00-39
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RESOLUTION NO. 00-39
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A RESOLUTION OF THE CITY OF CLEARWATER,
FLORIDA, APPROVING THE EXECUTION OF A UTILITY
JOINT PROJECT AGREEMENT WITH THE STATE OF
FLORIDA DEPARTMENT OF TRANSPORTATION
REGARDING RELOCATION OF NATURAL GAS MAINS
FOR THE IMPROVEMENT PROJECT FOR STATE ROAD
590 FROM N. SATURN AVENUE TO N.E. COACHMAN
ROAD; PROVIDING AN EFFECTIVE DATE.
WHEREAS, the State of Florida Department of Transportation (FDOT) has a
project to widen and improve State Road 590 from N. Saturn Avenue to N.E.
Coachman Road including roadway, sidewalk, other improvements and utilities to
include those existing Clearwater Gas System facilities which conflict with the design;
and
WHEREAS, under the Joint Project Agreement, the FOOT's general contractor
will perform the relocation of existing natural gas mains; and
WHEREAS, having FDOT's general contractor relocate the natural gas mains
allows for the work to be done in a timely manner and releases Clearwater Gas System
from penalty payments; 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 Project
Agreement between the City and the State of Florida Department of Transportation,
identified as Utility Work By Highway Contractor Agreement, Financial Project 10
257033-1-56-02, a copy of which is attached as Exhibit A.
Section 2. The City Commission hereby authorizes the Mayor-Commissioner
and City Manager to sign the Joint Participation Agreement described in this resolution
and associated documents.
Section 3. This resolution shall take effect immediately upon adoption.
PASSED AND ADOPTED this 2nd day of November
,2000.
Bria&f~4
Mayor-Commissioner
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Approved as to form:
(}4( ~
.. Jane C. Haym n
Assistant City Attorney
Attest:
~t~
Mvcynthia E. G~ au
7r City Clerk
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Resolution No. 00-39
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j . k
""nOlPUlllDA__OI-'''-
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT
(AT UTILITY EXPENSE)
'_No. 71Hf~22
UTUTlU
...,. OW1MlO
Inanclal ProJect 10: 257033-1-56-02
Work Program Item No, (old): 7117121
State Job No. (old): 1505G-3501
Federal ProJect 10:
CountyJSectlon No: Plnellall15
District Document No: NA
THIS AGREEMENT, entered into this _day of , year of _, by and between the STATE OF
FLORIDA DEPARTMENT OF TRANSPORTATION, hereinafter referred to as the .FOOT.. and
CITY OF CLEARWATER-CLEARWATER GAS SYSTEM. hereinafter referred to as the -UAO-;
WITNESSETH:
WHEREAS, the FOOT, is constructing, reconstructing, or otherwise changing a portion of a public road or publicly
owned rail corridor. said project being identified as (Drew Street) N. Saturn Avenue to N.E. Coachman, State Road No: Road
No.: 590, hereinafter referred to as the .Project.; and
WHEREAS, the UAO owns or desires to install certain utility facilities which are located within the limits of the Project
hereinafter referred to as the -Facilities. (said term shall be deemed to include utility facilities as the same may be relocated,
adjusted, installed, or placed out of service pursuant to this Agreement); and
WHEREAS, the Project requires the location (vertically and/or horizontally). protection, relocation, installation,
adjustment or removal of the Facilities, or some combination thereof. hereinafter referred to as -Utility Work-; and
_ WH EREAS, the FOOT and the UAO desire to enter into a joint agreement pursuant to Section 337.403(1 )(b), Florida
.atutes for the Utility Work to be accomplished by the FOOT's contractor as part of the construction of the Project; and
WHEREAS, the UAO, pursuant to the terms and conditions hereof. will bear certain costs associated with the Utility
Work;
NOW, THEREFORE. in consideration of the premises and the mutual covenants contained herein, the FOOT and
the UAO hereby agree as follows:
1. Design of Utility Work
a. UAO shall prepare. at UAO's sole cost and expense, a final engineering design, plans, technical special
provisions. a cost estimate. and a contingency Utility Work Schedule (said contingency schedule to be used in
the case of a bid rejection) for the Utility Work (hereinafter referred to as the DPlans PackageD) on or before
November 10. year of 2000.
b. The Plans Package shall be in the same format as the FOOT's contract documents for the Project and shall
be suitable for reproduction.
c. Unless otherwise specifically directed in writing. the Plans Package shall include any and all activities and
work effort required to perform the Utility Work. including but not limited to. all clearing and grubbing, survey
work and shall include a traffic control plan.
d.
The Plans Package shall be prepared in compliance with the FOOT's Utility Accommodation Manual and the
FOOT's Plans Preparation Manual in effect at the time the Plans Package is prepared, and the FOOT's
contract documents for the Project. If the FOOT's Plans Preparation Manual has been updated and conflicts
with the Utility Accommodation Manual, the Utility Accommodation Manual shall apply where such conflicts
exist.
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'''ge101l
Exhibit A to Resolution 00-39
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ITA" '" ~ llIPAIlTWNT '" ~ATlQN
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT
(AT UTILITY EXPENSE)
"- No. 7tH1c)'22
tmJTIE8
Rw. 0lVI MlO
The technical special provisions which are a part of the Plans Package shall be prepared In accordance with
the FOOT'. guidelines on preparation of technical special provisions and shall not duplicate or change the
general contracting provisions of the FOOT'. Standard Specifications for Road and Bridge Construction and
any Supplemental Specifications. Special Provisions, or Developmental Specifications of the FOOT for the
Project.
f. UAO shall provide a copy of the proposed Plans Package to the FOOT, and to such other right of way users
as designated by the FOOT, for review at the following stages: 90% JPA Desion 9/29/00. Prior to submission
of the proposed Plans Package for review at these stages, the UAO shall send the FOOT a work progress
schedule explaining how the UAO will meet the FOOT's production schedule. The work progress schedule
shall include the review stages, as well as other milestones necessary to complete the Plans Package within
the time specified in Subparagraph a. above.
e.
g. In the event that the FOOT finds any deficiencies in the Plans Package during the reviews performed pursuant
to Subparagraph f. above, the FOOT will notify the UAO in writing of the deficiencies and the UAO will correct
the deficiencies and return corrected documents within the time stated in the notice. The FOOT's review and
approval of the documents shall not relieve the UAO from responsibility for subsequently discovered errors or
omissions.
h. The FOOT shall furnish the UAO such information from the FOOT's files as requested by the UAO; however,
the UAO shall at all times be and remain solely responsible for proper preparation of the Plans Package and
for verifying all information necessary to properly prepare the Plans Package, including survey information as
to the location (both vertical and horizontal) of the Facilities. The providing of information by the FOOT shall
not relieve the UAO of this obligation nor transfer any of that responsibility to the FOOT.
I.
The Facilities and the Utility Work will include all utility facilities of the UAO which are located within the limits
of the Project, except as generally summarized as follows: NONE
These
exceptions shall be handled by separate arrangement.
j. If any facilities of the UAO located within the project limits are discovered after work on the project
commences to be qualified for relocation at the FOOT's expense, but not previously identified as such, the
UAO shall file a claim with the FOOT for recovery of the cost of relocation thereof. The filing of the claim shall
not necessarily entitle the UAO to payment, and resolution of the claim shall be based on a determination of
fault for the error. The discovery of facilities not previously identified as being qualified for relocation at the
FOOT's expense shall not invalidate this Agreement.
k. The UAO shall fully cooperate with all other right of way users in the preparation of the Plans Package. Any
conflicts that cannot be resolved through cooperation shall be resolved in the manner determined by the
FOOT.
I. Upon completion of the Utility Work. the Facilities shall be deemed to be located on the public road or publicly
owned rail corridor under and pursuant to the Utility Permit: The FOOT RIW Utilization Permit will be applied
for at a later date.
(Note: It is the intent of this line to allow either attachment of or separate reference to the permit).
2. Performance of Utility Work
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a. The FOOT shall incorporate the Plans Package into its contract for construction of the Project.
b.
The FOOT shall procure a contract for construction of the Project in accordance with the FOOT's
requirements.
Page 2 019
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"ATI", NlIIDAllIPNl1MIHT", ~"TION
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT
(AT UTILITY EXPENSE)
Fonn No. 71Q.01~22
U1'IlJU
Rev. O6'1M1O
c.
If the portion of the bid of the contractor selected by the FOOT which Is for performance of the Utility Work
exceeds the FOOT'. official estimate for the Utility Work by more than ten percent (10%) and the FOOT does
not elect to participate In the cost of the Utility Work pursuant to Section 337.403(1 )(b), Florida Statutes, the
UAO may elect to have the Utility Work removed from the FOOT'. contract by notifying the FOOT in writing
within ~ days from the date that the UAO is notified of the bid amount. Unless this election is made, the
Utility Work shall be performed as part of the Project by the FOOT'. contractor.
d. If the UAO elects to remove the Utility Work from the FOOT'. contract in accordance with Subparagraph 2. c.,
the UAO shall perform the Utility Work separately pursuant to the terms and conditions of the FOOT's
standard relocation agreement, the terms and conditions of which are incorporated herein for that purpose by
this reference, and in accordance with the contingency relocation schedule which is a part of the Plans
Package. The UAO shall proceed immediately with the Utility Work so as to cause no delay to the FOOT or
the FOOT's contractor in constructing the Project.
f. Except for the inspection, testing, monitoring, and reporting to be performed by the UAO in accordance with
Subparagraph 2. e., the FOOT will perform all contract administration for its construction contract.
g.
The UAO shall fully cooperate with the FOOT and the FOOT.s contractor in all matters relating to the
performance of the Utility Work.
The FOOT's engineer has full authority over the Project and the UAO shall be responsible for coordinating and
cooperating with the FOOT's engineer. In so doing, the UAO shall make such adjustments and changes in
the Plans Package as the FOOT's engineer shall determine are necessary for the prosecution of the Project.
h.
I. The UAO shall not make any changes to the Plans Package after the date on which the FOOT's contract
documents are mailed to Tallahassee for advertisement of the Project unless those changes fall within the
categories of changes which are allowed by supplemental agreement to the FOOT's contract pursuant to
Section 337.11, Florida Statutes. All changes, regardless of the nature of the change or the timing of the
change, shall be subject to the prior approval of the FOOT.
3. Cost of Utility Work
b.
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a. The UAO shall be responsible for all costs of the Utility Work and all costs associated with any adjustments or
changes to the Utility Work determined by the FOOT's engineer to be necessary, including, but not limited to
the cost of changing the Plans Package and the increase in the cost of performing the Utility Work, unless the
adjustments or changes are necessitated by an error or omission of the FOOT. The UAO shall not be
responsible for the cost of delays caused by such adjustments or changes unless they are attributable to the
UAO pursuant to Subparagraph 4.a.
The initial estimate of the cost of the Utility Work is $144.837.29. At such time as the FOOT prepares its
official estimate, the FOOT shall notify the UAO of the amount of the official estimate for the Utility Work.
Upon being notified of the official estimate, the UAO shall have five (5) working days within which to accept the
official estimate for purposes of making deposits and for determining any possible contribution on the part of
the FOOT to the cost of the Utility Work, or to elect to have the Utility Work removed from the FOOT's contract
and performed separately pursuant to the terms and conditions set forth in Subparagraph 2. d. hereof.
c. At least Fourteen U!J calendar days prior to the date on which the FOOT advertises the Project for bids,
the UAO will pay to the FOOT an amount equal to the FOOT's official estimate; plus_5_ % for administrative
P.ge 3 01 t
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ITATlOII'\.lIMIA__OI-ATlCIl
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT
(AT UTILITY EXPENSE)
FoIIn No. 710.010022
UTUTlES
...,. 0If1 MlO
d.
costs of field work, tabulation of quantities, Final Estimate processing and Project accounting (said amounts
are to be hereinafter collectively referred to as the -Allowances'; plus 10% of the official estimate for a
contingency fund to be used as hereinafter provided for changes to the UtIlity Work during the construction of
the Project (the "Contingency Fund").
Payment of the funds pursuant to this paragraph will be made (choose one):
directly to the FOOT for deposit into the State Transportation Trust Fund.
-X-
as provided in the attached Memorandum of Agreement between UAO, FOOT and the State of
Florida, Department of Insurance, Division of Treasury. Deposits of less than $100,000.00 must
be pre-approved by the FOOT Comptroller's Office prior to execution of this agreement.
e.
If the portion of the contractor's bid selected by the FOOT for performance of the Utility Work exceeds the
amount of the deposit made pursuant to Subparagraph c. above, then subject to and in accordance with the
limitations and conditions established by Subparagraph 2. c. hereof regarding FOOT participation in the cost of
the Utility Work and the UAO's election to remove the Utility Work from the Project, the UAO shall, within
fourteen (14) calendar days from notification from the FOOT or prior to posting of the accepted bid, whichever
is earlier, pay an additional amount to the FOOT to bring the total amount paid to the total obligation of the
UAO for the cost of the Utility Work, plus Allowances and 10% Contingency Fund. The FOOT will notify the
UAO as soon as it becomes apparent the accepted bid amount plus allowances and contingency is in excess
of the advance deposit amount; however, failure of the FOOT to so notify the UAO shall not relieve the UAO
from its obligation to pay for its full share of project costs on final accounting as provided herein below. In the
event that the UAO is obligated under this Subparagraph 3.e. to pay an additional amount and the additional
amount that the UAO is obligated to pay does not exceed the Contingency Fund already on deposit, the UAO
shall have sixty (60) calendar days from notification from the FOOT to pay the additional amount, regardless of
when the accepted bid is posted.
f. If the accepted bid amount plus allowances and contingency is less than the advance deposit amount, the
FOOT will refund the amount that the advance deposit exceeds the bid amount, plus allowances and
contingency if such refund is requested by the UAO in writing and approved by the Comptroller of the FOOT or
his designee.
g. Should contract modifications occur that increase the UAO's share of total project costs, the UAO will be
notified by the FOOT -accordingly. The UAO agrees to provide, in advance of the additional work being
performed, adequate funds to ensure that cash on deposit with the FOOT is sufficient to fully fund its share of
the project costs. The FOOT shall notify the UAO as soon as it becomes apparent the actual costs will
overrun the award amount; however, failure of the FOOT to so notify the UAO shall not relieve the UAO from
its obligation to pay for its full share of project costs on final accounting as provided herein below.
h.
The FOOT may use the funds paid by the UAO for payment of the cost of the Utility Work. The Contingency
Fund may be used for increases in the cost of the Utility Work which occur because of quantity overruns or
because of adjustments or changes in the Utility Work made pursuant to Subparagraph 2. h. Prior to using
any of the Contingency Fund, the FOOT will obtain the written concurrence of the person delegated that
responsibility by written notice from the UAO. The delegatee shall respond immediately to all requests for
written concurrence. If the delegatee refuses to provide written concurrence promptly and the FOOT
determines that the work is necessary, the FOOT may proceed to perform the work and recover the cost
thereof pursuant to the provisions of Section 337.403(3), Florida Statutes. In the event that the Contingency
Fund is depleted. the UAO shall, within fourteen (14) calendar days from notification from the FOOT, pay to
the FOOT an additional 10% of the total obligation of the UAO for the cost of the Utility Work established
under Subparagraph 3. e. for future use as the Contingency Fund.
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tTAlIOI_IlIPAII1WHI' OI-'A11ClN
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT
(AT UTILITY EXPENSE)
Form No. 710.010.22
UTUTEI
Rev. O6'1MJO
I.
Upon final payment to the Contractor, the FOOT Intends to have Its flnal and complete accounting of all costs
Incurred In connection with the work performed hereunder within three hundred sixty (360) days. All project
cost records and accounts shall be subject to audit by a representative of the UAO for a period of three (3)
years after final close out of the Project. The UAO will be notified of the final cost. Both parties agree that in
the event the final accounting of total project costs pursuant to the terms of this agreement is less than the
total deposits to date, a refund of the excess will be made by the FOOT to the UAO in accordance with Section
215.422, Florida Statutes. In the event said final accounting of total project costs is greater than the total
deposits to date, the UAO will pay the additional amount within forty (40) calendar days from the date of the
invoice. The UAO agrees to pay interest at a rate as established pursuant to Section 55.03, Florida Statutes,
on any invoice not paid within the time specified in the preceding sentence until the invoice is paid.
j. The FOOT shall have the right to retain out of any payment due the UAO under this Agreement an amount
sufficient to satisfy any amount due and owing to the FOOT by the UAO on any other Agreement between the
UAO and the FOOT, whether existing now or in the future.
4. Claims Against UAO
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a. The UAO shall be responsible for all costs incurred as a result of any delay to the FOOT or its
contractors caused by errors or omissions in the Plans Package (including inaccurate location of the
Facilities) or by failure of the UAO to properly perform its obligations under this Agreement in a timely
manner.
b.
In the event the FOOT's contractor provides a notice of intent to make a claim against the FOOT
relating to the Utility Work, the FOOT will notify the UAO of the notice of intent and the UAO will
thereafter keep and maintain daily field reports and all other records relating to the intended claim.
c.
In the event the FOOT's contractor makes any claim against the FOOT relating to the Utility
Work, the FOOT will notify the UAO of the claim and the UAO will cooperate with the FOOT
in analyzing and resolving the claim within a reasonable time. Any resolution of any portion of
the claim directly between the UAO and the FOOT's contractor shall be in writing, shall be
subject to written FOOT concurrence and shall specify the extent to which it resolves the
claim against the FOOT.
d. The FOOT may withhold payment of surplus funds to the UAO until final resolution (including any
actual payment required) of all claims relating to the Utility Work. The right to withhold shall be limited
to actual claim payments made by the FOOT to the FOOT's contractor.
5. Out of Service Facilities
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No Facilities shall be placed out of service unless specifically identified as such in the Plans. The following terms and
conditions shall apply to Facilities placed Out-of-Service:
a. The UAO acknowledges its present and continuing ownership of and responsibility for out of service Facilities.
b. The FOOT agrees to allow the UAO to leave the Facilities within the right of way subject to the
continuing satisfactory performance of the conditions of this Agreement by the UAO. In the event of a
breach of this Agreement by the UAO, the Facilities shall be removed upon demand from the FOOT in
accordance with the provisions of Subparagraph e. below.
c.
The UAO shall take such steps to secure the Facilities and otherwise make the Facilities safe in
accordance with any and all applicable local, state or federal laws and regulations and in accordance
with the legal duty of the UAO to use due care in its dealings with others. The UAO shall be solely
responsible for gathering all information necessary to meet these obligations.
d. The UAO shall keep and preserve all records relating to the Facilities, including, but not limited to,
Page 5 of9
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e.
ITATlOI NlMlAllIP__OI ~ATlOtI
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT
(AT UTILITY EXPENSE)
'-" No. 710001()'22
UTlJTIE8
fIIot. .., Ir'OO
records of the location, nature of, and steps taken to safely secure the Facilities and shall promptly
respond to Information requests of the FOOT or other permittees using or seeking use of the right of
way.
The UAO shall remove the Facilities at the request of the FOOT In the event that the FOOT
determines that removal is necessary for FOOT use of the right of way or In the event that the FOOT
determines that use of the right of way is needed for other active utilities that cannot be otherwise
accommodated in the right of way. Removal shall be at the sole cost and expense of the UAO and
without any right of the UAO to object or make any claim of any nature whatsoever with regard
thereto. Removal shall be completed within the time specified in the FOOT's notice to remove. In the
event that the UAO fails to perform the removal properly within the specified time, the FOOT may
proceed to perform the removal at the UAO's expense pursuant to the provisions of Sections 337.403
and 337.404, Florida Statutes.
f.
Except as otherwise provided in Subparagraph e. above, the UAO agrees that the Facilities
shall forever remain the legal and financial responsibility of the UAO. The UAO shall
reimburse the FOOT for any and all costs of any nature whatsoever resulting from the
presence of the Facilities within the right of way. Said costs shall include, but shall not be
limited to, charges or expenses which may result from the future need to remove the
Facilities or from the presence of any hazardous substance or material in or discharging from
the Facilities. Nothing in this paragraph shall be interpreted to require the UAO to indemnify
the FOOT for the FOOT's own negligence; however, it is the intent that all other costs and
expenses of any nature be the responsibility of the UAO.
Default
a. In the event that the UAO breaches any provision of this Agreement, then in addition to any other remedies
which are otherwise provided for in this Agreement, the FOOT may exercise one or more of the following
options. provided that at no time shall the FOOT be entitled to receive double recovery of damages:
1. Terminate this Agreement if the breach is material and has not been cured within sixty (60) days from
written notice thereof from FOOT.
2. Pursue a claim for damages suffered by the FOOT or the public.
3. If the Utility Work is reimbursable under this Agreement, withhold reimbursement payments until the
breach is cured. The right to withhold shall be limited to actual claim payments made by FOOT to
third parties.
4. If the Utility Work is reimbursable under this Agreement, offset any damages suffered by the FOOT or
the public against payments due under this Agreement for the same Project. The right to offset shall
be limited to actual claim payments made by FOOT to third parties.
5. Suspend or terminate the issuance of further permits to the UAO for the placement of Facilities on
FOOT property if the breach is material and has not been cured within sixty (60) days from written
notice thereof from FOOT.
6. Pursue any other remedies legally available.
7. Perform any work with its own forces or through contractors and seek repayment for the cost thereof
under Section 337.403(3), Florida Statutes.
b.
In the event that the FOOT breaches any provision of this Agreement, then in addition to any other remedies
which are otherwise provided for in the Agreement, the UAO may exercise one or more of the following
options:
Page 6 019
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"Aft OIl NlIIIlADIl'~ OIl TIWlWOIlTATlON
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT
(AT UTILITY EXPENSE)
FoIm No. 71CHll()'22
UllLlTlES
Rev. OIV1M1O
1.
Terminate this Agreement If the breach Is material and has not been cured within sixty (60) days from
written notice thereof from the UAO.
2. If the breach Is a failure to pay an Invoice for Utility Work which Is reimbursable under this Agreement,
pursue any statutory remedies that the UAO may have for failure to pay Invoices.
3. Pursue any other remedies legally available.
c. Termination of this Agreement shall not relieve either party from any obligations it has pursuant to other
agreements between the parties nor from any statutory obligations that either party may have with regard to
the subject matter hereof.
7. Force Majeure
Neither the UAO nor the FOOT shall be liable to the other for any failure to perform under this Agreement to the extent
such performance is prevented by an act of God, war, riots, natural catastrophe, or other event beyond the control of
the non-performing party and which could not have been avoided or overcome by the exercise of due diligence;
provided that the party claiming the excuse from performance has (a) promptly notified the other party of the
occurrence and its estimate duration, (b) promptly remedied or mitigated the effect of the occurrence to the extent
possible, and (c) resumed performance as soon as possible.
8. Indemnification
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FOR GOVERNMENT-OWNED UTILITIES,
To the extent provided by law, the UAO shall indemnify, defend, and hold harmless the FOOT and all of its officers,
agents, and employees from any claim, loss, damage, cost, charge, or expense arising out of any acts, action, error,
neglect, or omission by the UAO, its agents, employees, or contractors during the performance of the Agreement,
whether direct or indirect, and whether to any person or property to which FOOT or said parties may be subject, except
that neither the UAO, its agents, employees, or contractors will be liable under this section for damages arising out of
the injury or damage to persons or property directly caused by or resulting from the negligence of the FOOT or any of
its officers, agents, or employees during the performance of this Agreement.
When the FOOT receives a notice of claim for damages that may have been caused by the UAO in the performance of
services required under this Agreement, the FOOT will immediately forward the claim to the UAO. The UAO and the
FOOT will evaluate the claim and report their findings to each other within fourteen (14) working days and will jointly
discuss options in defending the claim. After reviewing the claim, the FOOT will determine whether to require the
participation of the UAO in the defense of the claim or to require the UAO to defend the FOOT in such claim as
described in this section. The FOOT's failure to notify the UAO of a claim shall not release the UAO from any of the
requirements of this section. The FOOT and the UAO will pay their own costs for the evaluation, settlement
negotiations, and trial, if any. However, if only one party participates in the defense of the claim at trial, that party is
responsible for all costs.
FOR NON-GOVERNMENT -OWNEO UTILITIES,
The UAO shall indemnify, defend, and hold harmless the FOOT and all of its officers, agents, and employees from any
claim, loss, damage, cost, charge, or expense arising out of any acts, action, error, neglect, or omission by the UAO,
its agents, employees, or contractors during the performance of the Agreement, whether direct or indirect, and whether
to any person or property to which FOOT or said parties may be subject, except that neither the UAO, its agents,
employees, or contractors will be liable under this section for damages arising out of the injury or damage to persons
or property directly caused by or resulting from the negligence of the FOOT or any of its officers, agents, or employees
during the performance of this Agreement.
The UAO's obligation to indemnify, defend, and pay for the defense or at the FOOT's option, to participate and
associate with the FOOT in the defense and trial of any damage claim or suit and any related settlement negotiations,
shall arise within fourteen (14) days of receipt by the UAO of the FOOT's notice of claim for indemnification to the
Page 7 of 9
ITAft01 P\DMlAop_O# -'AnoN
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT
(AT UTILITY EXPENSE)
~No. 710001c)'22
UTIUT1ES
1Iev. 0lII111llO
. UAO. The notice of claim for Indemnification shall be served by certified mall. The UAO'. obligation to defend and
indemnify within fourteen (14) days of such notice shall not be excused because of the UAO'.lnabllity to evaluate
liability or because the UAO evaluates liability and determines the UAO is not liable or detennlnes the FOOT Is solely
negligent. Only a final adjudication of Judgment finding the FOOT solely negligent shaH excuse performance of this
provision by the UAO. The UAO shall pay all costs and fees related to this obligation and Its enforcement by the
FOOT. The FOOT's delay in notifying the UAO of a claim shall not release UAO of the above duty to defend.
9. Miscellaneous
a. Time is of essence in the performance of all obligations under this Agreement.
b. The Facilities shall at all times remain the property of and be properly protected and maintained by the UAO in
accordance with the current Utility Accommodation Manual in effect at the time the Plans Package is prepared
and the current utility permit for the Facilities: provided, however, that the UAO shall not be obligated to protect
or maintain any of the Facilities to the extent the FOOT's contractor has that obligation as part of the Utility
Work pursuant to the FOOT's specifications.
c. The FOOT may unilaterally cancel this Agreement for refusal by the UAO to allow public access to all
documents, papers, letters, or other material subject to the provisions of Chapter 119, Florida Statutes, and
made or received by the UAO in conjunction with this Agreement.
d.
This Agreement constitutes the complete and final expression of the parties with respect to the subject matter
hereof and supersedes all prior agreements, understandings, or negotiations with respect thereto, except that
the parties understand and agree that the FOOT has manuals and written policies and procedures which may
be applicable at the time of the Project and the relocation of the Facilities.
This Agreement shall be governed by the laws of the State of Florida. Any provision hereof found to be
unlawful or unenforceable shall be severable and shall not affect the validity of the remaining portions hereof.
.
e.
1. All notices required pursuant to the terms hereof may be sent by first class United States Mail, facsimile
transmission, hand delivery, or express mail and shall be deemed to have been received by the end of five
business days from the proper sending thereof unless proof of prior actual receipt is provided. The UAO shall
have a continuing obligation to notify each District of the FOOT of the appropriate persons for notices to be
sent pursuant to this Agreement. Unless otherwise notified in writing, notices shall be sent to the following
addresses: -
If to the UAO:
Mr. Tom Robertson
Clearwater Gas Systems
400 North Myrtle Avenue
Clearwater, FL 33755
If to the FOOT:
Mr. G. Sunny DeCoster, Sr.
11201 McKinley Drive
Tampa, FL 33612-6456
Certification
10.
.
This document is a printout of an FOOT form maintained in an electronic format and all revisions thereto by the UAO in
the form of additions, deletions, or substitutions, are reflected only in an Appendix entitled "Changes To Form
Documenr and no change is made in the text of the document itself. Hand notations on affected portions of this
document may refer to changes reflected in the above-named Appendix but are for reference purposes only and do not
change the terms of the document. By signing this document, the UAO hereby represents that no change has been
Page II 01 9
".Ill '" ~._M'" '" ~... ,.. Nt "0410.12
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT ...~
(AT UTILITY EXPENSE)
. IN WITNESS WHEREOF, the parties hereto have executed this Agreement e"eetJvelhe day and year ftrst written.
UTILITY: CITY OF CLEARWA TER-CLEARWA TER GAS SYSTEM
Countersigned:
CITY OF CLEARWATER. FLORIDA
By:
c
Brian J. Aungst
Mayor-Commissioner
William B. Horne. II
Interim City Manager
Approved as to form:
Attest:
Jane C. Hayman
Assistant City Attorney
Cynthia E. Goudeau
City Clerk
lommend Approval by the District Utillly Office
BY: (Signature)
DATE:
FOOT Legal review
BY: (Signature)
DATE:
District Counsel
,
STATE OF FLORIDA
DEPARTMENT OF TRANSPORTATION
BY: ISlgnature)
(Typed Name:
(Typed Title:
DATE:
)
)
.RAL HIGHWAY ADMINISTRATION (If applicable)
DATE:
BY:
(Typed Name:
(Typed Title:
)
)
.
.
.
,
.
EXHIBIT "A"
MEMORANDUM OF AGREEMENT
THIS AGREEMENT. made and entered into this _ day . 200_. 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 "Treasurer" and Clearwater Gas
Systems. hereinafter referred to as the "Participant".
WITNESSETH
WHEREAS, "DOT" is currently constructing the following project:
Financial Project No.: 257033-1-56-02
State Project No.: 15050-3501
F.A.P. No.:
W.P.I. No.: 7117121
County: Pinellas
hereinafter referred to as the "Project".
WHEREAS, DOT and the Participant entered into a Joint Participation Agreement dated
,200_, 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$I44,837.29 ( One hundred forty-four thousand. eil?:ht hundred
thirty-seven dollars and twenty-nine cents.) 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 of this Memorandum of Agreement. Such account will be opened and shall be deemed an asset
of DOT.
2. Other deposits will be made only by the Participant as necessary to cover the cost of the gas facilities
work prior to the execution of any Supplemental Agreements.
3. All deposits shall be made payable to the Deoartment 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 (M.S. 24)
3717 Apalacbee Parkway, Suite E
Tallahassee, Florida 32311
A TIN: JP A Coordinator
1:1DOOOOO95'00095093 .40\MOA.cgs. wpd
.
~ ..
. 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 IPA.
~
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.
STATE OF FLORIDA
DEPARTMENT OF TRANSPORTATION
COMPTROLLER
STATE OF FLORIDA
DEPARTMENT OF INSURANCE
DIVISION OF TREASURY
PARTICIPANT SIGNATURE
William B. Horne, II
Interim City Manager
.
P ARTlCIP ANT ADDRESS
112 S. Osceola Avenue
Clearwater. FL 33756
59-6000289
FEDERAL TAX J.D.
.
J:1DOC'OOO95'0009S093 .40IMOA.cgs...-pel
.
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CLEVELAND
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PROJECT LOCATION
CITY OF CLEARWATER, FLORIDA
CLEARWATER GAS SYSTEM
LOCATION MAP - SR 590 from
N. Saturn Ave. to N.E. Coachman Rd.
Pine lias County, Florida
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10/05/00
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