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HomeMy WebLinkAbout19-074RESOLUTION NO. 2019-074 A RESOLUTION OF THE ST. LUCIE COUNTY SUSTAINABILITY DISTRICT APPROVING A THIRD AMENDMENT TO THE FUNDING AGREEMENT BETWEEN THE DISTRICT, THE SOLAR AND ENERGY LOAN FUND OF ST. LUCIE COUNTY, INC. AND INLAND ST. LUCIE PACE, LLC IN ORDER TO INCREASE THE PRINCIPAL AMOUNT AND EXTEND THE MATURITY DATE OF THE LINE OF CREDIT CONTEMPLATED BY THE FUNDING AGREEMENT, TO IMPLEMENT ADDITIONAL DISCLOSURE REQUIREMENTS AND CONSUMER PROTECTION PROVISIONS FOR PROPERTY OWNERS APPLYING FOR PACE FUNDING THEREUNDER, AND TO PROVIDE FOR THE TRANSFER OF CERTAIN BONDS ISSUED BY THE DISTRICT PURSUANT TO THE FUNDING AGREEMENT; APPROVING AN ALLONGE TO THE DISTRICT'S TAXABLE SPECIAL ASSESSMENT BOND, SERIES 2014, TO REFLECT THE INCREASED PRINCIPAL AMOUNT OF THE LINE OF CREDIT AND EXTENSION OF THE MATURITY DATE; AUTHORIZING THE CHAIR AND OTHER DISTRICT OFFICIALS TO TAKE SUCH ACTIONS AND EXECUTE SUCH OTHER DOCUMENTS AS MAY BE NECESSARY TO EFFECTUATE THE PURPOSES HEREOF; AND PROVIDING AN EFFECTIVE DATE. BE IT RESOLVED BY THE GOVERNING BOARD OF THE ST. LUCIE COUNTY SUSTAINABILITY DISTRICT AS FOLLOWS: SECTION 1. AUTHORITY. This Resolution of the St. Lucie County Sustainability District (the "District") is adopted pursuant to the provisions of Chapter 1- 19 of the Code of Ordinances (the "Ordinance") of St. Lucie County, Florida (the "County"), Chapter 189, Florida Statutes, Section 163.08, Florida Statutes, County Resolution No. 10-259, and other applicable provisions of law. 1 SECTION 2. DEFINITIONS. Capitalized terms not otherwise defined herein shall have the meanings set forth in the Ordinance, County Resolution No. 10-259, District Resolution No. 14-107, and the Special Assessment Funding Agreement (Energy and Sustainability Financing Program) by and between the District, Inland St. Lucie PACE, LLC (the "Lender"), and the Solar and Energy Loan Fund of St. Lucie County, Inc. ("SELF") dated as of August 19, 2014 (as amended, the "Funding Agreement"). SECTION 3. FINDINGS. It is hereby ascertained, determined and declared as follows: (A) The District entered into the Funding Agreement to obtain a non -revolving line of credit from the Lender in the principal amount of $1,000,000 (the "Loan") for purposes of funding a Property Assessed Clean Energy ("PACE") financing program (the "Energy Financing Program") pursuant to which qualified Property Owners can finance the cost of Qualifying Improvements through voluntary special assessments imposed by the District. (B) Upon entering into the Funding Agreement, the District issued its Taxable Special Assessment Bond, Series 2014, to evidence its obligation to repay the Loan (the "District Bond"). (C) Each draw on the line of credit is associated with an individual Financing Agreement between the District and a Property Owner, and each draw constitutes a separate borrowing evidenced by a separate, sequentially numbered revenue bond issued by the District to the Lender (each, a "Subsequent Bond"). (D) As of the date hereof, essentially all of the funds available under the line of credit have been drawn to finance Qualifying Improvements. (E) The District has considered various disclosure requirements and consumer protection provisions recently adopted by other jurisdictions which administer PACE programs, including qualification criteria based on the applicant's ability to pay the PACE assessment over time, and wishes to implement similar provisions for the Energy Financing Program. 2 (F) The District, the Lender and SELF wish to enter into an amendment to the Funding Agreement (the "Third Amendment to Funding Agreement") in order to (i) provide for additional disclosure requirements and consumer protection provisions for Property Owners applying for PACE funding, (ii) increase the line of credit to $2,000,000.00 and extend the maturity date of the Loan to September 1, 2022, and (iii) provide for the transfer and assignment of Subsequent Bonds by the Lender. SECTION 4. APPROVAL OF SECOND AMENDMENT TO FUNDING AGREEMENT AND ALLONGE NO. 2. (A) The District hereby approves the Third Amendment to Funding Agreement in substantially the form attached hereto as Appendix 1. (B) The District hereby approves an allonge to the District Bond to effectuate the increase in the line of credit and extension of the maturity date contemplated hereunder, in substantially the form attached hereto as Appendix 2 ("Allonge No. 3"). (C) The District hereby authorizes the Chair to execute and deliver, and the Clerk of the District (the "Clerk") to attest, on behalf of the District, the Third Amendment to Funding Agreement and Allonge No. 3 with such changes, insertions, and additions as the Chair may approve after consultation with the County Attorney, the Chair's execution thereof being evidence of such approval and by this reference made a part hereof with such changes as may be approved by the County Administrator and approved as to legal form and sufficiency by the County Attorney. (D) The Chair, the Clerk and other District officials are further authorized to take such other actions and execute and deliver any other documents which may be necessary or desirable to effectuate the purposes of this Resolution, the Third Amendment to Funding Agreement and Allonge No. 3. [Remainder of Page Intentionally Left Blank] 3 SECTION 5. EFFECTIVE DATE. This Resolution shall take effect immediately upon its adoption. Passed and adopted by the St. Lucie County Sustainability District at a regular meeting duly called this 16th day of April, 2019. ATTEST: ST. LUCIE COUNTY SUSTAINABILITY DISTRICT By: Chair Approved as to Form: Deputy rko County Attorney 4 APPENDIX 1 FORM OF THIRD AMENDMENT TO FUNDING AGREEMENT THIRD AMENDMENT TO SPECIAL ASSESSMENT FUNDING AGREEMENT (ENERGY AND SUSTAINABILITY FINANCING PROGRAM) This THIRD AMENDMENT ("Third Amendment") to the SPECIAL ASSESSMENT FUNDING AGREEMENT (ENERGY AND SUSTAINABILITY FINANCING PROGRAM) (the "Funding Agreement") is made and entered into this 16th day of April, 2019 by and between the ST. LUCIE COUNTY SUSTAINABILITY DISTRICT (the "District"), a dependent special district of St. Lucie County, Florida, INLAND ST. LUCIE PACE, LLC (the "Lender"), and the SOLAR AND ENERGY LOAN FUND OF ST. LUCIE COUNTY, INC., a community development financial institution ("SELF"). WITNESETH: WHEREAS, the parties entered into the Funding Agreement to establish a non - revolving line of credit in the principal amount of $1,000,000 (the "Loan") for purposes of funding the District's Property Assessed Clean Energy ("PACE") financing program (the "Energy Financing Program") pursuant to which qualified Property Owners can finance the cost of Qualifying Improvements through voluntary special assessments imposed by the District; WHEREAS, capitalized terms used herein and not otherwise defined herein shall have the meanings specified in the Funding Agreement; WHEREAS, upon entering into the Funding Agreement, the District issued its Taxable Special Assessment Bond, Series 2014, to evidence its obligation to repay the Loan; WHEREAS, each draw on the line of credit is associated with an individual Financing Agreement between the District and a Property Owner, and each draw constitutes a separate borrowing evidenced by a separate, sequentially numbered revenue bond issued by the District to the Lender (each, a "Subsequent Bond"); and WHEREAS, the parties hereto execute this Third Amendment to the Funding Agreement in order to (1) provide for additional disclosure requirements and consumer protection provisions for property owners applying for PACE funding, (2) increase the line of credit to $2,000,000.00 and extend the maturity date of the Loan to September 1, 2022, and (3) provide for the transfer and assignment of Subsequent Bonds by the Lender. 1 NOW, THEREFORE, the parties hereto agree as follows: Section 1. Recitals Incorporated. The above recitals are true and correct and incorporated herein. Section 2. Amendments to Funding Agreement. The Funding Agreement is hereby amended as follows, with additional text indicated by underline and with deleted text indicated by ctrl_ et -hr : (A) The following definitions set forth in Section 1.01 of the Funding Agreement are amended as follows: "Loan" means the non -revolving line of credit contemplated hereunder in the aggregate principal amount of up to $2,000,000.00 $000,000 granted by the Lender to the District pursuant to and in accordance with this Agreement. "Maturity Date" means September 1, 2022 241-8. "Owner" or "Holder" means the Person in whose name or names a Bond issued pursuant to Section 3.02 hereof shall be registered on the books of the District kept for that purpose in accordance with provisions of this Agreement "Person" means natural persons, firms, trusts, estates, associations, corporations, partnerships and public bodies. (B) Section 2.04(c) of the Funding Agreement is amended as follows: (c) Approval Criteria for Applications. The following criteria shall be utilized in determining whether an application for financing of Qualifying Improvements shall be approved by the Lender: (1) All property taxes and any other assessments levied on the same bill as property taxes for the Assessed Property are paid and have not been delinquent for the preceding 3 years or the Property Owner's period of ownership, whichever is less. (2) There are no involuntary liens, including, but not limited to, construction liens on the Assessed Property. (3) No notices of default or other evidence of property -based debt delinquency have been recorded during the preceding 3 years or the Property Owner's period of ownership, whichever is less. (4) The Property Owner is current on all mortgage debt on the Assessed i) Property and no notices of default or foreclosure due to non-payment of property taxes or mortgage loan payments within the preceding 3 years. (5) The Qualifying Improvement(s) proposed for funding shall be affixed to a building, facility or structure that is located upon and part of the Assessed Property and -shall constitute an improvement to the Assessed Property. (6) Qualifying Improvements shall not be financed hereunder for buildings or facilities under new construction or construction for which a certificate of occupancy or similar evidence of substantial completion of new construction or improvement has not been issued. (7) The Property Owner shall provide proof that at least 30 days before entering into a Financing Agreement that the Property Owner provided notice to the holders or loan servicers of any existing mortgages encumbering or otherwise secured by the Assessed Property a notice of the owner's intent to enter into a Financing Agreement together with the maximum principal amount to be financed and the maximum annual assessment necessary to repay that amount. Notwithstanding anything herein to the contrary, such notice may be provided by the Program Administrator on the Property Owner's behalf. A verified copy or other proof of such notice shall be provided to the District and the Lender. (8) Written consent of the holders or loan servicers of any mortgage encumbering or otherwise secured by the Assessed Property regarding execution of the Financing Agreement by the Property Owner, including an acknowledgement that upon recordation of the Financing Agreement, the entire balance of the Special Assessment (including interest thereon) shall constitute a legal, valid and binding non -ad valorem assessment and a resulting lien upon the Assessed Property, equal in rank and dignity with the lien of all state, county, district and municipal taxes and superior in dignity to all other liens, titles and claims, until paid. Notwithstanding anything herein to the contrary, the Lender may waive this requirement provided that the total amount of the Special Assessment does not exceed 20 percent of the just value of the Assessed Property as determined by the St. Lucie County Property Appraiser, or the underwriting criteria set forth in Section 163.08(12)(b), Florida Statutes, is otherwise satisfied. (9) Qualifying Improvements may only be financed hereunder for residential, non-residential and multi -family parcels, and parcels owned by non-profit entities. (10) The Assessed Property must be located in St. Lucie County, Florida. (11) The Property Owner must have fee simple title to the Assessed Property. (12) Estimated costs (for energy savings measures) shall be reasonable for the 3 scope of the proposed project and in relation to the property value. (13) The just value of the Assessed Property must exceed the sum of all privately -held mortgages or encumbrances attached to the Assessed Property, if any, and the Loan -to -Value Ratio must be less than twenty percent (20%) unless waived in writing by the Lender. (14) The Property Owner must not have been subject to bankruptcy proceedings during the prior three (3) years unless waived in writing by the Lender. (15) The Assessed Property is not the subject of a pending or imminent eminent domain action, environmental litigation or other cause of action affecting the value of the Assessed Property, excluding actions initiated by the Property Owner regarding the value attributed to the Assessed Property by the Property Appraiser for purposes of ad valorem taxation. (16) There are no judgments against the Property Owner which could result in a lien against the Assessed Property. (17) Before entering into a Financing Agreement, the Program Administrator shall reasonably determine that all property taxes and any other assessments levied on the same bill as property taxes are paid and have not been delinquent for the preceding 3 years or the Property Owner's period of ownership, whichever is less; that there are no involuntary liens, including, but not limited to, construction liens on the Assessed Property; that no notices of default or other evidence of property -based debt delinquency have been recorded during the preceding 3 years or the Property Owner's period of ownership, whichever is less; and that the Property Owner is current on all mortgage debt on the Assessed Property. (18) The term of the Financing Agreement shall not exceed the estimated useful life of the Qualifying Improvements contemplated thereunder, based on the improvement with the longest useful life in the event there are multiple improvements financed thereunder. (19) Ability to Pay Determination. Prior to submitting an application to the, Lender for the financing of Qualifying Improvements on single family residential property, the Program Administrator shall make a reasonable ,good faith determination that the Property Owner has a reasonable ability to pay the annual payment obligations for the Special Assessment. Such determination shall be made based on the Property Owner's current income,. assets, and debt obligations as follows. (A)Property Owner applications shall include current monthly household income and current monthly housing expenses. (1) Housing expenses include: 4 (a) All mortgage principal and interest payments (b) Property Insurance (c) Property Taxes (d) Mortgage guaranty insurance (e) - Other preexisting fees and assessments on the property (2) Household income includes: (a) Income of mortgagor on the Assessed Property. (b) Income may include the income of any persons 18 years of A$e or older who are on the title of the property. (c) The determination may also utilize the income of a Property Owner's legal spouse through marriage or domestic partnership who is not on title to the Assessed Property. Anyouse or domestic partner who is not on title to the property shall consent, in writing, to the inclusion of his or her income and to the verification of his or income. (B) For any person whose income is considered, the Program Administrator shall also consider their debt obligations which may be verified by the Program Administrator through a credit report. Q In evaluating current income, assets and debt obligations of the Property Owner, the Program Administrator shall not consider the equi r of the Assessed Property. (D) The Program Administrator shall determine and consider the current or reasonably expected income or assets of the Property Owner using reasonable reliable third-pagy records of the Property Owner's income or assets, which ma;, include but are not limited to: (1) A pay stub showing the most recent 30 -day pay period or financial institution records showing regular deposits consistent with reported income for the most recent 60 days. (2) Copies of the most recent tax returns the Propert.v Owner filed with the Internal Revenue Service. (3) Copies of the most recent Internal Revenue Service Form W-2 (Wage and Tax Statement or other similar Internal Revenue Service forms that are used for reporting wages or tax withholding. (4) Payroll statements, including the Department of Defense Leave and Earnings Statement (LES). (5) Financial institution records, such as bank statements or investment account statements reflecting the value of particular assets: (6) Records from the Property Owner's employer or a third party that obtained income information from the employer. (7) Records from a federal, state, or local government agency stating the Property Owner's income from benefits or entitlements. Income from benefits paid by a government entity shall not include any benefits for which the recipient must satisfy a means test or any cash equivalent nonmonetary benefits, such as food stamps. (E) Income may not be derived from: (1) Temporary sources of income. (2) Nonliauid assets. (3) Proceeds derived from the equity from the Assessed Property. (F) Monthly debt obligations that shall be considered by the Program Administrator include but are not limited to: (1) All secured and unsecured debt. (2) Alimony_ (3) Child support. (4) Monthly housing expenses. If properly tax and insurance obligations are not included in a Property Owner's escrow, the Program Administrator shall use reasonably reliable methods to determine these obligations. (G) In calculating the ability of the Property Owner to pay the annual pay ent obligations, the Program Administrator shall determine that the Property Owner's income is sufficient to meet: (1) Payment of the Special Assessment, including all interest and fees. (2) Any mortgage payments, as defined by the higher of the Proporty Owner's self-reported housing payment or housing expenses. (3) All existing debts and obligations. (4) Sufficient residual income to meet basic household living expenses, defined as expected expenses which may be variable based on circumstances and consumption patterns of the household. The Program Administrator may make reasonable estimation of basic living expenses based on the number of persons in the household. Examples of basic living expenses include, but are not limited to, the following: (a) Food and other necessary household consumables. (b) Transportation costs to work or school including fuel costs, auto insurance and maintenance costs, and public transit costs. (c) Utilities expenses for telecommunication, water, sewage, electricity, and gas. (H) In the event the Program Administrator is unable to make a reasonable good faith determination that the Property Owner has a reasonable abilityto pay the annual payment obligations for the Special Assessment, then the application submitted by such Property Owner shall be denied. (1) Notwithstanding a determination by the Program Administrator that the Property Owner has a reasonable ability to pay the annual payment obligations for the Special Assessment the Program Administrator shall not be held liable for any delinquency or default by the Property Owner with respect to the owner's paw obligations under the applicable Financing Agreement. (C) Section 3.01 of the Funding Agreement is amended as follows: Section 3.01. The Line of Credit, Purpose and Use. On the date of this Agreement, the Lender shall make available to the District the Loan in the aggregate principal amount of up to Two One Million Dollars ($2,000,000.00 $1,000,000). The proceeds of Advances made as part of the Loan from time to time shall be used solely to fund Program Costs financed pursuant to Financing Agreements. From the date hereof until the Maturity Date, or such future date to which the Maturity Date of the Loan may be extended (any such extension to be at the Lender's sole discretion and evidenced by a writing executed by the Lender), subject to the terms and conditions of this Agreement, and so long as there exists no Event of Default as defined in Section 5.01 hereof, the Lender agrees to extend to the District a non - revolving line of credit in an amount not to exceed Two One Million Dollars ($2,000,000.00 $1,000,00 ) for purposes of financing Program Costs financed pursuant to Financing Agreements. In no event shall the aggregate sum of all principal advances made by the Lender to the District hereunder exceed the sum of $2,000,000.00 $1000;000 unless approved in advance by the Lender. (D) Section 3.02(b) of the Funding Agreement is hereby amended as follows: (b) Amount of Loan. The Loan shall have a maximum principal amount of up to Two One Million Dollars ($2,000,000.00 $1;000;000). (E) Section 3.04(a) of the Funding Agreement is hereby amended as follows: 7 (a) Conditions Precedent to All Advances. The Lender shall approve all applications for financing of Qualifying Improvements and all Financing Agreements prior to funding an Advance. In addition, there shall be filed with Lender the following, each in form and substance reasonably acceptable to the Lender, prior to funding an Advance. O!Q For any Financing Agreement related to Qualifying Improvements for single family residential M-Rerty, a disclosure form signed by the Property Owner which includes, at a minimum, the information contained in Appendix A of the Third Amendment to the Funding Agreement. The disclosure form may contain other such information as may be mutually agreed upon by the District, the Program Administrator and the Lender, and shall contain any other information which is required by state or federal laws and regulations. (F) Section 6.12 of the Funding Agreement is hereby added as follows: Section 6.12. Registration and Exchange of Bonds; Persons Treated As Owner. Bonds issued pursuant to Section 3.2 hereof shall be initially registered to the Lender. So long as any such Bond shall remain unuaid, the District will keen books for the registration and transfer of the Bonds. The Bonds shall be transferable in whole and only upon such registration books and only in accordance with the limitations contained in the Bond. The Person in whose name the Bond shall be registered shall be deemed and regarded as the absolute owner thereof for all purposes, and payment of principal and interest on the Bond shall be made only to or upon the written order of the Owner. All such payments shall be valid and effectual to satisfy and discharge the liability u�-)on such Bond to the extent of the sum or sums so paid. Section 3. Transfer of Subsequent Bonds. Bonds issued pursuant to Section 3.2 of the Funding Agreement on or before the effective date of this Third Amendment to the Funding Agreement may be transferred by appending an assignment to the Bond in substantially the form included in the form of Bond attached hereto as Appendix B. A single assignment may effectuate transfer of one or more Bonds. Section 4. Form of Bonds. Bonds issued pursuant to Section 3.2 of the Funding Agreement after the effective date of this Third Amendment shall be in substantially the form attached hereto as Appendix B. Section 5. Effective Date. This Third Amendment to the Funding Agreement shall be effective as of April 16, 2019. IN WITNESS WHEREOF, the parties hereto have caused this Third Amendment to the Funding Agreement to be duly executed as of the date first set forth herein. (SEAL) ATTEST: ST. LUCIE COUNTY SUSTAINABILITY DISTRICT Chair Approved as to Form: Deputy Clerk County Attorney SOLAR AND ENERGY LOAN FUND OF ST. LUCIE COUNTY, INC. Name: Doug Coward Title: Executive Director INLAND ST. LUCIE PACE, LLC By: Name: Title: E Mark Pikus Vice President APPENDIX A RESIDENTIAL DISCLOSURE FORM A PACE FINANCING CONTRACT WILL RESULT IN A SPECIAL ASSESSMENT AGAINST YOUR PROPERTY WHICH WILL BE COLLECTED IN ANNUAL INSTALLMENTS ALONG WITH YOUR PROPERTY TAXES AND WILL RESULT IN A LIEN ON YOUR PROPERTY. BEFORE COMPLETING A PACE PROGRAM APPLICATION, YOU SHOULD CAREFULLY REVIEW ANY MORTGAGE AGREEMENT(S) OR OTHER SECURITY INSTRUMENT(S) THAT AFFECT THE PROPERTY OR TO WHICH YOU AS THE PROPERTY OWNER ARE A PARTY. ENTERING INTO A PACE ASSESSMENT CONTRACT WITHOUT THE CONSENT OF YOUR EXISTING LENDER(S) COULD CONSTITUTE AN EVENT OF DEFAULT UNDER SUCH AGREEMENTS OR SECURITY INSTRUMENTS. DEFAULTING UNDER AN EXISTING MORTGAGE AGREEMENT OR SECURITY INSTRUMENT COULD HAVE SERIOUS CONSEQUENCES TO YOU, WHICH COULD INCLUDE THE ACCELERATION OF THE REPAYMENT OBLIGATIONS DUE UNDER SUCH AGREEMENT OR SECURITY INSTRUMENT. IN ADDITION, FANNIE MAE AND FREDDIE MAC, THE OWNER OF A SIGNIFICANT PORTION OF ALL HOME MORTGAGES, HAVE STATED THAT THEY WILL NOT PURCHASE HOME LOANS WITH ASSESSMENTS SUCH AS ST. LUCIE COUNTY'S PROPERTY -ASSESSED CLEAN ENERGY (PACE) PROGRAM. THIS MAY MEAN THAT PROPERTY OWNERS WHO SELL OR REFINANCE THEIR PROPERTY MAY BE REQUIRED TO PAY THE REMAINING BALANCE OF THE PACE ASSESSMENT IN FULL, INCLUDING ANY ASSOCIATED EARLY PAYMENT PENALTIES, AT THE TIME THEY CLOSE THEIR SALE OR REFINANCING. IF YOU PAY YOUR PROPERTY TAXES THROUGH YOUR MORTGAGE PAYMENT USING AN ESCROW ACCOUNT, YOU SHOULD NOTIFY YOUR MORTGAGE LENDER SO THAT YOUR MONTHLY MORTGAGE PAYMENT CAN BE ADJUSTED BY YOUR MORTGAGE LENDER TO COVER YOUR INCREASED PROPERTY TAX BILL. FAILURE TO PAY YOUR ANNUAL PROPERTY TAX BILL, INCLUDING THE PACE ASSESSMENT INCLUDED ON THE PROPERTY TAX BILL, WILL CAUSE A TAX CERTIFICATE TO BE ISSUED AGAINST THE PROPERTY WHICH MAY RESULT IN LOSS OF TITLE. By signing and dating below, I acknowledge and agree that I have read this Residential Disclosure Form and understand its meaning and content. Signature of Property Owner: Name of Property Owner: Address of Property: Date of Signing: A-1 APPENDIX B Exhibit C of the Funding Agreement is replaced and superseded as follows: FORM OF BOND STATE OF FLORIDA ST. LUCIE COUNTY SUSTAINABILITY DISTRICT TAXABLE SPECIAL ASSESSMENT BOND, SERIES 20--A— Interest 0-A Interest Rate Maturit,,! Date Date of OrhZinal Issuance o/ 0 Owner: INLAND ST. LUCIE PACE, LLC Principal Amount: $ KNOW ALL PERSONS BY THESE PRESENTS that the St. Lucie County Sustainability District (the "Issuer"), for value received, hereby promises to pay from the sources hereinafter provided, to the order of Inland St. Lucie PACE, LLC or registered assigns (the "Owner"), the principal sum of $ on the dates as hereinafter described, together with interest on the principal balance at the Interest Rate described above, calculated on the basis of a 360 -day year consisting of twelve 30 -day periods; provided that such Interest Rate shall in no event exceed the maximum interest rate permitted by applicable law. This Bond shall have a final maturity date of . Capitalized terms used in this Bond and not otherwise defined shall have the meanings set forth in the Special Assessment Funding Agreement (Energy and Sustainability Financing Program) dated August 19, 2014 (the "Funding Agreement") by and between the Issuer, Inland St. Lucie Pace, LLC and the Solar And Energy Loan Fund of St. Lucie County, Inc. (the 'Program Administrator") Principal of and interest on this Bond is payable in lawful money of the United States of America at such place as the Owner may designate to the Issuer in writing. Interest shall be payable to the Owner on each May 1, commencing on May 1, or as provided in the Funding Agreement. Principal on this Bond shall be payable on May 1 of the following years and in the following amounts: (INSERT BOND PAYMENT SCHEDULE) In A final payment in the amount of the entire unpaid principal balance, together with all accrued and unpaid interest hereon, shall be due and payable in full on the Maturity Date. If any date for the payment of principal and interest hereon shall fall on a day which is not a Business Day (as defined in the Funding Agreement) the payment due on such date shall be due on the next succeeding day which is a Business Day, but the Issuer shall not receive credit for the payment until it is actually received by the Owner. This Bond is payable solely from and secured by a pledge of the Special Assessments imposed by the District pursuant to the certain Financing Agreement No. , dated between the District and (the 'Pledged Revenues"), in the manner and to the extent provided in the Funding Agreement. THIS BOND IS A LIMITED OBLIGATION OF THE ISSUER PAYABLE SOLELY OUT OF THE PLEDGED REVENUES PLEDGED THEREFOR UNDER THE FUNDING AGREEMENT AND NEITHER THE PROPERTY, THE FULL FAITH AND CREDIT, NOR THE TAXING POWER OF THE ISSUER, ST. LUCIE COUNTY, FLORIDA, THE STATE OF FLORIDA, OR ANY POLITICAL SUBDIVISION THEREOF, IS PLEDGED AS SECURITY FOR THE PAYMENT OF THE BOND, EXCEPT THAT THE ISSUER IS OBLIGATED UNDER THE FUNDING AGREEMENT TO LEVY AND TO EVIDENCE AND CERTIFY, OR CAUSE TO BE CERTIFIED, FOR COLLECTION, SPECIAL ASSESSMENTS (AS DEFINED IN THE FUNDING AGREEMENT) TO SECURE AND PAY THE BOND. THE BOND DOES NOT CONSTITUTE AN INDEBTEDNESS OF THE ISSUER, ST. LUCIE COUNTY, FLORIDA, THE STATE OF FLORIDA, OR ANY POLITICAL SUBDIVISION THEREOF WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY PROVISION OR LIMITATION. This Bond shall not be valid or become obligatory for any purpose or be entitled to any benefit or security under the Funding Agreement until it shall have been authenticated by execution of the Program Administrator, or such other authenticating agent as may be appointed by the Issuer, of the certificate of authentication endorsed hereon. This Bond is an authorized issue of the St. Lucie County Sustainability District, a dependent special district established by St. Lucie County, Florida (the "County"). The Bond is being issued under authority of the laws and Constitution of the State of Florida, including particularly Section 163.08, Florida Statutes (the "Supplemental Act") and County Ordinance No. 10-025, to pay the Program Costs associated with Qualifying Improvements funded through Financing Agreements. The Bond is issued under and secured by the Funding Agreement. Reference is hereby made to the Funding Agreement for the provisions, among others, with respect to the application of the proceeds Advances made under the Funding Agreement, the operation and application of the funds and accounts charged with and pledged to the payment of the principal of and the interest on the Bond, the levy and the evidencing and certifying for collection, of Special Assessments, the nature and extent of the security for the B-2 Bond, the terms and conditions on which the Bond is issued, the rights, duties and obligations of the Issuer and of the Program Administrator under the Funding Agreement, the conditions under which such Funding Agreement may be amended, and as to the rights and remedies of the Owner. The Owner of this Bond shall have no right to enforce the provisions of the Funding Agreement or to institute action to enforce the covenants therein, or to take any action with respect to any event of default under the Funding Agreement or to institute, appear in or defend any suit or other proceeding with respect thereto, except as provided in the Funding Agreement. It is expressly agreed by the owner of this Bond that such owner shall never have the right to require or compel the exercise of the ad valorem taxing power of the Issuer, the County, the State of Florida or any political subdivision thereof, or taxation in any form of any real or personal property of the Issuer, the County, the State of Florida or any political subdivision thereof, for the payment of the principal of, premium, if any, and interest on this Bond or the making of any other payments provided for in the Funding Agreement, except for Special Assessments to be assessed and levied by the Issuer as set forth in the Funding Agreement. By the acceptance of this Bond, the owner hereof assents to all the provisions of the Funding Agreement. This Bond is payable from and secured by Pledged Revenues, as such term is defined in the Funding Agreement, all in the manner provided in the Funding Agreement. The Funding Agreement provides for the levy and the evidencing and certifying, of non -ad valorem assessments in the form of Special Assessments imposed pursuant to Financing Agreements to secure and pay the Bonds. This Bond is subject to prepayment prior to its maturity, in whole, on any date; provided, however, that the prepayment amount shall include all outstanding principal and interest accrued thereon together with a prepayment penalty of 5% of the outstanding principal balance. It is hereby certified and recited that all acts, conditions and things required to exist, to happen, and to be performed, precedent to and in the issuance of this Bond exist, have happened and have been performed in regular and due form and time as required by the laws and Constitution of the State of Florida applicable thereto, including particularly the Act, and that the issuance of this Bond is in full compliance with all constitutional and statutory limitations or provisions. This Bond may be exchanged or transferred in whole by the Owner hereof but only upon the registration books maintained by the Issuer and in the manner provided in the Funding Agreement. Notwithstanding anything herein or in the Funding Agreement to the contrary, this Bond may only be transferred to affiliates of the then -current holder or to banks, insurance companies or other financial institutions and their affiliates (including participation Re arrangements with such entities), provided each of which executes a Purchaser's Certificate in substantially the form attached to the Funding Agreement. IN WITNESS WHEREOF, the St. Lucie County Sustainability District has issued this Bond and has caused the same to be executed by its Chair, either manually or with her/his facsimile signature, and the corporate seal of said District or a facsimile thereof to be affixed hereto or imprinted or reproduced hereon and attested by the manual or facsimile signature of the Clerk, all as of the Date of Issue above. APPROVED AS TO FORM AND CORRECTNESS: LIM County Attorney (SEAL) ATTEST: 0 Deputy Clerk ST. LUCIE COUNTY SUSTAINABILITY DISTRICT Chair, Sustainability District CERTIFICATE OF AUTHENTICATION This Bond is delivered pursuant to the within mentioned Funding Agreement. Date of Authentication: By. Deputy Clerk STATEMENT OF VALIDATION This Bond is one of a series of debt obligations which were validated by judgment of the Circuit Court of the Nineteenth Judicial Circuit of Florida, in and for St. Lucie County, Florida, issued on the 301h day of November, 2010. ST. LUCIE COUNTY SUSTAINABILITY DISTRICT Chair, Sustainability District -1 ASSIGNMENT FOR VALUE RECEIVED, the undersigned sells, assigns and transfers unto [Insert Name, Address, Social Security or Other Identifying Number of Assignee] the following Bond(s): [list Bond(s) including series designation], and does hereby irrevocably constitute and appoint as attorneys to register the transfer of the said Bond on the books kept for registration thereof with full power of substitution in the premises. Dated: Signature Guaranteed: NOTICE: Signature(s) must be guaranteed by a member firm of the New York Stock Exchange or a commercial bank or trust company. NOTICE: The signature to this assignment must correspond with the name of the Registered Holder as it appears upon the face of the referenced Bond in every particular, without alteration or enlargement or any change whatever and the Social Security or other identifying number of such assignee must be supplied. APPENDIX 2 FORM OF ALLONGE NO.3 TO ST. LUCIE COUNTY SUSTAINABILITY DISTRICT TAXABLE SPECIAL ASSESSMENT BOND, SERIES 2014 This Allonge No. 3, dated as of , 2019, is to be attached to and made a part of the St. Lucie County Sustainability District Taxable Special Assessment Bond, Series 2014 dated August 19, 2014 (the 'Bond"). The Bond is held by Inland St. Lucie PACE, LLC (the "Owner"). Effective as of the date hereof, the maximum aggregate principal amount of the Bond shall be $2,000,000.00 and the maturity date of the Bond shall be September 1, 2022. (SEAL) ST. LUCIE COUNTY SUSTAINABILITY DISTRICT By: Chair, Board of Commissioners ATTEST: Clerk of the Circuit Court, ex -officio Secretary/Treasurer of the Board of Commissioners The Owner, as the registered owner of the Bond, hereby understands, acknowledges and consents to the foregoing. Date: , 2019 INLAND ST. LUCIE PACE, LLC Bv: Name: Title: Senior Vice President This Allonge No. 3 shall be appended to and shall modify and amend and become a part of the Bond.