Resolution 2006-197
(,RA RESOLlTION :\0.2006-197
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A RESOLUTJO~ OF THE COLLIER COUNTY
CO\l!\fL'NIT)' REDEVLLOPMLVr AGL\'CY
ACCEPTI\JU THE PROPOSAL OF WACIlOVIA BANK,
NATIO:\.\L ASSOCIATIO~ TO PROVIDE Tf IE AGENCY
WITH A 57,OOn,noo L1?\:E OF CREDIT TO FI\!AI\CE
V ARIOl S CAPITAL IMPROVEME:\T PROJECTS
WITHL\l nIE 13A 'r'SHORE/G.\TE\VA Y TRIA:\GLE
COM.\1U:\fITY REDEVELOPMENT AREA; APPROVING
THE FORM OF A LINE OF CREDIT ACiREEME;\;T \VITH
WACHOVIA BANK, f\.ATlO!\iAL A5S0CI.\TIOI\:
APPROVI?\:G THE FORM OF TilE \!TASTE-.R \OlE;
AUTHORIZING fHt REPA YME"iT OF DRA \\is U"iDER
THE L1\E OF CREDIT AGRFE\lE:\T FROM
L\CRE\IENT TAX REVE~L'ES DERIVED WIHI/N THE
131\ YSHOREGATEWA Y TRL\:\GLE CO\l\lL\:ITY
REDEVELOP\lENT AREA AND OTHER IEGALL'!"
A V1\[LA13L[ M01\EYS OF THE AGE:\CY;
DELEGATING CERTAIN AlTHORITY TO THE CHAIR;
AUTHORIZI:NG THE EXEClTT(};'\l AND DELIVER)' OF
OTHER DOCLME:\fTS IN COi\i"NECTIO:N rTIERL\VITH;
A)\;D PROVIDING FOR A\! EFFECTIVE D,\TE FOR THJS
RESOL [:TION.
NOW. THERH'ORE, BE IT RESOLVED BY THE COLLIER COUNTY
CO:\-I.\Wl\ITY REDEVELOPiVIENT AGENCY:
SECTION 1. AL:THORITY FOR THIS RESOLVTIO:\. This
Resolution is adopted pmstJant to the provisions of the Florida Constitution, Chapter 163,
Part III. Florida Statutes, and other applicable prO\isions of law.
SECTION 2. DEFINITIONS. \Vhen used in this Resolution, tellns not
otherwise defined herein shall have the meanings set forth in the hereinafter defined Line
ofCn:dit Agreeml'nt, unless the context clearly indicates a different meaning.
"Agency" shall mean the Collier County Community Redevelopment Agency, a
community redevelopment agency duly created and validly existing under the laws of the
State of Florida.
"Bank" shall mean Wachovia Bank, \!ational Association, and its successors and
aislgns.
"Chair" shall mean the Chair of the Goveming Body, or in her absence or
unavailability, the Vice-Ch~lIr of the GO\ eming Body.
"Community Redcnlopment Area" shall mean till: Bayshore/Gutc\\uy Triangle
Redcvelopment Area identified by the County purslIant to Resolution No. 2000-82,
f'!dopted on "larch 14, 2000.
"Community RedcYclopment Trust Fund" shall mean thc Community
Rede\'Clopment 1111st fund established by the County purslIant to Ordinance 2000-42,
adopted on June 13, 200n.
"County" shall mean Collier County, Florida, a political subdivision of the State
of Florida.
"Draw" or "Drawing" shall mean a bon-owing of money against the Master '\Iote
in accordance with the Line of Credit Agreement.
"Governing Body" shall mean the Board of County Commissioners of Collier
County, Florida, acting in its capacity as the Governing Body of the Agency.
"Increment Tax Re\'enues" shall mean all of the increment tax revenues that arc
derived within the Community Redevelopment Area and reccived by the Agency, all in
accordance with Chapter 163, Part Ill, Florida Statutes, and Ordinance No. 2000-42 of
the County, as it may be amended and supplemented from timl' to time.
"Line of Credit Agreement" shall mean the Line of Credit Agreement to be
executed between the Bank and the Agency, which shall be substantially in the forn1
attached hereto as Exhibit B.
"Master ;\jotc" shall mean the Collier County Community Redevelopment
Agency Taxable Master ""ote (Wachovia Bank. National Association), as more
particularly described in the Line of Credit Agreement.
"Secretary" shall mean Clerk of the Circuit Court of Collier County, Florida and
Ex-Officio Clerk to the Board of Commissioners of Collier County, Florida, acting in his
capacity as Secretary to the Agency, or his duly authorized designee.
The words "herein," "hereunder," "hereby," "hereto," "hereof," and any similar
terms shall refer to this Resolution.
Words importing the singular number include the plural number, and vice versa.
SECTION 3. RESOLUTION TO CONSTITVTE CONTRACT. In
consideration of the purchase and acceptance of the Master Note by the Bank, the
provisions of this Resolution shall he a part of the contract of the Agency \vith the Bank,
and shall be deemed to be and shall constitute a contract between the Agency and the
Bank. The pledge made in thiS Resolution and the provisions, covenants and agreements
herein set forth to be perfonned by or on behalf of the Agem:y shall be for the benefit,
protection and security of the Bank. The J\.faster Note and the Draws to be made
thereagainst regardless of the time or times of their issuance or maturity shall be of equal
rank without preference, priority or distinction of the Master Note or such Draws over
any other thereof except as provided therein or in the Line of Credit Agreement.
SECTION 4.
declared:
FI:\D1NGS.
It is hereby ascertained, determined and
(A) That the Agency has and shall have from time to time certain community
redevelopment capital imprO\ement needs and requirements within the Community
Redevelopment Area which must be acquired nnd constructed.
(B) That the Bank has submitted its commitment to provide the Agency with a
$7,000,000 line of credit (the "Line of Credit") to finance or refinance all or a portion of
the costs of such capital improvement needs and requirements. all as more paliieuIarly
described in the Line AgrL'ement.
(C) That amounts drawn on the Line of Credit shall be repaid solely from the
Increment Tax Revenues and certain other legally available moneys of the Agency in the
manner and to the extent set forth in the Line of Credit Agreement and the ad valorem
taxing power of neither the Agency nor the County \vill eh'!' be necessary or authorized
to pay said amounts.
SECTION 5. ACCEPTA:\TCE OF CO~I.\HTMENT. The Agency hereby
aceL'pts the commitment of the Bank to provide the Agency with a ~7,OOO,000 non-
revolving Line of Credit in the fonn attached hereto as Exhibit A (the "Commitment").
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The execution and delivcry of the Commitment to the Bank is hereby approved and
ratified and all of the terms and provisions of the Commitment arc hercby approved.
SECTION 6. APPROV AL OF FORj\'I OF LINE OF CREDIT
AGREEMENT. Draws under the Line of Credit and the repayment of such Draws by
the Agency shall be pursuant to the tern1S and provisions of the Line of Credit
Agreement. The temlS and provisions of the Line of Credit Agreement in substantially
the fonn attached hereto as Exhibit B are hereby approved, with such changes, insertions
and additions as the Chair may approve. The Agency hereby authorizes and directs the
Chair to execute and deliver, and the Secretary to attest, on behalf of the Agency the Line
of Credit Agreement substantially in the f01111 attached hereto as Exhibit B, with such
changes, insertions and additions as the Chair may approve, her execution thereof being
evidence of such approval.
SECTION 7. LI.\IlTED OBLIGATION. The obligation of the Agency to
repay amounts, if any, dra\'iI1 under the Line of Credit Agreement is a limited and special
obligation payable from Increment Tax Revenues and other legally available moneys of
the Agency described in the Line of Credit Agreement solely in the manner and to the
extent set forth in the Line of Credit Agreement and shall not be deemed a pledge of the
faith and credit or taxing power of either the Agency or the County and such obligation
shall not create a lien on any property whatsoever of or in the Agency or the County other
than the Increment Tax Revenues ,.ll1d such other moneys.
SECTION 8. APPROV AL OF MASTER NOTE. In order to effectuate
Draws under the Line of Credit Agreement it is necessary to prmide for the execution of
the Master Note. The Chair is authorized and directed to execute and deliver, and the
Secretary is authorized and directed to attest, the Master ~otc substantially in the fonn
attached to the Line of Credit Agreement as Exhibit B, \vith such changes, insertions and
additions as the Chair may approve, her execution thereof being evidence of such
approval.
SECTION 9. DRA W REQVESTS. The Chair, or designee, is hereby
authorized to make Draw reqnests pursuant to and in accordance with the provisions of
the Line of Credit Agreement at the times and in the amounts that she deems necessary to
finance or refinance capital improvemcnts undert<lken or to be undertaken by the Agency
within the Community Redevelopment Area. The Chair or designee, shall ensure all of
the conditions to making Draw requests set forth in the line of Credit Agreement are
satisfied.
SECTION 10. GE:\'ERAL AUTHORIZATION. The Chair, the Secretary
and the Executive Director for the Community Redevelopment Area are authorized to
execute and deliver such documents, instruments and contracts, whether or not expressly
contemplated hereby, and the County Attorney, Bond Counsel to the County and the
Agency and other employees or agents of the Agency and the County are hereby
authorized and directed to do all acts and things required hercby or thereby as may be
neccssary for the full, punctual and complete performance of all the terlllS, covenants,
provisions and agreements herein and therein containcd, or as otherwise Illay be
necessary or desirable to effectuate the purpose and intent of this Resolution.
SECTION 11. REPEAL OF INCO:\fSISTE:\fT DOClJMENTS. All
resolutions or parts thereof in conflict herewith are hereby supcrseded and repealed to the
extent of such conflict.
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SECTION 12. EFFECTIVE DATE.
effective immediately upon its adoption.
This Resolution shall become
DULY ADOPTED this 25th day of JlIly, 20()().
COLLIER CO(;;\ITY COM"1U~ITY
REDEVELOPME~TAGE~CY
(SEAL)
By__ -_L~
DO~\ FIALA, Chairman
A ttcst:
,--- -
r
,I ~- /Cf..~ ~
-~ -...i Y?:-~~i~
Secretary,
~ I
. /
Approvbd' as to form and
legal sufficiency:
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;\;i~~~;de~t~St;ii~g-. -
Assistant County Attorney
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