HomeMy Public PortalAbout$4,000,000.tifADORNO & Yoss
A LIMITED LIABILITY PARTNERSHIP
2525 PONCE DE LEON BOULEVARD SUITE 400
MIAMI FLORIDA 33134 6012
PHONE (305) 460 1 000 FAX (305) 460 1 422
WWW ADORNO COM
JEFFREY D DECARLO
Delle Joseph
Vice President
Suntrust Bank
777 Brickell Avenue, 4th Floor
Miami FL 33131
Conchita H Alvarez
Village Clerk
Village of Key Biscayne, Florida
88 West McIntyre Street, Suite 220
Key Biscayne, FL 33149
DIRECT LINE (305) 460 1 025
EMAIL JDC@ADORNO COM
January 18, 2007
Randy White
Finance Director
Village of Key Biscayne, Flonda
88 West McIntyre Street, Suite 220
Key Biscayne, FL 33149
David Wolpin, Esq
Weiss Serota Helfman Pastonza Cole
& Boniske, P A
2525 Ponce de Leon Blvd , Suite 700
Miami FL 33134
Re $4,000,000 Village of Key Biscayne, Florida Road Improvement
Revenue Bonds, Series 2006
Lady and Gentlemen
Enclosed please find the bound transcript for the above bond issue It was a
pleasure working with you
JDC/gr
Enclosures
Very truly yours,
ADORNO & YOSS, LLP
Jeffrey DeCarlo
1M 1582921_1 }
ATLANTA
BOCA RATON DELRAY BEACH
FORT LAUDERDALE WEST PALM BEACH
$4,000,000
VILLAGE OF KEY BISCAYNE, FLORIDA
ROAD IMPROVEMENT REVENUE BONDS,
SERIES 2006
December 14, 2006
;M1573009_21
December 14 2006
$4,000,000
VILLAGE OF KEY BISCAYNE, FLORIDA
Road Improvement Revenue Bonds, Series 2006
CLOSING INDEX
1 Certified copy of Ordinance No 2006-10 authonzing the issuance of the Bonds
2 Certified copy of Resolution No 2006-52 authonzing the issuance of the Bonds
3 Copy of Letter Regarding Interlocal Agreement with Miami -Dade County
4 Certified copy of the Village Charter
5 Specimen of Bond
6 Copy of letter from SunTrust Bank (the Bank ), dated December 14, 2006
disclosing the information required by the provisions of Section 218 385, Florida
Statutes, as amended
7 Copy of notice to the Division of Bond Finance of the impending sale of the
Bonds required by Section 218 38, Florida Statutes as amended
8 Incumbency Certificate
9 Signature and No -Litigation Certificate
10 Certificate of Purchaser
11 Arbitrage Certificate
12 IRS Form 8038-G
13 Certificate regarding Compliance with Debt Cap
14 Certificate of Village as to Computation of Interest Rate in Compliance with
Section 215 84(3) Florida Statutes
15 Bank s Receipt for the Bonds
16 Opinion of Adorno & Yoss, LLP
{M1573009_21
17 Opinion of Weiss Serota Helfman Pastonza Cole & Boniske P A Village Attorney
18 Division of Bond Finance Form 2003/2004
19 Deposit Instructions
{M1573009_21
2
VILLAGE OF KEY BISCAYNE
Office of the Village Clerk
Village Council
Robert L Vernon Mayor
Jorge E Mendia Vice Major
Michael Davey
Enrique Garcia
Steve Ltedman
Thomas Thornton
Patricia Weinman
Village Clerk
Conchita 1-1 Alvarez CMC
CERTIFICATION
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
I Conchita H Alvarez, duly appointed Village Clerk of the Village of Key Biscayne, Flonda, do
hereby certify that the attached is a true and correct copy of
Ordinance No 2006-10 adopted by the Village Council on November 14th, 2006
IN WITNESS WHEREOF, I hereunto set my hand and affix the Seal of the Village of Key Biscayne,
Florida, this 12th day of December, 2006
hita H Alvarez, CMC
illage Clerk
illage of Key Biscayne, Florida
88 West McIntyre Street • Suite 220 • Key Biscayne Florida 33149 • (305) 365 5506 • Fax (305) 365 8914
MMISSIU\ sl ATLMI 11 10 1 ROVIDC A SAFE QL ALITY COMMI NIL C\\ IRO\ME\1 I OR ALL ISLAM -MRS 1 I1ROL l 11 RESPONSIBLE C,OVERNMEN F
u wu keybiccuj ne flgov
ORDINANCE NO 2006-10
AN ORDINANCE OF THE VILLAGE OF KEY BISCAYNE,
FLORIDA AUTHORIZING THE ISSUANCE OF NOT
EXCEEDING $4,000,000 OF ROAD IMPROVEMENT
REVENUE BONDS OF THE VILLAGE OF KEY BISCAYNE,
FLORIDA, PROVIDING FOR A SUPPLEMENTAL
RESOLUTION SETTING FORTH THE DETAILS OF SAID
BONDS, AND PROVIDING AN EFFECTIVE DATE
WHEREAS, the Village Council (the Council) of the Village of Key Biscayne, Florida (the
Village) desires to authonze the issuance of not exceeding $4,000,000 of bonds for the purpose of
financing a portion of the costs of road improvements within the Village (Crandon Boulevard
Improvements --Phase III), financing architectural, engineering, environmental, legal and other
planning costs related thereto, and paying costs of issuance of the bonds, and
WHEREAS, the Council desires that the bonds be secured by revenues received by the
Village from Miami -Dade County denved from toll revenues from the Rickenbacker Causeway, as
further specified by subsequent resolution of the Council
NOW, THEREFORE, BE IT ORDAINED BY THE VILLAGE COUNCIL OF THE
VILLAGE OF KEY BISCAYNE, FLORIDA, AS FOLLOWS
Section 1 In accordance with the provisions of the Charter of the Village of Key
Biscayne, Florida and Chapter 166, Florida Statutes, there are hereby authonzed to be issued Road
Improvement Revenue Bonds (the "Bonds") of the Village, in an aggregate principal amount not to
exceed $4,000,000, in one or more series, for the purpose of financing a portion of the costs of road
improvements within the Village (Crandon Boulevard Improvements --Phase III), financing
architectural, engineering, environmental, legal and other planning costs related thereto, and paying
costs of issuance of the Bonds The Bonds shall be designated Village of Key Biscayne, Florida
Road Improvement Revenue Bonds (with appropnate senes designation), or such other designation
as may be approved by supplemental resolution, shall be dated such date, shall be in such
denominations, shall be stated to mature in such year or years not later than sixteen (16) years from
their date of issuance, shall bear interest from their dated date at a rate or rates not exceeding the
{M1554820_2)
maximum rate permitted by law at the time of issuance of the Bonds, shall be subject to redemption
at the option of the Village at such times and paces, and shall have such other details, all as shall
hereafter be determined by the Council by supplemental resolution The supplemental resolution may
be adopted, and the Bonds may be issued, at any time after the effective date of this Ordinance
Section 2 The Village Manager and the Village Finance Director are each hereby authonzed
to negotiate with banks or other financial institutions for the purchase of the Bonds and with respect
to the terms of the Bonds The Village Attorney and Bond Counsel to the Village are hereby
authonzed to draft documents and to do all other things necessary to accomplish the issuance and
sale of the Bonds
Section 3 This Ordinance will become effective immediately upon adoption on second
reading
PASSED AND ADOPTED on first reading this 24th day of October , 2006
PASSED AND ADOPTED on second reading this 14th day of Nove er , 2006
AT
a/A?
C • ' CHITA H ALVAREZ, CMC, VILLAGE CL
APPROVED AS T FORM AND LEGAL SUFFI
VILLAGE AT I RNE
MAYOR ROBERT L VERNON
MIAMI DAILY BUSINESS REVIEW
Published Daily except Saturday Sunday and
Legal Holidays
Miami Miami Dade County Honda
ATE OF FLORIDA
)UNTY OF MIAMI DADE
Before the undersigned authority personally appeared
D V FERBEYRE who on oath says that he or she is the
SUPERVISOR Legal Notices of the Miami Daily Business
Review f/k/a Miami Review a daily (except Saturday Sunday
and Legal Holidays) newspaper published at Miami in Miami Dade
1Dounty Florida that the attached copy of advertisement
)eing a Legal Advertisement of Notice in the matter of
VILLAGE OF KEY BISCAYNE SECOND READING BY THE
VILLAGE COUNCIL FOR NOVEMBER 14 2006
n the XXXX Court
ivas published in said newspaper in the issues of
11/02/2006
Nffiant further says that the said Miami Daily Business
Review is a newspaper published at Miami in said Miami Dade
:,ounty Florida and that the said newspaper has
ieretofore been continuously published in said Miami Dade County
-Iorida each day (except Saturday Sunday and Legal Holidays)
lnd has been entered as second class mail matter at the post
office in Miami in said Miami Dade County Florida for a
)enod of one year next preceding the first publication of the
ittached copy of advertisement and affiant further says that he or
he has neither paid nor promised any person firm or corporation
my discount rebate corn , .n or refund for the purpose
)f securing ► adverts ment ft r publication in the said
iewspap
3worn to and subscribed before me this
SEAL)
V FERBEYRE personally known to me
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VILLAGE OF KEY BISCAYNE
Office of the Village Clerk
Village Council
Robert L Vernon Mayor
Jorge E Mendia Vice Mayor
Michael Davey
Enrique Garcia
Steve Ltedman
Thomas Thornton
Patricia Weinman
Village Clerk
Conchita H Alvarez CMC
CERTIFICATION
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
I, Conchita H Alvarez, duly appointed Village Clerk of the Village of Key Biscayne, Florida, do
hereby certify that the attached is a true and correct copy of
Resolution No 2006-52 adopted by the Village Council on December 5th, 2006
IN WITNESS WHEREOF, I hereunto set my hand and affix the Seal of the Village of Key Biscayne,
Florida, this 12th day of December, 2006
Ac/al,a,
nchita H Alvarez, CMC
lage Clerk
lage of Key Biscayne, Florida
88 West McIntyre Street • Suite 220 • Key Biscayne Florida 33149 • (305) 365 5506 • Fax (305) 365 8914
MISSION STATEMENT 10 PRO\IDE A SAFE QlALITY (OM\I1 \ITN E\VIRONMEI\l IOR AIL ISLANDERS I HROL H RESPONSIBLE CO\ER\ME \1
u u u keybrccuyne f7 gov
RESOLUTION NO 2006-52
A RESOLUTION OF THE VILLAGE OF KEY BISCAYNE,
FLORIDA, AUTHORIZING THE ISSUANCE OF ROAD
IMPROVEMENT REVENUE BONDS, SERIES 2006, OF THE
VILLAGE OF KEY BISCAYNE, FLORIDA, IN THE
AGGREGATE PRINCIPAL AMOUNT OF $4,000,000 FOR
THE PURPOSE OF FINANCING A PORTION OF THE
COSTS OF ROAD IMPROVEMENTS WITHIN THE
VILLAGE (CRANDON BOULEVARD IMPROVEMENTS --
PHASE III), FINANCING ARCHITECTURAL,
ENGINEERING, ENVIRONMENTAL, LEGAL AND OTHER
PLANNING COSTS RELATED THERETO, AND PAYING
COSTS OF ISSUANCE OF THE BONDS, AWARDING THE
SALE OF THE BONDS TO SUNTRUST BANK, PROVIDING
FOR SECURITY FOR THE BONDS, PROVIDING OTHER
PROVISIONS RELATING TO THE BONDS, MAKING
CERTAIN COVENANTS AND AGREEMENTS IN
CONNECTION THEREWITH, AND PROVIDING AN
EFFECTIVE DATE
WHEREAS on November 14, 2006, the Council adopted Ordinance No 2006-10 (the
"Ordinance") authonzing the issuance of not exceeding $4,000,000 of bonds for the purpose of
financing a portion of the costs of road improvements within the Village (Crandon Boulevard
Improvements --Phase III), financing architectural, engineering, environmental, legal and other
planning costs related thereto, and paying costs of issuance of the bonds or notes (collectively, the
"Project' ), and
WHEREAS, pursuant to the Ordinance, the Village has solicited proposals for the financing
of the Project, and
WHEREAS, the Council hereby determines to accept a commitment (the "Commitment")
from SunTrust Bank (the "Bank") to purchase the Bonds, and
WHEREAS, the Council desires to set forth the details of the Bonds in this Bond
Resolution,
NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF THE
VILLAGE OF KEY BISCAYNE, FLORIDA
SECTION 1 AUTHORIZATION OF BONDS Pursuant to the provisions of this Bond
Resolution and the Ordinance, Road Improvement Revenue Bonds of the Village to be designated
"Village of Key Biscayne, Florida Road Improvement Revenue Bonds, Series 2006" (the "Bonds"),
1ML564905_21
are hereby authorized to be issued in an aggregate principal amount of $4,000,000 for the purpose
of financing a portion of the costs of road improvements within the Village (Crandon Boulevard
Improvements --Phase III), financing architectural, engineering, environmental, legal and other
planning costs related thereto, and paying costs of issuance of the Bonds
SECTION 2 TERMS OF THE BONDS
(a) General Provisions The Bonds shall be issued in fully registered form
without coupons The principal of and interest on the Bonds shall be payable when due in lawful
money of the United States of America by wire transfer or by certified check delivered on or prior
to the date due to the registered Owners of the Bonds ("Owners") or their legal representatives at the
addresses of the Owners as they appear on the registration books of the Village Payments shall be
made in immediately available funds by no later than 2 00 p m on the date due, free and clear of any
defenses, set -offs, counterclaims, or withholdings or deductions for taxes
The Bonds shall be dated the date of their issuance and delivery and shall be initially issued
as one Bond in the denomination of $4,000,000 The Bonds shall mature on December 1, 2021
THE BONDS SHALL NOT BE DEEMED TO CONSTITUTE AN INDEBTEDNESS OF
THE VILLAGE OR A PLEDGE OF THE FAITH AND CREDIT OF THE VILLAGE, BUT SHALL
BE PAYABLE EXCLUSIVELY FROM THE TOLL REVENUES, AS DEFINED IN THIS
RESOLUTION THE ISSUANCE OF THE BONDS SHALL NOT DIRECTLY OR INDIRECTLY
OR CONTINGENTLY OBLIGATE THE VILLAGE TO LEVY OR TO PLEDGE ANY FORM OF
AD VALOREM TAXATION WHATEVER THEREFOR NOR SHALL THE BONDS
CONSTITUTE A CHARGE, LIEN, OR ENCUMBRANCE, LEGAL OR EQUITABLE, UPON
ANY PROPERTY OF THE VILLAGE, AND THE HOLDERS OF THE BONDS SHALL HAVE
NO RECOURSE TO THE POWER OF AD VALOREM TAXATION
(b) Interest Rate Subject to adjustment as provided below, the Bonds shall bear
interest on the outstanding principal balance from their date of issuance payable quarterly on the first
day of each March, June, September and December (the "Interest Payment Dates"), commencing
March 1, 2007, at an interest rate equal to 4 05% per annum
Interest on the Bonds shall be computed on the basis of a 360 -day year based on twelve 30 -
day months
(1) Adjustment of Interest Rate For Full Taxability In the event a
Determination of Taxability shall have occurred, the rate of interest on the Bonds
shall be increased to a rate per annum equal to 6 12% per annum (the "Taxable
Rate"), effective retroactively to the date on which the interest payable on the Bonds
is includable for federal income tax purposes in the gross income of the Owners
thereof In addition, the Owners of the Bonds or any former Owners of the Bonds, as
appropriate, shall be paid an amount equal to any additions to tax, interest and
(ML564905_21
2
penalties, and any arrears in interest that are required to be paid to the United States
by the Owners or former Owners of the Bonds as a result of such Determination of
Taxability All such additional interest, additions to tax, penalties and interest shall
be paid by the Village on the next succeeding Interest Payment Date following the
Determination of Taxability A "Determination of Taxability" shall mean (i) the
issuance by the Internal Revenue Service of a statutory notice of deficiency or other
written notification which holds in effect that the interest payable on the Bonds is
includable for federal income tax purposes in the gross income of the Owners
thereof, which notice or notification is not contested with the Internal Revenue
Service by either the Village or any Owners of the Bonds, or (ii) a determination by
a court of competent jurisdiction that the interest payable on the Bonds is includable
for federal income tax purposes in the gross income of the Owners thereof, which
determination either is final and non -appealable or is not appealed within the
requisite time period for appeal, or (in) the admission in writing by the Village to the
effect that interest on Bonds is includable for federal income tax purposes in the
gross income of the Owners thereof, or (iv) receipt by the Village of an opinion of
bond counsel to the Village to the effect that interest on the Bonds is includable for
federal income tax purpose in the gross income of the Owners thereof
(11) Adjustment of Interest Rate for Partial Taxability In the event that
interest on the Bonds during any period becomes partially taxable as a result of a
Determination of Taxability applicable to less than all of the Bonds, then the interest
rate on the Bonds shall be increased during such period by an amount equal to (A -B)
x C where
(a) A equals the Taxable Rate (expressed as a percentage),
(b) B equals the interest rate on the Bonds (expressed as a
percentage), and
(c) C equals the portion of the Bonds the interest on which has
become taxable as the result of such tax change (expressed as
a decimal)
In addition, the Owners of the Bonds or any former Owners of the Bonds, as
appropnate, shall be paid an amount equal to any additions to tax, interest and
penalties, and any arrears in interest that are required to be paid to the United States
by the Owners or former Owners of the Bonds as a result of such Determination of
Taxability All such additional interest, additions to tax, penalties and interest shall
be paid by the Village on the next succeeding Interest Payment Date following the
Determination of Taxability
(ML564905_21
3
(iii) Adjustment of Interest Rate for Change in Maximum Corporate Tax
Rate In the event that the maximum effective federal corporate tax rate (the
"Maximum Corporate Tax Rate') dunng any period with respect to which interest
shall be accruing on the Bonds on a tax-exempt basis, shall be other than thirty-five
percent (35%), the interest rate on the Bonds that are bearing interest on a tax-exempt
basis shall be adjusted to the product obtained by multiplying the interest rate then
in effect on the Bonds by a fraction equal to (1-A divided by 1-B), where A equals
the Maximum Corporate Tax Rate in effect as of the date of adjustment and B equals
the Maximum Corporate Tax Rate in effect immediately prior to the date of
adj ustment
(iv) Adjustment of Interest Rate for Other Changes Affecting After -Tax
Yield So long as any portion of the principal amount of the Bonds or interest
thereon remains unpaid (a) if any law, rule, regulation or executive order is enacted
or promulgated by any public body or governmental agency which changes the basis
of taxation of interest on the Bonds or causes a reduction in yield on the Bonds (other
than by reason of a change described above) to the Owners or any former Owners of
the Bonds, including without limitation the imposition of any excise tax or surcharge
thereon, or (b) if, as a result of action by any pubic body or governmental agency, any
payment is required to be made by, or any federal, state or local income tax deduction
is denied to, the Owners or any former Owners of the Bonds (other than by reason of
a change described above or by reason of any action or failure to act on the part of
any Owner or any former Owner of the Bonds) by reason of the ownership of the
Bonds, the Village shall reimburse any such Owner within five (5) days after receipt
by the Village of written demand for such payment, and the Village agrees to
indemnify each such Owner against any loss, cost, charge or expense with respect to
any such change The determination of the after-tax yield calculation shall be
verified by a firm of certified public accountants regularly employed by the Bank (or
the current Owner of the Bonds) and acceptable to the Village, and such calculation,
in the absence of manifest error, shall be binding on the Village and the Owners
(c) Prepayment Provisions
(i) Mandatory Prepayment The principal of the Bonds shall be subject
to mandatory prepayment in quarterly installments on each Interest Payment Date,
commencing March 1, 2007 (each a "Scheduled Due Date") The schedule of
pnncipal and interest payments due on each Scheduled Due Date shall be as set forth
in the Schedule to the Bond form attached hereto as Exhibit "A"
In the event that there is more than one Owner of the Bonds, (A) the Village
shall determine the amount of each Bond to be redeemed, and (B) the Village shall
give notice to each Owner of the Bonds at least three (3) days prior to the date of
mandatory redemption of the amount of each Bond to be redeemed
(ML564905_21 4
(n) Optional Prepayment Upon two (2) Business Days prior written
notice to the Owner, the Village may prepay amounts owing under the Bonds at any
time and from time to time Such prepayment notice shall specify the amount of the
prepayment which is to be applied In the event of prepayment while the Bank is the
Owner of the Bonds, the Village may be required to pay the Bank an additional fee
(a prepayment charge) determined in the manner provided below, to compensate the
Bank for all losses, costs and expenses incurred in connection with such prepayment
The fee shall be equal to the present value of the difference between (1) the amount
that would have been realized by the Bank on the prepaid amount for the remaining
term of the Bonds at 4 05% and (2) the amount that would be realized by the Bank
by reinvesting such prepaid funds for the remaining term of the Bonds at the Federal
Reserve H 15 Statistical Release rate for fixed-rate payers in interest rate swaps,
interpolated to the nearest month, that was in effect two Business Days prior to the
Bonds prepayment date, both discounted at the same interest utilized in determining
the applicable amount in (2) Should the present value have no value or a negative
value, the Village may repay with no additional fee Should the Federal Reserve no
longer release rates for fixed-rate payers in interest rate swaps, the Bank may
substitute the Federal Reserve H 15 Statistical Release with another similar index
The Bank shall provide the Village with a written statement explaining the
calculation of the premium due, which statement shall, in absence of manifest error,
be conclusive and binding
Partial prepayments may be made, subject to a prepayment charge based upon
the same calculation methodology described above Any partial prepayment shall be
applied to installments of principal in the inverse order of maturity and shall not
postpone the due dates of, or relieve the amounts of, any scheduled installment
payments due hereunder Any amounts prepaid hereunder may not be re -borrowed
For purposes of the preceding paragraph, the term Business Day shall mean any day
other than a Saturday, Sunday or legal holiday or other day on which the Bank is
authorized or required to close
SECTION 3 EXECUTION OF BONDS The Bonds shall be signed in the name of the
Village by the Mayor or Vice Mayor (or, in their absence, any other member of the Village Council)
and the Village Clerk, and its seal shall be affixed thereto or imprinted or reproduced thereon The
signatures of the Mayor or Vice Mayor (or, in their absence, any other member of the Village
Council) and Village Clerk on the Bonds may be manual or facsimile signatures, provided that the
signature of one of such officers shall be a manual signature In case any one or more of the officers
who shall have signed or sealed any of the Bonds shall cease to be such officer of the Village before
the Bonds so signed and sealed shall have been actually sold and delivered, such Bonds may
nevertheless be sold and delivered as herein provided and may be issued as if the person who signed
and sealed such Bonds had not ceased to hold such office Any Bonds may be signed and sealed on
behalf of the Village by such person as at the actual time of the execution of such Bonds shall hold
the proper office, although at the date of such Bonds such person may not have held such office or
may not have been so authorized
(M1,564905_21 5
SECTION 4 NEGOTIABILITY, REGISTRATION AND CANCELLATION The Village
shall serve as Registrar and as such shall keep books for the registration of Bonds and for the
registration of transfers of Bonds Bonds may be transferred or exchanged upon the registration
books kept by the Village, upon delivery to the Village, together with written instructions as to the
details of the transfer or exchange, of such Bonds in form satisfactory to the Village and with
guaranty of signatures satisfactory to the Village, along with the social security number or federal
employer identification number of any transferee and, if the transferee is a trust, the name and social
security or federal tax identification numbers of the settlor and beneficiaries of the trust, the date of
the trust and the name of the trustee Bonds may be exchanged for one or more Bonds of the same
aggregate principal amount and maturity and in denominations in integral multiples of $250,000
(except that an odd lot is permitted to complete the outstanding principal balance) No transfer or
exchange of any Bond shall be effective until entered on the registration books maintained by the
Village
The Village may deem and treat the person in whose name any Bond shall be registered upon
the books kept by the Village as the absolute Owner of such Bond, whether such Bond shall be
overdue or not, for the purpose of receiving payment of, or on account of, the principal of and
interest on such Bond as they become due and for all other purposes All such payments so made to
any such Owner or upon his order shall be valid and effectual to satisfy and discharge the liability
upon such Bond to the extent of the sum or sums so paid
In all cases in which Bonds are transferred or exchanged in accordance with this Section, the
Village shall execute and deliver Bonds in accordance with the provisions of this Resolution All
Bonds surrendered in any such exchanges or transfers shall forthwith be cancelled by the Village
There shall be no charge for any such exchange or transfer of Bonds, but the Village may require the
payment of a sum sufficient to pay any tax, fee or other governmental charge required to be paid with
respect to such exchange or transfer The Village shall not be required to transfer or exchange Bonds
for a penod of 15 days next preceding an Interest Payment Date on such Bonds
All Bonds, the principal and interest of which has been fully paid, either at or pnor to
maturity, shall be delivered to the Village when such payment is made, and shall thereupon be
cancelled
In case a portion but not all of an outstanding Bond shall be prepaid, such Bond shall not be
surrendered in exchange for a new Bond, but the Village shall make a notation indicating the
remaining outstanding pnncipal of the Bonds upon the registration books The Bond so redesignated
shall have the remaining pnncipal as provided on such registration books and shall be deemed to
have been issued in the denomination of the outstanding pnncipal balance, which shall be an
authorized denomination
SECTION 5 BONDS MUTILATED, DESTROYED, STOLEN OR LOST In case any
Bond shall become mutilated or be destroyed, stolen or lost, the Village may in its discretion issue
and deliver a new Bond of like tenor as the Bond so mutilated, destroyed, stolen or lost, in the case
(ML564905 2( 6
of a mutilated Bond, in exchange and substitution for such mutilated Bond upon surrender of such
mutilated Bond or in the case of a destroyed, stolen or lost Bond in lieu of and substitution for the
Bond destroyed, stolen or lost, upon the Ownei furnishing the Village proof of his ownership thereof,
satisfactory proof of loss or destruction thereof and satisfactory indemnity, complying with such
other reasonable regulations and conditions as the Village may prescribe and paying such expenses
as the Village may incur The Village shall cancel all mutilated Bonds that are surrendered If any
mutilated, destroyed, lost or stolen Bond shall have matured or be about to mature, instead of issuing
a substitute Bond, the Village may pay the pnncipal of and interest on such Bond upon the Owner
complying with the requirements of this paragraph
Any such duplicate Bonds issued pursuant to this section shall constitute onginal, additional
contractual obligations of the Village whether or not the lost, stolen or destroyed Bonds be at any
time found by anyone, and such duplicate Bonds shall be entitled to equal and proportionate benefits
and rights as to lien on and source and secunty for payment from the funds, as hereinafter pledged,
to the extent as all other Bonds issued hereunder
SECTION 6 FORM OF BONDS The text of the Bonds shall be of substantially the tenor
set forth in Exhibit "A' hereto, with such omissions, insertions and variations as may be necessary
and desirable and authorized or permitted by this Resolution
SECTION 7 PLEDGE OF REVENUES
(a) The Village hereby pledges, assigns and grants a secunty interest to the Owners in
the Toll Revenues in order to secure the pnncipal of and interest on the Bonds The Village
covenants that for so long as the Bonds are outstanding it shall take all necessary steps to qualify to
continue to receive the Toll Revenues as provided for in the Interlocal Agreement The Village
represents and warrants to the Owners that there are no other obligations of the Village currently
outstanding secured by the Toll Revenues
(b) The Village will not issue any additional obligations secured by the Toll
Revenues, unless (i) the ratio of the amount of Toll Revenues collected during the preceding fiscal
year of the Village divided by the Maximum Annual Debt Service on all Debt Obligations secured
by the Toll Revenues and on the Debt Obligations proposed to be issued, is at least equal to 1 20,
(ii) no Event of Default exists hereunder and (in) the other covenants of the Village contained herein
will continue to be met This provision shall not apply, however, if the Village has implemented as
secunty for the Bonds a covenant to budget and appropnate from legally available non -ad valorem
revenues of the Village as provided in paragraph (c) below
(c) In the event the Toll Revenues are insufficient, at any time, to cover debt
service on the Bonds, the Village shall take all steps necessary to secure the Bonds by a covenant to
budget and appropriate from legally available non -ad valorem revenues of the Village, and in the
event the Village does not do so within a reasonable time, the Owner shall have the right to demand
immediate payment of the Bonds in full
(ML564905_21 7
(d) As used in this Resolution, (i) the term "Toll Revenues" means the
revenues received by the Village from Miami -Dade County derived from toll revenues from the
Rickenbacker Causeway pursuant to the Interlocal Agreement, (ii) the term "Interlocal Agreement
means the agreement between the Village and Miami -Dade County, relating to the sharing of the toll
revenues from the Rickenbacker Causeway, (iii) the term "Maximum Annual Debt Service" means
the maximum amount of pnncipal and interest required in the then current or any future fiscal year
to pay all Debt Obligations, and (iv) the term "Debt Obligations" means debt service on debt
obligations of the Village, including the Bonds, which are secured by or payable from the Toll
Revenues
(e) Calculations of Toll Revenues will be based on information denved from the
most recently audited fiscal year end financial statements For purposes of calculating Maximum
Annual Debt Service, the interest rate to be assumed for indebtedness bearing interest at a variable
rate shall be equal to the higher of six percent (6%) per annum or the actual rate of interest paid by
the Village with respect to such indebtedness during the month preceding the date of calculation, and
such indebtedness shall be assumed to be fully funded
SECTION 8 BOND FUND There is hereby created a fund entitled "Village of
Key Biscayne, Florida Road Improvement Revenue Bonds, Series 2006 Bond Fund ' (the "Bond
Fund ') There shall be deposited into the Bond Fund on each Interest Payment Date sufficient
amounts of Toll Revenues (or, if required by Section 7 (c) hereof, available non -ad valorem
revenues) which, together with the amounts already on deposit therein, will enable the Village to
pay the principal of and interest on the Bonds on each Interest Payment Date Moneys in the Bond
Fund shall be applied on each Interest Payment Date to the payment of principal of and interest on
the Bonds coming due on each such date
SECTION 9 INVESTMENT OF BOND FUND Subject to Section 12 hereof, funds in the
Bond Fund may be invested in the following investments, maturing at or before the time such funds
may be needed to pay principal of or interest on Bonds, to the extent such investments are legal for
investment of municipal funds ("Authorized Investments")
(a) The Local Government Surplus Funds Trust Fund,
(b) Negotiable direct obligations of, or obligations the principal of and interest
on which are unconditionally guaranteed by, the United States Government at the then
prevailing market price for such securities,
(c) Interest -bearing time deposits or savings accounts in banks organized under
the laws of the State of Florida (the "State' ), in national banks organized under the laws of
the United States and doing business and situated in the State, in savings and loan
associations which are under State supervision, or in federal savings and loan associations
located in the State and organized under federal law and federal supervision, provided that
any such deposits are secured by collateral as may be prescnbed by law,
[ML564905 21 8
(d) Obligations of the federal farm credit banks, the Federal Home Loan
Mortgage Corporation, including Federal Home Loan Mortgage Corporation participation
certificates, or the Federal Home Loan Bank or its district banks or obligations guaranteed
by the Government National Mortgage Association,
(e) Obligations of the Federal National Mortgage Association, including Federal
National Mortgage Association participation certificates and mortgage pass -through
certificates guaranteed by the Federal National Mortgage Association,
(f) Secunties of, or other interests in, any open-end or closed -end management
type investment company or investment trust registered under the Investment Company Act
of 1940, 15 U S C ss 80a-1 et seq , as amended from time to time, provided the portfoho
of such investment company or investment trust is limited to United States Government
obligations and to repurchase agreements fully collateralized by such United States
Government obligations and provided such investment company or investment trust takes
delivery of such collateral either directly or through an authorized custodian, or
(g) Any other investments that at the time are legal investments for municipal
funds, are permitted by the duly approved investment policy of the Village and as to which
the Bank has not objected in writing
SECTION 10 APPLICATION OF BOND PROCEEDS
The proceeds received upon the sale of the Bonds shall be applied simultaneously with the
delivery of the Bonds, as follows
1 The Village shall first use the moneys to pay costs of the issuance of the
Bonds
2
The remainder of the proceeds of the sale of the Bonds shall be deposited
in a separate account (hereinafter referred to as the "Project Account")
maintained by the Village
Pending their use, the proceeds in the Project Fund may be invested in Authorized
Investments, maturing not later than the date or dates on which such proceeds will be needed for the
purposes of this Bond Resolution Subject to Section 12 hereof, any income received upon such
investment shall be deposited in the Project Fund and applied to costs of the Project or, at the option
of the Village, deposited in the Bond Fund and used to pay interest on the Bonds until completion
of the Project Subject to Section 12 hereof, after the completion of the Project, any remaining
balance of proceeds of the Bonds shall be deposited into the Bond Fund and used solely to pay
principal of the Bonds
(ML564905_21 9
The Project Fund shall be kept separate and apart from all other funds of the Village and the
moneys on deposit therein shall be withdrawn, used and applied by the Village solely for the
purposes set forth herein Pending such application, the Project Fund shall be subject to the lien of
the Owners of the Bonds for the payment of the principal of and interest on the Bonds
The registered Owners shall have no responsibility for the use of the proceeds of the Bonds,
and the use of such Bond proceeds by the Village shall in no way affect the rights of such registered
Owners The Village shall be obligated to apply the proceeds of the Bonds solely for financing costs
of the Project However, the Village shall be irrevocably obligated to continue to pay the principal
of and interest on the Bonds notwithstanding any failure of the Village to use and apply such Bond
proceeds in the manner provided herein
SECTION 11 FUNDS Each of the funds and accounts herein established and created shall
constitute trust funds for the purposes provided herein for such funds and accounts respectively The
money in such funds and accounts shall be continuously secured in the same manner as deposits of
Village funds are authonzed to be secured by the laws of the State of Flonda Except as otherwise
provided herein, earnings on any investments in any amounts on any of the funds and accounts
herein established and created shall be credited to such respective fund or account
The designation and establishment of the funds and accounts in and by this Bond Resolution
shall not be construed to require the establishment of any completely independent self -balancing
funds, as such term is commonly defined and used in governmental accounting, but rather is intended
solely to constitute an earmarking of certain revenues and assets of the Village for the purposes
herein provided and to establish certain pnonties for application of such revenues and assets
SECTION 12 INVESTMENTS AND USE OF PROCEEDS TO COMPLY WITH
INTERNAL REVENUE CODE OF 1986 The Village covenants to the Owners of the Bonds that
it will take all actions and do all things necessary and desirable in order to maintain the exclusion
from gross income for federal income tax purposes of interest on the Bonds, and shall refrain from
taking any actions that would cause interest on the Bonds to be included in gross income for federal
income tax purposes In particular, the Village will not make or direct the making of any investment
or other use of the proceeds of the Bonds which would cause such Bonds to be "private activity
bonds" as that term is defined in Section 141 (or any successor provision thereto) of the Code or
"arbitrage bonds' as that term is defined in Section 148 (or any successor provision thereto) of the
Code, and all applicable regulations promulgated under the Code, and that it will comply with the
applicable requirements of Sections 141 and 148 of the Code and the aforementioned regulations
throughout the term of the Bonds
SECTION 13 DESIGNATION UNDER SECTION 265(b)(3) OF THE CODE The Village
hereby designates the Bonds as qualified tax-exempt obligations under Section 265(b)(3)(B) of the
Code, and shall make all necessary filings in order to effectuate such election The Village represents
that neither the Village nor any subordinate entities or entities issuing tax-exempt obligations on
behalf of the Village within the meaning of Section 265(b)(3) of the Code have issued tax-exempt
1ML564905_21
10
obligations dunng calendar year 2006 and neither the Village nor any such entities expect to issue
tax-exempt obligations during calendar year 2006
SECTION 14 ARBITRAGE REBATE COVENANTS There is hereby created and
established a fund to be held by the Village, designated the "Village of Key Biscayne Road
Improvement Revenue Bonds, Series 2006 Rebate Fund" (the "Rebate Fund") The Rebate Fund
shall be held by the Village separate and apart from all other funds and accounts held by the Village
under this Resolution and from all other moneys of the Village
Notwithstanding anything in this Resolution to the contrary, the Village shall transfer to the
Rebate Fund the amounts required to be transferred in order to comply with the Rebate Covenants,
if any, attached as an Exhibit to the Arbitrage Certificate to be delivered by the Village on the date
of delivery of the Bonds (the "Rebate Covenants"), when such amounts are so required to be
transferred The Village Manager shall make or cause to be made payments from the Rebate Fund
of amounts required to be deposited therein to the United States of America in the amounts and at
the times required by the Rebate Covenants The Village covenants for the benefit of the Owners of
the Bonds that it will comply with the Rebate Covenants The Rebate Fund, together with all moneys
and securities from time to time held therein and all investment earnings derived therefrom, shall be
excluded from the pledge and hen of this Resolution The Village shall not be required to comply
with the requirements of this Section 14 in the event that the Village obtains an opinion of nationally
recognized bond counsel that (i) such compliance is not required in order to maintain the federal
income tax exemption of interest on the Bonds and/or (ii) compliance with some other requirement
is necessary to maintain the federal income tax exemption of interest on the Bonds
SECTION 15 SPECIAL COVENANTS
(a) The Village shall, within one hundred eighty (180) days of the end of each
fiscal year of the Village, deliver to the Owners a copy of the annual audited financial
statements of the Village Within thirty (30) days of its final adoption, the Village shall
deliver to the Owners a copy of the operating budget for each upcoming fiscal year of the
Village
(b) The total Debt of the Village, including amounts authonzed but still not
drawn down under existing loan agreements and other contractual arrangements with banks
and other financial institutions, underwriters, brokers and/or intermediaries, shall not exceed
the greater of
(1) one percent (1%) of the total assessed value of all property within the
Village, as certified by the Miami -Dade County Property Appraiser for the current
fiscal year, or
(ii) that amount which would cause annual Debt Service to equal fifteen
percent (15%) of General Fund expenditures for the previous fiscal year, provided,
(ML564905_21
11
however, that if in the future the Village Charter is amended to permit total Debt to
exceed the amounts set forth above, then the total Debt of the Village permitted
hereunder shall be deemed to be such greater amount consistent with the Charter
(c) As used in this Section 15, the following terms shall have the meaning
ascribed to them in this subsection
(1) "Debt ' shall mean any obligation of the Village to repay borrowed
money however evidenced since the date of its incorporation regardless of tenor or
term for which it was originally contracted or subsequently converted through
refinancing or novation, except (A) any obhgation required to be repaid in less than
a year and which was incurred solely for emergency relief of natural disasters, or (B)
that portion of any obligations for operations which are financed and operated in an
independent, self-liquidating manner and recovered entirely through currently
collected user fees and charges
(ii) "Debt Service" shall include, without limitation thereto, scheduled
interest payments repayments of pnncipal and all financial fees arising from Debt
or from the underlying contractual obligations, whether as originally incurred or
subsequently deferred or otherwise renegotiated
(in) `General Fund" shall mean any and all revenues of the Village, from
whatever source denved, except those revenues derived from special assessments,
user fees and charges and designated as a separate fund to finance goods and services
to the public
SECTION 16 COVENANTS BINDING ON VILLAGE AND SUCCESSOR All covenants,
stipulations, obligations and agreements of the Village contained in this Resolution constitute a
contract between the Village and the Owners of the Bonds and shall be deemed to be covenants,
stipulations, obligations and agreements of the Village to the full extent authorized or permitted by
law, and all such covenants, stipulations, obligations and agreements shall be binding upon the
successor or successors thereof from time to time and upon the officer, board, body or commission
to whom or to which any power or duty affecting such covenants, stipulations, obligations and
agreements shall be transferred by or in accordance with law
Except as otherwise provided in this Resolution, all rights, powers and privileges conferred
and duties and liabilities imposed upon the Village or upon the Village Council by the provisions
of this Resolution shall be exercised or performed by the Village Council or by such officers, board,
body or commission as may be required by law to exercise such powers or to perform such duties
No covenant, stipulation, obligation or agreement herein contained shall be deemed to be a
covenant, stipulation, obligation or agreement of any present or future member of the Village
Council or officer, agent or employee of the Village in his or her individual capacity, and neither the
1ML564905_2)
12
members of the Village Council nor any officer, agent or employee of the Village executing the
Bonds shall be liable personally on the Bonds or be subject to any personal liability or accountability
by reason of the issuance thereof
SECTION 17 EVENTS OF DEFAULT Each of the following events is hereby declared
an "event of default"
(a) payment of the principal of or amortization installments of any of the Bonds
shall not be made when the same shall become due and payable, or
(b) payment of any installment of interest on any of the Bonds shall not be made
when the same shall become due and payable, or
(c) the Village shall default in the due and punctual performance of any covenant,
condition agreement or provision contained in the Bonds or in this Resolution (except for
a default descnbed in subsection (a) or (b) of this Section) on the part of the Village to be
performed, and such default shall continue for sixty (60) days after written notice specifying
such default and requinng same to be remedied shall have been given to the Village by any
Owner of any Bond, provided that it shall not constitute an event of default if the default is
not one that can be cured within such sixty (60) days, as agreed by the Owners and the
Village, and the Village commences within such sixty (60) days and, in the sole judgment
of the Owners, is proceeding diligently with action to correct such default, or
(d) any proceeding shall be instituted with or without the consent of the Village
under federal bankruptcy laws or other federal or state laws affecting creditors' rights or any
proceeding shall otherwise be instituted for the purpose of effecting a composition between
the Village and its creditors or for the purpose of adjusting the claims of such creditors
pursuant to any federal or state statute now or hereafter enacted and any such proceeding
shall not have been dismissed with prejudice within thirty (30) days after the institution of
the same
SECTION 18 REMEDIES, RIGHTS OF OWNERS Upon the occurrence and continuance
of any event of default specified in Section 17 hereof, the Owners of the Bonds may pursue any
available remedy by suit, at law or in equity to enforce the payment of the principal of and interest
on the Bonds then outstanding
No delay or omission to exercise any right or power accruing upon any default or event of
default shall impair any such nght or power or shall be construed to be waiver of any such default
or event of default or acquiescence therein, and every such right and power may be exercised from
time to time and as often as may be deemed expedient No waiver of any event of default hereunder
shall extend to or shall affect any subsequent event of default or shall impair any rights or remedies
consequent thereon
(ML564905_21
13
The Village agrees, to the extent permitted by law, to indemnify the Bank and its directors,
officers, employees and agents from and against any losses, claims, damages, liabilities and expenses
(including, without limitation, counsel fees and expenses) which may be incurred in connection with
enforcement of the provisions of this Resolution and the Bonds
SECTION 19 DEFEASANCE
(a) The covenants, liens and pledges entered into, created or imposed pursuant to this
Resolution may be fully discharged and satisfied with respect to the Bonds in any one or more of the
following ways
(I) by paying the principal of, prepayment premium, if any, and interest on the
Bonds when the same shall become due and payable, or
(ii) by depositing with an escrow agent certain moneys irrevocably pledged to the
payment of the Bonds, which together with other moneys lawfully available therefor, if any,
shall be sufficient at the time of such deposit with the escrow agent to pay when due the
principal, prepayment premium, if any, and interest due and to become due on said Bonds
on or prior to the prepayment date or matunty date thereof, or
(iii) by depositing with an escrow agent moneys irrevocably pledged to the
payment of the Bonds, which together with other moneys lawfully available therefor, when
invested by the escrow agent in direct obligations of the United States of America which
shall not be subject to redemption prior to their maturity other than at the option of the holder
thereof, will provide moneys which shall be sufficient (as evidenced by a verification report
of an independent certified public accountant or firm of accountants) to pay when due the
pnncipal, prepayment premium, if any, and interest due and to become due on said Bonds
on or prior to the prepayment date or maturity date thereof
Upon such payment or deposit with an escrow agent in the amount and manner provided in
this Section 19, the Bonds shall be deemed to be paid and shall no longer be deemed to be
Outstanding for the purposes of this Resolution and the covenants of the Village hereunder and all
liability of the Village with respect to said Bonds shall cease, terminate and be completely discharged
and extinguished and the holders thereof shall be entitled to payment solely out of the moneys or
secunties so deposited with the escrow agent, provided, however, that (i) if any Bonds are to be
redeemed prior to the maturity thereof, notice of the redemption thereof shall have been duly given
in accordance with the provisions of Section 2 hereof and (n) in the event that any Bonds are not by
their terms subject to redemption with the next succeeding sixty (60) days following a deposit of
moneys with the escrow agent in accordance with this Section, the Village shall have given the
escrow agent in form satisfactory to it irrevocable instructions to mail to the Owners of such Bonds
at their addresses as they appear on the registration books of the Village, a notice stating that a
deposit in accordance with this Section has been made with the escrow agent and that the Bonds are
deemed to have been paid in accordance with this Section and stating such maturity or redemption
IML564905_21
14
date upon which moneys are to be available for the payment of the principal of, premium, if any, and
interest on said Bonds
(b) Notwithstanding the foregoing, all references to the discharge and satisfaction of
Bonds shall include the discharge and satisfaction of any portion of the Bonds
(c) If any portion of the moneys deposited with an escrow agent for the payment of the
principal of, redemption premium, if any, and interest on any portion of the Bonds is not required
for such purpose, the escrow agent shall transfer to the Village the amount of such excess and the
Village may use the amount of such excess free and clear of any trust, hen, security interest, pledge
or assignment securing said Bonds or otherwise existing under this Resolution
(d) Notwithstanding any of the foregoing, the requirements of Section 12 and 14 hereof
relating to use and investment of proceeds and rebate amounts due to the United States pursuant to
the Rebate Covenants shall survive the payment of principal and interest with respect to the Bonds
or any portion thereof
SECTION 20 SALE OF BONDS Based upon the uncertainty of the interest rate
environment if sale of the Bonds is delayed, the Village hereby determines the necessity for a
negotiated sale of the Bonds The Village has been provided all apphcable disclosure information
required by Section 218 385, Florida Statutes The negotiated sale of the Bonds is hereby approved
to the Bank at a purchase price of par
SECTION 21 AUTHORITY OF OFFICERS The Mayor, the Vice Mayor, any member of
the Council, the Village Manager, the Village Clerk, the Finance Director and any other proper
official of the Village, are and each of them is hereby authorized and directed to execute and deliver
any and all documents and instruments and to do and cause to be done any and all acts and things
necessary or proper for carrying out the transaction contemplated by this Resolution and the other
documents identified herein
SECTION 22 SEVERABILITY In case any one or more of the provisions of this
Resolution or of any Bonds issued hereunder shall for any reason be held to be illegal or invalid,
such illegality or invalidity shall not affect any other provision of this Resolution or of the Bonds,
but this Resolution and the Bonds shall be construed and enforced as if such illegal or invalid
provision had not been contained therein The Bonds are issued and this Resolution is adopted with
the intent that the laws of the State shall govern their construction
SECTION 23 PAYMENTS DUE ON SATURDAYS, SUNDAYS AND HOLIDAYS In
any case where the date of maturity of interest on or principal of the Bonds shall be a Saturday,
Sunday or a day on which the banks in the State are required, or authorized or not prohibited, by law
(including executive orders) to close and are closed, then payment of such interest or principal need
not be made by the Village on such date but may be made on the next succeeding business day on
which the banks in the State are open for business
1ML564905_21
15
SECTION 24 OPEN MEETING FINDINGS It is hereby found and determined that all
official acts of the Village Council concerning and relating to the adoption of this Resolution and
all prior resolutions affecting the Village Council's ability to issue the Bonds were taken in an open
meeting of the Village Council and that all deliberations of the Village Council or any of its
committees that resulted in such official acts were in meetings open to the public, in compliance with
all legal requirements, including Section 286 011, Florida Statutes
SECTION 25 REPEALING CLAUSE All resolutions or orders and parts thereof in conflict
herewith, to the extent of such conflicts, are hereby superseded and repealed
SECTION 26 EFFECTIVE DATE This Resolution shall take effect on December 14,
2006
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[ML564905_21
16
AT
PASSED AND ADOPTED this 5th day of December, 2006
CHITA H ALVAREZ, CMC, VILLAGE CLERK
APPROVED AS TO FORM AND LEGAL SUFFICIENCY
VILLAGE A O' «Y
(ML564905_2f
17
MAYOR ROBERT L VERNON
EXHIBIT "A"
No R- $4,000,000
UNITED STATES OF AMERICA
STATE OF FLORIDA
VILLAGE OF KEY BISCAYNE
ROAD IMPROVEMENT REVENUE BONDS
SERIES 2006
Registered Owner SunTrust Bank
Principal Amount Four Million Dollars ($4,000,000)
KNOW ALL MEN BY THESE PRESENTS, that the Village of Key Biscayne, Florida (the
"Village"), for value received, hereby promises to pay to the Registered Owner shown above, or
registered assigns (the "Bank") from the sources hereinafter mentioned the Principal Amount
specified above Subject to the rights of prior prepayment and redemption described in the Bond
the Bond shall mature on December 1, 2021 Payments due hereunder shall be made no later than
2 00 p m on the date due, free and clear of any defenses, set -offs, counterclaims, or withholding or
deductions for taxes
This Bond is issued under authority of and in full compliance with the Constitution and laws
of the State of Florida, including particularly Part II of Chapter 166, Florida Statutes, as amended,
the Charter of the Village, Ordinance No 2006-10 duly adopted by the Village Council (the
"Council") of the Village on November 14 2006 (the "Ordinance"), and Resolution No 2006 -
adopted on December 5, 2006 (the "Resolution," and collectively with the Ordinance, the "Bond
Ordinance"), and is subject to the terms of said Bond Ordinance This Bond is issued for the purpose
of financing a portion of the costs of road improvements within the Village (Crandon Boulevard
Improvements --Phase III), financing architectural, engineering, environmental, legal and other
planning costs related thereto, and paying costs of issuance of the Bonds This Bond shall be payable
only from the sources identified herein
Subject to adjustment as provided below, this Bond shall bear interest on the
outstanding principal balance from its date of issuance payable quarterly on the first day of each
March, June, September and December (the "Interest Payment Dates"), commencing March 1, 2007,
at an interest rate equal to 4 05% per annum
(ML564905_21
A-1
Interest on this Bond shall be computed on the basis of a 360 -day year based on twelve 30 -
day months
Adjustment of Interest Rate For Full Taxability In the event a Determination of Taxability
shall have occurred during the Initial Interest Rate Period the rate of interest on the Bonds shall be
increased to a rate per annum equal to 6 12% (the "Taxable Rate"), effective retroactively to the date
on which the interest payable on the Bonds is includable for federal income tax purposes in the gross
income of the Owners thereof In addition, the Owners of the Bonds or any former Owners of the
Bonds, as appropriate, shall be paid an amount equal to any additions to tax, interest and penalties,
and any arrears in interest that are required to be paid to the United States by the Owners or former
Owners of the Bonds as a result of such Determination of Taxability All such additional interest,
additions to tax, penalties and interest shall be paid by the Village on the next succeeding Interest
Payment Date following the Determination of Taxability A "Determination of Taxability" shall
mean (i) the issuance by the Internal Revenue Service of a statutory notice of deficiency or other
written notification which holds in effect that the interest payable on the Bonds is includable for
federal income tax purposes in the gross income of the Owners thereof, which notice or notification
is not contested with the Internal Revenue Service by either the Village or any Owners of the Bonds,
or (ii) a determination by a court of competent J unsdiction that the interest payable on the Bonds is
includable for federal income tax purposes in the gross income of the Owners thereof, which
determination either is final and non -appealable or is not appealed within the requisite time period
for appeal, or (iii) the admission in wnting by the Village to the effect that interest on Bonds is
includable for federal income tax purposes in the gross income of the Owners thereof, or (iv) receipt
by the Village of an opinion of bond counsel to the Village to the effect that interest on the Bonds
is includable for federal income tax purpose in the gross income of the Owners thereof
Adjustment of Interest Rate for Partial Taxability In the event that interest on the Bonds
during any period becomes partially taxable as a result of a Determination of Taxability applicable
to less than all of the Bonds, then the interest rate on the Bonds shall be increased during such period
by an amount equal to (A -B) x C where
(a) A equals the Taxable Rate (expressed as a percentage),
(b) B equals the interest rate on the Bonds (expressed as a percentage), and
(c) C equals the portion of the Bonds the interest on which has become taxable
as the result of such tax change (expressed as a decimal)
In addition, the Owners of the Bonds or any former Owners of the Bonds, as appropnate,
shall be paid an amount equal to any additions to tax, interest and penalties, and any arrears in
interest that are required to be paid to the United States by the Owners or former Owners of the
Bonds as a result of such Determination of Taxability All such additional interest, additions to tax,
penalties and interest shall be paid by the Village on the next succeeding Interest Payment Date
following the Determination of Taxability
(ML564905_21
A-2
Adjustment of Interest Rate for Change in Maximum Corporate Tax Rate In the event that
the maximum effective federal corporate tax rate (the "Maximum Corporate Tax Rate") during any
penod with respect to which interest shall be accruing on the Bonds on a tax-exempt basis, shall be
other than thirty-five percent (35%), the interest rate on the Bonds that are bearing interest on a tax-
exempt basis shall be adjusted to the product obtained by multiplying the interest rate then in effect
on the Bonds by a fraction equal to (1-A divided by 1-B), where A equals the Maximum Corporate
Tax Rate in effect as of the date of adjustment and B equals the Maximum Corporate Tax Rate in
effect immediately prior to the date of adjustment
Adjustment of Interest Rate for Other Changes Affechn After -Tax Yield So long as any
portion of the principal amount of the Bonds or interest thereon remains unpaid (a) if any law, rule,
regulation or executive order is enacted or promulgated by any public body or governmental agency
which changes the basis of taxation of interest on the Bonds or causes a reduction in yield on the
Bonds (other than by reason of a change descnbed above) to the Owners or any former Owners of
the Bonds, including without limitation the imposition of any excise tax or surcharge thereon, or (b)
if, as a result of action by any pubic body or governmental agency, any payment is required to be
made by, or any federal, state or local income tax deduction is denied to, the Owners or any former
Owners of the Bonds (other than by reason of a change described above or by reason of any action
or failure to act on the part of any Owner or any former Owner of the Bonds) by reason of the
ownership of the Bonds, the Village shall reimburse any such Owner within five (5) days after
receipt by the Village of written demand for such payment, and the Village agrees to indemnify each
such Owner against any loss, cost, charge or expense with respect to any such change The
determination of the after-tax yield calculation shall be verified by a firm of certified public
accountants regularly employed by the Bank (or the current Owner of the Bonds) and acceptable to
the Village, and such calculation, in the absence of manifest error, shall be binding on the Village
and the Owners
The principal of this Bond shall be subject to mandatory prepayment in quarterly installments
on each Interest Payment Date, commencing March 1, 2007 (each a "Scheduled Due Date") The
schedule of principal and interest payments due on each Scheduled Due Date shall be as set forth in
the Schedule attached hereto
In the event that there is more than one Owner of the Bonds, (i) the Village shall determine
the amount of each Bond to be redeemed, and (n) the Village shall give notice to each Owner of the
Bonds at least three (3) days prior to the date of mandatory redemption of the amount of each Bond
to be redeemed
The principal of and interest on this Bond are payable in lawful money of the United States
of America by wire transfer or by certified check delivered on or pnor to the date due to the
registered Owner or his legal representative at the address of the Owner as it appears on the
registration books of the Village
(ML564905_21
A-3
Upon two (2) Business Days prior written notice to the Owner, the Village may prepay
amounts owing under this Bond at any time and from time to time Such prepayment notice shall
specify the amount of the prepayment which is to be applied In the event of prepayment while
SunTrust Bank (the "Bank' ) is the Owner of the Bonds, the Village may be required to pay the Bank
an additional fee (a prepayment charge) determined in the manner provided below, to compensate
the Bank for all losses, costs and expenses incurred in connection with such prepayment The fee
shall be equal to the present value of the difference between (1) the amount that would have been
realized by the Bank on the prepaid amount for the remaining term of the Bonds at 4 05% and (2)
the amount that would be realized by the Bank by reinvesting such prepaid funds for the remaining
term of the Bonds at the Federal Reserve H 15 Statistical Release rate for fixed-rate payers in interest
rate swaps, interpolated to the nearest month, that was in effect two Business Days pnor to the Bonds
prepayment date, both discounted at the same interest utilized in determimng the applicable amount
in (2) Should the present value have no value or a negative value, the Village may repay with no
additional fee Should the Federal Reserve no longer release rates for fixed-rate payers in interest rate
swaps, the Bank may substitute the Federal Reserve H 15 Statistical Release with another similar
index The Bank shall provide the Village with a written statement explaining the calculation of the
premium due, which statement shall in absence of manifest error, be conclusive and binding
Partial prepayments may be made, subject to a prepayment charge based upon the same
calculation methodology descnbed above Any partial prepayment shall be applied to installments
of principal in the inverse order of maturity and shall not postpone the due dates of, or relieve the
amounts of, any scheduled installment payments due hereunder Any amounts prepaid hereunder
may not be re -borrowed For purposes of the preceding paragraph, the term Business Day shall mean
any day other than a Saturday, Sunday or legal holiday or other day on which the Bank is authorized
or required to close
In the Resolution, the City has pledged, assigned and granted a security interest to the Owners
in the Toll Revenues to secure the principal of and interest on the Bonds
THIS BOND SHALL NOT BE DEEMED TO CONSTITUTE AN INDEBTEDNESS OF
THE VILLAGE OR A PLEDGE OF THE FAITH AND CREDIT OF THE VILLAGE, BUT
SHALL BE PAYABLE EXCLUSIVELY FROM THE TOLL REVENUES OF THE VILLAGE
AS PROVIDED IN THE RESOLUTION THE ISSUANCE OF THIS BOND SHALL NOT
DIRECTLY OR INDIRECTLY OR CONTINGENTLY OBLIGATE THE VILLAGE TO LEVY OR
TO PLEDGE ANY FORM OF AD VALOREM TAXATION WHATEVER THEREFOR NOR
SHALL THIS BOND CONSTITUTE A CHARGE, LIEN, OR ENCUMBRANCE, LEGAL OR
EQUITABLE, UPON ANY PROPERTY OF THE VILLAGE, AND THE HOLDER OF THIS
BOND SHALL HAVE NO RECOURSE TO THE POWER OF AD VALOREM TAXATION
The original registered Owner, and each successive registered Owner of this Bond shall be
conclusively deemed to have agreed and consented to the following terms and conditions
1 The Village shall keep books for the registration of Bonds and for the
registration of transfers of Bonds as provided in the Resolution Bonds may be transferred
[ML564905_21
A-4
or exchanged upon the registration books kept by the Village, upon delivery to the Village,
together with written instructions as to the details of the transfer or exchange, of such Bonds
in form satisfactory to the Village and with guaranty of signatures satisfactory to the Village,
along with the social secunty number or federal employer identification number of any
transferee and, if the transferee is a trust, the name and social security or federal tax
identification numbers of the settlor and beneficiaries of the trust, the date of the trust and
the name of the trustee The Bonds may be exchanged for Bonds of the same principal
amount and matunty and denominations in integral multiples of $250,000 (except that an odd
lot is permitted to complete the outstanding principal balance) No transfer or exchange of
any Bond shall be effective until entered on the registration books maintained by the Village
2 The Village may deem and treat the person in whose name any Bond shall be
registered upon the books of the Village as the absolute Owner of such Bond, whether such
Bond shall be overdue or not, for the purpose of receiving payment of, or on account of, the
principal of and interest on such Bond as they become due, and for all other purposes All
such payments so made to any such Owner or upon his order shall be valid and effectual to
satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid
3 In all cases in which the pnvilege of exchanging Bonds or transferring Bonds
is exercised, the Village shall execute and deliver Bonds in accordance with the provisions
of the Resolution There shall be no charge for any such exchange or transfer of Bonds, but
the Village may require payment of a sum sufficient to pay any tax, fee or other
governmental charge required to be paid with respect to such exchange or transfer The
Village shall not be required to transfer or exchange Bonds for a period of fifteen (15) days
next preceding an interest payment date on such Bonds
4 All Bonds, the principal and interest of which has been paid, either at or prior
to maturity, shall be delivered to the Village when such payment is made, and shall
thereupon be cancelled In case part, but not all of an outstanding Bond shall be prepaid, such
Bond shall not be surrendered in exchange for a new Bond
It is hereby certified and recited that all acts, conditions and things required to happen, to
exist and to be performed precedent to and for the issuance of this Bond have happened, do exist and
have been performed in due time, form and manner as required by the Constitution and the laws of
the State of Flonda applicable thereto
IN WITNESS WHEREOF, the Village of Key Biscayne, Florida has caused this Bond to
be executed by the manual or facsimile signature of its Mayor and of its Village Clerk, and the Seal
of the Village of Key Biscayne, Florida or a facsimile thereof to be affixed hereto or imprinted or
reproduced hereon, all as of the day of December, 2006
(ML564905_21
A-5
VILLAGE OF KEY BISCAYNE, FLORIDA
MAYOR ROBERT L. VERNON
CONCHITA H ALVAREZ, CMC,
VILLAGE CLERK
(SEAL)
IML564905_21
A-6
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned (the
"Transferor"), hereby sells, assigns and transfers unto (Please
insert name and Social Secunty or Federal Employer identification number of assignee) the within
Bond and all rights thereunder, and hereby irrevocably constitutes and appoints
(the "Transferee") as attorney to register the transfer of the within
Bond on the books kept for registration thereof, with full power of substitution in the premises
Date
Social Security Number of Assignee
Signature Guaranteed
NOTICE Signature(s) must be
guaranteed by a member firm of
the New York Stock Exchange or
a commercial bank or a trust company
NOTICE No transfer will be registered and no new Bond will be issued in the name of the
Transferee, unless the signature(s) to this assignment corresponds with the name as it appears upon
the face of the within Bond in every particular, without alteration or enlargement or any change
whatever and the Social Security or Federal Employer Identification Number of the Transferee is
supplied
The following abbreviations, when used in the inscnption on the face of the within Bond,
shall be construed as though they were written out in full according to applicable laws or regulations
TEN COM - as tenants in common UNIF GIF MIN ACT -
(Cust )
Custodian for ,
(Minor)
TEN ENT - as tenants by
the entirety
JT TEN - as joint tenants with
right of survivorship and
not as tenants in common
under Uniform Gifts to Minors
Act of
(State)
Additional abbreviations may also be used though not in the list above
tML564905_21
A-7
Payment Schedule
Amortization Table (Village of Key Biscayne)
Florida Road Improvement Revenue Bonds, Series 2006
LOAN DATA
Loan amount
$4,000,000 00
Annual interest rate
4 05%
Term in years
15
Payments per year
4
First payment due
3/1/2007
PERIODIC PAYMENT
Quarterly
Calculated payment
$89,281 29
CALCULATIONS
Beginning balance at
payment 1
4 000
000 00
*Cumulative interest prior
to payment 1
Table
Payment
Beginnnng
Ending
Cumulative
No
Date
Balance
Interest
Principal
Balance
Interest
1
3/1/2007
4 000 000 00
40 500 00
48 781 29
3 951 218 71
40 500 00
2
6/1/2007
3 951 218 71
40 006 09
49 275 20
3 901 943 51
80 506 09
3
9/1/2007
3 901 943 51
39 507 18
49 774 11
3 852 169 41
120 013 27
4
12/1/2007
3 852 169 41
39 003 22
50 278 07
3 801 891 33
159 016 48
5
3/1/2008
3 801 891 33
38 494 15
50 787 14
3 751 104 20
197 510 63
6
6/1/2008
3 751 104 20
37 979 93
51,301 36
3 699 802 84
235 490 56
7
9/1/2008
3 699 802 84
37 460 50 ,
51 820 78
3,647,982 05
272 951 07
8
12/1/2008
3 647 982 05
36 935 82
52 345 47
3,595 636 59
309 886 88
9
3/1/2009
3 595 636 59
36 405 82
52 875 47
3 542 761 12
346 292 70
10
6/1/2009
3 542 761 12
35 870 46
53 410 83
3 489 350 29
382 163 16
11
9/1/2009
3 489 350 29
35 329 67
53 951 62
3 435 398 67
417 492 83
12
12/1/2009
3 435 398 67
34 783 41
54 497 88
3 380 900 80
452 276 24
13
3/1/2010
3 380 900 80
34 231 62
55 049 67
3 325 851 13
486 507 87
14
6/1/2010
3 325 851 13
33 674 24
55 607 04 _
3 270 244 08
520 182 11
(ML564905_21
A-8
15
9/1/2010
3 270 244 08
33 111 22
56 170 07
3 214 074 02
553 293 33
16
12/1/2010
3 214 074 02
32 542 50
56 738 79
3 157 335 23
585,835 83
17
3/1/2011
3 157 335 23
31 968 02
57 313 27
3 100 021 96
617 803 85
18
6/1/2011
3 100 021 96
31 387 72
57 893 56
3 042 128 40
649 191 57
19
9/1/2011
3 042 128 40
30 801 55
58 479 74
2,983 648 66
679 993 12
20
12/1/2011
2 983 648 66
30 209 44
59 071 84
2 924 576 82
710 202 56
21
3/1/2012
2 924 576 82
29 611 34
59 669 95
2,864 906 87
739 813 90
22
6/1/2012
2 864 906 87
29 007 18
60 274 11
2 804 632 76
768 821 09
23
9/1/2012
2 804 632 76
28 396 91
60 884 38
2 743 748 38
797 217 99
24
12/1/2012
2 743 748 38
27 780 45
61 500 83
2,682 247 55
824 998 44
25
3/1/2013
2 682 247 55
27 157 76
62 123 53
2 620 124 02
852 156 20
26
6/1/2013
2 620 124 02
26 528 76
62 752 53
2 557 371 48
878 684 96
27
9/1/2013
2 557 371 48
25 893 39
63 387 90
2 493 983 58
904 578 34
28
12/1/2013
2 493 983 58
25 251 58
64 029 70
2 429 953 88
929 829 93
29
3/1/2014
2 429 953 88
24 603 28
64 678 00
2 365 275 88
954 433 21
30
6/1/2014
2 365 275 88
23 948 42
65 332 87
2 299 943 01
978 381 63
31
9/1/2014
2 299 943 01
23 286 92
65 994 36
2 233 948 64
1 001 668 55
32
12/1/2014
2 233 948 64
22 618 73
66 662 56
2 167 286 09
1 024 287 28
33
3/1/2015
2 167 286 09
21 943 77
67 337 52
2 099 948 57
1 046 231 05
34
6/1/2015
2 099 948 57
21 261 98
68 019 31
2,031 929 26
1 067 493 03
35
9/1/2015
2 031 929 26
20 573 28
68 708 00
1,963 221 26
1 088 066 32
36
12/1/2015
1 963 221 26
19 877 62
69 403 67
1 893 817 59
1 107,943 93
37
3/1/2016
1 893 817 59
19 174 90
70,106 38
1 823 711 20
1 127 118 83
38
6/1/2016
1 823 711 20
18 465 08
70 816 21
1,752 894 99
1 145 583 91
39
9/1/2016
1 752 894 99
17 748 06
71 533 23
1,681 361 76
1 163 331 97
40
12/1/2016
1 681 361 76
17 023 79
72 257 50
1 609 104 26
1 180 355 76
41
3/1/2017
1 609 104 26
16 292 18
72 989 11
1 536 115 16
1 196 647 94
42
6/1/2017
1 536 115 16
15 553 17
73 728 12
1 462 387 04
1 212 201 11
43
9/1/2017
1 462 387 04
14 806 67
74 474 62
1,387 912 42
1 227 007 77
44
12/1/2017
1 387 912 42
14,052 61
75,228 67
1 312 683 74
1 241,060 39
45
3/1/2018
1 312 683 74
13 290 92
75 990 36
1 236 693 38
1 254 351 31
46
6/1/2018
1 236 693 38
12 521 52
76 759 77
1 159,933 61
1 266,872 83
47
9/1/2018
1 159 933 61
11 744 33
77 536 96
1 082 396 65
1 278 617 16
48
12/1/2018
1 082 396 65
10 959 27
78 322 02
1,004 074 63
1 289,576 43
49
3/1/2019
1 004 074 63
10 166 26
79 115 03
924 959 60
1 299 742 68
50
6/1/2019
924 959 60
9 365 22
79 916 07
845 043 53
1 309,107 90
51
9/1/2019
845 043 53
8 556 07
80 725 22
764,318 31
1 317 663 96
52
12/1/2019
764 318 31
7 738 72
81 542 56
682 775 74
1 325 402 69
1ML564905_21
A-9
53
3/1/2020
682 775 74
6 913 10
82 368 18
600,407 56
1
332
315
79
54
6/1/2020
600 407 56
6 079 13
83 202 16
517,205 40
1
338
394
92
55
9/1/2020
517 205 40
5 236 70
84 044 58
433 160 82
1
343
631
62
56
12/1/2020
433 160 82
4 385 75
84 895 53
348 265 28
1
348
017
37
57
3/1/2021
348 265 28
3 526 19
85 755 10
262,510 18
1
351
543
56
* Figure for Cummulative Interest
nor to Payment 1
is an estimate as the actual amount will vary be based on closing date
1
1 1
1
1
1ML564905_2)
A-10
12/13/2006 WED 15 24 FAX 3053753070
DIRECTOR S OFFICE ®002
MIAM1�
COUNP' GOUNT,Y
ADA Cuord rut
Ay, al Court, au
A nil t' lets
An vtryl c Ylact
A otlit ? CI Me et 1 ievvree
At, 1
Build ng
Bwtd G(n1Ct4 111rMR
N es.. fi 'elopm I
I pMlMIIIA re IS
t N ns 1 M ftrrtde 1 Tra -port T tG1
C mm unEhrc &td r blcT Si
(p Vin rat nn
(nmm y Act on AR cy
l nmmwvey E F onem C yr 9pffee 1
Co mu.loy Neal pm
Con m S nice -
Co rest & R h b l u un
(.11 aIA(14es
(kV ors
Cmersency Me tt rte 1
tentAnyer Rrlal one
fmpuwer e I Trust
Er It IN t Technology S N cr-
E s to 1 rental Re•nu r monogyny I
fa t Cmpl ym n 11 aueces
rfe tt:
r e Rrs on
Cenral Servur Admen sl 1 u
F1rlon t` rnerv41 of
Homeless T vst
Hrsussnt Agency
1 Sou g r Itant>r *Aunty
11 inc $enu't4
1 dependent Revttw f9 *1
I fie ?Oen, 1 Tt wl Co Intl in
fur I Stnntes
Modica' Fximtne
Mc«o-M m Act o Pia
Mrinspnll an Mann h Ott no 4110
rrkaIdltecralo
Plan 1 and Zorn e
Pnl e
Procure/it M Ming men*
1'o telyApprelsal
Pubinr l brary System
r Mk work
Safe Nc,ghbothuod Po Its
Seaport
Solid WWcic Ma R m n1
S teg.c Busuwu Ma gene 1
Team WI O
Trans t
Task Force on Urban C o omrc Rev tawtateos
Y art M seven And Catderti
W *er & Sewer
December 13 2006
Ms Jacqueline Menendez
Village Manager
Village of Key Biscayne
88 West McIntyre Street
Key Biscayne FL 33149
Dear Ms r - endez
Public Works Department
Director s Office
1 11 NW 1st Street • Suite 1610
Miami Florida 3 +128 1970
T 305 P5 2960 F 305 375 3070
miamidade gov
Pursuant to your request that the Miami Dade Public Works Department confirm
the funding allocation to the Village of Key Biscayne enclosed please find the
official document from the budget hearing that denoted the item However Miami -
Dade County and the Town of Key Biscayne must still carry out an lnterlocal
agreement to set the terms and limitations of the funding allocation (i e frequency
of funding distnbution-monthly, quarterly or annually the need for certain
insurance requirements etc )
Should you need additional information you may contact me at 305-375-2960
Sincerely
Esther L Calas P E
Director
Attachment
C Wly Doatxnen(atOoatatl.nkt:Key Bacuynel don
12/13/2006 WED 15 25 FAX 3053753070
DIRECTOR S OFFICE 0 009
Date November 2, 2005
Memorandum '"'A"
To Honorable Chairman Joe A Martinez and Members
Beard of County Commissioners
From George M Burgess
County Manager
Subject Actions Taken at th Septem er 6 and eptember 22 2005 Budget Hearings
The following reformation summarizes and highlights the actions taken by the Board of County
Commissioners at the September 6 and September 22, 2005 budget heanggs For your
convenience detailed information is also provided through Attachments A through E, which
were enginally presented to you as part of the information for the first and second budget
hearings and approved as amended as part of the adopted budget Please notify Jennifer
Glazer -Moon at (305) 375-5143 if you identify any corrections or adjustments that should be
made to the information provided in this report
1 The following mlllages were adopted for FY 2005-06
• Countywide 5 835
• Fire Rescue Service Distrct 2 609
• Library District 0 486
• unincorporated Municipal Service Area 2 447
• Fire Rescue Debt Service 0 520
• Countywide Debt Service 0 285
2 At the request of the Board, on the September 16, 2005 Community Empowerment and
Economic Revitalization Committee meeting, the County Manager presented
,e774er. alternatives to the proposed secunty fees recommended as part of the FY 2005-06
Se sport Resource Allocation Plan Staff will be working with the cruise and cargo
Industnes as well as the Coast Guard the Flonda Department of Law Enforcement and
other stakeholders to carefully review the Seaport s security requirements and the
appropnate levels and delivery methods for such services The Board approved as part
of the information for the second budget heanng an adjustment to the Seaport FY 2005-
06 Budget defernng the subject fees until the beginning of January 2006 and a report
will be presented to the Board pnor to implementation The Seaport Security Task Force
wat, created to review existing federal and state secunty requirements, and to insure that
the Port of Miami facility security plan is in compliance with these requirements, to
identify areas where savings could be achieved, and to explore different funding options
to pay for existing security costs This task force is on going
3 As part of the deliberations and discussions at the September 6 2005 first budget
hearing, s number of reports are to be presented to the Board at a later date
A. By the end of the first quarter of FY 2005-06 the Department of Procurement
0 ,441 Management will report to the Board on the progress of the procurement process
improvements
B By the end of the first quarter of FY 2005-06 and through the infrastructure and
Land Use Committee the Department of Solid Waste Management will report to
304 of wa+ the Board on recommendations for new and Innovative ways to provide trash
services throughout the service area and appropriate funding mechanisms that
may include internal operational efficiencies
12/13/2006 WED 15 25 FAX 3053753070 DIRECTOR S OFFICE
®004
Honorable Chairman Joe A Martinez and Members
Board of County Commissioners
Page 2 of 3
bap C By the end of the first quarter of FY 2005-06 a report will be presented to the
Board on the Enterprise Resource Planning roadmap for implementation
4 The Board approved revised retail and wholesale water and wastewater rates and
deferred the implementation date for wholesale rates to January 1, 2006 to provide
sufficient time for County staff to work with the effected municipalities if necessary
revised rates will be presented to the Board for consideration
5 The Chairman s Budget Message for FY 2005-06 included the request for various
reports to be prepared by departments and presented to the Board at a later date
These reports include
A A comprehensive plan to address the affordable housing and workforce housing
issues, including the creation of redevelopment funds to leverage other
SSA resources A report on these issues was provided on October 12 2005
B An update to the Board in the upcoming Proposed Resource Allocation Plan on
the County's ability to complete all Quality Neighborhood Improvement Program
(QNIP) projects by the end of FY 2005-06
C A report to the Board identifying tangible efficiencies and opportunities in WASD
that can be implemented in the short-term to reduce the need for future rate base
adjustments
6 Pt the request of the Board the Miami -Dade Police Department will present to the Board
ce a comprehensive action plan that evaluates current and future staffing levels salary and
benefit issues, and overall infrastructure needs at the 9-1-1 Cali Center upon completion
by staff
7 As part pf,,tt)t; pteThber 22 2065 second buclgegtrh�arit,,, , �.g Q BPI director correcte
t � . ,c' �; �_Ci � 4l:i.iilr =►'�1 P N��AtIf s Cr��-+�i ee• Causeways Fun
evard � - seer Plan project it'I'3 A ar pperiod
8 Attachment E details final allocations to community -based organizations as approved at
r�. the second budget hearing Funding was also increased for the Mom and Pop Program
by $50 000 per distnct, for a total of $1 950 million
9 At the request of Commissioner Seijas $75 000 which was onginally allocated to
Parent Academy, was reallocated to Victim Services Center In addition the
Commissioner allocated $25 000 from her Oistnct Discretionary Reserve towards the
Victim Services Center
10 At the request of Commissioner Carey-Shuler the $35 000 for the Anti -Predatory
//FA Lending program will not be funded by the Housing Financing Authonty carryover
Funding will be identified at a later date
11 Other requests by the Board at the second budget heanng include
Development of a new cultural affairs process to allocate additional capital
04,144 Development
matching funds to address cultural infrastructure needs in the community
8 At the request of several commissioners staff will continue to work on a energy
conservation report to be presented to the Board upon completion
C At the request of Commissioner Rolle. staff will continue to research the costs
and benefits associated with the creation of a Children s Department and report
any findings to the Board.
D At the request of Commissioner Heyman, staff from MOT will kook into and report
on increasing fuel costs and how this affects Special Transportation Services
E At the request of venous members of the Board the Manager will submit for
Board consideration further recommendations regarding the transfer of Fire
Rescue light fleet maintenance to the Fire Rescue Distnct from the General
Services Administration upon analysis by Performance Improvement staff in the
12/13/2008 WED 15 26 FAX 3053753070 DIRECTOR S OFFICE
®005
d
Honorable Chairman Joe A. Martinez and Members
Board of County Commissioners
Page 3 of 3
Office of Strategic Business Management A report should be completed by the
end of the first Quarter of FY 2005-06
At the request of Commissioners Carey-Shuler and G,menez, the administration
will develop for Hoard consideration further budgetary internal controls to
minimize mid year and end -of -year adjustments
(3 Staff was requested to continue assessing the structural relationship between
Metro -Miami Action Plan and the Beacon Council
Attachments
cc Honorable Carlos Alvarez, Mayor
Murray A Greenberg, County Attorney
Assistant County Managers
Department Directors
Marvin O'Quinn, President Public Health Trust
Robert Meyers Executive Director Commission on Ethics and Public Trust
Christopher Mazzella, inspector General
Charles Anderson, Commission Auditor
OSBM Budget Staff
01013705
12/13/2006 NED 15 24 FAX 3053753070 DIRECTOR S OFFICE
0001
Fax
To 4.-C,Stk, e P-12-ner0S2,
Fax
34:58 ►31e
MIAMIDADE
PUBLIC WORKS DEPARTMENT
DIRECTOR'S OFFICE
111 NW 1st Street, Suite 1610
Miami, FL 33128,1970
Phone (305) 375-2960
Fax (305) 375-3070
From
Pages (including cover)
Phone Date
Re (SA4e r ( -rr jef4--
❑ Urgent
0 For Review 0 Please Comment
io-p...wo co
0 Please Reply 0 Please Recycle
Message
- ,. KEY 11Je"
VILLAGE OF KEY BISCAYNE
Office of the Village Clerk
Village Council
Robert L Vernon Mayor
Jorge E Mendta Vice Mayor
Michael Da%ey
Enrique Garcia
Steve Ltedman
Thomas Thornton
Patncta Weinman
Village Clerk
Conchita H Alvarez CMC
CERTIFICATION
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
I, Conchita H Alvarez duly appointed Village Clerk of the Village of Key Biscayne, Florida, do
hereby certify that the attached is a true and correct copy of
The Charter of the Village of Key Biscayne as amended on April 11th, 2006
IN WITNESS WHEREOF, I hereunto set my hand and affix the Seal of the Village of Key Biscayne,
Florida, this 12th day of December, 2006
ita H Alvarez, CMC
e Clerk
e of Key Biscayne, Florida
88 West McIntyre Street • Suite 220 • Key Biscayne Florida 33149 • (305) 365 5506 • Fax (305) 365 8914
\IISSIO\ STAFLMMEV1 10 PRO\ IDE 4 SAFE QIALIT' (O\I\IL \Ill L\\IR01\IE\l FOR ALL ISL\\l)I RS IHROIfti RESPONSIBLE GOVLRNME\f
u u u keybtscujne fl goy
PART I
CHARTER*
Article I Corporate Existence, Form of Government, Boundary and Powers
Sec 1 01 Corporate existence
Sec 102 Form of government
Sec 1 03 Corporate boundary/MAP
Sec 104 Powers
*Editor's note —Printed herein is the Municipal Charter of the Village of Key Biscayne as adopted by the
voters on June 18 1991 Amendments to the Charter are indicated by parenthetical history notes following amended
provisions The absence of a history note indicates that the provision remains unchanged from the onginal Charter
Obvious misspellings have been corrected without notation For stylistic purposes a uniform system of headings
catchlmes and citations to state statutes has been used Additions made for clarity are indicated by brackets
Notes from 1997 Charter Revision Commission The follownig are notes which are included m the Charter as
directed by the 1997 Charter Revision Commission
1 For historical purposes the Comittee wishes to note the following The members of the ongmal
Charter Committee were as follows
Luis Lauredo Chair
Betty Sime Vice Chair
Roberto Cambo Member
Michael Hill Member
Ed Sawyer Member
The Reporter was Hugh O Reilly and the attorney was Stuart Ames
2 The Charter Revision Commission of 1997 was appointed by the Village Council on December 10 1996
and met during the early months of 1997 to review the Village Charter The members of the Charter
Revision Commission were as follows
Betty Sime Chair
Michael Kahn Vice Chair
Paul Auchter Member
Martha Broucek Member
Ron Drucker Member
The Clerk was Conchita H Alvarez the Manager was C Samuel Kissinger and the attorneys were Richard
Jay Weiss Stephen J Helfman and Nina L Boniske As a result of those meetings 25 amendments were
proposed to the electorate Of the 25 amendments proposed 23 were approved by the electorate on June 10
1997
The Village Council proposed 3 additional amendments only one of which was approved by the electors on
June 10 1997
Notes from 2002 Charter Revision Commission The following are notes which are included m the Charter as
directed by the 2002 Charter Revision Commission
1 The Charter Revision Commission of 2002 was appointed by the Village Council on November 13
2001 (as ratified on January 15 2002) and met dunng the early months of 2002 to review the Village
Charter The members of the Charter Revision Commission were as follows
Martha F Broucek Chair
Michael A. Kahn Vice Chair
Stuart D Ames Member
Dr Michael E Kelly Member
Luis Lauredo Member
The Clerk was Conchita H Alvarez the Manager was C Samuel Kissinger and the attorneys were Richard
Jay Weiss and Tony L Recio As a result of those meetings 23 amendments were proposed to the electorate Of
the 23 amendments proposed 5 were approved by the electorate on July 9 2002
The Village Council proposed 1 additional amendment which was not approved by the electors on July 9
2002
2 The Charter below also reflects amendments to Sections 4 10 and 5 02 approved at a general election
on December 4 2001
Supp No 16 CHT 1
KEY BISCAYNE CODE
Sec 105 Construction
Sec 106 Capitalization
Article II Village Council, Mayor
Sec 2 01 Village Council
Sec 2 02 Mayor and Vice Mayor
Sec 2 03 Election and term of office
Sec 2 04 Qualifications
Sec 2 05 Vacancies, forfeiture of office filling of vacancies
Sec 2 06 Recall
Sec 2 07 No compensation, reimbursement for expenses
Article III Administrative
Sec 3 01
Sec 3 02
Sec 3 03
Sec 3 04
Sec 3 05
Sec 3 06
Sec 3 07
Sec 3 08
Sec 3 09
Village Manager
Appointment, removal, compensation
Powers and duties of the Village Manager
Village Clerk
Village Attorney
Village code of administrative regulations
Expenditure of Village funds
Competitive bid requirement
Removal of Council Appointees
Article IV Legislative
Sec 4 01 Council meeting procedure
Sec 4 02 Prohibitions
Sec 4 03 Action requiring an ordinance
Sec 4 04 Emergency ordinances
Sec 4 05 Annual budget adoption
Sec 4 06 Fiscal year
Sec 4 07 Appropriation amendments during the fiscal year
Sec 4 08 Authentication, recording and disposition of ordinances, resolutions and
charter amendments
Sec 4 09 Tax levy
Sec 410 Borrowing
Sec 4 11 Revenue Sharing
Sec 4 12 Village boards and agencies
Sec 4 13 Village Code, Ordinances and Resolutions
Sec 4 14 Special Assessments
Article V Elections
Sec 5 01 Elections
Sec 5 02 Initiative and referendum
Sec 5 03 Form of ballots
Supp No 16 CHT 2
CHARTER
Sec 6 01
Sec 6 02
Sec 6 03
Article VI Charter Amendments
Charter Amendments
Procedure to amend
Form of ballot
Article VII General Provisions
Sec 7 01 No casino gambling
Sec 7 02 Severability
Sec 7 03 Conflicts of interest, ethical standards
Sec 7 04 Village personnel system merit principle
Sec 7 05 Grants and Charitable contributions
Sec 7 06 Charter revision
Sec 7 07 Variation of pronouns
Sec 8 01
Sec 8 04
Sec 8 08
Article VIII Transition Provisions
Temporary nature of Article
Taxes and fees
Transition provisions to facilitate change to two-year terms
Supp No 16 CHT 3
CHARTER § 1 03
ARTICLE I CORPORATE EXISTENCE, FORM OF GOVERNMENT,
BOUNDARY AND POWERS
Section 1 01 Corporate existence
A municipal corporation known as Village of Key Biscayne (the "Village") is hereby created
pursuant to the Constitution of the State of Florida (the "State") and the Home Rule Charter
of Miami Dade County (the "County") The corporate existence of the Village shall commence
upon the adoption of this Charter
(Res No 97-15, 4-1-97/6-10 97, Res No 2002 21, 4 30-02/7-9-02)
Section 1 02 Form of government
The Village shall have a "Council Manager" form of government
(Res No 97-15, 4 1 97/6-10 97)
Section 1 03 Corporate boundary/MAP
The corporate boundary of the Village shall be as follows
BEGIN at the point of intersection of the West hne of Crandon Boulevard with the South
line of Crandon Park said point of intersection also being the Northeast corner of Tract 1
of SUBDIVISION OF A PORTION OF MATHESON ESTATE, KEY BISCAYNE, DADE
COUNTY, FLORIDA, according to the plat thereof recorded m Plat Book 46 at Page 86 of
the Public Records of Dade County, Florida, thence run Westerly along said South line of
Crandon Park, also being the North line of said Tract 1 and its Westerly extension to a point
in the waters of Biscayne Bay, said point being 1,200 feet Westerly of the most Northwest
erly corner of Tract B of FOURTH ADDITION TO TROPICAL ISLE HOMES SUBDIVI
SION, according to the plat thereof recorded in Plat Book 53 at Page 39 of the Pubhc
Records of Dade County, Florida, thence run Southwesterly, to a point in the waters of
Biscayne Bay, said point being the point of intersection with the Southwesterly extension of
the Southeasterly hne of Lot 7 m Block 1 of MASHTA POINT SUBDIVISION, according to
the plat thereof recorded in Plat Book 131 at Page 37 of the Pubhc Records of Dade County,
Florida, said point of intersection being 1,000 feet Southwesterly of the most Southeasterly
corner of said Lot 7, as measured along the Southwesterly extension of the Southeasterly
line of said Lot 7 thence run Southeasterly to a point in the waters of Biscayne Bay, said
point being the point of intersection of the Southwesterly extension of the Southeasterly line
of Lot 17 of SMUGGLERS COVE according to the plat thereof recorded in Plat Book 78 at
Page 83 of the Public Records of Dade County, Florida, with the Westerly extension of the
South hne of the Waterway shown on the plat of CANOGAPROPERTIES—KEY BISCAYNE,
FLORIDA, according to the plat thereof recorded in Plat Book 65 at Page 88 of the Public
Records of Dade County, Florida thence run Easterly, along the South hne of said Waterway
and its Westerly and Easterly extensions to a point in the Atlantic Ocean, 500 feet Easterly
of the Erosion Control Line, as said Erosion Control Line is shown on the plat thereof
recorded in Plat Book 74 at Page 26 of the Pubhc Records of Dade County, Florida, thence
run Northerly along a hne 500 feet Easterly of and parallel to the said Erosion Control Line
Supp No 16 CHT 5
§ 103 KEY BISCAYNE CODE
to the point of intersection with the Easterly extension of the said South line of Crandon
Park, thence run Westerly along the said South line of Crandon Park and its Easterly
extension to the Point of Beginning,
AND
BEGIN at the point of intersection of said South line of Crandon Park with the centerline
of Crandon Boulevard, said centerline of Crandon Boulevard being the centerline of Tract 10
of said plat of SUBDIVISION OF A PORTION OF MATHESON ESTATE, KEY BISCAYNE,
DADE COUNTY, FLORIDA and its Northeasterly extension, thence run Westerly along the
South Line of Crandon Park for a distance of 400 feet, thence run Northerly at right angles
to the South line of Crandon Park for a distance of 700 feet, thence run Easterly parallel
with the South Line of Crandon Park for a distance of 750 feet more or less to said centerline
of Crandon Boulevard, thence run Southwesterly along said centerline of Crandon Boule-
vard for a distance of 783 feet more or less to the South boundary of Crandon Park and to
the POINT OF BEGINNING
Supp No 16 CHT 6
CHARTER
§ 1 03
Village of Key Biscayne, Florida
Biscayne
Bay
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(Res No 97 15, 4-1 97/6 10-97)
Supp No 16
CHT 7
§ 104 KEY BISCAYNE CODE
Section 1 04 Powers
The Village shall have all available governmental, corporate and proprietary powers
Through the adoption of this Charter, it is the intent of the electors of the Village that the
municipal government established herein have the broadest exercise of home rule powers
permitted under the Constitution and laws of the State
(Res No 97-15, 4-1-97/6-10-97)
Section 105 Construction
The powers of the Village shall be construed liberally in favor of the Village
(Res No 97-15, 4-1-97/6-10-97)
Section 1 06 Capitalization
When a defined word is enclosed in quotes and m parentheses after the definition that word
shall be treated as a defined term m the remainder of this Charter when capitalized
(Res No 97 15, 4-1-97/6-10-97)
ARTICLE II VILLAGE COUNCIL, MAYOR*
Section 2 01 Village Council
There shall be a Village Council (the "Council") with all legislative powers of the Village
vested therein consisting of six (6) members ("Council Members") and the Mayor References
in this Charter to Council Members shall mclude the Mayor unless the context otherwise
requires
(Ord No 92 18, § 1, 8-11-92/11-3-92, Res No 97-15, 4-1 97/6-10-97)
Section 2 02 Mayor and Vice Mayor
(a) Mayor The Mayor shall preside at meetings of the Council, be a voting member of the
Council, name committees of the Council and appoint members of the Village boards and
agencies with the approval of the Council The Mayor shall be recognized as head of Village
government for all ceremonial purposes and for purposes of military law, for service of process,
execution of duly authorized contracts, deeds and other documents and as the Village official
designated to represent the Village m all dealings with other governmental entities The
Mayor shall annually present a state of the Village message and an annual budget message
*Editor's note —Pursuant to Ord No 92-18, § 1, adopted on August 11, 1992, and approved
by the voters on November 3, 1992, the title of article II of the Charter has been changed from
"Village Board of Trustees, Mayor" to "Village Council, Mayor "
(Res No 97 15, 4-1-97/6-10-97)
Code reference —Village Council, § 2-21 et seq
Supp No 16 CHT 8
CHARTER § 2 05
(b) Vice Mayor During the absence or incapacity of the Mayor the Vice Mayor shall have all
the powers, authority, duties and responsibilities of the Mayor At the first Council meeting
after each regular Village election, or in any calendar year in which there is no regular Village
election, at the first Council meeting in the month of November of such year, the Council shall
elect one (1) of its members as Vice Mayor
(Ord No 92-18, § 1, 8-11-92/11-3 92, Res No 97-15, 4 1 97/6 10 97)
Section 2 03 Election and term of office
(a) Each Council Member and the Mayor shall be elected at large for a two (2) year term by
the electors of the Village in the manner provided in Article V of this Charter However,
beginning with the 2006 elections, a transition shall commence in the length of the term of
office by providing for Council Members to be elected at large for a four (4) year term by the
electors of the Village in the manner provided in Article V of this Charter In order to create
and maintain staggered terms which provides continuity in the legislative branch of govern
ment, there shall be a transition made from two (2) year terms to four (4) year terms This
transition from a two (2) year term to a four (4) year term of office shall be accomplished by
providing that the three (3) Council Members receiving the most votes at the 2006 election
shall receive four (4) year terms of office and the remaining three (3) Council Members who are
elected at the 2006 election shall receive two (2) year terms of office The Mayor shall continue
to be elected for a two (2) year term
(b) No person shall serve as Mayor for more than two (2) consecutive elected terms, and no
person may serve on the Council, or as any combination of Mayor and Council Member, for
more than eight (8) consecutive years
(Ord No 92-18, § 1, 8-11 92/11 3 92, Res No 97 15, 4 1 97/6 10-97, Res No 2002-21,
4 30 02/7-9-02, Ord No 2005-4, § 2, 5-10-05/4 11 06)
Section 2 04 Qualifications
Candidates for Council Member or Mayor shall qualify for election by the filing of a written
notice of candidacy with the Clerk of the Village at such time and in such manner as may be
prescribed by ordinance and payment to the Village Clerk of the sum of one hundred dollars
($100 00) as a qualifying fee A candidate for Mayor may not be a candidate for Council
Member in the same election Only electors of the Village who have resided continuously and
have been a registered voter in the Village for at least one (1) year preceding the date of such
filing shall be eligible to hold the office of Council Member or Mayor
(Ord No 92-18, § 1, 8-11-92/11-3-92, Res No 97-15, 4-1 97/6-10 97, Res No 2002-21,
4-30-02/7-9 02)
Section 2 05 Vacancies, forfeiture of office, filling of vacancies
(a) Vacancies The office of a Council Member or Mayor shall become vacant upon his/her
death, resignation, removal from office in any manner authorized by law or forfeiture of his/her
office
Supp No 23 CHT 9
§ 2 05 KEY BISCAYNE CODE
(b) Forfeiture of office
(1) Forfeiture by disqualification A Council Member shall forfeit his/her office if at any
time during his/her term s/he ceases to maintain his/her permanent residence in the
Village or otherwise ceases, without good cause, to be a qualified elector of the Village
(u) Forfeiture by absence A Council. Member shall be subject to forfeiture of his/her office,
in the discretion of the remaimng Council Members, if s/he is absent without good
cause from any three (3) regular meetings of the Council during any calendar year, or
if s/he is absent without good cause from any three (3), consecutive Regular Meetings
of the Council, whether or not during the same calendar year
(ui) Procedures The Council shall be the sole judge of the qualifications of its members and
shall hear all questions relating to forfeiture of a Council Member's office, including
whether or not good cause for absence has been or may be established The burden of
establishing good cause shall be on the Council Member in question, provided
however, that any Council Member may at any time during any duly held meeting
move to establish good cause for the absence of him/herself or any other Council
Member, from any past, present or future meeting(s), which motion, if carried, shall be
conclusive A Council Member whose qualifications are in question or who is otherwise
subject to forfeiture of his/her office shall not vote on any such matters The Council
Member in question shall be entitled to a public hearing(s) on request If a public
hearing is requested, notice thereof shall be published m one (1) or more newspapers
of general circulation m the Village at least one (1) week in advance of the hearing Any
final determination by the Council that a Council Member has forfeited his/her office
shall be made by resolution All votes and other acts of the Council Member in question
prior to the effective date of such resolution shall be valid regardless of the grounds of
forfeiture
(c) Filling of vacancies A vacancy on the Council or in the office of Mayor shall be filled as
follows
(i) If the vacancy occurs on the Council and less than six (6) months remain in the
unexpired term, the vacancy shall be filled by the Council If the vacancy occurs in the
office of Mayor and less than six (6) months remain in the unexpired term, the vacancy
shall be filled by vote of the Council from among its members
(u) If one (1) year or more remains in the unexpired term, the vacancy shall be filled by a
special election to be held not sooner than thirty (30) days or more than ninety (90)
days following the occurrence of the vacancy
(m) If six (6) months or more but less than one (1) year remain, the vacancy shall be filled
by the Council as provided for m paragraph (i) of this subsection (c) unless there is a
Village, County, State or a national election scheduled to take place on any date(s)
within such period, m which case the vacancy shall be filled by special election on the
first such election date
Supp No 23 CHT 10
CHARTER § 2 05
(iv) If there is no qualified candidate for any vacancy in any election, the Council shall
appoint a person qualified under this Article for the vacancy
(v) Notwithstanding any quorum requirements established herein, if at any time the full
membership of the Council is reduced to less than a quorum, the remaining members
may, by majority vote, appoint additional members to the extent otherwise permitted
or required under this subsection (c)
(vi) In the event that all the members of the Council are removed by death disability,
recall, forfeiture of office and/or resignation, the Governor shall appoint interim
Council Members who shall call a special election within not less than thirty (30) days
or more than sixty (60) days after such appointment and such election shall be held in
Supp No 23 CHT• 10 1
CHARTER § 3 03
the same manner as the first elections under this Charter, provided however that if
there are less than six (6) months remaining in the unexpired terms, the interim
Council appointed by the Governor shall serve out the unexpired terms Appointees
must meet all requirements for candidates provided for in the last sentence of Section
2 04
(Ord No 92 18, § 1, 8-11-92/11 3 92, Res No 97 15, 4 1 97/6 10 97)
Section 2 06 Recall
The electors of the Village shall have the power to recall and to remove from office any
elected official of the Village to the extent permitted by the Constitution and laws of the State
The minimum number of electors of the Village which shall be required to initiate a recall
petition shall be ten percent (10%) of the total number of electors of the Village as of the
preceding Village election
(Res No 97-15, 4-1 97/6 10-97)
Section 2 07 No compensation, reimbursement for expenses
Council Members (including the Mayor) shall serve without compensation but shall receive
reimbursement in accordance with applicable law, or as may be otherwise provided by
ordinance, for authorized travel and per diem expenses incurred m the performance of their
official duties
(Ord No 92-18, § 1, 8 11 92/11-3-92, Res No 97-15, 4 1-97/6-10 97)
ARTICLE III ADMINISTRATIVE*
Section 3 01 Village Manager
There shall be a Village Manager (the "Manager") who shall be the chief administrative
officer of the Village The Manager shall be responsible to the Council for the administration
of all Village affairs
(Ord No 92-18, § 1, 8-11-92/11-3 92, Res No 97-15, 4-1-97/6 10 97)
Section 3 02 Appointment, removal, compensation
The Council shall appoint the Manager for an indefinite term The Council may remove the
Manager as provided in Section 3 09 The compensation of the Manager shall be fixed by the
Council
(Ord No 92-18, § 1, 8 11-92/11 3 92, Res No 97 15, 4 1-97/6-10 97)
Section 3 03 Powers and duties of the Village Manager
The Manager shall
(1) Be responsible for the appointment, supervision and removal of all Village employees,
*Code reference —Administration, ch 2
Supp No 16 CHT 11
§ 3 03 KEY BISCAYNE CODE
(2) Direct and supervise the administration of all departments and offices but not Village
boards or agencies, unless so directed by the Council from time to time,
(3) Attend all Council meetings except when excused by the Council and shall participate
in discussion but not have the right to vote,
(4) See that all laws, provisions of this Charter and acts of the Council, subject to
enforcement and/or administration by him/her or by officers subject to his/her direction
and supervision are faithfully executed,
(5) Prepare and submit to the Council a proposed annual budget and capital program,
(6) Submit to the Council and make available to the public an annual report on the
finances and administrative activities of the Village as of the end of each fiscal year,
(7) Prepare such other reports as the Council may require concerning the operations of
Village departments offices, boards and agencies,
(8) Keep the Council fully advised as to the financial condition and future needs of the
Village and make such recommendations to the Council concerning the affairs of the
Village as s/he deems to be in the best interests of the Village,
(9) Execute contracts, deeds and other documents on behalf of the Village as authorized by
the Council and
(10) Perform such other duties as are specified in this Charter or as may be required by the
Council
(Ord No 92 18 § 1 8-11 92/11-3-92, Res No 97-15, 4 1 97/6 10-97)
Section 3 04 Village Clerk
The Council shall appoint a Village Clerk (the "Clerk" or "Village Clerk") for an indefinite
term The compensation of the Clerk shall be fixed by the Council The Clerk shall give notice
of Council meetings to its members and the public, shall keep minutes of its proceedings which
shall be a pubhc record and shall perform such other duties as the Council may prescribe from
time to time The Clerk shall report to the Council and may be removed by the Council as
provided in Section 3 09
(Ord No 92-18, § 1, 8-11-92/11 3-92, Res No 97 15, 4 1 97/6 10-97)
Section 3 05 Village Attorney
The Council may from time to time appoint an individual attorney or a law firm to act as the
Village Attorney (the "Village Attorney") under such terms and conditions as are consistent
with this Charter and as may be estabhshed by the Council The Village Attorney shall report
to the Council and may be removed by the Council at any time
(Ord No 92 18, § 1, 8-11 92/11 3-92, Res No 97-15, 4 1 97/6-10-97)
Supp No 16 CHT 12
CHARTER § 4 01
Section 3 06 Village code of administrative regulations
The Manager shall maintain a Village code of administrative regulations The council shall,
by ordinance, establish appropriate procedures for reasonable notice and public comment on
proposed administrative regulations prior to taking final action on the same
(Ord No 92-18, § 1, 8 11 92/11 3 92, Res No 97 15, 4-1 97/6 10-97, Res No 2002 21,
4-30 02/7-9 02)
Section 3 07 Expenditure of Village funds
(a) Generally No funds of the Village shall be expended except pursuant to duly approved
appropriations
(b) Capital Projects The Council may authorize expenditures for (0 the acquisition
construction renovation, or improvement of public buildings or facilities, (ii) purchase of land,
or (in) the purchase of equipment Each of the categories 1, ii and iii, irrespective of cost, is a
"Capital Project" A resolution or ordinance, as required approving a Capital Project shall
contain at a minimum a description and the projected cost of the Capital Project and be
specifically labeled "Capital Project Authorizing Resolution or Ordinance" ("Capital Project
Legislation")
(Res No 97-15 4 1 97/6 10-97, Res No 2002-21, 4 30-02/7-9-02)
Section 3 08 Competitive bid requirement
Except as otherwise provided by law or ordinance, contracts for public improvements and
purchases of supplies, materials or services shall be awarded or made on the basis of
specifications and competitive bids, except in cases where the Council determines that it is
impracticable to do so
(Ord No 92-18, § 1, 8 11-92/11 3 92, Res No 97 15, 4-1 97/6-10 97)
Section 3 09 Removal of Council Appointees
The Village Manager and the Village Clerk (each is a "Council Appointee") may be
suspended with pay pending removal by a resolution which shall set forth the reasons for
suspension and proposed removal A copy of such resolution shall be served immediately upon
the affected Council Appointee The affected Council Appointee shall have fifteen (15) days in
which to reply thereto in writing, and upon request, shall be afforded a public hearing, which
shall occur not earlier than ten (10) days nor later than 15 days after such hearing is
requested, and after full consideration, the Village Council may adopt a final resolution of
removal The affected Council Appointee shall continue to receive full compensation until the
effective date of a final resolution of removal
(Res No 97 15, 4-1 97/6 10-97)
ARTICLE IV LEGISLATIVE
Section 4 01 Council meeting procedure
(a) Meetings The Council shall hold at least eleven (11) regular monthly meetings in each
calendar year, at such times and places as the Council may prescribe by rule ("Regular
Meetings") Special meetings may be held on the call of the Mayor or by four (4) members of
Supp No 16 CHT 13
§ 4 01 KEY BISCAYNE CODE
the Council and upon no less than twenty-four (24) hours' notice to each member and the
pubhc, or such shorter time as a majority of the Council shall deem necessary m case of an
emergency affecting hfe, health, property or the public peace
(b) Rules and minutes The Council shall determine its own rules of procedure and order of
business and shall keep minutes open for pubhc inspection
(c) Quorum and voting Any four (4) members of the Council shall constitute a quorum but
a smaller number may adjourn from time to time and may compel the attendance of absent
members in a manner and subject to the penalties prescribed by the rules of the Council
Voting on ordinances and resolutions shall be by roll call on final action and shall be recorded
in the minutes Except as otherwise specially provided in this Charter, no action of the Council
shall be valid or binding unless adopted by the affirmative votes of at least four (4) Council
Members In the event that four (4) or more members of the Council are ineligible to vote on
a particular matter due to required abstention pursuant to Florida law, then the remaining
members of the Council may vote and approve such matter by unanimous vote
(d) Meeting time limits No meeting of the Council shall extend later than 11 00 p m except
upon the affirmative vote of five (5) Council Members, or if less than five (5) Council Members
are present, upon the unanimous vote of all Council. Members present at the meeting
(Ord No 92-17, § 1, 8-11-92/11 3-92, Ord No 92 18, § 1, 8-11-92/11-3 92 Res No 97-15,
4-1-97/6-10 97)
Section 4 02 Prohibitions
(a) Appointment[s] and removals Neither the Council nor any of its members shall in any
manner dictate the appointment or removal of any Village administrative officers or employees
whom the Manager or any of his/her subordhnates is empowered to appoint, but the Council
may express its views and fully and freely discuss with the Manager anything pertaining to
appointment and removal of such officers and employees
(b) Interference with admintstration Except for the purpose of inquiries and investigations
made in good faith, the Council or its members shall deal with Village officers and employees
who are subject to the direction and supervision of the Manager solely through the Manager,
and neither the Council nor its members shall give orders to any such officer or employee,
either publicly or privately It is the express intent of this Charter that recommendations for
improvement m Village government operations by individual Council Members be made solely
to and through the Manager No individual Council Member shall give orders to the Manager
(c) Holding other office No elected Village official shall hold any appointive Village office or
employment while in office No former elected Village official shall hold any compensated
appointive Village office or employment until one (1) year after the expiration of his/her term
(Ord No 92 18, § 1, 8-11-92/11-3-92, Res No 97-15, 4-1 97/6-10-97)
Supp No 16 CHT 14
CHARTER § 4 04
Section 4 03 Action requiring an ordinance
In addition to other acts required by law or by specific provision of this Charter to be effected
or authorized by ordinance those acts of the Village Council shall be by ordinance which
(1) Adopt or amend an administrative regulation or establish, alter or abolish any Village
office, department, board or agency,
(2) Establish a rule or regulation the violation of which carries a penalty,
(3) Levy taxes or appropriate funds
(4) Grant, renew or extend a franchise,
(5) Set service or user charges for municipal services or grant administrative authority to
set such charges,
(6) Authorize the borrowing of money
(7) Convey or lease or authorize by administrative action the conveyance or lease of any
lands of the Village
(8) Amend or repeal any ordinance previously adopted except as otherwise provided in
this Charter, or
(9) Approve a Capital Project in excess of $500 000 When an ordinance authorizing a
Capital Project in excess of $500,000 has been approved upon first reading, notice of
the date and time of the second reading shall be provided ("Second Reading Notice")
The Second Reading Notice shall include a brief description of the Capital Project and
its cost and shall be published in addition to and contemporaneously with notices
regularly published for second readings Each Village elector shall be sent a Second
Reading Notice by postcard Action taken by the Council on a Capital Project shall not
be voided by the failure of an individual Village elector to receive a Second Reading
Notice postcard
(Ord No 92 18, § 1, 8 11-92/11-3-92, Res No 97 15, 4 1-97/6 10 97, Res No 2Q02-21
4 30-02/7-9 02)
Section 4 04 Emergency ordinances
(a) Authorization form To meet a public emergency affecting hfe, health, property or the
public peace the Council may adopt, in the manner provided in this Section, one or more
emergency ordinances, but such ordinances may not levy taxes, grant, renew or extend any
municipal franchise, set service or user charges for any municipal services, or authorize the
borrowing of money except as provided under the emergency appropriations provisions of this
Charter if apphcable An emergency ordinance shall be introduced m the form and manner
prescribed for ordinances generally, except that it shall be plainly designated in a preamble as
an emergency ordinance and shall contain, after the enacting clause, a declaration stating that
an emergency exists and describing it m clear and specific terms
Supp No 16 CHT 15
§ 4 04 KEY BISCAYNE CODE
(b) Procedure An emergency ordinance may be adopted with or without amendment or
rejected at the meeting at which it is introduced After its adoption, the ordinance shall be
published and printed as prescribed for other ordinances
(c) Effective date Emergency ordinances shall become effective upon adoption or at such
other date as may be specified in the ordinance
(d) Repeal Every emergency ordinance except emergency appropriation ordinances shall
automatically be repealed as of the sixty-first (61st) day following its effective date, but this
shall not prevent re enactment of the ordinance under regular procedures, or if the emergency
still exists, in the manner specified in this Section An emergency ordinance may also be
repealed by adoption of a repealing ordinance m the same manner specified in this Section for
adoption of emergency ordinances
(e) Emergency appropriations The Council may make emergency appropriations in the
manner provided in this Section To the extent that there are no available unappropriated
revenues to meet such appropriations, the Council may by such emergency ordinance (without
regard to Section 4 10) authorize the issuance of emergency notes, which may be renewed from
time to time but the emergency notes, including renewals thereof, shall be payable not later
than the last day of the fiscal year next succeeding the fiscal year in which the emergency
appropriation ordinance was originally adopted
(Ord No 92-18, § 1 8-11 92/11-3-92, Res No 97-15, 4 1-97/6-10-97)
Section 4 05 Annual budget adoption
(a) Balanced budget Each annual budget adopted by the Council shall be a balanced
budget
(b) Budget adoption The Council shall by ordinance adopt the annual budget on or before
the last day of September of each year If it fails to adopt the annual budget by this date, the
Council may by resolution direct that the amounts appropriated for current operations for the
then ending fiscal year be deemed appropriate for the ensuing fiscal year for a period of fifteen
(15) days and may be renewed by resolution each fifteen (15) days, with all items m it prorated
accordingly, until such time as the Council adopts an annual budget for the ensuing fiscal year
An ordinance adopting an annual budget shall constitute appropriations of the amounts
specified therein
(c) Specific appropriation The budget shall be specific as to the nature of each category of
appropriations therein Reasonable appropriations may be made for contingencies, but only
within defined spending categories The Village Manager may at any time, transfer any
unencumbered appropriation balance or portion thereof between classifications of expendi-
tures within an office or department
(d) Deferred compensation pensions Contributions to pension and other deferred compen-
sation plans or arrangements for Village employees may be made under such terms and
conditions as the Council may establish from time to time in accordance with sound actuarial
principles
(Ord No 92-18, § 1, 8-11-92/11-3-92, Res No 97-15, 4-1 97/6-10-97)
Supp No 16 CHT' 16
CHARTER § 4 09
Section 4 06 Fiscal year
The fiscal year of the Village government shall begin on the first (1st) day of October and
shall end on the last day of September of the following calendar year Such fiscal year shall also
constitute the annual budget and accounting year
(Res No 97 15, 4-1 97/6-10 97)
Section 4 07 Appropriation amendments during the fiscal year
(a) Supplemental appropriations If, during any fiscal year, revenues in excess of those
estimated in the annual budget are available for appropriation the Council may by ordinance
make supplemental appropriations for the fiscal year up to the amount of such excess
(b) Reduction of appropriations If, at any time during the fiscal year it appears probable
to the Manager that the revenues available will be insufficient to meet the amounts
appropriated s/he shall report to the Council without delay, indicating the estimated amount
of the deficit and his/her recommendations as to the remedial action to be taken The Council
shall then take such action as it deems appropriate to prevent any deficit spending not covered
by adequate reserves
(Ord No 92 18, § 1 8-11-92/11 3 92 Res No 97 15, 4 1 97/6-10 97)
Section 4 08 Authentication, recording and disposition of ordinances, resolutions
and charter amendments
(a) Authentication The Mayor or the Clerk shall authenticate by his/her signature all
ordinances and resolutions adopted by the Council. In addition when charter amendments
have been approved by the electors, the Mayor and the Clerk shall authenticate by their
signatures the charter amendment such authentication to reflect the approval of the charter
amendment by the electorate
(b) Recording The Clerk shall keep properly indexed books in which shall be recorded, in
full, all ordinances and resolutions passed by the Council Ordinances shall, at the direction of
the Council be periodically codified The Clerk shall also maintain the Village Charter in
current form and shall enter all charter amendments
(c) Printing The Council shall, by ordinance, establish procedures for making all resolu-
tions, ordinances, technical codes adopted by reference and this Charter available to the
people of the Village for public inspection and available for purchase at a reasonable price
(Ord No 92 18, § 1, 8 11 92/11 3 92, Res No 97-15, 4 1-97/6 10 97)
Section 4 09 Tax levy
The Village shall have the right to levy, assess and collect all such taxes as are permitted by
law, including without limitation ad valorem, excise, franchise or privilege taxes and taxes on
services and utilities
(Res No 97-15 4-1 97/6-10-97)
Supp No 16 CHT 17
§ 4 10 KEY BISCAYNE CODE
Section 4 10 Borrowing
(a) Debt Approval The Village shall incur no Debt unless the incurrence of such Debt is
approved by at least five (5) Council Members
(b) Limits The total Debt of the Village, including amounts authorized but still not drawn
down under existing loan agreements and other contractual arrangements with banks and
other financial institutions, underwriters, brokers and/or intermediaries, shall not exceed the
greater of
1 one percent (1%) of the total assessed value of all property within the Village, as
certified by the Miami -Dade County Property Appraiser for the current fiscal year, or
11 that amount which would cause annual Debt Service to equal fifteen percent (15%) of
General Fund expenditures for the previous fiscal year
(c) Definitions As used in this Section 4 10 the following terms shall have the meanings
ascribed to them in this subsection
1 "Debt" means any obligation of the Village to repay borrowed money however
evidenced since the date of its incorporation regardless of tenor or term for which it
was originally contracted or subsequently converted through refinancing or novation,
except (A) any obligation required to be repaid in less than a year and which was
incurred solely for emergency relief of natural disasters, or (B) that portion of any
obligation for operations which are financed and operated m an independent, self-
liquidating manner and recovered entirely through currently collected user fees and
charges
u "Debt Service" shall include, without limitation thereto, scheduled interest payments,
repayments of principal and all financial fees arising from Debt or from the underlying
contractual obligations, whether as originally incurred or subsequently deferred or
otherwise renegotiated
in "General Fund" shall mean any and all revenues of the Village, from whatever source
derived, except those revenues derived from special assessments, user fees and
charges and designated as a separate fund to finance goods and services to the public
(Ord No 92 18, § 1, 8-11-92/11-3 92, Res No 97-15, 4-1 97/6-10-97, Res No 2001-8,
9-19-01/12-4-01)
Section 4 11 Revenue Sharing
No funds of the Village shall be paid to the County or other governmental entity pursuant
to a revenue distribution or "revenue sharing" program
(Res No 97-15, 4-1-97/6-10-97)
Section 4 12 Village boards and agencies
The Council shall estabhsh or terminate such boards and agencies as it may deem advisable
from time to time The boards and agencies shall report to the Council
(Ord No 92-18, § 1, 8-11 92/11-3 92, Res No 97-15, 4-1-97/6-10-97)
Supp No 16 CHT 18
CHARTER § 5 01
Section 4 13 Village Code, Ordinances and Resolutions
Except as otherwise modified or replaced by this Charter or by the Village Council, all codes,
ordinances and resolutions of the Village and of Miami -Dade County, as applicable to the
Village, which County and Village Codes, ordinances and resolutions are in effect as of April
1, 1997, shall remain in force and effect as municipal codes, ordinances and resolutions of the
Village
(Ord No 92-18, § 1, 8-11-92/11 3 92, Res No 97 15, 4-1 97/6-10-97 Res No 2002-21,
4 30-02/7 9 02)
Section 4 14 Special Assessments
Properties may be specially assessed according to law however no properties shall be
specially assessed by the Village, unless
(a) A majority of the owners of the properties to be specially assessed petition the Village
for a special assessment or
(b) An election of the property owners to be specially assessed is held to approve the
special assessment and a majority of the property owners voting, one (1) vote per
property, on a proposed special assessment vote in its favor
(Res No 2000-11, § 4, 3-14 00/5 16 00)
ARTICLE V ELECTIONS
Section 5 01 Elections
(a) Electors Any person who is a resident of the Village, has qualified as an elector of the
State and registers to vote in the manner prescribed by law shall be an elector of the Village
(b) Nonpartisan elections All elections for the offices of Councilmember and Mayor shall be
conducted on a nonpartisan basis
(c) Election date A primary election for the office of Mayor shall be held in each
even numbered year on the first Tuesday following the first Monday of October A regular
election for Mayor and Council positions shall be held in November of each even -numbered
year, on the same day U S congressional elections are held, or if none are held in any year, on
the first Tuesday following the first Monday of November of that year Notwithstanding any
contrary provisions of this section, the Village Council may, by ordinance enacted pursuant to
Section 100 3605(2), Florida Statutes, or independent of such statutory basis by virtue of the
enabling authority provided in this subsection (c), from time to time, change the dates for
conducting mayoral primary, and all regular and special elections for the election of the Mayor
and/or Village Council and provide for the orderly transition of office resulting from such date
changes
Supp No 23 CHT' 19
§ 5 01 KEY BISCAYNE CODE
(d) Primary elections There shall be no primary election for Mayor if no more than two (2)
candidates qualify to run for the office of Mayor In the event that a primary election is not
necessary, as described above, the qualified candidates' names for the office of Mayor shall be
placed on the regular election ballot, unless otherwise specified by paragraph (h) below The
ballot for the primary election shall contain the names of all qualified candidates for Mayor
and shall instruct electors to cast one (1) vote for Mayor
(e) Regular Election The ballot for the regular election shall contain the names of the two
(2) candidates for Mayor who received the most votes in the primary election The ballot for the
regular election shall also contain the names of the qualified candidates for Council The ballot
shall instruct electors to cast one (1) vote for Mayor and to cast a number of votes for the
Council not greater than the number of the contested Council positions, with a maximum of
one vote per candidate The candidate for Mayor receiving the most votes shall be the duly
elected Mayor The candidates for Council receiving the most votes shall be duly elected to the
positions on the Council which are up for election
(f) Special elections Special elections, when required, shall be scheduled by the Council at
such times and in such manner as shall be consistent with this Charter
(g) Tie Votes If the mayoral primary election results in two or more candidates receiving a
tie vote such that the number of candidates to be placed on the mayoral ballot for the regular
election would exceed the limitations in subsection (e), all candidates receiving a tie vote shall
be listed on the mayoral ballot for the general election and the limitations m subsection (e)
shall not apply If a tie vote occurs in the regular election between two (2) or more candidates
for either the office of Mayor or Councilmember, the tie vote shall be decided by lot under the
direction of the Village Clerk
(h) Single candidates In the event that the number of persons who qualify as candidates for
the Council Member positions to be filled at an election is equal to or less than the number of
positions to be filled at such election, those positions shall not be listed on the primary or
regular election ballot No election for Mayor shall be required m any election if there is only
one duly qualified candidate for Mayor The duly quahfied candidates shall be deemed elected
(i) Absentee votes Absentee voting will be permitted as provided by the laws of the State
and under such conditions as may be prescribed by ordinance from time to time, provided,
however, that no ordinance shall hmit the right to vote by absentee ballot available under
State law
(j) Commencement of terms The term of office of any elected official will commence seven
(7) days following the day of the regular election or special election at which s/he is elected
(Ord No 92-18, § 1, 8-11-92/113-92, Res No 97-15, 4-1-97/6-10-97, Res No 2002-21,
4-30 02/7-9-02, Ord No 2004-10, § 2, 8-31-04, Ord No 2005 11, § 2, 7-5-05/4-11-06)
Section 5 02 Initiative and referendum
(a) Power to initiate and reconsider ordinances
(i) Initiative The electors of the Village shall have power to propose ordinances to the
Council and, if the Council fails to adopt an ordinance so proposed without any change
Supp No 23 CHT'20
CHARTER § 5 02
in substance, to adopt or reject it at a Village election, provided that such power shall
not extend to the annual budget or any ordinance appropriating money, levying taxes
or setting salaries of Village officers or employees
Supp No 23 CHT 20 1
CHARTER § 5 02
(u) Referendum
(A) The electors of the Village shall have power to require reconsideration by the
Council of any adopted ordinance and, if the Council fails to repeal an ordinance
so reconsidered, to approve or reject it at a Village election, provided that such
power shall not extend to the annual budget or any ordinance appropriating
money, levying taxes or setting salaries of Village officers or employees The
referendum power described m paragraph (ii)(A) of this subsection (a) shall not be
available to require reconsideration of an ordinance authorizing the issuance of
debt unless proceedings with respect to the referendum are commenced within
thirty (30) days after the date of adoption of the ordinance
(B) Notwithstanding anything m paragraph (u)(A) of this subsection (a) to the
contrary, the referendum power shall extend to any ordinance levying ad valorem
taxes, provided that (1) the ordinance increases the millage rate above five (5)
mills, (2) proceedings with respect to the referendum are commenced within
twenty (20) days after the date of adoption of the ordinance, and (3) all petitions
with respect to the referendum are filed within thirty (30) days after the date of
adoption of the ordinance
(b) Commencement of proceedings A minimum of ten (10) electors may commence initiative
or referendum proceedings by filing with the Clerk or other official designated by the Council
an affidavit stating they will constitute the petitioners' committee and be responsible for
circulating the petition and filing it m proper form, stating their names and addresses and
specifying the address to which all notices to the committee are to be sent, and setting out m
full the proposed initiative ordinance or citing the ordinance sought to be reconsidered
Promptly after the affidavit of the petitioners' committee is filed, the Clerk or other official
designated by the Council may, at the committee's request, submit the petitioner's proposed
ordinance for review as to legal sufficiency by the Village Attorney and/or issue the appropriate
petition blanks to the petitioners' committee, both at the committee's expense
(c) Petitions
(0 Number of signatures Initiative and referendum petitions must be signed by electors
of the Village equal in number to at least ten percent (10%) of the total number of
electors registered to vote at the last regular Village election
(ii) Form and content All papers of a petition shall be assembled as one instrument for
filing Each signature shall be executed m ink and shall be followed by the printed
name and address of the person signing Petitions shall contain or have attached
thereto throughout their circulation the full text of the ordinance proposed or sought
to be reconsidered, as well as a brief description summarizing such ordinance in plain
language The petition shall be legally sufficient
(ui) Affidavit of circulator Each paper of a petition shall have attached to it when filed an
affidavit executed by the circulator thereof stating that s/he personally circulated the
paper, the number of signatures thereon, that all the signatures were affixed in his/her
Supp No 16 CHT 21
§ 5 02 KEY BISCAYNE CODE
presence, that s/he believes them to be the genuine signatures of the persons whose
names they purport to be and that each signer had an opportunity before signing to
read the full text of the ordinance proposed or sought to be reconsidered
(iv) Filing deadline Except as otherwise provided in paragraph (u)(B) of subsection (a) of
this Section, all initiative and referendum petitions must be filed within sixty (60) days
of the date on which proceedings with respect to such mitiative or referendum are
commenced
(d) Procedure for filing
(i) Certificate of Clerk, amendment Within twenty (20) days after initiative petition is
filed or within five (5) days after a referendum petition is filed, the Clerk or other
official designated by the Council shall complete a Certificate as to its legal sufficiency
specifying, if it is insufficient, the particulars wherein it is defective and shall promptly
send a copy of the Certificate to the petitioners' committee by certified mail, return
receipt requested (the "Certificate") Grounds for insufficiency are only those specified
in subsection (c) of this Section A petition certified insufficient for lack of the required
number of vand signatures may be amended once if the petitioners' committee files a
notice of intention to amend it with the Clerk or other official designated by the
Council within two (2) business days after receiving the copy of the Certificate and files
a supplementary petition upon additional papers within ten (10) days after receiving
the copy of such Certificate Such supplementary petition shall comply with the
requirements of paragraphs (i) and (u) of subsection (c) of this Section, and within. five
(5) days after it is filed the Clerk or other official designated by the Council shall
complete a Certificate as to the legal sufficiency of the petition as amended and
promptly send a copy of such Certificate to the petitioners' committee by certified mail,
return receipt requested, as m the case of an original petition If a petition or amended
petition is certified sufficient, or if a petition or amended petition is certified
insufficient and the petitioners' committee does not elect to amend or request Council
review under paragraph (n) of this subsection (d) within the time required, the Clerk
or other official designated by the Council shall promptly present his/her Certificate to
the Council and such Certificate shall then be a final determination as to the
sufficiency of the petition
(u) Council review If a petition has been certified insufficient and the petitioners'
committee does not file notice of intention to amend it or if an amended petition has
been certified insufficient, the committee may, within two (2) business days after
receiving the copy of such Certificate, file a request that it be reviewed by the Council
The Council shall review the Certificate at its next meeting following the filing of such
request and approve or disapprove it, and the Council's determination shall then be a
final determination as to the sufficiency of the petition
(e) Action on petitions
(i) Action by Council When an initiative or referendum petition has been finally
determined sufficient, the Council shall promptly consider the proposed initiative
Supp No 16 CHT 22
CHARTER § 5 03
ordinance or reconsider the referred ordinance by voting its repeal, all in the manner
provided in Article IV The repeal of an ordinance relating to the levy of ad valorem
taxes shall be by resolution If the Council fails to adopt a proposed initiative ordinance
without any change in substance within forty five (45) days or fails to repeal the
referred ordinance within thirty (30) days (or, in the case of a referendum authorized
pursuant to paragraph (u)(B) of subsection (a) of this Section within five (5) days after
the date on which the petition is determined to be sufficient) it shall submit the
proposed or referred ordinance to the electors of the Village If the Council fails to act
on a proposed initiative ordinance or a referred ordinance within the time period
contained in paragraph (0 of subsection (e) of this Section, the Council shall be deemed
to have failed to adopt the proposed initiative ordinance or failed to repeal the referred
ordinance on the last day that the Council was authorized to act on such matter
(u) Submission to electors The vote of the Village on a proposed or referred ordinance shall
be held not less than thirty (30) or more than sixty (60) days from the date the Council
acted or was deemed to have acted pursuant to paragraph (0 of subsection (e) of this
Section that the petition was determined sufficient If no election is to be held within
the period described in this paragraph, the Council shall provide for a special election,
except that the Council may, m its discretion provide for a special election at an earlier
date within the described period Copies of the proposed or referred ordinance shall be
made available at the polls
(ui) Withdrawal of petitions An initiative or referendum petition may be withdrawn at any
time prior to the fifteenth (15th) day preceding the day scheduled for a vote of the
Village by filing with the Clerk or other official designated by the Council a request for
withdrawal signed by at least eight tenths (8/10) of the members of the petitioners'
committee Upon the filing of such request, the petition shall have no further force or
effect and all proceedings thereon shall be terminated
(f) Results of election
(0 Initiative If a majority of the qualified electors voting on a proposed initiative
ordinance vote m its favor, it shall be considered adopted upon certification of the
election results If conflicting ordinances are approved at the same election, the one
receiving the greatest number of affirmative votes shall prevail to the extent of such
confhct
(n) Referendum If a majority of the qualified electors voting on a referred ordinance vote
against it, it shall be considered repealed upon certification of the election results
(Ord No 92-18, § 1, 8 11-92/11 3 92, Ord No 97 11, § 1, 4-8-97/6-10 97, Res No 97-15,
4-1-97/6 10-97, Res No 2001 60, 9-12 01/12 4 01, Res No 2002-21, 4 30 02/7 9 02)
Section 5 03 Form of ballots
A charter amendment, ordinance or other ballot issue to be voted on by the electors shall be
presented for voting by ballot title The ballot title of a measure may differ from its legal title
and shall be a clear, concise statement describing the substance of the measure without
Supp No 16 CHT 23
§ 5 03 KEY BISCAYNE CODE
argument or prejudice Below the ballot title shall appear the following question "Shall the
above described [amendment/ordinance/proposal] be adopted" Immediately below such ques
tion shall appear, in the following order, the word "YES" and also the word "NO "
(Res No 97-15, 4 1-97/6-10-97)
ARTICLE VI CHARTER AMENDMENTS
Section 6 01 Charter Amendments
This Charter may be amended in accordance with the provisions of this Article
(Res No 97-15, 4 1-97/6-10-97)
Section 6 02 Procedure to amend
(a) Initiation This Charter may be amended in two (2) ways
(i) By ordinance The Council may by ordinance, propose amendments to this Charter
and upon passage of the initiating ordinance shall submit the proposed amendment to
a vote of the electors at the next general election held within the Village or at a special
election called for such purpose
(ll) By petition The electors of the Village may propose amendments to this Charter by
petition Each petition proposing amendments to this Charter shall be commenced, m
the form, filed, certified as to its sufficiency and/or withdrawn m the same manner as
an ordinance proposed by initiative pursuant to Section 5 02
(b) Submission to electors Upon certification of the sufficiency of a petition, the Council
shall submit the proposed amendment to a vote of the electors at the next election if such
election is scheduled to be held not less than sixty (60) days or more than one hundred twenty
(120) days from the date on which the petition was certified or at a special election called for
such purpose A special election, if necessary, shall be held not less than sixty (60) days or more
than one hundred twenty (120) days from the date on which the petition was certified
(c) Results of election If a majority of the quahfied electors voting on a proposed
amendment vote for its adoption, it shall be considered adopted upon certification of the
election results If conflicting amendments are adopted at the same election, the one receiving
the greatest number of affirmative votes shall prevail to the extent of such conflict
(Ord No 92-18, § 1, 8-11-92/113-92, Res No 97 15, 4 1-97/6-10-97, Res No 2002-21
4-30-02/7-9 02)
Section 6 03 Form of ballot
Any charter amendment ballot issue to be voted on by the electors shall be presented on the
ballot in the form required by Section 5 03
(Res No 97 15, 4-1-97/6-10-97)
Supp No 16 CHT 24
CHARTER
ARTICLE VII GENERAL PROVISIONS*
Section 7 01 No casino gambling
§ 7 03
There shall be no casino gambling within the Village, provided, however, that nothing
herein shall prevent religious, educational or charitable organizations from holding occasional
events which feature games of chance which are not otherwise prohibited by State or County
law
(Res No 97 15 4-1-97/6 10 97)
Section 7 02 Severabihty
If any section or part of section of this Charter shall be held invalid by a court of competent
jurisdiction such holding shall not affect the remainder of this Charter or the context in which
such section or part of section so held invalid may appear, except to the extent that an entire
section or part of section may be inseparably connected in meaning and effect with the section
or part of section to which such holding shall directly apply
(Res No 97 15, 4-1 97/6 10 97)
Code reference—Severabtlity of Code, § 1 13
Section 7 03 Conflicts of interest, ethical standards
All Council Members, officials and employees of the Village shall be subject to the standards
of conduct for public officers and employees set by law In addition, the Council may, by
ordinance, establish a code of ethics for Council Members, officials and employees of the
Village
Without in any way lunitmg the generality of the foregoing, no member of the Council shall
have a financial interest, direct or indirect or by reason of ownership of stock or other equity
ownership in any corporation or entity, in any contract or m the sale to the Village or to a
contractor supplying the Village of any land or rights or interests in any land, material,
supplies, or services unless, after full disclosure to the Council of the nature and extent of such
interest the same is authorized by the Council before the event or accepted and ratified by the
Council after the event No member of the Council who possesses such a financial interest shall
vote on, or participate in the Council deliberations concerning, any such contract or sale if such
interest is more than a de minimis interest Any violation of this Section with the knowledge
of the person or entity contracting with the Village shall render the contract voidable by the
Council
(Ord No 92-18, § 1, 8-11 92/11 3 92, Res No 97-15, 4 1-97/6-10-97)
Code reference —Village Council, § 2 21 et seq
*Code reference —General provisions, ch 1
Supp No 16 CHT 25
§ 7 04 KEY BISCAYNE CODE
Section 7 04 Village personnel system, merit principle
All new employments, appointments and promotions of Village officers and employees shall
be made pursuant to personnel procedures to be estabhshed by the Manager from time to time
Such personnel procedures shall be based on principles of ment and fitness
(Res No 97-15, 4-1-97/6-10-97)
Section 7 05 Grants and charitable contributions
The Village shall not make any grants or charitable contribution to any person or entity,
except such grants or contributions as have been approved by all seven (7) Council Members
(Ord No 92-18 § 1 8-11-92/11-3-92, Res No 97 15, 4-1 97/6-10 97)
Section 7 06 Charter revision
At its first regular meeting in December of every fifth (5th) year after the adoption of this
Charter, commencing with December 1996 the Council shall appoint a Charter revision
commission (the "Charter Revision Commission") consisting of five (5) persons, one (1) of whom
shall be a member of the Council serving a second consecutive term as Council Member and
four (4) of whom shall be electors of the Village If there are no Council Members serving a
second consecutive term, the Council shall appoint to the revision commission one (1) Council
Member The Mayor shall not be eligible for appointment to the Charter Revision Commission
The Charter Revision Comnssion shall commence its proceedings within forty-five (45) days
after appointment by the Council If the Charter Revision Commission determines that a
revision is needed, it shall draft such amendments to this Charter as it deems appropriate and
submit the same to the Council not later than April 1 of the year following appointment The
report of the Charter Revision Commission may grant to the Council the option of placing the
proposed amendments on the ballot for the next scheduled election Otherwise, the Council
shall, not less than thirty (30) days or more than sixty (60) days after submission of the
proposed amendments to the Council, submit them to the electors of the Village m accordance
with the provisions of Section 6 02, except that the provisions of subsections (a) and (b) of such
Section shall not apply
(Ord No 92-18, § 1, 8-11-92/11 3-92, Res No 97-15, 4-1-97/6-10-97)
Section 7 07 Variation of pronouns
All pronouns and any variation thereof used in this Charter shall be deemed to refer to
masculine, feminine, neutral, singular or plural as the identity of the person or persons shall
req-uire and are not intended to describe, interpret, define or limit the scope, extent or intent
of this Charter
(Res No 97-15, 4-1-97/6-10 97)
Supp No 16 CHT 26
CHARTER § 8 04
ARTICLE VIII TRANSITION PROVISIONS*
Section 8 01 Temporary nature of Article
The following sections of this Article are inserted solely for the purpose of effecting the
incorporation of the Village, the transition to a new municipal government, and the transition
to two-year terms for Council Members Each section of this Article shall automatically, and
without further vote or act of the electors of the Village, become ineffective and no longer a part
of this Charter at such time as the implementation of such section has been accomplished
(Res No 97 15, 4-1 97/6 10 97 Res No 2002 21, 4 30 02/7 9 02)
Section 8 04 Taxes and fees
Until otherwise modified by the Village Council all municipal taxes and fees imposed
within the Village boundaries by the County as the municipal government for unincorporated
*Editor's note —The former sections of the Charter printed in this note, with their history,
have become ineffective and no longer a part of the Charter, pursuant to section 8 01 of the
Charter, since the implementation of each such section has been accomplished Set out herein
are former sections 8 02, 8 05, 8 06 and section 8 07
Section 8 02 Interim governing body
After adoption of this Charter but prior to the election and acceptance of office of
the first elected Village Council, the governing body for the Village shall be the Dade
County Board of County Commissioners In acting as the governing body for the Village
during this interim period the Dade County Board of County Commissioners shall not
make decisions which could reasonably be postponed until the election of the Village
board of trustees or which would materially alter or affect the status quo within the
Village boundaries
(Ord No 92 18, § 1, 8 11-92/11-3 92)
Section 8 05 Fiscal year and first budget
The first fiscal year of the Village shall commence on the effective date of this
Charter and shall end on September 30, 1992 The first budget shall be adopted on or
before October 30, 1991
Section 8 06 Transitional ordinances and resolutions
The Council shall adopt ordinances and resolutions required to effect the
transition Ordinances adopted within sixty (60) days after the first Council meeting
may be passed as emergency ordinances These transitional ordinances shall be
effective for no longer than ninety (90) days after adoption, and thereafter may be
readopted, renewed or otherwise continued only in the manner normally prescribed for
ordinances
(Ord No 92-18, § 1, 8-11 92/11-3-92)
Section 8 07 Initial election of Council and Mayor
(a) Transition This Section shall apply to all primary and regular elections for
Council and Mayor held on or before December 31, 1996[,J and any conflicting
provisions of Section 5 01 shall not apply to such elections
(b) Election dates The first Village prun.ary election shall be held on September
3, 1991 Primary elections shall also be held in 1993 and 1994 on the day of the second
State primary election, or if none are held in any such year, on the first Tuesday
following the first Monday of October The first Village regular election shall be held on
September 17, 1991 Regular elections shall also be held in November of 1993 and 1994
on the same day U S congressional elections are held, or if none are held m any year
on the first Tuesday following the first Monday of said month and year
Supp No 16 CHT 27
§ 8 04 KEY BISCAYNE CODE
Dade County, which taxes and fees are in effect on the date of adoption of this Charter, shall
continue at the same rate and on the same conditions as if those taxes and fees had been
adopted and assessed by the Village
(Ord No 92 18 § 1, 8-11-92/11-3-92, Res No 97-15, 4-1 97/6-10-97)
(c) 1991 elections The primary and regular elections in 1991 shall be held
pursuant to the procedures set forth in Section 2 03 and Section 5 01(d) and (e), except
as follows
(1)
(11)
(n)
(d)
pursuant
except as
(1)
(ii)
(e)
pursuant
only those candidates will qualify for election who have filed written notice of
candidacy for Council Member or Mayor (but not both) with the Dade County
Elections Department, which notice is received before 5 00 p m , August 5,
19911,] and which notice shall
(A) indicate whether the candidate seeks the office of Council Member or
Mayor
(B) contain the candidate's certification that he is a qualified elector of the
State of Florida, is registered to vote in the Village and has resided
continuously within the Village since August 5, 1990,
(C) contain or be accompanied by such other information or statement, if
any, as may be required by the Dade County Elections Department,
(D) be signed by the candidate and duly notarized, and
(E) be accompanied by a check payable to the Dade County Elections
Department in the amount of $100 00,
there will be six (6), rather than three (3), Council positions to be filled,
the number of candidates on the regular election ballot will be twelve (12),
rather than six (6), or a lesser number equal to two (2) times the number of
Council positions to be filled, if any candidates were duly elected to the
Council in the primary,
the Mayor will be elected to a two (2) year term expiring in 1993,
the three (3) duly elected Council Members receiving the most votes,
respectively, will be elected to three (3) year terms expiring m 1994, for
purposes of this provision, any Council Member duly elected m the primary
will be considered to have received more votes than any Council Member
elected in the regular election, and
the three (3) remaining duly elected Council Members will be elected to two
(2) year terms expiring in 1993
1993 elections The prunary and regular elections in 1993 shall be held
to the procedures set forth m Section[s] 2 03, 2 04 and Section 5 01(d) and (e),
follows
the Mayor will be elected to a three (3) year term expiring in 1996, and
the three (3) duly elected Council Members will be elected to a three (3) year
term expiring in 1996
1994 elections The primary and regular elections m 1994 shall be held
to the procedures set forth in Section 2 03 and Section 5 01(d) and (e)
Supp No 16
CHT-28
CHARTER § 8 08
Section 8 08 Transition provisions to facilitate change to two-year terms
2002 Elections This Section shall apply to the 2002 elections for Mayor and Council
Members Any conflicting provisions of Sections 2 04 and 5 01 shall not apply to such elections
Elections shall be held in 2002 in the manner described in Section 5 01, except that only the
Mayor's office and Council positions held by Council Members' Scott Bass Alan Fein and
Robert Oldakowski shall be filled The Council Members elected shall serve two (2) year terms
Thereafter all elections shall be held pursuant to the procedures set forth in Section 2 04 and
Section 5 01
* * *
(f) Maximum terms Notwithstanding Section 2 03, any Council Member (includ
mg the Mayor) elected in the 1991 election may serve for a maximum of nine (9)
consecutive years on the Council, and the Mayor elected in 1991 or 1993 may serve for
a maximum of five (5) consecutive years as Mayor
* * *
(g) Induction into office Those candidates who are elected at the first regular
election shall take office at the initial Council meeting, which shall be held at 7 p m on
September 23, 1991[J at the Key Biscayne Elementary School
(Ord No 92-18, § 1, 8-11-92/11-3-92, Res No 97 15, 4-1-97/6-10-97, Res No 2002 21,
4 30 02/7-9 02)
Supp No 16 CHT 29
No R-1 $4,000,000
UNITED STATES OF AMERICA
STATE OF FLORIDA
VILLAGE OF KEY BISCAYNE
ROAD IMPROVEMENT REVENUE BONDS
SERIES 2006
Registered Owner SunTrust Bank
Pnncipal Amount Four Million Dollars ($4,000,000)
KNOW ALL MEN BY THESE PRESENTS, thatthe Village of Key Biscayne Florida
(the "Village ), for value received, hereby promises to pay to the Registered Owner shown
above, or registered assigns (the "Bank') from the sources hereinafter mentioned, the Principal
Amount specified above Subject to the rights of prier prepayment and redemption descnbed in
the Bond, the Bond shall mature on December 1, 2021 Payitents due hereunder shall be made
no later than 2 00 p m on the date due, free and clear of any defenses, set -offs, counterclaims, or
withholding or deductions for taxes,
This Bond is issued under;authority of and in full compliance with the Constitution and
laws of the State of Flonda,,inclirding particularly Part II of Chapter 166, Florida Statutes, as
amended, the Charter of the Villages „Ordinance No 2006-10 duly adopted by the Village
Council (the ` Council'' )f the Village h November 14, 2006 (the "Ordinance"), and Resolution
No 2006-52 adopted on Decembers 5, 2006 (the "Resolution," and collectively with the
Ordinance, the ""Bond Ord ce' ), a. l is subject to the terms of said Bond Ordinance This
Bond is issued for the purposF � f nancing a portion of the costs of road improvements within
the Village (C�ra don Boulevard Jrnprovements--Phase III), financing architectural, engineering,
enviror.e al, leg and other planning costs related thereto, and paying costs of issuance of the
Bondi This 3ond shat e payable only from the sources identified herein
ub)0ct to adjustment as provided below, this Bond shall bear interest on the
outstanding pnncipal balance from its date of issuance payable quarterly on the first day of each
March June, September and December (the "Interest Payment Dates"), commencing March 1,
2007, at an interest rate equal to 4 05% per annum
Interest on this Bond shall be computed on the basis of a 360 -day year based on twelve
30 -day months
Adjustment of Interest Rate For Full Taxability In the event a Determination of
Taxability shall have occurred dunng the Initial Interest Rate Period, the rate of interest on the
{M1573048_2}
1
Bonds shall be increased to a rate per annum equal to 6 12% (the "Taxable Rate"), effective
retroactively to the date on which the interest payable on the Bonds is includable for federal
income tax purposes in the gross income of the Owners thereof In addition, the Owners of the
Bonds or any former Owners of the Bonds, as appropriate, shall be paid an amount equal to any
additions to tax interest and penalties, and any arrears in interest that are required to be paid to
the United States by the Owners or former Owners of the Bonds as a result of such
Determination of Taxability All such additional interest, additions to tax, penalties and interest
shall be paid by the Village on the next succeeding Interest Payment Date following the
Determination of Taxability A "Determination of Taxability" shall mean (i) the issuance by the
Internal Revenue Service of a statutory notice of deficiency or other wntten notification which
holds in effect that the interest payable on the Bonds is includable for federal income tax
purposes in the gross income of the Owners thereof, which notice or notification is not contested
with the Internal Revenue Service by either the Village or any Owners of the Bonds, or (ii) a
determination by a court of competent jurisdiction that the interest payable on the Bonds is
includable for federal income tax purposes in the gross income of the Owners thereof, which
determination either is final and non -appealable or is not appealed within the requisite time
penod for appeal, or (iii) the admission in writing by the Village to the effect that interest on
Bonds is includable for federal income tax purposes in the gross income of the Owners thereof,
or (iv) receipt by the Village of an opinion of bond counsel to the Village to the effect that
interest on the Bonds is includable for federal income tax purpose in the gross income of the
Owners thereof
Adjustment of Interest Rate for Partial Taxability In the event that interest on the Bonds
during any penod becomes partially taxable as a result of a Determination of Taxability
apphcable to less than all of the Bonds, then the interest rate on the Bonds shall be increased
dunng such period by an amount equal to (A -B) x C where
(a) A equals the Taxable Rate (expressed as a percentage),
(b) B equals the interest rate on the Bonds (expressed as a percentage), and
(c) C equals the portion of the Bonds the interest on which has become
taxable as the result of such tax change (expressed as a decimal)
hi addition, the Owners of the Bonds or any former Owners of the Bonds, as appropnate,
shall be paid an amount equal to any additions to tax, interest and penalties, and any arrears in
interest that are required to be paid to the United States by the Owners or former Owners of the
Bonds as a result of such Determination of Taxability All such additional interest, additions to
tax, penalties and interest shall be paid by the Village on the next succeeding Interest Payment
Date following the Determination of Taxability
Adjustment of Interest Rate for Change in Maximum Corporate Tax Rate In the event
that the maximum effective federal corporate tax rate (the "Maximum Corporate Tax Rate )
during any period with respect to which interest shall be accruing on the Bonds on a tax-exempt
basis shall be other than thirty-five percent (35%), the interest rate on the Bonds that are bearing
interest on a tax-exempt basis shall be adjusted to the product obtained by multiplying the
{ M 1573048_2 }
2
interest rate then in effect on the Bonds by a fraction equal to (1-A divided by 1-B), where A
equals the Maximum Corporate Tax Rate in effect as of the date of adjustment and B equals the
Maximum Corporate Tax Rate in effect immediately prior to the date of adjustment
Adjustment of Interest Rate for Other Changes Affecting After -Tax Yield So long as
any portion of the principal amount of the Bonds or interest thereon remains unpaid (a) if any
law, rule regulation or executive order is enacted or promulgated by any public body or
governmental agency which changes the basis of taxation of interest on the Bonds or causes a
reduction in yield on the Bonds (other than by reason of a change described above) to the
Owners or any former Owners of the Bonds including without limitation the imposition of any
excise tax or surcharge thereon, or (b) if as a result of action by any pubic body or governmental
agency, any payment is required to be made by, or any federal, state or local income tax
deduction is denied to, the Owners or any former Owners of the Bonds (other than by reason of a
change described above or by reason of any action or failure to act on the part of any Owner or
any former Owner of the Bonds) by reason of the ownership of the Bonds, the Village shall
reimburse any such Owner within five (5) days after receipt by the Village of wntten demand for
such payment, and the Village agrees to indemnify each such Owner against any loss, cost,
charge or expense with respect to any such change The determination of the after-tax yield
calculation shall be verified by a firm of certified public accountants regularly employed by the
Bank (or the current Owner of the Bonds) and acceptable to the Village, and such calculation, in
the absence of manifest error, shall be binding on the Village and the Owners
The principal of this Bond shall be subject to mandatory prepayment in quarterly
installments on each Interest Payment Date, commencing March 1, 2007 (each a "Scheduled Due
Date ) The schedule of principal and interest payments due on each Scheduled Due Date shall
be as set forth in the Schedule attached hereto
In the event that there is more than one Owner of the Bonds, (i) the Village shall
determine the amount of each Bond to be redeemed, and (ii) the Village shall give notice to each
Owner of the Bonds at least three (3) days prior to the date of mandatory redemption of the
amount of each Bond to be redeemed
The principal of and interest on this Bond are payable in lawful money of the United
States of Amenca by wire transfer or by certified check delivered on or pnor to the date due to
the registered Owner or his legal representative at the address of the Owner as it appears on the
registration books of the Village
Upon two (2) Business Days pnor written notice to the Owner, the Village may prepay
amounts owing under this Bond at any time and from time to time Such prepayment notice shall
specify the amount of the prepayment which is to be applied In the event of prepayment while
SunTrust Bank (the "Bank ) is the Owner of the Bonds, the Village may be required to pay the
Bank an additional fee (a prepayment charge) determined in the manner provided below, to
compensate the Bank for all losses costs and expenses incurred in connection with such
prepayment The fee shall be equal to the present value of the difference between (1) the amount
that would have been realized by the Bank on the prepaid amount for the remaining term of the
Bonds at 4 05% and (2) the amount that would be realized by the Bank by reinvesting such
{ M1573048_21
3
prepaid funds for the remaining term of the Bonds at the Federal Reserve H 15 Statistical
Release rate for fixed-rate payers in interest rate swaps, interpolated to the nearest month, that
was in effect two Business Days pnor to the Bonds prepayment date, both discounted at the same
interest utilized in determining the apphcable amount in (2) Should the present value have no
value or a negative value, the Village may repay with no additional fee Should the Federal
Reserve no longer release rates for fixed-rate payers in interest rate swaps, the Bank may
substitute the Federal Reserve H 15 Statistical Release with another similar index The Bank
shall provide the Village with a written statement explaining the calculation of the premium due,
which statement shall, in absence of manifest error be conclusive and binding
Partial prepayments may be made, subject to a prepayment charge based upon the same
calculation methodology descnbed above Any partial prepayment shall be applied to
installments of principal in the inverse order of maturity and shall not postpone the due dates of,
or relieve the amounts of, any scheduled installment payments due hereunder Any amounts
prepaid hereunder may not be re -borrowed For purposes of the preceding paragraph, the term
Business Day shall mean any day other than a Saturday, Sunday or legal holiday or other day on
which the Bank is authorized or required to close
In the Resolution, the City has pledged assigned and granted a secunty interest to the
Owners in the Toll Revenues to secure the pnncipal of and interest on the Bonds
THIS BOND SHALL NOT BE DEEMED TO CONSTITUTE AN INDEBTEDNESS OF
THE VILLAGE OR A PLEDGE OF THE FAITH AND CREDIT OF THE VILLAGE, BUT
SHALL BE PAYABLE EXCLUSIVELY FROM THE TOLL REVENUES OF THE
VILLAGE AS PROVIDED IN THE RESOLUTION THE ISSUANCE OF THIS BOND
SHALL NOT DIRECTLY OR INDIRECTLY OR CONTINGENTLY OBLIGATE THE
VILLAGE TO LEVY OR TO PLEDGE ANY FORM OF AD VALOREM TAXATION
WHATEVER THEREFOR NOR SHALL THIS BOND CONSTITUTE A CHARGE, LIEN, OR
ENCUMBRANCE, LEGAL OR EQUITABLE UPON ANY PROPERTY OF THE VILLAGE,
AND THE HOLDER OF THIS BOND SHALL HAVE NO RECOURSE TO THE POWER OF
AD VALOREM TAXATION
The onginal registered Owner, and each successive registered Owner of this Bond shall
be conclusively deemed to have agreed and consented to the following terms and conditions
1 The Village shall keep books for the registration of Bonds and for the
registration of transfers of Bonds as provided in the Resolution Bonds may be transferred
or exchanged upon the registration books kept by the Village, upon delivery to the
Village, together with wntten instructions as to the details of the transfer or exchange, of
such Bonds in form satisfactory to the Village and with guaranty of signatures
satisfactory to the Village, along with the social secunty number or federal employer
identification number of any transferee and, if the transferee is a trust, the name and
social security or federal tax identification numbers of the settlor and beneficiaries of the
trust the date of the trust and the name of the trustee The Bonds may be exchanged for
Bonds of the same principal amount and maturity and denominations in integral multiples
of $250,000 (except that an odd lot is permitted to complete the outstanding pnncipal
balance) No transfer or exchange of any Bond shall be effective until entered on the
1M1573048_2}
4
registration books maintained by the Village
2 The Village may deem and treat the person in whose name any Bond shall
be registered upon the books of the Village as the absolute Owner of such Bond, whether
such Bond shall be overdue or not, for the purpose of receiving payment of, or on account
of, the principal of and interest on such Bond as they become due, and for all other
purposes All such payments so made to any such Owner or upon his order shall be valid
and effectual to satisfy and discharge the liability upon such Bond to the extent of the
sum or sums so paid
3 In all cases in which the privilege of exchanging Bonds or tfansferring
Bonds is exercised, the Village shall execute and deliver Bonds ith the
provisions of the Resolution There shall be no charge forte such 'change ansfer
of Bonds, but the Village may require payment of a sum sufficient to pay any tax, fee or
other governmental charge required to be paid with respect to such exchan e or transfer
The Village shall not be required to transfer or exchange Bonds for a pei od of fifteen
(15) days next preceding an interest payment date en such Bonds
4 All Bonds, the principal and interest of which hatbeen paid either at or
pnor to matunty, shall be delivered to the illage when such payment is made, and shall
thereupon be cancelled In case part, but ntlt iifbf an outstanding Bond shall be prepaid,
such Bond shall not be surrendered r, exchange for a''new Bond
It is hereby certified and recited that all a4 ,, condi ions and things required to happen, to
exist and to be performed precedent to and for the issuance of this Bond have happened, do exist
and have been performed in due time, form and planner as required by the Constitution and the
laws of the State of Florida applicable thereto
c
IN WITNESS WHEREOF, e of Key Biscayne, Flonda has caused this Bond
to be executed by the'ma ival or facsimile signature of its Mayor and of its Village Clerk, and the
Seal of the Villag f Key Biscayne, kFlonda�or a facsimile thereof to be affixed hereto or
impnnted or ro roduc ,hereon, 1 of the iii day of December, 2006
(SEAL)
{M1573048_2}
eve^.
VILLAGE OF KEY BISCAYNE, FLORIDA
Village Clerk
5
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned (the
`Transferor' ), hereby sells, assigns and transfers unto
(Please insert name and Social Secunty or Federal Employer identification number of assignee)
the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints
(the "Transferee") as attorney to register the transfer of the
within Bond on the books kept for registration thereof, with full power of substitution in the
premises
Date
Signature Guaranteed
NOTICE Signature(s) must be
guaranteed by a member firm of
the New York Stock Exchange or
a commercial bank or a trust company
Social Secunty Number of Assignee
NOTICE No transfer will be registered and no new Bond will be issued in the name of the
Transferee, unless the signature(s) to this assignment corresponds with the name as it appears
upon the face of the within Bond in every particular, without alteration or enlargement or any
change whatever and the Social Secunty or Federal Employer Identification Number of the
Transferee is supplied
The following abbreviations, when used in the inscription on the face of the within Bond,
shall be construed as though they were wntten out in full according to applicable laws or
regulations
TEN COM - as tenants in common UNIF GIF MIN ACT -
TEN ENT - as tenants by
the entirety
JT TEN - as joint tenants with
right of survivorship and
not as tenants in common
Custodian for
(Cust )
(Minor)
under Uniform Gifts to Minors
Act of
(State)
Additional abbreviations may also be used though not in the list above
{M1573048_2}
6
Payment Schedule
Amortization Table (Village of Key Biscayne)
Florida Road Improvement Revenue Bonds, Series 2006
LOAN DATA
Loan amount
Annual interest
rate
Term in years
Payments per
year
First payment due
PERIODIC PAYMENT
$4,000,000 00
4 05%
15
4
3/1/2007
Quarterly
Calculated
payment $89 281 29
CALCULATIONS
Beginning balance at payment 1 4 000 000 00
*Cumulative interest prior to payment
1
Table
No
Payment
Date
Beginning
Balance
Interest
Principal
Ending
Balance
Cumulative
Interest
1
3/1/2007
4
000
000
00
40
500
00
48
781
29
3
951
218
71
40 500
00
2
6/1/2007
3
951
218
71
40
006
09
49
275
20
3
901
943
51
80 506
09
3
9/1/2007
3
901
943
51
39
507
18
49
774
11
3
852
169
41
120 013
27
4
12/1/2007
3
852
169
41
39
003
22
50
278
07
3
801
891
33
159 016
48
5
3/1/2008
3
801
891
33
38
494
15
50
787
14
3
751
104
20
197 510
63
6
6/1/2008
3
751
104
20
37
979
93
51
301
36
3
699
802
84
235 490
56
7
9/1/2008
3
699
802
84
37
460
50
51
820
78
3
647
982
05
272 951
07
8
12/1/2008
3
647
982
05
36
935
82
52
345
47
3
595
636
59
309 886
88
9
3/1/2009
3
595
636
59
36
405
82
52
875
47
3
542
761
12
346 292
70
10
6/1/2009
3
542
761
12
35
870
46
53
410
83
3
489
350
29
382 163
16
11
9/1/2009
3
489
350
29
35
329
67
53
951
62
3
435
398
67
417 492
83
12
12/1/2009
3
435
398
67
34
783
41
54
497
88
3
380
900
80
452 276
24
13
3/1/2010
3
380
900
80
34
231
62
55
049
67
3
325
851
13
486 507
87
14
6/1/2010
3
325
851
13
33
674
24
55
607
04
3
270
244
08
520 182
11
15
9/1/2010
3
270
244
08
33
111
22
56
170
07
3
214
074
02
553 293
33
16
12/1/2010
3
214
074
02
32
542
50
56
738
79
3
157
335
23
585 835
83
17
3/1/2011
3
157
335
23
31
968
02
57
313
27
3
100
021
96
617 803
85
18
6/1/2011
3
100
021
96
31
387
72
57
893
56
3
042
128
40
649 191
57
19
9/1/2011
3
042
128
40
30
801
55
58
479
74
2
983
648
66
679 993
12
20
12/1/2011
2
983
648
66
30
209
44
59
071
84
2
924
576
82
710 202
56
21
3/1/2012
2
924
576
82
29
611
34
59
669
95
2
864
906
87
739 813
90
22
6/1/2012
2
864
906
87
29
007
18
60
274
11
2
804
632
76
768 821
09
23
9/1/2012
2
804
632
76
28
396
91
60
884
38
2
743
748
38
797 217
99
( M1573048_2 }
7
24
12/1/2012
2 743 748 38
27 780 45
61
500
83
2 682 247 55
824
998
44
25
26
27
3/1/2013
6/1/2013
9/1/2013
2 682 247 55
2 620 124 02
2 557 371 48
27 157 76
26 528 76
25 893 39
62
62
63
123
752
387
53
53
90
2 620 124 02
2 557 371 48
2 493 983 58
852
878
904
156
684
578
20
96
34
28
29
30
12/1/2013
3/1/2014
6/1/2014
2 493 983 58
2 429 953 88
2 365 275 88
25 251 58
24 603 28
23 948 42
64
64
65
029
678
332
70
00
87
2 429 953 88
2 365 275 88
2 299 943 01
929
954
978
829
433
381
93
21
63
31
9/1/2014
2 299 943 01
23 286 92
65
994
36
2 233 948 64
1
001
668
55
32
12/1/2014
2 233 948 64
22 618 73
66
662
56
2 167 286 09
1
024
287
28
33
3/1/2015
2 167 286 09
21 943 77
67
337
52
2 099 948 57
1
046
231
05
34
6/1/2015
2 099 948 57
21 261 98
68
019
31
2 031 929 26
1
067
493
03
35
9/1/2015
2 031 929 26
20 573 28
68
708
00
1 963 221 26
1
088
066
32
36
12/1/2015
1 963 221 26
19 877 62
69
403
67
1 893 817 59
1
107
943
93
37
3/1/2016
1 893 817 59
19 174 90
70
106
38
1 823 711 20
1
127
118
83
38
6/1/2016
1 823 711 20
18 465 08
70
816
21
1 752 894 99
1
145
583
91
39
9/1/2016
1 752 894 99
17 748 06
71
533
23
1 681 361 76
1
163
331
97
40
12/1/2016
1 681 361 76
17 023 79
72
257
50
1 609 104 26
1
180
355
76
41
3/1/2017
1 609 104 26
16 292 18
72
989
11
1 536 115 16
1
196
647
94
42
6/1/2017
1 536 115 16
15 553 17
73
728
12
1 462 387 04
1
212
201
11
43
9/1/2017
1 462 387 04
14 806 67
74
474
62
1 387 912 42
1
227
007
77
44
12/1/2017
1 387 912 42
14 052 61
75
228
67
1 312 683 74
1
241
060
39
45
3/1/2018
1 312 683 74
13 290 92
75
990
36
1 236 693 38
1
254
351
31
46
6/1/2018
1 236 693 38
12 521 52
76
759
77
1 159 933 61
1
266
872
83
47
9/1/2018
1 159 933 61
11 744 33
77
536
96
1 082 396 65
1
278
617
16
48
12/1/2018
1 082 396 65
10 959 27
78
322
02
1 004 074 63
1
289
576
43
49
3/1/2019
1 004 074 63
10 166 26
79
115
03
924 959 60
1
299
742
68
50
6/1/2019
924 959 60
9 365 22
79
916
07
845 043 53
1
309
107
90
51
9/1/2019
845 043 53
8 556 07
80
725
22
764 318 31
1
317
663
96
52
12/1/2019
764 318 31
7 738 72
81
542
56
682 775 74
1
325
402
69
53
3/1/2020
682 775 74
6 913 10
82
368
18
600 407 56
1
332
315
79
54
6/1/2020
600 407 56
6 079 13
83
202
16
517 205 40
1
338
394
92
55
9/1/2020
517 205 40
5 236 70
84
044
58
433 160 82
1
343
631
62
56
12/1/2020
433 160 82
4 385 75
84
895
53
348 265 28
1
348
017
37
57
3/1/2021
348 265 28
3 526 19
85
755
10
262 510 18
1
351
543
56
58
6/1/2021
262 510 18
2 657 92
86
623
37
175 886 81
1
354
201
48
59
9/1/2021
175 886 81
1 780 85
87
500
43
88 386 38
1
355
982
33
60
12/1/2021
88 386 38
894 91
88
386
38
0 00
1
356
877
24
Figure for Cumulative Interest prior to Payment 1 is an estimate as the actual amount will vary be based on closing date
{M1573048_2}
8
December 14, 2006
To Village of Key Biscayne, Florida
Re $4,000,000 Village of Key Biscayne, Flonda
Road Improvement Revenue Bonds, Senes 2006
Ladies and Gentlemen
The undersigned (the "Purchaser') has agreed to purchase from the Village of Key
Biscayne, Flonda (the "Village ) the Bonds referenced above (the "Bonds") The Bonds are
being sold directly to the Purchaser
The purpose of this letter is to furnish, pursuant to the provisions of Subsections (2), (3)
and (6) of Section 218 385 Florida Statutes, as amended, certain information with respect to the
purchase and sale of Bonds, as follows
(a) There is no managing underwnter for the Bonds
(b) There are no finders, as defined in Section 218 386, Florida Statutes, as
amended, with respect to the Bonds
(c) There is no underwnting spread with respect to the Bonds
(d) No management fee will be charged by the Purchaser No commitment fee
will be charged by the Purchaser
(e) No fee, bonus or other compensation will be paid by the Purchaser in
connection with the Bonds to any person not regularly employed or
retained by it
(f) The name and address of the Purchaser is SunTrust Bank, 777 Bnckell
Avenue, Miami, Florida 33131
(g) The Village is proposing to issue $4,000,000 of Bonds for the purpose of
financing a portion of the costs of road improvements within the Village
(Crandon Boulevard Improvements --Phase III), financing architectural,
engineenng, environmental, legal and other planning costs related thereto,
and paying costs of issuance of the Bonds The Bonds are expected to be
repaid over 15 years At an interest rate of 4 05%, total interest paid over
the life of Bonds will be $1,356,877 The source of repayment or secunty
for the Bonds is expected to be a pledge of the Toll Revenues of the
Village and a covenant to budget and appropnate from available non -ad
valorem revenues Authonzing the Bonds will result in approximately
$358,000 of Toll Revenues not being available to finance the other
(M1573009_2}
services of the Village each fiscal year for 15 years
(h) The Purchaser understands that you require no other disclosures with
respect to the Bonds
Very truly yours,
SUNTRUST BANK
By
{M1573009_2 }
Delle Jos h, Vice Presid4n
2
Bond Finance - Local Bond Monitoring Notice of Sale Confirmation
Page 1 of 1
STATE OF FLORIDA - DIVISION OF BOND FINANCE LOCAL BOND
MONITORING
Home
NOTICE OF SALE STATUS
Logout
BOND ISSUE NAME
SALE DATE
CLOSING DATE
Notice of Sale submission successful
SUBMIT DATE 12/11/2006
$4,000,000 Village of Key Biscayne, Florida, Road
Improvement Revenue Bonds, Series 2006
12/14/2006
12/14/2006
Print this page
https //www sbafla com/issue/nosconfirm aspx7bondname=$4 000 000 Village of Key BI 12/13/2006
INCUMBENCY CERTIFICATE
CONCHITA H ALVAREZ, Village Clerk of the Village of Key Biscayne Florida (the
` Village ), DOES HEREBY CERTIFY as follows
The following are now, and have been continuously since the dates of beginning of their
respective terms shown below, and in particular on November 14, 2006 and December 5, 2006
the respective dates on which Ordinance No 2006-10 (the "Ordinance ) and Resolution No
2006-52 (the Resolution, and collectively with the Ordinance, the "Bond Ordinance )
authorizing the issuance of not exceeding $4,000,000 Village of Key Biscayne, Florida, Road
Improvement Revenue Bonds, Series 2006 (the "Bonds' ), were adopted, the duly elected,
qualified and acting members of the Council, and the dates of the beginning and ending of their
respective terms are hereunder correctly designated opposite their names
Member
Michael Davey
Enrique Garcia
Stephen Liedman
Jorge Mendia
Thomas Thornton
Robert L Vernon
Patricia Weinman
Beginning Date of Term
November 14, 2006
November 14, 2006
November 14, 2006
November 14, 2006
November 14, 2006
November 14, 2006
November 14, 2006
Ending Date of Current Term
November 9, 2010
November 11 2008
November 11, 2008
November 9, 2010
November 9, 2010
November 11, 2008
November 11, 2008
The following are now, and have been continuously since the dates of beginning of their
respective current terms of office shown below, the duly elected or appointed, qualified and
acting officers of the Village and the dates of the beginning and ending of their respective current
terms of office are hereunder correctly designated opposite their names
Title
Mayor
Village Clerk
Village Manager
Village Attorney
Name
Robert L Vernon
Conchita H Alvarez
Jacqueline R Menendez
Weiss Serota Helfinan
Pastoriza Guedes Cole &
Bomske, P A
Beginning Date
of Current Term
November 14, 2006
November 14, 1996
May 6, 2002
November 29, 1991
Ending Date
of Current Term
November 11, 2008
Discretion of Council
Discretion of Council
Discretion of Council
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of
the Village this /I day of December, 2006
Village Clerk
{M1573009_2}
if -4/4"
SIGNATURE AND NO LITIGATION CERTIFICATE
We, the undersigned DO HEREBY CERTIFY that
1 We did heretofore cause to be officially documented the $4,000,000 Road
Improvement Revenue Bonds, Series 2006 of the Village of Key Biscayne, Florida (the
` Village') dated December 14, 2006, issued as one Bond in the pnncipal amount of $4,000,000
(the "Bonds )
2 Robert L Vernon, Mayor of the Village, has executed the Bonds by his
manual signature and the Mayor was on the date his signature was placed on the Bonds and is
now the duly elected, qualified and acting Mayor of the Village
3 We have caused the official seal of the Village to be imprinted on the
Bonds and Conchita H Alvarez, Village Clerk of the Village, caused such seal to be attested by
her signature, and said Conchita H Alvarez was on the date her signature was placed on the
Bonds and is now the duly appointed, qualified and acting Village Clerk of the Village
4 The seal which has been impressed on the Bonds and upon this certificate
is the legally adopted, proper and only seal of the Village
5 The Village Council by Ordinance No 2006-10 adopted on November 14,
2006 (the "Ordinance") and Resolution No 2006-52 adopted on December 5, 2006 (the
"Resolution , and collectively with the Ordinance, the "Bond Ordinance ') has authonzed the
issuance of the Bonds, and said Bond Ordinance has not been modified or amended since the
date of such adoption
6 The Village has complied with all of the agreements and satisfied all
conditions on its part to be performed or satisfied at or prior to delivery of the Bonds
7 No approval, authorization, consent or other order of any public board or
body which has not heretofore been obtained is required for the issuance and delivery of the
Bonds
8 No litigation or other proceedings to which the Village is a party are
pending or, to our knowledge, threatened, in any court or other tribunal of competent
jurisdiction, state or federal, in any way (a) restraining or enjoining the issuance, sale or delivery
of the Bonds, (b) questioning or affecting the validity of the Bonds, the Interlocal Agreement (as
defined in the Resolution) or the pledge by the Village of the Toll Revenues, as specified in the
Bond Ordinance, to pay the pnncipal of and interest on the Bonds, as provided under the
aforesaid documents, (c) questioning or affecting the validity of any proceedings for the
authonzation sale execution, issuance or delivery of the Bonds (d) questioning or affecting the
organization or existence of the Village or the title to office of the elected officials or officers
thereof or (e) questioning or affecting the power and authority of the Village to issue the Bonds,
nor do the undersigned have any knowledge that there is any basis therefor
{M1573009_2}
9 The execution, delivery, receipt and due performance of the Bonds under
the circumstances contemplated thereby and compliance with the provisions thereof do not
conflict with or constitute a breach of or a default under any existing law court or administrative
regulation, decree or order or any agreement, indenture, lease or other instrument to which the
Village is subject or by which the Village is or may be bound
10 There has been no material adverse change in the financial condition or
operations of the Village since September 30, 2005 (the date of its last annual audited financial
statements)
IN WITNESS WHEREOF, we have hereunto set our hands and affixed the official seal
of the Village this j4/day of December, 2006
(SEAL)
URE
{M1573009_2 }
TITLE OF OFFICE TERM OF OFFICE EXPIRES
Mayor November 11 2008
illage Clerk Discretion of Village Council
2
CERTIFICATE OF PURCHASER
The undersigned on behalf of the Purchaser, SUNTRUST BANK (the ` Purchaser')
hereby certifies and acknowledges in connection with the purchase by it of $4,000,000 Village of
Key Biscayne, Florida, Road Improvement Revenue Bonds Senes 2006 (the ' Bonds ) that
1 The Purchaser has received executed copies of Ordinance No 2006-10
adopted by the Village Council of the Village of Key Biscayne, Flonda (the `Village ) on
November 14, 2006 and Resolution No 2006-52 adopted on December 5 2006, and said
Ordinance and Resolution are in form and substance satisfactory to the Purchaser
2 The Purchaser has conducted its own investigations, to the extent it deems
satisfactory or sufficient, into matters relating to the business, properties management,
and financial position and results of operations of the Village in connection with the
issuance by the Village of the Bonds, it has received such information concerning the
Village as it deems to be necessary in connection with investment in the Bonds, and
dunng the course of this transaction and pnor to the purchase of the Bonds it has been
provided with the opportunity to ask questions of and receive answers from the Village
concerning the terms and conditions of the offenng of the Bonds, and to obtain any
additional information needed in order to venfy the accuracy of the information obtained
3 The Purchaser has sufficient knowledge and expenence in financial and
business matters, including purchase and ownership of municipal and other tax-exempt
obligations, to be able to evaluate the risks and ments of the investment represented by
the purchase of the above -stated principal amount of the Bonds
4 The Purchaser is aware that certain economic vanables could affect the
security of its investment in the Bonds and the Purchaser is able to bear the economic
nsks of such investment
5 The Purchaser understands that no offenng statement, prospectus, offenng
circular or other comprehensive offenng statement containing material information with
respect to the Village and the Bonds is being issued in connection with the Bonds and that
it has made its own inquiry and analysis with respect to the Bonds and the secunty
therefor, and other matenal factors affecting the secunty for and payment of the Bonds
6 The Purchaser acknowledges and represents that it has not sought from
Bond Counsel or received from Bond Counsel or looked or relied upon Bond Counsel for
any information with respect to the Village or its financial condition, other than reliance
upon the Bond Counsel opinion
7 The Purchaser is a bank as defined in Section 3(a)(2) of the Secunties Act
of 1933, as amended
{M1573009_21
8 The Purchaser hereby certifies that it is purchasing the Bonds for its own
account for the purpose of investment and not for resale at a profit, and it has no present
intention of reselling or otherwise redistnbuting the Bonds The Purchaser will not sell
the Bonds except to another institutional or accredited investor who will execute a
Certificate of Purchaser in form and substance identical to this Certificate which certifies
that it is purchasing the Bonds for its own account and not for resale, and will not sell,
convey pledge or otherwise transfer the Bonds without pnor compliance with applicable
registration and disclosure requirements of state and federal securities laws
Dated this / 1day of December, 2006
SUNTRUST BANK
By
Delle Jos - h, Vice Presi ', ent
N1573009_2)
ARBITRAGE CERTIFICATE
The undersigned is the Mayor of the Village of Key Biscayne, Flonda (the Village' ), and
hereby certifies the following with respect to the Village s $4,000 000 Road Improvement Revenue
Bonds, Series 2006 (the "Bonds ) The undersigned is the official charged with others with
responsibility for issuing the Bonds
1 General
(a) The Bonds are being issued on the date hereof pursuant to Ordinance No
2006-10 adopted by the Village Council on November 14, 2006 and Resolution No 2006-52 adopted
by the Village Council on December 5, 2006 (collectively, the "Bond Ordinance ) to provide funds
to pay a portion of the costs of road improvements within the Village (Crandon Boulevard
Improvements --Phase III), finance architectural, engineering, environmental legal and other
planning costs related thereto and pay costs of issuance of the Bonds (the ` Project ) Capitalized
terms used herein but not otherwise specifically defined have the same meanings as when used in the
Bond Ordinance
(b) This certification is made under 26 CFR § 1 148-2(b)(2) relating to `arbitrage
bonds as defined in Section 148 of the Internal Revenue Code of 1986, as amended (the "Code")
Terms used herein which are not capitalized or specifically defined have the same meanings as when
used in 26 CFR §§ 1 148-1 - 1 148-11 The undersigned has investigated the facts, estimates, and
circumstances in existence on the date hereof Such facts, estimates, and circumstances, together
with the expectations of the Village as to future events, are set forth in summary form in this
certificate On the basis of such facts, estimates, and circumstances, it is not expected that the
proceeds of the Bonds will be used in any manner that would cause the Bonds to be ` arbitrage
bonds ' within the meaning of the Code and regulations To the best of my knowledge and belief,
such expectations are reasonable and there are no facts, estimates, or circumstances that would
materially change them
2 Source and Use of Proceeds
(a) The proceeds received from the sale of the Bonds will be $4,000,000 (the
"Sale Proceeds' ), representing $4,000,000 principal amount plus accrued interest of $0
(b) $16,000 of the Sale Proceeds will be used within six months of the date hereof
to pay costs of issuing the Bonds
(c) The remainder of the Sale Proceeds will be deposited in the Project Fund on
the date hereof and used, together with all amounts derived from the investment thereof to pay for
costs of the Project The Village reasonably expects that all amounts in the Project Account will be
fully spent within three (3) years from the date hereof
(M1573014_2}
Arbitrage Certificate
(d) The Sale Proceeds, together with all amounts derived from the investment
thereof, will not exceed by any amount the amount necessary for the governmental purposes of the
Bonds
(e) The Village reasonably expects to incur within six months of the date hereof
substantial binding obligations to third parties in an aggregate amount in excess of 5% of the Sale
Proceeds to acquire and construct the Project Work on the Project and the expenditure of the Sale
Proceeds will proceed with due diligence to the completion thereof The Village reasonably expects
that at least 85 percent of the Sale Proceeds deposited in the Project Fund will be applied to pay
costs of the Project within three years of the date hereof
(f) No portion of the Sale Proceeds or amounts denved from the investment
thereof will be used to pay debt service on any other debt obligation of the Village
(g) The Village will not treat any amount in excess of $100,000 as being used to
reimburse an expenditure paid before the date hereof unless the requirements of 26 CFR § 1 1 50-
2(d) relating to reimbursement allocations are met with respect to such expenditure The preceding
sentence shall not apply to preliminary expenditures with respect to a project to the extent that the
amount of such expenditures does not exceed 20% of the aggregate issue price of the portion of an
issue or issues that finance or are reasonably expected to finance the project for which the
preliminary expenditures were incurred Preliminary expenditures with respect to a project means
architectural, engineering surveying, soil testing, costs of issuance, and similar costs incurred prior
to commencement of acquisition, construction, or rehabilitation of the project, other than land
acquisition, site preparation and similar costs incident to commencement of construction
(h) The Village reasonably expects that the Project will continue throughout the
term of the Bonds to be owned and operated by the Village
3 Flow of Funds
(a) The Village is required under the Bond Ordinance on each Interest Payment
Date to deposit Toll Revenues into the Bond Fund, which, together with other moneys therein, are
sufficient to pay the principal of and interest on the Bonds on such Interest Payment Date
(b) The Bond Fund has been established to achieve a proper matching of revenues
and debt service within each bond year and will be depleted at least once each year (except for a
reasonable carryover amount that will not exceed the greater of one year's earnings on the Bond Fund
and 1/12 of annual debt service on the Bonds) All amounts in the Bond Fund will be expended to
pay debt service on the Bonds within 13 months of the date of receipt thereof (12 months if the
amounts are interest or income from the investment of such amounts)
(c) The Rebate Fund is not pledged to pay debt service on the Bonds and will not
be available if needed to pay such debt service
A b t age Cert f cate
(M1573014 2}
2
4 Arbitrage Rebate
The aggregate face amount of all tax-exempt bonds (other than private activity
bonds) issued by the Village during calendar year 2006 is not expected to exceed $5,000,000
Therefore, the Village qualifies for the exception to arbitrage rebate contained in Section
148(f)(4)(D) of the Code In the event such exception or another exception from rebate is not
available the Village has covenanted to satisfy the arbitrage requirements of Section 148 of the Code
including making the necessary calculations and payments, if any, with respect to the rebate
requirement For purposes of this Section 4, "proceeds' includes the amount of investment proceeds
on the Bonds reasonably expected by the Village on the date of issuance of the Bonds
5 Project Fund
Amounts on deposit in the Project Fund will be used for the payment of costs of
acquisition and construction of the Project No portion of the proceeds of the Bonds will be used for
reimbursement of expenditures paid by the Village prior to the date of issuance of the Bonds except
for (i) preliminary capital expenditures incurred before commencement of acquisition or construction
of the Project that do not exceed twenty percent (20%) of the portion of the issue price of the Bonds,
and (11) capital expenditures that (A) were paid no earlier than sixty (60) days before the date of the
adoption by the Village of a declaration of intent to reimburse such expenditures from the proceeds
of obligations, and (B) are reimbursed no later than eighteen (18) months after the later of the date
the expenditure was paid or the date the Project is placed in service (but no later than three (3) years
after the expenditure is paid) Proceeds (if any) used for reimbursement of expenditures will be
deposited in the general fund of the Village and will not be used to replace funds of the Village to be
used to refund debt of the Village to create a sinking or pledged fund for such debt or the Bonds or
otherwise to create replacement proceeds for such debt or for the Bonds
6 Qualified Tax -Exempt Obligations
(a) The Village reasonably expects that the aggregate face amount of all tax-
exempt obligations issued by the Village dunng calendar year 2006 will not exceed $10 million
The Village represents that neither the Village nor any subordinate entities or entities issuing tax-
exempt obligations on behalf of the Village within the meaning of Section 265(b)(3) of the Code
have issued tax-exempt obligations during calendar year 2006 and neither the Village nor any such
entities expect to issue tax-exempt obligations during calendar year 2006
For purposes of this paragraph (a)
(i) The Village and all entities that issue obligations on behalf of the
Village are treated as the Village, and all obligations issued by any entity subordinate to
another entity are treated as issued by such other entity
A b t age Cert ficate
(M1573014_2}
3
(ii) The term "obligation includes any bond or note (whether or not
recourse) any warrant, any lease purchase agreement, and any other instrument that is treated
as an obligation for purposes of section 103 of the Code except that such term shall not
include any private activity bond (as defined in section 141 of the Code) or any current
refunding obligation,
(in) An obligation is "tax-exempt' if (a) interest on the obligation is
excluded from gross income for federal income tax purposes, (b) at the time of issuance of
the obligation it was represented to the purchaser that interest on the obligation is or may be
excluded from such gross income, or (c) the proceeds of the obligation were derived (directly
or indirectly) from proceeds of a tax-exempt obligation
(iv) An obligation that is part of an issue is a refunding obligation to the
extent that (a) proceeds of the issue are used to pay pnncipal or interest on an obligation that
is part of another issue, and (b) the amount of the refunding obligation does not exceed the
amount of the refunded obligation (determined at the time of issuance of the refunding
obligation) For this purpose, the amount of an obligation is the stated pnncipal amount plus
accrued unpaid interest (or, if the original issue premium or discount exceeds 2 percent, the
present value of the obligation)
(v) A refunding obligation is a current refunding obligation if no portion
of the proceeds of the issue of which the refunding obligation is a part is used (directly or
indirectly) to pay principal, interest, or call premium on any obligation that is part of another
issue more than 90 days after the date of issue of the refunding obligation
(b) The Bonds have been designated by the Village as qualified tax-exempt
obligations (as defined in section 265(b)(3)(B) of the Code) in Section 13 of the Resolution
7 Miscellaneous
(a) No more than 50 percent of the proceeds of the Bonds will be invested in
nonpurpose investments having a substantially guaranteed yield for four years or more (within the
meaning of section 149(g)(3)(A)(ii) of the Code) More than 85 percent of the spendable proceeds of
the Bonds (within the meaning of section 149(g)(3)(A)(ii) of the Code) will be reasonably expended
for the governmental purposes within three years of the date of hereof
(b) Amounts that are subject to yield restnction under Section 4 hereof
(determined without regard to the $100,000 exception) will not be invested (directly or indirectly) in
federally insured deposits or accounts (within the meaning of section 149(b)(4)(B) of the Code) if
such investment would exceed the limit of 5 percent of the proceeds of the Bonds contained in
section 149(b)(2)(B) of the Code
(c) No portion of the proceeds of the Bonds will be used as a substitute for other
funds that were otherwise to be used as a source of financing for any portion of the Project
A b trage Certif cate
{M1573014_2}
4
(d) There are no other obligations of the Village (i) that are or will be sold within
15 days of the date hereof, and (ii) that are to be paid out of substantially the same source of funds
(or that will have substantially the same claim to be paid out of substantially the same source of
funds) as will be used to pay the Bonds
(e) The Village has covenanted that neither the Village nor any person under the
control or direction of the Village will make any investment or use of the proceeds of the Bonds that
would cause the Bonds to be "arbitrage bonds" within the meaning of section 148 of the Code No
portion of the proceeds of the Bonds will be intentionally used in the manner described in section
148(a)(1) or (a)(2) of the Code
(0 The Village reasonably expects that at least 75 percent of the available
construction proceeds (within the meaning of section 148(f)(4)(C)(vi) of the Code) of the Bonds will
be used for construction expenditures with respect to property owned by the Village
(g) The Village has covenanted that neither the Village nor any person under the
control or direction of the Village will make any use of the Project that would cause the Bonds to be
"pnvate activity bonds within the meaning of section 141 of the Code The Project will be owned
and operated by the Village, and no portion of the Project will be used in the trade or business of any
person other than a governmental unit (within the meaning of section 141 of the Code)
[Remainder of this page intentionally left blank]
Arb t age Ce t f cate
(M1573014_2}
5
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this Lfday of
December, 2006
VILLAGE OF KEY BISCAYNE, FLORIDA
By
Robert L Vernon, Mayor
A b t age Cert f cate
{M1573014_2}
6
Form UV3t3-Ca
(Rev November 2000)
Department of the Treasury
Internal Revenue Service
information Keturn for 1 ax -Exempt Governmental Obligations
► Under Internal Revenue Code section 149(e)
► See separate Instructions
Caution If the issue price is under $100 000 use Form 8038 GC
OMB No 1545 0720
Part
Reporting Authority If Amended Retum, check here ►
1 Issuer s name
Village of Key Biscayne, Florida
2 Issuer s employer identification number
65-0291811
3 Number and street (or PO box if mail is not delivered to street address)
88 West McIntyre Street
Room/suite
201
4 Report number
3 2006-1
5 City town or post office state and ZIP code
Key Biscayne, Florida 33149
6 Date of issue
12/14/2006
7 Name of issue
Road Improvement Revenue Bonds, Series 2006
8 CUSIP number
N/A
9 Name and title of officer or legal representative whom the IRS may call for more information
Jacqueline Menendez, Village Manager
10 Telephone number of officer or legal representative
305-365-5506
Part 41.
Type of Issue (check applicable box(es) and enter thp..!ssuanace) See Instructions and attach schedule
11 Education
12 Health and hospital
13 Transportation
14 Public safety
15 Environment (including sewage bonds)
16 Housing
17 Utilities
X
RECEIVED
OGDEN, UT
18 Other Describe ►
19 If obligations are TANs or RANs check box ► If obligations are BANs check box
20 If obligations are in the form of a lease or installment sale check box
Part 111
21
n
it
11
12
13
14
4,000,000
15
16
17
18
Descnption of Obligations (Complete for the entire issue for which this form is being filed
(a) Final maturity date
(b) Issue price
(c) Stated redemption
pnce at maturity
(d) Weighted
average maturity
(e) Yield
12/01/2021
Part IV
22
23
24
25
26
27
28
29
30
$ 4,000,000
$ 4,000,000
10 2 years
4 05%
Uses of Proceeds of Bond Issue (including underwnters' discount)
Proceeds used for accrued interest
Issue price of entire issue (enter amount from line 21 column (b))
Proceeds used for bond issuance costs (including underwriters discount) 24 16 , 0 0 0
Proceeds used for credit enhancement
Proceeds allocated to reasonably required reserve or replacement fund
Proceeds used to currently refund prior issues
Proceeds used to advance refund prior issues
Total (add lines 24 through 28)
Nonrefunding proceeds of the issue (subtract line 29 from line 23 and enter amount here)
Part V
31
32
33
34
25
26
27
28
0
22
0
23
4,000,000
0
0
0
Descnption of Refunded Bonds (Complete this part only for refunding bonds )
Enter the remaining weighted average maturity of the bonds to be currently refunded ►
Enter the remaining weighted average maturity of the bonds to be advance refundea ►
Enter the last date on which the refunded bonds will be called ►
Enter the date(s) the refunded bonds were issued ►
29
16,000 00
30
3,984,000 00
years
years
Part VI
Miscellaneous
35 Enter the amount of the state volume cap allocated to the issue under section 141(b)(5)
36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract (see instructions)
b Enter the final maturity date of the guaranteed investment contract ►
37 Pooled financings a Proceeds of this issue that are to be used to make loans to other governmental units
b If this issue is a loan made from the proceeds of another tax exempt issue check box ► f l and enter the name of the
issuer ► and the date of the issue 0-
38 If the issuer has designated the issue under section 265(b)(3)(B)(i)(III) (small issuer exception) check box
39 If the issuer has elected to pay a penalty in lieu of arbitrage rebate check box
40 If the issuer has identified a hedge check box
Sign
Here
Under penait
they ar
35
36a
37a
n
at I have examined this return and accompanying schedules and statements and to the best of my knowledge and belief
Signature of issuer s authorized representative
Robert Vernon
12/14/06 ' Mayor
Date Type or print name and title
For Paperwork Reduction Act Notice see page 2 of the Instructions ISA
STF FED6403F
Form 8038-G (Rev 11 2000)
CERTIFICATE REGARDING COMPLIANCE WITH DEBT CAP
The undersigned, Mayor of the Village of Key Biscayne Florida (the Village ) hereby
certifies as follows pursuant to the requirement of Section 4 10 of the Village Charter (the ` Debt Cap
Ordinance Requirement )
Capitalized terms used and not defined herein shall have the meanings given to them in
Section 4 10 of the Village Charter
(1) The total assessed value of all property within the Village as certified to the Village
by the Miami -Dade County Property Appraiser for the fiscal year ended September 30 2006 is
$4,287,674,948 One percent (1%) of such amount is $42,876,749 (the Assessed Value
Limitation )
(2) The Village s $10,000,000 Land Acquisition and Capital Improvement Revenue
Bonds Series 1999 (the '1999 Capital Improvement Bonds ) the Village s $10,000 000 Capital
Improvement Revenue Bonds, Series 2000 (the 2000 Capital Improvement Bonds ) the balance of
the State Revolving Sewer Loan the Village s $9 987 551 Capital Improvement Revenue Bonds,
Series 2002 (the 2002 Capital Improvement Bonds ) the Village s $2 800,000 Capital Improvement
Revenue Bonds, Series 2004 (the "2004 Capital Improvement Bonds ), the Village s $3,500,000
Transportation Tax Revenue Bonds, Series 2005 (the 2005 Transportation Tax Bonds ) and the
Village s proposed $4,000,000 Road Improvement Revenue Bonds, Series 2006 (the 2006 Road
Improvement Bonds ) constitute the only outstanding Debt of the Village within meaning of the
Debt Cap Ordinance The currently outstanding amount of the 1999 Capital Improvement Bonds is
$8,470,000 the currently outstanding amount of the 2000 Capital Improvement Bonds is $9,220,000,
the currently outstanding amount of the State Sewer Loan is $376,700 the currently outstanding
amount of the 2002 Capital Improvement Bonds is $9 095,086, the currently outstanding amount of
the 2004 Capital Improvement Bonds is $2,655 550, the currently outstanding amount of the 2005
Transportation Tax Bonds is $3,442,042, and the current outstanding amount of the 2006 Road
Improvement Bonds is $4,000,000 (the Outstanding Debt ), for a total of $37,259,378
(3) The amount of principal and interest payable during the fiscal year ended September
30, 2007 (the year in which combined debt service is the highest) with respect to the 1999 Capital
Improvement Bonds is $819,223, with respect to the 2000 Capital Improvement Bonds is $892,124,
with respect to the 2002 Capital Improvement Bonds is $741 177, with respect to the 2004 Capital
Improvement Bonds is $219,785 with respect to the State Revolving Sewer Loan is $28,134, with
respect to the 2005 Transportation Tax Bonds is $257,085 and with respect to the 2006 Road
Improvement Bonds is $267,844, for a total of $3 225,372
(4) Total general fund expenditures of the Village for the fiscal year ended September
30, 2005 was $19,568,607, and 15% of such amount is $2,935,291 (the ` General Fund Expenditure
Limitation )
(5) The Outstanding Debt does not exceed the Assessed Value Limitation
(6) The amount in (3) exceeds the General Fund Expenditure Limitation
(M1573009_2}
IN WITNESS WHEREOF, the undersigned has set his hand this (Jday of December
2006
VILLAGE OF KEY BISCAYNE, FLORIDA
By
Robert L Vernon, Mayor
(M1573009_2( 2
CERTIFICATE OF VILLAGE AS TO COMPUTATION
OF INTEREST RATE IN COMPLIANCE WITH
SECTION 215 84(3) FLORIDA STATUTES
The undersigned Mayor of the Village of Key Biscayne, Florida hereby certifies that (1)
the Village's Road Improvement Revenue Bonds, Series 2006 (the "Bonds ') are being issued and
sold as a single registered Bond maturing on December 1, 2021 in the aggregate principal amount
of $4,000,000 on this date, (ii) such single bond bears interest at the rate of 4 05% per annum,
(iii) as evidenced by the attached copy of a page of The Bond Buyer published on December 1,
2006, the average net interest cost rate computed in accordance with Section 215 84(3), Florida
Statutes, by adding 300 basis points to 4 04% ("The Bond Buyer 20 Bond Index' published
immediately preceding the first day of the calendar month in which the Bonds are sold) is 7 04%,
and (iv) the initial interest rate on the Bonds equal to 4 05% does not exceed the average net
interest cost rate equal to 7 04%
Dated as of the ill day of December, 2006
VILLAGE OF KEY BISCAYNE, FLORIDA
By
Robert L Vernon, Mayor
(M1573009_21
56
Market Statistics
Bond Buyer Indexes
Average Municipal Bond Yields — Compiled W eekly
Friday December 1 2006
The Bond Buyer
2006
NOV 30
21
16
9
2
OCT 26
19
12
5
SEP 28
21
14
7
20 -Bond
GO indexl
4 04
4 14
4 17
4 19
418
11 Bo nd
GO Index .'
3 98
4 08
4 11
413
412
25 -Bond
Revenue2
4 55
4 60
4 60
4 60
461
10 -Year 30 -Year
Treasury3 Treasury3
4 46
4 58
4 66
4 63
4 60
4 30
4 33
4 33
4 25
4 23
4 27
4 27
4 19
4 78
4 79
4 76
4 77
4 72
4 78
477
461
4 23
421
4 30
434
417
4 16
4 24
4 28
4 77
4 79
4 85
4 88
AUG 31
24
17
10
3
4 30
434
4 39
4 45
4 49
4 25
4 30
434
4 39
444
491
4 93
4 97
5 02
5 06
4 62
4 64
4 79
4 79
4 74
4 80
4 87
4 93
4 94
JUL 27
20
13
4 55
4 59
4 62
4 69
4 50
4 53
4 57
464
5 13
5 19
521
531
5 04
5 02
5 08
519
JUN 29
22
18
1
471
4 68
4 58
4 48
4 57
4 66
4 62
4 52
4 43
4 52
531
5 27
5 20
5 18
5 23
M AY 25
18
11
4
4 52
4 58
4 63
4 63
4 46
4 52
4 57
4 59
5 22
5 24
5 25
5 24
521
5 20
510
5 00
510
5 07
5 07
5 16
515
APR 27
20
12
6
4 59
4 59
4 57
4 56
4 55
4 55
4 52
451
5 22
5 20
5 18
5 16
MAR 30
23
16
9
4 53
443
4 40
445
448
4 36
4 33
4 38
5 14
5 08
5 08
5 11
5 08
5 04
4 98
4 90
4 85
4 74
464
4 73
4 56
4 66
4 73
4 73
4 72
484
491
491
4 76
4 76
4 78
4 92
4 94
4 88
4 94
5 00
5 07
5 03
511
5 08
5 12
5 23
5 26
5 23
5 14
5 08
5 20
517
518
5 23
5 24
5 18
5 14
5 05
4 97
4 89
4 75
4 70
4 72
MAR 2
20 -Bon d
GO Index.'
4 39
11 Bond
GO Index.'
4 32
25 Bond
Revenue2
5 07
10 -Year
Treasury3
464
FEB 23
16
9
2
4 36
441
4 42
443
4 29
434
434
4 36
5 04
5 09
514
5 17
4 56
4 59
454
4 57
30 -Year
Treasury3
4 62
JAN 26
19
12
5
4 42
4 33
4 37
4 35
4 35
4 26
4 29
4 28
515
5 08
511
5 09
4 52
4 37
441
4 35
2005
DEC 29
22
15
8
1
438
4 42
4 48
4 49
4 53
431
4 35
441
4 42
4 46
511
515
519
5 20
5 23
4 36
4 43
4 47
4 46
451
451
4 57
464
4 70
4 70
454
4 59
454
4 52
461
4 67
4 67
4 72
(1) Ge erat obligati n bonds mat g i 20 years a e used n comp I ng th ese ndexes The 20 -bond index has an average rating equivalent to Moodys Aa2
and S&P's AA wh le the 11 bond des s equ v al t to Aat and AA plus (N o averag Fitch rat g pr ovided because Fitch does not rat e two of the bonds )
Th 11 bo ds used n the h ghe -grad e ndex are marked with asterisk
Battimo e Md
Caldomia
Ch cago 111
Dade Co Fla
Denver Colo
Flonda
Geo g a
Moodys/S&P/Fitch
Al/A /A+
Al/A /A
Aa3/A /AA
Aa3/AA—/A
.Aa1/AA+/AA
Aa1/AAA/AA
Aaa / AAA / AAA
Houst on T x.
Memphis Tenn
M Iwaukee Wis
New Jer sey
New York City
New York State
North Carofna
Moody's/S&P/Fitch
.Aa3j/AA— /AA—
Aa2/AA/AA—
A a2/AA/AA
Aa2 / M / AA—
Al/AA—/A
Aa3 /AA/M—
Aa1 / AAA / AAA
Pen Ph
oenix Anz
.
Puerto Ric o
'Seattle Wash
S outh Carol na
'Wash ngto
� /AA
Aa1/AA+/NR
Baa3 / BBB / NR
.Aaa /AAA /AAA
.Aaa / AA + / AM
Aa1 /AA+/AA
2)
nue bonds matunng in
(rat gtsp ov ded be cause Fitch does not rate s even years a e used in f hp leng this bo nds ) The bonds and th raIt has an av erag e tings egareurv al rrt t Moodys Al and S8P A plus (No aver ag e Fitch
Atlanta Ga a rport (AMT)
Caldornia Hous ng F nance Agency multi unit ental (AMT)
Con ecticut Hous ng Finance Authority
Dallas Fort Worth International Airport Board T x (A MT)
En ergy Northwest (tormerty WPP$S) Wash power eve u
111 noes Health Facllit es Authority (Northwe t m Memo al Ho oriel)
111 nors Housing Development Authority multrfamily
Intermountain Power Agency Utah
JEA (form erly Jacksonville Electric Autho rty) Fla el ectric revenu
Kentucky Turnpike Authonty
Los Angeles Department of Water and Power Calif electric revenue
Mancopa Co Industrial Developm ent Authority Anz (Samarita H atth S ry ce)
Massachusetts Port Authority (A MT)
MEA G Powe (formed), Municipal Electric Authority of Georgia)
Nebraska Public Power DistncL powe supply
New Jersey Turnpike Authority turnpike revenue
New York State Local Gov ernment Assistant Corp revenue
New York State Power Authority general purpose
North Carolina Municipal Power Agency No 1 Catawba electric a ue
Port A uthority of New York and New Jersey oonsohdated (AMT)
Puerto Rico Electnc P ower Authority
Salt River Project Agricultural Improv em t a nd Pow er Dist ct. Anz electric
South Carolina Pubttc Service Authonty etectnc revenue
Texas Municipal Power Agency
Virginia Housing Developme t Authority ( AMT)
(3) Y Id o th most rr t US T ry 10-y
evenu
Moodys S&P
Al A+
Aa2 A
Aaa AAA
Al A
Aa1 AA—
Aa2 AA
Al A
Al A+
Aa2 M
Aa3 AA—
Aa3 A
Baal BBB
Aa3 AA —
A2 A
Al A
A3 A
A3 AA—
Aa2 AA —
Baal BBB+
Al AA
Ba 1 A—
Aa2 AA
Aa2 M —
A2 A+
Aa1 M
d 30-y Tre ry bond ( So roe GovPX In G ry GuyB utt )
A
NR
NR
A
AA —
NR
A
AA —
AA
AA—
AA —
NR
AA—
AA —
A+
A
A+
AA
A—
AA —
NA
NR
AA
A
NR
RECEIPT FOR BONDS
SUNTRUST BANK hereby acknowledges receipt of $4,000,000 aggregate principal
amount of Village of Key Biscayne Flonda Road Improvement Revenue Bonds, Senes 2006
IN WITNESS WHEREOF, I hereunto set my hand this j'day of December, 2006
SUNTRUST BANK
By
4
ti
Delle J seph, Vice Pre . ident
{M1573009_2}
ADORNO & Yoss
A LIMITED LIABILITY PARTNERSHIP
2525 PONCE DE LEON BOULEVARD SUITE 400
MIAMI FLORIDA 33134 60 1 2
PHONE (305) 460 1 000 FAX (305) 460 1 422
WWW ADORNO COM
December 14 2006
The Village Council of the Village of Key Biscayne
Key Biscayne, Florida
SunTrust Bank
Miami, Flonda
Re $4,000,000 Village of Key Biscayne, Florida
Road Improvement Revenue Bonds
Senes 2006
Ladies and Gentlemen
We have acted as bond counsel in connection with the issuance by the Village of Key
Biscayne, Florida (the "Village ') of its $4,000 000 Road Improvement Revenue Bonds, Series
2006 initially issued and delivered on this date (the `Bonds ') pursuant to the Constitution and
laws of the State of Flonda, including particularly Part II of Chapter 166, Flonda Statutes, as
amended, the Charter of the Village and other applicable provisions of law (collectively, the
"Act' ), Ordinance No 2006-10 duly adopted by the Village Council of the Village on November
14, 2006 and Resolution No 2006-52 adopted on December 5, 2006 (collectively, the ` Bond
Ordinance' )
We have examined the Act the Bond Ordinance and such certified copies of the
proceedings of the Village and of such other documents as we have deemed necessary to render
this opinion As to the questions of fact material to our opinion we have relied upon
representations of the Village contained in the Bond Ordinance and in the certified proceedings
and other certifications of public officials furnished to us without undertaking to verify such
representations by independent investigation
Based on the foregoing, we are of the opinion that, under existing law
1 The Village is duly created and validly existing as a municipality under
the Constitution and laws of the State of Flonda, with the power to adopt the Bond
Ordinance, to perform its obligations thereunder and to issue the Bonds
{MI573016_2)
CALIFORNIA FLORIDA GEORGIA NEW JERSEY NEW YORK WASHINGTON D C
The Village Council of the Village of Key Biscayne
SunTrust Bank
December 14 2006
Page 2
2 The Bond Ordinance has been duly adopted by the Village and constitutes
a valid and binding obligation of the Village enforceable in accordance with its terms
3 The issuance and sale of the Bonds has been duly authonzed by the
Village The Bonds constitute valid and binding limited obligations of the Village,
enforceable in accordance with their terms, payable in accordance with, and as limited
by, the terms of the Bond Ordinance, solely from Toll Revenues (as defined in the Bond
Ordinance) of the Village The Bonds do not constitute a debt of the Village within the
meaning of any constitutional or statutory provision, or a pledge of the faith and credit of
the Village The issuance of the Bonds shall not directly or indirectly or contingently
obligate the Village to levy or to pledge any form of ad valorem taxation whatsoever
therefor nor shall the Bonds constitute a charge hen or encumbrance, legal or equitable,
upon any property of the Village, and the owners of the Bonds shall have no recourse to
the ad valorem taxing power of the Village
4 Under existing statutes regulations, rulings and judicial decisions, interest
on the Bonds is excluded from gross income for federal income tax purposes Interest on
the Bonds is not an item of tax preference for purposes of the federal alternative
minimum tax imposed on individuals and corporations, however, such interest is taken
into account in determining adjusted current earnings for purposes of computing the
alternative minimum tax imposed on corporations under the Internal Revenue Code of
1986, as amended (the "Code ) Ownership of the Bonds may result in collateral federal
tax consequences to certain taxpayers We express no opinion regarding other federal tax
consequences resulting from the ownership, receipt or accrual of interest on, or
disposition of the Bonds
The opinion set forth in the preceding paragraph assumes continuing compliance
by the Village with certain requirements of the Code that must be met after the date of the
issuance of the Bonds in order for interest on the Bonds to be excluded from gross
income for federal income tax purposes The failure to meet these requirements may
cause interest on the Bonds to be included in gross income for federal income tax
purposes retroactively to the date of issuance of the Bonds The Village has covenanted
in the Bond Ordinance to take the actions necessary to comply with such requirements
We are further of the opinion that the Bonds are "qualified tax exempt
obligations" within the meaning of Section 265(b)(3) of the Code Accordingly, a
financial institution's interest expense allocable to interest on the Bonds will be reduced
by 20% under Section 291(a)(3) of the Code (rather than disallowed under Section 265(b)
of the Code)
5 The Bonds are exempt from the excise tax on documents imposed
pursuant to Chapter 201, Flonda Statutes
{M1573016_2}
CALIFORNIA FLORIDA GEORGIA NEW JERSEY NEW YORK WASHINGTON D C
The Village Council of the Village of Key Biscayne
SunTrust Bank
December 14, 2006
Page 3
This opinion is qualified to the extent that the nghts of the holders of the Bonds and the
enforceability of the Bonds and the Bond Ordinance may be limited by bankruptcy, insolvency,
reorganization moratorium and other similar laws affecting creditors' rights generally now or
hereafter in effect, and by the exercise of judicial discretion in appropriate cases in accordance
with equitable principles
Respectfully submitted,
ADORNO & YOSS, LLP
4_,0-(,-. J Y (_,
{M1573016_2}
CALIFORNIA FLORIDA GEORGIA NEW JERSEY NEW YORK WASHINGTON D C
WEISS SEROTA HELFMAN
PASTORIZA COLE & HONISKE, P A
ATTORNEYS AT LAW
MITCHELL A BIERMAN
NINA L BONISKE
MITCHELL J BURNSTEIN
JAMIE ALAN COLE
STEPHEN J HELFMAN
GILBERTO PASTORIZA
MICHAEL S POPOK
JOSEPH H SEROTA
SUSAN L TREVARTHEN
RICHARD JAY WEISS
DAVID M WOLPIN
LYNN M DANNHEISSER
IGNACIO G DEL VALLE
DOUGLAS R GONZALES
MELISSA P ANDERSON
LILLIAN ARANGO DE LA HOZ
JAMES E BAKER
JEFF P H CAZEAU
RAQUEL ELEJABARRIETA
CHAD FRIEDMAN
MIAMI DADE OFFICE
2665 SOUTH BAYSHORE DRIVE
SUITE 420
MIAMI FLORIDA 33133
TELEPHONE 305 854 0800
TELECOPIER 305 854 2323
WWW WSH LAW COM
BROWARD OFFICE
200 EAST BROWARD BOULEVARD SUITE 1900
FORT LAUDERDALE FLORIDA 33301
TELEPHONE 954 763 4242 TELECOPIER 954 764 7770
OF COUNSEL
December 14 2006
The Village Council of the Village of Key Biscayne Florida
Key Biscayne Florida
SunTrust Bank
Miami, Florida
\dorno & Yoss, LLP
Miami, Florida
GREGORY A HAILE
JOHN J KENDRICK I I I
KAREN LIEBERMAN
JOHANNA M LUNDGREN
ANDREW W MAI
MATTHEW H MANDEL
PAMI MAUGHAM
ALEXANDER L PALENZUELA MAURI
YUNIOR PINEIRO
CHRISTINA PRKIC
JOHN J QUICK
ANTHONY L RECIO
SCOTT A ROBIN
GAIL D SEROTA
JONATHAN C SHAMRES
ESTRELLITA S SIBILA
EDUARDO M SOTO
MICHAEL L STINES
JOSE S TALAVERA
STEVEN E TAYLOR
JAMES E WHITE
CL NTON A WR GHT H
Re $4,000,000 Village of Key Biscayne Florida Road Improvement Revenue
Bonds, Series 2006
Ladies and Gentlemen
We have acted as Village Attorney for the Village of Key Biscayne Florida (the
"Village") in connection with the issuance of the Village's $4,000,000 Road Improvement
Revenue Bonds, Series 2006 (the "Bonds") In such capacity, we have examined the following
a Oidiiiance No 2006-10 aaoptea by the village Council on November 14
2006, and Resolution No 2006-52 adopted by the Village Council on
December 5, 2006, authorizing the issuance of the Bonds (collectively the
"Bond Ordinance"),
b The Village Charter, as amended (the "Charter') and Chapter 166, Florida
Statutes, as amended and
c Such other documents, certificates records and proceedings as we have
considered necessary to enable us to render this opinion
Based on such examinations, we are of the opinion that
The Village Council of the Village of Key Biscayne, Florida
SunTrust Bank
Adorno & Yoss LLP
December 14 2006
Page 2
1 The Bond Ordinance has been duly adopted and no further action of the
Village is required to authorize the issuance sale and delivery of the Bonds The Bond
Ordinance constitutes a legal, valid and binding obligation of the Village enforceable in
accordance with its terms except as enforcement may be limited by applicable bankruptcy
insolvency, reorganization, moratorium or other laws relating to or affecting creditor's rights
generally or by general principles of equity
2 The issuance, sale and delivery of the Bonds and the adoption of the Bond
Ordinance and compliance with the provisions thereof, under the circumstances contemplated
thereby, are permitted under the provisions of the Charter including in particular Section 4 10
thereof, and to the best of our knowledge without undertaking any independent research do not
and will not in any way constitute a breach or default under any agreement or other instrument to
which the Village is a party or any existing law, regulation court order or consent decree to
which the Village is subject
3 To the best of our knowledge, there is no action suit proceeding or
investigation at law or in equity before or by any court public board or body pending or
threatened against or affecting the Village, wherein an unfavorable decision ruling or finding
would materially adversely affect the Village's obligations under the Bond Ordinance or
adversely affect the validity of the Bonds or the security therefor
Respectfully submitted,
WEISS SEROTA HELFMAN PASTORIZA COLE
& BONISKE P A
By
David M Wolpin
(M1573013_1)
WEISS SEROTA HELFMAN
PASTORIZA COLE & BONISKE PA
bona r finance - Local bona Monitoring submission complete
rage 1 of 1
STATE OF FLORIDA - DIVISION OF BOND FINANCE LOCAL BOND MON
Home
Form submitted successfully To print the entire form, please click the
below
Print
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Bond Finance - Local Bond Monitonng Pnnt Form
Page 1 of 5
NAME OF GOVERNMENTAL UNIT
Village of Key Biscayne, Florida
MAILINC ADDRESS OF GO% ERNMEN1 AL UNIT OR ITS MANAGER
Address(1) 88 West McIntyre Street, Suite 201
Address(2)
City Key Biscayne
State FL
Zip 33149
COUNTIES) IN WHICH GOV ERNMEN I'AL UNIT HAS JURISDICTION
Miami -Dade
TYPE OF ISSUER
City
IS THE ISSUER A COMMUNI FY DEVELOPMENT DISTRICTS
ISSUE NAME
AMOUNT
INTEREST
CALCULATION
YIELD
$4,000,000 Village of Key
Biscayne, Florida Road
Improvement Revenue Bonds,
Series 2006
$4,000,000 00
Net Interest
Cost Rate
4 05%
AMOUNT AUTHORIZED
$4,000,000 00
DATED DATE (MM/DD/' YYY)
12/14/2006
SALE DATE (MM/DD/YYYY)
12/14/2006
DELIVERY DATE (MM/DD/YYYY)
12/14/2006
LEGAL AUTHORITY FOR ISSUANCE
Ch 166, F S
TYPE OF ISSUE
Revenue
IS THIS A PRIVATE ACTIVITY BOND (PAB)9
Did This Issue Receive a PAB Allocation?
Amount of Allocation
$0 00
SPECIFIC REVENUES(S) PLEDGED
Primary
Other
Secondary
Other
Toll Revenues
https //www sbafla com/issue/punt aspx7print_id=927 12/14/2006
13onci Penance - Local Bond Monitoring Print corm Page 2 of 5
PURPOSE(S) OF THE ISSUE
Primary
Road and Bridge Projects
Secondary
Other
IS THIS A REFUNDING ISSUE/
REFUNDED DEBT HAS BEEN
DID THE REFUNDING ISSUE CONTAIN NEW MONEY/
APPROXIMATELY WHAT PERCENTAGE OF PROCEEDS IS NEW MONEY/
TYPE OF SALE
Negotiated Private Placement
INSURANCE/ENHANCEMENTS
No Credit Enhancement
RATINGS)
Moody s
NR
s&P
NR
Fitch
NR
Other
DEBT SERVICE SCHEDULE PROVIDED BY
E-mail
OPTIONAL REDEMPTION PROVISIONS PROVIDED BY
E-mail
PROVIDE THE NAME AND ADDRESS OF THE SENIOR MANAGING UNDERWRITER OR SOLE PURCHASER
Underwriter Sun Trust Bank
Address(1) 777 Brickell Avenue
Address(2)
City Miami
State FL
Zip 33131
CO -Underwriter Wine
Address(1)
Address(2)
City
State -
Zip
PROVIDE THE NAME(S) AND ADDRESS(ES) OF ANY ATTORNEY OR FINANCIAL CONSULTANT WHO ADVISED
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bona r finance - Local bona lvionitoring runt r orm
lage3ott
THE UNIT OF LOCAL GOVERNMENT WITH RESPECT TO THE BOND ISSUE
Bond Counsel
Address(1)
Address(2)
City
State
Zip
Adorno & Zeder/Adorno & Yoss
2525 Ponce de Leon Blvd , Suite 400
Miami
FL
33134
CO -Bond Counsel None
Address(1)
Address(2)
City
State -
Zip
Financial Advisor/Consultant None
Address(1)
Address(2)
City
State
Zip
CO -Financial Advisor/Consultant None
Address(1)
Address(2)
City
State -
Zip
Other Professionals
Address(1)
Address(2)
City
State
Zip
PAYING AGENT
Weiss Serota Helfman Pastoriza Cole & Boniske, PA
2665 South Bayshore Drive
Suite 204
Miami
FL
33133
Village of Key Biscayne
REGISTRAR
Village of Key Biscayne
BF2004-A AND BF2004-B
NOTE The following items are required to be completed in full for all bond issues except those sold pursuant
to Section 154 Part III Sections 159 Parts II III or V or Section 243 Part I Florida Statutes
HAS ANY FEE, BONUS, OR GRATUITY BEEN PAID BY ANY UNDERWRITER OR FINANCIAL CONSULTANT, IN
CONNECTION WITH THE BOND ISSUE, TO ANY PERSON NOT REGULARLY EMPLOYED OR ENGAGED BY SUCH
UNDERWRITER OR CONSULTANT? IF YES, PLEASE PROVIDE THE FOLLOWING INFORMATION WITH RESPECT
TO EACH SUCH UNDERWRITER OR CONSULTANT
HAVE ANY OTHER FEES BEEN PAID BY THE UNIT OF LOCAL GOVERNMENT WITH RESPECT TO THE BOND
ISSUE, INCLUDING ANY FEE PAID TO ATTORNEYS OF FINANCIAL CONSULTANTS? IF YES, PLEASE PROVIDE
THE TOTAL FFFS PAID TO APPLICABLE PARTICIPANTS
Total Bond Counsel Fees Paid
$15,000 00
Total Financial Advisor Fees Paid
$0 00
https //www sbafla corn/issue/print aspx7print_id=927 12/14/2006
tioncl Valance - Local tionct IVionitonng Ynnt P orm
?age 4otJ
Other Fees Paid
COMPANY NAME
FEE PAID
SERVICE PROVIDED OR
FUNCTION SERVED
Weiss Serota Helfman
Pastoriza Cole & Boniske,
PA
$1,000 00
Village Attorney
FILING OF THIS FORM HAS BEEN AUTHORIZED BY THE OFFICIAL OF THE ISSUER IDENTIFIED BELOW
Name
Title
Robert L Vernon, Mayor
Governmental Officer primarily responsible for coordinating
issuance of the bonds
FEES CHARGED BY UNDERWRITER
Management Fee (Per Thousand Par Value)
0
Private Placement Fee
0
UNDERWRITER'S EXPEC ['ED GROSS SPREAD (PER THOUSAND PAR VALUE)
0
FOR ADDITIONAL INFORMATION, THE DIVISION OF BOND FINANCE SHOULD CONTACT
Name Jeffrey D DeCarlo, Esq
Title Bond Counsel
Phone 305-460-1276
Company Adorno & Yoss, LLP
Address(1) 2525 Ponce de Leon Blvd
Address(2) Suite 400
City Miami
State FL
Zip 33134
INFORMATION RELATING TO PARTY COMPLETING THIS FORM (IF DIFFERENT FROM ABOVE)
Name
Title
Phone - -
Company
Address(1)
Address(2)
City
State -
Zip
In order to better serve local governments the Division of Bond Finance will remind issuers as their deadlines
approach for filing continuing disclosure information required by SEC Rule 15c2 12 based on the following
information
IF THE ISSUER IS REQUIRED TO PROVIDE CONTINUING DISCLOSURE INFORMATION IN ACCORDANCE WITH SEC
RULE 15c2-12, DO YOU WANT THE DIVISION OF BOND FINANCE TO REMIND YOU OF YOUR FILING
DEADLINES
ON WHAT DATE IS THE CONTINUING DISCLOSURE INFORMATION REQUIRED TO BE FILED9 (MM/DD)
https //www sbafla com/Issue/pnnt aspx7print_id=927
12/14/2006
l3onci Vinance - Local tjond Monitoring t'nnt Form Page 5 of 5
PROVIDE THE FOLLOWING INFORMATION REC'ARDING THE PERSON(S) RESPONSIBLE FOR FILING CONTINUING
DISCLOSURE INFORMATION REQUIREDBY SEC RULF 15c2-12 AND THE CONTINUING DISCLOSURE
AGREEMENT (INCLUDING OTHER OBI !GATED PARTIES, IF APPROPRIATE)
Name
Title
Phone
Company
Address(1)
Address(2)
City
State
Zip
Fax
Email
https //www sbafla com/issue/pnnt aspx'pnnt_id=927 12/14/2006
STATE OF FLORIDA
DIVISION OF BOND FINANCE
LOCAL BOND MONITORING SECTION
This form represents an update and compilation of the BF2003, BF2004-A and BF2004-B forms
Bond Information forms (BF2003) are required to be completed by local governments pursuant to Chapter 19A 1 003 Florida Administrative Code (F A C )
Bond Disclosure forms BF2004 A (Competitive Sale) or BF2004 B (Negotiated Sale) are required to be filed with the Division within 120 days of the delivery
of the issue pursuant to Sections 218 38(1)(b)1 and 218 38(1)(c)1 Florida Statutes (F S) respectively
Final Official Statements if prepared are required to be submitted pursuant to Section 218 38(1) F S
Please complete all items applicable to the issuer as provided by the Florida Statutes
PURSUANT TO SECTION 218 369 F S ISSUERS OF BOND ANTICIPATION NOTES ARE EXEMPT FROM THESE FILING REQUIREMENTS
BF2003
BOND INFORMATION FORM
PART I ISSUER INFORMATION
1 NAME OF GOVERNMENTAL UNIT Village of Key Biscayne, Florida
2 MAILING ADDRESS OF GOVERNMENTAL UNIT OR ITS MANAGER 88 West McIntyre Street, Suite 201, Key Biscayne,
Florida 33149
3 COUNTY(IES) IN WHICH GOVERNMENTAL UNIT HAS JURISDICTION Miami -Dade
4 TYPE OF ISSUER COUNTY X CITY AUTHORITY INDEPENDENT SPECIAL DISTRICT
DEPENDENT SPECIAL DISTRICT OTHER (SPECIFY)
PART II BOND ISSUE INFORMATION
1 NAME OF BOND ISSUE $4,000,000 Village of Key Biscayne, Florida Road Improvement Revenue Bonds, Senes 2006
2 AMOUNT ISSUED $4,000,000 3 AMOUNT AUTHORIZED $4,000,000
4 DATED DATE December , 2006 5 SALE DATE December , 2006
6 DELIVERY DATE December , 2006
7 LEGAL AUTHORITY FOR ISSUANCE
FLORIDA STATUTES
SPECIAL ACTS
OTHER
Chapter 166
8 TYPE OF ISSUE GENERAL OBLIGATION SPECIAL ASSESSMENT SPECIAL OBLIGATION
X REVENUE COP (CERTIFICATE OF PARTICIPATION) LEASE PURCHASE BANK LOAN/LINE OF CREDIT
9 A IS THIS A PRIVATE ACTIVITY BOND (PAB)7 YES X NO
B 1 IF YES DID THIS ISSUE RECEIVE A PAB ALLOCATION? YES NO
2 IF YES AMOUNT OF ALLOCATION $
10 SPECIFIC REVENUE(S) PLEDGED
(1) PRIMARY Toll Revenues
(2) SECONDARY
(3) OTHER(S)
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1
11 A PURPOSE(S) OF THE ISSUE
(1) PRIMARY financing a portion of the costs of road improvements within the Village (Crandon
Boulevard Improvements --Phase III), financing architectural, engineering, environmental,
legal and other planning costs related thereto, and paying costs of issuance of the Bonds
(2) SECONDARY
(3) OTHER(S)
B IF PURPOSE IS REFUNDING COMPLETE THE FOLLOWING
(1) FOR EACH ISSUE REFUNDED LIST NAME OF ISSUE DATED DATE ORIGINAL PAR VALUE (PRINCIPAL
AMOUNT) OF ISSUE AND AMOUNT OF PAR VALUE (PRINCIPAL AMOUNT) REFUNDED
(2) REFUNDED DEBT HAS BEEN RETIRED OR DEFEASED
(3) A DID THE REFUNDING ISSUE CONTAIN NEW MONEY? YES NO
6 IF YES APPROXIMATELY WHAT PERCENTAGE OF PROCEEDS IS NEW MONEY?
0/0
12 TYPE OF SALE COMPETITIVE BID NEGOTIATED X NEGOTIATED PRIVATE PLACEMENT
13 BASIS OF INTEREST RATE CALCULATION I E INTEREST RATE USED TO STRUCTURE THE BOND
ISSUE
NET INTEREST COST RATE (NIC) 4 05 % TRUE INTEREST COST RATE (TIC) %
CANADIAN INTEREST COST RATE (CIC) % ARBITRAGE YIELD (ARBI) ok
SPECIFY OTHER
14 INSURANCE/ENHANCEMENTS AGIC AMBAC CGIC CLIC FGIC FSA
HUD MBIA NGM LOC (LETTER OF CREDIT) OTHER (SPECIFY)
X NOT INSURED
15 RATING(S) MOODY S S & P FITCH DUFF&PHELPS OTHER (SPECIFY)
X NOT RATED
16 DEBT SERVICE SCHEDULE ATTACH COMPLETE COPY OF SCHEDULE PROVIDING THE FOLLOWING
INFORMATION
MATURITY DATES (MO/DAY/YR) 12/01/2021
COUPON/INTEREST RATES 4 05%
ANNUAL INTEREST PAYMENTS See attached
PRINCIPAL (PAR VALUE) PAYMENTS See attached
MANDATORY TERM AMORTIZATION See attached
17 LIST OR ATTACH OPTIONAL REDEMPTION PROVISIONS See attached
{M1573012_1}
2
18 PROVIDE THE NAME AND ADDRESS OF THE SENIOR MANAGING UNDERWRITER OR SOLE PURCHASER
SunTrust Bank, 777 Bnckell Avenue, Miami, Florida 33131
19 PROVIDE THE NAME(S) AND ADDRESS(ES) OF ANY ATTORNEY OR FINANCIAL CONSULTANT WHO
ADVISED THE UNIT OF LOCAL GOVERNMENT WITH RESPECT TO THE BOND ISSUE
NO BOND COUNSEL X NO FINANCIAL ADVISOR NO OTHER PROFESSIONALS
BOND COUNSEL(S)
Adorno & Yoss, LLP, 2525 Ponce de Leon Boulevard, Suite 400, Miami, Florida 33134
FINANCIAL ADVISOR(S)/CONSULTANT(S)
OTHER PROFESSIONALS
Weiss Serota Helfman Pastoriza Cole & Boniske, P A , 2665 South Bayshore Drive, Suite 204 Miami, Honda
33133
20 PAYING AGENT
NO PAYING AGENT
21 REGISTRAR
NO REGISTRAR
22 COMMENTS
Village of Key Biscayne
Village of Key Biscayne
PART 111 RESPONDENT INFORMATION
FOR ADDITIONAL INFORMATION THE DIVISION SHOULD CONTACT
Name and Title
Company
Jeffrey D DeCarlo, ESQ Phone 305-460-1276
Adorno & Yoss, LLP
INFORMATION RELATING TO PARTY COMPLETING THIS FORM (If different from above)
Name and Title Phone
Company
Date Report Submitted December , 2006
BF2004-A and BF2004-B
NOTE The following items are required to be completed in full for all bond issues except those sold pursuant to Section 154
Part III Sections 159 Parts II III or V or Section 243 Part II Florida Statutes
23 ANY FEE BONUS OR GRATUITY PAID BY ANY UNDERWRITER OR FINANCIAL CONSULTANT IN
CONNECTION WITH THE BOND ISSUE TO ANY PERSON NOT REGULARLY EMPLOYED OR ENGAGED BY
SUCH UNDERWRITER OR CONSULTANT
X NO FEE BONUS OR GRATUITY PAID BY UNDERWRITER OR FINANCIAL CONSULTANT
{M1573012_1}
3
(1) COMPANY NAME FEE PAID $
SERVICE PROVIDED or FUNCTION SERVED
(2) COMPANY NAME FEE PAID $
SERVICE PROVIDED or FUNCTION SERVED
(3) COMPANY NAME FEE PAID $
SERVICE PROVIDED or FUNCTION SERVED
(4) COMPANY NAME FEE PAID $
SERVICE PROVIDED or FUNCTION SERVED
24 ANY OTHER FEES PAID BY THE UNIT OF LOCAL GOVERNMENT WITH RESPECT TO THE BOND ISSUE
INCLUDING ANY FEE PAID TO ATTORNEYS OR FINANCIAL CONSULTANTS
NO FEES PAID BY ISSUER
(1) COMPANY NAME Adorno & Yoss, LLP
FEE PAID $ 15,000 SERVICE PROVIDED or FUNCTION SERVED Bond Counsel
(2) COMPANY NAME
FEE PAID $ 1,000
Weiss Serota Helfman Pastoriza Cole & Boniske, P A
SERVICE PROVIDED or FUNCTION SERVED Village Attorney
(3) COMPANY NAME FEE PAID $
SERVICE PROVIDED or FUNCTION SERVED
(4) COMPANY NAME FEE PAID $
SERVICE PROVIDED or FUNCTION SERVED
(UNLESS YOU ARE EXEMPT FROM FILING A BF2004), PLEASE PROVIDE THE SIGNATURE OF EITHER THE CHIEF
EXECUTIVE OFFICER OF THE GOVERNING BODY OF THE UNIT OF LOCAL GOVERNMENT OR THE GOVERNMENTAL
OFFICER PRIMARILY RESPONSIBLE FOR COORDINATING THE ISSUANC I BONdS
NAME (Typed/Printed) Robert L Vernon SIGNATURE
TITLE Mayor DATE December 14, 2006
BF2004-B
ITEMS 25 AND 26 MUST BE COMPLETED FOR ALL BONDS SOLD BY NEGOTIATED SALE
25 MANAGEMENT FEE CHARGED BY UNDERWRITER $ PER THOUSAND PAR VALUE
OR
PRIVATE PLACEMENT FEE $
X NO MANAGEMENT FEE OR PRIVATE PLACEMENT FEE
26 UNDERWRITERS EXPECTED GROSS SPREAD
X NO GROSS SPREAD
$ PER THOUSAND PAR VALUE
(M1573012_1}
4
PART IV CONTINUING DISCLOSURE INFORMATION
In order to better serve local governments the Division of Bond Finance will remind issues as their deadlines approach for
filing continuing disclosure information required by SEC Rule 15C2-12 based on the following information
27 Is the issuer required to provide continuing disclosure information in accordance with SEC Rule 15c2 129
Yes
X No
28 If yes on what date is the continuing disclosure information required to be filed?
29 Provide the following information regarding the person(s) responsible for filing continuing disclosure information
required by SEC Rule 15c2 12 and the continuing disclosure agreement (including other obligated parties if
appropriate)
Name
Title
Mailing Address
Telephone Number
Fax Number
E mail address (if e-mail notification is requested)
PART V RETURN THIS FORM AND THE FINAL OFFICIAL STATEMENT, IF ONE WAS PREPARED, TO
TO
Courier Deliveries Division of Bond Finance
State Board of Administration
1801 Hermitage Blvd Suite 200
Tallahassee FL 32308
Phone 850/413 1304 or 413 1305
FAX 850/4131315
Mailing Address
Division of Bond Finance
State Board of Administration
P 0 Drawer 13300
Tallahassee FL 32317 3300
REVISED Dec 9 2002/bfcombo
{M1573012_11
5
To SunTrust Bank
Miami, Florida
Re $4 000,000 Village of Key Biscayne, Florida
Road Improvement Revenue Bonds,
Series 2006
Please deposit the entire proceeds of the Bonds in the amount of $4,000,000 to the
account shown on the attachment to this letter
VILLAGE OF KEY BISCAYNE, FLORIDA
2,0r,-,
Robert L Vernon
Mayor
ated December 14, 2006
{M1574581_1)
Attachment to Deposit Instructions Letter
Bank SunTrust Bank
ABA# 061000104
Account# 1000029499836
Special Instructions Village of Key Biscayne, FL
Road Improvement Revenue Bond Proceeds
A
{M1574581_1}