1535 FDEP State Revolving FundROUTING MEMO
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FLORIDA DEPARTMENT OF
ENVIRONMENTAL PROTECTION
BOB MARTINEZ CENTER
2600 BLAIRSTONE ROAD
TALLAHASSEE, FLORIDA 32399 -2400
OCT 0 3 2012
CERTIFIED MAIL
RETURN RECEIPT REQUESTED
Mr. Paul Moore
Utilities Director
City of Sanford
Post Office Box 1788
Sanford, Florida 32772
Re: WW590131- Sanford
Treatment Facilities
Dear Mr. Moore:
RICK titOI I
WO\TRNOR
I1A\11 1:R CAIRROI 1.
I I.60 \].RNO)R
III Rti('Ill;l.l. � IN1':�RU.IR.
We are pleased to provide State Revolving Fund financial assistance for
construction of your treatment facilities project. One original of the fully
executed loan agreement is enclosed. To draw money under the agreement,
please call David Courson at 850/245 -8358 for assistance in completing a
disbursement request.
We congratulate you and your staff on your efforts and are pleased that we can
work with you on this project.
Sincerely,
C
Christine M. Klena, Deputy Director
Division of Water Resource Management
CMK/ gc
Enclosure
cc: Norton Bonaparte - City of Sanford
David Gierach - CPH Engineers, Inc.
/716A/
ii IrI1'.dep. " ,1[ 1Is
FLORIDA WATER POLLUTION CONTROL FINANCING CORPORATION
AND
CITY OF SANFORD, FLORIDA
CLEAN WATER STATE REVOLVING FUND
LOAN AGREEMENT
WW590131
Florida Water Pollution Control Financing Corporation
1801 Hermitage Boulevard
Tallahassee, Florida 32308
IV 4
CLEAN WATER STATE REVOLVING FUND LOAN AGREEMENT
CONTENTS
ARTICLE I - DEFINITIONS ......... ...............................
1.01. WORDS AND TERMS ..............................
1.02. CORRELATIVE WORDS ..........................
PAGE
.............................. ............................... 2
.............................. ............................... 2
.............................. ............................... 5
ARTICLE II - WARRANTIES, REPRESENTATIONS AND COVENANTS ........ ..............................5
2.01. GENERAL WARRANTIES, REPRESENTATIONS AND COVENANTS ...................... 5
2.02. TAX WARRANTIES, REPRESENTATIONS AND COVENANTS .. ............................... 8
2.03. LEGAL AUTHORIZATION ................................................................... .............................15
2.04. AUDIT AND MONITORING REQUIREMENTS ............................... .............................15
ARTICLE III - LOAN REPAYMENT ACCOUNT .................................................. .............................19
3.01. LOAN DEBT SERVICE ACCOUNT ..................................................... .............................19
3.02. INVESTMENT OF LOAN DEBT SERVICE ACCOUNT MONEYS . .............................19
3.03. LOAN DEBT SERVICE ACCOUNT WITHDRAWALS ..................... .............................19
3.04. ASSETS HELD IN TRUST ...................................................................... .............................19
ARTICLE IV - PROJECT INFORMATION ....................... ...............................
4.01. PROJECT CHANGES ....................................... ...............................
4.02. TITLE TO PROJECT SITE ................................ ...............................
4.03. PERMITS AND APPROVALS ........................ ...............................
4.04. ENGINEERING SERVICES ............................. ...............................
4.05. PROHIBITION AGAINST ENCUMBRANCES ..........................
4.06. COMPLETION MONEYS ............................... ...............................
4.07. CLOSE - OUT ...................................................... ...............................
4.08. LOAN DISBURSEMENTS ............................... ...............................
ARTICLE V - RATES AND USE OF THE WATER AND SEWER SYSTEMS
5.01. RATE COVERAGE .............................................. ...............................
5.02. NO FREE SERVICE ............................................. ...............................
5.03. MANDATORY CONNECTIONS ...................... ...............................
5.04. NO COMPETING SERVICE .............................. ...............................
5.05. MAINTENANCE OF THE WATER AND SEWER SYSTEMS.....
5.06. ADDITIONS AND MODIFICATIONS ............ ...............................
5.07. COLLECTION OF REVENUES ......................... ...............................
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20
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20
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20
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20
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20
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20
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.................. 23
ARTICLE VI - DEFAULTS AND REMEDIES ......................................................... .............................23
6.01. EVENTS OF DEFAULT .......................................................................... .............................23
6.02. REMEDIES ................................................................................................ .............................24
6.03. DELAY AND WAIVER .......................................................................... .............................25
ARTICLE VII - THE PLEDGED REVENUES .......................................................... .............................25
7.01. SUPERIORITY OF THE PLEDGE TO THE CORPORATION .......... .............................25
7.02. ADDITIONAL DEBT OBLIGATIONS ................................................. .............................25
i
4 +7
ARTICLE VIII - GENERAL PROVISIONS .............................................................. .............................26
8.01.
DISCHARGE OF OBLIGATIONS ......................................................... .............................26
8.02.
PROJECT RECORDS AND STATEMENTS ......................................... .............................26
8.03.
ACCESS TO PROJECT SITE ................................................................... .............................26
8.04.
ASSIGNMENT OF RIGHTS UNDER AGREEMENT ......................... .............................27
8.05.
AMENDMENT OF AGREEMENT ....................................................... .............................27
8.06.
ANNULMENT OF AGREEMENT ........................................................ .............................27
8.07.
SEVERABILITY CLAUSE ....................................................................... .............................27
8.08.
USE AS MATCHING FUNDS ............................................................... .............................28
8.09.
COMPLIANCE VERIFICATION .......................................................... .............................28
ARTICLE
IX - CONSTRUCTION CONTRACTS AND INSURANCE .............. ...............................
29
9.01.
AUTHORIZATION TO AWARD CONSTRUCTION CONTRACTS ...........................29
9.02.
SUBMITTAL OF CONSTRUCTION CONTRACT DOCUMENTS .. .............................29
9.03.
INSURANCE REQUIRED ...................................................................... .............................30
ARTICLE
X - DETAILS OF FINANCING ............................................................... .............................30
10.01.
PRINCIPAL AMOUNT OF LOAN ....................................................... .............................30
10.02.
LOAN SERVICE FEE .............................................................................. .............................30
10.03.
FINANCING RATE ................................................................................. .............................31
10.04.
LOAN TERM ............................................................................................ .............................31
10.05.
REPAYMENT SCHEDULE .................................................................... .............................31
10.06.
PROJECT COSTS ..................................................................................... .............................32
10.07.
PROJECT SCHEDULE ............................................................................ .............................32
10.08.
SPECIAL CONDITION .......................................................................... .............................33
ARTICLE XI - EXECUTION OF AGREEMENT ..................................................... .............................34
11
CLEAN WATER STATE REVOLVING FUND LOAN AGREEMENT
WW590131
THIS AGREEMENT is executed by the FLORIDA WATER POLLUTION
CONTROL FINANCING CORPORATION (the "Corporation') and the CITY OF
SANFORD, FLORIDA (the "Local Borrower "), existing as a local governmental agency
under the laws of the State of Florida.
WITNESSETH:
WHEREAS, pursuant to Sections 403.1835 and 403.1837, Florida Statutes (the
"State Act "), the Corporation is authorized to make loans to local government agencies
to finance or refinance the construction of wastewater pollution control facilities, the
planning and design of which have been reviewed by the State of Florida Department
of Environmental Protection (the "Department "); and
WHEREAS, in accordance with the provisions of the State Act and a Service
Contract dated as of June 1, 2001 (as amended from time to time, the "Service
Contract ") between the Corporation and the Department, the Department has
responsibility for the performance of various activities in connection with such loans;
and
WHEREAS, funding is provided from the State Revolving Fund program
repayments and interest, which are Federally protected but which are subject to state
audit requirements; and
WHEREAS, the Local Borrower has made application for the financing of the
Project (as hereinafter defined), and the Corporation and the Department have
determined that such Project meets all requirements for a loan and have agreed to make
a loan to the Local Borrower as set forth in this Agreement (the "Loan "); and
WHEREAS, in accordance with the provisions of a Master Trust Indenture dated
as of June 1, 2001 (as supplemented and amended from time to time, the "Indenture ")
between the Corporation and U.S. Bank Trust National Association, as trustee (together
with any successor trustee, the "Trustee "), the Corporation is authorized to issue bonds
(the "Bonds ") from time to time to fund loans pursuant to the State Act and to refund
bonds issued by the Corporation; and
WHEREAS, the Loan and all payments of principal and interest thereon,
including prepayments, and all proceeds thereof, but excluding the Loan Service Fee (as
such term is hereinafter defined), have been pledged and assigned to the Trustee under
the Indenture as security for the payment of principal of, premium, if any, and interest
on the Bonds; and
I� ,t
WHEREAS, pursuant to the provisions of the State Act, the Service Contract and
the Indenture, and as provided herein, the Corporation and the Department will
cooperate to assure continuing compliance with the various requirements and separate
duties and responsibilities arising from the issuance of the Bonds and the loans made by
the Corporation.
NOW, THEREFORE, in consideration of the Corporation loaning money to the
Local Borrower, 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.
In addition to the words and terms elsewhere defined in this Agreement, the
following words and terms shall have the meanings set forth below:
(1) "Agreement" or "Loan Agreement" shall mean this loan agreement.
(2) "Authorized Representative" shall mean the official or officials of the
Local Borrower authorized by ordinance or resolution to sign documents associated
with the Loan.
(3) "Capitalized Interest" shall mean a finance charge that accrues at the
Financing Rate on Loan proceeds from the time of disbursement until six months before
the first Semiannual Loan Payment is due. Capitalized Interest is financed as part of the
Loan principal.
(4) "Code" means the Internal Revenue Code of 1986, the Treasury
Regulations (whether temporary or final) under that Code or the statutory predecessor
of that Code, and any amendments of or successor provisions to, the foregoing and any
official rulings, announcements, notices, procedures and judicial determinations
regarding any of the foregoing, all as and to the extent applicable.
(5) "Defeasance Obligations" means:
(a) Direct obligations of, or obligations the prompt payment of principal and
interest on which are fully guaranteed by, the United States of America which are not
callable prior to maturity (except at the option of the holder thereof);
(b) Bonds, debentures, notes or other evidences of indebtedness issued or
fully insured or guaranteed by any agency or instrumentality of the United States of
America which are backed by the full faith and credit of the United States of America
and which are not callable prior to maturity (except at the option of the holder thereof);
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,,
(c) Resolution Funding Corp. (REFCORP) obligations which are not callable
prior to maturity (except at the option of the holder thereof); and
(d) Obligations of any state of the United States of America or of any agency,
instrumentality or local governmental unit of any such state which are not callable prior
to maturity or as to which irrevocable determination to call such obligations prior to
maturity shall have been made by the issuer thereof, and for the payment of the
principal of, premium, if any, and interest on which provision shall have been made by
the irrevocable deposit with a bank or trust company acting as a trustee or escrow agent
for owners of such obligations of securities described in clauses (a), (b) or (c), the
maturing principal of and interest on which, when due and payable, will provide
sufficient moneys to pay when due the principal of, premium, if any, and interest on
such obligations, and which securities are not available to satisfy any other claim,
including any claim of the trustee or escrow agent or of any person claiming through
the trustee or escrow agent or to whom the trustee or escrow agent may be obligated.
(6) "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 and insured by the
Federal Deposit Insurance Corporation.
(7) "Fiscal Year" shall mean the period commencing on October 1 of each
year and ending on September 30 of the succeeding year.
(8) "Financing Rate" shall mean the charges, expressed as a percent per
annum, imposed on the unpaid principal of the Loan. The Financing Rate shall consist
of an interest rate component and a Grant Allocation Assessment rate component.
(9) "Grant Allocation Assessment" shall mean an assessment, expressed as a
percent per annum, accruing on the unpaid balance of the Loan. It is computed
similarly to the way interest charged on the Loan is computed and is included in the
Semiannual Loan Payment. After paying or providing for the payment of debt service
on the Bonds, the Department will use Grant Allocation Assessment moneys for making
grants to financially disadvantaged small communities pursuant to Section 403.1835 of
the Florida Statutes.
(10) "Gross Revenues" shall mean all income or earnings received by the Local
Borrower from the ownership or operation of its Water and Sewer Systems, including
investment income, all as calculated in accordance with generally accepted accounting
principles. Gross Revenues shall not include proceeds from the sale or other disposition
of any part of the Water or 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.
3
(11) "Loan Application' shall mean the completed form which provides all
information required to support obtaining construction loan financial assistance.
(12) "Loan Debt Service Account" shall mean an account, or a separately
identified component of a pooled cash or liquid account, with a Depository established
by the Local Borrower for the purpose of accumulating Monthly Loan Deposits and
making Semiannual Loan Payments.
(13) "Loan Service Fee" shall mean an origination fee which shall be paid by
the Local Borrower.
(14) "Monthly Loan Deposit" shall mean the monthly deposit to be made by
the Local Borrower to the Loan Debt Service Account.
(15) "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.
(16) "Pledged Revenues" shall mean the specific revenues pledged as security
for repayment of the Loan and shall be the Gross Revenues derived yearly from the
operation of the Water and Sewer Systems after payment of the Operation and
Maintenance Expense and the 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.
(17) "Project" shall mean the works financed by this Loan and shall consist of
furnishing all labor, materials, and equipment to construct the treatment facilities
project in accordance with the plans and specifications accepted by the Department for
the "Sanford Biological Nutrient Removal Improvements" contract.
The Project is in agreement with the planning documentation accepted by the
Department effective June 28, 2012. Approval of this Project is provided by the Florida
Categorical Exclusion Notice dated December 30, 2011 and no adverse comments were
received.
(18) "Semiannual Loan Payment" shall mean the payment due from the Local
Borrower at six -month intervals.
(19) "Senior Revenue Obligations" shall mean the following debt obligations:
(a) City of Sanford, Florida, Utility System Revenue Refunding Bonds,
Series 2003, issued in the amount of $12,450,000, pursuant to Resolution No. 1944; and
M
(b) City of Sanford, Florida, Utility System Revenue Note, Series 2010, issued
in the amount of $14,720,000, pursuant to Resolution No. 2178; and
(c) Additional bonds issued on a parity with the obligations identified above
pursuant to Section 20(Q) of Resolution No. 1944; and
(d) 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.
(20) "Sewer System' shall mean all facilities owned by the Local Borrower for
collection, transmission, treatment and reuse of wastewater and its residuals.
(21) "State" means the State of Florida.
(22) "Tax- Exempt Bonds" means Bonds the interest on which is intended on
their date of issuance to be excludable from gross income of the holders thereof for
federal income tax purposes.
(23) "Water System" shall mean all facilities owned by the Local Borrower for
supplying and distributing water for residential, commercial, industrial, and
governmental use.
1.02. CORRELATIVE WORDS.
Words of the masculine gender shall be understood to include correlative words
of the feminine and neuter genders. Unless the context shall otherwise indicate, the
singular shall include the plural and the word "person' shall include corporations and
associations, including public bodies, as well as natural persons.
ARTICLE II - WARRANTIES, REPRESENTATIONS AND COVENANTS
2.01. GENERAL WARRANTIES, REPRESENTATIONS AND COVENANTS
The Local Borrower warrants, represents and covenants that:
(1) The Local Borrower has full power and authority to enter into this
Agreement and to comply with the provisions hereof.
(2) The Local Borrower 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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(3) There is no material action, suit, proceeding, inquiry or investigation, at
law or in equity, before any court or public body, pending or, to the best of the Local
Borrower's knowledge, threatened, which seeks to restrain or enjoin the Local Borrower
from entering into or complying with this Agreement.
(4) All permits, real property interests, and approvals required as of the date
of this Agreement have been obtained for construction and use of the Project. The Local
Borrower knows of no reason why any future required permits or approvals are not
obtainable.
(5) The Local Borrower shall undertake the Project on its own responsibility,
to the extent permitted by law.
(6) To the extent permitted by law, the Local Borrower shall release and hold
harmless the State, its agencies, the Corporation, and each of their respective officers,
members, and employees from any claim arising in connection with the Local
Borrower's actions or omissions in its planning, engineering, administrative, and
construction activities financed by this Loan or its operation of the Project.
(7) All Local Borrower representations to the Corporation and the
Department, pursuant to the Loan Application and this Agreement, were and are true
and accurate as of the date the Loan Application and this Agreement were each
executed by the Local Borrower. The financial information delivered by the Local
Borrower to the Department was current and correct as of the date such information
was delivered. The Local Borrower shall comply with Chapter 62 -503, Florida
Administrative Code, and all applicable State and Federal laws, rules, and regulations
which are identified in the Loan Application or this Agreement. To the extent that any
assurance, representation, or covenant requires a future action, the Local Borrower shall
take such action as is necessary for compliance.
(8) The Local Borrower shall maintain records using generally accepted
governmental accounting principles established by the Governmental Accounting
Standards Board. As part of its bookkeeping system, the Local Borrower 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
Borrower's annual budget to be insufficient to make the Semiannual Loan Payments for
such Fiscal Year when due, the Local Borrower 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
0
budget and designated for the purpose provided by this Subsection, and the Local
Borrower shall collect such funds for application as provided herein. The Local
Borrower 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 Borrower to levy or appropriate ad valorem
tax revenues; or preventing the Local Borrower 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 Fiscal Year, beginning three months before the first Semiannual Loan
Payment and ending with the Fiscal Year during which the final Loan repayment is
made, the Local Borrower's Authorized Representative or its chief financial officer shall
submit, pursuant to the schedule established in Section 10.07, a certification that: (a)
Pledged Revenues collections satisfy, on a pro rata basis, the rate coverage requirement;
(b) the Loan Debt Service Account contains the funds required; and (c) insurance,
including that issued through the National Flood Insurance Program authorized under
42 U.S.C. secs. 4001 -4128 when applicable, in effect for the facilities generating the
Pledged Revenues, adequately covers the customary risks to the extent that such
insurance is available.
(11) Pursuant to Section 216.347 of the Florida Statutes, the Local Borrower
shall not use the Loan proceeds for the purpose of lobbying the Florida Legislature, the
Judicial Branch, or a State agency.
(12) The Local Borrower agrees to construct the Project in accordance with the
Project schedule. Delays incident to strikes, riots, acts of God, and other events beyond
the reasonable control of the Local Borrower 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 Local Borrower covenants that this Agreement is entered into for the
purpose of constructing, refunding, or refinancing the Project which will in all events
serve a public purpose. The Local Borrower covenants that it will, under all conditions,
complete and operate the Project to fulfill the public need.
(14) The Local Borrower shall take such actions, shall furnish and certify to
such information and execute and deliver and cause to be executed and delivered such
documents, certificates and opinions as the Corporation and /or the Department may
reasonably require in connection with the Bonds, including, without limitation, any
necessary continuing disclosure undertaking meeting the requirements of Securities
and Exchange Commission Rule 15c2 -12.
7
2.02. TAX WARRANTIES, REPRESENTATIONS AND COVENANTS
The Local Borrower acknowledges that the Corporation may issue Tax - Exempt
Bonds with which to fund the Loan to the Local Borrower and that the maintenance of
the tax - exempt status of any such Tax - Exempt Bonds will depend, in part, on the Local
Borrower's compliance with the provisions of this Agreement. Accordingly, the Local
Borrower warrants, represents and covenants that:
(1) Notwithstanding any other provisions of this Agreement, including
specifically Section 2.02(8), if the Local Borrower shall be notified by the Corporation or
the Department as of any date that any payment is required to be made to the United
States Treasury in respect of Tax - Exempt Bonds the proceeds of which were used to
fund the Loan (hereafter, the "Applicable Tax - Exempt Bonds "), and such payment is
due to the failure of the Local Borrower to comply with this Agreement, the Local
Borrower shall pay to the Trustee (for deposit to the applicable Subaccount of the
Rebate Account established by the Indenture) the amount specified in the notice by the
Corporation or the Department.
(2) The Local Borrower is a "governmental person" (as defined in Treasury
Regulations §1.141 -1(b)) (a "Governmental Unit ") and it owns and operates the Project.
(3) The Local Borrower will not take any action or omit to take any action,
which action or omission will adversely affect the exclusion from gross income of the
interest on the Applicable Tax - Exempt Bonds for federal income tax purposes or cause
the interest on the Applicable Tax - Exempt Bonds, or any portion thereof, to become an
item of tax preference for purposes of the alternative minimum tax imposed on
individuals and corporations under the Code, and in the event of such action or
omission, promptly upon having such brought to its attention, it will take such
reasonable actions based upon an opinion of any attorney or firm of attorneys of
recognized standing and experience in the field of municipal bonds whose opinions are
generally accepted by purchasers of municipal bonds and which attorney or firm of
attorneys is acceptable to the Corporation ( "Bond Counsel "), and in all cases at the sole
expense of the Local Borrower, as may rescind or otherwise negate such action or
omission. The Local Borrower will not directly or indirectly, use or permit the use of
any proceeds of the Applicable Tax - Exempt Bonds or any other funds of the Local
Borrower, or take or omit to take any action, that would cause the Applicable Tax -
Exempt Bonds to be or become "arbitrage bonds" within the meaning of Section 148(a)
of the Code or to fail to meet any other applicable requirement of Sections 141, 148, 149
and 150 of the Code or cause the interest on the Applicable Tax - Exempt Bonds, or any
portion thereof, to become an item of tax preference for purposes of the alternative
minimum tax imposed on individuals and corporations under the Code. To that end,
the Local Borrower will comply with all requirements of Sections 141, 148, 149 and 150
of the Code to the extent such provisions apply to the Applicable Tax - Exempt Bonds.
In the event that at any time the Corporation or the Department is of the opinion that it
8
is necessary to restrict or limit the yield on the investment of any moneys held by the
Local Borrower, the Corporation or the Department shall so instruct the Local Borrower
in writing and the Local Borrower shall so restrict the yield.
(4) The Local Borrower (or any "related party ", as defined in Treasury
Regulations §1.150 -1(b)) is prohibited from purchasing and shall not purchase any
Applicable Tax - Exempt Bonds other than purchases in the open market for the purpose
of tendering them to the Trustee for purchase and retirement.
(5) The Local Borrower will take no action, or permit or suffer any action or
event, which will cause any of the Applicable Tax - Exempt Bonds to be or become a
"private activity bond" within the meaning of the Code. To that end, the Local
Borrower will not permit more than 5% of the Project or portion thereof financed with
Tax - Exempt Bonds to be used for a Private Business Use. The term "Private Business
Use" means use directly or indirectly in a trade or business or any other activity carried
on by any Private Person other than use as a member of, and on the same basis as, the
general public. The term "Private Person" means any person other than a
Governmental Unit. For this purpose, the United States or any agency or
instrumentality thereof is not a Governmental Unit and is therefore a Private Person.
For purposes of this paragraph (5), property is considered "used" by a Private Person if:
(i) it is owned by, or leased, to such Private Person;
(ii) it is operated, managed or otherwise physically employed, utilized
or consumed by such Private Person, other than operation or management
pursuant to an agreement that meets the conditions described in paragraph (6)
below;
(iii) capacity in or output service from such property is reserved or
committed to such Private Person under a take -or -pay, output, incentive
payment or similar contract or arrangement;
(iv) such property is used to provide service to (or such service is
committed to or reserved for) such Private Person on a basis or terms that are
different from the basis or terms on which such service is provided (or
committed or reserved) to members of the public generally (except possibly for
the amount of use and any corresponding rate adjustment);
(v) such Private Person is a developer and a significant amount of the
Project financed with proceeds of Tax - Exempt Bonds serves only a limited area
substantially all of which is owned by such Private Person, or a limited group of
developers, unless such improvement carries out an essential governmental
function, such developer reasonably expects to proceed with all reasonable speed
to develop the improvement and property benefited by that improvement, and
G7
Ilk
the improvement is in fact transferred to a Governmental Unit promptly after the
property benefited by the improvement is developed; or
(vi) substantial burdens and benefits of ownership of the Project
financed with proceeds of Tax - Exempt Bonds are otherwise effectively
transferred to such Private Person.
(6) Use of Bond - Financed Property.
(i) For purposes of this Agreement, the use by a Private Person of the
Project financed with the proceeds of Tax - Exempt Bonds (the "Bond Financed
Property ") pursuant to a Qualified Use Contract (as hereafter defined) shall not
be treated as a Private Business Use by such Private Person of such
Bond - Financed Property or of funds used to finance or refinance such
Bond - Financed Property.
(ii) An arrangement under which services are to be provided by a
Private Person involving the use of all or any portion of, or any function of, the
Bond - Financed Property (for example, management services for an entire facility
or a specific department of a facility ( "Use Contract ")) is a "Qualified Use
Contract" if all of the following conditions are satisfied:
(A) the compensation for services provided pursuant to the Use
Contract is reasonable;
(B) none of the compensation for services provided pursuant to
the Use Contract is based on net profits from operation of the
Bond - Financed Property or any portion thereof;
(C) the compensation provided in the Use Contract satisfies one
of the following subparagraphs:
(I) At least 95% of the compensation for each annual
period during the term of the Use Contract is based on a periodic
fixed fee and the term of the Use Contract, including all renewal
options, does not exceed the lesser of 80% of the reasonably
expected useful life of the Bond - Financed Property and 15 years.
For purposes of this subparagraph (ii), a "periodic fixed fee" means
a stated dollar amount for services rendered for a specified period
of time that does not increase except for automatic increases
pursuant to a specified, objective external standard that is not
linked to the output or efficiency of the Bond - Financed Property
(e.g., the Consumer Price Index) and a "renewal option" means a
provision under which either party to the Use Contract has a
legally enforceable right to renew the Use Contract; or
10
t
(II) At least 80% of the compensation for each annual
period during the term of the Use Contract is based on a periodic
fixed fee and the term of the Use Contract, including all renewal
options, does not exceed the lesser of 80% of the reasonably
expected useful life of the Bond - Financed Property and 10 years; or
(III) At least 50% of the compensation for each annual
period during the term of the Use Contract is based on a periodic
fixed fee, the term of the Use Contract, including all renewal
options, does not exceed 5 years, and the Use Contract is
terminable by the Local Borrower on reasonable notice, without
penalty or cause, at the end of the third year of the Use Contract
term; or
(IV) All of the compensation for services is based on a
capitation fee or a combination of a capitation fee and a periodic
fixed fee, the term of the Use Contract, including all renewal
options, does not exceed 5 years, and the Use Contract is
terminable by the Local Borrower on reasonable notice, without
penalty or cause, at the end of the third year of the Use Contract
term. A "capitation fee" means a fixed periodic amount for each
person for whom the Service Provider assumes the responsibility to
provide all needed services for a specified period so long as the
quantity and type of service actually provided to covered persons
varies substantially; or
(V) All of the compensation for services is based on a
per -unit fee or a combination of a per -unit fee and a periodic fixed
fee, the term of the Use Contract, including all renewal options,
does not exceed 3 years and the Use Contract is terminable by the
Local Borrower on reasonable notice, without penalty or cause, at
the end of the second year of the Use Contract term. A "per -unit
fee" means a fee based on a unit of service provided (e.g., a stated
dollar amount for each specified procedure); or
(VI) All of the compensation for services is based on a
percentage of fees charged or a combination of a per -unit fee and a
percentage of revenue or expense fee, the term of the Use Contract,
including all renewal options, does not exceed 2 years and the Use
Contract is terminable by the Local Borrower on reasonable notice,
without penalty or cause, at the end of the first year of the Use
Contract term. This subparagraph (VI) applies only to (a) Use
Contracts under which the Private Person primarily provides
services to third parties, or (b) Use Contracts involving the
It
Bond - Financed Property during an initial start -up period for which
there have been insufficient operations to establish a reasonable
estimate of the amount of the annual gross revenues (or gross
expenses in the case of a Use Contract based on a percentage of
gross expenses) (e.g., a Use Contract for general management
services for the first year of operations), in which case, the
compensation for services may be based on a percentage of gross
revenues, adjusted gross revenues (i.e., gross revenues less
allowances for bad debts and contractual and similar allowances)
or expenses of the Bond - Financed Facilities, but not more than one.
For purposes of this paragraph (6)(ii)(C), a Use Contract is considered to
contain termination penalties if the termination limits the Local
Borrower's right to compete with the Private Person, requires the Local
Borrower to purchase equipment, goods, or services from the Private
Person, or requires the Local Borrower to pay liquidated damages for
cancellation of the Use Contract. Another contract between the Private
Person and the Local Borrower (for example, a loan or guarantee by the
Private Person) is considered to create a contract termination penalty if
that contract contains terms that are not customary or arm's- length that
could operate to prevent the Local Borrower from terminating the Use
Contract. A requirement that the Local Borrower reimburse the Private
Person for ordinary and necessary expenses, or restrictions on the hiring
by the Local Borrower of key personnel of the Private Person, are not
treated as contract termination penalties;
(D) The Private Person has no role or relationship with the Local
Borrower, directly or indirectly, that, in effect, substantially limits the
Local Borrower's ability to exercise its rights under the Use Contract,
including cancellation rights. This requirement is satisfied if:
(I) The Private Person and its directors, officers,
shareholders and employees possess in the aggregate, directly or
indirectly, no more than 20 percent of the voting power of the
governing body of the Local Borrower;
(II) No individual who is a member of the governing
body of the Private Person and the Local Borrower is the chief
executive officer of the Local Borrower or the Private Person or the
chairperson of the governing body of the Local Borrower or the
Private Person; and
12
(III) The Local Borrower and the Private Person are not
"related parties" (within the meaning of Treasury Regulations
§1.150 -1(b).
(iii) The Local Borrower may treat a Use Contract that does not comply
with one or more of the criteria of subparagraph (6)(ii) as not resulting in Private
Business Use of Bond - Financed Property if it delivers to the Corporation and the
Department, at its expense, an opinion of Bond Counsel to the effect that to do so
would not adversely affect the exclusion from gross income of interest on the
Applicable Tax - Exempt Bonds or cause the interest on the Applicable Tax -
Exempt Bonds, or any portion thereof, to become an item of tax preference for
purposes of the alternative minimum tax imposed on individuals and
corporations under the Code.
(7) Notwithstanding any provision of this Section 2.02, if the Local Borrower
provides, at the Local Borrower's expense, to the Corporation and the Department an
opinion of Bond Counsel to the effect that any action required under this Section is no
longer required, or to the effect that some further action is required, to maintain the
exclusions from gross income of interest on the Applicable Tax - Exempt Bonds pursuant
to Section 103(a) of the Code, the Local Borrower, the Corporation and the Department
may rely conclusively on such opinion in complying with the provisions hereof, and the
covenants hereunder shall be deemed to be modified to that extent.
(8) All tax warranties, representations, covenants and obligations of the Local
Borrower contained in this Section 2.02 shall remain in effect and be binding upon the
Local Borrower until all of the Applicable Tax - Exempt Bonds have been paid,
notwithstanding any earlier termination of this Agreement or any provision for
payment of principal of and premium, if any, and interest on the outstanding
Applicable Tax - Exempt Bonds and release and discharge of the Indenture.
(9) Amounts deposited from time to time in the Loan Debt Service Account
will be used to pay principal and interest within 13 months after the amounts are so
deposited.
(10) The Local Borrower has not established and does not expect to establish or
use any sinking fund, debt service fund, redemption fund, reserve or replacement fund,
or similar fund, or any other fund to pay principal of, interest and any redemption
premium on the Loan other than the Loan Debt Service Account. Except as set forth in
the next sentence and except for money referred to in paragraph (9) above, no other
money or investment property (including, without limitation, fixed income, equity and
other investments) is or will be pledged as collateral or used for the payment of such
principal and interest (or for the reimbursement of any others who may provide money
to pay that principal and interest), or is or will be restricted, dedicated, encumbered, or
set aside in any way as to afford the Corporation or holders of the Applicable Tax-
13
Exempt Bonds reasonable assurance of the availability of such money or investment
property to pay debt service on the Loan or the Applicable Tax - Exempt Bonds.
(11) Except as stated otherwise in this Agreement, no portion of the Loan will
be used:
(i) to pay principal of or interest on, refund, renew, roll over, retire, or
replace any other obligations issued by or on behalf of the Corporation, the Local
Borrower or any other Governmental Unit,
(ii) to replace any proceeds of another issue of tax - exempt bonds that
were not expended on the project for which such other issue was issued,
(iii) to replace any money that was or will be used directly or indirectly
to acquire investments,
(iv) to make a loan to any other person or Governmental Unit,
(v) to pay any working capital expenditure other than expenditures
identified in Treasury Regulations §1.148- 6(d)(3)(ii)(A) and (B) ( i.e., issuance
costs of the Applicable Tax - Exempt Bonds, qualified administrative costs,
reasonable charges for a qualified guarantee or for a qualified hedge, interest on
the Loan for a period commencing on the issuance date of the Applicable Tax -
Exempt Bonds and ending on the date that is the later of three years from that
issuance date or one year after the date on which the Project was or will be
placed in service, payments of amounts, if any, pursuant to paragraph (i), and
costs, other than those already described, that do not exceed 5% of the sale
proceeds of the Applicable Tax - Exempt Bonds and that are directly related to
capital expenditures financed or deemed financed by the Applicable Tax - Exempt
Bonds), or
(vi) to reimburse any expenditures made prior to the issuance date of
the Applicable Tax - Exempt Bonds except those that qualify as a reimbursement
of prior capital expenditures, based upon an opinion of Bond Counsel, at the
expense of the Local Borrower, delivered to the Department and the Corporation.
(12) The Local Borrower does not intend to sell or otherwise dispose of the
Project or any portion thereof during the term of the Applicable Tax - Exempt Bonds
except for dispositions of property in the normal course at the end of such property's
useful life to the Local Borrower.
(13) None of the Semiannual Loan Payments shall be federally guaranteed
within the meaning of Section 149(b) of the Code.
14
2.03. LEGAL AUTHORIZATION
Upon signing this Agreement, the Local Borrower's legal counsel hereby
expresses the opinion, subject to laws affecting the rights of creditors generally, that:
(1) This Agreement has been duly authorized by the Local Borrower and shall
constitute a valid and legal obligation of the Local Borrower 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.
2.04. AUDIT AND MONITORING REQUIREMENTS.
The Local Borrower agrees to the following audit and monitoring requirements.
Funds provided under this Agreement have been identified as second -tier
monies under the Federal Clean Water Act which are identified as state funds whose
use is federally protected.
(1) The financial assistance authorized pursuant to this Loan Agreement consists
of the following:
State Resources Awarded to the Local Borrower Pursuant to this Agreement Consist of
the Followin g Resources Sub'ect to Section 215.97, F.S.:
State
State
Program
Funding
CSFA
CSFA Title or Fund
Funding
Appropri
Number
Source
Numb
Source Description
Amount
ation
er
Category
Original
Wastewater
37.077
Statewide Surface
$11,871,743
140131
Agreement
Treatment
Water Restoration
and
and Wastewater
Stormwater
Projects
Management
TF
(2) Audits.
(a) In the event that the Local Borrower expends a total amount of state financial
assistance equal to or in excess of $500,000 in any fiscal year of such Local Borrower, the
Local Borrower must have a State single or project- specific 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
15
the state financial assistance expended in its fiscal year, the Local Borrower 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 Local Borrower shall ensure that the audit complies with the
requirements of Section 215.97(7), Florida Statutes. This includes submission of a
financial reporting package as defined by Section 215.97(2), Florida Statutes, and
Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for - profit
organizations), Rules of the Auditor General.
(c) If the Local Borrower expends less than $500,000 in state financial assistance
in its fiscal year, an audit conducted in accordance with the provisions of Section 215.97,
Florida Statutes, is not required. The Local Borrower shall inform the Department of
findings and recommendations pertaining to the State Revolving Fund in audits
conducted by the Local Borrower in which the $500,000 threshold has not been met. In
the event that the Local Borrower expends less than $500,000 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 Local
Borrower's resources obtained from other than State entities).
(d) For information regarding the Florida Catalog of State Financial Assistance
(CSFA), a Local Borrower should access the Florida Single Audit Act website located at
https: / /apps.fldfs.com /fsaa for assistance. In addition to the above websites, the
following websites may be accessed for information: Legislature's Website at
http: / /www.leg.state.fl.us /Welcome /index.cfm State of Florida's website at
http: / /www.myflorida.com /, Department of Financial Services' Website at
http: / /www.fldfs.com/ and the Auditor General's Website at
http: / /www.state.fl.us/audgen
(3) Report Submission.
(a) Copies of financial reporting packages shall be submitted by or on behalf of
the Local Borrower directly to each of the following:
(i) The Department at the following address:
16
Valerie Peacock, Audit Director
Office of the Inspector General
Florida Department of Environmental Protection
3900 Commonwealth Boulevard, MS 41
Tallahassee, Florida 32399 -3123
(ii) The Auditor General's Office at the following address:
State of Florida Auditor General
Room 401, Claude Pepper Building
111 West Madison Street
Tallahassee, Florida 32399 -1450
(iii) Copies of reports or management letters shall be submitted by or on behalf of
the Local Borrower directly to the Department of Environmental Protection 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
(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 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.
(c) Local Borrowers, when submitting financial reporting packages to the
Department for audits done in accordance with Chapters 10.550 (local governmental
entities) or 10.650 (nonprofit and for - profit organizations), Rules of the Auditor General,
should indicate the date that the reporting package was delivered to the Local Borrower
in correspondence accompanying the reporting package.
(4) Project- Specific Audit.
Within 12 months after the amendment establishing final Project costs, the Local
Borrower 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
Local Borrower 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
17
question any costs that are unallowable under Chapter 62 -503, Florida Administrative
Code. A final determination of whether such costs are allowed shall be made by the
Department.
(5) Record Retention.
The Local Borrower 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 Local Borrower 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 Local Borrower 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.
The Local Borrower should confer with its chief financial officer, audit director or
contact the Department for assistance with questions pertaining to the applicability of
these requirements.
In addition, the Local Borrower agrees to complete and submit the Certification
of Applicability to Single Audit Act Reporting, Attachment A, attached hereto and
made a part hereof, within four (4) months following the end of the Local Borrower's
fiscal year. Attachment A should be submitted to the Department's Grants
Development and Review Manager at 3900 Commonwealth Boulevard, Mail Station 93,
Tallahassee, Florida 32399 -3000. The Grants Development and Review Manager is
available to answer any questions at (850) 245 -2361.
(6) Monitoring.
In addition to reviews of audits conducted in accordance with Section 215.97, F.S.,
as revised monitoring procedures may include, but not be limited to, on -site visits by
Department staff and/or other procedures. By entering into this Agreement, the Local
Borrower agrees to comply and cooperate with any monitoring procedures/ processes
deemed appropriate by the Department of Environmental Protection. In the event the
Department of Environmental Protection determines that a limited scope audit of the
Local Borrower is appropriate, the Local Borrower agrees to comply with any
additional instructions provided by the Department to the Local Borrower regarding
such audit. The Local Borrower further agrees to comply and cooperate with any
inspections, reviews, investigations, or audits deemed necessary by the Chief Financial
Officer or Auditor General.
18
ARTICLE III - LOAN REPAYMENT ACCOUNT
3.01. LOAN DEBT SERVICE ACCOUNT.
The Local Borrower 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 Local
Borrower shall make six Monthly Loan Deposits. The first five deposits each shall be at
least equal to one -sixth of the Semiannual Loan Payment. The sixth Monthly Loan
Deposit shall be at least equal to the amount required to make the total on deposit in the
Loan Debt Service Account equal to the Semiannual Loan Payment amount, taking into
consideration investment earnings credited to the account pursuant to Section 3.02.
Any month in which the Local Borrower fails to make a required Monthly Loan
Deposit, the Local Borrower's chief financial officer shall notify the Department of such
failure. In addition, the Local Borrower agrees to budget, by amendment if necessary,
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 the
Corporation a superior claim on any revenues over prior claims of general creditors of
the Local Borrower, nor shall it be construed to give the Corporation or the Department
the power to require the Local Borrower 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. Such moneys may be pooled for investment purposes. The
maturity or redemption date of investments shall be not later than the date upon which
such moneys may be needed to make Semiannual Loan Payments. The investment
earnings shall be credited to the Loan Debt Service Account and applied toward the
Monthly Loan Deposit requirements.
3.03. LOAN DEBT SERVICE ACCOUNT WITHDRAWALS.
The withdrawal of moneys from the Loan Debt Service Account shall be for the
sole purpose of making the Semiannual Loan Payment or for discharging the Local
Borrower's obligations pursuant to Section 8.01.
3.04. ASSETS HELD IN TRUST.
The assets in the Loan Debt Service Account shall be held in trust for the
purposes provided herein and used only for the purposes and in the manner prescribed
19
in this Agreement; and, pending such use, said assets shall be subject to a lien and
charge in favor of the Corporation.
ARTICLE IV - PROJECT INFORMATION
4.01. PROJECT CHANGES.
Project changes prior to bid opening shall be made by addendum to plans and
specifications. Changes after bid opening shall be made by change order. The Local
Borrower 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 Local Borrower shall have an interest in real property sufficient for the
construction and location of the Project free and clear of liens and encumbrances which
would impair the usefulness of such sites for the intended use.
4.03. PERMITS AND APPROVALS.
The Local Borrower 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, shall be employed by, or under
contract with, the Local Borrower to oversee construction.
4.05. PROHIBITION AGAINST ENCUMBRANCES.
The Local Borrower 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 amendment thereto, is in
effect unless the written consent of the Department is first secured.
4.06. COMPLETION MONEYS.
In addition to the proceeds of this Loan, the Local Borrower 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 Corporation or the Department to approve additional financing shall not
constitute a waiver of the Local Borrower's covenants to complete and place the Project
in operation.
G1
4.07. CLOSE -OUT.
The Department shall conduct a final inspection of the Project and Project
records. Following the inspection, deadlines for submitting additional disbursement
requests, if any, shall be established, along with deadlines for uncompleted Loan
requirements, if any. Deadlines shall be incorporated into the Loan Agreement by
amendment. The Loan principal shall be reduced by any excess over the amount
required to pay all approved costs. As a result of such adjustment, the Semiannual
Loan Payment shall be reduced accordingly, as addressed in Section 10.05.
4.08. LOAN DISBURSEMENTS.
Disbursements shall be made only by the Trustee for expenses incurred by the
Local Borrower upon receipt of a requisition in the form provided under the Indenture
executed by the Department. Disbursements shall be made directly to the Local
Borrower for allowance costs and reimbursement of the incurred construction costs and
related services. Disbursement of the allowance costs shall be made upon the
Department's receipt of a disbursement request form. Up to seventy percent of the
estimated allowance shall be disbursed after the Loan Agreement is signed. The
remainder of the allowance shall be disbursed after all procurement contracts are
executed and shall be adjusted to reflect as -bid costs. The entire estimated allowance
may be disbursed after the Loan Agreement is signed if the Local Borrower agrees to an
allowance adjustment after all contracts have been bid. Loan disbursements shall be
made by electronic means. Disbursements shall be made directly to the Local Borrower
for reimbursement of the incurred construction costs and related services and technical
services during construction. A requisition for disbursements shall be made upon
receipt by the Department 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 Local Borrower 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
21
accordance with construction contract documents; stating that payment is in accordance
with construction contract provisions; stating that construction, up to the point of the
requisition, is in compliance with the contract documents; and identifying all additions
or deletions to the Project which have altered the Project's performance standards,
scope, or purpose since the issue of the Department construction permit.
(4) Such other certificates or documents by engineers, attorneys, accountants,
contractors, or suppliers as may reasonably be required by the Department.
ARTICLE V - RATES AND USE OF THE WATER AND SEWER SYSTEMS
5.01. RATE COVERAGE.
The Local Borrower shall maintain rates and charges for the services furnished
by the Water and Sewer Systems which will be sufficient to provide, in each Fiscal Year,
Pledged Revenues equal to or exceeding 1.15 times the sum of the Semiannual Loan
Payments due in such Fiscal Year. In addition, the Local Borrower shall satisfy the
coverage requirements of all senior and parity debt obligations.
5.02. NO FREE SERVICE.
The Local Borrower shall not permit connections to, or furnish any services
afforded by, the Water or Sewer System without making a charge therefor based on the
Local Borrower's uniform schedule of rates, fees, and charges.
5.03. MANDATORY CONNECTIONS.
The Local Borrower 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 Local Borrower 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 Local Borrower 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.
22
5.06. ADDITIONS AND MODIFICATIONS.
The Local Borrower may make any additions, modifications or improvements to
the Water and Sewer Systems which it deems desirable and which do not materially
reduce the operational integrity of any part of the Water or Sewer System. All such
renewals, replacements, additions, modifications and improvements shall become part
of the Water and Sewer Systems.
5.07. COLLECTION OF REVENUES.
The Local Borrower shall use its best efforts to collect all rates, fees and other
charges due to it. The Local Borrower 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 Local Borrower 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
6.01. EVENTS OF DEFAULT.
Each of the following events is hereby declared an event of default:
(1) Failure to make any Monthly Loan Deposit when it is due and such failure
shall continue for a period of 30 days or failure to make any installment of the
Semiannual Loan Payment when it is due and such failure shall continue for a period of
5 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 Local Borrower by the
Department.
(3) Any warranty, representation or other statement by, or on behalf of, the
Local Borrower contained in this Agreement or in any document, certificate or
information furnished in compliance with, or in reference to, this Agreement, which is
false or misleading.
(4) An order or decree entered, with the acquiescence of the Local Borrower,
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
23
acquiescence of the Local Borrower, shall not be vacated or discharged or stayed on
appeal within 60 days after the entry thereof.
(5) Any proceeding instituted, with the acquiescence of the Local Borrower,
for the purpose of effecting a composition between the Local Borrower and its creditors
or for the purpose of adjusting the claims of such creditors, pursuant to any federal or
state statute now or hereafter enacted, if the claims of such creditors are payable from
Gross Revenues of the Water or Sewer System.
(6) Any bankruptcy, insolvency or other similar proceeding instituted by, or
against, the Local Borrower under federal or state bankruptcy or insolvency law now or
hereafter in effect and, if instituted against the Local Borrower, is not dismissed within
60 days after filing.
(7) Failure of the Local Borrower 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 the rights of the Corporation
and the Department by any of the following remedies:
(1) By mandamus or other proceeding at law or in equity, cause to establish
rates and collect fees and charges for use of the Water and Sewer Systems, and to
require the Local Borrower to fulfill this Agreement.
(2) By action or suit in equity, require the Local Borrower to account for all
moneys received pursuant to this Agreement or from the ownership of the Water and
Sewer Systems and to account for the receipt, use, application, or disposition of the
Pledged Revenues.
(3) By action or suit in equity, enjoin any acts or things which may be
unlawful or in violation of the rights of the Corporation or the Department.
(4) By applying to a court of competent jurisdiction, cause the appointment of
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 provide for the payment to the
Trustee of the delinquent amount plus a penalty from any unobligated funds due to the
Local Borrower under any revenue or tax sharing fund established by the State, except
as otherwise provided by the State Constitution. A penalty may be imposed in an
►.
amount not to exceed an interest rate of 18 percent per annum on the amount due in
addition to charging the cost to handle and process the debt.
(6) By notifying financial market credit rating agencies and potential
creditors.
(7) By suing for payment of amounts due, or becoming due, with interest on
overdue payments together with all costs of collection, including attorneys' fees.
(8) By accelerating the repayment schedule or increasing the Financing Rate
on the unpaid principal of the Loan to as much as 1.667 times the Financing Rate for a
default under Subsection 6.01(1).
G'�1kUM I � 11 I MlL1�A iIV/Sim
No delay or omission by the Corporation or 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 VII - THE PLEDGED REVENUES
7.01. SUPERIORITY OF THE PLEDGE TO THE CORPORATION.
From and after the effective date of this Agreement, the Corporation shall have a
lien on the Pledged Revenues, which along with any other Corporation State Revolving
Fund liens on the Pledged Revenues, on equal priority, will be prior and superior to any
other lien, pledge or assignment with the following exception. All obligations of the
Local Borrower 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 Corporation 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 Local Borrower may issue additional debt obligations on a parity with, or
senior to, the lien of the Corporation on the Pledged Revenues provided the
25
Department's written consent is obtained. Such consent shall be granted if the Local
Borrower 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 Local
Borrower 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 Fiscal Year and all Fiscal 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 Corporation. If at any time the Local Borrower shall have paid, or shall
have made provision for the timely payment of, the entire principal amount of the Loan,
and as applicable, Loan Service Fee, interest, and Grant Allocation Assessment charges,
the pledge of, and lien on, the Pledged Revenues to the Corporation shall be no longer
in effect. Deposit of sufficient cash or Defeasance Obligations 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 Corporation or its
assignees and shall be subject to approval by the Corporation. There shall be no penalty
imposed by the Corporation 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 Corporation, the Department
and the U.S. Environmental Protection Agency's Inspector General for inspection at any
reasonable time after the Local Borrower has received a disbursement and until five
years after the date that the Project- specific audit report, required under Subsection
2.04(4), is issued.
8.03. ACCESS TO PROJECT SITE.
The Local Borrower shall provide access to Project sites and administrative
offices to authorized representatives of the Corporation and the Department at any
reasonable time. The Local Borrower shall cause its engineers and contractors to
26
cooperate during Project inspections, including making available working copies of
plans and specifications and supplementary materials.
8.04. ASSIGNMENT OF RIGHTS UNDER AGREEMENT.
The Local Borrower hereby expressly acknowledges that the Loan and all
payments of principal and interest thereon, and all proceeds thereof, but excluding the
Loan Service Fee, have been pledged and assigned to the Trustee under the Indenture
as security for the payment of principal of, premium, if any, and interest on the Bonds
and the Trustee shall be entitled to act hereunder, and by the execution of this
Agreement the Local Borrower in all respects consents to such assignment. The
Corporation, the Department and the Trustee may further assign all or any parts of
their rights under this Agreement without the prior consent of the Local Borrower after
written notification to the Local Borrower. The Local Borrower shall not assign its
rights and obligations under this Agreement without the prior 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 any applicable 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 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. ANNULMENT OF AGREEMENT.
The Corporation, in consultation with the Department, may unilaterally annul
this Agreement if the Local Borrower has not drawn any of the Loan proceeds within
twelve months after the effective date of this Agreement. If the Corporation unilaterally
annuls this Agreement, the Corporation will provide written notification to the Local
Borrower.
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.
27
8.08. USE AS MATCHING FUNDS.
The U.S. Environmental Protection Agency has provided a class deviation from
the provisions of 40 CFR 35.3125(b)(1) to allow these second tier funds to be used as
local matching requirements for most EPA grant funded treatment works projects,
including special Appropriations Act projects.
8.09. COMPLIANCE VERIFICATION.
(1) The Local Borrower shall periodically interview a sufficient number of
employees entitled to Davis -Bacon prevailing wages (covered employees) to verify that
contractors or subcontractors are paying the appropriate wage rates. As provided in 29
CFR 5.6(a)(5), all interviews must be conducted in confidence. The Local Borrower must
use Standard Form 1445 or equivalent documentation to memorialize the interviews.
Copies of the SF 1445 are available from EPA on request.
(2) The Local Borrower shall establish and follow an interview 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, the Local
Borrower must conduct interviews with a representative group of covered employees
within two weeks of each contractor or subcontractor's submission of its initial weekly
payroll data and two weeks prior to the estimated completion date for the contract or
subcontract. Local Borrowers must conduct more frequent interviews if the initial
interviews or other information indicates that there is a risk that the contractor or
subcontractor is not complying with Davis - Bacon. Local Borrowers shall immediately
conduct necessary interviews in response to an alleged violation of the prevailing wage
requirements. All interviews shall be conducted in confidence. As an alternative, a
minimum of 25% of the work force shall be interviewed over the life of the Project and
all classifications represented on the payroll must be included.
(3) The Local Borrower shall periodically conduct spot checks of a representative
sample of weekly payroll data to verify that contractors or subcontractors are paying
the appropriate wage rates. The Local Borrower 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, the Local Borrower must 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. Local Borrowers must conduct more
frequent spot checks if the initial spot check or other information indicates that there is
a risk that the contractor or subcontractor is not complying with Davis - Bacon. In
addition, during the examinations the Local Borrower shall verify evidence of fringe
benefit plans and payments thereunder by contractors and subcontractors who claim
credit for fringe benefit contributions.
28
(4) The Local Borrower 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 (2) and (3) above.
(5) Local Borrowers must immediately report potential violations of the Davis -
Bacon prevailing wage requirements to the EPA Davis -Bacon contact Sheryl Parsons at
Parsons.Sheryl@epamail.epa.gov and to the appropriate DOL Wage and Hour District
Office listed at http: / /www.dol.gov /esa /contacts /whd /america2.htm
ARTICLE IX - CONSTRUCTION CONTRACTS AND INSURANCE
9.01. AUTHORIZATION TO AWARD CONSTRUCTION CONTRACTS.
The following documentation is required to receive the Department's
authorization to award construction contracts:
(1) Proof of advertising.
(2) Award recommendation, bid proposal, and bid tabulation (certified by the
responsible engineer).
(3) Certification of compliance with the conditions of the Department's
approval of competitively or non - competitively negotiated procurement, if applicable.
(4) Certification Regarding Disbarment, Suspension, Ineligibility and
Voluntary Exclusion.
(5) Assurance that the Local Borrower and contractors are in compliance with
Section 1606 with labor standards, including prevailing wage rates established for its
locality by the U.S. Department of Labor under the Davis -Bacon Act for Project
construction.
9.02. SUBMITTAL OF CONSTRUCTION CONTRACT DOCUMENTS.
After the Department's authorization to award construction contracts has been
received, the Local Borrower shall submit:
(1) Contractor insurance certifications.
(2) Executed Contract(s).
we
(3) Notices to proceed with construction.
9.03. INSURANCE REQUIRED.
The Local Borrower 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 against such
damage and destruction risks as are customary for the operation of Revenue Producing
Facilities of like size, type and location to the extent such insurance is obtainable from
time to time against any one or more of such risks.
The proceeds of insurance policies received as a result of damage to, or
destruction of, the Project or the other Revenue Producing Facilities, shall be used to
restore or replace damaged portions of the facilities. If such proceeds are insufficient,
the Local Borrower 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 $12,074,443, which consists of
$11,871,743 to be disbursed to the Local Borrower and $202,700 of Capitalized Interest.
Capitalized Interest is not disbursed to the Local Borrower, but is amortized via
periodic Loan repayments 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.
If the total amount disbursed within eighteen months after the effective date of
this Agreement is less than half of the Loan proceeds amount authorized for
disbursement, the Department may unilaterally reduce the amount authorized for
disbursement. Such a reduction would not affect the total authorized Loan amount.
10.02. LOAN SERVICE FEE.
The Loan Service Fee is estimated as $237,435 for the Loan amount authorized to
date. The fee represents two percent of the Loan amount excluding Capitalized Interest;
that is, two percent of $11,871,743. The Loan Service Fee amount shall be revised with
any increase or decrease amendment. The Loan Service Fee is based on actual Project
NEI
costs and assessed in the final amendment. The Local Borrower shall pay the Loan
Service Fee from the first available repayments following the final amendment.
Capitalized Interest is computed on the assessed Loan Service Fee at the
Financing Rate, or rates and included in the final amendment. It accrues and is
compounded annually from the final amendment date until six months before the first
Semiannual Loan Payment is due. A service fee assessed in a final amendment
occurring later than six months before the first Semiannual Loan Payment date would
not accrue Capitalized Interest charges.
10.03. FINANCING RATE.
The Financing Rate on the unpaid principal of the Loan amount specified in
Section 10.01 is 2.16 percent per annum. The Financing Rate equals the sum of the
interest rate and the Grant Allocation Assessment Rate. The interest rate is 1.08 percent
per annum and the Grant Allocation Assessment rate is 1.08 percent per annum.
However, if this Agreement is not executed by the Local Borrower and returned to the
Department before October 1, 2012, the Financing Rate may be adjusted. A new
Financing Rate shall be established for any funds provided by amendment to this
Agreement.
10.04. LOAN TERM.
The Loan shall be repaid in 40 Semiannual Loan Payments.
10.05. REPAYMENT SCHEDULE.
The Semiannual Loan Payment shall be computed based upon the principal
amount of the Loan plus the estimated Loan Service Fee and the principle of level debt
service. The amount of Loan proceeds authorized for disbursement and associated
Capitalized Interest will be treated as the Loan principal for computing the Semiannual
Loan Payment. 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 the Loan Service Fee, 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 Corporation will deduct the Loan Service Fee and all associated
interest from the first available repayments following the final amendment.
Each Semiannual Loan Payment shall be in the amount of $380,687 until the
payment amount is adjusted by amendment. The interest and Grant Allocation
Assessment portions of each Semiannual Loan Payment shall be computed, using their
respective rates, on the unpaid balance of the principal amount of the Loan, which
principal includes Capitalized Interest. Interest (at the Financing Rate) also shall be
31
I
computed on the estimated Loan Service Fee. The interest and Grant Allocation
Assessment on the unpaid balance shall be computed as of the due date of each
Semiannual Loan Payment.
Semiannual Loan Payments shall be paid to, and must be received by, the
Trustee beginning on October 15, 2014 and semiannually thereafter on April 15 and
October 15 of each year until all amounts due hereunder have been fully paid. Funds
transfer shall be made by electronic means.
The Semiannual Loan Payment amount is based on the total amount owed of
$12,311,878, which consists of the Loan principal and the estimated Loan Service Fee.
10.06. PROJECT COSTS.
The Local Borrower, the Corporation 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 Project
changes agreed upon by the Department. Capitalized Interest will be recalculated
based on actual dates and amounts of Loan disbursements. If the Local Borrower
receives other governmental financial assistance for this Project, the costs funded by
such other governmental assistance will not be financed by this Loan. The Department
shall establish the final Project costs after its final inspection of the Project records.
Changes in Project costs may also occur as a result of the Local Borrower's Project audit
or a Department audit. The Local Borrower agrees to the following estimates of Project
costs:
PROJECT COSTS
CATEGORY
Allowance costs
Construction and Demolition
Contingencies
Technical Services After Bid Opening
Allowances under WW590130
Subtotal (Disbursable Amount)
Capitalized Interest
TOTAL (Loan Principal Amount)
10.07. PROJECT SCHEDULE.
The Local Borrower agrees by execution hereof:
COST
891,335
10,039,901
1,003,990
824,707
(888,190)
11,871,743
202,700
12,074,443
(1) Completion of Project construction is scheduled for April 15, 2014.
32
(2) The Loan Debt Service Account shall be established and Monthly Loan
Deposits shall begin no later than April 15, 2014.
(3) The initial annual certification required under Subsection 2.01(10) of this
Agreement shall be due July 15, 2014. 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 $380,687 shall be due
October 15, 2014.
10.08. SPECIAL CONDITION.
Funding for related allowances is provided by loan number WW590130.
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
33
n �
ARTICLE XI - EXECUTION OF AGREEMENT
This Loan Agreement WW590131 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 Corporation has caused this Agreement to be
executed on its behalf by its Chief Executive Officer and the Local Borrower 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
Chief Executive Officer of the Corporation.
FLORIDA V1W4TER
thief Executi
for
N CONTROL FINANCING CORPORATION
q111V- to I ;�-
r ? Date
for
CITY OF SANFO
Jeff Triplett, Mayor
Attest
� 0
cl— � City Clerk
SEAL
I
ate
;t tgAe opinion expressed in
03, entitled Legal AuthorizA
cam- City Attorne ' --- -- V '
AIdI - 0 e! 5 - tl i
lg
APPROVED AND ACCEPTED BY THE STATE OF FLORIDA DEPARTMENT OF
ENVIRONMENTAL PROTECTION.
Deputy Director
Division of Water Resource Management
Attachment included as part of this Agreement:
Attachment A - Certification of Applicability to Single Audit Act Reportin� of water Resource Management
Deputy Director's OAice
34
OCT 0 1 2012
RECEIVED
ATTACHMENT
CERTIFICATION OF APPLICABILITY TO SINGLE AUDIT ACT REPORTING
Grantee's Name:
Grantee Fiscal Year Period: FROM: TO:
Total State Financial Assistance Expended during Grantee's most recently completed Fiscal Year:
Total Federal Financial Assistance Expended during Grantee's most recently completed Fiscal Year:
CERTIFICATION STATEMENT:
I hereby certify that the above information is correct.
Signature
Date
Print Name and Position Title
DEP Agreement NoWW590131, Attachment A, Page 1 of 3
"P� . •
INSTRUCTIONS FOR COMPLETING THE ATTACHMENT
Grantee Fiscal Year Period: FROM: Month/Year TO: Month/Year
NOTE: THIS SHOULD BE THE GRANTEE'S FISCAL YEAR FROM (MONTH/YEAR) TO
(MONTH/YEAR).
Total State Financial Assistance Expended during Grantee's most recently completed Fiscal Year:
NOTE: THIS AMOUNT SHOULD BE THE TOTAL STATE FINANCIAL ASSISTANCE
EXPENDED FROM ALL STATE AGENCIES, NOT JUST DEP.
S
Total Federal Financial Assistance Expended during Grantee's most recently completed Fiscal Year:
NOTE: THIS AMOUNT SHOULD BE THE TOTAL FEDERAL FINANCIAL ASSISTANCE
EXPENDED FROM ALL FEDERAL AGENCIES, NOT JUST THROUGH DEP.
911
The Certification should be signed by your Chief Financial Officer.
Please print the name and include the title and date of the signature.
DEP Agreement NoWW590131, Attachment A, Page 2 of 3
CERTIFICATION OF APPLICABILITY TO SINGLE AUDIT ACT REPORTING
FREQUENTLY ASKED QUESTIONS
1. Question: Do I complete and return this form when I return my signed
Agreement /Amendment?
Answer: No, this form is to be completed and signed by your Chief Financial Officer
and returned 4 months after the end of your fiscal year.
2. Question: Can I fax the form to you?
Answer: Yes, you can fax the Certification form, the fax number is 850/245 -2411.
3. Question: How can I submit the form if our audit is not completed by the due date of
this letter?
Answer: You should be able to complete the form from the information in your
accounting system. This is just to let our Office of the Inspector General know which
entities they should be getting an audit from. If you are under the threshold you do not
have to submit a copy of your audit, only the Certification form.
4. Question: Do you only want what we received from DEP?
Answer: No, the Single Audit is the TOTAL AMOUNT of funds that you expended
towards all state or federal grants that you receive. You should list those that are specific
to DEP on the form.
5. Question: Do I have to submit the completed form and a copy of my audit?
Answer: No, you do not have to submit your audit unless you are over the threshold of
$500,000. If you would prefer to submit your audit (CAFR) instead of the form, that is
fine.
6. Question: Our CAFR will not be ready before your due date and we don't have the
information necessary to complete the certification. Can we get an extension?
Answer: Yes, just send us an Email letting us know when you will have your CAFR
completed and we will place the Email with your letter in our file so that you don't get a
2 nd notice.
7. Question: Can I submit my Certification Form or CAFR electronically?
Answer: Yes, you can submit them by Email to Debbie. skeltonkdep. state. fl. us
DEP Agreement NoWW590131, Attachment A, Page 3 of 3