Resolution 2025-219INSTR 6742935 OR 6518 PG 1833
RECORDED 10/20/2025 11:28 AM PAGES 10
CLERK OF THE CIRCUIT COURT AND COMPTROLLER
COLLIER COUNTY FLORIDA
REC $86.50
RESOLUTION NO. 2025- 219
A RESOLUTION OF THE BOARD OF COUNTY
COMMISSIONERS OF COLLIER COUNTY, FLORIDA,
ACTING AS THE EX-OFTICIO GOVERNING BOARD OF
THE COL,L.IER COUNTY WATER -SEWER DISTRICT,
REPEALING AND REPLACING RESOLUTION NO. 2023-
135, AS AMENDED BY RESOLUTION 2024-212, BY
MODIFYING THE UTILITY PROJECT A- I DESCRIPTION
SET FORTH ON EXHIBIT A TO SUCH RESOLUTION
AND INCREASING AND AUTHORIZING THE
BORROWING OF NOT EXCEEDING $50,000,000 TO
$200,000,000 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 EXECUhION 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.
WHEREAS, on July 11, 2023 the Board of County Commissioners (the "Board")
of Collier County, Florida (the "County"), acting as the Ex-Officio Governing Board of the
Collier County Water -Sewer District (the "District"), adopted Resolution No. 2023-135
(the "Original Resolution"), approving borrowing of not exceeding $50,000,000 from the
Florida Local Government Finance Commission (the "Commission") pursuant to the terms
of a Loan Agreement (Utility) among the District, JPMorgan Chase Bank, N.A. and the
Commission to finance costs of various capital improvements to the District's Utility
System, as described in the Original Resolution; and
WHEREAS, on November 12, 2024 the Board of the County, as Ex-Officio
governing body of the District, adopted Resolution No. 2024-212 (the "Amending
CA t� j
Resolution") amending Resolution No. 2023-135 to expand the list of projects described
in Exhibit A to be financed with proceeds of the approved borrowing; and
WHEREAS, the District would like to further expand the list of projects described
in Exhibit A to the Original Resolution, as amended by the Amending Resolution
(collectively, the "Approving Resolution"), to include additional projects to be financed,
and to increase the authorized borrowing amount to not exceeding $200,000,000, and
deems it necessary and desirable to repeal and replace Resolution No. 2023-135, as
amended by Resolution No. 2024-212, in its entirety as provided herein.
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. AUTHORITY. This Resolution is adopted pursuant to Part I,
Chapter 125, Florida Statutes, Part II, Chapter 153, Florida Statutes, Part 1, Chapter 163,
Florida Statutes, Chapter 78-489, Laws of Florida, Special Acts of 1978, as amended, and
all other applicable provisions of law.
SECTION 2. REPEAL AND REPLACEMENT. Resolution No. 2023-
135, as amended by Resolution No. 2024-212, is hereby amended and restated in its
entirety to read as follows:
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.
"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.
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"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-l.
"Loan Agreement" rneans 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
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.
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"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-V 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
adoption of this Resolution; and the term "hereafter" shall mean aver 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.
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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 ofacquiring, 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 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
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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 21.8.385(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 $200,000,000 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 fo►7n attached to the Loan Agreement as Exhibit
I). 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 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-L (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
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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.
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, including Resolution No. 2023-135, as amended by
Resolution No. 2024-212, are hereby superseded and repealed to the extent of such conflict.
SECTION 11. EFFECTIVE DATE. This Resolution shall take effect
immediately upon its adoption.
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DULY ADOPTED by the Board of County Commissioners of Collier County, Florida,
this 1411 day of October, 2025.
ATTEST:
CRYSTAL K. KINZEL. CLERK
"` rd ':, ,-�Att�stal�o'Chairman's
signature only
4prox Yas'#h form and legality:
BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORIDA, AS THE
EX OFFICIO GOVERNING BOARD OF THE
COLLIER COUNTY WATER -SEWER DISTRICT
By: A.. ,
Z_wlavla 4%
Burt L. Saunders, Chairman
Jeffrey A. Klatzkow, rounty Attorney�l
C'At)
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:
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.
Golden Gate City Wastewater Treatment Plant expansion - The existing Golden
Gate Wastewater Treatment Plant ("GGWWTP") is a 1.50 MGD AADF package plant
activated sludge wastewater treatment facility. The Golden Gate City Central Service
Area is expanding to accommodate flow from current and future development in
Activity Center 99 and the surrounding area north of I-75. To facilitate this service
area expansion as well as anticipated redevelopment of the Golden Gate Parkway
corridor and the Golden Gate Country Club (acquired by the County in July 2019) and
the conversion of existing septic system users within the existing service area, the
GGWWTP will undergo a 3.5 Million Gallons per Day (MGD) expansion, including
construction of necessary utility appurtenances, resulting in the 5.0 MGD (net) Central
Collier Regional Water Reclamation Facility. This is a multi -year compliance
assurance program that restores, rehabilitates and replaces aging wastewater treatment
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systems within the District acquired Golden Gate City Wastewater Treatment Plant to
maintain compliance and to meet operational needs.
Wastewater Regional Treatment Plant expansion - Design, Construction and
Engineering Inspection for wastewater regional treatment plant capacity expansion,
including but not limited to treatment technology and flow management improvement
and deep injection well, irrigation quality water system expansion, associated
pipelines, and other utility facilities as necessary to meet operational needs.
Northeast Service Area - Design, Construction, Engineering Inspection and
Program Management for the Northeast Service Area Program, including but not limited
to water and wastewater treatment plants, mains and pipelines, storage tanks, pump
stations, irrigation quality water system, monitoring wells, raw water wells, power, fiber
infrastructure, supervisory control and data acquisition, appurtenances, sitework and
landscaping necessary to enable future production, treatment, distribution and collection in
the Northeast Service Area.
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