Ron DeSantis

FLORIDA DEPARTMENT OF Governor

Environmental Protection Jeanette Nunez

Lt. Governor

Marjory Stoneman Douglas Building Noah Valenstein

3900 Commonwealth Boulevard
Secretary
Tallahassee, FL 32399

CERTIFIED MAIL - RETURN RECEIPT REQUESTED

RECEIVED

October 31,2019 NOV 1 2 2019

PUBLIC WORKS DEPARTMENT

Mr. Paul Clinghan

Deputy Public Works Director
City of Cape Coral
Post Office Box 150027
Cape Coral, Florida 33915-0027

Re: WW360120-Cape Coral

Collection and Transmission

Dear Mr. Clinghan:

We are pleased to provide additional financing under the State Revolving Fund loan program for
construction of your project. Enclosed is one original of Amendment 2 to your loan. The
amendment is now in effect.

We congi'atulate you and your staff on your efforts and are pleased that we can continue working
with you on this project. If we may be of further assistance, please contact Sarah LaRose at
(850)245-2968.

Sincerely,

AuA/
Angela Knecht, Progi'am Administrator
State Revolving Fund Management

AK/sl

Enclosure

cc: John Szerlag - City of Cape Coral

Elizabeth Ellis - City of Cape Coral
 STATE REVOLVING EUND
AMENDMENT 2 TO LOAN AGREEMENT WW360120
CITY OE CAPE CORAL

This amendment is executed by the STATE OF FLORIDA DEPARTMENT OF

ENVIRONMENTAL PROTECTION (Department) and the CITY OF CAPE CORAL,
FLORIDA,(the “Local Government”) existing as a local governmental entity under the laws of
the State of Florida. Collectively, the Department and the Local Government shall be referred to
as “Parties” or individually as “Party”.

The Department and the Local Government entered into a Clean Water State Revolving Fund
Loan Agreement, Number WW360120, as amended, authorizing a Loan amount of $65,000,000,
excluding Capitalized Interest; and

The Local Government is entitled to additional financing of $20,000,000, excluding Capitalized

Interest; and

Certain provisions of the Agreement need revision and several provisions need to be added to the
Agreement.

The Parties hereto agree as follows:

1. Subsections 1.01(16) and (19) of the Agreement are deleted and replaced as follows;

(16)“Pledged Revenues” shall mean the specific revenues pledged as security for
repayment of the Loan and shall be the Special Assessment Proceeds and 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 or parity obligations issued pursuant
to Section 7.02 of this Agreement.

(19)“Senior Revenue Obligations” shall mean the following debt obligations:

(a) City of Cape Coral, Florida, Water and Sewer Refunding Revenue Bonds, Series
2011, issued in the amount of $175,000,000, pursuant to Resolution 98-86, as amended and
supplemented by Ordinance No. 45.11 and Resolution 24-11; and

(b) City of Cape Coral, Florida, Water and Sewer Refunding Revenue Bonds, Series
2011 A,issued in the amount of $106,560,000, pursuant to Resolution 98-86, as amended and
supplemented by Ordinance No. 66.11 and Resolution 167-91; and

(c) City of Cape Coral, Florida, Water and Sewer Refunding Revenue Bonds, Series
2013, issued in the amount of $10,440,000, pursuant to Resolution 98-86, as amended and
supplemented by Ordinance No. 50.13 and Resolution 167-91; and
 (d) City of Cape Coral, Florida, Water and Sewer Refunding Bonds, Series 2015, issued
in the amount of $72,415,000, pursuant to Resolution 98-86, as amended and supplemented by
Ordinance No. 04-15 and Resolution 167-91; and

(e) City of Cape Coral, Florida, Water and Sewer Refunding Revenue Bonds, Series
2015A, issued in the amount of $94,740,000, pursuant to Resolution 98-86, as amended and
supplemented by Ordinance No. 04-15 and Resolution 167-91; and

(f) City of Cape Coral, Florida, Water and Sewer Refunding Revenue Bonds, Series
2017, issued in the amount not to exceed $275,000,000, pursuant to Resolution 98-86, as
amended and supplemented by Resolution No. 240-15; and

(g) Additional bonds issued on a parity with the bonds identified above pursuant to
Section 6.02 of Resolution No. 98-86; and

(h) Any refunding bonds issued to refund the obligations identified above provided such
bonds shall not increase amiual debt service during the repayment period of this Loan.

2. Subsections 2.03(1) and (5) of the Agreement are deleted and replaced as follows:

(1) The financial assistance authorized pursuant to this Loan Agreement consists of the
following:

Federal Resources, Including State Match, Awarded to the Recipient Pursuant to this Agreement
Consist of the Fol owing:
State
Federal Program Federal CFDA Funding Appropriation
Number Agency Number CFDA Title Amount Category
Capitalization
CS-120001-016 EPA 66.458 Grants for State $85,000,000 140131
Revolving Funds

(5) Monitoring.

In addition to reviews of audits conducted in accordance with 2 CFR Part 200, Subpart F,
as revised (see audit requirements above), monitoring procedures may include, but not be limited
to, on-site visits by Department staff, limited scope audits as defined by 2 CFR Part 200, Subpart
F., and/or other procedures. By entering into this Agreement, the Local Government agrees to
comply and cooperate with any monitoring procedures/processes deemed appropriate by the
Department. In the event the Department determines that a limited scope audit of the Local
Govenunent is appropriate, the Local Govermrient agrees to comply with any additional
instructions provided by the Department to the Local Govermnent regai'ding such audit. The
Local Govermnent understands its duty, pursuant to Section 20.055(5), F.S., to cooperate with
the Inspector General in any investigation, audit, inspection, review, or hearing. The Local
Government will comply with this duty and ensure that any subcontracts issued under this
Agreement will impose this requirement, in writing, on its subcontractors.

3. Section 8.09 of the Agreement is deleted and replaced as follows:

2
 The Local Government’s subcontracts must contain requirements that all of the iron and
steel products used in the Project are in compliance with the American Iron and Steel
requirement as described in Section 608 of the Federal Water Pollution Control Act unless the
Local Government has obtained a waiver pertaining to the Project or the Department has advised
the Local Government that the requirement is not applicable to the Project.

4. Additional financing in the amount of $20,000,000, excluding Capitalized Interest, is

hereby awarded to the Local Government.

5. A Financing Rate of 0.04 percent per annum is established for the additional
financing amount awarded in this amendment. Individually, the interest rate is 0.04 percent per
annum and the Grant Allocation Assessment rate is 0 percent per annum. However, if this
amendment is not executed by the Local Government and returned to the Department before
January 1, 2020, the Financing Rate may be adjusted.

6. The estimated principal amount of the Loan is hereby revised to $85,498,900, which
consists of $85,000,000 authorized for disbursement to the Local Government and $498,900 of
Capitalized Interest. This total consists of the following:

(a) Original Agreement of $45,347,400, including $45,000,000 authorized for

disbursement to the Local Government and $347,400 of Capitalized Interest, at a Financing Rate
of 0.51 percent per annum (the interest rate is 0.51 percent per annum and the Grant Allocation
Assessment rate is 0 percent per annum); and

(b) Amendment 1 of $20,147,900, including $20,000,000 authorized for disbursement to

the Local Government and $147,900 of Capitalized Interest, at a Financing Rate of 0.72 percent
per annum (the interest rate is 0.72 percent per annum and the Grant Allocation Assessment rate
is 0 percent per annum); and

(c) Amendment 2 of $20,003,600, including $20,000,000 authorized for disbursement to

the Local Government and $3,600 of Capitalized Interest, at a Financing Rate of 0.04 percent per
annum (the interest rate is 0.04 percent per annum and the Grant Allocation Assessment rate is 0
percent per annum).

7. An additional Loan Service Fee in the amount of $400,000, for a total of $1,700,000,
is hereby estimated. The fee represents two percent of the Loan amount excluding Capitalized
Interest, that is, two percent of $85,000,000.

8. The Semiannual Loan Payment amount is hereby revised and shall be in the amount
of $2,282,303. Such payments shall be paid to, and must be received by, the Department
beginning on March 15, 2021 and semiannually thereafter on September 15 and Mai'ch 15 of
each year until all amounts due hereunder have been fully paid. Until this Agreement is further
amended, each Semiannual Loan Payment will be proportionally applied toward repayment of
the amounts owed on each incremental Loan amount at the date such payment is due.

The Semiannual Loan Payment amount is based on the total amount owed of
$87,198,900, which consists of the Loan principal plus the estimated Loan Service Fee.

3
 9. The Local Government 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 Project changes agreed upon by the Department.
Capitalized Interest will be recalculated based on actual dates and amounts of Loan
disbursements. If the Local Government receives other governmental financial assistance for
this Project, the costs funded by such other governmental assistance will not be financed by this
Loan. The Department shall establish the final Project costs after its final inspection of the
Project records. Changes in Project costs may also occur as a result of an audit.

Funds disbursed in accordance with Section 4.08 of this Agreement shall be disbursed in
the order in which they have been obligated without respect to budgetary line item estimates. All
disbursements shall be made from the original Loan amount until that amount has been
disbursed; the Financing Rate established for the original Loan amount shall apply to such
disbui'sements for the purpose of determining the associated Capitalized Interest and repayment
amount. The Financing Rate established for any additional increment of Loan financing shall be
used to determine the Capitalized Interest and repayment amount associated with the funds
disbursed from that increment.

The estimated Project costs are revised as follows:

AUTHORIZED LOAN
AMOUNT($) TO
CATEGORY PROJECT COSTS($) DATE
Construction and Demolition 126,276,642 Line items may vary
Contingencies 6,313,832 based on Actual
Teclmical Services After Bid Opening 8,925,737 Disbursements

SUBTOTAL (Disbursable Amount) 141,516,211 85,000,000

Capitalized Interest 498,900 498,900
TOTAL (Loan Principal Amount) 142,015,111 85,498,900

10. Subsection 10.07(6) of the Agreement is revised as follows:

(6) The first Semiannual Loan Payment in the amount of $2,282,303 shall be due
March 15,2021.

11. All other terms and provisions of the Loan Agreement shall remain in effect.

REMAINDER OF PAGE INTENTIONALLY LEFT BLANK

4
 This Amendment 2 to Loan Agreement WW360120 may be executed in two or more
counterparts, any of which shall be regarded as an original and all of which constitute but one
and the same instrument.

IN WITNESS WHEREOF,the Department has caused this amendment to the Loan

Agreement to be executed on its behalf by the Secretary or Designee and the Local Government
has caused this amendment to be executed on its behalf by its Authorized Representative and by
its affixed seal. The effective date of this amendment shall be as set forth below by the
Department.

Attest: Appraved as to form and legal sufficiency:

City Clerk City Attorney

SEAL

for
STATE OF FLORIDA
DEPARTMENT OF ENVIRONMENTAL PROTECTION

to
Secretary or Designee Date

5
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