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HomeMy Public PortalAbout16-9201 Execute a Waiver of Conflict w/Weiss Serota, Et Al Sponsored by: City Attorney RESOLUTION NO. 16-9201 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF OPA-LOCKA, FLORIDA, AUTHORIZING THE CITY ATTORNEY TO EXECUTE A WAIVER OF CONFLICT WITH WEISS SEROTA, ET AL., (EXHIBIT "A"); PROVIDING FOR INCORPORATION OF RECITALS; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, The City has $3,494,000.00 Tax-Exempt Capital Improvement Revenue and Refunding Note, Series 2015A and $5,106,000.00 Taxable Capital Improvement Revenue Note, Series 2015B (2015 Notes); and WHEREAS,Weiss Serota, et al., represents the City as a part of the Red Light Camera Litigation and City National Bank as the lender on the 3494,000.00 Tax- Exempt Capital Improvement Revenue and Refunding Note, Series 2015A and $5,106,000.00 Taxable Capital Improvement Revenue Note, Series 2015B (2015 Notes) ; and WHEREAS, Weiss Serota, et al., hereby request the waiver of conflict as set forth in EXHIBIT "A" to review the Notes Series 2015A and 2015B; and NOW THEREFORE, BE IT RESOLVED THAT THE CITY COMMISSION OF THE CITY OF OPA-LOCKA, FLORIDA: Section 1. The recitals to the preamble herein are incorporated by reference; Section 2. The City Attorney is hereby authorized to execute the waiver of conflict as set forth in EXHIBIT "A". Section 3. This Resolution shall take effect immediately upon adoption. PASSED AND ADOPTED this 8t" day of Tune, 2016. Resolution No. 16-9201 yra L. T y,lor Mayor Attest to: Approved as to form and legal sufficiency: C A-01_ 14.(C2, - Jo. I na Flores Vincent T. Brown, Esq. City Clerk The Brown Law Group, LLC City Attorney Moved by: VICE MAYOR HOLMES Seconded by: COMMISSIONER KELLEY Commissioner Vote: 4-0 Commissioner Kelley: YES Commissioner Santiago: YES Vice Mayor Holmes: YES Mayor Taylor: YES WEISS SEROTA HELFMAN COLE & BIERMAN AT THE CROSSROADS OF BUSINESS, GOVERNMENT & THE LAW JEFFREY D. DECARLO jdecarlo@wsh-law.com May 6, 2016 Mario Carballo, Esq. Vincent Brown, Esq. Managing Senior Vice President City Attorney and Co-General Counsel City of Opa-Locka, Florida City National Bank of Florida, Suite 711 780 Fisherman St., 4th Floor 25 West Flagler Street Opa-Locka, Florida 33054 Miami, Florida 33130 Re: Borrower: City of Opa-Locka (the"City") Lender: City National Bank of Florida Loan: $3,494,000 Tax-Exempt Capital Improvement Revenue and Refunding Note, Series 2015A and $5,106,000 Taxable Capital Improvement Revenue Note, Series 2015B ("2015 Notes") GENTLEMEN: As you know, we represented the Lender in connection with the $8,500,000 Capital Improvement Revenue Note, Series 2014 (the "2014 Note") and the refinancing of the 2014 Note with the proceeds of the 2015 Notes (collectively, the "Loan Transaction"). We have also represented and continue to represent a group of cities in connection with certain red light camera litigation cases (the "Red Light Matter"). Subsequent to our engagement by the Lender for the Loan Transaction, the City desired to join the other cities in the Red Light Matter. Consequently, we were engaged to represent the City as part of the group of cities in the Red Light Matter. The Loan Transaction and the Red Light Matter are unrelated matters. The Lender has requested that we continue to represent it with respect to ongoing discussions and negotiations with the City concerning the Loan Transaction in light of the City's current financial difficulties. Such representation may be directly adverse to the interests of the City, including possible litigation. Pursuant to our rules of professional conduct, we cannot represent any client if the representation of that client will be directly adverse to the interests of another client unless each client, after consultation, consents to such representation. We respectfully request your written waiver of any potential conflict of interest. Your countersignature of this letter confirms your waiver of any potential conflict of interest with respect to this firm's representation of the Lender in connection with the matter described above. 2525 Ponce de Leon Blvd., Suite 700, Coral Gables, FL 33134 1 305-854-0800 I www.wsh-law.com Page 2 of 2 If the foregoing is acceptable to you, please execute your copy of this letter where indicated and return it to us at your earliest convenience. We appreciate your continued confidence in us and look forward to serving you now and in the future. Sincerely, Weiss Serota Helfman Cole& Bierman, P.L. 40Q(1,/(s, By: Jeffrey D. DeCarlo AGREED AND CONSENTED TO: City National Bank of Florida, a national City of Opa-Locka, a Florida municipality banking association By: By: Name: Mario Carballo, Esq. Name: Vincent Brown, Esq. Title: Managing Senior Vice President Title: City Attorney and Co-General Counsel WEISS SEROTA HELFMAN COLE & BIERMAN AT ENE CROSSROADS OF BUSINESS,GOVERNMENT&THE LAVA