HomeMy WebLinkAboutItem 19 Approval of Resolution for the City of Ocoee Capital Improvement Revenue Note, Series 2024
City of Ocoee ▪ 1 N. Bluford Avenue ▪ Ocoee, Florida 34761
Phone: (407) 905-3100 ▪ www.ocoee.org
STAFF REPORT
Meeting Date: March 5, 2024
Item #: 19
Contact Name: Rebecca Roberts Department Director: Rebecca Roberts
Contact Number: Ext. 1520 City Manager: Robert Frank
Subject: Approval of Resolution for the City of Ocoee Capital Improvement Revenue Note,
Series 2024. (Finance Director Roberts)
Background Summary:
At a previous regular meeting (July 18, 2023), the Commission approved the Public Private Partnership for the
design and construction of a Police/Public Safety Training Facility. The cost of the facility is projected to be
$12.8 million. The City, after discussion with our Financial Advisor, has determined that the best financing
arrangement for the facility is to secure a 10-year note. Financing the facility allows the City to maintain a
healthy general fund reserve and to capitalize on current investment rates (5.57%) which are higher than the
interest inputted on the note (4.4%).
The attached Capital Improvement Revenue Note Series 2024 was drafted by our Bond Counsel to facilitate
the financing.
Issue:
Should the Honorable Mayor and City Commissioners approve the issuance of the City of Ocoee Capital
Improvement Revenue Note, Series 2024 Resolution for $10 million for the design, construction, and outfitting
of a Police/Public Safety Training Facility?
Recommendations:
Staff recommends the Honorable Mayor and City Commissioners approve the issuance of the City of Ocoee
Capital Improvement Revenue Note, Series 2024 Resolution for $10 million for the design, construction, and
outfitting of a Police/Public Safety Training Facility.
Attachments:
1. Resolution
2. Exhibit D - Proposal
3. Legal Ad
Financial Impacts:
The Capital Improvement Revenue Note, Series 2024 will become a liability to the General Fund. Annual debt
service will be paid from non-advalorem public service revenues. The note will be amortized over 10 years.
City of Ocoee ▪ 1 N. Bluford Avenue ▪ Ocoee, Florida 34761
Phone: (407) 905-3100 ▪ www.ocoee.org
Type of Item: Public Hearing
RESOLUTION NO. 2024-05
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF
OCOEE, FLORIDA AUTHORIZING THE ISSUANCE OF
CAPITAL IMPROVEMENT REVENUE NOTE, SERIES 2024 (THE
“SERIES 2024 NOTE”) IN THE PRINCIPAL AMOUNT NOT TO
EXCEED $10,000,000 TO FINANCE THE COST OF THE
CONSTRUCTION AND EQUIPPING OF A NEW REGIONAL
POLICE/PUBLIC SAFETY TRAINING FACILITY AS FURTHER
DESCRIBED HEREIN AND TO PAY THE COSTS OF ISSUING
THE SERIES 2024 NOTE; PROVIDING THAT THE SERIES 2024
NOTE SHALL BE A LIMITED OBLIGATION OF THE CITY
PAYABLE FROM NON-AD VALOREM REVENUES BUDGETED,
APPROPRIATED AND DEPOSITED AS PROVIDED HEREIN;
PROVIDING FOR THE RIGHTS, SECURITIES AND REMEDIES
FOR THE OWNER OF THE SERIES 2024 NOTE AND FOR THE
NEGOTIATED SALE OF SUCH SERIES 2024 NOTE WITH
REGIONS CAPITAL ADVANTAGE, INC.; MAKING CERTAIN
COVENANTS AND AGREEMENTS IN CONNECTION
THEREWITH; AND PROVIDING FOR AN EFFECTIVE DATE.
BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF OCOEE, FLORIDA
THAT:
SECTION 1. Authority for this Resolution. This Resolution is adopted pursuant to the
provisions of the Act (as defined in Section 2 hereof).
SECTION 2. Definitions. The following words and phrases shall have the following
meanings when used herein:
“2024 Project” shall mean the construction and equipping of a new regional police/public
safety training facility, which will include, but not be limited to, an indoor weapons range of
various types and lengths, classrooms for instruction, training for law enforcement professionals
and a community room for other public safety classes, as such 2024 Project may be modified, from
time to time, by subsequent resolution of the Issuer.
“Act” means, collectively, the Constitution of the State of Florida, the Charter of the City
of Ocoee, Florida, Chapter 166, Part II, Florida Statutes, as amended, the Issuer’s home rule
powers and other applicable provisions of law.
“Business Day” means any day except any Saturday or Sunday or day on which the
Principal Office of the Lender is closed.
“City Attorney” shall mean the City Attorney of the Issuer.
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“City Commission” shall mean the governing body of the Issuer.
“City Manager” shall mean the City Manager or assistant, deputy, interim or acting City
Manager of the Issuer.
Clerk” shall mean the City Clerk or assistant or deputy City Clerk of the Issuer, or such
other person as may be duly authorized by the City Commission of the Issuer to act on his or her
behalf.
“Code” means the Internal Revenue Code of 1986, as amended, and any Treasury
Regulations, whether temporary, proposed or final, promulgated thereunder or applicable
thereto.
“Default Rate” shall mean the sum of the then current Interest Rate plus 6.00% per annum.
“Determination of Taxability” shall mean the circumstance of the interest on the Series 2024
Note becoming includable for federal income tax purposes in the gross income of the Owner,
solely as a result of any action or inaction of the Issuer. A Determination of Taxability will be
deemed to have occurred if, based solely upon the action or inaction of the Issuer: (i) the Issuer
or the Owner shall have received an original or a copy of an Internal Revenue Service Technical
Advice Memorandum or Statutory Notice of Deficiency; (ii) there shall have been issued any
public or private ruling of the Internal Revenue Service; or (iii) the Issuer or the Owner shall have
received an opinion of counsel experienced in tax matters relating to municipal bonds, in each
case to the effect that the interest on the Series 2024 Note is not excluded from gross income of
the Owner for federal income tax purposes, but in each case only after the Issuer shall have been
afforded a reasonable opportunity to contest the same, either directly or in the name of any Owner
of the Series 2024 Note, and until the conclusion of any appellate review, if sought.
“Finance Director” means the Finance Director of the Issuer or in her absence or inability
to act, such other person as may be duly authorized to act on her behalf.
“Fiscal Year” shall mean the fiscal year of the Issuer, which begins on October 1 and ends
on September 30 of each calendar year.
“Interest Rate” shall be as defined in Section 7(A) hereof, and shall be subject to adjustment
as provided in Section 7(B) hereof.
“Issuer” or “City” means the City of Ocoee, Florida, a municipal corporation of the State
of Florida.
“Lender” means Regions Capital Advantage, Inc., together with its successors and assigns,
as the initial Owner of the Series 2024 Note.
“Maturity Date” means October 1, 2033.
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“Mayor” means the Mayor of the Issuer or in his or her absence or inability to act, the Vice
Mayor of the Issuer or such other person as may be duly authorized by the City Commission to
act on its behalf.
“Non-Ad Valorem Revenues” shall mean unencumbered legally available revenues of the
City derived from any source whatsoever, other than ad valorem taxation on real and personal
property, which are legally available for payment by the City of debt service on the Series 2024
Note, after the payment from the sources of Non-Ad Valorem Revenues pledged thereto of the
principal of and interest on any other obligations of the City previously and hereafter issued
which have a prior specific pledge on a source of the Non-Ad Valorem Revenues.
“Owner” means the Person in whose name the Series 2024 Note shall be registered on the
books of the Issuer kept for that purpose in accordance with provisions of this Resolution.
“Person” means natural persons, firms, trusts, estates, associations, corporations,
partnerships and public bodies.
“Pledged Revenues” means the Non-Ad Valorem Revenues budgeted, appropriated and
deposited as provided herein.
“Principal Office” means, with respect to the Lender, the office located at 1900 Fifth Avenue
North, Suite 2400, Birmingham, Alabama 35203, or such other office as the Lender may designate
to the Issuer in writing.
“Proposal” means the proposal to purchase the Series 2024 Note submitted to the Issuer by
the Lender and attached hereto as Exhibit D.
“Resolution” means this Resolution, pursuant to which the Series 2024 Note is authorized
to be issued, including any supplemental resolution(s).
“Series 2024 Note” means the Issuer’s Capital Improvement Revenue Note, Series 2024,
issued pursuant to this Resolution to finance the costs of the 2024 Project and to pay the costs
associated with the issuance of the Series 2024 Note.
“State” means the State of Florida.
SECTION 3. Findings.
(A) The Issuer deems it necessary, beneficial and in its best financial interest to issue
the Series 2024 Note to provide funds to finance the 2024 Project. Issuance of the Series 2024 Note
to finance the 2024 Project satisfies a paramount public purpose.
(B) The estimated sum required for the 2024 Project will be derived from the proceeds
of the sale of the Series 2024 Note and other available funds of the City.
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(C) Debt service on the Series 2024 Note will be payable from the Pledged Revenues
as provided herein. It is estimated that Non-Ad Valorem Revenues will be available, after
satisfying funding requirements for obligations having an express lien on or pledge thereof and
after satisfying funding requirements for essential governmental services of the Issuer, in
amounts sufficient to provide for the payment of the principal of and interest on the Series 2024
Note and all other payment obligations hereunder.
(D) The Issuer has received the Proposal from the Lender to purchase the Series 2024
Note.
(E) The City adopted this Resolution after a public hearing preceded by at least seven
(7) days notice of the hearing and the proposed action by publication in a newspaper of general
circulation in the City in accordance with the requirements of the Charter of the City.
(F) In consideration of the purchase and acceptance of the Series 2024 Note authorized
to be issued hereunder by those who shall be the Owner thereof from time to time, this Resolution
shall constitute a contract between the Issuer and the Owner.
SECTION 4. Authorization of 2024 Project. The City does hereby authorize the
undertaking of the 2024 Project and the financing of the 2024 Project with proceeds of the Series
2024 Note, along with other available funds of the City, in accordance herewith.
SECTION 5. Negotiated Sale. Because of the characteristics of the Series 2024 Note,
prevailing market conditions, and in order to complete the issuance of the Series 2024 Note in an
expeditious manner, it is in the best interest of the Issuer to accept the Proposal of the Lender to
purchase the Series 2024 Note through a negotiated sale. The City Manager is hereby authorized
to execute and deliver the Proposal to the Lender. Prior to the issuance of the Series 2024 Note,
the Issuer shall receive from the Lender a Lender’s Certificate, the form of which is attached
hereto as Exhibit B and the Disclosure Letter containing the information required by Section
218.385, Florida Statutes, a form of which is attached hereto as Exhibit C.
SECTION 6. Authorization of Series 2024 Note. Subject and pursuant to the provisions
of this Resolution, the obligation of the Issuer to be known as the “City of Ocoee, Florida, Capital
Improvement Revenue Note, Series 2024” is hereby authorized to be issued under and secured
by the Pledged Revenues pursuant to this Resolution, in the principal amount not to exceed
$10,000,000 for the purpose of providing funds to pay the costs of the 2024 Project and the costs
associated with the issuance of the Series 2024 Note.
SECTION 7. Description of the Series 2024 Note. The Series 2024 Note shall be issued in
a single denomination equal to the principal amount of the Series 2024 Note, shall be dated the
date of its execution and delivery, which shall be a date agreed upon by the Issuer and the Lender,
subject to the following terms:
(A) Interest Rate. The Series 2024 Note shall have a fixed interest rate of 4.40%. The
interest rate shall be subject to adjustment as described below, and is herein referred to as the
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“Interest Rate,” calculated on a 360 day year consisting of twelve thirty (30) day months basis;
provided, however, that the Interest Rate shall in no event exceed the maximum interest rate
permitted by applicable law.
(B) Adjustments to Interest Rate. The Interest Rate on the Series 2024 Note may be
adjusted as provided below; provided, however, the Interest Rate on the Series 2024 Note shall
not exceed the maximum interest rate permitted by applicable law:
(1) Upon a Determination of Taxability, the following shall occur: (i)
the Interest Rate on the Series 2024 Note shall be increased to a rate providing an after-
tax yield on the then outstanding principal amount of the Series 2024 Note at least
equal to the after-tax yield the Owner could have received if a Determination of
Taxability had not occurred, and (ii) the Issuer shall pay to the Owner, on demand,
any interest, penalties or charges owed by the Owner as a result of interest on the
Series 2024 Note becoming included in the gross income of the Owner, together with
any and all attorneys’ fees, court costs, or other out-of-pocket costs incurred by the
Owner in connection therewith.
(2) Upon the occurrence and during the continuance of an Event of
Default as described in Section 22 hereof, the Interest Rate shall be adjusted to the
Default Rate.
(C) Interest Payment Dates. Interest on the Series 2024 Note shall be paid semi-
annually, commencing October 1, 2024, and on each April 1 and October 1 thereafter (each an
“Interest Payment Date”) until the Maturity Date, unless earlier redeemed.
(D) Principal Payment Dates; Prepayment. Principal on the Series 2024 Note shall be
paid annually, commencing October 1, 2024, and on each October 1 thereafter (each a “Principal
Payment Date”) until the Maturity Date, unless earlier redeemed. The amount of principal due
on each Principal Payment Date shall be as provided in the form of the Series 2024 Note attached
hereto as Exhibit A.
The Series 2024 Note is not subject to early prepayment prior to September 7, 2027. On
and after September 7, 2027, the Issuer may prepay, at its option, all or a part of the Series 2024
Note. Prepayments in whole may be made on any date while partial prepayments may be made
only on a Principal Payment Date and only in an amount of not less than $100,000. Partial
prepayments shall be applied in inverse order of scheduled principal payments. The Issuer shall
provide the Owner with prior written notice of any prepayment not less than ten (10) calendar
days prior to the date scheduled for prepayment.
(E) Form of Series 2024 Note. The Series 2024 Note is to be in substantially the form
set forth in Exhibit A attached hereto, together with such non-material changes as shall be
approved by the Mayor, following review by the City Manager, Finance Director and City
Attorney, such approval to be conclusively evidenced by the execution thereof by the Mayor. The
Series 2024 Note shall be executed on behalf of the Issuer with the manual or facsimile signature
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of the Mayor and the official seal of the Issuer, and be attested and countersigned with the manual
or facsimile signature of the Clerk and approved as to form by the City Attorney. In case any one
or more of the officers who shall have signed or sealed the Series 2024 Note or whose facsimile
signature shall appear thereon shall cease to be such officer of the Issuer before the Series 2024
Note so signed and sealed has been actually sold and delivered, such Series 2024 Note may
nevertheless be sold and delivered as herein provided and may be issued as if the person who
signed or sealed such Series 2024 Note had not ceased to hold such office. The Series 2024 Note
may be signed and sealed on behalf of the Issuer by such person who at the actual time of the
execution of such Series 2024 Note shall hold the proper office of the Issuer, although, at the date
of such Series 2024 Note, such person may not have held such office or may not have been so
authorized. The Issuer may adopt and use for such purposes the facsimile signatures of any such
persons who shall have held such offices at any time after the date of the adoption of this
Resolution, notwithstanding that either or both shall have ceased to hold such office at the time
the Series 2024 Note shall be actually sold and delivered.
SECTION 8. Registration, Transfer and Exchange of Series 2024 Note; Persons Treated as
Owner. The Series 2024 Note is initially registered to the Lender. So long as the Series 2024 Note
shall remain unpaid, the Clerk will keep books for the registration and transfer of the Series 2024
Note. The Series 2024 Note shall be transferable only upon such registration books; provided,
however, that the Series 2024 Note may be transferred only in whole and not in part and any such
transfer shall be made only to an “accredited investor” as such term is defined in the Securities
Act of 1933, as amended, and Regulation D thereunder. Notwithstanding the foregoing, nothing
in this Resolution or in the Series 2024 Note shall be construed to prohibit the Lender from
granting a participation or participations in the Series 2024 Note to any other bank or banks
affiliated with the Lender or any subsidiary thereof.
The Person in whose name the Series 2024 Note shall be registered shall be deemed and
regarded as the absolute owner thereof for all purposes, and payment of principal of and interest
on such Series 2024 Note shall be made only to or upon the written order of the Owner. All such
payments shall be valid and effectual to satisfy and discharge the liability upon such Series 2024
Note to the extent of the sum or sums so paid.
SECTION 9. Payment of Principal and Interest; Limited Obligation. The Issuer promises
that it will promptly pay the principal of and interest on the Series 2024 Note at the place, on the
dates and in the manner provided therein according to the true intent and meaning hereof and
thereof. The Series 2024 Note shall not be or constitute a general obligation or indebtedness of
the Issuer as a “bond” within the meaning of Article VII, Section 12 of the Constitution of the
State of Florida, but shall be payable solely from the Pledged Revenues in accordance with the
terms hereof. No holder of the Series 2024 Note issued hereunder shall ever have the right to
compel the exercise of any ad valorem taxing power to pay such Series 2024 Note, or be entitled
to payment of such Series 2024 Note from any funds of the Issuer except from the Pledged
Revenues as described herein.
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SECTION 10. Privately Negotiated Loan. The Issuer acknowledges and agrees that the
Lender is purchasing the Series 2024 Note in evidence of a privately negotiated loan and in that
connection the Series 2024 Note shall not be (i) assigned a separate rating by any municipal
securities rating agency, (ii) registered with The Depository Trust Company or any other
securities depository, (iii) issued pursuant to any type of offering document or official statement
or (iv) assigned a CUSIP number by the CUSIP Service Bureau.
SECTION 11. Covenant to Budget and Appropriate. (A) The City covenants to budget
and appropriate in each such Fiscal Year such amount of Non-Ad Valorem Revenues sufficient
to provide for the timely payment of the principal of and interest on the Series 2024 Note and any
other amounts required to be paid thereunder. Subject to the next paragraph, the City covenants
and agrees and has a positive and affirmative duty to appropriate in its annual budget, by
amendment, if necessary, from Non-Ad Valorem Revenues, and to deposit into the Debt Service
Fund (defined below), amounts sufficient to pay the principal of, and interest on the Series 2024
Note as the same shall become due. Such covenant and agreement on the part of the City to
budget, appropriate and deposit such amounts of Non-Ad Valorem Revenues shall be cumulative
to the extent not paid, and shall continue until such Non-Ad Valorem Revenues or other legally
available funds in amounts sufficient to make all such required payments shall have been
budgeted, appropriated, deposited and actually paid. The City further acknowledges and agrees
that the obligations of the City to include the amount of such amendments in each of its annual
budgets and to budget and pay such amounts from Non-Ad Valorem Revenues may be enforced
in a court of competent jurisdiction in accordance with the remedies set forth
herein. Notwithstanding the foregoing or any provision of this Resolution to the contrary, the
City does not covenant to maintain any services or programs now maintained by the City which
generate Non-Ad Valorem Revenues or to maintain the charges it presently collects for any such
services or programs.
Until such monies are budgeted, appropriated and deposited as provided herein, such
covenant to budget and appropriate does not create any lien upon or pledge of such Non-Ad
Valorem Revenues, nor does it preclude the City from pledging in the future its Non-Ad Valorem
Revenues, nor does it require the City to levy and collect any particular Non-Ad Valorem
Revenues. Such covenant to budget and appropriate Non-Ad Valorem Revenues is subject in all
respects to the prior payment of obligations secured by a pledge of such Non-Ad Valorem
Revenues heretofore or hereafter entered into (including the payment of debt service on bonds
and other debt instruments). Anything in this Resolution or the Series 2024 Note to the contrary
notwithstanding, it is understood and agreed that nothing herein shall compel the City to
maintain or continue any of the activities of the City which generate user service charges,
regulatory fees, or any other Non-Ad Valorem Revenues. Until such monies are budgeted,
appropriated and deposited as provided herein, the obligations of the City hereunder shall not
be construed as a pledge of or a lien on all or any Non-Ad Valorem Revenues of the City, but
shall be payable solely as provided herein subject to the availability of Non-Ad Valorem
Revenues after satisfaction of funding requirements for obligations having an express lien on or
pledge of such revenues, payment of services and programs which are for essential public
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purposes affecting the health, welfare and safety of the inhabitants of the City, and subject to the
provisions of Section 166.241, Florida Statutes.
The City does hereby create and establish the City of Ocoee, Florida, Capital Improvement
Revenue Note, Series 2024 debt service fund (the “Debt Service Fund”). The City shall deposit
all Non-Ad Valorem Revenues budgeted and appropriated for payment of debt service on the
Series 2024 Note or any other obligations of the City arising thereunder into the Debt Service
Fund before the date such amounts are needed to pay the principal, interest, or other obligations
coming due on the Series 2024 Note. The Owner of the Series 2024 Note shall not have a lien on
the Non-Ad Valorem Revenues until such Non-Ad Valorem Revenues are deposited in the Debt
Service Fund. This Resolution and the Series 2024 Note do not constitute a lien or encumbrance
on the 2024 Project or on any other real or personal property of the Issuer.
(B) During such time as this Series 2024 Note is outstanding which is secured by the
Pledged Revenues, the Issuer agrees and covenants with the Owner not to issue additional debt
payable from such Pledged Revenues unless the debt service coverage, calculated in accordance
with the formula below, exceeds 1.25:1.0 for the preceding twelve (12) months. The Issuer agrees
that, as soon as practicable upon the issuance of additional debt by the Issuer which is secured by
the Pledged Revenues, it shall deliver to the Owner a certificate setting forth the calculations of
the financial ratios provided in this Section 11 and certifying that it is in compliance with the
provisions of this Section 11.
The debt service coverage formula shall be calculated as follows:
[Total General Fund Revenues – Ad Valorem Revenues (General Fund) + funds deposited into the General
Fund from Enterprise Funds for payment of General Government & Public Safety Expenditures (General
Fund] - [Current General Government Expenditures (General Fund) + Current Public Safety Expenditures
(General Fund) – Current General Government & Current Public Safety Expenditures paid from Ad Valorem
(General Fund]
Maximum Annual Debt Service for both the Existing and Proposed Debt
payable from Non-Ad Valorem Revenues
For purposes of calculating the foregoing, if any non-self-supporting revenue debt bears
a rate of interest that is not fixed for the entire term of the non-self-supporting revenue debt
(excluding any provisions that adjust the interest rate upon a change in tax law or in the tax
treatment of interest on the debt or upon a default), then the interest rate on such non-self-
supporting revenue debt shall be assumed to be the highest of (x) the average rate of actual
interest borne by such non-self-supporting revenue debt during the most recent complete month
prior to the date of calculation, (y) for tax-exempt non-self supporting revenue debt, The Bond
Buyer Revenue Bond 30-Year Index last published in the month preceding the date of calculation
plus one percent, or (z) for taxable non-self-supporting revenue debt, the yield on a U.S. Treasury
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obligation with a constant maturity closest to but not before the maturity date of such non-self-
supporting revenue debt, as reported in Statistical Release H.15 of the Federal Reserve on the last
day of the month preceding the date of issuance of such proposed non-self-supporting revenue
debt, plus three percent, provided that if the Issuer shall have entered into an interest rate swap
or interest rate cap or shall have taken any other action which has the effect of fixing or capping
the interest rate on such non-self-supporting revenue debt for the entire term thereof, then such
fixed or capped rate (for the applicable notional amount of non-self-supporting revenue debt)
shall be used as the applicable rate for the period of such swap or cap, and provided further that
if The Bond Buyer Revenue Bond 30-Year Index or Statistical Release H.15 of the Federal Reserve
is no longer available or no longer contains the necessary data, such other comparable source of
comparable data as selected by the Owner shall be utilized in the foregoing calculations. For the
purpose of calculating the foregoing, “balloon indebtedness” (as defined in the immediately
succeeding sentence) shall be assumed to amortize over 20 years in substantially equal annual
payments at its fixed interest rate and, if the interest rate is not fixed, at the rate calculated
pursuant to the immediately preceding sentence. “Balloon indebtedness” is any non-self-
supporting revenue debt, twenty percent (20%) or more of the principal amount of which comes
due in any single Fiscal Year. As used above, the term “non-self-supporting revenue debt” shall
not include any debt payable from revenues of a utility.
SECTION 12. U.S. Patriot Act. The Issuer represents and warrants to the Lender that it
is not a person named as a Specially Designated National and Blocked Person (as defined in
Presidential Executive Order 13224) and that it is not acting, directly or indirectly, for or on behalf
of any such person. The Issuer further represents and warrants to the Lender that, to its
knowledge, the Issuer is not directly or indirectly, engaged in, nor facilitating, the transactions
contemplated by this Resolution on behalf of any person named as a Specially Designated
National and Blocked Person.
SECTION 13. Role of Lender. The Issuer understands and acknowledges that the Lender
and its representatives are not registered municipal advisors and do not provide advice to
municipal entities or obligated persons with respect to municipal financial products or the
issuance of municipal securities (including regarding the structure, timing, terms and similar
matters concerning municipal financial products or municipal securities issuances) or engage in
the solicitation of municipal entities or obligated persons for the provision by non-affiliated
persons of municipal advisory services and/or investment advisory services. With respect to this
Resolution and the Series 2024 Note and any other information, materials or communications
provided by the Lender: (a) the Lender and its representatives are not recommending an action
to any municipal entity or obligated person; (b) the Lender and its representatives are not acting
as an advisor to any municipal entity or obligated person and do not owe a fiduciary duty
pursuant to Section 15B of the Securities Exchange Act of 1934 to any municipal entity or
obligated person with respect to this Resolution, information, materials or communications; (c)
the Lender and its representatives are acting for their own interests; and (d) the Issuer has been
informed that the Issuer should discuss this Resolution and the Series 2024 Note and any such
other information, materials or communications with any and all internal and external advisors
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and experts that the Issuer deems appropriate before acting on this Resolution or any such other
information, materials or communications.
SECTION 14. Payment of Costs of Issuance. The Finance Director is hereby authorized
to pay the costs of issuance of the Series 2024 Note from a portion of the proceeds from the sale
of the Series 2024 Note.
SECTION 15. Waiver of Jury Trial. To the extent permitted by applicable law, each of
the City and the Lender irrevocably and voluntarily waives any right it may have to a trial by
jury with respect to any controversy or claim between the City and the Lender, whether arising
in contract or tort or by statute, including but not limited to any controversy or claim that arises
out of or relates to the Proposal, the Series 2024 Note or this Resolution. This provision is a
material inducement for the Lender’s determination to purchase the Series 2024 Note and for the
parties to enter into the transaction contemplated by the Proposal.
SECTION 16. Amendment. This Resolution shall not be modified or amended in any
respect subsequent to the issuance of the Series 2024 Note except with the written consent of the
Owner of the Series 2024 Note.
SECTION 17. Limitation of Rights. With the exception of any rights herein expressly
conferred, nothing expressed or mentioned in or to be implied from this Resolution or the Series
2024 Note is intended or shall be construed to give to any Person other than the Issuer and the
Owner any legal or equitable right, remedy or claim under or with respect to this Resolution or
any covenants, conditions and provisions herein contained; this Resolution and all of the
covenants, conditions and provisions hereof being intended to be and being for the sole and
exclusive benefit of the Issuer and the Owner.
SECTION 18. Series 2024 Note Mutilated, Destroyed, Stolen or Lost. In case the Series
2024 Note shall become mutilated, or be destroyed, stolen or lost, the Issuer shall issue and deliver
a new Series 2024 Note of like tenor as the Series 2024 Note so mutilated, destroyed, stolen or lost,
in exchange and in substitution for such mutilated Note, or in lieu of and in substitution for the
Series 2024 Note destroyed, stolen or lost and upon the Owner furnishing the Issuer proof of
ownership thereof and indemnity reasonably satisfactory to the Issuer and complying with such
other reasonable regulations and conditions as the Issuer may prescribe and paying such
expenses as the Issuer may incur. The Series 2024 Note so surrendered shall be canceled.
SECTION 19. Impairment of Contract. The Issuer covenants with the Owner of the Series
2024 Note that it will not, without the written consent of the Owner of the Series 2024 Note, enact
any ordinance or adopt any resolution which repeals or impairs this Resolution or the Series 2024
Note in any manner adverse to the Owner the rights granted to the Owner of the Series 2024 Note
hereunder.
SECTION 20. Budget and Financial Information. The Issuer shall provide the Owner of
the Series 2024 Note with a copy of its annual budget within thirty (30) days of its adoption (but
no later than thirty (30) days after the start of each Fiscal Year) and such other financial
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information regarding the Issuer as the Owner of the Series 2024 Note may reasonably request
including, but not limited to, copies of any updated capital improvement plans upon adoption.
Additionally, the Issuer shall provide the Owner of the Series 2024 Note with annual financial
statements for each Fiscal Year of the Issuer not later than two hundred seventy (270) days after
the close of such Fiscal Year, prepared in accordance with applicable law and generally accepted
accounting principles and audited by an independent certified public accountant. All accounting
terms not specifically defined or specified herein shall have the meanings attributed to such terms
under generally accepted accounting principles as in effect from time to time, consistently
applied.
SECTION 21. Events of Default; Remedies of Owner. The following shall constitute
“Events of Default”: (i) if the Issuer fails to pay any payment of principal of or interest on the
Series 2024 Note or any other amounts due and payable hereunder or under the Series 2024 Note
as the same becomes due and payable (a “Payment Default”); (ii) if the Issuer defaults in the
performance or observance of any covenant or agreement contained in this Resolution or the
Series 2024 Note (other than set forth in (i) above) and fails to cure the same within thirty (30)
days after the Issuer receives written notice from the Owner; (iii) filing of a petition by or against
the Issuer relating to bankruptcy, reorganization, arrangement or readjustment of debt of the
Issuer or for any other relief relating to the Issuer under the United States Bankruptcy Code, as
amended, or any other insolvency act or law now or hereafter existing, or the involuntary
appointment of a receiver or trustee for the Issuer, and the continuance of any such event for
ninety (90) days undismissed or undischarged; or (iv) the Issuer admits in writing its inability to
pay its debts generally as they become due or files a petition in bankruptcy or makes an
assignment for the benefit of its creditors or consents to the appointment of a receiver or trustee
for itself.
Upon the occurrence and during the continuation of any Event of Default, the Owner of
the Series 2024 Note may, in addition to any other remedies set forth in this Resolution or Series
2024 Note, either at law or in equity, by suit, action, mandamus or other proceeding in any court
of competent jurisdiction, protect and enforce any and all rights under the laws of the State, or
granted or contained in this Resolution, and may enforce and compel the performance of all
duties required by this Resolution, or by any applicable statutes to be performed by the Issuer or
by any officer thereof.
SECTION 22. Notice of an Event of Default. The Issuer shall, within ten (10) Business
Days after it acquires knowledge thereof, provide the Owner with written notice of the occurrence
of (a) an Event of Default under the Series 2024 Note or this Resolution and (b) any event or
condition which is reasonably believed by the Issuer to cause a Payment Default, and shall
include with such written notice required by this proviso (b) a detailed statement by a responsible
officer of the Issuer of all relevant facts and the actions being taken or proposed by the Issuer to
be taken with respect thereto. Regardless of the date of receipt of such notice by the Owner, such
date shall not in any way modify the date of occurrence of the actual Event of Default.
12
SECTION 23. Severability. If any provision of this Resolution shall be held or deemed to
be or shall, in fact, be illegal, inoperative or unenforceable in any context, the same shall not affect
any other provision herein or render any other provision (or such provision in any other context)
invalid, inoperative or unenforceable to any extent whatever.
SECTION 24. Business Days. If any date for the payment of principal and interest on the
Series 2024 Note shall fall on a day which is not a Business Day, the payment due on such date
shall be due on the next succeeding day which is a Business Day, with the same force and effect
as if made on the nominal date provided in this Resolution and interest shall cease to accrue on
the date on which such payment was due, if such payment is made on the immediately
succeeding Business Day.
SECTION 25. Applicable Provisions of Law. This Resolution shall be governed by and
construed in accordance with the laws of the State.
SECTION 26. Rules of Interpretation. Unless expressly indicated otherwise, references
to sections or articles are to be construed as references to sections or articles of this instrument as
originally executed. Use of the words “herein,” “hereby,” “hereunder,” “hereof,” “hereinbefore,”
“hereinafter” and other equivalent words refer to this Resolution and not solely to the particular
portion in which any such word is used.
SECTION 27. Captions. The captions and headings in this Resolution are for convenience
only and in no way define, limit or describe the scope or intent of any provisions or sections of
this Resolution.
SECTION 28. Members of the City Commission of the Issuer Exempt from Personal
Liability. No recourse under or upon any obligation, covenant or agreement of this Resolution
or the Series 2024 Note or for any claim based thereon or otherwise in respect thereof, shall be
had against any past, present or future officer, employee, Mayor or any member of the City
Commission of the Issuer, either directly or through the Issuer, it being expressly understood: (a)
that no personal liability whatsoever shall attach to, or is or shall be incurred by, the officers,
employees, Mayor and the members of the City Commission of the Issuer, as such, under or by
reason of the obligations, covenants or agreements contained in this Resolution or implied
therefrom, or the Exhibits attached hereto, and (b) that any and all such personal liability, either
at common law or in equity or by constitution, statute, or the city’s charter of, and any and all
such rights and claims against, the officers, employees, Mayor and every such member of the City
Commission of the Issuer, as such, are waived and released as a condition of, and as a
consideration for, the execution of this Resolution and the issuance of the Series 2024 Note, on the
part of the Issuer.
SECTION 29. Authorizations. The Mayor and any member of the City Commission, the
City Manager, the Finance Director, the City Attorney, the City Clerk and such other officials and
employees of the Issuer as may be designated by the Issuer are each designated as agents of the
Issuer in connection with the issuance and delivery of the Series 2024 Note and are authorized
13
and empowered, collectively or individually, to take all action and steps and to execute all
instruments, documents, and contracts on behalf of the Issuer that are necessary or desirable in
connection with the execution and delivery of the Series 2024 Note, and which are specifically
authorized or are not inconsistent with the terms and provisions of this Resolution.
SECTION 30. Repealer. All resolutions or parts thereof in conflict herewith are hereby
repealed.
SECTION 31. No Third Party Beneficiaries. Except such other persons as may be
expressly described in this Resolution or in the Series 2024 Note, nothing in this Resolution or in
the Series 2024 Note, expressed or implied, is intended or shall be construed to confer upon any
person, other than the Issuer and the Owner, any right, remedy or claim, legal or equitable, under
and by reason of this Resolution or of the Series 2024 Note, or any provisions thereof, all
provisions thereof being intended to be and being for the sole and exclusive benefit of the Issuer
and the persons who shall from time to time be the holders.
14
SECTION 34. Effective Date. This resolution shall become immediately effective upon
its passage and adoption.
PASSED AND RESOLVED at the regular meeting of the City Commission held in the City
of Ocoee, Florida, on the 5th day of March, 2024.
____________________________________
Rusty Johnson, Mayor
ATTEST:
Melanie Sibbitt, MMC, Clerk
Approved as to form and legality for the use and reliance of the City of Ocoee, Florida, only.
Richard Geller, City Attorney
Exhibit A-1
EXHIBIT A
[FORM OF SERIES 2024 NOTE]
ANY HOLDER SHALL, PRIOR TO BECOMING A HOLDER, EXECUTE A LENDER’S
CERTIFICATE IN SUBSTANTIALLY THE FORM ATTACHED TO THE RESOLUTION
(HEREIN DEFINED) CERTIFYING, AMONG OTHER THINGS, THAT SUCH HOLDER IS AN
“ACCREDITED INVESTOR” AS SUCH TERM IS DEFINED IN THE SECURITIES ACT OF 1933,
AS AMENDED, AND REGULATION D THEREUNDER.
Dated Date: March 7, 2024 $_______
CITY OF OCOEE, FLORIDA
CAPITAL IMPROVEMENT REVENUE NOTE, SERIES 2024
Maturity Date: October 1, 2033 Interest Rate: 4.40%
(subject to adjustment as
described herein)
KNOW ALL MEN BY THESE PRESENTS that the City of Ocoee, Florida (the “Issuer”), a
municipal corporation created and existing pursuant to the Constitution and the laws of the State
of Florida, for value received, promises to pay from the sources hereinafter provided, to the order
of Regions Capital Advantage, Inc., or its registered assigns (hereinafter, the “Owner”), the
principal sum of $10,000,000, on the dates as hereinafter described, together with interest on the
principal balance outstanding from time to time at the Interest Rate (subject to adjustment as
herein provided). This Series 2024 Note shall have a final maturity date of October 1, 2033 (the
“Maturity Date”).
This Series 2024 Note is issued pursuant to Article VIII, Section 2 of the Constitution of
the State of Florida, Chapter 166, Florida Statutes, the Charter of the Issuer and Resolution No.
2024-05 duly adopted by the Issuer on March 5, 2024, as amended and supplemented from time
to time (herein referred to as the “Resolution”), and is subject to all the terms and conditions of
the Resolution. All terms, conditions and provisions of the Resolution including, without
limitation, remedies in the event of default are by this reference thereto incorporated herein as a
part of this Series 2024 Note. Payment of this Series 2024 Note is secured by a covenant to budget
and appropriate Non-Ad Valorem Revenues of the Issuer. Terms used herein in capitalized form
and not otherwise defined herein shall have the meanings ascribed thereto in the Resolution.
This Series 2024 Note shall initially have a fixed interest rate per annum equal to 4.40%,
which Interest Rate shall be subject to adjustment as provided herein and in the Resolution,
calculated on a 360 day year consisting of twelve thirty (30) day months basis.
Exhibit A-2
The Interest Rate on this Series 2024 Note may be adjusted as provided below; provided,
however, the Interest Rate on this Series 2024 Note shall not exceed the maximum interest rate
permitted by applicable law:
(1) Upon a Determination of Taxability, the following shall occur: (i) the
Interest Rate on the Series 2024 Note shall be increased to a rate providing an after-tax
yield on the then outstanding principal amount of the Series 2024 Note at least equal to
the after-tax yield the Owner could have received if a Determination of Taxability had not
occurred, and (ii) the Issuer shall pay to the Owner, on demand, any interest, penalties or
charges owed by the Owner as a result of interest on the Series 2024 Note becoming
included in the gross income of the Owner, together with any and all attorneys’ fees, court
costs, or other out-of-pocket costs incurred by the Owner in connection therewith.
(2) Upon the occurrence and during the continuance of an Event of Default as
described in Section 22 of the Resolution, the Interest Rate shall be adjusted to the Default
Rate.
Principal of and interest on this Series 2024 Note is payable in lawful money of the United
States of America at such place as the Owner may designate to the Issuer in writing.
Interest on this Series 2024 Note shall be paid semi-annually, commencing October 1, 2024,
and each April 1 and October 1 thereafter until the Maturity Date, unless earlier redeemed.
Principal on this Series 2024 Note shall be paid annually, in the amounts provided in
Schedule I hereof, commencing October 1, 2024, and on each October 1 thereafter until the
Maturity Date, unless earlier redeemed.
This Series 2024 Note is not subject to early prepayment prior to September 7, 2027. On
and after September 7, 2027, the Issuer may prepay, at its option, all or a part of the Series 2024
Note. Prepayments in whole may be made on any date while partial prepayments may be made
only on a Principal Payment Date and only in an amount of not less than $100,000. Partial
prepayments shall be applied in inverse order of scheduled principal payments. The Issuer shall
provide the Owner with prior written notice of any prepayment not less than ten (10) calendar
days prior to the date scheduled for prepayment.
If any date for the payment of principal and interest hereon shall fall on a day which is
not a Business Day, the payment due on such date shall be due on the next succeeding day which
is a Business Day, with the same force and effect as if made on the nominal date provided in the
Resolution and interest shall cease to accrue on the date on which such payment was due, if such
payment is made on the immediately succeeding Business Day.
All payments by the Issuer pursuant to this Series 2024 Note shall apply first to accrued
interest, then to other charges due the Owner, and the balance thereof shall apply to principal.
Exhibit A-3
THIS SERIES 2024 NOTE DOES NOT CONSTITUTE A GENERAL INDEBTEDNESS OF
THE ISSUER WITHIN THE MEANING OF ANY CONSTITUTIONAL, STATUTORY OR
CHARTER PROVISION OR LIMITATION, AND IT IS EXPRESSLY AGREED BY THE HOLDER
OF THIS SERIES 2024 NOTE THAT SUCH NOTEHOLDER SHALL NEVER HAVE THE RIGHT
TO REQUIRE OR COMPEL THE EXERCISE OF THE AD VALOREM TAXING POWER OF THE
ISSUER OR TAXATION OF ANY REAL OR PERSONAL PROPERTY THEREIN FOR THE
PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THIS SERIES 2024 NOTE OR THE
MAKING OF ANY OTHER PAYMENTS PROVIDED FOR IN THE RESOLUTION. THIS SERIES
2024 NOTE DOES NOT CONSTITUTE A LIEN OR ENCUMBRANCE ON THE 2024 PROJECT
OR ON ANY REAL OR PERSONAL PROPERTY OF THE ISSUER.
This Series 2024 Note may be exchanged or transferred by the Owner hereof but only
upon the registration books maintained by the Issuer and in the manner provided in the
Resolution.
It is hereby certified, recited and declared that all acts, conditions and prerequisites
required to exist, happen and be performed precedent to and in the execution, delivery and the
issuance of this Series 2024 Note do exist, have happened and have been performed in due time,
form and manner as required by law, and that the issuance of this Series 2024 Note is in full
compliance with and does not exceed or violate any constitutional or statutory limitation.
[Remainder of this Page Intentionally Left Blank]
Exhibit A-4
IN WITNESS WHEREOF, the City of Ocoee, Florida has caused this Series 2024 Note to
be executed in its name by the manual signature of its Mayor and attested by the manual
signature of its City Clerk, and its seal to be impressed hereon, all as of this 7th day of March,
2024.
CITY OF OCOEE, FLORIDA
[SEAL]
ATTEST: Mayor
City Clerk
APPROVED AS TO FORM:
City Attorney
Exhibit A-5
ASSIGNMENT AND TRANSFER
For value received the undersigned hereby sells, assigns and transfers unto ___________
____________________________________________________________________________________
(Please insert Social Security or other identifying number of transferee) the attached Note of the
City of Ocoee, Florida, and does hereby constitute and appoint
_______________________________________, attorney, to transfer the said Note on the books kept
for registration thereof, with full power of substitution in the premises.
Date:___________________
By: _______(manual signature)___
Title: _____________________
NOTICE: No transfer will be registered and no
new Note will be issued in the name of the
Transferee, unless the signature to this assignment
corresponds with the name as it appears upon the
face of the within Note every particular, without
alteration or enlargement or any change whatever
and the Social Security or Federal Employer
Identification Number of the Transferee is
supplied.
Signature Guaranteed by
_________________________
[member firm of the New York
Stock Exchange or a commercial
bank or a trust company.]
Exhibit A-6
SCHEDULE I
PRINCIPAL REPAYMENT SCHEDULE
Payment Date Payment Amount
10/1/2024 $ 489,000
10/1/2025 884,000
10/1/2026 923,000
10/1/2027 964,000
10/1/2028 1,006,000
10/1/2029 1,050,000
10/1/2030 1,096,000
10/1/2031 1,145,000
10/1/2032 1,195,000
10/1/2033 1,248,000
Exhibit B-1
EXHIBIT B
FORM OF LENDER’S CERTIFICATE
This is to certify that REGIONS CAPITAL ADVANTAGE, INC. (the “Lender”) has made
a loan (the “Loan”) to the City of Ocoee, Florida (the “Issuer”). The Loan is evidenced by the
Issuer’s Capital Improvement Revenue Note, Series 2024 dated March 7, 2024 (the “Note”). The
Lender acknowledges that the Loan is being made as a direct loan and not through the purchase
of a municipal security and that the Issuer will not make a filing with the Municipal Securities
Rulemaking Board’s Electronic Municipal Market Access repository. Any capitalized undefined
terms used herein not otherwise defined shall have the meaning set forth in a resolution adopted
by the City Commission of the Issuer on March 5, 2024 (the “Resolution”).
The Lender has conducted its own investigation, to the extent it deems satisfactory or
sufficient, into matters relating to business affairs or conditions (either financial or otherwise) of
the Issuer in connection with the Loan and no inference should be drawn that the Lender, in the
acceptance of said Note, is relying on Note Counsel or Issuer’s Counsel as to any such matters
other than the legal opinion rendered by Note Counsel, Bryant Miller Olive P.A., and by Issuer’s
Counsel, Fishback Dominick.
We acknowledge that no CUSIP numbers or credit ratings have been obtained with
respect to the Note. We further acknowledge that we are making the Loan for our own account,
we do not currently intend to syndicate the Loan, and we will take no action to cause the Note to
be characterized as a security.
We are not acting as a broker or other intermediary and are funding the Loan with our
own capital and for our own account and not with a present view to a resale or other distribution
to the public. The Note will only be sold to an Accredited Investor as such term is defined in the
Securities Act of 1933, as amended, and Regulation D. We are a bank as contemplated by Section
517.061(7), Florida Statutes. We are not purchasing the Note for the direct or indirect promotion
of any scheme or enterprise with the intent of violating or evading any provision of Chapter 517,
Florida Statutes.
We are an “accredited investor” as such term is defined in the Securities Act of 1933, as
amended, and Regulation D thereunder.
This Certificate is furnished by us as Lender based solely on our knowledge on the day
hereof and is solely for the benefit of the Issuer and may not be relied upon by, or published or
communicated to, any other person without our express written consent. We disclaim any
obligation to supplement this letter to reflect any facts or circumstances that may hereafter come
to our attention.
Exhibit B-2
Dated this 7th day of March, 2024.
REGIONS CAPITAL ADVANTAGE, INC.
Name: Bo Buckner
Title: President
Exhibit C-1
EXHIBIT C
FORM OF DISCLOSURE LETTER
The undersigned, Regions Capital Advantage, Inc., as Lender (the “Lender”), proposes to
negotiate with the City of Ocoee, Florida (the “Issuer”) for the private purchase of its City of Ocoee,
Florida, Capital Improvement Revenue Note, Series 2024 (the “Series 2024 Note”) in the principal
amount of $10,000,000. Prior to the award of the Series 2024 Note, the following information is hereby
furnished to the Issuer:
1. Set forth is an itemized list of the nature and estimated amounts of expenses to be
incurred for services rendered to Lender in connection with the issuance of the Series 2024 Note (such
fees and expenses to be paid by the Issuer):
Butler Snow
Lender Counsel Fees -- $10,000
2. (a) No other fee, bonus or other compensation is estimated to be paid by the Lender in
connection with the issuance of the Series 2024 Note to any person not regularly employed or retained
by the Lender (including any “finder” as defined in Section 218.386(1)(a), Florida Statutes), except as
specifically enumerated as expenses to be incurred by the Lender, as set forth in paragraph (1) above.
(b) No person has entered into an understanding with the Lender, or to the knowledge
of the Lender, with the Issuer, for any paid or promised compensation or valuable consideration,
directly or indirectly, expressly or implied, to act solely as an intermediary between the Issuer and the
Lender or to exercise or attempt to exercise any influence to effect any transaction in the purchase of
the Series 2024 Note.
3. The amount of the underwriting spread expected to be realized by the Lender is $0.
4. The management fee to be charged by the Lender is $0.
5. Truth-in-Bonding Statement:
The Series 2024 Note is being issued primarily to finance the costs of the construction and
equipping of a new regional police/public safety training facility.
Unless earlier redeemed, the Series 2024 Note is expected to be repaid by October 1, 2033, at a
fixed interest rate of 4.40%, with the estimated total interest paid over the life of the Series 2024 Note
being $2,461,609.33.
The Series 2024 Note will be payable solely from Pledged Revenues as defined in Resolution
No. 2024-05 adopted by the City Commission of the Issuer on March 5, 2024 (the “Resolution”).
Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed
thereto in the Resolution. Issuance of the Series 2024 Note is estimated to result in an annual average
Exhibit C-2
of approximately $1,302,607.25 of Pledged Revenues of the Issuer not being available to finance other
services of the Issuer during the life of the Series 2024 Note.
6. The name and address of the Lender is as follows:
Regions Capital Advantage, Inc.
1900 Fifth Avenue North, Suite 2400
Birmingham, Alabama 35203
IN WITNESS WHEREOF, the undersigned has executed this Disclosure Letter on behalf of the
Lender this 7th day of March, 2024.
REGIONS CAPITAL ADVANTAGE, INC.
Name: Bo Buckner
Title: President
Exhibit D-1
EXHIBIT D
PROPOSAL
REGIONS CAPITAL ADVANTAGE, INC.
Rebecca Reynolds-Russell
Senior Vice President
Government & Institutional Banking
(407) 310-6074
Rebecca.Reynolds@regions.com
Kyle Dixon
Vice President
Commercial Banking
(407) 361-0414
Kyle.Dixon@regions.com
Internal Use
February 20, 2024
Joyce Tolbert, NIGP-CPP, CPPB
Procurement Manager
City of Ocoee
150 N Lakeshore Dr
Ocoee, Florida 347612223
Reference: City of Ocoee, Florida $10MM Capital Improvement Revenue Note, Series 2024 – RFP #24-006
Dear Ms. Tolbert:
Regions Capital Advantage, Inc. (the “Lender”) is pleased to furnish this Term Sheet (this “Term Sheet”) to the City of
Ocoee, Florida (the “Borrower” or the “City”) for a not-to-exceed $10,000,000 Term Loan (the “Loan” or “Debt
Instrument”) for the purposes set forth below. We understand that the Borrower intends to close the Loan on or before
March 7, 2024 (the “Anticipated Closing Date”).
Below you will find the proposed set of terms and conditions associated with this Term Sheet:
Borrower: City of Ocoee, Florida
Lender: Regions Capital Advantage, Inc. (the “Lender”)
Role of Lender: The Lender and their representatives are not registered municipal advisors and do not provide
advice to municipal entities or obligated persons with respect to municipal financial products or
the issuance of municipal securities (including regarding the structure, timing, terms and similar
matters concerning municipal financial products or municipal securities issuances) or engage in
the solicitation of municipal entities or obligated persons for the provision by non-affiliated
persons of municipal advisory services and/or investment advisory services. With respect to this
Term Sheet and any other information, materials or communications provided by the Lender: (a)
the Lender and their representatives are not recommending an action to any municipal entity or
obligated person; (b) the Lender and their representatives are not acting as an advisor to any
municipal entity or obligated person and do not owe a fiduciary duty pursuant to Section 15B of
the Securities Exchange Act of 1934 to any municipal entity or obligated person with respect to
this Term Sheet, information, materials or communications; (c) the Lender and their
representatives are acting for their own interests; and (d) the Borrower has been informed that
the Borrower should discuss this Term Sheet and any such other information, materials or
communications with any and all internal and external advisors and experts that the Borrower
deems appropriate before acting on this Term Sheet or any such other information, materials or
communications.
REGIONS CAPITAL ADVANTAGE, INC.
2 of 7 Internal Use
Privately
Negotiated Loan:
The Borrower acknowledges and agrees that the Lender are purchasing the Debt Instrument in
evidence of a privately negotiated loan and in that connection the Debt Instrument shall not be
(i) assigned a separate rating by any municipal securities rating agency, (ii) registered with the
Depository Trust Company or any other securities depository, (iii) issued pursuant to any type of
offering document or official statement or (iv) assigned a CUSIP number by Standard & Poor's
CUSIP Service.
Purpose: The Loan will finance the construction and equipping of a new Regional Police/Public Safety
Training Facility, as well as pay the cost of issuance related to the Loan.
Loan Amount: Up to $10,000,000
Structure: Tax-Exempt, non-bank qualified term loan
Interest Rate: Option A: 4.19% (Prepay after 5 years without penalty)
Option B: 4.40 % (Prepay after 3.5 years without penalty)
These rates are offered for illustrative purposes only and do not constitute a commitment by the
Lender to lend at either indicative rate. The actual initial fixed rate for the Loan may be higher
or lower depending on market conditions at the time the Loan is closed. The interest rate may
be fixed up to thirty (30) days in advance of closing upon receipt of an executed Term Sheet.
Default Rate: The interest rate otherwise applicable to the Debt Instrument plus 6.00%.
Repayment: Principal payable annually on October 1, beginning October 1, 2024. Interest payable semi-
annually on April 1 and October 1, beginning October 1, 2024. Interest calculated on a 30/360
basis.
Principal payments due shall be substantially similar to those set forth in the Preliminary Loan
Amortization Schedule provided in the Request for Proposals and shown in Exhibit A. All
payments are due on the same calendar day of the month.
Maturity Date: October 1, 2033. Maturity Date must fall on a payment due date.
Prepayment: Option A: Prepayment of principal allowed, without penalty, at any time after 60 months from
the Closing Date. Partial redemptions shall be applied in the inverse order of scheduled
maturities, shall be made on a principal payment date, and shall not be less than $100,000.
Option B: Prepayment of principal allowed, without penalty, at any time after 42 months from
the Closing Date. Partial redemptions shall be applied in the inverse order of scheduled
maturities, shall be made on a principal payment date, and shall not be less than $100,000.
REGIONS CAPITAL ADVANTAGE, INC.
3 of 7 Internal Use
Other Fees, Costs
and Expenses:
The Borrower will be responsible for all out-of-pocket fees, costs and expenses of the Lender
(including, without limitation, counsel fees and expenses and costs associated with lien searches,
and recordation) incurred in connection with the negotiation, execution, delivery, administration
and enforcement of the Loan Documents. In consideration of the undertakings of the Lender
hereunder, and recognizing that in connection herewith the Lender will be incurring such fees,
costs and expenses, the Borrower agrees to reimburse the Lender for all such fees, costs and
expenses, regardless of whether, or to what extent, any of the transactions contemplated hereby
are consummated.
The Lender will use Butler Snow as Lender’s Counsel, and fees and expenses are expected to not
exceed $10,000, provided Lender’s Counsel is only reviewing documentation. Counsel fees may
increase if Lender’s Counsel is asked to provide other services.
Security: Covenant to Budget & Appropriate from legally available Non-Ad Valorem Revenues of the
Borrower
Determination of
Taxability:
Upon the occurrence of a Determination of Taxability of the Loan, the Borrower agrees to pay to
the Lender a rate of interest from the date of Loan funding that would provide the Lender with
an after-tax yield on the then outstanding principal amount of this Loan at least equal to the
after-tax yield the Lender could have received if a Determination of Taxability had not occurred.
Representations
and Warranties:
Usual and customary for this type of financing.
REGIONS CAPITAL ADVANTAGE, INC.
4 of 7 Internal Use
Covenants: Usual and customary for this type of financing, including but not limited to the following:
1) The Borrower shall deliver to the Lender each of the following, in form and substance
satisfactory to the Lender:
(i) Audited financial statements within 270 days after the end of each of the Borrower’s
Fiscal Years;
(ii) Annual budget within 30 days of adoption (but no later than 30 days after the start of
each Fiscal Year) by the Borrower;
(iii) Updated capital improvement plans, upon adoption; and,
(iv) Such other information as reasonably requested by the Lender from time to time.
2) Anti-Dilution Test (1.25x) – the City will agree and covenant with the Owner not to issue debt
payable from such Non-Ad Valorem Revenues unless the debt service coverage, calculated in
accordance with the formula below, exceeds 1.25:1.0 for the preceding twelve (12) months.
The City agrees that, as soon as practicable upon the issuance of debt by the City which is
secured by its Non-Ad Valorem Revenues, it shall deliver to the Owner a certificate setting
forth the calculations of the financial ratios provided below and certifying that it is in
compliance with the provisions of this section.
The debt service coverage formula shall be calculated as follows:
[Total General Fund Revenues Ad Valorem Revenues (General Fund) + funds deposited into
the General Fund from Enterprise Funds for payment of General Government & Public Safety
Expenditure (General Fund)] – [Current General Government Expenditures (General Fund) +
Current Public Safety Expenditures (General Fund) – Current General Government & Current
Public Safety Expenditures paid from Ad Valorem Revenues (General Fund)]/Maximum
Annual Debt Service for both the Existing and Proposed Debt payable from Non-Ad Valorem
Revenues
Defaults: Usual and customary for this type of financing.
Remedies: The Lender shall have all the rights and remedies set forth in the Loan Documents, and available
at law and in equity, for the enforcement thereof.
Legal Opinions: As an additional condition precedent to the Lender making the Loan, the Borrower shall provide,
among other things, the following opinions to the Lender:
(i) an opinion of bond counsel in form and substance satisfactory to the Lender and its counsel in
all respects, which shall include opinions to the effect that (a) the Borrower has the authority
under the laws of the State of Florida to issue the Debt Instrument and execute and deliver the
Loan Documents, (b) that the Debt Instrument have been duly issued and each of the Debt
Instrument and the other Loan Documents to which the Borrower is a party has been duly
authorized, executed and delivered by the Borrower, (c) that each of the Debt Instrument and
the other Loan Documents to which the Borrower is a party is a valid and binding obligation of
the Borrower, duly enforceable in accordance with its terms, and (d) that interest on the Debt
Instrument is excludable from gross income of the Lender thereof for federal income tax
purposes.
REGIONS CAPITAL ADVANTAGE, INC.
5 of 7 Internal Use
Transfer
Provisions:
The Lender shall maintain the right to transfer and/or assign, in whole or in part, its rights
hereunder, the Debt Instrument and/or the Loan, or, in either case, any interest therein, to any
person or entity in its sole and absolute discretion. The Borrower may not assign its rights
hereunder or under any of the Loan Documents to any person without the prior written consent
of the Lender.
Disclaimer: This Term Sheet describes some of the basic terms and conditions proposed to be included in the
documents between the Lender and the Borrower. This Term Sheet does not purport to
summarize all the conditions, covenants, representations, warranties, assignments, events of
default, cross default, acceleration events, remedies or other provisions that may be contained
in documents required to consummate this financing.
US Patriot Act: The Borrower represents and warrants to the Lender that neither it nor any of its principals,
shareholders, members, partners, or Affiliates, as applicable, is a Person named as a Specially
Designated National and Blocked Person (as defined in Presidential Executive Order 13224) and
that it is not acting, directly or indirectly, for or on behalf of any such person. The Borrower
further represents and warrants to the Lender that the Borrower and its principals, shareholders,
members, partners, or Affiliates, as applicable, are not directly or indirectly, engaged in, nor
facilitating, the transactions contemplated by this transaction on behalf of any Person named as
a Specially Designated National and Blocked Person.
Waiver of Jury
Trial:
To the extent permitted by applicable law, each of the Borrower and the Lender irrevocably and
voluntarily waives any right it may have to a trial by jury with respect to any controversy or claim
between the Borrower and the Lender, whether arising in contract or tort or by statute, including
but not limited to any controversy or claim that arises out of or relates to this Term Sheet, the
Debt Instrument or any of the other Loan Documents. This provision is a material inducement for
the Lender's determination to make the Loan and for the parties to enter into the Loan
Documents.
Governing Law: State of Florida
Thank you for providing the Lender with this opportunity to be involved in a financial partnership with the Borrower. The
Lender is willing to discuss the terms reflected herein through March 19, 2024. After such date, terms, conditions and
pricing may change based on prevailing market conditions and further discussion will be at Lender’s sole discretion. We
are grateful for your consideration and remain available to promptly respond to any questions that you may have
regarding this document. We look forward to hearing from you.
REGIONS CAPITAL ADVANTAGE, INC.
6 of 7 Internal Use
Exhibit A
REGIONS CAPITAL ADVANTAGE, INC.
7 of 7 Internal Use
EXHIBIT B
In the event Borrower requests Lender to move forward with the approval process after discussion of the aforementioned
terms and conditions contained in the Term Sheet, Borrower agrees to reimburse Lender on demand for all out-of-pocket
expenses incurred by Lender if the transaction fails to close for any reason other than Lender’s decision not to approve
the transaction. Such expenses shall include, but not be limited to, legal expenses incurred by Lender.
ACCEPTANCE:
Borrower does hereby agree to all provisions contained in Exhibit B, and elects Interest Rate Option __.
On behalf of City of Ocoee, FL
Borrower Signature:
By:
Name:
Title:
Date:
February9,2024Answerstoquestionsreceivedand/orAmendmentstotheRFPDocumentsareasfollows:QI.A2.Respondent:Signature:Name:Title:Al.Q2.CityManagerRobertFrankPleaseprovidealistofanydebtalongwiththetermsthattheCitymayhavetakenduringtheFYof2023?TheCitydidnottakeonanynewdebtin2023.Wouldyoubeabletoprovidetheanti-dilutiontestcalculationthatincludesexistingdebtserviceandthecoverageratio?SeeAddendum#1postedonBonfire2/08/24.ADDENDUMNO.TWO(2)CITYOFOCOEERFP#24-006CapitalImprovementRevenueNote,Series2024PrincipalAmountNottoExceed$10,000,000wocoeefloridaMayorRustyJohnsonCommissionersScottR.Kennedy,District1RosemaryWilsen,District2RichardFirstner,District3AgesHart,District4ThisAddendumshallmodifyandbecomeapartoftheoriginalRFPDocumentsforRFP#24-006.ThisAddendumconsistsofone(1)page.RespondentsshouldacknowledgereceiptofthisAddenduminthespaceprovidedatthebottomofthisAddendum.JoyceTolbert,NIGP-CPP,CPPBProcurementManagercc:RebeccaRoberts,CPAFinanceDirectorRespondentsshouldacknowledgethisaddendumbycompletingthesectionbelowandsubmittingalongwiththeotherrequiredformsoftheRFP.
CovenantsrelatingtotheSeries2009aresimilartotheproposedSeries2024Loan.tensRespondent:Name:Title:Addendum#!RFP24-006CIRevenueNoteSeries2024Page3A7.TheSeries2020andSeries2017CapitalImprovementRevenueBondsaresecuredbyHalfcentsalestaxes,PublicServicesTaxesandcommunicationservicestaxesandtheSeries2009aresecuredbyaCBApledgeanditwillbematuringon10/1/2025.Q7.Pleaseprovideanycovenantrequirementlanguageforalloutstandingnon-EnterpriseFundsdebt.RespondentsshouldacknowledgethisaddendumbycompletingthesectionbelowandsubmittingalongwiththeotherrequiredformsoftheRFP.JoyceTolbert,NIGP-CPP,CPPBProcurementManagerattachments:Anti-DilutionTestandScheduleofIntergovernmentalRevenuescc:RebeccaRoberts,CPA,FinanceDirectorTheSeries2017and2020BondsareratedAA+/AAfromFitchandS&Prespectively.CovenantsrelatedtothesebondscanbefoundontheattachedLink.https://link.edgepilot.com/s/ff6f4715/fvHFHKsUtUyUNP9MCFFagA?u=https://emma.msrb.org/P11430001-P11109599-P11519318.pdfSignature:
APPENDIXCDRUG-FREEWORKPLACEFORM1.2.3.4.5.6.RFP24-006CapitalImp.Rev.NoteSeries202415Imposeasanctionof,orrequirethesatisfactoryparticipationinadrugabuseassistanceorrehabilitationprogramissuchisavailableintheemployee'scommunity,byanyemployeewhoisconvicted.Makeagoodfaithefforttocontinuetomaintainadrug-freeworkplacethroughimplementationofparagraphs1thru5.Informemployeesaboutthedangersofdrugabuseintheworkplace,thebusiness'spolicyofmaintainingadrug-freeworkplace,anyavailabledrugcounseling,rehabilitation,andemployeeassistanceprograms,andthepenaltiesthatmaybeimposeduponemployeesfordrugabuseviolations.GiveeachemployeeengagedinprovidingthecommoditiesorcontractualservicesthatareunderbidacopyofthestatementspecifiedinParagraph1.Inthestatementspecifiedinparagraph1,notifytheemployeesthat,asaconditionofworkingonthecommoditiesorcontractualservicesthatareunderbid,theemployeeswillabidebythetermsofastatementandwillnotifytheemployerofanyconvictionof,orpleaofguiltyornolocontendereto,anyviolationofFloridaStatute893orofanycontrolledsubstancelawoftheUnitedStatesoranystate,foraviolationoccurringintheworkplacenolaterthanfive(5)daysaftersuchconviction.Publishastatementofnotifyingemployeesthattheunlawfulmanufacture,distribution,dispensing,possession,oruseofacontrolledsubstanceisprohibitedintheworkplaceandspecifyingtheactionsthatwillbetakenagainstemployeesforviolationsofsuchprohibition.Theundersignedvendor,inaccordancewithFloridaStatus287.087herebycertifiesthatdoes:NameofBusinessAsthepersonauthorizedtosignthisstatement,Icertifythatthisfirmcomplieswiththeaboverequirements.proposer'sSignature'Date
Pleasecheckoneofthefollowingstatementsandattachadditionaldocumentationifnecessary:DateRFP24-006CapitalImp.Rev.NoteSeries202416AccordingtoChapter112,FloridaStatutes,theterm"conflictofinterest""meansasituationinwhichregardforaprivateinteresttendstoleadtodisregardofapublicdutyorinterest",andreferstosituationsinwhichfinancialorotherpersonalconsiderationsmayadverselyaffect,orhavetheappearanceofadverselyaffecting,anemployee'sprofessionaljudgmentinexercisinganyCitydutyorresponsibilityinadministration,management,instruction,research,orotherprofessionalactivities.ThepurposeofthisdisclosureformistogivetheCitytheinformationneededtoidentifypotentialconflictsofinterestfortheCityCommission,EvaluationCommitteemembers,andotherkeyCityemployeesandconsultantsinvolvedintheawardofthiscontract.Tothebestofourknowledge,theundersignedfirmhasnopotentialconflictofinterestforthisProposal.Theundersignedfirm,byattachmenttothisform,submitsinformationwhichmaybeapotentialconflictofinterestforthisProposal.APPENDIXDCITYOFOCOEERFP#24-006CONFLICTOFINTERESTDISCLOSUREFORMAwardofthiscontractissubjecttotheprovisionsofChapter112,FloridaStatutes.AllProposersmustdisclosewithintheirProposal:thenameofanyCityofOcoeeemployee,MayororCityCommissioner,otherCityOfficial,orCityConsultants,whoownsassetsorcapitalstock,directlyorindirectly,intheProposer'sfirmoranyofitsbranches,orwoulddirectlyorindirectlybenefitbytheprofitsoremolumentsofthisproposal.(Indirectownershiporbenefitappliestoanymembersofhisorherimmediatefamily.)Proposercertifiesthatnomemberoftheentity'sownershipormanagementispresentlyapplyingforanemployeepositionoractivelyseekinganelectedpositionwiththeCity.Intheeventthataconflictofinterestisidentifiedintheprovisionofservices,ProposeragreestoimmediatelynotifytheCityinwriting.Acknowledgedby:FirmName/~\Signature/’NameandTitle(PrintorType)g-yp-d
Title:Date:RFP24-006CapitalImp.Rev.NoteSeries202418TheRespondentcertifiesthatthecompanyisnotparticipatinginaboycottofIsrael.TheRespondentcertifiesthattheRespondentisnotontheScrutinizedCompaniesthatBoycottIsraelList,notontheScrutinizedCompanieswithActivitiesinSudanList,notontheScrutinizedCompanieswithactivitiesintheIranPetroleumEnergySectorList,orhasbeenengagedinbusinessoperationsinCubaorSyria,asthosetermsareusedanddefinedInsections287.135and215.473oftheFloridaStatutes.IntheeventthattheRespondentisunabletoprovidesuchcertificationbutstillseekstobeconsideredforawardofthissolicitation,theRespondentshall,onaseparatepieceofpaper,clearlystatethatitisononeorbothoftheScrutinizedCompanieslistsandshallfurnishtogetherwithitsproposaladulyexecutedwrittenexplanationofthefactssupportinganyexceptiontotherequirementforcertificationthatitclaimsunderSection287.135oftheFloridaStatutes.TheRespondentagreestocooperatefullywiththeCityinanyinvestigationundertakenbytheCitytodeterminewhethertheclaimedexceptionwouldbeapplicable.TheCityshallhavetherighttoterminateanycontractresultingfromthissolicitationfordefaultiftheRespondentisfoundtohavesubmittedafalsecertification,ortohavebeenplacedontheScrutinizedCompaniesthatBoycottIsraelList,ortohavebeenplacedontheScrutinizedCompaniesforActivitiesinSudanList,ortheScrutinizedCompanieswithActivitiesintheIranPetroleumEnergySectorList,orhasbeenengagedinbusinessoperationsinCubaorSyria.APPENDIXFCertificationRegardingScrutinizedCompanies'ListsNameofRespondentsOAS(AuthorizedSignature)V'\)leg.
APPENDIXB1.address2.3.Iunderstandthat"affiliate"asdefinedinParagraph287.133(l)(a),FloridaStatutes,means:4.Apredecessororsuccessorofapersonconvictedofapublicentitycrime;orA.B.RFP24-006CapitalImp.Rev.NoteSeries202413Iunderstandthat"convicted"or"conviction"asdefinedinParagraph287.133(l)(b),FloridaStatutes,meansafindingofguiltoraconvictionofapublicentitycrime,withorwithoutanadjudicationofguilt,inanyfederalorstatetrialcourtofrecordrelatingtochargesbroughtbyindictmentorinformationafterJuly1,1989,asaresultofajuryverdict,nonjurytrial,orentryofapleaofguiltyornolocontendere.Iunderstandthata"publicentitycrime"asdefinedinSection287.133(l)(g),FloridaStatutes,meansaviolationofanystateorfederallawbyapersonwithrespecttoanddirectlyrelatedtothetransactionofbusinesswithanypublicentityinFloridaorwithanagencyorpoliticalsubdivisionofanyotherstateorwiththeUnitedStates,including,butnotlimitedto,anybidorcontractforgoodsorservicestobeprovidedtoanypublicentityoranagencyorpoliticalsubdivisionandinvolvingantitrust,fraud,theft,bribery,collusion,racketeering,conspiracy,ormaterialmisrepresentation.SWORNSTATEMENTUNDERSECTION287.133(3)(a)FLORIDASTATUTES,ONPUBLICENTITYCRIMESAnentityunderthecontrolofanynaturalpersonwhoisactiveinthemanagementoftheentityandwhohasbeenconvictedofapublicentitycrime.Theterm"affiliate"includesthoseofficers,directors,executives,partners,shareholders,employees,members,andagentswhoareactiveinthemanagementofanaffiliate.Theownershipbyonepersonofsharesconstitutingacontrollinginterestinanotherperson,orapoolingofequipmentorincomeamongpersonswhennotforfairmarketvalueunderanarm'slengthagreement,shallbeaprimafaciecasethatonepersoncontrolsanotherperson.ApersonwhoknowinglyentersintoajointventurewithapersonwhohasbeenconvictedofapublicentitycrimeinFloridaduringthepreceding36monthsshallbeconsideredanaffiliate.asofwhosebusinessaddressisftand(ifapplicable)itsFederalEmployerIdentificationNumber(FEIN)Is1*5-03'11341Thisswornstatementissubmittedby.Seprxx,\1ICjg.Ol/VTl.ooMiftHpASr,3paFederalEmployerIdentificationNumber(FEIN)Is
5.6.ByDatedayofRFP24-006CapitalImp.Rev.NoteSeries202414•-•j?owhoispersonallyknowntomeorwhoproduceda£(QL-asidentificationandwhodidtakeanoath./>Iunderstandthata"person"asdefinedinParagraph287.133(l)(e),FloridaStatutes,meansanynaturalpersonorentityorganizedunderthelawsofanystateoroftheUnitedStateswiththelegalpowertoenterintoabindingcontractandwhichbidsorappliestobidoncontractsfortheprovisionofgoodsorservicesletbyapublicentity,orwhichotherwisetransactsorappliestotransactbusinesswithapublicentity.Theterm"person"includesthoseofficers,directors,executives,partners,shareholders,employees,members,andagentswhoareactiveinmanagementofanentity.STATEOFF'c?r'CITYOF’SABRINABONNER1j>;NotaryPublic-StateofFloridaCommissionIfHH173053'-.?Ffy-MyComm.ExpiresSep7,2025Neithertheentitysubmittingthisswornstatement,noranyofficers,directors,executives,partners,shareholders,employees,membersoragentswhoareactiveinthemanagementof1^4IoaS,WK,theentity,noranyaffiliateoftheentityhavebeenconvictedofapublicentitycrimesubsequenttoJuly1,1989.Theforegoinginstrumentwasacknowledgedbeforemethis-2°.r/.ft-^NotaryPublicMycommissionexpires:I
[Respondent]proofofregistrationintheDate:COUNTYOF(date)by[NotarySeal]RFP24-006CapitalImp.Rev.NoteSeries202417APPENDIXERESPONDENTE-VERIFYAFFIDAVITPrintName:Theforegoinginstrumentwasacknowledgedbeforenotarization,thisO&1(<?oagent,titleofofficeroragent)of’oNo6§Nametyped,printedorstampedMyCommissionExpires:c^/f^kaZ^Iherebycertifythat,[Respondent]doesnotemploy,contractwith,orsubcontractwithanunauthorizedalien,andisotherwiseinfullcompliancewithSection448.095,FloridaStatutes.STATEOFSABRINABONNER>NotaryPublic-StateofFloridaCommission#HH173053’MyComm.ExpiresSep7,2025AllemployeeshiredonorafterJanuary1,2021havehadtheirworkauthorizationstatusverifiedthroughtheE-Verifysystem.AtrueandcorrectcopyofIpfi$JE-VerifysystemisattachedtothisAffidavit.mebymeansofdtfahysicalpresenceornonline!rxbffQyx.tnOjnoldS(nameofofficeror„„I--jAVi(nameofRespondentcompanyacknowledging),aF-1QCs<jo(stateorplaceofincorporation)corporation,onbehalfofthecorporation.He/sheispersonallyknowntomeorhasproducedj'k.(typeofidentification)asidentification.ziPublic
FEDERALID#IndividualPartnershipOther(Specify).dayor1SABRINABONNERRFP24-006CapitalImp.Rev.NoteSeries202419iNotaryPublic-StateofFloridaIIPersonallyKnownProducedIdentificationCommission#HH173053MyComm.ExpiresSep7,2025FAILURETOCOMPLYWITHTHESERFPINSTRUCTIONSWILLRESULTINDISQUALIFICATIONOFYOURQUALIFICATIONPACKAGE.PLEASESIGNBELOWATTESTINGTHATYOUHAVEREADANDUNDERSTANDALLRFPINSTRUCTIONS,ANDTHATYOUUNDERSTANDTHATTHESUCCESSFULRESPONDENTWILLBEREQUIREDTOENTERINTOALEGALLYBINDINGCONTRACTWITHTHECITYOFOCOEE.APPENDIXGCOMPANYINFORMATION/SIGNATURESHEETRFP#24-006IFREMITTANCEADDRESSISDIFFERENTFROMPURCHASEORDERADDRESS,PLEASEINDICATEBELOW:rcT)u(TypeofIdentification)Flor<do*-TELEPHONE(INCLUDEAREACODE)FAX(INCLUDEAREACODE)rour<£a/qaIS~-CctflE-MAILADDRESSUNAME11IiNotaryPublic-StateofCountyof^G-SCOSignatureofNotaryPublicSonnetPrinted,typedorstampedCommissionednameofNotaryPublicCOMPANYNAMSworntoandsubscribedbeforemebymeansof^/physicalpresenceoronlinenotarizationthisof.,202U.(maHtial)S\/PIAUTHORIZEDSIGNATURENAME/TTTLE(PLEASEPRINT)IQQNSTREETADDRESS-Tampa33^0^CITY‘STATEZIPU3-o3Tl3qICorporation
Published Daily
ORANGE County, Florida
Sold To:
City of Ocoee - CU00104366
1 North Bluford Avenue
OCOEE, FL 34761-2258
Bill To:
City of Ocoee - CU00104366
1 North Bluford Avenue
OCOEE, FL 34761-2258
State Of Florida
County Of Orange
Before the undersigned authority personally appeared
Rose Williams, who on oath says that he or she is a duly authorized
representative of the ORLANDO SENTINEL, a DAILY newspaper
published in ORANGE County, Florida; that the attached copy of
advertisement, being a Legal Notice in:
The matter of 11150-Public Hearing Notice
Was published in said newspaper by print in the issues of, or by publication
on the newspaper¶s website, if authorized on Feb 25, 2024.
Affiant further says that the newspaper complies with all legal requirements
for publication in Chapter 50, Florida Statutes.
Rose Williams
Sworn to and subscribed before me on this 26 day of February, 2024,
by above Affiant, who is personally known to me (X) or who has produced identification ( ).
Signature of Affiant Name of Affiant
Signature of Notary Public
Name of Notary, Typed, Printed, or Stamped
7589639
7589639