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05-08-06zoo, 'Makii;g c ur t& q r(xv; "xf o Gr M Pkrce' f� l iti L1t rk errx'Mvy" Chair Horace Feliu CRA General Counsel Eve Boutsis Vice Chair Randy G. Wiscombe CRA Acting Executive Director Yvonne Soler- McKinley Board Member Velma Palmer CRA Secretary Maria M. Menendez Board Member Marie Birts Board Member Jay Beckman Board Member Adrian Ellis Board Member Rodney Williams SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY CRA Meeting Meeting Date: Monday, May 8, 2006 Time: 6:30 PM Next Meeting Date: June 12, 2006 Time: 6:30 PM 6130 Sunset Drive, South Miami, FL Phone:(305) 668 -7236 City of South Miami Ordinance Mo. 10 -00 -1712 requires all lobbyists before engaging in any lobbying activities to register with the City Clerk and pay an annual fee of $125.00. This applies to all persons who are retained (whether paid or not) to represent a business entity or organization to influence "City" action. "City" action is broadly described to include the ranking and selection of professional consultants, and virtually all - legislative, quasi- judicial and administrative action. It does not apply to not - for - profit organizations, local chamber and merchant groups, homeowner associations, or trade associations and unions. CALL TO ORDER: A. ROLL CALL: B. INVOCATION: C. PLEDGE OF ALLEGIANCE: COMMUNITY REDEVELOPMENT AGENCY Z AGENDA - May 8, 2006 ITEM (S) FOR THE BOARD'S CONSIDERATION: 1. APPROVAL OF MINUTES April 10, 2006* 2. EXECUTIVE DIRECTOR REPORT: A) Monthly Expenditure Report March 2006* B) Wounded Healers Monthly Report* C) SMCRA Transmittal of Long -Term Bonding Program 3. GENERAL COUNSEL REPORT *Attachments PUBLIC COMMENTS (5- minute limit) CONSENT AGENDA 4. A RESOLUTION OF THE CITY OF SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY RELATING TO ATTORNEY FEES; APPROVING ATTORNEY'S FEES FOR NAGIN GALLOP FIGUEREDO, P.A., FOR INVOICES DATED APRIL 26, 2006 IN THE TOTAL AMOUNT OF $7,453.38; CHARGING THE AMOUNT OF $2,515.26 TO ACCOUNT NO. 610 - 1110 - 564- 31 -20, GENERAL CORPORATE ACCOUNT; AND CHARGING THE AMOUNT OF $4,938.12 TO ACCOUNT NO. 610- 1110 - 583 -61 -10 LAND ACQUISITION ACCOUNT: PROVIDING AN EFFECTIVE DATE. S. A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY (SMCRA) RELATING TO A MIAMI -DADE COUNTY 1.5% CRA COMMUNITY REDEVELOPMENT AGENCY 2 AGENDA - May 8, 2006 ADMINISTRATIVE REIMBURSEMENT FEE; AUTHORIZING THE EXECIITIVE DIRECTOR TO DISBURSE FUNDING IN THE AMOUNT OF $8,127 TO MIAMI -DADE COUNTY; CHARGING THE AMOUNT OF $8,127 TO ACCOUNT NO. 610 -1110- 554 -99 -15 MISCELLANEOUS CITY CONTRIBUTION TO MIAMI -DADE COUNTY ACCOUNT; AND PROVIDING AN EFFECTIVE DATE. RESOLUTION(S) 6. A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY (SMCRA)RELATING TO BOND FINANCING AND THE TERM OF OPERATION OF THE AGENCY; AUTHORIZING THE EXECUTIVE DIRECTOR TO SEEK MIAMI -DADE COUNTY APPROVAL FOR AN SMCRA LONG -TERM BOND FINANCING PROGRAM INCLUDING INTERIM BOND FINANCING FROM SUNTRUST BANK AND SUBSEQUENT LONG -TERM BOND FINANCING FROM THE FLORIDA LEAGUE OF CITIES; PLEDGING TAX INCREMENT FINANCING (TIF) REVENUES TO FINANCE THE SMCRA BONDING PROGRAM; AND REQUESTING AN ADDITIONAL TWO YEARS EXTENSION, THUS PROVIDING THE SMCRA WITH A TOTAL OF FIFTEEN YEARS (Through 2022) SO THAT THE SMCRA MAY BOND; AND PROVIDING AN EFFECTIVE DATE. 7. A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY ( SMCRA) RELATING TO THE SMCRA'S LONG -TERM BOND FINANCING PROGRAM; AUTHORIZING A PLEDGE OF TAX INCREMENT FINANCING (TIF) REVENUES TO FINANCE THE SMCRA LONG -TERM BONDING PROGRAM; AND PROVIDING AN EFFECTIVE DATE. 8. A RESOLUTION OF THE SOUTH MIAMI AGENCY ( SMCRA) RELATING TO LAND THE EXECIITIVE DIRECTOR TO OBTAIN VACANT PROPERTY LOCATED IN THE FOLIO NO. 09- 4025 - 009 -0240; AND DATE. COMMUNITY REDEVELOPMENT ACQUISITION; AUTHORIZING PROPERTY APPRAISALS FOR SMCRA DISTRICT BEARING PROVIDING AN EFFECTIVE 9. A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY ( SMCRA) RELATING TO DISTRIBUTION OF SMCRA BOARD MEMBER DISCRETIONARY FUNDS; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISBURSE $250.00 OF VICE CHAIR RANDY WISCOMBE'S ANNUAL $1,000.00 IN DISCRETIONARY FUNDING TO REBUILDING TOGETHER INC.; AND CHARGING THE AMOUNT OF $250.00 TO ACCOUNT NO. 610 -1110- 554- 99 -25; AND PROVIDING AN EFFECTIVE DATE. COMMUNITY REDEVELOPMENT AGENCY 3 AGENDA - May 8, 2006 10. A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY ( SMCRA) RELATING TO DISTRIBUTION OF SMCRA BOARD MEMBER DISCRETIONARY FUNDS; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISBURSE $250.00 OF BOARD MEMBER BIRTS' ANNUAL $1,000.00 IN DISCRETIONARY FUNDING TO REBUILDING TOGETHER; AND CHARGING THE AMOUNT* OF $250.00 TO ACCOUNT N0.610 -1110- 554- 99 -25; AND PROVIDING AN EFFECTIVE DATE BOARD COMMENTS ADJOURNMENT SPEAKHRS PLEASE TAKE NOTICE THAT SECTION 2-2.1(k)(2) OF THE CODE OF ORDINANCES PROVIDES THAT "ANY PERSON MAKING PERSONAL IMPERTINENT, OR SLANDEROUS REMARKS OR WHO SHALL BECOME BOISTEROUS WHILE ADDRESSING THE COMMISSION SHALL BE FORTHWITH BARRED FROM FURTHER AUDIENCE BEFORE THE COUNCIL BY THE PRESIDING OFFICER, UNLESS PERMISSION TO CONTINUE BE GRANTED BY A MAJORITY VOTE OF THE COMMISSION." PURSUANT TO FLA STATUTES 286.0105, "THE CITY HEREBY ADVISES THE PUBLIC THAT IF A PERSON DECIDES TO APPEAL ANY DECISION MADE BY THIS BOARD, AGENCY OR COMMISSION WITH RESPECT TO ANY MATTER CONSIDERED AT ITS MEETING OR HEARING, HE OR SHE WILL NEED A RECORD OF THE PROCEEDINGS, AND THAT FOR SUCH PURPOSE, AFFECTED PERSON MAY NEED TO ENSURE THAT A VERBATIM RECORD OF THE PROCEEDINGS IS MADE WHICH RECORD INCLUDES THE TESTIMONY AND EVIDENCE UPON WHICH THE APPEAL IS TO BE BASED. THIS NOTICE DOES NOT CONSTITUTES CONSENT BY THE CITY FOR THE INTRODUCTION OR ADMISSION OR OTHERWISE INADMISSIBLE OR IRRELEVANT EVIDENCE, NOR DOES IT AUTHORIZE CHALLENGES OR APPEALS NOT OTHERWISE ALLOWED BY LAW. COMMUNITY REDEVELOPMENT AGENCY 4 AGENDA - May 8, 2006 2001 Waking our Neighborhood a Great Place to Live, Work and Play' To: Honorable Chair and SMCRA Board Meml From: Yvonne S SMCRA Acting Execu Date: May 8, 2006 1 ITEM No. QA etor SMCRA MONTHLY EXPEDITURE REPORTS SMCRA Monthly Expenditure Report for March 2006. 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MONTHLY REPORT April 30,2006 Beginning Bal - 2590.15 DEPOSITS: 4/18/2006 1752.92 4/28/2006 1748.46 3501.38 •� • Labor 5128.00 Materials$ 216.92 Educ $ Other $ UTILITIES $ 311.70 Subtotal $ 5656.62 YI Ending Balance $ 4745.39- R E VED ECE11 MAY z 12006 SOUTH MIAMI CRA Cl) :E co 3 by < O 2 'n m O r" �m a;o r Cl) in N O "< m O Z 2 D m m O cci m ;u M ;u co N O O O O C) C) o° rn o rn Cil °o rn w —i N :-4 100 N V al O 00 co cill O y Cl O O W N O N � j j 01 N N O N O O O O O O O O O O O O O O O O O O O O O O O O O N N ..► W O O N O O O y CD IJ O � C N N VI O O Cl) :E co 3 by < O 2 'n m O r" �m a;o r Cl) in N O "< m O Z 2 WOUNDED HEALERS,INC SUMMARY CONTRACT LABOR PAYMENTS APRIL 30.2006 LEO DENNIS JIMMY WILLIAMSON LANGTON KEETON JULIUS TOOMER KENNETH WILLIAMS WILLIE D LITMON CURTIS GROSS 1600.00 FOREMAN 676.00 LABORER 591.50 LABORER 656.00 LABORER 487.50 LABORER 350.00 LABORER 767.00 LABORER 5128.00 -a z-oxoo Z"ua:oo z-Umoo z-oxoo Z'UMOO O m T.T. m wx;r. MT X T T mTXT.z m -0 ;aTT ;D-imcl) - imcn4tv - ima, ;,v — imcoU0 -- imcn4v : r. D D T D D -v D T D N m m -DC m m -DC m Ov A N N 0) Ul 00 A °' r N N m N V Ln ..� •� N cn V O W O ° N O N Q 0 0 0 G D O 0 0 0 O O O O O W W 0 W G) O W O A 0) 0) O N N p N ..a N .a •�A" ,,.� "� r O N N "� N p N O N 00 �CD �O Ul0 0° W O 0° W O .00 cn O O O 0 O j O O) W O O O O O O 6) O O O 0) O N .a N N N CO A c O N W a Ulcn D O S O °o� 1a W r W oo61cn 0 m O N °ocn C .. O 00 Vo ° 0 m°° N 601 0 00l 0 0 0 O N N r N O O W r + A W O W A O A N -a 0) 41 m z ,V Z4 ` W N N -+ N Ln U) N N CO N O N (J) N A A m p 0cn "' O O m 0 0 O N c1) O O O O O o 0 O O O O DDOrnO 0 0 0 x V V „ A A N O N A A V A O Ln ci O N N CO 6 N Q A W W O N N Oj 0 ° O O O O N W O O O O O O O O O O O O O O O O z O 0) OD W m 0) W W 0) 0) cn A A (831 r o 0 �o 0 — cn oN �^'N m 0 0 ° 0 o i ° ° O 0 V A V N 0 V A W f0 m O p W v W W 83 co (7) m r O CA OW) b; N 0Z" 00(T ON6,wN t3 00 0 00 01 Q) ° ° 00 W 0) °o C) 0) 0) ° 0° °° 0) 0) J N � A W W W co V O m •.� N N Vt O O O 0 0 O N W i i v O W V O O co 00 co N olO O a 9 In 0-0 C� m z r v r. M cn �v X02 N Zq D O S r C) -0 m mz zn --i cn O g T. K A Y K K z D r z z z-4-4 z-D1 - -, - D -I -1 m -I m -i m -I m W O o� to 0 i � A O 'O �1 co cn CA) i w 0 O O CA Cp O W j CD a 0 4-1� _ A i V <i1 O Co -A. N U7 (n N o iV ,p N O CJt N O A jV N N C O t0 D 0 n V v W V O O co 00 co N olO O a 9 In 0-0 C� m z r v r. M cn �v X02 N Zq D O S r C) -0 m mz zn --i cn FOLD ON PERFORATION BEFORE TEARING CUSTOMER STATEMENT Account Number: Statement Date: APR 14 2006 Service Dates: Customer Name: ST JOHN AME CHURCH Service Days: Service Address: 6450 SW 59TH PL Next Scheduled Read Date: 67202 -28169 MAR 16 06 to APR 14 06 29 MAY 15 2006 Previous ......:: .......:: ......... Balance:: ... .. ........_...., NEW -03640 Statement Addttlonal Before NEW i. Charges Balance payments ty NEW gtarges Char es Past Due Total Now Due 54 Service Days 29 29 KWH /Day 5 2 3.05 CR 0.00 0.00 3.05 CR 15.27 MAY 05 2006 $12.22 Meter Read ing-Meter 5C20441 Current Reading 03694 Previous Reading -03640 KWH Used 54 Energy Usage Last This Year Year KWH This Month 157 54 Service Days 29 29 KWH /Day 5 2 "Amt - includes the following charges: Customer Charge: $8.24 per Month Non -Fuel Energy Charge: $0.046820 per KWH Fuel Charge: $0.061910 per KWH Account Activity Previous Statement Balance 3.05CR BALANCE BEFORE NEW CHARGES 3.05CR Billing for Electric Use on Rate: GS -1 GENERAL SVC NON - DEMAND Electric Service Amount 14.10 "` Gross Receipts Tax 0.36 Franchise Charge 0.81 Current Electric Charges 15.27 TOTAL NEW CHARGES: 15.27 TOTAL NOW DUE: $12.22 Messages -- A late payment charge of 1.50% will apply if not paid by May 05, 2006, and your account may be subject to being billed an additional deposit. -- FPL's Right Tree Right Place Program has guidelines to help you plant the right tree in the right place in your yard. This will help avoid unnecessary tree trimming and may help avoid future outages. For more information please visit www.FPLcom /RightTree. -- Transactions involving connects, disconnects, name changes and payment extensions may require positive identification. C'KA f�522. A41 f q 11%9112,121"1- Please have your account number ready when calling FPL. USEFUL TELEPHONE NUMBERS Adpphl Light Company Customer Service: (305) 442 -0388 Florida Power & Li PO Box 025576 g Outside Florida: 1 -800- 226 -3545 Miami, FL 33102 To Report Power Outages: 1- 800AOUTAGE (468 -8243) PPL. Hearing /Speech Impaired: 1- 800-432 -6554 (TTY/TDD) Visit FPL's Web Site at http: / /www.fpl.com FOLD ON PERFORATION BEFORE TEARING CUSTOMER STATEMENT Account Number: Statement Date: MAR 16 2006 Service Dates: Customer Name: ST JOHN AME CHURCH Service Days: Service Address: 6450 SW 59TH PL Next Scheduled Read Date: 67202 -28169 FEB 15 06 to MAR 16 06 29 APR 14 2006 Previous Current Reading Balance;: Previous Reading -03548 statement Additional . Before NEVV : s Charges Balance Payments Achwty HEW Charges Charges Past Due Total Now Due 92 Service Days 30 29 KWH /Day 3 3 13.63 13.63 CR 0.00 0.00 22.82 APR 06 2006 $22.82 Meter Reading- Meter5C20441 Current Reading 03640 Previous Reading -03548 KWH Used 92 Energy Usage Last This Year Year KWH This Month 101 92 Service Days 30 29 KWH /Day 3 3 Account Activity Previous Statement Balance 13.63 Payment Received - THANK YOU 13.63CR Billing for Electric Use an Rate: GS -1 GENERAL SVC NON- DEMAND Electric Service Amount 18.25'* Gross Receipts Ta ��//�� q7 Franchise Charge t .(_.t/ 1.05 Utility Tax 1.46 Florida Sales Tax / f �f 0� 1.59 "Amt includes the following charges: Current Electric Charges 22,82 Customer Charge: $8.24 per Month TOTAL NOW DUE: 822.82 Non -Fuel Energy Charge: $0.046820 per KWH Fuel Charge: $0.061910 per KWH Messages -- A late payment charge.of 1.50% will apply if not paid by April 06, 2006, and your account may be subject to being billed an additional deposit. -- Replacing an unreliable A/C system? FPL has a rebate program for high - efficiency DX split/packaged air conditioning and heat pumps. The higher the efficiency, the higher the savings! Plus there will be lower cooling and maintenance costs. Call us today at 1- 800 -FPL -5566. Please have your account number ready when calling FPL USEFUL TELEPHONE NUMBERS Customer Service: (305) 442 -0388 Florida Power & Light Company Outside Florida: 1- 800 - 226 -3545 PO Box 025576 711IR To Report Power Outages: 1- 800- 40UTAGE (468 -8243) Miami, FL 33102 Hearing /Speech Impaired: 1- 800 -432 -6554 (TTY/TDD) FPL. Visit FPUs Web Site at http: / /www.fpl.com ® BELLSOUTH WOUNDED HEALERS INC Account Number 305 665.0140 0010445 Page 1 of 8 Monthly Statement Date: Thank you for choosing BellSouth. We sincerely appreciate your business. April 4, 2006 Account Summary Amount Previous Bill .............. $85.69 Payments (Posted as of April 4) �, .�.� .00 From dial-up and high -speed DSL Internet service to wireless to long distance *, BellSouth can provide you with all the communications tools for your business. 'services available where facilities exist BellSouth Questions? Customer Service: 1 866 620 -6000 Outside Calling Area: 1800 753 -8172 Repair: 1866 620 -6900 See Other Service Provider's pages for contact bers Convenient Payment Options: Information for Online: www. bellsouth.coWsmallbusiness/bill Your Business Page 7 Past Due (Please pay now) . ................. `��:/ $85.69 Current Charges: BellSouth Local (Page 3) .................... $95.52 Total Current lid c��i�a Q BELLSOUTH WOUNDED HEALERS INC Account Number: 305 665.0140 0010445 Monthly Statement Date: April 4, 2006 BellSouth Local and Local Toll Charges 001645 Page 3 of 8 BellSouth Local Charges Quantity Unit charge Amount From April 04 through May 03 8. Interest Charge on Unregulated Balance ..................... 07 •* 1. Federal Universal Service Charge ................ 1 .71 $11 t 2. Emergency 911 Charge. This charge is billed on Directory Assistance (DA) Usage behalf of Dade County ......................... 1 # .50 " 3. FCC Authorized Charge for Network Access ........ 1 6.50 6.50 4. Telecommunications Access System Act Surcharge 1 .15 .15 " 5. Complete Choice@ for Business 1 Line Package ..... 1 52.00 52.00 You have selected the following features: Business Line 1 Call Waiting 1 Call Return ('69) 1 Caller ID Name and Number Delivery with 1 Anonymous Cali Rejection 6. • Complete Choice@ for Business Maintenance 1 Line Package ..... ............................... 1 4.00 4.00 «n You have selected the following features for 305 665 -0140, which contain $4.00 in unregulated charges: Inside Wire Maintenance Service Plan 1 # Quantity and/or Unit Charge may not apply Total BellSouth Local Charges .. ............................... $63.86 Other Charges and Credits Amount 7. Late Payment Charge on Regulated Balance .................. $12.50 8. Interest Charge on Unregulated Balance ..................... 07 •* Changes made to your service on Apr 4, 2006 9. Cost of Dade County manhole ordinance #83-3 ................ .09 Directory Assistance (DA) Usage W. 5 Call(s) to Local DA at $1.03 Each ......................... 5.15 11. 2 Call(s) to National DA at $1.25 Each ....................... 2.50 The above charges /credits are one -time charges /credits associated with your account or with changes made to your account during this billing cycle. Total Other Charges and Credits .............................. $20.31 .._. otal Local and Local 7' oli Charges , , , , , , , , , , , $9652 t Surcharge Definitions - Page 8 �* Unregulated Charge. Nonpayment of these items will not result In disconnection of your local service. However, collection of unpaid charges may be pursued by the Service Provider. an Contains feature(s) with Unregulated Charge(s) (continued) ® BELLSOUTH Page 5 of 8 WOUNDER HEALERS INC Account Number: 305 665 -0140 0010445 Monthly Statement Date: April 4, 2006 Detailed Statement of Other- Clra,ges and Credits Anroant Charges 305 665 -0140 For BellSouth Long 1. 03/26 Bus. P Pref. Rate Plan Monthly Fee ................... 3.95 Distance, Inc. Billing 2. 03/26 I nt I Fixed Rate Plan Month I y Fee .................. 2.95 Questions, Call 3o 03/26 Federal Universal Service Fund Fee ................. .53 1 866 620.6000 or Total Other Charges and Credits ... 7.43 1 800 753.8172 001645 (continued) ► ® BELLSOUTH WOUNDEp HEALERS INC Account Number: 305 665.0140 0010445 Monthly Statement Date: April 4, 2006 Page 7 of 8 Information for Your Disclosures Business To reduce the risk of receiving unauthorized charges on your BellSouth bill as a result of actions by a provider other than BellSouth, you may request a 'third party bill block.' The 'third party bill block' will not block long distance charges. You may obtain this block at no charge by contacting the BellSouth business office. Certain restrictions apply. Federal Universal Service Charge Increase The Federal Communications Commission (FCC) recently announced an increase in the factor that determines how much BellSouth contributes to the Federal Universal Service Funds. These funds are designed to help keep telephone rates affordable and to expand telephone services to schools and rural areas. You will see a corresponding increase in the Federal Universal Service monthly charge that recovers this increased payment by BellSouth. The increase will be effective April 1, 2006, and is planned to begin appearing on April and May 2006 bills. This charge wit not be applied to Lifeline accounts. Visit the 2006 National Urban League Conference at the Georgia World Congress Center in Atlanta, July 26-29. Visit hundreds of FREE exhibits, win exciting prizes, meet top recruiters, network with movers and shakers and hear keynote speakers. Enjoy evening receptions and entertainment for young professionals. Learn more @ www.nul.org or call 212 - 558 -5385. General Interest Payment by Phone Your BellSouth phone bill for your business can now be handled over the phone by electronic check. To make a secure electronic bill payment from your bank account, call BellSouth Customer Service at the number located on the front of your bill. You will need the last four digits of your seventeen -digit BellSouth account number located on your bill. You hereby agree in advance to the following: (1) to authorize BellSouth to initiate, and your financial institution to accept, a one -time Automated Clearing House ( ACH) debit to- your bank account; using the bank-account information that you provide to BellSouth and (2) to be bound by ACH Rules pertaining to business -to- business electronic bill payments and in effect at the time of the transaction. You hereby agree that the amount authorized will be applied as payment of your BellSouth bill. Bill payment options are also available on our Website at bellsouth.com. Thank you for choosing BellSouth for your communications needs. Important Notice About Disputed Debts 001645 (continued) ► ® BELLSOUTH Page 1 of 7 WOUNDED-HEALERS INC Account Number 305 665 -0140 0010445 Monthly Statement Date: Thank you for choosing BellSouth. We sincerely appreciate your business. March 4, 2006 Account Summary Amount Previous Bill .......... ............................... $84.47 Payments (Posted as of March 4) ......................... —84.47 Balance............. ............................... $.00 Current Charges: BellSouth Local (Page 3) .................... $76.93 Long Distance (Page 5) .................... 8.76 Total Current Charges (Due April 3) ...............:...... $85.69 From dial-up and high-speed DSL • / Internet service to wireless to long distance', BellSouth can provide you with all the communications tools for your business. 'Services available where facilities east. � C�G1L��dC� BellSouthQuesdons? APR 3 lODS i ass wm -600n U Customer Sernce. Outside Calling Area: 1 800 753 -8172 Repair. ``1 620 -6900 See Other Service Provider's pages for lby l Convenient Payment options. online: www.bellsouth comismallbusines _ L Your Business Page 8 ,,,�„ O BELLSOUTH WOUNDED HEALERS INC Account Number: 305 665.0140 0010445 Monthly Statement Date: March 4, 2006 Page 3 of 7 BellSouth Local and BellSouth Local Charges Quantity Unit Charge Amount Local Toll Charges From March 04 through April 03 1. Federal Universal Service Charge ................ 1 .66 $.66 f 2. Emergency 911 Charge. This charge is billed on behalf of Dade Count *• 3. FCC Authorized Charge for Network Access ........ 1 6.50 6.50 4. Telecommunications Access System Act Surcharge 1 .15 .15 " 5. Complete Choice@ for Business 1 Line Package ..... 1 52.00 52.00 You have selected the following features: Business Line 1 Call Waiting 1 Call Return ('69) 1 Caller ID Name and Number Delivery with 1 • Anonymous Call Rejection 6. Complete Choice@ for Business Maintenance 1 Line Package ..... ............................... 1 4.00 4.00 You have selected the following features for 305 665 -0140, which contain $4.00 in unregulated charges: Inside Wire Maintenance Service Plan 1 # Quantity and/or Unit Charge may not apply Total BellSouth Local Charges .. ............................... $63.61 Other Charges and Credits Amount Changes made to your service on Mar 4, 2006 7. Cost of Dade County manhole ordinance #83-3 ................ $.09 Directory Assistance (DA) Usage 8. 2 Calls) to Local DA at $1.03 Each ......................... 2.06 The above charges /credits are one -time charges /credits associated with your account or with changes made to your account during this billing cycle. Total Other Charges and Credits .............................. $2.15 Taxes Amount 9. Federal Excise Tax ....... ............................... $1.84 ............ ................... .....................10:•..FL.- •State Communications •Tax...:•:•::•:•:•:: :• :•:::•:•::•:•::•:•::• :•... • ............................... ...._..5:62.................... 11. FL - Local Communications Tax ............................ 3.51 Total Taxes ................. ............................... $10.97 t Surcharge Definitions - Page 7 ** Unregulated Charge. Nonpayment of these items will not result in disconnection of your local service. However, collection of unpaid charges may be pursued by the Service Provider. 001620 au Contains feature(s) with Unregulated Charge(s) (continued) ► ® BELLSOUTH Page 5 of 7 WOUNDED HEALERS INC Account Number: 305 665 -0140 0010445 Monthly Statement Date: March 4, 2006 Detailed Statement of Other Charles and Credits Aynount Charges 305 665 -0140 For BellSouth Long 1. 02/26 Bus. P Pref. Rate Plan Monthly Fee ................... 3.95 2. 02/26 Int I Fixed Rate Plan Monthly Fee .................. 2.95 Distance, Inc. Billing 3. 02/26 Federal Universal Service Fund Fee ................. .53 Questions, Call Total Other Charges and Credits 1 866 620.6000 or " " "" " "" """"' """" 7.43 1 800 753.8172 001620 Taxes Amount 4. Federal Excise Tax .. .22 5. FL - State Communications�Tax .68 6. FL - Local Communications Tax .............................. .43 Total Taxes ...................... ............................... 1.33 Total BetlSouCh Long ❑istancer lnc, Curreni Charges This portion of your bill is provided as a service to BellSouth Long Distance, Inc. ® BELLSOUTH Page 7 of 7 WOLMbED HEALERS INC Account Number: 305 665.0140 0010445 Monthly Statement Date: March 4, 2006 Information for Your Please note, any check or payment instrument in an amount less than the full amount due that you Business (continued) send BellSouth marked 'PAID IN FULL' or otherwise tender as full satisfaction of a disputed amount, must be sent to BellSouth Accounts Receivable Management, Room 20E, 333 Commerce Street, Nashville, TN 37201 and NOT the payment address shown on the payment return document. Thank you for choosing BellSouth for your communications needs. Get BellSouth® FastAccess0 Business DSL Plus with business -dass features which give your business a competitive edge like a free new domain and customized email account (w16 mo commitment). With Premium Security and the ability to put your business on the Web, your company will have what it needs to help attract new customers and increase productivity. You'll also receive priority technical support at no additional charge. Call 1 866 892 -5908 or visit bellsouth.comismallbusinesslgetdsl today. Restrictions apply. Surcharge Definitions Federal Universal Service Charge Per line charge to recover the amount telecommunications providers must contribute to the fund which helps keep local phone rates affordable for all Americans. Emergency 911 Service Your local government asked you to pay.a small charge each month to help provide emergency service in your community. FCC Authorized Charge for Network Access A charge to recover costs associated with connecting to a telecommunications provider's interstate network. Telecommunications Relay Service A surcharge to fund the relay center that assists the hearing and speech impaired communicate with telecommunications providers. TaX. 8n.d,. Rate., Codes A = Federal Tax Only H = Federal, State and Local Tax P = Person ........................ . ............................... B'= Fedaral *and State Tax ..... "' ' "t =State and L'ocalTaz..... R' =Standard' for Calls C = Calling Card J = Local Only S = Station D = Day K = Federal and Local Tax T = Discount' E = Evening M = Multiple Rate Periods X = Conference F = Call Forward N = Night/Weekend Y = Economy' G = State Tax Only International Terms and Conditions Recurring eCheck I hereby authorize BellSouth Telecommunications, Inc. (BellSouth) to automatically charge my checking account, at the financial institution name on this application for payment of bills rendered to me by BellSouth. I further authorize the financial banking institution to accept these charges to my checking account. If corrections in the account are necessary, it may involve adjustments (credits or debits) to my BellSouth account. I understand that both the financial institution and BellSouth reserve the right to terminate my participation in this payment plan. I also understand that I may discontinue enrollment at any time with written notice to BellSouth or by calling after allowing the company and the financial institution a reasonable time to act upon my notification. 001620 WOUNDED HEALERS SUPPLIES PURCHASED APRIL 30,2006 SHERWIN WILLIAMS CHECK NUMBER ;1521 CHECK DATE;0411812006 CHECK AMT:216.92 �o-wak.aa 2001 Making our Neighborhood a Great Place to Live, Work and Play" To: Honorable Chair and SMCRA Board Members From: Yvonne Soler- McKinle , SMCRA Acting Executiiector RESOLUTION Date: April 10, 2006 ITEM No. 4 PAYMENT FOR ATTORNEYFEES FOR NAGIN GALLOP A RESOLUTION OF THE CITY OF SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY RELATING TO ATTORNEY FEES; APPROVING ATTORNEY'S FEES FOR NAGIN GALLOP FIGUEREDO, P.A., FOR INVOICES DATED APRIL 26, 2006 IN THE TOTAL AMOUNT OF 57,453.38; CHARGING THE AMOUNT OF S2,515.26 TO ACCOUNT NO. 610 - 1110 - 564- 31 -20, GENERAL CORPORATE ACCOUNT; AND CHARGING THE AMOUNT OF $4,938.12 TO ACCOUNT NO. 610 - 1110 - 583 -61 -10 LAND ACQUISITION ACCOUNT: PROVIDING AN EFFECTIVE DATE. BACKGROUND The firm of Nagin Gallop Figueredo, P.A. currently serves as general counsel to the CRA. The firm has submitted the following invoices: General Corporate and Land Acquisition Invoice Date Amount April 26, 2006 $2,515.38 April 26, 2006 $4,938.12 Charge Acct. No. 610 - 1110 - 564 -31 -20 General Corporate 610- 1110- 583 -61 -10 Land Acquisition Total Amount for All Invoices: $7,453.38 RECOMMENDATION: Staff recommends approval, authorizing the Executive Director to: (1) Disburse payment for legal services rendered for general corporate matters in the amount of $2,515.38 to Nagin Gallop Figueredo, P.A., charging this amount to Account No. 610 - 1110 - 564- 31 -20, General Corporate Account. The balance in Account No. 610 - 1110- 564- 31 -20, after payment of this invoice will be $26,041.61. (2) Disburse payment for legal services rendered, costs advanced, for land acquisition matters in the amount of $4,938.12 to Nagin Gallop Figueredo, P.A., charging this amount to Account No. 610 - 1110 - 583- 61 -10, Land Acquisition Account. The balance in Account No. 610 - 1110 - 583- 61 -10, after payment of this invoice will be $233,273.25. Attachments: Resolution Nagin Gallop Figueredo Invoices YSM /DOD /SD /JM •f� EX R A\Nagin Gallop a�C� ,:port.doc I RESOLUTION NO. 2 3 A RESOLUTION OF THE CITY OF SOUTH MIAMI 4 COMMUNITY REDEVELOPMENT AGENCY RELATING 5 TO ATTORNEY FEES; APPROVING ATTORNEY'S FEES 6 FOR NAGIN GALLOP FIGUEREDO, P.A., FOR INVOICES 7 DATED APRIL 26, 2006 IN THE TOTAL AMOUNT OF 8 $7,453.38; CHARGING THE AMOUNT OF $2,515.26 TO 9 ACCOUNT NO. 610- 1110 - 564- 31 -209 GENERAL 10 CORPORATE ACCOUNT; AND CHARGING THE AMOUNT 11 OF $45938.12 TO ACCOUNT NO. 610 - 1110 - 583 -61 -10 LAND 12 ACQUISITION ACCOUNT: PROVIDING AN EFFECTIVE 13 DATE. 14 15 WHEREAS, Nagin Gallop Figueredo, P.A., has submitted invoices dated 16 April 26, 2006 to the CRA for legal services rendered for general corporate 17 matters in the amount of $2,515.26; and 18 19 WHEREAS, Nagin Gallop Figueredo, P.A., has submitted invoices dated 20 April 26, 2006 to the CRA for legal services rendered for land acquisition matters 21 in the amount of $4,938.12, 22 23 NOW THEREFORE BE IT RESOLVED BY THE COMMUNITY 24 REDEVELOPMENT AGENCY OF THE CITY OF SOUTH MIAMI, 25 FLORIDA THAT: 26 27 Section 1. The South Miami Community Redevelopment Agency 28 authorizes payment for legal services rendered for general corporate matters 29 in the amount of $2,515.26 to Nagin Gallop Figueredo, P.A., charging this 30 amount to Account No. 610 - 1110 - 564- 31 -20, General Corporate Account. 31 The balance in Account No. 610 - 1110- 564- 31 -20, after payment of this 32 invoice, will be $26,041.61. 33 34 Section 2. The South Miami Community Redevelopment Agency 35 authorizes payment for legal services rendered for land acquisition matters 36 in the amount of $4,938.12 to Nagin Gallop Figueredo, P.A., charging this 37 amount to Account No. 610 - 1110 - 583- 61 -10, Land Acquisition Account. 38 The balance in Account No. 610 - 1110 - 583- 61 -10, after payment of this 39 invoice, will be $233,273.25. 40 41 42 43 44 Section 3. This resolution shall take effect immediately upon adoption. Page 1 of 2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 PASSED AND ADOPTED this ATTEST: SECRETARY READ AND APPROVED AS TO FORM: GENERAL COUNSEL day of May, 2006. APPROVED: CHAIRPERSON Board Vote: Chairperson Feliu: Vice Chairperson Wiscombe: Board Member Palmer: Board Member Birts: Board Member Beckman: Board Member Ellis: Board Member Williams: YSM /DOD /SD MCGRUFF\PLANNING \C R A \Nagin Gallop Pay Rcsol 9- 29- 05.doc Page 2 of 2 NAGIN GALLOP FIGUEREDOP.A. Attorneys & Cori12selors 18001 Old Cutler Road — Suite 556 Telephone: (305) 854 -5353 Miami, Florida 33157 -6416 Facsimile: (305) 854 -5351 May 2, 2006 Ronald Donald O'Donniley City of Soutli Miami Community Redevelopment Agency 6130 Sunset Drive South Miami, Florida 333.43 Re: South Miami Community Redevelopment Agency Statements Matter ID: 0076 -OOJ and 0076 -008 Dear Don: I enclose our firm's invoices dated April 26, 2006, for the South Miami CRA matters referenced above. I also attach. the resolution approving same. If you have any questions, please do not hesitate to contact me. Thank you. V ry truly our , ve . Boutsis General Counsel for the South. Miami Community Redevelopment Agency EAB /gir Enclosures CONFIDENTIAL - ATTORNEY /CLIENT PRIVILEGE NAGIN GALLOP FIGUEREDO`A. Attorneys & Counselors 18001 Old Cutler Road, Suite 556, Miami, Florida 33157 Telephone: (305) 854 -5353 Facsimile: (305) 854 -5351 Ronald O'Donniley April 26, 2006 City of South Miami Community Redevelopment Agency Matter ID: 0076 -001 6130 Sunset Drive CRA = General Corporate South Miami, FL 33143 Invoice Number 18449 Hours Amount 3/31/2006 EAB Attention to GH, Inc. and clarification of GH. Inc letter and CRA 0.30 55.50 Total Professional Services 2,442.00 Rate Summary Eve A. Boutsis 13.20 hours at $185.00/hr 2,442.00 Total hours: 13.20 2,442.00 4/26/2006 Disbursements incurred - 3.0% 73.26 Payment is due upon receipt. Please notify us within 10 days of any questions you have regarding this Invoice. Interest at a rate of 1.5% per month will be charged if payment is not received within 30 days. costs; telephone conference with Mr. Rodney Williams; coordinated meeting with Mr. Williams; coordinated same with Mr. Adrian Ellis; and communications with Max Speigelman. 4/4/2006 EAB Meeting with Mr. James McCants, Mr. Don O'Donniley, and Mr. 2.40 444,00 Stephen David regarding CRA matters including SunTrust loan; telephone conference with Mr. Jurgen Teintze regarding SunTrust item; and luncheon meeting with Mr. Ellis regarding CRA introduction, 4/5/2006 EAB Attended meeting with Mr. Don O'Donniley, Ms. Yvonne McKinley, 3.00 555.00 Mr. David, Mr. McCants, and chair Horace Feliu to discuss the GH matter; and analyzed agenda for upcoming meeting. 4/6/2006 EAB Attended meeting with new board member Mr. Williams regarding 3.00 555.00 CRA agenda, plan, sunshine and public records. 4/10/2006 EAB Telephone conferences with Ms. McKinley; meeting with v -c Randy 3.50 647.50 Wiscombe, and meeting with bd member Jay Beckman prior to start of CRA meeting; telephone conference with Suntrust and Bank of America; and attended CRA meeting. 4/10/2006 EAB Analyzed agenda in anticipation of upcoming CRA meeting; 1.00 185.00 analyzed audit, loan agreements, purchase and sale agreements; and gift disclosure items. Total Professional Services 2,442.00 Rate Summary Eve A. Boutsis 13.20 hours at $185.00/hr 2,442.00 Total hours: 13.20 2,442.00 4/26/2006 Disbursements incurred - 3.0% 73.26 Payment is due upon receipt. Please notify us within 10 days of any questions you have regarding this Invoice. Interest at a rate of 1.5% per month will be charged if payment is not received within 30 days. Nagin Gallop Figueredo, P.A. Matter ID: 0076 -001 Statement No. 18449 Page: 2 CONFIDENTIAL - ATTORNEY /CLIENT PRIVILEGE Payments and Credits 4/24/2006 Check No. 52981 4,102.58 4,102.58 For Professional Services 2,442.00 For Disbursements Incurred 73.26 Current Balance: 2,515.26 Previous Balance: 4,102.58 Payments - Thank you 4,102.58 Total Due 2,515.26 To be properly credited, please indicate Invoice Number on your remittance check. Payment is due upon receipt. Please notify us within 10 days of any questions you have regarding this invoice. Interest at a rate of 1.5% per month will be charged if payment is not received within 30 days. CONFIDENTIAL - ATTORNEY /CLIENT PRIVILEGE NAGIN GALLOP FYGUERED0PA. Attorneys & Counselors 18001 Old Cutler Road, Suite 556, Miami, Florida 33157 Telephone: (305) 854 -5353 Facsimile: (305) 854 -5351 Ronald O'Donniley April 26, 2006 City of South Miami Community Redevelopment Agency Matter ID: 0076 -008 6130 Sunset Drive CRA - Land Acquisition South Miami, FL 33143 Invoice Number 18450 Hours Amount 3/29/2006 EAB Attended meeting with all parties, and CRA staff regarding GH, Inc. 2.60 481.00 matter; prepared for same; and follow up conversations with Mr. Chuck Gelman regarding same. 3/30/2006 EAB Attention to Perry property; and e-mail communications with staff 0.60 111.00 regarding same; telephone conference with Mr. George Lott; and drafted comprehensive letter memorializing all terms of global settlement and purchase and sale agreement. 413/2006 EAB Analyzed commitment letter from SunTrust Bank; telephone 1.00 185.00 conference with Mr. Jeffrey DeCarlo of Adorno & Yoss, P.A., regarding same; e-mail communications with Mr. DeCarlo and Mr. Joseph Delleperche of SunTrust; provided documents to same; telephone conference with and facsimile communications with Mr. Gelman; and e-mail communications with Ms. Adriana Hussein and staff regarding same. 4/5/2006 EAB Revised contract with GH, Inc; drafted contract with Perrys; 1.50 277.50 revised Prioleau contract; telephone conference with Mr. Stephen David regarding same; drafted communication to Mr. Al Brewster regarding MDHA parcels located in Madison Square; and prepared for staff conference with Ms. Yvonne McKinley regarding same. 4/6/2006 EAB Attention to and analyzed communications by Ms. Kimberly 0.30 55.50 Bobo -Brown and Mr. Gelman; and telephone conference with Ms. Bobo Brown regarding closing. 4/10/2006 EAB Telephone conference with Ms. Bobo Brown, Mr. Gelman, and 0.60 111.00 telephone conference with Mr. David regarding agenda. 4/10/2006 EAB Telephone conference with Mr. David and Mr. Delleperche of 2.50 462.50 Suntrust; telephone conference with Ms: Melanie Gillespie of Fla. League re: interim financing and bond financing; telephone conference with Ms. Patty Gharett of Bank of America regarding bridge financing; and telephone conference with Ms. Hussein and Ms. McKinley regarding same and analyzed and edited loan agreements. 4/11/2006 EAB Numerous e-mail communications with Fla. Municipal Loan council 1.70 314.50 Payment is due upon receipt. Please notify us within 10 days of any questions you have regarding this invoice. Interest at a rate of 1.5% per month will be charged if payment is not received within 30 days. Nagin Gallop Figueredo, P.A. Matter ID: 0076 -008 Statement No. 18450 Page: 2 CONFIDENTIAL - ATTORNEY /CLIENT PRIVILEGE and Suntrust legal council; telephone conference with Mr. Sandy Youkilis and Mr. Don O'Donniley regarding same; drafted ordinance on Suntrust loan; and e-mail communications with Mr. David and staff regarding independence of CRA. 4/12/2006 EAB Telephone conference with Mr. DeCarlo of Adorno & Yoss, P.A; 2.00 370.00 e -mail communications with Mr. Tony Crapp and Mr. Jurgen Teintze; telephone conference with Mr. O'Donniley; analyzed section 163.385(1)(a), Fla. Stat; continued attention to bond issuance; and joint conference call with Mr. DeCarlo and Mr. O'Donniley regarding same. 4/13/2006 EAB Telephone conferences with and e-mail communications with Mr. 3.30 610.50 Tony Crapp, Mr. Teintze and county staff, Ms. Hussein, Mr. O'Donniley, Ms. Susan Rothstein, Ms. McKinley, Mr. Delleperche, and Mr. DeCarlo regarding SunTrust loan; e-mail and telephone conferences with Mr. Crapp and Mr. Teintze; telephone conference with Mr. Crapp; analyzed bond agreements; e-mail communications with Mr. DeCarlo, Mr. O'Donniley, Ms. McKinley, and Ms. Hussein regarding funding, disclosure of other obligations, financing options, and comments on loan documents. 4/14/2006 EAB Analyzed revised /finalized SunTrust loan documents; e-mail 1.80 333.00 communications with Mr. DeCarlo, Mr. Delleperche, Ms. Hussein, Ms. Kathy Vazquez, Mr. O'Donniley, and Ms. Maria Menendez regarding finalizing items, disclosures of other obligations, etc; and follow upon telephone conferences with Ms. Hussein on budget and financing options. 4/17/2006 EAB Telephone conference with Ms. McKinley, Ms. Rothstein, Mr. 0.30 55.50 O'Donniley, and Ms. Dolores of Mr. Crapp's office regarding meeting. 4/18/2006 EAB Attention to Aries property; analyzed title report; telephone 0.40 74.00 conference with Ms. Collins; telephone conference with Mr. Crapp's assistant; telephone conference with Mr. O'Donniley regarding SunTrust matter; and e-mail communications with Mr. O'Donniley regarding SunTrust and Aries. 4/19/2006 EAB Prepared for and attended CRA meeting with Mr. Crapp and 3.50 647.50 county officials regarding Madison Square project; and began drafting appropriate resolutions relating to same. 4/19/2006 EAB E -mail communications with Ms. Eva Rosa regarding Aries 0.30 55.50 property and payoff. 4/25/2006 EAB Telephone conference with Fla. League of Cities Municipal Loan 3.50 647.50 council regarding tax exempt status of funding; telephone conferences with Mr. O'Donniley, Mr. David; mass e-mail to administration and staff regarding same; revised, edited and drafted resolutions and memoranda for CRA special agenda, including TIF funding dedication, SunTrust Loan and bond strategy resolutions; and two year extension resoution. Payment is due upon receipt. Please notify us within 10 days of any questions you have regarding this invoice. Interest at a rate of 1.5% per month will be charged if payment is not received within 30 days. Nagin Gallop Figueredo, P.A. Matter ID: 0076 -008 Statement No. 18450 Page: 3 CONFIDENTIAL - ATTORNEY /CLIENT PRIVILEGE Total Professional Services 4,791.50 Rate Summary Eve A. Boutsis 25.90 hours at $185.00/hr 4,791.50 Total hours: 25.90 Disbursements 4/10/2006 Mileage 4/26/2006 Disbursements incurred - 3.0% Payments and Credits 412412006 Check No. 52981 For Professional Services For Disbursements Incurred Current Balance: Previous Balance: Payments - Thank you 4,791.50 2.88 143.74 6,644.86 4,791.50 146.62 4,938.12 6,644.86 6,644.86 Total Due 4,938.12 To be property credited, please Indicate Invoice Number on your remittance check. Payment is due upon receipt. Please notify us within 10 days of any questions you have regarding this Invoice. Interest at a rate of 1.510 per month will be charged if payment is not received within 30 days. bVIAM".� Al -naftca '1II10► 2001 "Making our Neighborhood a Great Place to Live, Work and Play- To: Honorable Chair and SMCRA Board Members From: Yvonne Soler- McKinley, SMCRA Acting Executive Director RESOLUTION Date: May 8, 2006 ITEM No. 6— PAYMENT OF 1.5% COUNTY ADMINISTRATIVE REIMBURSEMENT FEE A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY ( SMCRA) RELATING TO PAYMENT OF A MIAMI -DADE COUNTY 1.5% CRA ADMINISTRATIVE REIMBURSEMENT FEE; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISBURSE FUNDING IN THE AMOUNT OF $8,127 TO MIAMI -DADE COUNTY; CHARGING THE AMOUNT OF $8,127 TO ACCOUNT NO. 610 - 1110 - 554- 99 -15, MISCELLANEOUS CITY CONTRIBUTION TO MIAMI -DADE COUNTY ACCOUNT; AND PROVIDING AN EFFECTIVE DATE. The Miami -Dade County administrative reimbursement fee was established by the County in 2003 as a charge to recover costs for County staff time associated with overseeing CRA activities and processing CRA related items. This fee is a percentage of the County's TIF payment to each and every CRA in the County. During the October 10, 2005 Meeting, the Board approved Resolution No. 36 -05 -183 adopting the SMCRA FY 05106 Budget. One of the budget line items in the FY 05/06 Budget is Miscellaneous City Contribution to Miami -Dade County. This budget line item was allocated in the amount of $8,127 as funding to reimburse Miami - Dade County for administrative reimbursement fee. Staff has received an invoice from Miami - Dade County in the amount of $8,127 as a charge for the County administrative reimbursement fee (See Attached Invoice). Approval of the attached resolution shall authorize payment for a 1.5% administrative reimbursement fee in the amount of $8,127 to Miami -Dade County, charging this amount to Account No. 610 -1110 -554 -9915, Miscellaneous City Contribution to Miami -Dade County Account. The balance in Account No. 610 - 1110 -554 -9915, after payment of this invoice, will be $0.00 RECOMMENDATION: Staff recommends approval of the attached resolution authorizing payment to Miami -Dade County in the amount of $8,127. Attachments: Resolution Miami -Dade County Invoice YSM /DOD /SD EAC R A\County Admm�s tive Fee Payment.doc I RESOLUTION NO. 2 3 A RESOLUTION OF THE SOUTH MIAMI COMMUNITY 4 REDEVELOPMENT AGENCY ( SMCRA) RELATING TO A MIAMI - 5 DADE COUNTY 1.5% CRA ADMINISTRATIVE REIMBURSEMENT 6 FEE; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISBURSE 7 FUNDING IN THE AMOUNT OF $85127 TO MIAMI -DADE 8 COUNTY; CHARGING THE AMOUNT OF $85127 TO ACCOUNT 9 NO. 610 - 1110 - 554 -99 -15 MISCELLANEOUS CITY CONTRIBUTION 10 TO MIAMI -DADE COUNTY ACCOUNT; AND PROVIDING AN 11 EFFECTIVE DATE. 12 13 WHEREAS, on October 10, 2005 City of South Miami CRA Board 14 approved Resolution No. 36 -05 -183 adopting the SMCRA Budget for Fiscal Year 15 05/06; and 16 17 WHEREAS, one of the approved budget line items in the FY 05/06 Budget 18 is an allocation in the amount of $8,127 for Miscellaneous City Contribution to 19 Miami -Dade County which is intended to reimburse the County for the 20 administrative reimbursement fee; and 21 22 WHEREAS, Miami -Dade County has submitted an invoice dated March 23 285 2006 for payment to Miami -Dade County in the amount of $8,127 for a 1.5% 24 Administrative Reimbursement Fee for staff time rendered to all Community 25 Redevelopment Agencies. 26 27 NOW THEREFORE BE IT RESOLVED BY THE COMMUNITY 28 REDEVELOPMENT AGENCY OF THE CITY OF SOUTH MIAMI, 29 FLORIDA THAT: 30 31 Section 1. The South Miami Community Redevelopment Agency 32 authorizes payment for a 1.5% administrative reimbursement fee in the amount of 33 $8,127 to Miami -Dade County, charging this amount to Account No. 610 -1110- 34 554 -9915, Miscellaneous City Contribution to Miami -Dade County Account. The 35 balance in Account No. 610 - 1110 -554 -9915, after payment of this invoice, will be 36 $0.00. 37 38 Section 2. This resolution shall take effect immediately upon adoption. 39 40 41 42 PASSED AND ADOPTED this day of May, 2006. 43 Pagel of 2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 ATTEST: City of South Miami Community Redevelopment Agency Clerk READ AND APPROVED AS TO FORM: Eve A. Boutsis, General Counsel Page 2 of 2 APPROVED: Chairperson Horace Feliu Board Vote: Chairperson Feliu: Vice Chairperson Wiscombe: Board Member Palmer: Board Member Birts: Board Member Beckman: Board Member Ellis: Board Member Williams: MIAMI-DADE ADA Coordination Agenda Coordination Animal Services An in Public Places Audit and Management Services Aviation Building Building Code Compliance Business Development Capital Improvements Citizens' Independent Transportation Trust Commission on Ethics and Public Trust Communications Community Action Agency Community & Economic Development Community Relations Consumer Services Corrections & Rehabilitation Cultural Affairs Elections Emergency Management Employee Relations Empowerment Trust Enterprise Technology Services Environmental Resources Management Fair Employment Practices Finance Fire Rescue General Services Administration Historic Preservation Homeless Trust Housing Agency Housing Finance Authority Human Services Independent Review Panel International Trade Consortium Juvenile Services Medical Examiner Metro -Miami Action Plan Metropolitan Planning Organization Park and Recreation Planning and Zoning Police Procurement Management Property Appraisal Public library System Public Works Safe Neighborhood Parks Seaport Solid Waste Management Strategic Business Management Team Metro Transit Task Force on Urban Economic Revitalization Vizcaya Museum And Gardens Water & Sewer V CEIVE I AR 3 12006 IcITY MANAGER'S OFFICE March 28, 2006 Yvonne McKinley, Acting Executive Director South Miami Community Redevelopment Agency City Hall - 6130 Sunset Drive South Miami, Florida 33143 Office of the County Manager 111 NW 1 st Street • Suite 2910 Miami, Florida 33128 -1994 T305-375-5311 F305-375-1262 miamidade.gov RE: Invoice for the 1.5% Administrative Reimbursement Fee to Miami - Dade County for all Community Redevelopment Agencies (CRAB) Dear Ms. McKinley: As you know, in the year 2003, the County established an administrative reimbursement charge to recover costs for County staff time associated with overseeing CRA activities and processing CRA related items (i.e. TIF committee meetings and approval of CRA program funding). This fee is a percentage of the County's TIF payment to each and every CRA in the County and is payable by March 31 of each calendar year. During the 2003 -2004 budget hearing, the Miami -Dade Board of County Commissioners (BCC) approved the 1.5 percent administrative charge fee to all Miami -Dade County Community Redevelopment Agencies, and in subsequent years the fee has remained at 1.5 percent. Pursuant to Florida State Statute 2003 163.387 (6a) entitled Redevelopment Trust Fund, money in the CRA trust fund "may be expended for administrative and overhead expenses necessary or incidental to the implementation of a community redevelopment plan adopted by the agency. " Enclosed you will find our cost allocation for FY 2005 -06. Each CRA should have budgeted for this fee, and each is requested to pay the fee by March 31, 2006, with the exception of the Miami Beach Redevelopment agency, which will pay on a date subsequent to its annual debt service payment. Please note that the fees fall well short of covering our actual administrative costs. This reimbursement compensates the County for hours spent by TIF Committee members and Community Redevelopment Office staff in reviewing redevelopment activities and proposals of all CRAs in the County. Hours spent on direct support activities to certain County -run Unincorporated CRA areas are not included, as these are reimbursed directly by those CRAs. The Committee serves as an advisory committee to the County Manager, who recommends action to the BCC on each CRA request. Primary duties of the TIF Committee include: Yvonne McKinley Page 2 A. Consideration of all CRA proposals (i.e. Finding of necessity, redevelopment plans and amendments, and interlocal agreements. B. Review and approval of budgets of CRA agencies C. Recommendation of policies and reviews of countywide needs relating to the formation of new CRAB. Eight County departments participate in the TIF Committee meetings: • County Manager's Office • Office of Strategic Business Management • Office of Community and Economic Development • County Attorney's Office • Finance • Property Appraiser • Planning & Zoning • Housing Payment for the South Miami Community Redevelopment Agency Tax Increment District 1.5% percent administrative charge of $8,127 is due March 31, 2006. In closing, we appreciate your awareness and cooperation regarding the above issue. If there are any questions, please do not hesitate to contact Tony E. Crapp, Sr. at (305) 375- 4608 or my self at (305) 375 -1537. Sincerely, 7 urgen H. Teintze CRA Program Coordinator Enclosure c: George M. Burgess, County Manager, Miami -Dade County Cynthia W. Curry, Senior Advisor to the County Manager Tony E. Crapp, Sr., Executive Director, Community Redevelopment Office Shannon D. Summerset, Assistant County Attorney Glen Saks, Assistant County Attorney FY 2005 -06 Time spent on CRA/TIF related matters /meetinas Total $332,970 Including 25% benefits $416,213 1.5% Reimbursement Total $310,397 Unallocated Difference ($105,815) Schedule of Administrative Reimbursement to Miami -Dade County CRA 2005 -06 TIF Payments 1.5% adm fee Miami Beach: Miami Beach City Center 10,562,763 158,441 Miami: Percentage of time allocated to SE Overtown /Park West 1,714,153 CRA/TIF related Department Position matters /meetings Allocated Amount Office of Strategic Director 5% X000000c Business Management Coordinator 90% X000000c South Miami Coordinator 40% x00000 x North Miami Secretary 5% X0000= Office of Community & Director 5% X000000( Economic Development Assistant to Director 25% )000000( NW 7th Ave Corridor Secretary 10% X000000c County Managers Office Assistant County Manager 50% )000000( Secretary 50% x00000a County Attorney Assistant County Attorney 20% xxxxx x Finance TIFCommittee Member 5% xxxxx x Other position 2.5% x00000a Property Appraiser. TIFCommittee Member 5% X000000c Other position 2.5% xxxxx x Planning & Zoning TIFCommittee Member 10% X00000a Other position 5% X000000c Housing TIFCommittee Member 5% x00000a Other position 2.5% X000000c Total $332,970 Including 25% benefits $416,213 1.5% Reimbursement Total $310,397 Unallocated Difference ($105,815) Schedule of Administrative Reimbursement to Miami -Dade County CRA 2005 -06 TIF Payments 1.5% adm fee Miami Beach: Miami Beach City Center 10,562,763 158,441 Miami: SE Overtown /Park West 1,714,153 25,712 Omni 3,689,181 55,338 Homestead 1,491,285 22,369 Florida City 512,667 7,690 South Miami 541,804 8,127 North Miami 1,003,500 15,053 North Miami Beach 196,863 2,953 Naranja Lakes 765,165 11,477 NW 7th Ave Corridor 215,772 3,237 Total 20,693,153 $310,397 AN-MWIMM 2001 Making our Neighborhood a Great Place to Live, Work and R'ay" To: Honorable Chair and SMCRA Board Members From: Yvonne Soler- McKinle SMCRA Actin g Execut i ector ti RESOLUTION Date: May 2, 2006 ITEM No. A UTHORIZATION TO SEEK MIAMI -DADE CO UNTY A PPR 0 VA L FOR ANSMCRA BONDING PROGRAMAND 15 YEAR TERM EXTENSION A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY (SMCRA)RELATING TO BOND FINANCING AND THE TERM OF OPERATION OF THE AGENCY; AUTHORIZING THE EXECUTIVE DIRECTOR TO SEEK MIAMI -DADE COUNTY APPROVAL FOR AN SMCRA LONG -TERM BOND FINANCING PROGRAM INCLUDING INTERIM BOND FINANCING FROM SUNTRUST BANK AND SUBSEQUENT LONG -TERM BOND FINANCING FROM THE FLORIDA LEAGUE OF CITIES; PLEDGING TAX INCREMENT FINANCING (TIF) REVENUES TO FINANCE THE SMCRA BONDING PROGRAM; AND REQUESTING AN ADDITIONAL TWO YEARS EXTENSION, THUS PROVIDING THE SMCRA WITH A TOTAL OF FIFTEEN YEARS (Through 2022) SO THAT THE SMCRA MAY BOND; AND PROVIDING AN EFFECTIVE DATE BACKGROUND On September 9, 1999, the SMCRA Board approved resolution 99 -100 authorizing an interlocal agreement between Miami -Dade County and the City of South Miami Community Redevelopment Agency ( SMCRA) and delegating redevelopment powers to the SMCRA for a five year term. On May 3, 2005, the Board of County Commissioners approved Resolution No. 466 -05 amending the SMCRA Redevelopment Plan and extending the life of the Agency for fifteen years beyond the June 1, 2005 sunset provision identified in the original interlocal agreement. The term extension of the Agency was granted to provide the necessary time to implement the goals and objectives identified in the Plan Update. The conditions of approval included a sunset review within two years, if no long term financing agreement supported by tax increment financing revenues is completed by June 1, 2007. According to the conditions of approval, a long -term bond financing agreement was to be secured through a pledge of tax increment financing revenues and be linked to a viable economic redevelopment initiative identified in the SMCRA Plan Update (See Attached Miami -Dade Legislative Item). Moreover, should the SMCRA fail to obtain a long term financing commitment by June 1, 2007, the Agency would cease to exist, lose all county tax increment financing for the area and be unable to accomplish the economic redevelopment goals identified in the SMCRA Plan Update. The cornerstone project identified in the SMCRA Plan Update is the development of Madison Square, a proposed mixed -use redevelopment project intended to create an economic development anchor in the heart of the SMCRA District and to provide a stimulus for further revitalization efforts in the area. The City currently owns several of the land parcels required for development and is negotiating for the purchase the remaining properties. On April 10, 2006, the SMCRA Board authorized the Executive Director to execute a short term bond financing agreement with SunTrust Bank to acquire five land parcels required for development of Madison Square. Bond financing received from SunTrust Bank would be used to finance the purchase of land parcels currently pending foreclosure actions. On April 18, 2006, the City Commission approved an ordinance on first reading authorizing the City Manager to execute a bond financing agreement with SunTrust Bank on behalf of the City of South Miami as principal and SMCRA as the co- signer of the documents. During the June 2006 funding cycle of the Florida League of Cities, the SMCRA intends to enter into a long -term bond financing agreement with Florida League of Cities Loan Council. The SMCRA proposed long -term bond financing program includes: • Execution of a fifteen year bridge financing agreement with SunTrust Bank in the amount of $1,465,000 at an interest rate of 4.83% (See Attached Composite Exhibit 1 to Resolution); • Execution of a long -term fifteen -year financing agreement in June 2006 with the Florida League of Cities in the amount of $1,465,000 at an interest rate of 4.22% (See Attached Composite Exhibit 1 to Draft Resolution) (Note: interest rate may fluctuate prior to closing); • Retiring the short-term SunTrust Bank bridge financing loan with financing received from the Florida League of Cities long -term financing bond; • Retiring the Florida League of Cities long -term financing bond during the term of the SMCRA through a pledge of TIF revenues; • Ceasing all SMCRA program operations after year 2020; • Maintaining minimal SMCRA operational duties required to pay -off the long -term bond with the Florida League of Cities for two years after year 2020. Should the SMCRA fail to obtain approval for a 15 year term of the Agency, the following funding sources would be allocated to retire the SunTrust Bank financing bond during FY 06/07: • SMCRA Budgeted Line Item For Land Acquisition - $221,805 2006 Community Action Agency Allocated Project Funding - $300,000 • FY 06/07 Projected TIF Revenues* - $1,200,000 to $1,500,000 (* FY 06/07 TIF projection based on FY 05106 TIF generated revenues totaling $1,187,000) RECOMMENDATION Staff recommends approval of the attached resolution authorizing the Executive Director to seek Miami -Dade County approval for an SMCRA long term bonding program and a request for a two year extension, thus providing the SMCRA fifteen years to pledge TIF funding to support the SMCRA proposed long -term bonding financing program. Attachment: Draft Resolution and Exhibits May 3, 2005 County Legislative Item YSM/DOD/SD A1010 11MCGRUFFIPL NN 1 AISMCRA Bonding Program.doc I RESOLUTION NO. 2 3 A RESOLUTION OF THE SOUTH MIAMI COMMUNITY 4 REDEVELOPMENT AGENCY (SMCRA)RELATING TO BOND 5 FINANCING AND THE TERM OF OPERATION OF THE AGENCY; 6 AUTHORIZING THE EXECUTIVE DIRECTOR TO SEEK MIAMI - 7 DADE COUNTY APPROVAL FOR AN SMCRA LONG -TERM BOND 8 FINANCING PROGRAM INCLUDING INTERIM BOND 9 FINANCING FROM SUNTRUST BANK AND SUBSEQUENT LONG - 10 TERM BOND FINANCING FROM THE FLORIDA LEAGUE OF 11 CITIES; PLEDGING TAX INCREMENT FINANCING (TIF) 12 REVENUES TO FINANCE THE SMCRA BONDING PROGRAM; 13 AND REQUESTING AN ADDITIONAL TWO YEARS EXTENSION, 14 THUS PROVIDING THE SMCRA WITH A TOTAL OF FIFTEEN 15 YEARS (Through 2022) SO THAT THE SMCRA MAY BOND; AND 16 PROVIDING AN EFFECTIVE DATE. 17 18 WHEREAS, on September 9, 1999, the SMCRA Board approved 19 resolution 99 -100 authorizing an interlocal agreement between Miami -Dade 20 County and the City of South Miami Community Redevelopment Agency 21 ( SMCRA) delegating redevelopment powers to the SMCRA for a five year term; 22 and 23 24 WHEREAS, On May 3, 2005, the Board of County Commissioners 25 approved Resolution No. 466 -05 amending the SMCRA Plan and extending the 26 life of the SMCRA for 15 years beyond the June 1, 2005 sunset provision 27 identified in the above referenced interlocal agreement and providing for a sunset 28 review within two years of the extension, if no long term financing agreement 29 supported by tax increment financing revenues is completed by June 1, 2007; and, 30 31 WHEREAS, the condition of approval of Resolution No. 466 -05 requires 32 that a SMCRA obtain a long -term financing agreement for the purpose of 33 initiating one of the redevelopment projects identified in the SMCRA Plan 34 Update; and 35 36 WHEREAS, the adopted SMCRA Plan Update contemplates the 37 construction of a mixed use economic redevelopment project known as Madison 38 Square; 39 40 WHEREAS, the SMCRA has entered into a purchase and sale contract for 41 a negotiated sale price of $1,465,000 to purchase the following five properties 42 required for the development of Madison Square: 43 44 1. 6415 SW 601h Avenue Page 1 of 4 1 2. 6442 SW 59" Place 2 '3. 6443 SW 601h Avenue 3 4. 6429 SW 591h Place 4 5. 6443 SW 591h Place; and 5 6 WHEREAS, On April 10, 2006, the SMCRA Board authorized the 7 Executive Director to execute a bond financing agreement with SunTrust Bank in 8 the amount of $1,465,000 to finance the purchase the above referenced parcels; 9 and 10 11 WHEREAS, execution of a bond financing agreement with SunTrust Bank 12 would be based upon the SMCRA reimbursing the financing bond through a 13 pledge of future TIF revenues; and 14 15 WHEREAS, the term of the proposed financing bond with SunTrust Bank 16 is fifteen years, and provides for the SMCRA as a co- signer on the loan, with the 17 city of South Miami as the principal to the five year bond; and 18 19 WHEREAS, in June of 2006 the SMCRA intends to enter into a long -term 20 fifteen -year bond financing agreement with Florida League of Cities; and 21 22 WHEREAS, upon approval by the SMCRA, the City Commission, and 23 Miami -Dade County Commission of the SMCRA long term bonding program, the 24 SCMRA shall continue it's existence until year 2020, which shall be two years 25 short of the 15 years needed to pay back the long -term financing bond from TIF 26 revenues; and 27 34 WHEREAS, The SMCRA proposed long -term bonding program includes: 30 • Execution of a interim fifteen year bond financing agreement with SunTrust 31 Bank in the amount of $1,465,000 at an interest rate of 4.83% (See Attached 13 Composite Exhibit 1 to Resolution); 34 • Execution of a fifteen -year financing agreement in June 2006 with the Florida 35 League of Cities in the amount of $1,465,000 at an interest rate of 4.22% (See 36 Attached Composite Exhibit 1 to Draft Resolution) (Note: interest rate may 3j fluctuate prior to actual closing); 39 • Retiring the SunTrust Bank bond financing with proceeds received from the j? Florida League of Cities bond financing; 42 • Retiring the Florida League of Cities long -term financing bond during the term J1 of operation of the SMCRA through a pledge of future TIF revenues; ig • Ceasing all SMCRA program operations after year 2020; 47 • Maintaining minimal SMCRA operational duties required to pay -off the long - 48 term bond with the Florida League of Cities for two years after year 2020. Page 2 of 4 1 2 3 4 5 10 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 WHEREAS, should the SMCRA fail to obtain Miami -Dade County approval for a fifteen year term extension, the following funding sources will be utilized to retire bond financing obtained from SunTrust Bank: • SMCRA Budget Line Item for Land Acquisition - $221,805 • 2006 Allocated Community Action Agency Project Funding - $300,000 • FY 06/07 Projected TIF Revenues* - $1,200,000 to $1,500,000 (* FY 06/07 TIF projection based on FY 05/06 TIF generated revenues totaling $1,187,000) WHEREAS, The SMCRA seeks approval of the City Commission and County Commission of its proposed long term bonding plan and of its request for a 15 year continued life of the SMCRA, through 2022. NOW THEREFORE BE IT RESOLVED BY THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SOUTH MIAMI, FLORIDA THAT: Section 1. The South Miami CRA Board authorizes the Executive Director to seek Miami -Dade County Commission approval for the SMCRA's long term bond financing program for the development of Madison Square; approve the SunTrust term loan in the amount of $1,460,000, and request an additional two years extension, thus providing the SMCRA with a total of fifteen years (through 2022). Section 2. This resolution shall take effect immediately upon adoption. PASSED AND ADOPTED this day of May, 2006. ATTEST: City of South Miami Community Redevelopment Agency Clerk Page 3 of 4 APPROVED: Chairperson Horace Feliu Board Vote: 2 3 READ AND APPROVED AS TO FORM: 4 5 6 7 8 Eve A. Boutsis, General Counsel Page 4 of 4 Chairperson Feliu: Vice Chairperson Wiscombe: Board Member Palmer: Board Member Birts: Board Member Beckman: Board Member Ellis: Board Member Williams: Legislative Matter Miami -Dade Legislative Item File Number: 052419 Page 1 of 5 File Number: 052419 File Type: Resolution Status: Adopted as amended Version: 0 Reference: R- 466 -05 Control: County Commission File Name: CITY OF SOUTH MIAMI CRA REDEVELOPMENT PLAN Introduced: 8/23/2005 Requester: Office of Community and Cost: Final Action: 5/3/2005 Economic Development Agenda Date: 5/3/2005 Agenda Item Number: 5L Notes: THIS IS FINAL Title: RESOLUTION APPROVING AMENDMENT TO VERSION AS REDEVELOPMENT PLAN OF SOUTH MIAMI COMMUNITY ADOPTED. REDEVELOPMENT AGENCY TO EXTEND THE LIFE OF THE ALSO SEE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY LEG. #051035. ( SMCRA) FOR 15 YEARS BEYOND THE JUNE 1, 2005 SUNSET PROVISION OF THE INTERLOCAL COOPERATION AGREEMENT, SUBJECT TO A NEW SUNSET PROVISION OF TWO YEARS, IF THE SMCRA FAILS TO OBTAIN A LONG -TERM FINANCING COMMITMENT SECURED THROUGH THE AGENCY'S TAX INCREMENT FINANCING (TIF) REVENUES; PROVIDING SEVERABILITY [SEE ORIGINAL ITEM UNDER FILE NO. 051035] Indexes: COMMUNITY REDEVELOPMENT PLAN Sponsors: NONE Sunset Provision: No Effective Date: Expiration Date: Registered Lobbyist: None Listed Legislative History Acting Body Date Agenda Item Action Sent To Due Returned Pass /Fail Date County Attorney 8/23/2005 Assigned Shannon D. Summerset Board of County 5/3/2005 5L Adopted as P Commissioners AMENDED amended REPORT: The Board adopted the foregoing proposed resolution as amended to require that the City of http: / /www.miamidade. gov /govaction / matter. asp ?matter= 052419 &fi le= false &yearFolder =... 4/27/2006 Legislative Matter Page 2 of 5 South Miami come back before the Board in two years to present a long -term financing commitment plan secured through the Community Redevelopment Agency's tax increment financing revenues for approval. Legislative Text TITLE RESOLUTION APPROVING AMENDMENT TO REDEVELOPMENT PLAN OF SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY TO EXTEND THE LIFE OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY ( SMCRA) FOR 15 YEARS BEYOND THE JUNE 1, 2005 SUNSET PROVISION OF THE INTERLOCAL COOPERATION AGREEMENT, SUBJECT TO A NEW SUNSET PROVISION OF TWO YEARS, IF THE SMCRA FAILS TO OBTAIN A LONG -TERM FINANCING COMMITMENT SECURED THROUGH THE AGENCY'S TAX' INCREMENT FINANCING (TIF) REVENUES; PROVIDING SEVERABILITY BODY WHEREAS, the Legislature of the State of Florida enacted the Community Redevelopment Act of 1969 during its 1969 Legislative Session, which enactment is presently codified in the Florida Statutes as Part III of Chapter 163 as amended; and WHEREAS, the Act confers all redevelopment powers upon counties with home rule charters and authorizes such counties to delegate the exercise of such powers within the boundaries of a municipality to the governing body of such municipality; and WHEREAS, the City of South Miami (the "City) Commission, pursuant to County Ordinance No. 12- 97 -1633 enacted on April 15, 1997, accepted a delegation of powers from the Board, found a need for and created the South Miami Community Redevelopment Agency (the "Agency "), declared the members of the City Commission to be the members of the Agency, granted the Agency the power to exercise all powers permitted by the Act which were delegated by the Board to the Agency and directed the initiation, preparation and adoption of a community redevelopment plan by the Agency; and WHEREAS, pursuant to Ordinance 98 -79 enacted by the Board on May 19, 1998, the County has among other things, approved and adopted the South Miami Community Redevelopment Plan (the "Plan"); and WHEREAS, on September 9, 1999, the Board adopted Ordinance No. 99 -100, which approved the Interlocal Cooperation Agreement (the "Interlocal "), between the City of South Miami and Miami - Dade County; and WHEREAS, on January 10, 2005 the adopted Resolution CRA -02 -05 -149 which approved the modification of the Redevelopment Plan; and WHEREAS, the Mayor and City Commission of the City of South Miami on February 1, 2005 approved an Ordinance No. 01 -05 -1823 adopting a Phase II Plan supplement as updating and modifying the South Miami Community Redevelopment Plan; and WHEREAS, the City and Agency desire, and have requested the County to approve an extension of the life of the SMCRA by 15 years beyond the June 1, 2005 sunset provision of the Agency's Interlocal Cooperation Agreement; and WHEREAS, the County must grant authority to the Agency to continue its activities beyond the June 1, 2005 sunset period; and WHEREAS, this Board desires to approve this plan amendment and to accomplish the purposes outlined in the memorandum from the County Manager, a copy of which is incorporated in this resolution by reference; and WHEREAS, the Board desires to ensure that the Agency will secure within five years, the necessary http:// www. miamidade.gov /govaction/matter. asp ?matter= 052419 &file= false &yearFolder =... 4/27/2006 Legislative Matter Page 3 of 5 financial resources to fund the projects identified in the updated Redevelopment Plan; and WHEREAS, the Board desires to sunset the SMCRA if long term funding commitments pledging Tax Increment Financing revenues are not made within a 2 year period from June 1, 2005, NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF MIAMI -DADE COUNTY, FLORIDA. that: Section 1. The matters contained in the foregoing recitals are incorporated in this resolution by reference. Section 2. The Board approves the plan amendment adopted by Agency and the City and extends the life of the Agency for a period of fifteen (15) years to June 1, 2020, subject to the Agency securing long term funding commitments pledging Tax Increment Financing revenues by June 1, 2007 in order to implement said plan amendment. HEADER Date: ? ? ??? To: Honorable Chairperson Joe A. Martinez, and Members, Board of County Commissioners From: George M. Burgess County Manager Subject: Amendment to City of South Miami Community Redevelopment Agency Redevelopment Plan MANAGER'S BACKGROUND RECOMMENDATION as amended on May 3, 2005 It is recommended that the Board of County Commissioners (the "Board ") approve an amendment to Community Redevelopment Plan of the City of South Miami Community Redevelopment Agency ( SMCRA), extending the life of the SMCRA for 15 years beyond the June 1, 2005 sunset provision of the agency's Interlocal Agreement and providing for a sunset review within two (2) years of this extension, if no long -term financing agreement supported by Tax Increment Financing revenues is completed within the 2 -year period. STAFF RECOMMENDATION BACKGROUND The Board approved the Tax Increment Financing Project for the City of South Miami by ordinance No. 12-97-1633. An Interlocal Agreement was approved by the Board on September 9, 1999 (Resolution No. 99 -100), and was executed on June 1, 2000. An amendment to the Interlocal Agreement, raising the administrative cap to 20 %, was approved by the Board on March 16, 2004 (Resolution R- 327 -04). The agreement provided for an expiration date of 5 years from the date of execution unless the Board approves an extension after reviewing an update to the Community Redevelopment Plan. Board approval of this extension is requested prior to the expiration date of June 1, 2005. http://www.miamidade. gov /govaction/matter .asp ?matter= 052419 &file= false &yearFolder =... 4/27/2006 Legislative Matter Page 4 of 5 In a letter dated December 22, 2004, (attached) the Mayor of the City of South Miami requested that the County extend the due date of December 1, 2004 for submission of the SMCRA redevelopment plan update, initially due six (6) months prior to the agreed upon termination date of June 1, 2005 - as established by the interlocal agreement between the County and City. It is within the power of the Board to accept the plan after the December 1, 2004 due date for receipt by County staff. A draft plan was received by County staff in December 2004. On January 10, 2005, the SMCRA Board adopted resolution 02 -05 -149 that among other things approved the modification of the Plan and authorized submission of the modified plan to the County for approval. On February 1, 2005 the Mayor and City Commission of the City of South Miami passed, upon second reading, an ordinance modifying the South Miami Community Redevelopment Plan and providing for its transmission to the County for approval. Honorable Chairperson Joe A. Martinez and Members, Board of County Commissioners Page 2 The SMCRA redevelopment plan as updated, provides a progress report on community redevelopment goals established in the initial 5 -year plan. Additionally, the updated redevelopment plan identified several major projects that were either initiated or planned that would require significant investment by the SMCRA. The Mobley Building - a potential business incubator; SW 59th Place /Church Street Streetscape project and Madison Square — a mixed use redevelopment project are examples of the signature activities that would require the SMCRA to identify financing resources for completion of these projects, and which were used as examples of future projects that justify extending the life of the SMCRA. Economic Impact Analysis The Agency's fiscal year 2004 -05 Tax Increment Revenues were $780,000. The Agency has been approved to receive only 50% of the Tax Increment Revenues available. This funding level applies equally to both the County and the City. After the effect of two major projects, the Valencia building an the Hometown Station, which would add approximately $200,000 annually to the Agency's revenues, an annual revenue growth rate of between 3% and 4.5% is anticipated over the next 15 years. The estimated contributions over 5 years are $3.0 million from the County and $3.7 million from the City. The estimated contributions over 15 years are $12.9 million from the County and $16.1 million from the City. The Tax Increment Financing Coordinating Committee at its March 10, 2005, met with the City of South Miami, and members of the SMCRA Board, to review the plan update and request for a 15 -year extension of the Community Redevelopment Agency. The TIFC Committee voted to recommend approval of the SMCRA Redevelopment Plan update that extends the life of the CRA for 15 years, with a five (5) year sunset provision if the SMCRA does not complete a significant financing transaction involving TIF revenue pledge within the five (5) year period. http:// www .miamidade.gov /govaction/matter .asp ?matter= 052419 &file= false &yearFolder =... 4/27/2006 Legislative Matter Tony E. Crapp, Sr. Assistant County Manager Amended Agenda Item No. 5(L) Page No. 3 Page 5 of 5 Amended Approved Mayor Agenda Item No. 5(L) Veto 5 -3 -05 Override Home I Agendas j Minutes I Legislative Search I Lobbyist Registration I Legislative Reports 2006 BCC Meeting Calendar I Miami -Dade County Code of Ordinances Li Home I Using Our Site I About I Phone Directory I Privacy I Disclaimer E -mail your comments, questions and suggestions to Webmaster Web Site © 2006 Miami -Dade County. All rights reserved. http:// www. miamidade.gov /govaction/matter. asp ?matter= 052419 &file= false &yearFolder =... 4/27/2006 JEFFREY D. DECARLO CALIFORNIA ADORNO & YOSS A LIMITED LIABILITY PARTNERSHIP 2525 PONCE OE LEON BOULEVARD, SUITE 400 MIAMI. FLORIDA 33134-501 2 PHONE: (305) 460 -1000. FAX: (305) 460 -1422 W W W.A0ORNO.COM May 3, 2006 Eve Boutsis, Esq. Nagin Gallop Figueredo, P.A. 18001 Old Cutler Road Suite 556 Palmetto Bay, FL 33157 Re: $1,465,000 City of South Miami, Florida Community Redevelopment Bond, Series 2006 / Loan from SunTrust Dear Eve: DIRECTUNE: (305)460 -1276 EMAIL: JDC @ADORNO.COM You have asked for my opinion, as bond counsel to SunTrust Bank in connection with the above - captioned .Bond, whether Article IV, Section 4(D) of the Charter of the City of South Miami (the "City ") prohibits the City from obtaining a loan with a term in excess of five (5) years to acquire property for community redevelopment. The Charter section referred to above states: "No contract involving the payment of money out of the appropriations of more than one year shall be made for a period of more than five years, nor shall any such contract be valid unless made or approved by ordinance. The Commission shall provide budget and appropriate funds in each succeeding budget for contracts extending more than one year. This section shall not restrict the term of General Obligation or Revenue Bonds." In order for the City (or any governmental entity in Florida) to borrow money in any manner, it must comply with Florida laws governing the issuance of bonds. This includes borrowing money from a bank. Although borrowing from a bank is often referred to as a "loan", it is no different, from a legal perspective, from selling bonds in the public markets to multiple investors; all such bond investors are, in effect, "loaning" money to the City. The difference with a bank loan is that there is only one bondholder, namely the bank.. In this instance, where the City is entering into a loan with SunTrust Bank (the "Bank "), the borrowing will be evidenced by a Bond, which specifies the repayment (M1496907-11 FLORIDA GEORGIA ILLINOIS MASSACHUSETTS New JERSEY NEw YORK TEXAS WASHINGTON. D.C. Eva Boutsis, Esq. Nagin Gallo Figueredo, P.A. May 3, 2006 Page 2 terms (akin to a promissory note), and by a loan agreement, which sets forth more details regarding the relationship between the Bank, as lender, and the City, as borrower. Municipal borrowing by the City is governed by, among other things, .Chapter 166, Part H, Florida Statutes. Section 166.101(1) defines the term "bond" as follows: "The term "bond" includes bonds, debentures, notes, certificates of indebtedness, mortgage certificates, or other obligations or evidences of indebtedness of any type or character." Section 166.111 states that the "governing body of any municipality may borrow money, contract loans and issue bonds as defined in §166.101 ... for the purposes permitted by the State Constitution..." As is evident, Florida law uses the words "bonds ", "notes", "obligations" and "evidences of indebtedness ", as well as "borrow money" and "contract loans ", interchangeably. Thus, no matter what one calls it, borrowing money or obtaining a loan is the same as issuing bonds, and the same laws govern. Therefore, it is my opinion that Article IV, Section 4(D) of the City Charter does not restrict the term of the Community Redevelopment Bonds (also referred to as the loan from SunTiust Bank) to five years because the obligation constitutes a "Revenue Bond" under that section of the Charter. This conclusion also applies to last year's loans from the Bank for the purchases of the Van Smith property and the YMCA property. Very truly yours, ADO T.DeCarlo YO , LLP Je C-6 JDC /gr (M1496907 1) CALIFORNIA FLORIDA GEORGIA ILLINOIS MASSACHUSETTS NEW JERSEY NEW YORK TEXAS WASHINGTGN. D.C. EXHIBIT 1 LOAN AGREEMENT (BOND AGREEMENT) This LOAN AGREEMENT BOND AGREEMENT) (this "Agreement ") is made and entered into as of May _, 2006, and is by and between the City of South Miami, Florida, a Florida municipal corporation, and its successors and assigns (the "City "), the City of South Miami Community. Redevelopment Agency, a public body corporate and politic of the State of Florida, and its successors and assigns (the "SMCRA "), and SunTrust Bank, a Georgia banking corporation, and its successors and assigns as holder of the hereinafter defined Bond (the "Bank "); WHEREAS, the SMCRA is a legally separate agency from the City established by Ordinance No. 12 -97 -1633 adopted by the City Commission of the City (the "Commission ") on April 15, 1997 (the " SMCRA Enabling Ordinance "); WHEREAS, the County Commission (the "County Commission ") of Miami -Dade County (the "County ") approved the SMCRA plan on May 19, 1998 via County Ordinance Nos. 98 -79 and 98 -80; WHEREAS, on May 3, 2005, the Board of Commissioners of the SMCRA (the " SMCRA Board ") approved Resolution No. 466 -05 amending the plan and extending the life of the SMCRA for 15 years beyond the June 1, 2005 sunset provision for the SMCRA's interlocal agreement with the County and providing for a sunset review within two years of the extension, if no long term financing agreement supported by tax increment financing revenues is completed within the two year period; WHEREAS, the SMCRA's amended plan was adopted on by the County Commission on May 5, 2005 via Resolution No. R- 466 -05, and contemplates the construction of a mixed use economic development project known as Madison Square; WHEREAS, to develop the Madison Square mixed use project, the SMCRA needs to purchase several essential parcels (the "Project "); WHEREAS, the SMCRA accepted the proposal of the Bank to provide financing for the purchase; WHEREAS, execution of a long -term loan agreement would be based upon the SMCRA reimbursing bond financing through a pledge of future TIF revenues; WHEREAS, the SMCRA would have to obtain County Commission approval for such long term financing (such approval is hereinafter referred to as the "County Approval "), and as the properties to be purchased may be lost at foreclosure auction, the SMCRA requires the assistance of the City of South Miami with the financing; WHEREAS, the SMCRA Board at its April 10, 2006 meeting approved a resolution (the " SMCRA Loan Resolution ") authorizing the Executive Director to execute a loan agreement { M 1490904_2 } with SunTrust Bank to purchase five properties required for the development of the Madison Square Project; WHEREAS, the City Commission did, on May 9, 2006, adopt an Ordinance (the 'Bond Ordinance ") authorizing a bond from the Bank, in the principal amount not to exceed $1,465,000, for the purpose of assisting the SMCRA in obtaining the financing' by issuing its bonds, which will be guaranteed by the SMCRA effective upon receipt of County Approval; WHEREAS, the City hereby determines that it is desirable and in the best interest of the City to enter into this Agreement whereby the City will borrow funds on behalf of the SMCRA (the "Loan") from the Bank to be used for the Project; and WHEREAS, the obligation of the City to repay such Loan shall be evidenced by the delivery of a Community Redevelopment Bond (the "Bond ") to the Bank in the principal amount of the Loan, which Bond will be guaranteed hereunder by the SMCRA effective upon receipt of the County Approval; and WHEREAS, the Bond shall be issued pursuant to the terms and provisions of the Bond Ordinance and this Agreement; and WHEREAS, the execution and delivery of this Agreement have been duly authorized by the Bond Ordinance and the SMCRA Resolution. NOW, THEREFORE, the parties hereto, intending to be legally bound hereby and in consideration of the mutual covenants hereinafter contained, DO HEREBY AGREE as follows: DEFINITION OF TERMS Section 1.1 Definitions. The words and terms used in this Agreement shall have the meanings as set forth in the Bond Ordinance and in the recitals above, unless otherwise defined herein. Unless the context shall otherwise require, the following words and terms as used in this Agreement shall have the following meanings: "Act" means Part II of Chapter 166, Florida Statutes, as amended, Part III of Chapter 163, Florida Statutes, as amended, the Charter of the City, the SMCRA Enabling Ordinance and other applicable provisions of law. "Agreement" means this Loan Agreement and any and all modifications, alterations, amendments and supplements hereto made in accordance with the provisions hereof. "Annual Debt Service Requirement" means for a given Fiscal Year the amount required to pay the principal and interest coming due on the Bond during that Fiscal Year. "Bond Counsel" means counsel experienced in matters relating to the validity of, and the exclusion from gross income for federal income tax purposes of interest on, obligations of states and their political subdivisions. (M1490904-21 "Business Day" means any day which is not a Saturday, Sunday or legal holiday in Miami, Florida. "City Manager" means the City Manager of the City. "Clerk" means the Clerk or any Deputy Clerk of the City. "Code" means the Internal Revenue Code of 1986, as amended, including the applicable regulations of the Department of the Treasury (including applicable final regulations, temporary regulations and proposed regulations), the applicable rulings of the Internal Revenue Service (including published Revenue Rulings and private letter rulings) and applicable court decisions. "Dated Date" means the date of issuance of the Bond. "Event of Default" shall mean an event of default specified in Article VIII of this Agreement. "Executive Director" means the Executive Director of the SMCRA. "Fiscal Year" means the period commencing on October 1 of each year and ending on the succeeding September 30, or such other consecutive 12 -month period as may be hereafter designated as the fiscal year of the City or the SMCRA, as applicable, pursuant to general law. "Governing Body" means, as to the City, the City Commission of the City, or its successor in function, and, as to the SMCRA, the SMCRA Board, or its successor in function. "Holder" means the registered owner (or its authorized representatives) of the Bond from time to time, initially the Bank. "Loan" means the outstanding principal amount of the Bond issued hereunder. "Loan Documents" means this Agreement, the Bond, the Bond Ordinance and all other documents, agreements, certificates, schedules, notes, statements, and opinions, however described, referenced herein or executed or delivered pursuant hereto or in connection with or arising with the Loan or the transaction contemplated by this Agreement. "Mayor" means the Mayor of the City and such other person as may be authorized to act on his or her behalf. "Non -Ad Valorem Revenues" means all revenues of the City or the SMCRA, as applicable, derived from any source other than ad valorem taxation on real or personal property and which are legally available to make the payments required under this Agreement; but only after provision has been made by the City or the SMCRA, as applicable, for the payment of all essential or legally mandated services. With respect to the SMCRA, Non -Ad Valorem Revenues shall be deemed to include tax increment revenues, including revenues deposited into a redevelopment trust fund pursuant to Section 163.387, Florida Statutes. {M1490904 2) "Bond" means the City's Community Redevelopment Bond, Series 2006, authorized to be issued hereunder in an aggregate principal amount $1,465,000. "Bond Payment Date" means each February 1, May 1, August 1 and November 1, commencing August 1, 2006. "Person" means natural persons, firms, trusts, estates, associations, corporations, partnerships and public bodies. "State" means the State of Florida. "Supplemental Ordinance" means any Ordinance of the City amending or supplementing the Ordinance in accordance with the terms and provisions thereof. Section 1.2 Interpretation. Unless the context clearly requires otherwise, words of masculine gender shall be construed to include correlative words of the feminine and neuter genders and vice versa, and words of the singular number shall be construed to include correlative words of the plural number and vice versa. This Agreement and all the terms and provisions hereof shall be construed to effectuate the purposes set forth herein and to sustain the validity hereof. Section 1.3 Titles and Headings. The titles and headings of the articles and sections of this Agreement have been inserted for convenience of reference only and are not to be considered a part hereof, shall not in any way modify or restrict any of the terms and provisions hereof, and shall not be considered or given any effect in construing this Agreement or any provision hereof or in ascertaining intent, if any question of intent should arise. ARTICLE II REPRESENTATIONS OF CITY The City represents and warrants to the Bank that: Section 2.1 Powers of City. The City is duly organized and validly existing as a municipal corporation under the laws of the State. The City has the power to borrow the amount provided for in this Agreement, to execute and deliver the Loan Documents, to secure the Bond in the manner contemplated hereby, and to perform and observe all the terms and conditions of the Bond and this Agreement on its part to be performed and observed. The City may lawfully issue the Bond in order to obtain funds to finance the Project. Section 2.2 Authorization of Loan. The City has, had, or will have, as the case may be, full legal right, power, and authority to adopt the Bond Ordinance and to execute and deliver this Agreement, to issue, sell, and deliver the Bond to the Bank, and to carry out and consummate all other transactions contemplated hereby and by the Loan Documents, and the City has complied and will comply with all provisions of applicable law in all material matters relating to such transactions. The City, by the Bond Ordinance, has duly authorized the {M1490904 2} borrowing of the amount provided for in this Agreement, the execution and delivery of this Agreement, and the making and delivery of the Bond to the Bank, and to that end the City warrants that it will take all action and will do all things which it is authorized by law to take and to do in order to fulfill all covenants on its part to be performed and to provide for and to assure payment of the Bond. The City has duly adopted the Bond Ordinance and authorized the execution, delivery, and performance of the Bond and the Agreement and the taking of any and all other such action as may be required on the part of the City to carry out, give effect to and consummate the transactions contemplated by the Loan Documents. The Bond has been duly authorized, executed, issued and delivered to the Bank and constitutes a legal, valid and binding obligation of the City enforceable in accordance with its terms and the terms of the Bond Ordinance, and is entitled to the benefits and security of the Bond Ordinance and this Agreement. All approvals, consents, and orders of and filings with any governmental authority or agency which would constitute a condition precedent to the issuance of the Bond or the execution and delivery of or the performance by the City of its obligations under the Loan Documents have been obtained or made and any consents, approvals, and orders to be received or filings so made are in full force and effect. Section 2.3 Agreements. The making and performing by the City of this Agreement will not violate any provision of the Act, or any ordinance or resolution of the City, or any regulation, order or decree of any court, and will not result in a breach of any of the terms of any agreement or instrument to which the City is a party or by which the City is bound. The Loan Documents constitute legal, valid and binding obligations of the City enforceable in accordance with their respective terms. Section 2.4 Litigation, Etc. There are no actions or proceedings pending against the City or affecting the City or, to the knowledge of the City, threatened, which, either in any case or in the aggregate, might result in any material adverse change in the financial condition of the City, or which question the validity of this Agreement, the Bond or any of the other Loan Documents or of any action taken or to be taken in connection with the transactions contemplated hereby or thereby. The City is not in default in any material respect under any agreement or other instrument to which it is a party or by which it may be bound. Section 2.5 Financial Information. The financial information regarding the City furnished to the Bank by the City in connection with the Loan is complete and accurate, and there has been no material and adverse change in the financial condition of the City from that presented in such information. ARTICLE III REPRESENTATIONS OF SMCRA The SMCRA represents and warrants to the Bank that: Section 3.1 Powers of SMCRA. The SMCRA is a public body corporate and politic duly organized and validly existing under the laws of the State. Subject to Section 3.6 hereof, the SMCRA has the power to guarantee the amount provided for in this Agreement, to execute (M14909042) and deliver the Loan Documents, to secure the Bond in the manner contemplated hereby, and to perform and observe all the terms and conditions of the Bond and this Agreement on its part to be performed and observed. Subject to Section 3.6 hereof, the SMCRA may lawfully guarantee the Bond in order to obtain funds to finance the Project. Section 3.2 Authorization of Loan. Subject to Section 3.6 hereof, the SMCRA has, had or will have, as the case may be, full legal right, power, and authority to adopt the SMCRA Loan Resolution and to execute and deliver this Agreement, to guarantee the Bond to the Bank, and to carry out and consummate all other transactions contemplated hereby and by the Loan Documents, and the SMCRA has complied and will comply with all provisions of applicable law in all material matters relating to such transactions. The SMCRA, by the SMCRA Loan Resolution, has duly authorized the guarantee of the amount provided for in this Agreement, the execution and delivery of this Agreement, and the guarantee of the Bond to the Bank, and to that end the SMCRA warrants that it will take all action and will do all things which it is authorized by law to take and to do in order to fulfill all covenants on its part to be performed and to provide for and to assure payment of the Bond. The SMCRA has duly adopted the SMCRA Loan Resolution and authorized the execution, delivery, and performance of the Agreement and the guarantee of the Bond and the taking of any and all other such action as may be required on the part of the SMCRA to carry out, give effect to and consummate the transactions contemplated by the Loan Documents. The guarantee of the Bond has been duly authorized, executed, issued and delivered to the Bank and constitutes a legal, valid and binding obligation of the SMCRA enforceable in accordance with its terms and the terms of the SMCRA Loan Resolution, and is entitled to the benefits and security of the SMCRA Loan Resolution and this Agreement. Subject to Section 3.6 hereof, all approvals, consents, and orders of and filings with any governmental authority or agency which would constitute a condition precedent to the guarantee of the Bond or the execution and delivery of or the performance by the SMCRA of its obligations under the Loan Documents have been obtained or made and any consents, approvals, and orders to be received or filings so made are in full force and effect. Section 3.3 Agreements. Subject to Section 3.6 hereof, the making and performing by the SMCRA of this Agreement will not violate any provision of the Act, or any ordinance or resolution of the SMCRA, or any regulation, order or decree of any court, and will not result in a breach of any of the terms of any agreement or instrument to which the SMCRA is a party or by which the SMCRA is bound. Subject to Section 3.6 hereof, the Loan Documents constitute legal, valid and binding obligations of the SMCRA enforceable in accordance with their respective terms. Section 3.4 Litigation, Etc. There are no. actions or proceedings pending against the SMCRA or affecting the SMCRA or, to the knowledge of the SMCRA, threatened, which, either in any case or in the aggregate, might result in any material adverse change in the financial condition of the SMCRA, or which question the validity of this Agreement, the guarantee of the Bond or any of the other Loan Documents or of any action taken or to be taken in connection with the transactions contemplated hereby or thereby. The SMCRA is not in default in any material respect under any agreement or other instrument to which it is a party or by which it may be bound. {M1490904 2} Section 3.5 Financial Information. The financial information regarding the SMCRA furnished to the Bank by the SMCRA in connection with the Loan is complete and accurate, and there has been no material and adverse change in the financial condition of the SMCRA from that presented in such information. Section 3.6 County Approval. It is understood by the parties hereto that the obligations of the SMCRA hereunder and under the Bond are subject to the County Approval, and that notwithstanding the execution of this Agreement and the Bond by the SMCRA on the date hereof, the obligations of the SMCRA are not effective until the County Approval has been received. All of the representations, warranties and covenants of the SMCRA hereunder are subject to such County Approval. The SMCRA covenants that it will take all steps necessary to obtain the County Approval. If such approval is obtained, the SMCRA's covenant to budget and appropriate its Non -Ad Valorem Revenues as specified in Section 5.3 hereof shall attach automatically, without the need for any further approval by the SMCRA or the City or any amendment to this Agreement. ARTICLE IV COVENANTS OF THE CITY Section 4.1 Affirmative Covenants. The City covenants, for so long as any of the principal amount of or interest on the Bond is outstanding and unpaid or any duty or obligation of the City hereunder or under any of the other Loan Documents remains unpaid or unperformed, as follows: (a) Use of Proceeds. The City covenants that the proceeds from the Bond will be used only to finance the Project and to pay closing costs. The City represents that, as of the date of issuance of the Bond, there are no other bonds or obligations of the City secured by a covenant to budget and appropriate from its Non -Ad Valorem Revenues, other than (i) the $573,366.50 City of South Miami, Florida Land Acquisition Promissory Note, Series 2005 (the "Land Acquisition Note "), (ii) the $1,425,000 City of South Miami, Florida Promissory Note, Series 2005A (YMCA Property) (the "2005 A YMCA Note "), (iii) the $500,000 City of South Miami, Florida Promissory Note, Series 2005B (YMCA Property) (the "2005 B YMCA Note "), (iv) the $850,000 City of South Miami, Florida Taxable Promissory Note, Series 2005C (YMCA Property) (the "2005 C YMCA Note "), (v) the $2,200,000 Florida Municipal Loan, Series 2001A (the "2001A Loan") and (vi) the $6,500,000 Florida Municipal Loan, Series 2002A (the "2001A Loan'). This representation does not apply to any future bonds or obligations issued by the City. (b) Notice of Defaults. The City shall within ten (10) days after it acquires knowledge thereof, notify the Bank in writing upon the happening, occurrence, or existence of any Event of Default, and any event or condition which with the passage of time or giving of notice, or both, would constitute an Event of Default, and shall provide the Bank with such {M 1490904_2} written notice, a detailed statement by a responsible officer of the City of all relevant facts and the action being taken or proposed to be taken by the City with respect thereto. (c) Records. The City agrees that any and all records of the City shall be open to inspection by the Bank or its representatives at all reasonable times at the offices of the City. (d) Maintain Existence. The City shall do all things lawfully within its power to maintain its existence as a municipal corporation of the State, and shall not voluntarily dissolve. (e) Notice of Liabilities. The City shall promptly inform the Bank of any actual or potential contingent liabilities or pending or threatened litigation of any amount that could reasonably be expected to have a material and adverse effect upon the financial condition of the City. (f) Insurance. The City shall maintain such liability, casualty and other insurance as is reasonable and prudent for similarly situated municipal corporations of the State and shall upon the request of the Bank, provide evidence of such coverage to the Bank. (g) Comply with Laws. The City is in compliance with and shall comply with all applicable federal, state and local laws and regulatory requirements. (h) Taxes. In the event the Bond, this Agreement or any other Loan Document should be subject to the excise tax on documents or the intangible personal property tax, or any similar tax, of the State of Florida, the City shall pay such taxes or reimburse the Bank for any such taxes paid by it. (i) Investments. The City shall invest only in obligations permitted by Section 218.345, Florida Statutes. Section 4.2 Bank Fees and Expenses. The City hereby agrees to pay the Bank a commitment fee of $1,500.00 and the fees and expenses of counsel to the Bank in connection with the issuance of the Bond in the amount of $7,500.00, plus reasonable out of pocket expenses, said amounts to be due and payable upon the issuance of the Bond. Section 4.3 Registration and Exchange of Bonds; Persons Treated as Owners. So long as the Bond shall remain unpaid, the City will keep books for the registration and transfer of the Bond. The Bond shall be transferable only upon such registration books. The City will transfer the registration of a Bond upon written request of the Bank specifying the name, address and taxpayer identification number of the transferee. The Person in whose name the Bond shall be registered shall be deemed and regarded as the absolute owner thereof for all purposes, and payment of principal and interest on the Bond shall be made only to or upon the written order of such Person. All such payments shall be valid and effectual to satisfy and discharge the liability upon the Bond to the extent of the sum or sums so paid. s (M14909042) Section 4.4 Payment of Principal and Interest. The City promises, jointly and severally with the SMCRA (but subject to Section 3.6 with respect to the obligations of the SMCRA), that it will promptly pay the principal of and interest on the Bond at the place, on the dates and in the manner provided therein according to the true intent and meaning hereof and thereof, provided that the principal of and interest on the Bond is secured solely as provided in Section 4.5 hereof, and nothing in the Bond or in the Bond Ordinance shall be construed as pledging any funds or assets of the City to such payment or authorizing such payment to be made from any other source. The obligation of the City set forth in the preceding sentence shall be deemed satisfied to the extent the SMCRA has made such payment. The Bond shall not be or constitute a general obligation or indebtedness of the City within the meaning of the Constitution of Florida, but shall be payable solely from and secured in the manner and to the extent provided in Section 4.5. No Holder shall ever have the right to compel the exercise of the ad valorem taxing power of the City or taxation in any form on any real or personal property to pay such Bond or the interest thereon, nor shall any Holder be entitled to payment of such principal and interest from any other funds of the City other than the Non -Ad Valorem Revenues, all in the manner and to the extent herein provided. Section 4.5 Covenant to Budizet and Appropriate. The City hereby covenants and agrees to appropriate in its annual budget, by amendment, if necessary, from Non -Ad Valorem Revenues lawfully available in each Fiscal Year, amounts sufficient to pay the principal and interest due on the Bond in accordance with it terms during such Fiscal Year. Such covenant and agreement on the part of the City to budget and appropriate such amounts of Non -Ad Valorem Revenues shall be cumulative to the extent not paid, and shall continue until such Non -Ad Valorem Revenues or other legally available funds in amounts sufficient to make all such required payments shall have been budgeted, appropriated and actually paid. Notwithstanding the foregoing covenant of the City, the City does not covenant to maintain any services or programs, now provided or maintained by the City, which generate Non -Ad Valorem Revenues. Such covenant to budget and appropriate does not create any lien upon or pledge of such Non -Ad Valorem Revenues, nor does it preclude the City from pledging in the future its Non -Ad Valorem Revenues, nor does it require the City to levy and collect any particular Non -Ad Valorem Revenues, nor does it give the Bond Holder a prior claim on the Non -Ad Valorem Revenues as opposed to claims of general creditors of the City. Such covenant to appropriate Non -Ad Valorem Revenue is subject in all respects to the payment of obligations secured by a pledge of such Non -Ad Valorem Revenues heretofore or hereafter entered into (including the payment of debt service on bonds and other debt instruments). However, the covenant to budget and appropriate in its general annual budget for the purposes and in the manner stated herein shall have the effect of making available in the mariner described herein Non -Ad Valorem Revenues and placing on the City a positive duty to appropriate and budget, by amendment, if necessary, amounts sufficient to meet its obligations under this Agreement, subject, however, in all respects to the terms of this Agreement and the restrictions of Section 166.241(3), Florida Statutes, which provides, in part, that the governing body of each municipality make appropriations for each Fiscal Year which, in any one year, shall not exceed the amount to be received from taxation or other revenue sources; and subject, further, to the payment of services and programs which are for essential public purposes affecting the health, welfare and safety of the inhabitants of the City or which are legally mandated by applicable law. (M14909042) Section 4.6 Prepayment. The City shall be entitled to prepay the Bond prior to maturity in whole or in part at any time at a price of par plus accrued interest to the date of prepayment, upon written notice to the Holder given by the City at least five (5) days prior to the date fixed for prepayment. Section 4.7 Business Days. In any case where the due date of interest on or principal of the Bond is not a Business Day, then payment of such principal or interest need not be made on such date but may be made on the next succeeding Business Day, provided that credit for payments made shall not be given until the payment is actually received by the Bank. Section 4.8 Officers and Employees of the City Exempt from Personal Liability. No recourse under or upon any obligation, covenant or agreement of this Agreement or the Bond or for any claim based thereon or otherwise in respect thereof, shall be had against any Commissioner of the City, or any officer, agent or employee, as such, of the City past, present or future, it being expressly understood (a) that the obligation of the City under this Agreement and the Bond is solely a corporate one, (b) that no personal liability whatsoever shall attach to, or is or shall be incurred by, the City Commission, or the officers, agents, or employees, as such, of the City, or any of them, under or by reason of the obligations, covenants or agreements contained in this Loan Agreement or implied therefrom, and (c) that any and all such personal liability of, and any and all such rights and claims against, every such Commissioner of the City, and every officer, agent, or employee, as such, of the City under or by reason of the obligations, covenants or agreements contained in this Loan Agreement, or implied therefrom, are waived and released as a condition of, and as a consideration for, the execution of this Loan Agreement and the issuance of the Bond on the part of the City. Section 4.9 Bond Mutilated, Destroyed, Stolen or Lost. In case the Bond shall become mutilated, or be destroyed, stolen or lost, the City shall issue and deliver a new Bond of like tenor as the Bond so mutilated, destroyed, stolen or lost, in exchange and in substitution for such mutilated Bond, or in lieu of and in substitution for the Bond destroyed, stolen or lost and upon the Holder furnishing the City proof of ownership thereof and indemnity reasonably satisfactory to the City and complying with such other reasonable regulations and conditions as the City may prescribe and paying such expenses as the City may incur. The Bond so surrendered shall be canceled. Section 4.10 Section 265 Designation of Bond. The reasonably anticipated amount of tax- exempt obligations (other than obligations described in clause (ii) of Section 265(b)(3)(C) of the Code) which have been or will be issued by the City during 2006 does not exceed $10,000,000. There are no entities which are subordinate to or which issue obligations on behalf of the City. The City hereby designates the Bond as a "qualified tax- exempt obligation" for purposes of Section 265(b)(3)(B)(i) of the Code. The City hereby covenants and agrees not to take any action or to fail to take any action if such action or failure would cause the Bond to no longer be a "qualified tax- exempt obligation." Section 4.11 Tax Representations, Warranties and Covenants of the City. Notwithstanding anything herein to the contrary, the City hereby covenants and represents that it has taken and caused to be taken and shall make and take and cause to be made and taken all actions that may be required of it for the interest on the Bond to be and remain excluded from 10 (M14909042) the gross income of the Holder for federal income tax purposes, and that to the best of its knowledge it has not taken or permitted to be taken on its behalf, and covenants that to the best of its ability and within its control, it shall not make or take, or permit to be made or taken on its behalf, any action which, if made or taken, would adversely affect such exclusion under the provisions of the Code. The City acknowledges that the continued exclusion of interest on the Bond from gross income for federal income tax purposes depends, in part, upon compliance with the arbitrage limitations imposed by Sections 103(b)(2) and 148 of the Code. The City hereby acknowledges responsibility to take all reasonable actions necessary to comply with these requirements. The City hereby agrees and covenants that it shall not permit at any time or times any of the proceeds of the Bond or other funds of the City to be intentionally used, directly or indirectly, to acquire or to replace funds which were used directly or indirectly to acquire any higher yielding investments (as defined in Section 148 of the Code), the acquisition of which would cause the Bond to be an arbitrage bond for purposes of Sections 103(b)(2) and 148 of the Code. The City further agrees and covenants that it shall do and perform all acts and things necessary in order to assure that the requirements of Sections 103(b)(2) and 148 of the Code are met. Specifically, without intending to limit in any way the generality of the foregoing, the City covenants and agrees: (a) to pay to the United States of America at the times required pursuant to Section 148(f) of the Code, the excess of the amount earned on all non - purpose investments (as defined in Section 148(f)(6) of the Code) (other than investments attributed to an excess described in this sentence) over the amount which would have been earned if such non - purpose investments were invested at a rate equal to the yield on the Bond, plus any income attributable to such excess (the "Rebate Amount "); (b) to maintain and retain all records pertaining to and to be responsible for making or causing to be made all determinations and calculations of the Rebate Amount and required payments of the Rebate Amount as shall be necessary to comply with the Code; and (c) to comply with all representations and restrictions contained in any Tax Certificate executed by the City in connection with the Bond. The City understands that the foregoing covenants impose continuing obligations on it to comply with the requirements of Section 103 and Part IV of Subchapter B of Chapter 1 of the Code so long as such requirements are applicable. Section 4.12 Additional Tax Covenants of the City. For so long as the Bond remains outstanding, the City hereby covenants as follows: (a) It will comply with, and timely make or cause to be made all filings required by, all effective rules, rulings or regulations promulgated by the Department of the Treasury or the Internal Revenue Service; 11 {M1490904 2) (b) It will not use, invest, direct or permit the investment of the proceeds of the Bond or any investment earnings thereon in a manner that will result in such Bond becoming a "private activity bond" within the meaning of Sections 141 and 145 of the Code; (c) It will not use or permit to be used more than ten percent (10 %) of the proceeds of the Bond (including any amounts used to pay costs associated with issuing such Bond), including all investment income earned on such proceeds directly or indirectly, in any trade or business carried on by any person who is not the City or a state or political subdivision or instrumentality thereof as those terms are used in Section 103 of the Code (an 'Exempt Person "); (d) It will not use or permit the use of any portion of the proceeds of the Bond, including all investment income earned on such proceeds, directly or indirectly, to make or finance loans to persons who are not Exempt Persons; (e) It has not entered into, and will not enter into, any arrangement with any person or organization (other than an Exempt Person) which provides for such person or organization to manage, operate, or provide services with respect to more than 10% of the property financed with the proceeds of the Bond (a "Service Contract "), unless the guidelines set forth in Revenue Procedure 97 -13 (or the guidelines set forth in Revenue Procedure 93 -19, to the extent applicable, or any new, revised or additional guidelines applicable to Service Contracts) (the "Guidelines "), are satisfied, except to the extent it obtains a private letter ruling from the Internal Revenue Service or an opinion of nationally recognized Bond Counsel which allows for a variation from the Guidelines; (f) It will not cause the Bond to be treated as "federally guaranteed" for purposes of Section 149 of the Code, as may be modified in any applicable rules, rulings, policies, procedures, regulations or other official statements promulgated or proposed by the Department of the Treasury or the Internal Revenue Service with respect to "federally guaranteed" obligations described in Section 149 of the Code. For purposes of this paragraph, the Bond shall be treated as "federally guaranteed" if (i) all or any portion of the principal or interest is or will be guaranteed directly or indirectly by the United States of America or any agency or instrumentality thereof, or (ii) 5% or more of the proceeds of the Bond will be (A) used in making loans the payment of principal or interest with respect to which is to be guaranteed in whole or in part by the United States of America or any agency or instrumentality thereof, or (B) invested directly or indirectly in federally insured deposits or accounts, and (iii) such guarantee is not described in Section 149(b)(3) of the Code; and (g) It will comply with the information reporting requirements of Section 149(e)(2) of the Code. The terms "debt service," "gross proceeds," "net proceeds," "proceeds," and "yield" have the meanings assigned to them for purposes of Section 148 of the Code. 12 {M1490904 2) ARTICLE V COVENANTS OF THE SMCRA Section 5.1 Affirmative Covenants. The SMCRA covenants, for so long as any of the principal amount of or interest on the Bond is outstanding and unpaid or any duty or obligation of the SMCRA hereunder or under any of the other Loan Documents remains unpaid or unperformed, as follows: (a) Use of Proceeds. The SMCRA covenants that the proceeds from the Bond will be used only to finance the Project and to pay closing costs. The SMCRA represents that, as of the date of issuance of the Bond, there are no other bonds or obligations of the SMCRA secured by a covenant to budget and appropriate from its Non -Ad Valorem Revenues. This representation does not apply to any future bonds or obligations issued by the SMCRA. (b) Notice of Defaults. The SMCRA shall within ten (10) days after it acquires knowledge thereof, notify the Bank in writing upon the happening, occurrence, or existence of any Event of Default, and any event or condition which with the passage of time or giving of notice, or both, would constitute an Event of Default, and shall provide the Bank with such written notice, a detailed statement by a responsible officer of the SMCRA of all relevant facts and the action being taken or proposed to be taken by the SMCRA with respect thereto. (c) Records. The SMCRA agrees that any and all records of the SMCRA shall be open to inspection by the Bank or its representatives at all reasonable times at the offices of the SMCRA. (d) Maintain Existence. The SMCRA shall do all things lawfully within its power to maintain its existence as a community redevelopment agency of the State, and shall not voluntarily dissolve. (e) Notice of Liabilities. The SMCRA shall promptly inform the Bank of any actual or potential contingent liabilities or pending or threatened litigation of any amount that could reasonably be expected to have a material and adverse effect upon the financial condition of the SMCRA. (f) Insurance. The SMCRA shall maintain such liability, casualty and other insurance as is reasonable and prudent for similarly situated community redevelopment agencies of the State and shall upon the request of the Bank, provide evidence of such coverage to the Bank. (g) Comply with Laws. The SMCRA is in compliance with and shall comply with all applicable federal, state and local laws and regulatory requirements. (h) Taxes. In the event the Bond, this Agreement or any other Loan Document should be subject to the excise tax on documents or the intangible personal property 13 {M1490904 2) tax, or any similar tax, of the State of Florida, the SMCRA shall pay such taxes or reimburse the Bank for any such taxes paid by it. (i) Investments. The SMCRA shall invest only in obligations permitted by Section 218.345, Florida Statutes. Section 5.2 Payment of Principal and Interest. Subject to Section 3.6 hereof, the SMCRA promises, jointly and severally with the City, that it will promptly pay the principal of and interest on the Bond at the place, on the dates and in the manner provided therein according to the true intent and meaning hereof and thereof, provided that the principal of and interest on the Bond is secured solely as provided in Section 5.3 hereof, and nothing in the Bond or in the Bond Ordinance shall be construed as pledging any funds or assets of the SMCRA to such payment or authorizing such payment to be made from any other source. The obligation of the SMCRA set forth in the preceding sentence shall be deemed satisfied to the extent the City has made such payment. The Bond shall not be or constitute a general obligation or indebtedness of the SMCRA within the meaning of the Constitution of Florida, but shall be payable solely from and secured in the manner and to the extent provided in Section 5.3. No Holder shall ever have the right to compel the exercise of the ad valorem taxing power of the SMCRA or taxation in any form on any real or personal property to pay such Bond or the interest thereon, nor shall any Holder be entitled to payment of such principal and interest from any other funds of the SMCRA other than the Non -Ad Valorem Revenues, all in the manner and to the extent herein provided. Section 5.3 Covenant to Budget and Appropriate. The SMCRA hereby covenants and agrees to appropriate in its annual budget, by amendment, if necessary, from Non -Ad Valorem Revenues lawfully available in each Fiscal Year, amounts sufficient to pay the principal and interest due on the Bond in accordance with it terms during such Fiscal Year. Such covenant and agreement on the part of the SMCRA to budget and appropriate such amounts of Non -Ad Valorem Revenues shall be cumulative to the extent not paid, and shall continue until such Non - Ad Valorem Revenues or other legally available funds in amounts sufficient to make all such required payments shall have been budgeted, appropriated and actually paid. Notwithstanding the foregoing covenant of the SMCRA, the SMCRA does not covenant to maintain any services or programs, now provided or maintained by the SMCRA, which generate Non -Ad Valorem Revenues. Such covenant to budget and appropriate does not create any lien upon or pledge of such Non -Ad Valorem Revenues, nor does it preclude the SMCRA from pledging in the future its Non -Ad Valorem Revenues, nor does it require the SMCRA to levy and collect any particular Non -Ad Valorem Revenues, nor does it give the Bond Holder a prior claim on the Non -Ad Valorem Revenues as opposed to claims of general creditors of the SMCRA. Such covenant to appropriate Non -Ad Valorem Revenue is subject in all respects to the payment of obligations secured by a pledge of such Non -Ad Valorem Revenues heretofore or hereafter entered into (including the payment of debt service on bonds and other debt instruments). However, the covenant to budget and appropriate in its general annual budget for the purposes and in the manner stated herein shall have the effect of making available in the manner described herein Non -Ad Valorem Revenues and placing on the SMCRA a positive duty to appropriate and budget, by amendment, if necessary, amounts sufficient to meet its obligations under this Agreement, subject, however, in all respects to the terms of this Agreement and the restrictions 14 (M1490904_2) of Section 166.241(3), Florida Statutes, which provides, in part, that the governing body of each municipality make appropriations for each Fiscal Year which, in any one year, shall not exceed the amount to be received from taxation or other revenue sources; and subject, further, to the payment of services and programs which are for essential public purposes affecting the health, welfare and safety of the inhabitants of the SMCRA or which are legally mandated by applicable law. Section 5.4 Business Days. In any case where the due date of interest on or principal of the Bond is not a Business Day, then payment of such principal or interest need not be made on such date but may be made on the next succeeding Business Day, provided that credit for payments made shall not be given until the payment is actually received by the Bank.- Section 5.5 Officers and Employees of the SMCRA Exempt from Personal Liability. No recourse under or upon any obligation, covenant or agreement of this Agreement or the Bond or for any claim based thereon or otherwise in respect thereof, shall be had against any Commissioner of the SMCRA, or any officer, agent or employee, as such, of the SMCRA past, present or future, it being expressly understood (a) that the obligation of the SMCRA under this Agreement and the Bond is solely a corporate one, (b) that no personal liability whatsoever shall attach to, or is or shall be incurred by, the SMCRA Commission, or the officers, agents, or employees, as such, of the SMCRA, or any of them, under or by reason of the obligations, covenants or agreements contained in this Loan Agreement or implied therefrom, and (c) that any and all such personal liability of, and any and all such rights and claims against, every such Commissioner of the SMCRA, and every officer, agent, or employee, as such, of the SMCRA under or by reason of the obligations, covenants or agreements contained in this Loan Agreement, or implied therefrom, are waived and released as a condition of, and as a consideration for, the execution of this Loan Agreement and the issuance of the Bond on the part of the SMCRA. Section 5.6 Tax Representations, Warranties and Covenants of the SMCRA. Notwithstanding anything herein to the contrary, the SMCRA hereby covenants and represents that it has taken and caused to be taken and shall make and take and cause to be made and taken all actions that may be required of it for the interest on the Bond to be and remain excluded from the gross income of the.-Holder for federal income tax purposes, and that to the best of its knowledge it has not taken or permitted to be taken on its behalf, and covenants that to the best of its ability and within its control, it shall not make or take, or permit to be made or taken on its behalf, any action which, if made or taken, would adversely affect such exclusion under the provisions -of the Code. The SMCRA acknowledges that the continued exclusion of interest on the Bond from gross income for federal income tax purposes depends, in part, upon compliance with the arbitrage limitations imposed by Sections 103(b)(2) and 148 of the Code. The SMCRA hereby acknowledges responsibility to take all reasonable actions necessary to comply with these requirements. The SMCRA hereby agrees and covenants that it shall not permit at any time or times any of the proceeds of the Bond or other funds of the SMCRA to be intentionally used, directly or indirectly, to acquire or to replace funds which were used directly or indirectly to acquire any higher yielding investments (as defined in Section 148 of the Code), the acquisition of which would cause the Bond to be an arbitrage bond for purposes of Sections 103(b)(2) and 15 (M14909042) 148 of the Code. The SMCRA further agrees and covenants that it shall do and perform all acts and things necessary in order to assure that the requirements of Sections 103(b)(2) and 148 of the Code are met. Specifically, without intending to limit in any way the generality of the foregoing, the SMCRA covenants and agrees: (a) to pay to the United States of America at the times required pursuant to Section 148(f) of the Code, the excess of the amount earned on all non - purpose investments (as defined in Section 148(f)(6) of the Code) (other than investments attributed to an excess described in this sentence) over the amount which would have been earned if such non - purpose investments were invested at a rate equal to the yield on the Bond, plus any income attributable to such excess (the "Rebate Amount "); (b) to maintain and retain all records pertaining to and to be responsible for making or causing to be made all determinations and calculations of the Rebate Amount and required payments of the Rebate Amount as shall be necessary to comply with the Code; and (c) to comply with all representations and restrictions contained in any Tax Certificate executed by the SMCRA in connection with the Bond. The SMCRA understands that the foregoing covenants impose continuing obligations on it to comply with the requirements of Section 103 and Part IV of Subchapter B of Chapter 1 of the Code so long as such requirements are applicable. Section 5.7 Additional Tax Covenants of the SMCRA. For so long as the Bond remains outstanding, the SMCRA hereby covenants as follows: (a) It will comply with, and timely make or cause to be made all filings required by, all effective rules, rulings or regulations promulgated by the Department of the Treasury or the Internal Revenue Service; (b) It will not use, invest, direct or permit the investment of the proceeds of the Bond or any investment earnings thereon in a manner that will result in such Bond becoming a "private activity bond" within the meaning of Sections 141 and 145 of the Code; (c) It will not use or permit to be used more than ten percent (10 %) of the proceeds of the Bond (including any amounts used to pay costs associated with issuing such Bond), including all investment income earned on such proceeds directly or indirectly, in any trade or business carried on by any person who is not the SMCRA or a state or political subdivision or instrumentality thereof as those terms are used in Section 103 of the Code (an "Exempt Person "); (d) It will not use or permit the use of any portion of the proceeds of the Bond, including all investment income earned on such proceeds, directly or indirectly, to make or finance loans to persons who are not Exempt Persons; 16 (M14909042) (e) It has not entered into, and will not enter into, any arrangement with any person or organization (other than an Exempt Person) which provides for such person or organization to manage, operate, or provide services with respect to more than 10% of the property financed with the proceeds of the Bond (a "Service Contract "), unless the guidelines set forth in Revenue Procedure 97 -13 (or the guidelines set forth in Revenue Procedure 93 -19, to the extent applicable, or any new, revised or additional guidelines applicable to Service Contracts) (the "Guidelines "), are satisfied, except to the extent it obtains a private letter ruling from the Internal Revenue Service or an opinion of nationally recognized Bond Counsel which allows for a variation from the Guidelines; (f) It will not • cause the Bond to be treated as "federally guaranteed" for purposes of Section 149 of the Code, as may be modified in any applicable rules, rulings, policies, procedures, regulations or other official statements promulgated or proposed by the Department of the Treasury or the Internal Revenue Service with respect to "federally guaranteed" obligations described in Section 149 of the Code. For purposes of this paragraph, the Bond shall be treated as "federally guaranteed" if (i) all or any portion of the principal or interest is or will be guaranteed directly or indirectly by the United States of America or any agency or instrumentality thereof, or (ii) 5% or more of the proceeds of the Bond will be (A) used in making loans the payment of principal or interest with respect to which is to be guaranteed in whole or in part by the United States of America or any agency or instrumentality thereof, or (B) invested directly or indirectly in federally insured deposits or accounts, and (iii) such guarantee is not described in Section 149(b)(3) of the Code; and (g) It will comply with the information reporting requirements of Section 149(e)(2) of the Code. The terms "debt service," "gross proceeds," "net proceeds," "proceeds," and "yield" have the meanings assigned to them for purposes of Section 148 of the Code. ARTICLE VI CONDITIONS OF LENDING Section 6.1 Conditions of Lending. The obligations of the Bank to lend hereunder are subject to the following conditions precedent: (a) Representations and Warranties. The representations and warranties set forth in the Loan Documents are and shall be true and correct to the best of the City's and the SMCRA's knowledge on and as of the date hereof. (b) No Default. On the date hereof the City and the SMCRA shall be in compliance with all the terms and provisions set forth in the Loan Documents on its part to be observed or performed, and no Event of Default nor any event that, upon notice or lapse of time or both, would constitute such an Event of Default, shall have occurred and be continuing at such time. 17 (M14909042) (c) Supporting Documents. On or prior to the date hereof, the Bank shall have received the, following supporting documents, all of which shall be satisfactory in form and substance to the Bank (such satisfaction to be evidenced by the purchase of the Bond by the Bank): (i) The opinion of the City Attorney regarding the due authorization, execution, delivery, validity and enforceability of this Agreement and the Bond, the City's and the SMCRA's power to incur the debt evidenced by the Bond and the due adoption of the Ordinance and the SMCRA Loan Resolution; (ii) The opinion of Bond Counsel to the effect that, (A) the interest on the Bond is excluded from gross income for federal income tax purposes, (B) the Bond is not an item of tax preference under Section 57 of the Code, (C) the Bond is a qualified tax- exempt obligation under Section 265(b)(3) of the Code and (D) the Bond and the income thereon is exempt from the State excise tax on documents and intangible personal property tax; and request. (iii) Such additional supporting documents as the Bank may reasonably ARTICLE VII THE LOAN; CITY'S AND SMCRA'S OBLIGATIONS; DESCRIPTION AND PAYMENT TERMS Section 7.1 The Loan. The Bank hereby agrees to loan to the City and the SMCRA the amount of $1,465,000 to be evidenced by the Bond, to provide funds to finance the Project and to pay closing costs upon the terms and conditions set forth in the Bond Ordinance, the SMCRA Loan Resolution and this Agreement. Subject to Section 3.6 hereof, the City and the SMCRA each agree, jointly and severally, to repay the principal amount borrowed plus interest thereon, upon the terms and conditions set forth in the Loan Documents. Section 7.2 Description and Payment Terms of the Bond. To evidence the Loan, the City shall issue and deliver to the Bank, and the SMCRA shall guarantee, the Bond in the form attached hereto as Exhibit "A ". ARTICLE VIII CREATION AND USE OF FUNDS AND ACCOUNTS Section 8.1 Bond Fund. There is hereby created a fund, entitled "City of South Miami, Florida, Community Redevelopment Bond, Series 2006 Bond Fund" (the "Bond Fund "). There shall be deposited into the Bond Fund on each Bond Payment Date sufficient amounts of Non -Ad Valorem Revenues of either the City or the SMCRA as specified in Sections 4.5 and 5.3 1s (M14909042) hereof which, together with the amounts already on deposit therein, will enable the City to pay the principal of and interest on the Bond on each Bond Payment Date. Moneys in the Bond Fund shall be applied on each Bond Payment Date to the payment of principal of and interest on the Bond coming due on each such date. Section 8.2 Funds. Each of the funds and accounts herein established and created shall constitute trust funds for the purposes provided herein for such funds and accounts respectively. The money in such funds and accounts shall be continuously secured in the same manner as deposits of City funds are authorized to be secured by the laws of the State of Florida. The designation and establishment of the funds and accounts in and by this Agreement shall not be construed to require the establishment of any completely independent, self - balancing funds, as such term is commonly defined and used in governmental accounting, but rather is intended solely to constitute an earmarking of certain revenues and assets of the City for the purposes herein provided and to establish certain priorities for application of such revenues and assets. Section 8.3 Rebate Fund and Rebate Covenants. There is hereby created and established a fund to be- held by the City, designated the "City of South Miami, Florida Community Redevelopment Bond, Series 2006 Rebate Fund" (the "Rebate Fund "). The Rebate Fund shall be held by the City separate and apart from all other funds and accounts held by the City under this Agreement and from all other moneys of the City. Notwithstanding anything in this Agreement to the contrary, the City or the SMCRA shall transfer to the Rebate Fund the amounts required to be transferred in order to comply with the Tax Certificate or the Rebate Covenants, if any, attached as an Exhibit to the Tax Certificate to be delivered by the City and the SMCRA on the date of delivery of the Bond (the "Rebate Covenants "), when such amounts are so required to be transferred. The City Manager or the Executive Director shall make or cause to be made payments from the Rebate Fund of amounts required to be deposited therein to the United States of America in the amounts and at the times required by the Rebate Covenants. The City and the SMCRA covenant for the benefit of the Holder that it will comply with the Rebate Covenants. The Rebate Fund, together with all moneys and securities from time to time held therein and all investment earnings derived therefrom, shall be excluded from the pledge and lien of this Agreement. The City and the SMCRA shall not be required to comply with the requirements of this Section 8.3 in the event that the City or the SMCRA obtains and opinion of nationally recognized bond counsel that (i) such compliance is not required in order to maintain the federal income tax exemption of interest on the Bond and/or (ii) compliance with some other requirement is necessary to maintain the federal income tax exemption of interest on the Bond. 19 (M1490904_2) ARTICLE IX SPECIAL COVENANTS Section 9.1 Financial Statements. Each of the City and the SMCRA shall, upon receipt by the City and the SMCRA, as applicable, or within two hundred ten (210) days of each Fiscal Year end, whichever is sooner, provide the Holder with a printed copy of its respective Comprehensive Annual Financial Report, its respective current year operating budget and its respective capital improvement plan, and a certificate of its City Manager and Executive Director, as applicable, in form and substance satisfactory to the Holder, evidencing compliance with the covenant set forth in Section 9.2 below. The City shall also provide to the Holder any other financial information reasonably requested by such Holder. Section 9.2 Coverage Requirement. The City covenants and agrees that it will at all times maintain a coverage ratio such that the average of Non -Ad Valorem Revenues (excluding enterprise fund revenues) of the City during the prior two Fiscal Years is equal to at least 200% of Maximum Annual Debt Service. For purposes of this paragraph, (a) "Maximum Annual Debt Service" shall mean the maximum amount of principal and interest required in the then current or any future fiscal year to pay all Debt Obligations; and (b) "Debt Obligations" shall mean debt service on debt obligations of the City, including the Bond, which are secured by or payable from general or specific Non -Ad Valorem Revenues. Calculations of Non -Ad Valorem Revenues will be based on information derived from the most recently audited Fiscal Year end financial statements. For purposes of calculating Maximum Annual Debt Service, the interest rate to be assumed for indebtedness bearing interest at a variable rate shall be equal the average rate of interest paid by the City with respect to such indebtedness during the twelve (12) months preceding the date of calculation. ARTICLE X EVENTS OF DEFAULT Section 10.1 General. An "Event of Default" shall be deemed to have occurred under this Agreement if: (a) The City or the SMCRA shall fail to make any payment of the principal of or interest on the Bond after the same shall become due and payable, whether by maturity, by acceleration at the discretion of the Bank as provided for in Section 10.2, or otherwise; or 20 (M14909042) (b) The City or the SMCRA shall default in the performance of or compliance with any term or covenant contained in the Loan Documents, other than a term or covenant a default in the performance of which or noncompliance with which is dealt with in Section 10.1(a) or (c) through (h) hereof, which default or non - compliance shall continue and not be cured within thirty (30) days after (i) notice thereof to the City and the SMCRA by the Bank; or (ii) the Bank is notified of such noncompliance or should have been so notified pursuant to the provisions of Sections 4.1(b) or 5.1(b) of this Agreement, whichever is earlier; or (c) Any representation or warranty made in writing by or on behalf of the City in any Loan Document shall prove to have been false or incorrect in any material respect on the date made or reaffirmed; or (d) The City or the SMCRA admits in writing its inability to pay its debts generally as they become due or files a petition in bankruptcy or makes an assignment for the benefit of its creditors or consents to the appointment of a receiver or trustee for itself; or (e) The City or the SMCRA is adjudged insolvent by a court of competent jurisdiction, or it is adjudged a bankrupt on a petition in bankruptcy filed by or against the City or the SMCRA, or an order, judgment or decree is entered by any court of competent jurisdiction appointing, without the consent of the City or the SMCRA, as applicable, a receiver or trustee of the City or the SMCRA or of the whole or any part of its property, and if the aforesaid adjudications, orders, judgments or decrees shall not be vacated or set aside or stayed within ninety (90) days from the date of entry thereof; or (f) The City or the SMCRA shall file a petition or answer seeking reorganization or any arrangement under the federal bankruptcy laws or any other applicable law or statute of the United States of America or the State of Florida; or (g) The City or the SMCRA shall default in the due and punctual payment or performance of covenants under any obligation for the payment of money to the Bank or any other subsidiary or affiliate of the Bank; or (h) A judgment or order shall be rendered against the City or the SMCRA for the payment of money in excess of $100,000 which is not covered by insurance and such judgment or order shall continue unsatisfied or unstayed for a period of more than 30 days. Section 10.2 Effect of Event of Default. Except as otherwise provided in the Bond, immediately and without notice, upon the occurrence of any Event of Default, the Bank may declare all obligations of the City and the SMCRA under the Loan Documents to be immediately due and payable without further action of any kind and upon such declaration the Bond and the interest accrued thereon shall become immediately due and payable. In addition, and regardless whether such declaration is or is not made, the Bank may also seek enforcement of and exercise all remedies available to it under this Agreement, the Bond Ordinance, the SMCRA Loan Resolution, the Act and any other applicable law. Should the City or the SMCRA default in any obligation created by this Agreement or the Bond, the Bank may, in addition to any other remedies set forth in this Agreement or the Bond, either at law or in equity, by suit, action, mandamus or other proceeding in any court of 21 (M14909042) competent jurisdiction, protect and enforce any and all rights under the laws of the State of Florida, or granted or contained in this Agreement, and may enforce and compel the performance of all duties required by this Agreement or by any applicable statutes to be performed by the City or by any officer thereof. ARTICLE XI MISCELLANEOUS Section 11.1 No Waiver; Cumulative Remedies. No failure or delay on the part of the Bank in exercising any right, power, remedy hereunder, or under the Bond or other Loan Documents shall operate as a waiver of the Bank's rights, powers and remedies hereunder, nor shall any single or partial exercise of any such right, power or remedy preclude any other or further exercise thereof, or the exercise of any other right, power or remedy hereunder or thereunder. The remedies herein and therein provided are cumulative and not exclusive of any remedies provided by law or in equity. Section 11.2 Amendments, Changes or Modifications to the Agreement. This Agreement shall not be amended, changed or modified except by written instrument between the Bank, the City and the SMCRA. The City and the SMCRA, jointly and severally, agree to pay all of the Bank's costs and reasonable attorneys' fees incurred in modifying and/or amending this Agreement at the City's or the SMCRA's request or behest. Section 11.3 Counterparts. This Agreement may be executed in any number of counterparts, each of which, when so executed and delivered, shall be an original; but such counterparts shall together constitute but one and the same Agreement, and, in making proof of this Agreement, it shall not be necessary to produce or account for more than one such counterpart. Section 11.4 Severability. If any clause, provision or section of this Agreement shall be held illegal or invalid by any court, the invalidity of such clause, provision or section shall not affect any other provisions or sections hereof, and this Agreement shall be construed and enforced to the end that the transactions contemplated hereby be effected and the obligations contemplated hereby be enforced, as if such illegal or invalid clause, provision or section had not been contained herein. Section 11.5 Term of Agreement. Except as otherwise specified in this Agreement, this Agreement and all representations, warranties, covenants and agreements contained herein or made in writing by the City and the SMCRA in connection herewith shall be in full force and effect from the date hereof and shall continue in effect until as long as the Bond is outstanding. Section 11.6 Notices. All notices, requests, demands and other communications which are required or may be given under this Agreement shall be in writing and shall be deemed to have been duly given when received if personally delivered; when transmitted if transmitted by telecopy, electronic telephone line facsimile transmission or other similar electronic or digital 22 {M1490904 2} transmission method (provided customary evidence of receipt is obtained); the day after it is sent, if sent by overnight common carrier service; and five days after it is sent, if mailed, certified mail, return receipt requested, postage prepaid. In each case notice shall be sent to: If to the City: City Manager City of South Miami 6130 Sunset Drive South Miami, Florida. 33143 Fax Number: 305- 663 -6345 If to the SMCRA: Executive Director City of South Miami Community Redevelopment Agency 6130 Sunset Drive South Miami, Florida 33143 Fax Number: 305- 663 -6345 If to the Bank: SunTrust Bank 777 Brickell Avenue, 46 Floor Miami, Florida 33131 Attention: Institutional and Governmental Banking Fax Number: 305 -579 -7133 or to such other address as either party may have specified in writing to the other using the procedures specified above in this Section 11.6. Section 11.7 Applicable Law. This Agreement, and each of the Loan Documents and transactions contemplated herein, shall be construed pursuant to and governed by the substantive laws of the State. Section 11.8 Binding Effect; Assignment. This Agreement shall be binding upon and inure to the benefit of the successors in interest and permitted assigns of the parties. The City and the SMCRA shall have no rights to assign any of their rights or obligations hereunder without the prior written consent of the Bank. Section 11.9 Conflict. In the event any conflict arises between the terms of this Agreement and the terms of any other Loan Document, the terms of this Agreement shall govern in all instances of such conflict. Section 11.10 No Third Partv Beneficiaries. It is the intent and agreement of the parties hereto that this Agreement is solely for the benefit of the parties hereto and no person not a party hereto shall have any rights or privileges hereunder. Section 11.11 Attorneys Fees. To the extent legally permissible, the City and the Bank agree that in any suit, action or proceeding brought in connection with this Agreement, the Bond, or the Bond Ordinance (including any appeal(s)), the prevailing party shall be entitled to recover costs and attorneys' fees from the other party. 23 (M1490904-21 Section 11.12 Entire Agreement. Except as otherwise expressly provided, this Agreement and the other Loan Documents embody the entire agreement and understanding between the parties hereto and supersede all prior agreements and understandings relating to the subject matter hereof. Section 11.13 Further Assurances. The parties to this Agreement will execute and deliver, or cause to be executed and delivered, such additional or further documents, agreements or instruments and shall cooperate with one another in all respects for the purpose of carrying out the transactions contemplated by this Agreement. Section 11.14 Waiver of Jury Trial. THE CITY, THE SMCRA AND THE BANK IRREVOCABLY AND VOLUNTARILY WAIVE ANY RIGHT THEY MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY CONTROVERSY OR CLAIM BETWEEN THEM, WHETHER ARISING IN CONTRACT, TORT OR BY STATUTE, THAT ARISES OUT OF OR RELATES TO THIS AGREEMENT, THE BOND OR THE BOND ORDINANCE. THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE CITY AND THE BANK TO ENTER INTO THIS AGREEMENT. [Remainder of page intentionally left blank] 24 {M1490904 2} IN WITNESS WHEREOF, the parties have executed this Agreement to be effective between them as of the date of first set forth above. CITY OF SOUTH MIAMI, FLORIDA am Title: City Manager CITY OF SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY Title: Executive Director SUNTRUST BANK Lb-2 (M14909042) Title: Vice President 25 EXHIRIT A May _, 2006 $1,465,000 CITY OF SOUTH MIAMI, FLORIDA COMMUNITY REDEVELOPMENT BOND, SERIES 2006 KNOW ALL MEN BY THESE PRESENTS that the City of South Miami, Florida (the "City "), a municipal corporation created and existing pursuant to the Constitution and the laws of the State of Florida, for value received, promises to pay from the sources hereinafter provided, to the order of SunTrust Bank, or registered assigns (hereinafter, the "Bank" or the "Holder "), the principal sum of $1,465,000, together with interest on the principal balance outstanding at the rate of 4.83% per annum (subject to adjustment as hereinafter provided), based upon a year of 360 days for the actual number of days elapsed. Principal of and interest on this Bond are payable in lawful money of the United States of America at such place as the Bank may designate to the City. For purposes of this Bond, the following definitions shall apply: (1) "Code" means the Internal Revenue Code of 1986, as amended; (2) "Cost of Funds" means 100 multiplied by a fraction, the numerator of which is equal to the total interest expense of SunTrust Bank for its immediately preceding tax year and the denominator of which is equal to the average total assets of SunTrust Bank for such tax year, but not to exceed the cost of Fed Funds. (3) "Fully Taxable Equivalent" means the rate of interest on the Bond multiplied by 1.5084, expressed as a number and not as a percentage. (4) "Maximum Corporate Tax Rate" means the maximum Federal income tax rate applicable to corporations, presently 35 %. (5) "Preference Reduction Rate" means the percentage reduction to be applied to the amount allowable as a deduction under Chapter I of the Code with respect to any financial institution preference item (as such term is defined in Section 291(e) of the Code), presently 20 %. If this Bond is not or ceases to be a "qualified tax- exempt obligation" as defined in Section 265(b) of the Code, the Preference Reduction Rate shall be deemed to increase from twenty percent (20 %) to one hundred percent (100 %). (6) "TEFRA Adjustment" means an adjustment equal to the product of the Cost of Funds multiplied by the applicable Maximum Corporate Tax Rate multiplied by the applicable Preference Reduction Rate. A -1 (M14909042) If for any reason the interest on this Bond becomes includable in the gross income of the holder of this Bond for Federal income tax purposes (an "Event of Taxability "), this Bond shall bear interest from the earliest effective date of such Event of Taxability at a rate per annum equal to the interest rate otherwise borne by this Bond multiplied by 1.5084. In addition to the foregoing, the City shall pay any additions to tax, penalties and interest, and any arrears in interest imposed upon the holder of this Bond on account of an Event of Taxability. All such' additional interest, additions to tax and penalties shall be paid on the next succeeding Payment Date following the date the holder was advised of such Event of Taxability. No Event of Taxability shall be deemed to occur unless the City has been given timely written notice of such occurrence by the Holder of this Bond and, to the extent permitted by law, an opportunity to participate in and seek, at the City's own expense, a final administrative determination by the Internal Revenue Service or determination by a court of competent jurisdiction (from which no further right of appeal exists) as to the occurrence of such Event of Taxability; provided that the City, at its own expense, delivers to the holder of this Bond an opinion of bond counsel acceptable to such holder to the effect that such appeal or action for judicial or administrative review is not without merit and there is a reasonable possibility that the judgment, order, ruling or decision from which such appeal or action for judicial or administrative review is taken will be reversed, vacated or otherwise set aside. The interest rate borne by this Bond shall also be adjusted automatically as of the effective date of any change in the Maximum Corporate Tax Rate or in the Preference Reduction Rate, to the product obtained by multiplying the rate of interest on the Bond by a fraction, the numerator of which is equal to the sum of (i) the product of the Fully Taxable Equivalent times 1 minus the Maximum Corporate Tax Rate in effect as of the date of adjustment, plus (ii) the TEFRA Adjustment in effect as of the date of adjustment, and the denominator of which is equal to the sum of (i) the product of the Fully Taxable Equivalent times 0.65, plus (ii) the TEFRA Adjustment in effect on the date of closing of the Bond. A certificate of the Holder as to any such additional amount or amounts, in the absence of manifest error, shall be final and conclusive. In determining such amount, the Holder may use any reasonable averaging and attribution methods. The principal on this Bond shall be due and payable on February 1, May 1, August 1 and November 1 of each year (each, a "Bond Payment Date "), beginning August 1, 2006, through and including May 1, 2021 (the "Maturity Date "), in the amounts set forth on the payment schedule attached hereto. Interest on this Bond shall be due and payable on each Bond Payment Date beginning on August 1, 2006 until the Maturity Date. The entire unpaid principal balance, together with all accrued and unpaid interest hereon, shall be due and payable in full on the Maturity Date. All payments by the City pursuant to this Bond shall apply first to accrued interest, then to other charges due the Bank, and the balance thereof shall apply to the principal sum due. The principal of and interest on this Bond may be prepaid at the option of the City in whole or in part at any time at a price of par plus accrued interest to the date of prepayment, A -2 (M1490904_2) upon written notice to the Bank given by the City at least five (5) days prior to the date fixed for prepayment. Partial prepayments shall be applied to Bond Payment Dates in the inverse order of their maturity and shall not lower the amounts, or postpone the due dates, of any installments of principal and interest due hereunder. Interest at the lesser of 12% per annum or the maximum lawful rate per annum shall be payable on the entire principal balance owing hereunder from and after the occurrence of and during the continuation of an Event of Default under the Loan Agreement, irrespective of a declaration of maturity. The City to the extent permitted by law hereby waives presentment, demand, protest and notice of dishonor. This Bond is issued pursuant to an Ordinance duly adopted by the City on May 9, 2006, as from time to time amended and supplemented (herein referred to as the "Ordinance "), and a Loan Agreement, dated of even date herewith, between the City, the City of South Miami Community Redevelopment Agency and the Bank (the "Loan Agreement ") and is subject to all the terms and conditions of the Loan Agreement. All terms, conditions and provisions of the Loan Agreement are by this reference thereto incorporated herein as a part of this Bond. Terms used herein in capitalized form and not otherwise defined herein shall have the meanings ascribed thereto in the Loan Agreement. The City has covenanted and agreed in the Loan Agreement to appropriate in its annual budget, by amendment, if necessary, from Non -Ad Valorem Revenues lawfully available in each Fiscal Year, amounts sufficient to pay the principal and interest due on the Bond in accordance with its terms during such Fiscal Year. "Non -Ad Valorem Revenues" means all revenues of the City derived from any source other than ad valorem taxation on real or personal property which the City derived from any source other than ad valorem taxation on real or personal property which are legally available to make the payments required under the Loan Agreement; but only after provision has been made by the City for the payment of all essential or legally mandated services. Such covenant and agreement on the part of the City to budget and appropriate such amounts of Non -Ad Valorem Revenues shall be cumulative to the extent not paid, and shall continue until such Non -Ad Valorem Revenues or other legally available funds in amounts sufficient to make all such required payments shall have been budgeted, appropriated and actually paid. Notwithstanding the foregoing covenant of the City, the City does not covenant to maintain any services or programs, now provided or maintained by the City, which generate Non -Ad Valorem Revenues. Such covenant to budget and appropriate does not create any lien upon or pledge of such Non -Ad Valorem Revenues, nor does it preclude the City from pledging in the future its Non -Ad Valorem Revenues, nor does it require the City to levy and collect any particular Non -Ad Valorem Revenues, nor does it give the Bond Holder a prior claim on the Non -Ad Valorem Revenues as opposed to claims of general creditors of the City. Such covenant to appropriate Non -Ad Valorem Revenues is subject in all respects to the payment of obligations secured by a pledge of such Non -Ad Valorem Revenues heretofore or hereafter entered into (including the A -3 (M14909042) payment of debt service on bonds and other debt instruments). However, the covenant to budget and appropriate in its general annual budget for the purposes and in the manner stated in the Loan Agreement shall have the effect of making available in the manner described herein Non - Ad Valorem Revenues and placing on the City a positive duty to appropriate and budget, by amendment, if necessary, amounts sufficient to meet its obligations under the Loan Agreement, subject, however, in all respects to the terms of the Loan Agreement and the restrictions of Section 166.241(3), Florida Statutes, which provides, in part, that the governing body of each municipality make appropriations for each Fiscal Year which, in any one year, shall not exceed the amount to be received from taxation or other revenue sources; and subject, further, to the payment of services and programs which are for essential public purposes affecting the health, welfare and safety of the inhabitants of the City or which are legally mandated by applicable law. Reference is hereby made to the Loan Agreement for the provisions, among others, relating to the terms, lien and security of the Bond, the custody and application of the proceeds of the Bond, the rights and remedies of the Holder of the Bond, and the extent of and limitations on the City's rights, duties and obligations, to all of which provisions the Holder hereof for himself and his successors in interest assents by acceptance of this Bond. THIS BOND SHALL NOT BE DEEMED TO CONSTITUTE A GENERAL DEBT OR A PLEDGE OF THE FAITH AND CREDIT OF THE CITY, OR A DEBT OR PLEDGE OF THE FAITH AND CREDIT OF THE STATE OF FLORIDA OR ANY POLITICAL SUBDIVISION THEREOF WITHIN THE MEANING OF ANY CONSTITUTIONAL, LEGISLATIVE OR CHARTER PROVISION OR LIMITATION, AND IT IS EXPRESSLY AGREED BY THE HOLDER OF THIS BOND THAT SUCH HOLDER SHALL NEVER HAVE THE RIGHT, DIRECTLY OR INDIRECTLY, TO REQUIRE OR COMPEL THE EXERCISE OF THE AD VALOREM TAXING POWER OF THE CITY OR ANY OTHER POLITICAL SUBDIVISION OF THE STATE OF FLORIDA OR TAXATION IN ANY FORM ON ANY REAL OR PERSONAL PROPERTY FOR THE PAYMENT OF THE PRINCIPAL OF, PREMIUM, IF ANY, AND INTEREST ON THIS BOND OR FOR THE PAYMENT OF ANY OTHER AMOUNTS PROVIDED FOR IN THE LOAN AGREEMENT. It is further agreed between the City and the Holder of this Bond that neither the members of the Governing Body of the City nor any person executing the Bond shall be liable personally on the Bond by reason of its issuance. This Bond may be exchanged or transferred by the Bank hereof but only upon the registration books maintained by the City and in the manner provided in the Loan Agreement. It is hereby certified, recited and declared that all acts, conditions and prerequisites required to exist, happen and be performed precedent to and in the execution, delivery and the issuance of this Bond do exist, have happened and have been performed in due time, form and manner as required by law, and that the issuance of this Bond is in full compliance with and does not exceed or violate any constitutional or statutory limitation. IN WITNESS WHEREOF, the City of South Miami, Florida has caused this Bond to be executed in its name by the manual signature of its City Manager, and attested by the manual A-4 (M14909042) signature of its Clerk and its corporate seal or a facsimile thereof affixed hereto, all as of this 20th day of April, 2006. CITY OF SOUTH MIAMI, FLORIDA go Title: City Manager [SEAL] ATTEST: By: Clerk Pursuant to Resolution No. adopted by the Board of Commissioners of the South Miami Community Redevelopment Agency (the "SMCRA ") on April 10, 2006, the SMCRA has executed the Loan Agreement and hereby guarantees all payments due under this Bond, effective from and after the date on which the Board of County Commissioners of Miami -Dade County gives the approval required by Section 3.6 of the Loan Agreement. CITY OF SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY Title: Executive Director [SEAL] ATTEST: By: Secretary A -5 (M14909042) FORM OF ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto thereunder, and books kept by the City premises. Date: the within Bond and all rights hereby irrevocably constitutes and appoints attorney to transfer the within Bond in the for the registration thereof, with full power of substitution in the SOCIAL SECURITY NUMBER OR FEDERAL IDENTIFICATION NUMBER OF ASSIGNEE NOTICE: The signature of this assignment must correspond with the name as it appears upon the within Bond in every particulate, or any change whatever. [Form of Abbreviations] The following abbreviations, when used in the inscription on the face of the within Bond, shall be construed as though they were written out in full according to the applicable laws or regulations. TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with the right of survivorship and not as tenants in common UNIFORM TRANS MIN ACT - Custodian for (Cust.) (Minor) under Uniform Transfers to Minors Act of (State). Additional abbreviations may also be used though not in the above list. Name and address of assignee for payment and notice purposes Notice: Date: Assignee: By: Title: Payment: A -6 {M14909042) PAYMENT SCHEDULE [to be attached] A -7 (M14909042) FLORIDA LEAGUE OF CITIES PROPOSAL Apr 3, 2006 11:27 am Prepared by Banc of America Securities LLC (Finance 5.017 south miami:FMLCSMIA -2) TABLE OF CONTENTS South Miami $1.5 million for 15 years Florida Municipal Loan Council Rates as of 3 -31 -06 PRELIMINARY NUMBERS Report Page Sources and Uses of Funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 Bond Summary Statistics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 BondPricing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 BondDebt Service . : . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 Net Debt Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 Apr 3, 2006 11:27 am Prepared by Banc of America Securities LLC (Finance 5.017 south miami:FMLCSMIA -2) Page 1 SOURCES AND USES OF FUNDS South Miami $1.5 million for 15 years Florida Municipal Loan Council Rates as of 3 -31 -06 PRELIMINARY NUMBERS Dated Date 05/15/2006 Delivery Date 0511512006 Sources: Bond Proceeds: Par Amount 1,545,000.00 1,545,000.00 Uses: Project Fund Deposits: Project 1,500,000.00 Delivery Date Expenses: Cost of Issuance 6,380.85 Underwriter's Discount 9,254.55 Bond Insurance 9,591.31 Surety Bond Fee 15,000.00 40,226.71 Other Uses of Funds: Additional Proceeds 4,773.29 1,545,000.00 Apr 3, 2006 11:27 am Prepared by Banc of America Securities LLC (Finance 5.017 south miami:FMLCSMIA -2) Page 2 100.000 4.153% 9.138 BOND SUMMARY STATISTICS South Miami $1.5 million for 15 years Florida Municipal Loan Council Rates as of 3 -31 -06 PRELIMINARY NUMBERS Arbitrage Dated Date 05/15/2006 Delivery Date 0511512006 Last Maturity 10/01/2021 Arbitrage Yield 4.358922% True Interest Cost (TIC) 4.220976% Net Interest Cost (NIC) 4.218936% All -In TIC 4.668553% Average Coupon 4.153388% Average Life (years) 9.138 Duration of Issue (years) 7.445 Par Amount 1,545,000.00 Bond Proceeds 1,545,000.00 Total Interest 586,402.96 Net Interest 595,657.51 Total Debt Service 2,131,402.96 Maximum Annual Debt Service 142,065.00 Average Annual Debt Service 138,602.79 Underwriter's Fees (per $1000) 0511512006 Average Takedown 4.220976% Other Fee 5.990000 Total Underwriter's Discount Bid Price Bond Component 5.990000 99.401000 Par Average Average Value Price Coupon Life Serial Bonds 1,545,000.00 100.000 4.153% 9.138 1,545,000.00 9.138 All -In Arbitrage TIC TIC Yield Par Value 1,545,000.00 1,545,000.00 1,545,000.00 +Accrued Interest +Premium (Discount) - Underwriter's Discount (9,254.55) (9,254.55) - Cost of Issuance Expense (6,380.85) -Other Amounts (24,591.31) (24,591.31) Target Value 1,535,745.45 1,504,773.29 1,520,408.69 Target Date 0511512006 0511512006 0511512006 Yield 4.220976% 4.668553% 4.358922% Apr 3, 2006 11:27 am Prepared by Banc of America Securities LLC (Finance 5.017 south miami:FMLCSMIA -2) Page 3 BOND PRICING South Miami $1.5 million for 15 years Florida Municipal Loan Council Rates as of 3 -31 -06 PRELIMINARY NUMBERS Maturity Bond Component Date Serial Bonds: Amount Rate Yield . Price 10/01/2007 75,000 3.590% 3.590% 100.000 10/01/2008 80,000 3.640% 3.640% 100.000 10/01/2009 85,000 3.670% 3.670% 100.000 10/01/2010 85,000 3.700% 3.700% 100.000 10 /01 /2011 90,000 3.730% 3.730% 100.000 10/01/2012 95,000 3.820% 3.820% 100.000 10/01/2013 95,000 3.910% 3.910% 100.000 10 /01 /2014 100,000 3.990% 3.990% 100.000 10/01 /2015 105,000 4.040% 4.040% 100.000 10/01/2016 110,000 4.090% 4.090% 100.000 10/01/2017 115,000 4.240% 4.240% 100.000 10/01/2018 120,000 4.280% 4.280% 100.000 10/01/2019 125,000 4.310% 4.310% 100.000 10/01/2020 130,000 4.340% 4.340% 100.000 10/01/2021 135,000 4.370% 4.370% 100.000 1,545,000 Dated Date Delivery Date First Coupon Par Amount Original Issue Discount Production Underwriter's Discount Purchase Price Accrued Interest Net Proceeds 05/15/2006 05/15/2006 10/01 /2006 1,545,000.00 1,545,000.00 100.000000% (9,254.55) (0.599000) 1,535,745.45 99.401000% 1,535,745.45 Apr 3, 2006 11:27 am Prepared by Banc of America Securities LLC (Finance 5.017 south miami:FMLCSMIA -2) Page 4 BOND DEBT SERVICE South Miami $1.5 million for 15 years Florida Municipal Loan Council Rates as of 3 -31 -06 PRELIMINARY NUMBERS Period Ending Principal Coupon Interest Debt Service Bond Balance Total Bond Value 10/01/2006 23,513.46 23,513.46 1,545,000 1,545,000 10/01/2007 75,000 3.590% 62,241.50 137,241.50 1,470,000 1,470,000 10 /01/2008 80,000 3.640% 59,549.00 139,549.00 1,390,000 1,390,000 10/01/2009 85,000 3.670% 56,637.00 141,637.00 1,305,000 1,305,000 10/01/2010 85,000 3.700% 53,517.50 138,517.50 1,220,000 1,220,000 10 /01/2011 90,000 3.730% 50,372.50 140,372.50 1,130,000 1,130,000 10/01/2012 95,000 3.820% 47,015.50 142,015.50 1,035,000 1,035,000 10/01/2013 95,000 3.910% 43,386.50 138,386.50 940,000 940,000 10/01/2014 100,000 3.990% 39,672.00 139,672.00 840,000 840,000 10/01/2015 105,000 4.040% 35,682.00 140,682.00 735,000 735,000 10/01/2016 110,000 4.090% 31,440.00 141,440.00 625,000 625,000 10/01/2017 115,000 4.240% 26,941.00 141,941.00 510,000 510,000 10/01/2018 120,000 4.280% 22,065.00 142,065.00 390,000 390,000 10/01/2019 125,000 4.310% 16,929.00 141,929.00 265,000 265,000 10 /01/2020 130,000 4.340% 11,541.50 141,541.50 135,000 135,000 10 /01 /2021 135,000 4.370% 5,899.50 140,899.50 1,545,000 586,402.96 2,131,402.96 Apr 3, 2006 11:27 am Prepared by Bane of America Securities LLC (Finance 5.017 south miami:FMLCSMIA -2) Page 5 BOND DEBT SERVICE South Miami $1.5 million for 15 years Florida Municipal Loan Council Rates as of 3 -31 -06 PRELIMINARY NUMBERS Period Ending Principal Coupon Interest Debt Service Annual Debt Service Bond Balance Total Bond Value 10/01/2006 23,513.46 23,513.46 23,513.46 1,545,000 1,545,000 04/01/2007 31,120.75 31,120.75 1,545,000 1,545,000 10/0112007 75,000 3.590% 31,120.75 106,120.75 137,241.50 1,470,000 1,470,000 04/01/2008 29,774.50 29,774.50 1,470,000 1,470,000 10/01/2008 80,000 3.640% 29,774.50 109,774.50 139,549.00 1,390,000 1,390,000 04/01/2009 28,318.50 28,318.50 1,390,000 1,390,000 10/01/2009 85,000 3.670% 28,318.50 113,318.50 141,637.00 1,305,000 1,305,000 04/01/2010 26,758.75 26,758.75 1,305,000 1,305,000 10/01/2010 85,000 3.700% 26,758.75 111,758.75 138,517.50 1,220,000 1,220,000 04/01/2011 25,186.25 25,186.25 1,220,000 1,220,000 10/01/2011 90,000 3.730% 25,186.25 115,186.25 140,372.50 1,130,000 1,130,000 04/01/2012 23,507.75 23,507.75 1,130,000 1,130,000 10/01/2012 95,000 3.820% 23,507.75 118,507.75 142,015.50 1,035,000 1,035,000 04/01/2013 21,693.25 21,693.25 1,035,000 1,035,000 10/0112013 95,000 3.910% 21,693.25 116,693.25 138,386.50 940,000 940,000 04/01/2014 19,836.00 19,836.00 940,000 940,000 10/01/2014 100,000 3.990% 19,836.00 119,836.00 139,672.00 840,000 840,000 04/01/2015 17,841.00 17,841.00 840,000 840,000 10/01/2015 105,000 4.040% 17,841.00 122,841.00 140,682.00 735,000 735,000 0410112016 15,720.00 15,720.00 735,000 735,000 10/01/2016 110,000 4.090% 15,720.00 125,720.00 141,440.00 625,000 625,000 04/01/2017 13,470.50 13,470.50 625,000 625,000 10/01/2017 115,000 4.240% 13,470.50 128,470.50 141,941.00 510,000 510,000 04/01/2018 11,032.50 11,032.50 510,000 510,000 10/01/2018 120,000 4.280% 11,032.50 131,032.50 142,065.00 390,000 390,000 04/0112019 8,464.50 8,464.50 390,000 390,000 10/01/2019 125,000 4.310% 8,464.50 133,464.50 141,929.00 265,000 265,000 04/0112020 5,770.75 5,770.75 265,000 265,000 10/01/2020 130,000 4.340% 5,770.75 135,770.75 141,541.50 135,000 135,000 04/01/2021 2,949.75 2,949.75 135,000 135,000 10/01/2021 135,000 4.370% 2,949.75 137,949.75 140,899.50 1,545,000 586,402.96 2,131,402.96 2,131,402.96 Apr 3, 2006 11:27 am Prepared by Banc of America Securities LLC (Finance 5.017 south miami:FMLCSMIA -2) Page 6 NET DEBT SERVICE South Miami $1.5 million for 15 years Florida Municipal Loan Council Rates as of 3 -31 -06 PRELIMINARY NUMBERS Period Total Net Ending Principal Interest Debt Service Trustee Fee Admin Fee Debt Service 10/01/2006 23,513.46 23,513.46 324 583.67 24,421.13 10/01/2007 75,000 62,241.50 137,241.50 648 1,545.00 139,434.50 10/01/2008 80,000 59,549.00 139,549.00 648 1,470.00 141,667.00 10/01/2009 85,000 56,637.00 141,637.00 648 1,390.00 143,675.00 10/01 /2010 85,000 53,517.50 138,517.50 648 1,305.00 140,470.50 10/01 /2011 90,000 50,372.50 140,372.50 648 1,220.00 142,240.50 10/01/2012 95,000 47,015.50 142,015.50 648 1,130.00 143,793.50 10/01/2013 95,000 43,386.50 138,386.50 648 1,035.00 140,069.50 10/01/2014 100,000 39,672.00 139,672.00 648 940.00 141,260.00 10/01 /2015 105,000 35,682.00 140,682.00 648 840.00 142,170.00 10/01/2016 110,000 31,440.00 141,440.00 648 735.00 142,823.00 10/01/2017 115,000 26,941.00 141,941.00 648 625.00 143,214.00 10/0112018 120,000 22,065.00 142,065.00 648 510.00 143,223.00 10/01/2019 125,000 16,929.00 141,929.00 648 390.00 142,967.00 10101/2020 130,000 11,541.50 141,541.50 648 265.00 142,454.50 10/01/2021 135,000 5,899.50 140,899.50 648 135.00 141,682.50 1,545,000 586,402.96 2,131,402.96 10,044 14,118.67 2,155,565.63 YFWOat��g4 its 2001 I'Waking our Neighborhood a Great Place to Live, Work and Play" To: Honorable Chair and SMCRA Board Members From: Yvonne Soler- McKinit SMCRA Acting Execu RESOLUTION Date: May 8, 2006 ITEM No. PLEDGING TIF FUNDING TO SUPPORT SMCRA BONDING PROGRAM A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY ( SMCRA) RELATING TO THE SMCRA'S LONG -TERM BOND FINANCING PROGRAM; AUTHORIZING A PLEDGE OF TAX INCREMENT FINANCING (TIF) REVENUES TO FINANCE THE SMCRA LONG -TERM BONDING PROGRAM; AND PROVIDING AN EFFECTIVE DATE. BACKGROUND On May 3, 2005, the Board of County Commissioners approved Resolution No. 466 -05 amending the SMCRA Redevelopment Plan and extending the life of the Agency for fifteen years beyond the June 1, 2005 sunset provision identified in the original interlocal agreement between the City of South Miami, the SMCRA and Miami -Dade County. The extension for the term of the Agency was granted in order to provide the necessary time to implement the goals and objectives identified in the Plan Update. The conditions of approval involved a sunset review within two years, if no long term financing agreement supported by tax increment financing revenues is completed by June 1, 2007. The long -term financing agreement would be secured through a pledge of tax increment financing revenues and be linked to a viable economic redevelopment initiative identified in the SMCRA Plan Update. On April 10, 2006, the SMCRA Board authorized the Executive Director to execute a short term bond financing agreement with SunTrust Bank in the amount of $1,465,000 to acquire five land parcels required for development of Madison Square. On April 18, 2006, the City Commission approved an ordinance on first reading authorizing the City Manager to execute the bond financing agreement with SunTrust Bank on behalf of the City of South Miami as principal and SMCRA as the co- signer of the documents. As part of the SMCRA's long -term bond financing program, the SMCRA subsequently intends to enter into a long -term financing agreement with Florida League of Cities Loan Council. To implement the SMCRA bond financing program, a guaranteed pledge of TIF revenues must be approved in order to finance the SunTrust Bank short-term financing bond and the Florida League of Cities long -term financing bond. RECOMMENDATION Staff recommends approval of the attached resolution pledging TIF funding to finance the SunTrust bond and Florida League of Cities Municipal Loan Council bond; and requesting that the City Commission and Miami -Dade County Commission approve the pledging of TIF revenues to support the program. Attachmcnt: Draft Resolution and Exhibits YSM/DOD /SD jarwo \\MCGRUFF\PLANNINGI A \SMCRA TIF Pledge For Bonding Progrmn.doc I RESOLUTION NO. 2 3 A RESOLUTION OF THE SOUTH MIAMI COMMUNITY 4 REDEVELOPMENT AGENCY ( SMCRA) RELATING TO THE 5 SMCRA'S LONG -TERM BOND FINANCING PROGRAM; 6 AUTHORIZING A PLEDGE OF TAX INCREMENT FINANCING 7 (TIF) REVENUES TO FINANCE THE SMCRA LONG -TERM 8 BONDING PROGRAM; AND PROVIDING AN EFFECTIVE DATE. 9 10 WHEREAS, on May 3, 2005, the Board of County Commissioners 11 approved Resolution No. 466 -05 amending the plan and extending the life of the 12 SMCRA for 15 years beyond the June 1, 2005 sunset provision for the SMCRA's 13 interlocal agreement with the County and providing for a sunset review within two 14 years of the extension, if no long term financing agreement supported by tax 15 increment financing revenues is completed by June 1, 2007; and, 16 17 WHEREAS, on April 10, 2006, the SMCRA Board authorized the 18 Executive Director to execute a fifteen year bond financing agreement with 19 SunTrust Bank in the amount of $1,465,000 to acquire five land parcels required 20 for development of Madison Square; and 21 22 WHEREAS, On April 18, 2006, the City Commission approved an 23 ordinance on first reading authorizing the City Manager to execute the fifteen year 24 bond financing agreement with SunTrust Bank on behalf of the City of South 25 Miami as principal and SMCRA as the co- signer of the documents; and 26 27 WHEREAS, as part of the SMCRA's long -term bond financing program, 28 the SMCRA subsequently intends to enter into a fifteen year financing agreement 29 with Florida League of Cities Loan Council which bonding program provides 30 more favorable long term rates to the SMCRA; and 31 32 WHEREAS, execution of bond financing agreements with SunTrust Bank 33 and the Florida League of Cities Loan Council would be based upon the SMCRA 34 reimbursing bonds through a pledge of future TIF revenues; and 35 36 WHEREAS, the SMCRA is seeking City Commission and County 37 Commission approval to pledge TIF revenues towards repayment of the SunTrust 38 financing bond in short term, and ultimately to pledge the TIF revenues for the 39 Florida League of Cities Municipal Loan Council bond financing; and 40 41 Pagel of 2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 NOW THEREFORE BE IT RESOLVED BY THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SOUTH MIAMI, FLORIDA THAT: Section 1. The above whereas clauses are incorporated by reference. Section 2. The South Miami Community Redevelopment Agency (SMCRA) pledges TIF funding for its long term bond financing program first through a 15 year term interim bond with SunTrust and thereafter with a 15 year bond with the Florida League of Cities Municipal Loan Council. The SunTrust Bank loan -document and the Florida League of Cities Municipal Loan Council term sheet are attached to this resolution as composite Exhibit 1. Section 3. This resolution shall take effect immediately upon adoption. PASSED AND ADOPTED this day of May, 2006. ATTEST: APPROVED: City of South Miami Community Redevelopment Agency Clerk READ AND APPROVED AS TO FORM: Eve A. Boutsis, General Counsel Page 2 of 2 Chairperson Horace Feliu Board Vote: Chairperson Feliu: Vice Chairperson Wiscombe: Board Member Palmer: Board Member Birts: Board Member Beckman: Board Member Ellis: Board Member Williams: JEFFREY D. DECARLO CALIFORNIA ADORNO & MOSS A LIMITED LIABILITY PARTNERSHIP 2525 PONCE DE LEON BOULEVARD, SUITE 400 MIAMI, FLORIDA 33134-5012 PHONE: (305) 460-1000. FAX: (305) 450-1422 W W W.ADORNO. COM May 3, 2006 Eve Boutsis, Esq. Nagin Gallop Figueredo, P.A. 18001 Old Cutler Road Suite 556 Palmetto Bay, FL 33157 Re: $1,465,000 City of South Miami, Florida Community Redevelopment Bond, Series 2006 / Loan from SunTrust Dear Eve: DIRECT UNE: C30 5) 450-12 76 EMAIL: JDCQADORNO.COM You have asked for my opinion, as bond counsel to SunTrust Bank in connection with the above - captioned .Bond, whether Article IV, Section 4(D) of the Charter of the City of South Miami (the "City ") prohibits the City from obtaining a loan with a term in excess of five (5) years to acquire property for community redevelopment. The Charter section referred to above states: "No contract involving the payment of money out of the appropriations of more than one year shall be made for a period of more than five years, nor shall any such contract be valid unless made or approved by ordinance. The Commission shall provide budget and appropriate funds in each succeeding budget for contracts extending more than one year. This section shall not restrict the term of General Obligation or Revenue Bonds." In order for the City (or any governmental entity in Florida) to borrow money in any manner, it must comply with Florida laws governing the issuance of bonds. This includes borrowing money from a bank. Although borrowing from a bank is often referred to as a "loan", it is no different, from a legal perspective, from selling bonds in the public markets to multiple investors; all such bond investors are, in effect, "loaning" money to the City. The difference with a bank loan is that there is only one bondholder, namely the bank. In this instance, where the City is entering into a loan with SunTrust Bank (the "Bank "), the borrowing will be evidenced by a Bond, which specifies the repayment (M 1496907 1) FLORIDA GEORGIA ILLINOIS MAs3ACHUSEITs New JERSEY NEw YORK TEXAS WASHINGTON, D.C. Eva Boutsis, Esq. Nagin Gallo Figueredo, P.A. May 3, 2006 Page 2 terms (akin to a promissory note), and by a loan agreement, which sets forth more details regarding the relationship between the Bank, as lender, and the City, as borrower. Municipal borrowing by the City is governed by, among other things, .Chapter 166, Part II, Florida Statutes. Section 166.101(1) defines the term "bond" as follows: "The term "bond" includes bonds, debentures, notes, certificates of indebtedness, mortgage certificates, or other obligations or evidences of indebtedness of any type or character." Section 166.111 states that the "governing body of any municipality may borrow money, contract loans and issue bonds as defined in §166.101... for the purposes permitted by the State Constitution..." As is evident, Florida Iaw uses the words "bonds ", "notes ", "obligations" and "evidences of indebtedness ", as well as "borrow money" and "contract Ioans", interchangeably. Thus, no matter what one calls it, borrowing money or obtaining a loan is the same as issuing bonds, and the same laws govern. Therefore, it is my opinion that Article IV, Section 4(D) of the City Charter does not restrict the term of the Community Redevelopment Bonds (also referred to as the loan from SunTrust Bank) to five years because the obligation constitutes a "Revenue Bond" under that section of the Charter. This conclusion also applies to last year's loans from the Bank for the purchases of the Van Smith property and the YMCA property. Very truly yours, ADPyv. YO , LLP Je Ca rlo C-6 JDC /gr {M 14%907_1) CALIFORNIA FLORIDA GEORGIA ILUNOIS MAssAGHUSETTs NEw JERSEY NEW YORK TEXAS WASHINGTON. D.C. EXHIBIT 1 LOAN AGREEMENT (BOND AGREEMENT) This LOAN AGREEMENT (BOND AGREEMENT) (this "Agreement ") is made and entered into as of May _, 2006, and is by and between the City of South Miami, Florida, a Florida municipal corporation, and its successors and assigns (the "City "), the City of South Miami Community Redevelopment Agency, a public body corporate and .politic of the State of Florida, and its successors and assigns (the "SMCRA "), and SunTrust Bank, a Georgia banking corporation, and its successors and assigns as holder of the hereinafter defined Bond (the "Bank "); WHEREAS, the SMCRA is a legally separate agency from the City established by Ordinance No. 12 -97 -1633 adopted by the City Commission of the City (the "Commission") on April 15, 1997 (the " SMCRA Enabling Ordinance "); WHEREAS, the County Commission (the "County Commission ") of Miami -Dade County (the "County ") approved the SMCRA plan on May 19, 1998 via County Ordinance Nos. 98 -79 and 98 -80; WHEREAS, on May 3, 2005, the Board of Commissioners of the SMCRA (the " SMCRA Board ") approved Resolution No. 466 -05 amending the plan and extending the life of the SMCRA for 15 years beyond the June 1, 2005 sunset provision for the SMCRA's interlocal agreement with the County and providing for a sunset review within two years of the extension, if no long term financing agreement supported by tax increment financing revenues is completed within the two year period; WHEREAS, the SMCRA's amended plan was adopted on by the County Commission on May 5, 2005 via Resolution No. R- 466 -05, and contemplates the construction of a mixed use economic development project known as Madison Square; WHEREAS, to develop the Madison Square mixed use project, the SMCRA needs to purchase several essential parcels (the "Project "); WHEREAS, the SMCRA accepted the proposal of the Bank to provide financing for the purchase; WHEREAS, execution of a long -term loan agreement would be based upon the SMCRA reimbursing bond financing through a pledge of future TIF revenues; WHEREAS, the SMCRA would have to obtain County Commission approval for such long term financing (such approval is hereinafter referred to as the "County Approval "), and as the properties to be purchased may be lost at foreclosure auction, the SMCRA requires the assistance of the City of South Miami with the financing; WHEREAS, the SMCRA Board at its April 10, 2006 meeting approved a resolution (the " SMCRA Loan Resolution ") authorizing the Executive Director to execute a loan agreement ( M 1490904_2 ) with SunTrust Bank to purchase five properties required for the development of the Madison Square Project; WHEREAS, the City Commission did, on May 9, 2006, adopt an Ordinance (the 'Bond Ordinance ") authorizing a bond from the Bank, in the principal amount not to exceed $1,465,000, for the purpose of assisting the SMCRA in obtaining the financing by issuing its bonds, which will be guaranteed by the SMCRA effective upon receipt of County Approval; WHEREAS, the City hereby determines that it is desirable and in the best interest of the City to enter into this Agreement whereby the City will borrow funds on behalf of the SMCRA (the "Loan") from the Bank to be used for the Project; and WHEREAS, the obligation of the City to repay such Loan shall be evidenced by the delivery of a Community Redevelopment Bond (the "Bond ") to the Bank in the principal amount of the Loan, which Bond will be guaranteed hereunder by the SMCRA effective upon receipt of the County Approval; and WHEREAS, the Bond shall be issued pursuant to the terms and provisions of the Bond Ordinance and this Agreement; and WHEREAS, the execution and delivery of this Agreement have been duly authorized by the Bond Ordinance and the SMCRA Resolution. NOW, THEREFORE, the parties hereto, intending to be legally bound hereby and in consideration of the mutual covenants hereinafter contained, DO HEREBY AGREE as follows: DEFINITION OF TERMS Section 1.1 Definitions. The words and terms used in this Agreement shall have the meanings as set forth in the Bond Ordinance and in the recitals above, unless otherwise defined herein. Unless the context shall otherwise require, the following words and terms as used in this Agreement shall have the following meanings: "Act" means Part II of Chapter 166, Florida Statutes, as amended, Part III of Chapter 163, Florida Statutes, as amended, the Charter of the City, the SMCRA Enabling Ordinance and other applicable provisions of law. "Agreement" means this Loan Agreement and any and all modifications, alterations, amendments and supplements hereto made in accordance with the provisions hereof. "Annual Debt Service Requirement" means for a given Fiscal Year the amount required to pay the principal and interest coming due on the Bond during that Fiscal Year. "Bond Counsel" means counsel experienced in matters relating to the validity of, and the exclusion from gross income for federal income tax purposes of interest on; obligations of states and their political subdivisions. (M 1490904_2 ) "Business Day" means any day which is not a Saturday, Sunday or legal holiday in Miami, Florida. "City Manager" means the City Manager of the City. "Clerk" means the Clerk or any Deputy Clerk of the City. "Code" means the Internal Revenue Code of 1986, as amended, including the applicable regulations of the Department of the Treasury (including applicable final regulations, temporary regulations and proposed regulations), the applicable rulings of the Internal Revenue Service (including published Revenue Rulings and private letter rulings) and applicable court decisions. "Dated Date" means the date of issuance of the Bond. "Event of Default" shall mean an event of default specified in Article VIII of this Agreement. "Executive Director" means the Executive Director of the SMCRA. "Fiscal Year" means the period commencing on October 1 of each year and ending on the succeeding September 30, or such other consecutive 12 -month period as may be hereafter designated as the fiscal year of the City or the SMCRA, as applicable, pursuant to general law. "Governing Body" means, as to the City, the City Commission of the City, or its successor in function, and, as to the SMCRA, the SMCRA Board, or its successor in function_ "Holder" means the registered owner (or its authorized representatives) of the Bond from time to time, initially the Bank. "Loan" means the outstanding principal amount of the Bond issued hereunder. "Loan Documents" means this Agreement, the Bond, the Bond Ordinance and all other documents, agreements, certificates, schedules, notes, statements, and opinions, however described, referenced herein or executed or delivered pursuant hereto or in connection with or arising with the Loan or the transaction contemplated by this Agreement. "Mayor" means the Mayor of the City and such other person as may be authorized to act on his or her behalf. "Non -Ad Valorem Revenues" means all revenues of the City or the SMCRA, as applicable, derived from any source other than ad valorem taxation on real or personal property and which are legally available to make the payments required under this Agreement; but only after provision has been made by the City or the SMCRA, as applicable, for the payment of all essential or legally mandated services. With respect to the SMCRA, Non -Ad Valorem Revenues shall be deemed to include tax increment revenues, including revenues deposited into a redevelopment trust fund pursuant to Section 163.387, Florida Statutes. (M1490904_2) "Bond" means the City's Community Redevelopment Bond, Series 2006, authorized to be issued hereunder in an aggregate principal amount $1,465,000. "Bond Payment Date" means each February 1, May 1, August 1 and November 1, commencing August 1, 2006. "Person" means natural persons, firms, trusts, estates, associations, corporations, partnerships and public bodies. "State" means the State of Florida. "Supplemental Ordinance" means any Ordinance of the City amending or supplementing the Ordinance in accordance with the terms and provisions thereof. Section 1.2 Interpretation. Unless the context clearly requires otherwise, words of masculine gender shall be construed to include correlative words of the feminine and neuter genders and vice versa, and words of the singular number shall be construed to include correlative words of the plural number and vice versa. This Agreement and all the terms and provisions hereof shall be construed to effectuate the purposes set forth herein and to sustain the validity hereof. Section 1.3 Titles and Headings. The titles and headings of the articles and sections of this Agreement have been inserted for convenience of reference only and are not to be considered a part hereof, shall not in any way modify or restrict any of the terms and provisions hereof, and shall not be considered or given any effect in construing this Agreement or any provision hereof or in ascertaining intent, if any question of intent should arise. ARTICLE II REPRESENTATIONS OF CITY The City represents and warrants to the Bank that: Section 2.1 Powers of City. The City is duly organized and validly existing as a municipal corporation under the laws of the State. The City has the power to borrow the amount provided for in this Agreement, to execute and deliver the Loan Documents, to secure the Bond in the manner contemplated hereby, and to perform and observe all the terms and conditions of the Bond and this Agreement on its part to be performed and observed. The City may lawfully issue the Bond in order to obtain funds to finance the Project. Section 2.2 Authorization of Loan. The City has, had, or will have, as the case may be, full legal right, power, and authority to adopt the Bond Ordinance and to execute and deliver this Agreement, to issue, sell, and deliver the Bond to the Bank, and to carry out and consummate all other transactions contemplated hereby and by the Loan Documents, and the City has complied and will comply with all provisions of applicable law in all material matters relating to such transactions. The City, by the Bond Ordinance, has duly authorized the (M14909042) borrowing of the amount provided for in this Agreement, the execution and delivery of this Agreement, and the making and delivery of the Bond to the Bank, and to that end the City warrants that it will take all action and will do all things which it is authorized by law to take and to do in order to fulfill all covenants on its part to be performed and to provide for and to assure payment of the Bond. The City has duly adopted the Bond Ordinance and authorized the execution, delivery, and performance of the Bond and the Agreement and the taking of any and all other such action as may be required on the part of the City to carry out, give effect to and consummate the transactions contemplated by the Loan Documents. The Bond has been duly authorized, executed, issued and delivered to the Bank and constitutes a legal, valid and binding obligation of the City enforceable in accordance with its terms and the terms of the Bond Ordinance, and is entitled to the benefits and security of the Bond Ordinance and this Agreement. All approvals, consents, and orders of and filings with any governmental authority or agency which would constitute a condition precedent to the issuance of the Bond or the execution and delivery of or the performance by the City of its obligations under the Loan Documents have been obtained or made and any consents, approvals, and orders to be received or filings so made are in full force and effect. Section 2.3 Agreements. The making and performing by the City of this Agreement will not violate any provision of the Act, or any ordinance or resolution of the City, or any regulation, order or decree of any court, and will not result in a breach of any of the terms of any agreement or instrument to which the City is a party or by which the City is bound. The Loan Documents constitute legal, valid and binding obligations of the City enforceable in accordance with their respective terms. Section 2.4 Litigation, Etc. There are no actions or proceedings pending against the City or affecting the City or, to the knowledge of the City, threatened, which, either in any case or in the aggregate, might result in any material adverse change in the financial condition of the City, or which question the validity of this Agreement, the Bond or any of the other Loan Documents or of any action taken or to be taken in connection with the transactions contemplated hereby or thereby. The City is not in default in any material respect under any agreement or other instrument to which it is a party or by which it may be bound. Section 2.5 Financial Information. The financial information regarding the City furnished to the Bank by the City in connection with the Loan is complete and accurate, and there has been no material and adverse change in the financial condition of the City from that presented in such information. ARTICLE III REPRESENTATIONS OF SMCRA The SMCRA represents and warrants to the Bank that: Section 3.1 Powers of SMCRA. The SMCRA is a public body corporate and politic duly organized and validly existing under the laws of the State. Subject to Section 3.6 hereof, the SMCRA has the power to guarantee the amount provided for in this Agreement, to execute s (M14909042) and deliver the Loan Documents, to secure the Bond in the manner contemplated hereby, and to perform and observe all the terms and conditions of the Bond and this Agreement on its part to be performed and observed. Subject to Section 3.6 hereof, the SMCRA may lawfully guarantee the Bond in order to obtain funds to finance the Project. Section 3.2 Authorization of Loan. Subject to Section 3.6 hereof, the SMCRA has, had or will have, as the case may be, full legal right, power, and authority to adopt the SMCRA Loan Resolution and to execute and deliver this Agreement, to guarantee the Bond to the Bank, and to carry out and consummate all other transactions contemplated hereby and by the Loan Documents, and the SMCRA has complied and will comply with all provisions of applicable law in all material matters relating to such transactions. The SMCRA, by the SMCRA Loan Resolution, has duly authorized the guarantee of the amount provided for in this Agreement, the execution and delivery of this Agreement, and the guarantee of the Bond to the Bank, and to that end the SMCRA warrants that it will take all action and will do all things which it is authorized by law to take and to do in order to fulfill all covenants on its part to be performed and to provide for and to assure payment of the Bond. The SMCRA has duly adopted the SMCRA Loan Resolution and authorized the execution, delivery, and performance of the Agreement and the guarantee of the Bond and the taking of any and all other such action as may be required on the part of the SMCRA to carry out, give effect to and consummate the transactions contemplated by the Loan Documents. The guarantee of the Bond has been duly authorized, executed, issued and delivered to the Bank and constitutes a legal, valid and binding obligation of the SMCRA enforceable in accordance with its terms and the terms of the SMCRA Loan Resolution, and is entitled to the benefits and security of the SMCRA Loan Resolution and this Agreement. Subject to Section 3.6 hereof, all approvals, consents, and orders of and filings with any governmental authority or agency which would constitute a condition precedent to the guarantee of the Bond or the execution and delivery of or the performance by the SMCRA of its obligations under the Loan Documents have been obtained or made and any consents, approvals, and orders to be received or filings so made are in full force and effect. Section 3.3 Agreements. Subject to Section 3.6 hereof, the making and performing by the SMCRA of this Agreement will not violate any provision of the Act, or any ordinance or resolution of the SMCRA, or any regulation, order or decree of any court, and will not result in a breach of any of the terms of any agreement or instrument to which the SMCRA is a party or by which the SMCRA is bound. Subject to Section 3.6 hereof, the Loan Documents constitute legal, valid and binding obligations of the SMCRA enforceable in accordance with their respective terms. Section 3.4 Litigation, Etc. There are no actions or proceedings pending against the SMCRA or affecting the SMCRA or, to the knowledge of the SMCRA, threatened, which, either in any case or in the aggregate, might result in any material adverse change in the financial condition of the SMCRA, or which question the validity of this Agreement, the guarantee of the Bond or any of the other Loan Documents or of any action taken or to be taken in connection with the transactions contemplated hereby or thereby. The SMCRA is not in default in any material respect under any agreement or other instrument to which it is a party or by which it may be bound. (M14909042) Section 3.5 Financial Information. The financial information regarding the SMCRA furnished to the Bank by the SMCRA in connection with the Loan is complete and accurate, and there has been no material and adverse change in the financial condition of the SMCRA from that presented in such information. Section 3.6 County Approval. It is understood by the parties hereto that the obligations of the SMCRA hereunder and under the Bond are subject to the County Approval, and that notwithstanding the execution of this Agreement and the Bond by the SMCRA on the date hereof, the obligations of the SMCRA are not effective until the County Approval has been received. All of the representations, warranties and covenants of the SMCRA hereunder are subject to such County Approval. The SMCRA covenants that it will take all steps necessary to obtain the County Approval. If such approval is obtained, the SMCRA's covenant to budget and appropriate its Non -Ad Valorem Revenues as specified in Section 5.3 hereof shall attach automatically, without the need for any further approval by the SMCRA or the City or any amendment to this Agreement. ARTICLE IV COVENANTS OF THE CITY Section 4.1 Affirmative Covenants. The City covenants, for so long as any of the principal amount of or interest on the Bond is outstanding and unpaid or any duty or obligation of the City hereunder or under any of the other Loan Documents remains unpaid or unperformed, as follows: (a) Use of Proceeds. The City covenants that the proceeds from the Bond will be used only to finance the Project and to pay closing costs. The City represents that, as of the date of issuance of the Bond, there are no other bonds or obligations of the City secured by a covenant to budget and appropriate from its Non -Ad Valorem Revenues, other than (i) the $573,366.50 City of South Miami, Florida Land Acquisition Promissory Note, Series 2005 (the "Land Acquisition Note "), (ii) the $1,425,000 City of South Miami, Florida Promissory Note, Series 2005A (YMCA Property) (the "2005 A YMCA Note "), (iii) the $500,000 City of South Miami, Florida Promissory Note, Series 2005B (YMCA Property) (the "2005 B YMCA Note "), (iv) the $850,000 City of South Miami, Florida Taxable Promissory Note, Series 2005C (YMCA Property) (the "2005 C YMCA Note "), (v) the $2,200,000 Florida Municipal Loan, Series 2001A (the "2001A Loan ") and (vi) the $6,500,000 Florida Municipal Loan, Series 2002A (the "2001A Loan"). This representation does not apply to any future bonds or obligations issued by the City. (b) Notice of Defaults. The City shall within ten (10) days after it acquires knowledge thereof, notify the Bank in writing upon the happening, occurrence, or existence of any Event of Default, and any event or condition which with the passage of time or giving of notice, or both, would constitute an Event of Default, and shall provide the Bank with such (M14909042) written notice, a detailed statement by a responsible officer of the City of all relevant facts and the action being taken or proposed to be taken by the City with respect thereto. (c) Records. The City agrees that any and all records of the City shall be open to inspection by the Bank or its representatives at all reasonable times at the offices of the City. (d) Maintain Existence. The City shall do all things lawfully within its power to maintain its existence as a municipal corporation of the State, and shall not voluntarily dissolve. (e) Notice of Liabilities. The City shall promptly inform the Bank of any actual or potential contingent liabilities or pending or threatened litigation of any amount that could reasonably be expected to have a material and adverse effect upon the financial condition of the City. (f) Insurance. The City shall maintain such liability, casualty and other insurance as is reasonable and prudent for similarly situated municipal corporations of the State and shall upon the request of the Bank, provide evidence of such coverage to the Bank. (g) Comply with Laws. The City is in compliance with and shall comply with all applicable federal, state and local laws and regulatory requirements. (h) Taxes. In the event the Bond, this Agreement or any other Loan Document should be subject to the excise tax on documents or the intangible personal property tax, or any similar tax, of the State of Florida, the City shall pay such taxes or reimburse the Bank for any such taxes paid by it. (i) Investments. The City shall invest only in obligations permitted by Section 218.345, Florida Statutes. Section 4.2 Bank Fees and Expenses. The City hereby agrees to pay the Bank a commitment fee of $1,500.00 and the fees and expenses of counsel to the Bank in connection with the issuance of the Bond in the amount of $7,500.00, plus reasonable out of pocket expenses, said amounts to be due and payable upon the issuance of the Bond. Section 4.3 Registration and Exchange of Bonds; Persons Treated as Owners. So long as the Bond shall remain unpaid, the City will keep books for the registration and transfer of the Bond. The Bond shall be transferable only upon such registration books. The City will transfer the registration of a Bond upon written request of the Bank specifying the name, address and taxpayer identification number of the transferee. The Person in whose name the Bond shall be registered shall be deemed and regarded as the absolute owner thereof for all purposes, and payment of principal and interest on the Bond shall be made only to or upon the written order of such Person. All such payments shall be valid and effectual to satisfy and discharge the liability upon the Bond to the extent of the sum or sums so paid. s (M14909042} Section 4.4 Payment of Principal and Interest. The City promises, jointly and severally with the SMCRA (but subject to Section 3.6 with respect to the obligations of the SMCRA), that it will promptly pay the principal of and interest on the Bond at the place, on the dates and in the manner provided therein according to the true intent and meaning hereof and thereof, provided that the principal of and interest on the Bond is secured solely as provided in Section 4.5 hereof, and nothing in the Bond or in the Bond Ordinance shall be construed as pledging any funds or assets of the City to such payment or authorizing such payment to be made from any other source. The obligation of the City set forth in the preceding sentence shall be deemed satisfied to the extent the SMCRA has made such payment. The Bond shall not be or constitute a general obligation or indebtedness of the City within the meaning of the Constitution of Florida, but shall be payable solely from and secured in the manner and to the extent provided in Section 4.5. No Holder shall ever have the right to compel the exercise of the ad valorem taxing power of the City or taxation in any form on any real or personal property to pay such Bond or the interest thereon, nor shall any Holder be entitled to payment of such principal and interest from any other funds of the City other than the Non -Ad Valorem Revenues, all in the manner and to the extent herein provided. Section 4.5 Covenant to Budget and Appropriate. The City hereby covenants and agrees to appropriate in its annual budget, by amendment, if necessary, from Non -Ad Valorem Revenues lawfully available in each Fiscal Year, amounts sufficient to pay the principal and interest due on the Bond in accordance with it terms during such Fiscal Year. Such covenant and agreement on the part of the City to budget and appropriate such amounts of Non -Ad Valorem Revenues shall be cumulative to the extent not paid, and shall continue until such Non -Ad Valorem Revenues or other legally available funds in amounts sufficient to make all such required payments shall have been budgeted, appropriated and actually paid. Notwithstanding the foregoing covenant of the City, the City does not covenant to maintain any services or programs, now provided or maintained by the City, which generate Non -Ad Valorem Revenues. Such covenant to budget and appropriate does not create any lien upon or pledge of such Non -Ad Valorem Revenues, nor does it preclude the City from pledging in the future its Non -Ad Valorem Revenues, nor does it require the City to levy and collect any particular Non -Ad Valorem Revenues, nor does it give the Bond Holder a prior claim on the Non -Ad Valorem Revenues as opposed to claims of general creditors of the City. Such covenant to appropriate Non -Ad Valorem Revenue is subject in all respects to the payment of obligations secured by a pledge of such Non -Ad Valorem Revenues heretofore or hereafter entered into (including the payment of debt service on bonds and other debt instruments). However, the covenant to budget and appropriate in its general annual budget for the purposes and in the manner stated herein shall have the effect of making available in the mariner described herein Non -Ad Valorem Revenues and placing on the City a positive duty to appropriate and budget, by amendment, if necessary, amounts sufficient to meet its obligations under this Agreement, subject, however, in all respects to the terms of this Agreement and the restrictions of Section 166.241(3), Florida Statutes, which provides, in part, that the governing body of each municipality make appropriations for each Fiscal Year which, in any one year, shall not exceed the amount to be received from taxation or other revenue sources; and subject, further, to the payment of services and programs which are for essential public purposes affecting the health, welfare and safety of the inhabitants of the City or which are legally mandated by applicable law. (M14909042) Section 4.6 Prepayment. The City shall be entitled to prepay the Bond prior to maturity in whole or in part at any time at a price of par plus accrued interest to the date of prepayment, upon written notice to the Holder given by the City at least five (5) days prior to the date fixed for prepayment. Section 4.7 Business Days. In any case where the due date of interest on or principal of the Bond is not a Business Day, then payment of such principal or interest need not be made on such date but may be made on the next succeeding Business Day, provided that credit for payments made shall not be given until the payment is actually received by the Bank. Section 4.8 Officers and Employees of the Citv Exempt from Personal Liability. No recourse under or upon any obligation, covenant or agreement of this Agreement or the Bond or for any claim based thereon or otherwise in respect thereof, shall be had against any Commissioner of the City, or any officer, agent or employee, as such, of the City past, present or future, it being expressly understood (a) that the obligation of the City under this Agreement and the Bond is solely a corporate one, (b) that no personal liability whatsoever shall attach to, or is or shall be incurred by, the City Commission, or the officers, agents, or employees, as such, of the City, or any of them, under or by reason of the obligations, covenants or agreements contained in this Loan Agreement or implied therefrom, and (c) that any and all such personal liability of, and any and all such rights and claims against, every such Commissioner of the City, and every officer, agent, or employee, as such, of the City under or by reason of the obligations, covenants or agreements contained in this Loan Agreement, or implied therefrom, are waived and released as a condition of, and as a consideration for, the execution of this Loan Agreement and the issuance of the Bond on the part of the City. Section 4.9 Bond Mutilated, Destroyed, Stolen or Lost. In case the Bond shall become mutilated, or be destroyed, stolen or lost, the City shall issue and deliver a new Bond of like tenor as the Bond so mutilated, destroyed, stolen or lost, in exchange and in substitution for such mutilated Bond, or in lieu of and in substitution for the Bond destroyed, stolen or lost and upon the Holder furnishing the City proof of ownership thereof and indemnity reasonably satisfactory to the City and complying with such other reasonable regulations and conditions as the City may prescribe and paying such expenses as the City may incur. The Bond so surrendered shall be canceled. Section 4.10 Section 265 Designation of Bond. The reasonably anticipated amount of tax- exempt obligations (other than obligations described in clause (ii) of Section 265(b)(3)(C) of the Code) which have been or will be issued by the City during 2006 does not exceed $10,000,000. There are no entities which are subordinate to or which issue obligations on behalf of the City. The City hereby designates the Bond as a "qualified tax- exempt obligation" for purposes of Section 265(b)(3)(B)(i) of the Code. The City hereby covenants and agrees not to take any action or to fail to take any action if such action or failure would cause the Bond to no longer be a "qualified tax- exempt obligation." Section 4.11 Tax Representations, Warranties and Covenants of the City. Notwithstanding anything herein to the contrary, the City hereby covenants and represents that it has taken and caused to be taken and shall make and take and cause to be made and taken all actions that may be required of it for the interest on the Bond to be and remain excluded from 10 {M1490904 2} the gross income of the Holder for federal income tax purposes, and that to the best of its knowledge it has not taken or permitted to be taken on its behalf, and covenants that to the best of its ability and within its control, it shall not make or take, or permit to be made or taken on its behalf, any action which, if made or taken, would adversely affect such exclusion under the provisions of the Code. The City acknowledges that the continued exclusion of interest on the Bond from gross income for federal income tax purposes depends, in part, upon compliance with the arbitrage limitations imposed by Sections 103(b)(2) and 148 of the Code. The City hereby acknowledges responsibility to take all reasonable actions necessary to comply with these requirements. The City hereby agrees and covenants that it shall not permit at any time or times any of the proceeds of the Bond or other funds of the City to be intentionally used, directly or indirectly, to acquire or to replace funds which were used directly or indirectly to acquire any higher yielding investments (as defined in Section 148 of the Code), the acquisition of which would cause the Bond to be an arbitrage bond for purposes of Sections 103(b)(2) and 148 of the Code. The City further agrees and covenants that it shall do and perform all acts and things necessary in order to assure that the requirements of Sections 103(b)(2) and 148 of the Code are met. Specifically, without intending to limit in any way the generality of the foregoing, the City covenants and agrees: (a) to pay to the United States of America at the times required pursuant to Section 148(f) of the Code, the excess of the amount earned on all non - purpose investments (as defined in Section 148(0(6) of the Code) (other than investments attributed to an excess described in this sentence) over the amount which would have been earned if such non - purpose investments were invested at a rate equal to the yield on the Bond, plus any income attributable to such excess (the "Rebate Amount "); (b) to maintain and retain all records pertaining to and to be responsible for making or causing to be made all determinations and calculations of the Rebate Amount and required payments of the Rebate Amount as shall be necessary to comply with the Code; and (c) to comply with all representations and restrictions contained in any Tax Certificate executed by the City in connection with the Bond. The City understands that the foregoing covenants impose continuing obligations on it to comply with the requirements of Section 103 and Part IV of Subchapter B of Chapter 1 of the Code so long as such requirements are applicable. Section 4.12 Additional Tax Covenants of the City. For so long as the Bond remains outstanding, the City hereby covenants as follows: (a) It will comply with, and timely make or cause to be made all filings required by, all effective rules, rulings or regulations promulgated by the Department of the Treasury or the Internal Revenue Service; E (M14909042) (b) It will not use, invest, direct or permit the investment of the proceeds of the Bond or any investment earnings thereon in a manner that will result in such Bond becoming a "private activity bond" within the meaning of Sections 141 and 145 of the Code; (c) It will not use or permit to be used more than ten percent (10 %) of the proceeds of the Bond (including any amounts used to pay costs associated with issuing such Bond), including all investment income earned on such proceeds directly or indirectly, in any trade or business carried on by any person who is not the City or a state or political subdivision or instrumentality thereof as those terms are used in Section 103 of the Code (an "Exempt Person "); (d) It will not use or permit the use of any portion of the proceeds of the Bond, including all investment income earned on such proceeds, directly or indirectly, to make or finance loans to persons who are not Exempt Persons; (e) It has not entered into, and will not enter into, any arrangement with any person or organization (other than an Exempt Person) which provides for such person or organization to manage, operate, or provide services with respect to more than 10% of the property financed with the proceeds of the Bond (a "Service Contract "), unless the guidelines set forth in Revenue Procedure 97 -13 (or the guidelines set forth in Revenue Procedure 93 -19, to the extent applicable, or any new, revised or additional guidelines applicable to Service Contracts) (the "Guidelines "), are satisfied, except to the extent it obtains a private letter ruling from the Internal Revenue Service or an opinion of nationally recognized Bond Counsel which allows for a variation from the Guidelines; (f) It will not cause the Bond to be treated as "federally guaranteed" for purposes of Section 149 of the Code, as may be modified in any applicable rules, rulings, policies, procedures, regulations or other official statements promulgated or proposed by the Department of the Treasury or the Internal Revenue Service with respect to "federally guaranteed" obligations described in Section 149 of the Code. For purposes of this paragraph, the Bond shall be treated as "federally guaranteed" if (i) all or any portion of the principal or interest is or will be guaranteed directly or indirectly by the United States of America or any agency or instrumentality thereof, or (ii) 5% or more of the proceeds of the Bond will be (A) used in making loans the payment of principal or interest with respect to which is to be guaranteed in whole or in part by the United States of America or any agency or instrumentality thereof, or (B) invested directly or indirectly in federally insured deposits or accounts, and (iii) such guarantee is not described in Section 149(b)(3) of the Code; and (g) It will comply with the information reporting requirements of Section 149(e)(2) of the Code. The terms "debt service," "gross proceeds," "net proceeds," "proceeds," and "yield" have the meanings assigned to them for purposes of Section 148 of the Code. 12 (M14909042) ARTICLE V COVENANTS OF THE SMCRA Section 5.1 Affirmative Covenants. The SMCRA covenants, for so long as any of the principal amount of or interest on the Bond is outstanding and unpaid or any duty or obligation of the SMCRA hereunder or under any of the other Loan Documents remains unpaid or unperformed, as follows: (a) Use of Proceeds. The SMCRA covenants that the proceeds from the Bond will be used only to finance the Project and to pay closing costs. The SMCRA represents that, as of the date of issuance of the Bond, there are no other bonds or obligations of the SMCRA secured by a covenant to budget and appropriate from its Non -Ad Valorem Revenues. This representation does not apply to any future bonds or obligations issued by the SMCRA. (b) Notice of Defaults. The SMCRA shall within ten (10) days after it acquires knowledge thereof, notify the Bank in writing upon the happening, occurrence, or existence of any Event of Default, and any event or condition which with the passage of time or giving of notice, or both, would constitute an Event of Default, and shall provide the Bank with such written notice, a detailed statement by a responsible officer of the SMCRA of all relevant facts and the action being taken or proposed to be taken by the SMCRA with respect thereto. (c) Records. The SMCRA agrees that any and all records of the SMCRA shall be open to inspection by the Bank or its representatives at all reasonable times at the offices of the SMCRA. (d) Maintain Existence. The SMCRA shall do all things lawfully within its power to maintain its existence as a community redevelopment agency of the State, and shall not voluntarily dissolve. (e) Notice of Liabilities. The SMCRA shall promptly inform the Bank of any actual or potential contingent liabilities or pending or threatened litigation of any amount that could reasonably be expected to have a material and adverse effect upon the financial condition of the SMCRA. (f) Insurance. The SMCRA shall maintain such liability, casualty and other insurance as is reasonable and prudent for similarly situated community redevelopment agencies of the State and shall upon the request of the Bank, provide evidence of such coverage to the Bank. (g) Comply with Laws. The SMCRA is in compliance with and shall comply with all applicable federal, state and local laws and regulatory requirements. (h) Taxes. In the event the Bond, this Agreement or any other Loan Document should be subject to the excise tax on documents or the intangible personal property 13 (M14909042) tax, or any similar tax, of the State of Florida, the SMCRA shall pay such taxes or reimburse the Bank for any such taxes paid by it. (i) Investments. The SMCRA shall invest only in obligations permitted by Section 218.345, Florida Statutes. Section 5.2 Payment of Principal and Interest. Subject to Section 3.6 hereof, the SMCRA promises, jointly and severally with the City, that it will promptly pay the principal of and interest on the Bond at the place, on the dates and in the manner provided therein according to the true intent and meaning hereof and thereof, provided that the principal of and interest on the Bond is secured solely as provided in Section 5.3 hereof, and nothing in the Bond or in the Bond Ordinance shall be construed as pledging any funds or assets of the SMCRA to such payment or authorizing such payment to be made from any other source. The obligation of the SMCRA set forth in the preceding sentence shall be deemed satisfied to the extent the City has made such payment. The Bond shall not be or constitute a general obligation or indebtedness of the SMCRA within the meaning of the Constitution of Florida, but shall be payable solely from and secured in the manner and to the extent provided in Section 5.3. No Holder shall ever have the right to compel the exercise of the ad valorem taxing power of the SMCRA or taxation in any form on any real or personal property to pay such Bond or the interest thereon, nor shall any Holder be entitled to payment of such principal and interest from any other funds of the SMCRA other than the Non -Ad Valorem Revenues, all in the manner and to the extent herein provided. Section 5.3 Covenant to Budget and Appropriate. The SMCRA hereby covenants and agrees to appropriate in its annual budget, by amendment, if necessary, from Non -Ad Valorem Revenues lawfully available in each Fiscal Year, amounts sufficient to pay the principal and interest due on the Bond in accordance with it terms during such Fiscal Year. Such covenant and agreement on the part of the SMCRA to budget and appropriate such amounts of Non -Ad Valorem Revenues shall be cumulative to the extent not paid, and shall continue until such Non - Ad Valorem Revenues or other legally available funds in amounts sufficient to make all such required payments shall have been budgeted, appropriated and actually paid. Notwithstanding the foregoing covenant of the SMCRA, the SMCRA does not covenant to maintain any services or programs, now provided or maintained by the SMCRA, which generate Non -Ad Valorem Revenues. Such covenant to budget and appropriate does not create any lien upon or pledge of such Non -Ad Valorem Revenues, nor does it preclude the SMCRA from pledging in the future its Non -Ad Valorem Revenues, nor does it require the SMCRA to levy and collect any particular Non -Ad Valorem Revenues, nor does it give the Bond Holder a prior claim on the Non -Ad Valorem Revenues as opposed to claims of general creditors of the SMCRA. Such covenant to appropriate Non -Ad Valorem Revenue is subject in all respects to the payment of obligations secured by a pledge of such Non -Ad Valorem Revenues heretofore or hereafter entered into (including the payment of debt service on bonds and other debt instruments). However, the covenant to budget and appropriate in its general annual budget for the purposes and in the manner stated herein shall have the effect of making available in the manner described herein Non -Ad Valorem Revenues and placing on the SMCRA a positive duty to appropriate and budget, by amendment, if necessary, amounts sufficient to meet its obligations under this Agreement, subject, however, in all respects to the terms of this Agreement and the restrictions 14 (M14909042) of Section 166.241(3), Florida Statutes, which provides, in part, that the governing body of each municipality make appropriations for each Fiscal Year which, in any one year, shall not exceed the amount to be received from taxation or other revenue sources; and subject, further, to the payment of services and programs which are for essential public purposes affecting the health, welfare and safety of the inhabitants of the SMCRA or which are legally mandated by applicable law. Section 5.4 Business Days. In any case where the due date of interest on or principal of the Bond is not a Business Day, then payment of such principal or interest need not be made on such date but may be made on the next succeeding Business Day, provided that credit for payments made shall not be given until the payment is actually received by the Bank.. Section 5.5 Officers and Employees of the SMCRA Exempt from Personal Liability No recourse under or upon any obligation, covenant or agreement of this Agreement or the Bond or for any claim based thereon or otherwise in respect thereof, shall be had against any Commissioner of the SMCRA, or any officer, agent or employee, as such, of the SMCRA past, present or future, it being expressly understood (a) that the obligation of the SMCRA under this Agreement and the Bond is solely a corporate one, (b) that no personal liability whatsoever shall attach to, or is or shall be incurred by, the SMCRA Commission, or the officers, agents, or employees, as such, of the SMCRA, or any of them, under or by reason of the obligations, covenants or agreements contained in this Loan Agreement or implied therefrom, and (c) that any and all such personal liability of, and any and all such rights and claims against, every such Commissioner of the SMCRA, and every officer, agent, or employee, as such, of the SMCRA under or by reason of the obligations, covenants or agreements contained in this Loan Agreement, or implied therefrom, are waived and released as a condition of, and as a consideration for, the execution of this Loan Agreement and the issuance of the Bond on the part of the SMCRA. Section 5.6 Tax Representations, Warranties and Covenants of the SMCRA. Notwithstanding anything herein to the contrary, the SMCRA hereby covenants and represents that it has taken and caused to be taken and shall make and take and cause to be made and taken all actions that may be required of it for the interest on the Bond to be and remain excluded from the gross income of the.-Holder for federal income tax purposes, and that to the best of its knowledge it has not taken or permitted to be taken on its behalf, and covenants that to the best of its ability and within its control, it shall not make or take, or permit to be made or taken on its behalf, any action which, if made or taken, would adversely affect such exclusion under the provisions of the Code. The SMCRA acknowledges that the continued exclusion of interest on the Bond from gross income for federal income tax purposes depends, in part, upon compliance with the arbitrage limitations imposed by Sections 103(b)(2) and 148 of the Code. The SMCRA hereby acknowledges responsibility to take all reasonable actions necessary to comply with these requirements. The SMCRA hereby agrees and covenants that it shall not permit at any time or times any of the proceeds of the Bond or other funds of the SMCRA to be intentionally used, directly or indirectly, to acquire or to replace funds which were used directly or indirectly to acquire any higher yielding investments (as defined in Section 148 of the Code), the acquisition of which would cause the Bond to be an arbitrage bond for purposes of Sections 103(b)(2) and is (M1490904 2) 148 of the Code. The SMCRA further agrees and covenants that it shall do and perform all acts and things necessary in order to assure that the requirements of Sections 103(b)(2) and 148 of the Code are met. Specifically, without intending to limit in any way the generality of the foregoing, the SMCRA covenants and agrees: (a) to pay to the United States of America at the times required pursuant to Section 148(f) of the Code, the excess of the amount earned on all non - purpose investments (as defined in Section 148(f)(6) of the Code) (other than investments attributed to an excess described in this sentence) over the amount which would have been earned if such non - purpose investments were invested at a rate equal to the yield on the Bond, plus any income attributable to such excess (the "Rebate Amount "); (b) to maintain and retain all records pertaining to and to be responsible for making or causing to be made all determinations and calculations of the Rebate Amount and required payments of the Rebate Amount as shall be necessary to comply with the Code; and (c) to comply with all representations and restrictions contained in any Tax Certificate executed by the SMCRA in connection with the Bond. The SMCRA understands that the foregoing covenants impose continuing obligations on it to comply with the requirements of Section 103 and Part IV of Subchapter B of Chapter 1 of the Code so long as such requirements are applicable. Section 5.7 Additional Tax Covenants of the SMCRA. For so long as the Bond remains outstanding, the SMCRA hereby covenants as follows: (a) It will comply with, and timely make or cause to be made all filings required by, all effective rules, rulings or regulations promulgated by the Department of the Treasury or the Internal Revenue Service; (b) It will not use, invest, direct or permit the investment of the proceeds of the Bond or any investment earnings thereon in a manner that will result in such Bond becoming a "private activity bond" within the meaning of Sections 141 and 145 of the Code; (c) It will not use or permit to be used more than ten percent (10 %) of the proceeds of the Bond (including any amounts used to pay costs associated with issuing such Bond), including all investment income earned on such proceeds directly or indirectly, in any trade or business carried on by any person who is not the SMCRA or a state or political subdivision or instrumentality thereof as those terms are used in Section 103 of the Code (an "Exempt Person "); (d) It will not use or permit the use of any portion of the proceeds of the Bond, including all investment income earned on such proceeds, directly or indirectly, to make or finance loans to persons who are not Exempt Persons; 16 (M14909042) (e) It has not entered into, and will not enter into, any arrangement with any person or organization (other than an Exempt Person) which provides for such person or organization to manage, operate, or provide services with respect to more than 10% of the property financed with the proceeds of the Bond (a "Service Contract "), unless the guidelines set forth in Revenue Procedure 97 -13 (or the guidelines set forth in Revenue Procedure 93 -19, to the extent applicable, or any new, revised or additional guidelines applicable to Service Contracts) (the "Guidelines "), are satisfied, except to the extent it obtains a private letter ruling from the Internal Revenue Service or an opinion of nationally recognized Bond Counsel which allows for a variation from the Guidelines; (f) It will not• cause the Bond to be treated as "federally guaranteed" for purposes of Section 149 of the Code, as may be modified in any applicable rules, rulings, policies, procedures, regulations or other official statements promulgated or proposed by the Department of the Treasury or the Internal Revenue Service with respect to "federally guaranteed" obligations described in Section 149 of the Code. For purposes of this paragraph, the Bond shall be treated as "federally guaranteed" if (i) all or any portion of the principal or interest is or will be guaranteed directly or indirectly by the United States of America or any agency or instrumentality thereof, or (ii) 5% or more of the proceeds of the Bond will be (A) used in making loans the payment of principal or interest with respect to which is to be guaranteed in whole or in part by the United States of America or any agency or instrumentality thereof, or (B) invested directly or indirectly in federally insured deposits or accounts, and (iii) such guarantee is not described in Section 149(b)(3) of the Code; and (g) It will comply with the information reporting requirements of Section 149(e)(2) of the Code. The terms "debt service," "gross proceeds," "net proceeds," "proceeds," and "yield" have the meanings assigned to them for purposes of Section 148 of the Code. ARTICLE VI CONDITIONS OF LENDING Section 6.1 Conditions of Lending. The obligations of the Bank to lend hereunder are subject to the following conditions precedent: (a) Representations and Warranties. The representations and warranties set forth in the Loan Documents are and shall be true and correct to the best of the City's and the SMCRA's knowledge on and as of the date hereof. (b) No Default. On the date hereof the City and the SMCRA shall be in compliance with all the terms and provisions set forth in the Loan Documents on its part to be observed or performed, and no Event of Default nor any event that, upon notice or lapse of time or both, would constitute such an Event of Default, shall have occurred and be continuing at such time. 17 (M14909042) (c) Supporting Documents. On or prior to the date hereof, the Bank shall have received the, following supporting documents, all of which shall be satisfactory in form and substance to the Bank (such satisfaction to be evidenced by the purchase of the Bond by the Bank): (i) The opinion of the City Attorney regarding the due authorization, execution, delivery, validity and enforceability of this Agreement and the Bond, the City's and the SMCRA's power to incur the debt evidenced by the Bond and the due adoption of the Ordinance and the SMCRA Loan Resolution; (ii) The opinion of Bond Counsel to the effect that, (A) the interest on the Bond is excluded from gross income for federal income tax purposes, (B) the Bond is not an item of tax preference under Section 57 of the Code, (C) the Bond is a qualified tax- exempt obligation under Section 265(b)(3) of the Code and (D) the Bond and the income thereon is exempt from the State excise tax on documents and intangible personal property tax; and request. (iii) Such additional supporting documents as the Bank may reasonably ARTICLE VII THE LOAN; CITY'S AND SMCRA'S OBLIGATIONS; DESCRIPTION AND PAYMENT TERMS Section 7.1 The Loan. The Bank hereby agrees to loan to the City and the SMCRA the amount of $1,465,000 to be evidenced by the Bond, to provide funds to finance the Project and to pay closing costs upon the terms and conditions set forth in the Bond Ordinance, the SMCRA Loan Resolution and this Agreement. Subject to Section 3.6 hereof, the City and the SMCRA each agree, jointly and severally, to repay the principal amount borrowed plus interest thereon, upon the terms and conditions set forth in the Loan Documents. Section 7.2 Description and Payment Terms of the Bond. To evidence the Loan, the City shall issue and deliver to the Bank, and the SMCRA shall guarantee, the Bond in the form attached hereto as Exhibit "A ". ARTICLE VIII CREATION AND USE OF FUNDS AND ACCOUNTS Section 8.1 Bond Fund. There is hereby created a fund, entitled "City of South Miami, Florida, Community Redevelopment Bond, Series 2006 Bond Fund" (the "Bond Fund"). There shall be deposited into the Bond Fund on each Bond Payment Date sufficient amounts of Non -Ad Valorem Revenues of either the City or the SMCRA as specified in Sections 4.5 and 5.3 1s (M14909042) hereof which, together with the amounts already on deposit therein, will enable the City to pay the principal of and interest on the Bond on each Bond Payment Date. Moneys in the Bond Fund shall be applied on each Bond Payment Date to the payment of principal of and interest on the Bond coming due on each such date. Section 8.2 Funds. Each of the funds and accounts herein established and created shall constitute trust funds for the purposes provided herein for such funds and accounts respectively. The money in such funds and accounts shall be continuously secured in the same manner as deposits of City funds are authorized to be secured by the laws of the State of Florida. The designation and establishment of the funds and accounts in and by this Agreement shall not be construed to require the establishment of any completely independent, self - balancing funds, as such term is commonly defined and used in governmental accounting, but rather is intended solely to constitute an earmarking of certain revenues and assets of the City for the purposes herein provided and to establish certain priorities for application of such revenues and assets. Section 8.3 Rebate Fund and Rebate Covenants. There is hereby created and established a fund to be held by the City, designated the "City of South Miami, Florida Community Redevelopment Bond, Series 2006 Rebate Fund" (the "Rebate Fund "). The Rebate Fund shall be held by the City separate and apart from all other funds and accounts held by the City under this Agreement and from all other moneys of the City. Notwithstanding anything in this Agreement to the contrary, the City or the SMCRA shall transfer to the Rebate Fund the amounts required to be transferred in order to comply with the Tax Certificate or the Rebate Covenants, if any, attached as an Exhibit to the Tax Certificate to be delivered by the City and the SMCRA on the date of delivery of the Bond (the "Rebate Covenants "), when such amounts are so required to be transferred. The City Manager or the Executive Director shall make or cause to be made payments from the Rebate Fund of amounts required to be deposited therein to the United States of America in the amounts and at the times required by the Rebate Covenants. The City and the SMCRA covenant for the benefit of the Holder that it will comply with the Rebate Covenants. The Rebate Fund, together with all moneys and securities from time to time held therein and all investment earnings derived therefrom, shall be excluded from the pledge and lien of this Agreement. The City and the SMCRA shall not be required to comply with the requirements of this Section 8.3 in the event that the City or the SMCRA obtains and opinion of nationally recognized bond counsel that (i) such compliance is not required in order to maintain the federal income tax exemption of interest on the Bond and/or (ii) compliance with some other requirement is necessary to maintain the federal income tax exemption of interest on the Bond. 19 (M14909042) ARTICLE IX SPECIAL COVENANTS Section 9.1 Financial Statements. Each of the City and the SMCRA shall, upon receipt by the City and the SMCRA, as applicable, or within two hundred ten (210) days of each Fiscal Year end, whichever is sooner, provide the Holder with a printed copy of its respective Comprehensive Annual Financial Report, its respective current year operating budget and its respective capital improvement plan, and a certificate of its City Manager and Executive Director, as applicable, in form and substance satisfactory to the Holder, evidencing compliance with the covenant set forth in Section 9.2 below. The City shall also provide to the Holder any other financial information reasonably requested by such Holder. Section 9.2 Coverage Requirement. The City covenants and agrees that it will at all times maintain a coverage ratio such that the average of Non -Ad Valorem Revenues (excluding enterprise fund revenues) of the City during the prior. two Fiscal Years is equal to at least 200% of Maximum Annual Debt Service. For purposes of this paragraph, (a) "Maximum Annual Debt Service" shall mean the maximum amount of principal and interest required in the then current or any future fiscal year to pay all Debt Obligations; and (b) "Debt Obligations" shall mean debt service on debt obligations of the City, including the Bond, which are secured by or payable from general or specific Non -Ad Valorem Revenues. Calculations of Non -Ad Valorem Revenues will be based on information derived from the most recently audited Fiscal Year end financial statements. For purposes of calculating Maximum Annual Debt Service, the interest rate to be assumed for indebtedness bearing interest at a variable rate shall be equal the average rate of interest paid by the City with respect to such indebtedness during the twelve (12) months preceding the date of calculation. ARTICLE X EVENTS OF DEFAULT Section 10.1 General. An "Event of Default" shall be deemed to have occurred under this Agreement if: (a) The City or the SMCRA shall fail to make any payment of the principal of or interest on the Bond after the same shall become due and payable, whether by maturity, by acceleration at the discretion of the Bank as provided for in Section 10.2, or otherwise; or 20 (M14909042) (b) The City or the SMCRA shall default in the performance of or compliance with any term or covenant contained in the Loan Documents, other than a term or covenant a default in the performance of which or noncompliance with which is dealt with in Section 10.1(a) or (c) through (h) hereof, which default or non - compliance shall continue and not be cured within thirty (30) days after (i) notice thereof to the City and the SMCRA by the Bank; or (ii) the Bank is notified of such noncompliance or should have been so notified pursuant to the provisions of Sections 4.1(b) or 5.1(b) of this Agreement, whichever is earlier; or (c) Any representation or warranty made in writing by or on behalf of the City in any Loan Document shall prove to have been false or incorrect in any material respect on the date made or reaffirmed; or (d) The City or the SMCRA admits in writing its inability to pay its debts generally as they become due or files a petition in bankruptcy or makes an assignment for the benefit of its creditors or consents to the appointment of a receiver or trustee for itself, or (e) The City or the SMCRA is adjudged insolvent by a court of competent jurisdiction, or it is adjudged a bankrupt on a petition in bankruptcy filed by or against the City or the SMCRA, or an order, judgment or decree is entered by any court of competent jurisdiction appointing, without the consent of the City or the SMCRA, as applicable, a receiver or trustee of the City or the SMCRA or of the whole or any part of its property, and if the aforesaid adjudications, orders, judgments or decrees shall not be vacated or set aside or stayed within ninety (90) days from the date of entry thereof; or (f) The City or the SMCRA shall file a petition or answer seeking reorganization or any arrangement under the federal bankruptcy laws or any other applicable law or statute of the United States of America or the State of Florida; or (g) The City or the SMCRA shall default in the due and punctual payment or performance of covenants under any obligation for the payment of money to the Bank or any other subsidiary or affiliate of the Bank; or (h) A judgment or order shall be rendered against the City or the SMCRA for the payment of money in excess of $100,000 which is not covered by insurance and such judgment or order shall continue unsatisfied or unstayed for a period of more than 30 days. Section 10.2 Effect of Event of Default. Except as otherwise provided in the Bond, immediately and without notice, upon the occurrence of any Event of Default, the Bank may declare all obligations of the City and the SMCRA under the Loan Documents to be immediately due and payable without further action of any kind and upon such declaration the Bond and the interest accrued thereon shall become immediately due and payable. In addition, and regardless whether such declaration is or is not made, the Bank may also seek enforcement of and exercise all remedies available to it under this Agreement, the Bond Ordinance, the SMCRA Loan Resolution, the Act and any other applicable law. Should the City or the SMCRA default in any obligation created by this Agreement or the Bond, the Bank may, in addition to any other remedies set forth in this Agreement or the Bond, either at law or in equity, by suit, action, mandamus or other proceeding in any court of oil (M1490904-21 competent jurisdiction, protect and enforce any and all rights under the laws of the State of Florida, or granted or contained in this Agreement, and may enforce and compel the performance of all duties required by this Agreement or by any applicable statutes to be performed by the City or by any officer thereof. ARTICLE XI MISCELLANEOUS Section 11.1 No Waiver; Cumulative Remedies. No failure or delay on the part of the Bank in exercising any right, power, remedy hereunder, or under the Bond or other Loan Documents shall operate as a waiver of the Bank's rights, powers and- remedies hereunder, nor shall any single or partial exercise of any such right, power or remedy preclude any other or further exercise thereof, or the exercise of any other right, power or remedy hereunder or thereunder. The remedies herein and therein provided are cumulative and not exclusive of any remedies provided by law or in equity. Section 11.2 Amendments, Changes or Modifications to the Agreement. This Agreement shall not be amended, changed or modified except by written instrument between the Bank, the City and the SMCRA. The City and the SMCRA, jointly and severally, agree to pay all of the Bank's costs and reasonable attorneys' fees incurred in modifying and/or amending this Agreement at the City's or the SMCRA's request or behest. Section 11.3 Counterparts. This Agreement may be executed in any number of counterparts, each of which, when so executed and delivered, shall be an original; but such counterparts shall together constitute but one and the same Agreement, and, in making proof of this Agreement, it shall not be necessary to produce or account for more than one such counterpart. Section 11.4 Severability. If any clause, provision or section of this Agreement shall be held illegal or invalid by any court, the invalidity of such clause, provision or section shall not affect any other provisions or sections hereof, and this Agreement shall be construed and enforced to the end that the transactions contemplated hereby be effected and the obligations contemplated hereby be enforced, as if such illegal or invalid clause, provision or section had not been contained herein. Section 11.5 Term of Agreement. Except as otherwise specified in this Agreement, this Agreement and all representations, warranties, covenants and agreements contained herein or made in writing by the City and the SMCRA in connection herewith shall be in full force and effect from the date hereof and shall continue in effect until as long as the Bond is outstanding. Section 11.6 Notices. All notices, requests, demands and other communications which are required or may be given under this Agreement shall be in writing and shall be deemed to have been duly given when received if personally delivered; when transmitted if transmitted by telecopy, electronic telephone line facsimile transmission or other similar electronic or digital 22 (M14909042) transmission method (provided customary evidence of receipt is obtained); the day after it is sent, if sent by overnight common carrier service; and five days after it is sent, if mailed, certified mail, return receipt requested, postage prepaid. In each case notice shall be sent to: If to the City: City Manager City of South Miami 6130 Sunset Drive South Miami, Florida 33143 Fax Number: 305- 663 -6345 If to the SMCRA: Executive Director City of South Miami Community Redevelopment Agency 6130 Sunset Drive South Miami, Florida 33143 Fax Number: 305- 663 -6345 If to the Bank: SunTrust Bank 777 Brickell Avenue, 4th Floor Miami, Florida 33131 Attention: Institutional and Governmental Banking Fax Number: 305 -579 -7133 or to such other address as either party may have specified in writing to the other using the procedures specified above in this Section 11.6. Section 11.7 Applicable Law. This Agreement, and each of the Loan Documents and transactions contemplated herein, shall be construed pursuant to and governed by the substantive laws of the State. Section 11.8 Binding Effect; Assignment. This Agreement shall be binding upon and inure to the benefit of the successors in interest and permitted assigns of the parties. The City and the SMCRA shall have no rights to assign any of their rights or obligations hereunder without the prior written consent of the Bank. Section 11.9 Conflict. In the event any conflict arises between the terms of this Agreement and the terms of any other Loan Document, the terms of this Agreement shall govern in all instances of such conflict. Section 11.10 No Third Party Beneficiaries. It is the intent and agreement of the parties hereto that this Agreement is solely for the benefit of the parties hereto and no person not a party hereto shall have any rights or privileges hereunder. Section 11.11 Attorneys Fees. To the extent legally permissible, the City and the Bank agree that in any suit, action or proceeding brought in connection with this Agreement, the Bond, or the Bond Ordinance (including any appeal(s)), the prevailing party shall be entitled to recover costs and attorneys' fees from the other party. 23 {M1490904 2} Section 11.12 Entire Agreement. Except as otherwise expressly provided, this Agreement and the other Loan Documents embody the entire agreement and understanding between the parties hereto and supersede all prior agreements and understandings relating to the subject matter hereof. Section 11.13 Further Assurances. The parties to this Agreement will execute and deliver, or cause to be executed and delivered, such additional or further documents, agreements or instruments and shall cooperate with one another in all respects for the purpose of carrying out the transactions contemplated by this Agreement. Section 11.14 Waiver of Jury Trial. THE CITY, THE SMCRA AND THE BANK IRREVOCABLY AND VOLUNTARILY WAIVE ANY RIGHT THEY MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY CONTROVERSY OR CLAIM BETWEEN THEM, WHETHER ARISING IN CONTRACT, TORT OR BY STATUTE, THAT ARISES OUT OF OR RELATES TO THIS AGREEMENT, THE BOND OR THE BOND ORDINANCE. THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE CITY AND THE BANK TO ENTER INTO THIS AGREEMENT. [Remainder of page intentionally left blank] 24 (M14909042) IN WITNESS WHEREOF, the parties have executed this Agreement to be effective between them as of the date of first set forth above. CITY OF SOUTH MIAMI, FLORIDA LIN Title: City Manager CITY OF SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY go Title: Executive Director SUNTRUST BANK I: (M1490904 21 Title: Vice President is EXHIBIT A May _, 2006 $1,465,000 CITY OF SOUTH MIAMI, FLORIDA COMMUNITY REDEVELOPMENT BOND, SERIES 2006 KNOW ALL MEN BY THESE PRESENTS that the City of South Miami, Florida (the "City "), a municipal corporation created and existing pursuant to the Constitution and the laws of the State of Florida, for value received, promises to pay from the sources hereinafter provided, to the order of SunTrust Bank, or registered assigns (hereinafter, the 'Bank" or the "Holder "), the principal sum of $1,465,000, together with interest on the principal balance outstanding at the rate of 4.83% per annum (subject to adjustment as hereinafter provided), based upon-a year of 360 days for the actual number of days elapsed. Principal of and interest on this Bond are payable in lawful money of the United States of America at such place as the Bank may designate to the City. For purposes of this Bond, the following definitions shall apply: (1) "Code" means the Internal Revenue Code of 1986, as amended; (2) "Cost of Funds" means 100 multiplied by a fraction, the numerator of which is equal to the total interest expense of SunTrust Bank for its immediately preceding tax year and the denominator of which is equal to the average total assets of SunTrust Bank for such tax year, but not to exceed the cost of Fed Funds. (3) "Fully Taxable Equivalent" means the rate of interest on the Bond multiplied by 1.5084, expressed as a number and not as a percentage. (4) "Maximum Corporate Tax Rate" means the maximum Federal income tax rate applicable to corporations, presently 35 %. (5) "Preference Reduction Rate" means the percentage reduction to be applied to the amount allowable as a deduction under Chapter I of the Code with respect to any financial institution preference item (as such term is defined in Section 291(e) of the Code), presently 20 %. If this Bond is not or ceases ' to be a "qualified tax- exempt obligation" as defined in Section 265(b) of the Code, the Preference Reduction Rate shall be deemed to increase from twenty percent (20 %) to one hundred percent (100 %). (6) "TEFRA Adjustment" means an adjustment equal to the product of the Cost of Funds multiplied by the applicable Maximum Corporate Tax Rate multiplied by the applicable Preference Reduction Rate. A -1 {M1490904_2) If for any reason the interest on this Bond becomes includable in the gross income of the holder of this Bond for Federal income tax purposes (an "Event of Taxability "), this Bond shall bear interest from the earliest effective date of such Event of Taxability at a rate per annum equal to the interest rate otherwise borne by this Bond multiplied by 1.5084. In addition to the foregoing, the City shall pay any additions to tax, penalties and interest, and any arrears in interest imposed upon the holder of this Bond on account of an Event of Taxability. All such' additional interest, additions to tax and penalties shall be paid on the next succeeding Payment Date following the date the holder was advised of such Event of Taxability. No Event of Taxability shall be deemed to occur unless the City has been given timely written notice of such occurrence by the Holder of this Bond and, to the extent permitted by law, an opportunity to participate in and seek, at the City's own expense, a final administrative determination by the Internal Revenue Service or determination by a court of competent jurisdiction (from which no further right of appeal exists) as to the occurrence of such Event of Taxability; provided that the City, at its own expense, delivers to the holder of this Bond an opinion of bond counsel acceptable to such holder to the effect that such appeal or action for judicial or administrative review is not without merit and there is a reasonable possibility that the judgment, order, ruling or decision from which such appeal or action for judicial or administrative review is taken will be reversed, vacated or otherwise set aside. The interest rate borne by this Bond shall also be adjusted automatically as of the effective date of any change in the Maximum Corporate Tax Rate or in the Preference Reduction Rate, to the product obtained by multiplying the rate of interest on the Bond by a fraction, the numerator of which is equal to the sum of (i) the product of the Fully Taxable Equivalent times 1 minus the Maximum Corporate Tax Rate in effect as of the date of adjustment, plus (ii) the TEFRA Adjustment in effect as of the date of adjustment, and the denominator of which is equal to the sum of (i) the product of the Fully Taxable Equivalent times 0.65, plus (ii) the TEFRA Adjustment in effect on the date of closing of the Bond. A certificate of the Holder as to any such additional amount or amounts, in the absence of manifest error, shall be final and conclusive. In determining such amount, the Holder may use any reasonable averaging and attribution methods. The principal on this Bond shall be due and payable on February 1, May 1, August 1 and November 1 of each year (each, a "Bond Payment Date "), beginning August 1, 2006, through and including May 1, 2021 (the "Maturity Date "), in the amounts set forth on the payment schedule attached hereto. Interest on this Bond shall be due and payable on each Bond Payment Date beginning on August 1, 2006 until the Maturity Date. The entire unpaid principal balance, together with all accrued and unpaid interest hereon, shall be due and payable in full on the Maturity Date. All payments by the City pursuant to this Bond shall apply first to accrued interest, then to other charges due the Bank, and the balance thereof shall apply to the principal sum due. The principal of and interest on this Bond may be prepaid at the option of the City in whole or in part at any time at a price of par plus accrued interest to the date of prepayment, A -2 (M1490904-21 upon written notice to the Bank given by the City at least five (5) days prior to the date fixed for prepayment. Partial prepayments shall be applied to Bond Payment Dates in the inverse order of their maturity and shall not lower the amounts, or postpone the due dates, of any installments of principal and interest due hereunder. Interest at the lesser of 12% per annum or the maximum lawful rate per annum shall be payable on the entire principal balance owing hereunder from and after the occurrence of and during the continuation of an Event of Default under the Loan Agreement, irrespective of a declaration of maturity. The City to the extent permitted by law hereby waives presentment, demand, protest and notice of dishonor. This Bond is issued pursuant to an Ordinance duly adopted by the City on May 9, 2006, as from time to time amended and supplemented (herein referred to as the "Ordinance "), and a Loan Agreement, dated of even date herewith, between the City, the City of South Miami Community Redevelopment Agency and the Bank (the "Loan Agreement ") and is subject to all the terms and conditions of the Loan Agreement. All terms, conditions and provisions of the Loan Agreement are by this reference thereto incorporated herein as a part of this Bond. Terms used herein in capitalized form and not otherwise defined herein shall have the meanings ascribed thereto in the Loan Agreement. The City has covenanted and agreed in the Loan Agreement to appropriate in its annual budget, by amendment, if necessary, from Non -Ad Valorem Revenues lawfully available in each Fiscal Year, amounts sufficient to pay the principal and interest due on the Bond in accordance with its terms during such Fiscal Year. "Non -Ad Valorem Revenues" means all revenues of the City derived from any source other than ad valorem taxation on real or personal property which the City derived from any source other than ad valorem taxation on real or personal property which are legally available to make the payments required under the Loan Agreement; but only after provision has been made by the City for the payment of all essential or legally mandated services. Such covenant and agreement on the part of the City to budget and appropriate such amounts of Non -Ad Valorem Revenues shall be cumulative to the extent not paid, and shall continue until such Non -Ad Valorem Revenues or other legally available funds in amounts sufficient to make all such required payments shall have been budgeted, appropriated and actually paid. Notwithstanding the foregoing covenant of the City, the City does not covenant to maintain any services or programs, now provided or maintained by the City, which generate Non -Ad Valorem Revenues. Such covenant to budget and appropriate does not create any lien upon or pledge of such Non -Ad Valorem Revenues, nor does it preclude the City from pledging in the future its Non -Ad Valorem Revenues, nor does it require the City to levy and collect any particular Non -Ad Valorem Revenues, nor does it give the Bond Holder a prior claim on the Non -Ad Valorem Revenues as opposed to claims of general creditors of the City. Such covenant to appropriate Non -Ad Valorem Revenues is subject in all respects to the payment of obligations secured by a pledge of such Non -Ad Valorem Revenues heretofore or hereafter entered into (including the A -3 (M14909042) payment of debt service on bonds and other debt instruments). However, the covenant to budget and appropriate in its general annual budget for the purposes and in the manner stated in the Loan Agreement shall have the effect of making available in the manner described herein Non - Ad Valorem Revenues and placing on the City a positive duty to appropriate and budget, by amendment, if necessary, amounts sufficient to meet its obligations under the Loan Agreement, subject, however, in all respects to the terms of the Loan Agreement and the restrictions of Section 166.241(3), Florida Statutes, which provides, in part, that the governing body of each municipality make appropriations for each Fiscal Year which, in any one year, shall not exceed the amount to be received from taxation or other revenue sources; and subject, further, to the payment of services and programs which are for essential public purposes affecting the health, welfare and safety of the inhabitants of the City or which are legally mandated by applicable law. Reference is hereby made to the Loan Agreement for the provisions, among others, relating to the terms, lien and security of the Bond, the custody and application of the proceeds of the Bond, the rights and remedies of the Holder of the Bond, and the extent of and limitations on the City's rights, duties and obligations, to all of which provisions the Holder hereof for himself and his successors in interest assents by acceptance of this Bond. THIS BOND SHALL NOT BE DEEMED TO CONSTITUTE A GENERAL DEBT OR A PLEDGE OF THE FAITH AND CREDIT OF THE CITY, OR A DEBT OR PLEDGE OF THE FAITH AND CREDIT OF THE STATE OF FLORIDA OR ANY POLITICAL SUBDIVISION THEREOF WITHIN THE MEANING OF ANY CONSTITUTIONAL, LEGISLATIVE OR CHARTER PROVISION OR LIMITATION, AND IT IS EXPRESSLY AGREED BY THE HOLDER OF THIS BOND THAT SUCH HOLDER SHALL NEVER HAVE THE RIGHT, DIRECTLY OR INDIRECTLY, TO REQUIRE OR COMPEL THE EXERCISE OF THE AD VALOREM TAXING POWER OF THE CITY OR ANY OTHER POLITICAL SUBDIVISION OF THE STATE OF FLORIDA OR TAXATION IN ANY FORM ON ANY REAL OR PERSONAL PROPERTY FOR THE PAYMENT OF THE PRINCIPAL OF, PREMIUM, IF ANY, AND INTEREST ON THIS BOND OR FOR THE PAYMENT OF ANY OTHER AMOUNTS PROVIDED FOR IN THE LOAN AGREEMENT. It is further agreed between the City and the Holder of this Bond that neither the members of the Governing Body of the City nor any person executing the Bond shall be liable personally on the Bond by reason of its issuance. This Bond may be exchanged or transferred by the Bank hereof but only upon the registration books maintained by the City and in the manner provided in the Loan Agreement. It is hereby certified, recited and declared that all acts, conditions and prerequisites required to exist, happen and be performed precedent to and in the execution, delivery and the issuance of this Bond do exist, have happened and have been performed in due time, form and manner as required by law, and that the issuance of this Bond is in full compliance with and does not exceed or violate any constitutional or statutory limitation. IN WITNESS WHEREOF, the City of South Miami, Florida has caused this Bond to be executed in its name by the manual signature of its City Manager, and attested by the manual A-4 (M14909042) signature of its Clerk and its corporate seal or a facsimile thereof affixed hereto, all as of this 20th day of April, 2006. CITY OF SOUTH MIAMI, FLORIDA IC Title: City Manager [SEAL] ATTEST: By: Clerk Pursuant to Resolution No. adopted by the Board of Commissioners of the South Miami Community Redevelopment Agency (the "SMCRA ") on April 10, 2006, the SMCRA has executed the Loan Agreement and hereby guarantees all payments due under this Bond, effective from and after the date on which the Board of County Commissioners of Miami -Dade County gives the approval required by Section 3.6 of the Loan Agreement. CITY OF SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY Title: Executive Director [SEAL] ATTEST: By: Secretary A -5 {M 1490904_2} FORM OF ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto thereunder, the within Bond and all rights and hereby irrevocably constitutes and appoints attorney to transfer the within Bond in the City for the registration thereof, with full power of substitution in the books kept by the premises. Date: SOCIAL SECURITY NUMBER OR FEDERAL IDENTIFICATION NUMBER OF ASSIGNEE NOTICE: The signature of this assignment must correspond with the name as it appears upon the within Bond in every particulate, or any change whatever. [Form of Abbreviations] The following abbreviations, when used in the inscription on the face of the within Bond, shall be construed as though they were written out in full according to the applicable laws or regulations. TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with the right UNIFORM TRANS MIN ACT - Uniform Transfers to Minors Act of of survivorship and not as tenants in common Custodian for (Cust.) (Minor) under (State). Additional abbreviations may also be used though not in the above list. Name and address of assignee for payment and notice purposes Notice: Date: Assignee: By: Title: Payment: A -G (M14909042) PAYMENT SCHEDULE [to be attached] A -7 (M1490904-21 FLORIDA LEAGUE OF CITIES PROPOSAL Apr 3, 2006 11:27 am Prepared by Banc of America Securities LLC (Finance 5.017 south miami:FMLCSMIA -2) TABLE OF CONTENTS South Miami $1.5 million for 15 years Florida Municipal Loan Council Rates as of 3 -31 -06 PRELIMINARY NUMBERS Report Page Sources and Uses of Funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 Bond Summary Statistics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 BondPricing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 Bond Debt Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 Net Debt Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 Apr 3, 2006 11:27 am Prepared by Banc of America Securities LLC (Finance 5.017 south miami:FMLCSMIA -2) Page 1 SOURCES AND USES OF FUNDS South Miami $1.5 million for 15 years Florida Municipal Loan Council Rates as of 3 -31 -06 PRELIMINARY NUMBERS Dated Date 05/15/2006 Delivery Date 05115/2006 Sources: Bond Proceeds: Par Amount 1,545,000.00 1,545,000.00 Uses: Project Fund Deposits: Project 1,500,000.00 Delivery Date Expenses: Cost of Issuance 6,380.85 Underwriter's Discount 9,254.55 Bond Insurance 9,591.31 Surety Bond Fee 15,000.00 40,226.71 Other Uses of Funds: Additional Proceeds 4,773.29 1,545,000.00 Apr 3, 2006 11:27 am Prepared by Banc of America Securities LLC (Finance 5.017 south miami:FMLCSMIA -2) Page 2 BOND SUMMARY STATISTICS South Miami $1.5 million for 15 years Florida Municipal Loan Council Rates as of 3 -31 -06 PRELIMINARY NUMBERS Dated Date 05/15/2006 Delivery Date 0511512006 Last Maturity 10/01/2021 Arbitrage Yield 4.358922% True Interest Cost (TIC) 4.220976% Net Interest Cost (NIC) 4.218936% All -In TIC 4.668553% Average Coupon 4.153388% Average Life (years) 9.138 Duration of Issue (years) 7.445 Par Amount 1,545,000.00 Bond Proceeds 1,545,000.00 Total Interest 586,402.96 Net Interest 595,657.51 Total Debt Service 2,131,402.96 Maximum Annual Debt Service 142,065.00 Average Annual Debt Service 138,602.79 Underwriter's Fees (per $1000) Average Takedown Other Fee 5.990000 Total Underwriter's Discount 5.990000 Bid Price 99.401000 Par Average Average Bond Component Value Price Coupon Life Serial Bonds 1,545,000.00 100.000 4.153% 9.138 1,545,000.00 9.138 Par Value +Accrued Interest +Premium (Discount) - Underwriter's Discount - Cost of Issuance Expense - Other Amounts Target Value Target Date Yield TIC 1,545,000.00 (9,254.55) 1,535,745.45 05/15/2006 4.220976% All -In Arbitrage TIC Yield 1,545,000.00 (9,254.55) (6,380.85) (24,591.31) 1,504,773.29 05/15/2006 4.668553% 1,545,000.00 (24,591.31) 1,520,408.69 05/15/2006 4.358922% Apr 3, 2006 11:27 am Prepared by Banc of America Securities LLC (Finance 5.017 south miami:FMLCSMIA -2) Page 3 BOND PRICING South Miami $1.5 million for 15 years Florida Municipal Loan Council Rates as of 3 -31 -06 PRELIMINARY NUMBERS Maturity Bond Component Date Amount Rate Yield Price Serial Bonds: Delivery Date 05/15/2006 First Coupon 10/01/2006 10/01/2007 75,000 3.590% 3.590% 100.000 10/01/2008 80,000 3.640% 3.640% 100.000 10/01/2009 85,000 3.670% 3.670% 100.000 10/01 /2010 85,000 3.700% 3.700% 100.000 10 /01 /2011 90,000 3.730% 3.730% 100.000 10/01/2012 95,000 3.820% 3.820% 100.000 10/01/2013 95,000 3.910% 3.910% 100.000 10/01/2014 100,000 3.990% 3.990% 100.000 10 /01 /2015 105,000 4.040% 4.040% 100.000 10/01 /2016 110,000 4.090% 4.090% 100.000 10/01/2017 115,000 4.240% 4.240% 100.000 10/01/2018 120,000 4.280% 4.280% 100.000 10/01/2019 125,000 4.310% 4.310% 100.000 10/01/2020 130,000 4.340% 4.340% 100.000 10101/2021 135,000 4.370% 4.370% 100.000 1,545,000 Dated Date 05/15/2006 Delivery Date 05/15/2006 First Coupon 10/01/2006 Par Amount 1,545,000.00 Original Issue Discount Production 1,545,000.00 100.000000% Underwriter's Discount (9,254.55) (0.599000) Purchase Price 1,535,745.45 99.401000% Accrued Interest Net Proceeds 1,535,745.45 Apr 3, 2006 11:27 am Prepared by Banc of America Securities LLC (Finance 5.017 south miami:FMLCSMIA -2) Page 4 BOND DEBT SERVICE South Miami $1.5 million for 15 years Florida Municipal Loan Council Rates as of 3 -31 -06 PRELIMINARY NUMBERS Period Ending Principal Coupon Interest Debt Service Bond Balance Total Bond Value 10/01/2006 23,513.46 23,513.46 1,545,000 1,545,000 10 /01/2007 75,000 3.590% 62,241.50 137,241.50 1,470,000 1,470,000 10/01/2008 80,000 3.640% 59,549.00 139,549.00 1,390,000 1,390,000 10/01/2009 85,000 3.670% 56,637.00 141,637.00 1,305,000 1,305,000 10 /01 /2010 85,000 3.700% 53,517.50 138,517.50 1,220,000 1,220,000 10/01/2011 90,000 3.730% 50,372.50 140,372.50 1,130,000 1,130,000 10/01/2012 95,000 3.820% 47,015.50 142,015.50 1,035,000 1,035,000 10/01/2013 95,000 3.910% 43,386.50 138,386.50 940,000 940,000 10/01/2014 100,000 3.990% 39,672.00 139,672.00 840,000 840,000 10 /01/2015 105,000 4.040% 35,682.00 140,682.00 735,000 735,000 10/01/2016 110,000 4.090% 31,440.00 141,440.00 625,000 625,000 10 /01 /2017 115,000 4.240% 26,941.00 141,941.00 510,000 510,000 10/01/2018 120,000 4.280% 22,065.00 142,065.00 390,000 390,000 10 /01 /2019 125,000 4.310% 16,929.00 141,929.00 265,000 265,000 10/01/2020 130,000 4.340% 11,541.50 141,541.50 135,000 135,000 10/0112021 135,000 4.370% 5,899.50 140,899.50 1,545,000 586,402.96 2,131,402.96 Apr 3, 2006 11:27 am Prepared by Banc of America Securities LLC BOND DEBT SERVICE South Miami $1.5 million for 15 years Florida Municipal Loan Council Rates as of 3 -31 -06 PRELIMINARY NUMBERS (Finance 5.017 south miami:FMLCSMIA -2) Page 5 Period Annual Bond Total Ending Principal Coupon Interest Debt Service Debt Service Balance Bond Value 10/01/2006 23,513.46 23,513.46 23,513.46 1,545,000 1,545,000 04/01/2007 31,120.75 31,120.75 1,545,000 1,545,000 10/01/2007 75,000 3.590% 31,120.75 106,120.75 137,241.50 1,470,000 1,470,000 04/01/2008 29,774.50 29,774.50 1,470,000 1,470,000 10/01/2008 80,000 3.640% 29,774.50 109,774.50 139,549.00 1,390,000 1,390,000 04/01/2009 28,318.50 28,318.50 1,390,000 1,390,000 10/01/2009 85,000 3.670% 28,318.50 113,318.50 141,637.00 1,305,000 1,305,000 04/01/2010 26,758.75 26,758.75 1,305,000 1,305,000 10 /01/2010 85,000 3.700% 26,758.75 111,758.75 138,517.50 1,220,000 1,220,000 04/01/2011 25,186.25 25,186.25 1,220,000 1,220,000 10/01/2011 90,000 3.730% 25,186.25 115,186.25 140,372.50 1,130,000 1,130,000 04/01/2012 23,507.75 23,507.75 1,130,000 1,130,000 10/01/2012 95,000 3.820% 23,507.75 118,507.75 142,015.50 1,035,000 1,035,000 04101/2013 21,693.25 21,693.25 1,035,000 1,035,000 10/01/2013 95,000 3.910% 21,693.25 116,693.25 138,386.50 940,000 940,000 04/01/2014 19,836.00 19,836.00 940,000 940,000 10/01/2014 100,000 3.990% 19,836.00 119,836.00 139,672.00 840,000 840,000 04/01/2015 17,841.00 17,841.00 840,000 840,000 10 /01/2015 105,000 4.040% 17,841.00 122,841.00 140,682.00 735,000 735,000 04/01/2016 15,720.00 15,720.00 735,000 735,000 10/01/2016 110,000 4.090% 15,720.00 125,720.00 141,440.00 625,000 625,000 04/01/2017 13,470.50 13,470.50 625,000 625,000 10/01/2017 115,000 4.240% 13,470.50 128,470.50 141,941.00 510,000 510,000 04/01/2018 11,032.50 11,032.50 510,000 510,000 10/01/2018 120,000 4.280% 11,032.50 131,032.50 142,065.00 390,000 390,000 04/01/2019 8,464.50 8,464.50 390,000 390,000 10/01/2019 125,000 4.310% 8,464.50 133,464.50 141,929.00 265,000 265,000 04/01/2020 5,770.75 5,770.75 265,000 265,000 10/01/2020 130,000 4.340% 5,770.75 135,770.75 141,541.50 135,000 135,000 04/01/2021 2,949.75 2,949.75 135,000 135,000 10/01/2021 135,000 4.370% 2,949.75 137,949.75 140,899.50 1,545,000 586,402.96 2,131,402.96 2,131,402.96 Apr 3, 2006 11:27 am Prepared by Banc of America Securities LLC (Finance 5.017 south miami:FMLCSMIA -2) Page 6 NET DEBT SERVICE South Miami $1.5 million for 15 years Florida Municipal Loan Council Rates as of 3 -31 -06 PRELIMINARY NUMBERS Period Ending Principal Interest Total Debt Service Trustee Fee Admin Fee Net Debt Service 10/01/2006 23,513.46 23,513.46 324 583.67 24,421.13 10/01/2007 75,000 62,241.50 137,241.50 648 1,545.00 139,434.50 10/01/2008 80,000 59,549.00 139,549.00 648 1,470.00 141,667.00 10/01/2009 85,000 56,637.00 141,637.00 648 1,390.00 143,675.00 10/01/2010 85,000 53,517.50 138,517.50 648 1,305.00 140,470.50 10/01/2011 90,000 50,372.50 140,372.50 648 1,220.00 142,240.50 10/01/2012 95,000 47,015.50 142,015.50 648 1,130.00 143,793.50 10/01/2013 95,000 43,386.50 138,386.50 648 1,035.00 140,069.50 10/01 /2014 100,000 39,672.00 139,672.00 648 940.00 141,260.00 10/01 /2015 105,000 35,682.00 140,682.00 648 840.00 142,170.00 10/01/2016 110,000 31,440.00 141,440.00 648 735.00 142,823.00 10/01/2017 115,000 26,941.00 141,941.00 648 625.00 143,214.00 10/01/2018 120,000 22,065.00 142,065.00 648 510.00 143,223.00 10/01/2019 125,000 16,929.00 141,929.00 648 390.00 142,967.00 10/01/2020 130,000 11,541.50 141,541.50 648 265.00 142,454.50 10/01/2021 135,000 5,899.50 140,899.50 648 135.00 141,682.50 1,545,000 586,402.96 2,131,402.96 10,044 14,118.67 2,155,565.63 Apr 3, 2006 11:27 am Prepared by Bane of America Securities LLC NET DEBT SERVICE South Miami $1.5 million for 15 years Florida Municipal Loan Council Rates as of 3 -31 -06 PRELIMINARY NUMBERS Total Date Principal Interest Debt Service Trustee Fee (Finance 5.017 south miami:FMLCSMIA -2) Page 7 Net Admin Fee Debt Service 10/01/2006 23,513.46 23,513.46 324 583.67 24,421.13 04/01/2007 31,120.75 31,120.75 772.50 31,893.25 10/01/2007 75,000 31,120.75 106,120.75 648 772.50 107,541.25 04/01/2008 29,774.50 29,774.50 735.00 30,509.50 10/01/2008 80,000 29,774.50 109,774.50 648 735.00 111,157.50 04/01/2009 28,318.50 28,318.50 695.00 29,013.50 10/01/2009 85,000 28,318.50 113,318.50 648 695.00 114,661.50 04/01 /2010 26,758.75 26,758.75 652.50 27,411.25 10 /01/2010 85,000 26,758.75 111,758.75 648 652.50 113,059.25 04/01/2011 25,186.25 25,186.25 610.00 25,796.25 10/01/2011 90,000 25,186.25 115,186.25 648 610.00 116,444.25 04/01/2012 23,507.75 23,507.75 565.00 24,072.75 10/01/2012 95,000 23,507.75 118,507.75 648 565.00 119,720.75 04/01/2013 21,693.25 21,693.25 517.50 22,210.75 10 /01 /2013 95,000 21,693.25 116,693.25 648 517.50 117,858.75 04/01/2014 19,836.00 19,836.00 470.00 20,306.00 10/01/2014 100,000 19,836.00 119,836.00 648 470.00 120,954.00 04/01/2015 17,841.00 17,841.00 420.00 18,261.00 10/01/2015 105,000 17,841.00 122,841.00 648 420.00 123,909.00 04/01 12016 15,720.00 15,720.00 367.50 16,087.50 10101/2016 110,000 15,720.00 125,720.00 648 367.50 126,735.50 04/01/2017 13,470.50 13,470.50 312.50 13,783.00 10/01/2017 115,000 13,470.50 128,470.50 648 312.50 129,431.00 04/01/2018 11,032.50 11,032.50 255.00 11,287.50 10/01/2018 120,000 11,032.50 131,032.50 648 255.00 131,935.50 04/01/2019 8,464.50 8,464.50 195.00 8,659.50 10/01/2019 125,000 8,464.50 133,464.50 648 195.00 134,307.50 04/01/2020 5,770.75 5,770.75 132.50 5,903.25 10 /01 /2020 130,000 5,770.75 135,770.75 648 132.50 136,551.25 04/01/2021 2,949.75 2,949.75 67.50 3,017.25 10/01/2021 135,000 2,949.75 137,949.75 648 67.50 138,665.25 1,545,000 586,402.96 2,131,402.96 10,044 14,118.67 2,155,565.63 20 01 Making our Neighborhood a Great Place to Live, Work and Play" To: Honorable Chair and SMCRA Board Members F ro m. Yvonne S oler- McKinle SMCRA Acting Executi irector RESOLUTION Date: May 8, 2006 ITEM No. 2 AUTHORIZATION TO OBTAIN PROPERTY APRAISALS FOR VACANT PROPERTY LOCATED IN THE SMCRA DISTRICT A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY ( SMCRA) RELATING TO LAND ACQUISITION; AUTHORIZING THE EXECUTIVE DIRECTOR TO OBTAIN PROPERTY APPRAISALS FOR VACANT PROPERTY LOCATED IN THE SMCRA DISTRICT BEARING FOLIO NO. 09-4025- 009-0240; AND PROVIDING AN EFFECTIVE DATE. BACKGROUND The South Miami Community Redevelopment Agency ( SMCRA) pursuant to Chapter 163, Part III, Florida Statutes and the SMCRA Redevelopment Plan specifically authorizes the acquisition of real or personal property for the purpose eliminating blighted conditions and improving the quality of life for residents in the SMCRA District. Staff has recently identified a non - buildable, vacant, lot located on the corner of 62nd Terrace and 62 "d Avenue. If purchased by the SMCRA, this lot provides an excellent opportunity to eliminate a blighted condition and to establish a community oriented vest pocket park in the SMCRA District. Approval of the attached resolution shall authorize the Executive Director to seek property appraisals on the above referenced vacant property bearing folio no. 09- 4025- 009 -0240 for the purpose of eventual purchase by the SMCRA and conversion to City of South Miami open space. RECOMMENDATION Staff recommends approval of the attached resolution authorizing the Executive Director to seek property appraisals on vacant property bearing folio no. 09- 4025- 009 -0240. Attachmcnt: Draft Rcsolution YSM/DOD /SD \\MCGRUFFIPLANN G\CRA\Authorization to Obtain Appmisalsm.doc 1 RESOLUTION NO. 2 3 A RESOLUTION OF THE SOUTH MIAMI COMMUNITY 4 REDEVELOPMENT AGENCY ( SMCRA) RELATING TO LAND 5 ACQUISITION; AUTHORIZING THE EXECUTIVE DIRECTOR TO 6 OBTAIN PROPERTY APPRAISALS FOR VACANT PROPERTY 7 LOCATED IN THE SMCRA DISTRICT BEARING FOLIO NO. 09- 8 4025 -009 -0240; AND PROVIDING AN EFFECTIVE DATE. 9 10 WHEREAS, The South Miami Community Redevelopment Agency 11 ( SMCRA) pursuant to Chapter 163, Part III, Florida Statutes and the SMCRA 12 Redevelopment Plan specifically authorizes the acquisition of real or personal 13 property for the purpose eliminating blighted conditions and improving the quality 14 of life for residents in the SMCRA District; and 15 16 WHEREAS, Staff has recently identified a non - buildable, vacant, lot 17 located on the corner of 62nd Terrace and 62nd Avenue bearing Folio No. 09 -4025- 18 009 -0240 ; and 19 20 WHEREAS, if purchased by the SMCRA, this vacant lot provides an 21 excellent opportunity to eliminate a blighted condition and to establish a 22 community oriented vest pocket park in the SMCRA District; and 23 24 WHEREAS, creation of a passive park will add to the City of South 25 Miami's overall percentage of open space; and 26 27 WHEREAS, to support the purchase of property by the SMCRA, property 28 appraisals must be obtained. WE 30 NOW THEREFORE BE IT RESOLVED BY THE COMMUNITY 31 REDEVELOPMENT AGENCY OF THE CITY OF SOUTH MIAMI, 32 FLORIDA THAT: 33 34 35 Section 1. The South Miami Community Redevelopment Agency Board 36 authorizes the Executive Director to obtain property appraisals for vacant property 37 bearing folio no. 09- 4025- 009 -0240. 38 39 40 Section 2. This resolution shall take effect immediately upon adoption. 41 42 Pagel of 2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 PASSED AND ADOPTED this ATTEST: City of South Miami Community Redevelopment Agency Clerk READ AND APPROVED AS TO FORM: Eve A. Boutsis, General Counsel day of May, 2006. Page 2 of 2 APPROVED: Chairperson Horace Feliu Board Vote: Chairperson Feliu: Vice Chairperson Wiscombe: Board Member Palmer: Board Member Birts: Board Member Beckman: Board Member Ellis: Board Member Williams: �iulwwaa 1001 "Making our Neighborhood a Great Place to Live, Work and Play" To: Honorable Chair and SMCRA Board Members r /� From: Yvonne Soler - McKinley :f SMCRA Acting Executiv erector RESOLUTION Date: May 8, 2006 ITEM No. VICE CHAIR TVISCOMBE DISCRETIONARY FUND DISBURSEMENT A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY ( SMCRA) RELATING TO DISTRIBUTION OF SMCRA BOARD MEMBER DISCRETIONARY FUNDS; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISBURSE $250.00 OF VICE CHAIR RANDY WISCOMBE'S ANNUAL $1,000.00 IN DISCRETIONARY FUNDING TO REBUILDING TOGETHER INC; AND CHARGING THE AMOUNT OF $250.00 TO ACCOUNT NO. 610-1110-554-99-25; AND PROVIDING AN EFFECTIVE DATE. BACKGROUND SMCRA Board Member Discretionary Funds are listed as a budgeted line item in the FY 05106 Budget which provides Board Members with $1,000 in discretionary funding. Discretionary Funds may be used within the SMCRA District for economic development purposes and assistance to the SMCRA Community. As part of the FY 04/05 Budget approval process, the Miami -Dade County TIF Committee recommended approval of the FY 04/05 Budget subject to discretionary fund disbursements receiving authorization during a public noticed meeting. (See Attached Exhibit). Vice -Chair Wiscombe seeks to allocate $250 of his $1,000 in discretionary funds to assist Rebuilding Together Inc. in their on -going efforts to renovate existing single - family homes in the SMCRA District. RECOMMENDATION Staff recommends approval of the attached resolution authorizing an expenditure of $250 of Vice -Chair Wiscombe's $1000 discretionary fund allocation to Rebuilding Together Inc. Attachments: Draft Resolution Miami -Dade County Legislative Item YSM /DOD /SD \ \MCGRUFF\PLANNIN Ulk R A\ Discretionary Fund Expediture - Vice -Chair Wiscombe.doc I RESOLUTION NO. 2 3 A RESOLUTION OF. THE SOUTH MIAMI COMMUNITY 4 REDEVELOPMENT AGENCY ( SMCRA) RELATING TO 5 DISTRIBUTION OF SMCRA BOARD MEMBER DISCRETIONARY 6 FUNDS; AUTHORIZING THE' EXECUTIVE DIRECTOR TO 7 DISBURSE $250.00 OF VICE CHAIR RANDY WISCOMBE'S 8 ANNUAL $1,000.00 IN DISCRETIONARY FUNDING TO 9 REBUILDING TOGETHER INC.; AND CHARGING THE 10 AMOUNT OF $250.00 TO ACCOUNT NO. 610- 1110 - 554- 99 -25; AND 11 PROVIDING AN EFFECTIVE DATE. 12 13 WHEREAS, the Board of the City of South Miami has a budgeted line item in its 14 2005 -2006 budget which provides each board member with $1,000 in discretionary 15 funds, which funds may be used within the SMCRA for economic development and 16 assistance to the SMCRA community; and 17 18 WHEREAS, the SMCRA's purpose is to assist a blighted community and to 19 ensure that the community does not deteriorate further; and 20 21 WHEREAS, Board Member discretionary funds may be used within the SMCRA 22 District for economic development purposes and assistance to the SMCRA Community 23 24 WHEREAS, Vice -Chair Randy Wiscombe seeks to use $250.00 of his $1,000 in 25 discretionary funds to assist Rebuilding Together Inc, which funds are to be used to assist 26 in the on -going efforts of Rebuilding Together Inc. in rehabilitating existing single - family 27 homes in the SMCRA District to prevent further deterioration within the community and 28 to improve the quality of life of SMCRA residents; and 29 30 WHEREAS, Rebuilding Together Inc. is a partner in the SMCRA in assisting 31 residents to overcoming blighted conditions in the community and improving the existing 32 housing stock in the SMCRA District. 33 34 NOW THEREFORE BE IT RESOLVED BY THE COMMUNITY 35 REDEVELOPMENT AGENCY. OF THE CITY OF SOUTH MIAMI, FLORIDA 36 THAT: 37 38 Section 1. Authorization is approved to disburse $250.00 of Vice Chair 39 Randy Wiscombe's $1,000 the discretionary funds of as follows: $250.00 of his 40 $1,000.00 discretionary fund to Rebuilding America Inc to assist in the on -going efforts 41 of Rebuilding Together Inc. in rehabilitating existing single- family homes in the SMCRA Page 1 of 2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 District. The distribution shall be made provided the funds are used for proper SMCRA economic development and assistance purpose. Section 2. This resolution shall take effect immediately upon adoption. PASSED AND ADOPTED this day of May, 2006. ATTEST: APPROVED: City of South Miami Community Redevelopment Agency Clerk READ AND APPROVED AS TO FORM: 22 Eve A. Boutsis, 23 General Counsel 24 25 26 27 28 29 30 Chairperson Horace Feliu Board Vote: Chairperson Feliu: Vice Chairperson Wiscombe: Board Member Palmer: Board Member Birts: Board Member Beckman: Board Member Ellis: Board Member Williams: Page 2 of 2 Miami -Dade Legislative Item File Number: 052285 fj*GetAcrDbaf Printable PDF Format Adobe Reader File Number: 052285 File Type: Status: Adopted Resolution Version: 0 Reference: R -963- Control: County 05 Commission File Name: FY 2004 -2005 BUDGET F/ CITY OF SOUTH MIAMI CRA Introduced: 8/5/2005 Requester: Office of Community and Cost: Final Action: 9/8/2005 Economic Development Agenda Date: 9/8/2005 Agenda Item Number: 5M Notes: TLL- Title: RESOLUTION APPROVING THE BUDGET FOR FISCAL YEAR 8/5105 2004 -2005 FOR CITY OF SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY Indexes: COMMUNITY REDEVELOPMENT AGENCY Sponsors: NONE Sunset Provision: No Effective Date: Expiration Date: Registered Lobbyist: None Listed Legislative History Acting Body Date Agenda Action Sent To Due Date Returned Pass /Fail Item Board of 9/8/2005 5M Adopted P County Commissioners 2/13/2006 Legislative Matter Page 2 of 4 Community 8/16/2005 4F Forwarded to BCC P Empowerment with a favorable & Econ. recommendation Revitalization Revitalization Cmte. Cmte. REPORT: Assistant County Manager Tony Crapp read the foregoing proposed resolution into the record. Attorney Ms. Silvia Unzueta, Deputy Director, Office of Community and Economic Development, noted members of the City of South Miami Community Redevelopment Agency (SMCRA) were present at today's Committee meeting. Commissioner Jordan requested that the Office of Community and Economic Development (OCED) Director provide her with a status report on the Codec's Elderly Housing Development Project efforts to recruit elderly citizens from the City of Opa -locka to occupy this development along with an ethnic breakdown of those already recruited.She also asked that the Opa -Iocka Community Development Corporation (CDC) and the Opa -Iocka Housing Authority be utilized as resources in efforts to recruit elderly residents. Following further comments by Commissioner Jordan, Ms. Unzueta stated that a status report . would be provided as requested. She asked that a meeting be scheduled to discuss this report with Commissioner Jordan before the next Committee meeting. In response to Mr. John Riley's request that the Opa -Iocka Housing Authority be included as well as the Opa -locka CDC in the recruitment efforts for the project, Commissioner Jordan noted that the Opa -locka Housing Authority would be included. Hearing no further questions or comments, the Committee proceeded to vote on the foregoing proposed resolution as presented. County 8/10/2005 Assigned Shannon D. 8/10/2005 Attorney Summerset County 8/9/2005 Assigned County Attorney Manager's Office REPORT: returned for changes County 8/9/2005 Assigned Tony Crapp 8/9/2005 Manager REPORT: RETURN TO ACM County 8/5/2005 Assigned Tony Crapp 7/29/2005 815/2005 Manager County 8/5/2005 Assigned County Attorney 9/8/2005 Manager REPORT: OCED (CEEB CMTE 8/16/05) County - 8/5/2005 Referred Community 8116/2005 Manager Empowerment & Econ. Revitalization Cmte. County 8/5/2005 Assigned Shannon D. 8/10/2005 Attorney Summerset Legislative Text Legislative Matter Page 3 of 4 TITLE RESOLUTION APPROVING THE BUDGET FOR FISCAL YEAR 2004 -2005 FOR CITY OF SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY BODY WHEREAS, the Interlocal Cooperation Agreement between Miami -Dade County, Florida (the "County) and City of South Miami, Florida regarding the City of South Miami Community Redevelopment Area requires that the City of South Miami Community Redevelopment Agency (the "Agency ") transmit its adopted annual budget to the Board of County Commissioners of Miami -Dade County, Florida (the "Board ") for approval; and WHEREAS, this Board desires to approve_the Agency's adopted annual budget for Fiscal Years 2004- 2005 for the City of South Miami Community Redevelopment Area in the form attached hereto as Exhibit I and incorporated herein by this reference; and WHEREAS, this Board desires to accomplish the purpose outlined in the accompanying memorandum, a copy of which is incorporated herein by this reference, NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF MIAMI -DARE COUNTY, FLORIDA, that: Section 1. The matters contained in the foregoing recitals are incorporated in this resolution by reference. Section 2. This Board approves the Agency's annual adopted budget for Fiscal Year 2004 -2005 related to the City of South Miami Community Redevelopment Area in the form attached hereto as Exhibit I READER Date: To: Honorable Chairperson Joe A. Martinez and Members, Board of County Commissioners From: George M. Burgess County Manager Subject: FY 2004 -2005 Budget for City of South Miami Community Redevelopment Agency STAFF RECOMMENDATION It is recommended that the Board of County Commissioners (the "Board') approve the City of South Miami Community Redevelopment Agency's (SMCRA) FY 2004 -2005 budget for the City of South Miami Community Redevelopment Area, which includes revenues and expenditures of $1,252,785 as indicated in the attached Exhibit I. MANAGER'S BACKGROUND The Board approved the Tax Increment Financing Project for the City of South Miami on May 19,1998 by Ordinances No. 98 -79 and 98 -80. An Interlocal Agreement was approved by the Board on September 9, 1999 (Resolution No. 99 -100). An amendment to the Interlocal Agreement, raising the Legislative Matter Page 4 of 4 administrative cap to 20 %, was approved by the Board on March 16, 2004 (Resolution R- 327 -04). The agreement requires the City of South Miami to submit for County approval, the budget for the project when tax increment funds are used. It also provided for an expiration date of June 1, 2005 unless the Board approves an extension after reviewing an update to the Community Redevelopment Plan. Board approval of this- extension was granted by Resolution R- 466 -05 on May 3, 2005. This action was awaited prior to requesting the Board to take action on the SMCRA annual budget for FY 2004 -05. The budget reflects revenues and expenditures of $1,252,785. The major sources of revenues are tax increment proceeds ($759,636) and carryover from FY 2003 -04 of $472,649. The County's contribution to the revenues is $312,664. The City's contribution is $446,972. The major categories for expenditures are operating salaries and fringes ($35,000); contractual services ($108,049); redevelopment grants ($165,000); building construction and improvement ($129,098); land and building acquisitions ($219,990); community policing ($65,000); code enforcement ($55,000); repayment to the City of start-up costs ($60,000) repayment for the City advance to purchase a building ($123,475); infrastructure improvements ($47,684); legal costs ($46, 837); administration ($143,884); other operating costs categories such as property tax on rehab buildings, publishing, insurance, a scholarship fund, CRA Board Member discretionary funds ($7,000) and contingencies total less than ($50,000). Administration expenses, it is to be noted, are 11 % of total expenditures (and 18% of total expenditures excluding carryover revenue). This is below the 20% cap required by the Interlocal Agreement. As required by the Interlocal Agreement, the City of South Miami Community Redevelopment agency has submitted its progress report and audited financial statements, and has already remitted this year's County administration charge. The Tax Increment Financing and Coordinating Committee has reviewed this budget and recommends it for Board approval subject to the SMCRA Board publicly authorizing the allocations of discretionary Commissioner funds prior to their payment. Tony E. Crapp, Sr. Assistant County Manager Home I Agendas I Minutes I Legislative Search I Lobbyist Registration I Leaislative Reports 2006 BCC Meeting Calendar I Miami -Dade Countv Code of Ordinances _ Home I Using Our Site I About ( Phone Directory I Privacy Disclaimer E -mail your comments, questions and suggestions to Webmaster Web Site 0 2006 Miami -Dade County. All rights reserved. Together. Rebuilding Together Miami 5900 Southwest 73'd Street Miami, Florida 33143 March 28, 2006 South Miami Community Redevelopment Agency 6130 Sunset Drive South Miami, Florida 33143 To Whom It May Concern: It has come to my attention that our organization is being considered for funding. I guarantee that any funds that would be made available will be used exclusively within the South Miami CRA boundary. We are looking forward to our fourth year in your neighborhood helping your citizens. We are honored to be under consideration and remain available at 305 -665 -1146 for further needs. Sincerely, Rebuilding Miami . wuf j 1'� 1 W. Robert Miller Board Chair I 'd 8986'0N RECEIVE DI MAR 2 9 2006 CITY MANAGER'S OFFICE 'da00 9N1011N9 V0180ld 1S81d U99 :9 9001 '81'j2W Rebuilding Together.' "Our mission is to preserve and revitalize houses and communities, assuring that.low- income homeowners, particularly those who are elderly, disabled, live in comfort, safety, and independence. Our goal is to make a sustainable impact in partnership with communities." Obiecfives: 1) Directly impact the quality of life of low- income elderly and disable homeowners by providing urgent home improvements. 2) Deliver a significant neighborhood improvement project by improving multiple homes and by providing neighborhood beautification. 3) Strengthen the local homeowners associations via collaboration and empowerment. 4) Engagement of diverse individuals and organizations in community service that will promote the goal that the City of South Miami is a caring and inclusive community. Every homeowner's situation is unique and every project is "customized to meet the needs of the family and the condition of their home. We target tasks that provide immediate and long -term assistance to the family, that are often challenging, complex and require very skilled trades- people. Our principle activities are home repairs and improvements, but our goals are to address quality of life issues for low- income homeowners, with a focus on the elderly, disable and families with children. In the process we also bring together and organize many individuals and organizations that share similar values about helping our neighbors and about building a better community. The nation's largest volunteer organization preserving and revitalizing low- income houses and communities. Rebuilding Together.' "Our mission is to preserve and revitalize houses and communities, assuring that low - income homeowners, particularly those who are elderly, disabled, live in comfort, safety, and independence. Our goal is to make a sustainable impact in partnership with communities. " The 3 past annual events had several key objectives: 1) Directly impact the quality of life of low- income homeowners by providing urgent home improvements. 2) Deliver a significant neighborhood improvement project by improving multiple homes and by providing neighborhood beautification. 3) Strengthen the local homeowners associations via collaboration and empowerment. 4) Engagement of diverse individuals and organizations in community service that will promote the goal that City of South Miami is a caring and inclusive community. 5) Over 45 homes addressed in the CRA and South Miami area 6) Over $250, 000 dollars in materials and services Every homeowner's situation is unique and every project is customized to meet the needs of the family and the condition of their home. We target tasks that provide immediate and long -term assistance to the family, that are often challenging, complex and require very skilled trades - people. As a secondary target we select tasks that are suitable for willing volunteers and benefit the family and neighborhood (clean-up, landscaping and painting) that provides a personal involvement in meaningful community service Some highlights of this year's Annual Rebuilding Together Day., • 29 homes (11 in Lee Park Town homes and 18 in the CRA & South Miami area in; these families included: (52 individuals, 29 elderly, 11 disabled, ) • Approximately 260 individuals participated in this years event The nation's largest volunteer organization preserving and revitalizing low- income houses and communities. Who hene its? 1) homeowners and their families a. Resolve unsafe & unsanitary living conditions (restoration of toilets, sinks, and doors...) b. Reduce probabilities of falls and injuries at home (lighting, steps, switches, and outlets:..) c. Protection of their principle financial asset (roof repairs, leaking water...) 2) two homeowners associations that we worked with a. strengthen grass -roots organizations b. empower local leadership 3) neighbors and the community a. community beautification b. improved home value c. retention of affordable housing 4) volunteers who are looking for meaningful community service 5) civic partners who look for effective delivery of services 6) sponsors who want to partner with efficient non -profit organizations 7) municipal agencies who look for assistance with needed social services Our principle activities are home repairs and improvements, but our goals are to address quality of life issues for low- income homeowners, with a focus on the elderly, disable and families with children. In the process we also bring together and organize many individuals and organizations that share similar values about helping our neighbors and about building a better community. The nation's largest volunteer organization preserving and revitalizing low- income houses and communities. t 2001 "Making our Neighborhood a Great Place to Live, Work and A`oy" To: Honorable Chair and SMCRA Board Members From: Yvonne Soler- McKinI Y > SMCRA Acting Execu>ye it �or RESOLUTION Date: May 8, 2006 ITEM No. 10 BOARD MEMBER BIRTS DISCRETIONARY FUND DISBURSEMENT A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY ( SMCRA) RELATING TO DISTRIBUTION OF SMCRA BOARD MEMBER DISCRETIONARY FUNDS; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISBURSE $250.00 OF BOARD MEMBER BIRTS'S ANNUAL $1,000.00 IN DISCRETIONARY FUNDING TO REBUILDING TOGETHER INC; AND CHARGING THE AMOUNT OF $250.00 TO ACCOUNT NO. 610 - 1110 -554- 99 -25; AND PROVIDING AN EFFECTIVE DATE. BACKGROUND SMCRA Board Member Discretionary Funds are listed as a budgeted line item in the FY 05106 Budget which provides Board Members with $1,000 in discretionary funding. Discretionary Funds may be used within the SMCRA District for economic development purposes and assistance to the SMCRA Community. As part of the FY 04/05 Budget approval process, the Miami -Dade County TIF Committee recommended approval of the FY 04/05 Budget subject to discretionary fund disbursements receiving authorization during a public noticed meeting. (See Attached Exhibit). Board Member Birts seeks to allocate $250 of his $1,000 in discretionary funds to assist Rebuilding Together Inc. in their on -going efforts to renovate existing single- family homes in the SMCRA District. RECOMMENDATION Staff recommends approval of the attached resolution authorizing an expenditure of $250 of Board Member Birts's $1000 discretionary fund allocation to Rebuilding Together Inc. Attachments: Draft Resolution Miami -Dade County Legislative Item YSM /DOD /SD JQMJV \\MCGRUFF\PCX_NNTNG\C It 1 Discretionary Fund Expcditure - Vice -Chair Wiscombe.doc I RESOLUTION NO. 2 3 A RESOLUTION OF THE SOUTH MIAMI COMMUNITY 4 REDEVELOPMENT AGENCY ( SMCRA) RELATING TO 5 DISTRIBUTION OF SMCRA BOARD MEMBER DISCRETIONARY 6 FUNDS; AUTHORIZING THE EXECUTIVE DIRECTOR TO 7 DISBURSE $250.00 OF BOARD MEMBER BIRTS' ANNUAL 8 $19000.00 IN DISCRETIONARY FUNDING TO REBUILDING 9 TOGETHER; AND CHARGING THE AMOUNT OF $250.00 TO 10 ACCOUNT NO.610- 1110 - 554- 99 -25; AND PROVIDING AN 11 EFFECTIVE DATE. 12 13 WHEREAS, the Board of the City of South Miami has a budgeted line item in its 14 2005 -2006 budget which provides each board member with $1,000 in discretionary 15 funds, which funds may be used within the SMCRA for economic development and 16 assistance to the SMCRA community; and 17 18 WHEREAS, the SMCRA's purpose is to assist a blighted community and to 19 ensure that the community does not deteriorate further; and 20 21 WHEREAS, Board Member discretionary funds may be used within the SMCRA 22 District for economic development purposes and assistance to the SMCRA Community 23 24 WHEREAS, Board Member Birts seeks to use $250.00 of her $1,000 in 25 discretionary funds to assist Rebuilding Together Inc, which funds are to be used to assist 26 in the on -going efforts of Rebuilding Together Inc. in rehabilitating existing single- family 27 homes in the SMCRA District to prevent-further deterioration within the community and 28 to improve the quality of life of SMCRA residents; and 29 30 WHEREAS, Rebuilding Together Inc. is a partner in the SMCRA in assisting 31 residents to overcoming blighted conditions in the community and improving the existing 32 housing stock in the SMCRA District. 33 34 NOW THEREFORE BE IT RESOLVED BY THE COMMUNITY 35 REDEVELOPMENT AGENCY OF THE CITY OF SOUTH MIAMI, FLORIDA 36 THAT: 37 38 Section 1. Authorization is approved to disburse $250.00 of Board 39 Member Birts' $1,000 the discretionary funds of as follows: $250.00 of her $1,000.00 40 discretionary fund to Rebuilding America Inc to assist in the on -going efforts of 41 Rebuilding Together Inc. in rehabilitating existing single - family homes in the SMCRA Page 1 of 2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 District. The distribution shall be made provided the funds are used for proper SMCRA economic development and assistance purpose. Section 2. This resolution shall take effect immediately upon adoption. PASSED AND ADOPTED this ATTEST: City of South Miami Community Redevelopment Agency Clerk READ AND APPROVED AS TO FORM: Eve A. Boutsis, General Counsel day of May, 2006. APPROVED: Chairperson Horace Feliu Board Vote: Chairperson Feliu: Vice Chairperson Wiscombe: Board Member Palmer: Board Member Birts: Board Member Beckman: Board Member Ellis: Board Member Williams: Page 2 of 2 Legislative Matter Page 2 of 4 Community 8/16/2005 4F Forwarded to BCC P Empowerment with a favorable & Econ. recommendation Revitalization Revitalization Cmte. Cmte. REPORT: Assistant County Manager Tony Crapp read the foregoing proposed resolution into the record. Attorney Ms. Silvia Unzueta, Deputy Director, Office of Community and Economic Development, noted members of the City of South Miami Community Redevelopment Agency (SMCRA) were present at today's Committee meeting. Commissioner Jordan requested that the Office of Community and Economic Development (OCED) Director provide her with a status report on the Codec's Elderly Housing Development Project efforts to recruit elderly citizens from the City of Opa -locka to occupy this development along with an ethnic breakdown of those already recruited.She also asked that the Opa -locka Community Development Corporation (CDC) and the Opa -locks Housing Authority be utilized as resources in efforts to recruit elderly residents. Following further comments by Commissioner Jordan, Ms. Unzueta stated that a status report . would be provided as requested. She asked that a meeting be scheduled to discuss this report with Commissioner Jordan before the next Committee meeting. In response to Mr. John Riley's request that the Opa -locka Housing Authority be included as well as the Opa -locka CDC in the recruitment efforts for the project, Commissioner Jordan noted that the Opa -locks Housing Authority would be.included. Hearing no further questions or comments, the Committee proceeded to vote on the foregoing proposed resolution as presented. County 8/10/2005 Assigned Shannon D. 8/10/2005 Attorney Summerset County 819/2005 Assigned County Attorney Manager's Office REPORT: returned for changes County 8/9/2005 Assigned Tony Crapp 8/9/2005 Manager REPORT: RETURN TO ACM County 8/5/2005 Assigned Tony Crapp 7/29/2005 8/5/2005 Manager County 815/2005 Assigned County Attorney 918/2005 Manager REPORT: OCED (CEER CMTE 8/16/05) County - 8/5/2005 Referred Community 8/16/2005 Manager Empowerment & Econ. Revitalization Cmte. County 8/5/2005 Assigned Shannon D. 8/1012005 Attorney Summerset Legislative Text Legislative Matter Page 3 of 4 TITLE RESOLUTION APPROVING THE BUDGET FOR FISCAL YEAR 2004 -2005 FOR CITY OF SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY BODY WHEREAS, the Interlocal Cooperation Agreement between Miami -Dade County, Florida (the "County) and City of South Miami, Florida regarding the City of South Miami Community Redevelopment Area requires that the City of South Miami Community Redevelopment Agency (the "Agency ") transmit its adopted annual budget to the Board of County Commissioners of Miami -Dade County, Florida (the "Board ") for approval; and WHEREAS, this Board desires to approve the Agency's adopted annual budget for Fiscal Years 2004- 2005 for the City of South Miami Community Redevelopment Area in the form attached hereto as Exhibit I and incorporated herein by this reference; and WHEREAS, this Board desires to accomplish the purpose outlined in the accompanying memorandum, a copy of which is incorporated herein by this reference, NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF MIAMI -DADE COUNTY, FLORIDA, that: Section 1. The matters contained in the foregoing recitals are incorporated in this resolution by reference. Section 2. This Board approves the Agency's annual adopted budget for Fiscal Year 2004 -2005 related to the City of South Miami Community Redevelopment Area in the form attached hereto as Exhibit I HEADER Date: To: Honorable Chairperson Joe A. Martinez and Members, Board of County Commissioners From: George M. Burgess County Manager Subject: FY 2004 -2005 Budget for City of South Miami Community Redevelopment Agency STAFF RECOMMENDATION It is recommended that the Board of County Commissioners (the "Board ") approve the City of South Miami Community Redevelopment Agency's (SMCRA) FY 2004 -2005 budget for the City of South Miami Community Redevelopment Area, which includes revenues and expenditures of $1,252,785 as indicated in the attached Exhibit I. MANAGER'S BACKGROUND The Board approved the Tax Increment Financing Project for the City of South Miami on May 19,1998 by Ordinances No. 98 -79 and 98 -80. An Interlocal Agreement was approved by the Board on September 9, 1999 (Resolution No. 99 -100). An amendment to the Interlocal Agreement, raising the Legislative Matter Page 4 of 4 administrative cap to 20 %, was approved by the Board on March 16, 2004 (Resolution R- 327 -04). The agreement requires the City of South Miami to submit for County approval, the budget for the project when tax increment funds are used. It also provided for an expiration date of June 1, 2005 unless the Board approves an extension after reviewing an update to the Community Redevelopment Plan. Board approval-of this-extension was granted by Resolution R- 466 -05 on May 3, 2005. This action was awaited prior to requesting the Board to take action on the SMCRA annual budget for FY 2004 -05. The budget reflects revenues and expenditures of $1,252,785. The major sources of revenues are tax increment proceeds ($759,636) and carryover from FY 2003 -04 of $472,649. The County's contribution to the revenues is $312,664. The City's contribution is $446,972. The major categories for expenditures are operating salaries and fringes ($35,000); contractual services ($108,049); redevelopment grants ($165,000); building construction and improvement ($129,098); land and building acquisitions ($219,990); community policing ($65,000); code enforcement ($55,000); repayment to the City of start-up costs ($60,000) repayment for the City advance to purchase a building ($123,475); infrastructure improvements ($47,684); legal costs ($46, 837); administration ($143,884); other operating costs categories such as property tax on rehab buildings, publishing, insurance, a scholarship fund, CRA Board Member discretionary funds ($7,000) and contingencies total less than ($50,000). Administration expenses, it is to be noted, are 11 % of total expenditures (and 18% of total expenditures excluding carryover revenue). This is below the 20% cap required by the Interlocal Agreement. As required by the Interlocal Agreement, the City of South Miami Community Redevelopment agency has submitted its progress report and audited financial statements, and has already remitted this year's County administration charge. The Tax Increment Financing and Coordinating Committee has reviewed this budget and recommends it for Board approval subject to the SMCRA Board publicly authorizing the allocations of discretionary Commissioner funds prior to their payment. Tony E. Crapp, Sr. Assistant County Manager Home I Agendas I Minutes I Legislative Search I Lobbyist Registration I Legislative Reports 2006 BCC Meeting Calenda I Miami -Dade County Code of Ordinances _ Home I Using Our Sit I About I Phone Directory I Privacy ( Disclaimer E -mail your comments, questions and suggestions to Webmaster Web Site ® 2006 Miami -Dade County. All rights reserved. l.0 Reb uildif Together, Rebuilding Together Miami 5900 Southwest 73 d Street Miami, Florida 33143 March 28, 2006 South Miami Community Redevelopment Agency 6130 Sunset Drive South Miami, Florida 33143 To Whom It May Concern: It has come to my attention that our organization is being considered for funding. I guarantee that any funds that would be made available will be used exclusively Within the South Miami CRA boundary. We are looking forward to our fourth year in your neighborhood helping your citizens. We are honored to be under consideration and remain available at 305 -665 -1146 for further needs. Sincerely, Rebuilding Miami W I . I Uf �''iW 1 W. Robert Miller Board Chair ECE9VE am MAR 2 92006 CITY MANAGER'S OFFICE I -A 0(109 nil dNni nmrrnlna Hnlun-14 I.U14 WdQQ:Q Qnn7 1971JeW M +IqRebuildin! T ogether' "Our mission is to preserve and revitalize houses and communities, assuring that .low-income homeowners, particularly those who are elderly, disabled, live in comfort, safety, and independence. Our goal is to make a sustainable impact in partnership with communities " Objectives: 1) Directly impact the quality of life of low- income elderly and disable homeowners by providing urgent home improvements. 2) Deliver a significantneighborhood improvement project by improving multiple homes and by providing neighborhood beautification. 3) Strengthen the local homeowners associations via collaboration and empowerment. 4) Engagement of diverse individuals and organizations in community service that will promote the goal that the City of South Miami is a caring and inclusive community. Every homeowner's situation is unique and every project is customized to meet the needs of the family and the condition of their home. We target tasks that provide immediate and long -term assistance to the family, that are often challenging, complex and require very skilled trades people. Our principle activities are home repairs and improvements, but our goals are to address quality of life issues for low-income homeowners, with a focus on the elderly, disable and families with children. In the process we also bring together and organize many individuals and organizations that share similar values about helping our neighbors and about building a better community. •. L_ i__ . . ,, ,�.. „.ee. ,,,,,� „; ,,t;�„ nrPcPry ;na nnA rPv ;ta;M;no lnw_inrmmn hnnce;.c and rnmmnnities. ,Rebuilding Together.' "Our mission is to preserve and revitalize houses and communities, assuring that low - income homeowners, particularly those who are elderly, disabled, live in comfort, safety, and independence. Our goal is to make a sustainable impact in partnership with communities. " The 3 past annual events had several key objectives: 1) Directly impact the quality of life of low- income homeowners by providing urgent home improvements. 2) Deliver a significant neighborhood improvement project by improving multiple homes and by providing neighborhood beautification. 3) Strengthen the local homeowners associations via collaboration and empowerment. 4) Engagement of diverse individuals and organizations in community service that will promote the goal that City of South Miami is a caring and inclusive community. 5) Over 45 homes addressed in the CRA and South Miami area 6) Over $250, 000 dollars in materials and services Every homeowner's situation is unique and every project is customized to meet the needs of the family and the condition of their home. We target tasks that provide immediate and long -term assistance to the family, that are often challenging, complex and require very skilled trades - people. As a secondary target we select tasks that are suitable for willing volunteers and benefit the family and neighborhood (clean -up, landscaping and painting) that provides a personal involvement in meaningful community service Some hiehIWis of'this year's Annual Rebuildinz Tozether Day., • 29 homes (11 in Lee Park Town homes and 18 in the CRA & South Miami area in; these families included: (52 individuals, 29 elderly, 11 disabled, ) • Approximately 260 individuals participated in this years event The nation's largest volunteer organization preserving and revitalizing low- income houses and communities. j 1 1 Who henerits? 1) homeowners and their families a. Resolve unsafe & unsanitary living conditions (restoration of toilets, sinks, and doors...) b. Reduce probabilities of falls and injuries at home (lighting, steps, switches, and outlets:..) c. Protection of their principle financial asset (roof repairs, leaking water...) 2) two homeowners associations that we worked with a. strengthen grass -roots organizations b. empower local leadership 3) neighbors and the community a. community beautification b. improved home value c. retention of affordable housing 4) volunteers who are looking for meaningful community service 5) civic partners who look for effective delivery of services 6) sponsors who want to partner with efficient non -profit organizations 7) municipal agencies who look for assistance with needed social services Our principle activities are home repairs and improvements, but our goals are to address quality of life issues for low- income homeowners, with a focus on the elderly, disable and families with children. In the process we also bring together and organize many individuals and organizations that share similar values about helping our neighbors and about building a better community. The nation's largest volunteer organization preserving and revitalizing low- income houses and communities.