Agenda 03/26/2019 Item #11A03/26/2019
EXECUTIVE SUMMARY
Recommendation to adopt a Resolution which (1) repeals the existing property assessment clean
energy (PACE) program, replacing it with a new PACE Program limited to commercial, industrial
and multi -family rental apartment buildings, thereby eliminating those residential property owners
who could be targeted by unscrupulous contractors from the Program, and (2) approves a new
standard form membership agreement with PACE providers also limited to commercial, industrial
and multi -family rental apartment buildings. In addition, recommendation to direct staff to (1)
send written notice of termination of all existing membership agreements with current PACE
Providers, and (2) offer the new standard form membership agreement to all existing and other
interested PACE Providers.
OBJECTIVE: To limit the PACE Program to commercial, industrial and multi -family rental apartment
buildings, and eliminate residential property owners who could be targeted by unscrupulous contractors
from the Program.
CONSIDERATIONS: At the Board of County Commissioners March 12, 2019 meeting, the Board
directed the County Manager to bring back to their next regular meeting an executive summary repealing
Resolution No. 2017-130 that established the PACE program within unincorporated Collier County and
all associated membership agreements, and an updated PACE program establishing a revised PACE
program within unincorporated Collier County that would only allow for improvements to commercial,
industrial, and multi -family rental apartment buildings.
Back rg ound
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,
commercial, and industrial buildings throughout the State of Florida.
The PACE program is a method of public financing designed to have "qualifying improvements" paid for
through a special tax assessment, on the property, which would allow project expenditures to be spread
out over a term up to 30 years and repaid as part of a property owner's tax bill. As outlined in Section
163.09(2)(b), Florida Statutes, eligible PACE improvements are limited to: energy efficiency (including
electric vehicle charging equipment) renewable energy equipment and wind resistance/hurricane
mitigation measures.
PACE financing is a land -secured assessment that property owners voluntarily undertake in order to
secure 100% up -front 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.
In addition to economic and property value benefits, PACE also presents benefits in terms of resource
conservation, environmental protection, and hurricane preparedness. By removing barriers to
implementation of energy efficiency and renewable energy projects, PACE could result in decreased use
of energy and a shift to cleaner energy sources, decreasing air pollutants, and greenhouse gases. Florida's
inclusion of resiliency projects in the list of eligible types could also increase the number of properties
with hurricane preparedness improvements.
Local governments created by interlocal agreement in accordance with Section 163.01 (7), F.S. are
hereinafter referred to as "Pace Providers."
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In 2017, by Resolution No. 2017-130, the Board of County Commissioners adopted a resolution
establishing the Property Assessment Clean Energy (PACE) program within the unincorporated areas of
Collier County for residential, commercial and industrial properties. Since that time, by Resolution Nos.
2017-127, 2017-128, 2017-129, and 2017-153, a number of PACE providers have entered into the
standard membership agreement and are operating a PACE program within Collier County. It has been
reported that potential abuses of the PACE program have taken place, largely from a minority of PACE
program contractors, which the proposed new resolution seeks to address. This Executive Summary,
together with the attached documents, is intended to address this problem.
Considerations for the Board
The purpose of the current PACE Program is to facilitate the financing of qualifying improvements in
accordance with Section 163.08, Florida Statutes, for County property owners within unincorporated
Collier County, including residential, commercial and industrial properties. The new PACE Program
essentially amends the current program by eliminating those residential property owners who could be
targeted by unscrupulous contractors.
Paragraph 10 of the standard form membership agreement provides as follows:
"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."
Paragraph 18 of the standard form membership agreement provides as follows:
"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."
The options are to either (1) give the current PACE providers notice under Paragraph 10 of the current
membership agreements that the County is amending its program, which would allow the PACE
Providers to continue soliciting for and taking applications for residential properties for the next 60 days,
or (2) terminate the current membership agreements, which means no new PACE applications of any kind
(including residential) can be processed following the following the issuance of the notice to terminate,
and then offer the PACE Providers the opportunity to participate in the County's new PACE Program, by
entering into a modified membership agreement. These new agreements would be taken to the Board
promptly upon our receipt.
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The benefit of the first option is that it keeps the current program in place for use by commercial and
industrial property owners, with the downside that the residential program would be active for an
additional 60 days. The benefit of the second option is that the residential program would be shut down
immediately, with the downside that the commercial and industrial portion of the program would also be
shut down during the interval between the termination of the current agreement and Board approval of the
modified replacement membership agreements, which we believe will take between 14 and 28 days to
fully process.
The recommendation is for the second option. If approved, Staff will bring back all completed
membership agreement for Board consideration at a future meeting.
After termination of the existing PACE program, the current executed membership agreements will be
valid for close out of existing contracts for a period of 90 days after written notice to the PACE provider;
and property owners whose applications were approved and who received funding through the program,
shall continue to be a part of the program for the sole purpose of paying their outstanding debt, until such
time that all outstanding debt has been satisfied.
FISCAL IMPACT: A PACE program would not have a current or future financial impact on the County
budget. It is the responsibility of PACE Provider and Third Party Administrator to secure the private
financing necessary for the implementation of the program, and they are responsible for recovering any
losses in the event of defaults on the assessments. They cover the costs of collecting the assessments and
administrative costs through their fees and interest rates. There will be limited County staff involvement
with administering and providing oversight to this program.
GROWTH MANAGEMENT IMPACT: There is no Growth Management Impact associated with this
action.
LEGAL CONSIDERATIONS: This item has been reviewed by the County Attorney, is approved as to
form and legality, and requires majority vote for approval. -JAK
RECOMMENDATION: To adopt a Resolution which (1) repeals the existing property assessment
clean energy (PACE) program, replacing it with a new PACE Program limited to commercial, industrial
and multi -family rental apartment buildings, thereby eliminating those residential property owners who
could be targeted by unscrupulous contractors from the Program, and (2) approves a new standard form
membership agreement with PACE providers also limited to commercial, industrial and multi -family
rental apartment buildings. In addition, recommendation to direct staff to (1) send written notice of
termination of all existing membership agreements with current PACE Providers, and (2) offer the new
standard form membership agreement to all existing and other interested PACE Providers.
Prepared by: James French, Deputy Department Head, Growth Management Department, and
Jeffrey A. Klatzkow, County Attorney
ATTACHMENT(S)
1. Resolution - PACE repeal replace - initialed (PDF)
2. Notices (PDF)
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11.A
03/26/2019
COLLIER COUNTY
Board of County Commissioners
Item Number: 11.A
Doc ID: 8373
Item Summary: Recommendation to adopt a Resolution which (1) repeals the existing property
assessment clean energy (PACE) program, replacing it with a new PACE Program limited to commercial,
industrial and multi -family rental apartment buildings, thereby eliminating those residential property
owners who could be targeted by unscrupulous contractors from the Program, and (2) approves a new
standard form membership agreement with PACE providers also limited to commercial, industrial and
multi -family rental apartment buildings. In addition, recommendation to direct staff to (1) send written
notice of termination of all existing membership agreements with current PACE Providers, and (2) offer
the new standard form membership agreement to all existing and other interested PACE Providers.
(Jamie French, Deputy Growth Management Department Head)
Meeting Date: 03/26/2019
Prepared by:
Title: Operations Analyst — Growth Management Operations & Regulatory Management
Name: Judy Puig
03/19/2019 4:56 PM
Submitted by:
Title: Dept Head - Growth Management — Growth Management Department
Name: Thaddeus Cohen
03/19/2019 4:56 PM
Approved By:
Review:
Growth Management Department
Judy Puig
Level 1 Reviewer
Completed
03/19/2019 4:57 PM
Growth Management Department
James C French
Deputy Department Head Review
Completed
03/19/2019 4:58 PM
Growth Management Department
Thaddeus Cohen
Department Head Review
Completed
03/19/2019 5:02 PM
Office of Management and Budget
Valerie Fleming
Level 3 OMB Gatekeeper Review
Completed
03/20/2019 8:07 AM
Budget and Management Office
Mark Isackson
Additional Reviewer
Completed
03/20/2019 9:22 AM
County Attorney's Office
Jeffrey A. Klatzkow Level 3 County Attorney's Office Review
Completed
03/20/2019 1:50 PM
County Manager's Office
Leo E. Ochs
Level 4 County Manager Review
Completed
03/20/2019 2:38 PM
Board of County Commissioners
MaryJo Brock
Meeting Pending
03/26/2019 9:00
AM
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11.A.a
RESOLUTION NO. 2019 -
A RESOLUTION OF THE BOARD OF COUNTY
COMMISSIONERS OF COLLIER COUNTY, FLORIDA,
REPEALING THE EXISTING PROPERTY ASSESSMENT
CLEAN ENERGY (PACE) PROGRAM WITHIN THE
UNINCORPORATED AREA OF COLLIER COUNTY, AND
ESTABLISHING A NEW PACE PROGRAM WITHIN COLLIER
COUNTY LIMITED TO COMMERCIAL, INDUSTRIAL AND
MULTI -FAMILY RENTAL APARTMENT PROPERTIES, AND
APPROVING A STANDARD FORM AGREEMENT WITH PACE
PROVIDERS.
WHEREAS, on July 11, 2017 by Resolution No. 2017-130, the Board of County
Commissioners adopted a resolution establishing the Property Assessment Clean Energy (PACE)
program within the unincorporated areas of Collier County for residential, commercial and
industrial properties; and
WHEREAS, it has been reported that potential abuses of the PACE program have taken
place, largely from a minority of PACE program contractors; and
WHEREAS, the Board desires to terminate the existing PACE program and establish a
new PACE program limited to commercial, industrial and multifamily rental apartment properties;
and
WHEREAS, with the new program, commercial, industrial, and multi -family rental
apartment property owners of Collier County may improve energy efficiency, install energy
improvements or retrofits, wind resistance/wind hardening measures, and improve water
conservation through a PACE financing program pursuant to Section 163.08, Florida Statutes; and
r
WHEREAS, a PACE financing program is a financing structure by which commercial, 7
industrial, and multi -family rental apartment property owners may voluntarily opt into a special
assessment district to receive a loan to finance energy improvements and retrofits, where those a
loans are repaid through an annual assessment on the property owner's property tax bill; and i
WHEREAS, PACE providers that have been created under Section 163.01(7) Florida
Statutes are considered local governments, and the County may select from those PACE providers
and enter into agreements with the selected providers, without proceeding with a solicitation; and
WHEREAS, such County agreements with PACE providers shall include County
requirements and protections; and
WHEREAS, such County agreements with PACE providers shall also require PACE
providers to acknowledge the County's role in authorizing PACE in unincorporated Collier
County, while still making it clear to consumers that the County is not operating any PACE
program.
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NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS
OF COLLIER COUNTY, FLORIDA, that:
1. The Board desires to terminate the existing PACE Program in Collier County and hereby
repeals Resolution Nos. 2017-127, 2017-128, 2017-129, 2017-130, and 2017-153, noting
that the executed membership agreements will be valid for close out of existing contracts
for a period of 90 days after written notice to the PACE provider; and property owners
whose applications were approved and who received funding through the program, shall
continue to be a part of the program for the sole purpose of paying their outstanding debt,
until such time that all outstanding debt has been satisfied.
2. The Board hereby establishes a new PACE Program within the unincorporated area of
Collier County, limited to commercial, industrial, and multi -family rental apartment
properties.
It is the intent of this Board to enter into agreements with multiple PACE providers,
specifically entities created pursuant to Section 163.01(7), Florida Statutes, who may wish
to operate a PACE program within Collier County, to foster competition and create
additional choices for property owners.
4. The Board approves the standard form membership agreement attached as Exhibit A to this
Resolution and directs staff to bring back executed membership agreements substantially
in the form attached as Exhibit A.
BE IT FURTHER RESOLVED that this Resolution be recorded in the minutes of this
Board and fled with the County Clerk's Office.
This Resolution adopted after motion, second and majority vote favoring same this
day of , 2019.
ATTEST:
CRYSTAL K. KINZEL, CLERK
LE
, Deputy Clerk
Approved as to form and legality:
Jeffrey A. Klatzkow Y�
County Attorney
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BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORIDA
William L. McDaniel, Jr., Chairman
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11.A.a
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STANDARD MEMBERSHIP AGREEMENT BETWEEN
AND COLLIER COUNTY
This Agreement ("the Agreement") is entered into this day of , 2019 by and between the
, 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, limited to only commercial, industrial, and multi-
family rental apartment 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.
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Pace Standard Agreement -no residential
3/19/19 Exhibit A
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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, only commercial, industrial, and
multi -family rental apartment properties are eligible.
9. 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 o
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 T
contrary, the PACE materials, including the Authority's program guidelines, shall be fully °�'
consistent with applicable County, state and federal laws. a
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11. Prepayment penalties. 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.
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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
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11.A.a
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 M
ti
Commissioners approving this Agreement, shall be considered the Parties consent to authorize M
the Authority within Unincorporated Collier County, as required by Section 163.08, Florida
Statutes. T
2
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22. County Coordinator. The County Manager or his/her designee shall serve as the County's primary
point of contact and coordinator.
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a-
23. County Responsibility. Collier County shall have no responsibility for the payment of Authority ;v
fees or the Authority's third party administrator fees, of any kind, including but not limited to Ri
termination fees, Opt -in fee, maintenance fee, or Opt -out fees. In the event that fees become as
due, the Authority shall pay any and all associated costs within 30 calendar days. If Authority w
membership is required, County shall also be a non-voting member of the Authority. U
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,
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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:
(Insert contact information)
If to County:
County Manager
3299 Tamiami Trail East, Suite 202
Naples, FL 34112
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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, is the only
administrator for the Authority, and that 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.
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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
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Crystal K. Kinzel, Clerk
By:
Witness
Name and Title
Approved as to form and legality:
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By:
Name
Title
By:
Name
Title
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CO 7eY C014Hty
Growth Management Derision
Planning & Regulation
Operations & Regulatory Management
March 19, 2019
Green Corridor PACE Program
c/o Governmental Management Services —South Florida, LLC
Att. Paul Winkeljohn, District Manager
5385 N. Nob Hill Road
Sunrise, Florida 33351
Dear Sir:
Per Resolution No. 2017-127, Notice is hereby given, the attached items will be heard at a meeting of
the Board of County Commissioners of Collier County, on Tuesday, March 26, 2019 beginning at 9:00
a. m.
If you have any questions, please reach out to James C. French, Deputy Department Head, Growth
Management Department. He can be reached at (239) 252-5717 or via email at
james.frenchL@colliercountyfl.gov.
Respectfully,
Claudine Auclair
Business Center Manager
Growth Management Department
Attachments:
Executive Summary
Resolution 2019 -
Standard Agreement
Copy:
Chad Friedman, Esq., District Attorney
Weiss Serota Helfman Cole & Bierman, P.L.
2525 Ponce de Leon Boulevard
Suite #700
Coral Gables, FL 33134
Grwnh )Manage-, eM Dm�sm • Penrnrg & Rep aeon - 2900 North Horseshoe Dne • Naples. F"a 34104.239-252-2440 • www coJ4er9o, net
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CO 1e -r COUnty
Growth Management Division
Planning & Regulation
Operations & Regulatory Management
March 19, 2019
Florida Green Finance Authority
Attention: Todd Wodraska
2501A Burns Road
Palm Beach Gardens, FL 33410
Dear Sir:
Per Resolution No. 2017-128, Notice is hereby given, the attached items will be heard at a meeting of
the Board of County Commissioners of Collier County, on Tuesday, March 26, 2019 beginning at 9:00
a.m.
If you have any questions, please reach out to James C. French, Deputy Department Head, Growth
Management Department. He can be reached at (239) 252-5717 or via email at
lames.french(@colliercountyfl.go.
Respectfully,
Claudine Auclair
Business Center Manager
Growth Management Department
Attachments:
Executive Summary
Resolution 2019 -
Standard Agreement
Cioa4t blanagerrcnl Dnsgn Rann ng & ReguNvon • 2806 Norm horseshoe Drive • Naples. Flonda 34104. 239-252-24 -� • frvrA a., ergcw
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CACI Count
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Growth Management DMs&
Planning & Regulation
Operations & Regulatory Management
March 19, 2019
The Florida Resiliency and Energy District
c/o Florida Development Finance Corporation
William "Bill" Spivey, Jr.
Executive Director
800 N. Magnolia Avenue
Suite #1100
Orlando, FL 32803
Dear Sir:
Per Resolution No. 2017-129, Notice is hereby given, the attached items will be heard at a meeting of
the Board of County Commissioners of Collier County, on Tuesday, March 26, 2019 beginning at 9:00
a. m.
If you have any questions, please reach out to James C. French, Deputy Department Head, Growth
Management Department. He can be reached at (239) 252-5717 or via email at
laures.frenchPcolliercountvfl.eov.
Respectfully,
maj�,�
Qwt
Claudine Auclair
Business Center Manager
Growth Management Department
Attachments:
Executive Summary
Resolution 2019 -
Standard Agreement
Copy:
Joseph Stanton, Esq.
Bank of America Center
390 North Orange Avenue
Suite #1400
Orlando, FL 32801-4961
G*.Ylh ManagenrntDm9w •Panning & Regulation • 2800 North Horsesk* Dave - Nap4-s_ FbMa 34104 .239-252-2400 • www,Whergov net
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COLT Count
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Growth Management Division
Planning & Regulation
Operations & Regulatory Management
March 19, 2019
Executive Director
Florida PACE Funding Agency
c/o City of Kissimmee
101 North Church Street
Fifth Floor
Kissimmee, Florida 34741
Dear Sir:
Per Resolution No. 2017-153, Notice is hereby given, the attached items will be heard at a meeting of
the Board of County Commissioners of Collier County, on Tuesday, March 26, 2019 beginning at 9:00
a. m.
If you have any questions, please reach out to James C. French, Deputy Department Head, Growth
Management Department. He can be reached at (239) 252-5717 or via email at
0ames.french @colliercountyfl.gov.
Respectfully,
Claudine Auclair
Business Center Manager
Growth Management Department
Attachments:
Executive Summary
Resolution 2019 -
Standard Agreement
Copy:
Program Counsel for the Fiorida PACE Funding Agency
P.O. Box 14043
Tallahassee, Florida 32317-4043
Gr•wlh hag~ Dorman • pianniq S Reg u+alron • 2800 North Horseshoe Drive • Naples Florida 3416a • 239-252-2460 • www Wl*rgov
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Col er County
Growth Management Division
Planning & Regulation
Operations & Regulatory Management
March 19, 2019
The Florida Resiliency and Energy District
c/o Florida Development Finance Corporation
William "Bill" Spivey, Jr.
Executive Director
800 N. Magnolia Avenue
Suite #1100
Orlando, FL 32803
Dear Sir:
Per Resolution No. 2017-129, Notice is hereby given, the attached items will be heard at a meeting of
the Board of County Commissioners of Collier County, on Tuesday, March 26, 2019 beginning at 9:00
a. M.
If you have any questions, please reach out to James C. French, Deputy Department Head, Growth
Management Department. He can be reached at (239) 252-5717 or via email at
lames.french@colliercountyfl.eov.
Respectfully,
maaL� 4AI.-
Claudine
Auclair
Business Center Manager
Growth Management Department
Attachments:
Executive Summary
Resolution 2019 -
Standard Agreement
Copy:
Joseph Stanton, Esq.
Bank of America Center
390 North Orange Avenue
Suite #1400
Orlando, FL 32801-4961
Growth W agave it New • Ptanr:ing & Regulawn • 2800 North Horseshoe Drive • Naples Flonda 34104.239.252-2400 • www.cVheWv net
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