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08-17-2021 Business Meeting Agenda Packet BOARD OF SUPERVISORS BUSINESS MEETING Tuesday, August 17, 2021 – 7:00 PM Board Meeting Room 39 Bank Street, SE, Chatham, Virginia 24531 AGENDA 1. CALL TO ORDER (7:00 PM) 2. ROLL CALL 3. MOMENT OF SILENCE 4. PLEDGE OF ALLEGIANCE 5. AGENDA ITEMS TO BE ADDED 6. APPROVAL OF AGENDA 7. CONSENT AGENDA a. July Board Meeting Minutes Approval (Staff Contact: Kaylyn M. McCluster) b. July Bill List Approval (online); (Staff Contact: Kimberly G. Van Der Hyde) c. Southern Area Agency on Aging Appointment (Anita White); (Staff Contact: Kaylyn M. McCluster) d. Dan River ASAP Appointment (James Hodgson); (Staff Contact: Kaylyn M. McCluster) e. Resolution # 2021-08-01 (VA Opioid Fund MOU) Adoption (Staff Contact: J. Vaden Hunt, Esq.) f. Resolution # 2021-08-02 (2021 County Redistricting Process Criteria) Adoption (Staff Contact: Dave F. Arnold) g. Water Disconnection Resumption Approval (Staff Contact: Christopher Adcock) h. Resolution # 2021-08-05 (Authorization of Submission of Economic Development Administration Grant Application for Critical Improvements for Public Water and Sewer Infrastructure Project) Adoption (Staff Contact: Chris Adcock) Business Meeting - August 17, 2021 i. 2021 Year End County Budget Amendments Approval (Staff Contact: Kimberly G. Van Der Hyde) j. Resolution # 2021-08-06 (WPPDC Charter Amendment Approval) Adoption (Staff Contact: David M. Smitherman) k. Resolution # 2021-08-07 (TLAC No Wake Surfing Regulation) Adoption (Staff Contact: Emily S. Ragsdale) 8. PRESENTATIONS a. Intern Recognition Presentation (Staff Contact: Richard N. Hicks) 9. HEARING OF THE CITIZENS Each person addressing the Board under Hearing of the Citizens shall be a resident or land owner of the County, or the registered agent of such resident or land owner. Each person shall step up, give his/her name and district in an audible tone of voice for the record, and unless further time is granted by the Chairman, shall limit his/her address to three (3) minutes. No person shall be permitted to address the Board more than once during Hearing of the Citizens. All remarks shall be addressed to the Board as a body and not to any individual member thereof. Hearing of the Citizens shall last for a maximum of forty-five (45) minutes. Any individual that is signed up to speak during said section who does not get the opportunity to do so because of the aforementioned time limit, shall be given speaking priority at the next Board meeting. Absent Chairman’s approval, no person shall be able to speak who has not signed up. 10. PUBLIC HEARINGS A. Rezoning Public Hearings Pursuant to Article V, Division 6, of the Pittsylvania County Zoning Ordinance, the Board of Supervisors have been empowered to hear and decide specific zoning issues and zoning map changes in support of said Ordinance. In accomplishing this important task, the Board is responsible for promoting the health, safety, and general public welfare of the citizens of Pittsylvania County. The Board must ensure that all of its decisions and regulations be directed to these goals and that each be consistent with the environment, the comprehensive plan, and in the best interest of Pittsylvania County, its citizens, and its posterity. Case 1: Public Hearing: Case R-21-018; Olde Dominion Agricultural Foundation, Inc; Rezoning from M-1, Industrial District, Light Industry, to A-1, Agricultural District (Supervisor Miller) Case 2: Public Hearing: Case R-21-019; Wesley Lee Francis; Rezoning from R-1, Residential Suburban Subdivision District, to A-1, Agricultural District (Supervisor Miller) Case 3: Public Hearing: Case R-21-020; Terry Parsons; Rezoning from R-1, Residential Suburban Subdivision District, to A-1, Agricultural District (Supervisor Farmer) Business Meeting - August 17, 2021 Case 4: Public Hearing: Case R-21-021; Garnette Short; Rezoning from R-1, Residential Suburban Subdivision District, to A-1, Agricultural District (Supervisor Dudley) Case 5: Public Hearing: Case R-21-023; Mildred Lumpkin; Rezoning from MHP, Residential Manufactured Housing Park District, to A-1, Agricultural District (Supervisor Farmer) B. Other Public Hearings Each person addressing the Board under a Public Hearing shall step up, give his/her name and district, and/or his/her place of residency for non-County citizens, in an audible tone of voice for the record, and unless further time is granted by the Chairman, shall limit his/her address to three (3) minutes; speakers for a group shall be limited to ten (10) minutes. Speakers shall conclude their remarks at that time, unless the consent of the Board is affirmatively given to extend the speakers allotted time. Absent Chairman’s approval, no person shall be able to speak who has not signed up. 1. Public Hearing: S.R. 794 (Old Mine Road) "No Through Trucks Restrictions VDOT Study Recommendation" (Contact: Supervisor Farmer) 2. Public Hearing: Resolution # 2021-08-04 (VRA Revenue/Refunding Bonds) Adoption (Staff Contact: Kimberly G. Van Der Hyde) 3. Public Hearing: FY22 County Budget Amendments Public Hearing (Staff Contact: Kimberly G. Van Der Hyde) 11. UNFINISHED BUSINESS 12. NEW BUSINESS 13. MATTERS FROM WORK SESSION (IF ANY) 14. BOARD MEMBER REPORTS 15. COUNTY ADMINISTRATOR REPORTS 16. ADJOURNMENT Board of Supervisors EXECUTIVE SUMMARY ACTION ITEM Agenda Title: July Board Meeting Minutes Approval (Staff Contact: Kaylyn M. McCluster) Staff Contact(s): Kaylyn M. McCluster Agenda Date: August 17, 2021 Item Number: 7.a Attachment(s): 07-20-2021 Finance Committee Meeting Minutes - DRAFT 07-20-2021 Work Session - DRAFT 07-20-2021 Business Meeting - DRAFT Reviewed By: 7.a Packet Pg. 4 PITTSYLVANIA COUNTY BOARD OF SUPERVISORS’ FINANCE COMMITTEE July 20, 2021 VIRGINIA: The Pittsylvania County Board of Supervisors’ Finance Committee met on July 20, 2021, in the Elections and Training Center, 18 Depot Street, Chatham, Virginia 24531. Ronald S. Scearce, Chairman, called the Meeting to Order at 3:30 PM. ROLL CALL The following members were present: Attendee Name Title Status Ronald S. Scearce Chairman; Westover District Present Charles H. Miller, Jr. Supervisor; Banister District Present Joe B. Davis Supervisor; Dan River District Present Timothy W. Dudley Supervisor; Staunton River District Present APPROVAL OF AGENDA Motion to approve Agenda. RESULT: ADOPTED [UNANIMOUS] MOVER: Davis SECONDER: Miller AYES: Scearce, Miller, Davis, Dudley NEW BUSINESS a. Tax Options (Staff Contact: Kimberly G. Van Der Hyde) Van Der Hyde went over several tax options for the Committee’s consideration. The Transient Occupancy Tax and the increase of Meals Tax is already on the Board’s Business Meeting Agenda. There was discussion about a Cigarette Tax and a Marijuana Tax. The retail sale of marijuana will not be legal until January 1, 2024, but this will be an option in the future. There was also discussion regarding a Fire Tax. The Fire Tax revenue must only be used for the maintenance and operation of fire related items. Warren asked if the Board has the authority to designate a certain line item and “lock it” per say for only Fire and Rescue Capital Improvements. There was also discussion regarding “hard” and “soft” EMS billing. Committee Members stated their concern that certain annual volunteer contributors of the departments may not make the same donations to the departments as usual. There was recommendation for County Staff to talk with the agencies and the Fire and Rescue Commission to see how they feel about the “hard” billing. b. Internal Auditor (Staff Contact: David M. Smitherman) Smitherman led discussion regarding an Internal Auditor position. He stated this position would be housed in the Finance Department, but would do auditing for various offices throughout the County, such as the Sheriff’s Department, Landfill, the Treasurer’s Office, the Commissioner of 7.a.a Packet Pg. 5 Attachment: 07-20-2021 Finance Committee Meeting Minutes - DRAFT (2670 : July Board Meeting Minutes Approval (Staff Contact: Kaylyn M. Finance Committee July 20, 2021 Regular Meeting the Revenue’s Office, Economic Development, and many others. There was also much discussion regarding the rates and percentages of tax on certain items. This is a topic the Committee will continue in the future. Motion to recommend the approval of the Internal Auditor position to the full Board for approval. RESULT: APPROVED [UNANIMOUS] MOVER: Davis SECONDER: Dudley AYES: Scearce, Miller, Davis, Dudley c. General Employment Conditions (Staff Contact: Kimberly G. Van Der Hyde) Van Der Hyde stated the County is trying new things to recruit employees. County Staff is considering a hiring/recruitment bonus that would consist of the new hire and the current employee who referred the new hire getting a $1,000 bonus. Each would receive $500 when they are hired, and then another $500 in twelve (12) months. She also gave a brief update on the General Assembly changes to the Minimum Wage Rate and the Virginia Overtime Wage Law change that will become effective July 1, 2021. Motion to recommend the FY2022 Sign-On Bonus to the full Board for approval. RESULT: APPROVED [UNANIMOUS] MOVER: Davis SECONDER: Dudley AYES: Scearce, Miller, Davis, Dudley d. Economic Development Grading Obligation (Staff Contact: Kim Van Der Hyde) Van Der Hyde stated there are Economic Development grading obligations that need to be funded in the FY2022 County Budget. The Projects are: (1) Southern Virginia Mega Site at Berry Hill Lot 1; and (2) Southern Virginia Multimodal Park Lot 2. Both Projects are being funded with Tobacco Commission Grants that will most likely be completed in FY2022, and require large local matches that do not currently exist in the FY2022 County Budget. The County's share of the local match for these two (2) Projects totals up to $2,802,398. MATTERS FROM COMMMITTEE MEMBERS None. ADJOURNMENT Scearce adjourned the Meeting at 4:32 PM. 7.a.a Packet Pg. 6 Attachment: 07-20-2021 Finance Committee Meeting Minutes - DRAFT (2670 : July Board Meeting Minutes Approval (Staff Contact: Kaylyn M. PITTSYLVANIA COUNTY BOARD OF SUPERVISORS Work Session July 20, 2021 VIRGINIA: The Pittsylvania County Board of Supervisors’ Work Session occurred on July 20, 2021, in the Elections and Training Center, 18 Depot Street, Chatham, Virginia 24531. CALL TO ORDER (4:38 PM) Robert (“Bob”) W. Warren, Chairman, called the Meeting to Order at 4:38 PM. ROLL CALL The following Members were present: Attendee Name Title Status Robert ("Bob") W. Warren Chairman; Chatham Blairs District Present Ronald S. Scearce Vice-Chairman; Westover District Present Joe B. Davis Supervisor; Dan River District Present Timothy W. Dudley Supervisor; Staunton River District Present Ben L. Farmer Supervisor; Callands-Gretna District Present William V. ("Vic") Ingram Supervisor; Tunstall District Present Charles H. Miller, Jr. Supervisor; Banister District Present AGENDA ITEMS TO BE ADDED Motion to add the following Closed Session to the Agenda: Discussion concerning a prospective business or industry or the expansion of an existing business or industry where no previous announcement has been made of the business' or industry's interest in locating or expanding its facilities in the community. Legal Authority: Virginia Code § 2.2-3711(A)(5) Subject Matter: Project AI Purpose: Economic Development Update on Unannounced Prospective Industry RESULT: ADOPTED [UNANIMOUS] MOVER: Dudley SECONDER: Davis AYES: Warren, Scearce, Davis, Dudley, Farmer, Ingram, Miller APPROVAL OF AGENDA Motion to approve Agenda. 7.a.b Packet Pg. 7 Attachment: 07-20-2021 Work Session - DRAFT (2670 : July Board Meeting Minutes Approval (Staff Contact: Kaylyn M. McCluster)) Board of Supervisors July 20, 2021 Work Session RESULT: ADOPTED [UNANIMOUS] MOVER: Miller SECONDER: Davis AYES: Warren, Scearce, Davis, Dudley, Farmer, Ingram, Miller PRESENTATIONS a. David F. Arnold (Assistant County Administrator) Introduction/Welcome (Staff Contact: David M. Smitherman); (5 minutes) Smitherman introduced Arnold, Assistant County Administrator, to the Board. Arnold comes to the County from the City of Virginia Beach, where he was in charge of GIS. b. Yates Tavern Improvements Discussion (Staff Contact: Chris Adcock; Historical Society); (15 minutes) Adcock stated that Mrs. Moon approached the County with requests for maintenance items at Yates Tavern that include extending electricity and water to the building. Adcock stated Mrs. Moon was going to attend the Meeting, but was not quite ready, but she has requested to look at potential partnerships to assist with these improvements. c. County Water and Sewer Draft Extension Policy Update (Staff Contact: Chris Adcock); (30 minutes) Charles Archer, Freese and Nichols, gave the Board an update on the Utility Extension Policy. His presentation can be found on the County’s website at www.pittsylvaniacountyva.gov. STAFF, COMMITTEE, AND/OR CONSTITUTIONAL OFFICER REPORTS a. Redistricting Update (Staff Contact: David F. Arnold); (10 minutes) Arnold, Assistant County Administrator, reviewed the proposed redistricting timeline (below) with the Board. Redistricting happens every ten (10) years, and the County must develop and adopt a redistricting plan by December 31, 2021. There was consensus of the Board for County Staff to proceed with advertisement of the RFP for the redistricting process. 7.a.b Packet Pg. 8 Attachment: 07-20-2021 Work Session - DRAFT (2670 : July Board Meeting Minutes Approval (Staff Contact: Kaylyn M. McCluster)) Board of Supervisors July 20, 2021 Work Session b. Finance Committee Recommendations (Staff Contact: Kimberly Van Der Hyde); (5 minutes) Van Der Hyde stated the Finance Committee recommended to the full Board approval of the Internal Auditor position and approval of the FY2022 Sign On/Referral Bonus. These items will be added to the Business Meeting’s Agenda for approval. BUSINESS MEETING DISCUSSION ITEMS Hunt stated the Music Festival application will be moved to New Business to allow citizens to speak during Hearing of the Citizens. There will also be an edit to the June 22, 2021, Called Meeting Minutes, to reflect the correct Motion that states “there always be a Deputy stationed at Carson Jones Road for the entire event”. CLOSED SESSION Motion to enter Closed Session. The Board entered Closed Session at 5:27 PM. RESULT: APPROVED [UNANIMOUS] MOVER: Dudley SECONDER: Miller AYES: Warren, Scearce, Davis, Dudley, Farmer, Ingram, Miller a. Consultation with legal counsel employed or retained by a public body regarding specific legal matters requiring the provision of legal advice by such counsel. (1) Legal Authority: Virginia Code § 2.2-3711(A)(8) Subject Matter: Harlow Fastech, LLC Local Performance Agreement Purpose: Legal Consultation/Advice Regarding the Same b. Discussion, consideration, or interviews of prospective candidates for employment; assignment, appointment, promotion, performance, demotion, salaries, disciplining, or resignation of specific public officers, appointees, or employees of any public body. (1) Legal Authority: Virginia Code § 2.2-3711(A)(1) 7.a.b Packet Pg. 9 Attachment: 07-20-2021 Work Session - DRAFT (2670 : July Board Meeting Minutes Approval (Staff Contact: Kaylyn M. McCluster)) Board of Supervisors July 20, 2021 Work Session Subject Matter: Public Officer Purpose: Discussion of Performance c. Discussion concerning a prospective business or industry or the expansion of an existing business or industry where no previous announcement has been made of the business' or industry's interest in locating or expanding its facilities in the community. (1) Legal Authority: Virginia Code Section 2.2-3711(A)(5) Subject Matter: Project AI Purpose: Economic Development Update on Unannounced Prospective Industry RETURN TO OPEN SESSION & CLOSED SESSION CERTIFICATION The Board returned to Open Session at 6:43 PM and the following Certification was recorded: PITTSYLVANIA COUNTY BOARD OF SUPERVISORS CLOSED MEETING CERTIFICATION BE IT RESOLVED that at the Pittsylvania County Board of Supervisors’ (“Board”) Work Session on July 20, 2021, the Board hereby certifies by a recorded vote that to the best of each Board Member’s knowledge only public business matters lawfully exempted from the Open Meeting requirements of the Virginia Freedom of Information Act (“Act”) and identified in the Motion authorizing the Closed Meeting were heard, discussed, or considered in the Closed Meeting. If any Board Member believes that there was a departure from the requirements of the Act, he shall so state prior to the vote indicating the substance of the departure. The Statement shall be recorded in the Board's Minutes. Vote Davis Yes Dudley Yes Farmer Yes Ingram Yes Miller Yes Scearce Yes Warren Yes ADJOURNMENT Warren adjourned the Meeting at 6:45 PM. 7.a.b Packet Pg. 10 Attachment: 07-20-2021 Work Session - DRAFT (2670 : July Board Meeting Minutes Approval (Staff Contact: Kaylyn M. McCluster)) PITTSYLVANIA COUNTY BOARD OF SUPERVISORS Business Meeting July 20, 2021 VIRGINIA: The Pittsylvania County Board of Supervisors’ Business Meeting was held on July 20, 2021, in the Board Meeting Room, 39 Bank Street, SE, Chatham, Virginia 24531. ROLL CALL Robert W. Warren, Chairman, called the Meeting to Order at 7:00 PM. CALL TO ORDER (7:00 PM) The following Members were present: Attendee Name Title Status Arrived Robert ("Bob") W. Warren Chairman; Chatham Blairs District Present 6:57 PM Ronald S. Scearce Vice-Chairman; Westover District Present 6:53 PM Joe B. Davis Supervisor; Dan River District Present 6:57 PM Timothy W. Dudley Supervisor; Staunton River District Present 6:54 PM Ben L. Farmer Supervisor; Callands-Gretna District Present 6:53 PM William V. ("Vic") Ingram Supervisor; Tunstall District Present 6:56 PM Charles H. Miller, Jr. Supervisor; Banister District Present 6:54 PM AGENDA ITEMS TO BE ADDED Motion to add the following items to the Agenda: -edit the June 22, 2021 Called Meeting minutes to reflect the conditions of having a Deputy stationed at Carson Jones Road, not Carson Lester Road; for the entire event -add IDA Appointment (Charles L. Minter, Banister District) as item 7h -Move item 8b to New Business as item 12c -Finance Committee Recommendations • Internal Auditor Position Approval • FY2022 Sign-On Bonus Approval RESULT: ADOPTED [UNANIMOUS] MOVER: Farmer SECONDER: Scearce AYES: Warren, Scearce, Davis, Dudley, Farmer, Ingram, Miller APPROVAL OF AGENDA Motion to approve Agenda. 7.a.c Packet Pg. 11 Attachment: 07-20-2021 Business Meeting - DRAFT (2670 : July Board Meeting Minutes Approval (Staff Contact: Kaylyn M. McCluster)) Board of Supervisors July 20, 2021 Business Meeting RESULT: ADOPTED [UNANIMOUS] MOVER: Davis SECONDER: Miller AYES: Warren, Scearce, Davis, Dudley, Farmer, Ingram, Miller CONSENT AGENDA Motion to approve Consent Agenda. RESULT: ADOPTED [UNANIMOUS] MOVER: Dudley SECONDER: Davis AYES: Warren, Scearce, Davis, Dudley, Farmer, Ingram, Miller a. June Board Minutes Approval (Staff Contact: Kaylyn M. McCluster) b. June Bill List Approval (online); (Staff Contact: Kimberly G. Van Der Hyde) c. Resolution # 2021-07-01 (Beatrice Robertson) Adoption (Supervisor Farmer) d. Southern Area Agency on Aging Appointment (Jack Gates, Jr.); (Staff Contact: Kaylyn M. McCluster) e. FY 23 PSAP Education Program Grant Application (Staff Contact: Christopher C. Slemp) f. Notice of Intent to Hold Public Hearing to Commence VDOT Study to Potentially Enact a "No Through Trucks" Restriction on S.R. 794 (Old Mine Road); (Callands-Gretna District) Approval (Supervisor Farmer) g. Health Insurance Changes Approval (Staff Contact: Kimberly G. Van Der Hyde) h. IDA Appointment (Charles L. Minter, Banister District) i. Finance Committee Recommendations (Internal Auditor and FY 2022 Employee Sign on Bonus) PRESENTATIONS a. Resolution # 2021-07-01 (Beatrice Robertson) Presentation (Supervisor Farmer) Farmer presented Beatrice Robertson with Resolution # 2021-07-01. HEARING OF THE CITIZENS Deborah Dix, Chatham-Blairs District, stated she sent a letter with her concerns regarding things that were posted on social media. She also voiced her concerns regarding water issues when it rains, possible flooding to Lester Lane, and her concerns regarding the amount of people, camping, and cars that will be in the area for the Blue Ridge Rock Festival. Tony Dix, Chatham- Blairs District, stated he has lived on Lester Lane for sixteen (16) years and feels there should be no major traffic on Lester Lane. Barry Farmer, Staunton River District, stated he is a resident of 7.a.c Packet Pg. 12 Attachment: 07-20-2021 Business Meeting - DRAFT (2670 : July Board Meeting Minutes Approval (Staff Contact: Kaylyn M. McCluster)) Board of Supervisors July 20, 2021 Business Meeting the Town of Hurt and a graduate of Gretna High School. He feels that he has identified the location of the Beale Treasurer in the County and he wanted to share his excitement with the County and his Country. Kathy Nixon, Chatham-Blairs District, stated she appreciates the open dialogue that has taken place regarding the Blue Ridge Rock Festival. She wanted to point out her concern of the number of campers and attendees that will be in that one spot. She also requested that quiet hours be pushed back to midnight. Avery Cox, Chatham-Blairs District, stated his concerns regarding Lester Lane and the safety of his children from traffic on Lester Lane. PUBLIC HEARINGS Rezoning Public Hearings Case 1: Public Hearing: Case R-21-016; Stella and Joanna Hunt; Rezoning from R-1, Residential Suburban Subdivision District, to A-1, Agricultural District (Supervisor Dudley) Warren opened the Public Hearing at 7:30 PM. Joanna Hunt was present to represent the Petition. No one signed up to speak and Warren closed the Public Hearing at 7:31 PM. Motion to approve the rezoning of 1.92 acres from R-1, Residential Suburban Subdivision District, to A-1, Agricultural District, to allow the property to be subdivided. The rezoning would be consistent with the County’s Comprehensive Plan. RESULT: APPROVED [UNANIMOUS] MOVER: Dudley SECONDER: Farmer AYES: Warren, Scearce, Davis, Dudley, Farmer, Ingram, Miller Case 2: Public Hearing: Case R-21-017; Garland and Kathryn Bennett; Rezoning from R- 1, Residential Suburban Subdivision District, to A-1, Agricultural District. (Supervisor Farmer) Warren opened the Public Hearing at 7:33 PM. Garland Bennett was present to represent the Petition. No one signed up to speak and Warren closed the Public Hearing at 7:35 PM. Motion to approve the rezoning of 28.01 acres from R-1, Residential Suburban Subdivision District, to A-1, Agricultural District, to allow for Agricultural Uses. The rezoning would be consistent with the County’s Comprehensive Plan. 7.a.c Packet Pg. 13 Attachment: 07-20-2021 Business Meeting - DRAFT (2670 : July Board Meeting Minutes Approval (Staff Contact: Kaylyn M. McCluster)) Board of Supervisors July 20, 2021 Business Meeting RESULT: APPROVED [UNANIMOUS] MOVER: Farmer SECONDER: Davis AYES: Warren, Scearce, Davis, Dudley, Farmer, Ingram, Miller Other Public Hearings 1. Public Hearing: Revision to PCC § 35-82.4 (Parking Space Requirements); (Staff Contact: Emily S. Ragsdale) Patrick Sheldon (“Petitioner”) has petitioned to amend Pittsylvania County Code (“PCC”), Chapter 35, Division 2, Parking Space Requirements for All Districts; PCC § 35-82.4; Businesses; to add parking requirements for warehouse and storage facilities. On June 1, 2021, the Planning Commission recommended, by an 8-0 vote, with no opposition, that the Petitioner’s request be granted. Warren opened the Public Hearing at 7:36 PM. No one signed up to speak and Warren closed the Public Hearing at 7:37 PM. Motion to approve the revision of PCC § 35-82.4 as presented. RESULT: APPROVED [UNANIMOUS] MOVER: Scearce SECONDER: Dudley AYES: Warren, Scearce, Davis, Dudley, Farmer, Ingram, Miller 2. Public Hearing: PCC § 6-21 (Potential Meals Tax Increase) Revisions (Staff Contact: Kimberly G. Van Der Hyde) At its June 15, 2001, Business Meeting, the Board voted to authorize County Staff to advertise for a Public Hearing to consider a revision to Pittsylvania County Code (“PCC”) § 6-21 to increase the County’s meals tax from four percent (4%) to six percent (6%). Notice of said Public Hearing appeared in The Chatham Star Tribune on Wednesday, July 7, 2021, and on Wednesday, July 14, 2021 Warren opened the Public Hearing at 7:40 PM. Wayne Robertson signed up to speak and stated his concern regarding the meals tax. He stated instead of trying to increase the taxes, he thinks they should look for areas to cut. He also stated it is time to do away with the solid waste fee. Warren closed the Public Hearing at 7:43 PM. Motion to approve the revision to PCC § 6-21, increasing the County meals tax from four percent (4%) to six percent (6%). 7.a.c Packet Pg. 14 Attachment: 07-20-2021 Business Meeting - DRAFT (2670 : July Board Meeting Minutes Approval (Staff Contact: Kaylyn M. McCluster)) Board of Supervisors July 20, 2021 Business Meeting RESULT: APPROVED [5 TO 2] MOVER: Davis SECONDER: Scearce AYES: Warren, Scearce, Davis, Dudley, Miller NAYS: Farmer, Ingram 3. Public Hearing: PCC Chapter 6 Revision (Transient Occupancy Tax Creation); (Staff Contact: Kimberly G. Van Der Hyde) At its June 15, 2021, Business Meeting, the Board authorized County Staff to advertise to hold a Public Hearing to consider revisions to Chapter 6 of the Pittsylvania County Code (“PCC”) to possibly add Article IV, which would create a Transient Occupancy Tax. This tax, in the amount of four percent (4%), would be applied to all hotels, motels, boarding houses, and travel campgrounds, and other facilities offering guest rooms or spots rented out for continuous occupancy for fewer than thirty (30) consecutive days as outlined in § 6-39. Warren opened the Public Hearing at 7:47 PM. No one signed up to speak and Mr. Warren closed the Public Hearing at 7:48 PM. Motion to approve the revisions to PCC Chapter 6 as presented, creating a County Transient Occupancy Tax effective September 1, 2021. RESULT: APPROVED [UNANIMOUS] MOVER: Scearce SECONDER: Miller AYES: Warren, Scearce, Davis, Dudley, Farmer, Ingram, Miller 4. Public Hearing: PCC Chapter 21 Revisions (Removal of PCSA); (Staff Contact: Chris Adcock) With the recent abolishment of the Pittsylvania County Service Authority (“PCSA”), Chapter 21 of the Pittsylvania County Code (“PCC”), Water and Sewer, requires revision to remove references to PCSA, its creation, and purposes. Warren opened the Public Hearing at 7:50 PM. No one signed up to speak and Warren closed the Public Hearing at 7:51 PM. Motion to approve the PCC Chapter 21 revisions as presented. RESULT: APPROVED [UNANIMOUS] MOVER: Scearce SECONDER: Dudley AYES: Warren, Scearce, Davis, Dudley, Farmer, Ingram, Miller UNFINISHED BUSINESS 7.a.c Packet Pg. 15 Attachment: 07-20-2021 Business Meeting - DRAFT (2670 : July Board Meeting Minutes Approval (Staff Contact: Kaylyn M. McCluster)) Board of Supervisors July 20, 2021 Business Meeting NEW BUSINESS a. Resolution # 2021-07-02 (Revised Solid Waste Management Plan) Adoption (Staff Contact: Chris Adcock) In 1991, the County and the Towns of Chatham, Hurt and Gretna were designated a Solid Waste Planning Region by the Virginia Department of Waste Management. In accordance with the Virginia Waste Management Act (Virginia Code § 10.1-1411), the Virginia Waste Management Board has mandated that all Solid Waste Planning Regions in the Commonwealth develop and adopt a Solid Waste Management Plan (“SWMP”). To facilitate regional coordination of solid waste services, the Virginia Code allows local governments within a designated region to develop a single plan for the region, rather than develop individual plans for each locality in the region. Virginia Code further mandates that the SWMP be updated every five (5) years. Motion to adopt Resolution # 2021-07-02 as presented. RESULT: APPROVED [UNANIMOUS] MOVER: Farmer SECONDER: Dudley AYES: Warren, Scearce, Davis, Dudley, Farmer, Ingram, Miller b. MEP, Ltd. Local Performance Agreement Approval (Staff Contact: Matthew D. Rowe) On June 7, 2021, Governor Northam’s Office announced that MEP, Ltd. (“MEP”) of Aylesford, United Kingdom, would locate its first U.S. manufacturing facility in the RIFA-owned Cyber Park, resulting in new capital investments of $6.4 million and the creation of forty-five (45) high-wage jobs. County Staff has visited MEP’s U.K. operations, has met with both MEP and the Governor at the Paris Aerospace Show, and has worked with MEP for over two (2) years. RIFA jointly presented to MEP a competitive and impactful incentive offer that is dependent upon the execution of a Local Performance Agreement (“LPA”) with the Board. After considering whether to locate its operation in Danville-Pittsylvania County or North Carolina, MEP executed the attached LPA with RIFA. Said LPA was approved by RIFA at its June 14, 2021, Meeting. MEP will locate into the recently constructed 5,500 sq. ft. high bay space at IALR while its facility in the Cyber Park is being constructed. Motion to approve the MEP LPA as presented. RESULT: APPROVED [UNANIMOUS] MOVER: Dudley SECONDER: Davis AYES: Warren, Scearce, Davis, Dudley, Farmer, Ingram, Miller c. Blue Ridge Rock Festival Music Festival Permit Application Approval Consideration (Staff Contact: Emily S. Ragsdale) 7.a.c Packet Pg. 16 Attachment: 07-20-2021 Business Meeting - DRAFT (2670 : July Board Meeting Minutes Approval (Staff Contact: Kaylyn M. McCluster)) Board of Supervisors July 20, 2021 Business Meeting As required by Chapter 10 (Music Festivals) of the Pittsylvania County Code (“PCC”), Purpose Driven Events (“PDE”) has submitted a Music Festival Permit Application for the “Blue Ridge Rock Festival” scheduled to be held in the County at 599 Carson Lester Lane on September 9 - 12, 2021. PDE has submitted all information and plans required by PCC Chapter 10. All information and plans have been reviewed and approved by all required responsible agencies, except for the Parking and Traffic Control Plans. The Virginia State Police (“VSP”) and the Virginia Department of Transportation (“VDOT”) are actively working with PDE to identify and secure additional parking locations along Highway 29. Until these locations identified by VSP and VDOT are secured, neither agency can sign off on the plans. After discussing the progress being made with VSP, VDOT, and PDE, County Staff is confident that this will ultimately be approved. Additionally, PCC Chapter 10 requires a land use permit for special events be issued by VDOT, placing an assurance that, if the Music Festival Permit is approved without the required approved Traffic and Parking Plans, this requirement will be met prior to the event, or it cannot be held. Motion to approve PDE’s “Blue Ridge Rock Festival” Music Festival Permit Application contingent on VDOT and VSP’s approval of the Festival’s Parking and Traffic Control Plans. RESULT: APPROVED [UNANIMOUS] MOVER: Ingram SECONDER: Davis AYES: Warren, Scearce, Davis, Dudley, Farmer, Ingram, Miller BOARD MEMBER REPORTS • Warren recognized George Henderson and Brenda Bowman being in attendance, as well as Jessie Barksdale and Wayne Robertson. • Ingram stated that we just celebrated the Fourth of July and we have so many privileges of living in this Country. • Dudley thanked everyone who put in the work to get through the meetings today. He also thanked everyone who put in the work for the music festival permits. He thanked the citizens for coming out, and thanked Avery Cox for helping an older gentleman walk down to speak. • Miller complimented the Board for the way they work together and complimented all members of Staff to continue their good and cooperative work. • Davis echoed the previous Board members comments. • Scearce thanked Miller for his comments at the last School Board Meeting, regarding guidelines that were sent down by the State regarding transgenderism. He thanked those members who took a stand at the school board meeting. • Warren thanked Ragsdale and Sheriff Taylor, as well as the Health Department, VDOT, Public Safety, the Executive Team, and many others who have been heavily involved with the planning process of these events. He also thanked the citizens for being involved during this process and he thanked all Veterans and Mr. Dix for his service. 7.a.c Packet Pg. 17 Attachment: 07-20-2021 Business Meeting - DRAFT (2670 : July Board Meeting Minutes Approval (Staff Contact: Kaylyn M. McCluster)) Board of Supervisors July 20, 2021 Business Meeting COUNTY ADMINISTRATOR REPORTS Smitherman recognized the groundbreaking ceremony in Hurt last week for Staunton River Plastics, LLC. He also recognized Dudley for his speaking at the ceremony. The County had an All-Employee Meeting last week for the first time since the pandemic. He also introduced Arnold, Assistant County Administrator, to the Board and citizens. ADJOURNMENT Warren adjourned the Meeting at 8:15 PM. 7.a.c Packet Pg. 18 Attachment: 07-20-2021 Business Meeting - DRAFT (2670 : July Board Meeting Minutes Approval (Staff Contact: Kaylyn M. McCluster)) Board of Supervisors EXECUTIVE SUMMARY ACTION ITEM Agenda Title: July Bill List Approval (online); (Staff Contact: Kimberly G. Van Der Hyde) Staff Contact(s): Kimberly G. Van Der Hyde Agenda Date: August 17, 2021 Item Number: 7.b Attachment(s): Reviewed By: SUMMARY: At each of the Board’s Business Meetings, the County’s Auditors recommend the Board review payments made by the County as oversight of County Fund expenditures. Said July Bill List is found at the below link: https://weblink.pittgov.net/WebLink/Browse.aspx?id=417692&dbid=0&repo=PittGovDocs FINANCIAL IMPACT AND FUNDING SOURCE: Not applicable. RECOMMENDATION: County Staff recommends the Board approve the County’s 2021 July Bill List as presented. MOTION: “I make a Motion to approve the County’s 2021 July Bill List as presented.” 7.b Packet Pg. 19 Board of Supervisors EXECUTIVE SUMMARY ACTION ITEM Agenda Title: Southern Area Agency on Aging Appointment (Anita White); (Staff Contact: Kaylyn M. McCluster) Staff Contact(s): Kaylyn M. McCluster Agenda Date: August 17, 2021 Item Number: 7.c Attachment(s): 07-14-2021 Anita White - Southern Area Agency on Aging Reviewed By: SUMMARY: Anita White’s first term of service on the Southern Area Agency on Aging Board of Directors (“SAAA BOD”) will end this month. Per the Agency’s by-laws, White is eligible for re- appointment. White is also the Chairperson of the SAAA BOD and it recommends her re- appointment. This is a full Board appointment and White’s Interest Form is attached for the Board’s review and consideration. FINANCIAL IMPACT AND FUNDING SOURCE: None. RECOMMENDATION: County Staff recommends the Board re-appoint White to the SAAA BOD for a three (3) year term beginning August 24, 2021, and ending August 24, 2024. MOTION: “I make a Motion to re-appoint White to the SAAA BOD for a three (3) year term beginning August 24, 2021, and ending August 24, 2024.” 7.c Packet Pg. 20 Committee, Board, and Commission Interest Form Name Anita White __________________________________ Date 07-14-2021__________ Address__5062 Golf Club Road___________________________________________________ Phone _434-770-0260_________________________ Voting District Tunstall____________ Email_____anitaawhite60@gmail.com_____________________________________________ Committee, Board, or Commission of Interest_Southern Area Agency on Aging Education Background BA Degree Biology-University of Va.; MA Degree-Webster University; Bachelor’s Degree in Social Work-Longwood University; Master’s Degree in Social Work pending-Virginia Commonwealth University. Occupation Retired Army Officer, Retired Federal Government Employee Why do you want to serve on this Board? I want to be part of an organization that’s committed to providing basic living and quality of life services to the older population of our County. Special Skills/Interests/Qualifications that would be of benefit to appointment As the caregiver of an older adult (my father) I understand the needs and challenges in attaining services and resources to meet the needs of an aging population. I’m in the process of obtaining qualifications as a social worker (Master’s degree) to be able to provide even more professional level services to older adults. *Please feel free to attach a cover letter or resume; although it is not required. DISCLAIMER: The Pittsylvania County Board of Supervisors reserves the absolute legal right to appoint an individual to any Committee, Board, or Commission. Moreover, completion and submission of the Citizen Committee Interest Form does not guarantee an appointment to a committee by the Pittsylvania County Board of Supervisors. 7.c.a Packet Pg. 21 Attachment: 07-14-2021 Anita White - Southern Area Agency on Aging (2671 : Southern Area Agency on Aging Appointment (Anita White); Board of Supervisors EXECUTIVE SUMMARY ACTION ITEM Agenda Title: Dan River ASAP Appointment (James Hodgson); (Staff Contact: Kaylyn M. McCluster) Staff Contact(s): Kaylyn M. McCluster Agenda Date: August 17, 2021 Item Number: 7.d Attachment(s): 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP Reviewed By: SUMMARY: James McLaughlin’s term of service on the Dan River ASAP’s Board of Directors (“BOD”) ends this month. McLaughlin does not desire to be re-appointed. James Hodgson is interested in serving on the Dan River ASAP BOD and his Interest Form is attached for the Board’s review and consideration. This is a full Board appointment. FINANCIAL IMPACT AND FUNDING SOURCE: None. RECOMMENDATION: County Staff recommends the Board appoint Hodgson to the Dan River ASAP BOD for a three (3) year term beginning August 21, 2021, and ending August 21, 2024. MOTION: “I make a Motion to appoint Hodgson to the Dan River ASAP BOD for a three (3) year term beginning August 21, 2021, and ending August 21, 2024.” 7.d Packet Pg. 22 7.d.a Packet Pg. 23 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 24 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 25 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 26 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 27 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 28 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 29 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 30 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 31 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 32 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 33 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 34 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 35 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 36 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 37 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 38 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 39 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 40 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 41 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 42 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 43 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 44 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 45 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 46 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment 7.d.a Packet Pg. 47 Attachment: 05-11-2021 Hodgson- Committee -Board and Commission Interst Form Dan River ASAP (2672 : Dan River ASAP Appointment Board of Supervisors EXECUTIVE SUMMARY ACTION ITEM Agenda Title: Resolution # 2021-08-01 (VA Opioid Fund MOU) Adoption (Staff Contact: J. Vaden Hunt, Esq.) Staff Contact(s): J. Vaden Hunt, Esq. Agenda Date: August 17, 2021 Item Number: 7.e Attachment(s): VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) 2021-08-01 VA Opioid Fund MOU Reviewed By: SUMMARY: The County, through its elected representatives and counsel, and the Commonwealth of Virginia, through the Office of the Attorney General, are separately engaged in litigation seeking to recover costs incurred and to be incurred in abating the opioid addiction epidemic that plagues Virginia communities. The County and the Commonwealth of Virginia share a common desire to abate and alleviate the impacts of the opioid addiction epidemic and to maximize litigation recoveries from those third parties responsible for same. Accordingly, to advance their common interests, the County, and the Commonwealth of Virginia, through counsel, have extensively negotiated the terms of a Memorandum of Understanding (“MOU”) relating to the allocation and use of such litigation recoveries. The County’s outside opioid litigation counsel has recommended that the County approve the proposed MOU. The County Attorney has reviewed the available information about the proposed MOU and concurs with the recommendation of outside counsel. For the Board’s review and consideration, attached is Resolution # 2021-08-01, authorizing, approving, and/or confirming authorization and approval of the attached Virginia Abatement Fund and Settlement Allocation MOU and directing the County Administrator to execute and enter such MOU on the County’s behalf. FINANCIAL IMPACT AND FUNDING SOURCE: Not applicable. RECOMMENDATION: County Staff recommends adopting Resolution # 2021-08-01 as attached and presented. MOTION: “I make a Motion to adopt Resolution # 2021-08-01 as attached and presented.” 7.e Packet Pg. 48 7.e.a Packet Pg. 49 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 50 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 51 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 52 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 53 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 54 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 55 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 56 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 57 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 58 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 59 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 60 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 61 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 62 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 63 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 64 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 65 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 66 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 67 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 68 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 69 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 70 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 71 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 72 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 73 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 74 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 75 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 76 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 77 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 78 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 79 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 80 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 81 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 82 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 83 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 84 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) 7.e.a Packet Pg. 85 Attachment: VA Opioid Abatement Fund MOU (with exhibits) 6.28.21_19603821(1) (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) PITTSYLVANIA COUNTY BOARD OF SUPERVISORS --------------------------------------------------------------------------------------------------------------------- RESOLUTION # 2021-08-01 --------------------------------------------------------------------------------------------------------------------- The following Resolution was adopted at the Pittsylvania County Board of Supervisors’ Regular Business Meeting on August 17, 2021: WHEREAS, Pittsylvania County, Virginia (“County”), through their elected representatives and counsel, and the Commonwealth of Virginia, through the Office of the Attorney General, are separately engaged in litigation seeking to recover costs incurred and to be incurred in abating the opioid addiction epidemic that plagues Virginia communities; WHEREAS, the County and the Commonwealth of Virginia share a common desire to abate and alleviate the impacts of the opioid addiction epidemic and to maximize litigation recoveries from those third parties responsible for same; WHEREAS, to advance their common interests, the County, and the Commonwealth of Virginia, through counsel, have extensively negotiated the terms of a memorandum of understanding relating to the allocation and use of such litigation recoveries; WHEREAS, the County’s outside opioid litigation counsel has recommended that the County approve the proposed Memorandum of Understanding; and WHEREAS, the County Attorney has reviewed the available information about the proposed memorandum of understanding and concurs with the recommendation of outside counsel. NOW, THEREFORE, BE IT RESOLVED by the County, assembled on this day at which a quorum is present, that the County hereby authorizes and approves, or confirms authorization and approval, of the Virginia Abatement Fund and Settlement Allocation Memorandum of Understanding attached hereto and incorporated herein by reference thereto as Exhibit “A”, and directs the County Administrator to execute and enter such Memorandum of Understanding on behalf of the County. Given under my hand this 17th day of August, 2021. ___________ ____________ Robert (“Bob”) W. Warren Chairman, Pittsylvania County Board of Supervisors Attest: __________________ David M. Smitherman Clerk, Pittsylvania County Board of Supervisors 7.e.b Packet Pg. 86 Attachment: 2021-08-01 VA Opioid Fund MOU (2669 : Resolution # 2021-08-01 (VA Opioid Fund MOU) Adoption (Staff Contact: J. Vaden Hunt, Board of Supervisors EXECUTIVE SUMMARY ACTION ITEM Agenda Title: Resolution # 2021-08-02 (2021 County Redistricting Process Criteria) Adoption (Staff Contact: Dave F. Arnold) Staff Contact(s): Dave F. Arnold Agenda Date: August 17, 2021 Item Number: 7.f Attachment(s): 2021-08-02 Redistricting Criteria Reviewed By: SUMMARY: Redistricting is the process of redrawing lines for local election districts and precincts and establishing polling places. The Constitution of Virginia requires any locality that conducts elections by district to change its district boundaries every ten (10) years in the year ending in one (1). The Code of Virginia requires localities to use the most recent decennial population figures from the U.S. Census for the purposes of redistricting and reapportionment. The Virginia Redistricting Commission is responsible for redistricting the congressional and state election districts and the Board is responsible for redistricting the local election districts and precincts For the Board’s review and consideration, attached is Resolution # 2021-08-02, adopting criteria for the Board to follow during the upcoming legally required redistricting process. FINANCIAL IMPACT AND FUNDING SOURCE: Not applicable. RECOMMENDATION: County Staff recommends the Board adopt Resolution # 2021-08-02 as attached and presented. MOTION: “I make a Motion to adopt Resolution # 2021-08-02 as attached and presented.” 7.f Packet Pg. 87 PITTSYLVANIA COUNTY BOARD OF SUPERVISORS ______________________________________________________________________________ RESOLUTION # 2021-08-02 ______________________________________________________________________________ ADOPTION OF 2021 REDISTRICTING PROCESS CRITERIA ______________________________________________________________________________ The following Resolution was adopted at the Pittsylvania County Board of Supervisors’ (“Board”) Regular Business Meeting on August 17, 2021: WHEREAS, redistricting is the process of redrawing lines for local election districts and precincts and establishing polling places; and WHEREAS, the Constitution of Virginia requires any locality that conducts elections by district to change its district boundaries every ten (10) years in the year ending in one (1); and WHEREAS, the Code of Virginia requires localities to use the most recent decennial population figures from the U.S. Census for the purposes of redistricting and reapportionment; and WHEREAS, the Virginia Redistricting Commission is responsible for redistricting the congressional and state election districts; and WHEREAS, the Board is responsible for redistricting the local election districts and precincts; NOW, THEREFORE, BE IT RESOLVED that the Board hereby adopts the following criteria to guide the Board in its efforts to revise local election district boundaries: • Election districts shall be “as nearly equal in population as practicable.” • Election district populations shall not exceed five percent (5%) less or five percent (5 %) more than the ideal district population. • Election districts shall be drawn in a way that assures equal opportunities for racial and ethnic communities to participate in the political process and shall not diminish their right to elect candidates of their choice, as mandated by the Voting Rights Act. • Election districts shall be compact and contiguous, with due regard to natural features and accessibility of voting places. • Election district boundaries shall follow clearly observable boundaries. • Election districts shall avoid splitting precincts, as precincts must be wholly contained within single congressional, state, and local election districts. 7.f.a Packet Pg. 88 Attachment: 2021-08-02 Redistricting Criteria (2693 : Resolution # 2021-08-02 (2021 County Redistricting Process Criteria) Adoption (Staff • Election district boundaries shall preserve communities of interest, to the maximum extent possible. A community of interest means a neighborhood or any geographically defined group of people living in an area who share similar social, cultural, and economic interests. • Election district boundaries shall recognize incumbency of both the Board and the School Board, to the maximum extent permissible under law and consistent with the other criteria, so that existing incumbent office holders remain in separate districts. • Election district boundaries shall maintain existing boundary lines, where possible, if existing locations can be reasonably accommodated. • Election district boundaries shall be politically fair to not unduly favor or disfavor any political party. • The redistricting process should result in meeting the basic representational and constitutional requirement of “one person, one vote,” as applied by the Supreme Court in Reynolds v. Sims. Given under my hand this 17th day of August, 2021. ___________ ____________ Robert (“Bob”) W. Warren Chairman, Pittsylvania County Board of Supervisors Attest: __________________ David M. Smitherman Clerk, Pittsylvania County Board of Supervisors 7.f.a Packet Pg. 89 Attachment: 2021-08-02 Redistricting Criteria (2693 : Resolution # 2021-08-02 (2021 County Redistricting Process Criteria) Adoption (Staff Board of Supervisors EXECUTIVE SUMMARY ACTION ITEM Agenda Title: Water Disconnection Resumption Approval (Staff Contact: Christopher Adcock) Staff Contact(s): Chris Adcock Agenda Date: August 17, 2021 Item Number: 7.g Attachment(s): Reviewed By: SUMMARY: With the recent expiration of Virginia’s COVID-19 State of Emergency, utility disconnections for non-payment can now resume. FINANCIAL IMPACT AND FUNDING SOURCE: As of August 9, 2021, the County’s Public Works Department has approximately $26,000 in non-paid utility bills more than sixty (60) days in arrears. RECOMMENDATION: County Staff recommends the resumption of utility disconnections for non-payment of bills due. MOTION: “I make a Motion to approve the resumption of utility disconnections for non-payment of bills due.” 7.g Packet Pg. 90 Board of Supervisors EXECUTIVE SUMMARY ACTION ITEM Agenda Title: Resolution # 2021-08-05 (Authorization of Submission of Economic Development Administration Grant Application for Critical Improvements for Public Water and Sewer Infrastructure Project) Adoption (Staff Contact: Chris Adcock) Staff Contact(s): Christopher Adcock Agenda Date: August 17, 2021 Item Number: 7.h Attachment(s): 2021-08-05 Sewer Upgrades Reviewed By: SUMMARY: In February, the Pittsylvania County Service Authority (“PCSA’) Board passed Resolution # 2021-02-01 supporting submission of an EDA Public Work Funding Application for Sewer System Improvements. Anticipating PCSA’s dissolution, the West Piedmont Planning District Commission (“WPPDC”), who is helping with the funding application, recommended waiting until the dissolution was complete prior to submitting as the changing ownership of the County’s water and sewer facilities may cause issue with the application. Since that time, the EDA has announced a new Grant Program using American Rescue Plan Act (“ARPA”) monies that now provides eighty percent (80%) funding with a twenty percent (20%) local match. The prior Program only offered fifty percent (50%) funding. Due to the additional funding provided, County Staff recommends expanding the Grant application to include critical wastewater pump station improvements in addition to the Brockway sewer extension and pump replacement project initially identified. The Project’s total estimated cost is approximately $3,000,000, which would require a County match of $600,000 (twenty percent (20%)). To indicate support of the Project and a commitment to providing the funding match, the EDA and the WPPDC recommend the County adopt a support Resolution. For the Board’s review and consideration, Resolution # 2021-08-05, evincing the same, is attached. FINANCIAL IMPACT AND FUNDING SOURCE: County Staff recommends using Water & Sewer Fund Capital Reserves in an amount not to exceed $600,000 for the Program’s twenty percent (20%) match. If approved by the EDA, the funding will allow the improvements identified in a 2019 Pump Station Condition Assessment Report to be completed at a significantly reduced cost. RECOMMENDATION: County Staff recommends the Board adopt Resolution # 2021-08-05 as presented. 7.h Packet Pg. 91 MOTION: “I make a Motion to adopt Resolution # 2021-08-05 as presented.” 7.h Packet Pg. 92 PITTSYLVANIA COUNTY BOARD OF SUPERVISORS ______________________________________________________________________________ RESOLUTION # 2021-08-05 ______________________________________________________________________________ AUTHORIZATION FOR THE SUBMISSION OF AN ECONOMIC DEVELOPMENT ADMINISTRATION GRANT APPLICATION FOR CRITICAL IMPROVEMENTS TO THE COUNTY’S PUBLIC WATER AND SEWER INFRASTRUCTURE PROJECT ______________________________________________________________________________ The following Resolution was adopted at the Pittsylvania County Board of Supervisors’ (“Board”) Regular Business Meeting on August 17, 2021: WHEREAS, the upgrades and improvements to Pittsylvania County, Virginia’s (“County”), water and wastewater systems are primary components of the County's economic development goals; and WHEREAS, the completion of the Critical Improvements for Public Water and Sewer Infrastructure Project (“Project”) is essential for existing industries operating in and new industries being recruited to the County; and WHEREAS, the Project is currently supported by the West Piedmont Regional Comprehensive Economic Development Strategy. THEREFORE, BE IT HEREBY RESOLVED, that the Board authorizes the submission of an application for Grant funding for the Project to the Economic Development Administration and certifies that David M. Smitherman, County Administrator, will serve as the authorizing agent and is responsible for the accuracy of the application and for the appropriate use of all funds granted; and BE IT FURTHER RESOLVED that the County will match an amount not to exceed $600,000 as required match for the Economic Development Administration Grant and to ensure the Project is fully funded. Given under my hand this 17th day of August, 2021. ___________ ____________ Robert (“Bob”) W. Warren Chairman, Pittsylvania County Board of Supervisors Attest: __________________ David M. Smitherman Clerk, Pittsylvania County Board of Supervisors 7.h.a Packet Pg. 93 Attachment: 2021-08-05 Sewer Upgrades (2685 : Resolution # 2021-08-05 (Authorization of Submission of Economic Development Admin) Board of Supervisors EXECUTIVE SUMMARY ACTION ITEM Agenda Title: 2021 Year End County Budget Amendments Approval (Staff Contact: Kimberly G. Van Der Hyde) Staff Contact(s): Kimberly G. Van Der Hyde Agenda Date: August 17, 2021 Item Number: 7.i Attachment(s): 2021 BUDGET YEAREND BUDGET ADJUSTMENTS Reviewed By: SUMMARY: Each year, Departmental/Fund Budgets are reviewed to determine if sufficient Budget amounts exist to cover expenses until year-end. Most of these items are bookkeeping entries required by the County’s Auditors. The attached list shows the amount needed/requested and the reason for the need/request. Said list also contains suggested appropriations for year-end, as well as the categorical changes requested by the School Board. This list has been circulated to all Board members via the Friday Update and will be discussed at the August Finance Committee Meeting. FINANCIAL IMPACT AND FUNDING SOURCE: See attached list. RECOMMENDATION: County Staff recommends the Board approve the attached FY 2021 County Budget Amendments as attached and presented. The transfers have no monetary effect on the County Budget since monies are simply being moved from one (1) line item to the next to cover shortages. The Budget Appropriations included are utilizing 2021 actual revenues that have not been previously budgeted. These appropriations will cover the various line items listed in detail on the attached list. MOTION: “I make a Motion to approve the attached FY 2021 County Budget Amendments as presented.” 7.i Packet Pg. 94 Department Line Items Providing Funds Line Item Description Amount of Transfer/Appropriation Reason for Transfer/Appropriation 2021 Expense Line Item Amount of Transfer/Appropriation YEAR-END TRANSFERS: General Fund:TRANSFER Year-End Bookkeeping Budgetary Adjustments Non-Departmental 100-4-091200-8109 Grants Local Match/Contingency (197,836.15) 100-4-012100-8105 (Fleet-Cap Outlay-Veh)18,891.41 100-4-012210-3150 (County Atty-Legal)5,868.21 100-4-012320-various (Reassessment)68,402.39 100-4-032200-various (Public Safety-Salary)35,119.00 100-4-035500-583999 (Vaccine Clinic)-Will be reimbursed by FEMA 44,555.14 100-4-091200-5698 (Summer Intern Program)25,000.00 DSS: DSS Administration 201-4-053100-1050 DSS-Clerical Pass-thru (33,158.03)201-4-053200-5706 33,158.03 Solid Waste Fund: Solid Waste-Collections 520-4-042300-various Collections-Operational Budget (104,095.79)520-4-042400-various 104,095.79 TRANSFER Schools 205 School Transfers - Year-End Categorical Changes- See Attached Spreadsheet from the School Board 205-4-061000-1120 (Instruction)(2,580,750.00) 205-4-062000-1800 (General Support)(248,255.96) 205-4-063000-3400 (Pupil Transport)(706,311.06) 205-4-064000-3300 (Maintenance)4,518,325.48 205-4-065000-3179 (Non-Instructional)1,111,377.06 205-4-067000-5700 (Technology)192,996.00 205-4-070000-8109 (Contingency Reserves)(2,287,381.52) Pittsylvania County FY 2021 Year-End Budget Adjustments 7.i.a Packet Pg. 95 Attachment: 2021 BUDGET YEAREND BUDGET ADJUSTMENTS (2668 : 2021 Year End County Budget Department Line Items Providing Funds Line Item Description Amount of Transfer/Appropriation Reason for Transfer/Appropriation 2021 Expense Line Item Amount of Transfer/Appropriation Pittsylvania County FY 2021 Year-End Budget Adjustments YEAR-END APPROPRIATIONS: APPROPRIATION Fire & Rescue 100-3-000000-130311 EMS Rescue Billing Fees/Services 322,915.69 Pittsylvania County hired EMTs to provide additional support to volunteer rescue agencies. The County started billing for these services on July 2020 100-4-032200-various 322,812.37 100-4-032214-6008 103.32 APPROPRIATION Sale of Surplus Property 100-3-000000-150215 Sale of Surplus Property 29,503.40 Pittsylvania County sold surplus property and used the proceeds to purchase vehicles for County Administration/Sheriff's Office 100-4-012100-8105 28,253.40 100-4-031200-8105 1,250.00 APPROPRIATION Donations-Project Lifesaver 100-3-000000-189903 Project Lifesaver-Donations 500.00 We receive donations for the Project Lifesaver Program at the Sheriff's office. We received monies during the year that need to be appropriated back to the Project Lifesaver Expenditure line item 100-4-031200-5882 500.00 APPROPRIATION Donations-Halloween 100-3-000000-189913 Halloween-Contributions 250.00 We receive donations for the Trunk or Treat event that is sponsored by the Sheriff's office. We received monies during the year that need to be appropriated back to the Halloween Expenditure line item.100-4-031200-5878 250.00 7.i.a Packet Pg. 96 Attachment: 2021 BUDGET YEAREND BUDGET ADJUSTMENTS (2668 : 2021 Year End County Budget Department Line Items Providing Funds Line Item Description Amount of Transfer/Appropriation Reason for Transfer/Appropriation 2021 Expense Line Item Amount of Transfer/Appropriation Pittsylvania County FY 2021 Year-End Budget Adjustments APPROPRIATION Donations-DARE 100-3-000000-189914 DARE-Contributions 4,000.00 We receive donations to support the DARE program supported in the schools by the Sheriff's Office. We need to appropriate these funds to be used for DARE program expenses.100-4-031200-6002 4,000.00 APPROPRIATION Soil & Water Conservation 100-3-000000-240415 Soil & Water Conservation 31,425.40 SWCD pays 100% of their payroll with Pittsylvania County. An estimate was used to determine the budget for the year and SWCD was short of budget dollars by this amount.100-4-082400-various 31,425.40 APPROPRIATION Grants 250-3-000000-094262 DRF-Leadership Training Grant 24,666.00 Danville Regional Foundation approved this grant to increase leadership and management capacity development skills 250-4-094262-5540 24,666.00 APPROPRIATION WIA Grants 251-3-000000-410502 Unobligated Admin Fees 3,273.82 Amounts received by the WIB to administer the Harvest Foundation and TANF Grants 251-4-353665-6014 3,273.82 APPROPRIATION Capital Improvements Fund 310-3-000000-180301 Building & Grounds Improvements 73,796.93 Reimbursement amount received for the renovation of the Hancock Building and a VACORP Insurance Claim 310-4-094130-8158 73,796.93 APPROPRIATION Courthouse Maintenance Fund 312-3-000000-410501 Courthouse Maintenance 1,879.11 Use of Courthouse Maintenance funds to renovate different areas of the courthouse 312-4-043200-3310 1,879.11 7.i.a Packet Pg. 97 Attachment: 2021 BUDGET YEAREND BUDGET ADJUSTMENTS (2668 : 2021 Year End County Budget Department Line Items Providing Funds Line Item Description Amount of Transfer/Appropriation Reason for Transfer/Appropriation 2021 Expense Line Item Amount of Transfer/Appropriation Pittsylvania County FY 2021 Year-End Budget Adjustments APPROPRIATION Social Services IDA Bond Fund 420-3-000000-410501 IDA Bond Proceeds 6,232.05 Remaining bond proceeds for the Human Services Building used to repair HVAC controls 325-4-081500-82322 6,232.05 APPROPRIATION Water & Sewer 501-3-000000-180301 Water & Sewer-Expenditure Refunds 1,950.00 Reimbursement by the City of Danville for DEQ permits for Construction of sewer line at at Berry Hill Megasite 501-4-043221-3163 1,950.00 APPROPRIATION Solid Waste-Sale of Surplus Property 520-3-000000-150215 Solid Waste-Sale of Surplus Property 35,817.01 Several pieces of landfill equipment were sold and the proceeds are being used to cover the cost of new landfill equipment 520-4-094110-8125 35,817.01 APPROPRIATION Solid Waste-Bond Proceeds 520-3-000000-410401 Solid Waste-Bond Proceeds 829,183.44 Solid Waste VRA loan proceeds to cover equipment purchases and engineering costs associated with landfill/convenience center construction 520-4-094110-8125 579,183.44 520-4-094120-8146 250,000.00 TOTAL APPROPRIATION 1,365,392.85 1,365,392.85 7.i.a Packet Pg. 98 Attachment: 2021 BUDGET YEAREND BUDGET ADJUSTMENTS (2668 : 2021 Year End County Budget 7.i.a Packet Pg. 99 Attachment: 2021 BUDGET YEAREND BUDGET ADJUSTMENTS (2668 : 2021 Year End County Budget Amendments Approval (Staff Contact: 7.i.aPacket Pg. 100Attachment: 2021 BUDGET YEAREND BUDGET ADJUSTMENTS (2668 : 2021 Year End County Budget 7.i.a Packet Pg. 101 Attachment: 2021 BUDGET YEAREND BUDGET ADJUSTMENTS (2668 : 2021 Year End County Budget Amendments Approval (Staff Contact: 7.i.a Packet Pg. 102 Attachment: 2021 BUDGET YEAREND BUDGET ADJUSTMENTS (2668 : 2021 Year End County Budget Amendments Approval (Staff Contact: 7.i.a Packet Pg. 103 Attachment: 2021 BUDGET YEAREND BUDGET ADJUSTMENTS (2668 : 2021 Year End County Budget Amendments Approval (Staff Contact: 7.i.a Packet Pg. 104 Attachment: 2021 BUDGET YEAREND BUDGET ADJUSTMENTS (2668 : 2021 Year End County Budget Amendments Approval (Staff Contact: 7.i.a Packet Pg. 105 Attachment: 2021 BUDGET YEAREND BUDGET ADJUSTMENTS (2668 : 2021 Year End County Budget Amendments Approval (Staff Contact: 7.i.a Packet Pg. 106 Attachment: 2021 BUDGET YEAREND BUDGET ADJUSTMENTS (2668 : 2021 Year End County Budget Amendments Approval (Staff Contact: 7.i.a Packet Pg. 107 Attachment: 2021 BUDGET YEAREND BUDGET ADJUSTMENTS (2668 : 2021 Year End County Budget Amendments Approval (Staff Contact: 7.i.a Packet Pg. 108 Attachment: 2021 BUDGET YEAREND BUDGET ADJUSTMENTS (2668 : 2021 Year End County Budget Amendments Approval (Staff Contact: 7.i.a Packet Pg. 109 Attachment: 2021 BUDGET YEAREND BUDGET ADJUSTMENTS (2668 : 2021 Year End County Budget Amendments Approval (Staff Contact: Board of Supervisors EXECUTIVE SUMMARY ACTION ITEM Agenda Title: Resolution # 2021-08-06 (WPPDC Charter Amendment Approval) Adoption (Staff Contact: David M. Smitherman) Staff Contact(s): David M. Smitherman Agenda Date: August 17, 2021 Item Number: 7.j Attachment(s): 2021-08-06 WPPDC Charter Agreement Reviewed By: SUMMARY: At its meeting on May 27, 2021, the West Piedmont Planning District Commission (“WPPDC”) Board of Commissioners voted to seek the concurrence of the local governing bodies comprising its membership pertaining to proposed amendments to its Charter. The proposed amendments are not substantive regarding how WPPDC has traditionally carried out its business, but rather the changes are to document clarity and consistency in its operations. For the Board’s review and consideration, attached is the WPPDC’s revised Charter, as well as Resolution # 2021-08-06, supporting the same. FINANCIAL IMPACT AND FUNDING SOURCE: None. RECOMMENDATION: County Staff recommends the Board adopt Resolution # 2021-08-06 as attached and presented. MOTION: “I make a Motion to adopt Resolution # 2021-08-06 as attached and presented.” 7.j Packet Pg. 110 PITTSYLVANIA COUNTY BOARD OF SUPERVISORS __________________________________________________________________________________________ RESOLUTION # 2021-08-06 __________________________________________________________________________________________ AMENDMENTS TO WPPDC CHARTER AGREEMENT __________________________________________________________________________________________ The following Resolution was adopted at the Pittsylvania County Board of Supervisors’ (“Board”) Regular Business Meeting on August 17, 2021: WHEREAS, the West Piedmont Planning District Commission (“WPPDC”) serves the Counties of Franklin, Henry, Patrick, and Pittsylvania; the Cities of Danville and Martinsville; and the Town of Rocky Mount providing an extensive array of services intended to promote regional cooperation and collaboration as well as direct technical assistance to individual communities; and WHEREAS, the WPPDC was created in accordance with § 15.2-2210 of the Code of Virginia, 1950, as amended, and was chartered by the aforementioned localities via a Charter Agreement dated March 15, 1970, and subsequently amended March 15, 1973; and WHEREAS, Article IX of the Charter Agreement, which addresses amendments to said Agreement, states it may only be amended, supplemented, or superseded by concurring resolutions from a majority of the member governmental subdivision constituting the membership of the WPPDC; and WHEREAS, at a meeting held May 27, 2021, the WPPDC Board of Commissioners considered and approved proposed revisions to its Charter Agreement and hereby seeks concurrence by its local government members for these revisions which are detailed in the attachments accompanying this Resolution. NOW THEREFORE, BE IT RESOLVED, the Board hereby concurs with the proposed revisions to the Charter Agreement the WPPDC duly considered, recommended, and approved by its Board of Commissioners at its May 27, 2021, Meeting. Given under my hand this 17th day of August, 2021. ___________ ____________ Robert (“Bob”) W. Warren Chairman, Pittsylvania County Board of Supervisors Attest: __________________ David M. Smitherman Clerk, Pittsylvania County Board of Supervisors 7.j.a Packet Pg. 111 Attachment: 2021-08-06 WPPDC Charter Agreement (2692 : Resolution # 2021-08-06 (WPPDC Charter Agreement) Adoption (Staff Contact: Board of Supervisors EXECUTIVE SUMMARY ACTION ITEM Agenda Title: Resolution # 2021-08-07 (TLAC No Wake Surfing Regulation) Adoption (Staff Contact: Emily S. Ragsdale) Staff Contact(s): Emily S. Ragsdale Agenda Date: August 17, 2021 Item Number: 7.k Attachment(s): 2021-08-07 TLAC Reviewed By: SUMMARY: On August 10, 2021, the Tri-County Lakes Administrative Commission (“TLAC”) Board voted to establish No Wake Surfing Zones on Smith Mountain and Leesville Lakes. Based on the revised Organizational Cooperative Agreement (“Agreement”) for TLAC that Pittsylvania County entered on July 1, 2014, TLAC was established to carry out lake planning duties as assigned by the Board of Supervisors of the several counties. Since the specific duties in the Agreement did not include accepting applications for the establishment of No Wake Surfing Zones, a Resolution must be adopted by each Board of Supervisors giving TLAC the ability to accept applications. For the Board’s review and consideration, Resolution # 2021-08-07 evincing the same is attached. FINANCIAL IMPACT AND FUNDING SOURCE: None. RECOMMENDATION: County Staff recommends the Board adopt Resolution # 2021-08-07 as attached and presented. MOTION: “I make a Motion to adopt Resolution # 2021-08-07 as attached and presented.” 7.k Packet Pg. 112 PITTSYLVANIA COUNTY BOARD OF SUPERVISORS ______________________________________________________________________________ RESOLUTION # 2021-08-07 ______________________________________________________________________________ TLAC NO WAKE SURFING REGULATION AT SMITH MOUNTAIN AND LEESVILLE LAKES ______________________________________________________________________________ The following Resolution was adopted at the Pittsylvania County Board of Supervisors’ (“Board”) Regular Business Meeting on August 17, 2021: WHEREAS, the “Purpose Clause” of the Cooperative Agreement (“Agreement”) states that the Tri-County Lakes Administrative Commission (“TLAC”) is established to carry out lake planning duties as may be assigned by Board of Supervisors of the several counties; and WHEREAS, specific duties set out in the Purpose Clause do not include the acceptance of applications for the placement of no wake surfing buoys; and WHEREAS, wake surfing has become a major issue at Smith Mountain and Leesville Lakes and it is the opinion of the Board that some level of regulation is necessary. NOW THEREFORE BE IT RESOLVED, in addition to the specific powers set for in the Purpose Clause of the aforesaid Agreement, TLAC is granted the authority by the Board to prepare the form of the application and procedures, to accept No Wake Surfing Buoy applications, to conduct public hearings related to the establishment of No Wake Surfing Zones, and for the making of a recommendations as to the placement of No Wake Surfing buoys to the Department of Wildlife Resources. Given under my hand this 17th day of August, 2021. ___________ ____________ Robert (“Bob”) W. Warren Chairman, Pittsylvania County Board of Supervisors Attest: __________________ David M. Smitherman Clerk, Pittsylvania County Board of Supervisors 7.k.a Packet Pg. 113 Attachment: 2021-08-07 TLAC (2691 : Resolution # 2021-08-07 (TLAC No Wake Surfing Regulation) Adoption (Staff Contact: Emily S. Ragsdal) Board of Supervisors EXECUTIVE SUMMARY INFORMATION ITEM Agenda Title: Intern Recognition Presentation (Staff Contact: Richard N. Hicks) Staff Contact(s): Richard N. Hicks Agenda Date: August 17, 2021 Item Number: 8.a Attachment(s): Reviewed By: In partnership with many area agencies, the County supported a Summer Youth Work Program that provided meaningful work experience for approximately twenty-five (25) County High School and post-graduate students. Interested students had the chance to apply for individual positions and the County hosted nine (9) interns in six (6) County Departments. The interns were able to get real life work experience and learning opportunities in different career fields, all while providing great service to the County and its citizens. County Staff would like to recognize these interns and allow them a moment to express what the internship meant to them. 8.a Packet Pg. 114 Board of Supervisors EXECUTIVE SUMMARY ACTION ITEM Agenda Title: Public Hearing: Case R-21-018; Olde Dominion Agricultural Foundation, Inc; Rezoning from M-1, Industrial District, Light Industry, to A-1, Agricultural District (Supervisor Miller) Staff Contact(s): Emily S. Ragsdale Agenda Date: August 17, 2021 Item Number: 10.A.1 Attachment(s): R-21-018 ODAC App R-21-018 ODAC Map Reviewed By: SUMMARY: In Case R-21-018, Olde Dominion Agricultural Foundation (“Petitioner”) has petitioned to rezone 2.39 acres from M-1, Industrial District, Light Industry, to A-1, Agricultural District (to combine with an adjacent parcel zoned A-1). The subject property is located off U.S. Hwy. 29, in the Banister Election District, and shown on the Tax Maps as GPIN # 2417-85-5085. Once the property is rezoned to A-1, all uses listed under Pittsylvania County Code § 35-178 are permitted. On July 6, 2021, the Planning Commission recommended, by an 8-0 vote, with no opposition, that the Petitioner’s request be granted. The County Staff Summary is attached. FINANCIAL IMPACT AND FUNDING SOURCE: None. RECOMMENDATION: County Staff recommends approval of Case R-21-018 as presented. The subject property is adjacent to properties currently zoned A-1, Agricultural District, and the rezoning would be consistent with the County’s Comprehensive Plan. MOTION: “In Case R-21-018, I make a Motion to approve the rezoning of 2.39 acres from M-1, Industrial District, Light Industry, to A-1, Agricultural District, to allow the property to be consolidated with an adjacent parcel. The rezoning would be consistent with the County’s Comprehensive Plan.” 10.A.1 Packet Pg. 115 10.A.1.a Packet Pg. 116 Attachment: R-21-018 ODAC App (2679 : Public Hearing: Case R-21-018; Olde Dominion Agricultural Foundation, Inc) 10.A.1.a Packet Pg. 117 Attachment: R-21-018 ODAC App (2679 : Public Hearing: Case R-21-018; Olde Dominion Agricultural Foundation, Inc) 10.A.1.a Packet Pg. 118 Attachment: R-21-018 ODAC App (2679 : Public Hearing: Case R-21-018; Olde Dominion Agricultural Foundation, Inc) 10.A.1.a Packet Pg. 119 Attachment: R-21-018 ODAC App (2679 : Public Hearing: Case R-21-018; Olde Dominion Agricultural Foundation, Inc) 10.A.1.a Packet Pg. 120 Attachment: R-21-018 ODAC App (2679 : Public Hearing: Case R-21-018; Olde Dominion Agricultural Foundation, Inc) 10.A.1.a Packet Pg. 121 Attachment: R-21-018 ODAC App (2679 : Public Hearing: Case R-21-018; Olde Dominion Agricultural Foundation, Inc) 10.A.1.a Packet Pg. 122 Attachment: R-21-018 ODAC App (2679 : Public Hearing: Case R-21-018; Olde Dominion Agricultural Foundation, Inc) 10.A.1.b Packet Pg. 123 Attachment: R-21-018 ODAC Map (2679 : Public Hearing: Case R-21-018; Olde Dominion Agricultural Foundation, Inc) 10.A.1.b Packet Pg. 124 Attachment: R-21-018 ODAC Map (2679 : Public Hearing: Case R-21-018; Olde Dominion Agricultural Foundation, Inc) Board of Supervisors EXECUTIVE SUMMARY ACTION ITEM Agenda Title: Public Hearing: Case R-21-019; Wesley Lee Francis; Rezoning from R-1, Residential Suburban Subdivision District, to A-1, Agricultural District (Supervisor Miller) Staff Contact(s): Emily S. Ragsdale Agenda Date: August 17, 2021 Item Number: 10.A.2 Attachment(s): Case R-21-019 Francis App Case R-21-019 Francis Map Reviewed By: SUMMARY: In Case R-21-019, Wesley Lee Francis (“Petitioner”) has petitioned to rezone 3.79 acres from R- 1, Residential Suburban Subdivision District, to A-1, Agricultural District (to combine with an adjacent property zoned A-1). The subject property is located on Brownville Heights Lane, in the Banister Election District, and shown on the Tax Maps as GPIN # 2465-52-1141. Once the property is rezoned to A-1, all uses listed under Pittsylvania County Code § 35-178 are permitted. On July 6, 2021, the Planning Commission recommended, by an 8-0 vote, with no opposition, that the Petitioner’s request be granted. The County Staff Summary is attached. FINANCIAL IMPACT AND FUNDING SOURCE: None. RECOMMENDATION: County Staff recommends approval of Case R-21-019 as presented. The subject property is adjacent to properties currently zoned A-1, Agricultural District, and the rezoning would be consistent with the County’s Comprehensive Plan. MOTION: “In Case R-21-019, I make a Motion to approve the rezoning of 3.79 acres from R-1, Residential Suburban Subdivision District, to A-1, Agricultural District, to allow the property to be consolidated with an adjacent property. The rezoning would be consistent with the County’s Comprehensive Plan.” 10.A.2 Packet Pg. 125 10.A.2.a Packet Pg. 126 Attachment: Case R-21-019 Francis App (2687 : Public Hearing: Case R-21-019; Wesley Lee Francis) 10.A.2.a Packet Pg. 127 Attachment: Case R-21-019 Francis App (2687 : Public Hearing: Case R-21-019; Wesley Lee Francis) 10.A.2.a Packet Pg. 128 Attachment: Case R-21-019 Francis App (2687 : Public Hearing: Case R-21-019; Wesley Lee Francis) 10.A.2.a Packet Pg. 129 Attachment: Case R-21-019 Francis App (2687 : Public Hearing: Case R-21-019; Wesley Lee Francis) 10.A.2.a Packet Pg. 130 Attachment: Case R-21-019 Francis App (2687 : Public Hearing: Case R-21-019; Wesley Lee Francis) 10.A.2.a Packet Pg. 131 Attachment: Case R-21-019 Francis App (2687 : Public Hearing: Case R-21-019; Wesley Lee Francis) 10.A.2.a Packet Pg. 132 Attachment: Case R-21-019 Francis App (2687 : Public Hearing: Case R-21-019; Wesley Lee Francis) 10.A.2.a Packet Pg. 133 Attachment: Case R-21-019 Francis App (2687 : Public Hearing: Case R-21-019; Wesley Lee Francis) 10.A.2.a Packet Pg. 134 Attachment: Case R-21-019 Francis App (2687 : Public Hearing: Case R-21-019; Wesley Lee Francis) 10.A.2.a Packet Pg. 135 Attachment: Case R-21-019 Francis App (2687 : Public Hearing: Case R-21-019; Wesley Lee Francis) 10.A.2.a Packet Pg. 136 Attachment: Case R-21-019 Francis App (2687 : Public Hearing: Case R-21-019; Wesley Lee Francis) 10.A.2.b Packet Pg. 137 Attachment: Case R-21-019 Francis Map (2687 : Public Hearing: Case R-21-019; Wesley Lee Francis) Board of Supervisors EXECUTIVE SUMMARY ACTION ITEM Agenda Title: Public Hearing: Case R-21-020; Terry Parsons; Rezoning from R-1, Residential Suburban Subdivision District, to A-1, Agricultural District (Supervisor Farmer) Staff Contact(s): Emily S. Ragsdale Agenda Date: August 17, 2021 Item Number: 10.A.3 Attachment(s): Case R-21-020 Parsons App Case R-21-020 Parsons Map Reviewed By: SUMMARY: In Case R-21-020, Terry Parsons (“Petitioner”) has petitioned to rezone 17.20 acres from R-1, Residential Suburban Subdivision District, to A-1, Agricultural District (to allow for agricultural uses). The subject properties are located on State Road 917/Ray Mill Road, in the Callands- Gretna Election District, and shown on the Tax Maps as GPIN #s 2540-44-8740 and 2540-63- 0961. Once the properties are rezoned to A-1, all uses listed under Pittsylvania County Code § 35-178 are permitted. On July 6, 2021, the Planning Commission recommended, by an 8-0 vote, with no opposition, that the Petitioner’s request be granted. The County Staff Summary is attached. FINANCIAL IMPACT AND FUNDING SOURCE: None. RECOMMENDATION: County Staff recommends approval of Case R-21-020 as presented. The subject properties are adjacent to properties currently zoned A-1, Agricultural District, and the rezoning would be consistent with the County’s Comprehensive Plan. MOTION: “In Case R-21-020, I make a Motion to approve the rezoning of 17.20 acres from R-1, Residential Suburban Subdivision District, to A-1, Agricultural District, to allow the property to be used for agricultural purposes. The rezoning would be consistent with the County’s Comprehensive Plan.” 10.A.3 Packet Pg. 138 10.A.3.a Packet Pg. 139 Attachment: Case R-21-020 Parsons App (2688 : Public Hearing: Case R-21-020; Terry Parsons) 10.A.3.a Packet Pg. 140 Attachment: Case R-21-020 Parsons App (2688 : Public Hearing: Case R-21-020; Terry Parsons) 10.A.3.a Packet Pg. 141 Attachment: Case R-21-020 Parsons App (2688 : Public Hearing: Case R-21-020; Terry Parsons) 10.A.3.a Packet Pg. 142 Attachment: Case R-21-020 Parsons App (2688 : Public Hearing: Case R-21-020; Terry Parsons) 10.A.3.a Packet Pg. 143 Attachment: Case R-21-020 Parsons App (2688 : Public Hearing: Case R-21-020; Terry Parsons) 10.A.3.a Packet Pg. 144 Attachment: Case R-21-020 Parsons App (2688 : Public Hearing: Case R-21-020; Terry Parsons) 10.A.3.a Packet Pg. 145 Attachment: Case R-21-020 Parsons App (2688 : Public Hearing: Case R-21-020; Terry Parsons) 10.A.3.a Packet Pg. 146 Attachment: Case R-21-020 Parsons App (2688 : Public Hearing: Case R-21-020; Terry Parsons) 10.A.3.a Packet Pg. 147 Attachment: Case R-21-020 Parsons App (2688 : Public Hearing: Case R-21-020; Terry Parsons) 10.A.3.a Packet Pg. 148 Attachment: Case R-21-020 Parsons App (2688 : Public Hearing: Case R-21-020; Terry Parsons) 10.A.3.b Packet Pg. 149 Attachment: Case R-21-020 Parsons Map (2688 : Public Hearing: Case R-21-020; Terry Parsons) Board of Supervisors EXECUTIVE SUMMARY ACTION ITEM Agenda Title: Public Hearing: Case R-21-021; Garnette Short; Rezoning from R-1, Residential Suburban Subdivision District, to A-1, Agricultural District (Supervisor Dudley) Staff Contact(s): Emily S. Ragsdale Agenda Date: August 17, 2021 Item Number: 10.A.4 Attachment(s): Case R-21-021 Short App Case R-21-021 Short Map Reviewed By: SUMMARY: In Case R-21-021, Garnette Short (“Petitioner”) has petitioned to rezone a total of 7.0 acres from R-1, Residential Suburban Subdivision District, to A-1, Agricultural District (to allow for agricultural uses). The subject properties are located off Gallows Road, in the Staunton River Election District, and shown on the Tax Maps as GPIN #s 2525-98-1095 and 2525-88-7016. Once the properties are rezoned to A-1, all uses listed under Pittsylvania County Code § 35-178 are permitted. On July 6, 2021, the Planning Commission recommended, by an 8-0 vote, with no opposition, that the Petitioner’s request be granted. The County Staff Summary is attached. FINANCIAL IMPACT AND FUNDING SOURCE: None. RECOMMENDATION: County Staff recommends approval of Case R-21-021 as presented. The subject properties are adjacent to properties currently zoned A-1, Agricultural District, and the rezoning would be consistent with the County’s Comprehensive Plan. MOTION: “In Case R-21-021, I make a Motion to approve the rezoning of 7.0 acres from R-1, Residential Suburban Subdivision District, to A-1, Agricultural District, to allow the properties to be used for agricultural purposes. The rezoning would be consistent with the County’s Comprehensive Plan.” 10.A.4 Packet Pg. 150 10.A.4.a Packet Pg. 151 Attachment: Case R-21-021 Short App (2689 : Public Hearing: Case R-21-021; Garnette Short) 10.A.4.a Packet Pg. 152 Attachment: Case R-21-021 Short App (2689 : Public Hearing: Case R-21-021; Garnette Short) 10.A.4.a Packet Pg. 153 Attachment: Case R-21-021 Short App (2689 : Public Hearing: Case R-21-021; Garnette Short) 10.A.4.a Packet Pg. 154 Attachment: Case R-21-021 Short App (2689 : Public Hearing: Case R-21-021; Garnette Short) 10.A.4.a Packet Pg. 155 Attachment: Case R-21-021 Short App (2689 : Public Hearing: Case R-21-021; Garnette Short) 10.A.4.a Packet Pg. 156 Attachment: Case R-21-021 Short App (2689 : Public Hearing: Case R-21-021; Garnette Short) 10.A.4.a Packet Pg. 157 Attachment: Case R-21-021 Short App (2689 : Public Hearing: Case R-21-021; Garnette Short) 10.A.4.a Packet Pg. 158 Attachment: Case R-21-021 Short App (2689 : Public Hearing: Case R-21-021; Garnette Short) 10.A.4.b Packet Pg. 159 Attachment: Case R-21-021 Short Map (2689 : Public Hearing: Case R-21-021; Garnette Short) Board of Supervisors EXECUTIVE SUMMARY ACTION ITEM Agenda Title: Public Hearing: Case R-21-023; Mildred Lumpkin; Rezoning from MHP, Residential Manufactured Housing Park District, to A-1, Agricultural District (Supervisor Farmer) Staff Contact(s): Emily S, Ragsdale Agenda Date: August 17, 2021 Item Number: 10.A.5 Attachment(s): R-21-023 Lumpkin App R-21-023 Lumpkin Map Reviewed By: SUMMARY: In Case R-21-023, Mildred Lumpkin (“Petitioner”) has petitioned to rezone 1.083 acres from MHP, Residential Manufactured Housing Park District, to A-1, Agricultural District (to combine with an adjacent parcel zoned A-1). The subject property is located on State Road 626/Smith Mountain Road, in the Callands-Gretna Election District, and shown on the Tax Maps as part of GPIN # 1563-51-3172. Once the property is rezoned to A-1, all uses listed under Pittsylvania County Code § 35-178 are permitted. On July 6, 2021, the Planning Commission recommended, by an 8-0 vote, with no opposition, that the Petitioner’s request be granted. The County Staff Summary is attached. FINANCIAL IMPACT AND FUNDING SOURCE: None. RECOMMENDATION: County Staff recommends approval of Case R-21-023 as presented. The subject property is adjacent to properties currently zoned A-1, Agricultural District, and the rezoning would be consistent with the County’s Comprehensive Plan. MOTION: “In Case R-21-023, I make a Motion to approve the rezoning of 1.083 acres from MHP, Residential Manufactured Housing Park District, to A-1, Agricultural District, to allow the property to be consolidated with an adjacent parcel. The rezoning would be consistent with the County’s Comprehensive Plan.” 10.A.5 Packet Pg. 160 10.A.5.a Packet Pg. 161 Attachment: R-21-023 Lumpkin App (2690 : Public Hearing: Case R-21-023; Mildred Lumpkin) 10.A.5.a Packet Pg. 162 Attachment: R-21-023 Lumpkin App (2690 : Public Hearing: Case R-21-023; Mildred Lumpkin) 10.A.5.a Packet Pg. 163 Attachment: R-21-023 Lumpkin App (2690 : Public Hearing: Case R-21-023; Mildred Lumpkin) 10.A.5.a Packet Pg. 164 Attachment: R-21-023 Lumpkin App (2690 : Public Hearing: Case R-21-023; Mildred Lumpkin) 10.A.5.a Packet Pg. 165 Attachment: R-21-023 Lumpkin App (2690 : Public Hearing: Case R-21-023; Mildred Lumpkin) 10.A.5.a Packet Pg. 166 Attachment: R-21-023 Lumpkin App (2690 : Public Hearing: Case R-21-023; Mildred Lumpkin) 10.A.5.a Packet Pg. 167 Attachment: R-21-023 Lumpkin App (2690 : Public Hearing: Case R-21-023; Mildred Lumpkin) 10.A.5.a Packet Pg. 168 Attachment: R-21-023 Lumpkin App (2690 : Public Hearing: Case R-21-023; Mildred Lumpkin) 10.A.5.a Packet Pg. 169 Attachment: R-21-023 Lumpkin App (2690 : Public Hearing: Case R-21-023; Mildred Lumpkin) 10.A.5.a Packet Pg. 170 Attachment: R-21-023 Lumpkin App (2690 : Public Hearing: Case R-21-023; Mildred Lumpkin) 10.A.5.b Packet Pg. 171 Attachment: R-21-023 Lumpkin Map (2690 : Public Hearing: Case R-21-023; Mildred Lumpkin) 10.A.5.b Packet Pg. 172 Attachment: R-21-023 Lumpkin Map (2690 : Public Hearing: Case R-21-023; Mildred Lumpkin) Board of Supervisors EXECUTIVE SUMMARY ACTION ITEM Agenda Title: Public Hearing: S.R. 794 (Old Mine Road) "No Through Trucks Restrictions VDOT Study Recommendation" (Contact: Supervisor Farmer) Staff Contact(s): Supervisor Farmer Agenda Date: August 17, 2021 Item Number: 10.B.1 Attachment(s): 08-17-2021 No Through Trucks - Old Mine Road 2021-08-03 Old Mine Road - No Through Trucks Reviewed By: SUMMARY: Supervisor Farmer has requested the County conduct a Public Hearing recommending a VDOT study of potential no through truck restrictions on Old Mine Road. For the Board’s review and consideration, attached is Resolution # 2021-08-03 supporting the same. This Public Hearing was advertised as legally required in The Chatham Star Tribune on August 4, 2021, and August 11, 2021. FINANCIAL IMPACT AND FUNDING SOURCE: None. RECOMMENDATION: Following conducting the legally required Public Hearing, County Staff recommends the Board adopt Resolution # 2021-08-03 as attached and presented. MOTION: “I make a Motion to adopt Resolution # 2021-08-03 as attached and presented.” 10.B.1 Packet Pg. 173 PUBLIC HEARING NOTICE The Pittsylvania County Board of Supervisors will hold a Public Hearing at 7:00 p.m. on Tuesday, August 17, 2021, at the Board Meeting Room, 39 Bank Street, Chatham, Virginia 24531, to receive citizen input on potential Through Truck Restrictions on Old Mine Road. The proposed Restrictions are as follows: Rt. 794 (Old Mine Road) from U.S. Hwy. 29 to Rt. 40 (West Gretna Road); (5.2 miles total distance). The proposed alternate route has the same termini as the Restriction. Directions for the alternate route are as follows: from the Rt. 794/U.S. Hwy. 29 intersection, take U.S. Hwy. 29 North to Rt. 40, then go West on Rt. 40 to Rt. 40/Rt. 794 intersection (8.7 miles total distance). The full text of the proposed revisions is available in the Pittsylvania County Administration Building, 1 Center Street, Chatham, Virginia, 24531, on Monday through Friday, 8:00 a.m. to 5:00 p.m., and on the County’s website, www.pittsylvaniacountyva.gov. 10.B.1.a Packet Pg. 174 Attachment: 08-17-2021 No Through Trucks - Old Mine Road (2681 : Public Hearing: S.R. 794 (Old Mine Road) "No Through Trucks PITTSYLVANIA COUNTY BOARD OF SUPERVISORS RESOLUTION # 2021-08-03 NO THROUGH TRUCKS STUDY – OLD MINE ROAD __________________________________________________________________________________________ VIRGINIA: At its Business Meeting on Tuesday, August 17, 2021, the Pittsylvania County Board of Supervisors (“Board”) adopted the following Resolution: WHEREAS, numerous citizens have complained to the Board about heavy truck traffic on Old Mine Road in Pittsylvania County, Virginia (“County”); and WHEREAS, County citizens requested that the Board consider “No Through Trucks” signs on this road to improve the safety and welfare of the community, protect the children and school buses on the road, and reduce the potential of serious accidents on this secondary road; and WHEREAS, the Board held a public hearing on Tuesday, August 17, 2021, to receive citizen input on the consideration of “No Through Trucks” on Route 794 (Old Mine Road) from U.S. Hwy. 29 to Rt. 40 (West Gretna Road); (5.2 miles total distance). The proposed alternate route has the same termini as the Restriction. Directions for the alternate route are as follows: from the Rt. 794/U.S. Hwy. 29 intersection, take U.S. Hwy. 29 North to Rt. 40, then go West on Rt. 40 to Rt. 40/Rt. 794 intersection (8.7 miles total distance); and WHEREAS, said Public Hearing was held in accordance with § 46.2-809, Code of Virginia, 1950, as amended, and received the required citizen input and has recommended the above alternate be studied by the Virginia Department of Transportation (“VDOT”); and WHEREAS, the County will use its good offices for enforcement of the proposed restriction, if implemented following VDOT’s related study, by the appropriate law enforcement agency. BE IT HEREBY RESOLVED, that the Board requests VDOT study the efficacy of placing restrictions and “No Through Trucks” traffic signs on each end of Route 794 (Old Mine Road) and from U.S. Hwy. 29 to Rt. 40 (West Gretna Road); (5.2 miles total distance) in the County with an Alternate route as follows: from the Rt. 794/ U.S. Hwy. 29 intersection, take U.S. Hwy. 29 North to Rt. 40, then go West on Rt. 40 to Rt. 40/Rt. 794 intersection (8.7 miles total distance). The proposed restriction to be studied would be for any truck, truck and trailer, or semi-trailer combination, except a pickup truck or panel truck; and NOW, THEREFORE, BE IT RESOLVED, that a copy of this Resolution be forwarded to VDOT’s Lynchburg District Office. Given under my hand this 17th day of August, 2021. __________________________________________ Robert W. Warren, Chairman Pittsylvania County Board of Supervisors ________________________________ David M. Smitherman, Clerk Pittsylvania County Board of Supervisors 10.B.1.b Packet Pg. 175 Attachment: 2021-08-03 Old Mine Road - No Through Trucks (2681 : Public Hearing: S.R. 794 (Old Mine Road) "No Through Trucks Board of Supervisors EXECUTIVE SUMMARY ACTION ITEM Agenda Title: Public Hearing: Resolution # 2021-08-04 (VRA Revenue/Refunding Bonds) Adoption (Staff Contact: Kimberly G. Van Der Hyde) Staff Contact(s): Kimbelry G. Van Der Hyde Agenda Date: August 17, 2021 Item Number: 10.B.2 Attachment(s): PUBLIC HEARING NOTICE -Pittsylvania - 2021 VRA Solid Waste 2021-08-04 VRA Revenue Bonds Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) Reviewed By: SUMMARY: The County is planning capital expenditures for the County’s Solid Waste System. These capital improvements include constructing and equipping three (3) new Convenience Centers, constructing a new cell in the County’s Landfill, and acquiring equipment for use at the Landfill (“Projects”). The Board has applied with the Virginia Resources Authority to secure financing, not to exceed $9,000,000, to cover the Projects, as well as refinancing the Landfill portion of the 2018A Bonds issued for Landfill equipment. As such, a Public Hearing is legally required to hear citizen input of on this potential financing/refinancing. As evinced by the attached, notice of said Public Hearing was published in The Chatham Star Tribune on August 4, 2021, and August 11, 2021. The Board is required to adopt Resolution authorizing and providing for the issuance, sale, and award of two (2) series of Solid Waste System Revenue and Refunding Bonds. For the Board’s review and consideration, Resolution # 2021-08-04, evincing the same, is attached. FINANCIAL IMPACT AND FUNDING SOURCE: Specific financial impacts were discussed at length at the Board’s August Finance Committee Meeting. RECOMMENDATION: Following conducting the legally required Public Hearing, County Staff recommends the Board adopt Resolution # 2021-08-04, authorizing and providing for the issuance, sale, and award of two (2) series of Solid Waste System Revenue and Refunding Bonds. MOTION: 10.B.2 Packet Pg. 176 “I make a Motion to adopt Resolution # 2021-08-04, authorizing and providing for the issuance, sale, and award of two (2) series of Solid Waste System Revenue and Refunding Bonds.” 10.B.2 Packet Pg. 177 Given under my hand this 17th day of August 2021 ________________________________________ Robert Warren, Chairman Pittsylvania County Board of Supervisors ________________________________________ David M. Smitherman, Clerk Pittsylvania County Board of Supervisors 10.B.2 Packet Pg. 178 NOTICE OF PUBLIC HEARING On Tuesday, August 17, 2021, the Pittsylvania County Board of Supervisors will hold a Public Hearing on the proposed issuance of Revenue Bonds in the estimated maximum principal amount of $10,000,000 (“Bonds”). The purpose of the Bonds is to: (a) finance capital projects related to the County’s solid waste system (“System”), including, without limitation, opening a new cell in the County’s Landfill, acquiring equipment for use at the Landfill, constructing and equipping three (3) new Convenience Centers, and improving an existing Convenience Center; and (b) refund certain outstanding indebtedness previously incurred to finance Capital Projects related to the System. The Bonds will be secured by a pledge of revenues of the System. The Public Hearing, which may be continued or adjourned, will be held during the Board of Supervisors meeting scheduled to start at 7:00 P.M., local time (or as soon thereafter as the matter may be heard), in the Board Meeting Room, 39 Bank Street, SE, Chatham, Virginia 24531. All interested persons may appear at such time and place to present their views. Anyone needing assistance or accommodation under the Americans with Disabilities Act, should call the County Administrator at (434) 432-7710. A complete Public Hearing file may be inspected, Monday – Friday, 8:00 AM – 5:00 PM, at the County Administration Building, 1 Center Street, Chatham, Virginia 24531. 036841.0000015 EMF_US 86054298v1 10.B.2.a Packet Pg. 179 Attachment: PUBLIC HEARING NOTICE -Pittsylvania - 2021 VRA Solid Waste (2694 : Public Hearing Resolution #2021-08-04 (VRA RESOLUTION #2021-08-04 RESOLUTION AUTHORIZING AND PROVIDING FOR THE ISSUANCE, SALE AND AWARD OF TWO SERIES OF SOLID WASTE SYSTEM REVENUE AND REFUNDING BONDS OF PITTSYLVANIA COUNTY, VIRGINIA, IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $9,000,000, AND PROVIDING FOR THE FORM, DETAILS AND PAYMENT THEREOF WHEREAS, the Industrial Development Authority of Pittsylvania County, Virginia (the “Authority”), previously issued its $1,803,802 Lease Revenue Bond (County Projects), Series 2018A (Federally Tax-Exempt) (the “2018A Bond”), and loaned the proceeds thereof to Pittsylvania County, Virginia (the “County”), pursuant to a Lease Agreement dated as of April 1, 2006, as amended by the First Amendment to Lease Agreement dated as of January 1, 2018, each between the Authority and the County, to finance (a) solid waste system improvements, including (i) the acquisition of a bulldozer and pan scraper for the County landfill (the “2018 Landfill Project”), and (ii) the acquisition of a grappler truck and three roll off trucks for the County’s compactor sites (the “2018 Compactor Site Project” and, together with the 2018 Landfill Project, the “2018 Projects”), (b) the acquisition and installation of a centrifugal water-cooled chiller for the courthouse building and (c) the acquisition, renovation and equipping of an existing building to convert it for public library purposes; WHEREAS, the Board of Supervisors of the County (the “Board”) desires to refund the portion of the outstanding 2018A Bond allocable to the 2018 Landfill Project (such refunded portion, the “Refunded 2018A Landfill Installments”) to (a) change the security for such financing from a pledge of subject-to-appropriation lease payments to a pledge of revenues of the County’s solid waste system (the “System”) and (b) afford the County greater flexibility with respect to the operation, management and use of the System; WHEREAS, the Board desires to refund the portion of the outstanding 2018A Bond allocable to the 2018 Compactor Project (such refunded portion, the “Refunded 2018A Compactor Installments” and, together with the Refunded 2018A Landfill Installments, the “Refunded 2018A Installments”) to change the security for such financing from a pledge of subject-to-appropriation lease payments to a pledge of revenues of the System on the condition that the refunding of the Refunded 2018A Compactor Installments achieve an aggregate net present value debt service savings of not less than 3.00% of the refunded par amount of the Refunded 2018A Compactor Installments (the “Targeted Savings”); WHEREAS, the Board also desires to finance various capital projects related to the County’s solid waste system (the “System”), including (without limitation) (a) opening a new cell in the County’s landfill and acquiring equipment for use at the landfill (the “2021 Landfill Project”) and (b) constructing and equipping three new convenience centers and improving an existing convenience center (collectively, the “2021 Convenience Center Project” and, together with the 2021 Landfill Project, the “2021 Projects”); 10.B.2.b Packet Pg. 180 Attachment: 2021-08-04 VRA Revenue Bonds (2694 : Public Hearing Resolution #2021-08-04 (VRA Revenue/Refunding Bonds); (Staff Contact: 2 WHEREAS, the Board has determined to issue two solid waste system revenue and refunding bonds (the “Bonds” as further described in Section 3 herein) to (a) refinance the 2018 Landfill Project on a federally taxable basis, (b) refinance the 2018 Compactor Site Project on a federally tax-exempt basis, (c) finance the 2021 Landfill Project on a federally taxable basis and (d) finance the 2021 Convenience Center Project on a federally tax-exempt basis; WHEREAS, the Board has determined to provide additional security for the Bonds by entering into a non-binding undertaking to consider annual appropriations in amounts sufficient to pay debt service on the Bonds to the extent revenues of the System are insufficient therefor; WHEREAS, the County has applied to the Virginia Resources Authority (“VRA”) for the purchase of the Bonds, and VRA has indicated its willingness to purchase the Bonds from the proceeds of one or more series of its Infrastructure and State Moral Obligation Revenue Bonds (Virginia Pooled Financing Program) (collectively, the “VRA Bonds”) in accordance with the terms of two Local Bond Sale and Financing Agreements to be dated as of a date specified by VRA (each a “Financing Agreement” and, collectively, the “Financing Agreements”), between VRA and the County, forms of which have been made available prior to this meeting; WHEREAS, the Financing Agreements shall indicate that the aggregate amount of VRA Bond proceeds requested will equal the sum of (a) $7,186,230 to finance the 2021 Projects plus (b) an amount sufficient to refund the Refunded 2018A Installments and pay the related costs of issuance and refunding, which amount may be revised at the written request of the County prior to VRA’s bond pricing if approved by VRA (such final amount, the “Proceeds Requested”); WHEREAS, VRA has advised the County that VRA’s objective is to pay the County a purchase price for the Bonds (the “Purchase Price Objective”) that, in VRA’s judgment, reflects its market value taking into consideration the Proceeds Requested, the Targeted Savings and such other factors as the purchase price received by VRA for the VRA Bonds, the issuance costs of the VRA Bonds (consisting of the underwriters’ discount and other costs incurred by VRA and collectively referred to herein as the “VRA Costs”) and other market conditions relating to the sale of the VRA Bonds; WHEREAS, such factors are expected to result in the County’s receiving a purchase price other than the par amount of the Bonds, and, consequently, (a) the aggregate principal amount of the Bonds may be greater than or less than the Proceeds Requested in order to receive an amount of proceeds that is substantially equal to the Proceeds Requested, or (b) if the maximum authorized principal amount of the Bonds set forth in Section 3 of this Resolution does not exceed the Proceeds Requested by at least the amount of the VRA Costs and any original issue discount, the amount to be paid to the County, given the Purchase Price Objective and market conditions, will be less than the Proceeds Requested; and WHEREAS, the Financing Agreements will provide that the terms of the Bonds may not exceed the parameters set forth below in Section 3; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF PITTSYLVANIA COUNTY, VIRGINIA: 10.B.2.b Packet Pg. 181 Attachment: 2021-08-04 VRA Revenue Bonds (2694 : Public Hearing Resolution #2021-08-04 (VRA Revenue/Refunding Bonds); (Staff Contact: 3 1. Issuance of Bonds. Pursuant to the Constitution and statutes of the Commonwealth of Virginia, including the Public Finance Act of 1991, the Board hereby authorizes and provides for the issuance and sale of (a) a solid waste system revenue and refunding bond (the “2021A Bond”) to provide funds to (i) refinance the 2018 Landfill Project by refunding the Refunded 2018A Landfill Installments, (ii) finance the 2021 Landfill Project and (iii) pay the related costs of issuance and refunding and (b) a solid waste system revenue and refunding bond (the “2021B Bond”) to provide funds to (i) refinance the 2018 Compactor Site Project by refunding the Refunded 2018A Compactor Installments, (ii) finance the 2021 Convenience Center Project and (iii) pay the related costs of issuance and refunding. 2. Authorization of Financing Agreements. The forms of the Financing Agreements made available prior to this meeting are hereby approved. The Chairman and Vice Chairman of the Board and the County Administrator, any of whom may act, are authorized to execute and deliver the Financing Agreements in substantially such forms, with such completions, omissions, insertions and changes not inconsistent with this Resolution as may be approved by the Chairman or Vice Chairman or the County Administrator, whose approval shall be evidenced conclusively by the execution and delivery thereof. The issuance and sale of the Bonds to VRA shall be upon the terms and conditions set forth in the Financing Agreements. The proceeds of the Bonds shall be applied in the manner set forth in the Financing Agreements. All capitalized terms used but not defined herein shall have the same meanings as set forth in the Financing Agreements. 3. Bond Details. (a) The 2021A Bond shall be issued as a single, registered bond, shall be designated “Taxable Solid Waste System Revenue and Refunding Bond, Series 2021A (Landfill Projects),” shall be numbered RA-1, shall be dated the date that is 30 days prior to the closing date of the VRA Bonds and shall be purchased with proceeds of or allocated to federally taxable VRA Bonds. The Board authorizes the issuance and sale of the 2021A Bond on such terms as shall be determined by VRA subject to VRA’s Purchase Price Objective and the market conditions described in the Recitals hereof; provided, however, that the 2021A Bond (i) shall be issued in a principal amount not to exceed $4,000,000, (ii) shall have a “true” interest cost not to exceed 3.00% (exclusive of “Supplemental Interest” as provided in the Financing Agreement), and (iii) shall be payable in principal installments ending not later than December 31, 2028. (b) The 2021B Bond shall be issued as a single, registered bond, shall be designated “Taxable Solid Waste System Revenue and Refunding Bond, Series 2021B (Convenience Center Project),” shall be numbered RB-1, shall be dated the date that is 30 days prior to the closing date of the VRA Bonds and shall be purchased with proceeds of or allocated to federally tax-exempt VRA Bonds (“Tax-Exempt VRA Bonds”). The Board authorizes the issuance and sale of the 2021B Bond on such terms as shall be determined by VRA subject to VRA’s Purchase Price Objective and the market conditions described in the Recitals hereof; provided, however, that (i) the 2021B Bond (A) shall be issued in a principal amount not to exceed $5,000,000, (B) shall have a “true” interest cost not to exceed 3.00% (exclusive of “Supplemental Interest” as provided in the Financing Agreement), and (C) shall be payable in principal installments ending not later than December 31, 2036, and (ii) the refunding of the Refunded 2018A Compactor Installments shall achieve at least the Targeted Savings. If the Targeted Savings cannot be realized, the County Administrator is authorized to proceed with the financing of the 2021 Convenience Center Project upon the terms and within the parameters authorized above. 10.B.2.b Packet Pg. 182 Attachment: 2021-08-04 VRA Revenue Bonds (2694 : Public Hearing Resolution #2021-08-04 (VRA Revenue/Refunding Bonds); (Staff Contact: 4 (c) Subject to the preceding terms, the Board further authorizes the County Administrator to accept the final terms presented by VRA, including (i) the final principal amounts of the Bonds, (ii) the amortization schedules (including the principal installment dates and amounts) for the Bonds and (iii) the optional and extraordinary redemption provisions, if any, of the Bonds, all in such manner as the County Administrator shall determine to be in the best interests of the County. (d) As set forth in the Financing Agreements, the County agrees to pay such “Supplemental Interest” and other charges as provided therein, including such amounts as may be necessary to maintain or replenish the VRA Reserve. The principal of and premium, if any, and interest on the Bonds shall be payable in lawful money of the United States of America. 4. Payment and Redemption Provisions. The principal of and premium, if any, and interest on each Bond shall be payable as set forth in such Bond and the applicable Financing Agreement. The County may, at its option, redeem, prepay or refund each Bond upon the terms established by VRA in the applicable Financing Agreement. 5. Execution and Form of Bonds. The Bonds shall be signed by the Chairman or Vice Chairman of the Board, and the County’s seal shall be affixed thereon and attested by the Clerk of Board. The Bonds shall be issued initially as typewritten bonds in substantially the form of Exhibit A attached hereto, with such completions, omissions, insertions and changes not inconsistent with this Resolution as may be approved by such officers, whose approval shall be evidenced conclusively by the execution and delivery of the Bonds. 6. Pledge of Revenues. (a) Subject to the right of the County to apply Revenues of the System to the payment of Operation and Maintenance Expenses, the County irrevocably pledges the Revenues for the payment of principal of and premium, if any, and interest on the Bonds. (b) The County is required to fix and collect rates, fees and other charges for the use of and for services furnished or to be furnished by the System and will from time to time revise such rates, fees and other charges, or provide other legally available funds, so that in each Fiscal Year the Net Revenues Available for Debt Service, and any such other funds provided by the County, will equal at least 100% of the amount required during the Fiscal Year to pay principal of and premium, if any, and interest on the Bonds and all other indebtedness of the County payable from Revenues, including, without limitation, indebtedness under leases which are treated as capital leases under generally accepted accounting principles. (c) Nothing in the Bonds, the Financing Agreements or this Resolution shall be deemed to constitute a pledge of the faith and credit of the Commonwealth of Virginia or any of its political subdivisions, including the County. The issuance of the Bonds shall not directly, indirectly or contingently obligate the Commonwealth of Virginia or any of its political subdivisions, including the County, to pledge its faith and credit or levy any taxes for the payment of the principal of or premium, if any, or interest on the Bonds or other costs incident thereto or make any appropriation for its payment except from the revenues and other funds pledged for such purpose. Additional bonds secured on a parity as to the pledge of the Revenues with the Bonds may be issued on terms provided in the Financing Agreements. 10.B.2.b Packet Pg. 183 Attachment: 2021-08-04 VRA Revenue Bonds (2694 : Public Hearing Resolution #2021-08-04 (VRA Revenue/Refunding Bonds); (Staff Contact: 5 7. Support Agreement. The Board acknowledges that, in the event the Revenues pledged under the Financing Agreements are not sufficient to (a) satisfy the rate covenant set forth in the Financing Agreements and (b) pay any amounts due under the Financing Agreements, the Board agrees to a non-binding undertaking to consider annual appropriations in amounts sufficient to satisfy such deficiencies, all as set forth in the Financing Agreements. 8. Preparation of Printed Bonds. The County shall initially issue the Bonds in typewritten form. Upon request of the registered owner and upon presentation of a Bond at the office of the Registrar (as hereinafter defined), the County shall arrange to have prepared, executed and delivered in exchange as soon as practicable the applicable Bond in printed form in a principal amount equal to the unpaid principal of such Bond in typewritten form and of the same form and maturity and registered in such names as requested by the registered owner or its duly authorized attorney or legal representative. The printed Bond may be executed by manual or facsimile signature of the Chairman or Vice Chairman of the Board and the County’s seal affixed thereto and attested by manual or facsimile signature of the Clerk of the Board; provided, however, that if both such signatures are facsimiles, no Bond shall be valid until it has been authenticated by the manual signature of the Registrar and the date of authentication noted thereon. The typewritten Bond surrendered in any such exchange shall be canceled. 9. Registration and Transfer of the Bonds. The County appoints the County Treasurer as paying agent and registrar (the “Registrar”) for the Bonds. If deemed to be in the best interests of the County, the County Administrator may at any time appoint a qualified bank or trust company as successor Registrar. Upon surrender of a Bond at the office of the Registrar, together with an assignment duly executed by the registered owner or its duly authorized attorney or legal representative in such form as shall be satisfactory to the Registrar, the County shall execute, and the Registrar shall authenticate and deliver in exchange, a new Bond or Bonds having an equal aggregate principal amount, of the same form and maturity, bearing interest at the same rates and registered in such name as requested by the then registered owner or its duly authorized attorney or legal representative. Any such exchange shall be at the expense of the County, except that the Registrar may charge the person requesting such exchange the amount of any tax or other governmental charge required to be paid with respect thereto. The Registrar shall treat the registered owner of the Bonds as the person or entity exclusively entitled to payment of principal thereof and premium, if any, and interest thereon, and the exercise of all other rights and powers of the owner of the Bonds, except that regular installments of principal and interest shall be paid to the person or entity shown as owner on the registration books on the 15th day of the month preceding each payment date. 10. Mutilated, Lost or Destroyed Bonds. If a Bond has been mutilated, lost or destroyed, the County shall execute and deliver a new Bond of like date and tenor in exchange and substitution for, and upon cancellation of, such mutilated Bond or in lieu of and in substitution for such lost or destroyed Bond; provided, however, that the County shall so execute and deliver only if the registered owner has paid the reasonable expenses and charges of the County in connection therewith and, in the case of a lost or destroyed Bond, (a) has filed with the County evidence satisfactory to the County that such Bond was lost or destroyed and (b) has furnished to the County satisfactory indemnity. 10.B.2.b Packet Pg. 184 Attachment: 2021-08-04 VRA Revenue Bonds (2694 : Public Hearing Resolution #2021-08-04 (VRA Revenue/Refunding Bonds); (Staff Contact: 6 11. Preparation and Delivery of Bonds. The officers of the County are authorized and directed to take all proper steps to have the Bonds prepared and executed in accordance with their terms and to deliver them to VRA as the purchaser thereof upon receipt of the purchase prices from VRA as set forth in the Financing Agreements. 12. Tax Compliance Agreement. Such officers of the County as may be requested are authorized and directed to execute and deliver a nonarbitrage certificate and tax compliance agreement (the “Tax Compliance Agreement”) in a form not inconsistent with this Resolution as may be approved by the officers of the County executing such document, whose approval shall be evidenced conclusively by the execution and delivery thereof. 13. Arbitrage Covenants. The County covenants that it shall not take or omit to take any action the taking or omission of which will cause the Tax-Exempt VRA Bonds to be “arbitrage bonds” within the meaning of Section 148 of the Internal Revenue Code of 1986, as amended, and regulations issued pursuant thereto (the “Code”), or otherwise cause interest on the Tax-Exempt VRA Bonds to be includable in the gross income of the registered owner thereof under existing law. Without limiting the generality of the foregoing, the County shall comply with any provision of the Tax Compliance Agreement that may require the County at any time to rebate to the United States any part of the earnings derived from the investment of the gross proceeds of the 2021B Bond, unless the County receives an opinion of nationally recognized bond counsel that compliance with any such covenant is not required to prevent interest on the Tax-Exempt VRA Bonds from being included in the gross income for federal income tax purposes of the registered owners thereof under existing law. The County shall pay any such required rebate from legally available funds. 14. Private Activity Bond Covenant. The County covenants that it shall not permit the proceeds of the 2021B Bond or the facilities financed therewith to be used in any manner that would result in (a) 5% or more of such proceeds or such facilities being used in a trade or business carried on by any person other than a governmental unit, as provided in Section 141(b) of the Code, (b) 5% or more of such proceeds or such facilities being used with respect to any output facility (other than a facility for the furnishing of water), within the meaning of Section 141(b)(4) of the Code, or (c) 5% or more of such proceeds being used directly or indirectly to make or finance loans to any persons other than a governmental unit, as provided in Section 141(c) of the Code; provided, however, that if the County receives an opinion of nationally recognized bond counsel that compliance with any such covenant is not required to prevent the interest on the Tax-Exempt VRA Bonds from being includable in the gross income for federal income tax purposes of the registered owners thereof under existing law, the County need not comply with such covenant to the extent provided in such opinion. 15. Official Statement. The County authorizes and consents to the inclusion of information with respect to the County contained in VRA’s Preliminary Official Statement and VRA’s Official Statement in final form, both prepared in connection with the sale of the VRA Bonds. If appropriate, such disclosure documents shall be distributed in such manner and at such times as VRA shall determine. The County Administrator is authorized and directed to take such actions as may be necessary or appropriate to aid VRA in ensuring compliance with Securities and Exchange Commission Rule 15c2-12. 10.B.2.b Packet Pg. 185 Attachment: 2021-08-04 VRA Revenue Bonds (2694 : Public Hearing Resolution #2021-08-04 (VRA Revenue/Refunding Bonds); (Staff Contact: 7 16. Prepayment of the Refunded 2018A Installments. The County Administrator is authorized and directed to take or direct the Authority to take all proper steps to prepay the Refunded 2018A Installments and to prepare and deliver any such notices and correspondence necessary therefor. The Chairman and Vice Chairman of the Board and the County Administrator, any of whom may act, are authorized to approve changes to the 2018A Bond and related financing documents, including the execution and delivery of an allonge to the 2018A Bond and any amendments to the related financing documents, as may be necessary to provide for the unrefunded portion of the 2018A Bond. The Clerk of the Board is authorized to affix the County’s seal on any such documents and attest the same. 17. SNAP Investment Authorization. The County has heretofore received and reviewed the Information Statement describing the State Non-Arbitrage Program of the Commonwealth of Virginia (“SNAP”) and the Contract Creating the State Non-Arbitrage Program Pool (the “Contract”), and the Board hereby determines to authorize the County Treasurer to use SNAP in connection with the investment of the proceeds of the 2021B Bond. The Board acknowledges the Treasury Board of the Commonwealth of Virginia is not, and shall not be, in any way liable to the County in connection with SNAP, except as otherwise provided in the Contract. 18. Other Actions. All other actions of officers of the County in conformity with the purposes and intent of this Resolution and in furtherance of the issuance and sale of the Bonds, the financing of the 2021 Projects and the refinancing of the 2018 Projects are ratified, approved and confirmed. The officers of the County are authorized and directed to execute and deliver all certificates and other instruments and to take all such further action as may be considered necessary or desirable in connection with the issuance, sale and delivery of the Bonds, the financing of the 2021 Projects and the refinancing of the 2018 Projects. 19. Repeal of Conflicting Resolutions. All resolutions or parts of resolutions in conflict herewith are repealed. 20. Effective Date. This Resolution shall take effect immediately. 10.B.2.b Packet Pg. 186 Attachment: 2021-08-04 VRA Revenue Bonds (2694 : Public Hearing Resolution #2021-08-04 (VRA Revenue/Refunding Bonds); (Staff Contact: A-1 Exhibit A - Form of Bond Interest on this bond is intended by the issuer thereof to be included in gross income for federal income tax purposes. REGISTERED REGISTERED R[A/B]-1 ______________, 2021 UNITED STATES OF AMERICA COMMONWEALTH OF VIRGINIA PITTSYLVANIA COUNTY Taxable Solid Waste System Revenue and Refunding Bond Series 2021[A/B] ([Landfill Projects/Convenience Center Project]) Pittsylvania County, Virginia (the “County”), a political subdivision of the Commonwealth of Virginia, for value received, acknowledges itself in debt and promises to pay to the Virginia Resources Authority, or its registered assigns or legal representative (“VRA”), solely from the sources hereinafter described and pledged to the payment of this bond the principal sum of _________________________ DOLLARS ($_________). Principal of this bond shall be payable in annual installments in the amounts and on the dates set forth in Schedule I attached hereto. Interest on this bond shall be payable on each April 1 and October 1, commencing ______ ___, 20__, computed on the basis of a 360-day year of twelve 30-day months at the rates set forth in Schedule I. If any installment of principal of or interest on this bond is not paid to the registered owner of this bond within five days after its due date, the County shall pay to VRA a late payment charge in an amount equal to five percent (5.0%) of the overdue installment. Subject to the provisions of the Local Bond Sale and Financing Agreement dated as of September 17, 2021 (the “Financing Agreement”), between VRA and the County, so long as this bond is held by or for the account of VRA or its registered assigns or legal representative, interest is payable by (i) check or draft mailed to the registered owner of this bond at the address that appears on the 15th day of the month preceding each interest payment date on the registration books kept by the County Treasurer, who has been appointed registrar and paying agent, or any successor bank or trust company (the “Registrar”) or (ii) wire transfer pursuant to the most recent wire instructions received by the Registrar from such registered owner. Principal of and premium, if any, and interest on this bond shall be payable in lawful money of the United States of America. In case any payment date on this bond shall not be a Business Day (as defined below), then payment of principal, premium, if any, and interest need not be made on such date, but may be made on the next succeeding Business Day, and, if made on such next succeeding Business Day, no additional interest shall accrue for the period after such payment date. “Business Day” means any Monday, Tuesday, Wednesday, Thursday or Friday on which commercial banking institutions generally are open for business in New York and Virginia. 10.B.2.b Packet Pg. 187 Attachment: 2021-08-04 VRA Revenue Bonds (2694 : Public Hearing Resolution #2021-08-04 (VRA Revenue/Refunding Bonds); (Staff Contact: A-2 This bond has been authorized by a resolution adopted by the Board of Supervisors of the County (the “Board”) on August 17, 2021 (the “Resolution”), and is issued pursuant to the Constitution and statutes of the Commonwealth of Virginia, including the Public Finance Act of 1991, and the Financing Agreement. Proceeds of this bond will be used to provide funds to (a) finance various capital projects related to the County’s solid waste system (the “System”), including (without limitation) [opening a new cell in the County’s landfill and acquiring equipment for use at the landfill] [constructing and equipping three new convenience centers and improving an existing convenience center], (b) refund a portion of the outstanding principal installments of the $1,803,802 Lease Revenue Bond (County Projects), Series 2018A (Federally Tax-Exempt), issued by the Industrial Development Authority of Pittsylvania County, Virginia, for the benefit of the County, and (c) pay the related costs of issuance and refunding. Subject to the County’s right to apply Revenues (as defined in the Financing Agreement) to the payment of Operation and Maintenance Expenses (as defined in the Financing Agreement), Revenues are irrevocably pledged for the payment of principal of and premium, if any, and interest on this bond and the payment and performance of the County’s obligations under the Financing Agreement. The pledge of Revenues securing this bond is on a parity with the pledge of Revenues securing the County $[_____] Taxable Solid Waste System Revenue and Refunding Bond, Series 2021[A/B] ([Landfill Projects/Convenience Center Project]) (the “Parity Bond”). Additional bonds secured on a parity as to the pledge of the Revenues with this bond and the Parity Bond may be issued on terms provided in the Financing Agreement and the financing agreement relating to the Parity Bond. The Financing Agreement also contains a non-binding undertaking of the Board to consider annual appropriations in amounts sufficient to pay amounts due under this bond or the Financing Agreement to the extent Revenues are insufficient therefor. If any failure of the County to pay all or any portion of any required payment of the principal of or premium, if any, or interest on this bond results in a withdrawal from or drawing on any VRA Reserve (as defined in the Financing Agreement), the interest rates applicable to this bond shall be increased to interest rates sufficient to reimburse the VRA Reserve for any foregone investment earnings on the funds withdrawn therefrom and pay any interest, fees or penalties assessed as a result of the withdrawal from or the drawing on the VRA Reserve. The increment of interest payable pursuant to the increase in rates shall be referred to as “Supplemental Interest.” The term “interest” as used in this bond shall include Supplemental Interest, when and if payable. The County’s obligation to pay Supplemental Interest shall commence on the date of the withdrawal or drawing of funds from the VRA Reserve occasioned by the County’s failure to pay a required payment or portion thereof as described above (the “Supplemental Interest Commencement Date”). The County’s obligation to pay Supplemental Interest shall terminate on the date on which the County makes all payments required but outstanding since the date of the initial failure to pay (the “Supplemental Interest Termination Date”). From the Supplemental Interest Commencement Date to the Supplemental Interest Termination Date, Supplemental Interest shall be due and payable on the regularly scheduled interest payment dates provided for in this bond. As soon as reasonably possible after the Supplemental Interest Commencement Date and before the next regularly scheduled interest payment date provided for in this bond, VRA shall deliver to the County a certificate as to the increase in interest rates and the amount of 10.B.2.b Packet Pg. 188 Attachment: 2021-08-04 VRA Revenue Bonds (2694 : Public Hearing Resolution #2021-08-04 (VRA Revenue/Refunding Bonds); (Staff Contact: A-3 Supplemental Interest. The certificate shall set forth in reasonable detail the basis for the increase in interest rates and the manner of calculation of the increase and the amount of Supplemental Interest. Such certificate shall be conclusive (absent manifest error) as to the interest rate increase and amount of Supplemental Interest set forth therein. In determining the interest rate increase and the amount of Supplemental Interest, VRA may use any reasonable averaging and attribution methods. This bond may be redeemed, prepaid or refunded at the option of the County upon the terms set forth in the Financing Agreement and the Resolution. This bond is issuable as a fully registered bond. Upon surrender of this bond at the Registrar’s office, together with an assignment duly executed by the registered owner or such owner’s duly authorized attorney or legal representative in such form as shall be satisfactory to the Registrar, the County shall execute, and the Registrar shall authenticate and deliver in exchange, a new bond or bonds in the manner and subject to the limitations and conditions provided in the Resolution, having an equal aggregate principal amount, in authorized denominations, of the same series, form and maturity, bearing interest at the same rates and in the same manner, and registered in such names as requested by the then registered owner of this bond or such owner’s duly authorized attorney or legal representative. Any such exchange shall be at the County’s expense, except that the Registrar may charge the person requesting such exchange the amount of any tax or other governmental charge required to be paid with respect to it. The Registrar shall treat the registered owner of this bond as the person exclusively entitled to payment of principal hereof and premium, if any, and interest hereon and the exercise of all other rights and powers of the owner hereof, except that regular installment payments of principal and interest shall be made to the person shown as the owner on the registration books as of the 15th day of the month preceding each payment date. All acts, conditions and things required by the Constitution and statutes of the Commonwealth of Virginia to happen, exist or be performed precedent to and in connection with the issuance of this bond have happened, exist and have been performed. 10.B.2.b Packet Pg. 189 Attachment: 2021-08-04 VRA Revenue Bonds (2694 : Public Hearing Resolution #2021-08-04 (VRA Revenue/Refunding Bonds); (Staff Contact: A-4 IN WITNESS WHEREOF, the Board of Supervisors of Pittsylvania County, Virginia, has caused this bond to be signed by its [Vice] Chairman and the County’s seal to be affixed hereto and attested by the Clerk of the Board of Supervisors, and this bond to be dated the date first above written. (SEAL) _______________________________________ [Vice] Chairman, Board of Supervisors of Pittsylvania County, Virginia ATTEST: __________________________ Clerk, Board of Supervisors of Pittsylvania County, Virginia 10.B.2.b Packet Pg. 190 Attachment: 2021-08-04 VRA Revenue Bonds (2694 : Public Hearing Resolution #2021-08-04 (VRA Revenue/Refunding Bonds); (Staff Contact: A-5 ASSIGNMENT FOR VALUE RECEIVED the undersigned hereby sell(s), assign(s) and transfer(s) unto ______________________________________________________________________________ (please print or typewrite name and address including postal zip code of Transferee) PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF TRANSFEREE ___________________________________ : : : : : : the within bond and all rights thereunder, hereby irrevocably constituting and appointing _____________________________________________________________________________, Attorney, to transfer said bond on the books kept for the registration thereof, with full power of substitution in the premises. Dated: _________________ Signature Guaranteed NOTICE: Signature(s) must be guaranteed (Signature of Registered Owner) by an Eligible Guarantor Institution such as a Commercial Bank, Trust Company, NOTICE: The signature above must Securities Broker/Dealer, Credit Union or correspond with the name of the Savings Association who is a member of a registered owner as it appears on the medallion program approved by The Securities front of this bond in every particular, Transfer Association, Inc. without alteration or enlargement or any change whatsoever. 10.B.2.b Packet Pg. 191 Attachment: 2021-08-04 VRA Revenue Bonds (2694 : Public Hearing Resolution #2021-08-04 (VRA Revenue/Refunding Bonds); (Staff Contact: A-6 SCHEDULE I TO PITTSYLVANIA COUNTY, VIRGINIA TAXABLE SOLID WASTE SYSTEM REVENUE AND REFUNDING BOND SERIES 2021[A/B] ([LANDFILL PROJECTS/CONVENIENCE CENTER PROJECT]) Principal Principal Principal Installment Installment Installment Interest Number Amount Due Date Rate [to be completed after pricing of VRA Bonds] 036841.0000016 EMF_US 86054097v5 10.B.2.b Packet Pg. 192 Attachment: 2021-08-04 VRA Revenue Bonds (2694 : Public Hearing Resolution #2021-08-04 (VRA Revenue/Refunding Bonds); (Staff Contact: Revenue New Money and Refunding 148657619_1 McGuireWoods LLP Draft of 8/11/2021 LOCAL BOND SALE AND FINANCING AGREEMENT between VIRGINIA RESOURCES AUTHORITY and COUNTY OF PITTSYLVANIA, VIRGINIA Dated as of September 17, 2021 Virginia Resources Authority Infrastructure and State Moral Obligation Revenue Bonds (Virginia Pooled Financing Program) Series 2021C 10.B.2.c Packet Pg. 193 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution TABLE OF CONTENTS Page -i- ARTICLE I DEFINITIONS Section 1.1 Definitions........................................................................................................ 1 Section 1.2 Rules of Construction ...................................................................................... 5 ARTICLE II REPRESENTATIONS Section 2.1 Representations by VRA.................................................................................. 5 Section 2.2 Representations by Local Government ............................................................ 6 Section 2.3 Representations Remade as of the Sale Date ................................................... 8 ARTICLE III PURCHASE OF THE LOCAL BOND Section 3.1 Purchase of the Local Bond ............................................................................. 8 Section 3.2 Issuance Expenses ............................................................................................ 9 Section 3.3 Schedule 1.1 ..................................................................................................... 9 Section 3.4 Conditions Precedent to Purchase of the Local Bond .................................... 10 ARTICLE IV USE OF PURCHASE PRICE Section 4.1 Deposit of Purchase Price; Investment of Amounts in Local Account ......... 11 Section 4.2 Agreement to Accomplish Project ................................................................. 11 Section 4.3 Disbursement of Purchase Price and Earnings .............................................. 12 Section 4.4 No Sufficiency Warranty by VRA; Local Government Required to Complete Project ............................................................................................ 13 ARTICLE V PLEDGE AND SECURITY Section 5.1 Pledge ............................................................................................................. 13 Section 5.2 Rate Covenant ................................................................................................ 14 Section 5.3 Annual Budget of the System ........................................................................ 14 Section 5.4 Qualified Independent Consultant's Report ................................................... 14 Section 5.5 Support Agreement ........................................................................................ 15 ARTICLE VI PAYMENT AND REDEMPTION OF LOCAL BOND Section 6.1 Payment of Local Bond and Related Amounts .............................................. 16 Section 6.2 Defeasance and Redemption of Local Bond .................................................. 17 Section 6.3 Payments and Rights Assigned ...................................................................... 18 Section 6.4 Obligations Absolute and Unconditional ....................................................... 18 10.B.2.c Packet Pg. 194 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution TABLE OF CONTENTS (cont.) Page -ii- ARTICLE VII OPERATION AND USE COVENANTS Section 7.1 Maintenance ................................................................................................... 19 Section 7.2 Additions and Modifications.......................................................................... 19 Section 7.3 Permits ........................................................................................................... 19 Section 7.4 Use ................................................................................................................. 19 Section 7.5 Inspection and Local Government's Books and Records ............................... 19 Section 7.6 Ownership ...................................................................................................... 19 Section 7.7 Sale or Encumbrance ..................................................................................... 20 Section 7.8 Collection of Revenues .................................................................................. 20 Section 7.9 No Free Service.............................................................................................. 20 Section 7.10 No Competing Service ................................................................................... 20 Section 7.11 Intentionally Omitted ..................................................................................... 21 Section 7.12 Lawful Charges .............................................................................................. 21 Section 7.13 Construction Contractors ............................................................................... 21 Section 7.14 Engineering Services ..................................................................................... 21 ARTICLE VIII INSURANCE, DAMAGE AND DESTRUCTION Section 8.1 Insurance ........................................................................................................ 21 Section 8.2 Requirements of Policies ............................................................................... 22 Section 8.3 Notice of Damage, Destruction or Condemnation ......................................... 22 Section 8.4 Damage and Destruction ................................................................................ 22 Section 8.5 Condemnation and Loss of Title .................................................................... 23 ARTICLE IX SPECIAL COVENANTS Section 9.1 Intentionally Omitted ..................................................................................... 23 Section 9.2 Maintenance of Existence .............................................................................. 23 Section 9.3 Financial Records and Statements ................................................................. 23 Section 9.4 Certification as to No Default ........................................................................ 24 Section 9.5 Further Assurances......................................................................................... 24 Section 9.6 Assignment by Local Government ................................................................ 24 Section 9.7 Continuing Disclosure ................................................................................... 24 Section 9.8 Other Indebtedness......................................................................................... 27 Section 9.9 Additional Indebtedness................................................................................. 27 Section 9.10 Litigation; Material Change ........................................................................... 29 ARTICLE X DEFAULTS AND REMEDIES Section 10.1 Events of Default ........................................................................................... 29 Section 10.2 Acceleration ................................................................................................... 30 10.B.2.c Packet Pg. 195 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution TABLE OF CONTENTS (cont.) Page -iii- Section 10.3 Other Remedies .............................................................................................. 30 Section 10.4 Delay and Waiver .......................................................................................... 30 ARTICLE XI MISCELLANEOUS Section 11.1 State Aid Intercept ......................................................................................... 31 Section 11.2 Successors and Assigns.................................................................................. 31 Section 11.3 Amendments .................................................................................................. 31 Section 11.4 Limitation of Local Government's Liability .................................................. 31 Section 11.5 Applicable Law .............................................................................................. 31 Section 11.6 Severability .................................................................................................... 31 Section 11.7 Notices ........................................................................................................... 32 Section 11.8 Right to Cure Default ..................................................................................... 32 Section 11.9 Term of Agreement ........................................................................................ 32 Section 11.10 Counterparts ................................................................................................... 32 Exhibit A Form of Local Bond Exhibit B Description of the Project Exhibit C Pending or Threatened Actions, Suits, Proceedings, or Investigations Exhibit D Form of Requisition Exhibit E Operating Data Exhibit F Form of Opinion of Counsel to the Local Government Exhibit G Form of Certification as to No Default Exhibit H Description of Special Use Arrangements Exhibit I Form of Annual Budget Exhibit J Existing Parity Bonds Schedule 1.1 Final Terms 10.B.2.c Packet Pg. 196 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution LOCAL BOND SALE AND FINANCING AGREEMENT This LOCAL BOND SALE AND FINANCING AGREEMENT is dated as of September 17, 2021, and is between the VIRGINIA RESOURCES AUTHORITY, a public body corporate and a political subdivision of the Commonwealth of Virginia ("VRA"), and the COUNTY OF PITTSYLVANIA, VIRGINIA, a political subdivision of the Commonwealth of Virginia (the "Local Government"). A. VRA intends to issue its Related Series of VRA Bonds, as hereinafter defined, and to use a portion of the proceeds thereof to acquire from the Local Government the Local Bond, as hereinafter defined. B. VRA and the Local Government wish to set forth herein certain terms, conditions and provisions related to the purchase of the Local Bond, the application of the proceeds thereof, the payment of the debt service thereon and the security therefor, and the use and maintenance of the Related Financed Property, as hereinafter defined. NOW, THEREFORE, VRA and the Local Government agree as follows: ARTICLE I DEFINITIONS Section 1.1 Definitions. Each capitalized term contained in this Agreement has the meaning set forth below: "2018 Local Bond" means the IDA's $1,803,802 Lease Revenue Bond (County Projects), Series 2018A dated [________], 2018. "2021C Acquisition Fund" has the meaning set forth in the Related Supplemental Series Indenture. "Act" means the Virginia Resources Authority Act, Chapter 21, Title 62.1 of the Code of Virginia of 1950, as amended. "Agreement" means this Local Bond Sale and Financing Agreement dated the date first written above, between VRA and the Local Government, as modified, altered, amended or supplemented in accordance with the terms hereof. "Annual Budget" means the budget of the System for each Fiscal Year. "Business Day" means any day on which commercial banking institutions are generally open for business in New York, New York and Richmond, Virginia. "Closing Date" means November 17, 2021 or such other date as may be determined by VRA. "Consulting Engineer" means the Local Engineer or the Outside Engineer. 10.B.2.c Packet Pg. 197 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -2- "Effective Date" means September 17, 2021, which is the deadline for the Local Government to provide an executed copy of this Agreement to VRA. "Event of Default" has the meaning set forth in Section 10.1. "Existing Parity Bonds" has the meaning set forth in Section 2.2(n). "Financing Parameters" means the parameters established by the governing body of the Local Government regarding the terms and conditions of the Local Bond, which may include a maximum par amount, maximum "true" interest cost or targeted savings. "Fiscal Year" means the 12-month period beginning July 1 of one year and ending on June 30 of the following year, or if the Local Government has established another 12-month period as its annual accounting period such other 12-month period. "Government Obligations" means direct obligations of, or obligations the payment of the principal of and interest on which is unconditionally guaranteed by, the United States of America. "IDA" means the Industrial Development Authority of Pittsylvania County, Virginia. "Local Account" means the local account established for the Local Bond within the 2021C Acquisition Fund. "Local Authorization" means the bond resolution adopted on August 17, 2021 by a majority of the members of the governing body of the Local Government approving (i) the transactions contemplated by and authorizing the execution and delivery of this Agreement and (ii) the execution, issuance and sale of the Local Bond subject to the Financing Parameters. "Local Bond" means the Local Government's Taxable Solid Waste System Revenue and Refunding Bond, Series 2021A (Landfill Projects), issued in the original principal amount set forth in Schedule 1.1, as such bond may be amended or modified. "Local Engineer" means an officer or employee of the Local Government so designated in writing by a Local Representative, which officer or employee (i) is licensed as a professional engineer in Virginia, (ii) has recognized standing and experience in the design and construction of facilities similar to the Project and (iii) is subject to VRA's reasonable approval. "Local Government" means the County of Pittsylvania, Virginia. "Local Representative" means (i) the Chairman or Vice Chairman of the Local Government, (ii) the Administrator of the Local Government and (iii) any other official or employee of the Local Government authorized by resolution of the governing body of the Local Government to perform the act or sign the document in question. "Master Indenture" means the Master Indenture of Trust dated as of December 1, 2003, between VRA and the Trustee, as modified, altered, amended and supplemented in accordance with its terms. 10.B.2.c Packet Pg. 198 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -3- "Net Revenues Available for Debt Service" means the Revenues less amounts necessary to pay Operation and Maintenance Expenses. "Operation and Maintenance Expenses" means the costs of operating and maintaining the System determined under generally accepted accounting principles, exclusive of (i) interest on any debt payable from Revenues, (ii) depreciation and other items not requiring the expenditure of cash, (iii) any amounts expended for capital replacements, repairs and maintenance not recurring either annually or biannually, depending on the customary practice of performing operation and maintenance, or reserves therefor, and (iv) reserves for administration, operation and maintenance occurring in the normal course of business. "Outside Engineer" means a firm of independent consulting engineers with recognized standing in the field of water and sewer engineering and licensed as professional engineers in Virginia that the Local Government designates in writing, subject to VRA's reasonable approval. "Parity Bonds" means the bonds and other obligations of the Local Government secured by a pledge of Revenues on a parity with the lien of the pledge of Revenues that secures the Local Bond. "Proceeds Requested" means $[________] plus an amount necessary to provide for the escrow or pay off related to the Refunded Bond, subject to the Financing Parameters, together with an amount to pay related costs of issuance or such other amount requested in writing by the Local Government and approved by VRA prior to the Sale Date. "Project" means the project described in Exhibit B. "Project Budget" means the budget for the Project set forth in Schedule 1.1. "Project Costs" means the costs of the Project to the extent such costs are included in the definition of "cost" set forth in Section 62.1-199 of the Act, and includes the refunding of obligations of VRA or the Local Government issued to finance or refinance "costs" set forth in Section 62.1-199 of the Act. "Purchase Price" has the meaning set forth in Schedule 1.1 and represents the amount received by the Local Government from the sale of the Local Bond to VRA. The Purchase Price of the Local Bond will be determined by adding to or subtracting from the par amount of the Local Bond the Local Government's share of the net original issue premium or discount on the Related Series of VRA Bonds and by subtracting from the par amount of the Local Bond the Local Government's share of VRA's expenses as set forth in Section 3.2 and the Local Government's share of the deposit on the Closing Date to any applicable VRA Reserve. It is acknowledged that the Purchase Price does not include any accrued interest on the Local Bond from its dated date to the Closing Date. "Qualified Independent Consultant" means an independent professional consultant having the skill and experience necessary to provide the particular certificate, report or approval required by the provision of this Agreement in which such requirement appears, including without limitation an Outside Engineer and an independent certified public accountant or firm of 10.B.2.c Packet Pg. 199 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -4- independent certified public accountants; provided, however, all Qualified Independent Consultants are subject to the reasonable approval of VRA. "Refunded Bond" means the outstanding amount of the 2018 Local Bond ot be refunded as agreed in writing by the Local Government and VRA prior to the Sale Date. "Registrar" means the officer or employee of the Local Government designated under the Local Authorization to maintain the registration books for the Local Bond. "Related Financed Property" means the land, building, equipment and other property, the acquisition, construction, renovation, or equipping of which was financed by the Local Bond as part of the Project. "Related Portion of VRA Bonds" means the portion of the Related Series of VRA Bonds allocable to the Local Bond (as determined by VRA), including any bonds issued by VRA to refund such Related Series of VRA Bonds in whole or in part. "Related Series of VRA Bonds" means the Virginia Resources Authority Infrastructure and State Moral Obligation Revenue Bonds (Virginia Pooled Financing Program), Series 2021C (Taxable) (or such other series of Infrastructure and State Moral Obligation Revenue Bonds (Virginia Pooled Financing Program) that is specified in Schedule 1.1), in the original aggregate principal amount set forth in Schedule 1.1, and, unless the Local Government receives notice to the contrary from VRA, any bonds issued by VRA to refund the Related Series of VRA Bonds in whole or in part. "Related Supplemental Series Indenture" means the Fifty-Second Supplemental Series Indenture of Trust dated as of November 1, 2021, between VRA and the Trustee, as modified, altered, amended and supplemented in accordance with its terms and those of the Master Indenture. "Revenue Fund" has the meaning set forth in the Master Indenture. "Revenues" means (i) all rates, fees, rentals, charges and other income properly allocable to the System under generally accepted accounting principles or resulting from the Local Government's ownership or operation of the System and all rights to receive the same, whether now existing or hereafter coming into existence, exclusive of user and other deposits subject to refund until such deposits have become the Local Government's property, (ii) the proceeds of any insurance covering business interruption loss relating to the System, (iii) interest on any money or securities related to the System held by or on behalf of the Local Government, and (iv) any other income from other sources now or hereafter pledged or specifically made available by or on behalf of the Local Government to or for the payment of Operation and Maintenance Expenses or debt service on Parity Bonds. "Sale Date" means October 27, 2021, or such other date specified in Schedule 1.1. "Subordinate Debt" means obligations of the Local Government secured by a pledge of Revenues expressly made subordinate to the pledge securing the Local Bond and any other Parity Bonds, and any obligations to make deposits related to reserve funds, rebate funds and similar funds or accounts established for the benefit of the Local Bond or any other Parity Bonds. 10.B.2.c Packet Pg. 200 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -5- "Supplemental Interest" has the meaning set forth in Section 6.1. "System" means all plants, systems, facilities, equipment or property owned operated or maintained by the Local Government and used as the Pittsylvania County Landfill in connection with the collection, management, disposal, incineration, storage, recycling or conversion into energy of solid waste as the same may exist from time to time, and includes the Related Financed Property. "Trustee" means U.S. Bank National Association, Richmond, Virginia, as trustee under the Master Indenture and the Related Supplemental Series Indenture, or its successors serving in such capacity. "Virginia SNAP" means the Commonwealth of Virginia State Non-Arbitrage Program. "VRA" means the Virginia Resources Authority, a public body corporate and a political subdivision of the Commonwealth of Virginia. "VRA Bonds" means the Related Series of VRA Bonds and any additional bonds issued under the Master Indenture. "VRA Reserve" means any one or more of the Capital Reserve Fund, the Infrastructure Debt Service Reserve Fund, the Operating Reserve Fund, a CRF Credit Facility or an Infrastructure Revenue DSRF Facility, each as defined in the Master Indenture. Section 1.2 Rules of Construction. The following rules apply to the construction of this Agreement unless the context requires otherwise: (a) Singular words connote the plural number as well as the singular and vice versa. (b) Words importing the redemption or calling for redemption of the Local Bond do not refer to or connote the payment of the Local Bond at its stated maturity. (c) All references in this Agreement to particular Articles, Sections or Exhibits are references to Articles, Sections or Exhibits of this Agreement unless otherwise indicated. (d) The headings and table of contents as used in this Agreement are solely for convenience of reference and do not constitute a part of this Agreement and do not affect its meaning, construction or effect. ARTICLE II REPRESENTATIONS Section 2.1 Representations by VRA. VRA represents to the Local Government as follows: 10.B.2.c Packet Pg. 201 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -6- (a) VRA is a duly created and validly existing public body corporate and political subdivision of the Commonwealth of Virginia vested with the rights and powers conferred upon it under the Act. (b) VRA has full right, power and authority to (i) issue, sell and deliver the Related Series of VRA Bonds, (ii) direct the Trustee to use a portion of the proceeds of the Related Series of VRA Bonds to purchase the Local Bond from the Local Government as contemplated under the Related Supplemental Series Indenture and this Agreement and (iii) carry out and consummate all other transactions contemplated by this Agreement. (c) VRA has duly authorized, executed and delivered this Agreement, and this Agreement constitutes a legal, valid and binding obligation of VRA enforceable against VRA in accordance with its terms. Section 2.2 Representations by Local Government. The Local Government represents to VRA as follows: (a) The Local Government is a duly created and validly existing Virginia "local government" (as defined in Section 62.1-199 of the Act) and is vested with the rights and powers conferred upon it by Virginia law. (b) The Local Government has full right, power and authority to (i) adopt the Local Authorization and execute and deliver this Agreement and all related documents, (ii) issue and sell the Local Bond to VRA and deliver the Local Bond to the Trustee, (iii) own and operate the System, (iv) undertake the Project and (v) carry out and consummate all of the transactions contemplated by the Local Authorization, the Local Bond and this Agreement. (c) The Local Authorization authorized the execution and delivery of this Agreement, and this Agreement is in substantially the same form as presented to the Local Government's governing body at its meeting at which the Local Authorization was adopted. The Local Authorization was filed in the Circuit Court of the County of Pittsylvania, Virginia, on August [__], 2021. (d) The Local Government has obtained all governmental permits, licenses, registrations, certificates, authorizations and approvals required to have been obtained as of the Effective Date for the Local Government's (i) adoption of the Local Authorization, (ii) execution and delivery of this Agreement and the Local Bond, (iii) performance of its obligations under this Agreement and the Local Bond, (iv) the undertaking of the Project and (v) the operation and use of the System. The Local Government knows of no reason why any such required governmental permits, licenses, registrations, certificates, authorizations or approvals not required to be obtained by the Effective Date cannot be obtained as required in the future. (e) The Local Government has executed and delivered this Agreement, and this Agreement constitutes a legal, valid and binding obligation of the Local Government enforceable against the Local Government in accordance with its terms. (f) When executed and delivered in accordance with the Local Authorization and this Agreement, the Local Bond will have been executed and delivered by duly authorized 10.B.2.c Packet Pg. 202 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -7- officials of the Local Government and will constitute a legal, valid and binding limited obligation of the Local Government enforceable against the Local Government in accordance with its terms. (g) The issuance of the Local Bond and the execution and delivery of this Agreement and the performance by the Local Government of its obligations thereunder are within the powers of the Local Government and will not conflict with, or constitute a breach or result in a violation of, (i) to the best of the Local Government's knowledge, any federal or Virginia constitutional or statutory provision, including the Local Government's charter or articles of incorporation, if any, (ii) any agreement or other instrument to which the Local Government is a party or by which it is bound or (iii) any order, rule, regulation, decree or ordinance of any court, government or governmental authority having jurisdiction over the Local Government or its property. (h) The Local Government is not in default in the payment of the principal of or interest on any of its indebtedness for borrowed money and is not in default under any instrument under and subject to which any indebtedness for borrowed money has been incurred. No event or condition has happened or existed, or is happening or existing, under the provisions of any such instrument, including but not limited to this Agreement, which constitutes, or which, with notice or lapse of time, or both, would constitute an event of default thereunder. (i) The Local Government (i) to the best of the Local Government's knowledge, is not in violation of any existing law, rule or regulation applicable to it in any way that would have a material adverse effect on its financial condition or its ability to perform its obligations under the Local Bond or this Agreement and (ii) is not in default under any indenture, mortgage, deed of trust, lien, lease, contract, note, order, judgment, decree or other agreement, instrument or restriction of any kind to which the Local Government is a party or by which it is bound or to which any of its assets is subject that would have a material adverse effect on its financial condition or its ability to perform its obligations under the Local Bond and this Agreement. The Local Government's execution and delivery of the Local Bond and this Agreement and its compliance with the terms and conditions thereof will not conflict with or result in a breach of or constitute a default under any of the foregoing. (j) The Local Government reasonably expects that, unless otherwise permitted by the terms of this Agreement or approved by VRA, the Local Government will own, operate and control the System at all times during the term of the Local Bond. (k) Except as set forth in Exhibit C, there has not been served upon nor, to the best of the Local Government's knowledge, threatened against the Local Government, any actions, suits, proceedings or investigations of a legal, equitable, regulatory, administrative or legislative nature (i) affecting the creation, organization or existence of the Local Government or the title of its officers to their respective offices, (ii) seeking to prohibit, restrain or enjoin the approval, execution, delivery or performance of the Local Authorization or this Agreement or the issuance or delivery of the Local Bond, (iii) in any way contesting or affecting the validity or enforceability of the Local Bond, the Local Authorization, this Agreement or any agreement or instrument relating to any of the foregoing, (iv) in which a judgment, order or resolution may have a material adverse effect on the Local Government or its business, assets, condition (financial or otherwise), 10.B.2.c Packet Pg. 203 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -8- operations or prospects or on its ability to perform its obligations under the Local Authorization, this Agreement or the Local Bond or (v) affecting the Project. (l) The financial statements, applications and other information that the Local Government furnished to VRA in connection with this Agreement fairly and accurately portray the Local Government's financial condition, as of their dates, and there has been no material adverse change in the financial condition of the Local Government since the date of the financial statements provided to VRA in connection with this Agreement. (m) Nothing that would constitute an Event of Default hereunder has occurred and is continuing, and no event or condition exists that with the passage of time or the giving of notice, or both, would constitute an Event of Default hereunder. (n) A list of all Parity Bonds that are outstanding on the date of this Agreement is attached as Exhibit J (the "Existing Parity Bonds"). (o) Except for the Existing Parity Bonds, there is no indebtedness of the Local Government secured by a pledge of Revenues prior to or on a parity with the lien of the pledge of Revenues that secures the Local Bond. Section 2.3 Representations Remade as of the Sale Date. (a) It shall be a condition precedent of VRA's obligation to sell the Related Series of VRA Bonds that the Local Government's representations and warranties set forth in Section 2.2 be true and accurate in all respects on the Sale Date. (b) If prior to the Sale Date, any representation or warranty set forth in Section 2.2 becomes untrue or inaccurate, then the Local Government shall notify VRA within one Business Day of becoming aware of such facts, and VRA, in its sole and absolute discretion, shall determine whether to sell VRA Bonds on behalf of the Local Government, which series of VRA Bonds (if any) to sell on behalf of the Local Government and any additional conditions precedent to the sale of such VRA Bonds or the purchase of the Local Bond. ARTICLE III PURCHASE OF THE LOCAL BOND Section 3.1 Purchase of the Local Bond. (a) Subject to the terms and conditions and in reliance upon the representations, warranties and agreements set forth or incorporated herein, VRA shall purchase, solely from the proceeds of the Related Series of VRA Bonds, all, but not less than all, of the Local Bond from the Local Government, and the Local Government shall, subject to the Financing Parameters, sell and deliver to VRA the Local Bond for the Purchase Price. The Local Government acknowledges that the Purchase Price is determined by VRA, is subject to VRA's Purchase Price Objective (as defined below) and market conditions as described below, and is expected to be substantially equal to the Proceeds Requested. The Local Government shall issue the Local Bond pursuant to the Local Authorization and in substantially the form of Exhibit A to this Agreement. As a condition of VRA entering into this Agreement, the Local Government shall deliver to VRA a copy of the Local Authorization as adopted prior to the date hereof. 10.B.2.c Packet Pg. 204 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -9- (b) The Local Government acknowledges that VRA has advised the Local Government that its objective is to pay the Local Government the Purchase Price for its Local Bond which in VRA's judgment reflects the market value of the Local Bond ("Purchase Price Objective"), taking into consideration the Financing Parameters, the purchase price received by VRA for the Related Series of VRA Bonds, the underwriters' discount and other issuance costs of the Related Series of VRA Bonds and other market conditions relating to the sale of the Related Series of VRA Bonds. The Local Government further acknowledges that VRA has advised it that such factors may result in the Local Bond having a value other than par and that in order to receive an amount of proceeds that is substantially equal to the Proceeds Requested, the Local Government may need to issue the Local Bond with a par amount that is greater or less than the Proceeds Requested. The Local Government shall not issue the Local Bond if doing so would violate any Financing Parameter. The Local Government shall issue the Local Bond at a par amount that provides, to the fullest extent practicable given VRA's Purchase Price Objective, a Purchase Price at least equal to the Proceeds Requested, all in accordance with the Local Authorization. The Local Government acknowledges that the Purchase Price will be less than the Proceeds Requested if any Financing Parameter prevents VRA from generating a Purchase Price substantially equal to the Proceeds Requested, based upon VRA's Purchase Price Objective. Section 3.2 Issuance Expenses. VRA shall pay, or cause to be paid, from the proceeds of the Related Series of VRA Bonds all expenses incident to the performance of VRA's obligations under and the fulfillment of the conditions imposed by this Agreement in connection with the issuance, sale and delivery of the Related Series of VRA Bonds and the purchase of the Local Bond on the Closing Date, including, but not limited to: (i) the cost, if any, of preparing and delivering the Related Series of VRA Bonds; (ii) the cost of preparing, printing and delivering the Preliminary Official Statement and the Official Statement for the Related Series of VRA Bonds and any amendment or supplement thereto; (iii) the fees and expenses of the financial advisor(s) and bond counsel to VRA; and (iv) all other costs and expenses incurred by VRA. The Local Government shall pay all expenses of the Local Government incident to the issuance, sale and delivery of the Local Bond, including, but not limited to the fees and disbursements of the financial advisor, counsel and bond counsel to the Local Government from the Purchase Price or other funds of the Local Government. Section 3.3 Schedule 1.1. VRA shall complete Schedule 1.1, which shall set forth, among other things, the principal amount, interest rates, payment schedule and Purchase Price with respect to the Local Bond and the principal amount of the Related Series of VRA Bonds on or after the Sale Date. VRA shall deliver the completed Schedule 1.1 to the Local Government and shall attach Schedule 1.1 to this Agreement. Upon delivery to the Local Government, the completed Schedule 1.1 shall become a part of this Agreement the same as if it were a part hereof on the Effective Date. 10.B.2.c Packet Pg. 205 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -10- Section 3.4 Conditions Precedent to Purchase of the Local Bond. VRA shall not be required to cause the Trustee to purchase the Local Bond unless: (a) VRA has received the following, all in form and substance satisfactory to VRA: (1) Certified copies of the Local Authorization and all other ordinances and resolutions of the Local Government relating to this Agreement and the Local Bond, if any. (2) A certificate of the appropriate officials of the Local Government dated the Closing Date as to the matters set forth in Section 2.2 and Section 2.3 (to the extent applicable), including appropriate certifications regarding this Agreement, and such other matters as VRA may reasonably require. (3) Evidence that the Local Government has performed and satisfied all of the terms and conditions contained in this Agreement to be performed and satisfied by it as of such date. (4) An opinion of counsel to the Local Government in substantially the form attached as Exhibit F. (5) An opinion of bond counsel to the Local Government in form and substance reasonably satisfactory to VRA. (6) Evidence that the Local Government has complied with the insurance provisions set forth in Section 8.1 and Section 8.2. (7) The executed Local Bond. (8) A certificate of the Consulting Engineer giving the Consulting Engineer's estimate of the construction portion of the total Project Costs to be financed with the proceeds of the Local Bond, which estimate must be in an amount and otherwise compatible with the financing plan described in the Project Budget. (9) A certificate of the Consulting Engineer (i) to the effect that the Purchase Price and funds available from the other sources specified in the Project Budget will be sufficient to pay the construction portion of the estimated Project Costs and (ii) specifying the date the Local Government is expected to complete the Project. (10) A certificate of a Local Engineer or a Qualified Independent Consultant, including supporting documentation, to the effect that during the first two complete Fiscal Years following the estimated completion date of the Project, the projected Net Revenues Available for Debt Service will satisfy the Local Government's rate covenant under Section 5.2(a). In providing this certificate, the Outside Engineer or Qualified Independent Consultant may take into consideration future System rate increases, provided that such rate increases have been duly approved by the Local Government's governing body and any other person or entity required to give approval for the rate increase to 10.B.2.c Packet Pg. 206 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -11- become effective. In addition, the Outside Engineer or Qualified Independent Consultant may take into consideration (i) additional future revenues to be derived under existing contractual arrangements entered into by the Local Government and from reasonable estimates of growth in the Local Government's consumer base and (ii) transfers in from the Local Government's general fund as permitted under Section 5.5. (11) A certificate of the Consulting Engineer to the effect that (i) all governmental permits, licenses, registrations, certificates, authorizations and approvals for the undertaking of the Project, as enumerated in the certificate, and the operation and use of the System required to have been obtained as of the Closing Date have been obtained and (ii) the Consulting Engineer knows of no reason why any such required governmental permits, licenses, registrations, certificates, authorizations and approvals for the undertaking of the Project, as enumerated in the certificate, and the operation and use of the System cannot be obtained as required in the future. (12) Evidence that the Local Government is in compliance with the construction contract provisions set forth in Section 7.13 with respect to any existing contracts as of the Closing Date. (13) Evidence that the Local Government has satisfied all conditions precedent to the issuance of the Local Bond as a "Parity Bond" under the financing documents for the Existing Parity Bonds. (14) Such other documentation, certificates and opinions as VRA may reasonably require as set forth in Schedule 1.1. (b) The initial purchasers of the Related Series of VRA Bonds have paid in full and VRA has accepted the purchase price for the Related Series of VRA Bonds on the Closing Date. It is understood that the sole source of funds to pay the Purchase Price is a portion of the proceeds of the Related Series of VRA Bonds. ARTICLE IV USE OF PURCHASE PRICE Section 4.1 Deposit of Purchase Price; Investment of Amounts in Local Account. (a) On the Closing Date, VRA shall cause the Trustee to deposit the Purchase Price into the Local Account and to apply the Purchase Price and the earnings thereon as set forth in the Related Supplemental Series Indenture, and this Agreement. (b) The Local Government acknowledges and consents to the investment of the Purchase Price and the earnings thereon in Virginia SNAP. Section 4.2 Agreement to Accomplish Project. (a) The Local Government shall cause the Project to be acquired, constructed, expanded, renovated, equipped or financed as described in Exhibit B and in accordance with the Project Budget, and this Agreement, and the plans, specifications and designs prepared by the Consulting Engineer and approved by the Local Government. The Local Government shall use its best efforts to complete, or cause to be completed, the Project by the date set forth in the certificate delivered under Section 3.4(a)(9). The 10.B.2.c Packet Pg. 207 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -12- Local Government shall obtain the approval of all applicable regulatory agencies of all plans, specifications and designs for the Project. The Local Government shall maintain complete and accurate books and records of the Project Costs and permit VRA or the Trustee through their representatives to inspect such books and records at any reasonable time. (b) Upon completion of the Project, the Local Government shall promptly deliver to VRA and the Trustee a certificate signed by a Local Representative and by the Consulting Engineer stating (i) that the Project has been completed substantially in accordance with this Article and in substantial compliance with all material applicable laws, ordinances, rules and regulations, (ii) the date of such completion and (iii) that all certificates of occupancy or other material permits then necessary for the use, occupancy and operation of the Related Financed Property have been issued or obtained. Such certificate shall be accompanied by a copy of the final requisition submitted to the Trustee pursuant to Section 4.3, including Schedule 1 thereto. (c) The Local Government shall cause the deposit of a portion of the proceeds of the Local Bond, together with other available funds of the Local Government (if any), to be transferred to the holder of the Refunded Bond in an amount sufficient to pay the outstanding principal of and premium, if any, and interest on the Refunded Bond. (d) If upon completion of the Project and payment of all related costs of issuance, there is a balance remaining in the Local Account, the Trustee, at the written direction of the Local Government, shall apply any remaining balance to pay, or reimburse the Local Government for previously-paid, interest on the Local Bond or in such other manner that is permitted under the Act and will not, in the opinion of a nationally-recognized bond counsel delivered to VRA and the Trustee, have an adverse effect on the tax status of the Related Series of VRA Bonds. Section 4.3 Disbursement of Purchase Price and Earnings. Except as provided in Section 4.2(c), the Local Government shall apply the amounts in the Local Account solely and exclusively to the payment or reimbursement of the Local Government for the Project Costs. Not more frequently than once per calendar month, the Trustee shall disburse amounts from the Local Account to the Local Government or as directed by the Local Government upon the Trustee's receipt of the following: (a) A requisition (upon which the Trustee and VRA shall be entitled to rely) signed by a Local Representative and containing all information called for by, and otherwise being in the form of, Exhibit D (including the Schedules thereto). (b) Receipts, vouchers, statements, bills of sale or other evidence of payment of the related Project Costs. (c) If any requisition includes an item for payment for labor or to contractors, builders or materialmen: (1) a certificate, signed by a Consulting Engineer, stating that such work was actually performed or such materials, supplies or equipment were actually furnished or installed in or about the construction of the Project; and 10.B.2.c Packet Pg. 208 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -13- (2) a certificate, signed by a Local Representative (that may rely on representations of counsel or a title insurance agency reasonably acceptable to VRA), stating that no notice of any lien, right to lien or attachment upon, or claim affecting the right to receive payment of, any of the money payable under the requisition to any of the persons, firms or corporations named in it has been received, or if any notice of any such lien, attachment or claim has been received, such lien, attachment or claim has been released or discharged or will be released or discharged upon payment of the requisition. (d) If any requisition includes an item for payment of the cost of acquisition of any lands or easements, or any rights or interests in or relating to lands, there shall also be attached to such requisition: (1) a certificate, signed by a Consulting Engineer, stating that such lands, easements, rights or interests are being acquired and are necessary or convenient for the construction of the Project; and (2) a certificate, signed by a Consulting Engineer (that may rely on representations of counsel or a title insurance agency reasonably acceptable to VRA), stating that upon payment therefor the Local Government will have title in fee simple to, or easements, rights or interests sufficient for the purposes of, the Project over and through the subject lands. Following VRA's approval of each such requisition and accompanying invoice(s) and certificate(s), which approval will not unreasonably be withheld, the Trustee shall pay the requisition from the Local Account in accordance with the instructions in such requisition. The Local Government agrees that any amounts disbursed to it or for its account from the Local Account pursuant to this Section 4.3 will be (i) immediately applied to reimburse the Local Government for Project Costs it has already paid or (ii) actually spent to pay Project Costs not later than five banking days after receipt. Section 4.4 No Sufficiency Warranty by VRA; Local Government Required to Complete Project. VRA makes no warranty, either express or implied, that the Purchase Price will be sufficient to pay all or any particular portion of the Project Costs. If the Purchase Price is not sufficient to pay in full the cost of the Project, the Local Government shall complete the Project at its own expense and shall not be entitled to any reimbursement therefor from VRA or any abatement, diminution or postponement of its payments under the Local Bond or this Agreement. ARTICLE V PLEDGE AND SECURITY Section 5.1 Pledge. Subject to the Local Government's right to apply Revenues to the payment of Operation and Maintenance Expenses, the Revenues are hereby pledged to secure the payment of the principal of and premium, if any, and interest on the Local Bond and the payment and performance of the Local Government's obligations under this Agreement on a parity with any Parity Bonds. This pledge shall be valid and binding from and after the Closing Date. The Revenues, as received by the Local Government, shall immediately be subject to the lien of this pledge without any physical delivery of them or further act. Except as stated above, the lien of 10.B.2.c Packet Pg. 209 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -14- this pledge shall have priority over all other obligations and liabilities of the Local Government payable from Revenues, and the lien of this pledge shall be valid and binding against all parties having claims of any kind against the Local Government regardless of whether such parties have notice of this pledge. Until the occurrence and continuation of an Event of Default, the Local Government may, after the application each month of Revenues to the payment of the Operation and Maintenance Expenses and debt service on the Local Bond and any other Parity Bonds, use the Revenues for any lawful purpose. Section 5.2 Rate Covenant. (a) The Local Government shall fix and collect rates, fees and other charges for the use of and for services furnished or to be furnished by its System, and will from time to time revise such rates, fees and other charges, or provide other funds, so that in each Fiscal Year the Net Revenues Available for Debt Service, and such other funds that are provided by the Local Government, will equal at least 100% of the amount required during the Fiscal Year to pay the principal of and interest on the Local Bond and all other Parity Bonds. (b) If, for any reason, the Net Revenues Available for Debt Service, and such other funds provided by the Local Government, are insufficient to satisfy the covenant set forth in subsection (a), the Local Government shall (i) on its demand, pay to VRA a rate maintenance penalty fee in an amount of $5,000, and (ii) within 90 days adjust and increase its rates, fees and other charges or reduce its Operation and Maintenance Expenses so as to provide sufficient Net Revenues Available for Debt Service to satisfy such requirement. (c) On or before the last day of each Fiscal Year, the Local Government shall review the adequacy of its rates, fees and other charges for the next Fiscal Year, other fund sources that would be allocated to support the System, and, if such review indicates the Local Government's rates, fees, other charges and other fund sources will be allocated to support the system will be insufficient to satisfy the rate covenant in subsection (a), the Local Government shall promptly increase its rates, fees and other charges or reduce its Operation and Maintenance Expenses to cure any deficiency. Section 5.3 Annual Budget of the System. Not less than 15 days before the first day of each Fiscal Year, the Local Government shall submit to its governing body and to VRA a copy of a preliminary annual budget, containing all information called for by, and otherwise being in the form of, Exhibit I to this Agreement, for such Fiscal Year setting forth a schedule of the rates, fees and other charges to be imposed by the Local Government, the Revenues estimated to be generated thereby and the expenditures anticipated by the Local Government for operations, maintenance, repairs, replacements, improvements, debt service and other purposes. The Local Government shall adopt, prior to the first day of each Fiscal Year, a budget for such Fiscal Year. The Local Government shall ensure that the adopted budget contains the information required to be included in the preliminary budget. Such budget as approved by the Local Government's governing body is referred to in this Agreement as the Annual Budget. The Local Government may at any time during any Fiscal Year amend the Annual Budget for such Fiscal Year so long as such amendment does not result in an Event of Default. The Local Government shall promptly submit to VRA, in an electronic format, a copy of the Annual Budget and any amendments thereto. Section 5.4 Qualified Independent Consultant's Report. (a) If at the end of any Fiscal Year, the Local Government is not in compliance with the rate covenant made by the Local 10.B.2.c Packet Pg. 210 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -15- Government in Section 5.2(a), within 210 days after the end of such Fiscal Year, the Local Government shall obtain a report from the Qualified Independent Consultant. The Local Government shall ensure that the report gives advice and makes recommendations as to the proper maintenance, repair, replacement and operation of the System for the next ensuing Fiscal Year and estimating the costs thereof as to the rates, fees, and other charges which should be established by the Local Government to satisfy the rate covenant in Section 5.2(a). The Local Government shall promptly furnish a copy of such report to VRA and, subject to Section 5.4(b), take measures to implement the recommendations of the Qualified Independent Consultant within 90 days of obtaining such report. (b) If the Local Government determines that the Qualified Independent Consultant's recommendations are impractical or inappropriate, the Local Government may in lieu thereof adopt other procedures which the Local Government believes will bring it into compliance with the rate covenant made by the Local Government in Section 5.2(a) when such measures have been implemented and become fully effective. Such alternative plan shall be filed with VRA not later than 30 days after receipt of the Qualified Independent Consultant's report along with a detailed explanation of the Local Government's reason for rejecting the Qualified Independent Consultant's recommendations. Notwithstanding anything herein to the contrary, VRA reserves the right, in its sole discretion, to reject such alternate procedures and, to the extent permitted by law, require the Local Government to comply with the Qualified Independent Consultant's recommendations. Section 5.5 Support Agreement. (a) No later than March 15 of each year beginning March 15, 2022, the County Administrator of the Local Government (the "County Administrator") shall notify VRA in writing of the amount by which Net Revenues Available for Debt Service and other funds available to pay debt service is expected in the next ensuing Fiscal Year to be insufficient to (i) satisfy the Rate Covenant and (ii) pay any amounts due under this Agreement (collectively, the "Annual Deficiency Amount"). (b) The Local Government hereby directs the County Administrator to include the Annual Deficiency Amount in the budget submitted to the governing body of the Local Government (the "Board") for the next ensuing Fiscal Year. The County Administrator shall deliver to VRA within ten days after the adoption of the Local Government's budget for each Fiscal Year, but not later than July 15 of each year, a certificate stating whether the Board has approved and included an amount equal to the Annual Deficiency Amount for transfer to the System in the adopted Local Government budget for such Fiscal Year. (c) If at any time there is a failure of the Local Government to make a payment of principal of or interest on the Local Bond to pay any amounts due under this Agreement, the County Administrator shall request an appropriation from the Board in an amount sufficient to cover the payment default. (d) The Local Government agrees that the Board will consider each request for appropriation made pursuant to subsection (c) above at its next regularly scheduled meeting at which it is possible to satisfy any applicable notification requirement. The Local Government shall notify VRA promptly after such meeting as to whether the amount so required was appropriated. If the Board shall fail to make such appropriation, the County Administrator shall 10.B.2.c Packet Pg. 211 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -16- add the amount of such requested appropriation to the Annual Deficiency Amount reported to the Board for the next Fiscal Year. (e) The Local Government shall pay to the Trustee the amount of any appropriation made pursuant to subsection (c) of this Section. The Local Government and VRA acknowledge that any amounts appropriated pursuant to this Section are pledged to secure the payment of principal of and premium, if any, and interest on the Local Bond and amounts due under this Agreement, as the case may be. (f) The Board hereby undertakes a non-binding obligation to appropriate such amounts as may be requested from time to time pursuant to subsections (b) and (c) above, to the fullest degree and in such manner as is consistent with the Constitution and laws of the Commonwealth of Virginia. The Board, while recognizing that it is not empowered to make any binding commitment to make such appropriations in future Fiscal Years, hereby states its intent to make such appropriations in future Fiscal Years, and hereby recommends that future Boards do likewise. ARTICLE VI PAYMENT AND REDEMPTION OF LOCAL BOND Section 6.1 Payment of Local Bond and Related Amounts. (a) Until the principal of and premium, if any, and interest on the Local Bond and all other amounts payable under this Agreement have been paid in full, the Local Government shall pay from the Revenues to the Trustee or VRA, as applicable, the following amounts: (1) to the Trustee, the amounts required by the Local Bond on such dates and in such manner as provided for in the Local Bond – the term "interest," as used in the Local Bond and this Agreement, includes Supplemental Interest, when and if payable; (2) Reserved; (3) to VRA, on its demand, a late payment penalty in an amount equal to 5.0% of the payment on the Local Bond not paid within 5 days after its due date; (4) to the Trustee, the Local Government's share (as determined by VRA) of the annual fees and expenses of the Trustee, less the Local Government's share of the net earnings on the Revenue Fund, Infrastructure Revenue Debt Service Fund and Moral Obligation Debt Service Fund established under the Master Indenture (as determined by VRA), and the Local Government shall pay such amounts no later than 15 days after VRA or the Trustee sends to the Local Government a written bill for them; and (5) to VRA, to the extent permitted by law, the reasonable costs and expenses, including reasonable attorneys' fees, if any, incurred by VRA in connection with (i) an Event of Default or default by the Local Government under this Agreement (ii) any amendment to or discretionary action that VRA undertakes at the request of the Local Government under this Agreement, any other document related to the Related Series of VRA Bonds or the Local Bond or (iii) any claim, lawsuit or other challenge to the Local Bond, the VRA Bonds or this Agreement that arises, at least in part, out of the Local 10.B.2.c Packet Pg. 212 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -17- Government's authorization of its issuance of the Local Bond, and the Local Government shall pay such amounts no later than 15 days after VRA or the Trustee sends to the Local Government a written bill for them. (b) If any failure of the Local Government to pay all or any portion of any required payment of the principal of or premium, if any, or interest on the Local Bond results in a withdrawal from or a drawing on any VRA Reserve, the interest rates applicable to the Local Bond shall be increased to interest rates sufficient to reimburse the VRA Reserve for any foregone investment earnings on the funds withdrawn therefrom and pay any interest, fees or penalties assessed as a result of the withdrawal from or drawing on the VRA Reserve. The increment of interest payable pursuant to the increase in rates shall be referred to as "Supplemental Interest." The Local Government's obligation to pay Supplemental Interest shall commence on the date of the withdrawal or drawing of funds from the VRA Reserve occasioned by the Local Government's failure to pay a required payment or portion thereof as described above (the "Supplemental Interest Commencement Date"). The Local Government's obligation to pay Supplemental Interest shall terminate on the date on which the Local Government makes all payments required but outstanding since the date of the initial failure to pay (the "Supplemental Interest Termination Date"). From the Supplemental Interest Commencement Date to the Supplemental Interest Termination Date, Supplemental Interest shall be due and payable on the regularly scheduled interest payment dates provided for in the Local Bond. As soon as reasonably possible after the Supplemental Interest Commencement Date and before the next regularly scheduled interest payment date provided for in the Local Bond, VRA shall deliver to the Local Government a certificate as to the increase in interest rates and the amount of Supplemental Interest. The certificate shall set forth in reasonable detail the basis for the increase in interest rates and the manner of calculation of the increase and the amount of Supplemental Interest. Such certificate shall be conclusive (absent manifest error) as to the interest rate increase and amount of Supplemental Interest set forth therein. In determining the interest rate increase and the amount of Supplemental Interest, VRA may use any reasonable averaging and attribution methods. (c) The Local Government shall pay the amounts described above and make payments as scheduled under the Local Bond despite any amount being withdrawn from or drawn on a VRA Reserve pursuant to the Master Indenture. Section 6.2 Defeasance and Redemption of Local Bond. (a) The Local Government shall not defease or redeem the Local Bond (in whole or in part), except as provided in this Section 6.2. (b) The Local Government shall satisfy the following conditions prior to the defeasance and redemption of the Local Bond: (1) The Local Government shall provide to VRA not less than 60 days' prior written notice of the deposit of the funds described in (2), (3) and (4) below. (2) The Local Government shall deposit with the Trustee an amount sufficient for VRA to establish an escrow of cash and non-callable, non-prepayable Government Obligations the principal of and interest on which will be sufficient (without reinvestment) to cause the defeasance under Article XII of the Master Indenture of the 10.B.2.c Packet Pg. 213 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -18- portion of the Related Portion of VRA Bonds corresponding to the portion of the Local Bond to be defeased or prepaid (the "Allocated Portion"). The defeasance of the Allocated Portion may be either to maturity or an earlier redemption date as determined by the Local Government. (3) The Local Government shall deposit with VRA cash in an amount sufficient, as determined by VRA, to pay for a verification report required for the defeasance of the Allocated Portion under Article XII of the Master Indenture, any costs incurred by VRA in connection with the redemption, refunding and defeasance of the Allocated Portion, all amounts overdue or then due on the Local Bond (including, without limitation, any Supplemental Interest) and all amounts overdue, due or to become due under Section 6.1(a) of this Agreement. (4) The Local Government shall deposit with VRA cash in an amount equal to the present value of interest that would be paid on the principal of the Allocated Portion at a rate equal to 0.125%, payable semiannually, to the maturity dates of the Allocated Portion or, if earlier, the redemption date or dates of the Allocated Portion. Present value shall be determined by using a discount rate equal to the true interest cost of the Related Portion of VRA Bonds. (c) VRA will determine which Related Portion of VRA Bonds will be designated as the Allocated Portion and the amounts to be deposited under subsection (b)(2) and (3) above using such reasonable allocation and estimation methods as may be selected by VRA, and VRA's determinations shall be conclusive (absent manifest error). (d) The Local Government acknowledges that no funds in any VRA Reserve will be available to the Local Government for the defeasance or redemption of the Local Bond. Section 6.3 Payments and Rights Assigned. The Local Government hereby consents to VRA's assignment to the Trustee of VRA's rights under this Agreement and the Local Bond. The Local Government also hereby acknowledges and consents to the reservation by VRA of the right and license to enjoy and enforce VRA's rights under the Local Bond and this Agreement so long as no Event of Default (as defined in the Master Indenture) with respect to the Related Series of VRA Bonds has occurred and is continuing. Even though VRA will be the registered owner of the Local Bond, the Local Government shall pay directly to the Trustee all amounts payable by the Local Government under the Local Bond and this Agreement (except for those amounts specifically indicated as payable to VRA under Section 6.1 or Section 11.8, which the Local Government shall pay directly to VRA). Section 6.4 Obligations Absolute and Unconditional. The obligation of the Local Government to make the payments required by the Local Bond and this Agreement from the sources pledged therefor shall be absolute and unconditional. The Local Government shall pay all such amounts without abatement, diminution or deduction (whether for taxes or otherwise) regardless of any cause or circumstance whatsoever including, without limitation, any defense, set-off, recoupment or counterclaim that the Local Government may have or assert against VRA, the Trustee or any other person. 10.B.2.c Packet Pg. 214 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -19- ARTICLE VII OPERATION AND USE COVENANTS Section 7.1 Maintenance. At its own cost and expense the Local Government shall operate the System in a proper, sound and economical manner in compliance with all legal requirements and shall maintain the System in good repair and operating condition and from time to time shall make all necessary repairs, renewals and replacements. Section 7.2 Additions and Modifications. At its own expense the Local Government from time to time may make any renewals, replacements, additions, modifications or improvements to the System that the Local Government deems desirable, provided that any such renewal, replacement, addition, modification or improvement does not (i) materially reduce the value of the System or (ii) negatively affect the structural or operational integrity of any part of the System. The Local Government shall ensure that all such renewals, replacements, additions, modifications or improvements comply with all applicable federal, state and local laws, rules, regulations, orders, permits, authorizations and requirements. All such renewals, replacements, additions, modifications and improvements shall become part of the System. Section 7.3 Permits. The Local Government shall, at its sole cost and expense, obtain all permits, consents and approvals required by local, state or federal laws, ordinances, rules, regulations or requirements in connection with the acquisition, construction, equipping, occupation, operation or use of the System. The Local Government shall, upon request, promptly furnish to VRA and the Trustee copies of all such permits, consents and approvals. Section 7.4 Use. The Local Government shall comply with all lawful requirements of any governmental authority regarding the System, whether now existing or subsequently enacted, whether foreseen or unforeseen or whether involving any change in governmental policy or requiring structural, operational or other changes to the System, irrespective of the cost of making the same. Section 7.5 Inspection and Local Government's Books and Records. The Local Government shall permit VRA, the Trustee and their duly authorized representatives and agents such reasonable rights of access to the System as may be necessary to determine whether the Local Government is in compliance with the requirements of this Agreement, and the Local Government shall permit such parties, at all reasonable times and upon reasonable prior notice to the Local Government, to examine and copy the Local Government's books and records that relate to the System. Section 7.6 Ownership. The Local Government shall not construct, reconstruct or install any part of the System on (i) lands other than those which the Local Government owns or can acquire title to or a perpetual easement over, in either case sufficient for the Local Government's purposes or (ii) lands in which the Local Government has acquired a right or interest less than a fee simple or perpetual easement, unless (1) such part of the System is lawfully located in a public street or highway or (2) the Local Government provides a written opinion of counsel or a report of a Qualified Independent Consultant, either of which in a form reasonably acceptable to VRA, that indicates that the lands and the Local Government's right or interest therein is sufficient for the Local Government's purposes. 10.B.2.c Packet Pg. 215 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -20- Section 7.7 Sale or Encumbrance. No part of the System shall be sold, exchanged, leased, mortgaged, encumbered or otherwise disposed of except (i) with the written consent of VRA or (ii) as provided in any one of the following subsections: (a) The Local Government may grant easements, licenses or permits across, over or under parts of the System for streets, roads and utilities as will not adversely affect the use of the System. (b) The Local Government may sell or otherwise dispose of property constituting part of the System if it uses the proceeds of such disposition and any other necessary funds to replace such property with property serving the same or a similar function. (c) The Local Government may sell or otherwise dispose of property constituting part of the System with a "book value" (as determined in accordance with generally accepted accounting principles) that, when combined with the aggregate "book value" of all of the other such property sold or otherwise disposed of under this subsection during the Fiscal Year in question, will not cause the aggregate "book value" of all of such property sold or otherwise disposed of under this subsection in such Fiscal Year to exceed $125,000. The proceeds to be received from any such sale or disposition shall be applied first to cure any default that may exist in the payment of the principal of or interest on the Local Bond. (d) The Local Government may otherwise sell or dispose of property constituting part of the System if there is filed with VRA a certificate of the Consulting Engineer stating that such property is not necessary or useful to the operation of the System. The proceeds to be received from any such sale or disposition shall be applied first to cure any default that may exist in the payment of the principal of or interest on the Local Bond. Section 7.8 Collection of Revenues. The Local Government shall use its best efforts to collect all rates, fees and other charges due to it, including, without limitation, the perfection of liens on premises served by the System for the amount of all delinquent rates, fees and other charges where such action is permitted by law. The Local Government shall, to the full extent permitted by law, prevent access to the services and facilities of the System to users, of the System who are delinquent beyond any customary grace periods in the payment of rates, fees and other charges due to the Local Government. Section 7.9 No Free Service. Except as otherwise required by law and as described on Exhibit H, the Local Government shall not permit the use of the System, or furnish any services afforded by the System, without making a charge therefor based on the Local Government's uniform schedule of rates, fees and charges. Section 7.10 No Competing Service. To the extent permitted by law, the Local Government agrees not to provide, grant any franchise to provide or give consent for anyone else to provide, any services which would compete with the System. Section 7.11 Intentionally Omitted. Section 7.12 Lawful Charges. The Local Government shall pay when due all taxes, fees, assessments, levies and other governmental charges of any kind whatsoever (collectively, the 10.B.2.c Packet Pg. 216 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -21- "Governmental Charges") which are (i) assessed, levied or imposed against the System or the Local Government's interest in it, or (ii) incurred in the operation, maintenance, use and occupancy of the System. The Local Government shall pay or cause to be discharged, or shall make adequate provision to pay or discharge, all lawful claims and demands for labor, materials, supplies or other objects which, if unpaid, might by law become a lien upon all or any part of the System or the Revenues (collectively, the "Mechanics' Charges"). The Local Government, however, after giving VRA 10 days' notice of its intention to do so, at its own expense and in its own name, may contest in good faith any Governmental Charges or Mechanics' Charges. If such a contest occurs, the Local Government may permit the same to remain unpaid during the period of the contest and any subsequent appeal unless, in VRA's reasonable opinion, such action may impair the lien on Revenues granted by this Agreement, in which event, such Governmental Charges or Mechanics' Charges promptly shall be satisfied or secured by posting with the Trustee or an appropriate court a bond in form and amount satisfactory to VRA. Upon request, the Local Government shall furnish to VRA proof of payment of all Governmental Charges and Mechanics' Charges the Local Government is required to pay under this Agreement. Section 7.13 Construction Contractors. The Local Government shall cause each general construction contractor employed in the accomplishment of the Project to furnish a performance bond and a payment bond each in an amount equal to 100% of the particular contract price. Such bonds must list the Local Government, VRA and the Trustee as beneficiaries. Neither VRA nor the Trustee shall make any claims or exercise any rights under such bonds unless and until an Event of Default occurs. The Local Government shall cause each contractor to maintain during the construction period covered by the particular construction contract builder's risk insurance, workmen's compensation insurance, public liability insurance, property damage insurance and vehicle liability insurance in amounts and on terms satisfactory to the Consulting Engineer. Section 7.14 Engineering Services. The Local Government shall retain or employ a Consulting Engineer to provide engineering services covering the operation of the System. ARTICLE VIII INSURANCE, DAMAGE AND DESTRUCTION Section 8.1 Insurance. The Local Government shall maintain or cause to be maintained insurance against such risks as are customarily insured against by systems similar in size and character to the System, including, without limitation: (a) Insurance in the amount of the full replacement cost of the System's insurable portions against loss or damage by fire and lightning, with broad form extended coverage endorsements covering damage by windstorm, explosion, aircraft, smoke, sprinkler leakage, vandalism, malicious mischief and such other risks as are normally covered by such endorsements (limited only as may be provided in the standard form of such endorsements at the time in use in Virginia). The determination of replacement cost shall be made, in conjunction with representatives of the Local Government, by a recognized appraiser or insurer selected by the Local Government and reasonably acceptable to VRA. 10.B.2.c Packet Pg. 217 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -22- (b) Comprehensive general liability insurance with a combined single limit in an amount sufficient per year (based on recommendations of the Local Government's insurance carrier) against liability for bodily injury, including death resulting therefrom, and for damage to property, including loss of its use, arising out of the ownership, maintenance, operation or use of the System. (c) Unless the Local Government qualifies as a self-insurer under Virginia law, worker's compensation insurance. Neither VRA nor the Trustee shall have any responsibility or obligation with respect to (i) the procurement or maintenance of insurance or the amounts or the provisions with respect to policies of insurance or (ii) the application of the proceeds of insurance. The Local Government shall provide annually to VRA a certificate or certificates of the respective insurers evidencing the fact that the insurance required by this Section is in force and effect. Section 8.2 Requirements of Policies. The Local Government shall maintain all insurance required by Section 8.1 with generally recognized responsible insurance companies selected by the Local Government and reasonably acceptable to VRA. Such insurance may be written with deductible amounts comparable to those on similar policies carried by other utility systems of like size and character to the System. If the Local Government does not maintain such insurance with an insurer licensed to do business in Virginia or placed under the requirements of the Virginia Surplus Lines Insurance Law, Chapter 48, Title 38.2, Code of Virginia of 1950, as amended, or any successor statute, the Local Government shall provide evidence reasonably satisfactory to VRA that such insurance is enforceable under Virginia law. Section 8.3 Notice of Damage, Destruction or Condemnation. In case of (i) any damage to or destruction of any material part of the System, (ii) a taking of all or any part of the System or any right in it under the exercise of the power of eminent domain, (iii) any loss of the System because of failure of title or (iv) the commencement of any proceedings or negotiations which might result in such a taking or loss, the Local Government shall notify VRA in writing within ten Business Days of the occurrence describing generally the nature and extent of such damage, destruction, taking, loss, proceedings or negotiations. Section 8.4 Damage and Destruction. If all or any part of the System is destroyed or damaged by fire or other casualty, and the Local Government shall not have exercised its option, if such option is available, to redeem the outstanding Local Bond pursuant to Section 6.2, the Local Government shall restore promptly the property damaged or destroyed to substantially the same condition as before such damage or destruction, with such alterations and additions as the Local Government may determine and which will not impair the capacity or character of the System for the purposes for which it then is being used or is intended to be used. The Local Government may apply so much as may be necessary of the net proceeds of insurance received on account of any such damage or destruction to payment of the cost of such restoration, either on completion or as the work progresses. If such net proceeds are not sufficient to pay in full the cost of such restoration, the Local Government shall pay so much of the cost as may be in excess of such net proceeds. 10.B.2.c Packet Pg. 218 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -23- Section 8.5 Condemnation and Loss of Title. If title to or the temporary use of all or any part of the System shall be taken under the exercise of the power of eminent domain or lost because of failure of title, and the Local Government shall not have exercised its option, if such option is available, to redeem the outstanding Local Bond pursuant to Section 6.2, the Local Government shall cause the net proceeds from any such condemnation award or from any title insurance to be applied to the restoration of the System to substantially its condition before the exercise of such power of eminent domain or failure of title. If such net proceeds are not sufficient to pay in full the cost of such restoration, the Local Government shall pay so much of the cost as may be in excess of such net proceeds. ARTICLE IX SPECIAL COVENANTS Section 9.1 Intentionally Omitted. Section 9.2 Maintenance of Existence. The Local Government shall maintain its existence as a political subdivision of the Commonwealth of Virginia under Virginia law, and shall not dissolve or otherwise dispose of all or substantially all of its assets or consolidate or merge with or into another entity without VRA's prior written consent, which consent will not be unreasonably withheld. Section 9.3 Financial Records and Statements. The Local Government shall maintain proper books of record and account in which proper entries shall be made in accordance with generally accepted government accounting standards, consistently applied, of all its business and affairs. The Local Government shall have an annual audit of the financial condition of the Local Government made by an independent certified public accountant, within 180 days after the end of each Fiscal Year. The annual audit shall include a supplemental schedule demonstrating whether the Local Government satisfied the rate covenant set forth in Section 5.2. The Local Government shall furnish to VRA, in an electronic format, a copy of such report immediately after it is accepted by the Local Government. Such report shall include statements in reasonable detail, certified by such accountant, reflecting the System's financial position as of the end of such Fiscal Year and the results of the System's operations and changes in the financial position thereof for the Fiscal Year. Notification by the Local Government to VRA that the report has been published on the Local Government's website shall satisfy the "furnish" requirement of this section. Section 9.4 Certification as to No Default. The Local Government shall deliver to VRA, within 180 days after the close of each Fiscal Year, a certification in substantially the form attached as Exhibit G and signed by a Local Representative. Section 9.5 Further Assurances. The Local Government shall to the fullest extent permitted by law pass, make, do, execute, acknowledge and deliver such further resolutions, acts, deeds, conveyances, assignments, transfers and assurances as may be necessary or desirable for the better assuring, conveying, granting, assigning and confirming the rights and collateral, if any, assigned or pledged by this Agreement, or as may be required to carry out the purposes of this Agreement. The Local Government shall at all times, to the fullest extent permitted by law, defend, preserve and protect the pledges made under this Agreement and all rights of VRA under this 10.B.2.c Packet Pg. 219 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -24- Agreement against all claims and demands of all persons, including without limitation the payment of certain costs of VRA as described in Section 6.1(a)(5). Section 9.6 Assignment by Local Government. The Local Government shall not assign its rights and obligations under the Local Bond or this Agreement, or both, without the prior written consent of VRA. Section 9.7 Continuing Disclosure. (a) For purposes of this Section 9.7, the following terms and phrases have the following meanings: "Annual Financial Information" with respect to any Fiscal Year for the Local Government means the following: (i) the financial statements (consisting of at least a balance sheet and a statement of revenues and expenses) of the System ,which financial statements must be (A) prepared annually in accordance with generally accepted accounting principles in effect from time to time consistently applied (provided that nothing in this clause (A) will prohibit the Local Government after the date of this Agreement from changing such other principles so as to comply with generally accepted accounting principles as then in effect or to comply with a change in applicable law) and (B) audited by an independent certified public accountant or firm of such accountants in accordance with generally accepted auditing standards as in effect from time to time (provided that if audited financial statements are not available for filing when required by this Section or the Rule (as defined herein), unaudited financial statements will be filed and audited financial statements will be filed as soon as possible thereafter); and (ii) operating data of the type set forth in Exhibit E. "Dissemination Agent" means any person, reasonably acceptable to VRA, whom the Local Government contracts in writing to perform its obligations as provided in subsection (i) of this Section. "Financial Obligation" means a (i) debt obligation; (ii) derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation; or (iii) a guarantee of (i) or (ii). The term Financial Obligation does not include municipal securities as to which a final official statement has been otherwise provided to the MSRB under the Rule. "Make Public" or "Made Public" has the meaning set forth in subsection (c) of this Section. "Material Local Government" means the Local Government if the aggregate outstanding principal amount of the Local Bond and any other of the Local Government's local bonds purchased with proceeds of the VRA Bonds represent 15% or more of the outstanding aggregate principal amount of the local bonds purchased with proceeds of the VRA Bonds. 10.B.2.c Packet Pg. 220 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -25- "Rule" means Rule 15c2-12, as it may be amended from time to time, under the Securities Exchange Act of 1934 and any similar rules of the SEC relating to disclosure requirements in the offering and sale of municipal securities, all as in effect from time to time. "SEC" means the U.S. Securities and Exchange Commission. (b) The Local Government shall Make Public or cause to be Made Public: (1) Within seven months after the end of the Local Government's Fiscal Year (commencing with the Fiscal Year in which the Closing Date occurs), Annual Financial Information for such Fiscal Year as of the end of which the Local Government constitutes a Material Local Government. Annual Financial Information may be set forth in the documents Made Public or may be included in a document Made Public by specific reference to any document available to the public on the internet website of the Municipal Securities Rulemaking Board ("MSRB") or filed with the SEC. If the document referred to is a final official statement, then it must be available from the MSRB. (2) In a timely manner, notice of any failure by the Local Government to Make Public or cause to be Made Public Annual Financial Information pursuant to the terms of part (1) of this subsection. (c) For purposes of this Section, information and notices shall be deemed to have been "Made Public" if transmitted to VRA, to the Trustee and to the MSRB in an electronic format as prescribed by the MSRB. (d) The Local Government shall also notify VRA of the occurrence of any of the following events that may from time to time occur with respect to the Local Bond, such notice to be given in a timely manner not in excess of five Business Days after the occurrence of the event: (1) principal and interest payment delinquencies; (2) non-payment related defaults; (3) unscheduled draws on debt service reserves reflecting financial difficulties; (4) unscheduled draws on any credit enhancement maintained with respect to the Local Bond reflecting financial difficulties; (5) substitution of credit or liquidity providers, or their failure to perform; (6) adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701 – TEB) or other notices or determinations with respect to the Local Bond that could affect the tax status of the Related Series of VRA Bonds, or other events with respect to the Local Bond that could affect the tax status of the Related Series of VRA Bonds; 10.B.2.c Packet Pg. 221 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -26- (7) modifications to rights of holders; (8) bond calls and tender offers; (9) defeasances; (10) release, substitution, or sale of property securing repayment of the Local Bond; (11) rating changes; (12) bankruptcy, insolvency, receivership or similar event of the Local Government; (13) the consummation of a merger, consolidation, or acquisition involving the Local Government or the sale of all or substantially all of the assets of the Local Government, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such action, other than pursuant to its terms; (14) appointment of a successor or additional trustee for the Local Bond, if any, or the change of name of a trustee; (15) the failure of the Local Government on or before the date required by this Agreement to provide Annual Financial Information to the persons and in the manner required by this Agreement; (16) incurrence of a Financial Obligation of the Local Government, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the Local Government, any of which affect security holders, if material; and (17) default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of the Local Government, any of which reflect financial difficulties. (e) Additionally, upon request of VRA, the Local Government shall certify in writing that it has made all filings and disclosures required under this Section or any similar undertaking pursuant to the Rule. (f) Notwithstanding anything in this Agreement to the contrary, the Local Government need not comply with the provisions of subsections (a) through (c) or provide the notice described in subsection (d)(16) above during any Fiscal Year unless VRA has notified the Local Government that it satisfied the objective criteria for a Material Local Government as of the end of VRA's immediately preceding fiscal year. As of the Closing Date the Local Government's Fiscal Year and VRA's fiscal year are the same. 10.B.2.c Packet Pg. 222 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -27- (g) (1) If the Local Government fails to comply with any covenant or obligation set forth in this Section, any holder (within the meaning of the Rule) of VRA Bonds then Outstanding may, by notice to the Local Government, proceed to protect and enforce its rights and the rights of the other holders by an action for specific performance of the Local Government's covenants or obligations set forth in this Section. (2) Notwithstanding anything herein to the contrary, any failure of the Local Government to comply with any disclosure obligation specified in this Agreement (i) shall not be deemed to constitute an Event of Default under this Agreement and (ii) shall not give rise to any right or remedy other than that described in part (1) of this subsection. (h) The Local Government may from time to time disclose certain information and data in addition to that required under this Section. Notwithstanding anything in this Agreement to the contrary, the Local Government shall not incur any obligation to continue to provide, or to update, such additional information or data. (i) The Local Government may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligation to cause to be Made Public the information described in this Section and may discharge any such Dissemination Agent, with or without appointing a successor Dissemination Agent. It is not necessary for purposes of this Article that the Dissemination Agent have any agency relationship with the Local Government for purposes of state law. (j) All documents Made Public under this Section shall be accompanied by identifying information as prescribed by the MSRB. Section 9.8 Other Indebtedness. The Local Government shall pay when due all amounts required by any other indebtedness of the Local Government and perform all of its obligations in connection with all other indebtedness of the Local Government. Section 9.9 Additional Indebtedness. The Local Government shall not incur any indebtedness or issue any bonds, notes or other evidences of indebtedness secured by a pledge of Revenues, except Parity Bonds or Subordinate Debt issued in accordance with the terms and conditions of this Section 9.9. (a) The Local Government may issue Parity Bonds to (i) pay the cost of the acquisition or construction of improvements, extensions, additions or replacements to equipment or betterments of and any property, rights or easements deemed by the Local Government to be necessary, useful or convenient for the System or to refund Subordinate Debt, (ii) refund some or all of the Local Bond (subject to the conditions of Section 6.2) or any other Parity Bond or (iii) effect some combination of (i) and (ii), provided in each case the following conditions are satisfied. Before any Parity Bond is issued or delivered, the Local Government shall deliver to VRA the following in form and substance satisfactory to VRA: (1) Certified copies of all resolutions and ordinances of the Local Government authorizing the issuance of the Parity Bond. 10.B.2.c Packet Pg. 223 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -28- (2) A certificate of a Local Representative setting forth the purposes for which the Local Government is issuing the Parity Bond and the manner in which the Local Government will apply the proceeds from the issuance and sale of the Parity Bond. (3) If the Parity Bond is authorized for any purpose other than the refunding of the Local Bond or other Parity Bond, a certificate including supporting documentation of a Qualified Independent Consultant to the effect that (i) the improvements or property which the proceeds from the issuance of the Parity Bond will finance or refinance will be a part of, or are necessary, useful or convenient for, the System, (ii) the funds available to the Local Government from the issuance of the Parity Bond and other specified sources will be sufficient to pay the estimated cost of such improvements or property (or refinancing the same), (iii) the period of time which will be required to complete such improvements or property, and (iv) (A) the failure to make such improvements or acquire or construct such property will result in an interruption or reduction, or the continuance of an interruption or reduction, of Revenues, or (B) during the first two complete Fiscal Years following the completion of the improvements or the acquisition or construction of the property (or refinancing the same), the projected Net Revenues Available for Debt Service will satisfy the rate covenant of Section 5.2. In providing this certificate, the Qualified Independent Consultant may take into consideration future System rate increases, provided that such rate increases have been duly approved by the Local Government's governing body and any other person and entity required to give approval for the rate increase to become effective. In addition, the Qualified Independent Consultant may take into consideration additional future Revenues to be derived under then existing contractual agreements entered into by the Local Government and from reasonable estimates of growth in the Local Government's customer base. In providing the certification in subsection (iv)(B) above, the Qualified Independent Consultant shall include supporting documentation. (4) If the Parity Bond is authorized solely to refund any of the Local Bond or other Parity Bonds (a "Refunding Parity Bond") a certificate or report of a Qualified Independent Consultant that the scheduled annual debt service requirements on the Refunding Parity Bond and the unrefunded portions of the Local Bond and other Parity Bonds (collectively, the "Post-Refunding Parity Bonds) in each of the Fiscal Years during which the Post-Refunding Parity Bonds will be outstanding are lower than the scheduled annual debt service requirements in each such Fiscal Year on the outstanding Local Bond and other Parity Bonds as they existed immediately before the issuance of the Refunding Parity Bond. (5) If requested by VRA, an opinion of a nationally-recognized bond counsel, subject to customary exceptions and qualifications, approving the form of the resolution or ordinance authorizing the issuance of the Parity Bond and stating that its terms and provisions conform with the requirements of this Agreement, that the certificates and documents delivered to VRA constitute compliance with the provisions of this Section, and that the issuance of the Parity Bond will have no adverse effect on the exclusion of the interest on the Related Series of VRA Bonds from gross income for federal income tax purposes and not cause interest on the Related Series of VRA Bonds to become a specific 10.B.2.c Packet Pg. 224 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -29- item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations. (b) If the Local Government is unable or unwilling to satisfy the conditions set forth in subsection (b) to the issuance and delivery of any issue of Parity Bonds, VRA may determine, in its sole discretion, to waive any or all of such conditions. Section 9.10 Litigation; Material Change. The Local Government shall promptly notify VRA of (i) the existence and status of any litigation that the County Attorney determines is not reasonably certain to have a favorable outcome and which individually or in the aggregate could have a material adverse effect on the financial condition or operations of the System or its ability to perform its payment and other obligations under this Agreement or the Local Bond or (ii) any change in any material fact or circumstance represented or warranted in this Agreement. ARTICLE X DEFAULTS AND REMEDIES Section 10.1 Events of Default. Each of the following events is an "Event of Default": (a) The failure to pay any installment of principal of or premium, if any, on the Local Bond when due (whether at maturity, by mandatory or optional redemption, by acceleration or otherwise). (b) The failure to pay any installment of interest (including Supplemental Interest) on the Local Bond when due. (c) The failure to make any other payment or deposit required by this Agreement within 15 days after its due date. (d) The Local Government's failure to perform or observe any of the other covenants, agreements or conditions of the Local Bond or this Agreement and the continuation of such failure for a period of 60 days after written notice specifying such failure and requesting that it be cured is given to the Local Government by VRA, or, in the case of any such failure which cannot with diligence be cured within such 60-day period, the Local Government's failure to proceed promptly to commence to cure the failure and thereafter to prosecute the curing of the failure with diligence. (e) Any warranty, representation or other statement by or on behalf of the Local Government contained in this Agreement or in any instrument furnished in compliance with or in reference to this Agreement or in connection with the issuance and sale of the Local Bond is false and misleading in any material respect. (f) Any bankruptcy, insolvency or other similar proceeding shall be instituted by or against the Local Government under any federal or state bankruptcy or insolvency law and, if instituted against the Local Government, is not dismissed within 60 days after filing. (g) Any proceeding shall be instituted, with the Local Government's consent or acquiescence, for the purpose of effecting a composition between the Local Government and its 10.B.2.c Packet Pg. 225 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -30- creditors or for the purpose of adjusting such creditors' claims under any federal or state statute now or hereafter enacted, if such claims are under any circumstances payable from the Revenues. (h) An order or decree shall be entered, with the Local Government's consent or acquiescence, appointing a receiver or receivers of the System or any part of it or of the Revenues, or if such order or decree, having been entered without the Local Government's consent or acquiescence, shall not be vacated or discharged or stayed on appeal within 60 days after its entry. (i) The occurrence of a default by the Local Government under the terms of any debt secured by a pledge of Revenues and the failure to cure such default or obtain a waiver thereof within any period of time permitted thereunder. Section 10.2 Acceleration. Upon the occurrence and continuation of an Event of Default, VRA may, by notice in writing delivered to the Local Government, declare the entire unpaid principal of and interest on the Local Bond due and payable. Upon any such declaration, the Local Government shall immediately pay to the Trustee the entire unpaid principal of and accrued interest on the Local Bond, but only from the Revenues and other funds specifically pledged hereby. VRA may in its discretion waive an Event of Default and its consequences and rescind any acceleration of maturity of principal of and interest on the Local Bond. Section 10.3 Other Remedies. Upon the occurrence and continuation of an Event of Default, VRA may proceed to protect and enforce its rights by mandamus or other action, suit or proceeding at law or in equity for specific performance of any agreement contained in the Local Bond or this Agreement. No remedy conferred by this Agreement upon or reserved to the registered owners of the Local Bond is intended to be exclusive of any other remedy, but each such remedy shall be cumulative and shall be in addition to any other remedy given to VRA under this Agreement or now or hereafter existing at law or in equity or by statute. Section 10.4 Delay and Waiver. No delay or omission to exercise any right or power accruing upon any default or Event of Default shall impair any such right or power or shall be construed to be a waiver of any such default or Event of Default or acquiescence in it, and every such right and power may be exercised from time to time and as often as may be deemed expedient. No waiver of any default or Event of Default under this Agreement shall extend to or shall affect any subsequent default or Event of Default or shall impair any rights or remedies consequent to it. ARTICLE XI MISCELLANEOUS Section 11.1 State Aid Intercept. The Local Government acknowledges that VRA is treating the Local Bond as a "local obligation" within the meaning of Section 62.1-199 of the Act, including amendments thereto taking effect as of July 1, 2011, which in the event of a nonpayment thereunder authorizes VRA or the Trustee to file an affidavit with the Governor that such nonpayment has occurred pursuant to Section 62.1-216.1 of the Act. In purchasing the Local Bond, VRA is further relying on Section 62.1-216.1 of the Act, providing that if the Governor is satisfied that such nonpayment has occurred, the Governor will immediately make an order directing the Comptroller to withhold all further payment to the Local Government of all funds, or 10.B.2.c Packet Pg. 226 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -31- of any part of them, appropriated and payable by the Commonwealth of Virginia to the Local Government for any and all purposes, and the Governor will, while the nonpayment continues, direct in writing the payment of all sums withheld by the Comptroller, or as much of them as is necessary, to VRA, so as to cure, or cure insofar as possible, such nonpayment. Section 11.2 Successors and Assigns. This Agreement shall be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns. Section 11.3 Amendments. VRA and the Local Government shall have the right to amend from time to time any of this Agreement's terms and conditions, provided that all amendments shall be in writing and shall be signed by or on behalf of VRA and the Local Government. Section 11.4 Limitation of Local Government's Liability. Notwithstanding anything in the Local Bond or this Agreement to the contrary, the Local Government's obligations hereunder and under the Local Bond are not its general obligations, but are limited obligations payable solely from the Revenues which are specifically pledged for such purpose. Neither the Local Bond nor this Agreement shall be deemed to create or constitute a debt or a pledge of the faith and credit of the Local Government and the Local Government shall not be obligated to pay the principal of or premium, if any, or interest on the Local Bond or other costs incident to them except from the Revenues and other funds pledged for such purpose. In the absence of fraud or intentional misconduct, no present or future director, official, officer, employee or agent of the Local Government shall be liable personally to VRA in respect of this Agreement or the Local Bond or for any other action taken by such individual pursuant to or in connection with the financing provided for in this Agreement or the Local Bond. Section 11.5 Applicable Law. This Agreement shall be governed by Virginia law. Section 11.6 Severability. If any clause, provision or section of this Agreement shall be held illegal or invalid by any court, the illegality or invalidity of such clause, provision or section shall not affect the remainder of this Agreement which shall be construed and enforced as if such illegal or invalid clause, provision or section had not been contained in this Agreement. If any agreement or obligation contained in this Agreement is held to be in violation of law, then such agreement or obligation shall be deemed to be the agreement or obligation of VRA and the Local Government, as the case may be, only to the extent permitted by law. Section 11.7 Notices. Unless otherwise provided for herein, all demands, notices, approvals, consents, requests, opinions and other communications under the Local Bond or this Agreement shall be in writing and shall be deemed to have been given when delivered in person or mailed by first class registered or certified mail, postage prepaid, addressed (a) if to the Local Government, at the address specified for notices on the signature page; (b) if to VRA, at 1111 East Main Street, Suite 1920, Richmond, Virginia 23219, Attention: Executive Director; or (c) if to the Trustee, at Two James Center, 1051 E. Cary Street, Suite 600, Richmond, Virginia 23219, Attention: Corporate Trust Department. A duplicate copy of each demand, notice, approval, consent, request, opinion or other communication given by any party named in this Section shall also be given to each of the other parties named. VRA, the Local Government and the Trustee may designate, by notice given hereunder, any further or different addresses to which subsequent 10.B.2.c Packet Pg. 227 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution -32- demands, notices, approvals, consents, requests, opinions or other communications shall be sent or persons to whose attention the same shall be directed. Section 11.8 Right to Cure Default. If the Local Government fails to make any payment or to perform any act required by it under the Local Bond or this Agreement, VRA or the Trustee, without prior notice to or demand upon the Local Government and without waiving or releasing any obligation or default, may (but shall be under no obligation to) make such payment or perform such act. All amounts so paid by VRA or the Trustee and all costs, fees and expenses so incurred shall be payable by the Local Government as an additional obligation under this Agreement, together with interest thereon at the rate of 15% per year until paid. The Local Government's obligation under this Section shall survive the payment of the Local Bond. Section 11.9 Term of Agreement. This Agreement is effective as of the Effective Date. Except as otherwise specified, the Local Government's obligations under the Local Bond and this Agreement shall expire upon payment in full of the Local Bond and all other amounts payable by the Local Government under this Agreement. Section 11.10 Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be an original and all of which together shall constitute but one and the same instrument. [Signature Pages Follow] 10.B.2.c Packet Pg. 228 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution [Signature Page of Local Bond Sale and Financing Agreement – Pittsylvania – VRA] WITNESS the following signatures, all duly authorized. VIRGINIA RESOURCES AUTHORITY By: _______________________________ Stephanie L. Hamlett, Executive Director 10.B.2.c Packet Pg. 229 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution [Signature Page of Local Bond Sale and Financing Agreement – Pittsylvania – County] COUNTY OF PITTSYLVANIA, VIRGINIA By: ______________________________________ Robert "Bob" Warren, Chairman Address for Notices: 1 Center Street P.O. Box 426 Chatham, Virginia 24531 Attention: County Administrator 10.B.2.c Packet Pg. 230 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution [Signature Page of Local Bond Sale and Financing Agreement – Pittsylvania – Trustee] The Trustee, by the execution hereof, accepts the duties imposed on it by this Agreement. U.S. BANK NATIONAL ASSOCIATION, as Trustee By: _________________________________ Monique L. Green, Vice President 10.B.2.c Packet Pg. 231 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution A-1 EXHIBIT A FORM OF LOCAL BOND [To be provided] 10.B.2.c Packet Pg. 232 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution B-1 EXHIBIT B DESCRIPTION OF THE PROJECT The Project consists of (a) financing various capital projects related to the Local Government's solid waste system, including (without limitation) opening a new cell in the Local Government's landfill and acquiring equipment for use at the landfill, (b) refunding a portion of the outstanding principal installments of the $1,803,802 Lease Revenue Bond (County Projects), Series 2018A (Federally Tax-Exempt), issued by the IDA, for the benefit of the Local Government, and (c) paying the related costs of issuance and refunding. 10.B.2.c Packet Pg. 233 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution C-1 EXHIBIT C PENDING OR THREATENED ACTIONS, SUITS, PROCEEDINGS, OR INVESTIGATIONS [To be provided] 10.B.2.c Packet Pg. 234 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution D-1 EXHIBIT D FORM OF REQUISITION Requisition No. Date: ___________, 2021 U.S. Bank National Association, as Trustee Attention: Corporate Trust Department 1021 East Cary Street 18th Floor Richmond, Virginia 23219 Virginia Resources Authority 1111 East Main Street Suite 1920 Richmond, Virginia 23219 Attention: Executive Director This Requisition, including Schedule 1 and Schedule 2 hereto, is submitted in connection with the Local Bond Sale and Financing Agreement dated as of September 17, 2021 (the "Financing Agreement"), between the Virginia Resources Authority and the County of Pittsylvania, Virginia (the "Local Government"). Unless otherwise defined in this Requisition, each capitalized term used herein has the meaning given it under Article I of the Financing Agreement. The undersigned Local Representative hereby requests payment of the following amounts from the Local Account established for the Local Government in the 2021C Acquisition Fund established under the Fifty-Second Supplemental Series Indenture. Payee (including wiring instructions if receiving electronic payment): Address: Amount to be paid: Purpose (in reasonable detail) for which obligations(s) to be paid were incurred: 10.B.2.c Packet Pg. 235 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution D-2 Attached on Schedule 2 are the wire instructions for this requisition, and also attached hereto is an invoice (or invoices) relating to the items for which payment is requested. The undersigned certifies that (i) the amounts requested by this Requisition will be applied solely and exclusively to the payment, or the reimbursement of the Local Government for its payment, of Project Costs of the construction portion of the Project, (ii) no notice of any lien, right to lien or attachment upon, or claim affecting the right to receive payment of, any of the money payable under this Requisition to any of the persons, firms or corporations named in it has been received, or if any notice of any such lien, attachment or claim has been received, such lien, attachment or claim has been released or discharged or will be released or discharged upon payment of the Requisition, and (iii) this Requisition contains no items representing payment on account of any retained percentage entitled to be retained at this date. If this Requisition includes payments for labor or to contractors, builders or materialmen, the attached Certificate of Consulting Engineer (Payments for Labor/Contractors) must be completed. If this Requisition includes payments for any lands or easements, or any rights or interest in or relating to lands, the attached Certificate of the Consulting Engineer (Land Interests) must be completed. The Local Government has agreed in the Financing Agreement that any amounts it receives pursuant to this Requisition will be (i) immediately applied to reimburse the Local Government for Project Costs it has already paid or (ii) actually spent to pay Project Costs not later than five banking days after receipt. __________________________________________ Local Representative 10.B.2.c Packet Pg. 236 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution D-3 SCHEDULE 1 Form to Accompany Requisition Requisition # _________________________ Recipient: County of Pittsylvania, Virginia – VRA 2021C Local Representative: _________________________ Title: _________________________ Date: _________________________ Cost Category Total Project Cost Previous Disbursements Disbursement This Period Disbursements to Date Remaining Balance $ $ $ $ $ TOTALS $ $ $ $ $ 10.B.2.c Packet Pg. 237 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution D-4 SCHEDULE 2 Wire Instructions for Requisition [To be provided by the Local Government] 10.B.2.c Packet Pg. 238 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution D-5 CERTIFICATE OF CONSULTING ENGINEER (PAYMENTS FOR LABOR/CONTRACTORS) The undersigned Consulting Engineer for the Local Government hereby certifies that insofar as the amounts covered by this Requisition include payments for labor or to contractors, builders or materialmen, such work was actually performed or such materials, supplies or equipment were actually furnished or installed in or about the Project. Date: _________, 20__ ________________________________________ Consulting Engineer 10.B.2.c Packet Pg. 239 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution D-6 CERTIFICATE OF CONSULTING ENGINEER (LAND INTERESTS) The undersigned Consulting Engineer for the Local Government hereby certifies that insofar as the amounts covered by the Requisition include payments for land or easements, rights or interests in or relating to lands, (i) such lands, easements, rights or interests are being acquired and are necessary or convenient for the construction of the Project, and (ii) upon payment therefor the Local Government will have title in fee simple to, or easements, rights or interests sufficient for the purposes of, the Project over and through the subject lands. Date: _________, 20__ ________________________________________ Consulting Engineer 10.B.2.c Packet Pg. 240 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution E-1 EXHIBIT E OPERATING DATA Description of Local Government. A description of the Local Government including a summary description of the System. Debt. A description of the terms of the Local Government's outstanding debt including a historical summary of outstanding debt and a summary of annual debt service on outstanding debt as of the end of the preceding fiscal year. The annual disclosure should also include (to the extent not shown in the latest audited financial statements) a description of contingent obligations as well as pension plans administered by the Local Government and any unfunded pension liabilities. Financial Information and Operating Data. Financial information for the System as of the end of the preceding fiscal year, including a description of revenues and expenditures, largest users, a summary of rates, fees and other charges of the System, and a historical summary of debt service coverage. 10.B.2.c Packet Pg. 241 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution F-1 EXHIBIT F FORM OF OPINION OF COUNSEL TO THE LOCAL GOVERNMENT Board of Supervisors County of Pittsylvania, Virginia Virginia Resources Authority Richmond, Virginia $[_______] County of Pittsylvania, Virginia Taxable [_______] Revenue Bond, Series 2021 Ladies and Gentlemen: I have acted as counsel to the County of Pittsylvania, Virginia (the "Local Government"), in connection with the issuance and sale by the Local Government of its $[______] Taxable [______] Revenue Bond, Series, 2021 (the "Local Bond"), the net proceeds of which will be applied to finance the Project (as defined in the hereafter defined Financing Agreement) and in such capacity, I have examined, among other things, the following documents: (a) a certified copy of the Local Authorization, authorizing the issuance and sale of the Local Bond to Virginia Resources Authority ("VRA") to finance the Project; and (b) a copy of the Local Bond Sale and Financing Agreement (the "Financing Agreement") dated as of September 17, 2021, and between the Local Government and VRA. I have also examined such other records and proceedings of the Local Government and conducted such investigations as I deemed appropriate and necessary for purposes of this opinion. Unless otherwise defined, each capitalized term used in this opinion has the same meaning given to such term in the Financing Agreement. As to questions of fact material to the opinions and statements set forth herein, I have relied upon representations of the Local Government set forth in the Financing Agreement and other certificates and representations by persons including representatives of the Local Government. Whenever an opinion or statement set forth herein with respect to the existence or absence of facts is qualified by the phrase "to the best of my knowledge" or a phrase of similar import, it is intended to indicate that during the course of my representation of the Local Government in connection with the Financing Agreement no information has come to my attention that should give me current actual knowledge of the existence or absence of such facts. Except to the extent expressly set forth herein, I have not undertaken any independent investigation of the existence or absence of such facts, and no inference as to my knowledge or the existence or absence of such facts should be drawn from the fact of my representation or any other matter. 10.B.2.c Packet Pg. 242 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution F-2 Based upon such examination and assuming the authorization, execution, delivery and enforceability of all documents by parties other than the Local Government, I am of the opinion that: 1. The Local Government is a duly created and validly existing political subdivision of the Commonwealth and is vested with the rights and powers conferred upon it by Virginia law. 2. The Local Government has full right, power and authority to (i) adopt the Local Authorization and execute and deliver the Financing Agreement and all related documents, (ii) undertake the Project and (iii) carry out and consummate all of the transactions contemplated by the Local Authorization and the Financing Agreement, including owning and operating the System. 3. The Financing Agreement was duly authorized by the Local Authorization and the Financing Agreement is in substantially the same form as presented to the Governing Body at its meeting at which the Local Authorization was adopted. 4. All governmental permits, licenses, registrations, certificates, authorizations and approvals required to have been obtained as of the date hereof have been obtained for (i) the Local Government's adoption of the Local Authorization, (ii) the execution and delivery of the Financing Agreement and the Local Bond, (iii) the Local Government's performance of its obligations under the Financing Agreement and the Local Bond, and (iv) to the best of my knowledge, the operation and use of the Related Financed Property and the System. I know of no reason why any such required governmental permits, licenses, registrations, certificates, authorizations or approvals cannot be obtained as required in the future. 5. The Financing Agreement has been executed and delivered by duly authorized officials of the Local Government and constitutes a legal, valid and binding obligation of the Local Government enforceable against the Local Government in accordance with its terms. The Local Bond has been executed and delivered by duly authorized officials of the Local Government and will constitute a legal, valid and binding limited obligation of the Local Government enforceable against the Local Government in accordance with its terms. The obligations of the Local Government under the Financing Agreement and the Local Bond, and the enforceability of such obligations, may be limited or otherwise affected by (i) bankruptcy, insolvency, reorganization, moratorium and other laws affecting the rights of creditors generally, (ii) principles of equity, whether considered at law or in equity, (iii) the exercise of sovereign police powers of the Commonwealth, and (iv) rules of law which may limit the enforceability on public policy grounds of any obligations of indemnification undertaken by the Local Government. 6. The issuance of the Local Bond and the execution and delivery of the Financing Agreement and the performance by the Local 10.B.2.c Packet Pg. 243 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution F-3 Government of its obligations thereunder are within the powers of the Local Government and will not conflict with, or constitute a breach or result in a violation of (i) any federal or Virginia constitutional or statutory provision, (ii) to the best of my knowledge, any agreement or other instrument to which the Local Government is a party or by which it is bound or (iii) any order, rule, regulation, decree or ordinance of any court, government or governmental authority having jurisdiction over the Local Government or its property. 7. The Local Government, to the best of my knowledge, is not in default in the payment of the principal of or interest on any of its indebtedness for borrowed money and is not in default under any instrument under and subject to which any indebtedness for borrowed money has been incurred. To the best of my knowledge, no event or condition has happened or existed, or is happening or existing, under the provisions of any such instrument, including but not limited to the Financing Agreement, which constitutes, or which, with notice or lapse of time, or both, would constitute an event of default thereunder. 8. The Local Government (i) to the best of my knowledge, is not in violation of any existing law, rule or regulation applicable to it in any way which would have a material adverse effect on its financial condition or its ability to perform its obligations under the Local Bond or the Financing Agreement and (ii) is not in default under any indenture, mortgage, deed of trust, lien, lease, contract, note, order, judgment, decree or other agreement, instrument or restriction of any kind to which the Local Government is a party or by which it is bound or to which any of its assets is subject, which would have a material adverse effect on its financial condition or its ability to perform its obligations under the Local Bond and the Financing Agreement. The execution and delivery by the Local Government of the Local Bond and the Financing Agreement and the compliance with the terms and conditions thereof will not conflict with, result in a breach of or constitute a default under any of the foregoing. 9. Except as set forth in the Financing Agreement, there has not been served nor, to the best of my knowledge, threatened against the Local Government, any actions, suits, proceedings or investigations of a legal, equitable, regulatory, administrative or legislative nature (i) affecting the creation, organization or existence of the Local Government or the title of its officers to their respective offices, (ii) seeking to prohibit, restrain or enjoin the approval, execution, delivery or performance of the Local Authorization or the Financing Agreement or the issuance or delivery of the Local Bond, (iii) in any way contesting or affecting the validity or enforceability of the Local Bond, the Local Authorization, the Financing Agreement or any agreement or instrument relating to any of the foregoing, (iv) in which a judgment, order or resolution may have a material adverse effect on the Local Government or its business, assets, condition (financial or otherwise), operations or prospects or on its ability to perform its obligations under the Local Authorization, the Financing Agreement or the Local Bond, or (v) affecting the undertaking of the Project. 10.B.2.c Packet Pg. 244 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution F-4 Very truly yours, 10.B.2.c Packet Pg. 245 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution G-1 EXHIBIT G FORM OF CERTIFICATION AS TO NO DEFAULT [DATE] [Insert Name] Compliance & Financial Analyst Virginia Resources Authority 1111 East Main Street, Suite 1920 Richmond, VA 23219 Dear [Mr./Ms.] ______: In accordance with Section 9.4 of the Local Bond Sale and Financing Agreement dated as of September 17, 2021 (the "Financing Agreement") between Virginia Resources Authority and the County of Pittsylvania, Virginia (the "Local Government"), I hereby certify that, during the fiscal year that ended June 30, ______, and through the date of this letter: 1. [No event or condition has happened or existed, or is happening or existing, which constitutes, or which, with notice or lapse of time, or both, would constitute, an Event of Default as defined in Section 10.1 of the Financing Agreement.] [If an Event of Default has occurred, please specify the nature and period of such Event of Default and what action the Local Government has taken, is taking or proposes to take to rectify it]. 2. [The ownership and status of all or a portion of the Related Financed Property has not changed since the Closing Date.] [If untrue, please describe.] Sincerely, [Insert Name] Local Representative 10.B.2.c Packet Pg. 246 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution H-1 EXHIBIT H DESCRIPTION OF SPECIAL USE ARRANGEMENTS [To be provided] 10.B.2.c Packet Pg. 247 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution I-1 EXHIBIT I FORM OF ANNUAL BUDGET [DATE] Compliance and Financial Analyst Virginia Resources Authority 1111 East Main Street, Suite 1920 Richmond, VA 23219 Ladies and Gentlemen: Pursuant to the Financing Agreement[s] between Virginia Resources Authority and the County of Pittsylvania, Virginia, dated as of [add dates of all outstanding Financing Agreements], a copy of the fiscal year [20xx] annual budget is enclosed. Such annual budget provides for the satisfaction of the rate covenant as demonstrated below. Revenues Operation & Maintenance Expenses Net Revenues Available for Debt Service (Revenues – O&M Expenses) Debt Service *Coverage (Net Revenues Available for Debt Service/Debt Service) Unless otherwise defined herein, the capitalized terms used in this Certificate shall have the meanings set forth in the Financing Agreement[s]. Very truly yours, By: __________________________ Its: _________________________ 10.B.2.c Packet Pg. 248 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution J-1 EXHIBIT J EXISTING PARITY BONDS [To be provided] 10.B.2.c Packet Pg. 249 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution 1.1-1 SCHEDULE 1.1 [To be provided] 10.B.2.c Packet Pg. 250 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution 1.1-2 ADDITIONAL CONDITIONS PRECEDENT TO PURCHASE OF LOCAL BOND: [To be provided] ADDITIONAL CONDITIONS PRECEDENT TO FIRST REQUISITION OF PROCEEDS OF LOCAL BOND: [To be provided] 10.B.2.c Packet Pg. 251 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution 1.1-3 PROJECT BUDGET [To be provided] 10.B.2.c Packet Pg. 252 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution 1.1-4 INTEREST RATES AND PAYMENT SCHEDULE FOR LOCAL BOND [To be provided] 10.B.2.c Packet Pg. 253 Attachment: Active_148657619_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (taxable) (2694 : Public Hearing Resolution Revenue New Money and Refunding 148552393_1 McGuireWoods LLP Draft of 8/11/2021 LOCAL BOND SALE AND FINANCING AGREEMENT between VIRGINIA RESOURCES AUTHORITY and COUNTY OF PITTSYLVANIA, VIRGINIA Dated as of September 17, 2021 Virginia Resources Authority Infrastructure and State Moral Obligation Revenue Bonds (Virginia Pooled Financing Program) Series 2021C 10.B.2.d Packet Pg. 254 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- TABLE OF CONTENTS Page -i- ARTICLE I DEFINITIONS Section 1.1 Definitions........................................................................................................ 1 Section 1.2 Rules of Construction ...................................................................................... 5 ARTICLE II REPRESENTATIONS Section 2.1 Representations by VRA.................................................................................. 5 Section 2.2 Representations by Local Government ............................................................ 6 Section 2.3 Representations Remade as of the Sale Date ................................................... 8 ARTICLE III PURCHASE OF THE LOCAL BOND Section 3.1 Purchase of the Local Bond ............................................................................. 8 Section 3.2 Issuance Expenses ............................................................................................ 9 Section 3.3 Schedule 1.1 ..................................................................................................... 9 Section 3.4 Conditions Precedent to Purchase of the Local Bond .................................... 10 ARTICLE IV USE OF PURCHASE PRICE Section 4.1 Deposit of Purchase Price; Investment of Amounts in Local Account ......... 11 Section 4.2 Agreement to Accomplish Project ................................................................. 11 Section 4.3 Disbursement of Purchase Price and Earnings .............................................. 12 Section 4.4 No Sufficiency Warranty by VRA; Local Government Required to Complete Project ............................................................................................ 13 ARTICLE V PLEDGE AND SECURITY Section 5.1 Pledge ............................................................................................................. 13 Section 5.2 Rate Covenant ................................................................................................ 14 Section 5.3 Annual Budget of the System ........................................................................ 14 Section 5.4 Qualified Independent Consultant's Report ................................................... 14 Section 5.5 Support Agreement ........................................................................................ 15 ARTICLE VI PAYMENT AND REDEMPTION OF LOCAL BOND Section 6.1 Payment of Local Bond and Related Amounts .............................................. 16 Section 6.2 Defeasance and Redemption of Local Bond .................................................. 17 Section 6.3 Payments and Rights Assigned ...................................................................... 18 Section 6.4 Obligations Absolute and Unconditional ....................................................... 18 10.B.2.d Packet Pg. 255 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- TABLE OF CONTENTS (cont.) Page -ii- ARTICLE VII OPERATION AND USE COVENANTS Section 7.1 Maintenance ................................................................................................... 19 Section 7.2 Additions and Modifications.......................................................................... 19 Section 7.3 Permits ........................................................................................................... 19 Section 7.4 Use ................................................................................................................. 19 Section 7.5 Inspection and Local Government's Books and Records ............................... 19 Section 7.6 Ownership ...................................................................................................... 19 Section 7.7 Sale or Encumbrance ..................................................................................... 20 Section 7.8 Collection of Revenues .................................................................................. 20 Section 7.9 No Free Service.............................................................................................. 20 Section 7.10 No Competing Service ................................................................................... 20 Section 7.11 Intentionally Omitted ..................................................................................... 21 Section 7.12 Lawful Charges .............................................................................................. 21 Section 7.13 Construction Contractors ............................................................................... 21 Section 7.14 Engineering Services ..................................................................................... 21 ARTICLE VIII INSURANCE, DAMAGE AND DESTRUCTION Section 8.1 Insurance ........................................................................................................ 21 Section 8.2 Requirements of Policies ............................................................................... 22 Section 8.3 Notice of Damage, Destruction or Condemnation ......................................... 22 Section 8.4 Damage and Destruction ................................................................................ 22 Section 8.5 Condemnation and Loss of Title .................................................................... 23 ARTICLE IX SPECIAL COVENANTS Section 9.1 Tax Covenants ............................................................................................... 23 Section 9.2 Maintenance of Existence .............................................................................. 23 Section 9.3 Financial Records and Statements ................................................................. 23 Section 9.4 Certification as to No Default and Tax Compliance ...................................... 24 Section 9.5 Further Assurances......................................................................................... 24 Section 9.6 Assignment by Local Government ................................................................ 24 Section 9.7 Continuing Disclosure ................................................................................... 24 Section 9.8 Other Indebtedness......................................................................................... 27 Section 9.9 Additional Indebtedness................................................................................. 27 Section 9.10 Litigation; Material Change ........................................................................... 29 ARTICLE X DEFAULTS AND REMEDIES Section 10.1 Events of Default ........................................................................................... 29 Section 10.2 Acceleration ................................................................................................... 30 10.B.2.d Packet Pg. 256 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- TABLE OF CONTENTS (cont.) Page -iii- Section 10.3 Other Remedies .............................................................................................. 30 Section 10.4 Delay and Waiver .......................................................................................... 30 ARTICLE XI MISCELLANEOUS Section 11.1 State Aid Intercept ......................................................................................... 31 Section 11.2 Successors and Assigns.................................................................................. 31 Section 11.3 Amendments .................................................................................................. 31 Section 11.4 Limitation of Local Government's Liability .................................................. 31 Section 11.5 Applicable Law .............................................................................................. 31 Section 11.6 Severability .................................................................................................... 31 Section 11.7 Notices ........................................................................................................... 32 Section 11.8 Right to Cure Default ..................................................................................... 32 Section 11.9 Term of Agreement ........................................................................................ 32 Section 11.10 Counterparts ................................................................................................... 32 Exhibit A Form of Local Bond Exhibit B Description of the Project Exhibit C Pending or Threatened Actions, Suits, Proceedings, or Investigations Exhibit D Form of Requisition Exhibit E Operating Data Exhibit F Form of Opinion of Counsel to the Local Government Exhibit G Form of Certification as to No Default and Tax Compliance Exhibit H Description of Special Use Arrangements Exhibit I Form of Annual Budget Exhibit J Existing Parity Bonds Schedule 1.1 Final Terms 10.B.2.d Packet Pg. 257 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- LOCAL BOND SALE AND FINANCING AGREEMENT This LOCAL BOND SALE AND FINANCING AGREEMENT is dated as of September 17, 2021, and is between the VIRGINIA RESOURCES AUTHORITY, a public body corporate and a political subdivision of the Commonwealth of Virginia ("VRA"), and the COUNTY OF PITTSYLVANIA, VIRGINIA, a political subdivision of the Commonwealth of Virginia (the "Local Government"). A. VRA intends to issue its Related Series of VRA Bonds, as hereinafter defined, and to use a portion of the proceeds thereof to acquire from the Local Government the Local Bond, as hereinafter defined. B. VRA and the Local Government wish to set forth herein certain terms, conditions and provisions related to the purchase of the Local Bond, the application of the proceeds thereof, the payment of the debt service thereon and the security therefor, and the use and maintenance of the Related Financed Property, as hereinafter defined. NOW, THEREFORE, VRA and the Local Government agree as follows: ARTICLE I DEFINITIONS Section 1.1 Definitions. Each capitalized term contained in this Agreement has the meaning set forth below: "2018 Local Bond" means the IDA's $1,803,802 Lease Revenue Bond (County Projects), Series 2018A dated [________], 2018. "2021C Acquisition Fund" has the meaning set forth in the Related Supplemental Series Indenture. "Act" means the Virginia Resources Authority Act, Chapter 21, Title 62.1 of the Code of Virginia of 1950, as amended. "Agreement" means this Local Bond Sale and Financing Agreement dated the date first written above, between VRA and the Local Government, as modified, altered, amended or supplemented in accordance with the terms hereof. "Annual Budget" means the budget of the System for each Fiscal Year. "Business Day" means any day on which commercial banking institutions are generally open for business in New York, New York and Richmond, Virginia. "Closing Date" means November 17, 2021 or such other date as may be determined by VRA. "Consulting Engineer" means the Local Engineer or the Outside Engineer. 10.B.2.d Packet Pg. 258 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -2- "Effective Date" means September 17, 2021, which is the deadline for the Local Government to provide an executed copy of this Agreement to VRA. "Event of Default" has the meaning set forth in Section 10.1. "Existing Parity Bonds" has the meaning set forth in Section 2.2(n). "Financing Parameters" means the parameters established by the governing body of the Local Government regarding the terms and conditions of the Local Bond, which may include a maximum par amount, maximum "true" interest cost or targeted savings. "Fiscal Year" means the 12-month period beginning July 1 of one year and ending on June 30 of the following year, or if the Local Government has established another 12-month period as its annual accounting period such other 12-month period. "Government Obligations" means direct obligations of, or obligations the payment of the principal of and interest on which is unconditionally guaranteed by, the United States of America. "IDA" means the Industrial Development Authority of Pittsylvania County, Virginia. "Local Account" means the local account established for the Local Bond within the 2021C Acquisition Fund. "Local Authorization" means the bond resolution adopted on August 17, 2021 by a majority of the members of the governing body of the Local Government approving (i) the transactions contemplated by and authorizing the execution and delivery of the Local Bond Documents and (ii) the execution, issuance and sale of the Local Bond subject to the Financing Parameters. "Local Bond" means the Local Government's Taxable Solid Waste System Revenue and Refunding Bond, Series 2021B (Convenience Center Project), issued in the original principal amount set forth in Schedule 1.1, as such bond may be amended or modified. "Local Bond Documents" means this Agreement and the Local Tax Document. "Local Engineer" means an officer or employee of the Local Government so designated in writing by a Local Representative, which officer or employee (i) is licensed as a professional engineer in Virginia, (ii) has recognized standing and experience in the design and construction of facilities similar to the Project and (iii) is subject to VRA's reasonable approval. "Local Government" means the County of Pittsylvania, Virginia. "Local Representative" means (i) the Chairman or Vice Chairman of the Local Government, (ii) the Administrator of the Local Government and (iii) any other official or employee of the Local Government authorized by resolution of the governing body of the Local Government to perform the act or sign the document in question. 10.B.2.d Packet Pg. 259 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -3- "Local Tax Document" means the Nonarbitrage Certificate and Tax Compliance Agreement dated the Closing Date, between the Local Government and VRA, as modified, altered, amended and supplemented. "Master Indenture" means the Master Indenture of Trust dated as of December 1, 2003, between VRA and the Trustee, as modified, altered, amended and supplemented in accordance with its terms. "Net Revenues Available for Debt Service" means the Revenues less amounts necessary to pay Operation and Maintenance Expenses. "Operation and Maintenance Expenses" means the costs of operating and maintaining the System determined under generally accepted accounting principles, exclusive of (i) interest on any debt payable from Revenues, (ii) depreciation and other items not requiring the expenditure of cash, (iii) any amounts expended for capital replacements, repairs and maintenance not recurring either annually or biannually, depending on the customary practice of performing operation and maintenance, or reserves therefor, and (iv) reserves for administration, operation and maintenance occurring in the normal course of business. "Outside Engineer" means a firm of independent consulting engineers with recognized standing in the field of water and sewer engineering and licensed as professional engineers in Virginia that the Local Government designates in writing, subject to VRA's reasonable approval. "Parity Bonds" means the bonds and other obligations of the Local Government secured by a pledge of Revenues on a parity with the lien of the pledge of Revenues that secures the Local Bond. "Proceeds Requested" means $[________] plus an amount necessary to provide for the escrow or pay off related to the Refunded Bond, subject to the Financing Parameters, together with an amount to pay related costs of issuance or such other amount requested in writing by the Local Government and approved by VRA prior to the Sale Date. "Project" means the project described in Exhibit B. "Project Budget" means the budget for the Project set forth in Schedule 1.1. "Project Costs" means the costs of the Project to the extent such costs are included in the definition of "cost" set forth in Section 62.1-199 of the Act, and includes the refunding of obligations of VRA or the Local Government issued to finance or refinance "costs" set forth in Section 62.1-199 of the Act. "Purchase Price" has the meaning set forth in Schedule 1.1 and represents the amount received by the Local Government from the sale of the Local Bond to VRA. The Purchase Price of the Local Bond will be determined by adding to or subtracting from the par amount of the Local Bond the Local Government's share of the net original issue premium or discount on the Related Series of VRA Bonds and by subtracting from the par amount of the Local Bond the Local Government's share of VRA's expenses as set forth in Section 3.2 and the Local Government's share of the deposit on the Closing Date to any applicable VRA Reserve. It is 10.B.2.d Packet Pg. 260 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -4- acknowledged that the Purchase Price does not include any accrued interest on the Local Bond from its dated date to the Closing Date. "Qualified Independent Consultant" means an independent professional consultant having the skill and experience necessary to provide the particular certificate, report or approval required by the provision of this Agreement in which such requirement appears, including without limitation an Outside Engineer and an independent certified public accountant or firm of independent certified public accountants; provided, however, all Qualified Independent Consultants are subject to the reasonable approval of VRA. "Refunded Bond" means the outstanding amount of the 2018 Local Bond ot be refunded as agreed in writing by the Local Government and VRA prior to the Sale Date. "Registrar" means the officer or employee of the Local Government designated under the Local Authorization to maintain the registration books for the Local Bond. "Related Financed Property" means the land, building, equipment and other property, the acquisition, construction, renovation, or equipping of which was financed by the Local Bond as part of the Project. "Related Portion of VRA Bonds" means the portion of the Related Series of VRA Bonds allocable to the Local Bond (as determined by VRA), including any bonds issued by VRA to refund such Related Series of VRA Bonds in whole or in part. "Related Series of VRA Bonds" means the Virginia Resources Authority Infrastructure and State Moral Obligation Revenue Bonds (Virginia Pooled Financing Program), Series 2021C (Tax-Exempt) (or such other series of Infrastructure and State Moral Obligation Revenue Bonds (Virginia Pooled Financing Program) that is specified in Schedule 1.1), in the original aggregate principal amount set forth in Schedule 1.1, and, unless the Local Government receives notice to the contrary from VRA, any bonds issued by VRA to refund the Related Series of VRA Bonds in whole or in part. "Related Supplemental Series Indenture" means the Fifty-Second Supplemental Series Indenture of Trust dated as of November 1, 2021, between VRA and the Trustee, as modified, altered, amended and supplemented in accordance with its terms and those of the Master Indenture. "Revenue Fund" has the meaning set forth in the Master Indenture. "Revenues" means (i) all rates, fees, rentals, charges and other income properly allocable to the System under generally accepted accounting principles or resulting from the Local Government's ownership or operation of the System and all rights to receive the same, whether now existing or hereafter coming into existence, exclusive of user and other deposits subject to refund until such deposits have become the Local Government's property, (ii) the proceeds of any insurance covering business interruption loss relating to the System, (iii) interest on any money or securities related to the System held by or on behalf of the Local Government, and (iv) any other income from other sources now or hereafter pledged or specifically made 10.B.2.d Packet Pg. 261 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -5- available by or on behalf of the Local Government to or for the payment of Operation and Maintenance Expenses or debt service on Parity Bonds. "Sale Date" means October 27, 2021, or such other date specified in Schedule 1.1. "Subordinate Debt" means obligations of the Local Government secured by a pledge of Revenues expressly made subordinate to the pledge securing the Local Bond and any other Parity Bonds, and any obligations to make deposits related to reserve funds, rebate funds and similar funds or accounts established for the benefit of the Local Bond or any other Parity Bonds. "Supplemental Interest" has the meaning set forth in Section 6.1. "System" means all plants, systems, facilities, equipment or property owned operated or maintained by the Local Government and used as the Pittsylvania County Landfill in connection with the collection, management, disposal, incineration, storage, recycling or conversion into energy of solid waste as the same may exist from time to time, and includes the Related Financed Property. "Trustee" means U.S. Bank National Association, Richmond, Virginia, as trustee under the Master Indenture and the Related Supplemental Series Indenture, or its successors serving in such capacity. "Virginia SNAP" means the Commonwealth of Virginia State Non-Arbitrage Program. "VRA" means the Virginia Resources Authority, a public body corporate and a political subdivision of the Commonwealth of Virginia. "VRA Bonds" means the Related Series of VRA Bonds and any additional bonds issued under the Master Indenture. "VRA Reserve" means any one or more of the Capital Reserve Fund, the Infrastructure Debt Service Reserve Fund, the Operating Reserve Fund, a CRF Credit Facility or an Infrastructure Revenue DSRF Facility, each as defined in the Master Indenture. Section 1.2 Rules of Construction. The following rules apply to the construction of this Agreement unless the context requires otherwise: (a) Singular words connote the plural number as well as the singular and vice versa. (b) Words importing the redemption or calling for redemption of the Local Bond do not refer to or connote the payment of the Local Bond at its stated maturity. (c) All references in this Agreement to particular Articles, Sections or Exhibits are references to Articles, Sections or Exhibits of this Agreement unless otherwise indicated. 10.B.2.d Packet Pg. 262 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -6- (d) The headings and table of contents as used in this Agreement are solely for convenience of reference and do not constitute a part of this Agreement and do not affect its meaning, construction or effect. ARTICLE II REPRESENTATIONS Section 2.1 Representations by VRA. VRA represents to the Local Government as follows: (a) VRA is a duly created and validly existing public body corporate and political subdivision of the Commonwealth of Virginia vested with the rights and powers conferred upon it under the Act. (b) VRA has full right, power and authority to (i) issue, sell and deliver the Related Series of VRA Bonds, (ii) direct the Trustee to use a portion of the proceeds of the Related Series of VRA Bonds to purchase the Local Bond from the Local Government as contemplated under the Related Supplemental Series Indenture and this Agreement and (iii) carry out and consummate all other transactions contemplated by this Agreement. (c) VRA has duly authorized, executed and delivered this Agreement, and this Agreement constitutes a legal, valid and binding obligation of VRA enforceable against VRA in accordance with its terms. Section 2.2 Representations by Local Government. The Local Government represents to VRA as follows: (a) The Local Government is a duly created and validly existing Virginia "local government" (as defined in Section 62.1-199 of the Act) and is vested with the rights and powers conferred upon it by Virginia law. (b) The Local Government has full right, power and authority to (i) adopt the Local Authorization and execute and deliver the Local Bond Documents and all related documents, (ii) issue and sell the Local Bond to VRA and deliver the Local Bond to the Trustee, (iii) own and operate the System, (iv) undertake the Project and (v) carry out and consummate all of the transactions contemplated by the Local Authorization, the Local Bond and the Local Bond Documents. (c) The Local Authorization authorized the execution and delivery of this Agreement, and this Agreement is in substantially the same form as presented to the Local Government's governing body at its meeting at which the Local Authorization was adopted. The Local Authorization was filed in the Circuit Court of the County of Pittsylvania, Virginia, on August [__], 2021. (d) The Local Government has obtained all governmental permits, licenses, registrations, certificates, authorizations and approvals required to have been obtained as of the Effective Date for the Local Government's (i) adoption of the Local Authorization, (ii) execution and delivery of the Local Bond Documents and the Local Bond, (iii) performance of its 10.B.2.d Packet Pg. 263 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -7- obligations under the Local Bond Documents and the Local Bond, (iv) the undertaking of the Project and (v) the operation and use of the System. The Local Government knows of no reason why any such required governmental permits, licenses, registrations, certificates, authorizations or approvals not required to be obtained by the Effective Date cannot be obtained as required in the future. (e) The Local Government has executed and delivered this Agreement, and this Agreement constitutes a legal, valid and binding obligation of the Local Government enforceable against the Local Government in accordance with its terms. (f) When executed and delivered in accordance with the Local Authorization and this Agreement, the Local Bond will have been executed and delivered by duly authorized officials of the Local Government and will constitute a legal, valid and binding limited obligation of the Local Government enforceable against the Local Government in accordance with its terms. (g) The issuance of the Local Bond and the execution and delivery of the Local Bond Documents and the performance by the Local Government of its obligations thereunder are within the powers of the Local Government and will not conflict with, or constitute a breach or result in a violation of, (i) to the best of the Local Government's knowledge, any federal or Virginia constitutional or statutory provision, including the Local Government's charter or articles of incorporation, if any, (ii) any agreement or other instrument to which the Local Government is a party or by which it is bound or (iii) any order, rule, regulation, decree or ordinance of any court, government or governmental authority having jurisdiction over the Local Government or its property. (h) The Local Government is not in default in the payment of the principal of or interest on any of its indebtedness for borrowed money and is not in default under any instrument under and subject to which any indebtedness for borrowed money has been incurred. No event or condition has happened or existed, or is happening or existing, under the provisions of any such instrument, including but not limited to this Agreement, which constitutes, or which, with notice or lapse of time, or both, would constitute an event of default thereunder. (i) The Local Government (i) to the best of the Local Government's knowledge, is not in violation of any existing law, rule or regulation applicable to it in any way that would have a material adverse effect on its financial condition or its ability to perform its obligations under the Local Bond or the Local Bond Documents and (ii) is not in default under any indenture, mortgage, deed of trust, lien, lease, contract, note, order, judgment, decree or other agreement, instrument or restriction of any kind to which the Local Government is a party or by which it is bound or to which any of its assets is subject that would have a material adverse effect on its financial condition or its ability to perform its obligations under the Local Bond and the Local Bond Documents. The Local Government's execution and delivery of the Local Bond and the Local Bond Documents and its compliance with the terms and conditions thereof will not conflict with or result in a breach of or constitute a default under any of the foregoing. (j) The Local Government reasonably expects that, unless otherwise permitted by the terms of the Local Bond Documents or approved by VRA, the Local 10.B.2.d Packet Pg. 264 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -8- Government will own, operate and control the System at all times during the term of the Local Bond. (k) Except as set forth in Exhibit C, there has not been served upon nor, to the best of the Local Government's knowledge, threatened against the Local Government, any actions, suits, proceedings or investigations of a legal, equitable, regulatory, administrative or legislative nature (i) affecting the creation, organization or existence of the Local Government or the title of its officers to their respective offices, (ii) seeking to prohibit, restrain or enjoin the approval, execution, delivery or performance of the Local Authorization or the Local Bond Documents or the issuance or delivery of the Local Bond, (iii) in any way contesting or affecting the validity or enforceability of the Local Bond, the Local Authorization, the Local Bond Documents or any agreement or instrument relating to any of the foregoing, (iv) in which a judgment, order or resolution may have a material adverse effect on the Local Government or its business, assets, condition (financial or otherwise), operations or prospects or on its ability to perform its obligations under the Local Authorization, the Local Bond Documents or the Local Bond or (v) affecting the Project. (l) The financial statements, applications and other information that the Local Government furnished to VRA in connection with this Agreement fairly and accurately portray the Local Government's financial condition, as of their dates, and there has been no material adverse change in the financial condition of the Local Government since the date of the financial statements provided to VRA in connection with this Agreement. (m) Nothing that would constitute an Event of Default hereunder has occurred and is continuing, and no event or condition exists that with the passage of time or the giving of notice, or both, would constitute an Event of Default hereunder. (n) A list of all Parity Bonds that are outstanding on the date of this Agreement is attached as Exhibit J (the "Existing Parity Bonds"). (o) Except for the Existing Parity Bonds, there is no indebtedness of the Local Government secured by a pledge of Revenues prior to or on a parity with the lien of the pledge of Revenues that secures the Local Bond. Section 2.3 Representations Remade as of the Sale Date. (a) It shall be a condition precedent of VRA's obligation to sell the Related Series of VRA Bonds that the Local Government's representations and warranties set forth in Section 2.2 be true and accurate in all respects on the Sale Date. (b) If prior to the Sale Date, any representation or warranty set forth in Section 2.2 becomes untrue or inaccurate, then the Local Government shall notify VRA within one Business Day of becoming aware of such facts, and VRA, in its sole and absolute discretion, shall determine whether to sell VRA Bonds on behalf of the Local Government, which series of VRA Bonds (if any) to sell on behalf of the Local Government and any additional conditions precedent to the sale of such VRA Bonds or the purchase of the Local Bond. 10.B.2.d Packet Pg. 265 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -9- ARTICLE III PURCHASE OF THE LOCAL BOND Section 3.1 Purchase of the Local Bond. (a) Subject to the terms and conditions and in reliance upon the representations, warranties and agreements set forth or incorporated herein, VRA shall purchase, solely from the proceeds of the Related Series of VRA Bonds, all, but not less than all, of the Local Bond from the Local Government, and the Local Government shall, subject to the Financing Parameters, sell and deliver to VRA the Local Bond for the Purchase Price. The Local Government acknowledges that the Purchase Price is determined by VRA, is subject to VRA's Purchase Price Objective (as defined below) and market conditions as described below, and is expected to be substantially equal to the Proceeds Requested. The Local Government shall issue the Local Bond pursuant to the Local Authorization and in substantially the form of Exhibit A to this Agreement. As a condition of VRA entering into this Agreement, the Local Government shall deliver to VRA a copy of the Local Authorization as adopted prior to the date hereof. (b) The Local Government acknowledges that VRA has advised the Local Government that its objective is to pay the Local Government the Purchase Price for its Local Bond which in VRA's judgment reflects the market value of the Local Bond ("Purchase Price Objective"), taking into consideration the Financing Parameters, the purchase price received by VRA for the Related Series of VRA Bonds, the underwriters' discount and other issuance costs of the Related Series of VRA Bonds and other market conditions relating to the sale of the Related Series of VRA Bonds. The Local Government further acknowledges that VRA has advised it that such factors may result in the Local Bond having a value other than par and that in order to receive an amount of proceeds that is substantially equal to the Proceeds Requested, the Local Government may need to issue the Local Bond with a par amount that is greater or less than the Proceeds Requested. The Local Government shall not issue the Local Bond if doing so would violate any Financing Parameter. The Local Government shall issue the Local Bond at a par amount that provides, to the fullest extent practicable given VRA's Purchase Price Objective, a Purchase Price at least equal to the Proceeds Requested, all in accordance with the Local Authorization. The Local Government acknowledges that the Purchase Price will be less than the Proceeds Requested if any Financing Parameter prevents VRA from generating a Purchase Price substantially equal to the Proceeds Requested, based upon VRA's Purchase Price Objective. Section 3.2 Issuance Expenses. VRA shall pay, or cause to be paid, from the proceeds of the Related Series of VRA Bonds all expenses incident to the performance of VRA's obligations under and the fulfillment of the conditions imposed by this Agreement in connection with the issuance, sale and delivery of the Related Series of VRA Bonds and the purchase of the Local Bond on the Closing Date, including, but not limited to: (i) the cost, if any, of preparing and delivering the Related Series of VRA Bonds; (ii) the cost of preparing, printing and delivering the Preliminary Official Statement and the Official Statement for the Related Series of VRA Bonds and any amendment or supplement thereto; (iii) the fees and expenses of the financial advisor(s) and bond counsel to VRA; and (iv) all other costs and expenses incurred by VRA. The Local Government shall pay all expenses of the Local Government incident to the issuance, sale and delivery of the Local Bond, including, but not limited to the fees and disbursements of the financial advisor, counsel and bond counsel to the Local Government from the Purchase Price or other funds of the Local Government. 10.B.2.d Packet Pg. 266 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -10- Section 3.3 Schedule 1.1. VRA shall complete Schedule 1.1, which shall set forth, among other things, the principal amount, interest rates, payment schedule and Purchase Price with respect to the Local Bond and the principal amount of the Related Series of VRA Bonds on or after the Sale Date. VRA shall deliver the completed Schedule 1.1 to the Local Government and shall attach Schedule 1.1 to this Agreement. Upon delivery to the Local Government, the completed Schedule 1.1 shall become a part of this Agreement the same as if it were a part hereof on the Effective Date. Section 3.4 Conditions Precedent to Purchase of the Local Bond. VRA shall not be required to cause the Trustee to purchase the Local Bond unless: (a) VRA has received the following, all in form and substance satisfactory to VRA: (1) Certified copies of the Local Authorization and all other ordinances and resolutions of the Local Government relating to the Local Bond Documents and the Local Bond, if any. (2) A certificate of the appropriate officials of the Local Government dated the Closing Date as to the matters set forth in Section 2.2 and Section 2.3 (to the extent applicable), including appropriate certifications regarding the Local Bond Documents, and such other matters as VRA may reasonably require. (3) Evidence that the Local Government has performed and satisfied all of the terms and conditions contained in this Agreement to be performed and satisfied by it as of such date. (4) An opinion of counsel to the Local Government in substantially the form attached as Exhibit F. (5) An opinion of bond counsel to the Local Government in form and substance reasonably satisfactory to VRA. (6) Evidence that the Local Government has complied with the insurance provisions set forth in Section 8.1 and Section 8.2. (7) The executed Local Bond and original executed counterparts of the Local Tax Document. (8) A certificate of the Consulting Engineer giving the Consulting Engineer's estimate of the construction portion of the total Project Costs to be financed with the proceeds of the Local Bond, which estimate must be in an amount and otherwise compatible with the financing plan described in the Project Budget. (9) A certificate of the Consulting Engineer (i) to the effect that the Purchase Price and funds available from the other sources specified in the Project Budget will be sufficient to pay the construction portion of the estimated Project Costs and (ii) specifying the date the Local Government is expected to complete the Project. 10.B.2.d Packet Pg. 267 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -11- (10) A certificate of a Local Engineer or a Qualified Independent Consultant, including supporting documentation, to the effect that during the first two complete Fiscal Years following the estimated completion date of the Project, the projected Net Revenues Available for Debt Service will satisfy the Local Government's rate covenant under Section 5.2(a). In providing this certificate, the Outside Engineer or Qualified Independent Consultant may take into consideration future System rate increases, provided that such rate increases have been duly approved by the Local Government's governing body and any other person or entity required to give approval for the rate increase to become effective. In addition, the Outside Engineer or Qualified Independent Consultant may take into consideration (i) additional future revenues to be derived under existing contractual arrangements entered into by the Local Government and from reasonable estimates of growth in the Local Government's consumer base and (ii) transfers in from the Local Government's general fund as permitted under Section 5.5. (11) A certificate of the Consulting Engineer to the effect that (i) all governmental permits, licenses, registrations, certificates, authorizations and approvals for the undertaking of the Project, as enumerated in the certificate, and the operation and use of the System required to have been obtained as of the Closing Date have been obtained and (ii) the Consulting Engineer knows of no reason why any such required governmental permits, licenses, registrations, certificates, authorizations and approvals for the undertaking of the Project, as enumerated in the certificate, and the operation and use of the System cannot be obtained as required in the future. (12) Evidence that the Local Government is in compliance with the construction contract provisions set forth in Section 7.13 with respect to any existing contracts as of the Closing Date. (13) Evidence that the Local Government has satisfied all conditions precedent to the issuance of the Local Bond as a "Parity Bond" under the financing documents for the Existing Parity Bonds. (14) Such other documentation, certificates and opinions as VRA may reasonably require as set forth in Schedule 1.1. (b) The initial purchasers of the Related Series of VRA Bonds have paid in full and VRA has accepted the purchase price for the Related Series of VRA Bonds on the Closing Date. It is understood that the sole source of funds to pay the Purchase Price is a portion of the proceeds of the Related Series of VRA Bonds. ARTICLE IV USE OF PURCHASE PRICE Section 4.1 Deposit of Purchase Price; Investment of Amounts in Local Account. (a) On the Closing Date, VRA shall cause the Trustee to deposit the Purchase Price into the Local Account and to apply the Purchase Price and the earnings thereon as set forth in the Related Supplemental Series Indenture, this Agreement and the Local Tax Document. 10.B.2.d Packet Pg. 268 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -12- (b) The Local Government acknowledges and consents to the investment of the Purchase Price and the earnings thereon in Virginia SNAP. Section 4.2 Agreement to Accomplish Project. (a) The Local Government shall cause the Project to be acquired, constructed, expanded, renovated, equipped or financed as described in Exhibit B and in accordance with the Project Budget, this Agreement, the Local Tax Document and the plans, specifications and designs prepared by the Consulting Engineer and approved by the Local Government. The Local Government shall use its best efforts to complete, or cause to be completed, the Project by the date set forth in the certificate delivered under Section 3.4(a)(9). The Local Government shall obtain the approval of all applicable regulatory agencies of all plans, specifications and designs for the Project. The Local Government shall maintain complete and accurate books and records of the Project Costs and permit VRA or the Trustee through their representatives to inspect such books and records at any reasonable time. (b) Upon completion of the Project, the Local Government shall promptly deliver to VRA and the Trustee a certificate signed by a Local Representative and by the Consulting Engineer stating (i) that the Project has been completed substantially in accordance with this Article and in substantial compliance with all material applicable laws, ordinances, rules and regulations, (ii) the date of such completion and (iii) that all certificates of occupancy or other material permits then necessary for the use, occupancy and operation of the Related Financed Property have been issued or obtained. Such certificate shall be accompanied by a copy of the final requisition submitted to the Trustee pursuant to Section 4.3, including Schedule 1 thereto. (c) The Local Government shall cause the deposit of a portion of the proceeds of the Local Bond, together with other available funds of the Local Government (if any), to be transferred to the holder of the Refunded Bond in an amount sufficient to pay the outstanding principal of and premium, if any, and interest on the Refunded Bond. (d) If upon completion of the Project and payment of all related costs of issuance, there is a balance remaining in the Local Account, the Trustee, at the written direction of the Local Government, shall apply any remaining balance to pay, or reimburse the Local Government for previously-paid, interest on the Local Bond or in such other manner that is permitted under the Act and will not, in the opinion of a nationally-recognized bond counsel delivered to VRA and the Trustee, have an adverse effect on the tax status of the Related Series of VRA Bonds. Section 4.3 Disbursement of Purchase Price and Earnings. Except as provided in Section 4.2(c), the Local Government shall apply the amounts in the Local Account solely and exclusively to the payment or reimbursement of the Local Government for the Project Costs. Not more frequently than once per calendar month, the Trustee shall disburse amounts from the Local Account to the Local Government or as directed by the Local Government upon the Trustee's receipt of the following: 10.B.2.d Packet Pg. 269 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -13- (a) A requisition (upon which the Trustee and VRA shall be entitled to rely) signed by a Local Representative and containing all information called for by, and otherwise being in the form of, Exhibit D (including the Schedules thereto). (b) Receipts, vouchers, statements, bills of sale or other evidence of payment of the related Project Costs. (c) If any requisition includes an item for payment for labor or to contractors, builders or materialmen: (1) a certificate, signed by a Consulting Engineer, stating that such work was actually performed or such materials, supplies or equipment were actually furnished or installed in or about the construction of the Project; and (2) a certificate, signed by a Local Representative (that may rely on representations of counsel or a title insurance agency reasonably acceptable to VRA), stating that no notice of any lien, right to lien or attachment upon, or claim affecting the right to receive payment of, any of the money payable under the requisition to any of the persons, firms or corporations named in it has been received, or if any notice of any such lien, attachment or claim has been received, such lien, attachment or claim has been released or discharged or will be released or discharged upon payment of the requisition. (d) If any requisition includes an item for payment of the cost of acquisition of any lands or easements, or any rights or interests in or relating to lands, there shall also be attached to such requisition: (1) a certificate, signed by a Consulting Engineer, stating that such lands, easements, rights or interests are being acquired and are necessary or convenient for the construction of the Project; and (2) a certificate, signed by a Consulting Engineer (that may rely on representations of counsel or a title insurance agency reasonably acceptable to VRA), stating that upon payment therefor the Local Government will have title in fee simple to, or easements, rights or interests sufficient for the purposes of, the Project over and through the subject lands. Following VRA's approval of each such requisition and accompanying invoice(s) and certificate(s), which approval will not unreasonably be withheld, the Trustee shall pay the requisition from the Local Account in accordance with the instructions in such requisition. The Local Government agrees that any amounts disbursed to it or for its account from the Local Account pursuant to this Section 4.3 will be (i) immediately applied to reimburse the Local Government for Project Costs it has already paid or (ii) actually spent to pay Project Costs not later than five banking days after receipt. Section 4.4 No Sufficiency Warranty by VRA; Local Government Required to Complete Project. VRA makes no warranty, either express or implied, that the Purchase Price will be sufficient to pay all or any particular portion of the Project Costs. If the Purchase Price is 10.B.2.d Packet Pg. 270 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -14- not sufficient to pay in full the cost of the Project, the Local Government shall complete the Project at its own expense and shall not be entitled to any reimbursement therefor from VRA or any abatement, diminution or postponement of its payments under the Local Bond or this Agreement. ARTICLE V PLEDGE AND SECURITY Section 5.1 Pledge. Subject to the Local Government's right to apply Revenues to the payment of Operation and Maintenance Expenses, the Revenues are hereby pledged to secure the payment of the principal of and premium, if any, and interest on the Local Bond and the payment and performance of the Local Government's obligations under this Agreement on a parity with any Parity Bonds. This pledge shall be valid and binding from and after the Closing Date. The Revenues, as received by the Local Government, shall immediately be subject to the lien of this pledge without any physical delivery of them or further act. Except as stated above, the lien of this pledge shall have priority over all other obligations and liabilities of the Local Government payable from Revenues, and the lien of this pledge shall be valid and binding against all parties having claims of any kind against the Local Government regardless of whether such parties have notice of this pledge. Until the occurrence and continuation of an Event of Default, the Local Government may, after the application each month of Revenues to the payment of the Operation and Maintenance Expenses and debt service on the Local Bond and any other Parity Bonds, use the Revenues for any lawful purpose. Section 5.2 Rate Covenant. (a) The Local Government shall fix and collect rates, fees and other charges for the use of and for services furnished or to be furnished by its System, and will from time to time revise such rates, fees and other charges, or provide other funds, so that in each Fiscal Year the Net Revenues Available for Debt Service, and such other funds that are provided by the Local Government, will equal at least 100% of the amount required during the Fiscal Year to pay the principal of and interest on the Local Bond and all other Parity Bonds. (b) If, for any reason, the Net Revenues Available for Debt Service, and such other funds provided by the Local Government, are insufficient to satisfy the covenant set forth in subsection (a), the Local Government shall (i) on its demand, pay to VRA a rate maintenance penalty fee in an amount of $5,000, and (ii) within 90 days adjust and increase its rates, fees and other charges or reduce its Operation and Maintenance Expenses so as to provide sufficient Net Revenues Available for Debt Service to satisfy such requirement. (c) On or before the last day of each Fiscal Year, the Local Government shall review the adequacy of its rates, fees and other charges for the next Fiscal Year, other fund sources that would be allocated to support the System, and, if such review indicates the Local Government's rates, fees, other charges and other fund sources will be allocated to support the system will be insufficient to satisfy the rate covenant in subsection (a), the Local Government shall promptly increase its rates, fees and other charges or reduce its Operation and Maintenance Expenses to cure any deficiency. Section 5.3 Annual Budget of the System. Not less than 15 days before the first day of each Fiscal Year, the Local Government shall submit to its governing body and to VRA a 10.B.2.d Packet Pg. 271 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -15- copy of a preliminary annual budget, containing all information called for by, and otherwise being in the form of, Exhibit I to this Agreement, for such Fiscal Year setting forth a schedule of the rates, fees and other charges to be imposed by the Local Government, the Revenues estimated to be generated thereby and the expenditures anticipated by the Local Government for operations, maintenance, repairs, replacements, improvements, debt service and other purposes. The Local Government shall adopt, prior to the first day of each Fiscal Year, a budget for such Fiscal Year. The Local Government shall ensure that the adopted budget contains the information required to be included in the preliminary budget. Such budget as approved by the Local Government's governing body is referred to in this Agreement as the Annual Budget. The Local Government may at any time during any Fiscal Year amend the Annual Budget for such Fiscal Year so long as such amendment does not result in an Event of Default. The Local Government shall promptly submit to VRA, in an electronic format, a copy of the Annual Budget and any amendments thereto. Section 5.4 Qualified Independent Consultant's Report. (a) If at the end of any Fiscal Year, the Local Government is not in compliance with the rate covenant made by the Local Government in Section 5.2(a), within 210 days after the end of such Fiscal Year, the Local Government shall obtain a report from the Qualified Independent Consultant. The Local Government shall ensure that the report gives advice and makes recommendations as to the proper maintenance, repair, replacement and operation of the System for the next ensuing Fiscal Year and estimating the costs thereof as to the rates, fees, and other charges which should be established by the Local Government to satisfy the rate covenant in Section 5.2(a). The Local Government shall promptly furnish a copy of such report to VRA and, subject to Section 5.4(b), take measures to implement the recommendations of the Qualified Independent Consultant within 90 days of obtaining such report. (b) If the Local Government determines that the Qualified Independent Consultant's recommendations are impractical or inappropriate, the Local Government may in lieu thereof adopt other procedures which the Local Government believes will bring it into compliance with the rate covenant made by the Local Government in Section 5.2(a) when such measures have been implemented and become fully effective. Such alternative plan shall be filed with VRA not later than 30 days after receipt of the Qualified Independent Consultant's report along with a detailed explanation of the Local Government's reason for rejecting the Qualified Independent Consultant's recommendations. Notwithstanding anything herein to the contrary, VRA reserves the right, in its sole discretion, to reject such alternate procedures and, to the extent permitted by law, require the Local Government to comply with the Qualified Independent Consultant's recommendations. Section 5.5 Support Agreement. (a) No later than March 15 of each year beginning March 15, 2022, the County Administrator of the Local Government (the "County Administrator") shall notify VRA in writing of the amount by which Net Revenues Available for Debt Service and other funds available to pay debt service is expected in the next ensuing Fiscal Year to be insufficient to (i) satisfy the Rate Covenant and (ii) pay any amounts due under this Agreement (collectively, the "Annual Deficiency Amount"). (b) The Local Government hereby directs the County Administrator to include the Annual Deficiency Amount in the budget submitted to the governing body of the Local 10.B.2.d Packet Pg. 272 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -16- Government (the "Board") for the next ensuing Fiscal Year. The County Administrator shall deliver to VRA within ten days after the adoption of the Local Government's budget for each Fiscal Year, but not later than July 15 of each year, a certificate stating whether the Board has approved and included an amount equal to the Annual Deficiency Amount for transfer to the System in the adopted Local Government budget for such Fiscal Year. (c) If at any time there is a failure of the Local Government to make a payment of principal of or interest on the Local Bond to pay any amounts due under this Agreement, the County Administrator shall request an appropriation from the Board in an amount sufficient to cover the payment default. (d) The Local Government agrees that the Board will consider each request for appropriation made pursuant to subsection (c) above at its next regularly scheduled meeting at which it is possible to satisfy any applicable notification requirement. The Local Government shall notify VRA promptly after such meeting as to whether the amount so required was appropriated. If the Board shall fail to make such appropriation, the County Administrator shall add the amount of such requested appropriation to the Annual Deficiency Amount reported to the Board for the next Fiscal Year. (e) The Local Government shall pay to the Trustee the amount of any appropriation made pursuant to subsection (c) of this Section. The Local Government and VRA acknowledge that any amounts appropriated pursuant to this Section are pledged to secure the payment of principal of and premium, if any, and interest on the Local Bond and amounts due under this Agreement, as the case may be. (f) The Board hereby undertakes a non-binding obligation to appropriate such amounts as may be requested from time to time pursuant to subsections (b) and (c) above, to the fullest degree and in such manner as is consistent with the Constitution and laws of the Commonwealth of Virginia. The Board, while recognizing that it is not empowered to make any binding commitment to make such appropriations in future Fiscal Years, hereby states its intent to make such appropriations in future Fiscal Years, and hereby recommends that future Boards do likewise. ARTICLE VI PAYMENT AND REDEMPTION OF LOCAL BOND Section 6.1 Payment of Local Bond and Related Amounts. (a) Until the principal of and premium, if any, and interest on the Local Bond and all other amounts payable under this Agreement have been paid in full, the Local Government shall pay from the Revenues to the Trustee or VRA, as applicable, the following amounts: (1) to the Trustee, the amounts required by the Local Bond on such dates and in such manner as provided for in the Local Bond – the term "interest," as used in the Local Bond and this Agreement, includes Supplemental Interest, when and if payable; 10.B.2.d Packet Pg. 273 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -17- (2) to the Trustee, or to VRA, no later than 15 days after VRA provides notice to the Local Government, any amounts payable under the Local Tax Document, including without limitation the costs of any rebate calculation agent; (3) to VRA, on its demand, a late payment penalty in an amount equal to 5.0% of the payment on the Local Bond not paid within 5 days after its due date; (4) to the Trustee, the Local Government's share (as determined by VRA) of the annual fees and expenses of the Trustee, less the Local Government's share of the net earnings on the Revenue Fund, Infrastructure Revenue Debt Service Fund and Moral Obligation Debt Service Fund established under the Master Indenture (as determined by VRA), and the Local Government shall pay such amounts no later than 15 days after VRA or the Trustee sends to the Local Government a written bill for them; and (5) to VRA, to the extent permitted by law, the reasonable costs and expenses, including reasonable attorneys' fees, if any, incurred by VRA in connection with (i) an Event of Default or default by the Local Government under this Agreement (ii) any amendment to or discretionary action that VRA undertakes at the request of the Local Government under this Agreement, any other document related to the Related Series of VRA Bonds or the Local Bond or (iii) any claim, lawsuit or other challenge to the Local Bond, the VRA Bonds or this Agreement that arises, at least in part, out of the Local Government's authorization of its issuance of the Local Bond, and the Local Government shall pay such amounts no later than 15 days after VRA or the Trustee sends to the Local Government a written bill for them. (b) If any failure of the Local Government to pay all or any portion of any required payment of the principal of or premium, if any, or interest on the Local Bond results in a withdrawal from or a drawing on any VRA Reserve, the interest rates applicable to the Local Bond shall be increased to interest rates sufficient to reimburse the VRA Reserve for any foregone investment earnings on the funds withdrawn therefrom and pay any interest, fees or penalties assessed as a result of the withdrawal from or drawing on the VRA Reserve. The increment of interest payable pursuant to the increase in rates shall be referred to as "Supplemental Interest." The Local Government's obligation to pay Supplemental Interest shall commence on the date of the withdrawal or drawing of funds from the VRA Reserve occasioned by the Local Government's failure to pay a required payment or portion thereof as described above (the "Supplemental Interest Commencement Date"). The Local Government's obligation to pay Supplemental Interest shall terminate on the date on which the Local Government makes all payments required but outstanding since the date of the initial failure to pay (the "Supplemental Interest Termination Date"). From the Supplemental Interest Commencement Date to the Supplemental Interest Termination Date, Supplemental Interest shall be due and payable on the regularly scheduled interest payment dates provided for in the Local Bond. As soon as reasonably possible after the Supplemental Interest Commencement Date and before the next regularly scheduled interest payment date provided for in the Local Bond, VRA shall deliver to the Local Government a certificate as to the increase in interest rates and the amount of Supplemental Interest. The certificate shall set forth in reasonable detail the basis for the increase in interest rates and the manner of calculation of the increase and the amount of Supplemental Interest. Such certificate shall be conclusive (absent manifest error) as to the 10.B.2.d Packet Pg. 274 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -18- interest rate increase and amount of Supplemental Interest set forth therein. In determining the interest rate increase and the amount of Supplemental Interest, VRA may use any reasonable averaging and attribution methods. (c) The Local Government shall pay the amounts described above and make payments as scheduled under the Local Bond despite any amount being withdrawn from or drawn on a VRA Reserve pursuant to the Master Indenture. Section 6.2 Defeasance and Redemption of Local Bond. (a) The Local Government shall not defease or redeem the Local Bond (in whole or in part), except as provided in this Section 6.2. (b) The Local Government shall satisfy the following conditions prior to the defeasance and redemption of the Local Bond: (1) The Local Government shall provide to VRA not less than 60 days' prior written notice of the deposit of the funds described in (2), (3) and (4) below. (2) The Local Government shall deposit with the Trustee an amount sufficient for VRA to establish an escrow of cash and non-callable, non-prepayable Government Obligations the principal of and interest on which will be sufficient (without reinvestment) to cause the defeasance under Article XII of the Master Indenture of the portion of the Related Portion of VRA Bonds corresponding to the portion of the Local Bond to be defeased or prepaid (the "Allocated Portion"). The defeasance of the Allocated Portion may be either to maturity or an earlier redemption date as determined by the Local Government. (3) The Local Government shall deposit with VRA cash in an amount sufficient, as determined by VRA, to pay for a verification report required for the defeasance of the Allocated Portion under Article XII of the Master Indenture, any costs incurred by VRA in connection with the redemption, refunding and defeasance of the Allocated Portion, all amounts overdue or then due on the Local Bond (including, without limitation, any Supplemental Interest) and all amounts overdue, due or to become due under Section 6.1(a) of this Agreement. (4) The Local Government shall deposit with VRA cash in an amount equal to the present value of interest that would be paid on the principal of the Allocated Portion at a rate equal to 0.125%, payable semiannually, to the maturity dates of the Allocated Portion or, if earlier, the redemption date or dates of the Allocated Portion. Present value shall be determined by using a discount rate equal to the true interest cost of the Related Portion of VRA Bonds. (c) VRA will determine which Related Portion of VRA Bonds will be designated as the Allocated Portion and the amounts to be deposited under subsection (b)(2) and (3) above using such reasonable allocation and estimation methods as may be selected by VRA, and VRA's determinations shall be conclusive (absent manifest error). 10.B.2.d Packet Pg. 275 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -19- (d) The Local Government acknowledges that no funds in any VRA Reserve will be available to the Local Government for the defeasance or redemption of the Local Bond. Section 6.3 Payments and Rights Assigned. The Local Government hereby consents to VRA's assignment to the Trustee of VRA's rights under this Agreement and the Local Bond. The Local Government also hereby acknowledges and consents to the reservation by VRA of the right and license to enjoy and enforce VRA's rights under the Local Bond and this Agreement so long as no Event of Default (as defined in the Master Indenture) with respect to the Related Series of VRA Bonds has occurred and is continuing. Even though VRA will be the registered owner of the Local Bond, the Local Government shall pay directly to the Trustee all amounts payable by the Local Government under the Local Bond and this Agreement (except for those amounts specifically indicated as payable to VRA under Section 6.1 or Section 11.8, which the Local Government shall pay directly to VRA). Section 6.4 Obligations Absolute and Unconditional. The obligation of the Local Government to make the payments required by the Local Bond and this Agreement from the sources pledged therefor shall be absolute and unconditional. The Local Government shall pay all such amounts without abatement, diminution or deduction (whether for taxes or otherwise) regardless of any cause or circumstance whatsoever including, without limitation, any defense, set-off, recoupment or counterclaim that the Local Government may have or assert against VRA, the Trustee or any other person. ARTICLE VII OPERATION AND USE COVENANTS Section 7.1 Maintenance. At its own cost and expense the Local Government shall operate the System in a proper, sound and economical manner in compliance with all legal requirements and shall maintain the System in good repair and operating condition and from time to time shall make all necessary repairs, renewals and replacements. Section 7.2 Additions and Modifications. At its own expense the Local Government from time to time may make any renewals, replacements, additions, modifications or improvements to the System that the Local Government deems desirable, provided that any such renewal, replacement, addition, modification or improvement does not (i) materially reduce the value of the System or (ii) negatively affect the structural or operational integrity of any part of the System. The Local Government shall ensure that all such renewals, replacements, additions, modifications or improvements comply with all applicable federal, state and local laws, rules, regulations, orders, permits, authorizations and requirements. All such renewals, replacements, additions, modifications and improvements shall become part of the System. Section 7.3 Permits. The Local Government shall, at its sole cost and expense, obtain all permits, consents and approvals required by local, state or federal laws, ordinances, rules, regulations or requirements in connection with the acquisition, construction, equipping, occupation, operation or use of the System. The Local Government shall, upon request, promptly furnish to VRA and the Trustee copies of all such permits, consents and approvals. 10.B.2.d Packet Pg. 276 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -20- Section 7.4 Use. The Local Government shall comply with all lawful requirements of any governmental authority regarding the System, whether now existing or subsequently enacted, whether foreseen or unforeseen or whether involving any change in governmental policy or requiring structural, operational or other changes to the System, irrespective of the cost of making the same. Section 7.5 Inspection and Local Government's Books and Records. The Local Government shall permit VRA, the Trustee and their duly authorized representatives and agents such reasonable rights of access to the System as may be necessary to determine whether the Local Government is in compliance with the requirements of this Agreement, and the Local Government shall permit such parties, at all reasonable times and upon reasonable prior notice to the Local Government, to examine and copy the Local Government's books and records that relate to the System. Section 7.6 Ownership. The Local Government shall not construct, reconstruct or install any part of the System on (i) lands other than those which the Local Government owns or can acquire title to or a perpetual easement over, in either case sufficient for the Local Government's purposes or (ii) lands in which the Local Government has acquired a right or interest less than a fee simple or perpetual easement, unless (1) such part of the System is lawfully located in a public street or highway or (2) the Local Government provides a written opinion of counsel or a report of a Qualified Independent Consultant, either of which in a form reasonably acceptable to VRA, that indicates that the lands and the Local Government's right or interest therein is sufficient for the Local Government's purposes. Section 7.7 Sale or Encumbrance. No part of the System shall be sold, exchanged, leased, mortgaged, encumbered or otherwise disposed of except (i) with the written consent of VRA or (ii) as provided in any one of the following subsections: (a) The Local Government may grant easements, licenses or permits across, over or under parts of the System for streets, roads and utilities as will not adversely affect the use of the System. (b) The Local Government may sell or otherwise dispose of property constituting part of the System if it uses the proceeds of such disposition and any other necessary funds to replace such property with property serving the same or a similar function. (c) The Local Government may sell or otherwise dispose of property constituting part of the System with a "book value" (as determined in accordance with generally accepted accounting principles) that, when combined with the aggregate "book value" of all of the other such property sold or otherwise disposed of under this subsection during the Fiscal Year in question, will not cause the aggregate "book value" of all of such property sold or otherwise disposed of under this subsection in such Fiscal Year to exceed $125,000. The proceeds to be received from any such sale or disposition shall be applied first to cure any default that may exist in the payment of the principal of or interest on the Local Bond. (d) The Local Government may otherwise sell or dispose of property constituting part of the System if there is filed with VRA a certificate of the Consulting Engineer 10.B.2.d Packet Pg. 277 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -21- stating that such property is not necessary or useful to the operation of the System. The proceeds to be received from any such sale or disposition shall be applied first to cure any default that may exist in the payment of the principal of or interest on the Local Bond. Section 7.8 Collection of Revenues. The Local Government shall use its best efforts to collect all rates, fees and other charges due to it, including, without limitation, the perfection of liens on premises served by the System for the amount of all delinquent rates, fees and other charges where such action is permitted by law. The Local Government shall, to the full extent permitted by law, prevent access to the services and facilities of the System to users, of the System who are delinquent beyond any customary grace periods in the payment of rates, fees and other charges due to the Local Government. Section 7.9 No Free Service. Except as otherwise required by law and as described on Exhibit H, the Local Government shall not permit the use of the System, or furnish any services afforded by the System, without making a charge therefor based on the Local Government's uniform schedule of rates, fees and charges. Section 7.10 No Competing Service. To the extent permitted by law, the Local Government agrees not to provide, grant any franchise to provide or give consent for anyone else to provide, any services which would compete with the System. Section 7.11 Intentionally Omitted. Section 7.12 Lawful Charges. The Local Government shall pay when due all taxes, fees, assessments, levies and other governmental charges of any kind whatsoever (collectively, the "Governmental Charges") which are (i) assessed, levied or imposed against the System or the Local Government's interest in it, or (ii) incurred in the operation, maintenance, use and occupancy of the System. The Local Government shall pay or cause to be discharged, or shall make adequate provision to pay or discharge, all lawful claims and demands for labor, materials, supplies or other objects which, if unpaid, might by law become a lien upon all or any part of the System or the Revenues (collectively, the "Mechanics' Charges"). The Local Government, however, after giving VRA 10 days' notice of its intention to do so, at its own expense and in its own name, may contest in good faith any Governmental Charges or Mechanics' Charges. If such a contest occurs, the Local Government may permit the same to remain unpaid during the period of the contest and any subsequent appeal unless, in VRA's reasonable opinion, such action may impair the lien on Revenues granted by this Agreement, in which event, such Governmental Charges or Mechanics' Charges promptly shall be satisfied or secured by posting with the Trustee or an appropriate court a bond in form and amount satisfactory to VRA. Upon request, the Local Government shall furnish to VRA proof of payment of all Governmental Charges and Mechanics' Charges the Local Government is required to pay under this Agreement. Section 7.13 Construction Contractors. The Local Government shall cause each general construction contractor employed in the accomplishment of the Project to furnish a performance bond and a payment bond each in an amount equal to 100% of the particular contract price. Such bonds must list the Local Government, VRA and the Trustee as beneficiaries. Neither VRA nor the Trustee shall make any claims or exercise any rights under such bonds unless and until an Event of Default occurs. The Local Government shall cause each 10.B.2.d Packet Pg. 278 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -22- contractor to maintain during the construction period covered by the particular construction contract builder's risk insurance, workmen's compensation insurance, public liability insurance, property damage insurance and vehicle liability insurance in amounts and on terms satisfactory to the Consulting Engineer. Section 7.14 Engineering Services. The Local Government shall retain or employ a Consulting Engineer to provide engineering services covering the operation of the System. ARTICLE VIII INSURANCE, DAMAGE AND DESTRUCTION Section 8.1 Insurance. The Local Government shall maintain or cause to be maintained insurance against such risks as are customarily insured against by systems similar in size and character to the System, including, without limitation: (a) Insurance in the amount of the full replacement cost of the System's insurable portions against loss or damage by fire and lightning, with broad form extended coverage endorsements covering damage by windstorm, explosion, aircraft, smoke, sprinkler leakage, vandalism, malicious mischief and such other risks as are normally covered by such endorsements (limited only as may be provided in the standard form of such endorsements at the time in use in Virginia). The determination of replacement cost shall be made, in conjunction with representatives of the Local Government, by a recognized appraiser or insurer selected by the Local Government and reasonably acceptable to VRA. (b) Comprehensive general liability insurance with a combined single limit in an amount sufficient per year (based on recommendations of the Local Government's insurance carrier) against liability for bodily injury, including death resulting therefrom, and for damage to property, including loss of its use, arising out of the ownership, maintenance, operation or use of the System. (c) Unless the Local Government qualifies as a self-insurer under Virginia law, worker's compensation insurance. Neither VRA nor the Trustee shall have any responsibility or obligation with respect to (i) the procurement or maintenance of insurance or the amounts or the provisions with respect to policies of insurance or (ii) the application of the proceeds of insurance. The Local Government shall provide annually to VRA a certificate or certificates of the respective insurers evidencing the fact that the insurance required by this Section is in force and effect. Section 8.2 Requirements of Policies. The Local Government shall maintain all insurance required by Section 8.1 with generally recognized responsible insurance companies selected by the Local Government and reasonably acceptable to VRA. Such insurance may be written with deductible amounts comparable to those on similar policies carried by other utility systems of like size and character to the System. If the Local Government does not maintain such insurance with an insurer licensed to do business in Virginia or placed under the requirements of the Virginia Surplus Lines Insurance Law, Chapter 48, Title 38.2, Code of Virginia of 1950, as 10.B.2.d Packet Pg. 279 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -23- amended, or any successor statute, the Local Government shall provide evidence reasonably satisfactory to VRA that such insurance is enforceable under Virginia law. Section 8.3 Notice of Damage, Destruction or Condemnation. In case of (i) any damage to or destruction of any material part of the System, (ii) a taking of all or any part of the System or any right in it under the exercise of the power of eminent domain, (iii) any loss of the System because of failure of title or (iv) the commencement of any proceedings or negotiations which might result in such a taking or loss, the Local Government shall notify VRA in writing within ten Business Days of the occurrence describing generally the nature and extent of such damage, destruction, taking, loss, proceedings or negotiations. Section 8.4 Damage and Destruction. If all or any part of the System is destroyed or damaged by fire or other casualty, and the Local Government shall not have exercised its option, if such option is available, to redeem the outstanding Local Bond pursuant to Section 6.2, the Local Government shall restore promptly the property damaged or destroyed to substantially the same condition as before such damage or destruction, with such alterations and additions as the Local Government may determine and which will not impair the capacity or character of the System for the purposes for which it then is being used or is intended to be used. The Local Government may apply so much as may be necessary of the net proceeds of insurance received on account of any such damage or destruction to payment of the cost of such restoration, either on completion or as the work progresses. If such net proceeds are not sufficient to pay in full the cost of such restoration, the Local Government shall pay so much of the cost as may be in excess of such net proceeds. Section 8.5 Condemnation and Loss of Title. If title to or the temporary use of all or any part of the System shall be taken under the exercise of the power of eminent domain or lost because of failure of title, and the Local Government shall not have exercised its option, if such option is available, to redeem the outstanding Local Bond pursuant to Section 6.2, the Local Government shall cause the net proceeds from any such condemnation award or from any title insurance to be applied to the restoration of the System to substantially its condition before the exercise of such power of eminent domain or failure of title. If such net proceeds are not sufficient to pay in full the cost of such restoration, the Local Government shall pay so much of the cost as may be in excess of such net proceeds. ARTICLE IX SPECIAL COVENANTS Section 9.1 Tax Covenants. The Local Government shall not directly or indirectly use or permit the use of any of the proceeds of the Local Bond or any other of its funds, in such manner as would, or enter into, or allow any other person or entity to enter into, any arrangement, formal or informal, that would, or take or omit to take any other action that would, cause interest on any of the Related Series of VRA Bonds to be includable in gross income for federal income tax purposes or to become a specific item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations. Insofar as the Local Tax Document imposes duties and responsibilities on the Local Government, including the payment of any arbitrage rebate in respect of the Related Series of VRA Bonds, as of the Closing Date they are specifically incorporated by reference into this Agreement. The Local Government 10.B.2.d Packet Pg. 280 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -24- also consents to the reasonable calculation of any "rebate amount" to be paid with respect to the Related Portion of VRA Bonds by a rebate calculation service selected by VRA. Section 9.2 Maintenance of Existence. The Local Government shall maintain its existence as a political subdivision of the Commonwealth of Virginia under Virginia law, and shall not dissolve or otherwise dispose of all or substantially all of its assets or consolidate or merge with or into another entity without VRA's prior written consent, which consent will not be unreasonably withheld. Section 9.3 Financial Records and Statements. The Local Government shall maintain proper books of record and account in which proper entries shall be made in accordance with generally accepted government accounting standards, consistently applied, of all its business and affairs. The Local Government shall have an annual audit of the financial condition of the Local Government made by an independent certified public accountant, within 180 days after the end of each Fiscal Year. The annual audit shall include a supplemental schedule demonstrating whether the Local Government satisfied the rate covenant set forth in Section 5.2. The Local Government shall furnish to VRA, in an electronic format, a copy of such report immediately after it is accepted by the Local Government. Such report shall include statements in reasonable detail, certified by such accountant, reflecting the System's financial position as of the end of such Fiscal Year and the results of the System's operations and changes in the financial position thereof for the Fiscal Year. Notification by the Local Government to VRA that the report has been published on the Local Government's website shall satisfy the "furnish" requirement of this section. Section 9.4 Certification as to No Default and Tax Compliance. The Local Government shall deliver to VRA, within 180 days after the close of each Fiscal Year, a certification in substantially the form attached as Exhibit G and signed by a Local Representative. Section 9.5 Further Assurances. The Local Government shall to the fullest extent permitted by law pass, make, do, execute, acknowledge and deliver such further resolutions, acts, deeds, conveyances, assignments, transfers and assurances as may be necessary or desirable for the better assuring, conveying, granting, assigning and confirming the rights and collateral, if any, assigned or pledged by this Agreement, or as may be required to carry out the purposes of this Agreement. The Local Government shall at all times, to the fullest extent permitted by law, defend, preserve and protect the pledges made under this Agreement and all rights of VRA under this Agreement against all claims and demands of all persons, including without limitation the payment of certain costs of VRA as described in Section 6.1(a)(5). Section 9.6 Assignment by Local Government. The Local Government shall not assign its rights and obligations under the Local Bond or this Agreement, or both, without the prior written consent of VRA. Section 9.7 Continuing Disclosure. (a) For purposes of this Section 9.7, the following terms and phrases have the following meanings: "Annual Financial Information" with respect to any Fiscal Year for the Local Government means the following: 10.B.2.d Packet Pg. 281 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -25- (i) the financial statements (consisting of at least a balance sheet and a statement of revenues and expenses) of the System ,which financial statements must be (A) prepared annually in accordance with generally accepted accounting principles in effect from time to time consistently applied (provided that nothing in this clause (A) will prohibit the Local Government after the date of this Agreement from changing such other principles so as to comply with generally accepted accounting principles as then in effect or to comply with a change in applicable law) and (B) audited by an independent certified public accountant or firm of such accountants in accordance with generally accepted auditing standards as in effect from time to time (provided that if audited financial statements are not available for filing when required by this Section or the Rule (as defined herein), unaudited financial statements will be filed and audited financial statements will be filed as soon as possible thereafter); and (ii) operating data of the type set forth in Exhibit E. "Dissemination Agent" means any person, reasonably acceptable to VRA, whom the Local Government contracts in writing to perform its obligations as provided in subsection (i) of this Section. "Financial Obligation" means a (i) debt obligation; (ii) derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation; or (iii) a guarantee of (i) or (ii). The term Financial Obligation does not include municipal securities as to which a final official statement has been otherwise provided to the MSRB under the Rule. "Make Public" or "Made Public" has the meaning set forth in subsection (c) of this Section. "Material Local Government" means the Local Government if the aggregate outstanding principal amount of the Local Bond and any other of the Local Government's local bonds purchased with proceeds of the VRA Bonds represent 15% or more of the outstanding aggregate principal amount of the local bonds purchased with proceeds of the VRA Bonds. "Rule" means Rule 15c2-12, as it may be amended from time to time, under the Securities Exchange Act of 1934 and any similar rules of the SEC relating to disclosure requirements in the offering and sale of municipal securities, all as in effect from time to time. "SEC" means the U.S. Securities and Exchange Commission. (b) The Local Government shall Make Public or cause to be Made Public: 10.B.2.d Packet Pg. 282 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -26- (1) Within seven months after the end of the Local Government's Fiscal Year (commencing with the Fiscal Year in which the Closing Date occurs), Annual Financial Information for such Fiscal Year as of the end of which the Local Government constitutes a Material Local Government. Annual Financial Information may be set forth in the documents Made Public or may be included in a document Made Public by specific reference to any document available to the public on the internet website of the Municipal Securities Rulemaking Board ("MSRB") or filed with the SEC. If the document referred to is a final official statement, then it must be available from the MSRB. (2) In a timely manner, notice of any failure by the Local Government to Make Public or cause to be Made Public Annual Financial Information pursuant to the terms of part (1) of this subsection. (c) For purposes of this Section, information and notices shall be deemed to have been "Made Public" if transmitted to VRA, to the Trustee and to the MSRB in an electronic format as prescribed by the MSRB. (d) The Local Government shall also notify VRA of the occurrence of any of the following events that may from time to time occur with respect to the Local Bond, such notice to be given in a timely manner not in excess of five Business Days after the occurrence of the event: (1) principal and interest payment delinquencies; (2) non-payment related defaults; (3) unscheduled draws on debt service reserves reflecting financial difficulties; (4) unscheduled draws on any credit enhancement maintained with respect to the Local Bond reflecting financial difficulties; (5) substitution of credit or liquidity providers, or their failure to perform; (6) adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701 – TEB) or other notices or determinations with respect to the Local Bond that could affect the tax status of the Related Series of VRA Bonds, or other events with respect to the Local Bond that could affect the tax status of the Related Series of VRA Bonds; (7) modifications to rights of holders; (8) bond calls and tender offers; (9) defeasances; 10.B.2.d Packet Pg. 283 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -27- (10) release, substitution, or sale of property securing repayment of the Local Bond; (11) rating changes; (12) bankruptcy, insolvency, receivership or similar event of the Local Government; (13) the consummation of a merger, consolidation, or acquisition involving the Local Government or the sale of all or substantially all of the assets of the Local Government, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such action, other than pursuant to its terms; (14) appointment of a successor or additional trustee for the Local Bond, if any, or the change of name of a trustee; (15) the failure of the Local Government on or before the date required by this Agreement to provide Annual Financial Information to the persons and in the manner required by this Agreement; (16) incurrence of a Financial Obligation of the Local Government, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the Local Government, any of which affect security holders, if material; and (17) default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of the Local Government, any of which reflect financial difficulties. (e) Additionally, upon request of VRA, the Local Government shall certify in writing that it has made all filings and disclosures required under this Section or any similar undertaking pursuant to the Rule. (f) Notwithstanding anything in this Agreement to the contrary, the Local Government need not comply with the provisions of subsections (a) through (c) or provide the notice described in subsection (d)(16) above during any Fiscal Year unless VRA has notified the Local Government that it satisfied the objective criteria for a Material Local Government as of the end of VRA's immediately preceding fiscal year. As of the Closing Date the Local Government's Fiscal Year and VRA's fiscal year are the same. (g) (1) If the Local Government fails to comply with any covenant or obligation set forth in this Section, any holder (within the meaning of the Rule) of VRA Bonds then Outstanding may, by notice to the Local Government, proceed to protect and enforce its rights and the rights of the other holders by an action for specific performance of the Local Government's covenants or obligations set forth in this Section. 10.B.2.d Packet Pg. 284 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -28- (2) Notwithstanding anything herein to the contrary, any failure of the Local Government to comply with any disclosure obligation specified in this Agreement (i) shall not be deemed to constitute an Event of Default under this Agreement and (ii) shall not give rise to any right or remedy other than that described in part (1) of this subsection. (h) The Local Government may from time to time disclose certain information and data in addition to that required under this Section. Notwithstanding anything in this Agreement to the contrary, the Local Government shall not incur any obligation to continue to provide, or to update, such additional information or data. (i) The Local Government may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligation to cause to be Made Public the information described in this Section and may discharge any such Dissemination Agent, with or without appointing a successor Dissemination Agent. It is not necessary for purposes of this Article that the Dissemination Agent have any agency relationship with the Local Government for purposes of state law. (j) All documents Made Public under this Section shall be accompanied by identifying information as prescribed by the MSRB. Section 9.8 Other Indebtedness. The Local Government shall pay when due all amounts required by any other indebtedness of the Local Government and perform all of its obligations in connection with all other indebtedness of the Local Government. Section 9.9 Additional Indebtedness. The Local Government shall not incur any indebtedness or issue any bonds, notes or other evidences of indebtedness secured by a pledge of Revenues, except Parity Bonds or Subordinate Debt issued in accordance with the terms and conditions of this Section 9.9. (a) The Local Government may issue Parity Bonds to (i) pay the cost of the acquisition or construction of improvements, extensions, additions or replacements to equipment or betterments of and any property, rights or easements deemed by the Local Government to be necessary, useful or convenient for the System or to refund Subordinate Debt, (ii) refund some or all of the Local Bond (subject to the conditions of Section 6.2) or any other Parity Bond or (iii) effect some combination of (i) and (ii), provided in each case the following conditions are satisfied. Before any Parity Bond is issued or delivered, the Local Government shall deliver to VRA the following in form and substance satisfactory to VRA: (1) Certified copies of all resolutions and ordinances of the Local Government authorizing the issuance of the Parity Bond. (2) A certificate of a Local Representative setting forth the purposes for which the Local Government is issuing the Parity Bond and the manner in which the Local Government will apply the proceeds from the issuance and sale of the Parity Bond. (3) If the Parity Bond is authorized for any purpose other than the refunding of the Local Bond or other Parity Bond, a certificate including supporting 10.B.2.d Packet Pg. 285 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -29- documentation of a Qualified Independent Consultant to the effect that (i) the improvements or property which the proceeds from the issuance of the Parity Bond will finance or refinance will be a part of, or are necessary, useful or convenient for, the System, (ii) the funds available to the Local Government from the issuance of the Parity Bond and other specified sources will be sufficient to pay the estimated cost of such improvements or property (or refinancing the same), (iii) the period of time which will be required to complete such improvements or property, and (iv) (A) the failure to make such improvements or acquire or construct such property will result in an interruption or reduction, or the continuance of an interruption or reduction, of Revenues, or (B) during the first two complete Fiscal Years following the completion of the improvements or the acquisition or construction of the property (or refinancing the same), the projected Net Revenues Available for Debt Service will satisfy the rate covenant of Section 5.2. In providing this certificate, the Qualified Independent Consultant may take into consideration future System rate increases, provided that such rate increases have been duly approved by the Local Government's governing body and any other person and entity required to give approval for the rate increase to become effective. In addition, the Qualified Independent Consultant may take into consideration additional future Revenues to be derived under then existing contractual agreements entered into by the Local Government and from reasonable estimates of growth in the Local Government's customer base. In providing the certification in subsection (iv)(B) above, the Qualified Independent Consultant shall include supporting documentation. (4) If the Parity Bond is authorized solely to refund any of the Local Bond or other Parity Bonds (a "Refunding Parity Bond") a certificate or report of a Qualified Independent Consultant that the scheduled annual debt service requirements on the Refunding Parity Bond and the unrefunded portions of the Local Bond and other Parity Bonds (collectively, the "Post-Refunding Parity Bonds) in each of the Fiscal Years during which the Post-Refunding Parity Bonds will be outstanding are lower than the scheduled annual debt service requirements in each such Fiscal Year on the outstanding Local Bond and other Parity Bonds as they existed immediately before the issuance of the Refunding Parity Bond. (5) If requested by VRA, an opinion of a nationally-recognized bond counsel, subject to customary exceptions and qualifications, approving the form of the resolution or ordinance authorizing the issuance of the Parity Bond and stating that its terms and provisions conform with the requirements of this Agreement, that the certificates and documents delivered to VRA constitute compliance with the provisions of this Section, and that the issuance of the Parity Bond will have no adverse effect on the exclusion of the interest on the Related Series of VRA Bonds from gross income for federal income tax purposes and not cause interest on the Related Series of VRA Bonds to become a specific item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations. (b) If the Local Government is unable or unwilling to satisfy the conditions set forth in subsection (b) to the issuance and delivery of any issue of Parity Bonds, VRA may determine, in its sole discretion, to waive any or all of such conditions. 10.B.2.d Packet Pg. 286 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -30- Section 9.10 Litigation; Material Change. The Local Government shall promptly notify VRA of (i) the existence and status of any litigation that the County Attorney determines is not reasonably certain to have a favorable outcome and which individually or in the aggregate could have a material adverse effect on the financial condition or operations of the System or its ability to perform its payment and other obligations under this Agreement or the Local Bond or (ii) any change in any material fact or circumstance represented or warranted in this Agreement. ARTICLE X DEFAULTS AND REMEDIES Section 10.1 Events of Default. Each of the following events is an "Event of Default": (a) The failure to pay any installment of principal of or premium, if any, on the Local Bond when due (whether at maturity, by mandatory or optional redemption, by acceleration or otherwise). (b) The failure to pay any installment of interest (including Supplemental Interest) on the Local Bond when due. (c) The failure to make any other payment or deposit required by this Agreement within 15 days after its due date. (d) The Local Government's failure to perform or observe any of the other covenants, agreements or conditions of the Local Bond or this Agreement and the continuation of such failure for a period of 60 days after written notice specifying such failure and requesting that it be cured is given to the Local Government by VRA, or, in the case of any such failure which cannot with diligence be cured within such 60-day period, the Local Government's failure to proceed promptly to commence to cure the failure and thereafter to prosecute the curing of the failure with diligence. (e) Any warranty, representation or other statement by or on behalf of the Local Government contained in this Agreement or in any instrument furnished in compliance with or in reference to this Agreement or in connection with the issuance and sale of the Local Bond is false and misleading in any material respect. (f) Any bankruptcy, insolvency or other similar proceeding shall be instituted by or against the Local Government under any federal or state bankruptcy or insolvency law and, if instituted against the Local Government, is not dismissed within 60 days after filing. (g) Any proceeding shall be instituted, with the Local Government's consent or acquiescence, for the purpose of effecting a composition between the Local Government and its creditors or for the purpose of adjusting such creditors' claims under any federal or state statute now or hereafter enacted, if such claims are under any circumstances payable from the Revenues. (h) An order or decree shall be entered, with the Local Government's consent or acquiescence, appointing a receiver or receivers of the System or any part of it or of the Revenues, or if such order or decree, having been entered without the Local Government's 10.B.2.d Packet Pg. 287 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -31- consent or acquiescence, shall not be vacated or discharged or stayed on appeal within 60 days after its entry. (i) The occurrence of a default by the Local Government under the terms of any debt secured by a pledge of Revenues and the failure to cure such default or obtain a waiver thereof within any period of time permitted thereunder. Section 10.2 Acceleration. Upon the occurrence and continuation of an Event of Default, VRA may, by notice in writing delivered to the Local Government, declare the entire unpaid principal of and interest on the Local Bond due and payable. Upon any such declaration, the Local Government shall immediately pay to the Trustee the entire unpaid principal of and accrued interest on the Local Bond, but only from the Revenues and other funds specifically pledged hereby. VRA may in its discretion waive an Event of Default and its consequences and rescind any acceleration of maturity of principal of and interest on the Local Bond. Section 10.3 Other Remedies. Upon the occurrence and continuation of an Event of Default, VRA may proceed to protect and enforce its rights by mandamus or other action, suit or proceeding at law or in equity for specific performance of any agreement contained in the Local Bond or this Agreement. No remedy conferred by this Agreement upon or reserved to the registered owners of the Local Bond is intended to be exclusive of any other remedy, but each such remedy shall be cumulative and shall be in addition to any other remedy given to VRA under this Agreement or now or hereafter existing at law or in equity or by statute. Section 10.4 Delay and Waiver. No delay or omission to exercise any right or power accruing upon any default or Event of Default shall impair any such right or power or shall be construed to be a waiver of any such default or Event of Default or acquiescence in it, and every such right and power may be exercised from time to time and as often as may be deemed expedient. No waiver of any default or Event of Default under this Agreement shall extend to or shall affect any subsequent default or Event of Default or shall impair any rights or remedies consequent to it. ARTICLE XI MISCELLANEOUS Section 11.1 State Aid Intercept. The Local Government acknowledges that VRA is treating the Local Bond as a "local obligation" within the meaning of Section 62.1-199 of the Act, including amendments thereto taking effect as of July 1, 2011, which in the event of a nonpayment thereunder authorizes VRA or the Trustee to file an affidavit with the Governor that such nonpayment has occurred pursuant to Section 62.1-216.1 of the Act. In purchasing the Local Bond, VRA is further relying on Section 62.1-216.1 of the Act, providing that if the Governor is satisfied that such nonpayment has occurred, the Governor will immediately make an order directing the Comptroller to withhold all further payment to the Local Government of all funds, or of any part of them, appropriated and payable by the Commonwealth of Virginia to the Local Government for any and all purposes, and the Governor will, while the nonpayment continues, direct in writing the payment of all sums withheld by the Comptroller, or as much of them as is necessary, to VRA, so as to cure, or cure insofar as possible, such nonpayment. 10.B.2.d Packet Pg. 288 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -32- Section 11.2 Successors and Assigns. This Agreement shall be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns. Section 11.3 Amendments. VRA and the Local Government shall have the right to amend from time to time any of this Agreement's terms and conditions, provided that all amendments shall be in writing and shall be signed by or on behalf of VRA and the Local Government. Section 11.4 Limitation of Local Government's Liability. Notwithstanding anything in the Local Bond or this Agreement to the contrary, the Local Government's obligations hereunder and under the Local Bond are not its general obligations, but are limited obligations payable solely from the Revenues which are specifically pledged for such purpose. Neither the Local Bond nor this Agreement shall be deemed to create or constitute a debt or a pledge of the faith and credit of the Local Government and the Local Government shall not be obligated to pay the principal of or premium, if any, or interest on the Local Bond or other costs incident to them except from the Revenues and other funds pledged for such purpose. In the absence of fraud or intentional misconduct, no present or future director, official, officer, employee or agent of the Local Government shall be liable personally to VRA in respect of this Agreement or the Local Bond or for any other action taken by such individual pursuant to or in connection with the financing provided for in this Agreement or the Local Bond. Section 11.5 Applicable Law. This Agreement shall be governed by Virginia law. Section 11.6 Severability. If any clause, provision or section of this Agreement shall be held illegal or invalid by any court, the illegality or invalidity of such clause, provision or section shall not affect the remainder of this Agreement which shall be construed and enforced as if such illegal or invalid clause, provision or section had not been contained in this Agreement. If any agreement or obligation contained in this Agreement is held to be in violation of law, then such agreement or obligation shall be deemed to be the agreement or obligation of VRA and the Local Government, as the case may be, only to the extent permitted by law. Section 11.7 Notices. Unless otherwise provided for herein, all demands, notices, approvals, consents, requests, opinions and other communications under the Local Bond or this Agreement shall be in writing and shall be deemed to have been given when delivered in person or mailed by first class registered or certified mail, postage prepaid, addressed (a) if to the Local Government, at the address specified for notices on the signature page; (b) if to VRA, at 1111 East Main Street, Suite 1920, Richmond, Virginia 23219, Attention: Executive Director; or (c) if to the Trustee, at Two James Center, 1051 E. Cary Street, Suite 600, Richmond, Virginia 23219, Attention: Corporate Trust Department. A duplicate copy of each demand, notice, approval, consent, request, opinion or other communication given by any party named in this Section shall also be given to each of the other parties named. VRA, the Local Government and the Trustee may designate, by notice given hereunder, any further or different addresses to which subsequent demands, notices, approvals, consents, requests, opinions or other communications shall be sent or persons to whose attention the same shall be directed. Section 11.8 Right to Cure Default. If the Local Government fails to make any payment or to perform any act required by it under the Local Bond or this Agreement, VRA or 10.B.2.d Packet Pg. 289 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- -33- the Trustee, without prior notice to or demand upon the Local Government and without waiving or releasing any obligation or default, may (but shall be under no obligation to) make such payment or perform such act. All amounts so paid by VRA or the Trustee and all costs, fees and expenses so incurred shall be payable by the Local Government as an additional obligation under this Agreement, together with interest thereon at the rate of 15% per year until paid. The Local Government's obligation under this Section shall survive the payment of the Local Bond. Section 11.9 Term of Agreement. This Agreement is effective as of the Effective Date. Except as otherwise specified, the Local Government's obligations under the Local Bond and this Agreement shall expire upon payment in full of the Local Bond and all other amounts payable by the Local Government under this Agreement. Section 11.10 Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be an original and all of which together shall constitute but one and the same instrument. [Signature Pages Follow] 10.B.2.d Packet Pg. 290 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- [Signature Page of Local Bond Sale and Financing Agreement – Pittsylvania – VRA] WITNESS the following signatures, all duly authorized. VIRGINIA RESOURCES AUTHORITY By: _______________________________ Stephanie L. Hamlett, Executive Director 10.B.2.d Packet Pg. 291 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- [Signature Page of Local Bond Sale and Financing Agreement – Pittsylvania – County] COUNTY OF PITTSYLVANIA, VIRGINIA By: ______________________________________ Robert "Bob" Warren, Chairman Address for Notices: 1 Center Street P.O. Box 426 Chatham, Virginia 24531 Attention: County Administrator 10.B.2.d Packet Pg. 292 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- [Signature Page of Local Bond Sale and Financing Agreement – Pittsylvania – Trustee] The Trustee, by the execution hereof, accepts the duties imposed on it by this Agreement. U.S. BANK NATIONAL ASSOCIATION, as Trustee By: _________________________________ Monique L. Green, Vice President 10.B.2.d Packet Pg. 293 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- A-1 EXHIBIT A FORM OF LOCAL BOND [To be provided] 10.B.2.d Packet Pg. 294 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- B-1 EXHIBIT B DESCRIPTION OF THE PROJECT The Project consists of (a) financing various capital projects related to the Local Government's solid waste system, including (without limitation) constructing and equipping three new convenience centers and improving an existing convenience center, (b) refunding a portion of the outstanding principal installments of the $1,803,802 Lease Revenue Bond (County Projects), Series 2018A (Federally Tax-Exempt), issued by the IDA, for the benefit of the Local Government, and (c) paying the related costs of issuance and refunding. 10.B.2.d Packet Pg. 295 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- C-1 EXHIBIT C PENDING OR THREATENED ACTIONS, SUITS, PROCEEDINGS, OR INVESTIGATIONS [To be provided] 10.B.2.d Packet Pg. 296 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- D-1 EXHIBIT D FORM OF REQUISITION Requisition No. Date: ___________, 2021 U.S. Bank National Association, as Trustee Attention: Corporate Trust Department 1021 East Cary Street 18th Floor Richmond, Virginia 23219 Virginia Resources Authority 1111 East Main Street Suite 1920 Richmond, Virginia 23219 Attention: Executive Director This Requisition, including Schedule 1 and Schedule 2 hereto, is submitted in connection with the Local Bond Sale and Financing Agreement dated as of September 17, 2021 (the "Financing Agreement"), between the Virginia Resources Authority and the County of Pittsylvania, Virginia (the "Local Government"). Unless otherwise defined in this Requisition, each capitalized term used herein has the meaning given it under Article I of the Financing Agreement. The undersigned Local Representative hereby requests payment of the following amounts from the Local Account established for the Local Government in the 2021C Acquisition Fund established under the Fifty-Second Supplemental Series Indenture. Payee (including wiring instructions if receiving electronic payment): Address: Amount to be paid: Purpose (in reasonable detail) for which obligations(s) to be paid were incurred: 10.B.2.d Packet Pg. 297 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- D-2 Attached on Schedule 2 are the wire instructions for this requisition, and also attached hereto is an invoice (or invoices) relating to the items for which payment is requested. The undersigned certifies that (i) the amounts requested by this Requisition will be applied in accordance with the Local Tax Document and solely and exclusively to the payment, or the reimbursement of the Local Government for its payment, of Project Costs of the construction portion of the Project, (ii) no notice of any lien, right to lien or attachment upon, or claim affecting the right to receive payment of, any of the money payable under this Requisition to any of the persons, firms or corporations named in it has been received, or if any notice of any such lien, attachment or claim has been received, such lien, attachment or claim has been released or discharged or will be released or discharged upon payment of the Requisition, and (iii) this Requisition contains no items representing payment on account of any retained percentage entitled to be retained at this date. If this Requisition includes payments for labor or to contractors, builders or materialmen, the attached Certificate of Consulting Engineer (Payments for Labor/Contractors) must be completed. If this Requisition includes payments for any lands or easements, or any rights or interest in or relating to lands, the attached Certificate of the Consulting Engineer (Land Interests) must be completed. The Local Government has agreed in the Financing Agreement that any amounts it receives pursuant to this Requisition will be (i) immediately applied to reimburse the Local Government for Project Costs it has already paid or (ii) actually spent to pay Project Costs not later than five banking days after receipt. __________________________________________ Local Representative 10.B.2.d Packet Pg. 298 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- D-3 SCHEDULE 1 Form to Accompany Requisition Requisition # _________________________ Recipient: County of Pittsylvania, Virginia – VRA 2021C Local Representative: _________________________ Title: _________________________ Date: _________________________ Cost Category Total Project Cost Previous Disbursements Disbursement This Period Disbursements to Date Remaining Balance $ $ $ $ $ TOTALS $ $ $ $ $ 10.B.2.d Packet Pg. 299 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- D-4 SCHEDULE 2 Wire Instructions for Requisition [To be provided by the Local Government] 10.B.2.d Packet Pg. 300 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- D-5 CERTIFICATE OF CONSULTING ENGINEER (PAYMENTS FOR LABOR/CONTRACTORS) The undersigned Consulting Engineer for the Local Government hereby certifies that insofar as the amounts covered by this Requisition include payments for labor or to contractors, builders or materialmen, such work was actually performed or such materials, supplies or equipment were actually furnished or installed in or about the Project. Date: _________, 20__ ________________________________________ Consulting Engineer 10.B.2.d Packet Pg. 301 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- D-6 CERTIFICATE OF CONSULTING ENGINEER (LAND INTERESTS) The undersigned Consulting Engineer for the Local Government hereby certifies that insofar as the amounts covered by the Requisition include payments for land or easements, rights or interests in or relating to lands, (i) such lands, easements, rights or interests are being acquired and are necessary or convenient for the construction of the Project, and (ii) upon payment therefor the Local Government will have title in fee simple to, or easements, rights or interests sufficient for the purposes of, the Project over and through the subject lands. Date: _________, 20__ ________________________________________ Consulting Engineer 10.B.2.d Packet Pg. 302 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- E-1 EXHIBIT E OPERATING DATA Description of Local Government. A description of the Local Government including a summary description of the System. Debt. A description of the terms of the Local Government's outstanding debt including a historical summary of outstanding debt and a summary of annual debt service on outstanding debt as of the end of the preceding fiscal year. The annual disclosure should also include (to the extent not shown in the latest audited financial statements) a description of contingent obligations as well as pension plans administered by the Local Government and any unfunded pension liabilities. Financial Information and Operating Data. Financial information for the System as of the end of the preceding fiscal year, including a description of revenues and expenditures, largest users, a summary of rates, fees and other charges of the System, and a historical summary of debt service coverage. 10.B.2.d Packet Pg. 303 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- F-1 EXHIBIT F FORM OF OPINION OF COUNSEL TO THE LOCAL GOVERNMENT Board of Supervisors County of Pittsylvania, Virginia Virginia Resources Authority Richmond, Virginia $[_______] County of Pittsylvania, Virginia Taxable [_______] Revenue Bond, Series 2021 Ladies and Gentlemen: I have acted as counsel to the County of Pittsylvania, Virginia (the "Local Government"), in connection with the issuance and sale by the Local Government of its $[______] Taxable [______] Revenue Bond, Series, 2021 (the "Local Bond"), the net proceeds of which will be applied to finance the Project (as defined in the hereafter defined Financing Agreement) and in such capacity, I have examined, among other things, the following documents: (a) a certified copy of the Local Authorization, authorizing the issuance and sale of the Local Bond to Virginia Resources Authority ("VRA") to finance the Project; (b) a copy of the Local Bond Sale and Financing Agreement (the "Financing Agreement") dated as of September 17, 2021, and between the Local Government and VRA; and (c) a copy of the Local Tax Document. The documents referred to in clauses (b) and (c) above are referred to collectively as the "Local Bond Documents." I have also examined such other records and proceedings of the Local Government and conducted such investigations as I deemed appropriate and necessary for purposes of this opinion. Unless otherwise defined, each capitalized term used in this opinion has the same meaning given to such term in the Financing Agreement. As to questions of fact material to the opinions and statements set forth herein, I have relied upon representations of the Local Government set forth in the Local Bond Documents and other certificates and representations by persons including representatives of the Local Government. Whenever an opinion or statement set forth herein with respect to the existence or absence of facts is qualified by the phrase "to the best of my knowledge" or a phrase of similar import, it is intended to indicate that during the course of my representation of the Local Government in connection with the Local Bond Documents no information has come to my 10.B.2.d Packet Pg. 304 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- F-2 attention that should give me current actual knowledge of the existence or absence of such facts. Except to the extent expressly set forth herein, I have not undertaken any independent investigation of the existence or absence of such facts, and no inference as to my knowledge or the existence or absence of such facts should be drawn from the fact of my representation or any other matter. Based upon such examination and assuming the authorization, execution, delivery and enforceability of all documents by parties other than the Local Government, I am of the opinion that: 1. The Local Government is a duly created and validly existing political subdivision of the Commonwealth and is vested with the rights and powers conferred upon it by Virginia law. 2. The Local Government has full right, power and authority to (i) adopt the Local Authorization and execute and deliver the Local Bond Documents and all related documents, (ii) undertake the Project and (iii) carry out and consummate all of the transactions contemplated by the Local Authorization and the Local Bond Documents, including owning and operating the System. 3. The Local Bond Documents were duly authorized by the Local Authorization and the Financing Agreement is in substantially the same form as presented to the Governing Body at its meeting at which the Local Authorization was adopted. 4. All governmental permits, licenses, registrations, certificates, authorizations and approvals required to have been obtained as of the date hereof have been obtained for (i) the Local Government's adoption of the Local Authorization, (ii) the execution and delivery of the Local Bond Documents and the Local Bond, (iii) the Local Government's performance of its obligations under the Local Bond Documents and the Local Bond, and (iv) to the best of my knowledge, the operation and use of the Related Financed Property and the System. I know of no reason why any such required governmental permits, licenses, registrations, certificates, authorizations or approvals cannot be obtained as required in the future. 5. The Financing Agreement has been executed and delivered by duly authorized officials of the Local Government and constitutes a legal, valid and binding obligation of the Local Government enforceable against the Local Government in accordance with its terms. The Local Bond has been executed and delivered by duly authorized officials of the Local Government and will constitute a legal, valid and binding limited obligation of the Local Government enforceable against the Local Government in accordance with its terms. The obligations of the Local Government under the Financing Agreement and the Local Bond, and the enforceability of such obligations, may be limited or otherwise affected by (i) bankruptcy, insolvency, reorganization, moratorium and other laws affecting the rights of creditors generally, (ii) principles of equity, whether considered at law or in equity, (iii) the exercise of sovereign police powers of the Commonwealth, and (iv) rules of law which may limit the enforceability on public policy grounds of any obligations of indemnification undertaken by the Local Government. 10.B.2.d Packet Pg. 305 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- F-3 6. The issuance of the Local Bond and the execution and delivery of the Local Bond Documents and the performance by the Local Government of its obligations thereunder are within the powers of the Local Government and will not conflict with, or constitute a breach or result in a violation of (i) any federal or Virginia constitutional or statutory provision, (ii) to the best of my knowledge, any agreement or other instrument to which the Local Government is a party or by which it is bound or (iii) any order, rule, regulation, decree or ordinance of any court, government or governmental authority having jurisdiction over the Local Government or its property. 7. The Local Government, to the best of my knowledge, is not in default in the payment of the principal of or interest on any of its indebtedness for borrowed money and is not in default under any instrument under and subject to which any indebtedness for borrowed money has been incurred. To the best of my knowledge, no event or condition has happened or existed, or is happening or existing, under the provisions of any such instrument, including but not limited to the Financing Agreement, which constitutes, or which, with notice or lapse of time, or both, would constitute an event of default thereunder. 8. The Local Government (i) to the best of my knowledge, is not in violation of any existing law, rule or regulation applicable to it in any way which would have a material adverse effect on its financial condition or its ability to perform its obligations under the Local Bond or the Local Bond Documents and (ii) is not in default under any indenture, mortgage, deed of trust, lien, lease, contract, note, order, judgment, decree or other agreement, instrument or restriction of any kind to which the Local Government is a party or by which it is bound or to which any of its assets is subject, which would have a material adverse effect on its financial condition or its ability to perform its obligations under the Local Bond and the Local Bond Documents. The execution and delivery by the Local Government of the Local Bond and the Local Bond Documents and the compliance with the terms and conditions thereof will not conflict with, result in a breach of or constitute a default under any of the foregoing. 9. Except as set forth in the Financing Agreement, there has not been served nor, to the best of my knowledge, threatened against the Local Government, any actions, suits, proceedings or investigations of a legal, equitable, regulatory, administrative or legislative nature (i) affecting the creation, organization or existence of the Local Government or the title of its officers to their respective offices, (ii) seeking to prohibit, restrain or enjoin the approval, execution, delivery or performance of the Local Authorization or the Local Bond Documents or the issuance or delivery of the Local Bond, (iii) in any way contesting or affecting the validity or enforceability of the Local Bond, the Local Authorization, the Local Bond Documents or any agreement or instrument relating to any of the foregoing, (iv) in which a judgment, order or resolution may have a material adverse effect on the Local Government or its business, assets, condition (financial or otherwise), operations or prospects or on its ability to perform its obligations under the Local Authorization, the Local Bond Documents or the Local Bond, or (v) affecting the undertaking of the Project. Very truly yours, 10.B.2.d Packet Pg. 306 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- G-1 EXHIBIT G FORM OF CERTIFICATION AS TO NO DEFAULT AND TAX COMPLIANCE [DATE] [Insert Name] Compliance & Financial Analyst Virginia Resources Authority 1111 East Main Street, Suite 1920 Richmond, VA 23219 Dear [Mr./Ms.] ______: In accordance with Section 9.4 of the Local Bond Sale and Financing Agreement dated as of September 17, 2021 (the "Financing Agreement") between Virginia Resources Authority and the County of Pittsylvania, Virginia (the "Local Government"), I hereby certify that, during the fiscal year that ended June 30, ______, and through the date of this letter: 1. [No event or condition has happened or existed, or is happening or existing, which constitutes, or which, with notice or lapse of time, or both, would constitute, an Event of Default as defined in Section 10.1 of the Financing Agreement.] [If an Event of Default has occurred, please specify the nature and period of such Event of Default and what action the Local Government has taken, is taking or proposes to take to rectify it]. 2. [The ownership and status of all or a portion of the Related Financed Property has not changed since the Closing Date.] [If untrue, please describe.] 3. [Neither the Related Financed Property nor any portion thereof is being used by a Nongovernmental Person pursuant to a lease, an incentive payment contract or a take-or- pay or other output-type contract.] [If untrue, please describe.] 4. [Neither the Related Financed Property nor any portion or function thereof is being used pursuant to or is otherwise subject to a Service Contract that does not satisfy the requirements of Revenue Procedure 2017-13.] [If untrue, please describe.] 5. [Other than as may be described in paragraphs 2, 3 and 4 above, neither the Related Financed Property nor any portion or function thereof nor any portion of the Proceeds is being used for a Private Business Use.] [If untrue, please describe.] 6. [The Local Government has not used or permitted the use of any Proceeds of the Local Bond directly or indirectly to make a loan to an ultimate borrower other than itself within the meaning of Section 4.3 of the Local Tax Document.] [If untrue, please describe.] 10.B.2.d Packet Pg. 307 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- G-2 7. [Other than any amounts described in the Local Tax Document (as defined in the Financing Agreement), between VRA and the Local Government and amounts that may constitute or be on deposit in a Bona Fide Debt Service Fund, there neither have been nor are now any monies, securities, obligations, annuity contracts, residential rental property, AMT Bonds, investment-type property, Sinking Funds, Pledged Funds, or other Replacement Proceeds accumulated or held or pledged as security by the Local Government or any other Substantial Beneficiary of the Local Bond as security for or the direct or indirect source of the payment of the principal of or interest on the Local Bond.] [If untrue, please describe.] 8. [The Local Government is in compliance with the recordkeeping requirements of Section 4.9 of the Local Tax Document.] [If untrue, please describe.] 9. [Other than as may be described above, the Local Government is not in default of any of its obligations under the Local Tax Document.] [If untrue, please describe.] 10. Unless otherwise defined herein, each capitalized term used herein has the meaning set forth in the Local Tax Document. Sincerely, [Insert Name] Local Representative 10.B.2.d Packet Pg. 308 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- H-1 EXHIBIT H DESCRIPTION OF SPECIAL USE ARRANGEMENTS [To be provided] 10.B.2.d Packet Pg. 309 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- I-1 EXHIBIT I FORM OF ANNUAL BUDGET [DATE] Compliance and Financial Analyst Virginia Resources Authority 1111 East Main Street, Suite 1920 Richmond, VA 23219 Ladies and Gentlemen: Pursuant to the Financing Agreement[s] between Virginia Resources Authority and the County of Pittsylvania, Virginia, dated as of [add dates of all outstanding Financing Agreements], a copy of the fiscal year [20xx] annual budget is enclosed. Such annual budget provides for the satisfaction of the rate covenant as demonstrated below. Revenues Operation & Maintenance Expenses Net Revenues Available for Debt Service (Revenues – O&M Expenses) Debt Service *Coverage (Net Revenues Available for Debt Service/Debt Service) Unless otherwise defined herein, the capitalized terms used in this Certificate shall have the meanings set forth in the Financing Agreement[s]. Very truly yours, By: __________________________ Its: _________________________ 10.B.2.d Packet Pg. 310 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- J-1 EXHIBIT J EXISTING PARITY BONDS [To be provided] 10.B.2.d Packet Pg. 311 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- 1.1-1 SCHEDULE 1.1 [To be provided] 10.B.2.d Packet Pg. 312 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- 1.1-2 ADDITIONAL CONDITIONS PRECEDENT TO PURCHASE OF LOCAL BOND: [To be provided] ADDITIONAL CONDITIONS PRECEDENT TO FIRST REQUISITION OF PROCEEDS OF LOCAL BOND: [To be provided] 10.B.2.d Packet Pg. 313 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- 1.1-3 PROJECT BUDGET [To be provided] 10.B.2.d Packet Pg. 314 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- 1.1-4 INTEREST RATES AND PAYMENT SCHEDULE FOR LOCAL BOND [To be provided] 10.B.2.d Packet Pg. 315 Attachment: Active_148552393_1_Pittsylvania 2021C - Financing Agreement (Solid Waste Revenue) (2694 : Public Hearing Resolution #2021- Board of Supervisors EXECUTIVE SUMMARY ACTION ITEM Agenda Title: Public Hearing: FY22 County Budget Amendments Public Hearing (Staff Contact: Kimberly G. Van Der Hyde) Staff Contact(s): Kimberly G. Van Der Hyde Agenda Date: August 17, 2021 Item Number: 10.B.3 Attachment(s): 2022 BUDGET AMENDMENT DOCS Reviewed By: SUMMARY: Virginia Code § 15.2-2507 states that “Any locality may amend its budget to adjust the aggregate amount to be appropriated during the current fiscal year as shown in the currently adopted budget as prescribed by section 15.2-2504. However, any such amendment which exceeds one percent of the total expenditures shown in the currently adopted budget must be accomplished by publishing a notice of a meeting and a public hearing once in a newspaper having general circulation in that locality at least seven days prior to the meeting date.” An advertisement of the Budget Amendments, attached, appeared in the Chatham Star Tribune on August 4, 2021, which satisfies the seven (7)-day legal notice requirement. FINANCIAL IMPACT AND FUNDING SOURCE: The County needs to make several Budget Amendments to the FY2022 County Budget. A Budget Synopsis is attached showing both revenues and expenditures for the $27,175,739.41, along with a detailed spreadsheet outlining the specific uses of these funds. RECOMMENDATION: Following the legally required Public Hearing, County Staff recommends that the Board approve an appropriation of $27,175,739.41. MOTION: “I make a Motion that $27,175,739.41 be approved and appropriated to the FY2022 County Budget as detailed in the attached FY2022 County Budget Amendments Spreadsheet.” 10.B.3 Packet Pg. 316 10.B.3.a Packet Pg. 317 Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget Amendments Public Hearing) 10.B.3.aPacket Pg. 318Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget 10.B.3.aPacket Pg. 319Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget 10.B.3.aPacket Pg. 320Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget 10.B.3.aPacket Pg. 321Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget 10.B.3.a Packet Pg. 322 Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget Amendments Public Hearing) 10.B.3.a Packet Pg. 323 Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget Amendments Public Hearing) 10.B.3.a Packet Pg. 324 Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget Amendments Public Hearing) 10.B.3.aPacket Pg. 325Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget 10.B.3.aPacket Pg. 326Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget 10.B.3.aPacket Pg. 327Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget 10.B.3.aPacket Pg. 328Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget 10.B.3.a Packet Pg. 329 Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget Amendments Public Hearing) 10.B.3.a Packet Pg. 330 Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget Amendments Public Hearing) 10.B.3.a Packet Pg. 331 Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget Amendments Public Hearing) 10.B.3.a Packet Pg. 332 Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget Amendments Public Hearing) 10.B.3.a Packet Pg. 333 Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget Amendments Public Hearing) 10.B.3.aPacket Pg. 334Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget 10.B.3.aPacket Pg. 335Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget 10.B.3.a Packet Pg. 336 Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget Amendments Public Hearing) 10.B.3.a Packet Pg. 337 Attachment: 2022 BUDGET AMENDMENT DOCS (2675 : Public Hearing: FY22 County Budget Amendments Public Hearing)