Resolution 2022-178 RESOLUTION 2022 - 1.78-.---
A RESOLUTION OF THE BOARD OF COUNTY COMMISIONERS
OF COLLIER COUNTY, FLORIDA, MEMORIALIZING THE
BOARD'S APPROVAL OF THE PUBLIC TRANSPORTATION
GRANT AGREEMENT WITH THE FLORIDA DEPARTMENT OF
TRANSPORTATION (FDOT) TO PROVIDE STATE TRANSIT
BLOCK GRANT FUNDS FOR PUBLIC TRANSPORTATION
SERVICES IN COLLIER COUNTY AND AUTHORIZING THE
CHAIRMAN TO SIGN THAT AGREEMENT.
WHEREAS, on November 8, 2022, the Board of County Commissioners ("Board")
approved a Public Transportation Grant Agreement (Financial Project Number: 410139-1-84-06)
with FDOT to provide Public Transit Block Grant funds to assist Collier County, and authorized
its Chairman to sign and enter into that agreement; and
WHEREAS, FDOT requires the Board to provide a resolution memorializing and
confirming the Board's affirmative vote to approve the Agreement, and authorizing its Chairman
to execute the Agreement.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY
COMMISSIONERS OF COLLIER COUNTY, FLORIDA,that:
1. The Board of County Commissioners approves, and authorizes its Chair to sign,the Public
Transportation Grant Agreement for Financial Project #410139-1-84-06.
2. This Resolution memorializes and confirms the Board's approval of the Agreement.
3. A certified copy of this Resolution shall be forwarded by the Collier County Clerk to
FDOT along with the executed Agreement.
t1
This resolution adopted upon majority vote favoring same this $ day of November, 2022.
ATTEST: BOARD OF COUNTY COMMISSIONERS
CRYSTAL K. KINZEL, CLERK COLLIER CO ► LORIDA
• Atop ', 4 .4,
By: 6,€)A110 OA
A, 7 t4 C#!al aI►'veputlG - ' fr Will;s m L. McDaniel, Jr., Chairman
signature 00v.
Approve•l'f• v 1 , 4. lity:
4(1 ,, ji A
Jeffrey A. 7 latz w, County Attorney
[22-A1M-00575/1751875/1 J
DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-01
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT oGC07/22
Financial Project Number(s): Fund(s): DDR, DPTO FLAIR Category: 088774
(item-segment-phase-sequence)
410139-1-84-06 Work Activity Code/Function: 215 Object Code: 751000
Federal Number/Federal Award Org. Code: 55012020129
Identification Number(FAIN)—Transit only: N/A Vendor Number: F596000558030
Contract Number: Federal Award Date: N/A
CFDA Number: N/A Agency SAM/UEI Number: JWKJKYRPLLU6
CFDA Title: N/A
CSFA Number: 55.010
CSFA Title: Public Transit Block Grant Program
THIS PUBLIC TRANSPORTATION GRANT AGREEMENT ("Agreement") is entered into
, by and between the State of Florida, Department of Transportation,
("Department"), and Collier County Board of County Commissioners, ("Agency"). The Department and the
Agency are sometimes referred to in this Agreement as a"Party" and collectively as the"Parties."
NOW, THEREFORE, in consideration of the mutual benefits to be derived from joint participation on the
Project, the Parties agree to the following:
1. Authority. The Agency, by Resolution or other form of official authorization, a copy of which is attached
as Exhibit "D", Agency Resolution and made a part of this Agreement, has authorized its officers to
execute this Agreement on its behalf. The Department has the authority pursuant to Section(s) 341.052,
Florida Statutes, to enter into this Agreement.
2. Purpose of Agreement. The purpose of this Agreement is to provide for the Department's participation
in using Public Transit Block Grant Program funding for the Agency's eligible administration,
management and operational expenses incurred through providing public transportation services in
Collier County, as further described in Exhibit "A", Project Description and Responsibilities, attached
and incorporated into this Agreement("Project"), to provide Department financial assistance to the
Agency, state the terms and conditions upon which Department funds will be provided, and to set forth
the manner in which the Project will be undertaken and completed.
3. Program Area. For identification purposes only, this Agreement is implemented as part of the Department
program area selected below (select all programs that apply):
_ Aviation
_ Seaports
X Transit
_ Intermodal
Rail Crossing Closure
Match to Direct Federal Funding (Aviation or Transit)
(Note: Section 15 and Exhibit G do not apply to federally matched funding)
Other
4. Exhibits. The following Exhibits are attached and incorporated into this Agreement:
X Exhibit A: Project Description and Responsibilities
X Exhibit B: Schedule of Financial Assistance
_ *Exhibit B1: Deferred Reimbursement Financial Provisions
*Exhibit B2: Advance Payment Financial Provisions
*Exhibit B3: Alternative Advanced Pay (Transit Bus Program)
_ *Exhibit C: Terms and Conditions of Construction
X Exhibit D: Agency Resolution
X Exhibit E: Program Specific Terms and Conditions
X Exhibit F: Contract Payment Requirements
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DocuSign Envelope ID:C00631FF-8661-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-01
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT OGC07/22
X *Exhibit G: Audit Requirements for Awards of State Financial Assistance
*Exhibit H: Audit Requirements for Awards of Federal Financial Assistance
*Exhibit I: Certification of Disbursement of Payment to Vehicle and/or Equipment Vendor
*Additional Exhibit(s):
*Indicates that the Exhibit is only attached and incorporated if applicable box is selected.
5. Time. Unless specified otherwise, all references to "days" within this Agreement refer to calendar days.
6. Term of Agreement. This Agreement shall commence upon full execution by both Parties ("Effective
Date") and continue through December 31, 2024. 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 Department prior to the expiration of this Agreement. Expiration of this
Agreement will be considered termination of the Project. The cost of any work performed prior to the
Effective Date or after the expiration date of this Agreement will not be reimbursed by the Department.
a. _ If this box is checked the following provision applies:
Unless terminated earlier, work on the Project shall commence no later than the _day of_,
or within _ days of the issuance of the Notice to Proceed for the construction phase of the
Project (if the Project involves construction), whichever date is earlier. The Department shall
have the option to immediately terminate this Agreement should the Agency fail to meet the
above-required dates.
7. Amendments, Extensions, and Assignment. This Agreement may be amended or extended upon
mutual written agreement of the Parties. This Agreement shall not be renewed. This Agreement shall not
be assigned, transferred, or otherwise encumbered by the Agency under any circumstances without the
prior written consent of the Department.
8. Termination or Suspension of Project. The Department may, by written notice to the Agency, suspend
any or all of the Department's obligations under this Agreement for the Agency's failure to comply with
applicable law or the terms of this Agreement until such time as the event or condition resulting in such
suspension has ceased or been corrected.
a. Notwithstanding any other provision of this Agreement, if the Department intends to terminate
the Agreement, the Department shall notify the Agency of such termination in writing at least
thirty (30)days prior to the termination of the Agreement,with instructions to the effective date
of termination or specify the stage of work at which the Agreement is to be terminated.
b. The Parties to this Agreement may terminate this Agreement when its continuation would not
produce beneficial results commensurate with the further expenditure of funds. In this event,
the Parties shall agree upon the termination conditions.
c. If the Agreement is terminated before performance is completed, the Agency shall be paid
only for that work satisfactorily performed for which costs can be substantiated. Such payment,
however, may not exceed the equivalent percentage of the Department's maximum financial
assistance. If any portion of the Project is located on the Department's right-of-way, then all
work in progress on the Department right-of-way will become the property of the Department
and will be turned over promptly by the Agency.
d. In the event the Agency fails to perform or honor the requirements and provisions of this
Agreement, the Agency shall promptly refund in full to the Department within thirty (30) days
of the termination of the Agreement any funds that were determined by the Department to
have been expended in violation of the Agreement.
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DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-01
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT OGC07/22
e. The Department reserves the right to unilaterally cancel this Agreement for failure by the
Agency to comply with the Public Records provisions of Chapter 119, Florida Statutes.
9. Project Cost:
a. The estimated total cost of the Project is$2,312,820. This amount is based upon Exhibit"B",
Schedule of Financial Assistance. The timeline for deliverables and distribution of estimated
amounts between deliverables within a grant phase, as outlined in Exhibit "B", Schedule of
Financial Assistance, may be modified by mutual written agreement of the Parties and does
not require execution of an Amendment to the Public Transportation Grant Agreement.
The timeline for deliverables and distribution of estimated amounts between grant phases
requires an amendment executed by both Parties in the same form as this Agreement.
b. The Department agrees to participate in the Project cost up to the maximum amount of
$1,156,410 and, the Department's participation in the Project shall not exceed 50.00% of the
total eligible cost of the Project, and as more fully described in Exhibit "B", Schedule of
Financial Assistance. The Agency agrees to bear all expenses in excess of the amount of
the Department's participation and any cost overruns or deficits involved.
10. Compensation and Payment:
a. Eligible Cost. The Department shall reimburse the Agency for allowable costs incurred as
described in Exhibit "A", Project Description and Responsibilities, and as set forth in
Exhibit"B", Schedule of Financial Assistance.
b. Deliverables. The Agency shall provide quantifiable, measurable, and verifiable units of
deliverables. Each deliverable must specify the required minimum level of service to be
performed and the criteria for evaluating successful completion. The Project and the
quantifiable, measurable, and verifiable units of deliverables are described more fully in
Exhibit"A", Project Description and Responsibilities. Modifications to the deliverables in
Exhibit "A", Project Description and Responsibilities requires a formal written
amendment.
c. Invoicing. Invoices shall be submitted no more often than monthly by the Agency in detail
sufficient for a proper pre-audit and post-audit, based on the quantifiable, measurable, and
verifiable deliverables as established in Exhibit "A", Project Description and
Responsibilities. Deliverables and costs incurred must be received and approved by the
Department prior to reimbursement. Requests for reimbursement by the Agency shall include
an invoice, progress report, and supporting documentation for the deliverables being billed
that are acceptable to the Department. The Agency shall use the format for the invoice and
progress report that is approved by the Department.
d. Supporting Documentation. Supporting documentation must establish that the deliverables
were received and accepted in writing by the Agency and must also establish that the required
minimum standards or level of service to be performed based on the criteria for evaluating
successful completion as specified in Exhibit "A", Project Description and
Responsibilities has been met. All costs invoiced shall be supported by properly executed
payrolls, time records, invoices, contracts, or vouchers evidencing in proper detail the nature
and propriety of charges as described in Exhibit "F", Contract Payment Requirements.
e. Travel Expenses. The selected provision below is controlling regarding travel expenses:
Travel expenses are NOT eligible for reimbursement under this Agreement.
X Travel expenses ARE eligible for reimbursement under this Agreement. Bills for travel
expenses specifically authorized in this Agreement shall be submitted on the Department's
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DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-01
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT OGC 07/22
Contractor Travel Form No. 300-000-06 and will be paid in accordance with Section 112.061,
Florida Statutes, and the most current version of the Department's Disbursement Handbook
for Employees and Managers.
f. Financial Consequences. Payment shall be made only after receipt and approval of
deliverables and costs incurred unless advance payments are authorized by the Chief
Financial Officer of the State of Florida under Chapters 215 and 216, Florida Statutes, or the
Department's Comptroller under Section 334.044(29), Florida Statutes. If the Department
determines that the performance of the Agency is unsatisfactory, the Department shall notify
the Agency of the deficiency to be corrected, which correction shall be made within a time-
frame to be specified by the Department. The Agency shall, within thirty (30) days after notice
from the Department, provide the Department with a corrective action plan describing how the
Agency will address all issues of contract non-performance, unacceptable performance,
failure to meet the minimum performance levels, deliverable deficiencies, or contract non-
compliance. If the corrective action plan is unacceptable to the Department, the Agency will
not be reimbursed. If the deficiency is subsequently resolved, the Agency may bill the
Department for the amount that was previously not reimbursed during the next billing period. If
the Agency is unable to resolve the deficiency, the funds shall be forfeited at the end of the
Agreement's term.
g. Invoice Processing. An Agency receiving financial assistance from the Department should
be aware of the following time frames. Inspection or verification and approval of deliverables
shall take no longer than 20 days from the Department's receipt of the invoice. 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 deliverables are received, inspected or verified, and approved.
If a payment is not available within 40 days, a separate interest penalty at a rate as established
pursuant to Section 55.03(1), Florida Statutes, will be due and payable, in addition to the
invoice amount, to the Agency. Interest penalties of less than one (1) dollar will not be
enforced unless the Agency requests payment. Invoices that have to be returned to an Agency
because of Agency preparation errors will result in a delay in the payment. The invoice
payment requirements do not start until a properly completed invoice is provided to the
Department.
A Vendor Ombudsman has been established within the Department of Financial Services.
The duties of this individual include acting as an advocate for Agency who may be
experiencing problems in obtaining timely payment(s) from a state agency. The Vendor
Ombudsman may be contacted at(850) 413-5516.
h. Records Retention. The Agency shall maintain an accounting system or separate accounts
to ensure funds and projects are tracked separately. Records of costs incurred under the terms
of this Agreement shall be maintained and made available upon request to the Department at
all times during the period of this Agreement and for five years after final payment is made.
Copies of these records shall be furnished to the Department upon request. Records of costs
incurred include the Agency's general accounting records and the Project records, together
with supporting documents and records, of the Contractor and all subcontractors performing
work on the Project, and all other records of the Contractor and subcontractors considered
necessary by the Department for a proper audit of costs.
i. Progress Reports. Upon request, the Agency agrees to provide progress reports to the
Department in the standard format used by the Department and at intervals established by the
Department. The Department will be entitled at all times to be advised, at its request, as to the
status of the Project and of details thereof.
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DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-01
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT OGC07/22
j. Submission of 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 "E", Program Specific Terms and Conditions attached to
and incorporated into this Agreement.
k. Offsets for Claims.If, after Project completion, any claim is made by the Department resulting
from an audit or for work or services performed pursuant to this Agreement, the Department
may offset such amount from payments due for work or services done under any agreement
that it has with the Agency owing such amount if, upon written demand, payment of the amount
is not made within 60 days to the Department. Offsetting any amount pursuant to this
paragraph shall not be considered a breach of contract by the Department.
I. Final Invoice. The Agency must submit the final invoice on the Project to the Department
within 120 days after the completion of the Project. Invoices submitted after the 120-day time
period may not be paid.
m. Department's Performance and Payment Contingent Upon Annual Appropriation by the
Legislature. The Department's performance and obligation to pay under this Agreement is
contingent upon an annual appropriation by the Legislature. If the Department's funding for
this Project is in multiple fiscal years, a notice of availability of funds from the Department's
project manager must be received prior to costs being incurred by the Agency. See Exhibit
"B", Schedule of Financial Assistance for funding levels by fiscal year. Project costs
utilizing any fiscal year funds are not eligible for reimbursement if incurred prior to funds
approval being received. The Department will notify the Agency, in writing, when funds are
available.
n. Limits on Contracts Exceeding $25,000 and Term more than 1 Year. In the event this
Agreement is in excess of $25,000 and has a term for a period of more than one year, the
provisions of Section 339.135(6)(a), Florida Statutes, are hereby incorporated:
"The Department, during any fiscal year, shall not expend money, incur any
liability, or enter into any contract which, by its terms, involves the expenditure
of money in excess of the amounts budgeted as available for expenditure
during such fiscal year. Any contract, verbal or written, made in violation of
this subsection is null and void, and no money may be paid on such contract.
The Department shall require a statement from the comptroller of the
Department that funds are available prior to entering into any such contract
or other binding commitment of funds. Nothing herein contained shall prevent
the making of contracts for periods exceeding 1 year, but any contract so
made shall be executory only for the value of the services to be rendered or
agreed to be paid for in succeeding fiscal years; and this paragraph shall be
incorporated verbatim in all contracts of the Department which are for an
amount in excess of$25,000 and which have a term for a period of more than
1 year."
o. Agency Obligation to Refund Department. Any Project funds made available by the
Department pursuant to this Agreement that are determined by the Department to have been
expended by the Agency in violation of this Agreement or any other applicable law or
regulation shall be promptly refunded in full to the Department. Acceptance by the Department
of any documentation or certifications, mandatory or otherwise permitted,that the Agency files
shall not constitute a waiver of the Department's rights as the funding agency to verify all
information at a later date by audit or investigation.
p. Non-Eligible Costs. In determining the amount of the payment, the Department will exclude
all Project costs incurred by the Agency prior to the execution of this Agreement, costs incurred
after the expiration of the Agreement, costs that are not provided for in Exhibit "A", Project
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DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-01
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT OGC07/22
Description and Responsibilities, and as set forth in Exhibit "B", Schedule of Financial
Assistance, costs agreed to be borne by the Agency or its contractors and subcontractors for
not meeting the Project commencement and final invoice time lines, and costs attributable to
goods or services received under a contract or other arrangement that has not been approved
in writing by the Department. Specific unallowable costs may be listed in Exhibit"A", Project
Description and Responsibilities.
11. General Requirements. The Agency shall complete the Project with all practical dispatch in a sound,
economical, and efficient manner, and in accordance with the provisions in this Agreement and all
applicable laws.
a. Necessary Permits Certification. The Agency shall certify to the Department that the
Agency's design consultant and/or construction contractor has secured the necessary permits.
b. Right-of-Way Certification. If the Project involves construction, then the Agency shall provide
to the Department certification and a copy of appropriate documentation substantiating that all
required right-of-way necessary for the Project has been obtained. Certification is required
prior to authorization for advertisement for or solicitation of bids for construction of the Project,
even if no right-of-way is required.
c. Notification Requirements When Performing Construction on Department's Right-of-
Way. In the event the cost of the Project is greater than $250,000.00, and the Project involves
construction on the Department's right-of-way, the Agency shall provide the Department with
written notification of either its intent to:
i. Require the construction work of the Project that is on the Department's right-of-way
to be performed by a Department prequalified contractor, or
iii. Construct the Project utilizing existing Agency employees, if the Agency can
complete said Project within the time frame set forth in this Agreement.
d. _If this box is checked, then the Agency is permitted to utilize its own forces and the following
provision applies: Use of Agency Workforce. In the event the Agency proceeds with any
phase of the Project utilizing its own forces, the Agency will only be reimbursed for direct costs
(this excludes general overhead).
e. X If this box is checked, then the Agency is permitted to utilize Indirect Costs:
Reimbursement for Indirect Program Expenses (select one):
i. X Agency has selected to seek reimbursement from the Department for actual indirect
expenses (no rate).
ii. _Agency has selected to apply a de minimus rate of 10% to modified total direct
costs. Note: The de minimus rate is available only to entities that have never had a
negotiated indirect cost rate. When selected, the de minimus rate must be used
consistently for all federal awards until such time the agency chooses to negotiate a
rate. A cost policy statement and de minimis certification form must be submitted to
the Department for review and approval.
iii. _ Agency has selected to apply a state or federally approved indirect cost rate. A
federally approved rate agreement or indirect cost allocation plan (ICAP) must be
submitted annually.
f. Agency Compliance with Laws, Rules,and Regulations,Guidelines,and Standards.The
Agency shall comply and require its contractors and subcontractors to comply with all terms
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DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-01
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT OGC07/22
and conditions of this Agreement and all federal, state, and local laws and regulations
applicable to this Project.
g. Claims and Requests for Additional Work. The Agency shall have the sole responsibility
for resolving claims and requests for additional work for the Project. The Agency will make
best efforts to obtain the Department's input in its decisions. The Department is not obligated
to reimburse for claims or requests for additional work.
12. Contracts of the Agency:
a. Approval of Third Party Contracts.The Department specifically reserves the right to review
and approve any and all third party contracts with respect to the Project before the Agency
executes or obligates itself in any manner requiring the disbursement of Department funds,
including consultant and purchase of commodities contracts, or amendments thereto. If the
Department chooses to review and approve third party contracts for this Project and the
Agency fails to obtain such approval, that shall be sufficient cause for nonpayment by the
Department. The Department specifically reserves unto itself the right to review the
qualifications of any consultant or contractor and to approve or disapprove the employment of
the same. If Federal Transit Administration (FTA) funds are used in the Project, the
Department must exercise the right to third party contract review.
b. Procurement of Commodities or Contractual Services. It is understood and agreed by the
Parties hereto that participation by the Department in a project with the Agency, where said
project involves the purchase of commodities or contractual services where purchases or
costs exceed the Threshold Amount for CATEGORY TWO per Section 287.017, Florida
Statutes, is contingent on the Agency complying in full with the provisions of Section 287.057,
Florida Statutes. The Agency's Authorized Official shall certify to the Department that the
Agency's purchase of commodities or contractual services has been accomplished in
compliance with Section 287.057, Florida Statutes. It shall be the sole responsibility of the
Agency to ensure that any obligations made in accordance with this Section comply with the
current threshold limits. Contracts, purchase orders, task orders, construction change orders,
or any other agreement that would result in exceeding the current budget contained in Exhibit
"B", Schedule of Financial Assistance, or that is not consistent with the Project description
and scope of services contained in Exhibit "A", Project Description and Responsibilities
must be approved by the Department prior to Agency execution. Failure to obtain such
approval, and subsequent execution of an amendment to the Agreement if required, shall be
sufficient cause for nonpayment by the Department, in accordance with this Agreement.
c. Consultants' Competitive Negotiation Act. It is understood and agreed by the Parties to
this Agreement that participation by the Department in a project with the Agency, where said
project involves a consultant contract for professional services, is contingent on the Agency's
full compliance with provisions of Section 287.055, Florida Statutes, Consultants' Competitive
Negotiation Act. In all cases, the Agency's Authorized Official shall certify to the Department
that selection has been accomplished in compliance with the Consultants' Competitive
Negotiation Act.
d. Disadvantaged Business Enterprise (DBE) Policy and Obligation. It is the policy of the
Department that DBEs, as defined in 49 C.F.R. Part 26, as amended, shall have the
opportunity to participate in the performance of contracts financed in whole or in part with
Department funds under this Agreement. The DBE requirements of applicable federal and
state laws and regulations apply to this Agreement. The Agency and its contractors agree to
ensure that DBEs have the opportunity to participate in the performance of this Agreement.
In this regard, all recipients and contractors shall take all necessary and reasonable steps in
accordance with applicable federal and state laws and regulations to ensure that the DBEs
have the opportunity to compete for and perform contracts. The Agency and its contractors
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DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-01
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT OGC07/22
and subcontractors shall not discriminate on the basis of race, color, national origin or sex in
the award and performance of contracts, entered pursuant to this Agreement.
13. Maintenance Obligations. In the event the Project includes construction or the acquisition of commodities
then the following provisions are incorporated into this Agreement:
a. The Agency agrees to accept all future maintenance and other attendant costs occurring after
completion of the Project for all improvements constructed or commodities acquired as part of
the Project. The terms of this provision shall survive the termination of this Agreement.
14. Sale, Transfer, or Disposal of Department-funded Property:
a. The Agency will not sell or otherwise transfer or dispose of any part of its title or other
interests in real property, facilities, or equipment funded in any part by the Department under
this Agreement without prior written approval by the Department.
b. If a sale, transfer, or disposal by the Agency of all or a portion of Department-funded real
property, facilities, or equipment is approved by the Department, the following provisions will
apply:
i. The Agency shall reimburse the Department a proportional amount of the proceeds
of the sale of any Department-funded property.
ii. The proportional amount shall be determined on the basis of the ratio of the
Department funding of the development or acquisition of the property multiplied
against the sale amount, and shall be remitted to the Department within ninety (90)
days of closing of sale.
iii. Sale of property developed or acquired with Department funds shall be at market
value as determined by appraisal or public bidding process, and the contract and
process for sale must be approved in advance by the Department.
iv. If any portion of the proceeds from the sale to the Agency are non-cash
considerations, reimbursement to the Department shall include a proportional
amount based on the value of the non-cash considerations.
c. The terms of provisions"a" and "b" above shall survive the termination of this Agreement.
i. The terms shall remain in full force and effect throughout the useful life of facilities
developed, equipment acquired, or Project items installed within a facility, but shall
not exceed twenty (20) years from the effective date of this Agreement.
ii. There shall be no limit on the duration of the terms with respect to real property
acquired with Department funds.
15. Single Audit. The administration of Federal or State resources awarded through the Department to the
Agency by this Agreement may be subject to audits and/or monitoring by the Department. The following
requirements do not limit the authority of the Department to conduct or arrange for the conduct of additional
audits or evaluations of Federal awards or State financial assistance or limit the authority of any state
agency inspector general, the State of Florida Auditor General, or any other state official. The Agency shall
comply with all audit and audit reporting requirements as specified below.
Federal Funded:
a. In addition to reviews of audits conducted in accordance with 2 CFR Part 200, Subpart F —
Audit Requirements, monitoring procedures may include but not be limited to on-site visits by
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DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-01
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT 0GC07/22
Department staff and/or other procedures, including reviewing any required performance and
financial reports, following up, ensuring corrective action, and issuing management decisions
on weaknesses found through audits when those findings pertain to Federal awards provided
through the Department by this Agreement. By entering into this Agreement, the Agency
agrees to comply and cooperate fully with any monitoring procedures/processes deemed
appropriate by the Department. The Agency further agrees to comply and cooperate with any
inspections, reviews, investigations, or audits deemed necessary by the Department, State of
Florida Chief Financial Officer(CFO), or State of Florida Auditor General.
b. The Agency, a non-Federal entity as defined by 2 CFR Part 200, Subpart F — Audit
Requirements, as a subrecipient of a Federal award awarded by the Department through this
Agreement, is subject to the following requirements:
i. In the event the Agency expends a total amount of Federal awards equal to or in
excess of the threshold established by 2 CFR Part 200, Subpart F — Audit
Requirements, the Agency must have a Federal single or program-specific audit
conducted for such fiscal year in accordance with the provisions of 2 CFR Part 200,
Subpart F —Audit Requirements. Exhibit "H", Audit Requirements for Awards of
Federal Financial Assistance, to this Agreement provides the required Federal
award identification information needed by the Agency to further comply with the
requirements of 2 CFR Part 200, Subpart F — Audit Requirements. In determining
Federal awards expended in a fiscal year, the Agency must consider all sources of
Federal awards based on when the activity related to the Federal award occurs,
including the Federal award provided through the Department by this Agreement. The
determination of amounts of Federal awards expended should be in accordance with
the guidelines established by 2 CFR Part 200, Subpart F —Audit Requirements. An
audit conducted by the State of Florida Auditor General in accordance with the
provisions of 2 CFR Part 200, Subpart F — Audit Requirements, will meet the
requirements of this part.
ii. In connection with the audit requirements, the Agency shall fulfill the requirements
relative to the auditee responsibilities as provided in 2 CFR Part 200, Subpart F —
Audit Requirements.
iii. In the event the Agency expends less than the threshold established by 2 CFR Part
200, Subpart F—Audit Requirements, in Federal awards, the Agency is exempt from
Federal audit requirements for that fiscal year. However, the Agency must provide a
single audit exemption statement to the Department at
FDOTSingleAuditc(Ddot.state.fl.us no later than nine months after the end of the
Agency's audit period for each applicable audit year. In the event the Agency expends
less than the threshold established by 2 CFR Part 200, Subpart F — Audit
Requirements, in Federal awards in a fiscal year and elects to have an audit
conducted in accordance with the provisions of 2 CFR Part 200, Subpart F — Audit
Requirements, the cost of the audit must be paid from non-Federal resources(i.e., the
cost of such an audit must be paid from the Agency's resources obtained from other
than Federal entities).
iv. The Agency must electronically submit to the Federal Audit Clearinghouse (FAC) at
httos://harvester.census.Qov/facweb/ the audit reporting package as required by 2
CFR Part 200, Subpart F—Audit Requirements, within the earlier of 30 calendar days
after receipt of the auditor's report(s) or nine months after the end of the audit period.
The FAC is the repository of record for audits required by 2 CFR Part 200, Subpart F
—Audit Requirements. However, the Department requires a copy of the audit reporting
package also be submitted to FDOTSingleAudit(a�dot.state.fl.us within the earlier of
30 calendar days after receipt of the auditor's report(s) or nine months after the end
of the audit period as required by 2 CFR Part 200, Subpart F—Audit Requirements.
Paae 9 of 23
DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-01
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT OGC07/22
V. Within six months of acceptance of the audit report by the FAC, the Department will
review the Agency's audit reporting package, including corrective action plans and
management letters, to the extent necessary to determine whether timely and
appropriate action on all deficiencies has been taken pertaining to the Federal award
provided through the Department by this Agreement. If the Agency fails to have an
audit conducted in accordance with 2 CFR Part 200, Subpart F—Audit Requirements,
the Department may impose additional conditions to remedy noncompliance. If the
Department determines that noncompliance cannot be remedied by imposing
additional conditions, the Department may take appropriate actions to enforce
compliance, which actions may include but not be limited to the following:
1. Temporarily withhold cash payments pending correction of the deficiency by
the Agency or more severe enforcement action by the Department;
2. Disallow (deny both use of funds and any applicable matching credit for) all
or part of the cost of the activity or action not in compliance;
3. Wholly or partly suspend or terminate the Federal award;
4. Initiate suspension or debarment proceedings as authorized under 2 C.F.R.
Part 180 and Federal awarding agency regulations (or in the case of the
Department, recommend such a proceeding be initiated by the Federal
awarding agency);
5. Withhold further Federal awards for the Project or program;
6. Take other remedies that may be legally available.
vi. As a condition of receiving this Federal award, the Agency shall permit the Department
or its designee, the CFO, or State of Florida Auditor General access to the Agency's
records, including financial statements, the independent auditor's working papers, and
project records as necessary. Records related to unresolved audit findings, appeals,
or litigation shall be retained until the action is complete or the dispute is resolved.
vii. The Department's contact information for requirements under this part is as follows:
Office of Comptroller, MS 24
605 Suwannee Street
Tallahassee, Florida 32399-0450
FDOTSingleAudit(c�dot.state.fl.us
State Funded:
a. In addition to reviews of audits conducted in accordance with Section 215.97, Florida Statutes,
monitoring procedures to monitor the Agency's use of state financial assistance may include
but not be limited to on-site visits by Department staff and/or other procedures, including
reviewing any required performance and financial reports, following up, ensuring corrective
action, and issuing management decisions on weaknesses found through audits when those
findings pertain to state financial assistance awarded through the Department by this
Agreement. By entering into this Agreement, the Agency agrees to comply and cooperate fully
with any monitoring procedures/processes deemed appropriate by the Department. The
Agency further agrees to comply and cooperate with any inspections, reviews, investigations,
or audits deemed necessary by the Department, the Department of Financial Services (DFS),
or State of Florida Auditor General.
b. The Agency, a "nonstate entity" as defined by Section 215.97, Florida Statutes, as a recipient
of state financial assistance awarded by the Department through this Agreement, is subject to
the following requirements:
Paae 10 of 23
DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-01
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT OGC07/22
In the event the Agency meets the audit threshold requirements established by
Section 215.97, Florida Statutes, the Agency must have a State single or project-
specific audit conducted for such fiscal year in accordance with Section 215.97,
Florida Statutes; applicable rules of the Department of Financial Services; and
Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit
organizations), Rules of the Auditor General. Exhibit"G", Audit Requirements for
Awards of State Financial Assistance, to this Agreement indicates state financial
assistance awarded through the Department by this Agreement needed by the
Agency to further comply with the requirements of Section 215.97, Florida Statutes.
In determining the state financial assistance expended in a fiscal year, the Agency
shall consider all sources of state financial assistance, including state financial
assistance received from the Department by this Agreement, other state agencies,
and other nonstate entities. State financial assistance does not include Federal direct
or pass-through awards and resources received by a nonstate entity for Federal
program matching requirements.
ii. In connection with the audit requirements, the Agency shall ensure that the audit
complies with the requirements of Section 215.97(8), Florida Statutes. This includes
submission of a financial reporting package as defined by Section 215.97(2)(e),
Florida Statutes, and Chapters 10.550 (local governmental entities) or 10.650
(nonprofit and for-profit organizations), Rules of the Auditor General.
iii. In the event the Agency does not meet the audit threshold requirements established
by Section 215.97, Florida Statutes, the Agency is exempt for such fiscal year from
the state single audit requirements of Section 215.97, Florida Statutes. However, the
Agency must provide a single audit exemption statement to the Department at
FDOTSingleAudit@dot.state.fl.us no later than nine months after the end of the
Agency's audit period for each applicable audit year. In the event the Agency does
not meet the audit threshold requirements established by Section 215.97, Florida
Statutes, in a fiscal year and elects to have an audit conducted in accordance with
the provisions of Section 215.97, Florida Statutes, the cost of the audit must be paid
from the Agency's resources (i.e., the cost of such an audit must be paid from the
Agency's resources obtained from other than State entities).
iv. In accordance with Chapters 10.550 (local governmental entities) or 10.650
(nonprofit and for-profit organizations), Rules of the Auditor General, copies of
financial reporting packages required by this Agreement shall be submitted to:
Florida Department of Transportation
Office of Comptroller, MS 24
605 Suwannee Street
Tallahassee, Florida 32399-0405
FDOTSinaleAudit a(�dot.state.fl.us
And
State of Florida Auditor General
Local Government Audits/342
111 West Madison Street, Room 401
Tallahassee, FL 32399-1450
Email: flaudcien localgovt(cr�aud.state.fl.us
v. Any copies of financial reporting packages, reports, or other information required to
be submitted to the Department shall be submitted timely in accordance with Section
215.97, Florida Statutes, and Chapters 10.550 (local governmental entities) or
10.650 (nonprofit and for-profit organizations), Rules of the Auditor General, as
Paae 11 of 23
DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-01
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT OGC07/22
applicable.
vi. The Agency, when submitting financial reporting packages to the Department for
audits done in accordance with Chapters 10.550 (local governmental entities) or
10.650 (nonprofit and for-profit organizations), Rules of the Auditor General, should
indicate the date the reporting package was delivered to the Agency in
correspondence accompanying the reporting package.
vii. Upon receipt, and within six months, the Department will review the Agency's
financial reporting package, including corrective action plans and management
letters, to the extent necessary to determine whether timely and appropriate
corrective action on all deficiencies has been taken pertaining to the state financial
assistance provided through the Department by this Agreement. If the Agency fails
to have an audit conducted consistent with Section 215.97, Florida Statutes, the
Department may take appropriate corrective action to enforce compliance.
viii. As a condition of receiving state financial assistance, the Agency shall permit the
Department or its designee, DFS, or the Auditor General access to the Agency's
records, including financial statements, the independent auditor's working papers,
and project records as necessary. Records related to unresolved audit findings,
appeals, or litigation shall be retained until the action is complete or the dispute is
resolved.
c. The Agency shall retain sufficient records demonstrating its compliance with the terms of this
Agreement for a period of five years from the date the audit report is issued and shall allow
the Department or its designee, DFS, or State of Florida Auditor General access to such
records upon request. The Agency shall ensure that the audit working papers are made
available to the Department or its designee, DFS, or State of Florida Auditor General upon
request for a period of five years from the date the audit report is issued, unless extended in
writing by the Department.
16. Notices and Approvals. Notices and approvals referenced in this Agreement must be obtained in writing
from the Parties' respective Administrators or their designees.
17. Restrictions, Prohibitions, Controls and Labor'Provisions:
a. Convicted Vendor List. A person or affiliate who has been placed on the convicted vendor
list following a conviction for a public entity crime may not submit a bid on a contract to provide
any goods or services to a public entity; may not submit a bid on a contract with a public entity
for the construction or repair of a public building or public work; may not submit bids on leases
of real property to a public entity; may not be awarded or perform work as a contractor,
supplier, subcontractor, or consultant under a contract with any public entity; and may not
transact business with any public entity in excess of the threshold amount provided in Section
287.017, Florida Statutes, for CATEGORY TWO for a period of 36 months from the date of
being placed on the convicted vendor list.
b. Discriminatory Vendor List. In accordance with Section 287.134, Florida Statutes, an entity
or affiliate who has been placed on the Discriminatory Vendor List, kept by the Florida
Department of Management Services, may not submit a bid on a contract to provide goods or
services to a public entity; may not submit a bid on a contract with a public entity for the
construction or repair of a public building or public work; may not submit bids on leases of real
property to a public entity; may not be awarded or perform work as a contractor, supplier,
subcontractor, or consultant under a contract with any public entity; and may not transact
business with any public entity.
Pape 12 of 23
DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-01
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT OGC07/22
c. Non-Responsible Contractors. An entity or affiliate who has had its Certificate of
Qualification suspended, revoked, denied, or have further been determined by the Department
to be a non-responsible contractor, may not submit a bid or perform work for the construction
or repair of a public building or public work on a contract with the Agency.
d. Prohibition on Using Funds for Lobbying. No funds received pursuant to this Agreement
may be expended for lobbying the Florida Legislature,judicial branch, or any state agency, in
accordance with Section 216.347, Florida Statutes.
e. Unauthorized Aliens. The Department shall consider the employment by any contractor of
unauthorized aliens a violation of Section 274A(e) of the Immigration and Nationality Act. If
the contractor knowingly employs unauthorized aliens, such violation will be cause for
unilateral cancellation of this Agreement.
f. Procurement of Construction Services. If the Project is procured pursuant to Chapter 255,
Florida Statutes, for construction services and at the time of the competitive solicitation for the
Project, 50 percent or more of the cost of the Project is to be paid from state-appropriated
funds, then the Agency must comply with the requirements of Section 255.0991, Florida
Statutes.
g. E-Verify. The Agency shall:
i. Utilize the U.S. Department of Homeland Security's E-Verify system to verify the
employment eligibility of all new employees hired by the Agency during the term of the
contract; and
ii. Expressly require any subcontractors performing work or providing services pursuant
to the state contract to likewise utilize the U.S. Department of Homeland Security's E-
Verify system to verify the employment eligibility of all new employees hired by the
subcontractor during the contract term.
h. Executive Order 20-44. Pursuant to Governor's Executive Order 20-44, if the Agency is
required by the Internal Revenue Code to file IRS Form 990 and is named in statute with which
the Department must form a sole-source, public-private agreement; or through contract or
other agreement with the State, annually receives 50% or more of its budget from the State or
from a combination of State and Federal funds, Recipient shall submit an Annual Report to
the Department, including the most recent IRS Form 990, detailing the total compensation for
each member of the Agency executive leadership team. Total compensation shall include
salary, bonuses, cashed-in leave, cash equivalents, severance pay, retirement benefits,
deferred compensation, real-property gifts, and any other payout. The Agency shall inform the
Department of any changes in total executive compensation during the period between the
filing of Annual Reports within 60 days of any change taking effect. All compensation reports
shall detail the percentage of executive leadership compensation received directly from all
State and/or Federal allocations to the Agency. Annual Reports shall be in the form approved
by the Department and shall be submitted to the Department at fdotsingleaudit@dot.state.fl.us
within 180 days following the end of each tax year of the Agency receiving Department funding.
i. Design Services and Construction Engineering and Inspection Services. If the Project
is wholly or partially funded by the Department and administered by a local governmental
entity, except for a seaport listed in Section 311.09, Florida Statutes, or an airport as defined
in Section 332.004, Florida Statutes, the entity performing design and construction
engineering and inspection services may not be the same entity.
18. Indemnification and Insurance:
Pape 13 of 23
DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-01
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT OGCo7/22
a. It is specifically agreed between the Parties executing this Agreement that it is not intended
by any of the provisions of any part of this Agreement to create in the public or any member
thereof, a third party beneficiary under this Agreement, or to authorize anyone not a party to
this Agreement to maintain a suit for personal injuries or property damage pursuant to the
terms or provisions of this Agreement. The Agency guarantees the payment of all just claims
for materials, supplies, tools, or labor and other just claims against the Agency or any
subcontractor, in connection with this Agreement. Additionally, the Agency shall indemnify,
defend, and hold harmless the State of Florida, Department of Transportation, including the
Department's officers and employees, from liabilities, damages, losses, and costs, including,
but not limited to, reasonable attorney's fees, to the extent caused by the negligence,
recklessness, or intentional wrongful misconduct of the Agency and persons employed or
utilized by the Agency in the performance of this Agreement. This indemnification shall
survive the termination of this Agreement. Additionally, the Agency agrees to include the
following indemnification in all contracts with contractors/subcontractors and
consultants/subconsultants who perform work in connection with this Agreement:
"To the fullest extent permitted by law, the Agency's contractor/consultant shall indemnify,
defend, and hold harmless the Agency and the State of Florida, Department of Transportation,
including the Department's officers and employees, from liabilities, damages, losses and
costs, including, but not limited to, reasonable attorney's fees, to the extent caused by the
negligence, recklessness or intentional wrongful misconduct of the contractor/consultant and
persons employed or utilized by the contractor/consultant in the performance of this
Agreement.
This indemnification shall survive the termination of this Agreement."
b. The Agency shall provide Workers' Compensation Insurance in accordance with Florida's
Workers' Compensation law for all employees. If subletting any of the work, ensure that the
subcontractor(s) and subconsultant(s) have Workers' Compensation Insurance for their
employees in accordance with Florida's Workers' Compensation law. If using "leased
employees" or employees obtained through professional employer organizations ("PEO's"),
ensure that such employees are covered by Workers' Compensation Insurance through the
PEO's or other leasing entities. Ensure that any equipment rental agreements that include
operators or other personnel who are employees of independent contractors, sole
proprietorships, or partners are covered by insurance required under Florida's Workers'
Compensation law.
c. If the Agency elects to self-perform the Project, then the Agency may self-insure. If the Agency
elects to hire a contractor or consultant to perform the Project, then the Agency shall carry, or
cause its contractor or consultant to carry, Commercial General Liability insurance providing
continuous coverage for all work or operations performed under this Agreement. Such
insurance shall be no more restrictive than that provided by the latest occurrence form edition
of the standard Commercial General Liability Coverage Form (ISO Form CG 00 01) as filed
for use in the State of Florida. The Agency shall cause, or cause its contractor or consultant
to cause, the Department to be made an Additional Insured as to such insurance. Such
coverage shall be on an "occurrence" basis and shall include Products/Completed Operations
coverage. The coverage afforded to the Department as an Additional Insured shall be primary
as to any other available insurance and shall not be more restrictive than the coverage
afforded to the Named Insured. The limits of coverage shall not be less than $1,000,000 for
each occurrence and not less than a $5,000,000 annual general aggregate, inclusive of
amounts provided by an umbrella or excess policy. The limits of coverage described herein
shall apply fully to the work or operations performed under the Agreement, and may not be
shared with or diminished by claims unrelated to the Agreement. The policy/ies and coverage
described herein may be subject to a deductible and such deductibles shall be paid by the
Named Insured. No policy/ies or coverage described herein may contain or be subject to a
Retention or a Self-Insured Retention unless the Agency is a state agency or subdivision of
Page 14 of 23
DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-01
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT OGC07/22
the State of Florida that elects to self-perform the Project. Prior to the execution of the
Agreement, and at all renewal periods which occur prior to final acceptance of the work, the
Department shall be provided with an ACORD Certificate of Liability Insurance reflecting the
coverage described herein. The Department shall be notified in writing within ten days of any
cancellation, notice of cancellation, lapse, renewal, or proposed change to any policy or
coverage described herein. The Department's approval or failure to disapprove any policy/ies,
coverage, or ACORD Certificates shall not relieve or excuse any obligation to procure and
maintain the insurance required herein, nor serve as a waiver of any rights or defenses the
Department may have.
d. When the Agreement includes the construction of a railroad grade crossing, railroad overpass
or underpass structure, or any other work or operations within the limits of the railroad right-
of-way, including any encroachments thereon from work or operations in the vicinity of the
railroad right-of-way, the Agency shall, or cause its contractor to, in addition to the insurance
coverage required above, procure and maintain Railroad Protective Liability Coverage (ISO
Form CG 00 35) where the railroad is the Named Insured and where the limits are not less
than $2,000,000 combined single limit for bodily injury and/or property damage per
occurrence, and with an annual aggregate limit of not less than $6,000,000. The railroad shall
also be added along with the Department as an Additional Insured on the policy/ies procured
pursuant to the paragraph above. Prior to the execution of the Agreement, and at all renewal
periods which occur prior to final acceptance of the work, both the Department and the railroad
shall be provided with an ACORD Certificate of Liability Insurance reflecting the coverage
described herein. The insurance described herein shall be maintained through final
acceptance of the work. Both the Department and the railroad shall be notified in writing within
ten days of any cancellation, notice of cancellation, renewal, or proposed change to any policy
or coverage described herein. The Department's approval or failure to disapprove any
policy/ies, coverage, or ACORD Certificates shall not relieve or excuse any obligation to
procure and maintain the insurance required herein, nor serve as a waiver of any rights the
Department may have.
e. When the Agreement involves work on or in the vicinity of utility-owned property or facilities,
the utility shall be added along with the Department as an Additional Insured on the
Commercial General Liability policy/ies procured above.
19. Miscellaneous:
a. Environmental Regulations. The Agency will be solely responsible for compliance with all
applicable environmental regulations and for any liability arising from non-compliance with
these regulations, and will reimburse the Department for any loss incurred in connection
therewith.
b. Non-Admission of Liability. 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.
c. Severability. 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.
d. Agency not an agent of Department. The Agency and the Department agree that the
Agency, its employees, contractors, subcontractors, consultants, and subconsultants are not
agents of the Department as a result of this Agreement.
Pape 15 of 23
DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-01
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT OGC 07/22
e. 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.
f. Non-Contravention of State Law. Nothing in the Agreement shall require the Agency to
observe or enforce compliance with any provision or perform any act or do any other thing in
contravention of any applicable state law. If any of the provisions of the Agreement violate any
applicable state law. the Agency will at once notify the Department in writing so 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.
g. Execution of Agreement. This Agreement may be executed in one or more counterparts,
each of which shall be deemed an original. but all of which shall constitute the same
Agreement. A facsimile or electronic transmission of this Agreement with a signature on behalf
of a party will be legal and binding on such party.
h. Federal Award Identification Number (FAIN). If the FAIN is not available prior to execution
of the Agreement, the Department may unilaterally add the FAIN to the Agreement without
approval of the Agency and without an amendment to the Agreement. If this occurs, an
updated Agreement that includes the FAIN will be provided to the Agency and uploaded to the
Department of Financial Services' Florida Accountability Contract Tracking System (FACTS).
i. Inspector General Cooperation. The Agency agrees to comply with Section 20.055(5),
Florida Statutes, and to incorporate in all subcontracts the obligation to comply with Section
20.055(5), Florida Statutes.
j. Law, Forum, and Venue.This Agreement shall be governed by and construed in accordance
with the laws of the State of Florida. In the event of a conflict between any portion of the
contract and Florida law, the laws of Florida shall prevail. The Agency agrees to waive forum
and venue and that the Department shall determine the forum and venue in which any dispute
under this Agreement is decided.
IN WITNESS WHEREOF, the Parties have executed this Agreement on the day and year written above.
AGENCY Col Aunt Boar. . Coun STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION
Corn►iiseA'
By: �,,• J��
Name: John M. Kubler, P.E.
William L. McDaniel, Jr., Chairman
Title: Director of Transportation Development
STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION
Legal Review:
,--DS
Don Conway
ATTEST .• ^^
CRYSTAL K. ZEL,CORK
BY. ,.,�„r . ,.''� _ Approv;h a.i ."`, and legality
Attest'as to Chai . .41161,1,
signature on!y.,
Jeffrey A. =tz '+ `.,County Attorney
Page 16 of 23
DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-02
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT EXHIBITS OGC09/22
EXHIBIT A
Project Description and Responsibilities
A. Project Description (description of Agency's project to provide context, description of project components funded
via this Agreement(if not the entire project)): The purpose of this project is to provide for the Department's
participation, through the use of Public Transit Block Grant Program funds for the Agency's eligible administrative,
management, and operational expenses incurred through providing public transportation services in Collier County.
The Public Transit Block Grant Program was enacted by the Florida Legislature to provide a stable source of funding
for public transit. Projects shall be consistent with the applicable approved local government comprehensive plans.
B. Project Location (limits, city, county, map): Collier County, FL
C. Project Scope (allowable costs: describe project components, improvement type/service type, approximate
timeline, project schedule, project size): This project is for the Department's participation in eligible public transit
operating costs which may not exceed fifty (50) percent of such costs or an amount equal to the total revenue,
excluding farebox, charter, and advertising revenue and federal funds, received by the provider for operating costs,
whichever amount is less.
The Department recognizes the necessity of, and allows, the Agency to provide public transportation services under
this Agreement beyond its geographic boundaries for achievement of effective and efficient public transit services, and
for public necessity and convenience.
D. Deliverable(s): The Agency shall provide a progress report with each invoice submittal.
The project scope identifies the ultimate project deliverables. Deliverables for requisition, payment and invoice
purposes will be the incremental progress made toward completion of project scope elements. Supporting
documentation will be quantifiable, measurable, and verifiable, to allow for a determination of the amount of
incremental progress that has been made, and provide evidence that the payment requested is commensurate with
the accomplished incremental progress and costs incurred by the Agency.
E. Unallowable Costs (including but not limited to): Expenses created from third-party contracts which were not
approved by the Florida Department of Transportation in accordance with Article 12 of this agreement.
F. Transit Operating Grant Requirements (Transit Only):
Transit Operating Grants billed as an operational subsidy will require an expenditure detail report from the Agency that
matches the invoice period. The expenditure detail, along with the progress report, will be the required deliverables for
Transit Operating Grants. Operating grants may be issued for a term not to exceed three years from execution. The
original grant agreement will include funding for year one. Funding for years two and three will be added by
amendment as long as the grantee has submitted all invoices on schedule and the project deliverables for the year
have been met.
Paae 17 of 23
DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-02
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT EXHIBITS OGC09/22
EXHIBIT B
Schedule of Financial Assistance
TRANSIT OPERATING ONLY
FUNDS AWARDED TO THE AGENCY PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLOWING:
A. Fund Type and Fiscal Year:
Financial Fund FLAIR State Object CSFA/ CSFA/CFDA Title or Funding
Project Type Category Fiscal Code CFDA Funding Source Description Amount
Number Year Number
41 01 39-1-84-06 DDR 088774 2023 751000 55.010 Public Transit Block Grant Program $896,534.00
410139-1-84-06 DPTO 088774 2023 751000 55.010 Public Transit Block Grant Program $259,876.00
Total Financial Assistance $1,156,410.00
B. Operations Phase - Estimate of Project Costs by Budget Category:
Budget Categories
State Local Federal Total
Operations(Transit Only) *
Salaries $0 $0 $0 $0
Fringe Benefits $0 $0 $0 $0
Contractual Services $1,156,410 $1,156,410 $0 $2,312,820
Travel $0 $0 $0 $0
Other Direct Costs $0 $0 $0 $0
Indirect Costs $0 $0 $0 $0
Totals $1,156,410 $1,156,410 $0 $2,312,820
* Budget category amounts are estimates and can be shifted between items without
amendment (because they are all within the Operations Phase).
C. Cost Reimbursement
The Agency will submit invoices for cost reimbursement on a:
_Monthly
X Quarterly
Other:
basis upon the approval of the deliverables including the expenditure detail provided by the Agency.
Scope Code and/or Activity N/A
Line Item (ALI) (Transit Only)
BUDGET/COST ANALYSIS CERTIFICATION AS REQUIRED BY SECTION 216.3475, FLORIDA STATUTES:
I certify that the cost for each line item budget category has been evaluated and determined to be allowable,
reasonable, and necessary as required by Section 216.3475, Florida Statutes. Documentation is on file
evidencing the methodology used and the conclusions reached.
Dale Hanson
Department Grant Manager Name —DocuSignedby: 10/25/2022 I 4:20 PM EDT
Naar, tkawbta,
Signature '—EBBC4131523C4C4... Date
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DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-02
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT EXHIBITS OGC 09/22
EXHIBIT D
AGENCY RESOLUTION
PLEASE SEE ATTACHED
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DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-02
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT EXHIBITS OGC09/22
EXHIBIT E
PROGRAM SPECIFIC TERMS AND CONDITIONS —TRANSIT
(For State Block Grant Only)
This exhibit forms an integral part of the Agreement between the Department and the Agency.
1. Statutory Reference. Section 341.052, F.S.
2. Eligibility.The Department shall provide block grant funds for eligible capital and operating costs of public bus
transit and local public fixed guideway projects. Eligibility of this Agency to receive grant funding is provided in
Section 341.052(1), F.S., and Sections 5307 and 5311 of the Federal Transit Act, 49 U.S.C. 5307, and 49
U.S.C. 5311 respectively.
a) Eligible transit capital costs means any costs that would be defined as capital costs by the Federal
Transit Administration.
b) Eligible transit operating costs are the total administrative, management, and operation costs directly
incident to the provision of public bus transit services, excluding any depreciation or amortization of
capital assets.
3. Local Revenue Limits. Block grant funds shall not exceed local revenue during the term of this Agreement.
Local revenue is defined as the sum of money received from local government entities to assist in paying
transit operation costs, including tax funds, and revenue earned from fare box receipts, charter service,
contract service, express service and non -transportation activities.
4. Supplanting Local Tax Revenue. Block grant funds shall not supplant local tax revenues made available for
operations in the year immediately preceding this Agreement.
5. State Participation. State participation in eligible public transit operating costs may not exceed fifty (50)
percent of such costs or an amount equal to the total revenue, excluding farebox, charter, and advertising
revenue and federal funds, received by the provider for operating costs, whichever amount is less.
6. Required Budget. The Agency shall provide the Department with two (2) copies of its most current adopted
budget by March 1. Unless the adopted budget uses a format consistent with the National Transit Database
(NTD) report, the copy provided to the Department will indicate how the projections for total local revenue,
local tax revenue made available for operations, and depreciation and amortization costs, as they will appear
in the NTD report, can be identified.
7. Required Publication of Productivity and Performance Measures. The Agency shall publish in the local
newspaper of its area, in the format prescribed by the Department, the productivity and performance measures
established for the transit providers most recently completed fiscal year and the prior fiscal year. This report
shall be approved by the Department prior to its publication. This report shall be submitted to the Department
no later than November 15 of each year, and published either by December 31 or no later than twenty-eight
(28) calendar days of the Department's written approval of the report. The Agency shall furnish an affidavit of
publication to the Department within twenty eight (28) calendar days of publication.
8. Annual Plan or Update. The Agency shall submit a Transit Development Plan (TDP) or annual update to the
Department by September 1 of each year.
a) As a separate part of the transit development plan or annual report, the Agency will address potential
enhancements to productivity and performance which would have the effect of increasing farebox ratio
pursuant to Section 341.071(2), F.S.
Pape 20 of 23
DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-02
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT EXHIBITS OGC 09/22
b) A TDP shall conform to the requirements in Rule 14-73, available at:
http://fac.dos.state.fl.us/faconline/chapter14.pdf.
9. Safety Requirements. Mark the required Safety submittal or provisions for this Agreement if applicable:
X Bus Transit System— In accordance with Section 341.061, F.S., and Rule 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 and Security
Program Plan pursuant to Rule Chapter 14-90 and has performed annual safety inspections of all buses
operated.
Fixed Guideway Transportation System (established) — In accordance with Section 341.061, F.S., the
Agency shall submit, and the Department shall have on file, annual certification by the Agency of
compliance with its System Safety and Security Program Plan, pursuant to Rule 14-15.017 and the
"Safety and Security Oversight Program Standards Manual", DOT Topic Number 725-030-014.
Fixed Guideway Transportation System—This applies to New Starts projects and subsequent major
projects to extend, rehabilitate, or modify an existing system, or to replace vehicles and equipment. In
accordance with Section 341.061, F.S., the Agency shall submit a certification attesting to the adoption
of a System Safety Program Plan pursuant to Rule 14-15.017 and the"Safety and Security Oversight
Program Standards Manual", DOT Topic Number 725-030-014. Prior to beginning passenger service
operations, the Agency shall submit a certification to the Department that the new start system or
major modification to an existing system is safe for passenger service.
Not Applicable.
10. Transit Vehicle Inventory Management. The agency will follow the Department's Transit Vehicle Inventory
Management Procedure (725-030-025i), which outlines the requirements for continuing management control,
inventory transfer and disposal actions. This procedure pertains ONLY to capital procurements of rolling stock
using the FTA Section 5310, Section 5311, Section 5316 and Section 5317 programs as the funding source,
or where the Department participates in 50% or more of the public transit vehicle's purchase price. This may
include vehicles purchased under the State Transit Block Grant Program, State Transit Corridor Program,
State Transit Service Development Program, or other applicable Departmental programs.
11. Formula Information.As authorized in Section 341.052, F.S., the annual appropriation in the program is
divided by formula and then distributed to each eligible transit system. The formula described below is
adjusted each year based on data received from the transit systems' federally required National Transit Data
(NTD) report. A copy of the NTD report is required to be sent to the Department each year.
Distribution is accomplished through a multiple step process. 15% of the appropriation is given to the
Commission for the Transportation Disadvantaged to be distributed to the Community Transportation
Coordinators in accordance with Chapter 427, F.S. The remaining 85% is divided into three equal portions.
Each eligible transit system gets a percentage of the first portion based on their percentage of total population
served; the second portion is allocated based on their percentage of total revenue miles of service provided;
and the third portion is allocated based on their percentage of total passengers carried. The total from all three
portions is the total available allocation for each eligible transit system in the state.
--End of Exhibit E--
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DocuSign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-02
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT EXHIBITS OGC 09/22
EXHIBIT F
Contract Payment Requirements
Florida Department of Financial Services, Reference Guide for State Expenditures
Cost Reimbursement Contracts
Invoices for cost reimbursement contracts must be supported by an itemized listing of expenditures by category (salary,
travel, expenses, etc.). Supporting documentation shall be submitted for each amount for which reimbursement is being
claimed indicating that the item has been paid. Documentation for each amount for which reimbursement is being
claimed must indicate that the item has been paid. Check numbers may be provided in lieu of copies of actual checks.
Each piece of documentation should clearly reflect the dates of service. Only expenditures for categories in the approved
agreement budget may be reimbursed. These expenditures must be allowable (pursuant to law) and directly related to
the services being provided.
Listed below are types and examples of supporting documentation for cost reimbursement agreements:
(1) Salaries: A payroll register or similar documentation should be submitted. The payroll register should show
gross salary charges, fringe benefits, other deductions and net pay. If an individual for whom reimbursement is
being claimed is paid by the hour, a document reflecting the hours worked times the rate of pay will be
acceptable.
(2) Fringe Benefits: Fringe Benefits should be supported by invoices showing the amount paid on behalf of the
employee (e.g., insurance premiums paid). If the contract specifically states that fringe benefits will be based
on a specified percentage rather than the actual cost of fringe benefits, then the calculation for the fringe benefits
amount must be shown.
Exception: Governmental entities are not required to provide check numbers or copies of checks for fringe
benefits.
(3) Travel: Reimbursement for travel must be in accordance with Section 112.061, Florida Statutes, which
includes submission of the claim on the approved State travel voucher or electronic means.
(4) Other direct costs: Reimbursement will be made based on paid invoices/receipts. If nonexpendable property
is purchased using State funds, the contract should include a provision for the transfer of the property to the
State when services are terminated. Documentation must be provided to show compliance with Department of
Management Services Rule 60A-1.017, Florida Administrative Code, regarding the requirements for contracts
which include services and that provide for the contractor to purchase tangible personal property as defined in
Section 273.02, Florida Statutes, for subsequent transfer to the State.
(5) In-house charges: Charges which may be of an internal nature (e.g., postage, copies, etc.) may be
reimbursed on a usage log which shows the units times the rate being charged. The rates must be reasonable.
(6) Indirect costs: If the contract specifies that indirect costs will be paid based on a specified rate, then the
calculation should be shown.
Contracts between state agencies, and/or contracts between universities may submit alternative documentation
to substantiate the reimbursement request that may be in the form of FLAIR reports or other detailed reports.
The Florida Department of Financial Services, online Reference Guide for State Expenditures can be found at this web
address https://www.mvfloridacfo.com/Division/AA/Manuals/documents/ReferenceGuideforStateExpenditures.pdf.
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Docusign Envelope ID:C00631FF-86B1-4837-A5FB-BF64EF22F35B
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION Form 725-000-02
PUBLIC TRANSPORTATION STRATEGIC
DEVELOPMENT
GRANT AGREEMENT EXHIBITS OGC09/22
EXHIBIT G
AUDIT REQUIREMENTS FOR AWARDS OF STATE FINANCIAL ASSISTANCE
THE STATE RESOURCES AWARDED PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLOWING:
SUBJECT TO SECTION 215.97, FLORIDA STATUTES:-
Awarding Agency: Florida Department of Transportation
State Project Title: Public Transit Block Grant Program
CSFA Number: 55.010
*Award Amount: $1,156,410
*The award amount may change with amendments
Specific project information for CSFA Number 55.010 is provided at: https://apes.fldfs.com/fsaa/searchCataloq.aspx
COMPLIANCE REQUIREMENTS APPLICABLE TO STATE RESOURCES AWARDED PURSUANT TO THIS
AGREEMENT:
State Project Compliance Requirements for CSFA Number 55.010 are provided at:
https://apps.fldfs.com/fsaa/searchCompliance.aspx
The State Projects Compliance Supplement is provided at: https://apps.fldfs.com/fsaa/compliance.aspx
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DocuSign
Certificate Of Completion
Envelope Id:C00631 FF86B14837A5FBBF64EF22F35B Status:Completed
Subject:Complete with DocuSign:410139-1-84-06 Draft PTGA.pdf
Contract Number(ex.C9Al2,optional):
Document Contains Confidential Information?: No
Fin Proj Num(ex.123456-1-32-01,Optional):410139-1-84-06
Office(contact Procurement if add is needed):
Transit
HR Action?: No
Source Envelope:
Document Pages:23 Signatures: 1 Envelope Originator:
Certificate Pages:2 Initials: 1 Dale Hanson
AutoNav:Enabled 605 Suwannee Street
Envelopeld Stamping: Enabled MS 20
Time Zone:(UTC-05:00)Eastern Time(US&Canada) Tallahassee, FL 32399-0450
Dale.Hanson@dot.state.fl.us
IP Address: 156.75.180.190
Record Tracking
Status:Original Holder: Dale Hanson Location: DocuSign
10/25/2022 4:18:06 PM Dale.Hanson@dot.state.fl.us
Signer Events Signature Timestamp
Dale Hanson cDOO$1gnedby: Sent: 10/25/2022 4:19:51 PM
dale.hanson@dot.state.fl.us Pak thun,SOIA, Viewed: 10/25/2022 4:20:05 PM
Transit Projects Coordinator —eesca,3,sz3caca. Signed: 10/25/2022 4:20:10 PM
ATKINS on behalf of the Florida Department of
Transportation Signature Adoption:Pre-selected Style
Using IP Address: 156.75.180.190
Security Level: Email,Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Don Conway —DS Sent: 10/25/2022 4:20:11 PM
Don.Conway@dot.state.fl.us Z)G Viewed: 10/26/2022 8:39:49 AM
Senior Attorney Signed: 10/26/2022 8:58:40 AM
Florida Department of Transportation
Security Level: Email,Account Authentication Signature Adoption:Pre-selected Style
(None) Using IP Address: 156.75.252.6
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 10/25/2022 4:19:51 PM
Certified Delivered Security Checked 10/26/2022 8:39:49 AM
Signing Complete Security Checked 10/26/2022 8:58:40 AM
Completed Security Checked 10/26/2022 8:58:40 AM
Payment Events Status Timestamps