TITLE
RESOLUTION AUTHORIZING ISSUANCE BY THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY OF ITS TAX INCREMENT REVENUE BONDS, SERIES 2012 IN ONE OR MORE SERIES IN AN AGGREGATE PRINCIPAL AMOUNT OF NOT TO EXCEED $50,000,000 FOR PURPOSES OF FINANCING ELIGIBLE COMMUNITY REDEVELOPMENT PROJECTS, FUNDING ANY NECESSARY RESERVES AND PAYING COSTS OF ISSUANCE OF SUCH BONDS; APPROVING THE FORM OF A BOND RESOLUTION; AND PROVIDING SEVERABILITY

BODY
WHEREAS, pursuant to Part III, Chapter 163, Florida Statutes (the "Redevelopment Act"), there was created by actions of Miami-Dade County, Florida (the "County") and the City of Miami, Florida (the "City") the Southeast Overtown/Park West Community Redevelopment Agency (the "Agency") for a designated community redevelopment area within the limits of the City ("Redevelopment Area"); and
WHEREAS, with respect to the Agency, this Board and the City Commission of the City (the "City Commission"), under the Redevelopment Act, have held all public hearings and under the Redevelopment Act, have (i) designated the Redevelopment Area as a slum or blighted area; (ii) adopted the community redevelopment plan (the "Redevelopment Plan") for the Redevelopment Area which was amended in 2009, and (iii) created a Redevelopment Trust Fund for the administration of the Agency and the Redevelopment Area; and
WHEREAS, the City and the County entered into an Interlocal Cooperation Agreement dated March 31, 1983, as amended, including, without limitation, by Amendments to Interlocal Cooperation Agreement dated November 15, 1990, as further amended by Amendment to 1983 Interlocal Cooperation Agreement dated January 22, 2010 (collectively, the "Interlocal Agreement"), which provided that the City was authorized to incur debt subject to the prior approval of such debt and all related documents by this Board, to finance capital projects located within the Redevelopment Area and secured by tax increment revenues; and
WHEREAS, the City adopted Resolution No. R-12-0197 on May 10, 2012 in which the City delegated the authority to the Agency to issue and sell bonds with respect to the 2012 Agency Debt in an amount not to exceed $50,000,000 secured solely by a pledge of legally available tax increment revenues of the Agency for the purposes of funding the capital projects described in Exhibit A hereto located within the Redevelopment Area (the "Agency Projects"), provided the Agency be solely responsible for the repayment of all the bonds and any required primary and secondary disclosure requirements; and
WHEREAS, the Agency adopted Resolution No. CRA-R-12-0028 on April 30, 2012 expressing its intent to incur debt in an aggregate principal amount not to exceed $50,000,000 ("2012 Agency Debt") secured by tax increment revenues of the Agency, subject to the prior approval of this Board and the City, (i) to fund the Agency Projects, (ii) to fund a reserve fund, if necessary, and (iv) to pay costs of issuance of the 2012 Agency Debt; and
WHEREAS, it is necessary, desirable and in the best interests of the citizens of the County and in particular, the Redevelopment Area, that this Board approves the issuance by the Agency of its 2012 Agency Debt, in one more series and the form of the related Bond Resolution (as defined herein) pursuant to the Interlocal Agreement and the provisions of Part III of Chapter 163, Florida Statutes; Chapter 125, Florida Statutes and other applicable provisions of law,
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS FOR MIAMI-DADE COUNTY, FLORIDA, that:
Section 1. Pursuant to Section 163.358(3), Florida Statutes and the Interlocal Agreement, this Board approves the issuance and sale by the Agency of its 2012 Agency Debt (the Agency's Tax Increment Revenue Bond, Series 2012) in a principal amount not to exceed $50,000,000 for the purpose of financing the Agency Projects, funding any necessary reserves and paying the costs of issuing the Series 2012 Bonds. The County agrees not to rescind its obligation to continue to appropriate Tax Increment Revenues (as defined in the Bond Resolution) annually to the Agency in accordance with the Interlocal Agreement and to continue to make such appropriations until the earlier of (i) the date on which Bonds or Subordinated Indebtedness (as such terms are defined in the Bond Resolution) are no longer outstanding under the Bond Resolution; or (ii) March 31, 2030.
Section 2. The Agency Projects set forth in Exhibit A hereto are approved for financing from the proceeds of the 2012 Agency Debt.
Section 3. The master Bond Resolution is approved in substantially the form attached as Exhibit B to this Resolution (the "Bond Resolution"). The details of the 2012 Agency Debt, including the interest rates, whether tax-exempt or taxable, and whether issued in one or more series shall be approved by the Agency in a resolution supplemental to the Bond Resolution prior to the issuance of 2012 Agency Debt, provided, however, in no event shall (i) the principal amount of the 2012 Agency Debt exceed $50,000,000; and (iii) the maturity of the 2012 Agency Debt be later than March 31, 2030.
Section 4. The 2012 Agency Debt shall not be, and shall not be deemed to constitute, a debt, liability, or obligations of the County, the State, or any other political subdivision of each (other than the Agency), nor a pledge of the faith and credit of the County, the State, or any other political subdivision but shall be payable solely from the legally available tax increment revenues of the Agency as specifically pledged for such 2012 Agency Debt. Neither the County, the State, nor any other political subdivision of each (other than the Agency) shall be obligated to pay the 2012 Agency Debt or any interest or premium thereon and neither the faith and credit nor the taxing power of the County, the State or other political subdivision of each, is pledged to the payment of the principal of, interest on or premium on any of the 2012 Agency Debt. The issuance of the 2012 Agency Debt shall not directly, indirectly, or contingently obligate the County, the State, or any other subdivision of each to levy or pledge any form of taxation whatsoever for the payment of the 2012 Agency Debt.
Section 5. If any one or more provisions of this resolution should be contrary to law or invalid or ineffective for any reason, such provision shall be deemed severable from, and shall not affect the validity of, the remaining provisions of this resolution.

OTHER
EXHIBIT A
LIST OF PROJECTS

EXHIBIT B
FORM OF CRA BOND RESOLUTION






Amended
Agenda Item No. 11(A)(7)
Page No. 7




Amended
Approved Mayor Agenda Item No. 11(A)(7)
Veto __________ 6-19-12
Override __________