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Mayor's CertificateF MAYOR'S CERTIFICATE I, NEISEN O. KASDIN, Mayor of the City of Miami Beach, Florida (the "City"), DO HEREBY CERTIFY that: 1. Pursuant to Resolution No. 95-21585 adopted by the Mayor and City Commission of the City (collectively, the "Commission") on May 17, 1995 (the "Original Resolution"), as supplemented by Resolution No. 2000-24041 adopted by the City Commission on July 26, 2000 (the "Series Resolution" and together with the Original Resolution, the "Bond Resolution"), the Commission authorized the issuance of the City's Water and Sewer Revenue Bonds, Series 2000, in an aggregate principal amount not to exceed $55,000,000 (the "Series 2000 Bonds") for the purposes set forth in the Series Resolution, set forth certain details with respect to the Series 2000 Bonds and delegated, subject to the limitations contained in the Series Resolution, certain matters, including the final award of the Series 2000 Bonds, to the Mayor (as defined in the Original Resolution), in connection with the issuance of the Series 2000 Bonds as evidenced by the Series 2000 Mayor's Certificate (as defined in the Series Resolution). 2. All terms used herein in capitalized form and not defined are as defined in the Bond Resolution. Pursuant to the authorization contained in the Series Resolution and the recommendations of the Finance Director and the Financial Advisor, the Series 2000 Bonds are hereby directed to be issued by the City and awarded to the Underwriters upon compliance with the conditions contained in the Series Resolution and the Bond Purchase Agreement and payment of the purchase price thereof. 4. The Series 2000 Bonds shall be issued in the aggregate principal amount of $54,310,000, shall be dated as of August 15, 2000, shall be Current Interest Bonds, shall have Interest Payment Dates of March 1 and September 1 of each year, commencing March 1, 2001, and shall consist of Serial Bonds and Term Bonds maturing on September 1 of the years, bearing interest at the rates and offered at the initial yields set forth in Schedule A attached hereto. 5. The Term Bonds maturing on September 1, 2025, shall be subject to mandatory redemption prior to maturity in part, by lot or by such other manner as the Bond Registrar shall deem appropriate, on September 1, 2021 and on each September 1 thereafter, at a redemption price equal to the principal amount thereof and accrued interest to the date fixed for redemption, without premium, from monies representing Amortization Requirements deposited by the City to the credit of the Redemption Subaccount of the Debt Service Account in accordance with Section 505(b) of the Original Resolution. The Amortization Requirements with respect to each redemption date and with respect to the maturity date shall be as follows: �.5, 1 Redemption Date Amortization (September 1) Requirement 2021 $3,150,000 2022 3,330,000 2023 3,520,000 2024 3,725,000 2025* 3,935,000 *Maturity 6. The Term Bonds maturing on September 1, 2027, shall be subject to mandatory redemption prior to maturity in part, by lot or by such other manner as the Bond Registrar shall deem appropriate, on September 1, 2026, at a redemption price equal to the principal amount thereof and accrued interest to the date fixed for redemption, without premium, from monies representing Amortization Requirements deposited by the City to the credit of the Redemption Subaccount of the Debt Service Account in accordance with Section 505(b) of the Original Resolution. The Amortization Requirements with respect to such redemption date and with respect to the maturity date shall be as follows: Redemption Date Amortization (September 1) Reauirement 2026 $4,165,000 2027* 4,395,000 *Maturity 7. The Term Bonds maturing on September 1, 2030, shall be subject to mandatory redemption prior to maturity in part, by lot or by such other manner as the Bond Registrar shall deem appropriate, on September 1, 2028 and on each September 1 thereafter, at a redemption price equal to the principal amount thereof and accrued interest to the date fixed for redemption, without premium, from monies representing Amortization Requirements deposited by the City to the credit of the Redemption Subaccount of the Debt Service Account in accordance with Section 505(b) of the Original Resolution. The Amortization Requirements with respect to each redemption date and with respect to the maturity date shall be as follows: Redemption Date Amortization (September 1) Reouirement 2028 $4,635,000 2029 4,865,000 2030* 5,110,000 *Maturity �N 5�1 8. The Series 2000 Bonds shall be subject to redemption prior to their stated dates of maturity, at the option of the City, from any moneys that may be available for such purpose, as a whole or in part on any date on or after September 1, 2010, and if in part in any order of maturity selected by the City and by lot or by such other manner as the Bond Registrar shall deem appropriate within a maturity if less than a full maturity, at the redemption prices set forth below (expressed as a percentage of the principal amount of the Series 2000 Bonds to be so redeemed) if redeemed during the following redemption periods plus accrued interest to the date of redemption: Redemption Period Redemption (Both Dates Inclusive). Price September 1, 2010 through August 31, 2011 101.00% September 1, 2011 through August 31, 2012 100.50 September 1, 2012 and thereafter 100.00 9. The purchase price to be paid by the Underwriters to the City for the Series 2000 Bonds shall be $53,348,968.95 (consisting of $54,310,000 principal amount of Bonds less net original issue discount of $588,736.00 and Underwriters' discount of $372,295.05) plus accrued interest from August 15, 2000. The purchase price of the Series 2000 Bonds shall be paid in the manner provided in the Bond Purchase Agreement at closing. The purchase price of the Series 2000 Bonds is 99.31% of the principal amount of the Series 2000 Bonds (not including original issue discount). WITNESS MY HAND this 31" day of August, 2000. OA NEISEN O. KASDIN, Mayor City of Miami Beach, Florida 3 SCHEDULE A $13,480,000 Serial Bonds Maturity Date Principal Interest (September 1) Amount Rate Yield 2016 $2,410,000 5.625% 5.240% 2017 2,550,000 5.625 5.300 2018 2,690,000 5.625 5.340 2019 2,840,000 5.250 5.410 2020 2,990,000 5.250 5.440 $17,660,000 5.750% Term Bonds maturing September 1, 2025 — Yield 5.400% $8,560,000 5.500% Term Bonds maturing September 1, 2027 —Yield 5.550% $14,610,000 5.000% Term Bonds maturing September 1, 2030 — Yield 5.550%