HomeMy WebLinkAboutDocumentation_Regular_Tab 06_6/13/2024 Agenda Item #6.
Regular Council r
STAFF MEMO
,4.
Meeting: Regular Council - Jun 13 2024
Staff Contact: Marjorie Craig, Utilities Director Department: Utilities
Consider Approval of FDEP State Revolving Fund (SRF) Loan Agreement Extension for Loan
Number DW502700 for Water Main Replacement Project No. 1 (Tequesta Dr.) and No. 4 (Country
Club Dr. South)
The Village of Tequesta (VOT) Utilities Department (UD) recommends approval of an agreement
between the Florida Department of Environmental Protection (FDEP) and the VOT to extend the
dates in FDEP state revolving fund (SRF) loan number DW502700 under Section 10.07 of the original
fully executed agreement and adds two sections to Section 8 (attached below). The SRF loan is for
the water main (WM) replacement project currently under construction, "Water Main Replacement
Project No. 1 and No. 4."
The amendment adds Section 8.15 Civil Rights, Section 8.16 Prohibition on certain
telecommunications and video surveillance services or equipment, and modifies Section 10.07 by
clarifying when semiannually repayments to the loan are due, extending final completion until
November 15, 2024, extends the date upon which the first semiannual loan payment is due until May
157 2025, and outlines the loan debt service account information. The amendment notes that
Attached are the following documents:
• FDEP SRF loan amendment
• FDEP SRF fully executed loan agreement number DW502700
• FDEP letter authorizing award of the contract to B&B Construction for the loan project
This document and any attachments may be reproduced upon request in an alternative format by
completing our Accessibility Feedback Form, sending an e-mail to the Village Clerk or calling 561-
768-0443.
BUDGET INFORMATION:
BUDGET AMOUNT N/A AMOUNT AVAILABLE N/A EXPENDITURE AMOUNT: N/A
FUNDING SOURCES: N/A IS THIS A PIGGYBACK:
❑ Yes ❑x N/A
DID YOU OBTAIN 3 QUOTES?
❑ Yes 0 N/A
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Agenda Item #6.
QUOTE 1 - BUSINESS NAME N/A QUOTE AMOUNT N/A
QUOTE 2 - BUSINESS NAME N/A QUOTE AMOUNT N/A
QUOTE 3 - BUSINESS NAME N/A QUOTE AMOUNT N/A
COMMENTS/EXPLANATION ON SELECTION Not related to a procurement item
ATTACHMENTS:=Md
24.MAY-SRF Time Extension - DW502700 Al
22.1011.Tequesta-DW502700 FULLY EXECUTED FDEP SRF Agreement
23.0126.FDEP Award Letter- Village of Tequesta DW502700
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Agenda Item #6.
STATE REVOLVING FUND
AMENDMENT 1 TO LOAN AGREEMENT DW502700
VILLAGE OF TEQUESTA
This amendment is executed by the STATE OF FLORIDA DEPARTMENT OF
ENVIRONMENTAL PROTECTION (Department) and the VILLAGE OF TEQUESTA,
FLORIDA, (Project Sponsor) existing as a local governmental 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 State Revolving Fund Loan Agreement,
Number DW502700; and
Loan repayment activities need rescheduling to give the Project Sponsor additional time to
complete construction; and
Certain provisions of the Agreement need revision and several provisions need to be added to the
Agreement.
The Parties hereto agree as follows:
1. Section 8.15 is added to the Agreement as follows:
8.15. CIVIL RIGHTS.
The Project Sponsor shall comply with all Title VI requirements of the Civil Rights Act
of 1964, Section 504 of the Rehabilitation Act of 1973, and the Equal Employment Opportunity
requirements (Executive Order 11246, as amended) which prohibit activities that are
intentionally discriminatory and/or have a discriminatory effect based on race, color, national
origin (including limited English proficiency), age, disability, or sex.
2. Section 8.16 is added to the Agreement as follows:
8.16. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO
SURVEILLANCE SERVICES OR EQUIPMENT.
The Project Sponsor and any contractors/subcontractors are prohibited from obligating or
expending any Loan or Principal Forgiveness funds to procure or obtain; extend or renew a
contract to procure or obtain; or enter into a contract (or extend or renew a contract) to procure or
obtain equipment, services, or systems that uses covered telecommunications equipment or
services as a substantial or essential component of any system, or as critical technology as part of
any system. See Section 889 of Public Law 115-232 (National Defense Authorization Act
2019). Also, see 2 CFR 200.216 and 200.471.
3. Unless repayment is further deferred by amendment of the Agreement, Semiannual
Loan Payments as set forth in Section 10.05 shall be received by the Department beginning on
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May 15, 2025, and semiannually thereafter on November 15 and May 15 of each year until all
amounts due under the Agreement have been fully paid.
4. The items scheduled under Section 10.07 of the Agreement are rescheduled as
follows:
(2) Completion of Project construction is scheduled for November 15, 2024.
(3) The Loan Debt Service Account shall be established, and Monthly Loan
Deposits shall begin no later than November 15, 2024.
(4) The first Semiannual Loan Payment in the amount of$76,241 shall be due
May 15, 2025.
5. All other terms and provisions of the Loan Agreement shall remain in effect.
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Agenda Item #6.
This Amendment 1 to Loan Agreement DW502700 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
VILLAGE OF TEQUESTA
Mayor
Attest: Approved as to form and legal sufficiency:
Village Clerk C7
Village A torney
SEAL
for
STATE OF FLORIDA
DEPARTMENT OF ENVIRONMENTAL PROTECTION
Secretary or Designee Date
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Agenda Item #6.
STATE OF FLORIDA
DEPARTMENT OF ENVIRONMENTAL PROTECTION
AND
VILLAGE OF TEQUESTA, FLORIDA
DRINKING WATER STATE REVOLVING FUND
CONSTRUCTION LOAN AGREEMENT
DW502700
Florida Department of Environmental Protection
State Revolving Fund Program
Marjory Stoneman Douglas Building
3900 Commonwealth Boulevard, MS 3505
Tallahassee, Florida 32399-3000
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Agenda Item #6.
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 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. 9
3.03. LOAN DEBT SERVICE ACCOUNT WITHDRAWALS. 9
3.04. ASSETS HELD IN TRUST. 9
ARTICLE IV- PROJECT INFORMATION 9
4.01. PROJECT CHANGES. 9
4.02. TITLE TO PROJECT SITE. 9
4.03. PERMITS AND APPROVALS. 9
4.04. ENGINEERING SERVICES. 10
4.05. PROHIBITION AGAINST ENCUMBRANCES. 10
4.06. COMPLETION MONEYS. 10
4.07. CLOSE-OUT. 10
4.08. DISBURSEMENTS. 10
ARTICLE V- RATES AND USE OF THE UTILITY SYSTEM ll
5.01. RATE COVERAGE. 11
5.02. NO FREE SERVICE. 11
5.03. RESERVED. 11
5.04. NO COMPETING SERVICE. 11
5.05. MAINTENANCE OF THE UTILITY SYSTEM. 11
5.06. ADDITIONS AND MODIFICATIONS. 11
5.07. COLLECTION OF REVENUES. 12
ARTICLE VI - DEFAULTS AND REMEDIES 12
6.01. EVENTS OF DEFAULT. 12
6.02. REMEDIES. 13
6.03. DELAY AND WAIVER. 14
ARTICLE VII - THE PLEDGED REVENUES 14
7.01. SUPERIORITY OF THE PLEDGE TO THE DEPARTMENT. 14
7.02. ADDITIONAL DEBT OBLIGATIONS. 14
ARTICLE VIII- GENERAL PROVISIONS 15
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Agenda Item #6.
DRINKING WATER STATE REVOLVING FUND CONSTRUCTION LOAN AGREEMENT
CONTENTS PAGE
8.01. DISCHARGE OF OBLIGATIONS. 15
8.02. PROJECT RECORDS AND STATEMENTS. 15
8.03. ACCESS TO PROJECT SITE. 15
8.04. ASSIGNMENT OF RIGHTS UNDER AGREEMENT. 15
8.05. AMENDMENT OF AGREEMENT. 15
8.06. ABANDONMENT, TERMINATION OR VOLUNTARY CANCELLATION. 16
8.07. SEVERABILITY CLAUSE. 16
8.08. USE AS MATCHING FUNDS. 16
8.09. DAMS-BACON ACT REQUIREMENTS. 16
8.10. AMERICAN IRON AND STEEL REQUIREMENT. 17
8.11. RESERVED. 17
8.12. PUBLIC RECORDS ACCESS. 17
8.13. SCRUTINIZED COMPANIES. 18
8.14. SUSPENSION. 19
ARTICLE IX- CONSTRUCTION CONTRACTS AND INSURANCE 19
9.01. AUTHORIZATION TO AWARD CONSTRUCTION CONTRACTS. 19
9.02. SUBMITTAL OF CONSTRUCTION CONTRACT DOCUMENTS. 20
9.03. INSURANCE REQUIRED. 20
ARTICLE X- DETAILS OF FINANCING 20
10.01. PRINCIPAL AMOUNT OF LOAN. 20
10.02. LOAN SERVICE FEE. 21
10.03. FINANCING RATE. 21
10.04. LOAN TERM. 21
10.05. REPAYMENT SCHEDULE. 21
10.06. PROJECT COSTS. 22
10.07. SCHEDULE. 22
ARTICLE XI - EXECUTION OF AGREEMENT 23
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Agenda Item #6.
DRINKING WATER STATE REVOLVING FUND
CONSTRUCTION LOAN AGREEMENT
DW502700
THIS AGREEMENT is executed by the STATE OF FLORIDA DEPARTMENT OF
ENVIRONMENTAL PROTECTION (Department) and the VILLAGE OF TEQUESTA,
FLORIDA, (Project Sponsor) existing as a local governmental 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".
RECITALS
Pursuant to Section 403.8532, Florida Statutes and Chapter 62-552, Florida Administrative
Code, 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
The Project Sponsor has applied for financing of the Proj ect, and the Department has determined
that such Project meets all requirements for a Loan.
AGREEMENT
In consideration of the Department loaning money to the Proj ect Sponsor, in the principal
amount and pursuant to the covenants set forth below, it is agreed as follows:
ARTICLE I - DEFINITIONS
1.01. WORDS AND TERMS.
Words and terms used herein shall have the meanings set forth below:
(1) "Agreement" or"Loan Agreement" shall mean this construction loan agreement.
(2) "Authorized Representative" shall mean the official of the Proj ect Sponsor
authorized by ordinance or resolution to sign documents associated with the Loan.
(3) "Capitalized Interest" shall mean the finance charge that accrues at the Financing
Rate on Loan proceeds from the time of disbursement until six months before the first
Semiannual Loan Payment is due. Capitalized Interest is financed as part of the Loan principal.
(4) "Depository" shall mean a bank or trust company, having a combined capital and
unimpaired surplus of not less than $50 million, authorized to transact commercial banking or
savings and loan business in the State of Florida and insured by the Federal Deposit Insurance
Corporation.
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(5) "Final Amendment" shall mean the final agreement executed between the parties
that establishes the final terms for the Loan such as the final Loan amount, the Financing Rate,
Loan Service Fee, amortization schedule and Semiannual Loan Payment amount.
(6) "Final Unilateral Amendment" shall mean the Loan Agreement unilaterally finalized
by the Department after Loan Agreement and Project abandonment under Section 8.06 that
establishes the final amortization schedule for the Loan.
(7) "Financing Rate" shall mean the charges, expressed as a percent per annum, imposed
on the unpaid principal of the Loan.
(8) "Gross Revenues" shall mean all income or earnings received by the Project Sponsor
from the ownership or operation of its Utility System, including investment income, all as
calculated in accordance with generally accepted accounting principles. Gross Revenues shall
not include proceeds from the sale or other disposition of any part of the Utility System,
condemnation awards or proceeds of insurance, except use and occupancy or business
interruption insurance, received with respect to the Utility System.
(9) "Loan" shall mean the amount of money to be loaned pursuant to this Agreement
and subsequent amendments.
(10)"Loan Application" shall mean the completed form which provides all information
required to support obtaining construction loan financial assistance.
(11)"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.
(12)"Loan Service Fee" shall mean an origination fee which shall be paid to the
Department by the Project Sponsor.
(13)"Local Governmental Entity"means a county, municipality, or special district.
(14)"Monthly Loan Deposit" shall mean the monthly deposit to be made by the Project
Sponsor to the Loan Debt Service Account.
(15)"Operation and Maintenance Expense" shall mean the costs of operating and
maintaining the Utility System determined pursuant to generally accepted accounting principles,
exclusive of interest on any debt payable from Gross Revenues, depreciation, and any other
items not requiring the expenditure of cash.
(16)"Parity Debt" shall mean any debt obligations issued that are on an equal
commercial lien position with this Loan.
(17)"Pledged Revenues" shall mean the specific revenues pledged as security for
repayment of the Loan and shall be the Gross Revenues derived yearly from the operation of the
Utility System after payment of the Operation and Maintenance Expense and the satisfaction of
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all yearly payment obligations on account of the Senior Revenue Debt and any senior or parity
obligations issued pursuant to Section 7.02 of this Agreement.
(18)"Project" shall mean the works financed by this Loan and shall consist of furnishing
all labor, materials, and equipment to construct the water main replacement in accordance with
the plans and specifications accepted by the Department for the "Water Main Replacement
Program Project No. 1 &No. 4" contract.
The Project is in agreement with the planning documentation accepted by the Department
effective February 15, 2022. A Florida Categorical Exclusion Notice was published on
February 15, 2022 and no adverse comments were received.
(19)"Semiannual Loan Payment" shall mean the payment due from the Project Sponsor
to the Department at six-month intervals.
(20)"Senior Revenue Debt" shall mean the following debt obligations:
(a) Village of Tequesta, Florida, Water Revenue Refunding Bonds, Series 2008, issued
in the amount of$6,5 5 4,9 3 5.2 8 pursuant to Resolution No. 3 0-0 8, amending and supplementing
Resolution No. 7-97-98; and
(b) 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.
(21)"Utility System" shall mean all devices and facilities of the Water System owned by
the Project Sponsor.
(22)"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 entities, as well as natural persons.
ARTICLE II - WARRANTIES, REPRESENTATIONS AND COVENANTS
2.01. WARRANTIES, REPRESENTATIONS AND COVENANTS.
The Project Sponsor warrants, represents and covenants that:
(1) The Project Sponsor has full power and authority to enter into this Agreement and to
comply with the provisions hereof.
(2) The Project Sponsor currently is not the subj ect of bankruptcy, insolvency, or
reorganization proceedings and is not in default of, or otherwise subj ect to, any agreement or any
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Agenda Item #6.
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
with Chapter 62-552, Florida Administrative Code, and all applicable State and Federal laws,
rules, and regulations which are identified in the Loan Application or Agreement. To the extent
that any assurance, representation, or covenant requires a future action, the Project Sponsor shall
take such action to comply with this agreement.
(8) The Project Sponsor shall maintain records using Generally Accepted Accounting
principles established by the Financial Accounting Standards Board. As part of its bookkeeping
system, the Project Sponsor shall keep accounts of the Utility System separate from all other
accounts and it shall keep accurate records of all revenues, expenses, and expenditures relating to
the Utility System, and of the Pledged Revenues, Loan disbursement receipts, and Loan Debt
Service Account.
(9) In the event the anticipated Pledged Revenues are shown by the 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
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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)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.
(11)The Project Sponsor agrees to construct the Project in accordance with the Project
schedule set forth in Section 10.07. 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.
(12)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.
(13)The Project Sponsor shall update the revenue generation system annually to assure
that sufficient revenues are generated for debt service; operation and maintenance; replacement
of equipment, accessories, and appurtenances necessary to maintain the system design capacity
and performance during its design life; and to make the system financially self-sufficient.
2.02. LEGAL AUTHORIZATION.
Upon signing this Agreement, the 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 identifies 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:
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Agenda Item #6.
State Resources Awarded to the Project Sponsor Pursuant to this Agreement Consist of the
Following:
State CSFA Title or State
Program CSFA Fund Source Funding Appropriation
Number Funding Source Number Description Amount Category
Original Drinking Water Drinking
Agreement Revolving Loan 37.076 Water Facility $2,6311932 140129
TF Construction
(2) Audits.
(a) In the event that the Project Sponsor expends a total amount of state financial
assistance equal to or in excess of$750,000 in any fiscal year of such Project Sponsor, the
Project Sponsor must have a State single audit for such fiscal year in accordance with Section
215.97, Florida Statutes; applicable rules of the Department of Financial Services; and Chapters
10.550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of
the Auditor General. In determining the state financial assistance expended in its fiscal year, the
Project Sponsor shall consider all sources of state financial assistance, including state financial
assistance received from the Department of Environmental Protection, other state agencies, and
other nonstate entities. State financial assistance does not include Federal direct or pass-through
awards and resources received by a nonstate entity for Federal program matching requirements.
(b) In connection with the audit requirements addressed in the preceding paragraph (a);
the Project Sponsor shall ensure that the audit complies with the requirements of Section
215.97(7), Florida Statutes. This includes submission of a financial reporting package as defined
by Section 215.97(2), Florida Statutes, and Chapters 10.550 (local governmental entities) or
10.650 (nonprofit and for-profit organizations), Rules of the Auditor General.
(c) If the Project Sponsor expends less than $750,000 in state financial assistance in its
fiscal year, an audit conducted in accordance with the provisions of Section 215.97, Florida
Statutes, is not required. The Project Sponsor shall inform the Department of findings and
recommendations pertaining to the State Revolving Fund in audits conducted by the Project
Sponsor in which the $750,000 threshold has not been met. In the event that the Project Sponsor
expends less than $750,000 in state financial assistance in its fiscal year, and elects to have an
audit conducted in accordance with the provisions of Section 215.97, Florida Statutes, the cost of
the audit must be paid from the non-state entity's resources (i.e., the cost of such an audit must
be paid from the Project Sponsor's resources obtained from other than State entities).
(d) The Project Sponsor is hereby advised that the Florida Single Audit Act
Requirements may further apply to lower tier transactions that may be a result of this Agreement.
For information regarding the Florida Catalog of State Financial Assistance (CSFA), a Project
Sponsor should access the Florida Single Audit Act website located at https://apps.fldfs.com/fsaa
for assistance.
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Agenda Item #6.
(3) Report Submission.
(a) Copies of financial reporting packages shall be submitted by or on behalf of the
Project Sponsor directly to each of the following:
(i) The Department at one of the following addresses:
By Mail:
Audit Director
Florida Department of Environmental Protection
Office of the Inspector General
3900 Commonwealth Boulevard, MS 40
Tallahassee, Florida 32399-3123
or
Electronically:
FDEPSin�zleAuditkdep.state.fl.us
(ii) The Auditor General's Office at the following address:
State of Florida Auditor General
Room 401, Claude Pepper Building
111 West Madison Street
Tallahassee, Florida 32399-1450
(iii) Copies of reports or management letters shall be submitted by or on behalf of the
Project Sponsor directly to the Department at either of the following addresses:
By Mail:
Audit Director
Florida Department of Environmental Protection
Office of the Inspector General
3900 Commonwealth Boulevard, MS 40
Tallahassee, Florida 32399-3123
or
Electronically:
FDEPSingleAuditkdep.state.fl.us
(b) Any reports, management letters, or other information required to be submitted to
the Department pursuant to this Agreement shall be submitted timely in accordance with Florida
Statutes, or Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit
organizations), Rules of the Auditor General, as applicable.
(c) Project Sponsors, when submitting financial reporting packages to the Department
for audits done in accordance with Chapters 10.550 (local governmental entities) or 10.650
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Agenda Item #6.
(nonprofit and for-profit organizations), Rules of the Auditor General, should indicate the date
that the reporting package was delivered to the Pro j ect Sponsor in correspondence accompanying
the reporting package.
(4) 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 of the Final Amendment, and
shall allow the Department, or its designee, Chief Financial Officer, or Auditor General access to
such records upon request. The 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 of the Final Amendment, unless extended in
writing by the Department.
(5) Monitoring.
In addition to reviews of audits conducted in accordance with Section 215.97, F.S., as
revised monitoring procedures may include, but not be limited to, on-site visits by Department
staff and/or other procedures. By entering into this Agreement, the 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
understands its duty, pursuant to Section 20.055(5), F.S., to cooperate with the Inspector General
in any investigation, audit, inspection, review, or hearing. The Pro j ect Sponsor will comply with
this duty and ensure that any subcontracts issued under this Agreement will impose this
requirement, in writing, on its subcontractors.
ARTICLE III - LOAN REPAYMENT ACCOUNT
3.01. LOAN DEBT SERVICE ACCOUNT.
The 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
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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 Proj ect Sponsor's
obligations pursuant to Section 8.01.
3.04. ASSETS HELD IN TRUST.
The assets in all accounts created under this Loan Agreement shall be held in trust for the
purposes provided herein and used only for the purposes and in the manner prescribed in this
Agreement; and, pending such use, said assets shall be subject to a lien and charge in favor of the
Department.
ARTICLE IV - PROJECT INFORMATION
4.01. PROJECT CHANGES.
Project changes prior to bid opening shall be made by addendum to plans and
specifications. Changes after bid opening shall be made by change order. The Project Sponsor
shall submit all addenda and all change orders to the Department for an eligibility determination.
After execution of all construction, equipment and materials contracts, the Project contingency
may be reduced.
4.02. TITLE TO PROJECT SITE.
The Project Sponsor shall have an interest in real property sufficient for the construction
and location of the Project free and clear of liens and encumbrances which would impair the
usefulness of such sites for the intended use.
4.03. PERMITS AND APPROVALS.
The Project Sponsor shall have obtained, prior to the Department's authorization to award
construction contracts, all permits and approvals required for construction of the Project or
portion of the Project funded under this Agreement.
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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
Utility 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 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 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, and proof of payment.
(2) A certification signed by the Authorized Representative as to the current estimated
costs of the Project; that the materials, labor, or services represented by the invoice have been
satisfactorily purchased, performed, or received and applied to the project; that all funds received
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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 UTILITY SYSTEM
5.01. RATE COVERAGE.
The Project Sponsor shall maintain rates and charges for the services furnished by the
Utility System which will be sufficient to provide, in each Fiscal Year, Pledged Revenues equal
to or exceeding 1.15 times the sum of the Semiannual Loan Payments due in such Fiscal Year. In
addition, the Project Sponsor shall satisfy the coverage requirements of all Senior Revenue Debt
and Parity Debt obligations.
5.02. NO FREE SERVICE.
The Project Sponsor shall not permit connections to, or furnish any services afforded by,
the Utility System without making a charge therefore based on the Pro ect Sponsor's uniform
schedule of rates, fees, and charges.
5.03. RESERVED.
5.04. NO COMPETING SERVICE.
The Project Sponsor shall not allow any person to provide any services which would
compete with the Utility System so as to adversely affect Gross Revenues.
5.05. MAINTENANCE OF THE UTILITY SYSTEM.
The Project Sponsor shall operate and maintain the Utility System in a proper, sound and
economical manner and shall make all necessary repairs, renewals and replacements.
5.06. ADDITIONS AND MODIFICATIONS.
The Project Sponsor may make any additions, modifications or improvements to the
Utility System which it deems desirable and which do not materially reduce the operational
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integrity of any part of the Utility System. All such renewals, replacements, additions,
modifications and improvements shall become part of the Utility System.
5.07. COLLECTION OF REVENUES.
The 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 Utility 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 Utility System and use its best efforts to shut off water service furnished to persons who
are delinquent beyond customary grace periods in the payment of Utility System rates, fees and
other charges.
ARTICLE VI - DEFAULTS AND REMEDIES
6.01. EVENTS OF DEFAULT.
Upon the occurrence of any of the following events (the Events of Default) all obligations
on the part of Department to make any further disbursements hereunder shall, if Department
elects, terminate. The Department may, at its option, exercise any of its remedies set forth in this
Agreement, but Department may make any disbursements or parts of disbursements after the
happening of any Event of Default without thereby waiving the right to exercise such remedies
and without becoming liable to make any further disbursement:
(1) Failure to make any Monthly Loan Deposit or to make any installment of the
Semiannual Loan Payment when it is due and such failure shall continue for a period of 30 days.
(2) Except as provided in Subsection 6.01(1), failure to comply with the provisions of
this Agreement, failure in the performance or observance of any of the covenants or actions
required by this Agreement or the Suspension of this Agreement by the Department pursuant to
Section 8.14, below, and such failure shall continue for a period of 30 days after written notice
thereof to the 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, or if Project Sponsor shall fail to
keep, observe or perform any of the terms, covenants, representations or warranties contained in
this Agreement, the Note, or any other document given in connection with the Loan (provided,
that with respect to non-monetary defaults,Department shall give written notice to Project
Sponsor, which shall have 30 days to cure any such default), or is unable or unwilling to meet its
obligations thereunder.
(4) An order or decree entered, with the acquiescence of the Proj ect Sponsor, appointing
a receiver of any part of the Utility System or Gross Revenues thereof; or if such order or decree,
having been entered without the consent or acquiescence of the Proj ect Sponsor, shall not be
vacated or discharged or stayed on appeal within 60 days after the entry thereof.
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(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 Utility
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) Any charge is brought alleging violations of any criminal law in the implementation
of the Project or the administration of the proceeds from this Loan against one or more officials
of the Project Sponsor by a State or Federal law enforcement authority, which charges are not
withdrawn or dismissed within 60 days following the filing thereof.
(8) Failure of the Project Sponsor to give immediate written notice of its knowledge of a
potential default or an event of default, hereunder, to the Department and such failure shall
continue for a period of 30 days.
6.02. REMEDIES.
All rights, remedies, and powers conferred in this Agreement and the transaction
documents are cumulative and are not exclusive of any other rights or remedies, and they shall
be in addition to every other right, power, and remedy that Department may have, whether
specifically granted in this Agreement or any other transaction document, or existing at law, in
equity, or by statute. Any and all such rights and remedies may be exercised from time to time
and as often and in such order as Department may deem expedient. Upon any of the Events of
Default and subject to the rights of others having prior liens on the Pledged Revenues, the
Department may enforce its rights by, inter alia, any of the following remedies:
(1) By mandamus or other proceeding at law or in equity, cause to establish rates and
collect fees and charges for use of the Utility System, and to require the Project Sponsor to fulfill
this Agreement.
(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 Utility System and to account for the
receipt, use, application, or disposition of the Pledged Revenues.
(3) By action or suit In equity, enjoin any acts or things which may be unlawful or in
violation of the rights of the Department.
(4) By applying to a court of competent jurisdiction, cause to appoint a receiver to
manage the Utility System, establish and collect fees and charges, and apply the revenues to the
reduction of the obligations under this Agreement.
(5) By certifying to the Auditor General and the Chief Financial Officer delinquency on
loan repayments, the Department may intercept the delinquent amount plus six percent,
expressed as an annual interest rate, penalty of the amount due to the Department from any
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unobligated funds due to the Project Sponsor under any revenue or tax sharing fund established
by the State, except as otherwise provided by the State Constitution or State law. Penalty interest
shall accrue on any amount due and payable beginning on the 30th day following the date upon
which payment is due.
(6) By notifying financial market credit rating agencies and potential creditors.
(7) By suing for payment of amounts due, or becoming due, with interest on overdue
payments together with all costs of collection, including attorneys' fees.
(8) By accelerating the repayment schedule or increasing the interest rate on the unpaid
principal of the Loan to as much as 1.667 times the Financing Rate.
6.03. DELAY AND WAIVER.
No course of dealing between Department and Project Sponsor, or any failure or delay on
the part of Department in exercising any rights or remedies hereunder, shall operate as a waiver
of any rights or remedies of Department, and no single or partial exercise of any rights or
remedies hereunder shall operate as a waiver or preclude the exercise of any other rights or
remedies hereunder. No delay or omission by the Department to exercise any right or power
accruing upon Events of Default shall impair any such right or power or shall be construed to be
a waiver of any such default or acquiescence therein, and every such right and power may be
exercised as often as may be deemed expedient. No waiver or any default under this Agreement
shall extend to or affect any subsequent Events of Default, whether of the same or different
provision of this Agreement, or shall impair consequent rights or remedies.
ARTICLE VII - THE PLEDGED REVENUES
7.01. SUPERIORITY OF THE PLEDGE TO THE DEPARTMENT.
From and after the effective date of this Agreement, the Department shall have a lien on
the Pledged Revenues, which along with any other Department State Revolving Fund liens on
the Pledged Revenues, of equal priority, will be prior and superior to any other lien,pledge or
assignment with the following exception. All obligations of the Project Sponsor under this
Agreement shall be junior, inferior, and subordinate in all respects in right of payment and
security to the Senior Revenue Debt defined in Section 1.01 of this Agreement and to any
additional senior obligations issued with the Department's consent pursuant to Section 7.02. The
Department may release its lien on such Pledged Revenues in favor of the Department if the
Department makes a determination in its sole discretion, based upon facts deemed sufficient by
the Department, that the remaining Pledged Revenues will, in each Fiscal Year, equal or exceed
1.15 times the debt service coming due in each Fiscal Year under the terms of this Agreement.
7.02. ADDITIONAL DEBT OBLIGATIONS.
The 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 may 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
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growth of the Utility System and revenue increases, plus revenues to be pledged to the additional
proposed debt obligations will, during the period of time Semiannual Loan Payments are to be
made under this Agreement, equal or exceed 1.15 times the annual combined debt service
requirements of this Agreement and the obligations proposed to be issued by the 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 Proj ect Sponsor shall have paid, or shall have made provision for the timely
payment of, the entire principal amount of the Loan and interest, the pledge of, and lien on, the
Pledged Revenues to the Department shall be no longer in effect. Deposit of sufficient cash,
securities, or investments, authorized by law, from time to time, may be made to effect
defeasance of this Loan. However, the deposit shall be made in irrevocable trust with a banking
institution or trust company for the sole benefit of the Department. There shall be no penalty
imposed by the Department for early retirement of this Loan.
8.02. PROJECT RECORDS AND STATEMENTS.
Books, records, reports, engineering documents, contract documents, and papers shall be
available to the authorized representatives of the Department for inspection at any reasonable
time after the Project Sponsor has received a disbursement and until five years after the Final
Amendment date.
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 Proj ect Sponsor shall not assign rights created by this Agreement
without the written consent of the Department.
8.05. AMENDMENT OF AGREEMENT.
This Agreement may be amended in writing, except that no amendment shall be
permitted which is inconsistent with statutes, rules, regulations, executive orders, or written
agreements between the Department and the U.S. Environmental Protection Agency (EPA).
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Agenda Item #6.
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 and the Loan Service Fee based on actual Project costs
shall be completed after the Department's final inspection of the Project records.
8.06. ABANDONMENT, TERMINATION OR VOLUNTARY CANCELLATION.
Failure of the Project Sponsor to actively prosecute or avail itself of this Loan (including
e.g. described in Para 1 and 2 below) shall constitute its abrogation and abandonment of the
rights hereunder, and the Department may then, upon written notification to the Project Sponsor,
suspend or terminate this Agreement.
(1) Failure of the Project Sponsor to draw Loan proceeds within eighteen months after
the effective date of this Agreement, or by the date set in Section 10.07 to establish the Loan
Debt Service Account, whichever date occurs first.
(2) Failure of the Project Sponsor, after the initial Loan draw,to draw any funds under
the Loan Agreement for twenty-four months, without approved justification or demonstrable
progress on the Project.
Upon a determination of abandonment by the Department, the Loan will be suspended,
and the Department will implement administrative close out procedures (in lieu of those in
Section 4.07) and provide written notification of Final Unilateral Amendment to the Project
Sponsor.
In the event that following the execution of this Agreement, the Project Sponsor decides
not to proceed with this Loan, this Agreement can be cancelled by the Project Sponsor, without
penalty, if no funds have been disbursed.
8.07. SEVERABILITY CLAUSE.
If any provision of this Agreement shall be held invalid or unenforceable, the remaining
provisions shall be construed and enforced as if such invalid or unenforceable provision had not
been contained herein.
8.08. USE AS MATCHING FUNDS.
The EPA provided a class deviation from the Provisions of 40 CFR 35.3125(b)(1) to
allow these second tier funds to be used as local matching requirements for most EPA grant
funded treatment works projects, including special Appropriations Act projects.
8.09. DAVIS-BACON ACT REQUIREMENTS.
(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 requirements. As provided in 29 CFR
5.6(a)(5) all interviews must be conducted in confidence. The Project Sponsor must use
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Standard Form 1445 or equivalent documentation to memorialize the interviews. Copies of the
SF 1445 are available from the EPA on request.
(2) The Project Sponsor shall periodically conduct spot checks of a representative
sample of weekly payroll data to verify that contractors or subcontractors are paying the
appropriate wage rates. The Project Sponsor shall establish and follow a spot check schedule
based on its assessment of the risks of noncompliance with Davis-Bacon posed by contractors or
subcontractors and the duration of the contract or subcontract. At a minimum, if practicable, the
subrecipient should spot check payroll data within two weeks of each contractor or
subcontractor's submission of its initial payroll data and two weeks prior to the completion date
the contract or subcontract. Project Sponsors must conduct more frequent spot checks if the
initial spot check or other information indicates that there is a risk that the contractor or
subcontractor is not complying with Davis-Bacon. In addition, during the examinations the
Project Sponsor shall verify evidence of fringe benefit plans and payments thereunder by
contractors and subcontractors who claim credit for fringe benefit contributions.
(3) The Project Sponsor shall periodically review contractors and subcontractors use of
apprentices and trainees to verify registration and certification with respect to apprenticeship and
training programs approved by either the U.S Department of Labor(DOL) or a state, as
appropriate, and that contractors and subcontractors are not using disproportionate numbers of
laborers, trainees, and apprentices. These reviews shall be conducted in accordance with the
schedules for spot checks and interviews described in items (1) and (2) above.
(4) Project Sponsors must immediately report potential violations of the Davis-Bacon
prevailing wage requirements to the appropriate DOL Wage and Hour District Office listed at
http://www.dol.gov/whd/america2.htm and to the EPA Region 4 Water Division/Grants and
Infrastructure Section by calling 404-562-9345. Additional information on Davis-Bacon
guidance is located on the EPA website at: https://www.epa.gov/.ra�nts/guidance-
implementation-davis-bacon-epa-funded-construction-grants.
8.10. AMERICAN IRON AND STEEL REQUIREMENT.
The Project Sponsor's subcontracts must contain requirements that all of the iron and
steel products used in the Project are in compliance with the American Iron and Steel
requirement as described in Section 608 of the Federal Water Pollution Control Act unless the
Project Sponsor has obtained a waiver pertaining to the Project or the Department has advised
the Project Sponsor that the requirement is not applicable to the Project.
8.11. RESERVED.
8.12. PUBLIC RECORDS ACCESS.
(1) The Project Sponsor shall comply with Florida Public Records law under Chapter
1191 F.S. Records made or received in conjunction with this Agreement are public records under
Florida law, as defined in Section 119.011(12), F.S. The Project Sponsor shall keep and maintain
public records required by the Department to perform the services under this Agreement.
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(2) This Agreement maybe unilaterally canceled by the Department for refusal by the
Project Sponsor to either provide to the Department upon request, or to allow inspection and
copying of all public records made or received by the Project Sponsor in conjunction with this
Agreement and subject to disclosure under Chapter 119, F.S., and Section 24(a), Article I,
Florida Constitution.
(3) IF THE PROJECT SPONSOR HAS QUESTIONS REGARDING
THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
PROJECT SPONSOR'S DUTY TO PROVIDE PUBLIC RECORDS
RELATING TO THIS AGREEMENT, CONTACT THE DEPARTMENT'S
CUSTODIAN OF PUBLIC RECORDS AT (850)245-21189 by email at
public.services kdep.state.fl.us, or at the mailing address below:
Department of Environmental Protection
ATTN: Office of Ombudsman and Public Services
Public Records Request
3900 Commonwealth Blvd, MS 49
Tallahassee, FL 32399
8.13. SCRUTINIZED COMPANIES.
(1) The Project Sponsor certifies that it and its subcontractors are not on the Scrutinized
Companies that Boycott Israel List. Pursuant to Section 287.135, F.S., the Department may
immediately terminate this Agreement at its sole option if the Project Sponsor or its
subcontractors are found to have submitted a false certification; or if the Project Sponsor, or its
subcontractors are placed on the Scrutinized Companies that Boycott Israel List or is engaged in
the boycott of Israel during the term of the Agreement.
(2) If this Agreement is for more than one million dollars, the Project Sponsor certifies
that it and its subcontractors are also not on the Scrutinized Companies with Activities in Sudan,
Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or engaged with
business operations in Cuba or Syria as identified in Section 287.135, F.S. Pursuant to Section
287.135, F.S., the Department may immediately terminate this Agreement at its sole option if the
Project Sponsor, its affiliates, or its subcontractors are found to have submitted a false
certification; or if the Project Sponsor, its affiliates, or its subcontractors are placed on the
Scrutinized Companies that Boycott the Scrutinized Companies with Activities in Sudan List, or
Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or engaged with
business operations in Cuba or Syria during the term of the Agreement.
(3) The Project Sponsor agrees to observe the above requirements for applicable
subcontracts entered into for the performance of work under this Agreement.
(4) As provided in Subsection 287.135(8), F.S., if federal law ceases to authorize these
contracting prohibitions then they shall become inoperative.
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8.14. SUSPENSION.
The Department may suspend any or all of its obligations to Loan or provide financial
accommodation to the Proj ect Sponsor under this Agreement in the following events, as
determined by the Department:
(1) The Project Sponsor abandons or discontinues the Project before its completion,
(2) The commencement, prosecution, or timely completion of the Project by the Project
Sponsor is rendered improbable or the Department has reasonable grounds to be insecure in
Project Sponsor's ability to perform, or
(3) The implementation of the Project is determined to be illegal, or one or more
officials of the Project Sponsor in responsible charge of, or influence over, the Project is charged
with violating any criminal law in the implementation of the Project or the administration of the
proceeds from this Loan.
The Department shall notify the Project Sponsor of any suspension by the Department of
its obligations under this Agreement, which suspension shall continue until such time as the
event or condition causing such suspension has ceased or been corrected, or the Department has
re-instated the Agreement.
Project Sponsor shall have no more than 30 days following notice of suspension
hereunder to remove or correct the condition causing suspension. Failure to do so shall constitute
a default under this Agreement.
Following suspension of disbursements under this Agreement, the Department may
require reasonable assurance of future performance from Project Sponsor prior to re-instating the
Loan. Such reasonable assurance may include, but not be limited to, a payment mechanism
using two party checks, escrow or obtaining a Performance Bond for the work remaining.
Following suspension, upon failure to cure, correct or provide reasonable assurance of
future performance by Project Sponsor, the Department may exercise any remedy available to it
by this Agreement or otherwise and shall have no obligation to fund any remaining Loan balance
under this Agreement.
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).
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Agenda Item #6.
(3) Certification of compliance with the conditions of the Department's approval of
competitively or non-competitively negotiated procurement, if applicable.
(4) Certification Regarding Disbarment, Suspension, Ineligibility and Voluntary
Exclusion.
(5) Certification that the Project Sponsor and contractors are in compliance with labor
standards, including prevailing wage rates established for its locality by the DOL under the
Davis-Bacon Act for Project construction.
(6) Certification that all procurement is in compliance with Section 8.10 which states
that all iron and steel products used in the Project must be produced in the United States unless
(a) a waiver is provided to the Project Sponsor by the EPA or(b) compliance would be
inconsistent with United States obligations under international agreements.
9.02. SUBMITTAL OF CONSTRUCTION CONTRACT DOCUMENTS.
After the Department's authorization to award construction contracts has been received,
the Project Sponsor shall submit:
(1) Contractor insurance certifications.
(2) Executed Contract(s).
(3) Notices to proceed with construction.
9.03. INSURANCE REQUIRED.
The Project Sponsor shall cause the Project, as each part thereof is certified by the
engineer responsible for overseeing construction as completed, and the Utility System(hereafter
referred to as "Revenue Producing Facilities") to be insured by an insurance company or
companies licensed to do business in the State of Florida against such damage and destruction
risks as are customary for the operation of utility systems of like size, type and location to the
extent such insurance is obtainable from time to time against any one or more of such risks.
The proceeds of insurance policies received as a result of damage to, or destruction of,
the Project or the other Revenue Producing Facilities, shall be used to restore or replace damaged
portions of the facilities. If such proceeds are insufficient, the 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 $2,654,132 which consists of$2,631,932
to be disbursed to the Project Sponsor and $22,200 of Capitalized Interest.
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Agenda Item #6.
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 Financing Rate, or rates, set for the Loan. It accrues and is compounded
annually from the time when disbursements are made until six months before the first
Semiannual Loan Payment is due. Capitalized Interest is estimated prior to establishing the
schedule of actual disbursements.
10.02. LOAN SERVICE FEE.
The Loan Service Fee is $52,639 for the Loan amount authorized to date. The fee
represents two percent of the Loan amount excluding Capitalized Interest; that is, two percent of
$2,631,932. The Loan Service Fee is estimated at the time of execution of the loan agreement
and shall be revised with any increase or decrease amendment. The Loan Service Fee is based
on actual Project costs and assessed in the final loan amendment. The Project Sponsor shall pay
the Loan Service Fee from the first available repayment(s) following the Final Amendment.
10.03. FINANCING RATE.
The Financing Rate on the unpaid principal of the Loan amount specified in
Section 10.01 is 1.19 percent per annum. However, if this Agreement is not executed by the
Project Sponsor and returned to the Department before October 1, 2022, the Financing Rate may
be adjusted.
10.04. LOAN TERM.
The Loan term shall be 20 years.
10.05. REPAYMENT SCHEDULE.
Repayments shall be made semiannually (twice per year). The Semiannual Loan
Payment shall be computed based upon the principal amount of the Loan plus the estimated Loan
Service Fee and the principle of level debt service. The Semiannual Loan Payment amount may
be adjusted, by amendment of this Agreement, based upon revised information. After the final
disbursement of Loan proceeds, the Semiannual Loan Payment shall be based upon the actual
Project costs, the actual Loan Service Fee and the Loan Service Fee capitalized interest, if any,
and actual dates and amounts of disbursements, taking into consideration any previous payments.
Actual Project costs shall be established after the Department's inspection of the completed
Project and associated records. The Department will deduct the Loan Service Fee and any
associated interest from the first available repayments following the Final Amendment.
Each Semiannual Loan Payment shall be in the amount of$76,241 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. Interest
shall be computed as of the due date of each Semiannual Loan Payment.
21
Page 128 of 344
Agenda Item #6.
Semiannual Loan Payments shall be received by the Department beginning on
September 15, 2024, and semiannually thereafter on March 15 and September 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
$217061771, which consists of the Loan principal plus the Loan Service Fee with its capitalized
interest.
10.06. PROJECT COSTS.
The Project Sponsor and the Department acknowledge that the actual Project costs have
not been determined as of the effective date of this Agreement. Project cost adjustments may be
made as a result of construction bidding or mutually agreed upon Project changes. Capitalized
Interest will be recalculated based on actual dates and amounts of Loan disbursements. If the
Project Sponsor receives other governmental financial assistance for this Project, the costs
funded by such other governmental assistance will not be financed by this Loan. The
Department shall establish the final Project costs after its final inspection of the Project records.
Changes in Project costs may also occur as a result of an audit.
The Project Sponsor agrees to the following estimates of Project costs:
CATEGORY PROJECT COSTS ($)
Construction and Demolition 213201488
Contingencies 2321049
Technical Services After Bid Opening 791395
SUBTOTAL (Loan Amount) 2,6311932
Capitalized Interest 22,200
TOTAL (Loan Principal Amount) 2,6541132
10.07. SCHEDULE.
The Project Sponsor agrees by execution hereof:
(1) This Agreement shall be effective on February 23, 2022. Invoices submitted for
work conducted on or after this date shall be eligible for reimbursement.
(2) Completion of Project construction is scheduled for March 15, 2024.
(3) The Loan Debt Service Account shall be established, and Monthly Loan Deposits
shall begin no later than March 15, 2024.
(4) The first Semiannual Loan Payment in the amount of$76,241 shall be due
September 15, 2024.
22
Page 129 of 344
Agenda Item #6.
ARTICLE XI - EXECUTION OF AGREEMENT
This Loan Agreement DW 50 2-700 i-n-av 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.
fiN WITNESS N�-TIEREOF, the Department has caused this Agreement to be executed on
its behalf by the Secretai-v or Designee and the. Project Sponsor has caused this Ac-preement to be
.P executed on its behalf by its Authorized Representative and by its affixed sea]. The effective
date ref this Agreement shall be as set f'()rth belt)�v by the Department.
for
VILLAGE OF TEQUESTA
00e-
or1 CY1 C��( 1400A
pressed in Section 2.02A
1 attest to the opilitoll ",x
Attest: entitled cr Uthorization.
kol�
SEAL OF
F�P 0
10�
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OF3poRA
► TL�D/
%(A
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..............
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FL
for
STATE OF F'LORIDA
DEPARTMEN'J" OF ENNIRONMENTAL PROTE-Crl"10N
Digitally signed by Angela
A nge l a Kn ec h t Knecht
Date:2022.10.11 08:45:54
-04'00'
Sccrctary or Designee Date
Page 130 of 344
Agenda Item #6.
VEPARtMF,r� tis
FLORIDA DEPARTMENT OF RonGoser�nor
0
4 0Environmental Protection JeanetteNuoez
Z z Lt.Governor
� o
0*�o � Marjory Stoneman Douglas Building Shawn Hamilton
�MFN7AL PLO 3900 Commonwealth Boulevard Secretary
Tallahassee,FL 32399
January 26, 2023
Ms. Marjorie G. Craig, P.E.
Director, Utilities Department
Village of Tequesta
345 Tequesta Dr.
Tequesta, Florida 33469
Re: DW502700—Village of Tequesta
Water Main Replacement Program No. 1 &No. 4
Dear Ms. Craig:
We have reviewed the bidding information for the Water Main Replacement Program
No. 1 &No. 4 contract. The selection of the bidder identified below is acceptable.
Contractor Contract Amount
B&B Underground Construction, Inc. $ 3,560,490.00
This letter is your authorization to award the contract. Please note that disbursements
only up to the amount in the original agreement are eligible until approval of increased
funding. Please also note that contingencies are not SRF-eligible unless approved by
change order. Please submit a copy of the notice to proceed, a copy of the executed
contract between the Village and the contractor, and the attached certification of
contractor's insurance and bonding after the contract is executed via email at
SRF_Reporting@dep.state.fl.us. No disbursements for this contract will be made until
the documents mentioned above are returned to us.
Please send all change orders to Mahnaz Massoudi for review. If we may be of further
assistance, please call Charles Richards at(850) 245-2926.
Sincerely,
Teresa Robson, Program Administrator
State Revolving Fund Management
TR/cr
Attachment
cc: Christine Miranda, P.E. - Holtz Consulting Engineers, Inc.
Page 131 of 344