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HomeMy Public PortalAbout19-9719 Florida Department of Enviromental ProtectionSponsored by: City Manager RESOLUTION NO.19-9719 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF OPA-LOCKA, FLORIDA, AUTHORIZING THE CITY MANAGER TO INITIATE THE CLOSE OUT PROCESS WITH THE FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION RELATING TO THE DRINKING WATER STATE REVOLVING FUND CONSTRUCTION LOAN AGREEMENT (LOAN #DW130331); PROVIDING FOR INCORPORATION OF RECITALS; PROVIDING FOR AN EFFECTIVE DATE WHEREAS, the City of Opa-Locka ("City") entered into a Drinking Water State Revolving Fund Construction Loan Agreement ("Loan") with the State of Florida Department of Environmental Protection in the amount of $2,697,981.00 on February 18, 2015 for the sole purpose of funding the Cairo Lane and Northwest 127th Street Roadway Improvement Project ("Roadway Improvement Project"); and WHEREAS, all aspects of the Roadway Improvement Project pertinent to drinking water have been completed; and WHEREAS, the City expended a total of $236,296.04 for the Roadway Improvement Project; and WHEREAS, the remaining loan funds cannot be used for any other purpose other than the Roadway Improvement Project; and WHEREAS, the City will not require usage of any additional Loan funds for the Roadway Improvement Project; and WHEREAS, the Loan Agreement would require the City to pay debt service on the full amount Loan amount if the loan is not closed out; and WHEREAS, it is the best interest of the City and its resident to not pay for unused Loan funds. Resolution No. 19-9719 NOW, THEREFORE, BE IT DULY RESOLVED BY THE CITY COMMISSION OF THE CITY OF OPA-LOCKA, FLORIDA: Section 1. Adoption of Representations. The above recitals are true and correct and are incorporated into this Resolution by reference. Section 2. Authorizing City Manager to Initiate Close Out of the Drinking Water State Revolving Fund. The City Commission authorizes the City Manager to initiate the close out process for the Drinking Water State Revolving Fund Construction Loan Agreement between the State of Florida Department of Environmental Protection and the City of Opa-Locka. Section 3. Effective Date. This Resolution shall take effect immediately upon adoption by the City Commission of the City of Opa-locka. PASSED and ADOPTED this 26th day of November, 2019. Matthew A. Putt, Mayor ATTEST: Joann. Flores, City Clerk APPROVED AS TO FORM AND LEGAL SUFFICIENCY: (r)/V6 -(1-04 Burnadette Norris -Weeks, P.A. Moved by: Vice Mayor Davis Seconded by: Commissioner Bass Resolution No. 19-9719 VOTE: 4-0 Commissioner Bass YES Commissioner Burke YES Commissioner Kelley NOT PRESENT Vice -Mayor Davis YES Mayor Pigatt YES Resolution No. 19-9719 EXHIBIT "A" City of Opa-Locka Agenda Cover Memo Department Director: Ariria Austin Department Director Signature: City Manager: John E. Pate CM Signature: _ --,„, -� Commission Meeting Date: 11.26.19 Item Type: (EnterX in box) Resolution Or nance Other X Fiscal Impact: (EnterX in box) Yes No Ordinance Reading. (Enter X in box) 1st Reading 2nd Reading X Public Hearing: (Enter X in box) Yes No Yes No Funding Source: 75-5356315 (Enter Fund & Dept) Ex: Advertising Requirement: (Enter X in box) Yes No X Contract/P.O. Required: (Enter X in box) Yes No RFP/RFQ/Bid#: X Strategic Plan Related (Enter X in box) Yes No Strategic Plan Priority Enhance Organizational Bus. & Economic Dev Public Safety Quality of Education Qual. of Life & City Image Communication Area: Strategic Plan Obj./Strategy: (list the specific objective/strategy this item will address) X IIII MI • Sponsor Name City Manager Department: City Manager Short Title: A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF OPALOCKA, FLORIDA, AUTHORIZING THE CITY MANAGER TO INITIATE THE CLOSE OUT PROCESS WITH THE FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION RELATING TO THE DRINKING WATER STATE REVOLVING FUND CONSTRUCTION LOAN AGREEMENT (LOAN #DW130331); PROVIDING FOR INCORPORATION OF RECITALS; PROVIDING FOR AN EFFECTIVE DATE. Staff Summary: The intent of the requested resolution is to closeout State Revolving Loan DW130331, this loan was originated 02- 18-2015 in the amount of $2,697,981.00, solely for the purpose of funding the Cairo Lane and Northwest 127 Street roadway improvement project. We've completed all aspects of the project pertinent to drinking and expended a total of $236,296.04. Since we cannot expend these funds elsewhere and to avoid paying debt service on the loan full amount as required by the contract, we have requested the closeout of the loan, and this requires the approval of the city commission. Proposed Action: Staff recommends the approval. EXHIBIT "A" I a STTE OF DEPARTMENT OF ENVIRO FLORIDA NMENTAL PROTECTION AND CITY OF OPA—LOCKA, FLORIDA DRINKING WATER STATE REVOLVING FUND CONSTRUCTION LOAN AGREEMENT DW130331 Florida Department of Environmental Protection State Revolving Fund Program Bob Martinez Center 2600 Blair Stone Road, MS 3505 _ _ ,Tallahassee, Florida 32399-2400 i DRINKING WATER STATE REVOLVING FUND CONSTRUCTION LOAN AGREEMENT CONTENTS PAGE ARTICLE I - DEFINITIONS 1.01. WORDS AND TERMS, I 1.02. CORRELATIVE WORDS. 1 3 ARTICLE II - WARRANTIES, REPRESENTATIONS AND COVENANT'S 2.01. WARRANTIES, REPRESENTATIONS .AND COVENANTS. 3 2.02. LEGAL AUTHORIZATION. 3 2.03. AUDIT AND MONITORING REQUIREMENTS. 5 5 ARTICLE III - LOAN REPAYMENT ACCOUNT 3.01. LOAN DEBT SERVICE ACCOUNT. 8 3.02. INVESTMENT OF LOAN DEBT SERVICE ACCOUNT MONEYS. 8 3.03. LOAN DEBT SERVICE ACCOUNT WITHDRAWALS. 8 3.04. ASSETS HELD IN TRUST. S 9 ARTICLE TV - PROJECT INFORMATION 4.01. PROJECT CHANGES. 9 4.02. TITLE TO PROJECT SITE_ 9 4.03. PERMITS AND APPROVALS. 9 4.04. ENGINEERING SERVICES. 9 4.05. PROHIBITION AGAINST ENCUMBRANCES. 9 4.06. COMPLETION MONEYS. 9 4.07. CLOSE-OUT. 9 4.08. DISBURSEMENTS. 10 10 ARTICLE V - RATES AND USE OF THE WATER AND SEWER SYSTEMS 5.01. RATE COVERAGE. T 1 5.02. NO FREE SERVICE. I I 5.03. MANDATORY CONNECTIONS. I 1 5.04. NO COMPETING SERVICE. 11 5.05. MAINTENANCE OF THE WATER. AND SEWER SYSTEMS. I I 5.06. ADDITIONS AND MODIFICATIONS. i 1 5.07. COLLECTION OF REVENUES. 11 11 ARTICLE VI - DEFAULTS AND REMEDIES 6.01. EVENTS OF DEFAULT. 12 6.02. REMEDIES. 12 6.03. DELAY .AND WAIVER, 12 13 ARTICLE VIII - GENERAL PROVISIONS ARTICLE VII - THE PLEDGED REVENUES 7.01. SUPERIORITY OF THE PLF.DGE TO THE DEPARTMENT. 13 7.02. ADDITIONAL DEBT OBLIGATIONS. 13 14 i 14 DRINKING RATER STATE REVOLVING FUND CONSTRUCTION LOAN AGREEMENT CONTENTS PAGE 8.01. DISCHARGE OF OBLIGATIONS. 14 8.02. PROJECT RECORDS AND STATEMENTS. 14 8.03. ACCESS TO PROJECT SITE. 14 8.04. ASSIGNMENT OF RIGHTS UNDER AGREEMENT. 15 8.05. AMENDMENT OF AGREEMENT. 15 8.06. ANNULMENT OF AGREEMENT. 15 8.07. SEVERABILITY CLAUSE. 15 8.08_ COMPLIANCE VERIFICATION. 15 8.09. AMERICAN IRON AND STEEL REQUIREMENT. 16 ARTICLE IX - CONSTRUCTION CONTRACT'S AND INSURANCE 16 9,01. AUTHORIZATION TO AWARD CONSTRUCTION CONTRACTS. 16 9.02. SUBMITTAL OF CONSTRUCTION CONTRACT DOCUMENTS. 17 9.03. INSURANCE REQUIRED. 17 ARTICLE X - DETAILS OF FINANCING 17 I0.0I . PRINCIPAL AMOUNT OF LOAN. 17 10.02. LOAN SERVICE FEE_ 18 10.03.1NTEREST RATE. 18 10.04. LOAN TERM. 18 10.05. REPAYMENT SCHEDULE. 18 -- 10.06. PROJECT COSTS, 19 10.07. SCHEDULE. ERROR! BOOKMARK NOT DEFLATE©. 10.08. SPECIAL CONDITIONS. 20 ARTICLE XI - EXECUTION OF AGREEMENT 1i 21 DRINKING WATER STATE REVOLVING FUND CONSTRUCTION LOAN AGREEMENT DWI30331 THIS AGREEMENT is executed by the STATE OF FLORIDA DEPARTMENT OF EIsIVIRONMEN'TAL PROTECTION (Department) and the CITY OF OPA-LOCKA, 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 design and construction of public water systems, the planning 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 loading 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 mugs set forth below: (Z) "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 mil 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 cony, y ► nimpaired surplus of not less than $50 million, authorized to transact commercial b pantingan 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 income, all as calculated in accordance with generally ace Y � investment Revenues shall not include proceeds from the sale or other disposition n fauntingn principles. oft Gross Y P� of the Water or 1 Sewer System, condemnation awards or proceeds of i race, except use and occup business interruption insurance, received with respect to the Water oSewe r System. icy or (6) "Loan" small mean the amount of money to be loaned pursuant to this Agreement and subsequent amendments. (7) "Caen Application" pP shall mean the completed form which provides all information requ red to support obtaining construction loan financial assistance. (8) "Loan Debt Service Account" shall mean an account, or a separately identified component of poaIed cash or liquid account, with a Depository Sponsor for the purpose of acctunulating Monthly Loan Depsit established S the Project Payments. posits and making Semiannual Loan (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 paean the monthly deposit to be made b the Sponsor to the Loan Debt Service Account. Y Project (11) "Operation and Maintenance Expense" m�ntaining the Water and Sewer Systems denninedpursuantshall can the costs of operating principles, exclusive r and rester any debt ced and R generally accepted accounting other items not requiring the a payable from Cross Revenues, depreciation, and any expenditure of cash. (12) "Pledged Revenges" shall meats the rePaYmerrt of the Loan and steall be the specific revenues pledged as security for repay and Sewer Systems � Revenues derived yearly from the D y ems after payment of the Operation and Maintenance lserand t of the satisfaction of all yearly payment obligations on account of pursuant to Section 7.02 of this A �e and the Agreement. any senior obligations issued (13) "Project" shall mean the works financed b y this Loan all labor, materials, and equipment to construct the distribution pm ect in and shall accordance of plans ands furnishing specifications accepted by the Department for the following contracts: with the (a) "Zone 1 & 2 Drinking 'Water Project". (b) "Zone 6 Drinking Water System Project". The Project is in agreement with the Potable Water Planning Document Report accepted by the Department effective linprDveznerns, Florida Categorical Exclusion Notification was published September 17, 2D14. A comments were received. The Project is an Equivalency published on July 3l, 2014 and no adverse Project as defined inChapter 62-552, Florida Administrative Code. (14) "Semiannual Loan payment,' shall mean the to the Department at six-month intervals. payment due from the Pro,l'ets Sponsor 2 (15) "Sewer System" shall paean all facilities owned by the Project Sponsor for collection, transmission, treatment and reuse of wastewater and its residuals. (16) "Water System" shall mean all facilities owned by the Project Sponsor for supplying and distributing water for residential, commercial, industrial, and governmental use. 1.42. 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 ofbankruptcy, 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 by taw, 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 Loam 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 shaII comply 3 with Chapter 62-552, Florida Adminis is tChede, and all applicable State and Federal laws, roles, and regulations which are identioanfied Women's Business Enterprise goals as stated in the plansandpec fications To the extent that plication or Agreement Minority and Sponsor shall any assurance, representation, or covenant requires a apply action, to this Project take such action as is necessaryfuture action, the l�aject for compliance. (8) The Project Sponsor shall maintain records using Generally Accepted Go Accounting Standards established by the Governmental its bookkeeping system, the Project S Accounting Standards Emmental J Sponsor shall keep g lords Guard. r part of Systems separate from all other accounts and it shall k accounts of the Water and Sewer expenses, and expenditures relating to the water and Sewer Systems, anp accuraterecods ofd of the a revenues, Revenues, Loan disbursement receipts, and Loan Debt Service Account Pledged (9) In the event the anticipated Pledged Revenues are shown by the Pro' annual budget to be insufficient to make the Semi when due, the Project S annual Loan Pa Jett Sponsor s valorem ponsor shall include in such budget other l galllly available non ad such Fiscal Year firnds which will be sufficient, together with the Pledged Revenues, to make Semiannual Loan Payments. Such other legally available note -ad valorem budgeted in the the this Sete r'�ar annual governmental budget and designated for the funds shall be Subsection, and the Project Sponsor shall collect such funds for Liona purpose ovide provided by herein. The Pmject Sponsor shall notifyapplication as budgeting of other le the Department immediatel in provided budge in as fly available non -ad valorem funds. Y writing of any such wing a pledge, lien, or charge u Nothing in this covenant shall be valorenE, funds; requiring the Project S g I7On 'may such other legally available non -ad Preventing the Project 5 J Sponsor to levy or appropriate ad valorem tax revenues; or an or Sponsor from pledging to the payment of any bonds or other obligations any P� of such other legally available non -ad valorem fads_ (IO) Each year, beginning three months before the eking with the year during which the final Loan repayment� Semiannual Loan, Pa AuthorizedRepresentativethear in or its chief f is made, the Payment and established in Section a is chiicatron that: Pledged submit, °t to Se schedule cove pursuant to the schedule rage requirement; (b) the Loan Debt Service Account contains the fund collections satin insurance in effect for the facilitiesfundsrequired;�' the rate customary risks to the extent lenet�g the Pledged Revenues adequately and %} that such insurance is available. covers the (11) Pursuant to Section 216347 of the Florida Statutes, the Project Sponsor not use this Loan for the prlrpgse of lobbying the Florida I, agency. gislature, the Judicial Bran , oral State (xz) The Project Sponsor agrees to cons schedule set forth in Section 10.07. Delays incident to � Project it accordance with the Project events beyond the reasonable central of the s, riots, acts of God construction d not reasonableompleted as trot of Protect Sponsor are excepted. ?and other Semiannual Loan Pa scheduled, there shall be no resultingdi If for any reason Payment or the Monthly Loan Deposit, diminution or delay in the (13) The Project Sponsor covenants that flue A of constructing, refunding, or ref�c�g the pro, t'�cmcnt is entered into for the Jett which will in all events serve a public 4 purpose. The Project Sponsor covenants that it will, under all conditions, complete and o era the Project to fulfill the public need. P to 2.02. LEGAL AUTHORIZATION. Upon signing this Agreement, the Project Sponsor's 1egaI counsel hereby expresses the opinion, subject to laws affecting the rights of creditors generally, that: P (7) This Agreement has been duly authorized b y the a valid and legal obligation of the Project Sponsor enforceable riin accooject rdance and ate rns u o execution by both parties; and rms upon (2) This Agreement specifies the revenues pledged for repayment of the Loan pledge is valid and enforceable. ,and the 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 following: of the Federal Resources, Including State Match, Awarded to the Recipient Pursuant to Consist of the Followin:: Federal this Agreement Program Number FS984522 -140 Federal A:enc EPA (2) Audits. (a) In the event that the Project Sponsor expends $750,000 or more in Federal its fiscal year, the Project Sponsor must have a single or program -specific accordance with the provisions of OMB Circular A-133, as revised. Subs awards in indicates that Federal funds are awarded through audit conducted in 2.03(1) of this In determining the Federal awards expended in its fiscal year,, the Pro ject ons r s Agreement. all sources of Federal awards, including Federal resources received from the D Environmental protection. The determination of amounts of Federal, Sponsor shall consider in accordance with the guidelines established b OMB Department of the Project Sponsor conducted b awards expended should be Y Circular A-133, as revised. An audit of Circular A-133, as revised, will meet the Auditor requirements of this part accordance with the provisions of OMB P (b) In connection with the audit requirements addressed in the preceding paragraph (a), the Project Sponsor shall fulfill the requirements relative to auditee responsibilities in Subpart C of OMB Circular A-133, as revised, Po rhtres as provided CFDA Number 66.468 CFDA Title Capitalization Grants for Drinking water State Revolvin_ Fund Funding Amount $2,697,981 State Appropriation Cate o 140129 5 (c) If the Project Sponsor expends Iess than $750,000 in Federal awards in its fiscal an audit conducted in accordance with the required. The Local Dove provisions of OMB Circular A�-133, as year, pertaining to the State Government shall inform the Department of d a not the $7 pertaining to threshold has no been olving tm in audits the overt conducted b findings and Goverrecomnment th.e $70 , in Federal awards in its fiscal year and electsa the Local Government in which that the Project Sponsor expends less than with the provisions of OMB Circular A-133, as revised, the cost of the audve an audit it must m accordance non Federal resources (i.e., the cost of such an resources obtained from other audit must be be Pall from than Federal entities). paid from Project Sponsor (d) The Project Sponsor may, access information re Domestic Assistance (CFOA) via the interne# at Bm'�ng the Catalog of Federal www_cfda. ov/zndex?cck=t&au=$ck= (3) Report Submission. (a) Copies of reporting Packages for audits conducted in accordance A-.133, as revised, and required by Subsection 2.03(2) of this A with OMB Circular when requited by Section .320 (d), 01� Circular A-I33, as revised, by shall he submitted, Project Sponsor' directly to each of the following:or on behalf of the (i) The Department at the following address: Valerie Peacock, Audit Director Office of the Inspector General Florida Department of Environmental Protection 3900 Commonwealth Boulevard, MS 41 Tallahassee, Florida 32399-3123 (ii) The Federal Audit Clearin number Feder copies required gho use designated in OMB Circular A-133, as revised {the revised, should be submitted to the Federalby Sections Aua � cl�a (z)' OMB Circular following as address:Clearinghouse), at the %flowing Federal Audit CIearinghouse Bureau of the Census 1201 East 101b Street Jeffersonville, IN 47132 Submissions of the Single Audit reporting after January 1, 2008, must be submitted usindie Fge edeeral Cle�ghoua� on or r Data Envy system which can be fawn( at h Internet ://liarvester.census. ov/facJ (iii) Other Federal agencies and pass -through entities in ace or (, OMB Circular A-I33, as revised. dance with Sections .32{?(e) t (b) Pursuant to Section .320 shall submit a co (t), OMB Circular A-133, as revised, copy of the reporting package ec) the Project S as revised, and � � described in Section .320 c Sponsor listed under Subsectionmmanagement al of this sued b (a OMB Circular re I33, )() y the auditor, to the Department at the address Agreement. 6 -- (c) Any reports, management letters, or other information required to be submitted to the Department pursuant to this Agreement shall be submitted Circular A,-133, Florida Statutes, or Chapters I0.55ocal governmental ein ntities) or 0.6 0 (nonprofit and for -profit organizations); Rules of the Auditor General, as applicable. (d) Project Sponsors, when submitting financial reporting audits done in accordance with OMB Circular A-133, or rspackages10.5(to the vern Department far entities) or 10.650 (nonprofit and for -profit or piers I O.SSQ {local governmental indicate the date that the rn organizations), Rules of the Auditor General, should correspondencethattpo�g package was delivered to the Project Sponsor in accompanying the reporting package. (4) Project -Specific Audit. Within 12 months after the amendment establishing final Project costs, the Project Sponsor shah submit to the Department a ecf- Proj revenues and ex specific audit report for the Loan related expenditures. The audit shall address Loan disbursements received, Project expenditures, and coznpIiance with Loan Agteexri the auditor to noti the � rent covenants. The pro}reel Sponsor shall cause Department immediately if anything comes to the auditor's attention dining the examination of records that would constitute a default under the Loan Agreement The audit findings shalt set aside or question 55.2, ,Florida Administrative Code- A ff of de�y costs that are unallowable under Chapter 62- he made by the Department. ernnination of whether such casts are allowed shall (5) Record Retention. The Project Sponsor shall retain sufficient records demo ternys of this Agreement for a period of five years from the date demonstrating report islissu with the shall allow the Department, or its designee, Chief Financial Officer, or Auditor and such records upon request. The Pmjecf S General access to available to the De poor shall ensure that audit working paper are madc Department, or its designee, Chief Financial Officer, or Auditor General upon request for apetaod 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 Federal and/or Florida. Single Audit Ac �qu�ements may further apply to lower tier trans t For federal financial rthactions that may be a result of this A assistance, the Project Sponsor shall utilize the guidance provided underrient. er OMB Circular A-133, Subpart B, Section .2I0 for determining whether the relationship represents that of a subrecipient or vendor. The Project Sponsor should confer with its chief furaecial 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 requirementsabove , accordance with OMB Circular A-I33 as revised (see audit require )monitoring Procedures may include, but not be limited 7 to, on -site visits by Department staff, limited scope audits as defined by OMB Circular A-133 as revised, and/or other procedures. By entering into this comply and cooperate with any rnonitorin Agreement, the Project Sponsor agrees to Department. in the event the De is procednreslprocesscs deemed appropriate by the Sponsor is appropriate, Department determines that a limited scope audit of the Project PPm te, the Project Sponsor agrees to comply with an provided by the y additional instructions f�er Department to the Project Sponsor regarding such audit. The Project Sponsor agrees to comply and cooperate with any inspections, review deemed necessary by the Chief Financial Officer or Auditor Generals investigations, or audits ARTICLE III - LOAN REPAYMENT ACCOUNT 3.01. LOAN DEBT ,SERVICE ACCOUNT. The Project Sponsor shall establish a Loan Debt Service Account vvith a Depository and begin making Monthly Loan Deposits no later than the date set forth for such action in Section I1107 of this Agreement. Beginning six months prior to each Semiannual Loan Pa make six Monthly Loan Deposits. The fast five de Payment, the Project Sponsor shall of the Semiannual Lean PaPosits each shall be at least equal to one -sixth amount requited to make the total onhd sixth oin the Loan Loan Deposit shall be at least equal to the Semiannual Loan Pa �' Debt Service Account equal to the 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 Sponsoes chief financial officer shall notify the Ile addition, the Project Sponsor lent of such failure. In to budget, by amendment if necessary, Department from other legally available non -ad valorem funds all sums becoming min due payment to the same become delinquent. This requirement shall not be con S before the Department's claim on arty revenues over prior c construed c e give superiority c the Sponsor, nor shall it be construed to give the D lsirns of general creditors of the Project Sponsor to levy and collect any revenues other Department the power #o require the Project than Pledged Revenues. 3.02. INVESTMENT OF LOAN DEBT SERVICE ACCOUNT MONEYS Moneys on deposit in the Loan Debt Service Account shall be invested laws of the State of Florida Such moneys may be pooled for investment pis. The to the or redemption elate of investments shall be not later than the date upon which such moneys be needed to purposes. The maturity Loan Debt Service Account d aannual pplied led toward � e investment y �Y earnings req be requirements. to the Monthly Loan Deposit �uuements. 3.03. LOAN DEBT SERVICE ACCOUNT WITHDRAWALS. The withdrawal of moneys from the Loan Debt Service Account shall be for the sale purpose of making the Semiannual Loan Payment or for discharging the Project Spores's obligations pursuant to Section 8.01. 8 3.04. ASSETS REI D 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 summit 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. The Authorized Representative shall submit a clear site title certification by the date set forth in Section 10.07 of this Agreement. 4.03. PERMITS AND APPROVALS. The Project Sponsor shall have obtained, prior to the Department's authorization to award construction contracts, all perrnits 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 9 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. CLOSEOUT. 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. DISBLIRSEMF.NTS. 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. 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. 10 ARTTCT.E 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 and parity debt obligations. 5.02. NO FREE SERVICE. The Project Sponsor shall not permit connections to, or furnish any services afforded hy, 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 hest 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 11 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 Pmject 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. 12 (2) By action or suit in equity, 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 or State law. 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 an 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 an 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. Frond and after the effective date of this Agreement, the Department shall have a lien on the fledged 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 ofpayment .and security to any 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 13 Revenues in favor of the Department if the Department crakes 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 Fiseal 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 shall be 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 anneal 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 Semiannual Loan 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 and the U.S. Environmental Protection Agency's Inspector General 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. 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. 14 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, rates, regulations, executive orders, or written agreements between the Department and the U.S. Environmental Protection Agency. 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. 8.05. ANNULMENT OF AGREEMENT. The Department may unilaterally annul this Agreement if the Project Sponsor has not drawn any of the Loan proceeds within eighteen months after the effective date of this Agreement. 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. COMPLIANCE VERIFICATION. (1) The Project Sponsor shall periodically interview 10% of the work force entitled to Davis -Bacon prevailing wages (covered employees) to verity 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 requirementsg As provided in 29 CFR 5.5(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 15 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.Shery1@epamail.epa.gov and to the appropriate DOL Wage and Hour District Office listed at http;//www.dol.gov/whd/america2.htm. 8.09. A.MERICAN 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. 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). (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 by the Authorized Representative that affirmative steps were taken to encourage Minority and Women's Business Enterprises participation in Project construction. 16 (6) Current certifications for Minority and Women's Business Enterprises participating in the contract_ If the goals as stated in the plans and specifications are not met, documentation of actions taken shall be submitted. (7) 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. (8) Certification that all procurement is in compliance with. Section 8.09 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 Envirorunental Protection Agency (EPA) or (b) compliance would be inconsistent with linked 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 dcstmction 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. ARTICLE X - DETAILS OF FINANCING 10.01. PRINCIPAL AMOUNT OF LOA1.4. The estimated principal amount of the Loan is $2,745,981, which consists of $2,697,981 to be disbursed to the Project Sponsor and $48,000 of Capitalized Interest. 17 Capitalised 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 vwhen 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 fiords. The current funding limitations and future funding priority entitlement for Segmented Projects are set forth in the Chapter 62-552 of the Florida Administrative Code. 10.02. LOAN SERVICE FEE. The Loan Service Fee is $53,960 for the Loan amount authorized to date. The fee represents two percent of the Loan amount excluding Capitalized Interest; that is, two percent of S2,697,981. 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 $1,940. 10.03. INTEREST RATE. The rate of interest on the unpaid principal of the Loan amount specified in Section 10_01 is 1.21 percent per annum. However, if this Agreement is not executed by the Project Sponsor and returned to the Department before April 1, 2015, the interest rate may be adjusted. A new 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 I.oan Service Fee and all associated interest from the first two payments. The Semiannual Loam Payment amount may be adjusted, by amendment of this Agreement, based upon revised information. Ater the final disbursement of Loan proceeds, the Semiannual Loan Payment shall be based upon the actual Project costs and actual dates and amounts of disbursements, taking into consideration any previous payments. 18 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 $79,075 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 July 15, 2018 and semiannually thereafter on January 15 and July 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 to be repaid of $2,801,881, which consists of the Loan principal plus the Loan Service Fee with its capitalized interest. 1.0.06. PROJECT COSTS. The Project Sponsor and the Department acknowledge that the actual Project casts have not been determined as of the effective date of this. Agreement. Project cost adjustments may be made as a result of construction bidding or mutually agreed upon Project changes. Capitalized Interest will be recalculated based on actual dates and amounts of Loan disbursements. If the Project Sponsor receives other governmental financial assistance for this Project, the costs funded by such other governmental assistance will not be financed by this Loan. The Department shall establish the fimal Project costs after its final inspection of the Project records. Changes in Project costs may also occur as a result of the Project Sponsor's Project audit or a Department audit. The Project Sponsor agrees to the following estimates of Project costs: PROJECT COSTS CATEGORY Design -Build Construction Technical Services After Contract Award SUBTOTAL (Disbursable Amount) Capitalized Interest TOTAL (Loan Principal Amount) 10.07. SCHEDULE. ZONES 1-6 COST($) 6,900,000 200,000 AUTHORIZED LOAN AMOUNT(S) TO DATE Line items may vary Based on actual disbursements 7,100,000 48,000 2,697,981 48,000 7,148,000 2,745,981 The Project Sponsor agrees by execution hereof: (1) This Agreement shall be effective on September 24, 2014. Invoices submitted for work on or after this date shall be eligible for reimbursement. (2) Completion of Project construction is scheduled for January 15, 2018. 19 (3) The Loan Debt Service Account shall be established and Monthly Loan Deposits shall begin no later than January 15, 2018. (4) A clear site title certification shall be submitted before any construction funds are disbursed. (5) The initial annual certification required under Subsection 2.01(10) of this Agreement shall be due April 15, 2018. Thereafter the certification shall be submitted no later than September 30 of each year until the final Semiannual Loan Payment is made. (6) The first Semiannual Loan Payment in the amount of $79,075 shall be due July 15, 2018. 10.08. SPECIAL CONDITIONS. No construction funds will be disbursed until the Department receives the appropriate permits) and site certification(s). REMAINDER OF PAGE INTENTIONALLY LEFT BLANK 20 ARTICLE XI - EXECUTION OF AGREEMENT This Loan Agreement DW 130331 shall 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 Program Administrator 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 Program Administrator. Attest: SEAL OCKA City ' anager I attest to th opinion expressed . ection 2 02, a tled gal tho ; : t. 1 Ci Attorney for STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION Program Administrator Date State Revolving Fund 21