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95-18RESOLUTION NO. 95 -18 A RESOLUTION AWARDING THE SALE OF $10,720,000 CITY OF CLEARWATER, FLORIDA, IMPROVEMENT REVENUE BONDS, SERIES 1995; RATIFYING PREVIOUS ACTIONS TAKEN BY THE FINANCE DIRECTOR AND THE MAYOR - COMMISSIONER IN CONNECTION THEREWITH; APPROVING THE MATURITIES AND OTHER TERMS OF SUCH BONDS; AUTHORIZING THE PURCHASE OF BOND INSURANCE AND FURTHER AUTHORIZING THE PURCHASE OF A DEBT SERVICE RESERVE FUND SURETY BOND; AUTHORIZING THE EXECUTION OF A FINANCIAL GUARANTY AGREEMENT WITH MUNICIPAL BOND INVESTORS ASSURANCE CORPORATION; PROVIDING CERTAIN OTHER MATTERS IN CONNECTION THEREWITH; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, on August 18, 1994, the City Commission of the City of Clearwater, Florida (the "City" or the "Issuer ") enacted Ordinance No. 5659 -94 (the "Ordinance ") to provide for the issuance of not to exceed $12,500,000 City of Clearwater, Florida, Improvement Revenue Bonds, Series 1994 (Municipal Services /Public Safety and Police Complex Project) payable from the City's Public Service Tax (as defined therein); and WHEREAS, pursuant to Resolution No. 95 -8, the City .redesignated the initial series of Bonds issued under the Ordinance to be Series 1995 (the 111995 Bonds ") and provided for the public sale of the 1995 Bonds pursuant to an Official Notice of Bond Sale; and WHEREAS, Resolution No. 95 -8 delegated certain responsibili- ties in connection with the award and issuance of such 1995 Bonds to the Mayor - Commissioner and the Finance Director and the City wishes to ratify the actions taken; and WHEREAS, the Ordinance authorized the City to supplement the terms thereof to provide additional covenants regarding requirements for municipal bond insurance and a debt service reserve account surety bond; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF CLEARWATER, FLORIDA, as follows: SECTION 1. In accordance with the provisions of Resolution No. 95 -8, the City published a Summary Notice of Sale in the Tampa Tribune, the Clearwater Gazette, the Beach Views, and in The Bond Buyer and distributed an official Notice of Bond Sale calling for bids to be received by 2:00 p.m., E.S.T. on February 13, 1995. Such action is hereby ratified and confirmed. SECTION 2. In accordance with the provisions of Resolution 95 -8 the Finance Director accepted the bids submitted pursuant to the Official Notice of Bond Sale, and at the hour stated in said Official Notice of Bond Sale, bidding was closed and the bids attached as Exhibit A to this Resolution were found to have been filed and to comply in all respects with the terms of the said Notice of Bond Sale. The Official Notice of Bond Sale set forth the maturities, subject to adjustment as provided therein, and redemption provisions for the 1995 Bonds, and such maturities, as may have been adjusted, and redemption provisions, are hereby ratified and approved. SECTION 3. The bid offering to purchase said 1995 Bonds at the lowest true interest cost in accordance with the Notice of Bond Sale was the bid of William R. Hough & Co. (the "Purchaser ") offering to purchase the 1995 Bonds for $10,513,140.20, plus accrued interest. The bid of William R. Hough & Co. is hereby accepted and $10,720,000 City of Clearwater, Florida Improvement Revenue Bonds, Series 1995 are hereby awarded to William R. Hough & Co. at the price offered for the 1995 Bonds, bearing interest at the rates set forth in the bid attached hereto as part of Exhibit A. SECTION 4. In accordance with the provisions of Resolution No. 95 -8, the Mayor - Commissioner and Finance Director deemed the Preliminary Official Statement final as of February 1, 1995. Such action is hereby ratified and confirmed. The Preliminary Official Statement attached hereto as Exhibit B is hereby ratified and approved. The Mayor - Commissioner and Finance Director are authorized and directed to execute and deliver an Official Statement in substantially the form attached as Exhibit B, with such changes, insertions and omissions as shall be approved by the Mayor - Commissioner and Finance Director. SECTION 5. Pursuant to Section 10 of Resolution No. 95 -8, Municipal Bond Investors Assurance Corporation (the "Credit Facility Issuer ") has been selected as the Credit Facility Issuer, and, pursuant to the Purchaser's bid, the Purchaser has elected to insure the 1995 Bonds. Selection of the Credit Facility Issuer is hereby ratified and confirmed and payment for such insurance is hereby authorized from proceeds of the 1995 Bonds in accordance with the Commitment for Municipal Bond Insurance from the Credit Facility Issuer attached hereto as Exhibit C, and the terms, conditions and agreements relating to the City set forth in such Commitment for Municipal Bond Insurance are hereby accepted and incorporated herein. A statement of insurance is hereby authorized to be printed on or attached to the 1995 Bonds for the benefit and information of the holders of the 1995 Bonds. SECTION 6. In addition to the covenants and agreements of the City previously contained in the Ordinance regarding the rights of the Credit Facility issuer which are hereby incorporated herein, the City hereby makes the following additional covenants and agreements for the benefit of the Credit Facility Issuer and the 9s 6JIV Holders of the 1995 Bonds while the Bond Insurance Policy insuring the 1995 Bonds is in full force and effect: (A) The following procedures shall apply to the 1995 Bonds regarding payment thereof from the Bond Insurance Policy: (1) In the event that, on the second Business Day, and again on the Business Day, prior to the payment date on the 1995 Bonds, the Paying Agent has not received sufficient moneys to pay all principal of and interest on the 1995 Bonds due on the second following or following, as the case may be, Business Day, the Paying Agent shall immediately notify the Credit Facility Issuer or its designee on the same Business Day by telephone or telegraph, confirmed in writing by registered or certified mail, of the amount of the deficiency. (2) If the deficiency is made up in whole or in part prior to or on the payment date, the Paying Agent shall so notify the Credit Facility Issuer or its designee. (3) In addition, if the Paying Agent has notice that any Bondholder has been required to disgorge payments of principal or interest on the 1995 Bonds to a trustee in Bankruptcy or creditors or others pursuant to a final judgment by a court of competent jurisdiction that such payment constitutes a voidable preference to such Bondholder within the meaning of any applicable bankruptcy laws, then the Paying Agent shall notify the Credit Facility Issuer or its designee of such fact by telephone or telegraphic notice, confirmed in writing by registered or certified mail. (4) The Paying Agent is hereby irrevocably designated, appointed, directed and authorized to act as attorney -in -fact for Holders of the 1995 Bonds as follows: a. If and to the extent there is a deficiency in amounts required to pay interest on the 1995 Bonds, the Paying Agent shall (i) execute and deliver to State Street Bank and Trust Company, N.A., or its successors under the Bond Insurance Policy (the "Insurance Paying Agent ") , in form satisfactory to the Insurance Paying Agent, an instrument appointing the Credit Facility Issuer as agent for such Holders in any legal proceeding related to the payment of such interest and an assignment to the Credit Facility Issuer of the claims for interest to which such deficiency relates and which are paid by the Credit Facility Issuer, (ii) receive as designee of the respective Holders (and not as Paying Agent) in accordance with the tenor of the Policy payment from the Insurance Paying Agent with respect to the claims for interest so assigned, and (iii) disburse the same to such respective Holders; and b, If and to the extent of a deficiency in amounts required to pay principal of the 1995 Bonds, the Paying Agent shall (i) execute and deliver to the Insurance Paying Agent in form satisfactory to the Insurance Paying Agent an instrument appointing the Credit Facility Issuer as agent for such Holder in any legal proceeding relating to the payment of such principal and an assignment to the Credit Facility Issuer of any of the 1995 Bonds surrendered to the Insurance Paying Agent of so much of the principal amount thereof as has not previously been paid or for which moneys are not held by the Paying Agent and available for such payment (but such assignment shall be delivered only if payment from the Insurance Paying Agent is received), (ii) receive as designee of the respective Holders (and not as Paying Agent) in accordance with the tenor of the Bond Insurance Policy payment therefor from the Insurance Paying Agent, and (c) disburse the same to such Holders. (5) Payments with respect to claims for interest on and principal of 1995 Bonds disbursed by the Paying Agent from proceeds of the Bond Insurance Policy shall not be considered to discharge the obligation of the Issuer with respect to such 1995 Bonds, and the Credit Facility Issuer shall become the owner of such unpaid 1995 Bonds and claims for the interest in accordance with the tenor of the assignment made to it under the provisions of this subsection or otherwise. (6) Irrespective of whether any such assignment is executed and delivered, the Issuer and the Paying Agent hereby agree for the benefit of the Credit Facility Issuer that: a. They recognize that to the extent the Credit Facility Issuer makes payments, directly or indirectly (as by paying through the Paying Agent), on account of principal of or interest on the 1995 Bonds, the Credit Facility Issuer will be subrogated to the rights of such Holders to receive the amount of such principal and interest from the Issuer, with interest thereon as provided and solely from the sources stated in the ordinance and the 1995 Bonds; and b. They will accordingly pay to the Credit Facility Issuer the amount of such principal and interest (including principal and interest recovered under subparagraph (ii) of the first paragraph of the Bond Insurance Policy, which principal and interest shall be deemed past due and not to have been paid), with interest thereon as provided in the Ordinance and the 1995 Bonds, but only from the sources and in the manner provided herein for the payment of principal of and interest on the 1995 Bonds to Holders, and will otherwise treat the Credit Facility Issuer as the owner of such rights to the amount of such principal and interest. (B) In connection with the issuance of Additional Parity obligations, the Issuer shall deliver to the Credit Facility Issuer a copy of the disclosure document, if any, circulated with respect to such Additional Parity obligations. (c) Copies of any amendments made to the documents executed in connection with the issuance of the 1995 Bonds which are consented to by the Credit Facility Issuer shall be sent to Standard & Poor's Corporation. (D) The Credit Facility Issuer shall receive notice of the resignation or removal of the Paying Agent and the appointment of a successor thereto. (E) The Credit Facility Issuer shall receive copies of all notices required to be delivered to Bondholders and, on an annual basis, copies of the Issuer's audited financial statements and Annual Budget. (F) Any notice that is required to be given to a holder of the 1995 Bonds or to the Paying Agent pursuant to the Ordinance shall also be provided to the Credit Facility Issuer. All notices required to be given to the Credit Facility Issuer under the Ordinance shall be in writing and shall be sent by registered or certified mail addressed to Municipal Bond Investors Assurance Corporation, 113 King ,Street, Armonk, New York 10504 Attention. Surveillance. SECTION 7. The Issuer shall fund the Reserve Subaccount for the 1995 Bonds in the Reserve Account in the Sinking Fund with a surety bond (the "Surety Bond ") purchased from Municipal Bond Investors Assurance Corporation ( "MBIA"). The Mayor - Commissioner, Finance Director, and /or City Manager are authorized to execute and the City Clerk is authorized to attest a Financial Guaranty Agreement in substantially the form attached to the Commitment attached as Exhibit C hereto, with such changes, insertions and omissions as may be approved by such officers. Pursuant to the Financial Guaranty Agreement, the Issuer shall grant to MBIA a pledge of and lien on the Pledged Funds, junior, inferior and subordinate to the lien on the Pledged Funds in favor of the holders of the Bonds. Such pledge is hereby approved and ratified. SECTION 8. In addition to the covenants and agreements of the City previously contained in the Ordinance regarding the rights of the provider of a reserve Subaccount surety bond which are hereby incorporated herein, the City hereby makes the following additional covenants and agreements for the benefit of MBIA and the Holders of the 1995 Bonds while the Surety Bond is in full force and effect: (A) For purposes of Section 16(C) (4) of the Ordinance, selection of a credit enhancement rather than cash to fund all or a portion of the Reserve Subaccount for any Series of Bonds issued thereunder shall be limited to a "qualified surety bond" which shall mean a surety bond issued by an insurance company rated in the highest rating category by Standard & Poor's and Moody's, and, if rated by A.M. Best & Company, shall also be rated in the highest rating category by A.M. Best & Company.) (B) In any event where the Reserve Subaccount for the 1995 Bonds contains both the Surety Bond and cash, the cash shall be drawn down completely before any demand is made on the Surety Bond. In any event where the Reserve Subaccount for the 1995 Bonds contains a surety bond from another entity and the Surety Bond, demands for payment under the surety bonds shall be pro -rata from each of the surety bonds. (C) If a disbursement is made from the Surety Bond, the Issuer shall first reinstate the maximum limits of such Surety Bond, second deposit into the Reserve Subaccount for the 1995 Bonds, from moneys available under the Ordinance, funds in the amount of any disbursement made therefrom, and third pay MBIA any interest due on amounts advanced under the Surety Bond. (D) Any revenues available for debt service on the 1995 Bonds and any Additional Parity Obligations issued under the ordinance shall be distributed between the 1995 Bonds and such Additional Parity Obligations on a pro rata basis without regard to the existence of a funded Reserve Subaccount or a surety bond therein. (E) The Paying Agent shall deliver a Demand For Payment at least three days prior to the date on which payments of principal and interest on the 1995 Bonds are required. (F) It will be the responsibility of the Paying Agent to maintain adequate records, verified with MBIA, as to the amount available to be drawn at any given time under the Surety Bond and as to the amounts paid and owing to MBIA under the terms of the Financial Guaranty Agreement. (G) No optional redemption of 1995 Bonds, distribution of funds to the issuer pursuant to Section 16(C) (6) of the Ordinance, defeasance of the 1995 Bonds or termination of the rights of the holders of the 1995 Bonds or MBIA under the Ordinance shall be made unless all amounts owed to MBIA under the terms of the Financial Guaranty Agreement or any other documents have been paid in full. SECTION 9. The Mayor - Commissioner, Clerk, Finance Director, City Manager and City Attorney or any other appropriate officers of the City are hereby authorized and directed to execute any and all certifications or other instruments or documents required by the Ordinance, Resolution No. 95 -8, the Official Notice of Bond Sale or any other document referred to above as a prerequisite or precondition to the issuance of the Series 1995 Bonds and any 6 representation made therein shall be deemed to be made on behalf of the City. SECTION 10. This resolution shall take effect immediately upon its adoption. Passed and adopted by the City Commission of the City of Clearwater, Florida, this 13th da of Febr ry, 1995. to Garvey Mayor - Commissioner Attest: Cy hia E. Goudeau City Clerk Approved as to form and legal sufficiency: �L k � Pamela K."Akin City Attorney 7 �1s -f EXHIBIT A BIDS RECEIVED City of Clearwater, Florida $10,720,000 Improvement Revenue Bonds Series 1995 (Municipal Services/Public Safety and Police Complex Project) TIC BIDDER CHECK OR SURETY INSURANCE '�� x'18 zi A � PROPOSAL FOR $10,770,000; CITY OF CLEARWATER, FLORIDA IMPROVEMENT REVENUE BONDS, SERIES 1995 Finance Director City Hall _ 112 South Osceola Avenue, 3rd Floor Clearwater, Florida 34616 Ladies and Gentlemen: For the City of Clearwater, Florida, Improvement Revenue Bonds, Series 1995 (the "Series 1995 Bonds "), dated February 1, 1995 and maturing on February 1, 1996 through February 1, 2025, in the principal amount of $10,720,000 *, described in the Official Notice of Bond Sale, which is hereby,�ade a part of this Proposal, we will pay you in immediately availabl federal resgrve fau$ds -Testi r"t 11 i m 1 i d L lk-gp& ' J -f �i f P11 r -641=1- t�e_ingndfga? cW�1 .0.1 Dollars($ spa 515, ILID. a0 ),plus accrued interest to the date of delivery of the Series 1995 Bonds. This bid price may include an underwriter's discount and an original issue discount, the total of which do not exceed 2176 of the principal amount of the Series 1995 Bonds. We do X or do nor _ wish to. have the Series 1995 Bonds insured. We understand that the Series 1995 Bonds will be insured by Municipal Bond Investors Assurance Corporation if the election to purchase insurance is made, and the bond insurance premium will be paid by the City of Clearwater. Said Series 1995 Bonds shall bear interest at the rates and shall be reoffered at prices or yields specified below. * Preliminary subiect to change as stated in Official Notice of Sale. �� /f Principal Interest Price Principal Interest Price Maturity Amount* Rate or Yield Maturitv Amount* Rate or Yield 1996 $140,000 q- 5Q tD0 2011 n2o,000 S 5,g5 1997 145,000 .'10 loo 2012 340,000 15.15 5.E) 1998 155,000 L4,191) i DO 2013 360,000 5.95 1999 160, 000 , y .9 D I OD 2014 385,000 5•-7 5 �_J� 2000 , 170,000 S,DO 100 2015 405,000 2001 180,000 5.0 1 CC> 2016 430,000 2002 190,000 115. 1 D I C7D 2017 460,000 5.-7 (0.0 2003 200,000 5, 15 I D D 2018 490,000 2004 210,000 .b1D ID D 2019 520,000 2005 225,000 j5135 7020 555,000 =1 9-7:5- 2006 240,000 '5' �'D 11 t! O 2021 590,000 L, 81257 2007 250,000 5.1lO i5 , SD 2022 625,000 2008 265,000 5.5D k,�D 2023 665,000 2009 285,000 �5- 'L, r1 D 2024 710,000 2010 300,000 ,5.( - 5 2025 750,000 (a. DD q_9_ * Preliminary subiect to change as stated in Official Notice of Sale. �� /f Term Bonds Option. The interest rate or reoffering price or yield for any Term Bonds shall be indicated in the table above only in the year of final maturity. The annual Principal Amounts so indicated shall be applied for the mandatory retirement of one or more Term Bonds maturing in the years and amounts and bearing interest as follows: S 1 Term Bonds maturing on February 1, g= at ,, So per annum to yield 1,,OYI % per annum. SD.#)5c),j)D0 Term Bonds maturing on February 1,e3?�? at !a. Do % per annum to yieldb.o`7 o per annum. S Term Bonds maturing on February 1, _at _% per annum to yield % per annum. S Term Bonds maturing on February 1, at % per annum to yield % per annum. S Term Bonds maturing on February 1, at % per annum to yield % per annum. [If additional space is needed to specify additional Term Bond maturities, please attach a separate sheet to this proposal, setting forth such additional Term Bond maturities in the form set forth above.] We will accept delivery of said Series 1995 Bonds through The Depository Trust Company, with the dosing occurring at the office of the Finance Director of the City of Clearwater, 112 South Osceola Avenue, Clearwater, Florida 34616 on or about February 23, 1995, unless another date or place shall be mutually agreed upon, it being understood that the City shall furnish to us, free of charge at the time of delivery of said Series 1995 Bonds, the opinion of Bryant, Miller and Olive, PA., Bond Counsel, Tallahassee, Florida, .approving the validity thereof. In accordance with the Official Notice of Bond Sale, we enclose herewith either (i) a Cashier's or Certified Check for $107,200 payable to the order of the City of Clearwater, Florida, to be returned to the undersigned upon the award of said Series 1995 Bonds provided this Proposal is not accepted, or (ii) provided � forte Financial Surety jM in accordance with the Official Notice of Sale. The check is to be cashed and amount of the check retained by the City until the delivery of said Series 1995 Bonds and payment therefor, and is to be applied to the payment of the Series 1995 Bonds or retained as and for liquidated damages in case of the failure of the undersigned to make payment as agreed. This proposal is not subject to any conditions not expressly stated herein or in the annexed Official Notice of Bond Sale. Receipt of the Preliminary Official Statement relating to these Series 1995 Bonds is hereby acknowledged. The names of the underwriters or members of the account or joint bidding accounts, if any, who are associated for the purpose of this Proposal are listed either below or on a separate sheet attached hereto. 'l;Ji[`iaw.2. �c.,+� i Vie• I�� `.icon Pa12n ,e u��, �i� �� Name of Firm z Pcco�n1 Address / f S�.Psi�rc,�. 3373) By !� • GVW City State tip - Name: n (L) ar Title: (csi (g13 )`d�25- 883a Telephone Number 4 The following is our computation made in accordance with the Official Notice of Bond Sale of the true interest cost to the City of Clearwater, Florida, under terms of our Proposal for Series 1995 Bonds, which is for informational purposes only and is subject to verification prior to award; Par Amount S ( ()i i a 0, DOD Less Original Issue Discount S 1e13 i $'3 Y` j Less Underwriters' Discount S_ (Dj�lo7l0, 6�l Plus Original Issue Premium S F (the Original Issue Discount and Underwriters' Discount net of j Original Issue Premium should not exceed 2% of the principal amount t of the Series 1995 Bonds) Amount Bid Before Accrued Interest S ia, 513, W01 0D (This amount should match the price bid on page 1) Less Bond Insurance Premium (if applicable) S loll %DO. DD Bid For Purposes of Calculating True Interest Cost $ /D, y��, ggo.aD Accrued Interest $j7, 993.58 True Interest Cost Rate (To February 23, 1995 and Inclusive of Insurance Premium costs and accrued interest, if any) (,a. % (No addition or alteration is to be made to this Official Bid Form, and it must be submitted with the Official Notice of Bond Sale.) 3 PROPOSAL FORG� S $10,710,0004, CITY OF CLEARWATER, FLORIDA IMPROVEMENT REVENUE BONDS, SERIES 1.995 Finance Director City Hall 112 South Osceola Avenue, 3rd Floor Clearwater, Florida 34616 Ladies and Gentlemen: For the City of Clearwater, Florida, Improvement Revenue Bonds, Series 1995 (the "Series 1995 Bonds "), dated February 1, 1995 and maturing on February 1, 1996 through February 1, 2025, in the principal amount of S10,720,000 *, described in the Official Notice of Bond Sale, which is hereby made a part of this Proposal, we-will pay you in immediately available federal reserve funds Dollars($ 1015-7 1 ' i5 ),Plus accrued interest to the date of delivery of the Series 1995 Bonds. This bid price may include an underwriter's discount and an original issue discount, the total of which do not exceed 2% of the principal amount of the Series 1995 Bonds. We do's( or do not _ wish to have the Series 1995 Bonds insured. We understand that the Series 1995 Bonds will be insured by Municipal Bond Investors Assurance Corporation if the election to purchase insurance is made, and the bond insurance premium will be paid by the City of Clearwater. Said Series 1995 Bonds shall bear interest at the rates and shall be reoffered at prices or yields specified below. * Preliminary subject to chanee as stated in Official Notice of Sala. Principal Interest Price Principal Interest Price Maturi ty Amount* Rate or Yield Maturi ty Amount* Rate or Yield 1496 5140,000 51 00 y .5a 2011 5;20,000 5 is '545 1997 145,000 5,00 00 u}, 71 2012 340,000 5,qs- 5.% 1998 155,000 5, DD 2013 360,000 G45 —�2 5 1949 160,000 5,60 2014 385,000 M2%-r5 5�. -5 2000 170,000 5100 5.05 2015 405,000 - '5475 cr-75 2001 180,000 5dD 5,10 2016 430,000 2002 190,000 -3,15 5115 2017 460,000 i.S r75 _ �2`t 1'''t � 2003 2004 200,000 5,20 5';Z5 j_1 0 2018 490,000 5.4675 _ ,2 ±k I 2005 210,000 225,O00 5135 S 7-5 151-55 2019 2020 520,000 Goo ct -9.5 fi`-e: ) n 555,000 (0 , 0D Z 2006 240,000 5 D 5,45 2021 590,000 6 1 o0 2007 2005 250,000 265,000 5.510 'i-55 2022 625,000 00 c1 �- 5 .60 4 5. S 2023 665,000 . -k'60 2009 285,000 5,70 5 i5 2024 710,000 2010 300,000 _5.75 5 , n b 2025 750,000 C c►� * Preliminary subject to chanee as stated in Official Notice of Sala. Term Bonds Option. The interest rate or reoffering price or yield for any Term Bonds shall be indicated in the table above only in the year of final maturity. The annual Principal Amounts so indicated shall be applied for the mandatory retirement of one or more Term Bonds maturing in the years and amounts and bearing interest as follows: $ D LliTerm Bonds maturing on February 1, a,o IQ at 5�7S% per annum to yield�,O o per annum. $ 07 U Term Bonds maturing on February 1, ao .oat 6,o0 % per annum to yield E7 %a per annum. 5�,.�4n' G0 Term Bonds maturing on February 1, t 7 at 6,W% per annum to yieldb,o %per annum. S Term Bonds maturing on February 1, at _% per annum to yield _% per annum. $ Term Bonds maturing on February 1, at % per annum to yield % per annum. [If additional space is needed to specify additional Term Bond maturities, please attach a separate sheet to this proposal, setting forth such additional Term Bond maturities in the form set forth above.) We will accept delivery of said Series 1995 Bonds through The Depository Trust Company, with the closing occurring at the office of the Finance Director of the City of Clearwater, 112 South Osceola Avenue, Clearwater, Florida 34616 on or about February 23, 1995, unless another date or place shall be mutually agreed upon, it being understood that the City shall furnish to us, free of charge at the time of delivery of said Series 1995 Bonds, the opinion of Bryant, Miller and Olive, PA., Bond Counsel, Tallahassee, Florida, approving the validity thereof. In accordance with the Official Notice of Bond Sale, we enclose herewith either (i) a Cashier's or Certified Check for $107,200 payable to the order of the City of Clearwater, Florida, to be returned to the undersigned upon the award of said Series 1995 Bonds provided this Proposal is not accepted, or (ii) provided for a Financial Surety Bond in accordance with the Official Notice of Sale. The check is to be cashed and the amount of the check retained by the City until the delivery of said Series 1995 Bonds and payment therefor, and is to be applied to the payment of the Series 1995 Bonds or retained as and for liquidated damages in case of the failure of the undersigned to make payment as agreed. This proposal is not subject to any conditions not expressly stated herein or in the annexed Official Notice of Bond Sale. Receipt of the Preliminary Official Statement relating to these Series 1995 Bonds is hereby acknowledged. The names of the underwriters or members of the account or joint bidding accounts, if any, who are associated for the purpose of this Proposal are listed either below or on a separate sheet attached hereto. 5vo x), oes` S(Anl C3(A Name of Firm �/a f,�� S �j�UG Address By- a 5 ("/./ City ' State Zip Name: Tide:_( C--C PrPS, yr ' er' Telephone Number The following is our computation made in accordance with the Official Notice of Bond Sale of the true interest cost to the City of Clearwater, Florida, under terms of our Proposal for Series 1945 Bonds, which is for informational purposes only and is subject to verification prior to award: Par Amount S 101-1710 X 000 00 Less Original Issue Discount .� 77 S 0, —k—1 Less Underwriters' Discount $ Vol 8 d Plus Original Issue Premium $ (the Original Issue Discount and Underwriters' Discount net of Original Issue Premium should not exceed 2% of the principal amount of the Series 1995 Bonds) Amount Bid Before Accrued Interest S� (This amount should match the price bid on page 1) Less Bond Insurance Premium (if applicable) / j $ �/ / i 70 0 Bid For Purposes of Calculating True Interest Cost Accrued Interest True Interest Cost Rate (To February 23, 1995 and Inclusive of Insurance Premium costs and accrued interest, if any) (p, 0 3 % (No addition or alteration is to be made to this Official Bid Form, and it must be submitted with the Official Notice of Bond Sale.) /J J 'z' PROPOSAL FOR $10,720,000' CITY OF CLEARWATER, FLORIDA IMPROVEMENT REVENUE BONDS, SERIES 1995 Finance Director City Hall 112 South Osceola Avenue, 3rd Floor Clearwater, Florida 34616 Ladies and Gentlemen: For the City of Clearwater, Florida, Improvement Revenue Bonds, Series 1995 (the "Series 1995 Bonds "), dated February 1,1995 and maturing on February 1, 1996 through February 1, 2025, in the principal amount of S10,720,0W*, described in the Official Notice of Bond Sale, which is hereby made apart of this Proposal, we Viill pa�y>u in imme4i ately available federal r serve funds jC- q__�I1/o•, ,?;,,�/. „/�{�y�e�. ,��as,9, / lfiPGE�,.ez/i i �X °boo Dollars($_ 10,5'SS3D6, 96 ),Plus accrued interest to the date of delivery of the Series 1995 Bonds. This bid price may include an underwriter's discount and an original issue discount, the total of which do not exceed 2% of the principal amount of the Series 1995 Bonds. We do L-`o�r do not _ wish to have the Series 1995 Bonds insured We understand that the Series 1995 Bonds will be insured by Municipal Bond Investors Assurance Corporation if the election to purchase insurance is made, and the bond insurance premium will be paid by the City of Clearwater. Said Series 1995 Bonds shall bear interest at the rates and shall be reoffered at prices or yields specified below, 4 Preliminary subject to chance as stated in Official Notice of Sale. Principal Interest Price Principal Interest Price Maturity Amount* Rate or Yield Maturity Amount* Rate or Yield 1996 $ 140,000 1/'Sy Y,s,- 2011 $320,000 S-7 $O 1997 145,000 y 7 S^ V.7 2012 340,000 6- yev S 8 c- 1998 155,000 2013 360,000 PC . 9U 1999 160,000 57'0 2014 385,000 SSo S-' 55- 2000 170,000 �: / O Si U 2015 405,000 2001 180,000 7016 430,000 oa 2002 190,000 ' . / ? 5` S. }0 2017 460,000 c _ c G • c r 2003 200,000 2018 490,000 2�100,0/0�/0� -, S:�O 2019 520,/0000, (,.Cc e G 10 X2000,4 2005 225,000 � � 1 19 2020 555,000 W 9, ev [i "D 2006 240,000 S. Yo S-_15-0 2021 590,000 G• oa-v 4.10 2007 250,000 S o S 202 625,00 G.00 /--/0 2008 265,000 5 / 0 S. G 2023 665,000 G_ _° c d'� o 2009 285,000 S• e O 5.7 0 2024 710,000 G. vc 0 e" a 2010 300,000 < 70 2025 750,000 z o u0 61/40 4 Preliminary subject to chance as stated in Official Notice of Sale. Term Bonds Option. The interest rate or reoffering price or yield for any Term Bonds shall be indicated in the table above only in the vear of final maturity. The annual Principal Amounts so indicated shall be applied for the mandatory retirement of one or more Term Bonds maturing in the years and arnounts and bearing interest as follows: S Term Bonds maturing on February 1, at % per annum to yield % per annum. S Term Bonds maturing on February 1, at % per annum to yield % per annum. S Term Bonds maturing on February 1, at % per annum to yield % per annum. S Term Bonds maturing on February 1, at % per annum to yield % per annum, S Term Bonds maturing ou February 1, at % per annum to yield % per annum, [If additional space is needed to specify additional Term Bond maturities, please attach a separate sheet to this proposal, setting forth such additional Term Bond maturities in the form set forth above.) We will accept delivery of said Series 1995 Bonds through The Depository Trust Company, with the closing occurring at the office of the Finance Director of the City of Clearwater, 112 South Osceola Avenue, Clearwater, Florida 34616 on or about February 23, 1995, unless another date or place shall be mutually agreed upon, it being understood that the City shall furnish to us, free of charge at the time of delivery of said Series 1995 Bonds, the opinion of Bryant, Miller and Olive, PA., Bond Counsel, Tallahassee, Florida, approving the validity thereof. In accordance with the Official Notice of Bond Sale, we enclose herewith either (i) a Cashier's or Certified Check for $107,200 payable to the order of the City of Clearwater, Florida, to be returned to the undersigned upon the award of said Series 1995 Bonds provided this Proposal is not accepted, or (ii) provided for a Financial Surety Bond in accordance with the Official Notice of Sale. The check: is to be cashed and the amount of the check retained by the City until the delivery of said Series 1995 Bonds and payment therefor, and is to be applied to the payment of the Series 1995 Bonds or retained as and for liquidated damages in case of the failure of the undersigned to make payment as agreed. This proposal is not subject to any conditions not expressly stated herein or in the annexed Official Notice of Bond Sale. Receipt of the Preliminary Official Statement relating to these Series 1995 Bonds is hereby acknowledged. The names of the underwriters or members of the account or joint bidding accounts, if any, who are associated for the purpose of this Proposal are listed either below or on a separate sheet attached hereto. Smith Barney Tnr Name of Firm Smith Ba r neyy By: bue Ann ortigan Name: Title: Vice President Inn North Tampa S�rpet Address Tampa Florida 33703 City State Zip 813- 229 -2277 Telephone Number The following is our computation made in accordance with the Official Notice of Bond Sale of the true interest cost to the City of Clearwater, Florida, under terms of our Proposal for Series 1995 Bonds, which is for informational purposes only and is subject to verification prior to award: Par Amount S �C ' C e Less Original Issue Discount S %PG, S1.,7• - 5 o Less Underwriters' Discount 5_ Plus Original Issue Premium $ (the Original Issue Discount and Underwriters' Discount net of Original Issue Premium should not exceed 2% of the principal amount of the Series 1995 Bonds) Amount Bid Before Accrued Interest S A O S" 3 --�C . fc- (This amount should match the price bid on page 1) Less Bond Insurance Premium (if applicable) $ & 700. O 0 Bid For Purposes of Calculating True Interest Cost $ /D 1fQ3 6 Accrued Interest $ 37 /eQ True Interest Cost Rate (To February 23, 1995 and Inclusive of Insurance Premium costs and pp accrued interest, if any) 6,Zi - -)&,?% (No addition or alteration is to be made to this Official Bid Form, and it must be submitted with the Official Notice of Bond Sale.) By. Sue Ann Corrigan 3 PROPOSAL FOR $10,720,000; CITY OF CLEARWATER, FLORIDA IMPROVEMENT REVENUE BONDS, SERIES 1995 Finance Director City Hall - 112 South Osceola Avenue, 3rd Floor Clearwater, Florida 34616 Ladies and Gentlemen: For the City of Clearwater, Florida, Improvement. Revenue Bonds, Series 1995 (the "Series 1995 Bonds "), dated February 1, 1995 and maturing on February 1, 1996 through February 1, 2025, in the principal amount of t $10,720,000•, described in the Official Notice of Bond Sa!e, which is hereby made a part of this Proposal, we Hill i pay you m immediately available federal reserve funds )-,e h h , 'I % i �7 4,-,' –kouJti k ,/ .S, Dollars($ / 0, 5O S . C.• 6G c-i ),Plus accrued interest to the date of delivery of the Series 1995 Bonds. This bid price may include an underwriter's discount and an original issue discount, the total of which do not exceed 2 % of the principal amount of the Series. 1995 Bonds. We do X— or do not _ wish to have the Series 1995 Bonds insured. We understand that the Series 1995 Bonds will be insured by Municipal Bond Investors Assurance Corporation if the election to purchase insurance is made, and the bond insurance premium will be paid by the City of Clearwater. below. Said Series 1995 Bonds shall bear interest at the rates and shall be reoffered at prices or yields specified Principal Interest Price Principal Interest Price Maturity Amount* Rate or Yield Maturity Amount's Rate or Yield 1996 $140,000 , Sc `} .S o 2011 $320,000 1997 145,000 �f , �, _ U. 7 S 2012 340,000 1998 155,000 `t 9 y. 2013 360,000 1999 160,000 S_ n 2014 385,000 ` 2000 170,000 5,. r c S t 2015 405,000 c 6 ik 2001 180,000 4 , / 5- S, IS 2016 430,000 2002 190,000 5" L 0 Z o 2017 460,000 2003 200,000 cc - a S Z 2018 490,000 2004 210,000 5.30 3 0 2019 520,000 j 2005 225,000 s. 3 s &!S S 2020 555,000 2006 240,000 S '� o 2021 590,000 2,007 250,000 s o S. S 6 207? 64000 2008 265,000 s. t 0 Jr, LID 2023 665,000 j 2009 285,000 S 7 J-1 w 2024 710,000 _ 2010 300,000 S • b S 5, O 2075 750,000 G . o Preliminary subiect to chance as stated in Official Notice of salt Term Bonds Option. The interest rate or reoffering price or yield for any Term Bonds shall be indicated in the table above only in the year of final maturity. The annual Principal Amounts so indicated shall be applied for the mandatory retirement of one or more Term Bonds maturing in the years and amounts and bearing interest as follows: S (,glo , M Term Bonds maturing on February 1,2L IS at `, Co % per annum to yield 6.10 % per annum. S -7 5S, ezrz Term Bonds maturing on February 1,a o LS at (. , n % per annum to yieldC /5 % per annum. S Term Bonds maturing on February 1, at % per annum to yield % per annum. S Term Bonds maturing on February 1, at % per annum to yield % per annum. S Term Bonds maturing on February 1, at % per annum to yield % per annum. (If additional space is needed to specify additional Term Bond maturities, please attach a separate sheet to this proposal, setting forth such additional Term Bond maturities in the form set forth above.] We will accept delivery of said Series 1995 Bonds through The Depository Trust Company, with the closing occurring at the office of the Finance Director of the City of Clearwater, 112 South Osceola Avenue, Clearwater, Florida 34616 on or about February 23, 1W5, unless another date or place shall be mutually agreed upon, it being understood that the City shall furnish to us, free of charge at the time of delivery of said Series 1995 Bonds, the opinion of Bryant, Miller and Olive, PA, Bond Counsel, Tallahassee, Florida, approving the validity thereof. In accordance with the Official Notice of Bond Sale, we enclose herewith either (i) a Cashier's or Certified Check for 5107,200 payable to the order of the City of Clearwater, Florida, to be returned to the undersigned upon the award of said Series 1995 Bonds provided this Proposal is not accepted, or (ii) provided for a Financial Surety Bond in accordance with the Official Notice of Sale. The check is to be cashed and the amount of the check retained by the City until the delivery of said Series 1995 Bonds and payment therefor, and is to be applied to the payment of the Series 1995 Bonds or retained as and for liquidated damages in case of the failure of the undersigned to make-payment as agreed. _ This proposal is not subject to any conditions not expressly stated herein or in the annexed Official Notice of Bond Sale. Receipt of the Preliminary Official Statement relating to these Series 1995 Bonds is hereby T _ acknowledge& The names of the underwriters or members of the account or joint bidding accounts, if any, who are associated for the purpose of this Proposal 'are listed either below or on a separate sheet attached hereto. SunTrust Cap_ ital. Markets, Inc. 25 Park Place, 4th Fl--�Or Name of Firm Address / i�tiianta, GaDrgia 3;)3031 aY City State Zip Name• U. fth Title: ;'iea Pr=siu2nL (404) o8 8-7982 Telephone Number 2 The following is our computation made in accordance with the Official Notice of Bond Sale of the true interest cost to the City of Clearwater, Florida, under terms of our Proposal for Series 1495 Bonds, which is for informational purposes only and is subject to verification prior to award: Par Amount S / 7Z z ,.ru Less Original Issue Discount S / 39 4/ ; S Less Underwriters' Discount S '7 9 `l 4, Plus Original Issue Premium S (the Original Issue Discount and Underwriters' Discount net of Original Issue Premium should not exceed 2% of the principal amount } of the Series 1495 Bonds) Amount Bid Before AccLued Interest S uZ (This amount should match the price ' bid on page 1) 'Less Bond Insurance Premium (if applicable) $ G /, '% CZ Bid For Purposes of Calculating True Interest Cost S/0 Accrued Interest $ /.7 s y (i ) � 5 True Interest Cost Rate (To February 23, 1995 and Inclusive of Insurance Premium costs and accrued interest, if any) Cr / L/2 (No addition or alteration is to be made to this Official Bid Form, and it must be submitted with the Official Notice of Bond Sale.) By: C c n cl �J 2 f o .v+ J . � -�� •t! s � a 11� � o� b a.st�( prti GarVRf }.'��'an t" 3 .j{ PROPOSAL FOR ' $10,720,000# CITY OF CLEARWATER, FLORIDA _. . IMPROVEMENT REVENUE BONDS, SERIES 1995 : Finance Director - City Hall —•� 112 South Osceola Avenue, 3rd Floor Clearwater, Florida 34616 `— 9 Ladies and Gentlemen: For the City of Clearwater, Florida, Improvement Revenue Bonds, Series 1995 (the "Series 1995 Bonds "), dated February 1, 1995 and maturing on February 1, 1996 through February 1, 2025, in the principal amount of $10,720,000`, described in the Official Notice of Bond Sale which is here made a part of Prop sal, a will ,pay you in immediately available federal eserve P accrueO interest to the date of delivery of the Series 1995 Bonds. This bid price may include an underwriter's discount and an original issue discount, the total of which do not exceed 2% of the principal amount of the Series 1995 Bonds. We do Z °r do not _ wish to have the Series 1995 Bonds insured. We understand that the Series 1995 Bonds will be insured by Municipal Bond Investors Assurance Corporation if the election to purchase insurance is made, and the bond insurance premium will be paid by the City of Clearwater. below. Said Series 1995 Bonds shall bear interest at the rates and shall be reoffered at prices or yields specified i i Principal Interest Price Principal Interest Price ' Maturity Amount* Rate or Yield Maturity Amount* Rate or Yield 1996 $140,000 1`L' 2011 5320,000_ 1997 145,000 2012 340,000 20 S 7G v=, 1998 255,000 /19C q-cle' 2013 360,0007, 1999 160,000 5 CG 5. cz~ 2014 385,000 , aG , 90 i 2000 170,000 ,� . / C� 2015 405,000 S<7 2001 180,000 /C-" f 1C 2016 430,000 K' 00 0 2002 x90,000 2017 460,000 6 • C-0 2003 200,000 S �r 7G 2018 490,000 e,CC, 2004 210,000 2019 520,000 l,_oQ 2005 225 >000 , ��' 2020 555,000 2006 240,000 .5=7-5 X410 2021 590,000 /-0 2007 250,000 2022 625,000 2008 265,000 2023 665,000 2009 285,000 ; �C? �f�S� 2024 710,000 C., .0 2010 340,000 2025 750,000 75 1 F Preliminary subiect to change a5 stated in Official Notice of Sale !d 4 Term Bonds Option. The interest rate or reoffering price or yield for any Term Bonds shall be indicated in the table above only in the year of final maturity. The annual Principal Amounts so indicated shall be applied for the mandatory retirement of one or more Term Bonds maturing in the years and amounts and bearing interest as follows: SZ,DLZpCy.cZTerm Bonds maturing on February 1, Z� at (,XoO% per annum to yiel ',os % per annum. S . - - Term Bonds maturing on February I,zoz at (a. GO% per annum to yield ,ggi % per annum. S Term Bonds maturing on February 1, at % per annum to yield % per annum. S Term Bonds maturing on February 1, % per annum to yield % per annum. S Term Bonds maturing on February 1, a[ o per annum to yiel per annum. [If additional space is needed to specify additional Term Bond maturities, please attach a separate sheet to this proposal, setting forth such additional Term Bond maturities in the form set forth above.] We, will accept delivery of said Series 1945 Bonds through The Depository Trust Company, with the closing occurring at the office of the Finance Director of the City of Clearwater, 112 South Osceola Avenue, Clearwater, Florida 34616 on or about February 23, 1995, unless another date or place shall be mutually agreed upon, it being understood that the City shall furnish to us, free of charge at the time of delivery of said Series 1995 Bonds, the opinion of Bryant, Miller and Olive, PA., Bond Counsel, Tallahassee, Florida, approving the validity thereof. In accordance with the Official Notice of Bond Sale, we enclose herewith either (i) a Cashier's or Certified Check for $107,200 payable to the order of the City of Clearwater, Florida, to be returned to the undersigned upon the award of said Series 1995 Bonds provided this Proposal is not accepted, or (ii) provided for a Financial Surety Bond in accordance with the Official Notice of Sale. The check- is to be cashed and the amount of the check retained by the City until the delivery of said Series 1995 Bonds and payment therefor, and is to be applied to the payment of the Series 1995 Bonds or retained as and for liquidated damages in case of the failure of the undersigned to make payment as agreed. This proposal is not subject to any conditions not expressly stated herein or in the annexed Official Notice of Bond Sale. Receipt of the Preliminary Official Statement relating to these Series 1995 Bonds is hereby acknowledged. The names of the underwriters or members of the account or joint bidding accounts, if any, who are associated for the purpose of this Proposal are listed either below or on a separate sheet attached hereto. ?rut��c� �SECneS ��Q�� 5355 �awN nC R� S��e� 11� Name of Firm Address ki f By. �- i City State Zip Name - �R E1 cHl.T-. Tide: IV E- �RESi e —^ l�� Tel— eph2fne Number The following is our computation made in accordance with the Official Notice of Bond Sale of the true interest cost to the City of Clearwater, Florida, under terms of our Proposal for Series 1995 Bonds, which is for _ informational purposes only and is subject to verification prior to award: Par Amount Less Original Issue Discount $ , S� Less Underwriters' Discount S '= Plus Original Issue Premium S (the Original Issue Discount and w. Underwriters' Discount net of Original Issue Premium should not exceed 2% of the principal amount of the Series 1995 Bonds) Amount Bid Before Accrued Interest $ 10- , j. ,;,/J3,1G (This amount should match the price bid on page 1) Less Bond Insurance Premium (if applicable) $ 64 boo, 00 Bid For Purposes of Calculating True Interest Cost !j $ Accrued Interest $ True Interest Cost Rate (To February 23, 1995 and Inclusive of Insurance Premium costs and accrued interest, if any) _ v/—,, 0 '%1S " (No addition or alteration is to be made to this Official Bid Form, and it must be submitted with the Official Notice of Bond Sale.) By; 3 C J PROPOSAL FOR $10,720,000= CITY OF CLEARWATER, FLORIDA iI IMPROVEMENT REVENUE BONDS, SERIES 1995 t fFinance Director y City Hall 112 South Osceola Avenue, 3rd Floor Clearwater, Florida 34616 Ladies and Gentlemen: For the City of Clearwater, Florida, Improvement Revenue Bonds, Series 1995 (the "Series 1995 Bonds "), dated February 1, 1995 and maturing on February 1, 1996 through February 1, 2025, in the principal amount of $10,720,000`, described in the Official Notice of Bond Sale, which is hereby made a part of this Proposal, we will pay you in immediately available federal reserve funds T.� n i1' %i /lii�V� /� ar hU/1'il d Dollars(S J/� -�D�. y�5, pt� ),plus accrued interest to the date of delivery of the Senes 1995 Bonds. This bid price may include an underwriter's discount and an original issue discount, the total of which do not exceed 2% of the principal amount of the Series 1995 Bonds. We do f/or do not _ wish to have the Series 1995 Bonds insured. We understand that the Series 1.995 Bonds will be insured by Municipal Bond Investors Assurance Corporation if the election to purchase insurance is made, and the bond insurance premium will be paid by the City of Clearwater. Said Series 1995 Bonds shall bear interest at the rates and shall be reoffered at prices or yields specified below. Principal Interest Price Principal Interest Price Maturity Amount* Rate or Yield Mahuity Amount* Rate or Yield 1996 $140,000 2011 $320,000 5 2 1997 145,000_ 2012 340,000 1998 155,000 � �l �+ X71' 2013 360000 1999 160,000 5.0) rn 2014 355,000 2000 170,000 h ,1 D 2015 405,000 �. D 2001 180,000 r, . t, S !n 2016 430,000 2002 190,000 2017 460,000 2003 200,000 2015 490,000 2004 210,000 ;, 2019 520,000 2005 225,000 '' i_ 2020 555,000 , T-4- -) 2006 240,000 2021 590,000 2007 250,000 5 NO _� 2022 625,000 2008 265,000 5U 5- 64, 2023 665,000 2009 285,000 5 1 2024 710,000 2010 300,000 ? , 2025 750,000 -,po Preliminary subiect to change as stated in Official Notice of Sale J f The following is our computation made in accordance with the Official Notice of Bond Sale of the true interest cost to the City of Clearwater, Florida, under terms of our Proposal for Series LQ95 Bonds, which is for informational purposes only and is subject to verification prior to award: Paz Amount S Less Original Issue Discount Less Underwriters' Discount S Plus Original Issue Premium (the Original Issue Discount and Underwriters' Discount net of Original Issue Premium should not exceed 2% of the principal amount i of the Series 1995 Bonds) Amount Bid Before Accrued Interest S j(This amount should match the price " bid on page 1) I Less Bond Insurance Premium (if applicable) S --'too , Do Bid For Purposes of Calculating iTrue Interest Cost $ (y C� t f yj�(rt v Accrued Interest - --t'`- ' True Interest Cost Rate (To February 23, 1995 and Inclusive of Insurance Premium costs and accrued interest, if any) ; , (� % (No addition or alteration is to be made to this Official Bid Form, and it must be submitted with the Official Notice of Bond Sale.) By. f G 3 Mere11 - 7,-4 �- (' . Term Bonds Option. The interest rate or reoffering price or yield for any Term Bonds shall be indicated in the table above only in the year of final maturity. The annual Principal Amounts so indicated shall be applied for the mandatory retirement of one or more Term Bonds maturing in the years and amounts and bearing interest as follows: S 2 Nei d o Term Bonds maturing on February 1, Lo at , P S % per annum to yield C 0 r% per annum. Term Bonds maturing on February 1, JQJ�r at L 9p % per annum to yield t . fn % per annum. S Term Bonds maturing on February 1, at % per annum to yield % per annum. S Term Bonds maturing on February 1, at % per annum to yield % per annum. S Term Bonds maturing on February 1, at % per annum to yield % per annum. [If additional space is needed to specify additional Term Bond maturities, please attach a separate sheet to this proposal, setting forth such additional Term Bond maturities in the form set forth above.] We will accept delivery of said Series 1995 Bonds through The Depository Trust Company, with the closing occurring at the office of the Finance Director of the City of Clearwater, 112 South Osceola Avenue, Clearwater, Florida 34616 on or about February 23, 1995, unless another date or place shall be mutually agreed upon, it being understood that the City shall furnish to us, free of charge at the time of delivery of said Series 1995 Bonds, the opinion of Bryant, Miller and Olive, PA., Bond Counsel, Tallahassee, Florida, approving the validity thereof. In accordance with the Official Notice of Bond Sale, we enclose herewith either (i) a Cashier's or Certified Check for 5107,200 payable to the order of the City of Clearwater, Florida, to be returned to the undersigned upon the award of said Series 1995 Bonds provided this Proposal is not accepted, or (ii) provided for a Financial Surety Bond in accordance with the Official Notice of Sale. The check is to be cashed and the amount of the check retained by the City until the delivery of said Series 1995 Bonds and payment therefor, and is to be applied to the payment of the Series 1995 Bonds or retained as and for liquidated damages in case of the failure of the undersigned to make payment as agreed. This proposal is not subject to any conditions not expressly stated herein or in the annexed Official Notice of Bond Sale. Receipt of the Preliminary Official Statement relating to these Series 1995 Bonds is hereby acknowledged. The names of the underwriters or members of the account or joint bidding accounts, if any, who are associated for the purpose of this Proposal are listed either below or on a separate sheet attached hereto. {1rEt ILL LYNcH 13,,D uD. a5Oa he kT ntn� _Su i �� c100 Name of Firm Address By_ 1 `su city p NaareCl i*5 �,, M. S-rn N NcLtLcr \ Title ec o�'t L�o� Mana5eR b } 1,l a 8 S - + Te ephone Number PROPOSAL FOR $10,720,000* CITY OF CLEARWATER, FLORIDA IMPROVEASEN7 REVENUE BONDS, SERIES 1995 Finance Director City Hall 112 South Osceola Avenue, 3rd Floor Clearwater, Florida 34616 Ladies and Gentlemen: For the City of Clearwater, Florida, Improvement Revenue Bonds, Series 1995 (the "Series 1995 Bonds "), dated February 1, 1995 and maturing on February 1, 1996 through February 1, 2025, in the principal amount of $10,720,000', described in the Official Notice of Bond Sale, which is hereby made a part of this Proposal, we will pay you in immediately available federal reserve funds e o rej t l l; on , %A^cly C y I M Doll (i 1 O. 05 (� �� b )Plus accrued interest to date of elivery of the Series 1995 Bonds. This bid price may include an underwriter's discount and an original issue discount, the total of which do not exceed 2% of the principal amount of the Series 1995 Bonds. % We do y or do not _ wish to have the Series 1995 Bonds insured. We understand that the Series 1995 Bonds will be insured by Municipal Bond Investors Assurance Corporation if the election to purchase insurance is made, and the bond insurance premium will be paid by the rP of Clearwater. below. Said Series 1995 Bonds shall bear interest at the rates and shall be reoffered at prices or yields specified Principal Interest Price Principal Interest Price Maturity Amount` Rate or Yield Maturity Amount* Rate or Yield 1946 $140,000 5.55 tt, (,D 2011 $320,000 1997 145,000 5.55 'L.5Ej 2012 340,000 1940 155,000 r S ..�, t:'C 2013 360,000 1999 160,000 X'-56 - t ►►0 2014 385,000 2000 170,000 5 , 55 5 2.D 2015 405,000 2001 180,000 55 2016 430,000 2002 190,000 Z!2 r 55 1 3 G 2017 460,000 2003 200y000 . -55 'a , 3 S 2018 490,000 2004 210,000 S>' S', Lf O 2019 520,000 2005 22,5,000 �S$ 5, 4%9 2020 555,000 2006 240,000 ,5S, 55 2021 590,000 2007 210,000 , �0 5, t�S 2022 625,000 _ 2008 265,000 , O 5r 7,57 2023 665,000 2004 286,000 5 r 7 O 5, �� 2024 710,000 2010 300,000 L -75 2025 750,000 Preliminary subiect to chance ac stated in Official A'otice of Sale The fOUOAing is our computation made in accordance with the Official Notice of Bond Sale of the true interest cost to the City of Clearwater, Florida, under terms of our Proposal for Series 1995 Bonds, which is for informational purposes only and is subject to verification prior to award: Par Amount Less Original Issue Discount S Less Underwriters' Discount S Plus Original Issue Premium S (the Original Issue Discount and Underwriters' Discount net of Original Issue Premium should not exceed 2% of the principal amount of the Series 1995 Bonds) Amount Bid Before Accrued Interest S (This amount should match the price bid on page 1) Less Bond Insurance Premium (if applicable) S Bid For Purposes of Calculating True Interest Cost S Accrued Interest S True Interest Cost Rate (To February 23, 1995 and Inclusive of Insurance Premium costs and accrued interest, if any) f 1 , 137 % (No addition or alteration is to be made to this Official Bid Form, and it must be submitted with the Official Notice of Bond Sale.) Term Bonds Option. The interest rate or reoffering price or yield for any Term Bonds shall be indicated in the table above only in the year of final maturity. The annual Principal Amounts so indicated shall be applied for the mandatory retirement of one or more Term Bonds maturing in the years and amounts and bearing interest as follows: S Term Bonds maturing on February 1, 15 at5,3 /J% per annum to yield 6'0�o per annum. S�'Jerm Bonds maturing on February 1,Ze 2Aat (a, 00% per annum to yield( t5 % per annum. S ;J '-7erm Bonds maturing oa February iqQ2,�at4, 10 % per annum to yield per annum. S Term Bonds maturing on February 1, at % per annum to yield % per annum. $ Term Bonds maturing on February 1, at % per annum to yield % per annum. [If additional space is needed to specify additional Term Bond maturities, please attach a separate sheet to this proposal, setting forth such additional Term Bond maturities in the form set forth above.] We will accept delivery of said Series 1995 Bonds through The Depository Trust Company, with the closing occurring at the office of the Finance Director of the City of Clearwater, 112 South Osceola Avenue, Clearwater, Florida 34616 on or about February 23, 1995, unless another date or place shall be mutually agreed upon, it being understood that the City shall furnish to us, free of charge at the time of delivery of said Series 1995 Bonds, the opinion of Bryant, Miller and Olive, PA., Bond Counsel, Tallahassee, Florida, approving the validity thereof. In accordance with the Official Notice of Bond Sale, we enclose herewith either (i) a Cashier's or Certified Check for $107,200 payable to the order of the City of Clearwater, Florida, to be returned to the undersigned upon the award of said Series 1995 Bonds provided this Proposal is not accepted, or (ii) provided for a Financial Surety Bond in accordance with the Official Notice of Sale. The check is to be cashed and the amount of the check retained by the City until the delivery of said Series 1995 Bonds and payment therefor, and is to be applied to the payment of the Series 1995 Bonds or retained as and for liquidated damages in case of the failure of the undersigned to make payment as agreed. This proposal is not subject to any conditions not expressly stated herein or in the annexed Official Notice of Bond Sale. Receipt of the Preliminary Official Statement relating to these Series 1995 Bonds is hereby acknowledged. The names of the underwriters or members of the account or joint bidding accounts, if any, who are associated for the purpose of this Proposal are listed either below or on a separate sheet attached hereto. Name of Fum � Address B}: I ' 1 nT Li!� Qj s� f/v City State Zip N! ne• r ` mAhl Title' • t ?6o-3ar, OQ3 Telephone Number EXHIBIT B PRELIMINARY OFFICIAL STATEMENT m S c NEW ISSUE Ratings: (Se. "Ratings" herein) M c O — rn 0= m u v Preliminary Official Statement Dated Febniary 1, 1995 tt) p -p C tR C N tit '� W •; r in the opinion of Bond Counsel under existing laws, regulations and judicial decisions, interest on the Series 1995 Bonds is excluded from E >, O gross income for purposes of federal income taxation and the Series 1995 Bonds acs exempt from all present intangible personal property taxes emi imposed pursuant to Chapter 199, Florida Statutes. See, however "Tar Fxemplion" herein for a description of certain federal minini un and Q c other special taxes that may affect the tax treatment of interest on the Series 1995 Braids. 0 p to to CITY OF CLEARWATER, FLORIDA e. o $10,720,000* IMPROVEMENT REVENUE BONDS ni 3 E Co SERIES 1995 m 5 a) m (Municipal Services/Public Safety and Police Complex Project) m c a Dated: February 1, 1995 Due: February 1, as shown below Intl The City of Clearwater, Florida, Improvement Revenue Bonds, Series 1995 (Municipal Services/Public Safety and Police Complex Q N (D Project) (the "Series 1995 Bonds ") will be issued as fully registered bonds in principal denominations of $5,000 or any integral mut- t m >, y5 tiples thereof. Interest on the Series 1995 Bonds is payable semi - annually, commencing August 1, 1995, and each February 1 and August O m c6 v 1 thereafter by check or draft of First Union National Bank of Florida, Jacksonville, Florida, as Paying Agent and Bond Registrar, mailed o > a, c- to the Registered Owner thereof at the address shown. on the Registration Books kept by the Bond Registrar on the fifteenth (15th) day iti a p of the month next preceding each interest payment date (the "Record Date "); provided, however, that at the written request of any Reg- to m c0 istered Owner of at least $1,000,000 aggregate principal amount of the Series 1995 Bonds, interest may be payable by wire transfer to E — d 4) the bank account on file with the Paying Agent on the applicable Record Date. Principal of the Series 1995 Bonds and redemptidti pre- ' m w mium, if any, will be payable upon presentation and surrender of the Series 1995 Bonds at the designated corporate trust office of the ro E c0 N Paying Agent. m m c The Series 1995 Bonds are subject to optional redemption, and to mandatory sinking fund redemption if so determined by the win - 0 7 ning bidder, prior to their stated maturity under the terms and conditions described herein. o e C The Series 1995 Bonds will be issued by the City of Clearwater, Florida (the "City ") to (f) finance the police station portion of the •qr o costs of acquiring, constructing, and equipping a municipal services/public safety and police complex; (ii) finance a portion of a park - CL .Q cU ing . facility for the use of the tenants of the complex (collectively (i) and (ii), the "Project "); (iii) purchase a debt service reserve fund EO Q O surety policy, as described herein; and (iv) pay the costs of issuance of the Series 1995 Bonds. v m to The Series 1995 Bonds arc limited obligations of the City, payable solely from and secured solely by a pledge of and junior lien p o Cr upon the Pledged Funds (which primarily consist of the proceeds of the City's Public Service Tax deposited in the Revenue Fund), subject to the prior lien of the City's Public Service Tax and Bridge Revenue Bonds, Series 1985, as herein described (the "Prior Lien m O Bonds "). The Series 1995 Bonds and the interest thereon shall not be and shall not constitute an indebtedness of the City or of the N C State of Florida or any political subdivision thereof within the meaning of any Constitutional, statutory, charter or other limitation u O O of indebtedness, and neither the full faith and credit nor the taxing powers of the State of Florida or the City are pledged as seen- c= p eMi rity for the payment of the principal of, redemption premium, if any, or interest on the Series 1995 Bonds and no holder or holders of N of any Bonds shall ever have the right to compel the exercise of the ad valorem taxing powers of the City, or taxation in any form C O •v Cr of any real property therein to pay the Bonds or the interest thereon. d CL = Should the successful bidder for the Series 1995 Bonds elect to insure the Series 1995 Bonds, payment of the principal of and inter- yN d est on the Series 1995 Bonds will be guaranteed under a policy of municipal bond insurance to be issued simultaneously with the deliv- ery of the Series 1995 Bonds by the Municipal Bond Investors Assurance Corporation. For a discussion of the terms and provisions of such policy, including the limitations, see "MUNICIPAL BOND INSURANCE" 'tp r) O CL herein. C N N j This cover page contains certain information for quick reference only. It is not a summary of the issue. Investors must read the entire Official Statement to obtain information essential to making an informed investment decision. p >, o ib O C MATURITIES, AMOUNTS, INTEREST RATES, PRICES AND YIELD N E o o m $ Serial Bonds p c t Principal. interest Principal Interest N G O � Maturil Amount Rate Price YYield Maturit Amount. Rate Price Yield N >, z1_ ;3 O 1996 2004 O z 3: 1997 2005 E c e.3 1998 2006 to c v W 1999 2007 2000 2008 W o m a 2001 2009 E N E c 2002 2010 m O 2003 ro ca $ % Term Bonds due 1, at %. O •�, >, .5 p Scaled lids for the Series 1495 Bonds well be rcectved at the offtc of the E'tnancc Director, 112 South Osceola Avenue, Std Floor, IV to Clearwater. Florida, until 2 00 p in (Eaiterii Standard time) on February 13, 1995 Please refer to the Official Nonce of Sale which out - O E O lints the terms and conditions for the submoston of offers to purchase the Series f "05 Bonch �'8 Z. 445) The Serics 1995 Bonds will be offered when, as and if issued and delivered to the Underwriters, subject to approval of Bryant, Miller C?-" to O and Olive, PA,. Tallahassee, Florida, Bond Counsel to the City, and certain Diller conditions. Certairt legal matters will be passed on for E pe the City by its City Attorney, Pamela K. Akin; Esquire. it is expected that the Scrics 1995 Bonds In definitive form will be available for — a delivery in New York, New York, of or about February 33, 1995. (D 0) qr to L 'O (� dated February , 1995 y/n�yr /xA cy a) y t f 5 tom }� -°r0 r 3 •Prelinnnary, subject to change. CITY OF CLEARWATERf FLORIDA 112 South Osceola Avenue Clearwater, Florida 34616 CITY COMMISSION Rita J. Garvey, Mayor - Commissioner Sue Bertield, Commissioner Arthur X. Deegan, Commissioner Fred Thomas, Commissioner Richard A. Fitzgerald, Commissioner CITY OFFICIALS Elizabeth Deptula, City Manager Margaret Simmons, CPA, Finance Director Cynthia E. Goudeau, City Clerk CITY ATTORNEY Pamela K. Akin, Esquire BOND COUNSEL Bryant, Miller and olive, P.A. Tallahassee, Florida FINANCIAL ADVISOR Raymond James & Associates, Inc. St. Petersburg, Florida OFFICIAL NOTICE OF BOND SALE $10,720,000` CITY OF CLEARWATER, FLORIDA IMPROVEMENT REVENUE BONDS, SERIES 1945 Sealed proposals will be received by the City of Clearwater, Florida (the "City") at the offices of the Finance Director of the City, 112 South Osceola Avenue, Third Floor, Clearwater, Florida 34616 by 2:90 p.m. (Eastern Standard Time) on February 13,1995 for the purchase of the City of Clearwater, Florida, Improvement Revenue Bonds, Series 1995 (the "Series 1495 Bonds "). Each proposal, together with the good faith deposit described below, should be enclosed in a sealed envelope marked "Proposal for $10,720,000• City of Clearwater, Florida, Improvement Revenue Bonds, Series 1995; Do Not Open Until 2:00 p.m. (Eastern Standard Time), February 13, 1995", or such similar legend which appropriately identifies the contents thereof. Form of Series 1995 Bonds The Series 1995 Bonds will be issued in fully registered form, without coupons, and in denominations of $5,000 or any integral multiples thereof. Principal of and any redemption premium on the Series 1945 Bonds shall be paid to the registered owners at the principal corporate trust office of First Union National Bank of Florida, Jacksonville, Florida (the "Paying Agent" and "Registrar "), upon presentment and surrender of the Series 1995 Bonds. Interest on the Series 1995 Bonds shall be paid to the registered owners as shown on the registration books maintained by the Registrar, by check or draft mailed to each such owner's address as shown on the registration books maintained by the Registrar as of the fifteenth (15th) day of the calendar month preceding such interest payment date. Interest will be payable each February 1 and August 1, commencing August 1, 1995. Interest will be calculated on the basis of a 360 -day year of twelve 30 -day months. Maturity Schedule The Series 1995 Bonds will mature on February 1 of the following years in the following principal amounts: *Preliminary, subject to change. Principal Principal Maturi Amount* Maturi Amount * 1996 $140,000 2011 $320,000 1997 145,000 2012 340,000 1998 155,000 2013 360,000 1999 160,000 2014 385,000 2000 170,000 2015 405,000 2001 180,000 2016 430,000 2002 190,000 2017 460,000 2003 200,000 2018 490,000 2004 210,000 2019 520,000 2005 225,000 2020 555,000 2006 240,000 2021 590,000 2007 250,000 2022 625,000 2008 265,000 2023 665,000 2009 285,000 2024 710,000 2010 300,000 2025 750,000 *Preliminary, subject to change. Oki Redemption Provisions The Series 1995 Bonds maturing on or after February 1, 2004 are subject to redemption at the option of the City prior to maturity on or after February 1, 2003, in whole at any time, or in part on any interest payment date, in such manner as shall be determined by the City at the redemption prices expressed as a percentage of the principal amount of the Series 1995 Bonds to be redeemed, as set forth below, together with accrued interest to the date fixed for redemption. Redemption Period Redemption Price February 1, 2003 through January 31, 2004 102% February 1, 2004 through January 31, 2005 101 February 1, 2005 and thereafter 100 Adiustment of Principal Amount After final computation of the bids, to achieve desired debt service levels, the City reserves the right either to increase or decrease any Principal Amount of the Series 1995 Bonds (or any Amortization Installment in the case of a Term Bond) shown on the schedule of Principal Amounts set forth above (the "Maturity Schedule "), by an amount not to exceed five percent (5 %) of the stated amount of each such Principal Amount on the Maturity Schedule and correspondingly adjust the issue size, all calculations to be rounded to the nearest $5,000. In the event of any such adjustment, no rebidding or recalculation of the bid submitted will be required or permitted. If necessary, the total purchase price of the Series 1995 Bonds will be increased or decreased in direct proportion to the ratio that the adjustment bears to the aggregate principal amount of the Series 1995 Bonds speed herein; and the Series 1995 Bonds of each maturity, as adjusted, will bear interest at the same rate and must have the same initial reoffering yields as specified in the bid of the Successful Bidder. However, the award will be made to the bidder whose bid produces the lowest true interest cost, calculated as specified below, solely on the basis of the Series 1995 Bonds offered pursuant to the Bid Maturity Schedule, without taking into account any adjustment in the amount of Series 1995 Bonds set forth in the Bid Maturity Schedule. Designation of Term Bonds Bidders may specify that the annual Principal Amounts of the Series 1995 Bonds coming due in any two or more consecutive years may be combined to form one or more maturities of Term Bonds scheduled to mature in the last of such years with the preceding annual Principal Amounts for such years constituting mandatory Amortization Installments to be selected by lot and redeemed at a price of par plus accrued interest, without premium, in accordance with the Ordinance. Basis of Award Proposals must be unconditional and only for all the Series 1995 Bonds. The purchase price bid for the Series 1995 Bonds may include a discount (including underwriters' discount and original issue discount net of original issue premium, but excluding any municipal bond insurance premium) not to exceed two percent (2 01b) of the principal amount of the Series 1995 Bonds and shall specify how much of the discount is original issue discount. No more than one (1) Proposal from any bidder will be considered. The City reserves the right to determine the Successful Bidder (as defined below), to reject any or all bids and to waive any irregularity or informality in any bid. The Series 1995 Bonds will be awarded to the bidder (herein referred to as the "Successful Bidder ") offering such interest rate or rates and purchase price which will produce the lowest true interest cost to the City M over the life of the Series 1995 Bonds. True interest cost for the Series 1995 Bonds (expressed as an annual interest rate) will be that annual interest rate being twice that factor of discount rate, compounded semiannually, which when applied against each semiannual debt service payment (interest, or principal and interest, as due) for the Series 1995 Bonds will equate the sum of such discounted semiannual payments to the bid price (inclusive of accrued interest). Such semiannual debt service payments begin on August 1, 1995. The true interest cost shall be calculated from the closing date of the Series 1995 Bonds (February 23, 1995) and shall be based upon the principal amounts of each serial maturity set forth in this Notice of Bond Sale and the bid price set forth in each Proposal for the Series 1995 Bonds submitted in accordance with the Notice of Bond Sale. If the bidder elects to have the Series 1995 Bonds insured, the bid price will be reduced by the cost of the bond insurance premium solely for the purpose of calculating the true interest cost. The City of Clearwater will pay the bond insurance premium, if the successful bidder has elected to have the Series 1995 Bonds insured. In case of a tie, the City may select the Successful Bidder by lot. It is requested that each Proposal for the Series 1995 Bonds be accompanied by a computation of such true interest cost to the City under the term of the Proposal for Bonds, but such computation is not to be considered as part of the Proposal for Bonds. Interest hates Permitted The Series 1995 Bonds shall bear interest expressed in multiples of one- eighth (1/8) or one - twentieth (1/20) of one percent. No interest rate specified for any maturity may be lower than any interest rate specified for an earlier maturity. There shall not be a difference greater than four hundred basis points (400 b.p.) between the Iowest interest rate and highest interest rate. Should an interest rate be specified which results in annual interest payments not being equally divisible between the semiannual payments in cents, the fast semiannual payment will be reduced to the next lower cent and the second semiannual payment will be raised to the next higher cent. It shall not be necessary that all Series 1995 Bonds bear the same rate of interest, provided that all Series 1995 Bonds maturing on the same date shall bear the same rate of interest. A rate of interest based upon the use of split or supplemental interest payments or a zero rate of interest will not be considered. Paving Agent and Registrar The Paying Agent and Registrar for the Series 1995 Bonds is First Union National Bank of Florida, Jacksonville, Florida. Becurily Principal of and interest on the Series 1995 Bonds to be issued pursuant to Ordinance No. 5659 -94 and all required sinking fund, reserve and other payments shall be payable solely from the City's Public Service Tax revenues, together with the earnings on the funds and accounts held pursuant to the Ordinance thereon derived from the investment thereof ih the Funds and Accounts established in the Ordinance (other than the Rebate Fund) (collectively, the "Pledged Funds ") and as more fully described in the Preliminary Official Statement. The Hen of the Series 1995 Bonds upon the Public Service Tax revenues is junior and subordinate to the lien thereon for the City's outstanding $7,155,000 Public Service Tax and Bridge Revenue Bonds, Series 1985. The Series 1995 Bonds shall not constitute an indebtedness, liability, general or moral obligation, or a pledge of the faith, credit or taxing power of the City, the State of Florida, or any political subdivision thereof, within the meaning of any constitutional, statutory or charter provisions. Neither the State of Florida, nor any political subdivision thereof, nor the City shall be obligated (1) to levy ad valorem taxes on any property to pay the principal of the Series 1995 Bonds, the interest thereon, or other costs incidental thereto or (2) to pay the same from any other funds of the City except from the Pledged Funds, in the manner provided in the Ordinance. The Series 1995 Bonds sball not constitute alien upon any property of the City, but shall constitute alien only on the Pledged Funds in the manner provided in the Ordinance. 112 Purpose Pursuant to tha tlydinancos the Sem; b 1995 Bartds are being issued to finance the portion of the cost of 4. Municipal SerYi,es; Public Safety dull l Dips. Complex tthe "Project "), which consists of and is related to the P,,, „ice Headquarters, to purchase a debt semi. s reservo fund surety policy, from Municipal Bond Investors Assurance Corpo aticw to fund the subaccount of the. Reserve account for the benefit of the Series 1995 Bonds and m pay the cost of issuance o� the Series 1995 Boxlds. Issuance of Series 19% Bonds T4, Series 1.995 Bonds will be issued and sold by the City of Cleanv-ater; Florida, a municipal corporation organ1wd and existing under the laws of the State of Florida. The Series 1995 Bonds are being issued pursuant to Ordinance No. 5659 -94 enacted August 1S, 1994 Ethe "Ordinance ") by the City of Clearwater, Florida, and pursuant to the provisions of Chapter 165,, Florida SsaYutm and other applic;ble provisions of law. The. Series 1995 Bonds were validated: by judgment of the Circuit Cor.t for Pinellas County, Florida, rendered on th; 6th day of October, 1994. The FinalJudgmeat was appealed to the- Florida Supreme Court on November 4, 1994 and the validation, judgment was affirmed by the Court oa January 9; 199:5, Municipal Bond Insurance Policy ri commitment to issu, a municipal bond insurance policy guaranteeing paymeni of principal and interest on the. $eries 1995 Bonds, has been obtained from Municipal Bond Investors Assurance Corporation- Bidders; at their option,, may elect to utilize this bond insurance commitment is their, biri. Alternatively,, bidders may rely, upon. publ shedratings on the Series 7595 Bonds received from Meody's Investors Service and Standard & Fooes Corporation, of Al and A +, respectively. If bond insurance is used, the price bid for purchase of the Series 1595 Bonds, as; set forth on the Official Bid Form, will be reduced by the amount of lac- bond. insurance policy premium, solely for the purpose of calculating the true interest cost rate of tile, bid, The City of Clearwater will pay the insurance premium if the Successful Bidder has elected to have the Series 1955 Bonds insured. Information, regarding the bond insurance commitment, including the amount of the premium, may be obtained from David Thornton of Raymond James & Associates, Inc., Financial Advisor to the City (813) -573- 8282. Proposals Proposals are desired on forms which will be furnished by the City, and envelopes, containing Proposals should have endorsed thereon "Proposal for 510,720,000" City of Clearwater, Florida, Improvement Revenue Bonds, Series 1995; Do Not Open Until 2 :00 pm. (Eastern Standard Tune), February 13, LOW, or words of equivalent import, and should be addressed to the City at the above address. Each proposal must be accompanied by the sum of $107,200 in the form of either (i) a Cashier's or Certified Check drawn upon an incorporated bank or trust company, puyabit, to the City of Clearwater, Florida, as,e%ddence of ,good faith, or ( ,ti), a N- nducial Surety Bond from any insurance company !icenbrd w issue ,ucb a surety bond in the State of Florida and .approved by the City tas of the .late hereof only (:apital Onaranty Insuranc€: Company ha, ia(;en su approved) .and submitted to tho City prior to the opening of !h(; bids, identifying each bidder whose deposit is guaranteed pay the Finantlat Surety Bond, which Shail �svidence ,rood faith ou the part of the bidder. If a check is delivered the check of the successful bidder may be Gashed ;iy lire oty ,anti tilt: proceeds will be held as ,ecnxity for performance of the bid. If a Finun6ai Surety Bond * r)ruvidW by tiw :mccessful bidder the good faith deposit -hall be delivered by ,vire, transfer to the 4' ,,ty i)y t:UU ;dart„ ltttatt:rn Standard Time, on the next business Clay. if the Successitd Bidder ,;hail :ail .a �:outpiy xomtptly oath tilt; twilis 4 its Proposal, the amuunt of Ruch tiaet.k +vial he ,oneited to. aid Luayec as iIquintaud iatnagt:s, the .,ilcckti ,li *Pr6mi taty, uulca to tnant e. unsuccessful bidders will be returned to such bidders by registered mail at the addresses stated in their Proposals, or delivered to a representative of such bidder immediately after the award of the Series 1995 Bonds to the Successful Bidder. The proceeds of the good faith check of the Successful Bidder will be applied to the payment of the purchase price of the Series 1995 Bonds. Prior to the delivery of the Series 1995 Bonds, the City may cash and invest the proceeds from the good faith check. No interest will be paid to any bidder upon any good faith check. Delivery and Payment It is anticipated that the Series 1995 Bonds in fully registered form will be available for delivery on February 23, 1995 in New York, New York at The Depository Trust Company, or some other date and place to be mutually agreed upon by the Successful Bidder and the City against the payment of the purchase price therefor including accrued interest calculated on a 360 -day year basis, less the amount of the good faith check, in immediately available Federal Reserve funds without cost to the City, Closing Documents The City will furnish to the Successful Bidder upon delivery of the Series 1995 Bonds the following closing documents in a form satisfactory to Bond Counsel: (1) signature and no- litigation certificate; (2) federal tax certificate; (3) certificate regarding information in the Official Statement; and (4) seller's receipt as to payment. A copy of the transcript of the proceedings authorizing the Series 1995 Bonds will be delivered to the Successful Bidder of the Series 1995 Bonds upon request. Copies of the form of such closing papers and certificates may be obtained from the City. Information Statement Section 21838(1)(b)l, Florida Statutes, as amended, requires that the City file, within 120 days after delivery of the Series 1995 Bonds, an information statement with the Division of Bond Finance of the State of Florida (the "Division ") containing the following information: (a) the name and address of the managing underwriter, if any, connected with the Series 1995 Bonds; (b) the name and address of any attorney or financial consultant who advised the City with respect to the Series 1995 Bonds; and (c) any fee, bonus, or gratuity paid, in connection with the bond issue, by an underwriter or financial consultant to any person not regularly employed or engaged by such underwriter or consultant and (d) any other fee paid by the City with respect to the Series 1995 Bonds, including any fee paid to attorneys or financial consultants. The Successful Bidder will be required to deliver to the City at or prior to the time of delivery of the Series 1995 Bonds, a statement signed by an authorized officer containing the same information mentioned in (a) and (c) above. The Successful Bidder shall also be required, at or prior to the delivery of the Series 1995 Bonds, to furnish the City with such information concerning the initial prices at which a substantial amount of the Series 1995 Bonds of each maturity were sold to the public as the City shall reasonably request. Pursuant to Section 218.385(2) and (3) of the Florida Statutes, as amended, a truth -in- bonding statement will be required from the Successful Bidder at closing substantially in the following form: "The City of Clearwater, Florida is proposing to issue $10,720,000` original aggregate principal amount of Improvement Revenue Bonds, Series 1995 for the purpose of (i) financing a portion of the cost of the City s Municipal Services /Public Safety and Police Complex Project, (ii) purchasing a debt service reserve fund surety policy, and (iii) paying the costs of issuing the Series 1995 Bonds, all as further described in Ordinance No. 5659 -94 (the "Ordinance "). The "Preliminary, subject to change. M final maturity date of the Series 1995 Bonds is February 1, 2025, and the Series 1995 Bonds are expected to be repaid over a period of thirty (30) years. At a forecasted average interest rate of _% per annum, total interest paid over the life of the Series 1995 Bonds will be $ . The source of repayment or security for this proposal is the City's Pledged Funds, including the City's Public Service Tax and moneys and investments held in the funds created under the Ordinance. Authorizing the Series 1995 Bonds will result in $ not being available to finance other capital projects of the City. This truth -in- bonding statement prepared pursuant to Section 218.335(2) and (3) of the Florida Statutes, as amended, is for informational purposes only and shall not affect or control the actual terms and conditions of the Series 1995 Bonds." Le2si Opinion The Successful Bidder will be furnished, without cost, the approving opinion of Bryant, Miller and Olive, P.A., Tallahassee, Florida, to the effect that based on existing law, and assuming compliance by the City with certain covenants and requirements of the Internal Revenue Code of 1986, as amended (the "Code "), regarding use, expenditures, investment of proceeds and the timely payment of certain investment earnings to the United States Treasury, the interest on the Series 1995 Bonds is not includable in the gross income of individuals, however, interest on the Series 1995 Bonds will be included in the calculation of the alternative minimum tax and environmental tax liabilities of corporations. The Code contains other provisions that could result in tax consequences, upon which Bond Counsel renders no opinion, as a result of ownership of the Series 1995 Bonds or the inclusion in certain computations (including, without limitation, those related to the corporate alternative minimum tax and environmental tax) of interest that is excluded from gross income. Official Statement The Preliminary Official Statement, copies of which may be obtained as described below, is in a form "deemed final" by the City for purposes of SEC Rule 15c2- 12(b)(1) (except for certain permitted omissions as descnW in such rule) but is subject to revision, amendment and completion in a final Official Statement. Upon the sale of the Series 1995 Bonds, the City will publish a final Official Statement in substantially the same form as the Preliminary Official Statement. Copies of the final Official Statement will be provided, at the City's expense, on a timely basis in such quantities as may be necessary for the Successful Bidder's regulatory compliance. CUSIP Plumber It is anticipated that CUSIP identification numbers will be printed on the Series 1995 Bonds, but neither the failure to print such number on any Series 1995 Bonds aor any error with respect thereto shall constitute cause for failure or refusal by the Successful Bidder to accept delivery of and pay for the Series 1995 Bonds in accordance with its agreement to purchase the Series 1995 Bonds. All expenses in relation to the printing of CUSIP numbers on the Series 1995 Bonds shall be paid for by the City, provided, however, that the CUSIP Service Bureau charge for the assignment of said number shall be the responsibility of and shall be paid for by the Successful Bidder. Copies of Documents Copies of the Preliminary Official Statement, this Official Notice of Bond Sale and the Official Bid Form and further information which may be desired, may be obtained from the City's Financial Adtisor, Raymond James & Associates, Inc., SS0 Carillon Parkway, St. Petersburg, Florida 33716, telephone (813) 573 8''S2. ,wwl� 1w Amendment and Notices Service, Amendments hereto and notices, if any, pertaining to this offering shall be made by the Munifacts News CITY OF CLEARWATER, FLORIDA /s/ Rita J. Garvey Mayor - Commissioner 7 J. PROPOSAL FOR $10,720,000* CITY OF CLEARWATER, FLORIDA IMPROVEMENT REVENUE BONDS, SERIES 1995 Finance Director City Hall 112 South Osceola Avenue, 3rd Floor Clearwater, Florida 34616 Ladies and Gentlemen: For the City of Clearwater, Florida, Improvement Revenue Bonds, Series 1995 (the "Series 1995 Bonds "), dated February 1, 1995 and maturing on February 1, 1996 through February 1, 2025, in the principal amount of $10,720,000 *, described in the Official Notice of Bond Sale, which is hereby made a part of this Proposal, we will pay you in immediately available federal reserve funds Dollars($ ),plus accrued interest to the date of delivery of the Series 1995 Bonds. This bid price may include an underwriter's discount and an original issue discount, the total of which do not exceed 2% of the principal amount of the Series 1995 Bonds. We do or do not _ wish to have the Series 1995 Bonds insured. We understand that the Series 1995 Bonds will be insured by Municipal Bond Investors Assurance Corporation if the election to purchase insurance is made, and the bond insurance premium will be paid by the City of Clearwater. Said Series 1995 Bonds shall bear interest at the rates and shall be reoffered at prices or yields speed t below. Preliminary subiect to change as stated in Official Notice of Sale. Principal Interest Price Principal Interest Price Maturity Amount* Rate or Yield Maturi Amount* Rate or Yield 1996 $140,000 2011 $320,000 1997 145,000 2012 340,E 1998 155,000 2013 360,000 1999 160,000 2014 385,000 2000 170,000 2015 405,000 2001 180,000 2016 430,000 2002 190,000 2017 460,000 2003 200,000 2018 490,000 2004 210,000 2019 520,000 2005 225,000 2020 555,000 2006 240,000 2021 590,000 2007 250,000 2022 625,000 2008 265,000 2023 665,000 2009 285,000 _,r,._ 2024 710,000 2010 300,000 2025 750,000 Preliminary subiect to change as stated in Official Notice of Sale. (4 Term Bonds Option. The interest rate or reoffering price or yield for any Term Bonds shall be indicated in the table above only in the year of final maturity. The annual Principal Amounts so indicated shall be applied for the mandatory retirement of one or more Term Bonds maturing in the years and amounts and bearing interest as follows: $ Term Bonds maturing on February 1, at % per annum to yield % per annum. $ Term Bonds maturing on February 1, at % per annum to yield % per annum. $ Term Bonds maturing on February 1, at % per annum to yield % per annum. $ Term Bonds maturing on February 1, at % per annum to yield _% per annum. $ Term Bonds maturing on February 1, at % per annum to yield % per annum. [If additional space is needed to specify additional Term Bond maturities, please attach a separate sheet to this proposal, setting forth such additional Term Bond maturities in the form set forth above.) We will accept delivery of said Series 1995 Bonds through The Depository Trust Company, with the closing occurring at the office of the Finance Director of the City of Clearwater, 112 South Osceola Avenue, Clearwater, Florida 34616 on or about February 23, 1995, unless another date or place shall be mutually agreed upon, it being understood that the City shall furnish to us, free of charge at the time of delivery of said Series 1995 Bonds, the opinion of Bryant, Miller and Olive, PA., Bond Counsel, Tallahassee, Florida, approving the validity thereof. In accordance with the Official Notice of Bond Sale, we enclose herewith either (i) a Cashier's or Certified Check for $107,200 payable to the order of the City of Clearwater, Florida, to be returned to the undersigned upon the award of said Series 1995 Bonds provided this Proposal is not accepted, or (ii) provided for a Financial Surety Bond in accordance with the Official Notice of Sale. The check is to be cashed and the amount of the check retained by the City until the delivery of said Series 1995 Bonds and payment therefor, and is to be applied to the payment of the Series 1995 Bonds or retained as and for liquidated damages in case of the failure of the undersigned to make payment as agreed. This proposal is not subject to any conditions not expressly stated herein or in the annexed Official Notice of Bond Sale. Receipt of the Preliminary Official Statement relating to these Series 1995 Bonds is hereby acknowledged. The names of the underwriters or members of the account or joint bidding accounts, if any, who are associated for the purpose of this Proposal are listed either below or on a separate sheet attached hereto. Name of Firm Address By: City State Zip Name: Title: Telephone Number r] The following is our computation made in accordance with the Official Notice of Bond Sale of the true interest cost to the City of Clearwater, Florida, under terms of our Proposal for Series 199S Bonds, which is for informational purposes only and is subject to verification prior to award: Par Amount $ Less Original Issue Discount $ Less Underwriters' Discount $ Plus Original Issue Premium $ (the Original Issue Discount and { Underwriters' Discount net of j} Original Issue Premium should not exceed 2% of the principal amount of the Series 1995 Bonds) Amount Bid Before Accrued Interest $ (This amount should match the price bid on page 1) Less Bond Insurance Premium (if applicable) $ Bid For Purposes of Calculating True Interest Cost Accrued Interest $ True Interest Cost Rate (To February 23, 1995 and Inclusive of Insurance Premium costs and accrued interest, if any) (No addition or alteration is to be made to this Official Bid Form, and it must be submitted with the Official Notice of Bond Sale.) 3 OFFICIAL NOTICE OF BOND SALE $10,720,000* CITY OF CLEARWATER, FLORIDA IMPROVEMENT REVENUE BONDS, SERIES 1995 Sealed proposals will be received by the City of Clearwater, Florida (the "City") at the offices of the Finance Director of the City, 112 South Osceola Avenue, Third Floor, Clearwater, Florida 34616 by 2:00 p.m. (Eastern Standard Time) on February 13, 1995 for the purchase of the City of Clearwater, Florida, Improvement Revenue Bonds, Series 1995 (the "Series 1995 Bonds'). Each proposal, together with the good faith deposit described below, should be enclosed in a sealed envelope marked "Proposal for $10,720,000* City of Clearwater, Florida, Improvement Revenue Bonds, Series 1995; Do Not Open Until 2:00 p.m. (Eastern Standard Time), February 13, 1995 ", or such similar legend which appropriately identifies the contents thereof. Form of Series 1995 Bonds The Series 1995 Bonds will be issued in fully registered form, without coupons, and in denominations of $5,000 or any integral multiples thereof. Principal of and any redemption premium on the Series 1995 Bonds shall be paid to the registered owners at the principal corporate trust office of First Union National Bank of Florida, Jacksonville, Florida (the "Paying Agent" and "Registrar "), upon presentment and surrender of the Series 1995 Bonds. Interest on the Series 1995 Bonds shall be paid to the registered owners as shown on the registration books maintained by the Registrar, by check or draft mailed to each such owner's address as shown on the registration books maintained by the Registrar as of the fifteenth (15th) day of the calendar month preceding such interest payment date. Interest will be payable each February 1 and August 1, commencing August 1, 1995. Interest will be calculated on the basis of a 360 -day year of twelve 30 -day months. Maturity Schedule The Series 1995 Bonds will mature on February 1 of the following years in the following principal amounts: Principal Principal Maturi Amount* Maturi Amount 1996 $140,000 2011 $320,000 1997 145,000 2012 340,000 1998 155,000 2013 360,000 1999 160,000 M14 385,000 2000 170,000 2015 405,000 2001 180,000 2016 430,000 2002 190,000 2017 460,000 2003 200,000 2018 490,000 2004 210,000 2019 520,000 2005 225,000 2020 555,000 2006 240,000 2021 590,000 2007 250,000 2022 625,000 2008 265,000 2023 665,000 2009 285,000 2024 710,000 2010 300,000 X025 750,000 *Preliminary, subject to change, 11% I Redemption Provisions The Series 1995 Bonds maturing on or after February 1, 2004 are subject to redemption at the option of the City prior to maturity on or after February 1, 2003, in whole at any time, or in part on any interest payment date, in such manner as shall be determined by the City at the redemption prices expressed as a percentage of the principal amount of the Series 1995 Bonds to be redeemed, as set forth below, together with accrued interest to the date fixed for redemption. Redemption Period Redemption Price February 1, 2003 through January 31, 2004 102% February 1, 2004 through January 31, 2005 101 February 1, 2005 and thereafter 100 Adiustment of Principal Amount After final computation of the bids, to achieve desired debt service levels, the City reserves the right either to increase or decrease any Principal Amount of the Series 1995 Bonds (or any Amortization Installment in the case of a Term Bond) shown on the schedule of Principal Amounts set forth above (the "Maturity Schedule "), by an amount not to exceed five percent (5 01o) of the stated amount of each such Principal Amount on the Maturity Schedule and correspondingly adjust the issue size, all calculations to be rounded to the nearest $5,000. In the event of any such adjustment, no rebidding or recalculation of the bid submitted will be required or permitted. If necessary, the total purchase price of the Series 1995 Bonds will be increased or decreased in direct proportion to the ratio that the adjustment bears to the aggregate principal amount of the Series 1995 Bonds specified herein; and the Series 1995 Bonds of each maturity, as adjusted, will bear interest at the same rate and must have the same initial reoffering yields as specified in the bid of the Successful Bidder. However, the award will be made to the bidder whose bid produces the lowest true interest cost, calculated as specified below, solely on the basis of the Series 1995 Bonds offered pursuant to the Bid Maturity Schedule, without taking into account any adjustment in the amount of Series 1995 Bonds set forth in the Bid Maturity Schedule. Designation of Term Bonds Bidders may specify that the annual Principal Amounts of the Series 1995 Bonds coming due in any two or more consecutive years may be combined to form one or more maturities of Term Bonds scheduled to mature in the last of such years with the preceding annual Principal Amounts for such years constituting mandatory Amortization Installments to be selected by lot and redeemed at a price of par plus accrued interest, without premium, in accordance with the Ordinance. Basis of Award Proposals must be unconditional and only for all the Series 1995 Bonds. The purchase price bid for the Series 1995 Bonds may include a discount (including underwriters' discount and original issue discount net of original issue premium, but excluding any municipal bond insurance premium) not to exceed two percent (2 %) of the principal amount of the Series 1995 Bonds and shall specify how much of the discount is original issue discount. No more than one (1) Proposal from any bidder will be considered. The City reserves the right to determine the Successful Bidder (as defined below), to reject any or all bids and to waive any irregularity or informality in any bid. The Series 1995 Bonds will be awarded to the bidder (herein referred to as the "Successful Bidder ") offering such interest rate or rates and purchase price which will produce the lowest true interest cost to the City over the life of the Series 1995 Bonds. True interest cost for the Series 1,995 Bonds (expressed as an annual interest rate) will be that annual interest rate being twice that factor of discount rate, compounded semiannually, which when applied against each semiannual debt service payment (interest, or principal and interest, as due) for the Series 1995 Bonds will equate the sum of such discounted semiannual payments to the bid price (inclusive of accrued interest). Such semiannual debt service payments begin on August 1, 1995. The true interest cost shall be calculated from the closing date of the Series 1995 Bonds (February 23, 1995) and shall be based upon the principal amounts of each serial maturity set forth in this Notice of Bond Sale and the bid price set forth in each Proposal for the Series 1995 Bonds submitted in accordance with the Notice of Bond Sale. If the bidder elects to have the Series 1995 Bonds insured, the bid price will be reduced by the cost of the bond insurance premium solely for the purpose of calculating the true interest cost. The City of Clearwater will pay the bond insurance premium, if the successful bidder has elected to have the Series 1995 Bonds insured. In case of a tie, the City may select the Successful Bidder by lot. It is requested that each Proposal for the Series 1995 Bonds be accompanied by a computation of such true interest cost to the City under the term of the Proposal for Bonds, but such computation is not to be considered as part of the Proposal for Bonds. Interest Rates Permitted The Series 1995 Bonds shall bear interest expressed in multiples of one - eighth (1/8) or one- twentieth (1/20) of one percent. No interest rate specified for any maturity may be lower than any interest rate specified for an earlier maturity. There shall not be a difference greater than four hundred basis points (400 b.p.) between the lowest interest rate and highest interest rate. Should an interest rate be specified which results in annual interest payments not being equally divisible between the semiannual payments in cents, the first semiannual payment will be reduced to the next lower cent and the second semiannual payment will be raised to the next higher cent. It shall not be necessary that all Series 1995 Bonds bear the same rate of interest, provided that all Series 1995 Bonds maturing on the same date shall bear the same rate of interest. A rate of interest based upon the use of split or supplemental interest payments or a zero rate of interest will not be considered. Paving Agent and Registrar The Paying Agent and Registrar for the Series 1995 Bonds is First Union National Bank of Florida, Jacksonville, Florida. Securi Principal of and interest on the Series 1995 Bonds to be issued pursuant to Ordinance No. 5659 -94 and i all required sinking fund, reserve and other payments shall be payable solely from the City's Public Service Tax revenues, together with the earnings on the funds and accounts held pursuant to the Ordinance thereon derived from the investment thereof in the Funds and Accounts established in the Ordinance (other than the Rebate Fund) (collectively, the "Pledged Funds') and as more fully described in the Preliminary Official Statement. The Hen of the Series 1995 Bonds upon the Public Service Tax revenues is junior and subordinate to the lien thereon for the City's outstanding $7,155,000 Public Service Tax and Bridge Revenue Bonds, Series 1985, The Series 1995 Bonds shall not constitute an indebtedness, liability, general or moral obligation, or a pledge of the faith, credit or taxing power of the City, the State of Florida, or any political subdivision thereof, within the meaning of any constitutional, statutory or charter provisions. Neither the State of Florida, nor any political subdivision thereof, nor the City shall be obligated (1) to levy ad valorem taxes on any property to pay the principal of the Series 1995 Bonds, the interest thereon, or other costs incidental thereto or (2) to pay the same from any other funds of the City except from the Pledged Funds, in the manner provided in the Ordinance. The Series 1995 Bonds shall not constitute alien upon any property of the City, but shall constitute a lien only on the Pledged Funds in the manner provided in the Ordinance. 3 Purpose Pursuant to the Ordinance, the Series 1995 Bonds are being issued to finance the portion of the cost of the Municipal Services /Public Safety and Police Complex (the "Project "), which consists of and is related to the Police Headquarters, to purchase a debt service reserve fund surety policy, from Municipal Bond Investors Assurance Corporation to fund the subaccount of the Reserve Account for the benefit of the Series 1995 Bonds and to pay the cost of issuance of the Series 1995 Bonds. Issuance of Series 1995 Bonds The Series 1995 Bonds will be issued and sold by the City of Clearwater, Florida, a municipal corporation organized and existing under the laws of the State of Florida. The Series 1995 Bonds are being issued pursuant to Ordinance No. 5659 -94 enacted August 18, 1994 (the "Ordinance ") by the City of Clearwater, Florida, and pursuant to the provisions of Chapter 166, Florida Statutes, and other applicable provisions of law. The Senes 1995 Bonds were validated by judgment of the Circuit Court for Pinellas County, Florida, rendered on the 6th day of October, 1994. The Final Judgment was appealed to the Florida Supreme Court on November 4, 1994, and the validation judgment was affirmed by the Court on January 9, 1995. Municipal Bond Insurance Policy A commitment to issue a municipal bond insurance policy guaranteeing payment of principal and interest on the Series 1995 Bonds has been obtained from Municipal Bond Investors Assurance Corporation. Bidders, at their option, may elect to utilize this bond insurance commitment in their bid. Alternatively, bidders may rely upon published ratings on the Series 1995 Bonds received from Moody's Investors Service and Standard & Poor's Corporation of Al and A +, respectively. If bond insurance is used, the price bid for purchase of the Series 1995 Bonds, as set forth on the Official Bid Form, will be reduced by the amount of the bond insurance policy premium, solely for the purpose of calculating the true interest cost rate of the bid. The City of Clearwater will pay the insurance premium if the Successful Bidder has elected to have the Series 1995 Bonds insured. Information regarding the bond insurance commitment, including the amount of the premium, may be obtained from David Thornton of Raymond James & Associates, Inc., Financial Advisor to the City (813) 573 -8282. Proposals Proposals are desired on forms which will be furnished by the City, and envelopes, containing Proposals should have endorsed thereon "Proposal for $10,720,000* City of Clearwater, Florida, improvement Revenue Bonds, Series 1995; Do Not Open Until 2:00 p.m, (Eastern Standard Time), February 13, 1995", or words of equivalent import, and should be addressed to the City at the above address. Each proposal must be accompanied by the sum of $107,200 in the form of either (i) a Cashier's or Certified Check drawn upon an incorporated bank or trust company, payable to the City of Clearwater, Florida, as evidence of good faith, or (ii), a Financial Surety Bond from any insurance companv licensed to issue such a surety bond in the State of Florida and approved by the City (as of the date hereof only Capital Guaranty Insurance Company has been so approved) and submitted to the City prior to the opening of the bids, identifying each bidder whose deposit is guaranteed by the Financial Surety Bond, which shall evidence good faith on the part of the bidder. If a check is delivered the check of the successful bidder may be cashed by the City and the proceeds will be held as security for performance of the bid. If a Financial Surety Bond is provided by the successful bidder the good faith deposit shall be delivered by wire transfer to the City by 3:00 p.m., Eastern Standard Time, on the next business day. if the Successful Bidder shall fail to comply promptly with the terms of its Proposal, the amount of such check will be forfeited to said payee as liquidated damages. The checks of 'Preliminary, subject to change. 11 unsuccessful bidders will be returned to such bidders by registered mail at the addresses stated in their Proposals, or delivered to a representative of such bidder immediately after the award of the Series 1995 Bonds to the Successful Bidder. The proceeds of the good faith check of the Successful Bidder will be applied to the payment of the purchase price of the Series 1995 Bonds. Prior to the delivery of the Series 1995 Bonds, the City may cash and invest the proceeds from the good faith check. No interest will be paid to any bidder upon any good faith check. Delivery and Payment It is anticipated that the Series 1995 Bonds in fully registered form will be available for delivery on February 23, 1995 in New York, New York at The Depository Trust Company, or some other date and place to be mutually agreed upon by the Successful Bidder and the City against the payment of the purchase price therefor including accrued interest calculated on a 360 -day year basis, less the amount of the good faith check, in immediately available Federal Reserve funds without cost to the City. Closing Documents The City will furnish to the Successful Bidder upon delivery of the Series 1995 Bonds the following closing documents in a form satisfactory to Bond Counsel: (1) signature and no- litigation certificate; (2) federal tax certificate; (3) certificate regarding information in the Official Statement; and (4) seller's receipt as to payment. A copy of the transcript of the proceedings authorizing the Series 1995 Bonds will be delivered to the Successful Bidder of the Series 1995 Bonds upon request. Copies of the form of such closing papers and certificates may be obtained from the City. Information Statement Section 218.38(1 )(b)1, Florida Statutes, as amended, requires that the City file, within 120 days after delivery of the Series 1995 Bonds, an information statement with the Division of Bond Finance of the State of Florida (the "Division ") containing the following information: (a) the name and address of the managing underwriter, if any, connected with the Series 1995 Bonds; (b) the name and address of any attorney or financial consultant who advised the City with respect to the Series 1995 Bonds; and (c) any fee, bonus, or gratuity paid, in connection with the bond issue, by an underwriter or financial consultant to any person not regularly employed or engaged by such underwriter or consultant and (d) any other fee paid by the City with respect to the Series 1995 Bonds, including any fee paid to attorneys or financial consultants. The Successful Bidder will be required to deliver to the City at or prior to the time of delivery of the Series 1995 Bonds, a statement signed by an authorized officer containing the same information mentioned in (a) and (c) above. The Successful Bidder shall also be required, at or prior to the delivery of the Series 1995 Bonds, to furnish the City with such information concerning the initial prices at which a substantial amount of the Series 1995 Bonds of each maturity were sold to the public as the City shall reasonably request. Pursuant to Section 218.385(2) and (3) of the Florida Statutes, as amended, a truth -in- bonding statement will be required from the Successful Bidder at closing substantially in the following form: "The City of Clearwater, Florida is proposing to issue $10,720,000` original aggregate principal amount of Improvement Revenue Bonds, Series 1995 for the purpose of (i) financing a portion of the cost of the City's Municipal Services /Public Safety and Police Complex Project, (ii) purchasing a debt service reserve fund surety policy, and (iii) paying the costs of issuing the Series 1995 Bonds, all as further described in Ordinance No. 5659 -94 (the "Ordinance "). The 'Preliminary, subject to change. final maturity date of the Series 1995 Bonds is February 1, 2025, and the Series 1995 Bonds are expected to be repaid over a period of thirty (30) years. At a forecasted average interest rate of % per annum, total interest paid over the life of the Series 1995 Bonds will be $ . The source of repayment or security for this proposal is the City's Pledged Funds, including the City's Public Service Tax and moneys and investments held in the funds created under the Ordinance. Authorizing the Series 1995 Bonds will result in $ not being available to fmance other capital projects of the City. This truth -in- bonding statement prepared pursuant to Section 218.385(2) and (3) of the Florida Statutes, as amended, is for informational purposes only and shall not affect or control the actual terms and conditions of the Series 1995 Bonds" I&MI Opinion The Successful Bidder will be furnished, without cost, the approving opinion of Bryant, Miller and Olive, P.A., Tallahassee, Florida, to the effect that based on existing law, and assuming compliance by the City with certain covenants and requirements of the Internal Revenue Code of 1986, as amended (the "Code "), regarding use, expenditures, investment of proceeds and the timely payment of certain investment earnings to the United States Treasury, the interest on the Series 1995 Bonds is not includable in the gross income of individuals, however, interest on the Series 1995 Bonds will be included in the calculation of the alternative minimum tax and environmental tax liabilities of corporations. The Code contains other provisions that could result in tax consequences, upon which Bond Counsel renders no opinion, as a result of ownership of the Series 1995 Bonds or the inclusion in certain computations ( including, without limitation, those related to the corporate alternative minimum tax and environmental tax) of interest that is excluded from gross income. Official Statement The Preliminary Official Statement, copies of which may be obtained as described below, is in a form "deemed final" by the City for purposes of SEC Rule 15c2- 12(b)(1) (except for certain permitted omissions as described in such rule) but is subject to revision, amendment and completion in a fmal Official Statement. Upon the sale of the Series 1995 Bonds, the City will publish a fmal Official Statement in substantially the same form as the Preliminary Official Statement. Copies of the final Official Statement will be provided, at the City's expense, on a timely basis in such quantities as may be necessary for the Successful Bidder's regulatory compliance. CUSIF Number It is anticipated that CUSIP identification numbers will be printed on the Series 1995 Bonds, but neither the failure to print such number on any Series 1995 Bonds nor any error with respect thereto shall constitute cause for failure or refusal by the Successful Bidder to accept delivery of and pay for the Series 1995 Bonds in accordance with its agreement to purchase the Series 1995 Bonds. All expenses in relation to the printing of CUSIP numbers on the Series 1995 Bonds shall be paid for by the City; provided, however, that the CUSIP Service Bureau charge for the assignment of said number shall be the responsibility of and shall be paid for by the Successful Bidder. Copies of Documents Copies of the .Preliminary Official Statement, this Official Notice of Bond Sale and the Official Bid Form and further information which may be desired, may be obtained from the City's Financial Advisor, Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Florida 33716, telephone (813) 573 -8282. Amendment and Notices Service. Amendments hereto and notices, if any, pertaining to this offering shall be made by the Munifacts News CITY OF CLEARWATER, FLORIDA /s/ Rita J. Garyey Mayor - Commissioner PROPOSAL FOR $10,720,000" CITY OF CLEARWATER, FLORIDA IMPROVEMENT REVENUE BONDS, SERIES 1995 Finance Director City Hall 112 South Osceola Avenue, 3rd Floor Clearwater, Florida 34616 Ladies and Gentlemen: For the City of Clearwater, Florida, Improvement Revenue Bonds, Series 1995 (the 'Series 1995 Bonds"}, dated February 1, 1995 and maturing on February 1, 1996 through February 1, 2025, in the principal amount of $10,720,000', described in the Official Notice of Bond Sale, which is hereby made a part of this Proposal, we will pay you in immediately available federal reserve funds Dollars ($ ..),plus accrued interest to the date of delivery, of the Series 1995 Bonds. This bid price may include an underwriter's discount and an original issue discount, the total of which do not e7xzed 2% of the principal amount of the Series 1995 Bonds. We do or do not _ wish to have the Series 1995 Bonds insured We understand that the Series 1995 Bonds will be insured by Municipal Bond Investors Assurance Corporation if the election to purchase insurance is made, and the bond insurance premium will be paid by the City of Clearwater. Said Series 1995 Bonds shall bear interest at the rates and shall be reoffered at prices or yields specified below. Interest Price Rate or Yield Principal Maturi ty Amount* 1336 $140,000 1337 145,000 1998 155,000 1339 160,000 2000 170,000 2001 180,000 2002 190,000 2003 200,000 2004 210,000 2005 225,000 2006 240,000 2007 250,000 2008 265,000 2009 255,000 M10 300,0W Interest Price Rate or Yield ' Preliminary subject to change ac stated in Ofritial !notice of Sale. Principal Interest Price Maturity Amount' Rate or Yield 2011 $320,000 2012 340,000 2013 360,000 2014 385,000 2015 405,000 2016 430,000 2017 460,000 2018 490,000 2019 520,000 2020 555,000 2021 530,000 2022 625,000 2023 665,000 2024 710,000 2025 750,OW ' Preliminary subject to change ac stated in Ofritial !notice of Sale. Term Bonds Option. The interest rate or reoffering price or yield for any Term Bonds shall be indicated in the table above only in the year of final maturity. The annual Principal Amounts so indicated shall be applied for the mandatory retirement of one or more Term Bonds maturing in the years and amounts and bearing interest as follows: $ Term Bonds maturing on February 1, at % per annum to yield % per annum. $ Term Bonds maturing on February 1, at % per annum to yield % per annum. $ Term Bonds maturing on February 1, at %a per annum to yield % per annum. $ Term Bonds maturing on February 1, at % per annum to yield % per annum. $ Term Bonds maturing on February 1, at % per annum to yield % per annum. [If additional space is needed to specify additional Term Bond maturities, please attach a separate sheet to this proposal, setting forth such additional Term Bond maturities in the form set forth above.] We will accept delivery of said Series 1995 Bonds through The Depository Trust Company, with the closing occurring at the office of the Finance Director of the City of Clearwater, 112 South Osceola Avenue, Clearwater, Florida 34616 on or about February 23, 1995, unless another date or place shall be mutually agreed upon, it being understood that the City shall furnish to us, free of charge at the time of delivery of said Series 1.995 Bonds, the opinion of Bryant, Miller and Olive, P.A.., Bond Counsel, Tallahassee, Florida, approving the validity thereof. in accordance with the Official Notice of Bond Sale, we enclose herewith either (i) a Cashier's or Certified Check for $107,200 payable to the order of the City of Clearwater, Florida, to be returned to the undersigned upon the award of said Series 1995 Bonds provided this Proposal is not accepted, or (ii) provided for a Financial Surety Bond in accordance with the Official Notice of Sale. The check is to be cashed and the amount of the check retained by the City until the delivery of said Series 1995 Bonds and payment therefor, and is to be applied to the payment of the Series 1995 Bonds or retained as and for liquidated damages in case of the failure of the undersigned to make payment as agreed. This proposal is not subject to any conditions not expressly stated herein or in the annexed Official Notice of Bond Sale. Receipt of the Preliminary Official Statement relating to these Series 1995 Bonds is hereby acknowledged. The names of the underwriters or members of the account or joint bidding accounts, if any, who are associated for the purpose of this Proposal are listed either below or on a separate sheet attached hereto. Name of Firm Address By: Name: Title: City Telephone Number State Zip The following is our computation made in accordance with the Official Notice of Bond Sale of the true interest cost to the City of Clearwater, Florida, under terms of our Proposal for Series 1495 Bonds, which is for informational purposes only and is subject to verification prior to award: Par Amount $ Less Original Issue Discount $ Less Underwriters' Discount $ Plus Original Issue Premium $ (the Original Issue Discount and Underwriters' Discount net of Original Issue Premium should not exceed 2% of the principal amount of the Series 1995 Bonds) Amount Bid Before Accrued Interest $ (This amount should match the price bid on page 1) Less Bond Insurance Premium (if applicable) $ Bid For Purposes of Calculating True Interest Cost $ Accrued Interest $ True Interest Cost Rate (To February 23, 1995 and Inclusive of Insurance Premium costs and accrued interest, if any) % (No addition or alteration is to be made to this Official Bid Form, and it must be submitted with the Official Notice of Bond Sale.) By: 3 OFFICIAL NOTICE OF BOND SALE $10,720,000* CITY OF CLEARWATER, FLORIDA IMPROVEMENT REVENUE BONDS, SERIES 1995 Sealed proposals will be received by the City of Clearwater, Florida (the "City") at the offices of the Finance Director of the City, 112 South Osceola Avenue, Third Floor, Clearwater, Florida 34616 by 2:00 p.m. (Eastern Standard Time) on February 13,1995 for the purchase of the City of Clearwater, Florida, improvement Revenue Bonds, Series 1995 (the "Series 1995 Bonds "). Each proposal, together with the good faith deposit described below, should be enclosed in a sealed envelope marked "Proposal for $10,720,000* City of Clearwater, Florida, Improvement Revenue Bonds, Series 1995; Do Not Open Until 2 :00 p.m. (Eastern Standard Time), February 13, 1995", or such similar legend which appropriately identifies the contents thereof. Form of Series 1995 Bonds The Series 1995 Bonds will be issued in fully registered form, without coupons, and in denominations of $5,000 or any integral multiples thereof. Principal of and any redemption premium on the Series 1995 Bonds shall be paid to the registered owners at the principal corporate trust office of First Union National Bank of Florida, Jacksonville, Florida (the "Paying Agent" and "Registrar "), upon presentment and surrender of the Series 1995 Bonds. Interest on the Series 1995 Bonds shall be paid to the registered owners as shown on the registration books maintained by the Registrar, by check or draft mailed to each such owner's address as shown on the registration books maintained by the Registrar as of the fifteenth (15th) day of the calendar month preceding such interest payment date. Interest will be payable each February 1 and August 1, commencing August 1, 1995. Interest will be calculated on the basis of a 360 -day year of twelve 30 -day months. Maturitv Schedule The Series 1995 Bonds will mature on February 1 of the following years in the following principal amounts: Principal Principal Maturi Amount* Maturi Amount 1996 $140,000 2011 $320,000 1997 145,000 2012 340,000 1998 155,000 2013 360,040 1999 160,000 2014 385,000 20pp 170,000 2015 405,000 2001 180,000 2016 430,000 2p02 190,000 2017 460,000 2003 200,000 2018 490,000 2004 210,000 2019 520,000 2005 225,000 2020 555,000 2006 240,000 2021 590,000 2007 250,000 2022 625,000 2008 265,000 2023 665,000 2009 285,000 2024 710,000 2010 300,000 2025 750,000 *Preliminary, subject to change. No dealer, broker, salesperson or other person has been authorized by the City or the Underwriters to give any information or to make any representations other than as contained herein, ant,: if given or made, such information or representations must not be relied uZcn as having been authorized by any of the foregoing. This Official Statement is not to be construed as a contract with the purchasers of the Series 1995 Bonds. This official Statement does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Series 1995 Bonds by any person to make such offer, solicitation or sale. The information set forth herein has been obtained from the City, Municipal Bond Investors Assurance Corporation, public documents, records and other sources which are believed to be reliable but is not guaranteed as to accuracy or completeness by, and is not to be construed as a representation of the City with respect to information provided by Municipal Bond Investors Assurance Corporation or the Underwriters. The information and expressions of opinion stated herein are subject to change without notice, and neither the delivery of this Official Statement nor any sale made hereunder shall create, under any circumstances, any implication that there has been no change in the affairs of the City since the date hereof or the earliest date as of which such information is given. IN CONNECTION WITH THIS OFFERING, THE UNDERWRITERS MAY OVERALLOT OR EFFECT TRANSACTIONS THAT STABILIZE OR MAINTAIN THE MARKET PRICE OF THE SERIES 1995 BONDS AT LEVELS ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME. All summaries herein of documents and agreements are qualified in their entirety by reference to such documents and agreements, and all summaries herein of the Series 1995 Bonds are qualified in their entirety by reference to the form thereof included in the aforesaid documents and agreements. NO REGISTRATION STATEMENT RELATING TO THE SERIES 1995 BONDS HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION (THE "COMMISSION ") OR WITH ANY STATE SECURITIES COMMISSION. THE SERIES 1995 BONDS HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAS THE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS OFFICIAL STATEMENT. ANY REPRESENTATION TO THE CONTRARY MAY BE A CRIMINAL OFFENSE. TABLE OF CONTENTS Page INTRODUCTION . • • • . • . . . • • • • • • • • • • • • • • . • • . . . 1 PURPOSE OF SERIES 1995 BONDS . . . . . . . . . . . . . . . . . . . . . 2 PROJECT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 ESTIMATED SOURCES AND USES OF FUNDS . . . . . . . . . . . . . . . . . . . 2 DESCRIPTION OF THE SERIES 1995 BONDS . . . . . . . . . . . . . . . . . . 2 General . . . . . . . . . . . . . . . . 2 Negotiability, Registration and Cancellation . . . . . . . . . . . 3 Transfer and Exchange . . . . . . . . . . . . . . . . . . . . 3 Redemption Provisions . . . . . . . . . . . . . . . . . . . . . . 4 Notice of Redemption . . . . . . . . . . . . . . . . . . . . . . . 4 SOURCE OF PAYMENT AND SECURITY FORTHE SERIES 1995 BONDS . . . . . . . . . . . . . . . . . . . . . . 5 General . . 5 Covenant Concerning Public Service Taxes 5 i Reserve Account • • . • • . • . • . - - - > . • • . • • 6 No Additional Prior Bonds . . . . . . . . . . . . . . . . . . . 7 Flow of Funds . . . . . . . . . . . . . . . . . . . . . . . . 7 Additional Bonds . . . . . . . . . . . . . . . . . . . . . . . . B PUBLIC SERVICE TAXES . . . . . . . . . . . . . . . . . . . . . . . . . . 9 HISTORICAL DEBT SERVICE COVERAGE TABLE . . . . . . . . . . . . . . . . . 12 MUNICIPAL BOND INSURANCE . . . . . . . . . . . . . . . . . . . . . . 12 DEBT SERVICE RESERVE ACCOUNT SURETY BOND . . . . . . . . . . . . . . 14 THE CITY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 COMBINED DEBT SERVICE REQUIREMENTS - . . . . . . . . . . . . . . . . 16 RATINGS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 LEGALITY. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 TAX EXEMPTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 UNDERWRITING. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19 ENFORCEABILITY OF REMEDIES . . . . . . . . . . . . . . . . . . . . . . . 19 LITIGATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19 VALIDATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19 GENERAL PURPOSE FINANCIAL STATEMENTS . . . . . . . . . . . . . . . . . . 20 FINANCIALADVISOR . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20 MISCELLANEOUS . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20 AUTHORIZATION OF AND CERTIFICATION CONCERNING OFFICIAL STATEMENT . . . . . . . . . . . . . . . . . . . . . . 20 APPENDIX A -- GENERAL INFO„'n',ATION RELATING TO THE CITY OF CLEARWATER, FLORIDA APPENDIX B -- CITY OF CLEARWATER, FLORIDA GENERAL PURPOSE FINANCIAL STATEMENTS AND OTHER INFORMATION FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 1994 APPENDIX C -- SUMMARY OF CERTAIN PROVISIONS OF THE BOND ORDINANCE APPENDIX D -- FORM OF BOND COUNSEL OPINION APPENDIX E -- SPECIMEN BOND INSURANCE POLICY ii 0F'F'ICIAF STATEMENT $10,720,000° The City of Clearwater, Florida Improvement Revenue Bonds, Series 1995 (Municipal Servioes /Pulblia Safety and Police Complex Project) INTRODUCTION The purpose of this Off icidl Statement, which includes its cover page and certain enclosed Appendices, is to furnish information with respect to the issuance by the City of Clearwater# Florida (the ,city") of its Improvement Revenue Bonds, Series 1995 (Municipal Services /Public Safety and Police Complex Project) (the "Series 199$$ Bonds ") in the aggregate principal amount of $10,720,000 *. The Series 1995 Honda are being issued under the authority of and in full compliance with the Constitution and laws of the State of Florida, including Chapter 166, Part II, Florida Statutes, as amended and supplemented, Article III of Chapter 44 of the Code of Ordinances of the City, as amended and supplemented, and other applicable provisions of law. The Series 1995 Bonds are being issued more specifically pursuant to Ordinance No. 5659 -94, as supplemented, enacted by the City Commission of the City (the "Commission ") on August 18, 1994, (the "Ordinance "), and supplemental resolutions adopted by the Commission on January 19, 1995 and February 13, 1995 (collectively, the "Series 1995 Resolution ")., The Ordinance and the Series 1995 Resolution are collectively referred to as the "Bond Ordinance ". The issuance of the Series 1995 Bonds was validated and confirmed by a judgment of the Circuit Court of the Sixth Judicial Circuit of Florida, in and for Pinellas County, rendered on October 6, 1994. An appeal was filed with the Supreme Court of the State of Florida on November 4, 1994, which court affirmed the validation judgment on January 9, 1995. The series 1995 bonds are special, limited obligations of the City payable solely from and secured solely by a pledge of and junior lien upon the Public Service Tax revenues levied and collected by the City and deposited in the sinking Fund Created and established pursuant to the terms and provisions of the Bond Ordinance (sometimes hereinafter referred to as the "Pledged Funds ") subject to the prior lien of t)te city's Public Service Tax and Bridge Revenue Bonds, series 1985 of which $4,230j000 romaing outstanding (the "Prior Bonds "), all as further described under the heading "Public Service Taxes" herein. capitalized terms not otherwise defined in this Official Statement shall have the same meanings assigned to such terms in the Summary of the Bond Ordinance, which is set forth in AppeAdix "C". The description of the Series 1995 Bonds, the Bud. Crdinnnoo, and cort'ain statutory provisions as well as the information from various reports and atatoments contained in this Official statement are not comprehenaivo or dofinitivo. All references to such documents, reports and statemento are gualiflo4 by this tactual content of such documents, reports and statements, copios of which may be obtained by contacting the Finance Director, City of ClearWater, Florida, 112 south Osceola Avenue, Clearwater, FL 34616, or during the offering period of that Series 19966 Bonds from Raymond James & Associates, Inc., financial adviser to the City, 080 Carillon Parkway, St. Petersburg, Florida 33716, (813) 673 -8282. Preliminary; subject to ahango. PURPOSE OF SERIES 1995 BONDS The Series 1995 Bonds shall be issued by the City to (1) finance the police station portion of the costs of acquiring, constructing, and equipping a municipal services /public safety and police complex, (ii) finance a portion of a parking facility for the use of the tenants of the complex (collectively (i) and (ii), the "Project "), (iii) purchase a debt service reserve account surety bond; and (iv) pay the cost of issuance of the Series 1995 Bonds. PROJECT A portion of the proceeds from the sale of the Series 1995 Bonds will be utilized by the City to acquire, construct, operate and maintain a police station facility as part of a municipal services/public safety and police complex which will consist of a 70,000 square foot City office building, an 84,000 square foot Police Department headquarters building, a 500 -car parking facility for the use of the tenants of the complex, and related equipment. The Project also includes minor renovations of the existing City Hall building and the demolition of the existing police building. The estimated cost of the portion of these improvements is $10,352,400 which will be gross funded from Series 1995 Bond proceeds and the remaining project costs will be funded from other City funds. ESTIMATED SOURCES AND USES OF FUNDS The proceeds to be received from the sale of the Series 1995 Bonds are expected to be applied as follows: Sources of Funds Principal Amount of Series 1995 Bonds $ Less: Original Issue Discount ( 1 Accrued Interest Total Sources of Funds $ Uses of Funds Deposit to the Construction Fund (1) $ Deposit to Interest Account (2) Purchase of Surety Bond for Reserve Account Underwriter's Discount ( ) Costs of Issuance (3) Total Uses of Funds $ (1) A portion of the funds deposited may be used for capitalized interest for the Bonds. (2) Accrued interest. (3) Includes the premium for the Municipal Bond Insurance Policy. DESCRIPTION OF THE SERIES 1995 BONDS General The Series 1995 Bonds shall be issued in fully registered form in denominations of $5,000 and integral multiples thereof and shall be dated, shall bear interest (payable semi - annually on February 1 and August 1 of each year commencing August 1, 1995) at the rates per annum and shall mature on the dates and in the amounts, all as set forth on the cover page of this official Statement. 2 Interest on the Series 1995 Bonds will be payable by First Union National Bank of Florida having its primary corporate trust office in Jacksonville, Florida, as Paying Agent, by check or draft mailed to the registered owner at the address shown on the registration books of the City maintained by the Paying Agent, acting as Registrar, on the fifteenth (15th) day of the month prior to each Interest Payment Date or on the fifteenth (15th) day prior to the date notice of redemption is given, whether or not such day is a business day ( "Record Date "), provided that, at the request of any registered owner of at least $1,000,000 in aggregate principal amount of Series 1995 Bonds, interest may be payable by wire transfer to the bank account number on file with the Paying Agent as of the applicable Record Date. The principal of and premium, if any, on the Series 1995 Bonds are payable at maturity or earlier redemption to the registered owner upon presentation and surrender at the designated corporate trust office of the Paying Agent. Negotiability, Registration and Cancellation At the option of any registered owner of one or more Series 1995 Bonds and upon surrender at the principal corporate trust office of the Bond Registrar with a written instrument of transfer satisfactory to the Registrar duly executed by the registered owner or his or her duly authorized attorney, the Series 1995 Bonds may be exchanged for Series 1995 Bonds of the same maturity of any other authorized denominations. The Registrar shall keep books for the registration of the Series 1995 Bonds and for the registration of transfers of the Series 1995 Bonds as provided in the Bond Ordinance. The Series 1995 Bonds shall be transferable by the registered owner thereof in person or by his attorney duly authorized in writing only upon the registration books of the City kept by the Registrar and only upon surrender thereof together with a written instrument of transfer satisfactory to the Registrar duly executed by the registered owner or his or her duly authorized attorney. Upon the transfer of any such Series 1995 Bonds, the City shall issue in the name of the transferee a new Series 1995 Bond or Series 1995 Bonds. The City, the Paying Agent and the Registrar shall deem and treat the person in whose name any Series 1995 Bond shall be registered upon the books kept by the Registrar as the absolute owner of such Series 1995 bond, whether such Series 1995 Bond shall be overdue or not, for the purpose of receiving payment of, or on account of, the principal of and interest on such Series 1995 Bond as the same becomes due and for all other purposes. All such payments so made to any such registered owner or upon his order shall be valid and effectual to satisfy and discharge the liability upon such Series 1995 Bond to the extent of the sum or sums so paid, and neither the City, the Paying Agent, nor the Registrar shall be affected by any notice to the contrary. Transfer and Exchange in all cases in which the privilege of exchanging Series 1995 Bonds or transferring Series 1995 Bonds is exercised, the City shall execute and the Registrar shall authenticate and deliver Series 1995 Bonds in accordance with the provision of the Bond Ordinance. All Series 1995 Bonds surrendered in any such exchanges or transfers shall forthwith be delivered to the Registrar and canceled by the Registrar in the manner provided by the Bond Ordinance. There shall be no charge for any such exchange or transfer of Series 1995 Bonds, but the City or the Registrar 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. Neither the City nor the Registrar shall be required (a) to transfer or exchange Series 1995 Bonds for a period from the Record Date to the next ensuing payment date on such Series 1995 Bonds or 15 days next preceding any selection of Series 1995 Bonds to be redeemed or thereafter until after the mailing of any notice of redemption; or (b) to transfer or exchange any Series 1995 Bonds called for redemption. Redemption Provisions optional Redemption. The Series 1995 Bonds maturing on or after February 1, 2004, are subject to redemption at the option of the City prior to maturity on or after February 1, 2003, in whole at any time or in part on any interest payment date, in such manner as shall be determined by the City at the redemption prices (expressed as percentages of the principal amount of such Series 1995 Bonds to be redeemed) as set forth below, together with accrued interest to the redemption date: Redemption Periods (Both Dates Inclusive) Redemption Price February 1, 2003 through January 31, 2004 102% February 1, 2004 through January 31, 2005 101 February 1, 2005 and thereafter 100 Mandatory Sinking Fund Redemption of the Series 1995 Bonds. The Series 1995 Bonds maturing on 1, are subject to mandatory sinking fund redemption prior to maturity in part, by lot at a redemption price equal to their principal amount and the accrued interest on each 1 in the years and amounts set forth below at a redemption price equal to 100% of the unpaid principal amount of such Series 1995 Bonds being redeemed plus accrued interest thereon to the date fixed for redemption, without premium: Principal Year Amount S * Final Maturity Notice of Redemption Notice of redemption will be given by the Registrar (who shall be the Paying Agent for the Series 1995 Bonds, or such other person, firm or corporation as may from time to time be designated by the Issuer as the Registrar for the Series 1995 Bonds) by mailing a copy of the redemption notice by first -class mail (postage prepaid) not more than thirty (30) days and not less than fifteen (15) days prior to the date fixed for redemption to the Registered Owner of each Series 1995 Bond to be redeemed in whole or in part at the address shown on the registration books. Failure to give such notice by mailing to any Registered Owner of Bonds, or any defect therein, shall not affect the validity of any proceeding for the redemption of other Bonds. All Series 1995 Bonds or portions thereof so called for redemption will cease to bear interest after the specified redemption date provided funds for their redemption are on deposit at the place of payment at that time. Upon surrender of any Series 1995 Bond for redemption in part only, the Issuer shall issue and deliver to the Registered Owner thereof, the costs of which shall be paid by the Registered owner, a new Series 1995 Bond or Series 1995 Bonds of authorized denominations in aggregate principal amount equal to the unredeemed portion surrendered. Whenever any Series 1995 Bonds shall be delivered to the Bond Registrar for cancellation, upon payment of the principal amount thereof, or for replacement, transfer or exchange, such Series 1995 Bonds shall be canceled and, upon request of the Issuer, destroyed by the Bond Registrar. Counterparts of the certificate of destruction evidencing any such destruction shall be furnished to the Issuer. Notice of call for redemption of the Series 1995 Bonds shall be mailed, postage prepaid, by the Registrar at least fifteen (15) days and not more than thirty (90) days, before the date fixed for redemption to all registered owners of the Series 1995 Bonds (or any portions thereof) to be redeemed, to their addresses as they appear on the registration books for the Series 1995 Bonds or to such other address as shall be furnished to the Registrar by such Bondholder. Failure of any registered owner of Series 1995 Bonds that are to be redeemed to receive such notice of redemption, or any defect in such notice, shall not affect the validity of the proceedings for such redemption of any other Series 1995 Bonds for which proper notice has been given. When notice of redemption is given, the Series 1995 Bonds called for redemption will become due and payable on the redemption date at the redemption price stated in the notice. Interest on any Series 1995 Bonds duly called for redemption will cease to accrue after the date fixed for redemption if funds sufficient for payment of the redemption price has been deposited with the Paying Agent. SOURCE OF PAYMENT AND SECURITY FOR THE SERIES 1995 BONDS General The principal of, redemption premium, if any, and interest on the Series 1995 Bonds are payable from the Pledged Funds equally and ratably with each other and on a junior and subordinate basis to the Prior Bonds. The Series 1995 Bonds are secured by (i) a junior lien on and pledge of the Public Service Taxes, which are the proceeds of the Public Service Tax deposited in the Revenue Fund created and established under the Bond Ordinance which are deposited after all payments required for the Prior Bonds have been made, and (ii) until applied in accordance with the provisions of the Bond Ordinance all moneys, including investments thereof, in the funds and accounts established under the Bond ordinance, other than the Rebate Fund. The Series 1995 Bonds shall not be and shall not constitute an indebtedness of the City or the State of Florida or any political subdivision thereof within the meaning of any Constitutional, statutory, charter or other limitation of indebtedness, and neither the full faith and credit nor the taxing power of the City, the State of Florida, or any political subdivision thereof,. are pledged or obligated as security for the payment of the principal of or interest on any Series 1995 Bonds. The holders of the Series 1995 Bonds shall have no right to compel the exercise of the ad valorem taxing power of the City or taxation in any form of real property therein to pay the Series 1995 Bonds or the interest thereon. The proceeds of the sale of the Series 1995 Bonds shall be and constitute trust funds for the purposes provided in the Bond ordinance and there is a lien upon such money, until so applied, in favor of the Holders of the Series 1995 Bonds. Covenant Concerning Public Service Taxes The City covenants under the Bond Ordinance that, so long as any of the Series 1995 Bonds remain outstanding including any other bonds issued on parity therewith under the Bond Ordinance (collectively, the Series 1995 Bonds and any pari passu additional bonds issued pursuant to the terms of the Bond Ordinance are collectively referred to as the "Bonds "), it shall take all lawful action necessary or required to continue to entitle the City to receive the Public Service Tax proceeds and will not take any action which would impair or adversely affect its receipt of such proceeds: The City further covenants under the Bond ordinance (i) that the Public Service Tax and the pledge of the proceeds thereof made in the Bond ordinance to the payment of the Bonds are, and shall continue, irrevocable until all Bonds are paid or provision for the payment thereof is duly made hereunder; (ii) that the provisions of the ordinances of the City authorizing the imposition and collection of the Public Service Tax are confirmed to and for the benefit of the holders of any of the Bonds, and the City will not repeal such ordinances and will not reduce the rates of such taxes below the rates in effect on the date of the Bond Ordinance; (iii) that it will not issue any obligations payable from the money in the Revenue Fund other than Bonds within the limitations and restrictions prescribed by the Bond ordinance, and will at all times maintain the Revenue Fund by paying into the Revenue Fund all proceeds of taxes received, collected and derived under such ordinance, without deduction therefrom of any charge or expense for the collection or receipt thereof, and will at all times administer the same as provided, and will not use any money in the Revenuf',Fund for any purpose other than the purposes permitted by the Bond Ordinance; and (iv) that it will punctually pay the Bond Service Requirement in each Bond Year (as set forth in the Bond Ordinance) . Reserve Account The Bond Ordinance provides for the establishment and maintenance of a debt service reserve account ( "Reserve Account "). An amount equal to the Reserve Requirement shall be deposited in the Reserve Account for each series of Bonds issued under the Bond ordinance. The debt service Reserve Requirement for the Series 1995 Bonds shall be in an amount equal to the lesser of (a) the maximum amount of the principal of and interest on the Series 1995 Bonds becoming due in any succeeding fiscal year, (b) one hundred twenty -five percent (125 %) of the average annual amount of principal of and interest on the Series 1995 Bonds becoming due in any succeeding fiscal year, or (c) ten percent (10 %) of the "net proceeds" (as such term is defined under the Code for such purpose) of the Bonds. The debt service Reserve Requirement with respect to the Series 1995 Bonds will be satisfied in full at the time of issuance of the series 1995 Bonds. Please review the information under the section entitled "Debt Service Reserve Account Surety Bond ". The debt service Reserve Requirement for any other series of Bonds shall be determined by subsequent proceedings of the City. To the extent the city determines pursuant to a subsequent resolution to fund a subaccount within the Reserve Account for respective Series of Bonds, the City may provide that the difference between the amounts on deposit in such subaccount and the Reserve Requirement for such series of Bonds shall be an amount covered by obtaining bond insurance issued by a reputable and recognized municipal bond insurer, by a surety bond, by a letter of credit or any combination thereof or by such other form of credit enhancement as shall be approved by a resolution of the City adopted prior to the issuance of the series of Bonds for which such subaccount is established. Such resolution as may also provide for the substitution of such credit enhancement may in the future be deposited in the subaccount in the Reserve Account for the Series 1995 Bonds as shall be approved by subsequent resolution of the city, provided that the provider of such credit enhancement is then rated in one of the two highest rating categories (without regard to gradation) by Standard & Poor's Corporation and Moody's Investors Service, Inc. Any withdrawals from any subaccount in the Reserve Account shall be subsequently restored from the first moneys available in the Revenue Fund on a pro rata basis as to all subaccounts in the Reserve Account after all required current payments for the Sinking Fund (including all deficiencies in prior payments to those Funds) have been made in full. For a description of the restrictions and requirements relating to such Reserve Account credit facility substitutes, please refer to the Summary of Certain Provisions of the Bond Ordinance contained in Appendix C hereto. No Additional Prior Bonds Under the Bond Ordinance the City has covenanted and pledged to the registered owners of the Bonds from time to time that it will not, for so long as any Bonds are outstanding thereunder, issue any debt payable on a parity with the Prior Bonds from the Public Service Tax, other than obligations refunding the Prior Bonds which have an annual debt service requirement equal to or less than the debt service requirement on such refunded Prior Bonds. Flow of Funds A brief summary of the deposits required to be made to the various funds and accounts established under the Bond Ordinance is provided below. For a more detailed description of such deposits, reference should be made to the Summary of Certain Provisions of the Bond Ordinance contained in Appendix C attached hereto. After the payments required by the ordinance authorizing the Prior Bonds have been made, all of the Public Service Tax proceeds collected by the City each month will be deposited in the Revenue Fund in the following manner and amounts (such Public Service Tax proceeds deposited in the Revenue Fund are referred to herein as the "Pledged Funds ") on or before the fifteenth (15th) day of each month, beginning with the month following the date of issuance of any Series of Bonds, the amounts in the following order of priority: (1) Such Pledged Funds shall first be used for deposit into the Interest Account, such sums as will be sufficient to pay one -sixth (1/6) of all interest becoming due on the Bonds on the next semiannual interest payment date. (2) Such Pledged Funds shall next be used for deposit into the Principal Account, in any bond year in which a Serial Bond matures, such sums as will be sufficient to pay one - twelfth (1/12) of the principal maturing on Serial Bonds in such year. (3) Such Pledged Funds shall next be used for deposit into the Bond Amortization Account, in any bond year in which an Amortization Installment is due, such sums as will be sufficient to pay one - twelfth (1/12) of the Amortization Installment required to be made in such year. Such payments shall be credited to a separate special account for each series of Term Bonds Outstanding, and if there shall be more than one stated maturity for Term Bonds of a series, then into a separate special account in the Bond Amortization Account for each such separate maturity of Term Bonds. The funds and investments in each such separate account shall be pledged solely to the payment of principal of the Term Bonds of the series or maturity within a series for which it is established and shall not be available for payment, purchase or redemption of Term Bonds of any other series or within a series, or for transfer to any other account in the Sinking Fund to make up' any deficiencies in required payments therein. Upon the sale of any series of Term Bonds, the City shall, by resolution or ordinance, establish the amounts and maturities of such Amortization Installments for each series, and if there shall be more than one maturity of Term Bonds within a series, the Amortization Installments for the Term Bonds of each maturity. In the event the moneys deposited for retirement of a maturity of Term Bonds are required to be invested, in the manner provided below, then the Amortization Installments may be stated in terms of either the principal amount of the investments to be purchased on, or the cumulative amounts of the principal amount of investments required to have been purchased by, the payment date of such Amortization Installment. Moneys on deposit in each of the separate special accounts in the Bond Amortization Account shall be used for the open market purchase or the redemption of Term Bonds, pursuant to the Bond Ordinance, of the series or maturity of Term Bonds within a series for which such separate special account is established or may remain in said separate special account and be invested until the stated date of redemption or maturity of the Term Bonds. The resolution or ordinance establishing the Amortization Installments for any series or maturity of Term Bonds may limit the use of moneys to any one or more of the uses set forth in the preceding sentence. The required deposits to the Principal Account, Interest Account and Bond Amortization Account shall be adjusted in order to take into account the amount of money currently on deposit therein. (4) Pledged Funds shall next be applied by the City to maintain in each subaccount in the Reserve Account a sum equal to the Reserve Requirement, if any, for all subsequent years on each series of Bonds, which sum shall initially be deposited therein from the proceeds of the sale of the Bonds and other funds of the City. Notwithstanding any provision of the Bond Ordinance to the contrary, moneys in each subaccount in the Reserve Account shall be used only for the purpose of the payment of maturing principal of or interest or making Amortization Installments on the Bonds for which such subaccount was established when the other moneys in the Sinking Fund are insufficient therefor, and for no other purpose, including the payment of any other series of Bonds. In the event of the refunding of any series of Bonds, the City may withdraw from the subaccount within the Reserve Account for such series of Bonds, all or any portion of the amounts accumulated therein with respect to the Bonds being refunded and deposit such amounts as required by the resolution authorizing the refunding of such series of Bonds. (5) The City shall not be required to make any further payments into the Sinking Fund when the aggregate amount of money in the Sinking Fund is at least equal to the total Bond Service Requirement of the Bonds then Outstanding, plus the amount of redemption premium, if any, then due and thereafter to become due on such Bonds then Outstanding by operation of the Bond Amortization Account. (5) The balance of any moneys remaining in the Revenue Fund after the above required payments have been made may be used by the City for any lawful purpose. Additional Bonds The City is authorized under the Bond Ordinance to issue parl passu additional Bonds, payable and secured equally and ratably with the Series 1995 Bonds ( "Additional Parity Obligations "), for any lawful purposes. Each such series of Additional Parity Obligations, payable on a parity from the Public Service Tax with the Series 1995 Bonds (except as to any debt service Reserve Account established solely for any one or more series of Bonds), may be issued after the issuance of any Series 1995 Bonds, for the construction and acquisition of additions, extensions and improvements to capital projects of the City or for refunding purposes and upon the following conditions: (1) The City Finance Director shall certify at the time of the issuance of the Additional Parity Obligations that the City is not in default of any of the provisions, covenants and agreements of the Bond Ordinance, and that there is no deficiency in the Sinking Fund. (2) The City Finance Director shall certify at the time of the issuance of the Additional Parity Obligations that the Public Service Tax pledged for payment of any Outstanding Bonds, the Prior Bonds and the Additional Parity obligations proposed to be issued, received by the City during any twelve (12) months out of the eighteen (18) months immediately preceding the date on which the Additional Parity Obligations are issued shall have been equal to not less than 1.35 times the Maximum Bond Service Requirement on the outstanding Bonds, the Prior Bonds and the proposed Additional Parity Obligations during any Fiscal Year in which the Additional Parity Obligations to be issued will be Outstanding. The City need not comply with the provisions of the preceding paragraph in the issuance of Bonds if and to the extent the Bonds to be issued are refunding bonds, if the City shall cause to be delivered a certificate of an independent certified public accountant setting forth the Average Annual Bond Service Requirement (i) for the Bonds then Outstanding and (ii) for all Bonds to be immediately Outstanding thereafter and stating that the Average Annual Bond Service Requirement pursuant to (ii) above is not greater than that set forth pursuant to (i) above. (3) The Public Service Tax for the twelve month period selected pursuant to paragraph (2) above may be adjusted to include the estimated amounts from such taxes that the City would have received from areas that the City has annexed prior to the issuance of the Additional Parity Obligations and not fully reflected in such Fiscal Year. (4) The Public Service Tax for the twelve month period selected pursuant to paragraph (2) above may be adjusted to include the estimated amounts from such taxes that the City would have received during such twelve month period due to any increase in the rate or rates of such taxes during such twelve month period and not fully reflected in such twelve month period: (5) The Ordinance authorizing the issuance of the Additional Parity Obligations shall recite that all of the covenants contained herein will be applicable to such Additional Parity Obligations. PUBLIC SERVICE TAXES Section 166.231, Florida Statutes, as amended, authorizes any Florida municipality to levy a tax on the purchase within such municipality of electricity, metered or bottled gas (natural, liquid petroleum gas, or manufactured), water service, as well as other services defined by ordinance competitive with those specifically enumerated above. Currently, the tax on the foregoing services may not exceed ten percent (10 %) of the payments received by the sellers of such utilities service from purchasers (except in the case of fuel oil for which the maximum tax is four cents per gallon). In addition, municipalities may levy a tax on purchases within the municipality of telecommunications service which originate and terminate in the State of Florida, at a rate of not to exceed seven percent (7 %) of the total amount charged. "Telecommunications service" includes telephone, telegram or telegraph, pagers, "beepers," and any other form of mobile communication. The purchase of gas or fuel oil by a utility for resale or for use as a fuel in the generation of electricity or the purchase of fuel oil or kerosene for use in aircraft or internal combustion engines are exempt from the levy of such utilities tax, as are fuel adjustment charges and purchases by any recognized church in Florida for use exclusively for church purposes. A municipality may exempt from the public service tax up to the first 500 kilowatts of electricity per month purchased for residential use. In addition, a municipality may exempt 50% of the purchases subject to the public service tax for businesses located within an enterprise zone. A municipality may also exempt purchases by the united States Government, the State, or other public bodies from the levy of such tax as well as certain nonprofit corporations, cooperative associations and churches. Public service taxes must be collected by the seller of the utilities service from purchasers at the time of sale and remitted to the taxing municipality as prescribed by ordinance of the municipality. Municipalities levying public service taxes must provide written notification to the respective utility companies of any change in the boundaries of the municipality or the rate of taxation levied on such utilities services. As used in the Bond Ordinance and herein, the term "Public Service Tax" means the taxes imposed and levied by the City as authorized by Section 166.231, Florida Statutes. The City has covenanted in the Bond Ordinance that it will take all action permitted by law to collect the Public Service Tax proceeds in the amount necessary to meet the requirements under the Bond Ordinance. Article III entitled "Public Service Tax" is found at Chapter 29 in the City's Code of Ordinances, as amended (the "City Code "). This article contains the terms of the City's levy of its Public Service Tax. The City currently levies the Public Service Tax at the rate of ten percent (10 %) of payment received by seller on sales of electricity, gas, and water service, four cents per gallon of every gallon on the sale of fuel oil, and seven percent (7%) on sales of telecommunication services within the City. Exempted from the City's Public Service Tax are: (a) Federal, state and local governments, agencies thereof and churches, (b) purchase of telecommunication service for hire or resale, (c) purchases of fuel oil for aircraft; and (d) various other miscellaneous exemptions listed in Section 29.76 of the City Code. The City Commission is solely responsible for setting or revising the Public Service Tax it levies within the limits of Section 166.231, Florida Statutes, which it accomplishes through the ordinances relating to the Public Service Tax. [Remainder of page intentionally left blank.] 10 x U b a C •.i 01 r O1 r V' M t0 M Q u7 r uY � � N 'i �O N l0 00 tD IA a '•i � r 7n t0 N O 'd' O '-I t •�•� M � ttl co M � d' M b 33 M N to O t17. O� r o0 z E 00 CO CO Q� O� 0�. O � 0 a r 17 m � Q. N r-1 V� O cM 01 co N U � O Cl) M .i M r Cl) M N M a cp u7 t0 >n O to V' 61 O r-I .1 � M LLl N O O� O r C m li O M M c`1 mss• M mss• M �`1 b U a a m N Ol ,..� r d• r v � r �n ao d a � � Lo co Lo rq co Cd U r to V' �O 61 01 M U O $a m rn u7 co rn rn m a LL � kc O w 0 m fmi 0 H O 4+ .i r M cf7 e-i O� O� r O� � O lD N N CO 01. M CO Y •.1 tc cD � W N N V' M M V' .-1 .,{ y, m m U C7 .�•i n O Vim' � t�0 n O O 0 U V v v d• �r d• �r �n � m gmg E m rn m yc r�•1 � ri .�-1 r�i r�-1 .�-1 c�1 1 � o Cl) M r o rn N ao 0 U O� �O N d' O� Cl) M V' r � '-I N �O M W M co O W > ® a r � eP � •C io V• d' 0 O m W W CO 01 O O c-•I N N N � G U '-I .-I i-i r-1 c-1 a m m .a 0 IV 9c rd >1 .11 U ca A 7 O p` M l0 r•I m x ro � O. M t0 N �-1 .-1 O O C lc U •'4 m N �1' t0 O G' m O� GO W 00 t0 r N N W � i H m O .-1 H .-1 rl ri N N N N M 44 4 O G U N M 00 t0 r l`� M N a Oa7 CO M r r V' O� rn rn t0 .. i� Co W � r W to r� 00 U a U r M M O O� T �O Q1 x � � ri a •� � to t!1 In If1 c17 N �D l0 Oc E �m o U w H H r co o+ o � N M st• .a m � o co co a w y, U $4 0 .aC U O W H a x w 0 m rn rn rn m yc r�•1 � ri .�-1 r�i r�-1 .�-1 c�1 HISTORICAL DEBT SERVICE COVERAGE TABLE (1) Audited City Financials. (2) Maximum Annual debt service, net of interest earnings and maturing principal of $1,085,000 par amount of 8.25% Treasury Bonds due May 15, 2005 with a par call on any interest payment date in years 2000 through 2004 in Sinking Fund Account. Maximum annual debt service on Prior Bonds would otherwise be $1,233,113. (3) Based upon an assumed $10,720,000 par amount of bonds issued with level debt service over thirty years with a true interest cost of 6.43 %. MUNICIPAL BOND INSURANCE The following information has been furnished by Municipal Bond Investors Assurance Corporation (the "Insurer ") for use in this official Statement. Reference is made to Appendix E for a specimen of the Insurer`s policy. The Insurer's policy unconditionally and irrevocably guarantees the full and complete payment required to be made by or on behalf of the City to the Paying Agent or its successor of an amount equal to (i) the principal of (either at the stated maturity or by an advancement of maturity pursuant to a mandatory sinking fund payment) and interest on, the series 1995 Bonds as such payments shall become due but shall not be so paid (except that in the event of any acceleration of the due date of such principal by reason of mandatory or optional redemption or acceleration resulting from default or otherwise, other than any advancement of maturity pursuant to a mandatory sinking fund payment, the payments guaranteed by the Insurer's policy shall be made in such amounts and at such times as such payments of principal would have been due had there not been 12 1994 1993 1992 1991 1990 Total Public Service Tax Collec- tions (1) 511,831,565 $10,740,616 $9,954,853 $9,530,674 $9,085,217 Less Maximum Annual Debt service on Prior Lien Bonds (2) ($830,513) ($830,513) ($830,513) ($830,513) ($830,513) Public Service Tax Revenues Net of Maximum Prior Lien Bonds Requirement $11,001,052 $9,910,103 $9,124,340 $8,700,161 $8,254,704 Projected Maximum Annual Debt Service on 1995 Bonds (3) $803,040 $803,040 $803,040 $803,040 $803,040 Projected Coverage 13.70x 12.34x 11.36x 10.83x 10.28x (1) Audited City Financials. (2) Maximum Annual debt service, net of interest earnings and maturing principal of $1,085,000 par amount of 8.25% Treasury Bonds due May 15, 2005 with a par call on any interest payment date in years 2000 through 2004 in Sinking Fund Account. Maximum annual debt service on Prior Bonds would otherwise be $1,233,113. (3) Based upon an assumed $10,720,000 par amount of bonds issued with level debt service over thirty years with a true interest cost of 6.43 %. MUNICIPAL BOND INSURANCE The following information has been furnished by Municipal Bond Investors Assurance Corporation (the "Insurer ") for use in this official Statement. Reference is made to Appendix E for a specimen of the Insurer`s policy. The Insurer's policy unconditionally and irrevocably guarantees the full and complete payment required to be made by or on behalf of the City to the Paying Agent or its successor of an amount equal to (i) the principal of (either at the stated maturity or by an advancement of maturity pursuant to a mandatory sinking fund payment) and interest on, the series 1995 Bonds as such payments shall become due but shall not be so paid (except that in the event of any acceleration of the due date of such principal by reason of mandatory or optional redemption or acceleration resulting from default or otherwise, other than any advancement of maturity pursuant to a mandatory sinking fund payment, the payments guaranteed by the Insurer's policy shall be made in such amounts and at such times as such payments of principal would have been due had there not been 12 any such acceleration); and (ii) the reimbursement of any such payment which is subsequently recovered from any owner of the Series 1995 Bonds pursuant to a final judgment by a court of competent jurisdiction that such payment constitutes an avoidable preference to such owner within the meaning of any applicable bankruptcy law (a "Preference "). The Insurer's policy does not insure against loss of any prepayment premium which may at any time be payable with respect to any Series 1995 Bond. The Insurer's policy does not, under any circumstance, insure against loss relating to: (i) optional or mandatory redemptions (other than mandatory sinking fund redemptions); (ii) any payments to be made on an accelerated basis; (iii) payments of the purchase price of Series 1995 Bonds upon tender by an owner thereof; or (iv) any Preference relating to (i) through (iii) above. The Insurer's policy also does not insure against nonpayment of principal of or interest on the Series 1995 Bonds resulting from the insolvency, negligence or any other act or omission of the Paying Agent or any other paying agent for the Series 1995 Bonds. Upon receipt of telephonic or telegraphic notice, such notice subsequently confirmed in writing by registered or certified mail, or upon receipt of written notice by registered or certified mail, by the Insurer from the Paying Agent or any owner of a Series 1995 Bond the payment of an insured amount for which is then due, that such required payment has not been made, the Insurer on the due date of such payment or within one business day after receipt of notice of such nonpayment, whichever is later, will make a deposit of funds, in an account with State Street Bank and Trust Company, N.A., in New York, New York, or its succes- sor, sufficient for the payment of any such insured amounts which are then due. Upon presentment and surrender of such Series 1995 Bonds, or presentment of such other proof of ownership of the Series 1995 Bonds, together with any appropriate instruments of assignment to evidence the assignment of the insured amounts due on the Series 1995 Bonds as are paid by the Insurer, and appropriate instruments to effect the appointment of the Insurer as agent for such owners of the Series 1995 Bonds in any legal proceeding related to payment of insured amounts on the Series 1995 Bonds, such instruments being in a form satisfactory to state Street Bank and Trust Company, N.A., State Street Bank and Trust Company, N.A. shall disburse to such owners or the Paying Agent payment of the insured amounts due on such Series 1995 Bonds, less any amount held by the Paying Agent for the payment of such insured amounts and legally available therefor. The Insurer is the principal operating subsidiary of MBIA Inc., a New York Stock Exchange listed company. MBIA Inc. is not obligated to pay the debts of or claims against the Insurer. The Insurer is a limited liability corporation rather than a several liability association. The Insurer is domiciled in the State of New York and licensed to do business in all 50 states, the District of Columbia and the Commonwealth of Puerto Rico. As of December 31, 1993, the Insurer had admitted assets of $3.1 billion (audited), total liabilities of $2.1 billion (audited), and total capital and surplus of $978 million (audited) determined in accordance with statutory accounting practices prescribed or permitted by insurance regulatory authorities. As of September 30, 1994, the Insurer had admitted assets of $3.3 billion (unaudited), total liabilities of $2.2 billion (unaudited), and total capital and surplus of $1.1 billion (unaudited) determined in accordance with statutory accounting practices prescribed or permitted by insurance regulatory authorities. Copies of the Insurer's year end financial statements prepared in accordance with statutory accounting practices are available from the Insurer. The address of the Insurer is 113 King Street, Armonk, New York 10504. Moody's Investors Service rates all bond issues insured by the Insurer "Aaa" and short term loans "MIG 1," both designated to be of the highest quality. 13 Standard & Poor's Ratings Group, a division of McGraw Hill ( "Standard Poor's "), rates all new issues insured by the Insurer "AAA" Prime Grade. The Moody's Investors Service rating of the Insurer should be evaluated independently of the Standard & Poor's rating of the Insurer. No application has been made to any other rating agency in order to obtain additional ratings on the Series 1995 Bonds. The ratings reflect the respective rating agency's current assessment of the creditworthiness of the Insurer and its ability to pay claims on its policies of insurance. Any further explanation as to the significance of the above ratings may be obtained only from the applicable rating agency. The above ratings are not recommendations to buy, sell or hold the Series 1995 Bonds, and such ratings may be subject to revision or withdrawal at any time by the rating agencies. Any downward revision or withdrawal of either or both ratings may have an adverse effect on the market price of the Series 1995 Bonds. The insurance provided by the Municipal Bond Insurance Policy is not covered by the Florida Insurance Guaranty Association created under Chapter 631, Florida Statutes. DEBT SERVICE RESERVE ACCOUNT SURETY BOND Application has been made to the Municipal Bond Investors Assurance Corporation (the "Insurer ") for a commitment to issue a surety bond (the "Debt Service Reserve Account Surety Bond "). The Debt Service Reserve Account Surety Bond will provide that upon notice from the Paying Agent to the Insurer to the effect that insufficient amounts are on deposit in the Sinking Fund to pay the principal of (at maturity or pursuant to mandatory redemption requirements) and interest on the Series 1995 Bonds, the Insurer will promptly deposit with the Paying Agent an amount sufficient to pay the principal of and interest on the Series 1995 Bonds or the available amount of the Debt Service Reserve Account Surety Bond, whichever is less. Upon the later of: (i) three (3) days after receipt by the Insurer of a Demand for Payment in the form attached to the Debt Service Reserve Account Surety Bond, duly executed by the Paying Agent; or (ii) the payment date of the Series 1995 Bonds as specified in the Demand for Payment presented by the Paying Agent to the Insurer, the Insurer will make a deposit of funds in an account with State Street Bank and Trust Company, N.A., in New York, New York, or its successor, sufficient for the payment to the Paying Agent, of amounts which are then due to the Paying Agent (as specified in the Demand for Payment) subject to the Surety Bond Coverage. The available amount of the Debt Service Reserve Account Surety Bond is the initial face amount of the Debt Service Reserve Account Surety Bond less the amount of any previous deposits by the Insurer with the Paying Agent which have not been reimbursed by the City. The City and the Insurer have entered into a Financial Guaranty Agreement dated as of February 1, 1995 (the "Agreement "). Pursuant to the Agreement, the City is required to reimburse the Insurer, within one year of any deposit, the amount of such deposit made by the Insurer with the Paying Agent under the Debt Service Reserve Account Surety Bond. Such reimbursement shall be made only after certain other required deposits have been made. Under the terms of the Agreement, the Paying Agent is required to reimburse the Insurer, with interest, until the face amount of the Debt Service Reserve Account Surety Bond is reinstated before any deposit is made to the General Fund. No optional redemption of Series 1995 Bonds may be made until the Insurer's Debt Service Reserve Account Surety Bond is reinstated. The Debt Service Reserve Account Surety Bond will be held by the Paying Agent in the Sinking Fund and is provided as an alternative to the City depositing funds equal to the Debt Service Requirement for outstanding Series 1995 Bonds. The Debt Service Reserve Account Surety Bond will be issued in the face amount equal to Maximum Annual Debt Service for the Series 1995 Bonds, will be non-cancellable and the premium 14 therefor will be fully paid by the City at the time of delivery of the Series 1995 Bonds. THE CITY The City is a municipal corporation organized and existing under the laws of the State of Florida. The City is located in the middle of the west coast of Florida on the Gulf of Mexico and has a population of 108,000 as of January 1, 1995. Its City limits comprise approximately 26.3 square miles of land and 8.5 square miles of waterways and lakes. The City is governed by a City Commission and operates under a Commission - Manager form of government. The City Commission appoints a full -time City Manager and a full -time City Attorney. A full -time Director of Finance has the responsibility for all internal auditing and financial record keeping operations of the City, and is appointed by the City Manager. Also, an internal audit director is appointed by the City Manager and serves full time. The City is primarily a resort and residential community. The City has many recreational facilities including tennis, golf, boating, fishing, water sports, and recreational paths. During the winter months, the hotels, motels, and restaurants fill with visiting tourists and winter residents. The City offers over 42 acres of public beach front. The City of Clearwater is located in Pinellas County, Florida. Pinellas County is the second smallest county in the state in land mass, but is the fourth most populated county in Florida and the most densely populated with nearly 865,000 residents. Major private employers in Pinellas County include an electric utility holding company, a television merchandiser, several hospitals, a newspaper publisher, and a retailer's corporate headquarters. Tourism is the largest industry in Pinellas County. Further information on the City is contained in Appendix A - "GENERAL INFORMATION RELATING TO THE CITY OF CLEARWATER, FLORIDA." [Remainder of page intentionally left blank.] 15 4 U C N OOOOO�0GOt0tD �OtfldOOOpOOOOOOOOOOOOOO to to a to to N f� h h N N O O to to tow mom to uttn to woo moo to rn m 1t y N Ln Sit Pa Ts•"'� NhONNrimmMwtDOO hNNNNNhNrhNNOtnnptn h >r N > N to tD cr h m W N O O� lT W W d' tD rl to M to 01 m h �0 In M O� N M ri N 01tT ON 31 mtQMtri +-4OMmmlY3 d'Om4ha�mt0 •C'MMO W rnrt0 l0 r1 ro N �y 0��. -1m C7 �••I r'1MMr1 �OWmNON.iON W rOr1ONN0�01Nr to M 11 d b MNCh Ntn �t[l�d' �0�O+OOO0000�0100000O�O�0O� M 7 UA o��p�pd ,p�p�p�mmmrrmmmmoocorhmmmmmrrmh C V A m N y U `p O W. 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M M N N N ri .-i h dp .0 N C � � O M fi Qd'A Wro 0i0 v> ro� N C m a� dW�im S O O ym •� u 000000000000000000000000000000 O 0 m43 0 000DOOOOp000a000000a0000000000 w 14 ro o0000000ci00000000tl000000000000 0 mo om uo .1 .o N ¢ ,oa00000000000000000a00000p0000 •� OOOOOOOOQOOODO000O0OOOOOOOOOOO 0 d m 3w V C quit n000aoouioo tciui0000uiuioaoouioviuioci o ro m x•14 O E •.1 c}tTNtDhW Q'1OrINCtf'1l0 W ON[ptDW OMIpOINtnO�NtD. -jN to In �O lOhr N r C N N V � r{'•Ir -I.-i ri rl riNNNN NN NMMMMMV'�7"d'd'tn A +1 � O 7 1 H U .0 C W N � C, •'1 O lu V O O O m W m u Al N N m N N GH l0 {gym UFO rIN MtI't+l W r- Co m .11 M to N H W v m rd m .'1 •d r1 N ro OHO r1NMV tlY tDhW CnONNMsp lfl � b �..1 ,d'pA Q�Q1 Q1 O�OOOOOOOOrr10. -1 r•1 +-iH rf rf *i r��-4 r4NNNNNN Ot t7 �OSO�OOOOOOOOOOOOOOOdOOOOOOOOOO N N N N N N N � r-1 rl ri r1 N N N N N N N N N N N N N NN N N N N EO.1 OW %Oi W RATINGS Moody's Investors Service, Inc. and Standard & Poor's Corporation have assigned the Series 1995 Bonds ratings of "Al" and "A+ ", respectively. Such ratings do not reflect the presence of the municipal bond insurance policy which will be issued by the Insurer if so designated by the winning bidder. Such ratings reflect the views of the rating agencies and an explanation of the significance of such ratings may be obtained only from the rating agencies furnishing the same. There is no assurance that such ratings may be continued for any given period of time or that they will not be revised downward or withdrawn entirely by such rating agencies, if in its judgment, circumstances so warrant. Any such downward revisions or withdrawal of such ratings may have an adverse effect on the market price of the Series 1995 Bonds. If the successful purchaser in the competitive bidding on the Series 1995 Bonds elects to cause the issuance of the Municipal Bond Insurance Policy referred to herein, then Standard & Poor's Corporation and Moody's Investor Services, Inc. will assign their municipal bond ratings of "AAA" and "Aaa", respectively, to the Series 1995 Bonds with the understanding that upon delivery of the Series 1995 Bonds, a policy insuring the payment when due of the principal of and interest on the Series 1995 Bonds will be issued by the Insurer. For any additional description of ratings and their meanings, Moody's Investors Service, Inc. and Standard & Poor's Corporation should be contacted. LEGALITY Certain legal matters in connection with the issuance of the Series 1995 Bonds are subject to the approval of Bryant, Miller and olive, P.A., Tallahassee, Florida, Bond Counsel, whose Bond Counsel opinion will be available at the time of delivery of the Series 1995 Bonds. The proposed form of such opinion of Bond Counsel is attached to this Official Statement as Exhibit D. Certain legal matters will be passed upon for the City by Pamela X. Akin, Esquire, City Attorney. TAX EXEMPTION The Internal Revenue Code of 1986, as amended (the "Code ") establishes certain requirements which must be met subsequent to the issuance and delivery of the Series 1995 Bonds in order that interest on the Series 1995 Bonds be and remain excluded from gross income for purposes of federal income taxation. Non- compliance may cause interest on the Series 1995 Bonds to be included in federal gross income retroactive to the date of issuance of the Series 1995 Bonds, regardless of the date on which such non - compliance occurs or is ascertained. These requirements include, but are not limited to, provisions which prescribe yield and other limits within which the proceeds of the series 1995 Bonds and the other amounts are to be invested and require that certain investment earnings on the foregoing must be rebated on a periodic basis to the Treasury Department of the United States. The Issuer has covenanted in the ordinance to comply with such requirements in order to maintain the exclusion from federal gross income of the interest on the Series 1995 Bonds. In the opinion of Bond Counsel, assuming compliance with the aforementioned covenants, under existing laws, regulations, judicial decisions and rulings, interest on the Series 1995 Bonds is excluded from gross income for purposes of federal income taxation. Interest on the Series 1995 Bonds is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals or corporations; however, interest on the Series 1995 Bonds may be subject to the alternative minimum talc when any Bond is held by a corporation. The alternative minimum taxable income of a corporation must be increased by 75% of the excess of such corporation's adjusted current earnings over its alternative minimum taxable income (before this adjustment and the alternative tax net operating loss deduction). "Adjusted Current Earnings" will include interest on the Series 1995 Bonds. The Series 1995 Bonds are exempt from all Il present intangible personal property taxes imposed pursuant to Chapter 199, Florida Statutes. Except as described above, Bond Counsel will express no opinion regarding the federal income tax consequences resulting from the ownership of, receipt or accrual of interest on, or disposition of Series 1995 Bonds. Prospective purchasers of Series 1995 Bonds should be aware that the ownership of Series 1995 Bonds may result in collateral federal income tax consequences, including (i) the denial of a deduction for interest on indebtedness incurred or continued to purchase or carry Series 1995 Bonds, (ii) the reduction of the loss reserve deduction for property and casualty insurance companies by 15% of certain items, including interest on the Series 1995 Bonds, (iii) for taxable years beginning before January 1, 1996, the inclusion of interest on Series 1995 Bonds in "modified alternative minimum taxable income" for purposes of the environmental tax imposed on corporations, (iv) the inclusion of interest on the Series 1995 Bonds in earnings of certain foreign corporations doing business in the United States for purposes of a branch profits tax, (v) the inclusion of interest on Series 1995 Bonds in passive income subject to federal income taxation of certain Subchapter S corporations with Subchapter C earnings and profits at the close of the taxable year, and (vi) the inclusion of interest on the Series 1995 Bonds in "modified adjusted gross income" by recipients of certain Social Security and Railroad Retirement benefits for purposes of determining whether such benefits are included in gross income for federal income tax purposes. PURCHASE, OWNERSHIP, SALE OR DISPOSITION OF THE SERIES 1995 BONDS AND THE RECEIPT OR ACCRUAL OF THE INTEREST THEREON MAY HAVE ADVERSE FEDERAL TAX CONSEQUENCES FOR CERTAIN INDIVIDUAL AND CORPORATE BONDHOLDERS. PROSPECTIVE BONDHOLDERS SHOULD CONSULT WITH THEIR TAX SPECIALISTS FOR INFORMATION IN THAT REGARD. During recent years legislative proposals have been introduced in Congress, and in some cases enacted, that altered certain federal tax consequences resulting from the ownership of obligations that are similar to the Series 1995 Bonds. In some cases these proposals have contained provisions that altered these consequences on a retroactive basis. Such alteration of federal tax consequences may have affected the market value of obligations similar to the Series 1995 Bonds. From time to time, legislative proposals are pending which could have an effect on both the federal tax consequences resulting from ownership of Series 1995 Bonds and their market value. No assurance can be given that legislative proposals will not be introduced or enacted that would or might apply to, or have an adverse effect upon, the Series 1995 Bonds, Tax Treatment of Original Issue Discount Under the Code, the difference between the maturity amounts of the Series 1995 Bonds maturing in the years through , inclusive, and in the year and the initial offering price to the public, excluding bond houses, brokers or similar persons or organizations acting in the capacity of underwriters or wholesalers, at which price a substantial amount of Series 1995 Bonds of the same maturity was sold is "original issue discount." Original issue discount will accrue over the term of such Series 1995 Bonds at a constant interest rate compounded periodically. A purchaser who acquires such Series 1995 Bonds in the initial offering at a price equal to the initial offering price thereof to the public will be treated as receiving an amount of interest excludable from gross income for federal income tax purposes equal to the original issue discount accruing during the period he holds such Series 1995 Bonds, and will increase his adjusted basis in such Series 1995 Bonds by the amount of such accruing discount for purposes of determining taxable gain or loss on the sale or other disposition of such Series 1995 Bonds. The federal income tax consequences of the purchaser, ownership and redemption, sale or other disposition of Series 1995 Bonds which are not purchased in the initial offering at the initial offering price may be determined according to rules which differ 18 from those above. Owners of such Series 1995 Bonds should consult their own tax advisors with respect to the precise determination for federal income tax purposes of interest accrued upon sale, redemption or other disposition of Series 1995 Bonds and with respect to the state and local tax consequences of owning and disposing of Series 1995 Bonds. UNDERWRITING The Series 1995 Bonds are being purchased by the Underwriters from the City at an aggregate purchase price of $ (the face amount of the Series 1995 Bonds less underwriter's discount and original issue discount on certain of the Series 1995 Bonds), plus accrued interest on the Series 1995 Bonds. The Underwriters are obligated to purchase all the Series 1995 Bonds if any are purchased. Following the initial public offering, the public offering prices may be changed from time to time by the Underwriters. The Series 1995 Bonds may be offered and sold to certain dealers (including underwriters and other dealers depositing such Bonds into investment trusts) and others at prices lower than the public offering prices set forth on the cover page of this Official Statement. ENFORCEABILITY OF REMEDIES The remedies available to the owners of the Series 1995 Bonds under the Bond Ordinance and any policy of municipal bond insurance referred to herein are in many respects dependent upon judicial actions which are often subject to discretion and delay. Under existing constitutional and statutory law and judicial decisions, including specifically Title 11 of the United States Code, the remedies specified by the Federal Bankruptcy Code, the Bond Ordinance and any policy of municipal bond insurance referred to herein may not be readily available or may be limited. The various legal opinions to be delivered concurrently with the delivery of the Series 1995 Bonds (including Bond Counsel's approving opinion) will be qualified, as to the enforceability of the various legal instruments, by limitations imposed by bankruptcy, reorganization, insolvency, or other similar laws affecting the rights of creditors or by such principles of equity as the court having jurisdiction may impose with respect to certain remedies which require or may require enforcement by a court of equity. LITIGATION There is no litigation or controversy of any nature now pending or threatened (i) to restrain or enjoin the issuance, sale, execution or delivery of the Series 1995 Bonds or (ii) in any way questioning or affecting the validity of the Series 1995 Bonds, the Bond Ordinance, any proceedings of the City taken with respect to the authorization, sale or issuance of the Series 1995 Bonds or the pledge or application of any moneys provided for the payment of the Series 1995 Bonds. The City is a party from time to time in various law suits involving the City generally, and believes that none of the actions currently pending will have a material effect upon the finances of the City. VALIDATION The Circuit Court of the Sixth Judicial Circuit in and for Pinellas County, Florida, by final judgment dated October b, 1994, validated the Series 1995 Bonds. An appeal was filed with the Supreme Court of the State of Florida on November 4, 1994, and the Supreme Court affirmed the lower court's decision on January 9, 1995. 19 GENERAL PURPOSE FINANCIAL STATEMENTS The General Purpose Financial Statements and other information of the City for the fiscal year ended September 30, 1994, are included in Appendix B to this official Statement. Such excerpts from the City's Comprehensive Annual Financial Report, including the auditor's report thereon, have been included in this official Statement as public documents and consent from the auditors was not requested. The auditors have not performed any services relating to, and are therefore not associated with, the issuance of the Series 1995 Bonds. FINANCIAL ADVISOR The City has retained Raymond James & Associates, Inc., St. Petersburg, Florida, as financial advisor (the "Financial Advisor ") to the City in connection with the preparation of the City's plan of financing and with respect to the authorization and issuance of the Series 1995 Bonds. Although the Financial Advisor assisted in the preparation of this official Statement, the Financial Advisor has not undertaken to make an independent verification or to assume responsibility for the accuracy, completeness or fairness of the information contained in this Official Statement. MISCELLANEOUS All information included herein has been provided by the City, except where attributed to other sources. The summaries of and references to all documents, statutes, reports and other instruments referred to herein do not purport to be complete, comprehensive or definitive, and each such reference or summary is qualified in its entirety by reference to each such document, statute, report or other instrument. Copies of all such documents referred to herein are on file with the City Clerk of the City at 112 South Osceola Avenue, Clearwater, Florida 34616. The information herein has been compiled from official and other sources and, while not guaranteed by the City, is believed to be correct. As far as any statements made in this official statement and the appendices attached hereto involve matters of opinion or of estimates, whether or not expressly stated, they are set forth as such and not as representatives of fact and no representation is made that any of the estimates will be realized. AUTHORIZATION OF AND CERTIFICATION CONCERNING OFFICIAL STATEMENT The delivery of this Official Statement has been authorized by the City Commission. Concurrently with the delivery of the Series 1995 Bonds, the undersigned will furnish their certificate to the effect that, to the best of their knowledge, this Official Statement did not as of its date, and does not as of the date of delivery of the Series 1995 Bonds, contain any untrue statement of a material fact or omit to state a material fact which should be included therein for the purpose for which this Official Statement is to be used, or which is necessary in order to make the statements contained therein, in the light of the circumstances in which they were made, not misleading. CITY OF CLEARWATER, FLORIDA By: Mayor By: - -- City Manager 20 i °� � � [THIS PAGE INTENTIONALLY LEFT BLANK] APPENDIX A GENERAL INFORMATION RELATING TO THE CITY OF CLEARWATER, FLORIDA Location The City of Clearwater (the "City"), the county seat of Pinellas County (the fourth most populous county in Florida), is geographically located in the middle of the west coast of Florida on the Gulf of Mexico. It is situated approximately 22 miles west of Tampa and 16 miles north of St. Petersburg. Standing on the highest coastal elevation of the State, the City limits comprise approximately 26.3 square miles of land and 8.5 square miles of waterways and lakes. Clearwater Beach, a corporate part of the City, is a beach community connected to the mainland by Memorial Causeway, a four -lane, toll-free drive stretching almost two miles across Clearwater Harbor. Business on Clearwater Beach is mainly tourist oriented, with hotels, motels and gift shops. Many fine homes, apartments and condominiums offer pleasant, semi - tropical island accommodations to permanent residents and winter and summer visitors. History The area now known as Clearwater was first explored in 1528 by Panfile de Narvaez, a Spanish explorer who encountered a large tribe of Indians, which his army drove out. The Indians recaptured their territory and held it until the Seminole Wars of 1835 -42. The Indians who inhabited this area are said to have called it "Pocotopaug," meaning "clear water," for the many springs of clear, fresh water that bubbled along the shore and even below the waterline at low tide. Settlers began moving into the area around the time of the Seminole Wars. After the wars ended, the territory was opened by the Federal government for homesteading under the Armed Occupation Act. The fast land title was granted in 1842. The early settlement, named "Clear Water Harbor," was incorporated in 1897. "Clear Water" later became one word and "Harbor" was dropped in 1906 when Pinellas County was created by an act of the State Legislature. In May 1911, Clearwater became the County Seat and Clearwater was chartered as a municipality on May 27, 1915. Government and Administration Clearwater has a commission -city manager form of government. Four commissioners and a mayor - commissioner are elected at large to serve overlapping three -year terms. They appoint the city manager and the city attorney. All other administrative and professional positions are appointed by the city manager in accordance with the City's Civil Service System. The City has approximately 1,600 employees, covered by the City's Civil Service law relating to recruitment, promotion, evaluation and discipline based on merit principles. Four employee unions represent the City's civil labor force: two units of the Fraternal Order of Police; one of the International Association of Fire Fighters; and one from the Communications Workers of America. Transportation Pinellas County and Clearwater are served by three major causeways and bridges over Tampa Bay, by U.S. 19 and I -275 to the north and south, by I -4 and U.S. 60 to the east. State Roads 590, 686 and 55 also afford access to the City. Tampa International Airport, located approximately twenty miles from downtown Clearwater, provides air travel access with approximately 260 national and international flights daily. Limousine and taxi service to and from the airport is available from Clearwater and throughout Pinellas County. St. Petersburg /Clearwater International Airport, five miles from downtown Clearwater, offers regularly scheduled passenger service and charter and special group flights, on a more limited basis to both domestic and foreign destinations, particularly to Canada, Mexico, and Central and South America. The Executive Airpark, which is slightly over a mile from the downtown business section, provides service and maintenance for private plane owners. The airport has one 3,000 foot hard - surface runway and facilities for visiting and locally based planes. The Port of Tampa (22 miles to the east) is the closest deep water port. The port is serviced by a variety of steamship agents and operators. The United States Coast Guard maintains an air station at the St. Petersburg /Clearwater International Airport, and a search and sea rescue cutter station on Clearwater Harbor opposite Sand Key. Gulf Coast Motor Lines provides service daily between Clearwater, St. Petersburg and Tampa and makes connections with Greyhound and Trailways Bus Lines in Tampa. Scenic tours are available via Gray Line out of Clearwater and St. Petersburg, and both Gray Ume and Gulf Coast have buses for charter. Pinellas Suncoast Transit System maintains 54 routes in 19 municipalities in Pinellas County. Utilities, Public Service and Community Facilities The City owns and operates its own water, sewer, gas and solid waste systems. Water is obtained from 18 deep wells owned and operated by the City and from wholesale purchases from the Pinellas County Water System. Sewage is treated at three pollution control sewage treatment plants with a total capacity of 29 million gallons per day. Natural gas, purchased under wholesale agreements with Florida Gas Transmission Company, is distributed through 475 miles of gas mains to approximately 13,935 connections. It is the policy of the City to set rates and charges for utility and other public services so that each enterprise activity is self - sustaining. The Public Service Department maintains approximately 302 miles of paved streets, 11 miles of unpaved streets, 9 miles of alleys, 120 miles of storm sewers, 35 miles of drainage ditches and 37 ponds or lakes. Solid waste is collected City-wide on a regular basis and transported to the resource recovery plant in Pinellas County. Electric power is provided by Florida Power Corporation and telephone service is provided by General Telephone Company. Vision Cable of Pinellas, Inc. provides cable television service under a franchise with the City. Local editions of the daily St. Petersburg Times and The Tampa Tribune, plus weekly newspapers from adjacent Dunedin, Largo, Seminole and Clearwater Beach are widely distributed. The Clearwater Public Library System consists of a main library and four branches which are spread evenly throughout the community for easy access. The City offers over 42 acres of public beach front, parks, playgrounds, athletic courts and fields, pools,' a 7,350 seat baseball and softball stadium, golf course, civic and recreational centers, 5 miles of recreational paths, boat ramps and a 210 slip yacht basin and marina. The Philadelphia Phillies conduct spring training at the municipal baseball stadium and have a long -term contract for farm club training on Clearwater's specially constructed facilities during the Winter Instructional League Program. Clearwater is the home of the Clearwater Bombers, a national amateur fastpitch softball team. Tourism The State Division of Tourism reported that approximately 41,000,000 tourists came to Florida during 1993. Approximately 3,857,118 of them visited the Clearwater /St. Petersburg area. Clearwater's Fun 'N Sun Festival each spring attracts thousands of visitors. Education The Pinellas County School System operates 79 elementary schools, 21 middle schools and 15 high schools and 5 exceptional, 19 alternative and 11 vocational schools within the County which are attended by over 126,668 students in kindergarten through the 12th grade. Private schools and academies are also located within or near the City limits. The Pinellas County School System offers vocational and adult education at facilities in or adjacent to the City. In addition, St. Petersburg Junior College has a Clearwater campus. Eckerd College in St. Petersburg, Beacon College in Largo, Stetson University College of Law in Gulfport, the University of South Florida and the University of Tampa in Tampa offer nearby college and post - graduate education Industry, Commerce and Labor Light, clean industry is encouraged in Clearwater. In 1957, the City of Clearwater developed a 100 acre industrial park adjacent to the Clearwater Airpark (Executive Airport) and to the CSX Transportation Company. There is also a privately owned, 35 acre industrial park. Large industries located near Clearwater include Honeywell, General Electric, UNISYS, Concept and Hercules Defense Electronics Systems, Inc. Pension Plan The Employees' Pension Plan and the Fireman's Pension Plan are self - administered by the City. Both plans had unfunded liabilities as of September 30, 1994, the funding of which is being amortized over a 35 year period for the Fireman's Plan, and over a 40 year period for the Employees' Plan (except for a portion of net actuarial deficiency resulting from Plan amendments approved in December 1978, and from changes in actuarial assumptions which are being funded over 30 year periods). City contributions for fiscal year 1993 -1994 were $2,883,630 to the Employees' Plan and $786,823 to the Fireman's Plan, and were in accordance with actuarially determined funding requirements. In addition, supplemental pensions exist for eligible Police and Fire employees, funded from excise taxes on gross receipts from premiums on certain insurance policies covering property in Clearwater, collected by the State and remitted to the City. Neither the City nor the employees contribute under these plans. Both plans require benefits to be adjusted to equal funds assets provided by the defined contributions. Demographic Information Last Ten Fiscal Years (a) 1985 -1989, U.S. Bureau of Census estimate; 1990 Census; 1991 -1993: University of Florida, Bureau of Economic and Business Research. (b) Data is for Pinellas County, but should also approximate Clearwater levels. 1985 -1989, U.S. Department of Commerce, Bureau of Economic Analysis; 1990 -1994, Florida Trend Magazine. (c) Pinellas County level data, but should also approximate Clearwater levels. 1985, 1993, St. Petersburg Times Research Bureau; 1991 -1992, U.S. Bureau of the Census; 1994, Sales and Marketing Management, Survey of Buying Power. (d) 1985 -1990, Clearwater Planning Department population pro rata estimate of Pinellas County School Board Couuty level data for public schools; 1991 -1994, Pinellas County School Board. (e) Data is for the Tampa /St. Petersburg SMSA. Published by the Florida Department of Labor and Employment Security. NOTE: Data is for an unspecified point in each year, not specifically September 30. (a) (b) (c) (d) (e) Permanent Per Capita Median School Unemployment Year Population Income Age Enrollment Rate f°1ol _ 1985 95,330 15,902 45.3 10,432 5.7 1986 97,882 17,039 Not avail. 10,494 5.3 1987 99,124 17,947 Not avail. 10,797 5.0 1988 100,202 19,317 Not avail. 10,922 4.7 1989 101,082 21,255 Not avail. 10,796 5.3 1990 98,784 21,881 Not avail. 10,732 4.8 1991 99,612 22,059 42.1 11,572 6.1 1992 99,856 22,958 42,3 11,921 5.4 1993 100,857 24,480 42.3 11,584 6.1 1994 100,548 26,473 42.9 10,043 5.6 (a) 1985 -1989, U.S. Bureau of Census estimate; 1990 Census; 1991 -1993: University of Florida, Bureau of Economic and Business Research. (b) Data is for Pinellas County, but should also approximate Clearwater levels. 1985 -1989, U.S. Department of Commerce, Bureau of Economic Analysis; 1990 -1994, Florida Trend Magazine. (c) Pinellas County level data, but should also approximate Clearwater levels. 1985, 1993, St. Petersburg Times Research Bureau; 1991 -1992, U.S. Bureau of the Census; 1994, Sales and Marketing Management, Survey of Buying Power. (d) 1985 -1990, Clearwater Planning Department population pro rata estimate of Pinellas County School Board Couuty level data for public schools; 1991 -1994, Pinellas County School Board. (e) Data is for the Tampa /St. Petersburg SMSA. Published by the Florida Department of Labor and Employment Security. NOTE: Data is for an unspecified point in each year, not specifically September 30. Property Values, Constructions and Bank Deposits Last Ten Fiscal Years Commercial Construction Residential Construction Miscellaneous Construction(a) Fiscal Number Number Number Bank Deposits(') Year of Permits Value of Permits Value of Permits Value tin thousands) 1985 569 $ 51,469,008 1,267 $ 54,011,436 4,005 $ 5,934,005 $13,082,104 1986 597 61,726,247 1,244 83,486,773 3,005 6,766,508 13,685,840 1987 626 42,649,623 1,378 46,939,249 4,454 9,198,587 14,981,795 1988 731 45,510,427 1,385 42,150,294 3,411 13,219,492 15,480,740 1989 705 121,554,308 1,127 37,140,105 4,326 22,579,744 17,120,300 1990 782 47,382,330 1,018 74,169,490 4,991 16,983,323 18,646,122 1991 626 24,250,916 1,260 34,937,357 5,906 17,452,664 20,432,162 1992 557 32,765,807 1,137 25,956,314 5,940 18,020,294 20,476,972 1993 1,693 42,051,081 3,885 29,296,168 6,799 20,113,175 24,346,948 1994 1,831 37,164,437 3,882 49,950,413 6,063 17,922,023 23,639,293 (a) Includes institutions, churches, seawalls, pools and non - valued building permits. (b) Includes balances in commercial, savings, savings and loan, and building and loan banking institutions for Pinellas County. Data from the St. Petersburg Times Research Bureau. Ten Largest Employers In Pinellas County 1994 Number Name of Emylover Tie of Business of Employees 1. Pinellas County School System Public education 15,186 2. Home Shopping Network Merchandising 4,000 3. Jack Eckerd Corp. Pharmaceutical 3,374 4. City of St. Petersburg City government 3,241 5. Pinellas County Government Government services 3,140 6. Honeywell Space Systems Aerospace, avionics 3,100 7. Florida Power Corp. Utility 2,645 8. St. Petersburg /Clearwater Int'l. Airport* Airport 2,500 9. Tinges Publishing Co. Newspaper publishing 2,312 10. Morton Plant Hospital Hospital 2,078 *Includes employees at 38 businesses. 5 Assessed and Estimated Actual Property Valuations Last Ten Fiscal Years Assessed Valuations( ) Fiscal Non- Exempt Personal Other Total Total Year Real Estate Property Property(b) Taxable Exempt(c) Total All 1985 $2,446,057,910 $269,949,700 $944,907 $2,736,952,517 $ 923,634,695 $3,660,587,212 1986 2,724,424,890 289,744,250 586,416 3,014,755,556 977,758,085 3,992,513,641 1987 3,080,652,280 313,835,680 817,629 3,395,305,589 1,001,043,393 4,396,348,982 1988 3,270,695,390 349,895,280 545,157 3,621,135,827 1,081,534,811 4,702,670,638 1989 3,388,838,210 352,914,960 484,002 3,742,237,172 1,148,090,371 4,890,327,543 1990 3,485,372,470 370,827,590 484,376 3,856,684,436 1,192,855,367 5,049,539,803 1991 3,745,222,768 378,841,070 500,188 4,124,564,026 1,232,097,193 5,356,661,219 1992 3,799,734,064 379,338,740 509,202 4,179,582,006 1,296,139,766 5,475,721,772 1993 3,800,740,889 386,831,160 532,486 4,188,104,535 1,317,255,941 5,505,360,476 1994 3,789,902,836 390,841,880 569,338 4,181,314,054 1,391,537,458 5,572,851,512 (a) Valuation is established by the County Property Appraiser as of December 31 of the calendar year preceding the beginning of the applicable Fiscal Year of the City that begins October 1 of the following calendar year. (b) Railroad and Telegraph Companies. (c) Includes governmental, educational, qualified religious, literary, scientific, and health care properties and special exemptions for individual property owners. Qualified property owners are entitled to a $25,000 homestead exemption based on residency requirement. Property Tax Levies and Collections Last Ten Fiscal Years Percent Percent of of Total Delinquent Current Percent of Delinquent Collections Outstanding Taxes to Fiscal Total Tax Levy Tax Total Tax To Current Delinquent Current Year Tax Lew Collections' Collected Collections Collections Lew Taxes Levy 1985 $11,766,901 $11,605,379 98.63% $ 25,761 $11,631,140 98.850/0 $ 440,864 3.75% 1986 13,442,331 13,259,621 98.64 12,077 13,271,698 98.73 611,497 455 1987 15,104,352 14,842,656 9827 6,252 14,848,908 98.31 866,941 5.74 1988 18,093,427 17,855,707 98.69 77,643 17,933,350 99.12 1,027,018 5.68 1989 18,999,668 18,818,443 99.05 189,760 19,008,203 100.04 1,018,483 5.36 1990 19,676,174 19,474,325 98.97 35,223 19,509,548 99.15 1,185,109 6.02 1991 21,336,807 21,145,636 99.10 95,735 21,241,371 9955 1,280,545 6.00 1992 21,369,980 21,075,554 98.62 109,316 21,184,870 99.13 1,387,456 6.49 1993 21,408,489 20,301,860 94.83 199,638 20,501,498 95.76 1,438,116 6.72 1994 21,281,744 20,504,005 9635 603,226 21,107,231 99.18 946,874 4.45 Collections are reported at the gross amount before any discount allowances. 6 Property Tax Rates - All Direct and Overlapping Governments (Per $1,000 of Assessed Value) Last Ten Fiscal Years Downtown County Emergency Fuel Develop- School Transit Medical Year City mentlal Board Coun District Services Other(b) Total 1985 4.3030 1.000 6.8994 4.093 3295 .932 .7452 183021 1986 4.4558 1.000 7.2450 4.139 .4315 .886 .6955 18.8528 1987 4.4558 1.000 75020 4.258 .4536 .931 .7013 19.3017 1988 5.0000 1.000 73370 4.915 .4987 .931 12933 20.9750 1989 5.1000 .250 7.6500 4.909 5135 .931 1.3775 20.7310 1990 5.1000 .860 85330 5280 5743 1.060 .9617 22.3690 1991 52037 1.000 8.7660 5.234 5743 .700 1.0964 225744 1992 5.1158 1.000 8.6260 5.495 5893 .700 1.1560 22.6821 1993 5.1158 1.000 9.0000 5.417 5893 .850 1.1820 23.1541 1994 5.1158 1.000 9.0820 5.429 .6697 .872 1.4221 235906 (a) A separate taxing district established by referendum which affects only downtown properties. (b) Other includes Pinellas County Planning Council (.0286); Juvenile Welfare Board (.6274); SW Florida Water Management District (3220); Pinellas Anclote River Basin (.2040). Ten Largest Taxpayers Year Ended September 30, 1994 Percentage to Total Assessed Assessed Taxpavers Tyke of Business Value Value Bellwether Prop. LP Ltd. Shopping Center $ 75,074,500 1.98% MacLean, Aubrey Shopping Center 60,646,600 1.60 John S. Taylor, III Landowner 34,226,700 0.90 Church of Scientology Conglomerate 24,366,700 0.64 Sand Key Association Ltd. Hotel 18,700,800 0.49 Sylvan Abbey Adult Congregate Facility 17,370,100 0.46 Equitel Motels 16,722,300 0.44 John Hancock Mutual Life Insurance Company Apartment Complex 13,735,800 0.36 First Florida Bank Hotel 13,631,400 0.36 MAS One LTD Partnership Office Building 13.542,000 0.36 Total $288.016.900 7.60% Source: Pinellas County Property Appraiser 7 City of Clearwater, Florida Ratio of Net General Bonded Debt to Taxable Assessed Value and Net Bonded Debt Per Capita Last Ten Fiscal Years (1) Gross general bonded debt less amounts on deposit in sinking funds or debt service funds. City of Clearwater, Florida Computation of Direct and Overlapping Debt September 30, 1994 General Obligation Debt City of Clearwater, Series 1978 Pinellas County School Board Total Principal City Amount Share of Outstanding Percent Debt $ 545,000 100 $ 545,000 7,378,027 14.28* 1,0535 82 $1,596,582 Applicable Net Debt Percentage is based on ratio of City to County Taxable values ($3,789,902,836 /$26,547,437,039). 8 Ratio of Net Net Taxable Net General General Assessed General Bonded Debt Bonded Fiscal Value Bonded To Assessed Debt Year Population 000 Debt (l) Value Per Capita 1985 95,330 $2,736,953 $4,250,761 .16010 4459 1986 97,882 3,014,756 3,657,278 .12 37.36 1987 99,124 3,395,306 3,037,117 ,09 30.64 1988 100,202 3,621,136 2,395,290 .07 23.90 1989 101,082 3,742,237 1,723,137 .05 17.05 1990 98,784 3,856,684 1,036,234 .03 10.49 1991 99,612 4,124,564 567,950 .01 5.70 1992 99,856 4,179,582 452,779 .01 4.53 1993 100,857 4,188,105 348,478 .01 3.46 1994 101,548 4,181,314 242,700 .01 2.39 (1) Gross general bonded debt less amounts on deposit in sinking funds or debt service funds. City of Clearwater, Florida Computation of Direct and Overlapping Debt September 30, 1994 General Obligation Debt City of Clearwater, Series 1978 Pinellas County School Board Total Principal City Amount Share of Outstanding Percent Debt $ 545,000 100 $ 545,000 7,378,027 14.28* 1,0535 82 $1,596,582 Applicable Net Debt Percentage is based on ratio of City to County Taxable values ($3,789,902,836 /$26,547,437,039). 8 City of Clearwater, Florida Computation of Legal Debt Margin September 30, 1994 Assessed Valuation of Non- Exempt Real EstateCa) $ 3,789,902,836 Times: Twenty Percent Limitation per City Charter x .20 Equals Legal. Indebtedness Limitation $ 757,980.567 Debt Outstanding Subject to City's Legal Debt Margin September 30, 1993 Net Debt Less Sinking Subject to Gross Debt Fund Assets Limitation General Obligation Bonds: 1978 Series $ 545,000 $ 302,300 $ 242,700 Revenue Bonds: 2,279,734 1985 Public Service Tax and 0 Bridge Revenue Bonds 4,740,000 1984 Water and Sewer Revenue Bonds 2,265,000 1988 Water and Sewer Revenue Bonds 26,565,063 1993 Water and Sewer Revenue Bonds 52,655,000 1984 Capital Improvement Revenue Bonds 64,000 1983 Parking Revenue Bonds 380,000 1991 Gas System Revenue Bonds 7,680,000 1994A Gas System Revenue Bonds 8,110,000 1985 Community Redevelopment Agency Tax Increment and Lease Revenue Bonds 1,615,000 1987 Community Redevelopment Agency Tax Increment Revenue Bonds 450,000 Notes, Mortgages and Contracts _ 9.041,565 Totals $114,110,628 Legal Indebtedness Margin (a) Valuation listed is from 1993 tax year for 1994 collections. z 2,460,266 2,279,734 2,265,000 0 5,318,663 21,246,400 5,601,833 47,053,167 0 64,000 327,837 52,163 721,030 6,958,970 1,076,443 7,033,557 574,771 1,040,229 288,345 161,655 685,434 8,356,131 $19,621,922 $ 94,498,706 $663,491,861 Cith of Clearwater, Florida Public Service Tax and Bridge Revenue Bonds Coverages Net Bridge Revenues Total Pledged Revenues Utilities Net Revenues Bridge Available Fiscal Service Gross Available for Percentage for Debt Year Taxes Revenues(a) Expenses(b) Debt Service Limitation�c� Service 1986 $ 8,148,166 $1,366,395 $ 952,140 $ 414,255 $462,472 $ 8,562,421 1987 8,337,259 1,079,802 929,555 150,247 525,064 8,487,506 1988 8,285,147 1,195,699 1,087,193 108,506 416,800 8,393,653 1989 8,556,679 1,609,712 979,777 629,935 468,251 9,024,930 1990 9,085,217 1,645,002 955,656 689,346 469,883 9,555,100 1991 9,530,674 1,762,075 984,424 777,651 467,373 9,998,047 1992 9,954,853 1,722,322 719,416 1,002,906 465,908 10,420,761 1993 10,740,616 1,774,796 622,657 1,152,139 465,480 11,206,096 1994 11,831,565 1,733,215 753,963 979,252 465,670 12,297,235 Debt Service Requirements Fiscal Principal/ Year Sinking FundC Interest Total Coverage 1986 $ 415,000 $ 482,060 $ 897,060 9.54 1987 440,000 578,473 1,018,473 8.33 1988 230,000 578,473 808,473 10.38 1989 340,000 568,273 908,273 9.94 1990 365,000 546,438 911,438 10.48 1991 385,000 521,569 906,569 11.03 1992 410,000 493,729 903,729 11.53 1993 440,000 462,898 902,898 12.41 1994 475,000 428,266 903;266 13.61 (a) Includes interest earnings and gross revenues of Toll Causeway Bridge Fund. (b) Excludes depreciation (and similar noncash expenses), amortization of bond discount and issue costs, bond interest and sinking fund and reserve requirements. (c) Bridge Net Revenues are pledged for debt service requirements only to the extent of the "Bridge Percentage" of requirements pursuant to Section 16, Subsection A(2)(c) of Ordinance No. 3932 -85 (51.554% of total debt service requirements for each year). (d) Reflects par value amounts of sinking fund investments as well as serial principal retirements. Note: In August, 1985, the City issued $7,155,000 Public Service Tax and ]Bridge Revenue Bonds, Series 1985, to finance the cost of refunding $3,290,000 Utilities Tax Bonds, Series 1977 and $6,060,000 Utilities Tax and Bridge Revenue Bonds, Series 1977, and to provide fiends for land acquisition and of a city -owned and operated parking garage. 10 r [THIS PAGE INTENTIONALLY LEFT BLANK] &L Y P services er5 Coopers & Lybrand L.L.P. Erand a rofessionalsecesfirm (Report of independent Accountants The Honorable Mayor - Commissioner City Commissioners, and City Manager City of Clearwater, Florida We have audited the accompanying general purpose financial statements and the combining and individual fund and account group financial statements of the City of Clearwater, Florida; as of and for the year ended September 30, 1994. These financial statements are the responsibility of the City's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes ex rnining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the general purpose financial statements referred to above present fairly, in all material respects, the financial position of the City of Clearwater, Florida, as of September 30, 1994, and the results of its opera- tions and the cash flows of its proprietary fund types and nonexpendable trust funds for the year then ended in conformity with generally accepted accounting principles. Also, in our opinion, the combining and individual fund and account group financial statements referred to above present fairly, in all material respects, the finan- cial position of each of the individual funds and account groups of the City of Clearwater, Florida, as of September 30, 1994, and the results of operations of such funds and the cash flows of individual proprietary fund types and nonexpendable trust funds for the year then ended in conformity with generally accepted ac- counting principles. Our audit was conducted for the purpose of forming an opinion on the general purpose financial statements taken as a whole and on the combining and individual fund and account group financial statements. The re- quired supplementary information for the defined benefit pension plans is not a required part of the general pur- pose financial statements, but is supplemental information required by the Governmental Accounting Standards Board. We have applied certain limited procedures, which consisted principally of inquiries of rnar>ag n ent re- garding the methods of measurement and presentation of the supplemental information. However, we did not audit the information and express no opinion on it. The supplemental schedules listed in the table of contents and the information presented in the statistical section are presented for the purposes of additional analysis and are not a required part of the general purpose financial statements. Such information has not been subjected to the auditing procedures applied in the audit of the general purpose combining and individual fund and account group financial statements, and accordingly, we express no opinion on it. r Tampa, Florida January 25, 1995 C_=e's & L. W5'C L p n •ey:r,%ICJ ^,:c-_l at `/ G e'sr E CITY OF CLEARWATER FLORIDA COMBINED BALANCE SHEET — ALL FUND TYPES, ACCOUNT GROUPS. AND DISCRETELY PRESENTED COMPONENT UNIT SEPTEMBER 30 9004 WITH COMPARATIVE TOTAL FIGURES FOR 1683 Governmental Fund Types Proprietary Fund Types See accompw*g notes to Financial Statements, Special Debt Capital Internal General Revenue Service projects Enterprise Service ASSETS AND OTHER DEBITS Cash on Eland and in Banks $ 20,580 so 23,425 7 ,845 Equity In Pooled Cash and pm ebmnts• 15,020,921 4,703,145 1,523.389 35,185,423 15,577.382 12,699.440 Cash wilts Escrow Agent 3.408 kwevbrmft 284.089 Reoeimhb®s (Not Whom Applicable, Of Alowanon for Estimabd Una Rmous�isj: A and Cow 1,117,215 371 5,745.838 437 MortWpr, Notes and 06m bans 48.252 Accrued Pvdw .'ss 9,480.959 SAW 7,952 interest and Dividends Rehalmitation Advances Dalinqusnt Property Taxes 288.917 25.929 395.000 Other Due from Odw Funds 15,000 14,475,441 1,616,421 Dua tram Other Funds (Deficit in Pooled Cash) 5.071,100 Due horn Offer Govensnsols�i FriNtisS 494,215 1.422.891 24,804 417.604 698.054 151.448 Inventoriis. at Cost prepaid ExpenmWEVendRures and Other Assets 142.155 13,175 316,709 Restricted Assets: Equity in Pooled Cash and Investnents 31,167,240 71731158 Due from Other Funds Dus tram Other Governrrwntal Entities hsvaslmsntm. At Cost or 8.792,383 525.35E Anlortizad Coat 188,903 5.74a Interest Recelvable Advances to Otter Funds 30.324 322.071 4w57,7m 1.940,016 Deisrrsd Charges property, Plant and Eq nt (Plot 200,130,98f3 91.377.425 ofAcaunulatsdDepreciation) Amount Ave in Debt Service Funds Amount to be provided for Retcennan2 of General tong—Term Debt Amount to be Provided for Compensated Absonoss — $ 18.808.887 8,265,83RJ 1,819.718 40.281.327 265,510230 3t.3y0.567 •kldudea nomxpondable trust fund cash and cash equivalents of 5344,728 for 1 M and $89.812 for 1993. See accompw*g notes to Financial Statements, Pape 1 012 3 Component Fl kmWry Primary Unit Fund Type Account Groups Government Clearwater neporting Entity General General Totals Downtown Totals Trust and Fixed Long —Term (Memorandum Development imemorandum Only) Agony Assets Debt Only) Board 1994 1993 14,985 60,865 80,885 588,343 3.485.860 • 88,174,940 103,664 88,278,804 * 78,792,605 3,406 3,408 4,211 222.581.467 222.666,436 222.866,436 203,157,024 6,863,859 6,863,859 6,595243 3.450.469 3,498,721 3,498,72! 3,342,817 1,493,911 1,493,911 1,471255 2.4W.8" 2.480,644 2.460,844 2.540,191 00.284 69,284 69,284 21,751 312,046 312,046 534.986 20,463 415.463 415,463 535,862 16,106,862 16,106,862 14,271,440 5,071,100 5,071.100 3,917,384 2,3S9,S14 2,359,Si4 2.403,092 1,147,502 1,147,SO2 1.103,624 475,040 475,040 57,517 31,167,240 31,167.240 22.944,012 7,731,560 7,731,58D 7,248,933 769 7,317,733 7,317.733 7,319,311 192,646 192,646 192.647 4,610,134 4,610,134 3,154.539 1,940,016 1,940,016 1,800,468 10.568.777 318,076,366 318,076,388 300,593,347 1,819,718 1,819,718 1,819,718 1,978,475 4,391.779 4.391,779 4,391,779 4.862,382 3,866,735 3,686,735 3,686,735 3,109,875 232083,352 106,585777 9.676,232. 732,313.724 103,664 732,417,388 670,542,283 3 CITY OF CLEARWATER, FLORIDA COMBINES BALANCE SHEET — ALL FUND TYPES, ACCOUNT GROUPS, AND DISCRETELY PRESENTED COMPONENT UNIT, CONTINUED SEPTEMBER 30 19" WITH COMPARATIVE TOTAL FIGURES FOR 1993 Governmental Fund Typos _ Proprietary Fund Types Speolal Debt Capital Internal General Revenue Service Projects Enterprise Serviea UABILMES Aemiarta and Contacts Pavabia S 33,586 68,302 242,589 1,230.153 1295.350 Sea a000mpmog noies to FslerlcWa talarlw s, 1.310.036 9,534 1290,898 407,583 440,484 84,154 29,532 1.596.447 7,949.786 142,268 23,464,424 231.740 34,939 2248,980 2=42D 12,736 307,577 5,382 4,140 18,817 177,699 1,197,9w 8 c3,353 11.410,571 487,539 2.159278 1,983,317 15239.844 3,634.878 103,551,843 18,514,314 72.513,158 8,39091 15239.844_ 3,630:878 938205 6,052.146 1.375,526 25,929 1.819,718 40.281.327 =?85 5. 19.236 31.3�1.Ri 3,367,043 2,574,784 23,707,013 120298,937 18,616,SDO 92,707,141 4,339,SM 19,928,496 531.093 52.584.862 7,863,128 142.156 440,484 5,163,743 1.596.447 30,324 34,939 691,127 978,186 223271 1,197,9w 11.410,571 14,628,88D 728,721 15239.844 3,634.878 1,819.718 18,514,314 72.513,158 8,39091 15239.844_ 3,630:878 1.819,718 18,574,314 165,220.299_ 12,734,057 S 18.608.867 6.205.638 1.819,718 40.281.327 =?85 5. 19.236 31.3�1.Ri d Page 2 of 2 Component Fkt-iwy Primary Unit Rind Tye Account Groups, Government Clearwater Reporting Entity Cwwral Goal Totals Downtown Totals Trust and Faxed Lang -Term (Memorandum Development _ (RYanwrandum Only) Agency Assets Debt Only_ Board 1994 1993 222,532 3,092.482 3,092,492 4,438.758 13,469,842 _ 13.469.842 13,469,842 12,261,502 3.078.052 3.078,052 2,%9,075 3,886,735 3.666,735 3.668,735 31109.875 113.686 113.888 120,748 7.949,785 7,949,786 6.655169 23.838.422 23,838.422 21.520,373 5,071.100 5.071,100 3,917,354 320.313 520,313 183.499 SP 6M 81,087 81,007 98.450 177,699 177,899 74.E 74.377 74,3P7 91.461 8.563.353 81583.353 7.562,720 4,610,134 4,610,134 3.154,599 545.000 545.ODO 545,000 835,000 3,632,271 107,183,920 107,183,920 102,075.745 2,034,220 9.024,571 9,024,571 9,383,500 1.083,296 1.401.455 1.401.455 1.449,605 13819,519 9,878.232 10226ZO04 192262.004 160.451.137 106.588,777 106.568.777 108,558.777 100.478,792 97.047.[07 97,047.OD7 93.022.865 20,459.589 20,459,W9 17,224.136 60.447.760 60.447,760 56.164.904 142,156 142,156 14,877 5,604,227 5.804.227 2,695,860 1,5W,447 1,W6.447 1.768.481 5,313,518 $0.324 30.324 45.324 34.939 34,939 48,2252 214,417,372 214.417,372 214,417,372 196,943,183 691,127 691,127 849.385 978.166 978.186 1,090.487 223271 223,271 209,594 12.608.476 12.808.478 8.191.144 3.848.481 19202.082 103,664 19.305.726 14229.855 2182A4,833 338.436936 103.654 3..''6.539.500 304,589,468 218,201.893 106.568.777 540,051.720 103,664_ 540.155384 498.091.146 106.568777 9,878.232 737.31 &724 _ 103.664 732.417.388 678.542283 5 IN M CITY OF CLEARWATER. FLORIDA COMBINED STATEMENT OF REVENUES. EXPENDITURES. AND CHANGES IN FUND BALANCES — ALL GOVERNMENTAL. FUND TYPES AND DISCRETELY PRESENTED COMPONENT UNIT YEAR ENDEp S@PTEMBER 30 1994 WITH COMPARATIVE TOTAL FIGURES FOR 1993 See accompanying rx*s to Financial Statements. 6 special Debt General Revenue See Rovaruaec: Taxes $ 38.875,330 1,582,i98 U 3. permits. and Fes 2,155944 892,`ai0 Arven yes 10,124,923 7,8561596 t:t w9m for Safviwe: ChwW 4p O&w Funds 4.497,105 Ot 1.026.439 Fins, Forfei4ure, end Pwaftiss 1,580,664 2441.760 mbw kvmx us Rewrxwe 1266,613 2,121.603 110292 TOW Roranues 57.528.348 12,694.727 110,292 Expenditems: Currer� m Gsnwal Govament 6,683,522 260.791 Public Safety 30,101,833 246,967 ftsical Envy evrwd 1,446 603 14,742 Toonsporwon 4,485,318 Soonomic Environment 252.013 693.906 Human Services 637.739 CuKwo and Recreation 12,142,056 48.493 Copm O+lmY 123.430 Debt Service: 1,006,061 principal Retirement Irrbmt argil Fiscal Charges 77:350 471,528 TOW Expenditures 55,826,434 1,388.329 1,479.589 Excess (Deficiency) of Revenues Over Expordibres 1.699,914 11,306.398 (1,369,297) Otm Fumming Source (Uses): pmceods Of Indcbtednws ppwe&v Tmvws to 4.148.161 422,266 1,210.540 O Twofors Out (3.025.186) (14.443.454) — 1,122,575 (14,021,188) 1,210,540 S,,w p,& =,y) of Revenues and Ot w Financing Scxs'oes Over e9wWiwres and Offer FrAncinp Uses 2,822.889 (2,714.790) 158,757) Fund 8dwc4s. BoginnkV of Yow 9,164,318 9.625.010 1,978,475 Residual Equ* Transfer in 3.787.757 3.4r" %513 Residual Equity Transfers Out (535.120) (6.752 8557 Fund Beier of Year S 15.239,844_ 3,630.878 1,819,718 See accompanying rx*s to Financial Statements. 6 component Unit Governrrlent Ckmuwsftr Repontiny En ft Totals Oawntowa Totals Ceplial (Memorandum Development (Memorandum Only) Projects Only) Board 1994 1993 38,457.528 232,433 38.689,961 36,502,257 3,047,814 3,047,814 3,010,049 136.845 18,116,864 18,118.364 17,533,919 4,497,105 4.497,105 4,663.681 1.026.439 1,026,439 842.168 1,822,424 1,822.424 1,765,097 127,736 3,626,274 6,688 3,632.962 3,159,783 264.581 70,595,948 239,121 70.835.069 67.476.968 6,944,313 6,944,313 7,043,042 30.348.800 30.348.800 28,743.633 1,461.345 1,461,345 1,428,177 4,485.318 4,485,318 4.625,720 945,919 158,342 1,104,261 704.023 637,739 637.739 655.016 12,1901549 12,190.549 11,941,403 91171,644 9,295,274 1,730 907,004 7,295.099 1,008,061 1,008,061 918,675 548.818 548.878 6m,626 9.171,844 67.8W,196 160.072 68,026.268 63,957,414 (8,9147 ,263) 2,729,752 79,049 2,808,801 3,519.552 378.703 378.703 378.703 830.676 15,121.447 20.902.414 20.902,414 13.387,667 (17.468.640) (17,463,640) (11,076.753) 15,500,150 3.812,477 3,812,477 31199,580 6.592,887 6,642.229 79.049 61521.218 6.659.142 9,981,427 30.749,230 24,615 30,773,845 32.841.438 7,261,270 7,261,270 (7.287.975) (7.287.975) (8.726.735} 16,574,314 37.264,7554 103.664 37,368,418 30,773,845 CITY OF CLEARWATE FLORIDA COMBINED STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BAIANCE BUDGET AND ACTUAL (NON —GAAP BUDGETARY BASIS) — GENERAL AND SPECIAL REVENUE FUND TYPES YEAR ENDED SEPTEMBER 30 1994 • See Nols iG See aw mpwihv rotes to Fhaminl Stw menls. 8 General Fund* Varierpos Favorable Budget Actual (Anm —ble) S 37,141,630 36,875,330 (266.300) 2,193,500 2,155,244 (38,256) 9,957,610 10,124.923 167 .313 4.485,040 4,497.105 1 ?065 1,071,130 1.026,439 (44.691) 1.694.060 1.580.664 (113,3m 1,392.070 1.266.643 (125.427) 57.335.040 57.526.348 408.69 160,830 144,293 16.537 1,856,900 1,782,434 74,466 1,157,848 1.203.199 (45.351) 551,570 540.433 11.137 1.696.440 1,636,363 60.077 860,470 827,323 33,147 1,367.532 1,437.351 (69,819) 19,637.970 19,184,914 453.056 9,530.100 9.528,343 1.757 6.250,980 5,955,485 295,495 9.464.520 9.269.555 194.965 2,731.158 2.705.061 25.097 1.507.610 1,477.393 3007 451.320 459,399 (8.079) 1.072.702 56.152.546 57.725.248 709.792 1.373.802 664.010 4,078,580 4,148,161 69,581 L3.778,5W) (3.025.186? 753.352 301,042 1.122.975 822.933 1.009.834 2,496.777 1.485.943 (114,372) (114.372) 440.484 440.484 1,009,834 2,822.889 11813.055 9,164,318 9,164.318 535,121 3.787,757 31252.636 (535,120) (535.120) $ 10_709.273 15.239.844 4.530.571. Special Revenue Fund Typss* 15,753 3,000 2.727 variance 312,132 253,911 f'r�Worable Euddst Aetwt Antwo -WeL. 1,529.040 1,582,198 53,158 770,400 892,570 122,170 6,329,133 61710.600 381,467 1,135.285 1,890.837 755.552 9,763.858 11.076,205 1,312,347 2,527,355 3,157.480 630.125 140,000 97,805 42,195 169,132 153,379 15,753 3,000 2.727 273 312,132 253,911 58.221 9,451.725 10,822.294 1,370,568 172,100 212,100 40.000 N4,30i.096) (13,728,675) 572,421 (14,128.996) (13,516,575) 612,421 (4,677.270) (2.694,281) 1,982,989 Totals emorandum On 160.830 144,293 Variance - 1,995,900 1,880,239 Favorabls &udust Actual (Unfavorable) 38,670,670 38,457,526 (213,142) 2,963,900 3,047,814 83,914 16,286,743 16,835,523 548,780 4,485,040 4,497,105 1,962,480 1,071.130 1,026.439 3.775.535 1,694,060 1,580,664 2,527,355 3,157.480 630.125 67.698.898 68.602.553 903.655 160.830 144,293 (20,509) 1,995,900 1,880,239 116,661 1,157,848 1,203,199 551,570 540.433 1,6%,440 1,636,363 860,470 827,323 1,367,532 1,437,351 1,962,480 19,637,970 19,184,914 3.775.535 9,530,100 9,528,343 6,250,980 5,955,485 9.464,520 9,269,555 2,731,158 2,706,061 1,507,610 1,477,393 451,320 459,399 (7.287,97 169,132 153,379 15,753 3,000 2.727 273 57.537,380 56.406,457 1,130,923 10.161,518 12,196,096 2,034.578 4,250,680 4,360,261 109.581 (18,079,6341 (16.753,861) 1,325.773 (13,828,954) (12,393.600) 1,435.354 (3,667,436) (197,504) 3,469,932 (20,509) (20,509) (20.509) (20,509) (114,372) 440.484 (4,677,270) (2,714,790) 1,962,480 (3,667.436) 108.099 3.775.535 7,591,446 9,625,010 16,755,764 18,789,328 3,508,670 3,473,513 4,043,791 7,281,270 _ (6.752.855) (7.287.975) (7.287,97 6,422.M. 3.630.878 _ (4.790,37'5) ��13z,119 _ 18.870.722 (3.512.44(Y] CITY OF CLEARWATER. FLORIDA COMBINED STATEMENT OF REVENUES. EXPENSES, AND CHANGES IN RETAINED EARNINGSIFUND BALANCES — ALL PROPRIETARY FUND TYPES AND SIMILAR TRUST TYPES YEAR ENDED SEPTEMBER 30 1994 WITH COMPARATIVE TOTAL FIGURES FOR 1993 3.068,694 propri9ygy Fund Types Infernal (5,289,213) Entarpriee See Operating Revenues: 58,948.811 Amordastion of Bond Discount and Issue Costs sales to Customers m 1,213,858 1,213,856 Gast on Exchange of Assets Losses from Writedowns and Replacements of Fixed Assets Service Charges to Customers 3,898.471 a Recycling Program Inc *ie Grant User Charges to Customers 36,195 19,888,887 Billings to Departments M.407 Income (Loss) Before Operating Transfers R,4or entals (346.107) Operating Transfers In Contrawtions from Employees 53,658 Opwaing Transfers Out Contributions from Employer 53.658 Nat Income (Loss) Before Extraordinary Rom Eam4ngs on Investments (292,449) Extraordinary ibrn — Loss on Early Fxiinguishment of Debt Irrtrest on Losses Net income (Loss) State Tax on insurance Premiums (292.449) Retained Eaminga/FUnd Balance. Beginning of Yew lnwgowmmwAd Rwisnuss 8.687,131 Mh4viloneous Revenues 65.052.545 19.988,687 Operatiry ExPenses, 13,817,887 5,310,571 Personal Services Purchaseafor Resale 10,877.693 1,707,608 427,549 Operating materials and Supplies 2,063,439 Bw*fd Payments Refunds 2,554.913 116.838 Transportation 1,433,265 297,735 Utility Service 3.671.M Solid Waste Dumping Charges 6,491.523 2,686,767 Depreciam inlerfund Administrative Charges 8.146.453 4,520.912 135,560 10,244,708 other Current Charges 51,587,930 20,907.338 13,464.615 (918,649) Operating Itxxrrma (Loss) Nonopecati pg Re— (mss): 3.068,694 874.289 Esrr*W on Investments (5,289,213) (434.358) ' Interest Exam and Fiscal Charges (173,835) (9,891) Amordastion of Bond Discount and Issue Costs 8,209 129,9 85 Gast on Exchange of Assets Losses from Writedowns and Replacements of Fixed Assets (18.554) (23.8 59) a Recycling Program Inc *ie Grant 251,960 885.417 36,195 Other 1.270,3 572,542 Income (Loss) Before Operating Transfers 12,194,293 (346.107) Operating Transfers In 21'ODO (3.735.915) 53,658 Opwaing Transfers Out (3,714.915) 53.658 Nat Income (Loss) Before Extraordinary Rom 8,479.378. (292,449) Extraordinary ibrn — Loss on Early Fxiinguishment of Debt Net income (Loss) 8,479.378 (292.449) Retained Eaminga/FUnd Balance. Beginning of Yew 64.701.909 8.687,131 (668,129) (491) Residual Equity Transfers Out Retained Earnings /Fund dalwve, Fix! of Year $ 72.513.158 8.394,191 See accompanying robes to Financial Statements, 10 17.474,189 17.474.189 17.474,189 196,943,183 214.417.372_ 227,483 227,483 363,041 363,041 3.483,420 3 846.461_ 11 3,942.983 4.144,293 Totals (6.291.458) Fukwimy Fund T (memorandum Only) 217.571 Pension Non — Expandable 251.960 99A" Trust Tnnt 1994 1993 29.457,933 30.748.615 58,946,811 58,415,078 (3.735.9157 (2793.058) 1,213,856 1,072,652 26,024.159 28,439,701 3,898,471 3,894,956 19,988,687 18.511,760 993.407 1.499,404 Z601,150 2,601,150 3,089.147 3.670,453 3.670,453 4.041,796 18,0661855 7,440 18.074.295 20.336,048 23.769 23,769 25,920 951 951,939 897.003 WON 200.596 106.778 21.730 32450 54.180 40.553 25.312.127 264.255 110,617,614 111.931,095 19.128.458 17,833.972 12.585,301 12.9251.758 2.490,988 2,376.500 6535,424 6,535,424 5.937,761 342.365 342.365 329.485 2,681,751 2.755,128 1,731.000 1,764.554 3.671.845 3,817.836 911558.290 8,711,201 6,282.013 6.601,483 960,149 128,697 15.854.466 16.521.542 7,837238 128.697 80,461.901 79.575,220 17.474,188 135.558 30,155.713 32.355.875 17.474,189 17.474.189 17.474,189 196,943,183 214.417.372_ 227,483 227,483 363,041 363,041 3.483,420 3 846.461_ 11 3,942.983 4.144,293 (5,723.571) (6.291.458) (183.526) (174,516) 135,174 217.571 (42,412) (289.184) 251.960 99A" 921.612 666.550 (657,78 Y (1.607.260) 29.457,933 30.748.615 302,141 484,144 (3.735.9157 (2793.058) _ .433.774 (2.306.914) 26,024.159 28,439,701 (5.145.536) 26,024,159 23,294,165 273.815,643 250,521,478 (668.620) 299.171.189 273.B15.643 CRY OF CLEARWATER. FLORIDA COMBINED STATEMENT OF CASH FLAWS — AM PROPRIETARY FUND TYPES AND SIMILAR TRUST FUNDS YEAR ENDED SEPTEMBER 80 1994 WITH COMpARATTVE TOTAL FIGURES FOR 1999 so, a=mpwwm now to Fr+on tw slew n-ft. 12 Proprietwy Fund Types Inum d FrderPrism swvie® 65,222,383 119,313 19,966.250 (2Z352.578) (11.032.824) (13.295.339) (5,307,2DS) (10,051.434) (i,090,953) 734,352 36.195 20.376.697 2.593.460 21,000 51,981 (3,735,915) (668,129) (6,643,597) 285,410 (1,893) (46,013) 5.5861655 731.521 (5.481.170) (1.836.937) (10.637.439) (1.099.448) (3.422,953) (2.210.363) (4,500.004) (396.557) (1602.698) (574,139) 6,460.795 129.965 8,538,660 (260.917) 7,312,366 $12,700 122,254 614.1135 (845.801) (3.051.067) (2.670) 31069,095 874,269 3,847 (1,093.295) 1.985.977 674.269 10,880,434 (SM786) 35.g87.SM 13,394.071 S 45.768.027 12.701.28__ 5 23,425 1.645 15,577.362 12,699,440 31,167.240 y 461 88.027 12,70i.285_ fiduciary Fund IM NOn- EV*ndabk Tnist 240,238 353,445 31.209 (453.385) (136.074) 35.433 227,483 2152,916 81,812 344,728 3,136,097 3.480.825 344,728 344.728 Pepe 1 Of 2 Tote" emorandum O 1994 1983 65.222.383 64,544,364 20.107.563 18.609.550 240,238 136,285 353.445 37.888 31,209 29,074 (453,385) (307.303) (33.521.476) (30,976,459) (18.602.547) (17,872,428) (11,142.367) (11,522,195) 770,547 729.508 23.005.590 23.408.583 13 300,464 (3,735,915) (668,129) (6.643.597) 285,410 (47.9W) 6,318.376 (1.318,107) (11.509.404) (5.633,$16) (4.696,561) (16,777,030) 6,590,761 8,536,660 (280,917) 7,312,366 312,700 122,254 814.195 (3,896.888) (2,670) 3,943,384 3,847 (1.083.295) 2861,266 10.464,664 49.353.476 59.814.040 25,270 28,621,530 31.167.240 59.814.040 484,144 (2.793,058) 70,026 (11,055) 3,763,733 3,613,369) (2099.579) (5.227,235) (4.813.274) (18,097,810) 219,200 53,263.494 ('x3.210.440) CM•49) 8,726.735 405,022 76,316 203.458 (19.223.032) WS,216) 4.146.435 72,840 82,850 4. '0.,3,909 6.122.881 43.230.595 49.353.476 21.825 26.387.639 22.944.012 49.353.476 CITY OF CLEARWATER. FLORIDA COMBINED STATEMENT OF CASH FLOWS — ALL PROPRIETARY FUND TYPES AND SIMILAR TRUST FUNDS YEAR ENDED SEPTEMBER 30 1994 WITH COMPARATIVE TOTAL FIGURES FOR 1993 Nancesh IMV8bng, QVW and 4=unse —* Activ lies: During fracal year 1994, the Gwmw F=d Assels Account Croup transfensd IWW acrd impruvernwds to the Harbar0wi Csator EnWqxiso Fund with a cwt of $1,925.223. In addition leasehold' improvements vrith a cost of $=0D resin by the dwieloper to din Harbrxvisw Center Enterprise Fund. Also duffing fisaal 1994, the Garage In MS! Sgsvice Fund t orrsfarred used vehirclas to the RocyclkV Utility Fund with a cost of $251.057. See accompanying ndlae to Fsuunciof Statomerrts. 14 Proprietary Fund Typos Enterprise In tornal Service Radiation of Opsrating Irx nns to Net Cash Provided by Operating AcSvities: Operating Inconne ( ") $ 13,464,615 (918,649) Ad)u *wit ®o PA=nck Operalit+9 Income (Iona) lo Not Cash Provided by Operatng Activities: OMrr Rww%w from Norwoora4ng Seefion of Income Stftffdwd 885,417 36.195 Deprocialion 6,491.523 2.66S.766 Provision for UneolloclUe Acoc rds 66.698 Arcwtiadlon 37.207 Change in Assaft and L'ssabllidw (tnwasse) inAmmuds Receivable (250,342) 18,997 (v=oosq) in Loan Eacraw (Inmews) in Sege Limns Receivable (Increase) in Emergency Hawing Loans Receivable Decrease (Ie) in Die from Others Decrease (Increase) in Arnount Due from Olherclomunantal 104.096 Dowsaw ) in kwwftfY (59.074) 15,196 It 1.493 (291.737) ) in Property Hold for Resale boom ) in Aceoxft and Contra Payable (8x9.577) 1,063.329 kcrana (Deorssoe) in F ftbon Advaness Payabto kwom in Dopoeft 287.663 (Deeesaae) at Deferred Revenue (2.301) Incroon in Amt ed Payroll 209.279 3.363 ToW Adkistnords 6,312.082 8.512.109 Plat Cash Provided by OperuliV Activities $ 20.576.697 2.593.460 Nancesh IMV8bng, QVW and 4=unse —* Activ lies: During fracal year 1994, the Gwmw F=d Assels Account Croup transfensd IWW acrd impruvernwds to the Harbar0wi Csator EnWqxiso Fund with a cwt of $1,925.223. In addition leasehold' improvements vrith a cost of $=0D resin by the dwieloper to din Harbrxvisw Center Enterprise Fund. Also duffing fisaal 1994, the Garage In MS! Sgsvice Fund t orrsfarred used vehirclas to the RocyclkV Utility Fund with a cost of $251.057. See accompanying ndlae to Fsuunciof Statomerrts. 14 Pepe 2 of 2 F►duelsry Ftmd Typo _ Totals Iftn— (Mernonwift n Only) That 1994 1993 135,558 12,681,524 11,134124 15 921,612 666,550. 9,158289 8,711,201 66,698 1541857 3,397 3,397 3.822 37.207 591,423 (231.345) (3991695) (255.000) (172,614) (172,614) (142.679) (47,533) (47.533) (21,516) 120,399 120,399 (105,890) 104,M (64.159) (43.878) 101.429 (290.244) 173,543 7,000 7.Q00 (1.000) (6,077) 197.675 4677,260 (4.697) (4.697) 42,910 287,66:1 34,235 ( &301) 212,642 115,163 Q00.125). 12.276.454 35.433 23.005.590 23.408 583 15 CITY OF CLEARWATER, FLORIDA INDEX TO NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 Note 1. Summary of Significant Accounting Policies . ............................... 18 A. Defined Benefit Pension Plans ............... . .............. . . 42 18 A. Reporting Entity ............ ......... .... ......... ............ B. Police Supplemental Pension Fund ...... ............................... B. Fund Accounting . .. ........................ . ....................18 . ............... .............................18 49 E. Post Retirement Benefits ..................................... GovemmentalFunds ................... Proprietary Funds ..................... .............................20 49 Fiduciary Funds ....................... .............................21 Note S. Fixed Assets ....... .................... .............................49 AccountGroups.. ................... ............................... 21 so C. Pooled Cash and Investments .......... ............................... 21 D. Inventories ........................... .............................24 E. General Fund Administrative Charges ..... ............................... 24 F. Accrued Vachon and Sick Leave ....... ............................... 24 G. Budgets and Budgetary Accounting ..................................... 24 H. Self Insurance Program ....... ...................................... 26 I. Statements of Cash Flows .............................. ............. 26 J. Capitalization of Interest ............... ............................... 27 K Application of FASS Pronouncements to Proprietary Funds ................... 27 LComparative Data .................................................. 27 M. Combined Financial Information ......... ............................... 27 Note 2. Long -Terns Debt A. Summary of Transactions in Long -Term Debt .............................. 27 B. Summary of Debt Service Requirements ... ............................... 26 C. Obligations Under Lease Purchase Agreements ............................ 28 D. Long -Term Debt, General Government ........ ..................... ..... 28 E. Long -Term Debt, Proprietary/ Funds ...... . ............................ 31 F. Advance Refunding of Bonds .......................................... 37 G. Sinking Fund for Term Bond Maturities .... ............................... 37 H. Long -Term Debt, Debt Service Funds .... ................. ... ...... 38 Note 3. RezWcted Assets, Proprietary Fund A. Water and Sewer Utility Fund ................................ . ...........39 38 B. Gas Utility Fund ....................... .............................39 C. Solid Waste Utility Fund ............... ............................... 40 D. Stonmrater Utility Fund .... ...................... ............ . 40 E. Toll Causeway and Bridge Fund ........... .............................40 F. vacfiC Bashi and Marina ............... ............................... . G. Parking System .............. ... . .............................41 H. Pier 60 Fund .... ..................... ...........................41 Center Fund 41 I. Harbonc'iew ............................................. J. K G'=ge Fund ...... ... ............... .............................42 Current Liabilities Payable from Restricted Assets .... . ..................... 42 Note 4. Retirement Commitments A. Defined Benefit Pension Plans ............... . .............. . . 42 47 B. Police Supplemental Pension Fund ...... ............................... 48 C. Firemen's Supplemental Pension Fund ............ . .... . ............... D. Deferred Compensation Fund ......... ............................... 49 E. Post Retirement Benefits ..................................... • ....... 49 Note S. Fixed Assets ....... .................... .............................49 so Note 6. Property Taxes ....................................................... 16 CITY OF iCLEARWATER, FLORIDA INDEX TO NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30. 1994 Note 7. Segment Information for Enterprise Funds ... ............................... 51 (dote S. Interfund Balances ..................... ............................... 52 Note 9. Contingences and Commitments ........ ..............................W Note 10. Indhdduaf Fund Notes A. Capital improvement Fund ............................................ 53 B. Wager and Sewer Utility Fund ........... ............................... 54 C. Recycling Utr�ity Fund ................................................ 54 D. Toll Causeway and Bridge Fund ............ .. .... 54 E. Atrium Fund .................. ...... .............................54 F. Harborview Fund ... ................. .............................55 Note11. Fund Deficits .. .... ................. .............................55 Now 1Z Residual Equity Transfers Between Funds ... ............................... 55 Note 13. Contributed Capital - Proprietary Funds ..... ............................... 55 Note14. Subsequent Events ....................... .............................56 Note 15. Pending Litigation ...................................................... 56 1? CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL. STATEMENTS SEPTEMBER 30,1994- Note (1) Summary of Significant Accounting Policies The accounting and reporting policies of the City of Clearwater, Florida, the City', relating to the funds included in the financial statements conform to generally accepted accounting principles of state and local governments. The following represent the more significant accounting and reporting policies of the City: Nate (1A) Reporting Entity The City of Clearwater is a municipal corporation governed by an elected five - member board. As required by generally accepted accounting principles, these financial statements present the City of Clearwater (the primary government) and Its component units. Component units are included in than City's reporting entity because of the significance of their operational or financial relationships with the City. The City has adhered to the standards set forth in Statement No. 14 of the Governmental Accounting Standards Board in reporting the primary government (including blended component units), discretely presented component units, the reporting entity and related organizations. Blended Component Units -The Clearwater Redevelopment Agency (CRA), although it is legally separate, is reported as if it were part of the City (blended component unit) due to the City Commission serving as the governing board of the CRA. Separate financial statements for the CRA are not available. However financial statements for the CRA have been incorporated into the City's comprehensive financial report. Discretely Presented Component Units - The Clearwater Downtown Development Board (DDB) is created by City Ordinance but legally separate from the City and governed by a separate board. The DDB is accordingly reported in a separate column in the combined financial statements as a discretely presented component unit of the financial reporting entity. Since separate financial statements are not available for the Downtown Development Board, the DDB's financial statements have been incorporated into the combined and individual fund sections of the City's comprehensive annual financial report. Related Organizations - Related organizations are those whose governing bodies are appointed by the City, but the City's accountability for these organizations does not extend beyond making the appointments. The Clearwater Housing Authority is a public housing authority created under Section 421.04 of the Florida Statutes. The agency receives the bulk of its funding from the Federal Department of Housing and Urban Development (HUD), and reports in accordance with policies and procedures prescribed by HUD. The City has no financial interdependency or accountability for fiscal matters. Even though the CHA Board members are appointed by the Mayor of Clearwater, this process does not involve the other elected City officials. Further, there is no evidence of ability to significantly influence operations of me authority. Based on the above, management believes oversight responsibility is insufficient to justify inclusion in the reporting entity. Note ('I S) Fund Accounting The accounts of the City are organized on the basis of funds and account groups, each of which is considered to be a separate accounting entity. The operations of each fund are accounted for by providing a separate set of self- balancing accounts which comprise its assets, liabilities, fund equity, revenues and expenditures, or expenses as appropriate. The various funds are grouped by generic type and three broad fund categories in the financial statements. The types of funds maintained by the City are as follows' Governmental Funds The City accounts for those traditional governmental activities financed primarily from tax revenues through the use of various governmental funds. The basic distinctions of governmental funds are: 18 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 Measurement Focus: Governmental funds are accounted for on a spending or *financial flow' measurement focus. Thus, only current assets and current liabilities are generally included on their balance sheets. The reported fund balance representing net current assets reflects •available spendable resources, at the balance sheet date. The operating statements of governmental funds report the changes in net current assets (available spendable resources) during a period of time, the increases consisting of revenues and other financing sources and the decreases consisting of expenditures and other financing uses. Accordingly, long -term debt and foxed assets are segregated from the accounts of these funds and shown separately in the General Long -Term Debt and the General Fixed Assets Account Groups. Advances To Other Funds: Long -term advances receivable from other funds are reported on the balance sheets of governmental funds even though they do not constitute current assets. In order to exclude such assets from consideration as available spendable resources,` an equivalent amount of fund balance is designated as reserved. Encumbrances: Governmental funds employ the use of encumbrance accounting wherein purchase commitments are recorded as they are made in order to reserve that portion of the applicable appropriations. Encumbrances remaining outstanding at year -end do not constitute expenditures or liabilities. Fund balances are reserved in an amount equal to the total of outstanding encumbrances. As described in Note 1(G), the budget comparisons of certain funds are presented on the budgetary basis, which differs from generally accepted accounting principles. In these presentations, encumbrances are treated as expenditures in the year when the commitment is made rather than the year of liquidation. Depreclation: There is no depreciation recorded for the use of foxed assets in governmental funds. Basis Of Accountina: Governmental Funds use the modified accrual basis of accounting, whereby expenditures, other than unmatured principal and interest on general long -term debt, are recognized in the accounting period when the liability is incurred, ff measurable, and revenues and other resources are recognized in the accounting period when they become available and measurable. Revenues are considered to meet the availability test if they are collectible within the current period or soon enough thereafter for use in payment of liabilities of the current period. Certain grants are recognized prior to receipt of the monies where appropriate under the terms of the agreement with the grantor. General Fund accrued revenues consist primarily of utilities service taxes and franchise taxes. Reserves: Reserves have been established for open encumbrances at year -end, for debt service requirements, in accordance with applicable bond indenture covenants, for long -tern interfund advances, and in other cases to reflect legal restrictions which limit the City's spending discretion. The following are the City's governmental fund types: General Fund: The General Fund is the general operating fund of the City. All financial transactions and special assessments not property accounted for in other funds are accounted for in the General Fund. Special Revenue Funds: Special Revenue Funds are used to account for revenues derived from specific sources. Such revenues are usually required by law or regulation to be accounted for separately and spent for particular purposes. 19 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 ,1994 Deist Service Funds: Debt Service Funds are used to account for the accumulation of resources for, and the payment of, interest and principal on the City's General Long -Term Debt, which is riot the liability of Proprietary Funds. Capital Prolects Funds: Capital Projects Funds are used to account for the acquisition and construction of capital facilities and other foxed assets. F7oprletaW Funds Proprietary Funds are used to account for the Ciity's organizations and activities which are similar to those found in the private sector. The basic distinctions of proprietary funds are: Basta of &gounting: Proprietary Funds use the full accrual basis of accounting. Revenues are recognized in the period in which they are earned, and expenses are recognized in the period in which the tiabit'rtles are incurred. Measurement Focus: Proprietary funds are accounted for on a cost of services or 'capital maintenar e measurement focus. Therefore, all assets and liabilities, regardless of whether they are current or noncurrent, are presented on the balance sheet. Fund equity, consisting of net total assets, is segregated into contributed capital and retained earnings segments. The operating statements of these funds reflect revenues, expenses, and other sources and users which account for changes in net total assets during the period. Valuation Of Fixed AllM. Property, plant and equipment owned by Proprietary Funds are stated at cost except for certain water and sanitary sewer lines of the Utility System which were donated to the City by contractors and subdivision developers. These lines are stated at their estimated cost to the contractors and subdivision developers which should approximate fair market value at the date of donation. Depreciation is recorded over the estimated useful lives using the straight-line method. (See Note a.) For all assets, depreciation expense includes amortization of assets recorded under capital leases. When property is disposed, the related cost and accumulated depreciation are removed from the accounts with gains or losses on disposition being reflected as non - operating revenue or expense. Reserves: Retained Earnings have been reserved for debt service requirements. Reserves have also been established to reflect legal restrictions which limit the City's spending discretion. The following are the City's proprietary fund types: Enterprise Funds: Enterprise Funds are used to finance and account for the acquisition, operation and maintenance of governmental facilities and services that are supported primarily by user charges. Internal Service Funds: internal Service Funds are utilized to finance and account for service and commodities fumished by a designated department to other departments within the City or to other governments on a cost-reimbursement basis. 20 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 Fiduefary Funds Trust and Agency Funds are utilized to account for resources that are managed in a trustee capacity or as an agent for other parties and /or other funds. These include Nonexpendable Trust, Pension Truss, and Agency Funds. Nonexpendable Trust and Pension Trust Funds are accounted for substaritially in the same manner as proprietary funds with a 'capital maintenance' measurement focus and employment of the accrual basis of accounting. Agency Funds are not concerned with measurement of operating results, being essentially concerned with a custodial responsibility; assets and liabilities are measured on the modified accrual basis. Reserves for Retirements have been established for the payment of future benefits. Reserves for Retirements for defined contribution plans are equivalent to the net assets of the plan, and for defined benefit plans they are equ'fvalent to the net assets of the plan, not to exceed the actuarial determined liability of such plans. Account Groups General Fixed Assets and General Loner -Term Debt General Fixed Assets Account Group: This account group accounts for all fixed assets of the City's Governmental Funds. Assets purrthased are recorded as expenditures in the General Fund, Special Revenue Funds and Capital Projects Funds and are capitalized at cost in the General Foxed Assets account group. Generally accepted accounting principles provide an option whether infrastructure improvements such as streets, bridges and drainage systems are capitalized in the General Foxed Assets account group. The City has elected to capitalize these improvements. No interest capitalization or depreciation is recorded on General Fixed Assets. Contributed assets are stated at estimated fair market value on the date contributed, or in the case of assets contributed by developers, at estimated cost to the developer which should approximate fair market value. General Lena -Term Debt Account Group: This account group accounts for Long Term Debt and Compensated Absences which are liabilities of Governmental Funds but not payable from currently available expendable financial resources. Note (1Q Pooled Cash and Investments The City utilizes a consolidated cash pool to account for cash and investments of all City funds other than those which are required by ordinance to be physically segregated. The consolidated cash pool concept allows each participating fund to benefit from the economies of scale and improved yield which are irthereM to a t^w'ger. w .•metier n pool. Fronnal accounting records detail the individual equities of the participating funds. The cash pool utilizes a single checking account for all City receipts and disbursements. All individual fund cash equity in a deficit (overdraft) position with respect to the consolidated cash pool are reclassified at year -end to short-term interfund paydbles to the Capital Improvement Fund, the fund selected by management to reflect the offsetting interfund receivables in such cases. The City has an agreement with its depository bank to provide that all excess cash is swept daily and automatically into an overnight repurchase agreement which pays interest at '/4% less than the daily federal funds rate (5.4496) at September 30, 1994, with no requirement for a minimum compensating balance. The collateral for this continuing repurchase agreement as of September 30, 1994 was $9,230,000 of United States Treasury Notes at 4.625% due 2129/36. This collateral security is being held by the Federal Reserve Bank of Jacksonville jointly in the name of the depository bank and the City so that approval of both parties is required to liquidate or otherwise dispose of the securities. Market value of the collateral securities was $ 9,063,471 on September 30, 1994, 21 CiTY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 Under City Charter and related resolutions, consolidated cash pool investments are limited to the following: United States Government Securities, Certificates of Deposit in Local Banks, Repurchase Agreements, Savings Account in Local Banks, Federal Government Agency Securities, Municipal bonds (Other than City of Cleanrvater issues), State of Florida Bonds, and County Bonds issued by Counties in Flof d The City utilizes a very conservative investment philosophy when it invests its pooled cash funds in that the return g! the principal is more important than the return on the principal. The City has no investments in derivatives or in collateralized mortgage obligations (GMO's). The City does not actively trade its portfolio and generally holds investments until maturity. 'Through the use of a laddered approach to maturities and by timing maturities to casts needs, it does not anticipate having to sell investments to meet cash flow. Investments being held outside of the consolidated cash pool are escrowed debt service investments and employee retirement investments. Permissible escrowed debt service investments are specifically defined in each individual debt instrument, but generally follow the same limitations which apply to consolidated cash pool investments. The City maintains fire different employee retirement programs, and each one has its own fist of permitted investments. Generally, each plan allows the same type of investments as the consollidaled cash pool, but additionally allows some portion of its assets to be invested in stocks, bonds, and notes of corporations which are listed on one or more of the recognized national stock exchanges. Governmental Accounting Standards Board (GASB) Statement Number 3 requires certain disclosures for deposits and investments, including management's determination of custodial credit risk, defined as follows: For deposits, the bank balance must be categorized as follows: Category 1: Insured or collateralized with securities held by the City or its agent in the City's name. Category 2: Collateralized with securities held by the pledging financial institution's trust department or agent in the City's name. Category 3: Uncdllateraiized. For investments other than deposits, the following categories apply: Category 1: insured or registered, or held by the City or its agent in the City's name. Category 2: Uninsured and unregistered, held by the counterparrty's (purchasing agent's) trust department or agent in the City's name. Category 3,' Uninsured and unregistered, held by the counterparty its trust department or agent, but not in the City's name. As described above, the City's depository banking agreement provides for the investment of ell excess crash daily into a collateralized repurchase agreement, whereby all deposits deemed to be collected are automatically deposited. City deposits consist of relatively small cash balances held by Debt Service 'Trustees and Employee Retirement Custodians. The bank balances equal the carrying amount for these deposits, and management's classification of custodial credit risk is indicated in the table below. Because these amounts are part of the trustee's and custodian's composite account, they are classified along with Investments on the balance sheet. 22 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 Managed Mutual Funds and the ICMA and PESSCO Retirement Trust Section 457 Investment Pool investments and guaranteed investment contracts are not susceptible to being classified by risk category, and are not required to be classified by GASB Statement 3. Management has classified all other investments into Category 1, with the exception of certain employee retirement investments which are being held by the Financial institution which is also serving as investment manager, and certain escrowed debt service investments which are being held by the Financial institution from which they were purchased. The carrying value for all investments is cost or amortized cost, except for investments in the ICMA Retirement Trust Section 457 Investment Pool, which are reported (and recorded) at market value only. The Employees' Pension Fund has invested in fixed rate guaranteed investment contracts (GIC's) which are backed solely by the full faith and credit of issuing companies, totaling $41,750,000 as of September 30, 1994. Included in this total is $4,000,000 in GIC's issued by the American subsidiary of Confederation Life Insurance Company. Confederation Life Insurance Company was seized by Canadian regulators and by Michigan regulators on August 1, 1994, due to an apparent insolvency and a desire on the part of regulators to preserve the assets of the company. An association of Confederation Life contract holsters, including City representation, has been formed to represent the interests of the contract holders with industry and regulatory parties. it is the opinion of City staff and the City's Pension Advisor that the risk of principal loss is remote. The City has stopped accruing interest income as of August 1, 1994, for these GIC's. The $4,000,000 in Confederation Life GIC's represents 9.58% of the total GIC's and 209% of the total assets in the Employees' Pension Fund. The City does not believe that the Confederation Life insolvency will have a material impact upon the results of operations or financial position of the Employees' Pension Fund. Summary of deposits and investments, including management's assessment of custodial credit risk, follows: Total Cash Pool Equity 11-4 45 844 115,278y314 IL Fund and Debt Service Deposits and InveeLnenta: Corporate Cash Management Fund 1,527,970 1,583,647 NIA U.S. Treasury Notes and Bonds 6,074,732 6.121.523 Total Coratruction Fund and Debt Service Deposits and tmrestments 7,602.702 7.705.170 23 Investment Carrying Market Deposit Credit Credit Value Value Risk C&Sciy fiisk CatMM Cash Pool Deposits and Investments: 0-might Papundnase Agreement S 8,241,471 $ 8,241,471 1 Federal Moms Loan Bank Notes 38 ,856,035 37,250,734 1 Federal National Morig..aga Association Notes 19,963.373 18,890,662 1 Federal Farm Credit Bank Notes 2,994,038 2,819,751 1 U.S. Treasury Notes and Bonds 82,016,665 41,0228 1 FML 8,104,243 7,781,439 1 Accrued Iromel: on investments 1,504,935 1,504,435 NIA Low oubtanding Checks at 9/30/94 9.234,9 {2_,2'34,919 N!A Total Cash Pool Equity 11-4 45 844 115,278y314 IL Fund and Debt Service Deposits and InveeLnenta: Corporate Cash Management Fund 1,527,970 1,583,647 NIA U.S. Treasury Notes and Bonds 6,074,732 6.121.523 Total Coratruction Fund and Debt Service Deposits and tmrestments 7,602.702 7.705.170 23 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 222 596.432 240.290.267 644978 s 271751 Note (1 D) Inventories Inventories of proprietary funds are stated at cost and valued on the first -in first -out (FIFO) basis. In governmental funds, inventory items such as materials and supplies, are accounted for under the p=hases method, which provides that expenditures are recognized when the inventory item is purchased. Note (1E) General Fund Adrniltah native Charges The General Fund charges Proprietary Funds for their proportionate share of the costs of general government operations. The amounts charged to these Proprietary Funds are based on relative net expenditures (after deducting all interfund transactions). Note (IF) Accrued Vacatlon And Sick Leave Full -time pennanent employees earn a paid vacation period of two calendar weeks after one year of service, Increasing on a graduated scale to a maximum vacation period of four calendar weeks per year after 16 years of service. Employees may accumulate unused vacation not exceeding one current year of vacation credit.. Sick leave is accumulated at approximately 10 burs per month. Upon retirement from City service an employee may, under certain circumstances, be paid one -half of his accumulated unused sick leave, It is the City's rK)Iicy in its Proprietary Funds to reflect on an accrual basis the amounts of earned but unused vacation leave and that portion of earned but unused sick leave estimated to be payable upon retirement. With respect to the current fiscal year, management has determined that no material amounts of accumulated unpaid vacation and sick leave at the close of the year will be liquidated with expendable available resources; therefore the entire liability for such leave pertaining to the Governmental Funds is reflected in the General Long Terre Debt Account Group. The City's reporting of accrued vacation and sick leave has been recorded in accordance with Statement No. 16 of the Govemmental Accounting Standards Board. The implementation of the Statement did not have a significant impact on the City's reporting of accrued vacation and sick leave. Note (1 G) Budgets And Budgetary Accounting Annual budgets are legally adopted for the City's General Fund and for the Special Development Fund, and the Community Redevelopment Agency Fund, 24 Invest?"nt Carrying Market Deposit Credit Credit Value Value frisk Category Risk Category 33,563 33,563 1 17,662,266 17,664265 1 41,750,000 41,750,000 N/A 90,759,728 111,042,208 1 23,394,801 22,099,404 1 14,621,147 13,975,677 - 2 5,614,012 5,933,905 NIA 14,095,153 13,364,053 2 995,.M 9W,350 1 11,838,396 11,838,3 N/A 1.631.444 1,631,444 WA 222 596.432 240.290.267 644978 s 271751 Note (1 D) Inventories Inventories of proprietary funds are stated at cost and valued on the first -in first -out (FIFO) basis. In governmental funds, inventory items such as materials and supplies, are accounted for under the p=hases method, which provides that expenditures are recognized when the inventory item is purchased. Note (1E) General Fund Adrniltah native Charges The General Fund charges Proprietary Funds for their proportionate share of the costs of general government operations. The amounts charged to these Proprietary Funds are based on relative net expenditures (after deducting all interfund transactions). Note (IF) Accrued Vacatlon And Sick Leave Full -time pennanent employees earn a paid vacation period of two calendar weeks after one year of service, Increasing on a graduated scale to a maximum vacation period of four calendar weeks per year after 16 years of service. Employees may accumulate unused vacation not exceeding one current year of vacation credit.. Sick leave is accumulated at approximately 10 burs per month. Upon retirement from City service an employee may, under certain circumstances, be paid one -half of his accumulated unused sick leave, It is the City's rK)Iicy in its Proprietary Funds to reflect on an accrual basis the amounts of earned but unused vacation leave and that portion of earned but unused sick leave estimated to be payable upon retirement. With respect to the current fiscal year, management has determined that no material amounts of accumulated unpaid vacation and sick leave at the close of the year will be liquidated with expendable available resources; therefore the entire liability for such leave pertaining to the Governmental Funds is reflected in the General Long Terre Debt Account Group. The City's reporting of accrued vacation and sick leave has been recorded in accordance with Statement No. 16 of the Govemmental Accounting Standards Board. The implementation of the Statement did not have a significant impact on the City's reporting of accrued vacation and sick leave. Note (1 G) Budgets And Budgetary Accounting Annual budgets are legally adopted for the City's General Fund and for the Special Development Fund, and the Community Redevelopment Agency Fund, 24 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30. 1994 The City of Clearwater observed the following procedures in establishing the budgetary data for the General Fund and Special Development Fund, as reflected in the financial statements: On June 30,1993, the City Manager submitted to the Clearwater City Commission proposed budgets for the fiscal year commencing October 1, 1993 and ending September 30, 1994. Public Hearings were hold on September 2,1993 and September 16,1993 at the Clearwater Commission Chambers to obtain citizen comments. On September 16, 1993 official budgets were legally adopted by Ordinance No. 5457-93. Subsequent quarterly budget amendments were adopted on March 17, 1994 (Ordinance 5552 -94) and June 16, 1994 (Ordinance 5628 -94). The final amended budget was adopted September 15, 1994, (Ordinance 5676 -94). The budget for the Special Development Fund is adopted on a basis consistent with GAAP, and appropriations lapse at year -end. Appropriations for open encumbered purchase orders M year -end in the General Fund do not lapse, but rather continue until liquidated or otherwise canceled by City Commi& i- action. On the General Fund budgetary comparison statements, actual expenditures have been adjusted to include end of year encumbrances and to exclude beginning of year encumbrances to provide for a meaningful comparison. Except for the treatment of encumbrances and certain transactions relating to interfund loans, the General Fund Budget is adopted on a basis consistent with GAAP, and all non - encumbered appropriations lapse at year -end. The level of budgetary control established by the legislative body, that is the level on which expenditures may not legally exceed appropriations, is the individual fund. In accordance with provisions of Ordinance 5025 -90 and with Section 2519(4) of the Clearwater Code, the City Manager may transfer part or all of any unencumbered appropriation balance among programs within an operating fund, provided such action does not result in the discontinuance of a program. Such transfers must be included in the next budget review presented to the City Commission. Upon detailed written request by the City Manager, the City Commission may by ordinance transfer part or all of any unencumbered appropriation balance from one fund to another. As established by administrative policy, department directors may transfer money from one operating code to another within a program without a formal written amendmenL Formal requests for budget amendments from department directors are required for transfers in capital expenditures, transfers and reserves. Thus, certain object classifications within departmental and/or program budget appropriations are subject to administratively imposed controls in addition to the legal controls imposed by City Commission action described above. The annual budget for the Community Redevelopment Agency is adopted annually by the trustees of that agency in accordance with state law. For the current year, this budget was officially adopted on September 16, 1993, following a public hearing on that date. This budget is adopted on a basis consistent with GAAP, and the level of budgetary control is the tot,l fund. Budget amounts presented in the accompanying financial statement reflect all amendments adopted by the City Commission and the goveming boards of component units. Ali amendments were adopted in conformance with legal requirements. Individual amendments, as well as the net effects of all amendments during the fiscal year, were not material in relation to the original appropriations for the govemmental funds in the aggregate, Budgets are also adopted annually by the Clearwater City Commission for the Enterprise Funds, all internal Service Funds, the Capital Improvement Fund and the Special Programs Fund, Budgetary comparisons for the Enterprise and Intemal Service funds are not required by NCGA Statement No, i for the general purpose financial statements and are not included in this report. Budgets for the Capital improvement and Special Programs Fund are adopted on a multi -year completed program basis, where budgetary appropriations do not lapse at year -end, but may extend across two or more fiscal years. A Comparison of annual results with these budgets Would not be meaningful and is therefore not included 25 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 in this report. The excess of revenues and other sources over expenditures and other uses for the Special Programs Fund is shown as a reconciling item now the bottom of the combined budgetary comparison statement (pages 8 and 9 of this report). All City Commission adopted budgets are integrated into the formal accounting system to allow for monthly comparison of projected and actual experience in all funds for which budgets are adopted. The annual budget for the Clearwater Downtown Development Board Fund, a discretely presented component unit of the City, is adopted annually by the members of that board in accordance with state law. For the current year, this budget was officially adopted on September 28, 1993, following a public hearing on that date. This budget is adopted on a basis consistent with GAAP, and the level of budgetary control is the total fund. Note (I PQ S®Iff Insurance Program The City is self insured within certain parameters for tosses arising from claims for property damage, general liability, auto liability and physical damage and workers' compensation. Insurance coverage is currently maintained to indemnify the City for losses in excess of certain specific retentions and up to specified maximum limits in the case of claims for property damage and workers' compensation. In addition, prior to July 1, 1988, a layer of insurance coverage (most recently in the amount of $1,000,000) was in effect that provides reimbursement to the City whenever claim payments within the specified retained risk levels exceed, in the aggregate for the year to which coverage applies, an annual amount specified in the relevant insurance policie& This coverage applies to all categories of claims for which the City is partially, self insured provided the event giving rise to the claim occurred prior to July 1, 1988. The trarsactions relating to the self insurance program are amounted for in the Central Insurance Fund, an Internal Service Fund. The billings by the Central Insurance Fund to the various operating funds (the interfund premiums) are reflected as quasi- extemal transactions in the accompanying financial statements. Based upon the criteria provided in Financial Accounting Standards Board Statement No. S, a liability has been established with an ofl5etting charge to appropriate expense accounts for estimated losses due to daims ansiri j out of events that have occurred and been reported to the City's representatives as of the dose of the fiscal year. in a similar manner, provision has been made for estimated losses resulting from claims incurred but not reported. During fiscal year 1988 -89, the City Commission authorized the establishment of a special health insurance stabilization fund to guard against future substantial increases in health care costs. The current accumulated balance in this fund is $2,364,756 which represents $558,102 refunded from insurance carriers and $1,806,654 contributed by departmental billings during the current and four immediately preceding fiscal years in excess of insurance premium expense actually incurred during those four years. This fund is a component of the unreserved retained earnings balance of the Central Insurance Fund at September 30, 1993. The City is not currently self4nsured with respect to major medical coverage. Note (14 Statements of Cash Flores For purposes of the statements of cash flows, investments with original maturities of three months or less are considered to meet the definition of cash equivalents. The majority of the investments in which the City's proprietary and nonexpendable trust funds have an equity are held by the City's consolidated pool of cash and investments. Since fund equities in this cash management pool have the general characteristics of demand deposits in that additional funds may be deposited at any time and also funds may be withdrawn at any time without prior notice or penalty, each fund's equity account is considered a rash equivalent regardless of the maturities of investments held by the pool. Those funds which have deficit (overdraft) positions with the pool treat such deficits as interfund payables to the City's Capital Improvement Fund as explained in Note 1(C). 26 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 Note (1J) Capitalization of Interest In compliance With the requirements of Financial Accounting Standards Board Statement No. 62, it is the poky of the City to capitalize all interest costs of tax exempt borrowings, the proceeds of which are externalty restricted to the financing of the acquisition of specified qualifying assets, less any interest eared on the temporary investment of the proceeds of such borrowings until the specified qualifying assets acquired with the borrowings are ready for their intended use. For other projects, the City follows the provisions of Financial Accounting Standards Board Statement Rio. 34 and capitalizes interest costs incurred during the construction period. This policy is applicable to the proprietary funds; it is not applied to general fired assets. During the fiscal year, $6,564,118 of interest cost was incurred in the proprietary fund types. interest capitalized, net of earnings on related investments, was $523,696. Note (I K) Application of FASO Pronouncements to Proprietary Funds The City has elected to implement the provisions of GASB Statement 20 with regard to the application of FASO Pronouncements to its proprietary funds. In accordance with the provisions of GASB Statement 20, the City has elected to not apply those FASS statements and interpretations issued after November 30, 1989. Note (1 L) Comparative Data Wherever possible, the accompanying financial statements include comparative total data for the prior year in order to provide a better understanding of changes in the City's overall financial position and results of operation. Certain prior year balances have been reclassified to conform with current year presentatlorm Note (IM) Combined Financial Information The total columns included in the combined financial statements which are captioned 'Memorandum Only' represent a summation of the amounts prebented in the columns by fund type and account group. Such totals do not eliminate irterfund transactions, and are included for informational purposes only. They are not intended to present financial position, results of operations or cash flows for the governmental unit as a whole in conformance with generally accepted accounting principles.. Note (2) Long -Terns Debt Note (2A) Summary of Transactions in Long -Term Debt Genera! Lonca� Perm Debt Account Grow Dent Payable at October 1, 1993 New Debt issued: Lease Purchase Contracts for Equipment Acquisition Net Change in Accrued Compensated Absences Debt Retired Debt Payable at September 30, 1994 Notes, Mortgages, General Loan Pool Accrued Obligation Revenue Agreements Compensated Bonds Bonds & Contracts Absences Total $635,000 $3,929,836 $2,276,521 $3,109,875 $9,950,732 378,703 90000 297 059 021 004 5.000 g632, 277 II M2-2-0 220 27 378,708 556,860 556,860 (1, 008 063 666 735 $9,878, 23Z CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 Outstanding debt In the prior schedule is not adjusted for amounts accumulated in sinking funds for term maturities of revenue bonds (par value $239,260). No% (213) Summary of Debt Service Requirements (all Outstanding Indebtedness as of September 30,1994, Including Interest Payrnerrts of $113,121,050) Notes, Mortgages, General Loan Pool Obligation Revenue Agreements Year Endino Sept. 30 Bonds Bonds & ContracYS Total 1985 $123,457 $ 9,664,i65 $ 3,489,702 $13,277,324 1998 118,114 9,713,948 2,9031883 12,735,945 1997 117,580 9,719,078 4389,438 12,226,096 1998 131,280 9,534,011 921,330 10,585,621 1999 138,915 9,536,263 367,831 10,043,099 Thereafter 170.289.303 170.289.303 . 206346 56 .768 10 0 184 229.1^ 58 295 N (2C) Obligations Under Lease Purchase Agreements Future minimum lease payments under lease purchase agreements are as follows: Year EKing Seiyt. 30 Amount 1995 $2,431,921 1986 11858,019 1997 1,344,661 1998 777,854 1999 332 745 6,745,200 Deduction of the Amount of imputed Interest Necessary to Reduce Net Mir knu n 1 dace Paymeerftc to PrOsP-rtt Velue 666.510 6 078 690 Obligations under capital leases are included as a component of the balance under the caption Mortcaa+aes Notes Loan Pool Agreements and Acquisition Contracts Payable on the City's Combined Balance Sheet. Note (213) Long - Term Debt, General Government Accrued Compensated Absences Long -ferm portion of accrued vacation and sick pay for governmental funds, as required by GASB Statement No. 1s. L 3.6f6.735 28 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 Serial Bonds Payable General Obligation Bonds, 1978 Series, interest and principal payable from ad valorem taxes, maturing serially from January 1, 1995 to January 1, 1999, interest rates 5.55% to 5.80%. 545,000 Public Service Tax and Bridge Revenue Bonds, Series 1985, maturing serially from December 1, 1994 to December 1, 1998, with interest rates varying from 7.75% to 8.75 %. The amount shown here represents 33 .065% of the serial portion of the total tae. The amount representing 33 .065% of the term portion of the total issue is included in the balance of term bonds payable within the general long -term debt account group. The remainder of this issue, both term and serial portions, is rellec ted in the Toll Causeway and Bridge Fund (40.541 %) and in the Parking System Fund (26.394%). The bonds have serial maturities ranging from $475,000 at 7.75% due December 31, 1994 to $700,000 at 8.75% due December 1, 1998, and term bonds totaling $1,740,000 at 9.125% due December 1, 2005. Funds are tieing held in a sinking fund as described in Tote (2G) to assist in the 2005 maturity. 991,947 Community Redevelopment Agency of the City of Clearwater Tax Increment and Lease Revenue Bonds, Series 1986, maturing serially from October 1, 1994 to October 1, 2000, with interest rates varying from 7.4% to 8.4%. Interest and principal payable from tax increment revenues and from lease revenues. 425,000 Community Redevelopment Agency of the City of Clearwater Tax increment Revenue Bonds, Series 1987, maturing serially from September 1, 1995 to September 1, 1997, with interest rates varying from 7.75% to 8.30%. Interest and principal payable from 450.000 tax increment revenues. Total Serial Bonds Payable Z411.947 Term Bonds Payabie Public Service Tax and Bridge Revenue Bonds, Series 1985, maturing December 1, 2005 with interest at 9.125 %. The amount shown here represents 33.065% of the term portion of total issue. The remainder of the issue is reflected in the Tall Causeway and Bridge Fund (40.541 %) and in the Parking System Fund (26.394 %). The bonds have serial maturities ranging from $475,000 at 7.75% due December 31, 1594 to $700,000 at $.75% due December 1, 1998, and term bonds totaling. $1,740,000 at 9.125% due December 1, 2005. Funds are being held in a sinking fund as described in mote (2G) to assist in the 2005 maturity. 575,330 Community Redevelopment Agency of the City of Clearwater Tae: Increment and !.ease Revenue Bonds, Series 1986, with interest and principal payable from Tax Increment Revenues and Lease Revenues, maturing October 1, 2006, with interest 1.190.000 at 8.50%, Total 'term Bonds Payable 11,765.330 29 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30,19M Notes Mortgages Contracts and loan Pooi Agreement Payable Pursuant to certain Master Lease Agreements, the City has entered into Lease Purchase Agreements for the purchase of automotive and other types of equipment for the use by the operating departments of the General Fund. These agreements provide for 20 quarterly payments ranging in amount from $378 to $25,437. The cost of the equipment at the inception of the leases was $2,314,478 with interest imputed thereon of $ 390,715, the effective rates ranging from 5.03% to 8.60%. 1,286,345 Pool Loan Agreement with First Florida Governmental Financing Commission authorized by the City Commission on July 2, 1987 through adoption of Ordinance 4437 -87; provides for repayment of principal in annual installments ranging from $40,000 to ,^55,000 from July 1, 1992 to July 1, 1997; interest on installments ranges from 5.75% to 6.70% and is payable semiannually; City is further obligated to pay certain additional payments, including its proportionate share of the fees of the Commission as well as those of the Trustee, Registrar and Paying Agent created pursuant to the terms of the Revenue: Bonds issued by the Commission to provide the funds for making the pool loans, and in addition all fees and expenses of the Commission or Trustee that relate to this Loan Agreement; collateralized by non-ad valorem revenues or other Iegally available funds of the City. Loan was obtained to finance the purchase of an advanced mufti - purpose fire fighting vehicle. 155,000 Pool Loan Agreement with City of Gulf Breeze Florida Local Government Loan Program authorized by the City Commission on December 15, 1988, through adoption of Ordinance 4728 -88; provides for repayment of principal in 120 monthly payments of $8,167 from February 1, 1389 to January 1, 1999; interest is payable monthly at the floating rate determined by the Loan Program Financial Advisor sufficient to pay the proportionate share of program interest, costs and expenses (4.5596 at September 30,1994); the interest rate shall not exceed twenty -five percent ( 2596) per annum, exclusive of amounts charged for costs and expenses of the loan program; collateralized by proceeds of time local government half -cent sales tax. Loan was obtained for the financing (or refinancing) of the cost of acquisition of the Vogel Property tract for park purposes. 416,500 Pool Loam Agreement with City of Gulf Breeze Florida Local Government Loan Program authorized by the City Commission on December 15, 1988, through adoption of Ordinance 4729 -88; provides for repayment of principal in 120 monthly payments of $3,458 from Febmiary 1, 1989 to January 1, 1999; interest is payable mthly at the floating rate determined by the Loan Program Financial Advisor sufficient to pay the proportionate share of program interest, costs and expenses (4.55% at September 30,1994); the interest rate shall not exceed twenty -five percent (25 %) per annum, exclusive of amounts charged for costs and expenses of the loan program; collateralized by proceeds of the local government half -cent sales tax. Loan was obtained for the financing (or refinancing) of the cost of acquisition of environmentally sensitive Coopers Point tract for park purposes. 176.375 Total Notes, Mortgages, Contracts and Loan Pool Agreements Payable __2,034,220 Total General Long Term Debt Payable 30 9,878.23 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 Note (2E) Long -Term Debt, Proprietary Funds Water and Sewer Utility Fund Water and Sewer Revenue Bonds, Series 1984; 9.00%. Current interest Bonds maturfng December 1, 1994 with a final principal installment of $2,265,000; final interest payment due at maturity, net of unamortized discount and issue costs of $1,056, collateralized by net revenues of the Water and Water Pollution Control system 2,263,942 Water and Sewer Revenue Bonds, Series 1988; 6.50 - 7.60%. Current interest Bonds wtith Serial maturities due in annual principal installments ranging from $460,000 to $2,985,000 on December 1st in the years 2005, 2006, 2008, and 2010 through 2013; Capital Appreciation Bonds with an approximate yield to maturity ranging from 7.45 - 7.75% and having serial maturities due in annual installments (original principal amount plus interest eamed to date of maturity) ranging from $625,DD0 to $6,840,000 from December 1, 2004 to December 1, 2018; interest is payable semiannually on CuiBent interest Bonds and at maturity (or prior redemption date) on Capital Appreciation Bonds; net of unamortized discount of $880,320 and in the case of the Capital Appreciation Bonds, unearned interest included in the maturity amount outstanding at September 30, 1994 of $57,618,317 collateralized by net revenues of the Water and Water Pollution Control System. 33,291,363 Water and Sewer Refunding Revenue Bonds, Series 1993; 3.000 - 5.625 %. Current Interest Bonds with serial maturities due in annual principal installments ranging from $140,000 to $5,715,000 from December 1, 1994 to December 1, 2018; interest is payable semiannually, net of unarnortiized discount and issue costs of $191,257, collateralized by net revenues of the Water and Water Pollution Control System. 52,463,743 Pursuant to a plaster Lease Agreement, the City has entered into a Lease Purchase Agreerr>amW the purchase of automotive equipment for use by an operating division of the Water and Sewer Utility Fund, providing for payments of $1,168 for 20 quarters commencing September 30, 1992 The cost of the automotive equipment at the inception of the lease was $20,654 with interest imputed thereon of $2,702, with an effective rate of S.1%. 11.915 88,030,963 Less Current Portion of Long -Tenn Debt 3,763,084 Long -Term Debi, Excluding Current Portion 84,267 879 Cash has been rested and reserves established in the Water and Sewer Revenue Bonds Debt Service Fund pursuant to the ordinances authorizing the four outstanding series of Water and Sewer Revenue Bonds. Amounts restricted are in compliance with the ordinances. Gas Utility. Fund Gas System Revenue Bonds, Series 1991, 5.6% to 6.5% Serial Bonds due in annual principal installments ranging from $4, 50,00D to $380,000 from .September 1, 1995 to September 1, 20D4; 6.5% Term Bonds in the principal amount of $2,325,000 maturing on September 1, 2009 and 6.5% Term Bonds in the principal amount of $2,455,000 maturing on September 1, 2013; interest is payable semiannually; net of unamortized discount of $158,616, collateralized by net revenues of the Gas Division. 7,521,382 31 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL. STATEMENTS SEPTEMBER 30 1994 Gas System Revenue Bonds, Series 1994A, 6.0% Serial Bonds due in annual principal installments ranging from $645,000 to $770,000 from September 1, 2017 to September 1, 2020; 6.0% Term Bonds in the principal amount of $1,715,000 maturing on September 1, 2016 and 6.1% Term Bonds in the principal amount of $3,575,000 maturing on September 1, 2024; interest is payable semiannually; collateralized by net revenues of the Gas Division. 8,110,000 Loan payable to the Water and Sewer Fund for the transfer of ownership of property from the Water and Sewer fund to the Gas Fund. Payment of the loan is to be interest free, in five equal installments beginning 9/30/93 and ending 9/30/97. 312,796 Obligations under lease purchase agreement, relating to purchase of vehicles and equipment, original principal amount of $187,217, payable over 5 years with an effective rate of 5.1 to 5.525 %, quarterly payments of $10,583. 106.922 16,051,100 Less Current Portion of Long -Teri Debt 299.315 Long -Term Debt, Excluding Current Portion 15.751.785 Cash has been restricted and reserves established in the Gas System Revenue Bonds Debt Service Fund pursuant to the ordinance authorizing the 5.6 - 6.5% Gas System Revenue Bonds. Amounts restricted are in compliance with the ordinance. Solid Waste litM( Fund Pool Loan Agreement with First Florida Governmental Financing Commission authorized by the City Commission on July 2, 1987 through adoption of Ordinance 4437.87; provides for repayment of principal in annual installments ranging from $70,000 to $W,00o from July 1, 1994 to July 1,1997; interest on installments ranges from 6.15% to 6.70% and is payable semiannually; City is further obligated to pay certain additional payments, including its proportionate share of the fees of the Commission as well as those of the Trustee and the Registrar and Paying Agent created pumuam to the terms of the Revenue Bonds issued by the Commission to provide the funds for making the pool loans, and in addition all fees and expenses of the Commgk,sion or 'Trustee that relate to this Loan Agreement; collateralized by non-ad valorem revenues or otr°ser legal;y available funds of the 04. Loan. was obtained to finance the construction of a facility to be used by the Solid Waste Division (also finances improvements to real property and acquisition of equipment unrelated to the Utility System); net of unamortixed discount and issue costs of $ 238.246 1,753. Capital improvement Revenue Bonds, Series 1984, 9.50%, final principal installment of $64,000 due on November 16, 1994; interest is payable quarterly; net of unamortizzed issue cast of $39 collateralized by an irrevocable lien upon guaranteed entitlement portion of state revenue sharing trustfunds, proceeds of local govemment half -cent sales tax and all investment income derived from investment of funds held under the authorizing ordinance; in addition, the bonds are collateralized by a subordinate lien on public service tax revenues. 63,961 32 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 3l) 1994 An interrial twenty year construction ban from the City's Central Insurance Fund for theconstructionofadmirfWative, container maintenance and truck wash facilities and a paved yard for use by all cost centers of the Solid Waste Fund. The loan provides for 20 annual payments of $82,474 together with interest at the cash -pool rate, due on September 30 of each year, commencing September 30, 1994. The cast of the construction to-date is $1,550,933, and is still in process of completion as of September 30, 1994. 1,567,000 Lease Purchase Agreement for the purchase of data processing equipment for the use by the operating division of the Solid Waste Utility Fund. The agreement provides for 20 quarterly payments of $1,055. The cost of the equipment at the limn of lease was $18,554 with interest imputed thereon of $2,539, with an effective rate of 5.1%. 10.761 1,879,968 Less Current Portion of Long -'Term Debt 225.175 Long -Term Debt, Excluding Current Portion 1,654.793 Certain assets on deposit with an escrow agent pursuant to the requirement to establish and maintain a Debt Service Account contained in the Loan Pool Agreement with the First Florida Governmental Financing Commission have been classified as restricted assess and a reserve has been established in the Solid Waste Utility Fund. Amounts restricted are in compliance with the ordinance and the Loan Pool RegjrolingU811i1y Fund An internal coffin loan from the City's Central Insurance Fund for the purchase of a baling system and the construction of a recycling processing building for use by all fifte cost centers of the Recycling Fund. The loan provides for annual interest payable on September 30 each year, commencing on September 30, 1994, at the rate, for funds actually borrowed as they are borrowed. Periodic principal payments on October 1 of various fiscal years as provided in the proforma financial statements starting October 1, 1995. The total cost of the baling system at the Inception of the loan totaled $129,836. The cost of constructing the processing building through September 30, 1994 is $127,604 and is still in process of completion. 269,936 Lease purchase agreements for the purchase of eight new recycling vehicles for use by the Residential Recycling cost center of the Recycling Fund. The agreements provide for 20 quarterly payments of $27,213 commencing September 30,1994. The Combined total cost of the vehicles at the inception of the leases was $466,020 with interest imputed thereon of $78,230, with effective interest rates of 6.4% and 6.8 0/6 respectively. 428.660 638,596 Less Current Portion of Long Term Debt Long-Term Debt, Excluding Current Portion 33 112.720 585.876 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 308 1994_ Toll Causeway and Brid4e 40.541 % of the Public Service Tax and Bridge Revenue Bonds, Series 1985. Bridge Revenues are pledged to collateralize this portion of the total bond issue, liability shown is net of unamortized discount and issue costs (Bridge Fund share only) totaling $50,150. 1,871,492 Lass Current Portion of Long -Term Debt 206.759 Long -Term Debt, Excluding Current Portion 1.664.733 Cash has been nesiricted and reserves established pursuant to the ordinance authorizing the Public Service Tax and Bridge Revenue Bonds, Series 1985. Amounts restricted are in compliance with the ordinance. Yacht Basin and Marina 5% Uncollat©ralized loan payable to the General Fund; $15,000 of the advance is scheduled for repayment during the following fiscal year. 45,324 Pursuant to a Master Lease Agreement, the City has entered into a Lease Purchase Agreement for the purchase of computer equipment for use by the operating division of the Yacht Basin and Marina Fund, providing for 20 quarterly payments of $1,401, commencing on June 1,1990; the cost of the equipment at the inception of the Lem Agreement was $23,555 with interest imputed thereon of $4,456, an effective rate of 7.345 %. Z726 Pool Loan Agreement with First Florida Governmental Financing Commission authorized by the City Commission on July 2, 19+87 through adoption of Ordinance 4437 -87; provides for repayment of principal in annual installments ranging from $40,000 to $50,000 from July 1, 1992 to July 1,1597; interest on installments ravages from 6.15% to 6.70% and is payable semiannually; City is further obligated to pay certain additional payments, including its proportionate share of the fees of the Commission as well as those of the Trustee and the Registrar and Paying Agent created pursuant to the terms of the Revenue Bonds issued by the Commission to provide the funds for malting the pool loans, and in addition all fees and expenses of the Commission or Trustee that relate to this Loan Agreement; collateralized by norm,W valorem revenues or other legally available funds of the City, Loan was obtained to finance the Seminole Boat Launch dredging and the renovation of the Marina Building (also finances improvements to real property and acquisition of equipment unrelated to the Marina Fund); net of unamortized discount and issue costs of $1,024. 138.976 187,026 Less Current Portion of Long Term Debt 62.726 Long-Term Debt, 5xcluding Current Portion 924 °3100 34 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30.1994 Parking System 9.1 - 9.5% Parking System Revenue Bonds, Series 1983, due in annual installments ranging from $80,000 to $110,000 plus semiannual interest, through January 1, 1998, net of unamortized discount and issue costs of $3,339 collateralized by net revenues of the Parking System. 376,661 26.394% of the Public Service Tax and Bridge Revenue Bonds, Series 1985, net of unamortized discount and issue costs (Parking Fund share only) of $25,675. 1.225.406 1,602,067 Less Current Portion of Long -Term Debt 214.610 Long -Term Debt, Excluding Current Portion 1,387,457 Cash has been restricted and reserves established pursuant to the ordinances audxxizing the 9.1% to 9.5% Parking Revenue Bonds and the Public Service Tax and BriOge Revenue Bonds. Amounts restricted are in compliance with the ordinances. Garame Pursuant to certain Master Lease Agreements, the City has entered into Lease Purchase Agreements for the purchase of automotive and other types of equipment for the use by the operating divisions of the City. These agreements provide for 20 q t?rV payments ranging in amount from $991 to $38,065. The cost of the equii at the inception of the leases was $6,110,652 with interest imputed thereon of $979,46Z the effective rates ranging from 4.7063% to 8.5997 %. 3,820,311 Pool Loan Agreement with First Florida Governmental Financing Commission authorized by the City Commission on July 2, 1987 through adoption of Ordinance 4437 -87; provides for repayment of principal in annual installments ranging from $575,000 to $650,000 from July 1, 1995 to July 1, 1997; interest on irmtaliments ranges from 6.15% to 6.70% and is payable semiannually; City is further obligated to pay certain additional payments, including its proportionate share of the fees of the Commission as well as those of the Trustee and the Registrar and Paying Agent created pursuant to the terms of the Revenue Bonds issued by the Commission to provide the funds for making the pool loans, and in addition all fees and expenses of the Commission or Trustee that relate to this Loan Agreement; collateralized by. read valorem revenues or other legally available funds of the City. Loan was obtained to finance the construction of a radio communications system for use by all City,Departments, including two radio towers, satellite and microwave receivers, and radios (also finances improvements to real property and acquisition of equipment unrelated to the Garage f=und); net of unamortized discount and issue costs of $14,217. 1,820.783 5,641,094 Less Current Portion of Long -Term Debt 1,872,723 Long -Term Debt, Excluding Current Portion 3,768,371 35 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30,1994 Administrative Services Pursuant to certain Master Lease Agreements, the City has entered into Lease Purchase Agreements for the purchase of automotive and other types of equipment for the use by the operating divisions of the Administrative Services Fund. One of these agreements provides for 84 monthly payments ranging in amount from $10,283 to $14,588. Nine of these agreements provide for either 20 or 28 quarterly payments ranging in amount from $1,618 to $25,925. The cost of the equipment at the inception of the leases was $1,607,019 with interest imputed thereon of $447,219, the effective rates ranging from 5.03% to 8.9%. 403,3W Less Current Portion of Long -Term Debt 269.223 Long -Teem Debi, Excluding Current Portion 134.1.33 Cenral Services Pursuant to certain Master Lease Agreements, the City has entered into a Lease Purchase Agreement for the purchase of computer equipment for use by the operating divisions of the General Services Fund. The agreement provides for 20 quarterly payments in the amount of $1,449. The cost of the equipment at the Inception of the lease was $24,160 with interest imputed thereon of $4,812 the effective rate of 7.S58 %. 5,531 Less Current Portion of Long -Term Debt 5.531 Long -Term Debt, Excluding Current Portion 0 Central Insurance Pursuant to a blaster Lease Agreement, the City has entered into a Lease Purchase Agreement for the purchase of equipment for use by the Central Insurance Fund (also finances the acquisition of equipment unrelated to the Central Insurance Fund), providing for 20 quarterly payments of $1,113 commencing June 30, 1990; the cost of the equipment at the inception of the Lease Agreement was $18,711 with interest imputed thereon of $s,s4o, an effective rate of 7.345 %. 2,165 Less Current Portion of Long -Term Debt 2. i 6s Long -Term Debt, Excluding Current Portion 0 TOTAL PROPRIETARY FUNDS - LONG -TERM DEBT, EXCLUDING CURRENT PORTION 109.3'9.327 TOTAL LONG -TERM DEBT, ALL FUNDS EXCLUDING CURRENT PORTION FOR PROPRIETARY FUNDS 9,21.7a_559 The official statements and commission resolutions authorizing the issuance of the revenue bonds described above contain certain restrictive covenants. The City has covenanted that, on a monthly basis, it evill deposit specified amounts derived from specific revenue sources into accounts and funds established by the resolutions. The deposits into these accounts and funds are used to repay principal and interest coming due on the bonds and to provide sinking funds established for the purpose of retiring term bonds due in future years. Certain of the covenants also require maintenance of specked coverage ratios. The City is in compliance with bond covenants. 36 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 Nate (2F) Advance Refunding of Bonds In prior fiscal years, the City entered into various advance refunding transactions related to certain of its bonded debt A portion of the proceeds of the refunding bond issues was placed in trust and used to purchase securities of the United States Government and related agencies at various interest rates and maturities sufficient to meet all debt service requirements of the refunded debt, of which $106,417,145 was outstanding at September 30,1994, all of which relate to enterprise funds. These assets are administered by trustees and are restricted to use for retirement of the refunded debt. The liability for the refunded bonds and the related securities and escrow accounts are not included in the accompanying financial statements as the City defeased its obligation for payment of the refunded bonded debt upon completion of the refunding transactions. Bond issues which have been refunded and are payable from escrow accounts are: $417145 Mote (243) Sinking Fund for Term Bond Maturities Public Service Tax And Bridoe Revenue Bonds On August 27,1WS, sinking funds for the 1977 Utilities Tax and Bridge Revenue Bonds and for the 1977 Utilities Tax Bonds were liquidated with the proceeds being placed into escrow as part of an advance refunding of both of these issues. These amounts, plus $4,149,699 from the 1985 Public Service Tax and Bridge Revenue Bonds were used to purchase United States Government Securities which will mature in s ffk�ent amounts to make all required principal and interest payments on both 1977 issues. Under ag ermarwa dated November 1, 1977 and amended March 14, 1978, the City exercised an option obligating it to purchase securities from Barnett Bank through December 1, 1987 for both of the original 1977 sinking funds. As part of the refunding plan, all securities purchased subsequent to the refunding date became part of the sinking fund for the tern maturity of the 1985 bonds. As of September 34, 1994, securities totaling $1,090,391 (at arnortized cost, market value $1,118,737) were being held by Barnett Bank for this purpose. All securities will mature May 5, 2005 and will be applied toward the final payment on the 1985 bonds due on December 1, 2005. 37 Amount Outstanding at September 30, 1994 Water and Sewer Revenue Bond, Series 1988B $ 20,657,145 Water and Sewer Revenue Bond, Series 1988A 26,635,000 Utility Revenue Certificates, 1975 5,275,000 Utility Revenue Certificates, 1972 4,750,000 Special Obligation Bonds, Series 1978A 2,145,000 Utility Revenue Bonds, Series 1978 23,560,000 Water and Sewer Revenue Bonds, Series 1987 16,430,000 Water and Sewer Revenue Bonds, Series 1984 (partial refunding) 2,265,000 Utilitiss Tax and Bridge Revenue Bonds, Series 1977 2,320,000 Utilities Tax Bonds, Series 1977 2.380.000 $417145 Mote (243) Sinking Fund for Term Bond Maturities Public Service Tax And Bridoe Revenue Bonds On August 27,1WS, sinking funds for the 1977 Utilities Tax and Bridge Revenue Bonds and for the 1977 Utilities Tax Bonds were liquidated with the proceeds being placed into escrow as part of an advance refunding of both of these issues. These amounts, plus $4,149,699 from the 1985 Public Service Tax and Bridge Revenue Bonds were used to purchase United States Government Securities which will mature in s ffk�ent amounts to make all required principal and interest payments on both 1977 issues. Under ag ermarwa dated November 1, 1977 and amended March 14, 1978, the City exercised an option obligating it to purchase securities from Barnett Bank through December 1, 1987 for both of the original 1977 sinking funds. As part of the refunding plan, all securities purchased subsequent to the refunding date became part of the sinking fund for the tern maturity of the 1985 bonds. As of September 34, 1994, securities totaling $1,090,391 (at arnortized cost, market value $1,118,737) were being held by Barnett Bank for this purpose. All securities will mature May 5, 2005 and will be applied toward the final payment on the 1985 bonds due on December 1, 2005. 37 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 Note (2H) Long -Tenn Debt, DeM Service Funds Debt Service Reserves - General Long -Term Debt The reserves have been established in compliance with the ordinances authorizing the debt and are equal to the amounts required by the ordinances. Reserves established to provide for the next succeeding maturities of principal and interest are as follows: Principal Interest General Obligation Bonds: 1978 Issue $ 71,250 $ 7,779 Indebtedness of the Community Redevelopment Agency (includes Tax Increment and Lease Revenue Bonds, Series 1986 and Tax Increment Revenue Bonds, Series 1987) 140,000 173,020 Public Service Tax and Bridge Revenue Bonds, (thm represents 33.065% of the total issue - 940.526 45.173 see Note (2F)) 1776 A sinking fund reserve has been established to provide for term maturity of the Public Service Tax and Bridge Revenue Bonds. The General Lang -Term Debt portion of this reserve, based on the original allocation of bond proceeds, is $240,449 as of September 30, 1994. A contingency reserve has been established pursuant to the authorizing bond ordinance to meet principal and interest requirements for the Public Service Tax and Bridge Revenue Bonds should other resources be unavailable. The General Long -Term Debt portion of this reserve is $183,145 as of September 30, 1994. A contingency reserve has been established pursuant to the authorizing bond resolution to meet principal and interest requirements of the Tax Increment Revenue Bonds, Series 1987 should other resources be unavailable. The reserve balance at September 30, 1994 is $550,096, which exceeds the maximum required balance of $116,700 required by the authorizing resolution. A Debt Service Reserve Account has also been established pursuant to the Loan Pool Agreement with First Florida Governmental Financing Commission to pay the City's proportionate share of the principal and Interest requiirements of the underlying revenue bonds should an insuffkc envy of funds exist due to the City's faUure to make a loan repayment in the flail amount or because of an event of default under the i nm per Ago , °nt. Ttte -.-n —gal Long -Teri„ Debt rasa -va balaa x* att S2►e, -,1ber 30, 1994 is $45,W9, wNch represents of 6.65; the total required reserve accourc The remaining balance of the required reserve (93.4% of the total) is reflected in the Garage and Solid Waste Utility Funds. N019 (3) Restricted Assets, Piroprieury Funds Nolte (3A) Water and Sewer Utility Fund Assets in the Water and Sewer Utility Fund restricted for construction consist of the following: proceeds of Utility Revenue Bonds, 1978 Series, and Water and Sewer Revenue Bonds, 1987,198M and 19888 Series, the use of which is restricted to construction of water and sewer improvements authorized by the relevant ordinances; assets remaining at September 30, 1994 are: Equity in Pooled Cash and Investments 38 5,216,115 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 � Water Improvement charges, the use of which is restricted by the ordinance $1,376,000 authorizing the collection of such charges to the coratruction of additions and 458,347 improvements to the water system; assets remaining at September 30, 1994 are: 16,295 Equity in Pooled Cash and Investments 458,173 Due from Other Funds 216,799 Sewer Improvement charges, the use of which is restricted by the ordinance authorizing the collection of such charges to the construction of additions and 6.207,582 improvements to the sewer system; assets remaining at September 30, 1994 are: $8,358,624 Equity in Pooled Cash and Investments 1,347,852 Due from Other Funds 690,731 Proceeds of the Local Option Sales Tax designated as °Penny for Pinellas", which is restricted by voter referendum and the terms of the intertocal agreements between Pinellas County and the municipalities receiving the tax to the construction of specific inftwh rcture capital improvements; assets remaining at September 30, 1994 are: Due from Other Funds 124,847 Assets of the Water and Sewer Utility Fund restricted under the provisions of the ordinance authorizing the issuance of revenue bonds consisted of the following at September 30, 1994: Water and Sewer Revenue Bonds Equity in Pooled Cash and Investments $ 9,137,449 Investments (U.S. Government Securities) 5,075,936 Accrued Interest Receivable on Investments 143,055 Renawuais and Replacements: Equity in Pooled Cash and Investments 2,644,515 Due from Other Funds 2.465.366 $19,466.321 Assets of the Water and Sewer Utility Fund representing Customers' Deposits and therefore restricted, anmrited to $1,811,031 at September 30, 1994, consisting entirely of Equity in Pooled Cash and Investments. Haft (3B) Gas Utility Fund Assets of the Gas Utility Fund restricted under the provWons of the ordinance authorizing the issuance of revenue bonds consisted of the followring at September 30, 1994: Gas Svstem Revenue Bonds Equity in Pooled Cash and Investments $1,376,000 investments (U.S. G,ovemment Securities) 458,347 Interest Receivable 16,295 Renewals and Replacements: Investments (U.S. Government Securities) 300,000 Construction: Equity in Pooled Cash and Investments 6.207,582 $8,358,624 39 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30.1994 Assets of the Gas Utility Fund representing Customers' Deposits and therefore restricted, amounted to $718,851 at September 30, 1994, consisting entirely of Equity in Pooled Cash and Investments. Note (3C) Solid Waste Utility Fund Restricted assets in the Solid Waste Utility Fund designated for construction consist of the following: Assets of the Solid Waste Utility Fund restricted under the provisions of the Loan Pool Agreement with the First Florida Governmental Financing Commission consisted of the following at September 30,1994: Loan Pool Agreement Debt Service: Immstments Held by Escrow Agent (Primarily Alachua ,800 County, Florida Revenue Bonds) 736 Accrued Interest Receivable on investments Assets of the Solid Waste Utility Fund representing customer deposits, and therefore restricted, amounted to $442,(175 at September 30, 1994, and consisted entirely of Equity in Pooled Cash and Investments. Note (31)) Stormwater Utility Fund Restricted assets contributed to the Stornwater Utility Fund by the Special Development Fund consist of the following: Drainage Impact Fees restricted by City Code Section 43.24 to increasing the capacity of the City's drainage system; assets remaining at September 30, 1994 are: Due from Other Funds $ 16,005 Proceeds of the Local Option Sales Tax designated as 'Penny for Pinellas', which is restricted by voter referendum and the terms of interlocat agreements between Pinellas County and the municipalities receiving the tax to the construction of specific in re capital improvements; assets remaining at September 30, 1994 are: Due from Other Funds 2,850,669 Development impact Fees restricted by City Code Section 183.03 to the construction of roads, public transit facilities and storm drainage in the City; assets remaining at September 30, 1954 are: Due from Other Funds 305.693 172 267 Note (3E) Toll Causeway and Bridge Fund Assets of the Toll Causeway and Bridge Fund restricted under the provisions of the ordinances authorizing the issuance of revenue bonds consisted of the following at September 30, 1994: Debt service: $ 992,692 Equity in Pooled Cash and Investments 662,142 Investments (U.S. Government securities) 17.447 Accrued interest Receivable on Investments IL E2 281 40 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL. STATEMENTS .� . SEP SIR 30. 1994 Note j3n Yacht In and Marina Assets of the Yacht Sa$ln and Mauirta, restricted under the provisions of the Loan Pool Agreement with First Florida dovemntentai Financing Commission consisted of the following at September 30, 1994: Lt:art �t?ol Astneg� Debt Service,' Investments Hold by EWOW Agent (Primarity Alachua County, Florida Revenue Bonds) $40,359 Accrued Interest ReCeivmble on Investments 437 L1267-96 Notes (30) Parking System Assets in the Parking System restricted under the provisions of the ordinances authorizing the issuance of revenue bonds consisted of the following at September 30, 1994: P -o�dS Debt Service: Equity in Pooled Gush and investments $ 327,837 Renewals and Replacements: Equity In Pooled Cash and Investments 135,035 ,tic Service Tax and Bridge Revenue Bonds Debt Service, Equity in Pooled Cash and Investments 351,633 Ir rt►ents (U.S. Government Securities) 267,799 Accrued Interest Receivable an Investments 8•933 1 111 237 Note (3H) Pier 80 Faand Rearicied assets contributed to the Pier 60 Fund by the Special Development Fund consist of the foing: Proceeds of the Loral Option Sales lax designated as •Penny for Pinellas', which is restricted by voter relearwWljm said the terms of Interlocal agreements between Pinellas county and the municipalities riving this tarot to the construction of specific Infrastructure capital improvements; assets remaining at September 30, 1 W are: Due from Other Funds t5o113 (30 HafborvieW Center Fund Restricied awAa contributed to the Harborvlew Center Fund consist of: Corttributbns by the Special Development Fund Include proceeds of the Local Option :vales Taal designated as 'Penny for Pinellas, Which Is restricted by voter referendum and the terms of Interlocai agreements been Pinellas Courvty and the municipalities receiving the tax to than construction of specific Infrastructure capital Improvements; assets remaining at September $0, 1904 are: Due from Other Funds 41 1=6316 $ 176,634 CITY OF Cl EA FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 1994 _ Contributions by the Special Development Fund include proceeds restricted by City Commission policy to be used for the renovation of a former department store building, assets remaining at September 30, 1994 are: Due from Other Funds 723,600 Contributions by the Community RedeuelopmentAgency include proceeds restricted by a 198104 Commission Resolution. Proceeds to be used for the renovation of a former department store building, assets remaining at September 30, 1994 are: Due from Other Funds 150.000 $1.050.234 Note (3J) Garage Fund Assets of the Garage Fund restricted under the provisions of the Loan Pool Agreement with the First Florida Governments] Financing commission consisted of the following at September 30, 1994: Loan Pool Agreement Debt Service: Investments Held by Escrow Agency (Primarily Alachua County, Florida Revenue Bonds) $ 525,350 Accrued Interest Receivable on Investments 5.743 531 093 Note (3K) Current Liabilities Payable from Restricted Assets As of September 30,1994 with comparative figures for 1993, the current liabilities payable from restricted assets of the Enterprise Funds were as follows: September 30. 1994 September 30. 1993 Accounts Payable $ 24,835 $ Construction Contracts Payable 555,979 543,014 Accrued Interest Payable 1,374,275 1,710,467 Current Portion of Long Term Debt (Revenue Bonds) 3,636,307 2,642,198 Customer Deposits 9� 71.957 2.G67.041 $ 562 720 Nate (4) Retirement Conunitttaents Note (4,) Defined Sene ft Pension Plans The City contributestotwo single - employer, self - administered pension plans covering approximately three - fourft of all City employees. The Employees' Pension Plan covers all permanent, full -time City employees who successfully pass the required physical examination, except for firemen employed prior to July 1, 1963, and certain nonclassified (primarily managerial) employees. The Firemen's Relief and pension Plan covers all firemen hired prior to July 1, 1963, who otherwise met eligibility requirements. The Employees' Pension Plan is authorized by and operates under the provisions of Chapter 26, Article III, Sections 26.30 through 26.49 of the Municipal Code of the City of Clearwater. Plan provisions have been duty approved as required by the voters in referendums, the most recent of which was held on November 8, INS. The normal retirement benefit is a monthly benefit equal to 24/2% of average monthly compensation for the final 5 years of service multiplied by the number of years of service to date of retirement. The minimum benefit under the plan is $300 per month. Eligibility for normal retirement occurs upon completion of at least 20 years of service and the attainment of age 55 or completion of 30 years of service for employees engaged in non- hazardous duty. For those engaged in hazardous duty, eligibility occurs upon completion of 20 years of service. The monthly benefits are payable for the life of 42 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 the participant and continue, after the participant's death, to be paid at the same amount for 5 years to eligible surviving beneficiaries; after 5 years, the survivor annuity is reduced to 50% of the original amount The plan also provides for disability and death benefits, vesting after completion of 10 years of service and the refund of employee contributions in case of a non - vested termination. There is no provision for post retirement adjustments of benefits. Covered employees contribute 6% of their compensation. It is the qty's obligation to provide a sufficient additional contribution to maintain the actuarial soundness of the fund but, in any everrL not less than the amount contributed by the participating employees. There are no other contributors to the plan. The Firemen's Relief and Pension Plan is authorized and operated under the provisions of Subpart B, Article I (Laws of Florida, Chapter 3065% 1955 and amendments), Sections 1 through 27 of the municipal Chaster and Related Law of the City of Clearwater and Chapter 26, Article lid, Sections 26.50 through 26.52 of the Municipal Code of the City of Clearwater. The normal retirement benefit is a monthly benefit in the amount of 50% of ilia prevailing wage at the date of retirement of the lowest rank held by the participant daring the three years immediately preceding retirement plus 2% of such prevailing wage for each year of service in excess of 20 years up to a maximum of 60%. Participants retiring at the age of 65 years are entitled to a benefit of 60% of the prevailing wage of the lowest rank held by the participant during the three years immediately preceding retirement. The ending rate of pay specified above may not exceed the highest rate of pay for the rank of Captain. Eligibility for normal retirement occurs upon completion of 20 years of service or attainment of age 65. The monthly benefits are payable for the life of the participant and continue, after the participart's death, to be paid to certain eligible surviving beneficiaries at an amount that is one -half of the amount received by the participant. Benefits are also provided for children of the deceased participant who are under 18 years of age subject to certain limitations as to amount The plan also provides for disability and death benefits and for vesting upon completion of at Beast 12 years of service. The plan provides for post retirement cost of living increases equal to the increase in the prevailing wage for the rank at which the participant retired with a limitation for those refiring on or after January 1. 1972 of 100% of the initial pension benefit for total cost of living increases. Participating employees are required to contribute 6% of their salaries up to the equivalent of the salary of a fireman holding the rank of Captain. The City is required to contribute a sufficient additional amount to maintain the actuarial soundness of the plan for a period of 35 years commencing January 1, 1972; this; contribution is based upon, but not limited to, the amount that a levy of 6/10 of one mill of ad valorem tax would produce assuming assessed values of taxable property equal to the values of January 1, 1972 As of the date of the most recent actuarial valuations, January 1, 1994, the current membership of the plans is as follows: Employees' Firemen's Relief Pension Fund and Pension Fund Retirees and Beneficiaries Currently Receiving Benefits 355 53 Terminated Employees Entitled to Benefits But Not Yet Receiving Them 7 Active Employees: Fully Vested 598 1 Nonvested 720 Total Plumber of Participants 11680 For the fiscal year ended September 30,1994, the covered payroll for the Employees' Pension Fund and the Firemen's Relief and Pension Fund is $43,258,952 and $42,835 respectively; the City's total payroll for the same period is $50,730,188. 43 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 Each pension fund is accounted for as a pension twist fund; therefore each is accounted for in substargally the same manner as proprietary funds with a'Capital maintenance' measurement focus and Of the accrual basis of accounting. Fund assets, primarily investmrerts, are valued at cost a tae��se of curtain credit instrumants, at cost adjusted for the amortization of premium or the of mount for balance sheet purposes. Gains and losses on sales and exchanges of accumulation securities are recognized on the transaction date. As of September 30, 1994, neither the Employees' Pension Fund nor the Firemen's Relief and Pension fund held investmefIft (fir than U.S. C-overnmert or U.S. Government guaranteed obligations) in any one organkabort comprising 5% or more of the net assets available for benefits. As of September 30, 1994, neither pension fund had investment type or similar relationships with any related party, including officers and employees of the Pension Plan, the sponsoring City of Clearwater, and organizations included in the reporting entity. In accordance with the requirements of Governmental Accounting Standards Board Statement No. S. the most recent actuarial valuations as of January 1, 1994, utilize the actuarial present value of credited propscted benefits in determining the pension benefit obligation at that date. This represents a stamkvdized disclosure measure of the present value of pension benefits which takes into account the effects of projected future salary increases and any step -rate benefits that result from employee service to date. This measure is intended to assist in the assessment, on a going concern basis, of the funding staff of the pension plan, including an indication of the progress being made in accumulating sufficient assets to pay benefits as they become due; it also facilitates making comparisons among employers. This measure is not required to be utilized in determining the contributions to fund the pension plan. S assumptions utilized in the actuarial valuations as of January 1, 1994, in the determination of the pension benefit obligation are as follows. Emg_lovees' Pensioon Fund (1) Assumed rate of return on investments of 7% per annum. (2) Projected salary increase at a rate of 5% per year, including both cost-of-living adjustments of 3% and merit or seniority increases at 2%. (3) Mortality based on the 1983 Group Annuity Mortality Table for Males with female ages set back 6 years. (4) Pre - retirement withdrawals assumed to occur in accordance with standard scales of moderate turnover rates (Scale 255) for males and heavy turnover rates (Scale 355) for femates. (5) Pre - retirement incidence of disability assumed to occur in accordance ea assumed s le of moderate disability rates (Class 1, 1952 Inter- Company); twice that for males. 44 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30. 1994 Firemen's Relief and Pension Fund (1) Assumed rate of return on investments of 6.5% compounded annually for both pre- and post- (2) Assumed salaries grow at annually compounded rate of 4% related to cost -of- living adjustments only. (3) Mortality based on the 1983 Group Annuity Mortality Table for both active and retired participant; assumed disabled participants will experience mortality according to PBGC Tables 3 and 4 for males and females, respectively. (4) Assumed no withdrawals will occur. (5) Assumed probability of an active participant becoming disabled is zero. (6) Assumed value of one mill of ad valorem talc will increase at rate of 5% per year. As of January 1, 1994, the pension benefit obligation based on the actuarial valuations is as follows: There were no changes in either benefit provisions or in actuarial assumptions affecting the actuarial valuations as of January 1, 1994 of either the Employees' Pension Fund or the f=iremen's Relief and Pension Fund. 45 Employees' Firemen's Relief Pension Fund and Pension Fund Totals Retirees and Beneficiaries Currently Receiving Benefits $ 52,326,236 $11,601,164 $ 63,927,400 Taminated Employees Entity to Benefits But Not Yet Receiving Them 556,901 556,901 Current Employees: Accumulated Employee Contributions 24,350,931 36,56;1 24,387,494 Employer- Financed Vested 75,668,036 387,660 76,055,696 Employer- Financed Nonvested 98.192.789 18.192.789 Total Pension Benefit Obligation _171,094,893 121025,387 183.120.280 Not Assets Available for Benefits as of January 1, 1994 at Gost Or Accreted Cost 188.636.035 P-914.603 191.550,638 Unfunded (Assets in Excess of) Pension Benefit Obligation 17.';416142 JILI 0784 LIL430,,35S Net Assets Available for Benefits as of ,January 1, 1994 at Market Value $216,738, 770 3 252 665 19.991.435 There were no changes in either benefit provisions or in actuarial assumptions affecting the actuarial valuations as of January 1, 1994 of either the Employees' Pension Fund or the f=iremen's Relief and Pension Fund. 45 CiTY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 it is the City's policy to fund pension costs accrued as determined on an actuarial basis. Required Contributions for the Employees' pension Fund are calculated using the Entry Age Normal with Frozen Initial Liability method. The initial unfunded actuarial accrued liability determined at July 1, 1963 is being amortized over a 40 -year period; changes made in 1979 and subsequent years which have had the effect of either increasing or decreasing the actuarial Lability are being amortized over a 3t? -year period from their effective dates in accordance with State law. Required contributions to the Firemen's Relief and Pension Fund are lased on a variation of the aggregate actuarial cost method, underwhich the unfunded portion of the present value of the projected benefits is allocated over the present value of a 6.0% per year irxrg annuity for the remaining years in the 35 -year funding period which begin January 1, 1972, pursuant to an agreement between the City and the Plan participants. For this purpose, the unfunded actuarial liability is determined after consideration of the available assets at the valuation date. The increasing faced schedule produced by this method was established in 1988 and will be modified in the future only to the extent that a current valuation indicates a higher required cost level, or if the resulting cost level exceeds 60% of a mill in a current year. The signiF:cani actuarial assumptions that are used in computing actuarially determined contribution requirements are the same as those used in computing the pension benefit obligation. The actuarially determined contribution requirements for the City's fiscal year ended September 30, 19", are based on actuarial valuations as of January 1, 1993. Since the City's contributions are made during its fiscal year, which commences nine months after the date of the actuarial valuations, the City, with approval of State regulatory authorities, is following the practice of adding interest to its required contributions at the assumed rate of return on investments for a period of one year in the case of the Employees' pension fund and for nine months in the ease of the Firemen's Relief and Pension fund. Information relative to contributions is as follows: Employees' Firemen's Relief Pension Fund _ and Pension Fund % of Current % of Current Year Covered Year Covered Payroll_ Amount Payroll Amount Required Contributions per Acivarial Valuation of January 1, 1993: Amount to Cover Normal Cost (Includes) Estimated Expenses Which Are Paid from Pension Fund) 8.27% $3,576,038 1,751.48% $750,248 Amount to Amortize Unfunded Frozen N/A Initial Liability 2 52% 1,089,828 interest Adjustment to Compensate for Payments during Fiscal Year Beginning October 1, 1993 0.32% i1 _ 85.39% 36.575 i 1�, 9 % 8 &33 1.836.87% 7 Actual Contributions during F.Y.E. September 30, 1994: Employer's Contributions Including Interest Adjustment 6.67% $2,883,630 1,836.87% $786,823 Employees' Contributions 6.00% 2,598,580 6.000% 2,570 State Insurance Premium Tax 12.67% 4$ g 5 2 210 5.84% 1} 848 71 °k 2'500 974 865 6. 46 CITY OF CLEARWAT'ER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 Certain Utree -year historical trend information is required to be disclosed by Governmental Accounting Standards Board Statement No. S. Employees' Firemen's Relief Pension Fund and Pension Fund Net Assets Available for Benefits Expressed as a Pewantage of the Pension Benefit Obligation as cf. January 1, 1992 105.13% 24.73% January 1, 199:3 106.83% 23.30% January 1, 1994 110.25% 24.24% Unfunded (Assets in Excess of) Pension Benefit Obligation Expressed as a Percentage of Annual Covered Payroll as of: January 1, 1992 (19.78)% 23,502.98% January 1, 19M (27.84)% 22,740.83% January 1, 1994 (45.31)% 21,732.70% For the three most recent fiscal years, Employer Contributions, which have been made in accordance with actuarially determined requirements, represent the fonowing percentages of Annual Covered Payroll: Fiscal Year Ended Saotenrber 30 1992. 9.11% 1,606.05% 9993 8.03% 1,729.25% 1994 6.67% 1,836.87% Gayern ar Ac m- sr" stnand9vds S ^omd Statement No. 5 r squires the presentation, as supplementary information, of certain 10 -year historical trend information. Since the required standardized measure of the pension benefit obligation was not determined prior to the actuarial valuation as of January 1, 1988, the historical trend data that is dependent upon the amount of the pension benefit obligation is presented for only seven years. The prescribed disclosures relating to revenues by source and expenses by type are presented for the most recent ten years. These disclosures are presented on pages 118 -120 of the City's Compreheftsive Annual Financial Report. Wait (48) Police Supplemental Pension Funs! A supplemental defined contribution pension plan exists for all eligible policemen which is funded by earmarked revenues received from the State, These revenues, which comprise the plan contributions of $558,897 in the year ended September 30,1994, are obtained from an eighty -fire one hundredths of one percent (.86)% excise tax on the gross receipts from premiums collected on casually insurance policies covering property within the City's corporate limits, The contributions represent 6.60% of current year covered payroll. 47 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEIVIn 30 1994 The police Supplemental Pension Fund is authorized by and operates under the provisions Of Chapter 26, Article v, Sections 26.65 and 26.7o through 26.78 of the Municipal Code Of the City of Clearwater and Chapter 185 of Florida Statutes. Under the plan provisions, the total monies received during each fiscal year, after payment or pmvision for all costs and expenses of management and operation of the plan, are allocated to participants on the basis of the total number of shares to which each participant is entitled Each participant at the Close of the Beal Year. is entitled to one share or a fractional share in the fund for each full year or a portion of a year of service as a police officer of the City, with fractional shares being determined by the number of days of service in each calendar year, assuming a 365 -day Year. Alt police officers as defined in Section 26.70(g) of the Code of Ordinances of the City of Clearwater who are elected, appointed, or employed fulWme by the City are eligible to participate in the plan. There are no employee contributions to the supplemental plan. Benefits are fully vested for a lump sum distribution after twenty years from the date of hire, with provision for partial vesting after ten or more years under the plan. Accumulated benefits are payable in full in case of death while employed by the City or in case of total and permanent pob•related disability. Non - vested participants' account values upon termination of employment during any fiscal year are added to the monies received during that fiscal year for allocation to the remaining participants in the plan. For the fiscal year ended September 30, 1994, the covered payroll is $9,983,748; the City's total payroll for the same period is $50,730,188. During this period, there were no changes in plan provisions. As of September 30, 1994, the pension fund had no investment type or similar relationships with any related party including officers and employees of the Pension Plan, the sponsoring City of Clearwater and organizations included in the reporting entity. Since the entitlement to bereft is based entirely upon the allocation of monies received by the plan to the participants' share accounts, there is no actuarial liability on the part of either the State or the City. Nom (4C)1'beeMW9 Supplemental Pension Fund A super defined contribution plan exists for all eligible firemen, which is funded by earmarked revenues received from the State. These revenues, which comprise the plan contributions, amounted to $390,542 in the year ended September 30, 1994, and are obtained from a one and eighty-five one hundredths percent (1.ss%) excise tax on the gross receipts from premiums collected on property insurance porwies covering property within the City's corporate limits. The contributions represent 5.87% of current year covered payroll. As the plan is described as a money purchase pension plan whereby contributions ar allocaeted based on the number of days worked during the fiscal year ended September 30, and interest earnings allocated based on the beginning balances in each participant's account, there is no actuarial liability on the part of the $fate or City. The investments of the Pension Fund are managed by the NationsBank Trust Department. The Firemen's Supplemental Pension Fund is authorized by and operates under the provisions of Chapter 26, Article IV, Sections 26.53 through 26.62 of the Municipal Code of the City of Clearwater and Chapter 175 of Florida Stattft -- Eligibility requires two years of credited calendar year service as a firefighter with c oncurrerit participation in the Employees' Pension Plan. There is no employee contribution to the supplemental plan, and benefits are vested for a lump sum distribution at ten years unless there is early retirement, disabllity or death, pion- vested participants' account values upon termination of employment are reallocated among the remaining participants. 48 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 For the fiscal year ended September 30, 1994, the covered payroll is $6,655,107 the City's total payroll for the same period is $50,730,188. During this period, there were no changes in plan provisions. As of September 30, 1994, the pension fund had no investment type or similar relationships with arty related party, includ'ng officers and employees of the Pension Plan, the sponsoring City of Clearwater and organ¢ations included in the reporting entity. Norte (413) D31ferred Cornpensaftn Fund The City offers its employees a deferred compensation plan'created in accordance with Internal Revenue Code Section 457. The plan, available to all City employees, permits them to defer a portion of their salary until future years. The deferred compensation is not available to employees until termination, retirement, death, or unforeseeable emergency. Ali amounts of compensation deferred under the plan, all property and rights purchased with those amounts, and all income attributable to those amounts, property, or rights are (until paid or made available to the employee or other beneficiary) solely the property and rights of the City (without being restricted to the provisions of benefits under the plan), subject only to the claims of the City's general creditors. Participants' rights under the plan are equal to those of general creditors of the City in an amount equal to the fair market value of the deferred account for each participant It is the City's opinion that it has no liability for losses under the plan, but does have the duty of due care that would be required of an ordinary prudent investor. The City believes that it is unlikely that it will use the assets to satisfy the claims of general creditors in the future. In accordance with the requirements of GASES Statement No. 2, the operations of the plan are accounted for in an Agency Fund in the accompanying financial statements, with the invested assets being reflected theism at market value. Note (4E) Post Rstlrement Benefff.e The City prav kIes no material post retirement benefits to retired employees or to'their beneficiaries other than those described in preceding Notes (4A) through (41)). Note (5) Fhced Assets General Fixed Assets: A summary of changes in General Foxed Assets follows: Balance Balance Oct 1, 1993 Additions Deletions Sept. 30, 1994 Land $31,036,914 $ 2,735,118 $ 1,924,22;3 $ 31,847,809 Buildings 15,447,625 703,712 16,151,337 improvements Other Than Buildings 33,904,632 3,448,757 2,000 37,351,389 Equipment 19,023,415 1,344,911 111,726 20,256,600 Constructilon in Progress 1.066,206 961„ 648 1.066.206 961.642 iDd 478.392 �3 1L14155 $106.S6�S Ti7 49 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 Donated Land: land accounted for in the General Fisted Assets Account Group includes a number of parcels that have been donated to the City. With respect to certain parcels, the instrument conveying title to the City contains restrictions as to the purpose for which the land may be used by the City, with the provision that title shall revert to the donor of such restrictions are not followed. Land subject to such restrictions is carried at estimated fair market value in the hands of the donor immediately prior to the donation, therefore, the valuation used does not reflect the impact the restrictions as to use might have on the fair market value of such land in the ownership of the City. Proprietary Funds: A summary of cost and accumulated depreciation of fixed assets at September 30,1994 of the Proprietary Funds follows: Estimated internal Useful Life En Mery se Service (Years) Land $ 7,714,276 $ 680,197 Buildings 6,000,035 2,918,975 10-40 improvements Other Than Buildings 228,766,606 442,249 5-50 Machinary and Equipment 8,037,376 26,496,103 1-33 Cordon in Progress 13,3.83.806 179.212 263,902,1)99 30,716,736 Less Accumulated Depreciation 63.771.933 19.339.311 Net $ 2000 11 377 425 ContribtAed peanft. As of September 30, 1994, water lines having an estimated rust of $4,244,548, sanitary sewer lines having an estimated cost of $7,204, 465, and storm sewers having an estimated cost of $3,832,365 are reiected in the balances of the proprietary fixed assets. Assets Recorded Under Capdtal Leases: Assets recorded under capital leases and the accumulated depredation thereon (for proprietary fund assets) have been included under the appropriate categories in the summaries and schedules presented previously in this note in combination with similar information for owned assets. Note (6) Pro"Fty Tax" property tax revenue is recognized in the fiscal year for which the tars are levied provided the availability test is met, in conformance with NCGA Interpretation #3. Property taxes for the fallowing fiscal year are levW by commission action in September of each year. This levy is apportioned to property owners based on the previous.fanuary i values. T °..:hips are mailed cut on or ,^ , Noverrtar 1, a,-A the collection period runs from November 1 through March 31, resulting in almost 99% of the taxes being coliec.ted in the fiscal year for which they are Wed. On April 1 unpaid property taxes become delinquent and become a lien. Tax certificates are sold in June for real property with delinquent taxes. Since taxes are not collected prior to November 1, the City does not record deferred tax revenue for advance coliec4inns. Uncollected taxes receivable at year -end are recorded, with an appropriate alkm ante for estimated uncollectible amounts. The net amount deemed to be collectible but not current, Le., not expected to be collected within sixty days after the close of the fiscal year, is shown as a deterred revenue in the appropriate fund. All delinquent property taxes, except those levied specifically for the restricted purposes of financing activities accounted for in the Special Development Fund, are recorded in the General Fund. This is appropriate, since for several years the budgetary and accounting treatment has been to recognize the tax revenues in the General Fund and to reflect the required transfers to the appropriate debt service or pension fund as operating transfers from the General Fund to the appropriate fund. 50 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30.1994 The City is permitted by State law to levy ten mills without referendum. Additional millage not subject to the ten mill limitation is authorized fi approved by referendum. The tau rate for the year ended September 30,1994 was 5.1158 mills, of which .0316 mills represent the levy for general obligation bond debt service as approved in voter referendums in prior years. The non -voted tax rate of 5.0842 mills is well below the statewide ten mill limitation. Note (7) Segment IniornmUon for Enterprlae Funds The City maintains eleven Enterprise funds which provide utilities (water and sewer, gas, solid waste, recycling, and stonmNater), toll bridge, marina, parking, pier fishing, office rental, and a combined retail center and convention center. Segment infornMon for the year ended September 30, 1994 was as follows: Depreciation Net and Operating Operating Net Operating Amortization Income Transfers Income Contributions Revenue_ ENMe _L ossL In Out (Loss) During Year Water and Sewer $30,239,804 $4,030,892 $ 8,509,564 $ (1,263,660) $4,959,640 $ 1,304,436 Gas 12,949,292 591,451 2,167,103 (1,548,608) 501,763 19,504 Solid Waste 12,265,828 315,418 1,528,497 (499,327) 1,290,603 Recycling 292,496 47,560 (87,108) 253,340 251,057 Stonnwater 3,442,910 756,715 958,409 (424,300) 709,350 3,330,870 Toll Bridge 1,591,208 484,498 362,652 325,181 Martina 1,551,392 90,704 (81,035) 70,007 Parking System 2,300,651 148,469 291,220 21,000 271,459 Pier 60 161,210 144 (43,023) (41,272) 41,985 Atrium 292,001 199,507 (144,157) 136,814 Harborview 5353 2.493 2.493 5.971,343 052 545 ;13,464,616 3 714 9i 5 479 378 t0 918 795 Unre- Additions Deletions Long Term stricted to to Debt Not Property Property Outstanding Working Plant and Plant and Total and Other Capital Fund SquipmerYt Ecuinment Assam Li2bilifies efis;;i E u , Water and Sewer $ 5,617,941 $ (65,395) $202,835,741 $ 84,267,879 $20,145,557 $110,355,096 Gas 2,790,1141 (779) 30,081,894 15,751,785 332,146 10,504,786 Solid Waste 1,878,061 (14,050) 9,696,669 1,654,793 4,029,066 6,768,997 Recycling 1,139,588 1,353,045 585,876 (1,755) 504,397 Stormwater 1,456,830 18,685,233 8,989,403 18,611,570 Toll Bridge 120,205 7,385,225 1,664,733 1,094,086 5,403,431 Marina 277,174 (4,452) 1,723,014 124,300 254,894 1,464,784 Perking System 3,679 (10,920) 5,200,737 1,387,457 606,133 3,494,252 Pier 60 1,145,464 2,2W,035 (63,485) 2,139,150 Atrium (6,A44,090) Hatborview __4,562 728 - 6_,354.743 117.699 681.780 5.973.836 $18,9916811 6539 68ti $285,519236 112US4 522 $31067 835 §165.220,299 bl CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 1994 Nate (8) lntesfund BalanCft As merttro W in Note (1C), individual fund deficits in the consolidated cash pool have been reclassified as of September 30,1994 as interfund loans from the Capital Improvement Fund, which was selected by maragement for this purpose- This reclassification results in a corresponding reduction in the cash equity in the Capital Improvement Fund, offset by an increase in interfund receivables. The amounts of the reclassified cash pool deficits, as well as other individual fund interfund payable and receivable balances (current), at September 30, 1994 were as follows: Due from Other Funds Due to Other Funds Deficit in Other Deficit in Other Fund Pooled Cash Receivables Pooled Cash Pavables General Fund $ $ 15,000 $ $ 142,258 Capital Projects Fund: Caput improvement 5,071,100 23,464,424 Enterprise Funds: Water and Seger Utility 11,024,977 Gas Utility 1,165,361 2,091,817 104,266 Solid Waste Utility 1,379,944 82,474 Recycling 126,388 108,736 30,000 Stormwater Utility 5,999,181 Toll Causeway and Bridge 212,533 Yacht Basin and Marina 152,385 15,000 Parking System 346,354 pier 60 11,316 48,427 Harborview 1,788,562 Insernal Service Funds: Garage 1,288,398 2,350,714 Administrative Services 19,000 Gerteral Services 162,830 471,406 Central Insurance 146193 071 100 23 838 422 7 Q�5 23 838422~,, Individual interfund advances (long -term) at September 30, 1994 follow: Advances to Advances from Other Funds Other Funds General Fund $ 30,324 $ 487,539 Special Revenue Fund: Special Development 2,159,278 E.rrterprise Funds: Water and Sewer Utility 208,530 Gas Utility 208,530 Solid Waste Utility 1,484,527 Recycling 239,936 Yacht Basin and Marina 30,324 Parking System 113,541 Internal Service Funds: Garage 305,561 Central insurance 3.951,178 46 4,610,134 52 M CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 Note (9) Contingencies and Commitments Utilities Service, Tax Revenues Utilities Services Tax Revenues of the General Fund are pledged as security for the Public Service Tax and Bridge Revenue Bonds, Series 1985. PACT. Inc. PACT, Inc. is a nonprofit corporation formed in 1978 for the purpose of financing, constructing, and operating a performing arts center. The City subsequently guaranteed $1,000,0000 plus accumulated interest on a 1981 $5,500,000 mortgage note for PACT, Inc., used for the construction of Ruth Eckerd Hall. As of September 30, 1994, the remaining principal balance on the mortgage was $4,377,700, and the amount of the City's guarantee, including interest, was approximately $2,281,017. City management does not consider it probable that this guarantee will be called, and, accordingly, no amounts have yet been accrued or otherwise recorded on any of the accompanying financial statements to re-ect this possibility. Contingc -rat Loan Guarantee On March 30, 1992, the City Commission approved a contingent loan guarantee of $1,000,000 on a S2,5t10,000 note for the Chi Chi Rodriguez Youth Foundation, Inc. The proceeds of the note were used to refinance existing foundation debt incurred to construct a golf course on a parcel of City owned land. The remaining principal balance on the note as of June 30. 1994 totaled $2,295,464. In the event of defauk, the City is obligated to contribute $1 million out of legally available non-ad valorem revenues. in addition, the City has the option to retire the entire unpaid balance and assume ownership and operatidn of the golf course facility. The foundation is currently operating the course at a profit and expects to be able to meet all debt service payments. Al the present time, management does not corisi W it likely that the City's guarantee will be invoked. Atrium Parkinca Gatatue Option In November, 1993, the City sold the office tower and the top two floors and air rights above the Park Street parking garage it had purchased in March, 999`3, to Atrium Al Clearwater Limited (Atrium), a Florida limited partnership. The building and parking facilities sold for the original purchase price of $6.45 million. The original intended use for this property was as a consolidated city hall facility. Changes in the compositiori of the City Commission reversed this decision and the property was sold. At the time of the property sale, the Community Redevelopment Agency of the City of Clearwater Florida (CRA) granted to Atrium the option to purchase the first two floors of the Park Street parking garage from the CRA before November 330, 19M. Atrium noffliet the CRA of its intent to exercise the option at a purchase price of $380,000, per an independent appraisal of the property. The CRA subsequently notified Atrium that the appraisal was not performed in accord with terms of the option and offered to proceed with the closing on the property eta purchase price of $1,313,800, Curreritly the City and the CRA are engaged in good faith negotiations to reach an option price satisfactory to both parties. As of September 30, 1994 a total of $1,615,000 in Tax Increment and Lease Revenue Bonds are outstanding and must be retired prior to a sale of the property. Note (10) Individual Fund Notes Note (10A) Capital Impr6vernent Fund The Capital Improvement Fund was created adntinistrativOi to provide for combined accounting presentation of all capital projects from the City's various fund sources, except those projects financed from bond proceeds where bond ordinance provisions require the segregation of bond proceeds in separate funds. The majority of the resources of the Capital Improvement Fund are provided by transfers of capital project appropriations from source funds. The appropriations are held and invested for the 53 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30,19M benefit of the source funds until the projects are completed or canceled, at which time the asset values are transferred back to the source fund or to the General Foxed Assets Account Group, as appropriate, and any unspent monies are returned to the donor fund. Transfers from the proprietary Funds and expenditures for capital projects of such funds are not reflected in the Combining Statement of Revenues, Expenditures and Changes in Fund Balances of the Capital Improvement fund, but are reflected when expended as faced assets in the respective Proprietary Funds. Note (JOB) Water and fiver utility Fund Contractual Commitment Under the terns of a 30 -year contract between the City and Pinellas County which is effective through September 30, 2005, the City is required to purchase a minimum of 4 million gallons of water per day on an annual average basis from the County within each calendar year, with a maximum amount of water available to the City of 10 million gallons per day on an annual average basis. The current rate at September 30, 1994 charged by the County, which is set by the Board of County Commissioners, is $1.3254 per 1,o o3 gallons, including a $.3o per 1,000 gallons surcharge designated by the supplier for funding itai projects. The cost of water purchased from the County during fiscal years 1994 and 1993 was $5,143,591 and $5,901,255, respectively. Note (19C) Recycling Utility Fund During fiscal year 1994 the City created a new Enterprise fund, the Recycling Utility Fund. This fund will be used to account for the financing, processing, operation and maintenance of the City's recycling serves from charges made to users of the services and funds received from the sale of recyclable commodWm processed to meet market requirements. Note (IUD) Tall Causeway and Bridge Fund During the 1988 fiscal year, the City engaged the engineering firm of David Volkert & Associates to perform a comprehensive analysis and recommendation regarding the future of the Clearwater Pass Bridge. Their report, dated August 1988, recommended replacement of the existing bridge with a high level, fixed bridge, currently estimated to cost $17 million. The City applied to the State of Florida for funding asskftance, and this project is included in the state's five -year capital improvement program. The City ci rrrertiy anticipates the new bridge opening to traffic in September 1395. Since state funding will require no tolls and no debt on the new bridge, the City adopted toll increases effective October 1, 1988, which are projected to generate funds sufficient to defease all remaining bridge debt before the new bridge ir. open to traffic. The City anticipates termination of operation of the existing toll bridge in June 1995. Depreciable lives on all assets have been shortened as necessary to accomplish full depreciation during fiscal 1995. it is currently exceed that rlondepreciable assets, consisting of bridge approaches (cost $170,943) and constructed letties (cost $3,051,WM vdiii to transferred to the General Fixed Asset Account Group, at cost, on the date the existing Bridge ceases operations. Note (S OE) Atrium Fund The Atrium Fund represented an office tower in downtown Clearwater, acquired by the City in fiscal 1993 as a potential city hall facility, operating on an interim basis as an enterprise fund leasing space to numerous ciOU, In November, 19W, the City sold the office tower to Atrium At Clearwater Limited, a Florida limited partnership. The Atrium Fund was subsequently closed during fiscal year 1994 with the remaining fund equity transferred to the General Fund ($3,787,757) and the Special Development Fund ($3,473,513). 54 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 19% Note (1 AF) Harborview Fund During fiscal year 1934, the City was involved in the renovation of a former department store building to create a combined retail and convention center. An enterprise fund was created and space was leased for retail operations. The lease agreement is for ten years and contains a cancellation option under certain conditions after 42 months. Minimum future rentals as of September 30, 1994 are as follows: Year Ending 30 $ 59,697 $14,694 5251,067 $ 3,330,670 $ 41,985 $ 1995 $90,000 1996 90,000 1997 92,301 1998 75,000 Initial fund equity resulted from the following residual equity transfers: General Fund, $535,120; Special Development Fund, $3,180,000; Community Redevelopment Agency Fund, $150,000; and General Fared Assets, $'1,926,22:3. Note (11) Fund Deficits The General Services Internal Service Fund had an unreserved accumulated deficit of $280,684. This deficit results primanly from differences between the projected costs of services rendered by this fund upon which dapartmental billings are based and the actual costs of such services; adjustments in future billings will eventually eliminate the deficit. The Pier 60 Enterprise f=und has an unreserved accumulated deficit of $640,672 Now (12) Residual Equity Transfers Between Funds Residual equity transfers for all funds consisted of a net $695,325 transfer out. This includes a total of $2,594,952 net contdbddions to Proprietary Funds with credits being made directly to contributed capital accounts in the appropriate funds, offset by a net transfer out of the General Fixed Assets Account Group of $1,899,$67. Note (13) Contributed Capital - Proprietary Funds The changes in contributed capital of the City's proprietary funds during fiscal year 1994 were as follows: water and Sewer Gas Recycling Stormwater utility utterly udirty utility Pier 60 Atrium Harborview Garage Fund F::.—' Fund Fund Fund Fund Fund Fund Addi!*ons, Contributions from: Other Funds $ 59,697 $14,694 5251,067 $ 3,330,670 $ 41,985 $ $5,791,343 S Dsvajo m 814,195 property Owners 117,444 4,810 180,000 odw Goverrinwre d Entities M&7_00 Total AddWom 1,304,036 19,504 251,057 3,330,870 41,985 6,971,343 Transfer of Vehicles to Recycling t)tifity Fund (251,057) Sele of Atrium and Rolum of Coritributod Capital to Funds _ E.64 M NetAdditiom (Rddur�) 1,304,036 59,504 251,OS7 3,330,870 41,935 (6,643,597) 5,971,343 (251,057) Canbn,x tad Ctrl. October 1, 1993 ! ,64�a 3.9m 636,20 12.817:442 2,7378837 6.643.597 - 3,85G.1>ra8 Contributed Ca A61, September 30,104 564 847 5251.057 S16,d148,312 52,779.822 0 112LI.6343 X31 The City's other proprietary funds had no change in contributed capital during fiscal year 1994. 55 CITY OF CLEARWATER, FLORIDA NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30 1994 Mote (14) Subsequent Evert A dote brought by appraocimately 130 current and former employees alleging violations of the class Federal Age Oisedinjnation in Employment Act was settled and paid in the amount of $1,7so,000 on December '7,1 . The settlement amount was fully accrued in the Central Insurance Fund, an Intemal Fund, as of September 30, 1934. NOW (15) Pending LltfgAHM In the normal ccursa of operations the City is a defendant in various legal actions, the ultimate resolution of vhictt is not expected to have a material effect on the financial statements, other than for amounts which have alrea* been reserved and recorded as liabilities in the Central Insurance Fund. 66 GENERAL FUND The General Fund is used to account for the receipt and expenditure of resources traditionally associated with local government and which are not required to be accounted for in another fund. These resources are provided prima* from taxes and are used to provide services which are deemed not susceptible to a user charge frig snetliod. 57 A4 t L y W-A z 4 YA r G J4 w � :® CITY OF CLEARWATER FLORIDA GENERAL FUND BALANCE SHEET SEPTEMBER 30 1894 WIT" COMPAPATIms FIGURES FOR 1993 1994 i m $ 20,580 20,295 15,020,521 9,082,171 1,117,215 944,227 1,480,959 1,458,303 286.117 493.020 2.884291 2.835.550 Dice room Ob%w Fund$ 15.000 15,000 Duo tm c-ovwmlwdw Entfi- 494.215 517,869 Repaid F%p d — 142,156 14.877 Advance 1a oom Funds 30.324 45.324 $ 18.605.887 92.591.086 LIAMUTES AND FU BALANCE Womarm Accmft and Ccnft l PMmblo $ 33.588 92.127 A Rayr�l 1.310.035 1,150,036 Due 10 142,258 129.184 DUN to Otter Ga+®ar m@nW Entities 12,736 5.3.16 5.362 5.312 DOPMU from Ofher Fords 487.539 637.141 1.375.526 1.407.659 ! Total Livaldes 3.367143 3.426.7M kmW Balance: Reserved tar 14Z156 14� gg0,qg4 114,372 E 30.324 45.324 Advances 612264 174,573 Unromrwd – Ur — 3gnalr3 14.626.BW 8.989.745 15.239.844 9.164,318 TOW Fund Balame � 18.606 88? i2,�591.086 See woompanyM Holes to FinaneW Sta ments. 59 MY OF C1EfiRYPAT '-R. FLORIDA GENERAL FUND SCHEDULE OF REVENUES, EVENDCIURES AND CHANGES IN FUND BALANCE — BUDGET AND ACTIJA LL. (NON -GAAP BUDGETARY BASIS) YEAR ENDED SEPTEMBER 90 1954 iArfilf COmtPARATIVE TOTAL FIGURES FOR 1999 Original Bud at PAvxx aa: Tom: $ 18,963,810 ��K 55,000 .06 Frenchl a 10,560.580 Uh'fiAae 94.614.390 Li w1m, Farmits. and Fees 2,OoQ.500 10.153.250 Ct w9w for Services: 4.425.590 w Charges 10 Other Funcls 1,051,200 �ChwW 1.574.000 Fella, Fort ituras, and Paraides 1,371,400 � 55.203.270 TAI Rasps � Comm ission 168,100 1,841,480 803,6W 563.590 �7l Clwk 1.737.320 Admk ve SerAcm 800,170 Human Row mces Wn— 1.130,340 19.593,6'80 poke 9.557.700 Fine 6.444,110 F W 9.605.990 peft" 2,667,540 9.427,900 Control Pwfr:4linm 520,700 E�tornk plawft ww 56.9W.500 TOW (Budgetary ) E=M pommy) of pommae Oscar ECpondilum MudoetwY S ) (1.698.2 Other Fkwnwm ' Sources (Us") (Budgetary Bwis): 4.059.850 O T In (2 369.620) OpodkvTanowsout 1.698,230 E=om ad Revanues and Other fin =jng Soirees Over e puxou rea and Odw Farencmg Uses Basis) Ercmretwred Pwchaee Orders. Bog`--V of Y- Enmw6vied pwthcss Or"s, End of Year Epmoa of Aawgm and 066 Financing So-- Ow eqwW&M and Cow Finwwbv Us" (GAAP 8-1s) FwA Biomes. BSS of Yaar 9,164,318 RwWuxl Equity Trumbw In pmWoal Eq.aty Tratww Out $ 9.164318 Fund Sdw)cse, End of Year See a=MpftvM notes 40 f9nancial Stawment . 60 19" Im Variance f9eviaed Actual Favorable Actual Budget (Unfavorable) 19,547,630' 19,525:053 (22,597) 18,967,101 5423A00 5516,732 (104,268) 5,113,368 11.971,000 11,831,565 (139.435) 10.740.616 37.141.630 36.875.330 (255.300) 34.821.085 2.193.500 2,155,244 (38255) 2.141,737 9,967,610 10,124,923 167,313 10,130,427 4.485,040 4.497,105 12,065 4.664..681 1.071,130 1.026.439 (44.691) 842,168 194,060 1,580,664 (113,396) 1,54.9,o6S 1.392.070 1.266.643 (125.427) 1232.994 57.5.040 57.526.348 (408.692) 55.375.156 160,830 144.233 16,537 162,833 1.856$00 1.782,434 74.466 1,565,562 1.157.848 1,3.199 (45,351) 901,960 551.570 540,433 11.137 525,737 1.696,440 1.635,365 60,077 1,722,871 860,470 827,3 33,147 805,917 1.3671532 1.437,351 (69,819) 1,513249 19,697,970 19,184,914 453,056 18,144,737 9,530,100 9,528,343 1,757 91002,86. 6250,980 5,955.485 295,495 5,942.770 9,484,520 9259,555 194.965 819751979 2, 731 ,158 2.706.061 25.097 2.579.665 1.507,610 1,477.393 30.217 451.520 459.399 (8.079) 2.S12.915 57.225.248 55.152.546 1.072,702 54.187.079 709,792 1,5731802 664.010 1,188.079 4,078,580 4.148.161 69.581 3220211 (5.778. 538) (3.025.186) 753.352 (3.305.230) 300.042 1.122.975 822.933 110091854 2.495.777 1,486,943 1.102,060 (114,377) (114,372) (174.90,' 440.484 440.484 114.572 1,009.834 2.822.889 1.813,055 1.041.529 9,164,318 91164,318 11,065,563 535,121 3,787,757 3,252,636 (5,^x51120 ) (535.12o) (2.942.774) 10,709.273 15.239,844 4,530,571 9.164.318 61 APPENDIX C SUMMARY OF CERTAIN PROVISIONS OF TIEI ORDINANCE The following is a summary of certain provisions of Ordinance No. 5659 -94 (the "Ordinance "), enacted on August 18, 1994, as amended and supplemented (the "Ordinance "). The statements contained herein do not purport to be complete and this summary is qualified in its entirety by reference to the Ordinance, copies of which may be obtained from the City. Definitions "Additional Parity Obligations" shall mean additional obligations issued in compliance with the terms, conditions and limitations contained in the Ordinance and which shall have an equal lien upon the Revenues, and rank equally in all respects with the 1995 Bonds. "Amortization Installments" with respect to any Term Bonds of a series, shall mean an amount so designated which is established for the Term Bonds of such series, provided that (i) each such installment shall be deemed to be due on such interest or principal maturity date of each applicable year as is fixed by subsequent ordinance or resolution of the Issuer and shall be a multiple of $5,000, and (ii) the aggregate of such installments for such series shall equal the aggregate principal amount of Term Bonds of such series authenticated and delivered on original issuance. "Authorized Investments" shall mean any investment authorized under applicable Florida and United States law. "Bond Registrar" or "Registrar" shall mean the officer of the Issuer or the bank or trust company which the Issuer may from time to time designate to perform the duties set forth for the Registrar of the 1995 Bonds. "Bond Service Requirement" for any Fiscal Year, as applied to the Bonds of any series, shall mean the sum of: (1) The amount required to pay the interest becoming due on the Bonds of such series during such Fiscal Year, except to the extent that such interest shall have been provided by payments into the Sinking Fund out of bond proceeds for a specified period of time. (2) The amount required to pay the principal of Serial Bonds of such series maturing in such Fiscal Year. (3) The Amortization Installment for the Term Bonds of such series for such Fiscal Year. In computing the Bond Service Requirement for any Fiscal Year, the Issuer shall assume that an amount of the Term Bonds of such series equal to the Amortization Installment for the Term Bonds of such series for such Fiscal Year will be retired by purchase or redemption in such Fiscal Year. When determining the amount of principal of and interest on the Bonds which mature in any year, for purposes of the Ordinance or the issuance of any Additional Parity Obligations, the stated maturity date of Term Bonds shall be disregarded, and the Amortization installment, if any, applicable to Term Bonds in such year shall be deemed to mature in such year. "Bonds" shall mean the 1995 Bonds and all Additional Parity Obligations. "1995 Bonds' shall mean the obligations of the Issuer authorized to be issued pursuant to the Ordinance. "Code" shall mean the Internal Revenue Code of 1986, as amended, and the regulations and rules thereunder in effect or proposed. "Credit Facility' or "Credit Facilities" shall mean either individually or collectively, as appropriate, any bond insurance policy, surety bond, letter of credit, line of credit, guaranty or other instrument or instruments that would enhance the credit of the Bonds. The term Credit Facility shall not include any bond insurance, surety bond or other credit enhancement deposited into or allocated to a subaccount in the Reserve Account in the Sinking Fund. "Credit Facility Issuer" shall mean the provider of a Credit Facility. "Federal Securities" shall mean direct obligations of the United States of America and obligations the principal of and interest on which are fully guaranteed by the United States of America, none of which permit redemption prior to maturity at the option of the obligor, and interest on obligations of the Resolution Funding Corporation. "Fiscal. Year" shall mean the period commencing on October 1 of each year and continuing to and including the succeeding September 30, or such other annual period as may be established by law as the Issuer's fiscal year. "Bolder of Bonds" or "Bondholders" or any similar term shall mean any person who shall be the registered owner ( "Registered Owner ") of any registered 1995 Bond, as shown on the Bond Register. The Issuer may deem and treat the person in whose name any 1995 Bond is registered as the absolute owner thereof for the purpose of receiving payment of, or on account of, the principal or redemption price thereof and interest due thereon, and for all other purposes. "Issuer" shall mean the City of Clearwater, Florida. "Maximum Bond Service Requirement" shall mean, as of any particular date of calculation, the greatest amount of aggregate Bond Service Requirement for the then current or any future Fiscal Year. "Ordinance" shall mean the ordinance of the Issuer as hereafter amended and supplemented from time to time in accordance with the provisions thereof. "Outstanding" or "Bonds Outstanding" means all Bonds which have been issued pursuant to the Ordinance, except: (1) Bonds canceled after purchase in the open market or because of payment at or redemption prior to maturity; (2) Bonds for the payment or redemption of which cash funds or Acquired Obligations or any combination thereof shall have been theretofore irrevocably set aside in a special account with an Escrow Agent (whether upon or prior to the maturity or redemption date of any such Bonds) in an amount which, together with earnings on such Acquired Obligations, will be sufficient to pay the principal of and interest on such Bonds at maturity or upon their earlier redemption; provided that, if such Bonds are to be redeemed before the maturity thereof, notice of such redemption shall have been given according to the requirements of the Ordinance or irrevocable instructions directing the timely publication of such notice and directing the payment of the principal of and interest on all Bonds at such redemption dates shall have been given to the Escrow Agent; and (3) Bonds which are deemed paid pursuant to the Ordinance or in lieu of which other Bonds have been issued thereunder. "Paying Agent" shall mean the officer of the Issuer or the bank or trust company which the Issuer may from time to time designate to serve as paying agent, C -2 "Pledged Funds" shall mean (1) the Public Service Tax and (2) until applied in accordance with the provisions of the Ordinance, all moneys, including investments thereof, in the funds and accounts established thereunder, other than the Rebate Fund. "Prior Bonds" shall mean the remaining bonds outstanding of the Issuer's $7,155,000 City of Clearwater, Florida Public Service Tax and Bridge Revenue Bonds, Series 1985 issued pursuant to Ordinance No. 3932 -85. "Public Service Tax" shall mean the taxes (formerly called "Utilities Services Ta)") levied and collected within the area of the Issuer on the purchases of utilities services pursuant to Section 166.231, Florida Statutes, and Article III, Public Service Tax, of Chapter 44 of the Code of Ordinances, City of Clearwater. Notwithstanding the foregoing, the term "Public Service Tax" shall only include the Public Service Tax which is legally available after all deposits have been made therefrom as required pursuant to the ordinances of the Issuer authorizing the Prior Bonds. ^Registered Owners" shall mean those persons whose names and addresses appear on the registration books, at the point in time when registered ownership is to be determined unless a contrary intent is clearly indicated by the context, maintained by the Bond Registrar. "Reserve Requirement" for each series of Bonds shall be as determined by subsequent resolution of the Issuer. The Reserve Requirement for the 1995 Bonds and for each series of Bonds issued under the Ordinance, as subsequently determined, shall equal the lesser of (i) the Maximum Bond Service Requirement of the 1995 Bonds, (ii) 125% of the average annual Bond Service Requirement of the 1995 Bonds, or (iii) 10% of the net proceeds of the 1995 Bonds. "Serial Bonds" shall mean the Bonds of a series which shall be stated to mature in annual installments. "State" shall mean the State of Florida. "Term Bonds" shall mean the Bonds of a series all of which shall be stated to mature on one date and which shall be subject to retirement by operation of the Bond Amortization Account. Ordinance To Constitute Contract In consideration of the acceptance of the 1995 Bonds authorized to be issued under the Ordinance by those who shall hold the same from time to time, the Ordinance shall be deemed to be and shall constitute a contract between the Issuer and such Holders. The covenants and agreements set forth in the Ordinance to be performed by the Issuer shall be for the equal benefit, protection and security of the legal Holders of any and all of the Bonds, all of which shall be of equal rank and without preference, priority or distinction of any of the Bonds over any other thereof, except as expressly provided therein and in the Ordinance. Registration and Transfer There shall be a Bond Registrar for the 1995 Bonds which shall be a bank or trust company located within or without the State of Florida. The Bond Registrar shall maintain the registration books of the Issuer and be responsible for the transfer and exchange of the 1995 Bonds. The Issuer shall, prior to the proposed date of delivery of the 1995 Bonds, by resolution designate the bank to serve as a Bond Registrar and Paying Agent. The Bond Registrar shall maintain the books for the registration of the transfer and exchange of the Bonds in compliance with an agreement to be executed between the Issuer and such bank as Bond Registrar on or prior to the date of delivery of the 1995 Bonds Such agreement shall set forth in detail the duties, rights and responsibilities of the parties thereto. C -3 The 1995 Bonds maybe transferred upon the registration books, upon delivery to the Registrar, together with written instructions as to the details for the transfer of such 1995 Bonds, along with the social security or federal employer identification number of such transferee and, if such transferee is a trust, the name and social security or federal employer identification numbers of the settlor and beneficiaries of the trust, the date of the trust and the name of the trustee. No transfer of any 1995 Bond shall be effective until entered on the registration books maintained by the Registrar. In all cases of the transfer of the 1995 Bonds, the Registrar shall enter the transfer of ownership in the registration books and shall authenticate and deliver in the name of the transferee or transferees a new fully registered 1995 Bond or 1995 Bonds of authorized denominations of the same maturity and interest rate for the aggregate principal amount which the Registered Owner is entitled to receive at the earliest practicable time in accordance with the provisions of the Ordinance. Any 1995 Bond or Bonds shall be exchangeable for a 1995 Bond or Bonds of the same maturity and interest rate, in any authorized denomination, but in a principal amount equal to the unpaid principal amount of the 1995 Bond or Bonds presented for exchange. Bonds to be exchanged shall be surrendered at the principal office of the Registrar, and the Registrar shall deliver in exchange therefor the 1995 Bond or Bonds which the Bondholder making the exchange shall be entitled to receive. The Issuer or the Registrar may charge the Registered Owner of such 1995 Bond for every such transfer or exchange an amount sufficient to reimburse them for their reasonable fees and for any tax, fee, or other governmental charge required to be paid with respect to such transfer or exchange, and may require that such charge be paid before any such new 1995 Bond shall be delivered. All 1995 Bonds delivered upon transfer or exchange shall bear interest from such date that neither gain nor loss in interest shall result from the transfer or exchange. All 1995 Bonds presented for transfer, exchange, redemption or payment (if so required by the Issuer), shall be accompanied by a written instrument or instruments of transfer or authorization for exchange, in form and with guaranty of signature satisfactory to the Issuer and the Registrar duly executed by the Registered Owner or by his duly authorized attorney. Bonds Mutilated, Destroyed, Stolen or Lost In case any Bond shall become mutilated, or be destroyed, stolen or lost, the Issuer may in its discretion issue and deliver a new Bond of like tenor as the Bond so mutilated, destroyed, stolen or lost, in exchange and substitution for such mutilated Bond upon surrender and cancellation of such mutilated Bond or in lieu of and substitution for the Bond destroyed, stolen or lost, and upon the Holder furnishing the Issuer proof of his ownership thereof and satisfactory indemnity and complying with such other reasonable regulations and conditions as the Issuer may prescribe and paying such expenses as the Issuer may incur. All Bonds so surrendered shall be canceled by the Registrar for the Bonds. If any of the Bonds shall have matured or be about to mature, instead of issuing a substitute Bond, the Issuer may pay the same, upon being indemnified as aforesaid, and if such Bonds be lost, stolen or destroyed, without surrender thereof. Any such duplicate Bonds issued pursuant to the Ordinance shall constitute original, additional contractual obligations on the part of the Issuer 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 the source and security for payment from the funds, as hereinafter pledged, to the same extent as all other Bonds issued thereunder. Establishment of Funds and Accounts The Ordinance creates the following Funds and Accounts; the Construction Fund, the Revenue Fund, the Sinking Fund (with the Interest Account, Principal Account, Reserve Account and Bond Amortization C -4 Account therein). A separate subaccount shall be maintained in the Reserve Account for each series of Bonds issued under the Ordinance. Construction Fund Moneys in the Construction Fund shall be used only for payment of the cost of the Project, which shall include the payment of interest, and if due, principal, on the Bonds prior to the date on which. the Project is fully placed in service. Moneys in the Construction Fund, until applied in payment of any item of the cost of a Project, shall be held in trust by the Issuer and shall be subject to a lien and charge in favor of the Holders of the Bonds and for the further security of such Holders. The Issuer shall establish within the Construction Fund a separate account in the Construction Fund for each series of Bonds. The Issuer covenants that the acquisition, construction and installation of the Project will be completed without delay and in accordance with sound engineering practices. The Issuer shall make disbursements or payments from the Construction Fund only to pay the cost of a Project, including interest, and if due, principal on the Bonds. Notwithstanding any of the other provisions of the Ordinance, prior to the date the Project is placed in service, and thereafter to the extent that other moneys are not available therefor, amounts in the Construction Fund shall be applied to the payment of principal and interest on the Bonds when due. Promptly after the date of the completion of a Project, as determined by the City Manager, and after paying or making provisions for the payment of all unpaid items of the cost of such Project, the Issuer shall deposit in the following order of priority any balance of moneys remaining in the Construction Fund in (1) the Reserve Account, to the extent of any deficiency therein, and (2) such other fund or account established under the Ordinance as shall be determined by the City Commission of the Issuer, provided the Issuer has received an opinion of Bond Counsel to the effect that such transfer shall not adversely affect the exclusion, if any, of interest on the Bonds from gross income for federal income tax purposes. Flow of Funds After all payments required by the ordinance authorizing the issuance of the Prior Bonds have been made, all Public Service Tax, except the income from investments (hereinafter provided for), shall upon receipt thereof be deposited in the Revenue Fund. The Revenue Fund shall constitute a trust fund for the purposes provided in the Ordinance, and shall be kept separate and distinct from all other funds of the Issuer and used only for the purposes and in the manner provided in the Ordinance. All Public Service Tax receipts at any time remaining on deposit in the Revenue Fund shall be disposed of on or before the fifteenth (15th) day of each month, commencing in the month immediately following the delivery of the Bonds only in the following manner and in the following order of priority. (1) Revenues shall first be used for deposit into the Interest Account, such sums as will be sufficient to pay one -sixth (1/6) of all interest becoming due on the Bonds on the next semiannual interest payment date. (2) Revenues shall next be used for deposit into the Principal Account, in any bond year in which a Serial ]Bond matures, such sums as will be sufficient to pay one - twelfth (1 /12) of the principal maturing on Serial Bonds in such year. C -5 (3) Revenues shall next be used for deposit into the Bond Amortization Account, in any bond year in which an Amortization Installment is due, such sums as will be sufficient to pay one - twelfth (1/12) of the Amortization Installment required to be made in such year. Such payments shall be credited to a separate special account for each series of Term Bonds Outstanding, and if there shall be more than one stated maturity for Term Bonds of a series, then into a separate special account in the Bond Amortization Account for each such separate maturity of Term Bonds. The funds and investments in each such separate account shall be pledged solely to the payment of principal of the Term Bonds of the series or maturity within a series for which it is established and shall not be a iailable for payment, purchase or redemption of Term Bonds of any other series or within a series, or for transfer to any other account in the Sinking Fund to make up any deficiencies in required payments therein. Upon the sale of any series of Term Bonds, the Issuer shall, by resolution or ordinance, establish the amounts and maturities of such Amortization installments for each series, and if there shall be more than one maturity of Term Bonds within a series, the Amortization Installments for the Term Bonds of each maturity. In the event the moneys deposited for retirement of a maturity of Term Bonds are required to be invested, in the manner provided below, then the Amortization Installments may be stated in terms of either the principal amount of the investments to be purchased on, or the cumulative amounts of the principal amount of investments required to have been purchased by, the payment date of such Amortization Installment. Moneys on deposit in each of the separate special accounts in the Bond Amortization Account shall be used for the open market purchase or the redemption of Term Bonds, of the series or maturity of Term Bonds within a series for which such separate special account is established or may remain in said separate special account and be invested until the stated date of redemption or maturity of the Term Bonds. The resolution or ordinance establishing the Amortization Installments for any series or maturity of Term Bonds may limit the use of moneys to any one or more of the uses set forth in the preceding sentence. The required deposits to the Principal Account, Interest Account and Bond Amortization Account shall be adjusted in order to take into account the amount of money currently on deposit therein. (4) Revenues shall next be applied by the Issuer to maintain in each subaccount in the Reserve Account a sum equal to the Reserve Requirement, if any, for any subsequent year on each series of Bonds, which sum shall initially be deposited therein from the proceeds of the sale of the Bonds and other funds of the Issuer. To the extent the Issuer determines pursuant to a subsequent resolution to fund a subaccount within the Reserve Account for a respective series of Bonds, the Issuer may provide that the difference between the amounts on deposit in such subaccount and the Reserve Requirement for such series of Bonds shall be an amount covered by obtaining bond insurance issued by a reputable and recognized municipal bond insurer, by a surety bond, by a letter of credit or any combination thereof or by such other form of credit enhancement as shall be approved by a resolution of the Issuer adopted prior to the issuance of the series of Bonds for which such subaccount is established. Such resolution may also provide for the substitution of such credit enhancement. Bond insurance, a surety bond, a letter of credit or any combination thereof or such other form of credit enhancement may in the future be deposited in the subaccount in the Reserve Account for the 1995 Bonds as shall be approved by subsequent resolution of the Issuer, provided that the provider of such credit enhancement is then rated in one of the two highest rating categories (without regard to gradation) by Standard and Poor's Corporation and Moody's Investors Service, Inc. C -6 Any withdrawals from any subaccount in the Reserve Account shall be subsequently restored from the first moneys available in the Revenue Fund on a pro rata basis as to all subaccounts in the Reserve Account after all required current payments for the Sinking Fund (including all deficiencies in prior payments to those Funds) have been made in full. Notwithstanding any provision of the Ordinance to the contrary, moneys in each subaccount in the Reserve Account shall be used only for the purpose of the payment of maturing principal of or interest or making Amortization Installments on the Bonds for which such subaccount was established when the other moneys in the Sinking Fund are insufficient therefor, and for no other purpose, including the payment of any other series of Bonds. In the event of the refunding of any series of Bonds, the Issuer may withdraw from the subaccount within the Reserve Account for such series of Bonds, all or any portion of the amounts accumulated therein with respect to the Bonds being refunded and deposit such amounts as required by the resolution authorizing the refunding of such series of Bonds. (5) The Issuer shall not be required to make any further payments into the Sinking Fund when the aggregate amount of money in the Sinking Fund is at least equal to the total Bond Service Requirement of the Bonds then Outstanding, plus the amount of redemption premium, if any, then due and thereafter to become due on such Bonds then Outstanding by operation of the Bond Amortization Account. (6) The balance of any moneys remaining in the Revenue Fund after the above required payments have been made may be used by the Issuer for any lawful purpose. (7) The Sinking Fund, the Revenue Fund, and all accounts therein and any other special funds established and created in the Ordinance shall constitute trust funds for the purposes provided therein for such funds. All such funds shall be continuously secured in the same manner as city deposits are authorized to be secured by the laws of the State of Florida. Moneys on deposit in the Revenue Fund, and the Sinking Fund (except the Reserve Account therein) may be invested and reinvested in the manner provided by law provided such investments either mature or are redeemable at not less than par at the option of the Issuer not later than the dates on which the moneys on deposit therein will be needed for the purpose of such fund. The moneys in the Reserve Account in the Sinking Fund may be invested and reinvested only in Authorized Investments, in the manner provided by law. All income on such investments shall be deposited into the Revenue Fund; provided, however, that investment income earned in the Bond Amortization Account shall remain therein or be transferred to the Principal Account or the Interest Account and used to pay maturing principal, Amortization Installments and interest on the Bonds. The cash required to be accounted for in each of the foregoing funds and accounts may be deposited in a single bank account, and funds allocated to the various accounts established in the Ordinance may be invested in a common investment pool, provided that adequate accounting records are maintained to reflect and control the restricted allocation of the cash on deposit therein and such investments for the various purposes of such funds and accounts as therein provided. The designation and establishment of the various funds and accounts in and by the Ordinance shall not be construed to require the establishment of any completely independent, self - balancing funds as such term is commonly defined and used in government accounting, but rather is intended solely to constitute an earmarking of certain revenues for certain purposes and to establish certain priorities for application of such revenues as provided in the Ordinance, G -7 Operation of Bond Amortization Account Money held for the credit of the Bond Amortization Account shall be applied to the retirement of term obligations as follows: (1) Moneys in the Bond Amortization Account shall be used to purchase or redeem Term Bonds and for no other purpose. The Issuer shall adjust the amount of the deposit into the Bond Amortization Account not later than the month immediately preceding any date for payment of an Amortization Installment so as to provide sufficient moneys in the Bond Amortization Account to pay the Amortization Installments on the Bonds coming due on such date. Payments to the Bond Amortization Account shall be on a parity with payments to the Principal Account. (2) Amounts accumulated in the Bond Amortization Account with respect to any Amortization Installment (together with amounts accumulated in the Interest Account with respect to interest, if any, on the Term Bonds for which such Amortization Installment was established) may be applied by the Issuer, on or prior to the sixtieth (60th) day preceding the due date of such Amortization Installment (a) to the purchase of Term Bonds of the Series and maturity for which such Amortization Installment was established, at a price not greater than the Redemption Price at which such Term Bonds may be redeemed on the first date thereafter on which such Term Bonds shall be subject to redemption, or (b) to the redemption at the applicable Redemption Price of such Term Bonds, if then redeemable by their terms. The applicable Redemption Price (or principal amount of maturing Term Bonds) of any Term Bonds so purchased or redeemed shall be deemed to constitute part of the Bond Amortization Account until such Amortization Installment date, for the purposes of calculating the amount of such Account. As soon as practicable after the sixtieth (60th) day preceding the due date of any such Amortization Installment, the Issuer shall proceed to call for redemption on such due date, by causing notice to be given as provided in the Ordinance, Term Bonds of the Series and maturity for which such Amortization Installment was established (except in the case of Term Bonds maturing on an Amortization Installment date) in such amount as shall be necessary to complete the retirement of the unsatisfied balance of such Amortization Installment. The Issuer shall pay out of the Bond Amortization Account and the Interest Account to the appropriate Paying Agents, on or before the day preceding such redemption date (or maturity date), the amount required for the redemption (or for the payment of such Term Bonds then maturing), and such amount shall be applied by such Paying Agents to such redemption (or payment). The Issuer shall pay from the Sinking Fund all expenses in connection with any such purchase or redemption. Covenants of the Issuer operation and Maintenance - The Issuer will maintain the Project and all parts thereof in good condition and will operate the same is an efficient and economical manner malting such expenditures for equipment and for renewals, repairs and replacements as may be proper for the economical operation and maintenance thereof. No Repeat of Public Service Tax Ordinances - The Issuer has covenanted with and for the benefit of the holders of the Bonds (i) that the Public Service Tax and the pledge of the proceeds thereof made in the Ordinance to the payment of the Bonds are, and shall continue, irrevocable until all Bonds are paid or provision for the payment thereof is duly made under the Ordinance; (n) that the provisions of the ordinances of the Issuer authorizing the imposition and collection of the Public Service Tax are confirmed to and for the benefit of the holders of any of the Bonds, and the Issuer will not repeal such ordinances and will not reduce the rates of such taxes below the rates in effect on the date of the Ordinance; (iii) that it will not issue any obligations payable from the money in the Revenue Fund other than Bonds within the limitations and restrictions prescribed by the Ordinance, and will at all times maintain the Revenue Fund by paying into the Fund all proceeds of taxes received, collected and derived under such ordinance, without deduction therefrom of any charge or expense for C -8 the collection or receipt thereof, and will at all times administer the same as provided in the Ordinance, and will not use any money in the Revenue Fund for any purpose other than the purposes permitted thereby; and (iv) that it will punctually pay the Bond Service Requirement in each Bond Year. Amendment of Public Service Tar Ordinances - The Issuer will not amend or modify the ordinances pursuant to which the Public Service Tax is levied, in any manner, so as to impair or adversely affect the power and obligation of the Issuer to. levy and collect such taxes or impair or adversely affect in any manner the pledge of such taxes made in the Ordinance or the rights of the holders of the Bonds. The Issuer will do all things necessary to ensure its eligibility to receive the Public Service Tax. The Issuer shall be unconditionally and irrevocably obligated, so long as any of the Bonds or the interest thereon are Outstanding and unpaid, to levy and collect the Public Service Tax, at rates not less than those rates currently in effect. Pledged Funds not Subject to Repeal - The Issuer has full power to irrevocably pledge the Pledged Funds to the payment of the principal of and interest on the Bonds, and the pledging of such Pledged Funds in the manner provided in the Ordinance shall not be subject to repeal or impairment by any subsequent ordinance, resolution or other proceedings of the governing body of the Issuer or by any subsequent act of the Legislature of Florida. Enforcement of Collections - The Issuer will diligently enforce and collect the Public Service Tax pledged in the Ordinance; will take steps, actions and proceedings for the enforcement and collection of such Public Service Tax as shall become delinquent to the full extent permitted or authorized by law; and will maintain accurate records with respect thereof. All such Public Service Tax pledged in the Ordinance shall, as collected, be held in trust to be applied as therein provided and not otherwise. Books and Records - The Issuer shall also keep books and records of the Public Service Tax which shall be kept separate and apart from all other books, records and accounts of the Issuer, and the Holders shall have the right at all reasonable times to inspect all records, accounts and data of the Issuer relating thereto. Annual Audit - The Issuer shall also, at least once a year, within six months after the close of its Fiscal Year, cause the books, records and accounts of the City to be properly audited by a recognized independent firm of certified public accountants and shall make generally available the report of such audits to any Holder or Holders of Bonds. Such audits shall contain a complete presentation of financial statements in accordance with generally accepted accounting principles. A copy of such annual audit shall regularly be furnished to any nationally recognized bond rating service which, upon application of the Issuer prior to the issuance of the Bonds, shall have published a rating on the Bonds and to any Holder of any Bonds who shall have requested in writing that a copy of such reports be furnished him, provided that the cost of reproducing and mailing such reports shall be borne by the Holder requesting such reports. Insurance - For so long as any of the Bonds are Outstanding, the Issuer will carry adequate fire and windstorm insurance on all buildings and structures of the works and properties of the Project which are subject to loss through fire or windstorm, and will otherwise carry insurance of all kinds and in the amounts normally carried in the operation of similar facilities and properties in Florida; provided, however, that in lieu of such insurance the Issuer may establish a qualified plan of self - insurance. Any such insurance shall be carried for the benefit of the Holders of the Bonds. All moneys received for losses under any of such insurance, except public liability, are pledged by the Issuer as security for the Bonds, until and unless such proceeds are used to remedy the loss or damage for which such proceeds are received, either by repairing the property damaged or replacing the property destroyed as soon as practicable. Issuance of Other Obligations - The Issuer will not issue any other obligations payable from the Public Service Tax nor voluntarily create or cause to be created any debt, lien, pledge, assignment, encumbrance or other charge raving priority to or being on a parity with the lien of the 1995 Bonds and the interest thereon upon C -9 said Public Service Tax except under the conditions and in the manner provided in the Ordinance. Any obligations issued by the Issuer other than the 1995 Bonds authorized in the Ordinance and Additional Parity Obligations provided for therein, payable from such Public Service Tax, shall contain an express statement that such obligations are junior and subordinate in all respects to the 1995 Bonds, as to lien on and source and security for payment from such Public Service Tax No Issuance of Additional Prior Lien Obligations - The Issuer has covenanted and pledged to the registered owners of the Bonds from time to time that it will not, for so long as any Bonds are Outstanding under the Ordinance, issue any debt payable on a parity with the Prior Bonds from the Public Service Tax, other than obligations refunding the Prior Bonds which have an annual debt service requirement equal to or less than the debt service requirement on such refunded Prior Bonds. Issuance of Additional Parity Obligations - Additional Parity Obligations, payable on a parity from the Public Service Tax with the 1995 Bonds, may be issued after the issuance of any 1995 Bonds, for the construction and acquisition of additions, extensions and improvements to capital projects of the Issuer or for refunding purposes and upon the following conditions: (1) The City Finance Director shall certify at the time of the issuance of the Additional Parity Obligations that the Issuer is not in default of any of the provisions, covenants and agreements of the Ordinance, and that there is no deficiency in the Sinking Fund. (2) The City Finance Director shall certify at the time of the issuance of the Additional Parity Obligations that the Public Service Tax pledged for payment of any Outstanding Bonds, the Prior Bonds and the Additional Parity Obligations proposed to be issued, received by the Issuer during any twelve (12) months out of the eighteen (18) months immediately preceding the date on which the Additional Parity Obligations are issued shall have been equal to not less than 1.35 times the Maximum Bond Service Requirement on the Outstanding Bonds, the Prior Bonds and the proposed Additional Parity Obligations during any Fiscal Year in which the Additional Parity Obligations to be issued will be Outstanding. Any funds or revenues of the Issuer used to pay debt service on the Prior Bonds shall be considered Public Service Tax pledged for the payment thereof. The Issuer need not comply with the provisions of the preceding paragraph in the issuance of Bonds if and to the extent the Bonds to be issued are refunding bonds, if the Issuer shall cause to be delivered a certificate of an independent certified public accountant setting forth the Average Annual Bond Service Requirement (i) for the Bonds then Outstanding and (ii) for all Bonds to be immediately Outstanding thereafter and stating that the Average Annual Bond Service Requirement pursuant to (ii) above is not greater than that set forth pursuant to (i) above. (3) The Public Service Tax for the twelve month period selected pursuant to (1) above may be adjusted to include the estimated amounts from such taxes that the Issuer would have received from areas that the Issuer has annexed prior to the issuance of the Additional Parity Obligations and not fully reflected in such Fiscal Year. (A) The Public Service Tax for the twelve month period selected pursuant to (1) above may be adjusted to include the estimated amounts from such taxes that the Issuer would have received during such twelve month period due to any increase in the rate or rates of such taxes during such twelve month period and not fully reflected in such twelve month period. (5) The ordinance authorizing the issuance of the Additional Parity Obligations shall recite that all of the covenants contained in the Ordinance will be applicable to such Additional Parity Obligations. C -1b Defaults and Remedies Events of Default - The following events shall each constitute an "Event of Default ": (1) Default shall be made in the payment of the principal of, Amortization Installment, redemption premium or interest on any Bond when due. (2) There shall occur the dissolution or liquidation of the Issuer, or the filing by the Issuer of a voluntary petition in bankruptcy, or the commission by the Issuer of any act of bankruptcy, or adjudication of the Issuer as a bankrupt, or assignment by the Issuer for the benefit of its creditors, or appointment of a receiver for the Issuer, or the entry by the Issuer into an agreement of composition with its creditors, or the approval by a court of competent jurisdiction of a petition applicable to the Issuer in any proceeding for its reorganization instituted under the provisions of the Federal Bankruptcy Act, as amended, or under any similar act in any jurisdiction which may now be in effect or hereafter enacted. (3) The Issuer shall default in the due and punctual performance of any other of the covenants, conditions, agreements and provisions contained in the Bonds or in the Ordinance on the part of the Issuer to be performed, and such default shall continue for a period of thirty (30) days after written notice of such default shall have been received from the Holders of not less than twenty-five percent (25 %) of the aggregate principal amount of Bonds Outstanding or the Credit Facility Issuer of such amount of Bonds. Notwithstanding the foregoing, the Issuer shall not be deemed in default under the Ordinance if such default can be cured within a reasonable period of time and if the Issuer in good faith institutes curative action and diligently pursues such action until the default has been corrected. Remedies - Any Holder of Bonds issued under the provisions of the Ordinance or any trustee or receiver acting for such Bondholders may either at law or in equity, by suit, action, mandamus or other proceedings in any court of competent jurisdiction, protect and enforce any and all rights under the laws of the State, or granted and contained in the Ordinance, and may enforce and compel the performance of all duties required by the Ordinance or by any applicable statutes to be performed by the Issuer or by any officer thereof. The Holder or Holders of Bonds in an aggregate principal amount of not less than twenty-five percent (25 %) of the Bonds then Outstanding may by a duly executed certificate in writing appoint a trustee for Holders of Bonds issued pursuant to the Ordinance with authority to represent such Bondholders in any legal proceedings for the enforcement and protection of the rights of such Bondholders and such certificate shall be executed by such Bondholders or their duly authorized attorneys or representatives, and shall be filed in the office of the City Clerk. Notice of such appointment, together with evidence of the requisite signatures of the Holders of not less than twenty-five percent (25 %) in aggregate principal amount of Bonds Outstanding and the trust instrument under which the trustee shall have agreed to serve shall be filed with the Issuer and the trustee and notice of appointment shall be given to all Holders of Bonds in the same manner as notices of redemption are given under the Ordinance. After the appointment of the first trustee thereunder, no further trustees may be appointed; however, the Holders of a majority in aggregate principal amount of all the Bonds then Outstanding may remove the trustee initially appointed and appoint a successor and subsequent successors at any time. Upon the occurrence of an Event of Default, a trustee may, and shall, at the direction of 2$ %a of the Bondholders, by written notice to the Issuer, declare the principal of the Bonds to be immediately due and payable, whereupon that portion of the principal of the Bonds thereby coming due and the interest thereon accrued to the date of payment shall, without further action, become and be immediately due and payable, anything in the Ordinance or in the Bonds to the contrary notwithstanding. C -11 Directions to Trustee as to Remedial Proceeding - The Holders of a majority in principal amount of the Bonds then Outstanding (or any Credit Facility Issuer insuring any then Outstanding Bonds) have the right, by an instrument or concurrent instruments in writing executed and delivered to the trustee, to direct the method and place of conducting all remedial proceedings to be taken by the trustee, provided that such direction shall not be otherwise than in accordance with law or the provisions of the Ordinance, and that the trustee shall have the right to decline to follow any such direction which in the opinion of the trustee would be unjustly prejudicial to Holders of Bonds not parties to such direction. Remedies Cumulative - No remedy conferred upon or reserved to the Bondholders is intended to be exclusive of any other remedy or remedies, and each and every such remedy shall be cumulative, and shall be in addition to every other remedy given under the Ordinance or existing at law or in equity or by statute. Waiver of Default - No delay or omission of any Bondholder to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default, or an acquiescence therein; and every power and remedy given by the Ordinance to the Bondholders may be exercised from time to time, and as often as may deemed expedient. Application of Moneys after Default - If an Event of Default shall happen and shall not have been remedied, the Issuer or a trustee or receiver appointed for the purpose shall apply all Pledged Funds as follows and in the following order: (1) To the payment of the reasonable and proper charges, expenses and liabilities of the trustee or receiver, Registrar and Paying Agent under the Ordinance; and (2) To the payment of the interest and principal or Redemption Price, if applicable, then due on the Bonds, as follows: (a) Unless the principal of all the Bonds shall have become due and payable, all such moneys shall be applied: FIRST: to the payment to the Persons entitled thereto of all installments of interest then due, in the order of the maturity of such installments, and, if the amount available shall not be sufficient to pay in full any particular installment, then to the payment ratably, according to the amounts due on such installment, to the Persons entitled thereto, without any discrimination or preference; SECOND: to the payment to the Persons entitled thereto of the unpaid principal of any of the Bonds which shall have become due at maturity or upon mandatory redemption prior to maturity (other than Bonds called for redemption for the payment of which moneys are held pursuant to the provisions of Section 21 of the Ordinance), in the order of their due dates, with interest upon such Bonds from the respective dates upon which they became due, and, if the amount available shall not be sufficient to pay in full Bonds due on any particular date, together with such interest, then to the payment first of such interest, ratably according to the amount of such interest due on such date, and then to the payment of such principal, ratably according to the amount of such principal due on such date, to the Persons entitled thereto without any discrimination or preference; and THIRD: to the payment of the Redemption Price of any Bonds called for optional redemption pursuant to the provisions of the Ordinance. C -12 (b) If the principal of all the Bonds shall have become due and payable, all such moneys shall be applied to the payment of the principal and interest then due and unpaid upon the Bonds, with interest thereon as aforesaid, without preference or priority of principal over interest or of interest over principal, or of any installment of interest over any other installment of interest, or of any Bond over any other Bond, ratably, according to the amounts due respectively for principal and interest, to the Persons entitled thereto without any discrimination or preference. Control by Credit Facility Issuer -Upon the occurrence and continuance of an Event of Default, the Credit Facility Issuer, if such Credit Facility Issuer shall have honored all of its commitments under its bond insurance policy, shall be entitled to direct and control the enforcement of all rights and remedies with respect to the Bonds it shall insure. Amending and Supplementing of Ordinance without Consent of holders of Bonds The Issuer, from time to time and at any time and without the consent or concurrence of any Registered Owner of any Bond, may adopt an ordinance or resolution amendatory to the Ordinance or supplemental thereto, if the provisions of such supplemental ordinance or resolution shall not adversely affect the rights of the Registered Owners of the Bonds then Outstanding, for any one or more of the following purposes: (A) To make any changes or corrections in the Ordinance as to which the Issuer shall have been advised by counsel that are required for the purpose of curing or correcting any ambiguity or defective or inconsistent provision or omission or mistake or manifest error contained in the Ordinance, or to insert in the Ordinance such provisions clarifying matters or questions arising under the Ordinance as are necessary or desirable; (B) To add additional covenants and agreements of the Issuer for the purpose of further securing the payment of the Bonds; (C) To surrender any right, power or privilege reserved to or conferred upon the Issuer by the terms of the Ordinance; (D) To confirm as further assurance any lien, pledge or change, or the subjection to any lien, pledge or change, created or to be created by the provisions of the Ordinance; (E) To grant to or confer upon the Registered Owners any additional right, remedies, powera authority or security that lawfully may be granted to or conferred upon them; (F) To assure compliance with Federal "arbitrage" provisions in effect from time to time; (G) To bring all or a portion of the Project into compliance with applicable state or federal laws; and (H) To modify any of the provisions of the Ordinance in any other respects provided that such modification shall not be effective until after the Bonds Outstanding at the time such supplemental ordinance or resolution is adopted shall cease to be Outstanding, or until the Holders thereof consent thereto pursuant to the Ordinance, and any Bonds issued subsequent to any such modification shall contain a specific reference to the modifications contained in such supplemental ordinance or resolution. C -13 Amendment of Ordinance with Consent of Holders of Bonds Except as provided above, no material modification or amendment of the Ordinance or of any ordinance amendatory thereof or ordinance or resolution supplemental thereto may be made without the consent in writing of the Registered Owners of fifty-one percent or more in the principal amount of the Bonds of each Series so affected and then Outstanding, provided, however, that no modification or amendment shall permit a change in the maturity of such Bonds or a reduction in the rate of interest thereon or in the amount of the principal obligation thereof or affecting the promise of the Issuer to pay the principal of and interest on the Bonds as the same shall become due from the Public Service Tax or reduce the percentage of the Registered Owners of the Bonds required to consent to any material modification or amendment of the Ordinance without the consent of the Registered Owner or Registered owners of all such obligations. For purposes of this paragraph, to the extent any Bonds are secured by a Credit Facility and such Bonds are then rated in one of the two highest rating categories (without regard to gradation) by either Standard & Poor's Corporation or Moody's Investors Service, Inc., or successors and assigns, then the consent of the Credit Facility Issuer shall be deemed to constitute the consent of the Registered Owner of such Bonds and in such case no consent of the Registered Owners of such Bonds shall be required; provided, however, a copy of such amendment shall be provided to such rating agencies not less than thirty (34) days prior to the effective date thereof. IDefeasance If, at any tune, the Issuer shall have paid, or shall have made provision for payment of, the principal, interest and redemption premiums, if any, with respect to the 1995 Bonds, then, and in that event, the pledge of and lien on the Public Service Tax in favor of the Holders of the 1995 Bonds shall be no longer in effect. For purposes of the preceding sentence, deposit of Federal Securities or bank certificates of deposit fully secured as to principal and interest by Federal Securities in irrevocable trust with a banking institution or trust company, for the sole benefit of the Bondholders, in respect to which such Federal Securities or certificates of deposit, the principal of which, together with the income thereon, will be sufficient to make timely payment of the principal, interest, and redemption premiums, if any, on the Outstanding 1995 Bonds, shall be considered "provision for payment." Nothing in the Ordinance shall be deemed to require the Issuer to call any of the Outstanding 1995 Bonds for redemption prior to maturity pursuant to any applicable optional redemption provisions, or to impair the discretion of the Issuer in determining whether to exercise any such option for early redemption. Governmental Reorganization Notwithstanding any other provisions of the Ordinance, the Ordinance shall not prevent any lawful reorganization of the governmental structure of the Issuer, including a merger or consolidation of the Issuer with another public body or the transfer of the Project to another public body, provided that any reorganization which affects the Project or any transfer of the Project shall provide that the Project shall be continued and that any public body which succeeds to the ownership and operation of the Project shall also assume all rights, powers, obligations, duties and liabilities of the Issuer under the Ordinance and pertaining to all Bonds. Tax Covenants (A) The Issuer has covenanted with the Registered Owners of each series of Bonds that it shall not use the proceeds of such series of Bonds in any manner which would cause the interest on such series of Bonds to be or become includable in the gross income of the Registered Owner thereof for federal income tax purposes. (B) The Issuer has covenanted with the Registered Owners of each series of Bonds that neither the Issuer nor any person under its control or direction will make any use of the proceeds of such series of Bonds (or amounts deemed to be proceeds under the Code) in any manner which would cause such series of Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Code and neither the Issuer nor any rather C•14 person shall do any act or fail to do any act which would cause the interest on such series of Bonds to become includable in the gross income of the Registered Owner thereof for federal income tax purposes. (C) The Issuer has covenanted with the Registered Owners of each series of Bonds that it will comply with all provisions of the Code necessary to maintain the exclusion of interest on the Bonds from the gross income of the Registered Owner thereof for federal income tax purposes, including, in particular, the payment of any amount required to be rebated to the U.S. Treasury pursuant to the Code. Covenants with Credit Facility Issuer The Ordinance provides that the Issuer may make such covenants as it may, in its sole discretion, determine to be appropriate with any Credit Facility Issuer that shall agree to provide a Credit Facility that shall enhance the security or the value of the 1995 Bonds. Such covenants may be set forth in a resolution adopted prior to or simultaneously with the sale of the 1995 Bonds and shall have the same effect as if such covenants were set forth in full in the Ordinance. Covenants Regarding Reserve Subaccount Surety Bond Pursuant to certain supplemental resolutions, the Issuer has agreed with the Municipal Bond Investors Assurance Corporation ( "MBIA "), as issuer of a surety bond (the "Surety Bond ") for the Reserve Subaccount for the benefit of the 1995 Bonds to the following additional provisions and covenants for the benefit of MBIA and the Holders of the 1995 Bonds while the Surety Bond is in full force and effect: (A) For purposes of selecting a further credit enhancement to fund the Reserve Subaccount for the 1995 Bonds, a "qualified surety bond" shall mean a surety bond issued by an insurance company rated in the highest rating category by Standard & Poor's and Moody's, and, if rated by A.M. Best & Company, must also be rated in the highest rating category by A.M. Best & Company.) (B) In any event where the Reserve Subaccount for the 1995 Bonds contains both the Surety Bond and cash, the cash shall be drawn down completely before any demand is made on the Surety Bond. In any event where the Reserve Subaccount for the 1995 Bonds contains a surety bond from another entity and the Surety Bond, demands for payment under the surety bonds shall be pro -rata from each of the surety bonds. (C) If a disbursement is made from the Surety Bond, the Issuer shall fast reinstate the maximum limits of such Surety Bond second deposit into the Reserve Subaccount for the 1995 Bonds, from moneys available under the Ordinance, funds in the amount of any disbursement made therefrom, and third pay MBIA any interest due on amounts advanced under the Surety Bond. (D) Any revenues available for debt service on the 1995 Bonds and any Additional Parity Obligations issued under the Ordinance shall be distributed between the 1995 Bonds and such Additional Parity Obligations on a pro rata basis without regard to the existence of a funded Reserve Subaccount or a surety bond therein. (1r) The Paying Agent shall deliver a Demand For Payment at least three days prior to the date on which payments of principal and interest on the 1995 Bonds are required. (F) It will be the responsibility of the Paying Agent to maintain adequate records, verified with MBIA, as to the amount available to be drawn at any given time under the Surety Bond and as to the amounts paid and owing to MBIA under the terms of the Financial Guaranty Agreement. (G) No optional redemption of 1995 Bonds, defeasance of the 1995 Bonds or distribution of funds to the :Issuer pursuant to Section 16(C)(6) of the Ordinance shall be made unless all amounts owed to MBIA under the terms of the Financial Guaranty Agreement or any other documents have been paid in full. C -15 rMS PAGE ESUENTiONALLY LEFT BLAND] IN [THIS PAGE INTENTIONALLY LEFT BLANK] APPENDIX D Upon delivery of the Series 1995 Bonds in definitive form, Bryant, Miller and Olive, F.A., Bond Counsel, proposes to render its final approving opinion in substantially the following form: [Date of Delivery of Series 1995 Bonds) City Commission City of Clearwater Clearwater, Florida CITY OF CLEARWATER, FLORIDA IMPROVEMENT REVENUE BONDS, SERIES 1995 (MUNICIPAL SERVICES /PUBLIC SAFETY AND POLICE COMPLEX PROJECT) Ladies and Gentlemen: We have acted as bond counsel in connection with the issuance by the City of Clearwater, Florida (the "Issuer "), of its $ Improvement Revenue Bonds, Series 1995 (Municipal Services/Public Safety and Police Complex Project) (the "Series 1995 Bonds "), pursuant to the Constitution and laws of the State of Florida, Chapter 166, Part Ii, Florida Statutes, and other applicable provisions of law, Ordinance No. 5659 -94, enacted by the City Commission of the Issuer on August 18, 1994 (the "Ordinance "), as amended and supplemented. Any capitalized undefined terms used herein shall have the meaning set forth in the Ordinance. As to questions of fact material to our opinion, we have relied upon representations of the Issuer contained in the Ordinance and in the certified proceedings and other certifications of public officials furnished to us, without undertaking to verify the same by independent investigation. We have not undertaken an independent audit, examination, investigation or inspection of such matters and have relied solely on the facts, estimates and circumstances described in such proceedings and certifications. We have assumed the genuineness of signatures on all documents and instruments, the authenticity of documents submitted as originals and the conformity to originals of documents submitted as copies. We have not been engaged or undertaken to review the accuracy, completeness or sufficiency of any offering material relating to the Series 1995 Bonds. This opinion should not be construed as offering material, an offering circular, prospectus or official statement and is not intended in any way to be a disclosure statement used in connection with the sale or delivery of the Series 1995 Bonds. Furthermore, we are not passing on the accuracy or sufficiency of any CUSIP numbers appearing on the Series 1995 Bonds. In addition, we have not been engaged to and, therefore, express no opinion as to compliance by the Issuer or the underwriter with any federal or state statute, regulation or ruling with respect to the sale and distribution of the Series 1995 Bonds. In rendering this opinion, we have examined and relied upon the opinion of even date herewith of Pamela K. Akin, Esquire, Counsel for the Issuer, as to the due creation and valid existence of the Issuer, the due enactment of the Ordinance, the due authorization, execution and delivery of the Series 1995 Bonds and the compliance by the Issuer with all conditions precedent to the issuance of the Series 1995 Bonds. In addition, we further rely on the final judgment of the Circuit Court in and for the Sixth Judicial Circuit validating the issuance of the Bonds, and the affirmance of such judgment by the Florida Supreme Court on January 9, 1995, The Series 1995 Bonds are payable from and secured by alien upon and pledge of the Public Service Tax, which lien is junior and subordinate to the lien thereon pledged for the remaining bonds outstanding of the Issuer's $705,000 Public Service Tax and Bridge Revenue Bonds, Series 1985. Pursuant to the terms, conditions and limitations contained in the Ordinance, the Issuer has reserved the right to issue obligations in the future which shall have alien on the Public Service Tax equal to that of the Series 1095 Bonds. The Series 1995 Bonds do not constitute a general obligation or indebtedness of the Issuer within the meaning of any constitutional, statutory or other limitation of indebtedness and the holders thereof shall never have the right to compel the exercise of any ad valorem taxing power of the Issuer or taxation in any form of any real or personal property for the payment of the principal of or interest on the Series 1995 Bonds. The opinions set forth below are expressly limited to, and we opine only with respect to, the laws of the State of Florida and the federal income tax laws of the United States of America. Based on our examination, we are of the opinion, as of the date of delivery of and payment for the Series 1995 Bonds, as follows: 1. The Ordinance has been duly enacted by the Issuer and constitutes a valid and binding obligation of the Issuer enforceable upon the Issuer in accordance with its terms. 2. The Series 1995 Bonds have been duly authorized, executed and delivered by the Issuer and are valid and binding special obligations of the Issuer enforceable in accordance with their terms, payable solely from the sources provided therefor in the Ordinance. 3. The Internal Revenue Code of 1986, as amended (the "Code "), establishes certain requirements which must be met subsequent to the issuance and delivery of the Series 1995 Bonds in order that interest on the Series 1995 Bonds be and remain excluded from gross income for purposes of federal income taxation. Non - compliance may cause interest on the Series 1995 Bonds to be included in federal gross income retroactive to the date of issuance of the Series 1995 Bonds, regardless of the date on which such non - compliance occurs or is ascertained. The Issuer has covenanted in the Ordinance to comply with such requirements in order to maintain the exclusion from federal gross income of the interest on the Series 1995 Bonds. Subject to compliance by the Issuer with the aforementioned covenants, (a) interest on the Series 1995 Bonds is excluded from gross income for purposes of federal income taxation, and (b) interest on the Series 1.995 Bonds is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations; however, with respect to corporations (as defined for federal income tax purposes), such interest is taken into account in determining adjusted current earnings for the purpose of computing the alternative minimum tax imposed on such corporations. We express no opinion regarding other federal tax consequences arising with respect to the Series 1995 Bonds. 4, The Series 1995 Bonds are exempt from intangible taxes imposed pursuant to Chapter 199, Florida Statutes. It is to be understood that the rights of the owners of the Series 1995 Bonds and the enforceability thereof may be subject to the exercise of judicial discretion in accordance with general principles of equity, to the valid exercise of the sovereign police powers of the State of Florida and of the constitutional powers of the United States of America and to bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights heretofore or hereafter enacted. Our opinions expressed herein are predicated upon present law, facts and circumstances, and we assume no affirmative obligation to update the opinions expressed herein if such laws, facts or circumstances change after the date hereof. Very truly yours, BRYANT, MILLER AND OLIVE, P.A. D -2 k jLNANCIAL GUARANTY INSURANCE POLICY ,MBiA Municipal Bond Investors Assurance Corporation Armonk, New York 10504 Policy No. [NUMBER) Municipal Bond Investors Aswrace Corporation ( the "host ), in consideration of the payment of the premium and subject to the temps of this policy, hereby tmaxsditionally and irrevocably guarantees to any owner, as hereinafter defined, of the following described obligations, the full and complete payment required to be made, by or on behalf ofthe Issuer to [INSERT NAME OF PAYING AGENT] or its successor (the "Paying Agent) of an mo= equal to n the principal of (either at the stated mattaity or by any advancement of maturity pmstia tt to a mandatory sinking fiord payment) and interest on, the Dbiigxflons (s thatterm is defined below) as such paymets shall become due but shall not be so paid (arceptlat in the event of any ametsadon of do due date of me h principal by reason of mandatory or optional redemption or acceleration u milts tg from de&* or odoetwises , odier than any advancemerit of muntm>iy craw= to a mandatory smkmg fund paymaht, the payments guaraotoed henry shall be trade in surds amtotm and at such tomes as such paymmm of Wmc4 l would have been due had there not been any such aowletamomr and (n) the re nhirsementof aany such paymettwhidh ins subsegtheaiiy recovemd from any a wner pmsizato a final judgm.nt by a court of competent jurisdiction twat! pwyni nt eonstihmm an wmWable pre&mm to shim oww withm the tneatting ofany applicable bankauptcy law. Tice amotmts referred to m clauses 0i and (n) ofthe preceding smtenoe shall be referred to herein collectively as the %warred Amounts." "Oblip iazs" shall mean: [PAR] [LEGAL NAM OF iSSMI UpWrece00fWkpho= ortek raptsiciiodce,aclh notice st yoonfirnedinwritinsbyreedoroastifiedmail ,or uponraceiptofwridrrt notice k n d(rorstified n of bythe Imirerfrean the PoyingAgat crony asvnaofan Obligation the paymast ofan InstuedAmmmt farwhicti is dm dueq tlrats ich roWired pa sea has we berm made, ft Instirw on the due date of std paymemorwithin arre business day after reocipt ofnofscx of such nonpayment whic er is later, will make a dept of firm, in an acootmt with State Streex Bank and Tmst Company, NA, in New York, New York, or its siccessor, std for the payment of any attar himired Amotmts which are then due. Upon presentment and sueriender of su& Oblig3dori_s or presentment of such ad= proof of ownership of the Obligations, together with any appioprhhDe insatanernts of assignmet to evidence the assignment of the Insured Amounts able on the Obligations as are paid by the Irmter, and appropriate uastntments to effba the appoimtrment of the Imiter as agent for stick owners ofthe Obligations in any legal proceeding related to payment of maned Amounts on the ObIigazioes, such iristminerits being in a form sa y to State Street Bank and Theist Company, N.A., Spate Street Bank and Tnest Company, N.A. shall distitase to such owners, or the Paying Agent paymwd of the insured Ammints due an such Obligabons, less any amoaart held by the Paying Agent for the payment of arch Eft i Amatffi1s and 1eoW amiable dierefor This policy des not insure against mss of an y prepayment premium which may at any time be payable With respect to any Obligation. As used herein, the term "owner" shall mean the registered owner of any Obligation as indicated in the bookcs maintained by the Payinng Agent, the Lveer, or any designee of the Is ter for me h ptupose. The tam owner shall not inchhde the Issther or army party whose agteerrhent with the Lm f constiturtes the hmdrtiymg security for the Obligations. Any service of peaces on the Imst= may be trade to the insut>;r at its offices located at 113 King Street, Armonk, New York 10504 and inch service ofpmcess shall be valid and binding. T1his policy is non - cancelbble fbr any reason. The premium on this policy is not refimdable for any mason inchmdmg the payment prim to manmty of the Obligations. The iruairatce provided by tmis policy is not covered by the Fkxida insurance Guaranty Association created under chapter 63 I, Florida Smites. IN WnNM WHEREOF, the Irma has cm=d this policy to be erectited in facsimile on as behalf by its duty awhorimd officers, this (DAY] day of (MONTH, YEAR). MUNICIPAL BONY) COUNTERSIGNED: ASSURANCE COR Resident Licensed Agent_ President v Attest City, State e STD-RCS-FL-5 1 /1/4•t [THIS PAGE INTENTIONALLY LEFT ELAND] EXHIBIT C COMPOSITE EXHIBIT FOR COMMITMENTS TO ISSUE A FINANCIAL GUARANTY INSURANCE POLICY FOR BONDS AND SURETY BOND FOR RESERVE FUND t:.._ �, o 01AGIA COMMITMENT TO ISSUE A FINANCIAL GUARANTY INSURANCE POLICY Application No.: 94 -07 -6204 Sale Date: January, 1995 Program Type: Competitive ABP Re: $11,000,000 (est.) City of Clearwater, Florida, Improvement Revenue Bonds, Series 1995 (Municipal Services/ Public Safety and Police Complex Project) (the "Obligations ") This commitment to issue a financial guaranty insurance policy (the "Commitment ") dated January 18, 1995, constitutes an agreement between CITY OF CLEARWATER, FLORIDA the ( "Applicant ") and MUNICIPAL BOND INVESTORS ASSURANCE CORPORATION (the "Insurer "), a stock insurance company incorporated under the laws of the State of New York. Based on an approved application dated November 8, 1994, the Insurer agrees, upon satisfaction of the conditions herein, to issue on the earlier of (i) 120 days of said approval date or (ii) on the date of delivery of an payment for the Obligations, a financial guaranty insurance policy (the "Policy ") for the Obligations, insuring the payment of principal of and interest on the Obligations when due. The issuance of the Policy shall be subject to the following terms and conditions: 1. Payment by the Applicant, or by the Trustee on behalf of the Applicant, on the date of delivery of and payment for the Obligations, the following payments: a. a nonrefundable premium in the amount of .258% of total debt service, premium rounded to the nearest thousand. The premium set out in this paragraph shall be the total premium required to be paid on the Policy issued pursuant to this Commitment; b. Standard & Poor's Ratings Group rating agency fees in an amount to be billed directly by Standard & Poor's Ratings Group, based on the final par and other factors as determined by Standard & Poor's Ratings Group; and c. Moody's Investors Service rating agency fees in an amount to be billed directly by Moody's Investors Service, based on the final par and other factors as determined by Moody's Investors Service. 2. The Obligations shall have received the unqualified opinion of bond counsel with respect to the tax - exempt status of interest on the Obligations. 3. There shall have been no material adverse change in the Obligations or the Resolution, Bond Ordinance, Trust Indenture or other official document authorizing the issuance of the Obligations or in the final official statement or other similar document, including the financial statements included therein. 4. There shall have been no material adverse change in any information submitted to the Insurer as a part of the application or subsequently submitted to be a part of the application to the Insurer. ZBIA 5. No event shall have occurred which would allow any underwriter or any other purchaser of the Obligations not to be required to purchase the Obligations at closing. 6. All documents executed in connection with the issuance of the Obligations shall contain a provision which requires copies of any amendments to such documents consented to by the Insurer to be sent to Standard & Poor's. 7. A Statement of Insurance satisfactory to the Insurer shall be printed on the Obligations. 8. Prior to the delivery of and payment for the Obligations, none of the information or documents submitted as a part of the application to the Insurer shall be determined to contain any untrue or misleading statement of a material fact or fail to state a material fact required to be stated therein or necessary in order to make the statements contained therein not misleading. 9. No material adverse change affecting any security for the Obligations shall have occurred prior to the delivery of and payment for the Obligations. 10. This Commitment may be signed in counterpart by the parties hereto. Dated this 18th day of January, 1995. MUNICIPAL BOND INVESTORS ASSURANCE CORPORATION By Assistant Secretary CITY OF CLEARWATER, FLORIDA By: Title: NOW BIA COMMITMENT TO ISSUE A DEBT SERVICE RESERVE SURETY BOND Application No.: 94 -07 -6218 Sale Date: January, 1995 Program Type: Negotiated DP RE: $1,200,000 (est.) Debt Service Reserve Fund for the $11,000,000 (est.) City of Clearwater, Florida, Improvement Revenue Bonds, Series 1995 (Municipal Services/ Public Safety and Police Complex Project) (the "Obligations ") This commitment to issue a debt service reserve surety bond (the "Commitment ") constitutes an agreement between CITY OF CLEARWATER, FLORIDA, (the "Applicant "), and MUNICIPAL BOND INVESTORS ASSURANCE CORPORATION (the "Insurer "), a stock insurance company incorporated under the laws of the State of New York. Based on an approved application dated November 8, 1994, the Insurer agrees, upon satisfaction of the conditions herein, to issue on the earlier of (i) 120 days of said approval date or (ii) on the date of delivery of and payment for the Obligations, a debt service reserve surety bond (the "Surety Bond "), for the Obligations, guaranteeing the payment to the issuer of up to $1,200,000 (est.) on the Obligations. The issuance of the Surety Bond shall be subject to the following terms and conditions: 1. The Applicant, or by the Trustee on behalf of the Applicant, on the date of delivery of and payment for the Obligations, will make the following payments: a. a nonrefundable premium in the amount of 2.5% of surety amount, premium rounded to the nearest thousand. The premium set out in this paragraph La. shall be the total premium required to be paid on the Surety Bond issued pursuant to this Commitment; b. Standard & Poor's Ratings Group rating agency fees will be billed directly by Standard & Poor's Corporation, in an amount based on the final par and other factors as determined by Standard & Poor's Ratings Group, c. Moody's Investors Service rating agency fees in an amount to be billed directly by Moody's Investors Service, based on the final par and other factors as determined by Moody's Investors Service. 2. The Obligations shall have received the unqualified opinion of bond counsel with respect to the tax - exempt status of interest on the Obligations. 3. There shall have been no material adverse change in the Obligations or the Resolution, Bond Ordinance, Trust Indenture or other official document authorizing the issuance of the Obligations or in the final official statement or other similar document, including the financial statements included therein. 4. There shall have been no material adverse change in any information submitted to �e Insurer as a part of the Application or subsequently submitted to be a park of the Application tt '.te Insurer. *A4B[A 5. No event shall have occurred which would allow any underwriter or any other purchaser of the Obligations not to be required to purchase the Obligations at closing. 6. All documents executedin connection with the issuance of the Obligations shall contain a provision which requires copies of any amendments to such documents consented to by the Insurer to be sent to Standard & Pooes. 7. Prior to the delivery of and payment for the Obligations, none of the information or documents submitted as a part of the Application to the Insurer shall be determined to contain any untrue or misleading statement of a material fact or fail to state a material fact required to be stated therein or necessary in order to make the statements contained therein not misleading. S. No material adverse change affecting any security for the Obligations shall have occurred prior to the delivery of and payment for the Obligations. 9. This Commitment may be signed in counterpart by the parties hereto. 10. Compliance with the Insurer's Term Sheet for Debt Service Reserve Fund Program (see Attachment A). Dated this 18th day of January, 1995. MUNICIPAL BOND INVESTORS ASSURANCE CORPORATION i� r Bye, Assistant Secretary CITY OF CLEARWATER, FLORIDA By: Title: 01 -30-95 04:03PM FROM MB1A DAC TO 918134626250 P002/012 (Attachment A) TERM SHEET FOR DEBT SERVICE RESERVE FUND PROGRAM Introduction The Insurer can, under certain circumstances, issue a debt service reserve fund surety bond (the "Surety Bond "), to be used as a replacement for a cash funded reserve, in any amount up to the full amount of the debt service rescrvo fund requirement. The Insurer requires that the issuer and/or the underlying obligor of the bonds enter into a Financial Guaranty Agreement with the Insurer providing for, among other things, the reimbursement to the Insurer of amounts drawn under the Surety Bond. A sample draft of such an agreement is attached. The Insurer will undertake its standard credit analysis of the issuer and/or obligor which may result in requests for modifications of the structure or certain provisions of the bond documents. These changes would be in addition to the spccifiiu changes rcquirod in all fiueuicings wlicrc a Surety Boridwill be issued (see Required Terms below). The Surety Bond may be structured to provide debt service reserve fund replacement for the current issue of bonds and any other debt issued on a parity therewith. However, in all cases, tb.e Surety Bond will expire on the final maturity date of the current issue. The program criteria are subject to change by the Insurer. Qeneral Terms Provision should be made in the bond documents for the creation of a debt service reserve fiord and there should he a requirement to maintain that fund at a certain level. It should also be provided that this requirement may be satisfied by cash or a qualified surety bond or a combination of these two. (Yote: A "qualified surety bond" mcans a surety bond issued by an insurance company rated in the highest rating category by Standard & Poor's and Moody's, and, if rated by A.M. Best & Company, must also be rated in the highest rating category by A.M. Best & Company.) In those instances where the issuance of parity debt will cause the debt service reserve fund requirement to increase, the Insurer requires that at the time of issuance of such parity debt, either cash or a qualified surety bond be provided so that the increased requirement will be satisfied. • In any event where the debt service reserve fund contains both an Insurer insured Surety Bond and cash, the Insurer requires that the cash be dravzt down completely before any demand is made on the Surety Bond. In any event where the debt service reserve fund contains a surety bond from another entity =d an Insurer insured Surety Bond, the documents should provide for a pro -rata draw on each of the surety bonds, With regard to replenishment, any available monies; as defined in the Indenture or Resolution, should be used first to reimburse the Insurer, thereby reinstating the Surety Bond, and second to replenish the cash in the debt service reserve fund. If the documents provide for the issuance of additional bonds that do not share a common reserve Rind Nrith the current issue, the Insurer can issue a surety bond that is, by its terms, available only as a reserve for the current issue. In such cases, the Insurer would require a covenant that any revenues available for debt service must be distributed betvveen the current issue and any additional bonds on a pro rata basis without regard to the existence of a funded debt service reserve or a surety bond. The bond documents should require the Trustee to deliver a Demand For Payment (see attached form) at least three days prior to the date on which funds are required. 01- 30•-9y U4 U31'M FROM MBIA DAG TU 91U13462MU YUU3 /Ul'l BIIA -2- R��llir�d With respect to any security interest in collateral granted to the bondholders, the Insurer should be granted that same interest subject only to that of the bondholders. This would apply to existing security, if any, as well as any to be granted in the future. The insurer should receive an opinion from counsel to the issuer /obligor that the Financial Guaranty Agreement Is a legal, valid and binding obligation of the issuer /obligor and is enforceable against the issuer /obligor in accordance with its terms. In general terms, the " Iluw nlfuuc s,, would ba structural as follows: All gross revenues should be paid in the following order with the priority indicated: l expenses of operation and maintenance; 2. debt service on the bonds; 3. reimbursement of amounts advanced by the Insurer under the Surety Bond; 4. reimbursement of cash amounts, if any, drawn from the reserve fund; 5. replenishment of Renewal and Replacement Fund; 6. payment to the Insurer of interest on amounts advanced under the Surety Bond; 7, all other lawful uses, including the debt service payment on any subordinate bonds. Provision must be made for the Insurer to be paid all amounts owed to it under the terms of the Financial Guaranty Agreement or any other documents before the bond documents may be terminated_ It will be the responsibility of the trustee /paying agent to maintain adequate records, verified with the Insurer, as to the amount available to be drawn at any given time under the Surety Bond and as to the amounts paid and owing to the Insurer under the terms of the Financial Guaranty Agreement. There may be no optional redemption of bonds or distribution of funds to the issuer and/or the underlying obligor unless all amounts owed to tho Insurer under tha terms of the Financial Guaranty Agreement or any other documents have been paid in full. 2/11/92 FINANCIAL GUARANTY AGREEMENT FINANCIAL GUARANTY AGREEMENT made as of [DATE OF OBLIGATIONS] by and between [ISSUER] (the °Issuer") and MUNICIPAL BOND INVESTORS ASSURANCE CORPORATION (the "Insurer "), organized under the laws of the state of New York WITNESSETH: WHEREAS, the Issuer has or will issue the Obligations; and WHEREAS, pursuant to the terms of the Document the Issuer agrees to make certain payments on the Obligations; and WHEREAS, the hm= will issue its Surety Bond, substantially in the form set forth in Annex A to this Agreement, guaranteeing certain payments by the Issuer subject to the terms and limitations of the Surety Bond; and WHEREAS, to induce the Insurer to issue the Surety Bond, the Issuer has agreed to pay the premium for the Surety Bond and to reimburse the Insurer for all payments made by the Insurer under the Surety Bond, all as more fully set forth in this Agreement; and WHEREAS, the Issuer understands that the Insurer expressly requires the delivery of this Agreement as part of the consideration for the execution by the Insurer of the Surety Bond; and NOW, THEREFORE, in consideration of the premises and of the agreements herein contained and of the execution of the Surety Bond, the Issuer and the Insurer agree as follows: ARTICLE I DEFINITIONS; SURETY BOND Section 1.01. Defirlitions. The terms which are capitalized herein shall have the meanings specified in Annex B hereto. Section 1.02. Surety Bond. (a) The Insurer will issue the Surety Bond in accordance with and subject to the terms and conditions of the Commitment. (b) The maximum liability of the Insurer under the Surety Bond and the coverage and term thereof shall be subject to and limited by the terms and conditions of the Surety Bond. Section 1.03. rte. In consideration of the Insurer agreeing to issue the Surety Bond hereunder, the Issuer hereby agrees to pay or cause to be paid the Premium set forth in the in Annex B hereto. The Premium on the Surety Bond is not refundable for any reason. Section 1.04. Certain Other E=gtm . The Issuer will pay all reasonable fees and disbursements of the Insurer's special counsel related to any modification of this Agreement or the Surety Bond. ARTICLED REIMBURSEMENT AND INDEMNIFICATION OBLIGATIONS OF ISSUER AND SECURITY THEREFOR Section 2.01. Reimbur,--ement lbr PaMcilts Under the Surety Bond and Fxnenses: Indemnification. (a) The Issuer N01 reimburse the Insurer, within the Reimbursement Period, without demand or notice by the Insurer to the Issuer or any other person. to the extent of each Surety Bond Payment with interest on each Surety Bond Payment from and including the date made to the date of tlic reimbursement at the lesser of the Reimbursement Rate or the maximum rate of interest permitted by then applicable law. (b) The Issuer also agrees to reimburse the insurer immediately and unconditionally upon demand, to the extent pemritted by state law, for all reasonable expenses incurred by the Insurer in connection with the Surety Bond and the enforcement by the Insurer of the Issuer's obligations under this Agreement, the Document, and any other document executed in connection with the issuance of the Obligations, together with interest on all such expenses from and including the date incurred to the date ofpayment at the rate set forth in subsection (a) of this Section 2.01. (c) The Issuer agrees to indemnify the Insurer, to the extent permitted by state law, against any and all liability, claims, loss, costs, damages, fees of attorneys and other expenses which the Insurer may sustain or incur by reason of or in consequence of Ci) the failure of the Issuer to perform or comply with the covenants or conditions of this Agreement or (i) reliance by the Insurer upon representations made by the Issuer or (iii) a default by the Issuer under the terms of the Document or any other documents executed in connection with the issuance of the Obligations. (d) The Issuer agrees that all amounts owing to the Insurer pursuant to Section 1.03 hereof and this Section 2.01 must be paid in full prior to any optional redemption or refunding of the Obligations. (e) All payments made to the Insurer under this Agreement shall be paid in lawful currency of the United States in immediately available funds at the Insurer's office at 113 King Street, Armonk, New York 10504, Attention: Accounting and Surveillance Departments, or at such other place as shall be designated by the Insurer. Section 2.02. Allocation of Payments. The Insurer and the Issuer hereby agree that each payment received by the Insurer from or on behalf of the Issuer as a reimbursement to the Insurer as required by Section 2.01 hereof shall be applied by the Insurer first, toward payment of any unpaid premium; second, toward repayment of the aggregate Surety Bond Payments made by the Insurer and not yet repaid, payment of which will reinstate all or a portion of the Surety Bond Coverage to the extent of such repayment (but not to exceed the Surety Bond Limit); and third, upon full reinstatement of the Surety Bond Coverage to the Surety Bond Limit, toward other amounts, including, without limitation, any interest payable Mth respect to any Surety Bond Payments then due to the Insurer. Section 2.03. Securily for Payments: Instruments of Further Assurance. To the extent, but only to time extent, that the Document, or any related indenture, trust agreement, ordinance, resolution, mortgage, security agreement or similar instrument, if any, pledges to the Owners or any trustee therefor, or grants a security interest or lien in or on any collateral, property, revenue or other payments ( "Collateral and Revenues ") in order to secure the Obligations or provide a source of payment for the Obligations, the Issuer hereby grants to the Insurer a security interest in or lien on, as the case may be, and pledges to the Insurer all such Collateral and Revenues as security for pa }Tnent of all amounts due hereunder and under the Document or any other document executed in connection with the issuance of the Obligations, which security interest, lien and/or pledge created or granted under this Section 2.03 shall be subordinate only to the interests of the Owners and any trustee therefor in such Collateral and Revenues, except as otherwise provided. The Issuer agrees that it will, from time to time, execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, any and all financing statements, if applicable, and all other further instruments as may be required by law or as shall reasonably be requested by the Insurer for the perfection of the security interest, if any, granted under this Section 2.03 and for the preservation and protection of all rights of the Insurer under this Section 2.03. Section 2.04.11nconditional Oblination. The obligations hereunder are absolute and unconditional and gill be paid or performed strictly in accordance with this Acmement. subject to the limitations of the Document. irrespcctivc of', (a) any lack of validity or enforceability of or wry amendmcnt or oilier modification of, or %N-aiver Math respect to die Obligations. time Document or arty other document executed in connection wt dm die issuance of the Obligations. or (b) any exchange, release or nonperfection of any security interest in property securing the Obligations or this Agreement or any obligations hereunder, or (c) any circumstances that might otherwise constitute a defense available to, or discharge of, the Issuer with respect to the Obligations, the Document or any other document executed in connection with the issuance of the Obligations; or (d) whether or not such obligations are contingent or matured, disputed or undisputed, liquidated or unliquidated Section2.05.Ins=es RiehtsRiehts. ' The Issuer shall repay the Insurer to the extent of payments made and expenses incurred by the Insurer in connection with the Obligations and this Agreement. The obligation of the Issuer to repay such amounts shall be subordinate only to the rights of the Owners to receive regularly scheduled principal and interest on the Obligations. (a) Qrarterly &VQfts. The Issuer will provide to the Insurer within 45 days of the close of each quarter interim financial statements covering all fund balances under the Document, a statement of operations (income statement), balance sheet and changes in fiord balances. These statements need not be audited by an independent certified public accountant, but if any audited statements are produced, they must be provided to the Insurer; (b) Annual Re =.. The Issuer will provide to the Insurer annual financial statements audited by an independent certified public accountant within 90 days of the end of each fiscal year; (c) Access to Facilities. Books and Records. The Issuer will grant the Insurer reasonable access to the project financed by the Obligations and will make available to the Insurer, at reasonable times and upon reasonable notice all books and records relative to the project financed by the Obligations; and (d) Compliance Certificate. On an annual basis the Issuer will provide to the Insurer a certificate confirming compliance with all covenants and obligations hereunder and under the Revenue Agreement, the Document or any other document executed in connection with the issuance of the Obligations. ARTICLE III AMENDNIENTS TO DOCUNENIT So long as this Agreement is in effect, the Issuer agrees that it will not agaree to amend the Document or any other document executed in connection Nvith the issuance of the Obligations, Nvithout the prior written consent of the Insurer. ARTICLE N E\TNTS OF DEFAULT: REMEDIES Section 4.01. Events of Default The following events shall constitute Events of Default hereunder: (a) The Issuer shall fail to pay to the Insurer % Mien due any amount payable under Sections 1.03, or (b) The Issuer shall fail to pay to the Insurer any amount payable under Sections 1.04 and 2.01 hereof and such failure shall have continued for a period in excess of the Reimbursement Period; or (c) Any material representation or -warranty made by the Issuer under the Document or hereunder or any statement in the application for the Surety Bond or any report, certificate, financial statement, document or other instrument proNided in connection with the Commitment, the Surety Bond, the Obligations, or herewith shall have been materially false at the time avten made; or (d) Except as otherwise provided in this Section 4.01, the Issuer shall fail to perform any of its other obligations under the Document; or any other document executed in connection with the issuance of the Obligations, or hereunder, provided that such failure continues for more than 30 days after receipt by the Issuer of written notice of such failure to perform; or (e) The Issuer shall (i) voluntarily commence any proceeding or file any petition seeking relief under the United States Bankruptcy Code or any other Federal, state or foreign bankruptcy, insolvency or similar law, (ii) consent to the institution of; or fail to controvert in a.tirnely and appropriate manner, any such proceeding or the filing of any such petition, (iii) apply for or consent to the appointment of a mceeiver, trvstee, custodian, sequesttator or similar official for such party or for a substantial part of its property, (iv) file an answer admitting the material allegations of a petition filed against it in any such proceeding, (v) make a general assignment for the benefit of creditors, (vi) become unable, admit in writing its inability or fail generally to pay its debts as they become due or (vii) take action for the purpose of effecting any of the foregoing, or (f) An involuntary proceeding shall be commenced or an involuntary petition shall be filed in a court of competent jurisdiction seeking (i) relief in respect of the Issuer, or of a substantial part of its property, under of the United States Bankruptcy Code or any other Federal, state or foreign bankruptcy, insolvency or similar law or (d) the appointment of a receiver, trustee, custodian, sequestrator or similar official for the Issuer or for a substantial part of its property; and such proceeding or petition shall continue undismissed for 60 days or an order or decree approving or ordering any of the foregoing shall continue unstayed and in effect for 30 days. Section 4.02. Remedies. If an Event of Default shall occur and be continuing, then the Insurer may take whatever action at law or in equity may appear necessary or desirable to collect the amounts then due and thereafter to become due under this Agreement or to enforce performance of any obligation of the Issuer to the Insurer under the Document or any related instrument, and any obligation, agreement or covenant of the Issuer under this Agreement; provided, however, that the Insurer may not take any action to direct or require acceleration or other early redemption of the Obligations or adversely affect the rights of the Owners. In addition, if an Event of Default shall occur due to the failure to pay to the Insurer the amounts due under Section 1.03 hereof, the Insurer shall have the right to cancel the Surety Bond in accordance with its terms. All rights and remedies of the Insurer under this Section 4.02 are cumulative and the exercise of any one remedy does not preclude the exercise of one or more of the other available remedies. ARTICLE V SETTLEMENT The Insurer shall have the exclusive right to decide and determine «vhether any claim, liability, suit or judgment made or brought against the Insurer, the Issuer or any other party on the Surety Bond shall or shall not be paid, compromised, insisted, defended, fled or appealed, and the Insurer's decision thereon, if made in good faith shall be final and binding upon the Insurer, the Issuer and any other party on the Surety Bond. An itemized statement of payments made by the Insurer, certified by an officer of the Insurer, or the voucher or vouchers for such payments, shall be prima facie evidence of the liability of the Issuer, and if the Issuer fails to immediately reimburse the Insurer upon the receipt of such statement of payments, interest shall be computed on such amount from the date of any payment made by the Insurer at the rate set forth in subsection (a) of Section 2.01 hereof. ARTICLE V MIISCI LLAMA :OUS Section b.01. jrtterest C oniyut.ltions. All computations of interest due hcreunder shall lx made on the basis of cite i,:tmd nurntx°r of days elapsed over a year of 360 days. Section 6.01I Nerciw_« f Withts. No failure or delay on the part of the Imurer to exercise anv right, power or pri%ilege under this Agivvntent and no course of dealing k%,tween the Insurer and rite Issuer or any other party -,kilf -,kill c,:rate as a waiNer of any such right. pimer or privilege. nor whall any sitlLle or prrti.il exercise of any such right, power or privilege preclude any other or further exercise thereof or the exercise of any other right, power or privilege. The rights and remedies herein expressly provided are cumulative and not exclusive of any rights or remedies which the Insurer would otherwise have pursuant to law or equity. No notice to or demand on any party in any case shall entitle such party to any other or further notice or demand in similar or other cin. wastances, or constitute a nvaiver of the right of the other party to any other or further action in any circumstances without notice or demand. Section 6.03.Amendment and Waiver. Any provision of this Agreement maybe amended, waived, supplemented, discharged or terminated only with the prior written consent of the Issuer and the Insurer. The issuer hereby agrees that upon the written request of the Paying Agent, the Insurer may make or consent to issue any substitute for the Surety Bond to cure any ambiguity or formal defect or omission in the Surety Bond which does not materially change the temps of the Surety Bond nor adversely affect the rights of the Owners, and this Agreement shall apply to such substituted surety bond. The Insurer agrees to deliver to the issuer and to the company or companies, if any, rating the Obligations, a copy of such substituted surety bond (a) This Agreement shall bind, and the benefits thereof shall inure to, the Issuer and the Insurer and their respective successors and assigns; provided, that the issuer may not Transfer or assign any or all of its rights and obligations hereunder without the prior written consent of the Insurer. (b) The descriptive headings of the various provisions of this Agreement are inserted for convenience of reference only and shall not be deemed to affect the meaning or construction of any of the provisions hereof. Section 6.05.Other Sureties. If the Insurer shall procure any other surety to reinsure the Surety Bond, this Agreement shall inure to the benefit of such other surety, its successors and assigns, so as to give to it a direct right of action against the Issuer to enforce this Agreement, and "the Insurer," wherever used herein, shall be deemed to include such reinsuring surety, as its respective interests may appear. Section 6.06. Signature on Bond. The Issuer's liability shall not be affected by its failure to sign the Surety Bond nor by any claim that other indemnity or security was to have been obtained .nor by the release of any indemnity, nor the return or exchange of any collateral that may have been obtained. Section 6.07. Waiver. The Issuer waives any defense that this Agreement was executed subsequent to the date of the Surety Bond, admitting and covenanting that such Surety Bond was executed pursuant to the Issuer's request and in reliance on the Issuer's promise to execute this Agreement. Section 6.08.Notices. Requests, Demands, Except as otherwise expressly provided herein, all written notices, requests, demands or other communications to or upon the respective parties hereto shall be deemed to have been given or made when actually received. or in the case of telex or telecopier notice sent over a telex or a telecopier machine owned or operated by a party hereto, 1Nben sent, addressed as specified below or at such other address as any of tlne parties may hereafter specifi, in v,Titing to the others: If to the Issuer: PSSUER] Attention: [NANE -) If to the Paying Agent: [PAYING AGENT) Attention: (NAME) If to the Insurer: Municipal Bond Investors Assu=cc Corporation 1 ] 3 Kina Street Armonk, New fork 105N Attention: Surveillance Dep.utlnnent Section 6.09.Sur-vival of Wirranties. All representations, Nvarninties mid obligatiorLS amtaincd hctvin shall survive the e — cution and deli\crl of this Asp eement and the Surcty Mond. Section 6.10. Gove i e Law This Agreement and the rights and obligations of the parties under this Agreement shall be governed by and construed and interpreted in accordance with the laws of the State. Section 6.1l.Counterparts. This Agreement may be executed in any number of copies and by the different parties hereto on the same or separate counterparts, each of which shall be deemed to be an original instrument. Complete counterparts of this Agreement shall be lodged with the Issuer and the Insurer. Section6.12.Several . In the event any provision of this Agreement shall be herd invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof- Section 6.13.Sun%ival of Obligations. Notwithstanding anything to the contrary contained in this Agreement; the obligation of the Issuer to pay all amounts due hereunder and the rights of the Insurer to pursue all remedies shall survive the expiration, termination or substitution of the Surety Bond and this Agreement. IN VVI NESS YMEREOF, each of the parties hereto has caused a counterpart of this Agreement to be duly executed and delivered as of the date first above written. [ISSUER] By: Title: MUNICIPAL BOND INVESTORS ASSURANCE CORPORATION President Attest: Assistant Secretary 1