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HomeMy WebLinkAbout2009.12.01_OPWA AgendaPUBLIC NOTICE OF THE MEETING OF THE OWASSO PUBLIC WORKS AUTHORITY TYPE OF MEETING: Regular DATE: December 1, 2009 TIME: 6:30 p.m. PLACE: Council Chambers, Old Central Building 109 N. Birch A Notice of the meeting and agenda filed in he office of the City Cler and posted at City Hall at 6:00 p.m. on Wednesday, November 25, 0 9. ° qq 'qiann M. Stevens, Dep y City Clerk AGENDA 1. Call to Order Chairman Stephen Cataudella 2. Roll Call 3. Consideration and appropriate action relating to a request for approval of 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. Approval of the Minutes of the November 17, 2009 Regular Meeting. Attachment # 3 -A B. Approval of Claims. Attachment # 3 -13 4. Consideration and appropriate action relating to items removed from the Consent Agenda. O. \MANAGERIAL \Agendas \OP W A \2009\ 1201 . doc Owasso Public Works Authority December 1, 2009 Page 2 5. Consideration and appropriate action relating to a request for Trustee adoption of Resolution No. 2009 -10, approving and authorizing a Clean Water SRF loan from the Oklahoma Water Resources Board in the total aggregate principal amount of not to exceed $1,920,000.00; approving the issuance of a Series 2009A Clean Water SRF Promissory Note (GARNETT REGIONAL DETENTION FACILITY PROJECT) to Oklahoma Water Resources Board in the total aggregate principal amount of not to exceed $1,920,000.00, secured by a pledge of revenues and authorizing its execution; approving and authorizing the execution of a loan agreement for Clean Water SRF loan; designating a local trustee and approving and authorizing the execution of a trust agreement; approving and authorizing the execution of a security agreement; ratifying and confirming a lease whereby the City of Owasso leased to the Owasso Public Works Authority its water, sanitary sewer, and garbage and trash collection systems and the Bailey Ranch Golf Club; ratifying and confirming a subordinate lien sales tax agreement; ratifying and confirming a parity agreement; approving various covenants; approving and authorizing payment of fees and expenses; and containing other provisions relating thereto. Ms. Bishop Attachment # 5 Staff will recommend Trustee adoption of Resolution No. 2009 -10. 6. Consideration and appropriate action relating to a request for Trustee adoption of Resolution No. 2009 -11, approving and authorizing a Clean Water SRF loan from the Oklahoma Water Resources Board in the total aggregate principal amount of not to exceed $10,960,000.00; approving the issuance of a series 2009b Clean Water SRF promissory note (WASTEWATER TREATMENT PLANT EXPANSION AND 117TH STREET LIFT STATION UPGRADE) to Oklahoma Water Resources Board in the total aggregate principal amount of not to exceed $10,960,000.00, secured by a pledge of revenues and authorizing its execution; approving and authorizing the execution of a loan agreement for Clean Water SRF loan; designating a local trustee and approving and authorizing the execution of a trust agreement; approving and authorizing the execution of a security agreement; ratifying and confirming a lease whereby the City of Owasso leased to the Owasso Public Works Authority its water, sanitary sewer, and garbage and trash collection systems and the Bailey Ranch Golf Club; ratifying and confirming a subordinate lien sales tax agreement; ratifying and confirming a parity agreement; approving various covenants; approving and authorizing payment of fees and expenses; and containing other provisions relating thereto. Ms. Bishop Attachment # 6 Staff will recommend Trustee adoption of Resolution No. 2009 -11. O: \MANAGERIAL \Agendas \OP WA \2009\ 1201.doc Owasso Public Works Authority December 1, 2009 Page 3 7. Consideration and appropriate action relating to a request for Trustee adoption of Resolution No. 2009 -12, approving and authorizing a Clean Water SRF loan from the Oklahoma Water Resources Board in the total aggregate principal amount not to exceed $6,085,000.00; approving the issuance of a series 2009c Clean Water SRF promissory note (76TH STREET SANITARY SEWER INTERCEPTOR PROJECT) to Oklahoma Water Resources Board in the total aggregate principal amount of not to exceed $6,085,000.00, secured by a pledge of revenues and authorizing its execution; approving and authorizing the execution of a loan agreement for Clean Water SRF loan; designating a local trustee and approving and authorizing the execution of a trust agreement; approving and authorizing the execution of a security agreement; ratifying and confirming a lease whereby the City of Owasso leased to the Owasso Public Works Authority its water, sanitary sewer, and garbage and trash collection systems and the Bailey Ranch Golf Club; ratifying and confirming a subordinate lien sales tax agreement; ratifying and confirming a parity agreement; approving various covenants; approving and authorizing payment of fees and expenses; and containing other provisions relating thereto. Ms. Bishop Attachment # 7 Staff will recommend Trustee adoption of Resolution No. 2009 -12. 8. Consideration and appropriate action relating to a request for Trustees to award a bid for the construction of the Wastewater Treatment Plant Expansion and 117th Street Lift Station Upgrade. Mr. Stevens Attachment # 8 Staff will recommend Trustee award of the construction bid for the Wastewater Treatment Plant Expansion and 117th Street Lift Station Upgrade to BRB Contractors of Topeka, Kansas in the amount of $8,465,500 and authorize the Chairman to execute the construction contract. O: \MANAGERIAL\Agendas \OP WA \2009\ 1201.doe Owasso Public Works Authority December 1, 2009 Page 4 9. Consideration and appropriate action relating to a request for Trustees to approve an agreement for construction engineering services with Greely and Hansen, LLC from Chicago, IL in relation to the construction of the Wastewater Treatment Plant Expansion and 117th Street Lift Station Upgrade and authorize the Chairman to execute the agreement. Mr. Stevens Attachment # 9 Staff will recommend Trustee approval of an agreement for engineering services between the OPWA and Greely and Hansen, LLC from Chicago, IL in the amount of $300,862 for services related to the construction of the Wastewater Treatment Plant Expansion and 117th Street Lift Station Upgrade and authorization for the Chairman to execute the agreement. 10. Consideration and appropriate action relating to a request for Trustees to approve an agreement for Inspection Services of the Wastewater Treatment Plant Expansion and 117th Street Lift Station Upgrade. Mr. Stevens Attachment # 10 Staff will recommend Trustee approval of an agreement between the OPWA and Crafton, Tull, Sparks in the amount of $319,401 for the purpose of providing inspection services during the construction of the Wastewater Treatment Plant Expansion and 117th Street Lift Station Upgrade and authorization for the Chairman to execute the agreement. 11. Consideration and appropriate action relating to a request for Trustees to award a bid for the construction of the E. 76th Street Sanitary Sewer Interceptor Project. Mr. Stevens Attachment # 1 I Staff will recommend Trustee award of the construction bid for the E. 76th Street Sanitary Sewer Interceptor Project to Paragon Contractors of Tulsa, Oklahoma in the amount of $4,111,299 and authorization for the Chairman to execute the construction contract. 12. Report from OPWA Manager. 0 '. \MANAGERIAL \Agendas \OP W A \2009\ 1201.doc Owasso Public Works Authority December 1, 2009 Page 5 13. Report from OPWA Attorney. 14. New Business. (New Business is any item of business which could not have been foreseen at the time of posting of the agenda.) 15. Adjournment. 0: \MANAGERIAL \Agendas \OP WA \2009\ 1201. doc OWASSO PUBLIC WORKS AUTHORITY MINUTES OF REGULAR MEETING Tuesday, November 17, 2009 The Owasso Public Works Authority met in regular session on Tuesday, November 17, 2009 in the Council Chambers at Old Central per the Notice of Public Meeting and Agenda posted on the City Hall bulletin board at 6:00 p.m. on Friday, November 13, 2009. ITEM 1. CALL TO ORDER Chairman Cataudella called the meeting to order at 7:35 p.m. ITEM 2. ROLL CALL PRESENT Steve Cataudella, Chairman Doug Bonebrake, Vice Chair Bryan Stovall, Trustee Jon Sinex, Trustee A quorum was declared present. STAFF Rodney Ray, Authority Manager Julie Lombardi, Authority Attorney ABSENT Wayne Guevara, Trustee ITEM 3. CONSIDERATION AND APPROPRIATE ACTION RELATING TO A REQUEST FOR TRUSTEE APPROVAL OF THE CONSENT AGENDA. A. Approval of Minutes of the November 3, 2009 Regular Meeting. B. Approval of Claims. Mr. Bonebrake moved, seconded by Mr. Sinex, to approve the OPWA Consent Agenda with claims totaling $279,507.97. The payroll payment report for pay period ending 11/07/09 was included for review. YEA: Bonebrake, Cataudella, Stovall, Sinex NAY: None Motion carried 4 -0. Owasso Public Works Authority November 17, 2009 ITEM 4. CONSIDERATION AND APPROPRIATE ACTION RELATING TO ITEMS REMOVED FROM THE CONSENT AGENDA No action was required on this item. ITEM 5. REPORT FROM OPWA MANAGER No report. ITEM 6. REPORT FROM OPWA ATTORNEY No report. ITEM 7. NEW BUSINESS None ITEM 8. ADJOURNMENT Mr. Sinex moved, seconded by Mr. Bonebreak, to adjourn the meeting. YEA: Bonebrake, Cataudella, Stovall, Sinex NAY: None Motion carried 4 -0 and the meeting was adjourned at 7:36 p.m. Juliann Stevens, Deputy City Clerk 0 Stephen Cataudella, Chairman Claims List 12/01/09 Budget Unit Title Vendor Name Payable Description Payment Amouni OPWA ADMINISTRATION OFFICE DEPOT INC OFFICE SUPPLIES 97.80 JPMORGAN CHASE BANK CARTRIDGE WORLD -TONER 99.99 UNIFIRST HOLDINGS LP UNIFORM SERVICE 34.90 UNIFIRST HOLDINGS LP UNIFORM SERVICE 30.90 JPMORGAN CHASE BANK WALMART- CHARACTER TRNING 58.30 JPMORGAN CHASE BANK WALMART - BATTERIES 21.91 JPMORGAN CHASE BANK MEETING EXPENSE 113.43 JPMORGAN CHASE BANK LOWES- PAINTING SUPPLIES 460.68 JPMORGAN CHASE BANK LOWES- PAINTING SUPPLIES 94.82 AT &T LONG DISTANCE LONG DISTANCE SERVICE 18.92 TOTAL OPWA ADMINISTRATION 1,031.65 UTILITY BILLING TECHNICAL PROGRAMMING SERVICES INC BILLING SERVICES 1,176.15 TECHNICAL PROGRAMMING SERVICES INC BILLING SERVICES 2,213.92 DAVID R. OLINGHOUSE METER READER 384.75 TYRONE EUGENE DINKINS METER READER 210.15 MARK MEYER METER READER 209.25 NOLAN RAY LANE METER READER 268.20 TOTAL UTILITY BILLING 4,462.42 WATER USA MOBILITY WIRELESS, INC PAGER USE 85.20 JPMORGAN CHASE BANK WATER PROD - SADDLES /SETTER 1,340.25 UNIFIRST HOLDINGS LP UNIFORM SERVICE 74.34 SPRINT SPRINT CARDS 99.98 JPMORGAN CHASE BANK BROWN FARMS -SOD 130.00 JPMORGAN CHASE BANK BROWN FARMS -SOD 130.00 JPMORGAN CHASE BANK JOHNSTONE- COPPER CUTTER 18.34 JPMORGAN CHASE BANK AUTOZONE- SUPPLIES 5.48 JPMORGAN CHASE BANK AUTOZONE- SUPPLIES 5.99 JPMORGAN CHASE BANK LOWES -WD 40 14.52 JPMORGAN CHASE BANK LOWES- SPRINKLER REPAIR 4.89 JPMORGAN CHASE BANK WATER PROD -VALVE REP KIT 325.00 WORKHEALTH SOLUTIONS, LLC HEPATITIS B VACCINE 176.00 UNIFIRST HOLDINGS LP UNIFORM SERVICE 56.28 UNIFIRST HOLDINGS LP UNIFORM SERVICE 56.28 TOTAL WATER 2,522.55 WASTEWATER TREATMENT UNIFIRST HOLDINGS LP UNIFORM SERVICE 51.96 UNIFIRST HOLDINGS LP UNIFORM SERVICE 52.74 JPMORGAN CHASE BANK FAIRBANKS -MECH SEALS 1,344.90 TREASURER PETTY CASH MEETING EXPENSE 6.78 JPMORGAN CHASE BANK LOWES- TOILET SEAT /PAINT 62.01 JPMORGAN CHASE BANK TRAVEL EXPENSE 6.38 JPMORGAN CHASE BANK HOLIDAY INN -LAB CLASS 280.00 Page 1 Claims List 12/01/09 Budget Unit Title Vendor Name Payable Description Payment Amounl WASTEWATER TREATMENT.. SPRINT SPRINT CARDS 87.49 AT &T LONG DISTANCE LONG DISTANCE SERVICE 1.53 JPMORGAN CHASE BANK QUIKSERVICE -SIDE BOARDS 230.00 JPMORGAN CHASE BANK TRAVEL EXPENSE 7.50 JPMORGAN CHASE BANK WASTE MGMT- SLUDGE REMOVAL 1,977.42 JPMORGAN CHASE BANK LOWES- MEASURING TAPE 10.98 UNIFIRST HOLDINGS LP UNIFORM SERVICE 74.34 JPMORGAN CHASE BANK FBS- POLYMER 2,790.00 OFFICE DEPOT INC OFFICE SUPPLIES 7.88 USA MOBILITY WIRELESS, INC PAGER USE 23.10 JPMORGAN CHASE BANK GELLCO- SAFETY BOOTS 124.19 TOTAL WASTEWATER TREATMENT 7,139.20 WASTEWATER COLLECTION: USA MOBILITY WIRELESS, INC PAGER USE 38.50 JPMORGAN CHASE BANK J &R EQUIP -SWAGE TOOL 495.00 JPMORGAN CHASE BANK ACCURATE -WW TRAINING 690.00 SPRINT SPRINT CARDS 99.98 JPMORGAN CHASE BANK LOWES -WRAP 27.95 JPMORGAN CHASE BANK LOWES- CONCRETE 27.06 JPMORGAN CHASE BANK BUMPER TO BUMPER -OIL 166.15 JPMORGAN CHASE BANK RA PHELPS -3/4 JETTER HOSE 1,414.50 JPMORGAN CHASE BANK WATER PROD - SUPPLIES 303.16 UNIFIRST HOLDINGS LP UNIFORM SERVICE 34.37 GARY PANGBORN MARKETING CO SEALS FOR PUMPS 569.00 JPMORGAN CHASE BANK FAIRBANKS -MECH SEALS 2,550.00 UNIFIRST HOLDINGS LP UNIFORM SERVICE 34.37 UNIFIRST HOLDINGS LP UNIFORM SERVICE 74.34 TOTAL WASTEWATER COLLECTIONS 6,524.38 REFUSE COLLECTIONS UNIFIRST HOLDINGS LP UNIFORM SERVICE 74.34 UNIFIRST HOLDINGS LP UNIFORM SERVICE 37.43 UNIFIRST HOLDINGS LP UNIFORM SERVICE 37.43 SPRINT SPRINT CARDS 99.98 JPMORGAN CHASE BANK WASTE MGMT- REFUSE TPING 6,237.59 JPMORGAN CHASE BANK WASTE MGMT- REFUSE TPING 6,502.43 USA MOBILITY WIRELESS, INC PAGER USE 53.90 TOTAL REFUSE COLLECTIONS 13,043.10 RECYCLE CENTER JPMORGAN CHASE BANK WASTE MGMT- RECYCLE TPING 1,382.93 JPMORGAN CHASE BANK WASTE MGMT- RECYCLE TPING 1,733.16 JPMORGAN CHASE BANK WASTE MGMT- RECYCLE R/0 3,737.47 UNIFIRST HOLDINGS LP UNIFORM SERVICE 13.48 UNIFIRST HOLDINGS LP UNIFORM SERVICE 13.48 Page 2 Claims List 12/01 /09 Budget Unit Title Vendor Name Payable Description IPayment Amouni TOTAL RECYCLE CENTER 6,880.52 OPWA DEBT SERVICE THE BANK OF NEW YORK TRUST CO 618733/06 NOTE 35,992.50 THE BANK OF NEW YORK TRUST CO 618713/FAP01 0003-L/01 C 6,409.47 THE BANK OF NEW YORK TRUST CO 618708/FAP040006 -L/04 21,635.96 THE BANK OF NEW YORK TRUST CO 618721/FAP92107- LB/93B 3,544.87 THE BANK OF NEW YORK TRUST CO 618710/ORF01002 -L /01 B 11,819.56 THE BANK OF NEW YORK TRUST CO 618716/ORF020017 -L /02B 9,944.19 THE BANK OF NEW YORK TRUST CO 618719/ORF99008 -L/99B 3,576.72 TOTAL OPWA DEBT SERVICE 92,923 27 FUND GRAND TOTAL 134,527.0 OPWA STF DEBT SERVICE THE BANK OF NEW YORK TRUST CO 628924/07 NOTE 137,762.00 RCB TRUST SERVICES SERIES 2004 NOTE 135,373.29 RCB TRUST SERVICES 2004 NOTE 1,000.00 RCB TRUST SERVICES 2005 NOTE 1,000.00 RCB TRUST SERVICES 2008 NOTE 1,000.00 RCB TRUST SERVICES SERIES 2005 NOTE 136,255.52 RCB TRUST SERVICES SERIES 2008 NOTE 44,873.22 TOTAL OPWA STF DEBT SERVICE 457,264.03 FUND GRAND TOTAL 457,264.0 OPWA ST SUB - DEBT SERV SF MARKETPLACE INVESTORS, LTD ATT: DEVELOPMENT AGREEMENT 74,355.26 SF SHOPS INVESTORS, L.P. DEVELOPMENT AGREEMENT 16,407.35 TOTAL OPWA ST SUB - DEBT SERV 90,762.61 FUND GRAND TOTAL 90,762.61 OPWA GRAND TOTAL $682,553.73 Page 3 Department OPWA Administration Utility Billing Water Wastewater Wastewater Collection Refuse Recycle Center OWASSO PUBLIC WORKS AUTHORITY PAYROLL PAYMENT REPORT PAY PERIOD ENDING 11/21109 Payroll Expenses Total Expenses 13,794.41 4,619.21 10,691.71 11, 549.40 6,105.80 9,795.24 1,046.40 19,338.30 7,339.46 17,022.19 18,528.17 10,026.69 14,858.89 1,791.27 FUND TOTAL 57,602.17 88,904.97 MEMORANDUM TO: HONORABLE CHAIR AND TRUSTEES OWASSO PUBLIC WORKS AUTHORITY FROM: SHERRY BISHOP ASSISTANT CITY MANAGER SUBJECT: OWRB FINANCING OPWA RESOLUTION NO. 2009-10 DATE: November 25, 2009 BACKGROUND: Three major public works projects have been in the planning phases for more than two years. Those projects are finally ready for construction and final financing. The projects are- • Wastewater Treatment Plant and 117th Street Lift Station Upgrade, • East 76th Street North Sanitary Sewer Interceptor, and • East 96th Street North (& Garnett) Regional Detention Facility. Bids, contract approval and financing approval for these projects will be presented to the City Council and/or the OPWA Trustees for consideration on December 1 st OWRB FINANCING: The Oklahoma Water Resources Board (OWRB) operates the State Revolving Fund (SRF) loan program and the Financial Assistance Program (FAP). These programs provide low interest financing for eligible water, wastewater and stormwater projects. The OPWA has applied to the OWRB for financing for these projects and has been approved by the OWRB for award of Clean Water State Revolving Fund (CWSRF) loans. Financing will consist of three loans from the OWRB. Each loan will be authorized for "an amount not to exceed." The OPWA will draw funds on the loans as needed for construction of each project. The final loan amounts will be set after each project is completed. Series 2009A Clean Water SRF Promissory Note will provide funding for construction of the 96th & Garnett Regional Stormwater Detention facility in an amount not to exceed $1,920,000. ■ Series 2009B Clean Water SRF Promissory Note will provide funding for construction of the WWTP improvements and the 117th Street lift station upgrade in an amount not to exceed $10,960,000. ■ Series 2009C Clean Water SRF Promissory Note will provide funding for the construction of the 76th Street North sanitary sewer interceptor in an amount not to exceed $6,085,000. OPWA RESOLUTIONS: OPWA Trustees will consider action on three resolutions. The final version of each resolution will be provided at the meeting on Tuesday night by Allan Brooks (Bond Counsel). Draft resolutions are attached. Each resolution authorizes a Clean Water SRF loan from the OWRB in an "amount not to exceed." Each resolution further affirms the existing security agreements, covenants, lease and sales tax pledge; approves and authorizes payment of fees and expenses; and authorizes the Chairman and Secretary to execute documents and to take further action as required to complete the transaction. OPWA Resolution No. 2009 -10 authorizes a loan from the OWRB and the issuance of a Series 2009A Clean Water SRF Promissory Note in an amount not to exceed $1,920,000 to fund construction of the 96th & Garnett Regional Stormwater Detention facility. OPWA Resolution No. 2009 -11 authorizes a loan from the OWRB and the issuance of a Series 2009B Clean Water SRF Promissory Note in an amount not to exceed $10,960,000 to fund construction of the Wastewater Treatment Plant Improvements and the 117th Street Lift Station Upgrade. OPWA Resolution No. 2009 -12 authorizes a loan from the OWRB and the issuance of a Series 2009C Clean Water SRF Promissory Note in an amount not to exceed $6,085,000 to fund construction of the 76th Street North sanitary sewer interceptor. CITY COUNCIL RESOLUTIONS: Any indebtedness incurred by the OPWA requires City Council approval. Three resolutions will be presented to the City Council approving action taken by the OPWA authorizing issuance of promissory notes to the OWRB. The resolutions further ratify and confirm existing agreements between the City and the OPWA. Draft resolutions are attached. City of Owasso Resolution No. 2009 -13 approves action taken by the OPWA authorizing the issuance of its Series 2009A Clean Water SRF Promissory Note (detention facility project). City of Owasso Resolution No. 2009 -14 approves action taken by the OPWA authorizing the issuance of its Series 2009B Clean Water SRF Promissory Note (WWTP project). City of Owasso Resolution No. 2009 -15 approves action taken by the OPWA authorizing the issuance of its Series 2009C Clean Water SRF Promissory Note (76th sewer interceptor project). RECOMMENDATION: Staff recommends Trustee approval of OPWA Resolution No. 2009 -10 authorizing a loan from the OWRB and the issuance of a Series 2009A Clean Water SRF Promissory Note in an amount not to exceed $1,920,000 to fund construction of the 96th & Garnett Regional Stormwater Detention facility and containing other provisions relating thereto. ATTACHMENTS: OPWA Resolution No. 2009 -10 OPWA RESOLUTION NO. 2009 -10 WHEREAS, The Owasso ' '`Public Wor Authority, Tulsa County, Oklahoma (the `Borrower "), was organized under Title 60, Okl Oa Statutes 2001, Sections 176 - 180.4, as amended, for the purpose of firtherin`, the public fu ctions of the City of Owasso, Oklahoma (the "City"); and EREAS, the Borrower is au 'zed and has determined to construct improvements to the o 's wastewater system (the roject ") in order to better serve the customers of said Borrower payment o l' part of the cost thereof, to seek money in the form of a Clean Water SRF Loan the Oklahoma Water Resources Board (the `Board ") in the amount of $1,920,000.00; WHEREAS, orrower heretofore issued its (i) Series 1993B Promissory Note to Oklahoma Water Res ces Board issued in the original principal amount of $970,000.00; (ii) Amended Series 1999B Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $380,000.00; (iii) Amended 2001B Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $1,255,000.00; (iv) Amended Series 2001C Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $680,000.00; (v) Series 2002B Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $1,550,000.00; (vi) Series 2004 Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $2,350,000.00; and Exhibit A - page 1 (vii) Utility System and Sales Tax Revenue Note, Series 2006 issued in the original principal amount of $3,865,000.00 (collectively, the "Prior Senior Lien Debt "); and WHEREAS, the Borrower heretofore issued its (i) Series 1999A Clean Water SRF Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $931,609.92; (ii) Series 2001A Clean Water SRF Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $1,029,535.03; (iii) Series 2002A Clean Water SRF Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $886,417.88; (iv) Series 2006 Drinking Water SRF Promissor\ to ) Oklahoma Water Resources Board issued in the original principal amount of $4,853,2�f1.t�0; Utility System and Sales Tax Revenue Note, Subordinate Series 2007 issued M the original principal amount of $10,000,000.00; (vi) Series 2009B Clean Water SRF Promissory mote (Wastewater Treatment Plant Project) to Oklahoma Water Resources Board issued in the original principal amount of $ 00, to be issued contemporaneously wikthe&�4n d (vii) Series 2009C Clean Water SRF Promissory Note (76th Street Interceptor Projeahoma Water Resources Board issued in the original principal amount of $ .00 ue ontemporaneously �the Note (collectively, the "Prior Subordinate Lien Debt "); a WHEREAS, the Board has unde consideration a to lication of the Borrower and the Borrower has determined to borrow m --from the Boar ccomplish the Project and to - vidence such loan by the issuance of the BorroNN er's Series 200 Water SRF Promissory Note (Detention Facility Project) to Oklahonri \N'atcr Resource in the original principal amount of $1,920,000.00 (the "2009A Note " ), �ai�i 2009A Note being secured by a lien on the revenues derived from th sanitary sewer, garbage atid'`trash collection systems and the Bailey Ranch Golf Clu e,,. wer (collectir ely, the "System ") and a lien on the year -to -year pledge of certain sal revenue ved from th " evy of a two percent (2 %) sales tax (the "Sales Tax Revenue "); an WH 'd lien e revery ved from the System and the Sales Tax Revenue is subor ' e in a is to en on said revenues of the System and Sales Tax Revenue secure e Prior Senio Deb , d lien is on a parity in all respects with the lien on the rev u ved from the m an a Sales Tax Revenue securing the Prior Subordinate Lien Debt; and WHE t is the sire of the Borrower to authorize the execution and delivery of any and all documents r attendant to the issuance of the 2009A Note. NOW, THE ORE, BE IT RESOLVED BY THE TRUSTEES OF THE OWASSO PUBLIC WORKS AUTHORITY, TULSA COUNTY, OKLAHOMA: Section 1. Issuance of Note. The Borrower is hereby authorized to accept said loan and issue its 2009A Note payable to the Board and secured by a pledge of revenue derived from the operation of the System and a year -to -year pledge of the Sales Tax Revenue. The officers of the Borrower are hereby authorized and directed to execute said 2009A Note and to do any and all lawful things to effect said loan and secure said loan from the Board, provided that the principal amount of the 2009A Note shall be an amount of $1,920,000.00, and the rate of interest on the Exhibit A - page 2 2009A Note shall be a fixed rate of interest of percent (_%) per annum inclusive of administrative fees of one half of one percent (1/2 %). Section 2. Execution of Loan Agreement for Clean Water SRF Loan. The Loan Agreement for Clean Water SRF Loan by and between the Borrower and the Board (the "Loan Agreement ") is hereby approved and the Chairman or Vice Chairman and Secretary or Assistant Secretary of the Borrower are hereby authorized to execute same for and on behalf of the Borrower, and to do all other lawful things to carry out the terms and conditions of said Loan Agreement. Section 3. Designation of Local Trustee and Execution of Trust Agre ment. The Borrower hereby designates The Bank of New York Mellon Trust Compan £' .A., Tulsa, Oklahoma, to serve as local trustee (the "Local Trustee ") of certain funds in rel to the 2009A Note. The Trust Agreement, by and between the Borrower and the Local T to ertaining to the 2009A Note (the "Trust Agreement") is hereby approved and the Chai ice Chairman and Secretary or Assistant Secretary are hereby authorized to execute sa e for and on behalf of the Borrower, and to do all other lawful things to carry out the terms an , conditions oPsaid Trust Agreement. 3 Section 4. Execution of Security Agreement. The Security Agreement b the Borrower in �' Y favor of the Board (the "Security Agreement'), whereby the Borrower gives a lien on the revenues of the System and a lien on the Sales Iax Rey enue to the Board to secure payment of the 2009A Note is hereby approved and the Chairman or Vice Chairman and 5 e ry or Assistant Secretary are hereby authorized to execute same for and can behalf of the Borrower, and do all other lawful things to carry out the terms and conditions of'said '-,ccurity Agrcenlent. Section 5. Coven�uits oil' Borrower. til payment in full of the 2009A Note and performance of all obl gatlons ()\\ ing to the Boar der the Loan Agreement and the instruments executed pursuant hereto. unless the Board shall of se consent in writing, the Borrower hereby represents its intent to ahide by and carry =out the c enants contained in the Security Agreement and the Loan;Agreeinent. «hich covenants are incorporated herein in their entirety. ction 6. Lease. The ] .case datedJuly 31, 1973, as amended by the Amendment to Lease dat a my 1, 1996, both by and between the City the Borrower (the "Lease "), whereby the City lease e Borrower its water, sanitary sewer, and garbage and trash collection systems and the Bailey Ranch° Golf Club is hereby ratified and confirmed and the term of said Lease shall extend until the 2009A Nate is paid. Section 7. Subordinate Lien Sales Tax Agreement. The Subordinate Lien Sales Tax Agreement, dated September 1, 2007, by and between the Borrower and the City and pertaining to the year -to -year pledge of the Sales Tax Revenue of the City is hereby ratified and confirmed. Section 8. Parity Agreement. The Panty Agreement dated as of September 10, 2007, by and among the Board, the Borrower, and the Local Trustee, is hereby ratified and confirmed. Section 9. Fees and Expenses. Upon closing of the referenced loan, the officers of the Borrower are hereby authorized to disburse (from loan proceeds or other available funds of the Borrower) those fees and expenses set forth on Exhibit "A" hereto, together with such other fees Exhibit A - page 3 and expenses as will be set forth on the Borrower's Closing Order to be executed in connection with the closing of the financing referenced herein. Section 10. Necessary Action. The Chairman or Vice Chairman and Secretary or Assistant Secretary of the Borrower are hereby further authorized on behalf of the Borrower to accept, receive, execute, attest, seal and deliver the above mentioned documents and all additional documentation, certifications and instruments, including but not limited to the execution of a legal services agreement with The Public Finance Law Group PLLC, as Bond Counsel, and to take such further actions as may be required in connection with the transactions 40313ros lated hereby, and are further authorized to approve and make any changes to the docume d b y this Resolution, for and on behalf of the Borrower, the execution and delivery of ocuments being conclusive as to the approval of any terms contained therein. ADOPTED AND APPROVED THIS 1 ST DAY ATTEST: Secretary (SE. SO PNDLIC WORKS Exhibit A - page 4 EXHIBIT "A" Fees and Expenses Paid at Closing The Public Finance Law Group PLLC Legal Fee and Out -of- Pocket Expenses Wells Nelson & Associates, LLC Financial Advisory Fee and Out -of- Pocket Expenses Hawkins Delafield & Wood LLP Special Tax Counsel Legal Fee The Bank of New York Mellon Trust Trustee Bank Acceptance Fee Out -of- Pocket Exhibit A - page 5 $5,000.00 $500.00 MEMORANDUM TO: HONORABLE CHAIR AND TRUSTEES OWASSO PUBLIC WORKS AUTHORITY FROM: SHERRY BISHOP ASSISTANT CITY MANAGER SUBJECT: OWRB FINANCING OPWA RESOLUTION NO. 2009 -11 DATE: November 25, 2009 BACKGROUND: Three major public works projects have been in the planning phases for more than two years. Those projects are finally ready for construction and final financing. The projects are- • Wastewater Treatment Plant and 117th Street Lift Station Upgrade, • East 76th Street North Sanitary Sewer Interceptor, and • East 96th Street North (& Garnett) Regional Detention Facility. Bids, contract approval and financing approval for these projects will be presented to the City Council and /or the OPWA Trustees for consideration on December 1St OWRB FINANCING: The Oklahoma Water Resources Board (OWRB) operates the State Revolving Fund (SRF) loan program and the Financial Assistance Program (FAP). These programs provide low interest financing for eligible water, wastewater and stormwater projects. The OPWA has applied to the OWRB for financing for these projects and has been approved by the OWRB for award of Clean Water State Revolving Fund (CWSRF) loans. Financing will consist of three loans from the OWRB. Each loan will be authorized for "an amount not to exceed." The OPWA will draw funds on the loans as needed for construction of each project. The final loan amounts will be set after each project is completed. ■ Series 2009A Clean Water SRF Promissory Note will provide funding for construction of the 96th & Garnett Regional Stormwater Detention facility in an amount not to exceed $1,920,000. • Series 2009B Clean Water SRF Promissory Note will provide funding for construction of the WWTP improvements and the 117th Street lift station upgrade in an amount not to exceed $10,960,000. ■ Series 2009C Clean Water SRF Promissory Note will provide funding for the construction of the 76th Street North sanitary sewer interceptor in an amount not to exceed $6,085,000. OPWA RESOLUTIONS: OPWA Trustees will consider action on three resolutions. The final version of each resolution will be provided at the meeting on Tuesday night by Allan Brooks (Bond Counsel). Draft resolutions are attached. Each resolution authorizes a Clean Water SRF loan from the OWRB in an "amount not to exceed." Each resolution further affirms the existing security agreements, covenants, lease and sales tax pledge; approves and authorizes payment of fees and expenses; and authorizes the Chairman and Secretary to execute documents and to take further action as required to complete the transaction. OPWA Resolution No. 2009 -10 authorizes a loan from the OWRB and the issuance of a Series 2009A Clean Water SRF Promissory Note in an amount not to exceed $1,920,000 to fund construction of the 96th & Garnett Regional Stormwater Detention facility. OPWA Resolution No. 2009 -11 authorizes a loan from the OWRB and the issuance of a Series 2009B Clean Water SRF Promissory Note in an amount not to exceed $10,960,000 to fund construction of the Wastewater Treatment Plant (WWTP) Improvements and the 117th Street Lift Station Upgrade. OPWA Resolution No. 2009 -12 authorizes a loan from the OWRB and the issuance of a Series 2009C Clean Water SRF Promissory Note in an amount not to exceed $6,085,000 to fund construction of the 761h Street North sanitary sewer interceptor. CITY COUNCIL RESOLUTIONS: Any indebtedness incurred by the OPWA requires City Council approval. Three resolutions will be presented to the City Council approving action taken by the OPWA authorizing issuance of promissory notes to the OWRB. The resolutions further ratify and confirm existing agreements between the City and the OPWA. Draft resolutions are attached. City of Owasso Resolution No. 2009 -13 approves action taken by the OPWA authorizing the issuance of its Series 2009A Clean Water SRF Promissory Note (detention facility project). City of Owasso Resolution No. 2009 -14 approves action taken by the OPWA authorizing the issuance of its Series 2009B Clean Water SRF Promissory Note (WWTP project). City of Owasso Resolution No. 2009 -15 approves action taken by the OPWA authorizing the issuance of its Series 2009C Clean Water SRF Promissory Note (76th sewer interceptor project). RECOMMENDATION: Staff recommends Trustee approval of OPWA Resolution No. 2009 -11 authorizing a loan from the OWRB and the issuance of a Series 2009B Clean Water SRF Promissory Note in an amount not to exceed $10,960,000 to fund construction of the WWTP improvements and the 117" Street lift station upgrade and containing other provisions relating thereto. ATTACHMENTS: OPWA Resolution No. 2009 -11 OPWA RESOLUTION NO. 2009-11 A RESOLUTION APPROVING AND AUTHORIZING A CLEAN WATER SRF LOAN FROM THE OKLAHOMA WATER RESOURCES BOARD IN THE TOTAL AGGREGATE PRINCIPAL AMOUNT OF NOT TO EXCEED $ .00; APPROVING THE ISSUANCE OF A SERIFS 2009B CLEAN WATER SRF PROMISSORY NOTE (WASTEWATER TREATMENT PLANT PROJECT) TO OKLAHOMA WATER RESOURCES BOARD IN" "'THE TOTAL AGGREGATE PRINCIPAL AMOUNT OF $ .00,, SECURED BY A PLEDGE OF REVENUES AND AUTHORIZING ITS EXECUTION; APPROVING AND AUTHORIZING THE EX I CUTION OF A LOAN AGREEMENT FOR CLEAN WATER SRF L, AN DLSIGNATING A LOCAL TRUSTEE AND APPROVING AND AUTH ING THE EXEC NE, F A TRUST AGREEMENT; APPROVING A THO ING THE N OF A SECURITY AGREEMENT; RAT CT AND CONFIRMISE WHEREBY THE CITY OF OWASSO LEASED '10 t THEE OWASSO PUBLIC WORKS AUTHORITY ITS WTER, SANITARY SEWER, AND GARBAGE AND TRASH COLLECTION STEMS AND TILE I ATLFY RANCH GOLF CLUB; RATIFYING AND CONFIR ING A SUBORDINA fE LIEN SALES TAX AGREEMENT; RATIF AND CONFIRMING A PARITY AGREEMENT; APPROVING VA US ,C0VLN;1;\ 1S APPROVING AND AUTHORIZING PA�'M T OF FEE EXPENSES; AND CONTAINING OTHER PROVISION S TING TH TO. y WHEREAS; The O\\isso 'Public Worki4orna. thority, Tulsa County, Oklahoma (the "Borrower "), was organized Wider Title 60. Ok Statutes 2001, Sections 176 - 180.4, as amended, for the purpose (fl ftirthcring the I�tiNid ctions of the City of Owasso, Oklahoma (the «City,); REAS, the Borrower is authorized and has determined to construct improvements to the Borro wastewater system (tt e "Project ") in order to better serve the customers of said Borrower an yment of art of the cost thereof, to seek money in the form of a Clean Water SRF Loan fro Okl a Water Resources Board (the `Board ") in the amount of $ .00; an WHEREAS, the Borrower heretofore issued its (i) Series 1993B Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $970,000.00; (ii) Amended Series 1999B Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $380,000.00; (iii) Amended 2001B Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $1,255,000.00; (iv) Amended Series 2001C Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $680,000.00; (v) Series 2002B Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $1,550,000.00; (vi) Series 2004 Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $2,350,000.00; and (vii) Utility System and Sales Tax Revenue Note, Series 2006 issued in the original principal amount of $3,865,000.00 (collectively, the "Prior Senior Lien Debt "); and WHEREAS, the Borrower heretofore issued its (i) Series 1999A Clean Water SRF Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $931,609.92; (ii) Series 2001A Clean Water SRF Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $1,029,535.03; (iii) Series 2002A Clean Water SRF Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $886,417.88; (iv) Series 2006 Drinking Water SRF Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $4,853,250.00; ) Utility System and Sales Tax Revenue Note, Subordinate Series 2007 issued in the original principal amount of $10,000,000.00; (vi) Series 2009A Clean Water SRF Promissory Note (Detention Facility Project) to Oklahoma Water Resources Board issued in the origin ipal amount of $1,920,000.00, to be issued contemporaneously with the Note; and (vii) S 0 C Clean Water SRF Promissory Note (76th Street Interceptor Project) to Oklahoma er Resources Board issued in the original principal amount of $ .00, to be issued c oraneo with the Note (collectively, the "Prior Subordinate Lien Debt "); and WHEREAS, the Board has unde consideration a to lication of the Borrower and the Borrower has determined to borrow m om LtheBoar ccomplish the Project and to evidence such loan by the issuance of the es 200 Water SRF Promissory Note (Wastewater Treatment Plant Proiectl Water R urces Board in the original is Debt; and �S, said lien o e revert s derived from the System and the Sales Tax Revenue I all respects tot "e lien on said revenues of the System and Sales Tax Revenue Senior Lien Debt. and said lien is on a parity in all respects with the lien on the from the System and -the Sales Tax Revenue securing the Prior Subordinate Lien and all documents !sire of the Borrower to authorize the execution and delivery of any attendant to the issuance of the 2009B Note. NOW, THE ORE, BE IT RESOLVED BY THE TRUSTEES OF THE OWASSO PUBLIC WORKS AUTHORITY, TULSA COUNTY, OKLAHOMA: Section 1. Issuance of Note. The Borrower is hereby authorized to accept said loan and issue its 2009B Note payable to the Board and secured by a pledge of revenue derived from the operation of the System and a year -to -year pledge of the Sales Tax Revenue. The officers of the Borrower are hereby authorized and directed to execute said 2009B Note and to do any and all lawful things to effect said loan and secure said loan from the Board, provided that the principal amount of the 2009B Note shall be an amount of $ , and the rate of interest on the 2009B 2 Note shall be a fixed rate of interest of percent ( %) per annum inclusive of administrative fees of one half of one percent (1/2 %). Section 2. Execution of Loan Agreement for Clean Water SRF Loan. The Loan Agreement for Clean Water SRF Loan by and between the Borrower and the Board (the "Loan Agreement') is hereby approved and the Chairman or Vice Chairman and Secretary or Assistant Secretary of the Borrower are hereby authorized to execute same for and on behalf of the Borrower, and to do all other lawful things to carry out the terms and conditions of said Loan Agreement. Section 3. Designation of Local Trustee and Execution of Tru; Agre ment. The Borrower hereby designates The Bank of New York Mellon Trust Compan}< N.A., Tulsa, Oklahoma, to serve as local trustee (the "Local Trustee ") of certain funds in relation to the 2009B Note. The Trust Agreement, by and between the Borrower and the Local Trustee, pertainin the 2009B Note (the "Trust Agreement") is hereby approved and the Chairman or Vice Chai and Secretary or Assistant Secretary are hereby authorized to execute sanic for and on behalf of orrower, and to do all other lawful things to carry out the terms and conditions of 'said Trust Agree Section 4. Execution of Securit yAgreement. The Security Agreement by the Borrower in favor of the Board (the "Security Agreement "), whereby the Borrower gives a lien on the revenues of the System and a lien on the Sales "l six Revenue to the Board to secure payment of the 2009B Note is hereby approved and the Chairman or Vice Chairman and S6tr; lhry or Assistant Secretary are hereby authorized to execute same for and on hehall of the Borrower, and do all other lawful things to carry out the terms and conditions of sari Security A ent. Section 5. Conants of Borrower. ` Until paym nt in full of the 2009B Note and performance of all obligations o A ing to the Board under the Loan Agreement and the instruments executed pursuant hereto, unless the Board shall otherwise consent in writing, the Borrower hereby represents its intent to abide b; and cap= " out the covenants contained in the Security Agreement and the Loan Agreement yvhich col cn<ints are incorporated herein in their entirety. Section 6. Lease. The Lease -dated July 31, 1973, as amended by the Amendment to Lease dated as of July 1, 1996, both by and between the City the Borrower (the "Lease "), whereby the City leased to the Borrower its water, sanitary sewer, garbage and trash collection systems and the Bailey Ranch Golf Club is hereby ratified and confirmed and the term of said Lease shall extend until the 2009B Niue is paid. Section 7. Subordinate Lien Sales Tax Agreement. The Subordinate — � ate Lien Sales Tax Agreement, dated Se1)tenlber 1, 2007, by and between the Borrower and the City and pertaining to the year -to -year pledge of the Sales Tax Revenue of the City is hereby ratified and confirmed. Section 8. Parity Agreement. The Parity Agreement dated as of September 10, 2007, by and among the Board, the Borrower, and the Local Trustee, is hereby ratified and confirmed. Section 9. Fees and Expenses. Upon closing of the referenced loan, the officers of the Borrower are hereby authorized to disburse (from loan proceeds or other available funds of the Borrower) those fees and expenses set forth on Exhibit "A" hereto, together with such other fees K and expenses as will be set forth on the Borrower's Closing Order to be executed in connection with the closing of the financing referenced herein. Section 10. Necessary Action. The Chairman or Vice Chairman and Secretary or Assistant Secretary of the Borrower are hereby further authorized on behalf of the Borrower to accept, receive, execute, attest, seal and deliver the above mentioned documents and all additional documentation, certifications and instruments, including but not limited to the execution of a legal services agreement with The Public Finance Law Group PLLC, as Bond Counsel, and to take such further actions as may be required in connection with the transactions c plated hereby, and are further authorized to approve and make any changes to the docume ppro d by this Resolution, for and on behalf of the Borrower, the execution and delivery of ocuments being conclusive as to the approval of any terms contained therein. ADOPTED AND APPROVED THIS 1 ST DAY ATTEST: Secretary (SE. 4 WORKS EXHIBIT "A" Fees and Expenses Paid at Closing The Public Finance Law Group PLLC Legal Fee and Out -of- Pocket Expenses Wells Nelson & Associates, LLC Financial Advisory Fee and Out -of- Pocket Expenses The Bank of New York Mellon Trust Company, N.A. Trustee Bank Acceptance Fee Exhibit A - page 1 1.0% of principal amount of 2009B Note issued, plus reimbursement of expense 1,500.00 amount of 2009B reimbursement of $500.00 MEMORANDUM TO: HONORABLE CHAIR AND TRUSTEES OWASSO PUBLIC WORKS AUTHORITY FROM: SHERRY BISHOP ASSISTANT CITY MANAGER SUBJECT: OWRB FINANCING OPWA RESOLUTION NO. 2009-12 DATE: November 25, 2009 BACKGROUND: Three major public works projects have been in the planning phases for more than two years. Those projects are finally ready for construction and final financing. The projects are- • Wastewater Treatment Plant and 117th Street Lift Station Upgrade, • East 76th Street North Sanitary Sewer Interceptor, and • East 96th Street North (& Garnett) Regional Detention Facility. Bids, contract approval and financing approval for these projects will be presented to the City Council and/or the OPWA Trustees for consideration on December 1St OWRB FINANCING: The Oklahoma Water Resources Board (OWRB) operates the State Revolving Fund (SRF) loan program and the Financial Assistance Program (FAP). These programs provide low interest financing for eligible water, wastewater and stormwater projects. The OPWA has applied to the OWRB for financing for these projects and has been approved by the OWRB for award of Clean Water State Revolving Fund (CWSRF) loans. Financing will consist of three loans from the OWRB. Each loan will be authorized for "an amount not to exceed." The OPWA will draw funds on the loans as needed for construction of each project. The final loan amounts will be set after each project is completed. ■ Series 2009A Clean Water SRF Promissory Note will provide funding for construction of the 96th & Garnett Regional Stormwater Detention facility in an amount not to exceed $1,920,000. ■ Series 2009B Clean Water SRF Promissory Note will provide funding for construction of the Wastewater Treatment Plant (WWTP) Improvements and the 117th Street lift station upgrade in an amount not to exceed $10,960,000. ■ Series 2009C Clean Water SRF Promissory Note will provide funding for the construction of the 76th Street North sanitary sewer interceptor in an amount not to exceed $6,085,000. OPWA RESOLUTIONS: OPWA Trustees will consider action on three resolutions. The final version of each resolution will be provided at the meeting on Tuesday night by Allan Brooks (Bond Counsel). Draft resolutions are attached. Each resolution authorizes a Clean Water SRF loan from the OWRB in an "amount not to exceed." Each resolution further affirms the existing security agreements, covenants, lease and sales tax pledge; approves and authorizes payment of fees and expenses; and authorizes the Chairman and Secretary to execute documents and to take further action as required to complete the transaction. OPWA Resolution No. 2009 -10 authorizes a loan from the OWRB and the issuance of a Series 2009A Clean Water SRF Promissory Note in an amount not to exceed $1,920,000 to fund construction of the 96th & Garnett Regional Stormwater Detention facility. OPWA Resolution No. 2009 -11 authorizes a loan from the OWRB and the issuance of a Series 2009B Clean Water SRF Promissory Note in an amount not to exceed $10,960,000 to fund construction of the WWTP improvements and the 117th Street lift station upgrade. OPWA Resolution No. 2009 -12 authorizes a loan from the OWRB and the issuance of a Series 2009C Clean Water SRF Promissory Note in an amount not to exceed $6,085,000 to fund construction of the 76th Street North sanitary sewer interceptor. CITY COUNCIL RESOLUTIONS: Any indebtedness incurred by the OPWA requires City Council approval. Three resolutions will be presented to the City Council approving action taken by the OPWA authorizing issuance of promissory notes to the OWRB. The resolutions further ratify and confirm existing agreements between the City and the OPWA. Draft resolutions are attached. City of Owasso Resolution No. 2009 -13 approves action taken by the OPWA authorizing the issuance of its Series 2009A Clean Water SRF Promissory Note (detention facility project). City of Owasso Resolution No. 2009 -14 approves action taken by the OPWA authorizing the issuance of its Series 2009B Clean Water SRF Promissory Note (WWTP project). City of Owasso Resolution No. 2009 -15 approves action taken by the OPWA authorizing the issuance of its Series 2009C Clean Water SRF Promissory Note (76th sewer interceptor project). RECOMMENDATION: Staff recommends Trustee approval of OPWA Resolution No. 2009 -12 authorizing a loan from the OWRB and the issuance of a Series 2009C Clean Water SRF Promissory Note in an amount not to exceed $6,085,000 to fund construction of the 76th Street North sanitary sewer interceptor and containing other provisions relating thereto. ATTACHMENTS: OPWA Resolution No. 2009 -12 OPWA RESOLUTION NO. 2009-12 A RESOLUTION APPROVING AND AUTHORIZING A CLEAN WATER SRF LOAN FROM THE OKLAHOMA WATER RESOURCES BOARD IN THE TOTAL AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $ .00; APPROVING THE ISSUANCE OF A SERIES 2009C CLEAN WATER SRF PROMISSORY NOTE (76TH STREVI TERCEPTOR PROJECT) TO OKLAHOMA WATER RESOURCES BOARD TOTAL AGGREGATE PRINCIPAL AMOUNT OF NOT TO E $ .00, SECURED BY A PLEDGE OF REVENUES Aj rTIIORIZING ITS EXECUTION; APPROVING AND AUTHORIZ G HE EXI � TION OF A LOAN AGREEMENT FOR CLEAN WATE AN; DE TING A LOCAL TRUSTEE AND APPROVING' AND AUTHO THE EXECUTION OF A TRUST AGRI,' MENT: APPROVIN AUTHORIZING THE EXECUTION UI SI`('I_Id�ITY AGRE NT; RATIFYING AND CONFIRMING A LEASi? N4III ," REBY THE C Y OF OWASSO LEASED TO THE WASSO PUBLIC WORKS AUTHORITY ITS WATER, SANITARY SEWER, °, GARBAGE AND I,RASH COLLECTION SYSTEMS AND THE BAILEY RAN(: H GOLF C L I 1 11: RATIFYING AND CONFIRMING A SUBORDINATE T .i EN SALES l AX AGREEMENT; RATIFYING AND CONFIRMING A 11:NIZ '1A' AG ENT; APPROVING VARIOUS C^TO. PPROVIN(; AND AUTHORIZING PAYMENT OF FEES AND AND NTAINING OTHER PROVISIONS RELATING WHEREAS, the Borrower heretofore issued its (i) Series 1993B Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $970,000.00; (ii) Amended Series 1999B Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $380,000.00; (iii) Amended 2001B Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $1,255,000.00; (iv) Amended Series 2001 C Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $680,000.00; (v) Series 2002B Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $1,550,000.00; (vi) Series 2004 Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $2,350,000.00; and (vii) Utility System and Sales Tax Revenue Note, Series 2006 issued in the original principal amount of $3,865,000.00 (collectively, the "Prior Senior Lien Debt "); and WHEREAS, the Borrower heretofore issued its (i) Series 1999A Clean Water SRF Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $931,609.92; (ii) Series 2001A Clean Water SRF Promissory Note to Oklahoma Water Resources Board issued in the original principal amount of $1,029,535.03; (iii) Series 2002A Clean Water SRF Promissory Note to Oklahoma Water Resources Board issued in the o ' inal principal amount of $886,417.88; (iv) Series 2006 Drinking Water SRF PromissotA7 Note to Oklahoma Water Resources Board issued in the original principal amount of $4,855.250.00; (v) Utility System and Sales Tax Revenue Note, Subordinate Series 2007 issued ua the original principal amount of $10,000,000.00; (vi) Series 2009A Clean Water SRF Promissory Note (Detention Facility Project) to Oklahoma Water Resources Board issued in the on ' nl rrinc�pal amount of $1,920,000.00, to be issued contemporaneously with the Note; and (vi' eries 2009B Clean Water SRF Promissory Note (Wastewater Treatment Plant Project) to O a Wa Resources Board `issued in the original principal amount of $ .00, to be ed c poraneously th the Note (collectively, the "Prior Subordinate Lien Debt "); and WHEREAS, the Board has under consideration a loan application of the Borrower and the Borrower has determined to borrow moncy trout the Board to r, plish the Project and to evidence such loan by the issuance of the l3orro�dcr's Series 2009C'`s ean Water SRF Promissory Note (76`" Street Interceptor Project) to Oklahottri \V'atcr ReSOUt ces' Board in the original principal amount of $ .00 09C Note"). said 20090 Note being secured by a lien on the revenues derived from w itary sewer, garbage and trash collection systems and the Bailey Ranch Golf C the Bo er (collectively, the "System ") and a lien on the year -to -year pledge of certain sa es t venue rived from the of a two percent (2 %) sales tax (the "Sales Tax Revenue "); and \�III;REr�S, said lien on the rep cnueti derived from the System and the Sales Tax Revenue is suln>rdinate in all respects to the lieu on said revenues of the System and Sales Tax Revenue securing-, the Prior Senior Lien I)ebt, aiod said lien is on a parity in all respects with the lien on the revenues derived from the ','y stein and'the Sales Tax Revenue securing the Prior Subordinate Lien Debt; and WHEREAS; it is the desire of the Borrower to authorize the execution and delivery of any and all documents necessary or attendant to the issuance of the 2009C Note. NOW, THEREFORE, BE IT RESOLVED BY THE TRUSTEES OF THE OWASSO PUBLIC WORKS AUTHORITY, TULSA COUNTY, OKLAHOMA: Section 1. Issuance of Note. The Borrower is hereby authorized to accept said loan and issue its 2009C Note payable to the Board and secured by a pledge of revenue derived from the operation of the System and a year -to -year pledge of the Sales Tax Revenue. The officers of the Borrower are hereby authorized and directed to execute said 2009C Note and to do any and all lawful things to effect said loan and secure said loan from the Board, provided that the principal 0 amount of the 2009C Note shall be an amount of $ .00, and the rate of interest on the 2009C Note shall be a fixed rate of interest of percent (_ %) per annum inclusive of administrative fees of one half of one percent (1/2 %). Section 2. Execution of Loan Agreement for Clean Water SRF Loan. The Loan Agreement for Clean Water SRF Loan by and between the Borrower and the Board (the "Loan Agreement ") is hereby approved and the Chairman or Vice Chairman and Secretary or Assistant Secretary of the Borrower are hereby authorized to execute same for and on behalf of the Borrower, and to do all other lawful things to carry out the terms and conditions of said Loan A ent. i of Trost Agreement. The Borrower N.A., Tulsa, Oklahoma, to serve i to the 2009C Note. The Trust ertaining to the 2009C Note (the or Vice Chairman and Secretary or an n behalf of the Borrower, and to o Trust Agreement. Section 4. Execution of Secure , ,Ar� favor of the Board (the "Security Agree ''' of the System and a lien on the Sales Tax Rc Note is hereby approved and the Chairman are hereby authorized to execute same for an, things to carry out the terms and conditions of Section 5. Cox enants of Borrower. Until payment in full of the 2009C Note and performance of all bli(,ations mN inc to the Board under the Loan Agreement and the instruments executed pursuant hereto. unless the Board shall otherwise consent in writing, the Borrower hereby represents its intent to abide by and car,} otit the covenants contained in the Security Agreement and the Loan Agreement ,,v hick cov,enaiits iii-e incorporated herein in their entirety. Section 6. Lease. The Lease dated J Lily 31, 1973, as amended by the Amendment to Lease dated as of July 1, 1996, both by and between the City the Borrower (the "Lease "), whereby the City leased to the Borrower its water, sanitary sewer, garbage and trash collection systems and the Bailey Ranch (Jolf ub is hereby ratified and confirmed and the term of said Lease shall extend until the 2009C No a' Section 7. S ordinate Lien Sales Tax Agreement. The Subordinate Lien Sales Tax Agreement, dated September 1, 2007, by and between the Borrower and the City and pertaining to the year -to -year pledge of the Sales Tax Revenue of the City is hereby ratified and confirmed. Section 8. Parity Agreement. The Parity Agreement dated as of September 10, 2007, by and among the Board, the Borrower, and the Local Trustee, is hereby ratified and confirmed. Section 9. Fees and Expenses. Upon closing of the referenced loan, the officers of the Borrower are hereby authorized to disburse (from loan proceeds or other available funds of the 3 Borrower) those fees and expenses set forth on Exhibit "A" hereto, together with such other fees and expenses as will be set forth on the Borrower's Closing Order to be executed in connection with the closing of the financing referenced herein. Section 10. Necessary Action. The Chairman or Vice Chairman and Secretary or Assistant Secretary of the Borrower are hereby further authorized on behalf of the Borrower to accept, receive, execute, attest, seal and deliver the above mentioned documents and all additional documentation, certifications and instruments, including but not limited to the execution of a legal services agreement with The Public Finance Law Group PLLC, as Bo unsel, and to take such further actions as may be required in connection with the transactio ntem lated hereby, and are further authorized to approve and make any changes to the doc proved by this Resolution, for and on behalf of the Borrower, the execution and delivery such ents being conclusive as to the approval of any terms contained therein. ADOPTED AND APPROVED THIS 1sT DA OF DECEMBER, ATTEST: 11 EXHIBIT "A" Fees and Expenses Paid at Closing The Public Finance Law Group PLLC Legal Fee and Out -of- Pocket Expenses Wells Nelson & Associates, LLC Financial Advisory Fee and Out -of- Pocket Expenses Hawkins Delafield & Wood LLP Special Tax Counsel Legal Fee The Bank of New York Mellon Trust Trustee Bank Acceptance Fee Out -of- Pocket Exhibit A - page 1 1.0% of principal amount of 2009C Note issued, plus reimbursement of expense " , , 1,500.00 %ofp toe issued, expenses of $1 amount of 2009C reimbursement of $ .00 $500.00