Agenda 07/11/2017 Item #16A23Proposed Agenda Changes
Board of County Commissioners Meeting
July 11, 2017
Move Item 17C to Item 9B and revise title to read: Recommendation to adopt an ordinance to establish a
pilot program in Immokalee allowing the payment of impact fees by an installment program, as a
voluntary alternative to paying the fees in a single, up -front payment with a delayed effective date of
October 1, 2017. (Commissioner Taylor’s request)
Move Item 16A24 to Item 11G: Recommendation to approve a resolution establishing the Property
Assessment Clean Energy (PACE) program within the unincorporated areas of Collier County for
residential, commercial, and industrial properties and approve a standard form membership agreement
with PACE providers. (Commissioner Taylor’s request)
Move Item 16A21 to Item 11H: Recommendation to approve a resolution that approves a membership
agreement between Collier County and the Green Corridor Property Assessment Clean Energy District
to administer a Property Assessed Clean Energy (PACE) program within the unincorporated area of
Collier County, an indemnification agreement between Collier County and Ygrene Energy Fund Florida
LLC third party administrator, and the original interlocal agreement and authorize the chairman of the
Board of County Commissioners to sign these agreements. (Commissioner Taylor’s request)
Move Item 16A22 to Item 11I: Recommendation to approve a resolution that approves a
membership agreement between Collier County and the Florida Green Finance Authority to administer a
Property Assessed Clean Energy (PACE) program within the unincorporated area of Collier County, an
indemnification agreement between Collier County and Renew Financial Group LLC, third party
administrator, and authorize the chairman of the Board of County Commissioners to sign these agreements.
(Commissioner Taylor’s request)
Move Item 16A23 to Item 11J: Recommendation to approve a
resolution that approves a membership agreement between Collier County
and the Florida Resiliency and Energy District, a Property Assessment
Clean Energy District, to administer a Property Assessed Clean Energy
(PACE) program within the unincorporated area of Collier County, an
indemnification agreement between Collier County and Renovate America
Inc., third party administrator, an indemnification agreement between
Collier County and Florida Development Finance Corporation, an
administrator, and authorize the chairman of the Board of County
Commissioners to sign these agreements. (Commissioner Taylor’s request)
Withdraw Item 16F2: Recommendation to approve the First Amendment to the Fiscal Year 2017
Agreement between Economic Incubators, Inc. and the Board of County Commissioners to provide start
up and operational funding for the Florida Culinary Accelerator @ Immokalee and authorize a budget
amendment of $137,965. (Staff’s request)
Withdraw Item 16G1: Recommendation to approve a Collier County Airport Authority Standard Form
Lease and Addendum with Economic Incubators, Inc. at the Immokalee Regional Airport. (Staff’s
request)
Note:
Item 16A9 title should read: Recommendation to approve and execute a Local Agency Program
Agreement with the Florida Department of Transportation in which Collier County would be reimbursed
up to $1,024,273 for the construction and construction engineering inspection (CEI) of turn lane extensions
and restriping at the intersections of Pine Ridge Road and Logan Boulevard, and Pine Ridge Road and CR
31(Airport - Pulling Road) and to authorize the necessary budget amendment (Project # 33524), FPN
435176-1- FPN 433176-1/58/68. (County Attorney’s request)
Item 16D2 title should read: Recommendation to award Invitation to Bid No. 17-7139 to Infinite
Construction, LLC, for the Ann Olesky Park Pier Replacement, in the amount of $437,736.94, plus
$5,000 for County permitting fees for a total of $442,736.94, and authorize the necessary budget
amendment, and make a finding that this expenditure promotes tourism. (Staff’s request)
Time Certain Items:
Item 8A to be heard at 1:30 p.m.
Item 10A will be heard after Item 7-Public Comment
7/20/2017 11:21 AM
07/11/2017
EXECUTIVE SUMMARY
Recommendation to approve a resolution that approves a membership agreement between Collier
County and the Florida Resiliency and Energy District, a Property Assessment Clean Energy
District, to administer a Property Assessed Clean Energy (PACE) program within the
unincorporated area of Collier County, an indemnification agreement between Collier County and
Renovate America Inc., third party administrator, an indemnification agreement between Collier
County and Florida Development Finance Corporation, an administrator, and authorize the
chairman of the Board of County Commissioners to sign these agreements.
OBJECTIVE: To approve a resolution that approves a membership agreement with the Florida
Resiliency and Energy District (“FRED”), a Property Assessed Clean Energy (PACE) program provider,
an indemnification agreement between Collier County and Renovate America Inc. (“Renovate”), third
party administrator, and an indemnification agreement between Collier County and Florida Development
Finance Corporation ("FDFC"), an administrator.
CONSIDERATIONS: In 2010, the State of Florida passed its PACE enabling statute, F.S. Section
163.08, in an effort to promote energy efficiency, renewable energy, and wind resistance/hardening
measures for residential and commercial buildings throughout the State of Florida.
PACE financing is a land-secured assessment that property owners voluntarily undertake in order to
secure 100% upfront financing, of a qualifying improvement, which includes fees and interest over the
term of the PACE assessment. PACE loans are unique in that they take priority over other traditional
liens, regardless of the date the prior liens were recorded, and utilize the uniform method of collection
through the local tax collector for repayment.
On June 8, 2010, the PACE program was originally considered by the Board of County Commissioners
(Item 9A). The Board ultimately determined not to move forward with the program since the PACE
program faced many legal challenges, including the Florida’s Bankers Association challenging the
constitutionality of the program.
On October 15, 2015, the Florida Supreme Court upheld the constitutionality of the PACE statute and the
local government’s authority to issue bonds to finance qualifying improvements.
On November 15, 2016, staff provided the Board of County Commissioners with an overview of the
program (Item 11A). The Board showed interest in the program and directed staff to develop a resolution
for further consideration that adopts a third-party administered PACE program for residential and
commercial properties.
On April 11, 2017, the Board of County Commissioners directed staff to provide additional information
and an overview of the PACE program for further consideration (Item 11A).
On April 25, 2017, the Board of County Commissioners directed staff to move forward with the program
and develop a resolution and bring forward agreements with potential providers that wish to administer a
third-party administered PACE program for residential, commercial, and industrial properties (Item 11A).
County staff has been in communication with multiple PACE providers, who are requesting that staff
bring the program forward as a viable option for property owners to fund improvements that they woul d
not otherwise qualify for through conventional methods.
07/11/2017
Pursuant to Board direction the intent of this item is to seek approval to authorize the chairman of the
Board of County Commissioners to sign an agreement between Collier County and Florida Resiliency
and Energy District to administer a property assessed clean energy (PACE) program within the
unincorporated area of Collier County, an indemnification agreement between Collier County and
Renovate America Inc., third party administrator, and an indemnification agreement between Collier
County and Florida Development Finance Corporation, an administrator for the Florida Resiliency and
Energy District.
Staff will continue to work with any additional providers/third party administrators seeking to opera te
within Collier County. In accordance with Section 163.01(7), each membership agreement will be
brought back to the Board for consideration for each PACE provider/third party administrator that would
like to operate and offer PACE financing in Collier County.
FISCAL IMPACT: There is no anticipated fiscal impact to the County as a result of the actions
described in this Executive Summary. The Agreements with Florida Resiliency and Energy District and
both Renovate America Inc, third part administrator, Florida Development Finance Corporation, an
administrator for Florida Resiliency and Energy District, for a PACE program, include terms that would
allow the County to exercise provisions to offset any unforeseen costs by administrative fees that could be
established and approved by the Board through separate action, if necessary.
LEGAL CONSIDERATIONS: This item is approved as to form and legality, and requires a majority
vote approval. (HFAC)
GROWTH MANAGEMENT IMPACT: There is no growth management impact associated with this
action.
RECOMMENDATION: To approve a resolution, subject to receiving executed agreements, that
approves a membership agreement with the Florida Resiliency and Energy District, a Property Assessed
Clean Energy (PACE) program provider, an indemnification agreement between Collier County and both
Renovate America Inc., third party administrator, and an indemnification agreement between Collier
County and the Florida Development Finance Corporation, an administrator for the Florida Resiliency
and Energy District, and authorize the chairman the Board of County Commissioners to sign these
agreements.
Prepared By: Gino Santabarbara, Principal Planner, Capital Project Planning, Impact Fees and Program
Management Division
ATTACHMENT(S)
1. Second Amended and Restated FRED Interlocal Signed (PDF)
2. FRED Resolution (PDF)
07/11/2017
COLLIER COUNTY
Board of County Commissioners
Item Number: 16.A.23
Doc ID: 3439
Item Summary: Recommendation to approve a resolution that approves a membership agreement
between Collier County and the Florida Resiliency and Energy District, a Property Assessment Clean
Energy District, to administer a Property Assessed Clean Energy (PACE) program within the
unincorporated area of Collier County, an indemnification agreement between Collier County and
Renovate America Inc., third party administrator, an indemnification agreement between Collier County
and Florida Development Finance Corporation, an administrator, and authorize the chairman of the Board
of County Commissioners to sign these agreements.
Meeting Date: 07/11/2017
Prepared by:
Title: Senior Grants and Housing Coordinator – Capital Project Planning, Impact Fees, and Program
Management
Name: Gino Santabarbara
06/27/2017 2:02 PM
Submitted by:
Title: Division Director - IF, CPP & PM – Capital Project Planning, Impact Fees, and Program
Management
Name: Amy Patterson
06/27/2017 2:02 PM
Approved By:
Review:
Growth Management Department Judy Puig Level 1 Division Reviewer Completed 06/27/2017 2:31 PM
Capital Project Planning, Impact Fees, and Program Management Amy Patterson Additional Reviewer Completed 06/28/2017 9:29 AM
Growth Management Department Gino Santabarbara Level 2 Division Administrator Skipped 06/27/2017 2:02 PM
Growth Management Department Kenneth Kovensky Additional Reviewer Completed 06/28/2017 10:39 AM
Office of Management and Budget Valerie Fleming Level 3 OMB Gatekeeper Review Completed 07/03/2017 8:36 AM
County Attorney's Office Heidi Ashton-Cicko Additional Reviewer Completed 07/05/2017 10:42 AM
Budget and Management Office Mark Isackson Additional Reviewer Completed 07/05/2017 10:52 AM
County Attorney's Office Jeffrey A. Klatzkow Level 3 County Attorney's Office Review Completed 07/05/2017 3:03 PM
County Manager's Office Leo E. Ochs Level 4 County Manager Review Completed 07/05/2017 4:06 PM
Board of County Commissioners MaryJo Brock Meeting Pending 07/11/2017 9:00 AM
This instrument was prepared by or under the supervision
of (and after recording should be returned to):
BROAD AND CASSEL
390 NORTH ORANGE AVENUE
SUITE 1400
ORLANDO, FL 32804
ATTN: JOSEPH B. STANTON
SI'AC E reserved for Clerk ofCurl
SECOND AMENDED AND RESTATED INTERLOCAL
AGREEMENT RELATING TO THE CREATION OF THE
FLORIDA RESILIENCY AND ENERGY DISTRICT, A
PROPERTY ASSESSED CLEAN ENERGY DISTRICT, AND
AUTHORIZING FINANCING PURSUANT THERETO
BY AND AMONG
THE TOWN OF LAKE CLARKE SHORES, FLORIDA, AND
THE CITY OF FERNANDINA BEACH, FLORIDA, AND
THE FLORIDA DEVELOPMENT FINANCE CORPORATION, FLORIDA, IN ITS
LIMITED CAPACITY DESCRIBED HEREIN
AND ANY SUBSEQUENT PARTIES HERETO
DATED AS OF , 2017
4814-0430-8797139753/0041
TABLE OF CONTENTS
Page
SECTION 1. AUTHORITY FOR AGREEMENT..................................................... 4
SECTION 2.
DEFINITIONS...................................................................................... 4
SECTION 3.
INTERPRETATION.............................................................................
7
SECTION 4.
PURPOSE.............................................................................7
SECTION 5.
QUALIFYING IMPROVEMENTS......................................................
7
SECTION 6.
ENABLING ORDINANCE OR RESOLUTION .................................
7
SECTION 7.
DISTRICT BOUNDARIES. DISTRICT ADMISSION .....................
7
SECTION 8.
GOVERNING BOARD OF THE DISTRICT ......................................
8
SECTION 9.
DECISIONS OF THE BOARD.........................................................9
SECTION 10.
DISTRICT ADMINISTRATION; DISTRICT
STAFF AND ATTORNEY; ADMINISTRATORS .....................
9
SECTION 11.
FINANCING AGREEMENT...............................................................
9
SECTION 12.
POWERS OF THE DISTRICT..........................................................
10
SECTION13.
TERM..................................................................................................
11
SECTION14.
CONSENT..........................................................................................
I I
SECTION 15.
NOTICE OF INTENT; IMPOSITION OF ASSESSMENTS;
COORDINATION .................... :.......... 4 ............................
I I
SECTION 16.
UNDERLYING POWERS; SEPARATE INTERLOCAL
AGREEMENTS..................................................................................
13
SECTION 17.
FEES AND COSTS............................................................................
14
SECTION 18.
FILING...............................................................................................
14
SECTION 19.
LIMITED LIABILITY......................................................................
14
SECTION 20.
AMENDMENTS................................................................... ....
15
SECTION 21.
ASSIGNMENT...................................................................................
15
SECTION 22.
EXECUTION IN COUNTERPARTS ................................................
15
SECTION 23.
SEVERABILITY................................................................................
15
SECTION 24.
APPLICABLE LAW..........................................................................
15
SECTION 25.
JOINT EFFORT..................................................................................
15
SECTION 26.
EFFECTIVE DATE............................................................................
15
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SECOND AMENDED AND RESTATED INTERLOCAL
AGREEMENT RELATING TO THE CREATION OF THE FLORIDA
RESILIENCY AND ENERGY DISTRICT, A PROPERTY ASSESSED CLEAN
ENERGY DISTRICT, AND AUTHORIZING FINANCING THERETO
THIS SECOND AMENDED AND RESTATED INTERLOCAL AGREEMENT
(hereinafter the "Agreement") is made and entered into as of "2017, by
and among the government units executing the Agreement, each one constituting a public
agency or legal entity under Part I, Chapter 163, Florida Statues, comprising the Town of
Lake Clarke Shores, a municipality and local government of the State of Florida and the
City of Fernandina Beach, a municipality and local government of the State of Florida (the
"Public Agency" or "Public Agencies") and, in the limited capacity described herein, the
Florida Development Finance Corporation, a public body corporate and politic, a public
instrumentality and a public agency organized and existing under the laws of the State of
Florida ("FDFC") and, together collective referred to herein as the "Parties."
WITNESSETH:
WHEREAS, pursuant to Section 163.08, Florida Statutes, as amended (the "Florida
PACE Act"), the Florida Legislature found that in order to make qualifying renewable
energy, energy efficiency and conservation and wind resistance improvements (collectively,
the "Qualifying Improvements") more affordable and assist real property owners who wish
to undertake such improvements, there is a compelling State of Florida ("State") interest in
enabling property owners to voluntarily finance such improvements with local government
assistance; and
WHEREAS, under the Florida PACE Act, the Florida Legislature determined that
the actions authorized under the Florida PACE Act, including, but not limited to, the
financing of Qualifying Improvements through the execution of" financing agreements
between property owners and local governments and the resulting imposition of voluntary
non -ad valorem assessments are reasonable and necessary to serve and achieve a
compelling state interest and are necessary for the prosperity and welfare of the State and its
property owners and inhabitants; and
WHEREAS, the Town of Lake Clarke Shores, Florida, and the City of Fernandina
Beach, Florida (collectively, the "Founding Members"), wish to create an entity to finance
Qualifying Improvements for themselves and for other local governments pursuant to
Section 163.08(2)(a); and
WHEREAS, effective September 6, 2016, the Founding Members and FDFC
entered into that certain Agreement (the "Original Agreement"), pursuant to Section
163.01(7), Florida Statues, creating a separate legal entity within the meaning of Section
163.01, Florida Statutes, also known as the Florida Interlocal Cooperation Act of 1969 (the
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"Interlocal Act") and a "local government" within the meaning of the Florida PACE Act, in
furtherance of the objectives of the Florida PACE Act; and
WHEREAS, the separate legal entity created under the Original Agreement has been
designated as the Florida Resiliency and Energy District (the "District" or "FRED") which
may, pursuant to section 163.08(2)(a), finance Qualifying Improvements through voluntary
assessments; and
WHEREAS, FRED, as a separate legal entity created pursuant to section 163.01(7),
meets the definition of a local government under section 163.08(2)(a), and may levy
assessments to fund qualifying improvements pursuant to authority granted under
163.08(3); and
WHEREAS, subsequent to the execution of the Original Agreement, the parties
determined that certain amendments were desired in order provide clarity with respect to the
nature of the Qualifying Improvements, and the composition of the Governing Board and
the designated principal place of business, among other terms and conditions as are more
fully set forth herein; and
WHEREAS, upon agreement of the parties, an Amended and Restated Agreement
was ratified by the parties and became effective on January 10, 2017; and
WHEREAS, subsequent to the execution of the Amended and Restated Agreement,
the parties determined that certain amendments were desired to be responsive to interpretive
concerns raised by some local governments as are more fully set forth herein; and
WHEREAS, the Act also permits FDFC and FRED, as public agencies under the
Interlocal Act, to enter into Agreements with each other to provide for the performance of
service functions to cooperate on a basis of mutual benefit in the best interest of the real
property owners within the boundaries of FRED; and
WHEREAS, FDFC has determined that there is a substantial need within the State
for a financing program which can provide funds to property owners to enable them to
finance Qualifying Improvements under the Florida PACE Act on a cost-effective basis;
and
WHEREAS, the Florida Legislature determined that FDFC has the authority to issue
revenue bonds for the purpose of financing Qualifying Improvements pursuant to Section
288.9606(7), Florida Statutes; and
WHEREAS, FDFC acts as a special development financing authority that
specializes in providing financing support to fund capital projects that support economic
development and job creation on a state-wide basis; and
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WHEREAS, the Florida PACE Act is an economic development tool that provides
communities with an additional option for financing, stimulates production of qualifying
products, promotes competition, seeks to increases property values, lower energy
consumption, mitigate wind damage, and create jobs; and
WHEREAS, on December 4, 2015, the FDFC Board of Directors adopted
Resolution No. 15-09, as amended and supplemented from time to time (the "Bond
Resolution"), authorizing the issuance of revenue bonds ("Bonds") in order to finance
Qualifying Improvements under the Florida PACE Act, which revenue bonds shall be
secured by and payable from the proceeds of voluntary non -ad valorem assessments levied
against the real properties that are benefitted by such Qualifying Improvements (the
"Assessments"), all in accordance with the provisions of the Florida PACE Act and other
applicable provisions of law and in accordance with FDFC's Property Assessed Clean
Energy ("PACE") Program (the "FDFC PACE Program"); and
WHEREAS, on July 18, 2014, in accordance with Chapter 75, Florida Statutes, the
Circuit Court of the Second Judicial Circuit in and for Leon County, Florida issued an
Amended Final Judgment validating the issuance of the Bonds by FDFC and on October 15,
2015, the Supreme Court of the State of Florida affirmed such Final Judgment; and
WHEREAS, on December 4, 2015, the FDFC Board of Directors adopted
Resolution No. 15-10 setting forth its policies and procedures relating to the FDFC PACE
Program; and
WHEREAS, on December 4, 2015, the FDFC Board of Directors adopted
Resolution No. 15-11 approving Renovate America, Inc. ("Renovate America") as its first
PACE administrator for the FDFC PACE Program; and
WHEREAS, FDFC anticipates adding other PACE providers as PACE residential
and commercial administrators to provide a competitive marketplace in Florida for any
potential residential and commercial property owners interested in the FDFC PACE
Program; and
WHEREAS, FRED and FDFC agree, pursuant to Section 163.01(14), that FRED, as
a separate legal entity authorized to facilitate PACE financing pursuant to Section 163.08,
Florida Statutes, may contract with FDFC to serve the financing function of the District and
therefore serve the property owners of within the District; and
WHEREAS, under this Agreement, the Parties agree to have the FDFC PACE
Program serve as the administrator for the District's PACE program; and
WHEREAS, in order to provide the property owners within the boundaries of FRED
an efficient process for accessing the FDFC PACE Program, FRED will designate FDFC as
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its agent for purposes of executing Financing Agreements with property owners on behalf of
FRED pursuant to Section 163.08(6), Florida Statutes, and for purposes of administering the
FDFC PACE Program within the boundaries of FRED and ensuring compliance with the
Florida PACE Act; and
WHEREAS, the District will utilize the FDFC PACE Program to implement PACE
exclusively on behalf of the District and take on all costs and responsibilities for
administering and operating the program; and
WHEREAS, FDFC will utilize its authority under law to provide, authorize, and
issue revenue bonds to finance Qualifying Improvements within and on behalf of property
owners within the District; and
WHEREAS, FRED will have immediate access to a turnkey FDFC PACE Program
which includes $2,000,000,000 in judicially validated bonding authority for PACE
financing and a trained PACE program staff; and
NOW THEREFORE, THE PARTIES TO THIS AGREEMENT AGREE AS
FOLLOWS:
SECTION 1. AUTHORITY FOR AGREEMENT. This Agreement is
adopted pursuant to the provisions of the Interlocal Act, the Florida PACE Act, and other
applicable provisions of law. At all times prior to and during the term of this Agreement,
the Town of Lake Clarke Shores, Florida, and the City of Fernandina Beach, Florida,
constitute local governments as that term is defined in the Florida PACE Act and the
Interlocal Act and the Florida Development Finance Corporation constitutes a "public
agency" as that term is defined in the Florida Interlocal Act. That portion of this
Agreement creating the separate legal entity pursuant to Section 163.01(7), Florida Statues,
is among and between the Founding Members, and that portion of the Agreement allowing
the FDFC PACE Program to provide the financing duties of the District is pursuant to
Section 163.01(14), Florida Statutes.
SECTION 2. DEFINITIONS. The following definitions shall govern the
interpretation of this Agreement:
"Agreement" means this Amended and Restated Interlocal Agreement, including
any amendments or supplements hereto, executed and delivered in accordance with the
terms hereof.
"Assessment Resolution" means a resolution or resolutions adopted by the District
that (A) imposes new Assessments against those property owners entering into Financing
Agreements since adoption of the last Assessment Resolution, and (B) approves an
electronic assessment roll to be submitted to the Tax Collector for the next tax bill
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containing the required collection information for all property owners with outstanding
Assessments under the FDFC PACE Program, in each case limited to those property
owners within the boundaries of the local governments that comprise the District.
"Assessments" means the non -ad valorem assessments levied by the District against
the properties that are benefitted by the Qualifying Improvements in accordance with the
Florida PACE Act and the FDFC PACE Program.
"Bond Resolution" means Resolution No. 15-09 of the FDFC adopted on
December 4, 2015 relating to the Bonds and the FDFC PACE Program, as amended and
supplemented from time to time.
"Bonds" means bonds that are issued by FDFC from time to time pursuant to the
Bond Resolution.
"Contracted FDFC Services" means the services provided by FDFC pursuant to
this Agreement.
"District" or "FRED" means the Florida Resiliency and Energy District (FRED), a
separate legal entity formed pursuant to the Interlocal Act and this Agreement and a local
government within the meaning of the Florida PACE Act.
"FDFC" means Florida Development Finance Corporation, a public body corporate
and politic, a public instrumentality and a public agency organized and existing under the
laws of the State of Florida.
"FDFC PACE Program" means the FDFC's Property Assessed Clean Energy
(PACE) Program adopted pursuant to the Bond Resolution and its policies and procedures.
"Financing Agreement" means a contract among FRED, FDFC and the owner of a
participating parcel in the FDFC PACE Program pursuant to which the owner voluntarily
agrees to the levy of Assessments against the participating parcel and the payment thereof
to finance the installation of Qualifying Improvements on the participating parcel.
"Florida PACE Act" means Section 163.08, Florida Statutes, as may be amended
from time to time.
"Founding Members" means the Town of Lake Clarke Shores, Florida, and the City
of Fernandina Beach, Florida. The term does not include FDFC.
"Governing Board" means the governing board of FRED as further described in
Section 8 hereof.
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"Interlocal Act" means Section 163.01, Florida Statutes, as amended.
"Joinder Agreement" means a document in which additional government units
constituting Public Agencies under the Interlocal Act and local governments as defined
under the Florida PACE Act join the District as a Subsequent Party.
"Jurisdictional Boundaries" has the meaning described in Section 7 hereof.
"Limited Member" means additional government units constituting Public
Agencies under the Interlocal Act and local governments as defined under the Florida
PACE Act which join the District upon application to the District and the affirmative vote
of a majority of the Governing Board and upon execution of a Limited Purpose Party
Membership Agreement between the District and a Limited Member.
"Limited Purpose Party Membership Agreement" means an agreement between
additional government units constituting Public Agencies under the Interlocal Act and/or
local governments as defined under the Florida PACE Act and the District defining the
terms and conditions of membership within the District.
"Party" or "Parties" means the Town of Lake Clarke Shores, Florida, and the City
of Fernandina Beach, and the Florida Development Finance Corporation Florida, and their
respective assigns; provided, however, the FDFC is a party only for the contracted FDFC
services
"Property Appraiser" means the county property appraiser for real property within
the boundaries of each Founding Member, Subsequent Party or Limited Member.
"Public Agency" means cities or counties of the State of Florida, or any Subsequent
Party or Limited Member.
"Resolution of Intent" means a resolution adopted by the District pursuant to the
Uniform Assessment Collection Act providing notice to all owners of real property within
the boundaries of District that non -ad valorem assessments may be imposed pursuant to the
Florida PACE Act and will be collected pursuant to the Uniform Assessment Collection Act
if the property owner chooses to utilize the FDFC PACE Program to finance Qualifying
Improvements.
"State" means the State of Florida.
"Subsequent Party" or "Subsequent Parties" means additional governmental
units constituting Public Agencies under the Interlocal Act and local governments as
defined under the Florida PACE act which execute a Joinder Agreement and agree to serve
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on the Governing Board.
"Tax Collector" means the county tax collector for real property within the
boundaries of each Founding Member, Subsequent Party, or Limited Member.
"Uniform Assessment Collection Act" means Sections 197.3632 and 197.3635,
Florida Statutes, as amended and supplemented from time to time.
SECTION 3. INTERPRETATION. Words importing the singular number
shall include the plural in each case and vice versa, and words importing persons shall
include firms and corporations. The terms "herein," "hereunder," "hereby," "hereto,"
"hereof," and any similar terms, shall refer to this Agreement; the term "heretofore" shall
mean before the effective date of this Agreement; and the term "hereafter" shall mean after
the effective date of this Agreement. This Agreement shall not be construed more strongly
against any party regardless that such party, or its counsel, drafted this Agreement.
SECTION 4. PURPOSE. The purpose of this Agreement is for the Founding
Members to affirm the creation of the District, pursuant to the Interlocal Act and the Florida
PACE Act, and, by also agreeing to contract with the Florida Development Finance
Corporation and its FDFC PACE Program and the Florida PACE Act to facilitate the
financing of Qualifying Improvements for property owners within the District. The District
shall be a separate legal entity, pursuant to Section 163.01(7), Florida Statutes and a local
government within the meaning of the Florida PACE Act.
SECTION 5. QUALIFYING IMPROVEMENTS. The District shall allow
the financing of Qualifying Improvements by and through the FDFC PACE Program as
defined in Section 163.08, Florida Statutes, under authority of Section 163.01(14), Florida
Statutes.
SECTION 6. ENABLING ORDINANCE OR RESOLUTION. The
Founding Members and Subsequent Parties to this Agreement agree to approve and keep in
effect such resolutions and ordinances as may be necessary to approve, create and maintain
the District. Said ordinances and resolutions shall include all of the provisions as may be
required or desirable under the Interlocal Act and the Florida PACE Act for the creation and
operation of FRED as a separate legal entity and a local government. The District shall be
created upon the execution and delivery of this Agreement by the Parties.
SECTION 7. DISTRICT BOUNDARIES; DISTRICT ADMISSION.
(A) The boundaries of the District shall initially be the legal boundaries of the
Founding Members, and shall be expanded to include all areas within the legal boundaries
of, or service area designated by the Joinder Agreement or Limited Purpose Party
Membership Agreement entered into by each local government (the "Jurisdictional
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Boundaries") that becomes a Subsequent Party or Limited Member to this Agreement. As
contemplated in this Amended and Restated Agreement, the District shall levy voluntary
assessments on the benefitted properties within the Jurisdictional Boundaries of the District
in order for the FDFC PACE Program to finance the costs of Qualifying Improvements for
those benefitted properties. Upon petition by the landowners of individual residential or
commercial properties desiring to be benefited, those properties receiving financing for
Qualifying Improvements shall be assessed from time to time, in accordance with the
applicable law. Notwithstanding a Founding Member's termination of participation in this
Agreement, or Subsequent Party's or Limited Member's termination of participation, those
properties that have received financing for Qualifying Improvements shall continue to be a
part of the District in accordance with Section 13(C) hereof.
(B) To the extent permitted by the Interlocal Act, the District may admit any
public agency or local government (as such terms are defined in the Interlocal Act and the
Florida PACE Act, respectively) as a Subsequent Party or Limited Member to the District
upon application of each public agency or local government to the District and the
affirmative vote of a majority of the Governing Board. This Agreement need not be
amended to admit any such public agency or local government, and the approval of the
respective governing boards of the existing Parties to the District shall not be required to
admit a Subsequent Party or Limited Member. Each Subsequent Party or Limited Member
shall execute, deliver, duly authorize, and record in the public records of each Subsequent
Party or Limited Member a Joinder Agreement or Limited Purpose Party Membership
Agreement as a precondition to membership in the District.
SECTION 8. GOVERNING BOARD OF THE DISTRICT. The District
shall be governed by the Governing Board which shall at a minimum be comprised of three
(3) individuals, two (2) of whom are elected officials, city managers, or their designees, of
each of the Founding Members, and each representing an individual local government
within the Jurisdictional Boundaries of the Parties to this Agreement. The next Subsequent
Party to join the District shall be entitled to the third position as a member of the Governing
Board, provided however, that prior to addition of a Subsequent Party, the Founding
Members shall have the right to jointly appoint a third Governing Board member. Such
third Governing Board member shall be unrelated to either Founding Member (e.g., shall
not be an officer, or employee of the Founding Members), but shall have a background or
experience in finance or economic development. Notwithstanding the foregoing, the
maximum number of members on the Governing Board may be increased by a majority
vote of the Governing Board to a maximum of 5 members, with the proviso that as much as
possible the composition of the Governing Board membership reflects the geographic
regions of the state of Florida. After the Governing Board is constituted, the Executive
Director may recommend procedures for setting terms, Governing Board qualifications and
responsibilities, and the means of appointment of members to the Governing Board. In the
event a Governing Board member is no longer eligible or able to serve on the Governing
Board, the Public Agency represented by the Governing Board member, so long as it
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continues to be a Party to this Agreement, shall have the right to request appointment of a
replacement to fulfill the remaining term of that member. FDFC shall have no right to
appoint any member of the Governing Board.
SECTION 9. DECISIONS OF THE GOVERNING BOARD. Decisions of
the Governing Board shall be made by majority vote of the Governing Board. The
Governing Board, upon recommendation of the Executive Director, may adopt rules of
procedure for the Governing Board. In the absence of the adoption of such rules of
procedure, the most current version of Roberts Rules of Order shall apply to the extent it is
not inconsistent with Florida law.
SECTION 10. DISTRICT ADMINISTRATION; DISTRICT STAFF AND
ATTORNEY; ADMINISTRATORS
(A) Financing. As a condition of this Agreement, the Founding Members, and
any Party joining the District consents to FDFC and FDFC PACE Program providing
financing for the District, and FDFC agrees to provide a turnkey PACE program for each
jurisdiction that is a Party, Subsequent Party, or Limited Member to this Agreement.
Notwithstanding any other section of this Agreement, the Executive Director of FDFC or
his or her appointee shall also be the Executive Director of FRED. The Executive Director
shall have sole authority to appoint staff, counsel, professionals, consultants, and all other
positions to fulfill the functions of the District per the PACE Act for the District, and all
costs and expenses shall be borne by FDFC and the District.
(B) Additional Administrators. The PACE program development period, which
serves as a soft launch period for the FDFC PACE Program, will end on July 1, 2017,
whereby additional qualified administrators for residential PACE programs may be
presented to the District. Within 30 days after execution of this Agreement, FDFC may
present to the District qualified administrators for commercial PACE programs that will be
available to serve jurisdictions that are a Party to this Agreement. All PACE administrators
("PACE Administrators" or "Administrators") must undergo a vetting process by the FDFC.
Once vetted, the PACE Administi`ators must be presented to the FDFC Board and approved
by resolution. In order for an approved PACE provider to provide administrator services
through the FDFC PACE Program, it must execute a PACE administration agreement.
Each member of the District shall receive notice of all approved PACE Administrators
(except for residential PACE Providers during the "soft launch" period above).
Notwithstanding any of the foregoing, the only authorized FDFC PACE residential
Administrator for the District shall be Renovate America until July 1, 2017.
SECTION 11. FINANCING AGREEMENT. The Parties agree that FDFC
and FRED, and their designees, may enter into Financing Agreements, pursuant to Section
163.08(8), Florida Statutes, with property owner(s) who obtain financing through the
District. In accordance with the findings described in this Agreement, FRED hereby
9
48[4-0430-8797 139753/004 [
designates FDFC as its agent for the limited purpose of executing Financing Agreements
with property owners on behalf of FRED pursuant to Section 163.08(6), Florida Statutes,
and for purposes of administering the FDFC PACE Program within the Jurisdictional
Boundaries of FRED and ensuring compliance with the Florida PACE Act.
SECTION 12. POWERS OF THE DISTRICT. With the approval of a
majority vote of the Governing Board, the District may exercise any or all of the powers
granted to the District under the Interlocal Act and the Florida PACE Act, which include,
without limitation, the following:
(A) To finance Qualifying Improvements through contracts with property owners
in the District, and the District shall impose and levy assessments as a local government in
accordance with Section 163.08 to repay the financing received; provided, however, (i)
FDFC shall provide the form of the Financing Agreement and (ii) that FDFC shall, have
independent discretionary authority to authorize and approve the issuance of revenue bonds
to finance such improvements without further approval or authorization from the District,
and subject to Section 10, to select and approve Program Administrators for the District;
(B) In its own name to make and enter into contracts on behalf of the District;
(C). Subject to Section 10(A) hereof, to employ agencies, employees, or consultants
for the District;
(D) To acquire, construct, manage, maintain, or operate buildings, works, or
improvements for the District;
(E) To acquire, hold, or dispose of property for the District;
(F) To incur debts, liabilities, or obligations, provided, however, that such debts,
liabilities, or obligations shall not constitute debts, liabilities, or obligations of the State,
FDFC, the Founding Members, or any Subsequent Party to this Agreement;
(G) To adopt resolutions and policies prescribing the powers, duties, and functions
of the officers of the District, the conduct of the business of the District, and the
maintenance of records and documents of the District;
(H) To maintain an office at such place or places as it may designate within the
District or within the boundaries of a Party to this Agreement;
(I) To cooperate with or contract with other governmental agencies as may be
necessary, convenient, incidental, or proper in connection with any of the powers, duties, or
purposes authorized by the Florida PACE Act, and to accept funding from local, state and
federal agencies;
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(J) To exercise all powers necessary, convenient, incidental, or proper in
connection with any of the powers, duties, or purposes authorized in the Florida PACE Act
or Florida statutes governing the District; and
(K) To apply for, request, receive and accept gifts, grants, or assistance funds from
any lawful source to support any activity authorized under Florida Statutes and this
Agreement.
SECTION 13. TERM.
(A) This Agreement shall remain in full force and effect from the date of its
execution; provided, however, that any Party may terminate its involvement in the District
and its participation in this Agreement upon 90 days' written notice to the other Parties.
Should a Party terminate its participation in this Agreement, be dissolved, abolished, or
otherwise cease to exist, the District and this Agreement shall continue until such time as all
remaining Parties agree to terminate this Agreement.
(B) At its discretion, and with reasonable notice, FDFC may terminate its role as a
PACE program administrator for the District.
(C) Notwithstanding a Party's termination of participation in this Agreement, to
ensure continued collection of Assessments for Qualifying Improvements acquired within
the service area of the terminating Party, such terminating Party shall enter into a written
agreement with the District for such Party to consent to the levy of annual Assessments by
the District or for such party to levy annual Assessments on those properties that have
received financing for Qualifying Improvements within the legal boundaries of the
terminating Party, until such time that all outstanding debt related to such Qualifying
Improvements has been satisfied. The proceeds of the Assessments shall be paid to the
designee of the District pursuant to such written agreement.
SECTION 14. CONSENT. This Agreement and any required resolution or
ordinance of an individual Party shall be considered the Party's consent to the creation of the
District as required by the Interlocal Act and the Florida PACE Act.
SECTION 15. NOTICE OF INTENT; IMPOSITION OF SPECIAL
ASSESSMENTS; COORDINATION.
(A) In accordance with the Uniform Assessment Collection Act and the Florida
PACE Act, the District hereby agrees to impose Assessments within its Jurisdictional
Boundaries and to utilize the Uniform Assessment Collection Act for collection of such
Assessments from each property owner that voluntarily enters into a Financing Agreement
pursuant to the Florida PACE Act and the FDFC PACE Program. Specifically, the District
11
4814-0430-8797,139753/0041
shall:
(1) advertise a public hearing to consider adoption of a Resolution of
Intent, thus providing notice to the owners of real property within the Jurisdictional
Boundaries of the District that non -ad valorem assessments may be imposed pursuant
to the Florida PACE Act and may be collected pursuant to the Uniform Assessment
Collection Act;
(2) after holding the public hearing referred to in (1) above, adopt a
Resolution of Intent and mail an executed copy to FDFC, the Tax Collector and the
Property Appraiser;
(3) enter into a written agreement with the Tax Collector and the Property
Appraiser regarding costs associated with use of the Uniform Assessment Collection
Act, to the extent such agreement is not already in place;
(4) prior to September 15 of each calendar year, or as frequently as needed,
adopt Assessment Resolutions which impose new Assessments against those
property owners entering into Financing Agreements since adoption of t h e 1 a s t
Assessment Resolution, and certifies an electronic assessment roll to be
submitted to the Tax Collector for the next tax bill, in each case based on information
provided by FDFC;
(5) remit Assessment proceeds received on behalf of the District from the
Tax Collector directly to the District, FDFC or its designee;
(6) take all actions necessary to enforce collection of the Assessments
pursuant to the Uniform Assessment Collection Act; and
(7) on its own behalf and at the request of FDFC, re -impose the
Assessments as necessary to the extent required by changes in State law or
subsequent judicial decisions.
(B) Each approved Administrator shall be responsible for all other actions
required by the Florida PACE Act and their administration agreement with FDFC under the
FDFC PACE Program, including but not limited to:
(1) assisting each Party to the Agreement with preparing all documents
required for the District to impose the Assessments pursuant to the Florida PACE
Act and the Uniform Assessment Collection Act, including finalization of the
documents attached as exhibits hereto and assistance with the written agreement with
the Tax Collector and Property Appraiser, if requested by each Party;
(2) providing a copy of the Resolution of Intent, together with any other
documents required by the Florida PACE Act or the Uniform Assessment Collection
12
4814-0430-8797.139753/0041
Act, to the Florida Department ofRevenue;
(3) ensuring that each property owner that voluntarily enters into a
Financing Agreement has met all of the financial and other requirements provided for
by the Florida PACE Act and the FDFC PACE Program;
(4) providing the requisite notifications to all real property owners
participating in the District;
(5) recording a summary or memorandum of the Financing Agreement
with the property owner in accordance with the Florida PACEAct;
(6) tracking payment information for each property owner participating in
the FDFC PACE Program and maintaining the related assessment rolls for all such
participating parcels within the boundaries of the District;
(7) working with the District to ensure the submission of the electronic
assessment roll relating to the District each year to the Tax Collector; and
(8) administering all other aspects of the District including the payment of
Bonds with proceeds derived from the Assessments,
(C) The District shall fully cooperate and coordinate with the Tax Collector and
Property Appraiser with respect to the levying and collection of assessments and comply
with all other requirements of the Florida PACE Act and the Uniform Assessment
Collection Act.
SECTION 16. UNDERLYING POWERS; SEPARATE
AGREEMENTS.
(A) For purposes of this Agreement and the District, the Parties acknowledge
that FDFC currently does not have the power to levy the Assessments. FDFC shall not
be a member of the District. FDFC shall be a party to this Agreement solely for the
purpose of providing turn -key financial and administrative services through the FDFC
PACE Program.
(B) In order to maintain the integrity of the Assessments imposed by the
District, the FDFC may, at its sole option, terminate its participation in this Agreement
and enter into a separate Agreement or contract which provides the services described
herein related to the FDFC PACE Program.
SECTION 17. FEES AND COSTS.
(A) All fees and costs related to the recording of this Agreement, the Resolution of
13
4814-0430-8797.139753/0041
Intent process and any other fees and costs incurred by any Party with respect to the
Assessments and the FDFC PACE Program will be paid for solely by FDFC and reimbursed
to FDFC through the FDFC PACE Program by the respective FDFC-approved PACE
Administrator(s).
(B) To advance the purposes of the Florida PACE Act, to minimize participation
costs, and because each property owner is voluntarily undertaking to achieve and underwrite
the compelling State interests described in the Florida PACE Act, the District shall seek
either (i) the waiver or reduction by the Tax Collector and Property Appraiser of their fees
or (ii) a flat fee per year per tax parcel in an amount sufficient to reimburse the Tax
Collector and Property Appraiser for their actual costs related to providing such services,
which shall be paid by the District and reimbursed to the District through the FDFC PACE
Program by the respective FDFC-approved PACE administrator.
SECTION 18. FILING; PRINCIPAL PLACE OF BUSINESS. A copy of
this Agreement shall be filed by the District for record with the Clerk of the Circuit Court in
and for such jurisdictions as may be required by Section 163.01(11), Florida Statutes. By
agreement of the parties, the principal place of business for the District shall be located in
Orange County, Florida at FDFC's principal place of business.
SECTION 19. LIMITED LIABILITY.
(A) To the extent permitted by Florida Law and subject to the limitations of
Section 768.28, Florida Statutes, the Parties hereto shall each be individually and separately
liable and responsible for the actions of its own officers, agents and employees in the
performance of their respective obligations under this Interlocal Agreement. Except as
specified herein, the Parties shall each individually defend any action or proceeding brought
against their respective agency pursuant to this Interlocal Agreement and shall be
individually responsible for all of their respective costs, attorneys' fees, expenses and
liabilities Incurred as a result of any such claims, demands, suits, actions, damages and
causes of action, including the investigation or the defense thereof, and from and against
any orders, judgments or decrees which may be entered as a result thereof. The Parties shall
each individually maintain throughout the term of this Interlocal Agreement any and all
applicable insurance coverage required by Florida law for governmental entities. Nothing in
this Agreement shall be construed to affect in any way the Parties' rights, privileges, and
immunities, including the monetary limitations of liability set forth therein, under the
doctrine of "sovereign immunity" and as set forth in Section 768.28 of the Florida Statutes.
(B) All Limited Member liabilities shall be governed by the Limited Purpose
Party Membership Agreement.
(C) No Party or any agent, board member, officer, official, advisor or employee of
such Party shall be liable for any action taken pursuant to this Agreement in good faith or
for any omission, or for any act of omission or commission by any other Party hereto or its
14
4814-0430-8797.139753/0041
agents, officers, officials or employees. The terms of this Section 19 shall survive
termination or expiration of this Agreement.
(D) Neither this Agreement nor any Bonds issued by FDFC on behalf of the
District under the FDFC PACE Program shall be deemed to constitute a general debt,
liability, or obligation of or a pledge of the faith and credit of FRED, FDFC, or any Party or
Subsequent Party, the State of Florida, or any political subdivision or agency thereof. The
issuance of any Bonds by FDFC on behalf of the FDFC PACE Program shall not directly,
indirectly, or contingently obligate any Party, FDFC, the State of Florida, or any political
subdivision or agency thereof to levy or to pledge any form of taxation whatsoever therefor,
or to make any appropriation for their payment.
(E) The District, FDFC, and each Party are and shall be subject to Sections 768.28
and 163.01(9), Florida Statutes, and any other provisions of Florida law governing
sovereign immunity. Nothing in this Agreement is intended to inure to the benefit of any
third -party for the purpose of allowing any claim, which would otherwise be barred under
the doctrine of sovereign immunity or by operation of law.
SECTION 20. ENTIRE AGREEMENT. This Agreement sets forth all the
promises, covenants, agreements, conditions and understandings between the parties hereto
regarding the subject matter hereof, and supersedes all prior and contemporaneous
agreements (including the Original Interlocal Agreement), understandings, inducements or
conditions, expressed or implied, oral or written, regarding the subject matter hereof, except
as herein contained.
SECTION 21. AMENDMENTS. This Agreement may be amended only by a
writing approved by each Party.
SECTION 22. ASSIGNMENT. This Agreement may be assigned, in whole or
in part, by any Party at any time with the prior written consent of each other Party hereto,
which consent shall not unreasonably be withheld.
SECTION 23. EXECUTION IN COUNTERPARTS. This Agreement may
be simultaneously executed in several counterparts, each of which shall be an original and
all of which shall constitute one and the same instrument.
SECTION 24. SEVERABILITY. In the event that any provision of this
Agreement shall, for any reason, be determined invalid, illegal or unenforceable in any
respect by a court of competent jurisdiction, the other provisions of this Agreement shall
remain in full force and effect.
SECTION 25. APPLICABLE LAW. This Agreement shall be governed by
and construed in accordance with the laws of the State of Florida.
15
4814-0430-8797.139753/0041
SECTION 26. JOINT EFFORT. The preparation of this Agreement has been
a joint effort of the Parties hereto and the resulting document shall not, solely as a matter of
judicial construction, be construed more severely against one of the Parties than the other.
SECTION 27. EFFECTIVE DATE. This Agreement shall become effective
on the later of (A) the date hereof, or (B) the date the last Founding Member and FDFC
executes this Agreement and the filing requirements of Section 18 hereof are satisfied.
[SIGNATURE PAGES FOLLOW]
16
4814-0430-8797.139753/0041
[SIGNATURE PAGE TO AGREEMENT]
IN WITNESS WHEREOF, this Agreement has been executed by and on behalf of
the Town of Lake Clarke Shores, Florida by its Mayor, its seal affixed hereto, as attested
by its Clerk as of the day ofApr1 , 2017.
TOWN OF LAKE CLARKE SHORES, FLORIDA
LO -A
By:
&rtes F. Schoech, Town Attorney
ATTEST:
By:�O�4b&VWA
Mary Pinkerman, Town Clerk
17
4814-0430-8797139753/0041
[SIGNATURE PAGE TO AGREEMENT]
IN WITNESS WHEREOF, this Agreement has been executed by and on behalf of
the City of Fernandina Beach, Florida by its Mayor, its seal affixed hereto, as attested by its
Clerk as of the day of S 2017.
CITY OF FERNANDINA BEACH
P�ha C -
Robin
C. Lentz
Commissioner -Mayor
APPROVED AS TO FORM AND LEGALITY:
Tammie E. Bach
City Attorney
ATTEST:
i�'ar�rinc Best
City Clerk
4814-0430-87 9".139753/0041
[SIGNATURE PAGE TO AGREEMENT]
IN WITNESS WHEREOF, this Agreement has been executed by and on behalf of
the FDFC by the authorized signatory identified below.
FLORIDAD S ELOPMENT FINANCE
CORPORAT
By:_
Name:
Title:
19
4814-0430-8797.139753/0041
William "Bill" F. Spivey, Jr.
Executive Director
RESOLUTION NO. 2017 -
RESOLUTION APPROVING AGREEMENT BETWEEN
COLLIER COUNTY AND FLORIDA RESILIENCY AND
ENERGY DISTRICT FOR PROPERTY ASSESSED CLEAN
ENERGY (PACE) WITHIN THE UNINCORPORATED
AREA OF COLLIER COUNTY; APPROVING
INDEMNIFICATION AGREEMENT BETWEEN COLLIER
COUNTY AND FLORIDA DEVELOPMENT FINANCE
CORPORATION; APPROVING INDEMNIFICATION
AGREEMENT BETWEEN COLLIER COUNTY AND
RENOVATE AMERICA, INC. FOR THE BENEFIT OF
COLLIER COUNTY; AND AUTHORIZING THE
CHAIRMAN OF THE BOARD OF COUNTY
COMMISSIONERS TO EXECUTE THESE AGREEMENTS.
WHEREAS, in Resolution No. , this Board approved the establishment of the
PACE program within the unincorporated area of Collier County, and approved a standard form
agreement with PACE providers; and
WHEREAS, the attached agreements between Collier County and the Florida Resiliency
and Energy District ("FRED") and between Collier County and Florida Development Finance
Corporation ("FDFC"), as the administrator for FRED, and between Collier County and
Renovate America, Inc. ("Renovate"), as third party administrator, also referred to by FRED as a
PACE provider, have been recommended for approval by the County Manager or County
Manager's designee.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY
COMMISSIONERS OF COLLIER COUNTY, FLORIDA, that:
I. This Board hereby approves the membership agreement between Collier County and
FRED (Exhibit A), the agreement between Collier County and FDFC, as the
administrator of FRED (Exhibit B), and the agreement between Collier County and
Renovate America, Inc. for FRED (Exhibit C), and this Board authorizes the Chairman
to execute the above-mentioned agreements.
2. This Board authorizes the Chairman to execute agreements with future administrators
of FRED, to provide that such future administrator of FRED shall indemnify and hold
harmless Collier County.
BE IT FURTHER RESOLVED that this Resolution be recorded in the minutes of this
Board and filed with the County Clerk's Office.
[ 17-1 M P-00193/1349114/1143
FRED Resolution Page 1 of 2
7/3/17 g
This Resolution adopted after motion, second and majority vote favoring same this
day of , 2017.
ATTEST:
DWIGHT E. BROCK, CLERK
, Deputy Clerk
Approved as to form and legality:
�c
Heidi Ashton-Cicko
Managing Assistant County Attorney
BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORIDA,
BE
Penny Taylor, Chairman
Attachments: Exhibit A — Membership Agreement
Exhibit B — Indemnification Agreement with FDFC
Exhibit C — Indemnification Agreement with Renovate America, Inc.
[ 17-1 M P-00193/1349114/1143
FRED Resolution
7/3/17 Page 2 of 2
Exhibit A
STANDARD MEMBERSHIP AGREEMENT BETWEEN THE FLORIDA
RESILIENCY AND ENERGY DISTRICT AND COLLIER COUNTY
This Agreement ("the Agreement") is entered into this day of , 2017 by and between
the FLORIDA RESILIENCY AND ENERGY DISTRICT ("FRED"), a public body corporate and politic (the
"Authority") created as a separate legal entity pursuant to Section 163.01(7), Florida Statutes, and
Collier County, a political subdivision of the State of Florida (the "County" or "Collier County")
(collectively, the "Parties") for the purpose of providing a Property Assessed Clean Energy ("PACE")
program within Unincorporated Collier County.
NOW, THEREFORE, in consideration of the terms and conditions, promises and covenants hereinafter set
forth, the Parties agree as follows:
1. Purpose. The purpose of this Agreement is to facilitate the financing of qualifying improvements
through a PACE program, in accordance with Section 163.08, Florida Statutes, for County
property owners within Unincorporated Collier County, including residential, commercial, and
industrial properties.
2. Qualifying Improvements. The Authority may provide "Qualifying Improvements" to real
property within Unincorporated Collier County, in accordance with Section 163.08, Florida
Statutes, and subject to the terms of this Agreement, as well as applicable federal, state, and
County law.
3. Financing Agreement. Before extending any financing or subjecting any participating real
property within the County, to the non -ad valorem special assessment authorized therein, the
Authority shall, on a non-exclusive basis pursuant to the Section 163.08, Florida Statutes and
this Agreement, enter into a Financing Agreement with properly owner(s) within
Unincorporated Collier County who qualify for financing through the Authority. This Financing
Agreement shall include a thorough explanation of the PACE financing process and specify at
what point in the process the special assessment will be added to the property's owner's
property taxes (after completion of the project(s), permit approval, and approval by the
property owner).
4. Assessment by Authority. The Parties acknowledge and agree that the non -ad valorem
assessments arising from a property owner's voluntary participation in the PACE Program are
imposed by the Authority and not by the County.
5. Agreements with Tax Collector and Property Appraiser. This Agreement shall be subject to the
express condition precedent that Authority enter into separate agreement(s) with the tax
collector and the property appraiser which shall provide for the assessment and collection of
any non -ad valorem special assessments imposed by the Authority and establish Cost Recovery
Reimbursements to the Collier County Tax Collector and Collier County Property Appraiser (if
any) to be charged for the collection and/or handling of those non -ad valorem assessments.
Additionally, the Parties agree that the Property Appraiser's and Tax Collector's assessment,
collection, and distribution of any such non -ad valorem assessments imposed by the Authority
are purely ministerial acts.
6. Non -Exclusive. The Program is non-exclusive, meaning the County specifically reserves the right
to authorize other entities to provide a similar program under Section 163.08, Florida Statutes;
or create its own program under Section 163.08; Florida Statutes.
7. Boundaries of for Program. For purposes of the PACE Program authorized by this Agreement,
the boundaries of the Authority shall include the legal boundaries of Unincorporated Collier
County, which boundaries may be limited, expanded, or more specifically designated from time
to time by the County by providing written notice to the Authority.
8. Properties. Within the Unincorporated area of Collier County, residential, commercial, and
industrial properties may be eligible.
PACE program guidelines and other materials. All PACE materials for use within Unincorporated
Collier County, or otherwise related to this Agreement, including but not limited to program
guidelines, rules, consumer agreements, consumer financing agreements, and promotional
materials, shall be fully consistent with the Collier County Land Development Code, Collier
County Code of Laws and Ordinances, and Collier County resolutions, all of which may be
amended from time to time, and with this Agreement and applicable federal and state laws. The
Authority acknowledges and agrees that PACE materials for use within Unincorporated Collier
County, or otherwise related to this Agreement, shall be modified accordingly and reviewed on
a continuing basis for consistency with applicable County, state and federal laws. It shall be the
obligation of the Authority to establish and maintain such consistency. County shall provide
written notice to the Authority of any proposed legislative changes to the PACE program via
electronic transmission or US Mail no later than five (5) days prior to the public hearing on the
proposed legislative changes.
10. Local program Guidelines. The Parties agree that the County may in the future implement its
own local program guidelines or affirmatively modify the program guidelines to be utilized in
Unincorporated Collier County. If the County decides to exercise these rights, it shall give sixty
(60) days written notice to the Authority. Any such local program guidelines can be amended
and changed only by resolution of the Board of County Commissioners. The County may adopt
more restrictive guidelines than those of the Authority. Notwithstanding anything stated herein
to the contrary, the PACE materials, including the Authority's program guidelines, shall be fully
consistent with applicable County, state and federal laws.
11. Prepayment penalties. The Authority shall not charge or impose a prepayment penalty on
residential property. To the extent that the Authority may charge or impose prepayment
penalties, for commercial and industrial properties, the Authority may not allow or charge any
prepayment penalties except in the case when an assessment is paid off in full within five (5)
years after the effective date of financing agreement with the property owner. Where the
Authority may charge or impose prepayment penalties for commercial and industrial properties,
the Authority shall offer and inform property owners of the Authority's hardship exception, for
instances where a commercial and industrial property owner becomes disabled or deceased.
Any such prepayment penalties, as well as information about the hardship exception, shall be
clearly disclosed within all property owner financing agreements and in all PACE materials,
including but not limited to program guidelines, program rules, consumer agreements, and
consumer informational documents. For commercial and industrial properties, prepayment
penalties may be charged or imposed by the Authority to the extent permitted by law.
12. Disclosures. The PACE materials, including but not limited to the Financing Agreement with the
property owner, consumer agreement, and program guidelines, shall clearly disclose, in plain
language, the fixed interest rate to be charged, including points, as well as any and all fees or
penalties, that may be separately charged to the property owner, including prepayment
penalties for commercial and industrial properties, and potential late fees. To the extent that
additional fees are not specifically disclosed in a written agreement with the properly owner,
the subsequent charging or collecting of any such additional fees by the Authority or its agents,
administrators, or subcontractors shall be prohibited. The Authority shall place the following
sentence or similar language (without the County's logo) on all customer communications and
agreements:
Please be aware that Collier County government is not operating or administering the
PACE program in any way. All contractual PACE agreements are between property
owners and the Authority, a non -County entity. All questions and concerns about this
PACE Program should therefore be addressed to: [Authority contact / remedy
information].
13. Consumer Assistance. In order to assist those persons who may have difficulty reading or
understanding the PACE materials, such as the Financing Agreement, program guidelines and
other consumer agreements, the Authority shall provide optional one-on-one assistance
regarding the Authority Program, program terms, program process, program documents, and all
other pertinent information. Information regarding this option for personal assistance shall be
printed in English, Spanish, and Haitian Creole on PACE promotional materials.
14. Disclosures related to lenders. While the Authority will provide required forms for lender
notification, the Authority shall make clear that the ultimate responsibility for addressing issues
with existing lenders remains with property owners. A statement to this effect should be placed
in the PACE materials, including all agreements with the property owner. In addition, the PACE
materials, including all agreements with the property owners, shall include a statement that
strongly urges the property owner to increase monthly escrow immediately after financing is
released.
15. Administrative Fees. The County may impose administrative fees to cover the County's
administrative costs related to this Agreement. Such administrative fees may be established by
the Collier County Board of County Commissioners, by separate action, and shall be charged to
the Authority. The County shall provide written notice to the Authority of any proposed
legislative changes to the PACE program via electronic transmission or US Mail no later than five
(5) days prior to the public hearing on the proposed legislative changes.
16. Responsibilities of the Authority. The Authority shall be solely responsible for all matters
associated with origination, funding, financing, and administration of each of the Authority's
authorized non -ad valorem assessments, including responding to any complaints or inquiries by
participants, tax certificate holders, lenders or others relating to the special assessments, the
financing agreements, the qualifying improvements, or any other aspect of the Program.
17. Survival of Assessments. During the term of this Agreement, the Authority may, on a non-
exclusive basis, levy voluntary non -ad valorem special assessments on participating properties
within the boundaries of Unincorporated Collier County to help finance the costs of Qualifying
Improvements for those individual properties. Those properties receiving financing for
Qualifying Improvements shall be assessed from time to time, in accordance with Section
163.08, Florida Statutes, and other applicable law. Notwithstanding termination of this
Agreement or notice of a change in boundaries by County as provided for herein, those
properties that have received financing for Qualifying Improvements shall continue to be a part
of the Authority, until such time that all outstanding debt has been satisfied.
18. Term. This Agreement shall remain in full force and effect from the date of its execution by both
Parties. Any Party may terminate this Agreement for convenience upon ninety (90) days prior
written notice ("Termination Notice"). Beginning on the date the Authority receives a
Termination Notice from the County ("Termination Date"), the Authority shall not approve any
new applications affecting property within the legal boundaries of the Unincorporated Collier
County referenced in the Termination Notice. Notwithstanding termination of this Agreement,
however, property owners whose, applications were approved prior to the Termination Date,
and who received funding through the Program, shall continue to be a part of the Authority, for
the sole purpose of paying their outstanding debt, until such time that all outstanding debt has
been satisfied.
19. Kick -Back Policy. PACE programs shall have and shall strictly enforce anti -kickback policies and
procedures that prohibit direct financial or other monetary incentives to contractors in
exchange for or related to such contractor being awarded work under a PACE program,
excepting payment for the contractor's installation of eligible improvements.
20. Termination for cause. In the event that Collier County determines that the Authority has
violated any of the terms of this Agreement, the County shall terminate this Agreement for
cause via written notice to the Authority.
21, Consent. This Agreement, together with the resolution by the Collier County Board of County
Commissioners approving this Agreement, shall be considered the Parties consent to authorize
the Authority within Unincorporated Collier County, as required by Section 163.08, Florida
Statutes.
22. County Coordinator. The County Manager or his/her designee shall serve as the County's
primary point of contact and coordinator.
23. County Responsibility. Collier County shall have no responsibility for the payment of Authority
fees or the Authority's third party administrator fees, of any kind, including but not limited to
termination fees, Opt -in fee, maintenance fee, or Opt -out fees. In the event that fees become
due, the Authority shall pay any and all associated costs within 30 calendar days. If Authority
membership is required, County shall also be a non-voting member of the Authority.
24. Carbon or Similar Credits. In the event that the Financing Agreement or any other PACE
agreement with the property owner provides for transfer of any carbon or similar mitigation
credits derived from Qualifying improvements to the Authority, any such carbon or similar
mitigation credits derived from Unincorporated Collier County, shall be shared in equal parts
between the Authority and Collier County.
25. Contingency Plans. In the event that Florida's PACE statute is found to be unlawful, struck down
by a court, or if the PACE assessments are determined by a court to not be special assessments,
the Authority agrees and acknowledges that Collier County may not be able to place PACE
assessments on the tax rolls or collect PACE assessments, and that such a determination shall be
made in the sole discretion of Collier County.
26. Bonds. The Authority is not authorized to issue bonds, or any other form of debt, on behalf of
Collier County. To the extent that the Authority issues bonds under its own authority in
connection with this Agreement, the pledge will be based on the PACE assessments, and the
County shall not be obligated in any way. For any such bonds, the bond disclosure document, if
any, shall include references to the fact that Collier County is not an obligated party.
27. Opinion of Bond Counsel. Prior to the effective date of this Agreement, the Authority shall
deliver to the County an "Opinion of Bond Counsel" stating that, based on counsel's review of
the bond validation judgment and the underlying bond documents, the Program's structure
complies with the bond validation judgment and the underlying bond documents. The Authority
acknowledges that the County is relying on the Opinion of Bond Counsel in its decision to
execute this Agreement.
28. Resale or Refinancing of a Property. The Authority recognizes that some lenders may require full
repayment of the Program's non -ad valorem assessments upon resale or refinancing of a
property. The Authority agrees to provide written disclosure of this matter in all PACE materials,
including, but not limited to, the Financing Agreement with the property owner, consumer
agreement, program guidelines, and promotional materials.
29. Agents of Authority. The Authority shall ensure that its agents, administrators, subcontractors,
successors, and assigns are, at all times, in compliance with the terms of this Agreement and
applicable County, state and federal laws. County shall provide written notice to the Authority of
any proposed legislative changes to the PACE program via electronic transmission or US Mail no
later than five (5) days prior to the public hearing on the proposed legislative changes.
30. Notices. Any notices to be given hereunder shall be in writing and shall be deemed to have been
given if sent by hand delivery, recognized overnight courier (such as Federal Express), or by
written certified U.S. mail, with return receipt requested, addressed to the Party for whom it is
intended, at the place specified. For the present, the Parties designate the following as the
respective places for notice purposes:
If to the Authority:
The Florida Resiliency and Energy District
c/o Florida Development Finance Corporation
William "Bill" F. Spivey, Jr.
Executive Director
800 N. Magnolia Avenue
Suite 1100
Orlando, FL 32803
407.956.5695 (t)
bspivev@fdfcbonds.com
and Issuer's Counsel with Broad and Cassel
Joseph Stanton, Esq.
Bank of America Center
390 North Orange Avenue
Suite 1400
Orlando, FL 32801-4961
407.839.4200 (t)
jstanton@broadandcassel.com
If to County:
County Manager
3299 Tamiami Trail East, Suite 202
Naples, FL 34112
With a copy to:
County Attorney
3299 Tamiami Trail East, Suite 800
Naples, FL 34112
31. Amendments. No modification, amendment or alteration in the terms or conditions contained
herein shall be effective unless contained in a written document prepared with the same or
similar formality as this agreement and executed by the Collier County Board of County
Commissioners and the Authority.
32, Joint Effort. This Agreement has been a joint effort of the Parties hereto and the resulting
document shall not, solely as a matter of judicial construction, be construed more severely
against one of the Parties than the other.
33. Merger. This Agreement represents the final and complete understanding of the Parties
regarding the subject matter hereof and supersedes all prior and contemporaneous
negotiations, correspondence, agreements, or understandings applicable to the matters
contained herein; and the Parties agree that there are no commitments, agreements, or
understandings concerning the subject matter of this Agreement that are not contained in this
document. Accordingly, the Parties agree that no deviation from the terms hereof shall be
predicated upon any prior representations or agreements, whether oral or written.
34. Assignment. The respective obligations of the Parties set forth in this Agreement shall not be
assigned, in whole or in part, without the written consent of the other Party hereto.
35. Third Party Beneficiaries. Neither the County nor the Authority intends to directly or
substantially benefit a third party by this Agreement. Therefore, the Parties acknowledge that
there are no third party beneficiaries to this Agreement and that no third party shall be entitled
to assert a right or claim against either of them based upon this Agreement.
36. Records. The Parties shall each maintain their own respective records and documents associated
with this Agreement in accordance with the requirements for records retention set forth in
Chapter 119, Florida Statutes.
37. Severability. In the event a portion of this Agreement is found to be unenforceable by a court of
competent jurisdiction, that part shall be deemed severed from this Agreement and the
remaining provisions of this Agreement shall remain in full force and effect.
38. Administrator Indemnification. Any and all administrators of the Authority shall be required to
execute a separate indemnification agreement with the County. The Authority acknowledges
and agrees that as of the execution of this Agreement, Renovate America, Inc. is the only
administrator for the Authority, and that Renovate America, Inc. has executed the separate
indemnification agreement with Collier County for the benefit of the County. If the Authority
changes its administrator, the Authority shall ensure that any and all administrators also provide
the County with a separate indemnification agreement, on a form to be approved by the County
Attorney's Office, within 10 business days of assuming administrative responsibilities for the
Authority.
39. Effective Date. This Agreement shall become effective upon the execution by both Parties
hereto.
40. Law Jurisdiction and Venue. This Agreement shall be interpreted and construed in accordance
with and governed by the laws of the state of Florida. The Parties agree that the exclusive venue
for any lawsuit arising from, related to, or in connection with this Agreement shall be in the
state courts of the Twentieth Judicial Circuit in and for Collier County, Florida, the United States
District Court for the Middle District of Florida or United States Bankruptcy Court for the Middle
District of Florida, as appropriate.
41. Indemnification. To the maximum extent permitted by Florida law, the Authority shall indemnify
and hold harmless Collier County, its officers, agents and employees from any and all claims,
liabilities, damages, losses, costs, and causes of action which may arise out of an act, omission,
including, but not limited to, reasonable attorneys' fees and paralegals' fees, to the extent
caused by the negligence, recklessness, or intentionally wrongful conduct of the Authority or
any of its agents, officers, servants, employees, contractors, patrons, guests, clients, licensees,
invitees, or any persons acting under the direction, control, or supervision of the Authority in
the performance of this Agreement. This indemnification obligation shall not be construed to
negate, abridge or reduce any other rights or remedies which otherwise may be available to an
indemnified party or person described in this paragraph. The Authority shall pay all claims and
losses of any nature whatsoever in connection therewith and shall defend all suits in the name
of Collier County and shall pay all costs (including attorney's fees) and judgments which may
issue thereon. This Indemnification shall survive the termination and/or expiration of this
Agreement. This section does not pertain to any incident arising from the sole negligence of
Collier County. The foregoing indemnification shall not constitute a waiver of sovereign
immunity beyond the limits set forth in Section 768.28, Florida Statutes. This Section shall
survive the expiration of termination of this agreement.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written
above.
Attest COLLIER COUNTY, FLORIDA
Dwight E. Brock, Clerk
By: By:
Witness Name
Name and Title Title
By:
Name
Title
Approved as to form and legality:
Exhibit B
AGREEMENT BETWEEN FLORIDA DEVELOPMENT FINANCE CORPORATION,
ADMINISTRATOR FOR THE FLORIDA RESILIENCY AND ENERGY DISTRICT, AND
COLLIER COUNTY
This Agreement (the Agreement") is entered into this day of , 2017
by and between Florida Development Finance Corporation, the administrator for the Florida
Resiliency and Energy District, and Collier County, a political subdivision of the State of Florida
(the "County") (collectively, the "Parties").
WHEREAS, Collier County and the Florida Resiliency and Energy District have
proposed to enter into an agreement to authorize the Florida Resiliency and Energy District to
operate within the boundaries of Unincorporated Collier County for the purposes of providing a
Property Assessed Clean Energy (PACE) program; and
WHEREAS, Florida Development Finance Corporation is the administrator for the
Florida Resiliency and Energy District, and Florida Development Finance Corporation would be
operating on behalf of the Florida Resiliency and Energy District within Unincorporated Collier
County; and
WHEREAS, Florida Development Finance Corporation, is a Florida public body corporate
and authorized by Chapter 288, Part X, Florida Statutes; and
WHEREAS, Florida Development Finance Corporation has agreed to provide Collier
County with a separate indemnification agreement for the benefit of Collier County,
Collier County and Florida Development Finance Corporation hereby enter into the
following Agreement:
1. The foregoing recitals are incorporated into this Agreement and approved.
2. Florida Development Finance Corporation shall indemnity and hold harmless the
County and its officers, employees, agents and instrumentalities from any and all
liability, losses or damages, including attorneys' fees and costs of defense, which the
County or its officers, employees, agents or instrumentalities may incur as a result of
claims, demands, suits, causes of actions or proceedings of any kind or nature arising
out of, relating to or resulting from the performance of this Agreement by Florida
Development Finance Corporation or its employees, agents, servants, partners,
principals, administrators, subcontractors, or agents. Florida Development Finance
Corporation shall pay all claims and losses in connection therewith and shall
investigate and defend all claims, suits or actions of any kind or nature in the name of
the County, where applicable, including appellate proceedings, and shall pay all costs,
judgments, and attorney's fees which may issue thereon. Florida Development
Finance Corporation expressly understands and agrees that any insurance protection
17 -IMP -00193/37
PACE Indemnification Agreement
7/3/17
shall in no way limit the responsibility to indemnify, keep and save harmless and
defend the County or its officers, employees, agents and instrumentalities as herein
provided.
3. This Agreement shall be interpreted and construed in accordance with and governed
by the laws of the state of Florida. The Parties agree that the exclusive venue for any
lawsuit arising from, related to, or in connection with this Agreement shall be in the
state courts of the Twentieth Judicial Circuit in and for Collier County, Florida, the
United States District Court for the Middle District of Florida or United States
Bankruptcy Court for the Middle District of Florida, as appropriate.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first
written above.
ATTEST:
DWIGHT E. BROCK, CLERK
, Deputy Clerk
Approved as to form and legality:
Heidi Ashton-Cicko
Managing Assistant County Attorney
17 -IMP -00193/37
PACE Indemnification Agreement
7/3/17
BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORIDA,
:
Penny Taylor, Chairman
FLORIDA DEVELOPMENT FINANCE
CORPORATION
wo
Print Name:
Print Title:
Exhibit C
AGREEMENT BETWEEN RENOVATE AMERICA INC., THIRD PARTY
ADMINISTRATOR FOR THE FLORIDA RESILIENCY AND ENERGY DISTRICT, AND
COLLIER COUNTY
This Agreement (the Agreement") is entered into this day of , 2017 by and
between Renovate America Inc., the third party administrator of the Florida Resiliency and Energy
District, and Collier County, a political subdivision of the State of Florida (the "County")
(collectively, the "Parties").
WHEREAS, Collier County and the Florida Resiliency and Energy District have
proposed to enter into an agreement to authorize the Florida Resiliency and Energy District to
operate within the boundaries of Unincorporated Collier County for the purposes of providing a
Property Assessed Clean Energy (PACE) program; and
WHEREAS, Renovate America Inc., is the third party administrator for the Florida
Resiliency and Energy District, and Renovate America Inc., would be operating on behalf of the
Florida Resiliency and Energy District within Unincorporated Collier County; and
WHEREAS, Renovate America Inc., a Delaware corporation; and
WHEREAS, Renovate America Inc., has agreed to provide Collier County with a separate
indemnification agreement for the benefit of Collier County,
Collier County and Renovate America Inc., hereby enter into the following Agreement:
1. The foregoing recitals are incorporated into this Agreement and approved.
Renovate America Inc., shall indemnity and hold harmless the County and its officers,
employees, agents and instrumentalities from any and all liability, losses or damages,
including attorneys' fees and costs of defense, which the County or its officers,
employees, agents or instrumentalities may incur as a result of claims, demands, suits,
causes of actions or proceedings of any kind or nature arising out of, relating to or
resulting from the performance of this Agreement by Renovate America Inc., or its
employees, agents, servants, partners, principals, administrators, subcontractors, or
agents. Renovate America Inc., shall pay all claims and losses in connection therewith
and shall investigate and defend all claims, suits or actions of any kind or nature in
the name of the County, where applicable, including appellate proceedings, and shall
pay all costs, judgments, and attorney's fees which may issue thereon. Renovate
America Inc., expressly understands and agrees that any insurance protection shall in
no way limit the responsibility to indemnify, keep and save harmless and defend the
County or its officers, employees, agents and instrumentalities as herein provided.
3. This Agreement shall be interpreted and construed in accordance with and governed
by the laws of the state of Florida. The Parties agree that the exclusive venue for any
lawsuit arising from, related to, or in connection with this Agreement shall be in the
state courts of the Twentieth Judicial Circuit in and for Collier County, Florida, the
United States District Court for the Middle District of Florida or United States
Bankruptcy Court for the Middle District of Florida, as appropriate.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first
written above.
ATTEST:
DWIGHT E. BROCK, CLERK
, Deputy Clerk
Approved as to form and legality:
Heidi Ashton-Cicko
Managing Assistant County Attorney
BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORIDA,
M.
Penny Taylor, Chairman
Print Name:
Print Title: