RESOLUTION 89-19694 RESOLUTION NO. 89- 19694
RESOLUTION OF THE CITY COMMISSION OF THE CITY
OF MIAMI BEACH, AMENDING RESOLUTION NOS .
89-19668 AND 89-19566 , WHICH DESIGNATED A NEW
STADIUM TO BE LOCATED IN THE CITY OF
HOMESTEAD PURSUANT TO DADE COUNTY ORDINANCE
NO. 87-72 AS A PERMISSIBLE PURPOSE UNDER THE
CONVENTION DEVELOPMENT TAX LAW, AND
ESTABLISHED A MAXIMUM DOLLAR COST FOR SUCH
PURPOSE OF A PRINCIPAL AMOUNT NOT TO EXCEED
$12, 000, 000 . 00 FOR THE STADIUM AND RELATED
EXPENSES , WHICH TOGETHER WITH ACCRUED
INTEREST THEREON, WERE TO BE PAID FROM EXCESS
CONVENTION DEVELOPMENT TAXES AFTER CERTAIN
OTHER PRIORITY PAYMENTS ARE MADE, AND TO BE
UTILIZED BY THE CITY OF HOMESTEAD TO FINANCE
THE COSTS OF CONSTRUCTING SUCH STADIUM, AND
PAYING RELATED EXPENSES AND INTEREST, BY
REVISING THE PRIORITY OF PAYMENTS SET FORTH
IN SAID RESOLUTION NO. 89-19566 , AND ALSO
AMENDING RESOLUTION NO. 89-19623 REGARDING
FINANCING FOR THE OPERA/BALLET THEATRE
COMPLEX AND BASS MUSEUM EXPANSION TO REPLACE
THE PRIORITY OF PAYMENTS SET FORTH THEREIN
WITH THE PRIORITY OF PAYMENTS SET FORTH
HEREIN.
WHEREAS, the City Commission of the City of Miami Beach on
March 15, 1989 adopted Resolution No. 89-19566 designating the
Homestead Stadium Complex and related expenses as a permissible
purpose for funding from the Excess City Share Account ( "Excess
City Share" ) of Dade County Ordinance No. 87-72 (the "Bond
Ordinance" ) and established a maximum amount of costs and
provided for financing thereof , not to exceed $12 million of
principal plus accrued interest; and
WHEREAS, the City of Miami Beach (the "City" ) , on July 26 ,
1989 , adopted Resolution No. 89-19668 , amending Resolution No.
89-19566 and Resolution No. 89-19623 , and providing for the
acceptance of the Resolution by Barnett Bank of South Florida,
N.A. ( "Barnett" ) as holder of a $12 Million Revenue Certificate
under a Loan Agreement with the City of Homestead ( "Homestead" )
pursuant to Resolution No. 89-19566 (the "Homestead Loan" ) ; and
WHEREAS, Barnett has requested clarification of several
provisions as a condition to its acceptance of Resolution No.
89-19668; and
WHEREAS, the City wishes to clarify these provisions;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE
CITY OF MIAMI BEACH, FLORIDA:
1 . Subparagraphs (ii) , (iii ) and (iv) of Paragraph 2 of
Resolution 89-19668 are amended to read in their entirety as
follows; the remaining subparagraphs shall continue as set forth
in Resolution No. 89-19668 :
(ii) payments in an amount not to exceed $1 Million per
year, to fund the annual principal, interest and if
applicable, deficiencies in reserve accounts, on the
proposed additional financing in an aggregate amount not to
exceed $8 Million of principal amount of Bonds, to be issued
to fund the costs to complete the Stephen Muss Convention
Center (the "Convention Center" ) , which annual sum shall be
disbursed in substantially equal monthly payments provided
the revenues available in the Excess City Share so permit,
and provided further that if in any given month a shortage
of available revenues in the Excess City Share results in a
deficiency in the making of the necessary monthly payments
under said Bonds, then, in addition to the regular monthly
payments required by this subparagraph, such additional
amounts as necessary to make up any such deficiency shall be
paid during the next succeeding month( s ) in which adequate
revenues to do so are available in the Excess City Share,
even if, as a result of the timing of the payments required
to make up such deficiency in prior payments , the aggregate
amount of all payments made under this subparagraph during
any given year exceed $1 Million, so long as the cumulative
aggregate total of all payments made under this subparagraph
for all years does not exceed an average of $1 Million on a
yearly basis; and
(iii) monthly payments for the annual operating and
maintenance expenses deficit related to the Convention
Center in an amount equal to 1/12th of $2 . 3 Million during
fiscal year 1988 - 1989 , and 1/12th of $2 . 5 Million during
each fiscal year thereafter, provided that if in any given
month a shortage of available revenues in the Excess City
Share results in a deficiency in the making of the necessary
monthly payment under this subparagraph, then, in addition
to the regular monthly payment required by this
subparagraph, such additional amounts as necessary to make
up any such deficiency shall be paid during the next
succeeding month(s ) in which adequate revenues to do so are
available in the Excess City Share; and
(iv) monthly payments of principal and interest to
appropriate accounts for the benefit of Homestead on the
Homestead Loan in an amount equal to 1/12th of $2 . 0 Million,
and such additional amounts which may be necessary to avoid
negative amortization on the Homestead Loan by paying any
additional accrued interest thereon not paid by the
aforereferenced payments, provided that if in any given
month a shortage of available revenues in the Excess City
Share results in a deficiency in the making of the necessary
monthly payment under this subparagraph, then, in addition
to the regular monthly payment required by this
subparagraph, such additional amounts as necessary to make
up any such deficiency shall be paid during the next
succeeding month(s ) in which adequate revenues to do so are
available in the Excess City Share.
2 . Subparagraphs (ii) , (iii) and (iv) of Paragraph 3 of
Resolution No. 89-19668 are amended to read in their entirety as
follows; the remaining subparagraphs shall continue as set forth
in Resolution No. 89-19668 :
(ii ) payments in an amount not to exceed $1 Million per
year, to fund the annual principal , interest and if
applicable, deficiencies in reserve accounts, on the
proposed additional financing in an aggregate amount not to
exceed $8 Million of principal amount of Bonds , to be issued
to fund the costs to complete the Convention Center which
annual sum shall be disbursed in substantially equal monthly
payments provided the revenues available in the Excess City
Share so permit, and provided further that if in any given
month a shortage of available revenues in the Excess City
Share results in a deficiency in the making of the necessary
monthly payments under said Bonds , then, in addition to the
regular monthly payments required by this subparagraph, such
additional amounts as necessary to make up any such
deficiency shall be paid during the next succeeding month(s )
in which adequate revenues to do so are available in the
Excess City Share, even if, as a result of the timing of the
payments required to make up such deficiency in prior
payments, the aggregate amount of all payments made under
-2-
this subparagraph during any given year exceed $1 Million,
so long as the cumulative aggregate total of all payments
made under this subparagraph for all years does not exceed
an average of $1 Million on a yearly basis; and
(iii) monthly payments to appropriate accounts for the
benefit of Homestead on the Homestead Loan in an amount
equal to 1/120th of the principal amount of the Homestead
Loan outstanding on June 30 , 1993, plus all interest accrued
on the Homestead Loan for each of such months, until the
Homestead Loan is paid in full, provided that if in any
given month a shortage of available revenues in the Excess
City Share results in a deficiency in the making of the
necessary monthly payment under this subparagraph, then, in
addition to the regular monthly payments required by this
subparagraph, such additional amounts as necessary to make
up any such deficiency shall be paid during the next
succeeding month(s ) in which adequate revenues to do so are
available in the Excess City Share; and
(iv) monthly payments for the annual operating and
maintenance expenses deficit related to the Convention
Center in an amount equal to 1/12th of $2 . 5 Million per year
for each fiscal year or such other amount as the City
Commission may by resolution establish, provided that if in
any given month a shortage of available revenues in the
Excess City Share results in a deficiency in the making of
the necessary monthly payment under this subparagraph, then,
in addition to the regular monthly payment required by this
subparagraph, such additional amounts as necessary to make
up any such deficiency shall be paid during the next
succeeding month(s ) in which adequate revenues to do so are
available in the Excess City Share.
3 . The Trustee is hereby directed to deliver to Homestead,
and the lender under the Homestead Loan a copy of the Trustee' s
regular statements regarding receipt and distribution of all of
the Designated Revenues and the Excess City Share under the Bond
Ordinance and under the City' s Resolution Nos . 89-19566 , 89-
19623 , 89-19668 and hereunder.
4 . The City Manager shall forthwith notify the Trustee of
this Resolution by delivering to the Trustee a certified copy
hereof, and the Trustee shall thereafter make payment of the
Excess City Share as set forth herein, and in Resolution No.
19688 , as hereby modified.
5 . Resolutions Nos . 89-19566 , 89-19623 and 89-19668 are
hereby amended to conform with this Resolution; the remainder of
said Resolutions are hereby ratified and confirmed. Resolution
No. 89-19566 shall continue in full force and effect as to
amounts already received by the Trustee for the account of
Homestead prior to the effective date of this Resolution.
6 . This Resolution shall become effective upon receipt by
the City of written acceptance by Homestead and by Barnett of
the terms and conditions of this Resolution, which shall also
constitute acceptance of Resolution No . 89-19668 as hereby
modified.
7 . This Resolution shall continue irrevocably and in full
force and effect for so long as any portion of the Homestead Loan
for the financing of the Stadium Complex remains outstanding,
provided, however, that the City may at any time in its
discretion adopt: (A) a single resolution restating in a single
document the provisions of Resolution Nos . 89-19493 , 89-19566 ,
89-19623 , 89-19668 and this Resolution so long as said restated
resolution does not adversely affect the priorities or manner of
payment of the funds to be disbursed for the benefit of Homestead
on the Homestead Loan under subparagraph 1 ( iv) and 2 (iii )
-3-
above; (B ) resolution ( s ) further modifying the order of
priorities or amounts of those payments under Resolution 89-
19668, as modified hereby, which are subordinate to the monthly
payments to be made for the benefit of Homestead as specifically
set forth in subparagraphs 1 (iv) and 2 (iii) above; or (C)
resolution(s ) implementing the funding from the Excess City Share
of additional amounts for capital improvements, operating and
maintenance expenses deficits, and/or other projects consistent
with the Convention Development Tax Law, which are subordinate to
the monthly payments to be made for the benefit of Homestead as
specifically set forth in subparagraphs 1 (iv) and 2 (iii) above,
all pursuant to subparagraphs 2 (v) and 3 (vii ) of Resolution
89-19668, as modified hereby.
PASSED AND ADOPTED this 6th day of September ,
1989 .
M4iyor 7
ATTEST:
FORM APPROVED
City Clerk LEGAL DEPT.
By 0C;374C. I.wiL
Date we/
—4—
T1
1
CITY OF MIAMI BEACH 1 .
CITY HALL 1700 CONVENTION CENTER DRIVE MIAMI BEACH FLORIDA 33139
OFFICE OF THE CITY MANAGER TELEPHONE: 673-701C
ROB W.PARKINS
CITY MANAGER
COMMISSION MEMORANDUM _y9
September 6, 1989
TO: MAYOR ALEX DAOUD AND
MEMBERS OF THE CITY COMMISSION
FROM: ARNOLD M. WEINER
CITY ATTORNEY
RE: CLARIFICATION OF RESOLUTION NO. 89-19668 PERTAINING
TO SETTLEMENT WITH THE CITY OF HOMESTEAD
On July 26, 1989, the City Commission adopted Resolution No.
89-19668 as a part of the settlement of the City of Miami Beach vs.
City of Homestead, et al, 11th Judicial Circuit Court Case No. 89-
19399 . Resolution No. 89-19668 revised the priorities for the
Excess City Share. After passage of the July 26, 1989 resolution,
Barnett Bank of South Florida, N. A. requested clarification of
several provisions of Resolution No. 89-19668 as a condition to its
acceptance of same. The attached Resolution represents
clarifications to Resolution No. 89-19688 which have been
negotiated between the City and Barnett Bank.
Barnett Bank and the City of Homestead have approved the
attached resolution and their approvals are attached hereto. The
Resolution has been approved and recommended by the City' s Special
Counsel, Robert Shevin, Esq. of Stroock & Stroock & Lavan.
Recommendation:
Based upon the recommendation of the City' s Special Counsel,
Robert Shevin, Esq. Stroock & Stroock & Lavan, the City Attorney
recommends that the City Commission adopt the attached resolution.
AMW/P /nn
Attach.
AGENDA
I TEM
DATE
I a t'he'ft 701 Bricks!'Avanue
lan Miami.Florid.33131
September 1, 1989
The City of Miami Beach
c/o Arnold Weiner, City Attorney
City Hall
1700 Convention Canter Drive
Miami Beach, FL 33139
Re: City of Miami Beach proposed Resolution amending Resolution
No.
89-19668 and providing forori t of
ri P Y payment of
Convention Development Tax Revenues for the benefit of
Homestead on the Homestead Loan, and other
"Resolution"). o e purposes (the
Gentlemen:
You have requested that Barnett Bank of SouthFlorida,ort Fl N.A. ,
as lender er under the Homestead Loan, indicate its approval
of
the form of the attached proposed Resolution.
Barnett Bank (the "Bank) certainly has y no objection to the form
of the attached proposed Resolution.
Assuming the proper passage of this Resolution ion by the City of
Miami Beach, Barnett Bank would be willing •
e �cir t a give its consent,
as r
provided that,required i n Resolution No.
89-19668, to the transaction,
and conditioned upon, thefollowing
receipt of the f •
o7 Z ng
items in form and substance acceptable to the Bank and its
counsel : (1 ) consent of Homestead to •
Resolution on No. 89-19668
as amended by this Resolution, and ( fl) opinion nion
p of City Attorney
of Miami Beach that Resolution No. 89-19668
Resolution9 19668 and this proposed
have been validly enacted
binding and are the legal , valid,
g and enforceable contractural obligations
of Miami Beach, of the City
In addition, our consent is, of course, conditioned upon the
resolution of all litigation between the •
City of Miami Beach
and the City of Homestead in a final form and subject
appeals or rehearings. to no
We understand the City Commission of the
City of Homestead will
be meeting Tuesday night and will authorize the execution of
Barnett Sank of South Florida,NA.
81
Arnold Weiner, Esquire
Page -2-
September
2-
September 1, 1989
the Amended and Restated loan Agreement and Revenue Certificate
immediately after passage of the City of Miami Beach Resolution,
In accordance with the document!, they will be receiving shortly.
ly.
��
Any further funding by Barnett Bank under the Homestead Loan"
is contingent upon receipt of these documents in form and
substance satisfactory to the Bank.
If you have any questions, please do not hesitate to contact
our counsel , Ruden, Barnett, et al .
Sincerely,
BARNET BAdir s U H FLORIDA, N.A.
// 4
Ev ett . Colby
Regional Senior V ce President
EEC:mp
Enclosure
011/071
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August 31, 1989
VIA FACSIMILE ONLY
Arnold D. Shevin. Esquire
Stroock & Stroock & Lavan
Southeast financial Center, 33rd Floor
200 South Biacayne Boulevard
Miami, Florida 33131-2385
Re: City of Miami Beach v. City of Homestead and Sun Bank,
National Association, as Trustee
Dear Arnold:
On behalf of Sun Bank, National Association, we have re-
• viewed the proposed resolution enclosed with your letter dated
August 30, 1989 to Brian Leary, and have no objection to its
form.
Based upon my telephone conversation with you earlier today,
Y
it is our understanding that the proposed resolution (in the form
attached to your August 30, 1989 -letter to Brian Leary) has now
received the approval of Barnett Bank and its counsel .- - We also
understand that the form of the proposed resolution has now been
approved by the City of Homestead.
We are aware that you intend to present the proposed resolu-
tion to the City Commission of the City of Miami Beach for action
on Wednesday, September 6, and that once the proposed resolution
has been adopted, the City of Homestead and Barnett Bank will.
enter into an amendment of their loan agreement. As we have
discussed, it is important that Sun Bank and I be provided with
• 83 •
IOW UUM J 1 keVINS I U°41'0I I H II • tit, iI Jr !U5!!1,1!1!.8 4
•
Arnold D. 8hevin, Esquire
August 31, 1489
Page 2
copies of the proposed reeolution in its adopted form, together
with the written acceptances of Burnett Bank and Homestead.
Very ly yours,
/47t004-4°
J. a a D . Ric
JDR/c m g
0,085/L1264
co : Philip W. Rich
Camille H. Moore
Michael E. Watkins, Eaq.
Brian T. Leary, Esq.
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VIA FAX
Arnold Weiner, Esquire - •
City Attorney
City of Miami Beach
1700 Convent=on Center Drive
4th Floor
Miami , Florida 33139
Re: City of Miami Beach v. City of Homestead
Homestead Baseball Stadium
Dear Mr. Weiner:
on behalf of the City of Homestead, we have reviewed what we
understand to be the final version of the proposed resolution
regarding the Homestead Baseball Stadium (attached to your letter
to Brian Laary, Esquire dated August 30 , 1989) .
we have been informed that Barnett Bank has approved the
resolution.
The City of Homestead hereby approves the above resolution
and urges its adoption.
Thank you for your cooperation in this matter.
V truly yours, .
• JA4 f41444.‘
RICHARD It. DUNN
RMD:aoh
cc: Arnold Shevin, Esquire via FAX
85
ORIGINAL
RESOLUTION NO. 89-19694
Amending Resolution Nos. 89-19668 and
8,2=1.9.51L6, which designated a new stadium
to be located in the City of Homestead pur-
suant to Dade County Ordinance No. 87-72
as a permissible purpose under the Conven-
tion Development Tax Law, and established
a maximum dollar cost for such purpose of
a principal amount not to exceed
$12,000,000.00 for the stadium and related
expenses ase.„sa
�a•C�-�. '''
7$4.-., D *,,/oR- -3i n, (tie