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Resolution 2004-187 168 3 RESOLUTION NO. 2004- 187 A RESOLUTION OF THE COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS AUTHORIZING THE EXECUTION OF A PREQUALIFIED JOINT PARTICIPATION AGREEMENT WITH THE FLORIDA DEPARTMENT OF TRANSPORTATION FOR PARTIAL FUNDING OF A NEW BUS CIRCULATOR SERVICE BETWEEN US 41 AND THE CITY OF MARCO ISLAND. WHEREAS, as authorized by Chapter 341, Florida Statutes, the Collier County Board of County Commissioners has the authority to enter into a Joint Participation Agreement with the Florida Department of Transportation with respect to Public Transit Block Grant Programs; and WHEREAS, the Florida Department of Transportation is willing to enter into the attached Public Transportation Joint Participation Agreement ("Agreement") with Collier County to partially fund a new circular bus service for the City of Marco Island. NOW THEREFORE, BE IT RESOLVED BY THE COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS, FLORIDA, that: The Board of County Commissioners approves the attached Agreement for Marco Island Transit Service Development Funding, and authorizes the Collier County Transportation Administrator or his designee to enter into, modify or terminate the Agreement with the Florida Department of Transportation. unless specifically rescinded. y\, ~ This Resolution adopted this U day of jVo(1(. second, and majority vote favoring the same. , 2004, after motion, ATTEST: DWI,~HT~:::~~?~K, Clerk BY~iI~f,~ . 'S1i1' 'J__'1..-' '-,j. ".".' . , ,. -,,\ BOARD OF COUNTY COMMISSIONERS COlLIER {ff;" FLORIDA BY: ~ d~ DONNA FIALA, Chairman Item # I {o (2,3 ~:da{o-)yo<t D.C 16~ 3 '."t ,t4 STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION PUBLIC TRANSPORTATION JOINT PARTICIPATION AGREEMENT 725-030-06 PUBLIC TRANSPORTATION 06103 Page 1 of 12 Contract No.: ANL03 Federal No.: N/A Catalog of Federal Domestic Assistance Number: N/A FLAIR Approp.: 088774 FLAIR Obj.: 750012 Org. Code: 55012020129 Vendor No.: VF596000558-004 Catalog of State Financial Assistance Number: 55012 Financial Project No.: 41617018401 (item-segment-phase-sequence) Fund: 010 Function: 680 THIS AGREEMENT, made and entered into this day of by and between the STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION, an agency of the State of Florida, hereinafter referred to as the Department, and Collier County Board of County Commissioners 3301 East Tamiami Trail, Naples, Florida 34112 hereinafter referred to as Agency. 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(5)(f) 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, through the State Transit Service Development Program, in the Agency's eligible administrative, management, and operational expenses of providing public transportation services and as further described in Exhibit(s) A, B, and C 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. l68 .3~6 PUBLIC TRANSPORTATION 06103 Page 2 of 12 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, 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. 3.00 Project Cost: The total estimated cost of the project is $ 358,514 . This amount is based upon the estimate summarized in Exhibit "B" attached hereto and by this reference made a part hereof. 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 $ 179,257 as detailed in Exhibit "B", or in an amount equal to the percentage(s) of total project 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 work program year that the project is scheduled to be committed; (b) Availability of funds as stated in paragraph 17.00 of this Agreement; (c) Approval of all plans, specifications, contracts or other obligating documents and all other terms of this Agreement; (d) Department approval of the project scope and budget (Exhibits A & B) at the time appropriation authority becomes available. 4.20 Front End Funding: Front end funding 0 is (!) 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 Retainage: Retainage 0 is (!) is not applicable. If applicable, N/A percent of the Department's total share of participation as shown in paragraph 4.00 is to be held in retainage to be disbursed, at the Department's discretion, on or before the completion of the final project audit. 16 B ~25~30~6 PUBLIC TRANSPORTATION 06103 Page 3 of 12 6.00 Project Budget and Payment Provisions: 6.10 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 and make disbursements of 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 paragraph 4.00 of this Agreement and is approved by the Department Comptroller. 6.20 Payment Provisions: Unless otherwise allowed under paragraph 4.20, payment will begin in the year the project or project phase is scheduled in the work program as of the date of the agreement. Paym~nt 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. 7.00 Accounting Records: 7.10 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". Documentation of the project account shall be made available to the Department upon request any time during the period of the Agreement and for three years atter final payment is made. 7.20 Funds Received Or Made Available for The Project: The Agency shall appropriately record in the project account, and deposit in a bank or trust company which is a member of the Federal Deposit Insurance Corporation, all payments received by it from the Department pursuant to this Agreement and all other funds provided for, accruing to, or otherwise received on account of the project, which Department payments and other funds are herein collectively referred to as "project funds". The Agency shall require depositories of project funds to secure continuously and fully all project funds in excess of the amounts insured under federal plans, or under State plans which have been approved for the deposit of project funds by the Department, by the deposit or setting aside of collateral of the types and in the manner as prescribed by State Law for the security of public funds, or as approved by the Department. 7,30 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. 7.40 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. 7.50 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. 7.60 Audit Reports: In addition to the requirements below, the Agency agrees to comply and cooperate with any monitoring procedures/processes deemed appropriate by the Department, including but not limited to site visits and limited scope audits. The Agency further agrees to comply and cooperate with any inspections, reviews, investigations, or audits deemed necessary by the State Comptroller or Auditor General. The Agency shall retain sufficient records demonstrating its compliance with the terms of this Agreement for a period of three years from the date the audit report is issued, and shall allow the Department access to such records and working papers upon request. The following requirements do not limit the authority of the Department to conduct or arrange for the conduct of additional audits or evaluations of state financial assistance or limit the authority of any state agency inspector general, the Auditor General, or any other state official. 168 13~ PUBLIC TRANSPORTATION 06/03 Page 4 of 12 7.61 Federal Audit: In the event the Agency expends a total of $300,000 or more in Federal awards in its fiscal year, the Agency must have a single or program-specific audit conducted in accordance with the provisions of OMB Circular A-133. Federal awards are to be identified using the Catalog of Federal Domestic Assistance (CFDA) title and number, award number and year, and name of the awarding Federal agency. If the Agency expends less than $300,000, this audit is not required and if the Agency elects to have an audit conducted in accordance with the provisions of OMB Circular A-133, the cost of the audit must be paid from non-Federal funds. The Agency agrees to allow the Department or an independent auditor of the Department, the State Comptroller, and the Auditor General access to the Agency's records -and financial statements as may be necessary for complying with the requirements of 31 U.S.C. 7501 et seq. Pursuant to OMB Circular A-133, Subpart C, .320(d), the Agency shall provide a copy of the reporting package and any management letters to the Department, or copies of audit reports for audits conducted in accordance with OMB Circular A-133, to the Department and to: Federal Audit Clearinghouse Bureau of the Census 1201 East 10th Street Jeffersonville, IN 47132 7.62 State Audit: In the event that the Agency expends a total of $300,000 or more in State awards in its fiscal year, the Agency must have a State single or project-specific audit for such fiscal year in accordance with Section 215.97, Florida Statutes and the applicable rules of the Executive Office of the Governor, the State Comptroller, and the Auditor General. In determining the State awards expended in its fiscal year, the Agency shall consider all sources of State awards except State awards received for Federal program matching requirements which shall be excluded from consideration. State awards will be identified using the Catalog of State Financial Assistance (CSFA) title and number, award number and year, and name of the awarding State agency. If the Agency expends less than $300,000, this audit is not required and if the Agency elects to have an audit conducted in accordance with the provisions of Section 215.97, F.S., the cost of the audit must be paid from non-State funds. The Agency agrees to allow the Department, the State Comptroller, and the Auditor General access to records and independent auditor's working papers, as necessary for complying with the requirements of Section 215.97, F.S. The Agency shall provide annual financial reporting package of audits prepared in accordance with Section 215.97, F .S., and applicable Rules of the Auditor General to the Department and to: State of Florida Auditor General Room 574, Claude Pepper Building 111 West Madison Street Tallahassee, Florida 32302-1450 7.63 Other Requirements: If an audit discloses any significant audit findings relating to any award, including material noncompliance with individual project compliance requirements or reportable conditions in internal controls of the Agency, the Agency shall submit as part of the audit package to the Department a plan for corrective action to eliminate such audit findings or a statement describing the reasons that corrective action is not necessary. The Agency shall take timely and appropriate corrective action to any audit findings, recommendations, and corrective action plans. L6B 72~.œ'''' PUBLIC TRANSPORTATION 06103 Page 5 of 12 7.70 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. In the event this Agreement is for purchase of land or for the construction of infrastructure such as airport runways the Department may waive or modify this section with an Exhibit "C". 8.00 Requisitions and Payments: 8.10 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. N. Broadway Ave., 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 7.10 hereof) to justify and support the payment requisitions. 8.11 Invoices for fees or other compensation for services or expenses shall be submitted in detail sufficient for a proper preaudit and postaudit thereof. 8.12 Invoices for any travel expenses shall be submitted in accordance with Chapter 112.061, F .5. The Department may establish rates lower than the maximum provided in Chapter 112.061, F.S. For real property acquired, submit; the date the Agency acquired the real property, a statement by the Agency certifying that the Agency has acquired said real property, and actual consideration paid for real property. 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. 8.20 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: 8.13 (1 ) (2) (3) 8.21 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; 8.22 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; 8.23 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; 8.24 Conflict of Interests: There has been any violation of the conflict of interest provisions contained herein; or 8.25 Default: The Agency has been determined by the Department to be in default under any of the provisions of the Agreement. 8.26 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. 16 B 7I30~6 PUBLIC TRANSPORTATION 06103 Page 6 of 12 8.30 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, costs which are not provided for in the latest approved budget for the project, and costs attributable to goods or services received under a contractor other arrangements which have not been approved in writing by the Department. 8.40 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. 9.00 Termination or Suspension of Project: 9.10 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 paragraphs 8.21 to 8.26 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. 9.11 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. 9.12 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. 10.00 Remission of Project Account Upon Completion of Project: Upon completion of the project, and after payment, provision for payment, or reimbursement of all project costs payable from the project account is made, the Agency shall remit to the Department its share of any unexpended balance in the project account. 11.00 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. 12.00 Contracts of the Agency: 12.10 Third Party Agreements: Except as otherwise authorized in writing by the Department, the Agency shall not execute any contract or obligate itself in any manner requiring the disbursement of Department joint participation funds, including consultant, construction or purchase of commodities contracts or amendments thereto, with any third party with respect to the project without the written approval of the Department. Failure to obtain such approval shall be sufficient cause for nonpayment by the Department as provided in paragraph 8.23. 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. 168 :3 72'5-030-06 PUBLIC TRANSPORTATION 06/03 Page 7 of 12 12.20 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, 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 the Consultants' Competitive Negotiation Act. 12.30 Disadvantaged Business Enterprise (DBE) Polley and Obligation: 12.31 DBE Policy: It is the policy of the Department that disadvantaged business enterprises as defined in 49 CFR Part 26, as amended, shall have the maximum opportunity to participate in the performance of contracts financed in whole or in part with Department funds under this Agreement. The DBE requirements of 49 CFR Part 26, as amended, apply to this Agreement. 12.32 DBE Obligation: The Agency and its contractors agree to ensure that Disadvé;lntaged Business Enterprises as defined in 49 CFR Part 26, as amended, have the maximum opportunity to participate in the performance of contracts and this Agreement. In this regard, all recipients, and contractors shall take all necessary and reasonable steps in accordance with 49 CFR Part 26, as amended, to ensure that the Disadvantaged Business Enterprises have the maximum opportunity to compete for and perform contracts. Grantees, recipients and their contractors shall not discriminate on the basis of race, color, national origin or sex in the award and performance of Department assisted contracts. 13.00 Restrictions, Prohibitions, Controls, and labor Provisions: 13.10 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 payor other forms of compensation; and selection for training, including apprenticeship. The Agency shall insert the foregoing provision modified only to show the particular contractual relationship in all its contracts in connection with the development 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. 13.20 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. 13.30 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 housing on the basis of race, color, national origin, creed, sex, and age. 13.40 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. 168 3 725-030-06 PUBLIC TRANSPORTATION 06103 Page 8 of 12 13.50 Prohibited Interests: Neither the Agency nor any of its contractors or their subcontractors shall enter into any contract, subcontract, or arrangement in connection with the project or any property included or planned to be included in the project, in which any member, officer, or employee of the Agency during his tenure or for two years thereafter has any interest, direct or indirect. If any such present or former member, officer, or employee involuntarily acquires or had acquired prior to the beginning of his tenure any such interest, and if such interest is immediately disclosed to the Agency, the Agency with prior approval of the Department, may waive the prohibition contained in this subsection: Provided, that any such present member, officer or employee shall not participate in any action by the Agency relating to such contract, subcontract, or arrangement. The Agency shall insert in all contracts entered into in connection with the project or any property included or planned to be included in any project, and shall require its contractors to insert in each of their subcontracts, the following provision: "No member, officer, or employee of the Agency during his tenure or for two years thereafter shall have any interest, direct or indirect, in this contract or the proceeds thereof." The provisions of this subsection shall not be applicable to any agreement between the Agency and its fiscal depositories, or to any agreement for utility services the rates for which are fixed or controlled by a Governmental agency. 13.60 Interest of Members of, or Delegates to, Congress: No member or delegate to the Congress of the United States shall be admitted to any share or part of the Agreement or any benefit arising therefrom. 14.00 Miscellaneous Provisions: 14.10 Environmèntal Pollution: Execution of this Joint Participation Agreement constitutes a certification by the Agency that the project will be carried out in conformance with ail 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. 14.20 Department Not Obligated to Third Parties: The Department shall not be obligated or liable hereunder to any party other than the Agency. 14.30 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. 14.40 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. 14.50 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. 14.60 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. . 168 3 725-030-06 PUBLIC TRANSPORTATION 06/03 Page 9 of 12 14.70 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. 14.71 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. 14.80 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. 14.90 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. 15.00 Plans and Specifications: In the event that this Agreement involves the purchasing of capital equipment or the constructing and equipping of facilities, the Agency shall submit to the Department for approval all appropriate plans and specifications covering the project. The Department will review all plans and specifications and will issue to the Agency written approval with any approved portions of the project and comments or recommendations concerning any remainder of the project deemed appropriate. After resolution of these comments and recommendations to the Department's satisfaction, the Department will issue to the Agency written approval with said remainder of the project. Failure to obtain this written approval shall be sufficient cause for nonpayment by the Department as provided in paragraph 8.23. 16.00 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. 168 1'" 725-030-06 PUBLI NSP6RTATION 06/03 Page 10 of 12 17.00 Appropriation of Funds: 17.10 The State of Florida's performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Legislature. 17.20 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." 18.00 Expiration of Agreement: The Agency agrees to complete the project on or before June 30. 2007 . 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 desianee . Expiration of this Agreement will be considered termination of the project and the procedure established in paragraph 9.00 of this Agreement shall be initiated. 18.10 Final Invoice: The Agency must submit the final invoice on this project to the Department within 120 days after the expiration of this Agreement. Invoices submitted after the 120 day time period will not be paid. 1 9.00 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. 20.00 Execution of Agreement: This Agreement may be simultaneously executed in a minimum of two counterparts, each.ofwhich so executed shall be deemed to be an original, and such counterparts together shall constitute one in the same instrument. 21.00 Restrictions on Lobbying: 21.10 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 subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans and cooperative agreements) and that all sub recipients shall certify and disclose accordingly. 16 8 3 725-030-06 PUBLIC TRANSPORTATION 06/03 Page 11 of 12 21.20 State: No funds received pursuant to this contract may be expended for lobbying the Legislature or a state agency. 22.00 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 latteróf the date the invoice is received or the goods or services are received, inspected and approved. If a payment is not available within 40 days after receipt of the invoice and receipt, inspection and approval of goods and services, a separate interest penalty in accordance with Section 215.422(3)(b), 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)410-9724 or by calling the Department of Financial Services Hotline, 1-800-848-3792. 23.00 Public Entity Crime: Pursuant to 287.133(3)(a) F.S. the following is applicable to this agreement. 287.133(2)(a) "A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in s. 287.017, F,S. for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list." 24.00 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. 168 3 ~ 725-030-06 PUBLIC TRANSPORTATION 06/03 Page 12 of 12 Financial Project No. Contract No. ANL03 41617018401 Agreement Date IN WITNESS WHEREOF, the parties hereto have caused these presents be executed, the day and year first above written. AGENCY FDOT' Collier County Board of County Commissioners AGENCY NAME See attached Encumbrance Form for date of Funding Approval by Comptroller LEGAL REVIEW DEPARTMENT OF TRANSPORTATION DEPARTMENT OF TRANSPORTATION Chairman TITLE District Director of Production TITLE ..:-.,;al sufficiency Item# ~ ~:da (O-)s~ Date 1__ II-.. _/tJ L Rec'd w:.J,U.:l1:1 . P.~ 168 3 Collier County Financial Project Nwnber: Contract Nwnber: Service Development Program: 41617018401 ANL03 Marco Island Circulator EXHIBIT" A" PROJECT DESCRIPTION AND RESPONSIBILITIES This exhibit fonns an integral part of that certain Joint Participation Agreement between the State of Florida, Department of Transportation and Collier County. 3301 East Tamiami Trail. Building F. Naples. Florida 34112 dated PROJECT LOCATION: Collier County PROJECT DESCRlPTION: This Agreement provides for the Department's participation, through the State Transit Service Development Program, in the Agency's eligible administrative, management, and operational expenses, including marketing costs, of providing public transportation services. Specifically, this Agreement provides Department funding to Collier County for the "Marco Island Circulator," that is, a new bus circulator service Collier County will operate between US 41 and the City of Marco Island, and within the City of Marco Island, during the tenn of this . Agreement, and according to Collier County's grant application to the Department's Fiscal Year 2004/05Transit Service Development Program, incorporated herein by reference. "Circulator" is defined herein as "Bus service confined to a specific locale, such as a downtown area or a suburban neighborhood, with connections to major traffic corridors" according to Glossary of Transportation Terms, United States Department of Transportation, Federal Highway Administration, 1994. The Agency will optimize the integration of the "Marco Island Circulator" with its Collier Area Transit and/or Community Transportation Coordinator system routes, schedules, fare structure, infonnation, and modal transfer facilities or locations for maximum connectivity. SPECIAL CONSIDERATIONS BY AGENCY: The audit report(s) required in paragraph 7.60 ofthe Agreement shall include a schedule ofproject assistance that will reflect the Department's fiscal year of award, contract number, Financial Project Number, Catalog of State Financial Assistance title and number, and the Catalog of Federal Domestic Assistance title and 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 proj ect. 168 3., Collier County Financial Project Number: Contract Number: Service Development Program: 41617018401 ANL03 Marco Island Circulator Exhibit A Page 2 SPECIAL CONSIDERATIONS BY DEP ARTME~: 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. The Hproject period," that is, the period during which the Department regards Agency costs as eligible for reimbursement, is from July 1, 2004 to June 30,2007. The Agency shall request the Department's prior written approval of any and all operational and service changes. If applicable, the eligible project period identified in the Project Description shown above, may be extended by letter from the Department upon a written request from the Agency. 168 3 .i~ Collier County Financial Project Number: Contract Number: Service Development Program: 41617018401 ANL03 Marco Island Circulator EXffiBIT "B" PROJECT BUDGET This exhibit forms an integral part of that certain Joint Participation Agreement between the State of Florida, Department of Transportation and Collier County. 3301 East Tamiami Trail. Building F. Naples. Florida 34112 dated I. PROJECT COST: $358,514.00 TOTAL PROJECT COST: $358,514.00 n. PARTICIPATION: Maximum Federal Participation FTA,FAA (N/A %) or $ N/A Agency Participation In-Kind (N/A %) $ N/A Cash ( 50 %) $ 179,257.00 Other (N/A %) $N/A Maximum Department Participation, Primary (DS)(DDR)(DIM)(PORT) ( 50 %) or $ 179,257.00 Federal Reimbursable (DU)(FRA)(DFT A)( N/ A %) or $N/A Local Reimbursable (DL) (N/A %) or $ N/A TOT AL PROJECT COST $358,514.00 1of2 168 3 Collier County Financial Project Number: Contract Number: Service Development Program: Exhibit B 41617018401 ANL03 Marco Island Circulator m. MULTI-YEAR OR PRE QUALIFIED PROJECT FUNDING If project is a multi-year or pre qualified project subject to paragraphs 4.10 and 17.20 of this agreement, funds are programmed in the Department's Work Program in the following fiscal year(s): FY 2004/05 FY N/A FY N/A FY N/A $179,257.00 $ N/A $ N/A $N/A Project years may be advanced or deferred subject to Legislative appropriation or availability of funds. 2of2 t.·S B 3 .~ "~ Collier County Financial Project Number: Contract Number: Service Development Program: 41617018401 ANL03 Marco Island Circulator EXHIBIT "C" -. (General) This exhibit fonns an integral part of that certain Joint Participation Agreement between the State of Florida, Department of Transportation and Collier County. 3301 East Tamiami Trail, Building F, Naples, Florida 34112, dated Requests for Reimbursement (Invoice Submittals) in accordance with Section 215.422 Florida Statutes and the requirement of Paragraph 22.00 of this Agreement: 1. Required Submittal Fonnat The Agency shall submit invoices on fonns 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 infonn the Agency within five (5) working days of receipt and return the invoice for corrections. SECTIONS MARKED WITH AN OXD ARE APPLICABLE TO THIS AGREEMENT Safety Requirements X Bus Transit System - In accordance with Florida Statute 341.061, 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 and has perfonned annual safety inspections of all buses operated. lof2 168 3 Collier County Financial Project Number: Contract Number: Service Development Program: 41617018401 ANL03 Marco Island Circulator Third Party Contracts The Department must approve third party contracts pursuant to Paragraph 12.00 except that, when checked below, written approval is hereby granted for: X 1. Execution of contracts for materials and/or vehicles from a valid state or inter- governmental contract. X 2. Other contracts less than $25.000.00 excluding consultant services or construction contracts. The Department shall require all consultant and construction contracts and amendments thereto to receive concurrence prior to award. X 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. -A_4. Purchase of service contracts where the Agency will provide transportation service for a fee. Required Submittals SUBMITT AL/CERTIFICA TION RESPONSmILITY X Procurement Requests X Safety Compliance X Specifications X Invoices X Audit Reports Agency Agency Agency Agency Agency Annually During Life of Project X Project Progress Reports (In Department approved format) Agency Annually During Life of Project 20f2 ~ 1683 Florida Department of Transportation JEB BUSH GOVERNOR JOSl<: ABREU SECRETARY June 24, 2004 Ms. Jill Brown, Public Transportation Planner Collier County Transit Transportation Services Division 2705 South Horseshoe Drive Naples, FL 34104 Re: Joint Participation Agreement Financial Project Number: 4161701 8401 Contract Number: ANL03 County: Collier Dear Ms. Brown: Attached is a copy of the fully executed Joint Participation Agreement (JPA) for the above referenced project. To assist you in the proper administration of the agreement, we have also attached an informational document entitled "JP A Requirements". Adherence to these requirements will minimize any potential problem areas. We look forward to working with you on this project. If you have any questions or concern, please contact this office. Sincerely, ~r Transit Programs Administrator RLD:mea Attachments cc: Richard Shine, Transit Projects Coordinator, FDOT District One, Modal Development Office 801 North Broadway Avenue * Post Office Box 1249 * Bartow, FL 33831-1249 (863) 519-2387 * (863) 534-7172 (Fax) * MS 1-39 richard.dreyer@dot.state.fl.us www.dot.state.fl.us \!ì RECYCLED PAPER _._u. __'___'_'_~...,~,,_..__,._,_ ----- 16B3 JPA REOUIREMENT~ The following information highlights the major requirements of the Joint Participation Agreement (JPA) between the Florida Department of Transportation and your Agency. While not including all of the requirements of the JPA, the list below does include all of the sections of the agreement that require submittals by your agency to the Department for review/approval. Adherence to this list of requirements should minimize any problems in the administration of the project, however, you should carefully read and understand the entire JPA including all exhibits. Section Description of Requirement(s) 2.40 Submit to the Department all data, records, etc. as listed in Exhibit "C" of the JPA. 6.10 Submit to the Department, a copy of the budget for the project. This submittal must take place before the preparation and execution of the JPA. If federal funds are involved, submit to the Department a copy of the preapplication and application. 7.60 Submit to the Department for each fiscal year the project is open, a copy of your annual agency audit which conforms to OMB A-128 or A-133. NOTE: starting with your fiscal year ending in 1998, Form SF-SAC must be included in your Audit. Provide to the Department evidence that your Agency is carrying property and casualty insurance on project equipment and facilities in the amount stated in paragraph 4.00 of the JPA. 7.70 8.10 File with the Department, requisitions for payments on forms provided with appropriate data as justification. 8.12 Agency agrees to comply with the provisions of Chapter 112.061 F.S. relative to travel expenses. This includes Agency travel as well as any consultants or contractors engaged by the Agency. Request and obtain the Department I s written concurrence on all actions specified in the JPA. 8.23 8.30 Costs incurred by the Agency prior to the date of the JPA or without Department concurrence are ineligibl~ for payment by the Department. --·--__."'..d·_.·____._n__._.__ 1683 12.10 All third party contracts, supplemental agreements, change orders, etc. must have prior written approval by the Department. Failure to obtain this approval will result in non-payment of Department funds. 12.20 If your JPA will fund Consultant Services, then three separate items are covered in this section: 1) The Agency provisions Consultants (CCNA) . must fully of Section Competitive comply wi th the 287.055, F.S., Negotiations Act 2) The Agency must involve the Department in the Consultant selection process. 13.10 3) The Agency's attorney must certify to the Department compliance with the CCNA. The Agency shall comply with all the conditions specified relative to Equal Employment Opportunity and shall include these provisions in all contracts related to the project. The Agency shall comply with all the provisions stated in this section regarding prohibited interests and shall include the specified language in all contracts, subcontracts, etc. 13.50 14.10 & 15.00 The Agency shall submit to the Department review and concurrence, all proposals, plans specifications for project equipment facilities. for and and 16.00 Prior to project closeout, the Agency shall certify in writing to the Department that the project was completed in accordance with plans and specifications, is in place on the Agency Facility, title is in the Agency and project is accepted by the Agency. 18.00 Agency agrees to complete project within the specified time or request and justify a time extension prior to JPA expiration. 21.00 Agency agrees to comply with restrictions on lobbying and to include appropriate language in all contracts, subcontracts, etc. EXhibits Agency should be totally familiar with and comply wi th all of the information and requirements in these exhibits. --."". ---'''-.."..-.-....,. ..,.._--.."'-_._..._"~-~'~,.._,.,._,~._,---~---_.".~~.-~_'.~-".__..,,_..".,...,- 16 nt~ ~..,.., 4;"" U....; Richard Shine To: cc: cc: Subject: FUNDS APPROVAUREVIEWED FOR CONTRACT ANL03 "Marco Island Circulator" Bus Service . 05/06/2004 07:59 AM ----- Forwarded by Richard Shine/D1/FDOT on 05/06/2004 07:59 AM ----- Richard Shine . 05/06/200407:56 AM To: Renuka Patel/CO/FDOT@FDOT cc: Evelyn Ard/D1/FDOT@FDOT, Richard L Dreyer/DlIFDOT@FDOT Subject: FUNDS APPROVAUREVIEWED FOR CONTRACT ANL03 "Marco Island Circulator" Bus Service Renuke, There's a minor typo in the encumbrance. Instead of "March Island Circulator" Bus Service, it should be Marco Island. Thank you in advance for correcting this in the record. - Attention: Evelyn and Richard: Please correct or replace the file copy I sent you. Sincerely, Richard ----- Forwarded by Richard ShineID1/FDOT on 05/06/2004 07:51 AM ----- ~.'......'...........I.:' ~ @; user 1.0. FI989HL <MVS@DOT> 05/05/2004 05:22 PM To: PL 133SR@dot.stateJl.us cc: Subject: FUNDS APPROVAUREVIEWED FOR CONTRACT ANL03 STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION FUNDS APPROVAL Contract #ANL03 Contract Type: AH Vendor Name: COLLIER COUNTY BOCC Vendor ID: VF596000558004 Beginning date of this Agmt: 07/01/04 Ending date of this Agmt: 09/30/07 Method of Procurement: G ************************************************************************ Description: Transit Service Development Project: Marco Island Circulator" Bus Service ************************************************************************ ORG-CODE *EO *OBJECT *AMOUNT *FIN PROJECT *FCT (FISCAL YEAR) *BUDGET ENTITY *CATEGORY/CAT YEAR AMENDMENT ID *SEQ. 'USER ASSIGNED ID *ENC LINE(6S)/STATUS ************************************************************************ Action: Funds have been: REVIEWED* 55 012020129 *PT *750012 179257.00 2005 55100300 A001 *00 * *Funds Approval and encumbrance processing Legislative approval of 2004/05 budget. *41617018401 088774 05 * /04 is contingent * 680 upon ------------------------------------------------------------------------ TOTAL AMOUNT: *$ 179,257.00 * ------------------------------------------------------------------------ FUNDS APPROVED/REVIEWED FOR ROBIN M. NAITOVE, CPA, COMPTROLLER DATE: 05/05/2004 _.._---,,_.._,,-- 16 u" Richard Shine 05/06/2004 07:07 AM To: Richard L Dreyer/D1/FDOT cc: Subject: Collier County: FV 2004/05 SOP FM 416170-1-84-01 FUNDS APPROVAUREVIEWED FOR CONTRACT ANL03 ----- Forwarded by Richard Shine/D1/FDOT on 05/06/2004 07:06 AM _____ ...........1..'. '.:í _4-' @; user 1.0. F/989HL <MVS@DOT> 05/05/2004 05:22 PM To: PL 133SR@dot.state.fJ.us cc: Subject: FUNDS APPROVAUREVIEWED FOR CONTRACT ANL03 STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION FUNDS APPROVAL Contract #ANL03 Contract Type: AH Vendor Name: COLLIER COUNTY BOCC Vendor 10: VF596000558004 Beginning date of this Agmt: 07/01/04 Ending date of this Agmt: 09/30/07 Method of Procurement: G ************************************************************************ Description: ~ D 'é Transit Service Development Proj ect," ch Island Circulato lef -";.¡, 1,.,/ r" Bus Service MMðQ 5í ;/" í ************************************************************************ ORG-CODE *EO (FISCAL YEAR) AMENDMENT 10 *OBJECT *AMOUNT *FIN PROJECT *FCT *BUDGET ENTITY *CATEGORY/CAT YEAR *SEQ. *USER ASSIGNED ID *ENC LINE(6S)/STATUS ************************************************************************ Action: Funds have been: REVIEWED* 55 012020129 *PT *750012 * 179257.00 2005 55100300 A001 *00 * *Funds Approval and encumbrance processing Legislative approval of 2004/05 budget. *41617018401 088774 05 * /04 is contingent *680 upon ------------------------------------------------------------------------ TOTAL AMOUNT: *$ 179,257.00 * ------------------------------------------------------------------------ FUNDS APPROVED/REVIEWED FOR ROBIN M. NAITOVE, CPA, COMPTROLLER DATE: 05/05/2004 --.,,--. --------- STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION PUBLIC TRANSPORTATION JOINT PARTICIPATION AGREEMENT 16r1"'? b .5 725-030-06 PUBLIC TRANSPORTATION 06/03 Page 1 of 12 Financial Project No.: 41617018401 (item-segment-phase_seq uence) FLAIR Approp.: 088774 FLAIR Obj.: 750012 Org. Code: 55012020129 Vendor No.: VF596000558-004 Catalog of State Financial Assistance Number: 55012 Contract No.: ANL03 Fund: 010 Function: 680 Federal No.: N/A Catalog of Federal Domestic Assistance Number: N/A THIS AGREEMENT, made and entered into this \\'\Ç\ day of by and between the STATE OF FLORIDA DEPARTMENT OF TRANSPORTATI hereinafter referred to as the Department, and Collier County Board of County Commissioners ~ 3301 East Tamiami Trail, Naples, Florida 34112 J hereinafter referred to as Agency. 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 (5)(f) 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, through the State Transit Service Development Program, in the Agency's eligible administrative, management, and operational expenses of providing public transportation services and as further described in Exhibit(s) A, B, and C 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. 16B=~ 725-030-06 PUBLIC TRANSPORTATION 06103 2.00 Accomplishment of the Project Page 2 of 12 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, 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. 3.00 Project Cost: The total estimated cost of the project is $ 358,514 . This amount is based upon the estimate summarized in Exhibit "B" attached hereto and by this reference made a part hereof. 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 $ 179.257 as detailed in Exhibit "B", or in an amount equal to the percentage(s) of total project 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 ineligible project costs is subject to: (a) Legislative approval of the Department's appropriation request in the work program year that the project is scheduled to be committed; (b) Availability of funds as stated in paragraph 17.00 of this Agreement; (c) Approval of all plans, specifications, contracts or other obligating documents and all other terms of this Agreement; (d) Department approval of the project scope and budget (Exhibits A & B) at the time appropriation authority becomes available. 4.20 Front End Funding: Front end funding 0 is (!) 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 Retainage: Retainage 0 is (!) is not applicable. If applicable, N/A percent of the Department's total share of participation as shown in paragraph 4.00 is to be held in retainage to be disbursed, at the Department's discretion, on or before the completion of the final project audit. "~'_'·___·'"'''"_'_..m _'_.""'_.._..~__._"_,_.._."'_"___. ___.._., ". .__..._.._........_.,....__..__._..... .-.'.'"'."--.-.-- 6.00 Project Budget and Payment Provisions: 725-030-06 PUBLIC TRANSPORTATION 16 8 3 page30:~~ 6.10 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 and make disbursements of 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 paragraph 4.00 of this Agreement and is approved by the Department Comptroller. 6.20 Payment Provisions: Unless otherwise allowed under paragraph 4.20, 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. 7.00 Accounting Records: 7.10 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". Documentation of the project account shall be made available to the Department upon request any time during the period of the Agreement and for three years after final payment is made. 7.20 Funds Received Or Made Available for The Project: The Agency shall appropriately record in the project account, and deposit in a bank or trust company which is a member of the Federal Deposit Insurance Corporation, all payments received by it from the Department pursuant to this Agreement and all other funds provided for, accruing to, or otherwise received on account of the project, which Department payments and other funds are herein collectively referred to as "project funds". The Agency shall require depositories of project funds to secure continuously and fully all project funds in excess of the amounts insured under federal plans, or under State plans which have been approved for the deposit of project funds by the Department, by the deposit or setting aside of collateral of the types and in the manner as prescribed by State Law for the security of public funds, or as approved by the Department. 7.30 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. 7.40 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. 7.50 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. 7.60 Audit Reports: In addition to the requirements below, the Agency agrees to comply and cooperate with any monitoring procedures/processes deemed appropriate by the Department, including but not limited to site visits and limited scope audits. The Agency further agrees to comply and cooperate with any inspections, reviews, investigations, or audits deemed necessary by the State Comptroller or Auditor General. The Agency shall retain sufficient records demonstrating its compliance with the terms of this Agreement for a period of three years from the date the audit report is issued, and shall allow the Department access to such records and working papers upon request. The following requirements do not limit the authority of the Department to conduct or arrange for the conduct of additional audits or evaluations of state financial assistance or limit the authority of any state agency inspector general, the Auditor General, or any other state official. 1683 725-030-06 PUBLIC TRANSPORTATION 06/03, Page 4 of 12 7.61 Federal Audit: In the event the Agency expends a total of $300,000 or more in Federal awards in its fiscal year, the Agency must have a single or program-specific audit conducted in accordance with the provisions of OMB Circular A-133. Federal awards are to be identified using the Catalog of Federal Domestic Assistance (CFDA) title and number, award number and year, and name of the awarding Federal agency. If the Agency expends less than $300,000, this audit is not required and if the Agency elects to have an audit conducted in accordance with the provisions of OMB Circular A-133, the cost of the audit must be paid from non-Federal funds. The Agency agrees to allow the Department or an independent auditor of the Department, the State Comptroller, and the Auditor General access to the Agency's records and financial statements as may be necessary for complying with the requirements of 31 U.S.C. 7501 et seq. Pursuant to OMB Circular A-133, Subpart C, .320(d), the Agency shall provide a copy of the reporting package and any management letters to the Department, or copies of audit reports for audits conducted in accordance with OMB Circular A-133, to the Department and to: Federal Audit Clearinghouse Bureau of the Census 1201 East 10th Street Jeffersonville, IN 47132 7.62 State Audit: In the event that the Agency expends a total of $300,000 or more in State awards in its fiscal year, the Agency must have a State single or project-specific audit for such fiscal year in accordance with Section 215.97, Florida Statutes and the applicable rules of the Executive Office of the Governor, the State Comptroller, and the Auditor General. In determining the State awards expended in its fiscal year, the Agency shall consider all sources of State awards except State awards received for Federal program matChing requirements which shall be excluded from consideration. State awards will be identified using the Catalog of State Financial Assistance (CSFA) title and number, award number and year, and name of the awarding State agency. If the Agency expends less than $300,000, this audit is not required and if the Agency elects to have an audit conducted in accordance with the provisions of Section 215.97, F.S., the cost of the audit must be paid from non-State funds. The Agency agrees to allow the Department, the State Comptroller, and the Auditor General access to records and independent auditor's working papers, as necessary for complying with the requirements of Section 215.97, F.S. The Agency shall provide annual financial reporting package of audits prepared in accordance with Section 215.97, F.S., and applicable Rules of the Auditor General to the Department and to: State of Florida Auditor General Room 574, Claude Pepper Building 111 West Madison Street Tallahassee, Florida 32302-1450 7.63 Other Requirements: If an audit discloses any significant audit findings relating to any award, including material noncompliance with individual project compliance requirements or reportable conditions in internal controls of the Agency, the Agency shall submit as part of the audit package to the Department a plan for corrective action to eliminate such audit findings or a statement describing the reasons that corrective action is not necessary. The Agency shall take timely and appropriate corrective action to any audit findings, recommendations, and corrective action plans. 1683 725-030-06 PUBLIC TRANSPORTATION 06/03 Page 5 of 12 7.70 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. In the event this Agreement is for purchase of land or for the construction of infrastructure such as airport runways the Department may waive or modify this section with an Exhibit "C". 8.00 Requisitions and Payments: 8.10 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. N. Broadway Ave., 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 7.10 hereof) to justify and support the payment requisitions. 8.11 Invoices for fees or other compensation for services or expenses shall be submitted in detail sufficient for a proper preaudit and postaudit thereof. 8.12 Invoices for any travel expenses shall be submitted in accordance with Chapter 112.061, F.S. The Department may establish rates lower than the maximum provided in Chapter 112.061, F .S. For real property acquired, submit; the date the Agency acquired the real property, a statement by the Agency certifying that the Agency has acquired said real property, and actual consideration paid for real property. 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. 8.20 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: 8.13 (1 ) (2) (3) 8.21 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; 8.22 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; 8.23 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; 8.24 Conflict of Interests: There has been any violation of the conflict of interest provisions contained herein; or 8.25 Default: The Agency has been determined by the Department to be in default under any of the provisions of the Agreement. 8.26 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. ~.-."--~"........,-".."~"._.__.,-,-~",,,~~--_""""'---~--'---....--.------....-- 16 B 1..,,-", PUBLIC TRANSPORTATION 06/03 Page 6 of 12 8.30 DisaUowed 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, costs which are not provided for in the latest approved budget for the project, and costs attributable to goods or services received under a contractor other arrangements which have not been approved in writing by the Department. 8.40 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. 9.00 Termination or Suspension of Project: 9.10 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 paragraphs 8.21 to 8.26 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. 9.11 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. 9.12 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. 10.00 Remission of Project Account Upon Completion of Project: Upon completion of the project, and after payment, provision for payment, or reimbursement of all project costs payable from the project account is made, the Agency shall remit to the Department its share of any unexpended balance in the project account. 11.00 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. 12.00 Contracts of the Agency: 12.10 Third Party Agreements: Except as otherwise authorized in writing by the Department, the Agency shall not execute any contract or obligate itself in any manner requiring the disbursement of Department joint participation funds, including consultant, construction or purchase of commodities contracts or amendments thereto, with any third party with respect to the project without the written approval of the Department. Failure to obtain such approval shall be sufficient cause for nonpayment by the Department as provided in paragraph 8.23. 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. ______.______.___.___..""..ü....___o'"___..______·_·,..__..___._ 1683 725-030-06 PUBLIC TRANSPORTATION 06/03 Page 7 of 12· 12.20 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, 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 seléction has been accomplished in compliance with the Consultants' Competitive Negotiation Act. 12.30 Disadvantaged Business Enterprise (DBE) Policy and Obligation: 12.31 DBE Policy: It is the policy of the Department that disadvantaged business enterprises as defined in 49 CFR Part 26, as amended, shall have the maximum opportunity to participate in the performance of contracts financed in whole or in part with Department funds under this Agreement. The DBE requirements of 49 CFR Part 26, as amended, apply to this Agreement. 12.32 DBE Obligation: The Agency and its contractors agree to ensure that Disadv~ntaged Business Enterprises as defined in 49 CFR Part 26, as amended, have the maximum opportunity to participate in the performance of contracts and this Agreement. In this regard, all recipients, and contractors shall take all necessary and reasonable steps in accordance with 49 CFR Part 26, as amended, to ensure that the Disadvantaged Business Enterprises have the maximum opportunity to compete for and perform contracts. Grantees, recipients and their contractors shall not discriminate on the basis of race, color, national origin or sex in the award and performance of Department assisted contracts. 13.00 Restrictions, Prohibitions, Controls, and Labor Provisions: 13.10 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 payor other forms of compensation; and selection for training, including apprenticeship. The Agency shall insert the foregoing provision modified only to show the particular contractual relationship in all its contracts in connection with the development 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. 13.20 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. 13.30 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 housing on the basis of race, color, national origin, creed, sex, and age. 13.40 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. ..._...... _._._.__~___'M_' "-_._-----~---"-_._-'"._-_..~. 1683 725-030-06 PUBLIC TRANSPORTATION 06/03 Page 8 of 12 13.50 Prohibited Interests: Neither the Agency nor any of its contractors or their subcontractors shall enter into any contract, subcontract, or arrangement in connection with the project or any property included or planned to be included in the project, in which any member, officer, or employee of the Agency during his tenure or for two years thereafter has any interest, direct or indirect. If any such present or former member, officer, or employee involuntarily acquires or had acquired prior to the beginning of his tenure any such interest, and if such interest is immediately disclosed to the Agency, the Agency with prior approval of the Department, may waive the prohibition contained in this subsection: Provided, that any such present member, officer or employee shall not participate in any action by the Agency relating to such contract, subcontract, or arrangement. The Agency shall insert in all contracts entered into in connection with the project or any property included or planned to be included in any project, and shall require its contractors to insert in each of their subcontracts, the following provision: "No member, officer, or employee of the Agency during his tenure or for two years thereafter shall have any interest, direct or indirect, in this contract or the proceeds thereof." The provisions of this subsection shall not be applicable to any agreement between the Agency and its fiscal depositories, or to any agreement for utility services the rates for which are fixed or controlled by a Governmental agency. 13.60 Interest of Members of, or Delegates to, Congress: No member or delegate to the Congress of the United States shall be admitted to any share or part of the Agreement or any benefit arising therefrom. 14.00 Miscellaneous Provisions: 14.10 Environmental Pollution: Execution of this Joint Participation Agreement constitutes a certification by the Agency that the project will be carried out in conformance with ail 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. 14.20 Department Not Obligated to Third Parties: The Department shall not be obligated or liable hereunder to any party other than the Agency. 14.30 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. 14.40 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. 14.50 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. 14.60 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. 1683 725-030-06 PUBLIC TRANSPORTATION 06/03 Page 9 of 12 14.70 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. 14.71 Property Records: The Agency agrees to maintain property r~cords, conduct physical inventories and develop control systems as required by 49 CFR Part 18, when applicable. 14.80 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. 14.90 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. 15.00 Plans and Specifications: In the event that this Agreement involves the purchasing of capital equipment or the constructing and equipping of facilities, the Agency shall submit to the Department for approval all appropriate plans and specifications covering the project. The Department will review all plans and specifications and will issue to the Agency written approval with any approved portions of the project and comments or recommendations concerning any remainder of the project deemed appropriate. After resolution of these comments and recommendations to the Department's satisfaction, the Department will issue to the Agency written approval with said remainder of the project. Failure to obtain this written approval shall be sufficient cause for nonpayment by the Department as provided in paragraph 8.23. 16.00 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. _..._--"~.",.,._---,,.,..,.._... -,~_.._,~._-'-"_._."_.....- 16P3 .JI 725-030-06 PUBLIC TRANSPORTATION 06/03 Page 10 of 12 17.00 Appropriation of Funds: 17.10 The State of Florida's performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Legislature. 17.20 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." 18.00 Expiration of Agreement: The Agency agrees to complete the project on or before June 30. 2007 . 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 Secretarv or his/her desiQnee . Expiration of this Agreement will be considered termination of the project and the procedure established in paragraph 9.00 of this Agreement shall be initiated. 18.10 Final Invoice: The Agency must submit the final invoice on this project to the Department within 120 days after the expiration of this Agreement. Invoices submitted after the 120 day time period will not be paid. 1 9.00 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. 20.00 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. 21.00 Restrictions on Lobbying: 21.10 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 subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans and cooperative agreements) and that all sub recipients shall certify and disclose accordingly. ,. e) 8 3 , "-1 725-030-06 PUBLIC TRANSPORTATION 06/03 Page 11 of 12 21.20 State: No funds received pursuant to this contract may be expended for lobbying the Legislature or a state agency. 22.00 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. 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)410-9724 or by calling the Department of Financial Services Hotline, 1-800-848-3792. 23.00 Public Entity Crime: Pursuant to 287.133(3)(a) F.S. the following is applicable to this agreement. 287.133(2)(a) "A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in s. 287.017, F..S. for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list." 24.00 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. .". --"''"'_.."."--,----~",..__...,------~--~-~-'~,.,, 1683 725-030-06 PUBLIC TRANSPORTATION 06103 Page 12 of 12 Financial Project No. Contract No. ANL03 41617018401 Agreement Date le -\l.- 2.00 <t IN WITNESS WHEREOF, the parties hereto have caused these presents be executed, the day and year first above written. AGENCY FDOT' Collier County Board of County Commissioners AGENCY NAME See attached Encumbrance Form for date of Funding Approval by Comptroller SIGNATURE LEGAL REVIEW '~J"ym OF TRANSPORT TIO DEPARTMENT OF TRANSPORTATION District Director of Production TITLE Approved a'. "~ .:.\\ . ,Co ~?i"\:',: .\' ~1·· '.'-' -:. '. ATTES-I: DWIGHT\E. - ,'·¡i,'. f ....:.---.~..._', D.C 16p3 Collier County Financial Project Number: Contract Number: Service Development Program: 41617018401 ANL03 Marco Island Circulator EXHIBIT" A" PROJECT DESCRIPTION AND RESPONSIBILITIES This exhibit fonns an integral part ofthat certain Joint Participation Agreement between the State of Florida, Department of Transportation and Collier County. 3301 East Tamiami Trail. Building F. Naples. Florida 34112 dated lo -\ l.-- 'Z.CX)4 . PROJECT LOCATION: Collier County PROJECT DESCRIPTION: This Agreement provides for the Department's participation, through the State Transit Service Development Program, in the Agency's eligible administrative, management, and operational expenses, including marketing costs, of providing public transportation services. Specifically, this Agreement provides Department funding to Collier County for the "Marco Island Circulator," that is, a new bus circulator service Collier County will operate between US 41 and the City of Marco Island, and within the City of Marco Island, during the tenn of this _ Agreement, and according to Collier County's grant application to the Department's Fiscal Year 2004/0STransit Service Development Program, incorporated herein by reference. "Circulator" is defined herein as "Bus service confined to a specific locale, such as a downtown area or a suburban neighborhood, with connections to major traffic corridors" according to Glossary of Transportation Terms, United States Department of Transportation, Federal Highway Administration, 1994. The Agency will optimize the integration of the "Marco Island Circulator" with its Collier Area Transit and/or Community Transportation Coordinator system routes, schedules, fare structure, infonnation, and modal transfer facilities or locations for maximum connectivity. SPECIAL CONSIDERATIONS BY AGENCY: The audit report(s) required in paragraph 7.60 ofthe Agreement shall include a schedule ofproject assistance that will reflect the Department's fiscal year of award, contract number, Financial Project Number, Catalog of State Financial Assistance title and number, and the Catalog of Federal Domestic Assistance title and 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 proj ect. 16B3 Collier County Financial Project Number: Contract Number: Service Development Program: 41617018401 ANL03 Marco Island Circulator Exhibit A Page 2 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. The "project period," that is, the period during which the Department regards Agency costs as eligible for reimbursement, is from July 1, 2004 to June 30,2007. The Agency shall request the Department's prior written approval of any and all operational and service changes. If applicable, the eligible project period identified in the Project Description shown above, may be extended by letter from the Department upon a written request from the Agency. 1683 Collier County Financial Project Number: Contract Number: Service Development Program: 41617018401 ANL03 Marco Island Circulator EXffiBIT "B" PROJECT BUDGET This exhibit forms an integral part of that certain Joint Participation Agreement between the State of Florida, Department of Transportation and Collier County. 3301 East 'famiami Trail. Building F. Naples. Florida 34112 dated to -\1. -~. 1. PROJECT COST: $358,514.00 TOT AL PROJECT COST: $358,514.00 II. PARTICIPATION: Maximum Federal Participation FTA, FAA (N/A %)or $ N/A Agency Participation In-Kind (N/A %) $ N/A Cash ( 50 %) $ 179,257.00 Other (N/A %) $ N/A Maximum Department Participation, Primary (DS) (DDR) (DIM) (PORT) ( 50 %) or $ 179,257.00 Federal Reimbursable (DU)(FRA)(DFT A)( N/ A %) or $ N/A Local Reimbursable (DL) (N/A %) or $ N/A TOTAL PROJECT COST $358,514.00 lof2 --._-~-""~--" ~..~_._,.~..'" ".___",.~_.M'..,·' _______-~___,.,~ 1683 Collier County Financial Project Number: Contract Number: Service Development Program: Exhibit B 41617018401 ANL03 Marco Island Circulator III. MULTI-YEAR OR PREQUALIFIED PROJECT FUNDING If project is a multi-year or prequalified project subject to paragraphs 4.10 and 17.20 of this agreement, funds are programmed in the Department's Work Program in the following fiscal year(s): FY 2004/05 FY N/A FY N/A FY N/ A $179,257.00 $ N/A $ N/A $ N/A Project years may be advanced or deferred subject to Legislative appropriation or availability of funds. 2of2 16p", Collier County Financial Project Number: Contract Number: Service Development Program: 41617018401 ANL03 Marco Island Circulator EXHIBIT" C" (General) This exhibit forms an integral part ofthat certain Joint Participation Agreement between the State of Florida, Department of Transportation an~011ier C~301 East Tamiami Trail. Building F. Naples. Florida 34112, dated . - \\.- 4--. Requests for Reimbursement (Invoice Submittals) in accordance with Section 215.422 Florida Statutes and the requirement of Paragraph 22.00 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. SECTIONS MARKED WITH AN DXD ARE APPLICABLE TO THIS AGREEMENT Safety Requirements X Bus Transit Svstem - In accordance with Florida Statute 34l.061, 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 and has performed annual safety inspections of all buses operated. 10f2 _'~m_'_"____'__"_ 1683 Collier County Financial Project Number: Contract Number: Service Development Program: 41617018401 ANL03 Marco Island Circulator Third Party Contracts The Department must approve third party contracts pursuant to Paragraph 12.00 except that, when checked below, written approval is hereby granted for: X 1. Execution of contracts for materials and/or vehicles from a valid state or inter- governmental contract. X 2. Other contracts less than $25.000.00 excluding consultant services or construction contracts. The Department shall require all consultant and construction contracts and amendments thereto to receive concurrence prior to award. _X_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. _X_4. Purchase of service contracts where the Agency will provide transportation service for a fee. Required Submittals SUBMITT AL/CERTIFICA TION RESPONSIBILITY X Procurement Requests X Safety Compliance X Specifications X Invoices X Audit Reports Agency Agency Agency Agency Agency Annually During Life of Project X Project Progress Reports (In Department approved format) Agency Annually During Life of Project 20f2 _._--.~-~-_.-,>.- .-§-"---~-------,-,,._-~-~' ... _._._,--_.-..,..~..,~..,",--