8816-15 Authorize $676,500 loan with OPWC for Watermain Replacement Project

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APPENDIX C FINANCIAL ASSISTANCE IN THE FORM OF A LOAN Article 1.1. Determinations of Director. Pursuant to the Act and Section 2 of the Agreement and subject to the remaining terms and provisions of the Agreement and all Appendices thereto, the Director hereby determines that the financial assistance to be provided by the OPWC to the Recipient is in compliance with the Act and is provided to the Recipient for the sole and express purpose of financing the Eligible Project Cost and/or reimbursing the Recipient for such Eligible Project Cost. Article 2.1. Definitions. All of the capitalized terns contained in this Appendix shall have the same meanings as defined in the Agreement unless otherwise defined herein and shall be in addition to any other terms defined herein: (a) " Agreemen " means the Project Agreement by and between the OPWC and the Recipient and all appendices thereto which are attached to the Agreement and made a part thereof and incorporated by reference in this Appendix. (b) "Eligible Proiect Costs" means such portion of the Project costs disbursed and loaned from the OPWC to the Recipient for the sole and express propose of acquiring, constructing, reconstructing, expanding, improving, engineering and equipping the Project, other direct expenses, and related financing costs thereto. (c) 'Project" means the Capital Improvement Project described in Appendix A of the Agreement. (d) "Repayment Amount "means the amount to be paid by the Recipient to the OPWC on each payment date of each year during the Tenn pursuant to the terms and conditions of the Note. (e) "Term" means the period in which the Agreement shall be in full force and effect, commencing on the date hereof and continuing until the next January I or July 1 following completion of construction of the Project or until the January 1 or July I following the day in which the obligations of the Recipient hereunder have been fully satisfied, whichever date is later. (f) 'Note" means the promissory note attached hereto and made apart hereof as Appendix C -1. (g) "Utili " means the Project if the Project is or upon completion of construction of the Project, will be a facility which generates revenues from fees, charges or taxes associated with the use of the facility. Article 3.1. The Loan. On the terms and conditions of the Agreement which are incorporated herein and made a part hereof, the OPWC shall lend to Recipient and Recipient shall borrow from the OPWC an amount not to exceed Six Hundred Seventy- SixThousand, Five Hundred Dollars ($676,500), the proceeds of which shall be utilized solely to finance the Eligible Project Costs and/or reimburse the Recipient for its advance payment of such Eligible Project Costs (the "Loan "), The Loan shall be disbursed by the OPWC to the Recipient pursuant to Section 6 of the Agreement. The terms ofrepayrnent of the Loan shall be as set forth in the Note and Recipient shall make all payments required to be made under the Note as and when due. Article 3.2. In the event the Project to be constructed hereunder is or will be a Utility, the Recipient hereby agrees to the following: (a) It shall at all times prescribe and charge such rates, fees, charges or taxes as shall result in revenues at least adequate to meet operation, maintenance and all expenses of the Utility and the payment of all amounts required by the Note; (b) It shall permit any authorized agent of the OPWC to inspect all records, accounts and data of the Utility at any reasonable time; and (c) It shall segregate therevenues, funds, properties, costs and expenses of the Utility from all otherrevenues, funds properties, costs and expenses of the Recipient. Article 3.3. The Recipient shall pay to the OPWC an amount equal to the Repayment Amount as and when due as provided in the Note from (i) any source of revenues of the Recipient, or (ii) in the event the Project is or will be a Utility, the Recipient shall make such payments from the revenues of such Utility; provided, however, that if otherwise lawful, nothing herein shall be deemed to prohibit the Recipient from using, of its own volition, any of its general revenues or other revenue sources for such payments. The obligation of