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HomeMy WebLinkAboutExhibit A 05 Agency Resolution EXHIBIT A SERIES 2005 AGENCY RESOLUTION Miami/16492. 2 A-I RESOLUTION NO. A RESOLUTION OF THE CHAIRMAN AND MEMBERS OF THE MIAMI BEACH REDEVELOPMENT AGENCY AUTHORIZING ISSUANCE OF NOT TO EXCEED $58,000,000 IN PRINCIPAL AMOUNT OF MIAMI BEACH REDEVELOPMENT AGENCY TAX INCREMENT REVENUE REFUNDING BONDS, TAXABLE SERIES 2005A (CITY CENTER/HISTORIC CONVENTION VILLAGE), AND NOT TO EXCEED $35,000,000 IN PRINCIP AL AMOUNT OF MIAMI BEACH REDEVELOPMENT AGENCY TAX INCREMENT REVENUE REFUNDING BONDS, SERIES 2005B (CITY CENTER/HISTORIC CONVENTION VILLAGE), FOR THE PURPOSE OF REFUNDING CERT AIN OUTSTANDING BONDS OF THE AGENCY, FUNDING ANY NECESSARY DEPOSIT TO THE DEBT SERVICE RESERVE ACCOUNT AND PA YING COSTS OF ISSUANCE AND REFUNDING, ALL PURSUANT TO SECTION 304(H) OF RESOLUTION NO. 150-94 ADOPTED BY THE AGENCY ON JANUARY 5,1994; PROVIDING THAT SAID SERIES 2005 BONDS AND INTEREST THEREON SHALL BE PAYABLE SOLELY FROM PLEDGED FUNDS; PROVIDING CERTAIN DETAILS OF THE SERIES 2005 BONDS; DELEGATING OTHER DETAILS AND MATTERS IN CONNECTION WITH THE ISSUANCE OF THE SERIES 2005 BONDS AND THE REFUNDING OF THE BONDS TO BE REFUNDED TO THE CHAIRMAN, WITHIN THE LIMITATIONS AND RESTRICTIONS STATED HEREIN; AUTHORIZING A BOOK-ENTRY REGISTRATION SYSTEM FOR THE SERIES 2005 BONDS; AUTHORIZING THE NEGOTIATED SALE AND A WARD BY THE CHAIRMAN OF THE SERIES 2005 BONDS TO THE UNDERWRITERS, WITHIN THE LIMITATIONS AND RESTRICTIONS STATED HEREIN; APPROVING THE FORM OF AND AUTHORIZING THE CHAIRMAN TO EXECUTE AND DELIVER A BOND PURCHASE AGREEMENT; APPROVING THE FORM OF AND DISTRIBUTION OF A PRELIMINARY OFFICIAL STATEMENT AND OFFICIAL STATEMENT AND AUTHORIZING THE EXECUTION AND DELIVERY OF THE OFFICIAL STATEMENT; PROVIDING FOR THE APPLICATION OF THE PROCEEDS OF THE SERIES 2005 BONDS AND CREA TING CERTAIN FUNDS AND ACCOUNTS; AUTHORIZING THE REFUNDING, DEFEASANCE AND, AS APPLICABLE, REDEMPTION OF THE BONDS TO BE REFUNDED; APPROVING THE FORM OF AND AUTHORIZING THE EXECUTION AND DELIVERY OF ESCROW DEPOSIT AGREEMENTS AND APPOINTING AN ESCROW AGENT; COVENANTING TO PROVIDE CONTINUING DISCLOSURE IN CONNECTION WITH THE SERIES 2005 BONDS IN ACCORDANCE WITH SECURITIES AND EXCHANGE COMMISSION RULE 15c2-12 AND AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE AND DELIVER AN AGREEMENT WITH RESPECT THERETO; PROVIDING FOR A CREDIT FACILITY FOR THE SERIES 2005 BONDS; PROVIDING FOR THE SATISFACTION OF ALL OR A PORTION OF THE RESERVE ACCOUNT REQUIREMENT WITH A RESERVE ACCOUNT INSURANCE Miami/16478.3 POLICY AND APPROVING THE FORM OF AND AUTHORIZING THE CHAIRMAN TO EXECUTE AND DELIVER AN AGREEMENT WITH THE PROVIDER THEREOF; PROVIDING COVENANTS FOR THE PROVIDER OF SUCH CREDIT FACILITY AND RESERVE ACCOUNT INSURANCE POLICY; AND AUTHORIZING OFFICERS AND EMPLOYEES OF THE AGENCY TO TAKE ALL NECESSARY ACTIONS IN CONNECTION WITH THE SALE AND DELIVERY OF THE SERIES 2005 BONDS AND THE REFUNDING OF THE BONDS TO BE REFUNDED AND OTHER RELATED MATTERS; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Miami Beach Redevelopment Agency (the "Agency") has heretofore issued its (i) $25,000,000 Miami Beach Redevelopment Agency Tax Increment Revenue Bonds, Series 1993 (City Center/Historic Convention Village), currently Outstanding (as defined in the Original Resolution described below) in the principal amount of $19,460,000 (the "Outstanding Series 1993 Bonds"), (ii) $37,500,000 Miami Beach Redevelopment Agency Tax Increment Revenue Bonds, Taxable Series 1996A (City Center/Historic Convention Village), currently Outstanding in the principal amount of $32,630,000 (the "Outstanding Series 1996A Bonds"), (iii) $7,705,000 Miami Beach Redevelopment Agency Tax Increment Revenue Bonds, Series 1996B (City CenterIHistoric Convention Village), currently Outstanding in the principal amount of $6,260,000 (the "Outstanding Series 1996B Bonds"), (iv) $29,105,000 Miami Beach Redevelopment Agency Tax Increment Revenue Bonds, Taxable Series 1998A (City CenterIHistoric Convention Village), currently Outstanding in the principal amount of $25,560,000 (together with the Outstanding Series 1996A Bonds, the "Outstanding Prior Taxable Bonds"), and (v) $9,135,000 Miami Beach Redevelopment Agency Tax Increment Revenue Bonds, Series 1998B (City CenterIHistoric Convention Village), currently Outstanding in the principal amount of $7,695,000 (together with the Outstanding Series 1993 Bonds and the Outstanding Series 1996B Bonds, the "Outstanding Prior Tax-Exempt Bonds;" the Outstanding Prior Taxable Bonds and the Outstanding Prior Tax-Exempt Bonds are collectively referred to herein as the "Outstanding Prior Bonds"), pursuant to Resolution No. 150-94, adopted by the 2 Miamil16478.3 Chairman and Members of the Agency (collectively, the "Commission") on January 5, 1994 (the "Original Resolution"), as supplemented (the Original Resolution as amended and supplemented from time to time is referred to herein as the "Bond Resolution"), and Resolution No. 94-21008, adopted by the Mayor and City Commission of the City of Miami Beach, Florida (the "City") on January 5, 1994, as supplemented, to fund the acquisition and clearing of certain property and the construction of certain public improvements in connection with the Agency's redevelopment plan for that portion of the City known as the "City CenterIHistoric Convention Village Redevelopment and Revitalization Area;" and WHEREAS, the Agency has determined that as a result of the current low interest rate environment it is financially beneficial to authorize the refunding of all or a portion of the Outstanding Prior Bonds, as shall be determined by the Chairman (as defined in the Original Resolution) in accordance with the provisions of this resolution (the "Series 2005 Resolution") (the Outstanding Prior Taxable Bonds so determined to be refunded are referred to herein as the "Taxable Bonds to be Refunded," the Outstanding Prior Tax-Exempt Bonds so determined to be refunded are referred to herein as the "Tax-Exempt Bonds to be Refunded," and the Taxable Bonds to be Refunded and the Tax-Exempt Bonds to be Refunded are collectively referred to herein as the "Bonds to be Refunded"); and WHEREAS, Section 304(H) of the Original Resolution provides for the issuance of refunding Bonds, which shall constitute additional parity Bonds under the Bond Resolution, for the purpose of refunding Bonds Outstanding under the Bond Resolution (as all such terms are defined in the Original Resolution); and WHEREAS, the Agency has determined that it is desirable to issue refunding Bonds (collectively, the "Series 2005 Bonds") pursuant to the provisions of Section 304(H) of the 3 Miami/16478.3 Original Resolution and this Series 2005 Resolution for the purpose of providing funds, together with any other available funds, to refund the Bonds to be Refunded, fund any necessary deposit to the Debt Service Reserve Account (as defined in the Original Resolution) and pay the costs of such issuance and refunding; and WHEREAS, the Taxable Bond Act of 1987, being Chapter 159, Part VII, Florida Statutes, as amended (the "Taxable Bond Act"), provides for the issuance by governmental units, including the Agency, of bonds the interest on which is not excludable from gross income for federal income tax purposes; and WHEREAS, as a result of the provisions of the Internal Revenue Code of 1986, as amended (the "Code"), it is necessary to issue (i) a portion of the Series 2005 Bonds as bonds the interest on which is not excludable from gross income for federal income tax purposes (the "Series 2005A Bonds") and (ii) the balance of the Series 2005 Bonds as bonds the interest on which is excludable from gross income for federal income tax purposes (the "Series 2005B Bonds"); and WHEREAS, the Commission has determined that it is in the best interest of the Agency to delegate to the Chairman the determination of various terms of the Series 2005 Bonds and their sale, the determination of the Outstanding Prior Bonds which will constitute the Bonds to be Refunded, the determination of which Bonds to be Refunded will be redeemed prior to maturity, and other actions in connection with the issuance of the Series 2005 Bonds and the refunding of the Bonds to be Refunded, all as provided and subject to the limitations contained herein; and WHEREAS, the Agency has determined that due to the character of the Series 2005 Bonds, current favorable market conditions, time constraints, the uncertainty inherent in a 4 Miami/16478.3 competitive bidding process and the recommendations of RBC Dain Rauscher Inc., the financial advisor to the Agency (the "Financial Advisor"), it is in the best interest of the Agency to authorize the negotiated sale of the Series 2005 Bonds; and WHEREAS, based upon the recommendations of the Financial Advisor, the Agency has further determined to secure two separate financial guaranty insurance policies guaranteeing the scheduled payment of principal of and interest on the corresponding Series (as defined in the Original Resolution) of the Series 2005 Bonds (collectively, the "Series 2005 Bond Insurance Policy") and a debt service reserve surety bond for deposit to the credit of the Debt Service Reserve Account in satisfaction of all or any portion of the Reserve Account Requirement (as defined in the Original Resolution) (the "Series 2005 Reserve Policy") from MBIA Insurance Corporation ("MBIA"); and WHEREAS, each Series 2005 Bond Insurance Policy shall constitute a Credit Facility under the Bond Resolution and the Series 2005 Reserve Policy shall constitute a Reserve Account Insurance Policy under the Bond Resolution; and WHEREAS, the Commission has found and determined that the issuance of the Series 2005 Bonds and the refunding of the Bonds to be Refunded will serve a valid public purpose; NOW, THEREFORE, BE IT RESOLVED BY THE CHAIRMAN AND MEMBERS OF THE MIAMI BEACH REDEVELOPMENT AGENCY: Section 1. The above recitals are incorporated herein as findings. This Series 2005 Resolution supplements the Original Resolution. All terms used in capitalized form herein and not defined shall have the meanings set forth in the Bond Resolution. Section 2. Two Series of refunding Bonds of the Agency are authorized to be issued pursuant to Section 304(H) of the Original Resolution and the authority granted to the Agency by 5 Miami/16478.3 the Act, including with respect to the Series 2005A Bonds, the Taxable Bond Act. The Series 2005A Bonds shall be issued in a principal amount not to exceed $58,000,000, shall be designated "Miami Beach Redevelopment Agency Tax Increment Revenue Refunding Bonds, Taxable Series 2005A (City CenterIHistoric Convention Village)" and shall be issued for the purpose of providing funds, together with any other available funds, to refund the Taxable Bonds to be Refunded, fund any necessary deposit to the Debt Service Reserve Account and pay the costs of such issuance and refunding. The Series 2005B Bonds shall be issued in a principal amount not to exceed $35,000,000, shall be designated "Miami Beach Redevelopment Agency Tax Increment Revenue Refunding Bonds, Series 2005B (City CenterIHistoric Convention Village)" and shall be issued for the purpose of providing funds, together with any other available funds, to refund the Tax-Exempt Bonds to be Refunded, fund any necessary deposit to the Debt Service Reserve Account and pay the costs of such issuance and refunding. Each Series of the Series 2005 Bonds shall be issued in fully registered form as provided in Section 202 of the Original Resolution, shall be in the denominations of$5,000 or any integral multiple thereof, shall be issued in such aggregate principal amount, shall be dated and issued at such time, shall be in the form of Serial Bonds and/or Term Bonds, shall have such Interest Payment Dates, shall bear interest at such rates, but not to exceed the maximum rate permitted by law, shall be stated to mature, but not later than December 1, 2022, as to any Term Bonds, shall have Amortization Requirements payable in such amounts and on such dates, and shall be subject to redemption prior to maturity, all as shall be determined by the Mayor, after consultation with the Executive Director and the Financial Advisor, and specified in a certificate of the Chairman executed at the time of the sale of the Series 2005 Bonds (the "Series 2005 Chairman's Certificate"). Term Bonds, if any, will be callable at par with accrued interest, 6 Miami/16478.3 without premium, each year in amounts equal to the respective Amortization Requirements therefor. Section 3. In accordance with the provisions of the Bond Resolution, the Series 2005 Bonds shall be limited obligations of the Agency payable solely from the Pledged Funds which are pledged to the payment thereof in the manner and to the extent provided in the Bond Resolution, and nothing shall be construed as obligating the Agency or the City to pay the principal, interest and premium, if any, thereon except from the Pledged Funds or as pledging the full faith and credit of the Agency or the City or as obligating the Agency or the City, directly or indirectly or contingently, to levy or pledge any form of taxation whatever therefor. Section 4. It is hereby found and determined that due to the character of the Series 2005 Bonds, current favorable market conditions, time constraints, the uncertainty inherent in a competitive bidding process and the recommendations of the Financial Advisor, the negotiated sale of the Series 2005 Bonds is in the best interest of the Agency. The negotiated sale of the Series 2005 Bonds to Bear, Stearns & Co. Inc. (the "Senior Managing Underwriter") on behalf of itself and Citigroup Global Markets Inc., First Southwest Company and Ramirez & Co., Inc. (collectively with the Senior Managing Underwriter, the "Underwriters") is hereby authorized at a purchase price (not including original issue premium or original issue discount) of not less than 99% of the aggregate principal amount of the Series 2005 Bonds (the "Minimum Purchase Price") and at a true interest cost rate ("TIC") which will result in total present value debt service savings on the Bonds to be Refunded of not less than 3.00% (the "Minimum PVS"). The Chairman, after consultation with the Executive Director and the Financial Advisor, is hereby authorized to award the Series 2005 Bonds to the Underwriters at a purchase price of not less than the Minimum Purchase Price and at a TIC which results in total present value debt service 7 Miami/16478.3 savings on the Bonds to be Refunded of not less than the Minimum PVS. The execution and delivery of the Series 2005 Bond Purchase Agreement (as hereinafter defined) for and on behalf of the Agency by the Chairman shall be conclusive evidence of the Agency's acceptance of the Underwriters' proposal to purchase the Series 2005 Bonds. Section 5. Upon compliance with the requirements of Section 218.385, Florida Statutes, by the Underwriters, the Commission hereby authorizes the Chairman to execute and deliver a Bond Purchase Agreement for the Series 2005 Bonds (the "Series 2005 Bond Purchase Agreement") for and on behalf of the Agency, in substantially the form presented at the meeting at which this Series 2005 Resolution was considered, subject to such changes, modifications, insertions and omissions and such filling-in of blanks therein as may be determined and approved by the Chairman, after consultation with the Executive Director and General Counsel of the Agency. The execution of the Series 2005 Bond Purchase Agreement for and on behalf of the Agency by the Chairman shall be conclusive evidence of the Agency's approval of the Bond Purchase Agreement. Section 6. The Registrar is hereby authorized and directed to authenticate the Series 2005 Bonds and the Executive Director is hereby authorized to cause the Series 2005 Bonds to be delivered to or upon the order of the Underwriters upon payment of the purchase price, as shall be set forth in the Series 2005 Bond Purchase Agreement, and satisfaction of the conditions contained in Section 304(H) of the Original Resolution. Section 7. The proposed Preliminary Official Statement (the "Series 2005 Preliminary Official Statement") and Official Statement (the "Series 2005 Official Statement") in connection with the issuance of the Series 2005 Bonds are hereby approved in substantially the form of the Series 2005 Preliminary Official Statement presented at the meeting at which this Series 2005 8 Miami/16478.3 Resolution was considered, subject to such changes, modifications, insertions and omissions and such filling-in of blanks therein as may be determined and approved by the Chairman, after consultation with the Executive Director and General Counsel of the Agency. The execution of the Official Statement, for and on behalf of the Agency by the Chairman shall be conclusive evidence of the Agency's approval of the Series 2005 Preliminary Official Statement and the Series 2005 Official Statement. The distribution of said Series 2005 Preliminary Official Statement and Series 2005 Official Statement in connection with the marketing of the Series 2005 Bonds and the execution and delivery of the Series 2005 Official Statement by the Chairman and the Executive Director are hereby authorized. The Chairman or his designee, after consultation with the Executive Director and General Counsel of the Agency, is hereby authorized to make any necessary certifications to the Underwriters regarding a near final or deemed final Series 2005 Official Statement, if and to the extent required by Rule 15c2-12 of the United States Securities and Exchange Commission (the "Rule"). Section 8. The proceeds of each Series of the Series 2005 Bonds (including accrued interest, if any) and, to the extent determined by the Executive Director, amounts on deposit in the Sinking Fund and allocable to the Bonds to be Refunded shall be applied in accordance with Sections 303(b) and 304(H) of the Original Resolution as set forth in the Escrow Deposit Agreements (as hereinafter defined) and a certificate of the Executive Director delivered concurrently with the issuance of the Series 2005 Bonds. With respect to each Series of the Series 2005 Bonds, there is hereby created a separate account within the Cost of Issuance Fund established under the Original Resolution designated as the "Series 2005A Account" and the "Series 2005B Account," respectively, for the deposit of 9 Miami/16478.3 proceeds of each such Series of Series 2005 Bonds to be applied to the payment of the applicable costs of issuance and refunding. In accordance with the provisions of the Bond Resolution, there is created pursuant to each of the Escrow Deposit Agreements a separate Escrow Deposit Trust Fund (as defined in each of the Escrow Deposit Agreements) to be held by the Escrow Agent (as hereinafter defined), for the deposit of proceeds of each such Series of Series 2005 Bonds and other available moneys to be applied as provided in each of the Escrow Deposit Agreements. Section 9. Upon issuance of the Series 2005 Bonds and solely for accounting purposes, the Trustee is hereby authorized to establish separate subaccounts with respect to each Series of Bonds Outstanding under the Bond Resolution within each account of the Sinking Fund in order to permit compliance with the arbitrage rebate requirements under the Code relating to each Series of tax-exempt Bonds issued under the Bond Resolution. Section 10. The Series 2005 Bonds shall be executed in the form and manner provided in the Bond Resolution. The Series 2005 Bonds are hereby authorized to be issued initially in book-entry form and registered in the name of The Depository Trust Company, New York, New York ("DTC"), or its nominee which will act as securities depository for the Series 2005 Bonds. The Executive Director is hereby authorized and directed to execute any necessary letters of representations with DTC and, notwithstanding the provisions of the Bond Resolution, to do all other things, comply with all requirements and execute all other such documents as are incidental to such book-entry system. In the event a book-entry system for the Series 2005 Bonds ceases to be in effect, the Series 2005 Bonds shall be issued in fully registered form without coupons. Section 11. The refunding, defeasance and, as applicable, redemption of the Bonds to be Refunded is hereby authorized and approved. The Chairman, after consultation with the 10 Miami/16478.3 Executive Director and the Financial Advisor, is hereby authorized to determine the Outstanding Prior Bonds which will constitute the Bonds to be Refunded and the Bonds to be Refunded which will be redeemed prior to maturity, all as shall be set forth in the Escrow Deposit Agreements. The Chairman is hereby authorized to execute and deliver (i) an Escrow Deposit Agreement to provide for the defeasance, payment and, as applicable, redemption of the Taxable Bonds to be Refunded and (ii) an Escrow Deposit Agreement to provide for the defeasance, payment and, as applicable, redemption of the Tax-Exempt Bonds to be Refunded (collectively, the "Escrow Deposit Agreements"), each with Wachovia Bank, National Association, which is hereby appointed escrow agent with respect to the Bonds to be Refunded (the "Escrow Agent"), in substantially the forms presented at the meeting at which this Series 2005 Resolution was considered, subject to such changes, modifications, insertions and omissions and such filling-in of blanks therein as may be determined and approved by the Chairman, after consultation with the Executive Director and General Counsel of the Agency. The purchase of Defeasance Obligations from the proceeds of the Series 2005 Bonds and other available moneys in order to provide for the defeasance, payment and, as applicable, redemption of the Bonds to be Refunded is hereby authorized and approved. The execution and delivery of the Escrow Deposit Agreements by the Chairman shall be conclusive evidence of the City's approval of the Outstanding Prior Bonds which will constitute the Bonds to be Refunded, the redemption prior to maturity of any Bonds to be Refunded, the Escrow Deposit Agreements and the purchase of the Defeasance Obligations. Section 12. For the benefit of the holders and beneficial owners from time to time of the Series 2005 Bonds, the Agency agrees, in accordance with the Rule, to provide or cause to be provided such annual financial information and operating data, financial statements and notices, 11 Miami/I6478.3 in such manner, as may be required for purposes of paragraph (b)(5) of the Rule. In order to describe and specify certain terms of the Agency's continuing disclosure agreement, including provisions for enforcement, amendment and termination, the Executive Director is hereby authorized and directed to enter into, execute and deliver, in the name and on behalf of the Agency, a Continuing Disclosure Agreement (the "Series 2005 Continuing Disclosure Agreement") with the City and the Trustee, in substantially the form presented at the meeting at which this Series 2005 Resolution was considered, subject to such changes, modifications, insertions and omissions and such filling-in of blanks therein as may be determined and approved by the Executive Director, after consultation with General Counsel of the Agency. The execution of the Series 2005 Continuing Disclosure Agreement, for and on behalf of the Agency by the Executive Director, shall be deemed conclusive evidence of the Agency's approval of the Series 2005 Continuing Disclosure Agreement. Notwithstanding any other provisions of the Bond Resolution, including this Series 2005 Resolution, any failure by the Agency or the City to comply with any provisions of the Series 2005 Continuing Disclosure Agreement shall not constitute a default under the Bond Resolution and the remedies therefor shall be solely as provided in the Series 2005 Continuing Disclosure Agreement. The Executive Director is further authorized and directed to establish, or cause to be established, procedures in order to ensure compliance by the Agency with the Series 2005 Continuing Disclosure Agreement, including the timely provision of information and notices. Prior to making any filing in accordance with such agreement, the Executive Director may consult with, as appropriate, General Counsel of the Agency or the Agency's bond counsel. The Executive Director, acting in the name and on behalf of the Agency, shall be entitled to rely upon 12 Miami/16478.3 any legal advice provided by General Counsel of the Agency or the Agency's bond counsel in determining whether a filing should be made. Section 13. The Agency is hereby authorized to secure the Series 2005 Bond Insurance Policy guaranteeing the scheduled payment of principal of and interest on the Series 2005 Bonds and to pay the premiums with respect thereto. Each Series 2005 Bond Insurance Policy shall constitute a Credit Facility under the Bond Resolution. For so long as the Series 2005 Bond Insurance Policy is in effect and MBIA has not defaulted in its obligations thereunder, and notwithstanding any provisions to the contrary contained in the Bond Resolution, the Agency, the Trustee, the Paying Agent, the Registrar and the Holders of the Series 2005 Bonds, as applicable, covenant and agree, but solely for the benefit of MBIA, as follows: (a) In connection with the issuance of additional parity Bonds under the Bond Resolution, the Agency shall deliver to MBIA a copy of the disclosure document, if any, circulated with respect to such additional parity Bonds. (b) MBIA will be deemed the Bondholder of all Series 2005 Bonds under the Bond Resolution, in lieu of the registered owners thereof, for purposes of (i) consenting to the adoption of any supplemental resolution which requires the consent of Bondholders pursuant to the Bond Resolution and (ii) exercising any rights and remedies granted to the Bondholders of the Series 2005 Bonds under the Bond Resolution upon the occurrence of a default thereunder; provided, however, that MBIA shall not have the right to decrease the amount of principal or interest due and owing on the Series 2005 Bonds or extend the dates of payment of installments of principal of and interest on the Series 2005 Bonds. (c) The Agency shall provide MBIA and Standard & Poor's Ratings Services ("S&P") with a copy of all supplemental resolutions adopted pursuant to the Bond Resolution. (d) Defeasance Obligations in connection with any defeasance of the Series 2005 Bonds shall be limited to: 1. U.S. Treasury Certificates, Notes and Bonds (including State and Local Government Series--"SLGS"). 13 Miami/16478.3 2. Direct obligations of the Treasury which have been stripped by the Treasury itself, CATS, TIGRS and similar securities. 3. The interest component of Resolution Funding Corp. securities ("REFCORP") which have been stripped by request to the Federal Reserve Bank of New York in book entry form. 4. Pre-refunded municipal bonds rated "Aaa" by Moody's Investors Service, Inc. ("Moody's") and "AAA" by S&P. If however, the issue is only rated by S&P (i.e., there is no Moody's rating), then the pre-refunded bonds must have been pre-refunded with cash, direct U.S. or U.S. guaranteed obligations, or AAA rated pre-refunded municipals. 5. Obligations issued by the following agencies which are backed by the full faith and credit of the U.S.: a. U.S. Export-Import Bank (Eximbank) Direct obligations or fully guaranteed certificates of beneficial ownership b. Farmers Home Administration (FmHA) Certificates of beneficial ownership c. Federal Financing Bank d. General Services Administration Participation certificates e. U.S. Maritime Administration Guaranteed Title XI financing f. U.S. Department of Housing and Urban Development (HUD) Project Notes Local Authority Bonds New Communities Debentures - U.S. government guaranteed debentures U.S. Public Housing Notes and Bonds - U.S. government guaranteed public housing notes and bonds. (e) Permitted Investments under the Bond Resolution shall be limited to: 1. Direct obligations of the United States of America (including obligations issued or held in book-entry form on the books of the Department of the Treasury, and CATS and TGRS) or obligations the principal of and interest on which are unconditionally guaranteed by the United States of America. 14 Miami116478.3 Miami/16478.3 2. Bonds, debentures, notes or other evidence of indebtedness issued or guaranteed by any of the following federal agencies and provided such obligations are backed by the full faith and credit of the United States of America (stripped securities only if they have been stripped by the agency itself): a. U.S. Export-Import Bank (Eximbank) Direct obligations or fully guaranteed certificates of beneficial ownership b. Farmers Home Administration (FmHA) Certificates of beneficial ownership c. Federal Financing Bank d. Federal Housing Administration Debentures (FHA) e. General Services Administration Participation certificates f. Government National Mortgage Association (GNMA or Ginnie Mae) GNMA - guaranteed mortgage-backed bonds GNMA - guaranteed pass-through obligations g. U.S. Maritime Administration Guaranteed Title XI financing h. U.S. Department of Housing and Urban Development (HUD) Project Notes Local Authority Bonds New Communities Debentures - U.S. government guaranteed debentures U.S. Public Housing Notes and Bonds - U.S. government guaranteed public housing notes and bonds. 3. Bonds, debentures, notes or other evidence of indebtedness issued or guaranteed by any of the following non-full faith and credit U.S. government agencies (stripped securities only if they have been stripped by the agency itself): a. Federal Home Loan Bank System Senior debt obligations b. Federal Home Loan Mortgage Corporation (FHLMC or Freddie Mac) Participation Certificates Senior debt obligations 15 Miami/1647 8.3 c. Federal National Mortgage Association (FNMA or Fannie Mae) Mortgage-backed securities and senior debt obligations d. Student Loan Marketing Association (SLMA or Sallie Mae) Senior debt obligations e. Resolution Funding Corp. (REFCORP) Obligations f. Farm Credit System Consolidated systemwide bonds and notes 4. Money market funds registered under the Federal Investment Company Act of 1940, whose shares are registered under the Federal Securities Act of 1933, and having a rating by S&P of AAAm-G, AAAm, or Aam and if rated by Moody's, having a rating by Moody's of Aaa, AaI or Aa2. 5. Certificates of deposit secured at all times by collateral described in (1) and/or (2) above. Such certificates must be issued by commercial banks, savings and loan associations or mutual savings banks. The collateral must be held by a third party and the Bondholders must have a perfected first security interest in the collateral. 6. Certificates of deposit, savings accounts, deposit accounts or money market deposits which are fully insured by the Federal Deposit Insurance Corporation. 7. Investment agreements acceptable to MBIA. 8. Commercial paper rated, at the time of purchase, "Prime-I" by Moody's and "A-I" or better by S&P. 9. Bonds or notes issued by any state or municipality which are rated by Moody's and S&P in one of the two highest rating categories assigned by such agencies. 10. Federal funds or bankers acceptances with a maximum term of one year of any bank which has an unsecured, uninsured and unguaranteed obligation rating of "Prime-I" or "A3" or better by Moody's and "A-I" or "A" or better by S&P. 11. Repurchase agreements for 30 days or less which satisfy the following criteria or which exceed 30 days as are otherwise approved by MBIA: 1. Entered into by the Agency or the Trustee, as applicable, with: a. Primary dealers on the Federal Reserve reporting dealer list which are rated A or better by S&P and Moody's. 16 b. Banks rated "A" or above by S&P and Moody's. 2. The repurchase agreement includes the following: a. Securities which are acceptable for transfer are: (1) Direct U.S. government obligations, or (2) Federal agencies backed by the full faith and credit of the U.S. government (and FNMA & FHLMC). b. The term of the repurchase may be up to 30 days. c. The collateral must be delivered to the Agency, the Trustee or a third party acting as agent simultaneous with payment (perfection by possession of certificated securities). d. Valuation of collateral: (I) The securities must be valued weekly marked-to- market at current market price plus accrued interest; and (2) The value of collateral must be equal to 104% of the amount of cash transferred by the Agency or the Trustee, as applicable, to the dealer bank or security firm plus accrued interest. If the value of securities held as collateral falls below 104% of the value of the cash transferred by the Agency or the Trustee, as applicable, then additional cash or acceptable securities must be transferred by the dealer bank or security firm. If, however, the securities used as collateral are FNMA or FHLMC, then the value of collateral must equal 105%. 3. A legal opinion must be delivered to the Agency to the effect that the repurchase agreement meets guidelines under State of Florida law for legal investment of public funds. 12. Any State of Florida administered pool investment fund in which the City is statutorily permitted or required to invest. (f) Investments of moneys held under the Debt Service Reserve Account shall be valued at fair market value, marked to market at least once per year and have maturities not exceeding five (5) years except for investment agreements approved by MBIA. 17 Miami/l6478.3 (g) The Trustee, the Paying Agent and the Registrar must each be a commercial bank with trust powers. (h) The Agency shall provide MBIA notice of the resignation or removal of the Trustee, the Paying Agent or the Registrar and the appointment of a successor thereto. (i) MBIA shall receive copies of all notices required to be delivered to Bondholders of the Series 2005 Bonds under the Bond Resolution and, on an annual basis, copies of the Agency's audited financial statements and annual budget. G) All notices required to be given to MBIA shall be in writing and shall be sent by registered or certified mail addressed as follows: MBIA Insurance Corporation 113 King Street Armonk, New York 10504 Attention: Surveillance (k) The Trustee shall, not later than the third business day preceding each payment date on the Series 2005 Bonds, transfer from moneys on deposit in the applicable Accounts to the Paying Agent the amounts necessary to pay the principal of and interest on the Series 2005 Bonds. In the event that, on the second business day, and again on the business day, prior to the payment date on the Series 2005 Bonds, the Paying Agent has not received sufficient moneys to pay all principal of and interest on the Series 2005 Bonds due on the second following or following, as the case may be, business day, the Paying Agent shall immediately notify MBIA or its designee on the same business day by telephone or telecopy, confirmed in writing by registered or certified mail, of the amount of the deficiency. If the deficiency is made up in whole or in part prior to or on the payment date, the Paying Agent shall so notify MBIA or its designee. In addition, if the Paying Agent has notice that any Bondholder has been required to disgorge payments of principal or interest on the Series 2005 Bonds to a trustee in bankruptcy or creditors or other pursuant to a final judgment by a court of competent jurisdiction that such payment constitutes a voidable preference to such Bondholder within the meaning of any applicable bankruptcy laws, then the Paying Agent shall notify MBIA or its designee of such fact by telephone or telegraphic notice, confirmed in writing by registered or certified mail. (1) The Paying Agent is hereby irrevocably designated, appointed, directed and authorized to act as attorney-in-fact for Bondholders of the Series 2005 Bonds as follows: 1. If and to the extent there is a deficiency in amounts required to pay interest on the Series 2005 Bonds, the Paying Agent shall (a) execute and deliver to U.S. Bank Trust National Association, or its successors under the Bond Insurance Policy (the "Insurance Paying Agent"), in form satisfactory to 18 Miami/16478.3 the Insurance Paying Agent, an instrument appointing MBIA as agent for such Bondholders in any legal proceeding related to the payment of such interest and an assignment to MBIA of the claims for interest to which such deficiency relates and which are paid by MBIA, (b) receive as designee of the respective Bondholders (and not as Paying Agent) in accordance with the tenor of the Series 2005 Bond Insurance Policy payment from the Insurance Paying Agent with respect to the claims for interest so assigned and ( c) disburse the same to such respective bondholders; and 2. If and to the extent of a deficiency in amounts required to pay principal of the Series 2005 Bonds, the Paying Agent shall (a) execute and deliver to the Insurance Paying Agent in form satisfactory to the Insurance Paying Agent an instrument appointing MBIA as agent for such Bondholder in any legal proceeding relating to the payment of such principal and assignment to MBIA of any of the Series 2005 Bonds surrendered to the Insurance Paying Agent of so much of the principal amount thereof as has not previously been paid or for which moneys are not held by the Paying Agent and available for such payment (but such assignment shall be delivered only if payment from the Insurance Paying Agent is received), (b) receive as designee of the respective Bondholders (and not as Paying Agent) in accordance with the tenor of the Series 2005 Bond Insurance Policy payment therefor from the Insurance Paying Agent, and (c) disburse the same to such Bondholders. (m) Payments with respect to claims for interest on and principal of Series 2005 Bonds disbursed by the Paying Agent from proceeds of the Series 2005 Bond Insurance Policy shall not be considered to discharge the obligation of the Agency with respect to such Series 2005 Bonds, and MBIA shall become the owner of such unpaid Series 2005 Bonds and claims for the interest in accordance with the tensor of the assignment made to it under the provisions of this section or otherwise. (n) Irrespective of whether any such assignment is executed and delivered, the Agency, the Trustee, the Paying Agent and the Registrar hereby agree for the benefit of MBIA that: 1. They recognize that to the extent MBIA makes payments, directly or indirectly (as by paying through the Paying Agent), on account of principal of or interest on the Series 2005 Bonds, MBIA will be subrogated to the rights of such Bondholders to receive the amount of such principal and interest from the Agency, with interest thereon as provided and solely from the sources stated in the Bond Resolution and the Series 2005 Bonds; and 2. They will accordingly pay to MBIA the amount of such principal and interest (including principal and interest recovered under subparagraph (ii) 19 Miami1l6478.3 of the first paragraph of the Series 2005 Bond Insurance Policy, which principal and interest shall be deemed past due and not to have been paid), with interest thereon as provided in the Bond Resolution and the Series 2005 Bonds, but only from the sources and in the manner provided in the Bond Resolution for the payment of principal of and interest on the Series 2005 Bonds to Bondholders, and will otherwise treat MBIA as the owner of such rights to the amount of such principal and interest. Section 14. The Agency is hereby authorized to satisfy all or a portion of the Reserve Account Requirement with the deposit of the Series 2005 Reserve Policy to the credit of the Debt Service Reserve Account, to pay the premium with respect thereto and, subject to the provisions of the Bond Resolution, to apply any moneys released from the Debt Service Reserve Account as a result of the deposit of the Series 2005 Reserve Policy therein as shall be provided in the Series 2005 Chairman's Certificate. The Commission hereby approves the form of a Financial Guaranty Agreement to be entered into between the Agency and MBIA (the "Series 2005 Insurance Agreement"), a copy of which draft form of Series 2005 Insurance Agreement has been presented at the meeting at which this Series 2005 Resolution was considered. The Chairman is hereby authorized to execute the Series 2005 Insurance Agreement in substantially the form presented at the meeting at which this Series 2005 Resolution was considered, subject to such changes, modifications, insertions and omissions and such filling-in of blanks therein as may be necessary to secure delivery of the Series 2005 Reserve Policy. The execution and delivery by the Chairman of the Series 2005 Insurance Agreement for and on behalf of the Agency shall be conclusive evidence of the Agency's approval of the Series 2005 Insurance Agreement. For so long as the Series 2005 Reserve Policy is in effect and MBIA has not defaulted in its obligations thereunder, and notwithstanding any provisions to the contrary contained in the Bond Resolution, the Agency, the Trustee, the Paying Agent, the Registrar and the Holders of 20 Miami/16478.3 the Series 2005 Bonds, as applicable, covenant and agree, but solely for the benefit of MBIA, as follows: (a) A Reserve Account Insurance Policy or Reserve Account Letter of Credit shall be limited to (i) those facilities issued by an insurance company rated in the highest rating category by Moody's and S&P and, if rated by AM. Best & Company, rated in the highest rating category by AM. Best & Company or (ii) such other facilities authorized under the Bond Resolution and approved by MBIA (b) Net Trust Fund Revenues shall be applied under the provisions of Section 304(D)(3) of the Original Resolution and Supplemental Revenues shall be applied under the provisions of the Supplemental Revenues Resolution first, to reimburse MBIA for any payments made under the Series 2005 Reserve Policy, thereby reinstating the Series 2005 Reserve Policy, and second, for deposit with the Trustee of any cash required to be deposited in the Debt Service Reserve Account after taking into account the amounts available under all Reserve Account Insurance Policies and/or Reserve Account Letters of Credit, including the Series 2005 Reserve Policy; provided, however, that if reimbursements are also due to issuers of other Reserve Account Insurance Policies or Reserve Account Letters of Credit, the reimbursements to MBIA and such other providers shall be paid on a pro-rata basis. (c) The Paying Agent shall deliver a "Demand for Payment" in the form attached to the Series 2005 Reserve Policy at least three days prior to the date on which funds are required. (d) The Paying Agent shall maintain adequate records, verified with MBIA, as to the amount available to be drawn at any given time under the Series 2005 Reserve Policy. In addition, so long as amounts are due and owing to MBIA under the Series 2005 Insurance Agreement, the Agency, the Trustee, the Paying Agent, the Registrar and the Holders of the Series 2005 Bonds, as applicable, covenant and agree, but solely for the benefit of MBIA, as follows: (a) The Agency hereby pledges and grants a lien upon the Pledged Funds, subordinate to the lien thereon granted for the benefit of Bondholders, Credit Facility providers and Liquidity Facility providers under the provisions of the Bond Resolution, in order to secure the Agency's payment obligations under the Series 2005 Insurance Agreement. Such payment obligations under the Series 2005 Insurance Agreement are junior, inferior and subordinate in all respects to the Bonds as to lien on and source and security for payment from the Pledged Funds and in all other respects. 21 Miami/16478.3 (b) The Original Resolution and this Series 2005 Resolution shall not be discharged until all amounts due and payable to MBIA have been paid in full or provision for their payment in full has been made. (c) The Agency shall maintain adequate records, verified by MBIA, as to the amounts paid and owing to MBIA under the terms of the Series 2005 Insurance Agreement. (d) The Agency shall not optionally redeem any Bonds or apply Net Trust Fund Revenues pursuant to Section 304(D)(5) of the Original Resolution, other than for the payments required in clauses (1) through (4) of said Section 304(D), unless the Agency is current in all of its payment obligations under the Series 2005 Insurance Agreement. Section 15. The appointment of Wachovia Bank, National Association, successor to First Union National Bank of Florida, as Trustee, Paying Agent and Registrar for the Bonds is hereby confirmed. Section 16. The officers, agents and employees of the Agency, Trustee, Registrar, Paying Agent and Escrow Agent are hereby authorized and directed to do all acts and things required of them by the provisions of the Series 2005 Bonds, the Bond Resolution, the Series 2005 Bond Purchase Agreement, the Escrow Deposit Agreements, the Series 2005 Continuing Disclosure Agreement, the Series 2005 Bond Insurance Policy, the Series 2005 Reserve Policy, the Series 2005 Insurance Agreement and this Series 2005 Resolution, for the full, punctual and complete performance of all the terms, covenants, provisions and agreements of the Series 2005 Bonds, the Bond Resolution, the Series 2005 Bond Purchase Agreement, the Escrow Deposit Agreements, the Series 2005 Continuing Disclosure Agreement, the Series 2005 Bond Insurance Policy, the Series 2005 Reserve Policy, the Series 2005 Insurance Agreement and this Series 2005 Resolution. 22 Miami116478.3 (Seal) Attest: Section 17. This Series 2005 Resolution shall take effect immediately upon its adoption. PASSED AND ADOPTED this _ day of Miami/16478.3 Secretary ,2005. Chairman 23 MIAMi BEACH REDEVELOPMENT AGENCY . AND CITY OF MIAMI BEACH, FLORIDA NOTICE OF PROPOSED ISSUANCE OF REDEVELOPMENT REVENUE REFUNDING BONDS Notice is hereby given in accordance with the provisions of Sections 163.346 and 166.041 (3)(a), Florida Statutes, as amended, that the Chairman and Members of the Miami Beach Redevelopment Agency (the "Agency") and Mayor and City Commission of the City of Miami Beach, Florida (the "City") will, as applicable, consider the adoption of the following resolutions providing for the issuance by the Agency of (i) not to exceed $58,000,000 principal amount of Miami Beach Redevelopment Agency Tax Increment Revenue Refunding Bonds, Taxable Series 2005A (City Center/Historic Convention Village), and (ii) not to exceed $35,000,000 principal amount of Miami Beach Redevelopment Agency Tax Increment Revenue Refunding Bonds, Series 2005B (City Canter/Historic Convention Village), at a meeting to be held on Wednesday, July 27, 2005 at 10:00 a.m., or as soon thereafter as the matter may be heard. The meeting will be held in the City Commission Chambers, 1700 Convention Center Drive, Miami Beach, Florida and any interested perso.n may appear at the meeting and be heard with respect to the proposed resolutions. Copies of the proposed resolutions may be inspected by the public at the office of the City Clerk, 1700 Convention Center Drive, Miami Beach, Florida during regular working hours, 9:00 a.m. to 4:00 p.m., Monday through Friday. .' The titles of the proposed resolutions are as follows: AGENCY RESOLUTION A RESOLUTION OF THE CHAIRMAN AND MEMBERS OF THE MIAMI BEACH REDEVELOPMENT AGENCY AUTHORIZING ISSUANCE OF NOT TO EXCEED $58,000,000 IN PRINCIPAL AMOUNT OF MIAMI BEACH REDEVELOPMENT AGENCY TAX INCREMENT REVENUE REFUNDING BONDS, TAXABLE SERIES 2005A (CITY CENTER/HISTORIC CONVENTION VILLAGE), AND NOT TO EXCEED $35,000,000 IN PRINCIPAL AMOUNT OF MIAMI BEACH REDEVELOPMENT AGENCY TAX INCREMENT REVENUE REFUNDING BONDS, SERIES 2005B (CITY CENTER/HISTORIC CONVENTION VILLAGE), FOR THE PURPOSE OF REFUNDING CERTAIN OUTSTANDING BONDS OF THE AGENCY, FUNDING ANY NECESSARY DEPOSIT TO THE DEBT SERVICE RESERVE ACCOUNT AND PAYING COSTS OF ISSUANCE AND REFUNDING, ALL PURSUANT TO SECTION 304(H) OF RESOLUTION NO. 150-94 ADOPTED BY THE AGENCY ON JANUARY 5, 1994; PROVIDING' THAT SAID SERIES 2005 BONDS AND INTEREST THEREON SHALL BE PAYABLE SOLELY FROM PLEDGED FUNDS; PROVIDING CERTAIN DETAILS OF THE SERIES 2005 BONDS; DELEGATING OTHER DETAILS AND MATTERS IN CONNECTION WITH THE ISSUANCE OF THE SERIES 2005 BONDS AND THE REFUNDING OF THE BONDS TO BE REFUNDED TO THE CHAIRMAN, WITHIN THE LIMITATIONS AND RESTRICTIONS STATED HEREIN; AUTHORIZING A BOOK-ENTRY REGISTRATION SYSTEM FOR THE SERIES 2005 BONDS; AUTHORIZING THE NEGOTIATED SALE AND AWARD BY THE CHAIRMAN OF THE SERIES 2005 BONDS TO THE UNDERWRITERS, WITHIN THE LIMITATIONS AND RESTRICTIONS STATED HEREIN; APPROVING THE FORM OF AND AUTHORIZING THE CHAIRMAN TO EXECUTE AND DELIVER A BOND PURCHASE AGREEMENT; APPROVING THE FORM OF AND DISTRIBUTION OF A PRELIMINARY OFFICIAL STATEMENT AND OFFICIAL STATEMENT AND AUTHORIZING THE EXECUTION AND DELIVERY OF THE OFFICIAL STATEMENT; PROVIDING FOR THE APPLICATION OF THE PROCEEDS OF THE SERIES 2005 BONDS AND CREATING CERTAIN FUNDS AND ACCOUNTS; AUTHORIZING THE REFUNDING, DEFEASANCE AND, AS APPLICABLE, REDEMPTION OF THE BONDS TO BE REFUNDED; APPROVING THE FORM OF AND AUTHORIZING THE EXECUTION AND DELIVERY OF ESCROW DEPOSIT AGREEMENTS AND APPOINTING AN ESCROW AGENT; COVENANTING TO PROVIDE CONTINUING DISCLOSURE IN CONNECTION WITH THE SERIES 2005 BONDS IN ACCORDANCE WITH SECURITIES AND EXCHANGE COMMISSION RULE 15c2-12 AND AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE AND DELIVER AN AGREEMENT WITH RESPECT THERETO; PROVIDING FOR A CREDIT FACILITY FOR THE SERIES 2005 BONDS; PROVIDING FOR THE SATISFACTION OF ALL OR.A PORTION OF THE RESERVE ACCOUNT REQUIREMENT WITH A RESERVE ACCOUNT INSURANCE POLICY AND APPROVING THE FORM OF AND AUTHORIZING THE CHAIRMAN TO EXECUTE AND DELIVER AN AGREEMENT WITH THE PROVIDER THEREOF; PROVIDING COVENANTS FOR THE PROVIDER OF SUCH CREDIT FACILITY AND RESERVE ACCOUNT INSURANCE POLICY; AND AUTHORIZING OFFICERS AND EMPLOYEES OF THE AGENCY TO TAKE ALL NECESSARY ACTIONS IN CONNECTION WITH THE SALE AND DELIVERY OF THE SERIES 2005 BONDS AND THE REFUNDING OF THE BONDS TO BE REFUNDED AND OTHER RELATED MATTERS; AND PROVIDING FOR AN EFFECTIVE DATE. CITY RESOLUTION \/ A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, REGARDING A CERTAIN GEOGRAPHIC AREA WITHIN ~ THE CITY OF MIAMI BEACH CALLED THE CITY CENTER/HISTORIC CONVENTION VILLAGE REDEVELOPMENT AND REVITALIZATION AREA, DESCRIBED GENERALLY AS BEING BOUNDED ON THE EAST BY THE ATLANTIC OCEAN, ON THE NORTH BY 24TH STREET, ON THE WEST BY WEST AVENUE AND ON THE SOUTH BY 14TH LANE; CONFIRMING THE PLEDGE FOR THE BENEFIT OF ALL BONDS (AS DEFINED HEREIN) OF PROCEEDS OF THE RESORT TAX LEVIED BY THE CITY TO THE EXTENT PROVIDED IN RESOLUTION NO. 94-21008 ADOPTED BY THE CITY ON JANUARY 5, 1 ~94; AUTHORIZING THE ISSUANCE BY THE MIAMI BEACH REDEVELOPMENT AGENCY OF NOT TO EXCEED $58,000,000 TAX INCREMENT REVENUE REFUNDING BONDS, TAXABLE SERIES 20D5A (CITY CENTER/HISTORIC CONVENTION VILLAGE), AND NOT TO EXCEED $35,000,000 TAX INCREMENT REVENUE REFUNDING BONDS, SERIES 2005B (CITY CENTER/HISTORIC CONVENTION VILLAGE), IN ACCORDANCE WITH THE- REQUIREMENTS OF CHAPTER 163, PART III, FLORIDA STATUTES, AS AMENDED; COVENANTING TO PROVIDE CONTINUING DISCLOSURE IN CONNECTION WITH SAID SERIES 2005 BONDS IN ACCORDANCE WITH SECURITIES AND EXCHANGE COMMISSION RULE 15c2-12 AND AUTHORIZING THE CHIEF FINANCIAL OFFICER TO EXECUTE AND DELIVER AN AGREEMENT WITH RESPECT THERETO; AND AUTHORIZING OFFICERS AND EMPLOYEES OF THE CITY TO TAKE ALL NECESSARY ACTIONS IN CONNECTION THEREWITH; AND PROVIDING FOR AN EFFECTIVE DATE. Pursuant to Section 286.0105, Florida Statutes, the Agency and the City hereby advise the publiC that: if a person decides to appeal any decision made by any board, agency or commission with respect to any matter considered at its meeting or its hearing, such person must insure 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 Agency or the City for the introduction or admission of otherwise inadmissible or irrelevant evidence, nor does it authorize challenges or appeals not otherwise allowed by law. In accordance with the Americans with Disabilities Act of 1990, persons needing special accommodation to participate in this proceeding, or to request information on access for persons with disabilities, or to request this publication in accessible format, or to request sign language interpreters, should contact the City Clerk's office at (305) 673-7411, no later than four (4) days prior to the proceeding. If hearing impaired, contact the City Clerk's office via the Florida Relay Service numbers, (800) 955-8771, (TTY) OR (800) 955-8770 (VOICE). Ad 1322 - .~ :.,..., ~ =: ~ ':r (1) .., OJ 0: n 0 3 --f I m I m ;0 }> r- 0 (f) c z 0 }> ::< <- C r -< ~ IV 0 0 U1 Lv