HomeMy WebLinkAboutContracts & Agreements_161-2010_CCv0001.pdf State Water Resources Control Board
Division of Financial Assistance
Linda Adams 1001 1 Street,Sacramento,California 45814
Secret aryJc�r p.C.Box 944212,Sacramento,California 44244-2120 Arnold Schwarzenegger
Environmental PYotection Governor
(916)341-5700 t FAX(916)341-5707 t http:/,'waterboards.ca.gov
December 17, 2010
Ms. Rosemary Hoerning
Municipal Utilities and Engineering Director
City of Redlands
35 Cajon Street
Redlands, CA 92373
Dear Ms. Hoerning:
CITY OF REDLANDS, AGREEMENT NO. 01-821-550-2, PROJECT NO. C-06-4800-110
Amendment No. 2 to your Agreement was fully executed on December 16, 2010.
Enclosed is a copy of the executed Amendment for your files.
If you have any questions, please contact Eva Kawada at (916) 341-5715 or by
e-mail at ekawada@waterboards.ca.gov.
Sincerely,
C—
Eva Kawada
Program Analyst
Enclosure
California Environmental Protection Agency
c� Recvcled Paper
STATE OF CALIFORNIA
STANDARD AGREEMENT AMENDMENT
STD,213 A(Rev 2-105)
- ----- -------
CHECK HERE IF ADDITIONAL PAGES ARE ATTACHED 7 Pages AGREEMENT NUMBER AMENDMENT NUMBER
01-821-550-0 2
- --- - - - ---
DGS REGISTRATION
NUMBER:
1. This Agreement is entered into between the State Agency and Contractor named below:
STATE AGENCY'S NAME -----—_._..— --- ----- —
State
_ Water Resources Control Board__
CONTRACTOR's NAME
Cit _qf Redlands ---__—,—,-- _- _-- --_----- -- —_— --- _--
2 The term of this
- Agreement is _ April 19,2002 _ -through November 30,2024
3. The maximum amount of this $7,851,084.00 - ---- --
Agreement after this amendment is: Seven million,eight hundred fifty one thousand,eighty four dollars and no cents
4. The parties mutually agree to this amendment as follows. All actions noted below are by this reference made a part
of the Agreement and incorporated herein:
Changes made in this amendment are shown as: Text additions are displayed in bold and underline. Text deletions are
displayed as strike through text(i.e.,"�).
Exhibit B-Budget Detail and Payment Provisions(5 pages attached)
Exhibit I-CWSRF Payment Schedule(2 pages attached)
All other terms and conditions shall remain the same.
IN WITNESS WHEREOF,this Agreement has been executed by the parties hereto.
CONTRACTOR SOP146e6 Use on
CONTRACTOR'S NAME(Ifother than an individual.state whether a corporation,partnership,etc.)
City of Redlands
BY(Autho` Signature) DATE SI NED(Do not type)
tC l Approved as to form by Office of
PRINTED NAME AND TITLE OF PERSON SIGNING ATTh Chief Counsel
Patricia.Gilbreath,Mayor _
Sam . rwin, ty Clerk Date: 111-/11111D
ADDRESS Initials:
35 Ca`on Street Redlands CA 92373
STATE OF CALIFORNIA
AGENCY NAME
Stat Water Resources Control Board
BY(AUS razed DATE SI ED(DFno pe)
ED N ND T CE OF PER ONSE NG
Barbara Ey, Deputy Director,Di cion of Fin clal Assistance
DDREss
1001 1 Street,Sacramento,CA 95814
`
' City nfRedlands
Agreement No.: O1-821-55O-12
Project-No.-, C-O@-48OO-11O
Page of
EXHIBIT B--BUDGET DETAIL AND PAYMENT PROVISIONS
SECTION ESTIMATED COST(JFPROJECT.
The estimated reasonable cost ofthe total Project at the time of SWRCB Approval, including associated
planning and design costs, iStwenty two million one hundred ninety five thousand four hundred forty seven
dollars ($22,195,447).
SECTION 2. ASSISTANCE AMOUNT AND FINANCING PROVISIONS.
Section 2.1. Project Funds; Repayment from Installment Payments.
8ubi�ctbothe oond�onsand )naccordance vv�hthe terms ofthis Agreennentthe
8VV^ CBhenabyagneeshoprovidathePnojeotFundoandthaAgencyherebyagreeokz
accept the Project Funds in the maximum principal component, of Seven Million Eight
Hundred Fifty [)neThousand BghtyFour doUors ($7.851.O84) and torepay the Pn�ect
Funds inInstallment Payments ataninterest rate ofone and one half percent(1.596) per
annunnaaset forth inExhibits Band Iattached hereto. The Agency also agrees topay e
Service Charge atthe rate ofone percent(196) per annunnaoset forth |nExhibits Band |
attached hereto. The Agency agrees that it shall not be entitled to interest earned on un-
disbursed project funds. Upon execution ofthis Agreement, the SVVRCBshall encumber
an amount equal to the Obligation. The Agency hereby agrees to pay Installment
Payments solely from Net Revenues and/or other amounts legally available to the
Agency. Interest and Service Charges onany funds disbursed hothe Agency shall begin
to accrue as of the date of each disbursement. The combined rate on these charges shall
be two and five tenths percent(2.5%) per annum as set forth in Exhibits B and I attached
hereto, This nate is based on the sale of State General Obligation Bonds held on April 24.
2003. and isset when the Agreement iscertified tothe Agency. . The interest rate
herein is hereby suspended and wholly replaced with the AB 2356 Small
Community Grant Fund Charge until the payment date in 2014, as shown in Exhibit
1, at which date the interest obligation shall recommence. The total repayment
obligation of the Agency shall not be increased by this temporary substitution of
charge for rate.
Section 2.2. Purchase and Sale ofProject.
The Agency hereby sells tothe GVVRCBand the SVVRCBhereby purchases from the
Agency the Project. Simultaneously therewith, the Agency hereby purchases from the
SWRCB, and the SWRCB hereby sells to the Agency, the Project in accordance with the
provisions Vfthis AoreennanLAll right, UUe and interest inthe p je(±sha|| irnmediate|y
vest iUthe Agency
-nthe date ofexecution and delivery ofthis Agreement without further
action onthe part ofthe Agency orthe SVVRCB.
Section 2.3. Amounts Payable by the Agency.
(A\ Installment PeynlGntS, Repayment ofthe Pn�ectFunds, together w�haUinterest accruing
' thereon, and payment of the Service Charge.shall be repaid in annual installments
commencing on the date that is one year after Completion of Construction, and shall be
fully amortized not later than 20years after Completion nfConstruction.
The Installment Payment|sbased ona standard fully amortized assistance amount with
equal annual repayments. The remaining balance is the previous balance, plus the
disbursements, plus the accrued interest and Service Charge onboth, less the
^
` City of Redland
Agreement NV-iO1-O21-55O-%2
Project-No." C-06-4800-1 1O
Page 2mf5
EXHIBIT B--BUDGET DETAIL AND PAYMENT PROVISIONS
repayment. Exhibit| isaSRF Installment Sales Agreement Payment Schedule based on
the provisions of this article and an eatinne0sd disbursement schedule. The actual
repayments will bebased unactual disbursements.
Upon Completion of Construction and submission of necessary reports, the Division will
prepare an appropriate SRF Installment Sales Agreement Payment Schedule and supply
the same to the Agency. The SRF Installment Sales Agreement Payment Schedule may
be amended aanecessary toaccurately reflect amounts due under this contract. Any
amended SRF Installment Sales Agreement Payment Schedule which is necessary will
beprepared bythe Division and furnished tnthe Agency.
The Agency agrees tomake each installment payment Dnorbefore the due date therefor.
A ten-day grace period will be allowed. A penalty in the amount of one-tenth of one
percent(O,196) ofthe amount due will bedue for each day ofnonpayment. For purposes
of penalty assessment, repayment will be deemed to have been made if repayment is
deposited in the U.S. Mail within the grace period with postage prepaid and properly
addressed. Any penalties assessed will not be added to the assistance amount balance,
but will be treated as a separate account and obligation of the Agency. The interest
penalty will beassessed from the repayment due date.
The Agency as a whole is obligated to make all payments required by this contract to the
SVVRCB, notwithstanding any individual default by its constituents or others in the
payment to the Agency of fees, charges, taxes, assessments, tolls or other charges
("Charges") levied or imposed by the Agency, The Agency shall provide for the punctual
payment tothe GVVRCBofall amounts which become due under this contract and which
are received from constituents or others in the payment to the Agency. In the event of
failure, neglect or refusal of any officer of the Agency to levy or cause to be levied any
Charge to provide payment by the Agency under this contract, to enforce or to collect
such Charge, or to pay over to the SWRCB any money collected on account of such
Charge necessary to satisfy any amount due under this contract, the SWRCB may take
such action in a court of competent jurisdiction as it deems necessary to compel the
performance ofall duties relating bzthe imposition orlevying and collection ofany ofsuch
Charges and the payment of the money collected therefrom to the SWRCB, Action taken
pursuant hereto shall not deprive the SWRCB of, or limit the application of, any other
remedy provided by law or by this contract.
Attached as Exhibit | |saSRF Installment Sales Agreement Payment Schedule based on
the provisions ofthis section and anestimated disbursement schedule. SRF Installment
Sales Agreement Payment Schedule will be revised based on actual disbursements
following Completion of Construction.
Each Installment Payment shall bepaid hycheck and inlawful money ofthe United
States of America.
(B) Project Costs. The Agency agrees topay any and all costs connected with the Project
including, without limitation, any and all Project Cogts. |fUleP jectFundSare not
sufficient topay the Project CostsinfuU. theAgencyehaUnonethe|eescornp|etethe
Project and pay that portion of the Project Costs in excess of available Project Funds, and
shall not beentitled k>any reimbursement therefor from the 8VVR{}B,
(C) Additional Payments, In addition to the Installment Payments required to be made by the
Agency, the Agency shall also pay tothe SVVFlCBthe reasonable extraordinary fees and
' City of Redland
Agreement No.: O1-821~55U-12
Project-No.: C'OO-48OO-110
Page 3of5
EXHIBIT B-- BUDGET DETAIL AND PAYMENT PROVISIONS
expenses of the SWRCB, and of any assignee of the SWRCB's right, title and interest in
and bzthis Aornementinronnecdonw�hthis AgreemenLindudingall expenses and fees
ofaccountants, trustees, attorneys, litigation ooaba, insurance premiums and all other
extraordinary costs reasonably incurred bythe SVVRCBorassignee nfthe 8VVRCB.
Additional Payments shall be billed to the Agency by the SWRCB from time to time,
together with mstatement executed byaduly authorized representative ofthe 8VVRCB.
stating that the amounts billed pursuant b)this section have been incurred bythe 8VVRCB
Orits assignee for one o[more ofthe above items and copy of the invoice or statement
for the amount aoincurred orpaid. Amounts nobilled shall bepaid bythe Agency within
thirty(3O) days after receipt ofthe bill bythe Agency.
(D) The Agency may without penalty prepay all or any portion of the outstanding principal
amount of the Obligation provided that the Agency shall also pay at the time of such
prepayment all accrued interest on the principal amount prepaid through the date of
prepayment.
Section 2.4. Obligation Absolute. The obligation Vfthe Agency 0omake the Installment Payments and
other payments required to be made by it under this Agreement, solely from Net
Revenues, is absolute and unconditional, and until such time as the Installment Payments
and Add itional Payments have been paid in full, the Agency shall not discontinue or
suspend any Installment Payments or other payments required to be made by it
hereunder when due, whether or not the System or any part thereof is operating or
operable or has been completed, or its use is suspended, interfered with, reduced or
curtailed or terminated in whole or in part, and such Installment payments and other
payments shall not be subject to reduction whether by offset or otherwise and shall not be
conditional upon the performance or nonperformance by any party of any agreement for
any cause whatsoever.
Section 2.5. Disbursement ofProject Fundo� Availability ofFunds.
(A) Except osmay beotherwise provided inthis Agreement, disbursement ofProject Funda
will bemade oefollows:
(1) Upon execution and delivery ofthis Agreement, the Agency may request
immediate disbursement ofany incurred planning and design allowance as
specified inExhibit Afrom the Project Funds through submission tothe SVVRCB
ofthe Disbursement Request Form 26O. orany amendment thereto, duly
completed and executed.
(2) Additional Project FundgvvUpromptly
Disbursement Request Form 26Q. n[any amendment thereto, duly completed
and executed bythe Agency for incurred costs consistent with this Exhibit.
Disbursement shall not be made more frequently than once a month. The Agency
agrees that it will not request disbursement for any Project Cost until such cost
has been incurred and iecurrently due and payable bythe Agency, although the
actual payment ofsuch cost bythe Agency isnot required as acondition of
disbursement request- Notwithstanding any other provision of this Agneement, no
disbursement shall be required atany time or in any manner which is in violation
of or in conflict with federal or state laws, ,u|ea, or regulations.
^ City of Redland
Agreement No.: O1'821-55O42
Project-No.: C-06-4800-115
Page 4of5
EXHIBIT 8--BUDGET DETAIL AND PAYMENT PROVISIONS
(B) The 8VVRCB'mobligation todisburse Project Fundoiacontingentupontheovai|abi|ih/of
sufficient funds hopermit the disbursements provided for herein. |fsufficient funds are not
available for any naaeon, including but not limited to failure of the federal or State
government boappropriate funds necessary for disbursement ofProject Fundm. the
SVVRCBshall not beobligated tomake any disbursements tothe Agency under this
Agreement. This provision shall be construed as a condition precedent to the obligation of
the 8VVRCBbJmake any disbursements under this Agreement, Nothing inthis
Aoreementshall be construed to provide the Agency vvitharight ofpriority for
disbursement over any other agency. |fany disbursements due the Agency under this
contract are deferred because sufficient funds are unavailable, such disbursement will be
made tothe Agency when sufficient funds dobecome available.
SECTION 3. WITHHOLDING OFDISBURSEMENTS.
Section 3.1, The8VVRCB may withhold all orany portion ufthe funds provided for bvthis Agreement
|nthe event that:
(A) The Agency has materially violated, orthreatens ho materially violate, any term, prnviaion,
condition, orcommitment of this Agreement;
(B) The Agency fails to maintain reasonable progress toward completion of the Pnojout or
(C) An acceptable Revenue Program is not submitted at the time of 90 percent disbursement
offunds provided for bythis Agreement.
SECTION 4. PLEDGE AND LIEN OFNET REVENUES; RATES, FEES AND CHARGES;
ADDITIONAL PAYMENTS.
Section 41. Establishment ofEnterprise Fund. |norder tocarry out its obligation hzpay the
Installment Payments, Additional Payments and, where applicable, System Obligations,
the Agency agrees and covenants that itshall establish and maintain the Enterprise Fund.
All Revenues received shall be deposited when and as received in trust in the Enterprise
Fund.
Section 4.2. Pledge VfNet Revenues. The Net Revenues are hereby pledged and osecurity interest
granted therein in order to secure the payment of Installment Payments and Additional
Payments. The Net Revenues in the Enterprise Fund shall be subject to the lien of such
pledge without any physical delivery thereof or further act, and the lien of such pledge
shall be valid and binding as against all parties having claims of any kind in tort, contract
orotherwise against the Agency.
Section 4.3. Application and Purpose of the Enterprise Fund. Subject t¢the provisions of any
outstanding System Obligations, money ondeposit inthe Enterprise Fund shall be applied
and used first, brpay Operations and Maintenance Costs, and thereafter, all amounts due
onInstallment Payments, Additional Payments and System Obligations due, After
making all payments hereinabove required to be made in each Fiscal Year, the Agency
may expend in such Fiscal Year any remaining money in the Enterprise Fund for any
lawful purpose ofthe Agency, including payment ofsubordinate debt.
Section 4A, Rates, Fees and Charges, The Agency agrees, tothe extent permitted bylaw, h)fix,
prescribe and collect rates, fees and charges for the System during each Fiscal Year
which are reasonable, fair and nondiscriminatory and which will be atleast sufficient to
City of Redland
Agreement No.: O1-821'55O'12
Project-No.: C-03-48OO-11O
Page 5of5
EXHIBIT B-- BUDGET DETAIL AND PAYMENT PROVISIONS
yield during each Fiscal Year, Net Revenues equal to the Installment Payments,
Additional Payments and debt service on System Obligations for such Fiscal Year. The
Agency may make adjustments from time hotime insuch fees and charges and may
make such classification thereof as it deems necessary, but shall not reduce the rates,
fees and charges then in effect unless the Net Revenues from such reduced rates, fees
and charges will at all times be sufficient to meet the requirements of this section.
Section 4.5. Future Local Debt. All future debt incurred bvthe Agency shall beVnparity with, 0r
subordinate to, the Obligation.
SECTION 5. FINANCIAL MANAGEMENT SYSTEM AND STANDARDS.
The Agency agrees to comply with federal standards for financial management systems. The Agency '
agrees that, at a minimum, its fiscal control and accounting procedures will be sufficient to permit
preparation of reports required by the federal government and tracking of Project funds to a level of
expenditure adequate to establish that such funds have not been used in violation of federal or state law
orthe terms ofthis Agreement. Tothe extent applicable, the Agency agrees tobebound byand to
comply with, the provisions and requirements of the federal Single Audit Act of 1984 (Pub. L.98-502)
Office ofManagement and Budget(DK8B) Circular No. A-133. and updates orrevisions, thereto,
SECTION 6. ACCOUNTING AND AUDITING STANDARDS.
The Agency will maintain separate Project accounts in accordance with generally accepted accounting
principles. The contractor shall comply with "Standards for Audit of Governmental Organizations,
Programs, Activities and Functions" promulgated by the U.S. General Accounting Office. (40CFR 8
35.3135(1).)
SECTION 7. BUDGET.
Budget costs are contained in the Approval to Award Letter(s) (or engineer's estimates)which is attached
hereto and referenced asExhibit E
City of Redlands
Agreement No.: 01-821-55042
Project No.: C-06-4800-110
Page 1 of 2
EXHIBIT I
GWSRF it,ic rat i nnGr.i r cai ce nrst���nnEK1 r PAYMENT SCHEDULE
t . „
See the attached QWSRF 1p6takneRt Sales ngFeeme4lt Payment Schedule dated
162010.
State of California-State Water Resources Control Board Date: 7/16/2010
State Revolving Fund Payment Schedule Amount: 7,851,084
Recipient: Redlands,City of Interest rate: 1.500%
Project No.: C-06-4800-110 Service/Grant charge rate: Variable
Agreement No,: 01821-550-0 Term: 20
Construction Period Interest(CPO Annual Service Grant
Disbursernentl Beginning Draw Amount Amt.Trans. Interest Principal Interest Charge Charge Total Ending
Date Payment No. Balance Amount Accrued to Principal Accrued Paid/Due Paid/Due Paid/Due Paid/Due Payment Balance
12-Jan-2004 Disbursement 1 000 5,058,070,00 0,00 0.00--- 0.00 51058,070,00
10-Feb,2004 Disbursement z 5,058,07000 736,660 00 9,835,14 0.00 0.00 5,794,730,00
24-Mar-2004 Drsbursernent 3 5,794,730 00 969,683.00 17,706,12 0.00
0,00 6,764,413,00
25-May-2004 Disbursement 4- 6,764,41300- 1,086,671.00 28,654,81 -1 0.-00 1 0.0 1 0 7,851,084M
30-Jun-2004 End FY 7,851,084,00 19,082,50 0.00 0.00 7,851,084,00
30-Nov-2004 const cornpi, 7,851,084.00- 81,782.13 157,060,69 0.00 0.00 8,008,144,69
30-Nov-2004 Payment 0 8,008,-144.69- 0.00 0.00 0.00- -0.00-- 0,00 0.00 8,008,144,69
29-Jun-2005 Payment Pref 8,W8,144-69 116,229,32 2,235,757.19 116,229.32 0.00 0.00 2,351,986,51 5,772,38T50
30-Nov-2005 Payment 1 5,772,38750 60,529.90 304,50903 -60,529 1 1- .90 0--00 0.00 365,038.93 5,467,878.47
30-Nov-2006 Payment 2 5,467,878.47 136,69696 228,341.97 136,696
-96
OM 0.00 365,038.93 5,239,536,50
30-Nov-2007 Payment 31 5,239,536-50 130,988.41 234,050.52 130,9-88.41 0-00 0,00 365,038.93 5,005,485 98
30-Nov-2008 Payment 4- 5,005,485-98 125,137.15 125,13715 0.00 0.00 365,038,93 4,765,58410
30-Nov-2009 Payment 6- 4,765,584-20 71,483,76 245,899,33 7 11 1,48376 4_7,655-84 -0.00 365,038,93 4,519,684.87
30-Nov-2010 Payment 71 4,519-68487 OM 252,046.81 0.00 45,19&85 67,795.27 365,038,93 4,267,638,06
30-Nov-2011 Payment 8 4,267,63806 0,00 258,347,98
OM 42,676.38 64,014,57 365,038.93 41009,290,08
30-Nov-2012 Payment 9 4,009,290.08- 0.00 264,806.68 OM 40,092-90 60,139.35 365,038M 3,744,483 40
30-Nov-2013 Payment 10 3'744,483A0 0,00 271,426.84 ----0.-00-- -
37,444.84 56,167.25 365,038,93 3,473,056.56
30-Nov-2014 Payment 11 3.473,056 56 52,095 85 278,212,51 52,095-85- 34,730.67 - --0.00 365,0 1 38,93 3,194,844.05
30-Nov-2015 Payment 12 3,194,844,05 47,922M 31,948.44 0.00 365,03893 2,909,676-22
30-Nov-2016 Payment 13 2,909,676-22 43,645.14 292,297.03 4-3,645.14------
29,09636 OM 365,038,93 2,617,379.19
30-Nov-2017 Payment 14 2,617379-1-9- 39,2M69 299,604A5 39,260.69 26,17379 0.40 365,038M 2,317,77474
30-Nov-2018 Payment 15 2,317,774- 74 34,766,62 307,094.56 34,766-62 23,177.75 0.00 365,038M 2,010,680,18
30-Nov-2019 Payment 16 2,010,680,18 30,16010 314,771.93 30,160.20 20,106M 0.00 365,038.93 1,695,908,25
30-Nov-2020 Payment 17 1,695-908-25 25,438,62 322,641.23 25,43-8.62 16,959.08 0.00 365,038,93 1,373,267.02
30-Nov-2021 Payment 18 1,373,267-02 20,599.01 330,707.25 20,599,01 13,732.67 0.00 365,038.93 1,042,559,77
30-Nov-2022 Payment 19 --I-042,5-59.77 15,638,40 338,974.93 15,638.40 10,425M 0.00 365,038,93 703,584.84
30-Nov-2023 Payment 20 703,58484 10,553 77 347,449.31
----- -- 105- 7 7,03585 0.00 365,038.93 356,135.53
30-Nov-2024 Payment 21 356,1135,53 5,342,03 356,135 53 5,342-03 3,56136 0.00 365,038.92 0,00
7,851,084.00 157,060.70 157,060.69 966,488.49 8,008,144.69 966,488.49 430,015.48 248,116.44 9,652,765.10
Outstanding Disbursement Balance: 0,00
Page I oft