JOINT PROJECT AGREEMENT UTILITY INSTALLATION BY HIGHWAY CONTRACTOR NONREIMBURSABLE (SP# 14120-3524/WPI#7115952) RESOLUTION 94-32
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ITA TB OF FLORJDA DBPAJl'I\.CBNT Of TlANSPOIlTA TION
1 JOINT PROJECf AGREEMENT I
Ul'ILIT'. INSTALLATION BY IDGHW A Y CONl'RAcrOR
NONREIMBURSABLE
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7115952
14120-3524/6525
52
PASCO
THIS AGREEMENT, made and entered into this J4-tf-dayof JUt1e. .19C)~. byand
between the STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION, hereinafter referred to as the FOOT, and
Oearwater Gas Systems, hereinafter referred to as UTILITY, an organization organized and existing under the laws of
Flor ida . with its principal place of business in Clearwa ter . County of Pinellas . State of
Florida
WITNESSETH:
WHEREAS, the FOOT is constructing, reconstructing or otherwise changing a portion of the State Highway System
designated by the FOOT as State Project No. 14120-3524 Road No. oU, between Hids and Moon Lake, which shall call for
the adjustment, relocation and/or installation of the Utility's facilities along, over and/or under said highway; and
WHEREAS, the plans for the said construction, reconstruction or other changes to be made, as above described, have
been reviewed by the FOOT and the UTILITY, said above described UTILITY relocation, hereinafter referred to as "Utility
Work"; and
WHEREAS, the term "Cost of Utility Work" shall include the entire amount paid by the UTILITY properly
attributable to such work; and
WHEREAS, the UTILITY has expressed its desire to assume all costs incurred by this Utility Work and has
requested the FDOT to include in said Project certain plans and specifications to meet the UTILITY'S needs; and
WHEREAS, the FOOT and the UTILITY have determined that it would be to the best interest of the general public
and to the economic advantage of both parties to enter into a JOINT PROJECT AGREEMENT, hereinafter referred to as
"JPA," providing for such work;
NOW, THEREFORE, in consideration of the mutual covenants hereinafter contained, it is agreed by the parties as
follows:
1. The FOOT and the UTILITY shall participate in a JP A, the scope of which will cover only the UTILITY facility
\\ithin the limits of the project as included in the plans and estimate of the FOOT contract, more specifically described as
adiusbnent of gas facilities. The estimated cost of said project is $ 268,431.81
including allowances; and the method of payment is specified in Exhibit "A" attached hereto and made a part hereof.
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2. The UTILITY will prepare, at its expense, the design and plans for all of the neassary Utility Work specified
above, and will furnish to the FOOT no later than March 15. , 19 ~ complete original plans,
same as FOOTs contract plans, all suitable for reproduction by the FOOT, together with a complete set of specifications
covering all construction requirements for the Utility Work. Final plans shall be complete in every detail and will include a
"Sununary of Quantities" sheet. It will be the responsibility of the UTILITY to coordinate the development oftbe Utility
Work plans with the FOOTtS plans. The FOOT, upon request by the UTILITY, will furnish all available highway information
required by the UTILITY for the development of the Utility Work plans; and the FOOT shall cooperate fully with the
UTILITY to this end.
3. All of the work on the JP A is to be done according to the plans and specifications of the FOOT which plans and
specifications are, by reference hereto. made a part hereof. The UTILITY will be responsible for verifying the accuracy of the
FOOT'S underground survey infonnation, and will also be responsible for any changes to the UTILITY'S plans made
necessaI)' by errors or omissions in the FOOT'S survey infonnation as furnished to the
UTILITY. All errors, omissions or changes in the design of the Utility Work will be the sole responsibility of the UTILITY.
In any conflict between UTILITY and FOOT specifications, the FOOT'S specifications will govern.
All Utility Work covering facilities to be relocated to a position within the FOOT right of way will be accommodated
in accordance with the FOOT "Utility Accommodation Manual."
4. The UTILITY, at its expense, will furnish all engineering inspection, testing and monitoring of the Utility Work,
and will also furnish the FOOT'S engineer with progress reports for diary records, approved quantities and amounts for
weekly, monthly and final estimates. All field survey control for the Utility Work will be furnished by the UTILITY under the
supervision of the FDOT'S engineer, The coordination of the Utility Work with that of the FOOT contractor and other
UTILITIES and/or their contractors will be the responsibility of the FOOT, and the UTILITY shall cooperate fully in this
matter. All information required for Changes or Supplemental Agreements pertaining to the Utility Work shall be promptly
furnished to the FDOT by the UTILITY upon the request of the FOOT.
5. The FDOT will provide the necessary engineering supervision to assure construction is in compliance with the
plans and specifications hereinafter referred to, and shall receive all bids for and let aU contracts for said Utility Work all at the
sole expense of the UTILITY. All bids for said Utility Work shall be taken into consideration in the award of bid on the
FOOT Project and the UTILITY shall have the right to review and reject any and all bids on the Utility Work. If said bids
exceed the FDOT'S estimated cost by more than ten percent (10%), the FDOT may elect to participate in the cost involved in
the Utility Work. Such participation shall be limited to the difference between the FOOT'S official estimate plus ten percent
(10%) and the amount awarded for the Utility Work. In the event the FOOT does not elect to participate in the manner
prescribed above and the bid is rejected by the UTILITY, then the UTILITY shall arrange, at its own expense, for the prompt
construction of the Utility Work in accordance with the relocation schedule submitted by the UTILITY. In the event the
UTILITY elects this option, the UTILITY shall notify the FDOT of its intent and request the refund of the deposited funds.
Upon the receipt of such notice, the FDOT shall amend the highway contract documents prior to award. The UTILITY shall
cooperate with the FDOT'S contractor to schedule the sequence of the UTILITY'S work so as not to delay the work of the
FDOT'S contractor. The UTILITY shall defend any legal claims of the FOOT'S contractor due to delays caused by the
UTILITY'S failure to comply with their relocation schedule, and shall comply with all provision of the law and the FDOT
"Utility Accommodation Manual." The UTILITY shall not be responsible for delays beyond its normal control.
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6. All adjustments, relocations, repairs and incidentals required to be performed to the existing utilities within this
project, not included in this contract, will be the sole responsibility of the UTILITY and will be handled under a separate
agreement and utility relocation schedule. All such work is to be coordinated with the construction of this project and in a
manner that will not cause delay to the FOOT contractor.
7. All services and work under the construction contract shall be performed to the satisfaction of the DISTRICT
DIRECTOR OF OPERATIONS or designee, and he shall decide all questions, difficulties and disputes of whatever nature,
which may arise under or by reason of such contract for Utility Work; the prosecution and fulfillment of the services
thereunder, and the character, quality, amount and value thereof; and his decision upon all claims, questions and disputes
thereunder shall be fmal and conclusive upon the parties hereto.
8. The UTILITY agrees that it will, at least seven (7) days prior to the FOOT'S advertising the construction project
for bid. furnish the FOOT an advance payment, including allowances, in the amount of $ 268,431.81
for payment of said Utility Work. In the event that the actual bid amount plus allowances is greater
than the amount previously provided, the UTILITY agrees that, within fourteen (14) calendar days of notification by the
FOOT, it shall make an additional payment so that the total amount provided prior to award of the bid equals the bid amount
plus allowances. If the accepted bid amount plus allowances is less than the deposit amount, the DEP AR TMENT will refund
the amount that the deposit exceeds the bid amount plus allowances if such refund is requested by the UTILITY. Both parties
further agree that in the event final billing pursuant to the terms of this agreement is less than the advance payment, a refund
of the excess will be made by the FOOT to the UTILITY and that in the event said fmal billing is greater than the advance
payment, the UTILITY will pay the additional amount within forty (40) days from the date of the invoice.
The payment of funds as required above will be made as follows (choose one):
Directly to the FOOT for deposit into the State Transportation Trust Fund.
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Deposit as provided in the attached Memorandum of Agreement (Exhibit A) between UTILITY, FOOT, and
the Florida Department of Insurance, Division of Treasury.
9. Upon completion and acceptance of the work, the UTILITY shall O\\n, control, maintain and be responsible for all
of its facilities, according to the terms of the utility permit. The UTILITY further agrees to comply with all provisions of the
FOOT "Utility Accommodation Manual."
10. The UTILITY covenants and agrees that it shall, to the extent permitted by law, indemnify, defend, save and hold
harmless the FOOT from any and all legal actions, claims or demands by any person or legal entity against the FOOT arising
out of the joint participation in this Agreement.
11. Upon fmal payment to the contractor for the entire project, the FOOT shall, within one hundred eighty (180)
days, furnish the UTILITY with two (2) copies of its fInal and complete billing of all cost incurred in connection with the work
performed hereunder, such statement to follow as closely as possible the order of the items contained in the job estimate. The
fmal billing will show the description and site of the project; the date on which the fIrst work was performed or the date on
which the last work was performed or the last item of billed expense was incurred; and the location where the records and
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FORM 71 0.01 0-22
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accounts billed can be audited. All cost records and accounts shall be subject to audit by a representative of the UTILITY
within three (3) years after acceptance of the project. In the event (mal cost is less than the advance payment, the FOOT will
refund the balance to the UTILITY. If the final cost exceeds the advance payment, the UTILITY will be invoiced for the
balance. Upon receipt of the final invoice, the UTILITY will reimburse the FOOT in the amount of such actual cost within
forty (40) days. The UTILITY shall pay an additional charge of 1 % per month on any invoice not paid within the time
specified in the preceding sentence until the invoice is paid.
12. The UTILITY shall pay the FOOT'S reasonable attorneys' fees and court costs if the FOOT prevails in litigation
for the enforcement of the provisions of paragraphs 1,8 or 12 of this Agreement.
13. This document incorporates and includes all prior negotiations, correspondence, conversations, agreements or
understandings applicable to the matters contained herein, and the parties agree that there are no commitments, agreements or
understandings concerning the subject matter of this Agreement that are not contained in this document. Accordingly, it is
agreed that no deviation from the terms hereof shall be predicated upon any prior representation or agreements whether oral or
written. It is further agreed that no modification, amendment or alteration in the tenns or conditions contained herein shall be
effective unless contained in a written document executed with the same fonnality and of equal dignity herewith.
14. This Agreement shall be governed, interpreted and construed according to the laws of the State of Florida.
15. If any part of this Agreement shall be determined to be invalid or unenforceable by a court of competent
jurisdiction, or by any other legally constituted body having the jurisdiction to make such determination, the remainder of this
Agreement shall remain in full force and effect provided that the part of the Agreement thus invalidated or declared
unenforceable is not material to the intended operation of this Agreement.
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FORM 71().41~22
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IN WITNESS WHEREOF, the parties hereto have caused these presents to be executed by their duly authorized
officers, and their official seals hereto affixed, the day and year frrst above written.
UTILITY:
Clearwater Gas Systems/City of C.lp;m~terr FL
BY:
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F.J i 7~ th ~1. tu1a
(Title: Ci_tv Mn3ger
A TIEST(s): luMftV j;(g" ~ f)~J/J7/J/h-,
~E.a:.rfeou ~
(Title: City Cleric
FDOT Approved as to FonD., Legality and Execution
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BY:
BY:
Attorney
STATE OF FLORIDA
DEPARTMENT OF TRANSPORTATION
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BY:
A TTEST(s):
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(Title:
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1lP-"UJ8:i as to form ard lEgal SJffide-cy:
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~ City Attorrey
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District U~lity Engineer ~
(SEAL)
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Rxhibia A
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TIllS AGREEMENT, made and entered into this l.1..fh day ~ 199.k.., by and between the State
of Florida, Department of Transportation, hereinafter referred to as "DOT and the State of Florida, Department
EXBmIT "A"
MEMORANDUM OF AGREEMENT
JUL 8 323 PH'96
of Insurance, Division of Treasury, hereinafter referred to as "Treasurer" and Clearwater Gu Systems,
hereinafter referred to as the "Participant".
WITNESSETH
WHEREAS, "DOT" is currently constructing the following project:
State Project No: 14120-3524/6525
F.A.P. No:
W.P.I. No: 7115952
County: Pasco
hereinafter referred to as the "Project".
WHEREAS, DOT and the Participant entered into a Joint Participation Agreement dated 3u n e.- 14 ,
199.3 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 if an escrow account were established to provide funds for the additional work
performed on the Project on behalf of the Participant by 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 $ 268,431.81 ( ) will be made by the
"Participant" into an escrow account. Said escrow account will be opened by DOT on behalf of the Participant
in the name of the Florida Department of Transportation with the Department of Insurance, Division of
Treasury, Bureau of Collateral Securities upon receipt oftms Memorandum of Agreement. Such account will
be opened and shall be deemed an asset of DOT.
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2. Other deposits will be made only by the Participant as necessary to cover the cost of the ga. main work
prior to the execution of any Supplemental Agreements.
3. AU deposits shall be made payable to the Department of Insurance. Revenue Processina and mailed to the
DOT Office of Comptroller for appropriate processing at the foUowing address:
FWRIDA DEPARTMENT OF TRANSPORTATION
Office of ComptroUer (M.S. 24)
605 Suwannee Street
TaDabauee, Florida 32399-0450
ATfN: JPA Coordinator
A copy of this Agreement shall accompany the deposits.
4. The DOT's Comptroller and/or his designees shall be the sole signatories on the escrow account with
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 JP A.
6. The Treasurer agrees to provide written confirmation of receipt of funds to the DOT.
7. The Treasurerls Office further agrees to provide periodic reports to the DOT.
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STATE OF FLORIDA
DEPARTMENT OF TRANSPORTATION
COMPTROLLER
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ST ATE OF FLORIDA
DEPARTMENT OF INSURANCE
DMSION OF TREASURY
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pXk\1a~T~i NA~' City Manag2r
102 S. Osceola Avenue
Clearwater, FL 34616
PARTICIPANT ADDRESS
59-6000289
FEDERAL TAX lD.
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RESOLUTION NO. 94-32 (a)
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A RESOLUTION OF THE CITY OF CLEARWATER,
FLORIDA, AUTHORIZING THE EXECUTION OF A JOINT
PROJECT AGREEMENT BETWEEN THE CITY OF
CLEARWATER AND THE STATE OF FLORIDA DEPARTMENT
OF TRANSPORTATION FOR THE RELOCATION AND/OR
INSTALLATION OF NATURAL GAS MAINS DURING THE
STATE ROAD 52 WIDENING PROJECT, AND
AUTHOR I ZING THE PLACING OF FUNDS WITH THE
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION
FOR THE COMPLETION OF THE UTILITY
INSTALLATION; PROVIDING AN EFFECTIVE DATE.
WHEREAS, the State of Florida Department of Transportation
(Department) is widening State Road 52 between Hicks and Moon Lake,
which calls for the relocation or installation of new City gas
facilities over and/or under said highway; and
WHEREAS, the City requires additional gas capacity in certain
locations within the construction limits of this project; and
WHEREAS, the City authorized the preparation of plans and
specifications for such work, and the plans and specifications have
been prepared and approved by the Clearwater Gas System; and
WHEREAS, an agreement to provide for such work in conjunction
with the road reconstruction work has been prepared, and a copy of
the agreement is attached hereto; now, therefore,
BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF
CLEARWATER, FLORIDA:
Section 1. The Joint Project Agreement between the City and
the Department for relocation and/or installation of city natural
gas mains designated as utility Job 6524, Section 14120, Parcell,
R/W Job N/A, a copy of which is attached hereto as Exhibit A, is
hereby approved and authorized for execution by the City officials.
Section 2. The City shall assume all costs incurred for such
work, which costs are estimated to be $268,431.81. The estimated
costs of such work shall be paid in advance to the State of Florida
Department of Transportation in accordance with the Joint Project
Agreement.
Section 3. This resolution shall take effect immediately upon
adoption.
PASSED AND ADOPTED this 2nd day of May
Attest:
~ Z-. A. .J;."
Cyn ia E. Goudeau
City Clerk
Rita Garvey
Mayor-Commission