HomeMy WebLinkAboutFlorida Department of Environmental Protection State Revolving Fun Contruction Loan Agreement WW590621 (Clean Water) 2026 04
STATE OF FLORIDA
DEPARTMENT OF ENVIRONMENTAL PROTECTION
AND
CITY OF WINTER SPRINGS, FLORIDA
CLEAN WATER STATE REVOLVING FUND
CONSTRUCTION LOAN AGREEMENT
WW590621
Florida Department of Environmental Protection
State Revolving Fund Program
Marjory Stoneman Douglas Building
3900 Commonwealth Boulevard, MS 3505
Tallahassee, Florida 32399-3000
CLEAN WATER STATE REVOLVING FUND CONSTRUCTION LOAN AGREEMENT
CONTENTS PAGE
i
ARTICLE I - DEFINITIONS 1
1.01. WORDS AND TERMS. 1
1.02. CORRELATIVE WORDS. 4
ARTICLE II - WARRANTIES, REPRESENTATIONS AND COVENANTS 4
2.01. WARRANTIES, REPRESENTATIONS AND COVENANTS. 4
2.02. LEGAL AUTHORIZATION. 5
2.03. AUDIT AND MONITORING REQUIREMENTS. 6
ARTICLE III - LOAN REPAYMENT ACCOUNT 8
3.01. LOAN DEBT SERVICE ACCOUNT. 8
3.02. INVESTMENT OF LOAN DEBT SERVICE ACCOUNT MONEYS. 9
3.03. LOAN DEBT SERVICE ACCOUNT WITHDRAWALS. 9
3.04. ASSETS HELD IN TRUST. 9
ARTICLE IV - PROJECT INFORMATION 9
4.01. PROJECT CHANGES. 9
4.02. TITLE TO PROJECT SITE. 10
4.03. PERMITS AND APPROVALS. 10
4.04. ENGINEERING SERVICES. 10
4.05. PROHIBITION AGAINST ENCUMBRANCES. 10
4.06. COMPLETION MONEYS. 10
4.07. CLOSE-OUT. 10
4.08. LOAN DISBURSEMENTS. 10
ARTICLE V - RATES AND USE OF THE UTILITY SYSTEM 11
5.01. RATE COVERAGE. 11
5.02. NO FREE SERVICE. 11
5.03. MANDATORY CONNECTIONS. 11
5.04. NO COMPETING SERVICE. 12
5.05. MAINTENANCE OF THE UTILITY SYSTEM. 12
5.06. ADDITIONS AND MODIFICATIONS. 12
5.07. COLLECTION OF REVENUES. 12
ARTICLE VI - DEFAULTS AND REMEDIES 12
6.01. EVENTS OF DEFAULT. 12
6.02. REMEDIES. 13
6.03. DELAY AND WAIVER. 14
ARTICLE VII - THE PLEDGED REVENUES 14
7.01. SUPERIORITY OF THE PLEDGE TO THE DEPARTMENT. 14
7.02. ADDITIONAL DEBT OBLIGATIONS. 15
ARTICLE VIII - GENERAL PROVISIONS 15
CLEAN WATER STATE REVOLVING FUND CONSTRUCTION LOAN AGREEMENT
CONTENTS PAGE
ii
8.01. DISCHARGE OF OBLIGATIONS. 15
8.02. PROJECT RECORDS AND STATEMENTS. 15
8.03. ACCESS TO PROJECT SITE. 16
8.04. ASSIGNMENT OF RIGHTS UNDER AGREEMENT. 16
8.05. AMENDMENT OF AGREEMENT. 16
8.06. ABANDONMENT, TERMINATION OR VOLUNTARY CANCELLATION. 16
8.07. SEVERABILITY CLAUSE. 17
8.08. USE AS MATCHING FUNDS. 17
8.09. DAVIS-BACON AND RELATED ACTS REQUIREMENTS. 17
8.10. AMERICAN IRON AND STEEL REQUIREMENT. 18
8.11. RESERVED. 18
8.12. FISCAL SUSTAINABILITY PLAN. 18
8.13. PUBLIC RECORDS ACCESS. 18
8.14. SCRUTINIZED COMPANIES. 19
8.15. SUSPENSION. 20
8.16. CIVIL RIGHTS. 20
8.17. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO
SURVEILLANCE SERVICES OR EQUIPMENT. 21
ARTICLE IX - CONTRACTS AND INSURANCE 21
9.01. CONTRACTS. 21
9.02. SUBMITTAL OF CONTRACT DOCUMENTS. 21
9.03. INSURANCE REQUIRED. 22
ARTICLE X - DETAILS OF FINANCING 22
10.01. PRINCIPAL AMOUNT OF LOAN. 22
10.02. LOAN SERVICE FEE. 22
10.03. FINANCING RATE. 23
10.04. LOAN TERM. 23
10.05. REPAYMENT SCHEDULE. 23
10.06. PROJECT COSTS. 23
10.07. SCHEDULE. 24
ARTICLE XI - EXECUTION OF AGREEMENT 25
1
CLEAN WATER STATE REVOLVING FUND
CONSTRUCTION LOAN AGREEMENT
WW590621
THIS AGREEMENT is executed by the STATE OF FLORIDA DEPARTMENT OF
ENVIRONMENTAL PROTECTION (Department) and the CITY OF WINTER SPRINGS,
FLORIDA, (Local Government) existing as a local governmental entity under the laws of the
State of Florida. Collectively, the Department and the Local Government shall be referred to as
“Parties” or individually as “Party”.
RECITALS
Pursuant to Section 403.1835, Florida Statutes and Chapter 62-503, Florida Administrative
Code, the Department is authorized to make loans to finance or refinance the construction of
wastewater pollution control facilities, the planning and design of which have been reviewed by
the Department; and
The Local Government applied for the financing of the Project, and the Department has
determined that such Project meets all requirements for a loan.
AGREEMENT
In consideration of the Department loaning money to the Local Government, in the principal
amount and pursuant to the covenants set forth below, 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 Local Government
authorized by ordinance or resolution to sign documents associated with the Loan.
(3) “Capitalized Interest” shall mean a finance charge that accrues at the Financing Rate
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) “Final Amendment” shall mean the final agreement executed between the parties that
establishes the final terms for the Loan such as the final Loan amount, the interest rate, Loan
Service Fee, amortization schedule and Semiannual Loan Payment amount.
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(6) “Final Unilateral Amendment” shall mean the Loan Agreement unilaterally finalized
by the Department after Loan Agreement and Project abandonment under Section 8.06 that
establishes the final amortization schedule for the Loan.
(7) “Financing Rate” shall mean the charges, expressed as a percent per annum, imposed
on the unpaid principal of the Loan. The Financing Rate shall consist of an interest rate
component and a Grant Allocation Assessment rate component.
(8) “Fiscal Sustainability Plan” shall mean a systematic management technique for
utility systems that focuses on the long-term life cycle of the assets and their sustained
performance, rather than on short-term, day-to-day aspects of the assets. This plan shall include
the inventory and evaluation of assets, the certification of water and energy conservation
implementation efforts, as well as a plan for the maintenance, repair and, if necessary, the
replacement of assets, as well as the schedule to do so.
(9) “Grant Allocation Assessment” shall mean an assessment, expressed as a percent per
annum, accruing on the unpaid balance of the Loan. It is computed similarly to the way interest
charged on the Loan is computed and is included in the Semiannual Loan Payment. The
Department will use Grant Allocation Assessment moneys for making grants to financially
disadvantaged small communities pursuant to Section 403.1835 of the Florida Statutes.
(10) “Gross Revenues” shall mean all income or earnings received by the Local
Government from the ownership or operation of its Utility System, 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 Utility System,
condemnation awards or proceeds of insurance, except use and occupancy or business
interruption insurance, received with respect to the Utility System.
(11) “Loan” shall mean the amount of money to be loaned pursuant to this Agreement
and subsequent amendments.
(12) “Loan Application” shall mean the completed form which provides all information
required to support obtaining construction loan financial assistance.
(13) “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 Local
Government for the purpose of accumulating Monthly Loan Deposits and making Semiannual
Loan Payments.
(14) “Loan Service Fee” shall mean an origination fee which shall be paid to the
Department by the Local Government.
(15) “Local Governmental Entity” means a county, municipality, or special district.
(16) “Monthly Loan Deposit” shall mean the monthly deposit to be made by the Local
Government to the Loan Debt Service Account.
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(17) “Operation and Maintenance Expense” shall mean the costs of operating and
maintaining the Utility System 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.
(18) “Parity Debt” shall mean any debt obligations issued that are on an equal commercial
lien position with this Loan.
(19) “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
Utility System after payment of the Operation and Maintenance Expense and the satisfaction of
all yearly payment obligations on account of the Senior Revenue Debt and any senior or parity
obligations issued pursuant to Section 7.02 of this Agreement.
(20) “Project” shall mean the works financed by this Loan and shall consist of furnishing
all labor, materials, and equipment to construct the replacement and expansion of the wastewater
treatment plant in accordance with the plans and specifications accepted by the Department for
the “East Water Reclamation Facility Project” contract.
The Project is in agreement with the planning documentation accepted by the Department
effective August 12, 2022. A Florida Finding of No Significant Impact was published on
July 12, 2022 and no adverse comments were received.
(21) “Semiannual Loan Payment” shall mean the payment due from the Local
Government to the Department at six-month intervals.
(22) “Senior Revenue Debt” 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 2020, issued in the amount of $3,063,000, pursuant to Resolution No. 2020-27; and
(c) 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.
(23) “Sewer System” shall mean all facilities owned by the Local Government for
collection, transmission, treatment and reuse of wastewater and its residuals.
(24) “Utility System” shall mean all devices and facilities of the Water System and Sewer
System owned by the Local Government.
(25) “Water System” shall mean all facilities owned by the Local Government for
supplying and distributing water for residential, commercial, industrial, and governmental use.
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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 entities, as well as natural persons.
ARTICLE II - WARRANTIES, REPRESENTATIONS AND COVENANTS
2.01. WARRANTIES, REPRESENTATIONS AND COVENANTS.
The Local Government warrants, represents and covenants that:
(1) The Local Government has full power and authority to enter into this Agreement and
to comply with the provisions hereof.
(2) The Local Government 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 Local Government's
knowledge, threatened, which seeks to restrain or enjoin the Local Government 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 Local Government
knows of no reason why any future required permits or approvals are not obtainable.
(5) The Local Government shall undertake the Project on its own responsibility, to the
extent permitted by law.
(6) To the extent permitted by law, the Local Government shall release and hold
harmless the State, its officers, members, and employees from any claim arising in connection
with the Local Government's actions or omissions in its planning, engineering, administrative,
and construction activities financed by this Loan or its operation of the Project.
(7) All Local Government 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 Local Government to the Department was
current and correct as of the date such information was delivered. The Local Government shall
comply with Chapter 62-503, 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 Local
Government shall take such action to comply with this agreement.
(8) The Local Government shall maintain records using generally accepted accounting
principles established by the Governmental Accounting Standards Board. As part of its
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bookkeeping system, the Local Government shall keep accounts of the Utility System separate
from all other accounts and it shall keep accurate records of all revenues, expenses, and
expenditures relating to the Utility System, 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 Local Government's
annual budget to be insufficient to make the Semiannual Loan Payments for such Fiscal Year
when due, the Local Government 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 Local Government shall collect such funds for application as provided
herein. The Local Government 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 Local Government to levy or appropriate ad valorem tax revenues;
or preventing the Local Government 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) Pursuant to Section 216.347 of the Florida Statutes, the Local Government shall not
use the Loan proceeds for the purpose of lobbying the Florida Legislature, the Judicial Branch,
or a State agency.
(11) The Local Government agrees to construct the Project in accordance with the Project
schedule. Delays incident to strikes, riots, acts of God, and other events beyond the reasonable
control of the Local Government 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.
(12) The Local Government 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 Local Government covenants that it will, under all conditions, complete and
operate the Project to fulfill the public need.
(13) The Local Government shall update the revenue generation system annually to
assure that sufficient revenues are generated for debt service; operation and maintenance;
replacement of equipment, accessories, and appurtenances necessary to maintain the system
design capacity and performance during its design life; and to make the system financially self-
sufficient.
2.02. LEGAL AUTHORIZATION.
Upon signing this Agreement, the Local Government’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 Local Government and shall
constitute a valid and legal obligation of the Local Government enforceable in accordance with
its terms upon execution by both parties; and
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(2) This Agreement identifies the revenues pledged for repayment of the Loan, and the
pledge is valid and enforceable.
2.03. AUDIT AND MONITORING REQUIREMENTS.
The Local Government 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 Local Government Pursuant to this Agreement Consist of the
Following Resources Subject to Section 215.97, F.S.:
State
Program
Number Funding Source
CSFA
Number
CSFA Title or
Fund Source
Description
Funding
Amount
State
Appropriation
Category
Original
Agreement
Wastewater
Treatment and
Stormwater
Management TF
37.077
Wastewater
Treatment
Facility
Construction
$20,000,000 140131
(2) Audits.
(a) In the event that the Local Government expends a total amount of state financial
assistance equal to or in excess of $750,000 in any fiscal year of such Local Government, the
Local Government must have a State single 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
Local Government shall consider all sources of state financial assistance, including state
financial assistance received from the Department, 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 Local Government 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 Local Government expends less than $750,000 in state financial assistance in
its fiscal year, an audit conducted in accordance with the provisions of Section 215.97, Florida
Statutes, is not required. The Local Government shall inform the Department of findings and
recommendations pertaining to the State Revolving Fund in audits conducted by the Local
Government in which the $750,000 threshold has not been met. In the event that the Local
Government 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
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audit must be paid from the Local Government’s resources obtained from other than State
entities).
(d) The Local Government 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 Local
Government should access the Florida Single Audit Act website located at
https://apps.fldfs.com/fsaa for assistance.
(3) Report Submission.
(a) Copies of financial reporting packages shall be submitted by or on behalf of the
Local Government 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, MS 40
3900 Commonwealth Boulevard,
Tallahassee, Florida 32399-3123
or
Electronically:
FDEPSingleAudit@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
Local Government directly to the Department at either 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
8
or
Electronically:
FDEPSingleAudit@dep.state.fl.us
(b) 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.
(c) Local Governments, 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 received by the Local Government from their auditors in
correspondence accompanying the reporting package.
(4) Record Retention.
The Local Government shall retain sufficient records demonstrating its compliance with
the terms of this Agreement for a period of five years from the date of the Final Amendment, and
shall allow the Department, or its designee, Chief Financial Officer, or Auditor General access to
such records upon request. The Local Government shall ensure that 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 of the Final Amendment, unless extended in
writing by the Department.
(5) 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 Local Government agrees to
comply and cooperate with any monitoring procedures/processes deemed appropriate by the
Department. In the event the Department determines that a limited scope audit of the Local
Government is appropriate, the Local Government agrees to comply with any additional
instructions provided by the Department to the Local Government regarding such audit. The
Local Government understands its duty, pursuant to Section 20.055(5), F.S., to cooperate with
the Inspector General in any investigation, audit, inspection, review, or hearing. The Local
Government will comply with this duty and ensure that any subcontracts issued under this
Agreement will impose this requirement, in writing, on its subcontractors.
ARTICLE III - LOAN REPAYMENT ACCOUNT
3.01. LOAN DEBT SERVICE ACCOUNT.
The Local Government 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.
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Beginning six months prior to each Semiannual Loan Payment, the Local Government
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 Local Government fails to make a required Monthly Loan
Deposit, the Local Government’s chief financial officer shall notify the Department of such
failure. In addition, the Local Government 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 Local Government, nor shall it be construed to give the Department the power to require
the Local Government 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 Local Government’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 Local
Government 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.
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4.02. TITLE TO PROJECT SITE.
The Local Government 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 Local Government 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 Local Government to oversee construction.
4.05. PROHIBITION AGAINST ENCUMBRANCES.
The Local Government is prohibited from selling, leasing, or disposing of any part of the
Utility System which would materially reduce operational integrity or Gross Revenues so long as
this Agreement, including any amendment 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 Local Government 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
to approve additional financing shall not constitute a waiver of the Local Government'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 directly to the Local Government for reimbursement of the
incurred construction costs and related services. Disbursements for materials, labor, or services
shall be made upon receipt of the following:
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(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, and proof of payment.
(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 Local Government 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.
ARTICLE V - RATES AND USE OF THE UTILITY SYSTEM
5.01. RATE COVERAGE.
The Local Government shall maintain rates and charges for the services furnished by the
Utility System 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 Local Government shall satisfy the coverage requirements of all Senior Revenue
Debt and Parity Debt obligations.
5.02. NO FREE SERVICE.
The Local Government shall not permit connections to, or furnish any services afforded
by, the Utility System without making a charge therefore based on the Local Government's
uniform schedule of rates, fees, and charges.
5.03. MANDATORY CONNECTIONS.
The Local Government 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.
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5.04. NO COMPETING SERVICE.
The Local Government shall not allow any person to provide any services which would
compete with the Utility System so as to adversely affect Gross Revenues.
5.05. MAINTENANCE OF THE UTILITY SYSTEM.
The Local Government shall operate and maintain the Utility System in a proper, sound
and economical manner and shall make all necessary repairs, renewals and replacements.
5.06. ADDITIONS AND MODIFICATIONS.
The Local Government may make any additions, modifications or improvements to the
Utility System which it deems desirable and which do not materially reduce the operational
integrity of any part of the Utility System. All such renewals, replacements, additions,
modifications and improvements shall become part of the Utility System.
5.07. COLLECTION OF REVENUES.
The Local Government shall use its best efforts to collect all rates, fees and other charges
due to it. The Local Government shall establish liens on premises served by the Utility 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, cause to discontinue the
services of the Utility System and use its best efforts to shut off water service furnished to
persons who are delinquent beyond customary grace periods in the payment of Utility System
rates, fees and other charges.
ARTICLE VI - DEFAULTS AND REMEDIES
6.01. EVENTS OF DEFAULT.
Upon the occurrence of any of the following events (the Events of Default) all obligations
on the part of Department to make any further disbursements hereunder shall, if Department
elects, terminate. The Department may, at its option, exercise any of its remedies set forth in this
Agreement, but Department may make any disbursements or parts of disbursements after the
happening of any Event of Default without thereby waiving the right to exercise such remedies
and without becoming liable to make any further disbursement:
(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 15 days.
(2) Except as provided in Subsection 6.01(1), failure to comply with the provisions of
this Agreement, failure in the performance or observance of any of the covenants or actions
required by this Agreement or the Suspension of this Agreement by the Department pursuant to
Section 8.14 below, and such failure shall continue for a period of 30 days after written notice
thereof to the Local Government by the Department.
(3) Any warranty, representation or other statement by, or on behalf of, the Local
Government contained in this Agreement or in any information furnished in compliance with, or
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in reference to, this Agreement, which is false or misleading, or if Local Government shall fail to
keep, observe or perform any of the terms, covenants, representations or warranties contained in
this Agreement, the Note, or any other document given in connection with the Loan (provided,
that with respect to non-monetary defaults, Department shall give written notice to Local
Government, which shall have 30 days to cure any such default), or is unable or unwilling to
meet its obligations thereunder.
(4) An order or decree entered, with the acquiescence of the Local Government,
appointing a receiver of any part of the Utility System or Gross Revenues thereof; or if such
order or decree, having been entered without the consent or acquiescence of the Local
Government, 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 Local Government, for the
purpose of effecting a composition between the Local Government 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 Utility
System.
(6) Any bankruptcy, insolvency or other similar proceeding instituted by, or against, the
Local Government under federal or state bankruptcy or insolvency law now or hereafter in effect
and, if instituted against the Local Government, is not dismissed within 60 days after filing.
(7) Any charge is brought alleging violations of any criminal law in the implementation
of the Project or the administration of the proceeds from this Loan against one or more officials
of the Local Government by a State or Federal law enforcement authority, which charges are not
withdrawn or dismissed within 60 days following the filing thereof.
(8) Failure of the Local Government to give immediate written notice of its knowledge
of a potential default or an event of default, hereunder, to the Department and such failure shall
continue for a period of 30 days.
6.02. REMEDIES.
All rights, remedies, and powers conferred in this Agreement and the transaction
documents are cumulative and are not exclusive of any other rights or remedies, and they shall
be in addition to every other right, power, and remedy that Department may have, whether
specifically granted in this Agreement or any other transaction document, or existing at law, in
equity, or by statute. Any and all such rights and remedies may be exercised from time to time
and as often and in such order as Department may deem expedient. Upon any of the Events of
Default and subject to the rights of others having prior liens on the Pledged Revenues, the
Department may enforce its rights by, inter alia, 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 Utility System, and to require the Local Government to
fulfill this Agreement.
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(2) By action or suit in equity, require the Local Government to account for all moneys
received from the Department or from the ownership of the Utility System 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 Utility System, 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 a penalty from any
unobligated funds due to the Local Government under any revenue or tax sharing fund
established by the State, except as otherwise provided by the State Constitution. The Department
may impose a penalty in an amount not to exceed an interest rate of 18 percent per annum on the
amount due in addition to charging the cost to handle and process the debt. 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 Financing Rate on the
unpaid principal of the Loan to as much as 1.667 times the Financing Rate.
6.03. DELAY AND WAIVER.
No course of dealing between Department and Local Government, or any failure or delay
on the part of Department in exercising any rights or remedies hereunder, shall operate as a
waiver of any rights or remedies of Department, and no single or partial exercise of any rights or
remedies hereunder shall operate as a waiver or preclude the exercise of any other rights or
remedies hereunder. No delay or omission by the Department to exercise any right or power
accruing upon Events 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 Events 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, of equal priority, will be prior and superior to any other lien, pledge or
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assignment with the following exception. All obligations of the Local Government under this
Agreement shall be junior, inferior, and subordinate in all respects in right of payment and
security to the Senior Revenue Debt defined in Section 1.01 of this Agreement and to any
additional senior obligations issued with the Department’s consent pursuant to Section 7.02. The
Department may release its lien on such Pledged Revenues in favor of the Department if the
Department makes a determination in its sole discretion, 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 Local Government 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 may be granted if the Local Government demonstrates at the
time of such issuance that the Pledged Revenues, which may take into account reasonable
projections of growth of the Utility System 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
Local Government 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 Local
Government shall have paid, or shall have made provision for the timely payment of, the entire
principal amount of the Loan, and as applicable, Loan Service Fee, interest, and Grant Allocation
Assessment charges, 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 Local Government has received a disbursement and until five years after the Final
Amendment date.
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8.03. ACCESS TO PROJECT SITE.
The Local Government shall provide access to Project sites and administrative offices to
authorized representatives of the Department at any reasonable time. The Local Government
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 Local Government. The Local Government 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 and the Loan Service Fee based on actual Project
costs shall be completed after the Department’s final inspection of the Project records.
8.06. ABANDONMENT, TERMINATION OR VOLUNTARY CANCELLATION.
Failure of the Local Government to actively prosecute or avail itself of this Loan
(including e.g. described in para 1 and 2 below) shall constitute its abrogation and abandonment
of the rights hereunder, and the Department may then, upon written notification to the Local
Government, suspend or terminate this Agreement.
(1) Failure of the Local Government to draw on the Loan proceeds within eighteen
months after the effective date of this Agreement, or by the date set in Section 10.07 to establish
the Loan Debt Service Account, whichever date occurs first.
(2) Failure of the Local Government, after the initial Loan draw, to draw any funds
under the Loan Agreement for twenty-four months, without approved justification or
demonstrable progress on the Project.
Upon a determination of abandonment by the Department, the Loan will be suspended,
and the Department will implement administrative close out procedures (in lieu of those in
Section 4.07) and provide written notification of Final Unilateral Amendment to the Local
Government.
In the event that following the execution of this Agreement, the Local Government
decides not to proceed with this Loan, this Agreement can be cancelled by the Local
Government, without penalty, if no funds have been disbursed.
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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 has provided a class deviation from the provisions of 40 CFR 35.3125(b)(1) to
allow these second tier 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 AND RELATED ACTS REQUIREMENTS.
(1) The Local Government shall periodically interview 10% of the work force entitled to
Davis-Bacon prevailing wages (covered employees) to verify that contractors or subcontractors
are paying the appropriate wage rates. Local Governments shall immediately conduct interviews
in response to an alleged violation of the prevailing wage requirements. As provided in 29 CFR
5.6(a)(3) all interviews must be conducted in confidence. The Local Government 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 Local Government 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 Local Government 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
of the contract or subcontract. Local Governments 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 Local
Government shall verify evidence of fringe benefit plans and payments thereunder by contractors
and subcontractors who claim credit for fringe benefit contributions.
(3) The Local Government 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) Local Governments must immediately report potential violations of the Davis-Bacon
prevailing wage requirements to the appropriate DOL Wage and Hour District Office listed at
http://www.dol.gov/whd/america2.htm and to the EPA Region 4 Water Division/Grants and
Infrastructure Section by calling 404-562-9345. Additional information on Davis-Bacon
guidance is located on the EPA website at: https://www.epa.gov/grants/davis-bacon-and-related-
acts-dbra.
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8.10. AMERICAN IRON AND STEEL REQUIREMENT.
The Local Government’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 Section 608 of the Federal Water Pollution Control Act unless the
Local Government has obtained a waiver pertaining to the Project or the Department has advised
the Local Government that the requirement is not applicable to the Project.
8.11. RESERVED.
8.12. FISCAL SUSTAINABILITY PLAN.
The Federal Water Pollution Control Act (FWPCA), under Section 603(d)(1)(E)(i) of that
act, requires a recipient of a Loan for a project that involves the repair, replacement, or
expansion of a treatment works to develop and implement a Fiscal Sustainability Plan or certify
that it has developed and implemented such a plan.
The Local Government shall either develop and implement a Fiscal Sustainability Plan or
certify that it has developed and implemented a Fiscal Sustainability Plan , that includes the
following : An inventory of critical assets that are a part of the treatment works; an evaluation of
the condition and performance of inventoried assets or asset groupings; a certification that the
recipient has evaluated and will be implementing water and energy conservation efforts as part of
the plan; and a plan for maintaining, repairing, and, as necessary, replacing the treatment works
and a plan for funding such activities.
At a minimum, the Fiscal Sustainability Plan shall include: an inventory of critical assets
that are part of the Project funded by this Agreement; an evaluation of the condition and
performance of these assets; a certification that the assistance recipient has evaluated and will be
implementing water and energy conservation efforts as part of the plan; and a plan for
maintaining, repairing, and, as necessary, replacing the treatment works and a plan for funding
such activities.
A Fiscal Sustainability Plan certification is a certification by the Local Government that
the Fiscal Sustainability Plan has been developed and is being implemented. For systems that
self-certify under Section 603(d)(1)(E)(ii), certification is due at the time of loan closing. For
systems developing a Fiscal Sustainability Plan under Section 603(d)(1)(E)(i), the requirement to
develop and implement a Fiscal Sustainability Plan is a condition of the Loan Agreement and is
due before the final disbursement is approved.
8.13. PUBLIC RECORDS ACCESS.
(1) The Local Government 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 Local Government shall keep and
maintain public records required by the Department to perform the services under this
Agreement.
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(2) This Agreement may be unilaterally canceled by the Department for refusal by the
Local Government to either provide to the Department upon request, or to allow inspection and
copying of all public records made or received by the Local Government 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 LOCAL GOVERNMENT HAS QUESTIONS
REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA
STATUTES, TO THE LOCAL GOVERNMENT’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 public.services@dep.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
8.14. SCRUTINIZED COMPANIES.
(1) The Local Government certifies that it and its subcontractors are not on the
Scrutinized Companies that Boycott Israel List. Pursuant to Section 287.135, F.S., the
Department may immediately terminate this Agreement at its sole option if the Local
Government or its subcontractors are found to have submitted a false certification; or if the Local
Government, or its subcontractors are placed on the Scrutinized Companies that Boycott Israel
List or is engaged in the boycott of Israel during the term of the Agreement.
(2) If this Agreement is for more than one million dollars, the Local Government
certifies that it and its subcontractors are also not on the Scrutinized Companies with Activities
in Sudan, Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or
engaged with business operations in Cuba or Syria as identified in Section 287.135, F.S.
Pursuant to Section 287.135, F.S., the Department may immediately terminate this Agreement at
its sole option if the Local Government, its affiliates, or its subcontractors are found to have
submitted a false certification; or if the Local Government, its affiliates, or its subcontractors that
are placed on the Scrutinized Companies with Activities in Sudan List, or Scrutinized Companies
with Activities in the Iran Petroleum Energy Sector List, or engaged with business operations in
Cuba or Syria during the term of the Agreement.
(3) The Local Government agrees to observe the above requirements for applicable
subcontracts entered into for the performance of work under this Agreement.
(4) As provided in Subsection 287.135(8), F.S., if federal law ceases to authorize these
contracting prohibitions then they shall become inoperative.
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8.15. SUSPENSION.
The Department may suspend any or all of its obligations to Loan or provide financial
accommodation to the Local Government under this Agreement in the following events, as
determined by the Department:
(1) The Local Government abandons or discontinues the Project before its completion,
(2) The commencement, prosecution, or timely completion of the Project by the Local
Government is rendered improbable or the Department has reasonable grounds to be insecure in
Local Government’s ability to perform, or
(3) The implementation of the Project is determined to be illegal, or one or more
officials of the Local Government in responsible charge of, or influence over, the Project is
charged with violating any criminal law in the implementation of the Project or the
administration of the proceeds from this Loan.
The Department shall notify the Local Government of any suspension by the Department
of its obligations under this Agreement, which suspension shall continue until such time as the
event or condition causing such suspension has ceased or been corrected, or the Department has
re-instated the Agreement.
Local Government shall have no more than 30 days following notice of suspension
hereunder to remove or correct the condition causing suspension. Failure to do so shall constitute
a default under this Agreement.
Following suspension of disbursements under this Agreement, the Department may
require reasonable assurance of future performance from Local Government prior to re-instating
the Loan. Such reasonable assurance may include, but not be limited to, a payment mechanism
using two party checks, escrow or obtaining a Performance Bond for the work remaining.
Following suspension, upon failure to cure, correct or provide reasonable assurance of
future performance by Local Government, the Department may exercise any remedy available to
it by this Agreement or otherwise and shall have no obligation to fund any remaining Loan
balance under this Agreement.
8.16. CIVIL RIGHTS.
The Local Government shall comply with all Title VI requirements of the Civil Rights
Act of 1964, Section 504 of the Rehabilitation Act of 1973, the Age Discrimination Act of 1975
and Section 13 of the Federal Water Pollution Control Act Amendments of 1972 which prohibit
activities that are intentionally discriminatory and/or have a discriminatory effect based on race,
color, national origin (including limited English proficiency), age, disability, or sex.
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8.17. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO
SURVEILLANCE SERVICES OR EQUIPMENT.
The Local Government and any contractors/subcontractors are prohibited from obligating
or expending any Loan or Principal Forgiveness funds to procure or obtain; extend or renew a
contract to procure or obtain; or enter into a contract (or extend or renew a contract) to procure or
obtain equipment, services, or systems that uses covered telecommunications equipment or
services as a substantial or essential component of any system, or as critical technology as part of
any system. See Section 889 of Public Law 115-232 (National Defense Authorization Act
2019). Also, see 2 CFR 200.216 and 200.471.
ARTICLE IX - CONTRACTS AND INSURANCE
9.01. CONTRACTS.
(1) 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).
(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) Certification that the Local Government and contractors are in compliance with labor
standards, including prevailing wage rates established for its locality by the DOL 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 Local Government by the EPA or (b) compliance would be
inconsistent with United States obligations under international agreements.
9.02. SUBMITTAL OF CONTRACT DOCUMENTS.
(1) After the Department's authorization to award construction contracts has been
received, the Local Government shall submit the following documents:
(a) Contractor insurance certifications.
(b) Executed Contract(s).
(c) Notices to proceed with construction.
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(2) After the Local Government has awarded the professional services contract(s), the
Local Government shall submit the following documents:
(a) Executed Contract(s).
(b) Professional Services Procurement Certification.
9.03. INSURANCE REQUIRED.
The Local Government shall cause the Project, as each part thereof is certified by the
engineer responsible for overseeing construction as completed, and the Utility System (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 utility systems 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 Local Government shall provide
additional funds to restore or replace the damaged portions of the facilities. Repair, construction
or replacement shall be promptly completed.
ARTICLE X - DETAILS OF FINANCING
10.01. PRINCIPAL AMOUNT OF LOAN.
The estimated principal amount of the Loan is $20,716,200, which consists of
$20,000,000 to be disbursed to the Local Government and $716,200 of Capitalized Interest.
Capitalized Interest is not disbursed to the Local Government, but is amortized via
periodic Loan repayments to the Department as if it were actually disbursed. Capitalized Interest
is computed at the Financing 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.
This project is a Segmented Project. Additional State Revolving Fund financing for the
Project is dependent upon the availability of additional funds. The current funding limitations
and future funding priority entitlement for Segmented Projects are set forth in the Chapter
62-503 of the Florida Administrative Code.
10.02. LOAN SERVICE FEE.
The Loan Service Fee is estimated as $400,000 for the Loan amount authorized to date.
The fee represents two percent of the Loan amount excluding Capitalized Interest amount; that
is, two percent of $20,000,000. The Loan Service Fee is estimated at the time of execution of the
loan agreement and shall be revised with any increase or decrease amendment. The Loan
Service Fee is based on actual Project costs and assessed in the final loan amendment. The Local
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Government shall pay the Loan Service Fee from the first available repayment(s) following the
Final Amendment.
10.03. FINANCING RATE.
The Financing Rate on the unpaid principal of the Loan amount specified in
Section 10.01 is 2.86 percent per annum. The Financing Rate equals the sum of the interest rate
and the Grant Allocation Assessment Rate. The interest rate is 2.86 percent per annum and the
Grant Allocation Assessment rate is 0 percent per annum. However, if this Agreement is not
executed by the Local Government and returned to the Department before April 1, 2026 the
Financing Rate may be adjusted.
10.04. LOAN TERM.
The Loan term shall be 20 years.
10.05. REPAYMENT SCHEDULE.
Repayments shall be made semiannually (twice per year). The Semiannual Loan
Payment shall be computed based upon the principal amount of the Loan plus the estimated Loan
Service Fee and the principle of level debt service. 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, the actual Loan Service Fee and Loan Service Fee capitalized interest, if any, and
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. The Department will deduct the Loan Service Fee and any
associated interest from the first available repayments following the Final Amendment.
Each Semiannual Loan Payment shall be in the amount of $696,867 until the payment
amount is adjusted by amendment. The interest and Grant Allocation Assessment portions of
each Semiannual Loan Payment shall be computed, using their respective rates, on the unpaid
balance of the principal amount of the Loan, which includes Capitalized Interest. Interest (at the
Financing Rate) also shall be computed on the estimated Loan Service Fee. The interest and
Grant Allocation Assessment on the unpaid balance shall be computed as of the due date of each
Semiannual Loan Payment.
Semiannual Loan Payments shall be received by the Department beginning on
April 15, 2029 and semiannually thereafter on October 15 and April 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
$21,116,200, which consists of the Loan principal and the estimated Loan Service Fee.
10.06. PROJECT COSTS.
The Local Government and the Department acknowledge that the actual Project costs
have not been determined as of the effective date of this Agreement. Project cost adjustments
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may be made as a result of construction bidding or mutually agreed upon Project changes.
Capitalized Interest will be recalculated based on actual dates and amounts of Loan
disbursements. If the Local Government receives other governmental financial assistance for
this Project, the costs funded by such other governmental assistance will not be financed by this
Loan. The Department shall establish the final Project costs after its final inspection of the
Project records. Changes in Project costs may also occur as the result of an audit.
The Local Government agrees to the following estimates of Project costs:
AUTHORIZED
LOAN
CATEGORY PROJECT COSTS ($)
AMOUNT($) TO
DATE
Line items may vary
Construction and Demolition 71,143,026 based on Actual
Technical Services After Bid Opening 2,202,795 Disbursements
SUBTOTAL (Loan Amount) 73,345,821 20,000,000
Capitalized Interest 716,200 716,200
TOTAL (Loan Principal Amount) 74,062,021 20,716,200
10.07. SCHEDULE.
The Local Government agrees by execution hereof:
(1) This Agreement shall be effective on August 13, 2025. Invoices submitted for work
conducted on or after this date shall be eligible for reimbursement.
(2) Completion of Project construction is scheduled for October 15, 2028.
(3) The Loan Debt Service Account shall be established and Monthly Loan Deposits
shall begin no later than October 15, 2028.
(4) The first Semiannual Loan Payment in the amount of $696,867 shall be due
April 15, 2029.
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