1. No category

New Jersey
Environmental
Infrastructure
“Financing New Jersey’s
Water Quality Future”
Warren H. Victor, Chairman
Robert A. Briant, Jr., Vice Chairman
Roger Ellis, Treasurer
Mark Longo, Secretary
Andrew P. Sidamon-Eristoff, State Treasurer
Bob Martin, DEP Commissioner
Charles A. Richman, DCA Acting Commissioner
David E. Zimmer, CFA, Executive Director
May 7, 2015
PUBLIC NOTICE
Public notice is hereby given that the New Jersey Environmental Infrastructure Trust ("Trust") Board of
Directors will hold a public meeting on Thursday, May 14, 2015 at 10:00 a.m., in the large conference room,
at 3131 Princeton Pike, Building 4, Suite 216, Lawrenceville, New Jersey. Formal action may be taken at this
meeting.
To the extent known, the agenda of the public meeting will be as follows:
1.
Call to Order – Chairman
2.
Open Public Meeting Act Statement
3.
Roll Call
4.*
Approval of the Minutes of the April 16, 2015 Meeting
5.
Announcements
6.
Public Comment
7.
Unfinished Business:
A.
Discussion of the Construction Status Report (hand-out)
(G. Chebra)
B.
Discussion and Status of SFY2015 Financing Program Projects (hand-out)
(G. Chebra)
C.
Status of Outstanding Trust Requests for Proposals
(D. Zimmer)
D.
Update on Closed Interim Financing Program Loans
(D. Zimmer)
8.
New Business
A.* Discussion and Acceptance of the April 2015 Treasurer’s Report
(J. Hansbury)
B.* Discussion and Approval of the Executive Director’s Bond Sale Report for Bond
(D. Zimmer)
Series 2015A
C.* Discussion and Approval of a Resolution Authorizing SFY2015 Direct Program (F. Scangarella)
Loans
D.* Discussion and Approval of a Resolution Authorizing the Award of a contract
(V. Tsai)
for Information Technology Consulting Services
E.* Discussion and Approval of a Resolution Authorizing the Award for the
(J. Hansbury)
purchase of an Emergency Standby Generator
9.*
Executive Session (if necessary)
*ACTION ITEMS
Please note this is a proposed agenda and the New Jersey Environmental Infrastructure Trust may consider and take action on such other
business, which may come before it at this public meeting. In addition, the New Jersey Environmental Infrastructure Trust may not act upon the
items listed in the above-proposed agenda in its discretion.
3131 Princeton Pike, Building 4, Suite 216, Lawrenceville, NJ 08648-2201
Website: www.njeit.org Phone: 609-219-8600 Fax: 609-219-8620
New Jersey
Environmental
Infrastructure
“Financing New Jersey’s
Water Quality Future”
Warren H. Victor, Chairman
Robert A. Briant, Jr., Vice Chairman
Roger Ellis, Treasurer
Mark Longo, Secretary
Andrew P. Sidamon-Eristoff, State Treasurer
Bob Martin, DEP Commissioner
Charles A. Richman, DCA Acting Commissioner
David E. Zimmer, CFA, Executive Director
April 16, 2015
NEW JERSEY ENVIRONMENTAL INFRASTRUCTURE TRUST
OPEN PUBLIC MEETING
MINUTES – April 16, 2015
1. CALL TO ORDER:
A meeting of the New Jersey Environmental Infrastructure Trust was convened on Thursday, April 16,
2015 in the conference room of 3131 Princeton Pike, Building 4, Suite 216, Lawrenceville, New Jersey.
Chairman Victor called the meeting to order at 10:00 a.m.
2. OPEN PUBLIC MEETING ACT STATEMENT:
Executive Director Zimmer read the Open Public Meeting Act Statement into the record.
3. ROLL CALL:
Ms. Melissa Pierce conducted roll call to which Mr. Victor, Mr. Briant, Mr. Longo, Mr. Kennedy, Mr.
Requa, and Ms. Campbell all responded affirmatively.
DIRECTORS
Warren Victor, Chairman
Robert A. Briant, Jr., Vice Chairman
Mark Longo, Secretary
Dan Kennedy
(for DEP Commissioner Martin)
Christine Campbell
(for State Treasurer Sidamon-Eristoff)
James Requa
(for DCA Commissioner Constable)
OTHERS
David E. Zimmer, Executive Director
Frank Scangarella, Assistant Director
Lauren Seidman Kaltman, Chief Financial Officer
John Hansbury, Chief Budget Officer
Michael Collins, Governor’s Authorities Unit
Aimee Nason, DAG Representative
Chris Howard, DAG Representative
Richard Nolan, McCarter & English LLP
Geoffrey Stewart, Public Financial Management
Eugene Chebra, Municipal Finance & Construction
3131 Princeton Pike, Building 4, Suite 216, Lawrenceville, NJ 08648-2201
Website: www.njeit.org Phone: 609-219-8600 Fax: 609-219-8620
APPROVAL OF THE MINUTES:
Chairman Victor opened discussion of the minutes of the Thursday, March 12, 2015 Trust Board meeting.
There were no comments or questions. Chairman Victor requested a motion for approval.
Mr. Briant moved for the approval of the minutes. Mr. Longo seconded the motion.
The motion was carried 6 to 0 with 0 abstentions.
4. ANNOUNCEMENTS:
Executive Director Zimmer summarized a number of the substantive events that occurred and the
correspondence which was issued since the last Trust Board meeting:
•
On April 8, 2015 - Executive Director Zimmer, Assistant Director Scangarella, Legislative Assistant
Judy Karp and DEP Assistant Director, Gene Chebra met with staff members of the NJ Legislature
Environmental Committees to review the Financing Program’s SFY2016 appropriation bills and
enabling legislation.
•
On March 31, 2015 – Members of both the Trust and the DEP met with Mayor Dawn Zimmer and
members of her administration to discuss financing and program requirements for a number of
green infrastructure storm water management projects in Hoboken.
•
On March 26, 2015 - Executive Director Zimmer, Legislative Assistant Judy Karp and DEP Assistant
Director, Gene Chebra met with members of the NJ Office of Legislative Services to review the
Financing Program’s SFY2016 appropriation bills and enabling legislation.
•
On March 23, 2015 – Executive Director Zimmer and DEP Assistant Director, Gene Chebra, in
conjunction with Board Secretary, Mark Longo and Engineers Labor-Employers Cooperative,
conducted a seminar at the Hilton Brunswick Hotel to discuss the Financing Program and its many
benefits. The seminar was sponsored by ELEC Local 825 and participants included members of
ELEC 825 as well as county, municipal and regional authority representatives.
•
On March 19, 2015 – Assistant Director Scangarella, in conjunction with Board Vice-Chairman,
Bob Briant Jr., presented the Financing Program’s construction pipeline to the UTCA’s Southern
membership conference.
•
The next Trust Board meeting is scheduled for Thursday, May 14, 2015 at 10:00 am at the Trust’s
offices.
A copy of the full list of announcements is available on the Trust’s webpage under the General
Information tab in a format that allows for copying.
http://www.njeit.org/general-information/general/board-meeting-agendas
Page 2
Executive Director Zimmer asked if there were any questions. There were no comments or
questions.
5. PUBLIC COMMENTS:
Chairman Victor invited comments from the public. There were no comments.
6. UNFINISHED BUSINESS:
A. Outstanding Financing Program Loans
Mr. Chebra, of the NJDEP’s Municipal Finance and Construction Element, reported that there are 178
active projects totaling $891,545,971 and 1,005 closed projects with loans outstanding totaling
$4,882,017,088 for a grand total of 1,183 projects at $5,773,563,059.
B. Mr. Chebra discussed the SFY2015 Combined Clean Water and Drinking Water Financing Programs:
SFY2015 Clean Water Financing Program:
Traditional and Supplemental Program:
Supplemental Program:
Track II Projects:
Barnegat Bay Projects:
Total Clean Water Projects
112 Projects Totaling
6 Projects Totaling
15 Projects Totaling
10 Projects Totaling
143 Projects Totaling
$847,732,000
$30,744,000
$57,629,000
$12,936,000
$949,041,000
76 Projects Totaling
2 Projects Totaling
10 Projects Totaling
88 Projects Totaling
$289,019,000
$3,912,000
$40,367,000
$333,298,000
SFY2015 Drinking Water Financing Program:
Traditional and Supplemental Program:
Supplemental Program:
Track II Projects
Total Drinking Water Projects
SFY2015 Grand Totals:
Clean & Drinking Water Program Totals:
231 Projects
Mr. Chebra stated the escrow closing will be on May 12, 2015.
There were no comments or questions.
Page 3
$1,282,339,000
C. Executive Director Zimmer reported on the status of the Trust’s outstanding Requests For Proposals
(RFPs):
RFP for Bond Counsel
Pursuant to Resolution 14-43, the Trust forwarded a copy of the draft for bond counsel services to
the Attorney General’s Office. The RFQ has been released and proposals are due to the Attorney
General’s office on April 20, 2015. A review committee has been formed that consists of
representatives from the Attorney General’s office and as well as EIT’s Assistant Director, Frank
Scangarella and Legal Assistant, Judy Karp. Executive Director Zimmer anticipates a making a
recommendation for contract award at the June 11th Board meeting.
RFP for I.T. Consulting
The Trust necessitates the use of I.T. Consulting services for computer and server monitoring and
maintenance. Pursuant to Resolution 15-13, the Trust issued the RFP on March 30, 2015 with
proposals due April 30, 2015. The review committee consists of Assistant Director, Frank Scangarella,
and I.T. group members Victor Tsai and Chris Lowenthal. Executive Director Zimmer anticipates
making a recommendation for contract award at the May 14th Board Meeting.
D. Executive Director Zimmer next reported on the status of the Interim Financing Program (IFP):
•
The Trust received 2 new applications from the previous month; from Hoboken City for wet
weather pump station totaling $11.95MM and from Egg Harbor Township MUA for an interceptor
pipe totaling $1.43MM. The Trust currently has a total of 22 IFP loan applications totaling
$100.33MM.
•
The Trust has closed on 12 IFP loans applications totaling $56.92MM.
•
8 projects have received IFP loan disbursements from the Trust to-date totaling $30.54MM.
The IFP report was provided to the Board of Directors of the Trust in satisfaction of the
requirements of Section 6 of the authorizing Resolution No. 12-61 adopted on December 13,
2012.
There were no comments or questions.
8. NEW BUSINESS:
A. Executive Director Zimmer requested that the Trust’s Chief Budget Officer, John Hansbury, introduce
Resolution No. 15-16 accepting the March 2015 Treasurer’s Reports.
Mr. Hansbury presented the Report announcing that in March, the Trust received revenues from fees
of $600.00 and paid bills totaling $211,115.08, a decrease of $132,491.02 as previously reported due
Page 4
to withholding Trustee payments until next month. The Trust had received and is reviewing bills for
payment totaling $60,398.14.
Mr. Hansbury asked if there were any comments or questions regarding the report as presented.
Hearing none, Chairman Victor requested a motion for approval.
The resolution was moved for adoption by Mr. Requa and seconded by Ms. Campbell.
The motion was carried 6 to 0 with 0 abstentions.
The breakdown of pending bills was presented to the board in written form is as follows:
J&J Staffing Resources
Part-Time Salaries - Inv#'s: 342228, 341906, 342564
$17,091.65
Bowman & Company
Financial Auditor - 2014 CW & DW SRF SFYE 6/30/14
$34,850.00
Strategic Products and Services, LLC
Bank of America Business Card
Credit Card #0766
$2,607.00
$5,849.49
TOTAL
$60,398.14
B. Executive Director Zimmer introduced Resolution No. 15-17 acknowledging the receipt of the
Governor and State Treasurer’s approval of Environmental Infrastructure Bond Resolution, Series
2015A. Pursuant to N.J.S.A. 58:11B-4(j), written approval from the Governor and the State Treasurer
are necessary as part of the Board’s adoption of a resolution providing for the issuance of bonds,
notes or other obligations.
Executive Director Zimmer asked if there were any comments or questions. Hearing none, Chairman
Victor requested a motion for approval.
The resolution was moved for adoption by Ms. Campbell and seconded by Mr. Kennedy.
The motion was carried 6 to 0 with 0 abstentions.
C. Executive Director Zimmer introduced Resolution No. 15-18 approving Environmental Infrastructure
Bond Resolution, Series 2015A. Projects which have met the Program requirements through escrow
close, the Trust Series 2015A bonds will be issued pursuant to the Bond Resolution for the purpose of
funding fifty-three (53) loans to finance a portion of the cost of fifty-four (54) environmental
infrastructure projects to forty-six (46) borrowers. Escrow closing is currently taking place and is
expected to be completed by April 17th. The Bond Series 2015A bond sale is scheduled to take place
on May 12, 2015 as a competitive bid.
Page 5
Executive Director Zimmer asked if there were any comments or questions. Hearing none, Chairman
Victor requested a motion for approval.
The resolution was moved for adoption by Mr. Briant and seconded by Mr. Longo.
The motion was carried 6 to 0 with 0 abstentions.
D. Executive Director Zimmer requested Ms. Kaltman introduce Resolution No. 15-19 approving the
Trust’s SFY2016 Operating Budget. The SFY2016 proposed Operating Budget consists of total
anticipated revenues of $6,355,046 derived from administrative fees, cost of issuance fees and
interest income earned on Direct Loans and Trust Operating funds. The SFY2016 Proposed Operating
Budget consists of anticipated expenses related to the Bond Program of $2,352,950 including Bond
Counsel, Financial Advisor, Rating Agencies, Arbitrage Services and Trustee services as well as SAIL
Program expenses of $200,000. In addition, the SFY2016 Proposed Operating Budget includes
expenses related to the Trust’s Operations of $3,500,023 including salaries and fringe benefits costs,
Information Technology expenses, rent, and Investment Advisor fees.
Executive Director Zimmer asked if there were any comments or questions. Hearing none, Chairman
Victor requested a motion for approval.
The resolution was moved for adoption by Mr. Briant and seconded by Ms. Campbell.
The motion was carried 6 to 0 with 0 abstentions.
E. Executive Director Zimmer requested Mr. Scangarella introduce Resolution No. 15-20 approving the
Trust’s SFY2016 Financial Plan The Financial Plan provides the information necessary to be reported
for each annual Financing Program in order to receive legislative approval to proceed with such
Program. The SFY2016 Financing Program is similar to the SFY2015 Program wherein the majority of
the loans will be funded with a combination of 75% zero interest Fund Loans from the DEP and 25%
market rate Trust Loans. In addition, the Program will continue to offer several Principal Forgiveness
Programs for projects related to Sandy repair and resiliency, Barnegat Bay, CSO abatement and Small
Water Systems serving populations of 10,000 or less. The Resolution acknowledges the Board’s
receipt of this report and enables staff to submit the final version of the Financial Plan to the
Legislature by May 15, 2015 as required by N.J.S.A. 58:11B-21 and 21.1.
Executive Director Zimmer asked if there were any comments or questions. Hearing none,
Chairman Victor requested a motion for approval.
The resolution was moved for adoption by Mr. Kennedy and seconded by Mr. Longo.
The motion was carried 6 to 0 with 0 abstentions.
Page 6
9. EXECUTIVE SESSION:
Chairman Victor asked if there was a need for an Executive Session. Executive Director Zimmer
responded there was not.
Chairman Victor asked Executive Director Zimmer if there was any additional action required by the
Board. Executive Director Zimmer answered there was not.
Chairman Victor then asked for a motion for an adjournment.
Ms. Campbell moved to adjourn the meeting. The motion was seconded by Mr. Requa.
The motion was carried 6 to 0 with 0 abstentions.
The meeting was adjourned at 10:40 am.
Page 7
RESOLUTION NO. 15 - 16
RESOLUTION AUTHORIZING APPROVAL OF THE
MARCH 2015 TREASURER’S REPORT
WHEREAS, the New Jersey Environmental Infrastructure Trust (the "Trust") has reviewed the
Treasurer’s Report for March 2015; and
WHEREAS, the Trust has placed in its files certain correspondence relating to expenses incurred
in relation to the Trust.
NOW THEREFORE BE IT RESOLVED, that the Trust hereby accepts the Treasurer’s Report for
March 2015 and request that the same be entered into the record.
Adopted Date:
Motion Made By:
Motion Seconded By:
April 16, 2015
James Requa
Christine Campbell
Ayes:
6
Nays:
0
Abstentions:
0
RESOLUTION NO. 15 - 17
RESOLUTION ACKNOWLEDGING RECEIPT
OF THE GOVERNOR’S AND STATE TREASURER’S APPROVAL OF
ENVIRONMENTAL INFRASTRUCTURE BOND RESOLUTION SERIES 2015A
WHEREAS, the New Jersey Environmental Infrastructure Trust (Trust) is authorized to issue
bonds, notes, and other obligations pursuant to N.J.S.A.58:11B-6; and
WHEREAS, the Trust desires to issue Bonds for the purpose of funding portions of projects to be
financed in the State Fiscal Year 2015 New Jersey Environmental Infrastructure Financing Program; and
WHEREAS, the Governor’s and State Treasurer’s written approval is required prior to a resolution
or other action of the Trust providing for the issuance of bonds (N.J.S.A. 58:11B-4(j)); and
WHEREAS, the Trust has received the Governor’s written approval of the Trust’s issuance of New
Jersey Environmental Infrastructure Trust Environmental infrastructure Bond Resolution, Series 2015A
on April 15, 2015; and
WHEREAS, the Trust has received the State Treasurer’s written approval of the Trust’s issuance
of New Jersey Environmental Infrastructure Trust Environmental infrastructure Bond Resolution, Series
2015A on March 25, 2015.
NOW THEREFORE BE IT RESOLVED, that the New Jersey Environmental Infrastructure Trust
acknowledges receipt of the Governor and State Treasurer’s written approval of the Trust’s issuance of
New Jersey Environmental Infrastructure Trust Environmental infrastructure Bond Resolution, Series
2015A.
Adopted Date:
Motion Made By:
Motion Seconded By:
April 16, 2015
Christine Campbell
Dan Kennedy
Ayes:
6
Nays:
0
Abstentions:
0
RESOLUTION NO. 15 - 18
_________________________________________________________________
NEW JERSEY ENVIRONMENTAL INFRASTRUCTURE TRUST
_______________
ENVIRONMENTAL INFRASTRUCTURE BOND RESOLUTION, SERIES 2015A
_______________
Adopted Date:
April 16, 2015
Motion Made By:
Bob Briant, Jr.
Motion Seconded By:
Mark Longo
Ayes:
6
Nays:
0
Abstentions:
0
_________________________________________________________________
TABLE OF CONTENTS
ARTICLE I
DEFINITIONS AND RULES OF INTERPRETATION
1.01
1.02
1.03
1.04
Definitions .......................................................................................................................... 1
Rules of Interpretation ...................................................................................................... 11
Authority for Bond Resolution and Delegation ................................................................ 12
Bond Resolution and Bonds Constitute a Contract; Pledge of Trust Estate;
Interest in Master Program Trust Account........................................................................ 13
ARTICLE II
AUTHORIZATION AND ISSUANCE OF BONDS
2.01
2.02
2.03
2.04
2.05
Authorization of Bonds; Designation of Bonds of Series ................................................. 14
General Provisions for Issuance of Bonds ........................................................................ 14
Series 2015A-1- Bonds ..................................................................................................... 15
Refunding Bonds .............................................................................................................. 20
Book-Entry-Only System ................................................................................................. 21
ARTICLE III
GENERAL TERMS AND PROVISIONS OF BONDS
3.01
3.02
3.03
3.04
3.05
3.06
3.07
3.08
Medium of Payment; Form and Date; Letters and Numbers ............................................ 24
Legends ............................................................................................................................. 24
Execution and Authentication ........................................................................................... 24
Transfer and Registry........................................................................................................ 25
Regulations With Respect to Exchanges and Transfers.................................................... 25
Bonds Mutilated, Destroyed, Stolen or Lost ..................................................................... 26
Temporary Bonds ............................................................................................................. 26
Cancellation and Destruction of Bonds ............................................................................ 26
ARTICLE IV
REDEMPTION OF BONDS PRIOR TO MATURITY
4.01
4.02
4.03
4.04
4.05
4.06
4.07
Privilege of Redemption and Redemption Price ............................................................... 27
Optional and Mandatory Sinking Fund Redemption ........................................................ 27
Redemption Otherwise than at Trust’s Election or Direction ........................................... 27
Selection of Bonds to Be Redeemed ................................................................................. 27
Notice of Redemption ....................................................................................................... 27
Payment of Redeemed Bonds ........................................................................................... 28
Redemption of Portions of Bonds ..................................................................................... 28
-i-
ARTICLE V
REVENUES AND FUNDS
5.01
5.02
5.03
5.04
5.05
5.06
5.07
5.08
5.09
5.10
Creation of Funds and Accounts ....................................................................................... 29
Project Fund ...................................................................................................................... 29
Operating Expense Fund ................................................................................................... 31
Revenues ........................................................................................................................... 32
Revenue Fund ................................................................................................................... 32
Debt Service Fund ............................................................................................................ 33
Debt Service Reserve Fund............................................................................................... 33
General Fund..................................................................................................................... 35
Moneys to Be Held in Trust .............................................................................................. 35
Investments ....................................................................................................................... 35
ARTICLE VI
LOANS
6.01
6.02
6.03
6.04
6.05
6.06
Terms and Conditions of Loans ........................................................................................ 40
Form of Loan Agreement.................................................................................................. 40
Restrictions on Loans........................................................................................................ 40
Loan Closing Submissions................................................................................................ 40
Trust Bond Loan Repayments .......................................................................................... 41
Continuing Disclosure ...................................................................................................... 41
ARTICLE VII
ADDITIONAL PROVISIONS RELATING TO LOANS
7.01
7.02
7.03
7.04
7.05
Reserved............................................................................................................................ 43
Defaults ............................................................................................................................. 43
Termination of Loan Agreements ..................................................................................... 43
Loan Files ......................................................................................................................... 43
Trustee’s Obligations ........................................................................................................ 44
ARTICLE VIII
GENERAL COVENANTS
8.01
8.02
8.03
8.04
8.05
8.06
8.07
Payment of Bonds ............................................................................................................. 45
Observance and Performance of Duties, Covenants, Obligations and
Agreements; Representations as to Authorization and Validity of Bonds ........................ 45
Liens, Encumbrances and Charges ................................................................................... 45
Accounts and Audits ......................................................................................................... 46
Further Assurances ........................................................................................................... 46
Tax Rebate ........................................................................................................................ 46
Application of Loan Prepayments .................................................................................... 46
-ii-
ARTICLE IX
DEFAULT PROVISIONS AND REMEDIES
OF TRUSTEE AND BONDHOLDERS
9.01
9.02
9.03
9.04
9.05
9.06
9.07
9.08
9.09
9.10
Defaults; Events of Default............................................................................................... 47
Acceleration of Bonds; Remedies ..................................................................................... 47
Right of Holders of a Series of Bonds to Direct Proceedings ........................................... 49
Reserved............................................................................................................................ 49
Application of Moneys ..................................................................................................... 49
Remedies Vested in Trustee.............................................................................................. 49
Rights and Remedies of Holders of Bonds ....................................................................... 50
Termination of Proceedings .............................................................................................. 50
Waivers of Events of Default............................................................................................ 50
Notice of Certain Defaults; Opportunity of Trust to Cure Defaults.................................. 50
ARTICLE X
FIDUCIARIES
10.01
10.02
10.03
10.04
10.05
10.06
10.07
10.08
10.09
10.10
10.11
10.12
10.13
Appointments, Duties, Immunities and Liabilities of Trustee .......................................... 52
Paying Agents; Appointments .......................................................................................... 52
Responsibilities of Fiduciaries .......................................................................................... 52
Evidence Upon Which Fiduciaries May Act .................................................................... 53
Compensation ................................................................................................................... 53
Certain Permitted Acts ...................................................................................................... 54
Resignation of Trustee ...................................................................................................... 54
Removal of Trustee ........................................................................................................... 54
Appointment of Successor Trustee ................................................................................... 54
Transfer of Rights and Property to Successor Trustee ...................................................... 55
Merger or Consolidation ................................................................................................... 55
Adoption of Authentication .............................................................................................. 56
Resignation or Removal of Paying Agent; Appointment of Successor ............................ 56
ARTICLE XI
AMENDMENTS
11.01
11.02
11.03
11.04
11.05
11.06
11.07
11.08
11.09
11.10
11.11
11.12
11.13
Supplemental Resolutions Effective Upon Filing With Trustee ....................................... 57
Supplemental Resolutions Effective Upon Consent of Trustee ........................................ 58
Supplemental Resolutions Effective With Consent of Bondholders ................................ 58
General Provisions ............................................................................................................ 58
Mailing .............................................................................................................................. 59
Powers of Amendment by Supplemental Resolution ....................................................... 59
Consent of Bondholders.................................................................................................... 59
Modifications or Amendments by Unanimous Consent ................................................... 60
Exclusion of Bonds ........................................................................................................... 61
Notation on Bonds ............................................................................................................ 61
Effect of Supplemental Resolution ................................................................................... 61
Amendment of Loan Agreements ..................................................................................... 61
Notice of Amendments ..................................................................................................... 62
-iii-
ARTICLE XII
DEFEASANCE
12.01
12.02
12.03
Defeasance of Bonds ........................................................................................................ 63
Evidence of Signatures and Ownership of Bonds............................................................. 66
Moneys Held for Particular Bonds ................................................................................... 67
ARTICLE XIII
MARKETING AND SALE OF THE BONDS
13.01
13.02
13.03
13.04
13.05
13.06
13.07
Preliminary Official Statement ......................................................................................... 68
Official Statement ............................................................................................................. 68
Sale of the Series 2015A-1 Bonds .................................................................................... 68
Electronic Dissemination of the Preliminary Official Statement; Electronic
Acceptance of Proposals for Bonds; Award of Bonds...................................................... 69
Registration or Qualification of Series 2015A-1 Bonds ................................................... 70
Establishment of Trust Account in Connection with the Sale of the
Series 2015A-1 Bonds ...................................................................................................... 70
Agreements with DTC; Discontinuance of Book-Entry System; Replacement of DTC .. 70
ARTICLE XIV
MISCELLANEOUS
14.01
14.02
14.03
14.04
14.05
14.06
14.07
14.08
14.09
14.10
14.11
14.12
Liability of Trust Limited to Trust Estate ......................................................................... 71
Successor Is Deemed Included in All References to Predecessor .................................... 71
Limitation of Rights to Parties .......................................................................................... 71
Waiver of Notice ............................................................................................................... 71
Destruction of Bonds ........................................................................................................ 71
Severability of Invalid Provisions..................................................................................... 71
Notices .............................................................................................................................. 72
Disqualified Bonds ........................................................................................................... 72
Funds and Accounts .......................................................................................................... 73
Waiver of Personal Liability ............................................................................................. 73
Trust Protected in Acting in Good Faith ........................................................................... 73
Business Days ................................................................................................................... 73
ARTICLE XV
BOND FORM AND EFFECTIVE DATE
15.01
15.02
Form of Series 2015A-1 Bonds and Trustee’s Authentication Certificate ....................... 74
Effective Date ................................................................................................................... 81
EXHIBIT A
EXHIBIT B
EXHIBIT C
EXHIBIT D
........................................................................................................................................ A-1
........................................................................................................................................ B-1
........................................................................................................................................ C-1
........................................................................................................................................ D-1
-iv-
EXHIBIT E
........................................................................................................................................ E-1
SCHEDULE I-A .................................................................................................................................... I-A-1
SCHEDULE I-B .....................................................................................................................................I-B-1
SCHEDULE II ........................................................................................................................................ II-1
SCHEDULE II-A .................................................................................................................................. II-A-1
SCHEDULE II-B .................................................................................................................................. II-B-1
-v-
ENVIRONMENTAL INFRASTRUCTURE BOND RESOLUTION, SERIES 2015A
Adopted April 16, 2015
BE IT RESOLVED by the Board of Directors of the New Jersey Environmental Infrastructure
Trust (the “Trust”) as follows:
ARTICLE I
DEFINITIONS AND RULES OF INTERPRETATION
SECTION 1.01. Definitions. Unless the context otherwise requires, for all purposes of this Bond
Resolution, the terms defined in this Section 1.01 shall have the meanings specified below:
“Account” means any account designated and established hereunder.
“Act” means the “New Jersey Environmental Infrastructure Trust Act”, constituting Chapter 334
of the Pamphlet Laws of 1985 of the State of New Jersey (N.J.S.A. 58:11B-1 et seq.), as the same may from
time to time be amended and supplemented.
“Administrative Fee” means an annual fee of three-tenths of one percent (.30%) of the initial
principal amount of the Loan or such lesser amount, if any, as the Trust may approve from time to time,
payable by each Borrower in accordance with the terms of its Loan Agreement.
“Administrative Fee Account” means the Account within the Operating Expense Fund so
designated and established by Article V hereof.
“Allocable Share” for any Borrower means (i) with respect to Net Earnings on the Debt Service
Reserve Fund during the capitalized interest period for SRF Borrowers that are not or are no longer
capitalizing interest as determined pursuant to Section 5.10(2)(b)(i) hereof, the percentage set forth for any
such SRF Borrowers on Schedule II-A attached hereto, which percentage shall be equal to a fraction, the
numerator of which shall equal the principal amount of the Loan for such SRF Borrower, and the
denominator of which shall equal the aggregate principal amount of all Loans for all SRF Borrowers that
are not or are no longer capitalizing interest as of the date of such determination, (ii) with respect to Net
Earnings on the Debt Service Reserve Fund during the capitalized interest period for non-SRF Borrowers
that are not or are no longer capitalizing interest as determined pursuant to Section 5.10(2)(b)(ii) hereof,
the percentage set forth for any such non-SRF Borrowers on Schedule II-B attached hereto, which
percentage shall be equal to a fraction, the numerator of which shall equal the principal amount of the Loan
for such non-SRF Borrower, and the denominator of which shall equal the aggregate principal amount of
all Loans for all non-SRF Borrowers that are not or are no longer capitalizing interest as of the date of such
determination, (iii) with respect to Net Earnings on the Debt Service Reserve Fund after the capitalized
interest period as determined pursuant to Sections 5.10(3) and 5.10(4)(c) and (d) hereof and with respect to
the Net Earnings on all other funds and accounts that are subject to transfer and credit in accordance with
Sections 5.10(3) and (4) hereof, the percentage set forth for any such Borrower on Schedule I-A attached
hereto for SRF and non-SRF Borrowers, respectively, which percentage shall be equal to a fraction, the
numerator of which shall equal the principal amount of the Loan for such Borrower, and the denominator
of which shall equal the aggregate principal amount of all Loans for all SRF or non-SRF Borrowers, as
appropriate, and (iv) for all other purposes hereunder, the percentage set forth for any such Borrower on
Schedule I-B attached hereto, which percentage shall be equal to a fraction, the numerator of which shall
equal the principal amount of the Loan for such Borrower, and the denominator of which shall equal the
aggregate principal amount of all Loans for all Borrowers; provided, however, that in the event the
Borrowers are either all SRF Borrowers or all non-SRF Borrowers, the percentages set forth in Schedule IA attached hereto shall equal the percentages set forth in Schedule I-B hereto.
“Allowable Project Cost” means for any Borrower the Trust Share as initially defined in Exhibit
B to such Borrower’s Loan Agreement.
“Applicable” means (i) with reference to any Fund, Account or Subaccount so designated and
established by this Bond Resolution, the Fund, Account or Subaccount so designated and established, (ii)
with respect to any Series of Bonds, the Series of Bonds issued for a particular purpose hereunder, and (iii)
with respect to any Loan Agreement, the Loan Agreement entered into by and between a Borrower and the
Trust relating to a borrowing from the Trust.
“Authorized Newspapers” means three general newspapers and one financial newspaper, all of
which are customarily published at least once a day for at least five days (other than legal holidays) in each
calendar week, printed in the English language and of general circulation, with respect to the general
newspapers, in the State of New Jersey, and with respect to the financial newspaper, in the State of New
Jersey or the Borough of Manhattan, City and State of New York.
“Authorized Officer” means (i) in the case of the Trust, the Chairman, Vice-Chairman or
Executive Director of the Trust, or any other person or persons designated by the Board by resolution to act
on behalf of the Trust under this Bond Resolution; the designation of such person or persons shall be
evidenced by a written certificate containing the specimen signature of such person or persons and signed
on behalf of the Trust by its Chairman, Vice-Chairman or Executive Director; (ii) in the case of a Borrower,
any person or persons authorized pursuant to a resolution or ordinance of the governing body of the
Borrower to perform any act or execute any document; the designation of such person or persons shall be
evidenced by a certified copy of such resolution or ordinance delivered to the Trust and the Trustee; and
(iii) in the case of the Trustee, any person or persons authorized to perform any act or execute any document;
the designation of such person or persons shall be evidenced by a written certificate containing the specimen
signature of such person or persons reasonably acceptable to the Trust.
“Board” means the Board of Directors of the Trust, or if said Board shall be abolished, the board,
body, commission or agency succeeding to the principal functions thereof or to whom the powers and duties
granted or imposed by this Bond Resolution shall be given by law.
“Bond” or “Bonds” means one or more, as the case may be, of the Series 2015A-1 Bonds or
Refunding Bonds, and all bonds thereafter authenticated and delivered in lieu of or in substitution for such
Bonds pursuant to Article III or Sections 4.07 or 11.10 hereof.
“Bond Counsel” means a law firm, appointed by the Trust, having a reputation in the field of
municipal law whose opinions are generally accepted by purchasers of municipal bonds.
“Bondholder”, “Holder” or “holder” means any person who shall be the registered owner of a
Bond or Bonds.
“Bond Resolution” means this “Environmental Infrastructure Bond Resolution, Series 2015A”, as
adopted by the Board on April 16, 2015, and all amendments and supplements thereto adopted in
accordance with the provisions hereof.
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“Bond Year” means a period of 12 consecutive months beginning on September 1 of any calendar
year and ending on August 31 of the immediately succeeding calendar year, except that the first bond year
shall be a period commencing on the date of issuance of the initial Series of Bonds hereunder and ending
on the next succeeding August 31.
“Borrower” means any Local Government Unit or Private Entity (as such terms are defined in the
Regulations) authorized to construct, operate and maintain environmental infrastructure facilities that has
entered into a Loan Agreement with the Trust pursuant to which such Borrower will borrow money from
the Project Fund financed through the issuance of the Series 2015A-1 Bonds. Borrowers shall include
municipal and county Borrowers and authority Borrowers. The municipal and county Borrowers consist
of: Beach Haven Borough (1503001-500), Beachwood Borough (S340208-02), Brigantine City (0103001500), Camden City (S340366-09, 0408001-018), Chatham Borough (S340715-05A), East Orange City
(S340686-07A), Elizabeth City (S340686-07B, S340942-16), Gloucester Township (S340364-12),
Hackensack City (S340923-10), Hillside Township (S340686-07C), Hopatcong Borough (S340488-04-1),
Irvington Township (S340686-07D), Madison Borough (S340715-05B), Maple Shade Township
(S340710-09), Merchantville Borough (S340367-02-1), Newark City (S340686-07E), Ocean County
(S344080-03, S344080-07, S344080-08), Ocean Township (S340112-06, S340112-05, 1520001-006,
1520001-500), Old Bridge Municipal Utilities Authority (1209002-500), Oradell Borough (S340835-03),
Phillipsburg Town (S340874-07), South Orange Township, Village of (S340686-07F), Stone Harbor
Borough (S340722-05, 0510001-005A), Trenton City (1111001-008), Union Township (S340686-07G),
West Orange Township (S340686-07H), Wildwood City (0514001-002), Wildwood Crest Borough
(S340719-03, S340719-04), and Winslow Township (S340985-09). The authority Borrowers consist of:
Berkeley Township Sewerage Authority (S340969-13), Camden County Municipal Utilities Authority
(S340640-10-2, S340640-14), Ewing-Lawrence Sewerage Authority (S340391-11), Gloucester County
Utilities Authority (S340902-12), Hamilton Township Municipal Utilities Authority (S340903-05),
Hanover Sewerage Authority (S340388-06), Jersey City Municipal Utilities Authority (S340928-11,
0906001-008-1), North Hudson Sewerage Authority (S340952-20), Northwest Bergen County Utilities
Authority (S340700-12), Pequannock River Basin Regional Sewerage Authority (S340459-05),
Pequannock, Lincoln Park & Fairfield Sewerage Authority (S340880-04, S340880-05), Rahway Valley
Sewerage Authority (S340547-12), Raritan Township Municipal Utilities Authority (S340485-10), Stony
Brook Regional Sewerage Authority (S340400-07, S340400-08, S340400-09), Western Monmouth
Utilities Authority (S340128-04), Willingboro Municipal Utilities Authority (S340132-06, S340132-07,
0338001-005/500, 0338001-010/500). All of the Borrowers are SRF Borrowers.
“Borrower’s Project” means the project of the Borrower described in Exhibit A-1 to the
Applicable Loan Agreement which constitutes a project for which the Trust is permitted to make a loan to
the Borrower pursuant to the Act.
“Business Day” means, with respect to the Bonds of any Series, any day other than (i) a Saturday,
Sunday or legal holiday or a day on which banking institutions, in the city in which the Principal Office of
the Trust, the Trustee, the Paying Agent, or the Master Program Trustee is located, are closed, or (ii) a day
on which the New York Stock Exchange is closed.
“Capitalized Interest Account” means the Account within the Debt Service Fund so designated
and established by Article V hereof.
“Certificate”, “Order”, “Request”, “Requisition” and “Statement” mean, respectively, a
written certificate, order, request, requisition or statement signed in the name of the Trust, the Trustee or a
Borrower by an Authorized Officer of the Trust, the Trustee or such Borrower, respectively. Any such
instrument and supporting opinions or representations, if any, may, but need not, be combined in a single
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instrument with any other instrument, opinion or representation, and the instruments so combined shall be
read and construed as a single instrument.
“Clearing Account” means the account so designated and established by Section 5.04(1)
hereof.
“Code” means the Internal Revenue Code of 1986, as the same may from time to time be amended
or supplemented, including any regulations promulgated thereunder and any administrative or judicial
interpretations thereof.
“Cost” means those costs that are eligible, reasonable, necessary, allocable to a Borrower’s Project
and permitted by generally accepted accounting principles, including Allowances and Building Costs (as
defined in the Regulations), as shall be determined on a project-specific basis in accordance with the
Regulations.
“Costs of Issuance” means all items of expense directly or indirectly payable by or reimbursable
to the Trust and related to the authorization, execution, issuance, sale and delivery of each Series of Bonds,
including (without limitation) costs of preparation and reproduction of documents, filing and recording
fees, initial fees and charges of the Trustee, and the Paying Agent, legal fees and charges, fees and
disbursements of financial or other consultants and professionals, fees and charges for preparation,
execution and safekeeping of the Bonds of such Series and any other cost, charge or fee in connection with
the issuance of such Series of Bonds.
“Costs of Issuance Account” means the Account within the Operating Expense Fund so
designated and established by Article V hereof.
“Counsel” means an attorney at law or firm of attorneys at law (who may be, without limitation,
of counsel to, or an employee of, the Trust, the Trustee, the Paying Agent, the Master Program Trustee or
any Borrower) duly admitted to practice law before the highest court of any state.
“Debt Service Fund” means the fund so designated and established by Article V hereof.
“Debt Service Reserve Fund” means the Fund so designated and established by Article V hereof.
“Debt Service Reserve Fund Credit Facility” means any irrevocable letter of credit or insurance
policy issued to the Trustee by a bank, insurance company or other financial institution, the long term debt
of which is rated in either of the two highest credit rating categories by one or more Rating Agency.
“Debt Service Reserve Requirement” means, as of any date of calculation, (1) an amount equal
to, or (2) a Debt Service Reserve Fund Credit Facility in an aggregate principal amount equal to, the lesser
of (i) the greatest amount required in the then current Bond Year or in any future Bond Year to pay the sum
of (a) interest on the Outstanding Series 2015A-1 Bonds and Outstanding Refunding Bonds and (b)
principal or Sinking Fund Installments, as the case may be, of the Outstanding Series 2015A-1 Bonds and
Outstanding Refunding Bonds; (ii) 125% of a fraction, the numerator of which is the sum of the interest,
principal and Sinking Fund Installments on the Outstanding Series 2015A-1 Bonds and Outstanding
Refunding Bonds payable beginning in such Bond Year and each succeeding Bond Year thereafter until
the maturity of the Outstanding Series 2015A-1 Bonds and Outstanding Refunding Bonds, and the
denominator of which is the number of years or portion thereof until the maturity of the Outstanding Series
2015A-1 Bonds and Outstanding Refunding Bonds; or (iii) the sum of 10% of the “proceeds” of the Series
2015A-1 Bonds, but only if such Series 2015A-1 Bonds are Outstanding, and if any Refunding Bonds are
Outstanding, 10% of the “proceeds” of such Refunding Bonds, within the meaning of Section 148(d) of the
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Code. Notwithstanding the provisions of this definition to the contrary, if each Rating Agency that has
been requested by the Trust to publish a rating for the Series 2015A-1 Bonds or any Refunding Bonds, as
the case may be, determines that such Rating Agency shall assign to the Series 2015A-1 Bonds or any
Refunding Bonds, as the case may be, upon the issuance thereof, the then highest rating assigned to any
such debt instruments by such Rating Agency notwithstanding the fact that the Debt Service Reserve
Requirement is equal to $0.00, then, given such factual circumstances, the Debt Service Reserve
Requirement pursuant to the terms of this Resolution shall be equal to $0.00 during the entire period during
which the Series 2015A-1 Bonds or any Refunding Bonds, as the case may be, remain Outstanding.
“Default” means an event or condition the occurrence of which would, with the lapse of time or
the giving of notice or both, become an Event of Default with respect to the Bonds.
“Department” means the New Jersey Department of Environmental Protection.
“DTC” means The Depository Trust Company, New York, New York, a limited purpose trust
company organized under the laws of the State of New York, in its capacity as securities depository for the
Series 2015A-1 Bonds.
“Event of Default” means any occurrence or event designated as such in Section 9.01.
“Fiduciary” or “Fiduciaries” means the Trustee or the Paying Agent, or both of them, as may be
appropriate.
“Fund” means any Fund designated and established hereunder.
“General Fund” means the Fund so designated and established by Article V hereof.
“Interest Account” means the Account within the Debt Service Fund so designated and
established by Article V hereof.
“Interest Payment Date” means each March 1 and September 1 until final maturity of the Bonds,
commencing September 1, 2015.
“Interest Portion” means that portion of Trust Bond Loan Repayments payable by a Borrower
under such Borrower’s Loan Agreement that is necessary to pay any such Borrower’s proportionate share
of interest on the Bonds (i) as set forth in Exhibit A-2 of any such Loan Agreement under the column
heading entitled “Interest”, or (ii) with respect to any prepayment or acceleration, as the case may be, of
Trust Bond Loan Repayments in accordance with Section 3.07 or 5.03 of any such Loan Agreement, to
accrue on any principal amount of Trust Bond Loan Repayments to the date of the redemption or
acceleration, of the Bonds allocable to such prepaid or accelerated Trust Bond Loan Repayment.
“Investment Securities” means and includes any of the following securities, if and to the extent
the same are at the time legal for investment of the Trust’s funds, which securities may be obligations of
the Trustee to the extent qualified hereunder:
(a)
Obligations of, or obligations guaranteed as to principal and interest by, the United States
or any agency or instrumentality thereof which obligations are backed by the full faith and credit of the
United States. These include, but are not limited to:
(i)
United States Treasury obligations – All direct or fully guaranteed obligations;
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(ii)
Farmers Home Administration – Certificates of beneficial ownership;
(iii)
United States Maritime Administration – Guaranteed Title XI financing;
(iv)
Small Business Administration – Guaranteed participation certificates; Guaranteed
pool certificates;
(v)
Government National Mortgage Association (GNMA) – GNMA-guaranteed
mortgage-backed securities; GNMA-guaranteed participation certificates;
(vi)
United States Department of Housing & Urban Development – Local authority
bonds;
(vii)
Washington Metropolitan Area Transit Authority – Guaranteed transit bonds;
(b)
(viii)
State and Local Government Series; and
(ix)
Veterans Administration – Guaranteed REMIC; Pass-through Certificates.
Federal Housing Administration Debentures.
(c)
Obligations of the following government-sponsored agencies that are not backed by the
full faith and credit of the United States government.
(i)
Federal Home Loan Mortgage Corp. (FHLMC) – Participation certificates
(excluded are stripped mortgage securities which are purchased at prices exceeding their
principal amounts); Senior debt obligations;
(ii)
Farm Credit System (Formerly: Federal Land Banks, Federal Intermediate Credit
Banks, and Banks for Cooperative) – Consolidated systemwide bonds and notes;
(iii)
Federal Home Loan Banks (FHL Banks) – Consolidated debt obligations;
(iv)
Federal National Mortgage Association (FNMA) – Senior debt obligations;
Mortgage-backed securities (Excluded are stripped mortgage securities which are
purchased at prices exceeding their principal amounts);
(v)
Student Loan Marketing Association (SLMA) – Senior debt obligations (Excluded
are securities that do not have a fixed par value and/or whose terms do not promise a fixed
dollar amount at maturity or call date); LOC-backed issues;
(vi)
Financing Corp. (FICO) – Debt obligations; and
(vii)
Resolution Funding Corp. (REFCORP) – Debt obligations.
(d)
Federal funds, unsecured certificates of deposit, time deposits, and banker’s acceptances
having maturities of not more than 365 days of any bank (including the Trustee), the short-term obligations
of which are rated in the highest rating category for short term obligations by at least one Rating Agency.
(e)
Deposits that are fully insured by the Federal Deposit Insurance Corp. (FDIC), including
Bank Insurance Fund (BIF) and Savings Association Insurance Fund (SAIF). To the extent that such
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deposits are not insured by FDIC, such deposits shall be fully collateralized by the obligations described in
any of paragraphs (a), (b) or (c) of this definition.
(f)
(i)
Debt obligations rated in the highest rating category for debt obligations by at least
one Rating Agency. Excluded are securities that do not have a fixed par value and/or whose
terms do not promise a fixed dollar amount at maturity or call date.
(ii)
Pre-refunded municipal securities rated in the highest rating category for municipal
securities by at least one Rating Agency.
(g)
Commercial paper or other debt obligations rated in the highest rating category for
commercial paper or debt obligations by at least one Rating Agency maturing in not more than 365 days.
(h)
Investment in money market funds rated in the highest rating category for money market
funds by at least one Rating Agency (including money markets funds managed by the Trustee or any of its
affiliates).
(i)
Any of the following stripped securities:
(i)
United States Treasury STRIPS;
(ii)
REFCORP STRIPS (stripped by the Federal Reserve Bank of New York); and
(iii)
Any stripped securities assessed or rated in the highest rating category for stripped
securities by at least one Rating Agency.
(j)
Repurchase agreements, provided that such repurchase agreements satisfy each of the
following requirements:
(i)
The repurchase agreement is rated no lower than “Aa” by Moody’s
Investors Service, Inc., or “AA” by Standard & Poor’s Corporation (without reference to
any gradation within such rating category);
(ii)
The weighted average maturity of the repurchase agreement is not longer
that the lesser of the estimated average period required to complete construction of the
Projects or five years from the date the repurchase agreement is entered into;
(iii)
The seller of the repurchase agreement is (A) a bank or trust company or
a wholly-owned subsidiary of such bank or trust company which is headquartered in the
United States and is a member of the Federal Reserve System or (B) a securities broker
which is headquartered in the United States, is registered with the Securities and Exchange
Commission, and meets the criteria for issuers of “commercial paper” as specified under
N.J.A.C. 17:16-31;
(iv)
The collateral for the repurchase agreement consists of obligations of the
United States Government or an obligation of the following United States Government
agencies:
(A)
Federal Farm Credit Banks Consolidated Systemwide Bonds;
(B)
Federal Financing Bank;
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(C)
Federal Home Loan Banks; and
(D)
Federal Land Banks;
(v)
At the time the repurchase agreement is purchased, the market value of the
securities delivered as collateral pursuant to the repurchase agreement is equal to at least
102 percent of the par value of the repurchase agreement; and
(vi)
bid process.
The repurchase agreement shall be purchased pursuant to a competitively
(k)
Such other securities approved by each of the Rating Agencies that would not adversely
affect the rating on the Coverage Receiving Trust Bonds then Outstanding.
“Loan” means a loan by the Trust to a Borrower, pursuant to a Loan Agreement, to finance or
refinance a portion of the Cost of such Borrower’s Project. For all purposes of this Bond Resolution, the
principal amount of each Loan shall be the principal amount specified in the applicable bond of a Borrower
issued in accordance with the Applicable Loan Agreement.
“Loan Agreement” means a loan agreement that is entered into by and between the Trust and a
Borrower, in substantially the form attached hereto as Exhibit A, in the case of a Borrower that is a
municipality or a county, or Exhibit B, in the case of a Borrower that is a municipal, county or regional
sewerage or utilities authority or commission or other political subdivision (other than a municipality or a
county), authorized to construct, operate and maintain environmental infrastructure facilities, with such
changes therein as the Authorized Officer of the Trust who executes such Loan Agreement may approve as
necessary and desirable, including, but not limited to, changes intended to reflect the nature of the Borrower,
and as such Loan Agreement may be amended, modified or supplemented from time to time in accordance
with the provisions thereof and of this Bond Resolution.
“Loan Closing” means the date on which an executed Loan Agreement between the Trust and a
Borrower is delivered pursuant to this Bond Resolution.
“Loan Repayments” means the sum of (i) Trust Bond Loan Repayments, (ii) the Administrative
Fee and (iii) any late charges incurred under the provisions of a Loan Agreement.
“Master Program Trust Account” means the account and all subaccounts therein created
pursuant to Section 3 of the Master Program Trust Agreement to be held by the Master Program Trustee in
trust as additional security for the Holders of the Series 2015A-1 Bonds and all other Coverage Receiving
Trust Bonds as defined in the Master Program Trust Agreement.
“Master Program Trust Agreement” means that certain Master Program Trust Agreement, dated
as of November 1, 1995, by and among the Trust, the State, United States Trust Company of New York, as
Master Program Trustee thereunder, The Bank of New York (NJ), in several capacities thereunder, and
First Fidelity Bank, N.A. (predecessor to U.S. Bank National Association), in several capacities thereunder,
as amended and supplemented by (i) that certain Agreement of Resignation of Outgoing Master Program
Trustee, Appointment of Successor Master Program Trustee and Acceptance Agreement, dated as of
November 1, 2001, by and among United States Trust Company of New York, as Outgoing Master Program
Trustee, Street Bank and Trust Company, N.A. (predecessor to U.S. Bank Trust National Association), as
Successor Master Program Trustee, and the Trust, and (ii) that certain First General Amendment to Master
Program Trust Agreement, dated as of September 1, 2006, by and among, the Trust, the State, the Master
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Program Trustee, The Bank of New York, in several capacities thereunder, U.S. Bank National Association,
in several capacities thereunder, and Commerce Bank, National Association, as Loan Servicer, as the same
may be amended and supplemented from time to time in accordance with its terms.
“Master Program Trustee” means U.S. Bank Trust National Association (as successor to State
Street Bank and Trust Company, N.A.), appointed pursuant to Section 2 of the Master Program Trust
Agreement, and its successors as may be appointed pursuant to the provisions thereof.
“Net Earnings” means, with respect to any Fund, Account or Subaccount, or any portion thereof,
all interest, profits and other income earned and received by the Trustee and the Trust, as appropriate, in
respect of such Fund, Account, Subaccount or portion thereof, net of (i) any losses suffered, (ii) any fees
due to the Trustee, the provider of an Investment Security, or, at the written direction of an Authorized
Officer of the Trust, the financial advisor or investment advisor to the Trust in respect of an Investment
Security held in such Fund, Account or Subaccount, and (iii) any amounts required to be set aside for rebate
or to satisfy a yield restriction requirement to the Internal Revenue Service pursuant to any letter of
instructions or certificate as to arbitrage.
“Notice of Sale” means the Notice of Sale of the Trust relating to the sale of the Series 2015A-1
Bonds to be dated on or about May 1, 2015, substantially in the form attached hereto as Exhibit D.
“Operating Expense Fund” means the Fund so designated and established by Article V hereof.
“Outstanding” or “outstanding” means, when used with reference to Bonds of any Series, as of
any particular date (subject to the provisions of Section 14.08), all Bonds of such Series theretofore, or
thereupon being, authenticated and delivered by the Trustee under this Bond Resolution, except (i) Bonds
of such Series theretofore or thereupon canceled by the Trustee or surrendered to the Trustee for
cancellation; (ii) Bonds of such Series with respect to which all liability of the Trust shall have been
discharged in accordance with Article XII; and (iii) Bonds of such Series in lieu of or in substitution for
which other Bonds of such Series shall have been authenticated and delivered by the Trustee pursuant to
any provision of this Bond Resolution.
“Paying Agent” means the Paying Agent appointed pursuant to Section 10.02, and its successors.
“Principal Account” means the Account within the Debt Service Fund so designated and
established by Article V.
“Principal Office” means, when used with reference to the Trust, the Trustee, or the Paying Agent,
the respective addresses of such parties as set forth in Section 14.07, and any further or different addresses
as such parties may designate pursuant to Section 14.07.
“Project Fund” means the Fund so designated and established by Article V hereof.
“Project Loan Account” means any of the Accounts within the Project Fund so designated and
established by Article V.
“Rating Agency” shall mean individually or collectively, as the case may be, the nationally
recognized rating agencies that have published ratings for the Series 2015A-1 Bonds.
“Rebate Fund” means the Fund so designated and established by Article V hereof.
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“Record Date” means with respect to an Interest Payment Date for a particular Series of Bonds,
unless otherwise provided by this Bond Resolution or Supplemental Resolution authorizing such Series, (i)
if the Interest Payment Date is scheduled for the first (1st) day of any month, the fifteenth (15th) day
(whether or not such day shall be a Business Day) of the month prior to such Interest Payment Date, or (ii)
if the Interest Payment Date is scheduled for the fifteenth (15th) day of any month, the first (1st) day
(whether or not such day shall be a Business Day) of the month in which such Interest Payment Date occurs.
“Redemption Account” means the Account within the Debt Service Fund so designated and
established pursuant to Article V hereof.
“Redemption Price” means, when used with reference to any Bond or any portion thereof, the
principal amount of such Bond or such portion thereof and any premium thereon payable upon redemption
thereof pursuant to the provisions of such Bond and this Bond Resolution.
“Refunding Bonds” means all Bonds authenticated and delivered pursuant to Section 2.04 hereof.
“Regulations” means the rules and regulations, as applicable, now or hereafter promulgated under
N.J.A.C. 7:22-3 et seq., 7:22-4 et seq., 7:22-5 et seq., 7:22-6 et seq., 7:22-7 et seq., 7:22-8 et seq., 7:22-9 et
seq. and 7:22-10 et seq., as the same may from time to time be amended and supplemented.
“Reserve Capacity Debt Service Reserve Requirement” means that portion of the Debt Service
Reserve Requirement financed with a portion of the proceeds of the Series 2015A-1 Bonds and attributable
to the cost of funding reserve capacity for the Reserve Capacity Borrowers.
“Reserve Capacity Borrowers” means the Borrowers set forth in Section 2.03(7)(d) hereof.
“Revenues” means all (i) Loan Repayments and State Loan Repayments that are held by the
Trustee, (ii) payments made to the Trustee by the Master Program Trustee from amounts on deposit in the
Master Program Trust Account (and all Subaccounts as defined therein) in accordance with the terms of the
Master Program Trust Agreement, and (iii) proceeds derived from the foregoing, including, without
limitation, investment income received by the Trust on such Loan Repayments and State Loan Repayments;
provided, however, that Revenues shall not include payments of the Administrative Fee payable to the Trust
under Section 3.03 of the Loan Agreements nor any State Administrative Fees included as part of any State
Loan Repayment, to the extent any such amounts are credited as Administrative Fees or State
Administrative Fees pursuant to Section 5.04(2) hereof.
“Revenue Fund” means the Fund so designated and established by Article V hereof.
“Rule 15c2-12” shall have the meaning ascribed to such term in Section 6.06 hereof.
“SEC” shall have the meaning ascribed to such term in Section 6.06 hereof.
“Series” means all of the Bonds authenticated and delivered on original issuance and identified
pursuant to this Bond Resolution or the Supplemental Resolution authorizing such Bonds as a separate
Series of Bonds, and any Bonds thereafter authenticated and delivered in lieu of or in substitution for such
Bonds pursuant to Article III or Sections 4.07 or 11.10, regardless of variations in maturity, interest rate,
Sinking Fund Installments or other provisions.
“Series 2015A-1 Bonds” means the $________ aggregate principal amount of the Trust’s
“Environmental Infrastructure Bonds, Series 2015A-1” authorized pursuant to Section 2.03 hereof.
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“Sinking Fund Installments”, with respect to any Series of Bonds, shall have the meaning, if any,
specified in either Section 2.03(6) of this Bond Resolution or the Applicable Supplemental Resolution.
“SRF”, with respect to any Fund, Account or Subaccount established under this Bond Resolution,
means that such Fund, Account or Subaccount constitutes part of, and with respect to any Borrower, means
a Borrower whose loan will be funded from, the State Water Pollution Control Revolving Fund of the State
of New Jersey for purposes of the federal Water Quality Act of 1987, as amended.
“State” means the State of New Jersey, acting by and through the Department.
“State Administrative Fee” means the administrative fee, if any, as the State may approve from
time to time, payable by each Borrower in accordance with the terms of its State Loan Agreement.
“State Loan Agreement” means a loan agreement that is entered into by and between the State
and a Borrower, pursuant to which a companion zero-interest loan is made by the State to finance, in part,
such Borrower’s Project.
“State Loan Repayment” means any payment by a Borrower of the principal due and payable
pursuant to its State Loan Agreement.
“Subaccount” means any subaccount designated and established hereunder.
“Supplemental Resolution” means any resolution or resolutions of the Trust amending, modifying
or supplementing this Bond Resolution, authorizing the issuance of a Series of Refunding Bonds, or any
other Supplemental Resolution adopted by the Trust pursuant to the provisions of this Bond Resolution.
“Tax Certificate”, with respect to the Series 2015A-1 Bonds, means the “Tax Certificate as to
Arbitrage and Instructions as to Compliance with the Provisions of Section 103(a) of the Internal Revenue
Code of 1986, as Amended,” executed and delivered by an Authorized Officer of the Trust on the date of
issuance of the Series 2015A-1 Bonds, as the same may be supplemented and amended from time to time.
“Trust Bond Loan Repayments” means the repayments of the principal amount of a Loan under
a Loan Agreement, the payment of any premium associated with prepaying the principal amount of a Loan
in accordance with Section 3.07 of any Loan Agreement, plus the payments of the Interest Portion of a
Loan under a Loan Agreement.
“Trustee” means the trustee appointed pursuant to Section 10.01, and its successor or successors
and any other corporation which may at any time be substituted in its place pursuant to this Bond
Resolution.
“Trust Estate” means (i) all right, title and interest of the Trust in, to and under the Loan
Agreements, except for the Trust’s right, title and interest in the Administrative Fee, (ii) any other Revenues
not included within clause (i) of this definition, and (iii) all funds, accounts and subaccounts established by
this Bond Resolution, other than the Project Loan Accounts in the Project Fund, the Administrative Fee
Account and the Costs of Issuance Account in the Operating Expense Fund, and the Rebate Fund, including
investments, if any, thereof, as the same are hereby pledged and assigned, subject only to the provisions of
this Bond Resolution permitting the application thereof for the purposes and on the terms and conditions
set forth in this Bond Resolution.
SECTION 1.02. Rules of Interpretation. For all purposes of this Bond Resolution, except as
otherwise expressly provided or unless the context otherwise requires:
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1.
“This Bond Resolution” means this instrument as originally adopted and as it may be
supplemented, modified or amended from time to time by any Supplemental Resolution, unless in the case
of any one or more Supplemental Resolutions the context requires otherwise.
2.
All reference in this Bond Resolution to designated “Articles”, “Sections” and other
subdivisions are to the designated Articles, Sections and other subdivisions of this Bond Resolution. The
words “herein”, “hereof”, “hereunder” and “herewith” and other words of similar import refer to this Bond
Resolution as a whole and not to any particular Article, Section or other subdivision hereof.
3.
The terms defined in this Bond Resolution include the plural as well as the singular.
4.
Words of the masculine gender shall be deemed and construed to include correlative words
of the feminine and neuter genders.
5.
The table of contents and the headings or captions used in this Bond Resolution are for
convenience of reference only and shall not define, limit or prescribe any of the provisions hereof or the
scope or intent hereof.
SECTION 1.03. Authority for Bond Resolution and Delegation. This “Environmental
Infrastructure Bond Resolution, Series 2015A” is adopted pursuant to the provisions of the Act and
constitutes a resolution authorizing bonds pursuant to the Act.
Certain information to be set forth herein will not be available and/or has not been finalized at the
time of the adoption hereof and will only be known upon the sale of the Series 2015A-1 Bonds. All
information relating to the sale and award of the Series 2015A-1 Bonds in accordance with the terms of the
Notice of Sale and the final identification (including, without limitation, the elimination of one or more
thereof), categorization and related dates of certain Borrowers, including, without limitation, the amounts
and interest rates in the chart set forth in Section 2.03(2) hereof (provided that the aggregate cost of the
Borrower Projects to be financed with proceeds of the Series 2015A-1 Bonds, exclusive of Trust costs of
issuance, bond insurance, underwriter’s discount, original issue discount, reserve capacity, capitalized
interest and any other related cost shall not exceed $65,000,000 (the “Aggregate Borrower Preliminary
Project Cost Amount”)), the optional redemption provisions in Section 2.03(5) hereof, the Sinking Fund
Installments in Section 2.03(6) hereof, if any, the amounts set forth in Section 2.03(7)(a), (b) and (c) hereof,
including, without limitation, the “Amount to be Applied as Payment of Interest” chart set forth in Section
2.03(7)(a) hereof, the information set forth in Section 2.03(8) hereof, the information set forth in Exhibit E,
Schedules I-A and I-B and Schedules II-A and II-B attached hereto, and the allocation of Revenues pursuant
to the provisions of Section 5.04 hereof, shall be revised or inserted (as the case may be) subsequent to the
time of adoption hereof and shall be deemed to be a part hereof, as if fully set forth herein at the time of
adoption thereof. The Authorized Officers of the Trust, in consultation with Bond Counsel, general counsel
and other appropriate advisors to the Trust, shall be and hereby are severally authorized and directed to
revise or insert (as the case may be) such information subsequent to the time of adoption hereof.
Notwithstanding the above, such information must be revised or inserted (as the case may be) in this Bond
Resolution no later than the Loan Closing. In addition, the interest cost, principal amount, purchase price,
bidding parameters and other financial parameters set forth in the Notice of Sale in the form attached hereto
may be amended, modified, supplemented or deleted by the Authorized Officers of the Trust, after
consultation with Bond Counsel, general counsel and other appropriate advisors to the Trust, at any time
prior to the sale of the Series 2015A-1 Bonds. Notwithstanding the foregoing, any such changes to be made
pursuant to this paragraph shall be subject to the following limitations: (i) the true interest cost of the Series
2015A-1 Bonds shall be as low as practicable given the structuring requirements therefor, but in any event
shall not exceed 6.00% per annum for the Series 2015A-1 Bonds, and (ii) the proceeds of the Series 2015A-
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1 Bonds shall produce sufficient moneys to fund, together with Net Earnings thereon, the Aggregate
Borrower Preliminary Project Cost Amount, plus all additional items set forth above.
Notwithstanding the provisions of this Bond Resolution to the contrary, the letter designation
incorporated into the title of this Bond Resolution may be revised by the Authorized Officers of the Trust,
after consultation with Bond Counsel, general counsel and other appropriate advisors to the Trust, for the
purpose of maintaining the sequential letter designations among this Bond Resolution and other resolutions
that may be simultaneously adopted by the Trust.
The additional security to be afforded the Holders of the Series 2015A-1 Bonds through the pledge
by the Master Program Trustee of the moneys and securities in the Master Program Trust Account has
caused the Rating Agencies to review the financing program pursuant to which the Series 2015A-1 Bonds
are to be issued. Subsequent to the initial adoption hereof but prior to the Loan Closing, the Rating Agencies
may require or suggest certain changes to be made to the provisions hereof, including, without limitation,
those provisions relating to the Debt Service Reserve Fund. The Authorized Officers of the Trust are hereby
severally authorized and directed, in consultation with Bond Counsel, general counsel to the Trust, other
appropriate advisors to the Trust, and after notification to any officials whose approval is a condition
precedent to the adoption of this Bond Resolution, to insert such changes subsequent to the time of adoption
hereof as shall be deemed necessary, desirable or convenient to satisfy any reasonable and customary
concerns of the Rating Agencies. Notwithstanding the above, any such changes must be inserted in this
Bond Resolution no later than the Loan Closing.
SECTION 1.04. Bond Resolution and Bonds Constitute a Contract; Pledge of Trust Estate;
Interest in Master Program Trust Account. With respect to the Bonds, in consideration of the purchase
and acceptance of any and all of the Bonds authorized to be issued under this Bond Resolution by those
who shall hold the same from time to time: (i) this Bond Resolution shall be deemed to be and shall
constitute a contract between the Trust, the Trustee and the Holders, from time to time, of such Bonds; (ii)
the pledge made herein and the duties, covenants, obligations and agreements set forth herein to be observed
and performed by or on behalf of the Trust and the Trustee shall be for the equal and ratable benefit,
protection and security of the Holders of any and all of such Bonds, all of which, regardless of the time or
times of their issue or maturity, shall be of equal rank without preference, priority, or distinction as to lien
or otherwise, except as expressly provided in or permitted hereby; (iii) the Trust, as security for the payment
of the principal and Redemption Price, if any, of, and the interest on, the Bonds and as security for the
observance and performance of any other duty, covenant, obligation or agreement of the Trust under this
Bond Resolution all in accordance with the provisions thereof and hereof, does hereby grant a security
interest in and further does grant, bargain, sell, convey, pledge, assign and confirm to the Trustee the Trust
Estate; (iv) the pledge made hereby is valid and binding from the time when the pledge is made and the
Trust Estate shall immediately 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 or otherwise against the Trust irrespective of whether such parties have notice
thereof; (v) the Bonds shall be special obligations of the Trust payable solely (except as set forth in clause
(vi) hereof) from and secured by a pledge of the Trust Estate as provided hereby; and (vi) the Bonds shall
be additionally secured by the interest of the Trustee in and to the Master Program Trust Account, as defined
in, to the extent, in the amounts and at the times set forth in the Master Program Trust Agreement. Loan
Repayments and State Loan Repayments that do not constitute Revenues are not subject to the lien of the
pledge created hereby.
Nothing in this Bond Resolution expressed or implied is intended or shall be construed to confer
upon, or give or grant to, any person or entity, other than the Trust, the Trustee, the Paying Agent and the
registered owners of the Bonds, any right, remedy or claim under or by reason of this Bond Resolution or
any covenant, condition or stipulation hereof, and all covenants, stipulations, promises and agreements in
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this Bond Resolution contained by and on behalf of the Trust shall be for the sole and exclusive benefit of
the Trust, the Trustee, the Paying Agent and the registered owners of the Bonds.
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ARTICLE II
AUTHORIZATION AND ISSUANCE OF BONDS
SECTION 2.01. Authorization of Bonds; Designation of Bonds of Series.
1.
This Bond Resolution authorizes Bonds of the Trust to be designated as “Environmental
Infrastructure Bonds” which may be issued from time to time in one or more Series. The aggregate principal
amount of the Bonds which may be executed, authenticated and delivered under this Bond Resolution is
not limited except as may hereafter be provided in this Bond Resolution or as may be limited by law.
2.
The Bonds may, if and when authorized by the Trust pursuant hereto or pursuant to one or
more Supplemental Resolutions, be issued in one or more Series, and the designation thereof, in addition
to the name “Environmental Infrastructure Bonds” shall include such further appropriate particular
designation added to or incorporated in such title for the Bonds of any particular Series as the Trust may
determine. Each Bond shall bear upon its face the designation so determined for the Series to which it
belongs.
3.
Neither the State of New Jersey nor any political subdivision thereof, other than the Trust,
but solely to the extent of the Trust Estate, is obligated to pay the principal or Redemption Price of, or
interest on, the Bonds, and neither the faith and credit nor the taxing power of the State, or any political
subdivision thereof, is pledged to the payment of the principal or Redemption Price of, or interest on, the
Bonds.
SECTION 2.02. General Provisions for Issuance of Bonds.
1.
All (but not less than all) of the Bonds of each Series shall be executed by the Trust for
issuance under this Bond Resolution and delivered to the Trustee and thereupon shall be authenticated by
the Trustee and by it delivered to the Trust or upon its order, but only upon the receipt by the Trustee of:
(a)
A copy of this Bond Resolution, certified by an Authorized Officer of the Trust;
(b)
In the case of each Series of Refunding Bonds, a copy of the Supplemental
Resolution authorizing such Refunding Bonds, certified by an Authorized Officer of the Trust, which shall,
among other provisions, specify: (i) the authorized principal amount, designation and Series of such
Refunding Bonds; (ii) the purposes for which such Series of Bonds is being issued, which shall be the
refunding of Bonds as provided in Section 2.04; (iii) the date, and the maturity date or dates, of the
Refunding Bonds of such Series, provided that each maturity date shall fall upon September 1; (iv) the
interest rate or rates of the Refunding Bonds of such Series and the initial Interest Payment Date therefor,
provided that the interest rate shall be identical for all such Refunding Bonds of like maturity; (v) the
denominations of, and the manner of dating, numbering and lettering, the Refunding Bonds of such Series,
provided that such Refunding Bonds shall be in denominations of $5,000 or any integral multiple thereof
as authorized by such Supplemental Resolution; (vi) the Paying Agent or Paying Agents and the place or
places of payment of the principal and Redemption Price, if any, of, and interest on, the Refunding Bonds
of such Series; (vii) the Redemption Price or Prices, if any, and, subject to Article IV, the redemption terms
for the Refunding Bonds of such Series; (viii) the amount and due date of each Sinking Fund Installment,
if any, for Refunding Bonds of like maturity of such Series, provided that each Sinking Fund Installment
due date shall fall upon a September 1; (ix) the form of the Refunding Bonds of such Series and of the
Trustee’s certificate of authentication, which shall be substantially in the form set forth in Section 14.01 for
the Series 2015A-1 Bonds with such variations, insertions or omissions as are appropriate and not
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inconsistent therewith; and (x) the provisions for the application of proceeds of such Series of Refunding
Bonds;
(c)
An opinion of Bond Counsel to the effect that (i) the Trust has the power under the
Act, as amended to the date of such opinion, to adopt this Bond Resolution, and this Bond Resolution has
been duly and lawfully adopted by the Trust, is in full force and effect and constitutes the valid and binding
agreement of the Trust enforceable in accordance with its terms, and no other authorization for this Bond
Resolution is required; (ii) this Bond Resolution creates the valid pledge which it purports to create of the
Trust Estate, subject only to the provisions of this Bond Resolution permitting the application thereof for
the purposes and on the terms and conditions set forth in this Bond Resolution; and (iii) the Trust is duly
authorized and entitled to issue the Bonds of such Series and such Bonds have been duly and validly
authorized and issued by the Trust, in accordance with law, including the Act, as amended to the date of
such opinion, and in accordance with this Bond Resolution, and constitute the valid and binding obligations
of the Trust as provided in this Bond Resolution, enforceable in accordance with their terms and the terms
of this Bond Resolution, and are entitled to the benefits of the Act, as amended to the date of such opinion,
and this Bond Resolution. Such opinion may take exception as to the effect of, or for restrictions or
limitation or other similar laws affecting creditors’ rights generally and judicial discretion and the valid
exercise of the sovereign police powers of the United States of America and may state that no opinion is
being rendered as to the availability of any particular remedy;
(d)
A written order to the Trustee as to the authentication and delivery of such Bonds,
signed by an Authorized Officer of the Trust;
(e)
The amount, if any, required to be deposited in the Debt Service Reserve Fund, so
that the amount in such Fund shall equal the Debt Service Reserve Requirement calculated immediately
after the execution authentication and delivery of such Series of Bonds;
(f)
With respect to the Series 2015A-1 Bonds only, a Certificate of the Authorized
Officer of the Trust stating that the information contemplated by Section 1.03 hereof has been inserted in
this Bond Resolution in accordance with the terms and provisions of Section 1.03 hereof;
(g)
A fully executed copy of the Master Program Trust Agreement; and
(h)
Such further documents, moneys and securities (including, without limitation, the
proceeds of the Bonds of each such Series) as are required by the provisions of Sections 2.03, 2.04 or 6.04
or Article XI or any Supplemental Resolution adopted pursuant to Article XI.
2.
All the Bonds of each such Series of like maturity shall be identical in all respects, except
as to denominations, numbers and letters. After the original issuance of Bonds of any Series, no Bonds of
such Series shall be issued except in lieu of or in substitution for other Bonds of such Series pursuant to
Article III or Sections 4.07 or 11.10.
SECTION 2.03. Series 2015A-1 Bonds.
1.
A Series of Bonds entitled to the benefit, protection and security of this Bond Resolution is hereby
authorized in the aggregate principal amount of $__________ for the purpose of funding the Loans to be
made pursuant to the Loan Agreements. Such Series of Bonds shall be designated as, and shall be
distinguished from the Bonds of all other Series by the title, “Environmental Infrastructure Bonds, Series
2015A-1”.
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2.
The Series 2015A-1 Bonds shall be dated and shall bear interest from May 28, 2015 until
their final maturity thereof, except as otherwise provided in Section 3.01 of this Bond Resolution. The
Series 2015A-1 Bonds shall mature on the dates and in the principal amounts, and shall bear interest payable
semiannually on March 1 and September 1 in each year, commencing September 1, 2015, until final
maturity (stated or otherwise) thereof, at the respective rates per annum calculated on the basis of twelve
30-day months, shown below:
Sept. 1
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
Amount
Maturing ($)
Interest
Rate (%)
Sept. 1
2026
2027
2028
2029
2030
2031
2032
2033
2034
Amount
Maturing ($)
Interest
Rate (%)
3.
Individual purchases of the Series 2015A-1 Bonds may be made in the principal amount
of $5,000 or any whole multiples of $5,000. The Series 2015A-1 Bonds shall be initially issued in one
certificate for each aggregate principal amount of the stated maturity thereof. Unless the Trust shall
otherwise direct, the Series 2015A-1 Bonds shall be lettered and numbered from one upward in order of
maturities preceded by the letter “R” and such other letter as determined by the Trustee prefixed to the
number. Subject to the provisions of this Bond Resolution, the form of the Series 2015A-1 Bonds and the
Trustee’s certificate of authentication shall be substantially in the form set forth in Section 14.01.
4.
The principal or Redemption Price of the Series 2015A-1 Bonds shall be payable to the
Holders thereof upon presentation and surrender thereof at the Principal Office of U.S. Bank National
Association, as Trustee, or its successors and assigns. The principal or Redemption Price of all Series
2015A-1 Bonds shall also be payable at any other place which may be provided for such payment by the
appointment of any other Trustee or Trustees as permitted by this Bond Resolution. Interest on the Series
2015A-1 Bonds shall be payable by check or draft of the Trustee, mailed or transmitted, respectively, to the
Holders thereof as the same appear as of the Record Date on the books of the Trust maintained by the
Trustee. However, so long as the Series 2015A-1 Bonds are held in book-entry-only form pursuant to
Section 2.05 hereof, the provisions of Section 2.05 shall govern the payment of principal or Redemption
Price, if any, of, and interest on, the Series 2015A-1 Bonds.
5.
The Series 2015A-1 Bonds maturing on or before September 1, 2025 shall not be subject
to redemption prior to their respective stated maturity dates. The Series 2015A-1 Bonds maturing on or
after September 1, 2026 shall be subject to redemption prior to their respective stated maturity dates, on or
after September 1, 2025, at the option of the Trust, upon the terms set forth in this subsection and upon
notice as provided in Article IV hereof, either in whole on any date, or in part, by lot within any maturity
or maturities determined by the Trust, on any Interest Payment Date, upon the payment of 100% of the
principal amount thereof and accrued interest thereon to the date fixed for redemption.
6.
[Reserved.][The Series 2015A-1 Bonds due September 1, 20__ are subject to mandatory
sinking fund redemption prior to their stated maturity, upon the surrender thereof and through selection by
lot by the Trustee and upon the giving of notice as provided in Article IV hereof, by payment of the
following “Sinking Fund Installments”, on September 1, in each year set forth below, at a Redemption Price
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which is equal to 100% of the principal amount thereof plus interest accrued to the redemption date, in the
following aggregate principal amounts in the following years:
Year
Principal Amount
_________________
* Final maturity.]
7.
The proceeds of the Series 2015A-1 Bonds of $__________ (par amount of the Series
2015A-1 Bonds of $__________ (which includes the good faith deposit of the successful bidder for the
Series 2015A-1 Bonds in the amount of $__________ in accordance with Section 1.03 hereof), plus accrued
interest of $0.00, plus net original issue premium of $__________, less underwriter’s discount of
$__________) shall be received by the Trustee and applied simultaneously with the delivery of such Bonds
as follows:
(a)
There shall be deposited (i) in the SRF Subaccount of the Interest Account in the
Debt Service Fund, $0.00, (ii) in the non-SRF Subaccount of the Interest Account in the Debt Service Fund,
$0.00, (iii) in the SRF Subaccount of the Capitalized Interest Account in the Debt Service Fund,
$__________, which includes accrued interest of $0.00, attributable to SRF Borrowers that are capitalizing
interest, for application to the payment of a portion of the interest to accrue on the Series 2015A-1 Bonds
from May 28, 2015 through and including September 1, 2017, of which $__________shall be deposited in
the Clean Water SRF Subaccount (including $0.00 of accrued interest), and $__________ shall be deposited
in the Drinking Water SRF Subaccount (including $0.00 of accrued interest), and (iv) in the non-SRF
Subaccount of the Capitalized Interest Account in the Debt Service Fund, $__________, which includes
accrued interest of $0.00, attributable to non-SRF Borrowers that are capitalizing interest, for application
to the payment of a portion of the interest to accrue on the Series 2015A-1 Bonds from May 28, 2015
through and including September 1, 2017, of which $__________ shall be deposited in the Clean Water
non-SRF Subaccount (including $0.00 of accrued interest), and $__________ shall be deposited in the
Drinking Water non-SRF Subaccount (including $0.00 of accrued interest). Said moneys in the Capitalized
Interest Account, together with the Net Earnings thereon and the portion of the Net Earnings on the Debt
Service Reserve Fund set forth in this subsection (a) and transferred to the Capitalized Interest Account as
required pursuant to Section 5.10(2)(a) hereof, shall be applied to the payment of interest due on the Series
2015A-1 Bonds on the following dates in the following amounts:
Interest
Payment
Date
09/01/15
03/01/16
09/01/16
03/01/17
09/01/17
Scheduled Draws
Ending Balance
On Deposit
In Capitalized
Interest Account
1
0.00
Transfer on Interest
Payment Date from
Debt Service
Reserve Fund Earnings
$0.00
0.00
0.00
0.00
0.00
(b)
There shall be deposited in the Costs of Issuance Account in the Operating Expense
Fund an amount equal to $__________, of which $__________ shall be transferred by the Trustee
immediately via interaccount transfer to the account of the Trust with U.S. Bank National Association, for
application by the Trust to the payment of certain Costs of Issuance incurred in connection with the issuance
of the Series 2015A-1 Bonds;
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(c)
There shall be deposited in the Rebate Fund an amount equal to $0.00, which shall
be deposited in the General Rebate Account;
(d)
Reserved;
(e)
There shall be deposited in the General Fund $__________, (i) $__________ of
which shall be transferred to the SRF Subaccount within the General Fund, $__________ of which shall be
deposited in the Clean Water SRF Subaccount and $__________ of which shall be deposited in the
Drinking Water SRF Subaccount; and (ii) $__________ of which shall be transferred to the non-SRF
Subaccount within the General Fund, $__________ of which shall be deposited in the Clean Water nonSRF Subaccount and $__________of which shall be deposited in the Drinking Water non-SRF Subaccount.
(f)
The remaining balance of the proceeds of the Series 2015A-1 Bonds in the amount
of $__________ shall be deposited in the master Project Fund on behalf of each Borrower, each deposit of
which shall be deposited in the Clean Water Subaccounts of the SRF and non-SRF Project Loan Accounts,
as indicated below, unless designated by “DW” below, in which case such amount shall be deposited in the
Drinking Water Subaccounts of the SRF and non-SRF Project Loan Accounts, as indicated below.
$__________ shall be allocated to the SRF Subaccount, $__________ of which shall be allocated to the
Clean Water SRF Subaccount and $__________ of which shall be allocated to the Drinking Water SRF
Subaccount. $__________ shall be allocated to the non-SRF Subaccount, $__________ of which shall be
deposited in the Clean Water non-SRF Subaccount and $__________ of which shall be deposited in the
Drinking Water non-SRF Subaccount:
SRF Project Loan Accounts:
Beach Haven Borough (1503001-500)
Beachwood Borough (S340208-02)
Berkeley Township Sewerage Authority (S340969-13)
Brigantine City (0103001-500)
Camden City (S340366-09)
Camden City (0408001-018)
Camden County Municipal Utilities Authority (S340640-14)
Camden County Municipal Utilities Authority (S340640-10-2)
Chatham Borough (S340715-05A)
East Orange City (S340686-07A)
Elizabeth City (S340686-07B)
Elizabeth City (S340942-16)
Ewing-Lawrence Sewerage Authority (S340391-11)
Gloucester County Utilities Authority (S340902-12)
Gloucester Township (S340364-12)
Hackensack City (S340923-10)
Hamilton Township Municipal Utilities Authority (S340903-05)
Hanover Sewerage Authority (S340388-06)
Hillside Township (S340686-07C)
Hopatcong Borough (S340488-04-1)
Irvington Township (S340686-07D)
Jersey City Municipal Utilities Authority (0906001-008-1)
Jersey City Municipal Utilities Authority (S340928-11)
Madison Borough (S340715-05B)
Maple Shade Township (S340710-09)
Merchantville Borough (S340367-02-1)
Newark City (S340686-07E)
North Hudson Sewerage Authority (S340952-20)
Northwest Bergen County Utilities Authority (S340700-12)
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Ocean County (S344080-03, S344080-07, S344080-08)
Ocean Township (S340112-06)
Ocean Township (S340112-05)
Ocean Township (1520001-006)
Ocean Township (1520001-500)
Old Bridge Municipal Utilities Authority (1209002-500)
Oradell Borough (S340835-03)
Pequannock River Basin Regional Sewerage Authority (S340459-05)
Pequannock, Lincoln Park & Fairfield Sewerage Authority (S340880-04, S340880-05)
Phillipsburg Town (S340874-07)
Rahway Valley Sewerage Authority (S340547-12)
Raritan Township Municipal Utilities Authority (S340485-10)
South Orange Township, Village of (S340686-07F)
Stone Harbor Borough (S340722-05)
Stone Harbor Borough (0510001-005A)
Stony Brook Regional Sewerage Authority (S340400-07, S340400-08, S340400-09)
Trenton City (1111001-008)
Union Township (S340686-07G)
West Orange Township (S340686-07H)
Western Monmouth Utilities Authority (S340128-04)
Wildwood City (0514001-002)
Wildwood Crest Borough (S340719-03, S340719-04)
Willingboro Municipal Utilities Authority (S340132-06, S340132-07)
Willingboro Municipal Utilities Authority (0338001-005/500)
Willingboro Municipal Utilities Authority (0338001-010/500)
Winslow Township (S340985-09)
8.
Reserved.
9.
Upon the authentication and delivery of the Series 2015A-1 Bonds, the Trust shall furnish
to the Trustee:
(a)
a Certificate of the Chairman, Executive Director or other Authorized Officer of
the Trust, pursuant to Section 148 of the Code, setting forth the expectations of the Trust on the date of
such authentication and delivery as to future events and such certification shall set forth the facts and
estimates on which such expectations are based and shall state that to the best of the knowledge and belief
of such officer of the Trust, the Trust’s expectations are reasonable;
(b)
an opinion of Bond Counsel to the effect that under existing law (i) interest on the
Series 2015A-1 Bonds is excluded from gross income for federal income tax purposes, and (ii) interest on
the Series 2015A-1 Bonds and any gain on the sale thereof are excluded from gross income under the New
Jersey Gross Income Tax Act; and
(c)
an opinion of Counsel to the effect that the Trust has the right and power under the
Act, as amended, to the date of such opinion, to enter into the Loan Agreements, and the Loan Agreements
have been duly and lawfully authorized and executed by the Trust, are in full force and effect and are valid
and binding upon the Trust and enforceable in accordance with their terms, and no other authorization for
the Loan Agreements is required; provided, that the opinion may take exception as to the effect of, or for
restrictions or limitations imposed by or resulting from, bankruptcy, insolvency, debt adjustment,
moratorium, reorganization or other similar laws affecting creditors’ rights generally and judicial discretion
and the valid exercise of the sovereign police powers of the State of New Jersey and of the constitutional
powers of the United States of America and may state that no opinion is being rendered as to the availability
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of any particular remedy, but that such limitations do not make the rights and remedies of the Bondholders,
taken as a whole, inadequate for the practical realization of the benefits of the Loan Agreements.
SECTION 2.04. Refunding Bonds.
1.
One or more Series of Refunding Bonds may be issued at any time to refund any
Outstanding Bond or Bonds of a particular Series or all of the Bonds of one or more Series. Refunding
Bonds shall be issued in a principal amount sufficient, together with other moneys available therefor, to
accomplish such refunding and to make the deposits in the funds and accounts under this Bond Resolution
required by the provisions of the Supplemental Resolution authorizing such Bonds. Refunding Bonds shall
be on a parity with and, except as otherwise provided in the Applicable Supplemental Resolution for such
Refunding Bonds, shall be entitled to the same benefit and security of this Bond Resolution including the
pledge of the Trust Estate as the Bonds of the Series of Bonds which are being refunded.
2.
Refunding Bonds of each Series shall be authenticated and delivered by the Trustee only
upon receipt by the Trustee (in addition to the documents required by Section 2.02) of:
(a)
Instructions to the Trustee, satisfactory to it, to give due notice of redemption, if
applicable, of all the Bonds to be refunded on a redemption date or dates specified in such instructions,
subject to the provisions of Section 12.01;
(b)
If the Bonds to be refunded are not by their terms subject to redemption within the
next succeeding sixty (60) days, instructions to the Trustee, satisfactory to it, to mail the notice provided
for in Section 12.01 to the Holders of the Bonds being refunded;
(c)
Either (i) moneys in an amount sufficient to effect payment at the applicable
Redemption Price of the Bonds to be refunded together with accrued interest on such Bonds to the
redemption date or dates, which moneys shall be held by the Trustee or any one or more of the Paying
Agents in a separate account irrevocably in trust for and assigned to the respective Holders of the Bonds to
be refunded, or (ii) qualifying Investment Securities in such principal amounts of such maturities, bearing
such interest and otherwise having such terms and qualifications and any moneys as shall be necessary to
comply with the provisions of subsection 2 of Section 12.01, which Investment Securities and moneys shall
be held in trust and used only as provided in said subsection 2 of Section 12.01;
(d)
A Certificate of an Authorized Officer of the Trust demonstrating that the Trust
Bond Loan Repayments to become due in each Bond Year during which such Refunding Bonds shall be
Outstanding shall be sufficient to pay when due the principal or Redemption Price of, and interest on, all
Bonds Outstanding upon the authentication and delivery of such Series of Refunding Bonds;
(e)
A verification report of an independent nationally recognized certified public
accountant addressed to the Trust and the Trustee with respect to the matters set forth in (c) and (d) hereof;
and
(f)
In the event that a forward supply contract is employed in connection with the
matters set forth in (c) and (d) hereof, (i) the verification report required by (e) hereof shall expressly state
that the adequacy of the irrevocable trust described in (c) hereof to accomplish the issuance of Refunding
Bonds relies solely on the initial investments and the maturing principal thereof and interest income thereon
and does not assume performance under or compliance with the forward supply contract, and (ii) the escrow
agreement entered into by the Trust pursuant to (c) hereof shall provide that in the event of any discrepancy
or differences between the terms of the forward supply contract and the escrow agreement, the terms of the
escrow agreement shall be controlling.
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3.
The proceeds, including accrued interest, of the Refunding Bonds of each Series shall be
applied simultaneously with the delivery of such Refunding Bonds for the purposes of making deposits, if
any, in such Funds and Accounts as shall be provided by the Supplemental Resolution authorizing such
Series of Refunding Bonds and shall be applied to the refunding purposes thereof in the manner provided
in said Supplemental Resolution.
SECTION 2.05. Book-Entry-Only System.
1.
Except as provided in subparagraph 3 of this Section 2.05, the registered Holder of all of
the Series 2015A-1 Bonds shall be, and the Series 2015A-1 Bonds shall be registered in the name of, Cede
& Co. as nominee of DTC. Payment of semiannual interest for any Series 2015A-1 Bond shall be made by
wire transfer to the account of Cede & Co. on the Interest Payment Date for the Series 2015A-1 Bonds at
the address indicated for Cede & Co. in the registry books of the Trust kept by the Trustee.
2.
The Series 2015A-1 Bonds shall be issued initially in the form of a separate single fully
registered Bond in the amount of the aggregate principal amount of each separate stated maturity of the
Series 2015A-1 Bonds. Upon initial issuance, the ownership of each such Series 2015A-1 Bond shall be
registered in the registry books of the Trust kept by the Trustee in the name of Cede & Co., as nominee of
DTC. With respect to Series 2015A-1 Bonds registered in the registry books kept by the Trustee in the
name of Cede & Co., as nominee of DTC, the Trust and any Fiduciary shall have no responsibility or
obligation to any participant or to any beneficial owner of such Series 2015A-1 Bonds. Without limiting
the immediately preceding sentence, the Trust and any Fiduciary shall have no responsibility or obligation
with respect to (i) the accuracy of the records of DTC, Cede & Co. or any participant with respect to any
beneficial ownership interest in the Series 2015A-1 Bonds, (ii) the delivery to any participant, any beneficial
owner or any other person, other than DTC, of any notice with respect to the Series 2015A-1 Bonds,
including any notice of redemption, or (iii) the payment to any participant, any beneficial owner or any
other person, other than DTC, of any amount with respect to the principal or Redemption Price of, or interest
on, the Series 2015A-1 Bonds. The Trust and any Fiduciary may treat as, and deem DTC to be, the absolute
owner of each Series 2015A-1 Bond for the purpose of payment of the principal or Redemption Price of,
and interest on, each such Series 2015A-1 Bond, for the purpose of giving notices of redemption and other
matters with respect to such Series 2015A-1 Bonds, for the purpose of registering transfers with respect to
such Series 2015A-1 Bonds and for all other purposes whatsoever. The Paying Agent shall pay all principal
or Redemption Price of, and interest on, the Series 2015A-1 Bonds only to or upon the order of DTC, and
all such payments shall be valid and effective to fully satisfy and discharge the Trust’s obligations with
respect to the principal or Redemption Price of, and interest on, the Series 2015A-1 Bonds to the extent of
the sum or sums so paid. No person other than DTC shall receive a Series 2015A-1 Bond evidencing the
obligation of the Trust to make payments of principal or Redemption Price of, and interest on, the Series
2015A-1 Bonds pursuant to this Bond Resolution. Upon delivery by DTC to the Trustee of written notice
to the effect that DTC has determined to substitute a new nominee in place of Cede & Co., and subject to
the transfer provisions hereof, the term “Cede & Co.” in this Bond Resolution shall refer to such new
nominee of DTC.
3.
(a)
DTC may determine to discontinue providing its services with respect to the Series
2015A-1 Bonds at any time by giving written notice to the Trust and the Fiduciaries and discharging its
responsibilities with respect thereto under applicable law.
(b)
The Trust, in its sole discretion and without the consent of any other person, may
terminate the services of DTC with respect to the Series 2015A-1 Bonds if the Trust so determines, and
shall terminate the services of DTC with respect to the Series 2015A-1 Bonds upon receipt by the Trust and
the Fiduciaries of written notice from DTC to the effect that DTC has received written notice from
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participants having interests, as shown in the records of DTC, in an aggregate principal amount of not less
than fifty percent (50%) of the aggregate principal amount of the then Outstanding Series 2015A-1 Bonds
to the effect that: (i) DTC is unable to discharge its responsibilities with respect to the Series 2015A-1
Bonds; or (ii) a continuation of the requirement that all of the Outstanding Series 2015A-1 Bonds be
registered in the registration books kept by the Trustee in the name of Cede & Co., as nominee of DTC, is
not in the best interest of the beneficial owners of the Series 2015A-1 Bonds.
(c)
Upon the termination of the services of DTC with respect to the Series 2015A-1
Bonds pursuant to subsection 2.05(3)(b)(ii) hereof, or upon the discontinuance or termination of the services
of DTC with respect to the Series 2015A-1 Bonds pursuant to subsection 2.05(3)(a) or subsection
2.05(3)(b)(i) hereof after which no substitute securities depository willing to undertake the functions of
DTC hereunder can be found which, in the opinion of the Trust, is willing and able to undertake such
functions upon reasonable and customary terms, the Series 2015A-1 Bonds shall no longer be restricted to
being registered in the registration books kept by the Trustee in the name of Cede & Co. as nominee of
DTC, but may be registered in whatever name or names Bondholders transferring or exchanging Series
2015A-1 Bonds shall designate, in accordance with the provisions of Article II hereof.
4.
Notwithstanding any other provision of this Bond Resolution to the contrary, so long as
any Series 2015A-1 Bond is registered in the name of Cede & Co., as nominee of DTC, all payments with
respect to the principal or Redemption Price of, and interest on, such Series 2015A-1 Bond and all notices
with respect to such Series 2015A-1 Bond shall be made and given, respectively, to DTC as provided in the
representation letter of the Trust and the Trustee addressed to DTC with respect to the Series 2015A-1
Bonds.
5.
In connection with any notice or other communication to be provided to Bondholders
pursuant to this Bond Resolution by the Trust or the Trustee with respect to any consent or other action to
be taken by Bondholders, the Trust or the Trustee, as the case may be, shall establish a record date for such
consent or other action and give DTC notice of such record date not less than fifteen (15) calendar days in
advance of such record date to the extent possible.
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ARTICLE III
GENERAL TERMS AND PROVISIONS OF BONDS
SECTION 3.01. Medium of Payment; Form and Date; Letters and Numbers.
1.
The Bonds shall be payable, with respect to interest and principal or Redemption Price, in
any coin or currency of the United States of America which at the time of payment is legal tender for the
payment of public and private debts.
2.
The Bonds of each Series shall be issued only in the form of fully registered Bonds without
coupons in denominations of, subject to the denominations required by Section 2.03(3) and 2.05(2) hereof
with regard to the initial denominations of the Series 2015A-1 Bonds, $5,000 or any whole multiple thereof.
The Bonds of each Series shall be in substantially the form set forth in Section 14.01 or substantially in the
form set forth in the Supplemental Resolution authorizing such Series.
3.
Each Bond shall be lettered and numbered as provided in this Bond Resolution or the
Supplemental Resolution providing for the issuance of the Series of which such Bond is a part and so as to
be distinguished from every other Bond.
Bonds of each Series issued on the date of original issuance shall be dated and bear interest from
the date set forth in this Bond Resolution or the Supplemental Resolution authorizing such Series of Bonds.
Bonds of each Series issued after the date of original issuance shall be dated as of the date of authentication
thereof by the Trustee. Interest on each Bond shall be payable from the most recent Interest Payment Date
next preceding the date of authentication of such Bond to which interest has been paid, unless the date of
authentication of such Bond is an Interest Payment Date to which interest has been paid, in which case
interest shall be payable from such Interest Payment Date, or unless the date of such Bond is prior to the
first Interest Payment Date on the Bonds, in which case interest shall be payable from the earliest date on
which interest shall have accrued on the Bonds, or unless the date of such Bond is between the Record Date
and the next succeeding Interest Payment Date, in which case interest shall be payable from such Interest
Payment Date.
4.
The interest on, and principal or Redemption Price, if any, of, each Series of Bonds shall
be payable as provided in this Bond Resolution or Supplemental Resolution relating to such Series of
Bonds.
SECTION 3.02. Legends. The Bonds of each Series may contain or have endorsed thereon such
provisions, specifications and descriptive words not inconsistent with the provisions of this Bond
Resolution as may be necessary or desirable to comply with custom, the rules of any securities exchange
or commission or brokerage board, the Act, or otherwise, as may be determined by the Trust prior to the
authentication and delivery thereof.
SECTION 3.03. Execution and Authentication.
1.
The Bonds shall be executed in the name of the Trust by the manual or facsimile signature
of the Chairman or other Authorized Officer of the Trust, and its corporate seal (or a facsimile thereof) shall
be impressed, imprinted, engraved or otherwise reproduced thereon and attested by the manual or facsimile
signature of the Secretary or Assistant Secretary or other Authorized Officer of the Trust, or in such other
manner as may be required or permitted by law. In case any one or more of the Authorized Officers of the
Trust who shall have signed or sealed any of the Bonds shall cease to be such officer before the Bonds so
signed and sealed shall have been authenticated and delivered by the Trustee, such Bonds may,
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nevertheless, be authenticated and delivered as herein provided, and may be issued as if the persons who
signed or sealed such Bonds had not ceased to hold such offices. Any Bond of a Series may be signed and
sealed on behalf of the Trust by such persons who at the time of the execution of such Bonds shall be duly
authorized or shall hold the proper office in the Trust, although at the date borne by the Bonds of such
Series such persons may not have been so authorized or have held such office.
2.
The Bonds of each Series shall bear thereon a certificate of authentication, in the form set
forth in this Bond Resolution or in the Supplemental Resolution authorizing such Series of Bonds, executed
manually by the Trustee. Only such Bonds as shall bear thereon such certificate of authentication shall be
entitled to any right or benefit under this Bond Resolution and no Bond shall be valid or obligatory for any
purpose until such certificate of authentication shall have been duly executed by the Trustee. Such
certificate of the Trustee upon any Bond executed on behalf of the Trust shall be conclusive evidence that
the Bond so authenticated has been duly authenticated and delivered under this Bond Resolution and that
the Holder thereof is entitled to the benefits of this Bond Resolution.
SECTION 3.04. Transfer and Registry.
1.
Each Bond shall be transferable only upon the books of the Trust, which shall be kept for
that purpose at the Principal Office of the Trustee, by the Holder thereof in person or by his attorney duly
authorized in writing, upon surrender thereof together with a written instrument of transfer satisfactory to
the Trustee duly executed by the Holder or his duly authorized attorney. Upon the transfer of any such
Bond the Trust shall issue in the name of the transferee a new Bond or Bonds of the same aggregate principal
amount and Series and maturity as the surrendered Bond.
2.
The Trust and each Fiduciary may deem and treat the person in whose name any Bond
shall be registered upon the books of the Trust as the absolute owner of such Bond, whether such Bond
shall be overdue or not, for the purpose of receiving payment of, or on account of, the principal and
Redemption Price, if any, of and interest on, such Bond and for all other purposes, and all such payments
so made to any such Holder or upon his order shall be valid and effectual to satisfy and discharge the
liability upon such Bond to the extent of the sum or sums so paid, and neither the Trust nor any Fiduciary
shall be affected by any notice to the contrary. The Trust agrees to indemnify and save each Fiduciary
harmless from and against any and all loss, cost, charge, expense (including legal fees), judgment or liability
incurred by it, acting in good faith and without negligence under this Bond Resolution, in so treating such
Holder, and that such indemnity shall survive the payment of the Bonds and the discharge of this Bond
Resolution.
SECTION 3.05. Regulations With Respect to Exchanges and Transfers. In all cases in which
the privilege of exchanging Bonds or transferring Bonds is exercised, the Trust shall execute and the Trustee
shall authenticate and deliver Bonds in accordance with the provisions of this Bond Resolution. All Bonds
surrendered in any such exchange or transfer shall forthwith be canceled by the Trustee. For every such
exchange or transfer of Bonds, whether temporary or definitive, the Trust or the Trustee may make a charge
sufficient to reimburse it for any tax, fee or other governmental charge required to be paid with respect to
such exchange or transfer. Neither the Trust nor the Trustee shall be required (a) to transfer or exchange
Bonds for a period beginning on the Record Date next preceding an Interest Payment Date for the Bonds
and ending on such Interest Payment Date, or for a period of fifteen (15) days (or such lesser period as may
be specified in a Supplemental Resolution for a particular Series of Bonds) next preceding the date (as
determined by the Trustee) of any selection of Bonds to be redeemed or thereafter until after the mailing of
any notice of redemption; or (b) to transfer or exchange any Bonds called or tendered for redemption.
SECTION 3.06. Bonds Mutilated, Destroyed, Stolen or Lost. In case any Bond shall become
mutilated or be destroyed, stolen or lost, the Trust shall execute, and thereupon the Trustee shall authenticate
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and deliver, a new Bond of like Series, maturity and principal amount as the Bonds so mutilated, destroyed,
stolen or lost, in exchange and substitution for such mutilated Bond, upon surrender and cancellation of
such mutilated Bond or in lieu of and substitution for the Bond destroyed, stolen or lost, upon filing with
the Trustee evidence satisfactory to the Trust and the Trustee that such Bond has been destroyed, stolen or
lost and proof of ownership thereof, and upon furnishing the Trust and the Trustee with indemnity
satisfactory to them and complying with such other reasonable regulations as the Trust and the Trustee may
prescribe and paying such expenses as the Trust and Trustee may incur. All mutilated Bonds so surrendered
to the Trustee shall be canceled by it. Any such new Bonds issued pursuant to this Section in substitution
for Bonds alleged to be destroyed, stolen or lost shall constitute original additional contractual obligations
on the part of the Trust, whether or not the Bonds so alleged to be destroyed, stolen or lost be at any time
enforceable by anyone, and shall be equally secured by, and entitled to equal and proportionate benefits
with all other Bonds issued under this Bond Resolution in, any moneys or securities held by the Trust or
any Fiduciary for the benefit of the Bondholders.
SECTION 3.07. Temporary Bonds.
1.
Until the definitive Bonds of any Series are prepared, the Trust may execute, in the same
manner as is provided in Section 3.03, and upon the request of the Trust, the Trustee shall authenticate and
deliver, in lieu of definitive Bonds, but subject to the same provisions, limitations and conditions as the
definitive Bonds, one or more temporary Bonds substantially of the tenor of the definitive Bonds in lieu of
which such temporary Bond or Bonds are issued, and with such omissions, insertions and variations as may
be appropriate to temporary Bonds. The Trust at its own expense shall prepare and execute and, upon the
surrender of such temporary Bonds for exchange and the cancellation of such surrendered temporary Bonds,
the Trustee shall authenticate and, without charge to the Holder thereof, deliver in exchange therefor,
definitive Bonds of the same aggregate principal amount and Series and maturity as the temporary Bonds
surrendered. Until so exchanged, the temporary Bonds shall in all respects be entitled to the same benefits
and security as definitive Bonds authenticated and issued pursuant to this Bond Resolution.
2.
All temporary Bonds surrendered in exchange either for another temporary Bond or Bonds
or for a definitive Bond or Bonds shall be forthwith canceled by the Trustee.
SECTION 3.08. Cancellation and Destruction of Bonds. All Bonds paid or redeemed, either at
or before maturity, shall be delivered to the Trustee when such payment or redemption is made, and such
Bonds, together with all Bonds purchased by the Trustee, shall thereupon be promptly canceled. Bonds so
canceled may at any time be destroyed by the Trustee, who shall execute a certificate of destruction in
duplicate by the signature of one of its authorized officers describing the Bonds so destroyed, and one
executed certificate shall be filed with the Trust and the other executed certificate shall be retained by the
Trustee.
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ARTICLE IV
REDEMPTION OF BONDS PRIOR TO MATURITY
SECTION 4.01. Privilege of Redemption and Redemption Price. Bonds subject to redemption
prior to maturity pursuant to this Bond Resolution shall be redeemable, upon notice as provided in this
Article IV, at such times, at such Redemption Prices and upon such terms in addition to the terms contained
in this Article IV as may be specified in this Bond Resolution and the Supplemental Resolution authorizing
such Series of Bonds. In order to redeem prior to maturity Bonds which are registered in the name of Cede
& Co., the Redemption Price plus accrued interest thereon shall be deposited with the Trustee in
immediately available funds not later than 11:00 a.m., New York City time, on the redemption date.
SECTION 4.02. Optional and Mandatory Sinking Fund Redemption.
1.
The Series 2015A-1 Bonds shall be subject to optional redemption and mandatory sinking
fund redemption in accordance with the provisions of this Bond Resolution, including, without limitation,
Sections 2.03(5) and (6), respectively, hereof.
2.
In the case of any redemption of Bonds at the election or direction of the Trust, the Trust
shall give written notice to the Trustee of its election or direction to so redeem, of the redemption date, and
of the principal amounts of the Bonds of each maturity to be redeemed (which maturities and principal
amounts thereof to be redeemed shall be determined by the Trust in its sole discretion, subject to any
limitations with respect thereto contained in this Bond Resolution). Such notice shall be given at least fifty
(50) days prior to the redemption date or such shorter period as shall be agreed to in writing by the Trustee.
In the event notice of redemption shall have been given as provided in Section 4.05, the Trust shall pay or
require the Applicable Borrower to pay to the Trustee on or prior to the redemption date an amount in cash
which, in addition to other moneys, if any, available therefor held by the Trustee, will be sufficient to
redeem on the redemption date at the Redemption Price thereof, plus interest accrued and unpaid to the
redemption date, all of the Bonds to be redeemed.
SECTION 4.03. Redemption Otherwise than at Trust’s Election or Direction. Whenever by
the terms of this Bond Resolution the Trustee is required or authorized to redeem Bonds otherwise than at
the election or direction of the Trust, the Trustee shall select the Bonds to be redeemed, give the notice of
redemption as provided in Section 4.05 and pay out of moneys available therefor the Redemption Price
thereof, plus interest accrued and unpaid to the redemption date, to the Paying Agent in accordance with
the terms of this Article IV and, to the extent applicable, Article V hereof.
SECTION 4.04. Selection of Bonds to Be Redeemed. If less than all of the Bonds of like maturity
shall be called for redemption, the particular Bonds or portions of Bonds to be redeemed shall be selected
at random by the Trustee in such manner as the Trustee shall determine; provided, however, that the portion
of any Bond of a denomination of more than $5,000 to be redeemed shall be in the principal amount of
$5,000 or an integral multiple thereof, and that, in selecting Bonds for redemption, the Trustee shall treat
each Bond as representing that number of Bonds that is obtained by dividing the principal amount of such
Bond by the minimum denomination in which Bonds of such Series are authorized to be outstanding after
the redemption date.
SECTION 4.05. Notice of Redemption. When Bonds of a Series have been selected for
redemption pursuant to any provision of this Bond Resolution, the Trustee shall give written notice of the
redemption of such Bonds in the name of the Trust at the times specified in the second paragraph of this
Section, which notice shall set forth: (i) the Series of the Bonds to be redeemed, (ii) the date fixed for
redemption, (iii) the Redemption Price to be paid, (iv) that such Bonds will be redeemed at the Principal
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Office of the Paying Agent, (v) if less than all of such Bonds shall be called for redemption, the distinctive
numbers and letters, if any, of such Bonds to be redeemed, (vi) in the case of Bonds to be redeemed in part
only, the portion of the principal amount thereof to be redeemed, and (vii) except with respect to a
mandatory sinking fund redemption, that such redemption is conditioned upon there being on deposit with
the Trustee on the date designated for redemption moneys sufficient for the payment of the Redemption
Price and the accrued interest to the redemption date. Such notice shall further state that on the redemption
date there shall become due and payable the Redemption Price of all Bonds to be redeemed, together with
interest accrued to the redemption date, and that, from and after such date, interest thereon shall cease to
accrue. In case any Bond is to be redeemed in part only, the notice of redemption that relates to such Bond
shall state also that on or after the redemption date, upon surrender of such Bond, the Holder thereof shall
be entitled to a new Bond or Bonds of the same Series, bearing interest at the same rate and in aggregate
principal amount equal to the unredeemed portion of such Bond.
The notice required to be given by the Trustee pursuant to this Section shall be sent by first class
mail to the registered owners of the Bonds to be redeemed, at their addresses as they appear on the Bond
registration books of the Trust, not less than thirty (30) nor more than forty-five (45) days prior to the
redemption date. The failure to give notice of the redemption of any Bond or portion thereof to the
registered owner of such Bond as herein provided shall not affect the validity of the proceedings for the
redemption of any Bonds for which notice of redemption has been given in accordance with the provisions
of this Section.
SECTION 4.06. Payment of Redeemed Bonds. On the date designated for redemption, notice
having been given in the manner and under the conditions hereinabove provided, the Bonds or portions of
Bonds called for redemption shall become and be due and payable at the Redemption Price provided for
redemption of such Bonds or such portions thereof on such date and, if upon presentation and surrender
moneys for the payment of the Redemption Price and the accrued interest to the redemption date are held
in a separate account by the Trustee in trust for the holders of such Bonds, interest on such Bonds or such
portions thereof so called for redemption shall cease to accrue, such Bonds or such portions thereof shall
cease to be entitled to any benefit or security under this Bond Resolution and the Holders of such Bonds or
portions of Bonds shall have no rights in respect thereof except to receive payment of the Redemption Price
thereof and the accrued interest thereon and, to the extent provided in Section 4.07 hereof, to receive Bonds
for any unredeemed portions of Bonds.
SECTION 4.07. Redemption of Portions of Bonds. In case part but not all of an Outstanding
Bond shall be selected for redemption, upon presentation and surrender of such Bond to the Paying Agent
for payment of the principal amount thereof so called for redemption and accrued interest thereon on or
after the redemption date, the Trust shall execute and the Trustee shall authenticate and deliver to or upon
the order of the registered owner thereof or his attorney or legal representative, without charge therefor, a
Bond or Bonds of the same Series bearing interest at the same rate and of any denomination or
denominations authorized by this Bond Resolution in aggregate principal amount equal to the unredeemed
portion of such Bond.
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ARTICLE V
REVENUES AND FUNDS
SECTION 5.01. Creation of Funds and Accounts. The following funds and separate accounts
within funds shall be established, held and maintained for the Bonds:
1.
Debt Service Fund, to be held by the Trustee, which shall consist of an Interest Account, a
Capitalized Interest Account, a Principal Account and a Redemption Account, each of which Accounts
shall be further subdivided into an SRF Subaccount and a non-SRF Subaccount, each of which Subaccounts
shall be further subdivided into a Clean Water Subaccount and a Drinking Water Subaccount;
2.
Debt Service Reserve Fund, to be held by the Trustee, which shall consist of an SRF
Account and a non-SRF Account, each of which Accounts shall be subdivided into a Clean Water
Subaccount and a Drinking Water Subaccount;
3.
General Fund, to be held by the Trustee, which shall consist of an SRF Account and a nonSRF Account, each of which Accounts shall be subdivided into a Clean Water Subaccount and a Drinking
Water Subaccount;
4.
Operating Expense Fund, to be held by the Trust, which shall consist of an Administrative
Fee Account and a Costs of Issuance Account;
5.
Project Fund, to be held by the Trustee, which shall consist of a separate Project Loan
Account established (i) for each Borrower to which a single Loan is to be made from a portion of the
proceeds of the Series 2015A-1 Bonds and, if applicable, (ii) for each Loan with respect to any Borrowers
that have received two or more loans from a portion of the proceeds of the Series 2015A-1 Bonds, each of
which Project Loan Accounts shall be designated either “SRF” or “non-SRF” pursuant to Section 5.02
hereof, each of which Accounts shall be subdivided into a Clean Water Subaccount and a Drinking Water
Subaccount; provided, however, that, to the extent a single Loan is made by the Trust to finances multiple
projects, the Trustee shall, upon the direction of an Authorized Officer of the Trust, establish Subaccounts
within a particular Project Loan Account with respect to each individual project;
6.
Revenue Fund, to be held by the Trustee, which shall consist of (i) a Trust Bond Loan
Repayments Account, consisting of an SRF Subaccount and a non-SRF Subaccount, each of which
Subaccounts further shall be subdivided into a Clean Water Subaccount and a Drinking Water Subaccount;
and (ii) a State Loan Repayments Account, consisting of an SRF Subaccount and a non-SRF Subaccount,
each of which Subaccounts further shall be subdivided into a Clean Water Subaccount and a Drinking
Water Subaccount; and
7.
Rebate Fund, to be held by the Trustee, which shall consist of a General Rebate Account.
8.
Pursuant to a certificate of an Authorized Officer of the Trust, the Trust may direct the
Trustee to establish additional funds, accounts within funds, and subaccounts within accounts, in the manner
set forth in such certificate.
Each of the funds and accounts created by this Bond Resolution, other than the Operating Expense
Fund, the Project Fund, and the Rebate Fund is hereby pledged to, and charged with, the payment of the
principal or Redemption Price of and interest on the Bonds as the same shall become due.
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SECTION 5.02. Project Fund.
1.
There shall be established within the Project Fund a separate Project Loan Account in favor
of each Borrower to which a Loan is to be made pursuant to a Loan Agreement.
2.
There shall be deposited into each Project Loan Account from the proceeds of the Series
2015A-1 Bonds the respective amounts set forth in the Certificate of an Authorized Officer of the Trust
delivered to the Trustee pursuant to Section 2.03(7)(f) hereof, which Certificate shall also designate each
such Project Loan Account as “SRF” or “non-SRF”.
3.
Subject to Section 5.09, the Trustee shall make payments from a Project Loan Account for
Costs of a Borrower’s Project in the amounts, at the times, in the manner and on the other terms and
conditions set forth in this Section 5.02 and in such Borrower’s Loan Agreement. Before any such payment
shall be made, the Borrower shall file with the Trustee its requisition therefor, approved by the Trust, which
requisition shall be on a form as determined by the Executive Director or other Authorized Officer of the
Trust. The Trustee shall issue its check for each payment required by such requisition or shall by interbank
transfer or other method arrange to make the payment required by such requisition.
4.
The Trust shall file with the Trustee a Certificate, signed by an Authorized Officer of the
Trust, with respect to each Project Loan Account directing the Trustee to transfer to the Debt Service Fund
to be applied as a credit against and considered as Trust Bond Loan Repayments due from the respective
Borrower in whose favor any such Project Loan Account was established (a) all of the moneys remaining
in any such Project Loan Account at the times and upon satisfaction of the conditions set forth in Section
5.02(4)(i) below, (b) all or a portion of the Net Earnings retained in any such Project Loan Account at the
times and upon satisfaction of the conditions set forth in Section 5.02(4)(ii) below, or (c) all or a portion of
the original principal amount deposited in accordance with Section 2.03(7)(e) hereof and remaining in any
such Project Loan Account at the times and upon satisfaction of the conditions set forth in Section
5.02(4)(iii) below.
(i) The Trust shall file the Certificate ordering the transfer referred to in Section 5.02(4)(a)
above when (A) the Trust has approved all requisitions to be paid from any such Project Loan
Account that are eligible to be approved under the Regulations, or (B) such Borrower has prepaid
all of its Loan pursuant to Section 3.03A or Section 3.07 of such Borrower’s respective Loan
Agreement. Such Certificate shall also state (X) that the proceeds of the Loan have been fully
disbursed to the extent allowed by the Regulations, and (Y) if any moneys remain on deposit in the
Project Loan Account, set forth a schedule indicating when and how much of the remaining moneys
are to be transferred to the Debt Service Fund and applied as a credit against and considered as
Trust Bond Loan Repayments due from the respective Borrower in whose favor the Project Loan
Account was established.
(ii) The Trust shall file the Certificate ordering the transfer referred to in Section 5.02(4)(b)
above when the Trust has been notified that (A) all of the contracts for completion of the respective
Borrower’s Project must have been awarded, (B) the low bid building cost must have been
established by the Department and any dispute between the Department and the Borrower regarding
same must be settled and (C) the last date of the original draw schedule set forth in Exhibit C to the
Borrower’s Loan Agreement has passed. If any moneys that constitute Net Earnings in the Project
Loan Account remain on deposit in the Project Loan Account after such initial transfer to the Debt
Service Fund, such Certificate shall also set forth a schedule indicating when and how much of the
remaining moneys that constitute Net Earnings in the Project Loan Account are to be transferred to
the Debt Service Fund and applied as a credit against and considered as Trust Bond Loan
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Repayments due from the respective Borrower in whose favor the Project Loan Account was
established.
(iii) The Trust shall file the Certificate ordering the transfer referred to in Section 5.02(4)(c)
above when the Trust has been notified that (A) all of the contracts for completion of the respective
Borrower’s Project must have been awarded, (B) the low bid building cost must have been
established by the Department and any dispute between the Department and the Borrower regarding
same must be settled, (C) the Project must be sufficiently completed such that the Department has
authorized the Borrower to commence operation of the Borrower’s Project and (D) the last date of
the original draw schedule set forth in Exhibit C to the Borrower’s Loan Agreement has passed. If
any moneys that constitute all or a portion of the original principal amount deposited in any such
Project Loan Account in accordance with Section 2.03(7)(e) hereof remain on deposit in the Project
Loan Account, such Certificate shall also set forth a schedule indicating when and how much of
the remaining moneys that constitute all or a portion of the original principal amount deposited in
any such Project Loan Account in accordance with Section 2.03(7)(e) hereof are to be transferred
to the Debt Service Fund and applied as a credit against and considered as Trust Bond Loan
Repayments due from the respective Borrower in whose favor the Project Loan Account was
established.
(iv) The Trustee shall transfer from the Project Loan Accounts to the SRF Account or the
non-SRF Account of the Debt Service Fund, as applicable, the amounts contained in any such
Certificate of the Trust at the times indicated therein.
5.
Disbursements from the respective Project Loan Accounts shall not be made by the Trustee
prior to the dates set forth in Exhibit C to each respective Loan Agreement entered into by each respective
Borrower, unless accompanied by (i) a Certificate of authorization executed by an Authorized Officer of
the Trust, which Certificate may be issued at the sole discretion of the Trust, (ii) an opinion of Bond Counsel
or other Counsel to the effect that such disbursement will not adversely affect the exclusion of interest on
the Series 2015A-1 Bonds from the gross income of the holders thereof for federal income tax purposes,
(iii) an amendment to each respective Loan Agreement concerning such early disbursement in accordance
with Section 11.12 hereof, and (iv) a Certificate of an Authorized Representative of any Borrower setting
forth such Borrower’s agreement that all costs and expenses incurred by the Trust, any such Borrower, any
of their respective counsel or other professional advisors or any other costs or expenses directly or indirectly
related to such advance disbursement, including without limitation any costs or loss of investment earnings
related to the early redemption of Investment Securities made necessary to effect such early disbursement,
shall be borne solely by any such Borrower.
SECTION 5.03. Operating Expense Fund.
1.
There shall be established within the Operating Expense Fund a Costs of Issuance Account
and an Administrative Fee Account.
2.
In addition to the amounts deposited in the Costs of Issuance Account from the proceeds
of the Series 2015A-1 Bonds pursuant to Section 2.03(7)(b), there shall be deposited in the Costs of Issuance
Account from the proceeds of each Series of Refunding Bonds, the amounts set forth for deposit therein
pursuant to the Supplemental Resolutions authorizing the issuance of each such Series of Refunding Bonds.
3.
The Trust shall make payments from the Costs of Issuance Account and, if necessary, from
its funds and accounts not subject to the pledge and lien of this Bond Resolution, in the amounts, at the
times, in the manner and on the other terms and conditions as the Trust shall determine to be fair and
reasonable in the payment of the particular items of the Costs of Issuance relating to the issuance of a
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particular Series of Bonds and, in the case of the Series 2015A-1 Bonds, in accordance with the provisions
of the Tax Certificate. Upon the payment of all Costs of Issuance as evidenced by a Certificate of an
Authorized Officer of the Trust to such effect, the amounts remaining in the Costs of Issuance Account, if
any, shall be transferred (i) to the Debt Service Fund and deposited into the Interest Account thereof to pay
the interest and to the extent available therefor, deposited in the Principal Account thereof to pay the
principal of the Bonds due and owing on the immediately succeeding Interest Payment Date, in which case
such amounts shall be credited to the Trust Bond Loan Repayments of Borrowers in the percentages set
forth on Schedule I-B attached hereto, or (ii) as otherwise set forth in a Certificate of an Authorized Officer
of the Trust.
4.
The Trustee shall deposit in the Administrative Fee Account the Administrative Fees
received by the Trustee on behalf of the Trust pursuant to the Loan Agreements. The Trust shall utilize
moneys on deposit in the Administrative Fee Account from time to time to pay the operating expenses of
the Trust; provided, however, that in any Bond Year the moneys on deposit in the Administrative Fee
Account shall be applied by the Trust in satisfaction of the operating expenses of the Trust arising under
this Bond Resolution in such Bond Year before such moneys may be applied in satisfaction of the other
operating expenses of the Trust arising in such Bond Year.
SECTION 5.04. Revenues. The Trustee shall, as agent for the Trust and the State, perform the
following duties and services:
1.
The Trustee shall collect from each Borrower all required Trust Bond Loan Repayments,
State Loan Repayments, Administrative Fee payments and State Administrative Fee payments, when due,
in the amounts and at the times established by the Trust in a Certificate of an Authorized Officer of the
Trust. The Trust shall use its best efforts to provide such Certificate to the Trustee no less than sixty (60)
days prior to the date on which any such payments are due and payable. In collecting such payments from
each Borrower, the Trustee shall rely exclusively upon such Certificate of an Authorized Officer of the
Trust. To the extent the Trustee deems it necessary or appropriate, the Trustee may, and is hereby
authorized to, establish a Clearing Account for the purpose of administering the collection of such
payments. The Trustee hereby acknowledges that (a) all amounts so collected shall be collected by the
Trustee on behalf of, and for the benefit of, the Trust and the State, to the extent of their respective interests
therein, (b) in making such collections, the Trustee acts as an agent for the Trust and the State, to the extent
of their respective interests therein, (c) all amounts so collected by the Trustee are the property of the Trust
and the State, to the extent of their respective interests therein, and not of the Trustee, (d) all such amounts,
when received by the Trustee, are deemed to be received by the Trust and the State, to the extent of their
respective interests therein, determined in accordance with paragraph (3) below, and (e) the amounts
deemed received by the Trust as Trust Bond Loan Repayments and by the State as State Loan Repayments,
to the extent deposited in accordance with paragraph (3) below, are, immediately upon deposit therein,
deemed to be Revenues, and are included in the Trust Estate established and pledged as security for the
Series 2015A-1 Bonds under this Bond Resolution.
2.
Promptly after collection of each Trust Bond Loan Repayment, State Loan Repayment,
Administrative Fee payment, State Administrative Fee payment or other required payment from a
Borrower, the Trustee shall credit such Borrower with each of the respective sums collected. Moneys
received from each Borrower with respect to a particular payment date shall be credited, first, to the
payment then due (other than the Administrative Fee payment) under the Loan Agreement, second, to the
Administrative Fee payment then due under the Loan Agreement, third, to the payment then due (other than
the State Administrative Fee payment, if any) under the State Loan Agreement, and, fourth, to the State
Administrative Fee payment, if any, then due under the State Loan Agreement.
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3.
Promptly after crediting each Borrower pursuant to the order of priority established under
paragraph (2) above for the moneys received from each Borrower with respect to a particular payment date,
the Trustee shall deposit the sums collected in the accounts established for such payments in the following
order of priority of such deposits and the required amounts of such deposits:
(a) First, (i) into the Trust Bond Loan Repayments Account within the Revenue Fund
established under this Bond Resolution, a sum or sums from moneys credited as Trust Bond Loan
Repayments equal to the amount required for the next immediate debt service payment date for the
Series 2015A-1 Bonds, and (ii) into the State Loan Repayments Account within the Revenue Fund
established under this Bond Resolution, all moneys credited as State Loan Repayments,
(b) Upon depositing the required amounts pursuant to paragraph (3)(a) above, into the
Administrative Fee Account in the Operating Expense Fund established under this Bond
Resolution, all moneys credited as Administrative Fee payments only then due to the Trust from
each Borrower pursuant to its respective Loan Agreement;
(c) (i) If, upon depositing the required amounts pursuant to paragraphs (3)(a) and (3)(b),
above, the amounts on deposit in the Trust Bond Loan Repayments Account within the
Revenue Fund, and on the date that is three (3) Business Days prior to the next immediate
debt service payment date for the Series 2015A-1 Bonds, are not sufficient to make all of
the payments due with respect to the Bonds on such date, then the Trustee shall transfer
immediately from the State Loan Repayments Account within the Revenue Fund to the
Trust Bond Loan Repayments Account within the Revenue Fund an amount equal to the
difference between the amount on deposit in the Trust Bond Loan Repayments Account
within the Revenue Fund and the amount required to make all of the payments due to the
next immediate debt service payment date for the Series 2015A-1 Bonds;
(ii) If, upon depositing the required amounts pursuant to paragraphs (3)(a) and (3)(b),
above and after giving effect to any transfers required by paragraph 3(c)(i) above, the
amounts on deposit in the Trust Bond Loan Repayments Account within the Revenue Fund
are sufficient to make all of the payments due with respect to the Bonds on such date, then
the Trustee shall transfer immediately to the Master Program Trustee for deposit in the
Master Program Trust Account from moneys on deposit in the State Loan Repayments
Account within the Revenue Fund and credited as State Loan Repayments only
corresponding to the next immediate debt service payment date for the Series 2015A-1
Bonds, for disbursement in accordance with the terms and conditions of the Master
Program Trust Agreement;
(d) Upon depositing and/or transferring the required amounts pursuant to paragraphs (3)(a),
(3)(b) and (3)(c), above, to the State all moneys credited as State Administrative Fee payments
only, if any, then due to the State from each Borrower pursuant to its respective State Loan
Agreement; and
(e) Upon depositing the required amounts pursuant to paragraphs (3)(a), (3)(b), (3)(c) and
(3)(d), above, into the applicable Account within the Revenue Fund all remaining moneys, if any,
credited as Loan Repayments, to be applied in satisfaction of the amounts next required to be
disbursed as provided under this paragraph (3) in the sequence and manner established pursuant to
this paragraph (3).
In making the deposits required by the provisions of this subsection (3), the Trustee shall rely
exclusively upon a Certificate of an Authorized Officer of the Trust, which Certificate shall be provided to
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the Trustee by the Trust simultaneously with the provision by the Trust to the Trustee of the Certificate
required by the provision of subsection (1) of this Section 5.04.
4.
If a payment of amounts due under a Loan Agreement or a State Loan Agreement is not
received on or before the required payment date, the Trustee shall notify the Borrower and, if applicable,
the trustee under the Borrower Bond Resolution (as such term is defined in the Loan Agreement) in writing
within five days after such payment date that the payment is past due. A copy of said notice shall be
provided at the same time to the Trust and the State. If a payment is not received from the Borrower within
ten days of the date when such payment is due, the Trustee shall promptly notify the Trust and the State in
writing.
5.
The Trustee shall promptly notify the Trust, the Borrower and, if applicable, the trustee
under the Borrower Bond Resolution in writing if the moneys received from the Borrower pursuant to
paragraph (2) of this Section 5.04 with respect to a particular payment date are insufficient to satisfy in full
the Trust Bond Loan Repayments and Administrative Fee payments then due under the Loan Agreement.
The Trustee shall promptly notify the State, the Borrower and, if applicable, the trustee under the Borrower
Bond Resolution in writing if the moneys received from the Borrower pursuant to paragraph (2) of this
Section 5.04 with respect to a particular payment date are insufficient to satisfy in full the State Loan
Repayments and State Administrative Fee payments then due under the State Loan Agreement. The
Trustee, pursuant to Section 5.07(2) of this Bond Resolution, shall also notify the Trust and the State that a
Trust Bond Loan Repayment deficiency cannot be satisfied from Loan Repayments deposited pursuant to
Section 5.04(3)(a) hereof.
6.
In connection with the obligation of the Trustee pursuant to subsections (4) and (5) of this
Section 5.04 to provide written notice to a trustee under a Borrower Bond Resolution, the Trust shall use
its best efforts to maintain on file with the Trustee a list of such trustees, with relevant address and contact
information included in such list. However, the failure of the Trust to provide such list to the Trustee shall
not relieve the Trustee of the obligation to provide the written notice to such a trustee pursuant to the
provisions of subsections (4) and (5) of this Section 5.04.
SECTION 5.05. Revenue Fund.
1.
On or prior to each Interest Payment Date, the Trustee shall transfer from amounts in the
SRF Account and the non-SRF Account of the Trust Bond Loan Repayments Account within the Revenue
Fund to the SRF Subaccount and the non-SRF Subaccount, as applicable, of the Interest Account in the
Debt Service Fund, the amount which, together with the amounts, if any, already on deposit in such
subaccounts of the Interest Account (other than Net Earnings on amounts that have been received in the
Interest Account since the immediately preceding Interest Payment Date) and the amounts, if any, on
deposit in the Capitalized Interest Account and designated for use on such Interest Payment Date pursuant
to this Bond Resolution or a Supplemental Resolution, is equal in the aggregate to the interest due and
payable on the Bonds on such Interest Payment Date.
2.
On or prior to September 1 of each year through and including final maturity of the Bonds,
the Trustee shall transfer from moneys on deposit in the SRF Account and the non-SRF Account of the
Trust Bond Loan Repayments Account within the Revenue Fund to the SRF Subaccount and the non-SRF
Subaccount, as applicable, of the Principal Account in the Debt Service Fund the amount which, together
with the amounts, if any, already on deposit in such subaccounts of the Principal Account (other than Net
Earnings on amounts that have been received in the Principal Account since the immediately preceding
Interest Payment Date), is equal in the aggregate to the principal, including Sinking Fund Installments, if
any, due and payable on the Bonds on such September 1.
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3.
On or prior to each redemption date, other than a Sinking Fund Installment due date, the
Trustee shall transfer from moneys on deposit in the SRF Account and the non-SRF Account of the Trust
Bond Loan Repayments Account within the Revenue Fund (i) to the SRF Subaccount and the non-SRF
Subaccount, as applicable, of the Redemption Account in the Debt Service Fund an amount equal in the
aggregate to the Redemption Price due and payable on all Bonds to be redeemed on such redemption date
and (ii) to the SRF Subaccount and the non-SRF Subaccount, as applicable, of the Interest Account in the
Debt Service Fund an amount equal in the aggregate to the interest accrued and not paid and to accrue on
such Bonds to such redemption date. Money received from a Borrower prior to March 1, 2025 that
represents a prepayment of its Loan as allowed under its respective Loan Agreement shall be held in the
accounts set forth in a Certificate of an Authorized Officer of the Trust prior to September 1, 2025, the first
optional redemption date.
4.
All Revenues representing repayments made pursuant to the second paragraph of Section
3.04 of any Loan Agreement for the replenishment of the Debt Service Reserve Fund shall be immediately
transferred by the Trustee for deposit to the SRF Account or the non-SRF Account, as applicable, of the
Debt Service Reserve Fund.
5.
The Trustee shall keep records and accounts with respect to the Revenue Fund. Such
records shall be in such format so that all amounts received by the Trustee from the Borrowers under the
Loan Agreements can be properly designated as interest or principal payments on the Loans, other than
amounts payable under the Loan Agreements or Net Earnings attributable to such amounts.
SECTION 5.06. Debt Service Fund.
1.
On each Interest Payment Date and each redemption date, the Trustee shall withdraw from
the Capitalized Interest Account, if so designated, and the Interest Account in the Debt Service Fund
amounts equal in the aggregate to the interest due on the Bonds on such Interest Payment Date or
redemption date, which moneys shall be paid by the Paying Agent in accordance with Section 3.01 hereof.
2.
On the maturity or Sinking Fund Installment due date of any Bonds, the Trustee shall make
available to the Paying Agent from moneys in the Principal Account in the Debt Service Fund an amount
equal to the principal or Redemption Price of the Bonds due on such date, which moneys shall be applied
by the Paying Agent to the payment of such principal or Redemption Price.
3.
On each redemption date, other than a Sinking Fund Installment due date, the Trustee shall
make available to the Paying Agent from moneys in the Redemption Account an amount equal to the
Redemption Price of the Bonds to be redeemed on such redemption date, which moneys shall be applied
by the Paying Agent to the payment of such Redemption Price.
SECTION 5.07. Debt Service Reserve Fund.
1.
Each Rating Agency that has been requested by the Trust to publish a rating for the Series
2015A-1 Bonds has determined that such Rating Agency shall assign to the Series 2015A-1 Bonds, upon
the issuance thereof, the highest rating assigned to any such debt instruments by such Rating Agency
notwithstanding the fact that the Debt Service Reserve Requirement with respect to the Series 2015A-1
Bonds is equal to $0.00. Therefore, in accordance with the last sentence of the definition of “Debt Service
Reserve Requirement” set forth in Section 1.01 of this Resolution, the Debt Service Reserve Requirement
with respect to the Series 2015A-1 Bonds pursuant to the terms of this Resolution shall be equal to $0.00
during the entire period during which the Series 2015A-1 Bonds remain Outstanding. To the extent any
moneys are on deposit in the Debt Service Reserve Fund, with respect to Refunding Bonds or otherwise,
such moneys shall be applied solely as provided in this Section.
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2.
Whenever a Borrower shall notify the Trust or the Trustee in writing, or whenever the
Trust or Trustee shall determine, that a Borrower is deficient in the payment of a Trust Bond Loan
Repayment and that such deficiency cannot be satisfied from other Loan Repayments, State Loan
Repayments or other amounts payable thereunder that have been transferred to the Revenue Fund or the
Debt Service Fund and that such deficiency cannot be satisfied from amounts payable by the Master
Program Trustee from amounts on deposit in the Master Program Trust Account (and all Subaccounts as
defined therein) in accordance with the terms of the Master Program Trust Agreement, the Trustee shall
transfer from the SRF Account or non-SRF Account, as applicable, of the Debt Service Reserve Fund on
the Interest Payment Date or maturity date or Sinking Fund Installment due date, as the case may be, the
amount of such deficiency to the appropriate account in the Debt Service Fund; provided, however, that the
Trustee may only transfer such amount which, when added to the difference between (i) all prior transfers
made from the Debt Service Reserve Fund as a result of deficient Trust Bond Loan Repayments by said
Borrower and (ii) all repayments made by, or on behalf of, the Borrower pursuant to the second paragraph
of Section 3.04 of the Applicable Loan Agreement, does not exceed said Borrower’s pro rata share of the
Debt Service Reserve Fund. A Borrower’s pro rata share of the Debt Service Reserve Fund shall be an
amount equal to the product of: (a) the Debt Service Reserve Requirement and (b) said Borrower’s
Allocable Share as set forth on Schedule I attached hereto.
3.
Whenever the Trustee is notified by the Trust that the amount, if any, in the Debt Service
Reserve Fund funded with Bond proceeds and allocable to any Reserve Capacity Borrower, together with
the amount in the Debt Service Fund allocable to any such Reserve Capacity Borrower, is sufficient to pay
in full all Outstanding Bonds allocable to any such Reserve Capacity Borrower in accordance with their
terms (including principal or applicable sinking fund Redemption Price and interest thereon), the Trustee
shall transfer such amount on deposit in the Debt Service Reserve Fund to the Debt Service Fund to be
applied as a credit to the final Trust Bond Loan Repayments of any such Reserve Capacity Borrower.
4.
After any transfer made pursuant to Section 5.07(3) herein and upon the cancellation of all
Series 2015A-1 Bonds and any Refunding Bonds in accordance with Section 3.08 hereof, the Trustee shall
transfer all amounts in the Debt Service Reserve Fund, if any, to the Trust for application by the Trust in
accordance with the Act and any other applicable law for any of the Trust’s corporate purposes allowed
thereby.
5.
(a)
Whenever any Reserve Capacity Borrower that is no longer paying the Interest
Portion payable by said Reserve Capacity Borrower from the Capitalized Interest Account of the Debt
Service Fund that is allocable to said Reserve Capacity Borrower, if applicable, has paid or prepaid its loan
in full (less only the portion of the Debt Service Reserve Fund that is funded with Bond proceeds allocable
to such Reserve Capacity Borrower) in accordance with all of the terms of its Loan Agreement (including,
without limitation, obtaining the Trust’s consent to any such prepayment, where applicable), the Trust shall
notify the Trustee (i) of the Trust’s consent to such prepayment, where applicable, and (ii) that the amount
in the Debt Service Reserve Fund funded with moneys other than Bond proceeds allocable to any such
Reserve Capacity Borrower shall be transferred to the Trust for any of its lawful corporate purposes
pursuant to the instructions of a Certificate of an Authorized Officer of the Trust. The portion of the Debt
Service Reserve Fund that is funded with Bond proceeds allocable to such Reserve Capacity Borrower shall
be transferred (i) to the Debt Service Fund for redemption or payment of the Bonds attributable to such
Borrower’s Loan or (ii) in accordance with a Certificate of an Authorized Officer of the Trust to effect the
defeasance of Bonds attributable to such Borrower’s Loan in accordance with Article XII hereof, in either
case to be applied (along with the Net Earnings thereon) as a credit to the final Trust Bond Loan Repayments
of such Reserve Capacity Borrower. Prior to any such transfer described herein, investments held in the
Debt Service Reserve Fund shall be liquidated to the extent necessary in order to provide for the transfer
described herein.
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(b)
Whenever any Borrower that is not a Reserve Capacity Borrower and that is no
longer paying the Interest Portion payable by said Borrower from the Capitalized Interest Account of the
Debt Service Fund that is allocable to said Borrower, if applicable, has paid or prepaid its loan in full in
accordance with all of the terms of its Loan Agreement (including, without limitation, obtaining the Trust’s
consent to any such prepayment, where applicable), the Trust shall notify the Trustee (i) of the Trust’s
consent to such prepayment, where applicable, and (ii) that the amount in the Debt Service Reserve Fund
allocable to any such Borrower shall be transferred to the Trust for any of its lawful corporate purposes
pursuant to the instructions of a Certificate of an Authorized Officer of the Trust. Prior to any such transfer
described herein, investments held in the Debt Service Reserve Fund shall be liquidated to the extent
necessary in order to provide for the transfer described herein.
6.
Whenever the Trustee determines that the amount of money in the Debt Service Reserve
Fund exceeds the Debt Service Reserve Requirement on September 1 on any valuation date, such excess
money shall be transferred to the Trust for application by the Trust in accordance with the Act and any
other applicable law for any of the Trust’s corporate purposes allowed thereby.
7.
Investment of the Debt Service Reserve Fund shall be valued every ten (10) years, at the
market value thereof, exclusive of accrued interest. Notwithstanding anything to the contrary in Section
5.10 hereof, if a decline in the market value of securities on deposit in the Debt Service Reserve Fund causes
the marked to market amount on deposit in the Debt Service Reserve Fund to be below the Debt Service
Reserve Requirement, such deficiency shall be restored by retaining all or a portion of each Borrower’s
Allocable Share of Net Earnings thereon until the Debt Service Reserve Requirement has been met. When
and to the extent market conditions change thereafter, any such retained Net Earnings (and not the corpus
of the Debt Service Reserve Fund) not needed to satisfy the Debt Service Reserve Requirement shall be
credited to the Trust Bond Loan Repayments of the Borrowers in accordance with their Allocable Share as
set forth in Section 5.10 hereof. Investments purchased with funds on deposit in the Debt Service Reserve
Fund shall have a term to maturity of not greater than ten (10) years.
SECTION 5.08. General Fund. On the first day of each Bond Year beginning September 1,
2015, the Trustee shall deposit in the SRF Account and non-SRF Account, as applicable, of the General
Fund all moneys then remaining in the Trust Bond Loan Repayments Account within the Revenue Fund
except for those moneys identified as credits under Section 5.10 hereof to be transferred to the Interest
Account on the second day of such Bond Year; provided, however, that (i) to the extent such date is a
valuation date, the moneys then on deposit in the Debt Service Reserve Fund shall be at least equal to the
Debt Service Reserve Requirement, (ii) all transfers from the Trust Bond Loan Repayments Account within
the Revenue Fund required pursuant to subsections (1), (2), (3) and (4) of Section 5.05 shall have been
made, and (iii) all funds required to be on deposit in the Revenue Fund pursuant to Section 5.05(2) are on
deposit in the Revenue Fund. Moneys on deposit in the General Fund that shall not be required to be
transferred to the Interest Account in the Debt Service Fund pursuant to Section 5.10 may be applied by the
Trust, upon written requisition from the Trust to the Trustee, in accordance with the Act and, in the case of
proceeds of the Series 2015A-1 Bonds, the Tax Certificate, for any of its corporate purposes. Such
requisition shall state that the Trust is requesting such moneys pursuant to the provisions of this Section
5.08.
SECTION 5.09. Moneys to Be Held in Trust. All moneys required to be deposited with or paid
to the Trustee or the Paying Agent for the account of any fund or account established under any provision
of this Bond Resolution for the Bonds in accordance with this Bond Resolution, other than the Project Loan
Account in the Project Fund, the Operating Expense Fund, and the Rebate Fund, shall be held by the Trustee
or the Paying Agent, as the case may be, in trust for the Holders of the Bonds and shall constitute part of
the Trust Estate while held by the Trustee or the Paying Agent; provided, however, that moneys deposited
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with or held by the Trustee or the Paying Agent for the redemption of Bonds on or after the redemption
date of such Bonds, or for the payment of the Redemption Price of or interest on Bonds on or after the date
on which such amounts shall have become due shall be held and applied solely for the redemption or
payment of the Redemption Price of or the payment of the interest on such Bonds.
SECTION 5.10. Investments.
1.
Generally. All moneys in any of the Funds and Accounts created under this Bond
Resolution, other than the Operating Expense Fund and the Accounts established therein, shall be invested
by the Trustee as directed by an Authorized Officer of the Trust in writing, subject to the further provisions
of this Section. The Trustee may conclusively rely upon such written direction of an Authorized Officer of
the Trust as to any and all investments. Moneys in the Operating Expense Fund shall be invested by the
Trust in accordance with the provisions of this Section.
Moneys in all Funds and Accounts created under this Bond Resolution shall be invested in
Investment Securities, the principal of and interest on which are payable not later than the dates on which
it is estimated that such moneys will be required hereunder, provided, however, that the Project Fund and
the Accounts established therein may be invested in the State of New Jersey Cash Management Fund or
other similar common trust fund for which the New Jersey State Treasurer is the custodian, in addition to
investment thereof in Investment Securities.
Investment Securities acquired as an investment of moneys in any Fund or Account created
under this Bond Resolution shall be credited to such Fund or Account. For the purpose of determining the
amount in any Fund or Account at any time in accordance with this Bond Resolution, all Investment
Securities credited to such Fund or Account shall be valued at the lesser of amortized cost (exclusive of
accrued interest) or fair market value.
The Trustee may act as principal or agent in the acquisition or disposition of any Investment
Securities, in a manner consistent with the procurement policies and procedures of the Trust. The Trustee
shall exercise its best efforts to sell at the best price obtainable, or present for redemption, any Investment
Securities to the credit of any Fund or Account created under this Bond Resolution, other than the Operating
Expense Fund, the Accounts established therein and the Rebate Fund, whenever it shall be necessary in
order to provide moneys to meet any required payment, transfer, withdrawal or disbursement from such
Fund or Account, and the Trustee shall not be liable for any loss resulting from such necessary sale so made
of such investments. In connection with any such acquisition or disposition of Investment Securities by the
Trustee, the Trustee shall provide a report to the Trust of the details of such transaction, including, without
limitation, the price at which each such Investment Security was purchased or sold, and any fees charged
by any party, including, without limitation, the Trustee, in connection with such transaction.
2.
Net Earnings on the Debt Service Reserve Fund During the Capitalized Interest
Period. Net Earnings from the investment of the Debt Service Reserve Fund during the capitalized interest
period (from September 1, 2015 and on each Interest Payment Date through and including March 1, 2017)
shall be applied as follows:
(a)
Borrowers that are Capitalizing Interest. Commencing September 1, 2015 and
on each Interest Payment Date thereafter through and including September 1, 2017, the Trustee shall
transfer the amounts of Net Earnings from the investment of moneys in the Debt Service Reserve Fund set
forth in Section 2.03(7)(a) of this Bond Resolution to the Capitalized Interest Account to be applied to the
payment of a portion of the interest due on the Series 2015A-1 Bonds on such Interest Payment Date.
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(b)
Borrowers that are not or are no Longer Capitalizing Interest. Commencing
September 1, 2015 and on each Interest Payment Date thereafter through and including September 1, 2017,
the Trustee shall transfer the balance of the Net Earnings from the investment of moneys in the SRF and
non-SRF portions of the Debt Service Reserve Fund respectively, to the SRF Subaccount and the non-SRF
Subaccount, as applicable, of the Interest Account in the Debt Service Fund and apply such amounts as
credits against the Interest Portion of the Trust Bond Loan Repayment due on any such immediately
succeeding Interest Payment Date from those Borrowers (being the Borrowers that are not or are no longer
capitalizing interest during the capitalized interest period) in the percentages applicable to the Borrowers
set forth on Schedule II-A (for SRF Borrowers) and Schedule II-B (for non-SRF Borrowers) attached
hereto; provided, however, that (i) the amount to be applied as a credit for each SRF Borrower as determined
in the preceding clause of this sentence shall not exceed the product of the amount of such balance of Net
Earnings and a fraction, the numerator of which shall equal the product of the amount of said Borrower’s
Allocable Share of the Debt Service Reserve Fund (as determined pursuant to Schedule II-A) times the
Debt Service Reserve Requirement attributable to all SRF Borrowers, less all transfers made by the Trustee
in accordance with the provisions of Section 5.07 as of the last day of such Bond Year attributable to such
Borrower, and the denominator of which shall equal the Debt Service Reserve Requirement attributable to
all SRF Borrowers, less the aggregate amount of all transfers from the Debt Service Reserve Fund on behalf
of all such Borrowers which have not been repaid as of the last day of such Bond Year; (ii) the amount to
be applied as a credit for each non-SRF Borrower as determined above shall not exceed the product of the
amount of such balance of Net Earnings and a fraction, the numerator of which shall equal the product of
the amount of said Borrower’s Allocable Share of the Debt Service Reserve Fund (as determined pursuant
to Schedule II-B) times the Debt Service Reserve Requirement attributable to all non-SRF Borrowers, less
all transfers made by the Trustee in accordance with the provisions of Section 5.07 as of the last day of such
Bond Year attributable to such Borrower, and the denominator of which shall equal the Debt Service
Reserve Requirement attributable to all non-SRF Borrowers, less the aggregate amount of all transfers from
the Debt Service Reserve Fund on behalf of all such Borrowers which have not been repaid as of the last
day of such Bond Year; and (iii) if on any valuation date the amount on deposit in the Debt Service Reserve
Fund is less than the Debt Service Reserve Requirement other than as a result of any transfer required under
Section 5.07 (to the extent applicable during the capitalized interest period), the Net Earnings on amounts
on deposit in the Debt Service Reserve Fund shall be credited to and retained in the Debt Service Reserve
Fund until the amount on deposit therein equals the Debt Service Reserve Requirement. The Trustee,
simultaneously with each such transfer, shall notify the Trust in writing of all such Net Earnings so
transferred. Such writings shall set forth the Net Earnings for each such fund or account created hereunder.
3.
Net Earnings on all Funds and Accounts Other than the Funds and Accounts not
Subject to Transfer and Credit and Other than the Debt Service Reserve Fund During the
Capitalized Interest Period. Except as provided in the immediately preceding paragraph regarding the
transfer of Net Earnings from the Debt Service Reserve Fund during the capitalized interest period, (i) all
Net Earnings received in the first Bond Year and through September 1, 2043 from investment of moneys
in any fund or account created hereunder, other than the Operating Expense Fund, the Rebate Fund, the
Project Fund and the respective accounts established therein and the Capitalized Interest Account in the
Debt Service Fund, shall be deposited or retained in the SRF Subaccount and non-SRF Subaccount as
applicable, of the Interest Account in the Debt Service Fund on September 2, 2015; (ii) all Net Earnings
received from September 2 through and including March 1 in any Bond Year thereafter from the investment
of moneys in any fund or account created under this Bond Resolution, other than the funds and accounts
excepted in (i) above, shall be deposited or retained in the SRF Subaccount and non-SRF Subaccount as
applicable, of the Interest Account in the Debt Service Fund on March 2 of any such Bond Year; and (iii)
all Net Earnings received from March 2 through and including August 31 in any Bond Year thereafter and
through September 1 of the next succeeding Bond Year from the investment of moneys in any fund or
account created under this Bond Resolution, other than the funds and accounts excepted in (i) and (ii) above,
shall be deposited or retained in the SRF Subaccount and non-SRF Subaccount as applicable, of the Interest
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Account in the Debt Service Fund on September 2 of any such next succeeding Bond Year.
Notwithstanding the foregoing, to the extent on any valuation date the amount on deposit in the Debt Service
Reserve Fund is less than the Debt Service Reserve Requirement other than as a result of any transfer
required under Section 5.07, the Net Earnings on amounts on deposit in the Debt Service Reserve Fund
shall be credited to and retained in the Debt Service Reserve Fund until the amount on deposit therein equals
the Debt Service Reserve Requirement.
4.
Specific Borrower Credits. The Trustee, simultaneously with each transfer contemplated
by Section 5.10(2) and (3) hereof, shall notify the Trust in writing of all such Net Earnings so transferred.
Such writings shall set forth the Net Earnings for each such fund or account created hereunder. The Trust
will credit the Interest Portion of the immediately succeeding Trust Bond Loan Repayment due from a
Borrower, and to the extent moneys are available therefor, the principal portion of such Trust Bond Loan
Repayments, if any, with the Net Earnings allocable to said Borrower and notify the Borrower and the
Trustee of such credit. The Net Earnings allocable to a Borrower shall be the sum of: (a) said Borrower’s
pro rata share of the Net Earnings derived in accordance with Section 5.10(3) hereof from the SRF or nonSRF Subaccounts or Accounts, as applicable, of the Interest Account, the Principal Account and the
Redemption Account in the Debt Service Fund, the General Fund and the Revenue Fund (i.e., all funds and
accounts created hereunder other than (i) those funds and accounts listed in Section 5.05 hereof, the Net
Earnings on which accounts are not subject to transfer and credit in favor of Borrower Trust Bond Loan
Repayments and (ii) the Debt Service Reserve Fund, the Net Earnings on which are subject to transfer and
credit during the capitalized interest period in accordance with Sections 5.10(2) and (4)(b) during the
capitalized interest period and Sections 5.10(3), 4(c) and 4(d) for all other periods) in any Bond Year
commencing on or after September 1, 2015, which pro rata share shall be equal to the product of: (i) such
Net Earnings so derived from the SRF or non-SRF accounts of such funds or accounts, as applicable and
(ii) said Borrower’s Allocable Share (as determined pursuant to Schedule I-A attached hereto); (b) during
the period from the issuance of the Series 2015A-1 Bonds through and including March 1, 2017 (the
capitalized interest period), said Borrower’s Net Earnings derived from the SRF or non-SRF Account, as
applicable of the Debt Service Reserve Fund as set forth in Section 5.10(2) (a) (for Borrowers that are
capitalizing interest) and 5.10(2)(b) for Borrowers that are not or are no longer capitalizing interest hereof;
(c) after the capitalized interest period for SRF Borrowers, said Borrower’s pro rata share of the Net
Earnings derived from the SRF Account of the Debt Service Reserve Fund in any Bond Year, which pro
rata share shall be equal to the product of (i) such Net Earnings and (ii) a fraction, the numerator of which
shall equal the product of the amount of said Borrower’s Allocable Share of the Debt Service Reserve Fund
(as determined pursuant to Schedule I-A attached hereto) times the Debt Service Reserve Requirement
attributable to all SRF Borrowers, less all transfers made by the Trustee in accordance with the provisions
of Section 5.07 as the last day of such Bond Year attributable to such Borrower, and the denominator of
which shall equal the Debt Service Reserve Requirement attributable to all SRF Borrowers less the
aggregate amount of all transfers from the Debt Service Reserve Fund on behalf of all such SRF Borrowers
which have not been repaid as of the last day of such Bond Year; and (d) after the capitalized interest period
for non-SRF Borrowers, said Borrower’s pro rata share of the Net Earnings derived from the non-SRF
Account of the Debt Service Reserve Fund in any Bond Year, which pro rata share shall be equal to the
product of (i) such Net Earnings and (ii) a fraction, the numerator of which shall equal the product of the
amount of said Borrower’s Allocable Share of the Debt Service Reserve Fund (as determined pursuant to
Schedule I-A attached hereto) times the Debt Service Reserve Requirement attributable to all non-SRF
Borrowers, less all transfers made by the Trustee in accordance with the provisions of Section 5.07 as of
the last day of such Bond Year attributable to such Borrower, and the denominator of which shall equal the
Debt Service Reserve Requirement attributable to all non-SRF Borrowers less the aggregate amount of all
transfers from the Debt Service Reserve Fund on behalf of all such non-SRF Borrowers which have not
been repaid as of the last day of such Bond Year. Provided, however (with respect to (c) and (d) above),
that (i) during any valuation date in which the amount on deposit in the Debt Service Reserve Fund is less
than the Debt Service Reserve Requirement other than as a result of any transfer required under Section
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5.07, the Net Earnings on amounts on deposit in the Debt Service Reserve Fund shall be credited to and
retained in the Debt Service Reserve Fund until the amount on deposit therein equals the Debt Service
Reserve Requirement; and (ii) to the extent that the aggregate Net Earnings in all Funds and Accounts
allocable to any individual Borrower on any Interest Payment Date, as calculated pursuant to this paragraph,
are less than the lesser of (I) one-twelfth (1/12) of the Trust Bond Loan Repayments due from such
Borrower during the immediately preceding Bond Year and (II) $1,000, such Net Earnings shall be retained
in the Debt Service Fund unless directed by an Authorized Officer of the Trust to be credited to the Trust
Bond Loan Repayment of such Borrower in accordance with this paragraph.
5.
Earnings on Funds and Accounts Not Subject to Transfer and Credit. All Net
Earnings from the investment of moneys in the Project Loan Accounts, the Capitalized Interest Account,
the Rebate Fund, the Revenue Fund and the Operating Expense Fund shall be retained in and treated as part
of such fund or accounts and applied in accordance with the Sections of this Bond Resolution governing
such funds or accounts.
6.
Rebate Fund. The Trust may withdraw and utilize earnings in any fund or account other
than the Interest Account and the Principal Account in the Debt Service Fund to pay into the Rebate Fund
held by the Trust any amounts desired by the Trust or required pursuant to the Code to be set aside for
rebate or to satisfy a yield restriction requirement to the Internal Revenue Service, as outlined in the Tax
Certificate or any letter of instructions referred to in Section 8.06(2) hereof; provided, however, that to the
extent any such moneys and investment earnings thereon on deposit in the Rebate Fund shall not be needed
for such purposes at the times so outlined, all or a portion of such moneys may be transferred by the Trustee
to the General Fund upon the Trustee’s receipt of written instructions from the Trust to such effect. The
Trust shall submit to the Trustee a certificate specifying the funds or accounts and the amount of earnings
to be withdrawn for such purposes, and the Trustee shall be entitled to rely on each such certificate in
making payments to the Trust.
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ARTICLE VI
LOANS
SECTION 6.01. Terms and Conditions of Loans. The Trust shall make Loans to Borrowers for
the purpose of paying a portion of the Costs of the Borrowers’ Projects from moneys available therefor in
the applicable Project Loan Accounts in the Project Fund, and shall enter into Loan Agreements, in the
manner, on the terms and conditions and upon submission of the documents required by this Article VI,
and not otherwise.
SECTION 6.02. Form of Loan Agreement. The Loan Agreements shall be substantially in the
form of Exhibit A, Exhibit B or Exhibit C hereto, as applicable, with such changes therein as shall be
approved by the Trust, as evidenced by the execution thereof by an Authorized Officer of the Trust;
provided, however, that the Loans and the Loan Agreements shall in any event conform in all material
respects to the provisions of this Article VI.
SECTION 6.03. Restrictions on Loans. No Loan may be made to reimburse a Borrower for all
or a portion of the Cost of a Borrower’s Project, or to refinance indebtedness or reimburse the Borrower for
the repayment of indebtedness previously incurred by such Borrower to finance all or a portion of the Cost
of such Borrower’s Project, unless the Borrower shall deliver to the Trust and the Trustee an opinion of
Bond Counsel approved by the Trust, in form and substance satisfactory to the Trust, to the effect that such
reimbursement or refinancing will not adversely affect the exclusion from gross income for federal income
tax purposes of interest paid on the Bonds.
SECTION 6.04. Loan Closing Submissions. Prior to or at each Loan Closing of a Loan, the
Trust and the Trustee shall have received the following documents from the Borrower receiving the Loan,
failing the receipt of all of which a Borrower shall not be considered a Borrower for purposes of this Bond
Resolution:
(a)
an opinion or opinions of the Borrower’s Counsel substantially in the form set forth
in Exhibit E to the form of Loan Agreement; provided, however, that the Trust may permit variances in
such opinion from the form or substance of such Exhibit E, if such variances are not to the material
detriment of the interests of the Bondholders;
(b)
counterparts of the Loan Agreement executed by the parties thereto designating,
among other things, SRF or non-SRF status and any other relevant term contemplated by Section 1.03
hereof;
(c)
the bond evidencing the payment obligations of the Borrower under such Loan
Agreement, duly executed, authenticated and delivered by such Borrower and endorsed by the Trust to the
Trustee;
(d)
the opinion required by Section 6.03 hereof, if applicable;
(e)
copies of the resolutions or ordinances of the governing body of the Borrower
authorizing the execution and delivery of such Loan Agreement and bond, certified by an Authorized
Officer of the Borrower;
(f)
an opinion of Counsel to the Trust that the Borrower’s Project constitutes a
“Project” within the meaning of the Act and that the financing thereof by the Trust is permissible under the
Act and Section 6.01 of this Resolution; and
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(g)
Trustee may require.
such other certificates, documents, opinions and information as the Trust or the
All opinions and certificates required under this Section shall be dated the date of the Loan Closing
and all such opinions shall be addressed, at a minimum, to the Trust and the Trustee.
SECTION 6.05. Trust Bond Loan Repayments. With respect to the Loans made from the
proceeds of any Series of Bonds, the Trust shall establish Trust Bond Loan Repayments under the
Applicable Loan Agreements in such amounts which, together with any amounts available and required to
be treated as credits under this Bond Resolution, shall be sufficient to pay the principal of, prepayment
premium, if any, and interest on such Series of Bonds as the same become due and payable.
SECTION 6.06. Continuing Disclosure. Prior to each Loan Closing of a Loan, the Trust,
pursuant to the sole discretion of an Authorized Officer of the Trust, in consultation with Bond Counsel,
general counsel and other appropriate advisors to the Trust, shall determine if any Borrower is a material
“obligated person” within the meaning and for the purposes of Rule 15c2-12 promulgated by the Securities
and Exchange Commission (the “SEC”) pursuant to the Securities Exchange Act of 1934, as amended or
supplemented, including any successor regulation or statute thereto (“Rule 15c2-12”), based upon the
following criteria hereby established as the means of satisfying the meaning and purposes of Rule 15c2-12:
Borrowers shall be considered to be material “obligated persons” if their remaining Fund Loan (unless
defined in this Section 6.06, capitalized terms not defined in this Bond Resolution and used in this Section
6.06 shall have the respective meanings ascribed to such terms in the Master Program Trust Agreement)
repayments in all Coverage Providing Financing Programs, when aggregated with such Borrower’s Trust
Loan repayments, if any, in respect of the Bonds, exceed ten percent (10%) of the sum of (i) the aggregate
of all remaining Fund Loan repayments from all Borrowers in all Coverage Providing Financing Programs
and (ii) the aggregate of all remaining Trust Loan repayments from all Borrowers.
To the extent any Borrowers that have been determined to be material “obligated persons” within
the meaning and for the purposes of Rule 15c2-12 have entered into Service Agreements with Underlying
Government Units and if any such Underlying Government Units have entered into Service Agreements
with Indirect Underlying Government Units (as such terms are defined in the Loan Agreements) whereby
annual charges or indirect annual charges, as the case may be, materially secure the Trust Bond Loan
Repayments of any such Borrowers, any such Underlying Government Unit and Indirect Underlying
Government Unit shall also be considered material “obligated persons” within the meaning and for the
purposes of Rule 15c2-12.
Any Borrower determined to be a material “obligated person” based upon the criteria set forth
herein shall be required to enter into a Continuing Disclosure Agreement, with a term as specified therein,
by and among such Borrower, the Trust and the Trustee, substantially in the form attached hereto as Exhibit
H to Exhibit A and Exhibit B, with such changes therein as shall be approved by the Trust, as evidenced by
the execution thereof by an Authorized Officer of the Trust.
The Trust hereby determines that it is not an “obligated person”. Nevertheless, the Trust hereby
covenants to provide notice of Bond Disclosure Events (as defined in the Continuing Disclosure
Agreement), if material, with respect to the Series 2015A-1 Bonds to each Nationally Recognized
Municipal Securities Information Repository recognized by the SEC or to the Municipal Securities
Rulemaking Board and the State Information Depository, if any, recognized by the SEC.
The Trust hereby determines that the Series 2015A-1 Financing Program relating to the Series
2015A-1 Bonds is an “obligated person”, and shall be required to enter into a Continuing Disclosure
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Agreement, with a term as specified therein, by and among the Trust, the Trustee and the Master Program
Trustee, substantially in the form attached hereto as Exhibit E, with such changes therein as shall be
approved by the Trust, as evidenced by the execution thereof by an Authorized Officer of the Trust.
Notwithstanding any provision to the contrary in Article XI hereof, the Trust may amend or
supplement this Section 6.06 to comply with any amendment, supplement, modification, termination or
other change to Rule 15c2-12.
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ARTICLE VII
ADDITIONAL PROVISIONS RELATING TO LOANS
SECTION 7.01. Reserved.
SECTION 7.02. Defaults. The Trustee shall notify the Trust of its failure to receive any Trust
Bond Loan Repayment, if any, of a Borrower due under any Loan Agreement and of any other event of
default under such Loan Agreement known to the Trustee.
The Trustee shall diligently enforce, and take all reasonable steps, actions and proceedings
necessary for the enforcement of, all terms and conditions of all Loan Agreements, including (without
limitation) the prompt payment of all Trust Bond Loan Repayments and all other amounts due the Trust,
and the observance and performance of all duties, covenants, obligations and agreements, thereunder;
provided, however, that the Trustee shall not accelerate the payment of amounts due under any Loan
Agreement following any event of default thereunder (other than any event of default which shall
automatically accelerate such payment under the Loan Agreements), unless the Trustee shall have given
the Trust thirty (30) days’ written notice of the occurrence of such event of default and shall have afforded
the Trust the opportunity to cause such event of default to be cured during the 30-day period following
receipt by the Trust of such notice.
The Trustee shall not release the duties, covenants, obligations or agreements of any Borrower
under any Loan Agreement and shall at all times, to the extent permitted by law, defend, enforce, preserve
and protect the rights and privileges of the Trust and the Holders under or with respect to each Loan
Agreement; provided, however, that this provision shall not be construed to prevent the Trustee (with the
written consent of the Trust) from settling a default under any Loan Agreement on such terms as the Trustee
shall determine to be in the best interests of the Trust and the Holders. The Trust hereby appoints the
Trustee its agent and attorney-in-fact for purposes of enforcing all rights, title and interests of the Trust
under the Loan Agreements, except for the enforcement of all rights, title and interests of the Trust relating
to the payment by the Borrower of the Administrative Fee and otherwise, subject to the provisions of this
Section.
SECTION 7.03. Termination of Loan Agreements. Upon the payment in full of all amounts
due under a Loan Agreement, the Trust shall cancel the obligation of the Borrower evidenced by such Loan
Agreement and terminate and release all security interests and liens created under such Loan Agreement
and the Trust and the Trustee shall take any other action required of the Trust or the Trustee in such Loan
Agreement in connection with such cancellation, termination and release, including (without limitation) the
execution of all relevant documents in connection with such actions.
SECTION 7.04. Loan Files. After each Loan Closing, the Trustee shall retain all the documents
received by it pursuant to Article VI hereof in connection with such Loan Closing or in connection with the
Loan made at such Loan Closing in a file pertaining to such Loan, to which file the Trustee shall from time
to time add (i) all records and other documents pertaining to disbursements of amounts to the Borrower
under the Loan Agreement and to Loan Repayments and other amounts received by the Trustee under such
Loan Agreement and (ii) all communications from or received by the Trustee with respect to such Loan.
Such file shall be kept at the Principal Office of the Trustee and shall be available for inspection by the
Trust and its agents at reasonable times and under reasonable circumstances.
SECTION 7.05. Trustee’s Obligations. The Trustee shall observe and perform all duties,
covenants, obligations and agreements of the Trust under each Loan Agreement to the extent specified
herein.
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ARTICLE VIII
GENERAL COVENANTS
SECTION 8.01. Payment of Bonds. The Trust shall pay or cause to be paid the principal or
Redemption Price of and interest on every Bond of each Series on the date, at the place and in the manner
provided herein, in the Applicable Supplemental Resolution and in such Bonds, according to the true intent
and meaning thereof; provided, however, that the Bonds of each Series are special obligations of the Trust,
the principal or Redemption Price of and interest on which are payable by the Trust solely from the Trust
Estate.
The Bonds of each Series shall not be payable from the general funds of the Trust and shall not
constitute a legal or equitable pledge of, or lien or encumbrance upon, any of the assets or property of the
Trust or upon any of its income, receipts or revenues, except as provided in this Bond Resolution. The full
faith and credit of the Trust are not pledged, either expressly or by implication, to the payment of the Bonds.
The Trust has no taxing power and has no claim on any revenues or receipts of the State of New Jersey or
any agency or political subdivision thereof or any Borrower except as expressly provided in a Borrower’s
Loan Agreement.
SECTION 8.02. Observance and Performance of Duties, Covenants, Obligations and
Agreements; Representations as to Authorization and Validity of Bonds. The Trust shall faithfully
observe and perform at all times all of its duties, covenants, obligations and agreements contained in the
Loan Agreements or in any Bond executed, authenticated and delivered under this Bond Resolution and
any Supplemental Resolution or in any proceedings of the Trust pertaining thereto.
The Trust represents and covenants that: (i) it is duly authorized under the Constitution and laws
of the State of New Jersey, particularly the Act, to issue the Bonds of each Series, to enter into the Loan
Agreements and the Master Program Trust Agreement and to pledge the Trust Estate in the manner and to
the extent set forth in this Bond Resolution and as shall be set forth in any Supplemental Resolution; (ii) all
action on its part for the issuance of the Bonds of each Series will be duly and effectively taken; and (iii)
the Bonds of each Series in the hands of the Holders thereof will be valid and binding special obligations
of the Trust enforceable according to their terms.
SECTION 8.03. Liens, Encumbrances and Charges. The Trust shall not create or cause to be
created and shall not suffer to exist, any lien, encumbrance or charge upon the Trust Estate except the
pledge, lien and charge created for the security of Holders of the Bonds. To the extent Revenues are
received, the Trust will cause to be discharged, or will make adequate provision to satisfy and discharge,
within sixty (60) days after the same shall accrue, all lawful claims and demands that if unpaid might by
law become a lien upon the Trust Estate; provided, however, that nothing contained in this Section shall
require the Trust to pay or cause to be discharged, or make provision for, any such lien, encumbrance or
charge so long as the validity thereof shall be contested in good faith and by appropriate legal proceedings.
So long as Bonds of any Series shall be Outstanding, the Trust shall not issue any bonds, notes or
other evidences of indebtedness, other than such Bonds, secured by any pledge of or other lien or charge
on the Trust Estate. Notwithstanding the foregoing, the Trust may issue future series of bonds, notes or
other evidences of indebtedness that have an interest in the Master Program Trust Account to the extent set
forth in the Master Program Trust Agreement. Nothing in this Bond Resolution is intended to or shall affect
the right of the Trust to issue bonds, notes and other obligations under other resolutions or indentures for
any of its other purposes.
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SECTION 8.04. Accounts and Audits. The Trust shall keep, or cause to be kept, proper books
of records and accounts (separate from all other records and accounts) in which complete and correct entries
shall be made of its transactions relating to the Loans, this Bond Resolution and any Supplemental
Resolution, which books and accounts (at reasonable hours and subject to the reasonable rules and
regulations of the Trust) shall be subject to the inspection of the Trustee and any Holder of any Bonds or
their agents or representatives duly authorized in writing. The Trust shall cause such books and accounts
to be audited annually by a nationally recognized independent certified public accountant selected by the
Trust. Annually, not later than December 1 of each year with respect to the fiscal year of the Trust ended
on the immediately preceding June 30, a signed copy of such report shall be furnished by the Trust to the
Trustee. Such report shall include at least: (i) a statement of all funds and accounts (including investments
thereof) held by the Trustee pursuant to the provisions of this Bond Resolution; (ii) a statement of the
Revenues, Administrative Fees and State Administrative Fees collected in connection with this Bond
Resolution; (iii) a statement whether the balance in the Debt Service Reserve Fund meets the Debt Service
Reserve Requirement established under this Bond Resolution; and (iv) a statement that, in making such
audit, no knowledge of any default in the fulfillment of any of the terms, covenants or provisions of this
Bond Resolution was obtained, or if knowledge of any such default was obtained, a statement thereof.
SECTION 8.05. Further Assurances. The Trust will pass, make, do, execute, acknowledge and
deliver any and all such further resolutions, indentures, actions, instruments and assurances as may be
reasonably necessary or proper to carry out the intention or to facilitate the performance of this Bond
Resolution and for the better assuring and confirming unto the Holders of Bonds the rights and benefits
provided in this Bond Resolution, including exercising its State aid intercept powers pursuant to the Act.
SECTION 8.06. Tax Rebate.
1.
In connection with the issuance of any Series of Bonds an Authorized Officer of the Trust
is authorized to execute on behalf of the Trust a Certificate as to arbitrage (including the Tax Certificate),
a letter of instructions as to certain requirements of the Code, or any similar documents relating to the
characterization of such Series of Bonds as not being “arbitrage bonds” within the meaning of Sections
103(a)(2) and 148 of the Code.
2.
Any amounts required to be set aside for rebate or to satisfy a yield restriction requirement
to the Internal Revenue Service pursuant to any letter of instructions or certificate as to arbitrage shall be
considered a loss for purposes of determining “Net Earnings” pursuant to Section 5.10 hereof.
SECTION 8.07. Application of Loan Prepayments. Upon the prepayment, in whole or in part,
of any Loan, the Trust shall elect to apply such prepayment proceeds either (i) to the redemption of Bonds
on the next succeeding call date in accordance with Article IV, or (ii) to the payment of Bonds in accordance
with Section 12.01. The Trust may only consent to Loan prepayments pursuant to the Loan Agreements if
it simultaneously delivers to the Trustee (i) a certificate of an independent public accountant demonstrating
that the aggregate Trust Bond Loan Repayments due pursuant to the Loan Agreements after such
prepayment shall be sufficient to pay when due the principal of and interest on all Bonds outstanding after
giving effect to the Trust’s election required in the immediately preceding sentence, and (ii) irrevocable
instructions to effectuate such election regarding the application of prepayment proceeds. The Trust shall
give notice to Fitch Ratings, Standard & Poor’s Corporation and Moody’s Investors Service, Inc. of any
such Loan prepayments and its application of the proceeds thereof. The posting of any such notice to the
Electronic Municipal Market Access system of the Municipal Securities Rulemaking Board shall constitute
notes to Standard & Poor’s Corporation and Moody’s Investors Service, Inc. for purposes of this paragraph.
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ARTICLE IX
DEFAULT PROVISIONS AND REMEDIES
OF TRUSTEE AND BONDHOLDERS
SECTION 9.01. Defaults; Events of Default. If any of the following events occurs, it is hereby
defined as and declared to be and to constitute an “Event of Default” for the Bonds of all Series then
Outstanding:
(a)
default in the due and punctual payment of any interest on any Bond; or
(b)
default in the due and punctual payment of the principal or Redemption Price of
any Bond whether at the stated maturity thereof or on any date fixed for the redemption of such Bond; or
(c)
if (i) the Trust shall be adjudicated a bankrupt or become subject to an order for
relief under federal bankruptcy law, (ii) the Trust shall institute a proceeding seeking an order for relief
under federal bankruptcy law or seeking to be adjudicated a bankrupt or insolvent, or seeking dissolution,
winding up, liquidation, reorganization, arrangement, adjustment or composition of it or all of its debts
under New Jersey bankruptcy or insolvency law, (iii) with the consent of the Trust, there shall be appointed
a receiver, liquidator or similar official for the Trust under federal bankruptcy law or under New Jersey
bankruptcy or insolvency law, or (iv) without the application, approval or consent of the Trust, a receiver,
trustee, liquidator or similar official shall be appointed for the Trust under federal bankruptcy law or under
New Jersey bankruptcy or insolvency law, or a proceeding described in clause (ii) above shall be instituted
against the Trust and such appointment continues undischarged or such proceeding continues undismissed
or unstayed for a period of sixty (60) consecutive days; or
(d)
if (i) the Trust shall make an assignment for the benefit of creditors, (ii) the Trust
shall apply for or seek the appointment of a receiver, custodian, trustee, examiner, liquidator or similar
official for it or any substantial part of its property, (iii) the Trust shall fail to file an answer or other pleading
denying the material allegations of any proceeding filed against it described under clause (ii) of paragraph
(c) of this Section, (iv) the Trust shall take any action to authorize or effect any of the actions set forth in
paragraph (c) or (d) of this Section, (v) the Trust shall fail to contest in good faith any appointment or
proceeding described in paragraph (c) or (d) of this Section or (vi) without the application, or approval or
consent of the Trust, a receiver, trustee, examiner, liquidator or similar official shall be appointed for any
substantial part of the Trust’s property and such appointment shall continue undischarged or such
proceedings shall continue undismissed or unstayed for a period of thirty (30) consecutive days; or
(e)
the Trust shall default in the performance or observance of any other of the duties,
covenants, obligations, agreements or conditions on the part of the Trust to be performed or observed under
this Bond Resolution or the Bonds of each Series, which default shall continue for thirty (30) days after
written notice specifying such default and requiring the same to be remedied shall be given to the Trust by
the Trustee or the Bondholders in accordance with Section 9.10 hereof.
SECTION 9.02. Acceleration of Bonds; Remedies. If an Event of Default described in Section
9.01 shall occur for any Series of Bonds, the Trustee may, and at the written request of the Holders of a
majority in aggregate principal amount of the Outstanding Bonds shall, by telephonic notice to the Trust
(promptly confirmed in writing) declare the principal of all Bonds then Outstanding to be due and payable;
provided, however, that before making such declaration, the Trustee shall give thirty (30) days’ notice to
the Trust. Upon any such declaration, the Trustee shall forthwith give notice thereof to the Borrowers and
the Paying Agents.
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At any time after the principal of the Bonds shall have been so declared to be due and payable and
before the entry of final judgment or decree in any suit, action or proceeding instituted on account of such
Event of Default, or before the completion of the enforcement of any other remedy under this Bond
Resolution, the Trustee, by written notice to the Trust, may annul such declaration and its consequences if:
(i) moneys shall have accumulated in the Interest Account and the Principal Account in the Debt Service
Fund sufficient to pay all arrears of interest, if any, upon all of the Outstanding Bonds (except the interest
accrued on such Bonds since the last Interest Payment Date) and the principal then due on all Bonds (except
the principal on any such Bonds due solely as a result of any such declaration of acceleration); (ii) moneys
shall have accumulated and be available sufficient to pay the charges, compensation, expenses,
disbursements, advances and liabilities of the Trustee; and (iii) every other default known to the Trustee in
the observance or performance of any duty, covenant, obligation, condition or agreement contained in the
Bonds or in this Bond Resolution, shall have been remedied to the satisfaction of the Trustee; provided,
however, that such declaration may be annulled only with the written consent of the Holders of a majority
in aggregate principal amount of the Bonds Outstanding and not then due by their terms. No such
annulment shall extend to or affect any subsequent default or impair any right consequent thereon.
Upon the occurrence of an Event of Default, the Trustee shall also have the following rights and
remedies:
(a)
the Trustee shall, at the direction of the Holders of a majority in aggregate principal
amount of the Outstanding Bonds, and upon being indemnified to its reasonable satisfaction, pursue any
available remedy at law or in equity or by statute to enforce the payment of the principal of and interest on
the Bonds then Outstanding, including (without limitation) the right (to the extent legally enforceable) to,
by written notice to the Trust, declare the principal of the bonds then outstanding to be due and payable of
any Borrower whose actions have directly or indirectly caused any such Event of Default and including the
enforcement of any other rights of the Trust or the Trustee under the Loan Agreements;
(b)
the Trustee by action or suit in equity may require the Trust to account as if it were
the trustee of an express trust for the Holders of Bonds and may take such action with respect to the Loan
Agreements as the Trustee deems necessary or appropriate and in the best interest of the Holders of Bonds,
subject to the terms of such Loan Agreements; and
(c)
upon the filing of a suit or other commencement of judicial proceedings to enforce
any rights of the Trustee and of the Holders of Bonds under this Bond Resolution, the Trustee will be
entitled as a matter of right to the appointment of a receiver or receivers of the Trust Estate and the issues,
earnings, income, products and profits thereof, pending such proceedings, with such powers as the court
making such appointment shall confer.
If an Event of Default shall have occurred with respect to any Bonds, and if requested so to do by
the Holders of a majority in principal amount of the Bonds then Outstanding, and upon being indemnified
to its reasonable satisfaction therefor, the Trustee shall be obligated to exercise such one or more of the
rights, remedies and powers conferred by this Section as the Trustee shall deem most expedient in the
interests of the Holders of Bonds.
No right or remedy by the terms of this Bond Resolution conferred upon or reserved to the Trustee
(or to the Holders of Bonds) is intended to be exclusive of any other right or remedy, but each and every
such right or remedy shall be cumulative and shall be in addition to any other right or remedy given to
Trustee or to such Holders hereunder or now or hereafter existing at law or in equity or by statute other than
pursuant to the Act. The assertion or employment of any right or remedy shall not prevent the concurrent
or subsequent assertion or employment of any other right or remedy.
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No delay or omission to exercise any right or remedy accruing upon any Event of Default shall
impair any such right or remedy or shall be construed to be a waiver of any such Event of Default or
acquiescence therein, and every such right or remedy may be exercised from time to time and as often as
may be deemed expedient.
No waiver of any Event of Default hereunder, whether by the Trustee or by the Holders of any
Bonds in default, shall extend to or shall affect any subsequent Event of Default or shall impair any rights
or remedies consequent thereon.
SECTION 9.03. Right of Holders of a Series of Bonds to Direct Proceedings. Anything in this
Bond Resolution to the contrary notwithstanding, but subject to Section 9.07 hereof, the Holders of a
majority in aggregate principal amount of Bonds in default then Outstanding shall have the right at any time
during the continuance of an Event of Default of such Bonds, by an instrument or instruments in writing
executed and delivered to the Trustee, to direct the time, method and place of conducting all proceedings
to be taken in connection with the enforcement of the terms and conditions of this Bond Resolution, or for
the appointment of a receiver or any other proceedings hereunder; provided, however, that such direction
shall not be otherwise than in accordance with the provisions of law and of this Bond Resolution.
SECTION 9.04. Reserved.
SECTION 9.05. Application of Moneys. All moneys received by the Trustee pursuant to any
right or remedy given or action taken under the provisions of this Article upon any acceleration of the due
date for the payment of the principal of and interest on the Bonds in default (including, without limitation,
moneys received by virtue of action taken under provisions of any Loan Agreement, after payment of the
costs and expenses of the proceedings resulting in the collection of such moneys and of the expenses,
liabilities and advances incurred or made by the Trustee (including reasonable attorney fees) and any other
moneys owed to the Trustee in connection with such Bonds hereunder), shall be applied, first, to the
payment of the interest then due and unpaid upon the Bonds in default and, second, to the payment of the
principal then due and unpaid upon the Bonds in default, to the persons entitled thereto, without any
discrimination or privilege.
Whenever moneys are to be applied pursuant to the provisions of this Section, such moneys shall
be applied at such times, and from time to time, as the Trustee shall determine, having due regard for the
amount of such moneys available for application in the future. Whenever the Trustee shall apply such
funds, it shall fix the date (which shall be an Interest Payment Date unless the Trustee shall deem another
date more suitable) upon which such application is to be made and upon such date interest on the amounts
of principal to be paid on such dates shall cease to accrue. The Trustee shall give such notice as it may
deem appropriate of the deposit with it of any such moneys and of the fixing of any such date, and shall not
be required to make payment to the Holder of any Bond in default until such obligation shall be presented
to the Trustee for appropriate endorsement or for cancellation (as the case may be).
SECTION 9.06. Remedies Vested in Trustee. All rights of action (including, without limitation,
the right to file proofs of claims) under this Bond Resolution or under any of the Bonds in default may be
enforced by the Trustee without possession of any of the Bonds or the production thereof in any trial or
other proceeding related thereto and any such suit or proceeding instituted by the Trustee shall be brought
in its name as Trustee for the equal and ratable benefit of the Holders of all the Outstanding Bonds without
the necessary of joining as plaintiffs or defendants any Holders of such Bonds.
SECTION 9.07. Rights and Remedies of Holders of Bonds. No Holder of Bonds then
Outstanding in default shall have any right to institute any suit, action or proceeding at law or in equity for
the enforcement of this Bond Resolution or for the execution of any trust hereof or for the appointment of
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a receiver or any other remedy hereunder, unless (a) an Event of Default shall have occurred, (b) the owners
of a majority in aggregate principal amount of the Bonds then Outstanding shall have made written request
to the Trustee and shall have offered it reasonable opportunity either to proceed to exercise the remedies
hereinbefore granted or to institute such action, suit or proceeding in its own name, (c) the Holders shall
have offered to the Trustee reasonable indemnity satisfactory to the Trustee against the costs, expenses and
liabilities to be incurred in compliance with such request, and (d) the Trustee shall have refused, or for sixty
(60) days after receipt of such request and offer of indemnification shall have failed to exercise the remedies
hereinbefore granted, or to institute such action, suit or proceeding in its own name, and such request and
offer of indemnity are hereby declared in every case at the option of the Trustee to be conditions precedent
to the execution of the powers and trusts of this Bond Resolution, and to any action or cause of action for
the enforcement of this Bond Resolution, or for the appointment of a receiver or for any other remedy
hereunder. It is understood and intended that no one or more Holders of the Bonds shall have any right in
any manner whatsoever to affect, disturb or prejudice the lien of this Bond Resolution by his or their action
or to enforce any right hereunder except in the manner herein provided, and that all proceedings at law or
in equity shall be instituted, had and maintained in the manner herein provided and for the equal and ratable
benefit of the Holders of all Bonds then Outstanding; provided, however, that nothing contained in this
Bond Resolution shall affect or impair the right of the Holder of any Bond to enforce the payment of the
principal or Redemption Price of and interest on such Bond at and after the maturity thereof, or the
obligation of the Trust to pay the principal or Redemption Price of and interest on each of the Bonds issued
hereunder to the respective Holders thereof at the time and place, from the source and in the manner
expressed in the Bonds and in this Bond Resolution and the Applicable Supplemental Resolution.
SECTION 9.08. Termination of Proceedings. In case the Trustee or a Holder of a Bond in
default shall have proceeded to enforce any right under this Bond Resolution by the appointment of a
receiver or otherwise, and such proceedings shall have been discontinued or abandoned for any reason, or
shall have been determined adversely to the Trustee or such Holder, then and in every such case the Trust,
the Trustee and the Holders of Bonds shall be restored to their former positions and rights hereunder,
respectively, and all rights, remedies and powers of the Trustee and the Holders shall continue as if no such
proceedings have been taken.
SECTION 9.09. Waivers of Events of Default. The Trustee may and, upon the written request
of the Holders of not less than 25% in aggregate principal amount of all Bonds in default then Outstanding,
shall waive any Event of Default which in its opinion shall have been remedied before the completion of
the enforcement of any remedy under this Bond Resolution; but no such waiver shall extend to any
subsequent or other Event of Default, or impair any rights consequent thereon.
SECTION 9.10. Notice of Certain Defaults; Opportunity of Trust to Cure Defaults. Anything
herein to the contrary notwithstanding, no Default under Section 9.01(e) hereof shall constitute an Event of
Default until actual notice of such Default shall be given to the Trust by registered or certified mail by the
Trustee or by the Holders of a majority in aggregate principal amount of all Bonds then Outstanding and
the Trust shall not have corrected the Default or caused the Default to be corrected within thirty (30) days
following the giving of such notice; provided, however, that if the Default be such that it is correctable but
cannot be corrected within the applicable period, it shall not constitute an Event of Default if corrective
action is instituted by the Trust within the applicable period and diligently pursued until the Default is
corrected.
The Trust hereby grants to the Trustee full authority for the account of the Trust to observe or
perform any duty, covenant, obligation or agreement alleged in any alleged Default concerning which
notice is given to the Trust under the provisions of this Section in the name and stead of the Trust with full
power to do any and all things and acts to the same extent that the Trust could do and perform any such
things and acts and with power of substitution.
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ARTICLE X
FIDUCIARIES
SECTION 10.01. Appointments, Duties, Immunities and Liabilities of Trustee. U.S. Bank
National Association and any successors and assigns thereto, has been appointed as Trustee by the Trust.
The Trustee shall signify its acceptance of the duties and obligations imposed upon it by this Bond
Resolution and all other agreements with the Trust, including, without limitation, the Master Program Trust
Agreement, by executing and delivering to the Trust a written acceptance thereof, and by executing such
acceptance the Trustee shall be deemed to have accepted such duties and obligations with respect to all the
Bonds thereafter to be validly issued, but only, however, upon the terms and conditions set forth in this
Bond Resolution and all other agreements with the Trust, including, without limitation, the Master Program
Trust Agreement.
SECTION 10.02. Paying Agents; Appointments.
1.
The Trustee is hereby appointed Paying Agent and shall also act as registrar for the Series
2015A-1 Bonds. The Trust shall appoint one or more Paying Agents for the Bonds of each additional
Series, and may at any time or from time to time appoint one or more other Paying Agents having the
qualifications set forth in Section 10.13 for a successor Paying Agent. The Trustee may be appointed a
Paying Agent.
2.
Each Paying Agent shall signify its acceptance of the duties and obligations imposed upon
it by this Bond Resolution by executing and delivering to the Trust and to the Trustee a written acceptance
thereof.
3.
Unless otherwise provided, the principal corporate trust offices of the Paying Agents are
designated as the respective offices or agencies of the Trust for the payment of the interest on and principal
or Redemption Price of the Bonds.
4.
The Trust may enter into agreements with any Paying Agent providing for the payment to
the Trust of amounts in respect of interest earned on moneys held by such Paying Agent for the payment of
principal or Redemption Price of and interest on Bonds. Any such payments to the Trust shall be deposited
in the Trust Bond Loan Repayments Account within the Revenue Fund and applied as Revenues.
SECTION 10.03. Responsibilities of Fiduciaries.
1.
The recitals of fact contained herein and in the Bonds shall be taken as the statements of
the Trust and no Fiduciary assumes any responsibility for the correctness of the same. No Fiduciary makes
any representation as to the validity or sufficiency of this Bond Resolution or of any Bonds issued
thereunder or as to the security afforded by this Bond Resolution, and no Fiduciary shall incur any liability
in respect thereof. The Trustee shall, however, be responsible for its representation contained in its
authentication certificate on the Bonds. No Fiduciary shall be under any responsibility or duty with respect
to the application of any moneys paid to the Trust or to any other Fiduciary. No Fiduciary shall be under
any obligation or duty to perform any act which would involve it in expense or liability or to institute or
defend any suit in respect thereof, or to advance any of its own moneys, unless properly indemnified to its
satisfaction. Subject to the provisions of subsection 2 of this Section 10.03, no Fiduciary shall be liable in
connection with the observance and performance of its duties and obligations hereunder except for its own
negligence or misconduct.
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2.
The Trustee, prior to the occurrence of an Event of Default and after the curing of all Events
of Default which may have occurred, undertakes to perform such duties and obligations and only such
duties and obligations as are specifically set forth in this Bond Resolution. In case an Event of Default has
occurred (which has not been cured) the Trustee shall exercise such of the rights and powers invested in it
by this Bond Resolution, and use the same degree of care and skill in its exercise, as a prudent man would
exercise or use under the circumstances in the conduct of his own affairs. Any provision of this Bond
Resolution relating to action taken or to be taken by the Trustee or to evidence upon which the Trustee may
rely shall be subject to the provisions of this Section 10.03.
SECTION 10.04. Evidence Upon Which Fiduciaries May Act.
1.
Each Fiduciary, upon receipt of any notice, Supplemental Resolution, request, consent,
order, certificate, report, opinion, bond or other paper or document furnished to it pursuant to any provision
of this Bond Resolution, shall examine such instrument to determine whether it conforms to the
requirements of this Bond Resolution and shall be protected in acting upon any such instrument believed
by it to be genuine and to have been signed or presented by the proper party or parties. Each Fiduciary may
consult with Counsel, who may or may not be counsel to the Trust, and the opinion of such Counsel shall
be full and complete authorization and protection in respect of any action taken or suffered by it under this
Bond Resolution in good faith and in accordance therewith.
2.
Whenever any Fiduciary shall deem it necessary or desirable that a matter be proved or
established prior to taking or suffering any action under this Bond Resolution, such matter (unless other
evidence in respect thereof be therein specifically prescribed) may be deemed to be conclusively proved
and established by a Certificate of an Authorized Officer of the Trust, and such Certificate shall be full
warrant for any action taken or suffered in good faith under the provisions of this Bond Resolution upon
the faith thereof; but in its discretion the Fiduciary may in lieu thereof accept other evidence of such fact or
matter or may require such further or additional evidence as to it may seem reasonable.
3.
Except as otherwise expressly provided in this Bond Resolution, any request, order, notice
or other direction required or permitted to be furnished pursuant to any provision thereof by the Trust to
any Fiduciary shall be sufficiently executed in the name of the Trust by an Authorized Officer of the Trust.
SECTION 10.05. Compensation. The Trust shall pay each Fiduciary from time to time
reasonable compensation for all services rendered under this Bond Resolution, including in that limitation
the services rendered pursuant to Section 12.01, and also all reasonable expenses incurred in and about the
performance of their powers and duties under this Bond Resolution and each Fiduciary shall have a lien
therefor on any and all funds and accounts at any time held by it under this Bond Resolution, other than the
Project Loan Account in the Project Fund. Subject to the provisions of Section 10.03, the Trust further
agrees to indemnify and save each Fiduciary harmless against any losses, liabilities and expenses (including
reasonable legal fees) which it may incur in the exercise and performance of its powers, duties and
obligations hereunder, other than losses, liabilities and expenses (including legal fees) attributable to the
negligence, bad faith, breach of contract or misconduct of the Fiduciary, arising out of or as a result of the
Fiduciary performing its obligations under this Bond Resolution or undertaking any transaction
contemplated by this Bond Resolution; provided, however, that the foregoing is subject to the limitations
of the provisions of the New Jersey Tort Claims Act, N.J.S.A. 59:2-1 et seq. and the New Jersey Contractual
Liability Act, N.J.S.A. 59:13-1 et seq.
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Each Fiduciary agrees as follows:
1.
The Fiduciary shall give the Trust prompt notice in writing of any actual or potential claim
described above and the institution of any suit or action;
2.
The Fiduciary shall not adjust, settle or compromise any such claim, suit or action without
the approval of Trust; and
3.
The Fiduciary shall permit the Trust, if the Trust so chooses, to assume full control of the
adjustment settlement, compromise or defense of each such claim, suit or action.
While the New Jersey Contractual Liability Act, N.J.S.A. 59:13-1 et seq., is not applicable by its
terms to claims arising under contracts with the Trust, each Fiduciary agrees that such statute (except
N.J.S.A. 59:13-9) shall be applicable to all claims against the Trust arising under this Section 10.05.
The indemnification provided in this Section 10.05 does not apply or extend to any indemnification
given by a Fiduciary to any other person.
SECTION 10.06. Certain Permitted Acts. Any Fiduciary may become the Holder of any Bonds,
with the same rights it would have if it were not a Fiduciary. To the extent permitted by law, any Fiduciary
may act as depositary for and permit any of its officers or directors to act as a member of, or in any other
capacity with respect to, any committee formed to protect the rights of Bondholders or to effect or aid in
any reorganization growing out of the enforcement of the Bonds or this Bond Resolution, whether or not
any such committee shall represent the Holders of a majority in principal amount of the Bonds then
Outstanding.
SECTION 10.07. Resignation of Trustee. The Trustee may at any time resign and be discharged
of the duties and obligations created by this Bond Resolution by giving not less than sixty (60) days’ written
notice to the Trust, and mailing notice thereof the Holders of the Bonds then Outstanding, specifying the
date when such resignation shall take effect, and such resignation shall take effect upon the day specified
in such notice unless previously a successor shall have been appointed by the Trust or the Bondholders as
provided in Section 10.09, in which event such resignation shall take effect immediately on the appointment
of such successor, or unless a successor shall not have been appointed by the Trust or the Bondholders as
provided in Section 10.09 on that date, in which event such resignation shall not take effect until a successor
is appointed.
SECTION 10.08. Removal of Trustee. The Trustee may be removed at any time: (i) by an
instrument or concurrent instruments in writing, filed with the Trustee, and signed by the Holders of a
majority in principal amount of the Bonds then Outstanding or their attorneys-in-fact duly authorized,
excluding any Bonds held by or for the account of the Trust, or (ii) so long as no Event of Default, or any
event which, with notice or passage of time, or both, would become an Event of Default, shall have occurred
and be continuing, for just cause by a resolution of the Trust filed with the Trustee. Notwithstanding any
other provision in this Article X, no removal of the Trustee shall take effect until a successor shall be
appointed pursuant to the provisions of Section 10.09.
SECTION 10.09. Appointment of Successor Trustee.
1.
In case at any time the Trustee shall resign or shall be removed or shall become incapable
of acting, or shall be adjudged a bankrupt or insolvent, or if a receiver, liquidator or conservator of the
Trustee, or of its property, shall be appointed, or if any public officer shall take charge or control of the
Trustee, or of its property or affairs, a successor may be appointed by the Trust by a duly executed written
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instrument signed by an Authorized Officer of the Trust, but if the Trust does not appoint a successor
Trustee within forty-five (45) days then by the Holders of a majority in principal amount of the Bonds then
Outstanding, excluding any Bonds held by or for the account of the Trust, by an instrument or concurrent
instruments in writing signed and acknowledged by such Bondholders or by their attorneys-in-fact duly
authorized and delivered to such successor Trustee, notification thereof being given to the Trust and the
predecessor Trustee. After such appointment of a successor Trustee, the Trust shall mail notice of any such
appointment made by it or the Bondholders to the Holders of the Bonds then Outstanding.
2.
If in a proper case no appointment of a successor Trustee shall be made pursuant to the
foregoing provisions of this Section within forty-five (45) days after the Trustee shall have given to the
Trust written notice as provided in Section 10.07 or after a vacancy in the office of the Trustee shall have
occurred by reason of its inability to act, the Trustee or the Holder of any Bond may apply to any court of
competent jurisdiction to appoint a successor Trustee. Said court may thereupon, after such notice, if any,
as such court may deem proper, appoint a successor Trustee.
3.
Any Trustee appointed under the provisions of this Section in succession to the Trustee
shall be a bank or trust company or national banking association in good standing, doing business and
having its principal office in the City and State of New York or the State of New Jersey, duly authorized to
exercise trust powers, subject to examination by federal or state authority, having capital stock and surplus
aggregating at least $50,000,000, if there be such a bank or trust company or national banking association
willing and able to accept the office on reasonable and customary terms and authorized by law to perform
all the duties imposed upon it by this Bond Resolution.
SECTION 10.10. Transfer of Rights and Property to Successor Trustee. Any successor
Trustee appointed under this Bond Resolution shall execute, acknowledge and deliver to its predecessor
Trustee, and also to the Trust, an instrument accepting such appointment, and thereupon such successor
Trustee, without any further act, deed or conveyance, shall become fully vested with all moneys, estates,
properties, rights, powers, duties and obligations of such predecessor Trustee, with like effect as if originally
named as Trustee; but the Trustee ceasing to act shall nevertheless, on the written request of the Trust, or
of the successor Trustee, execute, acknowledge and deliver such instrument of conveyance and further
assurance and do such other things as may reasonably be required for more fully and certainly vesting and
confirming in such successor Trustee all the right, title and interest of the predecessor Trustee in and to any
property held by it under this Bond Resolution, and shall pay over, assign and deliver to the successor
Trustee any money or other property subject to the trusts and conditions herein set forth. Should any deed,
conveyance or instrument in writing from the Trust be required by such successor Trustee for more fully
and certainly vesting in and confirming to such successor Trustee any such estates, rights, powers and
duties, any and all such deeds, conveyances and instruments in writing shall, on request, and so far as may
be authorized by law, be executed, acknowledged and delivered by the Trust. Any such successor Trustee
shall promptly notify the Paying Agents of its appointment as Trustee.
SECTION 10.11. Merger or Consolidation. Any company into which any Fiduciary may be
merged or converted or with which it may be consolidated or any company resulting from any merger,
conversion or consolidation to which it shall be a party or any company to which any Fiduciary may sell or
transfer all or substantially all of its corporate trust business; provided, such company (i) shall be a bank or
trust company organized under the laws of any state of the United States or a national banking association
and (ii) shall be authorized by law to perform all the duties imposed upon it by this Bond Resolution, shall
be the successor to such Fiduciary without the execution or filing of any paper or the performance of any
further act.
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SECTION 10.12. Adoption of Authentication. In case any of the Bonds contemplated to be
issued under this Bond Resolution shall have been authenticated but not delivered, any successor Trustee
may adopt the certificate of authentication of any predecessor Trustee so authenticating such Bonds and
deliver such Bonds so authenticated; and in case any of the said Bonds shall not have been authenticated,
any successor Trustee may authenticate such Bonds in the name of the predecessor Trustee, or in the name
of the successor Trustee, and in all such cases such certificate shall have the full force which it is anywhere
in said Bonds or in this Bond Resolution provided that the certificate of the Trustee shall have.
SECTION 10.13. Resignation or Removal of Paying Agent; Appointment of Successor.
1.
Any Paying Agent may at any time resign and be discharged of the duties and obligations
created by this Bond Resolution by giving at least sixty (60) days written notice to the Trust, the Trustee
and the other Paying Agents. Any Paying Agent may be removed at any time by an instrument filed with
such Paying Agent and the Trustee and signed by an Authorized Officer of the Trust. Any successor Paying
Agent shall be appointed by the Trust with the written approval of the Trustee and shall be a bank or trust
company organized under the laws of any state of the United States or a national banking association,
having capital stock and surplus aggregating at least $20,000,000, and willing and able to accept the office
on reasonable and customary terms and authorized by law to perform all duties imposed upon it by this
Bond Resolution.
2.
In the event of the resignation or removal of any Paying Agent, such Paying Agent shall
pay over, assign and deliver any moneys held by it as Paying Agent to its successor, or if there be no
successor, to the Trustee. In the event that for any reason there shall be a vacancy in the office of any
Paying Agent, the Trustee shall act as such Paying Agent.
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ARTICLE XI
AMENDMENTS
SECTION 11.01. Supplemental Resolutions Effective Upon Filing With Trustee. For any one
or more of the following purposes and at any time or from time to time, a Supplemental Resolution of the
Trust may be adopted, which, upon the filing with the Trustee of a copy thereof certified by an Authorized
Officer of the Trust, shall be fully effective in accordance with its terms:
(a)
To close this Bond Resolution against, or provide limitations and restrictions contained in
this Bond Resolution on, the authentication and delivery of Bonds;
(b)
To add to the duties, covenants, obligations and agreements of the Trust in this Bond
Resolution, other duties, covenants, obligations and agreements to be observed and performed by the Trust
which are not contrary to or inconsistent with this Bond Resolution as theretofore in effect;
(c)
To add to the limitations and restrictions in this Bond Resolution, other limitations and
restrictions to be observed by the Trust which are not contrary to or inconsistent with this Bond Resolution
as theretofore in effect;
(d)
To authorize Bonds of a Series and, in connection therewith, specify and determine the
matters and things referred to in Article II, and also any other matters and things relative to such Bonds
including whether to issue Bonds in book entry forms, which are not contrary to or inconsistent with this
Bond Resolution as theretofore in effect, or to amend, modify or rescind any such authorization,
specification or determination contained in Article II at any time prior to the first authentication and delivery
of such Bonds;
(e)
To confirm as further assurance, any security interest, pledge or assignment under this
Bond Resolution, and the subjection of the Revenues or of any other moneys, securities or funds to any
security interest, pledge or assignment created or to be created by this Bond Resolution;
(f)
To modify any of the provisions of this Bond Resolution in any other respect whatever,
provided that (i) such modification shall be, and be expressed to be, effective only after all Bonds of each
Series Outstanding at the date of the adoption of such Supplemental Resolution shall cease to be
Outstanding, and (ii) such Supplemental Resolution shall be specifically referred to in the text of all Bonds
of any Series authenticated and delivered after the date of the adoption of such Supplemental Resolution
and of Bonds issued in exchange therefor or in place thereof;
(g)
To modify any of the provisions of this Bond Resolution in any respect provided that the
modifications affect only Bonds issued subsequent to the date of such modifications; or
(h)
To comply with the provisions of any federal or state securities law, including, without
limitation, the Trust Indenture Act of 1939, as amended, or to comply with Section 103 of the Code, as
amended, replaced or substituted.
If the Supplemental Resolution adopted by the Trust pursuant to this Section materially increases
the duties and responsibilities of the Trustee hereunder, the Trust shall reasonably compensate the Trustee
for such materially increased duties and responsibilities.
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SECTION 11.02. Supplemental Resolutions Effective Upon Consent of Trustee. For any one
or more of the following purposes and at any time or from time to time, a Supplemental Resolution may be
adopted, which, upon (i) the filing with the Trustee of a copy thereof certified by an Authorized Officer of
the Trust, (ii) the filing with the Trust of an instrument in writing made by the Trustee consenting thereto,
and (iii) the filing with the Trust and the Trustee of an opinion of Bond Counsel to the effect that such
Supplemental Resolution will not adversely affect the exclusion from gross income of the interest on the
Series 2015A-1 Bonds for federal income tax purposes, shall be fully effective in accordance with its terms:
(a)
To cure any ambiguity, supply any omission, or cure or correct any defect or inconsistent
provisions in this Bond Resolution;
(b)
To insert such provisions clarifying matters or questions arising under this Bond Resolution
as are necessary or desirable and are not contrary to or inconsistent with this Bond Resolution as theretofore
in effect;
(c)
In connection with the appointment by the Trust of a fiduciary other than the Trustee to
perform any of the duties and/or services to be performed by the Trustee pursuant to Section 5.04 hereof,
to the extent such modification or amendment of this Bond Resolution which will not have a material
adverse effect on the interests of Bondholders; or
(d)
To make any other modification or amendment of this Bond Resolution which will not
have a material adverse effect on the interests of Bondholders.
In making any determination under this Section 11.02, the Trustee may conclusively rely upon an opinion
of Bond Counsel.
SECTION 11.03. Supplemental Resolutions Effective With Consent of Bondholders. At any
time or from time to time, a Supplemental Resolution may be adopted subject to consent by the Bondholders
in accordance with and subject to the provisions of Sections 11.06 and 11.07, which Supplemental
Resolution, upon (i) the filing with the Trustee of a copy thereof certified by an Authorized Officer of the
Trust, (ii) compliance with the provisions of said Sections 11.06 and 11.07, (iii) the filing with the Trust
and the Trustee of an opinion of Bond Counsel to the effect that such Supplemental Resolution will not
adversely affect the exclusion from gross income of the interest on the Series 2015A-1 Bonds for federal
income tax purposes, shall become fully effective in accordance with its terms as provided in said Section
11.07. Provided, however, that, any Supplemental Resolution which by its terms only affects one or more
Series of Bonds may be adopted subject to the consent of the Bondholders of the Series or Series of Bonds
so affected.
SECTION 11.04. General Provisions.
1.
This Bond Resolution shall not be modified or amended in any respect except by
Supplemental Resolution as provided in and in accordance with and subject to the provisions of this Article
XI. Nothing contained in this Article XI shall affect or limit the right or obligation of the Trust to adopt,
make, do, execute, acknowledge or deliver any resolution, act or other instrument pursuant to the provisions
of this Bond Resolution or the right or obligation of the Trust to execute and deliver to any Trustee any
instrument which elsewhere in this Bond Resolution it is provided shall be delivered to said Trustee.
2.
Any Supplemental Resolution referred to and permitted or authorized by Section 11.01 or
11.02 may be adopted by the Trust without the consent of any of the Bondholders, but shall become
effective only on the conditions, to the extent and at the time provided in said Sections, respectively. The
copy of every Supplemental Resolution when filed with the Trustee shall be accompanied by an opinion of
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Bond Counsel stating that such Supplemental Resolution has been duly and lawfully adopted in accordance
with the provisions of this Bond Resolution, is authorized or permitted by this Bond Resolution, and is valid
and binding upon the Trust in accordance with its terms.
3.
The Trustee is hereby authorized to accept the delivery of a certified copy of any
Supplemental Resolution referred to and permitted or authorized by Sections 11.01, 11.02 or 11.03 and to
make all further agreements and stipulations which may be therein contained, and the Trustee, in taking
such action, shall be fully protected in relying on an opinion of Bond Counsel that such Supplemental
Resolution is authorized or permitted by the provisions of this Bond Resolution.
4.
No Supplemental Resolution shall change or modify any of the rights or obligations of any
Fiduciary without their written assent thereto.
SECTION 11.05. Mailing. Any provision in this Article for the mailing of a notice or other paper
to Holders of Bonds shall be fully complied with if it is mailed, postage prepaid only, to each registered
owner of Bonds then Outstanding at his address, if any, appearing upon the registry books of the Trust.
SECTION 11.06. Powers of Amendment by Supplemental Resolution. Unless otherwise
permitted under Section 11.01 or Section 11.02, any modification or amendment of this Bond Resolution
and of the rights and obligations of the Trust and of the Holders of the Bonds thereunder, in any particular,
may be made only by a Supplemental Resolution with the written consent (i) of the Holders of not less than
two-thirds (2/3) in principal amount of the Bonds Outstanding at the time such consent is given, (ii) in case
less than all of the several Series of Bonds then Outstanding are affected by the modification or amendment,
of the Holders of not less than two-thirds (2/3) in principal amount of the Bonds of each Series so affected
and Outstanding at the time such consent is given, and (iii) in case the modification or amendment changes
the terms of any sinking fund installment, of the Holders of not less than two-thirds (2/3) in principal amount
of the Bonds of the particular Series and maturity entitled to such Sinking Fund Installment and Outstanding
at the time such consent is given; provided, however, that if such modification or amendment will, by its
terms, not take effect so long as any Bonds of any specified like Series and maturity remain Outstanding
the consent of the Holders of such Bonds shall not be required and such Bonds shall not be deemed to be
Outstanding for the purpose of any calculation of Outstanding Bonds under this Section. No such
modification or amendment shall permit a change in the terms of redemption or maturity of the principal of
any Outstanding Bond or of any installment of interest thereon or a reduction in the principal amount or the
Redemption Price thereof or in the rate of interest thereon without the consent of the Holder of such
obligation, or shall reduce the percentages or otherwise affect the classes of Bonds, the consent of the
Holders of which is required to effect any such modification or amendment, or shall change or modify any
of the rights or obligations of any Trustee without their written assent thereto. For the purposes of this
Section, a Series shall be deemed to be affected by a modification or amendment of this Bond Resolution
if the same adversely affects or diminishes the rights of the Holders of Bonds of such Series. The Trustee
may in its discretion determine whether or not in accordance with the foregoing powers of amendment
Bonds of any particular Series or maturity would be affected by any modification or amendment of this
Bond Resolution and any such determination shall be binding and conclusive on the Trust and all Holders
of Bonds. In taking such action, the Trustee may rely upon the opinion of Bond Counsel. For purposes of
this Section, the Holders of any Bonds may include the initial Holders thereof, regardless of whether such
Bonds are being held for resale.
SECTION 11.07. Consent of Bondholders. The Trust may at any time adopt a Supplemental
Resolution making a modification or amendment permitted by the provisions of Section 11.06 to take effect
when and as provided in this Section. A copy of such Supplemental Resolution (or brief summary thereof
or reference thereto in form approved by the Trustee), together with a request to Holders of Bonds for their
consent thereto in form satisfactory to the Trustee, shall be mailed by the Trust to Holders of Bonds (but
failure to mail such copy and request shall not affect the validity of the Supplemental Resolution when
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consented to as in this Section provided). Such Supplemental Resolution shall not be effective unless and
until there shall have been filed with the Trustee (a) the written consents of the Holders of the percentages
of Outstanding Bonds specified in Section 11.06 and (b) an opinion of Bond Counsel addressed to the
Trustee stating that such Supplemental Resolution has been duly and lawfully adopted and filed by the
Trust in accordance with the provisions of this Bond Resolution, is authorized or permitted by this Bond
Resolution, and is valid and binding upon the Trust and enforceable in accordance with its terms. It shall
not be necessary that the consents of Holders of Bonds approve the particular form of wording of the
proposed modification or amendment or of the proposed Supplemental Resolution effecting such
modification or amendment, but it shall be sufficient if such consents approve the substance of the proposed
amendment or modification. Each such consent shall be effective only if accompanied by proof of the
holding, at the date of such consent, of the Bonds with respect to which such consent is given, which proof
shall be such as is permitted by Section 12.02. A certificate or certificates executed by the Trustee and filed
with the Trust stating that it has examined such proof and that such proof is sufficient in accordance with
Section 12.02 shall be conclusive that the consents have been given by the Holders of the Bonds described
in such certificate or certificates of the Trustee. Any such consent shall be binding upon the Holder of the
Bonds giving such consent and, anything in Section 12.02 to the contrary notwithstanding, upon any
subsequent Holder of such Bonds and of any Bonds issued in exchange therefor (whether or not such
subsequent Holder thereof has notice thereof) unless such consent is revoked in writing by the Holder of
such Bonds giving such consent or a subsequent Holder thereof by filing with the Trustee, prior to the time
when the written statement of the Trustee hereinafter in this Section 11.07 provided for is filed, such
revocation and proof that such Bonds are held by the signer of such revocation in the manner permitted by
Section 12.02. The fact that a consent has not been revoked may likewise be proved by a certificate of the
Trustee filed with the Trust to the effect that no revocation thereof is on file with the Trustee.
At any time after the Holders of the required percentages of Bonds shall have filed their consents
to the Supplemental Resolution, the Trustee shall make and file with the Trust a written statement that the
Holders of such required percentages of such Bonds have filed such consents. Such written statements
shall be conclusive that such consents have been so filed. At any time thereafter, notice stating in substance
that the Supplemental Resolution (which may be referred to as a Supplemental Resolution adopted by the
Trust on a stated date, a copy of which is on file with the Trustee) has been consented to by the Holders of
the required percentages of Bonds and will be effective as provided in this Section 11.07, may be given to
Bondholders by the Trust by mailing such notice to Bondholders (but failure to mail such notice shall not
prevent such Supplemental Resolution from becoming effective and binding as in this Section 11.07
provided). The Trust shall file with the Trustee proof of the mailing thereof. A record, consisting of the
certificates or statements required or permitted by this Section 11.07 to be made by the Trustee, shall be
proof of the matters therein stated. Such Supplemental Resolution making such amendment or modification
shall be deemed conclusively binding upon the Trust, the Fiduciaries and the Holders of all Bonds at the
expiration of forty (40) days after the filing with the Trustee of the proof of the mailings of such lastmentioned notice, except in the event of a final decree of a court of competent jurisdiction setting aside
such Supplemental Resolution in a legal action or equitable proceeding for such purpose commenced within
such forty (40) day period; provided, however, that any Fiduciary and the Trust during such forty (40) day
period and any such further period during which any such action or proceeding may be pending shall be
entitled in its absolute discretion to take such action, or to refrain from taking such action, with respect to
such Supplemental Resolution as it may deem expedient.
SECTION 11.08. Modifications or Amendments by Unanimous Consent. The terms and
provisions of this Bond Resolution and the rights and obligations of the Trust and of the Holders of the
Bonds thereunder may be modified or amended in any respect upon the adoption and filing by the Trust of
a Supplemental Resolution and the consent thereto of the Holders of all of the Bonds then Outstanding,
such consent to be given as provided in Section 11.07 except that no notice to Holders of Bonds either by
mailing or publication shall be required; provided, however, that no such modification or amendment shall
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change or modify any of the rights or obligations of any Fiduciary without the filing with the Trustee of the
written assent thereto of such Fiduciary in addition to the consent of the Holders of Bonds.
SECTION 11.09. Exclusion of Bonds. Bonds owned or held by or for the account of the Trust
shall not be deemed Outstanding for the purpose of consent or other action or any calculation of Outstanding
Bonds provided for in this Article XI, and the Trust shall not be entitled with respect to such Bonds to give
any consent or take any other action provided for in this Article. At the time of any consent or other action
taken under this Article, the Trust shall furnish to the Trustee a Certificate of an Authorized Officer of the
Trust, upon which the Trustee may rely, describing all Bonds so to be excluded.
SECTION 11.10. Notation on Bonds. Bonds authenticated and delivered after the effective date
of any Supplemental Resolution pursuant to this Article XI may, and, if the Trust or the Trustee so
determines shall, bear a notation by endorsement or otherwise in form approved by the Trust and the Trustee
as to any modification or amendment provided for in such Supplemental Resolution and, in that case upon
demand of the Holder of any Bond Outstanding and upon presentation of any Bond for such purpose at the
Principal Office of the Trustee, a suitable notation shall be made on such Bond. If the Trust or the Trustee
shall so determine, new Bonds so modified as to conform, in the opinion of the Trustee and the Trust, to
any modification or amendment contained in such Supplemental Resolution, shall be prepared,
authenticated and delivered and upon demand of the Holder of any Bond then Outstanding shall be
exchanged, without cost to such Bondholder, for Bonds of the same Series, principal amount, maturity and
interest rate then Outstanding, upon surrender of such Bonds. Any action taken as in Article X or this
Article XI provided shall be effective and binding upon all Bondholders notwithstanding that the notation
is not endorsed on all Bonds.
SECTION 11.11. Effect of Supplemental Resolution. Upon the effective date of any
Supplemental Resolution, this Bond Resolution shall be deemed to be modified and amended in accordance
therewith, the respective rights, duties, covenants, obligations and agreements under this Bond Resolution
of the Trust, the Trustee and all Holders of Bonds Outstanding shall thereafter be determined, exercised
and enforced hereunder subject in all respects to such modification and amendment, and all the terms and
conditions of any such Supplemental Resolution shall be deemed to be part of the terms and conditions of
this Bond Resolution for any and all purposes.
SECTION 11.12. Amendment of Loan Agreements. The Trust shall not supplement, amend,
modify or terminate any Loan Agreement, or consent to any such supplement, amendment, modification or
termination, without the written consent of the Trustee, which consent shall not be unreasonably withheld.
The Trustee shall give such written consent only if (a) (i) in the opinion of the Trustee, after such
supplement, amendment, modification or termination is effective, such Loan Agreement shall continue to
meet the requirements of Article VI of this Bond Resolution or (ii) the Trustee first obtains the written
consent of the Holders of a majority in aggregate principal amount of the Outstanding Bonds to such
supplement, amendment, modification or termination, such written consent being obtained by the Trustee
at the sole expense of the Borrower which is a party to the Loan Agreement which is the subject of the
supplement, amendment, modification or termination and (b) the Trustee first obtains an opinion of Bond
Counsel to the effect that such supplement, amendment, modification or termination will not adversely
affect the exclusion from gross income of the interest on the Series 2015A-1 Bonds for federal income tax
purposes. In making any determination under this Section 11.12, the Trustee may conclusively rely upon
an opinion of Bond Counsel.
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Notwithstanding any other provision in this Section, the Trust may supplement, amend or modify
any Loan Agreement without the consent of the Trustee or any Bondholder (i) for the purposes set forth in
Section 5.02(5) hereof, (ii) for the purpose of amending, supplementing or modifying Section 2.02(p) of
the Loan Agreement and (iii) for the purpose of amending, supplementing or modifying Exhibit H to the
Loan Agreement prior to the execution and delivery thereof.
SECTION 11.13. Notice of Amendments. Promptly after the adoption by the Trust of any
Supplemental Resolution, the Trustee shall mail by first class mail, postage prepaid, a notice, setting forth
in general terms the substance thereof, to the Bondholders of a Series of Bonds affected by such amendment.
Any failure to give such notice, or any defect therein, shall not, however, in any way impair or affect the
validity of any such Supplemental Resolution.
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ARTICLE XII
DEFEASANCE
SECTION 12.01. Defeasance of Bonds.
1.
If the Trust shall pay or cause to be paid, or there shall otherwise be paid, to the Holders of
all Bonds of any Series the principal or Redemption Price, if applicable, and interest due or to become due
thereon, at the times and in the manner stipulated in the Bonds and in this Bond Resolution, then the pledge
of the Trust Estate, and all duties, covenants, agreements and other obligations of the Trust to the
Bondholders of such Series, shall thereupon cease, terminate and become void and be discharged and
satisfied. In such event, the Trustee shall cause an accounting for such period or periods as shall be
requested by the Trust to be prepared and filed with the Trust and, upon the request of the Trust, shall
execute and deliver to the Trust all such instruments as may be desirable to evidence such discharge and
satisfaction, and the Trustee shall pay over or deliver to the Trust all moneys or securities held by it pursuant
to this Bond Resolution which are not required for the payment of principal or Redemption Price, if
applicable, and interest due or to become due on Bonds of any Series not theretofore surrendered for such
payment or redemption and any amounts owed to any Fiduciary. If the Trust shall pay or cause to be paid,
or there shall otherwise be paid, to the Holders of any Outstanding Bonds of any Series the principal or
Redemption Price, if applicable, and interest due or to become due thereon, at the times and in the manner
stipulated therein and in this Bond Resolution, such Bonds shall cease to be entitled to any lien, benefit or
security under this Bond Resolution, and all duties, covenants, agreements and obligations of the Trust to
the Holders of such Bonds shall thereupon cease, terminate and become void and be discharged and
satisfied. Notwithstanding any other provision in this Article XII, all duties, covenants, agreements and
obligations of the Trust to the Holders relating to the exclusion of interest from gross income of the Holders
of such Bonds for federal income tax purposes shall survive the defeasance of the Bonds.
2.
Bonds (which can be an entire series or portion thereof) or interest installments for the
payment or redemption of which moneys shall have been set aside and shall be held in trust by the Paying
Agents (through deposit by the Trust of funds for such payment or redemption or otherwise) at the maturity
or redemption date thereof shall be deemed to have been paid within the meaning and with the effect
expressed in subsection (1) of this Section. Subject to the provisions of subsections (3) through (5) of this
Section, Outstanding Bonds of any Series shall prior to the maturity or redemption date thereof be deemed
to have been paid within the meaning and with the effect expressed in subsection (1) of this Section if (a)
in case any of said Bonds are to be redeemed on any date prior to their stated maturities, the Trust shall
have given to the Trustee instructions in writing accepted by the Trustee to mail notice of redemption of
such Bonds (other than Bonds of a Series which have been purchased by the Trustee at the written direction
of the Trust or purchased or otherwise acquired by the Trust and delivered to the Trustee as hereinafter
provided prior to the mailing of such notice of redemption) on said date, (b) there shall have been deposited
with the Trustee (i) either moneys in an amount which shall be sufficient, or Investment Securities
(including any Investment Securities issued or held in book-entry form on the books of the Department of
the Treasury of the United States) the principal of and the interest on which when due will provide moneys
which, together with the moneys, if any, deposited with the Trustee at the same time, shall be sufficient to
pay when due the principal or Redemption Price, if applicable, and interest due and to become due on such
Series of Bonds on or prior to the redemption date or maturity date thereof, as the case may be, (ii) a
defeasance opinion of Bond Counsel, and (iii) a verification report of an independent nationally recognized
verification agent as to the matters set forth in clause (i), and (c) in the event such Series of Bonds are not
by their terms subject to redemption within the next succeeding sixty (60) days, the Trust shall have given
the Trustee in form satisfactory to it instructions to mail, as soon as practicable, a notice to the Holders of
such Bonds at their last addresses appearing upon the registry books at the close of business on the last
business day of the month preceding the month for which notice is mailed that the deposit required by (b)
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above has been made with the Trustee and that such Series of Bonds are deemed to have been paid in
accordance with this Section 12.01 and stating such maturity or redemption date upon which moneys are
expected, subject to the provisions of subsection (5) of this Section 12.01, to be available for the payment
of the principal or Redemption Price, if applicable, of such Series of Bonds (other than Bonds which have
been purchased by the Trustee at the direction of the Trust or purchased or otherwise acquired by the Trust
and delivered to the Trustee as hereinafter provided prior to the mailing of the notice of redemption referred
to in clause (a) hereof). Any notice of redemption mailed pursuant to the preceding sentence with respect
to any Series of Bonds which constitutes less than all of the Outstanding Bonds of any maturity within a
Series shall specify the letter and number or other distinguishing mark of each such Bond. The Trustee
shall, as and to the extent necessary, apply moneys held by it pursuant to this Section 12.01 to the retirement
of said Bonds in amounts equal to the unsatisfied balances of any Sinking Fund Installments with respect
to such Bonds, all in the manner provided in this Bond Resolution.
The Trustee shall, if so directed by the Trust (i) prior to the maturity date of Bonds deemed to have
been paid in accordance with this Section 12.01 which are not to be redeemed prior to their maturity date
or (ii) prior to the mailing of the notice of redemption referred to in clause (a) above with respect to any
Bonds deemed to have paid in accordance with this Section 12.01 which are to be redeemed on any date
prior to their maturity, apply moneys deposited with the Trustee in respect of such Bonds and redeem or
sell Investment Securities so deposited with the Trustee and apply the proceeds thereof to the purchase of
such Bonds and the Trustee shall immediately thereafter cancel all such Bonds so purchased; provided,
however, that the moneys and Investment Securities remaining on deposit with the Trustee after the
purchase and cancellation of such Bonds shall be sufficient to pay when due the principal or Redemption
Price, if applicable, and interest due or to become due on all Bonds in respect of which such moneys and
Investment Securities are being held by the Trustee on or prior to the redemption date or maturity date
thereof, as the case may be. If, at any time (i) prior to the maturity date of Bonds deemed to have been paid
in accordance with Section 12.01 which are not to be redeemed prior to their maturity date or (ii) prior to
the mailing of the notice of redemption referred to in clause (a) with respect to any Bonds deemed to have
been paid in accordance with this Section 12.01 which are to be redeemed on any date prior to their maturity,
the Trust shall purchase or otherwise acquire any such Bonds and deliver such Bonds to the Trustee prior
to their maturity date or redemption date, as the case may be, the Trustee shall immediately cancel all such
Bonds so delivered; such delivery of Bonds to the Trustee shall be accompanied by directions from the
Trust to the Trustee as to the manner in which such Bonds are to be applied against the obligation of the
Trustee to pay or redeem Bonds deemed paid in accordance with this Section 12.01. The directions given
by the Trust to the Trustee referred to in the preceding sentence shall also specify the portion, if any, of
such Bonds so purchased or delivered and canceled to be applied against the obligation of the Trustee to
pay Bonds deemed paid in accordance with this Section 12.01 upon their maturity date or dates and the
portion, if any, of such Bonds so purchased or delivered and canceled to be applied against the obligation
of the Trustee to redeem Bonds deemed paid in accordance with this Section 12.01 on any date or dates
prior to their maturity. In the event that on any date as a result of any purchases, acquisitions and
cancellations of Bonds as provided in this Section 12.01 the total amount of moneys and Investment
Securities remaining on deposit with the Trustee under this Section 12.01 is in excess of the total amount
which would have been required to be deposited with the Trustee on such date in respect of the remaining
Bonds of such Series in order to satisfy clause (b) of this subsection 2 of Section 12.01, the Trustee shall,
if requested by the Trust, pay the amount of such excess to the Trust free and clear of any trust, lien, security
interest, pledge or assignment securing said Bonds or otherwise existing under this Bond Resolution.
Except as otherwise provided in this subsection 2 and in subsection 3 through subsection 5 of this Section
12.01, neither Investment Securities nor moneys deposited with the Trustee pursuant to this Section nor
principal or interest payments on any such Investment Securities shall be withdrawn or used for any purpose
other than, and shall be held in trust for, the payment of the principal or Redemption Price, if applicable,
and interest on said Bonds; provided that any cash received from such principal or interest payments on
such Investment Securities deposited with the Trustee, (A) to the extent such cash will not be required at
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any time for such purpose, shall be paid over to the Trust as received by the Trustee, free and clear of any
trust, lien or pledge securing said Bonds or otherwise existing under this Bond Resolution, and (B) to the
extent such cash will be required for such purpose at a later date, shall, to the extent practicable, be
reinvested at the direction of the Trust in Investment Securities maturing at times and in amounts sufficient
to pay when due the principal or Redemption Price, if applicable, and interest to become due on said Bonds
on or prior to such redemption date or maturity date thereof, as the case may be, and interest earned from
such reinvestments shall be paid over to the Trust, as received by the Trustee, free and clear of any trust,
lien, security interest, pledge or assignment securing said Bonds or otherwise existing under this Bond
Resolution.
For the purposes of this Section, Investment Securities shall mean and include only (y) such
securities as are described in clause (a) of the definition of “Investment Securities” in Section 1.01 which
shall not be subject to redemption prior to their maturity other than at the option of the holder thereof or (z)
upon compliance with the provisions of subsection 3 of this Section 12.01, such securities as are described
in clause (a) of the definition of Investment Securities which are subject to redemption prior to maturity at
the option of the issuer thereof on a specified date or dates.
3.
Investment Securities described in clause (z) of subsection 2 of Section 12.01 may be
included in the Investment Securities deposited with the Trustee in order to satisfy the requirements of
clause (b) of subsection 2 of Section 12.01 only if, in making the determination as to whether the moneys
and Investment Securities to be deposited with the Trustee would be sufficient to pay when due the principal
or Redemption Price, if applicable, and interest due and to become due on the Bonds which will be deemed
to have been paid as provided in subsection 2 of Section 12.01, such determination is made both (i) on the
assumption that the Investment Securities described in clause (z) were not redeemed at the option of the
issuer prior to the maturity date thereof and (ii) on the assumptions that such Investment Securities were
redeemed by the issuer thereof at its option on each date on which such option could be exercised, that as
of such date or dates interest ceased to accrue on such Investment Securities and that the proceeds of such
redemption were not reinvested by the Trustee.
4.
In the event that after compliance with the provisions of subsection 3 of Section 12.01 the
Investment Securities described in clause (z) of subsection 2 of Section 12.01 are included in the Investment
Securities deposited with the Trustee in order to satisfy the requirements of clause (b) of subsection 2 of
Section 12.01 and any such Investment Securities are actually redeemed by the issuer thereof prior to their
maturity date, then the Trustee at the written direction of the Trust shall reinvest the proceeds of such
redemption in Investment Securities, provided that the aggregate of the moneys and Investment Securities
to be held by the Trustee, taking into account any changes in redemption dates or instructions to give notice
of redemption given to the Trustee by the Trust in accordance with subsection 5 of Section 12.01, shall at
all times be sufficient to satisfy the requirements of clause (b) of subsection 2 of Section 12.01.
5.
In the event that after compliance with the provisions of subsection 3 of Section 12.01 the
Investment Securities described in clause (z) of subsection 2 of Section 12.01 are included in the Investment
Securities deposited with the Trustee in order to satisfy the requirements of clause (b) of subsection 2 of
Section 12.01, then any notice of redemption to be published by the Trustee and any set of instructions
relating to a notice of redemption given to the Trustee may provide, at the option of the Trust, that any
redemption date or dates in respect of all of any portion of the Bonds to be redeemed on such date or dates
may at the option of the Trust be changed to any other permissible redemption date or dates and that
redemption dates may be established for any Bonds deemed to have been paid in accordance with this
Section 12.01 upon their maturity date or dates at any time prior to the actual mailing of any applicable
notice of redemption in the event that all or any portion of any Investment Securities described in clause
(z) of subsection 2 of this Section 12.01 have been called for redemption pursuant to an irrevocable notice
of redemption or have been redeemed by the issuer thereof prior to the maturity date thereof; no such change
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of redemption date or dates or establishment of redemption date or dates may be made unless, taking into
account such changed redemption date or dates or newly established redemption date or dates, the moneys
and Investment Securities on deposit with the Trustee (including any Investment Securities deposited with
the Trustee in connection with any reinvestment of redemption proceeds in accordance with subsection 5
of Section 12.01) pursuant to clause (b) of subsection 2 of Section 12.01 would be sufficient to pay when
due the principal and Redemption Price, if applicable, and interest on all Bonds deemed to have been paid
in accordance with subsection 2 of Section 12.01.
6.
Anything in this Bond Resolution to the contrary notwithstanding, any moneys held by a
Fiduciary in trust for the payment and discharge of any of the Bonds which remain unclaimed for six years
after the later of (i) the date when such Bonds have become due and payable, either at their stated maturity
dates or by call for earlier redemption or (ii) the date of deposit of such moneys, shall at the written request
of the Trust be repaid by the Fiduciary to the Trust as its absolute property and free from trust, and the
Fiduciary shall thereupon be released and discharged with respect thereto and the Bondholders shall look
only to the Trust for the payment of such Bonds; provided, however, that before being required to make
any such payment to the Trust, the Fiduciary shall, at the expense of the Trust, cause to be published at least
twice, at an interval of not less than seven (7) days between publications, in the Authorized Newspapers, a
notice that said moneys remain unclaimed and that, after a date named in said notice, which date shall be
not less than thirty (30) days after the date of the first publication of such notice, the balance of such moneys
then unclaimed will be returned to the Trust.
Notwithstanding any other provision in Article XII of this Bond Resolution, all duties, covenants,
agreements and obligations of the Trust to the Holders relating to the exclusion of interest from gross
income of the Holders of the Series 2015A-1 Bonds for federal income tax purposes shall survive the
defeasance of the Series 2015A-1 Bonds.
SECTION 12.02. Evidence of Signatures and Ownership of Bonds.
1.
Any request, consent, revocation of consent or other instrument which this Bond
Resolution or any Supplemental Resolution may require or permit to be signed and executed by the Holders
of Bonds of any Series may be in one or more instruments of similar tenor and shall be signed or executed
by such Holders of Bonds in person or by their attorneys appointed in writing. Proof of the execution of
any such instrument, or of any instrument appointing any such attorney, shall be sufficient for any purpose
of this Bond Resolution or any Supplemental Resolution (except as otherwise therein expressly provided)
if made in the following manner, or in any other manner satisfactory to the Trustee, which may nevertheless
in its discretion require further or other proof in cases where it deems the same desirable. The fact and date
of the execution by any Holder of any Bond or his attorney of such instruments may be proved by a
guarantee of the signature thereon by a bank or trust company or by the certificate of any notary public or
other officer authorized to take acknowledgments of deeds, that the person signing such request or other
instrument acknowledged to him the execution thereof, or by an affidavit of a witness of such execution,
duly sworn to before such notary public or other officer. Where such execution is by an officer of a
corporation or association or a member of a partnership, on behalf of such corporation, association or
partnership, such signature guarantee, certificate or affidavit shall also constitute sufficient proof of his
authority.
2.
The ownership of Bonds and the amount, numbers and other identification, and date of
holding the same shall be proved by the registry books maintained by the Trustee.
3.
Any request or consent by the Holder of any Bond shall bind all future owners of such
Bond in respect of anything done or suffered to be done by the Trust or any Trustee in accordance therewith.
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SECTION 12.03. Moneys Held for Particular Bonds. The amounts held by any Fiduciary for
the payment of the interest, principal or Redemption Price due on any date with respect to particular Bonds
shall, on and after such date and pending such payment, be set aside on its books and held in trust by it for
the Holders of the Bonds entitled thereto.
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ARTICLE XIII
MARKETING AND SALE OF THE BONDS
SECTION 13.01. Preliminary Official Statement.
1.
The Authorized Officers of the Trust are hereby severally authorized and directed to
prepare a preliminary official statement relating to the Series 2015A-1 Bonds (the “Preliminary Official
Statement”), which Preliminary Official Statement shall be in the form, and shall include such provisions,
as the Authorized Officer of the Trust, after consultation with Bond Counsel and other appropriate
professional advisors to the Trust, deems in his sole discretion to be necessary or desirable, the delivery
thereof by the Authorized Officer of the Trust being conclusive evidence of his consent to the provisions
thereof.
2.
The Authorized Officers of the Trust are hereby severally authorized and directed, upon
the satisfaction of all of the legal conditions precedent to the delivery of the Preliminary Official Statement
by the Trust, as determined by the Authorized Officer of the Trust in consultation with Bond Counsel, to
“deem final” the Preliminary Official Statement, in accordance with the provisions of Rule 15c2-12, and to
deliver the Preliminary Official Statement in the form established by the provisions of subsection (1) hereof.
3.
The Authorized Officers of the Trust are hereby severally authorized and directed to
execute any certificate or document and to take such other actions as may be necessary, relating to any
statutes, regulations, rules or other procedures of the SEC, the Municipal Securities Rulemaking Board or
any state securities entity, including, without limitation, Rule 15c2-12, that the Authorized Officer of the
Trust, after consultation with Bond Counsel, deems necessary or desirable to effect the issuance, marketing
and sale of the Series 2015A-1 Bonds, and the transactions contemplated by the Preliminary Official
Statement.
SECTION 13.02. Official Statement. The Authorized Officers of the Trust are hereby severally
authorized and directed to execute and deliver a final official statement relating to the Series 2015A-1
Bonds (the “Official Statement”), in substantially similar form to the Preliminary Official Statement, with
such changes thereto as shall be necessary or desirable to reflect the final pricing of the Series 2015A-1
Bonds, as set forth in any documents relating to the sale of the Series 2015A-1 Bonds, and to reflect any
other changes required pursuant to any statutes, regulations, rules or other procedures of the SEC, the
Municipal Securities Rulemaking Board or any state securities entity, including, without limitation, Rule
15c2-12, as the Authorized Officer of the Trust, after consultation with Bond Counsel and any other
appropriate professional advisors to the Trust, deems in his sole discretion to be necessary or desirable to
effect the issuance of the Series 2015A-1 Bonds and the transactions contemplated by the Official
Statement, which delivery thereof by the Authorized Officer of the Trust shall conclusively evidence his
consent to the provisions thereof.
SECTION 13.03. Sale of the Series 2015A-1 Bonds.
1.
The Authorized Officers of the Trust are hereby severally authorized and directed to cause
to be published and disseminated in connection with the marketing and sale of the Series 2015A-1 Bonds
a notice of sale with respect to the Series 2015A-1 Bonds (the “Notice of Sale”), which Notice of Sale shall
set forth, inter alia, the following terms and provisions, which terms and provisions shall be determined by
the Authorized Officer of the Trust after consultation with Bond Counsel and other appropriate professional
advisors to the Trust: (i) a summary of the terms of the Series 2015A-1 Bonds; (ii) the criteria pursuant to
which the award of the Series 2015A-1 Bonds shall be made by the Trust; (iii) the date and time at which
proposals for the purchase of the Series 2015A-1 Bonds shall be accepted by the Trust; and (iv) the method
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by which the bidders for the purchase of the Series 2015A-1 Bonds shall submit their proposals, which
proposals shall be submitted to the Trust, in compliance with the terms of the Notice of Sale, via a written
proposal for Series 2015A-1 Bonds (the “Proposal for Bonds”).
2.
The Authorized Officers of the Trust are hereby severally authorized and directed to cause
(i) the Notice of Sale and the Proposal for Bonds to be disseminated simultaneously with the dissemination
of the Preliminary Official Statement and (ii) a summary of the Notice of Sale to be published in compliance
with Section 6(d) of the Act at least once in at least three newspapers published in the State and at least
once in a publication carrying municipal bond notices and devoted primarily to financial news published in
the State or in the City of New York, the first summary Notice of Sale to be published at least five (5) days
prior to the date established by the Notice of Sale for the sale of the Series 2015A-1 Bonds.
3.
On the date and time established therefore in the Notice of Sale, the Proposals for Bonds
shall be received and accepted by the Authorized Officer of the Trust. Upon receipt and acceptance of the
Proposals for Bonds, the Authorized Officers of the Trust are hereby severally authorized and directed to
open such Proposals for Bonds and, after consultation with Bond Counsel and other appropriate
professional advisors to the Trust, accept the successful Proposal for Bonds, such Proposal for Bonds to be
determined based upon compliance with the terms of the Notice of Sale relating to the award of the Series
2015A-1 Bonds and after consultation with Bond Counsel and other appropriate professional advisors to
the Trust.
4.
The Authorized Officers of the Trust are hereby severally authorized and directed to
execute and deliver such other documents and to take such other action as may be necessary or appropriate
in order to effectuate the marketing and sale of the Series 2015A-1 Bonds, including, without limitation,
such other actions as may be necessary in connection with (i) the procurement of a rating on the Series
2015A-1 Bonds from any rating agency and (ii) the conduct of informational investment meetings;
provided, however, that in each such instance the Authorized Officers of the Trust shall comply with the
provisions of this Section 13.03 and shall consult with Bond Counsel and other appropriate professional
advisors to the Trust with respect thereto.
5.
At the first meeting of the Board of Directors of the Trust subsequent to the sale of the
Series 2015A-1 Bonds, the Executive Director or other Authorized Officer of the Trust shall deliver a report
setting forth the details of the sale of the Series 2015A-1 Bonds.
SECTION 13.04. Electronic Dissemination of the Preliminary Official Statement; Electronic
Acceptance of Proposals for Bonds; Award of Bonds.
1.
Notwithstanding any provision of this Bond Resolution to the contrary, the Authorized
Officers of the Trust are hereby severally authorized at their discretion to disseminate the Preliminary
Official Statement via electronic medium, in addition to or in lieu of physical, printed medium; provided,
however, that in disseminating the Preliminary Official Statement via such medium, such Authorized
Officer of the Trust shall otherwise fully comply with the provisions of Section 13.01 hereof.
2.
In complying with the provisions of Section 13.03 hereof, the Authorized Officers of the
Trust are hereby severally authorized at their discretion to accept Proposals for Bonds and complete the
award of the Series 2015A-1 Bonds, pursuant to the terms and provisions of the Notice of Sale, by means
of electronic media; provided that, with respect to the selection of the particular electronic media and the
implementation of the procedures for the exercise thereof, the Authorized Officer of the Trust shall consult
with Bond Counsel and other appropriate professional advisors to the Trust with respect thereto.
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SECTION 13.05. Registration or Qualification of Series 2015A-1 Bonds. The Authorized
Officers of the Trust are hereby severally authorized and directed, in the name and on behalf of the Trust,
to take any and all actions that they deem necessary and advisable in order to effect the registration or
qualification (or exemption therefrom) of the Series 2015A-1 Bonds for offer, sale or trade under the blue
sky or securities laws of any of the states of the United States of America, and in connection therewith to
execute, acknowledge, verify, deliver, file or cause to be published any applications, reports (except
consents to service of process in any jurisdiction outside the State) and other papers and instruments which
may be required under such laws, and to take any and all further actions that they may deem necessary or
advisable in order to maintain any such registration or qualification for as long as they deem necessary or
as required by law or by the underwriters for such securities.
SECTION 13.06. Establishment of Trust Account in Connection with the Sale of the Series
2015A-1 Bonds. The Authorized Officers of the Trust are hereby severally authorized and directed, in
consultation with Bond Counsel and other appropriate advisors to the Trust, to enter into a trust agreement
by and between the Trust and U.S. Bank National Association, or any successors and assigns thereto,
providing for the establishment of a trust account with U.S. Bank National Association, or any successors
and assigns thereto (i) for deposit therein (a) at the time of the award of the Series 2015A-1 Bonds the good
faith deposit of the successful bidder for the Series 2015A-1 Bonds, such check being required by the terms
of the Notice of Sale, (b) on the Business Day prior to the issuance of the Series 2015A-1 Bonds the portion
of the Debt Service Reserve Requirement not funded with Series 2015A-1 Bond proceeds to be contributed
by the State of New Jersey in the amount set forth in Section 2.03(8) hereof, and (c) prior to the issuance
of the Series 2015A-1 Bonds, such other amounts, the deposit of which may be deemed necessary and
desirable by any Authorized Officer of the Trust, in consultation with Bond Counsel and other appropriate
advisors to the Trust, (ii) for withdrawal therefrom on the date of issuance of the Series 2015A-1 Bonds (a)
the amounts deposited in accordance with clause (i)(a) above to be transferred in accordance with the terms
of Section 2.03(7) hereof, (b) the amounts deposited in accordance with clause (i)(b) above to be transferred
in accordance with the terms of Section 2.03(8) hereof, (c) the amounts deposited in accordance with clause
(i)(c) above to be transferred in a manner consistent with their purposes to a Fund and Account created
hereunder as more fully detailed by the terms of said trust agreement and (d) the interest earned on all of
such amounts to be paid over to the Trust for any of its lawful purposes and (iii) after all of the transfers
having been made in accordance with clause (ii) above, for the closing of such trust account on the date of
issuance of the Series 2015A-1 Bonds.
SECTION 13.07.
Replacement of DTC.
Agreements with DTC; Discontinuance of Book-Entry System;
1.
In connection with the issuance and sale of the Series 2015A-1 Bonds, the Authorized
Officers of the Trust are hereby severally authorized and directed to enter into agreements on behalf of the
Trust with DTC, with such terms and provisions as such Authorized Officer of the Trust shall approve upon
consultation with Bond Counsel, which agreements shall take effect on the date of delivery of the Series
2015A-1 Bonds.
2.
The Authorized Officers of the Trust are hereby severally authorized and directed to
determine, upon consultation with Bond Counsel, whether or not it is advisable for the Trust to continue
the book-entry system or to replace DTC with another qualified securities depository as successor to DTC.
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ARTICLE XIV
MISCELLANEOUS
SECTION 14.01. Liability of Trust Limited to Trust Estate. Notwithstanding anything
contained in this Bond Resolution or in the Bonds, the Trust shall not be required to advance any moneys
derived from any source other than the Trust Estate for any of the purposes in this Bond Resolution, whether
for the payment of the principal or Redemption Price of, or interest on, the Bonds or for any other purpose
of this Bond Resolution. Nevertheless, the Trust may, but shall not be required to, advance for any of the
purposes hereof any funds of the Trust that may be made available to it for such purposes.
SECTION 14.02. Successor Is Deemed Included in All References to Predecessor. Whenever
in this Bond Resolution either the Trust or the Trustee is named or referred to, such reference shall be
deemed to include the successors or assigns thereof, and all the duties, covenants, obligations and
agreements contained in this Bond Resolution by or on behalf of the Trust or the Trustee shall bind and
inure to the benefit of the respective successors and assigns thereof, whether so expressed or not.
SECTION 14.03. Limitation of Rights to Parties. Nothing expressed or implied in this Bond
Resolution or in the Bonds is intended or shall be construed to give to any person other than the Trust, the
Trustee, the Paying Agents and the Holders of Bonds any legal or equitable right, remedy or claims under
or in respect of this Bond Resolution or any duty, covenant, obligation, agreement, condition or provision
therein or herein contained; and all such duties, covenants, obligations, agreements, conditions and
provisions are and shall be for the sole and exclusive benefit of the Trust, the Trustee, the Paying Agents
and the Holders of Bonds.
SECTION 14.04. Waiver of Notice. Whenever in this Bond Resolution the giving of notice by
mail or otherwise is required, the giving of such notice may be waived in writing by the person entitled to
receive such notice and in any such case the giving or receipt of such notice shall not be a condition
precedent to the validity of any action taken in reliance upon such waiver.
SECTION 14.05. Destruction of Bonds. Whenever in this Bond Resolution provision is made
for the cancellation by the Trustee and the delivery to the Trust of any Bonds, unless otherwise requested
in writing the Trust, in lieu of such cancellation and delivery, the Trustee shall destroy such Bonds (in the
presence of an officer of the Trust, if the Trust shall so require), and deliver a certificate of such destruction
to the Trust.
SECTION 14.06. Severability of Invalid Provisions. If any one or more of the provisions
contained in this Bond Resolution or in the Bonds shall for any reason be held to be invalid, illegal or
unenforceable in any respect, then such provision or provisions shall be deemed severable from the
remaining provisions contained in this Bond Resolution or in the Bonds and such invalidity, illegality or
unenforceability shall not affect any other provision of this Bond Resolution, and this Bond Resolution
shall be construed as if such invalid or illegal or unenforceable provision had never been contained herein.
The Trust hereby declares that it would have entered into this Bond Resolution and each and every section,
paragraph, sentence, clause or phrase hereof and authorized the issuance of the Bonds pursuant thereto
irrespective of the fact that any one or more sections, paragraphs, sentences, clauses or phrases of this Bond
Resolution may be held illegal, invalid or unenforceable.
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SECTION 14.07. Notices. Any notices, certificates or other communications required or
permitted to be given herein shall be in writing (unless otherwise specifically required or permitted herein)
and shall be sufficiently given and shall be deemed given when hand delivered or mailed by registered or
certified mail, postage prepaid (unless otherwise specifically required or permitted herein) to the Trust, the
Trustee, and the Paying Agent at the addresses set forth below:
(a)
Trust:
New Jersey Environmental Infrastructure Trust
3131 Princeton Pike
Building 4, Suite 216
Lawrenceville, New Jersey 08648
Attention: Executive Director
(b)
Trustee:
U.S. Bank National Association
21 South Street, 3rd Floor
Morristown, New Jersey 07960
Attention: Corporate Trust Department
(c)
Paying Agent:
U.S. Bank National Association
21 South Street, 3rd Floor
Morristown, New Jersey 07960
Attention: Corporate Trust Department
The Trust, the Trustee, and the Paying Agent may designate any further or different address to
which subsequent notices and communications shall be sent by giving notice thereof to the other parties
hereto.
SECTION 14.08. Disqualified Bonds. In determining whether the Holders of the requisite
aggregate principal amount of Bonds have concurred in any demand, request, direction, consent or waiver
under this Bond Resolution, Bonds that are owned or held by or for the account of the Trust or any
Borrower, or by any other primary or secondary obligor on any Loan Agreement, or by any person directly
or indirectly controlling or controlled by, or under direct or indirect common control with, the Trust or any
Borrower or any other primary or secondary obligor on any Loan Agreement, shall be disregarded and
deemed not to be Outstanding for the purpose of any such determination. Bonds so owned that have been
pledged in good faith may be regarded as Outstanding for the purpose of this Section if the pledgee shall
establish to the satisfaction of the Trustee the pledgee’s right to vote such Bonds and that the pledgee is not
a person directly or indirectly controlling or controlled by, or under direct or indirect common control with,
the Trust or any Borrower or any other primary or secondary obligor on any Loan Agreement. In case of a
dispute as to such right, any decision by the Trustee taken upon the advice of Counsel shall be full protection
to the Trustee.
The determination to be made hereunder by the Trustee with respect to Bonds to be disregarded
and deemed not to be Outstanding shall be based upon information that has been brought to the attention
of the Trustee. There is no affirmative duty on the part of the Trustee to undertake any investigation in
determining Bonds to be disregarded and deemed not to be Outstanding.
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SECTION 14.09. Funds and Accounts. Any fund, account or subaccount required by this Bond
Resolution to be established and maintained by the Trustee may be established and maintained in the
accounting records of the Trustee, either as a fund, an account or a subaccount, and, for the purposes of
such records, any audits thereof and any reports or statements with respect thereto, may be treated either as
a fund, an account or a subaccount; but all such records with respect to all such funds, accounts or
subaccounts shall at all times be maintained in accordance with generally accepted accounting principles,
to the extent practicable, or some other accounting standard recognized by the State or acceptable to the
Trust.
SECTION 14.10. Waiver of Personal Liability. No member, officer, agent or employee of the
Trust shall be individually or personally liable for the payment of the principal or Redemption Price of, or
interest on, the Bonds or be subject to any personal liability or accountability by reason of the issuance
thereof, all such liability, if any, being expressly waived and released by each Holder of Bonds by the
acceptance of such Bonds, but nothing herein contained shall relieve any such member, officer, agent or
employee from the performance of any official duty provided by law or by this Bond Resolution.
SECTION 14.11. Trust Protected in Acting in Good Faith. In the exercise of the powers of the
Trust and its members, officers, employees and agents under this Bond Resolution, the Loan Agreements
or any other document executed in connection with the Bonds, the Trust shall not be accountable to any
Borrower, the Trustee, the Paying Agent, or any Holder for any action taken or omitted by it or its members,
officers, employees and agents in good faith and believed by it or them to be authorized or within the
discretion or rights or powers conferred.
SECTION 14.12. Business Days. Except as otherwise specifically provided herein, if any date
specified herein for the payment of any Bond or the performance of any act shall not be a Business Day at
the place of payment or performance, such payment or performance shall be made on the next succeeding
Business Day with the same effect as if made on such date, and in case any payment of the principal or
Redemption Price of or interest on any Bond shall be due on a date that is not a Business Day, interest on
such principal amount shall cease to accrue on the date on which such payment was due if such payment is
made on the immediately succeeding Business Day.
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ARTICLE XV
BOND FORM AND EFFECTIVE DATE
SECTION 15.01. Form of Series 2015A-1 Bonds and Trustee’s Authentication Certificate.
Subject to the provisions of this Bond Resolution, the form of the Series 2015A-1 Bonds and the Trustee’s
certificate of authentication shall be of substantially the following tenor:
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[FORM OF SERIES 2015A-1 BOND]
UNITED STATES OF AMERICA
STATE OF NEW JERSEY
NEW JERSEY ENVIRONMENTAL INFRASTRUCTURE TRUST
ENVIRONMENTAL INFRASTRUCTURE BONDS, SERIES 2015A-1
NO. R-__
CUSIP: ___________-___
Interest Rate
Maturity Date
Dated Date
Authentication Date
____%
September 1, ____
May 28, 2015
May 28, 2015
Registered Owner:
CEDE & CO.
Principal Sum:
_______________________________________ ($___,___)
NEW JERSEY ENVIRONMENTAL INFRASTRUCTURE TRUST (the “Trust”), a public
body corporate and politic and an instrumentality of the State of New Jersey created and existing under the
laws of the State of New Jersey, hereby acknowledges itself indebted to, and for value received hereby
promises to pay to, the Registered Owner stated hereon or its registered assigns, on the Maturity Date stated
hereon, but solely from the funds pledged therefor, upon presentation and surrender of this bond at the
Principal Office of U.S. Bank National Association (such bank and any successors thereto being herein
called the “Trustee” and “Paying Agent”), the Principal Sum stated hereon in any coin or currency of the
United States of America that at the time of payment is legal tender for the payment of public and private
debts, and to pay from such pledged funds on March 1 and September 1 in each year, commencing
September 1, 2015, until the Trust’s obligation with respect to the payment of such Principal Sum shall be
discharged to the Registered Owner hereof, interest from the Dated Date hereof on such Principal Sum by
check or draft of the Trustee mailed to such Registered Owner who shall appear as of the fifteenth (15th)
day (whether or not such day shall be a Business Day) of the month immediately preceding such interest
payment date on the books of the Trust maintained by the Trustee. However, so long as the Series 2015A1 Bonds (as hereinafter defined) are held in book-entry-only form pursuant to the Resolution (as hereinafter
defined), the provisions of the Resolution governing such book-entry-only form shall govern repayment of
the principal or Redemption Price, if any, of and interest on the Series 2015A-1 Bonds.
This bond is one of a duly authorized Series of Bonds of the Trust designated “Environmental
Infrastructure Bonds, Series 2015A-1” (herein called the “Series 2015A-1 Bonds”), and issued in the
aggregate principal amount of $________ under and in full compliance with the Constitution and statutes
of the State of New Jersey, including, without limitation, the “New Jersey Environmental Infrastructure
Trust Act”, constituting chapter 334 of the Pamphlet Laws of 1985 of the State of New Jersey, as amended
and supplemented (herein called the “Act”), and under and pursuant to a resolution authorizing the Series
2015A-1 Bonds adopted by the Trust on April 16, 2015 and entitled “Environmental Infrastructure Bond
Resolution, Series 2015A”, as the same may be amended or supplemented from time to time in accordance
with its terms (herein called the “Resolution”).
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All capitalized terms used but not defined herein shall have the meanings set forth in the Resolution
as if fully set forth herein.
As provided in the Resolution, the Series 2015A-1 Bonds and all other bonds issued on a parity
basis with the Series 2015A-1 Bonds under the Resolution (herein collectively called the “Bonds”) are
direct and special obligations of the Trust payable solely, subject to the following sentence, from and
secured (as to payment of principal or Redemption Price, if any, of and interest on) by the Trust Estate, all
in accordance with their terms and the terms and conditions of the Resolution, subject only to the provisions
of the Resolution permitting the application of the Trust Estate for the purposes and upon the terms and
conditions set forth in the Resolution. The principal or Redemption Price, if any, of and interest on the
Series 2015A-1 Bonds are additionally secured by moneys held by the Master Program Trustee in the
Master Program Trust Account to the extent set forth in the Master Program Trust Agreement. The Trust
Estate under the Resolution includes the Loan Agreements (with certain exceptions set forth in the
Resolution), any other Revenues and all other funds and accounts established under the Resolution (other
than the Operating Expense Fund, the Project Fund, and the Rebate Fund, including Investment Securities,
as applicable, held in any such Fund thereunder, together with all proceeds and revenues of the foregoing,
all of the Trust’s right, title and interest in and to the foregoing and all other moneys, securities or funds
pledged for the payment of the principal or Redemption Price, if any, of and interest on the Bonds in
accordance with the terms and provisions of the Resolution. Copies of the Resolution are on file at the
office of the Trust and at the above-mentioned office of the Trustee. Reference is hereby made to the Act
and to the Resolution and any and all supplements thereto and modifications and amendments thereof for a
description of the pledge and assignment and covenants securing the Bonds, the nature, extent and manner
of enforcement of such pledge, the rights and remedies of the holders of the Bonds with respect thereto, the
terms and conditions upon which the Bonds are issued and may be issued thereunder, the terms and
provisions upon which this bond shall cease to be entitled to any lien, benefit or security under the
Resolution and for all of the other terms and provisions thereof. All duties, covenants, agreements and
obligations of the Trust under the Resolution may be discharged and satisfied at or prior to the maturity or
redemption, if any, of this bond if moneys or certain specified securities shall have been deposited with the
Trustee, all in accordance with the terms and provisions of the Resolution.
As provided in the Resolution, Bonds may be issued from time to time pursuant to Supplemental
Resolutions in one or more Series in various principal amounts, may mature at different times, may bear
interest at different rates and may otherwise vary as in the Resolution provided. Although the aggregate
principal amount of Bonds that may be issued under the Resolution is not limited, and all Bonds issued and
to be issued under the Resolution are and will be equally secured by the pledge and covenants made therein,
except as otherwise expressly provided or permitted in the Resolution, the aggregate amount of bonds that
may be issued by the Trust is currently limited by the Act. The Trust makes no representation as to whether
this limitation on the aggregate principal amount of bonds issued by the Trust under the Act will continue
to restrict the future issuance of bonds by the Trust under the Act.
To the extent and in the manner permitted by the terms of the Resolution, the provisions of the
Resolution or any resolution amendatory thereof or supplemental thereto may be modified or amended by
the Trust with the written consent of the holders of at least two-thirds (2/3) in aggregate principal amount
of the Bonds Outstanding under the Resolution at the time such consent is given, and, in case less than all
of the several Series of Bonds then Outstanding are affected thereby, with such consent of at least twothirds (2/3) in aggregate principal amount of the Bonds of each Series so affected and Outstanding;
provided, however, that if such modification or amendment will, by its terms, not take effect so long as any
Bonds of any specified like Series and maturity remain Outstanding under the Resolution, the consent of
the holders of such Bonds shall not be required and such Bonds shall not be deemed to be Outstanding for
the purpose of the calculation of Outstanding Bonds. No such modification or amendment shall permit a
change in the terms of redemption, if any (including Sinking Fund Installments), or maturity of the principal
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of any Outstanding Bond or of any installment of interest thereon or a reduction in the principal amount or
Redemption Price, if any, thereof or in the rate of interest thereon without the consent of the holder of such
Bond, nor shall it reduce the percentages or otherwise affect the classes of Bonds the consent of the holders
of which is required to effect any such modification or amendment, nor shall it change or modify any of the
rights or obligations of the Trustee or of the Paying Agent without its written assent thereto.
This bond is transferable, as provided in the Resolution, only upon the books of the Trust kept for
that purpose at the above-mentioned office of the Trustee, as bond registrar, by the Registered Owner hereof
in person, or by such Registered Owner’s attorney duly authorized in writing, upon surrender of this bond
together with a written instrument of transfer satisfactory to the bond registrar duly executed by the
Registered Owner or such Registered Owner’s duly authorized attorney, and thereupon a new fully
registered bond or bonds in the same aggregate principal amount shall be issued to the transferee in
exchange therefor as provided in the Resolution upon payment of the charges therein prescribed. The Trust,
the Trustee and the Paying Agent may deem and treat the Registered Owner as the absolute owner hereof
for the purpose of receiving payment of, or on account of, the principal or Redemption Price, if any, hereof
and the interest due hereon and for all other purposes.
The Series 2015A-1 Bonds maturing on or before September 1, 2025 shall not be subject to
redemption prior to their respective stated maturity dates. The Series 2015A-1 Bonds maturing on or after
September 1, 2026 shall be subject to redemption prior to their respective stated maturity dates on or after
September 1, 2025, at the option of the Trust, upon the terms set forth in the Resolution.
[Insert mandatory sinking fund redemption provisions if applicable.]
The Series 2015A-1 Bonds are payable upon redemption at the above-mentioned office of the
Paying Agent. Notice of redemption, setting forth the place of payment, shall be mailed by the Trustee via
first class mail, postage prepaid, not less than thirty (30) nor more than forty-five (45) days prior to the
redemption date, to the registered owners of any Series 2015A-1 Bonds or portions thereof to be redeemed
at their last addresses, if any, appearing upon the Trust’s registry books, all in the manner and upon the
terms and conditions set forth in the Resolution. If notice of redemption shall have been mailed as aforesaid,
the Series 2015A-1 Bonds or portions thereof specified in said notice shall become due and payable on the
redemption date therein fixed, and if, on the redemption date, moneys for the redemption of all of the Series
2015A-1 Bonds or portions thereof to be redeemed, together with interest to the redemption date, shall be
available for such payment on said date, then from and after the redemption date interest on such Series
2015A-1 Bonds or portions thereof so called for redemption shall cease to accrue and be payable. Failure
of the registered owner of any Series 2015A-1 Bonds to be redeemed to receive any such notice shall not
affect the validity of the proceedings for the redemption of such Series 2015A-1 Bonds.
The principal or Redemption Price, if any, of and interest on the Series 2015A-1 Bonds are payable
by the Trust solely from the Trust Estate, and neither the State of New Jersey nor any political subdivision
thereof, other than the Trust (but solely to the extent of the Trust Estate), is obligated to pay the principal
or Redemption Price, if any, of or interest on this bond and the issue of which it is one, and neither the full
faith and credit nor the taxing power of the State of New Jersey or any political subdivision thereof is
pledged to the payment of the principal or Redemption Price, if any, of or interest on this bond or the issue
of which it is one.
It is hereby certified and recited that all conditions, acts and things required by law and the
Resolution to exist, to have happened and to have been performed precedent to and in the issuance of this
bond exist, have happened and have been performed, and the Series of Bonds of which this is one, together
with all other indebtedness of the Trust, comply in all respects with the applicable laws of the State of New
Jersey, including, without limitation, the Act.
-77-
This bond shall not be entitled to any benefit under the Resolution or be valid or become obligatory
for any purpose until this bond shall have been authenticated by the execution by the Trustee of the Trustee’s
Certificate of Authentication hereon.
IN WITNESS WHEREOF, NEW JERSEY ENVIRONMENTAL INFRASTRUCTURE
TRUST has caused this bond to be executed in its name and on its behalf by the manual or facsimile
signature of its Chairman or Vice-Chairman and its seal to be impressed, imprinted, engraved or otherwise
reproduced hereon and attested by the manual or facsimile signature of its Secretary or Assistant Secretary,
all as of the Dated Date hereof.
NEW JERSEY ENVIRONMENTAL
INFRASTRUCTURE TRUST
By:________________________
Chairman
[SEAL]
ATTEST:
_____________________________
Assistant Secretary
-78-
[FORM OF CERTIFICATE OF AUTHENTICATION ON SERIES 2015A-1 BONDS]
TRUSTEE’S CERTIFICATE OF AUTHENTICATION
This bond is one of the Series 2015A-1 Bonds delivered pursuant to the within-mentioned
Resolution.
U.S. BANK NATIONAL ASSOCIATION,
as Trustee
By:________________________
Authorized Signatory
-79-
The following abbreviations, when used in the inscription on this bond, shall be construed as though
they were written out in full according to applicable laws or regulations (additional abbreviations may also
be used though not in the following list):
TEN COM – as tenants in common
TEN ENT – as tenants by the entireties
UNIF GIFT MIN ACT
______ Custodian _______
(Cust)
(Minor)
under Uniform Gifts to Minors Act
(State)
JT TEN – as joint tenants with
right of survivorship
and not as tenants in common
ASSIGNMENT
PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE (FOR
COMPUTER RECORD ONLY): _______________
FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto
(Please Print or Typewrite Name and Address of Transferee)
_________________________________________________________________
the within bond and all rights thereunder, and hereby irrevocably constitutes and appoints
_______________________________________________________, Attorney, to transfer the within bond
on the books kept for the registration thereof, with full power of substitution in the premises.
Dated:
Signature Guaranty:
Signature:
________________________
NOTICE: Signature(s) must
be guaranteed by a member
firm of the New York Stock
Exchange or a commercial
bank, trust company,
national bank association
or other banking institution
incorporated under the laws of
the United States or a state
of the United States.
___________________________
NOTICE: The signature of this
Assignment must correspond with the
name that appears upon the first
page of the within bond in every
particular, without alteration or
enlargement or any change whatsoever.
-80-
SECTION 15.02. Effective Date. This Bond Resolution shall not become effective until all of
the following shall have occurred:
(a) As required by paragraph i of Section 4 of Chapter 334 of the Pamphlet Laws of 1985 of the
State of New Jersey, as amended and supplemented, there shall have run ten (10) days, Saturdays, Sundays
and public holidays excepted, after a copy of the minutes of the Trust meeting at which this Bond Resolution
was adopted has been delivered to the Governor for his approval, unless during such 10-day period the
Governor shall approve the same, in which case such action shall become effective upon such approval;
and
(b) As required by paragraph j of Section 4 of Chapter 334 of the Pamphlet Laws of 1985 of the
State of New Jersey, as amended and supplemented, there is received by the Trust the written approval of
this Bond Resolution by each of the Governor of the State and the State Treasurer.
-81-
EXHIBIT A
Form of Loan Agreement for Municipal Borrowers
A-1
EXHIBIT B
Form of Loan Agreement for Authority Borrowers
B-1
EXHIBIT C
[Reserved]
C-1
EXHIBIT D
Form of Notice of Sale
D-1
EXHIBIT E
Form of Trust Continuing Disclosure Agreement
E-1
EXHIBIT F
CERTIFICATE OF AN AUTHORIZED OFFICER OF THE
NEW JERSEY ENVIRONMENTAL INFRASTRUCTURE TRUST AS REQUIRED
BY SECTION 4 OR 8(a) OF THE MASTER PROGRAM TRUST AGREEMENT
I, DAVID E. ZIMMER, Executive Director of the New Jersey Environmental Infrastructure Trust
(the “Trust”) and an Authorized Officer as defined in and under that certain Master Program Trust
Agreement, dated as of November 1, 1995, by and among the Trust, the State, United States Trust Company
of New York, as Master Program Trustee thereunder, The Bank of New York (NJ), in several capacities
thereunder, and First Fidelity Bank, N.A. (predecessor to Wachovia Bank National Association), in several
capacities thereunder, as supplemented by that certain Agreement of Resignation of Outgoing Master
Program Trustee, Appointment of Successor Master Program Trustee and Acceptance Agreement, dated as
of November 1, 2001, by and among United States Trust Company of New York, as Outgoing Master
Program Trustee, State Street Bank and Trust Company, N.A. (predecessor to U.S. Bank Trust National
Association), as Successor Master Program Trustee (the “Master Program Trustee”), and the Trust, as the
same may be amended and supplemented from time to time in accordance with its terms (the “Master
Program Trust Agreement”; capitalized terms used but not defined in this Certificate shall have the
meanings ascribed to such terms in the Master Program Trust Agreement), DO HEREBY CERTIFY as
follows:
1.
The 2015A-1 series within the Financing Program for the year 2015 shall constitute a
Future Financing Program within the meaning of and for the purposes set forth in the Master Program Trust
Agreement.
2.
The 2015A-1 series within the Financing Program for the year 2015 has received all
requisite approvals, authorizations and consents that constitute a condition precedent to such Financing
Program becoming a Future Financing Program.
3.
The 2015A-1 series within the Financing Program for the year 2015 shall be a Future
Financing Program in order to provide additional security for the Coverage Receiving Trust Bonds,
including, without limitation, the Future Trust Bonds to be issued under such Financing Program.
4.
Attached hereto is an accurate and authentic copy of revised Schedule AG-2 to the Master
Program Trust Agreement, which has simultaneously herewith been delivered to the Master Program
Trustee for replacement of the existing Schedule AG-2 affixed to the Master Program Trust Agreement as
Appendix A thereto.
5.
This revised Schedule AG-2 to the Master Program Trust Agreement is being delivered to
the Master Program Trustee in connection with the Trust’s issuance of its Environmental Infrastructure
Bonds, Series 2015A-1 in the aggregate principal amount of $__________________, which bonds
constitute Future Trust Bonds under the Master Program Trust Agreement.
F-1
IN WITNESS WHEREOF, the undersigned duly Authorized Officer of the Trust has executed
and delivered this Certificate this [28th day of May, 2015].
NEW JERSEY ENVIRONMENTAL
INFRASTRUCTURE TRUST
By:________________________
Executive Director
F-2
SCHEDULE I-A
Reserved
I-A-1
SCHEDULE I-A
Reserved
I-A-2
SCHEDULE I-B
Allocable Share – Borrowers
The allocations contained in the attached schedule are valid for the term of the Loan of a particular
Borrower. Once a Borrower’s Loan is repaid or if a Borrower decides to prepay its Loan, (i) said Borrower
will no longer be entitled to any Net Earnings on any of the funds or accounts established pursuant to this
Bond Resolution and (ii) no reallocation will be made of the remaining Borrowers.
I-B-1
SCHEDULE II
Reserved
II-1
RESOLUTION NO. 15 – 19
ACCEPTANCE AND APPROVAL OF THE SFY2016
OPERATING BUDGET
WHEREAS, the New Jersey Environmental Infrastructure Trust (the “Trust”) must secure
legislative approval of its annual Financial Plan (Financial Plan” or “May Report”) pursuant to N.J.S.A.
58:11B-21 and 21.1; and
WHEREAS, the May Report must include, among other things, a copy of the Trust’s approved
operating budget; and
WHEREAS, the Trust desires to approve its State Fiscal Year (“SFY”) 2016 Operating Budget for
inclusion in the State Fiscal Year Financial Plan.
NOW THEREFORE BE IT RESOLVED, after due consideration of all of the items set forth herein
the Trust hereby adopts the attached SFY2016 Operating Budget; and
BE IT FURTHER RESOLVED that the SFY2016 Operating Budget will include the currently
charged administrative fee and one time loan surcharge fee of 0.003 and .001 respectively (both times
the principal amount of bonds sold), for the loans made pursuant to the SFY2016 Financial Plan, and
further maintain the existing administrative fee for all the previous borrowers.
Adopted Date:
April 16, 2015
Motion Made By:
Bob Briant Jr.
Motion Seconded By:
Christine Campbell
Ayes:
6
Nays:
0
Abstentions:
0
RESOLUTION NO. 15 - 20
RESOLUTION APPROVING
THE NEW JERSEY ENVIRONMENTAL INFRASTRUCTURE TRUST
SFY2016 AND SUPERSTORM SANDY FINANCIAL PLAN
WHEREAS, pursuant to N.J.S.A. 58:11B-21 and 21.1, the New Jersey Environmental
Infrastructure Trust (the “Trust”) is required to submit to the Legislature on or before May 15, 2015,
a financial plan designed to implement the financing of the projects to be approved pursuant to
N.J.S.A. 58:11B-20 “Financial Plan”; and
WHEREAS, the Financial Plan shall contain an enumeration of the bonds which the Trust
intends to issue, including the amounts thereof and the terms and conditions therefore; a list of loans
to be made to participants, including the terms and conditions thereof and the anticipated rate of
interest per annum and repayment schedule therefore; and operating and financial statement
covering the Trust’s proposed operations during the forthcoming fiscal year including amounts of
income from all sources; the schedule of fees and charges to be charged to and collected from
borrowers in connection with the Trust loans; and a summary of the status of each project for which
loans have been made and a description of the major impediments to the accomplishment of the
planned projects.
NOW THEREFORE BE IT RESOLVED THAT the Trust Board of Directors hereby approves the
proposed for State Fiscal Year (“SFY”) 2016 and Superstorm Sandy Financial Plan substantially in the
form as the Plan included in the agenda for the April 16, 2015 Trust Board meeting with such changes
thereto as have been implemented by the SFY2015 budget approved by the Trust and as the Executive
Director, in consultation with the Chairman or Vice Chairman, shall approve and authorize; and
BE IT FURTHER RESOLVED THAT the Executive Director, in consultation with the Chairman or
Vice Chairman, is hereby authorized and directed to take such other actions as are necessary or
desirable to publish, file and distribute the Financial Plan, including its printing and binding.
Adopted Date:
April 16, 2015
Motion Made By:
Dan Kennedy
Motion Seconded By:
Mark Longo
Ayes:
6
Nays:
0
Abstentions:
0
N EW J ERSEY ENVIRONMENTAL I NFRASTRUCTURE
F INANCING PROGRAM
Base State Fiscal Year 2016 and
Superstorm Sandy
FINANCIAL PLAN
Submitted to the State Legislature by
 The New Jersey Env ironmental Infrastructure Trust
 The New Jersey Department of Env ironmental Protection
MAY 2015
New Jersey Environmental Infrastructure Trust
Public Board Members
Warren H. Victor, Chairman
Robert A. Briant, Jr., Vice Chairman
Roger Ellis, Treasurer
Mark Longo, Secretary
Ex-Officio Members
Andrew P. Sidamon-Eristoff, New Jersey State Treasurer
Bob Martin, Commissioner, New Jersey Department of Environmental Protection
Charles A. Richman, Acting Commissioner, New Jersey Department of Community Affairs
Executive Director
David E. Zimmer, CFA
New Jersey Department of Environmental Protection
Mailing Address
P.O. Box 420
Trenton, NJ 08625
(609) 292-2885
Location Address
401 East State Street
Trenton, NJ 08625
New Jersey Environmental Infrastructure Trust
Mailing Address
3131 Princeton Pike
Building 4, Suite 216
Lawrenceville, NJ 08648
Report to the Legislature
Pursuant to
P.L. 1985, Chapter 334
New Jersey Wastewater
Treatment Trust Act of 1985
as amended by P.L. 1997, Chapter 224
By
Bob Martin
Commissioner
New Jersey Department of Environmental Protection
Warren H. Victor
Chairman
New Jersey Environmental Infrastructure Trust
TABLE OF CONTENTS
EXECUTIVE SUMMARY .................................................................................................................................................................................................... 1
INTRODUCTION / Program reviews ......................................................................................................................................................................... 1
I.
SFY2015 NJEIFP TRADITIONAL FINANCING PRO GRAM REVIEW ................................................................................................................. 1
PROGRAM OVERVIEW ........................................................................................................................................................................................ 1
LOAN FUNDING SOURCES.................................................................................................................................................................................. 2
II. SFY2015 LEGACY PROJECTS REVIEW................................................................................................................................................................ 3
PROGRAM OVERVIEW ........................................................................................................................................................................................ 3
LOAN FUNDING SOURCES.................................................................................................................................................................................. 3
III. SFY2015 DISASTER RELIEF EMERGENCY FINANCING PROGRAM (SAIL) REVIEW ..................................................................................... 4
PROGRAM OVERVIEW ........................................................................................................................................................................................ 4
LOAN FUNDING SOURCES.................................................................................................................................................................................. 4
IV. SFY2015 “SANDY” NJEIFP FINANCING PROGRAM REVIEW ......................................................................................................................... 5
PROGRAM OVERVIEW ........................................................................................................................................................................................ 5
LOAN FUNDING SOURCES.................................................................................................................................................................................. 5
V.
SFY2016 TRADITIONAL NJEIFP FINANCING PRO GRAM REVIEW ................................................................................................................. 5
PROGRAM OVERVIEW ........................................................................................................................................................................................ 5
LOAN FUNDING SOURCES.................................................................................................................................................................................. 6
VI. MULTI-YEAR SHORT TERM NJEIFP FINANCING PROGRAM REVIEW .......................................................................................................... 7
PROGRAM OVERVIEW ........................................................................................................................................................................................ 7
LOAN FUNDING SOURCES.................................................................................................................................................................................. 8
VII. SFY2016 DISASTER RELIEF EMERGENCY FINANCING PROGRAM (SAIL) REVIEW ..................................................................................... 8
PROGRAM OVERVIEW ........................................................................................................................................................................................ 8
LOAN FUNDING SOURCES.................................................................................................................................................................................. 9
VIII. SFY2016 “SANDY” NJEIFP FINANCING PROGRAM REVIEW ......................................................................................................................... 9
PROGRAM OVERVIEW ........................................................................................................................................................................................ 9
LOAN FUNDING SOURCES.................................................................................................................................................................................. 9
THE REPORT....................................................................................................................................................................................................................10
SFY2016 NEW JERSEY ENVIRONMENTAL INFRASTRUCTURE BASE AND SANDY FINANCING PROGRAMS................................................10
INTRODUCTION .................................................................................................................................................................................................10
THE CLEAN W ATER PROGRAM .......................................................................................................................................................................10
THE DRINKING W ATER PROGRAM .................................................................................................................................................................10
THE NEW JERSEY ENVIRONMENTAL INFRASTRUCTURE TRUST ................................................................................................................11
PROGRAM DEMAND .........................................................................................................................................................................................12
PROJECT PRIORITY LIST / PROJECT ELIGIBILITY ............................................................................................................................................12
DEP PROJECT CERTIFICATION..........................................................................................................................................................................14
i
TRUST LOAN CERTIFICATION AND LO AN CLOSING REQUIREMENTS .......................................................................................................14
FINANCING SCHEDULE .....................................................................................................................................................................................15
BOND REFUNDING ............................................................................................................................................................................................15
ELIGIBLE ACTIVITIES ..................................................................................................................................................................................................15
PROJECT LIST / RANKING .........................................................................................................................................................................................16
PROGRAM STRUCTURE ............................................................................................................................................................................................18
LOAN STRUCTURE / SO URCES OF FUNDS .....................................................................................................................................................18
LOAN TERM ........................................................................................................................................................................................................24
OTHER LO AN PRO GRAMS ........................................................................................................................................................................................25
TRUST / FUND / GREEN ACRES FINANCING PROGRAM .............................................................................................................................25
THE TRUST / PINELANDS FINANCING PROGRAM ........................................................................................................................................25
BENEFITS OF PARTICIPATING IN THE FINANCING PROGRAM ...........................................................................................................................26
FINANCING PROJECTS THRO UGH THE NJEIFP......................................................................................................................................................26
PROGRAM OBJECTIVE ......................................................................................................................................................................................26
THE TRUST AND FUND LO ANS ........................................................................................................................................................................27
BORROWER ELIGIBILITY ...................................................................................................................................................................................29
FINANCING SCHEDULE OVERVIEW.................................................................................................................................................................29
THE TRUST FINANCING DETAIL ...............................................................................................................................................................................29
THE TRUST BONDS ............................................................................................................................................................................................29
ESCROW CLOSING .............................................................................................................................................................................................31
COMPETITIVE SALE OF TRUST BONDS...........................................................................................................................................................31
DISCLOSURE .......................................................................................................................................................................................................31
SECONDARY MARKET DISCLOSURE................................................................................................................................................................32
UNDERFUNDED OR O VERFUNDED ALLOWABLE COSTS .............................................................................................................................32
UNALLOW ABLE COSTS .....................................................................................................................................................................................32
PROJECT ACCO UNT DISBURSEMENTS ...........................................................................................................................................................33
LOAN REPAYMENTS ..........................................................................................................................................................................................33
INVESTMENT OF PROJECT LOAN ACCOUNT PROCEEDS.............................................................................................................................33
FLOW OF REPAYMENTS....................................................................................................................................................................................33
MISCELLANEOUS PRO VISIONS ........................................................................................................................................................................34
CREDIT OF THE TRUST BO NDS ................................................................................................................................................................................34
CREDIT STRUCTURE AND BO ND RATING ......................................................................................................................................................34
MARKETING TRUST BONDS .............................................................................................................................................................................35
SECURITY FOR TRUST BO NDS..........................................................................................................................................................................35
SELF-SUFFICIENCY OF PROJECTS.....................................................................................................................................................................35
DEFICIENCY AGREEMENT / CREDIT ENHANCEMENTS ................................................................................................................................36
COLLATERAL FOR PRIVATE DRINKING W ATER SYSTEMS............................................................................................................................36
ii
COLLATERAL FOR SMALL BO RROWERS .........................................................................................................................................................36
SMALL SYSTEM LO AN PROGRAM ...................................................................................................................................................................36
STATE-AID INTERCEPT ......................................................................................................................................................................................36
RESERVE FUND...................................................................................................................................................................................................37
SUBORDINATION OF STATE LO ANS................................................................................................................................................................37
CROSS COVERAGE BETWEEN SERIES .............................................................................................................................................................37
CROSS COLLATERALIZATION BETWEEN THE CLEAN W ATER AND DRINKING W ATER PRO GRAMS ....................................................38
RATING THE TRUST BO NDS .............................................................................................................................................................................38
JUNIOR LIEN BO ND POLICY..............................................................................................................................................................................38
COVENANTS AFFECTING THE LOCAL UNIT....................................................................................................................................................39
TERMS OF DISBURSEMENT AND REPAYMENT.............................................................................................................................................40
DEFAULT..............................................................................................................................................................................................................41
ASSIGNMENT OF OBLIGATIONS......................................................................................................................................................................42
LEGISLATION ..............................................................................................................................................................................................................42
APPENDICES ....................................................................................................................................................................................................................47
iii
This Page Intentionally Left Blank
EXECUTIVE SUMMARY
INTRODUCTION / PROGRAM REVIEWS
The New Jersey Environmental Infrastructure Trust (the “Trust” or “NJEIT”) and the New Jersey Department of
Environmental Protection (the “Department” or “DEP”), are pleased to present the State Fiscal Year (SFY) 2016 financial
plan (the “Report”) to the New Jersey State Legislature in accordance with P.L. 1985, Chapter 334, as amended. Since its
inception in 1986, the Trust has partnered with the DEP to jointly fund and manage the annual New Jersey Environmental
Infrastructure Financing Program (“NJEIFP” or “Financing Program”) to provide low-interest loans for environmental
infrastructure projects. This Report for the Trust’s 29th Financing Program year sets forth the plan by which projects, which
have applied and qualified for NJEIFP loans, will be financed in SFY2016.
Throughout its history, the NJEIFP has focused primarily upon providing financing for the construction and improvement
of clean water and drinking water facilities and distribution systems that protect the State’s natural resources and public
health. Since issuing its first loan in 1987, the NJEIFP has issued 1,183 project loans totaling over $6.32 billion for water
quality and public health related environmental infrastructure projects. In the past twenty-eight years, the NJEIFP has
reduced total interest costs for municipalities, counties, authorities and public and private water utilities on average,
thirty-five percent (35%) of each borrower’s original loan balance producing interest savings for taxpayers and ratepayers
of $2.22 billion. The financial benefits of the Financing Program have spurred significant improvements to the State’s clean
water and drinking water infrastructure, and have served as a major catalyst for economic and job growth throughout the
State.
As a prelude to the general overview of the SFY2016 Financing Program, the following pages provide a brief review of the:
I.
Current SFY2015 NJEIFP Traditional Financing Program;
II.
SFY2015 Legacy Projects;
III.
SFY2015 Disaster Relief Emergency Financing Program (SAIL);
IV.
SFY2015 SANDY NJEIFP Financing Program;
V.
SFY2016 Traditional NJEIFP Financing Program;
VI.
Multi-year Short-Term NJEIFP Financing Program; and
VII.
SFY2016 Disaster Relief Emergency Financing Program (SAIL); and
VIII.
SFY2016 SANDY NJEIFP Financing Program;
I. SFY2015 NJEIFP TRADITIONAL FINANCING PROGRAM REVIEW
PROGRAM OVERVIEW
Each NJEIFP Loan consists of a Fund Loan from the State issued through the DEP and a Trust Loan from the NJEIT. The
Traditional SFY2015 NJEIFP Financing Program offers twenty five percent (25%) market rate loans to eligible participants.
This is possible because the DEP finances seventy five percent (75%) of each project with its zero percent (0%) interest
cost funds. The net effect of DEP’s decision to offer a greater percentage of funds in the Traditional Financing Program is
that loans to borrowers will bear net interest rates below that typically offered in prior years when the DEP and the Trust
each provided funds for fifty percent (50%) of the Financing Program.
Approximately $520 million is available in SFY2015 through a combination of Trust and Fund loans for Clean Water projects
and $80 million is available for Drinking Water projects. As of March 15, 2015, seventy three (73) projects with aggregate
project costs of $208 million were approved and are scheduled for long-term NJEIFP funding in May 2015. An additional
forty five (45) projects with an appropriated amount totaling approximately $224 million are expected to receive
certification for funding after the deadline for the Program’s long-term bond issuance. These 45 projects are expected to
1
receive short term construction loans prior to the June 30th fiscal year-end (see SFY2015 Legacy Projects below) bringing
the total number of projects to be financed in SFY2015 to 118 at a sum of $432 million.
In this fifth year of advancing Governor Christie’s initiative to improve the water quality of the Barnegat Bay Watershed,
the NJEIFP is continuing to offer principal forgiveness loans (“PFLs”), a portion of which do not require repayment, to all
storm water environmental infrastructure projects throughout the Watershed. Loans totaling up to $20 million of which
as much as $10 million will be available PFLs to the highest ranked storm water projects in the Barnegat Bay Watershed,
according to the DEP’s ranking methodology in conjunction with project readiness. Four (4) projects totaling $2,069,000
are schedule to receive SFY2015 loans through this initiative.
The SFY2015 Financing Program also includes a Combined Sewer Overflow Abatement (CSO) Reserve for CSO Abatement
projects with a focus on green technology (e.g., green roofs, rain gardens, porous pavement, and other activities that
maintain and restore natural hydrology). A maximum of $10 million in principal forgiveness funds is available to the highest
ranked CSO projects, and will be awarded according to the DEP’s ranking methodology based on projects’ relative water
quality benefit in conjunction with project readiness. In addition, the DEP has reserved $500,000 from the $3 million CSO
reserve for long-term integrated water resource planning. Seven (7) projects totaling $41,139,740 are scheduled to
receive SFY2015 loans through this initiative.
LOAN FUNDING SOURCES
Each NJEIFP Loan consists of two components, a Fund Loan from the State issued through the DEP and a Trust Loan from
the NJEIT.
The sources of funds for the Fund Loan component of each SFY2015 traditional Financing Program loan consist of:
i.
ii.
iii.
iv.
v.
Current and prior federal capitalization grants;
Proceeds of previously issued State Bonds;
State Appropriations;
Repayments from outstanding NJEIFP loans; and
Interest earnings.
Federal capitalization grants are also being utilized as the source of funding for those loan funds eligible for principal
forgiveness (“PFL”s) in the SFY2015 Financing Program. Staff estimates that the State will receive $50 million and $17
million this federal fiscal year in Clean Water and Drinking Water State Revolving Fund (SRF) capitalization grants
respectively.
The sources of funds for the Trust Loan component of each SFY2015 traditional Financing Program loan consists of either:
i. Proceeds from the sale of Trust issued bonds; or
ii. Cash-on-hand from Trust operating revenues
On May 12, 2015, the Trust is scheduled to sell a long-term bond issue totaling approximately $60 million in proceeds. The
bond issue, Series 2015A-1 Bonds, is anticipated to be rated Aaa/AAA/AAA by Moody's Investors Service, Standard &
Poor's Corporation and Fitch Ratings respectively. The Series 2015A-1 Bonds will be sold as a tax exempt series pursuant
to competitive bid at the lowest qualified true interest cost to be determined at the time of sale. Fifty four (54) projects
are expected to receive project funds through this long-term NJEIFP bond pool issuance. In general, 75% of each project’s
loan funds will be provided by the DEP and the remaining 25% of the loan funds will be provided by the Trust from proceeds
of the sale of the Series 2015A-1 bonds.
An additional four (4) projects with aggregate project costs of $2 million may be approved and receive NJEIFP loans
pursuant to either the Trust’s Direct Loan Program or the Small Systems Loan Program. Direct Loans consist of a Fund Loan
and a Trust Loan component. The source of funds for the Fund Loan component is consistent with that discussed above.
The source of funds for the Trust Loan component will be Trust operating revenues. As a result of the relative costprohibitive nature of financing such small loans through the Trust’s bond program and its associated underwriting
expense, these loans are financed directly by the Trust. Direct Loan closings will commence on or about May 29, 2015.
2
The remaining above referenced forty-five (45) Legacy Projects will be funded through the Trust’s short-term Construction
Loan Program and are scheduled to close prior to June 30, 2015. The source of funds for the Construction Loan Program
are DEP funds as well as Trust operating revenues and/or a short-term line of credit, note program, or bank loans.
II. SFY2015 LEGACY PROJECTS REVIEW
PROGRAM OVERVIEW
Each year, numerous projects are funded using a combination of State funds and Trust bond proceeds. Prior to 2003,
shovel-ready projects receiving certification for participation in the financing program prior to the Trust’s bond sale would
be unable to close on a Financing Program loan – and receive project cost reimbursements - until bond sale closing. To
address this inefficiency, the Interim Financing Program was introduced in 2004 and provides bridge financing to
construction-ready projects in advance of long-term loan closing.
Each year, a number of projects seeking long-term financing are not included in that year’s bond pool as a result of failing
to secure program approvals by the stated bond pool deadline. To address these “stranded” projects, two program
changes were effectuated; (i) application reviews are no longer suspended until the applications are re-prioritized for the
ensuing fiscal year Financing Program, and (ii) project funding is available for those projects which miss the bond pool
deadline as Legacy Projects provided closing on a form of loan occurs prior to June 30.
Finally, the Financing Program was restricted in its ability to administer and lend short-term funds beyond the close of
each fiscal year thereby limiting the appetite of those borrowers needing construction loans but which had missed the
bond pool deadline. Prior to SFY2015, eligible projects would receive Trust-only interim loans for eligible project costs
consistent with each project’s draw down schedule until the interim Loan was replaced with a traditional NJEIFP loan at
long-term loan closing within the same fiscal year. The Trust received legislative authorization in State Fiscal Year 2015 to
issue Interim Financing Program loans for terms of up to three (3) fiscal years. The intent of the multi-year, short-term
loan is to provide funding for the duration of a project’s construction (Construction Loans). Issuing long-term financing
upon completion of construction minimizes loan expenses for participating borrowers and ensures accuracy of project
costs in sizing such projects for long-term funding, a significant improvement relative to the prior single-year, Interim
Financing Program. Moreover, issuing Construction Loans prior to bond funding for the duration of construction mirrors
the practice utilized by many local government units throughout the State of financing public projects through Bond
Anticipation Notes during construction with the added benefit of significantly lowering interest rates and increasing cash
flow flexibility. Commencing in SFY2016, all projects will be financed through Construction Loans.
As many as 45 projects are expected to receive funding approval and request short-term funds through the Construction
Loan Program prior to June 30, 2015. These 45 projects, totaling approximately $224 million, are identified as “Legacy
Projects” and, if financed with Construction Loans prior to SFY2015 fiscal year end, will maintain the priority status and
terms consistent with as if such projects financed with long-term loans in SFY2015. For further details on the Construction
Loan Program, see the Multi-year Short Term NJEIFP Financing Program Overview below.
LOAN FUNDING SOURCES
The Construction Loan program utilizes funds provided by both the DEP and the Trust. Each year, the DEP has appropriated
SRF funds to the Trust, which enables the Trust to issue Construction Loans to qualified projects. Funding for all
Construction Loans flows through the Trust’s interim finance account, and includes Trust sources of funds such as
operating revenues and interest earnings. The Trust Board of Directors annually adopts a resolution outlining the features
of the Construction Loan Program, including borrower and project eligibility for a Construction Loan, limitation on the loan
amounts and the methodology and calculation of the setting interest rates.
3
III. SFY2015 DISASTER RELIEF EMERGENCY FINANCING PROGRAM (SAIL) REVIEW
PROGRAM OVERVIEW
In recognition of the challenges which local governments face in securing funding for Sandy recovery projects from
multiple federal and State sources - which often times contain unique and possibly conflicting program requirements, as
well as the delay often associated with receipt of funding reimbursement that leads to a strain on local financial resources,
the Christie Administration, working with the State Legislature, enacted the Disaster Relief Emergency Loan Financing
Program. In conjunction with the new statute, the NJEIT and the DEP developed the Statewide Assistance Infrastructure
Loan (“SAIL”) Program. SAIL provides municipalities and certain private water purveyors, quick access to temporary, lowcost, short-term funds as bridge loans in the aftermath of a declared disaster. Unique in the country as a method to use
SRF funds to provide bridge loan financing to public agencies seeking to rebuild their environmental infrastructure after
disasters, New Jersey’s SAIL Program is designed to provide ready cash to alleviate the financial stress that often
accompanies delays in the receipt of federal reimbursement. The SAIL Program also importantly acts as compliance
support for many local communities which may be neither equipped nor experienced in dealing with federal FEMA or HUD
requirements. A summary of the SAIL Program Loans issued in SFY2015 is set forth in Appendix F.
As of March 15, 2015, two (2) projects at a cost of $4.4 million received short-term funding pursuant to SAIL.
The first SAIL Loan was issued to the South Monmouth Regional Sewerage Authority for the relocation of the Lake Como
Pump Station (Lake Como Township) out of a flood-plain hazard area. The short-term loan has a twenty five percent (25%)
market rate loan component and a 75% zero-interest rate loan component and carries a blended interest rate of 0.045%.
The duration of the SAIL Loan is approximately 15 months, commencing on February 7, 2014 and expiring on June 30,
2015, providing funding throughout project construction. To date, the Trust has disbursed SAIL funds to SMRSA totaling
$1.798 million for the Lake Como Station Project. FEMA has reimbursed SMRSA in the amount of 90% of such costs ($1,619
million), which SMRSA has forwarded to the Trust in repayment of its SAIL Loan. SMRSA will secure long-term financing
through the NJEIFP for the remaining 10% “Local Share” of project costs.
The Program issued a second SAIL loan on September 23, 2014 in the amount of approximately $1.5 million, again to
SMRSA, for the replacement of its Pitney Avenue Pump Station which was destroyed in the storm. SMRSA’s second SAIL
loan also has a twenty five percent (25%) market rate loan component and a 75% zero-interest rate loan component and
carries a blended interest rate of 0.0325%. The 1 year loan, expiring on September 22, 2015, provides funding through
project construction completion. To date, the Trust has disbursed SAIL funds to SMRSA totaling $79,713 for the Pitney
Avenue Project, and received reimbursement from FEMA of $71,742 (90% of 100% of submissions). FEMA has reimbursed
SMRSA in the amount of 90% of such costs ($71,742), which SMRSA has forwarded to the Trust in repayment of the SAIL
Loan. SMRSA will secure long-term financing through the NJEIFP for the remaining 10% “Local Share” of project costs.
A third SAIL loan totaling approximately $6.4 million to the Kearny Municipal Utilities Authority for repair and mitigation
of two pump stations is expected to close in mid-April. A fourth loan totaling approximately $35 million to the Bayshore
Regional Sewerage Authority for pump station and incinerator restoration as well as mitigation for the entire Authority is
expected to close in early May 2015.
LOAN FUNDING SOURCES
Each SAIL Loan is funded through a Trust-only loan with monies provided from each the DEP and the Trust: seventy five
percent (75%) and twenty five percent (25%) respectively.
The source of funds for the DEP loan portion consists solely of prior loan repayments (i.e. federal capitalization grants
previously issued as project loans and subsequently repaid). This funding restriction is designed to avoid all potential
conflicts with FEMA’s regulations which might otherwise result in disqualification of the borrower receiving reimbursable
FEMA funds. The source of funds for the Trust loan portion consists of Trust operating revenues.
4
IV. SFY2015 “SANDY” NJEIFP FINANCING PROGRAM REVIEW
PROGRAM OVERVIEW
Super Storm Sandy caused in excess of $2 billion in damage to environmental infrastructure throughout the State. On
January 29, 2013, President Obama signed the Disaster Relief Appropriations Act (P.L. 113-2) awarding $229.327 million
in additional federal SRF grant funds to New Jersey for environmental resiliency projects involving wastewater and potable
water treatment, Clean Water facilities, and collection/distribution systems, Drinking Water systems, affected by
Superstorm Sandy to improve the resilience of New Jersey’s environmental infrastructure in future storms. The DEP is
utilizing these funds to issue “Sandy NJEIFP” loans, the large majority of which will consist of the following general funding
terms:
i. Nineteen percent (19%) non-repayment funds (PFLs)from the DEP;
ii. Fifty six percent (56%) zero interest rate loan from the DEP; and
iii. Twenty five percent (25%) AAA-market rate loan from the Trust.
It is estimated that $95 million will be disbursed to Clean Water projects and $5 million disbursed to Drinking Water
projects in the SFY2015 Sandy NJEIFP Financing Program.
LOAN FUNDING SOURCES
Sources of funding for Superstorm Sandy projects come from the Disaster Relief Appropriations Act (“DRAA”), and
authorized funds from the New Jersey Department of Environmental Protection and the New Jersey Environmental
Infrastructure Trust. As with all SRF grants, the State is required to match fund 20% of this federal grant total ($45.87
million), and specific to this appropriation, the State can use no more than 30% of its federal grant funds as principal
forgiveness loans. The EIT in turn, will leverage all funds by 33.3% to produce a 75% State-DEP / 25% Trust financing
program, of which, approximately 19% of a total Loan will be offered by the State-DEP as principal forgiveness funds. As
a result, after a reduction for administrative expenses, the Sandy SRF Program will offer $354.69 million in loans to eligible
Borrowers with $68.69 million of this total being offered as non-repayment, principal forgiveness loans.
V. SFY2016 TRADITIONAL NJEIFP FINANCING PROGRAM REVIEW
PROGRAM OVERVIEW
In the NJEIFP’s continued effort to encourage participation of local government units in the Financing Program during the
current challenging economic period, the Traditional SFY2016 NJEIFP Financing Program will continue to offer twenty five
percent (25%) market rate loans to eligible participants due to DEP’s agreement to finance seventy five percent (75%) of
each project with its zero percent (0%) interest cost funds. Loans to borrowers will bear net interest rates below that
typically offered in prior years when the DEP and the Trust each provided funds for fifty percent (50%) of the Financing
Program. On a typical $1 million loan, this increase in the percentage of zero percent (0%) interest cost funds translates
into an approximate interest savings over 20 years equal to an additional $114,000 dollars, or 11.4% of the loan amount
above what NJEIFP’s low rates already save these borrowers.
In addition to offering aggressive financing terms of twenty five percent (25%) AAA-market rate loans as a catalyst to spur
economic growth, the SFY2016 Traditional NJEIFP Financing Program builds on other significant components of the
SFY2015 Traditional NJEIFP Financing Program including:
i.
Dedicating $20 million of funds for PFL financing for environmental infrastructure projects in the Barnegat Bay
Watershed to continue addressing the critical water quality issues confronting this important State asset with
the following funding terms:
5
a. Fifty percent (50%) non-repayment funds (PFLs) from the DEP;
b. Twenty five percent (25%) zero interest rate loan from the DEP; and
c. Twenty five percent (25%) AAA-market rate loan from the Trust.
ii. Dedicating a maximum of $20 million of funds for PFLs for Combined Sewer Overflow (CSO) Abatement
projects with a focus on utilizing green practices (such as green roofs, rain gardens, porous pavement, and
other activities that maintain and restore natural hydrology through infiltration, evapotranspiration, usage or
the harvesting of stormwater) and reserving $500,000 from the CSO reserve for long-term integrated water
resource planning. Funding terms are similar to the 50/25/25 financing terms discussed for the Barnegat Bay
Watershed projects in the previous point above;
iii. Dedicating $4 million in subsidized loans to small system DW projects (those serving a population of 10,000
or less) by offering a loan package that consists of loan terms consistent with the 50/25/25 financing schedule
discussed in the previous two points above as well as the waiver of many program administrative and
underwriting fees associated with the Traditional Financing Program. A portion of these funds, up to
$500,000, are dedicated for Very Small Water Systems (those serving a population of 500 or less) as 100%
PFLs; and
iv. Requiring the issuance of program authorizations to award construction contracts as a condition precedent
to receiving traditional long-term NJEIFP loans thereby ensuring that the Financing Program’s limited funds
are committed only to those projects which are ready to proceed to construction.
In addition, the SFY2016 Financing Program is introducing a substantial improvement by scheduling two bond sales within
the fiscal year. Specifically:
•
Offering a sale in November 2015 and a sale in May 2016, to provide additional opportunities for long-term
funding which will more closely align the completion of each borrower’s construction project with long-term
financing, and to transition the NJEIFP loan program to a rolling, more borrower-centric financing program.
New in SFY2016 is the addition of a Green Project Reserve:
•
A goal to provide 20 percent of the State’s CW SRF FFY2015 allocation as a set-aside specifically for projects
which utilize and implement green infrastructure as may be required in the FFY2015 federal appropriation to
the CW SRF. GPR loans will be treated as traditional NJEIFP loans and issued under the general structure of a
75% zero interest loan form the DEP and a 25% AAA-market rate loan from the Trust.
Other than set forth herein with respect to Barnegat Bay Watershed Projects, Combined Sewer Overflow Abatement
Projects, and Small System Loan Projects, PFLs for high ranking Drinking Water projects consist of a forty percent (40%)
Trust Loan component and a sixty percent (60%) State Loan component. Typically, twenty percent (20%) of the total loan
amount will be offered as principal forgiveness as a component of the Fund Loan. A maximum of $2 million in principal
forgiveness is available for high ranking drinking water projects in SFY2016.
LOAN FUNDING SOURCES
Similar to the SFY2015 Traditional Financing Program, each NJEIFP Loan consists of two components, a Fund Loan from
the State issued through the DEP and a Trust Loan from the NJEIT.
The sources of funds for the Fund Loan component of each SFY2016 traditional Financing Program loan consist of:
i.
ii.
iii.
iv.
v.
Current and prior federal capitalization grants;
Proceeds of previously issued State Bonds;
State legislative Appropriations;
Repayments from outstanding NJEIFP loans; and
Interest earnings.
6
Federal capitalization grants are also being utilized as the source of funding for those loan funds eligible for PFLs in the
SFY2016 Financing Program. Staff again estimates that the State will receive $50 million and $17 million in the next federal
fiscal year in Clean Water and Drinking Water State Revolving Fund (SRF) capitalization grants respectively.
The sources of funds for the Trust Loan component of each SFY2016 Traditional Financing Program loan consists of either:
i. Proceeds from the sale of Trust issued bonds; or
ii. Cash-on-hand Trust operating revenues
A minimum of $600 million in loans is available through the Base SFY2016 NJEIFP. This total amount will consist of
approximately $450 million DEP Fund loans and $150 million NJEIT Trust loans backed almost entirely by AAA issued, taxexempt bonds (it is anticipated there will be a small number of NJEIT Direct Loans which will be financed with the Trust’s
operating revenues).
VI. MULTI-YEAR SHORT TERM NJEIFP FINANCING PROGRAM REVIEW
PROGRAM OVERVIEW
Construction Loans are rapidly becoming an important component of the annual financing program, and in SFY2016, the
large majority of projects will utilize Construction Loans as the primary source of funding prior to securing long-term
financing. Consistent with the Construction financing for SFY2015 Legacy Projects as described above, only projects which
applied for funding in the SFY2016 Financing Program year and which receive project certification will be eligible for
Construction Loans. Projects which satisfy all NJEIFP requirements are eligible for reimbursement from NJEIFP sources.
Such requirements include
i.
Receipt of Authorization-to-Award the project’s final construction contract from the DEP resulting in an
operable segment;
ii. Declaration of Intent-to-Reimburse in a form which is in compliance with the federal tax code;
iii. Submission of a Construction Loan Program - Financial Addendum Form (CLP-FAF) and other loan closing prerequisites); and
iv. Satisfaction of financial eligibility requirements.
To maintain the eligibility of such costs, project planning (including the issuance and expiration of an Environmental
Assessment prepared by the DEP) and design and contract documents (including receipt from the DEP of Authorizationto-Advertise and Authorization-to-Award contracts for which reimbursement is sought) must be reviewed and approved
by the DEP’s Municipal Finance and Construction Element. Further, all permits and approvals for the construction of the
project must be secured. Moreover, executed construction contracts must be presented to the Department subsequent
to receipt of an Authorization-to-Award.
Short-Term loans may take a variety of forms within the NJEIFP Financing Program. The following is a list of all of the
Financing Program’s short-term loan offerings:
Construction Loans – the base Construction loan is designed for shovel-ready projects as they receive
Authorization-to-Award from the DEP and certification for funding from the Trust;
ii. Planning & Design Loans – this Program is designed to offer pre-construction financing for the costs of
environmental planning and engineering design services for $500,000 or up to 50% of the estimated planning
and design allowance, whichever is less, of the project loan;
iii. Equipment Loans – Recently approved by the Legislature in SFY2015, this Program boasts a rolling application
process and expedited review period. It is designed to provide loans of up to $1 million for the purchase and
installation of equipment which can be relocated, requires minimal environmental planning, no engineering
planning review and few, if any, environmental permits from the DEP. Such loans are currently available for
clean water projects and consideration is being given to extend it to drinking water projects in SFY2016; and
iv. Emergency Loans (non-SAIL) – this Program is designed to meet the needs of an emergency that the DEP
Commissioner has certified is endangering the health or welfare of the public or the environment and provides
quick-fix financing of up to $600,000 for such repairs.
i.
7
Pending legislative amendments to the NJEIT’s enabling act would allow the Trust to issue short term loans bearing
variable rate interest. A short-term, variable rate loan program will provide significant interest rate savings to borrowers
by providing cost efficiency benefits and savings as interest will be charged only on those funds which borrowers draw
upon and utilize for construction cost reimbursements rather than from the date of loan closing on the entire loan amount.
In order to be able to design and implement a short-term, variable rate loan program that accesses the availability of
private funds, an amendment to the Trust enabling act has been proposed which would allow the Trust to enter into a
procurement for such development services pursuant to a private negotiated sale. This is an important option available
to the Trust to be used in order to grow the Construction Loan Program to provide significant savings to borrowers.
LOAN FUNDING SOURCES
The source of funds for Construction Loans are primarily Trust operating revenues and DEP loan repayments from loans
issued with funds from prior capitalization grants, prior State bond acts and interest earnings thereon. Pending in the
Program’s SFY2016 appropriation bills, the Trust and DEP are requesting the Legislature to appropriate $500,000,000 of
State SRF funds to the Trust to be used as a source of funds for Construction Loans. The Trust may procure a line of credit
or similar credit instrument from a commercial bank (the “Line of Credit”) or other private source to secure additional
sums necessary for the short-term financing of projects receiving SFY2016 appropriations. SFY2016 IFP loans, exclusive of
Legacy projects, are structured as twenty five percent (25%) market rate loans for terms up to three full fiscal years.
VII.
SFY2016 DISASTER RELIEF EMERGENCY FINANCING PROGRAM (SAIL) REVIEW
PROGRAM OVERVIEW
SAIL financing will continue to be available in SFY2016 for short-term financing (up to 3 full fiscal years) for projects to
repair or improve the resiliency of environmental infrastructure systems adversely impacted during Superstorm Sandy.
SAIL project funding is available to local government units, public water utilities or private entities upon the determination
and certification in writing by the Department that any such project:
1. is necessary and appropriate to repair damages to a wastewater treatment system or water supply facility
directly arising from seismic activity or weather conditions which occurred within the prior three fiscal years
that gave rise to a declaration by the Governor of a state of emergency; provided the wastewater treatment
system or water supply facility is located in a County included in the Governor’s state of emergency
declaration; or
2. is necessary and appropriate to mitigate the risk of future damage to a wastewater treatment system or water
supply facility from seismic activity or weather conditions comparable in scope and severity to seismic activity
or weather conditions which occurred within the prior three fiscal years that gave rise to a declaration by the
Governor of a state of emergency;
3. is a wastewater treatment system or water supply facility that is located in a County included in the Governor’s
state of emergency declaration;
4. and its applicant have satisfied the program eligibility requirements of the funding sources for which
reimbursements are sought (e.g., FEMA and/or the NJEIFP); and
5. its applicants have secured all SAIL application and financial approvals.
SAIL loans are structured as twenty five percent (25%) market rate loans for terms up to three full fiscal years.
8
LOAN FUNDING SOURCES
Currently, the sources of funds for Sail loans are primarily Trust operating revenues, repayments of prior NJEIFP Loans,
and DEP Revolving Fund loan repayments. In addition, the Trust may procure a line of credit or similar credit instrument
from a commercial bank (the “Line of Credit”) to secure additional sums necessary for SAIL Program Loans. The source of
funds for SAIL Loans are subject to legislative appropriation. The DEP is anticipated to transfer a maximum of $500 million
to the NJEIT for the all of the Trust’s short-term loan financing vehicles.
VIII.
SFY2016 “SANDY” NJEIFP FINANCING PROGRAM REVIEW
PROGRAM OVERVIEW
The DEP will continue to issue principal forgiveness loans utilizing the appropriations from Federal P.L. 113-2 (the Disaster
Relief Appropriations Act of 2013) for environmental infrastructure resiliency projects involving Clean Water and Drinking
Water systems affected by Superstorm Sandy. The large majority of these “Sandy NJEIFP” loans will consist of the same
general funding terms as offered in SFY2015:
i.
ii.
iii.
iv.
Nineteen percent (19%) non-repayment funds (PFLs) from the DEP;
Fifty six percent (56%) zero interest rate loan from the DEP; and
Twenty five percent (25%) AAA-market rate loan from the Trust.
As an alternative to the above structure, the DEP is offering Community Development Block Grant (CDBG)
funds to Sandy NJEIFP eligible projects which increases the amount of principal forgiveness loans from 19%
to 25% and decreases the DEP zero-rate loan portion a corresponding amount, from 56% to 50%. The DEP is
also offering to waive its 2% administration fee. These additional financial benefits are being offered to
encourage individual Sandy NJEIFP borrowers to accept such CDBG monies as a source of their loan funds in
light of the added delays, constraints and compliance requirements associated with receipt of such CDBG
funds.
In addition, a maximum of $35 million is being set-aside ($25 million in CW PFLs and $10 million in DW PFLs) for projects
that provide auxiliary power to a facility.
LOAN FUNDING SOURCES
The sources of funds for the State loan component of Sandy NJEIFP Loans are funds received by the State from the special
appropriations through the Disaster Relief Emergency Appropriations Act of 2013 (PL 2013-2) as well as State match funds.
As with all SRF grants, the State is required to match fund twenty percent (20%) of this federal grant total ($45.87 million),
and, specific to this appropriation, the State may not disburse more than thirty percent (30%) of its federal grant funds
for which repayment is forgiven. The NJEIT will leverage all funds by 33.3% to produce a 75% State-DEP/25% Trust
financing program, of which, approximately 19% of a total Loan is being offered by the State-DEP as principal forgiveness
funds. As a result, after a reduction for administrative expenses, the Sandy SRF Program initially had $354.69 million in
loan funds available to eligible Borrowers of which $68.8 million of this total was available in the form of non-repayment,
principal forgiveness loans.
The source of funds for the Trust loan component are proceeds provided through the Trust’s bond issuance.
It is estimated that $95 million will be disbursed to Clean Water projects and $5 million will be disbursed to Drinking Water
projects in the SFY2015 Sandy NJEIFP Financing Program leaving $203 million and $52 million available for disbursement
to Clean Water and Drinking Water projects respectively in the SFY2016 Sandy NJEIFP Financing Program.
9
THE REPORT
SFY2016 NEW JERSEY ENVIRONMENTAL INFRASTRUCTURE BASE AND SANDY FINANCING PROGRAMS
INTRODUCTION
The SFY2016 financing program will continue to provide financing for the construction and improvement of clean water
and drinking water facilities and distribution systems with a particular focus on funding projects necessary to rebuild New
Jersey’s environmental infrastructure in the wake of Superstorm Sandy.
THE CLEAN WATER PROGRAM
The Water Quality Act of 1987, which amended the Clean Water Act (CWA), requires States to establish a CW SRF program
to qualify for federal capitalization grants. The CW SRF provides financial assistance for the construction of projects that
protect, maintain and improve water quality. It is estimated that $195 million will be committed to Clean Water projects
in the SFY2015 NJEIFP leaving $520 million NJEIFP Clean Drinking Water projects in SFY2016.
Each year, the DEP develops a "Proposed Priority System, Intended Use Plan, and Project Priority List" as required by both
federal and State law.
•
The Priority System (PS) describes the ranking methodology for the municipal water pollution control projects
that are eligible for financial assistance through the NJEIFP.
•
The Intended Use Plan (IUP) provides information on funds available through the clean water component of
the NJEIFP, including all federal funds allotted to the State under the Clean Water Act and available to the CW
SRF. The proposed Federal Fiscal Year (FFY) 2015 Clean Water Intended Use Plan sets forth the ranking
methodologies utilized to rank both Sandy and Base SFY2016 NJEIFP projects.
•
The Priority List identifies projects targeted for financial assistance from the CW SRF and identifies the
estimated total eligible building costs under the appropriate project category.
After a public comment period, the DEP submits a final Priority System, Intended Use Plan and Project Priority List to the
U.S. EPA for approval.
New Jersey has received a Superstorm Sandy CW capitalization grant of $191.1 million to improve the resiliency of
adversely impacted water treatment and distribution systems through the Emergency Appropriations Act of 2013 (P.L.
113-2). As with all SRF grants, the State is required to match fund twenty percent (20%) of this federal grant total ($38.2
million), and specific to this appropriation, the State may not disburse more than thirty percent (30%) of its federal grant
funds for which repayment is forgiven. Sandy CW NJEIFP Loans are comprised of P.L. 113-2 funds (both the principal
forgiveness loan component and zero interest rate loan component), and Trust funds, typically bond proceeds (market
rate loan component). In total, approximately $295.6 million in Sandy NJEIFP Clean Water total PFL loans will be made
available for long-term financing to aid in Sandy recovery.
The FFY2015 CW SRF capital grant for New Jersey is anticipated to be approximately $50 million for utilization in the
Traditional SFY2016 NJEIFP. Traditional SFY2016 loans are also comprised of Trust funds and various funding sources for
the State Fund loan component (prior State of New Jersey bond acts, capitalization grants, repayments of prior funds loans
and interest earnings). Funding in the amount of $520 million is available for Base SFY2016 CW project loans.
THE DRINKING WATER PROGRAM
The Federal Safe Drinking Water Act (SDWA) Amendments of 1996 authorized a Drinking Water State Revolving Fund (DW
SRF) to assist publicly owned and privately owned community drinking water systems and nonprofit non-community
drinking water systems to finance the costs of infrastructure needed to achieve or maintain compliance with SDWA
10
requirements and to protect the public health in conformance with the objectives of the SDWA. The DW SRF is
administered similarly to the State’s Clean Water State Revolving Fund.
New Jersey has received a Superstorm Sandy DW capitalization grant of $38.2 million to improve the resiliency of adversely
impacted water treatment and distribution systems through the Emergency Appropriations Act of 2013 (P.L. 113-2). As
with all SRF grants, the State is required to match fund twenty percent (20%) of this federal grant total ($7.6 million), and
specific to this appropriation, the State may not disburse more than thirty percent (30%) of its federal grant funds for
which repayment is forgiven. Sandy CW NJEIFP Loans are comprised of Trust funds, typically bond proceeds (market rate
loan component), and P.L. 113-2 funds (both the principal forgiveness loan component and zero interest rate loan
component). In total, approximately $59.1 million in Sandy NJEIFP CW PFL loans will be made available for long-term
financing to aid in Sandy recovery. It is estimated that $30 million will be committed to Drinking Water projects in the
SFY2015 NJEIFP leaving $80 million NJEIFP Drinking Water projects in SFY16.
New Jersey’s FFY2015 DW SRF capital grant is anticipated to be $16,828,000. The DEP expects a minimum of 30% of that
amount will be available for Drinking Water PFLs subject to U.S. EPA guidance for the Drinking Water FFY2015
capitalization grant anticipated to be received In May of 2015. The DEP plans to use 16% of these funds for non-project
set-aside expenditures, which includes DW SRF administrative costs. If, the full 16% is not requested, the DEP reserves the
authority to use the balance of the 16% of funds authorized for set aside purposes in future years. In accordance with the
Safe Drinking Water Act Amendments, USEPA has established controls and requirements conditioning the use of federal
moneys within the DW SRF loan program. In particular, states must provide a 20% match to the federal Capitalization
Grant. The State will meet this requirement through appropriations from the 1981 Water Supply Bond Act administered
by the DEP. Funding in the amount of $80 million is available for Base SFY2016 DW project loans.
THE NEW JERSEY ENVIRONMENTAL INFRASTRUCTURE TRUST
The New Jersey Environmental Infrastructure Trust was created by the Wastewater Treatment Trust Act, P.L.1985, c.334,
N.J.S.A. 58:11B-1 et seq. (Trust Act). The Trust is an independent state financing authority, in but not of the DEP,
empowered to issue revenue bonds for the purpose of making loans to finance the construction of eligible environmental
infrastructure projects. In August 1997, the Trust Act was amended by P.L.1997, c.224 to change the name of the Trust
and expand its role to include the financing of stormwater management and drinking water projects. The present cap for
outstanding bonds is $2.8 billion. The total amount of outstanding Trust bonds is $1.29 billion excluding refunding bonds.
The Trust is subject to thorough oversight by the State. It is governed by a 7-member Board of Directors. Trust Board
meeting minutes are forwarded to the Governor and the Legislature. The Governor has the right to disapprove Trust
actions by veto of the minutes. The Trust is managed by an Executive Director assisted by other administrative officers
and staff. The Governor and the State Treasurer must approve Trust debt issues before bonds can be authorized for
issuance by the Trust.
Project loans issued by the Trust and Fund require prior authorization through legislative acts specifying the aggregate
amount of funds to be expended. The project details of the annual legislation are found in the Clean Water and Drinking
Water Project Priority Lists, which are developed in accordance with the State priority ranking systems and submitted to
the Legislature by January 15 of each year. In addition, the Trust must submit a financial plan to the Legislature by May 15
of each year. This report satisfies this requirement. Both the Senate and Assembly must approve the plan.
Over the years the types of projects eligible for financing have been expanded to include the water quality related aspects
of such areas as landfills (for closure activities and new cell construction). In 2001, land acquisition and conservation,
remedial action activities and well sealing were added.
To address needed environmental infrastructure improvements, several State general obligation bond issues were
approved to capitalize the various loan funds, which are administered by the DEP and the Trust.
•
The Wastewater Treatment Bond Act of 1985, P. L. 1985, c. 329 (Wastewater Bond Act) authorized the State
to issue $190 million in general obligation bonds, providing $150 million to capitalize the Fund portion of the
NJEIFP and $40 million to capitalize the debt service reserve funds securing the Trust’s revenue bonds.
11
•
•
•
•
In 1992, the voters approved $50 million for wastewater projects as part of the Green Acres, Clean Water,
Farmland and Historic Preservation Bond Act of 1992 (Green Acres Bond Act) providing $5 million to the Trust
to leverage via capitalization of Trust debt service reserve funds and $45 million to capitalize the Fund portion
of the NJEIFP.
In 1997, voters approved amendments to the Stormwater Management and Combined Sewer Overflow
Abatement Bond Act of 1989 (CSO Bond Act), providing $5 million for the Trust to leverage via capitalization
of Trust debt service reserve funds.
The Water Supply Bond Act of 1981 (Water Supply Bond Act) was also amended in 1997 to provide up to $50
million to the Trust to leverage via the capitalization of debt service reserve funds or project costs. These funds
are used to satisfy the 20% state match requirement for the Drinking Water Program under the Capitalization
Grant.
The Dam, Lake, Stream, Flood Control, Water Resources and Wastewater Treatment Bond Act of 2003 was
adopted, authorizing the State to issue bonds for $200 million. It appropriated $5 million to the Trust for debt
service reserve funds and $45 million to the DEP for financing water supply and wastewater treatment
projects.
Through these actions, the State Legislature and the public have authorized substantial monies for the DEP and the Trust
to provide low cost financing for environmental infrastructure projects in the State.
PROGRAM DEMAND
Based upon program applications received, there are a total of 279 clean water and drinking water projects eligible to
participate in the SFY2016 Financing Program totaling approximately $1.94 billion in project costs. This loan total includes
Supplemental loan requests, Barnegat Bay Watershed projects, CSO Abatement projects, Green Projects, Track I Projects
and Track II Projects (defined herein).
There are 159 clean water projects totaling approximately $1.47 billion including requests for 5 Supplemental Loans from
previously financed projects totaling $6.6 million. There are 121 drinking water projects totaling approximately $469
million including requests for 1 drinking water Supplemental Loan from a previously financed project totaling $1.4 million.
PROJECT PRIORITY LIST / PROJECT ELIGIBILITY
This plan amends the list of eligible projects provided in the January 2015 Project Priority List and Financing Strategy to
include new project loan applications, supplemental loans and emergency projects. The SFY2016 Financing Program
projects are set forth in two project lists, the Clean Water project list and Drinking Water project list.
i.
The Clean Water NJEIFP project priority list is included in Appendix A. Given the broad parameters provided
by the EPA in defining Clean Water Sandy NJEIFP eligible projects, i.e., projects that improve the resiliency of
systems adversely impacted during Superstorm Sandy, as well as the preliminary finding that portions of
certain projects will be considered as improving resiliency, the Clean Water Base SFY2016 and Clean Water
Sandy NJEIFP projects have not been segregated.
ii. The Drinking Water project priority list is set forth in Appendix B and the Drinking Water Sandy NJEIFP project
priority list is set forth in Appendix C. The Drinking Water Program has separately prioritized projects eligible
for Sandy NJEIFP Loans. Projects are prioritized based on reductions in system vulnerability, projects to
prevent flooding of a water treatment plant or well house, other improvements to resiliency projects, projects
in water supply systems with inadequate source capacity, auxiliary power projects, inadequate storage
projects and other projects as more fully set forth in the DEP’s FFY2015 Drinking Water Superstorm Sandy
Intended Use Plan.
Each of the above noted project lists also sets forth project cost estimates determined by the NJEIFP as eligible for funding
under the federal Clean Water Act and/or Safe Drinking Water Act including construction, planning and design (e.g.,
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engineering design) and administrative costs (e.g., legal). While a particular project’s total costs may exceed the cost
estimate set forth on the project priority list, costs deemed ineligible for funding under the federal Clean Water Act or
Safe Drinking Water Act are not reflected in the project lists and will not be funded. Moreover, applicants should not
deem project cost estimates as indicative of the sufficiency of funds but rather that the project may compete for limited
funding subject to their project ranking on the priority list.1 Eligibility to receive funding in the SFY2016 Financing Program
is limited to:
1. projects for which letters of intent, planning documents were submitted on October 10, 2014, and
applications and construction drawings, and contract documents were submitted by March 6, 2015 (Track I
Applicants); and
2. projects for which letters of intent, planning documents, applications, construction drawings, and contract
documents were submitted by March 6, 2015 (Track II Applicants).
Project Prioritization. The NJEIFP’s project prioritization methodology is the means by which limited funds are distributed
among eligible projects. In prior years, the NJEIFP has been able to finance all projects that fulfilled NJEIFP requirements
regardless of their project ranking due to the availability of State and federal funds.
Clean Water (including Barnegat Bay and CSO Abatement) Project List. The SFY2016 Financing Program Clean Water
project list sets forth all clean water projects eligible to seek financing in the SFY2016 Financing Program. Eligible clean
water program activities include wastewater management, stormwater management and non-point source pollution
control projects, landfill closures, open space land acquisition, brownfield remediation and well sealing. Funding
prioritization is as follows:
1.
2.
3.
4.
5.
Emergency projects;
Supplemental loan projects;
Legacy Projects;
Track I Projects;
Track II Projects.
Clean Water project ranks are based on the total number of ranking points each project receives in five categories:
a.
b.
c.
d.
e.
Local Environmental Enhancement Planning Activities;
Project Discharge Categories;
Water Use/Water Quality;
Smart Growth; and
Population.2
The Clean Water Project List also includes Barnegat Bay Watershed environmental infrastructure projects eligible to seek
a principal forgiveness loan in the SFY2015 Financing Program. Funding eligibility of Barnegat Bay Environmental
infrastructure is based on the ranked order relative to other such projects as they appear on the project list.
Also included on the Clean Water Project List are CSO Abatement projects with a focus on green technology (e.g., green
roofs, rain gardens, porous pavement, and other activities that maintain and restore natural hydrology). These projects
are separately identified on the project list. Funding eligibility is based on the ranked order of CSO Abatement Green
projects relative to other such projects as they appear on the project list, with CSO Green projects ranked above other
CSO projects.
All Track II Projects are ranked below projects which met the Fall 2014 submission deadline.
1 The project lists accompany ing the DEP Clean Water and Drinking Water Intended Use Plans, ref lect the estimated allowable project costs and the Clean Water and Drinking
Water Project lists set f orth herein ref lect f undable amounts dev eloped in anticipation of legislativ e appropriation. The legislativ e appropriation amounts exceed the IUP amount
to ensure projects are f ully f unded in the ev ent of unanticipated ev ents such as cost overruns. DEP's project lists should be utilized f or an identif ication of project cost estimates.
2 A discussion of the methodology and criteria are set f orth in the DEP’s amended FFY 2015 Clean Water State Rev olv ing Fund Priority Sy stem, Intended Use Plan, and
Project Priority Sy stem.
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Drinking Water Project List. The SFY2016 Financing Program Drinking Water project list sets forth all drinking water
projects eligible to seek financing in the SFY2016 Financing Program. Eligible Drinking Water Project activities include
rehabilitation or development of sources to replace contaminated water sources, treatment and storage facilities
transmission/distribution pipes and appurtenances to prevent contamination or improve water pressure to safe levels,
and upgrades to security measures.
Funding prioritization for the SFY2016 Drinking Water Financing Program is as follows:
1. Emergency projects;
2. Small systems (as defined in State Fiscal Year 2016 New Jersey Environmental Infrastructure Financing
Program Priority System and Project Priority List January Report);
3. Supplemental projects;
4. Legacy projects;
5. Track I Projects;
6. Track II Projects that meet program deadlines in accordance with their rank on the State’s Drinking Water
Project Priority List.
Drinking water projects are ranked in accordance with criteria associated with public health, compliance, affordability,
approved drinking water plans and state planning area designations. Eligibility for up to $10 million in PFLs is also based
on the ranked order of all projects (exclusive of supplemental and legacy loans) as they appear in the drinking water
project priority list. DW, Sandy NJEIFP projects, and small systems - which are based from smallest size first and ranked
order, also qualify for PFLs.
DEP PROJECT CERTIFICATION
DEP Project certification is required for all projects (e.g. Base SFY2016 NJEIFP, Sandy NJEIFP, SAIL, Construction, and
Equipment program loans), which is issued by the Commissioner of the DEP or his designee. DEP project certification is
granted upon a project’s receipt of all permits, compliance with environmental planning, design, and construction contract
document requirements, and the Program’s issuance of an authorization to award the final construction contract.
Although requiring executed construction contracts may reduce the number of projects receiving certification, it commits
limited program funding and resources to only those projects that are ready to commence construction.
TRUST LOAN CERTIFICATION AND LOAN CLOSING REQUIREMENTS
Trust Loan Certification is required for all projects seeking program financing and is issued by the Trust Board of Directors.
Trust Loan certification is issued upon DEP project certification and the applicant’s satisfaction of the Program’s credit
worthiness requirements.
New to the Program this year is the requirement that all components which receive funding through the NJEIFP to have
in place, or commit to develop, an Asset Management Plan (“AMP”) and provide the NJEIFP with both a technical
(engineering) and financial certification outlining the long-term maintenance and replacement plan for the project’s
components as well as the corresponding fiscal sustainability plan for the project. The AMP will assist borrowers to fulfill
the federal WRRDA requirement to develop and implement a Fiscal Sustainability Program for projects that involve the
repair, replacement or expansion of a treatment works. The Financing Program’s AMP will include 1) a description of what
is required as well as any corresponding implementation time table; 2) the retainage by the Department and/or Trust of
any necessary professional services to assist the Financing Program in implementing and monitoring such an AMP; 3) the
development of templates and standardized planning tools to assist borrowers with their creation of the AMP; and
possibly 4) the creation of an internship program with local colleges and universities whereby students in related technical
and environmental programs will have the opportunity to assist systems with the identification and categorization of
system assets (including quantification of remaining useful lives and replacement cost estimates) in a manner that will
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save NJEIFP’s borrowers time and resources while affording the internship participants with relevant real-world
experience and industry contacts.
The final prerequisite to loan eligibility is a project’s compliance with loan closing requirements. Although the actual
requirements typically vary by type of applicant (municipal, authority or public/private water utility), applicant obligations
generally include but are not limited to:
i.
ii.
iii.
iv.
completion of a financial addendum form;
passage of an authorizing resolution; reimbursement resolution and bond resolution,
securing Local Finance Board or Board of Public Utilities approval (as applicable); and
agreement to the terms of the NJEIFP’s loan closing documents, including:
a. bond covenants,
b. project drawdown schedules,
c. continuing disclosure, and
d. numerous other document provisions to further demonstrate the borrower’s ability to repay the loan
and satisfy the NJEIFP’s credit worthiness standards.
FINANCING SCHEDULE
As discussed, SFY2016 applications, environmental planning, engineering design and plans and specifications were due on
March 6, 2015 at which time Program staff commenced review of SFY2016 applications. The DEP will finalize its
certification of SFY2016 Financing Program projects to be partially funded with Trust bond proceeds to be included in
either the anticipated November or May Bond Sale and submit such certifications to the Trust. Those projects receiving
DEP certification subsequent to February 2, 2015 but prior to June 30, 2015 will be given Legacy Status and funding priority
in the SFY2016 Financing Program contingent on such projects securing short-term financing prior to June 30, 2015.
Program participants whose projects will be partially funded with Trust bond proceeds are required to close and deliver
in escrow their loan agreements as well as their bonds or collateral evidencing their repayment obligations, two months
prior to the Trust’s bond sale. The Trust pledges these documents as collateral in the issuance of its bonds to finance the
Trust Loans. It is anticipated that a Trust bond sale will occur in November of 2015 and early-May of 2016. A detailed
proposed schedule is set forth in the Appendices to this Report.
BOND REFUNDING
Independent of and separate from the bond issues planned for the SFY2016 Financing Program, the Trust will continue to
review prior bond issues to determine if refinancing would provide substantial savings to borrowers. The Trust will proceed
with the refinancing of prior issues when circumstances warrant such action. To the extent permitted by law, such
refunding bonds will have the same security features as the issue being refunded.
ELIGIBLE ACTIVITIES
The clean water component of the NJEIFP finances both emergency type projects which include unforeseen failures of
collection, conveyance and/or treatment systems as well as wastewater management, stormwater management, and
non-point source pollution control projects, such as land acquisition, landfill closure and new cell construction, well sealing
and remedial actions to protect water resources for eligible municipalities, counties and authorities throughout the state.
The drinking water component of the NJEIFP finances drinking water projects for eligible authorities, municipalities,
counties and privately owned or nonprofit non-community drinking water systems.
The Tax Reform Act of 1986 imposes restrictions on the types of projects that can be financed with tax-exempt bonds. In
the past, the Trust was authorized to finance projects that were government owned and either governmentally owned or
15
operated by private entities under conforming management contracts under IRS guidelines. Where these IRS guidelines
could not be met, the Trust has issued AMT bonds for clean water projects in the past. However, with the authorization
to finance private or nonprofit drinking water systems, the Trust may issue additional series of AMT bonds or taxable
bonds to finance projects involving nonprofit use, private use, private payments, or private loans and not otherwise
complying with Federal income tax requirements for tax exempt governmental bonds. If allowable under applicable law,
the Trust will seek to combine these respective series of drinking water project bonds with like series of clean water project
bonds.
The issuance of AMT bonds imposes additional conditions precedent to the issuance of Trust bonds, including, without
limitation, the receipt of a volume cap allocation from the Treasurer, 2% costs of issuance limitation and hearings under
the Tax and Equity Fiscal Responsibility Act of 1982 (“TEFRA”).
Eligibility to seek funding in the SFY2016 Financing Program is limited to (1) projects for which letters of intent and planning
documents were submitted by October 10, 2014, applications, construction drawings, and contract documents submitted
by March 6, 2015 (Track I Projects); (2) projects for which letters of intent, planning documents, applications, construction
drawings, and contract documents were submitted by March 6, 2015 (Track II Projects).
Only drinking water systems and their owner(s) who demonstrate adequate technical, managerial and financial capacity,
or that the award of financing will address the noted compliance issues are eligible for funding under the federal Safe
Drinking Water Act. Generally, the three areas of capacity development may be summarized as follows:
•
•
•
Technical capacity – The project sponsor must be in compliance with New Jersey’s Safe Drinking Water rules,
Water Supply Allocation Permit rules and statutes, must have a licensed operator pursuant to N.J.A.C. 7:10A
and not be in significant noncompliance.
Managerial capacity – The project sponsor or water system must not be in receivership, must demonstrate
clear ownership and must not have any continuing violations.
Financial capacity – Drinking water systems must receive approvals from the Local Finance Board or the Board
of Public Utilities. Those private drinking water systems not subject to BPU review will be evaluated on a case
by case basis.
A more detailed discussion of technical, managerial, and financial capacity appear in the New Jersey Drinking Water State
Revolving Fund FFY2015 Intended Use Plan.
PROJECT LIST / RANKING
The SFY2016 January Report (published in January of 2015) identified, among other things, the SFY2016 Financing Program
Clean Water and Drinking Water Project Priority Lists. The Clean Water Project Priority List identified eighty (80) projects
with an estimated cost of $787.6 million. The Drinking Water Project Priority List identified seventy six (76) projects with
an estimated cost of $243.3 million. The detailed ranking methodologies for Clean Water and Drinking Water Projects are
set forth in the FFY2015 Intended Use Plans available at www.njeit.org/publications.
The SFY2016 Clean Water and Drinking Water Project Priority Lists have been modified both with regard to structure and
project pool due to one change in the Financing Program. At the time of publication of the SFY2016 January Report, the
SFY2016 Track II Application schedule was not announced. The Program accepted additional Letters of Intent and
Applications through March 6, 2015 resulting in 21 additional projects in the SFY2016 Financing Program at an estimated
cost of $37.9 million all of which are ranked below Track I projects. In addition, the SFY2016 Financing Program includes
103 SFY2015 projects at an estimated cost of $869 million whose funding (receipt of an authorization to award
construction) on or before June 30, 2015 was uncertain at the time of this writing.
The SFY2016 Financing Program Project Priority Lists include a total of 280 projects at an estimated cost of $1.94 billion.
Given the broad parameters provided by the EPA in defining Clean Water Sandy NJEIFP eligible projects, i.e, projects that
improve the resiliency of systems adversely impacted during Superstorm Sandy, as well as the preliminary finding that
portions of certain projects will be considered as improving resiliency, the Clean Water Base SFY2016 and Clean Water
Sandy NJEIFP projects have not been segregated.
16
The Drinking Water Program has separately prioritized projects eligible for Sandy NJEIFP Loans. Projects are prioritized
based on reductions in system vulnerability, projects to prevent flooding of a water treatment plant or well house, other
improvements to resiliency projects, projects in water supply systems with inadequate source capacity, auxiliary power
projects, inadequate storage projects and other projects as more fully set forth in the DEP’s FFY2015 Drinking Water
Superstorm Sandy Intended Use Plan. The Drinking Water Sandy NJEIFP project priority list is set forth in Appendix C.
Notwithstanding the need to separately identify such projects, given the potential that a project may be deemed ineligible
for all or a portion of a Sandy NJEIFP Loan, all Sandy NJEIFP projects are also identified in the Base SFY2016 DW Project
priority list set forth in Appendix B.
The Clean Water Project Priority List includes 154 projects at an estimated cost of $1.47 billion are set forth in Appendix
A. The Clean Water list also includes 5 clean water supplemental loan projects funded in a prior Financing Program at an
estimated cost of $6.6 million. These supplemental loans cover the difference between the loan amounts based on
engineering estimates (i.e., amounts certified and loaned in prior funding years) and the actual costs based on bids
received, and/or additional funding due as a result of the changes to the rules. The supplemental loans for this year’s
Financing Program will be given priority over new project loans in each of the programs.
A maximum of $5,000,000 is reserved for equipment purchases in support of the Trust’s establishment of an open
application process for certain equipment purchase projects. For the purposes of this reserve, equipment is limited to
street sweepers, jet-vac trucks, portable generators and other equipment where construction services are not needed to
effectuate the project. Funding priority for equipment purchases will be based exclusively on the order of approval.
Principal forgiveness loans are available to CSO Abatement projects with a focus on those projects utilizing green
technology (e.g., green roofs, rain gardens, porous pavement, and other activities that maintain and restore natural
hydrology). They are included and separately identified on the Clean Water Project List. There are a total of 6 CSO
Abatement projects on the CW Project Priority List at an estimated cost of $40 million. Funding eligibility is based on the
ranked order of CSO Abatement projects relative to other such projects as they appear on the project list with CSO Green
projects ranked above other CSO projects.
In this fifth year of advancing Governor Christie’s initiative to improve the water quality of the Barnegat Bay Watershed,
the NJEIFP continues to offer Barnegat Bay Watershed principal forgiveness loans to clean water environmental
infrastructure projects. There are a total of 7 Barnegat Bay Watershed projects on the CW Project Priority List at an
estimated cost of $23.8 million. These projects are separately identified on the project list. Funding eligibility of Barnegat
Bay Watershed projects is based on the ranked order relative to other such projects as they appear on the project list.
Funding in the amount of as much as $20 million is available for Barnegat Bay project loans (of which up to $10 million
will be available as principal forgiveness), which is a portion of the total $520 million in available CW funding.
Also, the SFY2016 Financing Program includes a Green Project Reserve (GPR) for clean water projects, to the extent that
the federal appropriation to CW SRF Program requires it.
The SFY2016 Financing Program also includes a Redevelopment Project Reserve for eligible redevelopment projects. There
are a total of 6 Redevelopment Projects on the CW Project Priority List at an estimated cost of $232.3 million. Loans
(combined State and Trust sources) in the amount of $40 million are available for clean water redevelopment loans, and
funding eligibility is based on the ranked order of Redevelopment Projects relative to other such projects as they appear
on the project list.
The Drinking Water Project priority List includes 121 projects at an estimated cost of $469 million are set forth in Appendix
B. As stated, a portion of these projects have separately been prioritized in the Superstorm Sandy NJEIFP project priority
list set forth in Appendix C. A total of 8 projects have been identified as potentially eligible for Sandy NJEIFP PFLs at a cost
of $51.4 million.
Typically, not all of the projects listed in the project list will receive funding for numerous reasons such as voluntary
withdrawal, failure to secure all permits and technical approvals, and failure to satisfy the program’s credit and security
requirements. As a result, the project lists only serve to define the pool of projects from which loans will be made. The
projects listed in Appendices A, B, C, D, and E are prospective recipients of financing in this year's Financing Program.
Similarly, the project costs set forth in the Appendices are based on Applicant engineering estimates and all are subject to
adjustments during application review process for project eligibility.
17
PROGRAM STRUCTURE
LOAN STRUCTURE / SOURCES OF FUNDS
1.
Long Term Loans. Long Term loans are available for allowable project costs consisting of an interest-bearing
loan from the Trust, and a zero percent interest loan from the Department. The Trust's interest bearing loans are typically
financed from the sale of Revenue Bonds. The Bond Sale for SFY2016 Base NJEIFP and Sandy NJEIFP Loans are scheduled
to occur in November of 2015 and May of 2016 and loan closings will occur immediately thereafter. The Trust serves as
the funding source for the “market rate” loan component of each loan referenced herein. Department funds are
capitalized from four major sources: 1) annual federal Clean Water Act State Revolving Fund and Safe Drinking Water Act
State Revolving Fund grants (capitalization grants), 2) various state bond issues, 3) loan repayments and 4) interest
earnings. The Department serves as the funding source for loan components subject to principal forgiveness or bearing a
zero interest rate referenced herein.
A. The Sandy CW and DW NJEIFP. Sandy financing will be in the form of PFLs, the large majority of which are
structured as follows: up to nineteen percent (19%) of the loan is subject to principal forgiveness, fifty six percent (56%)
of the loan is at zero interest rate and twenty five percent (25%) of the loan is at market rate. The loan structures also vary
based on project types as set forth in the following set asides and reserves for the Sandy NJEIFP:
CW Sandy NJEIFP Set Aside Loan Structures. The Department will award the balance of the Sandy CW SRF funds in that
was not committed in the SFY2015 Program. The Sandy CW SRF Program includes a principal forgiveness component of
approximately 19% of the allowable costs. If all Sandy CW SRF funds are awarded in SFY2015, new submittals will be
eligible under the 75% DEP and 25% Trust loan structure.
If there are insufficient applications to utilize the funds allocated to the above Sandy reserves and/or set-asides, the
unutilized funds may be reallocated to other reserves, set asides or other eligible Sandy CW NJEIFP projects as determined
by the Department subject to state or federal program constraints.
DW Sandy Set Aside Loan Structures. A maximum of $10 million in PFLs will be made available to projects that provide
auxiliary power to a publicly owned facility that was impacted by Superstorm Sandy. PFLs structured as follows: up to
nineteen percent (19%) of the loan is subject to principal forgiveness, fifty six percent (56%) of the loan is at zero interest
rate and twenty five percent (25%) of the loan is at market rate. Project priority will be offered to publicly owned
community water systems starting from smallest to largest systems.
If there are insufficient applications to utilize the funds allocated to the above Sandy reserves and/or set-asides, the
unutilized funds may be reallocated to other reserves, set asides or other eligible Sandy DW NJEIFP projects as determined
by the Department subject to state or federal program constraints.
B. The Base SFY2015 CW and DW NJEIFP consists of (1) Traditional project loans bearing an interest rate equal
to twenty five percent (25%) of the market rate and (2) PFLs of which between twenty percent (20%) and fifty percent
(50%) of eligible project costs will be subject to principal forgiveness with the remaining portion of the loan bearing an
interest rate equal to fifty percent (50%) of the market rate. The loan structures also vary based on project types as set
forth in the following set asides and reserves for the Base SFY2016 NJEIFP:
A maximum of $20 million in PFLs will be made available for Combined Sewer Overflow (CSO) abatement projects utilizing
green practices (such as green roofs, rain gardens, porous pavement, and other activities that maintain and restore natural
hydrology by infiltrating, evapotranspiring and harvesting and using stormwater). These PFLs are structured as follows: up
to fifty percent (50%) of each loan is subject to principal forgiveness (not to exceed $1 million per project sponsor), twenty
five percent (25%) of the loan is at zero interest and twenty five percent (25%) of the loan is at market rate.
A maximum of $20 million in PFLs will be made available for stormwater and non-point source pollution management
projects in the Barnegat Bay Watershed. These PFLs are structured as follows: up to fifty percent (50%) of each loan is
subject to principal forgiveness, twenty five percent (25%) of the loan is at zero interest and twenty five percent (25%) of
the loan is at market rate.
18
A Green Project Reserve Loans (GPR) equal to a minimum of twenty percent (20%) (for the CW SRF) of the State’s FFY2015
allocation will be available in the Base SFY2016 NJEIFP if the FFY2015 federal appropriation include language requiring
such action. The loans will be structured as the base loans are with approximately twenty five percent (25%) market rate
component from the Trust.
Brownfield Set-Aside Loans of up to $30 million are available for Clean Water projects where a government unit serves
as the applicant on behalf of a private entity for a remediation or redevelopment project to statutorily qualify for NJEIFP
loans and where the loan is guaranteed by other than the government unit sponsor. The loans will be structured as twenty
five percent (25%) market rate loans. There is a $40 million per project limit on the amount of Fund monies that any
conduit borrower/private entity project can receive in the SFY2016 program. In cases where the available Fund loan does
not cover 75 percent of the allowable project costs, the Trust may finance the remaining allowable costs. Financing above
and beyond the amount set-aside for such projects will be considered if monies are available after the need for funding
of higher ranking projects during the funding cycle has been satisfied. Conduit borrowers will not be eligible for
supplemental fund loans from the Department to cover unanticipated cost increases due to bid receipt, differing site
conditions, change orders or other circumstances.
A Small System Set-Aside is being established in an amount equal to fifteen percent (15%) of the DW SRF for loans to
small Drinking Water systems serving 10,000 or fewer residents. The Small System Loan Program has been established in
support of the significant improvements to public health served by projects to improve small systems while also
recognizing the particular credit risk posed by small system borrowers.
The Small System Loan Program will serve as the primary source of funding for Drinking Water Loans for improvements
to water supply systems serving populations less than 10,000. For the SFY2016 Financing Program, the Small System Loan
Program will be funded in an amount not to exceed $500,000 for systems serving populations of 500 or less residents
wherein each Small System Loan shall consist of a one hundred percent (100%) DEP principal forgiveness loan.
Unexpended funds plus $3.5 million will be available for systems serving populations less than or equal to 10,000 residents
and each Small System loan shall consist of a fifty percent (50%) DEP principal forgiveness loan, a twenty five percent
(25%) DEP zero interest loan and a twenty five percent (25%) Trust loan. The Trust is authorized to expend a total of
$1,000,000 in Trust funds for Small System Loans. No single Small System Loan shall exceed $1,000,000.
Unique to the Small System Loan Program is the establishment of a Loan Loss Reserve Fund (LLR Fund)Small System Loan
Program applicants that do not directly or indirectly pledge ad valorem taxing authority as security for such loans will pay
an annual guarantee fee equal to 1% of the outstanding Trust loan (“LLR Fee”). The LLR Fee will be deposited into the LLR
Fund.
Unless otherwise specified above, for all Base SFY2016 NJEIFP CW and DW loans, in cases where the available Fund loan
does not cover fifty percent (50%) or seventy five percent (75%) of the allowable project costs, the Trust may finance the
remaining allowable costs, increasing the effective interest rate of the loan above twenty five percent (25%) or fifty
percent (50%). Financing above and beyond the amount set-aside for such projects will be considered if monies are
available after the need for funding of higher ranking projects during the funding cycle has been satisfied. Conversely, if
there are unexpended funds in the set-aside due to insufficient demand for the stated activities, the residual funds may
be used to finance lower ranked projects on the Priority List subject to State and/or federal program constraints.
Community Development Block Grants (CDBG) Loans will be offered to qualifying projects in low and middle income
communities as a 100% DEP loan with principal forgiveness for the borrower of up to 25% of the total loan amount. As
an additional benefit to the borrower, administration fees will be waived by the DEP.
Legacy Projects. Each year, a number of projects to be partially financed with Trust Bond proceeds are not included in the
bond pool as a result of failing to satisfy all program requirements by the last Bond Pool deadline (typically February 1). In
prior years, such projects would be subject to the financing terms of the ensuring year’s financing program. In an effort to
allay concerns of affected applicants, the NJEIFP now extends the terms and conditions of the SFY2015 Financing Program
(e.g., loan structures such as twenty five percent (25%) market rate loans and principal forgiveness) to any project
receiving short-term financing prior to June 30, 2015. An additional 45 Legacy Projects valued at $224 million are
anticipated to receive SFY2016 NJEIFP funding through the NJEIT Construction Loan Program prior to June 30, 2015.
19
Direct Loans. The Trust utilizes cash on hand in lieu of Trust bond proceeds as the source of funds for its loan component
(aka the market rate interest component of the loan) for projects eligible to receive relatively small NJEIFP loans. T h e s e
“ Direct Loans” are generally available for small projects or for entities that are either fiscally constrained or lack the
administrative capability to participate in a complex bond transaction. Note: Direct Loans are only available for projects
that have fully satisfied all program requirements including but not limited to submission of all application related
documents compliant with submission deadlines and secure all project related and financial approvals. Direct Loans in
the SFY2016 Financing Program are anticipated to be structured as twenty five percent (25%) market rate loans and will
be capped at $1.2 million per project.
Supplemental Loans. Periodically, a project’s costs exceed the amount financed in its Long-Term or Direct Loan due to
differing site conditions or when the low bid building cost exceeds the original loan amount. Such costs may be eligible to
receive financing through a Supplemental Loan. See N.J.A.C. 7:22-3.11. The loan requirements for a supplemental loan
are identical to that of the Long-Term loan subject to the following exceptions: revised planning documents, and design
documents are not required provided the project scope of work has not increased. The loan structure (e.g., a twenty five
percent (25%) market rate loan) for Supplemental Loans is generally identical to that of the original project loan.
C. Hybrid Loans. A number of project sponsors have expressed an interest in securing short-term financing to
meet cash flow needs in anticipation of reimbursement of federal funds (FEMA/HUD) as well as long-term financing for
non-reimbursable costs (typically local share). The review and approval of such projects must contemplate satisfaction of
multiple federal funding programs. Hybrid Loan borrowers will receive a SAIL loan for both reimbursable and eligible nonreimbursable project costs and one or more long-term loans for project costs for which federal reimbursement has not
been received. The structure of such loans will reflect the underlying short- term loan vehicle (IFP Loan or SAIL Loan) as
well as the long-term loan vehicle (Base SFY2016 NJEIFP, Sandy NJEIFP, Trust Only Loan or combination thereof).
D. Trust Only Long-Term Loans. Notwithstanding efforts to ensure project costs to repair and improve the
resiliency of Superstorm Sandy impacted systems are compliant with and reimbursed by FEMA/HUD, in the event
reimbursement is not received and project components otherwise fail to qualify for CW or DW NJEIFP long-term loans,
Trust only Long-Term Loans are available for such costs. It is anticipated that Trust only Long-term loans will be utilized
to make up for short-falls that may arise in structuring a borrower’s H2LOans long-term loans to ensure financing for the
entire project can be achieved through H2LOans. The Trust anticipates utilizing bond proceeds for such loans.
2. Short-Term Loans:
A. SAIL Loans. The SAIL Program (also known as the “Disaster Relief Emergency Financing Program”) is a
source of short-term and temporary loans for projects to repair damages incurred during disasters and projects to
improve the resiliency of clean water and drinking water systems in future disasters. For additional eligibility requirements
see N.J.S.A. 58:11B-9.5. Projects funded through SAIL must be identified in a project eligibility list submitted to the
legislature prior to receipt of SAIL financing pursuant to N.J.S.A. 58:11B-9.5(c). The current SAIL Eligibility List was
submitted to the legislature in satisfaction of this legislative publication requirement on April 22, 2015.
SAIL loans are available to local government units seeking short-term funding assistance to address immediate
cash flow needs for their disaster related water infrastructure projects whether it be for local match requirement and/or
in anticipation of reimbursement through federal grant programs such as Federal Emergency Management Act (FEMA) or
Housing and Urban Development, (HUD), Community Development Block Grants (CDBG). It is anticipated that SAIL Loans
made in SFY2016 will be structured as twenty five percent (25%) market rate loans, the market rate of which will be
determined at SAIL loan closing. SAIL loans may be issued for terms not to exceed three fiscal years (up to 47 months).
Given the necessity that project expenses meet FEMA / HUD requirements as a condition of reimbursement,
and the need to have such applications approved expeditiously, the program has retained an outside engineering
consulting firm to assist in the review of construction design and eligible costs, conduct site visits and review disbursement
requests. SAIL program borrowers are responsible for payment of such costs in an amount not to exceed two and a half
percent (2.5%). Such costs will typically be incorporated into the long-term financing program package.
B. Construction Loans. Each year there are projects that are ready to proceed with construction prior to the
issuance of the Trust Bonds. In order to move forward with such projects, the participant must procure financing for the
20
period between receipt of the authorization to award the final construction contract and the Traditional Financing
Program loan closing. In 2002, the Trust’s enabling legislation was amended authorizing the Trust to establish an Interim
Financing Program as another source of short-term financing available to participants for pre-award projects. Prior to
SFY2015, eligible projects would receive Trust-only interim loans for eligible project costs consistent with each project’s
draw down schedule until the interim Loan was replaced with a traditional NJEIFP loan at long-term loan closing within
the same fiscal year.
The Trust received legislative authorization in State Fiscal Year 2015 to issue Interim Financing Program loans
for terms of up to three (3) fiscal years. The intent of the multi-year, short-term loan is to provide funding for the duration
of a project’s construction (Construction Loans). Issuing long-term financing upon completion of construction minimizes
loan expenses for participating borrowers and ensures accuracy of project costs in sizing such projects for long-term
funding, a significant improvement relative to the prior single-year, Interim Financing Program. Moreover, issuing
Construction Loans prior to bond funding mirrors the practice utilized by many local government units throughout the
State of financing public projects through Bond Anticipation Notes during construction with the added benefit of
significantly lowering interest rates and increasing cash flow flexibility. Commencing in SFY2016, all projects will be
financed through Construction Loans.
Construction Loans are required for all SFY2016 projects provided all of the following conditions are met:
i.
The project sponsor has received an authorization to award the final construction contract and project
certification from the DEP and the Trust;
ii. The Applicant satisfies the Trust’s credit worthiness standards;
iii. The project is in the fundable range for the current year’s funding cycle given the availability of Trust and Fund
funds for loans;
iv. Funds are available in the Trust’s Construction Loan Program account; and
v. The project sponsor enters into the requisite Construction loan documentation with the Trust.
The project sponsor is limited to one Construction Loan per project scope and Construction Loans will be made on a
readiness to proceed basis until the funds available for Construction Loan awards are exhausted.
The loan is required to be repaid on the day of closing of the long-term loan, even if, for some reason, the borrower has
failed to meet the requirements for the long-term loan and is not included in the pooled financing. The Construction Loan
will be paid in one of two ways; 1) if the borrower is in the Traditional Financing Program, the loan will be repaid from
funds made available from both the Trust and Fund loans; or 2) if the borrower has failed to meet the Traditional Financing
Program requirements, the borrower must find another source to repay the Construction Loan.
The loans will be subject to an interest rate determined by the Trust Board. The interest rate for a Construction Loan
issued to a local government unit in the SFY2015 Financing Program was twenty five percent (25%) of the market rate
based on a “AAA” governmental bond index as of the closing date.
The SFY2016 CLP Board Policy authorizes Construction loans at an interest rate equal to twenty five percent (25%) of the
market rate. Moreover, commencing in 2008, the IFP Board Policy permits the Trust to fund Construction Loans through
a line of credit in the event NJEIFP reserves are committed to project loans. The line of credit will be procured in
compliance with State procurement laws. In proposed legislation is an amendment to the Trust’s enabling legislation that
will authorize the Trust to offer a variable rate of interest on short term loans. This amendment aims to provide further
savings to the borrowers by calculating interest on the funds as they are made available to the borrowers.
Preserving eligibility for project costs incurred to be financed at a future date through the Financing Program is an
important component of the Construction Loan Program. To maintain the eligibility of such costs, project planning
(including the issuance and expiration of an Environmental Assessment prepared by the DEP) and design and contract
documents (including issuance of Authorization-to-Advertise and Authorization-to-Award contracts for which
reimbursement is sought) must be reviewed and approved by the DEP’s Municipal Finance and Construction Element. In
addition to securing all permits and approvals for the construction of the project, executed construction contracts must
be presented to the Department subsequent to receipt of an Authorization to Award. No more than one-half of soft costs
21
may be disbursed in an Interim Financing Loan. It should be noted that federal policy limits the amount of funds the States
may withdraw from capitalization grants for “refinancing’s.” Because federal policy defines any costs incurred prior to
loan award to be “refinanced,” there is a possibility that reimbursement for all pre-award costs may not be feasible at the
time of loan award.
C. Planning and Design Loans. Planning and Design Loans are utilized to finance the cost of environmental
planning and engineering design services for environmental infrastructure projects, utilizing loan monies provided by the
Trust from Trust accounts, such as interest earnings. The loans are structured as temporary financing for preliminary
project activities, with the expectation that the environmental infrastructure projects will secure long-term financing
through the NJEIFP. Planning and Design loans are for periods not to exceed three years (ten years for CSO projects).
These short-term loans are available to pay for up to 50% of engineering and design costs for projects not identified in a
project priority list. SFY2016 P&D loans may be for terms of up to two years at twenty five percent (25%) of the market
rate.
The Planning and Design Loans provide low interest loans to finance the cost of environmental planning and engineering
design services for environmental infrastructure projects, utilizing loan monies provided by the Trust from Trust accounts,
such as interest earnings. The loans are structured as temporary financing for preliminary project activities, with the
expectation that the projects will secure long-term financing through the NJEIFP.
Upon receipt of an application, the DEP makes a determination as to project eligibility. Project loans are made upon a
project sponsor’s compliance with NJEIFP loan requirements. Planning and Design loans are made at interest rates
established by the Trust’s Board of Directors. The Planning and Design Loan Program provides loans up to $500,000 per
project loan.
D. Emergency (Non-SAIL) Loans. The NJEIFP recognizes that environmental infrastructure emergencies may
occur that endanger public health and welfare, and can result in substantial environmental damage. Qualifying emergency
conditions are limited to those where failure has occurred or where failure is imminent and, unless corrected, will result
in substantial pollution of the environment (such as collapse of a wastewater line) and/or substantial curtailment of the
functions of the infrastructure.
Non-SAIL emergency financing is available in two scenarios. The first arises for the temporary repair of a facility to address
an emergency condition, when the failure occurs during the course of NJEIFP application review and the project for which
NJEIFP financing sought is for the improvement to the facility which has experienced failure. Given the necessity for an
immediate response, a complete technical and environmental review in advance of construction is not possible. The DEP
secures basic project information from the project loan applicant, makes an eligibility determination and issues project
approval so that owners/operators can undertake the needed repairs and maintain eligibility for those expenditures
through the NJEIFP. The second scenario requiring emergency financing arises for the temporary repair of facilities which
are not otherwise under NJEIFP application review. Since 2008, the Trust has implemented an Emergency Loan Program
whereby the loans are funded by the Trust from Trust operating accounts.
The Trust Board of Directors has formally adopted a resolution outlining Emergency Loan eligibility, the limitation of the
loan amounts and the calculation of the interest rates. Emergency Repairs may be undertaken upon receipt of a DEP
declaration that a project is an eligible environmental infrastructure project the repair of which will negate an imminent
threat to the environment and preliminary eligibility determination by the Trust Executive Director. Emergency Loan
eligibility also requires satisfaction of loan eligibility requirements and the applicant’s agreement to implement an asset
management program (neither of these requirements are conditions precedent to commencement of emergency repairs).
The Emergency Loan Program provides Trust loans up to $600,000 per project provided total Program Loans do not exceed
$2 million at any given time. The SFY2016 Emergency loans may be for a term not to exceed twenty four months at an
interest rate equivalent to 25% of the market rate.
The Comprehensive Priority Lists in Appendices D and E of this report represent an updated IFP Eligibility List for both
Clean Water and Drinking Water Projects.
The NJEIFP recognizes that environmental infrastructure emergencies may occur that endanger public health and welfare,
and can result in substantial environmental damage. Qualifying emergency conditions are limited to those where failure
22
has occurred or where failure is imminent and, unless corrected, will result in substantial pollution of the environment
(such as collapse of a wastewater line) and/or substantial curtailment of the functions of the infrastructure.
Non-SAIL emergency financing is available in two scenarios. The first arises for the temporary repair of a facility to address
an emergency condition, when the failure occurs during the course of NJEIFP application review and the project for which
NJEIFP financing sought is for the improvement to the facility which has experienced failure. Given the necessity for an
immediate response, a complete technical and environmental review in advance of construction is not possible. The DEP
secures basic project information from the project loan applicant, makes an eligibility determination and issues project
approval so that owners/operators can undertake the needed repairs and maintain eligibility for those expenditures
through the NJEIFP. The second scenario requiring emergency financing arises for the temporary repair of facilities that
are not otherwise under NJEIFP application review. Since 2008, the Trust has implemented an Emergency Loan Program
whereby the loans are funded by the Trust from Trust operating accounts. The Trust Board of Directors has formally
adopted a resolution outlining Emergency Loan eligibility, the limitation of the loan amounts and the calculation of the
interest rates. Emergency Repairs may be undertaken upon receipt of a DEP declaration that a project is an eligible
environmental infrastructure project the repair of which will negate an imminent threat to the environment and
preliminary eligibility determination by the Trust Executive Director. Emergency Loan eligibility also requires satisfaction
of loan eligibility requirements and the applicant’s agreement to implement an asset management program (neither of
these requirements are conditions precedent to commencement of emergency repairs). The Emergency Loan Program
provides Trust loans up to $600,000 per project.
Miscellaneous Provisions Pertaining to all SFY2016 Financing Program Loans
•
The Trust will finance up to 100% of the cost of reserve capacity. However, in support of the Smart Growth
and Green Project Initiatives, the DEP may issue a zero interest loan for a portion of the reserve capacity
depending upon the type and location of the project. The Trust will finance the balance.
•
A borrower may issue its own bonds to finance unallowable costs, or may finance these costs from other
funds.
•
A borrower may apply for a supplemental loan for the project to cover allowable increased project costs.
•
Trust bonds prior to 2007 were secured by a debt service reserve fund of approximately 10% of the issue size.
The Trust’s Debt Service Reserve Fund was generally funded from a portion of the required state match (20%
of the federal grant), General obligation Bond proceeds and project loan repayments. Commencing in 2007,
the Trust was able to maintain its natural AAA credit rating without posting a debt service reserve enabling
the Trust to utilize eligible funds for project loans. This practice will be continued in SFY2016, to the extent
permitted by the rating agencies, for local government unit borrowers.
Table 1: CW SRF and DW SRF Funding Histories - The following table indicates New Jersey’s historical share of CW SRF
and DW SRF funds. Starting in 1999, the DEP initiated, in accordance with the provisions of the Federal Safe Drinking Water
Act, the transfer of funds from the repayments of loans issued under the Clean Water Program to the Drinking Water SRF
Program. These figures are listed on the following table in the fourth column. It is possible that an amount up to $6.0
million may be transferred in the SFY2015 Financing Program.
Federal Fiscal Year
1988
1989
1990
1991
1992
Clean Water
Capitalization Grant
Amount
(in millions)
$70
65
69
84
79
Drinking Water Capitalization
Grant Amount
(in millions)
N/A
N/A
N/A
N/A
N/A
23
Clean Water SRF Funds
Transferred to the
Drinking Water SRF
(in millions)
1993
1994
1995
1996
1997
1998
1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
2009 ARRA
2010
2011 (SFY12)
2012 (SFY13)
2013 (SFY14)
2014 (SFY15)
Sa ndy
TOTAL
78
49
50
82
25
59
55
55
55
54
54
54
44
36
51
28
18
63
83
81
60
50
50
191
$1,792
N/A
N/A
N/A
N/A
28
17
18
19
19
19
18
19
19
18
18
18
18
43
29
20
20
14
14
38
$425
9
12
12
6
6
6
6
6
6
0
7
7
7
7
0
12
6
0
$115
USEPA policies and requirements have been evolving as the federal CW SRF program has matured. Since New Jersey has
already negotiated and executed twenty-four CW SRF Capitalization Grant Agreements with USEPA, any non-substantive
changes in policies or requirements can easily be addressed by amendments to the operating agreement (OA) for the
Clean Water Program. New Jersey has already negotiated and executed sixteen DW SRF Capitalization Grant Agreements
with USEPA. Similarly, any non-substantive changes in policies or requirements can easily be addressed by amendments
to the OA for the Drinking Water Program. The DW SRF OA and CW SRF OA were amended to include the requirement
that New Jersey has agreed to conduct a single program joint audit for the DEP and the Trust annually.
LOAN TERM
Since the Program’s first loan in 1987, the maximum term of CW loans has been limited by both State statute and federal
law to the shorter of 20 years or an asset’s average useful life. However, in June of 2014, President Obama signed the
Water Resources Reform and Development Act (WRRDA). One of the components of WRRDA is to allow State Revolving
Fund (SRF) Programs, such as the NJEIFP, to lend Clean Water SRF loans for terms as long as 30 years. This brings the
State’s Clean Water SRF program in line with the Drinking Water SRF Program in terms of the ability to lend both grant
and repayment monies for as long as 30 years. While the Trust is presently constrained by its Enabling Act to issue bonds
for no longer than 20 years, an amendment in proposed legislation (A-3548/S-2354) would authorize the issuance of 30
year bonds. If enacted into law, new NJEIFP loans would be extended for terms equal to the lesser of a project’s useful
life or 30 years for certain project categories.
A borrower may elect a shorter repayment term. Participants have the option to capitalize interest during construction
for up to three years. Repayment of principal begins no later than the fourth year for both Trust and Fund loans. Debt
service payments on the Trust loan pays debt service on the Trust bonds. Debt service payments on the Fund loan are
repayments of principal only, since the Fund loan is at a zero interest rate. After providing security for Trust revenue bonds
for a period of approximately one year, the Fund loan repayments will be made available to future NJEIFP participants to
finance additional environmental infrastructure projects and will be matched by the Trust through new leveraged bond
issues.
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OTHER LOAN PROGRAMS
TRUST / FUND / GREEN ACRES FINANCING PROGRAM
Since 2001, this Financing Program has financed open space land acquisition projects. The land purchases financed must
help to protect or maintain ground or surface water quality in the project areas. Water quality related restrictions are
placed on the use of parcels purchased with Clean Water SRF funds.
1. Projects certified under this financing program generally receive a grant from the Green Acres
Program for a portion of the allowable cost and up to a twenty-year loan from the Trust/Fund for
the remaining allowable cost.
2. Participants may issue their own bonds to finance the unallowable costs of the project and allowable
costs which exceed the Trust/Fund/Green Acres amounts or participants may finance these costs
from other funds. Each participant must be capable of financing these costs in order to be eligible
for financing from the NJEIFP.
3. Participants may apply for a supplemental Trust/Fund loan to cover increased allowable project cost
not covered by the original Trust/Fund loan or Green Acres financing.
4. If a portion of a property does not conform to the NJEIFP's allowable uses, NJEIFP financing will be
utilized to fund the portion of the property that is eligible.
5. Like other NJEIFP funded projects, financing may be secured for project administration (up to 3% of
land costs) and/or taking an allowance for planning and design (generally 10 to 15% of land costs).
6. The Trust Construction Loan Program is also available for these projects.
THE TRUST / PINELANDS FINANCING PROGRAM
Established by the Pinelands Infrastructure Trust Bond Act of 1985, this program provides funding for infrastructure
projects needed to accommodate existing and future needs in the 23 designated Pinelands Regional Growth Areas.
Funding is available for the construction of new collection systems, interceptors, and the expansion/upgrading of
wastewater treatment facilities. Water supply projects are also authorized in the existing Bond Act, however none have
been financed. Unfortunately, the funds from the Bond Act have been exhausted.
1. When additional funds become available, Pinelands/Trust financing for environmental infrastructure projects
would come from the following sources:
2. Projects certified under this program generally receive a grant for up to 40% of the allowable cost and a
twenty-year, half market rate loan for up to 20% of the allowable cost. Projects are funded by the DEP from
the Pinelands Infrastructure Trust Bond Act of 1985.
3. The Trust loan will represent approximately 40% of the remaining cost of the allowable project. However, if
the Pinelands grant/loan is not sufficient to cover 60% of the allowable cost, the Trust loan will be increased
to cover the balance not covered by the Pinelands grant/loan. The interest rate on this loan is the rate on the
Trust revenue bonds sold to finance the loans to the program participants. Pinelands participants are required
to authorize the Trust to bond for the debt service reserve fund amount associated with the Trust loan.
4. A participant may issue their own bonds to finance the unallowable costs of the project and allowable costs
which exceed the Trust/Pinelands amounts or participants may finance these costs from other funds. Each
participant must be capable of financing these costs in order to be eligible for financing from the Financing
Program.
5. The Trust may only fund those eligible costs not funded with a Pinelands grant/loan.
25
6. A participant may apply for a supplemental Trust loan to cover increased allowable project costs and may be
eligible (limited to no more than 10 percent of the amount originally allocated to the projects) for receipt of
additional monies through the Pinelands Program, if funds are available.
The loans are normally for a 20-year period, although a borrower may elect a shorter repayment term. The Trust loan
permits participants to capitalize interest during construction for up to three years. Principal repayment begins no later
than the fourth year for both Trust and Pinelands loans. Debt service payments on the Trust loan go to pay debt service
on the Trust bonds. Debt service payments on the Pinelands loan are for both principal and interest. The Pinelands loan
repayments will be made available to future financing program participants to finance additional projects. These funds
may be matched by the Trust through new leveraged bond issues.
There are no Pinelands Projects participating in the SFY2016 Financing Program.
BENEFITS OF PARTICIPATING IN THE FINANCING PROGRAM
The NJEIFP enables participants to join together to finance their environmental infrastructure projects at a lower cost than
if they financed their projects independently. The main cost savings are achieved by combining the zero-interest Fund
loan and the market-rate, AAA rated Trust loan. In the case of a Pinelands and/or Green Acres financed project, the savings
come from the combination of the Pinelands and or Green Acres grant/loan and the market-rate, AAA rated Trust loan.
Moreover, with a combined issue, smaller or lower-rated borrowers have better access to the debt market. Finally,
aggregating many project financings into one bond issue reduces financing costs for program participants. Participating in
the NJEIFP has resulted in Borrower savings between twenty five and thirty percent of the cost of debt service relative to
borrowing on their own. In total, borrowers have saved in excess of $2.2 billion since the NJEIFP’s inception. The addition
of aggressive loan discounts for CSO communities and stormwater controls such as pervious surface, green roofs, and rain
gardens in the Barnegat Bay Watershed through loans consisting of up to fifty percent (50%) principal in SFY2016 provide
substantial additional savings.
In addition to low interest rates, Trust loans eliminate the need for borrowers to obtain bond insurance, manage arbitrage
responsibilities, and reduce many other ancillary borrowing costs. Moreover, the Trust continually monitors market
conditions to assess when interest rates meet the Trust’s savings threshold for refunding prior bonds. All savings realized
from prior bond refundings, a total of $100.5 million, are passed on to borrowers, further lowering loan costs. The SFY2016
Financing Program also permits level debt service payments, allow borrowers to capitalize interest and implement net
funding of the project.
FINANCING PROJECTS THROUGH THE NJEIFP
The discussion that follows represents the current expectations for the loan agreements under the NJEIFP and is based
upon loan agreements with general obligation borrowers, although the other agreement forms may be mentioned. Not
all the differences among the various agreements are presented. Likewise, not every condition appearing in the various
loan agreements is described. The Trust and the State reserve the right to include special items in individual loan
agreements, conditions, and covenants unique to the circumstances of particular borrowers, when necessary even if not
anticipated in this document. Additionally, Principal Forgiveness Loan agreements may contain additional representations
and covenants that are not contained in the loan agreements with respect to the Traditional Loans.
PROGRAM OBJECTIVE
As in the past, the goal of this year's NJEIFP is to provide subsidized financing to eligible applicants in order to spur the
construction of environmental infrastructure projects. There are generally four prerequisites to any applicant’s eligibility
to receive a Traditional SFY2016 or Sandy NJEIFP loan for a particular project:
26
i. Availability of funds;
ii. identification of the project on a project priority list;;
iii. project approval (issuance by the DEP of an “Authorization to Award” and project certification by the
Commissioner); and
iv. the applicant’s satisfaction of financial eligibility and loan closing requirements.
THE TRUST AND FUND LOANS
Each borrower enters into two loan agreements: one agreement with the Trust and one with the State, acting by and
through the DEP, for the Fund or the Pinelands Program. These loan agreements have been drafted to reflect the
differences between the security features for general obligation borrowers, revenue borrowers and private water system
borrowers. The principal terms and conditions are conformed among the versions and permit a generic description of the
terms and conditions.
The Trust Loans - Historically, up to half of each project's estimated allowable costs have been funded with a loan from
the Trust. The Trust finances these loans by issuing its own revenue bonds and lending the proceeds to the program
participants. Funds are disbursed pursuant to draw schedules established by the participants. As described above, funding
from the Trust in the SFY2016 Financing Program for a large majority of projects will be twenty five percent (25%) of each
loan but may equal fifty percent (50%) for certain loans depending upon the nature, type and location of the project.
Each Trust bond issue is structured to allow for composite level debt service after the project construction period.
Participants will be permitted a construction period and capitalized interest of up to three years, with principal repayments
to commence in year four or sooner if the projected construction period is shorter than three years, or if a participant
desires to begin principal amortization earlier.
The Trust bonds are expected to net fund the project account to be established by the Trust bond resolution. The
capitalized interest account will be either net funded or fully funded by the Trust bonds. The bonds are also expected to
finance the underwriters' discount, any bond insurance premium, and a loan surcharge of up to 0.1% of the issue size for
other costs of issuance, and one half of the State fee. The Trust bonds will fund the allocable share of the Debt Service
Reserve Fund for reserve capacity borrowers, Pinelands/Green Acres borrowers and private drinking water system
borrowers. Final maturity of the bonds will not exceed 20 years.
The Trust Loans are structured to match the Trust bonds. The rate on the loan to each program participant includes the
interest rate on the Trust bonds. The aggregate of the debt service schedules of all of the participants loans also cover the
debt service schedule on the Trust bonds.
Trust bonds are ultimately secured by a general obligation pledge from each municipal borrower to levy and collect taxes
to pay debt service. Authority borrowers are expected to have deficiency agreements in place with their underlying
municipalities, backed by general obligation pledges from those underlying municipalities. If such deficiency agreements
cannot be obtained, the bonds issued to the Trust by the Authorities are expected to have at least an investment grade
rating (which may be a shadow rating) and may be required to be supported by some form of credit enhancement, unless
these loans fall into a deminimis size or other related exception. In the case of private drinking water systems, loans will
be secured by collateral, which may include letters of credit, water system mortgages and/or guaranties of owners or
operators or any other collateral that the Trust may deem appropriate.
The Trust bonds are also secured by the intercept of State-aid payable to all municipal participants and the municipalities
underlying those Authority participants that have executed deficiency agreements with such underlying municipalities. If
a participant fails to make timely debt service payments to the Trust, the Fund Loan repayments from this year and prior
years will be available; the State-aid intercept mechanism authorized in the Trust's enabling statute may be triggered and
State-aid may be diverted from the participant, or an underlying municipality of the participant, to the bond trustee to
pay debt service to the bondholders.
The Fund Loans - The Base SFY2016 Financing Program Fund Loan (a.k.a. State loan component) will be issued at a zero
percent interest rate. Participants will begin repaying the principal on their Traditional Fund Loans coincident with the
27
initiation of debt service payments on the Trust Loans. Unless changed due to specific project circumstances, annual
repayments of Fund Loan principal are designed to be level for the duration of the loans when combined with the Trust
principal and interest repayments.
The State loan component of Traditional Project Loans will comprise seventy five percent (75%) of the total loan for most
loans. Supplemental loans are structured consistent with that of the original project loan. The majority of PFLs issued in
the Base SFY2016 NJEIFP will consist of a State loan component comprising seventy five percent (75%) of the total
allowable project costs with the remaining twenty five percent (25%) financed through a Trust market rate loan. The Base
SFY2016 NJEIFP may also include the other PFLs for CSO and Barnegat Bay Watershed projects on the CW side and for
Small Systems and high ranking projects on the DW side.
The Funds are set up as revolving loan funds. As the Fund Loans are repaid, the money is held for approximately one year
by the Master Program Trustee to provide security for Trust bonds designated to benefit from this security. Thereafter,
the money is transferred back to the State and made available for originating new loans to participants in future financing
cycles.
Fees
1. The Fund Loan Origination Fee. It is anticipated that the SFY2016 Appropriation Act will require the DEP to
assess an annual administrative fee and provide monies to the State Treasury to help offset the cost of NJEIFP
administration. The DEP received legislative approval in June 2005 to institute a 2 percent loan origination fee
to fund the annual fee requirement. This origination fee was based on a five-year program cost evaluation.
This evaluation will be conducted annually to ensure NJEIFP funding is adequate. This fee will be assessed on
the total loan amount regardless of any amounts subject to principal forgiveness. Generally, 1% of this fee is
financed as part of each borrower’s Trust Loan and 1% is collected as a post-closing administrative fee via
eight equal semiannual installments.
Any fees collected above the amount necessary to fund the NJEIFP will be held by the Trust in a separate
account. Interest earned on this account will be applied toward NJEIFP administrative costs. Specifically, funds
from the account will be disbursed to Treasury every year to meet the anticipated State revenue established
under the Annual Appropriations Act. If the fees collected are insufficient to fund the program, the DEP will
request that the shortfall amount be appropriated from the special account. (Note: In the past, monies
collected through the DEP Fee can only be used for NJEIFP administrative costs or for state match purposes.
However, pending legislation would permit application of the Loan Origination Fee Fund by the department for State
matching funds or loans to local government units for the cost of wastewater treatment system or water supply projects.)
2. Trust Loan Origination Fee. For SFY2016, the Trust Loan is typically one-fourth of the total loan. A Trust Loan
origination fee of 0.01 percent may be applied to the Trust loan to fund the costs of issuance associated with
the bond sale and any such fee shall be uniformly applied to all borrowers. This fee is generally financed as
part of each borrower’s Trust Loan.
3. The Trust Annual Administrative Fee. The Trust will charge SFY2016 borrowers an annual administrative fee
payable semiannually commencing early 2016 and ending with the final loan payment. The Trust charges 0.3%
of the initial principal amount of the Trust loan and such fees are uniformly applied to all borrowers. The fee
shall be utilized to fund NJEIT’s activities as enumerated in the SFY2016 operating budget (Appendix I).
4. Security Research Fee. The Trust may charge non-governmental participants for any expenses incurred by or
on behalf of the Trust in connection with the evaluation of the acceptability of any collateral provided as
security for the Trust and Fund loans, regardless of whether the loan is actually closed. The Trust will not incur
such expense without the prior notification to the potential borrower.
5. Late Fee. To the extent any Borrower makes its Loan repayment after the due date thereof (February 1 and
August 1), the Borrower will be charged a late fee equal to the greater of 12% or the Prime Rate plus ½%. Prior
to SFY2015, such fee was not assessed unless a Borrower was more than ten days late with its payment.
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BORROWER ELIGIBILITY
A municipal borrower must be a municipal corporation established under the laws of New Jersey. Local, regional and State
authorities must be constituted as public bodies corporate and politic, with corporate succession. Private drinking water
systems must be corporations or other entities duly organized and existing under or authorized to transact business under
the corporation or other applicable laws of New Jersey. Each borrower must have made a timely application to, and
received approval from, the Trust and the DEP (for the Fund or Pinelands Program). The municipal and authority NJEIFP
participants must issue a bond to secure the Trust Loan and a bond to the State to secure either the Fund Loan or the
Pinelands Loan. Participants must agree to complete the project and perform under the specific terms and covenants of
the loan agreements. Each of the loan agreements will cite the source of funds for the loan. In the case of private drinking
water systems, collateral issued to secure the Trust and Fund Loans (which may include bonds, particularly in the case of
larger private drinking water systems) must be approved by both the Trust and the State.
FINANCING SCHEDULE OVERVIEW
1. Financial Addendum - Each borrower is required to complete a Financial Addendum form by the submission
deadline to demonstrate a project sponsor’s commitment to proceed with project financing. A single Financial
Addendum is required to request financing for a Traditional or Principal Forgiveness project loan for either a
clean water or drinking water project. Two financial addenda must be submitted if both clean water and
drinking water project loans are sought. This submission is in addition to the State loan application typically
due in March of each year. While the actual requirements typically vary by type of applicant (municipal,
authority or public water utility), applicant obligations generally include but are not limited to completion of
a financial addendum form, passage of an authorizing resolution, reimbursement resolution and bond
resolution.
2. Local Finance Board/Board of Public Utilities Approval - Each Project must secure approval from the Local
Finance Board or Board of Public Utilities, as applicable, as a statutory requirement of the Financing Program
(other than private entities which are not subject to NJBPU jurisdiction).
3. DEP Project Certification - For a project to receive NJEIFP financing, the DEP must certify to the Trust that all
planning and design requirements have been completed in accordance with the Financing Program Rules; all
of the environmental issues have been adequately addressed; all of the required permits for the project have
been obtained, and an authorization to award has been issued.
4. Trust Project Certification - Loan Certification is required for all projects seeking program financing and is
most frequently issued by the Trust Board of Directors. Trust Loan certification is awarded upon DEP project
certification and the applicant’s satisfaction of the Program’s credit worthiness requirements.
5. Escrow Closing - Upon issuance of project certification, and when the borrower has all the necessary
ordinances, resolutions, authorizations and necessary financial covenants in place, the Trust conducts an
escrow closing for each participant.
6. Bond Issue - Subsequent to escrow closing, the Trust will schedule its bond sales. Both the Trust's enabling
legislation and the Annual Debt Management Plan require that the Trust's bonds be sold on a competitive
basis.
7. Loan Closing - Typically within two weeks of bond sale, the Trust will conduct loan closings with the borrowers.
THE TRUST FINANCING DETAIL
THE TRUST BONDS
The Trust currently intends to issue one or more series of bonds for governmental borrowers participating in the SFY2016
Financing Program. These series will be secured by the availability of Fund loan repayments from the SFY2016 Financing
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Program and from certain prior bond issues and local unit bonds which are, in turn, secured by one or more of the
following: project operating revenues, ad valorem taxes, deficiency agreements or credit enhancements covering such
local unit bonds. All series of Trust bonds will also be secured by the State aid intercept to the extent each such series is
secured by local unit bonds of municipalities or counties, or authorities that have entered into deficiency agreements with
underlying municipalities.
The Trust may also, depending upon the borrowers’ characteristics, issue a series of alternative minimum tax (AMT) bonds
for the private drinking water systems or other projects with a significant private use component in this year’s financing.
In past years, the Trust has funded a separate series of AMT bonds for clean water projects and may do so again depending
on the responses received from borrowers in their financial addenda. If clean water AMT bonds and drinking water AMT
bonds are necessitated by the operational and financial structure of certain borrowers, the Trust will attempt to combine
the AMT bonds in a single series of Trust bonds, to the extent practicable and allowed under the Clean Water Act and the
Safe Drinking Water Act and other applicable law. Through the issuance of AMT bonds, the Trust retains the flexibility to
finance certain kinds of projects involving private use, private payments or private loans in excess of Federal income tax
standards available for the more traditional type of Trust financing. Drinking water loans may be secured by letters of
credit, mortgages on drinking water facilities, personal guaranties of system owners or operators, special reserves and/or
other available security required by the Trust to ensure repayment.
A taxable series of bonds may also be issued, such as in situations where some projects have non-governmental
relationships beyond allowable limits set by Federal income tax law. Any series of taxable or AMT bonds will have the
same security features as any other series of Trust bonds or, in the case of private drinking water systems, collateral
acceptable to the Trust and the DEP.
The Trust will consider various alternative structural features with respect to its bonds to be issued for the purpose of
funding Trust loans for borrowers participating in the SFY2016 Financing Program to the extent such structural features
will serve the best interests of the NJEIFP and will provide additional savings for such borrowers.
The Trust will consider all such new structural features, permissible pursuant to state and federal law, to the extent that
such new structural features will serve the best intent of the NJEIFP and will provide additional savings for borrowers.
Each series of bonds will fund a pool of loans. Participants will be assigned to a loan pool based upon their individual credit
characteristics, effect on coverage, the terms and conditions of their own outstanding bond documents and the following
considerations:
•
Trust bond ratings - Because of the cash flow structure of the Financing Program, most participants will be
placed in a single uninsured pool for which the Trust anticipates AAA/AAA/Aaa ratings from Fitch, Standard &
Poor's and Moody's, respectively.
•
The Trust's need to minimize transaction costs - Assigning participants to various pools can minimize the
complexity and cost of the bond issue.
•
Participants' need for insurance or other credit enhancement - Some participants may be required to insure
or obtain other credit enhancement with respect to the bonds they sell to the Trust. This may include
participants who do not have an investment grade rating of their own, who cannot obtain deficiency
agreements, who have certain restrictions in their existing bond documents, or who are required to issue
junior lien debt. At times, the Trust may request a waiver by the State Treasurer of the state’s credit
worthiness standards for a specific borrower.
•
Federal tax law considerations - AMT bonds, taxable bonds and varying construction draw schedules among
participants may make it beneficial to pool certain participants together in order to comply with federal tax
law.
•
State law limitations - Restrictions in certain State general obligation bond acts preclude the use of certain
bond act moneys as security for private borrowers.
Based primarily on the above considerations, the Trust will decide on the number of and the participants for each bond
series to be issued when the final list for this year's Financing Program is established.
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ESCROW CLOSING
Upon the Trust’s and DEP’s issuance of project certification, and the borrower has all the necessary ordinances,
resolutions, authorizations and necessary financial covenants in place, the Trust conducts an escrow closing for each
participant. This closing is a full financial closing (i.e., loan agreements executed, bonds issued, and approved collateral
pledged in escrow) without the benefit of the bond sale. These documents are held in escrow until after bond sale and all
conditions precedent to final closing have been met. At that time, the documents are released from escrow and final
closing takes place.
This process assures, to the greatest extent possible, that the competitive bond sale and the closing can go forward as
planned. Escrow is estimated to commence two months prior to each bond sale. (See schedule herein).
COMPETITIVE SALE OF TRUST BONDS
Subsequent to escrow closing, the Trust will schedule its respective bond sales. Currently, both the Trust's enabling
legislation and the Annual Debt Management Plan require that the Trust's bonds be sold on a competitive basis. Proposed
legislation will authorize the Trust the option to offer bonds for sale pursuant to a private negotiated sale. If this legislation
is passed, the Trust will have the option to utilize private funds, augmenting the pool of funds presently available to the
DEP and Trust for short term loans. The Trust's enabling legislation allows the Trust to publish a summary of the Notice of
Sale once in three New Jersey newspapers and once in a recognized bond publication. The bonds will be awarded on the
basis of the lowest true interest cost bid. In the past, several underwriting syndicates have bid on the bonds and it is
expected that several will do so again this year. The Trust will require bidders to submit their bids electronically for its
Series 2016 bond issues.
The Trust has provided underwriting syndicates with the option to include term bond(s) with sinking fund installments in
their bids. Under certain market conditions, the use of term bonds in place of serial bonds will result in lower financing
costs for the participants. The Trust, depending on market conditions at the time of the publication of the Notice of Sale,
will permit underwriting syndicates to increase the amount of original issue discount which they may include in the bids.
Generally, however, bidders must specify a purchase price which equals or exceeds 98% of the initial aggregate purchase
price of the bonds. Given current conditions, a premium bid, e.g., one in which the purchase price exceeds 100% of the
initial price, is also a possible outcome of the bidder. Both the use of term bond(s) and a larger original issue discount will
provide underwriting syndicates increased flexibility which may result in a lower true interest cost for the Trust's bonds.
The Trust reserves the right to issue premium bonds to the extent market anomalies would dictate their use or to satisfy
authorization or other limitations.
The Trust will utilize a streamlined procedure for its investment of bond proceeds by establishing, prior to the bond sale,
either the portfolio of securities or a flexible repurchase agreement to be bid on. Since the investment earnings are taken
into account in sizing the bond issues, the investments must be calculated on the day of bond sale. The effect of this
procedure allows for a much quicker award of the Trust bonds to the successful underwriters. This reduction in award
time results in a higher rate of return on Trust investments. Trust may also determine to accept investment bids on an
electronic basis.
DISCLOSURE
Program participants are expected to provide, through completion of the Financial Addendum Form and certification of
the data's accuracy, information necessary for disclosure in the Trust's Official Statements. As discussed below, full
disclosure will be required for pool participants whose debt service payments make up 10% or more of the total cash flow
of the combined pools. Reduced disclosure will be required from the balance of the participants.
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SECONDARY MARKET DISCLOSURE
Rule 15c2-12 of the Securities and Exchange Commission requires that certain issuers provide information on an ongoing
basis for use in the secondary bond market. The Trust has developed a policy consistent with Rule 15c2-12 that will place
responsibility on the borrowers to provide ongoing information. Based on the policy as set forth below, very few borrowers
will be required to provide ongoing secondary disclosure.
Those Borrowers (for any particular Financing Program) whose remaining Fund Loan repayments in all Coverage Providing
Financing Programs, when aggregated with their remaining Trust Loan repayments for any such particular Financing
Program, if any, exceed ten percent (10%) of the sum of:
1. The aggregate of all remaining Fund Loan repayments from all Borrowers in all Coverage Providing Financing
Programs, and
2. The aggregate of all remaining Trust Loan repayments in any such particular Financing Program from all
Borrowers shall be considered material "obligated persons" within the meaning and for the purposes of Rule
15c2-12. To the extent any such material “obligated person” Borrowers have entered into Borrower Service
Agreements with Participants and if any such Participants have entered into Indirect Borrower Service
Agreements with Indirect Participants whereby Annual Charges or Indirect Annual Charges, as the case may
be, materially secure such Loan payments of any such Borrower, any such Participants and Indirect
Participants shall also be considered material "obligated persons" within the meaning and for the purposes of
Rule 15c2-12 for the Series 1995 and subsequent Financing Programs.
Under certain commentary promulgated by the SEC pursuant to Rule 15c2-12, the Financing Programs that provide
coverage appear to be considered materially “obligated persons" under the Rule. Accordingly, the Trust will make the
appropriate secondary market disclosures on these Financing Programs in the 2016 Financing Program as it has in the past
programs commencing in 1995.
UNDERFUNDED OR OVERFUNDED ALLOWABLE COSTS
Financing is based upon awarded contracts or the best estimate of project costs available at the time the loans are
executed. If final bids are higher than the estimates, or if differing site conditions are encountered, the participant is
eligible to return to the Financing Program for supplemental funding for the increased allowable costs, subject to certain
IRS procedural requirements that must be followed. In the interim, the participant must be able to finance the extra costs
before they are eligible to receive their loan disbursements.
If final bids for a participating project are lower than the original awards, or if final building costs are lower than the
allowable costs based on the low bid building cost, a surplus of monies may exist. In the case of a Trust Loan, this money
is expected to be used to make debt service payments on the participant's Trust Loan or go towards a defeasance. These
Trust monies may also be available to fund cost increases due to differing site conditions, certain other project costs or
for allowable reserve capacity costs, subject to approval by the Trust. In the case of a Fund Loan or Pinelands and/or Green
Acres Grant/Loan, this surplus will be de-obligated via an amended debt service schedule eliminating payments starting
from the back end (year 20) and moving forward until the de-obligated amount is realized.
UNALLOWABLE COSTS
Project financing for the unallowable portion of project costs must come from the program participant, who may bond
for this cost or pay for it out of other funds. For municipal or county borrowers, local financing must be available before
they can receive their loans. This means that the municipal or county borrower must have either cash available or bond
ordinances and Local Finance Board approvals (if required) authorizing the borrowing of the necessary funds. Authorities
and private drinking water systems must have cash on hand or the equivalent thereof prior to any disbursement of their
loans. The Trust has imposed these requirements to provide assurance that projects will be completed.
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PROJECT ACCOUNT DISBURSEMENTS
Financing Program participants draw their funds for construction from two sources: one funded by the Trust bonds and
the other funded by either (i) the Clean Water or Drinking Water State Revolving Fund, (ii) CW SRF or DW SRF repayments,
or (iii) State Bond proceeds. The project construction drawdown schedules are developed by the DEP, based upon the
participants' own submissions, prior to the escrow closings. The Trust then develops a composite drawdown schedule
from all of the individual borrowers in any given pool in order to net fund the Construction Fund from bond proceeds for
the Trust component. Depending on market conditions and the timing of the draw schedules, the Trust may also gross
fund the accounts.
LOAN REPAYMENTS
Participants make scheduled debt service payments on both of their loans with a single payment to a loan servicer, which
may be the Trust. Payments are required to begin by the fourth year of the loans, but may commence earlier if the
construction period is shorter or if the borrower chooses to begin amortization prior to the end of its construction period.
Each debt service payment is determined as follows:
•
Scheduled principal and interest due the Trust, net of investment income on the reserve fund credited for the
period and net of any other applicable credits;
•
Scheduled principal due to the Clean Water or Drinking Water Fund or State Bond Fund or principal and
interest due under the Pinelands Loan; and
•
Any administrative fees owed to the DEP and the Trust.
INVESTMENT OF PROJECT LOAN ACCOUNT PROCEEDS
The Trust will continue to invest project loan account monies on an aggregate basis to the expected drawdown dates for
any construction not completed under the construction loan program. These investments will either continue to be in U.S.
Treasury securities, the providers of which will be chosen competitively or on a collateralized guaranteed investment
contract that will also be competitively procured. If determined to be advantageous, the project account may be invested
in State and Local Government Securities or other securities as allowed under the bond resolution.
Each year, the Trust considers the feasibility of using flexible repurchase agreements, guaranteed income contracts or
other forms of investment agreements to reinvest bond proceeds deposited into the project loan account. Subject to State
and federal constraints, if any are found to be advantageous, the Trust will seek authorization from the Director of the
Division of Investment in the Department of the Treasury to use them.
FLOW OF REPAYMENTS
The Loan Servicer or Trustee receives the above noted repayments from the borrower and within each pool: (1) satisfies
the requirements to pay the bondholders; (2) deposits and disburses the collected administrative fees; and (3) pays the
Master Program Trustee the Fund repayments. The Master Program Trustee will hold these funds for a period of up to
one year to provide coverage for the next two payments due on all outstanding Trust bonds issued. Immediately following
the second payment upon which the funds were available, the Master Program Trustee will deposit the principal and any
interest earnings while invested by the Master Program Trustee in a state DEP account which the DEP will then deposit
into the respective State CW SRF, DW SRF and non-SRF accounts. Once deposited in the revolving fund accounts, these
monies are available to make future loans for clean water and drinking water purposes, respectively.
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MISCELLANEOUS PROVISIONS
The Trust plans to sell its bonds soon after project loan agreements and local unit bonds evidencing such loans or other
collateral provided by private drinking water systems to evidence such loans are delivered in escrow.
Construction draws will be made pursuant to requisitions submitted by project participants. During the construction
period, money in the project loan account established under the Trust bond resolution for each participant will be
invested. The corpus and associated interest earnings will be used to fund each project’s allowable project costs.
All of the Trust bonds will mature within thirty years from the respective date of issuance thereof. Interest on each Trust
Loan will be payable at least semiannually and after an initial optional deferment period for construction completion,
principal will be retired at least annually. It is possible that nonprofit or private drinking water system borrowers for
drinking water projects may be required to pay debt service on a monthly or quarterly basis. Payments are typically
structured to provide level debt service payments after the construction period for the life of the loan.
If a borrower elects to capitalize interest during this period, its allocable share of the interest earnings derived from its
capitalized interest account will be credited against the capitalized interest. The borrower's allocable share of earnings
from any Debt Service Reserve Fund, if any, will also be used in this manner during the capitalized interest period.
For participants who elect not to capitalize interest and for all other participants following the construction period, all
such participants will receive their proportionate share of the reserve fund earnings, if any, through a credit against their
Trust Loan repayment obligations. The allocations of earnings from the reserve fund are based on the total Trust loan size.
The Trust and State reserve the right to make such modifications as may, in their discretion, be necessary, convenient, or
desirable to the NJEIFP provided such modifications are consistent with the purposes of the Financing Program and with
the provisions of the enabling legislation and corresponding rules and regulations.
CREDIT OF THE TRUST BONDS
CREDIT STRUCTURE AND BOND RATING
The credit structure of the Trust’s Bonds provides a major benefit to borrowers by allowing the Fund loan repayments of
one borrower to secure the Trust loan repayments of all borrowers within the same pool of loans. In addition, Fund Loan
repayments from all borrowers participating in outstanding Financing Programs will be used to cross collateralize, on a
subordinated basis, all or a portion of future Trust Bond issues as allowable. Since 1995, this technique has been used to
enhance Trust Bond ratings with respect to particular pools or specific loans.
The Trust’s structure has produced AAA/AAA/Aaa bond ratings from all three rating agencies (Fitch Ratings, Standard &
Poor's and Moody's) for each series of Trust bonds issued since 1995. This “true pool” structure further secures the Trust
Bonds, improves the bond ratings, lowers the interest cost of the Bonds, and eliminates the need for bond insurance. In
addition, the Trust established cross collateralization between the Clean Water and Drinking Water Programs to extend
the benefits available to clean water borrowers to drinking water borrowers. New Jersey was first in the nation to be
approved for cross-collateralization between the two programs.
Participants will finance their projects through one or more loan pools. The Trust will place Program participants in a pool
that best meets their needs and the interest of the Trust. Given the financing structures described above, it is likely that
most participants will be included in an uninsured tax-exempt pool.
With private water systems eligible to participate in the Drinking Water SRF, the Trust expects to issue bonds subject to
the alternative minimum tax (AMT). In past years, the Trust has funded a separate series of AMT bonds for clean water
projects and may do so again depending on the responses received from borrowers in their Financial Addenda. If clean
water AMT bonds and drinking water AMT bonds are needed due to the operational and financial structure of borrowers,
the Trust will attempt to combine the AMT bonds in a single series of Trust bonds.
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Through the issuance of AMT bonds, the Trust retains the flexibility to finance certain projects involving private use,
private payments or private loans in excess of Federal income tax standards available for more traditional types of Trust
financing.
If necessary, the Trust will consider funding additional pools of loans by issuing taxable bonds.
The Trust may also consider alternative financing structures, such as Build America Bonds, as described in Section II(E)(5)(a)
of this financial plan.
MARKETING TRUST BONDS
Minimizing costs for the participants in the Financing Program requires that the Trust bonds be backed by the strongest
available credit structure. Without a uniform credit feature, the rating agencies would rate the Trust bonds no higher than
the lowest credit in the group. The credit structure of the Financing Program attempts to provide that uniform credit,
while also simplifying the Trust's credit and security arrangements.
SECURITY FOR TRUST BONDS
The Trust may issue tax-exempt, AMT or taxable bonds that will be uninsured to finance its share of the SFY2016 Financing
Program. The credit structure for the Trust's bonds is created through provisions in the bond documents, loan agreements
and related support agreements executed by the participants.
Security for the Trust bonds relies on the following seven major credit features, as well as other protective covenants
typically supporting revenue bonds:
•
The pledge of revenues from self-supporting projects;
•
For a municipal borrower, the pledge of its full faith and credit and taxing power to pay debt service on bonds
sold to the Trust. For an authority borrower; a deficiency agreement under which the municipalities being
directly or indirectly served by the borrower make this pledge; for a private water system, collateral approved
by the Trust;
•
Other forms of credit enhancement, if necessary;
•
The ability of the State to intercept State-aid payable to borrower municipalities or, in the case of authority
borrowers, underlying municipalities;
•
A pledge of the debt reserve fund, if any, to pay debt service on the Trust bonds in the event of default by a
participant;
•
Subordination of Fund Loans and Pinelands Loans to the Trust Loans within the particular pool to increase
coverage of debt service on the Trust bonds; and
•
Cross coverage from all outstanding pools, after the individual pool Trust payments have been made, to
provide additional coverage for Trust bonds sold in 1995-2015 and into the future (if so designated by the
Trust) as allowable.
SELF-SUFFICIENCY OF PROJECTS
The Trust Loan agreements impose debt service coverage tests and other requirements on those loans secured by project
revenues to assure that the project will be self-sufficient. Projects supported solely by the taxing power of local
governments through general obligation bonds are not necessarily self-supporting. Some local governments operating
35
environmental infrastructure systems have decided to pay for their systems with ad valorem property taxes, and the Trust
does not plan to alter such arrangements.
DEFICIENCY AGREEMENT / CREDIT ENHANCEMENTS
In the case of authorities which have no taxing power, which must secure their bonds with project revenues and which,
absent credit enhancement, do not themselves have an investment grade rating, the Trust may require the local unit
bonds to be additionally secured by general obligation deficiency agreements with underlying municipalities, bond
insurance or other form of credit enhancement. The use of deficiency agreements is a conventional tool for governmental
utility revenue bond financings in New Jersey. It is anticipated that local unit bonds supported by such deficiency
agreements will have the same credit quality as the general obligation bonds issued by the underlying municipalities.
COLLATERAL FOR PRIV ATE DRINKING WATER SYSTEMS
All private water system projects must demonstrate that revenue is sufficient to cover operation, maintenance and debt
service. For large private drinking water systems, the Trust will require a revenue bond to be issued to the Trust as part of
the collateral for the loan. For very small private community and nonprofit non-community drinking water systems, a
variety of collateral will be considered on a case by case basis for Small System and other program loans. Some of the
collateral that may be considered will include, but not be limited to, a bank letter of credit, a mortgage on property and
facilities, personal guarantee of owner, increased reserve funds, etc. The intermediate private drinking water systems will
require some combination of the above based on a case by case determination.
COLLATERAL FOR SMALL BORROWERS
For some of the smaller borrowers, additional security in the form of a borrower financed two-year reserve fund may be
required. This fund will be held by the Trustee in the case of a bond financed Trust loan or by the Trust in the case of a
direct loan. Draw downs on the loan may also be restricted to the percentage of the fund-up of the special borrower
financed reserve fund.
SMALL SYSTEM LOAN PROGRAM
Small System loans are one source of funding to drinking water projects serving populations less than or equal to 10,000
residents. Unique to the Small System Loan Program is the establishment of a Loan Loss Reserve Fund (LLR Fund).
Moreover, Small System Loan Program applicants that do not directly or indirectly pledge ad valorem taxing authority as
security for such loans will pay an annual guarantee fee equal to 1% of the outstanding Trust loan (“LLR Fee”). The LLR Fee
will be deposited into the LLR Fund.
STATE-AID INTERCEPT
The Trust's enabling legislation authorizes the State Treasurer to intercept State aid to local governments borrowing or
certain local governments benefiting from the borrowing of money from the Trust. This money will be used to meet the
obligations to the Trust if the local unit defaults.
The model for this approach is the State's Municipal Qualified Bond Program, which has been widely used by the State's
lower rated urban borrowers. Many of the revenues securing Qualified Bonds issued by participants in the Municipal
36
Qualified Bond Program can be intercepted by the Trust as well. The State's experience with the Municipal Qualified Bond
Program indicates that the State aid intercept can raise the ratings on bonds issued by weaker borrowers to at least one
step below the State’s rating. Therefore, participating municipalities and municipalities which are subject to deficiency
agreements with participating authorities will be required to allow the State Treasurer to intercept their State aid on
behalf of the Trust if project revenues are ever insufficient to pay debt service on the Trust Loan. The Trust may also
require certain participating communities benefiting from projects and receiving small quantities of State aid to execute
agreements which allow the Trust to tap their State aid.
The intercept under the Trust Program is subordinate to the intercept securing bonds issued under the Municipal Qualified
Bond Program. Should participants in the Financing Program have outstanding Municipal Qualified Bonds, financing
documents will include covenants requiring that the coverage ratio of debt service by State aid be calculated by including
those bonds as well as both Financing Program loans. This will mitigate the adverse effect of the senior claim on State aid
of those Qualified Bonds.
The Trust will continue to employ its State aid intercept powers to intercept the State funds of any borrower who has
defaulted on its Trust obligation. Intercepted funds will be applied to make up any repayment deficiencies to the Trust.
Further, the Trust and/or the State may take other actions to cause the local government unit to repay in a timely manner
any sums in default. To date the Financing Program has not had to employ its State aid intercept powers.
RESERVE FUND
Trust bonds prior to 2007 were secured by a debt service reserve fund of approximately 10% of the issue size. Prior to
2007, the Trust’s Debt Service Reserve Fund was generally funded from a portion of the required state match (20% of the
federal grant), General obligation Bond proceeds and project loan repayments. Commencing in 2007, the Trust utilized
these funds for project loans while maintaining its natural AAA credit rating through the MPT. To the extent permitted by
the rating agencies, this practice will be continued in SFY2016.
SUBORDINATION OF STATE LOANS
Within each bond series, each borrower's Fund Loan or Pinelands Loan repayments are subordinated to that borrower's
Trust Loan repayments. Thus, a borrower's Fund Loan or Pinelands Loan repayments provide coverage on its Trust Loan
repayment obligations. In addition, the appropriation bills, Trust bond resolution, and loan servicing agreement by and
among the Trust, the State and the Financing Program's loan servicer will permit all Fund Loan and Pinelands Loan
repayments to be applied to any Trust bond debt service payment whenever any Trust Loan repayment deficiency by any
borrower occurs as allowable.
All Fund Loan repayments for each loan repayment period, once credited to such borrowers and once the Trust bond debt
service payment for the repayment period is satisfied, are paid to the Master Program Trustee to be held for a period of
up to one year to provide additional coverage as allowable for the next two Trust debt service payments due on all
outstanding Trust bonds and any future Trust bonds so designated prior to being paid to the State.
CROSS COVERAGE BETWEEN SERIES
As noted above, the credit quality of each issue of Trust Bonds is enhanced by the fact that Fund Loan or Pinelands Loan
repayments from all borrowers, as allowable, within each pool are available to make debt service payments on the Trust
Bonds in the event of a Trust Bond debt service payment deficiency by one or more borrowers in the pool. Since the Trust
began using this technique in its 1989 borrowing, it has never become necessary to use the Fund Loan repayments for this
purpose. Once each semi-annual Trust Bond debt service payment was satisfied, the Fund Loan repayments associated
with that payment date were transferred to the DEP.
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In 1995 the Trust instituted the concept of Cross Coverage. Once Trust debt service on individual bond issues is satisfied,
the remaining funds are transferred to the Master Program Trustee to cover potential debt service deficiencies for the
1995 bonds and subsequent bond issues so designated and as allowable. The Trust will continue to use some or all of the
Fund Loan repayments associated with the 1995 through 2015 Trust Bond issues, as well as subsequent Trust Bond issues
so designated, to cross collateralize, on a subordinated basis, all or a portion of future Trust Bond issues so designated.
This cross coverage credit structure reduces the risk of default on the Trust bonds by increasing the likelihood that
sufficient funds will be available to pay debt service on those bonds. It is important to note that, notwithstanding such
subordination, any borrower that has made its Trust, Fund or Pinelands Loan payments has fully discharged its obligation
to make such payment. This technique could potentially be used either to enhance all future Trust borrowings or to
enhance particular pools or even specific loans if a real cost benefit can be demonstrated.
CROSS COLLATERALIZATION BETWEEN THE CLEAN WATER AND DRINKING WATER PROGRAMS
Under the cross collateralization option, repayments of clean water and drinking water Fund Loans may be used to satisfy
defaults as allowable in Trust loan repayments from all deposits in the Master Program Trust Account for approximately
one year. Notwithstanding the foregoing, to the extent Fund loan repayments are received in connection with Fund loans
originally funded by State general obligation bond proceeds, these Fund Loan repayments may not be available to secure
Trust Loans made to private drinking water systems. Even after allowing for this minor restriction on cross collateralization,
the ability to use Clean Water and Drinking Water Program funds to support each Financing Program will result in
significant savings to the project sponsors under the Drinking Water Program. Since there is not a large pool of Fund Loan
repayments available for this program, the Drinking Water Program Trust bonds would almost certainly not receive the
AAA programmatic rating without this cross collateralization between Programs. However, the State’s cross
collateralization involves only a temporary use of funds from the CW SRF or the DW SRF, if a default in loan repayment
did occur (which, to date, has not occurred under the Clean Water Program). The Trust and the DEP would take steps to
collect the defaulted loan repayments to reimburse the appropriate Drinking Water or Clean Water Fund.
After being available for two semi-annual debt service payments, these cross-collateralized funds are returned to the State
for deposit in the respective CW SRF and DW SRF accounts. Once in the respective SRFs, these monies can be used to
make new loans for their respective Clean Water and Drinking Water Programs.
RATING THE TRUST BONDS
Because of the collateral structure described above, the Trust's 2015 bonds were rated, and the 2016 bonds are expected
to be rated, AAA/AAA/Aaa by all three rating agencies: Standard & Poor's, Fitch and Moody's, respectively. Cross Coverage
will help avoid weaker credits penalizing the stronger credits in the uninsured pool.
To the extent a series of taxable or AMT bonds will be issued to accommodate a single borrower, the advantages found in
the pooling structures will not apply. However, cross coverage and the primary advantage of the AAA/AAA/Aaa ratings
may still be available. Alternatively, a separate series of taxable or AMT bonds issued for several borrowers will reap the
benefits of the pooled structure and the ratings will be set accordingly.
JUNIOR LIEN BOND POLICY
Trust Loan Bonds are typically secured by revenues of the Authority Borrowers’ wastewater or water supply systems under
the terms of the Authority Borrowers Bond Resolutions, but sometimes are additionally secured by service, deficiency or
other agreements of (i) municipalities that possess and use their general obligation taxing power to secure their payment
obligations under such service agreements (“Direct Service Agreements”) or (ii) authority participants or customers, that
in turn have service, deficiency or other agreements with municipalities that possess and use their general obligation
38
taxing power to secure their payment obligations under such service agreements) “Indirect Service Agreements” and
together with Direct Service Agreements, “General Obligation Service Agreements”).
Some Authority Borrowers are required to fund a debt service reserve fund under the terms of their Authority Borrower
Bond Resolutions, but not under the terms of the Financing Program. In order to avoid the costs of funding such Authority
Borrower debt service reserve funds, some Authority Borrowers have requested permission from the Trust to issue
subordinate Trust Loan Bonds to the Trust under the Financing Program. In response, and upon consultation with the
State Treasurer, the Attorney General’s office and borrower bond counsel, the Trust has adopted a Junior Lien Bond Policy,
which provides:
1. The Trust may accept junior lien Trust Loan bonds of an Authority Borrower without forcing any such Authority
Borrower to close off their senior lien bond resolution, indenture or other related document, so long as such
junior lien Trust Loan Bonds:
a. Will be directly or indirectly secured by General Obligation Service Agreements.
b. would carry an investment grade rating (which may be evidenced by a shadow rating or otherwise) if
such bonds were not part of the Financing Program or would meet any of the “safe harbors” outlined
in the Trust Credit Policy or the letter of the State Treasurer dated October 29, 2001; and
c. The junior lien Authority Borrower Bond Resolution under which any such Trust Loan Bonds are to be
issued carries the same rate covenant applicable to such Borrower’s senior lien obligations.
2. Notwithstanding the foregoing, when determined to be in the best interest of the NJEIFP, the Executive
Director may determine not to accept a junior lien bond which complies with paragraph (a), so long as he
reports this action and the reasons therefore to the Trust board of directors at the next meeting.
COVENANTS AFFECTING THE LOCAL UNIT
The loan agreements are legally valid and binding obligations between the Trust/State and the borrower. The local unit
bonds or approved collateral are legally valid and binding obligations of the municipal government, authority or private
water system.
Consequently, each borrower must be able to make unequivocal representations concerning its status in the transaction.
Ordinances and resolutions of the governing body must be in place to establish that the borrower has the legal right and
authority to undertake the specific project, and own, efficiently operate and appropriately maintain an environmental
infrastructure system. All applicable permits and approvals for construction must be obtained as a precondition for
execution of the agreements and the local unit bonds. The borrower will need to certify that no undisclosed fact or event,
and no pending litigation, will materially adversely affect the environmental infrastructure system, the ability to make
timely loan repayments, or the prospects for completion of the project. A reasonable and accurate estimate of project
costs compiled by a New Jersey licensed professional engineer will be required, and the borrower must obligate itself to
assume capital costs in excess of the Trust and Fund or Trust and Pinelands funding from its resources.
Other covenants include:
•
For a general obligation borrower, a pledge of full faith and credit to exercise the unlimited taxing power of
the local government to insure the timely repayment of principal and interest;
•
The intercept of State aid payable to a general obligation borrower who fails to meet Trust Loan repayment
and/or administrative fee payment schedules; or
•
For a revenue borrower, an irrevocable pledge of (1) local or regional authority or private water system
revenues and other receipts of the environmental infrastructure system, (2) moneys payable pursuant to
service agreements or local unit bond credit enhancement, if any, and (3) State aid of municipalities, if any,
which have executed deficiency agreements with the borrower to secure Trust Loan repayments;
39
•
The establishment of levies, fees or rates sufficient to meet operating and maintenance expenses (particularly
with authority/privately owned drinking water system borrowers), to comply with all outstanding covenants
relating to bonds or other evidence of indebtedness, and to pay other amounts due;
•
A limitation on the borrower's discretion to issue Qualified Bonds unless the coverage afforded by State aid
anticipated for the current fiscal year is equal to a reasonable coverage test, which test in the past has been
equal to 2 times the sum of (1) the maximum debt service on all outstanding Qualified Bonds and (2) one year
of loan repayment obligations;
•
A limitation on the use of loan proceeds financing the allowable costs of the project funded by the loan, or
reimbursement for allowable costs previously paid or incurred by a borrower for those projects receiving preaward approvals from the DEP and the Trust for construction;
•
A limitation on the borrower's discretion to sell, lease, abandon or otherwise dispose of the environmental
infrastructure system without an effective assignment of the loan obligations and the prior written approval
of the Trust/State;
•
A prohibition on actions that may jeopardize the tax status of the bonds issued by the Trust and, where
appropriate, the State;
•
A provision to provide secondary market disclosure information in accordance with the provisions of SEC Rule
15c2-12 and the policy established by the Trust, if required under the Rule; and
•
The Trust and the State may impose additional covenants on PFLs borrowers in order to ensure compliance
provisions unique to the FFY2015 EPA Capitalization Grants.
TERMS OF DISBURSEMENT AND REPAYMENT
The NJEIFP intends to offer each borrower on the Clean Water and Drinking Water Project Priority Lists, the full amount
authorized by the appropriation bills subject to a borrower’s satisfaction of financing program requirements and funding
limitations, and unless reduced based on the DEP's review of allowable project costs. Interest begins accruing when the
Trust Loan proceeds are placed in the respective project loan accounts created under the Trust bond resolution. The Fund
Loan and Pinelands/Green Acres Loan (if applicable) are based on the moneys available and the DEP's review of allowable
project costs. In addition, the borrower, if a municipality, must certify to the Trust and the DEP that it has funds available,
or if an authority or private water system, moneys on hand, for project costs that exceed the actual amounts of the loan
commitments. This amount includes unallowable project costs.
Disbursement of Trust Loan proceeds will be made by the Trustee, acting as agent for the Trust, following receipt of
authorization from the Trust based on a borrower's certified requisitions. Fund Loan and Pinelands grant and loan
disbursements will be made by the State, also upon receipt of a borrower's certified requisitions.
The repayments for the Fund Loans and Pinelands/Green Acres Loans are subordinate to those received for the Trust and
may be used to satisfy Trust debt service obligations (across Trust programs beginning in 1995 and into the future) if any
Trust Loan repayment deficiencies exist as allowable. However, no borrower will be responsible for the repayments of any
other borrower.
Other terms include:
•
A level repayment schedule for Trust Loans with interest payable in semiannual installments, and principal
payable in annual installments, provided however, that private drinking water systems may be required to
pay more frequently than semiannually. Depending on the circumstances, such borrowers could be required
to pay 1/12 of their annual principal and 1/6 of their semi-annual interest on a monthly basis;
•
A level repayment schedule for Fund Loans at zero interest, with principal payable in semiannual installments
or, with respect to certain authority participants, annual installments; provided, however, that private
drinking water systems may be required to pay 1/12 of their annual principal on a monthly basis;
40
•
A level repayment schedule for Pinelands Loans with interest payable in semiannual installments, and
principal payable in annual installments;
•
Semiannual payment of one half the administrative fee for the Trust beginning in 2016; provided, however,
that private drinking water systems may be required to pay more frequently than semiannually. Depending
on the circumstances, such borrowers could be required to pay 1/12 of their annual administrative fee on a
monthly basis;
•
Semiannual payment of one half the administrative fee for the DEP, if approved; provided, however, that
private drinking water systems may be required to pay more frequently than semiannually. Depending on the
circumstances, such borrowers could be required to pay 1/12 of their annual administrative fee on a monthly
basis;
•
A late charge of 12% per annum, or .50% above the prime rate, whichever is greater, calculated from the due
date;
•
The application of each Trust Loan repayment to interest first, then principal;
•
A credit against the debt service obligations of each project for the allocable share of reserve fund income, if
any;
•
Debt service payments to amortize principal must begin within one year of the anticipated date of completion
of construction;
•
The anticipated completion date must be established within three years of the loan closing date;
•
Tax exempt borrowers may capitalize interest for a period up to six months following the anticipated date of
completion of construction; and
•
Alternative Minimum Tax (AMT) borrowers may capitalize interest up to the payment date immediately
preceding the anticipated date of completion of construction.
The loan agreements may also provide borrowers with an option to prepay loan obligations. Prepayment of either the
Trust or Fund Loan requires a 90-day written notice to the Trust and a written approval thereof. Fund Loan prepayments
also require a 90-day written notice to the DEP and a written approval thereof. Trust Loan prepayments, at a minimum,
must take out accrued interest (if applicable), any premium, and principal through the prospective payment date for which
the prepayment is to be credited. Advance repayments will be applied first to interest on the portion prepaid, then to
principal. It should also be understood that the Trust/Fund financing is based on a split between the Trust and the State
for the financing of a project's eligible cost. Therefore, the prepayment of any Trust Loan must be accompanied by a
corresponding pro-rata prepayment on the State Loan. The Borrower is responsible for paying all the costs of the Trust
and the State associated with any prepayments. In addition, whether or not prepayment is involved, any refunding of the
local government bond securing a Trust Loan will require prior approval of the Trust.
DEFAULT
The loan agreements define an event of default as:
1. the failure by the borrower to make a loan repayment within 15 days of the due date;
2. the failure to make timely payment of an administrative fee on the Trust or Fund Loan within 30 days after
written notice is given;
3. the representation of false and misleading information that has a material effect on the integrity of the loan
agreements or related documents;
4. the appropriate filing by or against a borrower of any petition of bankruptcy or insolvency;
5. the general failure of the borrower to pay its debts; and
41
6. the failure to observe or perform any other duties, obligations or responsibilities required by the Trust or State
for participation in the Financing Program, within 30 days after written notice.
With respect to the events of default specified in (2) and (6), the Trustee may be authorized to provide relief for up to 120
days if the borrower can represent that the failure to pay, observe or perform is correctable within that time frame. In
addition, default may be averted if a petition of bankruptcy or insolvency is dismissed without prospects for appeal.
In an event of payment default, the Trust and/or State may accelerate the Trust and State loans and in the event of any
default, the Trust and/or the State may elect to take whatever action at law or equity is necessary to recover the
deficiencies manifested by the default, or direct the Trustee (in the case of Trust Loans) to pursue these remedies.
Recovered funds may be applied in the following order:
1. To pay the fees for attorneys and other expenses incurred by virtue of the proceedings;
2. For interest payable on the Trust Loan obligation;
3. For principal payable on the Trust Loan obligation;
4. For other amounts due and payable to the Trust;
5. For interest, principal and other amounts due the Trust as the obligations become due and payable in
accordance with the terms of the loan agreement; and
6. For principal and other amounts due the State for the Fund or Pinelands Loan obligation and for other
amounts due and payable to the State.
ASSIGNMENT OF OBLIGATIONS
Each participant will acknowledge that all rights, title and interest of the Trust in the agreement and the local unit bond
or other approved collateral are, except for certain reserved rights, assigned by the Trust, at its discretion, to the Trustee.
Further, each participant will consent to any transfer of the loans deemed necessary by the Trust for any refunding or
additional debt issuance in connection with the NJEIFP.
A participant will be restrained from assigning its debt service obligation on its own bond or any other obligations under
the agreement unless certain conditions are met. Prior written approval of the Trust and the Trustee must be secured for
both the Trust and Fund or Pinelands Loans. In addition, the DEP must provide prior written approval for assignment of
Fund or Pinelands Loans. The assignee must have expressly represented in writing its full and faithful observance of the
covenants assumed; and the assignee cannot be, at the time of the assignment or as a result of the assignment, in default
on any obligations that would materially affect the loan agreement or the local unit bond. Finally, the Trust must receive
an opinion from bond counsel assuring that the terms of the assignment preserve the tax-exempt status of the Trust
bonds.
LEGISLATION
Bills providing for the authorizations and expenditures involved in the Financing Program have been submitted to the
Senate and Assembly. The appropriations package is currently expected to provide, in part, for the following:
•
Appropriation to the Trust from the Disaster Relief Appropriations Act (P.L. 113-2) and from repayments of
loans and interest deposited in any account, on or before June 30, 2016, and from any net earnings received
from the investment and reinvestment of such deposits, such sums necessary for Interim Financing Program
Loans or Natural Disaster Emergency Financing Program Loans.
•
Authorization to the Trust to expend over $1.294 billion of its revenue bond proceeds to make loans for up to
75% or more of the allowable project costs, plus, at the option of the borrower, 100% of the allowable costs
42
for reserve capacity, and to fund capitalized interest, issuance costs, debt service reserve fund requirements
(if necessary) for reserve capacity and private water system projects and loan origination fee.
•
Authorization to the Trust to expend over $1.94 billion of its revenue bond proceeds to make long-term loans
for up to 100% of the allowable SAIL project costs for environmental infrastructure projects to repair clean
water systems and drinking water facilities adversely impacted during Superstorm Sandy or improve the
resiliency of such systems and facilities in future disasters, at the option of the borrower for the limited
purpose of financing costs unreimbursed by State, federal or other funding sources.
•
Appropriation of the FFY2015 USEPA Clean Water Capitalization Grant funds, an appropriation of the 2013
Federal Disaster Relief Appropriations Act (P.L. No. 113-2), an appropriation of the FFY2015 USEPA Safe
Drinking Water Capitalization Grant funds, an appropriation of the “1981 Safe Drinking Water Supply Act”
funds pursuant to section 14 of the “Water Supply Bond Act of 1981” (P.L.1981, c.261), appropriation of the
"Wastewater Treatment Fund" established pursuant to section 15 of the "Wastewater Treatment Bond Act of
1985" (P.L.1985, c.329), “1992 Wastewater Treatment Fund” established pursuant to section 27 of the “Green
Acres, Clean Water, Farmland and Historic Preservation Bond Act of 1992” (P.L. 1992, c.88), “2003 Water
Resources and Wastewater Treatment Fund” established pursuant to subsection a. of section 19 of the “Dam,
Lake, Stream, Flood Control, Water Resources and Wastewater Treatment Project Bond Act of 2003” (P.L.
2003, c.162), and the Clean Water State Revolving Fund” established pursuant to section 1 of P.L.2009, c.77,
77, to be deposited in the respective Funds for zero interest loans to finance approximately seventy five
percent (75%) of the allowable project costs and for the purpose of State match to federal capitalization
grants.
•
Appropriation of additional 1981 Safe Drinking Water Supply Act funds from (1) unfunded interconnection
water supply system projects, (2) unfunded water supply contamination remediation projects; and (3)
unfunded water supply rehabilitation projects, to be deposited in the respective Funds for zero interest loans
to finance approximately seventy five percent (75%) of the allowable project costs and for the purpose of
State match to federal capitalization grants.
•
Provide for continued funding priority in the SFY2016 financing program for unfunded SFY2015 projects
provided such projects receive project approval and short-term funding prior to June 30, 2015.
•
Making available in cash, from previous Program Fund Loan repayments or the appropriate bond acts, up to
approximately 10% of the par amount of the Trust revenue bonds which will be used to establish a reserve
fund for the Trust to secure revenue bonds issued to publicly owned projects (if necessary).
•
Authorization for total program loans up to $20 million as clean water PFLs for Barnegat Bay Watershed and
CSO Abatement projects, wherein up to fifty percent (50%) of each loan will be subject to principal forgiveness.
•
Authorization for twenty-five percent market rate loans in the total amount of approximating $40 million for
clean water redevelopment projects.
•
Authorization for Drinking Water PFLs in the total amount of $500,000 for systems serving populations of 500
or less residents wherein principal forgiveness shall be 100% wherein each Small System Loan shall consist of
a one hundred percent (100%) DEP principal forgiveness loan. Unexpended funds plus $3.5 million will be
available for systems serving populations greater than 500 and less than or equal to 10,000 residents and each
PFL shall consist of a fifty percent (50%) DEP principal forgiveness loan, a twenty five percent (25%) DEP zero
interest loan and a twenty five percent (25%) Trust loan. Authorization for the Trust to temporarily use State
loan repayments as coverage, if necessary, to pay debt service on the Trust bonds issued under this year’s
Financing Program and thereafter, for an additional year, all Financing Programs of the Trust are eligible to
receive this security.
•
Continued authorization for the Trust to hold the DEP loan origination fee payments in excess of the annual
revenue anticipation amount. This excess amount is only to be used to cover years in which the DEP origination
fees received are less than the revenue anticipated.
43
•
Appropriation of the "Wastewater Treatment Fund" established pursuant to section 15 of the "Wastewater
Treatment Bond Act of 1985" (P.L.1985, c.329),“1992 Wastewater Treatment Fund” established pursuant to
section 27 of the “Green Acres, Clean Water, Farmland and Historic Preservation Bond Act of 1992” (P.L.1992,
c.88), “2003 Water Resources and Wastewater Treatment Fund” established pursuant to subsection a. of
section 19 of the “Dam, Lake, Stream, Flood Control, Water Resources and Wastewater Treatment Project
Bond Act of 2003” (P.L. 2003, c.162), and the Clean Water State Revolving Fund” established pursuant to
section 1 of P.L.2009, c.77, 77.
•
Appropriation to the DEP, of the unappropriated balances from the “Drinking Water State Revolving Fund”
established pursuant to section 1 of P.L.1998, c.84 for the purposes of drinking water project loans.
•
Appropriation to the DEP, such sums as may be or become available on or before June 30, 2016, from drinking
water loan repayments in the “Water Supply Fund” established pursuant to section 14 of the “Water Supply
Bond Act of 1981” (P.L.1981, c.261) for the purposes of making drinking water project loans and providing the
State match as required or will be required for the award of the capitalization grant made available to the
State for drinking water projects pursuant to the Federal Safe Drinking Water Act.
•
Appropriation to the Trust, such sums as may be or become available on or before June 30, 2016, from
repayments in the “Water Supply Fund” established pursuant to section 14 of the “Water Supply Bond Act of
1981” (P.L.1981, c.261) for the purposes of making drinking water project loans and providing the State match
as required or will be required for the award of the capitalization grant made available to the State for drinking
water projects pursuant to the Federal Safe Drinking Water Act.
•
Authorization to the Trust to issue Trust only loans for long-term financing in the event SAIL loan recipients
are unable to meet SAIL loan repayment obligations due to lower than anticipated federal (e.g., FEMA) or
other funding sources.
•
Authorization of the Trust to issue short-term or temporary loans for the purchase of equipment utilized to
maintain environmental infrastructure facilities and systems, such as backup generators, vacuum trucks and
street sweepers, for projects not identified in a project priority list, which will serve as the foundation for a
new NJEIFP loan program to accept simplified loan applications on a rolling basis and expedited approval for
equipment projects requiring minimal environmental, permitting and design review.
•
Appropriation to the DEP from the Loan Origination Fee Fund and interest thereon to supplement the sums
appropriated from the Drinking Water State Revolving Fund and the Clean Water State Revolving Fund for the
purposes of drinking water and/or clean water project loans and providing the State match as required or will
be required for the award of the capitalization grants made available to the State for drinking water projects
pursuant to the Federal Safe Drinking Water Act and/or Federal Clean Water Act.
•
Authorization to the Trust to use the amounts in the Loan Origination Fee Fund for application by the
department for administrative and operating expenses, State matching funds or loans to local government
units for the cost of wastewater treatment system or water supply projects.
•
Authorization to the DEP to issue loan amounts up to 100% of the total allowable loan amount of the
environmental infrastructure facility for clean water loans to municipalities that do not satisfy the New jersey
Environmental Infrastructure Trust Credit Policy but are subject to State financial supervision and oversight
pursuant to the Local Government Supervision Act (N.J.S.A. 52:27BB-1 et seq.) but not to exceed a total of
$10,000,000 for all such loans.
•
Authorization to the DEP to issue loan amounts up to 100% of the total allowable loan amount of the clean
water and drinking water loans to municipalities receiving funding under the United States Department of
Housing and Urban Development Community Development Block Grant – Disaster Recovery Program (CDBDDR).
•
Authorization to the Trust to sell bonds either pursuant to private negotiated sale or pursuant to a competitive
sale for bonds issued pursuant to short-term financing programs set forth in N.J.S.A. 58:11B-9, 9.1, 9.2, 9.3, 9.4, 9.5, and
9.6 .
44
•
Authorization to the Trust to issue short term or temporary loans bearing interest at a variable rate at the
discretion and determination of the Trust.
•
Authorization to the Trust to receive funds from any source, including any funds drawn by the Trust from a
revolving line of credit or other similar financial vehicle, that may be procured by the Trust for deposit into
the Interim Financing Program Fund.
•
Authorization to the Trust to issue short term or temporary Planning and Design loans that shall mature no
later than the last day of the third succeeding fiscal year following the closing date on which the Planning and
Design loan was made by the Trust to the project sponsor except that such loans for Combined Sewer
Overflow Abatement projects shall mature no later than the last day of the tenth succeeding fiscal year.
•
Authorization to the Trust to issue bonds notes or other obligations that shall mature and be paid not later
than 30 years from the effective date thereof.
45
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46
APPENDICES
SFY2016 State Clean Water Project Priority List (All Projects including Barnegat Bay, CSO Abatement)
Alphabetical Order
A1
Ranked Order
A2
Alphabetical Order
B1
Ranked Order
B2
SFY2016 State Drinking Water Project Priority List
State Superstorm Sandy Drinking Water Project Priority List
C
SFY2016 Clean Water Interim / Construction Financing Project List
D
SFY2016 Drinking Water Interim / Construction Financing Project List
E
Recently Issued Short Term NJEIFP Loans
F
Distribution of Financing Program Funds throughout the State SFY1987 - SFY2014
G
Status Reports on Projects Funded in the SFY1988 through SFY2015 Financing Programs
H
Pro Forma Aggregate Trust/Fund Financing for Allowable Project Costs
I
SFY2016 Financing Schedule – November 2015 Bond Sale
J
SFY2016 Financing Schedule – May 2016 Bond Sale
K
SFY2016 Proposed Budget
L
Review of the SFY2017 Financing Program (Proposed)
M
47
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APPENDIX A1
APPENDIX A1
State Clean Water Project Priority List
Sandy and FY2016 Financing Program
Alphabetical Order
Rank
Project
Number
Sponsor
Appropriation
Amount
Project Type
Supplemental Loans
_S1
S340523-04-1
S340640-062/09-2/11-2
_S3
Caldwell Borough
Camden County Municipal Utilities
Authority
Camden County Municipal Utilities
Authority
_S4
Old Bridge Municipal Utilities Authority
S340945-08-1
_S2
S340640-14-1
Supplemental Loans: #
Caldwell WWTP Upgrades
Supplemental #2 to 64006,09,11
Green & Gray Infrastructure
(Supplemental)
Crossroads Regional
Interceptor
$
886,000
$
2,520,000
$
1,890,000
$
1,260,000
Subtotal:
$
4
6,556,000
Sandy and Base SFY2016 Projects
588
Aberdeen Township
S340869-02
Collection System
$
8,789,217
542
Atlantic City
S340439-01
Stormwater Management
$
19,772,486
542
Atlantic City
S340439-03
Atlantis Avenue Flood Gate
$
2,536,000
61
Atlantic County Utilities Authority
S340809-23
Treatment Plant Resiliency
$
9,040,672
61
Atlantic County Utilities Authority
S340809-25
Seawall
$
14,323,193
61
Atlantic County Utilities Authority
S340809-26
STP Mitigation Projects
$
14,114,998
61
Atlantic County Utilities Authority
S340809-27
Automated Bar Screens
$
3,159,000
261
Atlantic County Utilities Authority
S340809-24
PS Resiliency
$
1,048,119
261
Atlantic County Utilities Authority
S340809-29
Brigantine Force Main
$
4,017,300
456
Atlantic County Utilities Authority
S340809-28
Sewer Sludge Incineration
$
2,215,500
199
Bay Head Borough
S344120-01
$
263,430
59
Bayshore Regional Sewerage Authority
S340697-05
$
60,975,717
59
Bayshore Regional Sewerage Authority
S340697-06
Stormwater/NPS
Restoration & Flood
Mitigation
Restoration & Flood
Mitigation
$
11,233,343
763
Bellmawr Borough
S342011-02
Landfill Closure
$
69,668,155
127
Bergen County Utilities Authority
S340386-17
Cogeneration
$
16,234,181
381
Brigantine City
S340827-04
Emergency Generators
$
3,165,134
694
Brigantine City
S340827-05
Flood Control
$
4,441,000
694
Brigantine City
S340827-06
Stormwater Improvements
$
953,000
694
Brigantine City
S340827-07
Floodwalls
$
1,049,450
635
Burlington County
S340818-07
Stormwater
$
2,239,650
330
Burlington Township
S340712-14
Sewer Rehabilitation
$
1,256,850
1011
Burlington Township
S340712-13
Emergency Generators
$
567,000
747
Califon Borough
S340431-01
Stormwater Improvements
$
1,663,815
S340366-07
Sewer Rehabilitation
$
7,192,500
S340640-17
Green & Gray Infrastructure
$
4,294,500
S340640-15
Green Infrastructure/CSO
$
9,003,000
S340640-16
$
13,650,378
S340640-18
STP Improvements
Delaware No.1 STP
Improvements
$
19,420,800
S340661-22
Concrete Wet Well Repairs
$
4,197,262
849
Camden City
Camden County Municipal Utilities
Authority
Camden County Municipal Utilities
Authority
Camden County Municipal Utilities
Authority
Camden County Municipal Utilities
Authority
Cape May County Municipal Utilities
Authority
Cape May County Municipal Utilities
Authority
S342017-04
Landfill Cell
$
6,898,713
669
Carteret Borough
S340939-09
Noe St. Stormwater PS
$
8,573,000
843
Carteret Borough
S340939-07
Marina Dredging
$
23,486,400
141
Cinnaminson Sewer Authority
S340170-07
STP Improvements
$
8,318,520
1075
Cliffside Park Borough
S340847-04
CSO Separation
$
5,264,700
624
Cranford Township
S340858-04
Stormwater Management
$
3,412,500
97
Cumberland County Utilities Authority
S340550-07
STP
$
1,044,750
215
Cumberland County Utilities Authority
S340550-08
Pump Station Replacement
$
1,118,250
106
Delran Township
S340794-08
STP Sand Filter
$
1,898,820
773
Edison Township
Egg Harbor Township Municipal Utilities
Authority
Egg Harbor Township Municipal Utilities
Authority
S342020-01
$
12,900,000
S340753-04
Landfill Closure
Washington Avenue
Interceptor
$
1,578,000
S340753-06
Faa Pump Station
$
651,193
41
Elizabeth City
S340942-13
Western Interceptor
$
12,393,000
41
Elizabeth City
S340942-17
$
5,313,000
41
Elizabeth City
S340942-18
$
4,628,000
41
Elizabeth City
S340942-19
South Street Flood Control
Progress Street Flood
Control
Trumbull Street Flood
Control
$
3,688,239
131
Gloucester City
S340958-06
$
764,000
552
Gloucester City
S340958-07
Water Street CSO
Freedom Pier Sewer
Extension
$
639,000
149
Gloucester County Utilities Authority
S340902-14
STP Improvements
$
44,715,300
646
Gloucester Township
S340364-11
Flood Mitigation
$
1,544,415
646
S340364-14
Stormwater Improvements
$
1,260,374
286
Gloucester Township
Gloucester Township Municipal Utilities
Authority
S340364-13
Sewer Rehabilitation
$
1,218,000
171
Hammonton Town
S340927-07
Boyer Ave Drip Irrigation
$
4,059,524
677
Hammonton Town
S340927-09
$
4,293,100
720
Highlands Borough
S340901-03
Stormwater Infrastructure
Stormwater System
Improvements
$
5,986,200
178
Hightstown Borough
S340915-05
UV Disinfection
$
1,277,976
575
Hillsborough Township
S340099-02
Sewer Extension
$
1,613,156
17
1
2
12
23
269
303
303
69
Hoboken City
S340635-04
Wet Weather Pump Station
$
15,989,376
69
Hoboken City
S340635-05
Southwest Park
$
5,082,159
69
Hoboken City
S340635-06
Basf Park
$
25,607,620
1000
Hoboken City
S340635-07
Green Infrastructure
$
2,756,863
1189
Jackson Township
S344050-02
$
1,048,929
29
Jersey City Municipal Utilities Authority
S340928-13
Equipment Purchase
Duncan St. Outfall
Replacement
$
16,608,060
29
Jersey City Municipal Utilities Authority
S340928-14
Grand St Sewer Repair
$
2,863,193
29
Jersey City Municipal Utilities Authority
S340928-15
Sewer Improvements
$
40,390,354
29
Jersey City Municipal Utilities Authority
S340928-16
Sixth Street CSO Extension
$
9,436,875
29
Jersey City Municipal Utilities Authority
S340928-17
Regulator Outfall Repair
$
17,196,795
29
Jersey City Municipal Utilities Authority
S340928-18
Claremont Carteret Outfall
$
6,910,470
29
Jersey City Municipal Utilities Authority
S340928-19
East Side Plant
$
6,945,556
29
Jersey City Municipal Utilities Authority
S340928-20
$
42,632,984
126
Jersey City Municipal Utilities Authority
S340928-21
Outfall Chambers
Phase 5 Sewer
Rehabilitation
$
11,582,550
1000
Jersey City Municipal Utilities Authority
S340928-22
Green Infrastructure
$
679,008
206
Kearny Municipal Utilities Authority
S340259-07
Pump Station Rehabilitation
$
9,364,400
50
Kearny Town
S340259-11
Dukes St. Pump Station
$
16,790,648
832
Kearny Town
S340259-12
Gunnel Oval Remediation
$
18,192,302
832
S340259-13
Kearny Point
$
112,966,241
230
Kearny Town
Little Egg Harbor Municipal Utilities
Authority
S340579-02
Sewer Rehabilitation
$
2,287,905
424
Long Beach Township
S340023-06
Sewer Replacement
$
4,965,318
622
Manasquan Borough
S340450-01
Resiliency
$
4,340,744
22
Middlesex County Utilities Authority
S340699-15
$
30,653,989
250
Middlesex County Utilities Authority
S340699-12
STP Upgrades
Sayreville Ps
Repair/Resiliency
$
92,809,500
250
Middlesex County Utilities Authority
S340699-13
Edison Ps Repair/Resiliency
$
42,939,448
250
Middlesex County Utilities Authority
S340699-14
Main Trunk Sewer Rehab
$
17,816,795
643
Middletown Township
S340097-01
Shadow Lake Restoration
$
4,272,188
Middletown Township Sewer Authority
S340097-04
STP Mitigation/Resiliency
$
20,826,694
237
Milltown Borough
S340102-03
Substation Relocation
$
16,206,750
854
Milltown Borough
S340102-01
Site Remediation
$
20,412,848
854
Milltown Borough
S340102-04
Ford Ave. Infrastructure
$
5,449,949
103
Millville City
S340921-07
STP Upgrade
$
11,371,185
1000
Montclair Township
S340837-03
Collection System Rehab
$
1,499,578
15
Newark City
S340815-22
Queen Ditch Restoration
$
5,346,023
15
Newark City
S340815-24
Small Sewer Rehabilitation
$
20,611,500
1000
Newark City
S340815-25
Green Infrastructure
$
347,267
North Hudson Sewer Authority
S340952-19
CSO Abatement
$
7,854,266
67
80
80
North Hudson Sewer Authority
S340952-21
$
2,854,444
S340952-22
CSO Rehab
W1234 Solids/Floatables
Controls
80
North Hudson Sewer Authority
$
16,224,439
80
North Hudson Sewer Authority
S340952-23
Adams Street STP
$
1,661,100
80
North Hudson Sewer Authority
S340952-24
$
3,130,260
1000
North Hudson Sewer Authority
S340952-26
Hamilton Ave Sewer Rehab
River Road WTP
Improvements
$
730,800
1000
North Hudson Sewer Authority
S340952-27
Sewer Improvements
$
532,875
213
North Wildwood City
Northwest Bergen County Utilities
Authority
S340663-06
Utility Reconstruction
$
13,745,512
S340700-13
$
3,185,700
S344080-04
$
946,258
3,980,284
S340372-54
Pump Station Generators
Nsa Pump Station
Improvements
$
255
Ocean County
Ocean County Municipal Utilities
Authority
Ocean County Municipal Utilities
Authority
STP Upgrades
Manufactured Treatment
Devices
$
4,775,651
58
Ocean County Utilities Authority
S340372-56
Area Wide Clarifier Rehab
$
7,943,796
255
Ocean County Utilities Authority
S340372-57
Ni-13 Interceptor Rehab
$
2,739,240
197
Ocean Gate Borough
S344180-01
Stormwater/NPS
$
2,419,130
388
Ocean Township
S340112-07
$
2,464,980
316
Ocean Township Sewer Authority
S340750-11
Sewer Improvements
Collection System
Improvements
$
5,267,745
316
Ocean Township Sewer Authority
S340750-12
Interlaken Pump Station
$
4,002,075
284
Old Bridge Municipal Utilities Authority
S340945-13
$
5,161,314
385
Oradell Borough
S340835-04
$
1,339,800
1000
Orange City
S340859-02
Laurence Harbor Bulkhead
Phase 4 Sewer
Improvements
Harvard Printing
Remediation
$
6,455,478
108
Passaic Valley Sewerage Commission
S340689-22
$
3,773,890
108
Passaic Valley Sewerage Commission
S340689-25
Yantacaw Pump Station
Administration Building
Rehab
$
11,156,153
108
Passaic Valley Sewerage Commission
S340689-30
$
2,207,184
108
Passaic Valley Sewerage Commission
S340689-31
Sump Pump Relocation
Sodium Hypochlorite
Storage
$
3,662,462
108
Passaic Valley Sewerage Commission
S340689-32
Newark Bay Outfall
$
3,601,500
108
Passaic Valley Sewerage Commission
S340689-33
Tunnel Flood Proofing
$
52,098,900
108
Passaic Valley Sewerage Commission
S340689-34
Waste Pump Station
$
2,356,179
1000
Passaic Valley Sewerage Commission
S340689-35
Admin Building Green
$
345,033
1000
Passaic Valley Sewerage Commission
S340689-36
Green Car Wash
$
219,240
712
Paulsboro Borough
S340164-01
$
2,570,371
92
Perth Amboy City
S340435-12
Stormwater Management
Replacement Of Catch
Basins
$
728,678
92
Perth Amboy City
S340435-11
Second St. PS Resiliency
$
1,466,549
1000
Perth Amboy City
S340435-13
Green Paving
$
725,130
377
Pine Hill Municipal Utilities Authority
S340274-05
Sewer Rehabilitation
$
1,681,426
121
182
255
S340372-53
196
S344190-02
107
Point Pleasant Beach Borough
Pompton Lakes Borough Municipal
Utilities Authority
$
9,391,477
S340636-08
Little Silver Lake
Clarifier Mechanism
Replacement
$
1,065,750
217
Princeton Borough
S340656-08
Sewer Rehabilitation
$
3,890,723
S340547-14
Sludge Digester Upgrades
$
4,710,300
S340485-09
Motor Control Center
$
2,748,533
S340485-11
Hcrhs Sewer Relocation
$
369,558
273
Rahway Valley Sewer Authority
Raritan Township Municipal Utilities
Authority
Raritan Township Municipal Utilities
Authority
Rockaway Valley Regional Sewerage
Authority
S340821-06
Jersey City Trunk Sewer
$
7,547,715
339
Roselle Borough
S340332-02
Sewer Lining
$
3,689,175
385
Runnemede Borough
S340363-06
Sewer Lining
$
1,590,750
744
Sea Girt Borough
S340468-01
Stormwater Management
$
4,573,800
546
Secaucus Town
S340029-04
Born Street Storm PS
$
2,466,293
757
Secaucus Town
S342021-01
Malanka Landfill Closure
$
22,249,352
867
S342013-01
$
17,389,617
$
9,594,492
S340377-04A
Landfill Closure
Pump Station
Improvements
Pump Station
Improvements
$
9,594,492
298
Somerville Borough
South Monmouth Regional Sewerage
Authority
South Monmouth Regional Sewerage
Authority
South Monmouth Regional Sewerage
Authority
S340377-05
Belmar Pump Station
$
2,908,500
153
Stafford Township
S344100-02
Stormwater/NPS
$
6,232,127
153
Stafford Township
S344100-03
Stormwater/NPS
$
3,512,565
241
Tuckerton Borough
S340034-02
Sewer Main Replacement
$
2,147,609
691
Ventnor City
S340667-02
Stormwater Management
$
9,940,080
691
S340667-03
Flood Walls
$
1,466,383
145
Ventnor City
Wanaque Valley Regional Sewerage
Authority
S340780-04
STP Improvements
$
4,072,635
14
Warren Township Sewer Authority
S340964-01
$
3,128,561
232
Warren Township Sewer Authority
Washington Township Municipal
Utilities Authority
Washington Township Municipal
Utilities Authority
West Milford Township Municipal
Utilities Authority
S340964-02
STP Upgrades
Fox Hill West & Heather
Lane PS
$
707,722
S340930-03
Sewer Rehabilitation
$
1,520,505
S340930-04
Forrest Dr. PS Replacement
$
985,110
S340701-12
Emergency Generators
$
333,291
Willingboro Municipal Utilities Authority
S340132-08
Collection System Resiliency
$
1,768,800
4
146
1000
298
298
301
1000
94
210
S340377-03
Sandy and Base SFY16 CW Projects: #
154
Subtotal
$
1,467,829,596
Total Clean Water Projects: #
159
Total Clean Water Projects:
$
1,474,385,596
APPENDIX A2
APPENDIX A2
State Clean Water Project Priority List
Sandy and FY2016 Financing Program
Ranked Order
Rank
Project
Number
Sponsor
Appropriation
Amount
Project Type
Supplemental Loans
_S1
S340523-04-1
S340640-062/09-2/11-2
_S3
Caldwell Borough
Camden County Municipal Utilities
Authority
Camden County Municipal Utilities
Authority
Caldwell WWTP Upgrades
Supplemental #2 to 64006,09,11
Green & Gray Infrastructure
(Supplemental)
Crossroads Regional
Interceptor
$
886,000
$
2,520,000
$
1,890,000
_S4
Old Bridge Municipal Utilities Authority
S340945-08-1
$
1,260,000
Subtotal:
$
1,467,572,357
S340640-17
Green & Gray Infrastructure
$
4,294,500
S340640-15
Green Infrastructure/CSO
$
9,003,000
S340547-14
Sludge Digester Upgrades
$
4,710,300
12
Rahway Valley Sewer Authority
Camden County Municipal Utilities
Authority
S340640-16
STP Improvements
$
13,650,378
14
Warren Township Sewer Authority
S340964-01
STP Upgrades
$
3,128,561
15
Newark City
S340815-22
Queen Ditch Restoration
$
5,346,023
15
Newark City
S340815-24
Small Sewer Rehabilitation
$
20,611,500
17
Camden City
S340366-07
Sewer Rehabilitation
$
7,192,500
22
S340699-15
30,653,989
$
19,420,800
29
Jersey City Municipal Utilities Authority
S340928-13
STP Upgrades
Delaware No.1 STP
Improvements
Duncan St. Outfall
Replacement
$
23
Middlesex County Utilities Authority
Camden County Municipal Utilities
Authority
$
16,608,060
29
Jersey City Municipal Utilities Authority
S340928-14
Grand St Sewer Repair
$
2,863,193
29
Jersey City Municipal Utilities Authority
S340928-15
Sewer Improvements
$
40,390,354
29
Jersey City Municipal Utilities Authority
S340928-16
Sixth Street CSO Extension
$
9,436,875
29
Jersey City Municipal Utilities Authority
S340928-17
Regulator Outfall Repair
$
17,196,795
29
Jersey City Municipal Utilities Authority
S340928-18
Claremont Carteret Outfall
$
6,910,470
29
Jersey City Municipal Utilities Authority
S340928-19
East Side Plant
$
6,945,556
29
Jersey City Municipal Utilities Authority
S340928-20
Outfall Chambers
$
42,632,984
41
Elizabeth City
S340942-13
Western Interceptor
$
12,393,000
41
Elizabeth City
S340942-17
South Street Flood Control
$
5,313,000
_S2
S340640-14-1
Supplemental Loans: #
1
2
4
Camden County Municipal Utilities
Authority
Camden County Municipal Utilities
Authority
4
Sandy and Base SFY2016 Projects
S340640-18
41
Elizabeth City
S340942-18
41
Elizabeth City
S340942-19
Progress Street Flood
Control
Trumbull Street Flood
Control
50
Kearny Town
S340259-11
58
Ocean County Utilities Authority
S340372-56
59
Bayshore Regional Sewerage Authority
S340697-05
59
Bayshore Regional Sewerage Authority
61
$
4,628,000
$
3,688,239
Dukes St. Pump Station
$
16,790,648
$
7,943,796
$
60,975,717
S340697-06
Area Wide Clarifier Rehab
Restoration & Flood
Mitigation
Restoration & Flood
Mitigation
$
11,233,343
Atlantic County Utilities Authority
S340809-23
Treatment Plant Resiliency
$
9,040,672
61
Atlantic County Utilities Authority
S340809-25
Seawall
$
14,323,193
61
Atlantic County Utilities Authority
S340809-26
STP Mitigation Projects
$
14,114,998
61
Atlantic County Utilities Authority
S340809-27
Automated Bar Screens
$
3,159,000
67
Middletown Township Sewer Authority
S340097-04
STP Mitigation/Resiliency
$
20,826,694
69
Hoboken City
S340635-04
Wet Weather Pump Station
$
15,989,376
69
Hoboken City
S340635-05
Southwest Park
$
5,082,159
69
Hoboken City
S340635-06
Basf Park
$
25,607,620
80
North Hudson Sewer Authority
S340952-19
CSO Abatement
$
7,854,266
80
North Hudson Sewer Authority
S340952-21
$
2,854,444
80
North Hudson Sewer Authority
S340952-22
CSO Rehab
W1234 Solids/Floatables
Controls
$
16,224,439
80
North Hudson Sewer Authority
S340952-23
Adams Street STP
$
1,661,100
80
North Hudson Sewer Authority
S340952-24
$
3,130,260
92
Perth Amboy City
S340435-12
Hamilton Ave Sewer Rehab
Replacement Of Catch
Basins
$
728,678
92
S340435-11
Second St. PS Resiliency
$
1,466,549
94
Perth Amboy City
West Milford Township Municipal
Utilities Authority
S340701-12
Emergency Generators
$
333,291
97
Cumberland County Utilities Authority
S340550-07
STP
$
1,044,750
103
Millville City
S340921-07
STP Upgrade
$
11,371,185
106
S340794-08
STP Sand Filter
Clarifier Mechanism
Replacement
$
1,898,820
107
Delran Township
Pompton Lakes Borough Municipal
Utilities Authority
$
1,065,750
108
Passaic Valley Sewerage Commission
S340689-22
$
3,773,890
108
Passaic Valley Sewerage Commission
S340689-25
Yantacaw Pump Station
Administration Building
Rehab
$
11,156,153
108
Passaic Valley Sewerage Commission
S340689-30
$
2,207,184
108
Passaic Valley Sewerage Commission
S340689-31
Sump Pump Relocation
Sodium Hypochlorite
Storage
$
3,662,462
108
Passaic Valley Sewerage Commission
S340689-32
Newark Bay Outfall
$
3,601,500
108
Passaic Valley Sewerage Commission
S340689-33
Tunnel Flood Proofing
$
52,098,900
108
Passaic Valley Sewerage Commission
Northwest Bergen County Utilities
Authority
S340689-34
Waste Pump Station
$
2,356,179
S340700-13
STP Upgrades
$
3,185,700
121
S340636-08
126
Jersey City Municipal Utilities Authority
S340928-21
Phase 5 Sewer
Rehabilitation
$
11,582,550
127
Bergen County Utilities Authority
S340386-17
Cogeneration
$
16,234,181
131
Gloucester City
S340958-06
Water Street CSO
$
764,000
141
S340170-07
STP Improvements
$
8,318,520
S340780-04
STP Improvements
$
4,072,635
146
Cinnaminson Sewer Authority
Wanaque Valley Regional Sewerage
Authority
Raritan Township Municipal Utilities
Authority
S340485-09
Motor Control Center
$
2,748,533
149
Gloucester County Utilities Authority
S340902-14
STP Improvements
$
44,715,300
153
Stafford Township
S344100-02
Stormwater/NPS
$
6,232,127
153
Stafford Township
S344100-03
Stormwater/NPS
$
3,512,565
171
Hammonton Town
S340927-07
Boyer Ave Drip Irrigation
$
4,059,524
178
Hightstown Borough
S340915-05
$
1,277,976
182
Ocean County
S344080-04
UV Disinfection
Manufactured Treatment
Devices
$
946,258
196
Point Pleasant Beach Borough
S344190-02
Little Silver Lake
$
9,391,477
197
Ocean Gate Borough
S344180-01
Stormwater/NPS
$
2,419,130
199
Bay Head Borough
S344120-01
Stormwater/NPS
$
263,430
206
Kearny Municipal Utilities Authority
S340259-07
Pump Station Rehabilitation
$
9,364,400
210
Willingboro Municipal Utilities Authority
S340132-08
Collection System Resiliency
$
1,768,800
213
North Wildwood City
S340663-06
Utility Reconstruction
$
13,745,512
215
Cumberland County Utilities Authority
S340550-08
Pump Station Replacement
$
1,118,250
217
S340656-08
Sewer Rehabilitation
$
3,890,723
230
Princeton Borough
Little Egg Harbor Municipal Utilities
Authority
S340579-02
$
2,287,905
232
Warren Township Sewer Authority
S340964-02
Sewer Rehabilitation
Fox Hill West & Heather
Lane PS
$
707,722
237
Milltown Borough
S340102-03
Substation Relocation
$
16,206,750
241
Tuckerton Borough
S340034-02
$
2,147,609
250
Middlesex County Utilities Authority
S340699-12
Sewer Main Replacement
Sayreville Ps
Repair/Resiliency
$
92,809,500
250
Middlesex County Utilities Authority
S340699-13
Edison Ps Repair/Resiliency
$
42,939,448
250
S340699-14
Main Trunk Sewer Rehab
$
17,816,795
S340372-53
3,980,284
S340372-54
Pump Station Generators
Nsa Pump Station
Improvements
$
255
Middlesex County Utilities Authority
Ocean County Municipal Utilities
Authority
Ocean County Municipal Utilities
Authority
$
4,775,651
255
Ocean County Utilities Authority
S340372-57
Ni-13 Interceptor Rehab
$
2,739,240
261
Atlantic County Utilities Authority
S340809-24
PS Resiliency
$
1,048,119
261
Atlantic County Utilities Authority
Cape May County Municipal Utilities
Authority
Rockaway Valley Regional Sewerage
Authority
S340809-29
Brigantine Force Main
$
4,017,300
S340661-22
Concrete Wet Well Repairs
$
4,197,262
S340821-06
Jersey City Trunk Sewer
$
7,547,715
145
255
269
273
284
S340945-13
Laurence Harbor Bulkhead
$
5,161,314
S340364-13
$
1,218,000
$
9,594,492
S340377-04A
Sewer Rehabilitation
Pump Station
Improvements
Pump Station
Improvements
$
9,594,492
S340377-05
Belmar Pump Station
$
2,908,500
S340930-03
Sewer Rehabilitation
Washington Avenue
Interceptor
$
1,520,505
$
1,578,000
303
Old Bridge Municipal Utilities Authority
Gloucester Township Municipal Utilities
Authority
South Monmouth Regional Sewerage
Authority
South Monmouth Regional Sewerage
Authority
South Monmouth Regional Sewerage
Authority
Washington Township Municipal
Utilities Authority
Egg Harbor Township Municipal Utilities
Authority
Egg Harbor Township Municipal Utilities
Authority
$
651,193
316
Ocean Township Sewer Authority
S340750-11
Faa Pump Station
Collection System
Improvements
$
5,267,745
316
Ocean Township Sewer Authority
S340750-12
Interlaken Pump Station
$
4,002,075
330
Burlington Township
S340712-14
Sewer Rehabilitation
$
1,256,850
339
Roselle Borough
S340332-02
Sewer Lining
$
3,689,175
377
Pine Hill Municipal Utilities Authority
S340274-05
Sewer Rehabilitation
$
1,681,426
381
Brigantine City
S340827-04
$
3,165,134
385
Oradell Borough
S340835-04
Emergency Generators
Phase 4 Sewer
Improvements
$
1,339,800
385
Runnemede Borough
S340363-06
Sewer Lining
$
1,590,750
388
Ocean Township
S340112-07
Sewer Improvements
$
2,464,980
424
Long Beach Township
S340023-06
Sewer Replacement
$
4,965,318
456
Atlantic County Utilities Authority
S340809-28
Sewer Sludge Incineration
$
2,215,500
542
Atlantic City
S340439-01
Stormwater Management
$
19,772,486
542
Atlantic City
S340439-03
Atlantis Avenue Flood Gate
$
2,536,000
546
Secaucus Town
S340029-04
$
2,466,293
552
Gloucester City
S340958-07
Born Street Storm PS
Freedom Pier Sewer
Extension
$
639,000
575
Hillsborough Township
S340099-02
Sewer Extension
$
1,613,156
588
Aberdeen Township
S340869-02
Collection System
$
8,789,217
622
Manasquan Borough
S340450-01
Resiliency
$
4,340,744
624
Cranford Township
S340858-04
Stormwater Management
$
3,412,500
635
Burlington County
S340818-07
Stormwater
$
2,239,650
643
Middletown Township
S340097-01
Shadow Lake Restoration
$
4,272,188
646
Gloucester Township
S340364-11
Flood Mitigation
$
1,544,415
646
Gloucester Township
S340364-14
Stormwater Improvements
$
1,260,374
669
Carteret Borough
S340939-09
Noe St. Stormwater PS
$
8,573,000
677
Hammonton Town
S340927-09
Stormwater Infrastructure
$
4,293,100
691
Ventnor City
S340667-02
Stormwater Management
$
9,940,080
286
298
298
298
301
303
S340377-03
S340753-04
S340753-06
691
Ventnor City
S340667-03
Flood Walls
$
1,466,383
694
Brigantine City
S340827-05
Flood Control
$
4,441,000
694
Brigantine City
S340827-06
Stormwater Improvements
$
953,000
694
Brigantine City
S340827-07
Floodwalls
$
1,049,450
712
Paulsboro Borough
S340164-01
$
2,570,371
720
Highlands Borough
S340901-03
Stormwater Management
Stormwater System
Improvements
$
5,986,200
744
Sea Girt Borough
S340468-01
Stormwater Management
$
4,573,800
747
Califon Borough
S340431-01
Stormwater Improvements
$
1,663,815
757
Secaucus Town
S342021-01
Malanka Landfill Closure
$
22,249,352
763
Bellmawr Borough
S342011-02
Landfill Closure
$
69,668,155
773
Edison Township
S342020-01
Landfill Closure
$
12,900,000
832
Kearny Town
S340259-12
Gunnel Oval Remediation
$
18,192,302
832
Kearny Town
S340259-13
Kearny Point
$
112,966,241
843
S340939-07
Marina Dredging
$
23,486,400
849
Carteret Borough
Cape May County Municipal Utilities
Authority
S342017-04
Landfill Cell
$
6,898,713
854
Milltown Borough
S340102-01
Site Remediation
$
20,412,848
854
Milltown Borough
S340102-04
Ford Ave. Infrastructure
$
5,449,949
867
Somerville Borough
S342013-01
Landfill Closure
$
17,389,617
1000
Hoboken City
S340635-07
Green Infrastructure
$
2,756,863
1000
Jersey City Municipal Utilities Authority
S340928-22
Green Infrastructure
$
679,008
1000
Montclair Township
S340837-03
Collection System Rehab
$
1,499,578
1000
Newark City
S340815-25
$
347,267
1000
North Hudson Sewer Authority
S340952-26
Green Infrastructure
River Road WTP
Improvements
$
730,800
1000
North Hudson Sewer Authority
S340952-27
$
532,875
1000
Orange City
S340859-02
Sewer Improvements
Harvard Printing
Remediation
$
6,455,478
1000
Passaic Valley Sewerage Commission
S340689-35
Admin Building Green
$
345,033
1000
Passaic Valley Sewerage Commission
S340689-36
Green Car Wash
$
219,240
1000
S340435-13
Green Paving
$
725,130
S340485-11
Hcrhs Sewer Relocation
$
369,558
1000
Perth Amboy City
Raritan Township Municipal Utilities
Authority
Washington Township Municipal
Utilities Authority
S340930-04
Forrest Dr. PS Replacement
$
985,110
1011
Burlington Township
S340712-13
Emergency Generators
$
567,000
1075
Cliffside Park Borough
S340847-04
CSO Separation
$
5,264,700
1189
Jackson Township
S344050-02
Equipment Purchase
$
1,048,929
1000
Sandy and Base SFY16 CW Projects: #
154
Subtotal
$
1,467,829,596
Total Clean Water Projects: #
159
Total Clean Water Projects:
$
1,474,385,596
APPENDIX B1
APPENDIX B1
State Drinking Water Project Priority List
Sandy and FY2016 Financing Program
Alphabetical Order
Rank
_S1
Project No.
North Jersey District WS
Supplemental Loans
1613001-017- Wanaque South Pump
1
Station Upgrade
$
1,425,498
1
$
1,425,498
$
2,001,363
Supplemental Loans: #
1040
Appropriation
Amount
Applicant
Atlantic City MUA
Project Name
Subtotal:
Sandy and Base SFY2016 Projects
Sandblasting, Painting, and
Inspection of 1 MG storage
0102001-006 tank (Maryland Avenue)
77
Berkeley Township MUA
1505004-008
Water Main Installation
$
3,285,921
170
Berkeley Township MUA
1505004-007
$
1,215,900
1171
Berkeley Township MUA
1505004-009
Water Main Installation
Installation of a Well
#4/Water Main Installation
$
1,276,800
26
Bordentown City
0303001-006
Water System Remediation
$
1,462,388
238
Bordentown City
0303001-007
WTP Upgrade
$
2,793,971
338
Brielle Borough
1308001-002
Water Main Replacement
$
2,454,000
534
Brielle Borough
1308001-003
$
144,296
387
Brigantine City
0103001-501
Storage Tank Demolition
Generator installation at
Well
$
2,816,982
67
Camden City
0408001-021
$
1,664,250
88
Camden City
0408001-022
$
1,260,000
181
Cape May City
0502001-004
$
2,077,776
222
Clementon Borough
0411001-001
Water Meter Replacement
Potable Well Replacement
(Morris Delair WTP)
Construction of case well to
Atlantic City Sands Aquifer
Water Main Slip lining
(White Horse Pike/White
House Road)
$
456,750
440
Clementon Borough
0411001-002
Well 9 Rehabilitation
$
1,294,125
326
Clinton Town
1005001-006
Water Main Replacement
$
3,858,000
497
Clinton Town
1005001-007
Water Meter Replacement
$
1,065,000
1238
Clinton Town
1005001-008
$
1,364,160
1511
Clinton Town
1005001-009
$
1,103,813
East Orange City
0705001-011
$
13,007,736
231
Evesham Municipal Utilities Authority
0313001-001
Well 4 Rehabilitation
Well 7 Improvements/Well
14 Decommissioning
Water Treatment & Supply
Program
Wells 13/14 Treatment
Improvements
$
1,963,000
175
Fountainhead Properties, Inc.
1511013-001
WTP Upgrades
$
722,000
5
215
Gloucester City
0414001-020
Water Main Replacement
$
1,281,500
219
Hammonton Town
0113001-011
Water Main Extension
$
1,780,739
412
Hammonton Town
0113001-007
Water Meter Replacement
$
936,000
470
Hammonton Town
0113001-010
$
304,500
442
Hampton Borough
1013001-001
SCADA Upgrades
Construction of back up well
#5
$
1,370,250
173
Hightstown Borough
1104001-008
$
165,300
483
Hightstown Borough
1104001-007
Settling Tank Rehabilitation
Rehabilitation of Deep Well
#2
$
374,535
Hoboken City
0905001-001
Water Replacement
$
5,848,889
184
Jackson Township MUA
1511001-010
$
5,815,925
414
Jackson Township MUA
1511001-011
$
1,406,181
132
Jersey City/Jersey City MUA
0906001-010
Storage Tank Replacement
Administration Building
Upgrades
Cleaning and Lining Water
Mains
$
7,067,000
133
Jersey City/Jersey City MUA
0906001-006
Water Main Installation
$
18,005,000
134
Jersey City/Jersey City MUA
0906001-011
Water Valve Replacement
$
6,260,867
135
Jersey City/Jersey City MUA
0906001-012
Water Main Replacement
$
16,643,000
182
Kearny Town
0907001-001
Water Main Replacement
$
27,881,573
8
Lake Glenwood Village
1922010-008
Well 1/2 Upgrades
$
895,230
97
Little Egg Harbor MUA
1516001-004
Water Main Replacement
$
1,701,295
468
Little Egg Harbor MUA
1516001-003
WTP Construction
$
4,572,000
469
Little Egg Harbor MUA
1516001-500
$
688,475
234
Long Beach Township
1517001-500
$
3,610,000
235
Long Beach Township
1517001-501
$
1,827,000
236
Long Beach Township
1517001-502
$
3,205,797
276
Manasquan Borough
1327001-002
$
1,184,734
411
Manasquan Borough
1327001-001
WTP Upgrades
Demolish and replace
damaged pump room (Beach
Haven Terrace WTP)
Demolish and replace
damaged pump room (Brant
Beach )
Water Reservoir
Replacement
Water Main Installation
(Perrine Blvd)
Water Meter System
Upgrade
$
2,428,659
416
Manchester Utilities Authority
1603001-014
Water Meter Relocation
$
1,962,660
232
Marlboro Township
1328002-002
$
12,514,000
108
Middlesex Water Company
1225001-016
$
5,681,000
305
Middlesex Water Company
1225001-023
WTP Replacement
Cleaning and Lining Water
Mains
Cleaning and
Lining/Replacement Water
Mains
$
7,350,000
371
Middlesex Water Company
1225001-024
$
3,462,900
266
Milltown Borough
1214001-004
$
1,609,125
267
Milltown Borough
1212001-002
SCADA Upgrades
Cleaning and Lining Water
Mains
Water Main Installation
(Ford Ave Redevelopment)
$
1,606,000
1180
302
Milltown Borough
1212001-003
502
Montclair Township
0713001-008
Storage Tank Rehabilitation
(Ford Ave Redevelopment)
WTP Construction/Water
Main Well #4
1409
Montclair Township
0713001-011
82
Mountain Shores POA
95
$
1,142,000
$
2,203,000
Storage Tank Construction
$
3,479,879
1414009-001
Water Main Replacement
$
1,520,045
Netcong Borough
1428001-007
$
3,553,489
121
Netcong Borough
1428001-008
Water Main Replacement
Rehabilitate existing storage
facilities
$
1,005,307
158
Netcong Borough
1428001-009
Water Meter Replacement
$
300,237
20
Newark City
0714001-016
$
9,834,000
29
Newark City
0714001-015
Pequannock WTP Upgrades
Cleaning and Lining Water
Mains
$
11,787,000
30
Newark City
0714001-017
$
1,837,500
63
Newark City
0714001-500
$
5,045,712
NJ American Water Co.-Raritan
2004002-500
$
31,500,000
48
North Jersey District WS
1613001-031
Transmission main upgrades
Generator Installation
(Wayne/Clifton PS)
Raise level of floodwall
(Raritan Millstone)
Dewatering System
Installation
$
3,685,500
49
North Jersey District WS
1613001-032
$
3,553,710
54
North Jersey District WS
1613001-022
WTP Rehabilitation
Replace Sedimentation
Basins 5/6
$
16,768,185
55
North Jersey District WS
1613001-025
$
7,246,680
56
North Jersey District WS
1613001-026
Lagoon Discharge Treatment
Installation of Low Lift
Natural Gas Pump
$
12,808,525
57
North Jersey District WS
1613001-027
$
2,290,344
58
North Jersey District WS
1613001-028
Aeration System Expansion
Filter building pipe gallery
dehumidification and
painting
$
1,863,456
59
North Jersey District WS
1613001-029
$
2,866,920
84
North Jersey District WS
1613001-035
Basin 1/2/3/4 Rehabilitation
Various Rehabilitation
Projects
$
3,690,871
101
North Jersey District WS
1613001-033
Security Enhancements
$
3,910,725
102
North Jersey District WS
1613001-034
$
1,446,908
192
North Jersey District WS
1613001-030
WTP Upgrade
Modify and expand central
receiving building
$
921,113
10
North Shore Water Association
1904004-004
$
182,700
11
North Shore Water Association
1904004-001
Test Well Drilling
New Well Treatment/Nitrate
Resolution
$
475,000
357
North Shore Water Association
1904004-002
Water Main Replacement
$
428,000
391
Oakland Borough
0220001-004
$
3,289,650
435
Oakland Borough
0220001-003
Pump Station Replacement
Generator Installation Well
#9
$
3,289,650
496
Oakland Borough
0220001-002
$
3,289,650
511
Oakland Borough
0220001-001
Water Meter Replacement
Backup Well Construction
10A
$
3,289,650
408
284
Ocean Gate Borough
1521001-001
Water Main Replacement
$
1,049,764
265
Ocean Township
1520001-007
$
1,256,063
375
Old Bridge MUA
1209002-011
Water Main Replacement
Storage Tank Rehabilitation
(Perrine Road)
$
3,255,000
526
Old Bridge MUA
1209002-012
$
1,283,000
3
Passaic Valley WC
1605002-025
$
22,288,370
98
Paulsboro Borough
0814001-003
Upgrade to SCADA System
Generator Installation (Little
Falls WTP)
Water Main Replacement
(Thomson Ave/Wood
St/Elizabeth Ave/Commerce
St)
$
1,873,861
12
Pemberton Township
0329004-004
$
1,141,875
220
Pemberton Township
0329004-006
$
623,000
277
Pemberton Township
0329004-007
$
2,509,500
438
Pemberton Township
0329004-005
$
415,000
471
Pemberton Township
0329004-008
$
392,000
339
Pennington Borough
1108001-001
Well 11 Rehabilitation
Water Main Replacement
(Various streets)
Storage Tank Rehabilitation
(Beech Ave/Trenton
Road/Oak Pines Road)
Replacing Well #4 with Well
#14
Installation of SCADA at
wells and storage facilities
Water Main Replacement
(Upper King George
Road/Park Avenue)
$
1,144,380
194
Perth Amboy City
1216001-008
Water Main Replacements
$
1,724,987
195
Perth Amboy City
1216001-007
Water Main Replacements
$
2,216,000
138
Perth Amboy City
1216001-006
$
1,914,000
310
Perth Amboy City
1216001-500
$
2,708,000
500
Pine Beach Borough
1522001-001
$
959,700
516
Pine Beach Borough
1522001-002
WTP Rehabilitation
Generator Installation
(Runyon WTP)
Town wide Water Meter
Replacement
Well Replacement/Water
Meter Replacement (Merion
Avenue)
$
451,080
162
Rahway City
2013001-007
$
18,084,000
419
Rahway City
2013001-008
$
3,617,250
248
Roosevelt Borough
1341001-004
WTP Filter System Upgrade
Interconnection
Construction
Cleaning & Lining of Water
Mains
$
639,975
345
Roosevelt Borough
1341001-001
$
690,000
28
Saddle Brook Township
0257001-002
Water Mains
North Fifth Street Water
Main
$
2,192,549
19
Sea Village Marina/NJ American Water Co
0108021-002
$
1,202,000
118
Stafford Township
1530004-018
$
2,315,000
258
Stafford Township
1530004-019
$
1,805,000
178
Trenton City
1111001-010
Water Main Extension
Water Main Replacement
(Mill Creek Road)
Water Main Replacement
(Jonathon Drive/Mill Creek
Road)
Cleaning and Lining Water
Mains Phase 2
$
22,457,700
99
Tuckerton Borough
1532002-005
124
Tuckerton Borough
1532002-003
148
Wall Township
1352003-002
149
Wall Township
1352003-001
Replacement of 5,000 LF of
water mains
Rehabilitation of the 1.5 MG
storage tank
Water Main Installation
(Route 34/Wyckoff Road)
Water Main Installation
(Route 138)
312
Washington Township MUA
0818004-009
378
Washington Township MUA
379
$
1,299,000
$
1,318,000
$
3,594,971
$
1,718,010
Water Main Replacement
$
710,955
0818004-010
Pump House Replacement
$
1,827,420
Washington Township MUA
0818004-011
3MG Storage Tank Painting
$
4,627,140
429
Washington Township MUA
0818004-012
Security Enhancements
$
210,525
1505
Washington Township MUA
0818004-014
$
837,375
Willingboro MUA
0338001-009
Well Replacement 2A
Well 5A Radium and Gross
Alpha Removal Treatment
Facility
$
6,206,903
$
467,793,122
$
469,218,620
7
Sandy and Base SFY16 DW Projects: #
120
Total Drinking Water Projects: #
121
Subtotal
Total Drinking Water
Projects:
APPENDIX B2
APPENDIX B2
State Drinking Water Project Priority List
Sandy and Base FY2016 Financing Program
Ranked Order
Rank
_S1
Appropriation
Amount
Applicant
Project No.
North Jersey District WS
Supplemental Loans
1613001-017- Wanaque South Pump Station
1
Upgrade
$
1,425,498
1
$
1,425,498
$
22,288,370
$
13,007,736
$
6,206,903
Supplemental Loans: #
Project Name
Subtotal:
Sandy and Base SFY2016 Projects
Generator Installation (Little
1605002-025 Falls WTP)
Water Treatment & Supply
0705001-011 Program
Well 5A Radium and Gross
Alpha Removal Treatment
0338001-009 Facility
3
Passaic Valley WC
5
East Orange City
7
Willingboro MUA
8
Lake Glenwood Village
1922010-008
Well 1/2 Upgrades
$
895,230
10
North Shore Water Association
1904004-004
$
182,700
11
North Shore Water Association
1904004-001
Test Well Drilling
New Well Treatment/Nitrate
Resolution
$
475,000
12
Pemberton Township
0329004-004
Well 11 Rehabilitation
$
1,141,875
19
Sea Village Marina/NJ American Water Co
0108021-002
Water Main Extension
$
1,202,000
20
Newark City
0714001-016
Pequannock WTP Upgrades
$
9,834,000
26
Bordentown City
0303001-006
Water System Remediation
$
1,462,388
28
Saddle Brook Township
0257001-002
$
2,192,549
29
Newark City
0714001-015
North Fifth Street Water Main
Cleaning and Lining Water
Mains
$
11,787,000
30
Newark City
0714001-017
$
1,837,500
48
North Jersey District WS
1613001-031
Transmission main upgrades
Dewatering System
Installation
$
3,685,500
49
North Jersey District WS
1613001-032
$
3,553,710
54
North Jersey District WS
1613001-022
WTP Rehabilitation
Replace Sedimentation Basins
5/6
$
16,768,185
55
North Jersey District WS
1613001-025
$
7,246,680
56
North Jersey District WS
1613001-026
Lagoon Discharge Treatment
Installation of Low Lift Natural
Gas Pump
$
12,808,525
57
North Jersey District WS
1613001-027
$
2,290,344
58
North Jersey District WS
1613001-028
Aeration System Expansion
Filter building pipe gallery
dehumidification and painting
$
1,863,456
59
North Jersey District WS
1613001-029
$
2,866,920
63
Newark City
0714001-500
Basin 1/2/3/4 Rehabilitation
Generator Installation
(Wayne/Clifton PS)
$
5,045,712
67
Camden City
0408001-021
Water Meter Replacement
$
1,664,250
77
Berkeley Township MUA
1505004-008
Water Main Installation
$
3,285,921
82
Mountain Shores POA
1414009-001
$
1,520,045
84
North Jersey District WS
1613001-035
$
3,690,871
88
Camden City
0408001-022
Water Main Replacement
Various Rehabilitation
Projects
Potable Well Replacement
(Morris Delair WTP)
$
1,260,000
95
Netcong Borough
1428001-007
Water Main Replacement
$
3,553,489
97
Little Egg Harbor MUA
1516001-004
$
1,701,295
98
Paulsboro Borough
0814001-003
$
1,873,861
99
Tuckerton Borough
1532002-005
Water Main Replacement
Water Main Replacement
(Thomson Ave/Wood
St/Elizabeth Ave/Commerce
St)
Replacement of 5,000 LF of
water mains
$
1,299,000
101
North Jersey District WS
1613001-033
Security Enhancements
$
3,910,725
102
North Jersey District WS
1613001-034
$
1,446,908
108
Middlesex Water Company
1225001-016
$
5,681,000
118
Stafford Township
1530004-018
$
2,315,000
121
Netcong Borough
1428001-008
$
1,005,307
124
Tuckerton Borough
1532002-003
$
1,318,000
132
Jersey City/Jersey City MUA
0906001-010
WTP Upgrade
Cleaning and Lining Water
Mains
Water Main Replacement
(Mill Creek Road)
Rehabilitate existing storage
facilities
Rehabilitation of the 1.5 MG
storage tank
Cleaning and Lining Water
Mains
$
7,067,000
133
Jersey City/Jersey City MUA
0906001-006
Water Main Installation
$
18,005,000
134
Jersey City/Jersey City MUA
0906001-011
Water Valve Replacement
$
6,260,867
135
Jersey City/Jersey City MUA
0906001-012
Water Main Replacement
$
16,643,000
138
Perth Amboy City
1216001-006
$
1,914,000
148
Wall Township
1352003-002
$
3,594,971
149
Wall Township
1352003-001
WTP Rehabilitation
Water Main Installation
(Route 34/Wyckoff Road)
Water Main Installation
(Route 138)
$
1,718,010
158
Netcong Borough
1428001-009
Water Meter Replacement
$
300,237
162
Rahway City
2013001-007
WTP Filter System Upgrade
$
18,084,000
170
Berkeley Township MUA
1505004-007
Water Main Installation
$
1,215,900
173
Hightstown Borough
1104001-008
Settling Tank Rehabilitation
$
165,300
175
Fountainhead Properties, Inc.
1511013-001
$
722,000
178
Trenton City
1111001-010
$
22,457,700
181
Cape May City
0502001-004
WTP Upgrades
Cleaning and Lining Water
Mains Phase 2
Construction of case well to
Atlantic City Sands Aquifer
$
2,077,776
182
Kearny Town
0907001-001
Water Main Replacement
$
27,881,573
184
Jackson Township MUA
1511001-010
Storage Tank Replacement
$
5,815,925
192
North Jersey District WS
1613001-030
Modify and expand central
receiving building
$
921,113
194
Perth Amboy City
1216001-008
Water Main Replacements
$
1,724,987
195
Perth Amboy City
1216001-007
Water Main Replacements
$
2,216,000
215
Gloucester City
0414001-020
Water Main Replacement
$
1,281,500
219
Hammonton Town
0113001-011
$
1,780,739
220
Pemberton Township
0329004-006
$
623,000
222
Clementon Borough
0411001-001
$
456,750
231
Evesham Municipal Utilities Authority
0313001-001
Water Main Extension
Water Main Replacement
(Various streets)
Water Main Slip lining (White
Horse Pike/White House
Road)
Wells 13/14 Treatment
Improvements
$
1,963,000
232
Marlboro Township
1328002-002
$
12,514,000
234
Long Beach Township
1517001-500
$
3,610,000
235
Long Beach Township
1517001-501
WTP Replacement
Demolish and replace
damaged pump room (Beach
Haven Terrace WTP)
Demolish and replace
damaged pump room (Brant
Beach )
$
1,827,000
236
Long Beach Township
1517001-502
Water Reservoir Replacement
$
3,205,797
238
Bordentown City
0303001-007
$
2,793,971
248
Roosevelt Borough
1341001-004
$
639,975
258
Stafford Township
1530004-019
WTP Upgrade
Cleaning & Lining of Water
Mains
Water Main Replacement
(Jonathon Drive/Mill Creek
Road)
$
1,805,000
265
Ocean Township
1520001-007
$
1,256,063
266
Milltown Borough
1214001-004
$
1,609,125
267
Milltown Borough
1212001-002
$
1,606,000
276
Manasquan Borough
1327001-002
$
1,184,734
277
Pemberton Township
0329004-007
Water Main Replacement
Cleaning and Lining Water
Mains
Water Main Installation (Ford
Ave Redevelopment)
Water Main Installation
(Perrine Blvd)
Storage Tank Rehabilitation
(Beech Ave/Trenton
Road/Oak Pines Road)
$
2,509,500
284
Ocean Gate Borough
1521001-001
$
1,049,764
302
Milltown Borough
1212001-003
$
1,142,000
305
Middlesex Water Company
1225001-023
$
7,350,000
310
Perth Amboy City
1216001-500
Water Main Replacement
Storage Tank Rehabilitation
(Ford Ave Redevelopment)
Cleaning and
Lining/Replacement Water
Mains
Generator Installation
(Runyon WTP)
$
2,708,000
312
Washington Township MUA
0818004-009
Water Main Replacement
$
710,955
326
Clinton Town
1005001-006
Water Main Replacement
$
3,858,000
338
Brielle Borough
1308001-002
Water Main Replacement
$
2,454,000
339
Pennington Borough
1108001-001
Water Main Replacement
(Upper King George
Road/Park Avenue)
345
Roosevelt Borough
1341001-001
Water Mains
$
690,000
357
North Shore Water Association
1904004-002
Water Main Replacement
$
428,000
371
Middlesex Water Company
1225001-024
$
3,462,900
375
Old Bridge MUA
1209002-011
SCADA Upgrades
Storage Tank Rehabilitation
(Perrine Road)
$
3,255,000
378
Washington Township MUA
0818004-010
Pump House Replacement
$
1,827,420
379
Washington Township MUA
0818004-011
3MG Storage Tank Painting
$
4,627,140
387
Brigantine City
0103001-501
Generator installation at Well
$
2,816,982
391
Oakland Borough
0220001-004
$
3,289,650
408
NJ American Water Co.-Raritan
2004002-500
Pump Station Replacement
Raise level of floodwall
(Raritan Millstone)
$
31,500,000
411
Manasquan Borough
1327001-001
Water Meter System Upgrade
$
2,428,659
412
Hammonton Town
0113001-007
$
936,000
414
Jackson Township MUA
1511001-011
Water Meter Replacement
Administration Building
Upgrades
$
1,406,181
416
Manchester Utilities Authority
1603001-014
Water Meter Relocation
$
1,962,660
419
Rahway City
2013001-008
Interconnection Construction
$
3,617,250
429
Washington Township MUA
0818004-012
Security Enhancements
$
210,525
435
Oakland Borough
0220001-003
$
3,289,650
438
Pemberton Township
0329004-005
Generator Installation Well #9
Replacing Well #4 with Well
#14
$
415,000
440
Clementon Borough
0411001-002
$
1,294,125
442
Hampton Borough
1013001-001
Well 9 Rehabilitation
Construction of back up well
#5
$
1,370,250
468
Little Egg Harbor MUA
1516001-003
WTP Construction
$
4,572,000
469
Little Egg Harbor MUA
1516001-500
WTP Upgrades
$
688,475
470
Hammonton Town
0113001-010
$
304,500
471
Pemberton Township
0329004-008
$
392,000
483
Hightstown Borough
1104001-007
SCADA Upgrades
Installation of SCADA at wells
and storage facilities
Rehabilitation of Deep Well
#2
$
374,535
496
Oakland Borough
0220001-002
Water Meter Replacement
$
3,289,650
497
Clinton Town
1005001-007
$
1,065,000
500
Pine Beach Borough
1522001-001
$
959,700
502
Montclair Township
0713001-008
$
2,203,000
511
Oakland Borough
0220001-001
$
3,289,650
516
Pine Beach Borough
1522001-002
Water Meter Replacement
Town wide Water Meter
Replacement
WTP Construction/Water
Main Well #4
Backup Well Construction
10A
Well Replacement/Water
Meter Replacement (Merion
Avenue)
$
451,080
526
Old Bridge MUA
1209002-012
Upgrade to SCADA System
$
1,283,000
$
1,144,380
534
Brielle Borough
1308001-003
$
144,296
$
2,001,363
1505004-009
Storage Tank Demolition
Sandblasting, Painting, and
Inspection of 1 MG storage
tank (Maryland Avenue)
Installation of a Well
#4/Water Main Installation
1040
Atlantic City MUA
0102001-006
1171
Berkeley Township MUA
$
1,276,800
1180
Hoboken City
0905001-001
Water Replacement
$
5,848,889
1238
Clinton Town
1005001-008
Well 4 Rehabilitation
$
1,364,160
1409
Montclair Township
0713001-011
Storage Tank Construction
$
3,479,879
1505
Washington Township MUA
0818004-014
$
837,375
1511
Clinton Town
1005001-009
Well Replacement 2A
Well 7 Improvements/Well 14
Decommissioning
$
1,103,813
Subtotal
Total Drinking Water
Projects:
$
467,793,122
$
469,218,620
Sandy and Base SFY16 DW Projects: #
120
Total Drinking Water Projects: #
121
APPENDIX C
APPENDIX C
State Drinking Water
Superstorm Sandy Project List
Ranked Order
Rank
Applicant
Project No.
Newark City
0714001-500
234
Long Beach Township
1517001-500
235
Long Beach Township
1517001-501
236
Long Beach Township
1517001-502
310
Perth Amboy City
1216001-500
387
Brigantine City
0103001-501
408
NJ American Water Co.-Raritan
469
Little Egg Harbor MUA
63
Sandy and Base SFY16 DW Projects: #
Project Name
Generator Installation
(Wayne/Clifton PS)
Demolish and replace
damaged pump room (Beach
Haven Terrace WTP)
Demolish and replace
damaged pump room (Brant
Beach )
Appropriation
Amount
$
5,045,712
$
3,610,000
$
1,827,000
Water Reservoir Replacement
Generator Installation
(Runyon WTP)
$
3,205,797
$
2,708,000
$
2,816,982
2004002-500
Generator installation at Well
Raise level of floodwall
(Raritan Millstone)
$
31,500,000
1516001-500
WTP Upgrades
$
688,475
$
51,401,966
8
Subtotal
APPENDIX D
APPENDIX D
FY2016 State Clean Water
Interim / Construction Financing Project List
Alphabetical Order
Rank
Project
Number
Sponsor
Appropriation
Amount
Project Type
Supplemental Loans
_S1
S340523-04-1
S340640-062/09-2/11-2
_S3
Caldwell Borough
Camden County Municipal Utilities
Authority
Camden County Municipal Utilities
Authority
_S4
Old Bridge Municipal Utilities Authority
S340945-08-1
_S2
S340640-14-1
Supplemental Loans: #
Caldwell WWTP Upgrades
Supplemental #2 to 64006,09,11
Green & Gray Infrastructure
(Supplemental)
Crossroads Regional
Interceptor
$
886,000
$
2,520,000
$
1,890,000
$
1,260,000
Subtotal:
$
1,467,572,357
4
Sandy and Base SFY2016 Projects
588
Aberdeen Township
S340869-02
Collection System
$
8,789,217
542
Atlantic City
S340439-01
Stormwater Management
$
19,772,486
542
Atlantic City
S340439-03
Atlantis Avenue Flood Gate
$
2,536,000
61
Atlantic County Utilities Authority
S340809-23
Treatment Plant Resiliency
$
9,040,672
61
Atlantic County Utilities Authority
S340809-25
Seawall
$
14,323,193
61
Atlantic County Utilities Authority
S340809-26
STP Mitigation Projects
$
14,114,998
61
Atlantic County Utilities Authority
S340809-27
Automated Bar Screens
$
3,159,000
261
Atlantic County Utilities Authority
S340809-24
PS Resiliency
$
1,048,119
261
Atlantic County Utilities Authority
S340809-29
Brigantine Force Main
$
4,017,300
456
Atlantic County Utilities Authority
S340809-28
Sewer Sludge Incineration
$
2,215,500
199
Bay Head Borough
S344120-01
$
263,430
59
Bayshore Regional Sewerage Authority
S340697-05
$
60,975,717
59
Bayshore Regional Sewerage Authority
S340697-06
Stormwater/NPS
Restoration & Flood
Mitigation
Restoration & Flood
Mitigation
$
11,233,343
763
Bellmawr Borough
S342011-02
Landfill Closure
$
69,668,155
127
Bergen County Utilities Authority
S340386-17
Cogeneration
$
16,234,181
381
Brigantine City
S340827-04
Emergency Generators
$
3,165,134
694
Brigantine City
S340827-05
Flood Control
$
4,441,000
694
Brigantine City
S340827-06
Stormwater Improvements
$
953,000
694
Brigantine City
S340827-07
Floodwalls
$
1,049,450
635
Burlington County
S340818-07
Stormwater
$
2,239,650
330
Burlington Township
S340712-14
Sewer Rehabilitation
$
1,256,850
1011
Burlington Township
S340712-13
Emergency Generators
$
567,000
747
Califon Borough
S340431-01
Stormwater Improvements
$
1,663,815
17
S340366-07
Sewer Rehabilitation
$
7,192,500
S340640-17
Green & Gray Infrastructure
$
4,294,500
S340640-15
Green Infrastructure/CSO
$
9,003,000
S340640-16
$
13,650,378
S340640-18
STP Improvements
Delaware No.1 STP
Improvements
$
19,420,800
S340661-22
Concrete Wet Well Repairs
$
4,197,262
849
Camden City
Camden County Municipal Utilities
Authority
Camden County Municipal Utilities
Authority
Camden County Municipal Utilities
Authority
Camden County Municipal Utilities
Authority
Cape May County Municipal Utilities
Authority
Cape May County Municipal Utilities
Authority
S342017-04
Landfill Cell
$
6,898,713
669
Carteret Borough
S340939-09
Noe St. Stormwater PS
$
8,573,000
843
Carteret Borough
S340939-07
Marina Dredging
$
23,486,400
141
Cinnaminson Sewer Authority
S340170-07
STP Improvements
$
8,318,520
1075
Cliffside Park Borough
S340847-04
CSO Separation
$
5,264,700
624
Cranford Township
S340858-04
Stormwater Management
$
3,412,500
97
Cumberland County Utilities Authority
S340550-07
STP
$
1,044,750
215
Cumberland County Utilities Authority
S340550-08
Pump Station Replacement
$
1,118,250
106
Delran Township
S340794-08
STP Sand Filter
$
1,898,820
773
Edison Township
Egg Harbor Township Municipal Utilities
Authority
Egg Harbor Township Municipal Utilities
Authority
S342020-01
$
12,900,000
S340753-04
Landfill Closure
Washington Avenue
Interceptor
$
1,578,000
S340753-06
Faa Pump Station
$
651,193
41
Elizabeth City
S340942-13
Western Interceptor
$
12,393,000
41
Elizabeth City
S340942-17
$
5,313,000
41
Elizabeth City
S340942-18
$
4,628,000
41
Elizabeth City
S340942-19
South Street Flood Control
Progress Street Flood
Control
Trumbull Street Flood
Control
$
3,688,239
131
Gloucester City
S340958-06
552
Gloucester City
149
1
2
12
23
269
303
303
$
764,000
S340958-07
Water Street CSO
Freedom Pier Sewer
Extension
$
639,000
Gloucester County Utilities Authority
S340902-14
STP Improvements
$
44,715,300
646
Gloucester Township
S340364-11
Flood Mitigation
$
1,544,415
646
S340364-14
Stormwater Improvements
$
1,260,374
286
Gloucester Township
Gloucester Township Municipal Utilities
Authority
S340364-13
Sewer Rehabilitation
$
1,218,000
171
Hammonton Town
S340927-07
Boyer Ave Drip Irrigation
$
4,059,524
677
Hammonton Town
S340927-09
$
4,293,100
720
Highlands Borough
S340901-03
Stormwater Infrastructure
Stormwater System
Improvements
$
5,986,200
178
Hightstown Borough
S340915-05
UV Disinfection
$
1,277,976
575
Hillsborough Township
S340099-02
Sewer Extension
$
1,613,156
69
Hoboken City
S340635-04
Wet Weather Pump Station
$
15,989,376
69
Hoboken City
S340635-05
Southwest Park
$
5,082,159
69
Hoboken City
S340635-06
Basf Park
$
25,607,620
1000
Hoboken City
S340635-07
Green Infrastructure
$
2,756,863
1189
Jackson Township
S344050-02
$
1,048,929
29
Jersey City Municipal Utilities Authority
S340928-13
Equipment Purchase
Duncan St. Outfall
Replacement
$
16,608,060
29
Jersey City Municipal Utilities Authority
S340928-14
Grand St Sewer Repair
$
2,863,193
29
Jersey City Municipal Utilities Authority
S340928-15
Sewer Improvements
$
40,390,354
29
Jersey City Municipal Utilities Authority
S340928-16
Sixth Street CSO Extension
$
9,436,875
29
Jersey City Municipal Utilities Authority
S340928-17
Regulator Outfall Repair
$
17,196,795
29
Jersey City Municipal Utilities Authority
S340928-18
Claremont Carteret Outfall
$
6,910,470
29
Jersey City Municipal Utilities Authority
S340928-19
East Side Plant
$
6,945,556
29
Jersey City Municipal Utilities Authority
S340928-20
$
42,632,984
126
Jersey City Municipal Utilities Authority
S340928-21
Outfall Chambers
Phase 5 Sewer
Rehabilitation
$
11,582,550
1000
Jersey City Municipal Utilities Authority
S340928-22
Green Infrastructure
$
679,008
206
Kearny Municipal Utilities Authority
S340259-07
Pump Station Rehabilitation
$
9,364,400
50
Kearny Town
S340259-11
Dukes St. Pump Station
$
16,790,648
832
Kearny Town
S340259-12
Gunnel Oval Remediation
$
18,192,302
832
S340259-13
Kearny Point
$
112,966,241
230
Kearny Town
Little Egg Harbor Municipal Utilities
Authority
S340579-02
Sewer Rehabilitation
$
2,287,905
424
Long Beach Township
S340023-06
Sewer Replacement
$
4,965,318
622
Manasquan Borough
S340450-01
Resiliency
$
4,340,744
22
Middlesex County Utilities Authority
S340699-15
$
30,653,989
250
Middlesex County Utilities Authority
S340699-12
STP Upgrades
Sayreville Ps
Repair/Resiliency
$
92,809,500
250
Middlesex County Utilities Authority
S340699-13
Edison Ps Repair/Resiliency
$
42,939,448
250
Middlesex County Utilities Authority
S340699-14
Main Trunk Sewer Rehab
$
17,816,795
643
Middletown Township
S340097-01
Shadow Lake Restoration
$
4,272,188
Middletown Township Sewer Authority
S340097-04
STP Mitigation/Resiliency
$
20,826,694
237
Milltown Borough
S340102-03
Substation Relocation
$
16,206,750
854
Milltown Borough
S340102-01
Site Remediation
$
20,412,848
854
Milltown Borough
S340102-04
Ford Ave. Infrastructure
$
5,449,949
103
Millville City
S340921-07
STP Upgrade
$
11,371,185
1000
Montclair Township
S340837-03
Collection System Rehab
$
1,499,578
15
Newark City
S340815-22
Queen Ditch Restoration
$
5,346,023
15
Newark City
S340815-24
Small Sewer Rehabilitation
$
20,611,500
1000
Newark City
S340815-25
Green Infrastructure
$
347,267
67
80
North Hudson Sewer Authority
S340952-19
CSO Abatement
$
7,854,266
80
North Hudson Sewer Authority
S340952-21
$
2,854,444
80
North Hudson Sewer Authority
S340952-22
CSO Rehab
W1234 Solids/Floatables
Controls
$
16,224,439
80
North Hudson Sewer Authority
S340952-23
Adams Street STP
$
1,661,100
80
North Hudson Sewer Authority
S340952-24
$
3,130,260
1000
North Hudson Sewer Authority
S340952-26
Hamilton Ave Sewer Rehab
River Road WTP
Improvements
$
730,800
1000
North Hudson Sewer Authority
S340952-27
Sewer Improvements
$
532,875
213
North Wildwood City
Northwest Bergen County Utilities
Authority
S340663-06
Utility Reconstruction
$
13,745,512
S340700-13
$
3,185,700
S344080-04
$
946,258
3,980,284
S340372-54
Pump Station Generators
Nsa Pump Station
Improvements
$
255
Ocean County
Ocean County Municipal Utilities
Authority
Ocean County Municipal Utilities
Authority
STP Upgrades
Manufactured Treatment
Devices
$
4,775,651
58
Ocean County Utilities Authority
S340372-56
Area Wide Clarifier Rehab
$
7,943,796
255
Ocean County Utilities Authority
S340372-57
Ni-13 Interceptor Rehab
$
2,739,240
197
Ocean Gate Borough
S344180-01
Stormwater/NPS
$
2,419,130
388
Ocean Township
S340112-07
$
2,464,980
316
Ocean Township Sewer Authority
S340750-11
Sewer Improvements
Collection System
Improvements
$
5,267,745
316
Ocean Township Sewer Authority
S340750-12
Interlaken Pump Station
$
4,002,075
284
Old Bridge Municipal Utilities Authority
S340945-13
$
5,161,314
385
Oradell Borough
S340835-04
$
1,339,800
1000
Orange City
S340859-02
Laurence Harbor Bulkhead
Phase 4 Sewer
Improvements
Harvard Printing
Remediation
$
6,455,478
108
Passaic Valley Sewerage Commission
S340689-22
$
3,773,890
108
Passaic Valley Sewerage Commission
S340689-25
Yantacaw Pump Station
Administration Building
Rehab
$
11,156,153
108
Passaic Valley Sewerage Commission
S340689-30
$
2,207,184
108
Passaic Valley Sewerage Commission
S340689-31
Sump Pump Relocation
Sodium Hypochlorite
Storage
$
3,662,462
108
Passaic Valley Sewerage Commission
S340689-32
Newark Bay Outfall
$
3,601,500
108
Passaic Valley Sewerage Commission
S340689-33
Tunnel Flood Proofing
$
52,098,900
108
Passaic Valley Sewerage Commission
S340689-34
Waste Pump Station
$
2,356,179
1000
Passaic Valley Sewerage Commission
S340689-35
Admin Building Green
$
345,033
1000
Passaic Valley Sewerage Commission
S340689-36
Green Car Wash
$
219,240
712
Paulsboro Borough
S340164-01
$
2,570,371
92
Perth Amboy City
S340435-12
Stormwater Management
Replacement Of Catch
Basins
$
728,678
92
Perth Amboy City
S340435-11
Second St. PS Resiliency
$
1,466,549
121
182
255
S340372-53
1000
Perth Amboy City
S340435-13
Green Paving
$
725,130
377
Pine Hill Municipal Utilities Authority
S340274-05
Sewer Rehabilitation
$
1,681,426
196
S344190-02
9,391,477
S340636-08
Little Silver Lake
Clarifier Mechanism
Replacement
$
107
Point Pleasant Beach Borough
Pompton Lakes Borough Municipal
Utilities Authority
$
1,065,750
217
Princeton Borough
S340656-08
Sewer Rehabilitation
$
3,890,723
S340547-14
Sludge Digester Upgrades
$
4,710,300
S340485-09
Motor Control Center
$
2,748,533
S340485-11
Hcrhs Sewer Relocation
$
369,558
273
Rahway Valley Sewer Authority
Raritan Township Municipal Utilities
Authority
Raritan Township Municipal Utilities
Authority
Rockaway Valley Regional Sewerage
Authority
S340821-06
Jersey City Trunk Sewer
$
7,547,715
339
Roselle Borough
S340332-02
Sewer Lining
$
3,689,175
385
Runnemede Borough
S340363-06
Sewer Lining
$
1,590,750
744
Sea Girt Borough
S340468-01
Stormwater Management
$
4,573,800
546
Secaucus Town
S340029-04
Born Street Storm PS
$
2,466,293
757
Secaucus Town
S342021-01
Malanka Landfill Closure
$
22,249,352
867
S342013-01
$
17,389,617
$
9,594,492
S340377-04A
Landfill Closure
Pump Station
Improvements
Pump Station
Improvements
$
9,594,492
298
Somerville Borough
South Monmouth Regional Sewerage
Authority
South Monmouth Regional Sewerage
Authority
South Monmouth Regional Sewerage
Authority
S340377-05
Belmar Pump Station
$
2,908,500
153
Stafford Township
S344100-02
Stormwater/NPS
$
6,232,127
153
Stafford Township
S344100-03
Stormwater/NPS
$
3,512,565
241
Tuckerton Borough
S340034-02
Sewer Main Replacement
$
2,147,609
691
Ventnor City
S340667-02
Stormwater Management
$
9,940,080
691
S340667-03
Flood Walls
$
1,466,383
145
Ventnor City
Wanaque Valley Regional Sewerage
Authority
S340780-04
STP Improvements
$
4,072,635
14
Warren Township Sewer Authority
S340964-01
$
3,128,561
232
Warren Township Sewer Authority
Washington Township Municipal
Utilities Authority
Washington Township Municipal
Utilities Authority
West Milford Township Municipal
Utilities Authority
S340964-02
STP Upgrades
Fox Hill West & Heather
Lane PS
$
707,722
S340930-03
Sewer Rehabilitation
$
1,520,505
S340930-04
Forrest Dr. PS Replacement
$
985,110
S340701-12
Emergency Generators
$
333,291
Willingboro Municipal Utilities Authority
S340132-08
Collection System Resiliency
$
1,768,800
4
146
1000
298
298
301
1000
94
210
S340377-03
Sandy and Base SFY16 CW Projects: #
154
Subtotal
$
1,467,829,596
Total Clean Water Projects: #
159
Total Clean Water Projects:
$
1,474,385,596
APPENDIX E
APPENDIX E
SFY2016 Drinking Water
Interim / Construction Financing Project List
Alphabetical Order
Rank
_S1
Project No.
North Jersey District WS
Supplemental Loans
1613001-017- Wanaque South Pump
1
Station Upgrade
$
1,425,498
1
$
1,425,498
$
2,001,363
Supplemental Loans: #
1040
Appropriation
Amount
Applicant
Atlantic City MUA
Project Name
Subtotal:
Sandy and Base SFY2016 Projects
Sandblasting, Painting, and
Inspection of 1 MG storage
0102001-006 tank (Maryland Avenue)
77
Berkeley Township MUA
1505004-008
Water Main Installation
$
3,285,921
170
Berkeley Township MUA
1505004-007
$
1,215,900
1171
Berkeley Township MUA
1505004-009
Water Main Installation
Installation of a Well
#4/Water Main Installation
$
1,276,800
26
Bordentown City
0303001-006
Water System Remediation
$
1,462,388
238
Bordentown City
0303001-007
WTP Upgrade
$
2,793,971
338
Brielle Borough
1308001-002
Water Main Replacement
$
2,454,000
534
Brielle Borough
1308001-003
$
144,296
387
Brigantine City
0103001-501
Storage Tank Demolition
Generator installation at
Well
$
2,816,982
67
Camden City
0408001-021
$
1,664,250
88
Camden City
0408001-022
$
1,260,000
181
Cape May City
0502001-004
$
2,077,776
222
Clementon Borough
0411001-001
Water Meter Replacement
Potable Well Replacement
(Morris Delair WTP)
Construction of case well to
Atlantic City Sands Aquifer
Water Main Slip lining
(White Horse Pike/White
House Road)
$
456,750
440
Clementon Borough
0411001-002
Well 9 Rehabilitation
$
1,294,125
326
Clinton Town
1005001-006
Water Main Replacement
$
3,858,000
497
Clinton Town
1005001-007
Water Meter Replacement
$
1,065,000
1238
Clinton Town
1005001-008
$
1,364,160
1511
Clinton Town
1005001-009
$
1,103,813
East Orange City
0705001-011
$
13,007,736
231
Evesham Municipal Utilities Authority
0313001-001
Well 4 Rehabilitation
Well 7 Improvements/Well
14 Decommissioning
Water Treatment & Supply
Program
Wells 13/14 Treatment
Improvements
$
1,963,000
175
Fountainhead Properties, Inc.
1511013-001
WTP Upgrades
$
722,000
215
Gloucester City
0414001-020
Water Main Replacement
$
1,281,500
5
219
Hammonton Town
0113001-011
Water Main Extension
$
1,780,739
412
Hammonton Town
0113001-007
Water Meter Replacement
$
936,000
470
Hammonton Town
0113001-010
$
304,500
442
Hampton Borough
1013001-001
SCADA Upgrades
Construction of back up well
#5
$
1,370,250
173
Hightstown Borough
1104001-008
$
165,300
483
Hightstown Borough
1104001-007
Settling Tank Rehabilitation
Rehabilitation of Deep Well
#2
$
374,535
Hoboken City
0905001-001
Water Replacement
$
5,848,889
184
Jackson Township MUA
1511001-010
$
5,815,925
414
Jackson Township MUA
1511001-011
$
1,406,181
132
Jersey City/Jersey City MUA
0906001-010
Storage Tank Replacement
Administration Building
Upgrades
Cleaning and Lining Water
Mains
$
7,067,000
133
Jersey City/Jersey City MUA
0906001-006
Water Main Installation
$
18,005,000
134
Jersey City/Jersey City MUA
0906001-011
Water Valve Replacement
$
6,260,867
135
Jersey City/Jersey City MUA
0906001-012
Water Main Replacement
$
16,643,000
182
Kearny Town
0907001-001
Water Main Replacement
$
27,881,573
8
Lake Glenwood Village
1922010-008
Well 1/2 Upgrades
$
895,230
97
Little Egg Harbor MUA
1516001-004
Water Main Replacement
$
1,701,295
468
Little Egg Harbor MUA
1516001-003
WTP Construction
$
4,572,000
469
Little Egg Harbor MUA
1516001-500
$
688,475
234
Long Beach Township
1517001-500
$
3,610,000
235
Long Beach Township
1517001-501
$
1,827,000
236
Long Beach Township
1517001-502
$
3,205,797
276
Manasquan Borough
1327001-002
$
1,184,734
411
Manasquan Borough
1327001-001
WTP Upgrades
Demolish and replace
damaged pump room (Beach
Haven Terrace WTP)
Demolish and replace
damaged pump room (Brant
Beach )
Water Reservoir
Replacement
Water Main Installation
(Perrine Blvd)
Water Meter System
Upgrade
$
2,428,659
416
Manchester Utilities Authority
1603001-014
Water Meter Relocation
$
1,962,660
232
Marlboro Township
1328002-002
$
12,514,000
108
Middlesex Water Company
1225001-016
$
5,681,000
305
Middlesex Water Company
1225001-023
WTP Replacement
Cleaning and Lining Water
Mains
Cleaning and
Lining/Replacement Water
Mains
$
7,350,000
371
Middlesex Water Company
1225001-024
$
3,462,900
266
Milltown Borough
1214001-004
$
1,609,125
267
Milltown Borough
1212001-002
SCADA Upgrades
Cleaning and Lining Water
Mains
Water Main Installation
(Ford Ave Redevelopment)
$
1,606,000
1180
302
Milltown Borough
1212001-003
502
Montclair Township
0713001-008
Storage Tank Rehabilitation
(Ford Ave Redevelopment)
WTP Construction/Water
Main Well #4
1409
Montclair Township
0713001-011
82
Mountain Shores POA
95
$
1,142,000
$
2,203,000
Storage Tank Construction
$
3,479,879
1414009-001
Water Main Replacement
$
1,520,045
Netcong Borough
1428001-007
$
3,553,489
121
Netcong Borough
1428001-008
Water Main Replacement
Rehabilitate existing storage
facilities
$
1,005,307
158
Netcong Borough
1428001-009
Water Meter Replacement
$
300,237
20
Newark City
0714001-016
$
9,834,000
29
Newark City
0714001-015
Pequannock WTP Upgrades
Cleaning and Lining Water
Mains
$
11,787,000
30
Newark City
0714001-017
$
1,837,500
63
Newark City
0714001-500
$
5,045,712
NJ American Water Co.-Raritan
2004002-500
$
31,500,000
48
North Jersey District WS
1613001-031
Transmission main upgrades
Generator Installation
(Wayne/Clifton PS)
Raise level of floodwall
(Raritan Millstone)
Dewatering System
Installation
$
3,685,500
49
North Jersey District WS
1613001-032
$
3,553,710
54
North Jersey District WS
1613001-022
WTP Rehabilitation
Replace Sedimentation
Basins 5/6
$
16,768,185
55
North Jersey District WS
1613001-025
$
7,246,680
56
North Jersey District WS
1613001-026
Lagoon Discharge Treatment
Installation of Low Lift
Natural Gas Pump
$
12,808,525
57
North Jersey District WS
1613001-027
$
2,290,344
58
North Jersey District WS
1613001-028
Aeration System Expansion
Filter building pipe gallery
dehumidification and
painting
$
1,863,456
59
North Jersey District WS
1613001-029
$
2,866,920
84
North Jersey District WS
1613001-035
Basin 1/2/3/4 Rehabilitation
Various Rehabilitation
Projects
$
3,690,871
101
North Jersey District WS
1613001-033
Security Enhancements
$
3,910,725
102
North Jersey District WS
1613001-034
$
1,446,908
192
North Jersey District WS
1613001-030
WTP Upgrade
Modify and expand central
receiving building
$
921,113
10
North Shore Water Association
1904004-004
$
182,700
11
North Shore Water Association
1904004-001
Test Well Drilling
New Well Treatment/Nitrate
Resolution
$
475,000
357
North Shore Water Association
1904004-002
Water Main Replacement
$
428,000
391
Oakland Borough
0220001-004
$
3,289,650
435
Oakland Borough
0220001-003
Pump Station Replacement
Generator Installation Well
#9
$
3,289,650
496
Oakland Borough
0220001-002
$
3,289,650
511
Oakland Borough
0220001-001
Water Meter Replacement
Backup Well Construction
10A
$
3,289,650
408
284
Ocean Gate Borough
1521001-001
Water Main Replacement
$
1,049,764
265
Ocean Township
1520001-007
$
1,256,063
375
Old Bridge MUA
1209002-011
Water Main Replacement
Storage Tank Rehabilitation
(Perrine Road)
$
3,255,000
526
Old Bridge MUA
1209002-012
$
1,283,000
3
Passaic Valley WC
1605002-025
$
22,288,370
98
Paulsboro Borough
0814001-003
Upgrade to SCADA System
Generator Installation (Little
Falls WTP)
Water Main Replacement
(Thomson Ave/Wood
St/Elizabeth Ave/Commerce
St)
$
1,873,861
12
Pemberton Township
0329004-004
$
1,141,875
220
Pemberton Township
0329004-006
$
623,000
277
Pemberton Township
0329004-007
$
2,509,500
438
Pemberton Township
0329004-005
$
415,000
471
Pemberton Township
0329004-008
$
392,000
339
Pennington Borough
1108001-001
Well 11 Rehabilitation
Water Main Replacement
(Various streets)
Storage Tank Rehabilitation
(Beech Ave/Trenton
Road/Oak Pines Road)
Replacing Well #4 with Well
#14
Installation of SCADA at
wells and storage facilities
Water Main Replacement
(Upper King George
Road/Park Avenue)
$
1,144,380
194
Perth Amboy City
1216001-008
Water Main Replacements
$
1,724,987
195
Perth Amboy City
1216001-007
Water Main Replacements
$
2,216,000
138
Perth Amboy City
1216001-006
$
1,914,000
310
Perth Amboy City
1216001-500
$
2,708,000
500
Pine Beach Borough
1522001-001
$
959,700
516
Pine Beach Borough
1522001-002
WTP Rehabilitation
Generator Installation
(Runyon WTP)
Town wide Water Meter
Replacement
Well Replacement/Water
Meter Replacement (Merion
Avenue)
$
451,080
162
Rahway City
2013001-007
$
18,084,000
419
Rahway City
2013001-008
$
3,617,250
248
Roosevelt Borough
1341001-004
WTP Filter System Upgrade
Interconnection
Construction
Cleaning & Lining of Water
Mains
$
639,975
345
Roosevelt Borough
1341001-001
$
690,000
28
Saddle Brook Township
0257001-002
Water Mains
North Fifth Street Water
Main
$
2,192,549
19
Sea Village Marina/NJ American Water Co
0108021-002
$
1,202,000
118
Stafford Township
1530004-018
$
2,315,000
258
Stafford Township
1530004-019
$
1,805,000
178
Trenton City
1111001-010
Water Main Extension
Water Main Replacement
(Mill Creek Road)
Water Main Replacement
(Jonathon Drive/Mill Creek
Road)
Cleaning and Lining Water
Mains Phase 2
$
22,457,700
99
Tuckerton Borough
1532002-005
124
Tuckerton Borough
1532002-003
148
Wall Township
1352003-002
149
Wall Township
1352003-001
Replacement of 5,000 LF of
water mains
Rehabilitation of the 1.5 MG
storage tank
Water Main Installation
(Route 34/Wyckoff Road)
Water Main Installation
(Route 138)
312
Washington Township MUA
0818004-009
378
Washington Township MUA
379
$
1,299,000
$
1,318,000
$
3,594,971
$
1,718,010
Water Main Replacement
$
710,955
0818004-010
Pump House Replacement
$
1,827,420
Washington Township MUA
0818004-011
3MG Storage Tank Painting
$
4,627,140
429
Washington Township MUA
0818004-012
Security Enhancements
$
210,525
1505
Washington Township MUA
0818004-014
$
837,375
Willingboro MUA
0338001-009
Well Replacement 2A
Well 5A Radium and Gross
Alpha Removal Treatment
Facility
$
6,206,903
$
467,793,122
$
469,218,620
7
Sandy and Base SFY16 DW Projects: #
120
Total Drinking Water Projects: #
121
Subtotal
Total Drinking Water
Projects:
APPENDIX F
APPENDIX F
Recently Issued Short Term NJEIFP Loans
Short Term Loans
2014 Financing Program (As of March 15, 2015)
Sponsor
Amount
Date
Issued
Maturity
Date
Loan Type
Atl a ntic
Hi ghlandsHi ghlands RSA
$2,833,082
8/22/2013
5/7/2014
Interim
Berkeley Twp
MUA
$700,000
12/12/2013
5/7/2014
Interim
Ewi ng
La wrence SA
$500,000
8/14/2013
5/7/2014
Pl a nning &
Des ign
Fa nwood
Borough
$1,369,674
7/11/2013
5/7/2014
Interim
Description
Project # S340857-03. A joi nt project with Highlands Borough to
i ns tall a pproximately 8,100 l inear feet of 8 i nch diameter PVC a nd
ducti le i ron force main starting in Highlands Borough, at the
i ntersection of Route 36 a nd Scenic Drive, continuing a long
Na vesink a nd Monmouth Avenues up to the i ntersection of
Monmouth a nd Sears Avenue in the Township of Mi ddletown. The
new s anitary force main will discharge into approximately 310 linear
feet of 12” ductile i ron gra vity s ewer main to connect i nto the
exi s ting Township of Mi ddletown Sewerage Authority i nterceptor
on Sea rs Avenue. All construction will occur within existing paved
roa dways.
Project #W1505004-006. Ins tallation of approximately 96 wa ter
s ervi ce connections, 20 fi re hydrants and 10,295 l inear feet of 8i nch cement lined ductile iron water mains to be constructed i n the
fol l owing s treets: Ha rding Avenue, Mi chael Avenue, Roland Avenue,
Andrew Avenue, Eastern Boulevard, Coolidge Avenue, Hayes
Avenue, Brick Avenue, Serpentine Drive, Arlington Avenue,
Pri nceton Avenue, Edward Avenue, Trenton Avenue, Veterans
Boul evard and Clifton Avenue.
Project # S340391-10. Cons truct new preliminary treatment
bui lding to house influent s creens. The project will reroute force
ma i ns from the Ewing a nd Lawrence collection s ystem to the new
bui lding a nd relocate the Ewing Township influent flow meter
cha mber. In addition, the project will i nstall: 1) gri t removal
s ys tem; 2) enclosed conveyor sys tem to convey processed
s creenings and grit to dumpster; 3) a new Biofilter to control odors;
4) new precast concrete valve va ult for new effluent pumping
s ta tion to be used during flood conditions and located adjacent to
chl orine contact tank; 5) new s ubmersible vertical turbine type
s ervi ce water pumps; 6) new effluent algae s creening sys tem; 7)
ba ckup comminutor; a nd 8) plant piping system. In addition, the
fol l owing i mprovements will be made: 1) retrofit existing chlorine
conta ct ta nk with a n Ultraviolet disinfection sys tem to meet
compl iance standards for dichorobromomethane (DCBM); 2)
i ncrease height of perimeter walls of existing chorine contact tank
to a l low s ystem to operate during flood conditions of the
As s umpink Creek; 3) correct hydraulic bottlenecks within treatment
pl a nt by replacing va rious piping a nd va lves within the two primary
trea tment trains; 4) replace collector mechanism on primary
cl a ri fiers, intermediate clarifiers & s ludge gravity thi ckeners; 5)
i mprove electrical and monitoring system for new treatment
equipment; 6) modify La wrence Screening Chamber7) replace sluice
ga tes, final clarifier weir pans, equipment va lves & pi ping system;
a nd 8) i mprove plant lighting and HVAC s ystem. Finally, s tructural
i mprovements of concrete and masonry repair of clarifiers and
other plant structures.
Project # S340429-01. Cons truct a new underground detection
s ys tem that will be larger in volume as well as designed to attenuate
the di scharge so that there i s no impact to the receiving stormwater
col l ection s ystem. Install new i nlets a nd s tormwater mains a nd
cl ea n to further restore ca pacity of the sys tem downstream of the
underground s ystem.
Ha mmonton
Town
$1,103,963
10/11/2013
5/7/2014
Interim
Ha nover SA
$7,510,630
6/26/2013
5/7/2014
Interim
Independence
MUA
$262,000
9/10/2013
6/5/2014
Interim
Ma nchester
UA
$1,051,245
9/10/2013
5/7/2014
Interim
Ma nchester
UA
$240,700
9/10/2013
5/7/2014
Interim
Ma nchester
UA
$436,000
9/10/2013
5/7/2014
Interim
Project # W0113001-006. The Town of Hammonton is under a n
Amended Administrative Consent Order (AACO) between the Town
a nd the N. J. DEP requiring the removal of ra dium from the Town's
dri nking water supply Well No. 4 l ocated at the i ntersection of Ma in
Roa d and Pl ymouth Road within Pinelands Town Ma nagement area
(Bl ock 4604, Lot 23). Well No. 4, constructed in 1967, has a
permi tted flow ca pacity of 1,000 ga llons per minute (gpm). The
gros s alpha limit and the Running Annual Average (RAA) on Well No.
4 exceeds the allowable limits of radium for drinking water
s ta ndards. In order to bring the well into compliance for ra dium
concentration i n the ra w wa ter supply, a n enclosed a dsorption filter
s ys tem will be installed to bind the ra dium to a medium which is
then removed by regulated ca rrier to a n out of state l ow level waste
di s posal site. In addition, the existing air s tripper a t the well will be
upgra ded to continue to maintain acceptable s tandards of volatile
orga nic compounds (VOC). The schedule for the correction to the
a i r s tripper was included i n the Town's amended ACO.
Project # S340388-05. The Ha nover Sewerage Authority (HSA) is
repl acing the existing influent wastewater comminutors with
a utomatic bar s creens, replacing the existing cover a nd mixing
s ys tem for Pri mary Digester No. 2, expanding the digester building
el ectrical room, modifying the main plant electrical switchgear,
repl acing the existing sulfur dioxide gas dechlorination system with
l i quid s odium bisulfite feed, a nd installing cogeneration equipment.
Project # W2112001-001. Reha bilitation of the Autumn La ne Well &
Pump Sta tion, including the installation of equipment to increase
effi ciency a nd water quality a nd s treamline the water delivery
process, to bring the facility i n compliance with NJDEP Safe Drinking
Wa ter requirements. The equipment to be installed include a
pi tl ess a dapter, a new reduced pressure zone va lve, a new s kidmounted booster pump system and controls, a new well control
pa nel a nd a new chemical safety s ystem. The existing 8,000 ga llon
s teel underground potable wa ter hydropneumatic ta nk will be
removed and replaced with a 5,000 ga llon single wall fi berglass
rei nforced plastic underground potable water s torage ta nk. In
order to i mprove the s tructural i ntegrity a nd safety of the facility,
the pump house basement will be eliminated and new elastomeric
s heet roofing will be i nstalled.
Project # W1603001-006 Stra ti fication of drinking water s upply i n
the Stora ge Ta nk (Standpipe) has a ged the source of drinking water
a t the top of the Standpipe requiring the installation of a s mall
hors epower mixer. Central Avenue Standpipe improvements
i ncl ude i nterior and exterior painting, the Standpipe mixer, a nd
reha bilitation of the valve va ult. Site i mprovements i nclude the
repl acement of the Low Service Building roof a t the site of the
Sta ndpipe as well as the rehabilitation of an existing masonry
reta i ning wall, built to retain the hillside into which the Standpipe is
cons tructed. Improvements to the wall require the extension of 33
feet a t heights of up to 2 feet, in order to reduce the erosion
potential of the site a nd to maintain the s tructural i ntegrity of the
Sta ndpipe a nd the excavation of a pproximately 50 cubic ya rds of
s oi l material when the area a djacent to the Standpipe foundation is
regra ded.
Project # W1603001-012. The MUA proposal a ddresses the leakage
from the Hi gh Service Reservoir, built in the 1950s, a t a remote
hi l ltop site a s well as ma ke security i mprovements.
Project # W1603001-013. The former filtration plant project i nclude
the demolition of the above gra de structures no l onger functional or
requi red as well as i mprovements to security, the building,
Supervisor Control And Data Accounting (SCADA), a nd the s ite.
Mercha ntvillePennsauken
WC
$2,571,000
4/19/2013
5/7/2014
Interim
Newfi eld
Borough
$995,086
2/14/2014
6/5/2014
Interim
Newfi eld
Borough
$9,864
2/14/2014
6/5/2014
Interim
Ocea n Gate
Borough
$450,000
6/6/2013
5/7/2014
Interim
Ocea n Gate
Borough
$75,000
2/8/2013
N/A
Interim
Ocea n
Towns hip
$377,588
6/21/2013
5/7/2014
Ol d Bri dge
MUA
$558,175
4/10/2014
5/7/2014
Interim
Ol d Bri dge
MUA
$204,658
4/10/2014
5/7/2014
Interim
Project # W0424001-007. The Pa rk Avenue ta nk, a 3 mi llion gallon
el evated water ta nk located at the corner of Park Avenue and
Ha ddonfield Road in Pennsauken, has been i nspected a nd
determined to be i n need of painting. The existing coating of the
enti re ta nk will be removed by sandblasting and re-painted using a
three coat epoxy s ystem. The i nterior of the ta nk will be blasted and
pa i nted with an AWWA approved painting s ystem. Some minor
repa irs are a lso necessary i ncluding replacement of mesh s creen,
repa ir of concrete foundations and s ome a ntenna relocation work.
Project # W0813001-001. Thi s project will install a ra dium removal
trea tment system on Well #5 fa cility, l ocated on Ca tawba Avenue.
In a ddition, the project i ncludes the construction of a s tand-alone
768 SF ma s onry building on the s ubject property to house two fully
a utomated skid mounted packaged media filter batteries configured
i n pa rallel. Further improvements are the i nstallation of a n outside
generator, modification to the existing well house, including well
pump modification as well as miscellaneous site work i ncluding
peri meter fencing. The scope of the project will include the
i ns tallation of a new sixteen inch (16") chlorine contact l oop, which
wi l l provi de about 2,000 ga llons of storage with a 1.0 ba ffling factor.
Project # W0813001-002. Replacement of the interconnect
meteri ng s tation which the Borough uses as an emergency
i nterconnect with its neighbor the Ci ty of Vi neland.
Project #S340151-01. The project is a rehabilitation of the
Borough's entire sanitary s ewer s ystem of 204 ma nholes and 50,650
l i near feet (LF) of 8-i nch ca st iron piping. The work includes cleaning,
tel evising the sanitary s ewer main, manholes and laterals, s pot
repa irs, lining, releveling manhole l ids, and chemical grouting where
di rected.
Project # W1521001-001-1. Wi nd turbine for powering the existing
wa ter s ystem
Project # S340112-03-1. The proposed project will remove the
exi s ting s ewer main of a pproximately 3,241 l i near feet of 8-inch
di a meter a sbestos cement pipe (ACP) s ewer main on Hornblower
Dri ve (2,245 LF), Ski pper's Boulevard (242 LF), a nd Bluebeard Drive
(754 LF) i n the Skipper's Cove development of the Township a nd
repl ace it wi th an 8-inch diameter SDR-35 and C900 PVC s ewer main
i n the same trench. As part of this work, 15 ma nholes, 99 building
l a terals, and other a ssociated appurtenances will also be replaced
a nd a ll s treet pavement will be reconstructed.
Project # W1209002-007. Ol d Bri dge Municipal Utilities Authority
wi l l repair the “Route 516 a nd the Higgins Road” water s torage
ta nks i ncluding a brasive blast, spot grind, fill, weld and paint the
i nterior a nd exterior of both ta nks. Ca thodic protection and water
mi xers will be installed. The joints around the base of the tanks will
be grouted, caulked a nd repairs to railings a nd va ndal deterrents
wi l l be made. Approximately 1,360 l inear feet of 16-inch HDPE,
2,320 feet of 16-i nch DR 18 PVC, 70-l i near feet of 8-i nch a nd 30l i near feet of 6-inch pipe, valves, chambers a nd a ncillary
components will be installed to provide a hydraulic interconnection
between the two tanks.
Project # W1209002-010. Ol d Bri dge Municipal Utilities Authority,
(OBMUA) proposes to replace a wa ter main along County Route 516
between John Partridge Road and Royal Tee Court. The work will
i ncl ude removal of the old water main a nd i nstallation of
a pproximately 2,300 l i near feet of 16 i nch diameter DR 18 PVC
wa ter main. Additional work will i nclude i nstallation of six fire
hydra nts, and va lves.
Wa rren
County MUA
(Pequest)
$3,158,674
1/21/2014
5/7/2014
Interim
Wa tchung
Borough
$1,219,343
12/23/2013
5/7/2014
Interim
Project # S340454-04 . The project upgrades the Authority's existing
Oxford Area Wastewater Treatment Facility a s follows: construct 1)
a new i nfluent meter chamber; 2) a fi ltration building with two
a utomatic backwash disc filtration sys tem (1 a ctive, 1 s tandby); 3)
two new final clarifiers to replace the existing final clarifiers, which
wi l l be taken offline; 4) a new aeration basin with two zones; 5) a
new gra vity s ludge thickener; a nd 6) a new metal garage building. In
a ddition, the work will modify 1) the existing influent pumping
s ta tion; 2) modify a portion of the existing primary s ettling ta nks to
be a n oil/grease s kimming tank; 3) the remaining portion of these
ta nks as well as a portion of the existing aeration ta nks for the
Ludza ck-Ettinger treatment process to create two a noxic zones and
two a erobic zones; and 4) the existing chlorine contact facilities. The
project i ncludes the installation of a new i nfluent mechanical s creen
i n the i nfluent pumping chamber and a new 350Kw s tandby
generator. Finally miscellaneous i mprovements include replacing
exi s ting blowers, adding instrumentation and control devices,
ma ki ng safety a nd efficiency upgrades to the existing i nfluent pump
s ta tion structure, a nd i mprovi ng existing process and utility piping.
Project #S340823-02. Ins tallation of a pproximately 3,200 Li near
Feet (LF) of 8-inch diameter gravity s ewer pipe along Johnston Drive
a nd Right of Wa y (ROW #1), a pproximately 550 LF of 8-i nch
di a meter gra vity s ewer pipe along Valley Drive, and approximately
1,450 LF of 2-i nch diameter l ow head force main. The proposed 2i nch diameter low head force main s ervices a ri ght of way for 18
gri nder pumps a nd required piping and appurtenances installed and
ma i ntained by individual homeowners.
Short Term Loans
2015 Financing Program (As of March 15, 2015)
Sponsor
Bri ga ntine
Ci ty
Amount
$300,000
Date
Issued
2/25/2015
Maturity
Date
2/24/16
Loan Type
Description
Cons truction
Project # W0103001-500. The Ci ty of Bri gantine is replacing the
exi s ting a ged and outdated Well No. 4 wi th Well No. 9 to a ddress
wel l casing standards. Proposed Well No. 9 s hall be drilled within
100 feet of existing well No. 4 to a pproximately the same depth of
788 feet a nd pumped a t an equal diversion rate of 1,000 ga llons per
mi nute. Permanent well pump and motor will be furnished a nd
i ns talled. Additionally, a well house with treatment facilities to treat
the wa ter from Well No. 9 will be constructed a t an elevated level to
enhance resiliency. Well No. 4 wi ll be a bandoned a nd sealed along
wi th Well House No.4 being demolished.
Ca mden Ci ty
$10,000,000
6/30/2014
5/21/15
Interim
Ca mden
County MUA
$5,657,000
6/30/2014
5/21/15
Interim
$1,537,000
6/30/2014
5/1/15
Interim
Ewi ng
La wrence SA
Project # S340366-09. CSO reha bilitation project of 8 wastewater &
1 ejector pump s tations. Contract 1 replaces the Ejector Sta tion
wi th a new modular “package” s ystem and rehabilitates Arch Street,
Fa i rview Avenue and Ferry Avenue pump stations. Contract 2
reha bilitates Baird Boulevard, Federal Street, Mount Ephraim
Avenue, Pi ne Street a nd State Street pump stations a nd provides a
new SCADA Sys tem using web-based cellular transmission to send
a l arms and data to the Morri s Delair Water Treatment Plant.
The pump s tation rehabilitation work under both contracts includes
the fol lowing:
Replace existing roofs a nd provide new pumps at s pecified pump
s ta tions as required. Replace electrical and electronics at Ferry
Avenue pump s tation and install in a separate facility a ttached to
exi s ting pump station. Install new discharge a nd s uction pipes as
necessary a nd prepare and paint a ll new a nd existing s uction a nd
pi pe exterior s urfaces. Repair brick fa cades, s eal windows using
bri ck a nd mortar to ma tch exterior fa cades, upgrade ventilation
s ys tems a nd i ntegrate with automatic a ctuated l ouver vents and
hea ting systems and remove incidental vegetation as required for
work. Seal physical barrier between wet well and dry well a reas.
Replace potable water supply pipe a nd fi xtures. Replace or repaint
wi ndow mounted s ecurity gra tes and upgrade interior a nd exterior
l i ghting. Provi de: 1) s ink style eye wash s tations; 2) new fences a nd
new fa cility doors a s needed; 4) roll up security doors; 5)
commi nutors; 6) discharge flow meters; a nd 7) emergency back-up
generator power s ource at certain pump s tations
Project # S340640-14. The project i s designed to a ddress storm
wa ter control a nd i mprove water quality i n the Ci ty of Ca mden by
a ddressing contaminants from the American Mi nerals s ite which
fl ow to the Delaware River i mpacting water quality. Contaminants
a t the former American Minerals i ndustrial site will be removed and
remediated. In addition the project will i nclude fl ood prevention
work wi thin the Ci ty’s combined s ewer s ystem.
Project # S340391-11. Cons truct new preliminary treatment
bui lding to house influent s creens. The project will reroute force
ma i ns from the Ewing a nd Lawrence collection s ystem to the new
bui lding a nd relocate the Ewing Township influent flow meter
cha mber. In addition, the project will i nstall: 1) gri t removal
s ys tem; 2) enclosed conveyor sys tem to convey processed
s creenings and grit to dumpster; 3) a new Biofilter to control odors;
4) new precast concrete valve va ult for new effluent pumping
s ta tion to be used during flood conditions and located adjacent to
chl orine contact tank; 5) new s ubmersible vertical turbine type
s ervi ce water pumps; 6) new effluent algae s creening sys tem; 7)
ba ckup comminutor; a nd 8) plant piping system. In addition, the
fol l owing i mprovements will be made: 1) retrofit existing chlorine
conta ct ta nk with a n Ultraviolet disinfection sys tem to meet
compl iance standards for dichorobromomethane (DCBM); 2)
i ncrease height of perimeter walls of existing chorine contact tank
to a l low s ystem to operate during flood conditions of the
As s umpink Creek; 3) correct hydraulic bottlenecks within treatment
pl a nt by replacing va rious piping a nd va lves within the two primary
trea tment trains; 4) replace collector mechanism on primary
cl a ri fiers, intermediate clarifiers & s ludge gravity thi ckeners; 5)
i mprove electrical and monitoring system for new treatment
equipment; 6) modify La wrence Screening Chamber7) replace sluice
ga tes, final clarifier weir pans, equipment va lves & pi ping system;
a nd 8) i mprove plant lighting and HVAC s ystem. Finally, s tructural
i mprovements of concrete and masonry repair of clarifiers and
other plant structures.
Hopa tcong
Borough
$11,589,405
9/12/2014
9/11/15
Interim
Mi l l town
Borough
$10,000,000
12/29/2014
12/28/15
Interim
Ocea n
Towns hip
$139,500
2/25/2015
2/24/16
Cons truction
Ocea n
Towns hip
$564,296
2/25/2015
2/24/16
Cons truction
Ora dell
Borough
$1,555,942
6/30/2014
5/21/15
Interim
Roos evelt
Borough
$558,000
6/19/2014
5/21/15
Interim
South
Monmouth
RSA
$2,950,391
2/7/2014
6/30/15
SAIL
Project # S340488-4-1. The procurement a nd i nstallation of
a pproximately 456 gri nder pumps, the construction of two (2)
pumping s tations, the installation of a pproximately 39,027 l i near
feet of gra vity s ewers ra nging i n size from 8-inch to 15-i nch
di a meter, the installation of a pproximately 23,225 l i near feet of low
pres sure s ewers ra nging i n size from 1-1/2 inch to 3-inch diameter
a nd the i nstallation of approximately 8,377 l inear feet of force
ma i ns ra nging i n size from 6-inch to 10-i nch diameter. The
a nti cipated daily a verage flow is a pproximately 0.2 mi llion gallons
per da y. Al l construction is now complete and the new facilities a re
i n operation.
Project # S340102-03. The exi sting electrical substation is located
a pproximately 150 feet from the La wrence Brook a nd within its 100
yea r fl oodplain. The proposed project i nvolves construction of a
new electrical substation at a location outside of the 100 year
fl oodplain. The proposed work i ncludes site cl earing and rough
gra di ng; retaining wall and access stairs; underground conduit,
foundation for tra nsformers, s upport s tructure for overhead electric
equipment; switch gear building (approximately 20 feet by 90 feet);
el ectrical equipment including vacuum control breakers,
tra ns formers, switches, busway, conduit, electrical ca ble and utility
pol es; a ccess road to allow maintenance of electrical equipment;
ma s onry s creening wall; s ite restoration that includes grading,
l a ndscaping, fencing a nd paving; a nd a ll other components
necessary a nd i ncidental to the construction of a new fully
functi onal electrical s ubstation.
Project # S340112-05. Ocea n Township proposes to purchase two
tra i ler mounted a nd towable generators to be used as a backup
s ource at va rious wastewater pumping s tations. One of the
generators will be used and stored at Dock Avenue pump s tation
a nd the other stored a t Municipal Complex and used for the
rema ining wastewater pump stations. Also, the reconfiguration of
el ectrical s ervice connections for the emergency generator
receptacle a t the Bayshore Pumping Station will be i ncluded. The
receptacle will be raised a bove the 500 year fl ood elevation.
Project # W1520001-500. The proposed project involves the
purcha se and installation of a new emergency generator a t the
Muni cipal Complex Wa ter Treatment Pl ant, Pebble Beach Water
Trea tment Plant, a nd Well No. 5.
Project # S340835-03. The Borough continues a multi-phased
a pproach of televising, sanitary s ewer replacement, a nd sanitary
s ewer l ining. Phase 3 i mprovements will consist of the
reha bilitation required as a result of the completed vi deo
i ns pection. Approximately 1,550 l i near feet of existing 8-inch
di a meter a sbestos concrete pipe a nd existing 8-inch vitrified clay
pi pe will be replaced with polyvi nyl chloride (PVC) a nd ductile i ron
(DIP) pi ping. The proposed project also i ncludes the relining of
11,960 l i near feet of existing 8-inch sewer pipe a nd chemical root
control treatment of 13,300 l i near feet of 8-inch sewer pipe.
Project # W1341001-004. The Borough of Roosevelt will make
s everal improvements to the drinking water treatment plant.
Improvements i nclude replacement of the filter ta nks and piping,
a nd replacement of the aerator a nd sedimentation pump.
Project # S340377-03. South Monmouth Regional Sewerage
Authori ty (SMRSA) will construct a replacement pump station for
the La ke Como Pump Station to be l ocated a t 1800 Pa rkway. The
pump s tation will be a dry/wet well type s tation and is designed for
a pumping capacity of 1,330 gpm. El ectrical equipment and
control s, including a generator, will be housed i n the pump s tation
bui lding. This new location puts the proposed pump s tation out of
the fl ood hazard zone.
South
Monmouth
RSA
$1,532,225
9/23/2014
9/22/15
SAIL
Wi l dwood
Ci ty
$2,500,000
6/4/2014
5/20/15
Interim
Wi l dwood
Cres t Borough
$12,517,912
5/30/2014
5/21/15
Interim
Project # S340377-04A. South Monmouth Regional Sewerage
Authori ty (SMRSA) proposes to replace the Pi tney Avenue Pump
Sta ti on with a "mobile enclosure" (trailer) pumping s tation that will
be designed with a pumping capacity of 400 ga llons per mi nute.
The mobile enclosure will house the pump station's main electri cal
components and emergency generator and will be located at the
current Pi tney Avenue Pump Station site. In the event of a
foreca sted storm or flood event, the mobile unit will be a ble to
di s connect from the pump station a nd be relocated to higher
ground. A "s acrificial" temporary di esel powered pump will be left in
i ts place until the storm event subsides.
Project # W0514001-002. The Ci ty of Wi ldwood will replace existing
deteriorating a nd/or undersized concrete water mains, water
s ervi ces, accessory components s uch a s fire hydrants and
i ns tallation of all associated appurtenances in existing s treets with
no wa ter mains for l ooping purposes to a ddress flow, ci rculation,
a nd water quality i ssues. The proposed project will i mprove system
effi ciency, reliability a nd integrity while maintaining drinking water
qua lity i n compliance with State a nd Federal Safe Drinking Water
Act requirements.
Project # S340719-03. The replacement of the existing deteriorated
s a nitary s ewer mains along New Jersey Avenue and several s ide
s treets. The Borough will also be replacing one existing sanitary
s ewer pumping s tation at Topeka Avenue l ocated a long New Jersey
Avenue and decommissioning the existing sanitary s ewer pumping
s ta tion at Stanton Road.
Project # S340719-04. Upgra des to i ts storm s ewer s ystem that will
hel p reduce the occurrence of stormwater flood conditions which
a l so overburdens the sanitary s ewer sys tem, occasionally ca using
s a nitary s ewage to overflow.
Short Term Loans
Fiscal Year 2016 Financing Program (as of March 15, 2015)
Sponsor
Amount
Date
Issued
Maturity
Date
Loan Type
None
Description
APPENDIX G
APPENDIX G
Distribution of Financing Program Funds
Throughout the State SFY1987 - SFY2014
County Loan Amounts
Atlantic
$
124,911,238
Bergen
$
502,101,749
Burlington
$
406,724,026
Camden
$
698,535,476
Cape May
$
70,541,361
Cumberland
$
51,032,649
Essex
$
646,052,607
Gloucester
$
126,525,166
Hudson
$
483,428,234
Hunterdon
$
82,349,782
Mercer
$
306,803,310
Middlesex
$
629,742,853
Monmouth
$
353,941,697
Morris
$
395,052,638
Ocean
$
540,164,175
Passaic
$
196,841,079
Salem
$
46,973,513
Somerset
$
151,083,507
Sussex
$
78,462,298
Union
$
325,555,778
Warren
$
97,941,757
$ 6,314,764,893
TOTAL
APPENDIX H
APPENDIX H
Status Reports on Projects Funded
in the SFY1988 through SFY2015
Financing Programs
LOAN
RECIPIENT
PROJECT /
CONTRACT
NO.
TOTAL
ALLOWABLE
COST
% PAID/
Advertise
Target
%
CONSTRUCTION
COMPLETE/
Award Target
PROJECT STATUS
ACTIVE PROJECTS
ALL PROJECTS SFY 1988 - SFY2002 CLOSED OUT
SFY 2003 LOANS
2002 FINANCING PROGRAM
Bri ck Twp MUA
S340448-05/06
$
8,369,206
98%
99%
North Hudson SA
S340952-01
$
32,402,800
87%
70%
A 11/14
A 3/15
contra ctor dispute
Fi nal contract rec'd
ATAdverti se
fi nal contract awarded
3/19/15
1,689,656
76%
100%
Pa yment i n office
99%
92%
Contra ct W-1234
SFY 2004 LOANS
ALL PROJECTS
CLOSED
2003 FINANCING PROGRAM
SFY 2005 LOANS
2004 FINANCING PROGRAM
Mi ddlesex Boro
SFY 2006 LOANS
S340698-01
$
2005 FINANCING PROGRAM
Newa rk Ci ty
S340815-05/07
$
25,372,726
North Hudson SA
S340952-05/01-1
$
8,051,745
Contra ct W-1234
Wes t Ora nge Twp
80%
A 3/15
$
2,434,182
80%
98%
Ca mden Co MUA
2006 FINANCING PROGRAM
S340640-08-1/70903&04
$
33,802,462
87%
99%
Pa s saic Valley SC
S340689-01/03&10
$
34,050,675
27%
27%
North Jers ey District
WSC(64%/36%)
1613001-015/017
$
3,455,273
40%
A
9/29/14
45%
T 05/15
71%
70%
T 05/15
T 07/15
90%
90%
T 05/15
T 07/15
SFY 2007 LOANS
S340865-02
40%
A 11/14
Wa naque South PS
(64%/36%)
SFY 2008 LOANS
Fra nklin Twp SA
2007 FINANCING PROGRAM
S340839-01
$
12,500,000
Contra ct 2
Jers ey Ci ty MUA
N92 928-05
WPS-2007-23-NB(rebid)
$
12,151,154
now a cti ve/supp l oan
a wa rded in SFY14
Fi nal contract rec'd
ATAdverti se
expected completion
6/15
Expected completion
6/15
cons truction ta rget
compl etion 3/18
Redesign i n progress
Auth. To i ssue RFP
9/29/14
upda ted schedule & a dd
cont to be a warded
fl ow s tudy complete
ATAdv pending on final
contra ct
Ma gnolia Boro
S340285-01/2
Newa rk Ci ty
S340815-08/09/10
Pri nceton Sew Oper
Com Boro
Pri nceton Sew Oper
Com Twp
Trenton Ci ty
SFY 2009 LOANS
4th St.,
Del avan,Roanoke
S340656-04A
S340656-04B
1111001-004-1
1,826,574
89%
99%
$
32,050,707
74%
70%
T 05/15
T 7/15
S340952-10/11
Pa ters on Ci ty
N92 850-03
Outfa ll Facility CSO
Poi nt 029
$
1,696,443
62%
99%
Appealed 30 da y l etter
$
1,696,443
62%
99%
Appealed 30 da y l etter
$
12,881,160
84%
99%
a wa rd of final contract
i mmi nent
$
11,112,036
75%
98%
cons truction complete
by 6/15
$
8,757,606
0%
0%
ta rget completion 12/15
A 11/14
T 5/15
S340656-05A
$
2,068,454
46%
100%
Appealed 30 da y l etter
$
2,068,454
46%
100%
Appealed 30 da y l etter
2009 FINANCING PROGRAM
S340697-04
$
7,700,000
81%
77%
Ca rteret Boro
S340939-05
$
4,030,000
64%
100%
Gi bbsboro Boro
S340871-03
$
1,039,614
49%
98%
Jers ey Ci ty MUA
S340928-05-1
Newa rk Ci ty
S340815-13
$
Newa rk Ci ty
Pa rs i ppany-Troy Hills
Twp
Pa s saic Valley SC
S340815-17
Pa s saic Valley SC
Rocka way Va lley Reg
SA
Toms River MUA
S340756-02
Atl a ntic Ci ty MUA
0102001-002/004
Atl a ntic Ci ty MUA
0102001-003
1327001-001
SFY 2010 LOANS
Ba ys hore RSA
ARRA
S340656-05B
$
2,041,195
ARRA
ARRA
ARRA
ARRA
Ma na squan Boro
NJ Wa ter SA (SE
Mon MUA)
Trenton Ci ty
SFY 2011 LOANS
Lyndhurs t Twp
a wa iting final payment
ATAdv pending on final
contra ct. ta rget comp.
6/15
0%
90%
T 05/15
T 06/15
5,256,860
86%
98%
$
12,873,134
74%
100%
$
25,344,280
93%
98%
S340689-15A
$
17,383,494
83%
90%
S340689-15B
$
31,702,276
83%
91%
$
2,830,000
57%
100%
$
10,120,000
82%
92%
$
3,096,156
87%
99%
$
1,980,000
79%
98%
$
6,279,000
77%
99%
$
7,984,518
79%
100%
$
8,550,000
91%
98%
contra ct -003 i s 100%
compl ete
Precon to a ccommodate
ACO
2010 FINANCING PROGRAM
S340426-08
$
3,190,000
98%
98%
fi nal payment due
WPS-2007-23-NB(rebid)
ARRA
s i te remed issues/const.
compl . pending
ATAdv pending on final
contra ct
2008 FINANCING PROGRAM
North Hudson SA
Pri nceton Sew Op
Com Boro
Pri nceton Sew Op
Com Twp
$
S340886-01
S340145-01
1352005-002/003
1111001-006
a wa iting payment
2 envi ronmental i tems
rema in for payment
Montgomery Twp
S340130-02-1
$
9,660,500
94%
100%
Newa rk Ci ty
Northwest Bergen
Co UA
Norwood Boro
S340815-20
$
12,816,520
89%
100%
S340700-10
$
3,360,000
98%
100%
S340230-01
$
1,073,700
80%
100%
Ocea n Co UA
S340372-42/43/44
$
8,282,318
90%
100%
Pa s saic Valley SC
S340689-18
$
19,064,258
87%
80%
Stony Brook Reg SA
S340400-06
$
12,021,600
96%
99%
Sus sex Boro
S340155-01
$
1,150,800
70%
100%
Boonton Town
1401001-001
$
1,285,388
78%
80%
Ea s t Ora nge Ci ty
0705001-008
$
7,324,000
34%
60%
Is land Heights Boro
1510001-002/003
$
4,902,000
85%
99%
Sa yrevi lle Boro
1219001-007
$
15,610,000
97%
98%
Sea Girt Boro
1344001-001/002-1
$
848,516
84%
94%
Trenton Ci ty
1111001-009
$
13,490,000
32%
50%
$
192,433
72%
100%
$
239,924
89%
100%
SFY 2012 LOANS
2011 FINANCING PROGRAM
Ca pe Ma y Co MUA
S340661-17
Ca pe Ma y Co MUA
S340661-18
El i zabeth Ci ty
S340942-11
$
7,098,417
75%
99%
Ha nover SA
S340388-04
$
4,890,305
91%
96%
Jers ey Ci ty MUA
S340928-06-1
$
1,800,160
64%
100%
Li nwood Ci ty
S340217-02
$
1,541,242
92%
100%
Ma ywood Boro
S340226-01
$
876,628
84%
100%
Kea rny MUA
S340259-09
$
1,873,270
46%
100%
a wa iting final payment
Precon l ag delays
Cons truction Lag
extended by DEP
30 da y l etter sent 8/6/14
a nd a ppealed
30 da y l etter sent 8/6/14
a nd a ppealed
i n contact with loanee
worki ng with loanee
fi nal i nspection held on
2/10/15
Montcl air Twp
S340837-02
$
973,243
67%
98%
Newa rk Ci ty
NW Bergen County
UA
Ocea n County UA
S340815-12
$
16,757,632
90%
100%
$
5,127,721
95%
90%
S340372-45
$
5,019,123
58%
75%
Ol d Bri dge MUA
S340945-08
$
8,974,000
99%
96%
Ol d Bri dge MUA
S340945-10
$
3,271,000
98%
98%
Pl easantville Ci ty
S340752-01
$
1,161,401
80%
100%
worki ng with loanee on
fi nal payment
Pri nceton Boro
S340656-07A
$
1,522,859
52%
100%
Appealed 30 da y l etter
Pri nceton Twp
S340656-07B
$
1,661,872
69%
100%
Appealed 30 da y l etter
Ra ri tan Twp MUA
S340485-06
$
1,071,357
96%
100%
Ra ri tan Twp MUA
S340485-08
$
1,501,120
99%
100%
Ha mmonton Town
0113001-004
$
3,161,555
84%
100%
Kea rny Town
0907001-001
1514002002/6/7/8/9/10-1
1514002-011
$
870,504
89%
95%
$
2,065,348
73%
99%
$
3,241,041
88%
99%
La kewood Twp MUA
La kewood Twp MUA
S340700-09
fi nal payment expected
ea rl y 2015
Ma ta wan Boro
1329001-001
$
4,816,900
85%
98%
Wes tville Boro
0821001-002
$
863,625
86%
95%
del ays due to eng issues
Wes tville Boro
0821001-003
$
98,440
49%
95%
fi nal payment i mminent
SFY 2013 LOANS
Ca l dwell Borough
2012 FINANCING PROGRAM
S340523-04-1
$
421,500
0%
100%
Fi nal payment i n office
Ci nna minson
S340170-06
$
1,710,376
52%
96%
i n contact with loanee
Cra nford Township
Ja cks on Township
MUA
Jers ey Ci ty MUA
S340858-01
$
991,000
74%
96%
i n contact with loanee
$
546,535
89%
100%
S340928-09
$
1,033,140
47%
100%
Jers ey Ci ty MUA
S340928-10
$
3,424,000
82%
100%
Mi l l town Borough
S340102-02-1
$
595,986
50%
100%
Morri s Township
New Jers ey Ci ty
Uni versity
Ocea n County UA
S340724-05
$
5,762,020
93%
99%
$
13,574,732
92%
100%
S340372-50
$
992,000
88%
100%
Ocea n County UA
S340372-51
$
4,104,082
85%
100%
Perth Amboy Ci ty
S340435-09
$
2,509,718
58%
99%
$
873,000
73%
97%
$
383,964
87%
98%
S340953-03
S340111-02
Col l ingswood
Borough
Col l ingswood
Borough
Col l ingswood
Borough
Fl emington Borough
$
336,721
25%
10%
1009001-006/007
$
919,006
97%
100%
Ha mmonton Town
0113001-005
$
2,070,400
94%
94%
Jers ey Ci ty MUA
0906001-007
$
7,519,748
97%
100%
Ma nchester UA
1603001-011
$
715,303
85%
95%
Ma rl boro Township
1328002-001
$
6,826,257
87%
80%
Mi l l ville Ci ty
NJWSA - Southeast
Monmouth MUA
Ocea n Township
0610001-002
$
3,700,000
87%
100%
$
8,372,309
95%
99%
1520001-004
$
752,319
55%
100%
Vi neland Ci ty
0614003-010
$
2,542,080
93%
100%
Woodbury Borough
0822001-001
$
3,349,708
0%
100%
2013 FINANCING PROGRAM
S340337-03
$
648,123
81%
99%
SFY 2014 LOANS
Bel lmawr Borough
0412001-003
0412001-004
0412001-005
1352005-005
Cha tha m Township
S340403-07
$
5,463,201
82%
90%
Del ran Township
S340794-07
$
1,959,400
18%
13%
Eves ham MUA
S340838-04
$
1,589,958
70%
24%
Eves ham MUA
S340838-05
$
2,706,138
43%
65%
Ewi ng La wrence SA
S340391-10
$
23,543,865
32%
35%
Fa nwood
S340429-01
$
1,369,674
90%
100%
Gl oucester Ci ty
S340958-05
$
1,340,290
52%
95%
Gl oucester Township
S340364-10
$
1,564,341
0%
90%
i n contact with loanee
i n contact with loanee
Ti me extension until
3/30/15
i n contact with loanee
Ha milton Township
MUA
Ha mmonton Town
S340903-04
$
953,000
93%
90%
S340927-05
$
3,651,767
76%
100%
Ha nover
S340388-05
$
8,892,400
0%
90%
Jers ey Ci ty MUA
Long Beach
Towns hip
Long Beach
Towns hip
Long Hi ll Township
Ma pl e Shade
Towns hip
Mi ddlesex County
UA
Newa rk Ci ty
S340928-12
$
9,265,000
86%
50%
$
3,160,000
71%
85%
$
576,173
86%
100%
$
3,364,000
72%
85%
$
1,817,142
92%
95%
$
5,624,702
70%
65%
S340815-05-1
$
2,428,440
0%
90%
Newa rk Ci ty
S340815-21
$
10,393,000
52%
95%
North Bergen MUA
Northwest Bergen
County UA
Ocea n County
S340652-13
$
5,753,033
74%
75%
S340700-09-1
$
575,000
70%
90%
S344080-05
$
2,621,000
0%
95%
Ocea n County UA
S340372-48
$
15,800,000
88%
95%
Ocea n Township
S340112-03-1
$
389,848
0%
100%
Ocea n Township
S340112-04
$
366,182
0%
100%
Pa l myra
S340030-04
$
3,549,000
68%
61%
Pa s saic Valley SC
S340689-03-1
$
9,710,590
0%
0%
Pa s saic Valley SC
S340689-10-1
$
12,464,493
0%
0%
Pa s saic Valley SC
S340689-20
$
4,427,819
93%
97%
Perth Amboy Ci ty
S340435-10
$
2,278,337
30%
80%
Phi l lipsburg Town
S340874-05
$
7,810,000
34%
50%
Pi ne Hill MUA
Poi nt Pl easant
Borough
Toms River Township
MUA
Toms River Township
MUA
Wa rren County
(Pequest) MUA
Wi l lingboro MUA
S340274-04
$
666,666
29%
80%
$
1,644,646
0%
18%
$
1,240,688
12%
90%
$
3,082,302
86%
90%
$
11,665,144
60%
50%
S340132-04
$
2,031,627
57%
70%
Wi l lingboro MUA
S340132-05
$
1,122,504
55%
70%
$
680,009
39%
100%
1401001-002-1
$
759,880
86%
100%
Bri elle Borough
1308001-001
$
3,529,000
19%
20%
Cl a yton Borough
Cl a yton Borough
(NANO)
Cl i nton Town
0801001-001
$
2,057,000
73%
75%
$
738,000
100%
60%
1005001-005
$
1,508,244
76%
50%
Gl oucester Ci ty
0414001-016
$
880,483
35%
95%
Gl oucester Ci ty
0414001-017
$
321,669
59%
95%
Berkeley Township
MUA
Boonton Town
S340023-05
S344170-02
S340404-06/08
S340710-08
S340699-10
S340428-01
S340145-03
S340145-04
S340454-04
1505004-006
0801001-001
i n contact with loanee
i n contact with loanee
worki ng with loanee on
fi nal
worki ng with loanee on
fi nal
i n contact with loanee
i n contact with loanee
Ha milton Township
MUA
Ha mmonton Town
Ha mmonton Town
Long Beach
Towns hip
Ma nchester Uti lities
Authori ty
Ma nchester Uti lities
Authori ty
Ma nchester Uti lities
Authori ty
Ma ta wan Borough
Mi ddlesex Water
Compa ny
NJAWC (Penns
Grove)
$
2,703,000
93%
90%
0113001-008
$
431,547
42%
22%
0113001-009
$
1,007,405
82%
90%
$
2,588,911
79%
85%
$
1,051,245
93%
99%
$
262,269
89%
99%
$
728,521
91%
99%
$
880,913
0%
2%
$
3,753,673
89%
98%
$
11,647,500
79%
100%
$
577,524
0%
100%
1517001-014
1603001-006
1603001-012
1603001-013
1329001-005
1225001-015
1707001-005
Ocea n Township
1520001-005
Ol d Bri dge MUA
1209002-007
$
5,071,750
66%
50%
Ol d Bri dge MUA
1209002-010
$
1,223,780
72%
95%
Pi ne Hill MUA
0428002-002
$
334,732
0%
90%
Sta nhope Borough
1919001-001(NANO)
$
1,000,000
97%
100%
Sta nhope Borough
1919001-001
$
892,000
88%
100%
Vi neland Ci ty
0614003-011
$
2,813,333
95%
100%
di rect l oan
i n 1 yr performance
peri od
worki ng with loanee on
fi nal
i n 1 yr performance
peri od
Wi l lingboro MUA
0338001-004
$
120,321
23%
40%
Wi l lingboro MUA
0338001-006
$
571,812
7%
30%
Wi l lingboro MUA
0338001-007
$
477,050
36%
70%
$
11,155,000
25%
65%
$
5,657,000
46%
80%
$
1,537,000
34%
35%
$
10,000,000
33%
15%
$
1,555,942
72%
90%
i nterim closed 12/29/14
i nterim closed on
6/30/14
$
8,811,592
60%
75%
i nterim closed 5/30/14
$
3,706,320
49%
75%
i nterim closed 5/30/14
0514001-002
$
2,500,000
59%
75%
i nterim closed 6/4/14
1341001-004
$
558,000
0%
0%
i nterim closed 6/19/14
SFY 2015 LOANS
2014 FINANCING PROGRAM
Ca mden Ci ty
S340366-09
Ca mden County
MUA
S340640-14
Ewi ng-Lawrence SA
S340391-11
Mi l l town Borough
S340102-03
Ora dell
S340835-03
Wi l dwood Crest
Borough
Wi l dwood Crest
Borough
Wi l dwood Ci ty
S340719-03
S340719-04
Roos evelt
Updated:
0112001-003
04/15/15
178
TOTAL ACTIVE
$
891,545,971
1005
TOTAL CLOSED
$
4,882,017,088
1183
GRAND TOTAL
$
5,773,563,059
i nterim closed on
6/30/14
i nterim closed on
6/30/14
i nterim closed on
6/30/14
This Page Intentionally Left Blank
APPENDIX I
APPENDIX I
Pro Forma Aggregate
Trust/Fund Financing for
Allowable Project Costs
APPENDIX J
APPENDIX J
New Jersey Environmental Infrastructure Trust
FY2016 Financing Program Schedule
November 2015 Bond Sale
2015
January 1 January 31
-
Trust compiles contact information for Borrowers and Borrower Bond Counsel.
Prior to
January 15
-
Deadline for submission of January Report to the State Legislature.
February 20
-
Trust makes Construction Loan Program Financial Addendum Forms available on its website.
March 12
-
Trust Board Meeting.
March 18
-
Deadline for submission by Borrowers of Local Finance Board (LFB) applications to be considered at
next LFB hearing.
April 3
-
State Holiday
April 16
-
Trust Board Meeting
April 21
-
Trust makes Financial Addendum Forms (FAF) available on its website.
Trust makes “Sizing Memos” available on its website and distributes “Sizing Memos” to Borrowers
and Borrower Bond Counsel.
April 22
-
LFB consideration of Borrower applications submitted on March 18
Deadline for submission by Borrowers of Local Finance Board (LFB) applications to be
considered at May 13 LFB hearing.
May 13
-
LFB consideration of Borrower applications submitted on April 22.
May 14
-
Trust Board Meeting
Pre May 15
-
Deadline for submission to State Legislature of May Report and Appropriations Bills.
Post May 15
-
Approval by State Legislature of: (i) Project Priority List; (ii) Loan amounts; (iii) appropriation for Loans;
and (iv) authorization for Trust to finance Projects.
Financial Plan approved by Legislature.
May 20
-
Deadline for submission by Borrowers of LFB applications to be considered at June 10 LFB hearing.
May 22
-
Trust to distribute memorandum to Borrowers with copy to Borrower Bond Counsel reminding them
of FAF deadline.
May 25
-
State Holiday
June 9
-
Trust to distribute final reminder of FAF deadline to Borrowers with copy to Borrower Bond Counsel.
June 10
-
LFB consideration of Borrower applications submitted on May 20.
June
-
Deadline for Borrowers subject to Board of Public Utilities (BPU) jurisdiction to submit to BPU for
hearing on June 17 their request for approval to incur debt.
June 11
-
Trust Board Meeting
Trust adopts resolution (i) providing delegation to Authorized Officer regarding Escrow Closings and
TEFRA hearing and (ii) confirming master forms of Loan Agreements and Escrow Agreements.
June 15
-
Borrowers to submit completed FAFs, acknowledged as reviewed by Borrower Bond Counsel, to the
Working Group.
June 17
-
Final date for submission by Borrowers of LFB applications to be considered at July 8 hearing.
BPU consideration of Borrower applications submitted on June __.
June 15 August 5
-
Due diligence re FAFs and follow-up re all Borrower deficiency items.
Prior to
July 1
-
DEP begins to issue final Project Certifications (Authorization to Award is a condition precedent to
final Project Certification).
July 3
-
State Holiday
July 6
-
Trust Bond Counsel to begin drafting Financing Documents.
DEP to begin drafting Exhibits to Loan Agreements.
July 8
-
LFB consideration of Borrower applications submitted on June 17.
July 9
-
Trust Board Meeting
Trust approves final Project Certifications submitted by DEP to the Trust prior to July 1.
July
-
Deadline for Borrowers subject to BPU jurisdiction to submit to BPU for hearing on July 22 their
request for approval to incur debt.
July 22
-
BPU consideration of Borrower applications submitted on July __ .
Deadline for submission by Borrowers of LFB applications to be considered at August 12 LFB hearing.
July 31
-
Trust Bond Counsel to distribute Draft #1 of Loan, Escrow and Continuing Disclosure Agreements to
Borrowers with instructional memorandum noting deadlines for submission of comments thereto.
DEP distributes draft exhibits to Loan Agreements
August 1
-
DEP issues all final Project Certifications that were not issued previously. (Authorization to Award is
a condition precedent to final Project Certification.)
August 6
-
All day Working Group meeting regarding review of FAFs and identify Direct Loan Candidates.
Week of
August 10
-
Trust Bond Counsel to distribute individual Borrower database reports to Borrower Bond Counsel for
review.
August 12
-
LFB consideration of Borrower applications submitted on July 22.
August 13
-
Trust Bond Counsel to distribute reminder to Borrower Bond Counsel regarding deadline for
submission of electronic comments to Draft #1 of Loan, Escrow and Continuing Disclosure
Agreements.
Trust Board Meeting.
Trust approves final Project Certifications submitted by DEP to the Trust on or prior to August 1.
August 18
-
Borrowers and Borrowers’ Counsel submit electronic comments to Draft #1 of Loan, Escrow and
Continuing Disclosure Agreements to the Trust, Trust Bond Counsel and Trust General Counsel.
August 21
-
Borrower Bond Counsel to confirm accuracy of or submit comments to individual Borrower database
reports to Trust Bond Counsel.
August 26
-
Trust Bond Counsel and Trust General Counsel conference call to review and make decisions regarding
revisions requested by Borrowers and Borrowers’ Counsel (if necessary).
August 31
-
DEP to identify Projects to be funded with the proceeds of State GO Bonds.
September 4
-
All Borrower Due Diligence is completed.
September 7
-
State Holiday.
Week of
September 8
-
Trust Bond Counsel to distribute Draft #2 of Loan, Escrow and Continuing Disclosure Agreements to
Borrowers.
Trust Bond Counsel to distribute signature pages for DEP, Treasurer and Trust signatures for Escrow
Closing documents.
Trust and Trust Bond Counsel to submit to the State Treasurer the form of Treasurer’s Certificate
approving the Loans.
Trust Bond Counsel to submit request to Director of the Division of Investments regarding Repurchase
Agreement (if applicable).
Trust and Trust Bond Counsel submit Volume Cap request to State Treasurer with respect to Series B
Trust Bonds.
September 10 -
Trust Board Meeting.
September 11 -
Trust Bond Counsel to distribute Draft #1 of Trust Bond Resolution[s] to Working Group.
Current draft of Trust Bond Resolution[s] provided to Trust for submission to Governor’s Office and
Treasurer’s Office in connection with approval thereof.
September 14 -
Trust Bond Counsel to distribute Escrow Closing Schedule to Borrower Bond Counsel with
instructional memorandum highlighting deadlines for submission of documents.
Week of
September 14 -
Borrowers submit (i) final written comments to Draft #2 of Loan, Escrow and Continuing Disclosure
Agreements to Trust, Trust Bond Counsel and Trust General Counsel, and (ii) forms of Borrower Bond
Counsel opinions, Trust Loan Bonds and Fund Loan Bonds to Trust Bond Counsel.
September 18 -
Submit TEFRA Notice to Newspapers.
September 24 -
Estoppel period ends for September 10 Board Minutes.
September 22 -
Trust Bond Counsel to distribute Draft #2 of Trust Bond Resolution[s].
September 23 -
Publish TEFRA Notice.
September 24 -
Trust Bond Counsel to distribute Draft #1 of POS to Working Group.
Trust Bond Counsel to distribute Draft #1 of Notice of Sale (NOS), Summary NOS and Bid Form to
Working Group.
September 25 -
Trust/Financial Advisor distribute financing information and documents to Rating Agencies.
All final estoppel periods must have run on Borrowers’ bond authorization legislation (e.g., bond
ordinances and 2-26 and 2-27 resolutions for municipalities/counties, and bond
resolutions/indentures for authorities and private water companies).
Borrowers must have adopted Loan, Escrow and Continuing Disclosure Agreement authorization
legislation.
Authorities must have received positive findings and approval of LFB and adopted LFB review
resolution/group affidavit, and provided copies of same to Trust Bond Counsel.
Municipalities must have received approval of LFB, and provided copies of same to Trust Bond
Counsel.
Private sector borrowers subject to BPU jurisdiction must have received BPU approval to incur debt,
and provided copies of same to Trust Bond Counsel.
Borrowers and DEP must have agreed on final sizing of Trust and Fund Loan amounts and Loan
Agreement Draw Schedules.
Loan, Escrow and Continuing Disclosure Agreements must have been finalized.
Exhibits to Loan Agreements must have been finalized.
September 29 October 16
-
Borrower Escrow Closings held at Trust Bond Counsel’s offices (authority Borrowers should hold their
own Escrow Closings simultaneously).
September 30 -
Board agenda and materials disseminated.
October 1
-
Governor and Treasurer approve Trust Bond Resolution[s].
October 8
-
Trust to follow-up with Director of Division of Investments regarding Repurchase Agreement, State
Treasurer regarding Volume Cap.
Trust Board Meeting.
Trust adopts Trust Bond Resolution[s].
TEFRA Hearing.
Trust delivers minutes of April 14 meeting to the Governor.
Trust delivers TEFRA approval request to the Governor.
-
Trust Bond Counsel to distribute Draft #2 of POS, NOS, Summary NOS and Bid Forms to Working Group
October 9
October 12
-
State Holiday
October 13
-
Rating Agency visits
October 19
-
Trust receives bond ratings.
Trust Bond Counsel to distribute database summary reports to Working Group.
Trust receives approvals re Repurchase Agreement and Volume Cap.
October 20
-
Conference call between Trust Bond Counsel and Financial Advisor to discuss database summary
reports.
October 21
-
Summary NOS to Newspapers.
POS, NOS, Summary NOS, Bid Forms finalized by Working Group.
October 23
-
Estoppel period ends for October 8 Board Minutes.
October 26
-
Disseminate POS electronically.
Publication of Summary NOS.
November 3
-
State Holiday.
November 4
-
Bond Sale/purchase of investments.
November 6
-
Borrowers to receive Trust Loan amounts and Trust and Fund Loan repayment schedules from Trust
Financial Advisor.
November 10 -
Print OS and distribute to successful bidder.
November 11 -
State Holiday.
November 12 -
Trust Bond Counsel distributes drafts of closing documents to Working Group.
-
Trust Board Meeting.
Report of Executive Director to Trust Board of Directors regarding Bond Sale.
November
8-13
-
Confirmatory resolutions to be adopted by Borrowers finalizing Trust Loan amounts and Trust and
Fund Loan repayment schedules (if necessary).
November
16-17
-
Borrower pre-closings.
November 18 -
Financing pre-closing held at Trust Bond Counsel’s Offices.
November 19 -
Financing closing held at Trust Bond Counsel’s Offices.
APPENDIX K
APPENDIX K
New Jersey Environmental Infrastructure Trust
FY2016 Financing Program Schedule
May 2016 Bond Sale
2015
Pre May 15
-
Deadline for submission to State Legislature of May Report and Appropriations Bills.
Post May 15
-
Approval by State Legislature of: (i) Project Priority List; (ii) Loan amounts; (iii) appropriation for Loans;
and (iv) authorization for Trust to finance Projects.
Financial Plan approved by Legislature.
May 25
-
State Holiday.
June 11
-
Trust Board Meeting.
Trust adopts resolution authorizing master forms of Loan Agreements and Escrow Agreements
July 3
-
State Holiday.
July 9
-
Trust Board Meeting.
August 13
-
Trust Board Meeting.
September 7
-
State Holiday.
September 10 -
Trust Board Meeting.
September 23 -
Deadline for submission by Borrowers of Local Finance Board (LFB) applications to be considered at
October 14 LFB hearing.
October 8
-
Trust Board Meeting
October 12
-
State Holiday.
October 14
-
LFB consideration of Borrower applications submitted on September 23.
October 21
-
Trust makes Financial Addendum Forms (FAF) available on its website.
Trust makes “Sizing Memos” available on its website and distributes “Sizing Memos” to Borrowers
and Borrower Bond Counsel.
Deadline for submission by Borrowers of LFB applications to be considered at November 12 LFB
hearing.
November 3
-
State Holiday.
November 11 -
State Holiday.
November 12 -
LFB consideration of Borrower applications submitted on October 21.
-
Trust Board Meeting.
November 13 -
Trust to distribute memorandum to Borrowers with copy to Borrower Bond Counsel reminding them
of FAF deadline.
November 18 -
Deadline for submission by Borrowers of LFB applications to be considered at December 9 LFB hearing.
November 26 -
State Holiday.
December __
-
Final date for submission by Borrowers of LFB applications to be considered at January __ hearing.
December 2
-
Trust to distribute final reminder of FAF deadline to Borrowers with copy to Borrower Bond Counsel.
Deadline for Borrowers subject to Board of Public Utilities (BPU) jurisdiction to submit to BPU for
hearing on December 16 their request for approval to incur debt.
December 9
-
LFB consideration of Borrower applications submitted on November 18.
December 10
-
Trust Board Meeting.
Trust adopts resolution (i) providing delegation to Authorized Officer regarding Escrow Closings and
TEFRA hearing and (ii) confirming master forms of Loan Agreements and Escrow Agreements.
December 16
-
BPU consideration of Borrower applications submitted on December 2.
December 25
-
State Holiday
December 30
-
Borrowers to submit completed FAFs, acknowledged as reviewed by Borrower Bond Counsel, to the
Working Group.
December 31
February 10
-
Due diligence re FAFs and follow-up re all Borrower deficiency items.
Prior to
January 1
-
DEP begins to issue final Project Certifications (Authorization to Award is a condition precedent to
final Project Certification).
January 1
-
State Holiday.
January 2
-
Trust Bond Counsel to begin drafting Financing Documents.
DEP to begin drafting Exhibits to Loan Agreements.
January __
-
January __
-
Deadline for Borrowers subject to BPU jurisdiction to submit to BPU for hearing on January __ their
request for approval to incur debt.
Deadline for submission by Borrowers of LFB applications to be considered at February __ hearing.
January __
-
LFB consideration of Borrower applications submitted on December __.
January 14
-
Trust Board Meeting.
Trust approves final Project Certifications submitted by DEP to the Trust prior to January 1.
January 18
-
State Holiday.
2016
January __
-
BPU consideration of Borrower applications submitted on January __.
February 1
-
DEP issues all final Project Certifications that were not issued previously. (Authorization to Award is
a condition precedent to final Project Certification.)
February __
-
Deadline for Borrowers subject to BPU jurisdiction to submit to BPU for hearing on February __ their
request for approval to incur debt.
February 5
-
Trust Bond Counsel to distribute Draft #1 of Loan, Escrow and Continuing Disclosure Agreements to
Borrowers with instructional memorandum noting deadlines for submission of comments thereto.
DEP distributes draft exhibits to Loan Agreements
February 11
-
All day Working Group meeting regarding review of FAFs and identify Direct Loan Candidates.
Trust Board Meeting.
Trust approves final Project Certifications submitted by DEP to the Trust on or prior to February 1.
February 12
-
Trust Bond Counsel to distribute reminder to Borrower Bond Counsel regarding deadline for
submission of electronic comments to Draft #1 of Loan, Escrow and Continuing Disclosure
Agreements.
February 15
-
State Holiday.
Week of
February 15
-
Trust Bond Counsel to distribute individual Borrower database reports to Borrower Bond Counsel for
review.
February 16
-
Borrowers and Borrowers’ Counsel submit electronic comments to Draft #1 of Loan, Escrow and
Continuing Disclosure Agreements to the Trust, Trust Bond Counsel and Trust General Counsel.
February __
-
LFB consideration of Borrower applications submitted on January __.
February 22
-
Borrower Bond Counsel to confirm accuracy of or submit comments to individual Borrower database
reports to Trust Bond Counsel.
February __
-
BPU consideration of Borrower applications submitted on February __.
February __
-
Deadline for submission by Borrowers of LFB applications to be considered at March __ hearing. This
is the last opportunity to apply for LFB approval.
February 25
-
Trust Bond Counsel and Trust General Counsel conference call to review and make decisions regarding
revisions requested by Borrowers and Borrowers’ Counsel (if necessary).
March 4
-
DEP to identify Projects to be funded with the proceeds of State GO Bonds.
March __
-
Deadline for Borrowers subject to BPU jurisdiction to submit to BPU for hearing on March __ their
request for approval to incur debt. This is the last opportunity to apply for BPU approval.
March 7
-
All Borrower Due Diligence is completed.
Week of
March 7
-
Trust Bond Counsel to distribute Draft #2 of Loan, Escrow and Continuing Disclosure Agreements to
Borrowers.
March 8
-
Trust Bond Counsel to distribute signature pages for DEP, Treasurer and Trust signatures for Escrow
Closing documents.
March 9
-
Trust and Trust Bond Counsel to submit to the State Treasurer the form of Treasurer’s Certificate
approving the Loans.
Trust Bond Counsel to submit request to Director of the Division of Investments regarding Repurchase
Agreement (if applicable).
Trust and Trust Bond Counsel submit Volume Cap request to State Treasurer with respect to Series B
Trust Bonds.
March __
-
LFB consideration of Borrower applications submitted on February __. This is the last opportunity to
obtain LFB approval.
March 10
-
Trust Board Meeting.
March 11
-
Trust Bond Counsel to distribute Draft #1 of Trust Bond Resolution[s] to Working Group.
Current draft of Trust Bond Resolution[s] provided to Trust for submission to Governor’s Office and
Treasurer’s Office in connection with approval thereof.
March 14
-
Week of
March 14
Trust Bond Counsel to distribute Escrow Closing Schedule to Borrower Bond Counsel with
instructional memorandum highlighting deadlines for submission of documents.
-
Borrowers submit (i) final written comments to Draft #2 of Loan, Escrow and Continuing Disclosure
Agreements to Trust, Trust Bond Counsel and Trust General Counsel, and (ii) forms of Borrower Bond
Counsel opinions, Trust Loan Bonds and Fund Loan Bonds to Trust Bond Counsel.
March __
-
BPU consideration of Borrower applications submitted on March __. This is the last opportunity to
obtain BPU approval.
March 24
-
Submit TEFRA Notice to Newspapers.
March 25
-
State Holiday.
March 28
-
Estoppel period ends for March 12 Board Minutes.
Trust Bond Counsel to distribute Draft #2 of Trust Bond Resolution[s].
March 30
-
Publish TEFRA Notice.
March 31
-
Trust Bond Counsel to distribute Draft #1 of POS to Working Group.
Trust Bond Counsel to distribute Draft #1 of Notice of Sale (NOS), Summary NOS and Bid Form to
Working Group.
April 1
-
Trust/Financial Advisor distribute financing information and documents to Rating Agencies.
All final estoppel periods must have run on Borrowers’ bond authorization legislation (e.g., bond
ordinances and 2-26 and 2-27 resolutions for municipalities/counties, and bond
resolutions/indentures for authorities and private water companies).
Borrowers must have adopted Loan, Escrow and Continuing Disclosure Agreement authorization
legislation.
-
-
Authorities must have received positive findings and approval of LFB and adopted LFB review
resolution/group affidavit, and provided copies of same to Trust Bond Counsel.
Municipalities must have received approval of LFB, and provided copies of same to Trust Bond
Counsel.
Private sector borrowers subject to BPU jurisdiction must have received BPU approval to incur debt,
and provided copies of same to Trust Bond Counsel.
Borrowers and DEP must have agreed on final sizing of Trust and Fund Loan amounts and Loan
Agreement Draw Schedules.
Loan, Escrow and Continuing Disclosure Agreements must have been finalized.
Exhibits to Loan Agreements must have been finalized.
April 4-22
-
Borrower Escrow Closings held at Trust Bond Counsel’s offices (authority Borrowers should hold their
own Escrow Closings simultaneously).
April 7
-
Governor and Treasurer approve Trust Bond Resolution[s].
April 11
-
Trust to follow-up with Director of Division of Investments regarding Repurchase Agreement, State
Treasurer regarding Volume Cap.
April 14
-
Trust Board Meeting.
Trust adopts Trust Bond Resolution[s].
TEFRA Hearing.
Trust delivers minutes of April 14 meeting to the Governor.
Trust delivers TEFRA approval request to the Governor.
April 15
-
Trust Bond Counsel to distribute Draft #2 of POS, NOS, Summary NOS and Bid Forms to Working Group
April 18
-
Rating Agency visits
April 22
-
Trust receives bond ratings.
Trust Bond Counsel to distribute database summary reports to Working Group.
Trust receives approvals re Repurchase Agreement and Volume Cap.
April 25
-
Conference call between Trust Bond Counsel and Financial Advisor to discuss database summary
reports.
April 27
-
Summary NOS to Newspapers.
POS, NOS, Summary NOS, Bid Forms finalized by Working Group.
April 29
-
Estoppel period ends for April 14 Board Minutes.
May 2
-
Disseminate POS electronically.
Publication of Summary NOS.
May 11
-
Bond Sale/purchase of investments.
May 12
-
Trust Board Meeting
Report of Executive Director to Trust Board of Directors regarding Bond Sale.
May 13
-
Borrowers to receive Trust Loan amounts and Trust and Fund Loan repayment schedules from Trust
Financial Advisor.
May 16
-
Print OS and distribute to successful bidder.
May 17
-
Trust Bond Counsel distributes drafts of closing documents to Working Group.
May 13-20
-
Confirmatory resolutions to be adopted by Borrowers finalizing Trust Loan
amounts and Trust and Fund Loan repayment schedules (if necessary).
May 23-24
-
Borrower pre-closings.
May 25
-
Financing pre-closing held at Trust Bond Counsel’s Offices.
May 26
-
Financing closing held at Trust Bond Counsel’s Offices.
This Page Intentionally Left Blank
APPENDIX L
APPENDIX L
NEW JERSEY ENVIRONMENTAL INFRASTRUCTURE TRUST
FY2016 BUDGET
REVENUES
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
Annual Admin Fee 1995 Financing
Annual Admin Fee 1996 Financing
Annual Admin Fee 1997 Financing
Annual Admin Fee 1998 Financing
Annual Admin Fee 1999 Financing
Annual Admin Fee 2000 Financing
Annual Admin Fee 2001 Financing
Annual Admin Fee 2002 Financing
Annual Admin Fee 2003 Financing
Annual Admin Fee 2004 Financing
Annual Admin Fee 2005 Financing
Annual Admin Fee 2006 Financing
Annual Admin Fee 2007 Financing
Annual Admin Fee 2008 Financing
Annual Admin Fee 2009 Financing
Annual Admin Fee 2010A Financing
Annual Admin Fee 2010B&C Financing
Annual Admin Fee SFY2012 Financing
Annual Admin Fee SFY2013 Financing
Annual Admin Fee SFY2014 Financing
Annual Admin Fee Direct Loans
Cost of Issuance (COI): a. Regular Program = Loan Surcharge Fee 0.10%:
Cost of Issuance (COI): b. Refunding = COI:
Interest Income (Direct Loans/IFP Loans/SAIL Loans):
Interest Income (Operating Accts):
TOTAL REVENUES
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
2016
51,353
129,840
105,075
166,140
153,165
262635
492,630
308,835
199,260
400,335
371,798
509,280
624,795
374,070
200,895
370,920
375,945
279,090
93,090
186,105
24,790
100,000
300,000
125,000
150,000
6,355,046
APPENDIX L (cont’d)
NEW JERSEY ENVIRONMENTAL INFRASTRUCTURE TRUST
FY2016 BUDGET
EXPENDITURES
PROGRAM
1
2
3
4
5
6
7
8
9
Bond Counsel (McCarter & English)
Financial Advisor (PFM)
Trustee and Loan Servicer Fees
Rating Service
SAIL Program Expenses
Master Program Trustee (US Bank)
Printing (Bond Issue Exp)
Arbitrage Rebate Services (Omnicap)
Publication (Bond Issue Exp)
Total Program Expenses
$
$
$
$
$
$
$
$
$
$
2016
1,100,000
425,000
200,000
350,000
200,000
14,000
16,000
46,450
4,000
2,352,950
TRUST
OPERATIONS
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
Salaries, Fringe & Indirect
I.T. Expenses (Hardware, Software, Online Services)
Internal Control Audit (CohnReznick)
Admin Expenses General (Generator, Seminars, Prof. Fees, Etc.)
Rent & Property Insurance
Investment Advisor
Special Counsel
Auditor a. NJEIT Financials (Bowman & Co)
Auditor b. State CW & DW SRF Financials (Bowman & Co)
Ancillary (Copier, Postage, Phone, Utilities)
State Liason Charges (AG/GAU)
Reports, Publications & Marketing (GEEA’S)
Vehicle (Insurance, gasoline)
Board Member Expenses
Document Scanning (Phase II)
Total Operating Expenses
Unencumbered Contingency (available for Direct Loans, etc.)
TOTAL EXPENDITURES
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
2,454,949
416,585
100,000
110,000
122,000
65,000
150,000
41,600
39,000
30,000
33,926
5,000
5,000
1,000
3,523,060
479,036
6,355,046
This Page Intentionally Left Blank
APPENDIX M
APPENDIX M
REVIEW OF THE FY2017 FINANCING PROGRAM
- PROPOSED October 3, 2015
Commitment Letter and Planning Documents (prior to submittal, a pre-planning meeting
should be scheduled with the DEP and the Trust)
Early February, 2016
Seminar for all Borrowers to explain the remaining financing schedule and requirements.
Early March, 2016
Design Documents, and Loan Applications
September, 2016
Trust and DEP project certifications commence upon issuance of authorization to award
construction contract
Mid-December, 2016
Financial Addendum Form due to Trust. Information to be used to structure bond issues,
loans and bond sale.
January, 2017
Deadline for Private Water Purveyors to file with BPU
Deadline for Public Agencies to file with Local Finance Board for LFB approval at July LFB
meeting
February, 2017
Project certification period end (projects permitted, all planning, design, environmental
requirements and permits have been FINALLY approved.
March, 2017
Escrow closing of loans begins
March, 2017
Bid Blackout period begins
April, 2017
Bond Sale
May, 2017
Loan closing
After Loan Closing
Bid blackout period ends
One half of the planning/design allowance is available plus other approved voucher
amounts
Preliminary Project List will be set forth in the January SFY2016 Report available at
http://www.njeit.org/borrowers/publications.
Trust Meeting Dates
January 15, 2015
February 12, 2015
March 12, 2015
April 16, 2015
May 14, 2015
June 11, 2015
July 9, 2015
August 13, 2015
September 10, 2015
October 8, 2015
November 12, 2015 (if necessary)
December 10, 2015
New Jersey Environmental Infrastructure Trust
Address: 3131 Princeton Pike, Building 4, Suite 216, Lawrenceville, NJ 08648
Phone: (609) 219-8600 – Fax: (609) 219-8620
Web Site: www.njeit.org
NJEIT BOARD MEETING
April 16, 2015
SUMMARY OF ANNOUNCEMENTS:
Executive Director Zimmer summarized the substantive events and correspondence issued
since the last Trust Board meeting.
•
On April 8, 2015 – Executive Director Zimmer and Assistant Director Scangarella met with
George Vallone, President of Hoboken Brownstone Company, to discuss NJEIFP
remediation loans.
•
On April 8, 2015 - Executive Director Zimmer, Assistant Director Scangarella, Legislative
Assistant Judy Karp and DEP Assistant Director, Gene Chebra met with staff members of
the NJ Legislature Environmental Committees to review the Financing Program’s SFY2016
appropriation bills and enabling legislation.
•
On March 31, 2015 – Members of both the Trust and the DEP met with Mayor Dawn
Zimmer and members of her administration to discuss financing and program
requirements for a number of green infrastructure storm water management projects in
Hoboken.
•
On March 26, 2015 - Executive Director Zimmer, Legislative Assistant Judy Karp and DEP
Assistant Director, Gene Chebra met with members of the NJ Office of Legislative Services
to review the Financing Program’s SFY2016 appropriation bills and enabling legislation.
•
On March 23, 2015 – Executive Director Zimmer and DEP Assistant Director, Gene Chebra,
in conjunction with Board Secretary, Mark Longo and Engineers Labor-Employers
Cooperative, conducted a seminar at the Hilton Brunswick Hotel to discuss the Financing
Program and its many benefits. The seminar was sponsored by ELEC Local 825 and
participants included members of ELEC 825 as well as county, municipal and regional
authority representatives.
•
On March 19, 2015 – Assistant Director Scangarella, in conjunction with Board ViceChairman, Bob Briant Jr., presented the Financing Program’s construction pipeline to the
UTCA’s Southern membership conference.
•
Trust senior staff participated in the following client project pre-planning meetings or
conference calls to discuss program funding issues:
o Hoboken – Acquisition of BASF Park NJEIFP Financing Viability
o Kearny – Redevelopment Project – SFY2015 Financing Program
o Manasquan – SFY2015 Financing Program
•
H2LOans computer system meetings continue between the Trust and DEP technology and
process staffs.
•
The next Board meeting is scheduled for May 14, 2015 at 10:00 a.m. at the Trust’s offices.
SUMMARY OF CORRESPONDENCE:
During the past month, the Trust received or sent the following noteworthy correspondence.
Pursuant to the Trust’s Green Initiative, the agenda package does not include copies of the
following correspondence. Board members should contact the Trust Secretary if they wish
to receive hard copies.
•
5.02 Certificates were sent to the following Program borrowers:
2012A
Bordentown SA
Project No. S340219-03
2010B
Lyndhurst Twp
Project No. W0232001-001
2009
Harrison Town
Project No. S340098-02
2009
Harrison Town
Project No. W0904001-003
2010A
Gloucester Twp MUA
Project No. S340364-01
2012
Boonton Town
Project No. W1401001-002
2012
Frenchtown Borough
Project No. S340331-01
2010B
Northwest Bergen Cty UA
Project No. S340700-10
2010A
Long Branch SA
Project No. S340336-03
A copy of the full list of announcements is available on the Trust’s webpage in a format that
allows for copying under the General Information tab. http://www.njeit.org/generalinformation/general/board-meeting-agendas (Locate Meeting Date, select Minutes, the
announcements will be at the end of the file.)
Agenda Item 8A
RESOLUTION NO. 15 RESOLUTION AUTHORIZING APPROVAL OF THE
APRIL 2015 TREASURER’S REPORT
WHEREAS, the New Jersey Environmental Infrastructure Trust (the "Trust") has reviewed the
Treasurer’s Report for April 2015; and
WHEREAS, the Trust has placed in its files certain correspondence relating to expenses incurred
in relation to the Trust.
NOW THEREFORE BE IT RESOLVED, that the Trust hereby accepts the Treasurer’s Report for April
2015 and request that the same be entered into the record.
Adopted Date:
Motion Made By:
Motion Seconded By:
Ayes:
Nays:
Abstentions:
Agenda Item 8B
RESOLUTION NO. 15RESOLUTION ACKNOWLEDGING RECEIPT OF THE
EXECUTIVE DIRECTOR'S REPORT CONCERNING THE TERMS OF THE SALE OF
THE NEW JERSEY ENVIRONMENTAL INFRASTRUCTURE TRUST BONDS,
SERIES 2015A-1 (the “Series 2015A-1 Bonds”)
BE IT RESOLVED, that in connection with the sale on May 12, 2015 of the Series 2015A-1, the New
Jersey Environmental Infrastructure Trust (the "Trust") hereby acknowledges receipt of the Executive
Director's Report and ratifies all actions taken which includes copies of the following:
•
•
•
•
Summary Notice of Sale (Attachment A-1)
Notice of Sale (Attachment A-2)
Mark-up of Preliminary Official Statement (Attachment B-1)
Series 2015A-1 Bond bids (Attachment C)
Adopted Date:
Motion Made By:
Motion Seconded By:
Ayes:
Nays:
Abstentions:
Agenda Item 8C
RESOLUTION NO. 15 RESOLUTION OF THE NEW JERSEY ENVIRONMENTAL INFRASTRUCTURE TRUST AUTHORIZING
DIRECT LOANS TO CERTAIN BORROWERS PARTICIPATING IN THE STATE FISCAL YEAR 2015
NEW JERSEY ENVIRONMENTAL INFRASTRUCTURE FINANCING PROGRAM
WHEREAS, pursuant to Section 5(m) and Section 9(a) of the New Jersey Environmental
Infrastructure Trust Act, constituting Chapter 334 of the Pamphlet Laws of 1985 of the State of
New Jersey (the “State”), as amended and supplemented (N.J.S.A. 58:11B-1 et seq.) (the “Act”),
the New Jersey Environmental Infrastructure Trust, a public body corporate and politic under
the laws of the State, created pursuant to the Act (the “Trust”), is authorized to make and
contract to make loans (each, a “Trust Loan”) to project sponsors (each, a “Project Sponsor”) to
finance a portion of the costs of the respective environmental infrastructure system projects
thereof (each, a “Project”), which Project Sponsors may lawfully undertake or acquire and for
which they are authorized by law to borrow funds, subject to such terms and conditions as the
Trust shall determine to be consistent with the Act and the purposes of the Trust; and
WHEREAS, the Project Sponsors set forth in Schedule I attached hereto (each, a “Direct
Loan Borrower” and, collectively, the “Direct Loan Borrowers”) have sought financial assistance
from the Trust in connection with the respective Projects thereof that bear the corresponding
numeric designations set forth in Schedule I attached hereto (each, a “Direct Loan Project” and,
collectively, the “Direct Loan Projects”); and
WHEREAS, on January 15, 2015, the Board of Directors of the Trust (the “Board”)
adopted a resolution entitled “Amended and Restated Resolution of the New Jersey
Environmental Infrastructure Trust Authorizing the State Fiscal Year 2015 Small System Loan
Program” (the “NANO Authorizing Resolution”), establishing the Small System Loan Program
(the “NANO Program”) of the Trust for State Fiscal Year 2015 as a funding mechanism for
improvements to Small Water Systems while also addressing the credit risks posed by such
Financing Program applicants; and
WHEREAS, certain of the Direct Loan Borrowers set forth in Schedule I attached hereto
and designated therein as “Small System Borrowers” (each, a “Small System Borrower” and,
collectively, the “Small System Borrowers”) satisfy the criteria for participation in the NANO
Program as set forth in the NANO Authorizing Resolution; and
WHEREAS, it currently is estimated that the portion of the total cost of its respective
Direct Loan Project to be financed by the Trust will represent a low Project cost relative to the
cost of other Projects for which other Project Sponsors seek financing from the Trust, and, in
connection with such Direct Loan Project costs, each Direct Loan Borrower seeks financial
assistance from the Trust in the form of a Trust Loan (each, a “Direct Trust Loan” and,
collectively, the “Direct Trust Loans”) in a principal amount not to exceed the amount set forth
under the heading “Maximum Trust Loan Amount” in Schedule I attached hereto with respect
to the respective and corresponding Direct Loan Project of each such Direct Loan Borrower
(each, a “Maximum Trust Loan Amount”), with additional financial assistance to be provided to
each Direct Loan Borrower for the balance of the cost of its respective Direct Loan Project in the
form of a loan (each, a “NJDEP Loan” and, collectively, the “NJDEP Loans”) from the State,
acting by and through the New Jersey Department of Environmental Protection (the “NJDEP”);
and
WHEREAS, as an alternative to the funding of the Direct Trust Loans from proceeds of
bonds to be issued by the Trust as part of its State Fiscal Year 2015 Environmental
Infrastructure Financing Program, it is in the administrative interests of the Trust, given the low
principal amount of each Direct Trust Loan and the nature of each Direct Loan Project, that the
Trust fund the Direct Trust Loans as so-called direct loans as part of the direct loan initiative of
the Trust (the “Direct Loan Program”) from (i) investment earnings available to the Trust for
such purposes and/or (ii) operating funds of the Trust that are not required for, or committed
to, the operation of the Trust for fiscal years 2015 and 2016 (collectively, the “Available
Funds”); and
WHEREAS, on February 9, 2012, the Board of Directors of the Trust (the “Board”)
adopted a resolution entitled “Amended and Restated Resolution of the New Jersey
Environmental Infrastructure Trust Relating to the Direct Loan Program and Certain Policies
Regarding the Administration Thereof and the Granting of Direct Loans” (the “Direct Loan Policy
Resolution”), which Direct Loan Policy Resolution sets forth the Direct Loan Program Criteria (as
such term is defined in the Direct Loan Policy Resolution) for use by the Trust for the purpose of
identifying a Project that shall be appropriate for funding through the Direct Loan Program of
the Trust, and such Direct Loan Program Criteria, either one of which, or both collectively, may
be deemed by the Board to be determinative, include the following: (i) the loan by the Trust to
the Project Sponsor pursuant to the Direct Loan Program shall not exceed $300,000; and (ii) the
Project Sponsor shall be the subject of economic hardship and/or shall lack administrative staff
and/or expertise in matters relating to the completion and the financing of the Direct Loan
Project; and
WHEREAS, each Direct Loan Borrower and the Direct Loan Project thereof satisfies
clause (i) of the Direct Loan Program Criteria, due to the fact that the principal amount of such
Direct Trust Loan is expected to be less than or equal to $300,000; and
WHEREAS, each Direct Trust Loan shall be extended by the Trust to each Direct Loan
Borrower, and each Direct Loan Borrower shall repay its Direct Trust Loan to the Trust,
pursuant to the terms and provisions of a loan agreement (each, a “Direct Trust Loan
Agreement” and, collectively, the “Direct Trust Loan Agreements”), by and between the Trust
and such Direct Loan Borrower; and
WHEREAS, the rate of interest to be paid by each Direct Loan Borrower to the Trust with
respect to the repayment of its Direct Trust Loan shall be calculated in the following manner
(the “Interest Rate Calculation”), so as to achieve an objectively determined rate of interest
that is reflective of the policy goals as set forth in the Direct Loan Policy Resolution, this
-2-
Resolution and the market as of the date of closing for each Direct Trust Loan: (i) the interest
rate as determined, on the date of closing for each Direct Trust Loan, by the Municipal Market
Advisors pursuant to their MMD Index, (ii) plus (or minus) the number of basis points by which
the interest rate on the most recently issued tax-exempt (non-AMT) Environmental
Infrastructure Bonds issued by the Trust to provide new financing for Projects (the “Bonds”)
exceeded (or was less than) the MMD Index on the date on which such Bonds were sold, and
(iii) with such determination being made as a scale for each year of the life of such Direct Trust
Loan and thereupon converted into an average rate based upon the weighted average maturity
schedule, thereby establishing level debt service comparable to the amortization of a mortgage
loan; and
WHEREAS, it is the desire of the Trust, subject to the terms and provisions of the Act,
the Direct Loan Policy Resolution, this Resolution and, with respect to the Small System
Borrowers, the NANO Authorizing Resolution, to authorize each Direct Trust Loan to the
respective Direct Loan Borrower in an amount not to exceed the respective Maximum Trust
Loan Amount (all as identified in Schedule I attached hereto and made a part hereof) for the
purpose of financing a portion of the cost of the respective Direct Loan Project thereof (as
identified in Schedule I attached hereto and made a part hereof), pursuant to the respective
terms and provisions of the respective Direct Trust Loan Agreement.
NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the New Jersey
Environmental Infrastructure Trust, as follows:
Section 1.
The Board hereby approves the making of each Direct Trust Loan to the
respective Direct Loan Borrower (as identified in Schedule I attached hereto and made a part
hereof), as part of the Direct Loan Program of the Trust, for the purpose of financing a portion
of the cost of the respective Direct Loan Project thereof (as identified in Schedule I attached
hereto and made a part hereof), provided that (i) the principal amount of each Direct Trust
Loan shall not exceed the applicable Maximum Trust Loan Amount with respect to such Direct
Loan Project (as identified in Schedule I attached hereto and made a part hereof), (ii) each
Direct Trust Loan shall be funded solely from the Available Funds, (iii) each Direct Trust Loan
shall comply fully with the provisions of the Act, the Direct Loan Policy Resolution, this
Resolution and, with respect to the Direct Trust Loans made to Small System Borrowers, the
NANO Authorizing Resolution, (iv) each Direct Trust Loan shall be made by the Trust to the
respective Direct Loan Borrower, and the repayment thereof shall be made by such Direct Loan
Borrower to the Trust, pursuant to the terms and provisions of a Direct Trust Loan Agreement,
in substantially the form attached hereto as Exhibit A and made a part hereof, with such
revisions and modifications thereto as shall be approved by the Chairman, the Vice Chairman or
the Executive Director of the Trust (each, an “Authorized Officer”) after consultation with Bond
Counsel to the Trust and the Office of the Attorney General of the State, such approval to be
evidenced by the execution thereof by such Authorized Officer, and (v) the payment of interest
on each Direct Trust Loan by the respective Direct Loan Borrower shall be calculated pursuant
to the Interest Rate Calculation.
-3-
Section 2.
Each Authorized Officer is hereby severally authorized and directed to
execute (i) each Direct Trust Loan Agreement and (ii) any certificates, instruments or
documents contemplated therein or otherwise related to the making of the Direct Trust Loans
by the Trust to each respective Direct Loan Borrower.
Section 3.
Upon execution of each Direct Trust Loan Agreement by an Authorized
Officer, the Secretary and the Assistant Secretary of the Trust are each hereby severally
authorized and directed, where required, to affix the corporate seal of the Trust, and to attest
to the signature of such Authorized Officer, thereon and on any certificates, instruments or
documents contemplated therein or related thereto and to the making of the Direct Trust Loan
by the Trust to such Direct Loan Borrower.
Section 4.
Any Authorized Officer is hereby authorized and directed to take such
other actions that such Authorized Officer, in his respective sole discretion after consultation
with Bond Counsel to the Trust and the Office of the Attorney General of the State, deems
necessary, convenient or desirable to effect the transactions contemplated hereby.
Section 5.
the Act.
This Resolution shall take effect immediately, subject to the provisions of
Adopted Date:
Motion Made By:
Motion Seconded By:
Ayes:
Nays:
Abstentions:
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SCHEDULE I
DIRECT LOAN BORROWER
Direct Loan Borrower
Barnegat Township
Bloomingdale Borough (NANO)
Roosevelt Borough (NANO)
Jefferson Township/Mountain Shores
Property Owners’ Association (NANO)
Direct Loan Project No.
1533001-500
1601001-004
1341001-004
1414009-001
Maximum Trust
Loan Amount
$55,000
$155,000
$155,000
$115,000
EXHIBIT A
Direct Trust Loan Agreement
Agenda Item 8D
RESOLUTION NO. 15 RESOLUTION OF THE NEW JERSEY ENVIRONMENTAL INFRASTRUCTURE TRUST
APPROVING A CONTRACT FOR INFORMATION TECHNOLOGY CONSULTING SERVICES
WHEREAS, the Trust is authorized to procure Information Technology (IT) Consulting
Services pursuant to N.J.S.A. 58:11B-5(d); and
WHEREAS, the Trust desires the services of an IT Consultant to maintain the Trust’s
existing computer and internet servers and computer networks; and
WHEREAS, in Trust resolution No. 15-13, the Board authorized the Executive Director to
solicit proposals for IT Consulting Services; and
WHEREAS, the Trust competitively procured proposals through formal advertisement,
publication on the Trust’s website, and distribution of a Request for Proposals (RFP) to a list of
twenty seven (27) firms; and
and
WHEREAS, the Trust received two (2) proposals in response to the notice of solicitation;
WHEREAS, the Trust established a Selection Committee whose members independently
ranked the proposal based on the criteria and weights set forth in the notice of solicitation; and
WHEREAS, the Committee tabulated the member’s rankings wherein Pro Computer
Service (PCS) received the highest total aggregate score; and
WHEREAS, the Selection Comittee has recommended awarding the IT Consulting Contract
to Pro Computer Service (PCS) for the maintenance and monitoring of the Trust’s computer
network and workstations based on its April 30, 2015 proposal.
NOW THEREFORE BE IT RESOLVED THAT the Executive Director is directed to send a letter
of intent to Pro Computer Service (PCS) expressing the Trust’s intent to execute a contract with
Pro Computer Service (PCS) substantially in the form of the agreement attached to the Request
for Proposals for IT Consulting Services at an estimated annual cost of $9,600 plus additional
services with an aggregate amount not to exceed $24,000 per year; and
BE IT FURTHER RESOLVED THAT the Executive Director is hereby authorized to execute an
agreement with Pro Computer Service (PCS), substantially in the form of the agreement attached
to the Request for Proposals. The terms and conditions of the agreement shall include but not
be limited to:
a.
The provision of services as outlined in the Trust’s Request for Proposal (RFP)
distributed on March 30, 2015 and the proposal submitted by Pro Computer
Service (PCS) dated April 30, 2015; and
b.
The payment of all fees for all services as detailed in the April 30, 2015 submittal;
and
c.
The term of the contract shall be for a period of two years with an option for an
additional one-year period upon prior approval of the Board Treasurer; and
d.
Such other terms and conditions as may be contemplated by the RFP and the
materials enclosed therewith as deemed necessary and appropriate by the
Chairman or Vice Chairman of the Trust.
Adopted Date:
Motion Made By:
Motion Seconded By:
Ayes:
Nays:
Abstentions:
Agenda Item 8E
RESOLUTION NO. 15RESOLUTION OF THE NEW JERSEY ENVIRONMENTAL INFRASTRUCTURE TRUST
AUTHORIZING THE PURCHASE OF AN EMERGENCY STANDBY GENERATOR
WHEREAS, the Trust is authorized to procure personal property pursuant to N.J.S.A.
58:11B-5(g); and
WHEREAS, in resolution No. 13-04, the Board authorized the Executive Director to solicit
proposals for an office backup power generator; and
WHEREAS, an office backup power generator is necessary for the purpose of continuity
of Trust business operations during power outages; and
WHEREAS, the Trust desires to procure an office backup power generator from XXXXXXXX
for its Office Space at Building 4, Suite 216, Princeton Pike, Lawrenceville, New Jersey.
NOW THEREFORE BE IT RESOLVED THAT the Executive Director is directed to execute a
Purchase Order with XXXXXXXX for an Emergency Standby Generator, an automatic transfer
switch, and an enclosure unit in an amount not to exceed $XXXXXXX and related equipment as
necessary; and
BE IT FURTHER RESOLVED THAT the Executive Director is hereby authorized to take such
other actions as he deems necessary and appropriate for the acquisition of an office backup
power generator.
Adopted Date:
Motion Made By:
Motion Seconded By:
Ayes:
Nays:
Abstentions:
Agenda Item 9
RESOLUTION NO. 15 EXECUTIVE SESSION
BE IT HEREBY RESOLVED, That pursuant to N.J.S.A. 10:4-12 and N.J.S.A. 10:4-13, the
members of the New Jersey Environmental Infrastructure Trust (the "Trust") hold an executive session
regarding contract negotiations, personnel matters and advice from counsel.
BE IT FURTHER RESOLVED, That it is expected that discussions undertaken at this executive
session will be made public once a final position is adopted by the Trust regarding such actions.
Adopted Date:
Motion Made By:
Motion Seconded By:
Ayes:
Nays:
Abstentions: