94-32BRESOLUTION NO. 94-32 (B)
A RESOLUTION OF THE CITY OF CLEARWATER,
FLORIDA, AUTHORIZING THE EXECUTION OF A JOINT
PROJECT AGREEMENT BETWEEN THE CITY OF
CLEARWATER AND THE STATE OF FLORIDA DEPARTMENT
OF TRANSPORTATION FOR THE RELOCATION AND /OR
INSTALLATION OF NATURAL GAS MAINS DURING THE
STATE ROAD 52 WIDENING PROJECT, AND
AUTHORIZING THE PLACING OF FUNDS WITH THE
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION
FOR THE COMPLETION OF THE UTILITY
INSTALLATION; PROVIDING AN EFFECTIVE DATE.
WHEREAS, the State of Florida Department of Transportation
(Department) is widening State Road 52 between Hicks and Moon Lake,
which calls for the relocation or installation of new City gas
facilities over and /or under said highway; and
WHEREAS, the City requires additional gas capacity in certain
locations within the construction limits of this project; and
WHEREAS, the City authorized the preparation of plans and
specifications for such work, and the plans and specifications have
been prepared and approved by the Clearwater Gas System; and
WHEREAS, an agreement to provide for such work in conjunction
with the road reconstruction work has been prepared, and a copy of
the agreement is attached hereto; now, therefore,
BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF
CLEARWATER, FLORIDA:
Section 1. The Joint Project Agreement between the City and
the Department for relocation and /or installation of city natural
gas mains designated as Utility Job 6524, Section 14120, Parcel 1,
R/W Job N /A, a copy of which is attached hereto as Exhibit A, is
hereby approved and authorized for execution by the city officials.
Section 2. The City shall assume all costs incurred for such
work, which costs are estimated to be $268,431.81. The estimated
costs of such work shall be paid in advance to the State of Florida
Department of Transportation in accordance with the Joint Project
Agreement.
Section 3. This resolution shall take effect immediately upon
adoption.
PASSED AND ADOPTED this 2nd day of May, , 1994.
Attest:
cyhf' is E. Goudeau
City clerk
Rita Garvey
mayor - commisdidn
710 - 010 -84 Form: OGC - 0009
(5/92) (5/92)
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION
JOINT PROJECT AGREEMENT
UTILITY INSTALLATION BY HIGHWAY CONTRACTOR
(Private Utility)
WPI#
PROJECT#
7113952
14120 -3524
STATE RD.
COUNTX
PARCEL
I FAP#
52
PASCO
1
N/A
THIS AGREEMENT, made and entered into this day of
, 19 , by and between the STATE OF FLORIDA
DEPARTMENT OF TRANSPORTATION, hereinafter referred to as the
DEPARTMENT, and Clearwater Gas System , a corporation organized
and existing under the laws of Florida, with its principal place of
business in the City of Clearwater, County of Pinellas, State of
Florida, hereinafter called the COMPANY.
WITNESSETH:
WHEREAS, the DEPARTMENT is constructing, reconstructing or
otherwise changing a portion of the State Highway System designated
by the DEPARTMENT as State Project No. 14120 -3521, Road No. 52
between Hicks and Moon Lake which shall call for the adjustment,
' relocation and /or installation of COMPANY facilities along, over
and /or under said highway; and
WHEREAS, the plans for the said construction, reconstruction
or other changes to be made, as above described, have been reviewed
by the DEPARTMENT and the COMPANY, said above described utility
relocation hereinafter designated as "Utility Work "; and
WHEREAS, the term "Cost of Utility Work" shall include the
entire amount paid by the COMPANY properly attributable to such
work; and
WHEREAS, the COMPANY has expressed its desire to assume all
costs incurred by this "Utility Work" and has requested the
DEPARTMENT to include in said Project certain plans and
specifications to meet the COMPANY'S needs; and
WHEREAS, the DEPARTMENT and the COMPANY have determined that
it would be to the best interest of the general public and to the
economic advantage of Goth parties to enter into a JOINT PROJECT
AGREEMENT providing for such work; and
Page 1 of 7
9Xt1ISIT A
NOW, THEREFORE, in consideration of the mutual covenants
hereinafter contained, it is agreed by the parties as follows:
1. The DEPARTMENT and the COMPANY shall participate in a
JOINT PROJECT, the scope of which will cover only COMPANY utility
facility within the limits of the project as included in the plans
and estimate of the highway contract, more specifically described
as 14120 -6525. The estimated cost of said project is $268,431.81
including allowances; and the method of payment is
specified in Exhibit "A" attached hereto and made a part hereof.
2. The COMPANY will prepare, at its expense, the design and
plans for all of the COMPANY'S necessary "Utility Work" specified
above, and will furnish to the DEPARTMENT no later than March 15,
1994, complete original plans on standard size sheets (24" X 36 "),
all suitable for reproduction by the DEPARTMENT, together with a
complete set of specifications covering all construction
requirements for the "Utility Work ". Final "Utility Work" plans
shall be complete in every detail and will include a "Summary of
Quantities" sheet. It will be the responsibility of the COMPANY to
coordinate the development of the "Utility Work" plans with the
DEPARTMENT'S highway plans. The DEPARTMENT, upon request by the
COMPANY, will furnish all available highway information required by
the COMPANY for the development of the "Utility Work" plans; and
the DEPARTMENT shall cooperate fully with the COMPANY to this end.
3. All of the work on the JOINT PROJECT is to be done
according to, the plans and specifications of the DEPARTMENT which
plans and specifications are, by reference hereto, made a part
hereof. The COMPANY will be responsible for verifying the accuracy
of the DEPAR'TMENT'S underground survey information, and will also
be responsible for any changes to the COMPANY'S plans made
necessary by errors or omissions in the DEPARTMENT'S survey
information as furnished to the COMPANY. All errors, omissions, or
changes in the design of the COMPANY'S "Utility Work" will be the
sole responsibility of the COMPANY. In any conflict between
COMPANY and DEPARTMENT specifications, the DEPARTMENT'S
specifications will govern.
4. The COMPANY, at its expense, will furnish all engineering
inspection, testing and monitoring of the "Utility Work ", and will
also furnish the DEPARTMENT'S engineer with progress reports for
diary records, approved quantities and amounts for weekly, monthly
and final estimates. All field survey control for the "Utility
Work" will be furnished by the COMPANY under the supervision of the
DEPARTMENT'S engineer. The coordination of the COMPANY'S "Utility
Work" with that of the highway contractor and other utilities
and /or their contractors will be the responsibility of the
DEPARTMENT, and the COMPANY shall cooperate fully in this matter.
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All information required for Changes or Supplemental Agreements
pertaining to the COMPANY'S "Utility Work" shall be promptly
furnished to the DEPARTMENT by the COMPANY upon the request of the
Department.
5. The DEPARTMENT will provide the necessary engineering
supervision to assure construction is in compliance with the plans
and specifications hereinabove referred to, and shall receive all
bids for and let all contracts for said "Utility Work" all at the
sole expense of the COMPANY. All bids for said "Utility Work"
shall be taken into consideration in the award of bid on the
Highway Job and the COMPANY shall have the right to reject any and
all bids on the "Utility Work" if said bids exceed the COMPANY'S
estimated cost by more than ten percent (10 %) . In the event of
rejection of bids for the "Utility Work ", the highway contract
documents will be so amended prior to award and the COMPANY will,
at its expense, arrange for the prompt construction of the "Utility
Work ", and will cooperate with the DEPARTMENT'S contractor to
schedule the sequence of their work so as not to unnecessarily
delay the work of the DEPARTMENT'S contractor, defend any legal
claims of the DEPARTMENT'S contractor due to delays caused by the
permittee's failure to comply with their relocation schedule, and
shall comply with all provision of the law and Rule 14 -46, Florida
Administrative Code. The COMPANY shall not be responsible for
delays beyond its normal control.
6. All adjustments, relocations, repairs and incidentals
required to be performed to the existing COMPANY utilities within
this project, not included in this contract, will be the sole
responsibility of the COMPANY, and will be handled under a separate
agreement and utility relocation schedule.- All such work is to be
coordinated with the construction of this project and in a manner
that will not cause delay to the highway contractor.
7. All services and work under the construction contract
shall be performed to the satisfaction of the DISTRICT DIRECTOR OF
OPERATIONS, and he shall decide all questions, difficulties and
disputes of whatever nature, which may arise under or by reason of
such contract for "Utility Work "; the prosecution and fulfillment
of the services thereunder, and the character, quality, amount and
value thereof; and his decision upon all claims, questions and
disputes thereunder shall be final and conclusive upon the parties
hereto.
3. The COMPANY agrees that it will, at least thirty (30)
days prior to the DEPARTMENT'S advertising the project for bid,
furnish the DEPARTMENT an advance deposit estimate of $268,431.81
for full payment of project cost for project 14120.6525
Said deposit estimate should be the total estimate project cost
plus allowances (5 ;s Mobilization, 2 .1/2 i3aintenance of Traffic, J.Qe
contingency..and.2° -4 CEA)
3 OF 7
If the accepted bid amount plus allowances is in excess of the
deposit amount, the COMPANY will provide an additional deposit
within fourteen ('14) calendar days or prior to posting the bid,
whichever is earlier, so that the total deposit is equal to the bid
amount plus allowances. The DEPARTMENT may utilize this deposit
for payment of the project (14120 -6525 ). Both
parties further agree that in the event final billing pursuant to
the terms of this agreement is less than the advance deposit, a
refund of an excess will be made by the DEPARTMENT to the COMPANY7
and that in the event said final billing is greater than the
advance deposit, the COMPANY will pay the additional amount within
40 days from the date of the invoice.
The payment of funds as required above will be made as follows
(choose one):
Directly to the DEPARTMENT for deposit into the State
Transportation Trust Fund.
x Deposit as provided in the attached Memorandum of
Agreement (Exhibit A) between COMPANY, DEPARTMENT and the
Florida Department of Insurance, Division of Treasury.
9. Upon completion and acceptance of the work, the COMPANY
shall own, control, maintain, and be responsible for all COMPANY
utility facilities involved, according to the terms of the utility
permit. The COMPANY further agrees that it will maintain and keep
in repair, or cause to be maintained and kept in repair, all of
such constructed facilities or utilities within the right of way of
said State Road, to comply with all provisions of law and of the
DEPARTMENT's regulations pertaining thereto.
10. The COMPANY covenants and agrees that should the
DEPARTMENT allow the COMPANY to place out of service rather than
remove the utility facilities presently in existence, the COMPANY
agrees that it will indemnify and hold harmless the DEPARTMENT and
all of the DEPARTMENT'S officers, agents and employees from any
claim, loss damage, costs, charge or expense which may arise as a
result of the placing out of service the utility facilities
including, but not limited to causes arising out of any future
removal of the said utility facilities by the COMPANY or entity
other than the COMPANY. The COMPANY also agrees to adhere to all
applicable required Federal, state and local laws, regulations, or
authorities.
11. The COMPANY covenants and agrees that it shall, to the
extent permitted by law, defend, save and hold harmless the
DEPARTMENT from any and all legal actions, claims or demands by any
person or legal entity against the DEPARTMENT arising out of the
participation in this Agreement by the COMPANY or use by the
COMPANY of the completed "Utility Work ".
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IN
y
12. Upon final payment to the contractor for the entire
project, the DEPARTMENT shall, within one hundred eighty (180) days
furnish the COMPANY with two (2) copies of its final and complete
billing of all cost incurred in connection with the work performed
hereunder, such statement to follow as closely as possible the
order of the items contained in the job estimate. The final
billing show the description and site of the project; the date on
which the first work was performed or the date on which the
earliest item of billed expense was incurred; the date on which the
last work was performed or the last item of billed expense was
incurred; and the location where the records and accounts billed
can be audited. All cost records and accounts shall be subject to
audit by a representative of the COMPANY within three (3) years
after final billing by the DEPARTMENT to the COMPANY. In the event
final cost is less than the advance payment, the DEPARTMENT will
refund the balance to the COMPANY. If the final cost exceeds the
advance payment the COMPANY will be invoiced for the balance. Upon
receipt of the final invoice, the COMPANY agrees to reimburse the -
DEPARTMENT in the amount of such actual cost within forty (40)
days. The COMPANY shall pay an additional charge of to per month
on any invoice not paid within the time specified in the preceding
sentence until the invoice is paid.
13. The COMPANY shall pay the DEPARTMENT'S reasonable
attorneys' fees and court costs if the DEPARTMENT prevails in
litigation for the enforcement of the provisions of paragraphs 1,
8 and 12 of this Agreement.
14. This document incorporates and includes all prior
negotiations, correspondence, conversations, agreements, or
understandings applicable to the matters contained herein, and the
parties agree that there are no commitments, agreements or
understandings concerning the subject matter of this Agreement that
are not contained in this document. Accordingly, it is agreed that
no deviation from the terms hereof shall be predicated upon any
prior representation or agreements whether oral or written. It is
further agreed that no modification, amendment or alteration in the
terms or conditions contained herein shall be effective unless
contained in a written document executed with the same formality
and of equal dignity herewith.
15. This Agreement shall be governed, interpreted and
construed according to the laws of the State of Florida.
16. If any part of this Agreement shall be determined to be
invalid or unenforceable by a court of competent jurisdiction, or
by any other legally constituted body having the jurisdiction to
make such determination, the remainder of this Agreement shall
remain in full force and effect provided that the part of the
Agreement thus invalidated or declared unenforceable is not
material to the intended operation of this Agreement.
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M
- 5,2, CG1)
IN WITNESS WHEREOF, the parties hereto have caused these
presents to be executed by their duly authorized officers, and
their officials seals hereto affixed, the day and year first above
written.
STATE OF FLORIDA
DEPARTMENT OF TRANSPORTATION
COMPANY OF FLORIDA
BY: SEAL
(Title:
ATTEST:
(Title•
STATE OF FLORIDA
DEPARTMENT OF TRANSPORTATION
BY:
(Title: SEAL
ATTEST:
(Title:
------------------------------
FOR DEPARTMENT USE ONLY
Approved as to form and Legality
STATE OF FLORIDA
DEPARTMENT OF TRANSPORTATION
BY: APPROVED BY:
Attorney Dist. Utility Eng.
6 OF 7
Approval by Office of Comptroller
STATE OF FLORIDA
DEPARTMENT OF TRANSPORTATION
BY
(Title:
7 OF 7
CITY SIGNATURE PAGE - Joint Project Agreement between the State of Florida Department of
Transportation and the City of Clearwater - Project #14120 -3524 /3521 (State Road 52).
Countersigned:
M
Rita Garvey
Mayor - Commissioner
Approved as to form and
correctness:
I. A. Galbraith, Jr.
City Attorney
CITY OF CLEARWATER, FLORIDA
Elizabeth M. Deptula
City Manager
Attest:
Cynthia E. Goudeau
City Clerk
r
qV -3.2 (ay
PAGE 1 OF 2
EXHIBIT "A"
MEMORANDUM OF AGREEMENT
THIS AGREEMENT, made and entered into this day of
, 19
y, by and between the State of Florida, Department of
Transportation, hereinafter referred to as "DOT" and the State of
Florida, Department of Insurance, Division of Treasury, hereinafter
referred to as "Treasury" and Clearwater Gas system hereinafter
referred to as the "Participant ".
WITNESSETH
WHIEREAS, "DOT" is currently constructing the following
project:
State Project NO.: 14120 -3524
F.A.P. No. N/A
W. P. 1. No. : 7113952
County Pasco
hereinafter referred to as the "Project ".
WHEREAS, DOT and the Participant entered into a .Point
Participation Agreement dated 19 wherein DOT
agreed to perform certain work on behalf of the ?articipant in
conjunction with the Project.
WHEREAS, the parties to this AGREE? ✓ENT mutually agreed that it
would be in the best interest of the DOT and t_ ^_e - ar icipant if an
escrow account were established to provide funds for the additional
work performed on the Project on behalf of = articipant by DOT.
NOW THEREFORE, in considerat_c1 of t_ ^. p-remises and the
covenants contained herein the parties agree to ,.ne following:
1
An initial ti al deposit in -e amc—_,,nz of _ 268.,431.81
will be made by =.._ _ arti ci pant into
an escrow account. Said escrcw account will .= crened by DOT on
behalf of the Participant in the ..a of the _ '_cr_da Department of
Trans crtation with the Depar —; ent of tie, Division 0
ireas• -, ry, Eureau of Collateral Sec:ri�ies u_cn receipt of this
I�cmorandum of Agreemment. Much accoz :...t will be craned and shall be
deemed an asset of DOT.
2. Other deposits will be made only by c:e Participant as
ecessar•y to cover the ccst o= the Clearwater Gas systemcrit prior to
t;,e exec.;tic'n of any Supp,amenta . Acres ~eats. --
PAGE 2 OF 2
3. All deposits shall be made payable to the Department of
Insurance Revenue Processing and mailed to the DOT Office of
Comptroller for appropriate processing at the following address:
Florida Department of Transportation
Office of Comptroller (M.S. 42)
605 Suwannee Street
Tallahassee, Florida 32399 -0 450
ATTN: JPA Coordinator
A copy of this Agreement shall accompany the deposits.
a. The DOT's Comptroller and /or his designees shall be the.
sole signatories on the escrow account with Department of Insurance
and shall have sole authority to authorize withdrawals from said
account.
S. 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 JPA.
6. The Treasurer agrees to provide written confirmation of
'a receipt of funds to the DOT.
7. The Treasurer's Office further agrees to provide periodic
reports to the DOT.
STATE OF FI..ORIDA STATE OF FLORIDA
DEPPRTMFNT OF TRANSPORTATION DEPARTMENT OF INSi :UU CE
COMPTROLLER DIVISION Or TREASURY
FTRTIC1?L ?QT
ADDRESS-
FE D 7- RA L TAX I . D.
W- 3.).
EXHIBIT A
CITY SIGNATURE PAGE - Joint Project Agreement between the State of Florida Department of
Transportation and the City of Clearwater - Project #14120- 3524/3521 (State Road 52).
Countersigned: CITY OF CLEARWATER, FLORIDA
By:t
Rita Garvey ElizabetOY1. Deptula
Mayor- Commissioner City Manager
Approved as to form and Attest:
correctness:
Cynthia E. Goudeau
City Attorney City Clerk
PARTICIPANT ADDRESS:
City of Clearwater/
Clearwater Gas System
400 N. Myrtle Avenue
Clearwater, FL 34615
FEDERAL TAX I.D.
59- 6000289
0
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