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Backup Documents 07/11/2023 Item #11B re" 11B jskkv.N RIGINAL DOCUMENTS CHECKLT & ROUTING �r( TO ACCOMPANY ALL ORIGINAL DOCUMENTSIS SENT TOSLIP (�',4THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later than Monday preceding the Board meeting. **NEW** ROUTING SLIP Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office. Route to Addressee(s) (List in routing order) Office Initials Date 1. 2. 3. County Attorney Office County Attorney Office 5AkI(, 7/11)2 5 4. BCC Office Board of County Commissioners I.L / // 7/r�23 5. Minutes and Records Clerk of Court's Office I 7 a(� R.,Z3 ( PRIMARY CONTACT INFORMATION Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the addressees above,may need to contact staff for additional or missing information. Name of Primary Staff _ Phone Number Contact/ Department J 05EP/+ C -c* ( 39)a —`Uo) Agenda Date Item was Agenda Item Number Approved by the BCC 0 4L ( /, , 2.0.Z,3 I I B Type of Document p Number of Original Attached Rt�L4� Documents Attached PO number or account number if document is q,0013 oZ/pi I 6ii9Q30 Z DV)— 115 to be recorded INSTRUCTIONS & CHECKLIST Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not appropriate. (Initial) Applicable) 1. Does the document require the chairman's original signature? 2. Does the document need to be sent to another agency for additional signatures? If yes, �?� provide the Contact Information(Name;Agency;Address; Phone)on an attached sheet. (J�' 3. Original document has been signed/initialed for legal sufficiency. (All documents to be signed by the Chairman,with the exception of most letters,must be reviewed and signed by the Office of the County Attorney. 4. All handwritten strike-through and revisions have been initialed by the County Attorney's Office and all other parties except the BCC Chairman and the Clerk to the Board 5. The Chairman's signature line date has been entered as the date of BCC approval of the document or the final negotiated contract date whichever is applicable. 6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's Psignature and initials are required. 7. In most cases(some contracts are an exception),the original document and this routing slip should be provided to the County Attorney Office at the time the item is input into SIRE. Some documents are time sensitive and require forwarding to Tallahassee within a certain time frame or the BCC's actions are nullified. Be aware of your deadlines! 8. The document was approved by the BCC on WI//id�.3 and all changes made during the meeting have been incorporated in the attached document. The County r Attorney's Office has reviewed the changes,if applicable. y. . _ 9. Initials of attorney verifying that the attached document is the version approved by the BCC,all changes directed by the BCC have been made,and the document is ready for the Chairman's signature. g Receipt# 008736828 7/14/2023 1:41:02 PM Crystal K. Kinzel Clerk of the Circuit Court and Comptroller Ja � � O �FTHF CIRJ`^ O — _ O _ 0 Customer Deputy Clerk Clerk Office Location INTEROFFICE Steven M. Sanchez Collier County Govt. Center CLERK TO THE BOARD/MINS Recordinghelp@Collierclerk.com Building LA, 2nd Floor & REC (239)252-2646 3315 Tamiami Trl E Ste 102 3299 TAMIAMI TRL E STE 401 Naples, Florida 34112-4901 NAPLES, FL 34112 1 Document Recorded DOC TYPE INSTRUMENT BOOK PAGE AMOUNT Government Related 6428725 6268 1865 $69.50 TOTAL AMOUNT DUE $69.50 Clerk Account#: BCC ($69.50) BALANCE DUE $0.00 Note: 7/14/2023 1:41:02 PM Steven M. Sanchez: CHARGE ACCOUNT: 34008 210111 649030 DEPARTMENT: UTILITIES FINANCE OPERATIONS Disclaimer: All transactions are subject to review/verification. The Clerk reserves the right to correct for clerical errors and to assess or refund charges as needed. ©CDQRIQQ@ ❑gQrga Page 1 of 1 INSTR 6428725 OR 6268 PG 1865 RECORDED 7/14/2023 1:41 PM PAGES 8 CLERK OF THE CIRCUIT COURT AND COMPTROLLER COLLIER COUNTY FLORIDA REC$69.50 �l RESOLUTION NO. 2023-135 1 1 B A RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA, ACTING AS THE EX-OFFICIO GOVERNING BOARD OF THE COLLIER COUNTY WATER-SEWER DISTRICT AUTHORIZING THE BORROWING OF NOT EXCEEDING $50,000,000 FROM THE POOLED COMMERCIAL PAPER LOAN PROGRAM OF THE FLORIDA LOCAL GOVERNMENT FINANCE COMMISSION PURSUANT TO THE TERMS OF THE LOAN AGREEMENT (UTILITY) AMONG THE DISTRICT, JPMORGAN CHASE BANK, N.A., AND THE COMMISSION IN ORDER TO FINANCE COSTS OF VARIOUS CAPITAL IMPROVEMENTS TO THE UTILITY SYSTEM, INCLUDING THE REIMBURSEMENT OF ANY EXPENSES PREVIOUSLY INCURRED BY THE DISTRICT IN CONNECTION THEREWITH; AUTHORIZING THE EXECUTION OF A LOAN NOTE OR LOAN NOTES TO EVIDENCE SUCH BORROWING AND AGREEING TO SECURE SUCH BORROWING WITH A SUBORDINATE PLEDGE OF NET REVENUES OF THE UTILITY SYSTEM, ALL AS PROVIDED IN THE LOAN AGREEMENT (UTILITY); AUTHORIZING THE EXECUTION AND DELIVERY OF SUCH OTHER DOCUMENTS AS MAY BE NECESSARY TO EFFECT SUCH BORROWING; AND PROVIDING AN EFFECTIVE DATE. BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA, ACTING AS THE EX-OFFICIO GOVERNING BOARD OF THE COLLIER COUNTY WATER-SEWER DISTRICT: SECTION 1. DEFINITIONS. Unless the context of use indicates another meaning or intent, the following words and terms as used in this Resolution shall have the following meanings. Capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the hereinafter defined Loan Agreement. "Act" means, collectively, Part I, Chapter 125, Florida Statutes, Part II, Chapter 153, Florida Statutes, Part I, Chapter 163, Florida Statutes, Chapter 78-489, Laws of Florida, Special Acts of 1978, as amended, and all other applicable provisions of law. "Additional Payments" means the payments required to be made by the Public Agency pursuant to Sections 5.02(b), 5.02(c), 5.02(d), 5.05, 6.06(e) and 8.04 of the Loan Agreement. i 1 8 4 "Bank" means JPMorgan Chase Bank, N.A., and any successors thereto. "Board" means the Board of County Commissioners of Collier County, Florida, acting as the ex-officio governing board of the Public Agency. "Chairman" means the Chairman or Vice Chairman of the Board, and such other person as may be duly authorized to act on his or her behalf "Clerk" means the Clerk of the Board and ex-officio Clerk of the Public Agency, and such other person as may be duly authorized to act on his or her behalf "Commission" means the Florida Local Government Finance Commission, and any assigns or successors thereto. "County" means Collier County, Florida, a political subdivision the State of Florida. "Designated Revenues" means (1) Net Revenues as set forth in the Loan Agreement, (2) the proceeds of the Loan pending the application thereof, and (3) the proceeds of any obligations issued to refinance Loans made under the Loan Agreement. "Draw Date" has the meaning set forth in the Loan Agreement. "Loan" means the loan to be made by the Commission to the Public Agency from proceeds of the Series A Notes in accordance with the terms of this Resolution and of the Loan Agreement. "Loan No. A-1 (Utility)" means the loan designated as "Loan No. A-1 (Utility)," the proceeds of which shall be used to finance Utility Project A-1. "Loan Agreement" means the Loan Agreement (Utility), to be executed in connection with Loan No. A-1 (Utility) among the Public Agency, the Commission and the Bank, as the same may be amended and supplemented, which Loan Agreement was approved by the Board on October 25, 2022. "Loan Note" means a note of the Public Agency evidencing the obligations incurred under the Loan Agreement by the Public Agency on account of a borrowing of money made in regard to a Loan, which shall be in substantially the form provided in the Loan Agreement. "Loan Rate" has the meaning set forth in the Loan Agreement. "Loan Repayments" or "Repayments" means the payments of principal and interest on the Loan Amounts payable by the Public Agency pursuant to the provisions of 2 iib the Loan Agreement and all other payments, including Additional Payments, payable by the Public Agency pursuant to the provisions of the Loan Agreement. "Net Revenues" shall have the meaning ascribed thereto in the Utility Resolution. "Parity Obligations" means the Public Agency's outstanding Water and Sewer Refunding Revenue Note (Subordinate), Series 2016 and any other debt issued on parity with Loan No. A-1 under the Loan Agreement. "Program" means the Pooled Commercial Paper Loan Program established by the Commission for which the Bank currently provides the Credit Facility. "Public Agency" means the Collier County Water-Sewer District, a body corporate and politic and a duly constituted political subdivision of the State of Florida (the "State"). "Resolution" means this Resolution, as the same may from time to time be amended, modified or supplemented. "Senior Obligations" means (1) the Public Agency's Water and Sewer Revenue Bond, Series 2018, Water and Sewer Revenue Bonds, Series 2019, Water and Sewer Revenue Bonds, Series 2021 and Taxable Water and Sewer Refunding Revenue Bond, Series 2023; (2) any obligations issued on parity with any of the obligations described in clause (1) above; (3) any obligations issued to refund any of the obligations described in clause (1) or (2) above; and (4) any obligations issued on parity with the obligations described in clause (3) above. "Series A Notes" means the Commission's Pooled Commercial Paper Notes, Series A (Governmental Issue), to be issued from time to time by the Commission. "System" shall have the meaning provided therefor in the Utility Resolution. "Utility Project A-1" means the acquisition, construction and equipping of various utility capital improvements as described on Exhibit A hereto and as more particularly described in the plans and specifications on file with the Public Agency, and as the same may be amended or modified from time to time. "Utility Resolution" means the Public Agency's Resolution No. CWS-85-5, adopted on July 30, 1985, as restated, amended and supplemented, and any successor instrument thereto. The terms "herein," "hereunder," "hereby," "hereto," "hereof," and any similar terms, shall refer to this Resolution; the term "heretofore" shall mean before the date of 3 1 1 B adoption of this Resolution; and the term "hereafter" shall mean after the date of adoption of this Resolution. Words importing the masculine gender include every other gender. Words importing the singular number include the plural number, and vice versa. SECTION 2. AUTHORITY FOR RESOLUTION. This Resolution is adopted pursuant to the provisions of the Act. SECTION 3. FINDINGS. It is hereby ascertained, determined and declared that: (A) The Commission has been established for the principal purpose of issuing commercial paper notes in order to provide funds to loan to public agencies, such as the Public Agency, desiring to finance the cost of acquiring, constructing and equipping capital improvements and to finance other governmental needs. (B) In furtherance of the foregoing, the Commission shall issue, from time to time, commercial paper notes to be known as "Florida Local Government Finance Commission Pooled Commercial Paper Notes, Series A (Governmental Issue)" pursuant to the Program and shall loan the proceeds of such Series A Notes to public agencies, including the Public Agency. (C) Pursuant to the authority of the Act, the Commission has agreed to loan, from time to time, to the Public Agency such amounts as shall be authorized herein and in the Loan Agreement in order to enable the Public Agency to finance, refinance and/or reimburse the costs of the acquisition, construction and equipping of various capital improvements to the System, including the Utility Project A-1, and the Public Agency desires to borrow such amounts from the Commission subject to the terms and conditions of the Loan Agreement. (D) There is presently a need by the Public Agency to finance the acquisition, construction and equipping of the Utility Project A-1 and the most cost-effective means by which to finance the Utility Project A-1 is by use of moneys obtained pursuant to the Program by means of Loan No. A-1 (Utility). (E) The Public Agency hereby determines that the provision of funds by the Commission to the Public Agency in the form of Loan No. A-1 (Utility) pursuant to the terms of the Loan Agreement and the financing of a portion of Utility Project A-1 will assist in the development and maintenance of the public welfare of the residents of the Public Agency, and shall serve a public purpose by improving the health and living conditions, and providing governmental services, facilities and programs and will 4 1 i B" w promote the most efficient and economical development of such services, facilities and programs. (F) Loan No. A-1 (Utility) shall be repaid solely from the Designated Revenues as described herein and in the Loan Agreement. Such Designated Revenues shall include a pledge of and lien on the Net Revenues which shall be subordinate and junior in all respects to the pledge of and lien on such Net Revenues granted to the holders of the Senior Obligations and shall be on parity with the Parity Obligations. The ad valorem taxing power of the County will never be necessary or authorized to make the Loan Repayments. (G) Due to the potential volatility of the market for tax-exempt obligations such as the Note or Notes to be issued evidencing Loan No. A-1 (Utility), the complexity of the transactions relating to such Note or Notes and the uniqueness of the Program, it is in the best interest of the Public Agency to deliver the Note or Notes to the Commission pursuant to the Program by a negotiated sale pursuant to Section 218.385(1), Florida Statutes, allowing the Public Agency to utilize the Program in which it participates from time to time and to enter the market at the most advantageous time, rather than at a specified advertised date, thereby permitting the Public Agency to obtain the best possible price, issuance costs and interest rate for such Note or Notes. SECTION 4. TERMS OF LOAN NO. A-1 (UTILITY). The Public Agency hereby approves Loan No. A-1 (Utility) in an aggregate principal amount of not exceeding $50,000,000 for the purposes of providing the Public Agency with sufficient funds to finance a portion of the costs of Utility Project A-1. The Chairman and the Clerk are hereby authorized to execute, seal and deliver on behalf of the Public Agency a Loan Note or Notes and other documents, instruments, agreements and certificates necessary or desirable to effectuate Loan No. A-1 (Utility) as provided in the Loan Agreement. The Loan Notes shall reflect the terms of the Loan or draws made on account of Loan No. A-1 (Utility) and shall be substantially in the form attached to the Loan Agreement as Exhibit D. The County Manager shall determine the dates and amounts of the funding of Loan No. A-1 (Utility) in accordance with the terms of the Loan Agreement as shall be determined necessary to finance the Utility Project A-1. The repayment of the Loan or the draws made on account of Loan No. A-1 (Utility) shall be made at such time or times as shall be determined by the County Manager and shall be permitted by the Loan Agreement and set forth in the Loan Notes; provided, however, the final maturity may not be later than five (5) years from the date of issuance. Loan No. A- 1 (Utility) is subject to mandatory prepayment in accordance with Section 5.06 of the Loan Agreement. Draws made in regard to Loan No. A-1 (Utility) shall bear interest at the Loan Rate in accordance with the terms of the Loan Agreement. The Public Agency further agrees to make all Loan Repayments required of it pursuant to the terms of the Loan Agreement. The letter of credit fee with respect to Loan No. A-1 (Utility) shall 5 I 1 B equal such amount as may be agreed upon between the Public Agency and the Bank so long as such fee does not exceed 110 basis points. SECTION 5. AUTHORIZATION OF UTILITY PROJECT A-1. The Public Agency does hereby authorize Utility Project A-1 as described herein and the reimbursement of any costs incurred by the Public Agency with respect to Utility Project A-1 within the prior 60 days that are approved by bond counsel to the Program. SECTION 6. SECURITY FOR THE LOAN. The Public Agency's obligation to repay Loan No. A-1 (Utility) will be secured by a pledge of and lien upon the Designated Revenues in accordance with the terms of the Loan Agreement. The pledge of and lien on the Net Revenues, which constitute a portion of the Designated Revenues, shall be subordinate and junior in all respects to the pledge of and lien on such Net Revenues granted to the holders of the Senior Obligations and shall be on parity with the Parity Obligations. The obligation of the Public Agency to repay Loan No. A-1 (Utility) shall not be deemed a pledge of the faith and credit or taxing power of the County and such obligation shall not create a lien on any property whatsoever of or in the County other than the Designated Revenues. SECTION 7. RESOLUTION TO CONSTITUTE CONTRACT. In consideration of the making of Loan No. A-1 (Utility) by the Commission, this Resolution shall be deemed to be and shall constitute a contract between (i) the Public Agency and (ii) the Commission and the Bank. • SECTION 8. GENERAL AUTHORITY. The members of the Board and the officers, attorneys and other agents or employees of the Public Agency are hereby authorized to do all acts and things required of them by this Resolution and the Loan Agreement, or desirable or consistent with the requirements of this Resolution and the Loan Agreement, for the full punctual and complete performance of all the terms, covenants and agreements contained in this Resolution and the Loan Agreement, and each member, employee, attorney and officer of the Public Agency or its Board is hereby authorized and directed to execute and deliver any and all papers and instruments and to do and cause to be done any and all acts and things necessary or proper for carrying out the transactions contemplated by this Resolution and the Loan Agreement. SECTION 9. SEVERABILITY. If any one or more of the covenants, agreements or provisions herein contained shall be held contrary to any express provision of law or contrary to the policy of express law, though not expressly prohibited, or against public policy, or shall for any reason whatsoever be held invalid, then such covenants, agreements or provisions shall be null and void and shall be deemed separable from the remaining covenants, agreements or provisions and shall in no way affect the validity of any of the other provisions hereof 6 11B SECTION 10. REPEAL OF INCONSISTENT RESOLUTIONS. All resolutions or parts thereof in conflict herewith which seek short-term financing of the Utility Project A-1 of the Program are hereby superseded and repealed to the extent of such conflict. SECTION 11. EFFECTIVE DATE. This Resolution shall take effect immediately upon its adoption. DULY ADOPTED, in Regular Session this 1 lth day of July, 2023. COLLIER COUNTY WATER-SEWER DISTRICT (SEAL) (...."72 ,,,,,,,,,,," , ,, Chairman, Board of County ComA;goners of Collier County, Florida, as t ',Ex-Officio Chairman of the Governing BoarL of the Collier - County Water-Sewer District ATTEST: n / Rick LoCastro, Chairman ,?. :ektuthwil-uu - IV. s. C stal K. inze1, Glerk, w ,,._.,. ... By: Deputy le k Attest as to ChaIW!a)L : .. I- signature.onty; Appro -• "..rm and Legality: 11 Jeffrey 1. KM.w, District Attorney 7 t B i EXHIBIT A UTILITY PROJECT A-1 DESCRIPTION Utility Project A-1 generally includes the following, as more particularly described in the plans and specifications on file with the Public Agency, as the same may be modified from time to time: NCWRF Preliminary Treatment Facility (Headworks) - Replace existing headworks that are over 30 years old and have reached the end of their useful lives. The project will include the installation of structures, screens, grit removal equipment, flow splitting chambers, IQ Water pumps, electrical controls, and a new electrical service to sustain compliance and meet demand with reliability through the upgrading of critical wastewater treatment components. Naples Park Public Utility Renewal - A multi-year program that provides full replacement of water, wastewater, stormwater and transportation infrastructure in Naples Park that has reached the end of its useful life. The program installs fire hydrants, water mains, force mains, gravity sewer, stormwater, and roadway infrastructure. To date, six streets are fully renewed, four have completed the water infrastructure renewal, and two are currently under construction for full renewal. This section includes design and construction of two more streets covering approximately two miles of complete infrastructure renewal. Beyond those two streets, there are five remaining for full renewal and four remaining for wastewater and stormwater renewal. This project continues the Naples Park Public Utilities Renewal program sustaining compliance, meeting demand, and providing reliability through continued proactive maintenance and replacement of the system assets. Palm River Public Utility Renewal - A multi-year ten area phased program that provides full replacement of water, wastewater, stormwater and transportation infrastructure in Palm River that has reached the end of its useful life. The program installs fire hydrants, water mains, force mains, gravity sewer, stormwater, and roadway infrastructure. To date, there are two areas currently under construction. This project involves the next two areas that equates to approximately two miles of complete infrastructure renewal. This project is part of the Palm River Public Utilities Renewal program sustaining compliance, meeting demand, and providing reliability through continued proactive maintenance and replacement of the system assets.