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HomeMy WebLinkAbout2024.05.21_OPWA AgendaPUBLIC NOTICE OF THE MEETING OF THE OWASSO PUBLIC WORKS AUTHORITY (OPWA) Council Chambers Old Central Building 109 North Birch, Owasso, OK Tuesday, May 21, 2024 - 6:30 PM NOTE: APPROPRIATE ACTION may include, but is not limited to: acknowledging, affirming, amendingRapproving, authorizing, awarding, denying, postponing, or tabling. AGENDA MAY 17 2024 City Clerk's Office HS 1. Call to Order - Chair Alvin Fruga 2. Roll Call Irk s office 3. Consideration and appropriate action relating to the Consent Agenda. (All matters listed under "Consent" are considered by the Trustees to be routine and will be enacted by one motion. Any Trustee may, however, remove an item from the Consent Agenda by request. A motion to adopt the Consent Agenda is non - debatable.) A. Approve minutes - May 7, 2024, and May 14, 2024, Regular Meetings B. Approve claims 4. Consideration and appropriate action relating to items removed from the Consent Agenda 5. Consideration and appropriate action relating to Resolution 2024 -01, authorizing the Owasso Public Works Authority (the "Authority') to issue its Sales Tax Revenue Note, Series 2024 (the "Note ") in the aggregate principal amount of $42,870,000.00; waiving competitive bidding and authorizing the Note to be sold on a negotiated basis; ratifying and confirming a sales tax agreement by and between the City and the Authority pertaining to a year -to -year pledge of certain sales tax revenue; approving and authorizing execution of a Supplemental Note Indenture authorizing the issuance and securing the payment of the Note; providing that the organizational document creating the Authority is subject to the provisions of the Note Indenture; authorizing and directing the execution of the Note and other documents relating to the transaction; and containing other provisions relating thereto Carly Novozinsky Staff recommends approval of Resolution 2024-01. 6. Consideration and appropriate action relating to quotes received for the removal of excess earthen material from the new Public Works Facility site Roger Stevens Staff recommends awarding the contract to Pinney Dozer Service, LLC of Skiatook, Oklahoma, at the rate of $7.95 per cubic yard for loading and transporting services, in an amount not to exceed $874,500.00, and authorization to execute all necessary documents. 7. Report from OPWA Manager 8. Report from OPWA Attorney 9. Official Notices (documents for acknowledgment or information only, no discussion or action will be taken) • Payroll Payment Report - pay period ending date May 4, 2024 • Monthly Budget Status Report - April 2024 10. New Business (New Business is any item of business which could not have been foreseen at the time of posting of the agenda) OPWA May 21, 2024 Page 2 11. Adjournment Notice of Public Meeting filed in the office of the City Clerk on Ftiday, December 8, 2023, and the Agenda posted at City Hall, 200 South Main Street, at 5:00 pm Friday, May 21, 2024. The City of Owasso encourages citizen participation. To request an accommodation due to a disability, contact the City Clerk prior to the scheduled meeting by phone 918- 376 -1502 or by email to istevens @citvofowasso.com OWASSO CITY COUNCIL OWASSO PUBLIC WORKS AUTHORITY OWASSO PUBLIC GOLF AUTHORITY JOINT MINUTES OF REGULAR MEETING TUESDAY, MAY 7, 2024 The Owasso City Council met in regular session on Tuesday, May 7, 2024, in the Council Chambers at Old Central, 109 North Birch, Owasso, Oklahoma per the Notice of Public Meeting filed Friday, December 8, 2023; and the Agenda filed in the office of the City Clerk and posted at City Hall, 200 South Main Street, at 9:30 am on Friday, May 3, 2024. 1. Call to Order - Mayor Kelly Lewis called the meeting to order at 6:30 pm. 2. Invocation - The Invocation was offered by Pastor Ammie Sullivent of Pathway Church Owasso. 3. Flag Salute - Councilor Dunn led the flag salute. 4. Presentation of the Character Trait of Availability Jeremy Ford, Westerman Financial Services presented the item. 5. Presentation of the Employee of the Quarter Chris Garrett presented the Employee of the Quarter to Sean Moore, Dispatch Shift Lead. 6. Oath of Office for Councilors -Elect Kelly Lewis, Ward 1 and Alvin Fruga, Ward 2 Julie Lombardi administered the Oath of Office for Ward 1, City Councilor /Trustee Kelly Lewis and Ward 2, City Councilor /Trustee Alvin Fruga. 7. Roll Call - A quorum was declared present. Present Absent Mayor /Chair- Kelly Lewis None Vice Mayor /Vice Chair - Alvin Fruga Councilor /Trustee - Doug Bonebrake Councilor /Trustee - Lyndell Dunn Councilor /Trustee - Paul Loving Staff: City /Authority Manager - Chris Garrett; City /Authority Attorney - Julie Lombardi 8. Consideration and appropriate action relating to the Election of Mayor /OPWA Chair /OPGA Chair Mayor /Chair Kelly Lewis called for a nomination for the positions of Mayor /Chair. Mr. Bonebrake moved, seconded by Mr. Loving, to elect Alvin Fruga to serve as Mayor /OPWA Chair /OPGA Chair. YEA: Bonebrake, Dunn, Loving, Fruga, Lewis NAY: None Motion carried: 5-0 9. Consideration and appropriate action relating to the Election of Vice Mayor /OPWA Vice Chair /OPGA Vice Chair Mayor /Chair Alvin Fruga called for a nomination for the positions of Vice Mayor/ Vice Chair. Ms. Lewis moved, seconded by Mr. Bonebrake, to elect Lyndell Dunn to serve as Vice Mayor /OPWA Vice Chair /OPGA Vice Chair. YEA: Bonebrake, Dunn, Lewis, Loving, Fruga NAY: None Motion carried: 5-0 10. Consideration and appropriate action relating to the Consent Agenda. (All matters listed under "Consent" are considered by the City Council to be routine and will be enacted by one motion. Any Councilor may, however, remove an item from the Consent Agenda by request. A motion to adopt the Consent Agenda is non - debatable.) A. Approve minutes - April 16, 2024, Regular Meeting B. Approve OPWA minutes - April 16, 2024, Regular Meeting C. Approve OPGA minutes - April 16, 2024, Regular Meeting D. Approve claims - City Council, OPWA, OPGA E. Approve normal retirement benefits for Larry White (City Council) F. Approve and authorize execution of the Medical Billing Service Agreement with Mediclaims, Inc. or Tonkawa, Oklahoma, for processing ambulance service billing Owasso City Council May 7, 2024 Page 2 Mr. Loving moved, seconded by Mr. Bonebrake, to approve the Consent Agenda as presented, with City Council claims totaling $625,417.03, OPWA claims totaling $946,844.47, and OPGA claims totaling $94,131.80. YEA: Bonebrake, Dunn, Lewis, Loving, Fruga NAY: None Motion carried: 5-0 11. Consideration and appropriate action relating to items removed from the Consent Agenda - None 12. Discussion relating to the Agreement for Economic Development Services between the Owasso Chamber of Commerce and the City of Owasso (City Council) Vice Mayor Dunn recused from the discussion and left the City Council Chambers. Chris Garrett presented the item and discussion was held. Vice Mayor Dunn returned to the City Council Chambers. 13. Consideration and appropriate action relating to a budget amendment in the General Liability /Property Self- Insurance Fund (City Council) Michele Dempster presented the item, recommending approval of a budget amendment in the General Liability /Property Self- Insurance Fund, increasing appropriation for expenditures by $35,000.00. There were no comments from the audience. After discussion, Mr. Bonebrake moved, seconded by Mr. Dunn, to approve the budget amendment, as recommended. YEA: Bonebrake, Dunn, Lewis, Loving, Fruga NAY: None Motion carried: 5-0 14. Consideration and appropriate action relating to bids received for the 2024 Owasso Drainage Project (City Council) Daniel Dearing presented the item, recommending to award the construction contract to Stronghand LLC, of Tulsa, Oklahoma, in the amount of $343,421.15, and authorization to execute all necessary documents. There were no comments from the audience. After discussion, Mr. Dunn moved, seconded by Mr. Loving, to award the contract and authorize execution of documents, as recommended. YEA: Bonebrake, Dunn, Lewis, Loving, Fruga NAY: None Motion carried: 5-0 15. Consideration and appropriate action relating to an amended cost proposal for railroad improvements within the East 116th Street North Widening Project from North Mingo Road to North Garnett Road (City Council) Daniel Dearing presented the item, recommending acceptance of the price increase proposal for the new warning signals and safety gates as a part of the Agreement between South Kansas and Oklahoma Railroad, LLC and City of Owasso for the railroad crossing improvements at East 116th Street North, in the amount of $447,872.00, an increase of $109,361.00. There were no comments from the audience. After discussion, Mr. Bonebrake moved, seconded by Ms. Lewis, to accept the price increase, as recommended. YEA: Bonebrake, Dunn, Lewis, Loving, Fruga NAY: None Motion carried: 5-0 16. Consideration and appropriate action relating to a utility relocation agreement for the East 96th Street North and North 145th East Avenue Intersection Improvement Project (City Council) Daniel Dearing presented the item, recommending approval of the Agreement for Gas Facilities Relocation between Oklahoma Natural Gas Company and City of Owasso, authorization to execute the Agreement, and authorization to terminate the agreement if revised estimates submitted by ONG become more than $537,624.00 prior to commencement of construction. There were no comments from the audience. After discussion, Mr. Bonebrake moved, seconded by Mr. Dunn, to approve the agreement and authorize execution of documents, as recommended. YEA: Bonebrake, Dunn, Lewis, Loving, Fruga NAY: None Motion carried: 5-0 Owasso City Council May 7, 2024 Page 3 17. Consideration and appropriate action relating to a utility relocation agreement for the East 106th Street North and North 129th East Avenue Intersection Improvement Project (City Council) Dwayne Henderson presented the item, recommending approval of the Agreement for Gas Facilities Relocation between Oklahoma Natural Gas Company and City of Owasso, authorization to execute the Agreement, and authorization to terminate the agreement if revised estimates submitted by ONG become more than $723,017.00 prior to commencement of construction. There were no comments from the audience. Mr. Loving moved, seconded by Mr. Dunn, to approve the agreement, authorize execution of documents and terminate, as recommended. YEA: Bonebrake, Dunn, Lewis, Loving, Fruga NAY: None Motion carried: 5 -0 18. Consideration and appropriate action relating to the acquisition of right -of -way for the East 106th Street North and North 129th East Avenue Intersection Improvement Project (City Council) Roger Stevens presented the item, recommending authorization for payment in the amount of $254,042.50 to GCP Properties, LLC, for right-of-way, easement, and compensation for damages, located at 12906 East 106th Street North. There were no comments from the audience. After discussion, Mr. Dunn moved, seconded by Mr. Bonebrake, to authorize payment, as recommended. YEA: Bonebrake, Dunn, Lewis, Loving, Fruga NAY: None Motion carried: 5-0 19. Presentation of the monthly Public Works project status report Roger Stevens presented the item and discussion was held. 20. Report from City /Authority Manager Chris Garrett reported on citizen participation in the 2nd annual rain barrel sale, the Owasso CARES Day on Saturday April 27th, and the opening of the Farmers Market at Redbud Festival Park. 21. Report from City /Authority Attorney - None 22. Report from City Councilors /Trustees Council Bonebrake offered congratulations to Mr. Fruga, acknowledged Larry White's retirement, and offered appreciation to the Finance Department for delivery of the FY 2024 -2025 budget book. Vice Mayor Dunn expressed appreciation to Ms. Lewis for her service as Mayor /Chair. Councilor Lewis expressed appreciation for the opportunity to serve as Mayor /Chair. 23. Official Notices - The Mayor /Chair acknowledged receipt of the following: • Health Care Self- Insurance Claims - dated as of April 30, 2024 • General Fund Payroll Payment Report- pay period ending date April 20, 2024 • OPWA Payroll Payment Report- pay period ending date April 20, 2024 • OPGA Payroll Payment Report- pay period ending date April 20, 2024 24. New Business - None 25. Adjournment Mr. Bonebrake moved, seconded by Mr. Dunn, to adjourn the meeting. YEA: Bonebrake, Dunn, Lewis, Loving, Fruga NAY: None Motion carried: 5-0 and the meeting adjourned at 7:44 pm. Alvin Fruga, Mayor /Chair Juliann M. Stevens, City Clerk OWASSO CITY COUNCIL, PUBLIC WORKS AUTHORITY, AND PUBLIC GOLF AUTHORITY MINUTES OF JOINT REGULAR MEETING TUESDAY, MAY 14, 2024 The Owasso City Council, Owasso Public Works Authority (OPWA), and Owasso Public Golf Authority (OPGA) met in a joint regular meeting on Tuesday, May 14, 2024, in the Council Chambers at Old Central, 109 North Birch Street, Owasso, Oklahoma, per the Notice of Public Meeting filed Friday, December 8, 2023; and the Agenda filed in the office of the City Clerk and posted at City Hall, 200 South Main Street, at 12:00 pm on Friday, May 10, 2024. Call to Order - Vice Mayor /Vice Chair Lyndell Dunn called the meeting to order at 6:00 pm. A quorum was declared present. 2. Roll Call Present Absent Vice Mayor /Vice Chair- Lyndell Dunn Mayor /Chair- Alvin Fruga Councilor /Trustee - Doug Bonebrake Councilor /Trustee - Kelly Lewis Councilor /Trustee - Paul Loving Staff: City /Authority Manager - Chris Garrett; City /Authority Attorney - Julie Lombardi 3. Presentation and discussion of the proposed FY 2024 -2025 Annual Operating Budget Chris Garrett and Carly Novozinsky presented the item and discussion was held. 4. Discussion relating to financing for the new Public Works facility and street projects Carly Novozinsky, Allan Brooks, Oklahoma Public Finance Law, and Jon Wolff, Municipal Finance Services presented the item and discussion was held. It was further explained this item will be placed on the May 21, 2024, City Council and OPWA agendas for consideration and action. 5. Discussion relating to the monthly Sales and Use Tax Report and revenue outlook Carly Novozinsky presented the item. 6. Discussion relating to Community Development Items A. Proposed application for the 2024 Transportation Alternatives Set -Aside Grant and identified sidewalk projects B. Request for a final plat for JDH Properties, a proposed mixed -use commercial subdivision, approximately 4.588 acres located north of East l 16th Street North and east of North 110th East Avenue C. Request for a final plat for Fairway Villas, a proposed single - family residential subdivision, approximately 7.76 acres located south of East 891h Street North and east of North 97th East Avenue Alexa Beemer presented items A and B ; Wendy Kramer presented item C. Discussion was held. It was further explained items A, B, and C will be placed on the May 21, 2024, City Council agenda for consideration and action. 7. Discussion relating to a proposed Interlocal Agreement with Tulsa County for road maintenance responsibilities Dwayne Henderson presented the item and discussion was held. It was further explained this item will be placed on the May 21, 2024, City Council agenda for consideration and action. 8. Discussion relating to a proposed public /private partnership for the removal of excess earthen material previously declared as surplus to the needs of the City, located onsite of the new Public Works facility Roger Stevens presented the item and discussion was held. 9. City /Authority Manager report - None Owasso City Council, OPW A & OPGA May 14, 2024 Page 2 10. City Councilor /Trustee comments and inquiries - None 11. Adjournment The meeting adjourned at 7:40 pm. Lyndell Dunn, Vice Mayor /Vice Chair Juliann M. Stevens, City Clerk Claims List - 05/21/2024 Fund Fund Tille- Transact Vendor Name 61 OPWA ENTERPRISE FM TRUST FLEETCOR TECHNOLOGIES JPMORGAN CHASE BANK JPMORGAN CHASE BANK JPMORGAN CHASE BANK JPMORGAN CHASE BANK SUMNERONE INC UNIFIRST HOLDINGS LP Payable Description Payment Amount FLEET LEASE $2,277.37 FUEL CHARGES APRIL 24 $297.82 MAZZIOS- LUNCHEON $288.70 ONG- NATURAL GAS USAGE $350.31 WALMART- LUNCHEON $55.07 WALMART- SUPPLIES $49.84 COPIER MAINTENANCE $258.72 UNIFORM SERVICES $78.66 OPWA ADMINISTRATION -Total $3,656.49 BECK ASSOCIATES ARCHITECTS, PLLC DESIGN SERVICES $18,309.40 PUBLIC WORKS FACILITY -Total $18,309.40 TOMMY W STRITZKE RANCH CRK INTCPT UPGRADE $1,220.00 TULSA COUNTY CLERK TULSA COUNTY FILINGS $40.00 RANCH CRK INTCPT UPGRADE -Total FUEL CHARGES APRIL 24 $1,260.00 ENTERPRISE FM TRUST FLEET LEASE $974,49 JPMORGAN CHASE BANK QUIKSERVICE- SUPPLIES $57.80 JPMORGAN CHASE BANK WASTE MGMT - DISPOSAL $1,384.45 TERMINIX PEST CONTROL $95.00 UNIFIRST HOLDINGS LP UNIFORM SERVICES $38.34 RECYCLE CENTER -Total $2,550.08 BLUE ENERGY FUELS LLC CNG FUEL CHARGE APRIL $1,814.78 ENTERPRISE FM TRUST FLEET LEASE $974.49 FLEETCOR TECHNOLOGIES FUEL CHARGES APRIL 24 $4,392.59 JPMORGAN CHASE BANK BUMPER- SUPPLIES $33.55 JPMORGAN CHASE BANK HARD HAT - GLOVES $73.90 JPMORGAN CHASE BANK KIMS INTERN -HOSE $156.07 JPMORGAN CHASE BANK LOWES -SPRAY PAINT $19.44 JPMORGAN CHASE BANK PTG -BELT $81.99 JPMORGAN CHASE BANK UE- SWITCHES $247.41 JPMORGAN CHASE BANK WASTE MGMT - DISPOSAL $16,296.69 PIONEER FENCE CO NORTH GATE REPAIR $1,257.00 SPOK INC. PAGER USE $74.35 UNIFIRST HOLDINGS LP UNIFORM SERVICES $144.26 VERIZON WIRELESS WIRELESS CONNECTION $261.90 REFUSE COLLECTIONS -Total $25,828.42 TECHNICAL PROGRAMMING SERVICES INC BILLING SERVICES $5,034.63 UTILITY BILLING -Total $5,034.63 EMMITT DEAN MOSER REPLACE RAISED GARDEN /CAN $2,500.00 ENTERPRISE FM TRUST FLEET LEASE $1,679.48 FLEETCOR TECHNOLOGIES FUEL CHARGES APRIL 24 $1,213.03 JPMORGAN CHASE BANK ATWOOD- CHEMICALS $169.98 1 Claims List - 05/21/2024 Fund Fund Title- Transact Vendor Name Payable Description Payment Amount 61 OPWA JPMORGAN CHASE BANK ATWOOD- SUPPLIES $14.40 JPMORGAN CHASE BANK CORE &MAIN - REFUND ($403.20) JPMORGAN CHASE BANK CORE &MAIN - SUPPLIES $474.68 JPMORGAN CHASE BANK CORNERSTONE - SUPPLIES $11.37 JPMORGAN CHASE BANK HARD HAT - GLOVES $73.92 JPMORGAN CHASE BANK KEY EQUIP- SUPPLIES $694.40 JPMORGAN CHASE BANK LAWSON- CHEMICALS $78.36 JPMORGAN CHASE BANK LOWES- SUPPLIES $77.33 JPMORGAN CHASE BANK ONG- NATURAL GAS USAGE $343.43 SPOK INC. PAGER USE $156.73 UNIFIRST HOLDINGS LP UNIFORM SERVICES $127.50 VERDIGRIS VALLEY ELECTRIC COOP COFFEE CREEK ELECTRIC $34.00 VERDIGRIS VALLEY ELECTRIC COOP GARRETT CREEK ELECT $234A8 VERIZON WIRELESS WIRELESS CONNECTION $120.03 WASTEWATER COLLECTIONS -Total $7,599.92 AT &T PHONE SERVICE $11.03 BLUE ENERGY FUELS LLC CNG FUEL CHARGE APRIL $9.75 FLEETCOR TECHNOLOGIES FUEL CHARGES APRIL 24 $664.35 JPMORGAN CHASE BANK ACCURATE- SUPPLIES $209.00 JPMORGAN CHASE BANK BID AQUATIC- TESTING $1,550.00 JPMORGAN CHASE BANK BLUEBOOK- SUPPLIES $154.06 JPMORGAN CHASE BANK GRAINGER- GLOVES $70.60 JPMORGAN CHASE BANK GRAINGER- SUPPLIES $1,005.94 JPMORGAN CHASE BANK HARD HAT - GLOVES $73.92 JPMORGAN CHASE BANK LOWES -TOOLS $404.98 JPMORGAN CHASE BANK REXEL -SCADA SFTWARE $902.00 JPMORGAN CHASE BANK UNLAUB -TOOLS $103.92 JPMORGAN CHASE BANK WALMART -WATER $14.64 JPMORGAN CHASE BANK WASTE MGMT- DISPOSAL $6,165.66 SPOK INC. PAGER USE $44.20 UNIFIRST HOLDINGS LP UNIFORM SERVICES $129.08 VERIZON WIRELESS WIRELESS CONNECTION $120.03 WASTEWATER TREATMENT -Total $11,633.16 CITY OF TULSA UTILITIES WATER $266,347.75 ENTERPRISE FM TRUST FLEET LEASE $1,195.78 FLEETCOR TECHNOLOGIES FUEL CHARGES APRIL 24 $1,572.26 JPMORGAN CHASE BANK AMERIFLEX -PARTS $22.00 JPMORGAN CHASE BANK CORE &MAIN- SUPPLIES $7,135.68 JPMORGAN CHASE BANK HARD HAT - GLOVES $73.92 JPMORGAN CHASE BANK JOPLIN SUPP - SUPPLIES $7,785.00 JPMORGAN CHASE BANK LOWES -PARTS $5.45 JPMORGAN CHASE BANK LOWES- REFUND ($1.42) %a Claims List - 05/21/2024 Fund Fund Title -Transact Vendor Name 61 OPWA JPMORGAN CHASE BANK JPMORGAN CHASE BANK SPOK INC. UNIFIRST HOLDINGS LP VERDIGRIS VALLEY ELECTRIC COOP VERIZON WIRELESS Payable Description Payment Amount LOWES- SUPPLIES $364.99 OREILLY- SUPPLIES $30.97 PAGER USE $117.88 UNIFORM SERVICES $143.02 WATER CONTROL ELECT $40.80 WIRELESS CONNECTION $280.07 WATER -Total $285,114.15 OPWA -Total $360,986.25 OPWA Grand Total $360,986.25 K TO: The Honorable Mayor and City Council The Honorable Chair and Trustees Owasso Public Works Authority (OPWA) FROM: Carly Novozinsky, Finance Director SUBJECT: Authorization of Sales Tax Revenue Note, Series 2024 DATE: May 17, 2024 BACKGROUND: In October of 2003, Owasso citizens voted to approve changes to the third -penny sales tax ordinance. According to Ordinance 763, the purpose of the third -penny sales tax is "to provide revenues to finance or fund capital projects and related costs, to include debt service on obligations issued to finance said capital projects." The ordinance includes the requirement that "said capital projects" are to be reviewed "by the Capital Improvements Committee, approved by the City Council by resolution, with oversight given by the Citizens' Watchdog Committee established by the City Council." On June 6, 2013, Council approved Resolution 2023-11 which identified approximately $148 million in capital improvement projects, of which, approximately $95 million require third -penny sales tax funding. The third -penny sales tax generates approximately $11 million per year, of which, approximately $5 million is currently committed annually for existing debt service. Currently, approximately $53 million remains to be funded from future years' collections. As has been discussed with the Capital Improvement Committee and the Sales Tax Oversight Committee on multiple occasions, authorized Capital Improvement Projects (CIP) will require approximately six to seven years of sales tax revenues to fund. At the May 2024 Worksession, staff outlined the need for future financing of capital projects to enable the City to advance the progress of approved CIP projects without delay. SALES TAX REVENUE NOTE, SERIES 2024: The proposed $42,870,000 Series 2024 Sales Tax Revenue Note would include approximately $30 million for reimbursement for construction of the new Public Works Facility, as well as, funds for Garnett Road widening from East 106th Street North to East 116th Street North. The Note would be repaid from the third -penny sales tax over a fifteen -year period. OPWA Resolution 2024 -01 authorizes the issuance of a $42,870,000 Sales Tax Revenue Note, Series 2024. As a public trust of the City, the OPWA cannot incur debt without the approval of the City Council. City Resolution 2024 -03 authorizes fhe OPWA to issue its Sales Tax Revenue Note, Series 2024. Both resolutions approve waiver of competitive bidding and authorizes the note to be sold on a negotiated basis. Both resolutions also ratify and confirm existing agreements between the City and the OPWA, provides various other requirements of the financing, and authorizes the execution of all documents related to the transaction including a pledge of certain sales tax revenues. The OPWA resolution also authorizes approval of professional service agreements with The Public Finance Law Group, PLLC. OPWA Trustees approved a professional service agreement with Municipal Finance Services, Inc on July 11, 2023 that does not expire until June 30, 2024. The scope of this agreement covers any financing through OPWA, therefore, a new agreement is not required. CITY RECOMMENDATION: Staff recommends approval of Resolution 2024-03 approving the incurrence of indebtedness by the Owasso Public Works Authority (the "Authority ") issuing its Sales Tax Revenue Note, Series 2024 (the "Note "); providing that the organizational document creating the Authority is subject to the provisions of the Note indenture, authorizing the issuance of said Note; waiving competitive bidding with respect to the sale of said Note and approving the proceedings of the Authority pertaining to the sale of said Note; ratifying and confirming a sales tax agreement by and between the City of Owasso, Oklahoma (the "City ") and the Authority pertaining to the year -to- year pledge of certain sales tax revenues; and containing other provisions relating thereto. Staff further recommends amendment of the Capital Improvements Fund budget to increase appropriations for expenditures by $24,100,000. OPWA RECOMMENDATION: Staff recommends approval of Resolution 2024 -01 authorizing the Owasso Public Works Authority (the "Authority ") to issue its Sales Tax Revenue Note, Series 2024 (the "Note ") in the aggregate principal amount of $42,870,000; waiving competitive bidding and authorizing the Note to be sold on a negotiated basis; ratifying and confirming a sales tax agreement by and between the City and the Authority pertaining to a year -to -year pledge of certain sales tax revenue; approving and authorizing execution of a supplemental note indenture authorizing the issuance and securing the payment of the Note; providing that the organizational document creating the Authority is subject to the provisions of the Note indenture; authorizing and directing the execution of the Note and other documents relating to the transaction; and containing other provisions relating thereto. Staff further recommends amendment of the Owasso Public Works Authority budget to increase appropriations for both revenues and expenditures by $42,870,000. ATTACHMENTS: City Resolution 2024-03 OPWA Resolution 2024-01 The Public Finance Law Group, PLLC Contract Municipal Finance Services, Inc Contract, approved by OPWA Trustees July 11, 2023 RESOLUTION NO. 2024-01 A RESOLUTION AUTHORIZING THE OWASSO PUBLIC WORKS AUTHORITY (THE "AUTHORITY ") TO ISSUE ITS SALES TAX REVENUE NOTE, SERIES 2024 (THE "NOTE ") IN THE AGGREGATE PRINCIPAL AMOUNT OF $42,870,000.00; WAIVING COMPETITIVE BIDDING AND AUTHORIZING THE NOTE TO BE SOLD ON A NEGOTIATED BASIS; RATIFYING AND CONFIRMING A SALES TAX AGREEMENT BY AND BETWEEN THE CITY AND THE AUTHORITY PERTAINING TO A YEAR -TO- YEAR PLEDGE OF CERTAIN SALES TAX REVENUE; APPROVING AND AUTHORIZING EXECUTION OF A SUPPLEMENTAL NOTE INDENTURE AUTHORIZING THE ISSUANCE AND SECURING THE PAYMENT OF THE NOTE; PROVIDING THAT THE ORGANIZATIONAL DOCUMENT CREATING THE AUTHORITY IS SUBJECT TO THE PROVISIONS OF THE NOTE INDENTURE; AUTHORIZING AND DIRECTING THE EXECUTION OF THE NOTE AND OTHER DOCUMENTS RELATING TO THE TRANSACTION; AND CONTAINING OTHER PROVISIONS RELATING THERETO NOW, THEREFORE, BE IT RESOLVED BY THE TRUSTEES OF THE OWASSO PUBLIC WORKS AUTHORITY: SECTION 1. INDEBTEDNESS AUTHORIZED. The Owasso Public Works Authority (the "Authority ") is authorized to incur an indebtedness by the issuance of its Sales Tax Revenue Note, Series 2024 for and on behalf of the City of Owasso, Oklahoma (the "City "), in the aggregate principal amount of $42,870,000.00 (the "Note ") for the purpose of (i) financing certain capital improvements benefiting the City, including a new public works facility and certain street improvements, all along with related costs; and (ii) paying certain costs associated with the issuance of the Note. The Note shall bear interest at the rate of % per annum and shall mature on June 1, 2039, and shall be payable in principal installments as authorized pursuant to a Certificate of Determination. The Chairman or Vice Chairman are hereby authorized to execute the Certificate of Determination setting forth the principal installments of the Note. SECTION 2. COMPETITIVE BIDDING WAIVED. Competitive bidding on the sale of said Note is waived and the Note is authorized to be sold to (the "Purchaser "), at a price of par. SECTION 3. SALES TAX AGREEMENT. The Sales Tax Agreement dated as ofDecember 1, 2004, between the City and the Authority (the "Sales Tax Agreement "), which Sales Tax Agreement pertains to a year -to -year pledge of certain sales tax revenue as security for the Note, is hereby ratified and confirmed. SECTION 4. SUPPLEMENTAL NOTE INDENTURE. The Series 2024 Supplemental Note Indenture by and between the Authority and BancFirst, as Trustee, as said Series 2024 Supplemental Note Indenture supplements and amends a Note Indenture dated as of December 1, 2004, as previously supplemented and amended, each by and between the Authority and the Trustee, as successor trustee bank to RCB Bank (collectively, the "Note Indenture "), authorizing the issuance of and securing the payment of the Note approved in Section 1 hereof, is hereby approved and the Chairman or Vice Chairman and Secretary or Assistant Secretary of the Authority are authorized and directed to execute and deliver same for and on behalf of the Authority. SECTION 5. ORGANIZATIONAL DOCUMENT SUBJECT TO THE NOTE INDENTURE. The organizational document creating the Authority is subject to the provisions of the Note Indenture referenced in Section 4 hereof. SECTION 6. EXECUTION OF NECESSARY DOCUMENTS. The Chairman or Vice - Chairman and Secretary or Assistant Secretary of the Authority are hereby authorized and directed on behalf of the Authority to execute and deliver the Note to the Purchaser, upon receipt of the purchase price and are further authorized and directed to execute all necessary documentation and closing and delivery papers required by Bond Counsel, including professional services agreements with The Public Finance Law Group PLLC as bond counsel and with Municipal Finance Services, Inc. as the Authority's financial advisor; approve the disbursement of the proceeds of the Note, including any costs of issuance; to approve and make any changes to the documents approved by this Resolution, for and on behalf of the Authority, the execution and delivery of such documents being conclusive as to the approval of any changes contained therein by the Authority; and to execute, record and file any and all the necessary financing statements and security instruments, including but not limited to the documents approved hereby, and to consummate the transaction contemplated hereby. [Remainder of Page Intentionally Left Blank] PASSED AND APPROVED THIS 21 IT DAY OF MAY, 2024. THE OWASSO PUBLIC WORKS AUTHORITY (SEAL) Alvin Fruga, Chair ATTEST: Juliann M. Stevens, Secretary RESOLUTION NO. 2024-03 A RESOLUTION APPROVING THE INCURRENCE OF INDEBTEDNESS BY THE OWASSO PUBLIC WORKS AUTHORITY (THE "AUTHORITY ") ISSUING ITS SALES TAX REVENUE NOTE, SERIES 2024 (THE "NOTE "); PROVIDING THAT THE ORGANIZATIONAL DOCUMENT CREATING THE AUTHORITY IS SUBJECT TO THE PROVISIONS OF THE NOTE INDENTURE, AUTHORIZING THE ISSUANCE OF SAID NOTE; WAIVING COMPETITIVE BIDDING WITH RESPECT TO THE SALE OF SAID NOTE AND APPROVING THE PROCEEDINGS OF THE AUTHORITY PERTAINING TO THE SALE OF SAID NOTE; RATIFYING AND CONFIRMING A SALES TAX AGREEMENT BY AND BETWEEN THE CITY OF OWASSO, OKLAHOMA (THE "CITY ") AND THE AUTHORITY PERTAINING TO THE YEAR -TO -YEAR PLEDGE OF CERTAIN SALES TAX REVENUES; AND CONTAINING OTHER PROVISIONS RELATING THERETO NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF OWASSO, OKLAHOMA: SECTION 1. INDEBTEDNESS AUTHORIZED. The Owasso Public Works Authority (the "Authority ") is hereby authorized to incur an indebtedness by the issuance of its Sales Tax Revenue Note, Series 2024 in the amount of $42,870,000.00, according to the terms and conditions of a Note Indenture dated as of December 1, 2004, as previously supplemented and amended, and as further supplemented and amended by a Series 2024 Supplemental Note Indenture, all by and between the Authority and BancFirst, as successor Trustee to RCB Bank (collectively, the "Note Indenture "), provided that said Note shall never constitute a debt of the City of Owasso, Oklahoma (the "City "). SECTION 2. ORGANIZATIONAL DOCUMENT SUBJECT TO NOTE INDENTURE. The organizational document creating the Authority, is hereby made subject to the terms of the Note Indenture authorizing the issuance and securing the payment of the Note as more fully described in Section 1 hereof. SECTION 3. WAIVING COMPETITIVE BIDDING• APPROVAL OF SALE PROCEEDINGS. The waiving of competitive bidding for the sale of the Note and the sale of said Note by the Authority to at a price of par, is hereby approved. SECTION 4. SALES TAX AGREEMENT. The Sales Tax Agreement dated as of December 1, 2004, between the City and the Authority (the "Sales Tax Agreement"), which Sales Tax Agreement pertains to a year -to -year pledge of certain sales tax revenue as security for the Note, is hereby ratified and confirmed. SECTION 5. AUTHORIZING EXECUTION. The Mayor or Vice Mayor and City Clerk or Deputy City Clerk of the City representing the City at the closing of the above - referenced note issue are hereby authorized to execute and deliver on behalf of the City any and all certifications and documentation necessary or attendant to the delivery of the Note, as directed by Bond Counsel. [Remainder of Page Intentionally Left Blank] PASSED AND APPROVED THIS 21 ST DAY OF MAY, 2024. CITY OF OWASSO, OKLAHOMA (SEAL) Alvin Fruga, Mayor ATTEST: Juliann M. Stevens, City Clerk THE PUBLIC FINANCE LAW GROUP PLLC ATTORNEYS AND COUNSELORS AT LAW 5657 N. CL.585CN BOULINAnn. Smrc 100 • OK 73118 AGREEMENT FOR BOND COUNSEL SERVICES THE OWASSO PUBLIC WORKS AUTHORITY SALES TAX REVENUE NOTE, SERIES 2024 THIS AGREEMENT is entered into as of May 21, 2024, by and between THE PUBLIC FINANCE LAW GROUP PLLC ( "PFLG ") and THE OWASSO PUBLIC WORKS AUTHORITY (the "Issuer "), a public trust with the City of Owasso, Oklahoma (the "City") as its beneficiary, as follows: RECITALS WHEREAS, the Issuer desires to engage PFLG as bond counsel in connection with the financing of certain capital improvements, along with related costs (the "Project "); and WHEREAS, to finance all or a portion of the costs of the Project, the Issuer intends to issue its Sales Tax Revenue Note, Series 2024 in the principal amount $42,870,000.00 (the "Note "); and WHEREAS, PFLG possesses the necessary professional capabilities and resources to provide the legal services required by Issuer as described in this Agreement. AGREEMENTS 1. Scone of Services. A. Bond Counsel Services. PFLG will render the following services as bond counsel to the Issuer: (1) Consultation with representatives of the Issuer and the City, including the City Manager, City Attorney, Issuer's Counsel, Finance Director, financing and accounting staff, financial advisors, and others, with respect to the timing, terms and legal structure of the proposed financing. (2) Preparation of loan, security and other authorizing documents (the "Financing Documents "). (3) Review of documentation with respect to any letter of credit, bond insurance and/or reserve fund surety policy provided in connection with the Note, if any. (4) Attendance at such meetings or hearings of the Issuer and the City and working group meetings or conference calls as the Issuer may request, and assistance to the Issuer staff in preparation of such explanations or presentations to the governing body of the Issuer and the City as they may request. (5) Preparation of final closing papers to be executed by the Issuer required to effect delivery of the Note and coordination of the Note closing. (6) Rendering of bond counsel's customary final legal opinion on the validity of the securities and, with respect to the tax - exempt securities, the exemption from gross income for federal income tax purposes and from Oklahoma personal income tax of interest thereon. PFLG and Issuer acknowledge that Issuer shall be represented by Julie Lombardi, Esq., City Attorney ( "Issuer's Counsel ") for the purpose of rendering day -to -day and ongoing general counsel legal services. PFLG shall circulate documents to and coordinate its services with Issuer's Counsel to the extent requested by Issuer or Issuer's Counsel. PFLG and Issuer further acknowledge that the Issuer shall be represented by Municipal Finance Services, Inc., a municipal advisor pursuant to the terms of SEC Rule 1513al -1 (referred to herein as an "Independent Registered Municipal Advisor" or "IRMA "). PFLG is a firm of attorneys who provide legal advice or services of a traditional legal nature to a client, and PFLG and its attorneys do not represent themselves to be a financial advisor or financial expert. Therefore, PFLG is excluded from the definition of Municipal Advisor, and PFLG does not intend to provide any advice with respect to municipal financial products or the issuance of municipal securities outside of the scope of traditional legal services and advice customarily rendered by bond counsel in public finance transactions. Notwithstanding the foregoing, in the event certain advice may be construed as beyond the scope of traditional legal services, the Issuer specifically acknowledges that PFLG may avail itself of the IRMA exemption under SEC Rule 1513a1 -1 on the basis that (i) the Issuer is represented by an Independent Registered Municipal Advisor not associated with PFLG, (ii) the Issuer hereby advises PFLG that the Issuer is represented by and will rely on the advice of its duly retained Independent Registered Municipal Advisor, and (iii) the Issuer has been advised that PFLG is not a municipal advisor and PFLG owes no federal statutory fiduciary duty to the Issuer. In rendering opinions and performing legal services under this Agreement, PFLG shall be entitled to rely on the accuracy and completeness of information provided, certifications made by, and opinions provided by counsel to, Issuer, the Independent Registered Municipal Advisor, property owners and other parties and consultants, without independent investigation or verification. PFLG's services are limited to those specifically set forth above. PFLG's services do not include representation of Issuer or any other party to the transaction in any litigation or other legal or administrative proceeding involving the Note, the Project or any other matter. PFLG's services 2 also do not include any responsibility for compliance with state blue sky, environmental, land use, real estate or similar laws or for title to or perfection of security interests in real or personal property. PFLG will not be responsible for preparing, reviewing, or opining with respect to the Issuer's Official Statement and /or any Continuing Disclosure Undertakings for the Note, including but not limited to the accuracy, completeness or sufficiency of the Official Statement, Continuing Disclosure Undertaking, or other offering material relating to the Note. PFLG's services do not include any financial advice or analysis. PFLG will not be responsible for the services performed or acts or omissions of any other participant. Also, PFLG's services will not extend past the date of issuance of the Note and will not, for example, include services related to rebate compliance or continuing disclosure or otherwise related to the Note, proceeds of the Note, or the Project after issuance of the Note. 2. Compensation and Reimbursements. A. Compensation for Bond Counsel Services. For services as bond counsel to the Issuer, PFLG shall be paid a fixed fee at the time of issuance of the Note of one percent (1.0 %) of the principal amount of the Note. B. Expenses. PFLG shall also be paid a fixed amount of $2,500.00 to cover expenses and transcript production and distribution, provided, that any filing, publication, recording or printing costs or similar third party costs required in connection with the Note shall be paid directly by the Issuer, but if paid by PFLG on behalf of the Issuer, shall be reimbursed to PFLG on demand. C. Payment. Fees and expenses shall be payable by Issuer at the time of issuance of the Note. Payment of all fees and expenses hereunder shall be made at closing from proceeds of the Note and shall be entirely contingent upon issuance of the Note. D. Termination of Agreement and Legal Services. This Agreement and all legal services to be rendered under it may be terminated at any time by written notice from either party, with or without cause. In that event, all finished and unfinished documents prepared for adoption or execution by Issuer, shall, at the option of Issuer, become its property and shall be delivered to it or to any party it may designate; provided that PFLG shall have no liability whatsoever for any subsequent use of such documents. In the event of termination by Issuer, PFLG shall be paid for all satisfactory work, unless the termination is made for cause, in which event compensation, if any, shall be adjusted in the light of the particular facts and circumstances involved in the termination. If not sooner terminated as aforesaid, this Agreement and all legal services to be rendered under it shall terminate upon issuance of the Note; provided that Issuer shall remain liable for any unpaid compensation or reimbursement due under Section 2 hereof. Upon termination, PFLG shall have no future duty of any kind to or with respect to the Note or the Issuer. 3 3. Nature of Engagement; Relationships With Other Parties. The role of bond counsel, generally, is to prepare or review the procedures for issuance of the bonds, notes or other evidence of indebtedness and to provide an expert legal opinion with respect to the validity thereof and other subjects addressed by the opinion. Consistent with the historical origin and unique role of such counsel, and reliance thereon by the public finance market, PFLG's role as bond counsel under this Agreement is to provide an opinion and related legal services that represent an objective judgment on the matters addressed rather than the partisan position of an advocate. In performing its services in connection with the Note, PFLG will act as special counsel to Issuer with respect to issuance of the Note; i.e., PFLG will assist the Issuer's Counsel in representing Issuer but only with respect to validity of the Note and the Financing Documents, and the tax status of interest on the Note, in a manner not inconsistent with the role of bond counsel described above. Issuer acknowledges that PFLG regularly performs legal services for many private and public entities in connection with a wide variety of matters. For example, PFLG has represented, is representing or may in the future represent other public entities, underwriters, trustees, rating agencies, insurers, credit enhancement providers, lenders, contractors, suppliers, financial and other consultants /advisors, accountants, investment providers/brokers, providers /brokers of derivative products and others who may have a role or interest in the Note financing or the Project or that may be involved with or adverse to Issuer in this or some other matter. PFLG agrees not to represent any such entity in connection with the Note financing, without the consent of Issuer. Given the special, limited role of bond counsel described above, Issuer acknowledges that no conflict of interest exists or would exist, and waives any conflict of interest that might appear actually or potentially to exist, now or in the future, by virtue of this Agreement or any such other attorney - client relationship that PFLG may have had, have or enter into, and Issuer specifically consents to any and all such relationships. 4. Limitation of Rights to Parties; Successor and Assigns. Nothing in this Agreement or in any of the documents contemplated hereby, expressed or implied, is intended or shall be construed to give any person other than Issuer and PFLG any legal or equitable right or claim under or in respect of this Agreement, and this Agreement shall inure to the sole and exclusive benefit of Issuer and PFLG. PFLG may not assign its obligations under this Agreement without written consent of Issuer except to a successor partnership or corporation to which all or substantially all of the assets and operations of PFLG are transferred. Issuer may assign its rights and obligations under this Agreement to (but only to) any other public entity that issues the Note (if not the Issuer). Issuer shall not otherwise assign its rights and obligations under this Agreement without written consent of PFLG. All references to PFLG and Issuer in this Agreement shall be deemed to refer to any such successor of PFLG and to any such assignee of Issuer and shall bind and inure to the benefit of such successor and assignee whether so expressed or not. 5. Counterparts. This Agreement may be executed in any number of counterparts and each counterpart shall for all purposes be deemed to be an original, and all such counterparts shall together constitute but one and the same Agreement. 6. Notices. Any and all notice pertaining to this Agreement shall be sent by U.S. Postal Service, first class, postage prepaid to: PFLG: The Public Finance Law Group PLLC 5657 North Classen Boulevard, Suite 100 Oklahoma City, OK 73118 Attention: Allan A. Brooks, III or Nathan D. Ellis ISSUER: The Owasso Public Works Authority 200 South Main Owasso, OK 74055 Attention: City Manager [Remainder of Page Left Blank Intentionally] Issuer and PFLG have executed this Agreement by their duly authorized representatives as of the date provided above. THE PUBLIC FINANCE LAW GROUP PLLC Allan A. Brooks, III THE OWASSO PUBLIC WORKS AUTHORITY Title: Chairman Date: May 21, 2024 MUNICIPAL FINANCE SERVICES, INC. est. 1990 July 5, 2023 PROFESSIONAL SERVICES AGREEMENT mfsok.cum P: 405.340.1727 1017 N. Orlant Ave., Sic 100 Edmond, OK 73034 P.O. Box 747 Edmond, OK 73 083 -0 74 7 THIS AGREEMENT is entered by and among MUNICIPAL FINANCE SERVICES, INC. ("MFSOK ') and the Owasso Public Works Authority, a public trust with the City of Owasso, Oklahoma (the "City') as beneficiary (the "Client'). THIS AGREEMENT supersedes all existing agreements between MFSOK and the Client. The Client desires to engage MFSOK as Municipal Advisor and agrees as follows: L Scope of Services. Some or all of the following services listed below shall be provided under Otis Agreement and pertain to the Client's new and outstanding debt obligations, including revenue bonds, bank notes, lease financings, and loans from the Oklahoma Water Resources Board or other state or federal agencies during the term of the Agreement (the "Issues'). Some of these services may be non - municipal advisor services. The Client designates MFSOIK as the Client's independent registered municipal advisor ("IRMA') for purposes of SEC Rule 15Ba1- 1(d)(3)(vi) (the "IRMA Exemption "). A. New Issues 1. Evaluate options or alternatives with respect to the proposed new Issue. 2. Provide financial analysis to the Client to assist in understanding the benefits, costs, and risks of the proposed new Issue. 3. Review recommendations made by other parties to the Client. 4. Assist Client in preparing a plan of finance. 5. Advise Client on structure, terms and timing of the proposed new Issue. G. Prepare financing schedule. 7. Attend meetings as requested by the Client. 8. Assist the Client in preparation of their loan applications, loan proposals, offering documents, notices of sale, instructions to bidders, or official statements, as appropriate. 9. Coordinate as appropriate with Client staff, legal representatives, government agencies, accountants, auditors, engineers, consultants, rating agencies, banks, lenders, placement agents, trustees, paying agents, escrow agents, bond insurers and other credit enhancers, to facilitate the plan of finance. 10. If new Issue is a competitive bond sale, assist Client in collecting and analyzing bids submitted by underwriters and selecting the winning bidder. 11. If new Issue is a loan, assist Client in collecting and analyzing proposals submitted by banks. 12. If the new Issue is a negotiated bond sale, assist client in selecting an underwriter and coordinate the bond sales process. 13. Coordinate closing of the new Issue with Client and other patties. 14. Evaluate potential refunding opportunities on outstanding Issues. B. Other Services Under Separate Agreement If requested by Client, MFSOK may provide other services including but not limited to: 1. Utility rate analysis. 2. Debt capacity analysis. 3. Cash defeasanee or redemption services. C. Continuins Disclosure Assistance 1. Assisting the Client annually in compiling the financial information and operating data set forth in their Continuing Disclosure Agreement ( "CDA ") included in any Official Statement; and 2. If necessary, assisting the Client in preparing their "Failure to File Notice' should documents not be available for filing within the prescribed time frame designated in the CDA; and 3. Upon request, assisting the Client in their submission of the aforementioned information to the Electronic Municipal Marketplace Access system C EMMA'). MFSOK and the Client acknowledge that the Client will engage Bond Counsel and other legal service providers under separate contracts. MFSOK may rely on opinions and advice from legal representatives of the Client and will not be held responsible for any legal advice, directly or indirectly, rendered by the legal representatives. Neither MFSOK as Municipal Advisor nor its Municipal Advisor Representatives are licensed to engage in the practice of law and, consequently, will offer no legal advice. None of the fee for services under this Agreement relates to legal services. If such legal services are necessary, it shall be the responsibility of the Client to obtain them. MFSOK's services are limited to those specifically set forth herein. if. CnnmensiWon and Reimbursements A. New Issues and Refunding Issues. For services as Municipal Advisor to the Client, MFSOK shall be paid at the time of closing a fee calculated as follows: 1. For a bank loan or lease financing, 1.00% of par amount for each series of notes issued with a minimum fee of $30,000.00. 2. For a loan through the Oklahoma Water Resources Board, including the Clean Water Stale Revolving Fund (CWSRF), the Drinking Water State Revolving Fund (DWSRF), or the Financial Assistance Program (FAP), 1.00% of the original gross proceeds of the loan with a minimum fee of $30,000.00. 3. For revenue bonds, 1.00% of par amount for each series of bonds issued, with a minimum fee of $40,000.00. B. Compensation for Continuing Disclosure Assistance MFSOK will receive a fee annually of $3,500.00 for the services performed. C. Expenses for New Issues and Refimdin Issues. MFSOK shall also be paid a fixed amount of $27500.00 per transaction to cover expenses incurred as part of the transaction, provided that any filing, publication, recording or printing costs or similar third -party costs required in connection with the Issue shall be paid directly by the Client. D. Pavment and Contingency for New Issues and Refunding Issues. Payment for all fees and expenses shall be made at closing from proceeds of the Issue or fi-om other available funds of the Client and shall be contingent upon closing of the Issue. E. Other Services Under Separate Agreement If requested by Client, MFSOK may provide other services including but not limited to: 1. Utility rate analysis. 2. Debt capacity analysis. 3. Cash defeasance or redemption services. JJJ. Tenn and Termination A. Term of Agreement. Unless terminated as provided herein, the terms of this Agreement shall be in place from the date approved by the Client until June 30, 2024. B. Termination of Agreement and Services This Agreement and all Municipal Advisor services to be rendered hereunder may be terminated at any time by written notice from either party, with or without cause, with at least thirty (30) days' notice. In that event, all finished and unfinished documents prepared for the Client, shall, at the option of Client, become its property and shall be delivered to it or any party it may designate, provided that MFSOK shall have no liability whatsoever for any subsequent use of such documents. JV. Successors and Assigns MFSOK may not assign its obligations under this Agreement without the written consent of Client except to a successor partnership or corporation to which all or substantially all of the assets and operations of MFSOK are transferred. Client may assign its rights and obligations under this Agreement to (but only to) any other public entity that incurs the loan. Client shall not otherwise assign its rights and obligations underthis Agreement without written consent of MFSOK. All references to MFSOK and Client in this Agreement shall be deemed to refer to any successor of MFSOK and to any such assignee of Client and shall bind and inure to the benefit of such successor and assignee whether so expressed or not. R Marricinal Advisor Reeistration and Ack-nomledeement Pursuant to Municipal Securities Rulemaking Board Rule (MSRB) G -10, on Investor and Municipal Advisory Client Education and Protection, Municipal Advisors are required to provide certain written information to their municipal advisory client and/or obligated person clients which include the following: Municipal Finance Services, Inc. is currently registered as a Municipal Advisor with the U.S. Securities and Exchange Commission (SEC) and the MSRB. Within the MSRB website at www.msrb.ore. the Client may obtain the Municipal Advisory client brochure that is posted on the MSRB website. The brochure describes the protections that may be provided by the MSRB Rules along with how to file a complaint with financial regulatory authorities. VL Collf/iet of Interest Statement As of the date of this agreement, MFSOK has performed a reasonable diligence to determine if there are any conflicts of interest that should be brought to the attention of the Client. During the diligence process, MFSOK has determined that no material conflict of interest has been identified, however, would like to provide the following disclosures: MFSOK serves a wide variety of other clients that may from time to time have interests that could have a direct or indirect impact on the interests of another MFSOK client for example, MFSOK serves as municipal advisor to other clients and, in such cases, owes a regulatory duty to such other clients just as it does to the Client. These other clients may, from time to time and depending on the specific circumstances, have competing interests. 3 In acting in the interests of its various clients. MFSOK could potentially face a conflict of interest arising from these competing client interests. MFSOK fulfills its regulatory duty and mitigates such conflicts through dealing honestly and with the utmost good faith with its clients. The compensation arrangement included in Section II includes a component that is based on the size and completion of a transaction. Consistent with certain regulatory requirements, MFSOK hereby discloses that such contingent and /or transactional compensation presents a conflict of interest regarding MFSOK's ability to provide unbiased advice to enter into such transaction. The contingent fee arrangement creates an incentive for MFSOK to recommend unnecessary financings or financings that are disadvantages to the client, or to advise client to increase the size of the issue. This viewed conflict of interest will not impairMFSOK's ability to render unbiased and competent advice or to fulfill its fiduciary duty. The fee paid to MFSOK increases the cost of borrowing to the Client. The increased cost occurs from compensating MFSOK for municipal advisory services provided. If MFSOK becomes aware of any other actual or potential conflict of interest not mentioned above during this agreement, MFSOK will promptly provide the Client a supplement written disclosure with sufficient details of the change, if any, which will allow the Client to evaluate the situation. V/L Lesal Events and Discinlirran, Hisron+ A regulatory disclosure action has been made on MFSOK's Form MA and on Form MA -I for two of MFSOK's municipal advisory personnel relating to a2017 U.S. Securities and Exchange Commission ( "SEC ") order. The details of which are available in Item 9; C (2), C (4), C (5) and the corresponding regulatory action DRP section on Form MA and Item 6: C (2), C (4), C (5), C (6) and the corresponding regulatory action DRP section on Form MA -I for both Rick A. Smith and Ion Wolff. In addition, the Oklahoma Department of Securities adopted the above proceedings which are identified in Item 9; D (2), D (4) and the corresponding regulatory action DRP section on Form MA. The Client may electronically access MFSOK's most recent Form MA and each most recent Form MA- I filed with the Commission at the following website: www.sec. eov/ cd ,,ar /searchetiLar /conmanvscarch ht in 1. There has been no change to any legal or disciplinary event that has been disclosed on MFSOK's SEC registration for MA filings since December 18, 2017. 1' 1!L Fiduciary Dunn MFSOK is registered as a Municipal Advisor with the SEC and MSRB. As such, MFSOK has a Fiduciary duty to the Client and must provide both a Duty of Care and aDuty of Loyalty that entails the following. Duty of Care: A. exercise due care in performing its municipal advisory activities; B. possess the degree of knowledge and expertise needed to provide the Client with informed advice; C. make a reasonable inquiry as to the facts that are relevant to the Client's determination as to whether to proceed with a course of action or that form the basis for any advice provided to the Client; and 4 D. undertake a reasonable investigation to determine that MFSOK is not forming any recommendation on materially inaccurate or incomplete information; MFSOK must have a reasonable basis for: a. any advice provided toot, on behalf of the Client b. any representations made in a certificate that it signs that will be reasonably foreseeably relied upon by the Client, any other party involved in the municipal securities transaction or municipal financial product, or investors in the Client's securities; and C. any information provided to the Client or other parties involved in the municipal securities transaction in connection with the preparation of an official statement. Duty of Loyalty: MFSOK must deal honestly and with the utmost good faith with the Client and act in the Client's best interests without regard to the financial or other interests of MFSOK. MFSOK will eliminate or provide full and fair disclosure (included herein) to Client about each material conflict of interest (as applicable). MFSOK will not engage in municipal advisory activities with the Client as a municipal entity, if it cannot manage or mitigate its conflicts in a manner that will permit it to act in the Client's best interests. As of the date of receipt of this attachment, MFSOK has performed a reasonable diligence to determine if there are any conflicts of interest that should be brought to the attention of the Client. Dr. Recommendations IfMFSOK makes a recommendation of municipal securities transaction ormunicipal financial product or if the review of a recommendation of another party is requested in writing by the Client and is within the scope of the engagement, MFSOK will determine, based on the information obtained through reasonable diligence of MFSOK whether a municipal securities transaction or municipal financial product is suitable for the Client. In addition, MFSOK will inform the Client of: A. the evaluation of the material risks, potential benefits, structure, and other characteristics of the recommendation; B. the basis upon which MFSOK reasonably believes that the recommended municipal securities transaction or municipal financial product is, or is not, suitable for the Client; And C. whether MFSOK has investigated or considered other reasonably feasible alternatives to the recommendation that might also or alternatively serve the Client's objectives. If the Client elects a course of action that is independent of or contrary to the advice provided by MFSOK, MFSOK is not required on that basis to disengage from the Client. X. Record Retention Pursuant to SEC and MSRB retention regulations, Municipal Finance Services, Inc, will maintain in writing, all communication and created documents between Municipal Finance Services, Inc. and the Client for six (6) years. Notices Any and all notices pertaining to this Agreement shall be sent by U.S. Postal Service, first class, postage prepaid to: MFSOK Municipal Finance Services, Inc. Athi: Jon Woll'r. President P.O. Box 747 Edmond, OK 73034 CLIENT: Owasso Public Works Authority Attn: Chairman 200 S Main Street Owasso, OIC 74055 Acceptance If there are any questions regarding the above, please do not hesitate to contact MFSOK. If the foregoing terms meet with your approval, please indicate your acceptance by executing all original copies of this letter and keeping one copy for your file. By signing this agreement, the Client acknowledges the provisions set forth in the agreement and understands its respective rights, duties, and responsibilities. Furthermore, the Scope of Services contained herein have been reviewed and are hereby approved. Client d *FSQIC have entered into this Agreement by the duly authorized representatives which was approved on 1 2023, at a meeting duly called and held in full compliance with the Oklahoma Open Meeting Act. MUNICIPAL F ANCE SERVICES, INC. By: Jor olff,President OWASSO PUBLIC WORKS AUTHORITY By: Chairman V GG G �r NLV i rd F'' —t-9 A TO: The Honorable Chair and Trustees FROM: Roger Stevens, Senior Director SUBJECT: Bid Award - Transporting Earthen Material DATE: May 17, 2024 BACKGROUND: • In September 2023, City Council approved the excess earthen material at the new Public Works Facility site as surplus to the needs of the City and authorized its disposal. • Since September 2023, the general public and commercial haulers have removed approximately 12,000 cubic yards of material. There is approximately 110,000 cubic yards of excess material remaining on -site that needs to be moved. • The Staff has identified two options: pay to haul the material off -site or leave the material on -site and pay to have it moved to the southern end of the property. • The Engineering cost estimate to leave the material on -site is $495,000.00. The cost estimate to remove the material off -site would be determined by soliciting for quotes. PUBLIC /PRIVATE PARTNERSHIP OPPORTUNITY: • In May 2024, Staff was contacted by a local developer in need of a large amount of earthen material for a local residential development. Depending on the receipt of competitive quotes, the developer proposed to share the cost of hauling the material off -site and to the area of the proposed residential development. SEALED QUOTE AND ANALYSIS: On May 15, 2024, City staff requested sealed quotes to transport approximately 110,000 cubic yards of earthen material from the Public Works Facility site to the development drop site. On May 17, 2024, bids were opened, with a total of 11 contractors submitting quotes. Pinney Dozer Service provided the lowest quote in the amount of $7.45 per cubic yard for the haul service and $0.50 cents per cubic yard for the loading service. After further analysis, cost - sharing of transporting off -site with the private sector would save the OPWA approximately $57,000.00 when compared to the cost of leaving the material on -site and paying to move it to the southern end of the property. FUNDING: Funding is included in the project budget within the Owasso Public Works Authority Fund. RECOMMENDATION: Staff recommends awarding the contract to Pinney Dozer Service, LLC of Skiatook, Oklahoma, at the rate of $7.95 per cubic yard for loading and transporting services, in an amount not to exceed $874,500.00, and authorization to execute all necessary documents. OWASSO PUBLIC WORKS AUTHORITY PAYROLLPAYMENTREPORT PAY PERIOD ENDING DATE 05/04/24 Department Payroll Expenses Total Expenses 400 OPWA Administration 19,318.56 28,522.37 405 Utility Billing 9,144.95 15,174.94 420 Water 17,540.84 27,915.91 450 Wastewater 16,188.23 26,686.46 455 Wastewater Collection 17,292.54 29,426.31 480 Refuse 17,284.47 30,124.49 485 Recycle Center 3,005.60 5,461.78 FUND TOTAL 99,775.19 163,312.26 CITY OF OWASSO OWASSO PUBLIC WORKS AUTHORITY - OPERATING FUND FISCAL YEAR 2023 -2024 Budgetary Basis Statement of Revenues & Expenses As of April 30, 2024 MONTH YEAR PERCENT TO -DATE TO -DATE BUDGET OF BUDGET OPERATING REVENUES: Water $ 529,553 $ 6,735,678 $ 7,956,963 84.65% Wastewater 534,494 5,566,035 6,291,547 88.47% Refuse 225,512 2,292,201 2,650,914 86.47% Recycle 4,242 25,083 34,803 72.07% Other Utility fees 15,640 204,585 223,980 91.34% TOTAL OPERATING REVENUES $ 1,309,440 $ 14,823,581 $ 17,158,207 86.39% OPERATING EXPENSES: OPWA administration $ (119,070) $ (1,466,340) $ (8,535,413) 17.18% Utility Billing (48,517) (490,106) (586,126) 83.62% Water (318,733) (3,827,987) (6,174,639) 62.00% Wastewater Treatment (101,777) (2,646,163) (3,415,565) 77.47%, Wastewater Collections (261,626) (1,042,677) (6,692,708) 15.587. Refuse (108,350) (1,585,207) (1,947,994) 81.38% Recycle (49,625) (738,436) (846,918) 87.19% Debt payments (274,601) (2,841,770) (4,252,150) 66.83% TOTAL OPERATING EXPENSES $ (1,282,300) $ (14,638,687) $ (32,451,513) 45.11% OPERATING REVENUES OVER /(UNDER) EXPENDITURES $ 27,140 $ 184,894 $ (15,293,306) NONOPERATING REVENUES /(EXPENSES): Interest $ 16,959 $ 173,820 $ 108,721 159.88% Other revenues /(expenses) 2,317 199,241 33,500 594.75% TIFrevenues /(expenses) 103,805 160,747 (540,321) - 29.75% Federal Grants (ARPA) 2,417,450 3,458,450 69.90% TOTAL NONOPERATING REVENUES /(EXPENSES) $ 123,081 $ 2,951,258 $ 3,060,350 LONG -TERM DEBT PROCEEDS AND EXPENDITURES: Proceeds of long -term debt $ 25,000,000 Expenditures of long -term debt (13,345) (64,548) (19,359,600) TOTAL LONG -TERM DEBT PROCEEDS AND EXPENDITURES $ (13,345) $ (64,548) $ 5,640,400 NET INCOME (LOSS) $ 136,876 $ 3,071,604 $ (6,592,556) ENCUMBRANCES OUTSTANDING $ (10,267,566) BOND PROCEEDS RECEIVABLE 8,336,549 FUND BALANCE (Budgetary Basis) Beginning Balance 12,618,619 8,136,057 Ending Balance $ 13,759,206 $ 1,543,501