HomeMy WebLinkAbout2015-083 CONT AMND #1 - IFA #S14005 SDWRL
Amendment Number 1
Project Name: Loop Road Reservoir, Pump Station Improvements and TAP Intertie
This amendment is made and entered into by and between the State of Oregon, acting by and through the
Oregon Infrastructure Finance Authority ("IFA"), and the City of Ashland ("Recipient"), and amends the
Financing Contract, Project Number S 14005 ("Contract") dated 18 July 2014 for the above-named Project.
Capitalized terms not defined in this amendment shall have the meanings assigned to them by the Contract.
Recital: The purpose of this amendment is to increase the Loan Amount for construction of a permanent
TAP (Talent, Ashland, Phoenix) pump station.
The parties agree to:
1. Amend the following Key Terms in Section 1 of the Contract as follows (deletions in *ri'~g h;
additions in double underline):
Estimated Project Cost: $5,~70,000 5 911 027
2 561 027 "
Loan Amount: $2,020,000
2. Amend the following project activity in Exhibit D (Project Description) to the Contract as follows
(deletions in *fi'ugh; additions in double underline):
"3. Extension of the Talent, Ashland, Phoenix (TAP) pipeline from Talent to Ashland to provide
additional/alternative water to supplement Ashland's water treatment plant along with pump
stations, including construction of a new permanent pump station, to bring water to Ashland.
This activity includes design and installation of 14,000 feet of pipe and modification of the Talent
pump station."
3. Delete Exhibit C (Form of Section 2.A. Promissory Note) to the Contract and replace it with the
attached new Exhibit C.
4. Delete Exhibit E (Project Budget) to the Contract and replace it with the attached new Exhibit E.
IFA shall have no obligation under this amendment, unless within 60 days after receipt, the Recipient delivers
to IFA the following items, each in form and substance satisfactory to IFA and its Counsel:
(i) This amendment duly executed by an authorized officer of the Recipient;
(ii) A copy of the ordinance, order or resolution of the governing body of Recipient, certified by an
authorized officer of Recipient, authorizing the borrowing of the new Loan Amount, the contemplated
transactions under this amendment, and the execution and delivery of this amendment and the
replacement Note.
(iii) A replacement Note duly executed by an authorized officer of the Recipient, substantially in the form of
Exhibit C.
(iv) Such other certificates, documents, opinions and information as the State may reasonably require.
Amendment Number I Infrastructure Finance Authority/514005, A-01 Ashland Amend.docx Page I of 5
Except as specifically provided above, this amendment does not modify the Contract, and Contract shall remain
in full force and effect during the term thereof. This amendment is effective on the date it is fully executed and
approved as required by applicable law.
CITY OF
:°l
' -ASHLAND
N~ : r~._:~_ •yZi
STATE OF OREGON CITY OF ASHLAND
acting by and through the
Oregon Infrastructure Finance Authority
By: By: k .
Paulina Layton, Manager Dave Kanner, City Administrator
Program Services Division
Date: Date:
APPROVED AS TO LEGAL SUFFICIENCY IN ACCORDANCE WITH ORS 291.047:
/s/ Keith Kutler as per email dated 25 February 2015
Keith Kutler, Assistant Attorney General
APPROVED A~TOfORM
Ashland-City Attorney
2 - _ I C .
Date,
Amendment Number I Infrastructure Finance Authority/S14005, A-01 Ashland Annend.docx Page 2 of 5
EXHIBIT C - FORM OF SECTION 2.A. PROMISSORY NOTE
City of Ashland
PROMISSORY NOTE
Dated XXXXXXXXXXXXXX, XXXX
Ashland, Oregon
FOR VALUE RECEIVED, the City of Ashland, 20 E Main Street, Ashland, OR 97520 ("Recipient"),
unconditionally promises to pay in lawful money of the United States of America to the order of the
STATE OF OREGON, ACTING BY AND THROUGH THE OREGON INFRASTRUCTURE
FINANCE AUTHORITY ("IFA"), at its principal office at 775 Summer Street NE, Suite 200, Salem, OR
97301-1280, or such other place as IFA or other holder of this Note may designate, the principal sum of
Two Million, Five Hundred Sixty-One Thousand, Twenty-Seven Dollars ($2,561,027) or so much as is
disbursed under the Contract (as defined below). plus interest on each disbursement at the Note Interest
Rate of One percent (1.0%) per annum, from the disbursement date until paid. Interest will be computed
on the basis of a 360-day year, consisting of twelve 30-day months.
This Note is subject to and secured by that certain contract, number S14005, between IFA and
Recipient (as amended from time to time, the "Contract"). Capitalized terms not otherwise defined in this
Note will have the meanings assigned to them by the Contract.
The Recipient shall make level installment payments of principal a inter commencing on the
Repayment Commencement Date and thereafter on each Payment Date. ch uc in tallment will be in
an amount sufficient to pay the interest accrued to the date of ent an so muc of the principal as
will fully amortize the Loan by the Maturity Date. Notwi an ing he abo th fir ch installment
payment will be adjusted to include actual unpaid interest that a c ue o the R a ent C nmencement
Date. On the Maturity Date, the entire outstand' inciahbal n an al ed paid interest will
be due and payable in full. _\,p
This Note is subject to mandator repa m n an i ay le prior o s maturity, and each payment
made by Recipient will be app ' as p ~ vi e . S do (Lo n Payment; Prepayment) of the Contract.
This Note is given to avoid the e ecu 'on e ' 'en o individual note for each disbursement of
Loan proceeds by Re 'pi t in cc rd et section 3 (Disbursements) of the Contract. The
Recipient autho ze ore or t da d nt of each such disbursement, the date and amount
of each payme a m nt by ecip' and the amount of interest accrued and paid. Absent
manifest error, su notations I b con sive evidence of borrowing, payments and interest under this
Note; provided, howe er, ha' it e to make any such notations will not affect the obligations of
Recipient under this ote or t ontract.
If any Event of De au occurs, the outstanding balance of this Note (including principal, interest and
other charges, if any), at the option of IFA, becomes immediately due and payable in accordance with
section 10 (Remedies) of the Contract. Failure or delay of the holder of this Note to exercise any option
available under the terms of this Note, the Contract or any of the Financing Documents will not constitute
a waiver of the right to exercise the option in the event of any continuing or subsequent default of the
same or of any other provision. Presentment, dishonor, notice of dishonor, and protest are hereby waived.
Promissory Note
Amendment Number I Infrastructure Finance Authority/S14005, A-01 Ashland Amend.docx Page 3 of 5
'To the extent permitted by the Oregon Constitution and the Oregon 'Tort Claims Act, the prevailing
party in any dispute arising from this Note is entitled to recover its reasonable attorneys' fees and costs at
trial and on appeal. Reasonable attorneys' fees cannot exceed the rate charged to IFA by its attorneys.
Recipient shall, on demand, pay to IFA reasonable expenses incurred by IFA in the collection of Loan
payments.
The laws of the State of Oregon (without giving effect to its conflicts of la rin iples) govern all matters
arising out of or relating to this Note, including, without limit 'on, its alidity, interpretation,
construction, performance, and enforcement.
Notice to Recipient: Do not sign this ote efore y read it
IT OF ASH AN
B ~ XX X X XX XXXXX
It X XXXX XXXXXXXXXXXX
Promissory Note
Amendment Number I Infrastructure Finance Authority/S14005, A-01 Ashland Amend.docx Page 4 of 5
Exhibit E: Project Budget
IFA Funds Other / Matching Funds
Activity Approved Budget Approved Budget
TAP Engineering $950,000
TAP Construction 2,195,027 1,150,000
TAP Construction Contingency 166,000 114,000
TAP Land Acquisition 186,000
Loop Road Reservoir
Engineering 80,000
Construction 480,000
Construction Contingency 50,000
Pump Station Improvements
Engineering 75,000
Construction 420,000
Construction Contingency 45,000
Total $3,511,027 $2,400,000
Amendment Number 1
514005, A-01 Ashland Exhibit E Budget.xlsx Page 5 of 5
City of Ashland
PROMISSORY NOTE
Dated
Ashland, Oregon
FOR VALUE RECEIVED, the City of Ashland, 20 E Main Street, Ashland, OR 97520 ("Recipient"),
unconditionally promises to pay in lawful money of the United States of America to the order of the
STATE OF OREGON. ACTING BY AND THROUGH THE OREGON INFRASTRUCTURE
FINANCE AUTHORITY ("IFA"), at its principal office at 775 Summer Street NE, Suite 200, Salem, OR
97301-1280, or such other place as IFA or other holder of this Note may designate, the principal sum of
Two Million, Five Hundred Sixty-One Thousand, Twenty-Seven Dollars ($2,561,027) or so much as is
disbursed under the Contract (as defined below), plus interest on each disbursement at the Note Interest
Rate of One percent (1.0%) per annum, from the disbursement date until paid. Interest will be computed
on the basis of a 360-day year, consisting of twelve 30-day months.
This Note is subject to and secured by that certain contract, number S 14005, between IFA and
Recipient (as amended from time to time, the "Contract"). Capitalized terms not otherwise defined in this
Note will have the meanings assigned to them by the Contract.
The Recipient shall make level installment payments of principal and interest, commencing on the
Repayment Commencement Date and thereafter on each Payment Date. Each such installment will be in
an amount sufficient to pay the interest accrued to the date of payment and so much of the principal as
will fully amortize the Loan by the Maturity Date. Notwithstanding the above, the first such installment
payment will be adjusted to include actual unpaid interest that accrued to the Repayment Commencement
Date. On the Maturity Date, the entire outstanding principal balance and all accrued unpaid interest will
be due and payable in full.
This Note is subject to mandatory prepayment and is payable prior to its maturity, and each payment
made by Recipient will be applied as provided in section 4 (Loan Payment; Prepayment) of the Contract.
This Note is given to avoid the execution by Recipient of an individual note for each disbursement of
Loan proceeds by IFA to Recipient in accordance with section 3 (Disbursements) of the Contract. The
Recipient authorizes IFA to record the date and amount of each such disbursement, the date and amount
of each payment and prepayment by Recipient, and the amount of interest accrued and paid. Absent
manifest error, such notations will be conclusive evidence of borrowing, payments and interest under this
Note; provided, however, that failure to make any such notations will not affect the obligations of
Recipient under this Note or the Contract.
If any Event of Default occurs, the outstanding balance of this Note (including principal, interest and
other charges, if any), at the option of IFA, becomes immediately due and payable in accordance with
section 10 (Remedies) of the Contract. Failure or delay of the holder of this Note to exercise any option
available under the terms of this Note, the Contract or any of the Financing Documents will not constitute
a waiver of the right to exercise the option in the event of any continuing or subsequent default of the
same or of any other provision. Presentment, dishonor, notice of dishonor, and protest are hereby waived.
Promissory Note
Amendment Number I Infrastructure Finance Authority/S14005, A-01 Ashland Promissory Note.docx Page I of 2
To the extent permitted by the Oregon Constitution and the Oregon Tort Claims Act, the prevailing
party in any dispute arising from this Note is entitled to recover its reasonable attorneys' fees and costs at
trial and on appeal. Reasonable attorneys' fees cannot exceed the rate charged to IFA by its attorneys.
Recipient shall, on demand, pay to IFA reasonable expenses incurred by IFA in the collection of Loan
payments.
The laws of the State of Oregon (without giving effect to its conflicts of law principles) govern all matters
arising out of or relating to this Note, including, without limitation, its validity, interpretation,
construction, performance, and enforcement.
Notice to Recipient: Do not sign this Note before you read it.
CITY OF ASHLAND
By:
Title:
Promissory Note
Amendment Number I Infrastructure Finance Authority/S14005, A-01 Ashland Promissory Note.docx Page 2 of 2
RESOLUTION NO.2015- 5-7
A RESOLUTION AUTHORIZING A LOAN FROM THE SAFE DRINKING WATER
REVOLVING LOAN FUND BY ENTERING INTO A FINANCING CONTRACT WITH
THE OREGON INFRASTRUCTURE FINANCE AUTHORITY
RECITALS:
A. The Recipient is a community water system as defined in Oregon Administrative
Rule 123-0490010.
B. The Safe Drinking Water Act Amendments of 1996, Pub.L. 104-182, as amended (the
"Act'), authorize any community or nonprofit non-community water system to file an
application with the Oregon Infrastructure Finance Authority ("the IFA") to obtain financial
assistance from the Safe Drinking Water Revolving Loan Fund.
C. The Recipient has filed an application with the IFA to obtain financial assistance for a "safe
drinking water project" within the meaning of the Act, and the IFA has approved the
Recipient's application for financial assistance from the Safe Drinking Water Revolving
Loan Fund.
D. The Recipient is required, as a prerequisite to the receipt of financial assistance from the IFA,
to enter into a Financing Contract with the IFA, substantially in the form attached hereto as
Exhibit A.
E. Notice relating to the Recipient's consideration of the adoption of this Resolution was
published in full accordance with the Recipient's charter and laws for public notification.
F. The City of Ashland wishes to increase the original IFA loan amount of $2,970,000 by
$541,027 in order to construct a permanent pump station.
THE CITY OF ASHLAND RESOLVES AS FOLLOWS:
SECTION 1. Financing Loan Authorized. The Governing Body authorizes the City
Administrator to execute the Financing Contract and the Promissory Note (the "Financing
Documents") and such other documents as may be required to obtain financial assistance
including a loan from the IFA on the condition that the principal amount of the loan from the
IFA to the Recipient is not more than $3,511,027, which includes the $2,970,000 previously
authorized by the City Council (with $950,000 eligible for principal forgiveness if contract
conditions are met) and the interest rate is not more than 1% if contract conditions are met (and
3.48% if not met). The proceeds of the loan from the IFA shall be applied solely to the "Costs of
the Project" as such term is defined in the Financing Contract.
SECTION 2. Security. Amounts payable by the Recipient shall be payable from the sources
described in Section 4 of the Financing Contract and the Oregon Revised Statutes Section
Resolution No. 2015- Page I of2
285A.213 (5) which include:
(a) Revenue from any water system project of the Recipient, including special assessment
revenue;
(b) Amounts withheld under subsection 285A.213 (6);
(c) The general fund of the Recipient;
(d) Any combination of sources listed in paragraphs (a) to (c) of this subsection; or
(e) Any other source.
SECTION 3. Additional Documents. The City Administrator is hereby authorized to enter into
any agreements and to execute any documents or certificates which may be required to obtain
financial assistance from the IFA for the Project pursuant to the Financing Documents.
SECTION 4. Tax-Exempt Status. The Recipient covenants not to take any action or omit to
take any action if the taking or omission would cause interest paid by the Recipient pursuant to
the Financing Documents not to qualify for the exclusion from gross income provided by
Section 103(a) of the Internal Revenue Code of 1986, as amended. The City Administrator of the
Recipient may enter into covenants on behalf of the Recipient to protect the tax-exempt status of
the interest paid by the Recipient pursuant to the Financing Documents and may execute any Tax
Certificate, Internal Revenue Service forms or other documents as shall be required by the IFA
or their bond counsel to protect tax-exempt status of such interest.
This resolution was duty PASSED and ADOPTED this 17 day of
2015, d takes effect upon signing by the Mayor.
Barbara Christensen, City Recorder
SIGNED and APPROVED this day of , 2015.
Jo Stromberg, Mayor ~
RevieTdto/form: Dav
id H. Lohman, City Attorney
Resolution No. 2015- Page 2 of 2
business
ore n,
Infrastructure
Finance
Authority
April 13, 2015
Honorable Mayor Stromberg
c/o Mike Faught
City of Ashland
20 E Main Street
Ashland, OR 97520-1849
RE. Safe Drinking water Revolving Loan Fund Agreement, Loop Road Reservoir,
Pump Sation Improvements and TAP Intertie, Project No. S14005, Executed
Amendment No. 1
Dear Mayor Stromberg:
Per a request from Dana Smith of the County Recorder's office, enclosed is the
original signed copy of the above amendment for your files. We previously sent a
scanned copy and she requested the original.
Should you have any questions, please do not hesitate to contact your Regional
Coordinator, Mary Baker, at 541-882-1340 or email to: mary.a.baker@oregon.gov.
Sincerely,
Connie Brautigam, Administrative Assistant
Infrastructure Finance Authority
Enclosure
Ca file
File
775 Summer St, NE, Suite 200 • Salem, OR 97301-1280
503-986-0123 • fax 503-581-51 15 • TTY 800-735-2900 • www.orinfrastructure.org