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HomeMy WebLinkAbout2607 Security Agreement - EDA - Machinery & Equipment (TIGER DAM)PUBLIC WORKS & UTILITIES TRANSMITTAL MEMORANDUM TO: City Clerk's Office RE: Request for Services The item(s) noted below is/are attached and forwarded to your office for the following action(s): Development Order Final Plat (original mylars) Letter of Credit Maintenance Bond Ordinance Performance Bond Resolution Once completed, please: ❑ Return original ❑ Return copy El Special Instructions: ❑ Mayor's signature ❑ Recording ❑ Rendering Safe keeping (Vault) El Security agreement - EDA -Machinery & Equipment - TIGER DAM Please advise if you have any questions regarding the above. Thank you! LPYC'�Cxr_ C4 C From Date * : * U.S. DEPARTMENT OF COMMERCE Economic Development Administration a, Atlanta Regional Office * * * 401 W. Peachtree St., SUITE 1820 ATLANTA, GEORGIA 30308-3510 May 15, 2025 Lonnie Groot City of Sanford 300 N. Park Ave. Sanford, FL 32771 RE: EDA Award ED24ATLOG0128 City of Sanford Security Agreement and UCC Dear Mr. Groot, Please find included the executed Security Agreement and draft UCC -1 Form provided by your client. As a reminder, your client may not dispose of, modify the use of, or change the terms of the Personal Property title, without the prior written permission of and instructions from EDA. The Federal Interest secures compliance with matters such as the purpose, scope and use of the project. Where Federal assistance is used in the acquisition or improvement of Personal Property, such as your client's project, EDA requires that the Federal Interest be protected through the execution a Uniform Commercial Code Financing Statement (Form UCC -1) and perfecting the security interest and placing it of record in accordance with applicable law. The SAC also requires that your client and EDA enter into a Security Agreement in conjunction with the Form UCC -I detailing the requirements your client must take regarding the Personal Property. In this regard, please take the following additional actions: 1.) Please review the Form UCC -I to ensure that it is acceptable and customary in your jurisdiction that will create a first -priority security interest in the Personal Property and attach the approved list of Personal Property as an exhibit. Please note that there are no descriptions of the secured equipment; there are only serial numbers. Can you confirm that this is acceptable and will provide EDA with a first -priority lien? Please also review Exhibit A in the Security Agreement for the same purpose. EDA Award No. ED24ATLOGO128 City of Sanford Page 2 of 2 2.) Prepare a legal opinion verifying that the Federal Interest is protected by the execution of the Security Agreement and the filing of the Form UCC -1. In your opinion, please verify that a.) your client has obtained all necessary authority from its governing body to execute both the Security Agreement and the Form UCC -1 and to file the Form UCC -1 creating a first priority unsubordinated security interest in the Personal Property b.) the Form UCC -1 is in acceptable form for filing in your jurisdiction for purposes of creating a first priority unsubordinated security interest in the Personal Property c.) the Security Agreement and the Form UCC -1 are enforceable according to its terms under applicable state law and d.) the Form UCC -1 as filed does create a first priority unsubordinated security interest in the subject Personal Property and e.) confirming that you have undertaken the necessary, appropriate Form UCC -1 search in the appropriate state Form UCC -1 records so you can make the representation in d.) immediately above. 3.) See that the Form UCC -1 is properly executed and filed of record as required in your jurisdiction's applicable Uniform Commercial Code. All filing costs are to be paid by your client. 4.) Return the original, filed Form UCC -1 and the fully executed Security Agreement duly executed by your client to my attention at the address in my letterhead. EDA anticipates the Form UCC -1 search will show no liens on the Personal Property other than your client's Form UCC -1 in favor of EDA and no other encumbrances on the title of the Personal Property. If any other lien or any encumbrances are disclosed by your Form UCC -1 search, please contact me immediately. Compliance with SAC by your client is required prior to the disbursement of funds under this award. Sincerely, Mark S. Thompson Atlanta Regional Counsel SECURITY AGREEMENT- MACHINERY AND EQUIPMENT TIDS SECURITY AGREEMENT ("Agreement") is entered into on t h i s LSot y of 07 A-` , 2025, by the United States Department of Commerce, Economic Development Administration ("EDA" or "Secured Party") whose address is 401 West Peachtree Street NW, Suite 1820, Atlanta, Georgia 30303, and the City of Sanford, Florida, a Florida municipality, whose address is 300 North Park Avenue, Sanford, Florida 32771 ("Debtor"). WHEREAS, Debtor applied to, received, and accepted from Secured Party a grant in the amount o4/94-000_ pursuant to a Financial Assistance Award entered into by Secured Party and Debtor on the 1 day o ���`Z024 and bearing EDA Project Award Number: ED24ATLOG0128 ("Award"); WHEREAS, pursuant to the application filed by Debtor requesting said Award and pursuant to the Financial Assistance Award, a portion of the grant amounts to be used to purchase certain machinery and equipment deemed necessary to cant' out the EDA project as set forth in the Financial Assistance Award and EDA regulations at 13 C.F.R. § 314.9, which machinery and equipment is identified in Exhibit A ("Collateral"); WHEREAS, the Financial Assistance Award provides the purpose for which the Award may be used and provides inter alfa that Debtor will not sell, mortgage or otherwise use or alienate any right to or interest in the Collateral, including any machinery and equipment purchased with any of the Award proceeds, or use the Collateral or said machinery and equipment for purposes other than and different from those purposes set forth in the Financial Assistance Award and the application made by Debtor, such alienation or use being prohibited by 2 C.F.R. Part 200; and NOW THEREFORE, Debtor hereby grants to Secured Party a purchase money security interest in all machinery and equipment purchased with any proceeds of the above referenced EDA Award including, but not limited to, the machinery and equipment described in Exhibit A attached hereto and made a part hereof and any machinery and equipment acquired by the Debtor with proceeds from said Award, subsequent to the execution of this Agreement, along with all substitutions, replacements, additions and accessions to said equipment. The security interest granted shall terminate and be of ro further force and effect when the useful life of said Collateral, as identified in Exhibit A, has ended. Default in the performance by Debtor of any obligations identified in the Financial Assistance Award or default under any agreement evidencing any of said obligations is a default under this Agreement that will entitle Secured Party to compensation. The amount of the compensation due Secured Party shall be a percentage of the fair market value of the Collateral at the time of default equal to the federal share of the total project costs under the Award. Upon such default, Secured Party, its successors or assigns, may declare all obligations immediately due and payable and Secured Party shall have all remedies of a Secured Party under the Uniform Commercial Code. Debtor further warrants, covenants, represents, and agrees as follows: That Debtor is the owner of the Collateral and has the right to convey a security interest in it to the Secured Party. The Collateral is free and clear of all liens, claims, charges, encumbrances, taxes, and assessments. That for a period of not less than useful life identified in Exhibit A, the Collateral will not be sold, transferred, rented, leased, pledged, made subject to a security agreement, or removed from the location set forth in Exhibit A without the written consent of Secured Party and that the Collateral will not be misused, abused, wasted, or allowed to deteriorate, except for ordinary wear and tear from its intended use. That for a period of not less than useful life identified in Exhibit A. the Collateral shall remain in Debtor's possession or control at all times at Debtor's risk of loss and that the Collateral and all books and records relating to the Collateral shall be available at all times for inspection by Secured Part) or its authorized representative. That Debtor will keep and maintain such records as are necessary to reflect and identify the Collateral and will deliver to Secured Party such lists, descriptions, and designations of the Collateral as Secured Party may from time to time request. That Debtor will sign and execute, upon request of Secured Party, any Financing Statement or other document or procure any document, and pay all connected costs necessary to protect the security interest granted hereby against the rights or interests of third persons. That Debtor will protect the title and possession of the Collateral and will pay promptly when due and before becoming delinquent, all taxes and assessments now existing or hereafter levied or assessed against said Collateral or any part thereof, and will keep said Collateral insured, if insurable, to the full insurable value of said Collateral, against loss or damage by fire, windstorm and theft and any other hazard of hazards as may be reasonably required from time to time by Secured Party. Upon the occurrence of an Event of Default, the Secured Party may apply to any court of competent jurisdiction for the appointment of a receiver to take charge of the Collateral and to secure the rents, issues and profits from it for the benefit of the Secured Party. Debtor hereby specifically waives all rights of appraisement and rights of redemption where available by applicable law. Debtor hereby further waives all rights to marshaling of Debtor's assets including the Collateral and if Secured Party elects to sell the Collateral in parts or parcels separately, the security interest granted hereby shall continue in full force and effect until all portions of the Collateral have been sold by the Secured Party. Secured Party may, at is option. remedy any default without waiving same, or may waive any default without waiving any prior or subsequent default. No waiver by Secured Party shall be effective unless in writing. The undersigned representative is the officer duly authorized to execute this Security Agreement on behalf of the Recipient and agrees to execute, acknowledge, and record this instrument and attachments, in accord with applicable state and local laws, and forward a complete recorded copy of this instrument to EDA. /signature page follows/ Attest: By: �� tl l'l C- \`tel l� �� F l� �m�- Traci Houchin, MMC, ECRM City Clerk T, C C., =- Approved as to form and legal sufficiency. THE DEBTOR: CITY OF SANFORD, a orida corporation. ; By: Art Wb'od%cuff J % ;r G� Zj r J . Colbert/�S�• 1 t� ity Attorney zpdVIF U�cuO� ACA 3 THE SECURED PARTY: municipal ECONOMIC DEVELOPMENT ADMINISTRATION, UNITED STATES DEPARTMENT OF COMM CE By: S Person -Whitley Reewnal Director EXHIBIT A Collateral is located at 800 west Fulton Ave Sanford FI 32771 Item Serial No. Useful Life TIGER DAM - Dam that will reduce flooding USFCABD-3990, 17 years USFCLABD-3994, when the river rises 24" x 50 ft dam USFCLABD-3995, Supplier is US Flood Control USFCLABD-4098, USFCLABD-4099, USFCLABD-4227, USFCLABD-4461, USFCLABD-4463, USFCLABD- 4470,USFCLABD- 4467, USGCLABD- 4466, USFCLABD-4465, USFCLABD-4471, USFCLABD-4474, USFCLABD-4475, USFCLABD-4501, USFCLABD-4502, USFCLABD-4503, USFCLABD-4504, USFCLBD-4142, USFCLABD-4141, USFCLABD-4140, USFCLABD-4139, USFCLABD-4138, USFCLABD-4137, USFCLABD-4136, USFCLABD-3935, USFCLABD-3937, USFCLABD-3940, USFCLABD-4075, USFCLABD-4126, USFCLABD-4128, USFCLABD-4129, USFCLABD-4130, USFCLABD-0131, USFCLABD-4132, USFCLABD-4133, USFCLABD-4134, USFCLABD-4135, USFCLABD-4348, USFCABD-4346, USFCLABD-4344, USFCLABD-4153, USFCLABD-4152, USFCLABD-4149, USFCLABD-4148, USFCLABD-4147, USFCLABD-4146, USFCLABD-4145, USFCLABD-0144, USFCLABD-4143, USFCLABD-4349, USFCLABD-4355, USFCLABD-4402, USFCLABD-4408, USFCLABD-4409, USFCLABD-4412, USFCLABD-4417 STATE OF FLORIDA UNIFORM COMMERCIAL CODE FINANCING STATEMENT FORM A NAME & DAYTIME PHONE NUMBER OF CONTACT PERSON Cynthia Lindsay, CPA, CGFO / Director of Finance 407-688-5026 B. Entail Address= C SEND ACKNOWLEDGEMENT TO Name City of Sanford Address 300 North Park Avenue Address Sanford, Florida 32771 THE ABOVE SPACE IS FOR FILING OFFICE USE ON LV 1. DEBTOR'S EXACT FULL LEGAL NAME - INSERT ONLY ONE DEBTOR NAME (la OR Ib) - Do Not Abbreviate or Combine Names a ORGANIZATION'S NAME 2.h INDIVIDUAL'S SURNAME FIRST PERSONAL NAME I ADDITIONAL N.AME(Si1NITIAL(S) City of Sanford '_ c MAILING ADDRESS Lint One This space not available. Lb INDIVIDUAL'S SURNAME { FIRST PERSONAL NAME ADDITIONAL NAME(Sf/INITIALIS) { SUFFIX 1 e MAILING ADDRESS Line One 401 W. Peachtree St. NWI This space not available. 300 North Park Avenue MAILING ADDRESS Line Two This space not available. MAILING ADDRESS Line Two CITY j STATE POSTAL CODE COUNTRY Sanford j FL 32771 USA 2. ADDITIONAL- DEBTOR'S EXACT FULL LEGAL NAME. -I NSFRT ONLY ONE DEBTOR NAME (2a OR 2b)- Do Not Abbreviate or Combine Names 2 a ORGANIZATION'S NAME 2.h INDIVIDUAL'S SURNAME FIRST PERSONAL NAME I ADDITIONAL N.AME(Si1NITIAL(S) I SUFFIX '_ c MAILING ADDRESS Lint One This space not available. MAILING ADDRESS Line Two CITY STATE I POSTAL CODE COLRJTRY 3. SECURED PARTI'S NAME (or NAME of TOTAL ASSIGNEE of ASSIGNOR Sip) -INSERT ONLY ONE SECURED PARTY (3a OR3b) 4. This FINANCING STATEMENT covers the followmg collateral ALL OF THE DEBTOR'S RIGHT, TITLE AND INTEREST IN TIGER DAM PORTABLE AND DEPLOYABLE PERIMETER FLOOD PROTECTION SYSTEM SERIAL NUMBERS USFCABD-3990. USFCLABD-3994, USFCLABD-3995, USFCLABD-4098. USFCLABD-4099, USFCLABD-4227, USFCLABD-4461, USFCLABD-4463, USFCLABD-4470,USFCLABD-4467, USGCLABD-4466. USFCLABD-4465, USFCLABD-4471, USFCLABD-4474, USFCLABD-4475, USFCLABD-4501, USFCLABD-4502. USFCLABD-4503, USFCLABD-4504. USFCLBD-4142, USFCLABD-4141, USFCLABD-4140, USFCLABD-4139, USFCLABD-4138. USFCLABD-4137, USFCLABD-4136. USFCLABD-3935. USFCLABD-3937. USFCLABD-3940, USFCLABD-4075, USFCLABD-4126. USFCLABD-4128, USFCLABD-4129. USFCLABD-4130, USFCLABD-4131. USFCLABD-4132. USFCLABD-4133, USFCLABD-4134, USFCLABD-4135, USFCLABD-4348, USFCABD-4346, USFCLABD-4344. USFCLABD-4153, USFCLABD4152, USFCLABD4149. USFCLABD-4148, USFCLABD-4147. USFCLABD-4146, USFCLABD-4145, USFCLABD-4144, USFCLABD-4143, USFCLABD-4349, USFCLABD-4355, USFCLABD-4402, USFCLABD-4408, USFCLABD-4409. USFCLABD-4412 and USFCLABD-4417. IN ADDITION, THE SECURITY INTEREST INCLUDES ALL WARRANTIES ISSUED WITH RESPECT TO THE REFERENCED COLLATERAL 5. ALTERNATE DESIGNATION (if applicable) I I LESSFE%LESSOR I I CONSIGN EErCONSIGNORu BAILEE,BAILOR AG LIEN U NON -UCC FILING " SELLER'BUYER 6. Florida DOCI HIEN rARI' STAMP TAX -YOU ARE REQUIRED TO CHECK EXACTLY ONE BOX All documentary stamps due and payable or to become due and payable pursuant to s. 201.22 F.S.. have been paid. Florida Documentary Stamp Tax is not required. 7.OPTIONAI, FILER REFERS\CE DATA STANDARD FORM - FORA I. (REV.05/2013) Filing Office Copy Approved by the Secretary of State, State or Florida 3 a ORGANIZATIONS NAME United States Department of Commerce, Economic Development Administration 3.b INDIVIDUAL'S SURNAME I FIRST PERSONAL NAME I ADDITIONAL N.AME(S)dNITI.AL(S) SUFFIX 11 3 c MAILING ADDRESS Line One 1 401 W. Peachtree St. NWI This space not available. MAILING ADDRESS Line Two CITY STATE POSTAL CODE COUNTRY Suite 1820 I Atlanta I GA 30303 USA I 4. This FINANCING STATEMENT covers the followmg collateral ALL OF THE DEBTOR'S RIGHT, TITLE AND INTEREST IN TIGER DAM PORTABLE AND DEPLOYABLE PERIMETER FLOOD PROTECTION SYSTEM SERIAL NUMBERS USFCABD-3990. USFCLABD-3994, USFCLABD-3995, USFCLABD-4098. USFCLABD-4099, USFCLABD-4227, USFCLABD-4461, USFCLABD-4463, USFCLABD-4470,USFCLABD-4467, USGCLABD-4466. USFCLABD-4465, USFCLABD-4471, USFCLABD-4474, USFCLABD-4475, USFCLABD-4501, USFCLABD-4502. USFCLABD-4503, USFCLABD-4504. USFCLBD-4142, USFCLABD-4141, USFCLABD-4140, USFCLABD-4139, USFCLABD-4138. USFCLABD-4137, USFCLABD-4136. USFCLABD-3935. USFCLABD-3937. USFCLABD-3940, USFCLABD-4075, USFCLABD-4126. USFCLABD-4128, USFCLABD-4129. USFCLABD-4130, USFCLABD-4131. USFCLABD-4132. USFCLABD-4133, USFCLABD-4134, USFCLABD-4135, USFCLABD-4348, USFCABD-4346, USFCLABD-4344. USFCLABD-4153, USFCLABD4152, USFCLABD4149. USFCLABD-4148, USFCLABD-4147. USFCLABD-4146, USFCLABD-4145, USFCLABD-4144, USFCLABD-4143, USFCLABD-4349, USFCLABD-4355, USFCLABD-4402, USFCLABD-4408, USFCLABD-4409. USFCLABD-4412 and USFCLABD-4417. IN ADDITION, THE SECURITY INTEREST INCLUDES ALL WARRANTIES ISSUED WITH RESPECT TO THE REFERENCED COLLATERAL 5. ALTERNATE DESIGNATION (if applicable) I I LESSFE%LESSOR I I CONSIGN EErCONSIGNORu BAILEE,BAILOR AG LIEN U NON -UCC FILING " SELLER'BUYER 6. Florida DOCI HIEN rARI' STAMP TAX -YOU ARE REQUIRED TO CHECK EXACTLY ONE BOX All documentary stamps due and payable or to become due and payable pursuant to s. 201.22 F.S.. have been paid. Florida Documentary Stamp Tax is not required. 7.OPTIONAI, FILER REFERS\CE DATA STANDARD FORM - FORA I. (REV.05/2013) Filing Office Copy Approved by the Secretary of State, State or Florida Instructions for State of Florida UCC Financing Statement Form (Form UCC -1) • Please type or laser -print this form. Be sure it is completely legible. Read all instructions on form. Forms must be completed according to Florida state law. • Fill in form very carefully. if you have questions, consult your attorney. Filing office cannot give legal advice. • Processing fees are set by the Florida Legislature, are non-refundable, and are subject to change. To verifi processing fees, contact FLORIDAUCC. LLC. at (850) 222-8526 or email helo6aufloridaucc.com. • Make checks payable to FLORIDAUCC, LLC. or the Florida Department of State. • Send ONE copy of each filing request. with the appropriate non-refundable processing fee to: I" Class Mail Overnieht Courier Service FLORIDAUCC, LLC. FLORIDAUCC, LLC. PO Box 5588 2002 Old St. Augustine Rd. Bldg. D Tallahassee, FL 32314 Tallahassee, FL 32301 • The acknowledgement copy will be returned to the address indicated in block B. • Do not insert anything in the open space in the upper right hand portion of this form; it is reserved for filing office use. • If you need to use attachments, you are encouraged to use the State of Florida Uniform Commercial Code Financing Statement Form — Addendum and/or the State of Florida Uniform Commercial Code Financing Statement Form - Additional Party and/or the State of Florida Uniform Commercial Code Financing Statement Form — Additional Information.