HomeMy WebLinkAboutGeorgia Environmental Facilities Authority
Augusta Richmond GA
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YEAR: C119
BOX NUMBER: 0 @
FILE NUMBER: \ '60a. ,
NUMBER OF PAGES: ~
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STATE OF GEORGIA,
AUGUSTA-RICHMOND COUNTY
SRF Federal Money Loan
ContractlProj ect
No. SRF 95-001
No. TWO of THREE Executed
Original Counterparts
COUNTERPART OF EPD
COUNTY OF FULTON:
CONTRACT FOR FINANCING ENVIRONMENTAL FACILITIES
AND FOR OTHER SERVICES BY
GEORGIA ENVIRONMENTAL FACILITIES AUTHORITY
("Environmental Services Contract")
TIllS ENVIRONMENTAL SERVICES CONTRACT is entered into as of this
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instrumentality of the State of Georgia and a public corporation ("Authority"), whose address for purposes
hereof shall be 2090 Equitable Building, 100 Peachtree Street, NW, Atlanta, Georgia 30303; DIRECTOR
OF THE ENVIRONMENTAL PROTECTION DIVISION of the State of Georgia ("Director"), whose
address for purposes hereof shall be 205 Butler Street, Atlanta, Georgia 30334 and the Augusta-
Richmond County, a municipal corporation of the State of Georgia ("Local Government") whose address
for purposes hereof shall be Room 806 Municipal Building, Augusta, Georgia 30911.
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WITNESSETH
WHEREAS, the Authority is authorized to accept capitalization grants clisbursed under the Federal
Water Pollution Control Act, as amended by the Water Quality Act of 1987, and with them to establish
a revolving fund to assist local governments in the construction of publicly owned sewer systems and
other treatment works, 33 U.S.C.A. Sections 1381 ~. (May, 1987) and O.C.G.A. Sections 50-23-5,
and 50-23-9 and 12-2-4 and 12-2-6 and 12-2-7; and
WHEREAS, the Authority has established the "State Revolving Loan Fund" (the "Fund") and has
entered into a capitalization grant agreement with the United States Environmental Protection Agency
("EPA"); and
WHEREAS, the Authority has contracted with the Director of the Environmental Protection
Division (EPD) of the Department of Natural Resources to provide certain technical services to assist in
the administration of the Fund O.C.G.A. Section 50-23-9; and
WHEREAS, the loan to Local Government provided for in this contract will be from a
Capitalization Grant made to the Authority by EPA.
NOW, THEREFORE, BE IT AGREED AS FOLLOWS:
1. LOAN
1.1 Loan Made and Accepted.
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1.1.1 In consideration of the mutual promises of this contract, and upon and subject to its terms
and conditions, the Authority agrees to make, and administer, and the Director agrees to
assist, and Local Government agrees to accept, the loan herein provided for (the "loan").
Before any disbursement is made, Local Government shall execute and deliver to Authority
a promissory note (the "promissory note" or "note"). The amount of the note (the "loan
amount"), its other terms and its form are set out in Appendix "E".
1.1.2 The promissory note is made payable to the State Revolving Loan Fund, and Local
Government acknowledges and accepts the Authority as a proper representative of the
fund.
1.2 Nature of the commitment.
1.2.1 This is a commitment to lend particular funds made available to the Authority for the Fund
pursuant to the capitalization grant agreement with EP A. It is not a commitment to lend
or grant any other funds and is not a pledge of the credit of the State. The money is made
available to the Authority for the Fund by means of a federal Letter of Credit through
procedures described in the Initial Guidance and in the capitalization grant.
1.2.2 A loan administration fee equalling four percent (4%) of the amount of the principal will
be charged to Local Government. The fee is due and payable on or before the date for
commencing payments. The fee is an eligible project cost and may be capitalized over the
life of the permanent loan repayment.
1.3 Purpose Limited to Project.
Local Government shall use the proceeds of the loan only to pay the actual costs of the
environmental facilities Project. The Project is described in Appendix "A" and more
specifically as approved in the fIles of the Authority and Director. Only the costs shown
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in the breakdown and estimates of the Project budget described in Appendix "A" shall be
allowed. Costs of construction shall be allowed only for work called for in plans and
specifications approved by Director. Proceeds may not be used to pay for labor performed
by employees of the Local Government but may be used to pay for materials installed by
them.
1.4 Disbursements.
1.4.1 Authority shall make and Local Government shall accept full or partial disbursements only
against incurred, actual costs up to the loan amount as provided in this contract.
1.4.2 For purposes of making requests for disbursement and representing Local Government in
all administrative matters pertaining to administration of this contract, Local Government
shall designate a single officer or employee ("contact person").
1.4.3 Authority shall make disbursement by Electronic Funds Transfer or by its check mailed
directly to a local bank.
1.4.4 The contact person shall be designated by Local Government before it may request
disbursements and shall be subject to Authority approval. Before any disbursement Local
Government shall execute any documents of Authority reasonably necessary or convenient
to the foregoing.
1.4.5 Requests for disbursement may be made only after the costs for which the draw is
requested have been incurred. Unless Authority otherwise approves, Local Government
shall not request disbursement against retainage until retainage is paid. Unless Authority
otherwise approves, when the Project budget indicates that the loan shall bear only a
portion of the cost of the Project, or a portion of certain itemized costs, any draw shall not
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exceed the same proportion of such costs reported for disbursement.
1.4.6 Requests for disbursement shall be made on forms of the Authority unless the Authority
otherwise directs, and shall be accompanied by such invoices and other proofs as the
Authority may reasonably require.
1.4.7 Authority may require that each draw request shall be submitted to Authority or to an
agency of government which Authority designates at least 21 days before the day
disbursement is requested and may limit draw requests to one per month. Processing on
shorter notice or faster schedule shall not amend this provision.
1.5 Changes in Due Date and Amount of Promissory Note.
1.5.1 The loan amount has been determined, in part, upon the basis of the projected cost of
the Project as shown in Appendix "A" . The date for commencing payments shown on the
promissory note likewise is determined in light of the expected Project schedule shown in
Appendix "A". Appendix "B" shows the repayment schedule anticipated by the parties on
the basis of these appendices. Both the loan amount (principal) and the date for
commencing payments may be changed but only as stated below.
1.5.2 Local Government may elect to increase the loan amount by including in principal on the
date for commencing payments the interest which has accrued from each disbursement to
that date. It may make such an election without prior approval of Authority by notice
given on or before the date for commencing payments.
1.5.3 Further, the Authority, pursuant to the Authority's policies and in the Authority's sole
discretion, may agree to adjust the loan amount and to extend the date for commencing
payments by no more than six months, in each case upon the written request of Local
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Government. The decision shall be entirely in the discretion of the Authority, who may
consider without limitation, the reasons stated by Local Government, any increase in
jeopardy to the Fund and regardless of cause and jeopardy Authority's program for the
Fund as a whole.
1.5.4 A simple change in the loan amount or an extension of the date for commencing payments
shall be documented administratively by notice under this contract and substitution of a
new promissory note. Where approval is required, the Authority may, but need not,
impose new terms and conditions, which shall be documented accordingly.
1.6 Deadline for Borrowing and Termination of Promise to Lend.
The Authority, in the Authority's sole discretion, may terminate the promise to lend all
or any portion of the loan amount which has not been borrowed if:
1.6.1 Local Government does not execute the promissory note within sixty days hereof; or
1.6.2 Local Government does not request disbursement of the unborrowed balance on or before
the thirtieth (30th) day preceding the date for commencing payments; or
1.6.3 An event of default occurs in which event the remedies for default likewise shall be
available;
1.6.4 A circumstance arises or becomes known which, in the Authority's sole discretion and
opnnon;
(a) substantially impairs the ability of Local Government to complete the Project, to
operate the Project or to repay the loan, or
(b) substantially impairs the merit of the Project.
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1.7 Conditions precedent to disbursement of Loan Proceeds.
In addition to any other prerequisites hereof, Authority's obligation to make disbursements
under the loan shall be subject to satisfaction of the following conditions:
1. 7.1 Local Government's representations and warrants shall remain true and correct.
1.7.2 No event of default shall have occurred under this contract or the promissory note.
1.7.3 The requirements of sections 1.4 and 1.6 are satisfied.
1.7.4 The Director shall have approved Local Government's plans and specifications for the
submitted construction as being within the approved scope of the Project.
1. 7.5 For the initial request, Local Government shall have submitted to satisfaction of the
Director, proof of compliance with Appendix "C" including:
(a) proof of advertising;
(b) bid tabulation in detail, certified by engineer for Local Government;
(c) the engineer's award recommendation;
(d) a certified copy of Local Government's resolution awarding the contract;
(e) copy of the executed construction contract or so much thereof as Authority
determines;
(f) the contractor's construction and payment schedules;
(g) the notice to proceed;
(h) copies of the performance and payment bonds, each in the full amount of the
construction contract.
(i) evidence of positive steps taken to utilize small, minority, and women's
businesses.
1. 7.6 The Authority may require that the initial draw request also be accompanied by a letter to
the Authority from Local Government's attorney. The letter shall recite that Local
Government has received its fully executed counterpart of this contract from Authority;
that no intervening circumstances or other factor detracted from Local Government's
execution and delivery of this contract before its subsequent execution by Authority; that
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the promissory note likewise has been duly authorized, executed and delivered, and that
the opinions expressed in the letter of counsel submitted to the Authority by Local
Government with this contract remain valid, including without limitation the advice that
this contract and promissory note are authorized, binding and of full force and effect.
2. OTIIER SERVICES
2.1 Data and Consulting.
Authority has compiled certain information about the environmental facilities of local
governments in Georgia. It has made arrangements for the Director to provide technical,
environmental services to the Authority and to its local government borrowers. Further,
the Authority staff may have or acquire information or expertise in fmancial management
at the local government level. Therefore, from time to time Local Government may
request information, data processing and technical assistance but only for the purpose of
making comparative business decisions in good faith concerning the development and
operation of Local Government's own system.
2.2 Cost Limitation.
Authority shall comply with any such request when, in the sole discretion of the Executive
Director of the Authority, such request can be honored within the normal staff routine and
costs of Authority or an agency with which Authority has made arrangements. If the
Executive Director determines that such request involves more than routine impositions
on Authority staff time or Authority costs, or that of the agency, the Executive Director
may nevertheless agree to such request upon agreement by Local Government to reimburse
the Authority or agency its actual costs.
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2.3 Responsibility.
Local Government shall release and hold hannless from any loss or liability the Authority,
the Director, the State, and their officers, members and employees, with respect to any
such matters, including that due to their sole negligence, and Authority does not undertake
to warrant the correctness of the information, data processing or consulting given
hereunder. Such consulting services and provision of information shall be utilized by Local
Government at its own sole risk.
2.4 Proprietary Information.
Authority shall not be required under this provision to release any information it has of a
confidential nature, such as proprietary information or otherwise.
3. REPRESENTATIONS AND WARRANTIES
Local Government represents and warrants to the Director and to the Authority as follows:
3.1 Financial Statement.
The financial statements of Local Government delivered to Authority are true and correct
in all respects, have been prepared in accordance with generally accepted accounting
principles for units of government, consistently applied, and fairly present the respective
financial condition of the subjects thereof as of the respective dates thereof. No material
adverse change has occurred in the fmancial conditions reflected in the statements since
their date and no additional borrowing has been made by Local Government since then
other than borrowing specifically disclosed and approved by Authority. All other
information submitted by Local Government in support of its application for this loan is
true and correct as of the date of this contract, and no material adverse change has
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occurred .
3.2 Pending Litigation.
There are no actions, suits or proceedings, at law or in equity, in court or before any
governmental or administrative agency, either pending or to the knowledge of Local
Government reasonably to be considered threatened, which may impair the validity or
enforceability of the promissory note or this contract or Local Governmene s ability to
repay the loan or to construct and operate the Project for revenue.
3.3 No Conflicting Transactions.
Consummation of the transactions hereby contemplated and performance of this contract
will not result in any breach of, or constitute a default under, any deed to secure debt,
mortgage, deed of trust, indenture, security agreement, lease, bank loan or credit
agreement, municipal charter, ordinances, contracts or other instruments to which Local
Government is a party or by which it may be bound or affected.
3.4 Ownership of Premises.
Local Government owns in fee simple the real property, which presently constitutes or
which will constitute the main operating facilities of the Project and of the water and sewer
systems as a whole, and further owns in fee simple or by sufficient easement the real
property uJX>n, across or under which Local Government has or will have its ,distribution
lines, manholes, pump stations and the like including those to be a part of the Project and
othelWise. Local Government has good record title to the real property described above
with only such exceptions of record as do not limit the fee ownership and do not and will
not interfere with the full use and enjoyment of the premises by Local Government. With
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respect to the personal property and trade flXtures of Local Government necessary or
convenient to its water and sewer facilities and their operation, there are no liens or other
claims of record against such property or other evidence of adverse ownership, and Local
Government owns such personal property and fixtures in fee simple without conflicting
claim or ownership.
3.5 Other PrQject Arrangements.
Local Government has secured, or can and shall secure without reasonable difficulty, the
utilities, access, governmental approvals and other arrangements reasonably to be
considered necessary for the undertaking of the Project.
3.6 No Construction Default.
Neither Local Government nor its contractor, architect or engineer for the Project or any
related project is in default of any agreement respecting the Project or a related project.
3.7 No Default.
There is no default on the part of Local Government under this contract or the promissory
note, and no event has occurred and is continuing, which, with notice or the passage of
time or either would constitute a default under any part of this contract or promissory note.
3.8 Compliance with Laws.
Local Government has complied with all laws, regulations, ordinances, contracts and other
provisions of legal force and effect which govern Local Government's undertaking of the
Project and this contract, including without limitation laws pertaining to open meetings.
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3.9 Effect of Draw Request.
Each request for and acceptance of disbursement shall be affirmation that the
representations and warranties of this contract remain true and correct as of the date of the
request and acceptance and that no breach of other provisions hereof has occurred. Unless
Authority is notified to the contrary, such affirmations shall continue thereafter.
4. COVENANTS
4.1 Commencement and Completion of Construction.
Local Government shall commence and complete each activity or event by the deadline
stated in the Project Schedule included in Appendix "A".
4.2 Disbursements.
Locai government shall receive the disbursements to be made hereunder and shall hold
them as trust funds for the purpose of paying the costs of the Project and for no other
purpose.
4.3 Release of Responsibility.
l..ocal Government shall undertake the Project on its own responsibility and shall release
and hold harmless the Authority, the Director, the State and their offIcers, members and
employees from any loss or liability arising in connection with the design, construction or
operation of the Project or any other aspect of the water or sewer system of Local
Government including any matter due solely to their own negligence.
4.4 Other Agreements.
Local Government shall comply with all terms and conditions of any construction
contracts, architectural or engineering agreements, trust indentures, security deeds,
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promissory notes, loan agreements, or the like affecting the Project, the premises of the
water and sewer system of Local Government and its operation. Local Government shall
require its construction contractor to furnish both a performance bond and payment bond
in the full amount of the construction contract. A copy of such bonds shall be furnished
to the Authority, but the requirement of a copy shall be for the convenience of Authority
only in monitoring compliance, and no undertaking by Authority to Local Government or
any non-party shall arise.
4.5 Accounting and Auditing.
Local Government shall account for the Project and the water and sewer system of the
Local Government in a manner consistent with Enterprise Fund Accounting as defined by
the following publications:
4.5.1 Statement 1, Government Accounting and Financial Reporting Principles, National
Council on Governmental Accounting, 1979 as adopted by the Governmental Accounting
Standards Board;
4.5.2 Interpretation 2, Segment Information for Enterprise Funds, National Council on
Governmental Accounting, 1980.
Within six. months of the end of each fiscal year of Local Government, Local Government
shall tender to Authority an annual audit by a certified public accountant licensed to
practice in Georgia. The conduct of the audit and the audit shall conform to generally
accepted auditing standards and generally accepted governmental accounting principles as
these phrases are defined in the following publications: Governmental Accounting
Standards Board Statement 1, July, 1984; American Institute of Certified Public
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Accountants Audits of State and Local Governmental Units, 1986; and Standards for Audit
of Governmental Organinltions, Programs, Activities and Functions, Comptroller General
of the United States, 1994.
4.6 Insurance.
Local Government shall obtain and maintain until the loan is repaid adequate property
insurance on the Project. Local Government shall apply the proceeds of any insurance on
the premises or on the operations of the water and sewer system of Local Government in
such a way as to minimize the adverse consequences of any insured occurrence with
respect to the construction, operation and revenues for the Project and the water and sewer
systems of Local Government.
4.7 Compliance with Governmental Authority.
Local Government shall comply with all environmental laws, rules and other provisions
of legal force and effect and all such other provisions which govern the construction or
operation of the Project or the water and sewer systems of Local Government.
4.8 Adequate Revenues.
Local Government shall establish and collect rents, rates, fees, charges, or sources of
revenue from taxes or other sources sufficient to pay:
4.8.1 The cost of acquiring, constructing, equipping, operating, maintaining, replacing,
renewing and repairing the water and sewer facilities of Local Government, including
those for the Project; and
4.8.2 All outstanding indebtedness incurred for the purposes of constructing or operating such
systems, including payments of principal and interest on the loan under this contract as
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they shall become due and payable, and to create and maintain any necessary reserves.
4.9 Bid Procedures.
Local Government shall comply with all procurement requirements of law and to the extent
not contradicted thereby shall comply with the bid procedures of Appendix "C".
4.10 Inspection.
On reasonable notice, Authority shall have for its own convenience and benefit, and
without obligation to Local Government or any non-party, the right to audit the books and
records of Local Government as they may pertain to or affect the Project and this contract
and Director similarly may enter upon the premises to inspect the Project. Local
Government shall cause its architects, engineers and contractors to cooperate during such
inspections including making available working copies of plans and specifications and
supplementary materials.
4.11 Consent to Changes.
Without consent of the Authority and the Director, Local Government shall make no
modifications or changes to the Project, or allow to continue any defect, which would
damage or reduce the value of the Project. Local Government shall not divide the project
into component projects in order to or in effect, to defeat the provisions of this contract.
Local Government covenants that it shall remain the owner of the Project to be constructed
hereunder and agrees that it will not convey, transfer, or otherwise encumber the project,
the system of which it is part, or the revenues derived therefrom during the term of this
contract without the express written approval of the Authority. Local Government agrees
to submit all information concerning any modification of the Project to the Authority.
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Local Government agrees to submit all information concerning any conveyance, transfer
or encumbrance of the Project or its revenues to the Authority. The Authority shall
respond within 30 days to a request by the Local Government for the consent required by
this section. Consent shall be presumed to have been given upon failure to respond within
30 days. Such consent shall not be unreasonably withheld.
5. EVENTS OF DEFAULT
The following occurrences shall constitute Events of Default hereunder:
5.1 Local Government fails to comply with any of the covenants, terms and
conditions made in this contract;
5.2 Local Government defaults under the promissory note;
5.3 Any representation, warranty or statement made by Local Government in this contract or
in connection with it or the loan shall be or become untrue, incorrect or misleading in any
material respect;
5.4 Local Government is unable to satisfy any condition of its right to receipt of a
disbursement for a period in excess of 30 days;
5.5 Local Government makes an assignment for benefit of creditors, fIles a petition in
bankruptcy, is adjudicated insolvent or bankrupt, petitions for appointment of a receiver
or trustee for any substantial part of its property or is the subject of such a petition or
commences or has commenced against it or its property:
(a) any similar proceeding under any bankruptcy law or other debtor-relief or similar
law or
(b) any foreclosure of any security deed or similar implementation of trust indenture
or like instrument;
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5.6 Dissolution by charter repeal or otherwise of the existence of Local Government;
5.7 Any legal or equitable action is commenced against Local Government which, if adversely
determined, could reasonably be expected to impair substantially the ability of Local
Government to perform each and every obligation under this contract;
5.8 Construction of the Project is not carried out with reasonable dispatch, ceases and is not
resumed for 45 days or is abandoned;
5.9 Local Government does not meet deadlines of the Project Schedule in Appendix II A II and
the Authority has not agreed to an extension;
5.10 The Authority or Director reasonably suspects the occurrence of any default or Event of
Default in Local Government, and following request by the Authority or Director, Local
Government fails to provide evidence reasonably satisfactory to Authority that such default
or Event of Default has not in fact occurred.
6. GENERAL CONDmONS
6.1 No Waiver.
No disbursements shall waive any provision of this contract or the note or preclude the
Authority or Director from declaring a default if Local Government is unable to satisfy any
such provisions or perform hereunder.
6.2 Satisfactory Proceedings.
All proceedings taken in connection with transactions provided for in this contract shall
be satisfactory to the Authority and Director.
6.3 Evidence.
Any condition of this contract which requires a submission of evidence of the existence or
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nonexistence of any facts shall imply as a condition the existence or nonexistence, as the
case may be, of such fact or facts, and Authority and Director shall, at all times, be free
independently to establish to its satisfaction and in its absolute discretion such existence
or nonexistence.
6.4 No Beneficiaries.
All conditions on the obligations of Authority to make disbursements are imposed solely
and exclusively for its benefit with their successors and assigns, and no other person shall
have standing to require satisfaction of such conditions or to assume that Authority will
refuse to make disbursements in the absence of strict compliance. No person shall be
deemed the beneficiary of any such conditions or any other provisions of this contract, all
of which may be freely waived by Authority in whole or in part, at any time in its sole
discretion. [This section is not intended to disavow or modify any obligation which the
Authority, may have to the Administrator of the Environmental Protection Agency.]
6.5 Review of Plans and Inspection of Work.
Any audit or review of plans and specifications and any inspection of the work shall be for
convenience of the Authority, Director and Administrator of the Environmental Protection
Agency only and then in order to determine that they are within the approved scope of the
Project and in compliance herewith. No such review and inspection, approvals and
disapprovals shall be an undertaking of responsibility for design or construction or for the
benefit of Local Government or other non-party.
6.6 Notices.
All notices hereunder shall be in writing and shall be deemed to have been sufficiently
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given or served for all purposes when presented personally or sent by registered or
certified mail to the other party hereto at the address above stated, with instruction to show
to whom delivered and return receipt requested. Each party may notify the other by the
same process of any change of such address. Loan requests and disbursements and other
routine contract administration may be conducted by regular mail.
6.7 Remedies Cumulative.
The remedies provided for the Authority and Director herein shall not be exclusive but
shall be concurrent, in addition to and cumulative of any other remedies either may have
by law. The failure to seek or exercise any remedy shall not be deemed a waiver or
foreclose any subsequent remedy.
6.8 No Joint Venture, Etc.
Neither Authority nor Director is a partner, joint venturer, or in any other way a party to
the Project or the operation of water and sewer system of Local Government. Neither
shall be in any way liable or responsible by reason of the provisions hereof, to Local
Government or any non-party, for the payment of any claims in connection therewith.
6.9 Assignment.
This contract may not be assigned by Local Government without the written consent of the
Authority. The Authority may assign the promissory note and this contract, and any such
holder and assignee of same shall succeed to and be possessed of the same rights as the
Authority and Director each has under both to the extent so transferred or assigned.
6.10 Entire Agreement.
This contract and the promissory note contain the entire terms of this agreement and
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trnnsaction. They may not be changed, waived or discharged in whole or in part, except
by written instrument executed by the party sought to be charged therewith.
6.11 Continuity.
This contract shall be binding upon the legal representatives, successors and assigns of
each party and shall inure to their benefit; provided, however, that nothing herein said
shall be deemed to limit any reStriction on assignment impressed upon Local Government.
6.12 Georgia Contract.
This Contract shall be governed by and construed in accordance with the laws of the State
of Georgia.
6.13 Limitations.
No action shall be commenced by Local Government against the Authority or Director for any
claim under this contract or promissory note unless notice thereof specifically setting forth the
claim shall have been given within 30 days after the occurrence of the event or omission which
Local Government alleges gave rise to such claim. Failure to give such notice shall constitute a
waiver of any such claim. Liability to Local Government for any breach of the terms of the
contract shall not exceed a sum equal to the amount which shall have not been disbursed in
consequence of a breach of obligations under this contract, together with interest thereon at the
rate payable by Local Government for disbursements, computed from the date when the
disbursement should have been made to the date when the disbursement is in fact made. Upon the
making of any such payment to Local Government, it shall be treated as a disbursement under this
contract.
6.14 Counterparts.
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This contract is executed in three counterparts, which are separately numbered, but each
of which is deemed an original of equal dignity with the other and which is deemed one
and the same instrument as the other.
6.15 Appendices.
The appendices attached to this contract are a part of it.
6.16 . Special Conditions.
Statements of Special Conditions in Appendix liD II shall govern the matters they address.
6.17 Time of Essence.
Time is of the essence of this agreement.
6.18 Severability.
If any provision of the contract, or any portion thereof, should be ruled void, invalid,
unenforceable or contrary to public policy by any court of competent jurisdiction, any
remaining provisions of this contract shall survive and be applied, and together with the
invalid or unenforceable portion shall be construed or reformed to preserve as much of the
original words, terms, purpose and intent as shall be permitted by law.
7. GEORGIA STATE REVOLVING FUND PROVISIONS
7.1 Submission to Federal Requirements.
Local Government acknowledges and agrees that inclusion of this loan as a Georgia State
Revolving Loan Fund project will subject Local Government to provisions of federal law ,
set out in part in Title VI of the Federal Water Pollution Control Act ("Title VI") and to
other provisions of federal law applying generally to federal financial assistance,
particularly those noted in Appendix F, Initial Guidance for State Revolving Loan Funds
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(1/88), published by the United States Environmental Protection Agency. Local
Government acknowledges receipt of a copy of the Appendix F Initial Guidance and
further acknowledges that in addition to the items listed in Appendix F to the Ini1ia1
Guidance, there should be included the Historic Sites Act. Local Government agrees to
comply with such federally imposed requirements, regardless whether expressly set out
herein, and further agrees that they may be enforced against Local Government by the
Authority, the Director or the EP A Administrator.
7.2 Cumulative Provisions.
The provisions of this article are cumulative of the other provisions of this contract, and
they are not to be construed as to ameliorate or weaken the other provisions of this contract
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7.3 Dedicated Revenue Source.
Local Government acknowledges that the loan of this contract is a general obligation of
."
Local Government to the repayment of which it dedicates its general power of taxation and
regarding which it promises the collection and application of sufficient taxes or other
moneys to repay the principal and interest on the Loan and to comply with this contract,
in a timely manner according to its terms. Local Government also represents that it has
the legal, institutional, managerial and financial capability to construct, operate and
maintain the Project.
7.4 Separate Accounts; Information; Audit.
Local Government shall establish and maintain separate accounts on the Project financed
hereunder and shall comply with the reasonable requests of the Authority, Director or the EPA
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Administrator, made upon reasonable notice, for infonnation pertaining to Local Government's
compliance with this contract, the provisions of Title VI, and regulations and guidances
promulgated thereunder. Local Government acknowledges the federal requirement of an annual
audit of the State Revolving Loan Fund and agrees to submit to corresponding audits of its own
practices and audits for such purposes, including on site visits to project sites and administrative
offices. The annual audit shall be conducted in accordance with the federal Single Audit Act for
each fiscal year in which Local Government received at least $25,000 in loan disbursements.
7.5 Civil Rights Act.
Local Government has certified that the project meets the requirements of Title VI, Civil
Rights Act by providing EPA Fonn 4700-4 and supporting documentation.
7.6 Perfonnance Certification.
The owner/operator of the treatment facility/project must certify one year after the date
of initiation of operation that the facility meets design specifications and effluent permit
limits. The Director agrees to provide the necessary fonns to comply with this
requirement.
7.7 Value Engineering.
Projects over $10 million must provide a value engineering review.
7.8 Davis-Bacon Compliance.
Local Government agrees to comply with Davis-Bacon labor wage provisions. Local
Government further agrees that appropriate Davis-Bacon wage rates will be incorporated
into project specifications and bidding documents.
7.9 Right ofInspection.
23
The Authority and/or Director, and/or his duly appointed representative, shall have the
right to inspect the project during construction to assure that the facility is constructed in
full accordance with approved project contract documents and that all federal, state, and
local requirements are being fulfilled. Such inspections shall be made after prior notice
to Local Government.
7.10 Retention of Records.
Local Government shall retain all construction records for at least three (3) years after
completion of the construction of the project. These records may be subject to audit
during the time of retention.
7.11 Federal Domestic Assistance Catalog Number and Title.
The Catalog of Federal Domestic Assistance number is 66.458 and the program title is
"Capitalization Grant for State Revolving Loan Fund."
24
IN WITNESS WHEREOF, Local Government, Director and Georgia Environmental Facilities Authority
have caused these presents to be signed, sealed and delivered all as of the date hereof.
Title: MAYOR
Attest: ~1l1~
Printed Name:
Lena J. Bonner
Clerk of Commission-Council
Title:
[AffIx Seal Here]
GEORGIA ENVIRONMENTAL
FACIL A 0 Y
GEORGIA DEP ARMENT OF
NATURAL RESOURCES
ENVIRONMENTAL PROTECTION DMSION
B~~
HAROLD F. REHEIS
Director
25
APPENDIX A
PAGE 1 OF3
STATE REVOLVING WAN FUND
SCOPE OF WORK
Recipient:
Augusta-Richmond County
Loan Number:
SRF 95-001
Construction of a Phase 1(7.6 MGD) constructed wetland system including holding pond, two
wetland cells, conveyance system, roadways and bridge, and related appurtenances.
APPENDIX A
PAGE 2 OF 3
STATE REVOLVING WAN FUND
PROJECT BUDGET
Recipient:
Augusta-Richmond County
Loan Number:
SRF 95-001
ITEM TOTAL SRF WCAL
Engineering Study $ 113,500.00 $ 0.00 $ 113,500.00
Engineering Design 499,674.00 0.00 499,674.00
Construction 5,674,000.00 5,674,000.00 0.00
Contingencies 283,702.00 13,962.00 269,740.00
Contract Administration 180,000.00 180,000.00 0.00
Resident Inspection 71,406.00 0.00 71,406.00
Soils and Materials Testing 45,500.00 45,500.00 0.00
Subtotal $ 6,867,782.00 $ 5,913,462.00 $ 954,320.00
SRF Loan Fee (4%) 236,538:00 236,538.00 0.00
TOTAL $7,104,320.00 $ 6,150,000.00 $ 954,320.00
NOTE: GEFA payments on invoices submitted as loan draw requests are based on the percentage
of project costs funded by GEFA.
STATE REVOLVING WAN FUND
PROJECT SCHEDULE
Recipient:
Augusta-Richmond County
Loan Number:
SRF 95-001
ACTION
DATE
Complete Project Planning
December 1993
Initiated Design
June 1994
Plans and Specs submitted to EPD
April 1, 1995
Bid Opening
February 8, 1996
Notice of Award
April 8, 1996
Notice to Proceed with Construction
May 1, 1996
Initiation of Construction
May 1, 1996
Completion of Construction
August 1, 1997
Performance Certification *
August 1, 1998
APPENDIX A
PAGE 3 OF 3
*Please Note that Performance Certification is made one year after construction completion.
. '
APPENDIX B
PAGE 1 OF 1
STATE REVOLVlNG LOAN FUND
REPA YMENT SCHEDULE
Recipient: Augusta-Richmond County
Loan Number: SRF 95-001
(1) Accrued interest only shall be due September 1, 1997 the date for commencing payments.
(2) Repayment of the principal and subsequent interest shall be due in 79 equal installments
in the amount of One Hundred Twelve Thousand Forty-Five and 93/100 Dollars
($112,045.93) each, and one final installment in the amount of One Hundred Twelve
Thousand Forty-Five and 74/100 Dollars ($112,045.74), commencing on the first day
of the third month after the month of the date for commencing payments and continuing
quarterly on the first day of ~ch third month thereafter.
APPENDIX C
PAGE 1 OF2
STATE REVOLVING WAN FUND
BID PROCEDURES
Recipient: Augusta-Richmond County
Loan Number: SRF 95-001
1.) Competitive construction bids.
2.) Advertise publicly in local newspaper of general circulation plus a statewide or regional
newspaper of general circulation or a recognized clearing house.
3.) Advertise for a minimum of twenty-one (21) days (at least once a week for three weeks).
4.) Require at least 5% Bid Bond or certified check.
5.) Sealed Bids.
6.) Public Bid Opening.
7.) Award to low responsive, responsible Bidder or Bidders with reservation of right to reject
all bids. EPD must approve EEO and MBE/WBE, Disadvantaged Business
documentation prior to award.
8.) Modify bidding documents only by written addenda.
9.) Require 100% Payment and Performance Bonds.
10.) Provide EPD with the following prior to irrst loan draw request:
a) Proof of advertising
b) Certified detailed bid tabulation
c) Engineers award recommendation
d) Governing Body's award resolution
e) Executed contract documents
f) Construction and payment schedules
g) Notice to proceed
APPENDIX C
PAGE20F2
STATE REVOLVING WAN FUND
BID PROCEDURES
Recipient: Augusta-Richmond Countyl
Loan Number: SRF 95-001
11.) If other funding sources are involved which have stricter bidding requirements or if
applicable law or ordinance require stricter requirements, these stricter requirements shall
govern.
12.) It is the policy of the State Revolving Loan Fund (SRF) to promote a fair share award of
subagreements to small and minority and women's businesses on contracts performed
under the SRF. If the successful bidder plans to subcontract a portion of the project, the
bidder must submit to EPD, with copy to the owner within 10 days after bid opening,
evidence of the positive steps taken to utilize small, minority and women's businesses.
Such positive efforts shall include:
a) Including qualified small and minority and women's businesses on solicitation lists;
b) Assuring that small and minority and women's businesses are solicited whenever
they are potential sources;
c) Dividing total requirements, when economically feasible, into small tasks or
quantities to permit maximum participation of small and minority and women's
businesses;
d) Establishing delivery schedules, where the requirements of the work permit, which
will encourage participation by small and minority and women's businesses;
e) Using the services and assistance of the U.S. Small Business Administration and
the Office of Minority Business Enterprise of the U.S. Department of Commerce;
f) Requiring each party to a subagreement to take the affirmative steps outlined in
paragraphs a) through e) of this section.
II
APPENDIX D
PAGE 1 OF 1
STATE REVOLVING WAN FUND
SPECIAL CONDffiONS
Recipient:
Augusta-Richmond County
Loan Number:
SRF 95-001
None
Revised January 29, 1996
STATE OF GEORGIA
COUNTY OF FULTON
APPENDIX E
AUGUSTA-RICHMOND COUNTY
CONTRACT/PROJECT
NO. SRF 95-001
PROMISSORY NOTE TO
STATE REVOLVING LOAN FUND
FOR VALUE RECEIVED, AUGUSTA-RICHMOND COUNTY ("Local Government")
promises to pay to the order of the "State Revolving Loan Fund" of the State of Georgia or to the
subsequent holder of this note ("Fund"), the principal sum of SIX MILLION ONE HUNDRED
f1llTY THOUSAND AND 00/100 DOLLARS ($6,150,000), or so much of the principal sum
as may be disbursed, together with interest.
The outstanding principal balance of this note shall bear interest at the rate of FOUR and
no/100 percent (4%) per annum from the date of the Authority's check for each disbursement.
Interest shall be computed on a 365-day year, simple interest basis.
Accrued interest only shall be due and payable on the FIRST day of SEPTEMBER, 1997
(the "date for commencing payments"). Thereafter, if the full principal amount has been
disbursed, principal and interest shall be due and payable in SEVENTY NINE equal
installments, in the amount of ONE HUNDRED TWELVE THOUSAND FORTY-FIVE AND
931100 DOLLARS ($112,045.93) each, and one final installment in the amount of ONE
HUNDRED TWELVE THOUSAND FORTY-FIVE AND 74/100 DOLLARS ($112,045.74),
commencing on the first day of the third month after the month of the date for commencing
payments and continuing quarterly on the first day of each third month thereafter.
1
Pursuant only to the contract among the Georgia Environmental Facilities Authority, the
Director of the Environmental Protection Division of the State of Georgia ("Director") and Local
Government respecting this note, the principal loan amount may be changed or the date for
commencing payments may be reset. Principal and interest shall then be due and payable in the
newly stated number of equal installments commencing and continuing quarterly on the fIrst day
of each third month as provided. Authority shall determine the amount of the installment from
standard loan amortization tables for level, quarterly payments over a term of years. Interest
which accrues after maturity of this note or after its earlier acceleration shall be due and payable
upon demand.
Time is of the essence of this note.
Local Government may prepay the outstanding principal balance of this promissory note
in whole or in part together with any accrued interest thereon at any time without penalty or
premIUm.
All payments of principal and interest shall be made in money of the United States at the
office of the Authority in Atlanta, Georgia, or at such place as the Authority may designate in
writing, and shall be made in funds immediately available in Atlanta, Georgia.
If Local Government fails to make any payment of principal or interest when due, or if
Local Government defaults in the performance of any of the terms, covenants or conditions of any
agreement or other document concerning this promissory note, including without limitation the
contract executed between Authority and Local Government respecting this note, Authority may
declare the principal of this obligation and all unpaid interest accrued on it to be due and payable
immediately, without prior notice or demand to Local Government.
2
,i
.
The failure of Local Government to make any payment of principal or interest or both shall
not constitute a default until fifteen days following the due date but Authority shall have no
obligation to give Local Government notice of any failure to make such payments.
To help defray the added expense of handling delinquent payments, Local Government
agrees to pay immediately upon demand a late charge of 5 % of any payment not made on or
before the fifteenth day after any such payment is due, together with accrued interest.
Payments shall be applied first to any late charge, then to interest, then to principal. There
is no intent for any payment to exceed any legal limit on interest, if any such legal limit applies.
If an excess sum occurs, it shall be applied to principal unless Local Government elects its return
in writing.
Any payment not made within fifteen days of the date due shall be considered a payment
not paid when due within the meaning of a.c.G.A. Sec. 50-23-20, or similar provision of law,
and the Authority shall notify the Director of the Fiscal Division of the Department of
Administrative Services. The Director shall withhold all funds of the State and all funds
administered by the State, its boards, agencies, and instrumentalities, which funds are allotted to
Local Government until Local Government has paid all sums due Authority and has c'ured or
corrected all defaults under this promissory note and any accompanying agreement or other
document.
Local Government waives presentment for payment, demand, protest, and notice of
non-payment. Neither a failure to accelerate for default nor acceptance of a past due installment
shall be a novation of this promissory note or a waiver of the right to insist upon strict compliance
with it and with accompanying agreements and documents.
3
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.
...
, .
. ""
.
.
Local Government shall pay all costs of collection, including but not limited to reasonable
attorney's fees if Authority endeavors to collect this note in any manner through an attorney at
law. The rights and remedies of Authority provided in this promissory note are cumulative and
not exclusive of any other rights and remedies afforded Authority by law or by any other
agreement or document.
This promissory note shall be governed by and construed and interpreted in accordance
with the laws of the State of Georgia.
In witness whereof, Local Government has caused this promissory note to be executed
under its seal as of this
day of
,19_.
AUGUSTA-RICHMOND COUNTY
By:
Printed Nam
Title:
Attest:
Name:
. t:~\t~
~~~ \\~ J>
(Affix Local Government Seal)
Title:
4