HomeMy WebLinkAboutcocc_cra_interlocal_agmt_7404_funding_20211207_recorded(CFN 2022015392, OR BK 9390 PAGE 1503,
(Recorded 01/20/2022 at 02:29 PM, Rachel M. Sadoff,
IClerk of Courts, Brevard County
j # Pgs:19
Prepared by and return to:
Anthony A. Garganese, City Attorney
Garganese, Weiss, D'Agresta & Salzman, P.A.
Post Office Box 2873
Orlando, Florida 32802-2873
(407) 425-9566
INTERLOCAL AGREEMENT
(Financial Contribution for Public Redevelopment Activities)
This Agreement entered into this 7th day of December, 2021, by and between
the CITY OF CAPE CANAVERAL, FLORIDA, a municipal corporation of the State of
Florida ("City"), and the CAPE CANAVERAL COMMUNITY REDEVELOPMENT AGENCY,
a body politic and corporate created pursuant to Part III, Chapter 163, Florida Statutes
and City of Cape Canaveral Resolution No. 2012-16 ("Agency").
WITNESSETH:
WHEREAS, in 2012 the City created the Agency pursuant to Resolution 2012-16;
and
WHEREAS, the City and Agency hereby recognize, as more fully explained herein,
that a joint public partnership exists between the Agency and the City for purposes of
acquiring, designing, permitting, constructing and financing an expansion of the Cape
Canaveral City Campus located along N. Atlantic Avenue (A1A) ("Project"); and
WHEREAS, the Agency is beginning to generate adequate tax increment funding
to commence making significant public capital investments in the Redevelopment Area
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2021 Loan Payment Reimbursement Agreement
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in accordance with the Agency's Redevelopment Plan ("Redevelopment Plan") and the
Community Redevelopment Act of 1969 and as more specifically stated herein; and
WHEREAS, the Redevelopment Plan provides that the Agency will formulate,
finance and implement redevelopment strategies that will serve as a catalyst for future
redevelopment and business opportunities within the Redevelopment Area; and
WHEREAS, the Redevelopment Plan also provides that the Agency will provide
necessary public facilities at acceptable levels of service within the Redevelopment Area
to accommodate existing and future needs as proposed development occurs within the
Redevelopment Area including, but not limited to, (i) the Agency working with all
appropriate government agencies and private utilities to ensure the provision of
adequate services and facilities within the Redevelopment Area including parks and
recreation and other public services; (ii) the Agency pursuing adequate park and
recreation facilities, open space and beautification opportunities that may be desirable
for neighborhood improvement, with special consideration for the health, safety and
welfare of children; and
WHEREAS, as a result of a City of Cape Canaveral initiated strategic planning
process, the City has identified the Project to enhance the Cape Canaveral City Campus
within the Redevelopment Area; and
WHEREAS, the Project will be located adjacent to other City owned facilities and
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serve as an in -fill acquisition of land and redevelopment project that will provide the
City with an opportunity to create a compact and contiguous City campus to support
local culture, commerce and education and serve as a venue for cultural
enrichment/education programs and a mechanism for public engagement in the arts
- and repository for the City's rich cultural heritage; and
WHEREAS, the Project is a major redevelopment activities which is expressly
contemplated by, and in furtherance of implementing, the goals, policies and objectives
set forth in the Redevelopment Plan; and
WHEREAS, the current and previous annual budgets and capital improvement
plans of the City and Agency provide that the Agency will participate with the City in
funding the acquisition and construction of the Project; and
WHEREAS, the Agency and City desire to partner together in pursuing the
acquisition and construction of the redevelopment activities associated with the Project
for purposes of supporting the local culture, commerce and education and serve as a
venue for cultural enrichment/education programs and a mechanism for public
engagement in the arts and repository for the City's rich cultural heritage and provide
open space and beautification opportunities that may be desirable for the residents and
businesses of Cape Canaveral and the Redevelopment Area; and
WHEREAS, the Agency and City also desire to pursue these redevelopment
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activities to promote future economic development within the Redevelopment Area and
the City; and
WHEREAS, to expedite the funding of the aforementioned redevelopment
activities under historically favorable lending terms, the City Council adopted Ordinance
No. 39-2021 and Resolution No. 2021-21 authorizing a loan agreement with Synovus
Bank for a loan in the amount $1,200,000, as more specifically defined in Section 3(a) of
this Interlocal Agreement ("Bank Loan"); and
WHEREAS, the Bank Loan is in furtherance of the City and the Agency having
adequate funding to complete the acquisition of the Project and a portion of the design,
permitting and construction costs of the Project; and
WHEREAS, the Agency has generated sufficient annual tax increment funding to
reimburse the City the annual principal & interest payments on the Bank Loan as the
Agency's financial contribution to the aforementioned redevelopment activities in
furtherance of the Redevelopment Plan; and
WHEREAS, although the financial commitment made by the Agency hereunder
and accepted and agreed to by the City under this Interlocal Agreement is not a loan
between the City and the Agency, to the extent that this Interlocal Agreement is
construed as a loan, the Agency and City are aware that the Florida Attorney General
has previously opined that loans between a city and redevelopment agency comply with
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Florida law. See Op. Fla. Att'y Gen. 2001-30; and
WHEREAS, it is necessary and proper for the Agency to agree to contribute to
the financing of the Project and any other capital projects within the Agency's
Redevelopment Area and to reimburse the City for the annual principal and interest
payments paid by the City on the Bank Loan under the terms and conditions of this
Agreement; and
WHEREAS, the City and Agency are desirous of entering into this Interlocal
Agreement to provide for the Agency's commitment to reimburse the City for the
annual principal and interest payments paid on the Bank Loan from increment revenues
deposited into the Redevelopment Trust Fund, and by any other available funding
received by the Agency, or the proceeds of future bonds that may be issued by the
Agency in the future; and
WHEREAS, the City and the Agency hereby deem the terms and conditions of
this Interlocal Agreement are consistent with the existing goals, policies and objectives
of the Redevelopment Plan; and
WHEREAS, the City Council of the City of Cape Canaveral, Florida, and the
governing board of the Cape Canaveral Community Redevelopment Agency, hereby
find this Interlocal Agreement to be in the best interests of the public health, safety, and
welfare of the citizens of Cape Canaveral and the Redevelopment Area.
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NOW, THEREFORE, in consideration of the mutual promises and covenants
contained herein, the parties hereto agree as follows:
SECTION 1. RECITALS; AUTHORITY. The foregoing recitals are true and
correct and hereby incorporated herein by this reference. This Agreement is entered
into pursuant to the authority of Section 163.01, Florida Statutes, and Part III, Chapter
163, Florida Statutes, particularly including Section 163.400, Florida Statutes.
SECTION 2. CONSISTENCY WITH THE REDEVELOPMENT PLAN. The City and
the Agency hereby agree that this Agreement is consistent with the Agency's
Redevelopment Plan, and that a modification of the Redevelopment Plan is not legally
necessary to approve, execute and implement the terms and conditions of this Interlocal
Agreement.
SECTION 3. DEFINITIONS.
(a) As used in this Agreement, the following terms shall have the following
meanings:
(1) "Act" means the actions by the governing body of the Agency and
the City Council creating the Agency and authorizing this Interlocal
Agreement, Section 163.01, Florida Statutes, as amended, Part III, Chapter
163, Florida Statutes, and other applicable provisions of law.
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(2) "Agency" means the Cape Canaveral Community Redevelopment
Agency Florida, and any successor thereto.
(3) "Bank Loan" means that certain bank loan authorized by the City's
City Council by Ordinance No. 39-2021 and Resolution No. 2021-21
authorizing a loan agreement between the City and Synovus Bank in the
original principal amount of up to One Million Two Hundred Thousand
and No/100 Dollars ($1,200,000.00), with a term of 10 years and interest
rate of 1.61 %, for purposes of funding the Project and other related capital
improvements. Said Bank Loan is payable in accordance with the attached
Debt Service Schedule, which is hereby fully incorporated herein as
EXHIBIT "A."
(4) "Area" or "Redevelopment Area" means the Agency's jurisdictional
area of operation which is legally described and set forth in City Resolution
2012-16, as may be amended.
(5) "City" means the City of Cape Canaveral, Florida, a Florida municipal
corporation.
(6) "City Council" means the elected governing body of the City.
(7) "Fiscal Year" means the period commencing on October 1 of each
year and continuing to and including the succeeding September 30.
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(8) "Governing Body" means the governing board of the Agency, or
any successor board, commission or council thereto.
(9) "Increment Revenues" means any monies deposited in the
Redevelopment Trust Fund pursuant to Section 163.387, Florida Statutes,
plus any investment earnings thereof.
(10) "Plan" means the Redevelopment Plan adopted by the Agency and
the City Council pursuant to the Act for redevelopment in the area of
operation of the Agency.
(11) "Redevelopment Activities" shall mean those activities funded by
the Bank Loan located within the Redevelopment Area, specifically the
Project and other related capital improvements, and falling within the
definitions of "community redevelopment," "redevelopment," "related
activities," and "community policing innovation" as those terms are
defined in section 163.340, Florida Statutes, and authorized by the Plan
including design, engineering, permitting and construction costs incurred
by the City and/or Agency directly related to such activities.
(12) "Redevelopment Trust Fund" means the redevelopment trust fund
of the Agency created and established pursuant to the Act in which
Increment Revenues are deposited.
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2021 Loan Payment Reimbursement Agreement
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(b) Words importing singular numbers shall include the plural number in each
case and vice versa, and words importing persons shall include firms, corporations or
other entities, including governments or governmental bodies. References to Florida
Statutes are to Florida Statutes (2021), as amended.
SECTION 4. FINDINGS AND DETERMINATIONS.
(a) The parties hereto recognize and find that it is in the best interest of each
party and the public to establish an additional cooperative relationship between the
parties hereto in order to best carry out the purposes of the Act, specifically including
the Redevelopment Activities which will occur within the Area on a timely and
expeditious basis. The parties hereto do further find that the Agency has sufficient
available funds to timely carry out the financial contribution required by Section 5 of this
Interlocal Agreement to assist in funding the certain Redevelopment Activities under the
Act and more specifically described herein.
(b) It is hereby ascertained, determined and declared by the Governing Body
of the Agency, that:
(1) It is in the best interests of the citizens of the City and is
contemplated by the Act and the Agency's Redevelopment Plan that the
Agency undertake certain actions in order to further the redevelopment of
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2021 Loan Payment Reimbursement Agreement
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its Area of operation within the corporate limits of the City through the
implementation of the Plan by engaging in the Redevelopment Activities.
(2) The Agency is authorized under the Act to use Increment Revenues
and other available funds of the Agency, if any, to make the financial
contribution to the City pursuant to Section 163.400, Florida Statutes, to
pay all or a portion of the Redevelopment Activities of the City and
Agency.
(3) The financial contribution required under this Interlocal Agreement
will be paid from all available funding sources available to the Agency
including, but not limited to, Increment Revenues, grants, and any Agency
Bonds that may be issued by the Agency if warranted and financially
feasible, and the Agency is authorized under the Act to issue, if necessary,
any future Agency Notes without a vote of the electors residing within the
area of operation of the Agency or within the City or any part thereof.
SECTION 5. AUTHORIZATION; FINANCIAL CONTRIBUTION.
(a) On a fiscal year basis, the Agency agrees to make a financial contribution
to the City from any available funds in an amount equal to each loan payment due, and
paid by the City, under the Bank Loan, as more specifically stated in the Debt Service
Schedule attached hereto as EXHIBIT "A." The reimbursement commitment made by
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2021 Loan Payment Reimbursement Agreement
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the Agency under this Section shall be retroactive to the first loan payment made by the
City and shall continue until such time as the Bank Loan is deemed paid in full by the
City and the bank. However, the Agency shall not be responsible for reimbursing the
City for any penalties or fees incurred by the City as a result of late payments.
Consistent with the terms and conditions of the Bank Loan, the Agency's financial
contribution made under this Interlocal Agreement is likewise intended to be used for,
and contingent upon the City, constructing the Redevelopment Activities.
(b) The Agency agrees to annually budget and appropriate sufficient funds to
make the reimbursement payment required by this Section from: (i) Increment
Revenues; (ii) all other revenue and funding sources available and received by the
Agency at any given time, and (iii) the proceeds from any Agency Bonds that may be
issued by the Agency with the City's approval to make the reimbursement commitment
required by this Section.
(c) The Agency's commitment and obligations under this Section shall not be
deemed to constitute a general obligation of the Agency or the City or a debt, liability
or obligation of the Agency, the City, the State of Florida or any political subdivision
thereof or a pledge of the faith and credit of the Agency, the City, the State of Florida or
any political subdivision thereof. Neither the Agency, the City, the State of Florida or
any political subdivision thereof, shall be directly, indirectly or contingently obligated to
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2021 Loan Payment Reimbursement Agreement
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levy or to pledge any form of ad valorem taxation whatsoever for the Agency's
obligation to make the financial commitment required by this Section or the City's
obligation to repay the Bank Loan.
(d) The Agency covenants and agrees to perform and comply in every respect
material to the financial commitment required under this Section with all applicable
laws, rules and regulations relating to the preparation and implementation of the Plan
and the performance of the Agency's covenants and obligations hereunder.
SECTION 6. REMEDIES; NO GENERAL OBLIGATION. In the event the Agency
should fail to perform any promise, covenant or condition contained herein, the City
shall be entitled to seek any remedy then available to it under applicable law and may
proceed to obtain equitable relief, including injunctive relief, from any court of
competent jurisdiction. The parties hereto recognize and acknowledge that the only
sources of payment to the City of the Agency's financial commitment herein are the
Increment Revenues deposited in the Redevelopment Trust Fund, funds from any other
revenue and funding sources available and received by the Agency at any given time,
and the proceeds from any Agency Bonds issued to pay the financial commitment under
this Interlocal Agreement, and the obligation evidenced here is not a general obligation
or a pledge of the full faith and credit of the Agency or any other governmental entity
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or political subdivision of the State of Florida, under any applicable statutory or
constitutional provision.
SECTION 7. REPRESENTATIONS AND WARRANTIES.
(a) The Agency does hereby represent and warrant to the City that it has all
requisite power, authority and authorization to enter into this Agreement and has taken,
or will take, all necessary actions required to enter into this Agreement, make any
payment contemplated hereby, and to fulfill any and all of its obligations, duties and
responsibilities for or required of it by this Agreement, for their exercise individually or
collectively.
(b) The City does hereby represent and warrant to the Agency that it has all
requisite power, authority, and authorization to enter into this Agreement, has taken, or
will take in the near future, all necessary actions required to enter into this Agreement,
and to fulfill any and all of its obligations, duties and responsibilities for or required of it
by this Agreement, whether exercised individually or collectively.
(c) The City does hereby represent and warrant to the Agency that it does not
intend to sell, convey or assign the Bank Loan or proceeds thereof to any other person
and intends to hold the Bank Loan until maturity.
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(d) The City does hereby represent and warrant that the financial contribution
made by the Agency under this Interlocal Agreement will be used to repay the Bank
Loan for purposes of funding the Redevelopment Activities.
SECTION 8. AMENDMENTS. This Agreement may be amended only by the
mutual written agreement of the City and the Agency at any time and from time to time.
SECTION 9. THIS AGREEMENT CONSTITUTES A CONTRACT. In consideration
of the acceptance of their mutual duties, obligations, and responsibilities hereunder, this
Agreement shall be deemed to be and shall constitute a contract between the City and
the Agency.
SECTION 10. SEVERABILITY. If any one or more of the covenants, agreements
or provisions of this Agreement shall be held contrary to any express provisions of law
or contrary to any policy or express law, although not expressly prohibited, or against
public policy, or shall for any reason whatsoever be held invalid, then such covenants,
agreements or provisions shall be null and void and shall be deemed separate from the
remaining covenants, agreements or provisions of this Agreement.
SECTION 11. CONTROLLING LAW. All covenants, stipulations, obligations,
and agreements of the City and the Agency contained in this Agreement shall be
deemed to be covenants, stipulations, obligations and agreements of each of the City
and Agency, respectively, to the full extent authorized by the Act and provided by the
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2021 Loan Payment Reimbursement Agreement
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Constitution or the laws of the State of Florida. Any and all provisions of this Agreement
and any proceedings seeking to enforce or challenge any provisions of this Agreement
shall be governed by the laws of the State of Florida. Venue for any proceeding
pertaining to this Agreement shall be Brevard County, Florida.
SECTION 12. NO MEMBER LIABILITY. No covenant, stipulation, obligation or
agreement contained herein shall be deemed to be a covenant, stipulation, obligation
or agreement of any present or future member of the governing body or agent or
employee of the City or the Agency in its, his or their individual capacity, and neither the
members of the City Council or the Governing Body of the Agency, nor any official
executing this Agreement shall be liable personally or shall be subject to any
accountability for reason of the execution by the City or the Agency of this Agreement
or any act pertaining thereto.
SECTION 13. FILING OF AGREEMENT ONLY. The Clerk of the City is hereby
authorized and directed after approval of this Agreement by the City Council and the
Governing Body of the Agency and the execution thereof by the duly qualified and
authorized officers of each of the parties hereto, to file this Agreement with the Clerk of
the Circuit Court of Brevard County, Florida, in accordance with Section 163.01(11),
Florida Statutes.
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SECTION 14. ASSIGNMENT. Neither party to this Agreement may assign, sell,
transfer, convey, or give any or all of its rights, duties, obligations, and responsibilities
under this Agreement without the prior written approval and consent of the other party.
SECTION 15. EXPIRATION DATE; TERMINATION. Unless extended by mutual
agreement of the City and the Agency by adoption and execution of a subsequent
interlocal agreement, this Agreement shall expire at such time as the City has fully paid
all principal and accrued interest on the Bank Loan or when the Agency sunsets as a
legal entity, whichever occurs first. Notwithstanding the aforesaid, the Agency may
terminate this Agreement if the City decides not to construct the Redevelopment
Activities. Further, the parties may terminate this Agreement by mutual written
agreement.
SECTION 16. EFFECTIVE DATE. This Agreement shall become effective on
December 7, 2021 upon the execution by the appropriate officers of the City and the
Agency, and upon filing this Agreement with the Clerk of the Circuit Court of Brevard
County, Florida, as required by Section 163.01(11), Florida Statutes.
IN WITNESS WHEREOF, the parties hereto, by and through the undersigned,
have entered into this Interlocal Agreement on the date and the year first above written.
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2021 Loan Payment Reimbursement Agreement
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CITY OF CAPE CANAVERAL, FLORIDA
ATTEST (SEAL):' y `�
Mia Goforth, CMC, City Clerk Wes Morrison, Mayor
STATE OF FLORIDA
COUNTY OF BREVARD
I HEREBY CERTIFY that on this day, before me, an officer duly authorized in the State
and County aforesaid to take acknowledgments, by)Q physical presence or [ ] online
notarization, appeared Wes Morrison, Mayor of the City of Cape Canaveral, Jd to
me known personally or ❑ who produced as identification, to be
the person described in and who executed the foregoing instrument and he
acknowledged before me that he executed the same for the purposes set forth herein,
and he did not swear an oath.
(Notary Seal)
Dania) Lefever
Notary Public
State of Florida
Commfl HH014221
Expires 6/24/2024
NOTARY PUBLIC
My Commission Expires: V24/261
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City of Cape Canaveral - Cape Canaveral Community Redevelopment Agency
2021 Loan Payment Reimbursement Agreement
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CAPE CANAVERAL COMMUNITY REDEVELOPMENT AGENCY
ATTEST:
Mia Goforth, CMC, Recording Secretary Bob Hoog, Chairperson
STATE OF FLORIDA
COUNTY OF BREVARD
I HEREBY CERTIFY that on this day, before me, an officer duly authorized in the State
and County aforesaid to take acknowledgments, by,P("] physical presence or [ ] online
notarization, appeared Bob Hoog, Chairperson of the Cape Canaveral Community
Redevelopment Agency,Xto me known personally or 0 who produced
as identification, to be the person described in and who executed the
foregoing instrument and he acknowledged before me that he executed the same for
the purposes set forth herein, and he did not swear an oath.
(Notary Seal)
Daniel LeFever
Notary Public
`.�;� -_"State of Florida
'�"•1'" Comm# HH014221
Expires 6/24/2024
NOTARY PUBLIC
My Commission Expires: OVAV
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2021 Loan Payment Reimbursement Agreement
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EXHIBIT "A"
BOND DEBT SERVICE
City of Cape Canaveral, Florida
Capital Improvement Revenue Note, Series 2021
Synovus BQ Fixed RFP
Dated Date: 10/21/2021
Delivery Date: 10/21/2021
Annual
Date Principal Coupon Interest Debt Service Debt Service
10/21/2021
2/1/2022 116,000 1.610% 5,366.67 121,366.67
8/1/2022 8,726.20 8,726.20 130,092.87
2/1/2023 113,000 1.610% 8,726.20 121,726.20
8/1/2023 7,816.55 7,816.55 129,542.75
2/1/2024 114,000 1.610% 7,816.55 121,816.55
8/1/2024 6,898.85 6,898.85 128,715.40
2/1/2025 116,000 1.610% 6,898.85 122,898.85
8/1/2025 5,965.05 5,965.05 128,863.90
2/1/2026 118,000 1.610% 5,965.05 123,965.05
8/1/2026 5,015.15 5,015.15 128,980.20
2/1/2027 120,000 1.610% 5,015.15 125,015.15
8/1/2027 4,049.15 4,049.15 129,064.30
2/1/2028 122,000 1.610% 4,049.15 126,049.15
8/1/2028 3,067.05 3,067.05 129,116.20
2/1/2029 125,000 1.610% 3,067.05 128,067.05
8/1/2029 2,060.80 2,060.80 130,127.85
2/1/2030 127,000 1.610% 2,060.80 129,060.80
8/1/2030 1,038.45 1,038.45 130,099.25
2/1/2031 129,000 1.610% 1,038.45 130,038.45
8/1/2031 130,038.45
1,200,000
94,641.17 1, 294, 641.17
Accrued Interest
Average Life (yrs) 4.899
Average Coupon 1.610000%
All In TIC 2.683470%
Arbitrage Yield 1.610171%
TIC w/ legal 1.745781%
Maximum Debt: 130,128
Term (yrs) 9.28
10/20/2021
Prepared by Larson Consulting Services, Orlando, Florida Cape Canaveral - Series 2021 (Synova RFP).xlsm