Loading...
LOCAL AGENCY PROGRAM AGREEMENT - SR 595 - ALTERNATE 19 - RESURFACING PROJECT - FPN 257103-1-58-01 JEB BUSH GOVERNOR ~ Florida Department of Transportation 11201 N. McKinley Drive' Tampa, Fl33612.6456 . Phone (813) 975-6000 . 1.800.226-7220 Contractual Services Unit * 7-500 * (813) 975-6000 JosE: ABREU SECRETARY May 3, 2005 Ms. Mahshid D. Arasteh, P.E. Public Works Administrator City of Clearwater P.O. Box 4748 Clearwater, FL 33758-4748 RE: LOCAL AGENCY PROGRAM (LAP) AGREEMENT BIKE/PED FACILITIES BEAUTIFICATION DESIGN PROJECT FPN: 25710315801 CONTRACT NUMBER: A0081 Dear Ms. Arasteh: The Local Agency Program (LAP) Agreement for the above referenced project was executed May 3, 2005 and is attached to this cover. This letter serves as the Notice to Proceed and the City of Clearwater may incur costs on this project as of the execution date. Please provide the Department, initially and quarterly thereafter, a schedule of project milestones and expected completion date for the project. Additionally, please contact Shirley Knapp, Construction Project Manger/QA Coordinator, upon advertisement of the Construction Contract in order to coordinate pre-construction activities. She can be reached at (813) 233-3825. As you enter into the bidding process, we ask that you provide us with your bid and award intent for review and concurrence. If you have any questions, please call me at (813) 975-6434 or SC 512-7791. ~relY, ~ District JP AlLAP Administrator lawrence. taylor@dot.statefl. us ~ LT\ Enclosure cc: Kar. en Demeria, District Work. Program Administrator (w/o agreement) ill J rn D \YJ ~ 'rnn. . Linda Mitchell, District Financial Services Manager (w/agreement) I i :l j Sara Clark, JPAlLAP Coordinator (w/o agreement) MAY - 5 2Wi I:!) B~an McKishnie,. Di.strict Construction Engineer (w/agreement) L. ... . -.J Shirley Knapp, DIStrIct CCEI Office (w/agreement) WYGfcir-~p;;;:"EH _""RIle 1{QRKS ADW~,iS1RATION www.dot.state.fl.us @ RECYCLED PAPER State of Florida Department of Transportation LOCAL AGENCY PROGRAM AGREEMENT FORM 525-010-40 CONSTRUCTION OGC -11/03 FPN: 2571031 5801 Fund: NCPD FLAIR Approp: Federal No: 1231 032 U Org. Code: 55074010706 FLAIR Obj.: FPN: Fund: FLAIR Approp: Federal No: Org. Code: FLAIR Obj.: County No. 15 (PINELLAS) Contract No: hn 1J8/ Vendor No.: F596000410-002 Catalog of Federal Domestic Assistance (CFDA): 20.205 Highway Planning and Construction THIS AGREEMENT, made and entered into this ,3 pi) day of /L-l/J Y , 2005 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: 1.0 Purpose of Agreement: The purpose of this Agreement is to provide for the Department's participation in the SR 595/ALTERNATE US 19 RESURFACING PROJECT FROM DREW STREET TO NORTH OF MONROE STREET. 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 hereof as if fully set forth herein. A full time employee of the Agency, qualified to ensure that the work being pursued is complete, accurate, cmd 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. 2007. 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 Department 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 Agreemellt 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. 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. FORM 525-010-40 CONSTRUCTION OGC -11/03 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 estimated total cost of the project is $26,094.00 (twenty six thousand, ninety four dollars). This amount is based upon the schedule of funding in Exhibit "B"attached hereto and by this reference made a part hereof. The AGENCY agrees to bear all expenses in keeping with the Project Scope that are in excess of the estimated total cost of tile project and any deficits involved. The schedule of funding may be modified by mutual agreement as provided for in 4.00 of this agreement. 3.02 Department Participation: The Department agrees to participate, including contingencies, in the project cost to the extent provided in Exhibit "B". 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. If the Department's funding for this project is in multiple fiscal years, funds approval from the Department's Comptroller must be received each fiscal year prior to costs being incurred. See Exhibit B for funding levels by fiscal year. Project costs utilizing these fiscal year funds are not eligible for reimbursement if incurred prior to funds approval being received. The Department will notify the Agency, in writing, when funds are available. 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 determines that any amount claimed is not eligible, federal participation may be approved in the amount determined 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-compliancewith provisions of law or FHWA requirements exists, Federal funds may be withheld until compliance is obtained. Where non-compliance is not correctable, FHWA or the Department may deny participation in parcel or project costs in part or in total. FORM 525-010-40 CONSTRUCTION OGe -11/03 For any amounts determined 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 offunding, 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 conformity 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 terms 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 furnished 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 performing work on the project and all other records of the Agency and subcontractors considered necessary by the Department for a proper audit 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 schedule of funding 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 services contributed by the Agency or others, shall be supported by properly 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. If a recipient expends less than $300,000 in federal awards during its fiscal year, an audit conducted in accordance with the OMB 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 OMB Circular A-133, the cost of the audit must be paid from non-federal funds. Reporting Packages and management letters generated from audits conducted in accordance with OMB Circular A-133 shall be submitted to the awarding FDOT office, by the recipient, within 30 days of receiving it. The aforementioned items are to be received by the appropriate FDOT office no later than 9 months after the end of the recipient's fiscal 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 FDOT, the Comptroller, and the Office of the Auditor General. The recipient shall submit required audit documentation as follows: FORM 525-010-40 CONSTRUCTION OGC -11/03 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 10th Street Jefferson, IN 47132 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) 5.06 Uniform Relocation Assistance and Real Property Statistical Report: For any project requiring additional right of way. the Agency must submit to the Department an annual report of its real property acquisition and relocation assistance activities on the project. Activities shall be reported on a federal fiscal year basis, from October 1 through September 30. The report must be prepared using the format prescribed in 49 CFR 24, Appendix B and be submitted to the Department no later than Octobe... 15 each year. 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) All recipients of funds from this agreement, including those contracted by the Agency, must submit bills for any travel expenses, when authorized by the terms of this agreement, in accordance with Section 112.061 Florida Statutes and Chapter 3- Travel of the Department's Disbursement Operations Manual, Topic 350-030-400. (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 or 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 in 12.06; or 7.05 Default: The Agency has been determined by the Department to be in default under any of the provisions of the Agreement. FORM 525-010-40 CONSTRUCTION OGC -11/03 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 schedule of funding 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. 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 this 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 this 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 lOr 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 cost as approved by the Department or upon the basis of terms and conditions imposed by the Department upon the failure of the Agency to furnish 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 Com petitive 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 (DBE) Policy and Obligation: FORM 525-010-40 CONSTRUCTION OGC -11/03 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 Agency is providing the certification set out below: The inability of the Agency to provide the certification set out below will not necessarily result in denial of participation in this covered transaction. The Agency 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 determination whether to enter into this transaction. However, failure of the Agency to furnish a certification or an explanation shall disqualify the Agency from participation in this transaction. The certification in this clause is a material representation of fact upon which reliance was placed when the Department determined to enter into this transaction. If it is later determined that the Agency knowingly rendered an erroneous certification, in addition to other remedies available, Department may terminate this transaction for cause of default. The Agency shall provide immediate written notice to the Department if any time the Agency 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. Contact the Department for assistance in obtaining a copy of those regulations. The Agency further agrees by executing this Agreement that it shall not knowingly enter into any contracts with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in tI1is covered transaction, unless authorized by the Department. The Agency 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, II provided by the Department, without modification, in all contracts and in all solicitations for contracts. The Agency may rely upon a certification of a prospective sub-contractor that the person is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. The Agency may decide the method and frequency by which it determines the eligibility of its sub-contractors. The Agency 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 the Agency is 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 the Agency knowingly enters into a contract with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available, the Department may terminate this transaction for cause or default. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion: FORM 525-010-40 CONSTRUCTION OGC - 11/03 The Agency certifies, by execution of this Agreement, that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency. Where the Agency is unable to certify to any of the statements in this certification, an explanation shall be attached to this proposal. 12.00 Restrictions, Prohibitions, Controls, and labor Provisions: 12.01 Equal Employment Opportunity: In connection with the performance 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 in all contracts 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 government 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 Discrimination: In accordance with Section 287.134 F.S., an entity or affiliate who has been placed on the Discriminatory Vendor List, kept by the Florida Department of Management Services, may not submit a bid on a contract to provide 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. 12.06 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: FORM 525-010-40 eONSTRUCTIClN OGe - 1110!3 "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. 12.07 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, shal in no way impair or prejudice any right or remedy available to the Department with respect to such breach or defauU. 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 nol 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 observe or enforce compliance with any provisiolll 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 all 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. When the Department receives a notice of claim for damages that may have been caused by the Agency in the performance of services 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. 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. 13.08 Plans and Specifications: In the event that this Agreement involves constructing and equipping 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 FORM 525-010-40 CONSTRUCTION OGC -11/03 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 Right of Way Certification: Upon completion of right of way activities on the project, the Agency must certify compliance with all applicable federal and state requirements. Certification is required prior to advertisement for or solicitation of bids for construction of the project, including those projects for which no right of way is required. 13.10 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. 13.11 Agreement Format: All words used herein in the singular form shall extend to and include the plural. All words used in the plural form shall extend to and include the singular. All words used in any gender shall extend to and include all genders. 13.12 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. 13.13 Restrictions on Lobbying: Federal: The Agency agrees that no federally appropriated funds have been paid, or will be paid by or on behalf ofthe 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 Form-LLL, "Disclosure Form 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. 13.14 Maintenance: The Agency agrees to maintain any project not on the State Highway System, constructed under this Agreement. If the Agency constructs any improvement on Department right-of-way, the Agency will maintain the improvements made for their useful life. 13.15 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 Florida Department of Financial Services. 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. 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 Florida Department of Financial Services. 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. FORM 525-010-40 CONSTRUCTION OGC -11/03 CITY OF CLEARWATER IN WITNESS WHEREOF, the parties have caused these presents to be executed the day and year first above written. By 1f)~-:rr:- William B. Horne 1/ City Manager Countersigned: ~. By: 4~j(~ FFarlk V. Hibbard, Mayorl As to form: STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION By NttJ.I ~~ Donald J. Skelton, . . - District Director of Transportation Development Attest: Title: As to form: * See attached Encumbrance Form for date of funding approval by Comptroller. w: FORM 525-010-40 CONSTRUCTION OGC -11/03 FPN: 2571031 5801 EXHIBIT A Project Description and Responsibilities This exhibit forms an integral part of that certain Rejr1)bVSement Agreement between the State of Florida, Department of Transportation and the City of Clearwater dated N/J d , 2005. PROJECT LOCATION: The project is not on the National Highway System. The project is on the State Highway System. PROJECT DESCRIPTION: Alternate US 19, Clearwater, Florida. Resurfacing will occur between Drew Street and Monroe Street. SPECIAL CONSIDERATION BY AGENCY: The Agency will provide project design plans to the Department for review and approval prior to issuance of a Notice to Proceed for the project construction phase. The Agency will be issued Notice to Proceed for project construction after final execution of the agreement. Construction related activities conducted prior to Notice to Proceed will not be reimbursed. The Agency will let the construction contract prior to June 30, 2005. If the Agency cannot meet this letting date, the Department must be notified in writing and a new project letting date provided prior to May 1, 2005. Failure to comply with this requirement may be cause for termination of this project agreement and withdrawal of Department funding. The Agency will provide to the Department, upon final execution of this agreement, a schedule of the expected completion date and milestones for project construction. SPECIAL CONSIDERATION BY DEPARTMENT: The Department will issue construction Notice to Proceed to the Agency after review and approval of project design plans final execution of the agreement. ! FORM 525-010-40 CONSTRUCTION OGC - 11/()3 AGENCY NAME & BILLING ADDRESS FPN. 2571031 5801 Mike Quillen, P.E. STATE OF FLORIOA DEPARTMENT OF TRANSPORTATION City Engineer LOCAL AGENCY PROGRAM City of Clearwater, FL 33758 AGREEMENT EXHIBIT "B" SCHEDULE OF FUNDING PROJECT DESCRIPTION Name SR 595/Alternate US 19 Resurfacing Project Length N/A Termini Drew Street to North of Monroe Street FUNDING (1) (2) (3) TYPE OF WORK By Fiscal Year TOTAL AGENCY STATE & PROJECT FUNDS FUNDS FE.DERAL FUNDS P.E. 2002-2003 2003-2004 2004-2005 Total PE Cost Right-of-Way 2002-2003 2003-2004 2004-2005 Total Rioht of Way Cost Construction 2002-2003 2003"2004 2004-2005 26,094 26,094 2005-2006 Total Contract Costs 26,094 26,094 Construction Engineering and Inspection 2002-2003 2003-2004 2004-2005 Total Construction Engineering Total Construction Cost 26,094 26,094 ESTIMATED TOTAL COST OF THE $26,094 $26,094 PROJECT The Department's fiscal year begins on July I. For this project, funds are not projected to be available until after Julylst each fiscal year. The Department will notifY the Agency, in writing, when funds are available. ~