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MIDTOWN

COMMUNITY DEVELOPMENT DISTRICT

September 15, 2020 BOARD OF SUPERVISORS TELEPHONIC PUBLIC HEARINGS AND REGULAR MEETING AGENDA Midtown Miami Community Development District OFFICE OF THE DISTRICT MANAGER 2300 Glades Road, Suite 410W●Boca Raton, 33431 Phone: (561) 571-0010●Fax: (561) 571-0013●Toll-Free: (877) 276-0889

ATTENDEES: September 8, 2020 Please identify yourself each time you speak to facilitate accurate transcription of meeting minutes.

Board of Supervisors TO ATTEND BY TELEPHONE: Midtown Miami Community Development District CALL-IN NUMBER: 1-888-354-0094 CONFERENCE ID: 8518503 Dear Board Members:

The Board of Supervisors of the Midtown Miami Community Development District will hold Telephonic Public Hearings and a Regular Meeting on September 15, 2020 at 2:00 p.m., at 1-888- 354-0094, Conference ID: 8518503. The agenda is as follows:

1. Call to Order/Roll Call

2. Public Comments

3. Presentation of Audited Annual Financial Report for the Fiscal Year Ended September 30, 2019, Prepared by Berger, Toombs, Elam, Gaines & Frank

4. Consideration of Resolution 2020-05, Hereby Accepting the Audited Annual Financial Report for the Fiscal Year Ended September 30, 2019

5. Public Hearing on Adoption of Fiscal Year 2020/2021 Budget A. Proof/Affidavit of Publication B. Consideration of Resolution 2020-06, Relating to the Annual Appropriations and Adopting the Budget for the Fiscal Year Beginning October 1, 2020, and Ending September 30, 2021; Authorizing Budget Amendments; and Providing an Effective Date

6. Public Hearing to Hear Comments and Objections on the Imposition of Maintenance and Operation Assessments to Fund the Budget for Fiscal Year 2020/2021, Pursuant to Florida Law A. Proof/Affidavit of Publication B. Consideration of Resolution 2020-07, Making a Determination of Benefit and Imposing Special Assessments for Fiscal Year 2020/2021; Providing for the Collection and Enforcement of Special Assessments; Including But Not Limited to Penalties and Interest Thereon; Certifying an Assessment Roll; Providing for Amendments to the Assessment Roll; Providing a Severability Clause; and Providing an Effective Date Board of Supervisors Midtown Miami Community Development District September 15, 2020, Telephonic Public Hearings and Regular Meeting Agenda Page 2

7. Consideration of Resolution 2020-08, Designating Dates, Times and Locations for Regular Meetings of the Board of Supervisors of the District for Fiscal Year 2020/2021 and Providing for an Effective Date

8. UPDATE: Qualified Candidates for 2020 General Election Cycle  Seat 4: Kiahna Perez, 125 NE 32nd St. Apt 1503, Miami, Fl 33137  Seat 5: No Qualified Candidates

9. Consideration of Resolution, 2020-09, Declaring a Vacancy in Seat 5 of the Board of Supervisors Pursuant to Section 190.006(3)(b), Florida Statutes; and Providing an Effective Date

10. Acceptance of Unaudited Financial Statements as of July 31, 2020

11. Approval of May 12, 2020 Telephonic Public Meeting Minutes

12. Staff Reports A. Operations Manager: Deborah Samuel I. Monthly Report II. Parking Information  Executive Summary  Transient Parking Year Over Year Comparison  Revenue By Lane Report B. District Counsel: Billing, Cochran, Lyles, Mauro & Ramsey, P.A. C. District Engineer: Alvarez Engineers, Inc.  Consideration of Environmental Monitoring by Terracon Consultants, Inc. o Supplement to Agreement for Services: Change to Scope of Services and Fees D. District Manager: Wrathell, Hunt and Associates, LLC I. 1,142 Registered Voters in District as of April 15, 2020 II. Update: City of Miami/CRA Audit and Incomplete TIR Disbursement to CDD III. TENTATIVE NEXT MEETING DATE: October 13, 2020 at 2:00 P.M. Board of Supervisors Midtown Miami Community Development District September 15, 2020, Telephonic Public Hearings and Regular Meeting Agenda Page 3

 QUORUM CHECK

Joseph Padula YES NO PHONE Alberto R. Vadia YES NO PHONE Alex Miranda YES NO PHONE Angelo Masarin YES NO PHONE Michelle Jorge YES NO PHONE

13. Audience Comments/Supervisors’ Requests

14. Adjournment

“Further, please be advised that the Florida Governor’s Office has declared a state of emergency due to the Coronavirus (COVID-19). As reported by the Center for Disease Control and World Health Organization, COVID-19 can spread from person-to-person through small droplets from the nose or mouth, including when an individual coughs or sneezes. These droplets may land on objects and surfaces. Other people may contract COVID-19 by touching these objects or surfaces, then touching their eyes, nose or mouth. Therefore, merely cleaning facilities, while extremely important and vital in this crisis, may not be enough to stop the spread of this virus.

“That said, the District wants to encourage public participation in a safe and efficient manner. Toward that end, anyone wishing to listen and participate in the meeting can dial in at 1-888-354- 0094, Conference ID: 8518503. Additionally, participants are encouraged to submit questions and comments to the District’s manager at [email protected].”

Should you have any questions, please do not hesitate to contact me directly at 561-346-5294.

Sincerely,

Cindy Cerbone District Manager MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT 3

Midtown Miami Community Development District

ANNUAL FINANCIAL REPORT

September 30, 2019

Midtown Miami Community Development District

ANNUAL FINANCIAL REPORT

September 30, 2019

TABLE OF CONTENTS

Page Number FINANCIAL SECTION

REPORT OF INDEPENDENT AUDITORS 1-2

MANAGEMENT’S DISCUSSION AND ANALYSIS 3-8

BASIC FINANCIAL STATEMENTS: Government-wide Financial Statements: Statement of Net Position 9 Statement of Activities 10 Fund Financial Statements: Balance Sheet – Governmental Funds 11 Reconciliation of Total Governmental Fund Balances to Net Position of Governmental Activities 12 Statement of Revenues, Expenditures and Changes in Fund Balances – Governmental Funds 13 Reconciliation of the Statement of Revenues, Expenditures and Changes in Fund Balances of Governmental Funds to the Statement of Activities 14 Statement of Revenues, Expenditures and Changes in Fund Balances – Budget and Actual – General Fund 15 Proprietary Fund Financial Statements: Statement of Net Position – Parking Garage Fund 16 Statement of Revenues, Expenses and Changes in Fund Net Position – Parking Garage Fund 17 Statement of Cash Flows – Parking Garage Fund 18-19

Notes to Financial Statements 20-36

INDEPENDENT AUDITOR'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS 37-38

MANAGEMENT LETTER 39-41

INDEPENDENT ACCOUNTANT’S REPORT/COMPLIANCE WITH SECTION 218.415, FLORIDA STATUTES 42

r~tt Berger, Toombs, Elam, CO:, Gaines & Frank Certified Public Accountants PL

600 Citrus Avenue Suite 200 Fort Pierce, Florida 34950

7721461-6120 II 461-1155 FAX: 7721468-9278

REPORT OF INDEPENDENT AUDITORS

To the Board of Supervisors Midtown Miami Community Development District Miami-Dade County, Florida

Report on the Financial Statements

We have audited the accompanying financial statements of Midtown Miami Community Development District as of and for the year ended September 30, 2019, and the related notes to financial statements, which collectively comprise the District’s basic financial statements as listed in the table of contents.

Management’s Responsibility for the Financial Statements

Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Fort Pierce I Stuart - 1 - Member AICPA Member AICPA Division For CPA Firms Member FICPA Private Companies Practice Section ~~tt Berger, Toombs, Elam, ,OJ Gaines & Frank CertifiedPublicAccountants PL

To the Board of Supervisors Midtown Miami Community Development District

Opinion

In our opinion, the basic financial statements referred to above present fairly, in all material respects, the financial position of the governmental activities, business-type activities, General Fund, Debt Service Fund, and Enterprise Fund of Midtown Miami Community Development District as of September 30, 2019, and the respective changes in financial position and cash flows and the budgetary comparison for the General Fund for the year then ended in conformity with accounting principles generally accepted in the United States of America.

Other Matters

Required Supplementary Information

Governmental accounting principles generally accepted in the United States of America require that the Management’s Discussion and Analysis be presented to supplement the basic financial statements. Such information, although not a part of the basic financial statements, is required by Governmental Accounting Standards Board who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures in accordance with governmental auditing standards generally accepted in the United States of America, which consisted principally of inquires of management regarding the methods of preparing the information and comparing the information for consistency with management’s responses to our inquiries, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance.

Other Reporting Required by Government Auditing Standards

In accordance with Government Auditing Standards, we have also issued a report dated June 22, 2020 on our consideration of the District’s internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations and contracts. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering Midtown Miami Community Development District’s internal control over financial reporting and compliance.

Berger, Toombs, Elam, Gaines & Frank Certified Public Accountants PL Fort Pierce, Florida

June 22, 2020

- 2 - Midtown Miami Community Development District MANAGEMENT’S DISCUSSION AND ANALYSIS For the Year Ended September 30, 2019

Management’s discussion and analysis of Midtown Miami Community Development District's (the “District”) financial performance provides an objective and easily readable analysis of the District’s financial activities. The analysis provides summary financial information for the District and should be read in conjunction with the District’s financial statements.

OVERVIEW OF THE FINANCIAL STATEMENTS

The District’s basic financial statements comprise three components; 1) Government-wide financial statements, 2) Fund financial statements, and 3) Notes to financial statements. The Government-wide financial statements present an overall picture of the District’s financial position and results of operations. The Fund financial statements present financial information for the District’s major funds. The Notes to financial statements provide additional information concerning the District’s finances.

The Government-wide financial statements are the statement of net position and the statement of activities. These statements use accounting methods similar to those used by private-sector companies. Emphasis is placed on the net position of governmental activities and the change in net position. Governmental activities are primarily supported by special assessments.

The statement of net position presents information on all assets and liabilities of the District, with the difference between assets and liabilities reported as net position. Net position is reported in three categories; 1) net investment in capital assets, 2) restricted and 3) unrestricted. Assets, liabilities, and net position are reported for all Governmental activities.

The statement of activities presents information on all revenues and expenses of the District and the change in net position. Expenses are reported by major function and program revenues relating to those functions are reported, providing the net cost of all functions provided by the District. To assist in understanding the District’s operations, expenses have been reported as governmental activities. Governmental activities financed by the District include general government, physical environment and interest on long term debt.

Fund financial statements present financial information for governmental and enterprise funds. These statements provide financial information for the major funds of the District. Governmental fund financial statements provide information on the current assets and liabilities of the funds, changes in current financial resources (revenues and expenditures), and current available resources. The enterprise funds financial statements provide information on all asset and liabilities of these funds, changes in economic resources (revenues and expenses) and total economic resources.

- 3 - Midtown Miami Community Development District MANAGEMENT’S DISCUSSION AND ANALYSIS For the Year Ended September 30, 2019

OVERVIEW OF THE FINANCIAL STATEMENTS (CONTINUED)

Fund financial statements include a balance sheet and a statement of revenues, expenditures and changes in fund balances for all governmental funds. A statement of revenues, expenditures, and changes in fund balances – budget and actual, is provided for the District’s General Fund. For enterprise funds a statement of net position, a statement of revenues and expenses, and changes in fund net position and a statement of cash flows are presented. Fund financial statements provide more detailed information about the District’s activities. Individual funds are established by the District to track revenues that are restricted to certain uses or to comply with legal requirements.

The government-wide financial statements and the fund financial statements provide different pictures of the District. The government-wide financial statements provide an overall picture of the District’s financial standing. These statements are comparable to private-sector companies and give a good understanding of the District’s overall financial health and how the District paid for the various activities, or functions, provided by the District. All assets of the District, including capital assets, are reported in the statement of net position. All liabilities, including principal outstanding on bonds are included. Transactions between the different functions of the District have been eliminated in the statement of activities in order to avoid “doubling up” the revenues and expenses. The fund financial statements provide a picture of the major funds of the District. In the case of governmental activities, outlays for long lived assets are reported as expenditures and long-term liabilities, such as general obligation bonds, are not included in the fund financial statements. To provide a link from the fund financial statements to the government-wide financial statements, a reconciliation is provided from the fund financial statements to the government-wide financial statements.

Notes to financial statements provide additional detail concerning the financial activities and financial balances of the District. Additional information about the accounting practices of the District, investments of the District, capital assets, and long-term debt are some of the items included in the notes to financial statements.

Financial Highlights:

The following are the highlights of financial activity for the year ended September 30, 2019.

 The District’s total liabilities exceeded total assets and deferred outflows of resources by $(9,565,537) (net position). Total net position was $(617,222) for governmental activities and $(8,948,315) for business-type activities. Unrestricted net position for governmental activities was $1,691,721 and business-type activities was $2,937,441. Restricted net position for governmental activities was $199,586 and $5,345,162 for business-type activities. Net investment in capital assets for governmental activities was $(2,508,529) and for business-type activities was $(17,230,918).

 Governmental activities revenues and transfers totaled $4,802,748 while governmental activities expenses totaled $4,358,782. Business-type activities revenues totaled $10,847,515 while business-type activities expenses and transfers totaled $8,700,960.

- 4 - Midtown Miami Community Development District MANAGEMENT’S DISCUSSION AND ANALYSIS For the Year Ended September 30, 2019

OVERVIEW OF THE FINANCIAL STATEMENTS (CONTINUED)

Financial Analysis of the District

The following schedule provides a summary of the assets, liabilities and net position of the District. It is not intended to be a complete presentation of government-wide financial activity.

Net Position

Governmental Activities Business-type Activities Total 2019 2018 2019 2018 2019 2018

Current assets $ 2,159,784 $ 2,153,031 $ 3,257,540 $ 3,125,887 $ 5,417,324 $ 5,278,918 Restricted assets 1,419,427 1,316,947 7,468,360 5,277,066 8,887,787 6,594,013 Capital assets 19,115,135 19,639,609 36,273,308 38,296,885 55,388,443 57,936,494 Total Assets 22,694,346 23,109,587 46,999,208 46,699,838 69,693,554 69,809,425

Deferred outflows - - 119,193 125,972 119,193 125,972

Current liabilities 1,522,904 1,534,367 3,463,297 3,420,811 4,986,201 4,955,178 Non-current liabilities 21,788,664 22,636,408 52,603,419 54,599,869 74,392,083 77,236,277 Total Liabilities 23,311,568 24,170,775 56,066,716 58,020,680 79,378,284 82,191,455

Net investment in capital assets (2,508,529) (2,831,561) (17,230,918) (17,022,330) (19,739,447) (19,853,891) Net position - restricted 199,586 180,667 5,345,162 3,129,327 5,544,748 3,309,994 Net position - unrestricted 1,691,721 1,589,706 2,937,441 2,798,133 4,629,162 4,387,839

Total Net Position $ (617,222) $ (1,061,188) $ (8,948,315) $ (11,094,870) $ (9,565,537) $ (12,156,058)

The decrease in capital assets for governmental activities and business-type activities was primarily due to current year depreciation.

The decrease in governmental and business-type activities total liabilities is primarily the result of principal payments made in the current year.

- 5 - Midtown Miami Community Development District MANAGEMENT’S DISCUSSION AND ANALYSIS For the Year Ended September 30, 2019

OVERVIEW OF THE FINANCIAL STATEMENTS (CONTINUED)

Financial Analysis of the District (Continued)

The following schedule provides a summary of the changes in net position of the District and is presented at the government-wide level for comparison purposes. It is not intended to be a complete presentation of District-wide financial activity.

Change in Net Position Governmental Activities Business-type Activities Totals 2019 2018 2019 2018 2019 2018 Program Revenues Charges for services $ 4,245,048 $ 4,222,290 $ 3,906,052 $ 3,876,001 $ 8,151,100 $ 8,098,291 Operating grants and contributions - - 6,750,273 6,561,920 6,750,273 6,561,920 General Revenues Intergovernmental revenues 55,659 - - - 55,659 - Investments earnings 96,776 (10,271) 188,325 17,617 285,101 7,346 Insurance proceeds - - - 19,214 - 19,214 Miscellaneous revenues 265 530 2,865 6,244 3,130 6,774 Total Revenues 4,397,748 4,212,549 10,847,515 10,480,996 15,245,263 14,693,545

Expenses General government 198,485 155,332 - - 198,485 155,332 Physical environment 3,001,071 3,231,908 - - 3,001,071 3,231,908 Interest and other charges 1,159,226 1,194,093 - - 1,159,226 1,194,093 Parking garage - - 8,295,960 8,295,963 8,295,960 8,295,963 Total Expenses 4,358,782 4,581,333 8,295,960 8,295,963 12,654,742 12,877,296

Transfers 405,000 205,000 (405,000) (205,000) - -

Change in Net Position 443,966 (163,784) 2,146,555 1,980,033 2,590,521 1,816,249

Net Position - Beginning of Year (1,061,188) (897,404) (11,094,870) (13,074,903) (12,156,058) (13,972,307)

Net Position - End of year $ (617,222) $ (1,061,188) $ (8,948,315) $ (11,094,870) $ (9,565,537) $ (12,156,058)

The increase in business-type activities operating contributions was the result of additional tax increment revenue received.

The increase in investment income is related to additional monies invested in the current year.

The increase in transfers is related to the increased budget deficit in the debt service fund.

The decrease in governmental activities physical environment is related to the hurricane clean up expenses incurred in the prior year.

- 6 - Midtown Miami Community Development District MANAGEMENT’S DISCUSSION AND ANALYSIS For the Year Ended September 30, 2019

OVERVIEW OF THE FINANCIAL STATEMENTS (CONTINUED)

Capital Assets Activity

The following schedule provides a summary of the District’s capital assets as of September 30, 2019.

Governmental Business-type Description Activities Activities Total Construction in progress $ 506,966 $ - $ 506,966 Machinery and equipment 130,094 219,520 349,614 Building and improvements 30,743,784 63,555,028 94,298,812 Less: accumulated depreciation (12,265,709) (27,501,240) (39,766,949)

Total Capital Assets (Net) $ 19,115,135 $ 36,273,308 $ 55,388,443

The current year activity for governmental activities was construction in progress additions of $506,966 and depreciation of $1,031,440. In business-type activities, depreciation was $2,138,368 and additions to machinery and equipment was $14,791.

General Fund Budgetary Highlights

Actual expenditures were less than the budget primarily due to lower repair and maintenance and park expenditures than anticipated.

The September 30, 2019 budget was amended for insurance and park expenditures that were more than originally anticipated.

Debt Management

Governmental Activities debt includes the following:

 In May 2014, the District issued $26,970,000 Special Assessment Refunding Bonds Series 2014B. These bonds were issued to refund the Series 2004B Bonds. The balance outstanding at September 30, 2019 was $23,015,000.

- 7 - Midtown Miami Community Development District MANAGEMENT’S DISCUSSION AND ANALYSIS For the Year Ended September 30, 2019

OVERVIEW OF THE FINANCIAL STATEMENTS (CONTINUED)

Debt Management (Continued)

Business-type Activities debt includes the following:

 In May 2014, the District issued $64,875,000 Series 2014A Special Assessment and Revenue Refunding Bonds to refund the Series 2004 Bonds. The balance outstanding at September 30, 2019 was $55,565,000.

Economic Factors and Next Year’s Budget

Midtown Miami Community Development District does not expect any economic factors to have a significant effect on the financial position or results of operations of the District in fiscal year 2020.

Request for Information

The financial report is designed to provide a general overview of Midtown Miami Community Development District’s finances for all those with an interest. Questions concerning any of the information provided in this report or requests for additional information should be addressed to the Midtown Miami Community Development District, Wrathell, Hunt and Associates, LLC, 2300 Glades Road, Suite 410W, Boca Raton, Florida 33431.

- 8 - Midtown Miami Community Development District STATEMENT OF NET POSITION September 30, 2019

Governmental Business-type Activities Activities Total ASSETS Current Assets Cash $ 1,709,425 $ 3,359,507 $ 5,068,932 Accounts receivable 3,571 22,590 26,161 Assessments receivable 283,564 - 283,564 Prepaid expenses 34,367 - 34,367 Deposits 4,300 - 4,300 Internal balances 124,557 (124,557) - Total Current Assets 2,159,784 3,257,540 5,417,324 Non-Current Assets Restricted assets Investments 1,419,427 7,468,360 8,887,787 Capital assets, not being depreciated Construction in progress 506,966 - 506,966 Capital assets, being depreciated Buildings and improvements 30,743,784 63,555,028 94,298,812 Machinery and equipment 130,094 219,520 349,614 Less: Accumulated depreciation (12,265,709) (27,501,240) (39,766,949) Total Non-Current Assets 20,534,562 43,741,668 64,276,230

Total Assets 22,694,346 46,999,208 69,693,554

DEFERRED OUTFLOWS OF RESOURCES Deferred amount on refunding - 119,193 119,193

LIABILITIES Current Liabilities Accounts payable 222,553 314,884 537,437 Due to developer 75 - 75 Unearned revenues - 5,215 5,215 Bonds payable 835,000 2,020,000 2,855,000 Accrued interest 465,276 1,123,198 1,588,474 Total Current Liabilities 1,522,904 3,463,297 4,986,201 Non-Current Liabilities Bonds payable, net 21,788,664 52,603,419 74,392,083 Total Liabilities 23,311,568 56,066,716 79,378,284

NET POSITION Net investment in capital assets (2,508,529) (17,230,918) (19,739,447) Restricted for debt service 199,586 5,345,162 5,544,748 Unrestricted 1,691,721 2,937,441 4,629,162

Total Net Position $ (617,222) $ (8,948,315) $ (9,565,537)

See accompanying notes to financial statements.

- 9 - Midtown Miami Community Development District STATEMENT OF ACTIVITIES For the Year Ended September 30, 2019

Program Net (Expense) Revenue and Revenues Changes in Net Position Operating Charges for Grants and Governmental Business-type Functions/Programs Expenses Services Contributions Activities Activities Total Primary government Governmental Activities General government $ (198,485) $ 247,619 $ - $ 49,134 $ - $ 49,134 Physical environment (3,001,071) 2,457,207 - (543,864) - (543,864) Interest and other charges (1,159,226) 1,540,222 - 380,996 - 380,996 Total Governmental Activities (4,358,782) 4,245,048 - (113,734) - (113,734) Business-type Activities Parking garage (8,295,960) 3,906,052 6,750,273 - 2,360,365 2,360,365

Total Primary Government $ (12,654,742) $ 8,151,100 $ 6,750,273 (113,734) 2,360,365 2,246,631

General Revenues and Transfers Miscellaneous revenues 265 2,865 3,130 Intergovernmental revenues 55,659 - 55,659 Investment earnings 96,776 188,325 285,101 Transfers 405,000 (405,000) -

Total General Revenues and Transfers 557,700 (213,810) 343,890

Change in Net Position 443,966 2,146,555 2,590,521

Net Position - October 1, 2018 (1,061,188) (11,094,870) (12,156,058)

Net Position - September 30, 2019 $ (617,222) $ (8,948,315) $ (9,565,537)

See accompanying notes to financial statements.

- 10 - Midtown Miami Community Development District BALANCE SHEET - GOVERNMENTAL FUNDS September 30, 2019

Total 2014 Governmental General Debt Service Funds ASSETS Cash $ 1,709,425 $ - $ 1,709,425 Accounts receivable 3,571 - 3,571 Assessments receivable 1,853 281,711 283,564 Due from other funds 146,441 - 146,441 Prepaid expenses 34,367 - 34,367 Deposits 4,300 - 4,300 Restricted assets Investments, at fair value - 1,419,427 1,419,427 Total Assets $ 1,899,957 $ 1,701,138 $ 3,601,095

LIABILITIES, DEFERRED INFLOWS OF RESOURCES AND FUND BALANCES

Liabilities Accounts payable and accrued expenses $ 222,553 $ - $ 222,553 Due to other funds 8,032 13,852 21,884 Due to developer 75 - 75 Total Liabilities 230,660 13,852 244,512

Deferred Inflows of Resources Unavailable revenues 2,970 22,424 25,394

Fund Balances Nonspendable-prepaid expenses/deposits 38,667 - 38,667 Restricted - debt service - 1,664,862 1,664,862 Unassigned 1,627,660 - 1,627,660 Total Fund Balances 1,666,327 1,664,862 3,331,189

Total Liabilities, Deferred Inflows of Resources and Fund Balances $ 1,899,957 $ 1,701,138 $ 3,601,095

See accompanying notes to financial statements. - 11 - Midtown Miami Community Development District RECONCILIATION OF TOTAL GOVERNMENTAL FUND BALANCES TO NET POSITION OF GOVERNMENTAL ACTIVITIES September 30, 2019

Total Governmental Fund Balances $ 3,331,189

Amounts reported for governmental activities in the Statement of Net Position are different because:

Capital assets, construction in progress, $506,966, buildings and improvements, $30,743,784, and machinery and equipment, $130,094, net of accumulated depreciation, $(12,265,709) used in governmental activities are not current financial resources and; therefore, are not reported at the governmental fund level. 19,115,135

Certain special assessment receivables were not collected within 60 days of year end and thus, are not current financial resources in the current period and; therefore, are reported as deferred inflows of resources at the governmental fund level. 25,394

Long-term liabilities, including bonds payable, are not due and payable in the current period and; therefore, are not reported at the governmental fund level. (23,015,000)

Bond discount, $510,035, net of accumulated amortization, $(118,699), are recorded as expenditures at the fund level, and are netted against bonds payable and amortized over the life of the bonds at the government wide level. 391,336

Accrued interest expense for long-term debt is not a current financial use and; therefore, is not reported at the governmental fund level. (465,276)

Net Position of Governmental Activities $ (617,222)

See accompanying notes to financial statements.

- 12 - Midtown Miami Community Development District STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES - GOVERNMENTAL FUNDS For the Year Ended September 30, 2019

Total 2014 Governmental General Debt Service Funds Revenues Special assessments $ 2,682,427 $ 1,540,222 $ 4,222,649 Intergovernmental revenues 55,659 - 55,659 Miscellaneous revenues 265 - 265 Investment earnings 4,408 92,368 96,776 Total Revenues 2,742,759 1,632,590 4,375,349

Expenditures Current General government 186,546 11,939 198,485 Physical environment 1,969,631 - 1,969,631 Capital outlay 506,966 - 506,966 Debt service Principal - 835,000 835,000 Interest - 1,151,819 1,151,819 Total Expenditures 2,663,143 1,998,758 4,661,901

Excess of revenues over/(under) expenditures 79,616 (366,168) (286,552)

Other Financing Sources (Uses) Transfers in - 405,000 405,000

Net Change in Fund Balances 79,616 38,832 118,448

Fund Balances - October 1, 2018 1,586,711 1,626,030 3,212,741

Fund Balances - September 30, 2019 $ 1,666,327 $ 1,664,862 $ 3,331,189

See accompanying notes to financial statements.

- 13 - Midtown Miami Community Development District RECONCILIATION OF THE STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES OF GOVERNMENTAL FUNDS TO THE STATEMENT OF ACTIVITIES For the Year Ended September 30, 2019

Net Change in Fund Balances - Total Governmental Funds $ 118,448

Amounts reported for governmental activities in the Statement of Activities are different because:

Governmental funds report capital outlays as expenditures at the fund level. However, at the government-wide level the cost of those assets is allocated over the estimated useful lives as depreciation. This is the amount that depreciation, $(1,031,440), exceeded capital outlay, $506,966 in the current year. (524,474)

In the Statement of Activities, interest is accrued on outstanding bonds; whereas in governmental funds, interest expenditures are reported when due. This is the change in accrued interest from the prior year. 14,849

Bond discount is amortized over the life of the debt at the government-wide level this is the accumulated amortization in the current period. (22,256)

Revenues in the Statement of Activities that do not provide current financial resources are reported as deferred inflows of resources at the fund level. This is the change in deferred inflows of resources in the current period. 22,399

Repayments of bond principal are expenditures in the governmental funds, but the repayments reduce long-term liabilities in the Statement of Net Position. 835,000

Change in Net Position of Governmental Activities $ 443,966

See accompanying notes to financial statements.

- 14 - Midtown Miami Community Development District STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES - BUDGET AND ACTUAL - GENERAL FUND For the Year Ended September 30, 2019

Variance with Final Budget Original Final Positive Budget Budget Actual (Negative) Revenues Special assessments $ 2,677,671 $ 2,677,671 $ 2,682,427 $ 4,756 Intergovernmental revenues - - 55,659 55,659 Miscellaneous revenues - - 265 265 Interest earnings 708 708 4,408 3,700 Total Revenues 2,678,379 2,678,379 2,742,759 64,380

Expenditures Current General government 208,524 222,524 186,546 35,978 Physical environment 2,219,855 2,219,855 1,969,631 250,224 Capital outlay 250,000 690,000 506,966 183,034 Total Expenditures 2,678,379 3,132,379 2,663,143 469,236

Excess of revenues over/(under) expenditures - (454,000) 79,616 533,616

Fund Balance - October 1, 2018 1,435,682 1,435,682 1,586,711 151,029

Fund Balance - September 30, 2019 $ 1,435,682 $ 981,682 $ 1,666,327 $ 684,645

See accompanying notes to financial statements.

- 15 - Midtown Miami Community Development District STATEMENT OF NET POSITION - PARKING GARAGE FUND September 30, 2019

ASSETS Current Assets Cash $ 3,359,507 Accounts receivable 22,590 Due from other funds 17,228 Total Current Assets 3,399,325 Non-Current Assets Restricted Assets Investments 7,468,360 Capital Assets, Being Depreciated Buildings and improvements 63,555,028 Machinery and equipment 219,520 Less: accumulated depreciation (27,501,240) Total Non-Current Assets 43,741,668

Total Assets 47,140,993

DEFERRED OUTFLOWS OF RESOURCES Deferred amount on refunding 119,193

LIABILITIES Current Liabilities Accounts payable and accrued expenses 314,884 Due to other funds 141,785 Accrued interest 1,123,198 Unearned revenues 5,215 Bonds payable 2,020,000 Total Current Liabilities 3,605,082 Non-Current Liabilities Bonds payable, net 52,603,419 Total Liabilities 56,208,501

NET POSITION Net investment in capital assets (17,230,918) Restricted for debt service 5,345,162 Unrestricted 2,937,441

Total Net Position $ (8,948,315)

See accompanying notes to financial statements.

- 16 - Midtown Miami Community Development District STATEMENT OF REVENUES, EXPENSES AND CHANGES IN FUND NET POSITION - PARKING GARAGE FUND For the Year Ended September 30, 2019

Operating Revenues: Charges for services Parking $ 3,906,052

Operating Expenses: General and administrative expenses 388,823 Parking garage 2,964,193 Depreciation 2,138,368 Total Operating Expenses 5,491,384

Operating Income (Loss) (1,585,332)

Non-Operating Revenues (Expenses): Intergovernmental revenues 6,750,273 Interest expense (2,804,576) Investment earnings 188,325 Miscellaneous revenues 2,865 Total Non-Operating Revenues (Expenses) 4,136,887

Income (loss) before contributions and transfers 2,551,555

Transfers Transfers out (405,000)

Change in Net Position 2,146,555

Net Position - October 1, 2018 (11,094,870)

Net Position - September 30, 2019 $ (8,948,315)

See accompanying notes to financial statements. - 17 - Midtown Miami Community Development District STATEMENT OF CASH FLOWS - PARKING GARAGE FUND For the Year Ended September 30, 2019

CASH FLOWS FROM OPERATING ACTIVITIES Receipts from customers $ 3,910,202 Payments to suppliers for goods and services (2,916,628) Payments to employees for services (388,823) Net Cash Provided By Operating Activities 604,751

CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTIVITIES Acquisition of capital assets (14,791) Bond principal payments (1,965,000) Bond interest payments (2,779,106) Net Cash Used By Capital and Related Financing Activities (4,758,897)

CASH FLOWS FROM NON CAPITAL FINANCING ACTIVITIES Receipts from intergovernmental revenues 6,753,138 Transfers (405,000) Net Cash Provided by Non Capital Financing Activities 6,348,138

CASH FLOWS FROM INVESTING ACTIVITIES Sale of investments 4,744,106 Purchase of investments (6,867,694) Investment earnings 120,619 Net Cash Used By Investing Activities (2,002,969)

Net increase in cash and cash equivalents 191,023

Cash and equivalents - October 1, 2018 3,168,484

Cash and equivalents - September 30, 2019 $ 3,359,507

See accompanying notes to financial statements. - 18 - Midtown Miami Community Development District STATEMENT OF CASH FLOWS - PARKING GARAGE FUND For the Year Ended September 30, 2019

RECONCILIATION OF OPERATING INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES Operating income/(loss) $ (1,585,332) Adjustments to reconcile operating income to net cash provided by operating activities: Depreciation expense 2,138,368 Decrease in accounts receivable 935 Decrease in accounts payable and accrued expenses (10,870) Increase in unearned revenues 3,215 Increase in due to other funds 58,435

Net Cash Provided By Operating Activities $ 604,751

See accompanying notes to financial statements. - 19 - Midtown Miami Community Development District NOTES TO FINANCIAL STATEMENTS September 30, 2019

NOTE A – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

1. Reporting Entity

The District was established on December 26, 2003, pursuant to the Uniform Community Development District Act of 1980, Chapter 190, Florida Statutes, as amended (the "Act"), by Ordinance 03-271 of the Board of County Commissioners of Miami-Dade County, as a Community Development District. The District was established for the purposes of financing and managing the acquisition, construction, maintenance and operation of the infrastructure necessary for community development within its jurisdiction. The District is authorized to issue bonds for the purpose, among others, of financing, funding, planning, establishing, acquiring, constructing district roads, landscaping, and other basic infrastructure projects within or outside the boundaries of the Midtown Miami Community Development District. The District is governed by a five- member Board of Supervisors who are elected for four year terms. The District operates within the criteria established by Chapter 190.

As required by GAAP, these financial statements present the Midtown Miami Community Development District (the primary government) as a stand-alone government. The reporting entity for the District includes all functions of government in which the District’s Board exercises oversight responsibility including, but not limited to, financial interdependency, selection of governing authority, designation of management, significant ability to influence operations and accountability for fiscal matters.

Based upon the application of the above-mentioned criteria as set forth in Governmental Accounting Standards Board Statement Number 61, The Financial Reporting Entity, the District has identified no component units.

2. Measurement Focus and Basis of Accounting

The basic financial statements of the District are composed of the following:

 Government-wide financial statements

 Fund financial statements

 Notes to financial statements

- 20 - Midtown Miami Community Development District NOTES TO FINANCIAL STATEMENTS September 30, 2019

NOTE A – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

2. Measurement Focus and Basis of Accounting (Continued)

a. Government-wide Financial Statements

Government-wide financial statements report all non-fiduciary information about the reporting government as a whole. These statements include all the governmental activities of the primary government. The effect of interfund activity has been removed from these statements.

Governmental activities are supported by special assessments and interest. Program revenues include charges for services, and payments made by parties outside of the reporting government’s citizenry if that money is restricted to a particular program. Program revenues are netted with program expenses in the statement of activities to present the net cost of each program.

Amounts paid to acquire capital assets are capitalized as assets, rather than reported as an expenditure. Proceeds of long-term debt are recorded as liabilities in the government-wide financial statements, rather than as another financing source.

Amounts paid to reduce long-term indebtedness of the reporting government are reported as a reduction of the related liability, rather than as an expenditure.

b. Fund Financial Statements

The underlying accounting system of the District is organized and operated on the basis of separate funds, each of which is considered to be a separate accounting entity. The operations of each fund are accounted for with a separate set of self- balancing accounts that comprise its assets, liabilities, fund equity, revenues and expenditures or expenses, as appropriate. Governmental resources are allocated to and accounted for in individual funds based upon the purposes for which they are to be spent and the means by which spending activities are controlled.

Fund financial statements for the primary government’s governmental funds are presented after the government-wide financial statements. These statements display information about major funds individually.

- 21 - Midtown Miami Community Development District NOTES TO FINANCIAL STATEMENTS September 30, 2019

NOTE A – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

2. Measurement Focus and Basis of Accounting (Continued)

b. Fund Financial Statements (Continued)

Governmental Funds

The District classifies fund balance according to Governmental Accounting Standards Board Statement 54 – Fund Balance Reporting and Governmental Fund Type Definitions. The Statement requires the fund balance for governmental funds to be reported in classifications that comprise a hierarchy based primarily on the extent to which the government is bound to honor constraints on the specific purposes for which amounts in those funds can be spent. The classifications include non- spendable, restricted, committed, assigned and unassigned.

The District has various policies governing the fund balance classifications.

Nonspendable Fund Balance – This classification consists of amounts that cannot be spent because they are either not in spendable form or are legally or contractually required to be maintained intact.

Restricted Fund Balance – This classification includes amounts that can be spent only for specific purposes stipulated by constitution, external resource providers, or through enabling legislation.

Assigned Fund Balance – This classification consists of the Board of Supervisors’ intent to be used for specific purposes, but are neither restricted nor committed. The assigned fund balances can also be assigned by the District’s management company.

Unassigned Fund Balance – This classification is the residual classification for the government’s general fund and includes all spendable amounts not contained in the other classifications. Unassigned fund balance is considered to be utilized first when an expenditure is incurred for purposes for which amounts in any of those unrestricted fund balance classifications could be used.

Fund Balance Spending Hierarchy – For all governmental funds except special revenue funds, when restricted, committed, assigned, and unassigned fund balances are combined in a fund, qualified expenditures are paid first from restricted or committed fund balance, as appropriate, then assigned and finally unassigned fund balances.

Expenditures generally are recorded when a liability is incurred, as under accrual accounting. Interest associated with the current fiscal period is considered to be an accrual item and so has been recognized as revenue of the current fiscal period.

- 22 - Midtown Miami Community Development District NOTES TO FINANCIAL STATEMENTS September 30, 2019

NOTE A – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

2. Measurement Focus and Basis of Accounting (Continued)

b. Fund Financial Statements (Continued)

Governmental Funds (Continued)

Under the current financial resources measurement focus, only current assets and current liabilities are generally included on the balance sheet. The reported fund balance is considered to be a measure of “available spendable resources”. Governmental fund operating statements present increases (revenues and other financing sources) and decreases (expenditures and other financing uses) in net current assets. Accordingly, they are said to present a summary of sources and uses of “available spendable resources” during a period.

Because of their spending measurement focus, expenditure recognition for governmental fund types excludes amounts represented by non-current liabilities. Since they do not affect net current assets, such long-term amounts are not recognized as governmental fund type expenditures or fund liabilities.

Amounts expended to acquire capital assets are recorded as expenditures in the year that resources are expended, rather than as fund assets. The proceeds of long- term debt are recorded as an other financing source rather than as a fund liability.

Debt service expenditures are recorded only when payment is due.

Enterprise Funds

In the fund financial statements, the enterprise fund is presented using the accrual basis of accounting. Revenues are recognized when they are earned and expenses are recognized when the related goods or services are delivered.

- 23 - Midtown Miami Community Development District NOTES TO FINANCIAL STATEMENTS September 30, 2019

NOTE A – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

2. Measurement Focus and Basis of Accounting (Continued)

b. Fund Financial Statements (Continued)

Enterprise Funds (Continued)

In the fund financial statements, enterprise funds are presented using the economic resources measurement focus. This means that all assets and all liabilities (whether current or non-current) associated with their activity are included on their balance sheets. Enterprise fund operating statements present increases (revenues) and decreases (expenses) in total net position. Enterprise fund operating revenues, such as charges for services, result from exchange transactions associated with the principal activity of the fund. Exchange transactions are those in which each party receives and gives up essentially equal values. Non-operating revenues, such as investment earnings, result from non-exchange transactions or ancillary activities. Amounts paid to acquire capital assets are capitalized as assets in the fund financial statements, rather than reported as expenditures. Proceeds of long-term debt are recorded as a liability in the fund financial statements, rather than as other financing sources.

Amounts paid to reduce long-term indebtedness are reported as a reduction of the related liabilities, rather than as an expense.

3. Basis of Presentation

a. Governmental Major Funds

General Fund – The General Fund is the District’s primary operating fund. It accounts for all financial resources of the general government, except those required to be accounted for in another fund.

Debt Service Fund 2014B – Accounts for debt service requirements to retire the special assessment refunding bonds which were issued to refund and retire the Series 2004B bonds. The bonds are secured by a pledge of the pledged revenues, consisting of all revenue received by the District from special assessments levied and collected on all or a portion of the District lands with respect to the Series 2014B Bonds.

- 24 - Midtown Miami Community Development District NOTES TO FINANCIAL STATEMENTS September 30, 2019

NOTE A – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

3. Basis of Presentation (Continued)

b. Enterprise Major Fund

Parking Garage Fund – The Parking and Transit Fund accounts for the operations of the parking garages, which are funded by proceeds from operations of these facilities, including parking fees.

c. Non-current Governmental Assets/Liabilities

GASB Statement 34 requires that non-current governmental assets, such as land and improvements, and non-current governmental liabilities, such as general obligation bonds and due to developer be reported in the governmental activities column in the government-wide Statement of Net Position.

4. Assets, Liabilities and Net Position or Equity

a. Cash and Investments

Florida Statutes require state and local governmental units to deposit monies with financial institutions classified as "Qualified Public Depositories," a multiple financial institution pool whereby groups of securities pledged by the various financial institutions provide common collateral from their deposits of public funds. This pool is provided as additional insurance to the federal depository insurance and allows for additional assessments against the member institutions, providing full insurance for public deposits.

The District is authorized to invest in those financial instruments as established by Section 218.415, Florida Statutes. The authorized investments consist of:

1. Direct obligations of the United States Treasury;

2. The Local Government Surplus Funds Trust or any intergovernmental investment pool authorized pursuant to the Florida Interlocal Cooperative Act of 1969;

3. Interest-bearing time deposits or savings accounts in authorized qualified public depositories

4. Securities and Exchange Commission, registered money market funds with the highest credit quality rating from a nationally recognized rating agency.

For purposes of the statement of cash flows, cash equivalents include time deposits, certificates of deposit and all highly liquid debt instruments with original maturities of three months or less and held in a qualified public depository as defined by Chapter 280.02, Florida Statutes.

- 25 - Midtown Miami Community Development District NOTES TO FINANCIAL STATEMENTS September 30, 2019

NOTE A – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

4. Assets, Liabilities and Net Position or Equity (Continued)

b. Restricted Assets

Certain net position of the District is classified as restricted assets on the statement of net position because their use is limited either by law through constitutional provisions or enabling legislation; or by restrictions imposed externally by creditors. In a fund with both restricted and unrestricted assets, qualified expenses are considered to be paid first from restricted net position and then from unrestricted net position.

c. Capital Assets

Capital assets, which include buildings and improvements, equipment and construction in progress, are reported in the governmental activities column.

The District defines capital assets as assets with an initial, individual cost of $5,000 or more and an estimated useful life in excess of one year. The valuation basis for all assets is historical cost.

The costs of normal maintenance and repairs that do not add to the value of the asset or materially extend its useful life are not capitalized.

Major outlays for capital assets and improvements are capitalized as projects are constructed. Depreciation of capital assets is computed and recorded by utilizing the straight-line method over the assets’ estimated useful lives.

d. Unamortized Bond Discount

Bond discounts are presented on the government-wide financial statements. The costs are amortized over the life of the bonds using the method of accounting. For financial reporting, the unamortized bond discount is netted against the applicable long-term debt.

e. Budgets

Budgets are prepared and adopted after public hearings for the governmental funds, pursuant to Chapter 190, Florida Statutes. The District utilizes the same basis of accounting for budgets as it does for revenues and expenditures in its various funds. The legal level of budgetary control is at the fund level. All budgeted appropriations lapse at year end. Formal budgets are adopted for the general and debt service funds. As a result, deficits in the budget columns of the accompanying financial statements may occur.

- 26 - Midtown Miami Community Development District NOTES TO FINANCIAL STATEMENTS September 30, 2019

NOTE A – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

4. Assets, Liabilities and Net Position or Equity (Continued)

f. Deferred Outflows/Inflows of Resources

Deferred outflows of resources represent a consumption of net position/fund balance that applies to a future period(s) and so will not be recognized as an outflow of resources (expense/expenditure) until then. The District only has one item that qualifies for reporting in this category. It is the deferred amount on refunding reported on the Statement of Net Position. A deferred amount on refunding results from the difference in the carrying value of refunded debt and its reacquisition price. This amount is deferred and amortized over the shorter of the life of the refunded or refunding debt.

Deferred inflows of resources represent an acquisition of net position that applies to a future reporting period(s) and so will not be recognized as an inflow of resources (revenue) until then. The District only has one item that qualifies for reporting in this category. Unavailable revenues are reported only in the governmental funds balance sheet. This amount is unavailable and recognized as an inflow of resources in the period that amounts become available.

NOTE B – RECONCILIATION OF GOVERNMENT-WIDE AND FUND FINANCIAL STATEMENTS

1. Explanation of Differences Between the Governmental Fund Balance Sheet and the Government-wide Statement of Net Position.

“Total fund balances” of the District’s governmental funds ($3,331,189) differs from “net position” of governmental activities ($(617,222)) reported in the Statement of Net Position. This difference primarily results from the long-term economic focus of the Statement of Net Position versus the current financial resources focus of the governmental fund balance sheet. The effect of the differences is illustrated below.

Capital related items

When capital assets (construction in progress) are purchased or constructed, the cost of those assets is reported as expenditures in governmental funds. However, the Statement of Net Position included those capital assets among the assets of the District as a whole.

Construction in progress $ 506,966 Buildings and improvements 30,743,784 Machinery and equipment 130,094 Accumulated depreciation (12,265,709) Total $ 19,115,135

- 27 - Midtown Miami Community Development District NOTES TO FINANCIAL STATEMENTS September 30, 2019

NOTE B – RECONCILIATION OF GOVERNMENT-WIDE AND FUND FINANCIAL STATEMENTS (CONTINUED)

1. Explanation of Differences Between the Governmental Fund Balance Sheet and the Government-wide Statement of Net Position (Continued)

Deferred inflows of resources

Deferred inflows of resources in the Statement of Net Position differ from the amount reported in the government in the governmental funds due to special assessment receivables. Governmental funds financial statements report revenues which are measurable but not available as deferred inflows of resources. However, unavailable revenues in governmental funds are susceptible to full accrual on government-wide financial statements.

Unavailable revenues $ 25,394

Long-term debt transactions

Long-term liabilities applicable to the District’s governmental activities are not due and payable in the current period and accordingly are not reported as fund liabilities. All liabilities (both current and long-term) are reported in the Statement of Net Position. Balances at September 30, 2019 were:

Bonds payable $ (23,015,000)

Bond discount

Bond discount, net of accumulated amortization, are recorded as expenditures at the fund level, and are netted against bonds payable and amortized over the life of the bonds.

Bond discount $ 510,035 Accumulated amortization (118,699) Net bond discount $ 391,336

Accrued interest

Accrued liabilities in the Statement of Net Position differ from the amount reported in governmental funds due to the accrued interest on bonds.

Accrued interest $ (465,276)

- 28 - Midtown Miami Community Development District NOTES TO FINANCIAL STATEMENTS September 30, 2019

NOTE B – RECONCILIATION OF GOVERNMENT-WIDE AND FUND FINANCIAL STATEMENTS (CONTINUED)

2. Explanation of Differences Between the Governmental Fund Operating Statements and the Statement of Activities

The “net change in fund balances” for government funds ($118,448) differs from the “change in net position” for governmental activities ($443,966) reported in the Statement of Activities. The differences arise primarily from the long-term economic focus of the Statement of Activities versus the current financial resources focus of the governmental funds. The effect of the differences is illustrated below.

Capital related items

When capital assets that are to be used in governmental activities are purchased or constructed, the resources expended for those assets are reported as expenditures in governmental funds. However, in the Statement of Activities, the costs of those assets is allocated over their estimated useful lives and reported as depreciation. As a result, fund balances decrease by the amount of financial resources expended, whereas net position decrease by the amount of depreciation charged for the year.

Depreciation $ (1,031,440) Capital outlay 506,966 Total $ (524,474)

Long-term debt transactions

Some expenses reported in the Statement of Activities do not require the use of current financial resources, therefore, are not reported as expenditures in governmental funds.

Net change in accrued interest payable $ 14,849

Bond discount is amortized as a component of interest expense over the life of the debt at the government wide level. This is the current year amortization.

Bond discount amortization $ (22,256)

Repayments of bond principal are reported as expenditures in the governmental funds and, thus, have the effect of reducing fund balance because current financial resources have been used.

Bond principal payments $ 835,000

Deferred inflows of resources

Deferred inflows of resources reported at the fund level are recognized as revenues in the Statement of Activities.

Net change in deferred inflows of resources $ 22,399

- 29 - Midtown Miami Community Development District NOTES TO FINANCIAL STATEMENTS September 30, 2019

NOTE C – CASH AND INVESTMENTS

All deposits are held in qualified public depositories and are included on the accompanying balance sheet as cash and investments.

Custodial Credit Risk – Deposits

Custodial credit risk is the risk that in the event of a bank failure, the District's deposits may not be returned to it. The District does not have a formal deposit policy for custodial credit risk. The District does, however, follow the provisions of Chapter 280, Florida Statutes regarding deposits and investments. As of September 30, 2019, the District's bank balances were $5,094,825 and the carrying values were $5,066,932. Exposure to custodial credit risk was as follows. The District maintains all deposits and certificates of deposit in a qualified public depository in accordance with the provisions of Chapter 280, Florida Statutes, which means that all deposits are fully insured by Federal Depositors Insurance or collateralized under Chapter 280, Florida Statutes.

As of September 30, 2019, the District had the following investments and maturities:

Investment Maturities Fair Value

First American Government Obligation 24 Days * $ 6,809,699 Certificates of Deposit 4/2024-6/2024 2,078,088 Total $ 8,887,787

* Weighted Average Maturity

The District categorizes its fair value measurement within the fair value hierarchy established by generally accepted accounting principles. The fair value is the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date. The hierarchy is based on the valuation inputs used to measure the fair value of the asset. The District uses a market approach in measuring fair value that uses prices and other relevant information generated by market transactions involving identical or similar assets, liabilities, or groups of assets and liabilities.

Assets or liabilities are classified into one of three levels. Level 1 is the most realizable and is based on quoted price for identical assets, or liabilities, in an active market. Level 2 uses significant other observable inputs when obtained quoted prices for identical or similar assets, or liabilities, in markets that are not active. Level 3 is the least reliable and uses significant unobservable inputs that use the best information available under the circumstances which includes the District's own data in measuring unobservable inputs.

The investment in First American Government Obligation and Certificates of Deposit listed above are level 1 assets.

- 30 - Midtown Miami Community Development District NOTES TO FINANCIAL STATEMENTS September 30, 2019

NOTE C – CASH AND INVESTMENTS (CONTINUED)

Investments The District’s investment policy allows management to invest funds in investments permitted under Section 218.415, Florida Statutes.

Interest Rate Risk The District does not have a formal investment policy that limits investment maturities as a means of managing its exposure to fair value losses arising from increasing interest rates.

Credit Risk The District's investments in treasury funds, commercial paper, and government loans are limited by state statutory requirements and bond compliance. The District has no investment policy that would further limit its investment choices.

Concentration of Credit Risk The District places no limit on the amount it may invest in any one fund. The investment in First American Government Obligation represents 77% of the District's total investments and the investments in certificates of deposit represent 23%.

The types of deposits and investments and their level of risk exposure as of September 30, 2019 were typical of these items during the fiscal year then ended. The First American Government Obligation Fund was rated AAAm by Standard & Poor’s.

NOTE D – CAPITAL ASSETS

Capital Asset activity for governmental activities for the year ended September 30, 2019 was as follows:

Balance Balance October 1, September 30, 2018 Additions Deletions 2019 Governmental Activities: Capital assets Construction in progress $ - $ 506,966 $ - $ 506,966 Building and improvements 30,743,784 - - 30,743,784 Machinery and equipment 130,094 - - 130,094 Total Capital Assets 30,873,878 506,966 - 31,380,844

Less accumulated depreciation for: Building improvements (11,158,529) (1,024,793) - (12,183,322) Machinery and equipment (75,740) (6,647) - (82,387) Total Accumulated Depreciation (11,234,269) (1,031,440) - (12,265,709)

Total Capital, Net $ 19,639,609 $ (524,474) $ - $ 19,115,135

Depreciation of $1,031,440 was charged to physical environment.

- 31 - Midtown Miami Community Development District NOTES TO FINANCIAL STATEMENTS September 30, 2019

NOTE D – CAPITAL ASSETS (CONTINUED)

The following is a summary of changes in the Parking and Transit Fund capital assets for the year ended September 30, 2019.

Balance Balance October 1, September 30, 2018 Additions Deletions 2019 Business-type Activities:

Capital assets, being depreciated: Building and improvements $ 63,555,028 $ - $ - $ 63,555,028 Machinery and equipment 204,729 14,791 - 219,520 Total Capital Assets, Being Depreciated 63,759,757 14,791 - 63,774,548

Less accumulated depreciation for: Building and improvements (25,309,398) (2,118,501) - (27,427,899) Machinery and equipment (53,474) (19,867) - (73,341) Total Accumulated Depreciation (25,362,872) (2,138,368) - (27,501,240)

Total Capital Assets Being Depreciated, Net $ 38,396,885 $ (2,123,577) $ - $ 36,273,308

Depreciation of $2,138,368 was charged to parking garage.

NOTE E – LONG-TERM DEBT

Long-term debt for Governmental Activities is comprised of the following:

Special Assessment Bonds

$26,970,000 Special Assessment Refunding, Series 2014B due in annual principal installments, beginning May 1, 2016. Interest is due semi- annually on May 1 and November 1, beginning November 1, 2014, at rates of 4.25% to 5%. $ 23,015,000

Less: Bond discount, net (391,336)

Bonds Payable, Net $ 22,623,664

- 32 - Midtown Miami Community Development District NOTES TO FINANCIAL STATEMENTS September 30, 2019

NOTE E – LONG-TERM DEBT (CONTINUED)

The annual requirements to amortize the principal and interest of bonded debt outstanding as of September 30, 2019 are as follows:

Governmental Activities Year Ending September 30, Principal Interest Total

2020 $ 835,000 $ 1,116,662 $ 1,951,662 2021 870,000 1,081,176 1,951,176 2022 905,000 1,044,200 1,949,200 2023 945,000 1,005,738 1,950,738 2024 990,000 965,576 1,955,576 2025-2029 5,740,000 4,072,250 9,812,250 2030-2034 7,350,000 2,483,750 9,833,750 2035-2037 5,380,000 547,000 5,927,000

Totals $ 23,015,000 $ 12,316,352 $ 35,331,352

Depository Funds – The bond resolution establishes certain funds and determines the order in which revenues are to be deposited into these funds. A description of the significant funds, including their purposes, is as follows:

1. Reserve Fund – The 2014B Reserve Account is funded from the proceeds of the Series 2014B Bond in an amount equal to the lesser of 10% of the outstanding principal amount of the Bonds or the total principal and interest payments for the calendar year. Monies held in the reserve accounts will be used only for the purposes established in the Trust Indenture. Reserve fund requirements as of September 30, 2019 are as follows:

Special Assessment Refunding Bonds Reserve Reserve Balance Requirement Special Assessment Bonds, Series 2014B $ 1,036,838 $ 978,541

- 33 - Midtown Miami Community Development District NOTES TO FINANCIAL STATEMENTS September 30, 2019

NOTE E – LONG-TERM DEBT (CONTINUED)

Long-term debt for Business-type Activities is comprised of the following:

Special Assessment and Revenue Bonds

$64,875,000 Special Assessment and Revenue Refunding Bonds, Series 2014A due in annual principal installments, beginning May 1, 2015. Interest is due semi-annually on May 1 and November 1, beginning November 1, 2014, at rates of 4.25% to 5%. $ 55,565,000

Less: Bond discount, net (941,581)

Total $ 54,623,419

The annual requirements to amortize the principal and interest of bonded debt outstanding as of September 30, 2019 are as follows:

Business-type Activities Year Ending September 30, Principal Interest Total

2020 $ 2,020,000 $ 2,695,675 $ 4,715,675 2021 2,105,000 2,609,825 4,714,825 2022 2,195,000 2,520,363 4,715,363 2023 2,295,000 2,427,075 4,722,075 2024 2,395,000 2,329,538 4,724,538 2025-2029 13,880,000 9,820,000 23,700,000 2030-2034 17,715,000 5,985,500 23,700,500 2035-2037 12,960,000 1,317,750 14,277,750

Totals $ 55,565,000 $ 29,705,726 $ 85,270,726

- 34 - Midtown Miami Community Development District NOTES TO FINANCIAL STATEMENTS September 30, 2019

NOTE E – LONG-TERM DEBT (CONTINUED)

SUMMARY OF SIGNIFICANT BONDS RESOLUTION TERMS AND COVENANTS

Depository Funds – The bond resolution establishes certain funds and determines the order in which revenues are to be deposited into these funds. A description of the significant funds, including their purposes, is as follows:

1. Reserve Fund – The 2014A Reserve Account is funded from the proceeds of the Series 2014A Bond in an amount equal to the lesser of 10% of the outstanding principal amount of the Bonds or the total principal and interest payments for the calendar year. Monies held in the reserve accounts will be used only for the purposes established in the Trust Indenture. Reserve fund requirements as of September 30, 2019 are as follows:

Special Assessment and Revenue Bonds Reserve Reserve Balance Requirement Special Assessment and Revenue Bonds, Series 2014A $ 1,073,457 $1,000,000

NOTE F – ECONOMIC DEPENDENCY AND RELATED PARTIES

Part of the District’s special assessment revenue comes from the Developers. A change in developers may have a materially adverse effect on the District’s operations unless replaced with a developer of equal or greater credit worthiness. At September 30, 2019, the developers held the majority of the assessable property located within District boundaries.

In addition to the aforementioned economic dependency, the Board of Supervisors include employees of the Developers, or their affiliates. During the fiscal year ended September 30, 2019, payments to the developers totaled $77,414.

- 35 - Midtown Miami Community Development District NOTES TO FINANCIAL STATEMENTS September 30, 2019

NOTE G – RISK MANAGEMENT

The government is exposed to various risks of loss related to torts; theft of, damage to and destruction of assets; errors and omissions; and natural disasters for which the government carries commercial insurance. For the year ended September 30, 2019, the District held insurance policies with aggregate general liability coverage of $1,000,000. Settled claims from these risks have not exceeded commercial insurance coverage over the past three years.

NOTE H – INTERFUND ACTIVITY

Interfund balances at September 30, 2019, consisted of the following:

Payable Funds Enterprise Governmental Funds Fund General Debt Service Parking Receivable Fund Fund Fund 2014 Garage Total Governmental Funds: General Fund $ - $ 4,656 $ 141,785 $ 146,441 Enterprise Fund Parking Garage Fund 8,032 9,196 - 17,228 $ 8,032 $ 13,852 $ 141,785 $ 163,669

The Enterprise Fund interfund payables balance is related to the payment of Enterprise Fund expenses by other funds. The due from General Fund to the Enterprise Fund is related to payroll expenses paid by the Enterprise Fund. The due from Debt Service Fund to the General Fund is related to expenditures paid by the General Fund on behalf of the Debt Service Fund.

Interfund transfers for the year ended September 30, 2019, consisted of the following:

Transfers Out Proprietary Fund Parking Transfers In Garage Fund Governmental Fund: Debt Service Fund $ 405,000

Transfers from the Enterprise Fund to the Debt Service Fund is related to budgeted expenditures exceeding estimated revenues in the Debt Service Fund.

- 36 - r~tt Berger, Toombs, Elam, CO:, Gaines & Frank Certified Public Accountants PL

600 Citrus Avenue Suite 200 Fort Pierce, Florida 34950

7721461-6120 II 461-1155 FAX: 7721468-9278

INDEPENDENT AUDITOR'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS

To the Board of Supervisors Midtown Miami Community Development District Miami-Dade County, Florida

We have audited, in accordance with the auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, the financial statements of Midtown Miami Community Development District, as of and for the year ended September 30, 2019, and the related notes to the financial statements, and have issued our report thereon dated June 22, 2020.

Internal Control Over Financial Reporting

In planning and performing our audit, we considered Midtown Miami Community Development District's internal control over financial reporting to determine the audit procedures that are appropriate in the circumstances for the purpose of expressing our opinions on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of Midtown Miami Community Development District’s internal control. Accordingly, we do not express an opinion on the effectiveness of Midtown Miami Community Development District's internal control over financial reporting.

A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct misstatements on a timely basis. A material weakness is a deficiency, or combination of deficiencies, in internal control, such that there is a reasonable possibility that a material misstatement of the entity's financial statements will not be prevented, or detected and corrected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance.

Our consideration of internal control over financial reporting was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies. Given these limitations, during our audit we did not identify any deficiencies in internal control that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified.

Fort Pierce I Stuart - 37 - Member AICPA Member AICPA Division For CPA Firms Member FICPA Private Companies Practice Section ~~tt Berger, Toombs, Elam, ,OJ Gaines & Frank CertifiedPublicAccountants PL

Board of Supervisors Midtown Miami Community Development District

Compliance and Other Matters

As part of obtaining reasonable assurance about whether Midtown Miami Community Development District's financial statements are free of material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a direct and material effect on the determination of financial statement amounts. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards.

Purpose of this Report

The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the entity’s internal control or on compliance. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the entity’s internal control and compliance. Accordingly, this communication is not suitable for any other purpose.

Berger, Toombs, Elam, Gaines & Frank Certified Public Accountants PL Fort Pierce, Florida

June 22, 2020

- 38 - r~tt Berger, Toombs, Elam, CO:, Gaines & Frank Certified Public Accountants PL

600 Citrus Avenue Suite 200 Fort Pierce, Florida 34950

7721461-6120 II 461-1155 FAX: 7721468-9278

MANAGEMENT LETTER

To the Board of Supervisors Midtown Miami Community Development District Miami Dade County, Florida

Report on the Financial Statements

We have audited the financial statements of the Midtown Miami Community Development District as of and for the year ended September 30, 2019, and have issued our report thereon dated June 22, 2019.

Auditor’s Responsibility

We conducted our audit in accordance with auditing standards generally accepted in the United States; the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States and Chapter 10.550, Rules of the Florida Auditor General.

Other Reports and Schedule

We have issued our Independent Auditor’s Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards and our Independent Auditor’s Report on an examination conducted in accordance with AICPA Professionals Standards, AT-C Section 315 regarding compliance requirements in accordance with Chapter 10.550, Rules of the Auditor General. Disclosures in that report, which is dated June 22, 2019, should be considered in conjunction with this management letter.

Prior Audit Findings

Section 10.554(1)(i)1., Rules of the Auditor General, requires that we determine whether or not corrective actions have been made to address findings and recommendations made in the preceding financial audit report. The following finding was made in the prior financial audit report.

Finding 2012-01

Finding: The District continues to report a net position deficit in the Enterprise Fund for which sufficient resources were not available to cover the deficit.

Fort Pierce I Stuart - 39 - Member AICPA Member AICPA Division For CPA Firms Member FICPA Private Companies Practice Section ~~tt Berger, Toombs, Elam, ,OJ Gaines & Frank CertifiedPublicAccountants PL

To the Board of Supervisors Midtown Miami Community Development District

Management Response: The net position deficit is attributable to the fact that depreciation occurs at a faster rate than the current principal reduction payments on the bonds. As well, the District has a strong cash position as revenues substantially exceed expenses less depreciation, which is a non-cash item.

Current Status: There is still a net position deficit at September 30, 2019.

Financial Condition

Section 10.554(1)(i)5.a. and 10.556(7), Rules of the Auditor General, requires us to apply appropriate procedures and communicate the results of our determination as to whether or not Midtown Miami Community Development District has met one or more of the conditions described in Section 218.503(1), Florida Statutes, and to identify the specific conditions met. In connection with our audit, we determined that the Midtown Miami Community Development District did not meet any of the conditions described in Section 218.503(1), Florida Statutes.

Pursuant to Sections 10.554(1)(i)5.c. and 10.556(8), Rules of the Auditor General, we applied financial conditions assessment procedures as of September 30, 2019 for the Midtown Miami Community Development District. It is management’s responsibility to monitor the Midtown Miami Community Development District’s financial condition; our financial condition assessment was based in part on the representations made by management and the review of the financial information provided by the same.

Section 10.554(1)(i)2., Rules of the Auditor General, requires that we communicate any recommendations to improve financial management. In connection with our audit, we did not have any such recommendations.

Additional Matters

Section 10.554(1)(i)3., Rules of the Auditor General, requires us to communicate noncompliance with provisions of contracts or grant agreements, or abuse, that have occurred, or are likely to have occurred, that have an effect on the financial statements that is less than material but which warrants the attention of those charged with governance. In connection with our audit, we did not note any such findings.

- 40 - ~~tt Berger, Toombs, Elam, ,OJ Gaines & Frank CertifiedPublicAccountants PL

To the Board of Supervisors Midtown Miami Community Development District

Purpose of this Letter

Our management letter is intended solely for the information and use of the Legislative Auditing Committee, members of the Florida Senate and the Florida House of Representatives, the Florida Auditor General, Federal and other granting agencies, the Board of Supervisors, and applicable management, and is not intended to be and should not be used by anyone other than these specified parties.

Berger, Toombs, Elam, Gaines & Frank Certified Public Accountants PL Fort Pierce, Florida

June 22, 2020

- 41 - r~tt Berger, Toombs, Elam, CO:, Gaines & Frank Certified Public Accountants PL

600 Citrus Avenue Suite 200 Fort Pierce, Florida 34950

7721461-6120 II 461-1155 FAX: 7721468-9278

INDEPENDENT ACCOUNTANT’S REPORT/COMPLIANCE WITH SECTION 218.415, FLORIDA STATUTES

To the Board of Supervisors Midtown Miami Community Development District Miami-Dade County, Florida

We have examined Midtown Miami Community Development District's compliance with Section 218.415, Florida Statutes during the year ended September 30, 2019. Management is responsible for Midtown Miami Community Development District’s compliance with those requirements. Our responsibility is to express an opinion on Midtown Miami Community Development District’s compliance based on our examination.

Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about Midtown Miami Community Development District’s compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on Midtown Miami Community Development District’s compliance with the specified requirements.

In our opinion, Midtown Miami Community Development District complied, in all material respects, with the aforementioned requirements during the year ended September 30, 2019.

Berger, Toombs, Elam, Gaines & Frank Certified Public Accountants PL Fort Pierce, Florida

June 22, 2020

Fort Pierce I Stuart - 42 - Member AICPA Member AICPA Division For CPA Firms Member FICPA Private Companies Practice Section MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT 4 RESOLUTION 2020-05

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT HEREBY ACCEPTING THE AUDITED ANNUAL FINANCIAL REPORT FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2019

WHEREAS, the District’s Auditor, Berger, Toombs, Elam, Gaines & Frank, has heretofore prepared and submitted to the Board, for accepting, the District’s Audited Annual Financial Report for Fiscal Year 2019;

NOW, THEREFORE BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT;

1. The Audited Annual Financial Report for Fiscal Year 2019, heretofore submitted to the Board, is hereby accepted for Fiscal Year 2019, for the period ending September 30, 2019; and

2. A verified copy of said Audited Annual Financial Report for Fiscal Year 2019 shall be attached hereto as an exhibit to this Resolution, in the District’s “Official Record of Proceedings”.

PASSED AND ADOPTED this 15th day of September, 2020.

MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT

_ Secretary/Assistant Secretary Chair/Vice Chair, Board of Supervisors MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT 5A MIAMI DAILY BUSINESS REVIEW Published Daily except Saturday, Sunday and Legal Holidays Miami, Miami-Dade County, Florida

STATE OF FLORIDA COUNTY OF MIAMI-DADE: MIDTOWN MIAMI COMMUNITY

Before the undersigned authority personally appeared DEVELOPMENT DISTRICT MARIA MESA, who on oath says that he or she is the LEGAL NOTICE OF PUBLIC HEARING TO CONSIDER CLERK, Legal Notices of the Miami Daily Business Review f/k/ THE ADOPTION OF THE FISCAL YEAR a Miami Review, a daily (except Saturday, Sunday and 2020/2021 BUDGET; NOTICE OF POSSIBLE Legal Holidays) newspaper, published at Miami in Miami-Dade REMOTE PROCEDURES DURING PUBLIC County, Florida; that the attached copy of advertisement, HEALTH EMERGENCY DUE TO COVID-19AND being a Legal Advertisement of Notice in the matter of NOTICE OF REGULAR BOARD OF SUPERVISORS' MEETING MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT - PUBLIC HEARING TO CONSIDER THE ADOPTION OF THE The Board of Supervisors (the "Board") of the Midtown Miami Community FISCAL YEAR 2020/2021 BUDGET - SEP. 15, 2020 Development District (the 'District') will hold a public hearing on September 15, 2020 at 2:00 P.M., by means of communications media technology for the purpose cif heariog comments and objections on the adoption of the in the XXXX Court, proposed budgets ("Proposed Budget") of the District for the fiscal year was published in said newspaper in the issues of beginning October 1, 2020 and ending September 30, 2021 ("Fiscal Year 2020/2021 "). A regular board meeting of the District will also be held at 09/01/2020 that time )Nhere the Board may consider any other business that may properly come before it. A copy of the agenda and Proposed Budget may be ootained at the offices of the District Manager, located at 2300 Affiant further says that the said Miami Daily Business Glades Road, Suite 410W, Boca Raton, Florida 33431, Ph: (561) 571-0010 Review is a newspaper published at Miami, in said Miami-Dade ("District Manager's Office"), during normal business hours or on the County, Florida and that the said newspaper has heretofore District's website at http://www.midtownmiamicdd.neV. been continuously published in said Miami-Dade County, Florida Due to the COVID-19 public health emergency, the District will conduct each day (except Saturday, Sunday and Legal Holidays) and the public hearing by telephone or video conferencing communications has been entered as second class mail matter at the post media technology pursuant to g911ernmental orders, including but not office in Miami in said Miami-Dade County, Florida, for a period limited to Executive Orders 20-52, 20-69, 20-150, 20-179 and 20-193 of one year next preceding the first publication of the attached issued by Governor DeSantis, anq ;,ny. extensions or supplements thereof, copy of advertisement; and affiant further says that he or she and pursuant to Section 120.54(5)(b)2., Florida Statutes. has neither paid nor promised any person, firm or corporation While it is necessary to hold the .above referenced hearing and meeting any discount, rebate, commission or refund for the purpose of of the District's Supervisors u_tilizing communications media technology this -"'<'hrFms:,"""'an for publication in the said due to the current COVID-19 public health emergency, the District fully encourages public participation in a safe and efficient manner. Toward that end, anyone wishing to listen and participate in the meeting can do so telephonica/ly at 1-888, 354-0094, Conference ID: 85185()3. Additionally, participants are encouraged to submit questions and comments to the District Manager, no later than 12:00 p.m., on September 14, 2020 at 561-571- 0010 or [email protected] to facilitate the Board's consideration of such questions and comments during the hearing and meeting.

The public hearing and meeting are open to the public and will be conducted in accordance with the provisions of Florida law. A copy of the Proposed Budget, proposed assessment roll, and the agenda for the hearing and meeting may be obtained at the offices of the District Manager, located at 2300.Glades Road, Suite 410W, Boca Raton, Florida 33431, Ph: (561) 571- MARIA MESA personally known to me 0010 ("District Manager's Office•,, during normal business hours or via the District's.website, http://www.midtownmiamicdd.neV. The public hearing ,, BARBARA THOMAS and meeting may be continued to a date, time, and place to be specified on the record at the hearing or meeting. There may be occasions when staff or board :~\ Commission# GG 121171 members may participate by speaker telephone. ~ l:~pires November 2, 2021 • Bended Thlll Troy Fain Insurance 800·285-7019 · Any person requiring· special accommodations at .this hearing· and meeting because of a disability or physical impaim,ent should contact the District Manager's Office at least forty-eight (48) hours prior to the hearing and meeting, If you are hearing or speech impaired, please contact the Florida Relay Service by dialing 7-1-1, or 1~800-955-8771 (TTY) / 1-800~955-8770 (Voice), for aid in contacti~g the District Manager's Office.

.District Manager 9/1 20-16/0000484732M MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT 5B RESOLUTION 2020-06

THE ANNUAL APPROPRIATION RESOLUTION OF THE MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT (“DISTRICT”) RELATING TO THE ANNUAL APPROPRIATIONS AND ADOPTING THE BUDGET FOR THE FISCAL YEAR BEGINNING OCTOBER 1, 2020, AND ENDING SEPTEMBER 30, 2021; AUTHORIZING BUDGET AMENDMENTS; AND PROVIDING AN EFFECTIVE DATE.

WHEREAS, the District Manager has, prior to the fifteenth (15th) day in June, 2020, submitted to the Board of Supervisors (“Board”) of the Midtown Miami Community Development District (“District”) proposed budget (“Proposed Budget”) for the fiscal year beginning October 1, 2020 and ending September 30, 2021 (“Fiscal Year 2020/2021”) along with an explanatory and complete financial plan for each fund of the District, pursuant to the provisions of Section 190.008(2)(a), Florida Statutes; and

WHEREAS, at least sixty (60) days prior to the adoption of the Proposed Budget, the District filed a copy of the Proposed Budget with the local governing authorities having jurisdiction over the area included in the District pursuant to the provisions of Section 190.008(2)(b), Florida Statutes; and

WHEREAS, the Board set a public hearing thereon and caused notice of such public hearing to be given by publication pursuant to Section 190.008(2)(a), Florida Statutes; and

WHEREAS, the District Manager posted the Proposed Budget on the District’s website at least two days before the public hearing; and

WHEREAS, Section 190.008(2)(a), Florida Statutes, requires that, prior to October 1st of each year, the Board, by passage of the Annual Appropriation Resolution, shall adopt a budget for the ensuing fiscal year and appropriate such sums of money as the Board deems necessary to defray all expenditures of the District during the ensuing fiscal year; and

WHEREAS, the District Manager has prepared a Proposed Budget, whereby the budget shall project the cash receipts and disbursements anticipated during a given time period, including reserves for contingencies for emergency or other unanticipated expenditures during the fiscal year.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT:

SECTION 1. BUDGET

a. The Board has reviewed the Proposed Budget, a copy of which is on file with the office of the District Manager and at the District’s Local Records Office, and hereby approves certain amendments thereto, as shown in Section 2 below.

1

b. The Proposed Budget, attached hereto as Exhibit “A,” as amended by the Board, is hereby adopted in accordance with the provisions of Section 190.008(2)(a), Florida Statutes (“Adopted Budget”), and incorporated herein by reference; provided, however, that the comparative figures contained in the Adopted Budget may be subsequently revised as deemed necessary by the District Manager to reflect actual revenues and expenditures.

c. The Adopted Budget, as amended, shall be maintained in the office of the District Manager and at the District’s Local Records Office and identified as “The Budget for the Midtown Miami Community Development District for the Fiscal Year Ending September 30, 2021.”

d. The Adopted Budget shall be posted by the District Manager on the District’s official website within thirty (30) days after adoption, and shall remain on the website for at least 2 years.

SECTION 2. APPROPRIATIONS

There is hereby appropriated out of the revenues of the District, for Fiscal Year 2020/2021, the sum of $8,372,515 to be raised by the levy of assessments and/or otherwise, which sum is deemed by the Board to be necessary to defray all expenditures of the District during said budget year, to be divided and appropriated in the following fashion:

TOTAL GENERAL FUND $ 2,705,351

TOTAL DEBT SERVICES FUND - SERIES 2014B $ 1,956,164

ENTERPRISE FUND $ 3,711,000

TOTAL ALL FUNDS $ 8,372,515

SECTION 3. BUDGET AMENDMENTS

Pursuant to Section 189.016, Florida Statutes, the District at any time within Fiscal Year 2020/2021 or within 60 days following the end of the Fiscal Year 2020/2021 may amend its Adopted Budget for that fiscal year as follows:

a. The Board may authorize an increase or decrease in line item appropriations within a fund by motion recorded in the minutes if the total appropriations of the fund do not increase.

b. The District Manager or Treasurer may authorize an increase or decrease in line item appropriations within a fund if the total appropriations of the fund do not increase and if the aggregate change in the original appropriation item does not exceed $10,000 or 10% of the original appropriation.

2

c. By resolution, the Board may increase any appropriation item and/or fund to reflect receipt of any additional unbudgeted monies and make the corresponding change to appropriations or the unappropriated balance.

d. Any other budget amendments shall be adopted by resolution and consistent with Florida law.

The District Manager or Treasurer must establish administrative procedures to ensure that any budget amendments are in compliance with this Section 3 and Section 189.016, Florida Statutes, among other applicable laws. Among other procedures, the District Manager or Treasurer must ensure that any amendments to budget under subparagraphs c. and d. above are posted on the District’s website within 5 days after adoption and remain on the website for at least 2 years.

SECTION 4. EFFECTIVE DATE. This Resolution shall take effect immediately upon adoption.

PASSED AND ADOPTED THIS 15th DAY OF SEPTEMBER, 2020.

ATTEST: MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT

By: Secretary/Assistant Secretary Its:

3

Exhibit A: Fiscal Year 2020/2021 Budget

4

MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT PROPOSED BUDGET FISCAL YEAR 2021 PREPARED MAY 8, 2020 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT TABLE OF CONTENTS

Description Page Number(s)

General Fund Budget 1 - 3

Definition of General Fund Expenditures 4 - 6

Debt Service Fund Budget - Series 2014 7

Amortization Schedule - Series 2014B 8

Enterprise Fund Budget 9 - 11

Definition of Enterprise Fund Expenditures 12 - 13

Amortization Schedule - Series 2014A 14

Assessment Summary 15 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT GENERAL FUND BUDGET FISCAL YEAR 2021

Fiscal Year 2020 Total Actual Amended Actual Projected & Projected Proposed Budget Through Through Revenues & Budget FY 2020 03/31/20 09/30/20 Expenditures FY 2021 REVENUES Assessment levy: on-roll - gross $ 354,343 $ 368,663 Allowable discounts (4%) (14,174) (14,747) Assessments: on-roll (net of discounts) 340,169 $288,922 $51,247 $340,169 353,916 Assessments: off-roll 2,298,739 824,479 1,474,260 2,298,739 2,350,698 Interest & miscellaneous 708 2,511 - 2,511 708 Total revenues $2,639,616 $1,115,912 1,525,507 2,641,419 2,705,322 EXPENDITURES Administrative Supervisors 12,000 600 5,000 5,600 12,000 FICA 918 46 385 431 918 Engineering 12,500 8,463 8,000 16,463 15,000 Consulting services 7,500 4,755 12,245 17,000 57,500 Legal 60,000 7,500 52,500 60,000 60,000 Management 58,566 29,283 29,283 58,566 59,737 Assessment roll preparation 4,398 2,199 2,199 4,398 4,486 Audit 8,100 - 8,100 8,100 8,300 Postage 600 443 157 600 600 Insurance 48,000 47,960 2,500 50,460 52,457 Property insurance - - 2,500 2,500 2,800 Worker's compensation 3,900 2,663 - 2,663 1,953 Printing and binding 600 300 300 600 600 Legal advertising 1,250 308 942 1,250 1,250 Bank charges 960 323 637 960 1,008 Property taxes 200 9 191 200 200 Tax collector 3,543 2,888 655 3,543 3,687 Web hosting 705 705 - 705 705 Website ADA compliance 200 199 - 199 210 Annual filing fee 175 175 - 175 175 Total administrative 224,115 108,819 125,594 234,413 283,586 Field Salaries 105,931 58,468 47,463 105,931 109,695 Contracts: Fountain 4,000 - 4,000 4,000 4,000 Janitorial 370,000 204,924 165,076 370,000 415,000 Security services 679,000 200,635 478,365 679,000 679,000 Street sweeping 52,000 25,617 26,383 52,000 53,500 Landscape 325,000 121,062 203,938 325,000 300,000 Road cleaning 17,000 8,100 8,900 17,000 17,500 Air conditioning 4,500 861 3,639 4,500 4,500 Pest control 4,000 1,410 2,590 4,000 6,000 Other services 720 - 720 720 720 Waste removal 10,000 4,272 5,728 10,000 10,000

1 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT GENERAL FUND BUDGET FISCAL YEAR 2021

Fiscal Year 2020 Total Actual Amended Actual Projected & Projected Proposed Budget Through Through Revenues & Budget FY 2020 03/31/20 09/30/20 Expenditures FY 2021 Utilities: Telephone 18,000 2,210 3,790 6,000 10,000 Electricity 68,000 11,862 56,138 68,000 68,000 Irrigation 72,000 19,015 52,985 72,000 72,000 Rentals: general 10,000 2,000 8,000 10,000 10,000 Repairs & maintenance: General 60,000 39,516 20,484 60,000 75,000 Air conditioning 4,000 1,480 2,520 4,000 4,500 Buildings 25,000 15,350 9,650 25,000 30,000 Electrical 80,000 11,749 68,251 80,000 80,000 Grounds 80,000 53,946 26,054 80,000 90,000 Irrigation 25,000 18,358 6,642 25,000 25,000 Plant replacement 80,000 30,124 49,876 80,000 80,000 Signage 2,000 908 1,092 2,000 2,000 Printing and binding 600 - 600 600 600 Holiday decorations 80,000 78,696 1,304 80,000 80,000 Radio 3,000 - 3,000 3,000 3,000 Licenses & permits 750 10 740 750 750 Security 25,000 13,680 11,320 25,000 25,000 Office & operating supplies 18,000 11,544 6,456 18,000 18,000 Office equipment 2,000 411 1,589 2,000 3,000 General capital outlay 50,000 4,500 20,000 24,500 50,000 Light fixtures - landscaping - - - - 30,000 Midtown community park 100,000 109,110 253,344 362,454 25,000 Contingencies 40,000 15,340 24,660 40,000 40,000 Total field operations 2,415,501 1,065,158 1,575,297 2,640,455 2,421,765

2 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT GENERAL FUND BUDGET FISCAL YEAR 2021

Fiscal Year 2020 Total Actual Amended Actual Projected & Projected Proposed Budget Through Through Revenues & Budget FY 2020 03/31/20 09/30/20 Expenditures FY 2021 Total expenditures 2,639,616 1,173,977 1,700,891 2,874,868 2,705,351

Excess/(deficiency) of revenues over/(under) expenditures - (58,065) (175,384) (233,449) (29) Net change in fund balances - (58,065) (175,384) (233,449) (29) Fund balances - beginning 1,096,803 1,635,060 1,576,995 1,635,060 1,401,611 Assigned 3 months working capital 659,904 659,904 659,904 659,904 676,338 Disaster recovery 150,000 150,000 150,000 150,000 150,000 Unassigned 286,899 767,091 591,707 591,707 575,244 Fund balance - ending $1,096,803 $1,576,995 $1,401,611 $ 1,401,611 $1,401,582

3 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT DEFINITION OF GENERAL FUND EXPENDITURES

Expenditures Administrative Supervisors $ 12,000 Statutorily set at $200 (plus applicable taxes) for each meeting of the Board of Supervisors not to exceed $4,800 for each fiscal year. The District anticipates 12 meetings during the fiscal year. FICA 918 Engineering 15,000 Consulting services 57,500 Legal 60,000 Billing, Cochran, provides on-going general counsel and legal representation. Attorneys attend the noticed Board meetings in order to anticipate and deal with possible legal issues as they may arise and to respond to questions. In this capacity, as local government lawyers, realize that this type of local government is very limited in its scope - providing infrastructure and service to development. Management 59,737 Wrathell, Hunt and Associates, LLC, specializes in managing community development districts in the State of Florida by combining the knowledge, skills and experience of a team of professionals to ensure compliance with all governmental requirements of the Districts, develop financing programs, administer the issuance of tax exempt bond financings, and finally operate and maintain the assets of the community. Assessment roll preparation 4,486 Wrathell, Hunt and Associates, LLC, provides services including preparing, maintaining and transmitting the annual lien roll with annual special assessment amounts for capital and operating and maintenance assessments. Audit 8,300 The Districts are required by Florida State Statute to undertake an independent examination of its books, records and accounting procedures on an annual basis. Postage 600 Mailing of agenda packages, overnight deliveries, correspondence, etc. Insurance 52,457 The District's General Liability & Public Officials Liability Insurance is with Egis Insurance & Risk Advisors.

Property insurance 2,800 Worker's compensation 1,953 Insurance for the district employees. Printing and binding 600 Letterhead, envelopes, copies, etc. Legal advertising 1,250 The District advertises for monthly meetings, special meetings, public hearings, public bids, etc. Bank charges 1,008 Monthly bank charges incurred during the year and automated AP routing Property taxes 200 Billing from Miami-Dade Tax Collector for property and tangible property taxes. Tax collector 3,687 Web hosting 705 This is to comply with state Statutes for posting information on the internet. Website ADA compliance 210 Accounting and administrative supplies. Annual filing fee 175 Annual fee paid to the Florida Department of Economic Opportunity.

4 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT DEFINITION OF GENERAL FUND EXPENDITURES

Expenditures (continued) Field Salaries 109,695 Payroll for District employees. This split is 40/60% between General and Enterprise Funds.

Contracts Fountain 4,000 Fountain maintenance. Janitorial 415,000 Janitorial services for the District are provided by Interstate Cleaning Corporation. The monthly invoices are segregated between fixed and variable costs, which are split 70/30% between General and Enterprise Funds. Miscellaneous janitorial expenses are included in this category Security services 679,000 Security for the District grounds. This split is 70/30% between General and Enterprise Funds. Street sweeping 53,500 Side Sweeping Landscape 300,000 Maintenance of District property. Road cleaning 17,500 Street sweeping. Air conditioning 4,500 Maintenance of the HVAC. This split is 70/30% between General and Enterprise Funds.

Pest control 6,000 Other services 720 Waste removal 10,000 Telephone 10,000 Telephone and fax machine connections with AT&T. Electricity 68,000 Electrical usage for the District property from FPL. Utilities Irrigation 72,000 Water usage for the District. Rentals: general 10,000 Equipment rental throughout the year. Repairs and Maintenance: General 75,000 General expenditures needed for repairs and maintenance of the District area. Air conditioning 4,500 Air conditioning repairs not covered under Contracts-Air Conditioning. Buildings 30,000 The District will incur required structural repairs & maintenance of the District buildings and property, such as painting, locksmith services, concrete repairs, pressure washing etc. Electrical 80,000 Supplies & labor for electrical expenditures. Grounds 90,000 Expenditures for ground maintenance not covered under the landscaping contract. Irrigation 25,000 Irrigation repairs. Plant replacement 80,000 Planting and replacement of trees.

5 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT DEFINITION OF GENERAL FUND EXPENDITURES

Expenditures (continued) Signage 2,000 Signs for District property. Printing and binding 600 Holiday decorations 80,000 Staging and storage of seasonal decorations. Radio 3,000 Service & supplies for the District remote frequency radios. Licenses & permits 750 Security 25,000 Office & operating supplies 18,000 Office supplies for on-site District office. Office equipment 3,000 Cleaning and maintenance supplies. Capital projects General capital outlay 50,000 Light fixtures - landscaping 30,000 Midtown community park 25,000 Contingencies 40,000 Total expenditures $ 2,705,351

6 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT DEBT SERVICE FUND SERIES 2014B FISCAL YEAR 2021

Fiscal Year 2020 Total Actual Adopted Actual Projected & Projected Proposed Budget FY Through Through Revenues & Budget 2020 03/31/20 09/30/20 Expenditures FY 2021 REVENUES Assessment levy: on-roll - gross 93,477 165,826 Allowable discounts (4%) (3,739) (6,633) Assessments: on-roll (net of discounts) 89,738 115,975 - 115,975 159,193 Assessments: off-roll 468,344 16,201 427,745 443,946 822,183 Assessment prepayments - - 3,594 3,594 - Interest and miscellaneous - 25,246 - 25,246 - Total revenues 558,082 157,422 431,339 563,515 981,376

Debt service Principal 835,000 - 835,000 835,000 865,000 Principal prepayment - 15,000 15,000 30,000 - Interest 1,116,663 558,331 557,975 1,116,306 1,079,750 Total debt service 1,951,663 573,331 1,407,975 1,981,306 1,944,750

Administration Trustee fees 3,163 - 3,163 3,163 3,163 Special assessment 4,993 2,496 2,497 4,993 4,993 Arbitrage calculation 600 - 600 600 600 Dissemination agent 500 - 500 500 1,000 Tax collector 935 162 773 935 1,658 Total administration 10,191 2,658 7,533 10,191 11,414 Total expenditures 1,961,854 575,989 1,415,508 1,991,497 1,956,164 Excess/(deficiency) of revenues over/(under) expenditures (1,403,772) (418,567) (984,169) (1,427,982) (974,788)

OTHER FINANCING SOURCES/(USES) Transfers in 1,403,772 - 1,403,772 1,403,772 974,788 Total other financing sources/(uses) 1,403,772 - 1,403,772 1,403,772 974,788 Net change in fund balances - (418,567) 419,603 (24,210) - Fund balance - beginning 1,594,625 1,687,262 1,268,695 1,687,262 1,663,052 Fund balance - ending 1,594,625 1,268,695 1,688,298 1,663,052 1,663,052

Use of fund balance Debt service reserve account balance (required) (971,219) Interest expense - November 1, 2021 (521,494) Projected fund balance surplus/(deficit) as of September 30, 2021 170,339

7

MIDTOWN MIAMI Community Development District Series 2014B $26,970,000

Debt Service Schedule

Date Principal Coupon Interest Total P+I 11/01/2020 - 539,875.00 539,875.00 05/01/2021 865,000.00 4.250% 539,875.00 1,404,875.00 11/01/2021 - 521,493.75 521,493.75 05/01/2022 905,000.00 4.250% 521,493.75 1,426,493.75 11/01/2022 - 502,262.50 502,262.50 05/01/2023 945,000.00 4.250% 502,262.50 1,447,262.50 11/01/2023 - 482,181.25 482,181.25 05/01/2024 985,000.00 4.250% 482,181.25 1,467,181.25 11/01/2024 - 461,250.00 461,250.00 05/01/2025 1,035,000.00 5.000% 461,250.00 1,496,250.00 11/01/2025 - 435,375.00 435,375.00 05/01/2026 1,085,000.00 5.000% 435,375.00 1,520,375.00 11/01/2026 - 408,250.00 408,250.00 05/01/2027 1,145,000.00 5.000% 408,250.00 1,553,250.00 11/01/2027 - 379,625.00 379,625.00 05/01/2028 1,200,000.00 5.000% 379,625.00 1,579,625.00 11/01/2028 - 349,625.00 349,625.00 05/01/2029 1,265,000.00 5.000% 349,625.00 1,614,625.00 11/01/2029 - 318,000.00 318,000.00 05/01/2030 1,325,000.00 5.000% 318,000.00 1,643,000.00 11/01/2030 - 284,875.00 284,875.00 05/01/2031 1,395,000.00 5.000% 284,875.00 1,679,875.00 11/01/2031 - 250,000.00 250,000.00 05/01/2032 1,465,000.00 5.000% 250,000.00 1,715,000.00 11/01/2032 - 213,375.00 213,375.00 05/01/2033 1,540,000.00 5.000% 213,375.00 1,753,375.00 11/01/2033 - 174,875.00 174,875.00 05/01/2034 1,620,000.00 5.000% 174,875.00 1,794,875.00 11/01/2034 - 134,375.00 134,375.00 05/01/2035 1,705,000.00 5.000% 134,375.00 1,839,375.00 11/01/2035 - 91,750.00 91,750.00 05/01/2036 1,790,000.00 5.000% 91,750.00 1,881,750.00 11/01/2036 - 47,000.00 47,000.00 05/01/2037 1,880,000.00 5.000% 47,000.00 1,927,000.00 Total $22,150,000.00 - $11,188,375.00 $33,338,375.00

8 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT ENTERPRISE FUND BUDGET FISCAL YEAR 2021

Fiscal Year 2020 Adopted Actual Projected Total Proposed Budget FY Through Through Actual & Budget 2020 03/31/20 09/30/20 Projected FY 2021 OPERATING REVENUES Parking fees $ 3,700,000 $ 1,900,291 $ 700,000 $ 2,600,291 $ 3,700,000 Off-street parking 11,000 7,937 3,063 11,000 11,000 Total revenues 3,711,000 1,908,228 703,063 2,611,291 3,711,000

OPERATING EXPENSES Administrative Engineering 30,000 - 15,000 15,000 30,000 Consulting services 8,500 - 1,500 1,500 8,500 Arbitrage rebate 750 - 750 750 750 Dissemination agent 1,000 - 1,000 1,000 1,000 Bank charges 7,000 863 6,137 7,000 7,000 Special Assessment 19,215 9,608 9,607 19,215 - Mgmt and accounting 19,215 - 19,215 19,215 19,599 Trustee fees 12,650 - 12,650 12,650 12,650 Credit card fees 255,000 172,800 115,200 288,000 290,000 Total administrative 353,330 183,271 181,059 364,330 369,499

Parking facilities Payroll 158,897 87,698 71,199 158,897 164,543 Contracts: Janitorial 415,000 184,424 230,576 415,000 436,000 Parking 1,300,000 606,214 693,786 1,300,000 1,300,000 Security services 291,000 85,986 205,014 291,000 291,000 Elevator 90,000 21,750 68,250 90,000 90,000 Air conditioning 1,929 369 1,560 1,929 1,929 Waste removal 2,700 1,205 1,495 2,700 3,100 Telephone 22,000 6,152 15,848 22,000 22,000 Electricity 135,000 45,175 89,825 135,000 135,000 Rentals 2,000 - 2,000 2,000 2,000 Insurance: Property 296,620 263,381 - 263,381 277,218 General liability 32,000 31,973 - 31,973 34,971 Worker's compensation 5,850 1,775 - 1,775 2,929 Repairs and maintenance: General 40,000 14,399 25,601 40,000 45,000 Air conditioning 3,000 380 2,620 3,000 3,000 Buildings 40,000 43,022 - 43,022 45,000 Electrical 40,000 8,088 31,912 40,000 40,000 Equipment 25,000 8,179 16,821 25,000 26,000 Signage 6,000 2,334 3,666 6,000 6,000

9 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT ENTERPRISE FUND BUDGET FISCAL YEAR 2021

Fiscal Year 2020 Adopted Actual Projected Total Proposed Budget FY Through Through Actual & Budget 2020 03/31/20 09/30/20 Projected FY 2021 Elevators (repairs and maintenance) 15,000 3,011 11,989 15,000 15,000 Elevators (graphics,flooring, ceiling & lgt cvs) 20,000 5,779 14,221 20,000 20,000 Licenses & permits 3,500 1,713 1,787 3,500 3,500 Legal advertising 700 - 700 700 700 Contingency 20,000 1,280 18,720 20,000 20,000 Security enhancements 10,000 3,083 6,917 10,000 10,000 Signage, directories, banner & beautification 50,000 25,771 24,229 50,000 50,000 Capital projects 40,000 - - - 40,000 Office & operating supplies 15,000 2,132 12,868 15,000 15,000 Capital outlay - NB roof LED retrofit 59,000 - - - 59,000 Capital outlay - SB roof LED retrofit 26,000 - - - 26,000 Capital outlay - façade repair - - - - 50,000 Capital outlay - vehicles 19,750 - - - - Total parking facilities 3,185,946 1,455,273 1,551,604 3,006,877 3,234,890

10 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT ENTERPRISE FUND BUDGET FISCAL YEAR 2021

Fiscal Year 2020 Adopted Actual Projected Total Proposed Budget FY Through Through Actual & Budget 2020 03/31/20 09/30/20 Projected FY 2021 Total operating expenses 3,539,276 1,638,544 1,732,663 3,371,207 3,604,389

Operating income/(loss) 171,724 269,684 (1,029,600) (759,916) 106,611

NONOPERATING REVENUES (EXPENSES) Assessment prepayments - (20,000) - (20,000) - Interlocal agreement 6,750,273 - 4,687,307 4,687,307 4,670,094 Interest and miscellaneous (8,000) 67,304 - 67,304 (8,000) Interest expense: Series 2014A (2,695,675) (1,347,838) (1,347,394) (2,695,232) (2,609,825) Transfers out (1,403,772) - (1,403,772) (1,403,772) (974,788) Depreciation (2,118,501) (1,059,251) (1,059,250) (2,118,501) (2,118,501) Total non operating revenues/(expenses) 524,325 (2,359,785) 876,891 (1,482,894) (1,041,020)

Change in net position 696,049 (2,090,101) (152,709) (2,242,810) (934,409)

Total net position - beginning (9,495,682) (8,906,515) (10,996,616) (8,906,515) (11,149,325) Net position - ending Invested in capital assets, net of related debt* (16,740,379) (16,730,293) (16,730,293) (16,730,293) (17,068,794) Restricted for debt service 1,304,913 1,430,100 1,430,100 1,430,100 1,304,913 Assigned Parking garage improvements** 600,000 600,000 600,000 600,000 600,000 Disaster recovery** 150,000 150,000 150,000 150,000 150,000 Working capital** 200,000 200,000 100,000 100,000 200,000 Unrestricted* 5,685,833 3,353,577 3,300,868 3,300,868 2,730,147 Total net position - ending $(8,799,633) $(10,996,616) $(11,149,325) $(11,149,325) $(12,083,734) *These amounts are affected by estimates and non-cash transactions (such as depreciation) and will change pursuant to the annual audits. **The following amounts are held in cash; however, working capital may fluctuate below budget to cover current obligations. ADDITIONAL SOURCES/(USES) - BALANCE SHEET ITEMS Principal expense: Series 2014A (2,020,000) - (2,020,000) (2,020,000) (2,105,000) Prepayments - (10,000) (15,000) (25,000) - Total additional sources/(uses) (2,020,000) (10,000) (2,035,000) (2,045,000) (2,105,000)

Total budgeted sources 9,218,501 1,967,595 5,387,307 7,354,902 7,385,068 Total budgeted uses 10,534,237 4,075,633 7,578,079 11,653,712 10,437,715 Net sources/uses (1,315,736) (2,108,038) (2,190,772) (4,298,810) (3,052,647)

11 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT DEFINITIONS OF ENTERPRISE FUND EXPENDITURES

Expenditures Administration Engineering $ 30,000 Consulting services 8,500 Arbitrage rebate 750 To ensure the District's compliance with all tax regulations, annual computations are necessary to calculate the arbitrage rebate liability. Dissemination agent 1,000 The District must annually disseminate financial information in order to comply with the requirements of Rule 15c2-12 under the Securities & Exchange Act of 1934. Bank charges 7,000 Monthly bank charges incurred during the year. Mgmt and accounting 19,599 Wrathell, Hunt and Associates, LLC, provides services including preparing, maintaining and transmitting the annual lien roll with annual special assessment amounts for capital and operating and maintenance assessments. Trustee fees 12,650 Services as trustee, paying agent and registrar. Credit card fees 290,000 Fees for credit card transactions at garage pay stations. Total administrative 369,499 Parking facilities Payroll 164,543 Payroll for District employees. This split is 40/60% between General and Enterprise Funds. Contracts: Janitorial 436,000 Janitorial services for the District. This split is 70/30% between General and Enterprise Funds. Parking 1,300,000 Management of the parking garages. Security services 291,000 Security for the District grounds. This split is 70/30% between General and Entrprise Funds. Elevator 90,000 Maintenance of elevators. Air conditioning 1,929 Maintenance of the HVAC. This split is 70/30% between General and Enterprise Funds. Waste removal 3,100 Maintenance of pay stations at the parking garages. Telephone 22,000 Telephone connections with AT&T. Electricity 135,000 Electrical usage for the District property from FPL. Rentals 2,000 Equipment rental throughout the year.

12 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT DEFINITIONS OF ENTERPRISE FUND EXPENDITURES

Expenditures (continued) Insurance: Property 277,218 Worker's compensation 2,929 Insurance for the district employees. Repairs and maintenance: General 45,000 General expenditures needed for repairs and maintenance of the District area. Air conditioning 3,000 Air conditioning repairs not covered under Contracts-Air Conditioning. Buildings 45,000 The District will incur required structural repairs & maintenance of the District buildings and property, such as painting, locksmith services, concrete repairs, pressure washing etc. Electrical 40,000 Supplies & labor for electrical expenditures. Equipment 26,000 Unforeseen repairs of equipment such as the elevators and pay stations. Signage 6,000 Signs for District property. Elevators (repairs and maintenance) 15,000 Elevators (graphics,flooring, ceiling & lgt cvs) 20,000 Licenses & permits 3,500 Legal advertising 700 Contingency 20,000 Security enhancements 10,000 Signage, directories, banner & beautification 50,000 Capital projects 40,000 OfficeCapital & outlayoperating - NB supplies roof LED retrofit 59,000 Capital outlay - SB roof LED retrofit 26,000 Capital outlay - façade repair 50,000 Office & operating supplies 15,000 Total parking facilities 3,234,890 Nonoperating Expenses Interest and miscellaneous 8,000 Interest expense: Series 2014A 2,609,825 Transfers out 974,788 Depreciation 2,118,501 Total non operating expenses 5,711,114 Additional uses - balance sheet items Principal expense: Series 2014A 2,105,000 Total additional uses - balance sheet items 2,105,000 Total budgeted uses $ 11,420,503

13

MIDTOWN MIAMI Community Development District Series 2014A $64,875,000

Debt Service Schedule

Date Principal Coupon Interest Total P+I 11/01/2020 - 1,304,912.50 1,304,912.50 05/01/2021 2,105,000.00 4.250% 1,304,912.50 3,409,912.50 11/01/2021 - 1,260,181.25 1,260,181.25 05/01/2022 2,195,000.00 4.250% 1,260,181.25 3,455,181.25 11/01/2022 - 1,213,537.50 1,213,537.50 05/01/2023 2,295,000.00 4.250% 1,213,537.50 3,508,537.50 11/01/2023 - 1,164,768.75 1,164,768.75 05/01/2024 2,395,000.00 4.250% 1,164,768.75 3,559,768.75 11/01/2024 - 1,113,875.00 1,113,875.00 05/01/2025 2,505,000.00 5.000% 1,113,875.00 3,618,875.00 11/01/2025 - 1,051,250.00 1,051,250.00 05/01/2026 2,635,000.00 5.000% 1,051,250.00 3,686,250.00 11/01/2026 - 985,375.00 985,375.00 05/01/2027 2,770,000.00 5.000% 985,375.00 3,755,375.00 11/01/2027 - 916,125.00 916,125.00 05/01/2028 2,910,000.00 5.000% 916,125.00 3,826,125.00 11/01/2028 - 843,375.00 843,375.00 05/01/2029 3,060,000.00 5.000% 843,375.00 3,903,375.00 11/01/2029 - 766,875.00 766,875.00 05/01/2030 3,200,000.00 5.000% 766,875.00 3,966,875.00 11/01/2030 - 686,875.00 686,875.00 05/01/2031 3,360,000.00 5.000% 686,875.00 4,046,875.00 11/01/2031 - 602,875.00 602,875.00 05/01/2032 3,535,000.00 5.000% 602,875.00 4,137,875.00 11/01/2032 - 514,500.00 514,500.00 05/01/2033 3,715,000.00 5.000% 514,500.00 4,229,500.00 11/01/2033 - 421,625.00 421,625.00 05/01/2034 3,905,000.00 5.000% 421,625.00 4,326,625.00 11/01/2034 - 324,000.00 324,000.00 05/01/2035 4,105,000.00 5.000% 324,000.00 4,429,000.00 11/01/2035 - 221,375.00 221,375.00 05/01/2036 4,315,000.00 5.000% 221,375.00 4,536,375.00 11/01/2036 - 113,500.00 113,500.00 05/01/2037 4,540,000.00 5.000% 113,500.00 4,653,500.00 Total $53,545,000.00 - $27,010,050.00 $80,555,050.00

14 Midtown Miami CDD Assessment Summary FY 2020-2021

On-Roll

PER Unit FY 2021 FY 2020 Difference 2014A 2014B O&M 2014A 2014B O&M 2014A 2014B O&M Overall Category Units Assessment Assessment Assessment Assessment Assessment Assessment Assessment Assessment Assessment Increase or (Gross)* (Gross) (Gross) (Gross) (Gross) (Gross) (Gross) (Gross) (Gross) Decrease

Biscayne Partners Apartments (units) - Midblock 173 ($86.86) $246.86 $143.08 ($107.91) $224.94 $137.53 $21.05 $21.92 $5.56 $48.53 Offices (square feet) 10,019 ($0.12) $0.16 $0.19 ($0.14) $0.14 $0.18 $0.03 $0.01 $0.01 $0.05 Other Retail or Grocery (square feet) 24,467 ($0.14) $0.19 $0.23 ($0.17) $0.17 $0.22 $0.03 $0.02 $0.01 $0.06 Hotel 60 ($52.17) $71.28 $85.95 ($64.82) $64.95 $82.61 $12.64 $6.33 $3.34 $22.31 Condominiums Over 1,750 square feet 35 ($260.57) $355.99 $429.25 ($323.72) $324.38 $412.58 $63.15 $31.62 $16.67 $111.44 Condominiums 1,750 square feet or Less 1,105 ($173.72) $237.33 $286.17 ($215.81) $216.25 $275.05 $42.10 $21.08 $11.12 $74.29

Note: The numbers of units assessed on-roll and off-roll are based on 2019 data from the Miami-Dade County Property Appraiser and will be updated when the 2020 information becomes available.

* Negative 2014A Assessment represents a credit/refund of excess Tax Increment Funding (TIF) revenues to property owners subject to Series 2014A Bonds (which funded the CDD owned parking garage bonds); such credit is applied in direct proportion to the credited property's apportionment of Series 2014A Assessments; such credit/refund is in accordance with the Interlocal Agreement dated May 28, 2004 among the City of Miami, Miami-Dade County, and the District, and as amended by the 1st Amendment dated June 30, 2005 and the 2nd Amendment dated September 23, 2008.

Off-Roll

PER Unit FY 2021 FY 2020 Difference 2014A 2014B O&M 2014A 2014B O&M 2014A 2014B O&M Overall Category Units Assessment Assessment Assessment Assessment Assessment Assessment Assessment Assessment Assessment Increase or (Gross)* (Gross) (Gross) (Gross) (Gross) (Gross) (Gross) (Gross) (Gross) Decrease

DDR/Midtown Opportunities Retail Shopping Center (square feet) 600,000 ($0.67) $1.90 $2.91 ($0.83) $1.73 $2.86 $0.16 $0.17 $0.05 $0.38 Biscayne Partners Apartments (units) - East 163 ($166.77) $227.84 $271.86 ($207.18) $207.60 $261.41 $40.42 $20.23 $10.45 $71.10 Offices (square feet) 219,620 ($0.11) $0.15 $0.18 ($0.14) $0.14 $0.17 $0.03 $0.01 $0.01 $0.05 Mixed Use Building 92,970 ($0.11) $0.15 $0.18 ($0.14) $0.14 $0.17 $0.03 $0.01 $0.01 $0.05 Other Retail or Grocery (square feet) 148,273 ($0.13) $0.18 $0.22 ($0.17) $0.17 $0.21 $0.03 $0.02 $0.01 $0.06 Restaurant, Bar, Entertainment (square feet) 96,347 ($0.22) $0.30 $0.36 ($0.28) $0.28 $0.35 $0.05 $0.03 $0.01 $0.09 Condominiums Over 1,750 square feet 120 ($250.15) $341.75 $407.79 ($310.77) $311.40 $392.12 $60.62 $30.35 $15.68 $106.65 Condominiums 1,750 square feet or Less 1,420 ($166.77) $227.84 $271.86 ($207.18) $207.60 $261.41 $40.42 $20.23 $10.45 $71.10

Note: The numbers of units assessed on-roll and off-roll are based on 2019 data from the Miami-Dade County Property Appraiser.

* Negative 2014A Assessment represents a credit/refund of excess Tax Increment Funding (TIF) revenues to property owners subject to Series 2014A Bonds (which funded the CDD owned parking garage bonds); such credit is applied in direct proportion to the credited property's apportionment of Series 2014A Assessments; such credit/refund is in accordance with the Interlocal Agreement dated May 28, 2004 among the City of Miami, Miami-Dade County, and the District, and as amended by the 1st Amendment dated June 30, 2005 and the 2nd Amendment dated September 23, 2008.

15 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT 6A MIAMI DAILY BUSINESS REVIEW Published Daily except Saturday, Sunday and Legal Holidays Miami, Miami-Dade County, Florida

STATE OF FLORIDA COUNTY OF MIAMI-DADE:

Before the undersigned authority personally appeared JEFF FRIED, who on oath says that he or she is the VP PUBLIC NOTICE OPERATIONS, Legal Notices of the Miami Daily Business Review f/k/a Miami Review, a daily (except Saturday, Sunday and Legal Holidays) newspaper, published at Miami in Miami-Dade County, Florida; that the attached copy of advertisement, being a Legal Advertisement of Notice in the matter of

MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT - PUBLIC HEARING TO CONSIDER THE ADOPTION OF THE FISCAL YEAR 2020/2021 BUDGET- SEPT. 15, 2020 in the XXXX Court, was published in said newspaper in the issues of

08/25/2020 SEE ATTACHED

Affiant further says that the said Miami Daily Business Review is a newspaper published at Miami, in said Miami-Dade County, Florida and that the said newspaper has heretofore been continuously published in said Miami-Dade County, Florida each day (except Saturday, Sunday and Legal Holidays) and has been entered as second class mail matter at the post office in Miami in said Miami-Dade County, Florida, for a period of one year next preceding the first publication of the attached copy of advertisement; and affiant further says that he or she has neither paid nor promised any person; firm or corporation any discount, rebate, commission or refund for the purpose of securing this advertisement for publication in the said newspaper.

(S JEFF FRIED personally known to me MIDTOWN MIAMI COMMUNITY DIEVIELOPMIENT DISTRICT NOTICE OF PUBLIC HEARING TO CONSIDER THIE ADOPTION OF THIE FISCAL YEAR 2020/2021 BUDGET; NOTICE OF PUBLIC HEARING TO CONSIDER THIE IMPOSITION OF OPERATIONS AND MAINTENANCE SPECIAL ASSESSMENTS, ADOPTION OF AN ASSESSMENT ROLL, AND THIE LIEW, COLLECTION, AND ENFORCEMENT OF THIE SAME; NOTICE OF POSSIBLE REMOTE PROCEDURES DURING PUBLIC HEALTH EMERGENCY DUE TO COYID-19AND NOTICE OF REGULAR BOARD OF SUPERVISORS' MEETING

l,!pcoming Public Heari119§,_and Regular Meeting

The Board of Supervisors (the "Board") of the Midtown Miami Community Development District (the "District") will hold the following two public hearings and a regular meeting:

DATE: September 15, 2020 TIME: 2:00 PM CALL IN INFO: 1-888-354-0094 CONFERENCE ID: 8518503

Due to the COVID-19 public health emergency, the District will conduct the public hearing by telephone or video conferencing communications media technology pursuant to governmental orders, including but not limited to Executive Orders 20-52, 20-69, 20-150, 20-179 and 20-193 issued by Governor Desantis, and any extensions or supplements thereof, and pursuant to Section 120.54(5)(b)2., Florida Statutes.

While it is necessary to hold the above referenced meeting of the District's Supervisors utilizing communications media technology due to the current COVID-19 public health emergency, the District fully encourages public participation in a safe and efficient manner. Toward that end, anyone wishing to listen and participate in the meeting can do so telephonically at 1-888-354-0094, Conference ID: 8518503. Additionally, participants are encouraged to submit questions and comments to the District Manager, no later than 12:00 p.m., on September 14, 2020 at 561-571-0010 or [email protected] to facilitate the Board's consideration of such questions and comments during the meeting.

The first public hearing is being held pursuant to Chapter 190, Florida Statutes, to receive public comment and objections on the District's proposed budget ("Proposed Budget") for the fiscal year beginning October 1, 2020 and ending September 30, 2021 ("Fiscal Year 2020/2021 "). The second public hearing is being held pursuant to Chapters 190 and 197, Florida Statutes, to consider the imposition of operations and maintenance speciai assessments ("O&M Assessments") upon the lands located within the District, to fund the Proposed Budget for Fiscal Year 2020/2021; to consider the adoption of an assessment roll; and, to provide for the levy, collection, and enforcement of assessments. At the conclusion of the hearings, the Board will, by resolution, adopt a budget and levy O&M Assessments as finally approved by the Board. A Board meeting of the District will also be held where the Board may consider any other District business.

Description of Assessments

The District imposes O&M Assessments on benefitted property within the District for the purpose of funding the District's general administrative, operations, and maintenance budget. A geographic depiction of the property potentially subject to the proposed O&M Assessments is identified in the map attached hereto. The table below shows the schedule of the proposed O&M Assessments, which are subject to change at the hearing:

0.0106 163 173 0.5 229,639 0.00067 92,970 0.00067 172,740 0.0008 $0.23 96,347 0.00133 $0.38 Hotel 60 0.3 $85.95 Condo over 1,750 s . ft. 155 1.5 $429.25 Condo less than 1,750 s . ft. 2,525 $286.17 The proposed O&M Assessments as stated include collection costs and/or early payment discounts, which Miami-Dade County ("County") may impose on assessments that are collected on the County tax bill. Moreover, pursuant to Section 197.3632(4), Florida Statutes, the lien amount shall serve as the "maximum rate" authorized by law for O&M Assessments, such that no assessment hearing shall be held or notice provided in future years unless the assessments are proposed to be increased or another criterion within Section 197 .3632(4), Florida Statutes, is met. Note that the O&M Assessments do not include any debt service assessments previously levied by the District and due to be collected for Fiscal Year 2020/2021.

For Fiscal Year 2020/2021, the District intends to have the County tax collector collect the assessrr.ents imposed on certain developed property, and will directly collect the assessments imposed on the rerraining benefitted property by sending out a bill prior to, or during, November 2020. It is.important to pay your asse,sment because failure to pay will cause a tax certificate to be issued against the property which may result in loss of title, or for direct billed assessments, may result in a foreclosure action, which also may result in a loss of title. The District's decision to collect assessments on the tax roll or by direct billing does not preclude thf District from later electing to collect those or other assessments in a different manner at a future time.

Additional Provisions

The public hearings and meeting are open to the public and will be conaucted in accordance with the provi­ sions of Florida law. A copy of the Proposed Budget, proposed assessment roll, and the agenda for the hearings and meeting may be obtained at the offices of the District Manager, located at 2300 Glades Road, Suite 410W, Boca Raton, Florida 33431, Ph: (561) 571-0010 ("District Manager's Office"), during normal business hours or via the District's website, http://www.midtownmiamicdd.net/. The public hearings and meeting may be continued to a date, time, and place to be specified on the record at the hearings or meeting. There may be occasions when staff or board members may participate by speaker telephone.

Any person requiring special accommodations at this meeting because of a disability or physical impairment should contact the District Manager's Office at least forty-eight (48) hours prior to the meeting. If you are hearing or speech impaired, please contact the Florida Relay Service by dialing 7-1-1, or 1-800-955-8771 (TTY) / 1-800-955-8770 (Voice), for aid in contacting the District Manager's Office.

Please note that all affected property owners have the right to appear at the public hearings and meeting, and may also file written objections with the District Manager's Office within twenty (20) days of publication of this notice. Each person who decides to appeal any decision made by the Board with respect to any matter considered at the public hearings or meeting is advised that person will need a record of proceedings and that accordingly, the person may need to ensure that a verbatim record of the proceedings is made, including the testimony and evidence upon which such appeal is to be based.

District Manager

EXHIBIT 1- LOCA'T!ON MAP f~!_D_l~~ MIAMI

8/25 20-33/0000484508M MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT 6B RESOLUTION 2020-07

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT MAKING A DETERMINATION OF BENEFIT AND IMPOSING SPECIAL ASSESSMENTS FOR FISCAL YEAR 2020/2021; PROVIDING FOR THE COLLECTION AND ENFORCEMENT OF SPECIAL ASSESSMENTS, INCLUDING BUT NOT LIMITED TO PENALTIES AND INTEREST THEREON; CERTIFYING AN ASSESSMENT ROLL; PROVIDING FOR AMENDMENTS TO THE ASSESSMENT ROLL; PROVIDING A SEVERABILITY CLAUSE; AND PROVIDING AN EFFECTIVE DATE.

WHEREAS, the Midtown Miami Community Development District (“District”) is a local unit of special-purpose government established pursuant to Chapter 190, Florida Statutes, for the purpose of providing, operating and maintaining infrastructure improvements, facilities and services to the lands within the District; and

WHEREAS, the District is located in Miami (“City”), Miami-Dade County, Florida (“County”); and

WHEREAS, the District has constructed or acquired various infrastructure improvements and provides certain services in accordance with the District’s adopted capital improvement plan and Chapter 190, Florida Statutes; and

WHEREAS, the Board of Supervisors (“Board”) of the District hereby determines to undertake various operations and maintenance and other activities described in the District’s budget (“Adopted Budget”) for the fiscal year beginning October 1, 2020 and ending September 30, 2021 (“Fiscal Year 2020/2021”), attached hereto as Exhibit “A” and incorporated by reference herein; and

WHEREAS, the District must obtain sufficient funds to provide for the operation and maintenance of the services and facilities provided by the District as described in the Adopted Budget; and

WHEREAS, the provision of such services, facilities, and operations is a benefit to lands within the District; and

WHEREAS, Chapter 190, Florida Statutes, provides that the District may impose special assessments on benefitted lands within the District; and

WHEREAS, it is in the best interests of the District to proceed with the imposition of the special assessments for operations and maintenance in the amount set forth in the Adopted Budget; and

WHEREAS, the District has previously levied an assessment for debt service, which the District desires to collect for Fiscal Year 2020/2021; and WHEREAS, Chapter 197, Florida Statutes, provides a mechanism pursuant to which such special assessments may be placed on the tax roll and collected by the local tax collector (“Uniform Method”), and the District has previously authorized the use of the Uniform Method by, among other things, adopting certain resolutions and entering into agreements with the Property Appraiser and Tax Collector of the County for that purpose; and

WHEREAS, it is in the best interests of the District to adopt the assessment roll attached to this Resolution as Exhibit “B (“Assessment Roll”),” and to certify the portion of the Assessment Roll related to certain developed property (“Tax Roll Property”) to the County Tax Collector pursuant to the Uniform Method and to directly collect the portion of the Assessment Roll relating to the remaining property (“Direct Collect Property”), all as set forth in Exhibit “B;” and

WHEREAS, it is in the best interests of the District to permit the District Manager to amend the Assessment Roll adopted herein, including that portion certified to the County Tax Collector by this Resolution, as the Property Appraiser updates the property roll for the County, for such time as authorized by Florida law.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT:

SECTION 1. BENEFIT. The provision of the services, facilities, and operations as described in Exhibit “A” confers a special and peculiar benefit to the lands within the District, which benefit exceeds or equals the cost of the assessments. The allocation of the assessments to the specially benefitted lands is shown in Exhibits “A” and “B,” and is hereby determined to be fair and reasonable.

SECTION 2. ASSESSMENT IMPOSITION. Pursuant to Chapters 190 and 197, Florida Statutes, and using the procedures authorized by Florida law for the levy and collection of special assessments, a special assessment for operation and maintenance is hereby imposed and levied on benefitted lands within the District, and in accordance with Exhibits “A” and “B.” The lien of the special assessments for operations and maintenance imposed and levied by this Resolution shall be effective upon passage of this Resolution.

SECTION 3. COLLECTION AND ENFORCEMENT; PENALTIES; INTEREST.

A. Tax Roll Assessments. The operations and maintenance special assessments and previously levied debt service special assessments imposed on the Tax Roll Property shall be collected at the same time and in the same manner as County taxes in accordance with the Uniform Method, as set forth in Exhibits “A” and “B.”

B. Direct Bill Assessments. The operations and maintenance special assessments imposed on the Direct Collect Property shall be collected directly by the District in accordance with Florida law, as set forth in Exhibits “A” and “B.” Operations and Maintenance Assessments directly collected by the District are due in full on December 1, 2020; provided, however, that, to the extent permitted by law, the assessments due may be paid in several partial, deferred payments and according to the following schedule: 25% due no later than October 1, 2020, 25% due no later than December 1, 2020, 25% due no later than March 1, 2021 and 25% due no later than June 1, 2021. The previously levied debt service special assessments imposed on the Direct Collect Property shall be collected directly by the District in accordance with Florida law, as set forth in Exhibits “A” and “B.” Debt Service Assessments directly collected by the District are due in full on December 1, 2020; provided, however, that, to the extent permitted by law, the assessments due may be paid in several partial, deferred payments and according to the following schedule: 100% of the amount payable on the bonds due on May 1, 2021 shall due to the District no later than April 1, 2021 and 100% of the amount payable on the bonds due on November 1, 2021 shall be due to the District no later than September 30, 2021. In the event that either assessment payment is not made in accordance with the schedule stated above, the whole assessment – including any remaining partial, deferred payments for Fiscal Year 2020/2021, shall immediately become due and payable; shall accrue interest, penalties in the amount of one percent (1%) per month, and all costs of collection and enforcement; and shall either be enforced pursuant to a foreclosure action, or, at the District’s sole discretion, collected pursuant to the Uniform Method on a future tax bill, which amount may include penalties, interest, and costs of collection and enforcement. Any prejudgment interest on delinquent assessments shall accrue at the applicable statutory prejudgment interest rate. In the event an assessment subject to direct collection by the District shall be delinquent, the District Manager and District Counsel, without further authorization by the Board, may initiate foreclosure proceedings pursuant to Chapter 170 of the Florida Statutes or other applicable law to collect and enforce the whole assessment, as set forth herein.

C. Future Collection Methods. The decision to collect special assessments by any particular method – e.g., on the tax roll or by direct bill – does not mean that such method will be used to collect special assessments in future years, and the District reserves the right in its sole discretion to select collection methods in any given year, regardless of past practices.

SECTION 4. ASSESSMENT ROLL. The District's Assessment Roll, attached to this Resolution as Exhibit “B,” is hereby certified for collection. That portion of the District’s Assessment Roll which includes the Tax Roll Property is hereby certified to the County Tax Collector and shall be collected by the County Tax Collector in the same manner and time as County taxes. The proceeds therefrom shall be paid to the District. The balance of said assessments, which includes the Direct Collect Property are to be direct collected pursuant to Chapter 170 and 190, Florida Statutes. SECTION 5. ASSESSMENT ROLL AMENDMENT. The District Manager shall keep apprised of all updates made to the County property roll by the Property Appraiser after the date of this Resolution, and shall amend the District’s Assessment Roll in accordance with any such updates, for such time as authorized by Florida law, to the County property roll. After any amendment of the Assessment Roll, the District Manager shall file the updates in the District records.

SECTION 6. SEVERABILITY. The invalidity or unenforceability of any one or more provisions of this Resolution shall not affect the validity or enforceability of the remaining portions of this Resolution, or any part thereof.

SECTION 7. TRANSMITTAL. The District Manager of the District is hereby directed to transmit a copy of this Resolution to the proper public and governmental officials, so that its purpose and effect may be carried out in accordance with applicable law.

SECTION 8. EFFECTIVE DATE. This Resolution shall take effect upon the passage and adoption of this Resolution by the Board.

PASSED AND ADOPTED this 15th day of September, 2020.

ATTEST: MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT

______By:______Secretary/Assistant Secretary Its:______

Exhibit A: Budget Exhibit B: Assessment Roll

Exhibit A: Budget

Exhibit B: Assessment Roll (Uniform Method) Assessment Roll (Direct Collect)

MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT 7 RESOLUTION 2020-08

A RESOLUTION OF THE MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT DESIGNATING DATES, TIMES AND LOCATIONS FOR REGULAR MEETINGS OF THE BOARD OF SUPERVISORS OF THE DISTRICT FOR FISCAL YEAR 2020/2021 AND PROVIDING FOR AN EFFECTIVE DATE

WHEREAS, the Midtown Miami Community Development District ("District") is a local unit of special-purpose government created by, and existing pursuant to Chapter 190, Florida Statutes, and situated entirely within Miami-Dade County, Florida; and

WHEREAS, the Board of Supervisors of the District (“Board”) is statutorily authorized to exercise the powers granted to the District; and

WHEREAS, all meetings of the Board shall be open to the public and governed by the provisions of Chapter 286, Florida Statutes; and

WHEREAS, the Board is statutorily required to file annually, with the local governing authority and the Florida Department of Economic Opportunity, a schedule of its regular meetings.

NOW, THEREFORE BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT

SECTION 1. ADOPTING REGULAR MEETING SCHEDULE. Regular meetings of the District’s Board shall be held during Fiscal Year 2020/2021 as provided on the schedule attached hereto as Exhibit A.

SECTION 2. FILING REQUIREMENT. In accordance with Section 189.015(1), Florida Statutes, the District’s Secretary is hereby directed to file a schedule of the District’s regular meetings annually with Miami-Dade County and the Florida Department of Economic Opportunity.

SECTION 3. EFFECTIVE DATE. This Resolution shall take effect immediately upon adoption.

PASSED AND ADOPTED this 15th day of September, 2020.

ATTEST: MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT

______Secretary /Assistant Secretary Chair/Vice Chair, Board of Supervisors Exhibit “A”

MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT

BOARD OF SUPERVISORS FISCAL YEAR 2020/2021 MEETING SCHEDULE

LOCATION Offices of the CDD, Shops at Midtown Miami, 3401 N. , Suite 132 2nd floor parking garage, Miami, Florida 33127

DATE POTENTIAL DISCUSSION/FOCUS TIME

October 13, 2020 Regular Meeting 2:00 P.M.

November 10, 2020 Regular Meeting 2:00 P.M.

December 8, 2020 Regular Meeting 2:00 P.M.

January 12, 2021 Regular Meeting 2:00 P.M.

February 9, 2021 Regular Meeting 2:00 P.M.

March 9, 2021 Regular Meeting 2:00 P.M.

April 13, 2021 Regular Meeting 2:00 P.M.

May 11, 2021 Regular Meeting 2:00 P.M.

June 8, 2021 Regular Meeting 2:00 P.M.

July 13, 2021 Regular Meeting 2:00 P.M.

August 10, 2021 Regular Meeting 2:00 P.M.

September 14, 2021 Public Hearing & Regular Meeting 2:00 P.M.

MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT 9 RESOLUTION 2020-09

RESOLUTION OF THE BOARD OF SUPERVISORS OF THE MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT DECLARING A VACANCY IN SEAT 5 OF THE BOARD OF SUPERVISORS PURSUANT TO SECTION 190.006(3)(b), FLORIDA STATUTES; AND PROVIDING AN EFFECTIVE DATE

WHEREAS, the Midtown Miami Community Development District (“District”) is a local unit of special-purpose government created and existing pursuant to Chapter 190, Florida Statutes; and

WHEREAS, on November 3, 2020, two (2) members of the Board of Supervisors (“Board”) are to be elected by “Qualified Electors,” as that term is defined in Section 190.003, Florida Statutes; and

WHEREAS, the District published a notice of qualifying period set by the Supervisor of Elections at least two (2) weeks prior to the start of said qualifying period; and

WHEREAS, at the close of the qualifying period, no one qualified to run for Seat 5; and

WHEREAS, pursuant to Section 190.006(3)(b), Florida Statutes, the Board shall declare Seat 5 vacant, effective the second Tuesday following the general election; and

WHEREAS, Qualified Electors are to be appointed to the vacant seats within 90 days thereafter; and

WHEREAS, the Board finds that it is in the best interests of the District to adopt this Resolution declaring Seat 5 available for election as vacant.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT:

SECTION 1. The following seat is hereby declared vacant effective as of November 17, 2020:

Seat #5 (currently held by Michelle Jorge)

SECTION 2. Until such time as the District Board nominates a Qualified Elector to fill the vacancy declared in Section 1 above, the incumbent Board Supervisor of that seat shall remain in office.

SECTION 3. This Resolution shall become effective upon its passage.

1 PASSED AND ADOPTED this 15th day of September, 2020.

ATTEST: MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT

______Secretary/Assistant Secretary Chair/Vice Chair, Board of Supervisors

2 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT 10 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT FINANCIAL STATEMENTS UNAUDITED JULY 31, 2020 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT TABLE OF CONTENTS

Description Page Number(s)

BASIC FINANCIAL STATEMENTS Fund Financial Statements: Governmental Funds Balance Sheet - Governmental Funds 1 Statement of Revenues, Expenditures and Changes in Fund Balances: General Fund 2 - 3 Debt Service Fund: Series 2014B 4

Proprietary Fund - Parking Garage Statement of Net Position 5 Statement of Revenues, Expenses and Changes in Net Position 6 - 7

SUPPORT SCHEDULES Lanier Parking Services P&L Data from Invoices: Combined - Year-to-Date 8 - 9 North Block - Per Month 10-11 South Block - Per Month 12 Mid-Block East - Per Month 13 Off-Street Parking - Per Month 14 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT BALANCE SHEET GOVERNMENTAL FUNDS JULY 31, 2020

Governmental Funds Total Debt Service Governmental General Series 2014B Funds ASSETS Wells Fargo - operating $ 2,114,553 $ - $ 2,114,553 Finemark 125,016 - 125,016 Finemark - ICS 834,514 - 834,514 Iberia 251,346 - 251,346 Accounts receivable 10 - 10 Undeposited funds 325,422 - 325,422 Investments Reserve B - 1,073,778 1,073,778 Revenue B - 506,055 506,055 Prepayment B - 1,917 1,917 Prepaid expense 44,208 - 44,208 Assessments receivable 604,796 25 604,821 Deposits 4,550 - 4,550 Due from contractor 930 - 930 Due from DS 2,716 - 2,716 Due from other 716 - 716 Total assets $ 4,308,777 $ 1,581,775 $ 5,890,552

LIABILITIES Liabilities: Accounts payable $ 37,497 $ - $ 37,497 Restroom deposits 250 - 250 Due to governmental funds General fund - 2,716 2,716 Due to enterprise fund 1,869,320 10,196 1,879,516 Due to Developer 75 - 75 Total liabilities 1,907,142 12,912 1,920,054

DEFERRED INFLOWS OF RESOURCES Deferred receipts 605,913 25 605,938 Total deferred inflows of resources 605,913 25 605,938

FUND BALANCES Restricted for: Debt service - 1,568,838 1,568,838 Assigned 3 months working capital 612,464 - 612,464 Disaster recovery 150,000 - 150,000 Unassigned 1,033,258 - 1,033,258 Total fund balances 1,795,722 1,568,838 3,364,560

Total liabilities, deferred inflows of resources and fund balances $ 4,308,777 $ 1,581,775 $ 5,890,552

1 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES GENERAL FUND FOR THE PERIOD ENDED JULY 31, 2020

Current % of Month Year to Date Budget Budget REVENUES Assessments: on-roll (net of discounts) $ 3,790 $ 344,961 $ 340,169 101% Assessments: off-roll 325,417 1,697,681 2,298,739 74% Interest & miscellaneous 73 2,865 708 405% FEMA/state reimbursement - 4,771 - N/A Total revenues 329,280 2,050,278 2,639,616 78%

EXPENDITURES Administrative Supervisors - 2,000 12,000 17% FICA - 153 918 17% Engineering 3,200 14,576 12,500 117% Consulting services 2,949 9,816 7,500 131% Legal 8,130 20,040 60,000 33% Management 4,881 48,805 58,566 83% Assessment roll preparation 367 3,665 4,398 83% Audit 8,100 8,100 8,100 100% Postage 7 507 600 85% Insurance - 47,960 48,000 100% Worker's compensation - 1,775 3,900 46% Printing and binding 50 500 600 83% Legal advertising - 516 1,250 41% Bank charges - 352 960 37% Property taxes - 9 200 5% Assessment collection (tax collector) 38 3,449 3,543 97% ADA website compliance - 199 200 100% Web hosting - 705 705 100% Annual filing fee - 175 175 100% Total administrative 27,722 163,302 224,115 73%

Field Salaries 8,313 95,876 105,931 91% Contracts: Fountain - - 4,000 0% Janitorial 31,023 316,061 370,000 85% Security services 47,592 441,589 679,000 65% Street sweeping 4,305 43,839 52,000 84% Landscape 42,758 237,868 325,000 73% Road cleaning 1,350 13,500 17,000 79% Air conditioning 196 1,253 4,500 28% Pest control 210 2,250 4,000 56% Other services - - 720 0% Waste removal 630 6,937 10,000 69% Telephone 400 3,831 18,000 21% Electricity 1,878 16,899 68,000 25%

2 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES GENERAL FUND FOR THE PERIOD ENDED JULY 31, 2020

Current % of Month Year to Date Budget Budget Utilities: Irrigation 10,424 52,499 72,000 73% Rentals: general - 2,000 10,000 20% Repairs & maintenance: General 2,579 52,150 60,000 87% Air conditioning - 1,480 4,000 37% Buildings - 15,350 25,000 61% Electrical 6,421 23,351 80,000 29% Grounds - 58,896 80,000 74% Irrigation 1,350 24,848 25,000 99% Plant replacement - 60,144 80,000 75% Signage - 1,133 2,000 57% Printing and binding - - 600 0% Holiday decorations - 88,418 80,000 111% Radio 294 294 3,000 10% Licenses & permits - 406 750 54% Security 3,682 21,817 25,000 87% Office & operating supplies 73 14,037 18,000 78% Office equipment - 411 2,000 21% Capital projects - - 50,000 0% Midtown community park 14,975 135,085 100,000 135% Contingencies - 25,361 40,000 63% Total field operations 178,453 1,757,583 2,415,501 73% Total expenditures 206,175 1,920,885 2,639,616 73%

Excess/(deficiency) of revenues over/(under) expenditures 123,105 129,393 -

Fund balances - beginning 1,672,617 1,666,329 1,096,803 Committed Assigned 3 months working capital 612,464 612,464 669,594 Disaster recovery 150,000 150,000 150,000 Unassigned 1,839,796 1,033,258 277,209 Fund balance - ending $1,795,722 $1,795,722 $1,096,803

3 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES DEBT SERVICE FUND SERIES 2014B FOR THE PERIOD ENDED JULY 31, 2020

Current Year to % of Month Date Budget Budget REVENUES Assessments: on-roll (net of discounts) $ 222 $ 20,232 $ 89,738 23% Assessments: off-roll - 400,548 468,344 86% Interest and miscellaneous 2,142 69,502 - N/A Total revenues 2,364 490,282 558,082 88%

Debt service Principal - 835,000 835,000 100% Principal prepayment - 30,000 - N/A Interest - 1,116,306 1,116,663 100% Total debt service - 1,981,306 1,951,663 102%

Administration Trustee fees - 3,408 3,163 108% Assessment services 416 4,161 4,993 83% Arbitrage calculation - - 600 0% Dissemination agent 1,000 1,000 500 200% Tax collector 3 203 935 22% Total administration 1,419 8,772 10,191 86% Total expenditures 1,419 1,990,078 1,961,854 101%

Excess/(deficiency) of revenues over/(under) expenditures 945 (1,499,796) (1,403,772)

OTHER FINANCING SOURCES/(USES) Transfers in - 1,403,772 1,403,772 100% Total other financing sources/(uses) - 1,403,772 1,403,772 100% Net change in fund balances 945 (96,024) - Fund balance - beginning 1,567,893 1,664,862 1,594,625 Fund balance - ending $ 1,568,838 $1,568,838 $1,594,625

4 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF NET POSITION PARKING GARAGE (PROPRIETARY FUND) JULY 31, 2020

ASSETS Balance Current assets: Wells Fargo - garage $ 2,307,908 Petty cash 2,000 Undeposited funds 418 Finemark 124,952 Finemark - ICS 782,323 Accounts receivable 13,077 Due from general fund 1,869,320 Due from debt service -2014B 10,196 Due from other 7,740 Investments Prepayment A 1,705 Reserve A 1,124,745 Revenue A 1,720,383 Prepaid expense 29,708 Total current assets 7,994,475 Noncurrent assets: Capital assets: Land & improvements 63,555,028 Furniture, fixtures & equipment 219,520 Accumulated depreciation (28,560,490) Total capital assets, net of accumulated depreciation 35,214,058 Total noncurrent assets 35,214,058 Total assets 43,208,533 LIABILITIES Current liabilities: Accounts payable 126,361 Credit card payable 156 Accrued interest payable 652,456 Sales tax payable 17,723 City tax payable 32,582 Total current liabilities 829,278

Noncurrent liabilities: Bonds payable 53,681,077 Bond premium/discount (1,227,180) Total noncurrent liabilities 52,453,897 Total liabilities 53,283,175

DEFERRED INFLOWS OF RESOURCES Deferred receipts 5,215 Total deferred inflows of recoursces 5,215

NET POSITION Net investment in capital assets (16,730,293) Restricted for: Debt service 2,846,833 Assigned: Parking garage improvements 600,000 Disaster recovery 150,000 Working capital 200,000 Unrestricted 2,853,603 Total net position $ (10,079,857) 5 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENSES AND CHANGES IN NET POSITION PARKING GARAGE (PROPRIETARY FUND) FOR THE PERIOD ENDED JULY 31, 2020

Current Year to % of Month Date Budget Budget OPERATING REVENUES Parking fees $ 217,922 $ 2,606,397 $ 3,700,000 70% Off-street parking 418 8,949 11,000 81% Total revenues 218,340 2,615,346 3,711,000 70%

OPERATING EXPENSES Administrative Engineering - - 30,000 0% Consulting services - - 8,500 0% Arbitrage rebate - - 750 0% Dissemination agent 1,000 1,000 1,000 100% Bank charges 260 1,992 7,000 28% Special assessment 1,601 16,013 19,215 83% Trustee fees - 14,380 12,650 114% Credit card fees 21,087 238,577 255,000 94% Total administrative 23,948 271,962 334,115 81%

Parking facilities Payroll 12,470 143,814 158,897 91% Contracts: Janitorial 34,802 356,678 415,000 86% Parking 134,294 969,278 1,300,000 75% Security services 20,397 189,253 291,000 65% Elevator 4,145 43,177 90,000 48% Air conditioning 84 537 1,929 28% Waste removal 270 2,141 2,700 79% Telephone 643 9,202 22,000 42% Electricity 8,188 86,653 135,000 64% Rentals - - 2,000 0% Insurance: Property 1,474 290,782 296,620 98% General liability - 31,973 32,000 100% Worker's compensation - 2,663 5,850 46% Repairs and maintenance: General 578 31,327 40,000 78% Air conditioning - 765 3,000 26% Buildings - 39,972 40,000 100% Electrical 2,236 12,766 40,000 32% Equipment - 10,432 25,000 42% Signage 623 3,128 6,000 52%

6 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT STATEMENT OF REVENUES, EXPENSES AND CHANGES IN NET POSITION PARKING GARAGE (PROPRIETARY FUND) FOR THE PERIOD ENDED JULY 31, 2020

Current Year to % of Month Date Budget Budget Elevators(repairs and maintenance) - 3,011 15,000 20% Elevators(graphics,flooring, ceiling & lgt cvs) - 5,779 20,000 29% Licenses & permits 2,225 4,537 3,500 130% Legal advertising - - 700 0% Contingency 657 5,389 20,000 27% Security enhancements 1,069 4,152 10,000 42% Signage, directories, banner & beautification - 25,771 50,000 52% Capital projects - - 40,000 0% Office & operating supplies 1,081 3,723 15,000 25% Capital outlay - NB roof LED retrofit - - 59,000 0% Capital outlay - SB roof LED retrofit - - 26,000 0% Capital outlay - vehicles - - 19,750 0% Total parking facilities 225,236 2,276,903 3,185,946 71% Total operating expenses 249,184 2,548,865 3,520,061 72%

Operating income/(loss) (30,844) 66,481 190,939

NONOPERATING REVENUES (EXPENSES) Interlocal agreement - 3,362,394 6,750,273 50% Interest and miscellaneous 3,674 126,765 8,000 1585% Principal prepayment: series 2014A - (60,000) - N/A Interest expense: series 2014A (217,485) (2,164,161) (2,695,675) 80% Transfers out - (1,403,772) (1,403,772) 100% Depreciation - (1,059,250) (2,118,501) 50% Total non operating revenues/(expenses) (213,811) (1,198,024) 540,325 -222%

Change in net position (244,655) (1,131,543) 731,264

Total net position - beginning (9,835,202) (8,948,314) (9,495,682) Total net position - ending $(10,079,857) $ (10,079,857) $ (8,764,418)

7 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT LPS OF AMERICA FINANCIAL STATEMENT FOR THE PERIOD ENDED JULY 31, 2020

North South Mid-Block Off Street Block Block East Parking Total REVENUES Monthly parking $ 616,086.04 $ 439,577.35 $ 32,611.70 $ - $ 1,088,275.09 Paystation revenue 1,872,725.04 193,863.50 - - 2,066,588.54 Validation 4,925.00 1,436.00 9,532.00 - 15,893.00 Miscellaneous income 200.00 - - - 200.00 City of Miami (off street parking) - - - 9,471.32 9,471.32 Total revenues 2,493,936.08 634,876.85 42,143.70 9,471.32 3,180,427.95

Parking payroll Wages - cashier 4,444.23 - - - 4,444.23 Wages - attendant 82,900.80 7,838.61 - - 90,739.41 Wages - enforcement 19,475.38 - - - 19,475.38 Wages - accountant 22,172.99 - - - 22,172.99 Wages - management 127,741.43 - - - 127,741.43 Health insurance 21,000.86 641.98 - - 21,642.84 Payroll taxes 30,426.25 1,035.16 - - 31,461.41 Employee benefits 10,834.16 330.81 - - 11,164.97 Workmen's comp. insurance 21,649.51 757.58 - - 22,407.09 PPACA fee 2,225.00 225.00 - - 2,450.00 Payroll processing 4,610.49 136.55 - - 4,747.04 Total administrative 347,481.10 10,965.69 - - 358,446.79 - Operating expenses Uniforms 184.04 - - - 184.04 Operating supplies 3,040.97 - - - 3,040.97 Paystation supplies 324.57 - - - 324.57 Office supplies 133.71 - - - 133.71 Equipment rental 733.36 - - - 733.36 Tickets parking/violation 5,453.30 - - - 5,453.30 Parking cards 442.45 - - - 442.45 Printing 7,564.00 - - - 7,564.00 Security services 2,322.08 - - - 2,322.08 Auto damage claims 6,671.62 - - - 6,671.62 Ins claims processing fee 17,315.52 - - - 17,315.52 Total operating expenses 44,185.62 - - - 44,185.62

R & M R & M - equipment 10,068.70 - - - 10,068.70 R & M - gate repairs 975.00 - - - 975.00 R & M - vehicles 4,976.19 - - - 4,976.19 Service contracts/warranties 84,652.61 - - - 84,652.61 R & M - labor - - 411.95 - 411.95 Total R & M expenses 100,672.50 - 411.95 - 101,084.45

Insurance General liability 16,394.63 11,320.00 2,883.58 - 30,598.21 GKLL 685.00 620.00 - - 1,305.00 Total insurance expenses 17,079.63 11,940.00 2,883.58 - 31,903.21

8 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT LPS OF AMERICA FINANCIAL STATEMENT FOR THE PERIOD ENDED JULY 31, 2020

North South Mid-Block Off Street Block Block East Parking Total Administration expenses Telephone 594.19 - - - 594.19 Cellular phone 1,085.86 1,005.72 361.02 - 2,452.60 Internet services 5,260.82 - - - 5,260.82 Base management fee 22,434.30 8,063.33 1,570.00 - 32,067.63 Accounting fees 3,110.00 3,280.00 3,185.00 - 9,575.00 IT support 120.00 - 120.00 - 240.00 Banking fees 3,816.34 204.30 48.53 - 4,069.17 Network security 2,850.00 - - - 2,850.00 Credit card fees 43,169.30 3,063.36 - - 46,232.66 Accounts receivable 992.50 875.25 500.00 - 2,367.75 Recruiting 1,181.55 1,035.10 605.00 - 2,821.65 Lanier Connect 10,210.00 4,690.00 1,870.00 - 16,770.00 Travel 141.82 73.97 - - 215.79 Postage 102.17 19.08 - - 121.25 Miscellaneous expenses 308,019.10 - - - 308,019.10 Total administration expenses 403,087.95 22,310.11 8,259.55 - 433,657.61

Total operating expenses 912,506.80 45,215.80 11,555.08 - 969,277.68

Net operating income/(loss) $ 1,581,429.28 $ 589,661.05 $ 30,588.62 $ 9,471.32 $ 2,211,150.27

Total operating expense/Net due $ 852,506.80 $ 45,215.80 $ 11,555.08 $ - $ 909,277.68

Total operating expenses $ 912,506.80 $ 45,215.80 $ 11,555.08 $ - $ 969,277.68 Less: base reimbursements (60,000.00) - - - (60,000.00) Net Pd/due Lanier System Park $ 852,506.80 $ 45,215.80 $ 11,555.08 $ - $ 909,277.68

9 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT LPS OF AMERICA (NORTH BLOCK) FINANCIAL STATEMENT FOR THE PERIOD ENDED EACH MONTH DURING FISCAL YEAR 2020

Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep 2019 2019 2019 2020 2020 2020 2020 2020 2020 2020 2020 2020 Total REVENUES Monthly parking $ 68,861.25 $ 33,555.01 $ 130,197.50 $ 48,287.47 $ 53,019.31 $ 62,927.10 $ 25,140.00 $ 76,117.40 $ 52,735.00 $ 65,246.00 $ - $ - $ 616,086.04 Paystation revenue 227,898.06 236,390.70 333,669.29 217,381.45 228,002.91 150,472.12 55,991.00 103,784.00 167,854.30 151,281.21 - - 1,872,725.04 Validation - 999.00 744.00 200.00 2,403.00 554.00 - - 25.00 - - - 4,925.00 Miscellaneous Income 200.00 ------200.00 Total revenues 296,959.31 270,944.71 464,610.79 265,868.92 283,425.22 213,953.22 81,131.00 179,901.40 220,614.30 216,527.21 - - 2,493,936.08

EXPENSES Parking payroll Wages - cashier ------1,113.50 1,501.60 1,829.13 - - 4,444.23 Wages - attendant 9,648.97 10,676.25 11,917.87 13,258.78 12,661.46 11,092.35 7,345.38 2,008.36 2,895.57 1,395.81 - - 82,900.80 Wages - enforcement ------5,818.33 7,097.73 6,559.32 - - 19,475.38 Wages - accountant 2,374.13 1,686.76 2,912.01 2,478.13 2,158.01 2,247.38 1,712.75 2,014.16 2,264.15 2,325.51 - - 22,172.99 Wages - management 12,774.14 12,774.14 12,774.14 12,774.14 12,774.14 12,774.14 12,774.15 12,774.14 12,774.15 12,774.15 - - 127,741.43 Payroll taxes 3,300.52 3,345.76 3,674.11 3,198.93 3,096.01 2,929.98 2,449.57 2,662.35 2,977.04 2,791.98 - - 30,426.25 Employee benefits 1,046.44 1,060.78 1,164.88 1,203.17 1,164.44 1,101.98 921.33 1,001.32 1,119.71 1,050.11 - - 10,834.16 Health insurance 2,028.41 2,056.22 2,258.00 2,332.20 2,257.16 2,136.10 1,785.87 1,940.98 2,170.41 2,035.51 - - 21,000.86 Workmen's comp. insurance 2,407.82 2,440.81 2,680.35 2,246.65 2,174.34 2,057.74 1,720.39 1,869.78 2,090.79 1,960.84 - - 21,649.51 PPACA fee 212.50 225.00 225.00 225.00 225.00 225.00 225.00 225.00 212.50 225.00 - - 2,225.00 Payroll processing 431.47 437.39 480.29 518.90 502.20 475.25 397.35 431.86 482.89 452.89 - - 4,610.49 Total administrative 34,224.40 34,703.11 38,086.65 38,235.90 37,012.76 35,039.92 29,331.79 31,859.78 35,586.54 33,400.25 - - 347,481.10

Operating expenses Uniforms ------184.04 - - 184.04 Operating supplies 466.79 345.97 128.13 224.56 208.65 494.38 576.59 - 364.90 231.00 - - 3,040.97 Paystation supplies - - - 324.57 ------324.57 Office supplies ------133.71 - - 133.71 Equipment rental 262.26 - 262.45 - - - 208.65 - - - - 733.36 Tickets parking/violation 5,453.30 ------5,453.30 Parking cards - 7.00 12.00 - - 11.50 - - 411.95 - - - 442.45 Printing - - - 7,564.00 ------7,564.00 Security services 422.01 422.01 - - - - 375.40 - 728.92 373.74 - - 2,322.08 Auto damage claims ------6,671.62 - - 6,671.62 Ins claims processing fee - - 4,780.22 1,381.60 - 5,000.00 - 591.55 - 5,562.15 - - 17,315.52 Total operating expenses 6,604.36 774.98 5,182.80 9,494.73 208.65 5,505.88 951.99 800.20 1,639.48 13,022.55 - - 44,185.62

R & M R & M - equipment - - - 10,068.70 ------10,068.70 R & M - gate repairs ------975.00 - - - 975.00 R & M - vehicles 4,740.10 ------236.09 - - 4,976.19 Service contracts/warranties 10,000.27 8,526.34 8,265.75 8,265.75 8,265.75 8,265.75 8,265.75 8,265.75 8,265.75 8,265.75 - - 84,652.61 Total R & M expenses 14,740.37 8,526.34 8,265.75 18,334.45 8,265.75 8,265.75 8,265.75 8,265.75 9,240.75 8,501.84 - - 100,672.50

10 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT LPS OF AMERICA (NORTH BLOCK) FINANCIAL STATEMENT FOR THE PERIOD ENDED EACH MONTH DURING FISCAL YEAR 2020

Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep 2019 2019 2019 2020 2020 2020 2020 2020 2020 2020 2020 2020 Total Insurance General liability 1,568.21 1,568.21 1,568.21 1,670.00 1,670.00 1,670.00 1,670.00 1,670.00 1,670.00 1,670.00 - - 16,394.63 GKLL 65.00 65.00 65.00 70.00 70.00 70.00 70.00 70.00 70.00 70.00 - - 685.00 Total insurance expenses 1,633.21 1,633.21 1,633.21 1,740.00 1,740.00 1,740.00 1,740.00 1,740.00 1,740.00 1,740.00 - - 17,079.63

Administration expenses Telephone 192.60 - 192.60 - - 32.44 - - - 176.55 - - 594.19 Cellular phone 210.89 73.98 78.82 68.03 - 114.73 113.40 234.60 - 191.41 - - 1,085.86 Internet services 473.33 473.33 505.88 468.34 805.04 468.35 466.22 658.81 466.21 475.31 - - 5,260.82 Base management fee 2,197.30 2,197.30 2,197.30 2,263.20 2,263.20 2,263.20 2,263.20 2,263.20 2,263.20 2,263.20 - - 22,434.30 Accounting fees 570.00 570.00 570.00 200.00 200.00 200.00 200.00 200.00 200.00 200.00 - - 3,110.00 IT support - - 120.00 ------120.00 Banking fees 358.44 399.39 352.21 404.59 473.54 375.59 388.61 340.16 342.42 381.39 - - 3,816.34 Network secutify ------2,850.00 - - - 2,850.00 Credit card fees 4,500.40 4,934.18 5,183.72 7,124.00 4,819.14 4,662.08 3,734.72 1,537.80 2,676.44 3,996.82 - - 43,169.30 Accounts receivable 97.50 97.50 97.50 100.00 100.00 100.00 100.00 100.00 100.00 100.00 - - 992.50 Recruiting 167.10 120.10 96.60 140.30 100.00 108.40 108.40 140.65 100.00 100.00 - - 1,181.55 Lanier Connect 1,000.00 1,000.00 1,000.00 1,030.00 1,030.00 1,030.00 1,030.00 1,030.00 1,030.00 1,030.00 - - 10,210.00 Travel - - 45.10 96.72 ------141.82 Meals/Entertainment of Client - - 31.97 27.32 - 42.88 ------102.17 Miscellaneous expense 30,801.91 30,801.91 30,801.91 30,801.91 30,801.91 30,801.91 30,801.91 30,801.91 30,801.91 30,801.91 - - 308,019.10 Total administration expenses 40,569.47 40,667.69 41,273.61 42,724.41 40,592.83 40,199.58 39,206.46 37,307.13 40,830.18 39,716.59 - - 403,087.95

Total operating expenses 97,771.81 86,305.33 94,442.02 110,529.49 87,819.99 90,751.13 79,495.99 79,972.86 89,036.95 96,381.23 - - 912,506.80

Net operating income/(loss) 199,187.50 184,639.38 370,168.77 155,339.43 195,605.23 123,202.09 1,635.01 99,928.54 131,577.35 120,145.98 - - 1,581,429.28

Total operating expenses 97,771.81 86,305.33 94,442.02 110,529.49 87,819.99 90,751.13 79,495.99 79,972.86 89,036.95 96,381.23 - - 912,506.80 Less: base reimbursements (60,000.00) ------(60,000.00) Total operating expenses/Net due $ 37,771.81 $ 86,305.33 $ 94,442.02 $ 110,529.49 $ 87,819.99 $ 90,751.13 $ 79,495.99 $ 79,972.86 $ 89,036.95 $ 96,381.23 $ - $ - $ 852,506.80

11 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT LPS AMERICA (SOUTH BLOCK) FINANCIAL STATEMENT FOR THE PERIOD ENDED EACH MONTH DURING FISCAL YEAR 2020

Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep 2019 2019 2019 2020 2020 2020 2020 2020 2020 2020 2020 2020 Total REVENUES Monthly parking $ 51,144.47 $ 42,915.80 $ 50,368.00 $ 59,855.08 $ 55,995.90 $ 43,664.50 $ 33,753.80 $ 29,882.10 $ 32,975.10 $ 39,022.60 $ - $ - $ 439,577.35 Paystation revenue 24,168.00 25,889.00 40,026.50 25,864.00 27,177.00 15,920.00 2,077.00 5,091.00 14,806.00 12,845.00 - - 193,863.50 Validation 532.00 32.00 381.00 106.00 - 175.00 - - - 210.00 - - 1,436.00 Total revenues 75,844.47 68,836.80 90,775.50 85,825.08 83,172.90 59,759.50 35,830.80 34,973.10 47,781.10 52,077.60 - - 634,876.85

EXPENSES Parking payroll Wages - attendant 2,442.26 2,573.16 2,652.97 - - - - 170.22 - - - - 7,838.61 Payroll taxes 323.61 340.94 351.50 - - - - 19.11 - - - - 1,035.16 Employee benefits 103.07 108.59 111.96 - - - - 7.19 - - - - 330.81 Health insurance 200.02 210.74 217.28 - - - - 13.94 - - - - 641.98 Workmen's comp. insurance 236.40 249.08 256.80 - - - - 15.30 - - - - 757.58 PPACA fee 25.00 25.00 25.00 25.00 25.00 25.00 25.00 25.00 25.00 - - - 225.00 Payroll processing 42.50 44.78 46.17 - - - - 3.10 - - - - 136.55 Total administrative 3,372.86 3,552.29 3,661.68 25.00 25.00 25.00 25.00 253.86 25.00 - - - 10,965.69

Operating expenses Total operating expenses ------

R & M Total R & M expenses ------

Insurance General liability 1,090.00 1,090.00 1,090.00 1,150.00 1,150.00 1,150.00 1,150.00 1,150.00 1,150.00 1,150.00 - - 11,320.00 GKLL 55.00 55.00 55.00 65.00 65.00 65.00 65.00 65.00 65.00 65.00 - - 620.00 Total insurance expenses 1,145.00 1,145.00 1,145.00 1,215.00 1,215.00 1,215.00 1,215.00 1,215.00 1,215.00 1,215.00 - - 11,940.00

Administration expenses Cellular phone 149.77 75.55 76.23 69.54 - 126.00 124.39 172.75 - 211.49 - 1,005.72 Base management fee 789.75 789.75 789.75 813.44 813.44 813.44 813.44 813.44 813.44 813.44 - - 8,063.33 Accounting fees 300.00 300.00 300.00 340.00 340.00 340.00 340.00 340.00 340.00 340.00 - - 3,280.00 Banking fees 28.47 27.80 28.19 30.01 15.90 14.85 15.35 14.84 15.31 13.58 - - 204.30 Credit card fees 355.44 365.28 381.28 472.64 395.04 384.64 269.20 100.00 100.00 239.84 - - 3,063.36 Accounts receivable 81.75 81.75 81.75 90.00 90.00 90.00 90.00 90.00 90.00 90.00 - - 875.25 Recruiting 111.70 111.70 88.20 123.50 100.00 100.00 100.00 100.00 100.00 100.00 - - 1,035.10 Lanier Connect 455.00 455.00 455.00 475.00 475.00 475.00 475.00 475.00 475.00 475.00 - - 4,690.00 Travel - - - 73.97 ------73.97 Postage 19.08 ------19.08 Total administration expenses 2,290.96 2,206.83 2,200.40 2,488.10 2,229.38 2,343.93 2,227.38 2,106.03 1,933.75 2,283.35 - - 22,310.11

Total operating expenses 6,808.82 6,904.12 7,007.08 3,728.10 3,469.38 3,583.93 3,467.38 3,574.89 3,173.75 3,498.35 - - 45,215.80

Net operating income/(loss) 69,035.65 61,932.68 83,768.42 82,096.98 79,703.52 56,175.57 32,363.42 31,398.21 44,607.35 48,579.25 - - 589,661.05

Total operating expenses 6,808.82 6,904.12 7,007.08 3,728.10 3,469.38 3,583.93 3,467.38 3,574.89 3,173.75 3,498.35 - - 45,215.80 Total operating expenses/Net due $ 6,808.82 $ 6,904.12 $ 7,007.08 $ 3,728.10 $ 3,469.38 $ 3,583.93 $ 3,467.38 $ 3,574.89 $ 3,173.75 $ 3,498.35 $ - $ - $ 45,215.80

12 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT LPS OF AMERICA (MID BLOCK) FINANCIAL STATEMENT FOR THE PERIOD ENDED EACH MONTH DURING FISCAL YEAR 2020

Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep 2019 2019 2019 2020 2020 2020 2020 2020 2020 2020 2020 2020 Total REVENUES Monthly parking $ 5,049.93 $ 3,325.00 $ 2,944.96 $ 4,004.98 $ 2,579.96 $ 5,460.00 $ 2,121.93 $ 3,514.98 $ 1,804.98 $ 1,804.98 $ - $ - $ 32,611.70 Validation 2,222.00 390.00 1,992.00 1,878.00 1,310.00 1,244.00 - - - 496.00 - - 9,532.00 Total revenues 7,271.93 3,715.00 4,936.96 5,882.98 3,889.96 6,704.00 2,121.93 3,514.98 1,804.98 2,300.98 - - 42,143.70

EXPENSES Parking payroll Total administrative ------

Operating expenses Total operating expenses ------

R & M Labor - - - - - 411.95 ------411.95 Total R & M expenses - - - - - 411.95 ------411.95

Insurance General liability 272.86 272.86 272.86 295.00 295.00 295.00 295.00 295.00 295.00 295.00 - - 2,883.58 Total insurance expenses 272.86 272.86 272.86 295.00 295.00 295.00 295.00 295.00 295.00 295.00 - - 2,883.58

Administration expenses Cellular phone 49.92 25.62 26.30 23.18 - 42.00 41.46 82.04 - 70.50 - - 361.02 Base management fee 157.00 157.00 157.00 157.00 157.00 157.00 157.00 157.00 157.00 157.00 - - 1,570.00 Accounting fees 315.00 315.00 315.00 320.00 320.00 320.00 320.00 320.00 320.00 320.00 - - 3,185.00 IT support - - 120.00 ------120.00 Banking fees 4.35 4.55 4.45 5.19 4.67 4.57 6.52 4.74 4.92 4.57 - - 48.53 Accounts receivable 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 - - 500.00 Recruiting 85.00 85.00 85.00 50.00 50.00 50.00 50.00 50.00 50.00 50.00 - - 605.00 Lanier Connect 180.00 180.00 180.00 190.00 190.00 190.00 190.00 190.00 190.00 190.00 - - 1,870.00 Total administration expenses 841.27 817.17 937.75 795.37 771.67 813.57 814.98 853.78 771.92 842.07 - - 8,259.55

Total operating expenses 1,114.13 1,090.03 1,210.61 1,090.37 1,066.67 1,520.52 1,109.98 1,148.78 1,066.92 1,137.07 - - 11,555.08

Net operating income/(loss) 6,157.80 2,624.97 3,726.35 4,792.61 2,823.29 5,183.48 1,011.95 2,366.20 738.06 1,163.91 - - 30,588.62

Total operating expenses 1,114.13 1,090.03 1,210.61 1,090.37 1,066.67 1,520.52 1,109.98 1,148.78 1,066.92 1,137.07 - - 11,555.08 Total operating expenses/Net due $ 1,114.13 $ 1,090 $ 1,211 $ 1,090 $ 1,067 $ 1,521 $ 1,110 $ 1,149 $ 1,067 $ 1,137 $ - $ - $ 11,555.08

13 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT OFF-STREET PARKING FOR THE PERIOD ENDED EACH MONTH DURING FISCAL YEAR 2020

Month Year Amount October 2019 $ 1,084.15 November 2019 954.05 December 2019 1,087.23 January 2020 2,681.50 February 2020 2,130.08 March 2020 534.90 April 2020 7.88 May 2020 51.75 June 2020 417.75 July 2020 522.03 August 2020 - September 2020 - $ 9,471.32

14 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT CHECK REGISTER JULY 31, 2020 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT 11 DRAFT 1 MINUTES OF MEETING 2 MIDTOWN MIAMI 3 COMMUNITY DEVELOPMENT DISTRICT 4 5 The Board of Supervisors of the Midtown Miami Community Development District held 6 a Telephonic Public Meeting on May 12, 2020 at 2:00 p.m., at 1-888-354-0094, Conference ID: 7 8518503. 8 Present and constituting a quorum were: 9 10 Joseph Padula Chair 11 Michelle Jorge Assistant Secretary 12 Angelo Masarin Assistant Secretary 13 Alex Miranda Assistant Secretary 14 15 Also present were: 16 17 Cindy Cerbone District Manager 18 Daniel Rom Wrathell, Hunt and Associates, LLC (WHA) 19 Michal Szymonowicz Wrathell, Hunt and Associates, LLC (WHA) 20 Ginger Wald District Counsel 21 Juan Alvarez District Engineer 22 Deborah Samuel Operations Manager 23 Pippa Brown Site Centers 24 25 26 FIRST ORDER OF BUSINESS Call to Order/Roll Call 27 28 Ms. Cerbone called the meeting to order at 2:02 p.m. In consideration of the COVID-19 29 pandemic, this meeting was being held telephonically, as permitted under the Florida 30 Governor’s Executive Order 20-114, extending the state of emergency, which allows local 31 governmental public meetings to occur via telephone as long as there is a quorum. The meeting 32 was advertised to be telephonic and the meeting agenda was posted on the District’s website. 33 Currently, Management had not received any communication from the public. Ms. Wald stated 34 that Executive Order 20-114 was based on the original Executive Order 20-52, which then 35 applied to 20-69, suspending the in person quorum for governmental entities to meet. 36 Supervisors Padula, Miranda, Jorge and Masarin were present, via telephone. Supervisor 37 Vadia was not present. 38 39 SECOND ORDER OF BUSINESS Public Comments 40 MIDTOWN MIAMI DRAFT May 12, 2020 41 There being no public comments, the next item followed. 42 43 THIRD ORDER OF BUSINESS Update: M Park Facilities 44 45 Ms. Samuel reported the following: 46  Electrical and Irrigation Improvement Plans: Completed and approved by the City. 47  Inspections: The footers for the playground equipment passed the City’s inspections. 48  Trench for the footers for the light fixture and electrical were completed. 49  Engaged Special Engineer to sign off on the footer and well inspections to prevent 50 further delays due to closures; updates on the other issues were provided to the City. 51  Draining Issues: Based on the City’s recommendations after inspection, work related to 52 drainage, pitch and installation of a new drain was in progress. 53  Park was expected to open at the end of June, if it passes inspection. 54 . Update: City of Miami/CRA Audit and Incomplete TIR Disbursement to CDD 55 This item, previously 11D1, was presented out of order. 56 Ms. Cerbone stated that City and County Representatives relayed to District Staff that 57 the Community Redevelopment Agency (CRA) was undergoing an audit, during which a $6 58 million discrepancy was noted. Based on this, the full amount of the Tax Increment Financing 59 (TIF) would not be paid to the District until the audit is completed and the discrepancy resolved. 60 However, after further review, the City paid $3.3 million of the TIF to the District to pay the 61 debt payment. She stated that she found no provision in the Agreement that allowed the City 62 to withhold payment or not receive $8.4 million of the $8.8 million; a portion of the missing 63 documents were provided and she expected to have an update on the status of the audit and 64 the records request by Friday. 65 Ms. Wald stated that information from the Inspector General’s office is not a matter of 66 public record until the audit is completed and presented to the City of Miami. Then, all 67 documents under investigation would become available as public record. She recommended 68 submitting to the CRA an official demand letter, pursuant to the Interlocal Agreement, which 69 requires remitting 95% of the dollars received, so the District can proceed with funding its fiscal 70 year budget, since the Agreement does not address withholding payment based on 71 investigation. Based on the outcome on the status of the audit, expected this Friday, the

2 MIDTOWN MIAMI DRAFT May 12, 2020 72 consensus was for Ms. Wald to prepare a demand letter to CRA, on behalf of the CDD, for the 73 District Manager to submit. 74 . Ratification of Terracon Consultants, Inc., Proposal for Limited Site Investigation, 75 Environmental Consulting Services and Preliminary Groundwater Assessment 76 This item, previously the Eighth Order of Business, was presented out of order. 77 Mr. Alvarez presented the Terracon Consultants, Inc. (Terracon) proposal for the 78 following: 79  Task 1: Limited file review and meeting. 80  Task 2: Preliminary groundwater assessment. 81 Mr. Alvarez stated that preparations were underway for the Department of 82 Environmental Resources Management (DERM) meeting to address concerns on Parcel 8 and 83 other areas within the District; the meeting would be scheduled within the next few weeks. 84 Today, Terracon submitted the permitting history to District Staff and advised that future 85 consulting services to install wells and conduct groundwater testing were needed and included 86 in the Fiscal Year 2021 budget. 87

88 On MOTION by Mr. Padula and seconded by Mr. Masarin, with all in favor, the 89 Terracon Consultants, Inc., proposal for Environmental Monitoring Services, to 90 perform a preliminary investigation and installation of temporary wells, in the 91 amount of $9,500, was ratified. 92 93 94 FOURTH ORDER OF BUSINESS Consideration of Resolution 2020-02, 95 Approving Proposed Budgets for Fiscal 96 Year 2020/2021 and Setting a Public 97 Hearing Thereon Pursuant to Florida Law; 98 Addressing Transmittal, Posting and 99 Publication Requirements; Addressing 100 Severability; and Providing an Effective 101 Date 102 103 Ms. Cerbone presented Resolution 2020-02. She reviewed the proposed Fiscal Year 104 2021 budget line items and noted the reasons for any increases, decreases and/or adjustments, 105 compared to the Fiscal Year 2020 budget. Due to the COVID-19 situation, the Fiscal Year 2020 106 Enterprise Fund revenue loss projections would be about $1.1 million, which caused 107 adjustments to certain expenses, as some projects were ongoing and others, such as the LED 108 program, would be carried over to Fiscal Year 2021. 3 MIDTOWN MIAMI DRAFT May 12, 2020 109 Mr. Szymonowicz noted that the assessment calculations to distribute credits generated 110 from the City to property owners in Fiscal Years 2021, 2022 and 2023 were conservative and a 111 prudent course of action; if the full TIF payment is received, distribution would increase. 112 The following change was made to the proposed Fiscal Year 2021 budget: 113 Page 1, “Consulting services” line item: Change “37,500” to “57,500” 114

115 On MOTION by Mr. Padula and seconded by Mr. Masarin, with all in favor, 116 Resolution 2020-02, Approving Proposed Budgets for Fiscal Year 2020/2021, as 117 amended, and Setting a Public Hearing Thereon Pursuant to Florida Law for 118 September 15, 2020 at 2:00 p.m., at the offices of the CDD, Shops at Midtown 119 Miami, 3401 N. Miami Avenue, 2nd floor parking garage, Suite 132, Miami, 120 Florida 33127; Addressing Transmittal, Posting and Publication Requirements; 121 Addressing Severability; and Providing an Effective Date, was adopted. 122 123 124 FIFTH ORDER OF BUSINESS Consideration of Resolution 2020-03, 125 Implementing Section 190.006(3), Florida 126 Statutes, and Requesting that the Miami- 127 Dade County Supervisor of Elections Begin 128 Conducting the District’s General Elections; 129 Providing for Compensation; Setting for 130 the Terms of Office; Authorizing Notice of 131 the Qualifying Period; and Providing for 132 Severability and an Effective Date 133 134 Ms. Cerbone presented Resolution 2020-03. Seats 4 and 5, currently held by Mr. 135 Masarin and Ms. Jorge, respectively, would be up for election in the November General 136 Election. Interested candidates should apply with the Supervisors of Election’s (SOE) Office 137 during the June qualifying period. Ms. Wald recommended reviewing the SOE website 138 periodically to ensure adherence to any changes that may be made to the process, format, 139 costs, etc., in light of the COVID-19 situation, and for Supervisors to obtain Form 1 from the 140 website and submit it via email, if it is not received by mail. 141

142 On MOTION by Mr. Padula and seconded by Ms. Jorge, with all in favor, 143 Resolution 2020-03, Implementing Section 190.006(3), Florida Statutes, and 144 Requesting that the Miami-Dade County Supervisor of Elections Begin 145 Conducting the District’s General Elections; Providing for Compensation; 146 Setting for the Terms of Office; Authorizing Notice of the Qualifying Period; and 147 Providing Severability and an Effective Date, was adopted. 148 4 MIDTOWN MIAMI DRAFT May 12, 2020 149 SIXTH ORDER OF BUSINESS Consideration of Resolution 2020-04, 150 Adopting an Internal Controls Policy 151 Consistent with Section 218.33, Florida 152 Statutes; Providing an Effective Date 153 154 Ms. Cerbone presented Resolution 2020-04. Ms. Wald stated that the Florida Statute 155 was amended to require Districts to adopt an Internal Controls Policy for fiscal items; WHA 156 already has one in place, as part of its annual audit process. 157

158 On MOTION by Mr. Padula and seconded by Mr. Masarin, with all in favor, 159 Resolution 2020-04, Adopting an Internal Controls Policy Consistent with 160 Section 218.33, Florida Statutes; Providing an Effective Date, was adopted. 161 162 163 SEVENTH ORDER OF BUSINESS Consideration of Agreement for Access to 164 Certain Exempt Information Maintained by 165 the Miami-Dade County Property 166 Appraiser 167 168 Ms. Cerbone stated this Agreement acknowledges that the District will adhere to the 169 requirements related to confidential information in its possession, such as information on law 170 enforcement individuals and other government officials that have their information redacted 171 from documents, in the same manner as the Miami-Dade County Property Appraiser. Ms. Wald 172 stated that recent changes in the Florida Statutes allowed additional information to be exempt 173 that was not included in the original statute. 174

175 On MOTION by Mr. Masarin and seconded by Ms. Jorge, with all in favor, the 176 Agreement for Access to Certain Exempt Information Maintained by the 177 Miami-Dade County Property Appraiser, was approved. 178 179 180 EIGHTH ORDER OF BUSINESS Ratification of Terracon Consultants, Inc., 181 Proposal for Limited Site Investigation, 182 Environmental Consulting Services and 183 Preliminary Groundwater Assessment 184 185 This item was presented following the Third Order of Business. 186 187

5 MIDTOWN MIAMI DRAFT May 12, 2020 188 NINTH ORDER OF BUSINESS Acceptance of Unaudited Financial 189 Statements as of March 31, 2020 190 191 Ms. Cerbone presented the Unaudited Financial Statements as of March 31, 2020. 192

193 On MOTION by Mr. Masarin and seconded by Mr. Padula, with all in favor, the 194 Unaudited Financial Statements as of March 31, 2020, were accepted. 195 196 197 TENTH ORDER OF BUSINESS Approval of March 10, 2020 Regular 198 Meeting Minutes 199 200 Ms. Cerbone presented the March 10, 2020 Regular Meeting Minutes. 201

202 On MOTION by Mr. Masarin and seconded by Ms. Jorge, with all in favor, the 203 March 10, 2020 Regular Meeting Minutes, as presented, were approved. 204 205 206 ELEVENTH ORDER OF BUSINESS Staff Reports 207 208 A. Operations Manager: Deborah Samuel 209 I. Monthly Report 210 Ms. Samuel presented the Operations Manager’s Report and highlighted the following, 211 relative to the COVID-19 situation: 212  Lanier Parking Staff Attendants: Employee hours were reduced, rather than furloughing 213 the employees. Employee hours would increase as areas open up. 214  ICC Staff: Staffing did not change; instead, special projects, such as pressure cleaning, 215 painting, extra sanitizing of the common areas, etc., were being completed. 216  Parking Adjustments: Monthly parking users requested credits for April and May, due to 217 inactivity. 218

219 On MOTION by Mr. Padula and seconded by Mr. Masarin, with all in favor, 220 authorizing the Operations Manager, in coordination with the Parking Garage 221 Vendor, to issue parking credits to monthly renters for April and May, was 222 approved. 223 224 225  Capital Projects 2019/2020: LED project was carried over to the new fiscal year.

6 MIDTOWN MIAMI DRAFT May 12, 2020 226 II. Parking Information 227 This item was discussed during Item 11AI. 228  Executive Summary 229  Transient Parking Year Over Year Comparison 230  Revenue by Lane Report 231 These items were provided for informational purposes. 232 B. District Counsel: Billing, Cochran, Lyles, Mauro & Ramsey, P.A. 233 Ms. Wald stated for the record, the District has not implemented the force majeure 234 clause in its contracts and continued to pay vendors. The District has no say in how those 235 vendors treat their employees, with regard to things such as reducing hours, furloughing, etc. 236 C. District Engineer: Alvarez Engineers, Inc. 237 There being nothing further to report, the next item followed. 238 D. District Manager: Wrathell, Hunt and Associates, LLC 239 I. Update: City of Miami/CRA Audit and Incomplete TIR Disbursement to CDD 240 This item as presented following the Third Order of Business. 241 II. NEXT MEETING DATE: June, 2020 at 2:00 P.M. 242 o QUORUM CHECK 243 The next meeting was scheduled for June 9, 2020 at 2:00 p.m., but it might be cancelled. 244 245 TWELFTH ORDER OF BUSINESS Audience Comments/Supervisors’ 246 Requests 247 248 There being no audience comments or Supervisors’ requests, the next item followed. 249 250 THIRTEENTH ORDER OF BUSINESS Adjournment 251 252 There being no further business to discuss, the meeting adjourned. 253

254 On MOTION by Mr. Padula and seconded by Ms. Jorge, with all in favor, the 255 meeting adjourned at 3:33 p.m. 256 257 258 259 [SIGNATURES APPEAR ON THE FOLLOWING PAGE]

7 MIDTOWN MIAMI DRAFT May 12, 2020 260 261 262 263 264 265 266 ______267 Secretary/Assistant Secretary Chair/Vice Chair

8

MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT

12AI Midtown Miami Community 3401 N. Miami Avenue, Suite 132 Development District Miami, Florida 33127 305-573-3371

Managers’ Report September 08, 2020

Holiday Lighting In preparation for Holiday lighting we have scheduled tree trim maintenance and performed, a check on electrical outlets and GFI. During our inspection we noticed some outlets in need of repair and have scheduled all repairs for September. We have also contacted Yard 8 in an attempt to finalize their punch list so we cam include them in the holiday programming. We are also meeting with the Randy Holiday Lighting to discuss spacing options to get more coverage and will report back to the board with our findings.

ADA Pavers We have high visibility pavers installed throughout the district primarily at the cross walk arras. During our field inspections we noticed we had the beginning of extensive settlement cracking and many of them will need replacement over time.

Some are minor surface cracks and others will need replacement sooner. We had a difficult time locating the same size and color tile. Currently they are white and grey. Finally we located the same tile in Grey. We are still looking for other vendors to get additional pricing, as this will be an ongoing project. We have ordered 20 to replace the ones that were in need of replacing sooner. PLEASE SEE EXHIBIT A

Capital Capital Projects 2019-2030 Improvements Status LED Retrofit Lighting Roof top NB Garage rescheduled for 2020/2021 ...... $59,000.00

LED Retrofit Lighting Roof top SB Garage 2020/2021 ...... $26,000.00

Midtown Community park ...... - SEE BELOW Infrastructure Punch Midtown 8-Construction. We had a call with Kast construction and they have agreed List to complete the punch list. It is our hope we can have the nonstandard improvements to include planters, benches landscaping restored in time for the holiday season SEE EXHIBIT B

MISC punch List- We started a MISC punch list to address the Utility and after infrastructure work SEE EXHIBIT C

Crown Castle- we worked with Crown Castle to relocate Manhole covers to the sidewalk rather than the planted areas scheduled for landscaping 2021see exhibit D

Midtown Miami Park Update: Community Park Park: The park playground equipment has been delivered. We are moving forward with the remediation plan in which in the Kids playground area we are removing 1 foot of contaminated soil, install a liner and fill above the liner 1 feet of clean soil. Also the benches and the fence had to be re-engineered not to penetrate the 24 inch barrier. With all of this said all of the remediation changes need to be reflected on shop drawings by the different disciplines. Completed thus far:

Installed temporary construction fence

Demolished trellises, pavers, foundations, old water fountain pit.

Relocated park trees (Royal Palms and Veitchia Palms) within the district

Graded and leveled the area

Planted new trees

Playground equipment plans reviewer requested DERM’s input on plans; soil test as we are a brown field site.

Relocated new trees because DERM

Retained environmental consultant and decontamination GC

Received playground equipment

Removed the newly planted trees

Removed 1 foot of contaminated soil from the west side of the park

Coordination with the landscaping team

Retained a civil engineer

Exposed the existing drain

Approved to remove 1 foot of contaminated soil from the east side of the park City of Miami Public Art Division requested we incorporate art or pay a fee.

Jan 2020 will start to remove the 1 foot of soil from the east side

Restore piping for existing drain

Survey as is grading

Civil Engineer will provide grading plan

Architects 3rd revision 02/25/2020

Civil Engineering plan 03/02/2020

Revisions sent into City

ARC Stacked out the playground equipment 03/02/2020

Electrical plans – location of Light poles to pour footers.

Irrigation plans – Location of sprinkler heads, etc...

Dig playground equipment footers 03/16/2020

Passed City rough inspections

Fill playground footers with concrete

Civil Plans approved by City

Dig light fixture footers & electrical conduits trench

Passed Special Engineer footer and rough inspections

Fill light pole fixture footers with concrete

Fill electrical conduit trench with dirt

Order new drain catch basin (ordered 05/18/2020 – 3 weeks)

Have surveyor mark site with the new location of the Catch Basin.

Have Civil Engineer approve the shop drawings / catch basin documents.

Install new drain catch basin and approx. 31 feet of new 8” drain line that civil engineer requested; Dig trench.

New installed Catch basin and drain have been inspected by Civil Engineer.

Civil Engineer had a few comments. Comments were taken care of.

Dealing back and forth with Civil Engineer, Environmental Contractor, Environmental Consultant, General Contractor concerning DERM required high visibility liner (cap)

Dealing back and forth with Civil Engineer, Surveyor, Environmental Contractor, General Contractor concerning the elevations in order to grade. Survey had discrepancies, survey was modified and the catch basin will need to be adjusted. Requested Contractor to modify catch basin height to “new” height

Requested CDD staff to clean mPark of trash

Requested surveyor to come out to set out grading points. 07.20.2020

Surveyor came out and marked several points. Waiting for better weather and dry soil to start the grading.07.22.2020

Fix catch basin grate height issue (trim away / add)

Catch basing grate has been fixed. 07.23.2020 Thursday

Remove carefully Steel decks from playground and stack them on the side of the park. 07.28.2020

Grade area (remove / add soil where needed) to meet the 2% slope requirement. 07.28.2020 & 07.29 & 07.30 & 07.31 & 08.03

Requested CDD staff to clean mPark sonotubes footer wrapping trash 07.30.2020

Remove contaminated soil 07.30.2020 (3 trucks)

Grade area (remove / add soil where needed) to meet the 2% slope requirement. 07.31

Remove contaminated soil 07.31.2020 (X trucks)

Grade area (remove / add soil where needed) to meet the 2% slope requirement. 08.03

Remove contaminated soil 08.03.2020 (X trucks)

Request locator to come and locate existing electrical lines from electrical room to pump station 08/.05.2020

Install Gumbo Limbo tree at correct finishing height. (take consideration with the root ball depth) 08.05.2020

Meeting with GC and environmental GC to discuss removal of contaminated soil 08.05.2020

Install missing playground (not installed due to accessibility for the Gumbo Limbo tree installation) and dig missing footers for extensions around playground 08.06 & 08.07.2020

Locator came on site to locate electrical & water lines. 08.10.2020

Grade area (remove / add soil where needed) to meet the 2% slope requirement. 08.10.2020

Remove contaminated soil 08.12 & 08.13.20202 (X trucks)

Install (stake trees) other tree’s at correct finishing height. (take consideration with the root ball depth) 08.24.2020

Verify all electrical conduits locations and that they are in good condition. 08.24 & 08.25.2020 EXHIBIT A - Pavers EXHIBIT B Midtown 8 Damages Midtown 8 Damages Please note: Pending points below need to be addressed before Districts approval of TCO/CO.

1. Lot 8 north side & NE 30th Street - south side - Damaged irrigation pipes Fix irrigation pipes / zones 20190430 – Not all areas are working 20190514 – Open till meter install & testing of all irrigation. (Meter has been applied for 2019/06) 20190722 – Walk with Jessie R; Yuri from BrightView Irrigation department will fix the issues for Yard 8. 2. Lot 8 north side & NE 30th Street - east side – Backflow has been removed, needs to be reconnected. 20190430 – Backflow is installed. No meter installed yet; our irrigation consultant is concerned that the new backflow is not connected to the exiting main irrigation line! 20190514 – Open till meter install & testing of all irrigation. 20190722 – Walk with Jessie R; Yuri from BrightView Irrigation department will fix the issues for Yard 8. 3. Lot 7 south side by east driveway (NE 30th Street); replace damaged grass. (05/30/2017) See point 4. 4. Lot 7 south side opposite Midtown 8 west driveway; fix damaged planter (06/26/2017) Damaged by a dumpster delivery! (NOT done by M8) 5. Lot 7 east driveway - Adding to point 2: Delivery truck destroyed the grass. (2017/06/28) Grass has been replaced by Rock. Irrigation has been capped OFF. Area will be restored (Grass & Irrigation) upon building completion. 20190514 - Open till testing of all irrigation. 20190722 – Walk with Jessie R; Yuri from BrightView Irrigation department will fix the issues for Yard 8. 6. Lot 8 northeast side entrance - Adding to point 1: has been approved and irrigation also here is damaged. 7. Lot 8 Northeast corner - 2 Gumbo Limbo trees have been unapproved “removed”; #60 & #61. Girard will send bill. (2017/09/05) 20180115 received estimate. Girard AEW38490 & Warranty Letter. (2x 10” Gumbo Limbo $17,916.00) 20180115 Neil acknowledged. Need Warranty letter!! 20190514 For 2 years. 20191213 Still have not received the warranty letter. 20200119 Still have not received the warranty letter. 8. Lot 8 North west corner – Faro light fixture is not working. (still on 20190501 NOT Working)

9. Lot 8 North side center - Faro light fixture is not working. (still on 20190501 NOT Working)

10. East Coast Ave. – Trash between the Benjamin Ficus shrubs. 11. Lot 7 east driveway – West of that damaged sidewalk. (Mastec: 20180717_095944) See image taken 12/13/2019 (20191213_121345) 12. Lot 8 Entrance - MASTEC a. Street Lights conduit damaged and also the 3 electrical cables cut. (Image20180720_141450) b. Drain pipe leaking into earth (Image: 20180720_142053) 13. Lot 8 North side Catch basins; Need to “replace” center and west side French drains. (Image: 20180823_123625 & 20180823_123651) 14. Lot 8 North West side sidewalk & Planter; damaged concrete and planter. (Image 20180827_114330 & 20180827_114337) 15. Lot 8 Northeast corner – Water (Irrigation) pipe has been damaged under construction catch basin. (Image EXHIBIT C Midtown 8 Damages

20181024_103102_IMG_0731) 16. Lot 8 Midtown Blvd street & Curb – Check damages on asphalt and curb (Image 20181126-WA0008) 20190514 – Wait till work on West side is complete. 17. See Point 15. Water loos bill needs to be paid. 20190502 Provided Jessie Brightview bill; SO 6832653 20200119 Requested BrightView and update on payment. 18. Lot 8 NE 29th Street; North side – Several sidewalk areas will need to be repaired. (Image 20190110_141911) 19. Lot 8 NE 29th Street; North side – east and west of entrance curb needs to be repaired (Image 20190110_142245) 20. Lot 8 NE 29th street; North side – Remove concrete all over drain (West of entrance) (Image 20190110_142125) 21. Lot 8 NE 29th street; North side – Irrigation pipe damaged. (Image 20190110_142402) 20190514 - Open till testing of all irrigation. 22. Lot 8 NE 29th street; North side – Resod planter area’s. 23. Lot 8 NE 29th street; West side – Will check once cleared out of trash & construction debris. 24. Lot 8 NE 29th street; North side – Reinstall missing light post, west of entrance? (Image 20190110_140444) 25. Lot 8 NE 29th street; North side Re-Asphalt road. 26. Lot 7 SW & 8 NW Corner & 30th street; New sidewalk red marking (ATT) (20190321) 20190424 - truck drove over asphalt and it is all over the sidewalk. 20190514 – Will clean ASAP 27. NE 29th street; street light fixtures (5) are not District standard. 20190514 – Possible Exemption. 28. NE 29th street; planters are not District standard green island ficus 20190514 – will be replaced 20190722 – Walk with Jessie R; Juan Carlos from BrightView landscaping will fix the issues for Yard 8. 29. NE 29th street; Concrete residues in several areas. 20190514 – Will be cleaned & grinded off 30. NE 29th street; Trip hazard by storm drain 20190514 – Will be grinded down. 31. NE 29th street; construction trash in planters 20190514 – Will be cleaned 32. NE 29th street; cracked concrete sidewalks (see point 19); by FPL pole west of the exit. 20190514 – Fix concrete 33. NE 29th street; Trip hazard by WASD dented lid; by FPL pole east of the exit. 20190514 – Will get straighten out 34. NE 30th street; Trip hazard by WASD dented lid west side of center drive way. 35. NE 30th street; Trash receptacles are not District standard. 20190514 – District will provide quote from vendor for 2 trash receptacles; email 20190722 –Jessie R; He has ordered. 36. NE 30th street; Trip hazard on side walk on the west side 20190514 – Remove Metal straps & grind concrete 20190528 Metal straps have been removed. 37. NE 30th street; planters are not District standard green island ficus EXHIBIT C Midtown 8 Damages

20190514 – provide green island ficus. 20190722 – Walk with Jessie R; Juan Carlos from BrightView landscaping will fix the issues for Yard 8. 38. NE 30th street; landscaping light fixtures are not District standard 20190514 – District will provide HOLM LED landscaping Light fixture information; email 39. Midtown Blvd. by NE 29th street; Gutter buddy is not installed, will need drain to be cleaned 20190514 – Will be done once the west side has been done. 20190722 – Walk with Jessie R; Inspector requested Yard 8 to clean / empty out drain 40. Midtown Blvd. West Side of property 8; Restauration of the sidewalk, planters, landscape lighting, irrigation, curb, proposed, valley gutter, etc.. (see point 23) 20190514 - We will check this area once the area has been done. 20191213 – There are 2 areas where we have water retention on the sidewalks; between ownership and ROW. (Imag- es: 20191213_122037 & 20191213_122503) 2nd south planter is cracked and full of damages 41. Lot 8 NE 29th street; North side – We don’t know if CDD electricity reaches the Median island on NE 29th street. 42. NE 30th Street; South side – On who’s electric are the landscaping lights connected? 43. NE 30th Street; South side – No parking lanes striping, they are missing. (image 20190529_135813) 44. Midtown Blvd. East Side; Remove all construction trash in tree planter. Wood Partners: • Backflow preventer will be replaced. Location still unknown. 20181109 reminded about the Backflow (punch list 20181025) 20190107 Kimley-Horn/Wood Partners will revise plans 20190114 Meeting with Kimley-Horn planned 20190501 Backflow has been installed; still missing meter and do not know it is connected to existing main irrigation line! Meter has been installed; 2” Serial: 19312813 • Tree mitigation Plan (15 to remove & 3 to relocate) 20170818 Requested update 20181109 Requested update 20190110 City of Miami – Environmental Resources - David Deloach; said permit has been approved. 20190220 Send Jessie the agreed trees. 20190722 – Walk with Jessie R; 1 tree is dead it will get replaced. • WASD bill 2019/10/10 Refund on the $1,400 as of 12/13/2019 this is still not resolved. 20200117 They hired a process Runner as they could not get the meter on a CDD account. Notes: • NE 30th Street - Removed Light pole (Hess FARO – Star Track); Where is it? 20190514 – Jessie will check with KAST and Tariq will check for Alternative solutions. 201905xx Wood Partners will provide a check to the CDD. 20190722 – Walk with Jessie R; Check directly to vendor. 20191015 Jessie Reyes; ”Do not want to do anything till we have water operational” EXHIBIT C - Misc Punch-list Miscellaneous Damages in the District

1. NE 29th Street - All Aboard Florida: 03/07/2017 Provided Fabiola (City of Miami) again all the open info on 20190529. 20190619 Mentioned in City of Miami MOT meeting. (Mario, Collin & Genady) 20190731 Mentioned in City of Miami MOT meeting. (Mario, Collin & Genady) 20190925 Mentioned in City of Miami MOT meeting. (Mario, Collin & Genady) 20200122 Mentioned in City of Miami MOT meeting. (Mario Machin, Alejandro Munera) 20200213 Went to see Charles Alfaro to discuss. 20200219 Mentioned in City of Miami MOT meeting. (Mario Machin, Genady Beylin & Charles Alfaro)

1. The irrigation system is NOT installed. 2. The electricity to the landscaping lights is NO longer working 3. One landscaping pedestal has been removed. 4. The landscaping light pedestals are no longer centered within the median! 5. The Royal Palms are no longer centered within the median! 6. There is on the east side an unfinished cable (for a pole?) sticking out of the ground.

2. Midtown Blvd. (from NE 29th Street till North of Midtown 5) - Comcast: Permit 17-027 - 06/19/2017 Comcast Contracted CWSI Florida; CWSI Florida contracted Perfect Underground Construction to do the directional boring. Perfect Underground Construction damaged; o Main Irrigation line 06/22/2017; that got fixed on 06/23/2017. o Dumping concrete on Lot 7 06/20/2017; removed on 07/11/2017 o Several landscaping lights 07/11/2017; fixed on 07/26/2017 th rd o Several areas on the Midtown Blvd. sidewalk between NE 30 STR and NE 33 STR have compacted with cold asphalt as they are not done yet. o Damaged electrical cable under the sidewalk between Midtown 4 and Midtown 5. o Payment of Electrician who did the Emergency Repair. th th o Several areas on the Midtown Blvd. sidewalk between NE 29 STR and NE 30 STR have compacted with cold asphalt as they are not done yet. o Damaged electrical cable under the sidewalk between Midtown 6 and Midtown 7. (20180130) o Midtown Blvd. between Midtown 5 & Midtown 4; Newly poured area is a trip Hazard and needs to be cor- rected & Re-poured. (done 2018/10/22) o Midtown Blvd. between Midtown 5 & Midtown 4; Rock salt has been left in planter. 20180423_112826 o Midtown Blvd. between Midtown 8 & Midtown 6; several trip hazards need to be grinded down. (5/21/18 still needed)

th th o Several areas on the Midtown Blvd. sidewalk between NE 29 Street and NE 30 Street have to be redone. o Leak below sidewalk between Midtown 5 and 4 Met on 4/26/2019 with Yuri (BrightView) and Duane (CWSI FL) EXHIBIT C-Misc Punch-list 20190508 CWSI FL approved BrightView estimate to start the work. 20190523 CWSI FL will pay BrightView for the work

3. N. Miami Ave. – DMSI 1. Irrigation on North Miami Ave.; Several areas on the Median. 11/30/2017 – irrigation cables have been cut, system is working now (temporary) on batteries, waiting for parts. Several areas are fixed (Subway) but not completely done (Mattress firm) 2. Irrigation on North Miami Ave. & NE 29th Street; 1/16/2018 Broke; Mainline, Zone line wires, Sleeve 3. Irrigation & Irrigation cables on North Miami Ave. center median; 8/21/2018

4. N. Miami Ave. - 15 street lights are not working since hurricane Irma came by on 09/09/2017. 10/03/2017, 10/19/2017, 11/30/2017, 12/29/2017, 01/11/2018, 01/18/2018 lights are still out.

5. Midtown 4 – Cooling Tower Replacement Project 11/10/2017 1. Need to replace 2 bollards (Not Done 10/22/2018) 05/03/2019 Wanda called me back concerning the payment 05/06/2019 Spoke to Wanda face to face. 05/22/2019 Spoke to Wanda face to face. 06/17/2019 Spoke to Wanda face to face. 7/31/2019 Management company got replaced. 8/08/2019 Follow-up with Javier Mella the new property manager. 8/16/2019 Follow-up with Javier Mella the new property manager. 9/25/2019 Follow-up with Javier Mella the new property manager. 10/15/2019 Follow-up with Javier Mella the new property manager. 11/25/2019 Met Javier, you can finish this year; moratorium starts tomorrow! 2. Need to RE-install parking sign – DONE 4/20/2018. 3. Need to replace damaged concrete – Quote approved by Nathalie – Will Start middle Jan 2018 – 4/20/18 subcontractor has NOT been paid yet! – Paid 4/24/2018 4. Need to replace damaged landscaping; Sod, Irrigation parts, etc. – Quote approved by Nathalie – Will start 1/8/2018. – 4/20/18 subcontractor has NOT been paid yet! – Paid 4/25/2018 6. N. Miami Ave. – Mastec • Asphalt repairs – On N. Miami Ave itself. • Concrete side walk repairs – By the newly installed man hole. • Parking Lane repair • Removal of old asphalt in parking lane.

7. Midtown Blvd. & NE 29th Street – Mastec; (AT&T 2 manhole’s) We had a meeting here in the CDD office with Mastec crew and relocated the 5G Pole. (05/31/2019) • Side Walk - Concrete repairs needed.; Mastec; Jean Collado EXHIBIT C Misc Punch-list

o NE 29th street west side of Midtown Blvd. o Midtown Blvd; west side south of Walmart driveway 1. 2019/04/30 Mastec braking concrete in the sidewalk. They left as we stopped them – Rafael Osorio 2. 2019/05/02 Mastec showed up again to drill a hole in the sidewalk. They left as we stopped them – Rafael Osorio & supervisor; Clinton Weissing. . Side walk – concrete repairs . Side Walk pressure cleaning 811 call before you did spray paint

8. Midtown Blvd. & NE 36th Street & NE1st CT – Mastec; (MCI 1 Manhole) (Project 07DFP Armando) • Fix concrete • Side Walk pressure cleaning 811 call before you did spray paint

9. NE 36th Street & N. Miami Ave. – Mastec; (MCI Several Manhole’s) (Project 06DFP Armando) • Fix concrete on several areas of NE 36th street • Side Walk pressure cleaning 811 call before you did spray paint

10. Midtown Blvd. – Mastec (29th till 32nd - (20190731)) Mr. Salvador Garcia. No road damages, SOW pulling cable from existing man hole to existing man hole. 11. NE 32nd Street & MBE & Midtown 5 – Mastec – NOT Started YET! (20190618) Natalie Marsal (FLTTC) No road damages, SOW pulling cable from existing man hole to existing man hole. 12. NE 36th Street – UNKNOWN (Sat 10/29/2019) Sidewalk damages. (Email to Juvenal 10/31/2019) 13. NE 36th Street & Ave. – FDOT (12/12/2019 -> starts 01/06/2020) Installation of traffic lights 1. Pressure Wash sidewalk to remove 811 paint markings. 2. Restore concrete sidewalk. 3. Restore pavers. 4. Restore landscaping; Wacahatchee grass, etc.. 14. NE 29th Street – Project for Crown Castle; Between Midtown Blvd & N. Miami Ave. (Started 2020/02/24) 1. Pressure Wash sidewalk to remove 811 paint markings. 2. Restore concrete sidewalk. 3. Restore irrigation lines in case they are damaged. 4. Restore electrical lines in case they are damaged. 5. Restore Sod were needed. 15. NE 29th Street – Crown Castle; T-Mobile 63 6MD1093A-006; South side (east bound lane) between Midtown Blvd & N. Miami Ave. (Found irrigation issues on 2020.07.21) 2020.07.23 Carlos V. Send a proposal to fix damages by other, zone leaks water. 2020.07.27 Met with Crown Castle staff; Pete Walters and Carlos V from BrightView to look at the leak and EXHIBIT C Misc Punch-list discuss the relocation of the man hole. 2020.07.28 Pete Walters provided a email.

Pending Items

Planned FUTURE Projects: 1. NE 32nd Street & N. Miami Ave. – Comcast – NOT Started YET! (20190618) Pay attention to: Sidewalk damages, SOW bidirectional boring, installing man hole and pulling cable from man hole to man hole. 2. N. Miami Ave. between NE 32nd & NE 34th Street – Comcast – NOT Started YET! (20190618) Pay attention to: Sidewalk damages, SOW bidirectional boring, installing man holes and pulling cable from man hole to man hole. 3. NE 32nd Street & MBE – Comcast – NOT Started YET! (20190618) Pay attention to: Sidewalk damages, SOW bidirectional boring, installing man holes and pulling cable from man hole to man hole. 4. East Coast Ave - Hotwire –(20190618) Pay attention to: Sidewalk damages, SOW bidirectional boring, installing man holes and pulling cable from man hole to man hole. 5. Crown Castle – Several Avenues and Streets. NOT Started YET! EXHIBIT D Misc Punch-list

MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT

12AII Lanier Parking Solution 3401 N Miami Ave Ste 134 Miami, Fl. 33127

Monthly Parking Report- August 2020 Executive Summary

North Garage South Garage Mid Block Garage Jul-20 Aug-20 Jul-20 Aug-20 Jul-20 Aug-20 Garage Retail and Office 498 494 170 183 0 0 2 Midtown Residents 31 33 2 2 0 0 2 Midtown Retail 1 1 0 0 0 0 3 Midtown- Hyde Resident 0 0 9 9 0 0 4 Midtown Resident 2 2 45 48 0 0 4 Midtown Retail 0 0 2 2 0 0 5 Midtown Residents 0 0 53 55 0 0 Midblock Residents 0 0 16 18 0 0 Midblock East Offices 2 2 24 21 32 32 Midblock East Retail 10 12 28 30 0 0 Midblock West Retail 13 13 21 22 0 0 Midtown Yard8 Residents 0 0 0 1 0 0 Secondary Vehicles 53 46 34 37 1 1 Complimentary 114 116 0 0 360 359 724 719 404 428 393 392

Notes Secondary vehicles are necessary due to the AVI but are accounted for as complimentary. Lanier Parking Solution 3401 N Miami Ave Ste 134 Miami, Fl. 33127

Transient Parking North Block South Block Year-over-Year Comparison Revenue Tickets Revenue Tickets 2020 2019 2020 2019 2020 2019 2020 2019 2020 2019

$7,686.00 2567 $ 704.00 164 Thursday 8/1/2019 $8,363.00 2794 $796.00 225 Friday 8/2/2019 8/1/2020 Saturday $11,167.00 $6,053.00 -45.80% 3745 2361 -36.96% $932.00 $ 265.00 -71.57% 222 74 -66.67% Saturday 8/3/2019 8/2/2020 Sunday $9,825.00 $5,822.00 -40.74% 3229 2144 -33.60% $967.00 $ 392.00 -59.46% 205 69 -66.34% Sunday 8/4/2019 8/3/2020 Monday $7,163.00 $4,749.00 -33.70% 2504 1841 -26.48% $468.00 $ 361.00 -22.86% 135 101 -25.19% Monday 8/5/2019 8/4/2020 Tuesday $7,324.00 $4,975.00 -32.07% 2521 1928 -23.52% $623.00 $ 483.00 -22.47% 178 118 -33.71% Tuesday 8/6/2019 8/5/2020 Wednesday $7,701.00 $5,523.00 -28.28% 2488 2087 -16.12% $805.00 $ 355.00 -55.90% 182 107 -41.21% Wednesday 8/7/2019 8/6/2020 Thursday $7,487.00 $5,193.00 -30.64% 2487 2023 -18.66% $709.00 $ 428.00 -39.63% 184 118 -35.87% Thursday 8/8/2019 8/7/2020 Friday $8,326.00 $5,809.00 -30.23% 2798 2163 -22.69% $708.00 $ 651.00 -8.05% 215 147 -31.63% Friday 8/9/2019 8/8/2020 Saturday $10,296.00 $7,113.00 -30.91% 3451 2743 -20.52% $896.00 $ 533.00 -40.51% 233 162 -30.47% Saturday 8/10/2019 8/9/2020 Sunday $9,578.69 $6,582.00 -31.28% 3232 2513 -22.25% $981.00 $ 641.00 -34.66% 212 124 -41.51% Sunday 8/11/2019 8/10/2020 Monday $6,904.36 $4,586.00 -33.58% 2513 1821 -27.54% $480.00 $ 406.00 -15.42% 131 73 -44.27% Monday 8/12/2019 8/11/2020 Tuesday $7,277.00 $4,928.00 -32.28% 2446 1931 -21.05% $862.00 $ 392.00 -54.52% 192 145 -24.48% Tuesday 8/13/2019 8/12/2020 Wednesday $7,639.00 $5,064.00 -33.71% 2643 1941 -26.56% $809.00 $ 357.00 -55.87% 200 112 -44.00% Wednesday 8/14/2019 8/13/2020 Thursday $7,828.00 $5,310.50 -32.16% 2630 2090 -20.53% $898.00 $ 409.00 -54.45% 187 99 -47.06% Thursday 8/15/2019 8/14/2020 Friday $8,553.00 $5,566.70 -34.92% 3075 2144 -30.28% $875.00 $ 524.00 -40.11% 253 118 -53.36% Friday 8/16/2019 8/15/2020 Saturday $11,915.00 $7,444.80 -37.52% 4095 2805 -31.50% $1,059.00 $ 563.00 -46.84% 282 134 -52.48% Saturday 8/17/2019 8/16/2020 Sunday $11,421.00 $6,848.00 -40.04% 4099 2477 -39.57% $990.00 $ 744.00 -24.85% 243 141 -41.98% Sunday 8/18/2019 8/17/2020 Monday $7,053.00 $4,448.75 -36.92% 2568 1744 -32.09% $706.00 $ 334.00 -52.69% 159 82 -48.43% Monday 8/19/2019 8/18/2020 Tuesday $6,921.00 $5,296.00 -23.48% 2450 1985 -18.98% $639.00 $ 517.00 -19.09% 179 103 -42.46% Tuesday 8/20/2019 8/19/2020 Wednesday $7,120.00 $5,092.00 -28.48% 2459 1965 -20.09% $680.00 $ 407.00 -40.15% 174 90 -48.28% Wednesday 8/21/2019 8/20/2020 Thursday $6,959.00 $5,427.00 -22.01% 2354 2079 -11.68% $552.00 $ 458.00 -17.03% 158 93 -41.14% Thursday 8/22/2019 8/21/2020 Friday $7,747.00 $6,128.00 -20.90% 2717 2303 -15.24% $709.00 $ 451.00 -36.39% 208 125 -39.90% Friday 8/23/2019 8/22/2020 Saturday $10,837.00 $8,072.00 -25.51% 3705 2943 -20.57% $1,115.00 $ 738.00 -33.81% 249 189 -24.10% Saturday 8/24/2019 8/23/2020 Sunday $9,293.00 $6,938.00 -25.34% 3222 2585 -19.77% $956.00 $ 647.00 -32.32% 194 159 -18.04% Sunday 8/25/2019 8/24/2020 Monday $5,568.00 $4,605.00 -17.30% 2020 1818 -10.00% $401.00 $ 463.00 15.46% 121 80 -33.88% Monday 8/26/2019 8/25/2020 Tuesday $5,780.00 $4,759.00 -17.66% 2094 1906 -8.98% $514.00 $ 353.00 -31.32% 160 82 -48.75% Tuesday 8/27/2019 8/26/2020 Wednesday $7,043.00 $5,254.00 -25.40% 2381 1974 -17.09% $517.00 $ 500.00 -3.29% 148 125 -15.54% Wednesday 8/28/2019 8/27/2020 Thursday $7,630.00 $5,168.05 -32.27% 2869 2050 -28.55% $501.00 $ 631.00 25.95% 160 130 -18.75% Thursday 8/29/2019 8/28/2020 Friday $8,843.00 $6,268.00 -29.12% 3247 2366 -27.13% $621.00 $ 768.00 23.67% 220 145 -34.09% Friday 8/30/2019 8/29/2020 Saturday $7,498.00 $7,863.00 4.87% 2602 2899 11.41% $789.00 $ 866.00 9.76% 174 187 7.47% Saturday 8/31/2019 8/30/2020 Sunday $7,148.00 2638 $ 689.00 137 8/31/2020 Monday $4,708.00 1853 $ 436.00 91 $254,746.05 $178,741.80 -30% 88005 68120 -22.60% $23,262.00 $15,762.00 -32% 5947 3660 -38.46%                   !"  #$  $% & ' ()# * + ,-  . /  0 * 1 & ' 0 2 )+1

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 MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT 12C lrerracan

Reference Nurrtier: H8207043

SUPPLEMENT TO AGREEMENT FOR SERVICES

CHANGE TO SCOPE OF SERVICES AND FEES

This SUPPLEMENT to AGREEMENT FOR SERVICES to the original Agreement for Services (original Agreement dated 04/06/2020, Agreement reference number H8207043) is between Mdtow n Marni Comnunity Development District ("Client") and Terracon Consultants , Inc . ("Consultant") for additional or changed Services to be provided by Consultant for Client on the Project, as described in the Agreement for Services. This Supplement is incorporated into and part of the Agreement for Services.

1. Scope of Services. The scope of the additional or changed Services are described in the Scope of Services section of the Consultant's Supplemental Proposal, unless Services are otherwise described below or in Exhibit B to this Supplement (which section or exhibit are incorporated into the Supplement). Estimated Costs for 1-Year of Semi-Annual or Quarterly Groundwater 1\/onitoring per DERM Letter

As requested, Terracon has prepared a project budget to address the Mam-Dade County Department of Regulatory and Economic Resources ( RER) , Div ision of Environmental Resources 1\/anagement (DERM} January 31 , 2020 letter with the proposed monitoring wells sampled at the requested quarterly frequency (2, 3 or 4 Quarters). Please see the attached figure for the approximate locations of the monitoring wells.

We are also including an alternate project budget contingent on DERMs approval of our revised monitoring schedule involving semi-annual sampling approximately every six months for one year, thereby decreasing the overall sampling and reporting costs. Terracon will also request a 60-day time extension to implement the first quarterly or semi-annual monitoring event, including monitoring well installation.

Monitoring Well Installation ActMties

Groundwater monitoring will be conducted to assess groundwater quality at the site boundaries and will include the installation of eight shallow depth monitoring wells in general accordance with FDEP PCS-006 , Design, Installation, and Placement of Monitoring Wells.

Following receipt of your executed Dlange Order, and no later than 48 hours prior to intrusive activities , Terracon will contact Sunshine One-Call, a Florida clearing house for notifying local utilities , so they may locate their underground utility lines prior to the initiation of site work. The client is requested to provide building plans/ as-built drawings to shON where underground improvements are located that would not be identified by public utility locators. Terra con cannot be responsible for damage to underground improvements/ utilities of which it is not aw are.

Eight shallow (groundwater interface) monitoring wells will be installed at the locations proposed to DERM to assess groundwater quality at the boundaries of the MdTow n Mami CDD. The monitoring wells will be installed using the direct push drilling rig equipped with hollow stem augers where a 7 5/8 inch outside diameter hollow stem auger is advanced to depths of approximately 15 feet bgs ( shallow monitoring wells) . The shallow monitoring wells will be constructed with 10 feet of 2-inch diameter polyvinyl chloride (P./C) 0.010-inch machine-slotted screen and sufficient solid casing to reach the surface. The borehole surrounding thew ell screens will be backfilled with clean 6/20-graded silica sand to a height of two feet above the screened interval, sealed with a layer of 30/65-graded silica sand, and grouted to the surface.

The monitoring wells will be finished at the ground surface with watertight locking caps set inside eight-inch diameter flush mounted manhole. The monitoring wells will be developed by swab and purge/surge block techniques to remove sediments generated during the drilling process.

Drill cuttings and purge/development water generated during the sampling and drilling efforts will be temporarily stored in 55-gallon drums pending the results of the laboratory analyses. The drum labels will identify the contents of the drum and the initial accumulation date. This proposal does not include costs for delivery, transportation and disposal of investigation derived waste (IDW). Terracon will attempt to allow purged groundwater to infiltrate at the location of the monitoring well, as applicable, to minimize the generation of IDW drums. In the event IDW drums are generated that require disposal, these services will be provided by a licensed waste hauler. Terra con will submit a Dlange Order for these services, if needed.

Groundwater Sampling

Groundwater samples will be collected using the quiescent sampling method in accordance with FDEP SOP-001 /01 , FS 2200 and PCS-005, Groundwater Sampling SOP Variances and Clarifications, where a peristaltic pump is utilized tow ithdraN groundwater to the surface for in trod uctio n into parameter specific sample containers provided by the laboratory. Stability parameters in cluding pH, temperature, conductivity, dissolved ox ygen , and turbidity will be monitored during the groundwater purging procedures and sampling logs will be prepared for each groundw ater sample. The groundwater samples collected will be placed in pre-cleaned, laboratory provided parameter specific bottles , preserved on ice and transported to a FDOH certified and NELAP compliant laboratory for analysis. Samples will be analyzed using a standard 5-7 business day turnaround.

Groundwater samples will be analyzed for total arsenic by EPA rvlethod 6010. Analytical results w ill be compared to the established site-specific arseni:: concentration of 50 micrograms per liter. Please note that costs for resampling of monitoring wells is not included in this scope of work.

Reporting

Upon completion of groundwater sampling activities and receipt of the laboratory analytical results , a Quarterly or Semi-Annual Status report will be prepared to provide a summary of the analytical results. The reports will include:

• Documentation of field activities ;

Page 1 of2 Rev. 8-12 lrerracan

• Site plan showing monitoring well locations; • l'vbnitoring well construction logs (as applicable); • Groundw ater sampling logs • Analytical data tables and laboratory results; • Data evaluation and presentation of findings; • Recorrmendations concerning further action, if necessary.

2. Compensation. Oient shall pay compensation for the additional or changed Services performed at the fees stated in the Supplemental Proposal unless fees are otherwise stated below or in Exhibit C to this Supplement (which section or exhibit are incorporated into the Supplement).

Estimated Proiect Budget for Semi-Annual and QuartertvMonitoring

Terracon will complete the above-mentioned services on a lump sum basis. The estimated project budgets for the two monitoring scenarios are as follows:

• Scenario 1 - l'vbnitoring Well Installation, 2 Serri-Annual Sampling Events and Reporting -$18,650.

• Scenario 2 - l'vbnitoring Well Installation, 4 Quarterly-Annual Sampling Events and Reporting - $22,650.

Terracon will invoice the services monthly on a percent complete basis. Please note this estimate does not include DERMs review fees for the reports. Terracon can invoice the DERM review fees on a cost plus 15% markup basis.

All terms and conditions of the Agreement for !"ervices shall continue in full force and effect. This Supplement is accepted and Consultant is authorized to proceed.

Midtown Miami Community Development Oient: District By: Date: 9/4/2020 By: Date:

Namemtle: Cindy Cerbone/ - Environmental--- Em:lineer-- Address: 16200 NW 59th Ave Ste 106 Address: 2300 Glades Road# 410W Miami Lakes, FL 33014-7541 Boca Raton, FL 33431 Alone: (305) 820-1997 Fax: Alone: Fax: 8rail: [email protected] 8rail: [email protected]

Page 2 of 2 Rev . 8-12 APPROXIMATE LEGEND SCALE IN FEET APPROX IMATE LOCATION OF PR OPOSED • MONITORIN G WELL z 0 200 400

E !;- Projec!Mngr: Project No. "!. LBG ,o H8207043 I Drawn By: Scale: ~ MG AS SHOWN II QUARTERLY GROU NDWATER MON ITORING 0 N Checked By: File No. Consulting Engineers and Sci entists ----PR-MIDO_P_OS-TOWNED-W-EL -LMIAMI-LO-CATl- .;..ON-SCOD ____ ...... o:i ____,._L BG __H8207043__,_ -2 ~-r.~~~~-~~~- ... IE~11BIT I ~ ApprovedBy: Date: 16200 NW59AVENUE MIAMI LAKEs . FLORIDA33014 290 1 AND 2951 NE 1st AVENUE :, ... LB G 5-28-20 PH. 1305) 820-1997 FAX 13051820.1998 MIAM , MIAMI-DADE COUNTY, FLORIDA

MIDTOWN MIAMI COMMUNITY DEVELOPMENT DISTRICT

12DI Elections 2700 NW 87th Avenue MIAMl- Miami, Florida 33172 T 305-499-8683 F 305-499-8547 ti•Mii1 iiiiil' TTY 305-499-8480 miamidade.gov

CERTIFICATION

STATE OF FLORIDA)

COUNTY OF MIAMI-DADE)

I, Christina White, Supervisor of Elections of Miami-Dade County, Florida, do hereby certify that Midtown Miami, as described in the attached EXHIBIT 1, has 1142 voters.

WITNESS MY HAND AND OFFICIAL SEAL, AT MIAMI, MIAMI-DADE COUNTY, FLORIDA, Christina White ON THIS 29th DAY OF Supervisor of Elections APRIL, 2020

Please submit a check for $70. 00 to our office payable to "Miami-Dade County" for the cost of certifying the number of registered voters. NW 42ND SI ~ NW 42ND ST '.I: I- NW 4fST ST > V} • ln .- NE 41ST ST zw NW 40TH ST NE 40TH ST

1- (.)

s: ST z 36TH ST

35TH ST

34TH ST NW 34TH ST DJSTRICT LOCATION

$ ~ z NW 33RD ST 0::: t<1 32ND ST NW 32ND ST 3: V .31ST ST ~ NE 31ST ST

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NW 26TH ST NW 26TH ST NE 26TH ST NE 26TH ST

MIDTOWN MIAMI C!TY OF MIAMI. FlO!UDA EXHIBIT 1 - LOCATION MAP

SCALE: ,.,. 600'.0' Fee. 09, 200(