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LOCAL AGENCY PROGRAM AGREEMENT REGARDING DESIGN OF CLEARWATER MCMULLEN BOOTH ROAD FLYOVER ., State of Florida Department of Transportation LOCAL AGENCY PROGRAM AGREEMENT Fund Code: CM FLAIR Obj 790089 Org. Code: 55 073060743 Vendor No.: 59 - 6000239001 FIN No. 406259 1 38 01 FLAIR Approp: 088849 Function: 215 Countv No. 15 Federal No: 9045-018C Contract No: AI 916 Catalog of Federal Domestic Assistance (CFDA): 20.205 THIS AGREEMENT, made and entered into this 1'3 *' day of ;Ja v f m. ~ , 2000 by and between the STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION, an agency of the State of Florida, hereinafter called the Department, and the City of Clearwater, hereinafter called the Agency. WIT N E SSE T H: WHEREAS, the Agency has the authority to enter into said Agreement and to undertake the project hereinafter described, and the Department has been granted the authority to function adequately in all areas of appropriate jurisdiction including the implementation of an integrated and balanced transportation system and is authorized under Section 334.044, Florida Statutes to enter into this Agreement; NOW, THEREFORE, in consideration of the mutual covenants, promises and representations herein, the parties agree as follows: 1.00 Purpose of Agreement: The purpose of this Agreement is to provide for the Department's participation in the design of the Clearwater McMullen Booth Road Flyover and as further described in Exhibit "A" attached hereto and by this reference made a part hereof, hereinafter called the project, and to provide Departmental financial assistance to the Agency and state the terms and conditions upon which such assistance will be provided and the understandings as to the manner in which the project will be undertaken and completed. 1.01 Modifications and Additions: Exhibit(s) A. and B, are attached hereto and by this reference made a part hereof. 2.00 Accomplishment of the Project: 2.01 General Requirements: The Agency shall commence, and complete the project as described in EXHIBIT "A" with all practical dispatch, in a sound, economical, and efficient manner, and in accordance with the provisions herein, and all applicable laws. The project will be performed in accordance with all applicable Department procedures, guidelines, manuals, standards, and directives as described in the Department's Local Agency Program Manual, which by this reference is made a part ht-reof as if fully set forth herein. A full time employee of the Agency, qualified to ensure that the work being pursued is complete, accurate, and consistent with the terms, conditions, and specifications of this Agreement shall be in charge of each project. 2.02 Expiration of Agreement: The Agency agrees to complete the project on or before December 31. 2003. If the Agency does not complete the project within this time period, this Agreement will expire on the last day of scheduled completion as provided in this paragraph unless an extension of the time period is requested by the Agency and granted in writing by the District Secretary, District Seven. prior to the expiration of the Agreement. Expiration of this Agreement will be considered termination of the project. The cost of any work performed after the expiration date of the Agreement will not be reimbursed by the Department. 2.03 Pursuant to Federal, State, and Local Law: In the event that any election, referendum, approval, permit, notice, or other proceeding or authorization is requisite under applicable law to enable the Agency to enter into this Agreement or to undertake the project hereunder, or to observe, assume or carry out any of the provisions of the Agreement, the Agency will initiate and consummate, as provided by law, all actions necessary with respect to any such matters so requisite. fyJ r 2.04 Funds of the Agency: The Agency shall initiate and prosecute to completion all proceedings necessary, including Federal- aid requirements, to enable the Agency to provide the necessary funds for completion of the project. 2.05 Submission of Proceedings, Contracts and Other Documents: The Agency shall submit to the Department such data, reports, records, contracts and other documents relating to the project as the Department and the Federal Highway Administration may require. 3.00 Project Cost: 3.01 Total Cost: The total cost of the project is $400.000. This amount is based upon the schedule of funding in Exhibit "8" attached hereto and by this reference made a part hereof. The Aaencv aarees to bear all expenses in excess of the total estimated cost of the proiect and anv deficits involved. The schedule of funding may be modified by mutual agreement as provided for in 4.00. 3.02 Department Participation: The Department agrees to participate, including contingencies, in the project cost to the extent provided in Exhibit "8". This amount includes Federal-aid funds which are limited to the actual amount of Federal-aid participation. 3.03 Limits on Department Funds: Project costs eligible for Department participation will be allowed only from the date of this Agreement. It is understood that Department participation in eligible project costs is subject to: a) Legislative approval of the Department's appropriation request in the work program year that the project is scheduled to be committed; b) Availability of funds as stated in paragraphs 3.04 and 3.05 of this Agreement; c) Approval of all plans, specifications, contracts or other obligating documents and all other terms of this Agreement; d) Department approval of the project scope and budget at the time appropriation authority becomes available. 3.04 Appropriation of Funds: The Department's performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Legislature. 3.05 Multi-Year Commitment: In the event this Agreement is in excess of $25,000 and has a term for a period of more than one year, the provisions of Section 339.135(6)(a), Florida Statutes, are hereby incorporated: "(a) The department, during any fiscal year, shall not expend money, incur any liability, or enter into any contract which, by its terms, involves the expenditure of money in excess of the amounts budgeted as available for expenditure during such fiscal year. Any contract, verbal or written, made in violation of this subsection is null and void, and no money may be paid on such contract. The department shall require a statement from the comptroller of the Department that funds are available prior to entering into any such contract or other binding commitment of funds. Nothing herein contained shall prevent the making of contracts for periods exceeding 1 year, but any contract so made shall be executory only for the value of the services to be rendered or agreed to be paid for in succeeding fiscal years, and this paragraph shall be incorporated verbatim in all contracts of the Department which are for an amount in excess of $25,000 and which have a term for a period of more than 1 year." 3.06 Notice to Proceed: No cost may be incurred under this contract until the Agency has received a Notice to Proceed from the Department. 3.07 Limits on Federal Participation: Federal-aid funds shall not participate in any cost which is not incurred in conformity with applicable Federal and State law, the regulations in 23 C.F.R. and 49 C.F.R., and policies and ~ . , procedures prescribed by the Division Administrator of the Federal Highway Administration (FHWA). Federal funds shall not be paid on account of any cost incurred prior to authorization by the FHWA to the Department to proceed with the project or part thereof involving such cost. (23 CFR 1.9 (a)). If FHWA or the Department detennines that any amount claimed is not eligible, Federal participation may be approved in the amount detennined to be adequately supported, the Department shall notify the Agency in writing citing the reasons why items and amounts are not eligible for Federal participation. Where correctable non-compliance with provisions of law or FHWA requirements exists, Federal funds may be withheld until compliance is obtained. Where non- compiiance is not correctable, FHWA or the Department may deny participation in parcel or project costs in part or in total. For any amounts detennined to be ineligible for Federal reimbursement for which the Department has advanced payment, the Agency shall promptly reimburse the Department for all such amounts within 90 days of written notice. 4.00 Project Estimate and Disbursement Schedule: Prior to the execution of this Agreement, a project schedule of funding, shall be prepared by the Agency and approved by the Department. The Agency shall maintain said schedule of funding, carry out the project and shall incur obligations against and make disbursements of project funds only in confonnity with the latest approved schedule of funding for the project. The schedule of funding may be revised by mutual written agreement between the Department and the Agency. If revised, a copy of the revision should be forwarded to the Department's Comptroller and to the Department's Federal-Aid Program Office, No increase or decrease shall be effective unless it complies with fund participation requirements established in Exhibit "B" of this Agreement and is approved by the Department's Comptroller. 5.00 Records: 5.01. Establishment and Maintenance of Accounting Records: Records of costs incurred under tenns of this Agreement shall be maintained and made available upon request to the Department at all times during the period of this Agreement and for five(5) years after final payment is made. Copies of these documents and records shall be fumished to the Department upon request. Records of costs incurred includes the Agency's general accounting records and the project records, together with supporting documents and records, of the Agency and all subcontractors perfonning work on the project and all other records of the Agency and subcontractors considered necessary by the Department for a proper audil of costs. If any litigation, claim, or audit is started before the expiration of the five(5) year period, the records shall be retained until all litigation, claims, or audit findings involving the records have been resolved, 5.02 Costs Incurred for the Project: The Agency shall charge to the project account all eligible costs of the project. Costs in excess of the latest approved estimate or attributable to actions which have not received the required approval of the Department shall not be considered eligible costs. 5.03 Documentation of Project Costs: All costs charged to the project, including any approved selVices contributed by the Agency or others, shall be supported by property executed payrolls, time records, invoices, contracts or vouchers evidencing in proper detail the nature and propriety of the charges. 5.04 Audit Reports: Recipients of Federal and State funds are to have audits done annually using the following criteria: Federal awards are to be identified using the Catalog of Federal Domestic Assistance (CFDA) title and number, award number and year, and name of the awarding Federal agency. State awards will be identified using the Catalog of State Financial Assistance (CSFA) title and number, award number and year, and name of the awarding State Agency. In the event that a recipient expends $300,000 or more in Federal awards in its fiscal year, the recipient must have a single or program specific audit conducted in accordance with the United States Office of Management and Budget (OMB) Circular A-133. Jw , ~, . If a recipient expends less than $300,000 in Federal awards during its fiscal year, an audit conducted in accordance with the OMS Circular A-133 is not required. If a recipient expends less than $300,000 in Federal awards during its fiscal year and elects to have an audit conducted in accordance with OMS Circular A-133, the cost of the audit must be paid from non-Federal funds. In the event that a recipient expends $300,000 or more in State awards during its fiscal year, the recipient must have a state single or program specific audit conducted in accordance with Section 216.3491, Florida Statutes, and Chapter 10.600, Rules of the Auditor General. If a recipient expends less than $300,000 in State awards during its fiscal year, an audit conducted in accordance with Section 216.3491, Florida Statutes, and Chapter 10.600, Rules of the Auditor General is not required. If a recipient expends less than $300,000 in State awards during its fiscal year and elects to have an audit conducted in accordance with Section 216.3491, Florida Statutes, and Chapter 10.600, Rules of the Auditor General, the cost of the audit must be paid from non-State funds. Reporting Packages and management letters generated from audits conducted in accordance with OMS Circular A-133 and Financial Reporting Packages generated in accordance with Section 216.3491, Florida Statutes, and Chapter 10.600, Rules of the Auditor General shall be submitted to the awarding FOOT office, by the recipient, within 30 days of receiving it. The aforementioned items are to be received by the appropriate FOOT office no later than 9 months after the end of the recipient'sfiscal year. The recipient shall follow up and take corrective action on audit findings. Preparation of a summary schedule of prior year audit findings, including corrective action and current status of the audit finding is required. Current year audit findings require corrective action and status of finding. Records related to unresolved audit findings, appeals, or litigation shall be retained until the action is completed or the dispute is resolved. Access to project records and audit work. papers shall be given to the FOOT, the Comptroller, and the Office of the Auditor General. The recipient shall submit required audit documentation as follows: A Reporting Package and Data Collection Form for each audit conducted in accordance with OMS Circular A- 133 shall be sent to: Federal Audit Clearinghouse Bureau of the Census 1201 East 10t" Street Jefferson, IN 47132 A Financial Reporting Package of audits conducted in accordance with Section 216.3491, Florida Statutes, and Chapter 10.600, Rules of the Auditor General shall be sent to: State of Florida Auditor General Attn: Ted J. Sauerbeck Room 574, Claude Pepper Building 111 West Madison Street Tallahassee, FL 32303-1450 5.05 Inspection: The Agency shall permit, and shall require its contractors to permit, the Department's authorized representatives and authorized agents of the Federal Highway Administration to inspect all work., workmanship, materials, payrolls, records and to audit the books, records and accounts pertaining to the financing and development of the project. The Department reserves the right to unilaterally cancel this Agreement for refusal by the Agency or any contractor, sub-contractor or materials vendor 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 in conjunction with this Agreement. (Section 287.058(1)(c), Florida Statutes) ~ . 6.00 Requisitions and Payments: Requests for reimbursement for fees or other compensation for services or expenses incurred shall be submitted in detail sufficient for a proper pre-audit and post-audit thereof. (Section 287.058(1)(a), Florida Statutes) Any request for reimbursement of travel expenses must be submitted in accordance with Section 112.061, Florida Statutes. The Department may establish rates lower than the maximum provided in Section 112.061, Florida Statutes. (Section 287.058(1)(b), Florida Statutes) If, after project completion, any claim is made by the Department resulting from an audit or for work or services performed pursuant to this Agreement, the Department may offset such amount from payments due for work or services done under any agreement which it has with the Agency owing such amount if, upon demand, payment of the amount is not made within 60 days to the Department. Offsetting any amount pursuant to this section shall not be considered a breach of contract by the Department. 7.00 The Department's Obligations: Subject to other provisions hereof, the Department will honor requests for reimbursement to the Agency in amounts and at times deemed by the Department to be proper to ensure the carrying out of the project and payment of the eligible costs. However, notwithstanding any other provision of this Agreement, the Department may elect by notice in writing not to make a payment if: 7.01 Misrepresentation: The Agency shall have made misrepresentation of a material nature in its application, or any supplement thereto or amendment thereof, or in or with respect to any document of data furnished therewith or pursuant hereto; 7.02 Litigation: There is then pending litigation with respect to the performance by the Agency of any of its duties or obligations which may jeopardize or adversely affect the project, the Agreement or payments to the project; 7.03 Approval by Department: The Agency shall have taken any action pertaining to the project, which under this Agreement, requires the approval of the Department or has made related expenditure or incurred related obligations without having been advised by the Department that same are approved; 7.04 Conflict of Interests: There has been any violation of the conflict of interest provisions contained herein; or 7.05 Default: The Agency has been determined by the Department to be in default under any of the provisions of the Agreement. 7.06 Federal Participation: The Department may suspend or terminate payment for that portion of the project which the FHWA, or the Department acting in lieu of the FHWA, may designate as ineligible for Federal-aid. 7.07 Disallowed Costs: In determining the amount of the payment, the Department will exclude all projects costs incurred by the Agency prior to the effective date of this Agreement or the date of authorization, costs incurred after the expiration of the Agreement, costs which are not provided for in the latest approved estimate for the project, and costs attributable to goods or services received under a contract or other arrangements which have not been approved in writing by the Department. 7.08 Final Invoices: The Agency must submit the final invoice on the project to the Department within 120 days after the completion of the project. Invoices submitted after the 120 day time period will not be paid. 8.00 Termination or Suspension of Project: 8.01 Termination or Suspension Generally: The Department may, by written notice to the Agency, suspend any or all of its obligations under this Agreement until such time as the event or condition resulting in such suspension has ceased or been corrected, or the Department may terminate this Agreement in whole or in part at any time the interest of the Department requires such termination. tv If the Department determines that the performance of the Agency is not satisfactory, the Department shall have the option of (a) immediately terminating the Agreement or (b) suspending the Agreement and notifying the Agency of the deficiency with a requirement that the deficiency be corrected within a specified time, otherwise the Agreement will be terminated at the end of such time. Suspension of the contract will not affect the time period for completion of the agreement. If the Department requires termination of the Agreement for reasons other than unsatisfactory performance of the Agency, the Department shall notify the Agency of such termination, with instructions as to the effective date of termination or specify the stage of work. at which the Agreement is terminated. If the Agreement is terminated before performance is completed, the Agency shall be paid for the work. satisfactorily performed. Payment is to be on the basis of substantiated costs. 8.02 Action Subsequent to Notice of Termination or Suspension. Upon receipt of any final termination or suspension notice under this paragraph, the Agency shall proceed promptly to carry out the actions required therein which may include any or all of the following: (a) necessary action to terminate or suspend, as the case may be, project activities and contracts and such other action as may be required or desirable to keep to the minimum the costs upon the basis of which the financing is to be computed; (b) furnish a statement of the project activities and contracts, and other undertakings the cost of which are otherwise includable as project costs. The termination or suspension shall be carried out in conformity with the latest schedule, plan, and estimate as approved by the Department or upon the basis of terms and conditions imposed by the Department upon the failure of the Agency to fumish the schedule, plan, and estimate within a reasonable time. The closing out of Federal financial participation in the project shall not constitute a waiver of any claim which the Department may otherwise have arising out of this Agreement. 9.00 Contracts of the Agency: 9.01 Third Party Agreements: Except as otherwise authorized in writing by the Department, the Agency shall not execute any contract or obligate itself in any manner requiring the disbursement of Department funds, including consultant or construction contracts or amendments thereto, with any third party with respect to the project without the written approval of the Department. Failure to obtain such approval shall be sufficient cause for nonpayment by the Department. The Department specifically reserves unto itself the right to review the qualifications of any consultant or contractor and to approve or disapprove the employment of the same. 9.02 Compliance with Consultants' Competitive Negotiation Act: It is understood and agreed by the parties hereto that participation by the Department in a project with an Agency, where said project involves a consultant contract for engineering, architecture or surveying services, is contingent on the Agency complying in full with provisions of Section 287.055, Florida Statutes, Consultants Competitive Negotiation Act. At the discretion of the Department, the Agency will involve the Department in the Consultant Selection Process for all projects. In all cases, the Agency's Attorney shall certify to the Department that selection has been accomplished in compliance with the Consultants' Competitive Negotiation Act. 10.00 Disadvantaged Business Enterprise lOBE) Policy and Obligation: 10.01 DBE Policy: It is the policy of the Department that disadvantaged business enterprises, as defined in 49 C.F.R. Part 26, as amended, shall have the opportunity to participate in the performance of contracts financed in whole or in part with Department funds under this Agreement. The DBE requirements of applicable Federal and State regulations apply to this Agreement. 10.02 DBE Obligation: The Agency and its contractors agree to ensure that Disadvantaged Business Enterprises as defined in applicable Federal and State regulations, have the opportunity to participate in the performance of contracts and this Agreement. In this regard, all recipients and contractors shall take all necessary and reasonable steps in accordance with applicable Federal and State regulations, to ensure that the Disadvantaged Business Enterprises have the opportunity to compete for and perform contracts. The Agency shall not discriminate on the basis of race, color, national origin or sex in the award and performance of Department assisted contracts. ~ 10.03 Disadvantaged Business Enterprise (DBE) Obligations: If Federal Transit Administration or FHWA Funding is a part of this project, the Agency must comply with applicable Federal and State regulations. 11.00 Certification Regarding Debarment, Suspension, Ineligibility, and Voluntary Exclusion (Applicable to all Federal-aid contracts - 49 CFR 29) By signing and submitting this Agreement, the prospective primary participant is providing the certification set out below: The inability of a person to provide the certification set out below will not necessarily result in denial of participation in this covered transaction. The prospective participant shall submit an explanation of why it cannot provide the certification set out below. The certification or explanation will be considered in connection with the Department's or Agency's detennination whether to enter into this transaction. However, failure of the prospective primary participant to fumish a certification or an explanation shall disqualify such a person from participation in this transaction. The certification in this clause is a material representation of fact upon which reliance was placed when the Department or Agency determined to enter into this transaction. If it is later determined that the prospective primary participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Govemment, the Department or Agency may tenninate this transaction for cause of default. The prospective primary participant shall provide immediate written notice to the Department or Agency to whom this Agreement is submitted if any time the prospective primary participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. The terms "covered transaction," "debarred," "suspended," ineligible," "lower tier covered transaction," "participant," "person," primary covered transaction," "principal," "proposal," and "voluntarily excluded," as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the Department or Agency to which this Agreement is submitted for assistance in obtaining a copy of those regulations. The prospective primary participant agrees by submitting this Agreement that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the Department entering into this transaction. The prospective primary participant further agrees by submitting this Agreement that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Covered Transaction," provided by the Department or Agency entering into this covered transaction, without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it detennines the eligibility of its principals. Each participant may, but is not required to, check the nonprocurement portion of the "Lists of Parties Excluded From Federal Procurement or Nonprocurement Programs" (Nonprocurement List) which is compiled by the General Services Administration. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of participant are not required to exceed that which is normally processed by a prudent person in the ordinary course of business dealings. Unless authorized by the Department, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Govemment, the Department or Agency may tenninate this transaction for cause or default. tv 12.00 Restrictions, Prohibitions, Controls, and Labor Provisions: 12.01 Equal Employment Opportunity: In connection with the carrying out of any project, the Agency shall not discriminate against any employee or applicant for employment because of race, age, religion, color, sex, national origin, disability or marital status. The Agency will take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race, age, religion, color, gender, national origin, disability or marital status. Such action shall include, but not be limited to, the following: employment upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of payor other forms of compensation; and selection for training, including apprenticeship. The Agency shall insert the foregoing provision modified only to show the particular contractual relationship in all its contracts in connection with the development of operation of the project, except contracts for the standard commercial supplies or raw materials, and shall require all such contractors to insert a similar provision in all subcontracts, except subcontracts for standard commercial supplies or raw materials. When the project involves installation, construction, demolition, removal, site improvement, or similar work, the Agency shall post, in conspicuous places available to employees and applicants for employment for project work, notices to be provided by the Department setting forth the provisions of the nondiscrimination clause. 12.02 Title VI _ Civil Rights Act of 1964: The Agency will comply with all the requirements imposed by Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d), the Regulations of the Federal Department of Transportation issued thereunder, and the assurance by the Agency pursuant thereto. The Agency shall include provisions in all contracts with third parties that ensure compliance with Title VI of the Civil Rights Act of 1964, 49 C.F.R., Part 21, and related statutes and regulations. 12.03 Americans with Disabilities Act of 1990 (ADA): The Agency will comply with all the requirements as imposed by the ADA, the regulations of the Federal govemment issued thereunder, and assurance by the Agency pursuant thereto. 12.04 Public Entity Crime: A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statutes for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. 12.05 Prohibited Interests: Neither the Agency nor any of its contractors or their subcontractors shall enter into any contract, subcontract, or arrangement in connection with the project or any property included or planned to be included in the project in which any member, officer or employee of the Agency or the locality during his tenure or for two years thereafter has any interest, direct or indirect. If any such present or former member, officer or employee involuntarily acquires or had acquired prior to the beginning of his tenure any such interest, and if such interest is immediately disclosed to the Agency, the Agency with prior approval of the Department may waive the prohibition contained in this subsection, provided, that any such present member, officer or employee shall not participate in any action by the Agency or the locality relating to such contract, subcontract, or arrangement. The Agency shall insert in all contracts entered into in connection with the project or any property included or planned to be included in any project, and shall require its contractors to insert in each of their subcontracts, the following provision: "No member, officer or employee of the Agency or of the locality during his tenure or for two years thereafter shall have any interest, direct or indirect, in this contract or the proceeds thereof." The provisions of this subsection shall not be applicable to any agreement between the Agency and its fiscal depositories, or to any agreement for utility services the rates for which are fixed or controlled by a Governmental agency. fly 12.06 Interest of Members of, or Delegates to, Congress: No member or delegate to the Congress of the United States shall be admitted to any share or. part of the Agreement or any benefit arising therefrom. 13.00 Miscellaneous Provisions: 13.01 Environmental Regulations: The Agency will be solely responsible for compliance with all applicable environmental regulations and for any liability arising from non-compliance with these regulations and will reimburse the Department for any loss incurred in connection therewith. The Agency will be responsible for securing any applicable permits. 13.02 Department Not Obligated to Third Parties: The Department shall not be obligated or liable hereunder to any party other than the Agency. 13.03 When Rights and Remedies Not Waived: In no event shall the making by the Department of any payment to the Agency constitute or be construed as a waiver by the Department of any breach of covenant or any default which may then exist on the part of the Agency and the making of such payment by the Department, while any such breach or default shall exist, shall in no way impair or prejudice any right or remedy available to the Department with respect to such breach or default 13.04 How Agreement Is Affected by Provisions Being Held Invalid: If any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected. In such an instance the remainder would then continue to conform to the terms and requirements of applicable law. 13.05 Bonus or Commission: By execution of the Agreement, the Agency represents that it has not paid and, also, agrees not to pay, any bonus or commission for the purpose of obtaining an approval of its application for the financing hereunder. 13.06 State Law: Nothing in the Agreement shall require the Agency to obselVe or enforce compliance with any provision thereof, perform any other act or do any other thing in contravention of any applicable State law, provided, that if any of the provisions of the Agreement violate any applicable State law, the Agency will at once notify the Department in writing in order that appropriate changes and modifications may be made by the Department and the Agency to the end that the Agency may proceed as soon as possible with the project. 13.07 Contractual Indemnity: To the extent permitted by law, the Agency shall indemnify, defend, save, and hold harmless the Department and aW its officers, agents and employees from any claim, loss, damage, cost, charge or expense arising out of any act, error, omission or negligent act by the Agency, its officers, agents or employees during the performance of the Agreement except that neither the Agency, its officers, agents or its employees will be liable under this paragraph for any claim, loss damage, cost, charge or expense arising out of any act, error, omission or negligent act by the Department or any of its officers, agents or employees during the performance of the Agreement The parties agree that this clause shall not waive the benefits or provisions of Chapter 768.28, Florida Statutes, or any similar provision of law. When the Department receives a notice of claim for damages that may have been caused by the Agency in the performance of selVices required under this Agreement, the Department will immediately forward the claim to the Agency. The Agency and the Department will evaluate the claim and report their findings to each other within 14 working days and will jointly discuss options in defending the claim. After reviewing the claim, the Department will determine whether to require the participation of the Agency in the defense of the claim or to require the Agency defend the Department in such claim as described in this section. The Department's failure to promptly notify the Agency of a claim shall not act as a waiver of any right herein to require the participation in or defense of the claim by the Agency. The Department and the Agency will each pay its own expenses 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 expenses at trial. tv 13.08 Plans and Specifications: In the event that this Agreement involves constructing and eq~ipping of facilities on the State Highway System, the Agency shall submit to the Department for approval all appropriate plans and specifications covering the project. The Department will review all plans and specifications and will issue to the Agency written approval with any approved portions of the project and comments or recommendations covering any remainder of the project deemed appropriate. After resolution of these comments and recommendations to the Department's satisfaction, the Department will issue to the Agency written approval with said remainder of the project. Failure to obtain this written approval shall be sufficient cause of nonpayment by the Department. 13.09 Agency Certification: The Agency will certify in writing, prior to project closeout, that the project was completed in accordance with applicable plans and specifications, is in place on the Agency facility, that adequate title is in the Agency, and that the project is accepted by the Agency as suitable for the intended purpose. 13.10 Agreement Format: All words used herein in the singular fonn shall extend to and include the plural. All words used in the plural fonn shall extend to and include the singular. All words used in any gender shall extend to and include all genders. 13.11 Execution of Agreement: This Agreement may be simultaneously executed in a minimum of two counterparts, each of which so executed shall be deemed to be an original, and such counterparts together shall constitute one in the same instrument. 13.12 Restrictions on Lobbying: Federal: The Agency agrees that no Federally appropriated funds have been paid, or will be paid by or on behalf of the Agency, to any person for influencing or attempting to influence any officer or employee of any Federal agency, a Member of Congress an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment or modification of any Federal contract, grant, loan or cooperative agreement. If any funds other than Federally appropriated funds have been paid by the Agency to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Agreement, the undersigned shall complete and submit Standard Fonn-LLL, "Disclosure Fonn to Report Lobbying," in accordance with its instructions. The Agency shall require that the language of this section be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. . State: No funds received pursuant to this contract may be expended for lobbying the Legislature or a State agency. 13.13 Maintenance: The Agency agrees to maintain any project not on the State System, constructed under this Agreement. If the Agency constructs any improvement on Department right-of-way, the Agency (will) (will not) maintain the improvements made for their useful life. 13.14 Vendors Rights: Vendors (in this document identified as Agency) providing goods and services to the Department should be aware of the following time frames. Upon receipt, the Department has five 5 working days to inspect and approve the goods and services unless the bid specifications, purchase order or contract specifies otherwise. The Department has 20 days to deliver a request for payment (voucher) to the Department of Banking and Finance. The 20 days are measured from the latter of the date the invoice is received or the goods or services are received, inspected, and approved. f- If a payment is not available within 40 days after receipt of the invoice and receipt, inspection, and approval of goods and services, a separate interest penalty in accordance with Section 215.422(3)(b), Florida Statutes, will be due and payable, in addition to the invoice amount to the Agency. Interest penalties of less than one $1 will not be enforced unless the Agency requests payment. Invoices which have to be returned to an Agency because of Agency preparation errors will result in a delay in the payment. The invoice payment requirements do not start until a properly completed invoice is provided to the Department. A Vendor Ombudsman has been established within the Department of Banking and Finance. The duties of this individual include acting as an advocate for Agencies who may be experiencing problems in obtaining timely payment(s) from the Department. The Vendor Ombudsman may be contacted at (850)410-9724 or by calling the State Comptroller's Hotline, 1-800-848-3792. ~. IN WITNESS WHEREOF, the parties have caused these presents to be executed the day and year first above written. By: Title: STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION AGENCY Attest: Title: -c District Attorney See attached Encumbrance Form for date of funding approval by Comptroller. t City's signature page to Local Agency Program Agreement between State of Florida Department of Transportation and the City of Clearwater FPN: 406539 1 38 01. Countersigned: CITY OF CLEARWATER, FLORIDA ~~------- Bn n . Au st Mayor-Commissioner By: iJ~t~--:iJ' William B. Horne, II Interim City Manager Approved as to form: Attest: "'~/H..(~ J' e C. Hayman Assistant City Attorney o ~(\ u. .:. [, ..,~_ ~._ ~'i:E. Gouer-eau '. City Clerk ~ FIN NO. 406259 1 38 01 EXHIBIT A Project Description and Responsibilities This exhibit forms an integral part of that certain Reimbursement Agreement between the State of Florida, Department of Transportation and the City of Clearwater, Post Office Box 4748, Clearwater, Florida 33758-4748; Dated I( (r3!{) 0 . PROJECT LOCATION: Pinellas County The project ( ) is (x) is not on the National Highway System. The project ( ) is (x) is not on the State Highway System. PROJECT DESCRIPTION: This project consists of providing a bicycle/pedestrian overpass crossing over the six lane divided McMullen Booth Road and will connect the existing East-West Trail on both sides of McMullen Booth Road near Del Oro Park. SPECIAL CONSIDERATIONS BY AGENCY: The City shall perform the project with the Department's selected consultant, Ayres Associates. The City may coordinate with the Department's Contractual Services Unit (CSU) during the consultant contract. The Agency will provide to the Department final design documents, construction plans, for review in accordance with the provisions in the LAP Manual. SPECIAL CONSIDERATION BY DEPARTMENT: The Department's CSU will provide necessary guidance and coordination with the City during the consultant contract. The Department's Design Engineer will provide review of construction plans in accordance with the LAP Manual. t AGENCY NAME & BILLING ADDRESS City of Clearwater Post Office Box 4748 Clearwater, Florida 33758-4748 STATE OF FLORIDA DEPARTMENT FIN. NO. 40629 1 3801 OF TRANSPORTATION LOCAL AGENCY PROGRAM AGREEMENT EXHIBIT "B" SCHEDULE OF FUNDING PROJECT DESCRIPTION Name Clearwater McMullen Booth Flvover Length 500 feet Termini: TYPE OF WORK ESTIMATED TOTAL ESTIMATED AGENCY ESTIMATED STATE PROJECT FUNDS FUNDS &FEDERAL FUNDS P.E. a. Agency Work b. Other Consultant Services $400.000 I l:400 000 CM c. Department Services d. Total PE Cost Estimate (a+b+c) Right-of-Way e. Agency Work f. Other g. Department Services h. Total PE Cost Estimate (e+f+g) Construction i. Contract j. Other k. Other I. Other m.Total Contract Costs (i+j+k+I) Construction Engineering n. Agency o. Other p. Department Forces q. Total Construction Engineering (n+o+p) r. Total Construction Cost (m+q) s. TOTAL COST OF THE $400,000 $400,000 CM PROJECT (d+h+r) * j.; STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION FORM 358-828-81 ENCUMBRANCE INPUT FORM COMPTROLLER-FIN ADMIN 3/98 ------------------------------------------------------------------ ------------------------------------------------------------------ RUSH Reason for RUSH : Advertise Award x_ New (Needed by __1__1____ (date)) (Letting Date) ___ Termination/Cert of Comp ___ Supplemental ___ Renewal ___ Correction Court Order Overrun LOA Addition ------------------------------------------------------------------ ------------------------------------------------------------------ Contract # _AI916___ Contract Type _AK_ Method of Procurement _G__ Vendor Name CITY OF CLEARWATE Vendor ID F-596800239081 Has Written/Verbal Approval from a Participating Federal Agency been received Yes _X_ No Fed Agmt $_480,808____ St Funds $ LF Funds $ Beginning date of this Agmt: 9/38/88_(Must be after fund approval) Ending date of this Agmt: 12/31/81 (Estimate if necessary) Execution date of this Agmt: 9/38/88(Only on original agreements) Has work been authorized to begin? ___ Yes _X_ No Have standard financial provisions been altered by contract terms? ___Yes _X_ No If so, show Revision date: Does this agreement and/or change order include provisions for reimbursement to D.O.T. from other entities? Yes _X_ No ****************************************************************** Brief Description of Work/Comments: McMullen Booth Road Flyover CMAQ Project: CFDA 28.285 Federal ID: 9845-818C ****************************************************************** ORG-CODE *EO * OBJECT * AMOUNT (F I SCAL YEAR) *FIN PROJ or JOB # *FCT (FUND) alpha ------------------------------------------------------------------ ------------------------------------------------------------------ 55 873868743 *pd * 798889 * (88/81) $488,888____ * 40625913881 (CM) *215 55 * * * * * (XX/XX) (--) 55 xxxxxxxxx *xx * xxxxxx * $ (xx/xx) * xxxxxxxxxxx (xxxx) *xxx TOTAL AMOUNT * $488,888 Originator:_LAURA HOLSTROM__ DATE SENT:_8/16/88__ PH/SC:512-7772__ E-mail USERID(s)_PL733LH FOR CATHY PAXTON__ ****************************************************************** TO BE COMPLETED BY OFFICE OF COMPTROLLER ****************************************************************** BUDGET ENTITY 188188 CATEGORY 088849 WORK PROGRAM VERIFICATION OK ALLOTMENT YEAR 81 DATE CHECKED CI _NEW/84 6S LINE _0881 FUNDS APPROVED BY JOHN FAIN FOR ROBIN M. NAITOVE, CPA, COMPTROLLER DATE: _88-22-2888 ****************************************************************** Iv {JW;~) ~f:;~_fv 06/06/2000 08:24 US DOT - FEDERAL HIGHWAY ADMINISTRATION FEDERAL-AID PROJECT AMENDMENT/MODIFICATION OF AGREEMENT NO: 1 PAGE 1 STATE: FLORIDA PROJECT NO: 9D45018 STATE PROJ. NO: 4D6259-1 THE PROJECT AGREEMENT FOR THE ABOVE-REFERENCED PROJECT ENTERED INTO BETWEEN THE UNDERSIGNED PARTIES AND EXECUTED BY THE DIVISION ADMINISTRATOR ON 02/10/2000 IS HEREBY MODIFIED AS FOLLOWS: APPR URBAN/ WITH FORMER AMOUNT Q40 ESTIMATED TOTAL OF PROJECT FEDERAL FUNDS UNDER AGREEMENT FEDERAL FUNDS NOT UNDER AGREE $50,000.00 $50,000.00 $0.00 STATE REMARKS: D7/B1; EXEMPT; NON-NHS; SOFT MATCH; PRELIMINARY ENGINEERING OS/23/00 - MODIFICATION FOR CONSULTANT PHASE PER FINAL SELECTION REVISED AMOUNT $450,000.00 $450,000.00 $0.00 ALL OTHER TERMS AND CONDITIONS OF THE PROJECT AGREEMENT WILL REMAIN IN FULL FORCE AND EFFECT. FLORIDA DEPT OF TRANSPORTATION AVAILABLE FUNDS CERTIFIED BY: APPROVAL RECOMMENDED BY: APPROVED AND AUTHORIZED BY: FEDERAL HIGHWAY ADMINISTRATION APPROVAL RECOMMENDED BY: APPROVED AND AUTHORIZED BY: MODIFICATION APPROVED BY: JENNIFER WHITAKER ANNELLE BLANCHETT ANNELLE BLANCHETT DATE: DATE: DATE: LARRY D. ANDERSON LARRY D. ANDERSON LARRY D. ANDERSON DATE: DATE: DATE: THIS DOCUMENT HAS BEEN ELECTRONICALLY SIGNED. Iv 5/24/2000 5/24/2000 5/24/2000 6/02/2000 6/02/2000 6/02/2000 WP36 . D Display Phase Est Phase Sum Fed_Auth req AC auth req FDOT - Work Program-AdminIstration Authorization Request 08-16-2000 13:49:29 More: . ." Item: 406259 Segment: 1 Status: 005 ADOPTED, NOT BEGUN Desc: MCMULLEN-BOOTH RD PEDESTRIAN OVERPASS Phase Group/Type: 3 8 PE OTHER AGENCY Financial Project Federal Project: 9045 018 C Seq: 01 00 Dstr LTD: Part: Non-Part: Total: Authorization Request Request Date: 08-16-2000 Federal Participating: Non-Participating Total Fund: CM Pgm: LTD Estimate 400,000 Type/Area: C 15 FAC: Q40 Alloc Type: 1 Apv Auth Committed Rem Auth Pend Auth 400,000 0 400,000 0 0 0 0 0 400,000 0 400,000 0 Status: T 400,000 o 400,000 TRANSFER Status Date: 08-16-2000 Fed Share Percent: 100.000 STIP: Page No: Rev No: TIP : Page No: Rev No: AAA250-I: Successfully displayed. F1=Help F3=Exit F5=Refresh F6=Clear F7=Bkwd F8=Frwd F15=Logoff flv