Agenda 05/08/2012 Item #16C25/8/2012 Item 16.C.2.
EXECUTIVE SUMMARY
Recommendation to approve Amendment One to the State Revolving Fund Loan
Agreement through the Florida Department of Environmental Protection for the Tamiami
Wells 34 and 37 and Pipeline Replacement Project, project number 701582, reducing the
loan amount by $368,002.
OBJECTIVE: Obtain authorization to submit Amendment One to the State Revolving Fund
(SRF) Loan Agreement (DW 1111 010) with the Department of Environmental Protection
(FDEP).
CONSIDERATIONS: On July 22, 2008, the Board of County Commissioners approved
Resolution 2008 -211 authorizing the county to submit an SRF low interest rate construction loan
application, and authorizing the Loan Agreement with the FDEP for the Tamiami Wells 34 and
37 and Pipeline Replacement Project, project number 701582.
The Loan Agreement was fully executed on behalf of the state of Florida and the FDEP by the
Chief Executive Officer on September 18, 2008. The Agreement authorized a disbursable
amount of $3,200,000 (Attachment A).
Amendment One establishes the final disbursable amount at $2,831,998 (Attachment B). This
reduces the loan amount by $368,002. Reducing the loan amount recalculates the semiannual loan
payment to $93,803.37, which is a reduction of $14,235.63. Amendment One also revises the
FDEP address for reporting, increases the County's records retention requirement to five years,
requires project specific audits to be submitted within twelve months of the effective date of
Amendment One, and acknowledges that changes in project costs may occur as the result of the
audit. Unless this Agreement is amended subsequent to an audit, the disbursements are final.
This executive summary was reviewed and approved by the County Finance Committee on April
27, 2012.
FISCAL IMPACT: SRF Loan Amendment One adjusts the Loan Amount, excluding capitalized
interest, to $2,831,998. The semiannual loan repayment amount has been adjusted to $93,803.37
over a 20 -year loan cycle at a financing rate of 2.79 %. The source of funds is the Water Capital
Fund 412.
GROWTH MANAGEMENT IMPACT: The approval of this request has no impact on the
county's Growth Management Plan.
LEGAL CONSIDERATIONS: This item is legally sufficient and requires a majority vote. -
JBW
RECOMMENDATIONS: That the Board of County Commissioners, as the Ex- Officio
Governing Board of the Collier County Water -Sewer District, approve the amendment and
authorize the chairman to sign Amendment One to the State Revolving Fund Loan Agreement
(DW1111 010) with the Florida Department of Environmental Projection for the Tamiami Wells
34 and 37 and Pipeline Replacement Project, project number 701582.
PREPARED BY: Laura A. Zautcke, Senior Management and Budget Analyst, Public Utilities,
Operations Support
Attachment A: State Revolving Fund Loan Agreement DW 1111 010
Attachment B: Amendment One to Loan Agreement DW1111 010
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5/8/2012 Item 16.C.2.
COLLIER COUNTY
Board of County Commissioners
Item Number: 16.C.2.
Item Summary: Recommendation to approve Amendment One to the State Revolving
Fund Loan Agreement through the Florida Department of Environmental Protection for the
Tamiami Wells 34 and 37 and Pipeline Replacement Project, project number 701582, reducing
the loan amount by $368,002.
Meeting Date: 5/8/2012
Prepared By
Name: ZautckeLaura
Title: Management Analyst, Senior, Utility Finance Ops.
4/12/2012 12:50:01 PM
Submitted by
Title: Management Analyst, Senior, Utility Finance Ops.
Name: ZautckeLaura
4/12/2012 12:50:04 PM
Approved By
Name: HapkeMargie
Title: Operations Analyst, Public Utilities
Date: 4/12/2012 1:32:29 PM
Name: WidesTom
Title: Director - Operations Support - PUD,Utilities Fina
Date: 4/19/2012 12:16:04 PM
Name: WhiteJennifer
Title: Assistant County Attorney,County Attorney
Date: 4/23/2012 1:27:44 PM
Name: YilmazGeorge
Title: Director - Wastewater,Wastewater
Date: 4/23/2012 3:59:49 PM
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Name: KlatzkowJeff
Title: County Attorney
Date: 4/27/2012 9:49:50 AM
Name: UsherSusan
5/8/2012 Item 16.C.2.
Title: Management/Budget Analyst, Senior,Office of Manage
Date: 4/30/2012 1:01:50 PM
Name: IsacksonMark
Title: Director -Corp Financial and Mgmt Svs,CMO
Date: 4/30/2012 3:05:53 PM
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5/8/2012 Item 16.C.2.
STATE OF FLORIDA
DEPARTMENT OF ENVIRONMENTAL PROTECTION
AND
COLLIER COUNTY, FLORIDA
DRINKING WATER STATE REVOLVING FUND
CONSTRUCTION LOAN AGREEMENT
DW1111010
Florida Department of Environmental Protection
Bureau of Water Facilities Funding
-Bob Martinez Center
2600 Blair Stone Road, MS 3505
Tallahassee, Florida 32394 -2400
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5/8/2012 Item 16.C.2.
DRINKING WATER STATE REVOLVING FUND CONSTRUCTION LOAN AGREEMENT
CONTENTS
PAGE
ARTICLE I - DEFINITIONS
I
1.01. WORDS AND TERMS.
1
1.02. CORRELATIVE WORDS,
3
ARTICLE II - 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.
8
ARTICLE TV - PROJECT INFORMATION
9
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. LOAN DISBURSEMENTS.
10
ARTICLE V - RATES AND USE OF THE WATER AND SEWER SYSTEMS 10
5.01. RATE COVERAGE. 10
5.02. NO FREE SERVICE, 10
5.03. MANDATORY CONNECTIONS. 11
5.04. NO COMPETING SERVICE. 11
5.05. MAINTENANCE OF THE WATER AND SEWER SYSTEMS. 11
5.06. ADDITIONS AND MODIFICATIONS. 11
5.07. COLLECTION OF REVENUES. I 1
ARTICLE V7 - DEFAULTS AND REMEDIES 11
6.01. EVENTS OF DEFAULT. 11
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. 13
ARTICLE VIII - GENERAL PROVISIONS 13
S.01. DISCHARGE OF OBLIGATIONS. 13
8.02. PROJECT RECORDS AND STATEMENTS. 14
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11
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5/8/2012 Item 16.C.2.
DRINKING WATER STATE REVOLVING FUND CONSTRUCTION LOAN AGREEMENT
CONTENTS
PAGE
8.03. ACCESS TO PROJECT SITE.
14
8.04. ASSIGNMENT OF RIGHTS UNDER AGREEMENT.
14
8.05. AMENDMENT OF AGREEMENT.
14
8.06. ANNULMENT OF AGREEMENT.
14
8.07. SEVERABILITY CLAUSE.
15
ARTICLE IX - CONSTRUCTION CONTRACTS AND INSURANCE
15
9.01. AUTHORIZATION TO AWARD CONSTRUCTION CONTRACTS.
15
9.02. SUBMITTAL OF CONSTRUCTION CONTRACT DOCUMENTS.
15
9.03. INSURANCE REQUIRED.
15
ARTICLE X - DETAILS OF FINANCING
16
10.01. PRINCIPAL AMOUNT OF LOAN.
16
10.02. LOAN SERVICE FEE.
16
10.03. INTEREST RATE.
16
10.04. LOAN TERM.
16
10.05. REPAYMENT SCHEDULE.
17
10.06. PROJECT COSTS.
17
10.07. SCHEDULE.
18
ARTICLE XI - EXECUTION OF AGREEMENT
.19
11
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THIS AGREEMENT is executed by the STATE OF FLORIDA DEPARTMENT OF .
ENVIRONMENTAL PROTECTION (Department) and COLLIER COUNTY, FLORIDA, (Project
Sponsor) existing as a focal governmental agency under the laws of the State of Florida.
WITNESSETH:
WHEREAS, pursuant to Section 403.8532, Florida Statutes, the Department is authorized to make loans
to finance or refinance the construction of public water systems, the planning and design of which have
been reviewed by the Department; and
WHEREAS, the Project Sponsor has made application for the financing of the Project, and the
Department has determined that such Project meets all requirements for a loan_
NOW, THEREFORE, in consideration of the Department loaning money to the Project Sponsor, in the
principal amount and pursuant to the covenants hereinafter set forth, it is agreed as follows:
ARTICLE I - DEFINITIONS
1.01. WORDS AND TERMS.
Words and terms used herein shall have the meanings set forth below:
(I) "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) "Development Fees" shall mean the charges imposed by'the Local Government on persons
connecting to the System, or reserving capacity in the System, which represent a pro rata share of the
costs of the System which are attributable to the increased demand such additional connections create
upon the System. Development Fees shall not include Connection Fees.
(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
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5/8/2012 Item 16.C.2.
include proceeds from the sale or other disposition of any part of the Water or Sewer System,
condemnation awards or proceeds of insurance, except use and occupancy or business interruption
insurance, received with respect to the Water or Sewer System.
(7) "Loan'.' shat) mean the amount of money to be loaned pursuant to this Agreement and
subsequent amendments.
(8) "Loan Application" shall mean the completed form which provides all information required
to support obtaining construction loan financial assistance.
(9) "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.
(10) "Loan Service Fee" shall mean an origination fee which shall be paid to the Department by
the Project Sponsor.
(11) "Monthly Loan Deposit" shall mean the monthly deposit to be made by the Project Sponsor
to the Loan Debt Service Account.
(12) "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.
(13) "Pledged Revenues" shall mean the specific revenues pledged as security for repayment of
the Loan and shall be the Development Fees and Gross Revenues derived yearly from the operation of
the Water and Sewer Systems after payment of the Operation and Maintenance Expense and the
satisfaction of all yearly payment obligations on account of the Senior Revenue Obligations and any
senior obligations issued pursuant to Section 7.02 of this Agreement.
(14) "Project" shall mean the works financed by this Loan and shall consist of furnishing all
labor, materials, and equipment to construct the supply project in accordance with the plans and
specifications accepted by the Department for the "Wells #34 and #37" contracts:
The Project is in agreement with the "Collier County Potable Water Wells Facilities Plan," dated
November 3, 2005. A Florida Categorical Exclusion Notification was published on September 30, 2005
and no adverse comments were received. The Project is an Equivalency Project as defined in Chapter
62 -552, Florida Administrative Code.
( l 5) "Semiannual Loan Payment" shall mean the payment due from the Project Sponsor to the
Department at six -month intervals.
(16) "Senior Revenue Obligations" shall mean the following debt obligations:
(a) Collier County Water -Sewer District, Florida, Water and Sewer Refunding Revenue Bonds,
Series 1999A, issued in the amount of $6,605,000, pursuant to Resolution No. CWS -85 -5, as restated,
amended and supplemented, in particular as supplemented by Resolution No. CWS -98-4; and
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5/8/2012 Item 16.C.2.
(b) Collier County Water -Sewer District, Florida, Water and Sewer Refunding Revenue Bonds,
Series 19998, issued in the amount of $22,855,000, pursuant to Resolution No. CWS -85 -5, as restated,
amended, and supplemented, in particular as supplemented by Resolution No. CWS -9811; and >
(c) Collier County Water -Sewer District, Florida, Taxable Water and Sewer Refunding Revenue
Bonds, Series 2003A, issued in the amount of $13,720,000, pursuant to Resolution No. CWS -85 -5, as
restated, amended, and supplemented, in particular as supplemented by Resolution No. CWS- 2003 -01;
and
(d) Collier County Water -Sewer District, Florida, Water and Sewer Refunding Revenue Bonds,
Series 2003B, issued in the amount of $33,630,000, pursuant to Resolution No. CWS -85 -5, as restated,
amended, and supplemented, in particular as supplemented by Resolution No. CWS - 2003 -b1; and
(e} Collier County Water -Sewer District, Florida, Water and Sewer Revenue Bonds, Series
2006, issued in the amount of $110,165,000, pursuant to Resolution No. CWS -85 -5, as restated,
amended, and supplemented, in particular as supplemented by Resolution No. CWS -06 -297, and in
particular as amended by Resolution No. CWS -06 -298; and
(f) Additional bonds issued on a parity with the bonds identified above pursuant to the
provisions of Resolution No. CWS -85-5, as restated, amended, and supplemented; and
(g) Any refunding bonds issued to refund the obligations identified above provided such bonds
shall not increase annual debt service during the repayment period of this Loan.
(17) "Sewer System" shall mean all facilities owned by the Project Sponsor for collection,
transmission, treatment and reuse of wastewater and its residuals.
(18) "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 11- WARRANTIES, REPRESENTATIONS AND COVENANTS
2.01. WARRANTIES, REPRESENTATIONS AND COVENANTS.
The Project Sponsor warrants, represents and covenants that;
(1) The Project Sponsor has full power and authority to enter into this Agreement and to comply
with the provisions hereof.
(2) The Project Sponsor currently is not the subject of bankruptcy, insolvency, or reorganization
proceedings and is not in default of, or otherwise subject to, any agreement or any law, administrative
regulation, judgment, decree, note, resolution, charter or ordinance which would currently restrain or
enjoin it from entering into, or complying with, this Agreement.
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5/8/2012 Item 16.C.2.
(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 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 accounting principles
established by the Governmental Accounting Standards Board. As part of its bookkeeping system, the .
Project Sponsor shall keep accounts of the Water and Sewer Systems separate from all other accounts
and it shall keep accurate records of all revenues, expenses, and expenditures relating to the Water and
Sewer Systems, and of the Pledged Revenues, Loan disbursement receipts, and Loan Debt Service
Account.
(9) In the event the anticipated Pledged Revenues are shown by the Local Government's annual
budget to be insufficient to make the Semiannual Loan Payments for such Fiscal Year when due, the
Local Government shall include in such budget other legally available non -ad valorem funds which will
be sufficient, together with the Pledged Revenues, to make the Semiannual Loan Payments. Such other
legally available non -ad valorem funds shall be budgeted in the regular annual governmental budget and
designated for the purpose provided by this Subsection, and the Local Government shall collect such
funds for application as provided herein. The Local Government shall notify the Department
immediately in writing of any such budgeting of other legally available non -ad valorem funds. Nothing
in this covenant shall be construed as creating a pledge, lien, or charge upon any such other legally
available non -ad valorem funds; requiring the Local Government to levy or appropriate ad valorem tax
revenues; or preventing the Local Government from pledging to the payment of any bonds or other
obligations all or any part of such other legally available non -ad valorem funds_
(10) 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
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5/8/2012 Item 16.C.2.
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 216347 of the Florida Statutes, the Project Sponsor shall not use the
Loan proceeds for the purpose of lobbying the Florida Legislature, the Judicial Branch, or a State agency.
(12) The Project Sponsor agrees to construct the Project in accordance with the Project schedule.
Delays incident to strikes, riots, acts of God, and other events beyond the reasonable control of the
Project Sponsor are excepted. If for any reason construction is not completed as scheduled, there shall be
no resulting diminution or delay in the Semiannual Loan Payment or the Monthly Loan Deposit.
(13) The 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 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:
rwcrai mcsources, tnetuaing state Match, Awarded to the Rccipicnt Pursuant to this Agreement Consist of the
Followin
Federal
State
Program Federal CFDA
Funding
Appropriation
Number A enc Number
CFDA Title
Amount
categm
FS984522 -080 EPA 66.466
Capitalization Grants for Drinking
S3,200,000
140129
Water State Revolving Fund
(2) Audits.
(a) In the event that the Project Sponsor expends $500,000 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
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5/8/2012 Item 16.C.2.
awards expended in its fiscal year, the Project Sponsor shall consider all sources of Federal awards,
including Federal resources received from the Department. 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 ONO Circular AA 33, as revised.
(c) If the Project Sponsor expends less than $500,000 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..
In the event that the Project Sponsor expends less than $500,000 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 intemet at http. / /www.cfda.gov /.
(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 each of the following addresses:
Robert E. Holmden, P.E., Chief
Bureau of Water Facilities Funding
Florida Department of Environmental Protection
2600 Blair Stone Road, MS 3505
Tallahassee, Florida 32399 -2400
Joe Aita, Audit Director
Office of the Inspector General
Florida Department of Environmental Protection
'3900 Commonwealth Boulevard, MS41
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), OMH 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 10`x' Street
Jeffersonville, IN 47132
l3
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5/8/2012 Item 16.C.2.
(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 Department at the two addresses listed under
Subsection 2.03(3)(a) of this Agreement.
(c) Any reports, management fetters, 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 shall address Loan disbursements received, Project expenditures, and compliance with loan
Agreement covenants. The Project Sponsor shall cause the auditor to notify the Department immediately
if anything comes to the auditor's attention during the examination of records that would constitute a
default under the Loan Agreement. The audit findings shall set aside or question any costs that are
unallowable under Chapter 62 -552, Florida Administrative Code. A final determination of whether such
costs are allowed shall be made by the Department.
(5) Record Retention.
The Project Sponsor shall retain sufficient records demonstrating its compliance with the terms
of this Agreement for a period of three 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 shag 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
three years from the date the audit report is issued, unless extended in writing by the Department.
(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 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
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5/8/2012 Item 16.C.2.
inspections, reviews, investigations, or audits deemed necessary by the Chief Financial Officer or
Auditor General.
ARTICLE III - LOAN REPAYMENT ACCOUNT
3.01. LOAN DEBT SERVICE ACCOUNT.
The Project Sponsor shall establish a Loan Debt Service Account with a Depository and begin
making Monthly Loan Deposits no later than the date set forth for such action in Section 10.07 of this
Agreement.
Beginning six months prior to each Semiannual Loan Payment, the Project Sponsor shall make
six Monthly Loan Deposits. The first five deposits each shall be at least equal to one -sixth of the
Semiannual Loan Payment. The sixth Monthly Loan Deposit shall be at least equal to the amount
required to make the total on deposit in the Loan Debt Service Account equal to the Semiannual Loan
Payment amount, taking into consideration investment earnings credited to the account pursuant to
Section 3.02.
Any month in which the Project Sponsor fails to make a required Monthly Loan Deposit, the
Project Sponsor's chief financial officer shall notify the Department of such failure. In addition, the
Project Sponsor agrees to budget, by amendment if necessary, payment to the Department from other
legally available non -ad valorem funds all sums becoming due before the same become delinquent. This
requirement shall not be construed to give superiority to the Department's claim on any revenues over
prior claims of general creditors of the Project Sponsor, nor shall it be construed to give the Department
the power to require the Project Sponsor to levy and collect any revenues other than Pledged Revenues.
3.02. rKVESTMENT OF LOAD DEBT SERVICE ACCOUNT MONEYS.
Moneys on deposit in the Loan Debt Service Account shall be invested pursuant to the laws of
the State of Florida. Such moneys may be pooled for investment purposes. The maturity or redemption
date of investments shall be not later than the date upon which such moneys may be needed to make
Semiannual Loan Payments. The investment earnings shall be credited to the Loan Debt Service
Account and applied toward the Monthly Loan Deposit requirements.
3.03. LOAN DEBT SERVICE ACCOUNT WITHDRAWALS.
The withdrawal of moneys from the Loan Debt Service Account shall be for the sole purpose of
making the Semiannual Loan Payment or for discharging the Project Sponsor's obligations pursuant to
Section 8.01.
3.04. ASSETS HELD IN TRUST.
The assets in all accounts created under this Loan Agreement shall be held in trust for the
purposes provided herein and used only for the purposes and in the manner prescribed in this Agreement;
and, pending such use, said assets shall be subject to a lien and charge in favor of the Department.
Packet Page -946-
ARTICLE IV - PROTECT INFORMATION
4.01. PROJECT CHANGES.
5/8/2012 Item 16.C.2.
Project changes prior to bid opening shall be made by addendum to plans and specifications.
Changes after bid opening shall be made by change order. The Project Sponsor shall submit all addenda
and all change orders to the Department for an eligibility determination. After execution of all
construction, equipment and materials contracts, the Project contingency may be reduced.
4.02. TITLE TO PROJECT SITE.
The Project Sponsor shall have an interest in real property sufficient for the construction and
location of the Project free and clear of liens and encumbrances which would impair the usefulness of
such sites for the intended use.
4.03. PERMITS AND APPROVALS.
The Project Sponsor shall have obtained, prior to the Department's authorization to award
construction contracts, all permits and approvals required for construction of the Project or portion of the
Project funded under this Agreement.
4.04. ENGINEERING SERVICES.
A professional engineer, registered in the State of Florida, shall be employed by, or under
contract with, the Project Sponsor to oversee construction.
4.05. PROHIBITION AGAINST ENCUMBRANCES,
The Project Sponsor is prohibited from selling, leasing, or disposing of any part of the Water or
Sewer System which would materially reduce operational integrity or Gross Revenues so long as this
Agreement, including any amendments thereto, is in effect unless the written consent of the Department
is first secured.
4.06. COMPLETION MONEYS.
In addition to the proceeds of this Loan, the Project Sponsor covenants that it has obtained, or
will obtain, sufficient moneys from other sources to complete construction and place the Project in
operation on, or prior to, the date specified in Article X. Failure of the Department to approve additional
financing shall not constitute a waiver of the Project Sponsors 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.
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5/8/2012 Item 16.C.2.
4.08. LOAN DISBURSEMENTS.
Disbursements shall be made only by the State Chief Financial Officer and only when the.
requests for such disbursements are accompanied by a Department certification that such withdrawals are
proper expenditures. Disbursements shall be made directly to the Project Sponsor for engineering and
administrative allowances, and reimbursement of the incurred construction costs and related services.
Disbursement of the allowances shall be made upon the Department's receipt of a disbursement request
form. Disbursements for materials, labor, or services shall be made upon receipt of the following:
(1) A completed disbursement request form signed by the Authorized Representative. Such
requests must be accompanied by sufficiently itemized summaries of the materials, labor, or services to
identify the nature of the work performed; the cost or charges for such work; and the person providing
the service or performing the work.
(2) A certification signed by the Authorized Representative as to the current estimated costs of
the Project; that the materials, labor, or services represented by the invoice have been satisfactorily
purchased, performed, or received and applied to the project; that all funds received to date have been
applied toward completing the Project; and that under the terms and provisions of the contracts, the
Project Sponsor is required to make such payments.
(3) A certification by the engineer responsible for overseeing construction stating that
equipment, materials, labor and services represented by the construction invoices have been satisfactorily
purchased, or received, and applied to the Project in accordance with construction contract documents;
stating that payment is in accordance with construction contract provisions; stating that construction, up
to the point of the requisition, is in compliance with the contract documents; and 'identifying al I 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 together with Development Fees, will be sufficient to provide in each Fiscal Year,
Pledged Revenues equal to or exceeding 1.15 times the surn 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.
Tle Project Sponsor shall not permit connections to, or furnish any services afforded by, the
Water or Sewer System without making a charge therefor based on the Project Sponsor's uniform
schedule of rates, fees, and charges.
E
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5/8/2012 Item 16.C.2.
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 shal I 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 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
6.0 1. EVENTS OF DEFAULT.
Each of the following events is hereby declared an event of default.
(1) Failure to make any Monthly Loan Depositor 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.
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5/8/2012 Item 16.C.2.
(4) An order or decree entered, with the acquiescence of the Project Sponsor, appointing a
receiver of any part of the Water or Sewer System or Gross Revenues thereof; or if such order or decree,
having been entered without the consent or acquiescence of the Project Sponsor, shall not be vacated or
discharged or stayed on appeal within 60 days after the entry thereof.
(5) Any proceeding instituted, with the acquiescence of the Project Sponsor, for the purpose of
effecting a composition between the Project Sponsor and its creditors or for the purpose of adjusting the
claim's 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 inequity, 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
(2) By action or suit inequity, require the Project Sponsor to account for all moneys received
from the Department or from the ownership of the Water and Sewer Systems and to account for the
receipt, use, application, or disposition of the Pledged Revenues.
(3) By action or suit inequity, enjoin any acts or things which maybe unlawful or in violation
of the rights of the Department.
(4) By applying to a court of competent jurisdiction, cause to appoint a receiver to manage the
Water and Sewer Systems, establish and collect fees and charges, and apply the revenues to the reduction
of the obligations under this Agreement
(5) By certifying to the Auditor General and the Chief Financial Officer delinquency on loan
repayments, the Department may intercept the delinquent amount plus six percent, expressed as an
annual interest rate, penalty of the amount due to the Department from any unobligated funds due to the
Project Sponsor under any revenue or tax sharing fund established by the State, except as otherwise
provided by the State Constitution. Penalty interest shall accrue on any amount due and payable
beginning on the 30th day following the date upon which payment is due.
(6) By notifying financial market credit rating agencies and potential creditors.
(7) By suing for payment of amounts due, or becoming due, with interest on overdue payments
together with all costs of collection, including attorneys' fees.
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5/8/2012 Item 16.C.2.
(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 6.0 T (1).
6.03. DELAY AND WAIVER.
No delay or omission by the Department to exercise any right or power accruing upon event of
default shall impair any such right or power or shall be construed to be a waiver of any such default or
acquiescence therein, and every such right and power may be exercised as often as may be deemed
expedient. No waiver or any default under this Agreement shall extend to or affect any subsequent event
of default, whether of the same or different provision of this Agreement, or shall impair consequent
rights or remedies.
ARTICLE VIT - THE PLEDGED REVENUES
7.01. SUPERIORT7Y OF THE PLEDGE TO THE DEPARTMENT.
From and after the effective data 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, will be prior and superior to any other lien, pledge or assignment with the following
exception. All obligations of the Local Government under this Agreement shall be junior, inferior, and
subordinate in all respects in right of payment and security to the Senior Revenue Obligations defined in
Section 1.01 of this Agreement and to any additional senior obligations issued with the Department's
consent pursuant to Section 7.02. Any of the Pledged Revenues may be released from the lien on such
Pledged Revenues in favor of the Department if the Department makes a determination, based upon facts
deemed sufficient by the Department, that the remaining Pledged Revenues will, in each Fiscal Year,
equal or exceed 1.15 times the debt service coming due in each Fiscal Year under the terms of this
Agreement.
7.02. ADDITIONAL DEBT OBLIGATIONS.
The Project Sponsor may issue additional debt obligations on a parity with, or senior to, the lien
of the Department on the Pledged Revenues provided the Department's written consent is obtained. Such
consent 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. However, no such consent is required with respect to
issuance of Senior Revenue Obligations as defined in Section 1.01.
ARTICLE VIII - GENERAL PROVISIONS
8.01. DISCHARGE OF OBLIGATIONS.
All payments required to be made under this Agreement shall be cumulative and any deficiencies
in any Fiscal Year shall be added to the payments due in the succeeding year and all years thereafter until
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5/8/2012 Item 16.C.2.
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 three 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.
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 by the date set in Section 10.07 for establishing the Loan Debt Service Account. if
the Department unilaterally annuls this Agreement, the Department will provide written notification to
the Project Sponsor.
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5/8/2012 Item 16.C.2.
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.
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 by the Authorized Representative that affirmative steps were taken to
encourage Minority and Women's Business Enterprises participation in Project construction.
(5) 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.
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) Certified copy of the Project Sponsor's tentative award resolution.
(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 I ike 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
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5/8/2012 Item 16.C.2.
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 $3;229,700, which consists of $3,200,000 to be
disbursed to the Project Sponsor and $29,700 of Capitalized Interest.
Capitalized interest is not disbursed to the Project Sponsor, but is amortized via periodic loan
repayments to the Department as if it were actually disbursed. Capitalized interest is computed at the
interest rate, or rates, set for the Loan. It accrues and is compounded annually from the time when
disbursements are made until six months before the first Semiannual Loan Payment is due. Capitalized
Interest is estimated prior to establishing the schedule of actual disbursements.
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 $64,000 for the Loan amount authorized to date. The fee represents two
percent of the Loan amount excluding Capitalized Interest; that is, two percent of $3,200,000. An
additional Loan Service Fee amount will be assessed for any additional funding provided by amendment
to this Agreement. The fee shall be adjusted downward if adjustment of Project costs results in a Loan
decrease, provided that the decrease amendment is executed before the first Semiannual Loan Payment
due date.
interest shall accrue on the Loan Service Fee at the rate, or rates, set for the Loan until the fee is
paid. Loan Service Fee interest shall be compounded annually from the effective date of the Loan until
six months before the first Semiannual Loan Payment is due at which time it is capitalized. The
estimated Loan Service Fee capitalized interest is $1,190.
10.03. INTEREST RATE.
The rate of interest on the unpaid principal of the Loan amount specified in Section 10.01 is
2.79 percent per annum; however, if this Agreement is not executed by the Project Sponsor and returned
to the Department before October 1, 2008, the interest rate may be adjusted. A separate interest rate shall
be established for any additional funds provided by amendment to this Agreement.
10.04. LOAN TERM.
The Loan shall be repaid in 40 Semiannual Loan Payments.
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5/8/2012 Item 16.C.2.
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 Depaitment 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,
taking into consideration any previous payments. Actual Project costs shall be established after the
Department's inspection of the completed Project and associated records.
Each Semiannual Loan Payment shall be in the amount of $108,039 until the payment amount is
adjusted by amendment. The interest portion of each Semiannual Loan Payment shall be computed on
the unpaid balance of the principal amount of the Loan, including Capitalized interest. Interest also shall
be computed on the unpaid balance of the Loan Service Fee and Loan Service Fee capitalized interest.
Interest shall be computed as of the due date of each Semiannual Loan Payment.
Semiannual Loan Payments shall be received by the Department beginning on
December 15, 2009 and semiannually thereafter on June 15 and December 15 of each year unti I all
amounts due hereunder have been fully paid. Funds transfer shall be made by electronic means.
The Semiannual Loan Payment amount is based on the total amount owed of $3,294,890, which
consists of the Loan principal plus the Loan Service Fee with its capitalized interest.
10.06. PROJECT COSTS.
The Project Sponsor and the Department acknowledge that the actual Project costs have not been
= - determined as of the effective date of this Agreement. Project cost adjustments may be made as a result
of construction bidding or mutually agreed upon Project changes. Capitalized Interest will be
recalculated based on actual dates and amounts of Loan disbursements. If the Project Sponsor receives
other governmental financial assistance for this Project, the costs funded by such other governmental
assistance will not be financed by this Loan. The Department shall establish the final costs after its final
inspection of the Project records. Changes in Project costs may also occur as a result of the Project
Sponsor's Project audit or a Department audit. The Project Sponsor agrees to the following estimates of
Project costs:
PROJECT COSTS
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AUTHOWZED LOA14
CATEGORY
COST($)
AMOUNT{) TO DATE
Administrative Allowance
18,776
Line items
Engineering Allowance
212;797
May vary
Construction and Demolition
2,634,639
based on
Contingencies
131,732
actual
Technical Services During Construction
363,000
disbursements
SUB TOTAL(Disbursable Amount)
3,360,944
3,200,000
Capitalized Interest
29,700
29,700
TOTAL (Loan Principal Amount)
3,390,644
3,229,700
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5/8/2012 Item 16.C.2.
10.07. SCHEDULE.
The Project Sponsor agrees by execution hereof.
(1) Completion of Project construction is scheduled for June 15, 2009.
(2) The Loan Debt Service Account shall be established and Monthly Loan Deposits shall begin
no later than June 15, 2009.
(3) The initial annual certification required under Subsection 2.01(10) of this Agreement shall
be due September 15, 2009. Thereafter the certification shall be submitted no later than September 30 of
each year until the final Semiannual Loan Payment is made.
(4) The first Semiannual Loan Payment in the amount of $108,039 shall be due
December 15, 2009.
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
s
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5/8/2012 Item 16.C.2.
ARTICLE XI - EXECUTION OF AGREEMENT
This Loan Agreement DWI I 1 1010 shall be executed in three 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 Deputy Director 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 Deputy Director.
for
COLL CO
Chairman Board ofCoun Co--; r
ty lone s
I attest tot a opinion expressed in Section 2.02,
entitled LejaI Authorization, and as to form and
Attorney
SEAL
for
STATE OF FLORIDA
DEPAR NT OF FNYII20NMENTAL PROTECTION
S£P 18 2008
Deputy Director
Division of Water Resource Management
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Date
5/8/2012 Item 16.C.2.
DRINKING WATER STATE REVOLVING FUND
AMENDMENT 1 TO LOAN AGREEMENT DW1111 010
COLLIER COUNTY
This amendment its executed by the STATE OF FLORIDA DEPARTMENT OF
ENVIRONMENTAL PROTECTION (Department) and COLLIER COUNTY, FLORIDA, (Project
Sponsor) existing as a local government agency under the laws of the State of Florida.
WTTNESSETH
WHEREAS, the Department and the Project Sponsor entered into a Drinking Water State
Revolving Fund Loan Agreement, Number DW1111 010, authorizing a Loan amount of
$3,200,000, excluding Capitalized Interest; and
WHEREAS, the Loan amount and Project costs need adjustment to reflect actual costs; and
WHEREAS, the Semiannual Loan Payment amount needs revision to reflect adjustment of the
Loan Amount and the five Semiannual Loan Payments made to date; and
WHEREAS, revised provisions for audit and monitoring are needed.
NOW, THEREFORE, the parties hereto agree as follows:
1. The Loan amount is hereby reduced by $368,002, and the adjusted total disbursed
Loan amount is $2,831,998.
2. The Loan Service Fee is $64,000.00, and capitalized Loan Service Fee interest is
$1,320.85.
3. The total amount to repay is $2,929,457.84, which consists of $2,831,998.00 disbursed
to the Project Sponsor, $32,138.99 of accrued Capitalized Interest, and $65,320.85 of Service Fee
charges.
4. The total amount remaining to repay, which amount accounts for the Department's
receipt of five Semiannual Loan Payments, is $2,583,636.25 at an interest rate of 2.79 percent per
annum.
5. The Semiannual Loan Payment amount, adjusted to account for repayments received
to date, is hereby revised and shall be in the amount of $93,803.37. Such payments shall be
received by the Department on June 15, 2012 and semiannually thereafter on December 15 and
June 15 of each year.-until all amounts due hereunder have been fully paid.
6. Subsections 203(1), (3)(a)(i), and (5) are hereby deleted and replaced as follows:
The Project Sponsor agrees to the following audit and monitoring requirements.
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5/8/2012 Item 16.C.2.
(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 Followin .
Federal
state
Program
Federal
CFDA
Funding
Appropriation
Number
Agency
Number
CFDA Title
Amount
Category
FS984522 -080
EPA
66.468
Capitalization Grants
$2,831,998
140129
for Drinking Water
State Revolving Fund
(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
(5) Record Retention.
The Project Sponsor shall retain sufficient records demonstrating its compliance with the
terms of this Agreement for a period of five years from the date the audit report is issued, and
shall allow the Department, or its designee, Chief Financial Officer, or Auditor General access to
such records upon request. The Project Sponsor shall ensure that audit working papers are
made available to the Department, or its designee, Chief Financial Officer, or Auditor General
upon request for a period of five years from the date the audit report is issued, unless extended
in writing by the Department.
The Project Sponsor is hereby advised that the 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.
7. The Project - specific audit required under Subsection 2.03(4) of the Agreement shall
be submitted within twelve months after the effective date of this amendment.
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5/8/2012 Item 16.C.2.
8. The Project Sponsor and the Department acknowledge that changes in Project costs
may occur as a result of the Project Sponsor's Project audit or a Department audit pursuant to
Chapter 62 -552 of the Florida Administrative Code. Unless this Agreement is amended
subsequent to an audit, the following Project disbursements shall be final.
CATEGORY DISBURSED($)
Construction and Demolition 2,614,841.00
Technical Services During Construction 217,157.00
SUBTOTAL 2,831,998.00
Capitalized Interest 32,138.99
TOTAL (Loan Principal Amount) 2,864,136.99
9. All other terms and provisions of the Loan Agreement shall remain in effect.
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
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5/8/2012 Item 16.C.2.
This Amendment.1 to Loan Agreement DW1111 010 shall be executed in three 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 Deputy Division Director, 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 Deputy Director.
for
COLLIER COUNTY
Chairman, Board of County Commissioners
Attest:
Attest as to form and legality:
County Clerk County Attorney
SEAL F +2 Q • C-J" i T€
for
STATE OF FLORIDA
DEPARTMENT OF ENVIRONMENTAL PROTECTION
Deputy Director Date
Division of Water Resource Management
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