JOINT PROJECT AGREEMENT SECOND AMENDMENT - CLEARWATER MEMORIAL CAUSEWAY EAST BRIDGE
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SECOND AMENDMENT
CITY OF CLEARWATER
FPN: 257093 1
FORMER WPI: 7117181
JOINT PARTICIPATION AGREEMENT SECOND AMENDMENT
CLEARWATER MEMORIAL CAUSEWAY EAST BRIDGE
THIS AMENDED AGREEMENT, made and entered into this ~day of au~ , 2001
by and between the STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION, an agency of
the State of Florida, hereinafter referred to as the "DEPARTMENT", and the CITY OF
CLEARWATER, hereinafter referred to as the "CITY"
WITNESSETH:
WHEREAS, the DEPARTMENT and the CITY heretofore on the 27th of June, 1997
entered into a Joint Participation Agreement; and heretofore on the 5th of January, 2001 first amended
the Agreement, and
WHEREAS, the CITY and the DEPARTMENT have mutually agreed that the CITY shall be
responsible for the Right of Way phase of the PROJECT; and the Department shall be responsible
for the Construction and Construction Engineering Inspection phases of the PROJECT, and
WHEREAS, the CITY has agreed in the original Agreement to pay the Department for
construction, the state fiscal year of the payment is advanced to 2000/2001 in recognition of
increased federal funding, and
WHEREAS, the federal allocations for the PROJECT have increased since the Agreement
was first amended, thereby decreasing the financial contribution required of the CITY, and
WHEREAS, the CITY, by Resolution No. 97-41, a copy of which is attached hereto as
Exhibit E, and by reference made a part hereof, has authorized its officers to execute a second
Amendment to the Agreement on its behalf.
NOW, THEREFORE THIS INDENTURE WITNESSETH: that for and in consideration
of the mutual benefits to flow from each to the other, the parties hereto agree that the above
described Joint Participation Agreement as first amended is to be further amended as follows:
The amount of advanced funding from the City is decreased from that appearing in the first
amendment to reflect increased federal discretionary allocations for construction of the PROJECT in
the amount of $8,770,662.
The resulting changes appear in the following table:
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SECOND AMENDMENT
CITY OF CLEARWATER
FPN: 257093 1
FORMER WPI: 7117181
Discretionary
Total Proiect Federal Allocations
City's
Advanced Funding
First Amendment
$50,065,077 $12,000,000
$38,065,077
$29,294,415
Second Amendment $50,065,077 $20,770,662
The following paragraphs and exhibits of the Agreement are revised to reflect the City's
decreased advanced funding:
Paragraph (F) is revised only to reflect a decreased advanced deposit of $29,294,415 (Twenty nine
million, two hundred ninety four thousand, four hundred fifteen dollars) and to provide that Exhibits
"A" and "C" are being modified in keeping with the decreased advanced deposit.
A new signature page references the Agreement as first amended as well as the Original Agreement.
Exhibit "A, II" is revised, and attached, to show a decreased advanced deposit of $29,294,415
(twenty nine million, two hundred and ninety four thousand, andfour hundred fifteen dollars).
Exhibit "C, I" is revised, and attached, to decrease the initial deposit to $29,294,415 (twenty nine
million, two hundred and ninety four thousand,four hundred andfifteen dollars). Also, as requested
by the City, its signature block has been revised to match that of the Amendment.
Exhibit "F" is revised, and attached, in keeping with the increased federal allocations and the
decreased City's advanced funding.
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SECOND AMENDMENT
CITY OF CLEARWATER
FPN: 257093 1
FORMER WPI: 7117181
Except as hereby modified, amended or changed, all other terms of said Agreement dated
June 27th, 1997, and the first amendment dated January 5, 2001, shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused these presents be executed, the day
and year first above written.
~, RWATER
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WILLIAM B. HORNE, IT
INTERIM CITY MANAGER
DEPARTMENT OF TRANSPORTATION
~l4WA
DON J. SKELTON, P.E.
DISTRICT DIRECTOR OF PLANNING
AND PUBLIC TRANSPORTATION
COUNTER-SIGNED
B4:JIA
MA YOR-C SSIONER
ATTEST .,.'
APPROVED AS TO FORM
A ORNEY
DEPARTMENT OFTRANSPO
ORNEY, JANE C. YMAN
ITY OF CLEARWATER
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SECOND AMENDMENT
CITY OF CLEARWATER
FPN: 257093 1
FORMER WPI: 7117181
AMENDED
EXHIBIT A
ADVANCE FUNDING SCHEDULE
This Exhibit forms an integral part of that certain Amended ,Joint Participation Agreement
between the State of Florida, Department of Transportation (Department) and the CityofClearwater
(City) executed on June 27,1997_, and first amended on January 5,2001, and now amended on
<lI.~ /li , 2001.
This agreement shall continue in effect and be binding on all parties until the project is
completed, any subsequent litigation is complete and terminated, final costs are known, and
legislatively appropriated reimbursements, if approved, are made by the Department.
I. Estimated Project Cost:
$50,065,077
II. Advanced Funding from the City to the Department: State Fiscal Year 2000/2001; $29,294,415.
m. Reimbursement of project costs from the Department to the City, not to exceed $13,000,000
for Design, Construction, and CEI, will be available in the year in which the funds are
programmed in the Department's Adopted Five Year Work Program and are subject to legislative
appropriation.
The Department agrees to reimburse the City in accordance with Section 339.12 of the Florida
Statutes an amount not to exceed $3,000,000 for the Department's participation in Design costs
in the Department's Fiscal Year 2002/2003. The Department agrees further to reimburse the City
in an amount not to exceed $10,000,000 for the Department's participation in Construction and
C.E.!. costs in the Department's Fiscal Year 2004/2005.
Requests for reimbursement of fees or other compensation of services or expenses shall be
submitted in detail sufficient for a proper pre-audit and post-audit thereof. At no time will the
total reimbursement exceed the cumulated, accepted project expenditures. Invoices will be
submitted to the Department by the City in a format provided and approved by the Department in
the fiscal years funds become available as referenced above. Invoices should be submitted to the
Department by September 2002 for Design costs and September 2004 for Construction and CEI
costs. Payments to the City will be made in lump sums in accordance with the approved
InVOIces.
The Department further agrees to request appropriation of said amounts from the Legislature
prior to each fiscal year in question. The Department's obligation to pay is contingent upon
annual appropriation by the Florida Legislature.
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SECOND AMENDMENT
CITY OF CLEARWATER
FPN: 257093 1
FORMER WPI: 7117181
AMENDED
EXHIBIT B
This Exhibit forms an integral part of that certain Amended Joint Participation
Agreement between the State of Florida, Department of Transportation (Department) and the
City of Clearwater (City) executed on June 27, 1997 and amended on January 5,2001.
This agreement shall continue in effect and be binding on all parties until the project is
completed, any subsequent litigation is complete and terminated, final costs are known, and
legislatively appropriated reimbursements, if approved, are made by the Department.
Project Location:
Memorial Causeway East Bridge in Pinellas County
Project Description:
Design, Right of Way Acquisition, and Construction and CEI of the MEMORIAL CAUSEWAY
EAST BRIDGE
Special Considerations by Agency:
The audit report(s) required in the Agreement shall include a schedule of project assistance that
will reflect the Department's contract number, Financial Project Number, the Federal
Identification number, and bridge number, where applicable, and the amount of state funding
action (receipt and disbursement of funds) and any federal or local funding action and the
funding action from any other source with respect to the project.
Miscellaneous Provisions
I. All proposals, plans, specifications, environmental permits, acquisition, construction,
reconstruction or improvement of facilities or equipment within or connecting to state owned
right of way shall comply with the following:
a) Section 287.055 F.S. "Consultants' Competitive Negotiations Act".
b) FDOT "Project Development and Environmental Manual"
c) Section 404 of the Clean Water Act, Wetlands Permitting Programs (U.S.A.C.O.E)
d) Rule Chapter 17-312 FAC, Dredge and Fill Activities (DER)
e) Rule Chapter 40D-4 and 40D-40, Surface Water Management (S.W.F.W.M.D)
f) FDOT Utility Accommodation Manual (1999)
g) A policy on Geometric Design of Highways and Streets, 1994 (AASHTO)
h) Manual of Uniform Minimum Standards for Design, Construction and Maintenance for
Streets and Highways, State of Florida, 2000 Edition, "Green Book"
I) Roadway and Traffic Design Standards for Design, Construction, Maintenance and Utility
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SECOND AMENDMENT
CITY OF CLEARWATER
FPN: 257093 1
FORMER WPI: 7117181
Operations for Streets and Highways on State Maintained Systems, January 2000
j) Florida Department of Transportation Roadway Plans Preparation Manual (2 Volumes), 2000
h) Manual on Uniform Traffic Control Devices, 1988 Edition
1) Florida Department of Transportation Standard Specifications for Road and Bridge
Construction 2000
m) Florida's Design Standards for Resurfacing, Restoration, and Rehabilitation (R-R-R) of
Streets and Highways, 1988
n) Structures Standard Drawings, FDOT, 2000 Edition
0) Florida Department of Transportation Structures Design Guidelines, 2000/
p) Rule Chapter 14-96, Florida Administrative Code (FAC), State Highway System Connection
Permits, Administrative process and rules of the Department of Transportation Rule Chapter 14-
97 F AC, State Highway System Access Management Classification System and Standards
q) Rule Chapter 14-86 FAC, Drainage Connections to State Highways
r) State of Florida Department of Transportation Drainage Manual, 1998
s) Florida Department of Transportation Minimum Specifications for Traffic Control Devices,
1998
t) Florida Statutes regulating acquisition of right-of-way for transportation facilities, including,
but not limited to Chapters 73, 74, 287, 334, 336, 337, 339 FS. and F.A.C., Rule 14-66
u) Title 23, Code of Federal Regulations, Chapter 1, Subchapter A, Part 1, Section 1.23 and
Subchapter H, Part 710, Subpart B, C, & D
v) The FHW A approved EAlFONZI dated 2/1/99.
Special Considerations of the Department:
Quarterly reports of interest earned for the project may be provided upon request. The reports,
once requested, may be received no earlier than six weeks after the end of each quarter. All
records are available for audit upon request.
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SECOND AMENDMENT
CITY OF CLEARWATER
FPN: 257093 1
FORMER WPI: 7117181
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AMENDED
EXHIBIT C
MEMORANDUM OF AGREEMENT
THIS AMENDED AGREEMENT, made and entered into this'!':0n..lr, day of ..jl..c,.~~
2001, by and between the State of Florida, Department of Transportation, hereinafter referred to
as "DOT" and the State of Florida, Department of Insurance, Division of Treasury, hereinafter
referred to as "Treasury" and the City of Clearwater, hereinafter referred to as the "Participant"
replaces the original Memorandum of Agreement dated June 27, 1997, as first amended January
5, 2001.
WITNESSETH
WHEREAS, "DOT" is currently constructing the following project:
Financial Project No.: 257093 1 (Formerly, WPI: 7117181, SPN: 15220-3599)
F.A.P. No. nJa
County : Pinellas
hereinafter referred to as the "Project".
WHEREAS, DOT and the participant entered into a Joint Participation Agreement
dated June 27, 1997, and first amended on January 5,2001, wherein DOT agreed to perform
certain work on behalf of the Participant in conjunction with the Project.
WHEREAS, the parties to this AGREEMENT mutually agreed that it would be in the
best interest of the DOT and the Participant to establish an interest bearing escrow account to
provide funds for the work performed on the Project on behalf of the Participant by the DOT.
NOW THEREFORE, in consideration of the premises and the covenants contained
herein, the parties agree to the following:
1. An initial deposit in the amount of $29.294.415 (twenty nine million, two hundred ninety
four thousand, four hundredfifteen_dollars) will be made by the Participant into an
interest bearing escrow account established by the Department for the purposes of the
project. Said escrow account will be opened with the Department of Insurance, Division
of Treasury, Bureau of Collateral Securities on behalf of the DOT upon receipt of this
Memorandum of Agreement. Such account will be an asset of DOT.
2. Other deposits will be made only by the Participant as necessary to cover the cost of
additional work prior to the execution of any Supplemental Agreements or Amendments.
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SECOND AMENDMENT
CITY OF CLEARWATER
FPN: 257093 1
FORMER WPI: 7117181
3. All deposits shall be made payable to the Department of Insurance, Revenue Processing and
mailed to the DOT Office of Comptroller for appropriate processing at the following address:
Florida Department of Transportation
Office of Comptroller
3717 Apalachee Parkway, Suite E
Mail Station 24
Tallahassee, Florida 32311
A TTN: IP A Coordinator
4. The DOT's Comptroller and/or his/her designees shall be the sole signatories on the escrow
account with the Department of Insurance and shall have sole authority to authorize withdrawals
from said account.
5. Unless instructed otherwise by the parties hereto, all interest accumulated in the escrow
account shall remain in the account for the purposes of the project as defined in the IP A. Upon
request and after final completion of the project, remaining funds and interest will be refunded to
the City.
6. The Treasurer agrees to provide written confirmation of receipt of funds to the DOT.
7. The Treasurer's Office further agrees to provide periodic reports to the DOT.
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S~FLORIDA
DEPARTMENT OF TRANSPORTATION
COMPTROLLER
T ~WJ..t<.
STATEOFFL IDA
DEPARTMENT OF INSURANCE
DIVISION OF TREASURY
SECOND AMENDMENT
CITY OF CLEARWATER
FPN: 257093 1
FORMER WPI: 7117181
-iJ,~BjJk4MQ. dr
WilLIAM B. HORNE, II
INTERIM CITY MANAGER
P.O. BOX 4748
CLEARWATER, FLORIDA 34618-4748
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BRW.A T "
MAYOR-CO MISSIONER
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CY IDA ~.~OUDEAU ,,'
CITY CLERI{' ,', .
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FEDERAL EMPLOYER I.D. NUMBER
5960000289
APPROVED AS TO FORM
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CITY OF CLEARWATER
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SECOND AMENDMENT
CITY OF CLEARWATER
FPN: 257093 1
FORMER WPI: 7117181
AMENDED
EXHIBIT D
PROJECT SCHEDULE
Exhibit forms an integral part of that certain Amended Joint Participation Agreement between the State of
Florida, Department of Transportation (Department) and the _City of Clearwater (City) executed on June 27,
1997 and first amended on January 5,2001.
AMENDED PROJECT SCHEDULE
PHASE & AGENCY BEGIN DOCUMENTS TO FDOT
FOR MAILING
NO LATER THAN
DESIGN FEBRUARY 1999 APRil.. 2001
CITY OF CLEARWATER
RIGHT OF WAY MA Y 2000 APRil.. 2001
CITY OF CLEARWATER
CONSTRUCTION (PROJECT LETIING)
FDOT SEPTEMBER 2001
UTil..ITIES APRil.. 2001
CITY OF CLEARWATER
Special Considerations:
The City and the Department agree that any changes in the schedule for the Project will be mutual and
provided in writing.
Exhibit "E"
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RESOLUTION NO. 97-41
A RESOLUTION OF THE CITY OF CLEARWATER,
FLORIDA, AUTHORIZING THE EXECUTION OF A
JOINT PARTICIPATION AGREEMENT BE1WEEN
TIiE CITY OF CLEARWATER AND THE STATE OF
FLORIDA DEPARTMENT OF TRANSPORTATION,
TO CONSTRUCT A NEW MEMORIAL CAUSEWAY
EAST BRIDGE; PROVIDING AN EFFECTIVE DATE.
WHEREAS, the construction of a new Memorial Causeway East Bridge is
in the interests of both the Florida Department of Transportation and the City of
Clearwater. It would be most practical, expeditious, and economical for the
Florida Department of Transportation to perform the services to effect
construction;
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WHEREAS, the Florida Department of Transportation is prepared in
accordance with Florida Statutes to reimburse the City up to $13,000,000 under
the Joint Participation Agreement" a copy of which Is attached hereto, to
undertake the construction of the bridge;
WHEREAS, in order to expedite construction of the bridge, the City is
prepared to provide advance funding of the project beginning in Fiscal Year
1997/98; now therefore,
BE IT RESOLVED BY THE CITY COMMISSION OF
THE CITY OF CLEARWATER, FLORIDA:
Section 1. The City Commission hereby accepts and approves the
Joint Participation Agreement between the City of Clearwater and the Florida
Department of Transportation, to construct a new Memorial Causeway East
Bridge.
Section 2. This resolution shall take effect immediately upon adoption.
PASSED AND ADOPTED this 19th
day of June
,1997.
er
ice-Mayor-Commissioner
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Approved as to form:
t.J.. ;c J!
Pamela K. Akin, City Attorney
Attest:
Resolution No. 97-41
Exhibit "E"
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RESOLUTION NO. 00-19
A RESOLUTION PROVIDING FOR THE SALE OF NOT TO EXCEED $51
MILLION INFRASTRUCTURE SALES TAX REVENUE BONDS; APPROVING
THE SERIES 2000 PROJECT; PROVIDING THAT SUCH BONDS SHALL BE
ISSUED IN FULL BOOK ENTRY FORM; ESTABLISHING ITS INTENT TO
REIMBURSE CERTAIN PROJECT COSTS INCURRED WITH PROCEEDS OF
FUTURE TAX-EXEMPT FINANCING; AUTHORIZING THE VALIDATION OF
THE BONDS; PROVIDING CERTAIN OTHER MATTERS IN CONNECTION
THEREWITH; AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, on May 6, 1999, the City Commission of the City of Clearwater, Florida (the
"City" or the "Issuer") enacted Ordinance No.6352-99 (the "Bond Ordinance") to provide for the
issuance of City's Infrastructure Sales Tax Revenue Bonds, Series [to be determined] in one or more
series from time to time payable from Sales Tax Revenues (as defined therein); and
WHEREAS, the City previously designated the initialproject (the "Series 1999 Project"),
to be financed with the first series of bonds, the "Infrastructure Sales Tax Revenue Bonds, Series
1999" (the "Series 1999 Bonds"); and
WHEREAS, it is in the best interest of the City to designate a second project (the "Series
2000 Project"), the costs of which is to be financed, in part, with the proceeds of the "Infrastructure
Sales Tax Revenue Bonds, Series 2000," (the "Series 2000 Bonds"); and
WHEREAS, it is in the best interest of the City to provide for the public sale of not to exceed
$51 million of Series 2000 Bonds;
NOW, THEREFORE, BE IT RESOL YED BY THE CITY COMMISSION OF THE CITY
OF CLEARWATER, FLORIDA, AS FOLLOWS:
SECTION 1. FINDINGS. The City Commission hereby finds and determines:
A. The City Commission has previously determined the necessity to replace the
Memorial Causeway Bridge (the "Bridge") in Resolution No. 96-38, adopted May 2, 1996,
the City's intent to replace the bridge within four to five years in Resolution No. 96-28,
adopted March 21, 1996 and entered into a Joint Participation Agreement with the Florida
Department of Transportation to construct the Bridge in Resolution No. 97-41, adopted on
June 19, 1997, each said decision being reached while receiving, public input, comments and
advice from professionals generally recognized to be experts in matters relating to bridge and
road design and traffic flow patterns and needs, as well as comments from the citizens of the
City in relation to the Bridge and/or the project now denoted as the Series 2000 Project.
B. The City and Pinellas County (the "County") have entered into an Interlocal
Agreement whereby the County is providing funding assistance in an amount not to exceed
$10,000,000 for completion of the Project.
Res, 00"/1
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C. Based on the extensive information received by the members of the City
Commission through such public input and in reports of the professionals engaged by the
City, the City Commission hereby determines that the Series 2000 Project, as hereinafter
approved, is necessary for the continued health and safety of the citizens of the City and
visitors to the City and that the construction of the Series 2000 Project and the financing
thereof with proceeds of the Series 2000 Bonds is in furtherance of the public health and
safety of the citizens of the City of Clearwater.
SECTION 2. AUTHORIZATION OF BONDS, SERIES DESIGNATION. That portion
of the Infrastructure Sales Tax Revenue Bonds, Series [to be determined] authorized by the Bond
Ordinance being offered pursuant to this resolution is hereby designated as the not to exceed $51
million City of Clearwater, Florida, Infrastructure Sales Tax Revenue Bonds, Series 2000 (the
"Series 2000 Bonds"), which Series 2000 Bonds are hereby authorized to be issued. The proceeds
of the Series 2000 Bonds shall be used to pay (i) a portion of the costs of the 2000 Project (as
hereinafter identified), (ii) the costs of issuing the Series 2000 Bonds, (iii) the premium on the Bond
Insurance Policy, if any and (iv) the premium for the debt service reserve fund surety bond or to
make a deposit to the Reserve Fund. The proceeds of the Series 2000 Bonds not required to pay the
amounts described in clauses (ii) through (iv) in the immediately preceding sentence shall be
deposited into the subaccount in the Construction Fund (created by the Bond Ordinance) for the
2000 Project.
SECTION 3. AUTHORIZATION OF SERIES 2000 PROJECT. The Series 2000
Project, consisting of those capital projects and improvements set forth on Exhibit A attached hereto,
the costs of which are to be paid, in part, with the proceeds of the Series 2000 Bonds, is hereby
approved by the City Commission ofthe Issuer. Such approval is consistent with the prior actions
of the Issuer, as set forth in Section 1, paragraph A above.
, SECTION 4. BOOK ENTRY ONLY BONDS. It is in the best interest of the City and the
residents and inhabitants thereof that the Series 2000 Bonds be issued utilizing a pure book-entry
system of registration. In furtherance thereof, the City has previously executed and delivered a
Blanket Letter of Representations with the Depository Trust Company. For so long as the Series
2000 Bonds remain in such book entry only system of registration, in the event of a conflict between
the provisions of the Bond Ordinance and of the Blanket Letter of Representations, the terms and
provisions ofthe Blanket Letter of Representations shall prevail.
SECTION 5. DECLARATION OF INTENT. The Issuer hereby expresses its intention
to be reimbursed from proceeds of a future tax-exempt financing for capital expenditures to be paid
by the Issuer in connection with the construction of the Series 2000 Project. Pending
reimbursement, the Issuer expects to use funds on deposit in its general funds and other funds legally
available to pay a portion of the cost of the Series 2000 Project. It is not reasonably expected that
the total amount of debt to be incurred by the Issuer to reimburse itself for expenditures paid with
respect to the Series 2000 Project will exceed $51 million. This Resolution is intended to constitute
a "declaration of official intent" within the meaning of Section 1.150-2 of the Income Tax
Regulations.
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SECTION 6. VALIDATION AUTHORIZED. The City's Bond Counsel, in consultation
with the City Attorney, is hereby authorized and directed to file, on behalf ofthe City, a Complaint
in Validation of the Series 2000 Bonds, in accordance with the procedures set forth in Chapter 75,
Florida Statutes.
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SECTION 9. EFFECTIVE DATE. This resolution shall take effect immediately upon
adoption.
June
Passed and adopted this 1st day of MaY, 2000.
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Brian J. Aungst
Mayor-Commissioner
Approved as to form:
Attest:
/Ilk Akin
City Attorney
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EXHIBIT A
DESCRIPTION OF SERIES 2000 PROJECT
The Series 2000 Project shall consist of (i) acquisition by the City on behalf of, or acquisition
directly by the State of Florida Department of Transportation of right of ways and other related
interests in land, and (ii) the planning, construction and demolition associated with the resiting and
rebuilding of the Memorial Causeway East Bridge.
J:\BONDS\2000\3138IResolutionsIRESO.2, WPD
April 24,2000
R~5, 00-/9