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96-31 ORDINANCE NO. 96-2&. AN ORDINANCE OF THE CITY OF AVENTURA, FLORIDA, AUTHORIZING THE ISSUANCE OF NOT TO EXCEED $10,000,000 IN AGGREGATE PRINCIPAL AMOUNT OF OBLIGATIONS OF THE CITY TO FINANCE, ON AN INTERIM BASIS, (A) THE ACQUISITION OF CERTAIN REAL PROPERTY IN THE CITY TO BE USED FOR PUBLIC PARKS AND RECREATION, A CITY GOVERNMENT CENTER AND POLICE STATION AND (B) THE DESIGN, CONSTRUCTION, EQUIPPING AND INSTALLATION OF PUBLIC FACILITIES AND IMPROVEMENTS ON SUCH REAL PROPERTY; PLEDGING THE PROCEEDS RECEIVED BY THE CITY FROM THE LEVY OF ITS UTILITY TAX ON UTILITY SERVICES PROVIDED IN THE CITY TO SECURE PAYMENT OF THE OBLIGATIONS; PROVIDING FOR A COVENANT TO BUDGET AND APPROPRIATE LEGALLY AVAILABLE NON-AD VALOREM FUNDS TO PAY THE PRINCIPAL OF, REDEMPTION PREMIUM, IF ANY, AND INTEREST ON THE OBLIGATIONS IN THE EVENT THE PROCEEDS OF SUCH UTILITY TAX ARE INSUFFICIENT TO PAY THE DEBT SERVICE ON THE OBLIGATIONS, WHEN DUE; PROVIDING SEVERABILITY AND AN EFFECTIVE DATE. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF AVENTURA, FLORIDA, AS FOLLOWS: SECTION 1. DEFINITIONS. When used in this Ordinance, the following terms shall have the following meanings, ttrdess some other meaning is p]alnly intended: "City" shall mean the City of Aventura, Florida, a municipal corporation established by the State of Florida. "Cost" or Costs," as the same relates to a Project, shall mean (1) the cost of physical construction, reconstruction or completion; (2) the cost of acquisition or purchase; O) the cost of all 'labor, materials, machinery and equipment; (4) the cost of land and interests therein, property rights, easements and franchises of any nature whatsoever; (5) the cost of any indemnity and surety bonds and premiums for insurance during construction; (6) all interest due to be paid on the Obligations and any other obligations relating to a Project during the period of construction and for such period of time subsequent to completion of acquisition and construction as the Council deems appropriate; (7) engineering, financial, legal and other consultant fees and expenses; (8) the cost of plans and specifications, construction plans, surveys and estimates of costs; (9) costs and expenses of audits, fees and expenses of any paying agent, registrar, trustee, issuer of a credit facility or a liquidity facility, insurance company or depository; (10) payments, when due (whether at the maturity or principal or the due date of interest or upon redemption) on any interim or temporary indebtedness incurred for any portion of a Project; (11) costs and expenses related to the issuance of the Obligations or other indebtedness related to a Project; and (12) any other costs and expenses properly attributable to acquisition or construction of a Project, and such other expenses as may be necessary or incidental to the issuance of the Obligations; and shall include reimbursement to the City or any other person, firm or corporation for any moneys advanced for any costs incurred by the City or such person, firm or corporation in connection with any such items of costs. The Resolution may provide for additional items to be included in the aforesaid Costs. "Council" shall mean the City Council of the City of Aventura, Florida. "Non-Ad Valorem Funds" shall mean all revenues of the City derived from any source whatsoever other than ad valorem taxation on real or personal property, which are legally available to make the payments required herein, but only after provision has been made by the City for the payment of all essential or legally mandated services. "Obligations" shall mean the bonds, notes, certificates or other evidence of indebtedness issued by the City pursuant to this Ordinance. "Pledged Revenues" shall mean with respect to any Project (1) amounts deposited in the funds and accounts established for the benefit of the holders of the Obligation or Obligations issued to finance such Project, including any investment earnings thereon, other than the rebate account, if any; and (2) the Utility Tax Revenues. "Projects" shnll mean those capital improvement projects set forth in the plans and specifications on file otto be on file with the City, as the same may be modified or amended from ~me to ~me. A general description of the Projects is provided in Exhibit A attached hereto. "Resolution" shall mean the resolution or resolutions of the Council detailing the terms, forms and other provisions of the Obligations, includi~ the flow of funds and various covenants and restrictions relating to the security on the Obligations. "Utility Tax Ordinance" shall mean City Ordinance 96-03 adopted by the City on May 7, 1996, as amended, and any successor instrtunent thereto. 2 "Utility Tax Revenues" shall mean the revenues received by the City from the levy of a utility tax on utility services within the City in accordance with Section 166.23 I, Florida Statutes, and the Utility Tax Ordinance. The words "herein," "hereunder," "hereby," "hereto," "hereof," and any similar terms shall refer to this Ordinance. Words importing the singular number include the plural number, and vice versa. SECTION 2. FINDINGS. The Council hereby finds and determines that: (A) The City has various infrasa-ucture needs and requirements in the form of the Projects which must be constructed and acquired in order to maintain and protect the health, weffare and safety of the citizens of the City. (B) The most efficient and cost-effective method of financing the acquisition and construction of the Projects is by the issuance of the Obligations secured by the Pledged Revenues and the Non-Ad Valorem Funds as provided herein. (C) The principal of~ redemption premium, if any, and interest on the Obligations shall be paid from the Pledged Revenues or the Non-Ad Valorem Funds, or any combination thereof; unless otherwise paid by such entity as shall provide credit enhancement, if any, on the Obligations. The City shall never use or be required to use any ad valorem taxes for the payment of the Obligations. The Obligations shall not constitute a direct obligation of the City or a pledge of its faith and credit, nor shall the holders of the Obligations have any lien or encumbrance on any property in the City, including the Projects. SECTION 3. AUTHORIZING THE ACQUISITION AND CONSTRUCTION OF THW~ PROJE, CI'S. The Council hereby authorizes and empowers the acquisition and construction of the Projects. SECTION 4. ISSUANCE OF Tile OBLIGATIONS. The Obligations are hereby anthorized to be issued in an orJ~nal principal amount of not exceeding $I0,000,000. The Obligations may be issued at one or more times. The particular designation of each Obligation may be made by a Resolution. The Obligations shall be issued for the principal purposes of (A) paying all or a portion of the Cost of the Projects, (B) establishing debt service reserves, if deemed necessary by the Council, and (C) paying costs and expenses of iss-ing the Obligations. The principal of; redemption premium, if any, and interest on the Obligations shall be payable solely fi'om the Pledged Revenues and/or the Non-Ad Valorem Funds, or any combination thereof, as provided herein and in the applicable Resolution(s). 3 The Obligations shall be dated such date or dates, shall bear interest at such rote or rates, shall mature at such time or times and in such mount or mounts as may be determined by Resolution, and may be redeemable before maturity, at the option of the City, at such price or prices and under such terms and conditions as may be fixed by Resolution. The Council shall determine by Resolution the form of the Obligations, the manner of executing such Obligations, and such other terms and provisions of the Obligations as it deems appropriate. The Obligations may bear interest at a fixed or variable rate, as shall be determined by Resolution. In case any officer whose signature or a facsimile of whose signature shall appear on any Obligation shall cease to be such officer before the delivery of such Obligation, such signature or such facsimile shall nevertheless be valid and sufficient for all purposes the same as if he or she had remained.in office until such delivery. The Council may sell the Obligations in such manner and for such price as it may determine by Resolution to be in the best interests of the City. The Obligations may be further secured by any credit enhancement as the Council by Resolution deems appropriate. '. The Obligations may be issued without any other proceedings or the happening of any other conditions or things other than those proceedings, conditions or things which are specifically required by this Ordinance. The proceeds of the Obligations shall be disbursed in such manner and under such restrictions, ff any, as may be provided by Resolution. The Obligations shall be further secured by the corresponding Resolution(s) which may include, but without limitation, provisions as to the rights and remedies of the holders of the Obhgations, the application of funds and such other matters as are customarily in such an insmunent. The Resolution may provide for the Ciiy entering into one or more loan or other financing agreements with the purchaser(s) of the Obligations. SECTION 5. COVENANT TO BUDGET AND APPROPRIATE. The City may covenant anff agree pursuant to a Resolution to appropriate in its annual budget, by ~menrlment, if necessary, t~om Non-Ad Valorem Funds lawfully available in each fiscal year, amounts snfficient to pay the principal of~ redemption preminm~ if any, and interest on any Obligation when due each fiscal year to the extent that the Utility Tax Revenues are not sufficient for such purpose. Such covenant and agreement on the part of the City to budget and appropriate such amounts of Non-Ad Valorem Funds, if any, shall be cumulative to the extent not paid, and shall continue until such Non-Ad Valorem Funds or other legally available funds in amounts sufficient to make all such required payments shall have been budgeted, appropriated and ac0~lly paid. Notwithstanding the foregoing, the City shall not covenant to maintain any services or programs, now provided or maintained by the City, which generate Non-Ad Valorem Funds. 4 Such covenant to budget and appropriate shall not create any lien upon or pledge of such Non-Ad Valorem Funds, nor shall it preclude the City from pledging in the future its Non-Ad Valorem Funds, not shall it require the City to levy and collect any particular Non- Ad Valorem Funds, nor shall it give the holders of any Obligations a prior claim on the Non- Ad Valorem Funds as opposed to claims of general creditors of the City. Such covenant to appropriate Non-Ad Valorem Funds shall be subject in all respects to the payment of obligations secured by a pledge of such Non-Ad Valorem Funds heretofore or hereafter entered into (including the payment of debt service on bonds and other debt instruments). However, the covenant to budget and appropriate in its general annual budget for the purposes and in the manner stated herein and in such Resolution shall have the effect of making available for the payment of the Obligations in the manner described herein and in such Resolution Non-Ad Valorem Funds and placing on the City a positive duty to appropriate and budget, by amendment, if necessary, amounts sufficient to meet its obligations hereunder and thereunder; subject, however, in all respects to the restrictions of Section 166.241(3), Florida Statutes, which provides, in part, that the governing body of each municipality make appropriations for each fiscal year which, in any one year, shall not exceed the amount to be received from taxation or other revenue sources; and subject, further, to the payment of services and programs which are for essential public purposes of the City or which are legally mandated by applicable law. SECTION 7. TAXING POWER NOT PLEDGED. The Obligations issued under the provisions of this Ordinance shall not be deemed to constitute a pledge of the faith and credit of the City, but the Obligations shall be payable from the Pledged Revenues or the Non-Ad Valorem Funds in the manner provided herein and the Resolution, unless otherwise paid by such entity as shall provide credit enhancement on the Obligations. The issuance of the Obligations under the provisions of this Ordinance shall not directly, indirectly or contingently obligate the City to levy or to pledge any form of ad valorem taxation whatever therefore. The holder of the Obligations shall never have the right to compel any exercise of the ad valorem taxing power on the part of the City to pay any the Obligations or the interest thereon agaln.~t any property of the City, nor shall the Obligations constitute a charge, lien or encumbrance, legal or equitable, upon any property of the City, except the Pledged Revenues. SECTION 7. REMEDIES OF HOLDERS OF OBLIGATIONS. The holders of the Obligations, except to the extent the rights herein given may be restricted by the Resolution, may, whether at .law or in equity, by suit, action, mandamus or other proceeding, protect and enforce any and all rights under the laws of the State of Florida or granted hereunder or under the Resohition, and may enforce and compel the performance of all duties required hereby, or by such Resolution, to be performed by the City. SECTION 8. ALTERNATIVE METHOD. This Ordinance shall be deemed to provide an additional and alternative method for the doing of things authorized hereby and 5 shall be regarded as supplemental and additional to powem conferred by other laws, and shall not be regarded as in derogation of any powers now existing or which may hereafter come into existence. This Ordinance, being necessary for the welfare of the inhabitants and/or property owners of the City, shall be liberally construed to effect the purposes hereof. Section 9. Severability. The provisions of this Ordinance are declared to be severable and if any section, sentence, clause or phrase of this Ordinance shall for any reason be held to be invalid or unconstitutional, such decision shall not affect the validity of the remaining sections, sentences, clauses, and phrases of this Ordinance but they shall remain in effect, it being the legislative intent that this Ordinance shall stand notwithstanding the invalidity of any part. This Ordinance shall take precedence over any other ordinance or resolution of the City to the extent of any conflict or inconsistency therewith. Section 10. Effective Date. This Ordinance shall be effective upon adoption on second reading. The foregoing Ordinance was offered by Councilmember 3esk~_ , who moved its adoption on first reading. This motion was seconded by Councilmember Ho]_zbe~:R , and upon being put to a vote, the vote was as follows: Councilmember Jay R. Beskin Councilmember Ken Cohen yes Councilmember Harry Holzberg yes Councilmember Jeffrey M. Perlow Councilmember Patricia Rogers-Libert Vice Mayor Arthur Berger yes Mayor Arthur I. Snyder yes 6 The foregoing Ordinance was offered by Councilmember Bes~L~ , who moved its adoption on second reading. This motion was seconded by Councilmember Ho , and upon being put to a vote, the vote was as follows: Councilmember Jay R. Beskin yes Councilmember Ken Cohen yes Councilmember Harry Holzberg yes Councilmember Jeffrey M. Pedow yes Councilmember Patdcia Rogers-Libert yes Vice Mayor Arthur Berger yes Mayor Arthur I. Snyder absent PASSED AND ADOPTED on first reading this 19day of November, 1996 PASSED AND ADOPTED on second reading this 3friday of December, 1996. ARTHUR I. SNYDER, MAYOR ATTEST:? TERESA M. SMITH, CMC, CITY CLERK APPROVED AS TO F, ORM AND LEGAL SUFFICIENCY: CITY ATTORNEY DESCRIPTION OF THE PROJECTS Complete descriptions of the Projects are set forth in the plans, specifications and records of the City. A general description of the Projects is as follows: A. Land. The purchase of real property within the City to be used for municipal purposes such as (i) parks and recreation and (ii) the location of other City facilities including, without limitation, a City administrative complex and police station. Bi Buildings and Other Improvements. The acquisition, construction, equipping and installation of improvements on or to the real property described above including, without limitation, municipal parks and facilities to house City government and police.