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Waiver of Conflict 01/31/2013 • • BOARD OF COUNTY COMMISSIONERS County of Monroe )i� Mayor Sylvia 1.Murphy,District 5 772! Mayor Pro Ten Danny L.KalhagF District 1 .he Florida y�,,,, 3 George Neugent,District 2 Keys Heather Carruthers,District 3 David Rice,District 4 Robert B.Shillinger,County Attorney** Office of the County Attorney Pedro J.Mercado,Assistant County Attomey" 1111 12th Street,Suite 408 Susan M.Glimsley,Assistant County Attorney" Key West,FL 33040 Natileene W.Cassel,Assistant County Attorney** (305)292-3470—Phone Cynthia L Hall,Assistant County Attorney" (305)292-3516—Fax Christine Limbert-Barrows,Assistant County Attorney" Derek V.Howard,Assistant County Attorney" Lisa Granger,Assistant County Attorney Steven T.Williams,Assistant County Attorney "Board Certified in City.County&Local Govt.Law February 3, 2014 Mr. John R.Jenkins, Esq. Nabors Giblin&Nickerson 1500 Mahan Drive, Suite 200 Tallahassee, FL 32308 Re: North Key Largo Utility Corp.; Irrigation Water Tank Funding Agreement Dear Mr. Jenkins: On January 31,2013,the Monroe County Board of County Commissioners approved the Conflict Waiver Letter re: North Key Largo Utility Corp./Irrigation Water Tank Funding Agreement and authorized it's execution by the County Attorney(Item G-1). I have enclosed the scanned copy of the Conflict Waiver Letter that was electronically provided that has been originally executed by the County Attorney for your records. Thank you. Have a wonderful day! Sincerely, Kathy Peters, Paralegal/Administrative Liaision for: BOB SHILLINGER County Attorney BSkmp: Enclosures: One(1) Conflict Waiver Letter originally executed by the County Attorney pLLNINM F E PORT IMPS V �°6° °rive Nabors 11§1 , 12731 Wo00 Rue lane ar10 224407069309 rn 230) S4 away Giblin027 Tel (239)=IOW Ma FORT 1A1103110ALE Ina 201I Bath abed SAY 1009 ANUS Flodela 99901 NickersonPA. 9691 Mat dive (96EI 6238900 AI Amps,Florida 39007 (969)5960991 Fax (93312319]Z Id (919)9814299 Fox December 30,2013 Bob Shillinger,Esq. County Attorney Monroe County Attorey's Office 1111 12th Street,Suite 408 Key West,FL 33040 Re: North Key Largo Utility Corp.; Irrigation Water Tank Funding Agreement Dear Bob, North Key Largo Utility Corp. ("NKLU") is a member-owned cooperative serving wastewater customers in and adjacent to the Ocean Reef Club on Key Largo. Since its incorporation,I have worked with the Company on a variety of utility matters including fimding for system capital improvements. Since 2012, I have been associated with the law firm of Nabors,Giblin&Nickerson P.A. ("NON". From time to time NON has acted as bond counsel and provided advice on local government issues to Monroe County. In 2007, as part of its wastewater treatment plant upgrade, NKLU entered into an agreement with the South Florida Water Management District pursuant to which NKLU agreed to supplement its highly treated wastewater effluent irrigation system with water produced by a system of raw water wells,reverse osmosis treatment system and chlorine contact tank. Use of these alternative irrigation water sources furthers the County's water conservation goals and conserves potable water supply in the Florida Keys. As a part of this alternative water supply irrigation system, NKLU intends to build, and the County will assist in funding, a 4.0 million gallon water storage tank and related treatment system improvements. The parties have reached substantial agreement on the terms of this arrangement, and County staff has prepared a draft funding agreement. --- - -- In representing NKLU regarding this funding mrangemea4 NON may be involved in issue identification; review, revise, and finalize the funding agreement advice to the Company on existing loan requirements; and legal counsel on related matters. As actual funding is not anticipated until late 2014,no closing issues need be addressed at this time. When a lawyer becomes associated with a new firm,as I have with NON,the Florida Bar Rules of Professional Conduct state that the firm may not knowingly represent a person in the r Bob Shitlinger,Esq. December 30,2013 Page 2 same or a substantially related matter in which that lawyer(or a firm with which the lawyer was associated), had previously represented a client whose interests are materially adverse to that person, and about whom the lawyer had acquired confidential information that is material to the matter at hand. However, the Rules do allow such representation if each affected client gives informed consent,confirmed in writing. NGN and I will be prohibited from representing NKLU in this matter unless you provide informed,written consent I have attached relevant provisions of the Rules of Professional Conduct in the event you wish to review them. The purpose of this letter is to confirm agreement by the County that NGN may represent NKLU in the matter described above, and that County agrees to waive any conflict of interest arising out of,and that you will not object to,this representation. If you need to edit the terms of this letter, or wish to discuss any related issues, please contact me at your earliest convenience. I have copied David Ritz,President of NKLU,with this letter, and I will provide to you a similar letter that I am sending to NKLU to seek a waiver of conflict from the Company. Once you are satisfied with this conflict waiver, please sign and return the enclosed copy of this letter. Sincerely, N, �,C LKfr ,o (Qdv 09 ho R.Jenkins For the firm i o o cc: Mr.David Ritz =FT 'r rt' Steve Miller,Esq. - co .., co w _ Enclosure 2 m County Attorneyno Monroe County y's Office e rCallirte. Bob hillinger,Esq. u_af IC :3 NVfhl0l