or
indirectly, in federally insured deposits or accounts if such investment would muse the financing under the Financing Documents to be
"federally guarantced" within the meaning of Section 149(b) of the Code. -
Section S. Miscellaneous.
8 -1. Lessee shall keep a complete and accurate record of all owners or assignees of the Financing Documents in form and substance
satisfactory to comply with the registration requirements of Section 149(a) of the Code unless Lessor or its assignee agrees to act as
Lessees agent for such purpose.
8.2. Lessee shall maintain complete and accurate records establishing, the expenditure of the principal Amount and interest earnings
thereon for a period of five (5) years after payment in full under the Financing Documents.,
8.3. To the best of the undersigned's knowledge, information and belief, the above expectations are reasonable and them are no other
facts, estimates or circumstances that would materially change the expectations expressed herein.
IN WITNESS WHEREOF, this Tax Agreement and Arbitrage Certifiwto has been executed on behalf of Lessee as of January
7,2011-
CITY OF SOUTH MIAM/,,
Lessee
By:�
Name: Hector Miabile
Title: City Mar {ger
Oate:�yL__
1 /ilIDn:lEY- BQESR➢ev c/.1/Pilmw,
RESOLUTION NO, 12-11-13326
A Resolution of the Mayor and City Commission of the City of South NDami,
Florida, authorizing the City Manager id thiadce"ap to thirty eight (38)
multi -space parking stations for an amount not to exceed $420,000 and
accepting the interest rate of 2355% with no prepayment penalty through
SunTrust Bank, charging Debt Service- Principal Account No.
001.1410513.7110 and Debt Servico- Interest Account No.
001.1410.513.7210; and providing an effective date.
WHEREAS, the 2010 -2011 approved budget mflecta the allocation of funds for the
,purchase and financing of the multi spaced parking stations; and
WHEREAS, in accordance with competitive bidding procedures, three C3) banks have
Provided quotes, S=Trust Bank, first National Bank of South Miami and Government Capital
Cotpomtion; and .
WHEREAS, SunTnet Bank has provided the lowest rate and has aid to finance the
multi -space parking stations at an interest rate of 2.355 %with rw prepayment penalty. .
WHEREAS, resolution 237 -I0 -13271 authorizing City Manager to firauca the
mulfi -space parking stations with SunTrust Bank at an interest rate of 2.06 0/9. The
Treasury Reserve interest rates increased by 42 basis points, increasing the rate to 2.45 %.
After further negotiation, the City administration was able to obtain the final interest rate
of 2.355 %, which is locked until January 20, 2011.
NOW THEREFORE BE IT RESOLVED BY THE MAYOR AND. CITY
COMMISSION OR THE CITY OF SOUTH mum, FLORIDA;
Section 1. That the City Manger is authorized to edecmo a contract with SuaTnzst
Bank for financing as described in Ors resolution.
Section 2. That the funding will be Provided from Account No. 001.1410.513.7110
Debt Serviwprbicipal, with a current balance of $95,086 and Account No. 001.1410.513.7210
Debt Service -krtcre with a current balance Of $5,500-
Section 3. This resolution shall take effect immediately upon adoption.
PASSED AND ADOPTED ft thdayofJanuarp ,2011.3
ATTEST: APPR,O�VE,A:' %�""' -'
MAYOR /=
COMMISSION VOTE: 4 -0
READ AND APPROVED AS TO FORM
Page 1 of 2
Additions shown by under i "n and deldtions shown by evwAF9Ueg.
Res. No. 12 -17 -13326
AND SUFFICIENCY:
/yYV
CITY ATTORNEY
Mayor Stoddard: Yea
Vice Mayor Newman: absent
Commissioner Palmer: Yea
Commissioner - Beasley: Yea
Commissioner Harris: yea
sovey
os Sr
°
-A r
tOR'p
South Miami ,
CITY OF SOUTH MIAMI
OFFICE OF THE CITY MANAGER
INTER - OFFICE MEMORANDUM 2001
To;
The Hdnorable Mayor & Members of the City Commission
V-m:
Hector Mirabile. PhD / /,If�j/
From:
Alfredo Riverol, Chief Financial Officer
Data:
January 4.2011 Agenda Item No. *6 4
Subject:
A Resolution of the Mayor and City Commission of the City of
South Miami, Florida, wthorWng the City Manager to finance up
to thirty eight (38) multi -space parking stations for an amount
to $420.000 and accopeng the interest rate of 1355%
not exceed
with no prepayment penalty through SunTrust Bank charging
Debt Service - Principal Acmum No. 001,1410513.7110 and Debt
Service - Interest Account No. 001.1410,513.n10; and providing
an effective date.
Background:
On November I, 2010 the City Commission adopted Resolution
237 - 10.13271 authorbAng City Maurer to finance the mule -
space parking stations with SunTrttst Bank for 5 -years at an
interest rate of 2,06%. Since November I ", the Treasury Reserve
interest rates increased by 42 basis points, Increasing the rate to
246%. After further negotiation, the City administration was able
to obtain the final interest rate of 23557, which is locked until
January 20,201 J. . .
Fxpenditvea:
Debt Service - Principal Account $53.527.24
Debt Service- -InteresC Account $5,463.08
AcmuntS
Debt Service- Principal Account No. 001.1410513.7110 with a
current Balance of $95,086
Debt Service- Interestkccount No- 001.14105117210 with a
current balance of $5500..
At achrnents SunTrust DecemMi 21,20 I O5 year Commitment Letter -
%Yme�t Payment
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W W,2
I
EXHIBIT D
Lease No.: 07717
Equipment Schedule: 02
INCUMBENCY CERTIFICATE
I do hereby certify that I am the duly elected or appointed and acting City Clerk of CITY OF SOUTH MIAMI, a political
subdivision duly organized and existing under the laws of the State of Florida, that I have custody of the records of such entity, and that, as
of the date hereof, the individuals named below are the duly elected or appointed officers of such entity holding die offices act forth
opposite their respective names.
I finther certify that (i) the signatures set opposite their respective names and titles are their true and authentic signatures; and (ii)
such officers have the authority on behalf of such entity to enter into that certain Master Lease Agreement dated as of July 7,20 10 between
such entity and SUNTRUST EQUIPMENT FINANCE & LEASING CORP..
NAME TITLE // / /JSIIG A
Hector Mirabile City Manauer zl�d�_
IN WITNESS WHEREOF, I have dulyexecuted this certificate as of this I dayof G.YV 2011.
II$$:��"
Na1o"fviariam. to use
Title: City Clerk
wnou:rsssPUnooa�.+.varvw 11
OS` -r r "b
\',
(91�t, o f r ro t � e, k. hfe e r r W
CRY COMMISSION 6190 WNSETQRWE
January 7,2011 SOUTHI�Fry 305/Ma
FAX669 s
SUNTRUST EQUIPMENT FINANCE & LEASING CORP.
300 East Joppa Road, 7' Floor
Towson, MD 21286
Re: Master .lease Agreement dated as of July 7, 2010 (the "Agreement ") by and
between SUNTRUST EQUIPMENT FINANCE & LEASING CORP.
("Lessor") and CITY OF SOUTH MIAMI ("Lessee')
Ladies and Gentlemen:
We have acted as counsel to Lessee with respect to the Agreement described above and
various related matters, and in this capacity have reviewed a duplicate original or certified copy
thereof and Equipment Schedule No. 02 executed pursuant thereto (together with the Agreement, the
`?ease'). The terms capitalized in this opinion but not defined herein shall have the meanings
assigned to them in the Lease. Based upon the examination of these and such other documents as we
have deemed relevant, it is our opinion that
1. Lessee' is a political subdivision of the State of Florida (the "State') width' the
meaning of Section 103(c) of the Internal Revenue Code of 1996, as amended, and is duly organized,
existing and operating under the Constitution and laws of the State.
2. Lessee is authorized and has the power under applicable law to enter into the Leese,
and to carry out its obligations thereunder and the to sactions contemplated thereby.
1 The Lease has been duly authorized executed and delivered by and on behalf of
Lessee, and is a legal, valid and binding obligation of Lessee enforceable in accordance with its
terms, except as enforcement thereof may be limited by bankruptcy, insolvency and other similar
laws affecting the enforcement of creditn's' rights generally and by general equitable principles.
i
4. The authorization and execution of the Lease and all other proceedings of Lessee
relating to the transactions contemplated thereby have been performed in accordance with all
applicable open meeting, pubhc�reoords, public bidding and all other laws, rules and regulations of
the State.
5. The execution of the Lease and the appropriation of moneys to pay the Rental
Payments coming due thereunder do not and will not result in the violation of any constitutional,
statutory or other limitation relating to the manner, form or amount of indebtedness, which may be
incurred by Lessee.
6. There is no litigation, action, suitor proceeding pending or before any court,
administrative agency, arbitrator or governmental body that challenges the organization m existence
of Lessee, the authority of Lessee or its officers or its employees to enter intothe Lease, the proper
SUNTRUST EQUIPMENT FINANCE & LEASING CORP.
Page 2
authorization and/or execution of the Lease or the documents contemplated thereby, the
appropriation of moneys to make Rental Payments under the Lease for the ennent Fiscal Yes" of
Lessee, or the ability of Losses otherwise to perform its obligations under the tease and the
transactions contemplated thereby. To the best of our knowledge, no such litigation, action, suit or
proceeding is threatened.
7, The Equipment is personal property, and when used by Lessee will not be or
become fixtures under the laws of the State.
8. Resolution No. 12 -11 -13326 of the goveming body of Lessee was duly and validly
adopted by such governing body on January 4, 2011, and such resolution has not been amended,
modified, supplemented or repealed and remains in full force and effect
This opinion may be relied upon by the addressee hereof and its successors and assignees of
interests in the Lease, but only with regard to matters specifically set forth herein.
r
Very truly urs,
MFsiagold,Fsq. �
City Attorney
EXHIBIT F
Lease No.: Shown on Schedule I
Equipment Schedule: Shown on Schedule I
SUNTRUST EQUIPMENT FINANCE & LEASING CORP.
ESCROW AGREEMENT
This ESCROW. AGREEMENT, made and entered into as of the Date shown on Schedule 1, by and among SUNTRUST EQUIPMENT.
FINANCE & LEASING CORP., a Virginia corporation ( "Lessor"), the Lessee named on Schedule 1, which is a political subdivision or
Public body politic and corporate of the State or Commonwealth shown on Schedule 1 ("Lessee'), and SUNTRUST BANK, a Georgia
banking corporation, as Escrow Agent ( "Escrow Agent'). '
In consideration of the mumal covenants herein contained, the parties heron, agree as follows:
ARTICLE DEFINITIONS AND RECITALS
Section I.I. Definitions. The terms defined in this Section 1.1 shall, for all purposes of this Escrow Agreement, have the meanings
specified below or on Schedule I.
"Acquisition Costs" means, with respect to the Equipment, the contract price paid or to be paid to the person entitled m such payment
upon acquisition or delivery of any portion of the Equipment in accordance with the purchase order or contract therefor. Acquisition Costs
may include the administrative, engineering, legal, financial and other costs incurred by Lessee in connection with the acquisition, delivery
and financing of the Equipment, if approved by Lessor.
"Equipment" means the personal property described in the Acceptance Certificate executed pursuant to the Lease, together with any and
all modifications, additions and alterations thereto, m be acquired from the moneys held in the Equipment Acquisition Fund.
"Equipment Acquisition Fund" means the account by that name established and held by Escrow Agent purswtt to Article lI of this
Escrow Agreement.
"Escrow Agent Fee" has the meaning set forth in Section 6.1 and the amount ofsuch Escrow Agent Fee is shown on Schedule I.
"Escrow Agreement" means this Escrow Agreement and any duly authorized and executed amendment or supplement hereto.
"Initial Deposit Amount" means the amount shown as the Initial Deposit Amount. on Schedule 1.
"Lease" means the Master Lease, together with the Equipment Schedule identified on Schedule 1, by and between Lessee and Lessor, and
any duly authorized and executed amendment or supplement thereto.
"Master Lease" means the Master Leese Agreement, dated as of the date shown on Schedule 1, by and between Lessee and Lessor,
including any Equipment Schedules entered into thereunder and any duly authorized and exerted amendment or supplement thereto.
"Payment Request Form" means the document substantially in the form attached hereto as Exhibit A to be executed by Lessee and
Lessor and submitted to Escrow Agent to authorise payment ofAcquisition Costs.
"Qualified Investments" means the ST Leasing— Corp Agency NOW Account, a SunTtust Deposit Account for Escrow customers of
SUNTRUST EQUIPMENT FINANCE & LEASING CORP. and SunTmst Bank. By signing this Escrow Agreement, Lessee
acknowledges that such Qualified Investment is a pennlned investment under any state, county or municipal law applicable to the
investruent of Lessee's funds.
ARTICLE U1. APPOINTMENT OF ESCROW AGENT; AUTHORITY
13
I /4Y3011I.FSOQ£i0.IXXYm'.II04Y tt
Section 21 Armoinhowd of Escrow An nt Lessor and Lessee hereby appoint and employ Escrow Agent to receive, hold, invest and
disburse the moneys to be paid to Escrow Agent pursuant to this Escrow Agreement and to perform certain other functions, all as
hereinafter provided. By executing and delivering this Escrow Agreement, Escrow Agent accepts the duties and obligations of Escrow
Agent hereunder.
Escrow Agent undertakes to perform only such duties as are expressly set forth herein, and no additional duties or obligations shall be
implied hereunder. In performing its duties under this Escrow Agreement, or upon the claimed failure to perform any of its duties
hereunder, Escrow Agent shalt not be liable to anyone for any damages, losses or expenses which may be incurred as a result of
Escrow Agent so acting or failing to so act; provided however, Escrow Agent shall not be relieved from liability for damages arising
out of its proven gross negligence or willful misconduct under this Escrow Agreement Escrow Agent shall in no event incur any
liability with respect to (i) any action taken or omitted to be taken in good faith upon advice of legal counsel, which may be counsel to
any party hereto, given with respect to any question relating to the duties and responsibilities of Escrow Agent hereauder or (ii) any
action taken or omitted to be taken in reliance upon any instrument delivered to Escrow Agent and believed by it to be genuine and to
have been signed or presented by the proper party or parties. Escrow Agent shall not be bound in any way by any agreement or
contract between Lessor and Lessee, including the Master Lease, whether or not Escrow Agent has knowledge of any such agreement
or contract.
Section 2.2. Authority. Each of the parties has authority to cuter into this Escrow Agreement, and has taken all actions necessary to
authorize the execution of this Escrow Agreement by the representatives whose signatures are affuredhereto.
ARTICLE III. EQUIPMENT ACQUISITION FUND
Section 3d. Equipment Acquisition Fund. Escrow Agent shall establish a special escrow account designated as the "Equipment
Acquisition Fund" (the "Equipment Acquisition Fund "), shalt keep such Equipment Acquisition Fund separate and apart from all other
funds and moneys held by it and shall administer such Equipment Acquisition Fund as provided in this Escrow Agreement
Section 3 2. Deposit Upon execution of the Lease and delivery to Lessor by Lessee of all documents required to be delivered thereunder,
Lessor shall deposit or cause to be deposited with Escrow Agent an amount equal to the Initial Deposit Amount. Escrow Agent shall credit
such amount to the Equipment Acquisition Kmd. The Initial Deposit Amount is to be sent by Lessor to Escrow Agent by wire transfer to:
SunTrust Bank, ABA# 061000104, Account# 9443001321, Account Name: Escrow Services Richmond, Beneficiary as shown on
Schedule I, Attention: Matthew Ward,
Section 3.3. Disbursements. Escrow Agent shall use the moneys in the Equipment Acquisition Fund &nut time to time to pay the
Acquisition Cost of each item of Equipment, within a reasonable time of receipt with respect thereto of a Payment Request Form executed
by Lessor and Lessee. Upon receipt of a Payment Request Form executed by Lessor and Lessee, an amount equal to the Acquisition Cost
as shown therein shall be paid directly by Escrow Agent to the person or entity entitled to payment as specified therein. Although the
Payment Request Form may have schedules, invoices and other supporting document attached on I% Lessor will send in Escrow Agent only
the page or pages showing the signatures of Lessor and Lessee, the Acquisition Cost and related payment information, without such
schedules, invoices or other supporting documentation. Escrow Agent may act and rely upon the signed Payment Request Form without
the need to review or verify any such schedules, invoices or other supporting documentation.
Section 3.4. Transfers Upon Completion. Unless all of the funds deposited by Lessor in the Equipment Acquisition Fund have beta
previously disbursed pursuant to Section 3.3 or paid to Lessor pursuant to Section 3.5, on the Ending Dale shown on Schedule 1, Escrow
Agent shalt pay upon written direction a0 remaining moneys in the Equipment Acquisition Fund in Lessor or its assignee for application as
a prepayment of the unpaid Principal under the related Lease. Any amounts paid pursuant to this Section 3.4 shall be subject to a
prepayment fee equal io two percent (2%) of such amount. Lessor shall apply amounts received under this Section 3.4 first m unpaid fees,
late charges and collection costs, if any, which have accrued or been incurred under the Master Lease, then to overdue Principal and
Interest on the lease and then, in the sole discretion of Lessor, either (i) to Principal payments thereafter due under the Lease in the inverse
order of their maturities or (ii) proportionately to each Principal payment thereafter due under the Lease. In the event that Lessor elects to
apply any such amounts in accordance with clause (i) of the preceding sentence, Lessee shall continue to make Rental Payments as
scheduled in the applicable Payment Schedule. In the event that Lessor elects on apply such amounts in accordance with clause (it) of this
Section 3.4, Lessor shall provide Lessee with a revised Payment Schedule which shall reflect the revised Principal balance and reduced
Rental Payments due order the Lease. Capitalized tortes used in this Section 3.4, but not defined herein, shall have the meanings given to
such terms in the Lease. Escrow Agent shall have no responsibility to see to the appropriate application of any moneys returned under this
Section 3.4.
Section 3.5. LinuidAC—illn. Upon receipt of written notice from Lessor or Lessee that the Lease has been terminated pursuant to Sections
14
12 or 121 thereof, Escrow Agent shall liquidate all investments held in rite Equipment Acquisition Fund and aninsferthe proceeds thereof
and all other moneys held in the Equipment Acquisition Fund an Lessor.
ARTICLE IV. TRUST; INVESTMENT
Section 41 Irrevocable Trust The moneys and investments held by Escrow Agent under this Escrow Agreement are irrevocably held
in trust for the benefit of Lessor and Lessee, and such moneys, together with any income or interest earned, shall be expended only as
provided in this Escrow Agreement, and shall not be subject to levy or attachment or lien by or for the benefit of any creditor of either
Lessor or Lessee (other than Lessor's security interest gruntedhereander).
Escrow Agent shall have no responsibility at any time to ascertain whether or not any security interest exists in the Equipment
Acquisition Fund or any part of the Equipment Acquisition Fund or to file any financing statement under the Uniform Commercial
Code of anyjurisdiction with respect to the Equipment Acquisition Fund or any part thereof.
Section 4.2, Iavestmen4 Moneys held by Escrow Agent hereunder shall be invested and reinvested by Escrow Agent only in Qualified
Investments. Such investments shall be registered in the time of Escrow Agent and had by Escrow Agent for the benefit of Lessor and
Lessee. Escrow Agent may purchase or sell to itself or any afCiliale, as principal or agent, investments authorized by this Article N. Such
investments and n,investments shall be made giving full consideration for the time at which funds are required to be available. Any
income received an such investments shall be credited to the Equipment Acquisition Fund and any loss on such investments shall be
charged to the Equipment Acquisition Fund. Escrow Agent shall not be responsible or liable for any loss suffered in connection with any
investment of moneys made by S in accordance with this Article IV.
Section 4.3. Disposition of InvestteenLS. Escrow Agent shall, without further direction from Lessor or Lessee, sell such investments as
and when required m make any payment from the Equipment Acquisition Fond.
Section 4.4. Aeeountine. Escrow Agent shall kcep complete and accurate records of all moneys received and disbursed under this
Escrow Agreement which shall be available for inspection by Lessor or Lessee, or the agent of either of them, at any time during regular
business hours upon prior written request Escrow Agent shall famish to Lessor and Lessee no less than quarterly an accounting of all
investments and interest and income therefrom.
Section 4.5. Termination. This Escrow Agreement shall terminate upon disbursement by Escrow Agent of all moneys held by it
hereander. Notwithstanding the foregoing, this Escrow Agreement shall not be considered to be terminated until all fees, costs and
expenses of Escrow Agent have been paid in full. Upon termination, Escrow Agent shalt be discharged from all duties and responsibilities
under this Escrow Agreement
ARTICLE V. ESCROW AGENT'S AUTHORITY; INDEMNIFICATION
Section 5.1. Validity. Escrow Agent may act upon any writing or instrument or signature which it believes to be genuine, may assume the
validity and accuracy of any statement or assertion contained in such a writing or instrument, and may assume that any person purporting to
give any writing, notice, advice or instructions in connection with the provisions hereof has been duly authorized an do so, and Escrow
Agent shall be under no duty to make any investigation or inquiry as to any of the foregoing. Escrow Agent shall not be liable in any
manner for the sufficiency or correctness as to form, manner and execution, or validity of any instrument deposited with it, nor as to the
identity, authority or right of arty person executing the same.
Fscrow Agent shall be entitled to rely upon any statement, certificate, document or instrument presented to it by or on behalf of Lessee
by eery of the Lessee's Authorized Representatives shown on Schedule I and shall be entitled to rely upon any such statement,
certificate, document or instrument presented.to it by any other person who identifies himself or herself as an authorized representative
of Lessee.
Section 5.2. Use or Counsel and Aeents. Escrow Agent may execute any of the trusts or powers hereof and perform the duties required
ofit hereunder by or through attorneys, agents, or receivers. Escrow Agent shall be entitled to advice of counsel conceming all matters of
trust and its duties hereunder and shall be paid or mimbursedthe reasonable fees and expenses of such wanted, as provided in Section 6.1.
Escrow Agent shall not be answerable for the defmilt or misconduct of any such attorney, agent or receiver selected by it with reasonable
care.
15
i.u:u aswman....vwn-
Section 53. Interpretation. As an additional consideration for and as an inducement for Escrow Agent to act hereunder, it is
understood and agreed that, in the event of any disagreement between the parties to this Escrow Agreement or among them or any
other persons resulting in adverse claims and demands being made in connection with or for any money or other property involved in
or affected by this Escrow Agreement, Escrow Agent shalt be entitled, at the option of Escrow Agent, to refuse to comply with the
demands of such parties, or any of such parties, so long as such disagreement shall continue. In such event, Escrow Agent shall make
no delivery or other disposition tithe Equipment Acquisition Fund or any pare of the Equipment Acquisition Fund. Anything herein to
the contrary notwithstanding, Esemw Agent shall not be or become liable to such parties or any of them for the failure of Escrow
Agent to comply with the conflicting or adverse demands of such parties or any of such parties.
Escrow Agent shall be entitled to continue to mimin and refuse to deliver or otherwise dispose of the Equipment Acquisition Fund or
any part thereof or to otherwise act hereunder, as stated above, unless and until:
1. the rights of such parties have been finally settled by binding arbitration or duly adjudicated in a court having
jurisdiction of the parties and the Equipment Acquisition Fund; or
2, the parties have reached an agreement resolving their differences and have notified Escrow Agent in writing of such
agreement and have provided Escrow Agent with indemnity satisfactory to Escrow Agent against any liability, claims or damages
resulting from compliance by Escrow Agent with such agreement
In the event of a disagreement between such parties as described above, Escrow Agent shall have the right, in addition to the rights
described above and at the option of Escrow Agent, to tender into the registry or custody of any wort having jurisdiction, all money
and property comprising the Equipment Acquisition .Fund and may take such other legal action as may be appropriate or necessary, in
the opinion of Escrow Agent Upon such tender, the parties hereto agree that Escrow Agent shall be discharged from all further duties
and responsibilities under this Escrow Agreement, provided however, that the filing of any such legal proceedings shall not deprive
Escrow Agent of its compensation hereunder earned prior to such filing and discharge of Escrow Agent of its duties and
responsibilities hereunder.
The parties heretojointly and severalty auto tha4 whether under this Section 5.3 m any other provisions of this Escrow Agreement, in
the event any controversy arises under or in connection with this Escrow Agreement or the Equipment Acquisition Fund or in the event
that Escrow Agent is made a party to or intervenes in any litigation pertaining to this Escrow Agreement m the Equipment Acquisition
Fond, to pay to Escrow Agent reasonable additional compensation for its extraordinary services and to reimburse Escrow Agent for all
costs and expenses associated with such controversy or litigation, including reasonable attomey's fees.
Section 5.4. Limited Liability of Escrow Agent. Escrow Agent shall not be liable in connection with the performance or observation of
its duties or obligations hereunder except for in the case of its proven gross negligence or willful misconduct Escrow Agent shall have no
obligation or liability to any of the other parties under this Escrow Agreement for the failure or refusal of any other party to perform any
covenant or agreement made by such patty hereunder or under the Master Lease, but shall be responsible solely for the performance of the
duties and obligations expressly imposed upon it as Escrow Agent hereunder.
Section 5.5. Indemnification. Escrow Agent shall have no obligation to take any legal action in connection with this Escrow
Agreement or towards its enforcement, or to appear in, prosecute or defend any action or legal proceeding which would or might
involve it in any cost, expense, loss or liability unless security and indemnity, as provided in this Section 5.5, shall be furnished.
To the extent permitted by applicable law, Lessee agrees to indemnify Escrow Agent and it officers, directors, employees and agents and
save Escrow Agent and its officers, directors, employees and agents harmless from and against any and all Claims (as hereinafter
defined) and Losses (as hereinafter defined) which may be incurred by Escrow Agent or any of such officers, directors, employees or
agents as a result of Claims asserted against Escrow Agent or any of such officers, directors, employees or agents as a result of a in
connection with Escrow Agenes capacity as such under this Escrow Agreement by any person or entity. For the purposes hereof, the
term "Claims" shall mean all claims, lawsuits, causes of action or other legal actions and proceedings of whatever nature brought
against (whether by way of direct action, counterclaim, cross action or impteader) Escrow Agent or any such officer, director,
employee or agent, even if groundless, false or fraudulent, so long as the claim, lawsuit, cause of action or other legal action or
proceeding is alleged or determined, directly or indirectly, to arise out of, result from, relate to or be based upon, in whole or in part:
(a) the acts or omissions of Lessor or Lessee, (b) the appointment of Escrow Agent as escrow agent under this Escrow Agreement, or
(c) the performance by Escrow Agent of its powers and duties under this Escrow Agreement; and the term "Losses" shall mean lossas,
costs, damages, expenses, judgments and liabilities of whatever not= (including but not limited to attorneys', aceountants' and other
professionals' fees, litigation and court costs and expenses and amounts paid in settlement), directly or indirectly resulting from,
arising out of or relating to one or more Claims. Upon the written request of Escrow Agent or any such officer, director, employee or
varsonurs.eoesn.00arc..rroa —
16
agent (each referred to hereinafter as an "Indemnified Party"), and to the extent permitted by law, Lessee agrees to assume the
investigation and defense of any Claim, including the employment of counsel acceptable to the applicable Indemnified Party and the
payment of all expenses related thereto and, notwithstanding any such assumption, the Indemnified Parry shall have the right, and
Lessee agrees to pay the cost and expense thereof, to employ separate counsel with respect to any such Claim and participate in the
investigation and defense thereof in the event that such Indemnified Patty shall have been advised by counsel that there may be one or
more legal defenses available to such Indemnified Party which are different from or additional to those available to either Lessor or
Lessee. Lessee hereby agrees that the indemnifications and protections afforded Escrow Agent in this Section 5.5 shall survive the
termination of this Escrow Agreement
ARTICLE VI. COMPENSATION
Section 61. Escrow Agent Fee Escrow Agent shall be paid by Lessee the Escrow Agcm Fee shown on Schedule I for the ordinary
services to be rendered hereunder (the "Escrow, Agent Fee"), and will be paid and/or reimbursed by Lessee upon request for all costs,
expenses, disbursements and advances, such as reasonable attorney's fees and court costs, incurred or made by Escrow Agent in
connection with carrying out its duties hereunder, including the costs, expenses, disbursements and advances described in Sections 52,53
and 6.2. The Escrow Agent Fee and such other costs, expenses, disbursements and advances shall be payable from the interest earnings
from the Equipment Acquisition Fund. In the event a shortfall occurs, said shortfall shall be the responsibility of Lessee and not the
responsibility of Escrow Agent, Lessor, or their agents or assigns. Such shortfall shall be paid by Lessee to Escrow Agent within 30 days
following receipt by Lessee of a written statement setting forth such shortfall.
Section 6.2 Investment Feu. Escrow Agent shall be entitled to charge reasonable fees and commissions in connection with the
investment by it of amounts )told in the Equipment Acquisition Fond (the "Investment Face). Lessor and Lessee hereby anthorim Escrow
Agent to periodically deduct the Investment Fees from investment earnings on the Equipment Acquisition Fond.
Section 63. Security for Fees and Expenses. As security for all fees and expenses of Escrow Agent hereunder and any and all losses,
claims, damages, liabilities and expenses incurred by Escrow Agent in connection with its acceptance of appointment hereunder or
with the performance of its obligations under this Escrow Agreement and to secure the obligation of Lessee to indemnify Escrow
Agent as set forth in Section 5.5, Escrow Agent is hereby granted a security interest in and a lien upon the Equipment Acquisition
Fund, which security interest and lien shall be prior to all other security interests, liens or claims against the Equipment Acquisition
Fund or any part thereof.
ARTICLE VIL CHANGE OF ESCROW AGENT
Section7.1. Removal of Escrow Agent Lessor and Lessee, by written agreement, may by written request, at any time and for my
reason, remove Escrow Agent and any successor thereto, and shall thereupon appoint a successor or successors thereto, but my such
successor shall have capital (exclusive of borrowed capital) and surplus of at least Fifty Milian Dollars ($50,000,000), and be subject to
supervision or examination by federal or state authority. If such bank or must company publishes a report of condition at least annually,
pursuant to statute or the requirements of any federal or state supervising or examining authority, then for the purposes of this Section 7.1,
the combined capital and surplus of such bank or most company may be conclusively established in its most recent report of condition so
published
Section 7.2. Resignation of Escimay Agent. Escrow Agent may resign at any time from it obligations under this Escrow Agreement by
providing written notice to the parties hereto. Such resignation shall be effective on the date set forth in such written notice which shall
be no earlier than 30 days after such written notice has been given, unless an earlier resignation date and the appointment of successor
EscrowAgcnt shall have been approved by Lessor and Lessee. In the event no successor escrow agent has been appointed on or prior to
the date such resignation is to become effective, Escrow Agent shall be entitled to tender into the custody of a court of competent
jurisdiction all assets then held by it hereunder and shall thereupon be relieved of all further duties and obligations under this Escrow
Agreement. Escrow Agent shall have no responsibility £orthe appointment of successor escrow agert hereunder.
Section 71 Me er or Consolit t' . Any entity into which Escrow Agent may be merged or convened, or with which it may be
consolidated, or any entity resulting from any merger, conversion or consolidation in which it shall be a party, or any company to which
Escrow Agerrt may sell or transfer all or substantially all of its corporate trust business (provided that such company shall be eligible under
Section 7.1) shall be the successor to Escrow Agent without any execution or filing or further act
ARTICLE VDI. ADMINISTRATIVE PROVISIONS.
Section &I. Notice All written notices to be given under this Escrow Agreement shall be given by mail, by facsimile or by overnight
17
courier to the party entitled thereto at its contact information specified on Schedule I, or at such contact information as the party may
provide to the other parties hereto in writing from time to time. Any such notice shall be deemed to have been received 72 hours after
deposit in the United States mail in registered or certified form, with postage fidly prepaid, or ifgiven by other means, when delivered at
the address or facsimile number specified in Schedule L Any notice given by any party shall be givento both other parties.
Section 82. Assignment Except as expressly herein provided to the contrary, the rights and duties of each of the parties under this
Escrow Agreement shall not be assignable to any person or entity without the written consent of all of the other parties. Notwithstanding
the above, Lessor may freely assign all or any part of its interest in this Escrow Agreement and the Equipment Acquisition Fund in
connection with an assignment byLessor of its rights under the Lease.
Section 83. Binding Etfeet This Escrow Agreement shall be binding upon and fume to the benefit of the parties and their respective
successors and assigns.
Section 8A. Sevembility. In the event any provision of this Escrow Agreement shall be held invalid or unenforceable by any court of
competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof.
Section 85 Entire Agreement: AMIldments. This Escrow Agreement constitutes the entire agreement of the parties with respect to the
subject matter hereof and supersedes all prior and contemporaneous writings; understandings, agreements, solicitation documents and
representations, express or implied. By execution of this Escrow Agreement, Escrow Agent shall not be deemed or considered to be a
party to any other document, including the Master Lease.
This Escrow Agreement may be amended, supplemented or modified only by written documents duly authorized, executed and delivered
by each of the parties hereto.
Section 8.6. Caption& The captions or headings in this Escrow Agreement are for convenience only and in no way define, limit or
describe the scope or intent of my provisions, Articles, Sections or clauses hereof.
Section 8.7. Further Assurances and Corrective Instruments. Lessor and Lessee agree that they will, from time to time, execute,
acknowledge and deliver, or cause to be executed, acknowledged and delivered, such supplements hereto and such further instruments as
may be necessary or proper to carry out the intention or to facilitate the performance of the parties under this Escrow Agreement, and for
better assuring and confirming the rights and benefits provided herein.
Section &8. Govemine Law. This Escrow Agreement shall be creamed and governed in accordance with the laws of the
Commonwealth of Virginia
Section 89 Exeeution in Counterparts. This Escrow Agreement may be simultaneously executed in several counterparts, each of
which shall be an original and all of which shall constitute but one and the same Escrow Agreement.
S d'on 816. waiver of Jury Trial. Lessor, Lessee and Escrow Agent hereby waive any right to trial byjary in any action or proceeding
with respect to, in connection with m arising out of this Escrow Agreement
Section 8.11 No Tax Reporting. Escrow Agent will not be responsible £or tax reporting of any income on the Equipment Acquisition
Fund.
[REMAINDER OF PAGE LEFT INTENTIONALLY BLANK]
uaruu i.rs.ePE+zeori,n.imarmu,
16
EXECUTION PAGE OF ESCROW AGREEMENT
IN WITNESS WHEREOF, the parties have executed this Escrow Agmement w of the Date of Escrow Agreement shown on Schedule I
SONTRUST TIANK,
SUNTRUST EQUIPMENT FINANCE & LEASING CORP.,
Escrow Agent
Lessor
By:
sy; C= -
Name: Donald cough
Name:
Title:
Title: Vice President
CITY OF SOUTH MIAMI,
Lessee
By:
Name; ectcr Mirabile
[SEAL]
Title: City Manager
Schedule I Information to Complete Escrow Agreement
.ExhibitA Payment Request Form
19
! /MOl1. itSaQ£50.11eCk[".1NNU W
IN IYCIVM WHEREOr,&, p.6.b.m..t<d this Bow Ap=.ta oftlw Nate ofEsauw Ageanv��ta�o»n onScrwdoki
SedW.l InfonoatmWCMptde Ex Agecmaot
.D4?%h A. YeymnotRegoeat Form
14
wmnim+•z�Rnoa•��
SVMUSTEQUU'MCNT FINANCE & LEASING CO",
SUNTRUSTRANIC�
.FsamvAgeM
I-P39or
Title:
T31a YieeResMmt
vkep
I
Cox OF SOUTH MIAMC
Lessee
.
Name: ormrMual&
[SEAL)
TYtM: Citymmv
SedW.l InfonoatmWCMptde Ex Agecmaot
.D4?%h A. YeymnotRegoeat Form
14
wmnim+•z�Rnoa•��
Escrow Agent's Address:
SCHEDULE
INFORMATION TO COMPLETE ESCROW AGREEMENT
Lease Number:
07717
Equipment Schedule:
002
Date of Escrow Agreement
Janina ty Z 2011
Name of Lessee:
CITY OF SOUTH MIAMI
Lessee's State /Commonwealth:
Flo Lda
Escrow Agent Fee:
$250.00JNCLUDED WITH EQUIPMENT COST (Initial Deposit Amount)
300 East Joppa Road, 714 Floor
Investment Fees, if any, are more (Cully defined on the attached prospecros, if MY
Initial Deposit Amount
5417 896 00
Date of Master Lease Agreement:
July 7.2010
Beneficiary Name for Fund:
CITY OF SOUTH MIAMI
Ending Date:
July 7.2012
Lessee's Address:
6130 Sunset Drive
City Hall, V Floor
South Miami, FL 33143
Attention:
Hector Muel ile
Lessee's Telephone:
3051663 -6343
Lessee's Facsimile:
305/663 -6346
Lessee's Taxpayer Identification Number
59.6000431
Lessee's Authorized Rcpresematives
Hector Mirabile, City Manager / [signature]
_ [nameltiUe] [signature]
Escrow Agent's Address:
SunTrustBank
919 East Main Street, 7s Floor
Richmond, VA 23219
Attention: Matt Ward
Escrow Agent's Telephone:
(804) 782 -7182
Escrow Agent's Facsimile:
(804)782 -7855
Lessor's Address:
SUNTRUST EQUIPMENT FINANCE & LEA SING CORP.
300 East Joppa Road, 714 Floor
Towson, MD 21286
Attention: Escrow Disbursement Coordinator
Lessor's Telephone:
(410) 307-6749
Lessor's Facsimile:
(410) 307-6665
Lessor's Taxpayer Identification Number:
20
Il4Ntr,LFS�apFSN W Grtv,lNMnoa[
TO: Brown & Brown, Inc.
8000 Governors Square Blvd. Suite 400
Miami Lakes, FL 33016
Scr aFl�ci,e d Cc,nlcu� i r t�C:
Gendemeir.
CITY OF SOUTH MIAMI has entered Into a Master Lease Agreement dated as of July 7, 2010
with SUNTRUST EQUIPMENT FINANCE & LEASING CORP.. In accordance with the Agreement
Lessee certifies that it has instructed the insurance agent named above to iswe:
& All Risk Physical Damage Insurance on the leased Equipment evidenced by a Certificate of
Insurance and Long Form Loss Payable Clause naming SUNTRUST EQUIPMENT
FINANCE & LEASING CORP. and/or its assigns as Loss Payee.
The Coverage Required is $417,896.00.
b. Public Liability Insurance evidenced by a Cerdficate of insurance naming SUNTRUST
EQUIPMENT FINANCE & LEASING CORP. and/or its assigns as Additional
Insured.
The following minimum coverage is required:
Liability: $ 500,000.00 per person
Liability Bodily Injury. $1,000.000.00 aggregate
Liability property Damage: $1, 000,000.00 property damage liability
PROPERTY: MULTI -SPACE PARKING STATIONS, SPACE NUMBERING AND SIGNAGE
LOCATION: 6130 SUNSET DRIVE
SOUTH MIAMI, FL 33143
Upon issuance of the coverage outlined above, please mail a certificate of insurance to
SUNTRUST EQUIPMENT FINANCE & LEASING CORP., 300 East Joppa Road, 7m Floor,
Towson, MD 21286.
Your courtesy in issuing and forwarding the requested ceroficate at your earilest convenience will be
appreciated.
Very truly yours,
CITY OF SO TH MI 1
BY
1,hoili Minibile
ride: City�Manager
Due _LW -H-
Donham.Ericka
Full Name:
Robert Hollander
Last Name;
Hollander
First Name:
Robert
Job Title:
Executive Vice President -Miami Division
Company:
Brown & Brown of Florida, Inc
Business Address:
8000 Governors Square Boulevard, Suite 400
Miami Lakes, FL 33016
United States of America
Business:
(305) 3647818
Mobile:
(786) 586 -3668
Business Fax:
(305) 913 -2518
E-mail:
rollander @bbmia.mm
E-mail Display As:
Robert Hollander (rholiander @bbmia.com)
CERTIFICATE OF COVERAGE ISSUED ON: 1 /11/2017
..........
cov a,poovom DT:PREFERRED GOVERNMENTAL INSURANCE TRUST
_ ....•....,,.,,... c. r\ Arm PERIOD: IIN16atOT0 Mau ... :0, AM
SUNMUST EQW PMENT FINANCE & LEASING CORP, AND OR ITS
ASSIGNS
300 EAST JOPPA RD TTH FLOOR
TOWSON, am 21186u
UABILITYCOVERAGE
X Comprch<vstv<G..ml Wabmry,%do, lvjury, F'.'" Damage
and Pu+onnl lvlury
Limit 51,000,000 /51,000,000 SI,000 Detlucable
X Public OlOCek UWUIy
Limit 5],000,000 31,000 paLKSibk
X Employm<nt Yra<DUS Ui iliw
Lireit 51,000,000 51,000 DWuc66k
% fmpioya DweDt[LieblOty
Limit %1,000,000 /TI,000,000 3l,OW Dcductibk
X Lax Eafom<mwt Liability
Limit bl•OOO,OOD 51.0000<Awdble
PROPERTY COVERAGE
% HuHdwg &Persoval Prvp<sty
Pcrsnc�dulc ov fitcwim SLOW OcductiMc
Tmutimit
Nete: Sre Nt'emSe+B'tenrmrtfp dnaY,wvtiN./Iml.cMaM1er
d<m<nw.r.
Ravted,Horrvmdaud l <aaed Fgvlpmmt
umly
AlI P1Y<r Mend Marine
Livdt
Payee m mw PBfM1'"0� 'WMA0d. emit
mWr
h Cuwt, Suft 100
Ft 11M
33W
SdYSmm<d Wo<gen'Campwsa0on
Htam[ory Wotkus' Compemedov
fmpbye<s ySedO[y
Each AUidwt
Rydsmx<
Aggrcgatc Discau
AVTOMOBR.ECOVERAGE
AuW.d - Llebmty
Limit S1,000,000 SOD<d iblc
X AOGwncd
5puific+lly Duaihcd AatM
x Him4AUM
X Nrn-O, WAOms
Autamob9a PhycieBf Damage
% Comprthrnsivo Scc ScO fm Upiuwblc
X ColHsian See SchMul<f.orD kdudtte
Hind A.wiANI-i[of
Garag<KUpero
uAik"Limit
Liability Dcdncablc
Cuvpsehusive Ddvcsibl<
CotiisiOn OCdudlk
14GIi E¢TGI jPRIM'FD M
PUBLIC ENTITY
AUTOMATIC ADDITIONAL COVERED PARTIES
THIS ENDORSEMENT CHANGES THE AGREEMENT. PLEASE READ IT CAREFULLY.
This endorsement modifies coverage provided under the AUTOMOBILE COVERAGE FORM, PGIT 300, the
GENERAL LIABILITY COVERAGE FORM, PGIT 200 and the PROPERTY AND INLAND MARINE COVERAGE
FORM, PGIT 104
Where indicated by (x) below, coverage applies to me parasols) or organlzation(s) as theirinlerest may appear.
The provisions in this endorsement do not supersede plants Statute 768.28, Article 10 g 13 of the Florida
Constitution, or any other Statute or law limiting whom a Public Entity can indemnify.
• ADDITIONAL COVERED PARTY- BY CONTRACT, AGREEMENT OR PERMIT
SECTION I - WHO IS A COVERED PARTY
I. amended to include any persons) or arganization(s) (hereinafter called Additional Covered Party) with
whom you agree In a written'Insured contract' to name as a Covered Party, but only with respect to
liability arising, In whole or in pan. out of your operations, 'Year wodi or fatIDties owned or used by you.
The coverage afforded to the Additional Covered Party does not apply:
(1) Unlessthewdtlen' insumdcwn d, agreementorpermitwasexecutedpriortothe "bpdilyiniury;
' property damage, " 'persona( injury' or'advert sing injury:'
(2) To any persons) or organizations) included as a Covered Party underthis coverage agreement or
by an endorsement made said of this coverage agreement.
• ADDITIONAL COVERED PARTY• OWNERS OF LEASED EQUIPMENT
SECTION R • WHO IS A COVERED PARTY
is amended to include any persons) or organizations) (hereinafter called Additional Covered Party) with
whom you agree in a written equipment lease or rental agreement to name as a Covered Party, but only
Milt respect to iiabiity arising out of the sole negligence of the Covered Party, and only while such
equipment is in the care, custody or central of the Covered Parry, or any employee or agent of the
Covered Party.
The coverage afforded to the Additional Covered Party does not apply to:
(1) 'Bodily injury* or- property damage occumng after you cease to lease or rent the equipment;
(2) 'Bodily injury' or `property damage" arising out of any negligence of the Additional Covered Party,
(3) Structural alterations, new co wom on or demolition operations performed by or en behalf of the
Additional Covered Parry;
(4) Liability assumed by the Additional Covered Party under any cantraot or agreement;
(5) 'Property damage to:
(a) Property owned, used, occupied by, or rented to the Additional Covered Party:
(b) Property in the care, custody or control of the Additional Covered Party or its employees or
agents, or of which the Additional Covered Party, its employees or agents are for any purpose
exercising physical central.
PGIT 002 (10 00) Pmde 1
J( ADDITIONAL COVERED PARTY - MANAGERS OR LESSORS OF PREMISES
SEcnoN IT • WHO Is A COVERED PARTY
is amended to include any persons) or organeatbn(s) (hereinafter called Additional Covered Party) With
whom you agree in a written agreement to name as a Gowned Party but only with respell to liability
arWng, In whole or in part, out of the `premisee leased to you by such persons) or organization(s).
The coverage afforded to the Additional Covered Party does not apply to:
(i) 'Bodily injury* or "property damage" occurring Offer you cease to be a tenant in that'premiese;
(2) 'Bodily injury' "'property damage arising out of any negligence of the Additional Covered Party;
(3) Structural alterations, new construction or demolition operations performed by or on behalf of the
Additional Covered Party;
(4) Liability assumed by the Additional Covered Parry under any contract or agreement:
(5) 'Property damage tax
(a) Property owned, used, occupied by, or rented to the Additional Covered Parry:
(b) agents, Property in the Or at which the AddNonall Covered Party, is employees or gents are fw any purpose
exercising phys6at control.
Notwithstanding any other provision of this agreement, nothing in this agreement shall
be construed as a waiver of the Covered Party's sovereign immunity nor shall any
provision of this agreement increase the liability of the covered party, or the sums for
which the covered party may be liable, beyond the limits provided in §768.28, Florida
Statutes.
SUNTRUST EQUIPMENT FINANCE & LEASING CORP.
ADDENDUM TO EQUIPMENT SCHEDULE N0.02 �.rl
TO MASTER LEASE AGREEMENT (LEAS E NO. 07717) If
RELATING TO SELF - INSURANCE
THIS ADDENDUM is made as of January 7, 2011, between SUNTRUST EQUIPMENT FINANCE & LEASING CORP. (the
"Lessor") and CITY OF SOUTH MIAMI (the "Lessee").
Rceitals
A. Lessor and Lessee have entered into a Master Lease Agreement dated as of July 7, 2010 (the "Agreement ").
B. Lessee desires to lease equipment described in Equipment Schedule No. 02 to the Agreement (the "Equipment's and Lessee has
requested that Lessor lease such Equipment to Lessee.
C. With respect to Equipment Schedule No. 02, Lessee has requested that Lessor permit it to provide self - insurance for liability claims and
property damage.
D. Lessor is willing to grant Lessee's request subjectto the following terms and conditions.
NOW, THEREFORE, in consideration of tile ptranises and mutual covenants and agreements contained herein and in the Agreement, it is
bereby agreed as follows:
1. The terms capitalized in this Addendum but not defined herein shall have the meanings assigned to them in the Agreement
2. Lessee hereby represents and warrants that all representations and warranties contained in the Agreement we true and correct
as of the date hereof and (bar neither a Non- Appmpriadon nor any Event of Default or event which, with the passage of time or giving of
notice or both, would constitute an Event ofDefaulthas occurred under the Agreement.
3. All other terms and conditions of the Agreement not specifically amended by this Addendum shall remain in full force and
affect and are hereby ratified and confirmed by Lessee.
4. Lessee represents and warrants that all representations and warranties contained in the Questionnaire for Self- Insurance to
Master Lease Agreement (the "Questionnaire") are true and correct as of the date hereof.
5. Lesser acknowledges receipt of the Questionnaire and, in reliance upon the information provided therein, agrees that Lessee
may satisfy fife requirements of Sections 7.1 through 7.3 of the Agreement with respect m Equipment Schedule NO. 02 through Self-
insurance.
6. By written notice to Lessee, Lessor may revoke its agreement relative to Equipment Schedule No. 02 to accept self - insurance
in lieu of ft insurance required by Section 7.1 through 7.3 of the Agreement m any time during the related Lease Tenn when Lessor
deems itself ussecure with respect to such self-insurance. Within thirty (30) days of receipt of notice from Lessor, Lesson agrees to obtain
insurance in compliance with Section 7.1, 7.2 and 7.3 of the Agreement and provide evidence thereof to Lessor.
IN WITNESS WHEREOF, the patties by their duly authorized officers have executed this Addendum as of the date and year first above
written.
CITY OF SOUTH MIAMI,
SUNTRUST EQUIPMENT FINANCE & LEASING CORP.,
Lessee
Lessor
Name: Hector Muabile
Name: Donald S, Keough
Title: City Manag
Title: Vice President
Date:
Date:
25
1 /4!tln I£SBe�£SRnaG<v.INCMar
8Q90ef+
G
information Return for Tax - Exempt Governmental Obligations
tom. JJ UU
► Under Internal Revenue Cotlo section 149(.)
om0 No. 1S"720
(n.v. May 201 0)
4 See Separate instim.dorz5.
Uses of Proceeds of Bond Issue
=1`: m m. TMa«w
Caution: if tlm issue price is untie, slop epo. use Form 8038 -GC.
22
errel Pcvve Service
Transportation.
here ► ❑
Re oRin
Author8 If Amended Return,
cheek
14
1 Izswts emPloY<r NeMlNatlannumher IEkll
t IA„eIS none
city of South Miami
59 6000431 _
3 Number and steel (w P.O. h- if maN ! ,rot delivered to 111-1 address)
noommuae
4 Report number (For /RS Use ONY)
6130 Sunset Drive, CRY Hail, 1st Floor
25 Proceeds used for credit enhancement . . 25
3
5 city, tone, or post 0i state, aM 2iP code
6 Oat. priesue
South Miami, FL 33143
danua 7, 2011
7 Nnm. of issue
s Coate wmeer
Equipment Schedule No. 002 to Master Lease A regiment No. 07717
9 Name aM title ef dater o1 the ke.,or dhcr Parson whom the 18S nwy null I., mere irrlormalioa
10 Tel.pirox numhez of oniuv err oNar pmsa
Alfred Riverel. Chief Financial Officer
( 305 ) 663 -6343
11
Education . . . . . . . .
12
21
01107/2016 $ 417696.00
12
Health and hospital . . . . . . . . . .
Uses of Proceeds of Bond Issue
13
22
13
Transportation.
22 Proceeds used for accrued interest. . . . . . . . . . . . . . . . .
14
417 896
00
14
Public safety . . . .
15
24 Proceeds used for bond issuance costs QncWding Underwriters' discount) 24
15
Environment (including sewage bonds) . . . . . . . . . . . . .
25 Proceeds used for credit enhancement . . 25
18
16
Housing . . . . . .
17
27 Proceeds used to currently refund prior issues , . . . . . . . 27
17
-
/8
417,896
00
18
Other. Describe ► Parkin Meter Stations
Other.
417,896
,. ,
19
If obligations are TANS or BANS. check only box 19a
► ❑
It obligations are BANS, check only box 19b . . . . . . . . . . .
►
i. l al l( :;'
20
If obligations are in the form of a lease or installment sale, check box . . . .
. . • ►�
'
. gib vc°
F� Description of Refunded fiends juiampiere rant pars only tog lvim Pry ,nnrPP.Y
31 Enter the remaining weighted average maturity of the bonds to be currently refunded . ► N/A years
32 Enter me remaining weighted average maturity of the bonds to be advance refunded . . . ► NIA years
33 Enter the last date on which the refunded bonds will be called (MM /ODNYYY) . . . . . ►
34 Enter the date(s) the f tl d bonds issued ►(IAMIDONYYI) _
For Privacy Act and Paperwork Reduction Act Notice, see separate instructions. Cm. No. 537r3S Form IS038-G Inev. 5-2010)
tae Final m tent, dale (M iisae pro. im pine al mate r, n sums oemzWiry lal ymb
21
01107/2016 $ 417696.00
1 $ 417,896.00 5 ears 2.355 %
Uses of Proceeds of Bond Issue
juncludirild urldetve, ovrsl discount
22
22 Proceeds used for accrued interest. . . . . . . . . . . . . . . . .
417 896
00
23 Issue price of entire issue (enter amount from line 21, column (b)) .
24 Proceeds used for bond issuance costs QncWding Underwriters' discount) 24
25 Proceeds used for credit enhancement . . 25
26 Proceeds alocaled to reasonably required reserve or replacement fund . 26
27 Proceeds used to currently refund prior issues , . . . . . . . 27
28 Proceeds used to advance refund prior issues . . , . . . . . 28
a29
29 Total (add lines 24 through 28) . . . . . . . . .
30
417,896
00
30 Nonrefunding proceeds of the issue subtract line 29 from line 23 and enter amount here
F� Description of Refunded fiends juiampiere rant pars only tog lvim Pry ,nnrPP.Y
31 Enter the remaining weighted average maturity of the bonds to be currently refunded . ► N/A years
32 Enter me remaining weighted average maturity of the bonds to be advance refunded . . . ► NIA years
33 Enter the last date on which the refunded bonds will be called (MM /ODNYYY) . . . . . ►
34 Enter the date(s) the f tl d bonds issued ►(IAMIDONYYI) _
For Privacy Act and Paperwork Reduction Act Notice, see separate instructions. Cm. No. 537r3S Form IS038-G Inev. 5-2010)
pwm 8038.G
35 Enter the amount of the state volume cap allocated to the Issue under section 141(b)(0
36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract
(GIG) (am instructions) . . . . . . . . . . . . . . . . . . . . . . 36a
b Enter the final maturity date of the GIG►
37 Pooled financings: a Proceeds of this issue that are to be used to make loans to other
governmental units . . . . . . . . . . . . . . . . . . . . . 372
b If this Issue is a loan made from the proceeds of another fax- exempt issue, check box► ❑ and enter the name of the
issuer ► and the date of the issue ►
38 it the issuer has designated the issue under section 265(b)(3)())fi)(III) (small issuer exception), check box . . . . ►
39 11 the Issuer has elected to pay a penalty in lieu of arbitrage rebate, check box . . . . . . . . . . . . . > ❑
40 If the issuer has identified a hedge, check box . . . . , . . . . . . . . . . . . . . . . ► ❑
UMer penaf8m otpwjury.I declare 1M1I Ivve eaannnedthk return emi accompany,.g aoneo,aee aM elatemenla, entlta lM1e be51 of aN knowlalge
Signature .s Celle[Irveya'.vv cM¢q, end G¢mpkte.I tudlrerdeGare lM1et leorucnt to the)Re's dlstlosu2 of lne le.ueh ltivnln(ormatoi5 es necesary
and to prowls mil rew +o In person IDs av unwriz¢ above.
Consent \ Ch. Manaoer
Dale
Use Only
Form 8038 -0 tnev. s -zotol
.;)Iii
1nt!ii ?: {.kal�J� axb:.`;.t.
SE SUNDAY, DECEMBER26, 2010 25$
�aCALENDAR.
_
Information about these and other
Wedne,sday; $10 'free for membets cf 7empleker o� --
tons 1., ed
activities.
• Duplicate Bridge at Temple Betti
Duplcate games i Ap:m Mon rah reserve ,
day, S@turday, M '� 305 865 0221 or; r. '
Am: 5950 North Kendall Dr� P)
305 -657 -6667 ext 203
tsidoso Lerman Senior Ada[t
ational Gronp Includes 4 7unch
Reaa ternplemenorah@gmail com
3eplor Ll}7 tenter ArS activity
.rrenrast
introduction to duplicate 9 a m;
'followed b center for 5emots 55 and kp Fea
y a musical
by captor Yoav Kopiovf)ch tdr'gs Uanous card:game5'and
Monday; $5
'Advance beginner lessons 930
ptesented
and Richard Shapiro 12:3.0 pin:
a,m. Tuesday; $10.
`Intermediate lessons9.30a.m.`
Wednesdays The 9lemberg
-' 7445 Carlyle Ave Mlanl( Beach, $10 @YURN70 CALENDAR 33SB. ,
r �
y
:
OJTY OF SO TH MIAMI
COURT9SY 11'10 '.
NOYIcE iS'HEREBY given that the bay Commission of th6'city of South Miami Florida will conduct P461is
Hearings at'its regular City commission positing scheduled for R e- r?.,,� ry A 2011, begmntngat
Chambeta,. -613D Sun9et Drrve to consider
7:30 p.m; following the SMCRA meeting, In•the Olty Commisson
the following Hem(sy
An.Ordinanca amending She Land Ot. Code Section 2(1.751 inntied Specia(exceptlons (n;; ..r�
order to revise the wording Ih Section 20 7;51(D) to replace the word "'development' Wijftihe word
constfuctton" fofthe•purposo of clarlfy3ng'tvhan the time Ilinitation baginS'for development "projects Which;.
have been granted a specialexcepnori inino Hometown Overlay, +Zone (HDOV) ".
An Ordinance flmeadingthe band Davelop aint06d'e,Sectiop 2".3(D)eatitted Permifted Use Schedule jri
grdertopermit acommunitygarden asaf`5" SpeciatUse intttie ®4TODD(U- 4) "TranskOriented Development
District (Light Industrial 4) zoning use district; and amending Section 20 2:s ent tletl Definitions to Frost e.
a definition of a community garden. providing for severablhy providing far crdinaribes in conflict, andy
providing an effective date, ...
An Ordinance relating tp a tequesk to amend the offiaal zoning map pf ;the Ciry o #,South Miami Land; j
Development Code -by designating a corn- merclai building located at 5675 SUnset Dhve (aka The Dowlihd"
Building) as an historic $ite and by acament of en Hlstodb Preservation Overlay Zohe (HP OV) over the'Y
existing zoning use dlstdct for this Pro, is y,.t S
` ,, l e ond "Pemttd
An:ordnance to amend'Secnon 2033r(D) Of iha Lnd'Deeopmenc
" "W
Schedule" in order to change the enlst of Schoplr Elementary di Secondary. use category and ,the'
exlstmg. "School Vocallgnal" use.calego6l from "e, r ih fitter' use categot l6 .mentpedal Use "Bothoryy; '
to create, a; new use;typelenbtled Scnobl, Pnvato or Charter wdtSail development in the new ISChcol,
Private or Chartul. use category being classigetl as an' ". S Spemat Use; ;and amending- Seaien.2ll 3.4
untitled• ".Special Use;CondPoons In orderao set forth general and incest requ`Iremenis amts fie to all
three schboGtasecategorias. 1• ,
An Ordinance relating to budget authorizinganindreasedf expense line Aern fit 6 19106521 5205 (federal
Fddenure Computer, Equipment) oF$53;335.80, from the Federal Forfeiture Fund, 13vance wish a balange-
of$272,fi43.03.�b�25.0 -
An Ordinance reletiny.to the foe schedule; amending ordinance 21 09 2012 as amendedhy ordinances to,,
! increas(n� some fees, adding new foes and deleting some fees from thesohedufe a>.
A ftesolutiou aulBtlrhing the City Manager to puichase'mappIng software from USA Software Inc for a
total coat of $15,000Ai) to be p$Jd at.$5,OD000 per year for three years and charged to account number
808 -1950. 521. 3460, (Stara Contfactual Ser'vices). : • -
A Resoiutlpn 'authorizing the Cif Manager to Issue'a Purchase Ordei to Sun Recycling LLC for the
recycling of the City's yard waste in, the amo11' of $535,714.75i`t6 be charged to 6bnc Works Refcse
Disposal Fee - Recycling Account Number 0011720x534- 4341:'
A Resolution authorizng the oily Manager to'axecute.an agreement with the firm of, 'Gila LLC d7b /a/
Municipal Services Buraau (MSB) providing debt collection services for a fee based oh+a percentagebf
ttw principal amount owed Yo the Git/ twomy -two percent (2294) forprimary collectioh services and thirty
percent (30 %)far secondary collactiobservices, and coliebting the same as part o}'ihet'crol payment due
from the debtor. ThIs agreament'shall6e,forthe duration of nnial.one (1) year penod.with four( #} one (1)
yearoption to renew periods fior.a possbls total term of (ivs (5) years. '. � ,:
.A Resolution of thu'Mayor,,and Gity Commission of. Oho: Cttyof South Mlamr Florida authoring, the
Crty Manager to finance tip to thirty eight (36) mufto-spaco parking stations for an amount not to exceed
$420,000 and accepttng,the rnterest rate of 2 355% with. no prepayment pendiquse6ugh Sun'Dust Bank
charging Debt Service - Principal Account;No 0011410:5137110 and Debt Service interest Account No
001.1470.513 7210 agd providing an eiectve date
For furtherinfonnatkn Rlease,contact the City Clerk's Office at (3D 5) 663 -6,340
ALL Interested padfes are invitedto attend and will bs heard.
.. '' Maria M. Menendei CMC
..: City clerk`.
Pursuant to Florida Statutes 286.0105 the Gty herebyadwses the public thatif a porsdn decides to appeal anydo613amtrpade by
ibis SOard,Agency or,Commissbn with respect to any matter consderetl aUts meeting orheanng he or stie wlilnead am9 orp of
the proceedings, and That forsuch purpose, affected'peract may neEd to arsurb theta verbatim rewrd of Weyroceedings is infi.
on w
which record Noludesihs testimony and evidence Uphich the appeal is lo.ba based.
m rr�
z
4uare
CITY OF SOUTH MIAMI
NOTICE OF PUBLIC HEARING
NOTICE IS HEREBY given that the City Commission of the City of South
Miami, Florida will conduct Public Hearings at its regular City Commission
meeting scheduled for L9Sday. Jan yram 4. 2011,' beginning at 7:30
p.m., in the City Commission Chambers, 6130 Sunset Drive, to consider
the following ftem(s):
A Resolution of the Mayor and City Commission of the City
of South Miami, Florida, authorizing the City Manager to
finance up to thirty eight (38) multi-space parking stations
for an amount not to exceed $420,000 and accepting the
interest rate of 2.365% with no prepayment penalty through
SunTrust Bank, charging Debt SemlcePrincipat Account
No. 001.1410.513.7110 and Debt Service - Interest Account
No. 061.1410.513.7210; and providing an effective date.
ALL interested parties are invited to attend and will be heard.
For further information, please contact the City Clerk's Office at:
305 -66 &6340.
Maria M. Menendez, CMG
Cry Clerk
Pursuant to Florida Statutes 286.0105, the City hereby advises the
public that it a person decides to appeal any decision made by this Board,
Agency or Commission with respect to any matter considered at its
meeting or hearing, he or she will need a record of the proceedings, and
that for such purpose, affected person may need to ensure that verbatim
record of the proceedings is made which record includes the testimony
and evidence upon which the appeal is to be based.
12/23 10.3.21411622822M