HomeMy WebLinkAbout2017 01 09 Consent 302 State Drinking Water Revolving Loan Fund (SRF) Loan AgreementCOMMISSION AGENDA
ITEM 302
REQUEST:
Informational
$5,952,000
Consent
X
Public Hearings
$119,040
Regular
January 09, 2017 KS KL
Regular Meeting City Manager Department
The Utility Department requests approval of the State of Florida Drinking Water Revolving
Fund Construction Loan Agreement for Water quality Improvements to Water Treatment
Plant #1 on Northern Way.
SYNOPSIS:
Staff submitted a Loan Application to the State to fund the Water Quality Improvements
required at Water Treatment Plant #1. The attached Loan Agreement sets for the term and
condition of the 20 year loan for $6,080,090.
CONSIDERATIONS:
This agenda item is needed to execute the State Drinking Water Revolving Loan Fund
(SRF) Loan Agreement. The SRF loan application was authorized by the City Commission
on December 14, 2016 with the adoption of Resolution 2015 -31. Funds are to be used for
the construction of required water quality improvements at Water Treatment Plant #1 which
are currently underway.
The loan agreement is for $6,080,090 to be paid back in semi - annual payments of $163,482
over a 20 year period beginning December 15, 2017. The tentative interest rate is currently
at 0.72% which will be finalized when the agreement is executed by the State. The
$6,080,090 loan is comprised of,
Construction Costs
$5,952,000
Capitalized Interest
$8,700
2% Loan Service Fee
$119,040
Consent 302 PAGE 1 OF 2 - January 09, 2017
Loan Service Fee Cap Int. $350
TOTAL $6,080,090
The construction costs and associated interest and loan service fees will be finalized once
the project is complete and closed out. The construction project is within budget and on
schedule for completion in May 2017.
FISCAL IMPACT:
The SRF loan amount of $6,080,090 at 0.72% for 20 years requires a semiannual payment
of $163,482. The SRF rate was able to be lowered to a tentative rate of 0.72 by taking
advantage of reductions available for Davis/Bacon and Buy American provisions in the
construction contract.
The potable water rate increase needed to cover the debt on the SRF loan is tentatively
projected at $2.50 per month for residential customers. Staff anticipates finalizing the rate
impact during the FYI budgeting process for implementation October 2017.
COMMUNICATION EFFORTS:
This Agenda Item has been electronically forwarded to the Mayor and City Commission,
City Manager, City Attorney /Staff, and is available on the City's Website, LaserFiche, and
the City's Server. Additionally, portions of this Agenda Item are typed verbatim on the
respective Meeting Agenda which has also been electronically forwarded to the individuals
noted above, and which is also available on the City's Website, LaserFiche, and the City's
Server; has been sent to applicable City Staff, Media/Press Representatives who have
requested Agendas /Agenda Item information, Homeowner's Associations/Representatives
on file with the City, and all individuals who have requested such information. This
information has also been posted outside City Hall, posted inside City Hall with additional
copies available for the General Public, and posted at six (6) different locations around the
City. Furthermore, this information is also available to any individual requestors. City Staff
is always willing to discuss this Agenda Item or any Agenda Item with any interested
individuals.
RECOMMENDATION:
Staff recommends the City Commission approve State of Florida Drinking Water Revolving
Fund Construction Loan Agreement (DW590610) for Water Quality Improvements to
Water Treatment Plant #1 on Northern Way and to authorize the City Manager and City
Attorney to prepare any necessary documents for execution by the Mayor.
ATTACHMENTS:
1. Drinking Water State Revolving Fund Construction Loan Agreement DW590610 (27
pages)
2. Resolution 2015 -31 (3 pages)
Consent 302 PAGE 2 OF 2 - January 09, 2017
�aa DePart�
0
°f
s� `o
o �¢o
a
ntal P�
December 12, 2016
Florida Department of
Environmental Protection
Marjory Stoneman Douglas Building
3900 Commonwealth Boulevard
Tallahassee, Florida 32399 -3000
Mr. Kipton Lockcuff, P.E.
Public Works Director
City of Winter Springs
1126 East State Road 434
Winter Springs, Florida 32708
Re: DW590610 — Winter Springs
Treatment
Dear Mr. Lockcuff:
Attachment No. 1
Rick Scott
Governor
Carlos Lopez - Cantera
Lt. Governor
Jonathan P. Steverson
Secretary
Attached is a copy of the proposed State Revolving Fund loan agreement for your treatment
proj ect.
Please have the appropriate officials sign and seal two copies and return them to us within
three weeks at 3900 Commonwealth Boulevard, Mail Station 3505, Tallahassee, Florida, 32399-
3000. We will sign the documents and mail a fully executed original to you.
We appreciate your participation in the State Revolving Fund loan program. If you have any
questions about the loan agreement, please call Hana Juman at (850) 245 -2920.
Sincerely,
4 )j-
Angela Knecht, Program Administrator
State Revolving Fund Management
AK /fj
Attachment
cc: Honorable Charles Lacey — City of Winter Springs
Terry Zaudtke, P.E. — CPH, Inc.
Scott A. Breitenstein, P.E. — CPH, Inc.
STATE OF FLORIDA
DEPARTMENT OF ENVIRONMENTAL PROTECTION
AND
CITY OF WINTER SPRINGS, FLORIDA
DRINKING WATER STATE REVOLVING FUND
CONSTRUCTION LOAN AGREEMENT
DW590610
Florida Department of Environmental Protection
State Revolving Fund Program
Marj ory Stoneman Douglas Building
3900 Commonwealth Boulevard, MS 3505
Tallahassee, Florida 32399 -3000
DRINKING WATER STATE REVOLVING FUND CONSTRUCTION LOAN AGREEMENT
CONTENTS PAGE
ARTICLE I - DEFINITIONS
1.01. WORDS AND TERMS.
1.02. CORRELATIVE WORDS.
ARTICLE II - WARRANTIES, REPRESENTATIONS AND COVENANTS
2.01. WARRANTIES, REPRESENTATIONS AND COVENANTS.
2.02. LEGAL AUTHORIZATION.
2.03. AUDIT AND MONITORING REQUIREMENTS.
ARTICLE III - LOAN REPAYMENT ACCOUNT
3.01. LOAN DEBT SERVICE ACCOUNT.
3.02. INVESTMENT OF LOAN DEBT SERVICE ACCOUNT MONEYS.
3.03. LOAN DEBT SERVICE ACCOUNT WITHDRAWALS.
3.04. ASSETS HELD IN TRUST.
ARTICLE IV - PROJECT INFORMATION
4.01. PROJECT CHANGES.
4.02. TITLE TO PROJECT SITE.
4.03. PERMITS AND APPROVALS.
4.04. ENGINEERING SERVICES.
4.05. PROHIBITION AGAINST ENCUMBRANCES.
4.06. COMPLETION MONEYS.
4.07. CLOSE -OUT.
4.08. LOAN DISBURSEMENTS.
ARTICLE V - RATES AND USE OF THE WATER AND SEWER SYSTEMS
5.01. RATE COVERAGE.
5.02. NO FREE SERVICE.
5.03. MANDATORY CONNECTIONS.
5.04. NO COMPETING SERVICE.
5.05. MAINTENANCE OF THE WATER AND SEWER SYSTEMS.
5.06. ADDITIONS AND MODIFICATIONS.
5.07. COLLECTION OF REVENUES.
ARTICLE VI - DEFAULTS AND REMEDIES
6.01. EVENTS OF DEFAULT.
6.02. REMEDIES.
6.03. DELAY AND WAIVER.
ARTICLE VII - THE PLEDGED REVENUES
7.01. SUPERIORITY OF THE PLEDGE TO THE DEPARTMENT.
7.02. ADDITIONAL DEBT OBLIGATIONS.
ARTICLE VIII - GENERAL PROVISIONS
8.01. DISCHARGE OF OBLIGATIONS.
8.02. PROJECT RECORDS AND STATEMENTS.
8.03. ACCESS TO PROJECT SITE.
1
1
3
3
3
5
5
9
9
9
9
10
10
10
10
10
10
10
10
11
11
12
12
12
12
12
12
12
12
13
13
13
14
14
14
15
15
15
15
16
DRINKING WATER STATE REVOLVING FUND CONSTRUCTION LOAN AGREEMENT
CONTENTS PAGE
8.04. ASSIGNMENT OF RIGHTS UNDER AGREEMENT.
16
8.05. AMENDMENT OF AGREEMENT.
16
8.06. ANNULMENT OF AGREEMENT.
16
8.07. SEVERABILITY CLAUSE.
16
8.08. USE AS MATCHING FUNDS.
16
8.09. DAVIS -BACON ACT REQUIREMENTS.
16
8.10. AMERICAN IRON AND STEEL REQUIREMENT.
17
8.11. PUBLIC RECORDS ACCESS.
17
8.12. TERMINATION FALSE CERTIFICATION, SCRUTINIZED COMPANIES, BOYCOTTING. 18
ARTICLE IX - CONSTRUCTION CONTRACTS AND INSURANCE 18
9.01. AUTHORIZATION TO AWARD CONSTRUCTION CONTRACTS. 18
9.02. SUBMITTAL OF CONSTRUCTION CONTRACT DOCUMENTS. 19
9.03. INSURANCE REQUIRED. 19
ARTICLE X - DETAILS OF FINANCING
20
10.01.
PRINCIPAL AMOUNT OF LOAN.
20
10.02.
LOAN SERVICE FEE.
20
10.03.
INTEREST RATE.
20
10.04.
LOAN TERM.
20
10.05.
REPAYMENT SCHEDULE.
20
10.06.
PROJECT COSTS.
21
10.07.
SCHEDULE.
21
ARTICLE XI - EXECUTION OF AGREEMENT 23
11
DRINKING WATER STATE REVOLVING FUND
CONSTRUCTION LOAN AGREEMENT
DW590610
THIS AGREEMENT is executed by the STATE OF FLORIDA DEPARTMENT OF
ENVIRONMENTAL PROTECTION (Department) and the CITY OF WINTER SPRINGS,
FLORIDA, (Project Sponsor) existing as a local governmental agency under the laws of the
State of Florida.
WITNESSETH:
WHEREAS, pursuant to Section 403.8532, Florida Statutes, the Department is authorized to
make loans to finance or refinance the construction of public water systems, the planning and
design of which have been reviewed by the Department; and
WHEREAS, the Project Sponsor has made application for the financing of the Project, and the
Department has determined that such Project meets all requirements for a loan.
NOW, THEREFORE, in consideration of the Department loaning money to the Project Sponsor,
in the principal amount and pursuant to the covenants hereinafter set forth, it is agreed as
follows:
ARTICLE I - DEFINITIONS
1.01. WORDS AND TERMS.
Words and terms used herein shall have the meanings set forth below:
(1) "Agreement" or "Loan Agreement" shall mean this construction loan agreement.
(2) "Authorized Representative" shall mean the official of the Project Sponsor
authorized by ordinance or resolution to sign documents associated with the Loan.
(3) "Capitalized Interest" shall mean the interest accruing on Loan proceeds from the
time of disbursement until six months before the first Semiannual Loan Payment is due.
Capitalized Interest is financed as part of the Loan principal.
(4) "Depository" shall mean a bank or trust company, having a combined capital and
unimpaired surplus of not less than $50 million, authorized to transact commercial banking or
savings and loan business in the State of Florida and insured by the Federal Deposit Insurance
Corporation.
(5) "Gross Revenues" shall mean all income or earnings received by the Project Sponsor
from the ownership or operation of its Water and Sewer Systems, including investment income,
all as calculated in accordance with generally accepted accounting principles. Gross Revenues
shall not include proceeds from the sale or other disposition of any part of the Water or Sewer
System, condemnation awards or proceeds of insurance, except use and occupancy or business
interruption insurance, received with respect to the Water or Sewer System.
(6) "Loan" shall mean the amount of money to be loaned pursuant to this Agreement
and subsequent amendments.
(7) "Loan Application" shall mean the completed form which provides all information
required to support obtaining construction loan financial assistance.
(8) "Loan Debt Service Account" shall mean an account, or a separately identified
component of a pooled cash or liquid account, with a Depository established by the Project
Sponsor for the purpose of accumulating Monthly Loan Deposits and making Semiannual Loan
Payments.
(9) "Loan Service Fee" shall mean an origination fee which shall be paid to the
Department by the Project Sponsor.
(10) "Monthly Loan Deposit" shall mean the monthly deposit to be made by the Project
Sponsor to the Loan Debt Service Account.
(11) "Operation and Maintenance Expense" shall mean the costs of operating and
maintaining the Water and Sewer Systems determined pursuant to generally accepted accounting
principles, exclusive of interest on any debt payable from Gross Revenues, depreciation, and any
other items not requiring the expenditure of cash.
(12) "Pledged Revenues" shall mean the specific revenues pledged as security for
repayment of the Loan and shall be the Gross Revenues derived yearly from the operation of the
Water and Sewer Systems after payment of the Operation and Maintenance Expense and the
satisfaction of all yearly payment obligations on account of the Senior Revenue Obligations and
any senior obligations issued pursuant to Section 7.02 of this Agreement.
(13) "Project" shall mean the works financed by this Loan and shall consist of furnishing
all labor, materials, and equipment to construct the Treatment project in accordance with the
plans and specifications accepted by the Department for the following contracts:
(a) "City of Winter Springs, Water Treatment Plant 1, Water Quality Improvements ",
and
(b) "Project Manual, City of Winter Springs, Tuskawilla Water Plant 1, Water Quality
Improvements ".
The Project is in agreement with the planning documentation accepted by the Department
effective January 20, 2016. A Florida Categorical Exclusion Notification was published on
May 5, 2016 and no adverse comments were received.
(14) "Semiannual Loan Payment" shall mean the payment due from the Project Sponsor
to the Department at six -month intervals.
(15) "Senior Revenue Obligations" shall mean the following debt obligations:
(a) City of Winter Springs, Florida, Water and Sewer Refunding Revenue Bonds, Series
2000, issued in the amount of $6,969,191.35, pursuant to Resolution No. 665 as amended and
supplemented by Resolution No. 2000 -32; and
(b) City of Winter Springs, Florida, Water and Sewer System Revenue Refunding Note,
Series 2011A, issued in the amount of $8,464,906, pursuant to Resolution No. 665 as amended
and supplemented by Resolution No. 2011 -15; and
(c) City of Winter Springs, Florida, Water and Sewer System Revenue Refunding Note,
Series 201113, issued in the amount of $870,617, pursuant to Resolution No. 665 as amended and
supplemented by Resolution No. 2011 -19; and
(d) City of Winter Springs, Florida, Water and Sewer System Revenue Refunding Note,
Series 2011C, issued in the amount of $3,730,050, pursuant to Resolution No. 665 as amended
and supplemented by Resolution No. 2011 -37; and
(e) Any refunding bonds issued to refund the obligations identified above provided such
bonds shall not increase annual debt service during the repayment period of this Loan.
(16) "Sewer System" shall mean all facilities owned by the Project Sponsor for
collection, transmission, treatment and reuse of wastewater and its residuals.
(17) "Water System" shall mean all facilities owned by the Project Sponsor for supplying
and distributing water for residential, commercial, industrial, and governmental use.
1.02. CORRELATIVE WORDS.
Words of the masculine gender shall be understood to include correlative words of the
feminine and neuter genders. Unless the context shall otherwise indicate, the singular shall
include the plural and the word "person" shall include corporations and associations, including
public bodies, as well as natural persons.
ARTICLE II - WARRANTIES, REPRESENTATIONS AND COVENANTS
2.01. WARRANTIES, REPRESENTATIONS AND COVENANTS.
The Project Sponsor warrants, represents and covenants that:
(1) The Project Sponsor has full power and authority to enter into this Agreement and to
comply with the provisions hereof.
(2) The Project Sponsor currently is not the subject of bankruptcy, insolvency, or
reorganization proceedings and is not in default of, or otherwise subject to, any agreement or any
law, administrative regulation, judgment, decree, note, resolution, charter or ordinance which
would currently restrain or enjoin it from entering into, or complying with, this Agreement.
(3) There is no material action, suit, proceeding, inquiry or investigation, at law or in
equity, before any court or public body, pending or, to the best of the Project Sponsor's
knowledge, threatened, which seeks to restrain or enjoin the Project Sponsor from entering into
or complying with this Agreement.
(4) All permits, real property interests, and approvals required as of the date of this
Agreement have been obtained for construction and use of the Project. The Project Sponsor
knows of no reason why any future required permits or approvals are not obtainable.
(5) The Project Sponsor shall undertake the Project on its own responsibility, to the
extent permitted by law.
(6) To the extent permitted bylaw, the Project Sponsor shall release and hold harmless
the State, its officers, members, and employees from any claim arising in connection with the
Project Sponsor's actions or omissions in its planning, engineering, administrative, and
construction activities financed by this Loan or its operation of the Project.
(7) All Project Sponsor representations to the Department, pursuant to the Loan
Application and Agreement, were true and accurate as of the date such representations were
made. The financial information delivered by the Project Sponsor to the Department was current
and correct as of the date such information was delivered. The Project Sponsor shall comply
with Chapter 62 -552, Florida Administrative Code, and all applicable State and Federal laws,
rules, and regulations which are identified in the Loan Application or Agreement. To the extent
that any assurance, representation, or covenant requires a future action, the Project Sponsor shall
take such action as is necessary for compliance.
(8) The Project Sponsor shall maintain records using generally accepted accounting
principles established by the Governmental Accounting Standards Board. As part of its
bookkeeping system, the Project Sponsor shall keep accounts of the Water and Sewer Systems
separate from all other accounts and it shall keep accurate records of all revenues, expenses, and
expenditures relating to the Water and Sewer Systems, and of the Pledged Revenues, Loan
disbursement receipts, and Loan Debt Service Account.
(9) In the event the anticipated Pledged Revenues are shown by the Project Sponsor's
annual budget to be insufficient to make the Semiannual Loan Payments for such Fiscal Year
when due, the Project Sponsor shall include in such budget other legally available non -ad
valorem funds which will be sufficient, together with the Pledged Revenues, to make the
Semiannual Loan Payments. Such other legally available non -ad valorem funds shall be
budgeted in the regular annual governmental budget and designated for the purpose provided by
this Subsection, and the Project Sponsor shall collect such funds for application as provided
herein. The Project Sponsor shall notify the Department immediately in writing of any such
budgeting of other legally available non -ad valorem funds. Nothing in this covenant shall be
construed as creating a pledge, lien, or charge upon any such other legally available non -ad
valorem funds; requiring the Project Sponsor to levy or appropriate ad valorem tax revenues; or
preventing the Project Sponsor from pledging to the payment of any bonds or other obligations
all or any part of such other legally available non -ad valorem funds.
(10) Each year, beginning three months before the first Semiannual Loan Payment and
ending with the year during which the final Loan repayment is made, the Project Sponsor's
Authorized Representative or its chief financial officer shall submit, pursuant to the schedule
established in Section 10.07, a certification that: (a) Pledged Revenue collections satisfy the rate
coverage requirement; (b) the Loan Debt Service Account contains the funds required; and (c)
insurance in effect for the facilities generating the Pledged Revenues adequately covers the
customary risks to the extent that such insurance is available.
(11) Pursuant to Section 216.347 of the Florida Statutes, the Project Sponsor shall not use
the Loan proceeds for the purpose of lobbying the Florida Legislature, the Judicial Branch, or a
State agency.
(12) The Proj ect Sponsor agrees to construct the Proj ect in accordance with the Proj ect
schedule. Delays incident to strikes, riots, acts of God, and other events beyond the reasonable
control of the Project Sponsor are excepted. If for any reason construction is not completed as
scheduled, there shall be no resulting diminution or delay in the Semiannual Loan Payment or
the Monthly Loan Deposit.
(13) The Proj ect Sponsor covenants that this Agreement is entered into for the purpose of
constructing, refunding, or refinancing the Project which will in all events serve a public
purpose. The Project Sponsor covenants that it will, under all conditions, complete and operate
the Project to fulfill the public need.
2.02. LEGAL AUTHORIZATION
Upon signing this Agreement, the Project Sponsor's legal counsel hereby expresses the
opinion, subject to laws affecting the rights of creditors generally, that:
(1) This Agreement has been duly authorized by the Project Sponsor and shall constitute
a valid and legal obligation of the Project Sponsor enforceable in accordance with its terms upon
execution by both parties; and
(2) This Agreement specifies the revenues pledged for repayment of the Loan, and the
pledge is valid and enforceable.
2.03. AUDIT AND MONITORING REQUIREMENTS.
The Project Sponsor agrees to the following audit and monitoring requirements.
(1) The financial assistance authorized pursuant to this Loan Agreement consists of the
following:
State Resources Awarded to the Project Sponsor Pursuant to this Agreement Consist of the
Following:
State
CSFA
CSFA Title or
Funding
State
Program
Funding Source
Number
Fund Source
Amount
Appropriation
Number
Description
Category
Original
Drinking Water
Drinking
Agreement
Revolving Loan
37.076
Water Facility
$5,952,000
140129
TF
Construction
(2) Audits.
(a) In the event that the Project Sponsor expends a total amount of state financial
assistance equal to or in excess of $750,000 in any fiscal year of such Project Sponsor, the
Project Sponsor must have a State single or project-specific audit for such fiscal year in
accordance with Section 215.97, Florida Statutes; applicable rules of the Department of
Financial Services; and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and
for - profit organizations), Rules of the Auditor General. In determining the state financial
assistance expended in its fiscal year, the Project Sponsor shall consider all sources of state
financial assistance, including state financial assistance received from the Department of
Environmental Protection, other state agencies, and other nonstate entities. State financial
assistance does not include Federal direct or pass- through awards and resources received by a
nonstate entity for Federal program matching requirements.
(b) In connection with the audit requirements addressed in the preceding paragraph (a);
the Project Sponsor shall ensure that the audit complies with the requirements of Section
215.97(7), Florida Statutes. This includes submission of a financial reporting package as defined
by Section 215.97(2), Florida Statutes, and Chapters 10.550 (local governmental entities) or
10.650 (nonprofit and for - profit organizations), Rules of the Auditor General.
(c) If the Project Sponsor expends less than $750,000 instate financial assistance in its
fiscal year, an audit conducted in accordance with the provisions of Section 215.97, Florida
Statutes, is not required. The Project Sponsor shall inform the Department of findings and
recommendations pertaining to the State Revolving Fund in audits conducted by the Project
Sponsor in which the $750,000 threshold has not been met. In the event that the Project Sponsor
expends less than $750,000 in state financial assistance in its fiscal year, and elects to have an
audit conducted in accordance with the provisions of Section 215.97, Florida Statutes, the cost of
the audit must be paid from the non -state entity's resources (i.e., the cost of such an audit must
be paid from the Project Sponsor's resources obtained from other than State entities).
(d) The Project Sponsor is hereby advised that the Florida Single Audit Act
Requirements may further apply to lower tier transactions that may be a result of this Agreement.
For information regarding the Florida Catalog of State Financial Assistance (CSFA), a Project
Sponsor should access the Florida Single Audit Act website located at https:Happs.fldfs.com /fsaa
for assistance. In addition to the above websites, the following websites may be accessed for
information: Legislature's Website at http: / /www. leg .state.fl.us /Welcome /index.cfm, State of
Florida's website at http: / /www.myflorida.com /, Department of Financial Services' Website at
http: / /www.fldfs.com/ and the Auditor General's Website at http: / /www.myflorida.com /audgen.
(e) The Project Sponsor should confer with its chief financial officer, audit director or
contact the Department for assistance with questions pertaining to the applicability of these
requirements.
(3) Report Submission.
(a) Copies of financial reporting packages shall be submitted by or on behalf of the
Project Sponsor directly to each of the following:
(i) The Department at one of the following addresses:
By Mail:
Audit Director
Florida Department of Environmental Protection
Office of the Inspector General
3900 Commonwealth Boulevard, MS 40
Tallahassee, Florida 32399 -3123
Electronically:
FDEPSinleAudit(a�dep. state. fl.us
(ii) The Auditor General's Office at the following address:
State of Florida Auditor General
Room 401, Claude Pepper Building
111 West Madison Street
Tallahassee, Florida 32399 -1450
(iii) Copies of reports or management letters shall be submitted by or on behalf of the
Project Sponsor directly to the Department at either of the following address:
By Mail:
Audit Director
Florida Department of Environmental Protection
Office of the Inspector General
3900 Commonwealth Boulevard, MS 40
Tallahassee, Florida 32399 -3123
Electronically:
FDEPSingleAuditggdep. state.fl.us
(a) Any reports, management letters, or other information required to be submitted to
the Department pursuant to this Agreement shall be submitted timely in accordance with Florida
Statutes, or Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for - profit
organizations), Rules of the Auditor General, as applicable.
(b) Project Sponsors, when submitting financial reporting packages to the Department
for audits done in accordance with Chapters 10.550 (local governmental entities) or 10.650
(nonprofit and for - profit organizations), Rules of the Auditor General, should indicate the date
that the reporting package was delivered to the Project Sponsor in correspondence accompanying
the reporting package.
(4) Project - Specific Audit.
Within 12 months after the amendment establishing final Project costs, the Project
Sponsor shall submit to the Department a Project- specific audit report for the Loan related
revenues and expenditures. The audit shall address Loan disbursements received, Project
expenditures, and compliance with Loan Agreement covenants. The Project Sponsor shall cause
the auditor to notify the Department immediately if anything comes to the auditor's attention
during the examination of records that would constitute a default under the Loan Agreement.
The audit findings shall set aside or question any costs that are unallowable under Chapter 62-
552, Florida Administrative Code. A final determination of whether such costs are allowed shall
be made by the Department.
(5) Record Retention.
The Project Sponsor shall retain sufficient records demonstrating its compliance with the
terms of this Agreement for a period of five years from the date the audit report is issued, and
shall allow the Department, or its designee, Chief Financial Officer, or Auditor General access to
such records upon request. The Project Sponsor shall ensure that audit working papers are made
available to the Department, or its designee, Chief Financial Officer, or Auditor General upon
request for a period of five years from the date the audit report is issued, unless extended in
writing by the Department.
The Project Sponsor is hereby advised that the Florida Single Audit Act Requirements
may further apply to lower tier transactions that may be a result of this Agreement.
The Project Sponsor should confer with its chief financial officer, audit director or
contact the Department for assistance with questions pertaining to the applicability of these
requirements.
(6) Monitoring.
In addition to reviews of audits conducted in accordance with Section 215.97, F.S., as
revised monitoring procedures may include, but not be limited to, on -site visits by Department
staff and /or other procedures. By entering into this Agreement, the Project Sponsor agrees to
comply and cooperate with any monitoring procedures /processes deemed appropriate by the
Department of Environmental Protection. In the event the Department of Environmental
Protection determines that a limited scope audit of the Project Sponsor is appropriate, the Project
Sponsor agrees to comply with any additional instructions provided by the Department to the
Project Sponsor regarding such audit. The Project Sponsor further agrees to comply and
cooperate with any inspections, reviews, investigations, or audits deemed necessary by the Chief
Financial Officer or Auditor General.
ARTICLE III - LOAN REPAYMENT ACCOUNT
3.01. LOAN DEBT SERVICE ACCOUNT.
The Project Sponsor shall establish a Loan Debt Service Account with a Depository and
begin making Monthly Loan Deposits no later than the date set forth for such action in
Section 10.07 of this Agreement.
Beginning six months prior to each Semiannual Loan Payment, the Project Sponsor shall
make six Monthly Loan Deposits. The first five deposits each shall be at least equal to one -sixth
of the Semiannual Loan Payment. The sixth Monthly Loan Deposit shall be at least equal to the
amount required to make the total on deposit in the Loan Debt Service Account equal to the
Semiannual Loan Payment amount, taking into consideration investment earnings credited to the
account pursuant to Section 3.02.
Any month in which the Project Sponsor fails to make a required Monthly Loan Deposit,
the Project Sponsor's chief financial officer shall notify the Department of such failure. In
addition, the Project Sponsor agrees to budget, by amendment if necessary, payment to the
Department from other legally available non -ad valorem funds all sums becoming due before the
same become delinquent. This requirement shall not be construed to give superiority to the
Department's claim on any revenues over prior claims of general creditors of the Project
Sponsor, nor shall it be construed to give the Department the power to require the Project
Sponsor to levy and collect any revenues other than Pledged Revenues.
3.02. INVESTMENT OF LOAN DEBT SERVICE ACCOUNT MONEYS.
Moneys on deposit in the Loan Debt Service Account shall be invested pursuant to the
laws of the State of Florida. Such moneys may be pooled for investment purposes. The maturity
or redemption date of investments shall be not later than the date upon which such moneys may
be needed to make Semiannual Loan Payments. The investment earnings shall be credited to the
Loan Debt Service Account and applied toward the Monthly Loan Deposit requirements.
3.03. LOAN DEBT SERVICE ACCOUNT WITHDRAWALS.
The withdrawal of moneys from the Loan Debt Service Account shall be for the sole
purpose of making the Semiannual Loan Payment or for discharging the Project Sponsor's
obligations pursuant to Section 8.01.
3.04. ASSETS HELD IN TRUST.
The assets in all accounts created under this Loan Agreement shall be held in trust for the
purposes provided herein and used only for the purposes and in the manner prescribed in this
Agreement; and, pending such use, said assets shall be subject to a lien and charge in favor of the
Department.
ARTICLE IV - PROJECT INFORMATION
4.01. PROJECT CHANGES.
Project changes prior to bid opening shall be made by addendum to plans and
specifications. Changes after bid opening shall be made by change order. The Project Sponsor
shall submit all addenda and all change orders to the Department for an eligibility determination.
After execution of all construction, equipment and materials contracts, the Project contingency
may be reduced.
4.02. TITLE TO PROJECT SITE.
The Project Sponsor shall have an interest in real property sufficient for the construction
and location of the Project free and clear of liens and encumbrances which would impair the
usefulness of such sites for the intended use.
4.03. PERMITS AND APPROVALS.
The Project Sponsor shall have obtained, prior to the Department's authorization to award
construction contracts, all permits and approvals required for construction of the Project or
portion of the Project funded under this Agreement.
4.04. ENGINEERING SERVICES.
A professional engineer, registered in the State of Florida, shall be employed by, or under
contract with, the Project Sponsor to oversee construction.
4.05. PROHIBITION AGAINST ENCUMBRANCES.
The Project Sponsor is prohibited from selling, leasing, or disposing of any part of the
Water or Sewer System which would materially reduce operational integrity or Gross Revenues
so long as this Agreement, including any amendments thereto, is in effect unless the written
consent of the Department is first secured.
4.06. COMPLETION MONEYS.
In addition to the proceeds of this Loan, the Project Sponsor covenants that it has
obtained, or will obtain, sufficient moneys from other sources to complete construction and place
the Project in operation on, or prior to, the date specified in Article X. Failure of the Department
10
to approve additional financing shall not constitute a waiver of the Project Sponsor's covenants
to complete and place the Project in operation.
4.07. CLOSE -OUT.
The Department shall conduct a final inspection of the Project and Project records.
Following the inspection, deadlines for submitting additional disbursement requests, if any, shall
be established, along with deadlines for uncompleted Loan requirements, if any. Deadlines shall
be incorporated into the Loan Agreement by amendment. The Loan principal shall be reduced
by any excess over the amount required to pay all approved costs. As a result of such
adjustment, the Semiannual Loan Payment shall be reduced accordingly, as addressed in
Section 10.05.
4.08. LOAN DISBURSEMENTS.
Disbursements shall be made only by the State Chief Financial Officer and only when the
requests for such disbursements are accompanied by a Department certification that such
withdrawals are proper expenditures. Disbursements shall be made directly to the Project
Sponsor for engineering and administrative allowances, and reimbursement of the incurred
construction costs and related services. Disbursement of the allowances shall be made upon the
Department's receipt of a disbursement request form. Disbursements for materials, labor, or
services shall be made upon receipt of the following:
(1) A completed disbursement request form signed by the Authorized Representative.
Such requests must be accompanied by sufficiently itemized summaries of the materials, labor,
or services to identify the nature of the work performed; the cost or charges for such work; and
the person providing the service or performing the work.
(2) A certification signed by the Authorized Representative as to the current estimated
costs of the Project; that the materials, labor, or services represented by the invoice have been
satisfactorily purchased, performed, or received and applied to the project; that all funds received
to date have been applied toward completing the Project; and that under the terms and provisions
of the contracts, the Project Sponsor is required to make such payments.
(3) A certification by the engineer responsible for overseeing construction stating that
equipment, materials, labor and services represented by the construction invoices have been
satisfactorily purchased, or received, and applied to the Project in accordance with construction
contract documents; stating that payment is in accordance with construction contract provisions;
stating that construction, up to the point of the requisition, is in compliance with the contract
documents; and identifying all additions or deletions to the Project which have altered the
Project's performance standards, scope, or purpose since the issue of the Department
construction permit.
(4) Such other certificates or documents by engineers, attorneys, accountants,
contractors, or suppliers as may reasonably be required by the Department.
11
ARTICLE V - RATES AND USE OF THE WATER AND SEWER SYSTEMS
5.01. RATE COVERAGE.
The Project Sponsor shall maintain rates and charges for the services furnished by the
Water and Sewer Systems which will be sufficient to provide, in each Fiscal Year, Pledged
Revenues equal to or exceeding 1.15 times the sum of the Semiannual Loan Payments due in
such Fiscal Year. In addition, the Project Sponsor shall satisfy the coverage requirements of all
Senior Revenue Obligations and parity debt obligations.
5.02. NO FREE SERVICE.
The Project Sponsor shall not permit connections to, or furnish any services afforded by,
the Water or Sewer System without making a charge therefore based on the Project Sponsor's
uniform schedule of rates, fees, and charges.
5.03. MANDATORY CONNECTIONS.
The Project Sponsor shall adopt, as necessary, and enforce requirements, consistent with
applicable laws, for the owner, tenant or occupant of each building located on a lot or parcel of
land which is served, or may reasonably be served, by the Sewer System to connect such
building to the Sewer System.
5.04. NO COMPETING SERVICE.
The Project Sponsor shall not allow any person to provide any services which would
compete with the Water or Sewer System so as to adversely affect Gross Revenues.
5.05. MAINTENANCE OF THE WATER AND SEWER SYSTEMS.
The Project Sponsor shall operate and maintain the Water and Sewer Systems in a proper,
sound and economical manner and shall make all necessary repairs, renewals and replacements.
5.06. ADDITIONS AND MODIFICATIONS.
The Project Sponsor may make any additions, modifications or improvements to the
Water and Sewer Systems which it deems desirable and which do not materially reduce the
operational integrity of any part of the Water or Sewer System. All such renewals, replacements,
additions, modifications and improvements shall become part of the Water and Sewer Systems.
5.07. COLLECTION OF REVENUES.
The Project Sponsor shall use its best efforts to collect all rates, fees and other charges
due to it. The Project Sponsor shall establish liens on premises served by the Water or Sewer
System for the amount of all delinquent rates, fees and other charges where such action is
permitted by law. The Project Sponsor shall, to the full extent permitted by law, cause to
discontinue the services of the Water and Sewer Systems and use its best efforts to shut off water
12
service furnished to persons who are delinquent beyond customary grace periods in the payment
of Water and Sewer System rates, fees and other charges.
ARTICLE VI - DEFAULTS AND REMEDIES
6.01. EVENTS OF DEFAULT.
Each of the following events is hereby declared an event of default:
(1) Failure to make any Monthly Loan Deposit or to make any installment of the
Semiannual Loan Payment when it is due and such failure shall continue for a period of 30 days.
(2) Except as provided in Subsections 6.01(1) and 6.01(7), failure to comply with the
provisions of this Agreement or failure in the performance or observance of any of the covenants
or actions required by this Agreement and such failure shall continue for a period of 60 days
after written notice thereof to the Project Sponsor by the Department.
(3) Any warranty, representation or other statement by, or on behalf of, the Project
Sponsor contained in this Agreement or in any information furnished in compliance with, or in
reference to, this Agreement, which is false or misleading.
(4) An order or decree entered, with the acquiescence of the Project Sponsor, appointing
a receiver of any part of the Water or Sewer System or Gross Revenues thereof, or if such order
or decree, having been entered without the consent or acquiescence of the Project Sponsor, shall
not be vacated or discharged or stayed on appeal within 60 days after the entry thereof.
(5) Any proceeding instituted, with the acquiescence of the Project Sponsor, for the
purpose of effecting a composition between the Project Sponsor and its creditors or for the
purpose of adjusting the claims of such creditors, pursuant to any federal or state statute now or
hereafter enacted, if the claims of such creditors are payable from Gross Revenues of the Water
or Sewer System.
(6) Any bankruptcy, insolvency or other similar proceeding instituted by, or against, the
Project Sponsor under federal or state bankruptcy or insolvency law now or hereafter in effect
and, if instituted against the Project Sponsor, is not dismissed within 60 days after filing.
(7) Failure of the Project Sponsor to give immediate written notice of default to the
Department and such failure shall continue for a period of 30 days.
6.02. REMEDIES.
Upon any event of default and subject to the rights of others having prior liens on the
Pledged Revenues, the Department may enforce its rights by any of the following remedies:
(1) By mandamus or other proceeding at law or in equity, cause to establish rates and
collect fees and charges for use of the Water and Sewer Systems, and to require the Project
Sponsor to fulfill this Agreement.
13
(2) By action or suit inequity, require the Project Sponsor to account for all moneys
received from the Department or from the ownership of the Water and Sewer Systems and to
account for the receipt, use, application, or disposition of the Pledged Revenues.
(3) By action or suit in equity, enjoin any acts or things which may be unlawful or in
violation of the rights of the Department.
(4) By applying to a court of competent jurisdiction, cause to appoint a receiver to
manage the Water and Sewer Systems, establish and collect fees and charges, and apply the
revenues to the reduction of the obligations under this Agreement.
(5) By certifying to the Auditor General and the Chief Financial Officer delinquency on
loan repayments, the Department may intercept the delinquent amount plus six percent,
expressed as an annual interest rate, penalty of the amount due to the Department from any
unobligated funds due to the Project Sponsor under any revenue or tax sharing fund established
by the State, except as otherwise provided by the State Constitution. Penalty interest shall
accrue on any amount due and payable beginning on the 30th day following the date upon which
payment is due.
(6) By notifying financial market credit rating agencies and potential creditors.
(7) By suing for payment of amounts due, or becoming due, with interest on overdue
payments together with all costs of collection, including attorneys' fees.
(8) By accelerating the repayment schedule or increasing the interest rate on the unpaid
principal of the Loan to as much as 1.667 times the Loan interest rate for a default under
Subsection 6.01(1).
6.03. DELAY AND WAIVER.
No delay or omission by the Department to exercise any right or power accruing upon
event of default shall impair any such right or power or shall be construed to be a waiver of any
such default or acquiescence therein, and every such right and power may be exercised as often
as may be deemed expedient. No waiver or any default under this Agreement shall extend to or
affect any subsequent event of default, whether of the same or different provision of this
Agreement, or shall impair consequent rights or remedies.
ARTICLE VII - THE PLEDGED REVENUES
7.01. SUPERIORITY OF THE PLEDGE TO THE DEPARTMENT.
From and after the effective date of this Agreement, the Department shall have a lien on
the Pledged Revenues, which along with any other Department State Revolving Fund liens on
the Pledged Revenues, on equal priority, will be prior and superior to any other lien, pledge or
assignment with the following exception. All obligations of the Project Sponsor under this
Agreement shall be junior, inferior, and subordinate in all respects in right of payment and
security to the Senior Revenue Obligations defined in Section 1.01 of this Agreement and to any
14
additional senior obligations issued with the Department's consent pursuant to Section 7.02.
Any of the Pledged Revenues may be released from the lien on such Pledged Revenues in favor
of the Department if the Department makes a determination, based upon facts deemed sufficient
by the Department, that the remaining Pledged Revenues will, in each Fiscal Year, equal or
exceed 1.15 times the debt service coming due in each Fiscal Year under the terms of this
Agreement.
7.02. ADDITIONAL DEBT OBLIGATIONS.
The Project Sponsor may issue additional debt obligations on a parity with, or senior to,
the lien of the Department on the Pledged Revenues provided the Department's written consent
is obtained. Such consent maybe granted if the Project Sponsor demonstrates at the time of such
issuance that the Pledged Revenues, which may take into account reasonable projections of
growth of the Water and Sewer Systems and revenue increases, plus revenues to be pledged to
the additional proposed debt obligations will, during the period of time Semiannual Loan
Payments are to be made under this Agreement, equal or exceed 1.15 times the annual combined
debt service requirements of this Agreement and the obligations proposed to be issued by the
Project Sponsor and will satisfy the coverage requirements of all other debt obligations secured
by the Pledged Revenues.
ARTICLE VIII - GENERAL PROVISIONS
8.01. DISCHARGE OF OBLIGATIONS.
All payments required to be made under this Agreement shall be cumulative and any
deficiencies in any Fiscal Year shall be added to the payments due in the succeeding year and all
years thereafter until fully paid. Payments shall continue to be secured by this Agreement until
all of the payments required shall be fully paid to the Department. If at any time the Project
Sponsor shall have paid, or shall have made provision for the timely payment of, the entire
principal amount of the Loan and interest, the pledge of, and lien on, the Pledged Revenues to
the Department shall be no longer in effect. Deposit of sufficient cash, securities, or
investments, authorized by law from time to time, may be made to effect defeasance of this
Loan. However, the deposit shall be made in irrevocable trust with a banking institution or trust
company for the sole benefit of the Department. There shall be no penalty imposed by the
Department for early retirement of this Loan.
8.02. PROJECT RECORDS AND STATEMENTS.
Books, records, reports, engineering documents, contract documents, and papers shall be
available to the authorized representatives of the Department for inspection at any reasonable
time after the Project Sponsor has received a disbursement and until five years after the date that
the Project - specific audit report, required under Subsection 2.03(4), is issued.
15
8.03. ACCESS TO PROJECT SITE.
The Project Sponsor shall provide access to Project sites and administrative offices to
authorized representatives of the Department at any reasonable time. The Project Sponsor shall
cause its engineers and contractors to cooperate during Project inspections, including making
available working copies of plans and specifications and supplementary materials.
8.04. ASSIGNMENT OF RIGHTS UNDER AGREEMENT.
The Department may assign any part of its rights under this Agreement after notification
to the Project Sponsor. The Project Sponsor shall not assign rights created by this Agreement
without the written consent of the Department.
8.05. AMENDMENT OF AGREEMENT.
This Agreement may be amended in writing, except that no amendment shall be
permitted which is inconsistent with statutes, rules, regulations, executive orders, or written
agreements between the Department and the U.S. Environmental Protection Agency (EPA).
This Agreement may be amended after all construction contracts are executed to re- establish the
Project cost, Loan amount, Project schedule, and Semiannual Loan Payment amount. A final
amendment establishing the final Project costs shall be completed after the Department's final
inspection of the Project records.
8.06. ANNULMENT OF AGREEMENT.
The Department may unilaterally annul this Agreement if the Project Sponsor has not
drawn any of the Loan proceeds by the date set in Section 10.07 for establishing the Loan Debt
Service Account. If the Department unilaterally annuls this Agreement, the Department will
provide written notification to the Project Sponsor.
8.07. SEVERABILITY CLAUSE.
If any provision of this Agreement shall be held invalid or unenforceable, the remaining
provisions shall be construed and enforced as if such invalid or unenforceable provision had not
been contained herein.
8.08. USE AS MATCHING FUNDS.
The EPA provided a class deviation from the Provisions of 40 CFR 35.3125(b)(1) to
allow these funds to be used as local matching requirements for most EPA grant funded
treatment works projects, including special Appropriations Act projects.
8.09. DAVIS -BACON ACT REQUIREMENTS.
(1) The Project Sponsor shall periodically interview 10% of the workforce entitled to
Davis -Bacon prevailing wages (covered employees) to verify that contractors or subcontractors
are paying the appropriate wage rates. Project Sponsors shall immediately conduct interviews in
response to an alleged violation of the prevailing wage requirements. As provided in 29 CFR
16
5.6(a)(5) all interviews must be conducted in confidence. The Project Sponsor must use
Standard Form 1445 or equivalent documentation to memorialize the interviews. Copies of the
SF 1445 are available from EPA on request.
(2) The Project Sponsor shall periodically conduct spot checks of a representative
sample of weekly payroll data to verify that contractors or subcontractors are paying the
appropriate wage rates. The Project Sponsor shall establish and follow a spot check schedule
based on its assessment of the risks of noncompliance with Davis -Bacon posed by contractors or
subcontractors and the duration of the contract or subcontract. At a minimum, if practicable, the
subrecipient should spot check payroll data within two weeks of each contractor or
subcontractor's submission of its initial payroll data and two weeks prior to the completion date
the contract or subcontract. Project Sponsors must conduct more frequent spot checks if the
initial spot check or other information indicates that there is a risk that the contractor or
subcontractor is not complying with Davis - Bacon. In addition, during the examinations the
Project Sponsor shall verify evidence of fringe benefit plans and payments thereunder by
contractors and subcontractors who claim credit for fringe benefit contributions.
(3) The Project Sponsor shall periodically review contractors and subcontractors use of
apprentices and trainees to verify registration and certification with respect to apprenticeship and
training programs approved by either the U. S Department of Labor (DOL) or a state, as
appropriate, and that contractors and subcontractors are not using disproportionate numbers of
laborers, trainees, and apprentices. These reviews shall be conducted in accordance with the
schedules for spot checks and interviews described in items (1) and (2) above.
(4) Project Sponsors must immediately report potential violations of the Davis -Bacon
prevailing wage requirements to the EPA Davis -Bacon contact Sheryl Parsons at
Parsons.Sheryl @epamail.epa.gov and to the appropriate DOL Wage and Hour District Office
listed at http: / /www.dol.gov /whd /america2.htm.
8.10. AMERICAN IRON AND STEEL REQUIREMENT.
The Project Sponsor's subcontracts must contain requirements that all of the iron and
steel products used in the Project are in compliance with the American Iron and Steel
requirement as described in H. R. 3547, "Consolidated Appropriations Act, 2014" unless the
Project Sponsor has obtained a waiver pertaining to the Project or the Department has advised
the Project Sponsor that the requirement is not applicable to the Project.
8.11. PUBLIC RECORDS ACCESS.
(1) The Project Sponsor shall comply with Florida Public Records law under Chapter
119, F. S. Records made or received in conjunction with this Agreement are public records under
Florida law, as defined in Section 119.011(12), F.S. The Project Sponsor shall keep and maintain
public records required by the Department to perform the services under this Agreement.
(2) This Agreement may be unilaterally canceled by the Department for refusal by the
Project Sponsor to either provide to the Department upon request, or to allow inspection and
17
copying of all public records made or received by the Project Sponsor in conjunction with this
Agreement and subject to disclosure under Chapter 119, F.S., and Section 24(a), Article I,
Florida Constitution.
(3) IF THE PROJECT SPONSOR HAS QUESTIONS REGARDING
THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
PROJECT SPONSOR'S DUTY TO PROVIDE PUBLIC RECORDS
RELATING TO THIS AGREEMENT, CONTACT THE DEPARTMENT'S
CUSTODIAN OF PUBLIC RECORDS AT
(850) 245 -2118, by email at ombudsmangdep. state. fl.us, or at the mailing
address below:
Department of Environmental Protection
ATTN: Office of Ombudsman and Public Services
Public Records Request
3900 Commonwealth Blvd, MS 49
Tallahassee, FL 32399
8.12. TERMINATION FALSE CERTIFICATION, SCRUTINIZED COMPANIES,
BOYCOTTING.
The Project Sponsor certifies that it and any of its affiliates are not scrutinized companies
as identified in Section 287.135, F.S. In addition, the Project Sponsor agrees to observe the
requirements of Section 287.135, F.S., for applicable sub - agreements entered into for the
performance of work under this Agreement. Pursuant to Section 287.135, F.S., the Department
may immediately terminate this Agreement for cause if the Project Sponsor, its affiliates, or its
subcontractors are found to have submitted a false certification; or if the Project Sponsor, its
affiliates, or its subcontractors are placed on any applicable scrutinized companies list or
engaged in prohibited contracting activity during the term of the agreement. As provided in
Subsection 287.13 5(8), F.S., if federal law ceases to authorize these contracting prohibitions then
they shall become inoperative.
ARTICLE IX - CONSTRUCTION CONTRACTS AND INSURANCE
9.01. AUTHORIZATION TO AWARD CONSTRUCTION CONTRACTS.
The following documentation is required to receive the Department's authorization to
award construction contracts:
(1) Proof of advertising.
(2) Award recommendation, bid proposal, and bid tabulation (certified by the
responsible engineer).
18
(3) Certification of compliance with the conditions of the Department's approval of
competitively or non - competitively negotiated procurement, if applicable.
(4) Certification Regarding Disbarment, Suspension, Ineligibility and Voluntary
Exclusion.
(5) Assurance that the Project Sponsor and contractors are in compliance with Section
1606 with labor standards, including prevailing wage rates established for its locality by the U. S.
Department of Labor under the Davis -Bacon Act for Project construction.
(6) Certification that all procurement is in compliance with Section 8.10 which states
that all iron and steel products used in the Project must be produced in the United States unless
(a) a waiver is provided to the Project Sponsor by the EPA or (b) compliance would be
inconsistent with United States obligations under international agreements.
9.02. SUBMITTAL OF CONSTRUCTION CONTRACT DOCUMENTS.
After the Department's authorization to award construction contracts has been received,
the Project Sponsor shall submit:
(1) Contractor insurance certifications,
(2) Executed Contract(s).
(3) Notices to proceed with construction.
9.03. INSURANCE REQUIRED.
The Project Sponsor shall cause the Project, as each part thereof is certified by the
engineer responsible for overseeing construction as completed, and the Water and Sewer
Systems (hereafter referred to as "Revenue Producing Facilities ") to be insured by an insurance
company or companies licensed to do business in the State of Florida against such damage and
destruction risks as are customary for the operation of Revenue Producing Facilities of like size,
type and location to the extent such insurance is obtainable from time to time against any one or
more of such risks.
The proceeds of insurance policies received as a result of damage to, or destruction of,
the Project or the other Revenue Producing Facilities, shall be used to restore or replace damaged
portions of the facilities. If such proceeds are insufficient, the Project Sponsor shall provide
additional funds to restore or replace the damaged portions of the facilities. Repair, construction
or replacement shall be promptly completed.
19
ARTICLE X - DETAILS OF FINANCING
10.01. PRINCIPAL AMOUNT OF LOAN.
The estimated principal amount of the Loan is $5,960,700, which consists of $5,952,000
to be disbursed to the Project Sponsor and $8,700 of Capitalized Interest.
Capitalized interest is not disbursed to the Project Sponsor, but is amortized via periodic
loan repayments to the Department as if it were actually disbursed. Capitalized interest is
computed at the interest rate, or rates, set for the Loan. It accrues and is compounded annually
from the time when disbursements are made until six months before the first Semiannual Loan
Payment is due. Capitalized Interest is estimated prior to establishing the schedule of actual
disbursements.
10.02. LOAN SERVICE FEE.
The Loan Service Fee is $119,040 for the Loan amount authorized to date. The fee
represents two percent of the Loan amount excluding Capitalized Interest; that is, two percent of
$5,952,000. An additional Loan Service Fee amount will be assessed for any additional funding
provided by amendment to this Agreement. The fee shall be adjusted downward if adjustment of
Project costs results in a Loan decrease, provided that the decrease amendment is executed
before the first Semiannual Loan Payment due date.
Interest shall accrue on the Loan Service Fee at the rate, or rates, set for the Loan until
the fee is paid. Loan Service Fee interest shall be compounded annually from the effective date
of the Loan until six months before the first Semiannual Loan Payment is due at which time it is
capitalized. The estimated Loan Service Fee capitalized interest is $350.
10.03. INTEREST RATE.
The rate of interest on the unpaid principal of the Loan amount specified in Section 10.01
is 0.72 percent per annum; however, if this Agreement is not executed by the Proj ect Sponsor
and returned to the Department before January 1, 2017, the interest rate may be adjusted. A
separate interest rate shall be established for any additional funds provided by amendment to this
Agreement.
10.04. LOAN TERM.
The Loan shall be repaid in 40 Semiannual Loan Payments.
10.05. REPAYMENT SCHEDULE.
The Semiannual Loan Payment shall be computed based upon the principal amount of the
Loan plus the Loan Service Fee and Loan Service Fee capitalized interest and the principle of
level debt service. The Department will deduct the Loan Service Fee and all associated interest
from the first two payments. The Semiannual Loan Payment amount may be adjusted, by
amendment of this Agreement, based upon revised information. After the final disbursement of
Loan proceeds, the Semiannual Loan Payment shall be based upon the actual Project costs and
20
actual dates and amounts of disbursements, taking into consideration any previous payments.
Actual Project costs shall be established after the Department's inspection of the completed
Project and associated records.
Each Semiannual Loan Payment shall be in the amount of $163,482 until the payment
amount is adjusted by amendment. The interest portion of each Semiannual Loan Payment shall
be computed on the unpaid balance of the principal amount of the Loan, including Capitalized
Interest. Interest also shall be computed on the unpaid balance of the Loan Service Fee and Loan
Service Fee capitalized interest. Interest shall be computed as of the due date of each
Semiannual Loan Payment.
Semiannual Loan Payments shall be received by the Department beginning on
December 15, 2017 and semiannually thereafter on June 15 and December 15 of each year until
all amounts due hereunder have been fully paid. Funds transfer shall be made by electronic
means.
The Semiannual Loan Payment amount is based on the total amount owed of $6,080,090,
which consists of the Loan principal plus the Loan Service Fee with its capitalized interest.
10.06. PROJECT COSTS.
The Project Sponsor and the Department acknowledge that the actual Project costs have
not been determined as of the effective date of this Agreement. Project cost adjustments may be
made as a result of construction bidding or mutually agreed upon Project changes. Capitalized
Interest will be recalculated based on actual dates and amounts of Loan disbursements. If the
Project Sponsor receives other governmental financial assistance for this Project, the costs
funded by such other governmental assistance will not be financed by this Loan. The
Department shall establish the final costs after its final inspection of the Project records.
Changes in Project costs may also occur as a result of the Project Sponsor's Project audit or a
Department audit. The Project Sponsor agrees to the following estimates of Project costs:
PROJECT COSTS
CATEGORY COST ($)
Construction and Demolition 5,164,437
Contingencies 415,610
Technical Services After Bid Opening 371,953
SUBTOTAL (Disbursable Amount) 5,952,000
Capitalized Interest 8,700
TOTAL (Loan Principal Amount) 5,960,700
10.07. SCHEDULE.
The Project Sponsor agrees by execution hereof:
(1) Invoices submitted for work performed on or after January 20, 2016 shall be eligible
for reimbursement.
21
(2) Completion of Project construction is scheduled for June 15, 2017.
(3) The Loan Debt Service Account shall be established and Monthly Loan Deposits
shall begin no later than June 15, 2017.
(4) The initial annual certification required under Subsection 2.01(10) of this Agreement
shall be due September 15, 2017. Thereafter the certification shall be submitted no later than
September 30 of each year until the final Semiannual Loan Payment is made.
(5) The first Semiannual Loan Payment in the amount of $163,482 shall be due
December 15, 2017.
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
22
ARTICLE XI - EXECUTION OF AGREEMENT
This Loan Agreement DW590610 may be executed in two or more counterparts, any of
which shall be regarded as an original and all of which constitute but one and the same
instrument.
IN WITNESS WHEREOF, the Department has caused this Agreement to be executed on
its behalf by the Secretary or Designee and the Project Sponsor has caused this Agreement to be
executed on its behalf by its Authorized Representative and by its affixed seal. The effective
date of this Agreement shall be as set forth below by the Department.
SEAL
for
CITY OF WINTER SPRINGS
Mayor
Attest:
City Clerk
I attest to the opinion expressed in Section
2.02, entitled Legal Authorization.
City Attorney
for
STATE OF FLORIDA
DEPARTMENT OF ENVIRONMENTAL PROTECTION
Secretary or Designee Date
23
Attachment No. 2
RESOLUTION NUMBER 2015 -31
A RESOLUTION OF CITY OF WINTER SPRINGS,
FLORIDA, RELATING TO THE STATE REVOLVING FUND
LOAN PROGRAM; MAKING FINDINGS; AUTHORIZING
THE LOAN APPLICATION; AUTHORIZING THE LOAN
AGREEMENT; ESTABLISHING PLEDGED REVENUES;
DESIGNATING AUTHORIZED REPRESENTATIVES;
PROVIDING ASSURANCES; PROVIDING FOR
CONFLICTS, SEVERABILITY, AND EFFECTIVE DATE.
WHEREAS, Florida Statutes provide for loans to local government agencies to finance
the construction of drinking water treatment facilities; and
WHEREAS, Florida Administrative Code rules require authorization to apply for loans,
to establish pledged revenues, to designate an authorized representative; to provide assurances of
compliance with loan program requirements; and to enter into a loan agreement; and
WHEREAS, the State Revolving Fund loan priority list designates Project No.
DW59061, an ion - exchange system project for Water Plant No. 1, as eligible for available
funding; and
WHEREAS, the City of Winter Springs, Florida, intends to enter into a loan agreement
with the Department of Environmental Protection under the State Revolving Fund for project
financing.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE
CITY OF WINTER SPRINGS, FLORIDA, AS FOLLOWS:
SECTION I - The foregoing findings are incorporated herein by reference and made a
part hereof.
SECTION II - The City of Winter Springs, Florida, is authorized to apply for a loan to
finance the Project.
SECTION III - The revenues pledged for the repayment of the loan are net water and
sewer system revenues after payment of debt service on the SunTrust Bank loan; the two BB &T
Bank Loans; the SRF loan; and the two US Bank loans as identified in the Business Plan.
SECTION IV - Kevin Smith, City Manager, is hereby designated as the authorized
representative to provide the assurances and commitments required by the loan application.
SECTION V - Charles Lacey, Mayor, is hereby designated as the authorized
representative to execute the loan agreement which will become a binding obligation in
accordance with its terms when signed by both parties. Kevin Smith, City Manager, is
authorized to represent the City in carrying out the City's responsibilities under the loan
agreement. Kevin Smith, City Manager, is authorized to delegate responsibility to appropriate
City staff to carry out technical, financial, and administrative activities associated with the loan
agreement.
SECTION VI - All resolutions or part of Resolutions in conflict with any of the
provisions of this Resolution are hereby repealed.
SECTION VII - If any section or portion of a section of this Resolution proves to be
invalid, unlawful, or unconstitutional, it shall not be held to invalidate or impair the validity,
force, or effect of any other section or part of this Resolution.
SECTION VIII - This Resolution shall become effective immediately upon its passage
and adoption.
City of Winter Springs, Florida
Resolution 2015-31
Page 2 of 3
PASSED AND ADOPTED IN A REGULAR MEETING OF THE CITY OF
WINTER SPRINGS CITY COMMISSION THIS 14th DAY OF DECEMBER, 2015.
APPROVED:
r
CHAMPS LA(- Vay or
ATTEST:
ANDREA LORENZO- LUACES, City Clerk
APPROV S TO FORM AND CORRECTNESS:
ANTHONY A. GARGANESE, City Attorney
City of Winter Springs, Florida
Resolution 2015 -31
Page 3 of 3