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Meeting Date:
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9/30/2021 - 6:00 PM
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Category:
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Finance and Operations
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Type:
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Action
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Subject:
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10.9 Resolution to Consent to Assignment of Master Solar Energy Services Agreement 8858
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Strategic Plans:
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Priority 1.5 1.5 Develop a capital strategy aligned with the Long-Range Facilities Plan and strategic plan to modernize all facilities, and plan for enrollment projections, academic programs, and community needs.
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Enclosure
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File Attachment:
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Summary:
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WHEREAS, a resolution was passed on Monday, April 16, 2018 to award contract number 8858, a power purchase agreement for solar energy, to Eznergy NJ LLC, for the design, installation, and operation of solar photovoltaic systems at multiple Newark Board of Education Facilities, and for the purchase of the solar energy generated by the solar photovoltaic systems;
WHEREAS, in connection with the award of contract number 8858, the Newark Board of Education and Eznergy NJ LLC entered into that certain Master Solar Energy Services Agreement dated as of June 19, 2019 (the “Master Services Agreement”) for Arts High School, Barringer High School, Malcolm X Shabazz High School, Technology High School, Weequahic High School and George Washington Carver School;
WHEREAS, over the course of time since the original award for collateral financing purposes, Eznergy assigned all of its obligations and liabilities in the Master Services Agreement to superseding entities seven times so that on March 25, 2021, the Board approved the assignment of contract 8858 of the Master Services Agreement for Arts High School, Barringer High School, Malcolm X Shabazz High School, Technology High School, Weequahic High School and George Washington Carver School to CF Construction FT LLC;
WHEREAS, at the request of CF Construction FT LLC for collateral financing purposes, on March 25, 2021, the Board also authorized the splitting of the CF Construction FT LLC Master Services Agreement into seven individual service agreements, one for each site where the solar voltaic systems would be located, at Arts High School, Barringer High School, Malcom X Shabazz High School, Technology High School, Weequahic High School, Weequahic Gym and George Washington Carver School;
WHEREAS, as of September 3, 2021, CF Construction FT LLC assigned its rights to George Washington Carver School and Technology High School to CF Holdco SF LLC;
WHEREAS, for collateral financing purposes, CF Holdco SF LLC has now requested that the Board consent to the further assignment of the individual Master Services Agreements for George Washington Carver School and Technology High School to CF Lessee F7 LLC;
WHEREAS, for financing purposes, CF Holdco SF LLC has also now requested that Board payments for these two assigned individual Master Services Agreements for George Washington Carver School and Technology High School, be remitted directly to its collateral agent Wilmington Trust National Bank/ M&T Bank;
WHEREAS, the recommendation to consent to the assignment of these two Master Services Agreements to CF Lessee F7 LLC and to remit payment directly to Wilmington Trust National Bank was reviewed by Rodney L. Williams, Director of Energy & Sustainability.
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Funding :
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Recommendation to the Board:
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NOW THEREFORE BE IT RESOLVED, that the Newark Board of Education hereby consents to and authorizes the assignment of the individual Master Services Agreements for George Washington Carver School and Technology High School from CF Holdco SF LLC to CF Lessee F7 LLC and authorizes the Board to execute the Consent and Agreement for each location.
BE IT FURTHER RESOLVED, that the Newark Board of Education hereby also authorizes the payments under the individual Master Services Agreements for George Washington Carver School and Technology High School to be remitted directly to Wilmington Trust National Bank instead of CF Lessee F7 LLC.
BE IT FURTHER RESOLVED, that the Newark Board of Education hereby designates and authorizes the following person(s) to execute and deliver the Consent and Agreement documents for each individual site: Authorized individual(s): Dawn Haynes, Board President; Valerie Wilson, School Business Administrator; Krystle Whitlock, Assistant School Business Administrator.
EXPLANATION: To authorize an assignment of two individual Master Service Agreements to a successor entity in order to facilitate financing.
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Approvals:
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Recommended By:
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Signed By:
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Rodney Williams - Director
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Signed By:
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Nicole Yarbough - Purchasing Manager
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Signed By:
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Valerie Wilson - School Business Administrator
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Signed By:
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Roger León - Superintendent
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Vote Results:
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| Original Motion | Member Daniel Gonzalez Moved, Member Hasani Council seconded to approve the Original motion 'NOW THEREFORE BE IT RESOLVED, that the Newark Board of Education hereby consents to and authorizes the assignment of the individual Master Services Agreements for George Washington Carver School and Technology High School from CF Holdco SF LLC to CF Lessee F7 LLC and authorizes the Board to execute the Consent and Agreement for each location.
BE IT FURTHER RESOLVED, that the Newark Board of Education hereby also authorizes the payments under the individual Master Services Agreements for George Washington Carver School and Technology High School to be remitted directly to Wilmington Trust National Bank instead of CF Lessee F7 LLC.
BE IT FURTHER RESOLVED, that the Newark Board of Education hereby designates and authorizes the following person(s) to execute and deliver the Consent and Agreement documents for each individual site: Authorized individual(s): Dawn Haynes, Board President; Valerie Wilson, School Business Administrator; Krystle Whitlock, Assistant School Business Administrator.
EXPLANATION: To authorize an assignment of two individual Master Service Agreements to a successor entity in order to facilitate financing.'. Upon a Roll-Call Vote being taken, the vote was: Aye: 9 Nay: 0. | | The motion Carried 9 - 0 | | | | | Josephine Garcia | Yes | | Flohisha Johnson | Yes | | Dawn Haynes | Yes | | Asia J. Norton | Yes | | Shayvonne Anderson | Yes | | A'Dorian Murray-Thomas | Yes | | Hasani Council | Yes | | Vereliz Santana | Yes | | Daniel Gonzalez | Yes | |
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