FLORIDA GREEN FINANCE AUTHORITY · 2018. 6. 7. · Florida Green Finance Authority to order at 2:09 p.m. at the Town of Mangonia Park Municipal Center, 1755 East Tiffany Drive, Mangonia

FLORIDA GREEN FINANCE AUTHORITY

REGULAR BOARD MEETING JUNE 7, 2018

2:00 P.M.

AGENDA

FLORIDA GREEN FINANCE AUTHORITY Town of Mangonia Park Municipal Center

1755 East Tiffany Drive Mangonia Park, Florida 33407

REGULAR BOARD MEETING June 7, 2018

2:00 p.m.

A. Call to Order

B. Proof of Publication……………………………………………………………………………………..Page 1

C. Establish Quorum

D. Additions or Deletions to Agenda

E. Comments from the Public for Items Not on the Agenda

F. Approval of Minutes

1. December 7, 2017 Regular Board Meeting & Public Hearing Minutes……………………………Page 3

G. Status/Program Update – Information Report…………………………………………………………...Page 9

1. Update on RenewPACE Residential Program

2. Update on State and Federal Legislation

3. Update on Enrolled Jurisdictions

4. Update on Tax Collector Agreements

5. Discussion Regarding Procedural Issue

6. Discussion Regarding Renewal Financial Marketing Plan for Florida

H. Old Business

I. New Business

1. Consider Resolution No. 2018-01 – Adopting a Fiscal Year 2018/2019 Proposed Budget..............Page 19

2. Consider Resolution No. 2018-02 – Authorizing the Authority Secretary to Execute All Party Membership Agreements on Behalf of the Board of Supervisors………………………………….Page 26

3. Consider Resolution No. 2018-03 – Authorizing Bond Resolution – Simon Properties..................Page 28

4. Consider Resolution No. 2018-04 – Authorizing Bond Resolution – MGP Partners II, LLP..........Page 35

5. Consider Resolution No. 2018-05 – Authorizing Master Debt Obligation and Master Aggregation Account Agreements........................................................................................Page 42

6. Consider Resolution No. 2018-06 – Authorizing Amendment to Administration Services Agreement...........................................................................................................................Page 47

J. Administrative Matters

K. Board Member Comments

L. Adjourn

NOTICE OF REGULAR BOARD MEETING OF FLORIDA GREEN FINANCE AUTHORITY

NOTICE IS HEREBY GIVEN that the Board of Supervisors (“Board”) of the Florida Green Finance Authority (“Authority”) will hold a Regular Board Meeting on June 7, 2018, at 2:00 P.M. (EST) at the Town of Mangonia Park Municipal Center located at 1755 East Tiffany Drive, Mangonia Park, Florida 33407 The purpose of this meeting is to conduct any business coming before the Board. The meeting is open to the public and will be conducted in accordance with the provisions of Florida law. A copy of the Agenda for this meeting may be obtained from the Authority’s website or by contacting the Authority Manager at 561-630-4922 and/or toll free at 1-877-737-4922 prior to the meeting. Such meeting will involve the use of Communications Media Technology. Members of the public may attend and participate in the meeting from the Actual Meeting Location, as well as Remote Meeting Locations. Said locations where members of the public may attend and participate are as follows: Palm Beach County, FL: Town of Mangonia Park Municipal center

(Actual Meeting Location) 1755 East Tiffany Drive Mangonia Park, FL 33407

Alachua County, FL: Grace Knight Conference Room (Remote Meeting Location) Alachua County Administration Building, 2nd Floor 12 SE 1st Street Gainesville, FL 32601 Brevard County, FL: City of Satellite Beach City Hall (Remote Meeting Location) Council Chambers 565 Cassia Boulevard Satellite Beach, FL 32937 Escambia County, FL: Pensacola Library (Remote Meeting Location) 1st Floor Conference Room 239 N. Spring Street Pensacola, FL 32502 (2:00 P.M. Eastern/1:00 P.M. Central) Pasco County, FL: Jeffries House (Remote Meeting Location) Conference Room 38537 5th Avenue Zephyrhills, FL 33542 If any person decides to appeal any decision made with respect to any matter considered at this meeting, such person will need a record of the proceedings and such person may need to ensure that a verbatim record of the proceedings is made at his or her own expense and which record includes the testimony and evidence on which the appeal is based. In accordance with the provisions of the Americans with Disabilities Act, any person requiring special accommodations or an interpreter to participate at this meeting should contact the Authority Manager at 561-630-4922 and/or toll free at 1-877-737-4922 at least seven (7) days prior to the date of the meeting.

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Meetings may be cancelled from time to time without advertised notice. FLORIDA GREEN FINANCE AUTHORITY www.flgfa.org PUBLISH: PALM BEACH POST (PALM BEACH COUNTY) 05/31/18 GAINESVILLE SUN (ALACHUA COUNTY) 05/31/18 FLORIDA TODAY (BREVARD COUNTY) 05/31/18 PENSACOLA NEWS JOURNAL (ESCAMBIA COUNTY) 05/31/18 TAMPA TRIBUNE (PASCO COUNTY) 05/31/18

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MINUTES FLORIDA GREEN FINANCE AUTHORITY

REGULAR BOARD MEETING DECEMBER 7, 2017

A. Call to Order Authority Manager Todd Wodraska called the December 7, 2017, Regular Board Meeting of the Florida Green Finance Authority to order at 2:09 p.m. at the Town of Mangonia Park Municipal Center, 1755 East Tiffany Drive, Mangonia Park, FL 33407. B. Proof of Publication Proof of publication was presented showing that notice of the Regular Board Meeting had been published in various periodicals as legally required. C. Establish Quorum A quorum was established with the following Supervisors present:

Supervisor Jurisdiction

Chair David Thatcher Town of Lantana

Vice Chair Sarita Johnson City of Mangonia Park

Jeff Green City of West Palm Beach

Ken Cornell- via telephone Alachua County

Keith Wilkins- via telephone City of Pensacola

Others present at the meeting were:

Staff Member Company/Agency Todd Wodraska Special District Services, Inc. Keith Davis Corbett, White & Davis PA Mitty Barnard Corbett, White & Davis PA Peter Gage Renew Financial Chelsey Olsen Renew Financial Jack McWilliams Lewis Longman & Walker Bill Capko Lewis Longman & Walker Simon Bryce - via telephone Renew Financial Luke Maher - via telephone Renew Financial Jonathan Kevlis - via telephone Renew Financial

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D. Additions or Deletions to the Agenda None.

E. Comments from the Public for Items Not on the Agenda There were no comments from the public for items not on the agenda. F. Approval of Minutes

1. September 21, 2017, Regular Board Meeting & Public Hearing

Mr. Davis suggested that the Board should be polled for action since there are members participating via telephone. There was a motion made by Mr. Green, seconded by Ms. Johnson, to approve the minutes of the September 21, 2017, Regular Board Meeting & Public Hearing, as presented. Upon being put to a vote, the motion carried.

D. Thatcher S. Johnson J. Green K. Cornell K. Wilkins Yes Yes Yes Yes Yes

G. Public Hearing

1. Proof of Publication 2. Receive Public Comments on Intent to Utilize the Uniform Method of Levying,

Collecting and Enforcing Non-Ad Valorem Assessments

No comments.

3. Consider Resolution No. 2017-12 – Adopting Intent to Utilize the Uniform Method of Levying, Collecting and Enforcing Non-Ad Valorem Assessments

RESOLUTION NO. 2017-12

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY, EXPRESSING ITS INTENT TO UTILIZE THE UNIFORM METHOD OF LEVYING, COLLECTING AND ENFORCING NON-AD VALOREM ASSESSMENTS WHICH HEREINAFTER MAY BE LEVIED BY THE AUTHORITY IN ACCORDANCE WITH THE PROVISIONS OF SECTION 197.3632, FLORIDA STATUTES; PROVIDING AN EFFECTIVE DATE, AND FOR OTHER PURPOSES.

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Mr. Wodraska explained that this resolution will allow the FGFA to utilize the various counties tax roll in every county in the State of Florida once they sign up as members. Staff recommended approval.

There was a motion made by Mr. Green, seconded by Ms. Johnson, to approve Resolution No. 2017-12 – Adopting Intent to Utilize the Uniform Method of Levying, Collecting and Enforcing Non-Ad Valorem Assessments, as presented. Upon being put to a vote, the motion carried.

D. Thatcher S. Johnson J. Green K. Cornell K. Wilkins Yes Yes Yes Yes Yes

The public hearing was closed.

H. Status/Program Update – Information Report

Program Update on Renew PACE Residential Program

Legislative Update

New Jurisdiction Update

Update on Tax Collector Agreements Mr. Peter Gage of Renew Financial provided a report on the program’s statistics to date. Ms. Erin Deady provided a report on legislative initiatives, both state and federal, that could have impacts on PACE programs. Mr. Luke Maher provided an update on marketing strategies to promote the FGFA program. I. Old Business

Note: Supervisor Sarita Johnson left the meeting at 2:20pm

J. New Business

1. Consider Resolution No. 2017-13 – Adopting Fiscal Year 2016/2017 Amended Budget

Mr. Wodraska presented Resolution No. 2017-13, entitled:


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A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY AUTHORIZING AND ADOPTING AN AMENDED FINAL FISCAL YEAR 2016/2017 BUDGET (“AMENDED BUDGET”), PURSUANT TO CHAPTER 189, FLORIDA STATUTES; AND PROVIDING AN EFFECTIVE DATE.

There was a motion made by Mr. Green, seconded by Mr. Thatcher approving Resolution No. 2017-13 Adopting an Amended Budget for FY 2016/2017, as presented. Upon being put to a vote, the motion carried unanimously.

D. Thatcher S. Johnson J. Green K. Cornell K. Wilkins Yes Absent Yes Yes Yes

2. Consider Resolution No. 2017-14 – Authorizing Future Financing Agreements

for Non-Residential Properties


A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY AUTHORIZING THE ISSUANCE OF FLORIDA GREEN FINANCE AUTHORITY SPECIAL ASSESSMENT REVENUE BONDS (SIMON PROPERTIES PROJECTS), FROM TIME TO TIME FOR THE PURPOSE OF PROVIDING FUNDS TO FINANCE THE COST OF CERTAIN QUALIFYING IMPROVEMENTS ON PROPERTIES OWNED BY SIMON PROPERTIES GROUP; AUTHORIZING AND APPROVING THE FORM OF THE INDENTURE BY AND BETWEEN THE AUTHORITY AND THE TRUSTEE WITH RESPECT TO EACH ISSUE OF BONDS; PROVIDING FOR THE RIGHTS OF THE HOLDERS OF THE BONDS; PROVIDING FOR THE PAYMENT OF THE BONDS; AUTHORIZING AND APPROVING THE FORM OF THE FINANCING AGREEMENT BETWEEN THE AUTHORITY AND THE PROPERTY OWNER TO BE EXECUTED AND DELIVERED WITH RESPECT TO EACH ISSUANCE OF BONDS; AUTHORIZING THE SALE OF THE BONDS FROM TIME TO TIME TO PETROS PROPERTIES, INC., THE PURCHASER OF THE BONDS; AUTHORIZING AND APPROVING THE FORM OF THE BOND PURCHASE AGREEMENT BETWEEN THE AUTHORITY AND THE PURCHASER TO BE EXECUTED AND DELIVERED WITH RESPECT TO EACH ISSUANCE OF BONDS; AUTHORIZING THE EXECUTION AND DELIVERY OF THE BONDS FROM TIME TO TIME; AUTHORIZING AND DIRECTING THE OFFICERS OF THE AUTHORITY TO TAKE ALL NECESSARY ACTION IN CONNECTION WITH THE ISSUANCE AND DELIVERY OF THE BONDS; PROVIDING CERTAIN OTHER MATTERS IN CONNECTION THEREWITH; PROVIDING FOR A SEVERABILITY CLAUSE AND AN EFFECTIVE DATE.

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Mr. Jack McWilliams and Simon Bryce (via phone) explained that purpose of the resolution was to allow for a commercial project(s) with a major property owner without having to wait for Board approval at the quarterly meetings. Staff recommended approval with an amendment to delete (H)(4) regarding mortgage on the properties. There was a motion made by Mr. Green, seconded by Mr. Thatcher approving Resolution No. 2017-14 – Authorizing Future Financing Agreements for Non-Residential Properties, deleting (H)(4). Upon being put to a vote, the motion carried unanimously.


4. Consider Resolution No. 2017-15 – Authorizing Change Order Process


A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY, APPROVING THE IMPLEMENTATION OF A “CHANGE ORDER” PROCESS TO ALLOW PROPERTY OWNERS TO MAKE REVISIONS TO THEIR FINANCING AGREEMENT PRIOR TO FUNDING IN ORDER TO ACCOMMODATE AN EXPANSION OF OR OTHER CHANGES TO THE SCOPE OF THE APPROVED PROJECT; PROVIDING FOR CERTAIN OTHER MATTERS IN CONNECTION THEREWITH; PROVIDING AN EFFECTIVE DATE, AND FOR OTHER PURPOSES.

Staff recommended approval. There was a motion made by Mr. Green, seconded by Mr. Thatcher approving Resolution No. No. 2017-15 – Authorizing Change Order Process, as presented. Upon being put to a vote, the motion carried unanimously.


K. Administrative Matters

Mr. Wodraska reminded the Board that the next meeting is scheduled for Thursday March 1, 2018 at 2:00 pm in Lantana.

L. Board Member Comments

Mr. Green thanked the staff for all of their hard work.

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M. Adjourn The meeting was adjourned at 3:02 p.m. There were no objections. __________________________________ __________________________________ Chairman/Vice Chair Secretary/Asst. Secretary

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INFORMATION REPORT

DATE: JUNE 7, 2018

FGFA PROGRAM: RENEWPACE – PROPERTY ASSESSED CLEAN ENERGY PROGRAM

PURPOSE:

I. UPDATE ON RENEWPACE RESIDENTIAL PROGRAM II. ITEMS FROM MARCH MEETING III. UPDATE ON STATE AND FEDERAL LEGISLATION IV. UPDATE ON ENROLLED JURISDICTIONS V. UPDATE ON TAX COLLECTOR AGREEMENTS VI. DISCUSSION ITEM: PROCEDURAL ISSUE VII. PROPOSED 2018 BUDGET VIII. CONSIDERATION OF A RESOLUTION OF THE BOARD OF

SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY, AUTHORIZIG THE AUTHORITY SECRETARY TO EXECUTE ALL PARTY MEMBERSHIP AGREEMENTS ON BEHALF OF THE BOARD OF SUPERVISORS; PROVIDING AN EFFECTIVE DATE, AND FOR OTHER PURPOSES

IX. CONSIDERATION OF A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY AUTHORIZING THE ISSUANCE OF $3,500,000.00 FLORIDA GREEN FINANCE AUTHORITY SPECIAL ASSESSMENT REVENUE BONDS (ORLANDO OUTLET OWNER, LLC, A DELAWARE LIMITED LIABILITY COMPANY)

X. CONSIDERATION OF A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY AUTHORIZING THE ISSUANCE OF $1,800,000 FLORIDA GREEN FINANCE AUTHORITY SPECIAL ASSESSMENT REVENUE BONDS (MIAMI GARDENS PROJECT)

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XI. CONSIDERATION OF A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY, AUTHORIZING THE CHAIRMAN OF THE BOARD OF SUPERVISORS OR HIS DESIGNEE TO EXECUTE AMENDMENT NO. 2 TO THE A AN AMENDED AND RESTATED AGGREGATION ACCOUNT AGREEMENT AND THE AMENDED AND RESTATED MASTER PACE DEBT OBLIGATIONS AGREEMENTS DESCRIBED IN EXHIBIT A

XII. CONSIDERATION OF A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY, AUTHORIZING THE CHAIRMAN OF THE BOARD OF SUPERVISORS OR HIS DESIGNEE TO EXECUTE AN ADDENDUM #3 TO THE AMENDED AND RESTATED FLORIDA GREEN ENERGY WORKS PROGRAM ADMINISTRATION SERVICES AGREEMENT

BOARD MEMBERS: DAVID THATCHER, TOWN OF LANTANA SARITA JOHNSON, TOWN OF MANGONIA PARK JEFFREY GREEN, CITY OF WEST PALM BEACH

MIKE BYERLY, ALACHUA COUNTY KEITH WILKINS, CITY OF PENSACOLA GAIL HAMILTON, CITY OF ZEPHYRHILLS COURTNEY BARKER, CITY OF SATELLITE BEACH Background: RenewPACE is a Program of the Florida Green Finance Authority (the “Authority”) designed to offer communities, property owners and capital providers a multitude of options for investing in community improvements that save both energy and money. The Authority Board of Supervisors (“Board”) is being asked to hear or consider several items for the RenewPACE residential and commercial programs, as well as administrative items related to the management of the Authority:

I. UPDATE ON RENEWPACE RESIDENTIAL PROGRAM II. ITEMS FROM MARCH MEETING

III. UPDATE ON STATE AND FEDERAL LEGISLATION (IF ANY) IV. UPDATE ON ENROLLED JURISDICTIONS V. UPDATE ON TAX COLLECTOR AGREEMENTS

VI. DISCUSSION ITEM: PROCEDURAL ISSUE VII. PROPOSED 2018 BUDGET

VIII. RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY, AUTHORIZING THE AUTHORITY SECRETARY TO EXECUTE ALL PARTY MEMBERSHIP AGREEMENTS ON BEHALF OF THE BOARD OF SUPERVISORS; PROVIDING AN EFFECTIVE DATE, AND FOR OTHER PURPOSES

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IX. CONSIDERATION OF A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY AUTHORIZING THE ISSUANCE OF $3,500,000.00 FLORIDA GREEN FINANCE AUTHORITY SPECIAL ASSESSMENT REVENUE BONDS (ORLANDO OUTLET OWNER, LLC, A DELAWARE LIMITED LIABILITY COMPANY)

X. CONSIDERATION OF A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY AUTHORIZING THE ISSUANCE OF $1,800,000 FLORIDA GREEN FINANCE AUTHORITY SPECIAL ASSESSMENT REVENUE BONDS (MIAMI GARDENS PROJECT)

XI. CONSIDERATION OF A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY, AUTHORIZING THE CHAIRMAN OF THE BOARD OF SUPERVISORS OR HIS DESIGNEE TO EXECUTE AMENDMENT NO. 2 TO THE A AN AMENDED AND RESTATED AGGREGATION ACCOUNT AGREEMENT AND THE AMENDED AND RESTATED MASTER PACE DEBT OBLIGATIONS AGREEMENTS DESCRIBED IN EXHIBIT A

XII. CONSIDERATION OF A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY, AUTHORIZING THE CHAIRMAN OF THE BOARD OF SUPERVISORS OR HIS DESIGNEE TO EXECUTE AN ADDENDUM #3 TO THE AMENDED AND RESTATED FLORIDA GREEN ENERGY WORKS PROGRAM ADMINISTRATION SERVICES AGREEMENT

Discussion: I. UPDATE ON RENEWPACE RESIDENTIAL PROGRAM Program Application Statistics (as of 5/15/2018) The program is contributing to the local goals of creating jobs and saving energy.

Jobs created: 251 Utility bill savings electricity (lifetime): $ 26,060,080 Utility bill savings natural gas (lifetime): $1,908,673 Lifetime energy savings:

o kWh saved: 20,785,718 o Therms saved: 1,514,820

Below is a summary of program application statistics. As of 11/29/2017 As of 2/01/2018 As of 5/15/2018 # Applications 7,641 8,744 10,823 Total Application Value

$167,533,406 $191,691,222 $240,120,265

Average Assessment Value

$17,797 $17,750 $17,725

Approved (#/$)* 3,260 / $58,017,866 3,461 / $61,434,246 4,525/$82,417,584 Funded (#/$) 1,611 / $26,012,640 1,818 / $29,383,676 2,239/$36,151,698 # Contractors Submitting Apps

210 350 464

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# Counties Submitting Apps

15 15 21

As of 5/15/2018 # of Applications

Total Application Value

Approved # / $* Funded (#/$)

Alachua County 137 $2,774,396 50 / $726,884 31 / $462,389

Mangonia Park 4 $105,951 1 / $22,720 1 /$22,591

Lantana 36 $728,772 18 / $314,028 9 / $140,149 West Palm Beach 218 $4,739,262 68 / $1,130,624 36 / $568,964

Satellite Beach 8 $218,330 4 / $111,000 1 / $31,099

Zephyrhills 35 $676,907 11 / $111,929 9 / $93,029

City of Pensacola No applications to date

*Inclusive of funded projects Applications have been submitted for a range of products including air source heat pumps, insulation, duct replacement, water heaters, windows, wind-resistant shingles, storm windows, storm shutters, doors, central air conditioners, exterior shading, solar, and roofs.

Renewable Energy Project % Energy Efficiency Project % Safety & Resilience Project %

3% 52% 45% Program Policy Updates Renew Financial expects to make updates to the program policies based on requirements of upcoming and enrolled jurisdictions. Per Exhibit A of the Third-Party Administration Services Agreement section I.3.a.iv Renew Financial is responsible for maintaining “Program Application & Funding Request Forms”. The following is a brief summary of the updates. Renew Financial has provided an opportunity for review of the policy details to the standard working group that includes Special District Services, legal counsels, and key partners prior to implementing any new policy.

Program Application & Funding Request Forms: Renew Financial expects to make technical edits to the Financing Agreement to include the Legal Description of the Property, the Description of the Qualifying Improvements, and formatting edits to the following sections: Liens, Late Payments, Interest, and Early Termination and Prepayments.

Consumer Complaints Renew Financial tracks consumer complaints. There are currently 7 unresolved complaints. Complaints are addressed through outreach to the property owner(s) and contractor (if applicable).

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Complaints were resolved in an average of 33 calendar days. Renew Financial makes every effort to address and resolve issues quickly. Delays in resolution may occur depending on availability of the parties and degree of the complaint. Resolution resulted in a variety of actions including, but not limited to, additional training of contractor, confirmation of key terms with property owner, withdraw of application at request of property owner, and refund of portion of cost to the property owner by the contractor. Below is a brief summary of complaints (as of 05/15/2018):

Number of complaints received and resolved since program launch: 107 Contractors involved in complaints: 59 General categories of complaints: Program Misrepresentation, Incomplete Installations,

Workmanship Issues Rate Change Due to changes in the competitive marketplace, Renew Financial lowered its interest rates in Florida and decreased the number of Rate Choice Tiers. Rate Choice allows Contractors to pay a dealer fee in order to decrease a Property Owner’s annual interest rate and is now available to all Contractors in Florida (was previously only available to a subset of active Contractors). These changes are effective as of 3/26/2018. As of 3/26/2018:

New Contractor Enrollments: 40 New Rate Choice Program Participants: 49 Total Rate Choice Program Participants: 79

Marketing Update Renew Financial will provide an update regarding program marketing efforts. II. ITEMS FROM MARCH MEETING

a. Renew Financial expects the Simon Property Group-owned Dadeland Mall to close a $2.6M CPACE financing in February. The mall, located in Miami-Dade County, will use the financing for energy efficient lighting upgrades. This will be the first CPACE transaction with Renew Financial serving as program administrator, and brings together a major portfolio property owner with leading CPACE capital provider Petros PACE Finance (working in conjunction with Standard Fire Insurance Company). Although this is the first CPACE transaction through Renew Financial, the program overall has completed two prior CPACE transactions totaling $2,274,093.66

III. UPDATE ON STATE AND FEDERAL LEGISLATION At this time, there are no other legislative updates at the state level except that we continue to have commitments from original bill sponsors that they have committed to sponsoring PACE legislation for the 2019 legislative session. We expect legislative outreach and drafting to commence in the next two months.

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At the Federal level, S. 2155 has been signed into law. Essentially, the provision requires a rulemaking process related to PACE-disclosures, but still recognizes its status as a local government assessment. This amends a portion of the Federal Truth in Lending Act to address these potential PACE “regulations”. SEC. 307. Property Assessed Clean Energy financing. Section 129C(b)(3) of the Truth in Lending Act (15 U.S.C. 1639c(b)(3)) is amended by adding at the end the following: “(C) CONSIDERATION OF UNDERWRITING REQUIREMENTS FOR PROPERTY ASSESSED CLEAN ENERGY FINANCING. — “(i) DEFINITION. — In this subparagraph, the term ‘Property Assessed Clean Energy financing’ means financing to cover the costs of home improvements that results in a tax assessment on the real property of the consumer. “(ii) REGULATIONS. — The Bureau shall prescribe regulations that carry out the purposes of subsection (a) and apply section 130 with respect to violations under subsection (a) of this section with respect to Property Assessed Clean Energy financing, which shall account for the unique nature of Property Assessed Clean Energy financing. “(iii) COLLECTION OF INFORMATION AND CONSULTATION. — In prescribing the regulations under this subparagraph, the Bureau— “(I) may collect such information and data that the Bureau determines is necessary; and “(II) shall consult with State and local governments and bond-issuing authorities.”. IV. UPDATE ON ENROLLED JURISDICTIONS

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ALACHUA Alachua Archer Gainesville Hawthorne High Springs La Crosse Micanopy Newberry Waldo Unincorporated County

BREVARD

Cape Canaveral Cocoa Cocoa Beach Grant-Valkaria Indialantic Indian Harbour Beach Malabar Melbourne Melbourne Beach Melbourne Village Palm Bay Palm Shores Rockledge Satellite Beach Titusville West Melbourne Unincorporated County

BROWARD

Coconut Creek* Cooper City* Coral Springs* Dania Beach Davie* Deerfield Beach* Fort Lauderdale Hallandale Beach* Hillsboro Beach* Hollywood Lauderdale-by-the-Sea* Lauderdale Lakes* Lauderhill* Lazy Lake* Lighthouse Point* Margate Miramar North Lauderdale* Oakland Park* Parkland* Pembroke Park* Pembroke Pines Plantation* Pompano Beach Sea Ranch Lakes*

CITRUS Inverness Crystal River Unincorporated County

COLLIER

Unincorporated County ESCAMBIA

Century Pensacola Unincorporated County

HERNANDO

Unincorporated County

HILLSBOROUGH Unincorporated County

INDIAN RIVER Fellsmere Sebastian

LEVY

Williston Unincorporated County

MANATEE

Unincorporated County MARION

Unincorporated County MARTIN

Stuart MIAMI-DADE

Coral Gables Doral Miami Miami Beach Miami Gardens Miami Springs North Miami Beach Pinecrest West Miami Unincorporated County

ORANGE

Apopka Orlando Winter Park

OSCEOLA

Kissimmee St. Cloud Unincorporated County

PALM BEACH Atlantis* Belle Glade* Boca Raton* Boynton Beach Briny Breezes* Cloud Lake* Delray Beach Glen Ridge* Golf Greenacres* Gulfstream* Haverhill* Highland Beach* Hypoluxo* Juno Beach* Jupiter* Lake Clarke Shores* Lake Park* Lake Worth Lantana Loxahatchee Groves* Manalapan* Mangonia Park North Palm Beach Ocean Ridge* Pahokee* Palm Beach* Palm Beach Gardens* Palm Beach Shores Palm Springs* Riviera Beach* Royal Palm Beach* South Bay* South Palm Beach* Tequesta Wellington* West Lake* West Palm Beach Unincorporated County

PASCO

Port Richey St. Leo Zephyrhills Unincorporated County

PINELLAS

Gulfport SEMINOLE

Longwood Oviedo

VOLUSIA

Edgewater

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1 Those jurisdictions denoted with an asterisk became Parties to the Authority through the County’s Interlocal Agreement. 2 Please note that with regard to Sebastian and Stuart that while they are signed onto the Original ILA, we are currently in extended discussions with these jurisdictions about signing onto to the updated Second Amended and Restated ILA. Until we finalize these discussions we have verbally agreed not to activate residential PACE in the jurisdictions until those discussions have concluded.

V. UPDATE ON TAX COLLECTOR/PROPERTY APPRAISER AGREEMENTS

Uniform Collection Agreements are currently in place with the following county Tax Collector’s offices: Alachua, Brevard, Broward, Charlotte, Collier, Escambia, Hernando, Hillsborough, Indian River, Lee, Levy, Marion (re-executed), Martin, Miami-Dade, Osceola, Orange, Palm Beach, Pasco, Pinellas, and Seminole. Agreements are currently being negotiated with Brevard Property Appraiser, Seminole County Property Appraiser, Citrus County Tax Collector, Volusia County Tax Collector. VI. DISCUSSION ON PROCEDURAL ISSUE Discussion on allowing Commissioners to appoint alternates to attend Board meetings if the Commissioner cannot attend. VII. PROPOSED 2018 BUDGET Review proposed 2018 Budget. VIII. RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE

AUTHORITY, AUTHORIZING THE AUTHORITY SECRETARY TO EXECUTE ALL PARTY MEMBERSHIP AGREEMENTS ON BEHALF OF THE BOARD OF SUPERVISORS; PROVIDING AN EFFECTIVE DATE, AND FOR OTHER PURPOSES

The Board is asked to consider a Resolution regarding a designated signatory for the Board on all Party Membership Agreements. This resolution authorizes the Authority Secretary to execute all Party Membership Agreements on behalf of the Board. The Authority Attorney will continue acting as signatory to these agreements. This resolution is proposed to streamline the signature process and eliminate delay in activating new jurisdictions.

Southwest Ranches* Sunrise* Tamarac* Weston* West Park* Wilton Manors* Unincorporated County*

CHARLOTTE

Unincorporated County Punta Gorda

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IX. A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY AUTHORIZING THE ISSUANCE OF $3,500,000.00 FLORIDA GREEN FINANCE AUTHORITY SPECIAL ASSESSMENT REVENUE BONDS (ORLANDO OUTLET OWNER, LLC, A DELAWARE LIMITED LIABILITY COMPANY), IN ONE OR MORE SERIES, FOR THE PURPOSE OF PROVIDING FUNDS TO FINANCE THE COST OF CERTAIN QUALIFYING IMPROVEMENTS ON PROPERTIES OWNED BYA SIMON PROPERTIES GROUP AFFILIATE; AUTHORIZING THE INDENTURE BY AND BETWEEN THE AUTHORITY AND THE TRUSTEE WITH RESPECT TO EACH ISSUE OF THE BONDS; PROVIDING FOR THE RIGHTS OF THE HOLDERS OF THE BONDS; PROVIDING FOR THE PAYMENT OF THE BONDS; AUTHORIZING AND APPROVING THE FINANCING AGREEMENT BETWEEN THE AUTHORITY AND THE PROPERTY OWNER TO BE EXECUTED AND DELIVERED WITH RESPECT TO EACH ISSUE OF THE BONDS; AUTHORIZING THE SALE OF THE BONDS TO PETROS PACE FINANCE TRUST A03, A NEW YOK COMMON LAW TRUST OR ITS AFFILIATES, THE PURCHASER OF THE BONDS; AUTHORIZING THE BOND PURCHASE AGREEMENT BETWEEN THE AUTHORITY AND THE PURCHASER TO BE EXECUTED AND DELIVERED WITH RESPECT TO EACH ISSUE OF THE BONDS; AUTHORIZING THE EXECUTION AND DELIVERY OF THE BONDS; AUTHORIZING AND DIRECTING THE OFFICERS OF THE AUTHORITY TO TAKE ALL NECESSARY ACTION IN CONNECTION WITH THE ISSUANCE AND DELIVERY OF THE BONDS; PROVIDING CERTAIN OTHER MATTERS IN CONNECTION THEREWITH; PROVIDING FOR A SEVERABILITY CLAUSE AND AN EFFECTIVE DATE.

The Board is asked to consider a Resolution authorizing the issuance of up to $3,500,000 in bonds secured by commercial PACE financing agreement(s) for the purpose of providing funds to finance qualifying improvements on the Orlando International Premium Outlets (the “Property”). This resolution is related to Resolution No. 2017-14: (1) the Property is owned by Orlando Outlet Owner, LLC, which is an affiliate of Simon Properties Group and (2) the bond purchaser is associated with Petros Capital, likely The Standard Fire Insurance Company or its affiliates, although the exact bond purchaser will be identified when the Board is presented this Agenda Item.

X. A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN

FINANCE AUTHORITY AUTHORIZING THE ISSUANCE OF $1,800,000 FLORIDA GREEN FINANCE AUTHORITY SPECIAL ASSESSMENT REVENUE BONDS (MIAMI GARDENS PROJECT), IN ONE OR MORE SERIES, FOR THE PURPOSE OF PROVIDING FUNDS TO FINANCE THE COST OF CERTAIN QUALIFYING IMPROVEMENTS ON PROPERTIES OWNED BY MGP PARTNERS II, LLP; AUTHORIZING THE INDENTURE BY AND BETWEEN THE AUTHORITY AND THE TRUSTEE WITH RESPECT TO EACH ISSUE OF THE BONDS; PROVIDING FOR THE RIGHTS OF THE HOLDERS OF THE BONDS; PROVIDING FOR THE PAYMENT OF THE BONDS; AUTHORIZING AND APPROVING THE FINANCING AGREEMENT BETWEEN THE AUTHORITY AND THE PROPERTY OWNER TO BE EXECUTED AND DELIVERED WITH RESPECT TO EACH ISSUE OF THE BONDS; AUTHORIZING THE SALE OF THE BONDS TO PACE EQUITY LLC OR ITS ASSIGNEES, THE PURCHASER OF THE BONDS; AUTHORIZING THE BOND PURCHASE AGREEMENT BETWEEN THE AUTHORITY AND THE PURCHASER TO BE EXECUTED AND DELIVERED WITH RESPECT TO EACH ISSUE OF THE BONDS; AUTHORIZING THE EXECUTION AND DELIVERY OF THE BONDS; AUTHORIZING AND DIRECTING THE OFFICERS OF THE AUTHORITY TO TAKE ALL NECESSARY ACTION IN CONNECTION WITH THE ISSUANCE AND DELIVERY OF THE BONDS; PROVIDING CERTAIN OTHER MATTERS IN CONNECTION THEREWITH; PROVIDING FOR A SEVERABILITY CLAUSE AND AN EFFECTIVE DATE.

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10

The Board is asked to consider a Resolution authorizing the issuance of up to $1,800,000 in bonds secured by commercial PACE financing agreement(s) for the purpose of providing funds to finance qualifying improvements on the Miami Gardens Plaza (the “Property”). This transaction is originated by PACE Equity which will also serve as the bond purchaser. PACE Equity has transacted commercial PACE financings in several different states, including approximately $8M in deals with Renew Financial in California. Miami Gardens will represent PACE Equity’s first financing in Florida.

XI. A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY, AUTHORIZING THE CHAIRMAN OF THE BOARD OF SUPERVISORS OR HIS DESIGNEE TO EXECUTE AMENDMENT NO. 2 TO THE AGGREGATION ACCOUNT AGREEMENT, THE AMENDED AND RESTATED AGGREGATION ACCOUNT AGREEMENT AND THE AMENDED AND RESTATED MASTER PACE DEBT OBLIGATIONS AGREEMENTS DESCRIBED IN EXHIBIT A; FURTHER AUTHORIZING THE CHAIRMAN OF THE BOARD OF SUPERVISORS OR HIS DESIGNEE TO EXECUTE FUTURE MASTER PACE DEBT OBLIGATIONS AGREEMENTS IN THE SAME FORM BUT WITH CERTAIN OTHER PURCHASERS FROM TIME TO TIME AS DEEMED NECESSARY AND APPROPRIATE BY RENEW FINANCIAL GROUP LLC AS PROGRAM ADMINISTRATOR; ALL SUCH AGREEMENTS SHALL MEMORIALIZE THE ISSUANCE OF OTHER DEBT OBLIGATIONS RELATIVE TO RESIDENTIAL PROPERTIES; PROVIDING FOR CERTAIN OTHER MATTERS IN CONNECTION THEREWITH; PROVIDING AN EFFECTIVE DATE, AND FOR OTHER PURPOSES.

The Board is asked to consider (1) an amendment to the Aggregation Account Agreement to remove the Purchasers (as defined therein) as parties thereto; and (2) amendment and restatement of the Master Debt Obligations Agreements and the Aggregation Account Agreement to create sub-accounts under the existing Aggregation Account for the purpose of facilitating the segregation of funds therein and to make certain other changes.

XII. A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY, AUTHORIZING THE CHAIRMAN OF THE BOARD OF SUPERVISORS OR HIS DESIGNEE TO EXECUTE AN ADDENDUM #3 TO THE AMENDED AND RESTATED FLORIDA GREEN ENERGY WORKS PROGRAM ADMINISTRATION SERVICES AGREEMENT WHICH ADDENDUM CLARIFIES THE RELATIONSHIP BETWEEN THE FLORIDA GREEN FINANCE AUTHORITY AND THE PROGRAM ADMINISTRATOR; PROVIDING FOR CERTAIN OTHER MATTERS IN CONNECTION THEREWITH; PROVIDING AN EFFECTIVE DATE, AND FOR OTHER PURPOSES.

The Board is asked to consider an addendum to the Amended and Restated Florida Green Works Program Administration Services Agreement. The addendum clarifies the relationship between the Florida Green Finance Authority and the Program Administrator.

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A RESOLUTION OF THE FLORIDA GREEN FINANCE AUTHORITY, ADOPTING A PROPOSED BUDGET FOR FISCAL YEAR 2018/2019 AND PROVIDING AN EFFECTIVE DATE.

WHEREAS, the Board of Supervisors (“Board”) of the Florida Green Finance Authority is required to approve a Proposed Budget for each fiscal year; and

WHEREAS, the Proposed Budget including the Assessments for Fiscal Year 2018/2019 has been prepared and considered by the Board. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY THAT:

Section 1. The Proposed Budget including the Assessments for Fiscal Year 2018/2019 attached hereto as Exhibit “A” is approved and adopted.

Section 2. A Public Hearing is hereby scheduled for______________________, 2018 at 2:00 p.m. in the located at , for the purpose of receiving public comments on the Proposed Fiscal Year 2018/2019 Budget.

PASSED AND ADOPTED this 7th day of June, 2018. ATTEST: FLORIDA GREEN FINANCE AUTHORITY

___________________________ _____________________________ Secretary Chairman

APPROVED FOR FORM AND LEGAL SUFFICIENCY _________________________ Attorney

Page 19

Florida GreenFinance Authority

Proposed Budget ForFiscal Year 2018/2019

October 1, 2018 - September 30, 2019

Page 21

Keith W. Davis, Esq. Florida Bar Board Certified Attorney City, County and Local Government Law Email: [email protected]

701 Northpoint Parkway, Suite 205, West Palm Beach, FL 33407 p 561-586-7116 f 561-586-9611 www.davisashtonlaw.com

LEADING EXPERTS IN LOCAL GOVERNMENT LAW AND ETHICS

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A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY, AUTHORIZING THE AUTHORITY SECRETARY TO EXECUTE ALL PARTY MEMBERSHIP AGREEMENTS ON BEHALF OF THE BOARD OF SUPERVISORS; PROVIDING AN EFFECTIVE DATE, AND FOR OTHER PURPOSES.

WHEREAS, the Second Amended and Restated Interlocal Agreement Forming the Florida Green

Finance Authority authorizes the Board Chair to execute contracts and other documents on behalf of the Authority, including all Party Membership Agreements; and

WHEREAS, current Authority operating practices provide for three (3) Authority signatures on each

new Party Membership Agreement, those being the Board Chair, the Board Secretary and the Board Attorney; and

WHEREAS, the current practice has been determined to cause delay in obtaining fully executed

party membership agreements which in turn delays the ability to “turn on” the subject jurisdiction and commence operations therein; and

WHEREAS, the Board of Supervisors desires to revise the practice by authorizing the Board

Secretary and Board Attorney to execute party membership agreements on behalf of the Board Chair, thereby eliminating the need for one signature; and

WHEREAS, in conjunction with the revision in signature, the Board of Supervisors desires to direct the Board Secretary to report on all executed party membership agreements at the next Board of Supervisors meeting in order that the Board is fully informed thereof.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY AS FOLLOWS:

SECTION 1. The Board of Supervisors of the Florida Green Finance Authority hereby authorizes the Authority Secretary and Authority Attorney to execute party membership agreements on behalf of the Board Chair. The Board Secretary is further directed, in conjunction therewith, to report on all executed party membership agreements at the next Board of Supervisors meeting in order that the Board is fully informed thereof .

SECTION 2. This Resolution shall become effective immediately upon its passage and adoption.

PASSED AND ADOPTED this 7th day of June, 2018.

FLORIDA GREEN FINANCE AUTHORITY By: ______________________________

David B. Thatcher, Authority Chairman

ATTEST: ______________________________ Todd Wodraska, Authority Secretary Approved as to form and legal sufficiency ___________________________________ Keith W. Davis, Authority General Counsel

Page 27

FINAL 06/04/2018

00988929-1


A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY AUTHORIZING THE ISSUANCE OF $3,500,000.00 FLORIDA GREEN FINANCE AUTHORITY SPECIAL ASSESSMENT REVENUE BONDS (ORLANDO OUTLET OWNER, LLC, A DELAWARE LIMITED LIABILITY COMPANY), IN ONE OR MORE SERIES, FOR THE PURPOSE OF PROVIDING FUNDS TO FINANCE THE COST OF CERTAIN QUALIFYING IMPROVEMENTS ON PROPERTIES OWNED BY , A SIMON PROPERTIES GROUP AFFILIATE; AUTHORIZING THE INDENTURE BY AND BETWEEN THE AUTHORITY AND THE TRUSTEE WITH RESPECT TO EACH ISSUE OF THE BONDS; PROVIDING FOR THE RIGHTS OF THE HOLDERS OF THE BONDS; PROVIDING FOR THE PAYMENT OF THE BONDS; AUTHORIZING AND APPROVING THE FINANCING AGREEMENT BETWEEN THE AUTHORITY AND THE PROPERTY OWNER TO BE EXECUTED AND DELIVERED WITH RESPECT TO EACH ISSUE OF THE BONDS; AUTHORIZING THE SALE OF THE BONDS TO PETROS PACE FINANCE TRUST A03, A NEW YORK COMMON LAW TRUST OR ITS AFFILIATES, THE PURCHASER OF THE BONDS; AUTHORIZING THE BOND PURCHASE AGREEMENT BETWEEN THE AUTHORITY AND THE PURCHASER TO BE EXECUTED AND DELIVERED WITH RESPECT TO EACH ISSUE OF THE BONDS; AUTHORIZING THE EXECUTION AND DELIVERY OF THE BONDS; AUTHORIZING AND DIRECTING THE OFFICERS OF THE AUTHORITY TO TAKE ALL NECESSARY ACTION IN CONNECTION WITH THE ISSUANCE AND DELIVERY OF THE BONDS; PROVIDING CERTAIN OTHER MATTERS IN CONNECTION THEREWITH; PROVIDING FOR A SEVERABILITY CLAUSE AND AN EFFECTIVE DATE.

BE IT RESOLVED BY THE FLORIDA GREEN FINANCE AUTHORITY AS FOLLOWS: SECTION 1. AUTHORITY: This Resolution of the Authority is adopted pursuant to the provisions of the Act, as defined in Resolution No. 2014-03, adopted on June 26, 2014; Resolution No. 2015-05, adopted on June 25, 2015; Resolution No. 2016-03, adopted on March 10, 2016, Resolution No. 2017-07, adopted on June 3, 2017, and Resolution No. 2017-14, adopted on December 7, 2017 (collectively the “Resolution”), and other applicable provisions of law. SECTION 2. FINDINGS. The Authority hereby finds, determines and declares as follows: (A) The Authority is a valid and legally existing public body corporate and politic and a separate legal entity within the State of Florida and created pursuant to the Florida PACE Act, Section 163.08, Florida Statutes; the Florida Interlocal Cooperation Act of 1969; Chapter 163, Part I, Florida Statutes, as amended, and pursuant to the provisions of a certain duly filed

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Interlocal Agreement, dated as of June 11, 1012, among the Florida Green Finance Authority, the Town of Lantana and the Town of Mangonia Park, as amended and supplemented.

(B) The Authority was created for the purpose, among other things, of issuing revenue bonds and other debt obligations to provide funds for financing the cost of qualifying improvements as defined in Section 163.08, Florida Statutes (the “PACE Act”) including energy efficiency improvements, renewable energy improvements and wind resistance improvements (collectively, “Qualifying Improvements”), pursuant to the Authority’s Energy Efficiency, Renewable Energy and Wind Resistance Improvement Finance Program (the “Program”). (C) The Program provides an efficient approach as to the implementation and administration of introducing property owners to improvement vendors, and securing the funding for such Qualifying Improvements in a manner which effects a compelling state interest of, among other things, conserving energy, reducing use of fossil fuel, reducing production of greenhouse gases, promoting energy security, and promoting storm, wind and hurricane mitigation, all in a manner which facilitates substantial employment and positive economic activity throughout the jurisdiction of the Authority. (D) Pursuant to the authority granted under the Act, the Authority is authorized to issue special assessment revenue bonds in its name, the proceeds from the sale of which shall be made available to property owners within the jurisdiction of the Authority in order to finance Qualifying Improvements. (E) The Authority has determined to provide for the financing of certain Qualifying Improvements for properties owned by Orlando Outlet Owner, LLC, a Delaware limited liability company (the “Property Owner”), an affiliate of Simon Properties Group. The Qualifying Improvements to be made to the property of the Property Owner are sometimes herein referred to as the Projects. (F) The Authority has determined to finance the cost of the Projects by the issuance of one or more series of its Special Assessment Revenue Bonds, (the “Bonds”) pursuant to Indentures, substantially in the form as previously approved by the Authority, dated as the parties may agree, between the Authority and Wilmington Trust, N.A., as Trustee, and to secure the Bonds pursuant to the terms and provisions of Financing Agreements, substantially in the form as previously approved by the Authority, to be dated as the parties may agree, between the Authority and the Property Owner (the “Financing Agreements”). (G) The Financing Agreements provide for the levy and collection of voluntary non-ad valorem special assessments on the properties by the Authority as security for the payment of the principal, premium, if any, and the interest on the Bonds until paid in full. (H) Pursuant to Section 163.08(9), Florida Statutes, the Authority has made a reasonable determination of the credit history of the properties and the Property Owner including: (1) a determination that all property taxes and other assessments levied on the same bill as the property taxes are paid and have not been delinquent in the preceding three years or the Property Owner’s period of ownership, whichever is less; (2) that there are no involuntary liens on the properties, and (3) that no notice of default or other property-based delinquency have been

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recorded in the preceding three years or the Property Owner’s period of ownership, whichever is less.

(I) The Authority has determined to sell the Bonds to the Purchaser pursuant to the terms of the Bond Purchase Agreement in substantially the form previously utilized by the Authority. SECTION 3. DEFINITIONS. All terms in this resolution shall have the meanings as defined in the Indenture. SECTION 4. THE PROJECTS. The acquisition and construction of the Projects for the Property Owner, pursuant to which (i) proceeds from the sale of the Bonds will be made available to the Property Owner in order to finance the Projects and (ii) the repayment of the Bonds, when issued, secured by non-ad valorem assessments imposed by the Authority in accordance with the PACE Act, Section 163.08, Florida Statutes, and the Uniform Assessment Collection Act, Sections 197.3631 through 197.3635, inclusive, Florida Statutes, is hereby authorized and approved. SECTION 5. THE BONDS. There is hereby authorized the issuance of the Authority’s Bonds pursuant to the terms of the Indentures, the Financing Agreements and the Resolution. The Chairman, Vice Chairman, Secretary of the Authority or such other designated officer as may be hereafter selected by the Authority are hereby authorized and directed to execute and deliver the Bonds to the Purchaser thereof, in the form set forth in the Indentures, with such changes as may be approved by the Chairman, counsel to the Authority, the Program Administrator and bond counsel, the execution thereof being conclusive evidence of such approval. SECTION 6. THE TRUSTEE. Wilmington Trust, N.A., Costa Mesa, California, is hereby designated the Trustee for the Bonds. SECTION 7. THE INDENTURES. The Chairman, Vice-Chairman, Secretary of the Authority or such other designated officer as may be hereafter selected by the Authority are hereby authorized and directed to negotiate, execute and deliver, as security for the payment of the principal of, premium, if any, and interest on the Bonds, the Indentures substantially in the form as previously approved by the Authority, to be entered into by and between the Authority and the Trustee. SECTION 8. THE FINANCING AGREEMENTS. The Chairman, Vice Chairman, Secretary of the Authority or such other designated officer of the Authority are hereby authorized to execute and deliver the Financing Agreements substantially in the form as previously approved by the Authority, with such date and changes as are approved by the designated officers executing the same, upon the advice of the Chairman, the Authority’s counsel, the Program Administrator and bond counsel, the execution of the Financing Agreements to be conclusive evidence of such approval. SECTION 9. SALE OF BONDS. The Bonds shall be sold to Petros PACE Finance Trust A03, a New York common law trust or its affiliates pursuant to the terms of the Bond Purchase

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Agreement. The Bond Purchase Agreement in the form presented to this meeting is hereby approved, with such changes, insertions and omissions as may be approved by the designated officers executing the Bond Purchase Agreement, upon the advice of the Chairman, the Authority’s counsel, the Program Administrator and bond counsel, the execution thereof being conclusive evidence of such approval. SECTION 10. PREREQUISITES PERFORMED. All acts, conditions and things relating to the passage of this Resolution required by the Constitution or laws of the State of Florida to happen, exist, and be performed precedent to and in the passage hereof have happened, exist and have been performed as so required. SECTION 11. GENERAL AUTHORITY. The Authority and its Chairman, Vice-Chairman, Secretary, the other designated officers and counsel to the Authority and bond counsel are hereby authorized to do all acts and things required of them to be consistent with the requirements of this Resolution, any resolution supplemental hereto relating to the Projects and the Bonds hereafter enacted, the Indentures, the Financing Agreements and the related documents, for the full, punctual and complete performance of all the terms, covenants and agreements contained in the Bonds, the Indentures, the Financing Agreements, this Resolution and the Bond Purchase Agreements. SECTION 12. RESOLUTION CONSTITUTES A CONTRACT. This Resolution constitutes a contract between the Authority and the holder of the Bonds immediately upon their purchase by such holder, and all covenants and agreements set forth herein to be performed by the Authority shall be for the benefit and security of the Bonds and the holders thereof. SECTION 13. SEVERABILITY OF INVALID PROVISIONS. If any one or more of the covenants, agreements or provisions contained herein shall be held contrary to any express provisions of law or contrary to the policy of express law, though not expressly prohibited, or against public policy, or shall for any reason whatsoever be held invalid, then such covenants, agreements or provisions shall be null and void and shall be deemed severable from the remaining covenants, agreements or provisions hereof and shall in no way affect the validity of any of the other provisions of this Resolution. SECTION 14. EFFECTIVE DATE. This Resolution shall become effective immediately upon its passage and adoption.

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00988929-1 -5-

PASSED AND ADOPTED this 7th June, 2018.

FLORIDA GREEN FINANCE AUTHORITY By: _____________________________________ David Thatcher, Chairman

ATTEST: ________________________________ Todd Wodraska, Secretary Approved as to form and legal sufficiency: ________________________________ Keith W. Davis, General Counsel

Page 34

00993454-1


A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY AUTHORIZING THE ISSUANCE OF $1,800,000 FLORIDA GREEN FINANCE AUTHORITY SPECIAL ASSESSMENT REVENUE BONDS (MIAMI GARDENS PROJECT), IN ONE OR MORE SERIES, FOR THE PURPOSE OF PROVIDING FUNDS TO FINANCE THE COST OF CERTAIN QUALIFYING IMPROVEMENTS ON PROPERTIES OWNED BY MGP PARTNERS II, LLP; AUTHORIZING THE INDENTURE BY AND BETWEEN THE AUTHORITY AND THE TRUSTEE WITH RESPECT TO EACH ISSUE OF THE BONDS; PROVIDING FOR THE RIGHTS OF THE HOLDERS OF THE BONDS; PROVIDING FOR THE PAYMENT OF THE BONDS; AUTHORIZING AND APPROVING THE FINANCING AGREEMENT BETWEEN THE AUTHORITY AND THE PROPERTY OWNER TO BE EXECUTED AND DELIVERED WITH RESPECT TO EACH ISSUE OF THE BONDS; AUTHORIZING THE SALE OF THE BONDS TO PACE EQUITY LLC OR ITS ASSIGNEES, THE PURCHASER OF THE BONDS; AUTHORIZING THE BOND PURCHASE AGREEMENT BETWEEN THE AUTHORITY AND THE PURCHASER TO BE EXECUTED AND DELIVERED WITH RESPECT TO EACH ISSUE OF THE BONDS; AUTHORIZING THE EXECUTION AND DELIVERY OF THE BONDS; AUTHORIZING AND DIRECTING THE OFFICERS OF THE AUTHORITY TO TAKE ALL NECESSARY ACTION IN CONNECTION WITH THE ISSUANCE AND DELIVERY OF THE BONDS; PROVIDING CERTAIN OTHER MATTERS IN CONNECTION THEREWITH; PROVIDING FOR A SEVERABILITY CLAUSE AND AN EFFECTIVE DATE.

BE IT RESOLVED BY THE FLORIDA GREEN FINANCE AUTHORITY AS FOLLOWS: SECTION 1. AUTHORITY: This Resolution of the Authority is adopted pursuant to the provisions of the Act, as defined in Resolution No. 2014-03, adopted on June 26, 2014; Resolution No. 2015-05, adopted on June 25, 2015; Resolution No. 2016-03, adopted on March 10, 2016, Resolution No. 2017-07, adopted on June 3, 2017, and Resolution No. 2017-14, adopted on December 7, 2017 (collectively the “Resolution”), and other applicable provisions of law. SECTION 2. FINDINGS. The Authority hereby finds, determines and declares as follows: (A) The Authority is a valid and legally existing public body corporate and politic and a separate legal entity within the State of Florida and created pursuant to the Florida PACE Act, Section 163.08, Florida Statutes; the Florida Interlocal Cooperation Act of 1969; Chapter 163, Part I, Florida Statutes, as amended, and pursuant to the provisions of a certain duly filed Interlocal Agreement, dated as of June 11, 1012, among the Florida Green Finance Authority, the Town of Lantana and the Town of Mangonia Park, as amended and supplemented.

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00993454-1 -2-

(B) The Authority was created for the purpose, among other things, of issuing revenue bonds and other debt obligations to provide funds for financing the cost of qualifying improvements as defined in Section 163.08, Florida Statutes (the “PACE Act”) including energy efficiency improvements, renewable energy improvements and wind resistance improvements (collectively, “Qualifying Improvements”), pursuant to the Authority’s Energy Efficiency, Renewable Energy and Wind Resistance Improvement Finance Program (the “Program”). (C) The Program provides an efficient approach as to the implementation and administration of introducing property owners to improvement vendors, and securing the funding for such Qualifying Improvements in a manner which effects a compelling state interest of, among other things, conserving energy, reducing use of fossil fuel, reducing production of greenhouse gases, promoting energy security, and promoting storm, wind and hurricane mitigation, all in a manner which facilitates substantial employment and positive economic activity throughout the jurisdiction of the Authority. (D) Pursuant to the authority granted under the Act, the Authority is authorized to issue special assessment revenue bonds in its name, the proceeds from the sale of which shall be made available to property owners within the jurisdiction of the Authority in order to finance Qualifying Improvements. (E) The Authority has determined to provide for the financing of certain Qualifying Improvements for properties owned by MGP Partners II, LLP, a Florida limited liability partnership (the “Property Owner”). The Qualifying Improvements to be made to the property of the Property Owner are sometimes herein referred to as the Projects. (F) The Authority has determined to finance the cost of the Projects by the issuance of one or more series of its Special Assessment Revenue Bonds, (the “Bonds”) pursuant to Indentures, substantially in the form as previously approved by the Authority, dated as the parties may agree, between the Authority and Wilmington Trust, N.A., as Trustee, and to secure the Bonds pursuant to the terms and provisions of Financing Agreements, substantially in the form as previously approved by the Authority, to be dated as the parties may agree, between the Authority and the Property Owner (the “Financing Agreements”). (G) The Financing Agreements provide for the levy and collection of voluntary non-ad valorem special assessments on the properties by the Authority as security for the payment of the principal, premium, if any, and the interest on the Bonds until paid in full. (H) Pursuant to Section 163.08(9), Florida Statutes, the Authority has made a reasonable determination of the credit history of the properties and the Property Owner including: (1) a determination that all property taxes and other assessments levied on the same bill as the property taxes are paid and have not been delinquent in the preceding three years or the Property Owner’s period of ownership, whichever is less; (2) that there are no involuntary liens on the properties, and (3) that no notice of default or other property-based delinquency have been recorded in the preceding three years or the Property Owner’s period of ownership, whichever is less.

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00993454-1 -3-

(I) The Authority has determined to sell the Bonds to the Purchaser pursuant to the terms of the Bond Purchase Agreement in substantially the form previously utilized by the Authority. SECTION 3. DEFINITIONS. All terms in this resolution shall have the meanings as defined in the Indenture. SECTION 4. THE PROJECTS. The acquisition and construction of the Projects for the Property Owner, pursuant to which (i) proceeds from the sale of the Bonds will be made available to the Property Owner in order to finance the Projects and (ii) the repayment of the Bonds, when issued, secured by non-ad valorem assessments imposed by the Authority in accordance with the PACE Act, Section 163.08, Florida Statutes, and the Uniform Assessment Collection Act, Sections 197.3631 through 197.3635, inclusive, Florida Statutes, is hereby authorized and approved. SECTION 5. THE BONDS. There is hereby authorized the issuance of the Authority’s Bonds pursuant to the terms of the Indentures, the Financing Agreements and the Resolution. The Chairman, Vice Chairman, Secretary of the Authority or such other designated officer as may be hereafter selected by the Authority are hereby authorized and directed to execute and deliver the Bonds to the Purchaser thereof, in the form set forth in the Indentures, with such changes as may be approved by the Chairman, counsel to the Authority, the Program Administrator and bond counsel, the execution thereof being conclusive evidence of such approval. SECTION 6. THE TRUSTEE. Wilmington Trust, N.A., Costa Mesa, California, is hereby designated the Trustee for the Bonds. SECTION 7. THE INDENTURES. The Chairman, Vice-Chairman, Secretary of the Authority or such other designated officers as may be hereafter selected by the Authority are hereby authorized and directed to negotiate, execute and deliver, as security for the payment of the principal of, premium, if any, and interest on the Bonds, the Indentures substantially in the form as previously approved by the Authority, to be entered into by and between the Authority and the Trustee. SECTION 8. THE FINANCING AGREEMENTS. The Chairman, Vice Chairman, Secretary and such other designated officers of the Authority are hereby authorized to execute and deliver the Financing Agreements substantially in the form as previously approved by the Authority, with such date and changes as are approved by the designated officers executing the same, upon the advice of the Chairman, the Authority’s counsel, the Program Administrator and bond counsel, the execution of the Financing Agreements to be conclusive evidence of such approval. SECTION 9. SALE OF BONDS. The Bonds shall be sold to PACE Equity LLC or its assignees pursuant to the terms of the Bond Purchase Agreement. The Bond Purchase Agreement in the form presented to this meeting is hereby approved, with such changes, insertions and omissions as may be approved by the designated officers executing the Bond Purchase

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Agreement, upon the advice of the Chairman, the Authority’s counsel, the Program Administrator and bond counsel, the execution thereof being conclusive evidence of such approval. SECTION 10. PREREQUISITES PERFORMED. All acts, conditions and things relating to the passage of this Resolution required by the Constitution or laws of the State of Florida to happen, exist, and be performed precedent to and in the passage hereof have happened, exist and have been performed as so required. SECTION 11. GENERAL AUTHORITY. The Authority and its Chairman, Vice-Chairman, Secretary, the other designated officers and counsel to the Authority and bond counsel are hereby authorized to do all acts and things required of them to be consistent with the requirements of this Resolution, any resolution supplemental hereto relating to the Projects and the Bonds hereafter enacted, the Indentures, the Financing Agreements and the related documents, for the full, punctual and complete performance of all the terms, covenants and agreements contained in the Bonds, the Indentures, the Financing Agreements, this Resolution and the Bond Purchase Agreements. SECTION 12. RESOLUTION CONSTITUTES A CONTRACT. This Resolution constitutes a contract between the Authority and the holder of the Bonds immediately upon their purchase by such holder, and all covenants and agreements set forth herein to be performed by the Authority shall be for the benefit and security of the Bonds and the holders thereof. SECTION 13. SEVERABILITY OF INVALID PROVISIONS. If any one or more of the covenants, agreements or provisions contained herein shall be held contrary to any express provisions of law or contrary to the policy of express law, though not expressly prohibited, or against public policy, or shall for any reason whatsoever be held invalid, then such covenants, agreements or provisions shall be null and void and shall be deemed severable from the remaining covenants, agreements or provisions hereof and shall in no way affect the validity of any of the other provisions of this Resolution. SECTION 14. EFFECTIVE DATE. This Resolution shall become effective immediately upon its passage and adoption.

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00993454-1 -5-


FLORIDA GREEN FINANCE AUTHORITY By: _____________________________________ David Thatcher, Chairman

ATTEST: ________________________________ Todd Wodraska, Secretary Approved as to form and legal sufficiency: ________________________________ Keith W. Davis, General Counsel

Page 41

June7,2018AGENDAITEMSUMMARYTo: SupervisorsThatcher,Johnson,Green,Byerly,Wilkins,Barker,andHamiltonCc: ToddWodraska,SecretaryFrom: JulianneSpears,RenewFinancialAssociateGeneralCounsel

Re: A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY, AUTHORIZING THE CHAIRMAN OF THE BOARD OF SUPERVISORS OR HIS DESIGNEE TO EXECUTE AMENDMENT NO. 2 TO THE AGGREGATION ACCOUNT AGREEMENT, THE AMENDED AND RESTATED AGGREGATION ACCOUNT AGREEMENT AND THE AMENDED AND RESTATED MASTER PACE DEBT OBLIGATIONS AGREEMENTS DESCRIBED IN EXHIBIT A; FURTHER AUTHORIZING THE CHAIRMAN OF THE BOARD OF SUPERVISORS OR HIS DESIGNEE TO EXECUTE FUTURE MASTER PACE DEBT OBLIGATIONS AGREEMENTS IN THE SAME FORM BUT WITH CERTAIN OTHER PURCHASERS FROM TIME TO TIME AS DEEMED NECESSARY AND APPROPRIATE BY RENEW FINANCIAL GROUP LLC AS PROGRAM ADMINISTRATOR; ALL SUCH AGREEMENTS SHALL MEMORIALIZE THE ISSUANCE OF OTHER DEBT OBLIGATIONS RELATIVE TO RESIDENTIAL PROPERTIES; PROVIDING FOR CERTAIN OTHER MATTERS IN CONNECTION THEREWITH; PROVIDING AN EFFECTIVE DATE, AND FOR OTHER PURPOSES.

Thefollowingdescribestheabove‐referencedagendaitem: TheBoardisaskedtoconsider(1)anamendmenttotheAggregationAccountAgreementtoremovethePurchasers(asdefinedtherein)aspartiesthereto;and(2)amendmentandrestatementoftheMasterDebtObligationsAgreementsandtheAggregationAccountAgreementtocreatesub‐accountsundertheexistingAggregationAccountforthepurposeoffacilitatingthesegregationoffundsthereinandtomakecertainotherchanges.Thisisnotabudgetaryitem.ThereisnocosttotheBoardforthisAgendaItem.Renew Financial Associate General Counsel recommends that the Board pass the above‐referencedresolution.

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A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY, AUTHORIZING THE CHAIRMAN OF THE BOARD OF SUPERVISORS OR HIS DESIGNEE TO EXECUTE AMENDMENT NO. 2 TO THE AGGREGATION ACCOUNT AGREEMENT, THE AMENDED AND RESTATED AGGREGATION ACCOUNT AGREEMENT AND THE AMENDED AND RESTATED MASTER PACE DEBT OBLIGATIONS AGREEMENTS DESCRIBED IN EXHIBIT A; FURTHER AUTHORIZING THE CHAIRMAN OF THE BOARD OF SUPERVISORS OR HIS DESIGNEE TO EXECUTE FUTURE MASTER PACE DEBT OBLIGATIONS AGREEMENTS IN THE SAME FORM BUT WITH CERTAIN OTHER PURCHASERS FROM TIME TO TIME AS DEEMED NECESSARY AND APPROPRIATE BY RENEW FINANCIAL GROUP LLC AS PROGRAM ADMINISTRATOR; ALL SUCH AGREEMENTS SHALL MEMORIALIZE THE ISSUANCE OF OTHER DEBT OBLIGATIONS RELATIVE TO RESIDENTIAL PROPERTIES; PROVIDING FOR CERTAIN OTHER MATTERS IN CONNECTION THEREWITH; PROVIDING AN EFFECTIVE DATE, AND FOR OTHER PURPOSES.

WHEREAS, the Florida Green Finance Authority Board of Supervisors has previously

entered into the Aggregation Account Agreement and certain Master PACE Debt Obligations Agreements, each as further described in Exhibit A (collectively, the “Current PACE Agreements”); and

WHEREAS, the Florida Green Finance Authority Board of Supervisors now desires to

amend the Aggregation Account Agreement (as defined in Exhibit A) by entering into Amendment #2 thereto (“Amendment No. 2”) and to approve the execution, delivery and performance of Amendment No. 2 to remove the Purchasers (as defined in the Aggregation Account Agreement) as parties thereto and to make certain other changes described therein, and to authorize the Chairman of the Florida Green Finance Authority Board of Supervisors or his designee to execute Amendment #2; and

WHEREAS, the Florida Green Finance Authority Board of Supervisors further desires to

further amend the Aggregation Account Agreement, and to amend the remaining Current PACE Agreements, by amending and restating the Current PACE Agreements in their entirety, and to approve the execution, delivery and performance of such amended and restated PACE Agreements (collectively, the “A&R PACE Agreements”) to facilitate the segregation of funds in the Aggregation Account and to make certain other changes described therein, and to authorize the Chairman of the Florida Green Finance Authority Board of Supervisors or his designee to execute such A&R PACE Agreements; and

WHEREAS, the Florida Green Finance Authority Board of Supervisors further desires to

approve the execution, delivery and performance of certain future Master PACE Debt Obligations Agreements with Renew Financial Group LLC as program administrator (“Renew”), and with certain other purchasers from time to time as deemed necessary and appropriate by Renew, in the same form as is being approved by this Resolution, all to memorialize the issuance of other debt obligations relative to residential properties, and to authorize the Chairman of the Florida Green

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Finance Authority Board of Supervisors or his designee to execute such future Master Debt Obligations Agreements for residential properties from time to time.


SECTION 1. The Board of Supervisors of the Florida Green Finance Authority hereby approves the execution, performance and delivery by the Florida Green Finance Authority of Amendment #2, in the preliminary form presented to the Board at this meeting, and the Chairman, Vice-Chairman, Secretary, Executive Director and General Counsel of the Authority (each a “Designated Officer”) are hereby authorized and directed to execute and deliver the final Amendment No. 2 after approval by the Designated Officer. The final Amendment No. 2, with such changes, insertions, variations and omissions as shall be approved by the Designated Officer executing such Amendment No. 2, the execution thereof being conclusive evidence of such approval, is authorized and approved.

SECTION 2. The Board of Supervisors of the Florida Green Finance Authority hereby approves the execution, performance and delivery by the Florida Green Finance Authority of the A&R PACE Agreements, in the preliminary form presented to the Board at this meeting, and the Designated Officers are hereby authorized and directed to execute and deliver the final A&R PACE Agreements after approval by the Designated Officer. The final A&R PACE Agreements, with such changes, insertions, variations and omissions as shall be approved by the Designated Officer executing such A&R PACE Agreements, the execution thereof being conclusive evidence of such approval, is authorized and approved.

SECTION 3. The Board of Supervisors of the Florida Green Finance Authority hereby approves the execution, performance and delivery by the Florida Green Finance Authority of future Master Debt Obligations Agreements for residential properties with Renew as program administrator, and with certain other purchasers from time to time as deemed necessary and appropriate by Renew, in the same preliminary form as is being approved by this Resolution. Each Designated Officer is hereby authorized and directed to execute and deliver final Master Debt Obligations Agreements for residential properties with future purchasers after approval by the Designated Officer. Such final Master Debt Obligations Agreements for residential properties, with such changes, insertions, variations and omissions as shall be approved by the Designated Officer executing such Master Debt Obligations Agreements for residential properties, the execution thereof being conclusive evidence of such approval, is authorized and approved. All such future Master Debt Obligations Agreements for residential properties shall serve the purpose of memorializing the issuance of other debt obligations relative to residential properties.

SECTION 4. Any other deviation from the approved form of Master Debt Obligations Agreement for residential properties as provided by this Resolution shall require prior Board of Supervisors approval.


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By: ______________________________ David Thatcher, Authority Chairman

ATTEST:

______________________________ Todd Wodraska, Authority Secretary

Approved as to form and legal sufficiency ___________________________________ Keith W. Davis, Authority General Counsel

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EXHIBIT A

PACE AGREEMENTS

1. Aggregation Account Agreement, dated as of September 30, 2016, by and among Florida Green Finance Authority, Renew Financial Group LLC, each purchaser that executes and delivers a Joinder (as defined therein) to become a party thereto and Wilmington Trust, National Association, as amended by that certain Amendment No. 1 to Aggregation Account Agreement, dated as of March 30, 2017, by and among Florida Green Finance Authority, Renew Financial Group LLC, each purchaser that executes and delivers a Joinder (as defined therein) to become a party thereto and Wilmington Trust, National Association, and the associated Joinders (the “Aggregation Account Agreement”).

2. Master PACE Debt Obligations Agreement (RenewPACE FL 2016-1), dated as of September 30, 2016, by and among Florida Green Finance Authority, Renew Financial Group LLC and RenewPACE WH LLC, as amended by Amendment No. 1 to Master PACE Debt Obligations Agreement (RenewPACE FL 2016-1), dated as of March 30, 2017, by and among Florida Green Finance Authority, Renew Financial Group LLC and RenewPACE WH LLC.

3. Residential Master PACE Debt Obligations Agreement (RenewPACE FL 2017-2), dated as of July 28, 2017, by and among Florida Green Finance Authority, Renew Financial Group LLC and RenewPACE WH II LLC.

4. Residential Master PACE Debt Obligations Agreement (RenewPACE FL 2018-1), dated as of January 2, 2018, by and among Florida Green Finance Authority, Renew Financial Group LLC and PACE Finance LLC.

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June7,2018AGENDAITEMSUMMARYTo: SupervisorsThatcher,Johnson,Green,Byerly,Wilkins,Barker,andHamiltonCc: ToddWodraska,SecretaryFrom: JulianneSpears,RenewFinancialAssociateGeneralCounsel

Re: A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY, AUTHORIZING THE CHAIRMAN OF THE BOARD OF SUPERVISORS OR HIS DESIGNEE TO EXECUTE AN ADDENDUM #3 TO THE AMENDED AND RESTATED FLORIDA GREEN ENERGY WORKS PROGRAM ADMINISTRATION SERVICES AGREEMENT WHICH ADDENDUM CLARIFIES THE RELATIONSHIP BETWEEN THE FLORIDA GREEN FINANCE AUTHORITY AND THE PROGRAM ADMINISTRATOR; PROVIDING FOR CERTAIN OTHER MATTERS IN CONNECTION THEREWITH; PROVIDING AN EFFECTIVE DATE, AND FOR OTHER PURPOSES.

Thefollowingdescribestheabove‐referencedagendaitem: TheBoardisaskedtoconsideranaddendumtotheAmendedandRestatedFloridaGreenWorksProgramAdministrationServicesAgreement.TheaddendumclarifiestherelationshipbetweentheFloridaGreenFinanceAuthorityandtheProgramAdministrator.Thisisnotabudgetaryitem.ThereisnocosttotheBoardforthisAgendaItem.Renew Financial Associate General Counsel recommends that the Board pass the above‐referencedresolution.

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A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE FLORIDA GREEN FINANCE AUTHORITY, AUTHORIZING THE CHAIRMAN OF THE BOARD OF SUPERVISORS OR HIS DESIGNEE TO EXECUTE AN ADDENDUM #3 TO THE AMENDED AND RESTATED FLORIDA GREEN ENERGY WORKS PROGRAM ADMINISTRATION SERVICES AGREEMENT WHICH ADDENDUM CLARIFIES THE RELATIONSHIP BETWEEN THE FLORIDA GREEN FINANCE AUTHORITY AND THE PROGRAM ADMINISTRATOR; PROVIDING FOR CERTAIN OTHER MATTERS IN CONNECTION THEREWITH; PROVIDING AN EFFECTIVE DATE, AND FOR OTHER PURPOSES.

WHEREAS, the Florida Green Finance Authority Board of Supervisors and Renew

Financial Group LLC (the “Administrator”) are currently parties to that certain Amended and Restated Florida Green Energy Works Program Administration Services Agreement, dated June 1, 2015, as amended by that certain Addendum #1 to the Amended and Restated Florida Green Energy Works Program Administration Services Agreement, dated as of September 3, 2015, and that certain Addendum #2 to Program Administration Services Agreement, dated as of September 1, 2016 (as amended, the “Agreement”).

WHEREAS, Florida Green Finance Authority and the Program Administrator desire to

amend the Agreement to clarify the relationship between the Florida Green Finance Authority and the Administrator; and

WHEREAS, the Florida Green Finance Authority Board of Supervisors desires to approve

Addendum #3 and authorize the Chairman of the Florida Green Finance Authority or his designee to execute Addendum #3 in order to effectuate said amendment.


SECTION 1. The Board of Supervisors of the Florida Green Finance Authority hereby approves the execution, performance and delivery by the Florida Green Finance Authority of Addendum #3, in the preliminary form presented to the Board at this meeting, and the Chairman, Vice-Chairman, Secretary, Executive Director and General Counsel of the Authority (each a “Designated Officer”) are hereby authorized and directed to execute and deliver the final Addendum #3 after approval by the Designated Officer. The final Addendum #3, with such changes, insertions, variations and omissions as shall be approved by the Designated Officer executing such Addendum #3, the execution thereof being conclusive evidence of such approval, is authorized and approved.



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By: ______________________________ David Thatcher, Authority Chairman

ATTEST:

______________________________ Todd Wodraska, Authority Secretary

Approved as to form and legal sufficiency ___________________________________ Keith W. Davis, Authority General Counsel

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Florida Green Finance Authority - June 7, 2018 Regular Board Meeting BookAgendaProof of PublicationDecember 7, 2017 Regular Board Meeting & Public Hearing MinutesStatus/Program Update – Information ReportConsider Resolution No. 2018-01 – Adopting a Fiscal Year 2018/2019 Proposed BudgetConsider Resolution No. 2018-02 – Authorizing the Authority Secretary to Execute All Party Membership Agreements on Behalf of the Board of SupervisorsConsider Resolution No. 2018-03 – Authorizing Bond Resolution – Simon PropertiesConsider Resolution No. 2018-04 – Authorizing Bond Resolution – MGP Partners II, LLPConsider Resolution No. 2018-05 – Authorizing Master Debt Obligation andMaster Aggregation Account AgreementsConsider Resolution No. 2018-06 – Authorizing Amendment to AdministrationServices Agreement

FLORIDA GREEN FINANCE AUTHORITY · 2018. 6. 7. · Florida Green Finance Authority to order at 2:09 p.m. at the Town of Mangonia Park Municipal Center, 1755 East Tiffany Drive, Mangonia

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