Loading...
HomeMy WebLinkAboutBoard of Commissioners - Minutes - 02/27/2018 MINUTES OF THE OTTER TAIL COUNTY BOARD OF COMMISSIONERS Government Services Center, Commissioners’ Room 515 W. Fir Avenue, Fergus Falls, MN February 27, 2018 9:30 a.m. Call to Order The Otter Tail County Board of Commissioners convened at 9:30 a.m. Tuesday, February 27, 2018, at the Government Services Center in Fergus Falls, MN, with Commissioners Wayne Johnson, Chair; Roger Froemming, Vice-Chair; John Lindquist and Lee Rogness present. Commissioner Doug Huebsch was absent. Approval of Agenda Chair Johnson called for approval of the Board Agenda. Motion by Rogness, second by Froemming and unanimously carried to approve the Board of Commissioners Agenda of February 27, 2018, with the following addition: Internal Services Committee – Land & Resource Staffing Consent Agenda Motion by Froemming, second by Lindquist and unanimously carried to approve Consent Agenda items as follows: 1. February 13, 2018 Board of Commissioners’ Meeting Minutes 2. Warrants/Bills for February 27, 2018 (Exhibit A) 3. Human Services Bills & Claims 4. Human Services Contract Renewal 5. Approval of Final Payment for S.P. 056-072-001, Sir Lines-A-Lot of Edina MN Extract of Minutes of Meeting of the Board of Commissioners of Otter Tail County, Minnesota Pursuant to due call and notice thereof, a meeting of the Board of Commissioners of Otter Tail County, Minnesota, was duly held at the County Government Services Center in Fergus Falls, Minnesota, on Tuesday, February 27, 2018, at 9:30 o'clock A.M. The following members were present: Commissioners Johnson, Lindquist, Froemming & Rogness and the following were absent: Commissioner Huebsch * * * * * * * * * Following a public hearing, the Chair announced that the meeting was open for the purpose of considering proposals for the purchase of $1,065,000 General Obligation Waste Disposal Revenue Bonds, Series 2018A (Prairie Lakes Municipal Solid Waste Authority). Proposals were submitted for each series as shown in Exhibit A on file in the Auditor-Treasurer’s Office * * * * * * * * * Commissioner Froemming introduced the following written resolution and moved its adoption: RESOLUTION AWARDING SALE OF $1,065,000 GENERAL OBLIGATION WASTE DISPOSAL REVENUE BONDS, SERIES 2018A, FIXING THE FORM AND SPECIFICATIONS THEREOF, PROVIDING FOR THEIR EXECUTION AND DELIVERY, AND PROVIDING FOR THEIR PAYMENT OTC Board of Commissioners’ Minutes February 27, 2018 Page 2 Otter Tail County Resolution No. 2018 – 17 A. WHEREAS, the Board of Commissioners hereby determines and declares that it is necessary and expedient to issue on behalf of Prairie Lakes Municipal Solid Waste Authority Joint Powers Board (the "Board") $1,065,000 aggregate principal amount General Obligation Waste Disposal Revenue Bonds, Series 2018A (Prairie Lakes Municipal Solid Waste Authority) (the "Bonds"), pursuant to Minnesota Statutes, Chapter 475 and Sections 400.101 and 471.59, to finance the cost of improvements to the solid waste disposal facilities known as the Perham Resource Recovery Facility (the "Facilities"); and B. WHEREAS, the County, together with Becker, Clay, Todd and Wadena Counties (the "Other Members" and, with the County, the "Member Counties") have organized the Board as a joint powers entity under Minnesota Statutes, Section 471.59 for the purpose of acquiring the Facilities from the City of Perham (the "City"); and C. WHEREAS, the Member Counties have entered into a Joint Powers Financing Agreement, as amended by a First Amendment thereto (the "County Agreement") under which the County has agreed to issue general obligation bonds to finance improvements to the Facilities and, to the extent necessary to pay their respective pro rata shares of the principal and interest on the Bonds when due, the Member Counties have pledged their full faith and credit and taxing powers; and D. WHEREAS, the Board and the County will enter into a Solid Waste Financing Agreement (the "Board Agreement") under which the Board agrees to own and operate the Facilities and pay to the County the net revenues of the Facilities to the extent necessary to pay principal of and interest on the Bonds when due. E. WHEREAS, the County has retained Ehlers & Associates, Inc., in Roseville, Minnesota, as its independent financial advisor for the sale of the Bonds and is therefore authorized to sell the Bonds by private negotiation in accordance with Minnesota Statues, Section 475.60, Subdivision 2(9) and proposals to purchase the Bonds have been solicited by Ehlers; and F. WHEREAS, the proposals set forth on Exhibit A attached hereto were received at the offices of Ehlers at 12:00 P.M. on February 26 pursuant to the Terms of Proposal established for each series of the Bonds; and G. WHEREAS, it is in the best interests of the County that the Bonds be issued in book-entry form as hereinafter provided. NOW, THEREFORE, BE IT RESOLVED by the Board of Commissioners of Otter Tail County, Minnesota, as follows: 1. Award of Sale. The proposal of Hutchinson, Shockey, Erley & Co. to purchase the $1,065,000 General Obligation Waste Disposal Revenue Bonds, Series 2018A (Prairie Lakes Municipal Solid Waste Authority) of the County is hereby found and determined to be a favorable proposal, and shall be and is hereby accepted, said proposal being to purchase Bonds maturing and bearing interest as set forth in paragraph 2 at a price of $1,108,076.61 plus accrued interest. 2. Bond Terms. The Bonds shall be in the aggregate principal amount of $1,065,000, be dated March 15, 2018, bear interest at the rates per annum according to years of maturity set forth below, computed on the basis of a 360-day year of twelve 30-day months, payable November 1, 2018, and semiannually thereafter on May 1 and November 1 in each year, and mature serially on May 1 in the years and amounts as follows: OTC Board of Commissioners’ Minutes February 27, 2018 Page 3 Year Amount Interest Rate Year Amount Interest Rate 2019 $85,000 4.00% 2024 $110,000 4.00% 2020 95,000 4.00 2025 110,000 4.00 2021 100,000 4.00 2026 115,000 4.00 2022 100,000 4.00 2028 245,000 3.00 2023 105,000 4.00 The Bonds maturing on May 1, 2028 (the “Term Bonds”) are subject to mandatory sinking fund redemption and shall be redeemed in part at par plus accrued interest on the mandatory redemption dates and in the principal amounts as follows: May 1, 2028 Term Bond Mandatory Redemption Date Principal Amount May 1, 2027 $120,000 May 1, 2028* 125,000 The principal amount of the Term Bonds required to be redeemed on each mandatory redemption date as set forth above, may be reduced through the earlier optional redemption thereof, with any partial optional redemptions of Bonds of such maturities credited against future mandatory redemption requirements for such Bonds in such order as the Board of Commissioners shall determine. In addition, on or prior to the 60th day preceding any mandatory redemption date, the Registrar and Paying Agent may, and if directed by the County shall, purchase the Term Bonds in an amount not exceeding the amount of the Bonds of such maturity required to be redeemed on such date and at a price not exceeding the principal amount thereof plus accrued interest. Any Bonds so purchased shall be canceled and the redemption thereof shall be credited against the principal amount of Bonds of such maturity required to be redeemed on the next mandatory redemption date. All Bonds maturing on or after May 1, 2027, are subject to redemption and prior payment in whole or in part in such order as the County may determine and by lot within a maturity at the option of the County on May 1, 2026, and any date thereafter at par and accrued interest. In the event of redemption by lot of Bonds of like maturity, the Bond Registrar shall assign to each Bond of such maturity then outstanding a distinctive number for each $5,000 of the principal amount of such Bonds and shall select by lot in the manner it determines the order of numbers, at $5,000 for each number, for all outstanding Bonds of like maturity. The order of selection of Bonds to be redeemed shall be the Bonds to which were assigned numbers so selected, but only so much of the principal amount of each Bond of a denomination of more than $5,000 shall be redeemed as shall equal $5,000 for each number assigned to it and so selected. The Bonds shall be numbered R-1 upwards in order of issuance or in such other order as the Registrar may determine and shall be in the denomination of $5,000 each or any integral multiple thereof not exceeding the amount maturing in any year. 3. Registrar and Paying Agent. The Bonds shall be payable as to principal upon presentation at the main office of Bond Trust Services Corporation, as Registrar and Paying Agent, or at the offices of such other successor agents as the County may hereafter designate upon 60 days' mailed notice to the registered owners at their registered addresses. Interest shall be paid by check or draft of the Registrar mailed to the registered owners at their addresses shown on the registration books of the County on the 15th day of the month preceding each interest payment date. OTC Board of Commissioners’ Minutes February 27, 2018 Page 4 4. Bond Form. The Bonds, the Registrar's Certificate of Authentication and Registration and the form of assignment shall be in substantially the following form: UNITED STATES OF AMERICA STATE OF MINNESOTA COUNTY OF OTTER TAIL No. R _ - GENERAL OBLIGATION WASTE DISPOSAL REVENUE BOND, SERIES 2018A (PRAIRIE LAKES MUNICIPAL SOLID WASTE AUTHORITY) Interest Rate Maturity Date Date of Original Issue CUSIP Registered Owner: Cede & Co. Principal Amount: The County of Otter Tail, Minnesota, for value received, hereby promises to pay to the Registered Owner specified above, or registered assigns, the Principal Amount specified above on the Maturity Date specified above, upon the presentation and surrender hereof, and to pay to the Registered Owner hereof interest on such Principal Amount at the Interest Rate specified above from March 15, 2018, or the most recent interest payment date to which interest has been paid or duly provided for as specified below, on May 1 and November 1 of each year, commencing November 1, 2018, until said principal amount is paid. Principal is payable in lawful money of the United States of America at the office of Bond Trust Services Corporation, in Roseville, Minnesota, as Registrar or of a successor Registrar designated by the County, which designation shall be made upon notice of 60 days to the Registered Owners at their registered addresses. Interest is payable to the person in whose name this Bond is registered at the close of business on the 15th day of the month preceding each interest payment date (whether or not a business day) at the registered owner's address set forth on the registration books maintained by the Registrar. Any such interest not punctually paid or provided for will cease to be payable to the owner of record as of such regular record dates and such defaulted interest may be paid to the person in whose name this Bond shall be registered at the close of business on a special record date for the payment of such defaulted interest established by the Registrar. For the prompt and full payment of such principal and interest as the same become due, the full faith, credit and taxing powers of the County have been and are hereby irrevocably pledged. The Bonds of this series maturing on May 1, 2028, are subject to mandatory sinking fund redemption as provided in the Resolution described below. The Bonds of this series maturing on or after May 1, 2027, are subject to redemption at the option of the County, in whole or in part in such order as the County may determine and by lot within a maturity, on May 1, 2026, and any date thereafter at par and accrued interest. Thirty days' notice of prior redemption will be given by mail to the bank where the Bonds are payable and to the registered owners in the manner provided by Chapter 475, Minnesota Statutes. Any defect in mailing notice of redemption shall not affect the validity of the proceedings for redemption. Any Bond called for redemption, and for the payment of which moneys are set aside by the County on the redemption date, shall not bear interest after the redemption date, regardless of any delay in its presentation. OTC Board of Commissioners’ Minutes February 27, 2018 Page 5 This Bond is one of an issue of Bonds in the aggregate principal amount of $1,065,000, all of like date and tenor except as to maturity, interest rate, and redemption privilege, issued pursuant to and in full conformity with the Constitution and Laws of the State of Minnesota, including Sections 400.101 and 471.59, Minnesota Statutes, for the purpose of providing funds for improvements to the solid waste disposal facilities (the "Facilities") owned and operated by Prairie Lakes Municipal Solid Waste Authority Joint Powers Board (the "Board"), a joint powers entity whose members are Becker, Clay, Otter Tail, Todd and Wadena Counties (the "Member Counties"). The Bonds of this issue (and any additional obligations payable therefrom) are payable primarily from the net revenues of the Facilities and certain obligations of the Member Counties as described in the Resolution referred to below, but this Bond constitutes a general obligation of the County and to provide moneys for the prompt and full payment of said principal and interest as the same become due the full faith and credit of the County is hereby irrevocably pledged, and the County will levy ad valorem taxes on all taxable property in the County, if required for such purpose, without limitation as to rate or amount. This Bond is transferable, as provided by the Resolution of the Board of County Commissioners authorizing the issuance of the Bonds of this series adopted February 27, 2018 (the "Resolution") only upon books of the County kept at the office of the Registrar by the Registered Owner hereof in person or by the Registered Owner's duly authorized attorney, upon surrender of this Bond for transfer at the office of the Registrar, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Registrar duly executed by, the Registered Owner hereof or the Registered Owner's duly authorized attorney, and, upon payment of any tax, fee or other governmental charge required to be paid with respect to such transfer, one or more fully registered Bonds of the series of the same principal amount, maturity and interest rate will be issued to the designated transferee or transferees. The Registered Owner of this Bond may be treated as the absolute owner hereof for all purposes. The Bonds of this series are issuable only as fully registered bonds without coupons in denominations of $5,000 or any integral multiple thereof not exceeding the principal amount maturing in any one year. As provided in the Resolution and subject to certain limitations therein set forth, the Bonds of this series are exchangeable for a like aggregate principal amount of Bonds of this series of a different authorized denomination, as requested by the Registered Owner or the Registered Owner's duly authorized attorney upon surrender thereof to the Registrar. IT IS HEREBY CERTIFIED AND RECITED that this Bond is issued by authority of and in strict accordance with Minnesota Statutes, Chapter 475 and Sections 400.101 and 471.59, that all acts, conditions and things required by the Constitution and laws of the State of Minnesota to be done, to happen and to be performed precedent to and in the issuance of this Bond have been done, have happened and have been performed in regular and due form, time and manner as required by law and that this Bond, together with all other indebtedness of the County outstanding on the date of its issuance, does not exceed any constitutional or statutory limitation of indebtedness. This Bond shall not be valid or become obligatory for any purpose until the Certificate of Authentication and Registration hereon shall have been signed by the Registrar. IN WITNESS WHEREOF, Otter Tail County, Minnesota, by its Board of Commissioners, has caused this Bond to be executed in its behalf by the facsimile signature of the Chair and by the facsimile signature of the County Administrator, all as of the Date of Original Issue specified above. OTC Board of Commissioners’ Minutes February 27, 2018 Page 6 OTTER TAIL COUNTY, MINNESOTA (Facsimile Signature) Chair (Facsimile Signature) County Administrator BOND REGISTRAR'S CERTIFICATE OF AUTHENTICATION AND REGISTRATION This is one of the Bonds described in the within mentioned Resolution and this Bond has been registered as to principal and interest in the name of the Registered Owner identified above on the registration books of Otter Tail County, Minnesota. BOND TRUST SERVICES CORPORATION, as Bond Registrar By _________________________________ Authorized Signature ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto _____________________________________________________________________________________ (Please Print or Typewrite Name and Address of Transferee) the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints ____________ attorney to transfer the within Bond on the books kept for registration thereof, with full power of substitution in the premises. Dated: Please Insert Social Security Number or Other Identifying Notice: The signature to this assignment must correspond with the name as it appears on the face of this Bond in every particular, without alteration or any change whatever. Signature Guaranteed: Signatures must be guaranteed by a national bank or trust company or by a brokerage firm having membership in one of the major stock exchanges. 5. Execution and Delivery. The Bonds shall be prepared in printed form under the direction of the County Administrator and when so prepared shall be executed on behalf of the County by the manual or facsimile signature of the Chair and by the manual or facsimile signature of the County Administrator. The Bonds shall not be valid for any purpose until authenticated by the Registrar. The Bonds initially issued hereunder shall be registered as of March 15, 2018, and all Bonds issued in exchange therefor shall be registered as of such date, or, if issued after the first payment date, as of the most recent interest payment date on which interest was paid or duly provided for. When the Bonds shall have been so prepared and executed, they shall be delivered to the purchaser by the County Administrator or the Administrator's designee(s) upon receipt of the purchase price and accrued interest and the signed legal opinion of Kutak Rock LLP, as Bond Counsel, and the purchaser shall not be required to see to the proper application of the proceeds. OTC Board of Commissioners’ Minutes February 27, 2018 Page 7 OTC Board of Commissioners’ Minutes February 27, 2018 Page 8 6. Registration and Transfer. As long as any of the Bonds issued hereunder shall remain outstanding, the County shall maintain and keep at the office of the Registrar an office or agency for the payment of the principal of and interest on the Bonds, as in this Resolution provided, and for the registration and transfer of the Bonds, and shall also keep at the office of the Registrar books for such registration and transfer. Upon surrender for transfer of any Bond at the office of the Registrar with a written instrument of transfer satisfactory to the Registrar, duly executed by the registered owner or the owner's duly authorized attorney, and upon payment of any tax, fee or other governmental charge required to be paid with respect to such transfer, the County shall execute and Registrar shall authenticate and deliver, in the name of the designated transferee or transferees, one or more fully registered Bonds of the same series and maturity date, of any authorized denominations of a like aggregate principal amount, maturity and interest rate. The Bonds, upon surrender thereof at the office of the Registrar, may at the option of the registered owner thereof be exchanged for an equal aggregate principal amount of Bonds of the same maturity date and interest rate of any authorized denominations. In all cases in which the privilege of exchanging Bonds or transferring fully registered Bonds is exercised, the County shall execute and Registrar shall deliver Bonds in accordance with the provisions of this Resolution. For every such exchange or transfer of Bonds, whether temporary or definitive, the County or the Registrar may make a charge sufficient to reimburse it for any tax, fee or other governmental charge required to be paid with respect to such exchange or transfer, which sum or sums shall be paid by the person requesting such exchange or transfer as a condition precedent to the exercise of the privilege of making such exchange or transfer. Notwithstanding any other provision of this Resolution, the cost of preparing each new Bond upon each exchange or transfer, and any other expenses of the County or the Registrar incurred in connection therewith (except any applicable tax, fee or other governmental charge) shall be paid by the County. The County and the Registrar shall not be required to make any transfer or exchange of any Bonds during the fifteen (15) days next preceding any May 1 or November 1 interest payment date. 7. Payment. Interest on any Bond which is payable, and is punctually paid or duly provided for, on any interest payment date shall be paid to the person in whose name that Bond (or one or more Bonds for which such Bond was exchanged) is registered at the close of business on the 15th day of the month preceding such interest payment date. Any interest on any Bond which is payable, but is not punctually paid or duly provided for, on any interest payment date shall forthwith cease to be payable to the registered holder on the relevant regular record date solely by virtue of such holder having been such holder; and such defaulted interest may be paid by the County in any lawful manner, if, after notice given by the County to the Registrar of the proposed payment pursuant to this paragraph, such payment shall be deemed practicable by the Registrar. Subject to the foregoing provisions of this paragraph, each Bond delivered under this Resolution upon transfer of or in exchange for or in lieu of any other Bond shall carry all the rights to interest accrued and unpaid, and to accrue, which were carried by such other Bond and each such Bond shall bear interest from such date that neither gain nor loss in interest shall result from such transfer, exchange or substitution. 8. Ownership of Bonds. As to any Bond, the County and the Registrar and their respective successors, each in its discretion, may deem and treat the person in whose name the same for the time being shall be registered as the absolute owner thereof for all purposes and neither the County nor the Registrar nor their respective successors shall be affected by any notice to the contrary. Payment of or on account of the principal of any such Bond shall be made only to or upon the order of the registered owner thereof, but such registration may be changed as above provided. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid. OTC Board of Commissioners’ Minutes February 27, 2018 Page 9 9. Book-Entry. (a) For purposes of this paragraph 9, the following terms shall have the following meanings: "Beneficial Owner" shall mean, whenever used with respect to a Bond, the person recorded as the beneficial owner of such Bond by a Participant on the records of such Participant, or such person's subrogee. "Cede & Co." shall mean Cede & Co., the nominee of DTC, and any successor nominee of DTC with respect to the Bonds. "DTC" shall mean The Depository Trust Company of New York, New York. "Participants" shall mean those broker-dealers, banks and other financial institutions for which DTC holds Bonds as securities depository. "Representation Letter" shall mean the Blanket Letter of Representation from the County to DTC, which shall be executed in substantially the form on file. (b) The Bonds shall be initially issued as separate authenticated fully registered bonds, and one Bond shall be issued in the principal amount of each stated maturity of the Bonds. Upon initial issuance, the ownership of such Bonds shall be registered in the bond register of the County kept by the Registrar in the name of Cede & Co., as nominee of DTC. The Registrar and the County may treat DTC (or its nominee) as the sole and exclusive owner of the Bonds registered in its name for the purposes of payment of the principal of or interest on the Bonds, selecting the Bonds or portions thereof to be redeemed, giving any notice permitted or required to be given to registered owners of Bonds under this Resolution, registering the transfer of Bonds, and for all other purposes whatsoever; and neither the Registrar nor the County shall be affected by any notice to the contrary. Neither the Registrar nor the County shall have any responsibility or obligation to any Participant, any person claiming a beneficial ownership interest in the Bonds under or through DTC or any Participant, or any other person which is not shown on the registration books of the Registrar as being a registered owner of any Bonds, with respect to the accuracy of any records maintained by DTC or any Participant, with respect to the payment by DTC or any Participant of any amount with respect to the principal of or interest on the Bonds, with respect to any notice which is permitted or required to be given to owners of Bonds under this Resolution, with respect to the selection by DTC or any Participant of any person to receive payment in the event of a partial redemption of the Bonds, or with respect to any consent given or other action taken by DTC as registered owner of the Bonds. The Registrar shall pay all principal of and interest on the Bonds only to Cede & Co. in accordance with the Representation Letter, and all such payments shall be valid and effective to fully satisfy and discharge the County's obligations with respect to the principal of and interest on the Bonds to the extent of the sum or sums so paid. No person other than DTC shall receive an authenticated Bond for each separate stated maturity evidencing the obligation of the County to make payments of principal and interest. Upon delivery by DTC to the Registrar of written notice to the effect that DTC has determined to substitute a new nominee in place of Cede & Co., the Bonds will be transferable to such new nominee in accordance with subparagraph (e) hereof. OTC Board of Commissioners’ Minutes February 27, 2018 Page 10 (c) In the event the County determines that it is in the best interest of the Beneficial Owners that they be able to obtain Bond certificates, the County may notify DTC and the Registrar, whereupon DTC shall notify the Participants, of the availability through DTC of Bond certificates. In such event, the Bonds will be transferable in accordance with subparagraph (f) hereof. DTC may determine to discontinue providing its services with respect to the Bonds at any time by giving notice to the County and the Registrar and discharging its responsibilities with respect thereto under applicable law. In such event the Bonds will be transferable in accordance with subparagraph (e) hereof. (d) Notwithstanding any other provision of this Resolution apparently to the contrary, so long as any Bond is registered in the name of Cede & Co., as nominee of DTC, all payments with respect to the principal of and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, to DTC as provided in the Representation Letter. (e) The application of the terms of the Representation Letter to the Bonds is hereby confirmed. The Representation Letter incorporate by reference certain matters with respect to, among other things, notices, consents and approvals by registered owners of the Bonds and Beneficial Owners and payments on the Bonds. The Registrar shall have the same rights with respect to its actions thereunder as it has with respect to its actions under this Resolution. (f) In the event that any transfer or exchange of Bonds is permitted under subparagraph (b) or (c) hereof, such transfer or exchange shall be accomplished upon receipt by the Registrar from the registered owners thereof of the Bonds to be transferred or exchanged and appropriate instruments of transfer to the permitted transferee in accordance with the provisions of paragraph 6 hereof. 10. Fund and Accounts. There is hereby created a special fund to be designated the "General Obligation Disposal System Revenue Bonds, Series 2018 Fund" (the "Fund") to be administered and maintained by the County Treasurer as a bookkeeping account separate and apart from all other funds maintained in the official financial records of the County. The Fund shall be maintained in the manner herein specified until the Bonds have been fully paid and the County has been fully reimbursed from funds pledged under the Board Agreement and the County Agreement (the “Pledged Receipts”) for payment of the principal and interest on the Bonds paid by the County from taxes levied on property in the County. There shall be maintained in the Fund the following separate accounts. (a) Project Account. To the Project Account there shall be credited the proceeds of the sale of the Bonds, other than an amount equal to costs of issuance to be applied as provided in paragraph 17 hereof and accrued interest to be deposited in the Debt Service Account. From the Account there shall be paid all costs and expenses of the improvements to the Facilities. Amounts in the Project Account shall be disbursed as provided in the Board Agreement. (b) Debt Service Account. To the Debt Service Account there is hereby pledged and irrevocably appropriated and there shall be credited: (i) Net Revenues of the Facilities pursuant to the Board Agreement in an amount sufficient, together with other sums herein pledged, to pay the annual principal and interest payments on the Bonds; (ii) payments from Member Counties under the County Agreement; (iii) any accrued interest received upon delivery of the Bonds; (iv) any collections of all taxes herein or hereafter levied for the payment of the Bonds and interest hereon; and (v) all funds remaining in the Project Account after completion of the Facilities and payment of the costs thereof. The Debt Service Account shall be used solely to pay the principal and interest and any premiums for redemption of the Bonds and any other general obligation bonds of the County hereafter issued by the County and made payable from said account as provided by law. OTC Board of Commissioners’ Minutes February 27, 2018 Page 11 11. Coverage. The Net Revenues are estimated to be such that if collected in full they will produce at least five percent in excess of the amount needed to meet when due the principal and interest payments on the Bonds. Consequently, no taxes are levied at the present time. The pledge of Net Revenues shall not limit the ability of the Board or County to pledge such Net Revenues to additional obligations of the County or Board. 12. General Obligation Pledge. For the prompt and full payment of the principal of and interest on the Bonds as the same respectively become due, the full faith, credit and taxing powers of the County shall be and are hereby irrevocably pledged. If the balance in the Debt Service Account is ever insufficient to pay all principal and interest then due on the Bonds payable therefrom, the deficiency shall be promptly paid out of any other accounts of the County which are available for such purpose, and such other funds may be reimbursed without interest from the Debt Service Account when a sufficient balance is available therein. 13. Continuing Disclosure. The County is an obligated person with respect to the Bonds. The County hereby agrees, in accordance with the provisions of Rule 15c2-12 (the "Rule"), promulgated by the Securities and Exchange Commission (the "Commission") pursuant to the Securities Exchange Act of 1934, as amended, to perform its obligations under the Continuing Disclosure Certificate (the “Certificate”) attached to the official statement. The Chair and County Administrator of the County, or any other officer of the County authorized to act in their place (the "Officers") are hereby authorized and directed to execute on behalf of the County the Certificate in substantially the form presented to the Board of Commissioners subject to such modifications thereof or additions thereto as are (i) consistent with the requirements under the Rule, (ii) required by the Purchaser of the Bonds, and (iii) acceptable to the Officers. 14. Authorization of Solid Waste Financing Agreement and Incidental Documents. The form of the proposed Solid Waste Financing Agreement between the County and the Board is hereby approved and the Board Chair and Administrator of the County are authorized to execute the same and such other documents as Bond Counsel considers appropriate for in connection with the issuance of the Bonds, in the name of and on behalf of the County. The approval hereby given to the various documents referred to herein includes approval of such additional details therein as may be necessary and appropriate and such modifications thereof, deletions therefrom and additions thereto as may be necessary and appropriate and approved by the County Administrator, the County's legal counsel and the County officials authorized herein to execute said documents prior to their execution; and said County officials are hereby authorized to approve said changes on behalf of the County. The execution of any instrument by the appropriate officer or officers of the County herein authorized shall be conclusive evidence of the approval of such documents in accordance with the terms hereof. 15. Payment of Issuance Expenses. The County authorizes the Purchaser to forward the amount of Bond proceeds allocable to the payment of issuance expenses to Bond Trust Services Incorporated, Roseville, Minnesota, on the closing date for further distribution as directed by Ehlers. 16. Certificates. The County Administrator and County Auditor are authorized and directed to prepare and furnish to the purchaser and to the attorneys approving the Bonds, certified copies of all proceedings and records relating to the issuance of the Bonds, and to the right, power and authority of the County and its officers to issue the same, and said certified copies and certificates shall be deemed the representations of the County as to all matters stated therein. 17. Filing. The officers of the County are hereby authorized and directed to prepare and furnish to the Secretary of the Treasury a statement meeting the information reporting requirements of Section 149(e) of the Internal Revenue Code of 1986, as amended (the "Code"), by the 15th day of the second calendar month after the close of the calendar quarter in which the Bonds are issued. OTC Board of Commissioners’ Minutes February 27, 2018 Page 12 18. Tax Covenants. The County shall not take or permit any action that would cause the Bonds to fail to qualify as solid waste disposal bonds within the meaning of Section 142 of the Code and shall enforce the provisions of the Board Agreement relating thereto. In addition, the County shall make no investment of funds that would cause the Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Code and regulations thereunder. The County Administrator is authorized to make any elections available to the County under Section 148 of the Code and regulations thereunder. All terms used in this paragraph 20 shall have the meanings provided in the Code and regulations thereunder. 19. Credit Enhancement Program, As provided in the resolution adopted February 6, 2018, the County covenants and obligates itself to notify the Minnesota Public Facilities Authority of any potential default in the payment of the principal of or interest on the Bonds and to perform all of its obligations under the Agreement and Minnesota Statutes, Section 446A.086. The County shall deposit with the Paying Agent three business days prior to each payment date an amount sufficient to make the payment due on each such date or to notify the Public Facilities Authority that it will be unable to make all or a portion of that payment. The County's agreement with the Paying Agent shall include the provisions required by said Section 446A.086. The County shall do all other things which may be necessary to perform the obligations hereby undertaken under said Section 446A.086, including any requirements adopted by the Public Facilities Authority. 20. Registration. The County Auditor shall register the Bonds in his office as required by law. The motion for the adoption of the foregoing resolution was duly seconded by Commissioner Rogness and upon vote being taken thereon, the following voted in favor thereof: Commissioners Johnson, Lindquist, Froemming and Rogness and the following voted against the same: None whereupon said resolution was declared duly passed and adopted. OTTER TAIL COUNTY BOARD OF COMMISSIONERS Dated: By: Attest: Wayne Johnson, Chair John Dinsmore, Clerk Proposal Form Motion by Lindquist, second by Rogness and unanimously carried to authorize the appropriate County Officials’ signatures to execute the Proposal Form Dated March 15, 2018, for the Prairie Lakes Municipal Solid Waste Authority General Obligation Waste Disposal Revenue Bonds. Audit Engagement Letter Motion by Froemming, second by Lindquist and unanimously carried to authorize the appropriate County Officials’ signatures to execute the Audit Engagement Letter between the County of Otter Tail and the Office of the State Auditor as submitted. Payment Approval Motion by Froemming, second by Lindquist and unanimously carried to approve payment, in the amount of $530.00, to Detroit Lakes Essential Health Hospital for costs incurred under the provisions of Minnesota Statute 609.35 for CFS #17040334. OTC Board of Commissioners’ Minutes February 27, 2018 Page 13 Liquor License Applications Motion by Froemming, second by Lindquist and unanimously carried to approve the issuance of an On-Sale Seasonal (Six Month) Liquor License to Zorbaz of Otter Tail Lake, Inc. and Zorbaz of Pelican Lake, Inc. Application for Exempt Permit Motion by Rogness, second for Froemming and unanimously carried to approve the LG220 Application for Exempt Permit as submitted by the Lake Country Sportsmen’s Club of Otter Tail County for an event scheduled for Monday, April 23, 2018, at Amor Rumors Restaurant located at 30932 Larson Road in Amor Township. Fund Transfers Motion by Lindquist, second by Froemming and unanimously carried to approve a transfer from the Capital Improvement Fund to the Road and Bridge Fund for the following 2017 approved capital expenditures: 1 – IMT Dominator I 11’ Heavy Duty Galvannealed Steel Crane Body Truck Utilities Inc. MN State Contract Nos 116766, 73058, 104931, and 107266; Code 20170403301001 $92,027.00 1 – 2017 Superior Broom DT74J RDO Equipment Co., MN State Contract No. 105905 24,801.00 Total $116,828.00 Broadband & Communications Strategy Updates Economic Development/External Relations Director Nick Leonard briefed the Board on an upcoming Broadband meeting with regional partners and submitted a 2018 Tax Insert communication and Media Strategy document. He discussed regional branding through the Rural Rebound Initiative and Otter Tail County branding. The County’s Management Team is currently working on a brand refresh for the County which will complement the regional branding to Find Your Inner Otter and Live Your Best Life Here. Recess & Reconvene At 10:24 a.m., Chair Johnson declared the meeting of the Otter Tail County Board of Commissioners recessed for a short break. The County Board meeting was reconvened at 10:30 a.m. County Drainage Systems Ditch #48: Motion by Froemming, second by Lindquist and unanimously carried to authorize cleaning to remove sediment from the corridor of a portion of Ditch #48 (approximately 5,000’) and accept the quotation of Ottertail Aggregate at $0.96/foot with total cost at $4,800.00. This will continue from the area that was cleaned out in September of 2017. 1Ditch #38 and #41/65: Motion by Rogness, second by Froemming and unanimously carried to authorize maintenance work requested by the City of New York Mills to remove overgrown vegetation from the channel of Ditch #38 and #41/65 as submitted by the Ditch Inspector and shown in red and submitted on Map 1 and Map 2. This motion also authorizes maintenance work in branch 1 of Ditch #38 as requested by Buddy Kahilainen and shown on Map 3 as submitted by the Ditch Inspector. Ditch #1: Motion by Rogness, second by Lindquist and unanimously carried to authorize Cory Budke, owner of Wee Villa Resort, to clean out a channel in Ditch #1 to restore the channel to its original configuration and minimize future erosion by stabilizing the bank areas and seeding the spoils. All expenses are the responsibility of Mr. Budke. Highway Department technicians will be onsite during the excavation to confirm that the Ditch is restored to its original design. 1 Maps for Ditch #38 & #41/65 can be located on the County website in the Agenda Packet. OTC Board of Commissioners’ Minutes February 27, 2018 Page 14 Ditch #70: Motion by Rogness, second by Lindquist and unanimously carried to approve replacing about 400’ of main line tile by a contractor as requested by Reid Bonrud, a property owner on Ditch #70. This work will be paid for out of the Ditch #70 maintenance fund. The Ditch Inspector will be contacting the property owner to the south to do similar work. Ditch #8: Motion by Froemming, second by Lindquist and unanimously carried to authorize cleaning about 7,000’ in Ditch #8 as requested by property owners. The Ditch Inspector will return to the Board with a special assessment request after work is completed. AIS Task Force Recommendations Land & Resource Director Bill Kalar presented minutes from the Aquatic Invasive Species (AIS) Task Force which requested language be added to the current Dock and Riparian Use Ordinance to comply with M.S. Chapter 84D. Motion by Rogness, second by Lindquist and unanimously carried to schedule a Public Hearing for proposed revision to the Dock and Riparian Use Ordinance at 1:00 p.m. on June 5, 2018, in the County Board room at the Government Services Center in Fergus Falls, MN. Planning Commission Recommendations Conditional Use Permit – David Jones: Motion by Rogness, second by Froemming and unanimously carried to approve a Conditional Use Permit to operate an auto repair business as presented. The proposal is in Pt GL 8 & 9 and Pt SW1/4, Section 1, Dunn Township; Holbrook Lake (56-578), NE. Conditional Use Permit – Steven & Rebecca Scott: Motion by Lindquist, second by Rogness and unanimously carried to table this Conditional Use Permit application until the April 11, 2018, Planning Commission meeting to present a new plan. The applicants waived the 60-day rule and are responsible for all costs associated with additional notice requirements but will not be required to submit an additional application fee. The applicants will contact the Land & Resource Office if they need to delay consideration to a later Planning Commission meeting. The proposal is in Pt NW¼ & Pt GL 2, Section 35, Dora Township; Star Lake (56-385), GD & Unnamed River (56-TR), Trib. Conditional Use Permit – Carl & Lori Wallin: Motion by Froemming, second by Rogness and unanimously carried to approve a Conditional Use Permit to excavate for a walk out basement for a home site with conditions as recommended by the Planning Commission. The proposal is in the Bg 1327.5’ S & 595.2 SE fr W 1/4 cor, Section 21, Girard Township; West Battle Lake (56-239), GD. CHANGING THE NAME OF “UNNAMED LAKE (56-1127)” TO “LITTLE PLEASANT LAKE” Otter Tail County Resolution No. 2018 - 18 WHEREAS, the Otter Tail County Board of Commissioners received a petition, pursuant to Minnesota Statutes section 83A.05 to 83A.07, to change the name of Unnamed Lake (56-1127) to Little Pleasant Lake; and WHEREAS, the petitioners, through their representative Bruce Leitch, came to the County Board of Commissioners in the Commissioner’s Room at the Government Services Center at 500 Fir Ave. W., Fergus Falls, MN 56537 on Tuesday, February 6, 2018, requesting Unnamed Lake (56-1127) be renamed to Little Pleasant Lake; and WHEREAS, Mr. Leitch requested that the proposed name change proceed without the requirement of the bond as specified pursuant to Minnesota Statute section 83A.06, Subd. 3; and OTC Board of Commissioners’ Minutes February 27, 2018 Page 15 WHEREAS, Minnesota Statute section 83A.06, Subd. 3 permits the Commissioner of Natural Resources to rename a lake without the posting of a bond; and WHEREAS, the lake is locally known as Little Pleasant Lake; and WHEREAS, Little Pleasant Lake was part of Pleasant Lake prior to construction of Pleasant Lake Road; and WHEREAS, the lake is referred to on county maps as Little Pleasant Lake, and the roads and property addresses around it have been named based on the name being Little Pleasant Lake; and WHEREAS, changing the name to Little Pleasant Lake will not cause any confusion; and WHEREAS, there is no other Little Pleasant Lake in Otter Tail County. NOW, THEREFORE, BE IT HEREBY RESOLVED, that the Otter Tail County Board of Commissioners hereby requests the Commissioner of Natural Resources rename Unnamed Lake (56-1127) to Little Pleasant Lake without posting of a bond. Upon the motion of Lindquist, seconded by Froemming and upon a 4 – 0 vote, the above resolution was passed on the 27th day of February 2018. OTTER TAIL COUNTY BOARD OF COMMISSIONERS Dated: By: Attest: Wayne Johnson, Chair John Dinsmore, Clerk Land & Resource Department Fee Schedule Motion by Rogness, second by Lindquist and unanimously carried to approve a new Land & Resource Fee Schedule effective March 1, 2018, as presented and attached as Exhibit B. Memorandum of Agreement –Bois de Sioux – Mustinka Watershed District Motion by Rogness, second by Froemming and unanimously carried to authorize the appropriate County Officials’ signatures to execute an MOA between the County of Otter Tail, Big Stone, Grant, Stevens, Traverse and Wilkin, the applicable Soil & Water Conservation Districts, and the Bois de Sioux Watershed District for the planning process to develop One Watershed One Plan (1W1P) for the watershed. Motion by Rogness, second by Froemming and unanimously carried to appoint Commissioner John Lindquist as the County’s representative on the Policy Committee of the Bois de Sioux – Mustinka Watershed District for developing the plan. Commissioner Lee Rogness was appointed as the alternate. Recess & Reconvene At 11:42 a.m., Chair Johnson declared the meeting of the Otter Tail County Board of Commissioners recessed for a Finance Committee meeting and a luncheon meeting with the Department of Human Services and Clinicare. OTC Board of Commissioners’ Minutes February 27, 2018 Page 16 Discussion – Clinicare Services and C.A.R.E. Building At Noon, Otter Tail County staff, MN Department of Human Services staff, and Clinicare, Inc. staff, gathered to discuss Psychiatric Residential Treatment Facility (PRTF) services and the C.A.R.E. building. The C.A.R.E. building is currently not being utilized for DHS chemical dependency treatment services. Clinicare has interest in providing PRTF services in this facility. County Administrator John Dinsmore provided a handout with background information and proposed process moving forward. After discussion, Clinicare agreed to submit a “Letter of Intent” to the County, to provide PRTF services in the C.A.R.E. building. At 1:30 p.m., the luncheon meeting was closed. At 1:37 p.m. the County Board reconvened for the remainder of their agenda items. Reduction in Retainage – S.A.P. 056-610-015 & Etc. Motion by Rogness, second by Froemming and unanimously carried to reduce the retainage from 5% to 2% to Knife River Materials for the above referenced project as recommended by the Public Works Director. Staffing Requests Part-Time Recycling Worker Positions: Motion by Rogness, second by Lindquist and unanimously carried to approve four (4) part time recycling worker positions for the single sort operation at the Recycling Center. Probation Position: Motion by Froemming, second by Lindquist and unanimously carried to approve an additional Probation Agent position to reduce the number of cases per agent. This position will be eligible for CPO reimbursement funding under M.S. 244.19, Subd.6. Case Aide – Child & Family Services Unit Motion by Rogness, second by Froemming and unanimously carried to approve a new Case Aide position to support the Child and Family Services Unit in the Human Services Department. It has been determined that this support position is needed in the unit and will take the place of the original Social Worker budgeted position for 2018. Minnesota Deferred Compensation Plan Motion by Rogness, second by Froemming and unanimously carried to add the MNDCP, a 457b deferred compensation plan, offered through the Minnesota State Retirement System as an additional option for employees to save for retirement. Adjournment At 2:03 p.m., a motion was offered by Lindquist, seconded by Froemming and unanimously carried to declare the meeting of the Otter Tail County Board of Commissioners adjourned until 9:30 a.m. on Tuesday, March 6, 2018. OTTER TAIL COUNTY BOARD OF COMMISSIONERS Dated: By: Attest: Wayne Johnson, Chair John Dinsmore, Clerk CB/kd OTC Board of Commissioners’ Minutes February 27, 2018 Exhibit A, Page 1 WARRANTS APPROVED ON 2/27/2018 OTC Board of Commissioners’ Minutes February 27, 2018 Exhibit A, Page 2 OTC Board of Commissioners’ Minutes February 27, 2018 Exhibit A, Page 3 OTC Board of Commissioners’ Minutes February 27, 2018 Exhibit A, Page 4 OTC Board of Commissioners’ Minutes February 27, 2018 Exhibit B, Page 1