MEMORANDUM OF AGREEMENT - FPN 256881-1-56-01MEMORANDUM OF AGREEMENT
THIS AGREEMENT, made and entered into this , day of ^ 2009,
by and between the State of Florida, Department of Transportation, hereinafter referred to
as "FDOT" and the State of Florida, Department of Financial Services, Division of Treasury
and(Clearwater Gas System-) hereinafter referred to as the "Participant".
WITN ESSETH
WHEREAS, "FDOT' is currently constructing the following project;
Financial Project Number: 256881-1-56-01
County: Pinellas
hereinafter referred to as the "Project".
NOTE: ONLY THE NEXT TWO PARAGRAPHS MAY BE MODIFIED AS APPROPRIATE
WITHOET PRIOR APPROVAL OF FDOTS COMPTROLLER.
WHEREAS, FDOT and the Participant entered into a Locally Funded Agreement
dated May 5, 2009, wherein DOT agreed to perform certain work on behalf of the
Participant in conjunction with the Project.
WHEREAS, the parties to this AGREEMENT mutually agreed that it would be in the
best interest of the FDOT and the Participant to establish an interest bearing escrow
account to provide funds for the work performed on the Project on behalf of the Participant
by the FDOT.
NOW THEREFORE, in consideration of the premises and the covenants contained
herein, the parties agree to the following:
1. An initial deposit in the amount of $ One Hundred Sixty Four Thousand
Three Hundred Ei h Five dollars will be made by the Participant into an interest bearing
escrow account established by the FDOT for the purposes of the project. Said escrow
account will be opened with the Department of Financial Services, Division of Treasury,
Bureau of Collateral Management on behalf of the FDOT upon receipt of this Memorandum
of Agreement. Such account will be an asset of FDOT.
2. Other deposits will be made only by the Participant as necessary to cover the
cost of additional work prior to the execution of any Supplemental Agreements.
3. All deposits shall be made payable to the Department of Financial Services,
Revenue Processing and mailed to the FDOT Office of Comptroller for appropriate
processing at the following address:
Please wire funds to:
Department of Financial Services
c% Bank of America315 S. Calhoun Street
Post Office Box 5257
Tallahassee, FL 32301
Bank Phone: (850) 561-1799
A copy of this Agreement should accompany any deposits. When the check is
mailed to Tallahassee, the District Office should instruct the Participant to mail
the District Office a copy of the check.
4. The FDOT's Comptroller and/or her designees shall be the sole signatories on
the escrow account with the Department of Financial Services and shall have sole authority
to authorize withdrawals from said account.
5. Unless instructed otherwise by the parties hereto, all interest accumulated in
the escrow account shall remain in the account for the purposes of the project as defined
in the LFA.
6. The Department of Financial Services agrees to provide written confirmation
of receipt of funds to the FDOT.
7. The Department of Financial Services further agrees to provide periodic
reports to the FDOT.
STATE OF FLORIDA
DEPARTMENT OF TRANSPORTATION
COMPTROLLER
Appr ed as to form:
Laura Mahony, Assistant Ci Attomey
of Tptq,
Goudeau, City Clerk
STATE OF FLORIDA
DEPARTMENT OF FINANCIAL SERVICES
DIVISION OF TREASURY
PARTICIPANT SIGNATURE
William B. Horne, II City Manager
PARTICIPANT NAME & TITLE
112 S. Osceola Ave, Clearwater, FL 33756
PARTICIPANT ADDRESS
59-6000289
FEDERAL EMPLOYER I.D. NUMBER
Chase, Susan
From: [orcoba' ]adnta
Sent: Wednesday, January 4, 2O233:OOPK4
To: LangiUe' 8rian
Cc: Leon, Alex
Subject: Fw: FDDT CGS Signed Agreement 256881-1-56-01
Attachments: MEMORANDUM DFAGREEMENT FPN2S6881 1-56-019df, 256881 1-56-07
OeanwaterGas9df
Brian,
Please, see below.
Thanks,
Jacinto Corcoba
Gas Section Manager- Design/Permitting
Clearwater Gas System
777Maple St.
Clearwater, FL 33755
/7271422-9998
/7271562-49OOext. 7423
Cleanvaier Gas System
U' e Greener
ith Gas
From: Prescott, Sally<Sa||y.Prescott@dot.state.f|.us»
Sent:Wednesday,January 4, ZUZ3Z:46PM
To: Dominguez, Emilio<Emi|io.Donnin0uez@dot.state.f|.us»; Corcoba,]adnta <]adnta.Corcoba@MyC|eanmater.conn»
Cc: Gregory, Christopher M. <Chris.Gre0ory@dot.state.f|.us»; Darroch, Shere||e<Shere||e.Darroch@dot.state.f|.us»
Subject: RE: FDOT CGS Signed Agreement 256881'1'56'01
CAUT11ON:This email originated from outside of the City of Clearwater.Do not click links or open attachments unless you
recognize the sender and know the content is safe.
Actually, that document was not an FDOT document, but was provided to us by the DFS. DFS changed ittothe Three
Party Escrow agreement that vxeuse today.
It sets up an escrow account for FDOTto manage. So the decision not to use it any more was made by DFS, not the
FDOT.
Utility Project Manager, GEC
z
FDCH_�_�,
From: Dominguez, Emilio<Emilio.Dominguez@dot.state.fl.us>
Sent:Wednesday,January 4, 2023 2:38 PM
To: Corcoba,Jacinta <Jacinta.Corcoba@MyClearwater.com>
Cc: Gregory, Christopher M. <Chris.Gregory@dot.state.fl.us>; Darroch, Sherelle<Sherelle.Darroch@dot.state.fl.us>;
Prescott, Sally<Sally.Prescott@dot.state.fl.us>
Subject: RE: FDOT-CGS Signed Agreement-256881-1-56-01
Jacinta,
I noticed that Sally(copied)was DUA during the 2009 project.
She recalls that the Department decided not to use the memorandum provided by the city and therefore adopted the
UWHCA.
Emilio Dominguez
Utility Project Manager II
FDOT District 7 Design Utilities
813-975-6740
Work Hours:Monday-Friday 7AM-4PM
From: Dominguez, Emilio
Sent:Wednesday,January 4, 2023 2:14 PM
To: Corcoba,Jacinta <Jacinta.Corcoba@MvClearwater.com>
Cc: Gregory, Christopher M. <Chris.Gregory@dot.state.fl.us>; Darroch, Sherelle<Sherelle.Darroch@dot.state.fl.us>
Subject: RE: FDOT-CGS Signed Agreement-256881-1-56-01
See attached correct UWHCA for 256881-1-56-07
Emilio Dominguez
Utility Project Manager II
FDOT District 7 Design Utilities
813-975-6740
Work Hours:Monday-Friday 7AM-4PM
From: Corcoba,Jacinta <Jacinta.Corcoba@MyClearwater.com>
Sent:Wednesday,January 4, 2023 2:05 PM
To: Dominguez, Emilio<Emilio.Dominguez@dot.state.fl.us>; Darroch, Sherelle<Sherelle.Darroch@dot.state.fl.us>
Cc: Gregory, Christopher M. <Chris.Gregory@dot.state.fl.us>
Subject: Re: FDOT-CGS Signed Agreement-256881-1-56-01
Thank you all!
The attached UWHCA is for 256888-1-56-02- It seems to be for a different project.
Thanks,
Jacinta Corcoba
2
Gas Section Manager DesignIPermitting
-
Clearwater Gas System
777Maple St.
Clearwater, FL33755
/7271422-9998
/7271562-49OOext. 7423
Cleanvaier Gas System
ith Gas
...............
From: Dominguez, Emilio »
Sent:Wednesday,January 4, ZUZ31:SZPM
To: Darroch, Shere||e< »; Corcoba,]adnta < »
Cc: Gregory, Christopher M. < »
Subject: FW: FDOT CGS Signed Agreement 256881'1'56'01
C�AU O�Nh#I�nat#dl #d�el h.e�City of�Clea rw�ater_Do�not cl�ickfin ks�®ropen�attaclh�ments u�nless�you �
recogn ize the sender and know the content is safe
ThanksShere||e,
I found the UWHCA AND Change Orders, but not this Memorandum that Jacinta is looking for.
I'll wait until Chris returns, then I'll check if there is a record of this memorandum in Central Office
]adnta, please review the attached agreements.
It's possible that the memorandum was replaced bythe UVVHCA.
Emilio Dominguez
Utility Project Manager 11
F[>0TDistrict 7Design Utilities
013'975-674o
Work Hours:Monday-Friday 7xxx 4pxx
From: Darroch, Shere||e< »
Sent:Wednesday,January 4, 2023 1:44 PM
To: Dominguez, Emilio »
Cc: Gregory, Christopher M.
Subject: RE: FDOT CGS Signed Agreement 256881'1'56'01
Hey Emilio,
| was able tofind afew things.
| attached the UVVHCAand CO#2, CO#Zand CO#3.
Cecil kept pretty good records.
Thank you sir.
3
Mr. Sherelle Darroch
FDOT Utility Construction Coordinator
District 7—Pinellas Operations
5211 Ulmerton Rd, Clearwater, FL 33760
Direct Line 727-575-8323
Pinellas Operations Operator 727-575-8300
Cell #813-220-1872
From: Dominguez, Emilio<Emilio.Dominguez@dot.state.fl.us>
Sent:Wednesday,January 4, 2023 1:11 PM
To: Darroch, Sherelle<Sherelle.Darroch@dot.state.fl.us>; Gregory, Christopher M. <Chris.Gregory@dot.state.fl.us>
Subject: FW: FDOT-CGS Signed Agreement-256881-1-56-01
Sherelle/Chris,
Hope you all had a Great Christmas and New Year.
Can either of you find a signed/executed copy of the attached Memorandum of agreement for Clearwater Gas
on the 256881-56-01 project?
All I can find in our files is a Lump Sum Agreement and a Change Order.
This is from 2009/Cecil Williams time.
Any help or direction will be most appreciated.
Emilio Dominguez
Utility Project Manager II
FDOT District 7 Design Utilities
813-975-6740
Work Hours:Monday-Friday 7AM-4PM
From: Corcoba,Jacinta <Jacinta.Corcoba@MyClearwater.com>
Sent:Wednesday,January 4, 2023 11:33 AM
To: Dominguez, Emilio<Emilio.Dominguez@dot.state.fl.us>
Subject: FDOT-CGS Signed Agreement-256881-1-56-01
EXTERNAL SENDER: Use caution with links and attachments.
Emilio,
I hope your week is going well.
The City is requesting a signed copy of the attached document.
US19 project (Seville to Whitney) back in 2009.
Do you have access to that record?
Thanks,
Jacinto Corcoba
Gas Section Manager d DesignIPermitting
4
Clearwater Gas System
777 Maple St.
Clear-water, FL 33755
(727)422-9998
(727)562-4900 ext. 7423
jacinta.corcoba@clearwattLqg =
Cleanvaier Gas System
U' e Greener
ith Gas
5
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form No 710-010-57
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT UTILITIES
(LUMP SUM) 10/04
Financial Project ID: 256881-1-56-07 Federal Project ID: N/A ,A 09d EF
County: Pinellas State Road No.: 55
District Document No:
Utility Agency/Owner(UAO): Clearwater Gas Systems, Inc.
THIS AGREEMENT,entered into this I�day of f11 year o ,by and between the STATE
OF FLORIDA DEPARTMENT OF TRANSPORTATIONfter referred to as the "FDOT," and
Clearwater Gas Systems, Inc., hereinafter referred to as the"LIAO";
WITNESSETH:
WHEREAS,the UAO owns certain utility facilities which are located on the public road or publicly owned rail
corridor identified below, hereinafter referred to as the"Facilities"(said term shall be deemed to include utility facilities
as the same may be relocated, adjusted, or placed out of service);and
WHEREAS, the FDOT, is currently engaging in a project which involves constructing, reconstructing, or
otherwise changing a public road and other improvements located on a public road or publicly owned rail corridor
identified as US 19 from N. of Whitney Road to S. of Seville, State Road No. 55, hereinafter referred to as the
"Project"; and
WHEREAS,the Project requires minor modifications to the Facilities or the FDOT's design more particularly
described in Exhibit A attached hereto and by this reference made a part hereof, hereinafter referred to as"Utility
Work," and full plans and technical specifications for the Utility Work are not required; and
WHEREAS,the FDOT will perform the Utility Work as part of the Project; and
WHEREAS,the LIAO,pursuant to the terms and conditions hereof,will bear certain costs associated with the
Utility Work; and
WHEREAS, the FDOT and the UAO desire to enter into an agreement which establishes the terms and
conditions applicable to the Utility Work;
NOW,THEREFORE,in consideration of the premises and the mutual covenants contained herein,the FDOT
and the LIAO hereby agree as follows:
1. Performance of Utility Work
a. The FDOT will include the Utility Work in its plans and specifications for the Project and will include
the Utility Work as part of the FDOT's construction of the Project. The preparation of the plans and
specifications and the construction of the Project will be performed in such manner as the FDOT,in
its discretion, deemed appropriate.
b. All location,protection,relocation,adjustment,or removal of the UAO's Facilities which is not listed in
Exhibit A shall be performed pursuant to a separate agreement.
2. Cost of Utility Work J
a. The UAO will,at least(__I J calendar days prior to the date on which the FDOT advertises
the Project for bids, pay the FDOT the amount of$ 164,385 for the cost of the Utility Work. Said
amount will be deposited into the State Transportation Trust Fund.
b. The FDOT and the UAO acknowledge and agree that the amount stated above includes an additional
ten percent(10%)to cover the UAO's obligation for the cost of the Utility Work as set forth in Section
337.403(1)(b), Florida Statutes.
Page 1 of 5
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form No.710-010-57
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT UTILITIES
(LUMP SUM) 10104
C. Except for costs associated with any changes or additions to the Utility Work,the FDOT and the UAO
agree that the deposit shall be an asset of the FDOT and that it constitutes a full and final lump sum
payment for the cost of the Utility Work,without any requirement for a subsequent accounting for the
use of the deposit.
d. Pursuant to Section 337.403(1)(b),Florida Statutes,no changes or additions to the Utility Work will be
made during the construction of the Project unless the UAO has made an additional deposit to cover
the cost of the changes or additions. To the extent that the amount stated in Subparagraph 2,a.above
exceeds the amount of the FDOT contractor's bid that applies to the Utility Work,such excess may be
applied to cover the cost of the changes or additions. All changes or additions shall be subject to the
limitations on supplemental agreements and change orders contained in Section 337.11(8), Florida
Statutes.
3. Default
a. In the event that the UAO breaches any provision of this Agreement, then in addition to any other
remedies which are otherwise provided for in this Agreement,the FDOT may exercise one or more of
the following options,provided that at no time shall the FDOT be entitled to receive double recovery of
damages
(1) Terminate this Agreement if the breach is material and has not been cured within 60
days from written notice thereof from the FDOT.
(2) Pursue a claim for damages suffered by the FDOT.
(3) Suspend the issuance of further permits to the UAO for the placement of Facilities on FDOT
property if the breach is material and has not been cured within 60 days from written notice
thereof from FDOT until such time as the breach is cured.
(4) Pursue any other remedies legally available.
(5) Perform any work with its own forces or through contractors and seek repayment for the cost
thereof under Section 337.403(3), Florida Statutes.
b. In the event that the FDOT breaches any provision of this Agreement,then in addition to any other
remedies which are otherwise provided for in the Agreement, the UAO may exercise one or more of
the following options:
(1) Terminate this Agreement if the breach is material and has not been cured within 60 days from
written notice thereof from the UAO.
(2) Pursue any other remedies legally available.
C. Termination of this Agreement shall not relieve either party from any obligations it has pursuant to other
agreements between the parties and from any statutory obligations that either party may have with
regard to the subject matter hereof.
4. Indemnification
FOR GOVERNMENT-OWNED UTILITIES:
To the extent provided by law, the UAO shall indemnify, defend, and hold harmless the FDOT and all of its
officers,agents,and employees from any claim,loss,damage,cost,charge,or expense arising out of any acts,
action,error,neglect,or omission by the UAO,its agents,employees,or contractors during the performance of
the Agreement,whether direct or indirect,and whether to any person or property to which FDOT or said parties
Page 2 of 5
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form No,710-010-57
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT UTILITIES
(LUMP SUM) 10104
may be subject, except that neither the UAO, its agents, employees, or contractors will be liable under this
section for damages arising out of the injury or damage to persons or property directly caused by or resulting
from the negligence of the FOOT or any of its officers, agents, or employees during the performance of this
Agreement.
When the FOOT receives a notice of claim for damages that may have been caused by the UAO in the
performance of services required under this Agreement, the FOOT will immediately forward the claim to the
UAO.The UAO and the FDOT will evaluate the claim and report their findings to each other within fourteen(14)
working days and will jointly discuss options in defending the claim. After reviewing the claim,the FOOT will
determine whether to require the participation of the UAO in the defense of the claim or to require the UAO to
defend the FOOT in such claim as described in this section. The FDOT's failure to notify the UAO of a claim
shall not release the UAO from any of the requirements of this section. The FOOT and the UAO will pay their
own costs for the evaluation,settlement negotiations,and trial,if any. However,if only one party participates in
the defense of the claim at trial,that party is responsible for all costs.
FOR NON-GOVERNMENT-OWNED UTILITIES:
The UAO shalt indemnify,defend,and hold harmless the FOOT and all of its officers, agents,and employees
from any claim, loss, damage, cost, charge, or expense arising out of any acts, action, error, neglect, or
omission by the UAO,its agents,employees,or contractors during the performance of the Agreement,whether
direct or indirect,and whether to any person or property to which FOOT or said parties may be subject,except
that neither the UAO,its agents,employees,or contractors will be liable under this section for damages arising
out of the injury or damage to persons or property directly caused by or resulting from the negligence of the
FOOT or any of its officers, agents, or employees during the performance of this Agreement.
The UAO's obligation to indemnify,defend,and pay for the defense or at the FDOT's option,to participate and
associate with the FOOT in the defense and trial of any damage claim or suit and any related settlement
negotiations, shall arise within fourteen (14) days of receipt by the UAO of the FDOT's notice of claim for
indemnification to the UAO. The notice of claim for indemnification shall be served by certified mail. The
UAO's obligation to defend and indemnify within fourteen (14) days of such notice shall not be excused
because of the UAO's inability to evaluate liability or because the UAO evaluates liability and determines the
UAO is not liable or determines the FOOT is solely negligent. Only a final adjudication or judgment finding the
FOOT solely negligent shall excuse performance of this provision by the UAO. The UAO shall pay all costs and
fees related to this obligation and its enforcement by the FOOT. The FDOT's delay in notifying the UAO of a
claim shall not release UAO of the above duty to defend.
5. Force Majeure
Neither the UAO nor the FOOT shall be liable to the other for any failure to perform under this Agreement to the
extent such performance is prevented by an act of God,war,riots,natural catastrophe,or other event beyond
the control of the non-performing party and which could not have been avoided or overcome by the exercise of
due diligence;provided that the party claiming the excuse from performance has(a)promptly notified the other
party of the occurrence and its estimate duration, (b) promptly remedied or mitigated the effect of the
occurrence to the extent possible, and(c)resumed performance as soon as possible.
6. Miscellaneous
a. To the Facilities shall at all times remain the property of and be properly protected and maintained by
the UAO in accordance with the then current Utility Accommodation Manual and the current utility
permit for the Facilities.
b. Pursuant to Section 287.058, Florida Statutes, the FOOT may unilaterally cancel this Agreement for
refusal by the UAO to allow public access to all documents,papers,letters,or other material subject to
the provisions of Chapter 119,Florida Statutes,and made or received by the UAO in conjunction with
this Agreement.
Pago 3 of 6
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Fotm No 710-010-57
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT UTILITIES
(LUMP SUM) 10104
C. This Agreement constitutes the complete and final expression of the parties with respect to the subject
matter hereof and supersedes all prior agreements, understandings, or negotiations with respect
thereto,except that the parties understand and agree that the FOOT has manuals and written policies
and procedures which shall be applicable at the time of the Project and the relocation of the Facilities
and except that the UAO and the FOOT may have entered into other agreements forwork not included
in Exhibit A for Facilities located within the limits of the Project. Copies of FOOT manuals,policies,and
procedures will be provided to the UAO upon request.
d. This Agreement shall be governed by the laws of the State of Florida. Any provision hereof found to be
unlawful or unenforceable shall be severable and shall not affect the validity of the remaining portions
hereof.
e. Time is of essence in the performance of all obligations under this Agreement.
f. All notices required pursuant to the terms hereof may be sent by first class United States Mail,
facsimile transmission,hand delivery,or express mail and shall be deemed to have been received by
the end of five business days from the proper sending thereof unless proof of prior actual receipt is
provided. The UAO shall have a continuing obligation to notify each District of the FOOT of the
appropriate persons for notices to be sent pursuant to this Agreement. Unless otherwise notified in
writing, notices shall be sent to the following addresses:
If to the UAO:
Mr. Brian Langille, PE
Clearwater Gas System
400 Myrtle Avenue
Clearwater,FI 33755
727-562-4911
If to the FOOT:
Ms. Sally Prescott(District Utility Administrator)
Florida Department of Transmission VII
11201 N. McKinley Drive 7-820
Tama FI 33612-6456
813-975-6151
7. Certification
This document is a printout of an FOOT form maintained in an electronic format and all revisions thereto by the
UAO in the form of additions,deletions,or substitutions are reflected only in an Appendix entitled Changes to
Form Document and no change is made in the text of the document itself. Hand notations on affected portions
of this document may refer to changes reflected in the above-named Appendix but are for reference purposes
only and do not change the terms of the document. By signing this document,the UAO hereby represents that
no change has been made to the text of this document except through the terms of the appendix entitled
Changes to Form Document."
You MUST signify by selecting or checking which of the fallowing applies:
J No changes have been made to this Form Document and no Appendix entitled "Changes to Form
Document" is attached.
® No changes have been made to this Form Document,but changes are included on the attached Appendix
entitled"Changes to Form Document."
Paso 4 of 6
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form No 710-010-57
UTILITY WORK BY HIGHWAY CONTRACTOR AGREEMENT JTILITIES
(LUMP SUM) 10/04
IN WITNESS WHEREOF, the parties hereto have executed this Agreement effective the day and year first written.
UTILITY:Clearwater Gas Systems,Inc.
BY: (Signature) DATE:
(Typed Name: }
(Typed Title: )
Recommend Approval by the District Utility Office
BY: Si nature /A / DATE: /
r� fC177777
FDOT Legal review
BY: (Signature) { i r. DATE:
District Counsel
STATE OF FLORIDA
DEPARTMENT OF TRANS ORTATION
/
BY: Si nature � (/ w �l DATE: <1��
(Typed Name: Scott W.Collister, P.E.,CPCM)
(Typed Title: Director of Transportation Development)
FEDERAL HIGHWAY ADMINISTRATION (if applicable)
BY: k &x c DATE:
(Typed Name: ` 1 tZ 10
(Typed Title: ) (f1!6j 1tC} i e rl.V1 '5POY`fa0'✓1 ��( CC
Pago 5 of 5
APPENDIX
State of Florida Department ofTransportatiou
UTILITY WORI{BY HIGHWAY CONTRACTOR AGREEMENT
(Lump Sum)
CHANGES TO FORMS DOCUMENT
FPID: 256881-1-56-07
1. Page 5 of 6, following"IN WITNESS WHEREOF...year first within."
Add the following signature blocks following the"Utility...(Typed Title)" blank:
Countersigned: City of Clearwater, Florida
� �. By: �ci tom.iy11'
Frank V. Hibbard William B. Horne, II
Mayor City Manager
Approved as to form: Attest:
GUM Mahony Cyitt�iia E, Goudeati
Assistant City Attorney City'Clerk
�XS�tt-S S%