HomeMy Public PortalAbout22-005 - FDEP Loan Agreement Amendment SRF Drinking WaterSponsored By: City Manager
RESOLUTION NO. 22-005
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF OPA-
LOCKA, FLORIDA, AUTHORIZING THE CITY MANAGER TO
EXECUTE AMENDMENT #1 TO THE DW130331 LOAN AGREEMENT
WITH THE FLORIDA DEPARTMENT OF ENVIRONMENTAL
PROTECTION, RELATING TO THE STATE REVOLVING FUND (SRF)
LOAN PROGRAM FOR DRINKING WATER; PROVIDING FOR
INCORPORATION OF RECITALS; PROVIDING FOR AN EFFECTIVE
DATE.
WHEREAS, the City of Opa-Locka ("City") and the State of Florida Department
of Environmental Protection entered into a Drinking Water Revolving Fund Loan
Agreement, Number DW130331, authorizing a Loan amount of Two Million Six Hundred
Ninety -Seven Thousand Nine Hundred Eighty -One Dollars ($2,697,981.00), excluding
Capitalized Interest; and
WHEREAS, the payoff amount for the Loan Service Fee has been paid. The service
fee established in the original agreement was Fifty -Three Thousand Nine Hundred Sixty
Dollars ($53,960.00); Capitalized interest and Interest on the Loan Service Fee was Two
Thousand Two Hundred Sixty Dollars and Seventeen Cents ($2,260.17) for a total of Fifty -
Six Thousand Two Hundred Twenty Dollars and Seventeen Cents ($56,220.17) in loan
service fee charges; and
WHEREAS, the total amount repaid by the City was Two Hundred Ninety -Six
Thousand, One Hundred Two Dollars and Eighty Cents ($296,102.80), which consisted
of Two Hundred Thirty -Six Thousand, Two Hundred Ninety -Five Dollars ($236,295.00)
disbursed to the City, Three Thousand Five Hundred Eighty -Seven Dollars and Sixty -
Three Cents ($3,587.63) of Capitalized Interest and Interest charges and Fifty -Six
Thousand Two Hundred Twenty Dollars and Seventeen Cents ($56,220.17) of service fee
charges; and
WHEREAS, this proposed amendment will serve as the concluding amendment
establishing the final cost under the Drinking Water State Revolving Loan; and
WHEREAS, the City Commission finds it in the best interest of the City to accept
the terms of the amendment to the DW130331 Loan Agreement, attached hereto as
Exhibit "A".
NOW, THEREFORE, BE IT DULY RESOLVED BY THE CITY COMMISSION OF
THE CITY OF OPA- LOCKA, FLORIDA:
SECTION 1. The recitals to the preamble herein are incorporated by reference.
Resolution No. 22-005
SECTION 2. AUTHORIZATION
The City Commission hereby authorizes the City Manager to execute Amendment
1 to the DW130331 Loan Agreement with the Florida Department of Environmental
Protection, relating to the State Revolving Fund (SRF) loan program for Drinking Water,
attached hereto as Exhibit "A".
SECTION 3. SCRIVENER'S ERRORS
Sections of this Resolution may be renumbered or re -lettered and corrections of
typographical errors, which do not affect the intent of this Resolution may be authorized
by the City Manager, following review by the City Attorney, without need of public
hearing, by filing a corrected copy of same with the City Clerk.
SECTION 4. EFFECTIVE DATE
This Resolution shall take effect upon the adoption and is subject to the approval of the
Governor or Governor's Designee.
PASSED and ADOPTED this 13th day of July, 2022.
Veronica J. Williams, Ma
TEST:
a Flores, City Clerk
APPROV S TO FORM AND
LEGAL ICIENCY:
Burnadette Nor ' -Weeks, P.A.
Moved by: Commissioner Dominguez
Seconded by: Commissioner Bass
2
Resolution No. 22-005
VOTE: 5-0
Commissioner Bass YES
Commissioner Davis YES
Commissioner Dominguez YES
Vice -Mayor Taylor YES
Mayor Williams YES
3
City of Opa-Locka
Agenda Cover Memo
Department
Director:
Gerri Lazarre, Finance
Consultant Acting Finance
Director
Department �
Director Signature:
/ f
G/ G ��"
City Manager:
Darvin Williams, Interim City
Manager
CM Signature:
,41 .).., e �/v�
Ordinance
Other
Commission
Meeting Date:
07/06/2022
Item Type:
(EnterX in box)
Resolution
X
Fiscal Impact:
(Enter X in box)
Yes
No
Ordinance Reading:
(Enter X in box)
1st Reading
2nd Reading
X
Public Hearing:
(EnterX in box)
Yes
No
Yes
No
Funding Source:
Account# :
Governmentwide =
All Funds
(Enter Fund &
Dept)
Ex:
General,
Proprietary
and Special
Revenue
Funds =
Gov't Wide
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 Area:
Strategic Plan Obj./Strategy:
(fist the specific objective/strategy this
item will address)
X
Enhance Organizational X
Bus. & Economic Dev •
Public Safety •
Quality of Education MI
Qual. of Life & City Image X
Communication El
Sponsor Name
City Manager
Department:
Finance
City Manager
Short Title:
A final amendment establishing the final project cost under the Drinking Water State Revolving Fund
Amendment #1 to Loan Agreement DW130331.
Staff Summary:
Attachment:
Amendment #1 —The proposed amendment to the original State Revolving Fund loan agreement for the Drinking
Water Sate Revolving Loan Agreement Number DW130331, authorizing a loan amount of $2,697,981, excluding
capitalized interest. This loan was for design -build construction services. This resolution is to approve the
amendment and provide authorization for signing and final execution with the City and the State of Florida
Department of Environmental Protection.
DRINKING WATER STATE REVOLVING FUND
AMENDMENT 1 TO LOAN AGREEMENT DW130331
CITY OF OPA-LOCKA
This amendment is executed by the STATE OF FLORIDA DEPARTMENT OF
ENVIRONMENTAL PROTECTION (Department) and the CITY OF OPA-LOCKA,
FLORIDA, (Project Sponsor) existing as a local government entity under the laws of the State of
Florida. Collectively, the Department and the Project Sponsor shall be referred to as "Parties" or
individually as "Party".
The Department and the Project Sponsor entered into a Drinking Water State Revolving Fund
Loan Agreement, Number DW130331, authorizing a Loan amount of $2,697,981.00, excluding
Capitalized Interest; and
The Project Sponsor has paid off the amount owed as of July 14, 2021; and
Certain provisions of the Agreement need revision.
The Parties hereto agree as follows:
1. The Loan amount is hereby reduced by $2,461,686. The revised total amount
awarded is $236,295.
2. The Loan Service Fee was paid in full in the payoff amount. The Service Fee
established in the original Agreement was $53,960.00, Capitalized interest and Interest on the
Loan Service Fee was $2,260.17 for a total of $56,220.17 in loan service fee charges.
3. The total amount repaid by the Project Sponsor was $296,102.80, which consisted of
$236,295.00 disbursed to the Project Sponsor, $3,587.63 of Capitalized Interest and Interest
charges and $56,220.17 of service fee charges.
4. Subsection 2.03(1) of the Agreement is deleted and replaced as follows:
(1) The financial assistance authorized pursuant to this Loan Agreement consists of the
following:
Federal Resources, Including State Match, Awarded to the Recipient Pursuant to this Agreement
Consist of the Following:
Federal Program
Number
Federal
Agency
CFDA
Number
CFDA Title
Funding
Amount
State
Appropriation
Category
FS984522-140
EPA
66.468
Capitalization
Grants for Drinking
Water State
Revolving Fund
$236,295
140129
1
5. Section 8.02 of the Agreement is deleted and replaced as follows:
Books, records, reports, engineering documents, contract documents, and papers shall be
available to the authorized representatives of the Department for inspection at any reasonable
time after the Project Sponsor has received a disbursement and until five years after the Final
Amendment date.
6. Project Costs are revised as follows:
The Project Sponsor and the Department acknowledge that changes in Project costs may
occur as a result of an audit. Unless this Agreement is amended subsequent to an audit, the
following Project disbursements shall be final.
CATEGORY PROJECT COSTS ($)
Design -Build Construction $236,295.00
7. The Loan is paid in full.
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
2
This Amendment 1 to Loan Agreement DW130331 may be executed in two or more
counterparts, any of which shall be regarded as an original and all of which constitute but one
and the same instrument.
IN WITNESS WHEREOF, the Department has caused this amendment to the Loan
Agreement to be executed on its behalf by the Secretary or Designee and the Project Sponsor has
caused this amendment to be executed on its behalf by its Authorized Representative and by its
affixed seal. The effective date of this amendment shall be as set forth below by the Department.
for
CITY OF OPA-LOCKA
City Manager
Attest: Approved as to form and legal sufficiency:
City Clerk City Attorney
SEAL
for
STATE OF FLORIDA
DEPARTMENT OF ENVIRONMENTAL PROTECTION
Secretary or Designee Date
3
Sponsored by: City Manager
Resolution No.14-8834
A RESOLUTION OF THE CITY COMMISSION OF THE CITY
OF OPA-LOCHA, FLORIDA, TO AUTHORIZE THE CITY
MANAGER TO ENTER INTO AN AGREEMENT WITH
CENTRAL FLORIDA EQUIPMENT RENTALS, INC., IN AN
AMOUNT NOT TO EXCEED SEVEN HUNDRED THIRTY
THOUSANDTHREE HUNDRED FORTY-FIVE DOLLARS
($730,345.00), FOR REHABILITATION OF SEWER PUMP
STATION 7, PLUS TEN THOUSAND DOLLARS ($10,000) FOR
THE VIDEO (CCTV) FOR THE EXISTING GRAVITY
SYSTEM REQUIRED FOR PIPE CONDITION ASSESSMENT,
PAYABLE FROM ACCOUNT NUMBER 35-535630, A
BUDGETED ITEM; PROVIDING FOR INCORPORATION OF
RECITALS; PROVIDING FOR AN EFFECTIVE DATE
WHEREAS, to be in compliance with DERM regulations, Pump Station 7 must be
rehabilitated with a submersible type pump station, in accordance with Miami -Dade County
Standards; and
WHEREAS, rehabilitation of Pump Station 7 will eliminate potential health risk, sewer
back-up, and will also increase station capacity to allow for future development within the
service area; and
WHEREAS, a Request for Proposal (RFP) was issued for competitive proposals for
rehabilitation of Pump Station 7; and
WHEREAS, the City received five (5) proposals by way of the online automated
e -procurement website, DemandStar and
WHEREAS, of the five proposals, the City Manager recommends Central Florida
Equipment Rentals, Inc., as the most responsible and responsive bidder.
Resolution No. 14-8834
Moved by:
Seconded by:
Commission Vote:
Commissioner Holmes:
Commissioner Johnson:
Commissioner Santiago:
Vice -Mayor Kelley:
Mayor Taylor.
Approved as to form and legal sufficiency:
er
SPOON MARDER, PA
City Attorney
COMMISSIONER SANTIAGO
COMMISSIONER JOHNSON
3-2
YES
NO
NO
YES
YES
STATE OF FLORIDA
DEPARTMENT 01? ENVIRONMENTAL PROTECTION
AND
CM OF OPA LOCKA, FLORIDA
DRINKING WATER STATE REVOLVING FOND
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
6,1 t_i u)13o.33'
C f 44,„`/6g
STATE OF FLORIDA
DEPARTMENT OF ENVIRONMENTAL PROTECTION
AND
CITY' OF OPA-LOCICA, 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
DRINKING WATER STATE REVOLVING FUND CONSTRUCTION LOAN AGREEMENT
CONTENTS PAGE
ARTICLE I - DEFINITIONS 1
1.01. WORDS AND TERMS. 1
1.02. CORRELATIVE WORDS. 3
ARTICLE 11- WARRANTIES,REPRESENTATIONS AND COVENANTS 3
2.01. WARRANTIES, REPRESENTATIONS AND COVENANTS. 3
2.02. LEGAL AUTHORIZATION. 5
2.03. AUDIT AND MONITORING REQUIREMENTS. 5
ARTICLE III - LOAN REPAYMENT ACCOUNT 8
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. 9
ARTICLE IV - PROJECT INFORMATION 9
4.01. PROJECT CHANGES. 9
4.02. 11TLE 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. 10
4.08. DISBURSEMENTS. 10
ARTICLE V - RATES AND USE OF THE WATER AND SEWER SYSTEMS 11
5.01. RATE COVERAGE. 11
5.02. NO FREE SERVICE. 11
5.03. MANDATORY CONNECTIONS. 11
5.04. NO COMPETING SERVICE. 11
5.05. MAINTENANCE OF THE WAl -Eli. AND SEWER SYSTEMS. 11
5.06. ADDITIONS AND MODIFICATIONS. 11
5.07. COLLECTION OF REVENUES. 11
ARTICLE VI - DEFAULTS AND REMEDIES 12
6.01. EVENTS OF DEFAULT. 12
6.02. REMEDIES. 12
6.03. DELAY AND WAIVER. 13
ARTICLE VII - THE PLEDGED REVENUES 13
7.01. SUPERIORITY OF THE PLEDGE TO THE DEPARTMENT. 13
7.02. ADDITIONAL DEBT OBLIGATIONS. 14
ARTICLE VIII - GENERAL PROVISIONS 14
1
DRINKING WATER 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. SEVER.ABILITY CLAUSE. 15
8.08. COMPLIANCE VERIFICATION. 15
8.09. AMERICAN IRON AND STEEL REQUIREMENT. 16
ARTICLE DC - CONSTRUCTION CONTRACTS 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
10.01. PRINCIPAL AMOUNT OF LOAN. 17
10.02. LOAN SERVICE FEE. 18
10.03. INTEREST RATE. 18
10.04. LOAN TERM. 18
10.05. REPAYMENT SCHEDULE. 18
10.06. PROJECT COSTS. 19
10.07. SCHEDULE. ERROR! BOOKMARK NOT DEFINED.
10.08. SPECIAL CONDITIONS. 20
ARTICLE XI - EXECUTION OF AGREEMENT 21
11
DRINKING WATER STATE REVOLVING FUND
CONSTRUCTION LOAN AGREEMENT
DW130331
THIS AGREEMENT is executed by the STATE OF FLORIDA DEPARTMENT OF
ENVIRONMENTAL 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 loaning money to the Project Sponsor,
in the principal amount and pursuant to the covenants hereinafter set forth, it is agreed as
follows:
ARTICLE I - DEFNITIONS
1.01. WORDS AND TERMS.
Words and terms used herein shall have the meanings set forth below:
(1) "Agreement" or "Loan Agreement" shall mean this construction loan agreement.
(2) "Authorized Representative" shall mean the official of the Project Sponsor
authorized by ordinance or resolution to sign documents associated with the Loan.
(3) "Capitalized Interest" shall mean the interest accruing on Loan proceeds from the
time of disbursement until six months before the first Semiannual Loan Payment is due.
Capitalized Interest is financed as part of the Loan principal.
(4) "Depository" shall mean a bank or trust company, having a combined capital and
unimpaired surplus of not less than $50 million, authorized to transact commercial banking or
savings and loan business in the State of Florida and insured by the Federal Deposit Insurance
Corporation.
(5) "Gross Revenues" shall mean all income or earnings received by the Project
Sponsor from the ownership or operation of its Water and Sewer Systems, including investment
income, all as calculated in accordance with generally accepted accounting principles. Gross
Revenues shall not include proceeds from the sale or other disposition of any part of the Water or
1
Sewer System, condemnation awards or proceeds of insurance, except use and occupancy or
business interruption insurance, received with respect to the Water or Sewer System.
(6) "Loan" shall mean the amount of money to be loaned pursuant to this Agreement
and subsequent amendments.
(7) "Loan Application" shall mean the completed form which provides all information
required to support obtaining construction loan financial assistance.
(8) "Loan Debt Service Account" shall mean an account, or a separately identified
component of a pooled cash or liquid account, with a Depository established by the Project
Sponsor for the purpose of accumulating Monthly Loan Deposits and making Semiannual Loan
Payments.
(9) "Loan Service Fee" shall mean an origination fee which shall be paid to the
Department by the Project Sponsor.
(10) "Monthly Loan Deposit" shall mean the monthly deposit to be made by the Project
Sponsor to the Loan Debt Service Account.
(11) "Operation and Maintenance Expense" shall mean the costs of operating and
maintaining the Water and Sewer Systems determined pursuant to generally accepted accounting
principles, exclusive of interest on any debt payable from Gross Revenues, depreciation, and any
other items not requiring the expenditure of cash.
(12) "Pledged Revenues" shall mean the specific revenues pledged as security for
repayment of the Loan and shall be the Gross Revenues derived yearly from the operation of the
Water and Sewer Systems after payment of the Operation and Maintenance Expense and the
sarisffntion of all yearly payment obligations on account of any senior obligations issued
pursuant to Section 7.02 of this Agreement.
(13) "Project" shall mean the works financed by this Loan and shall consist of furnishing
all labor, materials, and equipment to construct the distribution project in accordance with the
plans and specifications accepted by the Department for the following contracts:
(a) "Zone 1 & 2 Drinking Water Project".
(b) "Zone 6 Drinking Water System Project".
The Project is in agreement with the Potable Water Infrastructure Improvements,
Planning Document Report accepted by the Department effective September 17, 2014. A
Florida Categorical Exclusion Notification was published on July 31, 2014 and no adverse
comments were received. The Project is an Equivalency Project as defined in Chapter 62-552,
Florida Administrative Code.
(14) "Semiannual Loan Payment" shall mean the payment due from the Project Sponsor
to the Department at six-month intervals.
2
(15) "Sewer System" shall mean 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.
1.02. CORRELATIVE WORDS.
Words of the masculine gender shall be understood to include correlative words of the
feminine and neuter genders. Unless the context shall otherwise indicate, the singular shall
include the plural and the word "person" shall include corporations and associations, including
public bodies, as well as natural persons.
ARTICLE II - WARRANTIES, REPRESENTATIONS AND COVENANTS
2.01. WARRANI1ES, REPRESENTATIONS AND COVENANTS.
The Project Sponsor warrants, represents and covenants that
(1) The Project Sponsor has full power and authority to enter into this Agreement and to
comply with the provisions hereof.
(2) The Project Sponsor currently is not the subject of bankruptcy, insolvency, or
reorganization proceedings and is not in default of, or otherwise subject to, any agreement or any
law, administrative regulation, judgment, decree, note, resolution, charter or ordinance which
would currently restrain or enjoin it from entering into, or complying with, this Agreement.
(3) There is no material action, suit, proceeding, inquiry or investigation, at law or in
equity, before any court or public body, pending or, to the best of the Project Sponsor's
knowledge, threatened, which seeks to restrain or enjoin the Project Sponsor from entering into
or complying with this Agreement.
(4) All permits, real property interests, and approvals required as of the date of this
Agreement have been obtained for construction and use of the Project The Project Sponsor
knows of no reason why any future required permits or approvals are not obtainable.
(5) The Project Sponsor shall undertake the Project on its own responsibility, to the
extent permitted by law.
(6) To the extent permitted by law, the Project Sponsor shall release and hold harmless
the State, its officers, members, and employees from any claim arising in connection with the
Project Sponsor's actions or omissions in its planning, engineering, administrative, and
construction activities financed by this Loan or its operation of the Project
(7) All Project Sponsor representations to the Department, pursuant to the Loan
Application and Agreement, were true and accurate as of the date such representations were
made. The financial information delivered by the Project Sponsor to the Department was current
and correct as of the date such information was delivered. The Project Sponsor shall comply
3
with Chapter 62-552, Florida Administrative Code, and all applicable State and Federal laws,
rules, and regulations which are identified in the Loan Application or Agreement. Minority and
Women's Business Enterprise goals as stated in the plans and specifications apply to this Project.
To the extent that any assurance, representation, or covenant requires a future action, the Project
Sponsor shall take such action as is necessary for compliance.
(8) The Project Sponsor shall maintain records using Generally Accepted Governmental
Accounting Standards established by the Governmental Accounting Standards Board. As part of
its bookkeeping system, the Project Sponsor shall keep accounts of the Water and Sewer
Systems separate from all other accounts and it shall keep accurate records of all revenues,
expenses, and expenditures relating to the Water and Sewer Systems, and of the Pledged
Revenues, Loan disbursement receipts, and Loan Debt Service Account.
(9) In the event the anticipated Pledged Revenues are shown by the Project Sponsor's
annual budget to be insufficient to make the Semiannual Loan Payments for such Fiscal Year
when due, the Project Sponsor shall include in such budget other legally available non -ad
valorem funds which will be sufficient, together with the Pledged Revenues, to make the
Semiannual Loan Payments. Such other legally available non -ad valorem funds shall be
budgeted in the regular annual governmental budget and designated for the purpose provided by
this Subsection, and the Project Sponsor shall collect such funds for application as provided
herein. The Project Sponsor shall notify the Department immediately in writing of any such
budgeting of other legally available non -ad valorem funds. Nothing in this covenant shall be
construed as creating a pledge, lien, or charge upon any such other legally available non -ad
valorem funds; requiring the Project Sponsor to levy or appropriate ad valorem tax revenues; or
preventing the Project Sponsor from pledging to the payment of any bonds or other obligations
all or any part of such other legally available non -ad valorem funds.
(10) Each year, beginning three months before the first Semiannual Loan Payment and
ending with the year during which the final Loan repayment is made, the Project Sponsor's
Authorized Representative or its chief financial officer shall submit, pursuant to the schedule
established in Section 10.07, a certification that (a) Pledged Revenue collections satisfy the rate
coverage requirement (b) the Loan Debt Service Account contains the funds required; and (c)
insurance in effect for the facilities generating the Pledged Revenues adequately covers the
customary risks to the extent that such insurance is available.
(11) Pursuant to Section 216.347 of the Florida Statutes, the Project Sponsor shall not
use this Loan for the purpose of lobbying the Florida Legislature, the Judicial Branch, or a State
agency.
(12) The Project Sponsor agrees to construct the Project in accordance with the Project
schedule set forth in Section 10.07. Delays incident to strlces, riots, acts of God, and other
events beyond the reasonable control of the Project Sponsor are excepted. If for any reason
construction is not completed as scheduled, there chart be no resulting diminution or delay in the
Semiannual Loan Payment or the Monthly Loan Deposit.
(13) The Project Sponsor covenants that this Agreement is entered into for the purpose
of constructing, refunding, or refinancing the Project which will in all events serve a public
4
purpose. The Project Sponsor covenants that it will, under all conditions, complete and operate
the Project to fulfill the public need.
2.02. LEGAL AUTHORIZATION.
Upon signing this Agreement, the Project Sponsor's legal counsel hereby expresses the
opinion, subject to laws affecting the rights of creditors generally, that:
(1) This Agreement has been duly authorized by the Project Sponsor and shall constitute
a valid and legal obligation of the Project Sponsor enforceable in accordance with its terms upon
execution by both parties; and
(2) This Agreement specifies the revenues pledged for repayment of the Loan, and the
pledge is valid and enforceable.
2.03. AUDIT AND MONITORING REQUIREMENTS.
The Project Sponsor agrees to the following audit and monitoring requirements.
(1) The financial assistance authorized pursuant to this Loan Agreement consists of the
following:
Federal Resources, Including State Match, Awarded to the Recipient Pursuant to this Agreement
Consist of the Following:
Federal
Program
Number
Federal
Ajency
CFDA
Number
Funding
Amount
State
Appropriation
Category
CFDA Title
F5984522
-140
EPA
66.468
-
Capitalization Grants
for Drinking Water
State Revolving Fund
$2,697,981
140129
(2) Audits.
(a) In the event that the Project Sponsor expends $750,000 or more in Federal awards in
its fiscal year, the Project Sponsor must have a single or program -specific audit conducted in
accordance with the provisions of OMB Circular A-133, as revised. Subsection 2.03(1) of this
Agreement indicates that Federal funds are awarded through the Department by this Agreement.
In determining the Federal awards expended in its fiscal year, the Project Sponsor shall consider
all sources of Federal awards, including Federal resources received from the Department of
Environmental Protection. The determination of amounts of Federal awards expended should be
in accordance with the guidelines established by OMB Circular A-133, as revised. An audit of
the Project Sponsor conducted by the Auditor General in accordance with the provisions of OMB
Circular A-133, as revised, will meet the requirements of this part
(b) In connection with the audit requirements addressed in the preceding paragraph (a),
the Project Sponsor'shall fulfill the requirements relative to auditee responsibilities as provided
in Subpart C of OMB Circular A-133, as revised.
5
(c) If the Project Sponsor expends less than $750,000 in Federal awards in its fiscal year,
an audit conducted in accordance with the provisions of OMB Circular A-133, as revised, is not
required. The Local Government shall inform the Department of findings and recominendations
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 Project Sponsor expends less than
$750,000 in Federal awards in its fiscal year and elects to have an audit conducted in accordance
with the provisions of OMB Circular A-133, as revised, the cost of the audit must be paid from
non -Federal resources (i.e., the cost of such an audit must be paid from Project Sponsor
resources obtained from other than Federal entities).
. (d) The. Project Sponsor may access information regarding the Catalog of Federal
Domestic Assistance (CFDA) via the internet at www.cfda.aov/index?cck=1&au=&ck=.
(3) Report Submission.
(a) Copies of reporting packages for audits conducted in accordance with OMB Circular
A-133, as revised, and required by Subsection 2.03(2) of this Agreement shall be submitted,
when required by Section .320 (d), OMB Circular A-133, as revised, by or on behalf of the
Project Sponsor directly to each of the following:
(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 Clearinghouse designated in OMB Circular A-133, as revised (the
number of copies required by Sections .320 (d)(1) and (2), OMB Circular A-133, as
revised, should be submitted to the Federal Audit Clearinghouse), at the following
address:
Federal Audit Clearinghouse
Bureau of the Census
1201 East 10th Street
Jeffersonville, IN 47132
Submissions of the Single Audit reporting package for fiscal periods ending on or
after January 1, 2008, must be submitted using the Federal Clearinghouse's Internet
Data Entry System which can be found at httpf/harvester.census.gov/fac/
(iii) Other Federal agencies and pass -through entities in accordance with Sections .320(e)
and (f), OMB Circular A-133, as revised.
(b) Pursuant to Section .320(f), OMB Circular A-133, as revised, the Project Sponsor
shall submit a copy of the reporting package described in Section .320(c), OMB Circular A-133,
as revised, and any management letters issued by the auditor, to the Depart went at the address
listed under Subsection 2.03(3)(a) of this Agreement.
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(c) 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 OMB
Circular A-133, Florida Statutes, or Chapters 10.550 (local governmental entities) or 10.650
(nonprofit and for-profit organizations), Rules of the Auditor General, as applicable.
(d) Project Sponsors, when submitting financial reporting packages to the Department for
audits done in accordance with OMB Circular A-133, or Chapters 10.550 (local governmental
entities) or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General, should
indicate the date that the reporting package was delivered to the Project Sponsor in
correspondence accompanying the reporting package.
(4) Project -Specific Audit.
Within 12 months after the amendment establishing final Project costs, the Project
Sponsor shall submit to the Department a Project -specific audit report for the Loan related
revenues and expenditures. The audit ghall address Loan disbursements received, Project
expenditures, and compliance with Loan Agreement covenants. The Project Sponsor shall cause
the auditor to notify the Department immediately if anything comes to the auditor's attention
during the examination of records that would constitute a default under the Loan Agreement.
The audit findings shall set aside or question any costs that are unallowable under Chapter 62-
552, Florida Administrative Code. A final determination of whether such costs are allowed shall
be made by the Department.
(5) Record Retention.
The Project Sponsor shall retain sufficient records demonstrating its compliance with the
terms of this Agreement for a period of five years from the date the audit report is issued, and
shall allow the Department, or its designee, Chief Financial Officer, or Auditor General access to
such records upon request. The Project Sponsor shall ensure that audit working papers are made
available to the Department, or its designee, Chief Financial Officer, or Auditor General upon
request for a period of five years from the date the audit report is issued, unless extended in
writing by the Department.
The Project Sponsor is hereby advisedthat the Federal and/or Florida Single Audit Act
Requirements may further apply to lower tier transactions that may be a result of this Agreement.
For federal financial assistance, the Project Sponsor shall utilize the guidance provided under
OMB Circular A-133, Subpart B, Section .210 for determining whether the relationship
represents that of a subrecipient or vendor.
The Project Sponsor should confer with its chief financial officer, audit director or
contact the Department for assistance with questions pertaining to the applicability of these
requirements.
(6) Monitoring.
In addition to reviews of audits conducted in accordance with OMB Circular A-133, as
revised (see audit requirements above), 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 Agreement, the Project Sponsor 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 Project
Sponsor is appropriate, the Project Sponsor agrees to comply with any additional instructions
provided by the Department to the Project Sponsor regarding such audit The Project Sponsor
further agrees to comply and cooperate with any inspections, reviews, investigations, or audits
deemed necessary by the Chief Financial Officer or Auditor General.
ARTICLE in - LOAN REPAYMENT ACCOUNT
3.01. LOAN DEBT SERVICE ACCOUNT.
The Project Sponsor shall establish a Loan Debt Service Account with a Depository and
begin making Monthly Loan Deposits no later than the date set forth for such action in
Section 10.07 of this Agreement.
Beginning six months prior to each Semiannual Loan Payment, the Project Sponsor shall
make six Monthly Loan Deposits. The first five deposits each shall be at least equal to one -sixth
of the Semiannual Loan Payment. The sixth Monthly Loan Deposit shall be at least equal to the
amount required to make the total on deposit in the Loan Debt Service Account equal to the
Semiannual Loan Payment amount, taking into consideration investment earnings credited to the
account pursuant to Section 3.02.
Any month in which the Project Sponsor fails to make a required Monthly Loan Deposit,
the Project Sponsor's chief financial officer shall notify the Department of such failure. In
addition, the Project Sponsor agrees to budget, by amendment if necessary, payment to the
Department from other legally available non -ad valorem funds all sums becoming due before the
same become delinquent. This requirement shall not be construed to give superiority to the
Department's claim on any revenues over prior claims of general creditors of the Project
Sponsor, nor shall it be construed to give the Department the power to require the Project
Sponsor to levy and collect any revenues other than Pledged Revenues.
3.02. INVESTMENT OF LOAN DEBT SERVICE ACCOUNT MONEYS.
Moneys on deposit in the Loan Debt Service Account shall be invested pursuant to the
laws of the State of Florida Such moneys may be pooled for investment purposes. The maturity
or redemption date of investments shall be not later than the date upon which such moneys may
be needed to make Semiannual Loan Payments. The investment earnings shall be credited to the
Loan Debt Service Account and applied toward the Monthly Loan Deposit requirements.
3.03. LOAN DEBT SERVICE ACCOUNT WITHDRAWALS.
The withdrawal of moneys from the Loan Debt Service Account shall be for the sole
purpose of making the Semiannual Loan Payment or for discharging the Project Sponsor's
obligations pursuant to Section 8.01.
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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 N - PROJECT INFORMATION
4.01. PROJECT CHANGES.
Project changes prior to bid opening shall be made by addendum to plans and
specifications. Changes after bid opening shall be made by change order. The Project Sponsor
shall submit all addenda and all change orders to the Department for an eligibility determination.
After execution of all construction, equipment and materials contracts, the Project contingency
may be reduced.
4.02. TITLE TO PROJECT SHE.
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 permits and approvals required for construction of the Project or
portion of the Project fimded 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. 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. DISBURSEMENTS.
Disbursements shall be made only by the State Chief Financial Officer and only when the
requests for such disbursements are accompanied by a Department certification that such
withdrawals are proper expenditures. Disbursements shall be made directly to the Project
Sponsor for engineering and administrative allowances, and reimbursement of the incurred
construction costs and related services. 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.
ARTICLE V - RATES AND USE OF THE WATER AND SEWER SYSTEMS
5.01. RATE COVERAGE.
The Project Sponsor shall maintain rates and charges for the services furnished by the
Water and Sewer Systems which will be sufficient to provide, in each Fiscal Year, Pledged
Revenues equal to or exceeding 1.15 times the sum of the Semiannual Loan Payments due in
such Fiscal Year. In addition, the Project Sponsor shall satisfy the coverage requirements of all
senior and parity debt obligations.
5.02. NO FREE SERVICE.
The Project Sponsor shall not permit connections to, or furnish any services afforded by,
the Water or Sewer System without making a charge therefore based on the Project Sponsor's
uniform schedule of rates, fees, and charges.
5.03. MANDATORY CONNECTIONS.
The Project Sponsor shall adopt, as necessary, and enforce requirements, consistent with
applicable laws, for the owner, tenant or occupant of each building located on a lot or parcel of
land which is served, or may reasonably be served, by the Sewer System to connect such
building to the Sewer System.
5.04. NO COMPETING SERVICE.
The Project Sponsor Shall not allow any person to provide any services which would
compete with the Water or Sewer System so as to adversely affect Gross Revenues.
5.05. MAINTENANCE OF THE WATER AND SEWER SYSTEMS.
The Project Sponsor shall operate and maintain the Water and Sewer Systems in a proper,
sound and economical manner and shall make all necessary repairs, renewals and replacements.
5.06. ADDITIONS AND MODIFICATIONS.
The Project Sponsor may make any. additions, modifications or improvements to the
Water and Sewer Systems which it deems desirable and which do not materially reduce the
operational integrity of any part of the Water or Sewer System. All such renewals, replacements,
additions, modifications and improvements shall become part of the Water and Sewer Systems.
5.07. COLLECTION OF REVENUES.
The Project Sponsor shall use its best efforts to collect all rates, fees and other charges
due to it. The Project Sponsor shall establish liens on premises served by the Water or Sewer
System for the amount of all delinquent rates, fees and other charges where such action is
permitted by law. The Project Sponsor shall, to the full extent permitted by law, cause to
discontinue the services of the Water and Sewer Systems and use its best efforts to shut off water
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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, chall
not be vacated or discharged or stayed on appeal within 60 days after the entry thereof.
(5) Any proceeding instituted, with the acquiescence of the Project Sponsor, for the
purpose of effecting a composition between the Project Sponsor and its creditors or for the
purpose of adjusting the claims of such creditors, pursuant to any federal or state statute now or
hereafter enacted, if the claims of such creditors are payable from Gross Revenues of the Water
or Sewer System.
(6) Any bankruptcy, insolvency or other similar proceeding instituted by, or against, the
Project Sponsor under federal or state bankruptcy or insolvency law now or hereafter in effect
and, if instituted against the Project Sponsor, is not dismissed within 60 days after filing.
(7) Failure of the Project Sponsor to give immediate written notice of default to the
Department and such failure shall continue for a period of 30 days.
6.02. REMEDIES.
Upon any event of default and subject to the rights of others having prior liens on the
Pledged Revenues, the Department may enforce its rights by any of the following remedies:
(1) By mandamus or other proceeding at law or in equity, cause to establish rates and
collect fees and charges for use of the Water and Sewer Systems, and to require the Project
Sponsor to fulfill this Agreement.
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(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
=obligated 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 on the unpaid
principal of the Loan to as much as 1.667 times the Loan interest rate for a default under
Subsection 6.01(1).
6.03. DELAY AND WAIVER
No delay or omission by the Department to exercise any right or power accruing upon 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.
From and after the effective date of this Agreement, the Department shall have a lien on
the Pledged Revenues, which along with any other Department State Revolving Fund liens on
the Pledged Revenues, on equal priority, will be prior and superior to any other lien, pledge or
assignment with the following exception. All obligations of the Project Sponsor under this
Agreement shall be junior, inferior, and subordinate in all respects in right of payment and
security to 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 makes a determination, based upon facts
deemed sufficient by the Department, that the remaining Pledged Revenues will, in each Fiscal
Year, equal or exceed 1.15 times the debt service coming due in each Fiscal Year under the
terms of this Agreement.
7.02. ADDITIONAL DEBT OBLIGATIONS.
The Project Sponsor may issue additional debt obligations on a parity with, or senior to,
the lien of the Department on the Pledged Revenues provided the Department's written consent
is obtained. Such consent 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 annual combined
debt service requirements of this Agreement and the obligations proposed to be issued by the
Project Sponsor and will satisfy the coverage requirements of all other debt obligations secured
by the Pledged Revenues.
ARTICLE VIII - GENERAL PROVISIONS
8.01. DISCHARGE OF OBLIGATIONS.
All 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 Pmject Sponsor shall
cause its engineers and contractors to cooperate during Project inspections, including making
available working copies of plans and specifications and supplementary materials.
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8.04. ASSIGNMENT OF RIGHTS UNDER AGREEMENT.
The Department may assign any part of its rights under this Agreement after notification
to the Project Sponsor. The Project Sponsor shall not assign rights created by this Agreement
without the written consent of the Department.
8.05. AMENDMENT OF AGREEMENT.
This Agreement may be amended in writing, except that no amendment shall be
permitted which is inconsistent with statutes, rules, regulations, executive orders, or written
agreements between the Department and the U.S. Environmental Protection Agency. This
Agreement may be amended after all construction contracts are executed to re-establish the
Project cost, Loan amount Project schedule, and Semiannual Loan Payment amount. A final
amendment establishing the final Project costs shall be completed after the Department's final
inspection of the Project records.
8.06. ANNULMENT OF AGREEMENT.
The Department may unilaterally annul this Agreement if the Project Sponsor has not
drawn any of the Loan proceeds 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.
Natty 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 verify that contractors or subcontractors
are paying the appropriate wage rates. Project Sponsors shall immediately conduct interviews in
response to an alleged violation of the prevailing wage requirement As provided in 29 CFR
5.6(aX5) 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.Sheryl@epamaii.epa.gov and to the appropriate DOL Wage and Hour District Office
listed at http://www.doLgov/whd/america2.htm.
8.09. AMERICAN IRON AND S IBEL 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 Environmental Protection Agency
(EPA) or (b) compliance would be inconsistent with United States obligations under
international agreements.
9.02. SUBMITTAL OF CONSTRUCTION CONTRACT DOCUMENTS.
After the Department's authorization to award, construction contracts has been received,
the Project Sponsor shall submit:
(1) Contractor insurance certifications.
(2) Executed Contract(s).
(3) Notices to proceed with construction.
9.03. INSURANCE REQUIRED.
The Project Sponsor shall cause the Project, as each part thereof is certified by the
engineer responsible for overseeing construction as completed, and the Water and Sewer
Systems (hereafter referred to as "Revenue Producing Facilities") to be insured by an insurance
company or companies licensed to do business in the State of Florida against such damage and
destruction risks as are customary for the operation of Revenue Producing Facilities of like size,
type and location to the extent such insurance is obtainable from time to time against any one or
more of such risks.
The proceeds of insurance policies received as a result of damage to, or destruction of,
the Project or the other Revenue Producing Facilities, shall be used to restore or replace damaged
portions of the facilities. If such proceeds are insufficient, the Project Sponsor shall provide
additional funds to restore or replace the damaged portions of the facilities. Repair, construction
or replacement shall be promptly completed.
ARTICLE X - DETAILS OF FINANCING
10.01. PRINCIPAL AMOUNT OF LOAN.
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.
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Capitalized Interest is not disbursed to the Project Sponsor, but is amortized via periodic
Loan repayments to the Department as if it were actually disbursed. Capitalized Interest is
computed at the interest rate, or rates, set for the Loan. It accrues and is compounded annually
from the time when disbursements are made until six months before the first Semiannual Loan
Payment is due. Capitalized Interest is estimated prior to establishing the schedule of actual
disbursements.
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
62-552 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
$2,697,981. 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 Loan Service Fee and all associated interest
from the first two payments. The Semiannual Loan Payment amount may be adjusted, by
amendment of this Agreement, based upon revised information. After the final disbursement of
Loan proceeds, the Semiannual Loan Payment shall be based upon the actual Project costs and
actual dates and amounts of disbursements, taldng 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 ofthe 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
$2,801,881, which consists ofthe Loan principal plus the Loan Service Fee with its capitalized
interest.
10.06. PROJECT COSTS.
The Project Sponsor and the Department acknowledge that the actual Project costs have
not been determined as of the effective date of this Agreement. Project cost adjustments may be
made as a result of construction bidding or mutually agreed upon Project changes. Capitalized
Interest will be recalculated based on actual dates and amounts of Loan disbursements. If the
Project Sponsor receives other governmental financial assistance for this Project, the costs
funded by such other governmental assistance will not be financed by this Loan. The
Department shall establish the final Project costs after its final inspection of the Project records.
Changes in Project costs may also occur as a result of the Project Sponsor's Project audit or a
Department audit. The Project Sponsor agrees to the following estimates of Project costs:
PROJECT COSTS
• CATEGORY
ZONES 1-6
COST($)
AUTHORIZED
LOAN AMOUNT(S)
TO DATE
Design -Build Construction
Technical Services After Contract Award
SUBTOTAL (Disbursable Amount)
Capitalized Interest
TOTAL (Loan Principal Amount)
6,900,000
200,000
7,100,000
48,000
7,148,000
Line items may vary
Based on actual
disbursements
2,697,981
48,000
2,745,981
10.07. SCHEDULE.
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
permit(s) 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.
ENT WITNESS WHEREOF, the Deparnnent 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 Authaonrized Representative and by its affixed seal. The effective
date of this Agreement shall be as set forth below by the Program Administrator.
Attest
City Cleric
SEAL
OCKA
I attest to the opinion expressed. in Section
202, a' . r.1, Andaorizati•4.
for
STATE OF FLORIDA
EPARTMENT OF ENVIRONMENTAL PROTECTION
11tUL!_Of FEB 18 Z015
Adm€nistrator Date
Revolving Fund
21
Sponsored by: City Manager
RESOLUTION NO. 144840
A RESOLUTION OF THE CITY COMMISSION OF THE
CITY OF OPA-LOCKA, FLORIDA, AUTHORIZING THE
CITY MANAGER TO EXECUTE THE STATE REVOLVING
LOAN CONSTRUCTION AGREEMENT, IN THE AMOUNT
OF $1.9,662,523, FOR STORM WATER FACILITIES
PROJECTS AS REQUIRED BY THE STATE OF FLORIDA
DEPARTMENT OF ENVIRONMENTAL PROTECTION;
PROVIDING INCORPORATION OF RECITALS;
PROVIDING FOR AN EFFECTIVE DATE
WHEREAS, the City of Opa locka applied to the State Revolving Loan Storm Water
Program provides loans to assist the City of Opa-locka infrastructure with its storm water
facilities improvement; and
WHEREAS, the Florida Department of Environment Protections' has approved State
Revolving Storm Water Construction Loan Agreement SW13032; and
WHEREAS, the loan will aid in improving the quality of Storm Water to residents,
businesses, visitors and guests; and provide installations, upgrades, and replacements to the
City's aging infrastructure systems; and
WHEREAS, the City Commission of the City Opa-locka, Florida, desires to authorize the
City Manager to execute the State Revolving Loan Construction Agreement for the Storm Water
Infrastructure systems.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF
THE CITY OF OPA-LOCKA, FLORIDA AS, AS FOLLOWS:
Section 1. The recitals to the preamble herein are incorporated by reference.
Section 2. The City Commission of the City of Opa-locka hereby authorizes and
directs the City Manager to execute the State Revolving Loan Construction Agreement
Federa l Program Number: FS984522-140
CFDA Number 66.468
CFDA Tile: Capitalization Giants f or Dri nki ng Water St ale Revolving Furl
Stale Appropriation Category: 140129
Interest 1. 21%
Initial Funding Amount 52,697,981
AmoAized Amount 82,801,881.00
Loan Term 40 Semiannual Payments
DW138331
ADP
1, U - I nterest
/��'i Principal One D ue in 1
FY Prin cipal Paid Nernst T otal Payment Balance in 1 Y ear Year
2723/2015
2018 1 7/15/2018 62,123.81 15,951.39 79,075 .00 2,739 ,757 .39 9.303.76 973012016 125,377.04 32,772.06 OW13033-
2018 2 1/15720191' 62,499.' ..18,675:64 79,075 .00 2,677,267.93 'DW13033 '
719 3 3/15400 10 >~ 62,577:58 16,197.42 79.075 .00 2814,380 .36 8,878.00 9/30/2019 128,896 .69V/31,251.31 DA/13033'
2019 416,51071/16/2020 '63,257. 99 15,817.01 79;075 .00 2,551,122.36 DW13033'
2020 •.57 7/152 020 63,640:70- 15,434.30 _ 79,075 .00 2.4137,481.88 8,447.07 9/3072020 126,438.82 29,711.18 DW13033 '
2020 6 1/1612021 84,025.73 15,049.27 79 .075 .00 2,423,48833 09913033'
2021 7.5�60f, /15/2021 64,413.09 14,681.91 79,075.06 2,359,042.84 8,010.92 9/30/2021 129,997 .63 28,152 .37 0W13033 '
2021 1/15/2022 84802.79 14,272.21 -/.79,075.00 2,294,240.05 DA/13033'
2022 8 1.,"'"2, 7/162022 65,194.84 13,880. 16 33,075 .00 2,229,046 21 7,669.47 8T30120Zi 131,678 .38 28,674.84 DW13033 '
2022 10u 1/15/2023 8588927 13,485.73 79,075 .00 2,183,45534 0W13033'
2023 11 77162623 85,986.99 13,08891 79,075.00 2,097,469 .85 7,122 .66 9/302023 133,172 .23 24,977 .77 13111/13033-
2023 12 1/152 024 66,385. 30 12,889.70 79,075.00 2,031,084 55 DW13033'
2024 13 7/1572024 86,786.93 12,288.07 79,075.00 1,984,297 .62 6,670.43 97302024 134,788.49 23,381 .51 0W13033'
2024 14 1/15/2025 87,190. 99 11,884.01 79,076.00 1,897,106.63 0W13033'
2025 15 7/1522025 67,697.50 11,477. 50 79,075.00 1,929,608.13 6,212 .71 9/30/2025 136,424.36 21,725.64 DW13033 '
2025 16 1/152028 68,008.46 11,068.54 79,075. 00 1,781,502.87 DW13033'
2026 17 7/162028 68,417.80 10857.10 79,975. 00 1,893,084.77 ' 5,749.43 9!30/2026 138,080 .09 20,088.91 DW13033'
2026 18 1/15/2027 68,831.83 10,243.17 79,076. 00 1824,252.64 OW13033'
2027... .. "19 — . .7/15/2027 ' 69;24828 .. .9,826:74—. ....19;075:00.. 1,665,004:68 '5,280 .54' 9/302027. ..139,755.92 18,394.08 DW13033'
2027 20 1/15/2028 89867. 22 9,407.78 79,075.00 1,485,337. 48 DW13033'
2028 21 7/1512026 70,998.70 8,988.30 79,075.0 1,415,248. 78 4,805 .96 9/30/2028 141,452.08 16,897 .92 OW13033 '
2028 22 1/162 029 70,512.74 8882.26 79,078.00 1,344,736. 02 D1153033-
2029 23 72512079 70,939. 34 8,135. 68 79,078.00 1,273,796. 68 4,326.80 9/3012029 143,188 .83 14,981.17 09913033 '
2029 24 1/15/2030 71,368. 53 7,708.47 79,075.00 1,202,428. 15 DW13033'
2030 25 7/15/2090 71,800. 30 7,274.70 79,076.0D 1,130,827.85 3,839. 42 9/30/2030 144,906.42 13,243.58 OW13033'
2030 28 1/152031 72,234.70 5,840.30 79,075.00 1,058,393.15 DW13033'
2031 27 7/15/2031 72,671. 72 8,40328 79,07590 985,721.43 3,347. 35 9730/2031 148 ,885.08 11,484.82 DW13033-
2031 28 1/15/2032 73,11138 5,963.62 79,078.00 912,610.05 09913033'
2032 29 7115/2032 73,553. 70 5,521.30 79,075.00 839,058.35 2,84930 9/3012032 148.446.10 9,704.90 DW13033'
2032 30 1/18/2033 73,898.70 5,078.30 79,075.00 766,057.65 0W13038'
2033 31 7/1512033 74,446.40 4,628.60 79,075.00 69081125 2, 345.20 9130/2033 180,246 .72 7,903.28 DW13033'
2033 32 1/152 034 74,895. 80 4,178. 20 79,078. 00 615,714.45 DW13033'
2034 33 7152 034 75,349.92 3,726. 09 79,075.00 540,384.53 1,634.99 9/30/2034 152,07020 6,079.80 1315/13033--
2034 34 1/1512035 75,806. 79 3,269.21 79,075.00 484,558.74 DW13033'
2035 35 7/16/20.35 78,284.41 2,810.59 79,078.00 388,294. 33 1,318.58 9130/2035 153,916.82 4,234.18 09913633'
2036 36 1/15/2038 76,725.81 2,349. 19 79,075.00 311,888.62 DW13033'
2036 37 7/15/2036 77,190. 01 1,8842 9 79,075.00 234,378.51 796. 91 9/302038 155,783,84 2,388.18 DW13033'
2036 38 1/15/2037 77,857.01 1, 417.99 79,075.00 158,721.60 DW13033'
2037 39 7/152 037 78,126.83 948.17 79,075.00 78,594.67 266.89 9/30/2037 78,584.87 475.50 DW13033'
2037 40 1/15/2038 78,594. 67 476.60 79,070. 17 0.00 DW13033'
Debt service :
P
2018 62,123. 61 18, 951.39
2019 1253 77.04 " � j� 32,772.86 i'tr�..d D.. . ,r1+- 1ye ,,�fYM'-/. 5372
2020 128,899.69'°x, 4 ,110 (7,2,„31,251.31
2021 128,438. 82 UV29,711. 18
2022 129,997.63 28,152. 37
2023-2037 2,229,0462 1 222,274.98
2,8 01,881 50 r_777:77.821123341.04053,58,: .:
Total
1
1 1911. *stool
2,801,881.00
Z4s01,881.00 381,114. 17