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03-20-09 Special1 7 y:7 Nl South Miami I- America City 1 MAYOR:;; ,' ;Horace G Fehu CITY MANAGER: A ibola Balo un )n g VICE MAYOR ' Brian D. Beasley '" ` CITY' ATT=ORNEY: Luis Figueredo 1� � 20MMISSIONER Valerie Newman ;M CITY CLERK:` , :E , Maria M Menendez . OMNIISSIONER: Velma Palmer -ONIMISSIONER :, Jay Beckman CITY COMMISSION AGENDA Special City Commission Meeting Special Meeting date: March 20, 2009 Time: 7:30 PM Next Regular Meeting date: April 7, 2009 6130 Sunset Drive, South Miami, FL; Phone: (305) 663 -6340; Time: 7:30 PM City of South Miami Ordinance No. 08 -06 -1876 requires all lobbyists before engaging in any lobbying activities to register with the City Clerk and pay an annual fee of $500.00 per Ord. No. 44 -08- 1979. 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. CALL TO ORDER: A. Roll Call: B. Invocation: C. Pledge of Allegiance: D. Lobbyists addressing the City Commission tonight must have been registered with the City Clerk as indicated above. E. Adjournment: 8:00 p.m. ITEMS (S) FOR THE COMMISSION'S CONSIDERATION: ORDINANCE(S) FIRST READING AN ORDINANCE OF THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA, RELATING TO FINANCE; AUTHORIZING THE CITY MANAGER TO NEGOTIATE A PERMANENT LOAN IN AN SPECIAL CITY COMMISSION AGENDA - March 20, 2009 1 AMOUNT NOT TO EXCEED $1,000,000 TO REPAY THE BRIDGE LOAN OF $1,000,000 WHICH WAS UTILIZED BY THE CITY FOR THE COMPLETION OF CERTAIN ROAD IMPROVEMENTS AND CONSTRUCTION OF A PUBLIC PARKING GARAGE LOCATED AT S.W. 73' STREET; AND PROVIDING FOR AN EFFECTIVE DATE. 4/5 (City Manager) THE CITY HAS A SIGNIFICANT GOVERNMENTAL INTEREST IN CONDUCTING EFFICIENT AND ORDERLY COMMISSION MEETINGS. SPEAKERS 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. " COMMISSION REMARKS 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 CONSTITUTE 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. SPECIAL CITY COMMISSION 2 AGENDA - March 20, 2009 4 Sour o $, V iMC011PDIi�IED 1927 �ORl9 HORACE G. FELIU MAYOR March 19, 2009 City Commission c/o Maria M. Menendez, City Clerk. 6130 Sunset Drive City of South Miami 33143 Re: Calling a Special Meeting Honorable Members of the City Commission: 6130 Sunset Drive South Miami, Florida 33143 -5093 Tel: (305) 668 -2484• Fax: (305) 663 -6348 e -mail: horacefeliu @bellsouth.net This is to notify all of you that I am hereby calling a Special Meeting of the City Commission for Friday March 20 2009 from 7.30 — 8:00 p.m. in the City Commission Chambers. The purpose of this meeting is relating to an ordinance approving the refinancing of a bridge loan in connection with the agreement with Mark Richman Properties (MRP). The agenda is attached for your information. Sincerely, Horace G. Feliu Mayor Cc: W. Ajibola Balogun, City Manager Luis Figueredo, City Attorney Enc. South Miami All-America City 1I I., 2001 CITY OF SOUTH MIAMI INTER - OFFICE MEMORANDUM To: Mayor Horace Feliu and Date: March 19, 2009 the City Commission From: Luis R. Figueredo Office City Attorney Re: Bridge Loan In March of 2008, the City Commission authorized the City Manager to execute a bridge loan for One Million Dollars. The purpose of the bridge loan was to repay $300,000 to the City's reserve account, which funds were utilized for improvements made to the street immediately adjacent to the parking garage. Seven hundred thousand dollars from the bridge loan was earmarked for the completion of the construction of the parking garage. The reason for the bridge loan was that the Florida League of Cities was no longer offering bond financing for public projects. The Florida League of Cities, however facilitated a bridge loan for the City through Bank of America. The rationale for the interim financing was based upon the premise that the decision not to offer bond financing was temporary and the bridge loan could be replaced by bond financing once the program was re- instituted. The term of the bridge loan is 12 months and is scheduled to expire on April 7th, 2009. MRP Properties is responsible for the principal and interest payments on 83.36 percent all loans which were utilized to construct the parking garage. I have conferred with the City's Finance Department and re- confirmed that MRP Properties is current with respect to making its principal and interest payments. Paragraph 10.1 of the Lease Agreement, specifically provides that the City shall make its reasonable, best efforts to borrow the additional funds required to develop the project from the Florida League of Cities and its underwriters. In the interim, I have met with MRP Properties for purposes of determining whether they would secure a loan for One Million Dollars to pay off the bridge loan. MRP advises that in order to secure the One Million Dollar loan, MRP Properties would have to pledge the commercial lease revenues as collateral for the loan. Those lease revenues are essentially pledged to the City as payment for the project borrowings. A commercial lender would require that the City subordinate its position to the lender. Essentially, the terms under which MRP Properties can secure a loan (even though not contractually obligated to) are not favorable to the City. 1 Mayor and City Commission Bridge Loan Memorandum March 18, 2009 Page 2 of 2 MRP Properties will continue to be responsible for the repayment of the principal and interest for $700,000 of the loan. The Three Hundred Thousand that was used for street improvements will be the City's responsibility. We therefore recommend that the City secure a permanent loan in the amount of One Million Dollars to replace the bridge loan. As stated MRP Properties would be responsible for servicing the debt on the $700,000 of that loan. I 2 ORDINANCE NO.: 3 4 AN ORDINANCE OF THE MAYOR AND - CITY 5 COMMISSION OF THE CITY OF SOUTH MIAMI, 6 FLORIDA, RELATING TO FINANCE; AUTHORIZING 7 THE CITY MANAGER TO NEGOTIATE A 8 PERMANENT LOAN IN AN AMOUNT NOT TO 9 EXCEED $1,000,000 TO REPAY THE BRIDGE LOAN 10 OF $1,000,000 WHICH WAS UTILIZED BY THE CITY 11 FOR THE COMPLETION OF CERTAIN ROAD 12 IMPROVEMENTS AND CONSTRUCTION OF A 13 PUBLIC PARKING GARAGE LOCATED AT S.W. 73RD 14 STREET; AND PROVIDING FOR AN EFFECTIVE 15 DATE. 16 17 18 WHEREAS, on October 111h, 2007 the Mayor and City Commission approved 19 Resolution no. 169 -07 -12554 authorizing the City Manager to pay $300,000 20 from its Undesignated Fund Contingency Cash Reserve; and 21 22 WHEREAS, on March 4th, 2008 the Mayor and City Commission approved 23 Ordinance no. 07 -08 -1942 authorizing the City Manager to obtain a bridge loan 24 from Bank of America in the amount of $1,000,000. 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 WHEREAS, the Mayor and City Commission authorized that $ 300,000 of the loan proceeds be used to reimburse the undesignated contingency and the remaining $ 700,000 to be used for completion of the parking garage; and WHEREAS, on April 7, 2008 the City closed on the bridge loan with Bank of America for $1,000 „000; and WHEREAS, the term of the bridge loan is twelve months; and WHEREAS, it is in the best interest of the City to secure a permanent loan for purposes of repaying the bridge loan prior to the expiration of the term of the bridge loan on April 7, 2009. WHEREAS, Sun Trust Banks, Inc. has quoted an interest rate of 4.23% for a term of ten years. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA: 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 Section 1. The City Manager is authorized to enter into a permanent loan agreement with Sun Trust Banks, Inc. in the amount stated in the "Whereas" clauses for the purpose of repaying the bridge loan. The loan documents shall be reviewed by the city attorney for legal sufficiency and to confirm that the interest rate and terms are consistent with the terms and rate approved by the city commission Section 2. The second reading of this ordinance will take place at a Special Meeting of the City Commission on April 3, 2009. Section 3. This ordinance shall take effect immediately upon enactment. PASSED AND ADOPTED this day of ATTEST: CITY CLERK READ AND APPROVED AS TO FORM: Luis R. Figueredo, Nagin Gallop Figueredo, P.A. Office of City Attorney 52009. APPROVED: MAYOR 1" Reading — 2nd Reading — COMMISSION VOTE: Mayor Feliu: Vice Mayor Beasley: Commissioner Newman: Commissioner Palmer: Commissioner Beckman: Page 1 of 2 Menendez, Maria M. From: Menendez, Matilde Sent: Thursday, March 19, 2009 5:58 PM To: Menendez, Maria M. Subject: FW: Request for Loan Rates As requested. From: Joseph. Del leperche [ma i Ito: Del leperche .Joseph @SunTrust.com] Sent: Wednesday, March 18, 2009 3:53 PM To: Menendez, Matilde Subject: RE: Request for Loan Rates Matilde: SunTrust's indicative rates based on today's market rates for this requested loan are: 5 -Year: 3.42% 10 -Year: 4.23% 15 -Year: 4.62% Bank will also require that the City maintain some level of depository relationship with the Bank of no less than $250,000 in a governmental interest bearing•account or Certificate of Deposit. The abovementioned quotes assume that the rate on this Loan will be a Tax Exempt Bank Qualified rate. Let me know if you have any questions. Thanks Delle Joseph Relationship Manager, Commercial Banking SunTrust Banks, Inc. Mail Code FL- MIA -1042 777 Brickell Avenue, Suite 400 Miami, FL 33131 Tel: 305 - 579 -7014 Fax: 305 - 579 -7133 Live Solid. Bank Solid. From: Menendez, Matilde [mailto:mgmenendez @cityofsouthmiami.net] Sent: Friday, March 13, 2009 10:48 AM To: Byron Merino; dorothy.donahue @regions.com; Joseph. Delleperche; jperlmutter @fnbsm.com Subject: Request for Loan Rates We are requesting quotes on loan rates. The details are as follows: Amount: $1,000,000 Possible Terms: 5years, 10years, 15years ` Please if you are interested respond by Wednesday, March 18th before noon. \3/19/2009 Page 2 of 2 Thank you, Matilde G. Menendez, CPA Finance Director - City of South Miami 6130 Sunset Drive, FI 33143 Office (305) 663 -6343 Fax (305) 663 -6346 LEGAL DISCLAIMER The information transmitted is intended solely for the individual or entity to which it is addressed and may contain confidential and/or privileged material. Any review, retransmission, dissemination or other use of or taking action in reliance upon this information by persons or entities other than the intended recipient is prohibited. If you have received this email in error please contact the sender and delete the material from any computer. SunTrust is a federally registered service mark of SunTrust Banks, Inc. Live solid. Bank solid. is a service mark of SunTrust Banks, Inc. [ST:XCL] ?/19/2009 Page 1 of 2 Menendez, Maria M. From: Menendez, Matilde Sent: Thursday, March 19, 2009 6:20 PM To: Menendez, Maria M. Subject: FW: Request for Loan Rates As requested. From: Jody Perlmutter [mailto:JPerimutter @fnbsm.com] Sent: Thursday, March 19, 2009 11:16 AM To: Menendez, Matilde Subject: RE: Request for Loan Rates Mattie: Here are our rates; 5 year fixed 4.95% 10 year fixed 6.5% 15 year -WSJP Rate floating with a floor of 4.50 %. Mattie I don't have all your details for this loan so if we could discuss it further I might be able to sharpen my pencil a bit more. Best regards, Jody Thank You! Jordan (Jody) Perlmutter Senior Vice President First National Bank of South Miami Commercial Lending 5750 Sunset Drive South Miami, Fl. 33143 Phone: 305.662.5402 Fax: 305.662.5404 Superior Service since 1952! From: Menendez, Matilde [mai Ito: mg menendez@cityofsouthm ia mi. net] Sent: Friday, March 13, 2009 10:48 AM To: Byron Merino; dorothy.donahue @regions.com; delle.joseph @suntrust.com; Jody Perlmutter Subject: Request for Loan Rates We are requesting quotes on loan rates. The details are as follows: Amount: $1,000,000 Possible Terms: 5years, 10years, 15years Please if you are interested respond by Wednesday, March 18th before noon. 3/19/2009 Page 2 of 2 Thank you, Matilde G. Menendez, CPA Finance Director City of South Miami 6130 Sunset Drive, FI 33143 Office (305) 663 -6343 Fax (305) 663 -6346 This email message, and any attachments are intended only for the addressee(s) and contains information that may be confidential and/or copyrighted. If you are not the intended recipient please notify the sender by reply email and immediately delete this email and its attachments. Use, disclosure or reproduction of this email or its attachments by anyone other than the intended recipient(s) is strictly prohibited. No representation is made that this email or any attachments are free of virus. Virus scanning is recommended and is the responsibility of the recipient. 3/19/2009 ORDINANCE No. 07-08-1942 AN ORDINANCE OF THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA, RELATING TO FINANCE; AUTHORIZING A TERM LOAN: APPROVING THE FORM OF AND AUTHORIZING THE EXECUTION OF A PROMISSORY NOTE AND A LOAN AGREEMENT WITH BANK OF AMERICA, N.A.; AND PROVIDING FOR SEVERABILITY, ORDINANCES IN CONFLICT AND AN EFFECTIVE DATE. BE IT ORDERED BY THE CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA (the 'Borrower ") that: Section 1. Authority for this Ordinance. This Ordinance is adopted pursuant to the Constitution and laws of the State of Florida. Section 2. Definitions. Words and phrases used herein capitalized form and not otherwise defined herein shall have the meanings ascribed hereto in the Loan Agreement (hereinafter defined) and, in addition, the following words and phrases shall have the following meanings when used herein: "Authorized Signatory" means Mayor of the Borrower. "Loan Amount" means $1,000,000.00. Section 3. Authorization of Transaction. In order to obtain funds to pay the costs of construction of a new municipal parking garage, the Borrower is authorized to obtain a one -year term loan (the "Loan") from and borrow from Bank of America, N.A. (the "Bank ") the amount of the Loan Amount. Because of the characteristics of the transaction and the need for immediate funding, it is in the best interest of the Borrower to obtain the loan through negotiation with the Bank. Section 4. Loan Agreement and Promissory Note. The Borrower is authorized to execute a Loan Agreement with the Bank in substantially the form attached hereto as Exhibit A (the "Loan Agreement ") and to make the Promissory Note in the form attached to the Loan Agreement, provided that the principal amount of the Promissory Note may not exceed the Loan Amount. The forms and terms of the Loan Agreement and Promissory Note are hereby approved by the Borrower and the Authorized Signatory is authorized to execute the same, with such changes as may be approved by the Authorized Signatory, such approval to be conclusively evidenced by the execution thereof by the Authorized Signatory. Section 5. Severability. If any provision of this Ordinance shall be held or deemed to be or shall, in fact, be illegal, inoperative or unenforceable in any context, the same shall not affect any other provision herein or render any other provision (or such provision in any other context) invalid, inoperative or unenforceable to any extent whatever. Pg. 2 of. Ord. No. 07 -08 -1942 Section 6. Applicable Provisions of the Law. This Ordinance shall be governed by and construed in accordance with the laws of the State of Florida. Section 7. Authorizations. All officials and employees of the Borrower are authorized and empowered, collectively or individually, to take all action and steps and to execute all instruments, documents, and contracts on behalf of the Borrower that are necessary or desirable in connection with the completion of the Loan. Section 8. Repealer. All Ordinances or parts thereof in conflict herewith are hereby repealed. Section 9. Effective Date. This Ordinance shall take effect immediately upon its enactment. PASSED AND ADOPTED this day of _.�t 2008. 1St Reading- 2 / 21 / 0 8 2nd Reading- 3 / 4 / 0 8 ATTEST: CITY jCLEI;tk 1LONAIMU Woorie, CITY •►► APPROVED: MAYOR Commission Vote: 4 -0 Mayor Feliu: Yea Vice -Mayor Beasley: Yea Commissioner Wiscombe: Yea Commissioner Palmer: absent Commissioner Beckman: Yea CITY OF SOUTH MIAMI INTER - OFFICE MEMORANDUM South Miami RII- kme�ca CstU 2001 To: The Honorable Mayor Feliu and Members of the City Commission 't From: Eliza Rassi , Finance Director Date: February 21, 2008 Subject: Ordinance to authorize the City Manager to enter into a short term loan agreement (bridge loan) with the Bank. of America through Florida League of Cities Municipal Loan Council to pay for the final construction of the municipal parking garage project up until a loan from the FMLC 's next bond issue can be secured. Background During the November 27th 2007 Commission meeting a resolution was approved to allow the City Manager to negotiate a bridge loan for the completion of the Parking Garage Project, and as a result through the Florida Municipal Loan Council Bank of America has provided us the terms to comply with this need. Ordinance: AN ORDINANCE OF THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA, RELATING TO FINANCE; AUTHORIZING A TERM LOAN: APPROVING THE FORM OF AND AUTHORIZING THE EXECUTION OF A PROMISSORY NOTE AND A LOAN AGREEMENT WITH BANK OF AMERICA, N.A.; AND PROVIDING FOR SEVERABILITY, ORDINANCES IN CONFLICT AND EFFECTIVE DATE. Backup Documentation: ❑ RESOLUTION 190 -07 -12575 ❑ ORDINANCE ❑ LOAN AGREEMENT Exhibit A to Ordinance. LOAN AGREEMENT This LOAN AGREEMENT (the "Agreement ") is made and entered into as of the Closing Date identified on Attaclunent B, and is by and between the a political subdivision of the State of Florida identified on Attachment B hereto, and its successors and assigns (the "Borrower "), and Bank of America, N.A., a national banking association, and its successors and assigns, as holder(s) of the hereinafter defined Note (the "Bank "). The parties hereto, intending to be legally bound hereby and in consideration of the mutual covenants hereinafter contained, DO HEREBY AGREE as follows:. ARTICLE I DEFINITION OF TERMS Section 1.01 Definitions. The words and terms used in this Agreement shall have the meanings as set forth in the recitals above and the following words and terms as used in this Agreement shall have the following meanings: "Agreement" shall mean this Loan Agreement and any and all modifications, alterations, amendments and supplements hereto made in accordance with the provisions hereof. "Bond Counsel" means an attorney -at -law or firm of such attorneys having expertise in the legal aspects of the issuance of indebtedness by states and political subdivisions thereof. "Borrower" is defined on Attachment B hereto. "Business Day" means any day except any Saturday or Sunday or day on which the Principal Office of the Bank is lawfully closed. "Closing Dat°" means the date so indicated in the Note. "Costs" means, with respect to the Project, any lawful expenditure of the Borrower which meets the further requirements of this Agreement. "Event of Default" shall mean an event of default specified in Article VI of this Agreement. "Loan" shall mean the loan by the Bank to the Borrower contemplated hereby. "Loan Amount" is identified on Attachment B. "Note" means the Borrower's Promissory Note in the form attached hereto as Attachment "A "Notice Address" means, As to the Borrower: As set forth on Attachment B As to the Bank: Bank of America, N.A. 9000 Southside Boulevard Building 100 Jacksonville, FL 32256 or to such other address as either party may have specified in writing to the other using the procedures specified in Section 7.06. "Principal Office" means, with respect to the Bank, the office located at 9000 Southside Boulevard, Building 100, Jacksonville, Florida, 32256, or such other office as the Bank may designate to the Borrower in writing. "Project" means expenditures incurred by the Borrower not more than 60 days prior to the date of this Agreement with respect to the construction of a new municipal parking garage. "State" means the State of Florida. Section 1.02 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 BORROWER The Borrower represents and warrants to the Bank that: Section 2.01 Powers of Borrower. The Borrower is a political subdivision of the type identified on Attachment B hereto, duly organized and validly existing under the laws of the State. The Borrower has the power to borrow the amount provided for in this Agreement, to execute and deliver the Note and this Agreement, to secure the Note in the manner contemplated hereby and to perform and observe all the terms and conditions of the Note and this Agreement on its part to be performed and observed. The Borrower may lawfully borrow funds hereunder in order to pay Costs of the Project. Section 2.02 Authorization of Loan. The Borrower had, has, or will have, as the case may be, at all relevant times, full legal right, power, and authority to execute this Agreement, to make the Note, and to carry out and consummate all other transactions contemplated hereby, and the Borrower has complied and will comply with all provisions of applicable law in all material matters relating to such transactions. The Borrower has duly authorized the borrowing of the amount provided for in this Agreement, the execution and delivery of this Agreement, and the -2- malting and delivery of the Note to the Bank and to that end the Borrower 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 perfonned and to provide for and to assure payment of the Note. The Note has been duly authorized, executed, issued and delivered to the Bank and constitutes legal, valid and binding obligation of the Borrower enforceable in accordance with the terms thereof and the terms hereof, and is entitled to the benefits and security of 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 Note or the execution and delivery of or the performance by the Borrower of its obligations under this Agreement and the Note 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 2.03 No Violation of Law or Contract. The Borrower 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, the breach of which could result in a material and adverse impact on the financial condition of the Borrower or the ability of the Borrower to perform its obligations hereunder and under the Note. The making and performing by the Borrower of this Agreement and the Note will not violate any applicable provision of law, and will not result in a material breach of any of the terms of any agreement or instrument to which. the Borrower is a party or by which the Borrower is bound, the breach of which could result in a material and adverse impact on the financial condition of the Borrower or the ability of the Borrower to perform its obligations hereunder and under the Note. Section 2.04 Pending or Threatened Litigation. There are no actions or proceedings pending against the Borrower or affecting the Borrower or, to the knowledge of the Borrower, threatened, which, either in any case or in the aggregate, might result in any material adverse change in the financial condition of the Borrower, or which questions the validity of this Agreement or the Note or of any action taken or to be taken in connection with the transactions contemplated hereby or thereby. Section 2.05 Financial Information. The financial information regarding the Borrower furnished to the Bank by the Borrower in connection with the Loan is complete and accurate, and there has been no material and adverse change in the financial condition of the Borrower from that presented in such information. ARTICLE III COVENANTS OF THE BORROWER Section 3.01 Affirmative Covenants. For so long as any of the principal amount of or interest on the Note is outstanding or any duty or obligation of the Borrower hereunder or under the Note remains unpaid or unperformed, the Borrower covenants to the Bank as follows: (a) Payinent. The Borrower shall pay the principal of and the interest on the Note at the time and place and in the manner provided herein and in the Note. -3- (b) Use of Proceeds. Proceeds from the Note will be used only to pay costs of the Project and to pay closing costs of the Loan. (c) Notice of Defaults. The Borrower shall within ten (10) days after it acquires knowledge thereof, notify the Bank in writing at its Notice Address 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 Borrower of all relevant facts and the action being taken or proposed to be taken by the Borrower with respect thereto. (d) Maintenance of Existence. The Borrower will take all reasonable legal action within its control in order to maintain its existence until all amounts due and owing from the Borrower to the Bank under this Agreement and the Note have been paid in full. (e) Records. The Borrower agrees that any and all records of the Borrower with respect to the Loan and the Project shall be open to inspection by the Bank or its representatives at all reasonable times at the offices the Borrower. (f) Financial Statements. The Borrower will cause an audit to be completed of its books and accounts and shall furnish to the Bank audited year -end financial statements of the Borrower certified by an independent certified public accountant to the effect that such audit has been conducted in accordance with generally accepted auditing standards and stating whether such financial statements present fairly in all material respects the financial position of the Borrower and the results of its operations and cash flows for the periods covered by the audit report, all in conformity with generally accepted accounting principles applied on a consistent basis, and on a consolidated basis if applicable. The Borrower shall provide the Bank with the Borrower's audited financial statements for each fiscal year ending on or after September 30, 2007 within 270 days after the end thereof. The Borrower shall also provide the Bank with a copy of any management letter received by the Borrower from its auditors within 30 days after receipt by the Borrower. (g) Notice of Liabilities. The Borrower shall promptly inform the Bank in writing 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 Borrower or upon the ability of the Borrower to perform its obligation hereunder and under the Note. (h) Insurance. The Borrower shall maintain such liability, casualty and other insurance as .is reasonable and prudent for similarly situated governmental entities of the State of Florida. (i) Compliance with Laws. The Borrower shall comply with all applicable federal, state and local laws and regulatory requirements, the violation of which could reasonably be expected to have a material and adverse effect upon the financial condition of the Borrower or upon the ability of the Borrower to perform its obligation hereunder and under the Note. in 0) Payment of Document Taxes. In the event the Note or this Agreement should be subject to the excise tax on documents or the intangible personal property tax of the State, the Borrower shall pay such taxes or reimburse the Bank for any such taxes paid by it. Section 3.02 Negative Covenants. For so long as any of the principal amount of or interest on the Note is outstanding or any duty or obligation of the Borrower hereunder or under the Note remains unpaid or unperformed, the Borrower covenants to the Bank as follows: (a) No Adverse Borrowings, The Borrower shall not issue or incur any indebtedness or obligation if such would materially and adversely affect the ability of the Borrower to pay debt service on the Note or any other amounts owing by the Borrower under this Agreement. Section 3.03. Bank Fees and Ex ep nses. The Borrower agrees to pay the fee of counsel to the Bank in connection with the issuance of the Note in the amount of $2,500.00, said amounts to be due and payable upon the issuance of the Note. Section 3.04. Automatic Payment Procedure. The Borrower hereby authorizes the Bank to automatically deduct from a. bank account of the Borrower designated to the Bank the amount of any payment of principal or interest due from the Borrower to the Bank under this Agreement or the Note. If the funds in the account are insufficient to cover any payment, the Bank shall not be obligated to advance funds to cover the payment. The Bank covenants that it shall not debit the Borrower's account for any amount in excess of the principal and interest due from the Borrower to the Bank as the same becomes due. Section 3.05. Registration and Exchange of Note. The Note is owned by Bank of America, N.A. The ownership of the Note may only be transferred, and the Borrower will transfer the ownership of the Note, upon written request of the Bank specifying the name, address and taxpayer identification number of the transferee, and the Borrower will keep a record setting forth the identification of the owner of the Note. Section 3.06. Note Mutilated, Destroyed, Stolen or Lost. In case the Note shall become mutilated, or be destroyed, stolen or lost, the Borrower shall issue and deliver a new, in exchange and in substitution for such mutilated Note, or in lieu of and in substitution for the Note destroyed, stolen or lost and upon the Bank fumishing the Borrower proof of ownership thereof and indemnity reasonably satisfactory to the Borrower and paying such expenses as the Borrower may incur. Section 3.07. Payment of Principal and Interest; Limited Obligation. The Borrower promises that it will promptly pay the principal of and interest on the Note at the place, on the dates and in the manner provided therein according to the true intent and meaning hereof and thereof. Section 3.08 Officers and Employees of the Borrower Exempt from Personal Liability. No recourse under or upon any obligation, covenant or agreement of this Loan Agreement or the Note or for, any claim based hereon or thereon or otherwise in respect thereof, shall be had against any officer (which includes elected and appointed officials), agent or employee, as such, of the -5- Borrower past, present or future, it being expressly understood (a) that the obligation of the Borrower under this Agreement and under the Note is solely a corporate one, (b) that no personal liability whatsoever shall attach to, or is or shall be incurred by, the officers, agents, or employees, as such, of the Borrower, or any of them, under or by reason of the obligations, covenants or agreements contained in this 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 officer, agent, or employee, as such, of the Borrower under or by reason of the obligations, covenants or agreements contained in this Agreement and under the Note, or implied therefrom, are waived and released as a condition of, and as a consideration for, the execution of this Agreement and the issuance of the Note on the part of the Borrower. Section 3.09. Business Days. In any case where the due date of interest on or principal of the Note 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. ARTICLE IV CONDITIONS OF LENDING The obligations of the Bank to lend hereunder are subject to the following conditions precedent: Section 4.01 Representations and Warranties. The representations and warranties set forth in this Agreement and the Note are and shall be true and correct on and as of the date hereof. Section 4.02 No Default. On the date hereof the Borrower shall be in compliance with all the terms and provisions set forth in this Agreement and the Note 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. Section 4.03 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 Note by the Bank): . (a) The opinion of the attorney for the Borrower, regarding the due authorization, execution, delivery, validity and enforceability of this Agreement and the Note; (b) Such additional supporting documents as the Bank may reasonably request. M ARTICLE V FUNDING THE LOAN Section 5.01 The Loan. The Bank hereby agrees to Loan to the Borrowef on the date hereof the amount of the Loan Amount, to be evidenced by the Note, to provide funds to finance the Costs of the Project upon the terms and conditions set forth in this Agreement. The Borrower agrees to repay the principal amount borrowed plus interest thereon, upon the terms and conditions set forth in this Agreement and the Note. Section 5.02 Description and Payment Terms of the Note. To evidence the Loan, the Borrower shall issue and deliver to the Bank the Note in the form attached hereto as Exhibit A. ARTICLE VI EVENTS OF DEFAULT Section 6.01 General. An "Event of Default" shall be deemed to have occurred under this Agreement if: (a) The Borrower shall fail to make any payment of the principal of or interest on the Loan when the same shall become due and payable, whether by maturity, by acceleration at the discretion of the Bank as provided for in Section 6.02, or otherwise; or (b) The Borrower shall default in the performance of or compliance with any term or covenant contained in this Agreement and the Note, other than a term or covenant a default in the performance of which or noncompliance with which is elsewhere specifically dealt with, which default or non - compliance shall continue and not be cured within thirty (30) days after (i) notice thereof to the Borrower by the Bank, or (ii) the Bank is notified of such noncompliance or should have been so notified pursuant to the provisions of Section 3.01(c) of this Agreement, whichever is earlier; or (c) Any representation or warranty made in writing by or on behalf of the Borrower in this Agreement or the Note shall prove to have been false or incorrect in any material respect on the date made or reaffirmed; or (d) The Borrower admits in writing its inability to pay its debts generally as they become due or files a petition in bankruptcy or snakes an assignment for the benefit of its creditors or consents to the appointment of a receiver or trustee for itself; or (e) The Borrower 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 Borrower, or an order, judgment or decree is entered by any court of competent jurisdiction appointing, without the consent of the Borrower, a receiver or trustee of the Borrower or of the whole or any part of its -7- 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 Borrower 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; or (g) The Borrower shall default in the due and punctual payment or performance of covenants related to any indebtedness of the Borrower or under any obligation for the payment of money to the Bank or any other subsidiary or affiliate of Bank of America Corporation. Section 6.02 Effect of Event of Default. :Except as otherwise provided in the Note, immediately and without notice,, upon the occurrence of any Event of Default, the Bank may declare all obligations of the Borrower under this Agreement and the Note to be immediately due and payable without further action of any kind and upon such declaration the Note 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 any applicable law. ARTICLE VII MISCELLANEOUS Section 7.01 No Waiver, Cumulative Remedies. No failure or delay on the part of the Bank in exercising any right, power, remedy hereunder or under the Note 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 7.02 Amendments, Changes or Modifications. to the Agreement. This Agreement shall not be amended, changed or modified except in writing signed by the Bank and the Borrower. The Borrower agrees to pay all of the Bank! s costs and reasonable attorneys' fees incurred in modifying and/or amending this Agreement at the Borrower's request or behest. Section 7.03 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 7.04 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 In 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 7.05 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 Borrower in connection herewith shall be in full force and effect from the date hereof and shall continue in effect until as long as the Note is outstanding. Section 7.06 Notices. All notices, requests, demands and other cormnunications 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 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 the Notice Address. Section 7.07 Applicable Law; Venue. This Agreement shall be construed pursuant to and governed by the substantive laws of the State. The parties waive any objection to venue in any judicial proceeding brought in connection herewith lying in Duval County, Florida. Section 7.08 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 Borrower shall have no rights to assign any of its rights or obligations hereunder without the prior written consent of the Bank. Section 7.09 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 7.10 Attorneys Fees. To the extent legally permissible, the Borrower and the Bank agree that in any suit, action or proceeding brought in connection with -this Agreement or the Note (including any appeal(s)), the prevailing party shall be entitled to recover costs and attorneys' fees from the other parry. Section 7.11 Entire Agreement. Except as otherwise expressly provided, this Agreement and the Note embody the entire agreement and understanding between the parties hereto and supersede all prior agreements and understandings relating to the subject matter hereof. Attachments A and B are a part hereof. Section 7.12 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 out the transactions contemplated by this Agreement. WE Section 7.13 Waiver of Jury Trial. (a) This Section 7.13 concerns the resolution of any controversies or claims between the parties, whether arising in contract, tort or by statute, that arise out of or relate to: (i) this Agreement (including any renewals, extensions or modifications); or (ii) any loan document or other document related to this Agreement (collectively a "Claim "). For the purposes of this arbitration provision only, the tern "parties" shall include any parent corporation, subsidiary or affiliate of the Bank involved in the servicing, management or administration of any obligation described or evidenced by this Agreement. (b) At the request of any party to this Agreement, any Claim shall be resolved by binding arbitration in accordance with the Federal Arbitration Act (Title 9, U.S. Code) (the "Arbitration Act "). The Arbitration Act will apply even though this Agreement provides that it is governed by the law of a specified state. The arbitration will take place on an individual basis without resort to any form of class action. (c) Arbitration proceedings will be determined in accordance with the Arbitration Act, the then - current rules and procedures for the arbitration of financial services disputes of the American Arbitration Association or any successor thereof ( "AAA "), and the terms of this Section. In the event of any inconsistency, the terns of this paragraph shall control. If AAA is unwilling or unable to (i) serve as the provider of arbitration or (ii) enforce any provision of this arbitration clause, any parry to this Agreement may substitute another arbitration.organization with similar procedures to serve as the provider of arbitration. (d) The arbitration shall be administered by AAA and conducted in Miami, Florida. All Claims shall be determined by one arbitrator; however, if Claims exceed Five Million Dollars ($5,000,000), upon the request of any parry, the Claims shall be decided by three arbitrators. All arbitration hearings shall commence within ninety (90) days of the demand for arbitration and close within ninety (90) days of commencement and the award of the arbitrator(s) shall be issued within thirty (30) days of the close of the hearing. However, the arbitrator(s), upon a showing of good cause, may extend the commencement of the hearing for up to an additional sixty (60) days. The arbitrator(s) shall provide a concise written statement of reasons for the award. The arbitration award may be submitted to any court having jurisdiction to be confirmed, judgment entered and enforced. (e) The arbitrator(s) will give effect to statutes of limitation in detennining any Claim and may dismiss the arbitration on the basis that the Claim is barred. For purposes of the application of the statute of limitations, the service on AAA under applicable AAA rules of a notice of Claim is the equivalent of the filing of a lawsuit Any dispute concerning this arbitration provision or whether a Claim is arbitrable shall be determined by the arbitrator(s). The arbitrator(s) shall have the power to award legal fees pursuant to the terms of this Agreement. (f) This Section does not limit the right of any parry to: (i) exercise self -help remedies, such as but not limited to, setoff; (ii) initiate judicial or non judicial foreclosure against any real orpersonal property collateral; (iii) exercise any judicial or power of sale rights, or (iv) act in a court of law to obtain an interim remedy, such as but not limited to, injunctive relief, writ of possession or appointment of a receiver, or additional or supplementary remedies. -10- (g) The filing of a court action is not intended to constitute a waiver of the right of any party, including the suing parry, thereafter to require submittal of the Claim to arbitration. (h) By agreeing to binding arbitration, the parties irrevocably and voluntarily waive any right they may have to a trial by jury in respect of any Claim. Furthermore, without intending in anyway to limit this agreement to arbitrate, to the extent any Claim is not arbitrated, the parties irrevocably and voluntarily waive any right they may have to a trial by jury in respect of such Claim. This provision is a material inducement for the parties entering into this Agreement. This Section 7.13 concerns the Ordinance of any controversies or claims between the Borrower and the Bank, whether arising in contract, tort or by statute, that arise out of or relate to this Agreement or the Note (collectively a "Claim "). The parties irrevocably and voluntarily waive any right they may have to a trial by jury in respect of any Claim. This provision is a material inducement for the parties entering into this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement to be effective between therm as of the date of first set forth above. CITY OF SOUTH MIAMI, FLORIDA By: Name: Title: Mayor BANK OF AMERICA, N.A. By: _ Name: Title: -11- Attachment A to Loan Agreement. PROMISSORY NOTE KNOW ALL MEN BY THESE PRESENTS that the undersigned maker (the "Borrower "), a political subdivision 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 Bank of America, N.A. or registered assigns (hereinafter, the "Bank "), the principal sumof $1,000,000.00 or such lesser amount as shall be outstanding hereunder, together with interest on the principal balance outstanding at the rate per annum equal to the Applicable Rate (as hereinafter defined) based upon a year of 360 days for the actual number of days elapsed. Principal of and interest on this Note are payable in immediately available funds constituting lawful money of the United States of America at such place as the Bank may designate to the Borrower. The Applicable Rate is the sum of 1.76% plus the LIBOR Rate. The Borrower shall pay the Bank the entire unpaid principal balance, together with all accrued and unpaid interest hereon, in full on March _, 2009 (the "Maturity Date "). All payments by the Borrower pursuant to this Note shall apply first to accrued interest, then to other charges due the Bank, and the balance thereof shall apply to the principal sum due. As used in this Note, (1) The LIBOR Rate is a fluctuating rate of interest equal to the rate per annum_ equal to the British Bankers Association LIBOR Rate (`BBA LIBOR"), as published by Reuters (or other commercially available source providing quotations of BBA LIBOR as selected by the Bank from time to time) as determined for each banking day at approximately 11:00 a.m. London time two (2) London Banking Days prior to the date in question, for U. S. Dollar deposits (for delivery on the first day of such interest period) with a one month term., as adjusted from time to time in the Bank's sole discretion for reserve requirements, deposit insurance assessment rates and other regulatory costs. If such rate is not available at such time for any reason, then the rate for that period will be determined by such alternate method as reasonably selected by the Bank. A "London Banking Day" is a day on which banks in London are open for business and dealing in offshore dollars. The principal of and interest on this Note may be prepaid at the option of the Borrower in whole or in part at any time without prepayment premium or penalty. Upon the occurrence of an Event of Default (as defined in the Loan Agreement) then the Bank may declare the entire debt then remaining unpaid hereunder immediately due and payable; and in any such default and acceleration, the Borrower shall also be obligated to pay as part of the indebtedness evidenced by this Note, all costs of collection and enforcement hereof, including such fees as may be incurred on appeal or incurred in any proceeding under bankruptcy laws as they now or hereafter exist, including specifically but without limitation, claims, disputes and proceedings seeking adequate protection or relief from the automatic stay. If any payment hereunder is not made within fifteen (15) days after it is due, then the Borrower shall also be obligated to pay as a part of the indebtedness evidenced by this Note a late payment fee in the amount of 4% of delinquent payment, which late payment shall be due and payable immediately. Interest at 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 a default described in the preceding paragraph, irrespective of a declaration of maturity. The Borrower to the extent permitted bylaw hereby waives presentment, demand, protest and notice of dishonor. This Note is issued in conjunction with a Loan Agreement, dated of even date herewith between the Borrower 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 Ordinance and Loan Agreement are by this reference thereto incorporated herein as a part of this Note. Terms used herein in capitalized form and not otherwise defined herein shall have the meanings ascribed thereto in the Ordinance. This Note may be exchanged or transferred but only as 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 Note do exist, have happened and have been performed in due time, form and manner as required by law, and that the issuance of this Note is in full compliance with and does not exceed or violate any constitutional or statutory limitation. IN WITNESS WHEREOF, the Borrower has caused this Note to be executed in its name as of the date hereinafter set forth. The date of this Promissory Note is March _, 2008. CITY OF SOUTH MIAMI, FLORIDA By: Name: Title: Mayor 2 ATTACHMENT B to LOAN AGREEMENT between BANK OF AMERICA, N.A. and CITY OF SOUTH MIAMI, FLORIDA 1.Name of Borrower: City of South Miami, Florida 2. Type of Political Subdivision: [XXX] Municipality 3.Notice Address of Borrower: 4. Loan Amount:$ 1,000,000.00 5. Closing Date: March _, 2008 RESOLUTION NUMBER: 190-07-12575 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA, RELATING TO FINANCE; AUTHORIZING TBE CITY MANAGER TO NEGOTIATE A BRIDGE LOAN FOR AN" AMOUNT NOT TO EXCEED $1,000,000 NET AND A PERMANENT LOAN FOR AN AMOUNT NOT TO EXCEED $1,000,000 NET FOR THE COMPLETION OF CONSTRUCTION OF A PUBLIC PARIEdG GARAGE LOCATED AT S.W. 73R' STREET FOR REFINANCING TBE PROPERTY WEE[C H CONSTITUTES MARK RICEMIAN PROPERTIES CONTRIBUTION TO THE PROJECT; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, on October 111, 2007 the Mayor and City Commission approved Resolution no. 169 -07 -12554 authorizing the City Manager to pay $300,000 from its Undesignated Fund Contingency Cash Reserve; and WHEREAS, and parking garage project is near completion and the City desires not to delay it any further; and WHEREAS, the Mayor an City Commission authorized the City Manger to seek a loan form the Florida League of Cities in an amount of $1,000,000 and reimburse the undesignated contingency $300,000 and the remainder to be used for completion of the parking; and WHEREAS, it is in the best interest of the City to secure a bridge loan as soon as possible. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA: 1. Section 1. The City Manager and the City Attorney are authorized to make application to the Florida Municipal Loan Council and to negotiate the interest rate and the terms and conditions for a bridge loan and a permanent loan for the purposes and the amounts stated in the "Whereas" clauses. The loan documents shall be presented to the Mayor and the City Commission and shall not take effect until approved ed by the City Commission a required by thepcity charter Section 3. This resolution shall take effect immediately, upon approval. PASSED AND ADOPTED this�day of `� 2007. ATTEST: �� CITY CLERK APPROVED: MAYOR Commission Vote: Mayor Feliu: Vice -Mayor Wiscombe: Commissioner Birts: Commissioner Palmer: Commissioner Beclanan: )5-0 Yea Yea. Yea Yea Yea MIAMI DAILY BUSINESS REVIEW Published Daily except Saturday, Sunday and Legal Holidays Miami, Miami -Dade County, Florida STATE OF FLORIDA COUNTY OF MIAMI -DADE: Before the undersigned authority personally appeared O.V. FERBEYRE, who on oath says that he or she is the VICE PRESIDENT, Legal Notices of the Miami Daily Business Review f/k/a Miami Review, a daily (except Saturday, Sunday and Legal Holidays) newspaper, published at Miami in Miami -Dade County, Florida; that the attached copy of advertisement, being a Legal Advertisement of Notice in the matter of CITY OF SOUTH MIAMI PUBLIC HEARING FOR 3/4/2008 in the XXXX Court, was published in said newspaper in the issues of 02/22/2008 Affiant further says that the said Miami Daily Business Review is a newspaper published at Miami in said Miami -Dade County, Florida and that the said newspaper has heretofore been continuously published in said Miami -Dade County, Florida, each day (except Saturday, Sunday and Legal Holidays) and has been entered as second class mail matter at the post office in Miami in said Miami -Dade County, Florida, for a period of one year next preceding the first publication of the attached copy of advertisement; and affiant further says that he or she has neither paid nor promised any person, firm or corporation any discount, rebate, commission or refund for the purpose of securing th' advertise publication in the said newspaper Swom to and subscribed before me this , A.D. (SEAL) MARIA I. MESA ; { 1= : MY COMMISSION # DD 750170 O.V. FERBEYRE personally ` e EXPIRES: March 4, 2012 .,,cf.�t;• BmdedThruNolatyrlublkUnderwrlters CITY .OF S ®l1'1'EI . IMAM , NOTICE ®F PUBLIC HEAR11N.P . NOTICE IS HEREBY give* n that the 'City Commission of the City of South Miami, Florida will conduct -Public: Hearings at its =regular , City Commission meeting scheduled 'for Tuesday, March 4; 2008 beginning at 7:30 p•m: in the City Commission Chambers, 6130 Sunset Drive, to .., . consider the following item: AN ORDINANCE OF THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH .MIAMI, FLORIDA; `RELATING TO. FINANCE; AUTHORIZING A TERM LOAN; APPROVING THE FORM-OF AND AUTHORIZING' THE = EXECUTION" OF A :. . PROMISSORY NOTE AND. '`A LOAN AGREEMENT WITH BANKOF AMERICA, N.A.; PROVIDING FOR SEVERABILITY, ORDINANCES IN CONFLICT AND AN EFFECTIVE DATE.: If you have . any inquiries on the labove items please oontactthe. Finance Department's office at: 905-663-6345 ALL interested parties are invited to attend and well beheard - Maria M. Menendez, CMC City Clerk Pursuant to Florida Statutes 286.0105; the City hereby advises the public that if, a person decides to appeal any decisiori 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: 2/22 08- 3- 84/970243M 3 o r - Q .w. ox. .^� -.x a f aq� F } f ®For the Recorspot rght� aduli iradry dual and eague ' Q _OM r Ln accomp rshments,u�� 1 iec"trs� ndscdac es "o each Je �illtttt d' f- ( tror�� or Sp�,{s S�cerjerl�hotbs are acc pted t everyone 1 �pfct =red ust eddenttfie�d•uvi" ° -t- awe a J b a � , ftrstandHast n �d enothexteao7park they �represent� Pictures cam r I'e e- ar ed:to��os �GMassola at�cassola Miarnr eraltico R seciion i�ii�o�en town- �"�Fax adu��sp 'rYs - � �resu ts�io JavrerSaldarrraga at�3 ��'�671�4 50�•��'�� W .a° Sabrina Torres 351, Kelsey Hudek Squad S Boys:'J.C. Gonzalez 225,, - 349. - Danny.Wernsing 221, carlos Fei- ' e Game, Squad A Boys;.Greg Smith 'nandez 191, David Garcia 189, Alex B 248, Patrick O'Donnell 248, Andrew Rodriguez 189, Jose Becerra 182; o Koff 237, Jared Kaufman 225, Daniel.*-.: Squad B Girls: Betty'Jo. Martelli 244, :2 . Gajus 203, Brandon Fraum 199; - Andrea R'iz'zo182, Sabrina Torres 151, ' fSquad A Girls: A.yssa Harper 193; ,Kelsey Hudek.178. . Miami -Dak 305- .350 -2222. ' ;•'" Brav�artl:954- 524 - 2535':' M�am filer idcam%dasil l S COURTESYAOTICE . - ' ::. C ITY _OF: -SOUTH MIAMI, On Tuesday, March `4, 2008, beginning at 7 30 {� m in *: t'he JCity Corn missiiin..Chambers,..61,30 Sunset Drive, the ',City- Commission:�vvill hold Public Hearing(s) to consider the followin item`s - AN ORDINANCE RELATING.TO FINANCE ;Y AUTHORIZING W_1FRM' LOAN;`:: APPROVING. THE' PORM, OF ,AND *AUTHORIZING` :THE ` EXECUTION OF A PROMISSORY NOTE AND,A. LOAN. AGREEMENT:; WITH BANK.bFAMERICA, N.A.. A RESOLUTION ELATING TO A REQUEST PURBUANT .TO SECTION 20- 3.4(B)(4)(b):gFTA AND DEVELOPMENT:CgDE FOR`SPECIAL- USEAPPROVAL TO LOCATE A GENERAL RESTAURANT AS :PART.OF THE SOUTH rMIAMI�- MUMCIPAL PARKING, FACILITY, A PRIVATE- PUBLIC DEVELOPMENT. LOCATED -AT` 5829 - SW..13rd:-STREET.- WITHIN, THE- ,;:` "SR AHD- OV) ".:•.SPECIALV -. *,RETAIL '`(HOMETOWN.. ; DISTRICT O.VERLAWZONING ni.STRICT::nhi t)PnDr`dTV i CL`A*, tv utbt;tiitstu AS.-LOTS L35, 36,- 37;_:48;:, 4950, W... A:::LARKINS ` SUBDIUISIONACCORDING TO TRE'PI:AT'THEREOF RECORDED IN ' PLAT. BOOK 3 ATPAGE :�1-98'OF'THE:PUBLIC ECORDS'OF:MIAMI _ . DADS COUNTY.' If you have any. inqu..... oh the above items please. contact the City Clerk's office at: , I 305- 663 -634.0 ALL interested parties are invited to'attend and will be heard . . Marta M. Meiendez,:CMC Pursuant to Florida Statutes '286.0105;'fhe.Cily'heieby advsesthe_public thaf.A a`per3on'deddes to appeal any decision made by "this Board, Agency or, CommissionWith'respdct to any mattet considered at its' meeting or hearing, he m she will peed a record of the proceedings, and that-for such purpose, affected person may=; . need to ensure that -s verbatim record of fhe proceedings is made which record includes 'the testimony.and '. evidence upon which the appeal is to be based.