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Backup Documents 01/26/2016 Item #16D12 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP 6 9 TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO A. THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later than Monday preceding the Board meeting. **NEW** ROUTING SLIP /01 �l 2-0 Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office. Route to Addressee(s) (List in routing order) Office Initials Date 1. 2. 3. County Attorney Office County Attorney Office SRT 1/2Eil16 4. BCC Office Board of County F Commissioners f . / 5. Minutes and Records Clerk of Court's Office 'I0 i4 2b0((cQ 2:44,111- PRIMARY CONTACT INFORMATION Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the addressees above,may need to contact staff for additional or missing information. Name of Primary Staff Corine Willi s,Public Transit(PTNE) 252-5849 Contact/ Department Agenda Date Item was 1/26/16 Agenda Item Number 16-D-12 I/ Approved by the BCC Type of Document Resolution and Joint Participation Number of Original One-Resolution Attached Agreement 2-0 t —I $ Documents Attached Three -Agreements PO number or account n/a number if document is to be recorded INSTRUCTIONS & CHECKLIST Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not appropriate. (Initial) Applicable) 1. Does the document require the chairman's original signature SRT 2. Does the document need to be sent to another agency for additional signatures? If yes, SRT provide the Contact Information(Name;Agency;Address;Phone)on an attached sheet. 3. Original document has been signed/initialed for legal sufficiency. (All documents to be SRT signed by the Chairman,with the exception of most letters,must be reviewed and signed by the Office of the County Attorney. 4. All handwritten strike-through and revisions have been initialed by the County Attorney's SRT Office and all other parties except the BCC Chairman and the Clerk to the Board 5. The Chairman's signature line date has been entered as the date of BCC approval of the SRT document or the final negotiated contract date whichever is applicable. 6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's SRT signature and initials are required. 7. In most cases(some contracts are an exception),the original document and this routing slip SRT should be provided to the County Attorney Office at the time the item is input into SIRE. Some documents are time sensitive and require forwarding to Tallahassee within a certain time frame or the BCC's actions are nullified. Be aware of your deadlines! 8. The document was approved by the BCC on 1/26/16 and all changes made during the SRT N/A is meeting have been incorporated in the attached document. The County Attorney's an,option for Office has reviewed the changes,if applicable. ' this'.ine. 9. Initials of attorney verifying that the attached document is the version approved by e1ct N/A is not BCC,all changes directed by the BCC have been made,and the document is read for thy-. an :.tion for Chairman's signature. P ail' 14 cr_r � -\7 .\\\aNrr s ���'c��1> '' /1' 07- Csm c Or\ s �cN1 I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12 1 6 0 1 2 .. 1 _ 1,i ....:. ,,,:. ,,,,i 5 Ii: _ j E Mit ,� a mm�Qfi c �— V.; Wig=@ R [11 •t.LJ to ...D kli Li Ell U laIRg 1IiIiI �" yyy UAL ❑ ❑ ❑ 1 I Y in 8�a 1 ❑ _oA ti te i a Z Q c E a1$ b I t z c > e >v`+S t" v c lr 8 S S ep3 i f5 179 e I . g 116 II' d Q ry o B15 X 0 't S fir E g £ v . 2 Ei: �yEe E 'g g _❑ A gg e 0 a cc, v m 0 my £ la v .-c m ~ `n E m z r o ' d '� € � � c x � •� a 8= r2fr, g& P H i if •c o io of ht 1 q Fe __ m IL�� IF v��g` W w o cE �� rn F R W s 2 E i �_ N d 2 N a 2J E : 2 p% n,Is a E� .r ❑ ❑ ❑ kr, E m ❑ ❑ OL ❑ a ,. ❑il . ph Y 14 VS M ,a g Ln , 1 a 9 �a BIER r AD 47 C � tJ _REI Orli Cr' 13) a a FJ 40 0.2 i e g ~Z ' V w II V .1S1 r 43 V/ ICL Q.) Nzr-----4,.. 1 I, rIl ` C a co 0 cts Q __ a d A; o � fl- d L� :l""': i m 41 8 o W as Q ii " t m an a` C3C� sg+ ,J m$ cEI 7� �E � v L vc Al 11 v Y,f F¢2 481 $3 'a = . N M 6EE££9b 008 l X3Pado9 0081 wo3 xepeJ I z--- , 16Q12 t.... ..„, ----Af-A Count-.off, olli' r CLERK OF THE CICU , COURT COLLIER COUNTY C RTHO SE t 3315 TAI�IIAMI TRL E STE 102 Dwight E. Brock-Cler 4•f Circ it Court 1 P.O. BOX 413044 NAPLES,FL 34112-5324 -1. NAPLES,FL 34101-3044 Clerk of Courts • Comptroller • Auditor • eusfodian of County Funds January 28, 2016 FDOT Attn: Debbie Stephens 10041 Daniels Parkway Fort Myers, Florida 33913 Re: Resolution 2016-18 & Joint Participation Agreement Financial Project No.: 410120-1-84; Contract No.; G0738; FLAIR Category: 088774; Federal Number: 49 U.S.C. 5311; DUNS Number 80-939-7102 Transmitted herewith are three (3) original agreements and one (1) certified copy of the original resolution of the above referenced document for your records per request, as adopted by the Collier County Board of County Commissioners of Collier County, Florida on Tuesday, January 26, 2016, during Regular Session. Please forward/e-mail a copy of the fully executed documents to (martha.vergara@collierclerk.com) for the Boards Official Records. Very truly yours, DWIGHT E. BROCK, CLERK l \ Martha Vergara, Deut Cle ' Enclosure Phone- (239) 252-2646 Fax- (239) 252-2755 Website- www.CollierClerk.com Email-CollierClerk@collierclerk.com 16012 ' RESOLUTION NO.2016- 1 8 A RESOLUTION BY THE BOARD OF COUNTY COMMISSIONERS, COLLIER COUNTY,FLORIDA,AUTHORIZING THE CHAIR TO ACCEPT A SECTION 5311 GRANT AWARD FROM THE FLORIDA DEPARTMENT OF TRANSPORTATION, TO EXECUTE JOINT PARTICIPATION AGREEMENT G0738, TO SUBMIT AND REVISE ANY AND ALL SUPPORTING DOCUMENTS AND ASSURANCES RELATED TO SUCH AWARD, AND AUTHORIZING THE PURCHASE OF VEHICLES AND EQUIPMENT AND THE EXPENDITURE OF GRANT FUNDS PURSUANT TO THE GRANT AWARDED. WHEREAS, each year, through an application process administered by the Florida Department of Transportation, Collier Area Transit has obtained Section 5311 Grant funds that are used for providing rural transportation services to the residents of Collier County; and WHEREAS, the Board of County Commissioners of Collier County, Florida, has the authority to apply for and accept grants and make purchases and expend funds pursuant to grant awards made by the Florida Department of Transportation as authorized by Chapter 341, Florida Statutes and by the Federal Transit Administration Act of 1964,as amended. NOW THEREFORE, BE IT RESOLVED by the Board of County Commissioners, Collier County, Florida,that: 1. The BOARD authorizes its Chair to execute, submit, and revise any and all documents required in connection with the Federal Transit Administration Section 5311 Grant Award including, but not limited to: (a) executing Joint Participation Agreement Number G0738, (b) accepting and executing any required certifications and assurances and all supporting documents relating to the Section 5311 grant awarded to the County, (c) approving all necessary budget amendments to receive and use grant dollars received above or below the target grant award referenced in the Section 5311 grant application, and (d) purchasing vehicles and equipment and otherwise authorizing the expenditure of grant funds pursuant to the grant awarded,unless specifically rescinded. 2. The BOARD'S Registered Agent in Florida is Jeffrey A. Klatzkow, County Attorney. The registered Agent's address is 3299 East Tamiami Trail,Naples, FL 34112. 3. This Resolution shall be effective immediately upon signature by the Chair. 1 1 6 0 1 2 This Resolution adopted after motion, second and majority vote favoring same, this 26th day of January , 2016. ATTEST: BOARD OF COUNTY COMMISSIONERS DWIGHT E. $ROCK;•Clerk COLLIE COUNTY, FL RIDA lig t By:^/ lAir B �_ C k DONNA FIALA , Chairman Attest as to Charmirt s�'. signature only, Approved as to form and legality: S-. P1.4.‘ Scott R. Teach Deputy County Attorney 2 1 60 1 2 STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 725-030-06 PUBLIC TRANSPORTATION PUBLIC TRANSPORTATION OGC-07115 JOINT PARTICIPATION AGREEMENT Page 1 o 13 Financial Project Number(s): Fund: 010 FLAIR Category.: 088774 (item-segment-phase-sequence) 410120-1-84 Function: 215 Object Code: 780000 Federal Number: 49 U.S.C.5311 Org. Code: 55012020129 Contract Number:G0738 DUNS Number: 80-939-7102 Vendor No.: F596000558030 CFDA Number: 20.509 Agency DUNS Number: 076997790 CSFA Number: N/A CFDA Title:Formula Grants for Rural Areas CSFA Title: N/A THIS AGREEMENT, made and entered into this ` !ai day of 0 , 0201` 0 , by and between the STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION, an agency4 the State of Florida, hereinafter referred to as the Department, and Collier County Board of County Commissioners 3299 Tamiami Trail East, Suite 700, Naples, Florida 34112 hereinafter referred to as Agency. The Department and Agency agree that all terms of this Agreement will be completed on or before December 31, 2020 and this Agreement will expire unless a time extension is provided in accordance with Section 16.00. WITNESSETH : 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 341.051(1)(a) Florida Statutes, to enter into this Agreement. NOW, THEREFORE, in consideration of the mutual covenants, promises and representations herein, the parties agree as follows: 1.00 Purpose of Agreement: The purpose of this Agreement is to provide for the Department's participation, using Federal Transit Administration (FTA)Section 5311, "Formula Grants for Rural Areas Program,"financial assistance in the Agency's eligible operating, administrative, and management expenses, less revenues, associated with the provision of public transportation services in the rural (areas) of Collier County, as identified in the Agency's annual grant applications on file with the Department and as further described in Exhibit(s) A,B,C,D attached hereto and by this reference made a part hereof, hereinafter referred to as 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 6012 725-030-06 PUBLIC TRANSPORTATION OGC-07/15 Page 2 of 13 2.00 Accomplishment of the Project: 2.10 General Requirements: The Agency shall commence, and complete the project as described in Exhibit "A" attached hereto and by this reference made a part hereof this Agreement, with all practical dispatch, in a sound, economical, and efficient manner, and in accordance with the provisions herein, and all applicable laws. 2.20 Pursuant to Federal, State, and Local Law: In the event that any election, referendum, approval, permit, notice, or other proceeding or authorization is requisite under applicable law to enable the Agency to enter into this Agreement or to undertake the project hereunder, or to observe, assume or carry out any of the provisions of the Agreement, the Agency will initiate and consummate, as provided by law, all actions necessary with respect to any such matters so requisite. 2.30 Funds of the Agency: The Agency shall initiate and prosecute to completion all proceedings necessary including federal aid requirements to enable the Agency to provide the necessary funds for completion of the project. 2.40 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 may require as listed in Exhibit "C" attached hereto and by this reference made a part hereof. The Department has the option to require an activity report on a quarterly basis. The activity report will include details of the progress of the project towards completion. 3.00 Project Cost: The total estimated cost of the project is $ 732,920 . This amount is based upon the estimate summarized in Exhibit"B" attached hereto and by this reference made a part hereof this Agreement.The Agency agrees to bear all expenses in excess of the total estimated cost of the project and any deficits involved. 4.00 Department Participation: The Department agrees to maximum participation, including contingencies, in the project in the amount of$ 366,460 as detailed in Exhibit"B", or in an amount equal to the percentage(s)of total cost shown in Exhibit "B", whichever is less. 4.10 Project Cost Eligibility : Project costs eligible for State participation will be allowed only from the effective date of this agreement. It is understood that State participation in eligible project costs is subject to: (a) Legislative approval of the Department's appropriation request in the adopted work program year that the project is scheduled to be committed; (b) Availability of funds as stated in Section 15.00 of this Agreement;Approval of all plans, specifications, contracts or other obligating documents as required by the Department, and all other terms of this Agreement; (c) Department approval of costs in excess of the approved funding or attributable to actions which have not received the required approval of the Department and all other terms of this Agreement; (d) Department approval of the project scope and budget (Exhibits A&B)at the time appropriation authority becomes available. 4.20 Front End Funding : Front end funding ❑ is El is not applicable. If applicable, the Department may initially pay 100% of the total allowable incurred project costs up to an amount equal to its total share of participation as shown in paragraph 4.00. 5.00 Project Budget and Payment Provisions: 5.10 The Project Budget: A project budget shall be prepared by the Agency and approved by the Department. The Agency shall maintain said budget, carry out the project and shall incur obligations against project funds only in conformity with the latest approved budget for the project. No budget increase or decrease shall be effective unless it complies with fund participation requirements established in Section 4.00 of this Agreement, or Amendment thereto, and is approved by the Department Comptroller. III 1 6 0 1 2 725-030.06 PUBLIC TRANSPORTATION OGC-07/15 Page 3 of 13 5.20 Payment Provisions: Unless otherwise allowed, payment will begin in the year the project or project phase is scheduled in the work program as of the date of the agreement. Payment will be made for actual costs incurred as of the date the invoice is submitted with the final payment due upon receipt of a final invoice. Payment shall be made only after receipt and approval of goods and services unless advance payments are authorized by the Chief Financial Officer of the State of Florida under Chapters 215 and 216, Florida Statutes. If the Department determines that the performance of the Participant is unsatisfactory, the Department shall notify the Participant of the deficiency to be corrected, which correction shall be made within a time-frame to be specified by the Department. The Participant shall, within five days after notice from the Department, provide the Department with a corrective action plan describing how the Participant will address all issues of contract non-performance, unacceptable performance, failure to meet the minimum performance levels, deliverable deficiencies, or contract non-compliance. If the corrective action plan is unacceptable to the Department, the Participant shall be assessed a non-performance retainage equivalent to 10% of the total invoice amount. The retainage shall be applied to the invoice for the then-current billing period. The retainage shall be withheld until the Participant resolves the deficiency. If the deficiency is subsequently resolved, the Participant may bill the Department for the retained amount during the next billing period. If the Participant is unable to resolve the deficiency, the funds retained may be forfeited at the end of the Agreement's term. 6.00 Accounting Records: 6.10 Establishment and Maintenance of Accounting Records: The Agency shall establish for the project, in conformity with requirements established by Department's program guidelines/procedures and "Principles for State and Local Governments", separate accounts to be maintained within its existing accounting system or establish independent accounts. Such accounts are referred to herein collectively as the "project account". Records of costs incurred under terms of this Agreement shall be maintained in the project account 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 include the Agency's general accounting records and the Project records, together with supporting documents and records, of the Agency and all sub-consultants performing work on the Project and all other records of the Agency and sub-consultants 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. 6.20 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 budget or attributable to actions which have not received the required approval of the Department shall not be considered eligible costs. 6.30 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. 6.40 Checks, Orders, and Vouchers: Any check or order drawn by the Agency with respect to any item which is or will be chargeable against the project account will be drawn only in accordance with a properly signed voucher then on file in the office of the Agency stating in proper detail the purpose for which such check or order is drawn.All checks, payrolls, invoices, contracts, vouchers, orders, or other accounting documents pertaining in whole or in part to the project shall be clearly identified, readily accessible, and, to the extent feasible, kept separate and apart from all other such documents. 6.50 Audits: The administration of Federal or State resources awarded through the Department to the Agency by this Agreement may be subject to audits and/or monitoring by the Department. The following requirements do not limit the authority of the Department to conduct or arrange for the conduct of additional audits or evaluations of Federal awards or State financial assistance or limit the authority of any state agency inspector general, the State of Florida Auditor General, or any other state official.The Agency shall comply with all audit and audit reporting requirements as specified below. U 1 6 0 1 2 725-030-06 PUBLIC TRANSPORTATION OGC-07/15 Page 4 of 13 Part I Federally Funded: 1. In addition to reviews of audits conducted in accordance with OMB Circular A-133,for fiscal years beginning before December 26, 2014, and in accordance with 2 CFR Part 200, Subpart F -Audit Requirements, for fiscal years beginning on or after December 26, 2014, monitoring procedures may include but not be limited to on-site visits by Department staff and/or other procedures including, reviewing any required performance and financial reports, following up, ensuring corrective action, and issuing management decisions on weaknesses found through audits when those findings pertain to Federal awards provided through the Department by this Agreement. By entering into this Agreement, the Agency agrees to comply and cooperate fully with any monitoring procedures/processes deemed appropriate by the Department. The Agency further agrees to comply and cooperate with any inspections, reviews, investigations, or audits deemed necessary by the Department, State of Florida Chief Financial Officer(CFO)or State of Florida Auditor General. 2. The Agency, a non-Federal entity as defined by OMB Circular A-133, for fiscal years beginning before December 26, 2014, and as defined by 2 CFR Part 200, Subpart F -Audit Requirements, for fiscal years beginning on or after December 26, 2014, as a subrecipient of a Federal award awarded by the Department through this Agreement is subject to the following requirements: a. In the event the Agency expends a total amount of Federal awards equal to or in excess of the threshold established by OMB Circular A-133, for fiscal years beginning before December 26, 2014, and established by 2 CFR Part 200, Subpart F -Audit Requirements, for fiscal years beginning on or after December 26, 2014, the Agency must have a Federal single or program- specific audit conducted for such fiscal year in accordance with the provisions of OMB Circular A-133, for fiscal years beginning before December 26, 2014, and in accordance with the provisions of 2 CFR Part 200, Subpart F -Audit Requirements,for fiscal years beginning on or after December 26, 2014. ExhibitA,B,C,D to this Agreement provides the required Federal award identification information needed by the Agency to further comply with the requirements of OMB Circular A-133, for fiscal years beginning before December 26, 2014, and the requirements of 2 CFR Part 200, Subpart F -Audit Requirements, for fiscal years beginning on or after December 26, 2014. In determining Federal awards expended in a fiscal year, the Agency must consider all sources of Federal awards based on when the activity related to the Federal award occurs, including the Federal award provided through the Department by this Agreement. The determination of amounts of Federal awards expended should be in accordance with the guidelines established by OMB Circular A-133, for fiscal years beginning before December 26, 2014, and established by 2 CFR Part 200, Subpart F -Audit Requirements, for fiscal years beginning on or after December 26, 2014. An audit conducted by the State of Florida Auditor General in accordance with the provisions of OMB Circular A-133, for fiscal years beginning before December 26, 2014, and in accordance with 2 CFR Part 200, Subpart F -Audit Requirements, for fiscal years beginning on or after December 26, 2014, will meet the requirements of this part. b. In connection with the audit requirements, the Agency shall fulfill the requirements relative to the auditee responsibilities as provided in OMB Circular A-133, for fiscal years beginning before December 26, 2014, and as provided in 2 CFR Part 200, Subpart F -Audit Requirements, for fiscal years beginning on or after December 26, 2014. 16012 • • 725-030-06 PUBLIC TRANSPORTATION OGC-07115 Page 5of13 c. In the event the Agency expends less than the threshold established by OMB Circular A-133, for fiscal years beginning before December 26, 2014, and established by 2 CFR Part 200, Subpart F -Audit Requirements, for fiscal years beginning on or after December 26, 2014, in Federal awards, the Agency is exempt from Federal audit requirements for that fiscal year. However, the Agency must provide a single audit exemption statement to the Department at FDOTSingleAudit@dot.state.fl.us no later than nine months after the end of the Agency's audit period for each applicable audit year. In the event the Agency expends less than the threshold established by OMB Circular A-133, for fiscal years beginning before December 26, 2014, and established by 2 CFR Part 200, Subpart F -Audit Requirements, for fiscal years beginning on or after December 26, 2014, in Federal awards in a fiscal year and elects to have an audit conducted in accordance with the provisions of OMB Circular A-133,for fiscal years beginning before December 26, 2014, and in accordance with 2 CFR Part 200, Subpart F -Audit Requirements,for fiscal years beginning on or after December 26, 2014, the cost of the audit must be paid from non- Federal resources (i.e., the cost of such an audit must be paid from the Agency's resources obtained from other than Federal entities). d. The Agency must electronically submit to the Federal Audit Clearinghouse (FAC)at https://harvester.census.gov/facweb/the audit reporting package as required by OMB Circular A-133,for fiscal years beginning before December 26, 2014, and as required by 2 CFR Part 200, Subpart F -Audit Requirements, for fiscal years beginning on or after December 26, 2014, within the earlier of 30 calendar days after receipt of the auditor's report(s)or nine months after the end of the audit period.The FAC is the repository of record for audits required by OMB Circular A-133, for fiscal years beginning before December 26, 2014, and for audits required by 2 CFR Part 200, Subpart F -Audit Requirements, for fiscal years beginning on or after December 26, 2014, and this Agreement. However, the Department requires a copy of the audit reporting package also be submitted to FDOTSingleAudit@dot.state.fl.us within the earlier of 30 calendar days after receipt of the auditor's report(s)or nine months after the end of the audit period as required by OMB Circular A-133, for fiscal years beginning before December 26, 2014, and as required by 2 CFR Part 200, Subpart F -Audit Requirements, for fiscal years beginning on or after December 26, 2014. e. Upon receipt, and within six months, the Department will review the Agency's audit reporting package, including corrective action plans and management letters, to the extent necessary to determine whether timely and appropriate action on all deficiencies has been taken pertaining to the Federal award provided through the Department by this Agreement. If the Agency fails to have an audit conducted in accordance with OMB Circular A-133,for fiscal years beginning before December 26, 2014, and in accordance with 2 CFR Part 200, Subpart F -Audit Requirements,for fiscal years beginning on or after December 26, 2014, the Department may impose additional conditions to remedy noncompliance. If the Department determines that noncompliance cannot be remedied by imposing additional conditions, the Department may take appropriate actions to enforce compliance. f. As a condition of receiving this Federal award, the Agency shall permit the Department, or its designee, the CFO or State of Florida Auditor General access to the Agency's records including financial statements, the independent auditor's working papers and project records as necessary. Records related to unresolved audit findings, appeals or litigation shall be retained until the action is complete or the dispute is resolved. g. The Department's contact information for requirements under this part is as follows: Office of Comptroller, MS 24 605 Suwannee Street Tallahassee, Florida 32399-0450 FDOTSingleAudit@dot.state.fl.us 1 60 1 2 725-030.06 PUBLIC TRANSPORTATION OGC-07/15 Page 6 of 13 Part II State Funded: 1. In addition to reviews of audits conducted in accordance with Section 215.97, Florida Statutes, monitoring procedures to monitor the Agency's use of state financial assistance may include but not be limited to on-site visits by Department staff and/or other procedures including, reviewing any required performance and financial reports, following up, ensuring corrective action, and issuing management decisions on weaknesses found through audits when those findings pertain to state financial assistance awarded through the Department by this Agreement. By entering into this Agreement, the Agency agrees to comply and cooperate fully with any monitoring procedures/processes deemed appropriate by the Department. The Agency further agrees to comply and cooperate with any inspections, reviews, investigations, or audits deemed necessary by the Department, the Department of Financial Services (DFS)or State of Florida Auditor General. 2. The Agency, a nonstate entity as defined by Section 215.97(2)(m), Florida Statutes, as a recipient of state financial assistance awarded by the Department through this Agreement is subject to the following requirements: a. In the event the Agency meets the audit threshold requirements established by Section 215.97, Florida Statutes, the Agency must have a State single or project-specific audit conducted for such fiscal year in accordance with Section 215.97, Florida Statutes; applicable rules of the Department of Financial Services; and Chapters 10.550(local governmental entities)or 10.650(nonprofit and for-profit organizations), Rules of the Auditor General. ExhibitA,B,C,D to this Agreement indicates state financial assistance awarded through the Department by this Agreement needed by the Agency to further comply with the requirements of Section 215.97, Florida Statutes. In determining the state financial assistance expended in a fiscal year, the Agency shall consider all sources of state financial assistance, including state financial assistance received from the Department by this Agreement, other state agencies and other nonstate entities. State financial assistance does not include Federal direct or pass-through awards and resources received by a nonstate entity for Federal program matching requirements. b. In connection with the audit requirements, the Agency shall ensure that the audit complies with the requirements of Section 215.97(8), Florida Statutes. This includes submission of a financial reporting package as defined by Section 215.97(2)(e), Florida Statutes, and Chapters 10.550 (local governmental entities)or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General. c. In the event the Agency does not meet the audit threshold requirements established by Section 215.97, Florida Statutes, the Agency is exempt for such fiscal year from the state single audit requirements of Section 215.97, Florida Statutes. However, the Agency must provide a single audit exemption statement to the Department at FDOTSingleAudit(Ddot.state. fl.us no later than nine months after the end of the Agency's audit period for each applicable audit year. In the event the Agency does not meet the audit threshold requirements established by Section 215.97, Florida Statutes, in a fiscal year and elects to have an audit conducted in accordance with the provisions of Section 215.97, Florida Statutes, the cost of the audit must be paid from the Agency's resources(i.e., the cost of such an audit must be paid from the Agency's resources obtained from other than State entities). d. In accordance with Chapters 10.550(local governmental entities)or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General, copies of financial reporting packages required by this Agreement shall be submitted to: Florida Department of Transportation Office of Comptroller, MS 24 605 Suwannee Street Tallahassee, Florida 32399-0405 FDOTSingleAudit andot.state.fl.us And State of Florida Auditor General Local Government Audits/342 111W Madison Street, Room 401 Tallahassee, FL 32399-1450 } .1J , . 1 60 1 2 . , 725-030-06 PUBLIC TRANSPORTATION OGC-07/15 Page 7of13 e. Any copies of financial reporting packages, reports or other information required to be submitted to the Department shall be submitted timely in accordance with Section 215.97, Florida Statutes, and Chapters 10.550 (local governmental entities)or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General, as applicable. f. The Agency, when submitting financial reporting packages to the Department for audits done in accordance with Chapters 10.550 (local governmental entities)or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General, should indicate the date the reporting package was delivered to the Agency in correspondence accompanying the reporting package. g. Upon receipt, and within six months, the Department will review the Agency's financial reporting package, including corrective action plans and management letters, to the extent necessary to determine whether timely and appropriate corrective action on all deficiencies has been taken pertaining to the state financial assistance provided through the Department by this Agreement. If the Agency fails to have an audit conducted consistent with Section 215.97, Florida Statutes, the Department may take appropriate corrective action to enforce compliance. h. As a condition of receiving state financial assistance, the Agency shall permit the Department, or its designee, DFS or the Auditor General access to the Agency's records including financial statements, the independent auditor's working papers and project records as necessary. Records related to unresolved audit findings, appeals or litigation shall be retained until the action is complete or the dispute is resolved. The Agency shall retain sufficient records demonstrating its compliance with the terms of this Agreement for a period of five years from the date the audit report is issued and shall allow the Department, or its designee, DFS or State of Florida Auditor General access to such records upon request. The Agency shall ensure that the audit working papers are made available to the Department, or its designee, DFS or State of Florida Auditor General upon request for a period of five years from the date the audit report is issued unless extended in writing by the Department. 6.60 Insurance: Execution of this Joint Participation Agreement constitutes a certification that the Agency has and will maintain the ability to repair or replace any project equipment or facilities in the event of loss or damage due to any accident or casualty for the useful life of such equipment or facilities. In the event of the loss of such equipment or facilities, the Agency shall either replace the equipment or facilities or reimburse the Department to the extent of its interest in the lost equipment or facility. The Department may waive or modify this section as appropriate. 7.00 Requisitions and Payments: 7.10 Action by the Agency: In order to obtain any Department funds, the Agency shall file with the Department of Transportation, District One Public Transportation Office 801 North Broadway Avenue, Bartow , FL, 33830 its requisition on a form or forms prescribed by the Department, and any other data pertaining to the project account(as defined in Paragraph 6.10 hereof)to justify and support the payment requisitions. 7.11 The Agency shall provide the following quantifiable, measurable and verifiable units of deliverables as established in Exhibit"A". Each deliverable must specify the required minimum level of service to be performed and the criteria for evaluating successful completion. 7.12 Invoices for fees or other compensation for services or expenses shall be submitted in detail sufficient for a proper pre-audit and post-audit thereof, based on the quantifiable, measurable and verifiable units of deliverables as established in Exhibit"A". Deliverables must be received and accepted in writing by the Department's Project Manager prior to payments. 7.13 Supporting documentation must establish that the deliverables were received and accepted in writing by the Department and that the required minimum level of service to be performed based on the criteria for evaluating successful completion as specified in Section 2.00 and Exhibit"A" has been met. 7.14 Invoices for any travel expenses by the Agency shall be submitted in accordance with Chapter 112.061, F.S., and shall be submitted on the Department's Travel Form No. 300-000-01. The Department may establish rates lower than the maximum provided in Chapter 112.061, F.S. 7.15 For real property acquired, submit; (a) the date the Agency acquired the real property, (b) a statement by the Agency certifying that the Agency has acquired said real property, and actual consideration paid for real property. ¢} j 1 6 0 1 2 725-030-06 PUBLIC TRANSPORTATION OGC-07115 Page 8 of 13 (c) a statement by the Agency certifying that the appraisal and acquisition of the real property together with any attendant relocation of occupants was accomplished in compliance with all federal laws, rules and procedures required by any federal oversight agency and with all state laws, rules and procedures that may apply to the Agency acquiring the real property. 7.20 The Department's Obligations: Subject to other provisions hereof, the Department will honor such requisitions 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 on the project if: 7.21 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; 7.22 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; 7.23 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 expenditures or incurred related obligations without having been advised by the Department that same are approved; 7.24 Conflict of Interests: There has been any violation of the conflict of interest provisions contained herein; 7.25 Default: The Agency has been determined by the Department to be in default under any of the provisions of the Agreement; or 7.26 Federal Participation (If Applicable): Any federal agency providing federal financial assistance to the project suspends or terminates federal financial assistance to the project. In the event of suspension or termination of federal financial assistance, the Agency will reimburse the Department for all disallowed costs, including any and all federal financial assistance as detailed in Exhibit"B." 7.30 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, after the expiration date of this Agreement, costs which are not provided for in the latest approved scope and budget for the project, costs attributable to goods or services received under a contract or other arrangements which have not been approved by the Department, and costs invoiced prior to receipt of annual notification of fund availability. 7.40 Payment Offset: 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 public transportation joint participation agreement which it has with the Agency owing such amount if, upon demand, payment of the amount is not made within sixty(60)days to the Department. Offsetting amounts shall not be considered a breach of contract by the Department. 8.00 Termination or Suspension of Project: 8.10 Termination or Suspension Generally: If the Agency abandons or, before completion, finally discontinues the project; or if, by reason of any of the events or conditions set forth in Sections 7.21 to 7.26 inclusive, or for any other reason, the commencement, prosecution, or timely completion of the project by the Agency is rendered improbable, infeasible, impossible, or illegal, the Department will, 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 any or all of its obligations under this Agreement. 8.11 Action Subsequent to Notice of Termination or Suspension. Upon receipt of any final termination or suspension notice under this paragraph, the Agency shall proceed promptly to carry out the actions required therein which may include any or all of the following: (1) 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; (2)furnish a statement of the project activities and contracts, and other undertakings the cost of which are otherwise includable as project costs; and (3) remit to the Department such portion of the financing and any advance payment previously received as is determined by the Department to be due under the provisions of the Agreement. The termination or suspension shall be carried out in conformity with the latest schedule, plan, and budget 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 budget within a reasonable time. The approval of a remittance by the Agency or 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 1 b0 1 2 725-030-06 PUBLIC TRANSPORTATION OGC-07/15 Page 9 of 13 8.12 The Department reserves the right to unilaterally cancel this Agreement for refusal by the contractor or Agency to allow public access to all documents, papers, letters, or other material subject to the provisions of Chapter 119, F.S. and made or received in conjunction with this Agreement. 9.00 Audit and Inspection: The Agency shall permit, and shall require its contractors to permit, the Department's authorized representatives to inspect all work, materials, payrolls, records; and to audit the books, records and accounts pertaining to the financing and development of the project. 10.00 Contracts of the Agency: 10.10 Third Party Agreements: The Department specifically reserves the right to review and approve any and all third party contracts with respect to the Project before the Agency executes or obligates itself in any manner requiring the disbursement of Department funds, including consultant, purchase of commodities contracts or amendments thereto. If the Department chooses to review and approve third party contracts for this Project and the Agency fails to obtain such approval, that shall be sufficient cause for nonpayment by the Department as provided in Section 7.23. 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. If Federal Transit Administration (FTA)funds are used in the project, the Department must exercise the right to third party contract review. 10.20 Procurement of Personal Property and Services: 10.21 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 Chapter 287.055, F.S., Consultants'Competitive Negotiation Act. At the discretion of the Department, the Agency will involve the Department in the Consultant Selection Process for all contracts. In all cases, the Agency's Attorney shall certify to the Department that selection has been accomplished in compliance with Chapter 287.055, F.S., the Consultants' Competitive Negotiation Act. 10.22 Procurement of Commodities or Contractual Services: It is understood and agreed by the parties hereto that participation by the Department in a project with an Agency, where said project involves the purchase of commodities or contractual services or the purchasing of capital equipment or the constructing and equipping of facilities, which includes engineering, design, and/or construction activities, where purchases or costs exceed the Threshold Amount for CATEGORY TWO per Chapter 287.017 F.S., is contingent on the Agency complying in full with the provisions of Chapter 287.057 F.S. The Agency's Attorney shall certify to the Department that the purchase of commodities or contractual services has been accomplished in compliance with Chapter 287.057 F.S. It shall be the sole responsibility of the Agency to ensure that any obligations made in accordance with this Section comply with the current threshold limits. Contracts, purchase orders, task orders, construction change orders, or any other agreement that would result in exceeding the current budget contained in Exhibit"B", or that is not consistent with the project description and scope of services contained in Exhibit"A" must be approved by the Department prior to Agency execution. Failure to obtain such approval, and subsequent execution of an amendment to the Agreement if required, shall be sufficient cause for nonpayment by the Department as provided in Section 7.23. 10.30 Disadvantaged Business Enterprise (DBE) Policy: 10.31 DBE Policy: The contractor, sub recipient or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 CFR part 26 in the award and administration of DOT-assisted contracts. Failure by the contractor to carry out these requirements is a material breach of this contract,which may result in the termination of this contract or such other remedy as the recipient deems appropriate. The recipient shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of any DOT-assisted contract or in the administration of its DBE program or the requirements of 49 CFR part 26. The recipient shall take all necessary and reasonable steps under 49 CFR part 26 to ensure nondiscrimination in the award and administration of DOT-assisted contracts. The recipient's DBE program, as required by 49 CFR part 26 and as approved by DOT, is incorporated by reference in this agreement. Implementation of this program is a legal obligation and failure to carry out its terms shall be treated as a violation of this agreement. Upon notification to the recipient of its failure to carry out its approved program, the Department may impose sanctions as provided for under part 26 and may, in appropriate cases, refer the matter for enforcement under 18 U.S.C. 1001 and/or the Program Fraud Civil Remedies Act of 1986 (31 U.S.C. 3801 et seq.) 10.40 The Agency agrees to report any reasonable cause notice of noncompliance based on 49 CFR Part 26 filed under this section to the Department within 30 days of receipt by the Agency. 160 12 725-030-06 PUBLIC TRANSPORTATION OGC-07/15 11.00 Restrictions, Prohibitions, Controls, and Labor Provisions: Page 10 of 13 11.10 Equal Employment Opportunity: In connection with the carrying out of any project, the Agency shall not discriminate against any employee or applicant for employment because of race, age, creed, color, sex or national origin. 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, creed, color, sex, or national origin. 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 pay or other forms of compensation; and selection for training, including apprenticeship. The Agency shall insert the foregoing provision modified only to show the particular contractual relationship in all its contracts in connection with the development or operation of the project, except contracts for 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. 11.20 Title VI -Civil Rights Act of 1964: Execution of this Joint Participation Agreement constitutes a certification that the Agency will comply with all the requirements imposed by Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d, et. seq.), the Regulations of the Federal Department of Transportation issued thereunder, and the assurance by the Agency pursuant thereto. 11.30 Title VIII -Civil Rights Act of 1968: Execution of this Joint Participation Agreement constitutes a certification that the Agency will comply with all the requirements imposed by Title VIII of the Civil Rights Act of 1968, 42 USC 3601,et seq., which among other things, prohibits discrimination in employment on the basis of race, color, national origin, creed, sex, and age. 11.40 Americans with Disabilities Act of 1990 (ADA): Execution of this Joint Participation Agreement constitutes a certification that the Agency will comply with all the requirements imposed by the ADA(42 U.S.C. 12102, et. seq.), the regulations of the federal government issued thereunder, and the assurance by the Agency pursuant thereto. 11.50 Prohibited Interests: The Agency shall not enter into a contract or arrangement in connection with the project or any property included or planned to be included in the project, with any officer, director or employee of the Agency, or any business entity of which the officer, director or employee or the officer's, director's or employee's spouse or child is an officer, partner, director, or proprietor or in which such officer, director or employee or the officer's, director's or employee's spouse or child, or any combination of them, has a material interest. "Material Interest" means direct or indirect ownership of more than 5 percent of the total assets or capital stock of any business entity. The Agency shall not enter into any contract or arrangement in connection with the project or any property included or planned to be included in the project, with any person or entity who was represented before the Agency by any person who at any time during the immediately preceding two years was an officer, director or employee of the Agency. The provisions of this subsection shall not be applicable to any agreement between the Agency and its fiscal depositories, any agreement for utility services the rates for which are fixed or controlled by the government, or any agreement between the Agency and an agency of state government. 11.60 Interest of Members of, or Delegates to, Congress: No member or delegate to the Congress of the United States, or the State of Florida legislature, shall be admitted to any share or part of the Agreement or any benefit arising therefrom. 12.00 Miscellaneous Provisions: 12.10 Environmental Regulations: Execution of this Joint Participation Agreement constitutes a certification by theAgency that the project will be carried out in conformance with all applicable environmental regulations including the securing of any applicable permits. The Agency will be solely responsible for any liability in the event of non-compliance with applicable environmental regulations, including the securing of any applicable permits, and will reimburse the Department for any loss incurred in connection therewith. 12.20 Department Not Obligated to Third Parties: The Department shall not be obligated or liable hereunder to any party other than the Agency. 12.30 When Rights and Remedies Not Waived: In no event shall the making by the Department of any payment to the Agency constitute or be construed as a waiver by the Department of any breach of covenant or any default which may then exist, on the part of the Agency, and the making of such payment by the Department while any such breach or default shall exist shall in no way impair or prejudice any right or remedy available to the Department with respect to such breach or default. 12.40 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. 1 60 1 2 725-030-06 PUBLIC TRANSPORTATION OC>C-07/15 Page 11 of 13 12.50 Bonus or Commission: By execution of the Agreement the Agency represents that it has not paid and, also, agrees not to pay, any bonus or commission for the purpose of obtaining an approval of its application for the financing hereunder. 12.60 State or Territorial Law: Nothing in the Agreement shall require the Agency to observe or enforce compliance with any provision thereof, perform any other act or do any other thing in contravention of any applicable State law: Provided, that if any of the provisions of the Agreement violate any applicable State law, the Agency will at once notify the Department in writing in order that appropriate changes and modifications may be made by the Department and the Agency to the end that the Agency may proceed as soon as possible with the project. 12.70 Use and Maintenance of Project Facilities and Equipment: The Agency agrees that the project facilities and equipment will be used by the Agency to provide or support public transportation for the period of the useful life of such facilities and equipment as determined in accordance with general accounting principles and approved by the Department. The Agency further agrees to maintain the project facilities and equipment in good working order for the useful life of said facilities or equipment. 12.71 Property Records: The Agency agrees to maintain property records, conduct physical inventories and develop control systems as required by 49 CFR Part 18, when applicable. 12.80 Disposal of Project Facilities or Equipment: If the Agency disposes of any project facility or equipment during its useful life for any purpose except its replacement with like facility or equipment for public transportation use, the Agency will comply with the terms of 49 CFR Part 18 relating to property management standards. The Agency agrees to remit to the Department a proportional amount of the proceeds from the disposal of the facility or equipment. Said proportional amount shall be determined on the basis of the ratio of the Department financing of the facility or equipment as provided in this Agreement. 12.90 Contractual Indemnity: To the extent provided by law, the Agency shall indemnify, defend, and hold harmless the Department and all of 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 agents, or employees, during the performance of the Agreement, except that neither the Agency, its 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 fourteen (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 that 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 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. 13.00 Plans and Specifications: In the event that this Agreement involves the purchasing of capital equipment or the constructing and equipping of facilities, where plans and specifications have been developed, the Agency shall provide an Engineer's Certification that certifies project compliance as listed below, or in Exhibit"C" if applicable. For the plans, specifications, construction contract documents, and any and all other engineering, construction, and contractual documents produced by the Engineer, hereinafter collectively referred to as"plans", the Agency will certify that: a. All plans comply with federal, state, and professional standards as well as minimum standards established by the Department as applicable; b. The plans were developed in accordance with sound engineering and design principles, and with generally accepted professional standards; c. The plans are consistent with the intent of the project as defined in Exhibits"A"and "B" of this Agreement as well as the Scope of Services; and d. The plans comply with all applicable laws, ordinances, zoning and permitting requirements, public notice requirements, and other similar regulations. Notwithstanding the provisions of this paragraph, the Agency, upon request by the Department, shall provide plans and specifications to the Department for review and approvals. CA r, • • 16 0 1 2 725-030-06 PUBLIC TRANSPORTATION OGC-07115 Page 12 of 13 14.00 Project Completion,Agency Certification: The Agency will certify in writing on or attached to the final invoice, 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. 15.00 Appropriation of Funds: 15.10 The State of Florida's performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Legislature. 15.20 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 Chapter 339.135(6)(a), F.S., 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 dollars and which have a term for a period of more than 1 year." 16.00 Expiration of Agreement: The Agency agrees to complete the project on or before December 31, 2020 . If the Agency does not complete the project within this time period, this Agreement will expire unless an extension of the time period is requested by the Agency and granted in writing by the District Secretary or His/Her Designee . Expiration of this Agreement will be considered termination of the project and the procedure established in Section 8.00 of this Agreement shall be initiated. 16.10 Final Invoice: The Agency must submit the final invoice on this project to the Department within 120 days after the expiration of this Agreement. 17.00 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. 18.00 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. 19.00 Restrictions on Lobbying: 19.10 Federal: The Agency agrees that no federal appropriated funds have been paid or will be paid by or on behalf of the Agency, to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. If any funds other than federal 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 Joint Participation 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 sub-awards at all tiers (including subcontracts, sub-grants, and contracts under grants, loans and cooperative agreements)and that all sub-recipients shall certify and disclose accordingly. 19.20 State: No funds received pursuant to this contract may be expended for lobbying the Legislature or a state agency. 20.00 Vendors Rights: Vendors (in this document identified as Agency) providing goods and services to the Department should be aware of the following time frames. Upon receipt, the Department has five (5)working days to inspect and approve the goods and services unless the bid specifications, purchase order or contract specifies otherwise. The Department has 20 days to deliver a request for payment(voucher)to the Department of 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. 16012 725-030-06 PUBLIC TRANSPORTATION OGC-07/15 Page 13 of 13 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), F.S. will be due and payable, in addition to the invoice amount to the Agency. The interest penalty provision applies after a 35 day time period to health care providers, as defined by rule. Interest penalties of less than one (1) dollar will not be enforced unless the Agency requests payment. Invoices which have to be returned to an Agency because of vendor preparation errors will result in a delay in the payment. The invoice payment requirements do not start until a properly completed invoice is provided to the Department. A Vendor Ombudsman has been established within the Department of 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)413-5516 or by calling the Division of Consumer Services at 1-877-693-5236. 21.00 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 ins. 287.017, F.S. for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. 22.00 Discrimination: An entity or affiliate who has been placed on the discriminatory vendor list 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. 23.00 E-Verify: Vendors/Contractors: 1. shall utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the Vendor/Contractor during the term of the contract; and 2•shall expressly require any subcontractors performing work or providing services pursuant to the state contract to likewise utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the subcontractor during the contract term. 24.00 Inspector General Cooperation: The contractor/consultant/vendor agrees to comply with s.20.055(5), Florida Statutes, and to incorporate in all subcontracts the obligation to comply with s.20.055(5), Florida Statutes. IN WITNESS WHEREOF, the parties hereto have caused these presents be executed, the day and year first above written. AGENCY FDOT i� Collier CountyBoard of CountyCommissioners ���� 1 AGENCY NAME DEPARTMENT OF TRANSPORTATION DONNA FIALA Chris Smith SIGNATORY(PRINTED OR TYPED) TITLE Director of Transportation Development i a--,--)--i- cit-a--4-' SIGNATURE LEGAL REVIEW DEPARTMENT OF TRANSPOR ION See attached Encumbrance Form for date of Funding CHAIRMAN . Approval by Comptroller TITLE ATTEST- DWIGHTawl,ed as t• •rm legality el DWIGHT E. K,-GL tii BY:, ._ -.— '��"� t R. ea Deputy Co IF P tY AIt eon{ . sinnatur Y • 1 6 0 1 2 Collier County Financial Project Number: 410120-1-84 Contract Number: G0738 Federal Transit Adminstration (FTA) Section 5311 Program EXHIBIT "A" PROJECT DESCRIPTION AND RESPONSIBILITIES This exhibit forms an integral part of that certain Joint Participation Agreement between the State of Florida, Department of Transportation and Collier Count Board of County Commissioners, 3299 Tamiami Trail East, Suite 700, Naples, Florida, 341 12, dated I l aZ 1 (p referenced by the above Financial Project Number. PROJECT LOCATION: Collier County, Florida PROJECT DESCRIPTION: The purpose of this project Agreement is to provide for the Department's participation, using Federal Transit Administration (FTA) Section 5311, "Formula Grants for other than Urbanized Areas Program." Eligible activities as outlined in 49 U.S.C. FTA Section 5311 Circular include financial assistance in the Agency's reimbursement of operating expenses and costs directly related to system operation which include administrative, and management expenses, less revenues, associated with the provision of public transportation services in the rural area(s) of Collier County, as identified in the Agency's annual grant application(s) on file with the Department. SPECIAL CONSIDERATIONS BY AGENCY: The audit report(s) required in paragraph 6.62 of the Agreement shall include a schedule of project assistance that will reflect the Department's contract number, Financial Project Number and the Federal Identification number, where applicable, and the amount of state funding action (receipt and disbursement of funds) and any federal or local funding action and the funding action from any other source with respect to the project. SPECIAL CONSIDERATIONS BY DEPARTMENT: When necessary, the Agency may provide written requests for minor changes or amendments to the services provided by this Agreement. The Department will provide written responses to all such requests. A minor change or amendment is defined as a non-material change to the Agreement. As a rule, it will be limited to operational items not having an impact on the scope or budget of the Agreement. If applicable, the eligible project period identified herein, may be extended by letter from the Department upon a written request from the Agency. The Department recognizes the necessity of, and allows, the Agency to provide public transportation services under this Agreement beyond its geographic boundaries for achievement of effective and efficient public transit services, and for public necessity and convenience. Exhibit A,Page 1 of 1 � 16012 Collier County Financial Project Number: 410120-1-84 Contract Number: G0738 Federal Transit Administration (FTA) Section 5311 Program EXHIBIT "B" PROJECT BUDGET (For Transit Multi-Year Projects) This exhibit forms an integral part of that certain Joint Participation Agreement between the State of Florida, Department of Transportation and Collier Count Board of County Commissioners, 3299 Tamiami Trail East, Suite 700,Naples, Florida, 34112, dated , '11 t j Lp referenced by the above Financial Project Number. Project Estimated and Programmed Budget: The Department has programmed the funding amounts shown below in the most currently adopted Work Program. The funding for subsequent years is based upon federal and/or state appropriation levels and on the distribution formula as outlined in Exhibit "C". This funding will be made available, annually, in the following manner: After the Agency has met all program requirements, the Department will encumber funds for that fiscal year and will advise the agency in writing of the amount of funding available and the beginning date when the Agency may incur eligible project cost. This notification must be signed by the agency and returned to the Department. Availability of any funds is subject to legislative approval. FY 2015/2016 Local Funding (LF) 50% $366,460.00 Federal Funding (DU) 50% $366,460.00 Total $732,920.00 It is the intent of the Depaitinent to participate in the project to the level of Department funding encumbered and consistent with Section 341.051 (1) (a), F.S. Exhibit B,Page 1 of 1 C' • 1 6 0 1 2 Collier County Financial Project Number: 410120-1-84 Contract Number: G0738 Federal Transit Administration (FTA) Section 5311 Program EXHIBIT "C" (GENERAL - with Safety Requirements) This exhibit forms an integral part of that certain Joint Participation Agreement between the State of Florida, Department of Transportation and Collier CounBoard of County Commissioners, 3299 Tamiami Trail East, Suite 700,Naples, Florida 34112 dated,...,2 it i .,?(:)I(o referenced by the above Financial Project Numbers. REF: Section 341.051 (1) (a) F.S. Requests for Reimbursement (Invoice Submittals) in accordance with Section 215.422 Florida Statutes and the requirement of Paragraph 20.00 of this Agreement: 1. Required Submittal Format The Agency shall submit invoices on forms provided by the Department and prepared in accordance with instructions given by the Department. Back-up documentation will include the appropriate items necessary to verify costs incurred and the eligibility of said costs. 2. Approval of Submittal Goods or services received under this agreement shall be approved/disapproved by the Department no later than five (5) working days after receipt, by the District Public Transportation Office, of a properly prepared and submitted invoice. Should the invoice be incomplete or incorrect, the Department shall inform the Agency within five(5) working days of receipt and return the invoice for corrections. Mark the required Safety submittal or provisions for this agreement if applicable. Safety Requirements ® Bus Transit System - In accordance with Section 341.061, Florida Statutes, and Rule Chapter 14-90, Florida Administrative Code, the Agency shall submit, and the Department shall have on file, an annual safety certification that the Agency has adopted and is complying with its adopted System Safety Program Plan pursuant to Rule Chapter 14-90, F.A.C., and has performed annual safety inspections of all buses operated. n Fixed Guideway System - (established) In accordance with Section 341.061, Florida Statutes, the Agency shall submit, and the Department shall have on file, annual certification by the Agency of compliance with its System Safety Program Plan,pursuant to Rule 14-15.017, Florida Administrative Code. n Fixed Guideway System - (new) In accordance with Section 341.061, Florida Statutes, the Agency shall submit a certification attesting to the adoption of a System Safety Program Plan pursuant to Rule 14- 15.017, Florida Administrative Code. Prior to beginning passenger service operations, the Agency shall submit a certification to the Department that the system is safe for passenger service. Th Exhibit C,Page 1 of 2 o� 161) 12 Collier County Financial Project Number: 410120-1-84 Contract Number: G0738 Federal Transit Administration (FTA) Section 5311 Program Third Party Contracts The Department must approve third party contracts pursuant to Paragraph 10.10 except that, when checked below, written approval is hereby granted for: El 1. Execution of contracts for materials and/or vehicles from a valid state or inter-governmental contract. El 2. Other contracts less than $25,000 excluding consultant services or construction contracts. The Department shall require all consultant and construction contracts and amendments thereto to receive concurrence prior to award. El 3. Recurring, renewable, or on-going operational contracts that have less than a twenty-five percent (25%) change in total dollar amounts from one year to the next. 6<1 4. Purchase of service contracts where the Agency will provide transportation service for a fee. Required Submittals SUBMITTAL/CERTIFICATION RESPONSIBILITY E Procurement Requests Agency E Safety Compliance Agency E Specifications Agency • Invoices Agency Audit Reports Agency Annually During Life of Project VI Project Progress Reports Agency Annually During (In Department approved format) Life of Project Exhibit C,Page 2 of 2 a� 16012 Collier County Financial Project Number: 410120-1-84 Contract Number: G0738 Federal Transit Administration (FTA) Section 5311 Program EXHIBIT D This exhibit forms an integral part of that certain Joint Participation Agreement between the S ate of Florida, Department of Transportation and Collier County Board of County Commissioners, dated // referenced by the above Financial Project Numbers. FEDERAL FINANCIAL ASSISTANCE (SINGLE AUDIT ACT) FEDERAL RESOURCES AWARDED PURSUANT TO THIS AGREEMENT ARE AS FOLLOWS: CFDA No.: 20.509 CFDA Title: FORMULA GRANTS FOR RURAL AREAS Rural Area Program *Award Amount: $366,460.00 Awarding Agency: Florida Department of Transportation Indirect Cost Rate: **Award is for R&D: N/A *The federal award amount may change with supplemental agreements **Research and Development as defined at §200.87, 2 CFR Part 200 FEDERAL RESOURCES AWARDED PURSUANT TO THIS AGREEMENT ARE SUBJECT TO THE FOLLOWING AUDIT REQUIREMENTS: 2 CFR Part 200 — Uniform Administrative Requirements, Cost Principles & Audit Requirements for Federal Awards www.ecfr.gov OMB Circular A-133,Audits of States, Local Governments and Non-Profit Organizations www.whitehouse.gov/omb/circul ars FEDERAL RESOURCES AWARDED PURSUANT TO THIS AGREEMENT MAY ALSO BE SUBJECT TO THE FOLLOWING: OMB Circular A-87, Cost Principles for State, Local and Indian Tribal Governments www whitehouse.gov/ornb/circulars OMB Circular A-122, Cost Principles for Non-Profit Organizations www.whitehouse.gov/omb/circulars 49 USC 5311: Formula Grants for Rural Areas http://uscode.house.gov/browse.xhtml Exhibit D, Page 1 of 2 ��_ 16D12 Financial Project Number: Contract Number: Federal Transit Administration (FTA) Section 5311 Program FTA Circular 9040.1G: Formula Grants for Rural Areas: Program Guidance and Application Instructions www.fta.dot.gov/legislation_law/12349.html Federal Funding Accountability and Transparency Act (FFATA) Sub-award Reporting System (FSRS) www.fsrs.gov Exhibit D,Page 2 of 2 ``h