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11/04/2010
- City Council Agenda Location: Council Chambers - City Hall Date: 11/4/2010- 6:00 PM Welcome. We are glad to have you join us. If you wish to speak, please wait to be recognized, then state your name and address. Persons speaking before the City Council shall be limited to three (3) minutes unless otherwise noted under Public Hearings. For other than Citizens to be heard regarding items not on the Agenda, a spokesperson for a group may speak for three (3) minutes plus an additional minute for each person in the audience that waives their right to speak, up to a maximum of ten (10) minutes. Prior to the item being presented, please obtain the needed form to designate a spokesperson from the City Clerk (right-hand side of dais). Up to thirty minutes of public comment will be allowed for an agenda item. No person shall speak more than once on the same subject unless granted permission by the City Council. The City of Clearwater strongly supports and fully complies with the Americans with Disabilities Act (ADA). Please advise us at least 48 hours prior to the meeting if you require special accommodations at 727-562-4090. Assisted Listening Devices are available. Kindly refrain from using beepers, cellular telephones and other distracting devices during the meeting. 1. Call to Order 2. Invocation 3. Pledge of Allegiance 4. Presentations 4.1 Service Awards Attachments 4.2 Jazz Holiday Presentation Attachments 4.3 Suncoast Dixieland Jazz Classic Weekend Proclamation Attachments 4.4 World Town Planning Day Proclamation Attachments 4.5 November is United Way Month Proclamation Attachments 5. Approval of Minutes 5.1 Approve the minutes of the October 21, 2010 City Council Meeting as submitted in written summation by the City Clerk. Attachments 6. Citizens to be Heard re Items Not on the Agenda Public Hearings - Not before 6:00 PM 7. Administrative Public Hearings - Presentation of issues by City staff - Statement of case by applicant or representative (5 min.) - Council questions - Comments in support or opposition (3 min. per speaker or 10 min maximum as spokesperson for others that have waived their time) - Council questions - Final rebuttal by applicant or representative (5 min.) - Council disposition 7.1 Approve amendments to the Clearwater Comprehensive Plan pertaining to the annual update of the Capital Improvements Element demonstrating the continued financial feasibility of the city's comprehensive plan and pass Ordinance 8181-10 on first reading. Attachments 8. Second Readings - Public Hearing 8.1 Adopt Ordinance 8153-10 on second reading, amending the Code of Ordinances, Appendix A, Schedule of Fees, Rates and Charges, Section XXVI, Clearwater Gas System Fees, Rate, and Charges, to revise rates for Clearwater Gas System Cusomers; amending the Code of Ordinances, Section 32, Article VII, Gas. Attachments 8.2 Adopt Ordinance 8212-10 on second reading, amending provisions of Code of Ordinances Chapter 29, Article II, Business Tax Receipts to exclude the profession of attorneys from any provisions in this article that regulate attorney conduct or the practice of law. Attachments City Manager Reports 9. Consent Agenda 9.1 Declare list of vehicles and equipment surplus to the needs of the City and authorize disposal through sale to the highest bidder at the Tampa Machinery Auction, Tampa, Florida, and authorize the appropriate officials to execute same. (consent) Attachments 9.2 Re-appoint Harvey Huber to the Board of Trustees, Clearwater Police Supplementary Pension Fund, for a two-year term expiring November 1, 2012. (consent) Attachments 9.3 Approve a contract (purchase order) to Advanced Public Safety, Inc. (APS), located in Deerfield Beach, Florida, for traffic crash reporting software, in the amount of $101,358.75, for the period January 1, 2011 through December 31, 201 land authorize the appropriate officials to execute same. (consent) Attachments 9.4 Approve an agreement with the Board of Trustees of St. Petersburg College for provision of additional training for the Clearwater Area Task Force on Human Trafficking, from November 5, 2010 through September 30, 2011, and authorize the appropriate officials to execute same. (consent) Attachments 9.5 Authorize settlement of Sprint/Nextel Frequency Reconfiguration Agreement mediation involving the Federal Communications Commission's mandatory re-banding of the city's public safety radio frequencies, by allocating $100,000 from the Garage Fund retained earnings as the City's contribution to the settlement and authorize the appropriate officials to execute same. (consent) Attachments 9.6 Award a Contract (purchase order) for the 2010 Street Resurfacing Contract (10-0022-EN) to R.E. Purcell Construction of Largo, Florida for the sum of $1,482,700.23, which is the lowest responsible bid, received in accordance with the plans and specifications and authorize the appropriate officials to execute same. (consent) Attachments 9.7 Approve First Amendment to the Cooperative Funding Agreement between the Southwest Florida Water Management District (SWFWMD) and the City of Clearwater for the Skycrest Reclaimed Water Project (L695) and authorize the appropriate officials to execute the same. (consent) Attachments 9.8 Ratify and confirm a contract between Camp Dresser and McKee, Inc. (CDM) and the City of Clearwater to provide services as previously approved for engineering design and permitting of the Reverse Osmosis Plant 1 Expansion Project (09-0018-UT) and authorize the appropriate officials to execute same. (consent) Attachments 9.9 Approve a work order to Reiss Engineering, Inc. (EOR) for the preliminary evaluations, pilot testing, design, permitting, and bidding of a new brackish reverse osmosis water treatment plant at Water Treatment Plant 2, in the amount of $3,445,449.00, and authorize appropriate officials to execute the same. (consent) B Attachments 9.10 Award a contract (purchase order) to Volt Telecom of Clearwater, Florida, in the amount of $2,836,091.85 for construction of the Glen Oaks/Palmetto Reclaimed Water Project 08-0043-UT, which is the lowest responsible bid received in accordance with the plans and specifications for this project; approve a Work Order in the amount of $354,272.00 to URS Corporation, an Engineer-of-Record for the City of Clearwater, to provide Construction Engineering and Inspection (CEI) Services and authorize the appropriate officials to execute same. (consent) Attachments 9.11 Approve a Work Order to Cumbey and Fair, Inc. (Engineer of Record) to provide engineering design and permitting services for the Myrtle Avenue/Seminole Street North East Outfall Improvements Project in the amount of $223,402.80 and authorize the appropriate officials to execute same. (consent) Attachments 9.12 Reappoint Vice Mayor John Doran to the Pinellas Planning Council, as the city's representative, with term effective January 1, 2011 through December 31, 2012. Attachments 9.13 Appoint Sue A. Johnson and Duane Schultz to the Municipal Code Enforcement Board with terms to expire October 31, 2013. Attachments 9.14 Reappoint Herbert W. McLachlan as the citizen representative to the Pension Investment Committee for a two-year term to expire October 31, 2012. Attachments 10. Other Items on City Manager Reports 10.1 Authorize the negotiated sale of not to exceed $50,000,000 of Water and Sewer Revenue Refunding Bonds, Series 2010 and adopt Resolution 10-25. B Attnchmentc 10.2 Amend Section 2.263(1), Code of Ordinances, to provide for no salary increase for the mayor and councilmembers in 2011 and pass Ordinance 8227-10 on first reading. Attachments Miscellaneous Reports and Items 11. City Manager Verbal Reports 11.1 Approve Utilities Rate Increases Attachments 11.2 Co-Sponsored Events Attachments 12. Other Council Action 12.1 Other Council Action Attachments 13. Closing Comments by Mayor 14. Adjourn ?- Meeting Date: 11/4/20 10 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Service Awards SUMMARY: 5 Years of Service Anita Vincent Chrystal Lee Lun Mark Tokar Sheryl Avery Konrad Ciolko Amber Meagher John Garakop Mary Carroll Paul Cooper 10 Years of Service Finance Parks and Recreation Parks and Recreation Parks and Recreation Parks and Recreation Police Solid Waste/General Services Parks and Recreation Customer Service Rodgerick Scott Solid Waste/General Services Lynne Pulizotto Planning and Development Gordon Wills Marine and Aviation Brian Murphree Parks and Recreation Stephen Agathos Solid Waste/General Services Mark Roberson Parks and Recreation 15 Years of Service Kelly Legg Information Technology Regina DeWitt Legal Thomas Robertson Engineering Leslie Dougall-Sides Legal 20 Years of Service Harry Williams Fire Mark Anyon Fire Wyatt Walker Public Utilities Lisa Perkins Gas 25 Years of Service John Zegzdryn Police 30 Years of Service Joellyn King Parks and Recreation Review Approval: 1) Clerk Cover Memo Item # 1 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Jazz Holiday Presentation SUMMARY: Meeting Date: 11/4/20 10 Review Approval: 1) Clerk Cover Memo Item # 2 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Suncoast Dixieland Jazz Classic Weekend Proclamation SUMMARY: Meeting Date: 11/4/20 10 Review Approval: 1) Clerk Cover Memo Item # 3 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: World Town Planning Day Proclamation SUMMARY: Meeting Date: 11/4/20 10 Review Approval: 1) Clerk Cover Memo Item # 4 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: November is United Way Month Proclamation SUMMARY: Meeting Date: 11/4/20 10 Review Approval: 1) Clerk Cover Memo Item # 5 City Council Agenda Council Chambers - City Hall Meeting Date: 11/4/20 10 SUBJECT / RECOMMENDATION: Approve the minutes of the October 21, 2010 City Council Meeting as submitted in written summation by the City Clerk. SUMMARY: Review Approval: 1) Clerk Cover Memo Item # 6 ?- Meeting Date: 11/4/20 10 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Approve amendments to the Clearwater Comprehensive Plan pertaining to the annual update of the Capital Improvements Element demonstrating the continued financial feasibility of the city's comprehensive plan and pass Ordinance 8181-10 on first reading. SUMMARY: An annual update of the comprehensive plan Capital Improvements Element is required by Florida Statute to demonstrate the city's financial ability to maintain public facilities identified in the comprehensive plan at the adopted level of service standards. The updated Capital Improvements Element recognizes capital projects listed in the City of Clearwater Six-Year Capital Improvement Program (CIP) adopted on September 22, 2010, as well as the five-year work programs of the Pinellas County School District, Pinellas County Metropolitan Planning Organization and Florida Department of Transportation. The proposed changes to the Capital Improvements Element are in accordance with sections 163.3177(2) and 163.3177(3)(b) 1., Florida Statutes, and Section 9J-5.011, Florida Administrative Code and are described in the following: Capital Improvements Element Needs Summary: Revised to describe relevant capital projects and their respective funding sources from the city's recently adopted CIP. Goals, Objectives and Policies: Indicates current fiscal year in reference to "Annual Update to the Capital Improvements Element" (Policy I.1.1.2). Adopts by reference projects listed in the Florida Department of Transportation Five Year Work Program, 2011-2015. (Policy I.1.1.11). Adopts by reference projects listed in the Pinellas County Metropolitan Planning Organization Transportation Improvement Program, FY 2010/11-2014/15 (Policy I.1.1.12). Extends date by which the city will review the impact fee structures from 2010 to 2014 (Policy I.1.4.2). Indicates the currently adopted timeframe for the Pinellas County School District Five-Year Work Program, FY 2010/11 through FY 2014/15 (Policy I.1.7.6). FY2010/11 Annual Update to the Capital Improvements Element: Revised to include an updated level of service analysis for the concurrency-related public facilities identified in the comprehensive plan; a five-year CIP expenditure summary and a five-year CIP revenue summary. Staff evaluated the proposed amendment pursuant to Community Development Code Section 4-603(F) and finds that the amendment is consistent with the code and furthers the implementation of the comprehensive plan. The Community Development Board reviewed and unanimously recommended approval. Cover Memo Item # 7 Review Approval: 1) Legal 2) Clerk 3) Assistant City Manager 4) Clerk 5) City Manager 6) Clerk Attachment number 1 Page 1 of 18 ORDINANCE NO. 8181-10 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA, AMENDING THE COMPREHENSIVE PLAN OF THE CITY CLEARWATER; PROVIDING FOR AN UPDATE TO THE CAPITAL IMPROVEMENTS ELEMENT FOLLOWING THE CITY'S ANNUAL REVIEW PURSUANT TO FLORIDA STATUTES SECTION 163.3177; PROVIDING FOR SEVERABILITY; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, in 1985, the Florida Legislature mandated that local governments plan for the availability of public facilities and services to support development concurrent with the impacts of such developments; and WHEREAS, in 2005, the Florida Legislature revised the growth management laws to strengthen requirements related to the annual update of the capital improvements element; and WHEREAS, Florida Statutes Section 163.3177(3)(b)(1) states that: "the capital improvements element must be reviewed on an annual basis and modified as necessary in accordance with Section 163.3187 or Section 163.3189 in order to maintain a financially feasible five year schedule of capital improvements...": WHEREAS, the Capital Improvements Element has been amended to incorporate the City of Clearwater Capital Improvements Program, Fiscal Year (FY) 2010/11 through FY2015/16, the Pinellas County School District Five-Year Work Program, FY2010/11 through FY2014/15, the Florida Department of Transportation Five Year Work Program, 2011-2015 and the Pinellas County Metropolitan Planning Organization Transportation Improvement Program, FY 2010/11- 2014/15; and WHEREAS, the Community Development Board, serving as the Local Planning Agency, held a public hearing on the proposed amendments on October 19, 2010, and recommended approval of the amendments to the Capital Improvements Element and transmittal to the Department of Community Affairs; and NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA that: Section 1. The Capital Improvements Element of the Clearwater Comprehensive Plan is amended to read as set forth in Exhibit "A" to this Ordinance. law. Section 2. This ordinance shall be published in accordance with the requirements of Section 3. If any section, provision, clause, phrase, or application of this Ordinance shall be declared unconstitutional or invalid for any reason by a court of competent jurisdiction, the remaining provisions shall be deemed severable therefrom and shall remain in full force and effect. Section 4. This ordinance shall become effective when the Department of Community Affairs (DCA) issues a final order determining the adopted amendment to be in compliance, or the Administration Commission issues a final order determining the adopted amendments to be in Ordinance 8181-10 Page 1 Item # 7 Attachment number 1 Page 2 of 18 compliance, in accordance with sections 163.3177, 163.3187, or 163.32465(6)(8)„ Florida Statutes, as amended. PASSED ON FIRST READING PASSED ON SECOND AND FINAL READING AND ADOPTED Approved as to form: Frank Hibbard Mayor-CounciImember Attest: Leslie K. Dougall-Sides Rosemarie Call Assistant City Attorney II City Clerk Ordinance 8181-10 Page 2 Item # 7 Attachment number 1 Page 3 of 18 EXHIBIT "A" AMENDMENTS TO THE CAPITAL IMPROVEMENTS ELEMENT ORDINANCE 8181-10 AMENDMENT 1 - CAPITAL IMPROVEMENTS ELEMENT NEEDS SUMMARY (Page 1-1) The following section highlights several of the current capital improvement projects and their respective funding sources ppepesed f^r n„hli^ f°^ilit+es supported in the other Comprehensive Plan €elements and a& specified in the City's six-year schedule of the Capital Improvement Program (CIP), that is The CIP is updated and adopted annually by the City Council: • The $2.5 million Bayshore Boulevard Realignment Project is planned in FY2012/13. This project will eliminate a dangerous curve just north of Drew Street on heavily traveled Bayshore Boulevard. Funding is Penny for Pinellas III. • The City's Streets and Sidewalks Program is currently budgeted for $15.283 $11.165 million ,&R in the six-year CIP schedule with a funding source of road millage. • The City proposes a total of 29.709 $4345 million of improvements within the City's Stormwater Infrastructure Program over the six-year CIP period. The funding sources for this project are the Stormwater Fund and a future bond issue. • The 1.620 $1.682 million Commercial Container Acquisition CIP project is planned through Solid Waste funds. • The 1.2 $7 million Reclaimed Water Distribution System CIP project is being funded through water funds $1'-12milli^n from f„terehppd4ss?$0.986 milli^n fFem SeweF peven- uee aRd $1.529 milli^n fY^m Utility ReRe al aRd Replo^^ m^nf. • The $9.885 million Sanitary Sewer Extensions CIP project is being funded through: $1.642 million from Sewer Impact, $4.101 million through Utility Renewal and Replacement, and $4.142 through Sewer Revenue. • The $23.883 million Parks Development projects over the six year CIP period are being funded through Penny III funds, General Fund, various grants, FDOT reimbursement, and Sports Events Revenue. AMENDMENT 2 - CAPITAL IMPROVEMENTS ELEMENT GOALS, OBJECTIVES AND POLICIES Amend Policy 1.1.1.2 on page 1-2 as follows: 1.1.1.2 The City shall be permitted to amend the Schedule of Capital Improvements two times during any calendar year and as allowed for emergencies, developments of regional impact and certain small-scale development activities pursuant to Florida Statutes 163.3187. The annual Ordinance 8181-10 Page 3 Item # 7 Attachment number 1 Page 4 of 18 update of the plan is hereby incorporated by reference and is located following policy 1.1.7.6 as the FY2009i! O FY2010/11 Annual Update to the Capital Improvements Element. AMENDMENT 3 - CAPITAL IMPROVEMENTS ELEMENT GOALS, OBJECTIVES AND POLICIES Add new policies 1.1.1.11 and 1.1.1.12 as follows: 1.1.1.11 The City hereby adopts by reference the Florida Department of Transportation Five Year Work Program, 2011-2015, adopted on July 1, 2010. 1.1.1.12 The City hereby adopts by reference the Pinellas County Metropolitan Planning Organization Transportation Improvement Program, FY 2010/11-2014/15, adopted on June 9, 2010. AMENDMENT 4 - CAPITAL IMPROVEMENTS ELEMENT GOALS, OBJECTIVES AND POLICIES Amend Policy 1.1.4.2 on page 1-9 as follows: 1.1.4.2 By 2014 2010, review impact fee structures to assure that assessments are sufficient to cover an appropriate portion of the costs incurred by new development. Amend Policy 1.1.7.6 on page 1-12 as follows: 1.1.7.6 The City hereby adopts by reference the Pinellas County School Districts Five- Year Work Program fer= FY 2009 AG t#rg„z201344 2010/11 throuqh FY 2014/15, as adopted by the Pinellas County School Board on September 2009 September 14, 2010. AMENDMENT 5 - CAPITAL IMPROVEMENTS ELEMENT GOALS, OBJECTIVES AND POLICIES Replace "FY200912010 ANNUAL UPDATE TO THE CAPITAL IMPROVEMENTS ELEMENT" section beginning on page I-13 with "FY201012011 ANNUAL UPDATE TO THE CAPITAL IMPROVEMENTS ELEMENT" as follows: Ordinance 8181-10 Page 4 Item # 7 Attachment number 1 Page 5 of 18 Dr..ie..+erJ Ilerv.ar.rJ Dr.. o..+erJ r`ar,a..i+.. at Cr.rJ a °?P? Surplus 299 ?9 ? a 9-3 241mg? -549 74-2 4,93 24442 -549 74-2 4-933 24Q49 ar 49 7 AM2 439-3 24 &49 7 AM2 4,93 Tetals (2013 A 4) 549 7 AM2 43 93 - X : Q i n+ n nity*• Tetal WaSt+ti GapaGity (wR t9RS): 143,996 °ew-;a fS-O,-Selid Waste Per Gapita per day? 74-2 the ';;Pd full +" the „oars 20RF; to 2090 Ordinance 8181-10 Page 5 Item # 7 Attachment number 1 Page 6 of 18 Ordinance 8181-10 Page 6 Item # 7 Attachment number 1 Page 7 of 18 2010 CIE UPDATE: City Ten Year Corridor Improvement Plan FY 2008-2018 FY 2008-2018 o f -6 -6 ., ¢ 2 ll U U U - ° o U N ILL r d E E ¢ 3 ¢ ¢ 2 U [] N 0 [] ¢ LL d Relocate Ba shore Blvd Drew St. San Mateo Ci[ Road Safe[ 2,400 6 4,400 1,440,000 2.0 4,800 513,934 1,953,934 Design FY 10111 C ? C 1 Court Street Missouri MILK Ay State 4LD to 6LD Capacity 1,250 24 30,00 Ll- 3,000,000 20.0 25.00 2,676,741 5,676,741 Design FY 11712 F ? D 2 Drew Street Osceola M rile Ay Ci[ 41-U to 4LD Ca aci[ 1,690 6 10,140 101 1.5 2,535 271,422 1,285,422 Design FY 10111 D ? C 3 Lengthen Druid Road Ft Harrison U.S. 19 Ci[ turn lanes Ca aci[ 1,600 12 19,200 1,920,000 1.0 171,311 2,091,311 Const. FY 10111 D ? C 4 Highland Avenue Sunset Pt Union St City 2LU to 2LD Capacity 21670 6 16,020 1,602,000 1.0 2,670 285,8 1,887,876 Design f .L14015 D ? C 7 Lakeview Road Ft Harrison Missouri Ci[ 4LU to HD Ca aci[ 4,200 0 none 0 1.0 4,200 449,693 449,69 n FY 13114 D ? C 6 Martin Luther Kin A. Drew St Belleau Rd Ci[ 2LU to 2LD Ca aci[ 10,550 6 63,300 6,330,000 1.0 10,550 1,129,585 7,459,585 Design FY 12 D ? C 5 Total 20,804,562 Ordinance 8181-10 Page 7 Item # 7 Attachment number 1 Page 8 of 18 CAPITAL IMPROVEMENT PROGRAM FOR FISCAL YEAR 2009/10 Budgeted Revenues GENERAL S RCES: 2009/10 General Opera ' g Revenue 1,470,990 General Revenue County Coop 635,310 Road Millage 2,090,670 Penny for Pinellas 6,225,000 Transportation Impact ee 290,000 Local Option Gas Tax 1,720,000 Special Development Fun 950,000 Special Program Fund 30,000 Grants - Other Agencies 2,900,000 Donations 900,000 SELF SUPPORTING FUNDS: Parking Revenue g Utility System: Water Impact Fees Sewer Impact Fees Utility R & R Stormwater Utility Revenue Gas Revenue Solid Waste Revenue Marine Revenue 50,000 Downtown Boat Slips Revenue 15,000 Aviation Revenue 10,000 260,000 INTERNAL SERVICE FUNDS: Garage Revenue Administrative Services Revenue 250,000 500,000 3,050,490 5,652,800 5,340,000 350,000 119,400 150,000 BORROWING - SELF SUPPORTING FUNDS: Lease Purchase - Water 42,540 Lease Purchase - Stormwater 300,000 Lease Purchase - Solid Waste 170,000 \ Lease Purchase - Recycling 220,000 Bond Issue - Water & Sewer 15,665,240 BORROWING - INTERNAL SERVICE FUNDS: Lease Purchase - Garage 2\3, 00 Lease Purchase - Administrative Services 00 TOTAL ALL FUNDING SOURCES: Ordinance 8181-10 Page 8 Item # 7 Attachment number 1 Page 9 of 18 CAPITAL IMPROVEMENT PROGRAM FOR FISCAL YEAR 2009/10 Budgeted Expenditures FUNCTION: 2009/10 Police Protection 150,000 Fire Protection 678,490 Major Street Maintenance 3,645,670 Intersections 435,000 Parking 250,000 Misc Engineering 35,000 Parks De\telopment 5,837,500 Marine Facilities 4,315,000 Airpark Facilities 10,000 Libraries 635,310 Garage 2,716,700 Maintenance of Buildings 277,930 General Public City Building & Equipment 950,000 Miscellaneous 640,000 Stormwater Utility 5,945,000 Gas System 5,310,000 Solid Waste 520,000 Utilities Miscellaneous 26,000 Sewer System 9,772,590 Water System 91699,550 Recycling 0,000 Ordinance 8181-10 Page 9 Item # 7 Attachment number 1 Page 10 of 18 CAPITAL IMPROVEMENT PROGRAM EXPENDITURE SUMMARY BY FUNCTION FY 2009-2010 THROUGH FY 2014-2015 CAPITAL IMPROVEMENT FUND CITY OF CLEARWATER Schedule of Planned Police Protection Fire Protection New Street Construction Major Street Maintenance ' Sidewalk and Bike Trails Intersections Parking Miscellaneous Engineering Parks Development Marine Facilities Airpark Facilities Libraries Garage Maintenance of Buildings Gen Public City Bldg & Equi Miscellaneous Stormwater Utility Gas System Solid Waste Utilities Miscellaneous Sewer System Water System Recycling 150,000 8,490 1,153,400 1,089,490 2,515,270 4,244,860 1,555,400 2,500,000 3,645,67 3,497,430 4,057,430 4,107,430 4,107,430 4,032,430 435,000 43 , 00 435,000 250,000 225,00 200,000 35,000 8,035,000 35,000 5,837,500 4,622,500 9 00 4,315,000 275,000 413,0 10,000 10,000 10,000 635,310 635,310 10,635,310 2,716,700 2,798,200 2,882,150 277,930 299,800 1,108,650 950,000 640,000 640,000 620,000 5,945,000 8,800,000 7,200,000 5,310,000 5,600,000 5,800,000 520,000 595,000 755,000 26,000 30,000 26,000 9,772,590 9,073,990 12,108,380 9,699,550 12, 913,120 17, 928, 910 220,000 290,000 290,000 472,000 435,000 435,000 435,000 200,000 225,000 225,000 35,000 35,000 35,000 1,147,500 9,967,500 982,500 413,000 413,000 413,000 10,000 10,000 10,000 9,740 665,310 685,270 2,968, 0 3,057,670 3,149,410 420,560 452,530 379,560 7,000,000 5,420,000 6411 , 00 645,000 7,100,000 7,400,00 7,400,000 6,100,000 5,900,000 145,000 713,000 735,000 7 00 26,000 30,000 26,0 7,351,360 11,776,590 25,617,400 18,125,340 11,251,410 6,917,790 386,000 400,000 410,000 150,000 11,236,910 2,500,000 23,447,820 472,000 2,610,000 1,325,000 8,210,000 23,465,000 6,242,000 60,000 13,896,250 17,572,740 2,939,030 7,950,000 8,610,000 43, 845, 000 34, 855, 000 4,064,000 164,000 55,790'310 76, 66,1120 1,99 20 Ordinance 8181-10 Page 10 Item # 7 Attachment number 1 Page 11 of 18 FY2010/11 ANNUAL UPDATE TO THE CAPITAL IMPROVEMENTS ELEMENT The intent of the annual update to the Capital Improvements Element is to demonstrate the adequacy of concurrency-related public facilities over a five-year planning period and the City's ability to meet the financial demands of any indicated deficiencies. In the following, the concurrency-related public facilities (i.e., solid waste, potable water, stormwater, sanitary sewer, parkland and roads) are evaluated to determine that the City's adopted level of service (LOS) standards are currently being met and will be adequate to serve approved and planned development over the next five years. The adopted Clearwater Capital Improvement Program, FY2010/11 - FY2015/2016 indicates the timing, location and funding of capital protects needed to meet future public facilities demands and demonstrate that the Comprehensive Plan is financially feasible. PUBLIC FACILITY CAPACITY AND DEMAND PROJECTIONS The following tables indicate capacity and demand for concurrency-related public facilities over the next five years. All of the city's public facilities are projected to meet the adopted LOS standards with the exception of certain roadway segments. Current population (2008 estimate): 110,831 Projected 2018 population (per Future Land Use Element): 120,028 SOLID WASTE: Current capacity: 7.12 Ibs per capita per day Current demand: 5.19 Ibs per capita per day Fiscal Year Projected Demand (Ibs per capita per day) Projected Capacity (Ibs per capita per day) Surplus Deficit 2009/10 5.19 7.12 1.93 2010/11 5.19 7.12 1.93 2011/12 5.19 7.12 1.93 2012/13 5.19 7.12 1.93 2013/14 5.19 7.12 1.93 Totals 2013/14 5.19 7.12 1.93 Solid waste LOS standard: 7.12 Ibs per capita per day Current capacity*: Total solid waste capacity (in tons): 143,906 Pounds of solid waste per capita per day: 7.12 Current demand: Total solid waste generated by the City in 2008 (in tons): 104,898 Current pounds of solid waste per capita per day: 5.19 *The current caoacity is based on the Citv's solid waste LOS standard. Capacity is actuallv areater since the City's Solid Waste Department is able to dispose of all waste produced within the City, as it coordinates with Pinellas County for waste disposal. Solid waste is disposed of at the Pinellas County Waste to Energy Plant where most is incinerated and any remaining material is landfilled. According to the Pinellas County Technical Manaaement Committee. the most recent Droiections take the life of the county landfill to year 2065 Ordinance 8181-10 Page 11 Item # 7 Attachment number 1 Page 12 of 18 POTABLE WATER: Current capacity: 25 MGD Current demand: 12.2 MGD Fiscal Year Projected Demand (Maximum) Projected Capacity (Minimum) Surplus Deficit 2009/10 12.0 MGD 25.0 MGD 110 MGD 2010/11 12.1 MGD 25.0 MGD 12.9 MGD 2011/12 12.1 MGD 25.0 MGD 12.9 MGD 2012/13 122 MGD 25.0 MGD 12.8 MGD 2013/14 122 MGD 25.0 MGD 12.8 MGD Totals 2013/14 122 MGD 25.0 MGD 12.8 MGD MGD = million gallons per dav; Projections as per the City's Water Master Plan. Potable water LOS standard: 120 gallons per capita per day Current capacity: Total potable water available per day in gallons: 25,000,000 (25.0 MGD) Gallons available per capita per day: 225.56 Current demand: Total potable water consumption per day in gallons: 12,000,000 (12.0 MGD) Gallons consumed per capita per day: 108.27 STORMWATER: Current capacity: 10-year LOS standard Current demand: 10-year LOS standard Fiscal Year Projected Demand (Minimum) Projected Capacity (Minimum) Surplus Deficit 2009/10 10-Year LOS 10-Year LOS N/A* 2010/11 10-Year LOS 10-Year LOS N/A* 2011/12 10-Year LOS 10-Year LOS N/A* 2012/13 10-Year LOS 10-Year LOS N/A* 2013/14 10-Year LOS 10-Year LOS N/A* Totals 2013/14 10-Year LOS 10-Year LOS N/A* Stormwater LOS standard: Current capacity: Current demand: Total: Design storm - 10-year storm frequency for all new street development using the rational design method 10-year LOS standard (Min.)* 10-year LOS standard (Min.)* 10-year LOS standard (Min.)* *Stormwater management is reviewed on a permit-by-permit basis. The City only approves if a proposed development meets the LOS standards for stormwater management facilities listed above. Ordinance 8181-10 Page 12 Item # 7 Attachment number 1 Page 13 of 18 SANITARY SEWER: Current capacity: 257 gallons per capita per day Current demand: 127 gallons per capita per day Fiscal Year Projected Demand (Maximum) Projected Capacity (Minimum) Surplus Deficit 2009/10 14.1 MGD 28.5 MGD 14.4 MGD 2010/11 142 MGD 28.5 MGD 143 MGD 2011/12 142 MGD 28.5 MGD 143 MGD 2012/13 143 MGD 28.5 MGD 142 MGD 2013/14 143 MGD 28.5 MGD 142 MGD Totals 2013/14 143 MGD 28.5 MGD 142 MGD MGD = million gallons per day; Projections as per the City's Water Pollution Control (WPC) Master Plan. Sanitary sewer LOS standard: Current capacity (in gallons): Gallons available per capita per day 127 gallons per capita per day 28,500,000 957 14 Current demand: Gallons available per capita per day PARKLAND: Current capacity: 13.31 acres per 1,000 persons Current demand: 4 acres per 1,000 persons 14,100,000 127.22 Fiscal Year Projected Demand (Maximum) Projected Capacity (Minimum) Surplus Deficit 2009/10 4 per 1,000 13.31 per 1,000 9.31 per 1,000 2010/11 4 per 1,000 13.31 per 1,000 9.31 per 1,000 2011/12 4 per 1,000 13.31 per 1,000 9.31 per 1,000 2012/13 4 per 1,000 13.31 per 1,000 9.31 per 1,000 2013/14 4 per 1,000 13.31 per 1,000 9.31 per 1,000 Totals 4 per 1,000 13.31 per 1,000 9.31 per 1,000 Parkland LOS standard: Current capacity (parkland acres as of 05/13/09): Current demand: Total (acres/per thousand persons): 4 acres per 1,000 people 1,475 acres C& 13.31 per 1,000 persons 440 acres C@ 4 per 1,000 persons 1,475 acres C@ 13.31 per 1,000 persons ROADS: Roadway LOS standard: C Average Daily, D Peak Hour Arterial and collector roadways currently operating below the adopted LOS standard include: Road Length Volume/ 2009 Level #_ Roadway Segment IUr Type mi Capacity Ratio of Service 590 Belleair Rd US 19 to Keene CR 2U 1.969 0.86 E 800 Ft Harrison Ave Belleair to Chestnut CL 2D 1.551 1.24 F 802 Ft Harrison Ave Chestnut to Drew CL 2D 0.498 1.18 F 985 McMullen Booth Rd Gulf to Bay to Main SR 6D 2.267 1.24 F 986 McMullen Booth Rd Main to SR 580 SR 6D 2.042 1.27 F Ordinance 8181-10 Page 13 Item # 7 Attachment number 1 Page 14 of 18 ' Road Length Volume/ 2009 Level # Roadway Segment Juris Type m Capacity Ratio of Service 987 McMullen Booth Rd SR 580 to SR 586 SR 6D 1.768 1.09 F 1025 NE Coachman Rd Drew to US 19 SR 2U 1.741 1.14 F 672 SR 60 (Hillsborough CL to Ba shore SR 4D 5.235 1.46 F 844 SR 60/Gulf to Bay Blvd Hi hland to Keene SR 6D 0.756 0.97 E- 845 SR 60/Gulf to Bay Blvd Keene to Belcher SR 6D 1.026 1.15 F 846 SR 60/Gulf to Ba Blvd Ba shore to US19 SR 6D 1.512 1.21 F 847 SR 60/Gulf to Ba Blvd US 19 to Belcher SR 6D 0.986 1.15 F 1253 US 19 Belleair to Druid/Seville SR 6D 1.210 1.73 F 1256 US 19 Sunset Point to Enter rise SR 6D 1.333 1.66 F Notes: 1. CR - County road; CL - City of Clearwater; SR - State road. 2. Policv constrained roadway per the 2035 Pinellas Countv Lona Ranae Transportation Plan 3. Related capacity improvement identified in the Pinellas County Transportation Improvement Program, FY 2010- FY 2015. 4. Related capacity improvement identified in the Florida Department of Transportation Five-Year Work Program, FY 2011-2015. 5. 2025 level of service protections indicate improvement to LOS D. Source: Facility Level of Service Analysis, Pinellas County MPO, 2009. Arterial and collector roadways projected to operate below the adopted LOS standard in 2025 are listed below. Note: The Pinellas MPO does not calculate interim year LOS projections (e.g., 2015), therefore, 2025 data is used. # R d S t L Road Length Year 2025 2025 Level egmen oa way ,,, Type mi AADT of Service 515 US Alt 19/Ed ewater (Myrtle to Broadway SR 2U 2.091 24712 F 582 Belcher Rd Gulf to Bay to NE Coachman CR 4U 0.805 33477 F 590 Belleair Rd US 19 to Keene CR 2U 1.969 19000 E 634 Chestnut St Court St Conn. to Ft Harrison SR 20 0.225 23000 F 635 Chestnut St Ft Harrison to M rtle SR 40 0.252 23000 F 643 Cleveland St Ft Harrison to M rtle CL 2D 0.247 10186 E 669 Court St Missouri Lo Hi hland SR 4D 0.755 32256 F 670 Court St Ft Harrison to Oak SR 30 0.105 24164 F 671 Court St Oak to Chestnut St Connection SR 30 0.048 29025 F 736 Drew St Missouri to Hi hland SR 4U 0.794 14248 E 749 Druid Rd Keene to Highland CL 2U 0.774 14248 E 800 Ft Harrison Ave Belleair to Chestnut CL 2D 1.551 33000 F 802 Ft Harrison Ave Chestnut to Drew CL 2D 0.498 28666 F 866 Highland Ave Druid to Belleair CR 2U 0.253 16795 F 867 Highland Ave Druid to Gulf to Ba CR 4U 0.253 17882 F 912 Keene Rd Drew to Sunset Point CR 6D 1.518 38000 F 913 Keene Rd Sunset Point to SR 580 CR 6D 2.032 38000 F 985 McMullen Booth Rd Gulf to Bay to Main SR 6D 2.267 82466 F 986 McMullen Booth Rd Main to SR 580 SR 6D 2.042 83112 F 987 McMullen Booth Rd SR 580 to SR 586 SR 6D 1.768 73631 F 995 Memorial Csw Rnd-about to Island Way SR 4D 0.447 52000 F 997/8 Memorial Csw Court to Cleveland SR 4D 1.28 52000 F 1025 NE Coachman Rd Drew to US 19 SR 2U 1.741 23244 F 1026 NE Coachman Rd US 19 to McMullen Bth SR 2U 1.267 19992 F 1036 Nurser Rd US 19 to Belcher CR 2U 0.916 15000 F 1037 Nurser Rd Belcher to Keene CR 2U 1.008 12000 F Ordinance 8181-10 Page 14 Item # 7 Attachment number 1 Page 15 of 18 Road Length Year 2025 2025 Level # Roadway Segment Juris Type mi AADT of Service 1038 Nurser Rd Keene to Hi hland CR 2U 0.773 12000 F 1216 Sunset Point Rd Keene to Belcher CR 4D 1.098 44321 F 1217 Sunset Point Rd Belcher to US 19 CR 4D 0.959 37549 F 672 SR 60 (Hillsborough CL to Ba shore SR 4D 5.235 68616 F 845 SR 60/Gulf to Bay Blvd Keene to Belcher SR 6D 1.026 63237 F 846 SR 60/Gulf to Ba Blvd Ba shore to US 19 SR 6D 1.512 65846 F 847 SR 60/Gulf to Bay Blvd US 121o Belcher SR 6D 0.986 60500 F 1258 US 19 SR 580 to Curlew SR 6D 2.035 95502 F Notes: 1. CR - County road; CL - City of Clearwater; SR - State road. 2. AADT - Annual Average Daily Traffic. 3. Policy constrained roadway per the 2035 Pinellas County Long Range Transportation Plan or Clearwater Comprehensive Plan. Source: Year 2025 AADT Traffic Forecast and PM Peak Level Of Service, Pinellas County MPO, 2009. Ordinance 8181-10 Page 15 Item # 7 O O O O o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O O O r O ? ? m O CO O O O O O O O Lo Lo r CO O C7 O O O O (7 O M p ? r- 00 r 0 CO O O co O O O O CO co r Ln I- a7 O O O M O O I O H ? CO 'T 1\ O co O O r O O O O 00 00 r Lo CO U r CO O 00 O M 00 CO C7 N Lo (D CO 00 NT m a7 C) r r a7 OO N O a7 a7 NT a It r a7 IQ 00 ? r CO 't CO N Lo ? C (7 O CO N O O cr) r rn r 00 1- r N CO r CO cr) CO N N r r r r CO O T- r N r N r O r LD O O O O O O O O O O O O O O O O O O O O O O O O O OI r N (7 O7 00 O C7 O O Lr) O O O O O (7 00 N 00 I? O O O co CO O LC) 00 I- N O C7 O O M O O O O CO I? N O O O O CO O I Ln O7 O O 00 Lo O LD O Lo O Ln r- NT ? 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U U "CY Attachment number 2 Page 1 of 3 CDB Meeting Date Case #: Ordinance Agenda Item: October 19, 2010 CPA2010-05001 8181-10 E-1 STAFF REPORT REQUEST: COMPREHENSIVE PLAN AMENDMENT PLANNING & DEVELOPMENT DEPARTMENT Comprehensive Plan Amendment pertaining to the annual update of the Capital Improvements Element INITIATED BY: Planning & Development Department AMENDMENT TYPE: BACKGROUND: Large-Scale - Exempt An annual update of the comprehensive plan Capital Improvements Element is required by Florida Statute to demonstrate the city's financial ability to maintain public facilities identified in the comprehensive plan at the adopted level of service standards. The updated Capital Improvements Element recognizes capital projects listed in the City of Clearwater Six-Year Capital Improvement Program (CIP) adopted on September 22, 2010, as well as the five-year work programs of the Pinellas County School District, Pinellas County Metropolitan Planning Organization and Florida Department of Transportation. Amendment of the Comprehensive Plan to update the Capital Improvements Element must be transmitted annually to the Florida Department of Community Affairs on or before December 1. The amendment is exempt from the twice per year limitation on large-scale comprehensive plan amendments. ANAT,VCTC- The proposed changes to the Capital Improvements Element are in accordance with sections 163.3177(2) and 163.3177(3)(b) 1., Florida Statutes, and Section 9J-5.011, Florida Administrative Code and are described in the following: • Capital Improvements Element Needs Summary: Revised to describe relevant capital projects and their respective funding sources from the city's recently adopted CIP. • Goals, Objectives and Policies: - Indicates current fiscal year in reference to "Annual Update to the Capital Improvements Element" (Policy I.1.1.2). - Adopts by reference projects listed in the Florida Department of Transportation Five Year Work Program, 2011-2015. (Policy I.1.1.11). - Adopts by reference projects listed in the Pinellas County Metropolitan Planning Organization Transportation Improvement Program, FY 2010/11-2014/15 (Policy I.1.1.12). - Extends date by which the city will review the impact fee structures from 2010 to 2014 (Policy I.1.4.2). Item # 7 Attachment number 2 Page 2 of 3 Indicates the currently adopted timeframe for the Pinellas County School District Five- Year Work Program, FY 2010/11 through FY 2014/15 (Policy I.1.7.6). FY2010/11 Annual Update to the Capital Improvements Element: Revised to include an updated level of service analysis for the concurrency-related public facilities identified in the comprehensive plan; a five-year CIP expenditure summary and a five-year CIP year revenue summary. STANDARDS FOR REVIEW Pursuant to Community Development Code Section 4-603(F) no amendment to the Clearwater Comprehensive Plan shall be approved unless it complies with the following standards: 1. The amendments will further implementation of the comprehensive blan consistent with the goals, policies and objectives contained in the plan. The proposed amendment to the Capital Improvements Element complies with statutory requirements and implements the goals, objectives, and policies of the comprehensive plan. 2. The amendments are not inconsistent with other provisions of the comprehensive plan. The proposed amendment to the Capital Improvements Element is consistent with the comprehensive plan. Also, the city's adopted CIP, adopted by reference in the Capital Improvements Element, supports implementation of the comprehensive plan. 3. The available uses, if applicable, to which the property may be put are appropriate to the property in questions and compatible with existing and planned uses in the area. No applicable. The proposed amendment of the Capital Improvements Element does not relate to a specific property or properties. 4. Sufficient public facilities are available to serve the property. No applicable. The proposed amendment of the Capital Improvements Element does not relate to a specific property or properties. 5. The amendments will not adversely affect the natural environment. The proposed amendment of the Capital Improvements Element incorporates by reference a listing of city projects that will be implemented over the five-year Capital Improvements Element planning timeframe. The potential for project-related effects on the natural environment will be assessed during the project development phase. Any foreseen impacts will be appropriately mitigated to minimize negative effects on the natural environment. 6. The amendments will not adversely impact the use of property in the immediate area. The proposed amendment of the Capital Improvements Element does not relate to a specific property or location and, therefore, will not adversely impact the use of property. Page - 2 CPA2MeM*17 Attachment number 2 Page 3 of 3 SUMMARY AND RECOMMENDATION: The proposed amendment of the Capital Improvements Element is consistent with provisions of Florida Statutes and the Florida Administrative Code. The Capital Improvements Element has been updated to reflect the adopted City of Clearwater FY2010/11-FY2015/16 Capital Improvement Program as well as the adopted five-year work programs of the Pinellas County School District, Pinellas County Metropolitan Planning Organization and Florida Department of Transportation. The Planning & Development Department recommends APPROVAL of Ordinance No. 8181-10 amending the Clearwater Comprehensive Plan. Prepared by Planning & Development Department staff: Tammy Vrana, AICP Long Range Planning Manager ATTACHMENT: Ordinance No. 8181-10 Page - 3 CPA2MeM017 ?- Meeting Date: 11/4/20 10 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Adopt Ordinance 8153-10 on second reading, amending the Code of Ordinances, Appendix A, Schedule of Fees, Rates and Charges, Section XXVI, Clearwater Gas System Fees, Rate, and Charges, to revise rates for Clearwater Gas System Cusomers; amending the Code of Ordinances, Section 32, Article VII, Gas. SUMMARY: Review Approval: 1) Clerk Cover Memo Item # 8 Attachment number 1 Page 1 of 31 ORDINANCE NO. 8153-10 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA, RELATING TO UTILITIES; AMENDING THE CODE OF ORDINANCES, APPENDIX A, SCHEDULE OF FEES, RATES AND CHARGES, SECTION XXVI, CLEARWATER GAS SYSTEM FEES, RATES AND CHARGES, TO REVISE RATES FOR CLEARWATER GAS SYSTEM CUSTOMERS; AMENDING THE CODE OF ORDINANCES, SECTION 32, ARTICLE VIII. GAS; PROVIDING AN EFFECTIVE DATE. WHEREAS, the current gas rates and service charges of the Clearwater Gas System have been effective since January 1, 2009; and WHEREAS, it is determined to be fair and reasonable to adopt the recommendations of the Clearwater Gas System to establish gas rates and service charges based on the cost to serve the various classes of customers; now therefore, BE IT ORDAINED BY THE CITY CLEARWATER, FLORIDA: Section 1. That Appendix A of the Code of Ordinances of the follows: COUNCIL OF THE CITY OF - Schedule of Fees, Rates and Charges City of Clearwater is hereby amended as XXVI. CLEARWATER GAS SYSTEM FEES, RATES AND CHARGES: Rate schedules, fees and charges (§ 32.068): (1) Natural gas service rates. The following monthly rates shall apply to all customers who are provided the availability of natural gas service by the Clearwater Gas System (CGS), based on their applicable class of service: Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 2 of 31 (a) Residential natural gas service (rate RS): Firm natural gas service for domestic uses in all residences of three units or fewer. Monthly customer charge .... $10.00 Non-fuel energy charge, per therm .... $0.48 Minimum monthly bill .... $10.00 (b) Small multi-family residential service (rate SMF). Firm natural gas service for all domestic applications within the living units of multi-family buildings of four units-or-more and the total annual consumption at the premise is 0=-17,999 therms. Monthly customer charge .... $25.00 Non-fuel energy charge, per therm .... $0.48 Minimum monthly bill . $25.00 (c) Medium multi-family residential service (rate MMF). Firm natural gas service for all domestic applications within the living units of multi-family buildings of four units or more and the total annual consumption at the premise is 18,000--99,999 therms. Monthly customer charge .... $40.00 Non-fuel energy charge, per therm .... $0.48 Minimum monthly bill .... $40.00 (d) Large multi-family residential service (rate LMF). Firm natural gas service for all domestic applications within the living units of multi-family buildings of four or more and the total annual consumption at the premise is 100,000 or more. Monthly customer charge .... $95.00 Non-fuel energy charge, per therm .... $0.48 Minimum monthly bill .... $95.00 (e) Small natural gas general service (rate SGS). Firm natural gas service for all commercial, industrial, and other applications 2 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 3 of 31 where no other rate is applicable and the customer's annual consumption at the premise is 0--17,999 therms. Monthly customer charge .... $25.00 Non-fuel energy charge, per therm .... $0.46 Minimum monthly bill .... $25.00 (f) Medium natural gas general service (rate MGS). Firm natural gas service for all commercial, industrial, and other applications where no other rate is applicable and the customer's annual consumption at the premise is 18,000--99,999 therms. Monthly customer charge .... $40.00 Non-fuel energy charge, per therm .... $0.40 Minimum monthly bill .... $40.00 (g) Large natural gas general service (rate LGS). Firm natural gas service for all commercial, industrial, and other applications where no other rate is applicable and the customer's annual consumption at the premise is 100,000 therms or more. Monthly customer charge ... $95.00 Non-fuel energy charge, per therm .... $0.34 Minimum monthly bill .... $95.00 (h) Interruptible natural gas service (rate IS). Interruptible natural gas service available under a standard agreement for typically industrial applications where the customer's annual consumption at the premise is 100,000 therms or more; the customer agrees contractually to purchase a minimum of 250 therms/day(excluding curtailment days); and where the customer has either installed alternative fuel capability and/or contractually agrees to curtail service at the request of the Clearwater Gas System, subject to penalties for failure to comply. Monthly customer charge .... $250.00 Non-fuel energy charge, per therm .... $0.280 Minimum monthly bill .... $250.00 3 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 4 of 31 Plus the non-fuel therm rate for the minimum number of contract therms per day Note: All customers being served under Contract Rates as of December 31, 2008, will be allowed to remain on their existing contracts until their next expiration date, at which time that contract will automatically be discontinued and the customer will be moved to the applicable standard rate unless a new contract is executed. (i) Contract natural gas service (rate CNS). Contract natural gas service for special applications and conditions approved by the City Manager or designee. This rate is typically applicable where competitive fuel sources are confirmed to beavailable to the customer and special rates with special conditions are required to obtain/retain the customer. This rate may be used to construct a special standby rate where the customer requires capability to serve, but normally uses an alternative energy source. Such service must fall within the normal construction feasibility formula to insure a profitable payback to the City. Monthly customer charge.... The same as the normally applicable service class Non-fuel energy charge.... Per therm as established by contract Minimum monthly bill.... Monthly customer charge plus the non- fuel therm rate for a contract level of monthly consumption Note: All customers being served under Contract Rates as of December 31, 2008, will be allowed to remain on their existing contracts until their next expiration date, at which time that contract will automatically be discontinued and the customer will be moved to the applicable standard rate unless a new contract is executed. (j) Residential natural gas air conditioning service (rate RAC). Firm natural gas service for domestic gas air conditioning in all residences of three (3) units or fewer where the gas air conditioning load is separately metered. Note: This rate is closed for new customer applications and is only applicable for residential 4 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 5 of 31 customers on RAC service as of December 31, 2008. New residential air conditioning applications on or after January 1, 2009, will be handled as added services on the standard RS rate application. Monthly customer charge.... $ 10.00 only if this is not already being billed on another metered account at the premise on a firm rate schedule Non-fuel energy charge, per therm.... $0.20 Minimum monthly bill.... $ 10.00 at the premise on a firm rate schedule (k) General natural gas air conditioning service (rate GA C).- Firm natural gas air conditioning service for all commercial, industrial, and other non-residential applications where the installed gas air conditioning capacity is 0--149 tons and the gas air conditioning load is separately metered. Monthly customer charge.... $ 25.00 only if this is not already being billed on another metered account at the premise on a firm rate schedule Non-fuel energy charge, per therm.... $ 0.15 Minimum monthly bill.... $ 25.00 at the premise on a firm rate schedule (1) Large natural gas air conditioning service (rate LAC). Firm natural gas air conditioning service for all commercial, industrial, and other non-residential applications where the installed gas air conditioning capacity is 150 tons or more and the gas air conditioning load is separately metered. Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 6 of 31 Monthly customer charge.... $ 40.00 only if this is not already being billed on another metered account at the premise on a firm rate schedule Non-fuel energy charge, per therm.... $ 0.10 Minimum monthly bill.... $ 40.00 at the premise on a firm rate schedule (m) Natural gas street lighting service (rate SQ. Natural gas service for lighting of public areas and ways. Service may be either metered or estimated at the sole discretion of the gas system. The customer may elect to either: • subscribe for normal street lighting maintenance and relighting labor service, or • call Clearwater Gas Systemfor repair service and pay normal hourly labor charges (see other miscellaneous gas charges), or • maintain their own lights. Repair equipment and/or parts supplied by Clearwater Gas System will be billed as required. When the gas system provides poles, fixtures, piping, and/or installation labor beyond the service connection point, facilities contract charges may be assessed including any right-of-way permitting and utilization charges. Monthly-customer-charge .... $20.00 Non-fuel energy charge, per therm .... $0.20 Normal maintenance and relighting labor service charge, per therm . ... $0.15 additional Plus any required equipment/parts Minimum monthly bill .... $20.00 Plus any applicable facilities contract charges 6 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 7 of 31 (n) Contract natural gas transportation service (rate CTS). Service for transportation of someone else's natural gas through the Clearwater Gas System for supply to another gas system or an individual customer. This is a contract natural gas service and must be approved by the City Manager or designee. Provision of this service must fall within the normal construction feasibility formula to insure a profitable payback to the City. Monthly customer charge.... - As established by contract (typically the same as the normally applicable service class) Non-fuel energy charge.... Per therm as established by contract (typically the same as the normally applicable service rate plus charges for balancing services and any additional services desired by the customer) Minimum monthly bill.... Monthly customer charge plus the non- fuel therm rate for a contracted level of minimum monthly flow as well as any facilities contract charges for special facilities and metering required to provide this transportation service (o) Natural gas vehicle service (rate NGV). Natural gas service for fleet vehicle fueling and for Compressed Natural Gas (CNG) Fueling Stations operated by Clearwater Gas System. This is a contract rate approved by the City Manager. Provision of this service must fall within the normal construction feasibility formula to insure a profitable payback to the City. NGV fleet services will be separately metered and must service exclusively fleet fueling facilities. CNG Fueling Station rates will be metered through dispensing apparatus and billed at rates similarly approved by the City Manager, except that contracts may be established for certain customer fleets based on volumes. 7 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 8 of 31 Note: This rate is not applicable for residential or small general service rate applications (fewer than 18,000 therms of annual use for the customer's fleet vehicles). Such non-fleet applications will be billed under the customer's normal rate applicable to the premise, but a separate meter may be requested by the customer to allow measurement for federal or state excise tax credit purposes. Where an additional meter is requested, CGS may charge for its initial installation and any future additional maintenance required but will not add an additional monthly customer charge to the premise. Note: The total energy charges for this service including all adjustments, facilities charges, taxes, etc. may be expressed as a rate "per gallon equivalent of gasoline or diesel." (p) Natural gas emergency generator or other standby service (rate NSS). Natural gas service to a metered account, separately established for back-up service, where no substantial gas service is used for year round purposes. Note: This rate is not applicable for Residential single-family applications. Such residential emergency generator applications are handled under the RS rate application. Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 9 of 31 Monthly customer charge .... $50.00 Non-fuel energy charge, per therm .... $0.46 Minimum monthly bill .... $50.00 Plus any facilities contract charges for the facilities and metering required to serve this account (2) Propane (LP) gas service rates. The following rates shall apply to all customers who are provided the availability of propane (LP) gas service by the Clearwater Gas System, based on their applicable class of service. Clearwater Gas requires all residential customer accounts have year round, whole house water heating as a minimum criteria for qualifying for service. (a) Residential Bulk Propane Gas Service (Rate BRLP). Bulk delivered LP service for "year round" domestic uses (such as water heating, cooking, heating, clothes drying, and lighting) in all residences of three (3) units or fewer. Usage Class Annual Units/Gallons Non-fuel Energy Charge per Gallon Non-refundable Annual Customer Charge 1 0=60 $1.80 $210.00 2 60.1--120 $1.60 $180.00 3 1-20,1--300 $1.00 $90.00 4 >300 $0.90 $75.00 (b) Residential "Will Call" Propane Gas Service (Rate WRLP. Bulk delivered LP Service for all customers with exclusively "leisure living" domestic uses (such as pool/spa heating, fireplaces, and grills) plus Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 10 of 31 customers with "year round" appliances who request "will call" status in all residences of three (3) units or fewer. A "Will Call" customer is responsible for monitoring tank fuel level, assessing when they will need a fill, and requesting propane delivery. No trip charge for delivery if customer can wait for a normally scheduled four (4)-business day delivery. Trip charges for early delivery are located in (3)(h). Note that the four (4) business days start on the next business day after the customer's request, i.e. if the customer calls with a "Will Call" fill request on Monday, then we will fill no later than the following Friday. Usage Class Annual Non-fuel Energy Non-refundable Units/Gallons Charge` per Gallon Annual Customer Charge 1 0-120 $1.60 $150.00 2 >120 $0.90 $75.00 (c) Residential Loop System Propane Gas Service (Rate LRLP): Metered delivery -LP service for all domestic uses within a loop delivery system (Propane Distribution system serving multiple customers.) Monthly Customer Charge ............. $10.00 Non-Fuel Energy Charge Per gallon ......... $0.90 Minimum Monthly Bill ......$10.00 (d) Commercial Propane Gas Service (Rate BCLP). Bulk delivered LP service for commercial, industrial, and other applications where no other rate is applicable. 10 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 11 of 31 Usage Class Annual Non-fuel Non- Units/Gallons Energy Charge refundable per Gallon Annual Customer Charge 1 0--2500 $0.25 $90.00 2 >2500 $0.20 $90.00 (e) Residential Metered Propane Gas Service (Rate MRLP). Metered delivered LP service for all domestic uses in all residences of three (3) or fewer. Monthly customer charge .... $10.00 Non-fuel energy charge: Per gallon .... $1.90 Minimum monthly bill .... $10.00 (f) Multi-family Metered Propane Gas Service (Rate MMLP). Metered delivered LP service for all domestic applications within the living units of multi-family buildings of four (4) units or more. Monthly customer charge .... $25.00 Non-fuel energy charge: Per gallon $1.90 Minimum monthly bill .... $25.00 (g) General Metered Propane Gas Service (Rate MGLP). Metered delivered LP service for all commercial, industrial, and other applications where no other rate is applicable and the annual consumption at the premise is 0--2,500 gallons. Monthly customer charge .... $25.00 11 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 12 of 31 Non-fuel energy charge: Per gallon .... $0.30 Minimum monthly bill .... $25.00 (h) Large Metered Propane Gas Service (Rate MLLP). Metered delivered LP service for all commercial, industrial, and other applications where no other rate is applicable and the annual consumption at the premise is more than 2,500 gallons. Monthly customer charge .... $40.00 Non-fuel energy charge: Per gallon .... $0.25 - Minimum monthly bill .... $40.00 (i) Contract Propane Gas Service (Rate CLP): Contract metered or bulk delivered LP gas service for special applications and conditions approved by the city manager or designee. This rate is typically applicable where competitive fuel sources are confirmed to be available to the customer and a special rate with special conditions is required to obtain/retain the customer. Such service must fall within the normal construction feasibility formula to insure a profitable payback to the city. Monthly customer charge. The same as the normally applicable service class Non-fuel margin rate. Per gallon as established by contract Minimum monthly bill. Monthly customer charge plus the non-fuel usage rate for contracted level of monthly consumption. Note: All customers being served under Contract Rates as of December 31, 2008, will be allowed to remain on their existing contracts until their next expiration date, at which time that contract will automatically be discontinued and the customer will be moved to the applicable standard rate unless a new contract is executed. 0) Propane (LP) Gas Vehicle Service (Rate LPV). Propane gas service for fleet vehicle fueling. This is a contract rate approved by the City 12 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 13 of 31 Manager or designee. Provision of this service must fall within the normal construction feasibility formula to insure a profitable payback to the city. Note: This rate is not applicable for residential or small general service rate applications (fewer than 20,000 gallons of annual use for the customer's fleet vehicles). LPV services will be on a separate account servicing exclusively fleet fueling facilities. Monthly customer charge. $40.00 for general service applications only if a customer charge is not already being billed on another metered account at the premise on a firm rate schedule. Non-fuel energy charge. Per gallon as established by contract, which includes any applicable customer-specific or public, fill station facilities charges required to provide this service. Minimum monthly bill. Monthly customer charge plus any applicable monthly facilities contract charges for special facilities, metering or fleet conversion costs required to provide this service. Note: The total energy charges for this service including all adjustments, facilities charges, taxes, etc., may be expressed as a rate "per gallon equivalent of gasoline." (k) Propane Metered Gas Emergency Generator or Other Standby Service (Rate LPSM). LP gas service to an account separately established for back:.-up service, where no other substantial gas service is used for year round purposes. Note: This rate is closed for new residential customer applications and is only applicable for residential customers on LPSM_ service as of December 31, 2008. Monthly customer charge .... $50.00 Non-fuel energy charge: Per gallon $1.00 Minimum monthly bill .... $50.00 Initial metered usage charge. A one-time charge for the number of gallons required to initially fill the LP tank (size as requested by the customer). (1) Propane Bulk-Delivered Gas Emergency Generator or Other Standby Service (Rate LPSB). LP gas service to an account separately established for back-up service, where no other substantial gas service is used for year round purposes. Note: This 13 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 14 of 31 rate is closed for new residential customer applications and is only applicable for residential customers on LPSB service as of December 31, 2008. Annual customer charge .... $420.00 Non-fuel energy charge: Per gallon .... $1.00 Initial delivery charge. A one-time charge for the number of gallons required to initially fill the LP tank (size as requested by the customer) plus the initial annual customer charge. (m) Effect of Energy Conservation Measures on Usage Classes in (a) and (b) above. Should the customer install a more energy efficient appliance or appliances while a customer of CGS and this causes their usage to drop, such that their Usage Class would change thereby increasing the Annual Customer Charge and/or the Non-Fuel Energy Rate, then the estimated effect of the more efficient appliance on annual usage may be added to the actual annual usage to determine the customer's applicable Usage Class. This is intended to ensure that the customeris not adversely impacted for such energy efficient installation. (3) Other gas charges. The following charges and fees may also be applied to customers of the Clearwater Gas System served under an applicable natural gas or propane (LP) gas service rate: (a) Facilities contract charge (rider FCC). A rider applicable to any of the above rates to cover installation of facilities beyond those typically provided to other customers of the class or beyond the costs incorporated into the applicable gas rate. On-going FCC charges.... A monthly flat or per unit consumed charge calculated to cover the on-going estimated maintenance costs associated with the special or additional facilities. These charges will be contractual and subject to annual revisions upward based on the CPI index or based on a revised cost calculation at the discretion of the City Manager or designee. 14 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 15 of 31 Time-limited FCC charges.... A monthly flat or per unit consumed charge calculated to cover the costs associated with additional facilities as requested by the customer, excess main and service construction costs which do not meet the construction feasibility formula, or appliance/equipment sales costs. Such charges may include other applicable costs associated with furnishing the requested facilities, including financing costs. Where such FCC charges result from the additional - costs incurred by Clearwater Gas System at the request of the developer to achieve feasibility, such FCC charges are binding upon the future customers/occupants of such applicable accounts for the period necessary to meet the feasibility calculation for the project. Public fill station facilities charge.... A natural gas per therm or propane (LP) per gallon charge calculated to recover the common facilities costs to provide such service. This will be calculated and may be updated from time-to-time by the gas system and approved by the City Manager or designee. (b) Purchased gas adjustment (rider PGA). A rider applicable to all natural gas therm rates and propane (LP) gallon rates to recover the cost of the Clearwater Gas System purchased gas supply, including losses and use by gas system facilities/equipment and other applicable expenses. The currently calculated PGA rates for all rate schedules, unless specifically broken out by contract, are: Natural gas firm standard rate schedule PGA, per therm.. $0.87 Natural gas interruptible and contract (non-standard) rate schedule PGA, per therm ....$0,79 15 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 16 of 31 Propane (LP) gas rate schedule PGA: Per gallon ....$1.87 The above PGA rates are based on the weighted average cost of gas (WACOG) as currently approved for October 2010. These PGA rates will normally be adjusted annually in October and may be adjusted upward or downward from time-to-time with the approval of the City Manager or designee based on actual and projected supply costs and projected consumption levels in order to recover the total cost of the gas system's supply plus all costs attributable to the acquisition of system supply gas and other applicable expenses. The over or under recovery of these PGAcosts will be computed monthly and an adjustment in the PGA rate will be made at the discretion of the City Manager or designee. The differential between the Natural Gas firm standard rate schedules PGA and the Natural Gas Interruptible and contract (non-standard) rate schedules PGA will be established and approved by the City Manager or designee for each annual period based on the available records for the most recent 12 months. This differential will typically be computed by dividing the transmission pipeline "reservation charges" component of the WACOG by the therms sold to all of the natural gas firm rate schedules. The gas system may also segment specific gas purchases for specific targeted customer(s) based on contract. Additionally, a fixed monthly amount may be added to the customer charge of applicable classes of natural gas service rates to recover the estimated impact of the added costs associated with gas purchased through a third-party transporter (including generally east of the Suncoast Parkway in Pasco County). These added monthly customer charges shall be credited to the overall PGA recovery account and will be initially set at: Residential .............................................. $ 8.00 per month Small General Service & Multi-Family ............ $ 15.00 per month MediumGeneral Service & Multi-Family ........ $ 30.00 per month Large General Service & Multi-Family ............ $ 65.00 per month Interruptible Service ................................... $150.00 per month Contract Rates --- Apply the same as the normal class of customer using the above schedules based on usage level Similarly, a differential between LP Gas standard rates and contract LP rates may be computed to exclude a portion of the other costs attributed to LP PGA other than physical gas. This differential will be calculated by the Gas System Managing Director annually based on historical costs and will be approved by the City Manager or 16 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 17 of 31 designee. The gas system may also segment specific LP gas purchases for specific targeted customer(s) based on contract. These added monthly customer charges may be adjusted upward or downward from time-to-time with the approval of the City Manager or designee based on actual and projected added PGA costs. (c) Energy conservation adjustment (rider ECA). A rider applicable to all firm standard (non-contract) natural gas therm rates and non- contract propane (LP) gallon rates to recover the cost of energy conservation programs undertaken by the Clearwater Gas System as approved by the Gas System Managing Director. The ECA will not be applied to interruptible natural gas or other non-standard contract rates, except for that portion of ECA, which is collected as a part of the PGA, which may be up to one-half of the annual average ECA billing rate. The currently calculated ECA rates are: Natural Gas Rate Schedule ECA, per therm .... $0.10 Propane (LP) Gas Rate Schedule ECA: Per gallon .... $0.10 The above ECA rates are as currently approved for October 2010. These ECA rates will normally be reviewed annually in October and may be adjusted upward or downward from time-to-time with the approval of the City Manager or designee based on actual and projected energy conservation program costs and projected consumption levels in order to recover the total cost of applicable gas system programs, including energy conservation incentive payments as well as the applicable labor and other costs attributable to such energy conservation programs and other applicable expenses. The over or under recovery of these ECA costs will be computed and an adjustment in the ECA rate will be made at the discretion of the City Manager or designee. (d) Regulatory imposition adjustment (rider RIA). A rider applicable to all firm standard (non-contract) natural gas therm rates and non- contract propane (LP) gallon rates to recover the cost of environmental, operator qualification, distribution integrity, inspection, survey, and other regulatory imposed program requirements imposed on the Clearwater Gas System by federal, state or local regulatory agencies. The RIA will not be applied to interruptible natural gas or other non-standard contract rates. The currently calculated RIA rates are: 17 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 18 of 31 Natural Gas Rate Schedule RIA, per therm .... $0.00 Propane (LP) gas rate schedule RIA: Per gallon .... $0.00 The above RIA rates are as currently approved for October 2010. Note that this RIA rider incorporates the former Environmental Imposition Adjustment (EIA), which covers the environmental project costs as well as the labor and other costs attributable to such environmental projects. This RIA also includes Other Regulatory Adjustment (ORA) charges, such as operator qualification, distribution integrity, required inspections, survey and other regulatory imposed program requirements and regulatory fees imposed on the Clearwater Gas System by federal, state or local regulatory agencies. These RIA=rates (EIA + ORA) will normally be reviewed annually in October and may be adjusted upward or downward from time to time to reflect the over or under recovery of these RIA costs at the discretion of the City Manager or designee. (e) Usage and Inflation adjustment (rider UTA).- A rider applicable to all standard non-contract natural gas therm rates and standard non- contract propane (LP) gallon rates to recover loss of planned base non-fuel-revenues to the Clearwater Gas System due to changes in use per customer from the test year values asset in the 2008 Gas Rate Study (see below) as well as the change in inflation as measured by the Consumer Price Index for U. S. City average of all urban consumers (CPI-U)_ The currently calculated UTA rates are: Natural gas rate schedule UTA, per therm .... $0.00 for Residential and .... $0.00 for Commercial Propane (LP) gas rate schedule UTA, per gallon ....$0.00 for Residential and ....................... $0.00 for Commercial The above UTA rates are as currently approved for October 2010. The UTA rates may be implemented at the sole discretion of the City Manager or designee based on variations from the most recent established Gas Rate Study values: CPI-U as prepared by the U. S. Department of Labor, Bureau of Labor Statistics (basis September 2009) Residential Use per customer based on annual therms/natural gas single-family customer. Note that this factor may be 18 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 19 of 31 applied to all residential standard (non-contract) rate classes for natural gas as well as propane. Commercial Use per customer based on annual therms/natural gas standard and contract general service customers excluding Interruptible customers. Note that this factor may be applied to all general service standard (non- contract) rate classes for natural gas as well as propane. (f) Franchise and other city/county fees recovery clause (rate FFR). A charge levied by the Clearwater Gas System on every purchase of gas within a municipality or county area to recover the costs assessed by governmental entities in accordance with the franchise agreement in force between the City of Clearwater and that other governmental entity and including any other otherwise unrecoverable fees, special taxes, payments in lieu of taxes, or other impositions by any governmental entity (including the City of Clearwater) on the services of the Clearwater Gas System sold within such municipality or county area. The fees collected within each governmental jurisdiction shall be used exclusively to pay the franchise fees and other governmental fees, taxes, and other impositions levied on services within that governmental jurisdiction. Within the City of Clearwater where a franchise agreement is not in force, the City of Clearwater will levy -a six percent payment in lieu of taxes on all gross firm natural gas sales (excluding interruptible) and the Clearwater Gas System will bill this in the same manner as if it were a franchise fee. (g) Tax clause (TAX - Various). All taxes due the appropriate governmentalentities (such as but not limited to State of Florida gross receipts tax, State of Florida sales tax, county sales tax, municipal utility tax, and others which may be legally levied from time to time on the purchase of gas) will be billed to the customer receiving such service and rendered to the governmental entity in accordance with the applicable statute, ordinance, or other legally enforceable rule. (h) Other miscellaneous gas charges. The following charges are applicable whenever applicable gas services are rendered the customer: Meter turn-on residential, scheduled next business day or beyond (per account for new customers, seasonal reconnects, and after nonpayment disconnect including turn-on of pilot lights) ... $50.00 19 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 20 of 31 Meter turn-on residential, same day as requested by customer by 12:00 Noon (per account for new customers, seasonal reconnects, and after non-payment disconnect including turn-on of pilot lights) . . .$75.00 Meter turn-on commercial/industrial scheduled next business day or beyond (per account for new customers, seasonal reconnects, and after nonpayment disconnect including turn-on of pilot lights) .. . $95.00 for up to 4 appliances. Added appliances add $10.00 per each. Meter turn-on commercial/industrial, same day as requested by customer by 12:00 Noon and with the approval of the local fire marshal as required (per account for new customers, seasonal reconnects, and after nonpayments=disconnect including turn-on of pilot lights) ... $190.00 for up to 4 appliances. Added appliances add $20.00 per each. Meter read for residential account change (no meter turn-on required but may include turn-on of gas pilot lights) ... $40.00 Meter read for commercial/industrial account change (no meter turn- on required but may include turn on of gas pilot lights) ... $80.00 Replace broken stop or locks on meters .... Time and materials Meter or LIP Tank Connection or Re-connection to customer-owned piping system Time and materials Relocate gas meter .... Time and materials Install bumper posts or other necessary protection for meters, LP tanks, or other gas equipment .... Time and materials Turn-on or Turn-off Residential gas pilot lights only on next business day or beyond as requested by the customer (per account) . . $50.00 Turn-on or Turn-on Residential gas pilot lights only on same day if requested by the customer by 12:00 Noon ... $75.00 Turn-on or Turn-off Commercial gas pilot lights only on next business day or beyond as requested by the customer (per account) . . .. $95.00 20 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 21 of 31 Turn-on or Turn-off Commercial gas pilot lights only on same day service if requested by the customer by 12:00 Noon ... $190.00 Standard "Time and Materials" for Service and Repair, Installation, or other work performed by CGS personnel plus materials: person crew ... Trip Charge of $50.00 plus time on- site/quarter hour or portion thereof ... $25.00 2 person crew ... Trip Charge of $75.00 plus time on- site/quarter hour or portion thereof ... $40.00 The above Rates are based on work within the CGS "normal" Natural Gas Service Territory. Where customers request work to be done outside of the normal CGS Service Territory ... Added time will be assessed for the travel to and from the Territory border to the Customer's Site. The time and trip charges associated with providing all quotes and developing plans will be added to the cost of the billed job. These "Time Charge Rates" as well as the other fixed miscellaneous charge rates in this section may be reviewed and adjusted from time-to-time with the approval of the City Manager or designee. Additionally, the Gas System Managing Director may approve "Contract Service Charge Rates" for customers who regularly use CGS' Service & Repair and will contractually subscribe for such use. Overtime surcharge for all work including installation, service and repair, and maintenance as requested by the customer for after operational hours (including same day requests received after 12:00 Noon), weekends, and holidays .... Double normal Trip and time charges Overtime surcharge for call-out turn-ons or lighting of pilots as requested by the customer for after operational hours (including same day requests received after 12:00 Noon), weekends, and holidays.... Double same day charge Special meter reading at customer request including billing inquiries where reading is determined to be accurate (per account)... $45.00 21 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 22 of 31 Gas meter test at customer request- if results are within limits (per meter) .... $150.00 Reset residential gas meter after same customer requests removal (per meter) ... $150.00 Unauthorized meter bypass or hookup .... Time and materials plus ten percent of the average monthly bill for each day since last reading deemed to be accurate Emergency response for non-Clearwater Gas System consumers or other utilities .... Time and materials Propane Fuel recovery and ownership of L.P. gas from tank .... Time and materials. The LP fuel in the tank is non-refundable. If the customer provides an approved,. container, then we will transfer as much LP gas as practical. Full abandonment and/or removal of buried LP tank is at CGS' sole discretion. If the tank is removed, then any required landscaping restoration is the responsibility of the customer. If the tank is abandoned on-site, CGS will make it safe by removing the gas and filling it with water (water provided by the customer) and the tank ownership then becomes the customer. Tanks will be considered out of service and fuel abandoned by the customer if container is on site more than 12 months without a contract for serviceor paying entity for the annual customer charge. In such case, CGS will, at its sole` discretion, either remove or abandon the tank. Other services not normally provided including work on customer property beyond the meter, such as leak surveys, Cathodic protection corrosion control, customer-owned gas line locating; any related repairs to the customer facilities or master-metered gas distribution systems as required by regulation; any work required to correct deficiencies; and any work required to move facilities.... Time and materials Collector fee, See Appendix A - Public Works Utility Tariffs, Section (4)(a)3 Dishonored check service fee, See Code of Ordinances, Section 2.528 Missed appointment (CGI) - Customer not present at time as arranged or equipment not accessible. Applicable miscellaneous gas charges (overtime surcharges may apply). 22 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 23 of 31 Residential "Will Call" and special request delivery Propane Gas Service trip charges for early delivery: $50.00 trip charge if the customer requests delivery for the next business day or requests a scheduled delivery for fewer than 4 business days, $75.00 trip charge for same business day delivery for requests received by 12:00 Noon, or $150.00 trip charge for same day delivery service requests after 12:00 Noon and before operational hours end at 3:30 pm, or $250.00 trip charge for all "call out" fills received after 3:30 pm on normal operational days, or on holidays, or on weekends. Trip charges will be applied even if LP tank is inaccessible or customer is not present when required, (CGI). A minimum fill charge of $100.00 for bulk, "Will Call" or metered delivery customers that request a delivery, in fewer than 4 business days. "Will Call" or special request delivery charges will also apply. Leak investigation (make safe only) ..... ........... No charge If turn-on of pilots the applicable charges apply Additional repairs ............................Time & Materials Special seasonal gas turn-on.... The City Manager or designee is authorized to reduce or eliminate the normal gas turn-on charge to attempt to levelize the workload at the beginning of the heating season. Pipeline Damage Claims 23 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 24 of 31 Any person or company who actively engages in excavating, boring, tunneling, horizontal directional drilling, backfilling, digging, removal of above ground structures by mechanical means and other earth moving operations, within the Clearwater Gas System service territory, shall be required to notify the one call notification system 48 hours excluding weekends and holidays before digging commences (References Florida Statutes §556 and OSHA 1926.651). If a person or company causes damage to an above or underground pipeline facilities owned by Clearwater Gas System and through negligence or accident and has been deemed liable for the damages, then that entity shall be responsible for all costs associated with the damage. This will include the cost of gas lost (billed at the purchased gas adjustment rate), time and materials to repair the damage, all labor cost associated with turning off and on gas accounts that were affected as a result of the damage, and any third party claims plus administrative costs. The party or parties responsible shall remit payment for all claims directly to Clearwater Gas System upon receiptof invoice or notification of the City of Clearwater Risk Management Department. (4) Gas contract and rate application policies. The following represent policies of the City of Clearwater as applied by the Clearwater Gas System: (a) Uniformity of rate and service application. To the extent that the customer requests a review of his/her rate account, all rates, charges and contract provisions are intended to be consistently and uniformly applied to all customers of the same type with the same usage characteristics, fuel options, and equipment capabilities. Any customer who feels that they have been treated unjustly and is unable to resolve the dispute with Clearwater Gas System personnel and management has full access to the normal City of Clearwater utilities dispute resolution process as defined in the City Code of Ordinances, Chapter 32, Section 32.004. (b) Contract rate level determination. It is the policy of Clearwater Gas System to offer a customer or potential customer who currently uses or has access to an alternate energy source and has the capability to use this alternate energy source, or is otherwise deemed to be a threat to discontinue gas usage, a rate level adequate to acquire or preserve the gas load, provided that such a rate application will provide a reasonable profit margin to the Clearwater Gas System and the extension of any capital investment to serve such a customer falls within the normal gas system construction feasibility 24 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 25 of 31 formula. Where the capability to use such alternative energy source will require an initial additional capital outlay by the customer, the contract rate may be based on a net present value calculation over the expected life of the facility. (c) Rate schedule minor changes. The City Manager or designee is authorized to make minor changes in the billing charge(s) for any rate schedule(s) or to make minor rate schedule modifications in keeping with achieving the "cost of service based rates" as recommended in the most recent rate study done for the Clearwater Gas System. (d) Main and service extension construction feasibility. Whenever a prospective customer requests a new gas service, the Clearwater Gas System will extend service to the prospective customer under the following conditions: 1. Design considerations. The extension of gas service to the perspective customer can be reasonably accomplished within good engineering design, access can be secured though easements or right-of-way, and the service will not jeopardize the quality of gas service to existing customers. 2. Main line extension construction feasibility. The maximum capital investment which will be made by the Clearwater Gas System to extend main lines and services to serve a new customer(s) shall be seven times the estimated annual gas revenue to be derived from the facilities less the cost of gas and the cost of monthly meter reading, customer accounting and billing. The formula shall be: Non-Fuel Energy Rate x Estimated Annual Therms/Gallons = Estimated Annual Gas Non-Fuel Revenues x 7 Years = Maximum Investment for Construction Feasibility Note: The Monthly Customer Charge is not included in the above calculation because it is assumed to cover the cost of meter reading, customer accounting and billing. 3. Service line extensions. The Clearwater Gas System will install gas service lines off of the main line at no charge to the customer under the following circumstances: A year round customer has installed "year round" gas equipment (such as water heating, cooking, heating, clothes drying, and lighting) with an estimated minimum annual 25 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 26 of 31 consumption of two therms per foot of service line required (Note that "Leisure Living" appliance (such as pool/spa heating, fireplaces, and grills) usage will only be counted at 1/ of estimated usage and only if combined with a water heater), or The cost of such service line extension meets the Maximum investment for Construction Feasibility (as defined "d." above), excluding "Leisure Living" appliances unless a water heater is installed for daily use. Customers who do not meet the criteria for service extensions as set forth above will either be charged the estimated construction cost per foot for the excess footage or pay a contribution in aid of construction (CIAC) to cover the deficiency amount from the above construction feasibility formula or enter into a facilities charge contract sufficient to cover this deficiency within a period of seven years. 4. Customer contribution required. If the capital construction costs to extend the main exceed the maximum investment for construction feasibility, the developer/customer(s) will be required to either provide a non-reimbursable CIAC to cover the excess investment amount or satisfy this deficiency by entering into a facilities charge contractsufficient to cover this deficiency within a period of seven years. Such facilities contract charges may be reduced or potentially discontinued entirely to the extent that other customer(s) are added beyond the initial customer(s), the facilities covered by the facilities contract charges are used to serve these additional customer(s), and to the extent that there are calculated excess dollars above the additional customer(s) maximum investment for construction feasibility minus the capital construction costs for the mains to serve these additional customer(s). 5. Conversion of equipment to natural gas. The Clearwater Gas System will provide the "labor only" to convert the customer's existing appliance orifice(s) (if convertible) to accept natural gas at no labor cost to the customer, provided that the customer's gas use is year round. The customer will be responsible for the cost of all other related conversion parts such as controls, gas valves, gas safety devices, additional piping, appliance venting, provisions for combustion or make- up air, or to correct any code deficiency, or to provide any required engineering evaluation for unlisted or unlabeled 26 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 27 of 31 appliances plus the cost of gas inspections and related permits. A commercial or industrial customer must enter into an agreement to exclusively use the natural gas service of the Clearwater Gas System for a period to allow for recovery of Clearwater Gas costs; and this amount, when added to the other cost to serve amounts, still renders the project feasible. 6. Relocation of gas service facilities. When alterations or additions to structures or improvements on any premise, roadway right-of-way or public easement, which requires the Clearwater Gas System to relocate metering, service line, or main line, or when such relocation is requested by the customer, or others, for whatever reason, the customer or others, will be required to reimburse the Clearwater Gas System for all or any part of the costs incurred to accomplish such relocation of gas system facilities to remain code compliant and resolve their potential structure conflict. 7. Gas service will be delivered to the customer for each premise at one (1) point of delivery designated by Clearwater Gas System (see City Code of Ordinances, Chapter 32, Section 32.336). CGS highly discourages the installation of multiple meters on the same premise or the use of multiple fuels (natural gas, propane, fuel oil) on such premise. If such installations are justified due to extraordinary circumstances (such as life safety), these must be approved by the Clearwater Gas System Managing Director, and then the multiple meters or fuel sources must be well marked in a permanent fashion. For life safety control purposes, Clearwater Gas will not permit a fuel source (propane or fuel oil) supplied by another company to co-exist on the same premise or commercial occupancy with a Clearwater Gas natural gas service. Section 2. That Chapter 32, Article VIII of the Code of Ordinances of the City of Clearwater is hereby amended as follows: Article VIII. GAS 27 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 28 of 31 Sec. 32.330. Unified system. All municipal utility properties of the city supplying gas service in and to the city and citizens and inhabitants and users thereof shall be controlled, operated and maintained as provided in section 32.001. See appendix A to this Code, for gas system deposits, fees, service charges and rate schedules. Sec. 32.331. Gas code. The installation of gas pipes, fixtures, appliances and other equipment and appurtenances shall be installed in accordance with the gas code of the city, as adopted in section 47.051. The installation of the customer's gas piping system, fixtures, appliances, and other equipment and appurtenances shall be installed in accordancewith the latest edition of the Florida Building Code "Fuel Gas" and the latest edition of NFPA 58 LP Gas Code, or subsequent replacement codes. Sec. 32.332. Application for service. An application for gas service shall be filed with the gas division, whether or not a building permit is required. If a building permit is required, a separate application for a building permit shall be filed with the building division. The applicant shall pay gas system deposits, fees or connection charges at the time the application is filed with the gas division. Sec. 32.333. Permit. See city gas code, as adopted by section 47.051, for provisions regarding gas permits pursuant to this article. All installation work of the consumer's piping system and appurtenances shall require applicable permits and successful inspections by the applicable jurisdictional authority. Sec. 32.334. Tapping and connection. Tapping of all gas mains and service connections shall be done by the gas division_ or an authorized contractor for the city. Title to all service connections from the main to the meters and meter installations is vested in the city, and the same shall at all times be the sole property of the city and shall not be trespassed upon or interfered with in any respect. Such city property shall be maintained by the gas division and may be removed or changed by it at any time. Only licensed gas or plumbing contractors shall make the final connection between CGS gas service lines and the customer's gas piping and only after proper permits have been issued by the appropriate jurisdictional authorities. Only CGS employees are permitted to turn on gas and initiate service. Sec. 32.335. Maintenance of meters and service lines. The gas division shall have the right to meter any and all gas service lines. The gas division alone shall have the right to stipulate the size, type, make and location of meters and type of meter setting. All meters shall be 28 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 29 of 31 maintained by the city. The customer shall be held responsible for damage to a meter or service line when such damage results from the negligence of the customer. When such damage occurs, the city will furnish and set another meter and repair the damaged meter or make other necessary repairs, and the cost of such repairs, including replacement parts, labor and transportation charges, shall be paid by the customer. Sec. 32.336. Meters and LP Tank--Locations and delivery pressure. Gas service will be delivered to the customer for each premise at one 1 point of service. The location of the meter or tank will be designated by the applicable gas system representative and will typically be within ten (10) feet of the nearest corner of the premise to the gas main and in a location that is expected to be maintained by the customer as accessible, i.e. not expected to be enclosed by fencing or hedges. Each gas meter and service regulator and propane (LP) tank shall be installed in a location readily accessible for reading, inspection, repairs, testing and changing of the meter/tank and operation of the gas shutoff valve, and shall be protected from corrosion and other damage. The customer is responsible for maintaining bushes, vegetation, sprinklers, etc clear from the meter/tank to allow access and good operational performance. Sprinklers and their flow must be maintained clear of the meter/tank to avoid premature corrosion. Upon discovery of a deficiency and notification to the customer, remedial actions must be made including potentially requiring the relocation of the gas facilities to ensure life safety and to maintain required clearances. If this work is done by CGS personnel, then normal Time and Material charges will apply. The standard delivery pressure of natural gas at the point of delivery to the consumer (the meter) is seven (7) inches water column (approximately Y4 pounds per square inch) and for propane (LP) from the tank is eleven (11) inches water column (approximately 3/8 pounds per square inch). An optional delivery pressure above the standard must be requested by the customer or the customer's contractor in advance and may be approved at the sole discretion of CGS. There are advantages to each pressure and not all may be operationally available at any given location. Sec. 32.337. Status of gas quantity recorded. The quantity of gas recorded by the meter shall be conclusive, except when the meter is found to be registering inaccurately or has ceased to register. In such cases, the quantity may be determined by the average registration of the meter in a corresponding past period or by the average registration of the new meter, whichever method is, in the opinion of the city, representative of the conditions existing during the period in question. Sec. 32.338. Testing. 29 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 30 of 31 The gas division reserves the right to remove or test any meter at any time and to substitute another meter in its place. In case of a disputed account involving the question of accuracy of the meter, the meter will be tested by the city upon written request of the customer; provided, however, that the meter in question has not been tested by the city within the previous two years. The customer agrees to accept the results of the test made by the city. If the meter tested is found to have an error in registration in excess of three percent as based on the arithmetical average of one-fourth load and full load of the meter, there will be no charge for the testing; but should the test show error in registration less than three percent there shall be a charge for testing the meter. The billing for the testing will be charged to the customer's account. Sec. 32.339. Tampering with. No person other than an agent of the city shall remove, inspect or alter the gas meter or any other part of the gas system located on the premises. The customer shall notify the city of any damage to or any failure of the meter or service line. Sec. 32.340. Authority to turn on gas. (1) Generally. It shall be unlawful for any person other than a CGS employee or a specifically designated agent of the City to turn on, or in any way alter or damage, any gas meter which has been turned off by the City. The customer serviced by the meter shall be held responsible for any actions. (2) Unauthorized connections. A fee shall be charged for the removal of any device which has been installed in lieu of or in addition to a gas meter, except where the pipe or device has been _authorized in writing by the City. (3) Open meter bypass servicing. A fee, over and above the bill established from the meter reading, shall be charged for the service of turning off the meter bypass valve, when such opening was not previously authorized in writing by the City. (4) Broken stop locks. A replacement fee shall be charged for the replacement of meter stop locks which have been broken or removed. Sec. 32.341. Responsibility for gas in service lines. The City is responsible for the gas contained within the service lines. The term "service line" means a distribution line that transports gas from a common source of supply to a customer meter outlet or the outlet of the second stage LP gas regulator connection to a customer's house piping, or the connection to a customer's piping if there is no customer meter. A customer meter is the meter that measures the transfer of gas from CGS, the gas supplier, to a consumer. The customer is responsible for all maintenance, line locating, and repair of their customer-owned piping system, which is beyond the gas meter outlet or beyond the outlet of the second stage LP gas regulator. 30 Ordinance No. 8153-1 mtem # 8 Attachment number 1 Page 31 of 31 Section 3. Should any section, paragraph, sentence or word of this ordinance be declared for any reason to be invalid, the same shall not affect the validity of the ordinance as a whole, or any part thereof other than the part declared to be invalid. Section 4. All ordinances or parts of ordinances in conflict herewith are to the extent of such conflict hereby repealed. Section 5. This ordinance shall become effective upon adoption and shall be applicable to all gas bills and services rendered on or after January 1, 2011. PASSED ON FIRST READING PASSED ON SECOND AND FINAL READING AND ADOPTED Approved as to form: Laura Mahoney Assistant City Attorney Frank V. Hibbard Mayor Attest: Rosemarie Call City Clerk 31 Ordinance No. 8153-1 mtem # 8 ?- Meeting Date: 11/4/20 10 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Adopt Ordinance 8212-10 on second reading, amending provisions of Code of Ordinances Chapter 29, Article 11, Business Tax Receipts to exclude the profession of attorneys from any provisions in this article that regulate attorney conduct or the practice of law. SUMMARY: Review Approval: 1) Clerk Cover Memo Item # 9 Attachment number 1 Page 1 of 4 ORDINANCE NO. 8212-10 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA, AMENDING PROVISIONS OF CHAPTER 29, ARTICLE II, BUSINESS TAX RECEIPTS, CLEARWATER CODE OF ORDINANCES, TO EXCLUDE THE PROFESSION OF ATTORNEYS FROM ANY PROVISIONS IN THIS ARTICLE THAT REGULATE ATTORNEY CONDUCT OR THE PRACTICE OF LAW; PROVIDING AN EFFECTIVE DATE. WHEREAS, the regulation of the conduct of attorneys and the practice of law is solely within the purview of the Florida Supreme Court according to the Florida Constitution, Article V, Section 15; and WHEREAS, County Court of Pinellas County has found that certain provisions of Chapter 29, Article II, dealing with Business Tax Receipts (BTR's) in the Clearwater Code of Ordinances go beyond revenue-generating purposes and stray into the regulation of attorney conduct and thereby held that these provisions were unconstitutional; and WHEREAS, this modifies relevant sections of the City's BTR ordinance to exclude attorneys from provisions that the aforementioned judge's order found to be regulatory upon attorney conduct or the practice of law, now therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section 1. That Chapter 29, Article II Business Tax Receipts, Section 29.26 be amended by adding the underlined language as follows: Sec. 29.26. Enforcement and inspection--Generally. (1) The following persons are authorized to conduct inspections in the manner prescribed in this section: (a) The city manager shall make all investigations reasonably necessary for the enforcement of this code. (b) The city manager shall have the authority to order the inspection of taxpayers, their businesses records, by any city staff having duties to perform with reference to such licensees or businesses. (c) All police officers shall be empowered to enforce compliance with the provisions of this article. Item # 9 Attachment number 1 Page 2 of 4 (2) All persons authorized in this section to inspect business tax receipts, businesses or records the authority to enter, with or without search warrant as the law may require, at all reasonable times, the following premises: (a) Those for which a business tax receipt is required; (b) Those for which a business tax receipt was issued and which, at the time of inspection, are operating under such business tax receipt; (c) Those for which a business tax receipt has been revoked or suspended. (3) The enforcement and inspection procedures, as detailed herein, shall not apply to attorneys. Section 2. That Chapter 29, Article II Business Tax Receipts, Section 29.27 be amended by adding the underlined language as follows: Sec. 29.27. Police background check. For the general health, safety and welfare of the citizens of Clearwater, some business types require a police background check on the owners or operators of the business. Most of these businesses are identified in the fee schedule of Appendix A of this Code. From time to time, the director of the department and the police chief may identify other businesses which will require a police background check, but are not so noted in the fee schedule of Appendix A of this Code. Any business owner, operator who is required to obtain a police background check may furnish a state criminal background check if it was completed by a state regulatory agency within six months of the application for a business tax receipt and the background check can be verified as being completed by that agency. If the applicant elects to provide the alternative background check, it shall be the responsibility of the applicant to provide the proof of passing such background check. The city may require a city background check on a case-by-case basis if there are questions about the validity or accuracy of a background check provided by the applicant. (2) No police background check shall be required for attorneys. Section 3. That Chapter 29, Article II Business Tax Receipts, Section 29.40 be amended by adding the underlined language as follows: Sec. 29.40. Penalties. (1) All business taxes imposed by this article shall be due and payable on September 30 of each year and shall expire on September 30 of the succeeding year. Those business tax receipts not renewed by September 30 shall be 2 Ordinance No. 8212-10 Item # 9 Attachment number 1 Page 3 of 4 considered delinquent and shall be subject to an administrative fee and delinquency penalty as per Appendix A. It is the duty of an inspector or a law enforcement officer to cause such person or persons or officers and directors of any corporation to be brought before the Municipal Code Enforcement Board or the county court utilizing processes as set forth in Article 7 of the Community Development Code and Florida State Statutes, as amended from time to time. (2) Each business tax receipt required by this chapter shall be obtained prior to the commencement of business or the practice of a profession and if not, shall be subject to an administrative fee and penalty as per Appendix A, in addition to the civil penalties of section 1.12. The administrative fee and penalty as detailed in Appendix A along with the civil penalty set forth in section 1. 12, for the delinquent payment of business taxes, shall be exhaustive and to the exclusion of any and all other penalties and sanctions. Section 4. That Chapter 29, Article II Business Tax Receipts, Section 29.44 be amended by adding the underlined language as follows: Sec. 29.44. Appeals. Any applicant or taxpayer who has been denied the issuance or transfer of a business tax receipt pursuant to section 29.31, 29.38 or 29.41(5) shall have the right of appeal to the city manager. Within ten calendar days from the date the city notifies the applicant or taxpayer of the city's decision to deny the issuance or transfer of a business tax receipt, the applicant or taxpayer shall file with the city clerk a written statement fully setting forth the grounds for such appeal. Upon the filing of such written statement, the city clerk shall notify the city manager, who shall schedule and conduct a hearing before the city manager within 30 days after the filing of the written statement. The applicant or taxpayer shall be given written notice of the hearing by certified mail return receipt requested and shall have an opportunity to present evidence on his or her behalf, to cross examine witnesses, and to be represented by counsel. The city shall have the burden of proof by a preponderance of the evidence, and the city manager's decision shall be based solely on the evidence presented at the hearing. Within ten calendar days of the hearing, the city manager shall file with the city clerk's office and shall serve on the applicant or taxpayer a written decision containing findings of fact and conclusions of the legal basis for the decision. The decision of the city manager shall be final and conclusive, subject to judicial review by common law certiorari in the circuit court for Pinellas County. The applicant or taxpayer may abate the enforcement of the denial by filing a petition for a writ of certiorari and obtaining a temporary injunction or temporary restraining order. (2) An applicant providing proof of active attorney licensure from the Florida Bar will not be denied the issuance or transfer of a business tax receipt. 3 Ordinance No. 8212-10 Item # 9 Attachment number 1 Page 4 of 4 Section 5. That Chapter 29, Article II Business Tax Receipts, Section 29.46 be amended by adding the underlined language as follows: Sec. 29.46. Regulatory licenses. Provisions of a regulatory nature contained in this article are placed in this article as a matter of convenience only. Although a separate regulatory license certificate may not be issued, such provisions are imposed as conditions of an additional regulatory license imposed under the city's police power to regulate businesses, occupations, professions, trades or callings in order to protect the public health, morals, safety and welfare pursuant to F.S. § 166.221; however, no provisions contained in this article shall serve to regulate attorney conduct or the practice of law. Section 6. That Appendix A, XXVIII. Business Tax, be amended by deleting the stricken language as follows: 084.000 PROFESSIONAL (per licensee and per location) 084.010 Accountant (See note D if CPA) 127.50 084.020 Architect (See note D) 127.50 084.030 Attorneys 127.50 Section 7. This ordinance shall take effect immediately upon adoption. PASSED ON FIRST READING PASSED ON SECOND AND FINAL READING AND ADOPTED Frank V. Hibbard Mayor Approved as to form: Attest: Camilo A. Soto Rosemarie Call Assistant City Attorney City Clerk 4 Ordinance No. 8212-10 Item # 9 City Council Agenda Council Chambers - City Hall Meeting Date: 11/4/20 10 SUBJECT / RECOMMENDATION: Declare list of vehicles and equipment surplus to the needs of the City and authorize disposal through sale to the highest bidder at the Tampa Machinery Auction, Tampa, Florida, and authorize the appropriate officials to execute same. (consent) SUMMARY: All vehicles and/or equipment have been replaced as necessary and are no longer required. Three units will not be replaced as indicated on the attached listing. Tampa Machinery Auction is the Tampa Bay Purchasing Cooperative Auctioneer of Record. Type: Other Current Year Budget?: No Budget Adjustment Comments: Current Year Cost: Not to Exceed: For Fiscal Year: to Budget Adjustment: Annual Operating Cost: Total Cost: None Appropriation Code Amount Appropriation Comment 0566-00000-364413-000-0000 To Be Sale proceeds Determined Review Approval: 1) Clerk 2) Assistant City Manager 3) City Manager 4) Clerk Cover Memo Item # 10 O O N W ?'JO 1?1 O Vf ?i U U U Q Q ) Q) rx rx rx rx rx rx y z Dx Dx C p Cd ? 0 0 0 0 o O o 0 0 a z y y ? ? o 0 0 0 0 0 ? o 0 0 rh U U U U U U U U U W U U b 0 tz0 tz0 tz0 tz0 tz0 ? tz0 tz0 tz0 ? ?i Q Q . Q Q Q Q Q Q Q? Q Q Q Q? C3 M ? ? l? ?O ?O l? O O ? ? N M ? 00 M O o0 00 M O O x O O U O W M M ?O N 00 dl x Mo - O N t- "o N M L Z Z 00 d, 00 00 d, N C) OC) Lo co LO a a0 N to ? Lo 00 to O U1 Q O O M M N LO ? ?C ? ? ?C ?C ? Q Q ? N Q a > t- O C) co M N 1 00 1 C t- x co m C 1 10 --I oc t- t- t- FJ LO - CT, x Q L7, L7, U) z Q CT, N Q O N Q w C w w W r = w t7 w a, O N N N N N N O Q O z a o ? Ey U U U U C ° Cd Q) m py U U U U Cl) (d H O O O O Q ) ? p E? V a a a a ° ° U 41 U Q U U U U c` - ° N E E-, U t w W ' . b 0 o . m 0 0 ? o 0 0 ? o /? / / / / U / / U U FT. FT. t/) FT. FT. FT. FT. FT. ?i ? M M ? ? ? N M O N M d, O Q,' 0 0 0 0 0 0 0 0 0 0 0 a, a, W 0 0 0 0 0 0 0 0 0 0 0 a, a, ? N N N N N N N N N N N ? ? 00 M O t- O M C) O O t E" 00 00 "o to C) - M o0 M C) Gcl M ?O to 00 00 N to ? N ? ? O ? t/1 N N N N N N N N N N N N ? W ? N M ? N ?0 [? 00 C1 ? ? ? ? Ey O N ?- Meeting Date: 11/4/20 10 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Re-appoint Harvey Huber to the Board of Trustees, Clearwater Police Supplementary Pension Fund, for a two-year term expiring November 1, 2012. (consent) SUMMARY: Florida Statute 185.05 states the board of trustees shall consist of five members, two of whom, unless otherwise prohibited by law, shall be legal residents of the municipality, who shall be appointed by the legislative body of the municipality. On October 16, 2008, Harvey Huber (2621 Brandywine Drive, Clearwater) was appointed by the City Council to serve on the Board of Trustees of the Police Supplementary Pension for a period of two years, November 1, 2008 to November 1, 2010. The Board of Trustees of the Clearwater Police Supplementary Pension Fund recommends that Harvey Huber be re-appointed to serve a two (2) year term as trustee, with term to expire November 1, 2012. Mr. Huber has stated that he will accept re- appointment. Type: Current Year Budget?: Budget Adjustment Comments: Current Year Cost: Not to Exceed: For Fiscal Year: Review Approval: 1) Clerk Other None to Budget Adjustment: None Annual Operating Cost: Total Cost: -0- Cover Memo Item # 11 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Meeting Date: 11/4/20 10 Approve a contract (purchase order) to Advanced Public Safety, Inc. (APS), located in Deerfield Beach, Florida, for traffic crash reporting software, in the amount of $101,358.75, for the period January 1, 2011 through December 31, 201 land authorize the appropriate officials to execute same. (consent) SUMMARY: The police department is currently utilizing PSM LERS crash reporting software. The software vendor is no longer in business, and the department has had to rely on the city's Information Technology Department (IT) to support the product. The support rendered by IT staff has been outstanding; however, the State of Florida is making changes to the Department of Highway Safety and Motor Vehicles (DHSMV) crash reports that require changes to the existing software that cannot be accomplished. The Clearwater Police Department is required to identify another product to generate crash reports that complies with the new DHSMV format prior to January 1, 2011. Due to budget constraints, the police department has absorbed the loss of Police Service Technicians who once handled traffic crashes that did not require a police officer. Therefore, the product identified to create crash reports needs to be one that promotes the rapid completion of reports, timely submission, and supports electronic transmission of data to the DHSMV. The police department has reviewed multiple software options for crash reporting which included TRaCs, CTS America, iye-Tek, and APS QuickCrash. The alternatives were analyzed by looking at company stability and reputation, information obtained from agencies currently using proposed products, review by Clearwater road officers, price, and the ability to build efficiencies onto a new platform. The police department recommends Advanced Public Safety, Inc. as the vendor of choice and has conducted business with this vendor in the past. APS currently provides e-citation software and a mobile handheld solution to the Traffic Team officers assigned to motorcycles. The department's experience with APS is positive; products have performed as promised and implementation has occurred without any significant issues. The company has remained interested in the performance of their product in the field by continuing to identify improvements. The QuickCrash product would build on the existing platform we have for the motorcycle citations and be able to expand the citations to the officers in the field when it becomes economically feasible. The price of the APS QuickCrash product is $101,358.75, which includes maintenance and updates for the first year. The recurring cost for annual maintenance every year thereafter is $10,868, and necessary to ensure the product is updated to meet the DHSMV requirements as they change. Funding is available in Special Project 181-99329, Investigative Cost Recovery. Type: Other Current Year Budget?: Yes Budget Adjustment Comments: Budget Adjustment: None Current Year Cost: $101,358.75 Annual Operating Cost: $10,868.00 Not to Exceed: Total Cost: $101,358.75 For Fiscal Year: 2010 to 2011 Cover Memo Item # 12 Appropriation Code Amount Appropriation Comment 181-99329 $101,358.75 Review 1) Financial Services 2) Legal 3) Clerk 4) Information Technology 5) Clerk 6) Information Approval: Technology 7) Clerk 8) Assistant City Manager 9) City Manager 10) Clerk Cover Memo Item # 12 Attachment number 1 Page 1 of 12 A irirribl umparl Proposal tor: Clearwater Police Department [date 10/1 /2010 Submitted by: Advanced Public Safety, Inc. Item # 12 Attachment number 1 Page 2 of 12 SECTION 1: JURODUCTION Advanced Public iy Inc. (APIJ'), pi us.°d t submit the attached props.,,-'I. BPS Is focused on providing SOILFiD th,: enable:? I?ivv ,,r c -tie ncies to increase safety, It= Ir'1C)l, and productivity. The APS quu._f; Ir,-.,.,s al' hardware, and deI I oJit,i ,,t i ?s to implennent the desired solutic, -I. AP is the market leader in providing elr^^tron'sc Ticl-ti>?r Farr ? ?-nlutinrQ R,opo,';nri furtctr:nna lity, end Voice apl,licatiC:n,' to law enforcement agencies. We .rer tl, : - I, with U ;er 7Qn -if_r-ncR, , ar oss f,Jorth America. Each d over 25,000 lav, ]fG72 SSIGnaE5 ul ls.c' ttie + chl-l0, >o V S[]UR!"10iF.S provided by APP. In ??Ct?7l'tla ?. APS na. ,stabiisn .o if- I-tticilis'c'ips with y m.i ci -AD, t- icibile and CMS vendor in the public i-,dustry - to assist ?..- requiU.ite irltegiatiun efful1.. AP S is a secure, financially-strong company owned by Trimble Navigation, Ltd (Trimble). Trimble is a public company - listed on the NASDAQ Exchange (TRMB) - with a market value of over billion. Trimble's solutions are deployed in over 100 countries around the world. APS is the head of Trimble`s Public Safety Division. and continues to expand the breadth and depth of our solutions. We appreciate your interest in 'he ? olution,? c,t,)r?,d by AP'? ll welcome the opportunity to discuss this proposal in further detail. Please coiitact inr: it _,cl_ need iif!di _naI information or have any questions. Item # 12 Attachment number 1 Page 3 of 12 SECTION', 2 AP offers a fi-rgcies fiv major techr ;ology srolutr r 1) Voice Input ar. i ',. e I?J?E.,anse appliidt'€ ns for the mobr'- It.l`le? co l,PC Ili- 2) [ ? . iti i &,'iiI j JIiiri! ii fci" the [ll il'I ,illt?ra i,,id -??!i',Tleld devices. L ?,cti,-ric L=:`.a T laiwh-i of forms wfarr: a. njn .u back ei : CJUrt s ," ,_is t) a comprehensive Fiel_i-h'.- Hepcr.mg (FBA and 5) oast-effect' Autc?late Vehiclc Location (AVL) application. T1, ig sections provide -11 "grief overview of these solutions: . Voice Input and Verbal Response For agencies that deployed a mobile data £ st, n in their patrol vehicles, AP offers agencies the following two voice id t l,".c- lions to increase safety ar 1 productivity: Tice Input for Mobile Computers - Qui mandTM uickCommand cables officers to use voice commands, such "Run Tag" or "Clear Screen" to cc,lt c.l tl vir mobile data s . tc: 1-. The QuickCc?r,ry, _!.i d application uses a pa.e ri-,:d to.hnology to filter ,Found noises and p! r.'ir:,I complete `comma,i r3 id, control" capability of the mobile computer, Voice commands can be ing A thru {with the applicable phonetic alfffff.} ha.a cr. _ :Jed' by the agency), tf thru 9. and an unlimited set of defined The QuickCommand solution utilizes a spec' al array micicphone (installed can the sun-visor) in the patrol vehicles to enaNe the vice i , u funi-f onality to operate properly. The four-part array miciuph ie. inco7{pu ateL a patented noise reduction algorithm for eliminating backgr,_)und sounds. QuickCommand enables ort c i ? `c enter vital information into their mobile data system without having t- Lik, t it r J v es off the road. or the violator. Verbal Response of Mobile Data Query Information - Qui kVoi eT Qrrirl,Vclce is an ap; l -_:iun patented by AP5 and ^ . l conjunction with your agency's moCle :'ata system. T i ':t ickVoice solution officers with an audio response of si-cific data element: feat appear on the mobil:, computer screen - after an officer has initiated a rn_,,)i,L data query. QuickVo ce is a customizable application that enables agencies to specify the exact information they want their officers to hear based upon the data provided within the mobile query files. After running a mobile data query, the QuickVoice application automatically analyzes all of information within each mobile data query file and ire mediately vocalizes the requisite data elements. Each audio response is provided with a clear human voice (not a computerized: synthesized voice) - ensuring the officers can easily understand the information provided.. Item # 12 Attachment number 1 Page 4 of 12 The QuickVoice software provides an audio response of any fiat,. . ul such as: colt,, w 3 ,, e, and rnodel of vehi _' _ ° outstancFnr.; warrants: ste!ien vehicles driver's 1, rust' and tern rari,,1 i rat i-nation. In additio , br -rid rill i enc(autom-i,:--0y calcul -?r -nse plw," io dates; length of ou'.-, alerr. -ll1i-_;i-s of pj,,.JI-?drl- ;.rrons' ?1-iis:ucts, and cun?a i-ts ii.l_fifional analysis. Trig r_II . ?.ti u,i )11].rrdes all thr ritlcal inforrii;ition officers n+-gad to know tea look at thu nr_ALile ?nFru !-reen. . eT'O-: eiii'rig for L-1 _-1 s I`-fartdi ? ,, t.es APS offers jq,L -i.. . most coMpim hensive elects i I, ; _,c_ Iritions that can be installed on both the mobN's. and handheld devices utilized f}r I_,,,. ei te. ,,?rnent agencies. APS lt, .I',e only solution provider that offers the patented auto p'f_i_, .i. _ that enables an officer to 3 an electronic ticketing form in under 0 seconds. Electronic Ticketing for ti:. ,rf EL I: Computers - ick icketT The APS QuickTicket solution jqiiificantly less expensive than a h ir ilrt id ticketing d' solution because it 1e1 ei, a os h . hardware (mobile computer) that a+. r,acres have :Iready deployed in the it ii l- ?, Thq only additional hardware required for this aolution is the deplc, ..urr, of irul, I printer. The wi::ECTlcket application is installed on the rnoLd _irnl _,; ^r ns titic, l l 'layer to the current Mohil'C ,' dtn system. Once an officer initiates a mobile nr vehi.^le, he/she can i: une key on the mobile computer, and the r_ L,i,l, ickel gin, ,maTically r;reates an elet:ricinic ?fSli-n of the cit.3tl?on u?ii the sc[eer, r,_r [ ai'Or! IS ;;t^ rTc tc. h' ftlS}. toCniplE_te the Cltil .!n. all rN.ij, r?ECJ trrPe ?7L7b1?e ct_ 1, s P offG?oi j.i-l ;eleii, ; the applica,Ne °4ic ., - iE_, ,! _> n, ocl :.crop-down rncn,a ri stabllshcJ Ly uuiiir ag:-ii_-,( - and ;he approp ,Ae nw-intur, fine amor.ii--. and court [nrurrri.3_tiin are autn i-it'?cally populated on the ticket. Tf,is unique electronic ticketing solution is only offered ev APS and was `led a patent by the U.S. Pate it and Trade C li c 2003. No C)° t tend or C fC1t a i° z ![ i M -b,et by t o tip ,+^rrn7 fr ? 7 r ?' f ??.?r?t date, f irCs - l_._+f c, ldQr s can oily rf'„r 'I _ n cor urr Ii?r.1 taek -,f acanrirlg tli lr s driver's license - which only inputs a r;K:I amour: +cf _i.it"j i'7to the ticket citation form Offl . ;rs :still r vr- type-in all raf +h, oth,-r r ;,arsifo data onto the ticked ig t - m. 1 he ui l l . ,r t solutic l _I;nril ?:rrs all Li manual data entry, and enables a -er ':o complete ticket v irk two keystrokes, QuickTicket the most cost-effective and efficient method for lava enforcement agencies to issue ticketsic[tations. Item # 12 Attachment number 1 Page 5 of 12 Electronic Ticketing for Handheld' Devices - FccketCJetionrm The APS Fc) I.I t:_itation software ei,ables agencies to issue + ? ,tl ns „^ ititi mrnmrl nrrm:_er of "clicl handheld device. Every ret?;r r t?re Pockc , ..'iL- sCr, fion is c. and configurable to irtatcl flow our agency, I the ailto-p(-?pulation and data, feature .3 oft!-,red within tine , %P', o .a..un iiSlure t,ie iii-kr1 is ?-ii-curate and cons[ L--,. All of till- uirr p down lists, ri.f;sult values, iiici +-h,-..l t)ci us ?,an it- updatG,.l ri;odified by your tcy -. r .,'a F. ch officer l ?t utll-2es tl?i?, i !, I?t Jesi'!•ed;l. OM -is itliliut_e ti b t; ?..li,lf?,^a the ??, _,?'rlpe on _i 1 liI 2) scanning the bar-' rl_lh_ UI uriilsr- e, .ag._' <,iion card, al-do. vehiCl- I[), Lr ito i:,":J)ulaii ''`f the violator and vehicle i,t. , iiiat cal i from a n wile que f available see below' j' T} 11 nt, .llv I_' rising the violator,veh cle information on the handheld de',;ice. After entering the vehicle infoi itil'-. officers select the applicable location and violation(s) from dreT)-dl,.•.r ien'us on the randheld device. Ti , PocketCitation software Al :t'_: not ,; a.II,F populat_ ? appropriate stag? number, tine amount, and L?-tit induration (if u?lIti Leo} along with unique ticket number. Officers can also capture e e',Ai i :si:;r atiims, digital photos. nnrl textr''vo"?&, diagram notes - with the T ui i °,,-, , ii'n rl.old or include these ;;ems wl. m printing. In addition, AP S l_ ,',.,i11 s an option for street locatl_1r,?;si t., Ue auto- populated into the ti ;et I_,tii OPS technologies and the Jilique Al".- reverse c eo-cod - -- urc. PocketCitation is the easiest handheld e-ticketing system to learn and uti, e because of the intuitive user interface and enormous amount of flexibility embedded into the application. IU V U Si RC 4'.1 1[A I•it Optional 'rat illy Ui ita Query Punctionali y: As an add-on feature, APS offers agencies the option to initiate a mol)il = data query utilizing a handheld device. Our se. ure mobile data platform allows access to all law enforcement data repositories, including: NCIC. State, -inn sf-i;1 ed databases. Multiple data- sources can be searched from a single query APS utilize E dl _ ioyment methodology that does not require a costly on site server to be added to each agenc°/'s network. APS offers a flexible, cost- effective mobile data solution that provides agencies the ability to access mobile data query files on a handheld device. Electronic Data Transfer of Forms Information One of the most valuable functionalities of deploying an electronic ticketing/forms solutIu i is the ability to upload the information from the form into requisite back-end database systems (RMS, Court, etc.) - without any manual data entry. AP S has spent years estabirshing relationships with each of the moor R MS and Court vendors to develop the reca_ sit d .,a tr;_ nsfer protocols to enable this electronic data transfer capability. No other electronic deployed data transfer solutions ti?th each of the rriaior RM and Covert is 1 i,_ sra,viiary of the APS data transfer solution. Item # 12 Attachment number 1 Page 6 of 12 Electronic Data Transfer t Back-End Systems St .d r7.a p rtT Once an electronic ficl r-t,?_^rrn s printed and;or saved, the ma,tExFCr! t :ii i IM ,, creates the requisi`. c' r, t lr. e,?ctro€licaily transfer th. `.i k-, rn ii,l')rm, C-i Un to the necessary b, ::1 , Sr i?wtL Dort the business rules provided by your agency and the requisite ba k-end database ver0or(s' t a data file for each ticket/form. The data file can be provided in a. ' i t ^ of formats, Iric i, ii_i: ASCII G V. ML. , XDM. etc. In addition. AP works wiVi ea(-,h database 1,,1L 1 ul :??sure IPre info ilaiir each data file is provided with the correct d.It a L?!-I a. C) ? ?.ir (ie - Last Name then First Name, et..). Tyl Ir ;illy, data files being transferred to dff, -I1,? I. r. r i latabases have different file formats a d dll - , "-!-,ror.1as - AP coordinates this effort ci j I, Can .L- the data file is treat-d, APS transfers it to a 1cc-,tion on your agency's I.T. network {usually an FTP f?rrr r rr- shared dri%';7 The bar,- r Fatal ,, vendor then provides your agency an "upload l retrieve the d ,, , ;II (s) from this IOC .tion ft nport into their systerrr. Data from different forms can be transferred to sc.p-rate drives f Ic r: 1 Wi Jred,j The following is visual representation of the data transfer process: martExport pro Irlea a 100% accurate a,ie r I :,We rn?,'gin;d of importing ticket/forms data directly into the recImsite back-end r= rt;t.,:t ,e systems, In ar-H ,lr- i, ii elii?-i ,ates the need for repetitive manual data entry increases 07I;,i ncy and eliminates da , viii s. . Field eased' Reporting (E FL) AP offers agencies a complete FiC- L.:scct Reporting solution that includes five modules: 1) Electronic F:_ iris, ) Workflow,Approval Processhig, 3) Reporting,. 4) Geospatial!Data_mapping Analysis, and 5) UCJ111:1-1erce. Fielyd-Eased Reporting - Repfcr SeaMTM 1, n SIPS Reportl3eam solution I_ ov€des agencies a wide array of additional features ®urlctionalities related to electronic forms solutions. 1. Electronic Forms - ReportBeani enables your agency to create an electronic version of any ,i,jpi°ct form. Each form is customized to the exact specifications of your agency with the requisite validation rules built into the application. Item # 12 Attachment number 1 Page 7 of 12 2. Workflow Approval ProcesqLn2 - The PeportBeant Work`I! r, .Api roval functionality e fables agency personnel to automate it 1.?-cess of mciiitori ir), reviewing, apr:!_saving, r, renting acid auding cornments to any electronic fora. r ithin tii s. rr This module utilize: c',! v l !fined groups and reporting structures o p user GoCU ', ?i' '''' ar d?}ai$i4ar , Reporting ReportBeam prcvld agencies unli ized and a - hoc reporting r..jil., Pepnrts can be generated based cm? -,r di r o -it,a y ield wrti' n any electronic form cor i:? tied in the AP solution. 4. Qgos atial/.Data-mappiraa_! - T _ ReportBearn Geospatial 1-.iovides data basic mapping da asaint rya capabiliti!a tai i ?w1-1110x' to ..bird s-eye vie,.., maps v .h data points, to .. tellite imagery overlays showing im-,, r l;ecrtic locations and structures. . eCommerce - Finally. the Ps portSeam solution allows your agency to enable the general purchase copies of contple'!rd ,i ; ncy forms utilizing a secure interne-t website. The APS Repc iL i,ii solution is the most comprehensive, customizable FBI ; solution safety agencies. d AUtcrnratic "vehicle Location (>AVL) APS as developed a cost-effective AVL sol ,ti ,r Mat can be deployed and implemented by any agency within lust a few days. PS/A L Vehicle Tracking Application ® S yVie "11 The APS SkyVre,:, ap li „-*# on is an rnternet h a??_-d AVL solution that provides du-'ailed, .j! curate, real-tin ; ?,?r icl r tracking, data ail ct f;nd storage of vehicle t cti ities - requiring only a PS receiver and a s 3 I application. Using se:,ure web-based interface. GPS irlform?ai _ii -a rle into-r'iO brt 21 utili,'jlj,J appr piic-cc security protorols. The ,'v'ItiL'u u c;i-I' '_,rfacu pi j," Il.sl ("l r,!^:1i,^i' C Cl tracking, satellite stand. o im ps. and variety c- ether da:a elements. Sh-`? ?w Is ESRl shape files, and allows fo,- the fly i I t,,, t ..-i a j ate u. r '-',strictrons, customize displays, and `_Idcik ril-l ipli- uri-_,. y Sj,,View is a cc flE?i+_:I encrypted and fully-secure „,eb-f)ased syslem located in a secwe, centralized rnonitorim ciualinil. The sclunr_?it provides an easy-to-use interface thdt?rei_iiwie,, cilly rrinirnal training. r Unlike expensive competitive solutions, the AP SkyVievw a solution operates with a variety of GPS receivers, and can be deployed in a cost-effective manner in just several days. Item # 12 Attachment number 1 Page 8 of 12 Ah'? prices itself on the ease-of-use of our __.licrns, Our s IiIiin is ::re i tuitive and r°iany cfr i, -7 can utilize them without any o°---` i PI'S oi,or fwo mair5 r eii irirr n:a one for End-Users and one for of eac l!amin'J mc..i,ic Ent_i r oar t -j rir', 0, oically consists of a half-clay of clr- ,room training on the software a r.r t . r-ppropriate ha i are _i J sl, and a halt''-day of dive" field i, y. The training is very strarghtr rv,. and includes a ccimplete, ?!ep-by-step user manual. 1°ralnees are i Mcled hands-on use of the dep'lo,.d solution, and th,: opportun w e !o address all questions. Tech ni a r T ; g,. Technics ii air:Ii g is de-igri=i-: for the tuch dial aersonr ii, who + III I _r '-j ` the c;'stam on a regular basis and Puw fu ii Las c 3 .:ti malnt, ii,-.,,lc w 1;Fid sd -iiil _: 'on. goy pei' a'.'rtI ai,e c"ly expected to handle basic L-,vel 1" type support issues. such as: • Pnsr oririn on the device • L rtl.:'rir,s seeding to be rc ii A Opr: [ ?'.i r ; srern rnalfunctio • User rig its ie - permission to i 'ril I _r run software) • User co,ir ;.`i', rt ,>f (ic '- turning u3 ,!-ie liundheld unit and printer, battery replacement) The tr- i'* t avill address all -1 ,c F?':-qtr ,?ia9 "Level 1" technical issues All "Level " and above support issues will F,. handled by AP I uclmii?al Support. AP will work with your agency to customize these training courses to meet the specific requ`rr_rr -t_ of your agency. The AP training ensures all requisite agency personnel fully understand the s; -;uln and are confident in using the solution on a daily basis. Item # 12 Attachment number 1 Page 9 of 12 711 I` .. , m r N1 F,J 6-- L, ,A APC wort s to l-r-x:_.e the f ? at cl i 1 #,r- .. -l st; 11-ort ervrces with ach ` our deployments. 'A'1_ _nSUrl r 'I 1 , ;iii :il 1 r r'f depioym.--t u .1 i,- ord. During the :ii rCJfl?i Ci'? th AP:? R iaCJ+; ii ui' az 1.' main (i: 4 >,'?', Ing an intimate agency's dept G.i wL p1?:.1 - wi I ar <;U S or adju5tr'- _ ',Irc. ijay be needed. rs r°neasurod by the agency's sign-off and final approval.. In addition. F J =each agency a s'.action survey and follow-up with periodic phone/email messages requesting ?,uston»oa feedback,. In t+ liiic;n i tfi,_ -?me tec nnical support offered dui ii iii f: I rplementalion, AP offers an annual scr+ fI_e N1.+1 rtwn.tn_- that covers ALL ug)u.- 3, 1-?1 old modifications to the deployed the features and benuli, wit firm plant: Trained support staff a u.la i!. is telephone between 8:00am to 7:00pm (PST) Monday through Friday to assist yore ! amt issues or question In the eves 11 f , 1j1 tl <i.. 1 urs of the der fi support hours tCI pn()n li+uu,s PC: ?;day- per weuk t the term of the ft',3ir ??_;x ",ureement, A-,-.,-__ to the AP5 l'n , i+ae Base system that contains troubleshooting and FAQ customer sr,ppci-t and product ict L F ri€ d17 R,pdates of the stAL pare that may include (but are not limited to): (A) enhancements to tl , it-,, ire requested by the client; (B) modifications required by federal, state, and local Bove, liments, and (C) correction of any defects. 100% guarantee that the AP T >-h jral Support team wili continue its dedicated effort to ensure quick turnaround for any n,oditi ti+ i? and revisions to the agency's solution, as well as prompt support to correct any issues tl.it r',?y arise. The AP support team will work with your agency to ensure each issue/question has been resolved and your agency is 100% satisfied. Item # 12 Attachment number 1 Page 10 of 12 APS pro. _, I technology tMP Ii. safety and effecr i of law enforc s. f-ounded by 3 ` ?c Pte.. Beach (FL' Pul! ?t.,I`tC sit, APS f- -;n I . _luping solution j ill 1. and hanci i l , ia,ecf by public k ' ty a envies. The APS s con ,,i - I i I c ; and de a l y i> ! surety -11 ici officers, The pr :1 y 4PS solutions are "ripen systenn" app r ?a'-)I'k in conf,unction with your agency's current toc-! iology infrastructure to enhance its overall fl! :tI r:, lil - your agency does not have to replace any of its current technology. The "on-board: intelligence" system '-rjtlt Into APS applicatlot > > r-:, -s all of trio information provided by our solutions is 100% correct. cented APS voice respur =e and a.Rto , u'ation features enable officers to complete thei ork ?? u _ t APS pii?fes itself on I I i:I the rno,?, r technologh.°s, with our Each of the propinied ha?d^ r.i?, ornponents f.zve underdone c -fi ,r,ive fiel,_°..t: _ i,-i i, and most cos` d :nvc clutLm & sol.ition available on the market. I-tlr1 r@on r ,-i,v °t -he hi! a?. P6,iants can be i?aoctiin d, upg i I,-! ?_, altered to meet the exact recd i I of y .Ir vI li Y As the needs of your agency change over time, the APS Malntenance,'S. rii( ` Flan ensures your agency receives necessary updates and modifications, Our personalized cusicmC r support is unmatched in the industry.. Through the continuing of cutting-edge solution., fir riihlic safety and law enforcement agencies, APS has preciu eel riH r,, ressi e array of patentc.i Our proven track record of staying ahead-of-thc-ctrl _ i'r rte cfF_?ve!U[J rent of vital o :ty olt tions, a] ,,.,elkas partnedrij- with other exceptlon?l has helps ; _1deli s+_r 1r11=)1C, ;, solutions that ???ac .,t tl?e needs t_r ay's agencies. By selecti ig iAP` as the sjlul ? pludiclci ',oi IN-, Initiative, your age.- y u,an be aswulu !that they will receive the mo l Ot -t ,. e technology solution .r; ril, l?le, Item # 12 Attachment number 1 Page 11 of 12 5"uc r hirvva D[J r r l Dee fic(.i Pe_r :i-.. Al 1 9a4 354 [C,? ;Main) ' v A a E e"" A I..rinible C r,pany Contact. Lieu's cant Daniel daughter agency Name: CI- r 0 °r Police deparlment. Address; 64°1 i arce Street City, Slate & Zip:: Cleameater, PL 33756 17'a 3 WwAk r 0% so& o s Date. 6 --")10 Order No: 006700000OJczPP C , Tr ct Name. Tommy Lop-,- (951J -71-!, 1"03 Reportl3eam Engine Initial set-up and indexing of - - $4,999.00 $4,999,00 forms within the ReportBeam solution UuI.,:Crash with Auto-population of state $350.00 $61,250.00 crash/aecidentform using S :Iar: o Js exlstin- -obile software wl Repor -e:€m Workil( Rep,_ t I GE furn_. ? ties, aria lµ al; diagrams ng SmartNJumber 1st form Centralized Nur'l_ ring (... $2,50000 32.500.00 Database f-ir F ,i r SrnartExport Electronic exp t ut t i :i L) port te, r L LAISMV 2_900.00 $2,500.00 for import to b-_1; , n d .. = ms - RMS, Court, etc. (May reglp?re add 'I fee from back- end. endor) AnnuaV ii -i:-r A,[-' .t Maintenance Reduced to $10,868 x.868.50 $18,868.50 starfrng year 2 Protect Management j Dedicated Project M n X71- X5,241 25 $5,241,25 assigned from PO thi li;' i Software Acceptance, Provides single point of C'ontaCt.. TraIrllEbC} Per Diern Training $2,000,00 $6,001-' NET TOTAL (USA) $101,35867; You have received a discount of (IUSD) $38,575 Pricing guarantees until1U11/201 0 Item # 12 Attachment number 1 Page 12 of 12 All Customer purcl se or61?rs for ,APS pr acts and e ; e ?,ti ir: i=.P ' End User L+„r ns E : eonient and Terms 'm Conditions of Sale, which r-- 7t http', 's.us dov'nk? )nr?s tqi_- i -i, Such de-ms, :'yang .i';;I any additional t?3rrns and conditions agreed to and acc t;>>t,PSto?::intc r:jrchaseoir;:-r, Ah,, 'Ipulatedinv.riOiii? shall prevail over any<sifraringor conflicting terms in V Noposal. Fay. lent Terms: h?°?© dut' npoi-? r:c.' sta.' ?'rstomcr's p,?rcf,ase crder 40%doseup,.r iniit- aisll+,, r xcluc?E??? Srna(<Export) 10% or rerrai ider due c":mplc-kinii ::md p?roal hardware delivery Item # 12 ?- Meeting Date: 11/4/20 10 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Approve an agreement with the Board of Trustees of St. Petersburg College for provision of additional training for the Clearwater Area Task Force on Human Trafficking, from November 5, 2010 through September 30, 2011, and authorize the appropriate officials to execute same. (consent) SUMMARY: In 2006, the City of Clearwater was awarded a grant in the amount of $450,000 to fund the creation and implementation of the Clearwater Area Task Force on Human Trafficking. On September 20, 2010, the Department of Justice/Bureau of Justice Assistance approved a budget modification that would provide for the reallocation of $10,000 of funding within that grant to contract with the Board of Trustees of St. Petersburg College, through its Florida Regional Community Policing Institute (RCPI), for the provision of additional human trafficking training for the task force. All expenses will be charged to Special Project 181-99277 which was previously established to account for all expenditures associated with this grant. Type: Other Current Year Budget?: Yes Budget Adjustment: None Budget Adjustment Comments: Current Year Cost: $10,000.00 Annual Operating Cost: Not to Exceed: Total Cost: $10,000.00 For Fiscal Year: 2010 to 2011 Appropriation Code Amount Appropriation Comment 181-99227 $10,000.00 Review Approval: 1) Office of Management and Budget 2) Legal 3) Clerk 4) Assistant City Manager 5) Clerk 6) City Manager 7) Clerk Cover Memo Item # 13 Attachment number 1 Page 1 of 4 AGREEMENT THIS AGREEMENT is made and entered into on the day of November, 2010, by and between the Board of Trustees of St. Petersburg College hereinafter referred to as the "Contractor", and the City of Clearwater, Florida, a municipal corporation, hereinafter referred to as the "City" WITNESSETH: WHEREAS, the City was awarded a grant in 2006 from the U. S. Department of Justice, Bureau of Justice Assistance (DOJ/BJA), in the amount of $450,000, for the implementation of the "Clearwater Area Human Trafficking Task Force;" WHEREAS, the City has received approval from DOJ/BJA to reallocate $10,000 within the grant to provide funding for additional human trafficking training; WHEREAS, the Contractor, through its Florida Regional Community Policing Institute (RCPT), has agreed to deliver human trafficking training for the City; NOW THEREFORE, in consideration of the promises and the mutual covenants contained in the Agreement, the Contractor and City hereby agree as follows: 1. TERM. This Agreement shall commence on the 5th day of November 2010 and shall terminate on the 30th day of September 2011, unless earlier terminated by either party hereto. Either party may terminate this Agreement upon thirty (30) days prior written notice. 2. CONTRACTOR'S SERVICES. The Contractor shall furnish material and perform defined aspects of the work for coordination and implementation of Human Trafficking Training, in conjunction with the Clearwater Police Department and any other entities determined by the City, per the attached Scope of Services (Exhibit A). 3. CONSIDERATION. Upon execution of this Agreement by all parties, the City will pay for costs associated with the implementation of the program as specifically indicated in Exhibit A. The Contractor shall submit billing to the City for each of the five training sessions implemented, for which the Contractor seeks reimbursement pursuant to this Agreement. Contractor will submit bills in the following amounts: $4926.00 for one Advanced HT Investigations training; $1,493.50 for each of two Introduction to Human Trafficking trainings (total of $2,987.00); $1,043.50 for each of two Many Faces of HT trainings (total of $2,087). Such billing shall be submitted to the City no later than twenty (20) days after the delivery of each training session. The City's maximum liability Item # 13 Attachment number 1 Page 2 of 4 under this contract shall not exceed $10,000 - the total amount budgeted in the grant for these services. 4. THE WAIVER. Failure to invoke any right, condition, or covenant in this Agreement by either party shall not be deemed to imply or constitute a waiver of any rights, condition, or covenant and neither party may rely on such failure. 5. NOTICE. Any notice or communication permitted or required by the Agreement shall be deemed effective when personally delivered or deposited, postage prepaid, in the first class mail of the United States properly addressed to the appropriate party at the address set forth below: A. NOTICES TO CONTRACTOR: Mail to: Eileen LaHaie Executive Director Florida RCPI P.O. Box 13489 St. Petersburg, FL 33733 B. NOTICES TO CITY: With a copy to: P.J. Dillon Grant Writer Florida RCPI P.O. Box 13489 St. Petersburg, FL 33733 Mail to: With a copy to: Anthony Holloway, Chief of Police City Attorney's Office Clearwater Police Department City of Clearwater 645 Pierce Street P.O. Box 4748 Clearwater, FL 33756 Clearwater, FL 33758 6. ENFORCEABILITY. If any provision of the Agreement is held by a court of competent jurisdiction to be unenforceable, the remainder of the Agreement shall remain in full force and effect and shall in no way be impaired. 7. ENTIRE AGREEMENT AND AMENDMENTS. This Agreement constitutes the entire agreement of the parties with regard to the subject matter hereof, and replaces and supersedes all other agreements of Item # 13 Attachment number 1 Page 3 of 4 understandings, whether written or oral. No amendment or extension of the Agreement shall be binding unless in writing and signed by both parties. 8. BINDING EFFECT, ASSIGNMENT. This Agreement shall be binding upon and shall inure to the benefit of the Contractor and the City. Nothing in this Agreement shall be construed to permit the assignment by the Contractor of any of its rights or obligations hereunder, as such assignment is expressly prohibited without the prior written consent of the City. 9. GOVERNING LAW, SEVERABILITY. In the performance of the Agreement, each party shall comply with all applicable federal, state and local laws, rules, ordinances and regulations. This Agreement shall be governed by the laws of the State of Florida. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision. In witness whereof, the parties hereto have set their hands and seals on the date first above written. Countersigned: Frank V. Hibbard Mayor CITY OF CLEARWATER, FLORIDA By: William B. Horne, II City Manager Approved as to form: Attest: Robert J. Surette Rosemarie Call Assistant City Attorney City Clerk ST. PETERSBURG COLLEGE By: William D. Law, Jr., College President and Secretary to the Board of Trustees Item # 13 Attachment number 1 Page 4 of 4 Exhibit A: Scope of Services Reimbursement will be based on the provision of a total of five human trafficking training sessions and will include all costs for instructor expenses, RCPI staff expenses, and class materials. All trainings will be conducted in the areas that encompass the activities of the task force, including the counties surrounding the Clearwater area. Training sessions to be provided will be: One, three-day Advanced HT Investigator Class; Two, one-day Introduction to HT Classes; and Two, four-hour HT Awareness classes. Item # 13 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Meeting Date: 11/4/20 10 Authorize settlement of Sprint/Nextel Frequency Reconfiguration Agreement mediation involving the Federal Communications Commission's mandatory re-banding of the city's public safety radio frequencies, by allocating $100,000 from the Garage Fund retained earnings as the City's contribution to the settlement and authorize the appropriate officials to execute same. (consent) SUMMARY: In 2007, the Federal Communications Commission (FCC) ordered a mandatory re-banding of radio frequencies in the United States, Mexico and Canada. As a result, the City of Clearwater entered into a Frequency Re-banding Agreement with Sprint/Nextel Corporation in October, 2007 to exchange two 800 MHz public safety radio frequencies owned by the City for two frequencies owned by Nextel. The exchange of these frequencies would allow Nextel to consolidate all their frequencies into one spectrum area, causing less interference on public safety frequencies. All radios owned by the City would require tuning or replacement to make the change. The City had old radios manufactured in the mid eighties that were not capable of this re-tuning so Nextel agreed to exchange new radios for the old radios as appropriate for this situation. The City determined that 486 radios met the criteria for inability to accept the tuning process based on information contained in various documents and supplied by certain vendors, including Harris Corporation, supplier of the radios and radio information. After the radios were exchanged, it was determined by Nextel that the 486 radios did not meet the criteria and should be returned or the City would pay for the new radios. The City disagreed and felt that the information used to return the radios was not current and did not contain the proper coding to assist with identification for the radios. It was clear to the parties, however, that it was inherently difficult for anyone to determine the necessity of retuning and/or replacing the radios due to the radio age and how many times each may or may not have been "touched", i.e., retuned, upgraded, repaired, etc. Therefore, the dispute was sent to a neutral FCC mediator for review. During the review process, Nextel, Harris Corporation (manufacturer of the radios used by the City) and the City decided to reach an agreement that would require Harris, as its contribution of the settlement, to send 386 new radios to Nextel to be accepted by Nextel as full settlement of its claim. The City would pay Harris Corporation $100,000 in consideration of not having to remove the disputed radios from public safety vehicles as its part of the settlement. Parties involved are not admitting responsibility for the error regarding the coding, but all have agreed that this settlement is equitable to all parties. The City will keep the 486 radios valued at approximately $1,360,800 (received under the original agreement) and this dispute will be closed. Type: Other Current Year Budget?: No Budget Adjustment Comments: 1st Quarter Budget Amendment Current Year Cost: Not to Exceed: $100,000 For Fiscal Year: to Appropriation Code Amount 0-566-06611-534000-519- $100,000 0000 Budget Adjustment: Annual Operating Cost: Total Cost: Yes Appropriation Comment Garage Fund Unrestricted Retained Earnings Cover Memo Item # 14 Review Approval: 1) Clerk 2) Assistant City Manager 3) City Manager 4) Clerk Attachment number 1 Page 1 of 6 ESCROW AGREEMENT THIS ESCROW AGREEMENT ("Agreement") is made and entered into this day of October, 2010, by and among the CITY OF CLEARWATER, a municipal subdivision of the State of Florida (the "City"), HARRIS CORPORATION, acting through its RF Communications Division ("Harris") and SHULMAN ROGERS GANDAL PORDY & ECKER, P.A. ("Escrow Agent"). WITNESSETH: WHEREAS, the City and Nextel South Corp. ("Nextel") entered into a Frequency Reconfiguration Agreement dated October 24, 2007 (the "FRA"); and WHEREAS, a dispute arose between the City and Nextel with respect to the City's obligation to return certain equipment to Nextel (the "Dispute"); and WHEREAS, the City, Nextel and Harris have agreed to resolve the Dispute, which resolution has been memorialized by two separate letter agreements executed contemporaneously with the execution of this Agreement, one between the City and Nextel (the "Nextel Letter Agreement") and the second between the City and Harris (the "Harris Letter Agreement" and together with the Nextel Letter Agreement, the "Settlement" ), copies of which are attached hereto as Exhibits A and B respectively; and WHEREAS, pursuant to the Settlement, the City is required to place in escrow the sum of One Hundred Thousand Dollars ($100,000.00) (the "Escrow Fund"); and WHEREAS, the parties hereto, by the execution and delivery of these presents, desire to set forth the terms of this Escrow Agreement. NOW, THEREFORE, in consideration of the foregoing premises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. The above stated recitals are incorporated herein by reference as if restated in full. 2. Within five (5) calendar days from the date of this Agreement, the City shall deliver the Escrow Fund to the Escrow Agent to be held in escrow in accordance with the terms and provisions hereinbelow. The failure of the City to deliver the Escrow Fund to the Escrow Agent shall render this Agreement null and void and of no further force and effect. 3. The Escrow Agent shall hold the Escrow Fund in a non-interest bearing account. Upon receipt by the Escrow Agent of written notice from the City that Nextel, pursuant to the Settlement, has received and fully accepted the Resolution Radios (as defined in the Harris Letter Item # 14 Attachment number 1 Page 2 of 6 Agreement), the Escrow Agent shall disburse the Escrow Fund to Harris, whereupon the Escrow Agent shall be relieved of any further obligations hereunder. 4. If the conditions stated in Section 3 above are not fully satisfied within sixty (60) days from the latter of (i) City Council approval of this Agreement or (ii) the execution by all parties to this Agreement, then and in such event, this Agreement shall automatically terminate, unless the parties agree in writing to extend the term of this Agreement for a reasonable period of time. In the event this Agreement is terminated for any reason other than the satisfaction of the conditions stated in Section 3 above, the Escrow Agent shall disburse the Escrow Fund to the City, whereupon the Escrow Agent shall be relieved of any further obligations hereunder. 5. The Escrow Agent shall have the right to resign at any time by giving written notice of such resignation to the City and Harris. The City and Harris shall have ten (10) days to appoint a substitute Escrow Agent. The acceptance of the appointment of the substitute Escrow Agent shall be effectuated by written notice thereof to the City, Harris and the resigning Escrow Agent. The resigning Escrow Agent shall cooperate with respect to effectuating any substitution of the Escrow Agent. In the event the City and Harris are unable to agree to a substitute Escrow Agent within said ten (10) day period, then the resigning Escrow Agent herein shall have the right to deposit the Escrow Fund into the registry of any court of record situated in the State of Maryland pursuant to the provisions of paragraph 11 hereinbelow, whereupon the Escrow Agent shall be relieved of any further obligations hereunder. 6. The Escrow Agent shall be under no obligation or duty whatsoever as to the Escrow Fund, except the duty to hold and administer the Escrow Fund in strict accordance with the provisions of this Agreement. 7. The Escrow Agent shall be protected in acting upon any written notice, statement, certificate, waiver, consent or other instrument or document which the Escrow Agent believes to be genuine. 8. The Escrow Agent shall not be liable for any error of judgment or any act done or not taken or omitted in good faith, or for anything which the Escrow Agent may do or refrain from doing in connection with this Agreement, except the Escrow Agent shall be liable for its own willful misconduct. 9. The Escrow Agent may consult with and obtain advice from legal counsel in the event of any dispute or question as to the construction of any of the provisions herein, or the Escrow Agent's duties hereunder, and the Escrow Agent shall incur no liability and shall be fully protected in acting in accordance with the opinion of such counsel. 10. The parties hereto each agree j ointly and severally to indemnify and hold harmless the Escrow Agent from and against any and all loss, damage or liability which might be incurred in connection with this Agreement, except only such loss, damage or liability incurred by reason of the 2 Item # 14 Attachment number 1 Page 3 of 6 willful misconduct or gross negligence of the Escrow Agent. The Escrow Agent shall have the right to reimbursement out of the Escrow Fund with respect to any loss, damage or liability so incurred by it and with respect to which the Escrow Agent is entitled to indemnity hereunder, in addition to any and all rights or remedies otherwise available to the Escrow Agent. 11. In the event that a dispute arises between the City and Harris with respect to this Agreement, including, without limitation, with respect to the disbursement of the Escrow Fund, then and in such event, the Escrow Agent shall have the right to deposit the Escrow Fund into the registry of any court of record situated in the State of Maryland, whereupon, the Escrow Agent shall be relieved of any further obligations hereunder. Any costs or expenses incurred by the Escrow Agent, including reasonable attorneys' fees and court costs, in connection with the deposit of the Escrow Fund into the registry of any court of record situated in the State of Maryland, shall be the responsibility of and be paid by the City and Harris, j ointly and severally, and the Escrow Agent shall have the right to reimbursement out of the Escrow Fund in addition to any other and all other rights and remedies otherwise available to the Escrow Agent. 12. The duties of the Escrow Agent hereunder are entirely administrative and not discretionary. Escrow Agent is obligated to act only in accordance with the instructions provided in this Agreement or the joint written instructions of the City and Harris and is authorized hereby to comply with any orders, judgments or decrees of any court or arbitrator and shall not incur any liability as the result of its compliance with such instructions, orders, judgments or decrees. 13. The parties hereto acknowledge and recognize that the firm of Shulman, Rogers, Gandal, Pordy & Ecker, P.A. represents the City with respect to the transactions contemplated under the FRA and the Settlement and will continue to have the authority to represent the City with respect to such transactions notwithstanding its capacity as Escrow Agent hereunder. 14. Any and all notices required or permitted to be given hereunder shall be in writing and shall be sent by certified mail return receipt requested, postage prepaid, or via a nationally recognized overnight delivery service which provides a receipt for delivery, in either event addressed as follows: If to City: City of Clearwater 112 S. Osceola Avenue Clearwater, FL 33756-5103 Attention: Laura Mahony With a copy to: Alan S. Tilles, Esquire Jeffrey W. Rubin, Esquire Shulman Rogers Gandal Pordy & Ecker, P.A. 12505 Park Potomac Avenue, Sixth Floor Potomac, MD 20854 Item # 14 Attachment number 1 Page 4 of 6 If to Harris: Harris Corporation 7022 TPC Drive Suite 500 Orlando, Florida 32822 Attn: Danielle Marcella With a copy to: Harris Corporation 221 Jefferson Ridge Parkway Lynchburg, VA 24501 Attn: Legal Department If to Escrow Agent: Shulman, Rogers, Gandal, Pordy & Ecker, P.A. 12505 Park Potomac Avenue, Sixth Floor Potomac, MD 20854 Attention: Alan S. Tilles, Esquire Jeffrey W. Rubin, Esquire Any party hereto shall have the right to change its respective address for notices by written notice to that effect. 15. This Agreement contains the entire understanding between the parties with respect to the subject matter hereof and there are no promises, agreements, understandings, representations or warranties between the parties hereto with respect to the subject matter hereof other than those expressly set forth herein. 15. This Agreement may not be modified, amended or waived orally but only by a document in writing signed by the party or parties against whom enforcement of any such modification, amendment or waiver is sought. 17. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, executors, personal representatives, successors and assigns. 18. This Agreement shall be construed and enforced in accordance with the laws of the State of Maryland, excluding the conflict of law provisions thereof. 19. This Agreement may be executed in one or more counterparts each of which shall be deemed an original against any party whose signature appears herein, and all of which together shall constitute one and the same instrument binding upon all of the parties, notwithstanding that all parties are not signatories to the same counterpart. Facsimile and/or electronic signatures shall be deemed to constitute original signatures. 4 Item # 14 Attachment number 1 Page 5 of 6 IN WITNESS WHEREOF, the parties hereto have hereunto set their hands and seals as of the day and year first above written. Countersigned: Frank V. Hibbard Mayor Approved as to forth: CITY OF CLEARWATER, FLORIDA By: William B. Horne II City Manager Attest: Laura Mahony Rosemarie Call Assistant City Attorney City Clerk STATE OF FLORIDA ) COUNTY OF PINELLAS ) The foregoing instrument was acknowledged before me this day of , 20, by FRANK V. HIBBARD, Mayor of the City of Clearwater, who is personally known to me. Print/Type Name: Notary Public STATE OF FLORIDA ) COUNTY OF PINELLAS ) The foregoing instrument was acknowledged before me this day of 520 , by WILLIAM B. HORNE II, City Manager of the City of Clearwater, who is personally known to me. Print/Type Name: Notary Public 5 Item # 14 Attachment number 1 Page 6 of 6 HARRIS: ATTEST/WITNESS: HARRIS CORPORATION, acting through its RF Communications Division By: ( ? Charles Shaughness Vice President - LMR Products October Z11-1, , 2010 The undersigned agrees to serve as Escrow Agent hereunder in accordance with the foregoing terms and provisions. SHULMAN, ROGERS, GANDAL, PORDY & ECKER, P.A. By: 1,11-40 Name:V W ?r,r-,r, e Title: 1?,N y Date: 10 644'po't 0 RV,egaRLitigation - Con flictsUearwater, FUClearwater harris Escrow Agreement.Clean.LLM.10.14.10.doc 6 Item # 14 ...October.8; 2010 City of Clearwater ...Mr. William B. Horne, II .City Manager. ; . .112 S. Osceola Ave. Clearwater, FL 33756-5103- RE: 'Settlement of the return of equipment pursuant to the l=requency Reconfiguration: Agreement ("Agreement") dated October 24, 2007' by and. between .the City of Clearwater ("Incumbent") and Nextel South 'Corp. (" Nextell . Dear Mr. Horner The purpose of this letter is to'confirm.,in writing the resolution of. the dispute between Nextel and Incumbent regarding the..return of equipment pursuant. to Section 20 of the Agreement. As.. you are aware,, under the terms of the Agreement, Incumbent was required to return to Nextel the Replaced. Equipment":pursuant to Schedule. D: In the event Incumbent did not return- all .items of. Replaced Equipment, Incumbent had options pursuant to Section 20, that included returning the items of -Replacement Equipment for each item of Replaced Equipment not returned or -purchasing items of - (or. paying the Product Typical Value set forth on Schedule - E for) equivalent Replacement Equipment for each' item of Replaced Equipment not returned.. After inspection: of all of the radios. submitted by Incumbent, -it is Nextel's position that it . rejected a number of the radios due 'to : Nextel's position that.such radios-did not.. qualify. for replacement. It is. the Incumbent's position that'the'radios.did qualify for replacement (the "Dispute").. To. assist in .resolving, the Dispute, . Harris Corporation. :--.("Harris') :has proposed to .provide Nextel. with a : sufficient quantity. of new, radios -("Resolution Ra4ios°) in lieu of the radios and. accessories that are:.part'.6t the :. Dispute. i Upon receipt by Nextel of the Resolution Radios from. Harris,'Nextel agrees to waive the requirements for the return `of equipment by. incumbent under Section 20 -of the Agreement and Nextel will accept the Resolution:: Radios as full, settlement of Ahe Dispute between Nextel and Incumbent as it :relates to.the Replacement Radios... . Nothing in this letter shall be considered, an admission by. either Nextel or the :.-Incumbent (each a"Party"): of any: liability.. regarding the Replacement Radios or the -Dispute... Each Party and its %respective, as applicable,. officials,': directors" officers, agents, representatives,.. attorneys, insurers aand .employees (collectively "Party representatives"), Upon delivery of the Replacement. 'Radios by. Harris,. and. written Item-# .14.. Attachment number 3 Page 1 of 4 ?K?l?V HARRIS CORPORATION 221 Jefferson Ridge Parkway Lynchburg, VA 24501 Phone: 434 455 9462 www.harris.com October 14, 2010 City of Clearwater, Florida 112 S. Osceola Ave. Clearwater, FL 33756-5103 Attn: William B. Horne, II City Manager Re: Equipment Reconfiguration or Replacement Discussion under the Frequency Reconfiguration Agreement dated October 24, 2007, between the City of Clearwater, a municipal subdivision of the State of Florida (the "City") and Nextel South Corp. ("Nextel South"), a wholly-owned indirect subsidiary of Sprint Nextel Corporation, a Kansas corporation (collectively, the "FRA") Dear Mr. Horne: The City has asked Harris Corporation, acting through its RF Communications Division ("Harris") to assist the City in resolving a dispute between the City and Nextel South. The City and Nextel South entered into the FRA in October 2007. Pursuant to the terms of the FRA, Nextel South provided 486 new radios (the "Replacement Radios") to the City, at Nextel South's expense, to replace 486 existing radios then owned by the City (the "Existing Radios"). The Replacement Radios were installed in City vehicles and distributed to City personnel for official use. MIA-COM, Inc., a predecessor to Harris Corporation, sold the 486 Replacement Radios to Nextel Operations, Inc. ("Nextel Operations") pursuant to a Master Purchase Agreement between Nextel Operations and M/A-COM, Inc. dated June 2, 2006 (the "MPA"). In May, 2009, Harris acquired the M/A-COM, Inc. business including the MIA-COM business with the City and assumed the MPA from M/A-COM. A dispute has arisen between Nextel South and the City whether it was necessary to replace the City's 486 Existing Radios with the Replacement Radios or whether instead the City's 486 Existing Radios should have been reconfigured; Nextel South has asked the City to return the Replacement Radios (the "Replacement Radios Return Request"). The City has refused. The City believes that the decision to replace the Existing Radios (instead of reconfiguring these Radios) was based in part on information provided by MIA-COM. Without agreeing with the City, Harris has agreed to assist the City with the resolution of the dispute with Nextel South. The City, Nextel South and Harris have reached an agreement and Nextel South has agreed to have Nextel Operations accept, on its behalf, 386 new radios with EDACS software to be provided by Harris, at Harris' expense, on the City's behalf (the "Resolution Radios"). In return for its receipt of the Resolution Radios, Nextel South will drop its request that the City return the Replacement Radios. The specific models of the 386 Resolution Radios with EDACS software to be provided by Harris to Nextel South are 129 M7100 mobile radios (Harris Model No. MAHG-S8MXX with option MAHG-ED) and 257 P7100 portable radios (Harris Model No. HT715OS81X with option HTED). In return for Harris providing the 386 Resolution Radios to Nextel South and the City not having to return the Replacement Radios to Nextel South, the City has agreed to pay to Harris One Hundred Thousand Dollars ($100,000) (the "City Funds"), which approximates the total amount of funds the City would otherwise have had to expend to: (a) remove the Replacement Radios from the City Vehicles; and (b) collect, pack and ship the Replacement Radios back to Nextel South. Within five (5) days after this letter is countersigned by the City in the space provided below, the assuredcommunicationsTM Item # 14 Attachment number 3 Page 2 of 4 .454 HARRIS CORPORATION 221 Jefferson Ridge Parkway Lynchburg, VA 24501 Phone: 434 455 9462 www.harris.com City will deposit the City Funds into an escrow account established with Shulman, Rogers, Gandal, Pordy & Ecker, P.A (the "Escrow Agent") in accordance with the terms of an escrow agreement between the Escrow Agent, the City and Harris (the "Escrow Agreement"). Immediately following the receipt by the City of written confirmation of the receipt of the Resolution Radios by Nextel Operations, the City shall direct the Escrow Agent, in writing, to release and wire transfer the City Funds to Harris. Both Harris and the City agree that this is a negotiated compromise of any existing or potential dispute between the Harris and the City regarding the Replacement Radios Return Request and nothing in this letter shall be considered an admission by either the City or Harris of any liability regarding the Replacement Radios Return Request. Except for breaches of the express obligations set forth in this letter which are not released, both Harris and the City (each a "Party") and their respective, as applicable, officials, directors, officers, agents, representatives (including, without limitation, Communications International, Inc.), attorneys, insurers and employees (collectively, the "Party Representatives"), upon written confirmation to the City of the receipt of the Resolution Radios by Nextel Operations and the transfer of the City Funds to Harris, release and forever discharge the other Party and its Party Representatives from and against any and all actual or alleged claims, demands, causes of action, losses, liabilities, costs and expenses which they now have, or which may at any time hereafter accrue, arising out of or related to the Replacement Radios Return Request. The agreement between the City and Harris set forth in this letter constitutes the entire agreement between the Parties regarding the Replacement Radios Return Request and supersedes any and all other agreements and negotiations, whether oral or in writing. The agreement between the City and Harris set forth in this letter may not be modified or changed in any manner except by a jointly signed written modification. Except as otherwise required by Florida law, the terms of the agreement set forth in this letter shall remain confidential between the Parties and shall not be disclosed to a third party. The terms of the agreement set forth in this letter shall be governed by the laws of the State of Florida. This letter agreement may be executed in counterparts and by electronic signature. Each of said counterparts, when so executed and delivered, shall be deemed an original of the one agreement. [End of Text This Page] assuredcommunfcationsTM Item # 14 Attachment number 3 Page 3 of 4 HARRIS CORPORATION 221 Jefferson Ridge Parkway Lynchburg, VA 24501 Phone: 434 455 9462 www.harris.com Please sign in the space below to indicate the City's agreement with the terms set forth in this letter and return a signed copy to me on or before October 29, 2010. Harris appreciates the City's business and the opportunity to amicably resolve this matter. Sincerely, HARRIS CORPORATION acting through its RF Communications Division By: ZA Charles Shau nessy Vice President - LMR Products SEEN AND AGREED TO BY: Countersigned: Frank V. Hibbard Mayor CITY OF CLEARWATER, FLORIDA By: William B. Horne 11 City Manager Approved as to forma: Laura Mahony Assistant City Attorney STATE OF FLORIDA } COUNTY OF PINELLAS ) Attest: Rosemarie Call City Clerk The foregoing instrument was acknowledged before me this day of October, 2010, by FRANK V. HIBBARD, Mayor of the City of Clearwater, who is personally known to me. Print/Type Name: Notary Public assuredcommunicationsTM Item # 14 STATE OF FLORIDA ) COUNTY OF PINELLAS ) Attachment number 3 Page 4 of 4 HARRIS CORPORATION 221 Jefferson Ridge Parkway Lynchburg, VA 24501 Phone: 434 455 9462 www.harris.com The foregoing instrument was acknowledged before me this _ day of October, 2010, by WILLIAM B. HORNE II, City Manager of the City of Clearwater, who is personally known to me. Print/Type Name: Notary Public assuredcommunica tionsr.M Item # 14 ?- Meeting Date: 11/4/20 10 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Award a Contract (purchase order) for the 2010 Street Resurfacing Contract (10-0022-EN) to R.E. Purcell Construction of Largo, Florida for the sum of $1,482,700.23, which is the lowest responsible bid, received in accordance with the plans and specifications and authorize the appropriate officials to execute same. (consent) SUMMARY: This project consists of milling and resurfacing approximately 6.75 miles of street. The City of Clearwater's annual street resurfacing program is designed to prevent the deterioration of roadway wearing surfaces, provide a protective coating and maintain the structural integrity of the road substructure throughout the City street system. The streets scheduled for resurfacing in this contract are from citizens' requests, Public Services, Engineering and our consultant; and have all been determined to warrant their inclusion by virtue of an inspection and prioritization process performed by the Engineering staff. The contract period is 90 calendar days. Sufficient funding and budget are available in Capital Improvement Program project 0315-92273, Streets and Sidewalks. Type: Capital expenditure Current Year Budget?: Yes Budget Adjustment: No Budget Adjustment Comments: See Summary Current Year Cost: $1,482,700.23 Annual Operating Cost: Not to Exceed: $1,482,700.23 Total Cost: $1,482,700.23 For Fiscal Year: 2010 to 2011 Appropriation Code Amount Appropriation Comment 0315-92273-563700-541- $1,482,700.23 See Summary 000-0000 Bid Required?: Yes Other Bid / Contract: 10-0022EN Bid Number: Bid Exceptions: None C yer Memo Review Approval: 1) Office of Management and Budget 2) Legal 3) Clerk 4) Assistant City Manager 5) Clerk 6) City Manager 7) Clerk Item # 15 Attachment number 1 Page 1 of 1 1 SCOPE OF WORK 1.1 SCOPE DESCRIPTION The work proposed in this contract includes the asphaltic concrete resurfacing of approximately 6.75 miles of streets within the City of Clearwater as listed herein and shown on the engineering drawings prepared by the City of Clearwater Engineering Department, Location Maps 1 through 9 of 9 and Striping Map Sheets I through 22. The base bid for this project is to complete the resurfacing using S-type Marshall Mix design asphaltic concrete containing a maximum of 25- percent reclaimed asphalt pavement (RAP) with all millings retained by the City of Clearwater. Three (3) alternative bids are requested: 1. The Contractor retains project millings. 2. Excaliber Drive 3. SP 12.5 Asphalt on Countryside Boulevard (only) ASPHALTIC CONCRETE - Unless otherwise specified herein, asphalt resurfacing work shall be performed in accordance with the Section IV, Article 23 of the City's Technical Specifications. One and one-half inches (1- V2") of S-I Asphalt shall be placed on Countryside Boulevard from Belcher Road to SR 580 (See Limits of Work #1 and #2 and Location Map 1 of 9) together with Hercules Avenue from Gulf-to-Bay Boulevard to Druid Road (See Location Map 8 of 9). One inch (1") of S-III Asphalt shall be placed on the various streets highlighted on Location Maps 2 thru 7 of 9 with payment to be per ton. Alternative Bid #1 is requested for the Contractor retaining the project millings. Alternative Bid #2 is also requested to place one- inch (1") of S-III Asphalt on Excaliber Drive ( a private road ) (See Location Map 9 of 9 and Striping Map 22) with payment to be per ton with other construction activities as shown on Alternative Bid #2 Proposal Sheet. Alternative Bid #3 is also requested to place one and one- half inches (1- V2") compacted SP 12.5 Asphalt in place on Countryside Boulevard ( Belcher Road to SR 580 ) with payment to be per ton. All radius returns shall be milled and paved a minimum 50 feet on the cross street beyond the point of tangency of the cross street unless otherwise directed by the Project Inspector, with payment to be included in the appropriate per ton bid item for asphalt and milling. All transverse and longitudinal joints must be smooth and level; longitudinal joints must be located on the edge of the travel lane or in the center of the travel lane. A crowned surface should be attained unless otherwise directed by the Project Inspector. Item # 15 Page 1 of 1 J U Pines Ln C J_ EVANS RD , 2 , i ?tC` ,• O ?,_,, R0 . o r A ,• n i Dr Dr 0 0 3 0 ?e<ONFR o v Rp ?`L/ T IDAK NECK l l w wooa Rqi? w z > COVINGTON w :L OAK U ly ? = i-?x o. ''~ O a ? w WARWICK __._._._. Sumatran A W _-_._._._._._._._._._._ TREE D w D K ASHMORE p _ O ae O O x w O i- Rhodesian DR ¢ J Tmbercrest Cir S ?m = w m Z WILLOW r' TREE TRAIL Persian 5 _._..._._._._._ w m, c Israeli Dr ___ - m Blvd _.. ----------- ------------------------ W Amen. am _?.._._ Jaican _.__-- Z --------------------------- - a' Dr r Irish Franciscan Dr edar View; Ct 9. WINDING m x w x Cypress Bend Dr /,,ZTREE CIR U ?P Q K \\ F U d .' 1 0 O 0 0 ENTERPRISE RD I FOURTH AVE w N w w THIRD AVE N r SECONI ae AVE N FIRST AVE N N a W E U 2N AVE S S THIRD E VE S Scale: 1" = 1000' FOURTH AVE S ° Location Map: Ma Gen B : JHH >_ learwater o Countryside Blvd - From Belcher Rd north to SR 580 Reviewed B : DM Prepared by: Engineering Department Date: 6//9/2010 Geographic Technology Division 100 S Myrtle Ave, Clearwater, FL 33756 2010 Clearwater Street Resurfacing Locations GCI TIA,1Q, 222B . Ph: (727)5624750, Fax: (727)5264755 www.MyClearwater.com Page: Loc #1 Page 1 of 1 AVE S " AVE S _ Crect D m 0 ------------------- SNQR DR Jones La F REGEN U LANE CIELO CIR N Tess race CHANCERY J w 0 J? CIELO IRS DR Chelsea PI N ._------ - F CT `9 Cpress w O CU S ELYSIUM J WAY CT N MCAMDEN rn Chelsea PIS UNION ST CEDAR ST LAKE O O m A HARBOR OAKS CIR o 0 D HARBOR PT U O O OAKS i 4th ST ROBINWOOD - HOA1ESTEAD CT s w w J O H?)I,IESTE- D i%'\KS. 0 PRESTIGE (D CR-576 SUNSET POINT U RD O? Un w OAK FOREST N Masters Ln O Q w of o ? of O 6? Anglers of w o m DIANE TER Y <O? _ 61 of z z ¢ w o J p P W } z p m Q < y 3 0 DR w w J TERRACE DR ST CROIX M of 0 z of O Q m of of of of m = SARAH DR p 0 p 0 0 z w w z rn ¢ w ?x Q?s CATHERINE m w z Q 2 O 0 O O O w of U Q w STJOHN DR ST H H SR-590 CLEARWATER SAFETY HARBOR RD -------------------- w Flint Dr -- - - ------------------ KUMQUAT DR w p _ ?z ¢ z o ¢ Q O O g o Flint Dr S N g SHADDOCK DRJ LAKE - U. Q -- Z Dr w?z < aV -4 er 1 o_ AVOCADO DR o CIR E a Q ee > O d Dr O a ? NAVEL DR Q ¢ E S w U WGRAPE ` Scale: 1" = 1000' w EDENWOOD ST / cP ? I F-1 F-? n Q o Location Map: Ma Gen B : JHH 0' learwater u Abbey Lake Rd, Glesher Rd, Homestead Ct, Prestige Dr, Reviewed B : DM Prepared by: and Homestead Oak Dr Date: 6/9/2010 Engineering Department -15 Geographic Technology Division 100Myrtle Ave, Cl(; 3756 2010 Clearwater Street Resurfacing Locations GCI S Q Ph: (727)51727)562"4750, Fax: 1727)526-7)5264755 www.MyCleanvater.com Page: Loc #2 Page 1 of 1 0 aac Z Z LUIL- P'-16 o ? Causeway Blvd ?a WINDWARD PASSAGE LIL?O S,Q Q ... pEVON m p \ SECONp _OFV? 2jc? ST THIRD ii DR ?O,o F13 11 _w 'L I j 2 5 O ?I - ?NL O O(+(?++ BRIR DR FIFTH ST uj ?i '?? BAYSIDE ?R E - ---------- -I ?I li m li it y Lli j 'Ir I I II L?.i I' it ?l I' it I '+ I`?:?I II +i I N 11; :1 1 / W E ?I S `.1 Scale: 1" = 1000' o Location Map: Ma Gen B : JHH >- learwater Hamden Dr (and the west portion of Devon Dr) from Coronado Dr to Reviewed B : DM U Prepared by: ` Coronado Dr; Bayway Blvd; S Gulfview Blvd from Gulf Blvd to Bayway Blvd; Date: 6/9/2010 Engineering Department Geographic Technology Division Gulf Blvd from S Gulfview Blvd to Bayway Blvd -r ? a, sa, 2ssg 100 S. Myrtle Ave, Clearwater, FL 33756 GCI Ph: (727)5624750, Fax: (727)5264755 www.MyCleanvater.com '. 2010 Clearwater Street Resurfacing Locations Page: Loc #3 Page 1 of 1 C??E AD R LJ ST M? METTO u w Lj ?J jU ,'? LLII PALMETTO ST MARGO? N I CHOLSON ST +? ! J ST t NInCHOLSON ST w j NICHOLSON Z ai Q Q SEMINOLE ST =?F O? =w Q I ELDRIDGE ST E== . ._..._._...----- ._._._ ELDRIDGE ST w LM MAOPLE aple St MAPLE w LEE ST 1?1 ? > <> ST E E I E J ¢ PLAZA ¢ ¢ ¢ i>< J->< GEORGIA w i+ ! E. HART ST i? HART ST JACKSON RD n z F ! ?5? z ° z JONES ST = o p w OU w n+ m >¢ z 0 1:1 El ? El LI W a DREW ST SR-590 w w ?¢ a?w? o ¢ O? ¢ a` ¢ GROVE ST O ?? amwns O ¢ p > w w HENDRICKS of z ¢ ¢ LAURA Q w ? El : L`,URP, F ST N.E. GROVE w ST Y m Il E:] u ?m _ Q _ J O zoE:1 PARK E:1 w O Q PIERCE ST Q (7 wEl FRANKLIN COURT ST w ?? 0 SR-60 y?ITT Q MARKLEV 2G T ST CHESTNUT ST S ? ¢ ? ROGERS F1 [I a tl II F _ ' III PINE PINE ST O Q Y £C? nt RD W DRUID RD WAY -- m MAGNOLIA PAT H JEFFORDS o ? 0 GRAND CLEVELAND ST ?w w? CT s PARK ST 0w Cm7 ?w IJ S 7 w? PIERCE ST PIERCE Y I ST ??±7 PIERCE M STS green z aiaoe ST z s L¢ j > FRANKLIN ST z g CIR Q w OULD ST " COURT a C= i ROSA ?A 5? L? ? BROWN ELL ST SR-60 US-191LT. COURT _T SR-595 SR-60 Q ROGERS ST J TURNER ST -- Q ?U w tJ PINE o Cir y .._J. PINE ST E?z O S PINE O w OU w Z LA Q ? DRUID RD Iz! w JASMINE WAY •'t - 16 w ¢ w G .?• ? JASMINE U WAY o o York .;=G`;' O m z m w F-1 w DR - yotT.- MAGNOLIA ae DR >Q? N LOTUS PATH LOF TUS PPAT H W E 19 F-1 ST JE z w ¢El ? S w CENTRAL ? BA Q Scale: 1" = 1000' ii TUSCOLA ST o C1earW Location Map: Ma Gen B : JHH ater RJmAve from Tuner St saJlh to Enct; Laura St from K 1e Aveto Proses Avq BA.ina Ave from cbu-t u. St to Feroes; RuslmedAve from SR -60 to Laura St; K/LK betten aeAard St aid SR-6q also K4-K Reviewed B : DM Lmetvteen Crew Stand Laura St REroe St from Ewrg Ave to Nadson Ave; cot td St from NLKto Preparedby: Engineering Department lV18dlso nAve; Lincoln Ave from 0evelarid St to D-ewSt ; o-omeSt LmettveenLinodnAveandKermood; I to Date: 6/9/2010 Geographic Technology Division AI of L3'CNN'EII St Madison f3i/e bdVee9l Court St and l3rnnndl St; Washindo Ave fi'aT1GOL1d St to 10OS . Myrtle Ave, Clearwater, FL 33756 0evdaxi St rld 287A Ph: (727)5624750, Fax: (727)5264755 www.MyClearwater.com 2010 Clearwater Street Resurfacing Locations Page: Loc #4 .. 11 - ;t-„ 1 , 1 Page 1 of 1 ST w CHAUCER ST Z w > Y? K w SHELLEY ST w Z ) w w F a' W x B BU w w w w W RE RNI W CE w Q Q w K U' OO D w p Z F w DR w ¢ u) W (7 of W W `.. ..' w ¢ O 2, F W R w TROPIC HILLS Q Q U Q d Q U 2 co 7 MORELAND DR ? 0 O W Q Z > l - ^\ \/ K Y p f / HARN z e??0 o w g m ? O FAIRBANKS DR Y D Z GLENANN DR LL SUMMERLIN m W ? Q w of v i ___-- --------- ----------- --------- NURSERY RD. 4 0 _ z w > Q x HAVANA DR a z > x ? > 1 O SANTA CRUZ co l A ? Q RD CR-464 N w E S Scale: 1" = 1000' o Location Map: Ma Gen B : JHH 0' learwater u A portion of the public right-of-way frontage roads adjacent to the Bay Cove Reviewed B : DM Prepared by: and Imperial Cove developments. Date: 6/9/2010 Engineering Department Geographic Technology Division 100S . Myrtle Ave, Clearwater, FL 33756 GA 1 Ar 8A Ph: (727)5624750, Fax: (727)5264755 'i. 2010 Clearwater Street p Resurfacing Locations www.MyCleanvater.com Page: Loc #5 DR rn Page 1 of 1 ---- --- Rrlandia La ------------------------ _._-.Ecuadorian-_- _--._--._.- -------------------- --------- ----Way--- - - -.-._ ------------ ----- "+ Columbia Dr Pa ------ - ---------------- r- Im N ''? tt Canadian -------Way ----' -,j ----- -? I m 1 1 1 } 1 --- ----- ----------------- 1 -' _ --- Braziha Dr 1 I!__-__.- !I - ------ - - - -- _- Australia ----- -- Way E ?'--- KENTON y _._. -.-.- p CEQo 7 I?1 ;DR } p O t- o r-'--I1 p MARY O p z w i? I! w J .! z z ? ?w I MICHAEL Y p U U PINELAND ?. RAYMONT DR CR-576 ° ° Oq U ?FY O OP R } ? O o! w O } w S? PG - ,? ?? COPQF I R I QO '^ p a 00 C /?Qe WIND ?9l \S\O<J LOCK Or ?9! I RUN - BLACKBURN HAAS AVE z O ?Q • ? I I I+. 11 U HARBOR U O? SOU p u WOODRING OR o - ? p C) w o ° p DIANE z ¢ p z J ¢ w ¢ O < O p + ¢ 1 U MORNINGSIDE DR N TERRACE ° p p ¢ } z w z p w On p 0 U ¢ O I ' I ?- i! II 0 CHANCERY W O Chelsea N Chelsea Dr ? Chelsea PI S it W O CR-576 M U w TERRACE DR ST CROIX 0 0 0 o p p p ? SARAH DR p ¢ ?w U U w Z x ?. CATHERINE U z ¢ < > O s ¢ U O H p w = FO O w ST JOHN DR ST U O } KUMQUAT DR w p z ¢ z O J O v ¢ D ¢ g - N. g SHADDOCK DR LAKE o ¢ UI Z J ?z a w AVOCADO DR p O '\4"F CIR z > w a NAVEL DR ¢ ttJ\ Q" Q? a O w U W GRAPE F? !! EDENWO OD w Q CANDLEWOOD ST p o DOVEWOOD ST U w = --- I; WOOD m FAP PA?m. .. N w E S Scale: 1" = 1000' o Location Map: Ma Gen B : JHH 0_ learw('tter u Carlton Dr Reviewed B : DM Prepared by: Engineering Department Date: 6/9/2010 Geographic Technology Division 100 S. Myrtle Ave, Clearwater, FL 33756 Grl 6 A15 Ph: (727)562.4750, Fax: (727)526.4755 'i. 200 Clearwater Street p esUrfacing Locations v_v MyClearvater.com Page: Loc #6 ?? CTN ?? I, z Page 1 of 1 L ROGERS ST > ROGERS w a ? w O z ?- Peach PINE PINE ST cr ` ¢ ? ¢ £c?ent O `-"- DRUID RD W DRUID RD JASMINE WAY MAGNOLIA LOTUS PATH JEFFORDS PINELLAS a 2 TUSKAWILLA ST ? ?a A gT z PINE JASMINE ? LOTUS ST 0 TURNER ST ? ? WA ? ? ? ¢ ? PAT H ? ? O ? ? ? o > O ¢ ° ?QW _ w GRAND CENTRAL W Druid ?PI ? ? Q r RRICKER w ¢ ?m WATKINS WATKINS CORBETT ST BELLEVIEW ?O ¢ WILDWOOD O WO?_ ROEBLING RD N ROEBLING F F-77111 O OVERBROOK ?'S?n 4P EASTLEIGH DR Q Q Q Q HOWARD Z r U z W wa BRYANT ?_ rn ? U ~ ? a BELLEAIR Y = SOUTH ST z O F ¢ z z z O 0 U O = KIN GS I-EY ST o QUEEN ST QUEEN Harvey p ALMA m Harris < :?P Williams- n a-- ° wi dwood l w m 1 > ¢ Q H EE JASMINE > WAY MA? z GNOLIA DR LOTUS PAT H w ? BAF w ''I ¢ Q ', I TUB Pinellae C z U MIL n¢ I ? ?J ? EASY } O W W co H m BELLEVUE I- WOODLAWN ST { L w-1 ? Uern w > w V ¢ w 6el ST z Z Z Q ¢7 Z O I a Or BARBARA CIR Y ? ?`? > SUNNY LA 9A? campbe J Z ¢ ¢ ? U 9T F.p w w CARL r-?> ^VE ?'AC SMITH s? rr U W E Scale: 1" = 1000' Map Gen B : JHH ° Cl earwater Location Map: _ o Lakeview Rd between S Ft Harrison and Ewing Ave Re Reviewed B DM Prepared by: Date: 6/9/2010 Engineering Department Geographic Technology Division ?,3rn O B 06A G 100 SeAve,Cl3756 2010 Clearwater Street Resurfacin Locations CI Ph Ph: (727)5727)56247511, Fax: ( 1727)526-7)5264755 g www.MyCleanvater.com Page: Loc #7 COURT ST SR-595 SR-60 Jo ¢ ROGERS ST ST a'NE E O ¢ J DRUID RD T-kawilla -:-: W STS m z rn LAKEVIE6N ? w DST ?¢ E ST ? a McLENNAN ST N w m BLVD w? WAY ? WOODLAWN IT Page 1 of 1 /y1c RIDGEWOOD w MCKINLEY nMCKINLEY ST O w Q EHARDING w yd DING ST w HARDING SR-590 DREW ST CR-528 w w w w w U ¢ ¢ ¢ ¢ ¢ ¢ Q ¢ ¢ > ow CLEVELAND ST w ¢ w w Q z w n O O w O ¢ ¢ ¢ w x z z r m T D w O O w w ¢ O U O 0 O = oe z 0- 0 O w ¢ STAR O ¢ F- O z ¢ z n w ¢ ¢ Lo I w z? RAINBOW w DR > O CAMELLIA co D ¢ W CORNELL a GULF-TO-BAY BLVD SR-60 <uw O ¢ w > > w U Z > a ? ST X PI NE W ra ST O 0 w o J j Y ¢ In ¢ DRUID RD w > ¢ ¢ - ¢ m? ? IY it it CAMPUS ¢ 'ON ST z CROYDON p DR O? x > ACADEMY z ? D KENMOORE ~ DR DR ¢ MAGNOLIA ~ m El X ? w? w? } j COLLEGE DR w D w Y O MAGNOLIA m T DR z z o r 3: O RIPON DR w? w z[> o UNIVE RS DR ow-f m x RIPON DR z o! FFORDS OAK LAKE DR JEFFORDS ST O Oz O OJ^ UNIVERSITY DR S o KENDALL DR O of Q o co O z0 REBECCA DR 0 @LEESCT BURNICE DR Uo MEADOW LA z 00 SANDRA DR v _ BELLCHEER DR BEVERLY p CIR N -- Y SEVER DR BRENTWOOD O - Parkway ----- .-._? -------------- Dorado PI LAKEVIEW an ro goo ---------. DR GRACELYN Martha DI I101'- CORONET LA F- I DIPLOMAT DR o LAKEVIEW RD VIOLA DR 7 OAK GROVE DR TERRACE DR N Lo U GRANGER DR m NORMAN DR u c GULF-T(,-E,1,', Ed JAFFA PL BASCOM WAY o z GROVEWOOD m z¢ m MINNEOLA GLENMOOR GLENMOOR GLENMOOR RD ST. CHARLES W E Scale: 1" = 1000' Ma Gen B : JHH Cl earwater Location Map: o Hercules Ave between Gulf-to-Bay and Druid Rd Reviewed B DM Prepared by: Date: 6/9/2010 Engineering Department Geographic Technology Division - 9 A 98B G Aq„z 1llll le Ave,Cl3756 2010 Clearwater Street Resurfacin Locations CI Ph: (727)5 1727)56247511, Fax: az: (7 1727)526-7)5264755 g _ MyClearvater.com Page: Loc #8 .. 11 - ;t-„ I - 1 ? Page 1 Of 1 CORNELL SR-60 I !L"_ I i L__-_00 me Druid m y N DRUID CIR i i 1: m [=w SH ELLEY ST GULF-TO-BAY BLVD J ------------------------------- A Y ---------- ---------------- ---- ---- ------- I II ? I ..- .I it Ir : r'L -- -- - --- ------------ ------------- --- - ---- ------- ------------------ ------------------ i( `------- - -------------- DRUID m it m CAMPUS JAFFA PL =.-_ "_:_ __"=_1• > "_. ;k -Z ACADEMY w U BASCOM WAY ° -- 1 - w m } > COLLEGE DR m z DR } GROVEWOOD w RD o RD w ? Q UNIVE RS DR Z Q W~ of DR z o_ O ??- Q m > w co U Oz O Or MINNEOLA RD Q ? 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O CURTIS DR N w Q HARN m z ° z e<L 0 of a LL 0 v 3: > --- CURTIS DR S = z m - of FAIRBANKS DR U ALEMANDA 0 - p DR ==?1 ]Qf WILLIAMS DR n ° m GLENANN DR 7 BARCELONA DR m 7 a LL A CATALINA DR - 0 U SU MMERLIN 1 LU Y Q O U F ° of T F Q F 0 O w w z of n, 'I U U CR-474 L w ¢ >j Ir_ ;, __ II U E, z Q J li w w Q ? w U ° m < NN I !m 19i wl i IU Preserve DR r, BELLEAIR W w K U g W O a m NURSERY RD. ? i w a HAVANA DR a F v < ? v SANTA CRUZ n A ? RD De N I W E y E1 ml S CR-464 Scale: 1" = 1000' Clearwater Location Map: Ma Gen B : JHH o Excaliber Dr north of Nursery Rd Reviewed B DM Prepared by: Engineering Department Date: 6/9/2010 Geographic Technology Division {+m1 15 100 S. Myrtle Ave, Clearwater, FL 33756 Gn A Ph: (727)5624750, Fax: (727)5264755 'i. 2010 Clearwater Street Resurfacing Locations www.MyCle-ater.com Page: Loc #9 O 0 N W A W O yz I? A W F+I W A z w N N O O O rl ti I? z H w H O r O N x w 0 U O I? 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O DD O N W M W W W H W W d d W Q d 00 00 o 0 0 o f ? v ? z ? ? z h o a z P4 ?, o 00 ° a ? z ? ? a F 00 P. U z A z F-' w ? ? ? Z W ? z M ? 00 w O d ? U W ' A a W C7 0. U Ca Z ? W O ?q W w ? ? ? ? v w i :a U A ? ?1 Q A A O H o ° 00 - U U p H Z Z O W U Z ? Z U Z a r a O H Q y ?hment number 11 E) 2of2 Attachment number 12 Page 1 of 6 BOND NUMBER: CONTRACT BOND STATE OF FLORIDA COUNTY OF PINELLAS KNOW ALL MEN BY THESE PRESENTS: That we R. E. PURCELL CONSTRUCTION CO., INC. Contractor and HARTFORD FIRE INSURANCE COMPANY (Surety) whose home address is HARTFORD PLAZA, HARTFORD, CONNECTICUT 06115 HEREINAFTER CALLED THE "Surety", are held and firmly bound into the City of Clearwater, Florida (hereinafter called the "Owner") in the penal sum of. ONE MILLION FOUR HUNDRED EIGHTY-TWO THOUSAND SEVEN HUNDRED DOLLARS AND TWENTY-THREE CENTS ($1,482,700.23) for the payment of which we bind ourselves, our heirs, executors, administrators, successors, and assigns for the faithful performance of a certain written contract, dated the day of 20, entered into between the Contractor and the City of Clearwater for: 2010 STREET RESURFACING PROJECT - 10-0022-EN a copy of which said contract is incorporated herein by reference and is made a part hereof as if fully copied herein. NOW THEREFORE, THE CONDITIONS OF THIS OBLIGATION ARE SUCH, that if the Contractor shall in all respects comply with the terms and conditions of said contract, including the one-year guarantee of material and labor, and his obligations thereunder, including the contract documents (which include the Advertisement for Bids, Form of Proposal, Form of Contract, Form of Surety Bond, Instructions to Bidders, General Conditions and Technical Specifications) and the Plans and Specifications therein referred to and made a part thereof, and such alterations as may be made in said Plans and Specifications as therein provided for, and shall indemnify and save harmless the said Owner against and from all costs, expenses, damages, injury or conduct, want of care or skill, negligence or default, including patent infringements on the part of the said Contractor agents or employees, in the execution or performance of said contract, including errors in the plans furnished by the Contractor, and further, if such "Contractor" or "Contractors" shall promptly make payments to all persons supplying him, them or it, labor, material, and supplies used directly or indirectly by said Contractor, Contractors, Sub-Contractor, or Sub-Contractors, in the prosecution of the work provided for in said Contract, this obligation shall be void, otherwise, the Contractor and Surety jointly and severally agree to pay to the Owner any difference between the sum to which the said Contractor would be entitled on the completion of the Contract, and that which the Owner may be obliged to pay for the completion of said work by contract or otherwise, & any damages, direct or indirect, or consequential, which said Owner may sustain on account of such work, or on account of the failure of the said Contractor to properly and in all things, keep and execute all the provisions of said contract. Page I Item # 15 Attachment number 12 Page 2 of 6 CONTRACT BOND (2) And the said Contractor and Surety hereby further bind themselves, their successors, executors, administrators, and assigns, jointly and severally, that they will amply and fully protect the said Owner against, and will pay any and all amounts, damages, costs and judgments which may be recovered against or which the Owner may be called upon to pay to any person or corporation by reason of any damages arising from the performance of said work, or of the repair or maintenance thereof, or the manner of doing the same or the neglect of the said Contractor or his agents or servants or the improper performance of the said work by the Contractor or his agents or servants, or the infringements of any patent rights by reason of the use of any material furnished or work done; as aforesaid, or otherwise. And the said Contractor and Surety hereby further bind themselves, their successors, heirs, executors, administrators, and assigns, jointly and severally, to repay the owner any sum which the Owner may be compelled to pay because of any lien for labor material furnished for the work, embraced by said Contract. And the said Surety, for the value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the contract or to the work to be performed thereunder or the specifications accompanying the same shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the contract or to the work or to the specifications. IN TESTIMONY WHEREOF, witness the hands and seals of the parties hereto this day of 20 R. E. PURCELL CONSTRUCTION CO., INC. CONTRACTOR By: ATTEST: WITNESS: COUNTERSIGNED: SURETY By: ATTORNEY-IN-FACT Page 2 Item # 15 Attachment number 12 Page 3 of 6 CONTRACT This CONTRACT made and entered into this day of , 20 by and between the City of Clearwater, Florida, a municipal corporation, hereinafter designated as the "City", and R. E. PURCELL CONSTRUCTION CO., INC. of the City of LARGO, County of PINELLAS and State of FLORIDA hereinafter designated as the "Contractor". WITNESSETH: That the parties to this contract each in consideration of the undertakings, promises and agreements on the part of the other herein contained, do hereby undertake, promise and agree as follows: The Contractor, and his or its successors, assigns, executors or administrators, in consideration of the sums of money as herein after set forth to be paid by the City and to the Contractor, shall and will at their own cost and expense perform all labor, furnish all materials, tools and equipment for the following: 2010 STREET RESURFACING PROJECT (10-0022-EN) FOR THE SUM ONE MILLION FOUR HUNDRED EIGHTY-TWO THOUSAND SEVEN HUNDRED DOLLARS AND TWENTY-THREE CENTS ($1,482,700.23) In accordance with such proposal and technical supplemental specifications and such other special provisions and drawings, if any, which will be submitted by the City, together with any advertisement, instructions to bidders, general conditions, proposal and bond, which may be hereto attached, and any drawings if any, which may be herein referred to, are hereby made a part of this contract, and all of said work to be performed and completed by the contractor and its successors and assigns shall be fully completed in a good and workmanlike manner to the satisfaction of the City. If the Contractor should fail to comply with any of the terms, conditions, provisions or stipulations as contained herein within the time specified for completion of the work to be performed by the Contractor, then the City, may at its option, avail itself of any or all remedies provided on its behalf and shall have the right to proceed to complete such work as Contractor is obligated to perform in accordance with the provisions as contained herein. THE CONTRACTOR AND HIS OR ITS SUCCESSORS AND ASSIGNS DOES HEREBY AGREE TO ASSUME THE DEFENSE OF ANY LEGAL ACTION WHICH MAY BE BROUGHT AGAINST THE CITY AS A RESULT OF THE CONTRACTOR'S ACTIVITIES ARISING OUT OF THIS CONTRACT AND FURTHERMORE, IN CONSIDERATION OF THE TERMS, STIPULATIONS AND CONDITIONS AS CONTAINED HEREIN, AGREES TO HOLD THE CITY FREE AND HARMLESS FROM ANY AND ALL CLAIMS FOR DAMAGES, COSTS OF SUITS, JUDGMENTS OR DECREES RESULTING FROM ANY CLAIMS MADE UNDER THIS CONTRACT AGAINST THE CITY OR THE CONTRACTOR OR THE CONTRACTOR'S SUB-CONTRACTORS, AGENTS, SERVANTS OR EMPLOYEES RESULTING FROM ACTIVITIES BY THE AFOREMENTIONED CONTRACTOR, SUB-CONTRACTOR, AGENT SERVANTS OR EMPLOYEES. Page 3 Item # 15 Attachment number 12 Page 4 of 6 CONTRACT (2) In addition to the foregoing provisions, the Contractor agrees to conform to the following requirements: In connection with the performance of work under this contract, the Contractor agrees not to discriminate against any employee or applicant for employment because of race, sex, religion, color, or national origin. The aforesaid provision shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; lay-off or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post hereafter in conspicuous places, available for employees or applicants for employment, notices to be provided by the contracting officer setting forth the provisions of the non-discrimination clause. The Contractor further agrees to insert the foregoing provisions in all contracts hereunder, including contracts or agreements with labor unions and/or worker's representatives, except sub-contractors for standard commercial supplies or raw materials. It is mutually agreed between the parties hereto that time is of the essence of this contract, and in the event that the work to be performed by the Contractor is not completed within the time stipulated herein, it is then further agreed that the City may deduct from such sums or compensation as may be due to the Contractor the sum of $1,000.00 per day for each day that the work to be performed by the Contractor remains incomplete beyond the time limit specified herein, which sum of $1,000.00 per day shall only and solely represent damages which the City has sustained by reason of the failure of the Contractor to complete the work within the time stipulated, it being further agreed that this sum is not to be construed as a penalty but is only to be construed as liquidated damages for failure of the Contractor to complete and perform all work within the time period as specified in this contract. It is further mutually agreed between the City and the Contractor that if, any time after the execution of this contract and the surety bond which is attached hereto for the faithful performance of the terms and conditions as contained herein by the Contractor, that the City shall at any time deem the surety or sureties upon such performance bond to be unsatisfactory or if, for any reason, the said bond ceases to be adequate in amount to cover the performance of the work the Contractor shall, at his or its own expense, within ten (10) days after receipt of written notice from the City to do so, furnish an additional bond or bonds in such term and amounts and with such surety or sureties as shall be satisfactory to the City. If such an event occurs, no further payment shall be made to the Contractor under the terms and provisions of this contract until such new or additional security bond guaranteeing the faithful performance of the work under the terms hereof shall be completed and furnished to the City in a form satisfactory to it. Page 4 Item # 15 Attachment number 12 Page 5 of 6 CONTRACT (3) IN WITNESS WHEREOF, the parties to the agreement have hereunto set their hands and seals and have executed this Agreement, in duplicate, the day and year first above written. CITY OF CLEARWATER IN PINELLAS COUNTY, FLORIDA By: William B. Horne, H City Manager Attest: Countersigned Seal) Rosemarie Call City Clerk By: Approved as to form Frank Hibbard, Mayor-Councilmember Camilo Soto Assistant City Attorney (Contractor must indicate whether Corporation, Partnership, Company or Individual.) (Contractor) By: (SEAL) (The person signing shall, in his own handwriting, sign the Principal's name, his own name, and his title; where the person is signing for a Corporation, he must, by Affidavit, show his authority to bind the Corporation). Page 5 Item # 15 Attachment number 12 Page 6 of 6 CONTRACTOR'S AFFIDAVIT FOR FINAL PAYMENT (CORPORATION FORM) STATE OF COUNTY OF On this day personally appeared before me, the undersigned authority, duly authorized to administer oaths and take acknowledgments, who after being duly sworn, deposes and says: That he is the (TITLE) of R. E. PURCELL CONSTRUCTION CO., INC. a Florida Corporation, with its principal place of business located at 1550 STARKEY ROAD, LARGO, FLORIDA 33771-3116 (herein, the "Contractor"). That the Contractor was the general contractor under a contract executed on the day of 20, with the CITY OF CLEARWATER, FLORIDA, a municipal corporation, as Owner, and that the Contractor was to perform the construction of 2010 STREET RESURFACING PROJECT - 10-0022-EN That said work has now been completed and the Contractor has paid and discharged all sub-contractors, laborers and material men in connection with said work and there are no liens outstanding of any nature nor any debts or obligations that might become a lien or encumbrance in connection with said work against the described property. That he is making this affidavit pursuant to the requirements of Chapter 713, Florida Statutes, and upon consideration of the payment of (Final Full Amount of Contract) in full satisfaction and discharge of said contract. That the Owner is hereby released from any claim which might arise out of said Contract. The word "liens" as used in this affidavit shall mean any and all arising under the operation of the Florida Mechanic's Lien Law as set forth in Chapter 713, Florida Statutes. Sworn and subscribed to before me This day of , 20 R. E. PURCELL CONSTRUCTION CO., INC. AFFIANT BY: NOTARY PUBLIC My Commission Expires: PRESIDENT Page 6 Item # 15 SUBJECT / RECOMMENDATION: City Council Agenda Council Chambers - City Hall Meeting Date: 11/4/20 10 Approve First Amendment to the Cooperative Funding Agreement between the Southwest Florida Water Management District (SWFWMD) and the City of Clearwater for the Skycrest Reclaimed Water Project (L695) and authorize the appropriate officials to execute the same. (consent) SUMMARY: On May 17, 2007, City Council approved the original Cooperative Funding Agreement (CFA) between the Southwest Florida Water Management District (SWFWMD) and the City of Clearwater (City) for the Skycrest Reclaimed Water Project (L695). Amendment 1 is to modify the project scope of work to supply additional customers at no additional project costs and extend both the contract period and construction completion date by one year to December 31, 2011. Due to low construction costs the City is experiencing in constructing/installing reclaimed water (RCW) pipelines in the city, this amended CFA will provide for the additional design, permitting and construction of reclaimed water transmission mains and distribution piping that provides an interconnect for the City of Dunedin, a northern transmission loop, and additional commercial and residential reclaimed water customers. As approved previously, SWFWMD will reimburse up to 50% of all costs associated with this project up to the original $10,838,000 limit. The City of Clearwater will ensure that the reclaimed water infrastructure related to the project is constructed, operated, and maintained in such a manner that it will continue to be utilized to its proposed capacity, as described in the cooperative funding agreement for a minimum of 20 years. The City of Clearwater agrees to perform the services necessary to complete the project in accordance with the amended original agreement, Exhibit A, and the Project Plan set forth in Exhibit B. Any changes to this scope of work and associated costs, except as provided within the CFA, must be mutually agreed to in a formal written amendment approved by SWFWMD and the City of Clearwater prior to being performed by the City of Clearwater, subject to the provisions of the Funding as outlined in the cooperative funding agreement. The project completion schedule is as follows: SWFWMD Notice to Proceed October 30, 2006 Initial Design Commence October 30, 2006 Full Design and Permitting Commence May 30, 2007 Construction Commence December 31, 2007 Complete Construction December 31, 2011 Agreement Terminated December 31, 2012 There is no cost to the City associated with the amended SWFWMD Agreement. Type: Current Year Budget?: Other Yes Budget Adjustment: Budget Adjustment Comments: Current Year Cost: Not to Exceed: Annual Operating Cost: Total Cost: No Cover Memo Item # 16 For Fiscal Year: to Review Approval: 1) Legal 2) Clerk 3) Assistant City Manager 4) Clerk 5) City Manager 6) Clerk Cover Memo Item # 16 Attachment number 1 Page 1 of 7 AGREEMENT NO. 07CS0000033 This FIRST AMENDMENT entered into and effective this 1st day of November 2010 by and between the SOUTHWEST FLORIDA WATER MANAGEMENT DISTRICT, a public corporation of the State of Florida, whose address is 2370 Bread Street, Brooksville, Florida 34604-6899, for itself and on behalf of the Pinellas-Anclote River Basin Board, hereinafter collectively referred to as the "DISTRICT," and the CITY OF CLEARWATER, a municipal corporation of the State of Florida, whose address is 112 South Osceola Avenue, Clearwater, Florida 33756, hereinafter referred to as the "CITY." WITNESSETH: WHEREAS, the DISTRICT and the CITY entered into an agreement effective October 30, 2006 for the design, permitting and construction of reclaimed water transmission, distribution, storage and pumping infrastructure in the Sycrest area of Clearwater„ and WHEREAS, the parties hereto wish to amend the Original Agreement to modify the PROJECT scope of work to supply additional customers at no additional PROJECT costs, and extend both the contract period and construction completion date by one (1) year. NOW THEREFORE, in consideration of the mutual terms, covenants and conditions contained herein, the Parties hereby mutually agree to amend the Original Agreement, effective October 30, 2006, as follows: 1. Paragraph 6, Contract Period, is hereby amended to extend the expiration date of December 31, 2011, in the Original Agreement to December 31, 2012. 2. Exhibit '"A," Paragraph 6, Completion Dates, is hereby amended to replace the first sentence in its entirety as follows:. The CITY will commence construction on the PROJECT by December 31, 2009 and will complete construction of the PROJECT by December 31, 2011. 3. Exhibit "B," Project Plan, is hereby replaced in its entirety with Exhibit "B," Project Plan (Revised 07/23/2010) attached hereto. 4. The terms, covenants and conditions set forth in the Original Agreement, that have not been specifically amended herein, will continue in existence, are hereby ratified, approved and confirmed, and will remain binding upon the Parties hereto. Page 1 of 2 Item # 16 Attachment number 1 Page 2 of 7 IN WITNESS WHEREOF, the Parties hereto have executed this FIRST AMENDMENT on the day and year set forth next to their signatures below. SOUTHWEST FLORIDA WATER MANAGEMENT DISTRICT By: David L. Moore, xecu CITY OF CLEARWATER By: By: Frank V. Hibbard,. Mayor Date William B. Horne II, City Manager Date Reviewed as to form and legal sufficiency By: Leslie K. Dougall-Sides, Assistant City Attorney Attest: By: Cynthia E. Goudeau, City Clerk FIRST AMENDMENfi TO AGREEMENT BETWEEN THE SOUTHWEST FLORIDA WATER MANAGEMENT DISTRICT AND THE CITY OF CLEARWATER FOR THE CLEARWATER SKYCREST RECLAIMED WATER PROJECT (1-635) DISTRICT APPROVAL LEGAL RISK MGMT CONTRACTS PRJ DEPT DIR DEPUTY EXEC DIR GOVERNING BOARD Page 2 of 2 INITIALS DATE Item # 16 Attachment number 1 Page 3 of 7 AGREEMENT NO, 07CS0000033 EXHIBIT «Sw, PROJECT PLAN Revised 07/23/2010 NARRATIVE This alternative water supply PROJECT that consists of the design and construction of reclaimed water transmission mains, distribution piping, a 5 MG storage tank and high service pump station in the Skycrest area of Clearwater that will interconnect the CITY'S East and West reclaimed water systems and provide service to the Skycrest area of the Clearwater. The PROJECT also includes an interconnect to the City of Dunedin, a northern transmission loop, 12 commercial and 600 reclaimed customers. PROJECT INFORMATION 1. TYPE OF PROJECT' The PROJECT consists of the design, permitting and construction of reclaimed water transmission mains, distribution piping, a 5 MG storage tank and high service pump station in the Skycrest area of the CITY.. 2. PROJECT OBJECTIVE The goal of this PROJECT is to replace existing potable water and potable quality groundwater used for irrigation with reclaimed water. This endeavor represents a timely opportunity to leverage CITY and DISTRICT funds for a PROJECT that will be integral in interconnecting the CITY'S two reclaimed water systems to offset high potable water use in areas that do not have access to reclaimed water. The CITY'S overall reclaimed water objective is to develop a system that will offset potable quality water by providing reclaimed water for irrigation and other approved non- potable uses. The PROJECT described below will assist the CITY in attaining the goal of building a citywide reclaimed water system. 3. PROJECT DESCRIPTION A. A PROJECT location map for the PROJECT and the Skycrest area is attached as Figure 1. This figure identifies the service area and the areas included in the PROJECT. S. The PROJECT includes: a. Approximately 16,500 linear feet of 24" diameter reclaimed water and 7,000 linear feet of 16" and 11,500 linear feet of 12" diameter transmission mains. b. Approximately 79,000 linear feet of 4" to 8" diameter reclaimed water distribution lines. Page 1 of 5 Item # 16 Attachment number 1 Page 4 of 7 C. A G ground storage tank.. d. A high service pump station. C. The PROJECT will connect the CITY'S East reclaimed water service area with their West reclaimed water service area. The PROJECT will also interconnect the CITY'S three wastewater treatment plants, providing the ability to move reclaimed water to areas of high demand, and allowing for the pumping and storage necessary to serve additional customers in the central part of the CITY. The PROJECT will also provide an interconnect to the City of Dunedin. D. There are approximately 950 single-family residential customers in the PROJECT'S distribution service area. Nearly 600 residential irrigation customers are anticipated to connect to the system, of those, more than 500 customers are using potable water (332 have separate lawn meters and 61 are using deep wells). It is estimated that they will use 0.36 million gallons per day (mgd) of reclaimed water to offset 0.18 mgd of potable quality water. The main distribution portion of the PROJECT is located north of US Highway 60, west of Hercules Avenue Road', east of Keene Road and south of Palmetto Street. The areas included in the PROJECT are in various locations throughout the CITY (please refer to Figure 1). E. Twelve commercial customers including Clearwater Golf Park (6,400 gpd flow; 4,800 gpd offset WUP# 011816), David Martin Baseball Complex (6,400 gpd flow; 4,800 gpd offset), Sid Lickton Park (7,000 gpd flow; 5,000 gpd offset), and Frank Tack Park (4,000 gpd flow; 3,000 gpd offset), are also anticipated to connect to the system. In addition to the Skycrest portions of the PROJECT, this PROJECT also includes minor distribution piping around the CITY, serving Countryside High School (60,000 gpd flow; 45,000 gpd offset WUP# 007980), Calvin Hunsinger School (37,000 gpd flow; 26,000 gpd offset), Sandy Lane Elementary (38,000 gpd flow; 26,000 gpd offset), and cooling towers at the Pinellas County Government Complex in Clearwater (6,000 gpd flow; 6,000 gpd offset). The remaining customers are churches, commercial properties, common areas and others. It is estimated that these commercial customers will use approximately 0.16 million gallons per day (mgd) of reclaimed water to offset more than 0.12 mgd of potable quality water. At PROJECT build-out the CITY anticipates serving more than 700 customers; however the offsets above (3D and 3E) only include the initial 600 customers. 4. DEMONSTRATION OF NEED A. This PROJECT will optimize water management in the CITY by reducing the water withdrawn from well fields and from irrigation wells. The PROJECT will also reduce the disposal of effluent water to Tampa Say and Clearwater Harbor. B. This PROJECT will help meet Pinellas-Anclote Basin Board Priorities by reducing groundwater withdrawal, reducing pollutant loading to Tampa Bay and Clearwater Harbor, and allowing for greater aquifer recharge in accordance with the !Needs and Sources report. Page 2 of 5 Item # 16 Attachment number 1 Page 5 of 7 C. This PROJECT is supported by goals found in prior years Basin Board plans„ State Water Policy, the Florida Water Plan, reports of the Tampa Bay National Estuary Program, the DISTRICT'S Needs and Sources Study, the Water Use Cautionary Management Plan, and area Comprehensive Planning documents, to maximize the reuse of highly treated wastewater. D. This PROJECT is consistent with the CITY'S updated Reclaimed Water Expansion Plan. E. Funding for the PROJECT is included in the CITY'S Capital Improvement Plan. 5. MEASURABLE BENEFITS This PROJECT will interconnect the CITY'S East and West Reclaimed Water Service Areas and support the delivery of 0.52 mgd of reclaimed water to the PROJECT area. The expansion of reclaimed water service to these areas will offset an estimated 0.30 mgd of current potable water and potable quality groundwater used for non-potable uses, as well as unable future expansion of the CITY'S system. 6. DELIVERABLES A. Bi-Monthly Design/Construction Status Reports B. Preliminary PROJECT design C. 0-year customer commitment agreements D. Copy of CITY ordinance/code requiring dual distribution lines in new developments E. Copy of CITY ordinance/code which provides for the efficient use of reclaimed water F. Construction bid-packages G. Construction contract for DISTRICT approval H. Construction completeness letter from the Public Utilities Director 1. Reclaimed water GIS information J. Annual Reclaimed Water Utilization & Offset Reports 7. PROJECT COST The total PROJECT cost is $10,838,000. The DISTRICT is funding 50 percent, or $5,419,000. To date the Pinellas-Anciote River Basin Board has funded $512,500 in FY2007, $3,186,500 in FY2008, $500,000 in FY2010, and the final $420,500 has been requested for FY2011, to meet the total Basin funding of $4,619,500. The DISTRICT has also budgeted $1,599,000 from the Water Protection and Sustainability Program Trust Fund (WPSPTF), Florida Department of Environmental Protection (FDEP), catalog Page 3 of 5 Item # 16 Attachment number 1 Page 6 of 7 of State Financial Assistance number: CSFA 37.066, for this PROJECT. Future fund's identified for the PROJECT are contingent upon approval of such amounts by the DISTRICT'S Governing and Basin Boards in their annual budget(s). The PROJECT cast amortized at 8 percent over 30 years is $8.70 per thousand gallons offset. However, the cost effectiveness is not as e> the PROJECT costs are associated with the the PROJECT which are imperative for the the CITY ;essive as it appears, as more than half of interconnect and storage facility portions of continued expansion of reclaimed water in The CITY will fund its 50 percent share of PROJECT costs from the Water and Sewer Enterprise funds, including revenues from the sale of reclaimed water. The funds for the PROJECT are included in the adopted Capital Improvement Plan. The CITY agrees to adhere to all applicable policies and rules regarding the WPSPTF funds which the DISTRICT has allocated for this PROJECT. TASK DISTRICT WPSPTF CITY TOTAL Construction $3,535,700 $1,599,000 $3,535,700 $8,670,400 Design & Permitting 1 083 800 0 1 083 800 2 167 600 TOTAL $4,619,500 $1,599,000 $4,619,500 $10,838,000 8. COMPLETION SCHEDULE DISTRICT Notice to Proceed (effective date) ........................................... October 30, 2006 Initial Design Commence .......................................................................... October 30, 2006 Full Design and Permitting Commence .................... ............................. May 30, 2007 Construction Commence ..................................................................... December 31, 2009 Complete Construction ......................................................................... December 31, 2011 9. IMPLEMENTATION The CITY's Public Utilities staff will be responsible for implementing the PROJECT. The CITY will utilize an engineering consultant to design the systems and will construct the PROJECT using approved general contractors through normal public bid procurement. 10. KEY PERSONNEL The CITY'S contact with DISTRICT staff and Project Manager will be: Primary Contact Jerry Wells, Reclaimed Water Manager City of Clearwater P.O. Box 4748 Clearwater, FL 34618-4748 (727) 562-4960 Page 4 of 5 Secondary Contact Tracy Mercer Public Utilities Director City of Clearwater P.O. Box 4748 Clearwater, FL 34618-4748 (727) 562-4960 Item # 16 LL e Iv aril ? Ii?1 ry t? C r r E E YYas k Attachment number 1 Page 7 of 7 z n 46- .1 Item # 16 u7 O LO CO a- ?- Meeting Date: 11/4/20 10 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Ratify and confirm a contract between Camp Dresser and McKee, Inc. (CDM) and the City of Clearwater to provide services as previously approved for engineering design and permitting of the Reverse Osmosis Plant 1 Expansion Project (09-0018-UT) and authorize the appropriate officials to execute same. (consent) SUMMARY: This agenda item establishes a contract between CDM and City of Clearwater to provide for engineering and design services for construction of the expansion of Reverse Osmosis Plant 1. On September 22, 2010, Council approved a Work Order in the amount of $1,180,867 to CDM to provide engineering design and permitting services for the construction of the expansion of Reverse Osmosis Plant 1. The goal of this item is to protect the City and CDM with additional conditions in the contract that the Work Order did not capture. The City of Clearwater's Public Utilities Department is responsible for owning, operating and maintaining the Reverse Osmosis Plant 1. Sufficient budget and funding with 2009 Water and Sewer Revenue Bond proceeds are available in project 0376-96764, RO Plant Expansion to fund this contract. Type: Capital expenditure Current Year Budget?: Yes Budget Adjustment: None Budget Adjustment Comments: Current Year Cost: $1,180,867 Annual Operating Cost: Not to Exceed: Total Cost: $1,180,867 For Fiscal Year: to Appropriation Code Amount Appropriation Comment 0376-96764-561300-533-000- $1,180,867 See Summary 0000 Review 1) Financial Services 2) Office of Management and Budget 3) Legal 4) Clerk 5) Assistant City Manager 6) Clerk 7) City Approval: Manager 8) Clerk Cover Memo Item # 17 Attachment number 1 Page 1 of 16 AGREEMENT FOR PROFESSIONAL SERVICES This AGREEMENT is made and entered into on the day of , 2010 by and between the City of Clearwater, Florida (CITY) and Camp Dresser and McKee Inc., (CONSULTANT). WITNESSETH: WHEREAS the CITY desires to engage the CONSULTANT to perform certain professional services pertinent to such work in accordance with this Agreement; and WHEREAS the CONSULTANT desires to provide such professional services in accordance with this Agreement; and WHEREAS the CITY selected the CONSULTANT in accordance with the competitive selection process described in Section 287.055 of the Florida Statutes, and based on information and representations given by the CONSULTANT in a Statement of Qualifications dated May 27, 2009: NOW, THEREFORE, in consideration of the premises and the mutual benefits which will accrue to the parties hereto in carrying out the terms of this Agreement, it is mutually understood and agreed as follows: 1. 0 GENERAL SCOPE OF THIS AGREEMENT The relationship of the CONSULTANT to the CITY will be that of a professional consultant, and the CONSULTANT will provide the professional and technical services required under this Agreement in accordance with acceptable engineering or area of expertise practices and ethical standards. Item # 17 Attachment number 1 Page 2 of 16 2. 0 PROFESSIONAL TECHNICAL SERVICES 2.1 It shall be the responsibility of the CONSULTANT to work with and for the CITY toward solutions to engineering problems and the approach as described in the attached Work Order (Exhibit A). 2.2 The CONSULTANT shall maintain an adequate and competent staff of professionally qualified personnel available to the CITY for the purpose of rendering the required professional services hereunder, and shall diligently execute the work to meet the completion time established. 3. 0 PERIOD OF SERVICE 3.1 The CONSULTANT shall begin work promptly after receipt of a fully executed copy of each Work Order. Receipt of a fully executed Work Order shall constitute written notice to proceed. 3.2 If the CONSULTANT'S services called for under any Work Order are delayed for reasons beyond the CONSULTANT'S control, the time of performance shall be adjusted as appropriate. 3.3 It is the intent of the parties hereto that this Agreement continue in force until three (3) years from the date of execution, subject to the provisions for termination contained herein. Assignments that are in progress at the Contract termination date will be completed by the CONSULTANT unless specifically terminated by the CITY. 4. 0 INSURANCE REQUIREMENTS See Exhibit "B" attached. 5.0 PROFESSIONAL SERVICES/CONSULTANT'S COMPETITIVE NEGOTIATION ACT (CCNA) - Florida Statue 287.055 Professional Services requested in this RFP are within the scope of the practice of architecture, landscape architecture, professional engineering, or registered land surveying, as defined by the laws of the State of Florida. Provisions of F.S. 287.055 apply. 6.0 GENERAL CONSIDERATIONS 6.1 All documents including field books, drawings, specifications, calculations, etc., supplied by the CONSULTANT shall become the property of the CITY. The CITY acknowledges that such documents are not intended or represented to be suitable for use by the CITY or others for purposes other than those for which the documents are prepared. Any reuse of these documents without written verification or adaptation by the CONSULTANT for the Item # 17 Attachment number 1 Page 3 of 16 specific purpose intended will be at the CITY's sole risk without liability or legal exposure to the CONSULTANT. 6.2 When authorized, the CONSULTANT shall prepare a final estimate of probable construction costs, following CITY approval of the bid documents and other prebid activities. The CITY hereby acknowledges that estimates of probable construction costs cannot be guaranteed, and such estimates are not to be construed as a promise that designed facilities will not exceed a cost limitation. Should the lowest, responsive and acceptable bid price received by the CITY within three (3) months from the date of the CITY's approval of the bid documents exceed the CONSULTANT'S final cost estimate by more than ten percent (10%), the CONSULTANT shall perform a detailed evaluation of the low bid. The evaluation will review the bid prices on a line item basis, identifying areas of disagreement and providing a rationale for the difference. 6.3 The CONSULTANT will provide expert witnesses, if required, to testify in connection with any suit at law. A supplemental agreement will be negotiated between the CITY and the CONSULTANT describing the services desired and providing a basis for compensation to the CONSULTANT. 6.4 Upon the CONSULTANT'S written request, the CITY will furnish or cause to be furnished such reports, studies, instruments, documents, and other information as the CONSULTANT and CITY mutually deem necessary. 6.5 The CITY and the CONSULTANT each bind themselves and their successors, legal representatives and assigns to the other party to this Agreement and to the partners, successors, legal representatives and assigns of each other party, in respect to all covenants of this Agreement; and, neither the CITY nor the CONSULTANT will assign or transfer its interest in this Agreement without written consent of the other. 6.6 The CONSULTANT hereby agrees to indemnify and hold harmless the CITY, and its officers and employees, from liabilities, damages, losses and costs, including, but not limited to, reasonable attorney's fees, to the extent caused by the negligence, recklessness or intentionally wrongful conduct of the design professional and other persons employed or utilized by the design professional in the performance of the contract. It is specifically understood and agreed, however, that this indemnification agreement does not cover or indemnify the CITY for its own negligence. The CONSULTANT hereby further agrees to indemnify and hold harmless the CITY from any and all fines, costs, and expenses caused by, directly or indirectly, with the CONSULTANT'S failure to comply with any applicable laws, statutes, ordinances, or government regulations. 6.7 The CONSULTANT agrees not to engage the services of any person or persons in the employ of the CITY to an allied capacity, on either a full or part-time basis, on the date of the signing of this Agreement, or during its term. Item # 17 Attachment number 1 Page 4 of 16 6.8 Key personnel assigned to CITY projects by the CONSULTANT shall not be removed from the projects until alternate personnel acceptable to the CITY are approved in writing by the CITY. Key personnel are identified in the submitted Statement of Qualifications. 6.9 The CONSULTANT shall attach a brief status report on the project(s) with each request for payment. 7.0 COMPENSATION 7.1 The CONSULTANT shall be compensated for all services rendered under this Agreement in accordance with the provisions of each Work Order, upon presentation of CONSULTANT'S invoice. An hourly rate schedule and typical methods of compensation are attached hereto as Exhibit "C". 7.2 Except as may be addressed in the initiating Work Order, the compensation for services shall be invoiced by the CONSULTANT and paid by the CITY once each month. Such invoices shall be due and payable within 30 days of receipt. 7.3 The CONSULTANT agrees to allow full and open inspection of payroll records and expenditures in connection with hourly rate and cost plus fixed fee work assignments upon request of the CITY. Item # 17 Attachment number 1 Page 5 of 16 8.0 PROHIBITION AGAINST CONTINGENT FEES The CONSULTANT warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the CONSULTANT to solicit or secure this Agreement and that it has not paid or agreed to pay any persons, company, corporation, individual or firm, other than a bona fide employee working for the CONSULTANT any fee, commission, percentage, gift, or any other consideration, contingent upon or resulting from the award or making of this Agreement. 9.0 TERMINATION This Agreement may be terminated by either party with seven (7) days prior written notice, in the event of substantial failure to perform in accordance with the terms hereof by the other party through no fault of the terminating party. If this Agreement is terminated, the CONSULTANT shall be paid in accordance with the provisions of outstanding Work Orders for all work performed up to the date of termination. 10.0 SUSPENSION, CANCELLATION OR ABANDONMENT If the project described in any Work Order is suspended, canceled, or abandoned by the CITY, without affecting any other Work Order or this Agreement, the CONSULTANT shall be given five (5) days prior written notice of such action and shall be compensated for professional services provided up to the date of suspension, cancellation or abandonment. This Agreement shall be administered and interpreted under the laws of the State of Florida. 11.0 TERMINATION OF CONVENIENCE Either the CITY or the CONSULTANT may terminate the Agreement at any time by giving written notice to the other of such termination and specifying the effective date of such termination at least thirty (30) days before said termination date. If the Agreement is terminated by the CITY as provided herein, the CONSULTANT will be paid for services rendered through the date of termination. Item # 17 Attachment number 1 Page 6 of 16 IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement on the date and year first above written. Countersigned: Frank Hibbard Mayor-Councilmember Approved as to form and correctness: Camilo Soto Assistant City Attorney By: By: WITNESS: By: CITY OF CLEARWATER William B. Horne, II City Manager ATTEST: By: Cynthia E. Goudeau City Clerk Item # 17 Attachment number 1 Page 7 of 16 EXHIBIT "B" RISK MANAGEMENT / INSURANCE REQUIREMENTS FOR AGREEMENTS AND CONTRACTS STATEMENT OF PURPOSE The City of Clearwater enters into agreements and contracts for services and/or products of other parties. Agreements and contracts shall contain Risk Management/Insurance terms to protect the City's interests and to minimize its potential liabilities. Whenever applicable, the following terms shall be included in agreements and contracts. CITY DEFINED The term "City" (wherever it may appear) is defined to mean the City itself, its Council, the Community Redevelopment Agency of the City of Clearwater, a Florida governmental agency created pursuant to Part III, Chapter 163, Florida Statutes, its duly appointed officers, or other public bodies, officers, employees, volunteers, representatives and agents. OTHER PARTY DEFINED The term "other party" (wherever it may appear) is defined to mean the other person or entity which is a party to an agreement or contract with the City, any subsidiaries or affiliates, officers, employees, volunteers, representatives, agents, contractors, and subcontractors. HOLD HARMLESS The City shall be held harmless against all claims for bodily injury, sickness, disease, death or personal injury or damage to property or loss of use resulting therefrom, arising out of the agreement or contract unless such claims are a result of the City's sole negligence. PAYMENT ON BEHALF OF CITY The other party agrees to pay on behalf of the City, and to pay the cost of the City's legal defense, as may be selected by the City, for claims or suits arising from the fault of the other party or other persons employed or utilized by the other party in the performance of the contract. Such payment on behalf of the City shall be in addition to any and all other legal remedies available to the City and shall not be considered to be the City's exclusive remedy. Item # 17 Attachment number 1 Page 8 of 16 INSURANCE The other party shall provide the following described insurance, except for coverage's specifically waived by the City, on policies and with insurers acceptable to the City. These insurance requirements shall not limit the liability of the other party. The City does not represent these types or amounts of insurance to be sufficient or adequate to protect the other party's interests or liabilities, but are merely minimum. Except for Workers' Compensation and Professional Liability, the other party's insurance policies shall be endorsed to name the City as an additional insured to the extent of the City's interests arising from this contract or agreement. Except for Workers' Compensation, the other party waives its right of recovery against the City, to the extent permitted by its insurance policies. The other party shall request that its insurers' policies include or be endorsed to include a severability of interest/cross liability provision so the City will be treated as if a separate policy were in existence without increasing the policy limits. The other party's deductibles/self-insured retentions shall be disclosed to the City and may be disapproved by the City. They shall be reduced or eliminated at the option of the City. The other party is responsible for the amount of any deductible or self-insured retention. Workers' Compensation Coverage The other party shall purchase and maintain Workers' Compensation Insurance for all workers compensation obligations imposed by state law and employers liability limits of at least $100,000 each accident and 100,000 each employee/$500,000 policy limit for disease. The other party shall also purchase any other coverage's required by law for the benefit of the employees. General, Automobile and Excess or Umbrella Liability Coverage The other party shall purchase and maintain coverage on forms no more restrictive than the latest editions of the Commercial or Comprehensive General Liability and Business Auto policies of the Insurance Services office. Minimum limits of $500,000 per occurrence for all liability must be provided, with excess or umbrella insurance making up the difference, if any, between the policy limits of underlying policies (including employers liability required in the Workers' Compensation Coverage section) and the total amount of coverage required. Item # 17 Attachment number 1 Page 9 of 16 Commercial General Liability If Commercial General Liability coverage is provided: Coverage "A": Shall include premises, operations, products and completed operations, independent contractors, contractual liability covering this agreement or contract, and broad form property damage coverage's. Coverage "B": Shall include personal injury. Coverage "C": Medical payments are not required. Occurrence Form: The occurrence form of Commercial General Liability must be provided. Comprehensive General Liability If Comprehensive General Liability coverage is provided it shall include at least: • Bodily injury and property damage liability for premises, operations, products/completed operations, independent contractors, and property damage resulting from explosion, collapse or underground (x,c,u) exposures. Broad Form Comprehensive General Liability coverage, or its equivalent, with at least: $1,000,000.00 • Broad form contractual liability covering this agreement or contract, personal injury liability and broad form property damage liability. Products/Completed Operations Coverage The other party is required to continue to purchase products contract or agreement, for a minimum of three years (3) beyond the City's acceptance of renovation or construction projects. Business Auto Liability Business Auto Liability coverage is to include bodily injury and property damage arising out of operation, maintenance or use of any auto, including owned, non-owned and hired automobiles and employee non-ownership use. Item # 17 Attachment number 1 Page 10 of 16 Watercraft/Aircraft Liability If the other party's provision of services involves utilization of watercraft or aircraft, watercraft and/or aircraft liability coverage must be provided to include bodily injury and property damage arising out of ownership, maintenance or use of any watercraft or aircraft, including owned, non- owned and hired. Excess or Umbrella Liability Umbrella Liability insurance is preferred, but an Excess Liability equivalent may be allowed. Whichever type of coverage is provided, it shall not be more restrictive than the underlying insurance policy coverage's. CERTIFICATES OF INSURANCE Required insurance shall be documented in Certificates of Insurance that provide that the City shall be notified at least thirty (30) days in advance of cancellation or non-renewal. Consultant shall be required to provide City with notice of any adverse change. New Certificates of Insurance are to be provided to the City at least fifteen (15) days prior to coverage renewals. If requested by the City, the other party shall furnish complete copies of the other party's insurance policies, forms, and endorsements. The address where all such Certificates of Insurance and policies of insurance, when requested, shall be sent or delivered is as follows: City of Clearwater Attention: City Clerk P.O. Box 4748 Clearwater, Florida 33758-4748 For Commercial General Liability coverage, the other party shall, at the option of the City, provide an indication of the amount of claims payments or reserves chargeable to the aggregate amount of liability coverage. Receipt of certificates or other documentation of insurance or policies or copies of policies by the City, or by any of its representatives, that indicate less coverage than required does not constitute a waiver of the other party's obligation to fulfill the insurance requirements herein. INSURANCE OF THE OTHER PARTY PRIMARY Insurance required of the other party or any other insurance of the other party shall be considered primary, and insurance of the City shall be considered excess, as may be applicable to claims that arise out of the Hold Harmless, Payment on Behalf of City, Insurance, and Additional Insurance and Certificates of Insurance provisions of this agreement or contract. Item # 17 Attachment number 1 Page 11 of 16 LOSS CONTROL / SAFETY Precaution shall be exercised at all times by the other party for the protection of all persons, including employees, and property. The other party shall be expected to comply with all applicable laws, regulations, or ordinances related to safety and health and shall make special efforts where appropriate to detect hazardous conditions and shall take prompt action where loss control/safety measures should reasonably be expected. The City may order work to be stopped if conditions exist that present immediate danger to persons or property. The other party acknowledges that such stoppage will not shift responsibility for any damages from the other party to the City. CONSIDERATION FOR HOLD HARMLESSMAYMENT ON BEHALF Applicable to Florida Construction Contracts The other party agrees to accept, and acknowledges as an adequate amount of remuneration, the consideration of $100.00 for agreeing to the Hold Harmless, Payment on Behalf of City, Insurance and Certificates of Insurance provisions in this agreement or contract. ADDITIONAL INSURANCE FOR REPAIR OR SERVICE OR OTHER CONTRACTS If checked below, the City requires the following additional provisions or types of insurance for repair or service or other contracts to afford added protection against loss which could affect the work being performed. Commercial General Liability Increased General Aggregate Limit The minimum commercial general liability general aggregate limit shall be $1,000,000.00 that is greater than the occurrence limit simply because it is an annual aggregate limit. Installation Floater Insurance Installation Floater insurance is to be provided to cover damage or destruction to equipment being installed or otherwise being handled or stored by the other party. The amount of coverage should be adequate to provide full replacement value of the equipment being installed, otherwise being handled or stored on or off premises. All risks coverage is preferred. Motor Truck Cargo Insurance If the Installation Floater insurance does not provide transportation coverage, separate Motor Truck Cargo or Transportation insurance is to be provided for materials or equipment transported in the other party's vehicles from place of receipt to building sites or other storage sites. All risks covered are preferred. Item # 17 Attachment number 1 Page 12 of 16 Contractor's Equipment Insurance Contractor's Equipment insurance is to be purchased to cover loss of equipment and machinery utilized in the performance of work by the other party. All risks coverage is preferred. Fidelity/Dishonesty Insurance - Coverage for Employer Fidelity/Dishonesty insurance is to be purchased to cover dishonest acts of the other party's employees, including but not limited to theft of vehicles, materials, supplies, equipment, tools, etc.; especially property necessary to work performed. Fidelity/Dishonesty/Liability Insurance - Coverage for City Fidelity/Dishonesty/Liability insurance is to be purchased or extended to cover dishonest acts of the other party's employees resulting in loss to the City. ADDITIONAL INSURANCE FOR RENOVATION OR CONSTRUCTION CONTRACTS If checked below, the City requires the following types of insurance for renovation or construction contracts, in addition to required coverage's previously cited, including Additional Insurance for Repair or Service or Other Contract. Commercial General Liability Proiect Aggregate Because the Commercial General Liability form of coverage includes an annual aggregate limitation on the amount of insurance provided, a separate project aggregate limit is required by the City for this contract or agreement. Owners Protective Liability For renovation or construction contracts the other party shall provide for the City an Owners Protective Liability insurance policy (preferably through the other party's insurer) in the name of the City. Builders Risk Builders Risk insurance is to be purchased to cover the property for all risks of loss, subject to a waiver of coinsurance, including coverage of risks indicated in the Installation Floater and Motor Truck Cargo insurance previously described if such coverage's are not separately provided. The Builders Risk insurance is to be endorsed to cover the interests of all parties, including the City and all contractors and subcontractors. The insurance is to be endorsed to grant permission to occupy. Item # 17 Attachment number 1 Page 13 of 16 PROFESSIONAL LIABILITY, MALPRACTICE AND/OR ERRORS OR OMISSIONS If checked below, the City requires the following terms and types of insurance for professional, malpractice, and errors or omissions liability. X Hold Harmless The City shall be held harmless against liabilities, damages, losses and costs, including, but not limited to, reasonable attorney's fees, to the extent caused by the negligence, recklessness or intentionally wrongful conduct of the design professional and other persons or entities employed, controlled, or utilized by the design professional in the performance of the contract. The City shall also be held harmless against all claims for fines, costs, expenses caused by, directly or indirectly, by the design professional and other persons or entities employed, controlled, or utilized by the design professional that failed to comply with any applicable laws, statutes, ordinances, or government regulations, and against other persons' financial loss with respect to the provision of or failure to provide professional or other services resulting in the design professional's professional, malpractice, errors, or omissions giving rise to liability from the performance of the agreement or contract.. It is specifically understood and agreed, however, that this indemnification/hold harmless agreement does not cover or indemnify the City for its own negligence. X Professional Liability/Malpractice/Errors or Omissions Insurance The other party shall purchase and maintain professional liability or malpractice or errors or omissions insurance appropriate for the type of business engaged in by the other party with minimum limits of $1,000,000 per occurrence. If a claim's made form of coverage is provided, the retroactive date of coverage shall be no later than the inception date of claims made coverage, unless prior policy was extended indefinitely to cover prior acts. Coverage shall be extended beyond the policy year either by a supplemental extended reporting period (ERP) of as great duration as available, and with no less coverage and with reinstated aggregate limits, or by requiring that any new policy provide a retroactive date no later than the inception date of claims made coverage. WRITTEN AGREEMENT/CONTRACT Any party providing services or products to the City will be expected to enter into a written agreement, contract, or purchase order with the City that incorporates, either in writing or by reference, all of the pertinent provisions relating to insurance and insurance requirements as contained herein. A failure to do so, may, at the sole discretion of the City, disqualify any party from performing services or selling products to the City provided; however, the City reserves the right to waive any such requirements. Item # 17 Attachment number 1 Page 14 of 16 EXHIBIT "C" PROVISION OF PAYMENT BASIS FOR PAYMENT The owner shall pay CONSULTANT and CONSULTANT agrees to accept as full compensation for its services (as established by Work Order) compensation as computed by one of the following methods: Method "A" - Costs Times Multiplier Basis - Compensation in the form of actual costs times a multiplier as determined by the following formula: Actual raw Salary Cost x Multiplier + Subconsultant Cost + Other Direct Costs. Multiplier 3.0 includes fringe benefit rate, overhead, operating margin and profit and is subject to annual review. Subconsultant Costs are actual costs incurred times a factor of 1.00. Actual costs shall be based on billing rates for required labor classifications. Other Direct Costs are actual costs incurred for travel outside of Tampa Bay area, printing, copying, long distance telephone calls, etc., times a factor of 1.00. Method "B" - Lump Sum - Compensation in the form of "lump sum" shall be determined by mutual agreement between the CONSULTANT and the City. The lump sum amount shall be negotiated based upon a scope of services developed by the CONSULTANT and approved by the City. ESTIMATES FOR ACTUAL DIRECT PAYROLL COST (EXCLUDING OVERHEAD, FRINGE BENEFITS AND OPERATING MARGIN) The estimated hourly rates below represent July 2009 costs and categories. Periodic changes are anticipated and modification can be made annually upon City and CONSULTANT review. (Note: All rates are hourly salary rates). Item # 17 Attachment number 1 Page 15 of 16 CITY OF CLEARWATER ENGINEER OF RECORD RFQ 12-09 2009 DIRECT HOURLY RATES VANUS Job Classification Minimum Rate ($ / hour) Typical Maximum Senior Vice President ------------ --------------- ------------ Vice President/Officer-in-Charge $83.00 $83.00 $83.00 Project Manager/Associate Principal $51.25 $51.25 $51.25 Construction Manager $56.00 $56.00 $56.00 Construction Engineer ------------ --------------- ------------ Senior Engineer/Scientist $59.43 $63.25 $73.45 Engineer/Scientist (III-IV) $38.42 $42.82 $56.68 Engineer/Scientist (I-III) ------------ --------------- ------------ Planner ------------ --------------- ------------ Landscape Architect ------------ --------------- ------------ Field Technician $31.75 $35.00 $38.95 Senior Designer $23.75 $24.85 $28.39 Drafter/CADD Operator $19.80 $22.00 $33.23 Operations Specialist $63.25 $63.25 $73.00 Fiscal/Accounting $21.70 $21.70 $68.25 Administrative/Clerical $13.50 $14.50 $15.50 MULTIPLIER: 3.0 Item # 17 Attachment number 1 Page 16 of 16 Item # 17 Attachment number 2 Page 1 of 23 EXHIBIT-A ! L WORK ORDER INITIATION FORM for the CITY OF CLEARWATER Date: August 27, 2010 Proj ect Number: City Project Number: 09-0018-UT 1. PROJECT TITLE: Reverse Osmosis Plant #1 Expansion 2. SCOPE OF SERVICES: Camp Dresser & McKee Inc. (CDM) will perform the following described engineering services related to the preliminary design, final design, bidding, permitting and construction services for the expansion of the City of Clearwater's (CITY) Reverse Osmosis Plant #1 (Plant). Specifically, the proposed expansion entails an evaluation of the processes and facilities of the Plant, a 1.5 million gallon per day (mgd) increase in finished water production capacity, and an increase of 1.0 million gallons (MG) of finished water storage. Additionally, the expansion will also include the design and construction of a concentrate disposal pipeline from the Plant to a proposed future injection well located at the future Reverse Osmosis Plant #2 project site. Task 1 - PRE-DESIGN PHASE Task 1.1- Project Initiation: CDM will prepare for and participate in a Kick-Off Meeting with the CITY staff, Project Team, and key sub-consultants to review the project scope, schedule, and budget. CDM will prepare a baseline project schedule for this meeting that identifies relevant project activities, their start/finish dates, and durations. The schedule will identify critical tasks and milestones for achieving the proposed project completion date. At this meeting, CDM will hold a Project Quality Meeting (PQM) in accordance with its quality management procedures. This meeting is a stand-alone, facilitated Item # 17 Attachment number 2 Page 2 of 23 session involving the core project team members and the CITY staff. The three (3) major elements of the PQM are as follows: ¦ Defining the mission ¦ Identifying the goals deemed necessary to fulfill the mission ¦ Describing the processes, activities, and tasks required to achieve those goals. Task 11 Deliverables 1. Meeting Minutes 2. Baseline Project Schedule Task 1.2 - Evaluation Under this task, CDM will complete an evaluation of the Plant and pipeline routes. The purpose of this evaluation is to confirm the scope of the expansion as planned and to identify additional improvements and/or changes to the planned expansion scope. For the purposes of this scope, CDM assumes the planned expansion (herein referred to as "baseline expansion") to consist of the following: Expand RO finished water capacity by 1.0 mgd by adding one new membrane skid and expand the facility and pressure filters as originally designed in the drawings received during the RFP Expand finished water storage capacity by 1.0 MG by demolishing the existing tank and adding (2) two 3.0 MG above ground storage tanks Add a concentrate disposal pump station and pipeline terminating at the RO Plant #2 site property line The evaluation will consist of a site visit, data review, analysis and report as described in this section. Task 1.2.1 Site Visit & Data Review CDM will conduct a site visit of the plant for the purposes of familiarizing its multi- disciplinary team with the project site and limitations. During the site visit, CDM will observe current conditions as they relate to architectural, structural, electrical, instrumentation, process, and site layout. Prior to the site visit, CDM will prepare a written list of data needs to the CITY. Such data will be used to provide background data to CDM and help limit the unnecessary collection of additional data and/or duplication. In order to facilitate a more efficient site visit, CDM assumes the City will provide all available information requested prior to the site visit. If gaps in the data are present, CDM will notify the CITY immediately and discuss further as required. CDM will use this information to help it conduct its evaluation. Item # 17 Attachment number 2 Page 3 of 23 Task 1.2.2 RO Plant #1 Evaluation CDM will perform an evaluation of the Plant. As discussed previously, this evaluation will confirm the scope of the expansion as planned and identify additional improvements, scope alternatives and/or changes to the planned expansion scope. Specifically, CDM's evaluation of the Plant will include a Process Evaluation and a Facilities Evaluation. Task 1.2.2.1 Process Evaluation Prior to the Process Evaluation, CDM will review all available process documentation and render a concise opinion on the sufficiency of this documentation. During the Process Evaluation, CDM will inspect and evaluate the current pretreatment system of pre-oxidation, coagulation, and pressure sand filtration for arsenic reduction. CDM will evaluate alternative processes and alterations to the current treatment processes to enhance process efficiency and contact time for the pre-oxidant and coagulation processes so as to maximize reduced arsenic oxidation, coagulation and flocculation of oxidized arsenic by the added iron salts coagulant, and subsequent filtration. The primary objective of this task will be to allow the greatest reasonable degree of arsenic reduction to maximize raw water blending with RO permeate so as to minimize or eliminate new pressure filter construction. CDM understands the City prefers the evaluation to be based on adding a third membrane skid and physically expanding the building. CDM will evaluate this preference as well as advances in process technology (e.g. new membrane elements) and apply them to the project as appropriate. CDM will also consider up to two (2) additional membrane configurations that may enable the City to achieve its expansion objectives without the physical expansion of the building (e.g., fitting a third skid within the current process bay). CDM is sensitive the City's overall construction budget and will not spend appreciable time outlining options that are not fiscally feasible (e.g. purchasing three (3) new skids). CDM will review membrane performance data and determine if any there are any additional opportunities to enhance their performance. CDM will also consider advances in membrane technology in its overall analysis. This analysis may include membrane projections for the CITY'S anticipated raw water quality and a life cycle cost analysis if said advancements are considered viable. CDM will consider the possibility of energy recovery devices (ERD) in its overall analysis. City staff are also concerned about the lack of a by-pass arrangement for off- specification water. CDM's team will include an analysis of the Plant piping and evaluate the need and viability of a by-pass arrangement. CDM will also address 4-log virus removal per the direction of the City. During the evaluation, CDM will consider operations and maintenance, lifecycle cost, plant down-time (e.g. purchased water), and constructability in its review. Item # 17 Attachment number 2 Page 4 of 23 CDM assumes a life cycle of 30-years and an interest rate of 5-percent. CDM will summarize the results of this evaluation in the Technical Memorandum (Task 2.5). Task 1.2.2.2 Facilities Evaluation Prior to the Facilities Evaluation, CDM will review all available documentation on the site (e.g. CROM report, geotechnical reports) and render a concise opinion on the sufficiency of this documentation. During the Facilities Evaluation, CDM will evaluate the condition of the existing facilities and structures on-site. The evaluation will consist only of a visual assessment and additional tests and assessments are not considered part of this scope. Additionally, CDM will analyze up to three (3) alternative configurations and layouts of the site for the expansion. The new, major components under consideration at this time are the additional storage tanks, concentrate disposal system, potential impacts to stormwater management and relocated equipment/yard piping as a result of the site configuration. CDM understands the CITY does not wish to construct an additional tank to the south of the Plant at this time, but it is willing to consider smaller and potentially taller tanks in order to minimize the overall footprint of the site. CDM will also consider the requirements of the concentrate disposal pump station (e.g. constructability, access to electricity, conflicts) during the course of the evaluation. CDM understands the CITY wishes to maintain a certain degree of flexibility in its operation of this pump station and concentrate management. CDM's evaluation will consider alternative mechanical arrangements to allow the CITY to use the existing sanitary sewer or new concentrate disposal pump station as a means of concentrate discharge. If other additional improvements beyond the "baseline expansion" are identified during the evaluation, they will be incorporated as part of the three (3) alternative configurations discussed above. Because numerous combinations and iterations are possible, the preferred arrangement may include portions of the alternative configurations. If this is the case, upon completion of Task 2.6, (Pre-Design Workshop) CDM will prepare one new configuration that captures the preferred configuration. During the evaluation of the site and alternatives development, CDM will consider operations and maintenance, lifecycle cost, plant down-time (e.g. purchased water), and constructability in its review. CDM assumes a life cycle of 30-years and an interest rate of 5-percent. CDM will summarize the results of this evaluation in the Technical Memorandum (Task 2.5). Task 1.2.3 Concentrate Pipeline Route Evaluation Item # 17 Attachment number 2 Page 5 of 23 CDM will prepare a study and report of alternate routes for the concentrate disposal pipeline. CDM assumes routes will begin on the Plant property and terminate at the property line of the parcel where RO Plant #2 will be designed and constructed by others. Consideration will include discussions on cost and time constraints, impact to adjacent property owners, impacts to existing utilities and planned improvements, pedestrian and vehicular traffic during construction, environmental concerns, operational and maintenance limitations and requirements. Methods and Conceptual level Opinions of Probable Construction Cost will be included with comparison and analysis of construction methods and alternative pipe materials included. The need for easements, traffic control and diversion will also be discussed in the alternate route evaluation. The report will also confirm required survey and geotechnical needs presented Part II of this Scope. Task 1.2.4 Consolidated Technical Memorandum CDM will prepare a consolidated technical memorandum outlining the results of its evaluations of the plant, pipeline route, and funding alternatives. Where alternatives are presented, CDM will present the pros, cons, and expected life cycle cost of each alternative. CDM will also provide tables comparing the options to CITY approved, weighted criteria (e.g. reliability, operations) to assist the CITY in evaluating and selecting an alternative. CDM will prepare and submit an electronic version of the draft report for CITY review and comment in.PDF format. CDM anticipates a Workshop (Task 2.5 below) to discuss the elements of the report and to freeze desired design concepts. Upon completion of the workshop, CDM will issue three (3) copies of the final report and one electronic copy in PDF format. Task 1.2.5 Pre-Design Workshop CDM will prepare and conduct a Design Preferences Workshop with the CITY staff to obtain feedback on the Technical Memorandum and to determine equipment and facility preferences, including siting and routing issues. The primary goal of the Workshop is to finalize design issues and expedite the completion of the Preliminary Design Report (PDR). CDM will prepare minutes of the meeting and incorporate the appropriate comments into the final Technical Memorandum. The CITY understands that CDM will not proceed with additional design efforts until the Technical and Workshop Memorandums are approved by the CITY. At this point, if changes to the original expansion as discussed at the beginning of Task 2 are approved, CDM will prepare a modified scope and budget for future design tasks, to accommodate the changes in scope. Item # 17 Attachment number 2 Page 6 of 23 Task 1.2 Deliverables 1. Electronic Draft Technical Memorandum 2. Three (3) of the Final Technical Memorandum 3. Workshop Minutes Task 1.3 Project Management During the execution of this phase, CDM will provide project management oversight of all technical work. CDM's project manager will be responsible for coordinating and communicating with all members of the project team and the City as well as be fully involved in the development of all deliverables created under this phase. CDM's project manager will also provide summary status updates to the CITY's project manager with its invoice. CDM will provide a schedule update at the completion of this phase. Additionally, CDM's project manager will participate in up to one (1) monthly CIP Review Meeting with CITY staff to present the current status of the project. Task 1.3 Deliverables 1. Summary Status Reports with Invoices 2. End of Phase Schedule Update Task 1.4 Quality Management All CDM projects must adhere to rigorous guidelines outlined in our written Quality Management Procedures (QMP). The QMPs cover detailed procedures related to project startup, execution, construction and close-out. CDM's quality processes include formal review and cross-checking activities designed to deliver a quality product. For example, CDM will conduct formal Technical Review Committee (TRC) sessions as part of these activities with senior CDM technical specialists that are not involved in the day-to-day execution of the project. This allows for an unbiased opinion which we find helps bolster the overall quality of the project. CDM will adhere to its QMP-1 procedures for this phase of the proj ect. -Task 2 DESIGN PHASE Task 2.1 Geotechnical Investigation CDM will review existing geotechnical data for the expansion site and pipeline route prior to beginning geotechnical investigations. The purpose is to determine the suitability of this data for use in conjunction with this project and to reduce data collection efforts. The scope presented in the following paragraphs, assumes the original expansion will proceed as designed previously by others. CDM may revise this scope and budget based on the outcomes and decisions made during Phase I. CDM will perform the geotechnical analysis through its sub-consultant, Driggers Engineering Services, Inc. Item # 17 Attachment number 2 Page 7 of 23 Task 2.1.1 Site Geotechnical Investigation CDM, through its subconsultant (Driggers Engineering Services, Inc.) will conduct a geotechnical investigation for the proposed improvements to the project site. At this time, the site configuration is unknown and the scope presented below represents CDM's estimate based on information available at the time of preparing this scope of services. Review any previous geotechnical investigations, provided by the CITY, at the proposed WTP site. Perform additional subsurface explorations at the proposed WTP site necessary for the development of design criteria for the anticipated new structures. We anticipate three (3) new Standard Penetration Test (SPT) borings to a depth of 35-feet around the perimeter of the new tank and one (1) SPT to a depth of 75-feet at the proposed center of the new tank. Additionally, one (1) day of Flat Dilatometer Soundings have been budgeted in locations selected based on the results of the SPT borings. This tool provides for a more reliable prediction of settlement potential and will be advanced to a nominal depth of 30-feet. 2. At this time, we do not anticipate the need for additional borings for the tank to be sited within the footprint of the existing 5MG tank due to the fact that the new loads would be equal to or less than the present loading conditions. 3. Two (2) SPT borings advanced to a nominal depth of 25-feet are planned for the structural addition. For the stormwater modifications, a single SPT boring to a depth of 20-feet is anticipated and a single Double Ring Infiltration (DRI) test for the proposed stormwater modifications. The DRI test depth is assumed to be 3- feet or less below present grade. 4. Perform grain size analyses and Atterberg limits along with moisture content tests and organic content tests where applicable. One-dimensional consolidation tests will be performed on samples from potentially compressible strata to facilitate settlement analyses. 5. Summarize the results of the geotechnical investigations, logs, and tests, and provide recommendations for surface preparation and design of the proposed structures. Task 2.1.2. Pipeline Route Geotechnical Investigation CDM, through its subconsultant (Driggers Engineering Services, Inc.) will conduct a geotechnical investigation for the proposed pipeline route. For the roughly 2-miles of pipeline, an investigation program would include boring at nominal intervals not exceeding about 500-feet along the route. It is anticipated that there will be several instances of jack and bores and/or horizontal directional drills (HDD). As such, twenty-five (25) SPT borings to an average nominal depth of 20-feet are planned. Ten (10) pavement cores and patches are also included, as Item # 17 Attachment number 2 Page 8 of 23 is a laboratory analysis, as appropriate, which includes: grain size analysis, Atterberg limits, organic content, and corrosivity. The results of the geotechnical investigations, logs, and tests will be summarized in a report along with recommendations for utility construction and backfill. Task 2.1 Deliverables 1. Three (3) copies of "Final" site geotechnical report 2. Three (3) "Final" pipeline route geotechnical report Task 2.2 Survey CDM will review existing survey data for the expansion site and pipeline route prior to beginning surveying activities. The purpose is to determine the suitability of this data for use in conjunction with this project and to reduce data collection efforts. The scope presented in the following paragraphs, assumes the original expansion will proceed as designed previously by others. CDM may revise this scope and budget based on the outcomes and decisions made during Phase I. CDM will perform the survey through its sub-consultant, Florida Design Consultants, Inc. Task 2.2.1 Project Site Topographic Survey CDM will provide the following services related to a topographic survey of the plant expansion site through a subcontractor. CDM will review previous topographic and boundary mapping, provided by the CITY, of the proposed WTP site expansion and new tank location and recommend additional necessary surveying, if necessary. For budgeting purposes, CDM assumes a boundary and topographical survey will be required for 5.0 acres (+/-) of the project site. This area encompasses the existing plant and extends to approximately the fencelines of the existing ball fields. The City has expressed a strong desire to avoid impacting the existing ball fields during construction, therefore, the fencelines represent the absolute limits. Should impacts to the ball fields be necessary to achieve the project goals, then additional survey and fee will be required.. The survey will determine locations and elevations of existing structures, improvements (e.g. fences, utilities, invert elevations, pipe sizes and pipe material if obtainable, specimen trees 4-inch and larger diameter at breast height), roadways, visible/marked utilities and storm drains, adjacent property lines, and horizontal and vertical control for construction. The survey will also include surface elevations on a 50-ft grid or equivalent, swales, ditches, top bank, toe of slope and water elevation, if any. Task 2.2.2 Pipeline Right of Way Survey Item # 17 Attachment number 2 Page 9 of 23 CDM through its sub-consultant will prepare a certified Topographic Survey in accordance with Florida State Statutes Governing Surveying and Mapping of the apparent existing rights-of-way. For this design, CDM and the CITY assume that the pipeline routes are within established rights of way and land acquisition for the pipelines is not required; therefore, a specific purpose survey is not required. If a specific purpose right of way survey is required, it will be considered additional scope. Where possible, existing found monumentation along the corridor will be located and shown on the Topographic Survey in order to show the existing occupation Right-of-Way line for informational purposes only. Adjacent ownerships and their ownership deeds, together with easements and right of way deeds that establish the right of way will be supplied by the CITY. The topographic survey will include surface elevations on a 100-ft grid or equivalent, swales, ditches, top of bank, toe of slope and water elevations if any, improvements with visible evidence above ground and utilities, invert elevations, pipe sizes and pipe material if obtainable and specimen trees 4-inches and larger diameter at breast height. Benchmarks will be located within the project area. Horizontal and vertical control monumentation will be set along the pipeline corridor such that it may be used for future construction staking and record surveys. CDM through its sub-consultant will also conduct a subsurface locate of existing utilities. The subsurface utilities will be designated using a combination of ground penetrating radar (GPR) and vacuum locates. The GPR will provide an electronic depth of these utilities and such utilities will be painted and flagged every 100 LF for survey. Additionally, vacuum locates will be performed along the route at 500 LF intervals and at intersections. Since the total number of vacuum locates is unknown, CDM has budgeted an allowance of $30,000.00 to cover up to 92 individual locates for the project, including the plant site, if needed. Anticipated utilities are gas, water, sewer, cable, plant water, process and chemical lines, and electrical. Task 2.2 Deliverables 1. Six (6) copies of site survey, plus electronic copy 2. Six (6) copies of Right of Way survey plus electronic copy 3. One (1) copy of signed and sealed Surveyors Report plus electronic copy Task 2.3 Plant Expansion Preliminary Design Report CDM will prepare a Preliminary Design Report for the Plant Expansion. For the purposes of this scope and fee, CDM assumes the expansion will be as described Phase I, Task 2. Significant deviations from this assumption may result in additional scope, and CDM will notify the CITY in writing immediately. Please Item # 17 Attachment number 2 Page 10 of 23 note that the PDR will serve as the primary supporting document for the permitting of the water treatment plant components. The CDM will provide the following services related to the preparation of a draft PDR: 1. Prepare a preliminary hydraulic profile to confirm necessary piping sizes pipeline pressures. 2. Prepare process design criteria (e.g. feed pressures, skid sizing) based on actual raw water quality (provided by others), computer software process projections, and dialogue with membrane element manufacturers. 3. Establish revised floor plan for the Membrane Building and site plan for added elements (e.g. pressure filters) and other required facilities (e.g. storage tanks, concentrate pump station). 4. Prepare preliminary architectural plans and elevation drawings to show building/structures style and interior/exterior materials. Prepare a preliminary, revised site layout (30-percent design drawings) showing expansion location, landscaping, grading, roadways, equipment, structures and demolition areas. Modifications to the stormwater system will also be provided. 6. Prepare new and revised yard-piping layouts, including the new concentrate disposal pipeline and gravity sewer modifications. 7. Based upon the geotechnical report, develop design criteria for tank and building foundations, select the structural system, and determine appropriate design codes and structural load. Develop a preliminary process instrumentation and control diagram (P&ID) with schematic to show recommended control and monitoring system configuration and single line electrical diagrams. 9. Develop preliminary concentrate pump station layout, electrical requirements, siting, initial head and motor sizing. 10. Develop a preliminary schedule for design, construction, and required demolition. The schedule will identify major tasks and milestones. 11. Table of contents for technical specifications and major equipment data sheets. Item # 17 Attachment number 2 Page 11 of 23 CDM will prepare and submit three (3) copies of the draft PDR to CITY for review and comment. CDM will prepare for and participate in a Review Workshop (See Task 2.5) with CITY staff concerning the draft PDR. CDM will receive comments from the CITY at this Workshop concerning the draft PDR and prepare the final PDR for CITY approval. Task 2.3 Deliverables 1. Three (3) copies of draft PDR and PDF file 2. Three (3) copies of final PDR 3. One (1) CD with PDF of final PDR Task 2.4 Concentrate Pipeline Preliminary Design CDM will prepare a preliminary design for the concentrate pipeline which will include the results of the geotechnical investigation and survey in Tasks 2.1 and 2.2 respectively. During review of the survey and alignment, CDM will identify any easements and acquisition that may be required in conjunction with this project. CDM can assist the CITY in the acquisition of land and easements as additional scope, if desired. The preliminary design will include a hydraulic analysis. CDM will also conduct a surge analysis of the concentrate pipeline and recommend surge control and attenuation facilities as appropriate. CDM will also prepare a table of contents for the technical specifications as part of this task. CDM will prepare and submit six (6) copies of the Concentrate Pipeline Preliminary Design to CITY for review and comment. CDM will prepare for and participate in a Review Workshop (See Task 2.5) with CITY staff concerning the draft Preliminary Design. CDM will receive comments from the CITY at this Workshop concerning the draft Preliminary Design and prepare the final Preliminary Design for CITY approval. Task 2.4 Deliverables 1. Six (6) copies of draft Concentrate Pipeline Preliminary Design 2. Six (6) copies of final Concentrate Pipeline Preliminary Design Task 2.5 Design Review Workshops CDM will prepare and conduct up to two (2) Design Review Workshops with the CITY staff to obtain feedback on the PDR and Concentrate Preliminary Design. The primary goal of the Workshop is to finalize outstanding design issues in preparation to begin the subsequent design phase (e.g. 60-percent design). CDM will prepare minutes from the Workshop and incorporate the appropriate comments into the deliverables. The CITY understands that CDM will not proceed with final design efforts until the designs and Workshop minutes are approved by the CITY. Item # 17 Attachment number 2 Page 12 of 23 Task 2.5 Deliverables 1. PDR Workshop Minutes 2. Concentrate Pipeline Preliminary Design Workshop Minutes Task 2.6 Public Meetings CDM understands the CITY desires to have public involvement in the design process. CDM will attend one (1) public meeting related to the Plant expansion. CDM will provide up to three (3) poster boards and two (2) project engineers (one of which will be the Proj ect Manager or Project Principal) attend the meeting. CDM also anticipates attendance at one (1) CITY Council meeting may be required to answer questions about the project. CDM assumes CITY staff will create and present any materials required for this meeting. Task 2.6 Deliverables 1. Three (3) poster boards to be used at meeting sessions Task 2.7 Project Management During the execution of this phase, CDM will provide project management oversight of all technical work. CDM's project manager will be responsible for coordinating and communicating with all members of the project team and the City as well as be fully involved in the development of all deliverables created under this phase. CDM's project manager will also provide summary status updates to the CITY's project manager with its invoice. CDM will provide a schedule update at the completion of this phase. Additionally, CDM's project manager will participate in up to one (1) monthly CIP Review Meeting with CITY staff to present the current status of the project. Task 2.7 Deliverables 1. Summary Status Reports with Invoices 2. End of Phase Schedule Update Task 2.8 Quality Management All CDM projects must adhere to rigorous guidelines outlined in our written Quality Management Procedures (QMP). The QMPs cover detailed procedures related to project startup, execution, construction and close-out. CDM's quality processes include formal review and cross-checking activities designed to deliver a quality product. For example, CDM will conduct formal Technical Review Committee (TRC) sessions as part of these activities with senior CDM technical specialists that are not involved in the day-to-day execution of the project. This allows for an unbiased opinion which we find helps bolster the overall quality of the project. CDM will adhere to its QMP-1 procedures for this phase of the proj ect. Item # 17 Attachment number 2 Page 13 of 23 Task 3 FINAL DESIGN PHASE Task 3.1 Plant Expansion Design CDM will prepare final construction drawings and technical specifications suitable for inviting construction bids for this project. For the purposes of this scope and fee, CDM assumes the expansion will be as described Phase I, Task 2. Significant deviations from this assumption may result in additional scope and CDM will notify the CITY in writing immediately. The technical specifications will utilize the CSI format. The design will be complete including site improvements, landscaping, irrigation, building, appurtenances, process equipment, accessories, wiring, piping, foundations, substructures, electrical controls, instrumentation, metering and mechanical facilities. The design will also include detailed drawings, specifications, tables, charts, and schedules as may be necessary. CDM's proposed fee is based on an assumed number of drawings, totaling 46 sheets. Substantial deviations from this list (e.g. new requirements derived from the Evaluations in Part I of this Scope) will be considered additional scope. CDM assumes the Front-End division of the contract documents will be provided by the CITY for CDM's use. At approximately the 60-percent and 90-percent completion levels of the contract documents, CDM will submit six (6) sets of progress drafts of said documents to the CITY for review. CDM will schedule review meetings and address appropriate CITY review comments. At these design milestones, CDM will prepare an Engineers Opinion of Probable Construction Cost. CDM will submit two (2) sets of signed and sealed contract documents to CITY staff one-week prior to the initial bid advertisement for the contract. CDM will provide the CITY with an electronic copy of the documents in PDF format and AutoCAD. The design plans shall be compiled using one of the following two methods: 1) The CITY of Clearwater CAD standards, as attached, 2) Pinellas County Survey CAD standards for survey base map and CITY of Clearwater standards for the design portion. Task 3.1 Deliverables 1. Six (6) copies of the 60-percent design 2. 60-percent Engineers Opinion of Probable Construction Cost 3. Six (6) copies of the 90-percent design 4. 90-percent Engineers Opinion of Probable Construction Cost 5. two(2) sets of signed and sealed contract documents 6. One (1) CD containing a PDF of the final specification and AutoCAD files of plan set. 7. Final Engineers Opinion of Probable Construction Cost Task 3.2 Concentrate Pipeline Design Item # 17 Attachment number 2 Page 14 of 23 Utilizing the design concepts developed and approved in preliminary design, CDM will prepare final construction drawings and technical specifications suitable for inviting construction bids for this project. The technical specifications will utilize the CSI format. The design will be complete including the pipeline alignment, profile, appurtenances, and ancillary structures. The design will also include detailed drawings, specifications, tables, charts, and schedules as may be necessary. CDM's proposed fee is based on an assumed number of drawings, totaling 25 sheets. This assumes a scale of 1:20 with two (2) plan views per sheet with section views at conflicts as well as some enlarged details at certain complex utility and road way crossings at a scale of up to 1:10. Substantial deviations from this list (e.g. new routes resulting in additional sheets as derived from the Evaluations in Part I of this Scope) will be considered additional scope. CDM assumes the Front-End division of the contract documents will be prepared by the CITY for CDM's use. At approximately the 60-percent and 90-percent completion levels of the contract documents, CDM will submit six (6) sets of progress drafts of said documents to the CITY for review. CDM will schedule review meetings and address appropriate CITY review comments. At these design milestones, CDM will prepare an Engineers Opinion of Probable Construction Cost. CDM will submit two (2) sets of signed and sealed contract documents to CITY staff one-week prior to the initial bid advertisement for the contract. CDM will provide the CITY with an electronic copy of the documents in PDF format and AutoCAD. The design plans shall be compiled using one of the following two methods: 1) The City of Clearwater CAD standards, as attached, 2) Pinellas County Survey CAD standards for survey base map and City Of Clearwater standards for the design portion. Task 3.2 Deliverables 1. Six (6) copies of the 60-percent design 2. 60-percent Engineers Opinion of Probable Construction Cost 3. Six (6) copies of the 90-percent design 4. 90-percent Engineers Opinion of Probable Construction Cost 5. Two (2) sets of signed and sealed contract documents 6. One (1) CD containing a PDF of the final specification and AutoCAD files of plan set. 7. Final Engineers Opinion of Probable Construction Cost Task 3.3 Permitting Task 3.3.1 Plant Expansion Environmental Resource Permit (ERP) CDM will attend one (1) pre-application meeting at the SWFWMD to discuss the proposed improvements with the SWFWMD. The CITY will be invited to attend Item # 17 Attachment number 2 Page 15 of 23 the pre-application meeting. This task also includes research at the SWFWMD for permit information related to the existing Environmental Resource Permit on- site. CDM will prepare the application for an Environmental Resource Permit for the plant site to the SWFWMD. Based on preliminary research by CDM, it appears that an existing ERP exists for a portion of the site. This task seeks to modify the existing ERP and permit the remaining site not covered under the existing ERP. This scope anticipates that an Individual ERP for construction will be required. It is assumed that existing wetlands or surface water are not present and will not be impacted. It is assumed that permitting through the United States Army Corps of Engineers (ACOE) is not needed. CDM will prepare the application for an ERP for the plant site to the SWFWMD. The ERP will include stormwater and environmental evaluations. The stormwater evaluation will consider drainage patterns, peak stages and flows, and other permit criteria. CDM will submit permit applications to the CITY for review and comment. CDM will revise the applications based on the CITY's comments and submit to SWFWMD for review and approval. CDM assumes all permit fees will be covered by the CITY. CDM has budgeted for one (1) Request for Additional Information (RAI) in the scope of services. It is anticipated that any permits needed for dewatering or NPDES will be obtained by the construction contractor. Task 3.3.2 Plant Expansion Potable Water Systems Components Permit CDM will prepare the application for a Specific Permit to Construct PWS Components including furnishing all required data, drawings, and other requested information as required by Florida Department of Environmental Protection (FDEP) regulations and guidelines. It is assumed that the Specific Permit to Construct PWS Components can be obtained using the Engineering Report as described elsewhere in this Scope of Services and as allowed by Chapter 62-555, Florida Administrative Code. CDM, in conjunction with CITY staff, will prepare for and attended a pre-application meeting with FDEP. CDM will submit permit applications to the CITY for review and meet with the CITY as required to discuss the CITY's review comments. CDM will revise the application and/or supporting documentation as required and submit to the FDEP for review and approval. CDM has budgeted for one (1) RAI in the scope of services. Task 3.3.3 Pipeline Permits CDM will prepare and submit applications for a Potable Water Systems Components and an Environmental Resource Permit (ERP) for the concentrate disposal pipeline. CDM anticipates this will be done at the 60-percent design level. CDM assumes the pipeline qualifies for a Noticed General ERP under FAC 62-341 and the pricing of this task reflects this level of effort. Item # 17 Attachment number 2 Page 16 of 23 Additionally, CDM will prepare and submit Right-of-Way Use permit applications for pipelines only to the following affected entities: Florida Department of Transportation (FDOT), Pinellas County, and the CITY. If required, CDM will also submit the concentrate disposal pipeline plans and specifications to Progress Energy for review and comment to support a Right of Way Use agreement between the CITY and Progress Energy. The CITY is responsible for any review fees required by Progress Energy or other permitting entity. CDM does not anticipate that a Drainage Connection Permit from the FDOT will be required. CDM does not anticipate that permitting for the pipeline will be required through the ACOE. CDM assumes no RAIs will be involved in these processes and that only minor clarifications will be involved. CDM assumes that minor clarifications will apply to information submitted and can be addressed via phone calls and electronic mail without additional graphics, calculations or other supporting materials. Task 3.3.4 Building Permit Support CDM will submit two (2) signed and sealed sets and six (6) copies of drawings and specifications to the CITY, who will file a Building Permit application with the CITY's Building Department. CDM will assist the CITY by responding to requests for additional information during this process. CDM has budgeted a labor and expense allowance of $5,000.00 to assist with this task. Task 3.3 Deliverables 1. Two (2) copies of draft and final Plant ERP application 2. Two (2) copies of draft and final Plant PWS application 3. Two (2) copies of draft and final Pipeline ERP, Right-of-Way Use, and Progress Energy permit applications 4. Respond to Building Department RAI's as applicable and within established allowance. Task 3.4 Design Review Meetings Upon submittal of draft contract documents at set milestones, CDM will hold a design review meeting with CITY staff to discuss and address comments related to the design. At this time, CDM anticipates up to four (4) such meetings at the 60- percent and 90-percent levels for the plant expansion and concentrate disposal pipeline, respectively. CDM will prepare minutes of the meetings and incorporate the appropriate comments into the deliverables. The CITY understands that CDM will not proceed with additional design phases until the designs and meeting minutes are approved by the CITY. Item # 17 Attachment number 2 Page 17 of 23 Task 3.4 Deliverables 1. 60-percent and 90-percent Plant Design Review Meeting Minutes 2. 60-percent and 90-percent Concentrate Pipeline Design Review Meeting Minutes Task 3.5 Public Meetings CDM understands the CITY desires to have public involvement in the design process. CDM will attend one (1) public meeting related to the Concentrate Disposal Pipeline. CDM will provide up to three (3) poster boards and two (2) project engineers (one of which will be the Project Manager or Project Principal) attend the meeting. CDM also anticipates attendance at one (1) CITY Council meeting may be required to answer questions about the project. CDM assumes CITY staff will create and present any materials required for this meeting. Task 3.5 Deliverables Three (3) poster boards to support public meeting Task 3.6 Project Management During the execution of this phase, CDM will provide project management oversight of all technical work. CDM's project manager will be responsible for coordinating and communicating with all members of the project team and the City as well as be fully involved in the development of all deliverables created under this phase. CDM's project manager will also provide summary status updates to the CITY's project manager with its invoice. CDM will provide a schedule update at the completion of this phase. Additionally, CDM's project manager will participate in up to one (1) monthly CIP Review Meeting with CITY staff to present the current status of the project. Task 3.6 Deliverables 1. Summary Status Reports with Invoices 2. End of Phase Schedule Update Task 3.7 Quality Management All CDM projects must adhere to rigorous guidelines outlined in our written Quality Management Procedures (QMP). The QMPs cover detailed procedures related to project startup, execution, construction and close-out. CDM's quality processes include formal review and cross-checking activities designed to deliver a quality product. For example, CDM will conduct formal Technical Review Committee (TRC) sessions as part of these activities with senior CDM technical specialists that are not involved in the day-to-day execution of the project. This allows for an unbiased opinion which we find helps bolster the overall quality of Item # 17 Attachment number 2 Page 18 of 23 the project. CDM will adhere to its QMP-1 procedures for this phase of the proj ect. Task 4 BIDDING PHASE Task 4.1 Bidding Support For each of the contract documents (Plant Expansion and Pipeline Construction), CDM will provide the following support during bidding: 1. Answer up to three (3) Requests for Information (RFI) questions posed by prospective bidders according to the guidelines established in the Contract Document for each Contract. 2. Provide up to two (2) personnel to attend the pre-bid meeting and pre-bid site visit for each Contract. For budgeting purposes, CDM assumes the pre-bid meeting and site visit for the plant work will take place at the same time and no site visit is required for the pipeline project. 3. Prepare and distribute up to two (2) Addenda to plans and specifications prior to receipt of bids for each Contract. 4. Assist the CITY in analyzing the bids received. CDM understands the CITY will prepare certified bid tabulations for each contract. 5. For the apparent low bidder for each Contract, obtain and evaluate information and qualifications submittals required by the Contract Documents (re: subcontractors, certification and license, experience and financial statements, etc.) 6. Recommend award for contract to the lowest responsive, responsible bidder for each contract. Task 4.1 Deliverables 1. Two (2) addenda per contract as required 2. Recommendation of award letter 3. PROJECT GOALS: The following deliverables will be developed during the respective phases of the proj ect: Pre-Design Deliverables: Task 1.1 Deliverables (Project Initiation) 1. Meeting Minutes 2. Baseline Project Schedule Task 1.2 Deliverables (Evaluation) 1. Electronic Draft Technical Memorandum 2. Three (3) copies of the Final Technical Memorandum 3. Workshop Minutes Item # 17 Attachment number 2 Page 19 of 23 Task 1.3 Deliverables (Project Management) 1. Summary Status Reports with Invoices 2. End of Phase Schedule Update Design Deliverables: Task 2.1 Deliverables (Geotechnical Investigations) 1. Three (3) copies of "Final" site geotechnical report 2. Three (3) copies of "Final" pipeline route geotechnical report Task 2.2 Deliverables (Survey) 1. Six (6) copies of site survey, plus electronic copy 2. Six (6) copies of Right of Way survey plus electronic copy 3. One (1) copy of signed and sealed Surveyors Report plus electronic copy Task 2.3 Deliverables (Plant Preliminary Design Report) 1 Three (3) copies of draft PDR and PDF file 2 Three (3) copies of final PDR 3 One (1) CD with PDF of final PDR Task 2.4 Deliverables (Pipeline Preliminary Design Report) 1. Six (6) copies of draft Concentrate Pipeline Preliminary Design 2. Six (6) copies of final Concentrate Pipeline Preliminary Design Task 2.5 Deliverables (Design Workshops) 1. PDR Workshop Minutes 2. Concentrate Pipeline Preliminary Design Workshop Minutes Task 2.6 Deliverables (Public Meetings) 1. Three (3) poster boards to be used at meeting sessions Task 2.7 Deliverables (Project Management) 1. Summary Status Reports with Invoices 2. End of Phase Schedule Update Final Design Deliverables: Task 3.1 Deliverables (Plant Expansion) 1. Six (6) copies of the 60-percent design 2. 60-percent Engineers Opinion of Probable Construction Cost 3. Six (6) copies of the 90-percent design 4. 90-percent Engineers Opinion of Probable Construction Cost 5. two(2) sets of signed and sealed contract documents 6. One (1) CD containing a PDF of the final specification and AutoCAD files of plan set. 7. Final Engineers Opinion of Probable Construction Cost Task 3.2 Deliverables (Concentrate Pipeline) 1. Six (6) copies of the 60-percent design 2. 60-percent Engineers Opinion of Probable Construction Cost 3. Six (6) copies of the 90-percent design Item # 17 Attachment number 2 Page 20 of 23 4. 90-percent Engineers Opinion of Probable Construction Cost 5. Two (2) sets of signed and sealed contract documents 6. One (1) CD containing a PDF of the final specification and AutoCAD files of plan set. 7. Final Engineers Opinion of Probable Construction Cost Task 3.3 Deliverables (Permitting) 1. Two (2) copies of draft and final Plant ERP application 2. Two (2) copies of draft and final Plant PWS application 3. Two (2) copies of draft and final Pipeline ERP, Right-of-Way Use, and Progress Energy permit applications 4. Respond to Building Department RAI's as applicable and within established allowance. Task 3.4 Deliverables (Design Review Meetings) 1. 60-percent and 90-percent Plant Design Review Meeting Minutes 2. 60-percent and 90-percent Concentrate Pipeline Design Review Meeting Minutes Task 3.5 Deliverables (Public Meetings) 1. Three (3) poster boards to support public meeting Task 3.6 Deliverables (Project Management) 1. Summary Status Reports with Invoices 2. End of Phase Schedule Update Bidding Phase Deliverables Task 4.1 Deliverables (Bidding Support) 1. Two (2) addenda per contract as required 2. Recommendation of award letter 4. BUDGET: Attachment B includes a cost table that depicts the total cost per task and/or phase for these engineering services. This price includes all labor and expenses (note that expenses have been reduced based on the assumption that many deliverables will be presented electronically and that on-line collaboration will reduce overall travel and mailing expenses) anticipated to be incurred by Camp Dresser & McKee, Inc. for the completion of these tasks, on a time and materials basis, using a labor cost times a multiplier of 3.1 and a 1.0 multiplier for expenses and subconsultants, for a fee not to exceed One Million one Hundred eighty thousand eight hundred and sixty-seven Dollars ($1,180,867), without prior written consent. The permit application fees will be paid by the consultant and invoiced to the CITY as a reimbursable. 5. SCHEDULE: The project is to be completed 9 months from issuance of notice-to-proceed. The project deliverables are to be phased as follows: Item # 17 Attachment number 2 Page 21 of 23 Technical Memorandum 45 calendar days Preliminary Design Report 40 calendar days 60% construction plans and permit applications 75 calendar days 90% construction plans 50 calendar days Final construction documents 30 calendar days Bidding 30 calendar days 6. STAFF ASSIGNMENT (Consultant): CDM's key staff members on this project will be Michael P. Smith (Principal-In-Charge), Michael J. Carballa (Project Manager), Dr. Colin Hobbs (Lead Process Designer), Dr. Donald Thompson (Process Technical Reviewer) and Gina Cashon (Lead Civil Designer). 7. CORRESPONDENCE/REPORTING PROCEDURES: ENGINEER's project correspondence shall be directed to Mike Carballa. All CITY project correspondence shall be directed to Lan-Anh Nguyen with copies to others as may be appropriate. 8. INVOICING/FUNDING PROCEDURES: Invoices shall be submitted monthly to the City of Clearwater, Attn: Deb Lutz, Senior Staff Assistant, Engineering, P. O. Box 4748, Clearwater, Florida 33758-4748, for work performed. Invoices will be prepared monthly according to fee schedule. Contingency services will be billed as incurred only after written authorization provided by the CITY to proceed with those services. City Invoicing Code: _0376-96764-531300-533-000-0000 9. ITEM 9 INTENTIONALLY LEFT BLANK 10. SPECIAL CONSIDERATIONS: None PREPARED BY: Michael P. Smith Vice President Camp Dresser & McKee Inc. APPROVED BY: Michael D. Quillen, PE City Engineer City of Clearwater Date Date Item # 17 Attachment number 2 Page 22 of 23 ' 0 L Clearwater 0 CITY OF CLEARWATER ENGINEERING DEPARTMENT WORK ORDER INITIATION FORM Attachment "A" CITY DELIVERABLES FORMAT The design plans shall be compiled utilizing the following methods. 1. City of Clearwater CAD standards. 2. Datum: Horizontal and Vertical datum shall be referenced to North American Vertical Datum of 1988 (vertical) and North American Datum of 1983/90 (horizontal). The unit of measurement shall be the United States Foot. Any deviation from this datum will not be accepted unless reviewed by City of Clearwater Engineering/Geographic Technology Division. DELIVERABLES The design plans shall be produced on bond material, 24" x 36" at a scale of 1" = 20' unless approved otherwise. Upon completion the consultant shall deliver all drawing files in digital format with all project data in Autodesk Civil 3d file format. If not available Land Desktop files are still acceptable, however the City or Clearwater is currently phasing out Land Desktop. NOTE: If approved deviation from Clearwater CAD standards are used the consultant shall include all necessary information to aid in manipulating the drawings including either PCP, CTB file or pen schedule for plotting. The drawing file shall include only authorized fonts, shapes, line types or other attributes contained in the standard AutoDesk, Inc. release. All block references and references contained within the drawing file shall be included. Please address any questions regarding format to Mr. Tom Mahony, at (727) 562-4762 or email address tom.mahonygmyclearwater.com ? All electronic files (CAD and Specification files) must be delivered upon completion of project or with 100% plan submittal to City of Clearwater. Item # 17 Attachment number 2 Page 23 of 23 Attachment B CITY OF CLEARWATER RO Plant #1 Expansion PROJECT BUDGET CDM Task Description Subconsultant Services Labor Total I Pre-Design Task 1.1 Project Initiation $ 7,640 Task 1.2 Evaluation $ 88,210 Task 1.3 Project Management $ 8,400 Task 1.4 Quality Management $ 5,080 S 109,330 2 Design Task 2.1 Geotechnical Investigation $ 36,000 $ 3,600 Task 2.2 Survey $ 93,485 $ 6,640 Task 2.3 Preliminary Design Report $ 95,860 Task 2.4 Concentrate Pipeline Preliminary Design $ 31,160 Task 2.5 Design Review Workshops $ 7,900 Task 2.6 Public Meetings $ 6,240 Task 2.7 Project Management $ 24,840 Task 2.8 Quality Management $ 13,440 S 319,165 HI Final Design Task 3.1 Plant Expansion Design $ 349,840 Task 3.2 Concentrate Pipeline Design $ 149,300 Task 3.3 Permitting $ 72,680 Task 3.4 Design Review Meetings $ 7,560 Task 3.5 Public Meetings $ 6,240 Task 3.6 Project Management $ 44,200 Task 3.7 Quality Management $ 23,000 $ 652,820 IV Bidding Support Task 4.1 Bidding Support $ 42,370 $ 42,370 Subtotal, Labor and Subcontractors $ 1,123,685 Other Direct Costs (prints, photocopies, travel, etc. $ 57,182 Grand Total S 1,180,867 Item # 17 Meeting Date: 11/4/20 10 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Approve a work order to Reiss Engineering, Inc. (EOR) for the preliminary evaluations, pilot testing, design, permitting, and bidding of a new brackish reverse osmosis water treatment plant at Water Treatment Plant 2, in the amount of $3,445,449.00, and authorize appropriate officials to execute the same. (consent) SUMMARY: The City of Clearwater currently operates a Reverse Osmosis (RO) Water Treatment Plant and is preparing to build a second RO plant located at 21133 N. US Highway 19 within the City of Clearwater. A cooperative funding agreement (CFA) between the Southwest Florida Water Management District (SWFWMD) and the City of Clearwater was approved by Council on September 22, 2010. The CFA provides for the design, permitting and construction of a brackish RO facility at Water Treatment Plant (WTP) 2; design and construction of a brackish-water wellfield; and design and permitting of an injection well for the purpose of concentrate disposal. SWFWMD and the City of Clearwater both anticipate that the total cost of the project will be $30,433,780, and SWFWMD will reimburse up to 50% of all costs associated with this project (up to and not to exceed $15,216,890.). There is no cost to the City associated with the SWFWMD Agreement. Reiss Engineering, Inc. (REI) will provide professional services for preliminary evaluations, pilot testing, design, permitting, and bidding for a new brackish RO WTP, the well heads that will provide raw water to the WTP, and raw water mains that will transport the raw water to the WTP under the RO 2 Plant Permitting and Development Project (10-0039-UT). The new water treatment facility, wellfield, and raw water mains are anticipated to be completed by December 2015. The City of Clearwater Public Utilities Department will own, operate and maintain the Water Treatment Plant. Sufficient budgets and revenues are available in the 2009 Water and Sewer Revenue Bond proceeds in project 0376-96767, Reverse Osmosis Plant at Reservoir 2, in the amount of $888,598.56 and Capital Improvement Program project 0315-96767, Reverse Osmosis Plant at Reservoir 2 in the amount of $2,556,850.44 to fund this contract for a total amount of $3,445,449.00. Type: Capital expenditure Current Year Budget?: Yes Budget Adjustment Comments: See Summary Current Year Cost: $3,445,449.00 Not to Exceed: $3,445,449.00 For Fiscal Year: 2010 to 2011 Budget Adjustment: No Annual Operating Cost: Total Cost: $3,445,449.00 Appropriation Code Amount 0376-96767-561300-533- $888,598.56 000-0000 0315-96767-561300-533- $2,556,850.44 000-0000 Appropriation Comment see summary section see summary section Cover Memo Item # 18 Bid Required?: Yes Other Bid / Contract: Bid Number: Bid Exceptions: RFP #14-10 None Review Approval: 1) Office of Management and Budget 2) Legal 3) Clerk 4) Assistant City Manager 5) Clerk 6) City Manager 7) Clerk Cover Memo Item # 18 Attachment number 1 Page 1 of 29 REISS ENGINEERING, INC. WORK ORDER INITIATION FORM for the CITY OF CLEARWATER Date: October 4, 2010 Project Number: 102006 City Project Number: 10-0039-UT 1. PROJECT TITLE: Brackish Reverse Osmosis Water Treatment Plant # 2 Phase 1 - Design, Permitting, and Bidding Services 2. SCOPE OF SERVICES: The City of Clearwater (City) has selected Reiss Engineering, Inc. (REI) to provide preliminary evaluations, piloting, design, permitting, and bidding for a new brackish reverse osmosis water treatment plant (RO WTP #2). The project will be partially funded by the Pinellas Anclote Basin Board of the Southwest Florida Water Management District (SWFWMD). Based on discussions with City staff, REI developed the following scope for engineering services for up to a 6.5 MGD RO WTP #2 (5.0 MGD AADF), eighteen (18) remote well facilities and the raw water transmission pipelines. The CEI services will be issued via a separate authorization following determination of the scope of services required. The following specific design components are included in the scope of work: 1. Remote Raw Water Well Facilities: A total of eighteen (18) remote raw water wells are anticipated to supply raw water to RO WTP #2. Three (3) wells currently supply fresh water to the WTP #2 site, three (3) test production wells have been constructed, nine (9) wells are to be constructed, and there are three (3) existing wells which are out of service but are to be rehabilitated. The three existing fresh water wells will not require additional facilities. Each of the remaining 15 well facilities is anticipated to include a submersible pump, above ground piping with a flow meter, required appurtenances, yard piping to connect to a raw water transmission line, and all associated electrical, instrumentation and control equipment. 2. Raw Water Transmission Lines: There are approximately 62,750 linear feet (LF) of pipelines estimated to be installed between twelve (12) remote raw water wells I Item # 18 Attachment number 1 Page 2 of 29 and RO WTP #2, based on the Parsons/SDI map showing the proposed remote well locations and raw water transmission line routing. There is also approximately 4,500 LF of pipelines estimated to be installed between the three out-of-service wells (Wells 51, 53 and 55) and the trunk line. Breakdown estimates of pipeline length, major, primary and secondary crossings per pipe size are presented in the following table. Pipe Size (in) Length F (LF) Major Crossing Primary Crossin Secondary Crossing Production Wells 12 Per Master Plan 6 22,270 CSX Railroad Drew St - SR 590 Missouri Ave. 40 8 16,620 Gulf to Bay SR 60 Drew St - SR 590 n/a 23 10 2,680 n/a Highland Ave 4 12 1,330 n/a Lake Ave. 2 16 6,540 n/a Keene Rd 13 18 1,840 n/a Belcher Rd 1 20 11,470 US-19 Gulf to Bay SR 60 n/a 12 Subtotal 62,750 6 5 95 Estimates for three 3 out-of-service wells 6 4,500 n/a n/a 12 Total 67,250 6 5 107 The raw water transmission main route may be adjusted after final well siting (to be done by others) and during preliminary design. Therefore, anything above the total linear footage as described in the above table will be considered outside of the scope of work presented in this work order. 3. Remote Concentrate, Finished Water, and Sanitary Sewer Lines: WTP #1 concentrate line, WTP #2 finished water line and WTP #2 sanitary sewer line will be provided from the WTP #2 site, to a location just to the west of US 19. Additional lengths of pipeline that may be needed will be defined and designed by others. 4. Demolition at RO WTP #2: The existing emergency generator, high service pump equipment, ammonium hydroxide system, sodium hypochlorite feed system, and associated structures are to be demolished. 5. Site Improvements at RO WTP #2: The site improvements include a new stormwater management system and new asphalt drives/parking areas. 6. Existing Finished Water Storage Tank Rehabilitation: The exterior of the existing 5 million gallon (MG) finished water storage tank is to be sandblasted 2 Item # 18 Attachment number 1 Page 3 of 29 and recoated, if the evaluation performed by the City deems sandblasting and recoating feasible. 7. New Finished Water Storage Tank: A new, not to exceed 2.5 MG (sizing to be confirmed) pre-stressed concrete finished water storage tank is to be constructed. 8. RO WTP #2 Building: A building will be provided for the facility which will include an RO treatment process area, chemical storage and feed system areas, a control room, operations/maintenance offices, a laboratory, a kitchen/break room, two (2) restrooms with showers and lockers, air conditioned storage areas, and electrical/HVAC rooms. The facility building will not exceed a total floor space of 15,000 square feet (sf), will have a partial second floor, and will include overhead process piping or trenches for process piping, as determined in conjunction with the City. 9. Pretreatment Chemical Storage and Feed Systems: The pretreatment chemicals anticipated to be used include an anti-scalant and sulfuric acid. lo. Pretreatment Equipment: Pretreatment equipment provided will include cartridge filters. It is assumed that no advanced pre-treatment, such as multi- media filtration, is necessary for the brackish wells as it is expected that iron and arsenic are not a concern. 11. Brackish Water RO System: The RO system equipment includes RO skids, high pressure feed pumps, energy recovery devices (ERDs), if necessary, pressure vessels and all auxiliary equipment necessary for operation of the RO units 12. Membrane Cleaning System: A clean-in-place (CIP) system will be included for membrane system cleaning and will be piped-in if feasible. 13. Odor Control System: a sulfide degasification system or equivalent will be included to strip sulfide from the permeate. A scrubber system to treat the off-gas will also be included. 14. Post Treatment Chemical Storage and Feed Systems: The post-treatment chemicals anticipated to be used include fluorosilicic acid (to be determined in conjunction with the City), aqua ammonia, sodium hypochlorite, sodium hydroxide, corrosion inhibitor, calcite and/or other chemicals necessary for production of stable water. 15. High Service Pump System: New high service pumps and all associated piping, electrical equipment, and control systems are to be provided. A variable frequency drive (VFD) will be provided for each pump. The pumps will be located in the new WTP #2 building. 3 Item # 18 Attachment number 1 Page 4 of 29 16. Emergency Generator and Fuel Storage System: Backup electrical power supply will be provided via new emergency generator(s) sufficient to power the entire facility. A fuel storage and transfer system will also be provided. 17. Backup Concentrate Disposal System. A ground storage tank of not more than 1 MG will be provided as a backup concentrate disposal system, for compliance with FDEP requirements. This Scope of Services includes the following tasks which are described in detail below: 1.0 - PROJECT ADMINISTRATION 2.0 - PRELIMINARY EVALUATIONS 3.0 - DESIGN 4.0 - PILOT STUDIES 5.0 - FINAL DESIGN PLANS AND SPECIFICATIONS 6.0 - PERMITTING 7.0 - BIDDING TASK 1.0 - PROJECT ADMINISTRATION REI will perform pre-design services for this project as defined below. 1.1. General Project Management Services The effort included in General Project Management Services is estimated based upon the tasks in this Scope of Services for the entire project. Project Management activities include staffing, subconsultant coordination, budget management, schedule management, and coordination with the City. A project management plan is also included. 1.2. Kick-Off Meeting REI will prepare for and lead a project "kick-off' meeting with City staff to discuss the project's goals and objectives, clarify roles and assignments, and review the project schedule and deliverables. The kick-off meeting will also include a discussion of key technical issues, such as coordination with other City consultants involved on related aspects of this project (RO WTP #1, concentrate transmission main, raw water wells, concentrate injection well) and elements associated with time-critical tasks (pilot testing, well siting, etc.). REI will prepare a meeting agenda prior to the meeting and will issue meeting notes within five (5) days after the meeting. 1.3 Project Progress Meetings and Reports REI will prepare for and lead project progress meetings on a monthly basis (up to 22 meetings through design and bidding administration) with City staff and other project- related stakeholders identified by the City (e.g., SWFWMD, other consultants), as 4 Item # 18 Attachment number 1 Page 5 of 29 appropriate. REI will prepare progress meeting agenda for these scheduled meetings. REI will issue meeting minutes within five (5) days after each meeting. Monthly progress reports will also be prepared and submitted to the City. 1.4 Major Public Meetings Per the City's request, REI will attend up to two (2) public meetings organized by the City, and provide support to City staff in the development and presentation of information. Up to six (6) 3 ft. x 5 ft color project poster boards will be provided for each meeting. Public meetings may be required with the Community Development Board, City Council, SWFWMD, or other agencies/venues as identified by City staff. 1.5 Coordination with CDM/SDI/LBG REI will coordinate with CDM, LBG and SDI as those consultants are involved in related projects that will impact the design of RO WTP #2. REI will organize meetings with those firms to be up-to-date with project status. REI will facilitate and attend up to six (6) coordination meetings with CDM, LBG, and SDI. REI will issue its meeting notes within five (5) days after each meeting. Each of the other participants shall be responsible for issuing their individual meeting minutes that will supplement REI notes. 1.6 Project Scheduling REI will prepare and update, on a monthly basis and beginning with the Kick-off Meeting, and deliver an updated Project Schedule to the City. The schedule will be prepared using MS Project software. 1.7 Quality Assurance/Quality Control REI will perform quality assurance and quality control reviews (QA/QC) for the entire project. The QA/QC professionals will be staff not routinely engaged in the Project design and permitting activities. The QA/QC Team will prepare written comments on project deliverables at the appropriate stages of the design. The QA/QC Team is proposed to complete a review at the Preliminary Design, 60%, 90%, and 100% design phases of the project, prior to submittal to the City. City will be provided copies of minutes or other documentation of QA/QC related to process engineering or other major milestone technical reviews. Task 1.0 Deliverables • Project Management Plan - one (1) electronic copy (PDF) • Kick-off Meeting Agenda - electronic draft copy (MS Word) for editing; 10 hard copies at meeting. • Kick-off Meeting Minutes - electronic draft copy (MS Word); electronic final copy (PDF). • Monthly Project Progress Meeting Agenda - electronic draft copy (MS Word) for editing; 10 hard copies at meeting. 5 Item # 18 Attachment number 1 Page 6 of 29 • Monthly Project Progress Meeting Minutes - electronic draft copy (MS Word); electronic final copy (PDF). • Coordination Meeting Agenda - electronic draft copy (MS Word) for editing; 10 hard copies at meeting. • Coordination Meeting Minutes - electronic draft copy (MS Word); electronic final copy (PDF). • Monthly Progress Report - one (1) electronic copy (PDF) • Monthly Project Schedule - electronic copy (PDF) • QA/QC meeting minutes or documentation (PDF) for process or major milestone technical reviews TASK 2.0 - PRELIMINARY EVALUATIONS REI will perform preliminary evaluations for the project as defined below. 2.1. Data Collection/Review Upon request, the City will provide copies of the following information for REI's review: • Water system GIS information • WTP #2 as-built drawings and construction specifications for projects completed at the facility in PDF format • City design and construction standards including CAD standards • Available property and topographic surveys, plats, zoning maps, etc. • Available geotechnical reports and recommendations 2.2. Site Visits The City will arrange for REI to access the treatment plant property as required. Services under this task will include data collection, as-built verification, equipment assessment, measurement, and other data collection necessary for the design of the RO WTP #2 facility as identified within this Scope of Services. The scope includes four (4) visits by the Design Team. 2.3. Raw Water Quality/Treatment Alternative Evaluation Considering both existing (fresh) wells and new (brackish) wells will be utilized for supply at the RO WTP #2, defining raw water quality will be critical in the selection of appropriate treatment processes. REI will collect available historical data and evaluate the groundwater quality of the existing and new test production wells as well as the projected water quality (projections to be performed by SDI) from the new brackish test production wells that will likely becoming more brackish. This evaluation will be the basis of pre-treatment, RO treatment, and post treatment systems for the new raw water sources. In addition, REI will evaluate the feasibility of treating concentrate from RO WTP#I at RO WTP #2. The following specific tasks are proposed in this regard: 6 Item # 18 Attachment number 1 Page 7 of 29 1. Obtain and review existing WTP #2 well data and RO WTP #1 feed-water quality and operating data available from the City. REI will provide a data-request letter to the City listing the information necessary for further study. 2. Develop a request for additional data necessary to evaluate water quality, including a sampling plan, as needed. City staff (or others) will collect samples and perform, or have performed, the laboratory analyses. 3. Define treatment requirements based on available and acquired raw water quality data, regulatory requirements, City water quality goals and process water treatment criteria. 4. Develop RO pretreatment alternatives, if necessary, depending on the water quality of the fresh and brackish groundwater. 5. Develop up to three (3) RO WTP #2 process-train conceptual designs for this evaluation. The alternatives will take into account the potential of the blending of the RO WTP #1 concentrate with brackish ground water for feed water to RO WTP #2 and the potential blending of fresh groundwater from the existing RO WTP #2 wells with RO permeate. 6. Meeting with the Florida Department of Environmental Protection (FDEP) to determine the feasibility of treating concentrate from RO WTP #1 at RO WTP #2. The results of this effort will be presented in a Desktop Process Evaluation Report that will include text, tables, membrane projections, and figures to describe and illustrate the membrane evaluation, and conceptual-design criteria. The report will include a description of proposed processes, conceptual costs, and process selection recommendations. In addition, recommendations for the pilot-scale testing will be presented. Following submittal of this report, REI will attend a four-hour technical workshop with City staff to gain concurrence on the approach to the process design and pilot testing. Note that if the water quality of the subsequent production wells is significantly different from the water quality of the current test production wells, preliminary evaluations and final design may be impacted and would represent a change in scope. 2.4. Electrical Requirements Assessment REI will perform an electrical system evaluation to determine the power requirements necessary to handle the increased electrical loads by implementing RO WTP #2 including the electrical considerations for the injection well pumping to be co-located on the site. REI will perform the preliminary sizing of new motors and other electrical loads. The sizing will take into account the benefit, if selected, of an energy recovery device for the RO system. 7 Item # 18 Attachment number 1 Page 8 of 29 2.5. SCADA System Requirements Assessment REI will perform an evaluation to determine the different options available to the City regarding SCADA control of the facility. REI will determine off-site improvements necessary to facilitate adding the RO WTP #2 facility to the City's SCADA system. 2.6. US-19 Utility Corridor Crossing Assessments REI will perform the US-19 utility crossing evaluation to determine the permit requirements and the most cost effective alternative to install utilities to or from RO WTP #2. The utilities include the 20" raw water transmission line, the RO WTP #2 finished water line, the concentrate line from RO WTP#I (size to be determined by others), power lines, telecommunication and/or fiber optic lines, and a sanitary sewer line. As part of the preliminary evaluation, REI will evaluate three (3) alternatives, including but not limited to, directional boring, conventional boring, or microtunneling. REI will also estimate the construction costs of the three (3) alternatives. 2.7. Finished Water Ground Storage Tank Sizing Evaluation REI will develop the final ground storage size by using the City's water distribution system hydraulic model. The evaluation will be performed to ensure that water demand and fire flow demands are met with the proposed ground storage tank if the existing ground storage tank were out of service. 2.8. Concentrate Ground Storage Tank Sizing Evaluation REI will establish the sizing of the tank based on estimated concentrate flows, duration of deep well Mechanical Integrity Test (MIT), site layout constraints, and other considerations. 2.9. Preliminary Building Layout REI will develop a preliminary building layout. To support the layout, REI will provide preliminary drawings and renderings. Up to 3 alternative layouts will be developed and evaluated. Office layouts, process room layouts, etc. will be evaluated at a conceptual level. REI will meet with the City to select a recommended option for further development. 2.10. Preliminary Site Layout REI will develop a preliminary site layout. The site layout will be developed taking into account the location of the deep well. To support the layout, REI will provide preliminary site civil services including preliminary stormwater and drainage calculations. Up to three (3) alternative layouts will be developed and evaluated. Utility corridors, yard piping considerations, building sizes, parking lot sizing and stormwater management 8 Item # 18 Attachment number 1 Page 9 of 29 needs will be evaluated at a conceptual level. REI will meet with the City to select a recommended option for further development. To assist with selection of the site (and building) layout, REI will prepare rendering or 3-D materials. Task 2.0 Deliverables • Data requests via electronic mail. • Desktop Process Evaluation Report - one (1) hard copy and one (1) electronic copy (PDF on CD). • Meeting with FDEP including meeting minutes (I electronic PDF copy). • Workshop with City staff. • Memorandum of Electrical Findings and Load Letter - one (1) hard copy and one (1) electronic copy (PDF). • Memorandum of SCADA System Findings - one (1) hard copy and one (1) electronic copy (PDF). • Corridor Crossing Assessment Memorandum - one (1) hard copy and one (1) electronic copy (PDF). • Preliminary Building Layouts - five (5) hard copies. • Preliminary Site Layouts - five (5) hard copies. • Renderings or 3-D materials of the site and building layout (at 2 stages) TASK 3.0 - DESIGN SUPPORT SERVICES REI will provide design support services for the project as defined below. 3.1. Surveying REI will survey the routing of 67,250 linear feet of raw water transmission lines and the fifteen (15) well sites. REI will review survey data collected and maps generated for completeness and accuracy in supporting the design requirements, and provide the City with one (1) final survey drawing and two (2) electronic copies (original files and PDF). The scope task includes planimetric mapping of the pipeline routes, which will show all visible features, and Right of Way determination and mapping, which will establish the Right of Ways on the maps. The scope task also includes, only if authorized by the City in writing, topographic and boundary surveying for fifteen (15) remote well sites and establishing geotechnical boring locations on the RO WTP #2 site. A detailed scope of this work is attached (Polaris Proposal). Note the City is to provide a boundary, topographical, and existing facility survey sufficient for the design requirements of RO WTP# 2 and the topographic and boundary survey for the fifteen (15) remote well sites. 9 Item # 18 Attachment number 1 Page 10 of 29 3.2. Subsurface Utility Locating Ground penetrating radar and radio detection equipment to locate existing subsurface utilities within the intersections will be utilized. At major intersections, soft digs will be performed to provide confirmation on the utility sizes and depths. It is assumed that all designation and vacuum excavation work can be performed without the need to secure roadway lane closures. Work within US 19 will necessitate the preparation of Maintenance of Traffic Plans approval from the FDOT Pinellas Maintenance Office. A detailed scope of this work is attached (ATS Proposal). 3.3. Geotechnical Investigations REI will perform geotechnical investigations sufficient to establish the geotechnical parameters necessary for design at the RO WTP #2 site and the raw water pipeline routes. REI will review geotechnical data collected and reports generated for completeness and accuracy prior to providing the City with final reports of the investigation. The scope task includes geotechnical borings for the storage tanks, building, and stormwater pond at the RO WTP #2 site, and along the raw water pipeline route. The results of the analyses of the borings will be included in a report which will include the following: - Discussion of subsurface soil and groundwater conditions, including estimated normal seasonal high groundwater levels - Recommendations for subgrade preparation and fill placement - Foundation Design recommendations - Expected total and differential settlements - Recommendations for below grade construction A detailed scope of this work is attached (Driggers Proposal). 3.4. Preliminary Ecological Assessments REI will perform a preliminary ecological survey at the RO WTP #2 and along the main routing of the raw water transmission line to establish if any ecological permits and/or formal surveys are required from SWFWMD, the Army Corp of Engineers (ACOE), US Fish and Wildlife (USFW), or the Florida Fish and Wildlife Conservation Commission (FFWCC). REI will provide the City with a memorandum of findings, including identification of ecological permits which may be required and any formal surveys which are required as part of determining if a permit is required or part of obtaining the permits. The remote well sites will be performed by other City consultants and are not included in the REI scope of services. Task 3.0 Deliverables • Final survey drawings signed by registered land surveyor - one (1) hard copy and CAD files (original and PDF files). 10 Item # 18 Attachment number 1 Page 11 of 29 • Subsurface utility locating drawings and data - one (1) hard copy and CAD files (original and PDF files) • Geotechnical Investigation and Recommendations reports signed by registered geotechnical engineer - two (2) hard copies and one (1) electronic copy (PDF). • Memorandum of Ecological Findings - two (2) hard copies and one (1) electronic copy (PDF). TASK 4.0 - PILOT STUDIES This task includes the implementation of two (2) pilot studies. The first pilot study, the RO WTP #2 pilot study, will evaluate membrane technology for treatment of alternative sources (brackish ground water) and will be the basis for identifying the design criteria of the full-scale plant. No advanced pre-treatment is necessary for the treatment of the new water source, and shall be limited to cartridge filtration and acid/antiscalant only. It is also assumed that iron and arsenic are not a concern in the brackish water wells. In addition, if the concentrate treatment is deemed feasible based on the desktop assessment and based on discussions with FDEP, a second pilot study will be performed at RO WTP #1 to treat concentrate. Task 4.1 RO WTP #2 Pilot Study 4. 1.1 RO Pre-Pilot Study Preparations/Mobilization/Start-up REI will provide services relative to several critical steps in this process that must occur prior to actual pilot-study testing. I. Pilot-Study Protocol. REI will develop the pilot-study protocol for review and approval by City. The protocol will address the design criteria for the treatment system, the water-quality parameters to be analyzed, the frequency of the analyses, and the start-up/shut-down/cleaning procedures. 2. FDEP Approval. REI will provide assistance, consisting of phone conversations and development of written materials, if necessary, with FDEP, to assist in obtaining concurrence from FDEP that permits are not required for this project. 3. Pilot Trailer: REI will provide a trailer-mounted pilot unit containing a 2-1 array using 4"x40" element pressure vessels for use during the duration of testing. 4. Site Preparation: REI will provide services to prepare the pilot site. An allowance for site preparation costs is provided in the budget. Site preparation will include, as needed: o Installation of a temporary well pump, o Piping from the well to the pilot-trailer, o Piping from the trailer to the discharge location (pond, storage container, stormwater drain or sanitary sewer), II Item # 18 Attachment number 1 Page 12 of 29 o Site fencing for security purposes, o Electrical connections from the generator to the pilot trailer: it is assumed that a generator will be necessary to operate the pilot trailer. 5. Membrane Procurement: REI will provide one (1) set of membrane elements (21 elements, assuming 7 elements per pressure vessel and 4"x40" element sizing) including all necessary end-adaptors and interconnectors. Additional sets of elements required due to fouling, integrity losses, or other issues will be provided by City. 6. Chemicals: REI will provide acid, antiscalant and lubricants necessary for membrane loading and pressure-vessel preparation. REI will provide cartridge filters for no more than one changeout per week. 7. Mobilization: REI will provide scheduling and transport of pilot trailer to the one of the selected well field sites, per an established schedule. REI will provide two (2) staff members for five (5) days to finalize on-site trailer connections, disinfect the pressure vessels and lines, load the membranes, and run the system to test operations. 4.1.2 RO Pilot Operation The pilot systems will be operated for a period of 3 calendar months (12 weeks) at one of the three RO WTP #2 test well sites. Responsibilities during operation of the pilot include: 1. Pilot-Skid Operation: REI will provide staff for day-shift operations of the pilot system for the duration of testing seven (7) days a week. Note that operations will be limited to 6 hours during weekends (3 hours on Saturday and 3 hours on Sunday). 2. Data Interpretation and Operations Support: REI will collect data daily and will interpret data five days per week. 3. Laboratory: REI will provide for operation of the system, performance of field measurements, collection of samples, delivery of samples to an appropriate laboratory, and communication of results to the City on a regular basis as established in the test plan. 4.1.3 RO Pilot Demobilization I. Equipment Breakdown and Demobilization: REI will demobilize and remove rented equipment from the site. 2. Site Restoration. REI will restore the site generally to its original condition. An allowance for site preparation and restoration has been provided. REI will restore the site to the pre-disturbed conditions. 3. Unused Chemical Disposal: REI and the City will provide for disposal of unused chemicals. Careful planning of chemical use will be implemented to minimize chemical wastes to dispose of. 12 Item # 18 Attachment number 1 Page 13 of 29 Task 4.2. Concentrate-Treatment Pilot Study REI will perform a one month (4 weeks) pilot study to evaluate treatment of the concentrate from RO WTP #1. The same pilot trailer and membranes used in the RO WTP #2 pilot study will be utilized. This pilot study is scoped based on an assumption that a single set of design criteria (water recovery, flux rate, etc.) will be evaluated and that the system will perform successfully without fouling during a one month period. In the event it is determined that additional testing is required, this would require a change in scope and fee. Treatment of concentrate only or a blend of concentrate and filtered raw water will be discussed with the City prior to preparation of the protocol. 4.2.1 Concentrate RO Pre-Pilot Study Preparations/Mobilization REI will provide services relative to several critical steps in this process that must occur prior to actual pilot-study testing. I. Pilot-Study Protocol. REI will develop the pilot-study protocol for review and approval by City. The protocol will address the design criteria for the treatment system, the water-quality parameters to be analyzed, the frequency of the analyses, and the start-up/shut-down/cleaning procedures. 2. SWFWMD Funding. REI will provide assistance, consisting of phone conversations and development of written materials, if necessary, with SWFWMD, to assist in obtaining co-funding for this pilot study. 3. FDEP Approval. REI will provide assistance, consisting of phone conversations and development of written materials, if necessary, with FDEP, to assist in obtaining concurrence from FDEP that permits are not required for this project. 4. Site Preparation: REI will provide services to prepare the pilot site. An allowance for site preparation costs is provided in the budget. REI will provide site preparation up to the budgeted allocation. Site preparation includes: o Installation of a transfer pump and piping from the existing concentrate line to the pilot trailer, o Piping from the trailer to the discharge location, As the pilot study is at the existing WTP #1, the City will provide electrical connections to the trailer. 5. Membrane Procurement: No membrane elements will be purchased for this pilot. REI will provide the two sets of membrane elements from the WTP #2 pilot (42 elements, assuming 7 elements per pressure vessel and 4"x40" element sizing) including all necessary end-adaptors and interconnectors. Any additional sets of elements required due to fouling, integrity losses, or other issues will be provided by the City. 6. Chemicals: REI will provide acid, antiscalant and lubricants necessary for membrane loading and pressure-vessel preparation. REI will provide cartridge filters for no more than one changeout per week. 13 Item # 18 Attachment number 1 Page 14 of 29 7. Mobilization: REI will provide scheduling and transport of pilot trailer to the WTP #1 site, per an established schedule. REI will provide two (2) staff members for five (5) days to finalize on-site trailer connections, disinfect the pressure vessels and lines, load the membranes, and run the system to test operations. 4.2.2 Concentrate RO Pilot Operation The pilot systems will be operated for a period of approximately one month (4 weeks). Responsibilities during operation of the pilot include: 1. Pilot-Skid Operation: REI will provide staff for day-shift operations, seven (7) days per week, of the pilot system for the duration of testing. Note that operations will be limited to 6 hours during weekends (3 hours on Saturday and 3 hours on Sunday). 2. Data Interpretation and Operations Support: REI will collect manage and interpret data on a daily basis. 3. Laboratory: REI will provide for operation of the system, performance of field measurements, collection of samples, delivery of samples to an appropriate laboratory, and communication of results to the City on a regular basis as established in the test plan. 4.2.3 Concentrate RO Pilot Demobilization 1. Equipment Breakdown and Demobilization: REI will demobilize and remove rented equipment from the site. 2. Unused Chemical Disposal: REI and the City will provide for disposal of unused chemicals. Careful planning of chemical use will be implemented to minimize chemical wastes to dispose of. Task 4.0 Deliverables • Data requests via electronic mail. • Pilot Study Protocols (2 independent protocols). Draft - up to three (3) hard copies and electronic file (PDF); Final - one (1) hard copy and electronic files on CD (original and PDF). • Meeting with FDEP including meeting minutes (I electronic PDF copy). • Memorandum of Membrane Pilot Study/Concentrate Pilot Study Results. Draft - up to three (3) hard copies and electronic file (PDF); Final - one (1) hard copy and electronic files on CD (Original and PDF). TASK 5.0 - FINAL DESIGN REI will prepare design documents for RO WTP #2, the fifteen (15) remote well facilities and the raw water transmission lines, a portion of the RO WTP #1 concentrate line, sanitary sewer line and finished water line as outlined below. This scope is based on the concentrate line, sanitary sewer line and finished water line extending from generally just 14 Item # 18 Attachment number 1 Page 15 of 29 west of US 19, to the east, onto the WTP #2 site to the respective, appropriate connection points. The design plans shall be compiled using the City of Clearwater CAD standards, and for up to three bid packages. 5.1. Preparation of Preliminary Design Reports (PDR) and 30% Raw Water Line Design Phase Documents REI will prepare the Preliminary Design Report (PDR) for the RO WTP #2 and the remote well facilities as follows: I. Prepare a PDR sufficient for FDEP construction permitting including preliminary (30%) drawings. Process diagrams, control narratives and construction cost estimates will be included in the report. The results of the raw water quality/treatment alternative evaluation and pilot studies completed under Tasks 2 and 3 will also be included in the PDR for RO WTP #2. It is anticipated that the PDR will include available design information for each remote well. For the wells that would be constructed during preparation of the PDR, the PDR will be based on the actual hydraulic characteristics of each well being determined after the well is constructed and capacity testing is performed. For the wells not constructed, estimates of hydraulic characteristics will be provided sufficient to submit to FDEP. It is assumed that a single submission to FDEP will be made, for permitting of RO WTP #2, the remote wells and the raw water transmission mains in a single permit. 2. Submit the PDR and 30% drawings to the City for review and comment. 3. Attend PDR review meetings with the City. REI will provide meeting agendas and meeting minutes which will include action items resulting from the meeting. It is anticipated that one (1) meeting will be held to review the RO WTP #2 PDR and one (1) meeting to review the first remote well PDR. 4. Respond to City comments and outline revisions to be made to the documents. 5. Revise the PDR for submittal to FDEP as part of Item 4 above. Four (4) copies of the PDR will be submitted. 6. Offsite Utility Coordination/Pipeline Route Selection - REI will coordinate with the owners of existing utilities along the proposed pipeline routes and develop a base map showing the anticipated locations of the utilities. REI will compare the base map to information developed through the surveying efforts (Subtask 3.1) and the subsurface utility locating efforts (Subtask 3.2) and propose piping locations along the routes for approval by the City. 7. Design and prepare civil drawings for raw water transmission mains, the concentrate line, the sanitary sewer line, and the finished water line, which include plan and profile views, to a 30% completion level. 15 Item # 18 Attachment number 1 Page 16 of 29 5.2. Preparation of 60 % Design Phase Documents REI will prepare 60% Design Phase documents for RO WTP #2, the remote well facilities, the raw water transmission lines, concentrate line, sanitary sewer line and finished water line as indicated below. The design of the remote well sites and transmission lines will be performed following identification of final locations and via approval of the City to initiate design services. 1. Design and prepare general drawings (cover, general notes and standard details) to a 60% completion level. 2. Design and prepare civil drawings that include demolition plans, site plans/geometry, paving, grading, landscaping, stormwater facilities, and stormwater management structures to a 60% completion level. 3. Design and prepare civil drawings for yard piping and utilities modifications with details based on field verified utility locations to a 60% completion level. 4. Design and prepare civil drawings for raw water transmission mains, the concentrate line, the sanitary sewer line, and the finished water line, which include plan and profile views, to a 60% completion level. A hydraulic analysis, including a surge evaluation for both in-plant piping and HSV pumping system will be performed. 5. Design and prepare mechanical process drawings for the RO system, pumps, generator system, chemical feed systems, odor control, ground storage tank, and remote well facilities to a 60% completion level. 6. Design and prepare architectural and structural drawings for the RO WTP #2 building to a 60% completion level. 7. Design and prepare mechanical/HVAC/plumbing drawings to a 60% completion level. 8. Design and prepare electrical drawings including the site electrical plan, power and control, lighting and receptacles, lightning protection, motor control centers, single line diagrams, panel schedules, light fixture schedules, conduit schedules, and details to a 60% completion level. Electrical drawings will also include site lighting plans 9. Design and prepare instrumentation and control drawings for the proposed facilities, including equipment necessary to connect the local control system to the City's SCADA system, to a 60% completion level. Provisions for security equipment (such as access controls on gates and doors with a monitoring system and lighting) will also be included. 16 Item # 18 Attachment number 1 Page 17 of 29 10. Prepare Technical Specifications to a 60% completion level. Specifications will include a sequence of construction to maintain operation of the existing facilities and disposal of start-up wastes. 11. At the end of the 60% design completion level, assemble and submit contract documents to the City for review and comments. 12. Prepare an updated construction cost estimate for the project. Estimates for all major construction quantities and vendor quotes for all equipment will be provided. 13. Attend 60 % design phase document review meetings with the City. REI will provide meeting agendas, summaries and action items resulting from the meeting. It is anticipated that one (1) meeting will be held to review the RO WTP #2 documents and one (1) meeting to review the remote well documents. 14. Respond to City comments and outline revisions to be made to the documents. 5.3. Preparation of 90% Design Phase documents and 100% Construction Phase documents (For Bid) REI will prepare 90% Design Phase documents and 100% Construction Phase documents for bid (including the construction drawings, the technical specifications and the front end sections) for RO WTP #2, the remote well facilities, the raw water transmission lines concentrate line, sanitary sewer line and finished water line as indicated below. It is anticipated that separate document packages will be required for each remote well and associated transmission main based on the design of each well facility being performed after the well is constructed and capacity testing is performed. 1. Design and prepare general drawings to a 90% completion level. 2. Design and prepare civil drawings that include demolition plans, site plans/geometry, paving, grading, landscaping, stormwater facilities, and stormwater pond to a 90% completion level. 3. Design and prepare civil drawings for yard piping and utilities modifications with details based on field verified utility locations to a 90% completion level. 4. Design and prepare civil drawings for raw water transmission mains, concentrate line, sanitary sewer line and finished water line to a 90% completion level. 5. Design and prepare mechanical process drawings for the RO system, pumps, generator system, chemical feed systems, odor control, and ground storage tank to a 90% completion level. 6. Design and prepare structural drawings for the building to a 90% completion level. 17 Item # 18 Attachment number 1 Page 18 of 29 7. Design and prepare mechanical/HVAC/plumbing drawings to a 90% completion level. 8. Design and prepare electrical drawings including the site electrical plan, power and control, lighting and receptacles, lightning protection, motor control centers, single line diagrams, panel schedules, light fixture schedules, conduit schedules, and details to a 90% completion level. 9. Design and prepare instrumentation and control drawings for the proposed facilities, including equipment necessary to connect the local control system to the City's SCADA system, to a 90% completion level. Provisions for security equipment will also be included. 10. Prepare a complete draft 90% set of Technical Specifications (Project Manual). 11. Review the City's Division 1 specifications, General Conditions, Supplemental Conditions, and Instructions to Bidders documents. REI will discuss proposed revisions to the Division 1 specifications with the City and complete the modifications, recommend Supplemental Conditions if necessary, and recommend revisions to the Instructions to Bidders. REI will also prepare the Bid Form, submit a draft form to the City for review, and prepare a final Bid Form. 12. At the end of the 90% design completion level assemble and submit contract documents to the City for review and comments. 13. Prepare an updated construction cost estimate for the project. Estimates for major construction quantities and vendor quotes for equipment will be provided. 14. Attend a 90% Design Phase review meeting with the City. REI will provide meeting agendas, summaries and action items resulting from the meeting. 15. Respond to City comments and outline revisions to be made to the documents. 16. Prepare 100% Construction Phase documents (For Bid) and deliver to the City. Task 5.0 Deliverables • PDR including 24"x 36" preliminary drawings. Draft - three (3) hard copies and electronic file (MSWord); Final - one (1) hard copy and electronic file on CD (original file and PDF). • 60% design phase documents including 24"06" 60% design phase drawings. Draft - up to five (5) hard copies and electronic file (PDF). • 90% design phase documents including 24" x 36" 90% design phase drawings. Draft - up to five (5) hard copies and electronic file (PDF). • 100% construction phase documents including 24"x 36" "For Bid" design drawings. Draft - up to five (5) hard copies and electronic file (PDF). 18 Item # 18 Attachment number 1 Page 19 of 29 • Construction cost estimates at 30%, 60%, 90% and 100% design. • Attendance at review meetings (30% design, 60% design, 90% design, 100% design) and meeting minutes for the review meetings. TASK 6.0 - PERMITTING REI will perform permitting services for the project as defined below. 6.1. FDEP Specific Construction Permit for RO WTP #2, Remote Well Sites (15) and Raw Water Transmission Lines REI will perform the following to obtain a single drinking water facility Specific construction permit from FDEP: 1. Coordinate with FDEP on the RO WTP2, Remote Well Sites (15) and raw water transmission lines Specific permit for a major modification. REI will coordinate, prepare for and attend a pre-application meeting with the FDEP staff to facilitate the processing of this permit modification. 2. Submit PDR prepared under Task 5 with the permit application and fees to FDEP. The FDEP permit fees for a major permit modification will be paid by REI, and are reimbursable under a permit fee allowance (in the proposed budget) with this task. 3. Prepare two (2) responses to Requests for Additional Information (RAIs) provided by FDEP during the permit review process. REI assumes reviews performed by FDEP shall be limited to 30 days for each RAI. 6.2. Environmental Resource Permit (ERP) for RO WTP #2 REI will perform the following to obtain the Environmental Resource Permit ERP: 1. Coordinate with SWFWMD on the RO WTP #2 ERP requirements. REI will coordinate, prepare for and attend a pre-application meeting with the SWFWMD staff to facilitate the processing of this permit. 2. Submit a stormwater report with necessary supporting documents (calculations, maps, drawings) with the permit application and fees to SWFWMD. The SWFWMP permit fees for the ERP will be paid by REI, and are included as a permit fee allowance in the budget. 3. Prepare two responses to Requests for Additional Information (RAIs) provided by SWFWMD during the permit review process. REI assumes reviews performed by SWFWMD shall be limited to 30 days for each RAI. 6.3. Site Plan Approval for RO WTP #2 19 Item # 18 Attachment number 1 Page 20 of 29 REI will perform the following: I. Submit RO WTP #2 construction plan drawings and supporting information to the Development Review Committee (DRC) for review and approvals. REI will prepare two (2) responses to Requests for Additional Information (RAIs) provided by the DRC during the permit review process. No permit review fees are anticipated for the DRC review process as this is a City project. 2. Submit RO WTP #2 construction plan drawings and supporting information and prepare two (2) responses to comments provided by the Community Development Board (CDB). REI will attend one meeting in support of City staff, who will present the RO WTP #2 permit application. No permit review fees are anticipated for the CDB review process as this is a City project. 3. Upon approval by the CDB, REI will submit construction plan drawings and supporting information to the City's Development Services Department for a building permit. REI will address two (2) sets of comments, revise the application/documents, and re-submit the application and required documents. No permit review fees are anticipated for the building permit submittal due to this being a City project. REI assumes reviews performed by the Development Services Department shall be limited to 30 days for each submittal. 6.4. Site Plan Approval for Remote Well Sites (15) REI will perform the following: I. Submit Remote Well Sites (15) construction plan drawings and supporting information to the Development Review Committee (DRC) for review and approvals. REI will respond to two (2) Requests for Additional Information (RAIs) provided by the DRC during the permit review process. No permit review fees are anticipated for the DRC review process as this is a City project. 2. Submit Remote Well Sites (15) construction plan drawings and supporting information and address two (2) sets of comments provided by the Community Development Board (CDB). REI will attend one meeting in support of City staff, who will present the remote well sites permit application. No permit review fees are anticipated for the CDB review process as this is a City project. 3. Upon approval by the CDB, REI will submit construction plan drawings and supporting information to the City's Development Services Department for a building permit. REI will address two (2) sets of comments, revise the application/documents, and re-submit the application and required documents. No permit review fees are anticipated for the building permit submittal due to this being a City project. REI assumes reviews performed by the Development Services Department shall be limited to 30 days for each submittal. 20 Item # 18 Attachment number 1 Page 21 of 29 6.5. Environmental Resource Permit (ERP) for Raw Water Transmission Lines REI will perform the following to obtain an Environmental Resource Permit or permit exemption(s) for the raw water transmission lines construction: 1. Coordinate with SWFWMD on the raw water main ERP requirements. 2. Submit permit application and all required information to SWFWMD. The SWFWMD permit fees for the ERP will be paid by REI, and are included as a permit fee allowance in the budget. 3. Prepare two responses to RAIs provided by SWFWMD during the permit review process. REI assumes reviews performed by SWFWMD shall be limited to 30 days for each RAI. 6.6. Right of Way (ROW) Use and FDOT Utility Permits for Raw Water Transmission Mains and Other Utility Road Crossings REI will perform the following to obtain FDOT Utility and/or Pinellas County ROW Use permits: 1. Coordinate with FDOT and/or County on the permit requirements. 2. Prepare the FDOT Utility and/or County ROW Use permit applications for the proposed raw water transmission mains and other utility road crossings. The permit applications will be submitted to the appropriate agency with the associated documentation necessary to support the permit requirements. Permit fees are not anticipated for these permits. It is anticipated that separate permits will be required for the raw water transmission lines from each remote well based on the design of each well facility being performed after the well is constructed and capacity testing is performed. 4. Prepare two responses to RAIs provided by FDOT and two responses to RAIs provided by Pinellas County during the permit review process for each permit. REI assumes reviews performed by FDOT and Pinellas County shall be limited to 30 days for each RAI. 6.7. Railroad Utility Crossing Permit for Raw Water Transmission Main REI will perform the following to obtain a permit from CSX to cross the railroad right of way with the utilities: 1. Coordinate with CSX on the railroad crossing permit requirements. 2. Prepare a permit application and submit to CSX with all required information. 21 Item # 18 Attachment number 1 Page 22 of 29 3. Prepare two responses to RAIs provided by CSX during the permit review process. REI assumes reviews performed by CSX shall be limited to 30 days for each RAI. Task 6.0 Deliverables • FDEP Specific permit and SWFWMD ERP permit (or exemption) applications and documents for signature by City; permit fees (to be paid by REI, estimated permit fees included in project cost). • Attendance at pre-application meetings with City departments for Site Plan Approvals for RO WTP #2 Site and fifteen (15) Remote Well Sites. • Building permit applications and documents for signature by City.. • FDOT Utility/Pinellas County ROW Use permit applications and documents for signature by the City. • CSX utility permit applications and documents for signature by the City; permit fees (to be paid by REI, estimated permit fees included in project cost). TASK 7.0 - BIDDING 7.1. Attendance at Pre-bid Conference REI will attend up to three (3) pre-bid conferences at a location selected by the City. REI's representative will answer/document contractor questions as applicable. REI will prepare and submit meeting minutes, which will include all contractor questions raised during the meeting and any responses issued during the meeting. 7.2. Question Responses REI will forward any RFI's received after the conference to the City who will prepare addenda for distribution to the contractors through the City's planroom website. REI will provide input as requested by the City. Task 7 Deliverables: • Bid document/Division I specifications review memo including recommendations for revisions (submitted as part of the 90% design submittal). • Attendance at Pre-bid meeting and Meeting Minutes. • Responses to bidders RFI's (MSWord). • Issue For Bid (IFB) contract documents and construction plans (24"06" drawings). One (1) Signed and Sealed hard copy and electronic files on CD (original files and PDF) SERVICES TO BE PROVIDED WITH SEPARATE AUTHORIZATION The following services are to be provided via a separate authorization following determination of the scope of services required. 22 Item # 18 Attachment number 1 Page 23 of 29 1. Construction Management/Engineering Inspections ADDITIONAL SERVICES The following services may be required for the project, but may be authorized in a supplemental work order at a later date: 1. Public Involvement beyond what is listed in Section 1.4 2. Utility Easement Acquisition. 3. Additional pilot studies or additional pilot testing durations. During the pilot study and the development of the new production wells, water quality from one well field to another may be significantly different of what is anticipated. This or other factors may require extended testing durations or additional studies, which will be considered supplemental services. 4. Financial Assistance services. These services can be provided on a Time and Material basis to support coordination among the City, SWFWMD, and the City's Bond Counsel related to previous or new debt issuance issues. EXCLUSIONS 1. Raw water well design/WUP 2. Raw water well construction permitting 3. Concentrate well design/permitting (below ground) 4. Project website development or maintenance 5. GIS development 6. Raw water quality projections 7. Ecological permitting and/or wetlands mitigation 8. Biological Assessments 9. Cultural Resource Assessment Survey 10. Army Corp of Engineers permitting 11. Impact fees or inspection fees ASSUMPTIONS 1. City shall provide REI and its subconsultants all necessary access to WTP #2, WTP #1, and well sites. 2. City shall provide all available laboratory analytical data for new raw water test wells, operational information from WTP #1, water entering the system from PCU at the WTP #2 interconnect. 3. Site plans and civil engineering for the well locations shall be limited to the well site itself (approximately 20-ft by 10-ft). 4. All existing structures at the WTP #2 site, excluding the existing storage tank, will be demolished. 23 Item # 18 Attachment number 1 Page 24 of 29 5. City shall provide water quality characteristics to serve as treatment design basis. 6. The interconnection with PCU at WTP #2 will serve as an emergency water supply source following the new plant commissioning, and no finished water chemical conditioning shall be needed for PCU water that may enter the City's distribution system. 7. Security at the well sites shall consist of intrusion switches, fences and lighting. 8. Ground storage tank(s) shall be Crom or equal, with structural foundation designs based upon the Geotechnical recommendations provided by vendor. 9. High service pumps will be located in the WTP #2 building (i.e. no separate building). 10. The FDEP review time limited to 30 days for each RAI. 11. The design will be based on the federal, state, and local codes and standards in effect at the start of the Project. 12. No ERP permits will be required for the remote well sites. 13. No additional easements or land acquisition services are required for this Project. 14. Project management time is greatly dependent on the schedule of the work. If the schedule is extended for reasons other than caused by REI, extended Project management time is necessary and these fees will increase. 15. City provides Front End documents. 16. Site civil assumptions: site has compatible land use & zoning, not within 100-year floodplain, no wetlands/jurisdictional areas, positive stormwater outfall available adjacent to the site, no variances for site development, no traffic studies or signalization, no hazardous waste site assessments 17. No permits will be required for pilot studies. 18. It is assumed that a single submission to FDEP will be made for permitting of RO WTP #2, the remote wells and the raw water transmission mains in a single permit. 19. All design drawings will be completed using the latest version of AutoCAD. 20. There shall be no canopies, awnings or special architectural features for the building. 21. No exterior load bearing wall design shall be required and assumes a precast or tilt-up wall to be designed and provided by supplier. 22. Building to have steel framing with interior columns. 23. Foundation piles will not be required. 24. Odor control blowers shall have manufacturer-provided sound enclosures. 3. PROJECT GOALS: The goal of this project is to design, permit, and bid the RO WTP #2 that would meet the needs of the City of Clearwater. 4. BUDGET: The project budget is presented in Attachment B. This price includes all labor and expenses anticipated to be incurred by REI for the completions of these tasks, on a time 24 Item # 18 Attachment number 1 Page 25 of 29 and material basis, for a not to exceed fee of three million four hundred forty five thousand four hundred forty nine dollars ($3,445,449). Permit application fees will be paid by REI and invoiced to the City as a reimbursable. 5. SCHEDULE: The project schedule is summarized below: Time from Notice to Proceed Task 1.0 - Project Administration 26 months Task 2.0 - Preliminary Evaluations 4 months Task 3.0 - Design Support Services 8 months Task 4.0 - Pilot Studies 9 months Task 5.0 - Final Design and Specifications 23 months Task 6.0 - Permitting 23 months Task 7.0 - Bidding 26 months Total 26 months Schedule Notes: - The schedule is dependent upon City/SDI completing the well site selection by 3/28/2011. - Schedule includes 10 days (2 weeks) for City review of a draft deliverable. The schedule will be adjusted according to actual City review time. - REI will observe the time limitations; however, should there be delays in receiving information from others and in obtaining subsequent authorization, approvals, and/or review comments from the City, the schedule will be updated and adjusted as mutually agreed upon by REI and the City. REI shall not be responsible for delays that occur as the result of action or inaction by others. The project is to be completed 790 days from issuance of notice-to-proceed. 6. STAFF ASSIGNMENT (Consultant): Reiss Engineering Staff: Robert Reiss, Ph.D., P.E. - President/Project Manager Christophe Robert, Ph.D. - Project Engineer Mark Worsham - Senior Engineer Janine Alexander, P.E. - Senior Engineer Jim Murin - Principle-In-Charge/QA/QC Glenn Dunkelberger - QA/QC Ehan Weech - Senior Engineer Scott Hoxworth - Senior Engineer Robert Lupo - Senior Designer Kim Jones - Administrative URS Staff: Dana Tallman, PE - Vice President Bozho Handjiev, PE - Project Manager (Raw water trunk line) Arnie Hernandez, AIA - Associate Principal (Architectural) 25 Item # 18 Attachment number 1 Page 26 of 29 Tom Pride - Senior Scientist (Environmental) David Ellis - Senior Designer 14T)R Ctaff- Mike Condran, PE - Project Principal Roger Noack, PE - Senior Technical Lead Lenore Horton, PE - Project Manager Ian Watson - Process QA/QC Henry Antshel - Senior Structural Engineer Bob Bosco - Senior Security Engineer Dave Besinger - Senior I&C Engineer Joel Johnson - Senior HVAC Engineer 7. CORRESPONDENCE/REPORTING PROCEDURES: REI's project correspondence shall be directed to C. Robert Reiss. All City project correspondence shall be directed to Robert Maue with copies to others as may be appropriate. 8. INVOICING/FUNDING PROCEDURES: Invoices shall be submitted monthly to the City of Clearwater, Attn: Deb Lutz, Senior Staff Assistant, Engineering, P. O. Box 4748, Clearwater, Florida 33758-4748, for work performed. Invoices will be prepared monthly according to Method A - Cost Times Multiplier Basis. Contingency services will be billed as incurred only after written authorization provided by the City to proceed with those services. City Invoicing Code: 0376-96767-561300-533-000-0000 $888,598.56 0315-96767-561300-533-000-0000 $2,556,850.44 9. ITEM 9 INTENTIONALLY LEFT BLANK 10. SPECIAL CONSIDERATIONS: None. 26 Item # 18 Attachment number 1 Page 27 of 29 PREPARED BY: C. Robert Reiss, Ph.D., P.E. President Reiss Engineering, Inc. Date 27 APPROVED BY: Michael D. Quillen, PE City Engineer City of Clearwater Date Item # 18 Attachment number 1 Page 28 of 29 {Add the following as an Attachment.-) z e - arwate - r ENGINEERING DEPARTMENT WORK ORDER INITIATION FORM Attachment "A" CITY DELIVERABLES FORMAT The design plans shall be compiled utilizing the following methods. 1. City of Clearwater CAD standards. 2. Datum: Horizontal and Vertical datum shall be referenced to North American Vertical Datum of 1988 (vertical) and North American Datum of 1983/90 (horizontal). The unit of measurement shall be the United States Foot. Any deviation from this datum will not be accepted unless reviewed by City of Clearwater Engineering/Geographic Technology Division. DELIVERABLES The design plans shall be produced on bond material, 24" x 36" at a scale of I" = 20' unless approved otherwise. Upon completion the consultant shall deliver all drawing files in digital format with all project data in Autodesk Civil 3d file format. If not available Land Desktop files are still acceptable, however the City or Clearwater is currently phasing out Land Desktop. NOTE: If approved deviation from Clearwater CAD standards are used the consultant shall include all necessary information to aid in manipulating the drawings including either PCP, CTB file or pen schedule for plotting. The drawing file shall include only authorized fonts, shapes, line types or other attributes contained in the standard AutoDesk, Inc. release. All block references and references contained within the drawing file shall be included. Please address any questions regarding format to Mr. Tom Mahony, at (727) 562-4762 or email address tom.mahony(&myclearwater.com ? All electronic files (CAD and Specification files) must be delivered upon completion of project or with 100% plan submittal to City of Clearwater. 28 Item # 18 Attachment number 1 Page 29 of 29 ATTACHMENT B CITY OF CLEARWATER Brackish Reverse Osmosis Water Treatment Plant # 2 Phase 1- Design, Permitting, and Bidding Services PROJECT BUDGET Reiss Engineering, Inc. Task Description Subconsultant Services Labor Total 1.0 Project Administration $143,921 $144,305 $288,226 2.0 Preliminary Evaluations $126,962 $125,729 $252,691 3.0 Design Support Services $328,995 $22,886 $351,881 4.0 Pilot Studies $0 $195,291 $195,291 5.0 Final Design $997,028 $925,651 $1,922,679 6.0 Permitting $35,661 $171,155 $206,816 7.0 Bidding $10,690 $13,735 $24,425 Subtotal, Labor and Subcontractors $3,242,009 Permit Review Fees $38,890 Other Direct Costs (prints, photocopies, postage, etc) $164,550 Grand Total $3,445,449 29 Item # 18 Attachment number 2 Page 1 of 21 SubConsultants Labor TOTAL Services Task 1 $ 143,921 $ 144,305 $ 288,226 Task 2 $ 126,962 $ 125,729 $ 252,691 Task 3 $ 328,995 $ 22,886 $ 351,881 Task 4 $ - $ 195,291 $ 195,291 Task 5 $ 997,028 $ 925,651 $ 1,922,679 Task 6 $ 35,661 $ 171,155 $ 206,816 Task 7 $ 10,690 $ 13,735 $ 24,425 Subtotal $ 3,242,009 Permit Fees $ 38,890 Direct Costs (Pilot Testing) $ 164,550 Grand Total $ 3,445,449 Item # 18 0 ry ? 0 o 0 ? 0 ry ? ? 0 x p a` N o P ? e M Q EA L1 EA EA EA EA EA EA EA ? 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O_ P EA to O O r EA EA 0 EA 0 EA 3 0 Attachment number 2 Page 6 of 21 Unit Cost Quantity Total Cost 4.1 RO Pilot RO unit rental $ 10,000 4 $ 40,000 Laboratory Costs $ 5,000 1 $ 5,000 Fencing $ 6,000 1 $ 6,000 Generator rental $ 9,500 3 $ 28,500 Generator diesel $ 5 4500 $ 22,500 Piping + pump + tank on site $ 4,000 1 $ 4,000 Well pump (buy + install) $ 20,000 1 $ 20,000 Discharge line $ 3,000 1 $ 3,000 Chemicals $ 2,000 1 $ 2,000 Chemical disposal (landfill) $ 1,200 1 $ 1,200 Membranes $ 250 21 $ 5,250 Cartridge filter $ 100 1 $ 100 4.2 Concentrate RO unit rental $ 10,000 1 $ 10,000 Laboratory Costs $ 3,000 1 $ 3,000 Piping + pump + tank $ 2,000 1 $ 2,000 TOTAL $ 152,550 Item # 18 Attachment number 2 Page 7 of 21 1.. REISS ENGINEERING, INC. 12001 RESEARCH PARKWAY SUITE 228 ORLANDO, FL 32826 ATTN: MARK K. WORSHAM, P.E. OCTOBER 6, 2010 RE: CLEARWATER RO WTP #2, REMOTE WELL SITES AND RAW TRANSMISSION MAINS DEAR MARK, PURSUANT TO YOUR REQUEST I HAVE REVIEWED THE INFORMATION SUBMITTED AND AM PLEASED TO PROVIDE THIS PROPOSAL FOR SURVEY SERVICES ON THE ABOVE REFERENCED SITE AS FOLLOWS: POLARIS ASSOCIATES, INC. A. TRANSMISSION ROUTE SURVEY 705 HOURS FIELD CREW ............................................. ..................$88,125.00 301 HOURS SURVEY TECHNICIAN ......................... ..................$28,645.00 56 HOURS PROFESSIONAL SURVEYOR ............... ..................$7,015.00 B. REMOTE WELL SITES 135 HOURS FIELD CREW .............................................. ................$28,125.00 54 HOURS SURVEY TECHNICIAN ........................... ................$7,650.00 9 HOURS PROFESSIONAL SURVEYOR .................. ................$1,725.00 C. GEOTECHNICAL BORING LOCATIONS 24 HOURS FIELD CREW ................................................ ...............$3,000.00 3 HOURS SURVEY TECHNICIAN .............................. ...............$255.00 1 HOURS PROFESSIONAL SURVEYOR ................... ..............$115.00 PLANIMETRIC MAPPING (THROUGH PTI SUB-CONSULTANT) FEE ...................................................................................................................................$ 22,200.00 RATE SCHEDULE JULY, 2010 LAND SURVEYING RATE/HOUR 3-MAN FIELD CREW .....................................................................................................................$125.00 SURVEY TECHNICIAN ..................................................................................................................$85.00 PROFESSIONAL SURVEYOR .....................................................................................................$115.00 SEE EXHIBIT "A" ATTACHED FOR PROJECT DETAILS 11 r D - ,,, I FA" Item #?? 8? Attachment number 2 Page 8 of 21 1.. FEES ARE BASED ON ALL WORK BEING AUTHORIZED. IF THIS PROPOSAL IS ACCEPTED IT WILL BE NECESSARY FOR OUR CLIENT TO SIGN AN AGREEMENT FOR PROFESSIONAL SERVICES. PLEASE BE ADVISED THAT A SIGNED CONTRACT IS REQUIRED PRIOR TO SCHEDULING OF FIELD WORK. POLARIS WOULD LIKE TO THANK YOU FOR THIS OPPORTUNITY TO PROVIDE THIS PROPOSAL AND LOOK FORWARD TO WORKING WITH YOU ON THIS PROJECT. PLEASE CONTACT OUR OFFICE IF YOU HAVE ANY QUESTIONS REGARDING THIS PROPOSAL OR IF I MAY BE OF ANY ADDITIONAL SERVICE. SI LY YOURS,, DAN H. RIZZUTC, PL.' PROJECT MANA?, r ROSMOSIS.REISS.CON.PROP.doc 10/6/10 1 -13 11 r D - ,,, I FA" Item #?? 8? Attachment number 2 Page 9 of 21 1.. EXHIBIT "A" RESERVOIR NO.2 REVERSE OSMOSIS WATER TREATMENT PLANT PROJECT (67,250 L.F.) 1. PROJECT ASSUMPTIONS A. INVERT INFORMATION WILL BE OBTAINED ON ACCESSIBLE STRUCTURES. B. REISS WILL IDENTIFY WHICH RIGHT-OF-WAY LINE NEEDS TO BE LOCATED, PRIOR TO THE GROUND TRUTHING. C. POLARIS WILL NOT DRAW UNDERGROUND PIPES. D. NO IRRIGATION LINES WILL BE LOCATED. 2. PLANIMETRIC MAPPING (THROUGH SUB-CONSULTANT P.T.I.) A. PREPARE 1" = 30' SCALE PLANIMETRIC MAPPING FROM RIGHT OF WAY TO RIGHT OF WAY SHOWING THE FOLLOWING VISIBLE FEATURES; MAJOR ROADWAYS, STREETS, RAILROADS, SIDEWALKS, DRIVEWAY TURNOFFS TO BACK OF SIDEWALK, UTILITY POLES, CULVERTS, CATCH BASINS, SIGNS MANHOLES, FIRE HYDRANTS, POSTS, UTILITY BOXES, MAIL BOXES, CONCRETE SLABS, TRAILS, WALLS, SEA WALLS, TOWERS, WATER BODIES, TRANSMISSION LINES, BILLBOARDS, SWAMPS, BRIDGES AND TIMBERED AREAS. B. POLARIS WILL GROUND TRUTH MAPPING AND SUPPLEMENT AS REQUIRED. C. PHOTOGRAMETRIC SERVICES INCLUDE, FLIGHT AND PHOTOGRAPHY, AERIAL TRIANGULATIONS, PLANIMETRIC MAPPING AND DIGITAL FILES. D. ITEMS NOT INCLUDED. 1. RASTER IMAGES. 3. RIGHT-OF-WAY MAPPING AND DETERMINATION A. FULL RIGHT-OF-WAY MAPPING WILL BE OBTAINED. 1. RIGHT-OF-WAY LINES WILL BE DETERMINED FROM EXISTING PLATS. B. ON UNPAVED ROADS OR THOSE NOT SHOWN ON THE COUNTY PROJECT MAP, POLARIS WILL DETERMINE THE RIGHT-OF-WAY ON BOTH SIDES. C. RIGHT-OF-WAY LINES WILL BE ADDED TO PLANIMETRIC MAPPING. D. SIDE LOT LINES WILL BE SHOWN BASED ON TAX MAPS. 11 r D - ,,, I 1 . - FA" Item #?? 8? Attachment number 2 Page 10 of 21 1.. EXHIBIT "A" RESERVOIR NO.2 REVERSE OSMOSIS WATER TREATMENT PLANT PROJECT (67,250 L.F.) 4. UTILITY DEPTHS A. POLARIS WILL OBTAIN MEASURE DOWNS ACCESSIBLE STRUCTURES AS INSTRUCTED BY URS. B. MEASURE DOWN INFORMATION WILL BE ADDED TO PLANIMETRIC MAPPING. 5. REMOTE WELL LOCATION SITES (15) A. BOUNDARY & TOPOGRAPHIC SURVEY TO BE PREPARED, ASSUMED PARCEL SIZE OF 200'X2001 . B. LOCATION OF EXISTING WELLS ON REMOTE SITES. C. LOCATION OF GEOTECHNICAL BORINGS ON WTP#2 SITE. 6. MISCELLANEOUS A. TREES (4" D.B.H.) WILL BE LOCATED TO 5 FEET OUTSIDE RIGHT-OF-WAY LINE. B. THE OUTLINE OF AREAS OF SIGNIFICANT ORNAMENTAL VEGETATION WILL BE SHOWN. INDIVIDUAL ITEMS WILL NOT BE LOCATED. C. WETLAND JURISDICTION DETERMINATION NOT INCLUDED. 7. TRANSMISSION ROUTES A. TRANSMISSION ROUTES WILL HAVE TOPOGRAPHY LOCATED IN A 50 FOOT WIDE AREA IF NOT IN A RIGHT-OF- WAY. B. TITLE INFORMATION WILL BE PROVIDED TO POLARIS ON ANY UNDEVELOPED RIGHT-OF-WAY SECTIONS. C. JURISDICTION LOCATIONS NOT INCLUDED UNLESS AREAS DETERMINED PRIOR TO THE FINAL SCOPE. 8. FEES A. OUR FEE FOR THE TRANSMISSION ROUTE SURVEY IS ...$ 145,985.00 B. OUR FEE FOR THE REMOTE WELL SITES (9) IS .....................................................................$ 37,500.00 C. OUR FEE FOR THE GEOTECHNICAL BORING LOCATIONS ................................................$ 3,400.00 I: \PROPOSALS\ROSMOSIS.REISS.CON.EXA.doc 10/6/2010 11 r D - I ° . - 13 FA" Item #?? 8? Attachment number 2 Page 11 of 21 ( _) C t) hC1, 6, -,011( 4,^ ,, t a 11.11` 1((1(6' ag 1 „1 '?(°?(5611' ? 1 ? 1 1 11 II 1 I I 1 ? .? 1I 9 I i Il 911! 7 1 I ?' ill.. I I ??% 1 I I 1 i ?' 1 ? ?I? ! ? I? sll? 1 I ?I I I ? 1 ? I II9?i?l tiF(I (13? I I?I sd I I ?? I I 11 Ii ?t?91"{? s ',I 1 y ( i ???? Gt f16 ` a n 1110 FD( I I II I 1 1, ? I1 1 a Iim1 { )() ,1;1 1 ? 1t1? `+ I.. 1 e i 1CC to col IItIi t nIC 11 (m 11"n C 'III% gtle?, 1Olts. 1 1 I 1 1? ? I 1' 1 d '', I 1 I 1 1 I 1111 1 I 9 I Item # 18 ??__ Ho"', r ?i Fax: > Attachment number 2 Page 12 of 21 D R I G G E R S E N G I N E E R ] N G S E R V I C E S I N C O R P O R A T E Geotechnical Engineering & Construction Materials Testing Reiss Engineering, Inc. 12001 Research Parkway Suite 22,8 Orlando, Florida 32826 Attention: Mr. Mark K. Worsham, P.E. RE: Revised Proposal for Geotechnical Engineering Services City of Clearwater RO Plant #2 Project Clearwater, Florida Our File: DES 108476PR Dear Mark: October 6, 2010 Attached is our Agreement for Soil Engineering Services on the subject project. Included in Exhibit A of the attachments is our Proposal outlining the scope of services and projected costs. Authorization to proceed should be indicated by executing the enclosed copies of this Agreement and returning one copy to our office. Respectfully submitted, DRIGGERS ENGINEERING SERVICES, INC. j u j56r) I? A icholas T. Korecki, P.E. Senior Geotechnical Engineer NTK\cmc NTK-PRO\ 108476PR-3 Copies submitted: (2) Sarasota Clearwater ? e 86 Phone: 941.371.3949 12220 49th Street North a Clearwater, Florida 33762 Pho 4 027 Fax: 941.371.8962 Phone: 727.571.1313 a Fax: 727.572.4090 Fax: 813.948.7645 saroffice@driggers-eng.com clwoffice@driggers-eng.com tpaoffice@driggers-eng.com Attachment number 2 Page 13 of 21 AGREEMENT FOR GEOTECHNICAL ENGINEERING SERVICES THIS AGREEMENT made this 6th day of October 9 2010, by and between DRIGGERS ENGINEERING SERVICES, INC., Post Office Box 17839, Clearwater, Florida, 33762, hereinafter referred to as "ENGINEER" and Reiss Engineering, Inc. hereinafter referred to as "CLIENT". ARTICLE 1. Background The limited geotechnical engineering services to be performed are summarized as follows and set forth in Exhibit A. Revised Proposal for Geotechnical Engineering Services DES 108476PR3 City of Clearwater RO Plant #2 Project Clearwater, Florida For the fees set forth in the Agreement, CLIENT engages ENGINEER and ENGINEER agrees to perform the services set forth above. This Agreement is subject to all the following terms and conditions. ARTICLE II. ENGINEER's Services and Responsibilities 1. ENGINEER shall provide only the services described above. 2. No services shall be required of ENGINEER during any phase (design, construction or completion of improvements) of the project unless specifically agreed to in a separate writing. Such a separate writing may request, as additional services, consultation during design and/or construction; however, ENGINEER shall not be required to provide any additional services without a prior written agreement concerning the scope of and compensation for same. 3. ENGINEER shall not have control or charge of, and shall not be responsible for design or construction means, methods, techniques, sequences or procedures for any improvements constructed on or at the project; or for safety precautions and progress in connection with the project, for the acts or omissions of any other engineer (of any type), architect, contractor, subcontractors or any other person performing work on the project or for the failure of any of them to carry out their work in accordance with their contracts and/or duties. 4. If, for any reason, the scope of the ENGINEER's services changes, ENGINEER's compensation shall be adjusted. 5. ENGINEER shall be required to perform this Agreement only in accordance with the degree and standard of care generally accepted in geotechnical engineering practice prevailing in Pinellas County, Florida, at the time any service is rendered. ENGINEER makes no warranties, expressed or implied, including, but not limited to, the implied warranties of fitness for a particular purpose or merchantability. ARTICLE III. CLIENT's Responsibilities The CLIENT shall: 1. Pay to the ENGINEER an amount as provided in the schedule attached as EXHIBIT A. 2. Provide all criteria and information requested by ENGINEER. 3. Assist ENGINEER by placing at his disposal all available written data pertinent to the project including, but not limited to, all previous geotechnical reports and any other data concerning the design and/or construction of improvements on or planned for the project. ENGINEER will take reasonable precautions to minimize any damage to the property but it is understood by CLIENT that in the normal course of work, some damage may occur, the correction of which is not part of this Agreement. CLIENT agrees to hold the ENGINEER harmless for any damages to subterranean structures which are not called to the ENGINEER's attention and correctly shown on plans furnished to ENGINEER. 4. Provide access to the project and make all provisions for ENGINEER to enter upon public and private lands as required for the ENGINEER to perform his services under this Agreement. 5. Examine all reports and other documents presented by the ENGINEER and promptly render, in writing, decisions pertaining thereto within seven (7) days. 6. Designate a person to act as CLIENT's representative with respect to the ENGINEER's service to be performed under this Agreement. Such persons shall have complete authority to transmit instructions, receive information, interpret and define CLIENT's policies and make decisions with respect to any service covered by this Agreement. 7. Give prompt written notice to ENGINEER whenever the CLIENT observes or otherwise becomes aware of any problem concerning the project. 8. Furnish to the ENGINEER, prior to any performance by the ENGINEER under this Agreement, a written copy of all design or construction standards or information the CLIENT shall require the ENGINEER to follow or take into account. 9. Waive any right of contribution and shall indemnify and hold harmless ENGINEER, its agents, employees and consultants from and against all claims, damages, losses and expenses, including but not limited to, attorney's fees, arising out of or resulting from or in connection with the performance of any work on the project, provided that any such claim, damage, loss or expense is caused in whole or in part by any negligent act or omission of the CLIENT (including inaccuracies in information provided by the CLIENT), the owner of the project, any other engineer (of any type), any architect, any contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, regardless of whether or not is caused in part by a party indemnified hereunder. This obligation shall not be construed to negate, abridge or otherwise reduce any other right or obligation or indemnity which would otherwise exist as to any party or person described in this Agreement. Item # 18 Attachment number 2 10. In any and all claims against the ENGINEER or any of its agents or employees and consultants by agents orPeeptoYeestof any contractor, subcontractor or anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, the indemnification obligation of Paragraph 9 shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for anyone under Workmen's Compensation Acts, Disability Benefit Acts or other employee's benefit acts. ARTICLE IV. Payment 1. All payments shall be made within thirty (30) days of the date of ENGINEER's invoice. Any amounts not paid shall bear interest at the rate of 12% per annum from the date of invoice. If any amount is not paid and is placed in the hands of a collector or attorney, additional charges will be due for the costs of collection, including all costs and reasonable attorney's fees. 2. If CLIENT does not make timely payments to ENGINEER, ENGINEER may terminate or suspend all services under this Agreement. 3. No deductions or retainage shall be made from the ENGINEER's compensation. 4. If ENGINEER's services for the project are suspended by the CLIENT, the project is abandoned in whole or in part by the CLIENT, the ENGINEER shall be paid for the total amount owed. ARTICLE V. Termination CLIENT may terminate or suspend ENGINEER's services under this Agreement upon paying all sums due ENGINEER and giving ENGINEER ten (10) days prior written notice stating the reasons for such termination or suspension, which notice must be received by the ENGINEER to satisfy the requirements of this section. CLIENT can not terminate or suspend said services for reasons not the fault of the ENGINEER unless ENGINEER is paid in full for all services rendered as of the date of the notice. ENGINEER may terminate this Agreement by giving the CLIENT ten (10) days written notice stating the reasons for such termination. If ENGINEER terminates, he will be paid in full for all services performed prior to termination. ARTICLE VI. Limitation of Liability ENGINEER's liability for any claim or claims for direct injury, loss or damage made by the CLIENT shall be limited to the amount of ENGINEER's Professional Liability insurance, providing coverage for such claim. Under no circumstances shall ENGINEER be liable for any indirect, special or consequential damages. ARTICLE VII. Miscellaneous 1. This Agreement is made under, and shall be governed by, the laws of the State of Florida. 2. The individuals signing this Agreement warrant that they have the authority to do so. 3. Neither party is an agent of the other nor has any power to act on behalf of or bind the other. 4. Should suit be brought, or legal action commenced, by either party in order to enforce any provisions of this Agreement or in regard to any work done pursuant to the contract, the prevailing party shall be entitled to reasonable attorney's fees plus court costs. 5. No assignment of this Agreement or any rights or duties hereunder shall be valid unless agreed to in writing by all parties to this Agreement. 6. This Agreement sets forth all the rights and obligations of the parties with respect to the project, both with respect to work previously done and to be done. 7. This Agreement supersedes all prior agreements and understandings of any nature and may be modified only in writing. 8. This Agreement is binding upon and insures to the benefits of CLIENT and ENGINEER as well as their successors and assigns. 9. In the event any provisions of this Agreement shall be held to be invalid and unenforceable, the other provisions of this contract shall be valid and binding on the parties hereto. 10. ENGINEER is retained only in connection with geotechnical engineering on the project and shall not be responsible for any other phase, or portion, of any work. 11. All reports, boring logs, field data, field notes, laboratory test data, calculations, estimates and other documents prepared by ENGINEER shall remain the property of ENGINEER. 12. CLIENT agrees that all reports and other work furnished to CLIENT or his agents, which is not paid for, will be returned upon demand and will not be used by CLIENT for any purposes whatsoever. 13. CLIENT recognizes that subsurface conditions may vary from those encountered at the location where borings, surveys or explorations are made by the ENGINEER and that the data interpretations and recommendations of the ENGINEER are based solely on the information available to him. The ENGINEER will be responsible for those data, interpretations and recommendations, but shall not be responsible for the interpretation by others for the information developed. 14. ENGINEER will retain all soil and rock samples for thirty (30) days. Further storage or transfer of samples can be made at owner's expense upon written request. DRIGGERS ENGINEERING SERVICES, INC. BY: sr?-- e _ a _ CLIENT: Nicholas T. Korecki, P.E. TITL Sr. Geotechnical Engineer BY: (108476PR3) E-MAIL: TITLE: AUTHORIZED BY (Legal Signature) (Typed/Printed Signature) MAILING ADDRESS ADDRESS: (City, State, Zip) PHONE: ( ) FAX: ( ) 'tem #18 Attachment number 2 Page 15 of 21 D R I G G E R S E N G I N E E R I N G S E R V I C E S I N C O R P O R A T E D Geotechnical Engineering & Construction Materials Testing EXHIBIT A October 6, 2010 Reiss Engineering, Inc. 12001 Research Parkway Suite 228 Orlando, Florida 32826 Attention: Mr. Mark K. Worsham, P.E. RE: Revised Proposal for Geotechnical Engineering Services City of Clearwater RO Plant 92 Project Clearwater, Florida Our File: DES 108476PR Dear Mark: Pursuant to your request, D RIGGERS ENGINEERING SERVICES, INC. is pleased to furnish a fee estimate for geotechnical engineering services for the subject project. This proposal is based upon the preliminary design information provided to us and is intended to help develop a project budget. This proposal is essentially the same as our September 2, 2010 proposal. Revisions in scope and cost will certainly be warranted based upon final design details and requirements. PROJECT DESCRIPTION Information provided to us indicates that the project will involve construction of a new 120 foot diameter storage tank at the plant site which is east of U.S. 19 and south of Drew Street. There will also be a new building with a footprint of about 100 feet by 150 feet. A new stormwater pond, about 120 feet by 270 feet is also proposed for the plant site. We also understand that about 62,000 lineal feet of water transmission main is planned. The plan provided to us indicates that main portions of the pipeline will run along Belleair Road, Belcher Road and U. S. 19. Sarasota Clearwater g . aPhone: 941.371.3949 12220 49th Street North ® Clearwater, Florida 33762 Pho 41A027 Fax: 941.371.8962 Phone: 727.571.1313 - Fax: 727.572.4090 Fax: 813.948.7645 saroffice@driggers-eng.com clwoffice@driggers-eng.com tpaoffice9driggers-eng.com Attachment number 2 Page 16 of 21 2 SCOPE OF SERVICES FIELD INVESTIGATION - We have developed the following geotechnical investigation and testing program based upon the preliminary project information discussed above and our experience with similar projects. Storage Tank - With the anticipated structure size and relatively high contact pressure, we propose four (4) Standard Penetration Test (SPT) borings. The boring at the center would be advanced to a nominal depth of 75 feet and the perimeter borings conducted to depths of 35 feet. The Standard Penetration method of testing and sampling will be used in our field investigation to provide soil samples for visual classification and to develop Standard Penetration resistance data reflective of the strength and bearing capability of the soils penetrated. We have also budgeted for collection of four (4) relatively undisturbed Shelby tube samples of potentially compressible soils. These tube samples would be utilized for laboratory consolidation testing to aid in the evaluation of settlement potential. When considering the criticality of total and differential settlements with respect to the tank structure and associated piping, we have included augmenting the Standard Penetration Test borings with Flat Dilatometer Soundings. The Flat Dilatometer is a more sophisticated tool that we have developed experience with in recent years, that provides for a more reliable prediction of settlement potential. We suggest budgeting for one (1) day for the performance of Flat Dilatometer Soundings with the sounding locations selected based upon the results of the Standard Penetration Test borings. We anticipate that the Flat Dilatometer Soundings would be advanced to a nominal depth of 30 feet. However, if favorable subsurface conditions are encountered and estimated settlements based upon SPT data are within tolerable limits, the Dilatometer testing may not be warranted. Plant Site Structure - For the planned structure, which we presume would be single story in height and relatively lightly loaded, we have budgeted two (2) SPT borings to nominal depths of 25 feet. The Standard Penetration method of sampling and testing will be utilized to provide samples for visual identification and laboratory testing, plus to develop Standard Penetration resistance data reflective of the strength and bearing capability of the soils penetrated. Item # 18 Driggers Engineering Services Incorporated Attachment number 2 Page 17 of 21 3 Stormwater Pond - We have budgeted three (3) SPT borings to a depth of 20 feet below for the Stormwater pond. We have included two (2) temporary piezometers to allow field permeability testing for use in a pond recovery analysis. Pipeline Alignment - For similar projects, we have conducted exploratory borings at intervals ranging from 500 to 1,000 feet. For budgeting purposes, we propose an investigation program to include borings at nominal intervals not exceeding about 500 feet along the pipeline route(s). Presuming that much of the pipeline in the developed area would be constructed utilizing directionally drilled or jack and bore methodology, we have budgeted approximately one-half of the borings , or sixty-two (62) borings, as SPT borings to nominal depths of 20 feet. The remaining sixty-two (62) borings have been budgeted as hand auger classification borings to nominal depths of 10 feet below grade. Plans indicate a crossing of U. S. 19 as well as the CSX rail line. Based upon our experience with other pipeline crossings of U.S. 19 in the general vicinity, to provide adequate penetration into soil strata which prospective contractors may find suitable for directional drilling to minimize the potential for damage at the ground surface, two (2) borings have been budgeted to nominal depths of 70 feet. Each SPT borehole along the pipeline alignment and boreholes at the plant site which penetrate the limestone formation would be grouted upon obtaining groundwater levels. If final plans indicate that more of the pipeline would involve shallow depth cut and cover construction or very shallow depth directional drilling, hand auger classification borings would be substituted for the SPT borings in those areas at a reduced cost. We have also included unit fees and a budget for coring and patching of existing pavements where cut and cover road crossings are planned or where access restriction dictate that borings must be located within paved areas. Since the boring locations would be selected based upon existing overhead lines, surface obstructions and buried utilities, we have also included a budget for traffic control as may be needed for borings within the right-of way of busier streets. We have also budgeted removal of excess drill cuttings and drilling fluids from our work areas along the right of way. Utility location requests would be made prior to initiating our field studies. Item # 18 Driggers Engineering Services Incorporat=ed Attachment number 2 Page 18 of 21 4 LABORATORY TESTING - A limited laboratory testing program will also be implemented to aid in characterizing the engineering properties of the subsurface soils. Our laboratory classification tests will include grainsize analyses and Atterberg limits determinations together with moisture content tests and organic content tests where applicable. One-dimensional consolidation tests will be performed on Shelby tube samples recovered from potentially compressible strata to facilitate settlement analyses. We have also budgeted corrosivity series tests (pH, resistivity, sulfates and chlorides) to establish the FDOT environmental corrosion classes for representative soil types along the planned alignment. REPORT - The results of our geotechnical investigation will be included in a report encompassing a presentation of the following: 1. Logs of the exploratory borings 2. A sketch depicting the relative positioning of the borings. 3. Results of laboratory tests 4. Discussion of subsurface soil and groundwater conditions, including estimated normal seasonal high groundwater levels 5. Recommendations for subgrade preparation and fill placement 6. Foundation design recommendations for the structure at the plant site and the storage tank 7. Expected total and differential settlements 8. Recommendations for below grade construction 9. Recommendations for utility construction and backfill placement 10. Discussion of geotechnical construction impacts 11. Recommendations for inspection and testing during the construction phase As with similar projects, we plan to submit separate reports for the plant site and pipeline alignment. Draft reports would be submitted for review by you and the owner with final reports provided addressing any comments to the draft reports. Item # 18 Driggers Engineering Services Incorporated Attachment number 2 Page 19 of 21 5 REQUESTED FEES Based on the attached fee schedule, we suggest a budget of $65,000.00 for the scope of geotechnical services discussed herein. The unit fees in this proposal will be in effect for the next 6 months. While this estimate is based upon the preliminary data available at this time, we feel this budget should be sufficient to cover the geotechnical services required for this type of project. When detailed plans are available we would be pleased to revise our scope and costs to reflect the actual project requirements. DRIGGERS ENGINEERING SERVICES, INC. appreciates the opportunity to assist you and we trust that if you have any questions concerning our proposal, you will not hesitate to contact this office at your convenience. Respectfully submitted, DRIGGERS ENGINEERING SERVICES, INC. X icholas T. Korecki, P.E. Senior Geotechnical Engineer NTK: cmc NTK-PRO\ 108476PR-3 Copies submitted: (2) Item # 18 Driggers Engineering Services Incorporated Attachment number 2 Page 20 of 21 UNIT FEES AND ESTIMATED COSTS ESTIMATED ITEM DESCRIPTION UNIT FEE AMOUNT 1. Drill Rig Mobilization and $ 500.00 LS 1 Demobilization (Plant Site) 2. Utility Notification 65.00/Hr. 10 Hrs. and Boring Staking 3. Traffic Control 400.00/Day 4 Days (Signs, Flagmen) 4. Standard Penetration Test Borings (1 @ 75'; 2 @ 70; 3 @ 35'; 2 @ 25'; 65 @ 20') a) Move site to site (Pipeline) 100.00 Ea. 62 b) 0' to 30' 12.50/LF 1,530 LF c) 30' to 60' 14.00/LF 105 LF d) 60' to 100' 16.00/LF 35 LF e) Site Clean-Up 50.00 Ea. 64 f) Shelby Tubes 100.00 Ea. 4 5. Borehole Grouting 90.00 Ea. 68 6. Flat Dilatometer Soundings 2,500.00/Day 1 Day .7. Hand Auger Borings 9.50/LF 620 LF (62 @ 10') 8. Pavement Core & Patch 50.00 Ea. 20 9. Temporary Piezometers 750.00 Ea. 2 ESTIMATED COST $ 500.00 650.00 1,600.00 6,200.00 19,125.00 1,470.00 560.00 3,200.00 400.00 6,120.00 2,500.00 5,890.00 1,000.00 1,500.00 Item # 18 Driggers Engineering Services Incorporated Attachment number 2 Page 21 of 21 ITEM UNIT FEES AND ESTIMATED COSTS ESTIMATED ESTIMATED DESCRIPTION UNIT FEE AMOUNT COST 10. Field Permeability Tests 300.00 Ea. 2 600.00 11. Laboratory Classification Testing a) Grainsize Analysis 30.00 Ea. 50 1,500.00 b) Atterberg Limits 60.00 Ea. 16 960.00 c) Organic Content 30.00 Ea. 12 360.00 d) Consolidation 275.00 Ea. 4 1,100.00 e) Corrosivity Testing 160.00 Ea. 5 800.00 12. Drafting 67.50/Hr. 40 Hrs. 2,700.00 13. Printing and Report Cost + 15% 200.00 200.00 Reproduction 14. Engineering Analysis 150.00/Hr. 40 Hrs. 6,000.00 and Report TOTAL ESTIMATED COST: 64,935.00 SUGGESTED BUDGET: $ 65,000.00 Item # 18 Driggers Engineering Services Incorporated City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Meeting Date: 11/4/20 10 Award a contract (purchase order) to Volt Telecom of Clearwater, Florida, in the amount of $2,836,091.85 for construction of the Glen Oaks/Palmetto Reclaimed Water Project 08-0043-UT, which is the lowest responsible bid received in accordance with the plans and specifications for this project; approve a Work Order in the amount of $354,272.00 to URS Corporation, an Engineer-of- Record for the City of Clearwater, to provide Construction Engineering and Inspection (CEI) Services and authorize the appropriate officials to execute same. (consent) SUMMARY: This Agenda Item is for the construction of new reclaimed water transmission and distribution mains as outlined in the Reclaimed Water Master Plan Update (December 2007) for the Glen Oaks/ Palmetto service areas. The goal of this and all other reclaimed water projects is to reduce the amount of potable water and groundwater being used for irrigation and other non-potable uses. In addition, expansion of the Reclaimed Water Distribution System in accordance with Reclaimed Water Master Plan brings the City of Clearwater closer to achieving zero-discharge of effluent to Tampa Bay and adjacent surface waters. On June 18, 2009, City Council approved the design of the project and the Cooperative Funding Agreement between the City and the South West Florida Water Management District (SWFWMD), which includes reimbursement of up to 50% of the cost of design, permitting and construction of transmission and distribution of reclaimed water lines up to a maximum of $2,890,000. It is anticipated that construction will be accomplished in 480 days and be completed by the end of May 2012. URS Corporation, the engineering design consultant for this project and an Engineer-of-Record for the City of Clearwater, was responsible for the design of the improvements. Ten bids were received and Volt Telecom was the lowest at $2,836,091.85 for the project. After comparing the bids, URS Corp. has provided a recommendation to award the construction of the project to Volt Telecom and City staff concurs. URS Corporation will be providing CEI Services to this project upon the approval of the Work Order. The City of Clearwater's Public Utilities Department is responsible for owning, operating and maintaining the reclaimed water system. A First quarter amendment will increase the budget for Other Governmental Revenues (337900) in project 0315-96739, Reclaimed Water Distribution System for SWFWMD's share of these contracts as well as URS Design (50% of 429,917.00) and Additional Design (50% of 263,134.00) contracts previously submitted in the amount of $1,941,707.43. Sufficient budget and revenue are available in project 0315-96739, Reclaimed Water Distribution system in the amount of $1,248,656.42 for total funding in the amount of $3,190,363.85 to fund the construction and work order. Type: Capital expenditure Current Year Budget?: No Budget Adjustment Comments: See summary Budget Adjustment: Yes Cover Memo Item # 19 Current Year Cost: $3,190,363.85 Annual Operating Cost: Not to Exceed: $3,190,363.85 Total Cost: For Fiscal Year: 2010 to 2011 Appropriation Code Amount Appropriation Comment 0315-96739-561300-533- $ 354,272.00 See Summary 000-0000 0315-96739-563800-533- $2,836,091.85 See Summary 000-0000 $3,190,363.85 Bid Required?: Yes Bid Number: Other Bid / Contract: Bid Exceptions: Review Approval: 1) Clerk 2) Assistant City Manager 3) City Manager 4) Clerk 08-0043-UT None Cover Memo Item # 19 m ? ¢ z N HIBISCUS ST Q- LEVERN ST o o w W O= HIBISCUS ST C O m , S HIBISCUS ST BONAIR ST w C) PA LMETTO ST P w Q _ Q w w NICHOLSON ST WALNUT ST -j ? U ELMWOOD ST 0 SEMIN11 F-1 0 _ r SMAL LWOOD CIR } R OSEMERE RD ELDRIDGE ST w > CASLER CT AAAPI F CT! _ I K ENNETI > z1 j - > Q- ? 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DRUID RD C/) Y W (n Q JASMINE WAY ; JASMINE WAY JASMINE WAY RACHEL CT O w < a W z AGNOLIA DR w a < Q z W, F I w MAGNOLIA DR w Q w z ME ME A w z U > E MAGN LIA JACOB CT z 0 U (D J O DR 2 3: LOTUS PATH o p ? LOTUS PATH ; r ha [ n, w co I' w w FL AGSTONE CT O O n o ? n,g w- li LOTUS PATH z < < BUDLEIGH ST -- z ---------------_ JEFFORDS ST - - c/) W z JEFFORDS ST w co w ? zz JEFFORDS ST BARRY ST z = O BARRY RD w ? w F c/) w z ? 0 z L T USCOLAST w j z w p 0 W W °z a A x F ?I 0 0 N r W O F U O Q x F C7 W O A z 8? - - o? ? N .. N N N wa M MNNM? mAt#acRWt m M M . . . . ° Paged oE-2 - ° H 0 0 ?. , R R R R S S S S S 8 ? x a M a s a M M a M M M Paz - - - - -- - - - - - - - - - - ao ?M ] 8 8 8 z" z ru0 3 o) o o) o o? o °? ° ? o?o? °? o? o o) z - - _ - _ ?d o o o ---- ---- --------- - ----- ------ - ---- ------- ------- ------- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - O .7 ? H w w w w w w w w w w w ?- w w w w w w w¢¢¢¢ ¢ w ] a a.........a a a.........a a a.........a a a.........a a?? a a.........a a s a.........'' w w w w __ - w_a a a a a a a a a a a .a a a a w w w? w a ro w° w° o v a a a ? ? ?' - ? r a a a? > > > 3 .........E > > > a a v mber 2 H ?o M M M wa ?? ? m m o M 6 6 ?? M M M N a 0 0 0? ? o o - y x W a ,? M ? M W ] ? o 0 o e z o] a F ? o 0 0 0 a F ? z ?? a m a M a.6 . 4 ? a M M o M F" -. -.. o? o 0 0 0 0 q a a M ? a M z ?] a 8 F o a N r V? ay m C 9 0 0 0 0 0 O W a ?., N c .. Q o 0 0 N C7 z z ° ? w a ? H O A] A ya yH N? a vv Attachment number 2 Page 2 of 2 Attachment number 3 Page 1 of 9 a URS SOUTHERN WORK ORDER INITIATION FORM for the CITY OF CLEARWATER Date: October 12, 2010 Project Number: 08-0043-UT ?_ 1 Project Number: N095 1. PROJECT TITLE: Glen Oaks and Palmetto Reclaimed Water Project Construction Management and Resident Project Representative Services (N095). 2. SCOPE OF SERVICES: The project provides for the Construction Management and Resident Project Representative (RPR) Services for the Glen Oaks and Palmetto Reclaimed Water (RCW) distribution system and its associated extensions of the reclaimed water transmission system. This work order is based upon the understanding that approximately 85,000 feet of RCW distribution main (4- through 12-inch) of RCW will be constructed for the Glen Oaks and Palmetto service area within the CITY. This work order provides for: Construction Management, progress meetings, processing applications for payment, the review of construction schedules, processing of field orders, work directive changes and Change Orders, Resident Project representative On-site observation services, substantial and final completion milestones, and start up activities. CONSTRUCTION MANAGEMENT SERVICES Task I - Construction Management URS Corporation Southern (URS) will provide Construction Management (CM) Services for the project. URS will document and respond to the CITY and CONTRACTOR correspondence associated with the project. Depending on the nature of the issue contained in the correspondence, URS will either respond I Item # 19 Attachment number 3 Page 2 of 9 directly to the CONTRACTOR or coordinate with the CITY to provide a response to the issue. During the course of the project, URS will provide CM to maintain schedule, scope and budget requirements. URS will prepare the bimonthly project status reports for the CITY's use in coordinating with SWFWMD. URS will visit the Glen Oaks and Palmetto RCW project site up to ten (10) times. The intent of these project site visits will to provide the CONTRACTOR clarification and/or direction as needed to supplement the project RPR's construction observation. Task 2 - Monthly Progress Meetings URS will schedule, convene, administer and document up to sixteen (16) construction progress meetings for the Glen Oaks and Palmetto RCW project. URS will prepare an agenda for each progress meeting. URS will prepare the meeting minutes and distribute the minutes to all attendees and/or interested parties within fourteen (14) calendar days. Task 3 - Process Applications for Payment The CONTRACTOR will submit applications for payment to URS. URS will review up to sixteen (16) applications for payment for the Glen Oaks and Palmetto RCW project. URS will verify that the contractor is up to date on the red line as-built drawings prior to approval of each application for payment for the Glen Oaks and Palmetto RCW project. The review of the applications for payment includes the schedule of values associated with each application for payment. Upon URS's initial approval, URS will forward the application for payment to the CITY for payment. If URS disapproves an application for payment, said application will be returned to the CONTRACTOR for revision and resubmittal. 2 Item # 19 Attachment number 3 Page 3 of 9 Task 4 - Review Construction Schedules URS will review up to sixteen (16) progress schedules as submitted by the CONTRACTOR for the Glen Oaks and Palmetto RCW project. The review will consist of the confirmation of the CONTRACTOR's monthly progress of the work. URS will identify project elements/tasks that are ahead of schedule, on schedule, and/or behind schedule. Based upon the identified progress of the individual project tasks, URS will alert the CONTRACTOR to issues associated with the project's critical path. If any point during the progress of the work URS is of the opinion that Contract Work will not be completed on time, the CONTRACTOR will be advised in writing with facts supporting URS's opinion. The CITY and government/funding agencies will be sent copies of this correspondence. Task 5 - Process Field Orders, Work Directive Changes and Change Orders URS will review and/or process field orders, work directive change authorizations, and change orders. URS will review/process up to thirty (30) field orders and up to thirty (30) work directive change authorizations and prepare up to fifteen (15) change orders for the Glen Oaks and Palmetto RCW project. URS will coordinate with the CONTRACTOR and CITY regarding changes to the Work. URS will negotiate with the CONTRACTOR regarding changes to Contract Time and/or the Contract Cost associated with each change order. If URS, the CONTRACTOR and CITY cannot agree on the lump sum or unit price change order value, then the change order will be based upon agreed to time and materials limits and values. Task 6 - Resident Project Representative On-Site Services 3 Item # 19 Attachment number 3 Page 4 of 9 URS will provide a full time (40 hours per week) staff RPR for 16 months (2770 hours) during the construction of the Glen Oaks and Palmetto RCW project. The staff RPR will provide on-site observation services to confirm that the CONTRACTOR is constructing the projects in conformance to the Contract Documents. The RPR will maintain a daily log documenting CONTRACTOR activities and progress on the project. The RPR may also attend month progress meetings as required. Task 7 - Substantial Completion URS will prepare and deliver to the CITY a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. At the request of the CONTRACTOR, URS will conduct one (1) walk through inspection of the Glen Oaks and Palmetto RCW project with the CITY and CONTRACTOR URS will generate a tentative list of items to completed or corrected prior to final payment for the Glen Oaks and Palmetto RCW project. The list will be attached to the certificate of Substantial Completion for the Glen Oaks and Palmetto RCW project. If URS concludes that the Work is not substantially complete, URS will notify the CONTRACTOR in writing stating the reasons therefore within fourteen (14) calendar days after the walk through. If the URS considers the Work to be substantially complete, the URS will deliver to the CITY and CONTRACTOR a definitive certificate of Substantial Completion with a revised tentative list of items to completed or corrected. Task 8 - Final Completion Upon written notice from the CONTRACTOR that the entire Work is complete, URS will conduct one (1) final inspection with the CITY and the CONTRACTOR for the Glen Oaks and Palmetto RCW project. URS will notify the CONTRACTOR in writing within seven (7) calendar days of any work that is incomplete or defective. 4 Item # 19 Attachment number 3 Page 5 of 9 If URS considers the Glen Oaks and Palmetto RCW project to be complete, URS will issue a written notification identifying the date of final completion of the Work. Task 9 - Start Up Activities At the request of the CONTRACTOR, URS will notify the CITY that the facility is ready to commence start up activities on the Glen Oaks and Palmetto RCW project. URS will witness the start up activities of the CONTRACTOR and manufacturer representatives. URS will document the start up activities and will provide a brief report of the results of the facility start up. 3. PROJECT GOALS: The project goals are to construct new reclaimed water distribution system for the CITY to continue to expand its reclaimed water customer base and to increase the amount of reclaimed water used to offset potable water demand for nonpotable uses. Additionally the increased use of reclaimed water within the CITY will also help to reduce the amount of treated effluent that is discharge to surface waters for disposal. 5 Item # 19 Attachment number 3 Page 6 of 9 4. BUDGET: Glen Oaks and Palmetto RCW See Attachment "B" This price includes all labor and expenses anticipated to be incurred by URS Corporation Southern for the completion of these tasks, on a Time and Materials Basis not-to-exceed Three Hundred Fifty-four Thousand Two Hundred and Seventy-two Dollars ($354,272). Task 1 - Construction Management $ 93,455 Task 2 - Monthly Progress Meetings $ 17,719 Task 3 - Process Application for Payments $ 3,237 Task 4 - Review Construction Schedules $ 2,464 Task 5 - Process Field Orders, Work Directive Changes & Change Orders $ 9,363 Task 6 - RPR On-Site Services $217,168 Task 7 - Substantial Completion $ 2,789 Task 8 - Final Completion $ 2,789 Task 9 - Start-up Activities $ 2,788 Other Direct Costs $ 2,500 Total Work Order: $3549272 5. SCHEDULE: The construction of the Glen Oaks and Palmetto RCW project is to be completed 481 calendar days from issuance of Notice-To-Proceed. 6. STAFF ASSIGNMENT Officer-in-Charge: Construction Manager: Construction Engineer: CADD Designer: Administrative Assistant: Dana Tallman, P.E. Craig Osmanski, P.E. William "Chris" Mitchell David Ellis Lisa Lanier 6 Item # 19 Attachment number 3 Page 7 of 9 7. CORRESPONDENCE/REPORTING PROCEDURES: URS's project correspondence shall be directed to Craig Osmanski, P.E. All City project correspondence shall be directed to Lan-Anh Nguyen, P.E. with copies to others as may be appropriate. 8. INVOICING/FUNDING PROCEDURES: Invoices shall be submitted monthly to the City of Clearwater, Attn: Deb Lutz, Senior Staff Assistant, Engineering, P. O. Box 4748, Clearwater, Florida 33758-4748, for work performed. Invoices will be prepared monthly according to the CITY'S Engineer of Record contract procedures and requirements as a not-to-exceed (time and materials). Contingency services will be billed as incurred only after written authorization provided by the City to proceed with those services. City Invoicing Code: 0315-96739- 'O 9. ITEM 9 INTENTIONALLY LEFT BLANK 7 Item # 19 Attachment number 3 Page 8 of 9 10. SPECIAL CONSIDERATIONS: URS will certify as a licensed Professional Engineer, registered in accordance with Florida Statute 471 (481), that the facilities have been completed to the point where the facilities are functionally complete. URS will further certify that construction on these facilities has proceeded substantially in accordance with the permit and the approved engineering report and engineering materials, or that deviations noted will not prevent the system from functioning in compliance with all applicable statutes of the State of Florida. PREPARED BY: Dana K. Tallman, PE Vice President URS Corporation Southern Date APPROVED BY: Michael D. Quillen, PE City Engineer City of Clearwater Date 8 Item # 19 Attachment number 3 Page 9 of 9 r Clearwater 0 ENGINEERING DEPARTMENT WORK ORDER INITIATION FORM Attachment "A" CITY DELIVERABLES FORMAT The design plans shall be compiled utilizing the following methods. 1. City of Clearwater CAD standards. 2. Datum: Horizontal and Vertical datum shall be referenced to North American Vertical Datum of 1988 (vertical) and North American Datum of 1983/90 (horizontal). The unit of measurement shall be the United States Foot. Any deviation from this datum will not be accepted unless reviewed by City of Clearwater Engineering/Geographic Technology Division. DELIVERABLES The design plans shall be produced on bond material, 24" x 36" at a scale of 1" = 20' unless approved otherwise. Upon completion the consultant shall deliver all drawing files in digital format with all project data in Autodesk Civil 3d file format. If not available Land Desktop files are still acceptable, however the City or Clearwater is currently phasing out Land Desktop. NOTE: If approved deviation from Clearwater CAD standards are used the consultant shall include all necessary information to aid in manipulating the drawings including either PCP, CTB file or pen schedule for plotting. The drawing file shall include only authorized fonts, shapes, line types or other attributes contained in the standard AutoDesk, Inc. release. All block references and references contained within the drawing file shall be included. Please address any questions regarding format to Mr. Tom Mahony, at (727) 562-4762 or email address tom.mahony(cr,myclearwater.com ? All electronic files (CAD and Specification files) must be delivered upon completion of project or with 100% plan submittal to City of Clearwater. 9 Item # 19 Attachment number 4 Page 1 of 6 BOND NUMBER: CONTRACT BOND STATE OF FLORIDA COUNTY OF PINELLAS KNOW ALL MEN BY THESE PRESENTS: That we VOLT INFORMATION SCIENCES, INC. Contractor and THE WESTERN SURETY COMPANY (Surety) whose home address is 40 WALL STREET, NEW YORK, NEW YORK 10005 HEREINAFTER CALLED THE "Surety", are held and firmly bound into the City of Clearwater, Florida (hereinafter called the "Owner") in the penal sum of: TWO MILLION EIGHT HUNDRED THIRTY SIX THOUSAND NINETY ONE DOLLARS AND EIGHTY-FIVE CENTS ($2,836,091.85) for the payment of which we bind ourselves, our heirs, executors, administrators, successors, and assigns for the faithful performance of a certain written contract, dated the day of 20 entered into between the Contractor and the City of Clearwater for: GLEN OAKS/PALMETTO RECLAIMED WATER PROJECT 08-0043-UT a copy of which said contract is incorporated herein by reference and is made a part hereof as if fully copied herein. NOW THEREFORE, THE CONDITIONS OF THIS OBLIGATION ARE SUCH, that if the Contractor shall in all respects comply with the terms and conditions of said contract, including the one-year guarantee of material and labor, and his obligations thereunder, including the contract documents (which include the Advertisement for Bids, Form of Proposal, Form of Contract, Form of Surety Bond, Instructions to Bidders, General Conditions and Technical Specifications) and the Plans and Specifications therein referred to and made a part thereof, and such alterations as may be made in said Plans and Specifications as therein provided for, and shall indemnify and save harmless the said Owner against and from all costs, expenses, damages, injury or conduct, want of care or skill, negligence or default, including patent infringements on the part of the said Contractor agents or employees, in the execution or performance of said contract, including errors in the plans furnished by the Contractor, and further, if such "Contractor" or "Contractors" shall promptly make payments to all persons supplying him, them or it, labor, material, and supplies used directly or indirectly by said Contractor, Contractors, Sub-Contractor, or Sub-Contractors, in the prosecution of the work provided for in said Contract, this obligation shall be void, otherwise, the Contractor and Surety jointly and severally agree to pay to the Owner any difference between the sum to which the said Contractor would be entitled on the completion of the Contract, and that which the Owner may be obliged to pay for the completion of said work by contract or otherwise, & any damages, direct or indirect, or consequential, which said Owner may sustain on account of such work, or on account of the failure of the said Contractor to properly and in all things, keep and execute all the provisions of said contract. Page I Item # 19 Attachment number 4 Page 2 of 6 CONTRACT BOND (2) And the said Contractor and Surety hereby further bind themselves, their successors, executors, administrators, and assigns, jointly and severally, that they will amply and fully protect the said Owner against, and will pay any and all amounts, damages, costs and judgments which may be recovered against or which the Owner may be called upon to pay to any person or corporation by reason of any damages arising from the performance of said work, or of the repair or maintenance thereof, or the manner of doing the same or the neglect of the said Contractor or his agents or servants or the improper performance of the said work by the Contractor or his agents or servants, or the infringements of any patent rights by reason of the use of any material furnished or work done; as aforesaid, or otherwise. And the said Contractor and Surety hereby further bind themselves, their successors, heirs, executors, administrators, and assigns, jointly and severally, to repay the owner any sum which the Owner may be compelled to pay because of any lien for labor material furnished for the work, embraced by said Contract. And the said Surety, for the value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the contract or to the work to be performed thereunder or the specifications accompanying the same shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the contract or to the work or to the specifications. IN TESTIMONY WHEREOF, witness the hands and seals of the parties hereto this day of 20 VOLT INFORMATION SCIENCES, INC. CONTRACTOR By: ATTEST: WITNESS: COUNTERSIGNED: SURETY By: ATTORNEY-IN-FACT Page 2 Item # 19 Attachment number 4 Page 3 of 6 CONTRACT This CONTRACT made and entered into this day of , 20 by and between the City of Clearwater, Florida, a municipal corporation, hereinafter designated as the "City", and VOLT INFORMATION SCIENCES, INC. of the City of ORANGE, County of ORANGE and State of CALIFORNIA hereinafter designated as the "Contractor". WITNESSETH: That the parties to this contract each in consideration of the undertakings, promises and agreements on the part of the other herein contained, do hereby undertake, promise and agree as follows: The Contractor, and his or its successors, assigns, executors or administrators, in consideration of the sums of money as herein after set forth to be paid by the City and to the Contractor, shall and will at their own cost and expense perform all labor, furnish all materials, tools and equipment for the following: GLEN OAKS/PALMETTO RECLAIMED WATER PROJECT 08-0043-UT FOR THE SUM OF TWO MILLION EIGHT HUNDRED THIRTY SIX THOUSAND NINETY ONE DOLLARS AND EIGHTY-FIVE CENTS ($2,836,091.85) In accordance with such proposal and technical supplemental specifications and such other special provisions and drawings, if any, which will be submitted by the City, together with any advertisement, instructions to bidders, general conditions, proposal and bond, which may be hereto attached, and any drawings if any, which may be herein referred to, are hereby made a part of this contract, and all of said work to be performed and completed by the contractor and its successors and assigns shall be fully completed in a good and workmanlike manner to the satisfaction of the City. If the Contractor should fail to comply with any of the terms, conditions, provisions or stipulations as contained herein within the time specified for completion of the work to be performed by the Contractor, then the City, may at its option, avail itself of any or all remedies provided on its behalf and shall have the right to proceed to complete such work as Contractor is obligated to perform in accordance with the provisions as contained herein. THE CONTRACTOR AND HIS OR ITS SUCCESSORS AND ASSIGNS DOES HEREBY AGREE TO ASSUME THE DEFENSE OF ANY LEGAL ACTION WHICH MAY BE BROUGHT AGAINST THE CITY AS A RESULT OF THE CONTRACTOR'S ACTIVITIES ARISING OUT OF THIS CONTRACT AND FURTHERMORE, IN CONSIDERATION OF THE TERMS, STIPULATIONS AND CONDITIONS AS CONTAINED HEREIN, AGREES TO HOLD THE CITY FREE AND HARMLESS FROM ANY AND ALL CLAIMS FOR DAMAGES, COSTS OF SUITS, JUDGMENTS OR DECREES RESULTING FROM ANY CLAIMS MADE UNDER THIS CONTRACT AGAINST THE CITY OR THE CONTRACTOR OR THE CONTRACTOR'S SUB-CONTRACTORS, AGENTS, SERVANTS OR EMPLOYEES RESULTING FROM ACTIVITIES BY THE AFOREMENTIONED CONTRACTOR, SUB-CONTRACTOR, AGENT SERVANTS OR EMPLOYEES. Page 3 Item # 19 Attachment number 4 Page 4 of 6 CONTRACT (2) In addition to the foregoing provisions, the Contractor agrees to conform to the following requirements: In connection with the performance of work under this contract, the Contractor agrees not to discriminate against any employee or applicant for employment because of race, sex, religion, color, or national origin. The aforesaid provision shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; lay-off or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post hereafter in conspicuous places, available for employees or applicants for employment, notices to be provided by the contracting officer setting forth the provisions of the non-discrimination clause. The Contractor further agrees to insert the foregoing provisions in all contracts hereunder, including contracts or agreements with labor unions and/or worker's representatives, except sub-contractors for standard commercial supplies or raw materials. It is mutually agreed between the parties hereto that time is of the essence of this contract, and in the event that the work to be performed by the Contractor is not completed within the time stipulated herein, it is then further agreed that the City may deduct from such sums or compensation as may be due to the Contractor the sum of $1,000.00 per day for each day that the work to be performed by the Contractor remains incomplete beyond the time limit specified herein, which sum of $1,000.00 per day shall only and solely represent damages which the City has sustained by reason of the failure of the Contractor to complete the work within the time stipulated, it being further agreed that this sum is not to be construed as a penalty but is only to be construed as liquidated damages for failure of the Contractor to complete and perform all work within the time period as specified in this contract. It is further mutually agreed between the City and the Contractor that if, any time after the execution of this contract and the surety bond which is attached hereto for the faithful performance of the terms and conditions as contained herein by the Contractor, that the City shall at any time deem the surety or sureties upon such performance bond to be unsatisfactory or if, for any reason, the said bond ceases to be adequate in amount to cover the performance of the work the Contractor shall, at his or its own expense, within ten (10) days after receipt of written notice from the City to do so, furnish an additional bond or bonds in such term and amounts and with such surety or sureties as shall be satisfactory to the City. If such an event occurs, no further payment shall be made to the Contractor under the terms and provisions of this contract until such new or additional security bond guaranteeing the faithful performance of the work under the terms hereof shall be completed and furnished to the City in a form satisfactory to it. Page 4 Item # 19 Attachment number 4 Page 5 of 6 CONTRACT (3) IN WITNESS WHEREOF, the parties to the agreement have hereunto set their hands and seals and have executed this Agreement, in duplicate, the day and year first above written. CITY OF CLEARWATER IN PINELLAS COUNTY, FLORIDA By: William B. Horne, H City Manager Attest: Countersigned Seal) Rosemarie Call City Clerk By: Approved as to form Frank Hibbard, Mayor-Councilmember Leslie Dougall-Sides Assistant City Attorney (Contractor must indicate whether Corporation, Partnership, Company or Individual.) (Contractor) By: (SEAL) (The person signing shall, in his own handwriting, sign the Principal's name, his own name, and his title; where the person is signing for a Corporation, he must, by Affidavit, show his authority to bind the Corporation). Page 5 Item # 19 Attachment number 4 Page 6 of 6 CONTRACTOR'S AFFIDAVIT FOR FINAL PAYMENT (CORPORATION FORM) STATE OF COUNTY OF On this day personally appeared before me, the undersigned authority, duly authorized to administer oaths and take acknowledgments, who after being duly sworn, deposes and says: That he is the (TITLE) of VOLT INFORMATION SCIENCES, INC. a Florida Corporation, with its principal place of business located at 2401 N. GLASSELL STREET, ORANGE, CALIFORNIA 92865 (herein, the "Contractor"). That the Contractor was the general contractor under a contract executed on the day of 20, with the CITY OF CLEARWATER, FLORIDA, a municipal corporation, as Owner, and that the Contractor was to perform the construction of GLEN OAKS/PALMETTO RECLAIMED WATER PROJECT 08-0043-UT That said work has now been completed and the Contractor has paid and discharged all sub-contractors, laborers and material men in connection with said work and there are no liens outstanding of any nature nor any debts or obligations that might become a lien or encumbrance in connection with said work against the described property. That he is making this affidavit pursuant to the requirements of Chapter 713, Florida Statutes, and upon consideration of the payment of (Final Full Amount of Contract) in full satisfaction and discharge of said contract. That the Owner is hereby released from any claim which might arise out of said Contract. The word "liens" as used in this affidavit shall mean any and all arising under the operation of the Florida Mechanic's Lien Law as set forth in Chapter 713, Florida Statutes. Sworn and subscribed to before me VOLT INFORMATION SCIENCES, INC. AFFIANT This day of , 20 BY: NOTARY PUBLIC My Commission Expires: PRESIDENT Page 6 Item # 19 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Meeting Date: 11/4/20 10 Approve a Work Order to Cumbey and Fair, Inc. (Engineer of Record) to provide engineering design and permitting services for the Myrtle Avenue/Seminole Street North East Outfall Improvements Project in the amount of $223,402.80 and authorize the appropriate officials to execute same. (consent) SUMMARY: The Myrtle Avenue/Seminole Street North East Outfall Improvements Project will comprise of the removal, or abandon in place, of approximately 2,200 linear feet of deteriorating 36 to 48-inch storm pipe and replacing it with approximately 2,800 linear feet of 36 to 48-inch storm pipe. The existing pipe runs between houses. The proposed alignment will be constructed within the public right-of-way. The proposed alignment begins at the east side of Myrtle Avenue on Eldridge Street eastward to Vine Avenue, then northward to Nicholson Street, then eastward to Pennsylvania Avenue and terminating at Metto Street. The replacement includes the storm drain east of Vine Avenue on Eldridge Street and east of Vine Avenue on Seminole Street. Aging sanitary sewer mains and water mains impacted, or in conflict with proposed drainage improvements, must be reconstructed. Based on the Sanitary Sewer Atlas and proposed storm drain alignment, approximately 2,200 linear feet of sewer pipe may need to be replaced. This scope includes include survey, design, permitting, bidding assistance and Construction Engineering and Inspection. The existing systems are currently maintained by Public Services and Public Utilities. Construction of the new systems will not increase maintenance costs. Sufficient budget and funding with 2009 Water and Sewer Revenue Bond proceeds is available in project 0376-96742, Line Relocation - Capitalized in the amount of $13,484.79 and $30,218.21 Utility Repair and Replacement budget and revenue in 0327- 96634 Sanitary Sewer Utility Relocation and Capital Improvement Program project 0315-96170, Coastal Basins Projects in the amount of $179,699.80 for total funding in the amount of $223,402.80. Type: Capital expenditure Current Year Budget?: Yes Budget Adjustment: None Budget Adjustment Comments: See Summary Current Year Cost: $223,402.80 Annual Operating Cost: Not to Exceed: $223,402.80 Total Cost: $223,402.80 For Fiscal Year: 2010 to 2011 Appropriation Code Amount Appropriation Comment Cover Memo 0315-96170-561200-539-000- $179,699.80 0000 Item # 20 0327-96634-561300-535-000- $30,218.21 0000 0376-96742-561300-533-000- $13,484.79 0000 Bid Required?: No Other Bid / Contract: Review Approval: 1) City Manager 2) Clerk Bid Number: Bid Exceptions: None Cover Memo Item # 20 Attachment number 1 Page 1 of 11 I-1Ml'1 & 11 1IIk, , INC' \1 ORK 0IMVP INI 1111 ION I-ORNI for ilia \10\ k1l,'R Octc.?Im tw PRo ?,! k a T ITIA 1'- ?a t)I'k M tiF k N It I ; Item # 20 Attachment number 1 Page 2 of 11 I,I-cp,,? ' ?I ?[ ;,) the " ;?d9?1 T7i 6i,9?1s 9" O thk Worl, (t' -Falk I.-- ( 13 ,I S1 iI;iII+11, I i I I i I I ? I i i I I I I °I I I ? ? I I I I I I i I ? !l. 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H 705 9 1 704 12 13 14 115 116 _ 703% 1t y 3 702 701 11 4, 6 . o .,,,. 70 ELDRIDGE 60 7 ?!4 0 5°I q 1 Ir f 60 605 1 1 3 1t'2 1 1604 603 10fi 11 602 -- @ 123 114 91 ? ?1' ?I a1 601 600 SEABOARD o 1F" 675 o Cl t Name: Myrtle Ave. I Seminole St. Lend ®i Bldg Footprint N earwa er U Outfall Improvements Parcel Boundary Outside CLWTR City limits W E Prepared by: Engineering Department Geographic Technology Division : L 7 r Clearwater Service Area Ite m # 20; 1008 . Myrtle Ave, Clearwater, FL 33756 Ph: (727)562-4750, Fax: (727)526-4755 ww.MyClearwater.com Map Gen By: CRM Reviewed By: II Date: 10/13/2010 Grid #: 278A S-T-R: 10-29-15 Scale: N.T.S. ?- Meeting Date: 11/4/20 10 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Reappoint Vice Mayor John Doran to the Pinellas Planning Council, as the city's representative, with term effective January 1, 2011 through December 31, 2012. SUMMARY: The Pinellas Planning Council (PPC) is encouraging Council to consider the reappointment of Vice Mayor John Doran, with term effective January 1, 2011 through December 31, 2012. Reappointment of Vice Mayor Doran will encourage continuity of membership as the PPC continues to examine the potential of integrating the transportation planning function of the MPO (Metropolitan Planning Organization) with the land use planning function of the PPC. Vice Mayor Doran currently serves as the Council Vice Chairman and serves on the Joint Land Use/Transportation Committee. Review Approval: 1) Clerk Cover Memo Item # 21 I N E L LAS PLANNING € 00 Cleve land Yr? r,t, 5r 1te B50 - Clearwater, PIRA pia '),`15-41 C;O Telep:,one 72T46,1J),6 } Fax 727.464.8212 vgti' ntJllasl??alar? €a?c???r€cil.r?r 1 j r ' A I,I 11 S eptember 27, 2010 Mr. William B. Horne 11, City Manager City of leam,ater PO Box 4748 C:1ear ?ti atcr, Florida 33758-474 lie: A i tmeni or RepreFcntatiyo to l'ii?clls s Planning Council r D c"11 r l orne: e XCT F,,?,i Director This is to remind you that alI currcnt ,gipointments to the Planning Council expire on Dccc2ki r 31, 2010. 'l lie 1,pccial Act govenring the count_y%vidc plannitl? process calf; for all subscqueltt appointnicnts tc lac iiiadc bit:nnially, on or belbre January 1 of the year following the expiration of the torm. Tht a ppoint:n ent to they Council will be effective for the two-year period, January 2011 dii-otigli. December 2012. Currcut ncnibcrs art eligible for reappointrient, and l urge you and the City Council to cool-dir-itc this, acllon «itlh your current Plan', irg Council rcin-csc.ntative, Vice IA i or .Jiro Doran w.-to currently ,Lrvcs its Council Vice C Niirl1i1-ire. Consistcnt v,irlr the Planning C:ouni .il's Str?i-k2gic flan encourages continuity of mcnilicrslaii, or) the Council'°, we eticcntrage the City to consider the reappointment of 'ice Pa avor Doran, who is coniAlcred a ? a1u ?.lile member o the Council and serves on the Joint Laiid Use/Transportation C'«tnniittt c which is examining the potential of integrating the tr,insp(-)rtation plattiD1J)L I-Lui-tion, of thu MPO with the lanai use planning function of the ITC. It w i.11 be particularl imj c:° tz t to die successful conclusion of this process to maintain the current membership of the Council duniig the next year. Vise Mayor Koran's continued. participation in the transition process will be invaluable. t Goal No. 1, C)isjccttr ? 1.2, Actions: ` Enco ra e t"rar-ti(:i iatiiz4- }ur-isdiction to establish a -polis y for appointinents to the CCUIX1 t1lat pl_()viLies 1Or ?:.oiitinuityofCouncil membership and direction." ?41khment number 1 Page 1 of 2 "r iJI IF rd'L r.NJ.a. rli i r1 J.i'r''I:jF VkeP _v, or I F f-)_r,rn 11r_ (hairrTar Mayc,r lien K,,nr-, 1:er, Ca7iln-;In,. rrri>e°r 1rlfjra 1 I, lExfry 1 F f7I f, d1 t; FJ?.°1?u1?, r,r 51r?FII,F n F I,.% 'F {_,uniPi?rrIIhcFjI111t,'FIF! I, F 'V'i, il'i Yr ll'Ir? r.r N'??I l? soh€sr?l E3a?,.:r,1 ^.?k':r hvr I ir?,,1 ? 5 I crnF•r ;era, v rr,1r1,_ .? h„n[: PL , NN'INi (} FOR `I I I L 1)1INI:1 1. AS ('() "1%II'JN,l-1_Y Item #21 Attachment number 1 Page 2 of 2 It would be very liclpful to our process if you could Acclule this item for action by your City Council and advFe o f same prior to November 17, 01 U. hank you for your- a tidstaI ce. Sincerely, XDavid P. Healey, AICP Executive Director cc: Vice Mayor John Doran, Pinclla,? I'laimiltg Council Represeii <Wvc. Item # 21 City Council Agenda Council Chambers - City Hall Meeting Date: 11/4/20 10 SUBJECT / RECOMMENDATION: Appoint Sue A. Johnson and Duane Schultz to the Municipal Code Enforcement Board with terms to expire October 31, 2013. SUMMARY: APPOINTMENT WORKSHEET BOARD: Municipal Code Enforcement Board TERM: 3 years APPOINTED BY: City Council FINANCIAL DISCLOSURE: Required RESIDENCY REQUIREMENT: City of Clearwater SPECIAL QUALIFICATIONS: Whenever possible, this Board shall include an architect, engineer, businessperson, general contractor, sub-contractor & a realtor MEMBERS: 7 CHAIRPERSON: Douglas J. Williams MEETING DATES: 4th Wed., 3 p.m. Nov. and Dec. - TBA APPOINTMENTS NEEDED: 2 THE FOLLOWING ADVISORY BOARD MEMBER(S) HAVE TERMS WHICH EXPIRE AND NOW REQUIRE EITHER REAPPOINTMENT FOR A NEW TERM OR REPLACEMENT BY A NEW APPOINTEE. 1. Douglas J. Williams - 2544 Frisco Drive, 33761 - Retired/Banker Original Appointment: 06/20/02 (2nd term expires 10/31/10) Interest in Reappointment: No 2. Richard Avichouser - 202 Windward Passage, #604, 33767 - Realtor/Investor Original Appointment: 10/02/03 (Mr. Avichouser served two full terms until 10/31/09 but was not reappointed in 2009. He was appointed again at the 3131110 council meeting to complete a term until 10131110) Received new application 9/23/09 Interest in Reappointment: Yes THE FOLLOWING NAMES ARE BEING SUBMITTED FOR CONSIDERATION TO FILL THE ABOVE VACANCIES: Sue A. Johnson - 730 Bruce Ave., 33767 - Retired/Institute of Court Management 2. Bob Luna - 774 Snug Island, Island Estates, 33767 - Mortgage & Real Estate Broker 3. Louise C. Riley - 1620 Drew St., 33755 - Retired/Financial Planner 4. Duane Schultz - 2805 Chancery Lane, 33759 - Retired/BA Political Science Zip codes of current members: 1 at 33755 1 at 33759 2 at 33761 3 at 33767 Current Categories: 1 Attorney 1 Banker (Retired) Cover Memo Item # 22 I Civil Engineer 1 Consultant/BA Economics & Business 1 Executive Director/Clearwater Beach Chamber of Commerce 1 Ins. Claims Adjuster 1 Realtor/Investor Review Approval: 1) Clerk Cover Memo Item # 22 Attachment number 1 Page 1 of 2 CITY OF CLEARWATER - APPLICATION FOR ADVISORY BOARDS (must be Clearwater resident) Name: ?P (C,? RaD 1AV (C,bDOLS&,2 Home Address: Office Address: Zo a t0t1V1bLkl A Q,.D J04SS 466?_--tt6af 15 is-) D M-4 i ?) ST- OIL.WZ'Q Zip,33?.67 -moo "vEOI-j zip 3w.5T Telephone: L4'1 5 S- 4 Telephone: -7 3 cv q--l u C-I Cell Phone: ? "F" 1S 8? E-mail Address: P_$Q 05E@0M T, N ST How long a resident of Clearwater? ! & Occupation: 72:0A L- Est (/V VesT Employer: 54'c- r- Field of Education: Other Work Experience: S L2,S .?' -D-c- q LT O Q_ i I N S V (L+ -V cjS If retired, former occupation: Community Activities: Other Interests: Board Service (current and past): Board Preference: E) 0 N F i71 1J E-o c `4 (_ P LA AJN tN? C 0 3? A-) po 2 Ge_ NI E•vT FaD Additional Comments: -3u t L_'p E?7 0 66,A)c Date: Sig n6? See attached list for boards that require financial disclosure at time of appointment. Please return this application and board questionnaire to the Official Records & Legislative Services Department, P. O. Box 4748, Clearwater, FL 33758-4748, or drop off your applicati at City Hall, 2nd Floor, 112 S. Osceola Avenue. SEP 23 OFFICIAL RECORDS ANdtem # 22 LEGISLATIVE SRVCS DEPT Attachment number 1 Page 2 of 2 BOARD QUESTIONNAIRE 1. What is your understanding of the board's duties and responsibilities? 'o {? Fi a C ib ?A-) Lo M a UPIr N C.C Lo ?T H F K r S"7 t v cR? C4y? 7Mc 2. Have you ever observed a board meeting either in person or on C-View, the City's TV station? D 3. What background and/or qualifications do you have that you feel would qualify you to serve on this Board? BU ? x.10 t: 5 i iZs o-L c-s-r- --iE aAyC E 4. Why do you want to serve on this Board? o C9 t tl (13 4 C- / CS5M/n VN I ? Name: t CIn ?92? AVIG t,- 0 cIS0- Board Name: C006 ?^? ?? r?C6Mcti r Item # 22 Attachment number 2 Page 1 of 2 CITY OF CLEARWATER - APPLICATION FOR ADVISORY BOARDS (must be Clearwater resident) Name: et e o In S 0-y, Home Address: -73c BCcLce- ikie- Office Address: C' ?C?a?"cd,ia,-??%? ?Fa-a,, zip 3371 7 Zip Telephone: 7 7,7 7- / 8 9 Telephone: How long a resident of Clearwater? f y ?a.?' S Occupation: re{-lrec? ?? ec-. 2-ea 3 Employer: Field of Education: eftw Work Experience: -? yews w* +4c 6"i (3Ae !3v e e- C, s C (at ?i/1S?? tx1-? o ?CitrVf Q. V_lK 6C,Vne T C-U5+6ALJ J'A%/eA i4<,+0 V, - P?cvLk-?ecl -to K Y v, as o sf s ]>_ro jvr,m C-00 ecl, n "Ao ? If retired, former occupation: - 13d, o- Community Activities: Ft'o . ? d C U - ('' D (r ;, U PA R C - 4'c'st c a-1 ?eE?s ?5//4RQP _f" P rn nQ ?P i , ` Gut /C 1 1 i'IQiX C L' CO Ytn wt . CSS o C .' P?"Nc .' Q c?<°?,? t', nei o s Vo[uhtec_? I ?b Other Interests: .-F ra ve-(. rr r` e act t V')!4 lJt?t+--) 9`,"- s D o r'1` S ? n ?? Ss y Board Service (current and past): Board Preference: C_..oAz C- n V0rce-,Le1f" Additional Comments: i Signed: r Date: / Z-0 r a See attached list for boards that require financial disclosure at time of appointment. Please return this application and board questionnaire to the Official Records & Legislative Services Department, P. O. Box 4748, Clearwater, FL 33758-4748, or drop off your application at City Hall, 2nd Floor, 112 S. Osceola Avenue. Kh .« ;tOCT 10 2010 Item # 22 Attachment number 2 Page 2 of 2 BOARD QUESTIONNAIRE 1. What is your understanding of the board's duties and responsibilities? 14 -e- 2. Have you ever observed a board meeting either in person or on C-View, the City's TV station? 3. What background and/or qualifications do you have that you feel would qualify you to serve on this Board? GL-{, 4 r.?- U?'e-? ? eX C/t???? oyL.- . J-4-t- 4. ? d L AX L. L-? t?e(S yn rv ,C 1 ? -? Why do you want to serve on this Board? I Name: -?- Board Name:* -JI Item # 22 Attachment number 3 Page 1 of 2 Name CITY OF CLEARWATER - APPLICATION FOR ADVISORY BC jV1:D (must be Clearwater resident) ell- L 1, , 'L 1 ?& Ate Is Home Add °2 / 2 y C' N Telephone:22?- ?-W- 8 ?c r Cell Phone: 7d-7 68 ' -3 J How long a resident of Clearwater? Occupation: 1,(10r27&1j6 Field of Education: If retired, former occupation: Community Activities: ,r /? d /?-' S ,/i`?"?'L` ?? j ?df'? ?rl''I ?3 Y- Other Interests: Board Service (current and past): Additional Comments: Signed: Offi ddress: OFFICK RSCORDS AND "ISLAWE SRVCS OUT zip Telephone: E-mail Address: ployer: Other Work Experience: --- a..n? v , B rd Preference: A d,___ Date: See attached list for boards that require financial disclosure at time of appointment. Please return this application and board questionnaire to the Official Records & Legislative Services Department, P. O. Box 4748, Clearwater, FL 33758-4748, or drop off your application at City Hall, 2nd Floor, 112 S. Osceola Avenue. Item # 22 Attachment number 3 Page 2 of 2 BOARD QUESTIONNAIRE 1. What is your understanding of the board's duties and responsibilities? 2. Have you ever observed a board meeting either in person or on C-View, the City's TV station? 4. Why do you want to serve on this Board?,- .S r Name: c Board Name: Item # 22 3. What background and/or qualifications do you have that you feel would qualify you to serve on this Board? Attachment number 4 Page 1 of 2 CITY OF CLEARWATER - APPLICATION FOR ADVISORY BOARDS (must be Clearwater resident) y °' "° + ,, ; Name: L D U i <c IL ._4 . s Home Address: 110 9 6 0 0&:tcJ 5F 011a Are-k- zip 33155 Telephone: IQ- 7 _776 Office Address: zip Telephone: Cell Phone: E-mail Address: How long a resident of Clearwater? 32 D!! L,9 S Occupation: R L T-12 t.:F_0 Employer: Field of Education: ?/?Lc=S 1 N S u ?e A- n/ c? ?i L & Ain, &L PA *10411 41C Other Work Experience: If retired, former occupation: ! W A kid ,44 4- f Al41 C K Community Activities: (74> P?? G= ?/ F r? 2n?,= .v r A /jA!K Lu ony/d'W Other Interests: 424: A a',-? 55t 7 S -- ? 2 4?itI&5 Gill-soW, AA1,0jilsZ- R, Board Service (current and past): Board Preference: eQpL 1W Af Fy/c r'? ?vT- 00,0e 1s= A/ Fun 06- M4-?Al Additional Comments: Signed: Date: See attached list for boards that require financial disclosure at time of appointment. Please return this application and board questionnaire to the Official Records & Legislative Services Department, P. O. Box 4748, Clearwater, FL 33758-4748, or drop off your application at City Hall, 2nd Floor, 112 S. Osceola Avenue. Item # 22 P Attachment number 4 Page 2 of 2 BOARD QUESTIONNAIRE 1. What is your understanding of the board's duties and responsibilities? S & GC T/-j A Y- Coo aE 5 /996 G ?l/fvRC?? 2. Have you ever observed a board meeting either in person or on C-View, the City's TV station? L= S 3. What background and/or qualifications do you have that you feel would qualify you to serve on this Board? %As r ? x P? ?.L a??? ,.r 4. Why do you want to serve on this Board? .?,U 5?F ,-Liz?- TAE C$.Ty a,= 9XSX2W//-",C- Name: t- D u, s L= 0. , ?0,1 46zY Board Name: Oa I» G=-N/=U2L* c r19?,?1 Item # 22 10/19/2010 01:08 7277232118 K SCHULTZ Atet rwber5 9 Page CITY OF CLEARWATER - APPLICATION FOR ADVISORY BOARDS (must be Clearwater resident) Name: V rl-)-L) L-Tz- Home Address: office Address: cjjn26A o rk,?L z? Z.S Telephone: n:l 7 t? "-7- s 1 _ Zi Telephone:, How long a resident of Clearwater?- 7 r %Ij Occupation: - Field of Education: u -r I Employer: Other Work Experience: S S-Sey r r tsi R? C?Ta Pr71U# If retired, former occupation:=TLS rN aA-9-1Q dq=M - Community Activities: 6L>0' '-bor&V J-lb Other Interests: Board Service (current and past): Board Preference: L--A'J?-Nf Z {?pl _ a. DE gT! F?Atj--W Em7- u c? L?':?l Additional Comments: Signed:Dater See attached list for boards that require financial disclosure at time of appointment. Please return this application and board questionnaire to the Official Records & Legislative Services Department, P. O. Box 4748, Clearwater, FL 33758-4748, or drop off your application at City Hall, 2nd Floor, 112 S. Osceola Avenue. E OCT 19 2010 OFFICIAL E-C0D AND LEGisLA- 9VE S VCS DEM1 Item # 22 10/19/2010 01: 08 7277232118 K SCHULTZ AttFA4Fgnt iRWnber 5 Page 2 of 2 BOARD QUIESTIONNAIRE 1. What is your understanding of the board's duties and responsibilities? t p _?j f7-1 fit .--I 2. Have you ever observed a board meeting either in person or on C•View, the City's TV station? 3. What background and/or qualifications do you have that you feel would qualify you to serve on this Board? 4. Why do you want to serve on this Board? iM Name: -Ljyn?-CA4- Board Name: q ?-A !'c w??r?l'?` Item # 22 City Council Agenda Council Chambers - City Hall Meeting Date: 11/4/20 10 SUBJECT / RECOMMENDATION: Reappoint Herbert W. McLachlan as the citizen representative to the Pension Investment Committee for a two-year term to expire October 31, 2012. SUMMARY: The Pension Investment Committee oversees the investment of city pension funds, in excess of $600 million. Several professional money managers are hired to invest the funds in various styles (i.e., equity, fixed income, growth, small cap, international equity, etc.). The Committee meets quarterly to review the managers' performance. Members of the Committee are considered a fiduciary of the plan and need to participate in training regarding pension investments. Review Approval: 1) Financial Services 2) Clerk 3) Assistant City Manager 4) Clerk 5) City Manager 6) Clerk Cover Memo Item # 23 Attachment number 1 Page 1 of 2 CITY OF CLEARWATER - APPLICATION FOR PENSION INVEST TEE (must be Clearwater resident)e? _ . Name: Herbert W. McLachlan Home Address: Office Address: 1180 Gulf Blvd # 102 Clearwater, FL Zip33767 Telephone: 727-593-1958 Telephone: Cell Phone: 727-460-1316 How long a resident of Clearwater? 13 years Occupation: CPA Field of Education: Michigan State University-1961 OCT 0 7 2010 LEG115LAT S CS D,;-: P1 Z E-mail Address: herbm@asystems.com Employer: Ernst & Young- Retired after 35 yrs Other Work Experience: Spring Arbor Jr. College, Michigan-1959 Greenville College, Illinois- 1960 Financial background/experience/certifications: CPA licensed in Florida and Michigan If retired, former occupation: Ernst & Young -1961 to 1996 Community Activities: Formerly Sand Key Civic Association Board and President in 2008; Clearwater Beach Chamber of Commerce Board of Directors: Past President Belleair Country Club; Clearwater Neighborhoods Coalition Board; and currently Chapel by the Sea Board of Directors Other Interests: Golf, swimming, and travel Board Service (current and past): Board Preference: City Audit Committee City Budget Task Force and Pension Investment Committee Additional Comments: Signed Date: '',6 - Individual will be considered a fiduciary of the pension fund and will be required to attend training. Please return this application and board questionnaire to the Official Records & Legislative Services Department, P. O. Box 4748, Clearwater, FL 33758-4748, or drop off your application at City Hall, 2nd Floor, 112 S. Osceola Avenue. Item # 23 • Attachment number 1 Page 2 of 2 COMMITTEE QUESTIONNAIRE 1. What is your understanding of the committee's duties and responsibilities? Serve on the pension investment committee as the citizen representative; review investment performance; review investment managers; review investment policies and attend appropriate training sessions as required. 2. Have you ever observed a board meeting either in person or on C-View, the City's TV station? Yes-many times 3. What background and/or qualifications do you have that you feel would qualify you to serve on this Committee? Professional services background as a CPA for about 50 years Performed audits of many employer pension funds Five years serving as Human Resource Director for Ernst & Young 4. Why do you want to serve on this Committee? To provide a service for my community in various capacities as situations arise Name; Herb McLachlan Committee Name: Pension Investment Committee Item # 23 City Council Agenda Council Chambers - City Hall Meeting Date: 11/4/20 10 SUBJECT / RECOMMENDATION: Authorize the negotiated sale of not to exceed $50,000,000 of Water and Sewer Revenue Refunding Bonds, Series 2010 and adopt Resolution 10-25. SUMMARY: Currently there is outstanding $51,105,000 of Water and Sewer Revenue Bonds, Series 2002, with interest rates ranging from 4 to 5%. Recent bond market conditions suggest the City may have an opportunity to refinance all or a portion of these bonds in the near future to achieve an acceptable present value savings in accordance with the city's debt management policy. The debt management policy states, "As a general rule, the present value savings of a particular refunding should exceed 5%." Due to the relatively large size of this potential refunding, the sale resolution authorizes a minimum net present value savings of 4%. This resolution authorizes the negotiated sale of not to exceed $50,000,000 of Water and Sewer Revenue Refunding Bonds, Series 2010, and authorizes awarding the sale to Wells Fargo Bank and the co-managers selected by the City. Only the amount of bonds needed to refund all or a portion of the outstanding balance of the City's Water and Sewer Revenue Bonds, Series 2002, and associated issuance costs, will be issued. In anticipation of the refunding, the City recently requested ratings for the refunding bonds from the three major ratings agencies and conducted ratings presentations. Moody's Investor Services, Standard and Poor's, and Fitch Ratings all affirmed their prior ratings of Aa3, AA-, and AA-, respectively, for the Water and Sewer bonds. Type: Debt-Bond Current Year Budget?: None Budget Adjustment: Budget Adjustment Comments: Current Year Cost: Annual Operating Cost: Not to Exceed: Total Cost: For Fiscal Year: to Review Approval: 1) Assistant City Manager 2) City Manager 3) Clerk None Cover Memo Item # 24 Attachment number 1 Page 1 of 8 RESOLUTION NO. 10-25 A RESOLUTION AUTHORIZING THE NEGOTIATED SALE OF NOT TO EXCEED $50,000,000 CITY OF CLEARWATER, FLORIDA, WATER AND SEWER REVENUE REFUNDING BONDS, SERIES 2010; AWARDING THE SALE THEREOF TO WELLS FARGO BANK, NATIONAL ASSOCIATION, ON BEHALF OF ITSELF AND THE CO-MANAGERS SELECTED BY THE CITY, SUBJECT TO THE TERMS AND CONDITIONS OF A PURCHASE CONTRACT; PROVIDING FOR THE ISSUANCE OF THE SERIES 2010 BONDS IN BOOK- ENTRY-ONLY FORM; AUTHORIZING THE DISTRIBUTION OF A PRELIMINARY OFFICIAL STATEMENT AND AN OFFICIAL STATEMENT IN CONNECTION WITH THE DELIVERY OF THE BONDS; PROVIDING FOR COMPLIANCE WITH A CONTINUING DISCLOSURE CERTIFICATE; APPOINTING A PAYING AGENT AND REGISTRAR; APPOINTING AN ESCROW AGENT; APPOINTING A VERIFICATION AGENT; PROVIDING CERTAIN OTHER MATTERS IN CONNECTION WITH THE ISSUANCE AND DELIVERY OF SUCH BONDS; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, on August 2, 1984, the City Council of the City of Clearwater, Florida (the "City or the "Issuer") enacted Ordinance No. 3674-84 (the "Original Ordinance"), as amended and supplemented in Ordinance 6915-01 enacted November 15, 2001 (collectively with the Original Ordinance as amended and supplemented from time to time, the "Bond Ordinance") to provide for the issuance of bonds payable from Net Revenues of the Water and Sewer System (as defined therein); and WHEREAS on July 25, 2002, the City issued its $58,680,000 City of Clearwater, Florida, Water and Sewer Revenue Bonds, Series 2002 (the "Series 2002 Bonds"), as Additional Parity Obligations under the Bond Ordinance to provide additional funds for capital improvements (the "Series 2002 Projects") to the System (as defined in the Original Ordinance); and WHEREAS, it is in the best interest of the City to designate a portion of bonds authorized by the Bond Ordinance to refund the Series 2002 Bonds in whole or in part, and designate the Refunding Bonds as "Water and Sewer Revenue Refunding Bonds, Series 2010" to reflect the year of their issuance (the "Series 2010 Bonds"); and WHEREAS, it is in the best interest of the City to provide for the negotiated sale of not to exceed $50,000,000 of Series 2010 Bonds; and WHEREAS, the Issuer intends on negotiating a sale of the Series 2010 Bonds with Wells Fargo Bank, National Association, on behalf of itself and as representative of the co- managers RBC Capital Markets Corporation, Fifth Third Securities, Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, each as selected by the City's Finance Director following a RFP process (collectively, the "Underwriters") subject to the terms and conditions contained herein and set forth in a Purchase Contract, a copy of which is attached hereto as Exhibit "A" (the "Purchase Contract") and authorizing its Mayor, or in his absence the Vice Mayor, and City Manager to execute such Purchase Contract upon the approval of the terms thereof by the City Manager and City Finance Director; and Resolution No. 10-25 Item # 24 Attachment number 1 Page 2 of 8 WHEREAS, the Issuer now desires to approve the issuance of its Series 2010 Bonds, to sell its Series 2010 Bonds pursuant to the Purchase Contract, to authorize the distribution of a Preliminary Official Statement and an Official Statement in connection with the issuance of the Series 2010 Bonds and to take certain other actions in connection with the issuance and sale of the Series 2010 Bonds; and WHEREAS, the Issuer will be provided all applicable disclosure information by the Underwriters as required by Section 218.385, Florida Statutes, prior to the execution of the Purchase Contract, a copy of which disclosure is to be attached to the Purchase Contract; and WHEREAS, this resolution shall constitute a supplemental resolution under the terms of the Bond Ordinance, and all capitalized undefined terms used herein shall have the meanings set forth in the Bond Ordinance; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: SECTION 1. The not to exceed $50,000,000 of the Water and Sewer Revenue Refunding Bonds, Series [to be determined] authorized by the Bond Ordinance being offered pursuant to this resolution are hereby designated as Series 2010 Bonds (the "Series 2010 Bonds"), provided that in the event the Series 2010 Bonds are not issued until 2011 or a later year, the series designation shall reflect the year in which the Series 2010 Bonds are actually issued. The issuance of not to exceed $50,000,000 of the Series 2010 Bonds by the City is hereby approved upon the terms and conditions set forth in the Bond Ordinance and this Resolution. SECTION 2. It is in the best interest of the Issuer and the residents and inhabitants thereof that the Series 2010 Bonds be issued utilizing a pure book-entry system of registration. For so long as the Series 2010 Bonds remain in such book entry only system of registration, in the event of a conflict between the provisions of the Bond Ordinance and the provisions of the Blanket Letter of Representations between the City and Depository Trust Company as previously executed and delivered, the terms and provisions of the Blanket Letter of Representations shall prevail. SECTION 3. (a) Due to the willingness of the Underwriters to purchase not to exceed $50,000,000 in aggregate principal amount of the Series 2010 Bonds at favorable interest costs and the importance of timing in the marketing of such obligations in conjunction with funding and structuring the defeasance escrow for the Series 2002 Bonds, it is hereby determined that it is in the best interest of the public and the Issuer to sell the Series 2010 Bonds at a negotiated sale and such sale to the Underwriters pursuant to the terms and conditions contained in the Purchase Contract and herein is hereby authorized and approved, subject to the satisfaction of the conditions set forth in Section 3(b) below. (b) The Finance Director is hereby authorized to receive the offer to purchase the Series 2010 Bonds from the Underwriters in the form of an executed Purchase Contract in the form approved herein. The City Manager and the Finance Director are hereby authorized to award the sale of the Series 2010 Bonds on their determination that the offer submitted by the Underwriters for the purchase of all of the Series 2010 Bond are within the following parameters: (i) the refunding of that portion of the Series 2002 Bonds to be refunded by the Series 2010 Bonds shall provide the City with a net present value savings of not less than 2 Resolution No. 10-25 Item # 24 Attachment number 1 Page 3 of 8 4.00% of the par amount of such Series 2002 Bonds so refunded, (ii) the Underwriters' Discount shall not be in excess of 0.60% of the principal amount thereof, (iii) the final maturity shall not be later than December 1, 2032, and (iv) the principal amount shall not be in excess of the amount necessary to defease and redeem the Series 2002 Bonds to be refunded plus costs of issuing the Series 2010 Bonds. The Finance Director, in coordination with the City's financial advisor and the Underwriters, is hereby authorized and directed to determine what portions of the Series 2002 Bonds are in the best interest of the City to be refunded through the issuance of the Series 2010 Bonds. The City Manager and the Finance Director are hereby authorized to award the sale of the Series 2010 Bonds as set forth above or to reject the offer from the Underwriters for any or all series of Series 2010 Bonds or any portion thereof. Such award shall be final. The acceptance of the offer to purchase the Series 2010 Bonds, to the extent the proceeds thereof are used to refund the Series 2002 Bonds shall constitute a decision to refund the Series 2002 Bonds in accordance with the Bond Ordinance. SECTION 4. The Series 2010 Bonds shall be sold to the Underwriters, upon the terms and conditions set forth in the Purchase Contract attached hereto as Exhibit "A" and incorporated by reference, upon the satisfaction of the conditions set forth in Section 3(b) hereof. The Mayor, or in his absence the Vice Mayor, the City Manager and the City Clerk are hereby authorized to execute such Purchase Contract in substantially the form attached as Exhibit "A" upon the approval of the City Attorney as to form and legal sufficiency, with such additional changes, insertions and omissions therein as do not change the substance thereof and as may be approved by the said officers of the Issuer executing the same, such execution to be conclusive evidence of such approval. SECTION 5. The Series 2010 Bonds shall be dated, shall bear interest at a rate or rates not exceeding the maximum rate permitted by law, payable at the times, shall mature and shall be subject to redemption as provided in the Purchase Contract. The use of the proceeds of the Series 2010 Bonds, shall be as provided in the Official Statement relating to the Series 2010 Bonds. SECTION 6. The Series 2010 Bonds shall be issued under and secured by the Bond Ordinance and shall be executed and delivered by the Mayor, the City Manager and the City Clerk upon the approval of the City Attorney as to form and legal sufficiency, in substantially the form set forth in the Bond Ordinance, with such additional changes and insertions therein as conform to the provisions of the Purchase Contract and such execution and delivery shall be conclusive evidence of the approval thereof by such officers. SECTION 7. U.S. Bank National Association is hereby appointed Paying Agent and Registrar for the Series 2010 Bonds to serve pursuant to a Paying Agent Agreement substantially in the form customarily used by the Issuer with its Paying Agents. SECTION 8. U.S. Bank National Association is hereby appointed as the Escrow Agent under the Escrow Deposit Agreement for the Series 2002 Bonds, which Escrow Deposit Agreement shall be substantially in the form approved by the Original Ordinance. SECTION 9. Causey Demgen & Moore Inc. is hereby appointed as the Verification Agent for the defeasance of the Series 2002 Bonds. SECTION 10. On the date of issuance of the Series 2010 Bonds, the Issuer may transfer the funds on hand in the various funds and accounts established for the 2002 Resolution No. 10-25 Item # 24 Attachment number 1 Page 4 of 8 Refunded Bonds in such manner as may be approved by a certificate of the Finance Director executed prior to or simultaneously with the issuance of the Series 2010 Bonds. SECTION 11. The distribution by the Underwriters of the Preliminary Official Statement is hereby approved, confirmed and ratified. The distribution of a final Official Statement of the Issuer relating to the issuance of the Series 2010 Bonds is hereby approved, such final Official Statement to be in substantially the form attached hereto as Exhibit "B", with such additional changes, insertions and omissions as may be made and approved by officers of the Issuer executing the same, such execution to be conclusive evidence of any such approval. The Mayor, or in his absence the Vice Mayor, and the City Manager are hereby authorized to execute such Official Statement in substantially the form attached hereto as Exhibit "B". The execution of such Official Statement by such officers is hereby approved with such additional changes, insertions and omissions as may be made and approved by such officers. For purposes of Rule 15c2-12 of the United States Securities and Exchange Commission (the "Rule"), the City Manager and the Finance Director are hereby authorized and directed to deem "final" the Preliminary Official Statement in substantially the form attached hereto as Exhibit "B". SECTION 12. The City hereby covenants and agrees that, in order to provide for compliance by the City with the secondary market disclosure requirements of the Rule, that it will comply with and carry out all of the provisions of that certain Continuing Disclosure Certificate in substantially the form attached hereto as Exhibit "C", to be executed by the City and dated the date of issuance and delivery of the Series 2010 Bonds, as it may be amended from time to time in accordance with the terms thereof (the "Continuing Disclosure Certificate"). Notwithstanding any other provision of this Resolution, failure of the City to comply with such Continuing Disclosure Certificate shall not be considered an event of default; however, any holder of Series 2010 Bonds may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the City to comply with its obligations under this Section and the Continuing Disclosure Certificate. The Mayor, or in his absence the Vice Mayor, the City Manager and the City Clerk are hereby authorized to execute such Continuing Disclosure Certificate upon the approval of the City Attorney as to form and legal sufficiency, in substantially the form attached as Exhibit "C", with such additional changes, insertions and omissions therein as do not change the substance thereof and as may be approved by the said officers of the Issuer executing the same, such execution to be conclusive evidence of such approval. SECTION 13. All prior resolutions of the Issuer inconsistent with the provisions of this resolution are hereby modified, supplemented and amended to conform with the provisions herein contained and except as otherwise modified, supplemented and amended hereby shall remain in full force and effect. SECTION 14. The Mayor, or in his absence the Vice Mayor, the City Manager, the Finance Director, the City Attorney and the City Clerk or any other appropriate officers of the Issuer are hereby authorized and directed to execute any and all certifications or other instruments or documents required by the Resolution, the Purchase Contract, the Escrow Deposit Agreement or any other document referred to above as a prerequisite or precondition to the issuance of the Series 2010 Bonds and any such representation made therein shall be deemed to be made on behalf of the Issuer, and the City Manager and the Finance Director are hereby authorized to take such actions as may be necessary or desired to effect the refunding of the Series 2002 Bonds, including, but not limited to, the selection of a verification agent and escrow investments. In the event both the Mayor and the Vice Mayor are unable to execute the q Resolution No. 10-25 Item # 24 Attachment number 1 Page 5 of 8 documents related to the Series 2010 Bonds, then any other member of the City Council shall be authorized to execute such documents with the full force and effect as if the Mayor, or the Vice Mayor had executed same. All action taken to date by the officers of the Issuer in further- ance of the issuance of the Series 2010 Bonds is hereby approved, confirmed and ratified. SECTION 15. This resolution shall become effective immediately upon its adoption. Passed and adopted by the City Council of the City of Clearwater, Florida, this 4th day of November, 2010. CITY OF CLEARWATER, FLORIDA By: Frank V. Hibbard Mayor Approved as to form: Attest: Pamela K. Akin City Attorney Rosemarie Call City Clerk Resolution No. 10-25 Item # 24 Attachment number 1 Page 6 of 8 EXHIBIT A FORM OF BOND PURCHASE CONTRACT Resolution No. 10-25 Item # 24 Attachment number 1 Page 7 of 8 EXHIBIT B FORM OF PRELIMINARY OFFICIAL STATEMENT Resolution No. 10-25 Item # 24 Attachment number 1 Page 8 of 8 EXHIBIT C FORM OF CONTINUING DISCLOSURE CERTIFICATE Resolution No. 10-25 Item # 24 Attachment number 2 Page 1 of 17 CITY OF CLEARWATER, FLORIDA WATER AND SEWER REVENUE REFUNDING BONDS, SERIES 2010 November , 2010 BOND PURCHASE AGREEMENT Mayor and City Council Municipal Services Building, 3rd Floor 100 S. Myrtle Avenue Clearwater, FL 33756 Ladies and Gentlemen: Wells Fargo Bank, National Association (the "Representative"), as representative of itself, RBC Capital Markets Corporation, Fifth Third Securities, Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated (collectively, the "Underwriters"), offers to enter into this Bond Purchase Agreement with the City of Clearwater, Florida (the "City"). This offer is made subject to written acceptance hereof by the City at or before 12:00 midnight, New York City time, on the date hereof. If not so accepted, this offer will be subject to withdrawal by the Underwriters upon written notice delivered to the City at any time prior to the acceptance hereof by the City. 1. Purchase and Sale. Upon the terms and conditions and in reliance on the representations, warranties, covenants and agreements set forth herein, the Underwriters hereby agree to purchase from the City, and the City hereby agrees to sell and deliver to the Underwriters, all (but not less than all) of the $ aggregate principal amount of the City's Water and Sewer Revenue Refunding Bonds, Series 2010 (the "Series 2010 Bonds"). The Series 2010 Bonds shall be dated their date of delivery and shall be payable in the years and principal amounts, bear such rates of interest and be subject to redemption prior to maturity, all as set forth in Exhibit A attached hereto. The purchase price for the Series 2010 Bonds shall be $ (representing the par amount of the Series 2010 Bonds, [less net original issue discount][plus net original issue premium] of $ and less Underwriters' discount of $ ). The purchase price shall be payable to the City in immediately available funds. The Series 2010 Bonds shall be as described in the hereinafter described Preliminary Official Statement ("Preliminary Official Statement"), and shall be issued under the authority of and in full compliance with the Constitution and laws of the State of Florida, including Chapter 166, Florida Statutes, the Charter of the City, the Bond Ordinance (as defined in the hereinafter described Resolution) (the "Ordinance") and other applicable provisions of law (collectively, the "Act") and Resolution 10- of the City, adopted on November , 2010 (the "Resolution") - Terms used in capitalized form and not defined herein shall have the meanings assigned to such terms in the Resolution and the Preliminary Official Statement. (JA569704;1) Item # 24 Attachment number 2 Page 2 of 17 2. Delivery of Official Statement and Other Documents. (a) Prior to the date hereof, the City provided to the Underwriters the Preliminary Official Statement dated November , 2010 (the "Preliminary Official Statement"), that the City deemed final as of its date, except for certain permitted omissions (the "permitted omissions"), as contemplated by Rule 15c2-12 of the Securities and Exchange Commission ("Rule 15c2-12" or the "Rule") in connection with the pricing of the Series 2010 Bonds. The City hereby confirms that the Preliminary Official Statement was final as of its date, except for the permitted omissions, and ratifies and confirms the use and distribution thereof by the Underwriters prior to the date hereof in connection with the public offering of the Series 2010 Bonds. (b) The City shall deliver, or cause to be delivered, at its expense, to the Underwriters within seven (7) business days after the date hereof, sufficient copies of the final printed Official Statement dated the date hereof (the "Official Statement") in form and substance satisfactory to the Underwriters. In determining whether the number of copies to be delivered by the City is sufficient, the number shall be sufficient to enable the Underwriters to comply with the requirements of Rule 15c2-12, all applicable rules of the Municipal Securities Rulemaking Board ("MSRB") and to fulfill their duties and responsibilities under Florida and federal securities laws generally. The City authorizes the use and distribution of the Official Statement in connection with the public offering and sale of the Series 2010 Bonds. (c) From the date hereof to and including the date which is twenty-five days from the end of the underwriting period (as defined for purposes of Rule 15c2-12), if an event occurs which, in the reasonable opinion of the Underwriters or in the reasonable opinion of the City, requires a supplement or amendment to the Official Statement so that it will not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, the City will supplement or amend the Official Statement in a form and in a manner approved by the Underwriters and the City. The City will promptly notify the Representative of the occurrence of any event of which it has knowledge, which, in its opinion, is an event described in the preceding sentence. The amendments or supplements that may be authorized for use with respect to the Series 2010 Bonds are hereinafter included within the term "Official Statement." 3. Public Offerinz. The Underwriters agree to make a bona fide offering to the public of all of the Series 2010 Bonds at not in excess of the initial public offering price or prices (or below the yield or yields) set forth in Exhibit A hereto; provided, however, that the Underwriters may (i) offer and sell the Series 2010 Bonds at prices lower (or yields higher) than the public offering prices (or yields) set forth in Exhibit A hereto and (ii) change such initial offering prices (or yields) as the Underwriters may deem necessary in connection with the marketing of the Series 2010 Bonds. 4. Good Faith Check. The City hereby acknowledges receipt of a corporate check of the Representative payable to the City in an amount equal to $ (the "Good Faith Check") as security for the performance by the Underwriters of their obligation to accept and pay for the Series 2010 Bonds at the Closing in accordance with the provisions of this Bond Purchase Agreement. The City shall retain the Good Faith Check, uncashed, except under the circumstances hereinafter set forth. In the event the City fails to deliver the Series 2010 Bonds at (JA569704;1) 2 Item # 24 Attachment number 2 Page 3 of 17 the Closing, or if the City shall be unable to satisfy the conditions to the obligations of the Underwriters contained in this Bond Purchase Agreement, or if such obligations shall be terminated for any reason permitted by this Bond Purchase Agreement, the City shall be obligated to immediately return the uncashed Good Faith Check to the Representative. In the event the Underwriters accept and pay for the Series 2010 Bonds at Closing, the uncashed Good Faith Check shall be returned to the Representative at Closing. In the event the Underwriters fail (other than for a reason permitted under this Bond Purchase Agreement) to accept and pay for the Series 2010 Bonds at Closing, the Good Faith Check may be cashed and the proceeds thereof shall be retained by the City as and for full liquidated damages for such failure, and not as a penalty, and for any and all defaults hereunder on the part of the Underwriters, and thereupon, all claims and rights hereunder against the Underwriters shall be fully released and discharged, it being understood by the City and the Underwriters that actual damages in such circumstances may be difficult or impossible to compute. 5. City Representations, Warranties, Covenants and Agreements. The City represents and warrants to and covenants and agrees with the Underwriters that, as of the date hereof and as of the date of the Closing: (a) The Preliminary Official Statement was, as of the date thereof, and the Official Statement will be as of its date, and at all times subsequent thereto up to and including the date twenty-five days following the end of the underwriting period (as defined for purposes of Rule 15c2-12) will remain, true and correct in all material respects, and the Preliminary Official Statement did not, as of the date thereof, and the Official Statement will not at any time up to and including the date twenty-five days following the end of the underwriting period, contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. In addition, any amendments or supplements to the Official Statement prepared and furnished by the City pursuant hereto will not contain any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. (b) The City is not, nor has it been, in default on any bond issue since December 31, 1975 that would be considered material by a reasonable investor, the City has not undertaken an independent review or investigation of securities for which it has served as conduit issuer, and the City does not believe that any information about any default on such securities is appropriate and would be considered material by a reasonable investor in the Series 2010 Bonds because the City is not obligated to pay the debt service on any such securities except from payments made to it by the private companies on whose behalf such securities were issued and no funds of the City have been pledged or used to pay such securities or the interest thereon. (c) The City has at all times complied with all of its prior continuing disclosure undertakings entered into pursuant to paragraph (b)(5) of Rule 15c2-12. (d) The City will furnish such information, execute such instruments and take such other action not inconsistent with law in cooperation with the Underwriters as the Underwriters may reasonably request in order to (i) qualify the Series 2010 Bonds for offer and sale under the Blue Sky or other securities laws and regulations of such states and other jurisdictions of the United States as the Underwriters may designate and (ii) determine the eligibility of the Series 2010 Bonds for investment under the laws of such states and other jurisdictions, and will use its best efforts to continue such qualifications in effect so long as required for the distribution of the Series 2010 (JA569704;1) 3 Item # 24 Attachment number 2 Page 4 of 17 Bonds; provided that the City shall not be obligated to take any action that would subject it to general or special service of process in any state where it is not now so subject or qualify the City to do business in such other jurisdictions. (e) The City will advise the Underwriters promptly of any proposal to amend or supplement the Official Statement and will not effect any such amendment or supplement without such prior notice to the Underwriters. The City will advise the Underwriters promptly of the institution of any proceedings known to it prohibiting or otherwise affecting the use of the Official Statement in connection with the offering, sale or distribution of the Series 2010 Bonds. 6. The Closing. At or prior to noon, New York City time, on November , 2010, or at such earlier or later time or date to which the City and the Underwriters may mutually agree, the City will, subject to the terms and conditions hereof, deliver the Series 2010 Bonds to the Underwriters in full book-entry form, duly executed, together with the other documents hereinafter mentioned, and, subject to the terms and conditions hereof, the Underwriters will accept such delivery and pay the aggregate purchase price of the Series 2010 Bonds as set forth in Paragraph 1 hereof (such delivery of and payment for the Series 2010 Bonds is herein called the "Closing"). The Closing shall occur at the offices of the City, or such other place to which the City and the Underwriters shall have mutually agreed. The Series 2010 Bonds shall be prepared and delivered as fully registered bonds in authorized denominations and registered in full book-entry form in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York ("DTC"), and shall be delivered to DTC through the "F.A.S.T." procedure. 7. Closing Conditions. The Underwriters have entered into this Bond Purchase Agreement in reliance upon the representations, warranties, covenants and agreements of the City contained herein and in reliance upon the representations, warranties, covenants and agreements to be contained in the documents and instruments to be delivered at the Closing and upon the performance by the City of its obligations hereunder, both as of the date hereof and as of the date of the Closing. Accordingly, the Underwriters' obligations under this Bond Purchase Agreement to purchase, to accept delivery of and to pay for the Series 2010 Bonds shall be conditioned upon the performance by the City of its obligations to be performed hereunder and under such documents and instruments at or prior to the Closing, and shall also be subject to the following additional conditions: (a) The representations, warranties, covenants and agreements of the City contained herein shall be true, complete and correct on the date hereof and on and as of the date of the Closing, as if made on the date of the Closing; (b) At or prior to the Closing, the Underwriters shall have received copies of each of the following documents: (1) An opinion of Bryant Miller Olive, P.A., Bond Counsel ("Bond Counsel"), dated the date of the Closing and addressed to the City, in substantially the form attached as an appendix to the Official Statement, accompanied by a letter authorizing the Underwriters to rely thereon as though such opinion was addressed to the Underwriters; (2) An opinion of Bond Counsel, dated the date of the Closing and addressed to the Underwriters, in form and substance acceptable to the Underwriters; (JA569704;1) 4 Item # 24 Attachment number 2 Page 5 of 17 (3) An opinion of the City Attorney, dated the date of Closing and addressed to at least the City and the Underwriters, in form and substance acceptable to the Underwriters; (4) A certificate, dated the date of the Closing, signed by the City Manager of the City or other authorized officer of the City in substantially the form attached hereto as Exhibit C (but in lieu of or in conjunction with such certificate the Underwriters may, in their sole discretion, accept certificates or opinions of Bond Counsel, the City Attorney, or of other counsel acceptable to the Underwriters, that in the opinion of such counsel the issues raised in any pending or threatened litigation referred to in such certificate are without substance or that the contentions of all plaintiffs therein are without merit); (5) The opinion of Nabors, Giblin & Nickerson, P.A. ("Disclosure Counsel"), dated the date of the Closing and addressed to the City and the Underwriters, to the effect that, with said firm's participation in the preparation and review of the Official Statement and without having undertaken to determine independently the accuracy or completeness of the contents of the Official Statement, nothing has come to the attention of said firm that would cause it to believe that the Official Statement (except for the financial and statistical data contained therein and information relating to the book-entry only registration system as to which no opinion need be expressed) contains an untrue statement of a material fact or omits to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were made, not misleading; (6) Certified copies of the Ordinance and the Resolution; (8) A copy of the executed Continuing Disclosure Certificate, Escrow Deposit Agreement and Official Statement; (9) Evidence of ratings from Fitch Ratings ("Fitch"), Standard & Poor's Ratings Services ("S&P") and Moody's Investors Service ("Moody's") on the Series 2010 Bonds of AA-, AA- and Aa3, respectively; (10) The written consent of Burton and Associates, to the use of their report in Appendix F of the Preliminary and final Official Statement; and (15) Such additional legal opinions, certificates, instruments and other documents as the Underwriters may reasonably request to evidence the truth and accuracy, as of the date hereof and as of the date of the Closing, of the representations, warranties, covenants and agreements of the City contained herein and the truth, accuracy and completeness of the statements and information contained in the Official Statement and the due performance or satisfaction by the City on or prior to the date of the Closing of all agreements then to be performed and conditions then to be satisfied by it. All of the opinions, letters, certificates, instruments and other documents mentioned above or elsewhere in this Bond Purchase Agreement shall be deemed to be in compliance with the provisions hereof if, but only if, they are in form and substance satisfactory to the Underwriters, with such exceptions and modifications as shall be approved by the Underwriters and as shall not, in the reasonable opinion of the Underwriters, materially impair the investment quality of the Series 2010 Bonds. (JA569704;1) 5 Item # 24 Attachment number 2 Page 6 of 17 If the City shall be unable to satisfy the conditions to the obligations of the Underwriters to purchase, to accept delivery of and to pay for the Series 2010 Bonds contained in this Bond Purchase Agreement, or if the obligations of the Underwriters to purchase, to accept delivery of and to pay for the Series 2010 Bonds shall be terminated for any reason permitted by this Bond Purchase Agreement, this Bond Purchase Agreement shall terminate and neither the Underwriters nor the City shall be under any further obligation hereunder, except that the respective obligations of the City and the Underwriters set forth in Paragraph 9 hereof shall continue in full force and effect. 8. Termination. The Underwriters may terminate this Bond Purchase Agreement by written notice to the City in the event that between the date hereof and the Closing: (a) the marketability of the Series 2010 Bonds or the market price thereof, in the reasonable opinion of the Underwriters, has been materially adversely affected by an amendment to the Constitution of the United States or by any legislation (other than any actions taken by either House of Congress on or prior to the date hereof) (i) enacted or adopted by the United States, (ii) recommended to the Congress or otherwise endorsed for passage, by press release, other form of notice or otherwise, by the President of the United States, the Chairman or ranking minority member of the Committee on Finance of the United States Senate or the Committee on Ways and Means of the United States House of Representatives, the Treasury Department of the United States or the Internal Revenue Service, or (iii) favorably reported out of the appropriate Committee for passage to either House of the Congress by any full Committee of such House to which such legislation has been referred for consideration, or by any decision of any court of the United States or by any order, rule or regulation (final, temporary or proposed) on behalf of the Treasury Department of the United States, the Internal Revenue Service or any other authority or regulatory body of the United States, or by a release or announcement or communication issued or sent by the Treasury Department or the Internal Revenue Service of the United States, or any comparable legislative, judicial or administrative development affecting the federal tax status of the City, its property or income, obligations of the general character of the Series 2010 Bonds, as contemplated hereby, or the interest thereon; or (b) any legislation, rule, or regulations shall be introduced in, or be enacted or adopted in the State of Florida, or a decision by any court of competent jurisdiction within the State of Florida shall be rendered which, in the reasonable opinion of the Underwriters, materially adversely affects the market for the Series 2010 Bonds or the sale, at the contemplated offering prices, by the Underwriters of the Series 2010 Bonds to be purchased by them; or (c) any amendment to the Official Statement is proposed by the City or deemed necessary by Bond Counsel, or the Underwriters which, in the reasonable opinion of the Underwriters, materially adversely affects the market for the Series 2010 Bonds or the sale, at the contemplated offering prices, by the Underwriters of the Series 2010 Bonds to be purchased by them; or (d) there shall have occurred any outbreak or escalation of hostility, act of terrorism, declaration by the United States of a national emergency or war or other calamity or crisis the effect of which on financial markets is such as to make it, in the judgment of the Underwriters, impractical or inadvisable to proceed with the offering or delivery of the Series 2010 Bonds as contemplated by the Official Statement (exclusive of any amendment or supplement thereto), or (JA569704;1) 6 Item # 24 Attachment number 2 Page 7 of 17 (e) legislation shall be enacted or adopted, or any action shall be taken by, or on behalf of, the Securities and Exchange Commission which, in the reasonable opinion of Bond Counsel, has the effect of requiring the contemplated distribution of the Series 2010 Bonds to be registered under the Securities Act of 1933, as amended, or the Resolution to be qualified under the Trust Indenture Act of 1939, as amended, or any laws analogous thereto relating to governmental bodies, and compliance therewith cannot be accomplished prior to the Closing; or (f) legislation shall be introduced by amendment or otherwise in or be enacted by, the House of Representatives or the Senate of the Congress of the United States, or a decision by a Court of the United States of America shall be rendered, or a stop order, ruling, release, regulation, official statement or no-action letter by or on behalf of the Securities and Exchange Commission or any other governmental authority having jurisdiction of the subject matter of the Series 2010 Bonds shall have been proposed, issued or made (which is beyond the control of the Underwriters or the City to prevent or avoid) to the effect that the issuance, offering or sale of the Series 2010 Bonds as contemplated hereby or by the Official Statement, or any document relating to the issuance, offering or sale of the Series 2010 Bonds is or would be in violation of any of the federal securities laws at Closing, including the Securities Act of 1933, as amended and then in effect, the Securities Exchange Act of 1934, as amended and then in effect, or the Trust Indenture Act of 1939, as amended and then in effect, or with the purpose or effect of otherwise prohibiting the offering and sale of obligations of the general character of the Series 2010 Bonds, or the Series 2010 Bonds, as contemplated hereby; or (g) there shall have occurred, after the signing hereof, either a financial crisis or a default with respect to the debt obligations of the City or proceedings under the federal or State of Florida bankruptcy laws shall have been instituted by the City, in either case the effect of which, in the reasonable judgment of the Underwriters, is such as to materially and adversely affect (i) the market price or the marketability of the Series 2010 Bonds, or (ii) the ability of the Underwriters to enforce contracts for the sale of the Series 2010 Bonds; or (h) a general banking moratorium shall have been declared by the United States, New York, North Carolina or Florida authorities, which in the reasonable opinion of the Underwriters, materially adversely affects the market for the Series 2010 Bonds or the sale, at the contemplated offering prices, by the Underwriters of the Series 2010 Bonds to be purchased by them; or (i) any national securities exchange, or any governmental authority, shall impose, as to the Series 2010 Bonds or obligations of the general character of the Series 2010 Bonds any material restrictions not now in force, or increase materially those now in force, with respect to the establishment of material restrictions upon trading of securities, including limited or minimum prices, by any governmental authority or by any national securities exchange, which in the reasonable opinion of the Underwriters, materially adversely affects the market for the Series 2010 Bonds or the sale, at the contemplated offering prices, by the Underwriters of the Series 2010 Bonds to be purchased by them; or 0) legal action shall have been filed against the City wherein an adverse ruling would materially adversely affect the transactions contemplated hereby or by the Official Statement or the validity of the Series 2010 Bonds, the Ordinance, the Resolution, the Continuing Disclosure Certificate, the Escrow Deposit Agreement or this Bond Purchase Agreement; provided, however, that as to any such litigation, the City may request and the Underwriters may accept an opinion by the City Attorney, Bond Counsel, or of other counsel (JA569704;1) 7 Item # 24 Attachment number 2 Page 8 of 17 acceptable to the Underwriters, that in such counsel's opinion the issues raised by any such litigation or proceeding are without substance or that the contentions of any plaintiffs therein are without merit; or (k) any information shall have become known which, in the Underwriters' reasonable opinion, makes untrue, incorrect or misleading in any material respect any statement or information contained in the Official Statement, as the information contained therein has been supplemented or amended by other information, or causes the Official Statement, as so supplemented or amended, to contain an untrue, incorrect or misleading statement of a material fact or to omit to state a material fact required or necessary to be stated therein in order to make the statements made therein, in light of the circumstances under which they were made, not misleading and upon the receipt of notice of same by the City, the City fails to promptly amend or supplement the Official Statement; or (1) an event occurs as a result of which the Official Statement, as then amended or supplemented, would include an untrue statement of a material fact or omit to state any material fact which is required or necessary to be stated therein in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading which, in the reasonable opinion of the Underwriters, requires an amendment or supplement to the Official Statement and, in the reasonable opinion of the Underwriters, materially adversely affects the marketability of the Series 2010 Bonds or the contemplated offering prices thereof and upon the receipt of notice by the City, the City fails to promptly amend or supplement the Official Statement; or (m) trading in the City's outstanding securities shall have been suspended by the Securities and Exchange Commission or trading in securities generally on the New York Stock Exchange shall have been suspended or limited or minimum prices shall have been established on such Exchange; or (n) there shall have occurred since September 30, 2009 any material adverse change in the affairs of the City from that reflected in the audited and unaudited financial statements of the City included in the Official Statement which has a material effect on the market for the Series 2010 Bonds or the sale, at the contemplated offering prices, by the Underwriters of the Series 2010 Bonds, other than as previously disclosed to the Underwriters in writing. 9. Expenses. The Underwriters shall be under no obligation to pay, and the City shall pay, any expenses incident to the performance of the obligations of the City hereunder including, but not limited to: (a) the cost of preparation, printing or other reproduction of the Resolution; (b) the cost of preparation and printing of the Series 2010 Bonds; (c) the fees and disbursements of Bond Counsel, Disclosure Counsel and the City Attorney; (d) the fees and disbursements of any other experts, consultants or advisors retained by the City; (e) fees for bond ratings; (f) the fees and expenses of the Registrar, the Paying Agent and of their respective counsel; (g) the costs of preparing, printing and delivering the Preliminary Official Statement, the Official Statement and any supplements or amendments to either of them; and (h) expenses (including in the expense component of the Underwriters' Discount) incurred on behalf of the City's employees which are incidental to implementing this agreement, including, but not limited to meals and transportation of those City employees; however, the City shall have no obligation to pay any fees, costs or other amounts relating to any supplements or amendments to the Official Statement required as a result of incorrect information provided by the Underwriters or (JA569704;1) 8 Item # 24 Attachment number 2 Page 9 of 17 to the extent such amendment or supplement is prepared after the period described in paragraph 2(c) hereof (provided that for purposes of this paragraph, the end of the underwriting period shall be deemed to be the date of the Closing). The Underwriters shall pay: (a) the cost of any related filing fees under state securities laws; (b) all advertising expenses incurred by them; and (c) all other expenses incurred by them or any of them in connection with the public offering of the Series 2010 Bonds, including the fees and disbursements of Counsel to the Underwriters. In the event that either party shall have paid obligations of the other as set forth in this Section 9, adjustment shall be made at the time of the Closing. 10. Notices. Any notice or other communication to be given to the City under this Bond Purchase Agreement may be given by delivering the same in writing at its address set forth above to the attention of the City Manager, and any notice or other communication to be given to the Underwriters may be given by delivering the same in writing to Wells Fargo Bank, National Association, 2363 Gulf-to-Bay Boulevard, Suite 200, Clearwater, FL 33765, Attention: David R. Thornton. 11. Parties in Interest. This Bond Purchase Agreement is made solely for the benefit of the City and the Underwriters (including the successors or assignees of the City or the Underwriters) and no other party or person shall acquire or have any right hereunder or by virtue hereof. All representations, warranties, covenants and agreements in this Bond Purchase Agreement shall remain operative and in full force and effect, regardless of: (i) any investigations made by or on behalf of the Underwriters; (ii) the delivery of and payment for the Series 2010 Bonds pursuant to this Bond Purchase Agreement; or (iii) any termination of this Bond Purchase Agreement, but only to the extent provided by the last paragraph of Section 7 hereof. 12. No Advisory or Fiduciary. The City acknowledges and agrees that (i) the purchase and sale of the Series 2010 Bonds pursuant to this Purchase Contract is an arm's-length commercial transaction between the City and the Underwriters, (ii) in connection therewith and with the discussions, undertakings and procedures leading up to the consummation of such transaction, the Underwriters are and have been acting solely as principals and are not acting as the agents or fiduciaries of the City, (iii) the Underwriters have not assumed an advisory or fiduciary responsibility in favor of the City with respect to the offering contemplated hereby or the discussions, undertakings and procedures leading thereto (irrespective of whether the Underwriters have provided other services or are currently providing other services to the City on other matters) and the Underwriters have no obligation to the City with respect to the offering contemplated hereby except the obligations expressly set forth in this Bond Purchase Agreement and (iv) the City has consulted its own legal, financial and other advisors to the extent it has deemed appropriate. 13. Waiver. Notwithstanding any provision herein to the contrary, the performance of any and all obligations of the City hereunder and the performance of any and all conditions contained herein for the benefit of the Underwriters may be waived by the Underwriters, in their sole discretion. 14. Effectiveness. This Bond Purchase Agreement shall become effective upon the execution of the acceptance hereof by the Mayor or City Manager and shall be valid and enforceable at the time of such acceptance. (JA569704;1) 9 Item # 24 Attachment number 2 Page 10 of 17 15. Counterparts. This Bond Purchase Agreement may be executed in several counterparts, each of which shall be regarded as an original and all of which shall constitute one and the same document. 16. Headinzs. The headings of the sections of this Bond Purchase Agreement are inserted for convenience only and shall not be deemed to be a part hereof. 17. Florida Law Governs. The validity, interpretation and performance of this Bond Purchase Agreement shall be governed by the laws of the State of Florida. 18. Truth In Bonding Statement. Pursuant to the provisions of Section 218.385(2) and (3), Florida Statutes, as amended, the Underwriters provide the following truth-in-bonding statement: (a) The City is issuing $ aggregate principal amount of the City's Water and Sewer Revenue Refunding Bonds, Series 2010 (the "Series 2010 Bonds") for the purposes of: (i) refinancing the Refunded Bonds, and (ii) paying costs and expenses incurred in connection with the issuance and sale of the Series 2010 Bonds. The Series 2010 Bonds are expected to be repaid over a period of approximately years. At a true interest cost of total interest paid over the life of the obligations will be $ (b) The sources of repayment for the Series 2010 Bonds are the Net Revenues. Authorizing the Series 2010 Bonds will result in an average of approximately $ of Net Revenues not being available to finance other services of the City every year for approximately years. 18. Entire Agreement. This Bond Purchase Agreement when accepted by you in writing as heretofore specified shall constitute the entire agreement between us and is made solely for the benefit of the City and the Underwriters (including the successors or assigns of the City or the Underwriters). No other person shall acquire or have any right hereunder or by virtue hereof. WELLS FARGO BANK, NATIONAL ASSOCIATION RBC CAPITAL MARKETS CORPORATION FIFTH THIRD SECURITIES, INC. MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED By: WELLS FARGO BANK, NATIONAL ASSOCIATION By: Name: David R. Thornton Title: Managing Director Accepted by: CITY OF CLEARWATER, FLORIDA By: (JA569704;1) 10 Item # 24 Attachment number 2 Page 11 of 17 Name: Frank Hibbard Title: Mayor Bv: Name: William B. Horne, II Title: City Manager (JA569704;1) 11 Item # 24 Attachment number 2 Page 12 of 17 EXHIBIT A TERMS OF BONDS Maturity Schedule Maturity Principal Amount Interest Rate Yield Redemption of Series 2010 Bonds Series 2010 Bonds Mandatory Sinidng Fund Redemption The Series 2010 Bonds maturing on December 1, [ ] will be subject to mandatory redemption prior to maturity, selected by lot, or in such manner as the Registrar may deem appropriate, at a redemption price equal to par plus accrued interest to the redemption date, on December 1, [ ], and each December 1 thereafter, from amounts deposited in the Redemption Account in the Bond Service Fund established by the Ordinance, in the following years and amounts as follows: Year * Maturity Amount The Series 2010 Bonds maturing on December 1, [ ] will be subject to mandatory redemption prior to maturity, selected by lot, or in such manner as the Registrar may deem appropriate, at a redemption price equal to par plus accrued interest to the redemption date, on December 1, [ ], and each December 1 thereafter, from amounts deposited in the Redemption A-1 (JA569704;1) Item # 24 Attachment number 2 Page 13 of 17 Account in the Bond Service Fund established by the Ordinance, in the following years and amounts as follows: Year * Maturity Amrmnt Series 2010 Bonds Optional Redemption Provisions The Series 2010 Bonds maturing on December 1, [ ] and thereafter will be subject to optional redemption prior to their respective maturity dates beginning on December 1, [ ] at 100% of the par value thereof. A-2 (JA569704;1) Item # 24 Attachment number 2 Page 14 of 17 EXHIBIT B CITY OF CLEARWATER, FLORIDA WATER AND SEWER REVENUE REFUNDING BONDS SERIES 2010 DISCLOSURE STATEMENT November , 2010 Mayor and City Council City of Clearwater, Florida Clearwater, Florida Ladies and Gentlemen: In connection with the proposed issuance by the City of Clearwater, Florida (the "City"), of the above-referenced Bonds (the "Series 2010 Bonds"), Wells Fargo Bank, National Association (the "Representative"), as representative of itself, RBC Capital Markets Corporation, Fifth Third Securities, Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated (collectively, the "Underwriters") have agreed to underwrite a public offering of the Series 2010 Bonds. Arrangements for underwriting the Series 2010 Bonds will include a Bond Purchase Agreement between the City and the Underwriters. The purpose of this letter is to furnish, pursuant to the provisions of Section 218.385(6), Florida Statutes, as amended, certain information in respect to the arrangement contemplated for the underwriting of the Series 2010 Bonds as follows: (a) The nature and estimated amount of expenses to be incurred by the Underwriters and paid by the Underwriters in connection with the purchase and offering of the Series 2010 Bonds are set forth on Schedule I attached hereto. (b) No person has entered into an understanding with the Underwriters, or to the knowledge of the Underwriters, with the City for any paid or promised compensation or valuable consideration, directly or indirectly, expressly or implied, to act solely as an intermediary between the City and the Underwriters for the purpose of influencing any transaction in the purchase of the Series 2010 Bonds. (c) The amount of underwriting spread, including the management fee, expected to be realized is as follows: Series 2010 Bonds: Dollars Per $1,000 Bond Dollar Amount Average Takedown Underwriters' Expenses Total Underwriting Spread B-1 (JA569704;1) Item # 24 Attachment number 2 Page 15 of 17 (d) No other fee, bonus or other compensation is estimated to be paid by the Underwriters in connection with the issuance of the Series 2010 Bonds to any person not regularly employed or retained by the Underwriters (including any "finder," as defined in Section 218.386(1)(a), Florida Statutes, as amended), except as specifically enumerated as expenses to be incurred and paid by the Underwriters, as set forth in Schedule I attached hereto. (e) The name and address of the Underwriters are set forth below: Wells Fargo Bank, National Association 2363 Gulf-to-Bay Boulevard, Suite 200 Clearwater, Florida 33765 Attention: David Thornton. RBC Capital Markets 1002 d Avenue South, Suite 800 St. Petersburg, Florida 33701 Fifth Third Securities, Inc. 200 E. Robinson Street, Bch Floor Orlando, Florida 32801 Bank of America Merrill Lynch 101 E. Kennedy Blvd., 2"d Floor Tampa, Florida 33602 We understand that you do not require any further disclosure from the Underwriters, pursuant to Section 218.385(6)(g), Florida Statutes, as amended. Very truly yours, WELLS FARGO BANK, NATIONAL ASSOCIATION RBC CAPITAL MARKETS CORPORATION FIFTH THIRD SECURITIES, INC. MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED By: WELLS FARGO BANK, NATIONAL ASSOCIATION Bv: Name: David R. Thornton Title: Managing Director B-2 (JA569704;1) Item # 24 Attachment number 2 Page 16 of 17 SCHEDULEI ESTIMATED UNDERWRITERS' EXPENSES Dollar Amount Underwriters' Counsel Fee and Expenses BMA Dalnet Dalnet Charges DTC CUSIP Day Loan Out of Pocket Expenses Total Expenses B-3 (JA569704;1) Item # 24 Attachment number 2 Page 17 of 17 EXHIBIT C CITY OF CLEARWATER, FLORIDA WATER AND SEWER REVENUE REFUNDING BONDS SERIES 2010 CERTIFICATE OF CITY The City of Clearwater, Florida (the "City"), certifies as follows: 1. The representations, warranties, covenants and agreements of the City contained in the Bond Purchase Agreement dated November , 2010, among the City, Wells Fargo Bank, National Association and the other Underwriters named therein (the "Bond Purchase Agreement"), with respect to the sale by the City of the above-referenced bonds (the "Series 2010 Bonds"), are true and correct in all respects on and as of the date of the Closing as if made on the date hereof. 2. The Underwriters have complied with all the agreements and satisfied all the conditions on their part to be performed or satisfied at or prior to the date hereof pursuant to the Bond Purchase Agreement. All capitalized terms used herein which are not otherwise defined shall have the same meanings as in the Bond Purchase Agreement. Dated: November, 2010 CITY OF CLEARWATER, FLORIDA By: Name: William B. Horne, 11 Title: City Manager C-1 (JA569704;1) Item # 24 U G v U a b ? ? a ? ry a U ? ci a 0. a z Z v ° a c? v v ?b a U ?U a Ua aa? Rt _z Attachment number 3 Preliminary Official Statement Dated November , 2010 Page 1 of 160 NEW ISSUE - FULL BOOK-ENTRY Ratings: S&P: "AA-" Moody's: "Aa3" Fitch: "AA-" (See "RATINGS," herein) In the opinion of Bond Counsel, assuming continuous compliance with various covenants in the Ordinance (herein defined), under existing statutes, regulations and judicial decisions, the interest on the Series 2010Bonds will be excluded from gross income for federal income taxpurposes to the owners thereof and is not an item of taxpreference for purposes of the federal alternative minimum tax imposed on individuals and corporations; however, interest on the Series 2010Bonds will be taken into account to determine adjusted current earnings of corporations. See "Tax Exemption" herein.. CITY OF CLEARWATER, FLORIDA $[Bond Amount]* Water and Sewer Revenue Refunding Bonds, Series 2010 Dated: Date of Delivery Due: December 1, as shown below The Water and Sewer Revenue Refunding Bonds, Series 2010 (the "Series 2010 Bonds") of the City of Clearwater, Florida (the "City') are being issued in fully registered form and, when initially issued, will be registered to Cede & Co., as nominee of The Depository Trust Company, New York, New York. [Paying Agent], Orlando, Florida, is acting as the Paying Agent and Bond Registrar for the Series 2010 Bonds. The Series 2010 Bonds will be purchased in book-entry form only, in the denomination of $5,000 or any integral multiple thereof. There will be no physical delivery of bond certificates to individual Bondholders. Interest on the Series 2010 Bonds will be payable semi-annually beginning on June 1, 2011 and on each June 1 and December 1 thereafter. Principal of, and premium, if any, on the Series 2010 Bonds will be payable at maturity or upon redemption prior to maturity. The Series 2010 Bonds are subject to optional redemption and mandatory redemption prior to maturity as described herein. The Series 2010 Bonds are being issued for the purpose of advance refunding and redeeming on December 1, 2011, all, or a portion of, of the Outstanding principal amount of the City's Water and Sewer Revenue Bonds, Series 2002 and paying the cost of issuing the Series 2010 Bonds. The Series 2010 Bonds and the interest thereon are payable solely from the Net Revenues derived from the operation of the water, sewer and reclaimed water utility system of the City (the "System"), as further described herein. The lien of the Series 2010 Bonds on the Net Revenues is on a parity with the holders of the City's Outstanding City's Water and Sewer Revenue Bonds, Series 2002 which are not refunded with the proceeds of the Series 2010 Bonds, the City's Outstanding Water and Sewer Revenue Refunding Bonds, Series 2003, the City's Outstanding Water and Sewer Revenue Bonds, Series 2006, the City's Outstanding Water and Sewer Revenue Bonds, Series 2009A, and the City's Outstanding Water and Sewer Revenue Refunding Bonds, Series 2009B (the "Parity Bonds"), as further described herein. Neither the Series 2010 Bonds nor the interest thereon constitute a general obligation or indebtedness of the City within the meaning of any constitutional, statutory or charter provision or limitation. No owner or owners of any Series 2010 Bonds shall ever have the right to compel the exercise of the ad valorem taxing power of the City, or any other taxing power in any form on any real or personal property of the City, to pay the Series 2010 Bonds or the interest thereon. The City shall not be obligated to pay the Series 2010 Bonds or any interest thereon except from the Net Revenues, in the manner provided in the Ordinance. AMOUNTS, INTEREST RATES, MATURITIES, YIELDS AND CUSIPS (See Inside Cover Page) This cover page contains certain information for quick reference only. It is not a summary of the issue. Investors must read this entire Official Statement to obtain information essential to the making of an informed investment decision. The Series 2010 Bonds are offered when, as and if issued and accepted by the Underwriters subject to the approval of legality by Bryant Miller Olive P.A., Tallahassee, Florida, Bond Counsel. Certain other legal matters will be passed upon for the City by Pamela K. Akin, Esquire, City Attorney, and by Nabors, Giblin & Nickerson, P.A., Tampa, Florida, Disclosure Counsel to the City. Akerman Senterfitt, Jacksonville, Florida is serving as counsel to the underwriters. Raymond James & Associates, Inc., Orlando, Florida is serving as Financial Advisor to the City. It is expected that the Series 2010 Bonds, in definitive book-entry form, will be available for delivery through DTC in New York, New York on or about November , 2010. WELLS FARGO SECURITIES RBC Capital Markets Corporation, Fifth Third Securities, Inc. BofA Merrill Lynch November 2010 * Preliminary, subject to change. Item # 24 Attachment number 3 Page 2 of 160 SERIES 2010 BONDS PRINCIPAL AMOUNTS, INTEREST RATES, MATURITIES, YIELDS AND CUSIPS $ Serial Bonds Maturing Maturing December 1 Principal December 1 Principal of the Year Amount Coupon Yield CUSIP* of the Year Amount Coupon Yield CUSIP* 2011 2018 2012 2019 2013 2020 2014 2021 2015 2022 2016 2023 2017 2024 $ % Series 2010 Term Bonds, Due December 1, 20 Price: CUSIP*: $ % Series 2010 Term Bonds, Due December 1, 20 Price: CUSIP*: *The City is not responsible for the use of CUSIP numbers referenced herein nor is any representation made by the City as to their correctness. CUSIP numbers are included herein solely for the convenience of the readers of this Official Statement. Item # 24 Attachment number 3 Page 3 of 160 CITY OF CLEARWATER, FLORIDA ELECTED OFFICIALS MAYOR Frank Hibbard CITY COUNCIL John Doran (Vice-Mayor) George N. Cretekos Bill Jonson Paul F. Gibson APPOINTED OFFICIALS William B. Horne, 11, City Manager Pamela K. Akin, Esq., City Attorney Brian J. Ravins, CGFO, Finance Director BOND COUNSEL Bryant Miller Olive P.A. Tallahassee, Florida FINANCIAL ADVISOR Raymond James & Associates, Inc. Orlando, Florida DISCLOSURE COUNSEL Nabors, Giblin & Nickerson, P.A. Tampa, Florida REGISTRAR AND PAYING AGENT U.S. Bank, National Association Orlando, Florida RATE CONSULTANT Burton & Associates St. Augustine, Florida Item # 24 Attachment number 3 Page 4 of 160 No dealer, broker, salesman or other person has been authorized to give any information or to make any representations, other than those contained in this Official Statement, in connection with the offering of the Series 2010 Bonds described herein, and if given or made, such information or representations must not be relied upon as having been authorized by the City or the Underwriters. This Official Statement does not constitute an offer to sell the Series 2010 Bonds or a solicitation of an offer to buy nor shall there be any sale of the Series 2010 Bonds by any person in any jurisdiction in which it is unlawful for such person to make such offer, solicitation or sale. The information set forth herein has been furnished by the City and by other sources which are believed to be reliable, but it is not guaranteed as to accuracy or completeness, and is not to be construed as a representation or contract, by the Underwriters. The information and expressions of opinion herein are subject to change without notice and neither the delivery of the Official Statement nor any sale made hereunder shall, under any circumstances, create any implication that there has been no change in the affairs of the City since the date hereof. The Series 2010 Bonds have not been registered with the Securities and Exchange Commission under the Securities Act of 1933, as amended, nor has the Ordinance been qualified under the Trust Indenture Act of 1939, as amended, in reliance upon exemptions contained in such acts. The registration or qualification of the Series 2010 Bonds in accordance with applicable provisions of the securities laws of the States, if any, in which the Series 2010 Bonds have been registered or qualified and the exemption from registration or qualification in certain other states cannot be regarded as a recommendation thereof. Neither these States nor any of their agencies have passed upon the merits of the Series 2010 Bonds or the accuracy or completeness of this Official Statement. Any representation to the contrary may be a criminal offense. Item # 24 Attachment number 3 Page 5 of 160 TABLE OF CONTENTS Page INTRODUCTORY STATEMENT ............................................................................................... . 1 REFUNDING OF THE SERIES 2002 BONDS ............................................................................ . 3 DESCRIPTION OF THE SERIES 2010 BONDS ......................................................................... . 3 General ..................................................................................................................................... . 3 Redemption of Series 2010 Bonds ........................................................................................... . 4 Book-Entry Only System ......................................................................................................... . 5 SECURITY FOR THE SERIES 2010 BONDS ............................................................................. . 7 Series 2010 Bonds Not a Debt of the City .............................................................................. 10 Parity Bonds ............................................................................................................................ 10 DEBT SERVICE REQUIREMENTS ........................................................................................... 11 SOURCES AND USES OF FUNDS ............................................................................................ 12 THE WATER AND SEWER SYSTEM ....................................................................................... 12 Water System .......................................................................................................................... 12 Sewer System .......................................................................................................................... 15 Reclaimed Water System ........................................................................................................ 17 Future Water and Sewer Capital Improvements ..................................................................... 18 Regulation and Permitting ...................................................................................................... 18 RATES, FEES AND CHARGES ................................................................................................. 18 Establishment of Rates, Fees and Charges; Rate Study .......................................................... 18 FINANCIAL STATEMENTS ...................................................................................................... 19 INVESTMENT POLICY OF THE CITY .................................................................................... 19 LITIGATION ................................................................................................................................ 20 RATINGS ..................................................................................................................................... 20 TAX MATTERS ........................................................................................................................... 21 VERIFICATION OF MATHEMATICAL COMPUTATIONS ................................................... 23 LEGAL OPINIONS ...................................................................................................................... 24 ENFORCEABILITY OF REMEDIES ......................................................................................... 24 FINANCIAL ADVISOR .............................................................................................................. 24 UNDERWRITING ....................................................................................................................... 25 DISCLOSURE REQUIRED BY FLORIDA BLUE SKY REGULATIONS ............................... 25 ADVISORS AND CONSULTANTS ........................................................................................... 26 CONTINUING DISCLOSURE .................................................................................................... 26 CERTIFICATE CONCERNING OFFICIAL STATEMENT ...................................................... 27 MISCELLANEOUS ..................................................................................................................... 27 Item # 24 Attachment number 3 Page 6 of 160 Appendices Appendix A General Information Regarding the City Appendix B Audited Financial Statements of the City for the Fiscal Year Ended September 30, 2009 Appendix C Forms of Ordinance 6915-01 and the Resolution Appendix D Form of Continuing Disclosure Certificate Appendix E Form of Bond Counsel Opinion Appendix F Water and Wastewater Revenue Sufficiency Analysis (Rate Study) Appendix G Schedule of Rates, Fees and Charges ii Item # 24 Attachment number 3 Page 7 of 160 OFFICIAL STATEMENT CITY OF CLEARWATER, FLORIDA $[Bond Amount]* Water and Sewer Revenue Refunding Bonds, Series 2010 INTRODUCTORY STATEMENT The purpose of this Official Statement, which includes the cover page, the Summary Statement and the Appendices, is to provide information concerning the City of Clearwater, Florida (the "City") and the City's $ [Bond Amount] * Water and Sewer Revenue Refunding Bonds, Series 2010 (the "Series 2010 Bonds"). The Series 2010 Bonds are being issued for the purpose of advance refunding and redeeming on December 1, 2011 all, or a portion, of the Outstanding principal amount of the City's Water and Sewer Revenue Bonds, Series 2002 (the "Series 2002 Bonds") and paying the cost of issuing the Series 2010 Bonds. The Series 2010 Bonds are payable from and secured by a lien on the Net Revenues of the City's water, wastewater and reclaimed water system (the "System"), as further described herein. The lien of the Series 2010 Bonds on the Net Revenues is on a parity with the holders of the City's Water and Sewer Revenue Bonds, Series 2002 (the "Series 2002 Bonds") not refunded with the proceeds of the Series 2010 Bonds, $2,020,000 Outstanding principal amount of the City's Water and Sewer Revenue Refunding Bonds, Series 2003 (the "Series 2003 Bonds"), $26,430,000 Outstanding principal amount of the City's Water and Sewer Revenue Bonds, Series 2006 (the "Series 2006 Bonds"), $67,715,000 Outstanding principal amount of the City's Water and Sewer Revenue Bonds, Series 2009A (the "Series 2009A Bonds") and $38,460,000 Outstanding principal amount of the City's Water and Sewer Revenue Refunding Bonds, Series 2009B (the "Series 2009B Bonds"), as further described herein. The Series 2010 Bonds will be issued pursuant to the authority of and in full compliance with (a) the charter of the City, (b) the Constitution and the laws of the State of Florida, particularly Chapter 166, Part II, Florida Statutes, and other applicable provisions of law, and (c) Ordinance No. 3674-84 enacted by the Issuer on August 2, 1984, as amended and supplemented in Ordinance 6915-01, enacted November 15, 2001 (collectively, the "Ordinance"), and, as further supplemented by Resolution No. 10-25, adopted by the City on November 4, 2010 (collectively, the "Resolution"). Neither the Series 2010 Bonds nor the interest thereon constitute a general obligation or indebtedness of the City within the meaning of any constitutional, statutory or charter provision or limitation. No owner or owners of any Series 2010 Bonds shall ever have the right to compel the exercise of the ad valorem taxing power of the City, or any other taxing power in any form on any real or personal property of the City, to pay the Series 2010 Bonds or the interest thereon. The City shall not be obligated to pay the Series 2010 Bonds or any interest thereon except from the Net Revenues, in the manner provided in the Ordinance. Item # 24 Attachment number 3 Page 8 of 160 A Reserve Account has been established for the benefit of the Series 2010 Bonds and the outstanding Parity Bonds (as herein defined). Upon issuance of the Series 2010 Bonds, the Reserve Account will be funded in an amount equal to the Reserve Account Requirement for Series 2010 Bonds and the Outstanding Parity Bonds. The City covenants in the Ordinance to fix, establish and maintain such rates, and collect such fees, rentals and other charges for the services and facilities of the System (as herein defined) and revise the same from time to time whenever necessary as will always provide Gross Revenues in each Fiscal Year sufficient to pay (1) the Cost of Operation and Maintenance of the System in such Fiscal Year, (ii) 115% of the Bond Service Requirement for such Fiscal Year on the Outstanding Series 2010 Bonds and on all Outstanding Additional Bonds and Parity Bonds, plus (iii) 100% of all reserve and other payments required to be made pursuant to the Ordinance. The City may issue Additional Bonds, payable on a parity from the Net Revenues with the Series 2010 Bonds and the Parity Bonds, for the purpose of refunding all or a portion of the Outstanding Bonds, or financing the cost of extensions, additions and improvements to the System and for the acquisition and construction of, and extensions and improvements to, sewer and/or water systems which are to be consolidated with the System and operated as a single combined utility, provided that, among other requirements, certain earnings tests relating historical Net Revenues to the Maximum Bond Service Requirement of all Bonds outstanding after the issuance of such Additional Bonds can be met. Such historical Net Revenues may be adjusted by the Consulting Engineer as provided in the Ordinance. Definitions of certain words and terms having initial capitals used herein and in the Ordinance are contained in the "FORMS OF ORDINANCE 6915-01 AND THE RESOLUTION" in Appendix C hereto. The references, excerpts and summaries of all documents referred to herein do not purport to be complete statements of the provisions of such documents, and reference is directed to all such documents for full and complete statements of all matters of fact relating to the Series 2010 Bonds, the security for the payment of the Series 2010 Bonds, and the rights and obligations of holders thereof. The information contained in this Official Statement involving matters of opinion or of estimates, whether or not so expressly stated, are set forth as such and not as representations of fact, and no representation is made that any of the estimates will be realized. Neither this Official Statement nor any statement which may have been made verbally or in writing is to be construed as a contract with the holders of the Series 2010 Bonds. 2 Item # 24 Attachment number 3 Page 9 of 160 REFUNDING OF THE SERIES 2002 BONDS A portion of the proceeds of the Series 2010 Bonds will be deposited into an escrow account (the "Escrow Account") established with [Paying Agent], Orlando, Florida, as escrow agent (the "Escrow Agent") and invested in cash and/or direct obligations of the United States in order to provide sufficient funds on December 1, 2011, to pay and redeem all, or a portion to be determined on the date of pricing, of the Series 2002 Bonds (the "Refunded Bonds"), at the redemption price of 101% of the principal amount thereof. Upon issuance of the Series 2010 Bonds and based upon the deposit into the Escrow Fund of the cash and/or direct obligations into the Escrow Fund as described above, Bond Counsel will deliver an opinion to the effect that the Refunded Bonds will no longer be outstanding for purposes of the resolution under which they were issued and the pledge of and lien on the Net Revenues created by or pursuant to the Resolution with respect to such Refunded Bonds will cease, terminate and be discharged. DESCRIPTION OF THE SERIES 2010 BONDS General The Series 2010 Bonds will be dated the date of their initial issuance and delivery. The Series 2010 Bonds will bear interest at the rates and mature on December 1 in the amounts and at the times set forth on the cover page of this Official Statement. The Series 2010 Bonds are to be issued as fully registered bonds in denominations of $5,000 or integral multiples thereof. Interest on the Series 2010 Bonds will be calculated based upon a 360 day year comprised of twelve (12) thirty (30) day months and will be payable on June 1, 2011 and semiannually thereafter on June 1 and December 1 of each year, by check or draft mailed to the registered owners, at their addresses as they appear on the registration books of the City maintained by the Bond Registrar, as of the 15th day (whether or not a business day) of the month preceding the interest payment date (the "Record Date"). Owners of $1,000,000 or more in aggregate principal amount of Series 2010 Bonds may receive interest by wire transfer, at the Owner's expense, to a bank account designated in writing by the Owner not later than the Record Date. Principal of, and premium if any, are payable at maturity, or upon redemption prior to maturity, upon presentation and surrender thereof at the corporate trust office of the Paying Agent. [Paying Agent], Orlando, Florida, is acting as Paying Agent and Bond Registrar for the Series 2010 Bonds. No provision of the Ordinance or Resolution provides for an adjustment of the interest rate borne by the Series 2010 Bonds in the event the interest on the Series 2010 Bonds should become included in gross income for federal income tax purposes. The Series 2010 Bonds will be initially issued in the form of a single fully registered Bond for each maturity of the Series 2010 Bonds. Upon initial issuance, the ownership of each such Series 2010 Bonds will be registered in the registration books kept by the Bond Registrar, in the name of Cede & Co., as nominee of The Depository Trust Company, New 3 Item # 24 Attachment number 3 Page 10 of 160 York, New York ("DTC"). While held in book-entry form, all payments of principal, interest and premium, if any, on the Series 2010 Bonds will be made to DTC or the DTC Nominee as the sole registered owner of the Series 2010 Bonds and payments to Beneficial Owners will be the responsibility of DTC and the DTC Participants as described below. See "Book-Entry Only System." Redemption of Series 2010 Bonds Series 2010 Bonds Mandatory Sinking Fund Redemption The Series 2010 Bonds maturing on December 1, will be subject to mandatory redemption prior to maturity, selected by lot, or in such manner as the Registrar may deem appropriate, at a redemption price equal to par plus accrued interest to the redemption date, on December 1, , and each December 1 thereafter, from amounts deposited in the Redemption Account in the Bond Service Fund established by the Ordinance, in the following years and amounts as follows: Year * Maturity Amount The Series 2010 Bonds maturing on December 1, will be subject to mandatory redemption prior to maturity, selected by lot, or in such manner as the Registrar may deem appropriate, at a redemption price equal to par plus accrued interest to the redemption date, on December 1, , and each December 1 thereafter, from amounts deposited in the Redemption Account in the Bond Service Fund established by the Ordinance, in the following years and amounts as follows: Year * Maturity Amount Series 2010 Bonds Optional Redemption Provisions The Series 2010 Bonds maturing on December 1, and thereafter will be subject to optional redemption prior to their respective maturity dates beginning on December 1, at 100% of the par value thereof. 4 Item # 24 Attachment number 3 Page 11 of 160 Book-Entry Only System THE FOLLOWING INFORMATION CONCERNING DTC AND DTC'S BOOK- ENTRY ONLY SYSTEM HAS BEEN OBTAINED FROM SOURCES THAT THE ISSUER BELIEVES TO BE RELIABLE, BUT THE ISSUER TAKES NO RESPONSIBILITY FOR THE ACCURACY THEREOF. DTC will act as securities depository for the Series 2010 Bonds. The Series 2010 Bonds will be issued as fully-registered bonds registered in the name of Cede & Co. (DTC's partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully-registered bond certificate will be issued for each maturity of the Series 2010 Bonds and will be deposited with DTC DTC, the world's largest securities depository, is a limited-purpose trust company organized under the New York Banking Law, a "banking organization" within the meaning of the New York Banking Law, a member of the Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code, and a "clearing agency" registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non-U.S. equity issues, corporate and municipal debt issues, and money market instruments (from over 100 countries) that DTC's participants (the "Direct Participants") deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book-entry transfers and pledges between Direct Participants' accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation ("DTCC"). DTCC is the holding company for DTC, U.S. Bank, National Association Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly (the "Indirect Participants"). DTC has Standard and Poor's highest rating: AAA. The DTC rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com and www.dtc.org. Purchases of the Series 2010 Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for such Series 2010 Bonds on DTC's records. The ownership interest of each actual purchaser of each Series 2010 Bond ("Beneficial Owner") is in turn to be recorded on the Direct and Indirect Participants' records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from 5 Item # 24 Attachment number 3 Page 12 of 160 the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Series 2010 Bonds are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of the Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in the Series 2010 Bonds, except in the event that use of the book-entry system for the Series 2010 Bonds is discontinued. To facilitate subsequent transfers, all Series 2010 Bonds deposited by Direct Participants with DTC are registered in the name of DTC's partnership nominee, Cede & Co. or such other name as may be requested by an authorized representative of DTC. The deposit of Series 2010 Bonds with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Series 2010 Bonds; DTC's records reflect only the identity of the Direct Participants to whose accounts such Series 2010 Bonds are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping an account of their holdings on behalf of their customers. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements made among them, subject to any statutory or regulatory requirements as may be in effect from time to time. Redemption notices shall be sent to DTC. If less than all of the Series 2010 Bonds are being redeemed, DTC's practice is to determine by lot the amount of the interest of each Direct Participant in such bonds, as the case may be, to be redeemed. Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to the Series 2010 Bonds unless authorized by a Direct Participant in accordance with DTC's MMI Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the City as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those Direct Participants to whose accounts the Series 2010 Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy). Redemption proceeds, distributions, and dividend payments on the Series 2010 Bonds will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC's practice is to credit Direct Participants' accounts, upon DTC's receipt of funds and corresponding detail information from the City or the Registrar on the payable date in accordance with their respective holdings shown on DTC's records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or with securities held for the accounts of customers in bearer form or registered in "street name," and will be the responsibility of such Participant and not of DTC, the Registrar or the City, subject to any statutory and regulatory requirements as may be in effect from time to time. Payment of redemption proceeds, distributions, and 6 Item # 24 Attachment number 3 Page 13 of 160 dividend payments to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of the City and/or the Paying Agent for the Series 2010 Bonds. Disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the responsibility of the Direct and Indirect Participants. DTC may discontinue providing its services as securities depository with respect to the Series 2010 Bonds at any time by giving reasonable notice to the City. Under such circumstances, in the event that a successor securities depository is not obtained, Series 2010 Bond certificates are required to be printed and delivered. The City may decide to discontinue use of the book-entry transfers through DTC (or a successor securities depository). In that event, Series 2010 Bond certificates will be printed and delivered to DTC. In the event that the book-entry only system is discontinued, the following provisions will govern the transfer and exchange of Series 2010 Bonds. The Series 2010 Bonds will be exchanged for an equal aggregate principal amount of corresponding bonds in other authorized denominations and of the same series and maturity, upon surrender thereof at the principal corporate trust office of the Bond Registrar. The transfer of any Series 2010 Bonds will be registered on the books maintained by the Bond Registrar for such purpose only upon the surrender thereof to the Bond Registrar with a duly executed written instrument of transfer in form and with guaranty of signatures satisfactory to the Bond Registrar, containing written instructions as to the details of transfer of such Series 2010 Bonds, along with the social security number or federal employer identification number of such transferee. The City and the Bond Registrar may charge the registered owners a sum sufficient to reimburse them for any expenses incurred in making any exchange or transfer after the first such exchange or transfer following the delivery of the Series 2010 Bonds. The Bond Registrar or the City may also require payment from the registered owners or their transferees, as the case may be, of a sum sufficient to cover any tax, fee or other governmental charge that may be imposed in relation thereto. Such charges and expenses shall be paid before any such new Series 2010 Bonds shall be delivered. Neither the City nor the Bond Registrar shall be required to register the transfer or exchange of any Series 2010 Bonds during the period commencing on the fifteenth day (whether or not a business day) of the month next preceding an interest payment date and ending on such interest payment date or, in the case of any proposed redemption of a Series 2010 Bonds, after such Series 2010 Bonds or any portion thereof has been selected for redemption. SECURITY FOR THE SERIES 2010 BONDS Net Revenues. The principal of and premium, if any, and interest on the Series 2010 Bonds are payable solely from and secured by an irrevocable first lien upon and pledge of the Net Revenues (as hereinafter defined) derived and collected by the City from 7 Item # 24 Attachment number 3 Page 14 of 160 the operation of the water, sewer and reclaimed water system of the City (the "System"), on a parity with the Parity Bonds. "Net Revenues" are defined by the Ordinance to include all income or earnings, including any income from the investment of funds, derived by the City from the operation of the System after deduction of current expenses, either paid or accrued, for the operation, maintenance and repair of the System, but not including reserves for renewals and replacements, for extraordinary repairs or any allowance for depreciation. The Series 2010 Bonds do not constitute a general indebtedness of the City within the meaning of any constitutional, statutory or charter provision or limitation. The principal of and interest on the Series 2010 Bonds and all required reserve and other payments shall be made solely from the Net Revenues. The City shall never be required to levy ad valorem taxes on any property therein to pay the principal of and interest on the Series 2010 Bonds or to make any of the required debt service, reserve or other payments, and any failure to pay the Series 2010 Bonds shall not give rise to a lien upon any property of or in the City, except the Net Revenues. Rate Covenant. In the Ordinance, the City has covenanted to fix, establish and maintain such rates and collect such fees, rentals and other charges for the services and facilities of the System and revise the same from time to time whenever necessary, as will always provide Gross Revenues in each Fiscal Year sufficient to pay the Cost of Operation and Maintenance of the System in such Fiscal Year, one hundred fifteen per centum (115%) of the Bond Service Requirement becoming due in such Fiscal Year on the Outstanding Parity Bonds, on the outstanding Bonds and on all outstanding Additional Bonds, plus one hundred per centum (100%) of all reserve and other payments required to be made pursuant to this Ordinance and the Original Ordinance. Such rates, fees, rentals and other charges shall not be reduced so as to be insufficient to provide Gross Revenues for such purposes. Reserve Account. The Ordinance creates a Reserve Account in a sum equal to and sufficient to pay the Maximum Bond Service Requirement on all outstanding Bonds becoming due in any ensuing Fiscal Year. The Reserve Account will be fully funded after the issuance of the Series 2010 Bonds. No further payments will be required to be made into such Reserve Account as long as there shall remain on deposit therein a sum equal to the Maximum Bond Service Requirement on all outstanding Bonds becoming due in any ensuing Fiscal Year. Moneys in the Reserve Account shall be used only for the purpose of payment of maturing principal of or interest on the Bonds when the moneys in the Sinking Fund are insufficient therefor. Interest earnings on funds held in the Reserve Account will be transferred to the Revenue Fund. In lieu of or in substitution for all or any part of the required deposits to the Reserve Account, the City may provide for the deposit of a surety bond or insurance policy from a reputable insurer in accordance with the provisions of the Ordinance. 8 Item # 24 Attachment number 3 Page 15 of 160 Any withdrawals from the Reserve Account will be subsequently restored from the first moneys available in the Revenue Fund after all required current payments into the Sinking Fund and into the Reserve Account, including all deficiencies for prior payments, have been made in full. Additional Bonds. Additional Bonds, payable on a parity from the Net Revenues with the Series 2010 Bonds and the Parity Bonds, may be issued for the purposes of refunding all or a portion of the outstanding Bonds or financing the cost of extensions, additions and improvements to the System and for the acquisition and construction of, and extensions, additions and improvements to, sewer and/or water systems which are to be consolidated with the System and operated as a single combined utility. Additional Bonds, other than for refunding purposes, will be issued only upon compliance with all of the conditions set forth in the Ordinance, including the following: (1) There shall have been obtained and filed with the Clerk a certificate of the Finance Director stating: (a) that the books and records of the City relative to the System have been audited by a qualified and recognized firm of independent certified public accountants; (b) based on such audited financial statement, that the amount of the adjusted Net Revenues derived for the Fiscal Year preceding the date of issuance of the proposed Additional Bonds or for any twelve (12) consecutive months during the eighteen (18) months immediately preceding the date of issuance of the Additional Bonds with respect to which such certificate is made, adjusted as herein below provided; and (c) based on such audited financial statement, that the aggregate amount of such Net Revenues, as adjusted, for the period for which such Net Revenues are being certified is equal to not less than 120% of the Maximum Bond Service Requirement becoming due in any Fiscal Year thereafter on (i) all Parity Bonds and the Bonds issued under the Ordinance, if any, then Outstanding, and (ii) on the Additional Bonds with respect to which such certificate is made. (2) Upon recommendation of the Consulting Engineers, the Net Revenues certified pursuant to (b) in the previous paragraph may be adjusted by including: (a) 100% of the additional Net Revenues which in the opinion of the Consulting Engineer would have been derived by the City from rate increases adopted before the Additional Bonds are issued, if such rate increases had been implemented before the commencement of the period for which such Net Revenues are being certified, and (b) 100% of the additional Net Revenues estimated by the Consulting Engineer to be derived during the first full twelve month period after the facilities of the System are extended, enlarged, improved or added to with the proceeds of the Additional Bonds with respect to which such certificate is made. The adjustments described in (b) of this paragraph may only be made if the Net Revenues as adjusted under (a) of the prior paragraph for the period for which such Net Revenues are being certified equals at least 1.00 times the Maximum Bond Service Requirement becoming due in any Fiscal Year thereafter on (i) all Bonds then outstanding; and (ii) on the Additional Bonds with respect to which such certificate is made. 9 Item # 24 Attachment number 3 Page 16 of 160 See Appendix C, "Forms of Ordinance 6915-01 and the Resolution." See also "Parity Bonds" below under this principal caption. Series 2010 Bonds Not a Debt of the City The Series 2010 Bonds shall not constitute a general obligation or indebtedness of the City within the meaning of any constitutional, statutory or charter provision or limitation, and no Bondholder shall ever have the right to compel the exercise of the ad valorem taxing power of the City or taxation in any form of real or personal property therein for the payment of the principal of and interest on the Series 2010 Bonds or to compel the City to pay such principal and interest from any other funds of the City except the Net Revenues. The Series 2010 Bonds shall not constitute a lien upon any property of or in the City, but shall constitute a lien only on the Net Revenues all in the manner provided in the Ordinance. Parity Bonds At the time of pricing of the Series 2010 Bonds, there will be Outstanding under the Ordinance, $51,105,000 of the City's Water and Sewer Revenue Bonds, Series 2002 (the "Series 2002 Bonds"), $2,020,000 of the City's Water and Sewer Revenue Refunding Bonds, Series 2003 (the "Series 2003 Bonds"), $26,430,000 of the City's Water and Sewer Revenue Bonds, Series 2006 (the "Series 2006 Bonds"), $67,715,000 of the City's Water and Sewer Revenue Bonds, Series 2009A (the "Series 2009A Bonds") and $38,460,000 of the City's Water and Sewer Revenue Refunding Bonds, Series 2009B (the "Series 2009B Bonds"). All, or a portion, of the Series 2002 Bonds will be refunded from a portion of the proceeds of the Series 2010 Bonds on December 1, 2011. The portion, if any, of the Series 2002 Bonds not refunded by the Series 2010 Bonds, and the Series 2003 Bonds, Series 2006 Bonds, Series 2009A Bonds and Series 2009B Bonds rank on a parity with the Series 2010 Bonds as to the lien and pledge of the Net Revenues and hereinafter referred to collectively as the "Parity Bonds"). It is anticipated that the City will continue to issue Parity Bonds from time to time to finance additions, expansions and improvements to the System and to refund Outstanding Bonds. 10 Item # 24 Attachment number 3 Page 17 of 160 DEBT SERVICE REQUIREMENTS Fiscal Year Outstanding Endin Bonds* Series 2010 Bonds 2011 12,807,020.65 2012 11,655,370.02 2013 10,338,402.52 2014 10,312, 740.02 2015 10,258,400.02 2016 10,259,285.02 2017 10,258, 520.02 2018 10,260,270.02 2019 10,263,945.02 2020 6,509,532.52 2021 6,505,913.77 2022 6,504,116.89 2023 6,494,591.26 2024 6,495,409.39 2025 6,484,653.14 2026 6,482,278.14 2027 6,475,021.89 2028 6,467,771.89 2029 6,460,271.89 2030 6,447,425.01 2031 6,438,990.64 2032 6,433,018.77 2033 6,414,337.51 2034 10,203,006.25 2035 10,201,881.25 2036 10,204,625.00 2037 10,205,056.25 2038 10,202,125.00 2039 10,204, 518.75 2040 10,200,925.00 Totals $258,449,423.52 Aggregate Debt Service *Outstanding Bonds are as of Preliminary Official Statement dated date. Outstanding Bonds exclude debt service on Series 2002 Bonds due on or after on December 1, 2012 which are anticipated to be refunded by the Series 2010 Bonds. 11 Item # 24 Attachment number 3 Page 18 of 160 SOURCES AND USES OF FUNDS Series 2010 Bonds SOURCES Principal Amount of Series 2010 Bonds $ [Bond Amount] Original Issue Discount/Premium Total Sources USES Deposit to Escrow Fund for the Series 2002 Bonds Costs of Issuance including Underwriters' Discount _ Total Uses $ * Preliminary, subject to change. THE WATER AND SEWER SYSTEM Water System The water supply for the area served by the System is currently derived from existing City wellfields and by the purchase of water from Pinellas County. The City has a bulk water purchase agreement with Pinellas County that supplies up to 15 million gallons per day of the service area's water needs on an as needed basis. Supply under the contract commenced on October 1, 2005 and will terminate on September 30, 2035. The average purchase over the past five (5) years has been 71.3% of the maximum amount. The City currently has nineteen (19) Floridan Aquifer wells throughout the service area permitted for 6.25 million gallons per day, each equipped with automatic control systems. The City water system and the Pinellas County water system are interconnected at seven (7) locations. Under the City's contract with Pinellas County, Pinellas County agrees to supply the City with sufficient water for the designated service area. The contract rate in Fiscal Year 2009 was $3.1844 per thousand gallons. The rate is set by the Board of County Commissioners and is based on a prorated share of revenue cost requirements of the 12 Item # 24 Attachment number 3 Page 19 of 160 Pinellas County water system, including production and transmission costs required for the supply of water to the Pinellas County water users. Pinellas County obtains approximately 70 million gallons per day or 100% of its water supply from Tampa Bay Water, a Regional Water Supply Authority ("Tampa Bay Water") (the successor to the West Coast Regional Water Supply Authority). It is entitled under contract to obtain 100% of its water needs per day from Tampa Bay Water. The City currently acquires approximately 8.0 to 10 million gallons per day from Pinellas County. The City's water distribution system consists of approximately 575 miles of water mains ranging up to 20 inches in diameter. The distribution system contains numerous interconnections between piping, making larger size mains unnecessary for existing flow conditions. City water storage within the distribution system consists of a series of ground- level water storage pumping systems and elevated tank water storage. The City currently has four 5-million gallon ground-level water storage reservoirs and two 1-million gallon elevated water storage tanks. The City's elevated storage tanks are all steel vessels which provide immediate response to pressure and flow demands in the local areas. Raw water within the City of Clearwater has historically been of adequate quality to meet minimum regulatory requirements and has received treatment only in the form of disinfection via chlorination with a limited amount of aeration for sulfide control. Additional treatment has been added in the form of corrosion control (polyphosphate). This type of treatment to date has been compatible with the quality of bulk water purchased from the County to date. Continual use of the City's wells has led to increasing mineralization of the City supply, but these levels have been within the guidelines for public health and safety. The following chart shows the average daily water flow on an annualized basis over the past five years: Source and Volume of Water Pumped (in million gallons per day, averaged over the Fiscal Year) FY City Wells County Total 2005 3.550 10.630 14.180 2006 4.093 9.999 14.092 2007 3.570 9.090 12.660 2008 3.075 9.080 12.155 2009 3.710 7.781 11.491 The decline in water average daily flows is due to conservation and the reduction in potable water for irrigation by providing alternative water supply of reclaimed water for irrigation. The table below illustrates the number of water customers over the past five years. 13 Item # 24 Attachment number 3 Page 20 of 160 Historical Numbers of Water Customers (all figures are as of September of the year indicated) Year Water Customers 2005 40,178 2006 40,467 2007 40,407 2008 40,131 2009 39,935 The ten largest water customers in 2009 based upon revenues produced are shown in the table below: Ten Largest Water Customers Fiscal Year Ended September 30, 2009* Revenues % of Total Name of User Produced Revenues 1. City of Clearwater $675,957 2.78325% 2. Church of Scientology FSO Inc. 549,364 2.26200% 3. Morton Plant Hospital 322,664 1.32857% 4. Pinellas County Schools 256,604 1.05656% 5. IMT-LB Central FL Portfolio LLC 214,498 0.88319% 6. Clearwater Housing Authority 204,673 0.84274% 7. Sandpearl Resort LLC 141,515 0.58269% 8. Pinnacle Management Corp. 138,644 0.57087% 9. Bre/Clearwater Owner LLC 127,048 0.52312% 10. Brenntag Mid-South Inc 125,989 0.51876% Total $2,756,956 11.35175% * For the Fiscal Year Ended 9/30/09 the Top Ten Customers were reviewed and revised, to combine accounts for affiliates of the same entity, ex: all City of Clearwater accounts, and, accordingly may have resulted in a significant change in ranking and annual usage/revenues from previous years. 14 Item # 24 Attachment number 3 Page 21 of 160 Sewer System The City's sanitary sewage collection system is composed of approximately 368 miles of gravity mains and 77 miles of force mains, utilizing 79 lift stations. Three treatment plants with a combined design capacity of 28.5 mgd (million gallons per day) are on line and operational. These three plants are the Marshall Street Facility, the Northeast Facility and the East Facility. The Marshall Street Facility was constructed in the 1950's, the East Facility was constructed in the 1960's and the Northeast Facility was constructed in the 1970's. These plants have been expanded several times to their current design capacities of ten million, five million and thirteen and one-half million gallons per day respectively. All three plants utilize Advanced Wastewater Treatment processes. The current systems include nitrogen and phosphorous removal, anaerobic digestion and sludge thickening, and provide highly treated reclaimed water for private, commercial and municipal use. The Marshall Street and Northeast plants also provide for sludge dewatering. The Northeast Biosolids Management Facility was constructed in 1994. It is designed to process thirty-three dry tons per day of sludge that meets EPA and Florida Department of Environmental Protection sludge criteria. The City has entered into an Interlocal Agreement with the City of Safety Harbor to share operations and maintenance costs of the Northeast Wastewater Facility. Pursuant to the Agreement, the City bills Safety Harbor on the basis of usage calculated by (1) operating cost charge, which is for the total operations of the plant with all operating costs being combined then allocated based on a formula of average use; and (ii) capacity cost charge, which is a reimbursement incurred to replace the facility. The Interlocal Agreement expires and is renewable in 2018. The following chart shows the average daily sewage flow on an annualized basis over the past five years: Average Sewage Flow Annual Avg. Daily Flow Fiscal Year In MGD 2005 14.7 2006 13.8 2007 13.6 2008 14.0 2009 13.5 15 Item # 24 Attachment number 3 Page 22 of 160 The table below illustrates the number of sewer customers over the past five years. Historical Number of Sewer Customers (All figures are as of September 30 of the year indicated) Sewer Year Customers 2005 33,305 2006 33,279 2007 33,255 2008 33,146 2009 33,084 The ten largest sewer customers in 2009 based upon sewer revenues produced are shown in the table below: Ten Largest Sewer Customers Fiscal Year Ended September 30, 2009* Revenues % of Total Name of User Produced Revenues 1. Church of Scientology $531,960 2.02726% 2. City of Clearwater 360,713 1.37466% 3. Morton Plant Hospital 358,990 1.36808% 4. Pinellas County Schools 331,332 1.26268% 5. IMT-LB Central FL Portfolio LLC 215,031 0.81947% 6. Clearwater Housing Authority 191,182 0.72858% 7. Bre/Clearwater Owner LLC 162,551 0.61947% 8. Pinnacle Management Corp. 159,370 0.60735% 9. Sandpearl Resort LLC 149,381 0.56928% 10. Publix 137,062 0.52233% Total $2,597,572 9.89916% * For the Fiscal Year Ended 9/30/09 the Top Ten Customers were reviewed and revised, to combine accounts for affiliates of the same entity, ex: all City of Clearwater accounts, and, accordingly may have resulted in a significant change in ranking and annual usage/revenues from previous years. 16 Item # 24 Attachment number 3 Page 23 of 160 Reclaimed Water System The City began its reclaimed water system in 1988. It operates under a master reuse permit with allowable distribution of 14 MGD for beneficial use. The reclaimed water system uses treated effluent to produce high quality reclaimed water at all 3 wastewater treatment plants. The storage capacity is currently 10 MGD per day, with 5 MGD at each of the Northeast and Marshall Street Facilities. Additional planned storage capacity of 5 MGD will be attained upon acceptance of the Skycrest Reclaimed Water Projects, which were completed in September, 2010, but have not yet been accepted. The reclaimed water system has 30 miles of completed pipeline distribution, which supplies city customers with 4.4 MGD. In addition, pursuant to an Interlocal Agreement, the reclaimed water system supplies Pinellas County with a minimum of 3 MGD. The operation of the reclaimed water system has enabled the City to meet various permitting requirements relating to its wastewater treatment facilities, has reduced the number of separate water meters for irrigation and has significantly reduced the use of potable water for irrigation purposes. Set forth below is a table showing the average daily flows of the reclaimed water system for the Fiscal Years indicated: Fiscal Average Daily Year Flow (MGD) 2005 2.4 2006 2.9 2007 3.4 2008 3.5 2009 4.4* * Increase from 2008 to 2009 due to increased purchases from Pinellas County averaging 1 mgd. 17 Item # 24 Attachment number 3 Page 24 of 160 Future Water and Sewer Capital Improvements The Rate Study (hereinafter defined and as more particularly described under the caption "RATES, FEES AND CHARGES - Establishment of Rates, Fees and Charges; Rate Study") forecasts a capital improvement program for the System over the ten year period from 2011 through 2020 in the amount of approximately $ [ ]. Of this amount, it is anticipated that the City will incur long-term revenue bond financing of $[ ] from the future issuance of revenue bonds; however, none of the proceeds of the Series 2010 Bonds will be used for such capital improvements. The balance of the costs of the capital improvement program are expected to be paid from impact fees, grant funding, renewal and replacement and from unexpended amounts on deposit in the Revenue Fund after payment of debt service on Bonds. Regulation and Permitting The City's water and wastewater systems are regulated by the United States Environmental Protection Agency and by the State of Florida's Department of Environmental Protection ("FDEP"). The Water supply permitting is regulated under the Southwest Florida Water Management District, which grants 10-year water permits. The current water permit allows withdrawal of 6.25 MGD and expires in December, 2010. The expansion of the reverse osmosis plant will require that the City request an additional 1.5 MGD under the permit. Wastewater treatment plants operate under 5-year FDEP permits that expire in October, 2011 for the Marshall Street Facility and in March, 2012 at the East Facility and the Northeast Facility. The City has commenced the process of applying for renewal of the permit for the reverse osmosis plant. Renewals for both water and wastewater permits will be made in the normal course of business, and the City does not anticipate any difficulties or delays in the receipt of such permit renewals. RATES, FEES AND CHARGES Establishment of Rates, Fees and Charges; Rate Study The City establishes by ordinance rates, fees and charges for use of the System, which are adopted in response to periodic rate studies conducted by Burton and Associates, the City's utility rate consultant. The most recent "FY 2009 Water & Wastewater Revenue Sufficiency Analysis," dated June 5, 2009 (the "Rate Study") forms the basis for establishing future rates fees and charges for System services based upon a planning period of FY 2009 through FY 2019. The Rate Study recommended a 7% increase per year in FY 2010 and FY 2011 followed by 6% annual rate adjustments in FY 2012 and FY 2013 with 4.50% increases each year thereafter. The FY 2010 rate adjustment became effective on October 1, 2009. With rate increases approved in 2008 through FY 2013, additional increases were not requested as a result of this Study. A request for future increases is 18 Item # 24 Attachment number 3 Page 25 of 160 planned at the conclusion of a 2011 rate study in anticipation of the issuance of additional revenue bonds in 2012. The Rate Study is included herein as Appendix F and a schedule of rates, fees and charges is attached hereto as Appendix G. Historical Debt Service Coverage By Historical Net Revenues Fiscal Years Ended September 30 2005 2006 2007 2008 2009 Net Revenues Available for Debt Service (1) $14,135,278 $14,650,540 $15,706,029 $15,689,703 $20,647,352 Annual Debt Service 9,801,569 9,730,888 10,702,542 10,896,558 10,967,983 Coverage 1.44 1.51 1.47 1.44 1.88 (1) Revenues used in calculation include interest earnings and exclude extraordinary gain and contributed revenues. Expenses used exclude depreciation (and similar non-cash expenses), amortization of bond discount and issue costs, bond interest, sinking fund and reserve requirements and extraordinary loss. For a "Forecast of Net Revenues and Debt Service Coverage" for the Fiscal Years 2010 though and including 2019, see "Appendix A - Schedule 8" of the Rate Study. FINANCIAL STATEMENTS The combined financial statements and Water and Sewer enterprise fund financial statements of the City at September 30, 2009 and for the Fiscal Year then ended, appended hereto as Appendix B, have been excerpted from the financial statements contained in the City's Comprehensive Annual Financial Reports for the Fiscal Year ending September 30, 2009. INVESTMENT POLICY OF THE CITY Pursuant to the requirements of Section 218.45, Florida Statutes, the City adopted a written investment policy, which applies to all funds held by or for the benefit of the City Council (except for proceeds of bond issues which are deposited in escrow and debt service funds and governed by their bond documents) and funds of Constitutional Officers and other component units of the City. The objectives of the investment policy, listed in order in order of importance, are: 1. Safety of principal 2. Provision of sufficient liquidity 19 Item # 24 Attachment number 3 Page 26 of 160 3. Optimization of return within the constraints of safety and liquidity The investment policy limits the securities eligible for inclusion in the City's portfolio. The City will attempt to maintain a weighted average maturity of its investments at or below three years; however, the average maturity of investments may not exceed five years. To enhance safety, the investment policy requires the diversification of the portfolio to reduce the risk of loss resulting from over-concentration of assets in a specific class of security. The investment policy also requires the preparation of periodic reports for the City Council of all outstanding securities by class or type, book value, income earned and market value as of the report date. Notwithstanding the foregoing, moneys held in the funds and accounts established under the Ordinance may be invested only in Authorized Investments, as described in the Ordinance. LITIGATION In the opinion of the City Attorney, no legal proceedings are pending or threatened that materially affect the City's ability to perform its obligations to the holders of the Series 2010 Bonds or that materially affect the Pledged Revenues. In the opinion of the City Attorney, there is no litigation or controversy of any nature now pending or, to the City's knowledge, threatened to restrain or enjoin the issuance, sale, execution or delivery of the Series 2010 Bonds or in any way contesting the validity of the Series 2010 Bonds or any proceedings of the City taken with respect to the authorization, sale or issuance of the Series 2010 Bonds or the pledge or application of any moneys provided for the payment of the Series 2010 Bonds. RATINGS Standard & Poor's, a division of The McGraw-Hill Companies ("S&P"), Moody's Investors Service ("Moody's") and Fitch Ratings ("Fitch") have assigned ratings of "AA-", "Aa3" and "AA-" respectively, to the Series 2010 Bonds. Such ratings reflect only the views of such organizations and any desired explanation of the significance of such ratings should be obtained from the respective rating agency. Generally, a rating agency bases its rating on the information and materials furnished to it and on investigations, studies and assumptions of its own. There is no assurance that such ratings will continue for any given period of time or that such ratings will not be revised downward or withdrawn entirely by the rating agencies, if in the judgment of such rating agencies, circumstances so warrant. 20 Item # 24 Attachment number 3 Page 27 of 160 Any such downward revision or withdrawal of such ratings may have an adverse effect on the market price of the Series 2010 Bonds. TAX MATTERS General The Internal Revenue Code of 1986, as amended (the "Code") establishes certain requirements which must be met subsequent to the issuance and delivery of the Series 2010 Bonds in order that interest on the Series 2010 Bonds will be and remain excluded from gross income for purposes of federal income taxation. Non-compliance may cause interest on the Series 2010 Bonds to be included in federal gross income retroactive to the date of issuance of the Series 2010 Bonds, regardless of the date on which such non- compliance occurs or is ascertained. These requirements include, but are not limited to, provisions which prescribe yield and other limits within which the proceeds of the Series 2010 Bonds and the other amounts are to be invested and require that certain investment earnings on the foregoing must be rebated on a periodic basis to the Treasury Department of the United States. The City has covenanted in the Resolution to comply with such requirements in order to maintain the exclusion from federal gross income of the interest on the Series 2010 Bonds. In the opinion of Bond Counsel, assuming compliance with the aforementioned covenants, under existing statutes, regulations and judicial decisions, interest on the Series 2010 Bonds is excluded from gross income for purposes of federal income taxation, interest on the Series 2010 Bonds is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations; however, interest on the Series 2010 Bonds will be taken into account to determine adjusted current earnings of corporations such that interest on the Series 2010 Bonds may be subject to the alternative minimum tax when any 2010 Bond is held by a corporation. The alternative minimum taxable income of a corporation must be increased by 75% of the excess of such corporation's adjusted current earnings over its alternative minimum taxable income (before this adjustment and the alternative tax net operating loss deduction). "Adjusted current earnings" will include interest on the Series 2010 Bonds. Except as described above, Bond Counsel expresses no opinion regarding other federal tax consequences resulting from ownership of, receipt or accrual of interest on, or disposition of the Series 2010 Bonds. Prospective purchasers of the Series 2010 Bonds should be aware that (1) Section 265 of the Code denies a deduction for interest on indebtedness incurred or continued to purchase or carry the Series 2010 Bonds; (ii) with respect to insurance companies subject to the tax imposed by Section 831 of the Code, Section 832(b)(5)(13)(1) reduces the deduction for loss reserves by 15% of the sum of certain items, including interest on the Series 2010 Bonds; (iii) interest on the Series 2010 Bonds earned by certain foreign corporations doing business in the United States could be subject to a branch profits tax imposed by Section 884 of the Code; (iv) passive investments income, 21 Item # 24 Attachment number 3 Page 28 of 160 including interest on the Series 2010 Bonds, may be subject to federal income taxation under Section 1375 of the Code for Subchapter S corporations that have Subchapter C earnings and profits at the close of the taxable year if greater than 25% of the gross receipts of such Subchapter S corporations is passive investment income; and (v) Section 86 of the Code requires recipients of certain Social Security and certain Railroad Retirement benefits to take into account, in determining the taxability of such benefits, receipts or accruals of interest on the Series 2010 Bonds. Other provisions of the Code may give rise to adverse federal income tax consequences to particular Bondholders. Holders of the Series 2010 Bonds should consult their own tax advisors with respect to the tax consequences to them of owning the Series 2010 Bonds. PURCHASE, OWNERSHIP, SALE OR DISPOSITION OF THE SERIES 2010 BONDS AND THE RECEIPT OR ACCRUAL OF THE INTEREST THEREON MAY HAVE ADVERSE FEDERAL TAX CONSEQUENCES FOR CERTAIN INDIVIDUAL AND CORPORATE REGISTERED OWNERS. PROSPECTIVE REGISTERED OWNERS SHOULD CONSULT WITH THEIR TAX SPECIALISTS FOR INFORMATION IN THAT REGARD. During recent years legislative proposals have been introduced in Congress, and in some cases enacted, that altered certain federal tax consequences resulting from the ownership of obligations that are similar to the Series 2010 Bonds. In some cases these proposals have contained provisions that altered these consequences on a retroactive basis. Such alterations of federal tax consequences may have affected the market value of obligations similar to the Series 2010 Bonds. From time to time, legislative proposals are pending which could have an effect on both the federal tax consequences resulting from ownership of the Series 2010 Bonds and their market value. No assurance can be given that additional legislative proposals will not be introduced or enacted that would or might apply to, or have an adverse effect upon, the Series 2010 Bonds. Tax Treatment of Original Issue Discount Bond Counsel is further of the opinion that the difference between the principal amount of the Series 2010 Bonds maturing on December 1 in the years through and including (collectively the "Discount Bonds") and the initial offering price to the public (excluding bond houses, brokers or similar persons or organizations acting in the capacity of Underwriters or wholesalers) at which price a substantial amount of such Discount Bonds of the same maturity was sold constitutes original issue discount which is excludable from gross income for federal income tax purposes to the same extent as interest on the Series 2010 Bonds. Further, such original issue discount accrues actuarially on a constant interest rate basis over the term of each Discount Bond and the basis of each Discount Bond acquired at such initial offering price by an initial purchaser thereof will be increased by the amount of such accrued original issue discount. The accrual of original issue discount may be taken into account as an increase in the amount of tax-exempt income for purposes of determining various other tax consequences of owning the Discount Bonds, 22 Item # 24 Attachment number 3 Page 29 of 160 even though there will not be a corresponding cash payment. Owners of the Discount Bonds are advised that they should consult with their own advisors with respect to the state and local tax consequences of owning such Discount Bonds. Tax Treatment of Bond Premium The difference between the principal amount of the Series 2010 Bonds maturing on December 1, in the years through and including (collectively, the "Premium Bonds") and the initial offering price to the public (excluding bond houses, brokers or similar persons or organizations acting in the capacity of underwriters or wholesalers) at which price a substantial amount of such Premium Bonds of the same maturity was sold constitutes to an initial purchaser amortizable bond premium which is not deductible from gross income for Federal income tax purposes. The amount of amortizable bond premium for a taxable year is determined actuarially on a constant interest rate basis over the term of each Premium Bond which term ends on the earlier of the maturity or optional call date for such Premium Bond which results in the lowest yield on such Bond to the purchaser thereof. For purposes of determining gain or loss on the sale or other disposition of a Premium Bond, an initial purchaser who acquires such obligation in the initial offering to the public at the initial offering price is required to decrease such purchaser's adjusted basis in such Premium Bond annually by the amount of amortizable bond premium for the taxable year. The amortization of bond premium may be taken into account as a reduction in the amount of tax-exempt income for purposes of determining various other tax consequences of owning such Premium Bonds. Owners of the Premium Bonds are advised that they should consult with their own advisors with respect to the state and local tax consequences of owning such Premium Bonds. VERIFICATION OF MATHEMATICAL COMPUTATIONS The arithmetical accuracy of certain computations included in the schedules provided by Wells Fargo Bank U.S. Bank, National Association Association on behalf of the City relating to (a) computation of forecasted receipts of principal and interest on the Federal Securities, as defined in the Ordinance, and the forecasted payments of principal and interest to redeem the Refunded Bonds, and (b) computation of the yields on the Refunding Bonds and the Federal Securities was examined by [Verification Agent] Such computations were based solely upon assumptions and information supplied by Wells Fargo Bank, U.S. Bank, National Association Association on behalf of the City. [Verification Agent] has restricted its procedures to examining the arithmetical accuracy of certain computations and has not made any study or evaluation of the assumptions and information upon which the computations are based and, accordingly, has not expressed an opinion on the data used, the reasonableness of the assumptions, or the achievability of the forecasted outcome. 23 Item # 24 Attachment number 3 Page 30 of 160 LEGAL OPINIONS Legal matters incident to the authorization, issuance and sale of the Series 2010 Bonds are subject to the approval of Bryant Miller Olive P.A., Tallahassee, Florida, Bond Counsel, whose approving opinion will be printed on the Series 2010 Bonds and will be in substantially the form set forth in APPENDIX E. Certain other legal matters will be passed upon for the City by Pamela K. Akin, Esquire, City Attorney and by Nabors, Giblin & Nickerson, P.A., Tampa, Florida, Disclosure Counsel to the City. Akerman Senterfitt, Jacksonville, Florida is serving as counsel to the underwriters. ENFORCEABILITY OF REMEDIES The remedies available to the Holders of the Series 2010 Bonds upon an Event of Default under the Ordinance are in many respects dependent upon judicial actions which are often subject to discretion and delay. Under existing constitutional and statutory law and judicial decisions, the remedies specified by the Ordinance may not be readily available or may be limited. The various legal opinions to be delivered concurrently with the delivery of the Series 2010 Bonds will be qualified, as to the enforceability of the various legal instruments, by limitations imposed by bankruptcy, reorganization, insolvency or other similar laws affecting the rights of creditors enacted before or after such delivery. The remedies granted to the Bondholders under the Ordinance do not include the power to accelerate the principal of the Series 2010 Bonds. FINANCIAL ADVISOR Raymond James & Associates, Inc. has served as independent financial advisor to the City with respect to the issuance and sale of the Series 2010 Bonds. The Financial Advisor assisted in the preparation of this Official Statement and in other matters relating to the planning, structuring and issuance of the Series 2010 Bonds. Raymond James & Associates, Inc. will not engage in any underwriting activities with regard to the issuance and sale of the Series 2010 Bonds. Raymond James & Associates, Inc. is not obligated to undertake and has not undertaken to make an independent verification or to assume responsibility for the accuracy, completeness or fairness of the information contained in this Official Statement and is not obligated to review or ensure compliance with the undertaking by the City to provide continuing secondary market disclosure. Raymond James & Associates, Inc. may assist the City in bidding certain investments on behalf of the City, which may result in additional fees being paid to Raymond James & Associates, Inc. 24 Item # 24 Attachment number 3 Page 31 of 160 UNDERWRITING The Series 2010 Bonds are being purchased by Wells Fargo Securities, on behalf of itself and as representative of the co-managers, RBC Capital Markets Corporation, Fifth Third Securities, Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated (collectively, the "Underwriters"), from the City at an aggregate purchase price of $ (par less underwriter's discount of $ , plus accrued interest on the Series 2010 Bonds). The Underwriters are obligated to purchase all the Series 2010 Bonds if any are purchased. Following the initial public offering, the public offering prices may be changed from time to time by the Underwriters. Wells Fargo Securities is the trade name for certain capital markets and investment banking services of Wells Fargo & Company and its subsidiaries, including Wells Fargo Bank, U.S. Bank, National Association Association. Wells Fargo Bank, U.S. Bank, National Association Association ("WFBNA"), the lead underwriter of the Series 2010 Bonds, has entered into an agreement (the "Distribution Agreement") with Wells Fargo Advisors, LLC ("WFA") for the retail distribution of certain municipal securities offerings, including the Series 2010 Bonds. Pursuant to the Distribution Agreement, WFBNA will share a portion of its underwriting compensation with respect to the Series 2010 Bonds with WFA. WFBNA and WFA are both subsidiaries of Wells Fargo & Company. DISCLOSURE REQUIRED BY FLORIDA BLUE SKY REGULATIONS Section 517.051, Florida Statutes, and the regulations promulgated thereunder require that the City make a full and fair disclosure of any bonds or other debt obligations of such entity that have been in default as to principal or interest at any time after December 31, 1975, as provided by rule of the Florida Department of Banking and Finance (the "Department"). Pursuant to Rule 69W-400.003, Florida Administrative Code, the Department has required the disclosure of the amounts and types of defaults, any legal proceedings resulting from such defaults, whether a trustee or receiver has been appointed over the assets of the City, and certain additional financial information, unless the City believes in good faith that such information would not be considered material by a reasonable investor. The City is not and has not been in default on any bond issued since December 31, 1975 which would be considered material by a reasonable investor. The City has not undertaken an independent review or investigation of securities for which it has served as conduit issuer. The City does not believe that any information about any default on such securities is appropriate and would be considered material by a reasonable investor in the Series 2010 Bonds because the City would not have been obligated to pay the debt service on any such securities except from payments made to it by the private companies on whose behalf such securities were issued and no funds of the City would have been pledged or used to pay such securities or the interest thereon. 25 Item # 24 Attachment number 3 Page 32 of 160 ADVISORS AND CONSULTANTS The City has retained advisors and consultants in connection with the issuance of the Series 2010 Bonds. These advisors and consultants are compensated from a portion of the proceeds of the Series 2010 Bonds, identified as "Costs of Issuance" under the heading "ESTIMATED SOURCES AND USES OF FUNDS" herein; and such compensation, is, in some instances, contingent upon the issuance of the Bonds and the receipt of the proceeds thereof. Financial Advisor. The City has retained Raymond James & Associates, Inc., Orlando, Florida, as Financial Advisor. The fees of the Financial Advisor will be paid from proceeds of the Series 2010 Bonds and such payment is contingent upon the issuance of the Series 2010 Bonds. Bond Counsel. Bryant Miller Olive P.A., Tallahassee, Florida represents the City as Bond Counsel. The fees of Bond Counsel will be paid from proceeds of the Series 2010 Bonds, and such payment is contingent upon the issuance of the Series 2010 Bonds. Disclosure Counsel. Nabors, Giblin & Nickerson, P.A., Tampa, Florida represents the City as Disclosure Counsel. The fees of Disclosure Counsel will be paid from proceeds of the Series 2010 Bonds, and such payment is contingent upon the issuance of the Series 2010 Bonds. CONTINUING DISCLOSURE The City has covenanted for the benefit of the holders and beneficial owners of the Series 2010 Bonds to provide certain financial information and operating data relating to the City by not later than June 30 in each year commencing June 30, 2011 (the "Annual Report"), and to provide notices of the occurrence of certain enumerated events, if deemed by the City to be material. The Annual Report will be filed by the City to the Municipal Securities Rulemaking Board ("MSRB") through its Electronic Municipal Market Access system ("EMMA"). The notices of material events will be filed by the City with the MSRB. The form of Continuing Disclosure Certificate containing the specific nature of the information to be contained in the Annual Report or the notices of material events appears in "APPENDIX D - FORM OF CONTINUING DISCLOSURE CERTIFICATE." These covenants have been made in order to assist the Underwriter in complying with S.E.C. Rule 15c2-12(b)(5). The City has never failed to comply in all material respects with any previous undertakings with regard to said Rule to provide annual reports or notices of material events. 26 Item # 24 Attachment number 3 Page 33 of 160 CERTIFICATE CONCERNING OFFICIAL STATEMENT Concurrently with the delivery of the Series 2010 Bonds, the City will furnish its certificate, executed by the Mayor or Vice-Mayor of the City, to the effect that, to the best of his or her knowledge, this Official Statement, as of its date and as of the date of delivery of the Series 2010 Bonds, does not contain any untrue statements of material fact and does not omit to state a material fact,which should be included herein for the purpose for which this Official Statement is to be used, or which is necessary to make the statements contained herein, in the light of the circumstances under which they were made, not misleading. MISCELLANEOUS The references, excerpts and summaries of all documents, resolutions and/or ordinances referred to herein do not purport to be complete statements of the provisions of such documents, resolutions and/or ordinances and reference is directed to all such documents, resolutions and/or ordinances for full and complete statements of all matters of fact relating to the Series 2010 Bonds, the security for and the repayment of the Series 2010 Bonds and the rights and obligations of the Holders thereof. Copies of such documents, resolutions and ordinances may be obtained from the City Clerk's Office. So far as any statements made in this Official Statement involve matters of opinion or of estimates, whether or not expressly stated, they are set forth as such and not as representations of fact. No representation is made that any of such statements will be realized. Neither this Official Statement nor any statement which may have been orally or in writing is to be construed as a contract with the Holders of the Series 2010 Bonds. The execution and delivery of this Official Statement by the Mayor of the City has been duly authorized by the City Commission. CITY OF CLEARWATER, FLORIDA Frank Hibbard, Mayor William B. Horne, II, City Manager 27 Item # 24 Attachment number 3 Page 34 of 160 APPENDIX A GENERAL INFORMATION REGARDING THE CITY Item # 24 Attachment number 3 Page 35 of 160 GENERAL INFORMATION RELATING TO THE CITY OF CLEARWATER, FLORIDA Location The City of Clearwater (the "City"), the county seat of Pinellas County (the fifth most populous county in Florida), is geographically located in the middle of the west coast of Florida on the Gulf of Mexico. It is situated approximately 20 miles west of Tampa and 20 miles north of St. Petersburg. Standing on the highest coastal elevation of the State, the City limits comprise approximately 25.5 square miles of land and 8.6 square miles of waterways and lakes. Clearwater Beach, a corporate part of the City, is a beach community connected to the mainland by Memorial Causeway, a four-lane, toll-free drive stretching almost two miles across the Intracoastal Waterway. Business on Clearwater Beach is mainly tourist oriented, with hotels, motels and gift shops. Many fine homes, apartments and condominiums offer pleasant, semi-tropical island accommodations to permanent residents and winter and summer visitors. History The area now known as Clearwater was first explored in 1528 by Panfile de Narvaez, a Spanish explorer who encountered a large tribe of Indians, which his army drove out. The Indians recaptured their territory and held it until the Seminole Wars of 1835-42. The Indians who inhabited this area are said to have called it "Pocotopaug," meaning "clear water," for the many springs of clear, fresh water that bubbled along the shore and even below the waterline at low tide. Settlers began moving into the area around the time of the Seminole Wars. After the wars ended, the territory was opened by the Federal government for homesteading under the Armed Occupation Act. The first land title was granted in 1842. The early settlement, named "Clear Water Harbor," was incorporated in 1897. "Clear Water" later became one word and "Harbor" was dropped in 1906 when Pinellas County was created by an act of the State Legislature. In May 1911, Clearwater became the County Seat and Clearwater was chartered as a municipality on May 27, 1915. Government and Administration Clearwater has a council-city manager form of government. Four council members and a mayor are elected at large to serve overlapping three-year terms. They appoint the city manager and the city attorney. All other administrative and professional positions are appointed by the city manager in accordance with the City's Civil Service System. A-1 Item # 24 Attachment number 3 Page 36 of 160 The City has approximately 1,700 employees, covered by the City's Civil Service law relating to recruitment, promotion, evaluation and discipline based on merit principles. Four employee unions represent the City's civil labor force: two units of the Fraternal Order of Police; two of the International Association of Fire Fighters; and one from the Communications Workers of America. Transportation Pinellas County and Clearwater are served by three major causeways and bridges over Tampa Bay, by U.S. 19 and I-275 to the north and south, by I-4 and U.S. 60 to the east. State Roads 590 and 686 also afford access to the City. Tampa International Airport, located approximately seventeen miles from downtown Clearwater, provides air travel access with approximately 260 national and international flights daily. Limousine and taxi service to and from the airport is available from Clearwater and throughout Pinellas County. St. Petersburg/Clearwater International Airport, approximately ten miles from downtown Clearwater, offers regularly scheduled passenger service and charter and special group flights, on a more limited basis to both domestic and foreign destinations, particularly to Canada, Mexico, and Central and South America. The Executive Airpark, which is slightly over a mile from the downtown business section, provides service and maintenance for private plane owners. The airport has one 3,000 foot hard-surface runway and facilities for visiting and locally based planes. The Port of Tampa (22 miles to the east) is the closest deep water port. The port is serviced by a variety of steamship agents and operators. The United States Coast Guard maintains an air station at the St. Petersburg/Clearwater International Airport, and a search and sea rescue cutter station on Clearwater Harbor opposite Sand Key. Gulf Coast Motor Lines provides service daily between Clearwater, St. Petersburg and Tampa and makes connections with Greyhound and Trailways Bus Lines in Tampa. Scenic tours are available via Gray Line out of Clearwater and St. Petersburg, and both Gray Line and Gulf Coast have buses for charter. Pinellas Suncoast Transit System maintains 54 routes in 19 municipalities in Pinellas County. Utilities, Public Service and Community Facilities The City owns and operates its own water and wastewater collection systems. Water is obtained from 17 deep wells owned and operated by the City (approximately 20- 25%) and from wholesale purchases from the Pinellas County Water System (approximately 75-80%). Total daily average is approximately 13 million gallons per day. As of September 30, 2009, there were 39,935 water customers. The wastewater A-2 Item # 24 Attachment number 3 Page 37 of 160 collection program provides for the transmission of wastewater through the City's underground sewer mains, collectors and interceptor lines and for the maintenance, repair and replacement of 363 miles of sanitary sewer lines. The Department of Public Works maintains 305.1 miles of paved streets, 10.4 miles of unpaved streets, 147 miles of stormwater mains, 567 miles of water mains and 753 miles of gas mains. Electric power is provided by Progress Energy and telephone service is provided by Verizon of Florida, Inc. Bright House Networks and Knology provide cable television service under franchises with the City. Local editions of the daily St. Petersburg Times and The Tampa Tribune, plus weekly newspapers from adjacent Dunedin, Largo, Seminole and Clearwater Beach are widely distributed. The Clearwater Public Library System consists of a main library and four branches which are spread evenly throughout the community for easy access. The City offers 42 acres of public beach front, 1,134 acres of parks, 32 playgrounds, numerous athletic courts and fields, seven swimming pools, an 8,500 seat baseball and softball stadium, three golf courses, seven recreational centers, 32 special recreation facilities, 7.4 miles of recreational paths, boat ramps and a 209 slip yacht basin and marina. The Philadelphia Phillies conduct spring training at the municipal baseball stadium and have a long-term contract for farm club training on Clearwater's specially constructed facilities during the Winter Instructional League Program. Clearwater is the home of the Clearwater Bombers, a national amateur fast pitch softball team. Tourism The State of Florida reported 80.9 million tourists came to Florida during the year 2009 compared to 84.2 million tourists in 2008. Domestic visitors to the State in 2008 are estimated to constitute 76.1% of total visitors, followed by 5.2% from overseas countries and 2.9% from Canada. According to information provided by the St. Petersburg/Clearwater Area Convention and Visitor's Bureau, the St. Petersburg/Clearwater area attracted 5,193,980 visitors in 2009 compared to 4,991,410 in 2008, a decrease of 3.9%. Tourism is the region's number one employer with Pinellas County residents earning a combined annual payroll of $2.9 billion annually. The total impact of tourism to Pinellas County is over $6.9 billion annually. Pinellas County is ranked seventh of the top ten destinations in Florida. Clearwater's Fun 'N Sun Festival each spring attracts thousands of visitors. Education The Pinellas County School District operates a total of 126 schools comprising elementary through high school, vocational schools (including Area Vocational Centers), alternative schools, Charter Schools and Department of Juvenile Justice Schools within A-3 Item # 24 Attachment number 3 Page 38 of 160 the County. The Pinellas County School District is the 23rd largest in the nation and the seventh largest in the State with 14,346 full-time and part-time employees. During the 2009-2010 school year enrollment reached 103,860. Private schools and academies are also located within or near the City limits. Five four-year colleges and universities serve the County: Florida Institute of Technology, Eckerd College, the University of South Florida, with campuses in Tampa and St. Petersburg, St. Petersburg College and Stetson University College of Law. Junior/community colleges in the County include Remington College and Clearwater Christian College. Pinellas County Vo-Tech School and St. Petersburg Vo-Tech School provide the County's students with data processing, electronic technology, robotics/computer-aided technology and other vocational training. Industry, Commerce and Labor Light, clean industry is encouraged in Clearwater. In 1957, the City of Clearwater developed a 100 acre industrial park adjacent to the Clearwater Airpark (Executive Airport) and to the CSX Transportation Company. There is also a privately owned, 35 acre industrial park. Large industries located near Clearwater include Honeywell, General Electric, UNISYS, Concept and Hercules Defense Electronics Systems, Inc. During the 1999 fiscal year IMRglobal Corp. ("IMR") occupied its new world headquarters in downtown Clearwater. Pension Plan The Employees' Pension Plan is self-administered by the City. City contributions for fiscal year ending 2009 were $8,451,471 to the Employees' Plan in accordance with actuarially determined funding requirements. Effective with the fiscal year ended September 30, 2007, the Firefighter's Relief and Pension Plan, with no remaining active members (only retirees), was fully funded per the requirements of the governing Ordinance. The City may elect to contribute should future valuations show an actuarial need for such. In addition, supplemental pensions exist for certified Police Officers and Firefighters, funded solely from excise taxes on certain insurance premiums covering property in Clearwater, collected by the State and remitted to the City. Both plans require benefits to be adjusted to equal funds assets provided by the defined contributions. [Remainder of page intentionally left blank] A-4 Item # 24 Attachment number 3 Page 39 of 160 Demographic Information Last Ten Fiscal Years (b) Per Capita (c) (d) (e) (a) Personal Median School Unemployment Year Population Income Age Enrollment Rate (%) 2000 108,787 $28,813 44.2 15,978 2.7% 2001 109,231 29,649 43.0 16,293 2.7 2002 109,719 31,784 43.0 17,047 3.9 2003 110,055 32,585 43.9 16,295 5.4 2004 110,325 33,361 44.0 16,323 4.7 2005 110,831 33,658 44.2 15,964 3.4 2006 110,602 36,055 44.2 15,696 2.9 2007 110,469 38,364 44.5 15,500 3.8 2008 110,251 40,654 44.5 15,482 5.5 2009 109,907 42,546 45.0 14,975 10.1 (a) Source is the University of Florida, Bureau of Economic and Business Research, April 1, 2009 estimate for current year and Florida Statistical Abstract for prior years. (b) Data is from per capital personal income for Pinellas County for two years prior. Source is the University of Florida, Bureau of Economic and Business Research, Florida Statistical Abstract. (c) Data is for Pinellas County for prior year. Source is the University of Florida, Bureau of Economic and Business Research, Florida Statistical Abstract. (d) Source of data is the Pinellas County School District. (e) Source for fiscal years 2000 through 2008 is the University of Florida, Bureau of Economic and Business Research, Florida Statistical Abstract, as of December 31 of the indicated fiscal year. Source for fiscal year 2009 is the US Department of Labor, Bureau of Labor Statistics, Tampa Metro Area, for year ended September 2009. Source: City of Clearwater, Florida Comprehensive A rnual Financial Report for period ending September 30, 2009. NOTE: Data is the latest published annual data available for an unspecified point in each year, not specifically September 30. A-5 Item # 24 Attachment number 3 Page 40 of 160 Building Permit Activity Pinellas County, Florida 2001-2010 (Valuations in 000's) Calendar Year 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010(2) Number of Units Single Family 2,006 1,627 1,669 2,247 2,775 1,812 620 418 107 179 Multi- Family 2,399 701 1,874 1,390 1,096 390 479 234 381 176 (1) Totals may not add due to rounding. (2) As of June 2010. Source: Florida Research and Economic Database. A-6 Total Valuations(t) 594,239 367,113 455,617 573,057 747,009 471,088 307,441 136,999 67,413 52,475 Item # 24 is d CL SOa a d O YE O H O W O _ O ? }" CSC CC O ^. O r.. U C? ? d U ? H O O ? v' y W a U .? C.' O d O d d ?i CZ ? 7? ti) ? ?u o ? E? o 0 0 0 0 0 0 0 0 0 ? a, v, ?o v-, a, oo N a, N ?o 0 a1 00 ? ? N M ? V'7 00 O ? ? V1 ?O ?O l? ? 00 O ? M N N N ? ?"O M M M O O O O ? ? ? O N ? N 00 N N M a1 a ?+ N l? 'I O N r- N N n c W' O 1 M o0 00 V'7 M o0 O ?O o0 O U H lu cd o O C, ? kn ? N? Z"r H ?t kn In oc O O _: CZ 69 13 M l? 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U a p 01 01 01 01 01 01 01 01 01 01 O M ? O ? O ? N cd ? ? ?O N N O kn V'1 GO ?lO M M M M GO GO V'1 l0 N c ,? GO l? V'1 GO M ?O U Ly l? GO ?O V? O N M O l? N O 01 01 V? N ? N 01 ?O 01 U +? ?C ' ' N M M M V 1 V 1 "I E m N Q "I ? • Qr , O M O ?. •y ?. m ? U ca N O ? ca ? dl N dl ca U U p ? N ,? ? ? • M •--? 01 •--? l? V'1 V'1 ? Qc N '? ? ? GO ? M M ' O •--? 01 ? ? M bA iti O ? U . CC U ? ? 01 ?O O V 1 M O •--? •--? ' M 01 ,? ,K,' ? ? ? . N w 01 ? lp GO M .--i •--? V'1 ? GO O M l? 01 V ? V'1 .--i N O GO ? ? ? +--' ? ? ? ? O W r? N M M M kn kn ?y m m c? 69 U ,?C ?+ U U ? O O O O O O O O O O ? U U w ?" N N N N N N N N N N Cp ?O ?O 'IT N it N A-° a? P4 H a> y bA W? 4-o O o 6 60 it A 4.1 N N N N N l? oo -? -? a O U Q O ? U U bD :? •'" O O O O O O O O N N ? ? N N? ? ? O O O O O O M M by N \p \p \p Ic Ic m CO CO ? O O O O O O O O O O cC A-i ? o .? o o 0 0 o o w M s? '. ? ? ? M M M M O ? ? ? 0 0 0 0 0 0 0 0 0 0 `? ?' y o °p O O O O O O O O O 00 0 ° P ? ? -- -- -- -- -- O M O P, m O U CO O -- -- -- -- -- 0O 0O o 0 p ? o ? o ? ? O O O O O O O O _O _O 4'. O M CO N 01 M %C 00 00 00 00 00 00 00 00 ? 00 o r O f? O ? O O O O O O O O -- -- N ?U bb ? O O O O O O O O O ? ? ?? '? ? j O O O O O O O O O? O? ? C2 o d ? O U cd N N N O O O O oo ? zl- A 'n C m M M M M M M oo ? W? cd N _ j O -- N M ? ? CO a1 o '. ?..? O O O O O O O O O O (i.i O O O O O O O O O O ^^ o N N N N N N N N N N it ?? v1 A-9 N N Attachment number 3 Page 44 of 160 City of Clearwater, Florida Principal Real Property Taxpayers* Current Year and Nine Years Ago 2009 Taxpayer REAL PROPERTY Percentage of Total City Taxable Taxable Assessed Assessed Value Rank Value 2000 Taxable Assessed Value Rank Percentage of Total City Taxable Assessed Value Bellweather Prop. LP Ltd. $127,897,800 1 1.32% $83,872,700 1 1.93% Centro NP Clearwater Mall 41,125,600 2 0.51 22,578,600 4 0.52% Taylor, John S., 111 47,960,000 3 0.49 Sandpearl Resort LLC 42,196,200 4 0.43 Sand Key Association Ltd. 40,000,000 5 0.41 19,304,400 8 0.44 Grand Reserve Property Owner 40,000,000 6 0.41 25,002,300 3 0.57 W R I Countryside Centre LLC 33,750,000 7 0.35 Weingarten Nostat Inc. 32,965,000 8 0.34 ZOM Bayside Arbors Ltd. 29,421,800 9 0.30 19,499,100 7 0.45 Duff, Andrew R. - Trustee 27,250,000 10 0.28 Excel Realty Trust Inc. 0.00 29,223,200 2 0.67 Clearwater Land Co. 0.00 21,473,800 5 0.49 Walmart Stores, Inc. 0.00 17,635,600 10 0.41 Branch Sunset Assoc. LTD 0.00 20,742,300 6 0.48 Nortwood Plaza 0.00 18,245,200 9 0.42 Total $470,566,400 4.85% $277,577,200 6.38% Source: City of Clearwater, Fl orida, Comprehensive Annual Financial Report for period e nding September 30, 2009; Pinellas County Property Appra iser. A-10 Item # 24 Attachment number 3 Page 45 of 160 City of Clearwater, Florida Ratios of General Bonded Debt Outstanding Last Ten Fiscal Years (amounts in thousands, except per capita) General Bonded Debt Outstanding Public Service General Tax Sales Tax Fiscal Obligation Revenue Revenue Year Bonds Bonds Bonds Total 2000 $ - $10,427 $ - $10,427 2001 - 10,179 46,445 56,624 2002 - 11,360 46,445 57,805 2003 - 11,005 41,345 52,350 2004 - 10,645 36,075 46,720 2005 - 10,270 30,615 40,885 2006 - 9,885 24,955 34,840 2007 - 9,565 19,080 28,645 2008 - 13,000 12,975 25,975 2009 - 12,545 6,620 19,165 Percentage of Actual Taxable Value of Property Per Capita 0.18% $ 96 0.92 518 0.86 527 0.73 476 0.59 423 0.47 369 0.34 315 0.23 259 0.20 236 0.16 174 Source: City of Clearwater, Florida, Comprehensive Annual Financial Report for period ending September 30, 2009 A-11 Item # 24 Attachment number 3 Page 46 of 160 City of Clearwater, Florida Direct and Overlapping Government Activities Debt As of September 30, 2009 (amounts in thousands) Estimated Estimated Share of Debt Percentage Overlapping Governmental Unit Outstanding Applicable (a) Debt Debt repaid with property taxes $ - n/a $ - Other debt Pinellas County Capital Improvement Revenue Bonds 22,600 13.9% 3,141 Pinellas County Capital Leases 96 13.9 13 Pinellas County School District State Bonds (b) 32,360 13.9 4,497 Pinellas County School District Capital Leases 20,351 13.9 2,828 Subtotal, overlapping debt 10,479 City direct debt 40,135 Total direct and overlapping debt $50,614 Source: City of Clearwater, Florida, Comprehensive Annual Financial Report for period ending September 30, 2009 Note: Assessed value data used to estimate applicable percentages provided by Pinellas County Property Appraiser. Debt outstanding data is provided by each respective governmental unit. Note: Overlapping governments are those that coincide, at least in part, with the geographic boundaries of the City. This schedule estimates the portion of the outstanding debt of those overlapping governments that is borne by the residents and businesses of Clearwater. This process recognizes that, when considering the City's ability to issue and repay long-term debt, the entire debt burden borne by the residents and businesses should be taken into account. (a) The percentage of overlapping debt applicable is estimated using taxable assessed property values. Applicable percentages were estimated by determining the portion of another governmental unit's taxable assessed value that is within the City's boundaries and dividing it by each unit's total taxable assessed value. (b) The School District State Bonds are secured by a pledge of the District's portion of the State- assessed motor vehicle license tax. The State's full faith and credit is also pledged for the bonds. A-12 Item # 24 Attachment number 3 Page 47 of 160 City of Clearwater, Florida Legal Debt Margin Information Last Ten Fiscal Years (amounts in thousands) Total Net Debt Total Net Applicable to Debt Limit as Fiscal Debt Applicable Legal Percentage of Year Limit to Limit Debt Margin Debt Limit 2000 $ 870,699 $ 121,644 $ 749,055 13.97% 2001 931,415 167,938 763,477 18.03 2002 1,026,014 254,873 771,141 24.84 2003 1,116,032 243,518 872,514 21.82 2004 1,236,804 249,370 987,434 20.16 2005 1,395,730 236,154 1,159,576 16.92 2006 1,631,179 247,706 1,383,473 15.19 2007 2,028,832 230,639 1,798,193 11.37 2008 2,128,847 224,224 1,904,623 10.53 2009 1,942,045 271,594 1,670,451 13.98 Legal Debt Margin Calculation for Fiscal Year 2009: Assessed valuation of non-exempt real estate $9,710,226 Debt Limit (20% of assessed valuation per City Charter) 1,942,045 Debt applicable to limit: Revenue bonds $289,705 Capital leases 9,890 Less: Amount set aside for repayment of bonded debt (28,001) 271.594 Legal debt margin $1,670,451 Note: Per City Charter, the City's indebtedness, to include revenue, refunding, and improvement bonds, shall not exceed 20 percent of the current assessed valuation of all real property located in the City. Source: City of Clearwater, Florida, Comprehensive Annual Financial Report for the period ending September 30, 2009. A-13 Item # 24 Attachment number 3 Page 48 of 160 APPENDIX B AUDITED FINANCIAL STATEMENTS OF THE CITY FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2009 Item # 24 Attachment number 3 Page 49 of 160 APPENDIX C FORMS OF ORDINANCE 6915-01 AND THE RESOLUTION Item # 24 Attachment number 3 Page 50 of 160 ORDINANCE NO. 6915-01 AN ORDINANCE PROVIDING FOR WATER AND SEWER REVENUEBONDS, SERIES [TO BEDETERMINED] OF THECITY OF CLEARWATER, FLORIDA, TO BEISSUED IN ONE OR MORE SERIES OVER ONE OR MORE YEARS; TO FINANCE OR REFINANCE THE COST OF DESIGN, ACQUISITION, CONSTRUCTION ORRECONSTRUCTION OF IMPROVEMENTS TO THE CITY'S WATER AND SEWER SYSTEM; PROVIDING FOR THE PAYMENT OF THE BONDS FROM THE NET REVENUES OF THE CITY'S WATERAND SEWER SYSTEM AND CERTAIN OTHERMONEYS PLEDGED THEREFOR; PROVIDING FOR THE RIGHTS OF THE HOLDERS OF SUCH BONDS; AMENDING ORDINANCENO. 3674-84, ORDINANCENO.5355- 93 AND ORDINANCE NO. 6311-98 WHICH AUTHORIZED THE PARITY BONDS TO ALLOW DELIVERY OF ADDITIONAL BONDS PARITY CERTIFICATE BY FINANCIAL SERVICES ADMINISTRATOR; MAKING CERTAIN OTHER COVENANTS AND AGREEMENTS IN CONNECTION THEREWITH; PRO- VIDING CERTAIN OTHER MATTERS IN CONNECTION THEREWITH; AND PROVIDING AN EFFECTIVE DATE. BE IT ORDAINED BY THE CITY COMMISSION OF THE CITY OF CLEARWATER, FLORIDA: SECTION 1. AUTHORITY FOR THIS ORDINANCE. This Ordinance is enacted pursuant to Chapter 166, Part 11, Florida Statutes, and other applicable provisions of law and pursuant to Section 16R of Ordinance No. 3674-84, as amended and supplemented (the "Original Ordinance") and is supplemental to the Original Ordinance. SECTION 2. DEFINITIONS. The following terms shall have the following meanings herein, unless the text otherwise expressly requires. Words importing singular number shall include the plural number in each case and vice versa, and words importing persons shall include firms and corporations. "Accreted Value" shall mean, as of any date of computation with respect to any Capital Appreciation Bond, an amount equalto the principalamount of such Capital Appreciation Bond (the princi- pal amount at its initial offering) plus the interest accrued on such Capital Appreciation Bond from the date of delivery to the original purchasers thereof to the Interest Payment Date next preceding the date of computation or the date of computation if an Interest Payment Date, such interest to accrue at a rate not 1 Item # 24 Attachment number 3 Page 51 of 160 exceeding the legal rate, compounded semi-annually, plus, with respect to matters related to the payment upon redemption or acceleration ofthe Capital Appreciation Bonds, if such date of computation shall not be an Interest Payment Date, a portion of the difference between the Accreted Value as of the immediately preceding Interest Payment Date and the Accreted Value as of the immediately succeeding Interest Payment Date, calculated based on the assumption that Accreted Value accrues during any semi-annual period in equal daily amounts on the basis of a 360 day year consisting of 12 months of 30 days each. "Act" shall mean Chapter 166, Part II, Florida Statutes, and other applicable provisions of law. "AdditionalBonds"shall meanBonds issued incompliancewiththe terms, conditions and limitations contained herein and in Section 16R of the Original Ordinance, which (i) shall have a lien on the Pledged Revenues equal to that of the Bonds, (ii) shall be payable from the Pledged Revenues on a parity with the Bonds, and (iii) rank equally in all other respects with the Bonds. "Amortization Installments" with respect to any Term Bonds of a Series, shall mean an amount or amounts so designated which is or are established for the Term Bonds of such Series by subsequent resolution of the Issuer and established with respect to such Term Bonds, provided that (i) each such installment shall be deemed to be due on such interest or principal maturity date of each applicable year as is fixed by subsequent resolution of the Issuer and shall be a multiple of $5,000 principal amount (or $5,000 Maturity Amount, in the case of Capital Appreciation Term Bonds), and (ii) the aggregate of such installments for such series shall equal the aggregate principal amount (or Maturity Amount, in the case of Capital Appreciation Term Bonds) of Term Bonds of such Series authenticated and delivered on original issuance. "Authorized Investments" shall mean, withrespect to a Series of Bonds, any of the following if and to the extent the same are at the time legal for investment of municipal funds: (1) Bonds or other obligations which as to principal and interest constitute direct obligations of, or are unconditionally guaranteed by, the United States of America, including any of the federal agencies and federally sponsored entities set forth in clause (3) hereinafter to the extent guaranteed by the United States of America. In the event these securities are used for defeasance, they shall be non-callable and non-prepayable; (2) Obligations of any of the following federal agencies or federally sponsored entities which obligations represent the full faith and credit (guaranteed obligations) of the United States of America, in the event these securities are used for defeasance, they shall be non-callable and non-prepayable, (including but not limited to) the following: a. Export-Import Bank; b. Farm Credit System Financial Assistance Corporation; 2 Item # 24 Attachment number 3 Page 52 of 160 Rural Economic Community Development Administration (formerly the Farmers Home Administration); d. General Services Administration; e. U.S. Maritime Administration; E Small Business Administration; g. Government National Mortgage Association (GNMA); h. U.S. Department of Housing & Urban Development (PHA's); i. Federal Housing Administration; and j. Federal Financing Bank (3) Direct obligations of any of the following federal agencies or federally sponsored entities which are not fully guaranteed by the full faith and credit ofthe United States ofAmerica, in the event these securities are used for defeasance, they shall be non-callable and non-prepayable: a. Federal National Mortgage Association (FNMA); b. Federal Home Loan Mortgage Corporation (FHLMC); C. Resolution Funding Corporation (REFCORP); d. Student Loan Marketing Association (SLMA); e. Federal Home Loan Bank Systems (FHLB); and E Obligations of other Government Sponsored Agencies (approved by the Insurer). The following obligations may be used as Permitted Investments for all purposes other than defeasance investments in refunding escrow accounts. (4) Commercial paper which is rated at the time of purchase in the highest classification (without regard to qualifier), "A-1"by S&P and "P-1"by Moody's and which matures not more than270 days after the date of purchase. (5) Investment agreements the provider of which is rated in one of the two highest rating categories, without regard to qualifiers, by two Rating Agencies under which the provider agrees to periodically deliver, on a delivery versus payment basis, such securities as are described in clauses (1-4) above. (6) Investment agreements the provider of which is rated in one of the two highest rating categories, without regard to qualifiers, by two Rating Agencies and which are continuously and fully secured by such securities as are described in clauses (1-3) above, which securities shall have a market value at all times at least equal to 102% of the principal amount invested under the investment agreement (marked to market at least weekly). Item # 24 Attachment number 3 Page 53 of 160 O The pooled investment program ofthe State of Florida administered by the State Board of Administration, known as the Local Government Surplus Funds Trust Fund, established pursuant to Chapter 218, Part IV, Florida Statutes, as amended. (8) Other forms of investments (including repurchase agreements) approved in writing by the Bond insurer with notice to Standard & Poor's. With respect to any Series of Bonds issued hereunder, such additional investments as are approved by subsequent resolution of the Issuer adopted prior to the issuance of such Series of Bonds. "Bond Insurance Policy" shall mean the municipal bond new issue insurance policy issued by a Bond Insurer that guarantees payment of principal of and interest on the Bonds or any Additional Parity Bonds. "Bond Insurer" shall mean the provider of a Bond Insurance Policy for a Series of Bonds so designated in a supplemental resolution of the Issuer. "Bondholder" shall mean a registered owner of a Bond as shown on the registration books of the Registrar. "Bond Service Requirement" for any Fiscal Year, as applied to the Bonds of any series, shall mean the sum of: (1) the amount required to pay the interest becoming due on the Bonds of such series duringtheFiscalYear, except to the extent that suchinterest shall have been provided by payments into the Sinking Fund out of bond proceeds for a specific period of time or by payments of investment income into the Sinking Fund from the Bond Service Account or any subaccounts therein. Whenever such income is applied in calculating a Bond Service Requirement for any purpose, such income shall also be excluded in the computation of Gross Revenues for such purpose. (2) the amount required to pay the principal of Serial Bonds of such series maturing in such Fiscal Year. (3) the Amortization Installments for Term Bonds of such series for such Fiscal Year. (4) in the event the Issuer has purchased or entered into an agreement to purchase Federal Securities or Authorized Investments from moneys in the Bond Service Account, then the income received or to be received on such Federal Securities or Authorized Investments from the date of acquisition thereofto the date of maturity thereof, unless otherwise designated for other purposes, shall be taken into consideration in calculating the payments whichwill be required to be made into 4 Item # 24 Attachment number 3 Page 54 of 160 the Sinking Fund and the Bond Service Account therein. Whenever such income is applied in calculating a Bond Service Requirement for any purpose, such income shall also be excluded in the computation of Gross Revenues for such purpose. "Bonds" shall mean the Parity Bonds, Series 2001 Bonds, and any Additional Bonds permitted to be issued hereunder from time to time in accordance with the provisions hereof. "Capital Appreciation Bonds" shall mean Bonds the interest on which is payable only at maturity or redemption, as determined by subsequent resolution. "Capital Appreciation Tenn Bonds" shall mean Capital Appreciation Bonds of a series all ofwhich shall be stated to mature on one date, which shall be subject to retirement by operation of the Bond Amortization Account, and the interest on which is payable only at maturity or redemption. "City Manager" shall mean the City Manager of the Issuer. "Clerk" shall mean the City Clerk of the Issuer. "Consulting Engineers" shall mean such qualified and recognized consulting engineers, having a favorable repute for skill and experience in the construction and operation of such facilities as the System, at the time retained by the Issuer to perform the acts and carry out the duties as herein provided for Consulting Engineers. "Cost of Operation and Maintenance" of the System shall mean the current expenses, paid or accrued, of operation, maintenance and repair of the System as calculated in accordance with sound accounting practice, but shall not include any reserves for renewals and replacements, for extraordinary repairs or any allowance for depreciation or amortization. "County" shall mean Pinellas County, Florida, a political subdivision of the State. "Federal Securities" shall mean only direct obligations of, or obligations fully guaranteed as to principal and interest by, the United States of America. "Finance Director" shall mean the Financial Services Administrator of the Issuer or her designee. "Fiscal Year" shall mean the period commencing on October 1 of each year and ending on the succeeding September 30, or such other period as is at the time prescribed by law. "Gross Revenues" shall mean all income or earnings, including any income from the investment of funds as herein provided, derived by the Issuer from the operation of the System. Item # 24 Attachment number 3 Page 55 of 160 "Increased Capacity Requirements" means any increased demand upon or usage of the capital facilities of the System resulting from additional connections thereto, or from substantial changes to or in the use of properties connected thereto. "Issuer" or the "City" shall mean the City of Clearwater, Florida. "Maturity Amount" means the amount payable upon the stated maturity of a Capital Appreciation Bond equal to the original principal amount thereof plus all accrued interest thereon from the date of issue to the date of maturity. "Maximum Bond Service Requirement" shall mean, as of any particular date of calculation, the greatest amount of aggregate Bond Service Requirement for the then current or any future Fiscal Year. "Mayor-Commissioner" shall mean the Mayor-Commissioner or the Vice Mayor of the City Commission of the Issuer, or such other person as may be duly authorized by the Mayor-Commissioner to act on his or her behalf. "Net Revenues" of the System shall mean the Gross Revenues after deduction of the Cost of Operation and Maintenance. "Original Ordinance" shall mean Ordinance No. 3674-84, as amended and supplemented, of the Issuer, authorizing the Parity Bonds. "Parity Bonds" shall mean the Issuer's outstanding Water and Sewer Refunding Revenue Bonds, Series 1993 and Water and Sewer Refunding Revenue Bonds, Series 1998. "Paying Agent" shall mean any paying agent for Bonds appointed by or pursuant to a supplemental resolution and its successors or assigns, and any other Person which may at any time be substituted in its place pursuant to a supplemental resolution. "Payment Date" shall mean, withrespect to payment to the Bondholders of principal or interest on the Bonds, or with respect to the mandatory amortization of Term Bonds, the date upon which payment of such principal, interest or Amortization Installment is required to be made to the Paying Agent. "Person" shall mean an individual, a corporation, a partnership, an association, a joint stock company, a trust, any unincorporated organization or governmental entity. "Pledged Revenues" shall mean the Net Revenues. "Project Costs" shall mean all costs authorized to be paid from the Construction Fund pursuant to Section 17 hereof to the extent permitted under the laws of the State. It is intended that this definition be 6 Item # 24 Attachment number 3 Page 56 of 160 broadly construed to encompass all costs, expenses and liabilities ofthe issuer related to the Project which on the date of this Ordinance or in the future shall be permitted to be funded with the proceeds of any Series of Bonds pursuant to the laws of the State. "Projects" shall meanthe design, acquisition, constructionor reconstructionofcapital improvements to the Systemundertakenby the City fromtime to time, all as may be designated by subsequent resolution of the Issuer adopted with respect to any Series of Bonds. "Put Bonds" shall mean the Term Bonds so designated by resolution or ordinance of the Issuer at or prior to the time the Bonds of any series are sold. "Registrar" shall mean any registrar for the Bonds appointed by or pursuant to supplemental resolution and its successors and assigns, and any other Person which may at any time be substituted in its place pursuant to supplemental resolution. "Reserve Requirement" shall be such amount as determined by subsequent Resolution of the Issuer relating to a specific Series of Bonds adopted prior to the issuance of such Bonds, which may not exceed the lesser of (i) the Maximum Bond Service Requirement, (ii) 125% of the average annual Bond Service Requirement or (iii) the largest amount as shall not adversely affect the exclusion of interest on the Bonds from gross income for Federal income tax purposes. "Serial Bonds" shall mean any Bonds for the payment of the principal of which, at the maturity thereof, no Amortization Installments are required to be made prior to the stated date of maturity of such Serial Bonds. "Series" or "Series of Bonds" or "Bonds of a Series" shall mean all Bonds designated as being of the same Series issued and delivered on original issuance in a simultaneous transaction, and any Bonds thereafter delivered in lieu thereof or in substitution therefor pursuant to this Ordinance. "System" shall mean the complete combined and consolidated water system and sanitary sewer system ofthe Issuer now owned by the Issuer, or hereafter constructed or acquired by the Issuer, together with all lands or interests therein, including plants, buildings, machinery, franchises, pipes, mains, fixtures, equipment and all property, real or personal, tangible or intangible, now or hereafter owned or used in connection therewith, and including any undivided or partial ownership interests therein. "Term Bonds" shall mean the Bonds of a series all of which shall be stated to mature on one date and which shall be subject to retirement by operation of the Bond Amortization Account. "2001 Bonds" shall mean the Series ofBonds initially issued under this Ordinance and designated as Series 2001 Bonds. 7 Item # 24 Attachment number 3 Page 57 of 160 "2001 Project" shall mean the Project or Projects authorized to be financed with the proceeds of the Series 2001 Bonds as identified by subsequent resolution of the Issuer adopted prior to the issuance of the Series 2001 Bonds, consisting of design, acquisition, construction or reconstruction of capital improvements to the System undertaken by the City from time to time, a portion of the cost of which are to be paid from the proceeds of the Series 2001 Bonds SECTION 3. FINDINGS. It is hereby ascertained, determined and declared that: A. The Issuer now owns, operates and maintains the System and is empowered to maintain, operate, improve and extend suchsystemand regulate and fix reasonable rates and charges for the services furnished thereby. B. The Issuer derives Gross Revenues from rates, fees and charges made and collected for the services and facilities of the System supplying water and sanitary sewerage services and the Gross Revenues are not pledged or encumbered in any manner, except for payment of the Parity Bonds. C. Any Series of Bonds and the project to be funded withthe proceeds of such Series ofBonds, shall be issued and such projects shall be undertakenupon approval by subsequent resolution ofthe Issuer as provided by law. The proceeds of any Series of Bonds shall be applied as provided in a supplemental ordinance or resolution. D. Section 16R of the Original Ordinance provides for the issuance of Additional Bonds under the terms, limitations and conditions provided therein. E. The Issuer has complied, or will comply prior to the delivery of the Bonds, with all the terms, conditions and restrictions contained in Section 16R of the Original Ordinance. The Issuer is therefore legally entitled to issue the Bonds as Additional Bonds within the authorization contained in the Original Ordinance and the covenants in the Original Ordinance shall apply to the Bonds. F. The Bonds herein authorized shall be on a parity and rank equally, as to lien on and source and security for payment from the Pledged Revenues and in all other respects, with the Parity Bonds. G. The estimated Pledged Revenues will be sufficient to pay all of the principal of and interest on the Bonds, as the same become due, and to make all required sinking fund, reserve and other payments required under this Ordinance and the Original Ordinance. H. The principal of and interest on the Bonds and all required sinking fund, reserve and other payments shall be made solely from the Pledged Revenues as herein provided. The Issuer shall never be required to levy ad valorem taxes on any property therein to pay the principal of and interest on the Bonds or to make any of the required sinking fund, reserve or other payments, and any failure to pay the Bonds shall not give rise to a lien upon any property of or in the Issuer, except the Pledged Revenues. 8 Item # 24 Attachment number 3 Page 58 of 160 1. The total indebtedness ofthe Issuer, within the meaning ofthe Issuer's charter, does not exceed twenty per centum (20%) of the current assessed valuation of all real property located in the Issuer, and will not exceed such amount after issuance of the Bonds. SECTION 4. AUTHORIZATION OF SERIES 2001 BONDS. There is hereby authorized the issuance ofthe initial Series ofBonds hereunder to be designated the Series 2001 Bonds, in a principal amount of not to exceed $62,000,000, subject to such terms and conditions as set forth herein and in subsequent Resolutions of the Issuer adopted prior to the issuance of the 2001 Bonds. The proceeds of which shall be used to pay the costs of capital improvements to the System, the costs of issuing the 2001 Bonds, including any municipal bond insurance, and to fund a debt service reserve fund. SECTION 5. ORDINANCE TO CONSTITUTE CONTRACT. In consideration of the acceptance ofthe Bonds by the Bondholders from time to time, this Ordinance shall be deemed to be and shall constitute a contract betweenthe Issuer and such Bondholders. The covenants and agreements herein set forth to be performed by the Issuer shall be for the equal benefit, protection and security of the legal Bondholders of any and all of such Bonds, all of which shall be of equal rank and without preference, priority or distinction of any of the Bonds over any other thereof, except as expressly provided therein and herein. SECTION 6. AUTHORIZATION OF BONDS. Subject and pursuant to the provisions hereof and as shall be described in subsequent resolutions ofthe Issuer to be adopted prior to the issuance of any Series of Bonds, obligations ofthe Issuer to be known as "Water and Sewer [Refunding] Revenue Bonds, Series [To Be Determined]" are authorized to be issued in one or more series (including Additional Bonds) from time to time. The aggregate principal amount of the Bonds which may be executed and delivered under this Ordinance is not limited except as is or mayhereafter be provided in Section 17T hereof or as limited by the Act, by law or Section 16R of the Original Ordinance. SECTION 7. DESCRIPTION OF BONDS. The Bonds shallbe issued in fully registered form; maybe Capital Appreciation Bonds, Capital Appreciation Term Bonds, Variable Rate Bonds, Serial Bonds or Term Bonds; shall be dated; shall be numbered consecutively from one upward in order of maturity preceded by the letter 'R; shall be in the denomination of $5,000 each, or integral multiples thereof for the Serial Bonds and in $5,000 Maturity Amounts for the Capital Appreciation Bonds or in $5,000 multiples thereof, or such other denominations as shall be approved by the Issuer in a supplemental resolution prior to the delivery of a Series of Bonds; shall have such Paying Agent and Registrar; shall bear interest at such rate or rates not exceeding the maximum rate allowed by State law, the actual rate or rates to be approved by the governing body of the Issuer prior to or upon the sale of the Bonds; such interest to be payable at such times as are fixed by supplemental resolution ofthe Issuer and shall mature annually on such date in such years and in such amounts as will be fixed by supplemental resolution of the Issuer prior to or upon the sale of any series of Bonds; and may be issued with variable, adjustable, convertible or other rates with original issue discounts and/or original issue premium; all as the Issuer shall provide herein or hereafter by supplemental resolution. 9 Item # 24 Attachment number 3 Page 59 of 160 Each Series ofBond shall bear interest from the interest payment date next preceding the date on which it is authenticated, unless authenticated on aninterestpayment date, inwhichcase it shall bear interest from such interest payment date, or, unless authenticated prior to the first interest payment date, in which case it shall bear interest from its date; provided, however, that if at the time of authenticationpayment of any interest which is due and payable has not been made, such Series of Bond shall bear interest from the date to which interest shall have been paid. The Capital Appreciation Bonds shall bear interest only at maturity or upon redemption prior to maturity in the amount determined by reference to the Accreted Value of such Bonds. The principal of and the interest redemption premium, if any, on the Bonds shall be payable in any coin or currency ofthe United States of America which on the respective dates ofpayment thereofis legal tender for the payment of public and private debts. The interest on any Bonds (other than Capital Appreciation Bonds) shall be payable by the Paying Agent on each interest payment date to the person appearing on the registration books of the Issuer hereinafter provided for as the registered Holder thereof, by check or draft mailed to suchregistered Holder at his address as it appears on such registration books or by wire transfer to Holders of $1,000,000 or more in principal amount of the Bonds. Payment of the principal of all Bonds and the Accreted Value with respect to the Capital Appreciation Bonds shall be made upon the presentation and surrender of such Bonds as the same shall become due and payable. Notwithstanding any other provisions of this section, the Issuer may, at its option, prior to the date of issuance ofany Series of Bonds, elect to use an immobilization system or pure book-entry systemwith respect to issuance of such Series of Bonds, provided adequate records will be kept with respect to the ownership of such Series of Bonds issued in book-entry form or the beneficial ownership ofbonds issued in the name of a nominee. As long as any Bonds are outstanding in book-entry form the provisions of this Ordinance inconsistent with such system of book-entry registration shall not be applicable to such Bonds. The details of any alternative system of issuance, as described in this paragraph, shall be set forth in a resolution of the Issuer duly adopted at or prior to the sale of such Series of Bonds. SECTION 8. EXECUTION OF BONDS. The Bonds shall be executed in the name of the Issuer by the Mayor-Commissioner and City Manager and attested by the City Clerk, and approved as to form, sufficiency and correctness by the City Attorney, either manually or with his or her facsimile signature, and the official seal of the Issuer or a facsimile thereof shall be affixed thereto or reproduced thereon. The facsimile signature of such officers may be imprinted or reproduced on the Bonds. The Certificate of Authentication of the Bond Registrar shall appear on the Bonds, and no bond shall be valid or obligatory for any purpose or be entitled to any security or benefit under this Ordinance unless such certificate shall have been duly executed on such Bond. The authorized signature for the Bond Registrar shall be either manual or facsimile; provided, however, that at least one of the signatures appearing on the Bonds shall at all times be a manual signature. In case any officer whose signature shall appear on any Bonds shall cease to be such officer before the delivery of such Bonds, such signature or facsimile shall nevertheless be valid and sufficient for all purposes the same as if he had remained in office until such 10 Item # 24 Attachment number 3 Page 60 of 160 delivery. Any Bond may be signed and sealed on behalf of the Issuer by such person who at the actual time ofthe executionof such Bonds shall hold the proper office with the Issuer, although at the date of enactment of this Ordinance such person may not have held such office or may not have been so authorized. SECTION 9. AUTHENTICATION OF BONDS. Only such of the Bonds as shall have endorsed thereona certificate ofauthenticationsubstantially in the form hereinbelow set forth, duly executed by the Registrar, as authenticating agent, shall be entitled to any benefit or security under this Ordinance. No Bond shall be valid or obligatory for any purpose unless and until such certificate of authentication shall have been duly executed by the Registrar, and such certificate of the Registrar upon any such Bond shall be conclusive evidence that such Bond has been duly authenticated and delivered under this Ordinance. The Registrar's certificate of authentication on any Bond shall be deemed to have been duly executed if signed by an authorized officer of the Registrar, but it shall not be necessary that the same officer sign the certificate of authentication of all of the Bonds that may be issued hereunder at any one time. SECTION 10. NEGOTIABILITY. Subject to the provisions hereofrespectingregistrationand transfer, the Bonds shall be and shall have all the qualities and incidents of negotiable instruments under the laws of the State of Florida, and each successive holder, in accepting any of the Bonds, shall be conclusively deemed to have agreed that the Bonds shall be and have all of such qualities and incidents of negotiable instruments under the Uniform Commercial Code - Investment Securities ofthe State ofFlorida. SECTION II. REGISTRATION, EXCHANGE AND TRANSFER. There shallbe a Bond Registrar for the Bonds which may be the Issuer or a designated bank or trust company located within or without the State ofFlorida. The Bond Registrar shall maintain the registration books of the Issuer and be responsible for the transfer and exchange of the Bonds. The Issuer shall, prior to the proposed date of delivery of the Bonds, by resolution designate the Bond Registrar and Paying Agent. The Bond Registrar shall maintain the books for the registration of the transfer and exchange of the Bonds in compliance with the Florida Registered Public Obligations Act and the system of registration as established by the Issuer pursuant thereto. Bonds maybe transferred upontheregistrationbooks, upondeliveryto the Registrar, together with written instructions as to the details of the transfer of such Bonds, along with the social security number or federal employer identification number of such transferee and, if such transferee is a trust, the name and social security or federal employer identification numbers of the settlor and beneficiaries of the trust, the date of the trust and the name of the trustee. No transfer of any Bond shall be effective until entered on the registration books maintained by the Bond Registrar. Upon surrender for transfer or exchange of any Bond, the Issuer shall execute and the Bond Registrar shall authenticate and deliver in the name of the registered owner or the transferee or transferees, as the case maybe, a new fully registered Bond or Bonds of authorized denominations of the same maturity and interest rate for the aggregate principal amount which the registered owner is entitled to receive at the earliest practicable time in accordance with the provisions of this Ordinance. The Issuer or the Bond II Item # 24 Attachment number 3 Page 61 of 160 Registrar may charge the owner of such Bond for every such transfer or exchange an amount sufficient to reimburse them for their reasonable fees and for any tax, fee, or other governmental charge required to be paid with respect to such transfer, and may require that such charge be paid before any such new Bond shall be delivered. All Bonds presented for transfer, exchange, redemption or payment (if so required by the Bond Registrar), shall be accompanied by a written instrument or instruments of transfer or authorization for exchange, in form and with guaranty of signature satisfactory to the Bond Registrar, duly executed by the registered holder or by his duly authorized attorney in fact or legal representative. All Bonds delivered upon transfer or exchange shall bear interest from the preceding interest payment date so that neither gain nor loss in interest shall result from the transfer or exchange. New Bonds delivered upon any transfer or exchange shall be valid obligations of the Issuer, evidencing the same debt as the Bond surrendered, shall be secured by this Ordinance and shall be entitled to all of the security and the benefits hereof to the same extent as the Bonds surrendered. The Issuer and the Bond Registrar may treat the registered owner of any Bond as the absolute owner thereof for all purposes, whether or not such Bonds shall be overdue, and shall not be bound by any notice to the contrary. Notwithstanding the foregoing provisions of this section, the Issuer reserves the right, on or prior to the delivery of the Bonds to amend or modify the foregoing provisions relating to the registration of the Bonds by resolution or ordinance in order to comply with all applicable laws, rules, and regulations of the United States and/or the State of Florida relating thereto. In addition, pursuant to a resolution adopted prior to the issuance of a Series of Bonds, the Issuer may establisha book-entry-only system ofregistration for such Series Bonds, the provisions of which shall be deemed to modify any inconsistent provisions of this Ordinance. SECTION 12. BONDS MUTILATED, DESTROYED, STOLEN OR LOST. In case any Bond shall become mutilated, or be destroyed, stolen or lost, the Issuer may in its discretion issue and deliver a new Bond of like tenor as the Bond so mutilated, destroyed, stolen or lost, in exchange and substitution for such mutilated Bond upon surrender and cancellation of such mutilated Bond or in lieu of and substitution for the Bond destroyed, stolen or lost, and upon the holder furnishing the Issuer proof of his ownership thereof and satisfactory indemnity and complying with such other reasonable regulations and conditions as the Issuer may prescribe and paying such expenses as the Issuer may incur. All Bonds so surrendered shall be canceled by the Registrar for the Bonds. If any of the Bonds shall have matured or be about to mature, instead of issuing a substitute Bond, the Issuer may pay the same, upon being indemnified as aforesaid, and if such Bonds be lost, stolen or destroyed, without surrender thereof. Any such duplicate Bonds issued pursuant to this section shall constitute original, additional contractual obligations on the part of the Issuer whether or not the lost, stolen or destroyed Bonds be at 12 Item # 24 Attachment number 3 Page 62 of 160 any time found by anyone, and such duplicate Bonds shall be entitled to equal and proportionate benefits and rights as to lien on the source and security for payment from the funds, as hereinafter pledged, to the same extent as all other Bonds issued hereunder. SECTION 13. PROVISIONS FOR REDEMPTION. Each Series of Bonds shall be redeemable as provided by subsequent resolution of the Issuer applicable to each such Series of Bonds. Bonds in denominations greater than an authorized denomination (or authorized Maturity Amount in the case of Capital Appreciation Bonds) shall be deemed to be an equivalent number of Bonds in the denomination of an authorized denomination or Maturity Amount. If a Bond is of a denomination or Maturity Amount larger than an authorized denomination or MaturityAmount, a portion of such Bond may be redeemed, in the amount of an authorized denominationor MaturityAmount or integmlmultiples thereof. Notice of such redemption, identifying the Bonds or portions thereof called for redemption (i) shall be filed with the paying agents and any Registrar; and (ii) shall be mailed by the Registrar, first-class mail, postage prepaid, to all registered owners ofthe Bonds to be redeemed not more than sixty (60) days and not less than thirty (30) days prior to the date fixed for redemption at their addresses as they appear on the registration books to be maintained in accordance with the provisions hereof. Failure to give such notice by mailing to any owner of Bonds, or any defect therein, shall not affect the validity of any proceeding for the redemption of other Bonds. Notice having been mailed and filed in the manner and under the conditions hereinabove provided, the Bonds or portions ofBonds so called for redemption shall, on the redemption date designated in such notice, become and be due and payable at the redemption price provided for redemption of such Bonds or portions of Bonds on such date. On the date so designated for redemption, notice having been mailed and filed and moneys for payment ofthe redemption price being held in separate accounts in trust for the holders of the Bonds or portions thereof to be redeemed, all as provided in this Ordinance, interest on the Bonds or portions of Bonds so called for redemption shall cease to accrue, such Bonds and portions of Bonds shall cease to be entitled to any lien, benefit or security under this Ordinance, and the holders or Registered Owners of such Bonds or portions ofBonds, shall have no rights in respect thereof, except the right to receive payment of the redemption price thereof. Upon surrender ofany Bond for redemption in part only, the Issuer shall issue and deliver to the registered owner thereof, the costs of which shall be paid by the registered owner, a new Bond or Bonds of authorized denominations or MaturityAmounts in aggregate principal amount equal to the unredeemed portion surrendered. In addition to the foregoing notice, further notice may be given by the Issuer as set out below (provided such additional notice is not required as a condition to redeeming Bonds), but no defect in said further notice nor any failure to give all or any portion of such further notice shall in any manner defeat the effectiveness of a call for redemption if notice thereof is given as above prescribed. 13 Item # 24 Attachment number 3 Page 63 of 160 (1) Each further notice ofredemptiongivenhereunder shall contain the information required above for an official notice of redemption plus (i) the CUSIP numbers of all Bonds being redeemed; (ii) the date of issue of the Bonds as originally issued; (iii) the rate of interest bome by each Bond being redeemed; (iv) the maturity date of each Bond being redeemed; and (v) any other descriptive information needed to identify accurately the Bonds being redeemed. (2) Each ftuther notice ofredemption shall be sent at least 35 days before the redemption date by registered or certified mail or overnight delivery service to all registered securities deposi- tories then in the business of holding substantial amounts of obligations of types similar to the type of which the Bonds consist (such depositories now being Depository Trust Company of New York, New York, Midwest Securities Trust Company of Chicago, Illinois, Pacific Securities Depository Trust Company of San Francisco, California, and Philadelphia Depository Trust Company of Philadelphia, Pennsylvania) and to one or more national information services that disseminates notices of redemption of obligations such as the Bonds. (3) Each such further notice shall be published one time in the Bond Buyer ofNew York, New York or, if such publication is impractical or unlikely to reach a substantial number of the Holders ofthe Bonds, in some other financial newspaper or journal which regularly carries notices of redemption of obligations similar to the Bonds, such publication to be made at least 30 days prior to the date fixed for redemption. SECTION 14. FORM OF BONDS. The text of the Bonds shall be in substantially the form attached hereto as Exhibit B, with such omissions, insertions and variations as may be necessary and desirable and authorized and permitted by this Ordinance or by any subsequent ordinance or resolution adopted prior to the issuance thereof, or as may be necessary if the Bonds or a potion thereof are issued as Capital Appreciation Bonds, Capital Appreciation Term Bonds, Variable Rate Bonds or as may be necessary to comply with applicable laws, rules and regulations of the United States and of the State in effect upon the issuance thereof. The text of any Series of Bonds, other than the Bonds shall be as determined by supplemental ordinance or resolution of the Issuer. SECTION 15. BONDS NOT DEBT OF ISSUER. The Bonds shall not be or constitute general indebtedness of the Issuer within the meaning of any constitutional or statutory provision or limitation, but shall be payable solely from and secured by a prior lien upon and pledge of the Pledged Revenues herein provided. No Bondholder shall ever have the right to compel the exercise of the ad valorem taxing power of the Issuer or taxation in any form of any real property therein to pay the Bonds or the interest thereon or be entitled to payment of such principal and interest from any other funds of the Issuer except from the Pledged Revenues in the manner provided herein. SECTION 16. PLEDGED REVENUES. Until payment has been provided for as herein permitted, the payment of the principal of and interest on the Bonds shall be secured forthwith equally and ratably by an irrevocable lien on the Pledged Revenues prior and superior to all other liens or 14 Item # 24 Attachment number 3 Page 64 of 160 encumbrances on such Pledged Revenues and the Issuer does hereby irrevocably pledge such Pledged Revenues to the payment of the principal of and interest on the Bonds, the reserves therefor, and for all other required payments. The Pledged Revenues shall immediately be subject to the lien of this pledge without any physical delivery thereofor further act, and the lien of this pledge shall be valid and binding as against all parties having claims of any kind in tort, contract or otherwise against the Issuer. All funds and accounts created pursuant hereto shall be held by the Finance Director (or such other officer of the Issuer as shall be approved by the City Commission) as trust funds for payment of the Bonds. SECTION 17. COVENANTS OF THE ISSUER. Until all principal of and interest on the Bonds shall have been paid or provided for as herein permitted, the Issuer covenants with the Bondholders as follows: A. REVENUE FUND. The entire Gross Revenues shall upon receipt thereof be deposited in the Revenue Fund created and established by the Original Ordinance. Such Revenue Fund shall constitute a trust fund for the purposes herein provided and shall be kept separate and distinct from all other funds of the Issuer and used only for the purposes and in the manner herein provided. B. CONSTRUCTION FUND. The Construction Fund to be held by the Issuer and to the credit of which deposits shall be made as required by Section 17 hereof is hereby created. Within such fund there shall be maintained separate accounts for each Series of Bonds and furthermore be maintained separate accounts for capitalized interest funded from the proceeds of any Series of Bonds. C. DISBURSEMENTS FROM CONSTRUCTION FUND. Moneys on deposit fromtime to time in the Construction Fund shall be used to pay or reimburse the following Project Costs: (1) Costs incurred directly or indirectly for or in connection with a Project or a proposed or future Project including, but not limited to, those for preliminary planning and studies, archi- tectural, legal, financial, engineering and supervisory services, labor, services, materials, equipment, acquisitions, land, rights-of-way, improvements and installation; (2) Premiums attributable to all insurance required to be taken out and maintained during the period of constructionwith respect to a Project to be acquired or constructed, the premium on each surety bond, if any, required with respect to work on such facilities, and taxes, assessments and other charges hereof that may become payable during the period ofconstruction with respect to such a Project; (3) Costs incurred directly or indirectly in seeking to enforce any remedy against a contractor or subcontractor in respect of any default under a contract relating to a Project or costs incurred directly or indirectly in defending any claim by a contractor or subcontractor with respect to a Project; 15 Item # 24 Attachment number 3 Page 65 of 160 (4) Financial, legal, accounting, appraisals, title evidence and printing and engraving fees, charges and expenses, and all other such fees, charges and expenses incurred in connection with the authorization, sale, issuance and delivery of such Series of Bonds; (5) Interest funded fromBond proceeds, ifany, for a reasonable period of time, which shall be deposited in the Construction Fund and shall be used as provided in a supplemental resolution of the Issuer; (6) Any other incidental and necessary costs including without limitationany expenses, fees and charges relating to the acquisition, construction or installation of a Project, and the malting of extraordinary repairs, renewals and replacements, decommissioning or retirement of any portion of , including the cost of temporary employees of the Issuer retained to carry out duties in connection with the acquisition, construction or erection of a Project; (7) Costs incurred directly or indirectly in placing any Project in operation in order that completion of such Project may occur; (8) Any other costs authorized pursuant to a supplemental resolution of the Issuer and permitted under the laws of the State; and (9) Reimbursements to the Issuer for any of the above items theretofore paid by or on behalf of the Issuer. D. DISPOSITION OF REVENUES. All funds at any time remaining on deposit inthe Revenue Fund shall be disposed ofon or before the twentieth day of each month, commencing in the monthimmedi- ately following the delivery of the 2001 Bonds, for so long as any Bonds remain Outstanding, only in the following manner and m the following order of priority: (1) Funds shall first be used for deposit into the Operation and Maintenance Fund, which was established by the Original Ordinance, of such sums as are necessary for the Cost of Operation and Maintenance, for the next ensuing month. (2) A sum as shall be determined by supplemental resolution of the Issuer shall be deposited into the Construction Fund and used for the purpose of paying Project Costs. (3) From the moneys remaining in the Revenue Fund, the Issuer shall next deposit into the Sinking Fund created by the Original Ordinance, such sums as will be sufficient to pay (a) one-sixth (1/6) of all interest becoming due on the Bonds on the next semi-annual interest payment date; (b) commencing in the first monthwhich is twelve (12) months or six (6) months prior to the first annual or semi-annual maturity date, respectively, of any Serial Bonds, one-twelfth (1/12) or one-sixth (1/6), respectively, ofthe amount of Serial Bonds which will become due and payable on the next 16 Item # 24 Attachment number 3 Page 66 of 160 annual or semiannual principal maturity date, respectively, and (c) one-twelfth (1/12) of the Amortization Installment required to be made on the next annual payment date or one-sixth (1/6) of the Amortization Installment required to be made on the next semi-annual payment date into a "Bond Amortization Account", created and established in the Sinking Fund by the Original Ordinance. Such payments shall be credited to a separate special account for each series of Term Bonds outstanding, and ifthere shall be more than one stated maturity for Term Bonds of a series, then into a separate special account in the Sinking Fund for each such separate maturity of Term Bonds. The funds and investments in each such separate account shall be pledged solely to the payment of principal of the Term Bonds of the series or maturity within a series for which it is established and shall not be available for payment, purchase or redemption of Term Bonds of any other series or within a series, or for transfer to the Sinking Fund to make up any deficiencies in required payments therein. The Amortization Installments may be due either annually or semiannually, but in any event, the required payments as set forth above shall be made monthly commencing in the first month which is six (6) months or twelve (12) months, as the case maybe, prior to the date on which the Amortization Installment is required to be made pursuant to (c) above. Upon the sale of any series of Term Bonds, the Issuer shall by resolution, establish the amounts and maturities of such Amortization Installments for each series, and ifthere shall be more than one maturity of Term Bonds within a series, the Amortization Installments for the Term Bonds of each maturity. In the event the moneys deposited for retirement of a maturity of Term Bonds are required to be invested, in the manner provided below, the Amortization Installments may be stated in terms of either the principal amount of the investments to be purchased on, or the cumulative amounts of the principal amount of investments required to have been purchased by, the payment date of such Amortization Installment. Moneys on deposit in each of the separate special accounts in the Bond Amortization Account shallbe used for the open market purchase or the redemption of Term Bonds ofthe series or maturity of Term Bonds within a series for which such separate special account is established or may remain in said separate special account and be invested until the stated date of maturity of the Term Bonds. The resolution establishing the Amortization Installments for any series or maturity of Term Bonds may Emit the use of moneys to any one or more of the uses set forth in the preceding sentence and may specify the type or types of investments permitted hereunder to be purchased. (4) Moneys remaining m the Revenue Fund shall next be applied by the Issuer to maintain a Reserve Account, which Reserve Account was created and established by the Original Ordinance, in a sum equal to the Reserve Requirement, all or a portion of which sum may be initially provided from the proceeds of the sale of the Bonds and/or other moneys of the Issuer. The Issuer shallthereafter deposit into said Reserve Account an amount equal to one-twelfth (l/ 12) of twenty per cent (20%) ofthe difference between the amount, ifany, so deposited upon the deli- 17 Item # 24 Attachment number 3 Page 67 of 160 very of the Bonds and the amount of the Reserve Requirement on all outstanding Bonds. No further payments shall be required to be made into such Reserve Account when there has been deposited therein and as long as there shall remain on deposit therein a sum equal to the Maximum Bond Service Requirement on all outstanding Bonds becoming due in any ensuing Fiscal Year. Any withdrawals from the Reserve Account shall be subsequently restored from the first moneys available inthe Revenue Fund after all required current payments into the Sinking Fund and into the Reserve Account, including all deficiencies for prior payments, have been made in full. Moneys in the Reserve Account shall be used only for the purpose of the payment of maturing principal (including Amortization Installments) of or interest on the Bonds when the moneys in the Sinking Fund are insufficient therefor, and for no other purpose. Upon the issuance by the Issuer of any Additional Bonds under the terms, limitations and conditions provided in this Ordinance and the Original Ordinance, the payments into the Reserve Account shall be increased so that the amount on deposit therein shall be equal to the Maximum Bond Service Requirement on all Bonds outstanding and to be outstanding. Whenever the amount on deposit in the Reserve Account exceeds the Reserve Requirement on all Bonds then outstanding, the excess may be withdrawn and deposited into the Sinking Fund. The Issuer shall not be required to make any further payments into the Sinking Fund or into the Reserve Account when the aggregate amount of moneys in the Sinking Fund and the Reserve Account are at least equal to the aggregate principal amount of Bonds then outstanding, plus the amount of interest then due or thereafter to become due on the Bonds then outstanding. Notwithstanding the foregoing provisions, in lieu of the required deposits of Revenues into the Reserve Account, the Issuer may cause to be deposited into the Reserve Account a surety bond or an insurance policy issued by a reputable and recognized insurer for the benefit of the Bondholders in an amount equal to the difference between the Maximum Bond Service Requirement and the sums then on deposit in the Reserve Account, if any, which surety bond or insurance policy shall be payable (upon the giving of notice as required thereunder) on any interest payment date on which a deficiency exists which cannot be cured by funds in any other account held pursuant to this Ordinance and the Original Ordinance and available for such purpose. The insurer providing such surety bond or insurance policy shall be an insurer whose municipal bond insurance policies insuring the payment, when due, of the principal of and interest on municipal bond issues results in such issues being rated in the highest rating category by Standard & Poor's Corporation or Moody's Investors Service, Inc., or their successors. If a disbursement is made from a surety bond or an insurance policy provided pursuant to this paragraph, the Issuer shall be obligated to eitherreinstate the maximum limits of such surety bond or insurance policy immediately following such disbursement or to deposit into the Reserve Account, as herein provided in this 18 Item # 24 Attachment number 3 Page 68 of 160 paragraph for restoration of withdrawals from the Reserve Account, funds in the amount of the disbursement made under such policy, or a combination of such alternatives. (5) The Issuer shall next apply and deposit the moneys in the Revenue Fund into the Renewal and Replacement Fund created by the Original Ordinance. The Issuer shall deposit into such Renewal and Replacement Fund an amount equal to one-twelfth (1/12) of five per centum (5%) of the Gross Revenues ofthe System for the previous Fiscal Year, or such other amount as is certified as necessary for the purposes of the Renewal and Replacement Fund by the Consulting Engineer and as approved by the City Commission. The moneys in said Renewal and Replacement Fund shall be used only for the purpose ofpaying the cost of extensions, enlargements or additions to or the replacement of capital assets of the System and emergency repairs thereto. Such moneys ondeposit in suchFund shall also be used to supplement the Reserve Account ifnecessary in order to prevent a default in the payment of the principal of and interest on the Bonds. (6) To the extent junior lien bonds are issued and outstanding (which subordinated bonds the Issuer reserves the right to issue), the Issuer shall next apply moneys in the Revenue Fund to the payment of principal of, redemption premium, if any, and interest on such subordinated debt of the Issuer. (7) The balance of any moneys remaining in the Revenue Fund after the above required payments have been made may either be deposited into either the Renewal and Replacement Fund or the Sinking Fund, or may be used for the purchase or redemption of Bonds, or maybe used by the Issuer for any lawful purpose of the Issuer. E. INVESTMENT OF FUNDS. The Operation and Maintenance Fund, the Sinking Fund, the Reserve Account, the Renewal and Replacement Fund, the Revenue Fund, the Construction Fund, and any other special funds herein and in the Original Ordinance established and created shall constitute trust funds for the purposes provided herein for such funds. All such funds shall be continuously secured in the same manner as state and municipal deposits are required to be secured by the laws ofthe State ofFlorida. Moneys on deposit in any of such funds and accounts may be invested and reinvested in Authorized Investments. Investments made with moneys in the Construction Fund, the Revenue Fund, the Operation and Maintenance Fund, and the Sinking Fund (except the Bond Amortization Account therein), must mature not later than the date that such moneys will be needed. Investments made with moneys in the accounts inthe Bond AmortizationAccount, in the Reserve Account and in the Renewaland Replacement Fund must mature, in the case of the accounts in the Bond Amortization Account not later than the stated date of maturity of each respective AmortizationInstallment ofthe Term Bonds to be retired from the sub-accounts in the Bond AmortizationAccount fromwhichthe investment is made, in the case of the Reserve Account not later than the final maturity of any Bonds then outstanding, and in the case of the Renewal and Replacement Fund, not later than such date as shall be determined by the Issuer. Any and all income 19 Item # 24 Attachment number 3 Page 69 of 160 receivedbytheIssuer from all such investments shall be deposited into the Revenue Fund, except however, that investment income earned in the Bond AmortizationAccount maybe retained therein or deposited into the Sinking Fund and used to pay maturing principal of and interest on the Bonds, at the option of the Issuer. The cash required to be accounted for in each of the foregoing funds and accounts established herein may be deposited in a single bank account, and funds allocated to the various accounts established herein may be invested in a common investment pool, provided that adequate accounting records are maintained to reflect and control the restricted allocation of the cash on deposit therein and such investments for the various purposes of such funds and accounts as herein provided. The designation and establishment of the various funds in and by this Ordinance shall not be construed to require the establishment of any completely independent, self-balancing funds as such term is commonly defined and used in governmental accounting, but rather is intended solely to constitute an earmarking of certain revenues and assets of the System for certain purposes and to establish certain priorities for application of such revenues and assets as herein provided. F. OPERATION AND MAINTENANCE. The Issuer will maintain the System and all parts thereof in good condition and will operate the same in an efficient and economical manner, making such expenditures for equipment and for renewals, repairs and replacements as may be proper for the economical operation and maintenance thereof. G. RATE ORDINANCE. The Issuer has enacted or will enact a rate ordinance and thereby will fix, establishand maintain suchrates and will collect such fees, rentals and other charges for the services and facilities of the System and revise the same from time to time whenever necessary, as will always provide Gross Revenues in each Fiscal Year sufficient to pay the Cost of Operation and Maintenance of the System in such Fiscal Year, one hundred fifteenper centum (115%) ofthe Bond Service Requirement becoming due in such Fiscal Year on the outstanding Parity Bonds, on the outstanding Bonds and on all outstanding Additional Bonds, plus one hundred per centum (100%) of all reserve and other payments required to be made pursuant to this Ordinance and the Original Ordinance. Such rates, fees, rentals and other charges shall not be reduced so as to be insufficient to provide Gross Revenues for such purposes. H. BOOKS AND RECORDS. The Issuer shall keep books and records of the System, which books and records shall be kept separate and apart from all other books, records and accounts of the Issuer, and Bondholders shall have the right at all reasonable times to inspect all records, accounts and data of the Issuer relating thereto. 1. ANNUAL AUDIT. The Issuer shall also, at least once ayear, cause the books, records and accounts relating to the System to be properly audited by a recognized independent firm of certified public accountants and shall make generally available the report of such audits to any Bondholder. 20 Item # 24 Attachment number 3 Page 70 of 160 J. NO MORTGAGE OR SALE OF THE SYSTEM. The Issuer irrevocably covenants, binds and obligates itself not to sell, lease, encumber or in any manner dispose of the System as a whole until all of the Bonds shall have been paid in full as to both principal and interest, or payment shall have been duly provided for under this Ordinance. The foregoing provision notwithstanding, the Issuer may sell or dispose of, for fair market value, any properties or parts of the Systemwhichthe Consulting Engineer shall certify in writing are not necessary for the continued operation of the System and that the sale or disposal of which will not adversely affect the Gross Revenues to be derived from the System to such an extent that the Issuer will fail to comply with the covenants contained herein, including Section 17(G) of this Ordinance and the Original Ordinance. The proceeds derived from any sale or disposal of any properties or parts of the System as provided for in the above paragraph shall, in the discretion of the Issuer, be (1) deposited in the Renewal and Replacement Fund and used exclusively for the purpose ofpaying the cost of extensions, enlargements or additions to, or the replacement of capital assets of the System and for unusual or extraordinary repairs thereto, or for the construction or acquisition of additions, extensions and improvements to the System, or (2) for the purchase or retirement of the Bonds then outstanding. However, if the Consulting Engineer certifies that proceeds are necessary for the purposes stated in part (1) above, such proceeds shall remain in the Renewal and Replacement Fund until such certified requirements are satisfied, and the proceeds shall not be used for any other purpose allowed by this Ordinance or the Original Ordinance. K. INSURANCE. The Issuer will make adequate provision to maintain fire and windstorm insurance on all buildings and structures and properties of the System which are subj ect to loss through fire or windstorm, public liability insurance, and other insurance of such types and in such amounts as are normally carried in the operationof similarpublic and private utility systems within the State of f lorida. Any such insurance shall be placed with nationally recognized and reputable insurors or under State approved and authorized self insurance programs or any combination of both and shall be carried for the benefit of the Bondholders. All monies received for losses under any such insurance, except public liability, are hereby pledged by the Issuer as security for the Bonds, until and unless suchproceeds are used to remedy the loss or damage for which such proceeds are received, either by repairing the property damaged or replacing the property destroyed within ninety (90) days from the receipt of such proceeds. L. NO FREE SERVICE. The Issuer will not render or cause to be rendered any free services of any nature by its System, nor will any preferential rates be established for users of the same class. This covenant shall not prevent individual contracts with other governmental entities for the wholesale delivery of services of the System. The Issuer, including its departments, agencies and instrumentalities, shall avail itself of the facilities or services provided by the System or any part thereof, and the same rates, fees or charges applicable to other customers receiving like services under similar circumstances shall be charged to the Issuer and any such department, agency or instrumentality. Such charges shall be paid as they accrue, and the Issuer shall transfer from its general funds sufficient sums to pay such charges. The reve- nues so received shall be deemed to be Gross Revenues derived fromthe operation ofthe System and shall 21 Item # 24 Attachment number 3 Page 71 of 160 be deposited and accounted for in the same manner as other Gross Revenues derived from such operation of the System. M. MANDATORY CONNECTION. To the full extent permitted by law the Issuer will adopt and keep in force and effect an ordinance requiring that all improved premises with respect to whichwater or sewer services from the System are available shall connect suchpremises to the System and shall obtain available water and sewer services only from the System. N. ENFORCEMENT OF COLLECTIONS. The Issuer will diligently enforce and collect all fees, rentals or other charges for the services and facilities of the System and take all steps, actions and proceedings for the enforcement and collection of such fees, rentals or other charges which shall become delinquent to the full extent permitted or authorized by the Act and by the laws of the State of Florida. The Issuer will, under reasonable rules and regulations, shut off and discontinue the supplying of the water service and the sewer service of the System for the nonpayment of fees, rentals or other charges for said water service or said sewer service, or either of them, and will not restore said water service or sewer service, or either of them, until all delinquent charges for both water service and sewer service, together with interest and reasonable penalties, have been paid in full. 0. REMEDIES. Any Bondholder, or any trustee acting for the Bondholders may, either at law or in equity, by suit, action, mandamus or other proceedings in any court of competent jurisdiction, protect and enforce any and all rights, including the right to the appointment of a receiver, existing under the laws of the State offlorida, or granted and contained herein, and may enforce and compel the performance of all duties herein required or by any applicable statutes to be performed by the Issuer or by any officer thereof. Nothing herein, however, shall be construed to grant to any Bondholders any lien on any real property of the Issuer. P. CONSULTING ENGINEERS. The Issuer will retain an independent consulting engineer or engineering firm having a favorable reputation for skill and experience for the design, construction and operation of systems of comparable size and character as the System, for the purpose of providing the Issuer competent engineering counsel in connection with the making of the capital improvements. The Issuer may, however, employ additional engineers at any time with relation to specific engineering and operation problems arising in connection with the System. Q. CITY MANAGER REPORTS. On an annual basis, within 45 days of the receipt of the annualaudit ofthe System provided for above, the Issuer shall cause to be prepared bythe CityManager a report or survey of the System with respect to the management of the properties thereof, the sufficiency of the rates and charges for services, the proper maintenance of the properties of the System and the necessity for capital improvements and recommendations therefor. Such a report or survey shall also show 22 Item # 24 Attachment number 3 Page 72 of 160 any failure of the Issuer to perform or comply with the covenants herein contained, including those contained in subsection I above. In the event that such annual report reflects that the rates and charges for services are insufficient to protect the rights of the Bondholders, then the Issuer shall take such steps as are required by law to raise the rates and charges for services. In the event that the annual report indicated that the rates and charges for services should be increased substantially pro rata as to all classes of service, then, to the full extent permitted by law, the Issuer shall raise the rates and charges for services without the necessity for notice or public hearing. R. NO COMPETING SYSTEM. To the full extent permitted by law the Issuer will not grant or cause, consent to, or allow the granting of any franchise or permit to any person, fim-, corporation or body or agency or instrumentality whatsoever for the furnishing of water or sanitary sewerage services to or within the service area of the System, if determined by the Consulting Engineers to be materially competitive with the System and adversely affecting the Gross Revenues derived from the operation thereof. S. ISSUANCE OF OTHER OBLIGATIONS. The Issuer shall issue no bonds or obligations of any kind or nature payable from or enjoying a lien on the Pledged Revenues if such obligations have priority over the Bonds with respect to payment or lien, nor shall the Issuer create or cause or permit to be created any debt, lien, pledge, assignment, encumbrance or other charge on a parity with the lien ofthe Bonds upon said Pledged Revenues. Notwithstanding any other provision in this Section, the Issuer may issue Additional Bonds under the conditions and in the manner provided herein. Any obligations of the Issuer, other than the Bonds, which are payable from the Pledged Revenues shall contain an express statement that such obligations are junior and subordinate in all respects to the Bonds as to lien on and source and security for payment from such Pledged Revenues. T. ISSUANCE OF ADDITIONAL BONDS. Additional Bonds, payable on a parity from the Pledged Revenues with the Parity Bonds and the Bonds, shall be issued only for the purposes of refunding a part of the outstanding Bonds or financing the cost of extensions, additions and improvements to the System and for the acquisition and construction of, and extensions, additions and improvements to, sewer and/or water systems which are to be consolidated with the System and operated as a single combined utility. Additional Bonds, other than for refunding purposes, shall be issued only upon compliance with all of the following conditions: (1) There shall have been obtained and filed with the Clerk a certificate ofthe Finance Director stating: (a) that the books and records of the Issuer relative to the System have been audited by qualified and recognized firm of independent certified public accountants; (b) based on such audited financial statement, that the amount of the adjusted Net Revenues derived for the Fiscal Year preceding the date of issuance of the proposed Additional Bonds or for any twelve (12) consecutive months during the eighteen (18) months immediately preceding the date of issuance ofthe Additional Bonds with respect 23 Item # 24 Attachment number 3 Page 73 of 160 to which such certificate is made, adjusted as herein below provided; and (c) based on such audited financial statement, that the aggregate amount of suchNet Revenues, as adjusted, for the period for which such Net Revenues are being certified is equal to not less than 120% of the Maximum Bond Service Requirement becoming due in any Fiscal Year thereafter on (i) all Parity Bonds and the Bonds issued under this Ordinance, if any, then Outstanding, and (ii) on the Additional Bonds with respect to which such certificate is made. (2) Upon recommendation of the Consulting Engineers, the Net Revenues certified pursuant to (b) in the previous paragraph may be adjusted for purposes of this Subsection by including: (a) 100% ofthe additionalNet Revenues whichin the opinion of the Consulting Engineer would have been derived by the Issuer from rate increases adopted before the Additional Bonds are issued, if such rate increases had been implemented before the commencement of the period for which such Net Revenues are being certified, and (b) 100% of the additional Net Revenues estimated by the Consulting Engineer to be derived during the first full twelve month period after the facilities of the System are extended, enlarged, improved or added to with the proceeds of the Additional Bonds with respect to which such certificate is made. The adjustments described in Section 17(T)(2)(b) may only be made if the Net Revenues as adjusted under Section 17(T)(2)(a) for the period for which suchNet Revenues are being certified equals at least 1.00 times the Maximum Bond Service Requirement becoming due in any Fiscal Year thereafter on (i) all Bonds then outstanding; and (ii) on the Additional Bonds with respect to which such certificate is made. (3) Additional Bonds shall be deemed to have been issued pursuant to this Ordinance the same as the Outstanding Bonds, and all of the other covenants and other provisions of this Ordinance and the Original Ordinance (except as to details ofsuch Additional Bonds inconsistent therewith) shall be for the equal benefit, protection and security of the Holder of all Bonds issued pursuant to this Ordinance and the Original Ordinance. Except as provided in Section 17(T) hereof, all Bonds, regardless of the time or times of their issuance, shall rank equally with respect to their lien on the Pledged Revenues and their sources and security for payment therefrom without preference of any Bonds over any other. (4) In the event that the total amount of Bonds herein authorized to be issued are not issued simultaneously, such Bonds which are subsequently issued shall be subject to the conditions of Section 17(T) hereof. (5) The Issuer need not comply with the provisions of paragraph I of this Section 17(T) if and to the extent the Additional Bonds to be issued are refunding bonds, and if the Issuer shall cause to be delivered a certificate of the Finance Director setting forth the annual debt service (i) for the Bonds then Outstanding and (ii) for all Series of Bonds to be immediately Outstanding thereafter and stating that the Bond Service Requirement in any year pursuant to (ii) above is not greater than the Bond Service Requirement in the corresponding year set forth pursuant to (i) above. 24 Item # 24 Attachment number 3 Page 74 of 160 (6) The Issuer shall not be in default in the carrying out of any of the obligations assumed under this Ordinance and no event of default shall have occurred under this Ordinance and shall be continuing, and all payments required by this Ordinance to be made into the funds and accounts established hereunder shall have been made to the full extent required. (7) The resolution authorizing the issuance of a Series ofAdditional Bonds shall recite that all of the covenants contained herein will be applicable to such Additional Bonds. U. MAINTENANCE OF SYSTEM. The Issuer willmaintainthe System in good condition and continuously operate the same in an efficient manner and at a reasonable cost. SECTION 18. TAX COMPLIANCE. A. In General. The Issuer at all times while the Bonds and the interest thereon are outstanding will complywithall applicable provisions of the Internal-Revenue Code of 1986, as amended (the "Code") and any valid and applicable rules and regulations promulgated thereunder (the "Regulations") in order to ensure that the interest on the Bonds will be excluded from gross income for federal income tax purposes. B. Rebate. (1) The Issuer shall either make or cause an independent firm of certified public accountants or tax compliance firm to make and promptly provide to the Issuer the rebate calculations required by the Code and Regulations, on which the Issuer may conclusively rely in taking action under this Section. The Issuer shall make deposits to and disbursements from separate accounts to the extent required by the Code and Regulations and shall otherwise maintain full and complete accounting records of receipts and disbursements of, and investment purchases and sales allocated to, the "gross proceeds" subject to the rebate requirements of the Code and Regulations. The requirements of this Subsection 18B may be superseded or amended by new calculations accompanied by an opinion of bond counsel addressed to the Issuer to the effect that the use ofthe new calculations are in compliance with the Code and Regulations and will not cause the interest on the Bonds to become included in gross income for Federal income tax purposes. (2) The Issuer shall either make or cause an independent firm of certified public accountants or tax compliance firm to annually make and promptly forward to the Issuer after the end of the Bond Year and within the time required by the Code and the Regulations the computation ofthe rebate deposit required by the Code, on whichthe Issuer may conclusively rely in taking actionunder this Subsection B. Records of the determinations required by this Subsection B and the Code and Regulations shall be retained by the Issuer until six (6) years after the Bonds are no longer outstanding. (3) Within the time required by the Code and Regulations following the end of the fifth Bond Year, as defined in the Code, and every five (5) years thereafter, the Issuer shall pay to the United States of America ninety percent (90%) of the rebate amounts calculated as of such 25 Item # 24 Attachment number 3 Page 75 of 160 payment date, as shown by the computations of the Issuer or the certified public accountants or tax compliance firm, and one hundred percent (100%) ofthe earnings on such rebate amounts as of such payment date. Not later than sixty (60) days after the final retirement of each applicable series ofBonds, the Issuer shall pay to the United States of America one hundred percent (100%) of the balance remaining of the rebate amount and the earnings thereon. Each payment required to be paid to the United States of America pursuant to this Subsection B shall be filed with the Internal Revenue Service Center, Ogden, Utah 84201. Each payment shall be accompanied by a copy of the Form 8038 originally filed with respect to each applicable series of Bonds and a statement summarizing the determinationofthe amount to be paid to the United States ofAmerica. SECTION 19. DEFAULTS; EVENTS OF DEFAULT AND REMEDIES. Except as provided below, if any of the following events occur it is hereby defined as and declared to be and to constitute an "Event of Default": (A) Default in the due and punctual payment of any interest on the Bonds; (B) Default in the due and punctual payment of the principal of and premium, if any, or Accreted Value on any Bond, at the stated maturity thereof, or upon proceedings for redemption thereof; (C) Default in the performance or observance of any other of the covenants, agreements or conditions on the part of the Issuer contained in this Ordinance or in the Bonds and the continuance thereof for a period of thirty (30) days after written notice to the Issuer given by the Holders of not less than twenty-five percent (25 %) of aggregate principal amount of Bonds then Outstanding (provided, however, that with respect to any obligation, covenant, agreement or conditionwhich requires performance by a date certain, if the Issuer performs such obligation, covenant, agreement or condition within thirty (30) days of written notice as provided above, the default shall be deemed to be cured); (D) Failure by the Issuer promptly to remove any execution, garnishment or attachment of such consequence as will materially impair its ability to carry out its obligations hereunder; (E) Any act ofbankruptcy or the rearrangement, adjustment or readjustment ofthe obligations of the Issuer under the provisions of any bankruptcy or moratorium laws or similar laws relating to or affecting creditors' rights. The term "default" shall mean default by the Issuer in the performance or observance of any of the covenants, agreements or conditions on its part contained in this Ordinance, any supplemental resolution or in the Bonds, exclusive of any period of grace required to constitute a default or an "Event of Default" as hereinabove provided. For purposes of Section 19(A) and (B) hereof, no effect shall be given to any payments made under any Bond Insurance Policy. 26 Item # 24 Attachment number 3 Page 76 of 160 Any Holder of Bonds issued under the provisions hereof or any trustee acting for the Holders of such Bonds, may either at law or in equity, by suit, action, mandamus or other proceedings in any court of competent jurisdiction, protect and enforce any and all rights, including the right to the appointment of a receiver, existing under State or federal law, or granted and contained herein, and may enforce and compel the performance of all duties required herein or by any applicable law to be performed by the Issuer or by any officer thereof. Nothing herein, however, shall be construed to grant to any Holder of the Bonds any lien on any property of the Issuer, except the Pledged Revenues. The foregoing notwithstanding: (i) No remedy conferred upon or reserved to the Bondholders is intended to be exclusive of any other remedy, but each remedy shall be cumulative and shall be in addition to any other remedy given to the Bondholders hereunder. (ii) No delay or omission to exercise any right or power accruing upon any default or Event of Default shall impair any suchright or power or shall be construed to be a waiver of any such default or acquiescence therein, and every such right and power may be exercised as often as may be deemed expedient. (iii) No waiver of any default or Event of Default hereunder by the Bondholders shall extend to or shall affect any subsequent default or Event of Default or shall impair any rights or remedies consequent thereon. (iv) Acceleration of the payment of principal of and interest on the Bonds shall not be a remedy hereunder in the case of an Event of Default. Upon the occurrence ofan Event ofDefault, and upon the filing of a suit or other commencement of judicial proceedings to enforce the rights of the Bondholders under this Ordinance, the Bondholders shall be entitled, as a matter of right, to the appointment of a receiver or receivers of the Project and the funds pending such proceedings, with such powers as the court making such appointment shall confer. Notwithstanding any provision of this Ordinance to the contrary, for all purposes of this Section 21, except the giving of notice of any Event ofDefault to the Holder of the Bonds, the Bond Insurer shall be deemed to be the Holder of the Bonds it has insured. On the occurrence of an Event of Default, to the extent such rights may then lawfully be waived, neither the Issuer nor anyone claiming through or under it, shall set up, claim or seek to take advantage of any stay, extension or redemption laws now or hereafter in force, in order to prevent or hinder the enforcement of this Ordinance, and the Issuer, for itself and all who may claim through or under it, hereby 27 Item # 24 Attachment number 3 Page 77 of 160 waives, to the extent it may lawfully do so, the benefit of all such laws and all right of redemption to which it may be entitled. Within 30 days of knowledge thereof, both the Issuer and the Paying Agent shall provide notice to the Bond Insurer of the occurrence of any Event of Default. The Bond Insurer shall be included as a party in interest and as a party entitled to (i) notify the Issuer or any Paying Agent of the occurrence of an Event of Default and (ii) request the Issuer or any Paying Agent to intervene in judicial proceedings that affect the Bonds or the security therefor. The Issuer and any Paying Agent are required to accept notice of default from the Bond Insurer. Anything in this Ordinance to the contrary notwithstanding, upon the occurrence and continuance of an Event of Default, the Bond Insurer, ifany for a Series ofBonds shall be entitled to control and direct the enforcement of all rights and remedies granted to the Bondholders under this Ordinance for such Series of Bonds and the Bond Insurer shall also be entitled to approve all waivers of events of default. SECTION 20. AMENDING AND SUPPLEMENTING OF ORDINANCE WITHOUT CONSENT OF HOLDERS OF BONDS. The Issuer, from time to time and at any time and without the consent or concurrence of any Holder of any Bonds, may enact an ordinance amendatory hereof or supplemental hereto, if the provisions of such supplemental ordinance shall not adversely affect the rights of the Holders of the Bonds then Outstanding, for any one or more of the following purposes: (A) To make any changes or corrections in this Ordinance as to whichthe Issuer shall have been advised by counsel that are required for the purpose of curing or correcting any ambiguity or defective or inconsistent provisions or omission or mistake or manifest error contained in this Ordinance, or to insert in this Ordinance such provisions clarifying matters or questions arising under this Ordinance as are necessary or desirable; (B) To add additional covenants and agreements of the Issuer for the purpose offarther securing the payments of the Bonds; (C) To surrender any right, power or privilege reserved to or conferred upon the Issuer by the terms of this Ordinance; (D) To confirm as further assurance any lien, pledge or charge or the subjection to any lien, pledge or charge, created or to be created by the provisions of this Ordinance; (E) To grant to or confer upon the Holders any additional right, remedies, powers, authority or security that lawfully may be granted to or conferred upon them; (F) To assure compliance with federal "arbitrage" provisions in effect from time to time; 28 Item # 24 Attachment number 3 Page 78 of 160 (G) To provide such changes as maybe necessary in order to adjust the terms hereof so as to facilitate the issuance of Variable Rate Bonds or Option Bonds; and (H) To modify any of the provisions of this Ordinance in any other aspects provided that such modifications shall not be effective until after the Bonds Outstanding at the time such supplemental ordinance is adopted shall cease to be Outstanding, or until the holders thereof consent thereto pursuant to Section 21 hereof, and any Bonds issued subsequent to any such modification shall contain a specific reference to the modifications contained in such supplemental ordinance. Except for supplemental resolutions providing for the issuance of a Series of Bonds pursuant hereto, the Issuer shall not enact any supplemental ordinance authorized by the foregoing provisions of this Section unless in the opinion of Bond Counsel the enactment of such supplemental ordinance is permitted by the foregoing provisions of this section. SECTION 21. AMENDMENT OF ORDINANCE WITH CONSENT OF HOLDERS OF BONDS. Except as provided in Section 20 hereof, no material modification or amendment of this Ordinance or of any resolution supplemental hereto shall be made without the consent in writing of the Holders of fifty-one percent or more in the principal amount of the Bonds of each Series so affected and then Outstanding. For purposes of this Section, to the extent any Bonds are insured by a policy of municipal bond insurance or are secured by a letter of credit and such Bonds are then rated in as high a rating category as the rating category in which such Bonds were rated at the time of initial issuance and delivery thereof by either Standard & Poor's Corporation or Moody's Investors Service, or successors and assigns, then the consent of the issuer of such municipal bond insurance policy or the issuer of such letter of credit shall be deemed to constitute the consent of the Holder of such Bonds. No modification or amendment shall permit a change in the maturity of suchBonds or a reduction in the rate of interest thereon or in the amount of the principal obligation thereof or affecting the promise of the Issuer to pay the principal of and interest on the Bonds as the same shall become due from the Pledged Revenues or reduce the percentage of the Holders of the Bonds required to consent to any material modification or amendment hereof without the consent of the Holder or Holders of all such obligations. For purposes of the immediately preceding sentence, the issuer of a municipal bond insurance policy or a letter of credit shall not consent on behalf of the Holders of the Bonds. No amendment or supplement pursuant to this Section 21 (but not including Section 20 hereof) shall be made without the consent of the Bond Insurer, if any. SECTION 22. DEFEASANCE. The covenants and obligations of the Issuer shall be defeased and discharged under terms of this Ordinance as follows: (A) If the Issuer shall pay or cause to be paid, or there shall otherwise be paid, to the Holders of all Bonds the principal, redemption premium, if any, and interest due or to become due thereon, at the times and in the manner stipulated herein, then the pledge of the Pledged Revenues and all covenants, agreements and other obligations of the Issuer to the Bondholders, shall thereupon cease, terminate and become void and be discharged and satisfied. If the Issuer shall pay or cause to be paid, or there shall 29 Item # 24 Attachment number 3 Page 79 of 160 otherwise be paid, to the Holders of any Outstanding Bonds the principal or redemption premium, if any, and interest due or to become due thereon, at the times and in the manner stipulated herein, such Bonds shall cease to be entitled to any lien, benefit or securityunder this Ordinance, and all covenants, agreements and obligations of the Issuer to the Holders of such Bonds shall thereupon cease, terminate and become void and be discharged and satisfied. (B) The Bonds, redemptionpremium if any, and interest due or to become due for the payment or redemption of which moneys shall have been set aside and shall be held in trust (through deposit by the Issuer of funds for such payment or redemption or otherwise) at the maturity or redemption date thereof shall be deemed to have been paid within the meaning and with the effect expressed in paragraph (A) of this Section 22. Subject to the provisions of paragraph (C) and (D) of this Section 22, any Outstanding Bonds shall prior to the maturity or redemption date thereof be deemed to have been paid within the meaning and with the effect expressed in paragraph (A) of this Sectionif(i) in case any of said Bonds are to be redeemed on any date prior to their maturity, the Issuer shall have given to the escrow agent instructions accepted in writing by the escrow agent to notify Holders of Outstanding Bonds in the manner required herein of the redemption of such Bonds on said date and (ii) there shall have been deposited with the escrow agent either moneys in an amount which shall be sufficient, or Federal Securities (including any Federal Securities issued or held in book-entry form on the books of the Department of the Treasury of the United States) the principal of and the interest on which when due will provide moneys which, together with the moneys, ifany, deposited with the escrow agent at the same time, shall be sufficient, to paywhen due the principal of or premium, if any, and interest due and to become due on said Bonds on or prior to the redemption date or maturity date thereof, as the case may be. (C) For purposes of determining whether Variable Rate Bonds shall be deemed to have been paid prior to the maturity or redemption date thereof, as the case may be, by the deposit of moneys, or Acquired Obligations and moneys, if any, in accordance with paragraph B of this Section 22, the interest to come due on such Variable Rate Bonds on or prior to the maturity date or redemption date thereof, as the case may be, shall be calculated at the maximum rate permitted by the terms thereof, provided, however, that ifon any date, as a result of such Variable Rate Bonds having bome interest at less than such maximum rate for any period, the total amount of moneys and Acquired Obligations on deposit with the escrow agent for the payment of interest on such Variable Rate Bonds is in excess of the total amount which would have been required to be deposited with the escrow agent on such date in respect of such Variable Rate Bonds in order to satisfy the second sentence of paragraph (B) of this Section 22, the escrow agent shall, if requested by the Issuer, pay the amount of such excess to the Issuer free and clear of any trust, lien, pledge or assignment securing the Bonds or otherwise existing under this Ordinance. (D) Option Bonds shall be deemed to have been paid in accordance with the second sentence of paragraph (B) of this Section 22 only if, in addition to satisfying the requirements of clauses (i) and (ii) of such sentence, there shall have been deposited with the escrow agent moneys in an amount which shall be sufficient to pay when due the maximum amount of principal of and redemption premium, if any, and interest on such Bonds which could become payable to the Holders of such Bonds upon the exercise of 30 Item # 24 Attachment number 3 Page 80 of 160 any options provided to the Holders of such Bonds; provided, however, that if, at the time a deposit is made with the escrow agent pursuant to paragraph (B) of this Section, the options originally exercisable by the Holder of an Option Bond are no longer exercisable, such Bond shall not be considered an Option Bond for purposes of this paragraph (D). If any portion of the moneys deposited with the escrow agent for the payment of the principal of and redemption premium, if any, and interest on Option Bonds is not required for suchpurpose, the escrow agent shall, ifrequested by the Issuer, pay the amount of such excess to the Issuer free and clear of any trust, lien, security interest, pledge or assignment securing said Bonds or otherwise existing under the Resolution. SECTION 23. SALE OF THE BONDS. The Bonds shall be issued and sold at public or negotiated sale at one time or in installments from time to time and at such price or prices as shall be consistent with the provisions of the requirements of this Ordinance and other applicable provisions oflaw as set forth in a supplemental resolution of the Issuer adopted before the issuance of any Series ofBonds. SECTION 24. CAPITAL APPRECIATION BONDS. For the purposes of (i) receiving payment of the redemptionprice if a Capital Appreciation Bond is redeemed prior to maturity, (ii) receiving payment of a Capital Appreciation Bond if the principal of all Bonds is declared immediately due and payable under the provisions of the Ordinance, (iii) computing the amount ofthe Maximum Bond Service Requirement, and (iv) computing the percentage of Bonds held by the registered owner of a Capital Appreciation Bond in giving to the Issuer or the Trustee any notice, consent, request or demand pursuant to the Ordinance for any purpose whatsoever, the principal amount of a Capital Appreciation Bond shall be deemed to be its Accreted Value. SECTION 25. AMENDING PRIOR ORDINANCES. In accordance with Section 21 of Ordinance No. 3674-84, which permits amendments and modifications of such Ordinance which are not material modifications or amendments thereof, but withthe consent of the respective Bond Insurer for the Parity Bonds, Section 16R of Ordinance No. 3674-84, Ordinance No. 5355-93 and Ordinance No. 6311-98 is hereby amended by deleting in its entirety paragraph (1) thereof and replacing suchparagraph with the following new paragraph (1): (1) There shall have been obtained and filed with the Clerk a certificate of the Finance Director stating: (a) that the books and records of the Issuer relative to the System have been audited by qualified and recognized firm of independent certified public accountants; (b) based on such audited financial statement, that the amount of the adjusted Net Revenues derived for the Fiscal Year preceding the date of issuance ofthe proposed Additional Bonds or for any twelve (12) consecutive months during the eighteen (18) months immediately preceding the date of issuance of the Additional Bonds with respect to which such certificate is made, adjusted as herein below provided; and (c) based on such audited financial statement, that the aggregate amount of such Net Revenues, as adjusted, for the period for which suchNet Revenues are being certified is equal to not less than 120% of the Maximum Bond Service Requirement becoming due in any Fiscal Year 31 Item # 24 Attachment number 3 Page 81 of 160 thereafter on (i) all Parity Bonds and the Bonds issued under this Ordinance, if any, then Outstanding, and (ii) on the Additional Bonds with respect to which such certificate is made SECTION 26. SEVERABILITY OF INVALID PROVISIONS. Ifany one or more of the covenants, agreements or provisions herein contained shall be held contrary to any express provisions of law or contrary to the policy of express law, though not expressly prohibited, or against public policy, or shall for any reason whatsoever be held invalid, then such covenants, agreements or provisions shall be null and void and shall be deemed separable from the remaining covenants, agreements or provisions and shall in no way affect the validity of any of the other provisions hereof or of the Bonds issued hereunder. SECTION 27. REPEALING CLAUSE. All ordinances or resolutions or parts thereof of the Issuer in conflict with the provisions herein contained are, to the extent of such conflict, hereby superseded and repealed. SECTION 28. EFFECTIVE DATE. This Ordinance shall take effect immediately upon its passage. SECTION 29. PUBLIC NOTICE. Notice of the proposed enactment of this Ordinance has been properly advertised in a newspaper of general circulation in accordance with Chapter 166.041, Florida Statutes. PASSED ON FIRST READING 2001 PASSED ON SECOND READING AND FINAL READING AND ADOPTED AS AMENDED. , 2001 Mayor-Commissioner Attest: City Clerk Approved as to Form, Sufficiency and Correctness: City Attorney Item # 24 32 Attachment number 3 Page 82 of 160 RESOLUTION NO. 03-35 A RESOLUTION PROVIDING FOR THE AUTHORIZATION OF NOT TO EXCEED $9,500,000 WATER AND SEWER REVENUE REFUNDING BONDS, SERIES 2003; PROVIDING FOR THE PUBLIC SALE OF SAID BONDS; SETTING FORTH THE FORM OF THE NOTICE OF BOND SALE AND SUMMARY NOTICE OF BOND SALE RELATING TO THE SALE OF SUCH BONDS; DIRECTING PUBLICATION OF THE SUMMARY NOTICE OF SALE RELATING TO SUCH BONDS; PROVIDING FOR THE OPENING OF BIDS RELATING TO THE SALE OF THE BONDS; SETTING FORTH THE FORM OF OFFICIAL NOTICE OF SALE AND BID FORMS; PROVIDING THAT SUCH BONDS SHALL BE ISSUED IN FULL BOOK ENTRY FORM; APPROVING THE FORM OF A PRELIMINARY OFFICIAL STATEMENT; PROVIDING FOR COMPLIANCE WITH A CONTINUING DISCLOSURE CERTIFICATE; DESIGNATING A REGISTRAR AND PAYING AGENT; PROVIDING FOR AN ESCROW DEPOSIT AGREEMENT AND APPOINTING AN ESCROW AGENT; AUTHORIZING THE PURCHASE OF MUNICIPAL BOND INSURANCE; PROVIDING CERTAIN OTHER MATTERS IN CONNECTION THEREWITH; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Clearwater, Florida (the "Issuer") has by Ordinance No. 3674- 84 enacted by the Issuer on August 2, 1984, as amended and supplemented in Ordinance 5355-93, enacted on April 15, 1993, as amended and supplemented in Ordinance 6311-98, enacted November 5, 1998 and as further amended and supplemented in Ordinance 6915-01, enacted November 15, 2001 (collectively, the "Bond Ordinance") authorized the issuance of City of Clearwater, Florida, Water and Sewer Revenue Bonds, Series [to be determined] in one or more series from time to time; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF CLEARWATER, FLORIDA, as follows: SECTION 1. AUTHORIZATION OF BONDS AND SERIES DESIGNATION. The Water and Sewer Revenue Refunding Bonds, Series 2003 being offered pursuant to the Bond Ordinance and this resolution are hereby designated as the not to exceed $9,500,000 City of Clearwater, Florida, Water and Sewer Revenue Bonds, Series 2003 (the "Series 2003 Bonds"), which Series 2003 Bonds are hereby authorized to be issued. The proceeds of the Series 2003 Bonds shall be used to refund the Issuer's outstanding Water and Sewer Refunding Revenue Bonds, Series 1993 maturing on and after December 1, 2004 (the 'Refunded Bonds'), pay the cost of issuing the 2003 Bonds, including any municipal bond insurance, and to fund a debt service reserve fund. SECTION 2. PUBLIC SALE. There is hereby authorized to be sold pursuant to a public sale not to exceed $ 9,500,000 City of Clearwater, Florida, Water and SewerRevenue Refunding Bonds, Series 2003. Resolution No. 03-35 1 Item # 24 Attachment number 3 Page 83 of 160 SECTION 3. SALE OF SERIES 2003 BONDS; REDEMPTION AND MATURITY PROVISIONS. The Finance Director is hereby directed to arrange for the sale of the Series 2003 Bonds utilizing the electronic bid process of PARITY through the publication of the Summary Notice of Sale of the Bonds in a newspaper regularly distributed in the City of Clearwater and in The Bond Buyer, such publications to be on such date as shall be deemed by the Finance Director to be in the best interest of the Issuer and such publications to be not less than ten (10) calendar days prior to the date of sale as required by Section 218.385(1), Florida Statutes; and to publish such Notice in such other newspapers on such dates as may be deemed appropriate by the Finance Director. The Series 2003 Bonds shall be subject to optional redemption and shall bear maturities and sinking fund amortizations as shall be subsequently determined by the Financial Director, upon advice of the City's financial advisor and based on market conditions existing at the time, prior to the publication of the Summary Notice of Sale as hereinafter approved. Proposals for purchase of the Series 2003 Bonds will be received electronically via PARITY as provided in the Official Notice of Sale, from the time that the Notice of Bond Sale is published until 11:00 a.m., Clearwater, Florida time, on such date and time as may be established by the Finance Director of the City or her designee, and if such date is subject to change, communicated through Thompson Municipal Market Monitor (TM3) not less than twenty-four (24) hours prior to the time bids are to be received for the purchase of the City of Clearwater, Florida, Water and Sewer Revenue Bonds, Series 2003; provided that if the intemet is not working on the designated bid date, the bid date shall be automatically changed to the next business day, and the City will communicate a confmnation of this change in bid date through Thompson Municipal Market Monitor (TM3), all as provided in the Notice of Sale (the "Bid Date"). SECTION 4. CREATION OF ACCOUNT IN THE CONSTRUCTION FUND AND USE OF FUNDS. There is hereby created with the Construction Fund separate subaccounts namely, the Series 2003 Cost of Issuance Account. Moneys held in the Series 2003 Cost of Issuance Account shall be used to pay the costs of issuing and delivering the Series 2003 Bonds. SECTION 5. DISPOSITION OF PROCEEDS OF SERIES 2003 BONDS. The proceeds from the sale of the Series 2003 Bonds shall be deposited as follows: (a) An amount equal to the accrued interest on the Series 2003 Bonds shall be deposited into the Interest Account in the Bond Service Funds; (b) An amount determined by the Finance Director to be necessary to pay the costs of issuing the Series 2003 Bonds, including the premium due to the Bond Insurer, shall be deposited into the Series 2003 Cost of Issuance Account in the Construction Fund to pay such costs; (c) An amount determined by the Finance Director in consultation with the City's Financial Advisor to be deposited under the Escrow Deposit Agreement (hereinafter approved), which together with certain Resolution No. 03-35 2 Item # 24 Attachment number 3 Page 84 of 160 funds currently held by the Issuer in the Sinking Fund for the Refunded Bonds, will provide sufficient funds to defease the Refunded Bonds; (d) An amount determined by the Finance Director to be necessary to increase the amount in the Reserve Fund so that the amount on deposit therein equals the Reserve Requirement; and (e) The remaining proceeds of the Series 2003 Bonds representing a rounding amount shall be deposited into the Bond Service Fund for the Series 2003 Bonds. SECTION 6. APPROVAL OF FORMS. The Notice of Bond Sale and Summary Notice of Sale of the Bonds to be submitted for purchase of the Series 2003 Bonds shall be in substantially the forms annexed hereto, as Exhibits A and B, respectively, together with such changes as shall be deemed necessary or desirable by the Finance Director depending on the bidding method selected in accordance with Section 3 hereof, incorporated herein by reference. The form of the Official Bid Form shall be provided by the intemet auction website selected by the Finance Director, and shall be reasonably satisfactory to the Finance Director. SECTION 7. BOOK ENTRY ONLY BONDS. It is in the best interest of the City and the residents and inhabitants thereof that the Series 2003 Bonds be issued utilizing a pure book-entry system of registration. In furtherance thereof, the City has previously executed and delivered a Blanket Letter of Representations with the Depository Trust Company. For so long as the Series 2003 Bonds remain in such book entry only system of registration, in the event of a conflict between the provisions of the Bond Ordinance and of the Blanket Letter of Representations, the terms and provisions of the Blanket Letter of Representations shall prevail. SECTION 8. ESCROW DEPOSIT AGREEMENT The form of Escrow Deposit Agreement to be used in connection with the defeasance and redemption of the Refunded Bonds attached hereto as Exhibit''" and incorporated herein by reference is hereby approved. The Mayor-Commissioner, or in his absence the Vice Mayor, the City Manager and the City Clerk are hereby authorized to execute such Escrow Deposit Agreement in substantially the form attached as Exhibit "T" upon the approval of the City Attorney as to form and legal sufficiency, with such additional changes, insertions and omissions therein as do not change the substance thereof and as may be approved by the said officers of the Issuer executing the same, such execution to be conclusive evidence of such approval. The Finance Director is hereby authorized to solicit offers from financial institutions to serve as Escrow Agent under the Escrow Deposit Agreement for the Refunded Bonds, and the Finance Director is hereby authorized to select the firm with the lowest bid to serve in such capacity. SECTION 9. PRELIMINARY OFFICIAL STATEMENT AND OFFICIAL STATEMENT. The City Manager and Finance Director are authorized and directed to cause a Preliminary Official Statement to be prepared in substantially the form attached hereto as Exhibit C, with such changes, insertions and omissions as shall be approved by the City Manager and Finance Director, Resolution No. 03-35 3 Item # 24 Attachment number 3 Page 85 of 160 containing a copy of the attached Notice of Bond Sale and to furnish a copy of such Preliminary Official Statement to interested bidders. The City Manager and Finance Director are authorized to deem final the Preliminary Official Statement prepared pursuant to this Section for purposes of Rule 15c2-12 (the "Rule") of the Securities and Exchange Commission. Upon the award of the Series 2003 Bonds to the successful bidder, the City shall also make available a reasonable number of copies of the Preliminary Official Statement to such bidder, who may mail such Preliminary Official Statements to prospective purchasers at the bidder's expense. Following the award of the Series 2003 Bonds, the City Manager and the Finance Director shall cause to be prepared a final Official Statement dated as of the Bid Date, reflecting such changes in the Preliminary Official Statement as may be necessary to reflect the purchaser's bid. The Mayor-Commissioner and City Manager are hereby authorized to execute and delivery such final Official Statement, with such changes, insertions and omissions as may be approved by such officers. SECTION 10. CONTINUING DISCLOSURE. The City hereby covenants and agrees that, in order to provide for compliance by the City with the secondary market disclosure requirements of the Rule, that it will comply with and carry out all of the provisions of that certain Continuing Disclosure Certificate in substantially the form attached hereto as Exhibit D, to be executed by the City and dated the date of issuance and delivery of the Series 2003 Bonds, as it may be amended from time to time in accordance with the terms thereof (the "Continuing Disclosure Certificate"). Notwithstanding any other provision of this Resolution, failure of the City to comply with such Continuing Disclosure Certificate shall not be considered an event of default; however, any Bondholder may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the City to comply with its obligations under this Section. SECTION It. REGISTRAR AND PAYING AGENT. Wells Fargo Bank, N.A., Minneapolis, Minnesota is hereby appointed as Registrar and Paying Agent for the Series 2003 Bonds. SECTION 12. MUNICIPAL BOND INSURANCE POLICIES. Pursuant to the Bond Ordinance, Financial Security Assurance Inc. ("FSA") has been selected to provide its Municipal Bond Insurance Policy (the "Policy") as the Bond Insurance Policy (as defined in the Bond Ordinance) as additional security for payment of principal and interest on the Series 2003 Bonds. Selection ofFinancial Security Assurance Inc., a New York domiciled insurance company as the Bond Insurer (as defined in the Bond Ordinance) is hereby ratified and confirmed and payment for such Bond Insurance Policy from proceeds of the Series 2003 Bonds is hereby authorized. The Issuer hereby accepts the terms, conditions and agreements relating to the Bond Insurance Policy in accordance with the Municipal Bond Insurance Commitment attached hereto as Exhibit E and incorporated herein. A statement of insurance is hereby authorized to be printed on or attached to the Series 2003 Bonds for the benefit and information of the holders of the Series 2003 Bonds. In addition to the covenants and agreements of the City previously contained in the Bond Ordinance regarding the rights of the Bond Insurer, which are hereby incorporated herein, the City hereby makes the additional covenants and agreements substantially in the form attached hereto as Exhibit "G" for the benefit Resolution No. 03-35 4 Item # 24 Attachment number 3 Page 86 of 160 of the Bond Insurer and the Holders of the Series 2003 Bonds while the Bond Insurance Policy insuring the Series 2003 Bonds are in full force and effect: SECTION 13. AWARD OF BIDS. The Finance Director is hereby authorized to accept the bids for the Series 2003 Bonds. The City Manager and the Finance Director are hereby authorized to award the sale of the Series 2003 Bonds on their determination of the best bid submitted in accordance with the terms of the Notice of Bond Sale provided for herein so long as the true interest cost rate shall not exceed 4.0% on the Series 2003 Bonds and a net present value savings on refunding the Refunded Bonds of not less than 2%. The City Manager and the Finance Director are hereby authorized to award the sale of the Series 2003 Bonds as set forth above or to reject all bids for the Series 2003 Bonds. Such award shall be final. SECTION 14. PRIOR RESOLUTIONS. To the extent the provisions of this Resolution are inconsistent with the provisions of Resolution No. 02-30, adopted by the City Commission of the City on June 20, 2002 with respect to the Series 2002 Bonds, Resolution No. 98-54, adopted by the City Commission of the City on November 5, 1998, with respect to the Series 1998 Bonds and Resolution No. 93-26, adopted by the City Commission of the City on April 15, 1993, with respect to the Series 1993 Bonds, provisions of this Resolution shall control and supercede the inconsistent provisions of such Resolutions. Resolution No. 03-35 5 Item # 24 Attachment number 3 Page 87 of 160 SECTION 15. EFFECTIVE DATE. This resolution shall take effect immediately upon adoption. Passed and adopted by the City Commission of the City of Clearwater, Florida, this _ day of , 2003. Approved as to form: CITY OF CLEARWATER, FLORIDA Brian J. Aungst, Mayor-Commissioner Attest: Pamela K. Akin, City Attorney Cynthia E. Goudeau, City Clerk Resolution No. 03-35 6 Item # 24 Attachment number 3 Page 88 of 160 EXHIBIT A FORM OF OFFICIAL NOTICE OF BOND SALE CITY OF CLEARWATER, FLORIDA WATER AND SEWER REVENUE REFUNDING BONDS, SERIES 2003 NOTICE IS HEREBY GIVEN that electronic (as explained below) proposals will be received electronically via PARITY in the manner described below, until 11:00 a.m., Eastern Daylight Savings Time, on October 1, 2003. Bids must be submitted electronically via PARITY in accordance with this Notice of Bond Sale, until 11:00 a.m., Clearwater, Florida time, but no bid will be received after the time for receiving bids specified above. To the extent any instructions or directions set forth in PARITY conflict with this Notice of Bond Sale, the terms of this Notice of Bond Sale shall control. For further information aboutPARITY, potential bidders may contact the financial advisor to the City, William R. Hough & Co., 100 Second Avenue South, Suite 800, St. Petersburg, Florida 33701, Attn: Kevin Conitz: (727) 895 8853, or PARITY at 40 West 23rd Street, 5 th Floor, New York, New York 10010, telephone (212) 404-8102. In the event of a malfunction in the electronic bidding process, the bid date will automatically change to the next business day as confirmed in a communication through Thompson Municipal Market Monitor (TM3). Form of Series 2003 Bonds The Series 2003 Bonds will be issued in book entry only form, without coupons, in denominations of $5,000 or any integral multiples thereof, and shall be dated October 1, 2003. Principal of the Series 2003 Bonds shall be paid to the registered owners at the designated corporate trust office of Wells Fargo Bank, N.A. (the "Paying Agent" and "Registrar"), upon presentment and surrender of the Series 2003 Bonds. Interest on the Series 2003 Bonds shall be paid to the registered owners as shown on the registration books maintained by the Registrar, by check or draft mailed to each such owner's address as shown on the registration books maintained by the Registrar as of the fifteenth (15th) day of the calendar month preceding such interest payment date. Interest will be payable each June 1 and December 1, commencing June 1, 2004. Interest will be calculated on the basis of a 360-day year of twelve 30-day months. For so long as The Depository Trust Company, New York, New York, or its nominee, Cede & Co. (collectively, "DTC") is the registered owner of the Series 2003 Bonds, payments of principal of, redemption premium, if any, and interest on the Series 2003 Bonds will be made directly to DTC. Disbursements of such payments to the DTC participants is the responsibility of DTC and further disbursement of such payments from the DTC participants to the beneficial owners of the Series 2003 Bonds is the responsibility of the DTC participants. * Preliminary, subject to change A-1 Item # 24 Attachment number 3 Page 89 of 160 Initially one bond will be issued for each maturity of the Series 2003 Bonds in the aggregate principal amount of each such maturity and registered in the name of DTC. DTC, an automated clearing house for securities transactions, will act as securities depository for the Series 2003 Bonds. Purchases of the Series 2003 Bonds will be made in book-entry-only form (without certification). It shall be the responsibility of the Successful Bidder (as hereinafter defined) for the Series 2003 Bonds to furnish to DTC an underwriters' questionnaire and to the City the CUSIP numbers of the Series 2003 Bonds not less than seven (7) days prior to the Closing Date (as hereinafter defined). Maturity Schedule The Series 2003 Bonds will mature on December 1 of the following years in the following principal amounts: Series 2003 Bonds Maturity 2004 2005 2006 2007 2008 2009 2010 Principal Amnmt* Maturi ty 2011 2012 2013 2014 2015 2016 2017 2018 Principal Amnmt* *Prehminary, subject to change The Series 2003 Bonds will be sold as serial bonds. Bidders will not be allowed to designate any maturities as one or more term bonds. Adjustment of Principal Amount After final computation of the bids, to achieve desired debt service levels, the City reserves the right either to increase or decrease any Principal Amount of the Series 2003 Bonds shown on the schedule of Principal Amounts set forth above (the "Maturity Schedule"), by an amount not to exceed five percent (5%) of the stated amount of each such Principal Amount on the Maturity Schedule and correspondingly adjust the issue size, all calculations to be rounded to the nearest $5,000. In the event of any such adjustment in the Series 2003 Bonds, no rebidding or recalculation of the A-2 Item # 24 Attachment number 3 Page 90 of 160 bid submitted with respect to such Series 2003 Bonds will be required or permitted. If necessary, the total purchase price of the Series 2003 Bonds will be increased or decreased in direct proportion to the ratio that the adjustment bears to the aggregate principal amount of the Series 2003 Bonds specified herein; and the Series 2003 Bonds of each maturity, as adjusted, will bear interest at the same rate and must have the same initial reoffering yields as specified in the bid of the Successful Bidder. However, the award will be made to the bidder whose bid produces the lowest true interest cost, calculated as specified below, solely on the basis of the bid for the Series 2003 Bonds offered pursuant to the Bid Maturity Schedule of the relevant series of Series 2003 Bonds, without taking into account any adjustment in the amount of Series 2003 Bonds set forth in the Bid Maturity Schedule. Basis of Award Proposals must be unconditional and only for all the Series 2003 Bonds. The purchase price bid for the Series 2003 Bonds may include a discount (including underwriters' discount and original issue discount) not to exceed two percent (2%) of the principal amount of the Series 2003 Bonds and shall specify how much of the discount is original issue discount. The purchase price bid may also include an original issue premium and shall specify how much of such purchase price is original issue premium. The Series 2003 Bonds will be insured by Financial Security Assurance. Inc. and the City will pay the bond insurance premium from Bond proceeds. The purchase price bid for the Series 2003 Bonds will not deduct the insurance premium. Only the final bid submitted by any bidder through Parity will be considered. The City reserves the right to determine the Successful Bidder for the Series 2003 Bonds, to reject any or all bids and to waive any irregularity or informality in any bid. The Series 2003 Bonds will be awarded to the bidder (herein referred to as the "Successful Bidder" as to the Series 2003 Bonds) offering such interest rate or rates and purchase price which will produce the lowest true interest cost to the City over the life of the Series 2003 Bonds. True interest cost for the Series 2003 Bonds (expressed as an annual interest rate) will be that annual interest rate being twice that factor of discount rate, compounded semiannually, which when applied against each semiannual debt service payment (interest, or principal and interest, as due) for the Series 2003 Bonds will equate the sum of such discounted semiannual payments to the bid price (inclusive of accrued interest). Such semiannual debt service payments begin on June 1, 2004. The true interest cost shall be calculated from October 15, 2003, the expected closing date of the Series 2003 Bonds (the "Closing Date") and shall be based upon the principal amounts of each serial maturity set forth in this Notice of Bond Sale and the bid price set forth in the Proposal for the Series 2003 Bonds submitted in accordance with the Notice of Bond Sale. In case of a tie, the City may select the Successful Bidder by lot. It is requested that each Proposal for the Series 2003 Bonds be accompanied by a computation of such true interest cost to the City under the term of the Proposal for Bonds, but such computation is not to be considered as part of the Proposal for Bonds. Interest Rates Permitted The Series 2003 Bonds shall bear interest expressed in multiples of one-eighth (1/8) or one- twentieth (1/20) of one percent. No coupon interest rate specified for any maturity of the Series 2003 Bonds may be less than one percent (1.0%) or more than five percent (5.0%). Should an interest rate be A-3 Item # 24 Attachment number 3 Page 91 of 160 specified which results in annual interest payments not being equally divisible between the semiannual payments in cents the first semiannual payment will be reduced to the next lower cent and the second semiannual payment will be raised to the next higher cent. It shall not be necessary that all Series 2003 Bonds bear the same rate of interest, provided that all Series 2003 Bonds maturing on the same date shall bear the same rate of interest. A rate of interest based upon the use of split or supplemental interest payments or a zero rate of interest will not be considered. Paying Agent and Registrar The Paying Agent and Registrar for the Series 2003 Bonds is Wells Fargo Bank, N.A., through its designated office in Minneapolis, Minnesota. Securi Principal of and interest on the Series 2003 Bonds to be issued pursuant to Ordinance No. 6915- 01, as supplemented, and all required sinking fund, reserve and other payments shall be payable solely from the Net Revenues of Water and Sewer System of the City, together with the earnings thereon derived from the investment thereof in the Funds and Accounts established in the Ordinance and as more fully described in the Preliminary Official Statement. The Series 2003 Bonds do not constitute a general indebtedness of the City within the meaning of any constitutional, statutory or charter provision or limitation, and no Bondholder shall ever have the right to require or compel the exercise of the ad valorem taxing power of the City or taxation of any real or personal property therein for the payment of the principal of and interest on the Series 2003 Bonds or the making of any debt service fund, reserve or other payments provided for in the Resolution. Purpose Pursuant to the Ordinance, the Series 2003 Bonds are being issued to finance the refunding of the City's Water and Sewer Refunding Revenue Bonds, Series 1993, and pay the costs of issuing the Series 2003 Bonds, including the premium for a municipal bond insurance policy and to fund the reserve fund. Issuance of Series 2003 Bonds The Series 2003 Bonds will be issued and sold by the City of Clearwater, Florida, a municipal corporation organized and existing under the laws of the State of Florida. The Series 2003 Bonds are being issued pursuant to Ordinance No. 6915-01 enacted November 15, 2001 as supplemented by resolutions (collectively, the "Bond Ordinance") by the City of Clearwater, Florida (the "City") and pursuant to the provisions of Chapter 166, Florida Statutes, and other applicable provisions of law. A-4 Item # 24 Attachment number 3 Page 92 of 160 Municipal Bond Insurance Policy A commitment to issue a municipal bond insurance policy guaranteeing payment of principal and interest on the Series 2003 Bonds has been obtained from Financial Security Assurance Inc. Proposals Proposals for the Series 2003 Bonds are desired on forms which will be furnished by PARITY, on behalf of the City, and be submitted electronically via PARITY. All bidders must submit a "Good Faith Deposit" in the amount of $100,000 (the "Deposit") in the form of a financial surety bond of Financial Security Assurance, Inc. (the "Financial Surety Bond"). Such Financial Surety Bond must be submitted to the City prior to the sale. The Financial Surety Bond must identify the Bidder whose Deposit is guaranteed by such Financial Surety Bond. The successful bidder is required to submit its good faith deposit by wire transfer not later than 2:00 p.m. eastern time, on the next business day following the award, as instructed by the City's Financial Advisor. If such deposit is not received by that time, the City shall make a claim under the Financial Surety Bond to satisfy the good faith deposit requirement. The check of the successful bidder or proceeds of a claim under the Financial Surety Bond, as applicable, will be deposited by the City in an interest-bearing account and be retained and applied towards the purchase price of the Series 2003 Bonds pending full performance by the successful bidder, or will be forfeited to the City and applied as full liquidated damages upon failure of the successful bidder to take up and pay for the Series 2003 Bonds. Any interest earned on the good faith deposit will be retained by and inure to the benefit of the City. If the Series 2003 Bonds are not delivered to the successful bidder within 30 calendar days from the date of sale, without fault upon the part of the successful bidder, such successful bidder shall not thereafter be obligated to take delivery of and pay for the Series 2003 Bonds and the good faith deposit amount will be promptly paid to the successful bidder or Financial Security Assurance, Inc., as applicable. Delivery and Payment It is anticipated that the Series 2003 Bonds in book entry only form will be available for delivery on October 15, 2003, in New York, New York, at The Depository Trust Company, or some other date and place to be mutually agreed upon by the Successful Bidder and the City against the payment of the purchase price therefor including accrued interest calculated on a 360-day year basis, less the amount of the good faith check, in immediately available Federal Reserve funds without cost to the City. Closing Documents The City will famish to the Successful Bidder upon delivery of the Series 2003 Bonds the following closing documents in a form satisfactory to Bond Counsel: (1) signature and no-litigation certificate; (2) federal tax certificate; (3) certificate regarding information in the Official Statement; and (4) seller's receipt as to payment. A copy of the transcript of the proceedings authorizing the Series 2003 Bonds will be A-5 Item # 24 Attachment number 3 Page 93 of 160 delivered to the Successful Bidder of the Series 2003 Bonds upon request. Copies of the form of such closing papers and certificates may be obtained from the City. Information Statement Section 218.38(1)(b)l, Florida Statutes requires that the City file, within 120 days after delivery of the Series 2003 Bonds, an information statement with the Division of Bond Finance of the State of Florida (the "Division") containing the following information: (a) the name and address of the managing underwriter, if any, connected with the Series 2003 Bonds; (b) the name and address of any attorney or financial consultant who advised the City with respect to the Series 2003 Bonds; and (c) any fee, bonus, or gratuity paid, in connection with the bond issue, by an underwriter or financial consultant to any person not regularly employed or engaged by such underwriter or consultant and (d) any other fee paid by the City with respect to the Series 2003 Bonds, including any fee paid to attorneys or financial consultants. The Successful Bidder will be required to deliver to the City at or prior to the time of delivery of the Series 2003 Bonds, a statement signed by an authorized officer containing the same information mentioned in (a) and (c) above. The Successful Bidder shall also be required, at or prior to the delivery of the Series 2003 Bonds, to furnish the City with such information concerning the initial prices at which a substantial amount of the Series 2003 Bonds of each maturity were sold to the public as the City shall reasonably request. Pursuant to Section 218.385(2) and (3) of the Florida Statutes, as amended, a truth-in-bonding statement will be required from each bidder as to the Series 2003 Bonds as part of their bid in the following form: "The City of Clearwater, Florida, is proposing to issue $ original aggregate principal amount of Water and Sewer Revenue Refunding Bonds, Series 2003, for the purpose of paying (i) the costs of refunding the City's Water and Sewer Refunding Revenue Bonds, Series 1993, (ii) the costs of issuing the Series 2003 Bonds, and (iii) the premium on the Bond Insurance Policy, all as further described in Ordinance No. 6915- 01. The final maturity date of the Series 2003 Bonds is December 1, 2018, and the Series 2003 Bonds are expected to be repaid over a period of fifteen (15) years. At a forecasted average interest rate of % per annum, total interest paid over the life of the Series 2003 Bonds will be $ . The source of repayment or security for this proposal is the Net Revenues (as defined in the Ordinance) and moneys and investments held in the funds created under the said Ordinance. Authorizing the Series 2003 Bonds will result in $ not being available to finance the other capital projects of the City. This truth in-bonding statement prepared pursuant to Section 218.385(2) and (3) of the Florida Statutes, as amended, is for informational purposes only and shall not affect or control the actual terms and conditions of the Series 2003 Bonds." A-6 Item # 24 Attachment number 3 Page 94 of 160 Legal Opinion The Successful Bidder will be furnished, without cost, with the approving opinion of Bryant 1Vfllcr& Olive P.A., Tallahassee, Florida, to the effect that based on existing law, and assuming compliance by the City with certain covenants and requirements of the Internal Revenue Code of 1986, as amended (the "Code"), regarding use, expenditures, investment ofproceeds and the timely payment of certain investment earnings to the United States Treasury, the interest on the Series 2003 Bonds is not includable in the gross income of individuals, however, interest on the Series 2003 Bonds will be included in the calculation of the alternative minimum tax liabilities of corporations. The Code contains other provisions that could result in tax consequences, upon which Bond Counsel renders no opinion, as a result of ownership of the Series 2003 Bonds or the inclusion in certain computations (including, without limitation, those related to the corporate alternative minimum tax and environmental tax) of interest that is excluded from gross income. Official Statement The Preliminary Official Statement, copies of which may be obtained as described below, is in a form "deemed final" by the City for purposes of SEC Rule 15c2-12(b)(1) (except for certain permitted omissions as described in such rule) but is subject to revision, amendment and completion in afinal Official Statement. Upon the sale of the Series 2003 Bonds, the City will publish a final Official Statement in substantially the same form as the Preliminary Official Statement. Copies of the final Official Statement will be provided, at the City's expense, on a timely basis in such quantities as may be necessary for the Successful Bidder's regulatory compliance. It is not the intention or the expectation of the City to print the name(s) of the Successful Bidder as to the Series 2003 Bonds on the cover of the Official Statement. Continuing Disclosure The City has covenanted to provide ongoing disclosure in accordance with Rule 15c2-12 of the Securities and Exchange Commission. See "Appendix D -- Form of Continuing Disclosure Certificate" attached to the Preliminary Official Statement. CUSIP Number It is anticipated that CUSIP identification numbers will be printed on the Series 2003 Bonds, but neither the failure to print such number on any Series 2003 Bonds nor any error with respect thereto shall constitute cause for failure or refusal by the Successful Bidder to accept delivery of and pay for the Series 2003 Bonds in accordance with its agreement to purchase the Series 2003 Bonds. All expenses in relation to the printing of CUSIP numbers on the Series 2003 Bonds shall be paid for by the City; provided, however, that the CUSIP Service Bureau charge for the assignment of said number shall be the responsibility of and shall be paid for by the Successful Bidder. A-7 Item # 24 Attachment number 3 Page 95 of 160 Copies of Documents Copies of the Preliminary Official Statement, this Official Notice of Bond Sale and the Official Bid Form and further information which may be desired, may be obtained from the City's Financial Advisor, William R. Hough & Co., 100 Second Avenue South, Suite 800, St. Petersburg, Florida 33701, Attn: Kevin Conitz: (727) 895 8853. Amendment and Notices Amendments hereto and notices, if any, pertaining to this offering shall be made through Thompson Municipal Market Monitor (TM3) or similar information distribution service. CITY OF CLEARWATER, FLORIDA /s/ Brian J. Aun st Mayor-Commissioner A-8 Item # 24 Attachment number 3 Page 96 of 160 EXHIBIT B FORM OF SUMMARY NOTICE OF SALE CITY OF CLEARWATER, FLORIDA Water and SewerRevenue Refunding Bonds Series 2003 NOTICE IS HEREBY GIVEN, that bids will be received by the City Manager and the Finance Director of the City of Clearwater, Florida, electronically through PARITY, subject to the provisions of the Official Notice of Bond Sale. Sale Date: October 1, 2003 Time: 11:00 a.m., E.D.S.T. Bonds Dated: October 1, 2003 Maturities: Payable December 1 in the years and amounts as follows: Series 2003 Bonds Maturity 2004 2005 2006 2007 2008 2009 2010 Principal Amount* Maturi ty 2011 2012 2013 2014 2015 2016 2017 2018 Principal Amount* *Preliminary, subject to change Interest Payment Dates: Payable June 1 and December 1, commencing June 1, 2004. Legal Opinion: Bryant Miller & Olive P.A., Tallahassee, Florida For copies of the Official Notice of Bond Sale and the Preliminary Official Statement of the City of Clearwater, Florida, please contact the City's Financial Advisor, William R. Hough & Co., 100 Second Avenue South, Suite 800, St. Petersburg, Florida 33701, Attn: Kevin Conitz: (727) 895 8853. The Preliminary Official Statement may be obtained after September 22, 2003 electronically through Image B-1 Item # 24 Attachment number 3 Page 97 of 160 Master Financial Publishing Inc. at www.munios.com. B-2 Item # 24 Attachment number 3 Page 98 of 160 EXHIBIT C FORM OF PRELIMINARY OFFICIAL STATEMENT C-1 Item # 24 Attachment number 3 Page 99 of 160 EXHIBIT D CONTINUING DISCLOSURE CERTIFICATE D-1 Item # 24 Attachment number 3 Page 100 of 160 EXHIBIT E COMMITMENT FOR MUNICIPAL BOND INSURANCE POLICY E-1 Item # 24 Attachment number 3 Page 101 of 160 EXHIBIT F ESCROW DEPOSIT AGREEMENT F-I Item # 24 Attachment number 3 Page 102 of 160 EXHIBIT G ADDITIONAL COVENANTS WITH BOND INSURER (a) "Insurance Policy" shall be defined as follows: "the insurance policy issued by the Insurer guaranteeing the scheduled payment of principal of and interest on the Bonds when due". "Insurer" shall be defined as follows: "Financial Security Assurance Inc., a New York stock insurance company, or any successor thereto or assignee thereof'. (b) For transactions with a debt service reserve fund, the prior written consent of the Insurer shall be a condition precedent to the deposit of any credit instrument provided in lieu of a cash deposit into the Debt Service Reserve Fund. Notwithstanding anything to the contrary set firth in the Resolution, amounts on deposit in the Debt Service Reserve Fund shall be applied solely to the payment of debt service on the Bonds. (c) The Insurer shall be deemed to be the sole holder of the Insured Bonds for the purpose of exercising any voting right or privilege or giving any consent or direction or taking any other action that the holders of the Bonds insured by it are entitled to take pursuant to the section or the article of the Resolution pertaining to defaults and remedies. Remedies of the Bondholders to include mandamus. (d) If acceleration is permitted under the Resolution, the maturity of Bonds insured by the Insurer shall not be accelerated without the consent of the Insurer and in the event the maturity of the Bonds is accelerated, the Insurer may elect, in its sole discretion, to pay accelerated principal and interest accrued, on such principal to the date of acceleration (to the extent unpaid by the Issuer). Upon payment of such accelerated principal and interest accrued to the acceleration date as provided above, the Insurer's obligations under the Insurance Policy with respect to such Bonds shall be fully discharged. (e) No grace period for a covenant default shall exceed 30 days, nor be extended for more than 60 days, without the prior written consent of the Insurer. No grace period shall be permitted for payment defaults. (f) The Insurer shall be included as a third party beneficiary to Resolution No. 03-35 and the Bond Ordinance with respect to the Series 2003 Bonds. (g) Upon the occurrence of an extraordinary optional or special or extraordinary mandatory redemption in part, the selection of Bonds to be redeemed shall be subject to the approval of the Insurer. The exercise of any provision of the Resolution which permits the purchase of Bonds in lieu of redemption shall require approval of the Insurer wherein any Bond so purchased is not extinguished. (h) No modification or amendment to Resolution 03-35 and the Bond Ordinance with respect to the Series 2003 Bonds or any other transaction document including any underlying security agreement G-I Item # 24 Attachment number 3 Page 103 of 160 (each a "Related Document") may become effective except upon obtaining the prior written consent of the Insurer. Copies of any modification or amendment to such Resolution and Bond Ordinanceor any other Related Document shall be sent to Standard & Poor's Credit Market Services ("S&P") and Moody's Investors Service, Inc. ("Moody's") at least 10 days prior to the effective date thereof. (i) The rights granted to the Insurer under Resolution No 03-35 and the Bond Ordinance with respect to the Series 2003 Bonds or any other Related Document to request, consent to or direct any action are rights granted to the Insurer in consideration of its issuance of the Insurance Policy. Any exercise by the Insurer of such rights is merely an exercise of the Insurer's contractual rights and shall not be construed or deemed to be taken for the benefit or on behalf of the Bondholders nor does such action evidence any position of the Insurer, positive or negative, as to whether Bondholder consent is required in addition to consent of the Insurer. (j) Only (1) cash, (2) non callable direct obligations of the United States of America ("Treasuries"), (3) evidences of ownership of proportionate interests in future interest and principal payments on Treasuries held by a bank or trust company as custodian, under which the owner of the investment is the real party in interest and has the right to proceed directly and individually against the obligor and the underlying Treasuries are not available to any person claiming through the custodian or to whom the custodian may be obligated, (4) pre-refunded municipal obligations rated "AAA" and "Aaa" by S&P and Moody's, respectively or (5) securities eligible for "AAA" defeasance under then existing criteria of S & P or any combination thereof, shall be authorized to be used to effect defeasance of the Bonds unless the Insurer otherwise approves. To accomplish defeasance the Issuer shall cause to be delivered (i) a report of an independent firm of nationally recognized certified public accountants or such other accountant as shall be acceptable to the Insurer ("Accountant") verifying the sufficiency of the escrow established to pay the Bonds in full on the maturity or redemption date ("Verification"), (ii) an Escrow Deposit Agreement (which shall be acceptable in form and substance to the Insurer), and (iii) an opinion of nationally recognized bond counsel to the effect that the Bonds are no longer "Outstanding" under the Resolution; each Verification and defeasance opinion shall be acceptable in form and substance, and addressed, to the Issuer and the Insurer. The Insurer shall be provided with final drafts of the above-referenced documentation not less than five business days prior to the funding of the escrow. Bonds shall be deemed "Outstanding" under the Bond Ordinance unless and until they are in fact paid and retired or the above criteria are met. (k) Amounts paid by the Insurer under the Insurance Policy shall not be deemed paid for purposes of the Resolution and shall remain Outstanding and continue to be due and owing until paid by the Issuer in accordance with the Resolution. The Resolution shall not be discharged unless all amounts due or to become due to the Insurer have been paid in full or duly provided for. (1) The Issuer to covenant and agree to take such action (including, as applicable, filing of UCC financing statements and continuations thereof) as is necessary from time to time otherwise preserve the priority of the pledge of Trust Estate under applicable law. (m) Claims Upon the Insurance Policy and Payments by and to the Insurer. G-2 Item # 24 Attachment number 3 Page 104 of 160 If, on the third Business Day prior to the related scheduled interest payment date or principal payment date ("Payment Date') there is not on deposit with the Paying Agent, after making all transfers and deposits required under the Resolution, moneys sufficient to pay the principal of and interest on the Bonds due on such Payment Date, the Paying Agent shall give notice to the Bond Insurer and to its designated agent (if any) (the "Insurer's Fiscal Agent") by telephone or telecopy of the amount of such deficiency by 12:00 noon, New York City time, on such Business Day. If, on the second Business Day prior to the related Payment Date, there continues to be a deficiency in the amount available to pay the principal of and interest on the Bonds due on such Payment Date, the Paying Agent shall make a claim under the Insurance Policy and give notice to the Insurer and the Insurer's Fiscal Agent (if any) by telephone of the amount of such deficiency, and the allocation of such deficiency between the amount required to pay interest on the Bonds and the amount required to pay principal of the Bonds, confirmed in writing to the Insurer and the Insurer's Fiscal Agent by 12:00 noon, New York City time, on such second Business Day by filling in the form of Notice of Claim and Certificate delivered with the Insurance Policy. In the event the claim to be made is for a mandatory sinking fund redemption installment, upon receipt of the moneys due, the Paying Agent shall authenticate and deliver to affected Bondholders who surrender their Bonds a new Bond or Bonds in an aggregate principal amount equal to the unredeemed portion of the Bond surrendered. The Paying Agent shall designate any portion ofpayment of principal on Bonds paid by the Insurer, whether by virtue of mandatory sinking fund redemption, maturity or other advancement of maturity, on its books as a reduction in the principal amount of Bonds registered to the then current Bondholder, whether DTC or its nominee or otherwise, and shall issue a replacement Bond to the Insurer, registered in the name of Financial Security Assurance Inc., in a principal amount equal to the amount of principal so paid (without regard to authorized denominations); provided that the Paying Agent's failure to so designate any payment or issue any replacement Bond shall have no effect on the amount of principal or interest payable by the Issuer on any Bond or the subrogation rights of the Insurer. The Paying Agent shall keep a complete and accurate record of all funds deposited by the Insurer into the Policy Payments Account (defined below) and the allocation of such funds to payment of interest on and principal paid in respect of any Bond. The Insurer shall have the right to inspect such records at reasonable times upon reasonable notice to the Paying Agent. Upon payment of a claim under the Insurance Policy the Paying Agent shall establish a separate special purpose trust account for the benefit of Bondholders referred to herein as the "Policy Payments Account" and over which the Paying Agent shall have exclusive control and sole right of withdrawal. The Paying Agent shall receive any amount paid under the Insurance Policy in trust on behalf of Bondholders and shall deposit any such amount in the Policy Payments Account and distribute such amount only for purposes of making the payments for which a claim was made. Such amounts shall be disbursed by the Paying Agent to Bondholders in the same manner as principal and interest payments are to be made with respect to the Bonds under the sections hereof regarding payment of Bonds. It shall not be necessary for such payments to be made by checks or wire transfers separate from the check or wire transfer used to pay debt service with other funds available to make such payments. Notwithstanding anything to the contrary otherwise set forth in the Resolution and to the extent permitted by law, in the event amounts paid under the Insurance Policy are applied to claims for payment ofprincipal of or interest on the Bonds, interest on such principal of and interest on such Bonds shall accrue and be payable from the date of such payment at the G-3 Item # 24 Attachment number 3 Page 105 of 160 greater of (i) the per annum rate of interest, publicly announced from time to time by JP Morgan Chase Bank or its successor at its principal office in the City of New York, as its prime or base lending rate plus 3%, and (ii) the then applicable rate of interest on the Bonds provided that in no event shall such rate exceed the maximum rate permissible under applicable usury or similar laws limiting interest rates. Funds held in the Policy Payments Account shall not be invested by the Paying Agent and may not be applied to satisfy any costs, expenses or liabilities of the Paying Agent. Any funds remaining in the Policy Payments Account following a Bond payment date shall promptly be remitted to the Insurer. (n) The Insurer shall, to the extent it makes any payment of principal of (or, in the case of Capital Appreciation Bonds, accreted value) or interest on the Bonds, become subrogated to the rights of the recipients of such payments in accordance with the terms of the Insurance Policy. The obligations to the Insurer shall survive discharge or termination of the Related Documents. (o) The Issuer shall pay or reimburse the Insurer any and all charges, fees, costs and expenses which the Insurer may reasonably pay or incur in connection with (i) the administration, enforcement, defense or preservation of any rights or security in any Related Document; (ii) the pursuit of any remedies under the Resolution or any other Related Document or otherwise afforded by law or equity, (iii) any amendment, waiver or other action with respect to, or related to, the Resolution or any other Related Document whether or not executed or completed, (iv).the violation by the Issuer of any law, rule or regulation, or any judgment, order or decree applicable to it or (v) any litigation or other dispute in connection with the Resolution or any other Related Document or the transactions contemplated thereby, other than amounts resulting from the failure of the Insurer to honor its obligations under the Insurance Policy. The Insurer reserves the right to charge a reasonable fee as a condition to executing any amendment, waiver or consent proposed in respect of the Resolution or any other Related Document. (p) The application of funds realized upon default shall be applied to payment of expenses of the Issuer or rebate only after the payment of debt service due and past due on the Bonds, together with replenishment of the Debt Service Reserve Fund. (q) The Insurer shall be entitled to pay principal (or, in the case of Capital Appreciation Bonds, accreted value) or interest on the Bonds that shall become Due for Payment but shall be unpaid by reason of Nonpayment by the Issuer (as such terms are defined in the Insurance Policy) and any amounts due on the Bonds as a result of acceleration of the maturity thereof in accordance with the Resolution, whether or not the Insurer has received a Notice of Nonpayment (as such terms are defined in the Insurance Policy) or a claim upon the Insurance Policy. (r) The notice address of the Insurer is: Financial Security Assurance Inc., 350 Park Avenue, New York, New York 10022-6022, Attention: Managing DirectorSurveillance, Re: Policy No. , Telephone: (212) 826-0100; Telecopier: (212) 339-3556. In each case in which notice or other communication refers to an Event of Default, then a copy of such notice or other communication shall also be sent to the attention of the General Counsel and shall be marked to indicate "URGENT MATERIAL ENCLOSED." (s) The Insurer shall be provided with the following information: G-4 Item # 24 Attachment number 3 Page 106 of 160 (i) Annual audited financial statements within 150 days after the end of the Issuer's fiscal year (together with a certification of the Issuer that it is not aware of any default or Event of Default under the Resolution), and the Issuer's annual budget within 30 days after the approval thereof together with such other information, data or reports as the Insurer shall reasonably request from time to time; (ii) Notice of any draw upon the Debt Service Reserve Fund within two Business Days after knowledge thereof other than (i) withdrawals of amounts in excess of the Debt Service Reserve Requirement and (ii) withdrawals in connection with a refunding of Bonds; (iii) Notice of any default known to the Issuer within five Business Days after knowledge thereof, (iv) Prior notice of the advance refunding or redemption of any of the Bonds, including the principal amount, maturities and CUSIP numbers thereof, (v) Notice of the resignation or removal of the Paying Agent and Bond Registrar and the appointment of, and acceptance of duties by, any successor thereto; (vi) Notice of the commencement of any proceeding by or against the Issuer commenced under the United States Bankruptcy Code or any other applicable bankruptcy, insolvency, receivership, rehabilitation or similar law (an "Insolvency Proceeding'); (vii) Notice of the making of any claim in connection with any Insolvency Proceeding seeking the avoidance as a preferential transfer of any payment of principal of, or interest on, the Bonds; (viii) A full original transcript of all proceedings relating to the execution of any amendment or supplement to the Related Documents; and (ix) All reports, notices and correspondence to be delivered to Bondholders under the terms of the Related Documents. (t) Notwithstanding satisfaction of other conditions to the issuance of Additional Bonds contained in the Resolution, no such issuance may occur (1) should any Event of Default (or any event which, once all notice or grace periods have passed, would constitute an Event of Default) have occurred and be continuing unless such default shall be cured upon such issuance and (2) unless the Debt Service Reserve Fund is fully funded at its requirement (including the new issue) upon the issuance of such Additional Bonds, in either case unless otherwise permitted by the Insurer. (u) No contract shall be entered into nor any action taken by which the rights of the Insurer or security for or sources of payment of the Bonds may be impaired or prejudiced in any material respect except upon obtaining the prior written consent of the Insurer. (v) If the proceeds of the Bonds include a refunding there shall be delivered an opinion of Bond Counsel addressed to the Insurer (or a reliance letter relating thereto) or a certificate of discharge of the trustee for the Refunded Bonds to the effect that, upon the making of the required deposit to the escrow, the legal defeasance of the Refunded Bonds shall have occurred. G-5 Item # 24 Attachment number 3 Page 107 of 160 APPENDIX D FORM OF CONTINUING DISCLOSURE CERTIFICATE Item # 24 Attachment number 3 Page 108 of 160 CONTINUING DISCLOSURE CERTIFICATE This Continuing Disclosure Certificate (the "Disclosure Certificate") is executed and delivered by the City of Clearwater, Florida (the "Issuer") in connection with the issuance of its $ [Bond Amount] Water and Sewer Revenue Bonds, Series 2010 (the "Series 2010 Bonds. The Series 2010 Bonds are being issued pursuant to Ordinance No. 3674-84 enacted by the Issuer on August 2, 1984, as amended and supplemented in Ordinance 6915-01, enacted November 15, 2001 (collectively, the "Ordinance") and as further supplemented by Resolution 10-25, adopted by the City on November 4, 2010, as supplemented (the "Series 2010 Resolution"). The Issuer covenants and agrees as follows: SECTION 1. PURPOSE OF DISCLOSURE CERTIFICATE. This Disclosure Certificate is being executed and delivered by the Issuer for the benefit of the Series 2010 Bondholders and in order to assist the original underwriters of the Series 2010 Bonds in complying with Rule 15c2-12(b)(5) promulgated by the Securities and Exchange Commission ("SEC") pursuant to the Securities Exchange Act of 1934 (the "Rule"). SECTION 2. PROVISION OF ANNUAL INFORMATION. Except as otherwise provided herein, the City shall provide to the Municipal Securities Rulemaking Board (the "MSRB"), in the manner described in Section 5 hereof, to any state information depository that is established within the State of Florida and with which the City is legally required to file the information set forth herein (the "SID"), it being understood that no such SID is currently established in the State of Florida, on or before April 30 of each year, commencing April 30, 2011 with the report for the 2010 Fiscal Year, the information set forth below in this Section 3. Notwithstanding the immediately preceding sentence, to the extent any such information does not become available to the City before April 30 of any year, the City shall provide such information when it becomes available, but no later than one year following the end of the City's Fiscal Year. (A) the City's Comprehensive Annual Financial Report for the immediately preceding Fiscal Year (the "CAFR"), which shall include the audited financial statements of the City for the immediately preceding Fiscal Year prepared in accordance with Generally Accepted Accounting Principles, as modified by applicable State of Florida requirements and the governmental accounting standards promulgated by the Government Accounting Standards Board; provided, however, if the audited financial statements of the City are not completed prior to April 30 of any 1 Item # 24 Attachment number 3 Page 109 of 160 year, the City shall provide unaudited financial statements on such date and shall provide the audited financial statements as soon as practicable following their completion; and (B) to the extent not set forth in the CAFR, additional financial information and operating data of the type included with respect to the Issuer in the final official statement prepared in connection with the sale and issuance of the Series 2010 Bonds (as amended, the "Official Statement"), as set forth below: 1. Updates of the historical financial information set forth in the Official Statement under the principal captions "THE WATER AND SEWER SYSTEM" for the then-immediately preceding five fiscal years and " APPENDIX G - SCHEDULE OF RATES, FEES AND CHARGES." 2. Description of any additional indebtedness payable in whole or in part from the Net Revenues (as defined in the Ordinance). 3. Any other financial information or operating data of the type included in the Official Statement which would be material to a holder or prospective holders of the Series 2010 Bonds. For purposes of this Disclosure Certificate, "Fiscal Year" means the period commencing on October 1 and ending on September 30 of the next succeeding year, or such other period of time provided by applicable law. SECTION 3. REPORTING SIGNIFICANT EVENTS. The Issuer shall provide to the MSRB and to the SID, on a timely basis, notice of any of the following events, if such event is material with respect to the Series 2010 Bonds or the Issuer's ability to satisfy its payment obligations with respect to the Series 2010 Bonds: (A) Principal and interest payment delinquencies; (B) Non-payment related defaults; (C) Unscheduled draws on the debt service reserve fund reflecting financial difficulties; (D) Unscheduled draws on credit enhancement reflecting financial difficulties; 2 Item # 24 Attachment number 3 Page 110 of 160 (E) Substitution of credit or liquidity providers, or their failure to perform; (F) Adverse tax opinions or events affecting the tax-exempt status of the Series 2010 Bonds; (G) Modifications to rights of Series 2010 Bondholders; (H) Calls on the Series 2010 Bonds; (I) Defeasance of the Series 2010 Bonds; (J) Release, substitution, or sale of property securing repayment of the Series 2010 Bonds; (K) Rating changes; and (L) Notice of any failure on the part of the City or any other Obligated Person (as defined herein) to meet the requirements of Section 3 hereof. The City may from time to time, in its discretion, choose to provide notice of the occurrence of certain other events, in addition to those listed in this Section 4, if, in the judgment of the City, such other events are material with respect to the Series 2010 Bonds, but the City does not specifically undertake to commit to provide any such additional notice of the occurrence of any material event except those events listed above. Whenever the City obtains knowledge of the occurrence of a significant event described in this Section 4, the City shall as soon as possible determine if such event would be material under applicable federal securities law to holders of Series 2010 Bonds, provided, that any event under clauses (D), (E), (F), (K) or (L) above will always be deemed to be material. SECTION 4. SUBMISSION OF INFORMATION TO THE MSRB. The information required to be disclosed pursuant to Sections 3 and 4 of this Disclosure Certificate shall be submitted to the MSRB through its Electronic Municipal Market Access system ("EMMA"). Subject to future changes in submission rules and regulations, such submissions shall be provided to the MSRB, through EMMA, in portable document format ("PDF") files configured to permit documents to be saved, viewed, printed and retransmitted by electronic 3 Item # 24 Attachment number 3 Page 111 of 160 means. Such PDF files shall be word-searchable (allowing the user to search for specific terms used within the document through a search or find function available in a software package). Subject to future changes in submission rules and regulations, at the time that such information is submitted through EMMA, the City, or any dissemination agent engaged by the City pursuant to Section 7 hereof, shall also provide to the MSRB information necessary to accurately identify: (A) the category of information being provided; (B) the period covered by the CAFR and any additional financial information and operating data being provided; (C) the issues or specific securities to which such submission is related or otherwise material (including CUSIP number, issuer name, state, issue description/securities name, dated date, maturity date, and/or coupon rate); (D) the name of any Obligated Person other than the City; (E) the name and date of the document being submitted; and (F) contact information for the submitter. SECTION 5. NO EVENT OF DEFAULT. Notwithstanding any other provision in the Ordinance to the contrary, failure of the Issuer to comply with the provisions of this Disclosure Certificate shall not be considered an event of default under the Ordinance; provided, however, any Series 2010 Bondholder may take such actions as may be necessary and appropriate, including pursuing an action for mandamus or specific performance, as applicable, by court order, to cause the Issuer to comply with its obligations hereunder. For purposes of this Disclosure Certificate, "Series 2010 Bondholder" shall mean any person who (A) has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Series 2010 Bonds (including persons holding Series 2010 Bonds through nominees, depositories or other intermediaries), or (B) is treated as the owner of any Series 2010 Bond for federal income tax purposes. SECTION 6. INCORPORATION BY REFERENCE. Any or all of the information required herein to be disclosed may be incorporated by reference 4 Item # 24 Attachment number 3 Page 112 of 160 from other documents, including official statements or debt issues of the Issuer of related public entities, which have been submitted to the MSRB and the SID, if any, or the SEC. If the document incorporated by reference is a final official statement, it must be available from the MSRB. The Issuer shall clearly identify each document incorporated by reference. SECTION 7. DISSEMINATION AGENTS. The Issuer may, from time to time, appoint or engage a dissemination agent to assist it in carrying out its obligations under this Disclosure Certificate, and may discharge any such agent, with or without appointing a successor disseminating agent. SECTION 8. TERMINATION. The Issuer's obligations under this Disclosure Certificate shall terminate upon (A) the legal defeasance, prior redemption or payment in full of all of the Series 2010 Bonds, or (B) the termination of the continuing disclosure requirements of the Rule by legislative, judicial or administrative action. SECTION 9. AMENDMENTS. Notwithstanding any other provision of this Disclosure Certificate, the Issuer may amend this Disclosure Certificate, and any provision may be waived, if such amendment or waiver is supported by an opinion of counsel that is nationally recognized in the area of federal securities laws, to the effect that such amendment or waiver would not, in and of itself, cause the undertakings herein to violate the Rule if such amendment or waiver had been effective on the date hereof but taking into account any subsequent change in or official interpretation of the Rule. SECTION 10. ADDITIONAL INFORMATION. Nothing in this Disclosure Certificate shall be deemed to prevent the Issuer from disseminating any other information, using the means of dissemination set forth in this Disclosure Certificate or any other means of communication, or including any other information in its annual information described in Section 2 hereof or notice of occurrence of a significant event described in Section 3 hereof, in addition to that which is required by this Disclosure Certificate. If the Issuer chooses to include any information in its annual information or notice of occurrence of a significant event in addition to that which is specifically required by this Disclosure Certificate, the Issuer shall have no obligation under this Disclosure Certificate to update such information or include it in its future annual information or notice of occurrence of a significant event. 5 Item # 24 Attachment number 3 Page 113 of 160 SECTION 11. OBLIGATED PERSONS. If any person, other than the Issuer, becomes an Obligated Person (as defined in the Rule) relating to the Series 2010 Bonds, the Issuer shall use its best efforts to require such Obligated Person to comply with all provisions of the Rule applicable to such Obligated Person. Dated as of this [ ] day of November, 2010 ATTEST: CITY OF CLEARWATER, FLORIDA By: City Clerk 6 By: Mayor Item # 24 Attachment number 3 Page 114 of 160 APPENDIX E FORM OF BOND COUNSEL OPINION Item # 24 Attachment number 3 Page 115 of 160 APPENDIX F FISCAL YEAR 2009 WATER AND WASTEWATER REVENUE SUFFICIENCY ANALYSIS (RATE STUDY) Item # 24 Attachment number 3 Page 116 of 160 BURTON & AssocIATES Utility & o rninental Economics Consultants Clearwater CITY OF CLEARWATER FY 2009 Water & Wastewater Revenue Sufficiency Analysis -Final Report- June 5, 2009 Attachment number 3 Page 117 of 160 Item # 24 Attachment number 3 Page 118 of 160 BURTON & ASSOCIATES June 5, 2009 Ms. Tracy Mercer Public Utilities Director City of Clearwater 1650 N. Arturas Avenue Clearwater, Florida 33765 Re: FY 2009 Water & Wastewater Revenue Sufficiency Analysis - Final Report Dear Ms. Mercer: Burton & Associates is pleased to present this Final Report of the FY 2009 Revenue Sufficiency Analysis that we have performed for the City's Water and Wastewater Enterprise Fund. We appreciate the fine assistance provided by you, your staff and all of the members of City staff who participated in the analysis. If you have any questions, please do not hesitate to call me at (904) 247-0787. Very truly yours, Andrew J. Burnham Senior Vice President BURTON & ASSOCIATES 200 Business Park Circle, Suite 101 • St. Augustine, Florida 32095 • Phone (904) 247-0787 • Fax (904) 241-7708 Item # 24 E-mail: abttrnham@{rurtonandassociates.com Attachment number 3 Page 119 of 160 FY 2009 WATER & WASTEWATER REVENUE SUFFICIENCY ANALYSIS TABLE OF CONTENTS TABLE OF CONTENTS SECTION 1. INTRODUCTION ........................................................................................................... 1 1.1 OBJECTIVE AND SCOPE .............................................................................................................. 1 1.2 STUDY PROCEDURES ................................................................................................................. 1 SECTION 2. ANALYSIS ....................................................................................................................... 3 2.1 DESCRIPTION ............................................................................................................................. 3 2.2 ASSUMPTIONS ............................................................................................................................4 2.3 RESULTS .................................................................................................................................... 7 SECTION 3. CONCLUSIONS & RECOMMENDATIONS ............................................................ 10 3.1 CONCLUSIONS .......................................................................................................................... 10 3.2 RECOMMENDATIONS ................................................................................................................ 10 APPENDIX ................................................................................................................................................. 12 BURTON & ASSOCIATES City of Clearwitem # 24 Utility & Governmental Economics Final Report Attachment number 3 Page 120 of 160 FY 2009 WATER & WASTEWATER REVENUE SUFFICIENCY ANALYSIS INTRODUCTION SECTION 1. INTRODUCTION This report presents the results of the FY 2009 Revenue Sufficiency Analysis (RSA) Update which was conducted for the City's Water and Wastewater Utility System (Utility). This RSA was based upon a projection period of FY 2009 through FY 2019. This section presents the objective and scope of the RSA and the procedures employed in the conduct of the RSA, while Section 2 presents the results and supporting schedules, and Section 3 presents the conclusions and recommendations of the RSA. 1.1 OBJECTIVE AND SCOPE The objective of this RSA was to evaluate the sufficiency of the Utility's current plan of approved annual water and wastewater rate increases and identify subsequent future increases that would provide sufficient revenues to fund the Utility's cost requirements over the entire projection period, while recognizing the effects of price elasticity, increasing reclaimed water usage, reductions to potable water usage, and increasing purchased water costs. The current approved plan of annual water and wastewater rate increases is identified in the following table. It is important to note that the water rate increases are applied to irrigation rates as well as reclaimed water rates. Currently Approved Rate Adjustment Plan FY 2010 FY 2011 FY 2012 FY 2013 Water 7.00% 7.00% 6.00% 6.00% Wastewater 7.00% 7.00% 6.00% 6.00% 1.2 STUDY PROCEDURES During the conduct of this RSA, we evaluated the Utility's financial management plan by examining the impact of key parameters (such as price elasticity, increasing reclaimed water usage, increasing purchased water costs, additional operating expenses, etc.) upon important financial indicators by use of graphical representations projected on a large BURTON & ASSOCIATES 1 City of Clearw$t@M # 24 Utility & Governmental Economics Final Report Attachment number 3 Page 121 of 160 FY 2009 WATER & WASTEWATER REVENUE SUFFICIENCY ANALYSIS INTRODUCTION viewing screen from our computer rate models. In this way, we evaluated the adequacy of the Utility's current plan of annual rate increases to provide sufficient revenues to fund the Utility's cost requirements through FY 2013 and identified annual increases in the remaining years of the projection period that would meet the financial requirements, goals, and objectives of the Utility. In order to initiate the RSA, we obtained the Utility's historical and budgeted financial information regarding the operation of the Water and Wastewater Enterprise Fund. We also obtained the Utility's multi-year capital improvement program (CIP) and the Utility's current debt obligations and the covenants, or promises made to bond holders or other lenders, relative to net income coverage requirements, reserves, etc. We also counseled with City staff regarding other assumptions and policies that would affect the Water and Wastewater Enterprise Fund such as required levels of reserves, interest earnings rates, escalation rates for operating costs, increases to wholesale water costs, etc. All of this information was entered into our Financial Analysis and Management System (FAMS) interactive model. The FAMS model produces a multi-year projection of the sufficiency of the Utility's revenues to meet all of its current and projected financial requirements and determines the level of rate revenue increases necessary in each year to provide sufficient revenues to fund all of the Utility's requirements. FAMS also utilizes all available and unrestricted funds in each year of the projection period to pay for capital projects, in accordance with the cash application rules in the model as defined with City staff. This produces a detailed summary of the funding sources to be used for each project in the CIP. To the extent that current revenues and unrestricted reserves are not adequate to fund all capital projects in any year of the projection period, the FAMS model identifies a borrowing requirement to fund those projects or portions thereof that are determined to be eligible for borrowing. In this way the FAMS model is used to develop a borrowing program that includes the required borrowing amount by year and the resultant annual debt service obligations of the Utility for each year in the projection period. BURTON & ASSOCIATES 2 City of Clearw$t@M # 24 Utility & Governmental Economics Final Report Attachment number 3 Page 122 of 160 FY 2009 WATER & WASTEWATER REVENUE SUFFICIENCY ANALYSIS ANALYSIS SECTION 2. ANALYSIS This section presents the results of the analysis and the financial management plan developed during the conduct of this RSA. The first sub-section presents a description of the RSA, while the second sub-section outlines the assumptions, funding strategies, and adjustments of the RSA. The third sub-section provides the results of the RSA, while the Appendix includes detailed financial analysis schedules supporting the financial management plan identified herein. 2.1 DESCRIPTION The RSA was performed using the Utility's historical and projected information. The Utility's Comparative Balance Sheet and Restricted Asset Statement for September 30, 2008 provided the historical financial information used to establish the beginning FY 2009 balances for each of the various funds. It is important to note that funds reserved or encumbered for specific capital projects were included in the beginning fund balances available for capital projects in FY 2009 and the associated capital project costs were included in the capital improvement plan in FY 2009. The revenues utilized in the RSA reflect a combination of estimated FY 2009 results and the FY 2009 Budget amounts. Revenues consist of water (including irrigation) and wastewater rate revenues and all other categories of revenue. Estimated FY 2009 water and wastewater rate revenue was based upon actual FY 2008 results adjusted to reflect a reduced number of accounts and usage due to current economic conditions (-1.5%) and applicable rate increases (6% for each service). Each year thereafter, rate revenues are based upon additional revenue generated from assumed rate increases and customer growth. All other non-rate revenues were based upon the FY 2009 Budget and escalated annually based upon the escalation factors provided by staff FY 2009 (excluding reclaimed water revenues, which were calculated annually based upon the number of connections, assumed usage, and rates in each fiscal year). BURTON & ASSOCIATES 3 City of Clearw$t@M # 24 Utility & Governmental Economics Final Report Attachment number 3 Page 123 of 160 FY 2009 WATER & WASTEWATER REVENUE SUFFICIENCY ANALYSIS ANALYSIS The projection of interest earnings on invested funds (including funds dedicated for CIP projects) was calculated in FAMS based upon a computation of average fund balances in each year of the analysis. The FY 2009 revenue requirements are based principally upon the FY 2009 Budget (reflecting mid-year amendments), which includes all operating & maintenance (O&M) expenses, other miscellaneous expenses, debt service requirements, and inter-fund transfers. In subsequent years of the analysis, expenses were escalated based upon the escalation factors for individual expense categories as provided by and discussed with City staff. Future O&M expense adjustments, not included in the FY 2009 Budget, were provided by staff. Annual CIP costs as provided by staff were included in the analysis and are presented on Schedule 3 of the Appendix. 2.2 ASSUMPTIONS During the conduct of the RSA, we communicated with City staff regarding various assumptions used in the development of the financial management plan presented herein. The assumptions, base data, and adjustments included in the RSA are as follows: Revenues and Expenses - Water and wastewater rate revenue projections are based upon FY 2009 estimated revenues (FY 2008 actual revenues, less 1.5% to reflect current economic conditions, and adjusted for the 6% rate increase implemented for FY 2009) adjusted annually by applicable rate increases and growth projections. Interest earnings were calculated based upon average annual fund balances, while all other revenues (excluding reclaimed water revenue) are based upon the Utility's FY 2009 Budget. O&M expense projections were based upon the FY 2009 Budget (reflecting mid-year amendments), escalated by the appropriate cost escalation factors as provided by and discussed with City staff (identified on Schedule 1 of the Appendix). O&M Cost Additions - In addition to the base budgeted amounts of O&M expenses, incremental operating costs have been included in the RSA, mainly relating to additional OPEB accruals and water supply and treatment expenses associated with planned facility BURTON & ASSOCIATES 4 City of Clearw$t@M # 24 Utility & Governmental Economics Final Report Attachment number 3 Page 124 of 160 FY 2009 WATER & WASTEWATER REVENUE SUFFICIENCY ANALYSIS ANALYSIS expansions. The complete list of all additional/incremental O&M costs not included in the Utility's FY 2009 Budget that were included in the RSA are shown on Schedule 6. Payment in Lieu of Taxes Calculation - The annual calculation of the payment in lieu of taxes transfer is based upon 5.50% of the prior year's total operating revenues in each year of the projection period. Cost Escalation - Annual cost escalators for the various types of O&M expenses were provided by City staff and applied in each year of the projection period beginning in FY 2010. Furthermore, the specific additions to the O&M costs not included in the budget were escalated each year based upon the appropriate cost escalator. A summary of the specific cost escalation factors are displayed in Schedule 1 of the Appendix. Increases in Pinellas County Water Rates - For purposes of this analysis, it is assumed that Pinellas County wholesale water rates charged to the City will increase by 8% in FY 2010, 15% per year in FY 2011 and FY 2012, and then by 3% annually thereafter. Borrowing Assumptions - To the extent that the FAMS model determines that new debt is required in any year of the projection period, it would carry the following terms: Long-Term Debt: ? Term: 30 Years ? Interest Rate: 5.50% in each year of the projection period. Interim Financing: ? Term: 20 Years ? Interest Rate: 4.00% in each year of the projection period. Debt Service Payment Schedule - All future revenue bond issues, as calculated by FAMS, are assumed to be issued at the start of the fourth quarter of the fiscal year. As a result, only 3 months of interest payments are projected to occur in the fiscal years in which bonds are issued. All subsequent years reflect full annual principal and interest payments. BURTON & ASSOCIATES 5 City of Clearw$t@M # 24 Utility & Governmental Economics Final Report Attachment number 3 Page 125 of 160 FY 2009 WATER & WASTEWATER REVENUE SUFFICIENCY ANALYSIS ANALYSIS Interim Financing - The analysis assumes the use of interim financing in FY 2010 and every other year thereafter; while, it assumes long-term borrowing (revenue bonds), are issued in FY 2009 and every other year thereafter. All interim financing issues are assumed at the beginning of the fiscal year and are refinanced in the subsequent year as part of the long-term borrowing. Until refinanced as part of the subsequent bond issue, the only carrying costs for the interim financing are interest-only payments (which would be for one full year plus three quarters of the year in which bonds are issued). Total Demand and Purchased Water Expenses - The total forecasted demand that is purchased by the City is assumed to be approximately 9 million gallons per day (MGD) in FY 2009. However, there are several projects in the CIP that seek to reduce the City's reliance on Pinellas County's Water Supply. These projects reduce demand throughout the projection period such that by FY 2014 the City plans to purchase about 3.5 MGD. The purchased amount is multiplied against the projected wholesale water rate of Pinellas County in order to determine the annual purchased water expense that is incorporated into the FAMS model. Price Elasticity - This adjustment is incorporated into the FAMS model to reflect that as rates increase, discretionary water usage will likely decline. Therefore, in order to generate sufficient revenue, projected rate increases will have to be adjusted to reflect a smaller revenue base to which they will be applied, thus causing the projected rate increases to be larger. The price elasticity adjustment reduces all usage revenues by the product of the annual rate increase and the annual assumed elasticity coefficient. In FY 2010 the coefficient is 0.30, and is reduced annually by 10% (down to 0.12 in FY 2019) to reflect a reduction in the amount of discretionary usage that will decline in response to increases in price. Reclaimed Water Use Revenue Impacts - This adjustment affects purchased water expense projections and revenue calculations. As reclaimed water usage increases, there will be a reduction in total demand on the system and a corresponding reduction in the amount of water that has to be purchased. However, there will also be a reduction in all water, wastewater, and lawn irrigation usage revenues as they are replaced by lower BURTON & ASSOCIATES 6 City of Clearw$t@M # 24 Utility & Governmental Economics Final Report Attachment number 3 Page 126 of 160 FY 2009 WATER & WASTEWATER REVENUE SUFFICIENCY ANALYSIS ANALYSIS revenues from reclaimed water customers. The net effect of these reclaimed water impacts causes projected rate increases to be larger. Growth - Water and wastewater growth is assumed to be 0% in FY 2010 and then 0.4% in all remaining years of the projection period. Growth in lawn irrigation is negative due to the planned expansion of the reclaimed water program in the service area. The growth for lawn irrigation revenue is -7.92% in FY 2009, -11.02% in FY 2010, -7.77% in FY 2011, and slightly greater than -1% in FY 2012 and each year thereafter. The reduction in lawn irrigation accounts is based upon specific developments that are planned to be served with reclaimed water that currently have lawn irrigation meters. Minimum Working Capital - The plan assumes that the Utility will maintain a minimum Working Capital Reserve fund balance in an amount equal to three months of O&M and purchased water expenses. Capital Projects Funding - The CIP was provided by City staff through FY 2015. Beginning in FY 2016, unspecified future capital projects were projected based upon the average annual CIP spending for the preceding five years. Debt Service Coverage - There are two debt service coverage tests in the Utility's outstanding bond covenants as follows: • Rate Covenant -Net income must beat least 1.15 times annual debt service. • Parity Test - Net income must be at least 1.20 times maximum annual debt service (only in years when revenue bonds are issued). 2.3 RESULTS As previously stated, the objective of this RSA was to evaluate the sufficiency of the Utility's current plan of annual water and wastewater rate increases and identify subsequent future increases that would provide sufficient revenues to fund the Utility's cost requirements over the entire projection period, while meeting the financial performance goals and objectives of the Utility. BURTON & ASSOCIATES 7 City of Clearw$t@M # 24 Utility & Governmental Economics Final Report Attachment number 3 Page 127 of 160 FY 2009 WATER & WASTEWATER REVENUE SUFFICIENCY ANALYSIS ANALYSIS The current approved plan of annual water and wastewater rate increases is included in the table below. The water rate increases are also applied to irrigation rates and reclaimed water rates. Currently Approved Rate Adjustment Plan FY 2010 FY 2011 FY 2012 FY 2013 Water 7.00% 7.00% 6.00% 6.00% Wastewater 7.00% 7.00% 6.00% 6.00% It was determined that the current plan of annual water and wastewater rate increases identified in the table above would provide adequate revenue to meet the Utility's cost, debt service coverage, and reserve requirements' through FY 2013. Subsequent to the approved plan of rate increases, the Utility would then only require annual rate increases of 4.50% per year for the remainder of the projection period. 2.3.1 Financial Results of Operations and Sources and Uses of Funds The Appendix presents Schedules 1 through 13 that support the financial management plan identified in this report. The schedules presented in the Appendix reflect a projection period that extends through FY 2019. While the immediate five-year period is most important, our analysis extends beyond this time period so that any significant costs or revenue shortfalls just outside of the first five years may be identified and potentially addressed in the current RSA to avoid future financial harm and adverse rate impacts to customers. Schedules 1 through 6 present detailed schedules of the inputs and assumptions utilized in the RSA. Schedule 1 contains the assumptions of the analysis, while Schedule 2 contains the end of FY 2008 fund balances that serve as the FY 2009 beginning balances of our analysis. Schedule 3 provides a listing of the CIP that was utilized in this analysis. Schedules 4 and 5 contain a detailed list of all projected cash inflows and outflows respectively from FY 2009 through FY 2019. ' In FY 2012, FY 2013, and FY 2018 the operating reserves of the Utility fall slightly below the working capital reserve target. However, given the Utility's historical capital spending at levels less than the annual CIP budget as well as annual operational performance better than budgeted/forecasted, it is unlikely that operating reserves will actually be below the working capital reserve requirement. Nevertheless, the City will perform annual revenue sufficiency analysis updates and if at that time it appears that actual reserves will be less than the requirement, adjustments will be made in other areas of the financial plan. BURTON & ASSOCIATES 8 City of Clearw$t@M # 24 Utility & Governmental Economics Final Report Attachment number 3 Page 128 of 160 FY 2009 WATER & WASTEWATER REVENUE SUFFICIENCY ANALYSIS ANALYSIS Schedules 7 thru 13 identify the results of the financial management plan presented herein. Schedule 7 contains the FAMS Control Panel that presents a summary of the financial management plan, including annual rate increases, debt service coverage ratios, total CIP spending levels, customer impacts, and fund balances. Schedule 8 is the Pro Forma schedule that presents a projected income statement, debt service coverage analysis, and cash flow analysis. Schedule 9 shows the funding sources utilized to pay for CIP spending levels on Schedule 3. Schedule 10 contains the calculation of projected annual long-term borrowing, while Schedule 11 contains the calculation of projected interim financing amounts that are subsequently refinanced as part of future projected long-term borrowings. Schedule 12 contains the calculation of projected annual short- term borrowing, and Schedule 13 presents a fund-level cash flow reconciliation, providing the beginning balance in each year, the amount utilized for project funding or payment of debt service, interest calculations, and the end of year fund balance. BURTON & ASSOCIATES 9 City of Clearw$t@M # 24 Utility & Governmental Economics Final Report Attachment number 3 Page 129 of 160 FY 2009 WATER & WASTEWATER REVENUE SUFFICIENCY ANALYSIS CONCLUSIONS & RECOMMENDATIONS SECTION 3. CONCLUSIONS & RECOMMENDATIONS This section presents the conclusions and recommendations of the RSA: 3.1 CONCLUSIONS We have reached the following conclusions regarding the sufficiency of the City's water and wastewater rates over the projection period: • Based upon the assumptions and supporting data described in Section 2.2, the current plan of annual water and wastewater rate increases through FY 2013 should generate sufficient revenue to fund the Utility's system requirements during that time, including annual operating requirements and CIP expenditures, existing and new debt service, and adequate working capital reserves. • In FY 2014 and thereafter, 4.5% annual water, irrigation, reclaimed water, and wastewater rate increases should generate sufficient revenue to fund the Utility's cost requirements for the remainder of the projection period, while meeting the financial performance goals and objectives of the Utility. 3.2 RECOMMENDATIONS Based upon the analysis presented herein and the conclusions presented in the prior subsection, we recommend the following: • The City should continue with its currently adopted plan of annual water and wastewater rate increases through FY 2013 and consider adopting annual water and wastewater increases of 4.5% per year each year thereafter. • We strongly recommend that the City continue to review the financial performance of the Utility on an annual basis and evaluate the adequacy of its 2 In FY 2012, FY 2013, and FY 2018 the operating reserves of the Utility fall slightly below the working capital reserve target. However, given the Utility's historical capital spending at levels less than the annual CIP budget as well as annual operational performance better than budgeted/forecasted, it is unlikely that operating reserves will actually be below the working capital reserve requirement. Nevertheless, the City will perform annual revenue sufficiency analysis updates and if at that time it appears that actual reserves will be less than the requirement, adjustments will be made in other areas of the financial plan. BURTON & ASSOCIATES 10 City of Clearw$t@M # 24 Utility & Governmental Economics Final Report Attachment number 3 Page 130 of 160 FY 2009 WATER & WASTEWATER REVENUE SUFFICIENCY ANALYSIS CONCLUSIONS & RECOMMENDATIONS revenues and current plan of rate increases. Doing so will allow for the recognition of updated revenue and expense information and changes in economic conditions so that any necessary adjustments can be to planned rate increases in order to allow the Utility to meet its requirements during the projection period and minimize rate impacts to customers from future events occurring differently than currently projected. BURTON & ASSOCIATES 11 City of Clearw$t@M # 24 Utility & Governmental Economics Final Report Attachment number 3 Page 131 of 160 FY 2009 WATER & WASTEWATER REVENUE SUFFICIENCY ANALYSIS APPENDIX Appendix Supporting Schedules for the Revenue Sufficiency Analysis BURTON & ASSOCIATES 12 City of Clearw$t@M # 24 Utility & Governmental Economics Final Report x V / Q z J W Q ? z Q U z LU U_ LL LL /D v / LU D z LU LU I.NL I..L LU r LW r Q ? wW N L LU r TT? VI O N m c O Q ? U) U) Q I r-I ? N C) U U) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O O u7 N M O M M M N 1? r r 7 N ?Lommm m Ld o0 0 0 0 0 0 0 0 0 0 000000?0000? 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Attachment number 3 Page 133 of 160 FY 2009 WATER & WASTEWATER REVENUE SUFFICIENCY ANALYSIS Schedule 2 - Beginning Balances APPENDIX FUND TITLE 10/1/2008 Water Impact Fees $1,712,503 Sewer Impact Fees $5,749,444 Reclaimed Grant Funding $0 Renewal & Replacement Fund $0 Revenue Fund $26,763,811 Restricted Reserves $10,768,664 Total Consolidated Fund Balance $ 44,994,422 REVENUE FUND DETAIL CURRENT UNRESTRICTED ASSETS EOY - FY 2008 Cash & Cash Equivalents $250 Equity in Pooled Cash & Investments $15,189,981 Accounts Receivable, Net $4,658,793 Due From Other Funds $0 Due From Other Governmental Agencies $267,427 Inventories $693,746 Prepaid Items $4,400 Total Current Unrestricted Assets $ 20,814,597 Less: Accounts and Contracts Payable (52,177,378) Less: Accrued Payroll (5323,772) Less: Compensated Absences (S41,057) Less: Accrued Interest Payable (595,236) Less: Due to Other Governmental Entities (S4,804) Less: Current Portion of LT Liabilities (S1,349,811) Total Unrestricted Working Capital $ 16,822,539 Less: Inventories ($693,746) Plus: Restricted Reserves Available For CIP $10,700,911 Net Unrestricted Working Capital Available $ 26,829,704 Restricted Assets Revenue Bond Debt Service and Sinking Fund Requirements $18,255,201 Customer Deposits $2,475,512 Due From Other Governmental Entities $0 Deferred Charges $0 Net Pension Asset $0 Advances to Other Funds $0 Total Noncurrent Restricted Assets $ 20,730,713 Less: Accrued Interest Payable (51,265.040) Less: Current Portion of Long Term Liabilities, Revenue Bonds (S5,995,833) Less: Construction Contracts Payable (S225,664) Less: Customer Deposits (52,475.512) Net Restricted Balance $ 10,768,664 Reserves Available For Capital Funding Assets in Utility Renewal & Replacement Fund Equity in Pooled Cash and Investments $ 8,909,436 Due from Capital Improvements Fund $ - Assets in 02 Bond Construction Fund Pooled Cash and Investments $ - Assets in 06 Bond Construction Fund Equity in Pooled Cash and Investments $ 1,650,511 Other Receivables (Overpayment to Contract) $ 140,964 Assets in 08 Bond Construction Fund Equity in Pooled Cash and Investments $ - Assets in Capital Improvements Fund Unspent Sewer Tap Fees $ Unspent Water Impact Fees $ Due From Other Governmental Entities $ Total Reserves Available For Capital Funding $10,700,911 BURTON & ASSOCIATES 14 City of Clearw$t@M # 24 Utility & Governmental Economics Final Report X o U p 0 a r z N M 0 O O . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 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O r r r r CO') N 001 001 001 ? ? O IO OI I O K3 K3 V-T V- ... V-T V-T K3 O N N N O O O 001 001 In "T C? C'1 C'1 (") C7 O ? d7 d7 d7 K K 1I K 1I K 1I K K K l0 l0 ? I? d' d' I? ? ? l0 I? ? Ln Ln 0 0 N C') ? CO l0 ' l0 CO I? r m r m C W N M OT d' K3 V-TI!!I..I. V-T V-T K3 N CO I? Ln ? ? Ln O O O C'1 CO In Ln l0 N N N 0 I? O r m r r m N N N d' N I? O O r ? ? N d' I? Ln N N Ln C7 C7 ? v 0 O ? ? O K3 K3 K3 K3 K3 K3 K3 K3 K3 K3 ? l0 CO CO O d' CO CO O O ? N O O O O O O r r N C') ? 0 Ch CO CO N N N (`? (`? I? r O O O r O O CO CO N l0 CO O CO Ln CO CO I? O r Ch C') d' N C') l0 In N N O 0 CO ? O K3 K3 K3 K3 K3 K3 K3 K3 K3 K3 W W W ? N N 0 K3 K3 K3 K3 d m O O O rllw W M O O K3 K3 K3 K3 r d' d' O ' d' d' W ? ;, N y K3 K3 K3 K3 W W ? ? CO C") d' d' N N ON7 ON1 N ? K3 K3 K3 K3 CO ' In Ln N W W N K3 K3 K3 K3 O N N d CO CO N W W CO K3 K3 K3 K3 d CO CO l0 r r CO K3 K3 K3 K3 O I? r d' ' N N CNO ? CO O N N d' ' O O N d' d' CO K3 K3 K3 K3 d' CO CO CO In Ln CO ' In Ln CO0 O O O K3 K3 K3 K3 C C W N W } N Y N ? 0l N CO C 3 N W d U Q 0 N ? N zO N W v C? d c U C W O O N W O W m Q d o m m c C O U O m Q C O w y 0 0 "O y lcoZ Cf) IQQ co<o- W } N Y N ? 0l N 00 C O3 N d U Q W N ? N zoo w d W v a d c U C W O O N W O W m Q d o m m c C O U O co Q C O ? y 0 0 co - N m z n ¢ E n¢ a 5 N .O N w Z ?? O N F O O N C C m w m W N N mm cn W C c C O ? N C N N y 0l "O ? N N co? co Q = J a? 0 fO (o C U LL U 'IT N yt ^E W V E 0 W W Q ? V N ? Q i N o 0 CC$ M? W Attachment number 3 Page 160 of 160 APPENDIX G SCHEDULE OF RATES, FEES AND CHARGES Item # 24 Attachment number 4 Page 1 of 6 CONTINUING DISCLOSURE CERTIFICATE This Continuing Disclosure Certificate (the "Disclosure Certificate") is executed and delivered by the City of Clearwater, Florida (the "Issuer") in connection with the issuance of its $ [Bond Amount] Water and Sewer Revenue Bonds, Series 2010 (the "Series 2010 Bonds. The Series 2010 Bonds are being issued pursuant to Ordinance No. 3674-84 enacted by the Issuer on August 2, 1984, as amended and supplemented in Ordinance 6915-01, enacted November 15, 2001 (collectively, the "Ordinance") and as further supplemented by Resolution 10-25, adopted by the City on November 4, 2010, as supplemented (the "Series 2010 Resolution"). The Issuer covenants and agrees as follows: SECTION 1. PURPOSE OF DISCLOSURE CERTIFICATE. This Disclosure Certificate is being executed and delivered by the Issuer for the benefit of the Series 2010 Bondholders and in order to assist the original underwriters of the Series 2010 Bonds in complying with Rule 15c2-12(b)(5) promulgated by the Securities and Exchange Commission ("SEC") pursuant to the Securities Exchange Act of 1934 (the "Rule"). SECTION 2. PROVISION OF ANNUAL INFORMATION. Except as otherwise provided herein, the City shall provide to the Municipal Securities Rulemaking Board (the "MSRB"), in the manner described in Section 5 hereof, to any state information depository that is established within the State of Florida and with which the City is legally required to file the information set forth herein (the "SID"), it being understood that no such SID is currently established in the State of Florida, on or before April 30 of each year, commencing April 30, 2011 with the report for the 2010 Fiscal Year, the information set forth below in this Section 3. Notwithstanding the immediately preceding sentence, to the extent any such information does not become available to the City before April 30 of any year, the City shall provide such information when it becomes available, but no later than one year following the end of the City's Fiscal Year. (A) the City's Comprehensive Annual Financial Report for the immediately preceding Fiscal Year (the "CAFR"), which shall include the audited financial statements of the City for the immediately preceding Fiscal Year prepared in accordance with Generally Accepted Accounting Principles, as modified by applicable State of Florida requirements and the governmental accounting standards promulgated by the Government Accounting Standards Board; provided, however, if the audited financial statements of the City are not completed prior to April 30 of any 1 Item # 24 Attachment number 4 Page 2 of 6 year, the City shall provide unaudited financial statements on such date and shall provide the audited financial statements as soon as practicable following their completion; and (B) to the extent not set forth in the CAFR, additional financial information and operating data of the type included with respect to the Issuer in the final official statement prepared in connection with the sale and issuance of the Series 2010 Bonds (as amended, the "Official Statement"), as set forth below: 1. Updates of the historical financial information set forth in the Official Statement under the principal captions "THE WATER AND SEWER SYSTEM" for the then-immediately preceding five fiscal years and " APPENDIX G - SCHEDULE OF RATES, FEES AND CHARGES." 2. Description of any additional indebtedness payable in whole or in part from the Net Revenues (as defined in the Ordinance). 3. Any other financial information or operating data of the type included in the Official Statement which would be material to a holder or prospective holders of the Series 2010 Bonds. For purposes of this Disclosure Certificate, "Fiscal Year" means the period commencing on October 1 and ending on September 30 of the next succeeding year, or such other period of time provided by applicable law. SECTION 3. REPORTING SIGNIFICANT EVENTS. The Issuer shall provide to the MSRB and to the SID, on a timely basis, notice of any of the following events, if such event is material with respect to the Series 2010 Bonds or the Issuer's ability to satisfy its payment obligations with respect to the Series 2010 Bonds: (A) Principal and interest payment delinquencies; (B) Non-payment related defaults; (C) Unscheduled draws on the debt service reserve fund reflecting financial difficulties; (D) Unscheduled draws on credit enhancement reflecting financial difficulties; 2 Item # 24 Attachment number 4 Page 3 of 6 (E) Substitution of credit or liquidity providers, or their failure to perform; (F) Adverse tax opinions or events affecting the tax-exempt status of the Series 2010 Bonds; (G) Modifications to rights of Series 2010 Bondholders; (H) Calls on the Series 2010 Bonds; (I) Defeasance of the Series 2010 Bonds; (J) Release, substitution, or sale of property securing repayment of the Series 2010 Bonds; (K) Rating changes; and (L) Notice of any failure on the part of the City or any other Obligated Person (as defined herein) to meet the requirements of Section 3 hereof. The City may from time to time, in its discretion, choose to provide notice of the occurrence of certain other events, in addition to those listed in this Section 4, if, in the judgment of the City, such other events are material with respect to the Series 2010 Bonds, but the City does not specifically undertake to commit to provide any such additional notice of the occurrence of any material event except those events listed above. Whenever the City obtains knowledge of the occurrence of a significant event described in this Section 4, the City shall as soon as possible determine if such event would be material under applicable federal securities law to holders of Series 2010 Bonds, provided, that any event under clauses (D), (E), (F), (K) or (L) above will always be deemed to be material. SECTION 4. SUBMISSION OF INFORMATION TO THE MSRB. The information required to be disclosed pursuant to Sections 3 and 4 of this Disclosure Certificate shall be submitted to the MSRB through its Electronic Municipal Market Access system ("EMMA"). Subject to future changes in submission rules and regulations, such submissions shall be provided to the MSRB, through EMMA, in portable document format ("PDF") files configured to permit documents to be saved, viewed, printed and retransmitted by electronic 3 Item # 24 Attachment number 4 Page 4 of 6 means. Such PDF files shall be word-searchable (allowing the user to search for specific terms used within the document through a search or find function available in a software package). Subject to future changes in submission rules and regulations, at the time that such information is submitted through EMMA, the City, or any dissemination agent engaged by the City pursuant to Section 7 hereof, shall also provide to the MSRB information necessary to accurately identify: (A) the category of information being provided; (B) the period covered by the CAFR and any additional financial information and operating data being provided; (C) the issues or specific securities to which such submission is related or otherwise material (including CUSIP number, issuer name, state, issue description/securities name, dated date, maturity date, and/or coupon rate); (D) the name of any Obligated Person other than the City; (E) the name and date of the document being submitted; and (F) contact information for the submitter. SECTION 5. NO EVENT OF DEFAULT. Notwithstanding any other provision in the Ordinance to the contrary, failure of the Issuer to comply with the provisions of this Disclosure Certificate shall not be considered an event of default under the Ordinance; provided, however, any Series 2010 Bondholder may take such actions as may be necessary and appropriate, including pursuing an action for mandamus or specific performance, as applicable, by court order, to cause the Issuer to comply with its obligations hereunder. For purposes of this Disclosure Certificate, "Series 2010 Bondholder" shall mean any person who (A) has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Series 2010 Bonds (including persons holding Series 2010 Bonds through nominees, depositories or other intermediaries), or (B) is treated as the owner of any Series 2010 Bond for federal income tax purposes. SECTION 6. INCORPORATION BY REFERENCE. Any or all of the information required herein to be disclosed may be incorporated by reference 4 Item # 24 Attachment number 4 Page 5 of 6 from other documents, including official statements or debt issues of the Issuer of related public entities, which have been submitted to the MSRB and the SID, if any, or the SEC. If the document incorporated by reference is a final official statement, it must be available from the MSRB. The Issuer shall clearly identify each document incorporated by reference. SECTION 7. DISSEMINATION AGENTS. The Issuer may, from time to time, appoint or engage a dissemination agent to assist it in carrying out its obligations under this Disclosure Certificate, and may discharge any such agent, with or without appointing a successor disseminating agent. SECTION 8. TERMINATION. The Issuer's obligations under this Disclosure Certificate shall terminate upon (A) the legal defeasance, prior redemption or payment in full of all of the Series 2010 Bonds, or (B) the termination of the continuing disclosure requirements of the Rule by legislative, judicial or administrative action. SECTION 9. AMENDMENTS. Notwithstanding any other provision of this Disclosure Certificate, the Issuer may amend this Disclosure Certificate, and any provision may be waived, if such amendment or waiver is supported by an opinion of counsel that is nationally recognized in the area of federal securities laws, to the effect that such amendment or waiver would not, in and of itself, cause the undertakings herein to violate the Rule if such amendment or waiver had been effective on the date hereof but taking into account any subsequent change in or official interpretation of the Rule. SECTION 10. ADDITIONAL INFORMATION. Nothing in this Disclosure Certificate shall be deemed to prevent the Issuer from disseminating any other information, using the means of dissemination set forth in this Disclosure Certificate or any other means of communication, or including any other information in its annual information described in Section 2 hereof or notice of occurrence of a significant event described in Section 3 hereof, in addition to that which is required by this Disclosure Certificate. If the Issuer chooses to include any information in its annual information or notice of occurrence of a significant event in addition to that which is specifically required by this Disclosure Certificate, the Issuer shall have no obligation under this Disclosure Certificate to update such information or include it in its future annual information or notice of occurrence of a significant event. 5 Item # 24 Attachment number 4 Page 6 of 6 SECTION 11. OBLIGATED PERSONS. If any person, other than the Issuer, becomes an Obligated Person (as defined in the Rule) relating to the Series 2010 Bonds, the Issuer shall use its best efforts to require such Obligated Person to comply with all provisions of the Rule applicable to such Obligated Person. Dated as of this [ ] day of November, 2010 ATTEST: CITY OF CLEARWATER, FLORIDA By: City Clerk 6 By: Mayor Item # 24 ?- Meeting Date: 11/4/20 10 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Amend Section 2.263(1), Code of Ordinances, to provide for no salary increase for the mayor and councilmembers in 2011 and pass Ordinance 8227-10 on first reading. SUMMARY: The salaries of the City Council are set forth in Section 2.263(1), along with provisions for annual cost of living increases. The Council has determined not to receive cost of living increases this year. Ordinance 8227-10 amends Section 2.263(1) to allow the mayor and councilmembers to forego automatic cost of living increases in 2011. Review Approval: 1) Legal 2) Clerk 3) Assistant City Manager 4) Clerk 5) City Manager 6) Clerk Cover Memo Item # 25 Attachment number 1 Page 1 of 1 ORDINANCE NO. 8227-10 AN ORDINANCE OF THE CITY OF CLEARWATER, FLORIDA, AMENDING SECTION 2.263(1), CLEARWATER CODE OF ORDINANCES TO PROVIDE FOR NO SALARY INCREASE FOR THE MAYOR AND COUNCIL MEMBERS IN JANUARY 2011; PROVIDING AN EFFECTIVE DATE. WHEREAS, the City Council has determined that there should be no increases to their salaries in the Fiscal Year ending September 30, 2011; now therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CLEARWATER, FLORIDA: Section 1. Section 2.263(1), Clearwater Code of Ordinances is here by amended as follows: Sec. 2.263. Compensation and expenses of mayor and councilmembers. (1) Commencing in 2000, the mayor shall receive an annual salary of $18,000.00 to be paid in prorated bi-weekly amounts. Each city councilmember shall receive an annual salary of $15,000.00 to be paid in prorated bi-weekly amounts. Commencing on March 15, 2001, and every January thereafter, the annual salary of the mayor and councilmembers shall be adjusted by the same percentage as the annual social security cost-of-living adjustment or by two percent, whichever is greater. Notwithstanding the above, the annual salary of the mayor and councilmembers shall not be increased in 2010 or in 2011. Section 2. This ordinance shall take effect immediately upon adoption. PASSED ON FIRST READING PASSED ON SECOND AND FINAL READING AND ADOPTED Approved as to form: Pamela K. Akin City Attorney Frank V. Hibbard Mayor Attest: Rosemarie Call City Clerk Ordinance no. #x(25 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Approve Utilities Rate Increases SUMMARY: Meeting Date: 11/4/20 10 Review Approval: 1) Clerk Cover Memo Item # 26 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Co-Sponsored Events SUMMARY: Meeting Date: 11/4/20 10 Review Approval: 1) Clerk Cover Memo Item # 27 City Council Agenda Council Chambers - City Hall SUBJECT / RECOMMENDATION: Other Council Action SUMMARY: Meeting Date: 11/4/20 10 Review Approval: 1) Clerk Cover Memo Item # 28