SPECIAL CITY COMMISSION MEETING WEDNESDAY,FEBRUARY21,2024 6:00P.M COMMISSION CHAMBERS, CITYHALL 8W. BROADWAYST. FORT MEADE, FLORIDA 33841 Meeting ID: 89435569280 Passcode: 135312 13052241968,89435569280H.m *135312#US nttps/us02web.00.us//8943569280Ppw0-M2IN21N12cUoa3VsdOXMIM25Uptd,09 AMENDED AGENDA 1. 2. 3. 4. CALLTOORDER ROLLCALL-CITy CLERK agenda items only. BUSINESS: PUBLIC FORUM: Citizen comments which shall be three (3) minutes per person on A. A RESOLUTION OF THE CITY OF FORT MEADE, FLORIDA APPROVING THE INTERIM CITY MANAGER EMPLOYMENT AGREEMENT BETWEEN THE CITY OF FORT MEADE, FLORIDA, AND DUSTIN R. BURKE; AND PROVIDING AN EFFECTIVE DATE. B. C. Reimbursement of funds to Main Street and Chamber of Commerce Congressional Appropriation Discussion D. A RESOLUTION OF THE CITY OF FORT MEADE AUTHORIZINGTHE EXECUTION OF STATE-FUNDED GRANT AGREEMENT PROJECT FPN #4525957-1-54-01 WITHTHE FLORIDA DEPARTMENTOF TRANSPORATION. 5. ADJOURNMENT: NOTE: Ifany, person decides to appeal any decision made by the City Commission with respect to any matter considered at this meeting or hearing, he/she will need a record of the proceedings, and for such purpose, he/she may need to ensure that a verbatim record of the proceedings is made, which record includes the testimony and evidence upon which the appeal is to be based. (F.S. $286.0105) Temp. Reso. No. 2/21/24 2/21/24 CITY OF FORT MEADE, FLORIDA RESOLUTION NO. 22004-08 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF FORT MEADE, FLORIDA, APPROVING THE EMPLOYMENT AGREEMENT WITH DUSTIN R. BURKE TO SERVE AS THE INTERIM CITY MANAGER; AUTHORIZING THE MAYOR TO EXECUTE THE EMPLOYMENT AGREEMENT; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City Commission desires to appoint Dustin r. Burke as the Interim City Manager for the City; and WHEREAS, the proposed Employment Agreement attached as Exhibit "A," reflects the proposed terms and conditions of Dustin R. Burke's employment as the City Manager; and WHEREAS, the City Commission deems it to be in the best interest of the citizens and residents of the City of Fort Meade to approve the Employment Agreement with Dustin R. Burke, attached as Exhibit "A" and to authorize the Mayor to execute the Employment Agreement. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF FORT MEADE, AS FOLLOWS: Section 1: That the foregoing WHEREAS" clauses are ratified and confirmed as being true and correct and made a specific part of this Resolution. Temp. Reso. No. 2/21/24 2/21/24 Section 2: That the Employment Agreement with Dustin R. Burke, attached as Exhibit "A", is approved. Section 3: That the Mayor is authorized to execute the Employment Agreement, attached as Exhibit "A", together with such non-substantial changes as are acceptable to Dustin R. Burke and the Mayor and approved as to the form and legal sufficiency by the City Attorney. Section4: That the appropriate City officials are authorized to do all things necessary and expedient to carry out the aims of this Resolution. PASSED AND ADOPTED this day of Mayor, Petrina McCutchen ATTEST: Melissa Cannon, Deputy City Clerk, IHEREBY CERTIFY that Ihave approved this RESOLUTION as to form: City Attorney, Austin Pamies Norris Weeks Powell, PLLC Reso. No. 2 Temp. Reso. No. 2/21/24 2/21/24 Requested by Administration Vice-Mayor Samuel Berrien Commissioner James Watts Commissioner Jaret Williams Commissioner James Possum Schaill Mayor Petrina McCutchen Voted Reso. No. 3 INTERIM CITY MANGER EMPLOYMENT AGREEMENT THIS INTERIM CITY MANGER EMPLOYMENT AGREEMENT (hereinafter referred to as "Agreement"), is by and between the City of Fort Meade, Florida, a subdivision of the State of Florida (hereinafter referred to as "City"), and Dustin R. Burke (referred to herein after as "Burke" or "Interim City Manager"). WITNESSETH: WHEREAS, the City desires to employ Burke as the Interim City Manager of the City, WHEREAS, the City, through its City Commission, desires to provide for certain benefits and compensation for Burke and to establish conditions of employment applicable to the as provided for in City Charter oft the City ofFort Meade; and City Manager;and WHEREAS, Burke desires to accept employment as the Interim City Manager of the City NOW, THEREFORE, in consideration of the mutual promises as set forth in this under the terms and conditions set forth herein. Agreement, the City and Burke agree as follows: Section 1. Employment. A. The City hires and appoints Burke as its Interim City Manager, under the terms established herein, to perform the duties and functions of City Manager as specified in the City's Charter and the City Code of Ordinances and to perform such other legally permissible and proper duties and functions as the City Commission shall from B. The City's employment of Burke as Interim City Manager shall be effective on February 21, 2024, and remain in effect five (5) months until 11:59 p.m. on July 21, 2024, unless time-to-time assign. terminated as provided herein. Section 2. Salary and Evaluation. For the performance of services pursuant to this Agreement, the City agrees to pay the Interim City Manager an annual base salary of Eighty-Four Thousand Dollars ($84,000.00), payable in installments at the same time as other City employees arepaid. Section 3. Duties and Obligations. A. Burke shall have the duties, responsibilities, and powers of the City Manager under the City Charter and Code of Ordinances. Burke agrees to perform all duties and responsibilities faithfully, industriously, and to the best ofhis ability and in a professional and competent manner. B. Burke shall remain in the exclusive employ of the City and shall devote all such, time, attention, knowledge, and skills necessary to faithfully perform his duties under this Agreement. Burke may, however, engage in educational and professional activities and other similar activities, provided that such activities shall not interfere with his primary obligation to the City as its Interim City Manager. The City Manager shall dedicate no less than an average of forty (40) hours per week in the performance of his duties hereunder. Section 4. Automobile. Burke's duties, as City Manager, will require that he use his personally owned automobile for City business. City agrees to pay Burke, during the term oft this Agreement, and in addition to his Base Salary and benefits herein provided, the sum of Four Hundred Dollars ($400.00) per month as a taxable car allowance, payable with and not otherwise segregated from Burke's periodic compensation payments. Burke shall acquire and maintain an automobile during the term oft this Agreement. Burke shall be responsible for paying for liability, property damage and comprehensive insurance coverage upon such automobile and shall further be responsible for all expenses attendant to the purchase, operation, maintenance, repair, and regular replacement of said automobile. Section 5. Cellular Phone and Electronic Equipment. Burke will be provided with a cell phone allowance in the amount of Three Hundred and Fifty Dollars ($350.00), electronic equipment, and services necessary toj perform his duties, equal tot the allowance provided to the City's other senior management and executive staff. Section 6. Benefits. The City shall pay 100% oft the premium cost for family medical insurance coverage for the Interim City Manager under the PRM Plan Blue Option 1- 03748 plan or its equivalent. There will be a $1500 per month stipend provided by the City during any insurance waiting period, payable to Burke during the first pay period of each month. Burke shall be entitled to participate in all other benefits as specified in the City's employee handbook. This includes offerings such as dental, vision, life insurance, disability coverage and any other benefit programs outlined as available to employees in the handbook. Section 7. Retirement andDeferred Compensation. The City shall make a total contribution of $22,000 to an IRS-eligible 401(k) retirement plan for the Interim City Manager. The contribution will be earned in full upon commencement ofe employment. This amount will be deposited into the designated 401(k) account on a pro rata basis each pay period, spread evenly across the pay schedule for the contract period and capped as needed to comply with annual IRS limits on tax-deferred retirement contributions. In the event the $22,000 total annual contribution cannot be fully disbursed into the 401(k) plan without exceeding IRS limits, any remaining overage amount will be paid to the Burke as taxable wage compensation to make up for the shortfall versus the promised level of support. Section 8. Dues and Subscriptions. The City agrees to pay Burke's professional dues for membership in the International City/County Management Association, the Florida City and City Management Association, and the National Forum of Black Public Administrators. The City shall pay other dues and subscriptions on behalf of Burke as are approved in the City's annual budget (on a line-item basis). Section 9. Professional Development. The City agrees to pay reasonable and customary travel and subsistence expenses for Burke's travel to and attendance at the International City/County Management Association's annual conference, the Florida City and City Management Association's annual conference, the Florida Association of Counties' annual conference, and other forums for public administrators. The City shall pay for Burke's attendance at other seminars, conferences, and committee meetings as it deems appropriate. Section 10. Community Involvement. The City recognizes the desirability of representation in and before local civic and other organizations, and encourages its City Manager to participate in these organizations to foster a continuing awareness oft the City's activities as well as the community/satitudes and ideas. Section 11. Vacation and Sick Leave. Burke shall receive ten (10) calendar days of personal/sick leave allowance to use during the term oft this Agreement. Additional paid time off may be granted at the discretion of the City Commission. There shall be no accrual, carryover, or payout of unused allowance at the end of the contract term or upon early termination. Section 12. Holidays. Burke shall be entitled to the same paid holidays as the general City staff. Section 13. Termination by the City and Severance Pay. A. The Interim City Manager serves at the pleasure of the City Commission. The City Commission may terminate this Agreement and Burke's employment by majority vote at ad duly noticed public meeting, with 30 days written notice to the Interim City Manager. Written notice shall be deemed properly delivered if hand-delivered to the Interim City Manager or delivered by certified mail to the last known address provided to the City B. Regardless of the reason for Burkes' termination, Burke shall retain all benefits earned or accrued during the term ofthis Agreement and prior to becoming City Manager. Section 14. Termination by the City Manager. Burke may terminate this Agreement at any time by delivering to the City Commission a written notice of termination not later than thirty (30) days prior to the effective date of the termination unless the parties agree in writing to a different period of time. Section 15. Disability. If Burke becomes permanently disabled or is otherwise unable to perform his duties because ofs sickness, accident, injury, mental incapacity, or health for a period of four consecutive weeks beyond any accrued leave, the City shall have the option to terminate this Agreement. Section 16. Indemnification. A. The City shall defend, save harmless, and indemnify Burke against any action for any injury or damage suffered as a result of any act, event, or omission ofa action that he reasonably believes to be in the scope of his duties or function, unless he acted in bad faith or with malicious purpose or in a manner exhibiting wanton and willful disregard of human rights, safety, or property. The City will compromise and settle any such claim or suit and pay the amount of any settlement or judgment rendered thereon. The City shall not be liable for Burke's acts or omissions committed while acting outside the course and scope of his agreed duties or committed in bad faith or with malicious purpose or in a manner exhibiting wanton and willful disregard of human rights, safety, or property. In such an instance, Burke shall reimburse the City for any legal fees and expenses the City has incurred or otherwise paid, for or on his behalf, in connection with the charged conduct. B. Said indemnification shall extend beyond the termination of employment and the expiration of this Agreement to provide protection for any such acts undertaken or committed in Burke's capacity as City Manager, regardless of whether the notice ofclaim or filing ofal lawsuit occurs during or following his employment with the City. Section 17. Bonding. The City agrees to bear the full cost of any fidelity or other bonds required of the Interim City Manager under any policy, regulation, ordinance, or law. Section 18. CodeofEthics. Inasmuch as Burke is an active full member oft the International City/County Management Association ("ICMA"), the "Code of Ethics" promulgated by ICMA is incorporated herein, and by this reference made a part hereof. Said "Code of Ethics" shall furnish principles to govern Burke's conduct and actions as City Manager oft the City. Section 19. Notices. The notices sent to any person pursuant to this Agreement shall be in writing and transmitted by messenger, certified mail, return receipt requested, facsimile or telegram, and shall be mailed or delivered as follows: As to City: Mayor, Petrina McCutchen City of Fort Meade 8W. Broadway Street Fort Meade, Florida 33841 With a Copy to: Fort Meade City Attorney Austin Pamies Norris Weeks Powell PLLC 401 North Avenue oft the Arts (NW 7th Avenue) Fort Lauderdale, Florida 33311 Telephone: (954)768-9770 Ast to City Manager: Dustin R. Burke 203 6th Street NE Fort Meade, Florida 33841 Any oft the foregoing parties may, by Notice in writing given to the other, designate any further or different addresses to which subsequent notices, certificates or other communications shall be sent. Any notice shall be deemed given on the date such notice is delivered by hand or facsimile transmission or three days after the date mailed. Section 20. General Terms and. Conditions. A. Ifany provision, or any portion thereof, contained in this Agreement is held by a court of competent jurisdiction to be unconstitutional, illegal, invalid, or unenforceable, the remainder oft this Agreement, or portion thereof, shall not be affected and shall remain in B. The waiver by either party of a breach of any provision of this Agreement by the other shall not operate or be construed as a waiver of any subsequent breach by that party. C. This Agreement shall be binding upon and inure to the benefit of Burke's heirs at law or full force and effect. personal representative. D. This Agreement contains the entire Agreement of the parties. It may not be changed E. Florida law shall govern this Agreement and any litigation that may arise from this F. Upon Burke's death, the City's obligations under this Agreement shall terminate except verbally, but only by an. Agreement in writing signed by the parties. Agreement, shall be filed and litigated in Polk, Florida. for: a. Transfer of ownership of retirement funds, ifany, to Burke's designated b. Payment ofaccrued leave balances in accordance with this Agreement; and Payment ofall outstanding hospitalization, medical, and dental bills in accordance d. Payment ofa all life insurance benefits in accordance with the City's insurance beneficiaries; and with City's insurance policies or plans; and policies or plans. G. The parties acknowledge that each has shared equally in the drafting and preparation of this Agreement and accordingly, no court construing this Agreement shall construe it more strictly against one party that the other and every covenant, term, and provision of H. This Agreement may be executed in duplicate or counterparts, each of which shall be deemed an original and all of which together shall be deemed one and the same instrument. No term, condition, or covenant of this Agreement shall be binding on either The effective date of this Agreement shall be the last date it is executed by either of the IN WITNESS WHEREOF the parties hereto have made and executed this Agreement on the respective dates under each signature: THE CITY OF FORT MEADE, through its City Commission, signing by and through the Mayor, duly authorized to execute this Agreement thisAgreement shall be construed simplyaccording to its fair meaning. party until both parties have signedit. parties to thisAgreement. pursuant to City Commission Action on authorized to execute thisAgreement. 2024, and DUSTIN BURKE, duly INTENTIONALLYLEFT BLANK CITY OF FORT MEADE, aFlorida municipal corporation Attest: By: Melissa Cannon, Deputy City Clerk Petrina McCutchen, Mayor By: Date: Dustin R. Burke, Interim City Manager day of 2024 APPROVED. ASTO FORMAND. LEGAL SUFFICIENCY! FOR THE USE OF AND RELIANCE BYTHE CITY OF FORTMEADE ONLY: By: City Attorney, Austin Pamies Norris Weeks Powell PLLC RESOLUTION 24- 04 A RESOLUTION OF THE CITY OF FORT MEADE AUTHORIZING THE EXECUTION OF STATE-FUNDED GRANT AGREEMENT PROJECT FPN #4525957-1-54-01 WITHTHE FLORIDA DEPARTMENT OF TRANSPORTATION. WHEREAS, the City of Fort Meade Commission has the authority to enter into a State-Funded Grant Agreement with the Florida Department of Transportation to undertake a project as NOW, THEREFORE BE IT RESOLVED by the City Commission of Fort Meade, Florida in consideration of the mutual benefits to be derived from the joint participation on the Project, the authorized by Florida Statute $ 339.08. Parties agree to the following: I. The State-Funded Grant Agreement with the Florida Department ofTransportation for the City of Fort Meade Road Repaving of approximately 7.01 miles of streets and various locations and improvements to intersections specifically those that intersect with 2. The Mayor of the City of Fort Meade Commission, or in his/her absence the Vice Mayor, is hereby authorized to enter into, modify, or terminate the State Funded Grant Agreement with the Florida Department ofTransportation, unless specifically rescinded. state and county roads is approved; and DULY ADOPTED this 12th day of March 2024. ATTEST: Melissa Cannon Deputy City Clerk Petrina McCutchen, Mayor City of Fort Meade Reviewed as to form and legality: City Attorney DocuSign Envelope ID: 6E835483-4916-469E-B2CA-21887B619A4F STATEOFF FLORIDADEPARIMENTS OFT TRANSPORTATION STATE-FUNDED GRANT AGREEMENT 525-010-60 PROGRAMI MANAGEMENT 05/23 FPN:: 452957-1-54-01 FPN: FPN: Fund: GR24/LF Org Code: 55014010106 Fund: Org Code: Fund: Org Code: Contract No: FLAIR Category:. FLAIR Obj: 751000 FLAIR Category: FLAIR Obj: FLAIR Category:. FLAIR Obj: Vendor No: County No:Polk - 16 THIS STATE-FUNDED GRANT AGREEMENT ("Agreement) is entered into on (This date tob bee entered by DOT only) by and between the State of Florida Department of Transportation, ("Department"), and City of Fort Meade, ("Recipient'). Department and the Recipient are: sometimes referred to int this Agreement as a' "Party" and collectively as the' "Parties". NOW, THEREFORE, in consideration oft ther mutual benefits tol be derived fromj joint participation on the Project, the Parties 1. Authority: The Department is authorized to enter into this Agreement pursuant to Sections 334.044, 334.044(7), The agree tot thet following: and (select the applicable statutory authority fort the program(s). below): Section 339.2817 Florida Statutes, County Incentive Grant Program (CIGP), (CSFA! 55.008) Section 339.2818 Florida Statutes, Small County Outreach Program (SCOP), (CSFA 55.009) Section 339.2816 Florida Statutes, Small County Road Assistance Program (SCRAP), (CSFA 55.016) Section 339.2819 Florida Statutes, Transportation Regional Incentive Program (TRIP), (CSFA 55.026) Chapter 2023-239. Laws of Florida, : Specific Appropriation 2024A, CSFA 55.039 The Recipient by Resolution or other form of official authorization, a copy of which is attached as Exhibit "D", Recipient Resolution, and made a part of this Agreement, has authorized its officers to execute this Agreement 2. Purpose of Agreement: The purpose of this Agreement is to provide for the Department's participation in the pass-through earmarked funding and financial oversight for the repaving of approximately 7.01 miles oft the Cityof Fort Meade streets at various loactions and improve intersections specifically those that intersect with state and county roads, as further described in Exhibit "A", Project Description and Responsibilities, attached to and incorporated into this Agreement ("Project"); to provide Department financial assistance toi the Recipient; state the terms and conditions upon which Department funds willl be provided; and tos set forthi ther manneri inv whichi thel Project 3. Term of the Agreement, Commencement and Completion of the Project: This Agreement shall commence upon full execution by both Parties and the Recipient shall complete the Project on or before 06/30/2028. If the Recipient does not complete the Project within this time period, this Agreement will expire on the last day of the scheduled completion as provided in this paragraph unless an extension of the time period is requested by the Recipient and granted in writing by the Department prior to the expiration of this Agreement. Expiration of this Agreement willl be consideredterination oft thel Project. Thel Recipient acknowledges that nof funding fort the Project willl be provided by the State under this Agreement for work on the Project thati is not timely completed andi invoiced ina accordance with the terms of this Agreement, or for work performed prior to full execution of the Agreement. Notwithstanding: the expiration of the required completion date provided in this Agreement and the consequent potential unavailability of any unexpended portion of State funding to be provided under this Agreement, the oni its behalf. will! be undertaken and completed. Page 1of14 DocuSign Envelope ID: 6E835483-4916-469E-B2CA-21887B619A4F STATEOFFLORIDAL DEPARTMENT OF TRANSPORTATION STATE-FUNDED GRANT AGREEMENT 525-010-60 PROGRAMN MANAGEMENT 05/23 Recipient shall remain obligated to complete all aspects of the Project identified in Exhibit "A" in accordance with Execution of this Agreement by both Parties shall be deemed al Notice to Proceed to the Recipient for the design phase or other non-construction phases of the Project. If the Project involves a construction phase, the Recipient shall not begin the construction phase of the Project until the Department issues a written Notice to Proceed for the construction phase. Prior to commencing the construction work described in this Agreement, the Recipient shall 4. Amendments, Extensions and Assignment: This Agreement may be amended or extended upon mutual written agreement oft the Parties. This Agreement shall not be assigned, transferred or otherwise encumbered by the Recipient under any circumstances without the prior written consent of the Department. 5. Termination or Suspension of Project: The Department may, by written notice to the Recipient, suspend any or all of the Department's obligations under this Agreement for the Recipient's failure to comply with applicable laws or the terms of this Agreement until such time as the event or condition resulting in such suspension has ceased or been corrected. The Department may also terminate this Agreement in whole or in part at any time the interest of a. Ifthe Department terminates the Agreement, the Department shall notify the Recipient of such termination inv writing within thirty (30) days of the Department's determination to terminate the Agreement, with instructions as to the effective date of termination or to specify the stage of work at which the Agreement is b. The Parties to this Agreement may also terminate this Agreement when its continuation would not produce beneficial results commensurate with the further expenditure of funds. Int this event, the Parties shall agree Ifthe Agreement is terminated before performance is completed, the Recipient shall be paid only for that work satisfactorily performed for which costs can be substantiated. Such payment, however, may not exceed an amount which is the same percentage of the contract price as the amount of work satisfactorily completed is a percentage of the total work called for by this Agreement. All work in progress on the Department right-of-way will become the property of the Department and will be turned over promptly by d. Upon termination of this Agreement, the Recipient shall, within thirty (30) days, refund to the Department any funds determined by the Department to have been expended in violation of this Agreement. a. The estimated cost of the Project is $1.100,000.00 (One Million, One Hundred Thousand) This amount is based upon the Schedule of Financial Assistance in Exhibit "B", Schedule of Financial Assistance, attached and incorporated in this Agreement. The Schedule of Financial Assistance may be modified by b. Thel Department agrees to participate in the Project cost up tot the maximum amount of $1.000.000.00/One Million Thousand) and, additionally the Department's participation ini the Project shall not exceed 90.9% of the total cost of the Project, and as more fully described in Exhibit "B". The Department's participation may bei increased or reduced upon a determination oft the actual bid amounts of thel Project by the execution of an amendment. The Recipient agrees tol bear all expenses in excess of the amount oft the Department's participation and any cost overruns or deficits incurred in connection with completion of the Project. The Department's participation in eligible Project costs is subject to, but not limited to: the remaining terms of this Agreement, unless otherwise agreed by the Parties, in writing. request al Notice to Proceed from the Department. the Department requires such termination. to be terminated. upon the termination conditions through mutual written agreement. the Recipient. 6. Project Cost: execution of an amendment of the Agreement by the Parties. - Legislative approvai of the Department's appropriation request in the work program year that the Project is scheduled to be committed; Page 2of14 DocuSign Envelope ID: 6E835483-4916-469E-B2CA-21887B619A4F SATECFAGADACEPATNENT OFT TRANSPORTATION STATE-FUNDED GRANT AGREEMENT 525-010-60 PROGRAM! MANAGEMENT 05/23 ii. Approval of all plans, specifications, contracts or other obligating documents and all other terms of ili. Department approval of the Project scope and budget at thet time appropriation authority becomes this Agreement; and available. 7. Compensation and Payment: a. The Department shall reimburse the Recipient for costs incurred to perform services described in the Project Description and Responsibilties in Exhibit "A", and as set forth in the Schedule of Financial b. Thel Recipient shall provide quantifiable, measurable, and verifiable units of deliverables. Each deliverable musts specify ther required minimum level ofs service tol be performed andi the criteriai fore 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. Any changes to the deliverables shall Invoices shall be: submitted no more often than monthly and nol less than quarterly by the Recipient in detail sufficient for a proper. pre-audit and post-audit, based on the quantifiable, measurable and verifiable deliverables as established in Exhibit' "A". Deliverables and costs incurred must be received and approved by the Department prior tor reimbursements. Requests for reimbursement by the Recipient shalli include an invoice, progress report and supporting documentation for the period of services being billed that are acceptable to thel Department. The Recipient shall use the format for the invoice and progress report that d. Supporting documentation must establish that the deliverables were received and accepted in writing by the Recipient and must also establish that the required minimum standards or level of service to be performed based on1 the criteria for evaluating successful completion as specified in Exhibit "A" 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", Assistance in Exhibit' "B". require an amendment executed by both parties. isa approved by the Department. Contract Payment Requirements. e. Travel expenses are not compensable under this Agreement. Payment shall be made only after receipt and approval of deliverables and costs incurred uniess advance payments are authorized byt the Chief Financial Officer oft the State of Florida under Chapters 215 and 216, Florida Statutes or thel Department's Comptroller under Section 334.044(29), Florida Statutes. Ifthe Department determines that the performance of the Recipient is unsatisfactory, the Department shall notify the Recipient of the deficiency to be corrected, which correction shall be made within ai time-frame to bes specified byt thel Department. Thel Recipient shall, withini thirty (30) days after noticet from the Department, provide the Department with a corrective action plan describing! howt thel Recipient 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 Recipient will not be reimbursed to the extent of the non-performance. The Recipient will not be reimbursed until the Recipient resolves the deficiency. Ift the deficiency is subsequently resolved, the Recipient may bill the Department for the unpaid reimbursement request(s) during the next billing period. If the Recipient is unable to resolve the deficiency, the funds shall be forfeited ati the end of the Agreement's Recipients receiving financial assistance from the Department should be aware of the following time frames. Inspection and approval of deliverables and costs incurred shall take no longer than: 20 days fromi thel Department's receipt of thei invoice. The Department has 20 days to deliver ai request for payment (voucher) to the Department of Financial Services. The 20 days are measured from the latter of the date thei invoice is received or the deliverables and costs incurred are received, inspected, and term. approved. Page 3of 14 DocuSign Envelope ID: BE835483-4916-469E-B2CA-21887B619A4F STATEOFF FLORIDAD DEPARTMENT OF1 TRANSPORTATION STATE-FUNDED GRANT AGREEMENT 525-010-60 PROGRAMI MANAGEMENT 05/23 Ifap payment is not available within 40 days, a separate interest penalty at at rate as established pursuant tos Section 55.03(1), Florida Statutes, will be due and payable, in addition toi the invoice amount, tot the Recipient. Interest penalties of less than one (1) dollar will not be enforced unless the Recipient requests payment. Invoices that have to ber returned to al Recipient because of Recipient preparation errors will result in a delay in the payment. The invoice payment requirements do not start until ap properly AV Vendor Ombudsman has been established within the Department of Financial Services. The duties of this individual include acting as an advocate for Recipient who may be experiencing problems in obtaining timely payment(s) from as state agency. The' Vendor Ombudsman may be contacted at (850) 413-5516. The Recipient shall maintain an accounting system or separate accounts to ensure funds and projects are tracked separately. Records of costs incurred under thet 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 fort five years after final payment is made. Copies of these documents and records shall be furnished to the Department upon request. Records of costs incurred include the Recipient'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 h. Progress Reports. Upon request, the Recipient 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 If,a 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 which it has with the Recipient owing such amount if, upon demand, payment of the amount is not made within 60 days tot thel Department. Offsetting any amount pursuant tot this paragraph shall not be considered. al breach of contract by the Department. The Recipient 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. k. The Department's performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Legislature. Ifthel Department's financial assistance fort 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 Recipient. See Exhibit "B" for funding levels by fiscal year. Project costs utilizing any fiscal year funds are not eligible for reimbursement ifi incurred prior to funds approval being received. Thel Department will notify the Recipient, in writing, when funds are available. Int the event this Agreement isi ine excess of $25,000 and has at 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 fore 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 oft 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 bei incorporated verbatim in all contracts oft thel Department which are for an amount in excess of $25,000 and which have at term for ap period of more completed invoice is provided to the Department. considered necessary by the! Department for a proper audit of costs. details thereof. than 1y year." Page 4 of14 DocuSign Envelope ID: SE835483-4916-469E-B2CA-21887B619A4F STATEOFF FLORIDAD DEPARTMENT OF TRANSPORTATION STATE-FUNDED GRANT AGREEMENT 525-010-60 PROGRAMI MANAGEMENT 05/23 m. Any Project funds made available by the Department pursuant tot this Agreement which are determined by the Department to have been expended by the Recipient 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 Recipient files shall not constitute a waiver oft the Department's rights as the funding agency to verify all information n. In determining the amount of the payment, the Department will exclude all Project costs incurred by the Recipient prior to the execution of this Agreement, costs incurred prior to issuance of al Notice to Proceed, costs incurred after the expiration oft the Agreement, costs which arei not provided fori int the latest approved Schedule of Financial Assistance inl Exhibit "B" fori thel Project, costs agreed to be borne by the Recipient 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 arrangements which at al later date by audit or investigation. have not been approved in writing by thel Department." 8. General Requirements: The Recipient shall complete the Project with all practical dispatch in a sound, economical, and efficient manner, a. The Recipient must obtain written approval from the Department prior to performing itself (through the efforts of its own employees) any aspect of the Project that will be funded under this Agreement. Ift 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 and in accordance with the provisions ini this Agreement and all applicable laws. excludes general overhead). b. The Recipient 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, The Recipient shall comply and require its contractors and subcontractors to comply with all terms and conditions oft this Agreement and alli federal, state, and local laws and regulations applicable tot this Project. d. The Recipient shall have the sole responsibility for resolving claims andi requests for additional work fort the Project by the Recipient's contractors and consultants. No funds will be provided for payment of claims or additional work ont the Project under this Agreement withouti thep priorwritten approval oft the claim or request including if no right-of-way is required. for additional work by Department. 9. Contracts of the Recipient a. The Department has the right to review and approve any and all third party contracts with respect to the Project before the Recipient executes any contract or obligates itself in any manner requiring the disbursement of Department funds under this Agreement, including consultant or construction contracts or amendments thereto. Ifthe Department exercises this right and thel Recipient fails to obtain such approval, the Department may deny payment to the Recipient. The Department may review the qualifications of any consultant or contractor and to approve or disapprove the employment of such consultant or contractor. b. Itis understood and agreed by the parties hereto that participation by the Department in a project that involves the purchase of commodities or contractual services or the purchasing of capital equipment or the equipping of façilities, where purchases or costs exceed the Threshold Amount for CATEGORY TWO per Chapter 287.017 Florida Statutes, is contingent on the Recipient complying in full with the provisions of Chapter 287.057 Florida Statutes The Recipient shall certify to the Department that the purchase of commodities or contractual services has been accomplished in compliance with Chapter 287.057 Florida Statutes Its shalll be the sole responsibility oft the Recipient to ensurei that any obligations madei ina accordance with this Section comply with the current threshold limits. Contracts, purchase orders, task orders, Page 5 of 14 DocuSign Envelope ID: 6E835483-4916-469E-B2CA-21887B619A4F STATEOFF FLORIDA DEPARTMENT OF1 TRANSPORTATION STATE-FUNDED GRANT AGREEMENT 525-010-60 PROGRAM MANAGEMENT 05/23 construction change orders, or any other agreement that would result in exceeding the current budget contained in Exhibit "B", or that are not consistent with the Project description and scope of services contained in Exhibit "A" must be approved by the Department prior to Recipient execution. Failure to obtain such approval, and subsequent execution of an amendment to the Agreement if required, shall be C. Participation by the Department in a project thati involves a consultant contract for engineering, architecture or surveying services, is contingent on the Recipient's complying in full with provisions of Section 287.055, Florida Statutes, Consultants' Competitive Negotiation Act. In all cases, the Recipient shall certify to the Department that selection has been accomplished in compliance with the Consultants' Competitive d. Ifthe Project is procured pursuant to Chapter 255, Florida Statutes, for construction services and the cost of the Project is to be paid from state-appropriated funds, then the Recipient must comply with the sufficient cause for nonpayment by the Department. Negotiation. Act. requirements of Section 255.0991, Florida Statutes. the following provisions are incorporated into this Agreement: 10. Design and Construction Standards and Required Approvals: In the event the Project includes construction a. The Recipient is responsible for obtaining all permits necessary for the Project. the Department with written notification of either its intent to: b. In the event the Project involves construction on the Department's right-of-way, the Recipient shall provide Award the construction of the Project to a Department prequalified contractor which is the lowest and best bidder in accordance with applicable state and federal statutes, rules, and regulations. The Recipient shall then submit a copy of the bid tally sheet(s) and awarded bid contract, or ii. Construct the Project utilizing existing Recipient employees, if the Recipient can complete said Project withini thet time frame set forthi in this Agreement. The Recipient's use oft this option is subject The Recipient shall hire a qualified contractor using the Recipient's normal bid procedures to perform the construction work for the Project. For projects that are not located on the Department's right-of-way, the Recipient is not required to hire a contractor prequalified by the Department unless the Department notifies the Recipient prior to letting that they are required to hire a contractor prequalified by the d. The Recipient is responsible for provision of Construction Engineering Inspection (CEI) services. The Department reserves the right to require the Recipient to hire a Department pre-qualified consultant firm that includes one individual that has completed the Advanced Maintenance of Traffic Level Training. Notwithstanding any provision of law to the contrary, design services and CEI services may not be performed by the same entity. Administration of the CEI staff shall be under the responsible charge ofa State of Florida Licensed Professional Engineer who shall provide the certification that all design and construction for the Project meets the minimum construction standards established by Department. The Department shall have the right to approve the CEI firm. The Department shall have the right, but not the obligation, to perform independent assurance testing during the course of construction of the Project. Subject to the approval of the Department, the Recipient may choose to satisfy the requirements set forth in this paragraph by either hiring a Department prequalified consultant firm or utilizing Recipient staff that e. The Recipient is responsible fori the preparation of all design plans fort the Project. The Departmentreserves the right to require the Recipient to hire a Department pre-qualified consultant for the design phase of the Project using thel Recipient's normal procurement procedures toy perform the design services fori the Project. Notwithstanding: any provision of law to the contrary, design services and CEI services may not be performed by the same entity. All design work on the Project shall be performed in accordance with the requirements of all applicable laws and governmental rules and regulations and federal and state accepted design standards for the type of construction contemplated by the Project, including, as applicable, but not to approval by the Department. Department. meet the requirements of this paragraph, or a combination thereof. Page 60 of14 DocuSign Envelope ID:6 6E835483-4916-469E-B2CA-21887B619A4F STATEOFF FLORIDAD DEPARTMENT OFT TRANSPORTATION STATE-FUNDED GRANT AGREEMENT PROGRAMN MANAGEMENT 525-010-50 05/23 limited to, the applicable provisions of the Manual of Uniform Traffic Control Devices (MUTCD) and the AASHTO Policy on Geometric Design of Streets and Highways. Ifany portion oft thel Project willl be located on, under, or over any Department-owned right-of-way, the Department shall review the Project's design plans for compliance with all applicable standards of the Department, as provided in Exhibit "O", Terms and Conditions of Construction, which is attached to andi incorporated into this Agreement. The Recipient shall adhere to the Department's Conflict of Interest Procedure (FDOT Topic No. 375-030- g. Thel Recipient will provide copies of thet final design plans and specifications and final bid documents tot the Department's Construction Project Manager prior to commencing construction of the Project. The h. The Recipient shall require the Recipient's contractor to post a payment and performance bond in Thel Recipient shall be responsible to ensure that the construction work under this Agreement is performed ina accordance with the approved construction documents, and thati it will meet all applicable Recipient and Upon completion of the work authorized by this Agreement, the Recipient shall notify the Department in writing of the completion of construction of the Project; and for all design work that originally required certification by a Professional Engineer, this notification shall contain an Engineers Certification of Compliance, signed and sealed by a Professional Engineer, the form of which is attached hereto and incorporated herein as Exhibit "C", Engineers Certification of Completion. The certification shall state that work has been completed in compliance with the Project construction plans and specifications. If any deviations aret found from the approved plans, the certification shalli include al list of all deviations along with <. Thel Recipient shall provide thel Department witha as- built plans ofa any portions of the Project funded through 11. Maintenance Obligations: In the event the Project includes construction then the following provisions are 006). Department will specify the number of copies required and the required format. accordance with applicable law. Department standards. an explanation thatj justifies the reason to accept each deviation. the Agreement priort to final inspection. incorporated into this Agreement: a. The Recipient agrees to maintain any portion of the Project not located on the State Highway System constructed under this Agreement for its useful life. If the Recipient constructs any improvement on Department right-of-way, the Recipient s shall shall not maintain thei improvements located oni thel Department right-of-way madei for their usefull life. Ifthe Recipient is required to maintain Project improvements located on the Department right-of-way beyond final acceptance, then Recipient shall, prior to any disbursement of the State funding provided under this Agreement, also execute a Maintenance Memorandum of Agreement in a form that is acceptable to the Department. Thel Recipient has agreed to the foregoing by resolution, and such resolution is attached and incorporated into this Agreement as Exhibit' "D". This provision will survive termination of this Agreement. 12. State Single Audit: The administration of resources awarded through the Department to the Recipient 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 state financial assistance or limit the authority of any state agency inspector general, the Auditor General, or any other state official. The Recipient shall comply with all audit and audit reporting requirements as specified below. a. Ina addition to reviews of audits conducted in accordance with Section 215.97, Florida Statutes, monitoring procedures to monitor the! Recipient's use of state financial assistance may include but not bel limited to on- site visits by Department staff and/or other procedures including, reviewing any required performance and Page7of14 DocuSign Envelope ID: 6E835483-4916-469E-B2CA-21887B619A4F STATEOFFLORIDAI DEPARTMENT OF1 TRANSPORTATION STATE-FUNDED GRANT AGREEMENT 525-010-60 PROGRAMI MANAGEMENT 05/23 financial reports, following up, ensuring corrective action, and issuing management decisions on weaknesses foundi through audits when those findings pertain to state financial assistance awarded through the Department by this Agreement. By entering into this Agreement, the Recipient agrees to comply and cooperate fully with any monitoring proceduresprocesses deemed appropriate by the Department. The Recipient 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 the Auditor General. b. The Recipient, a nonstate entity as defined by Section 215.97(2)(n), Florida Statutes, as a recipient of state financial assistance awarded by the Department through this Agreement is subject to the following requirements: In the event the Recipient meets the audit threshold requirements established by Section 215.97, Florida Statutes, the Recipient 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 "J", State Financial Assistance (Florida Single Audit Act) to this Agreement indicates statei financial assistance awarded through the Department by this Agreement needed by the Recipient to further comply with the requirements of Section 215.97, Florida Statutes. In determining the state financial assistance expended in a fiscal year, the Recipient 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. Inconnection with the audit requirements, the Recipient 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 ii. Int the event the Recipient does not meet the audit threshold requirements established by Section 215.97, Florida Statutes, the Recipient is exempt for such fiscal year from the state single audit requirements of Section 215.97, Florida Statutes. However, the Recipient must provide a single audit exemption statement to the Department at FDOISingleAudit@dotstate.l.us no later than nine months after the end of the Recipient's audit period fore each applicable audit year. In the event the Recipient 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 Recipient's resources (i.e., the cost of such an audit must be paid from the Recipient's resources iv. Inaccordancewith Chapters 10.550 (local governmental entities) or 10.650 (nonprofit andi for-profit organizations), Rules of the Auditor General, copies of financial reporting packages required by General. obtained from other than State entities). this Agreement shall be submitted to: Page 8 of14 DocuSign Envelope ID: 6E835483-4916-469E-B2CA-21887B619A4F STATEOFF FLORIDAD DEPARTMENT OFT TRANSPORTATION STATE-FUNDED GRANT AGREEMENT 525-010-60 PROGRAMI MANAGEMENT 05/23 Florida Department of Transportation Office of Comptroller, MS2 24 605 Suwannee Street Tallahassee, FL 32399-0405 Email: DOTSnasAaIRasLaLA State of Florida Auditor General Local Government Audits/342 111 West Madison Street, Room 401 Tallanassee, FL: 32399-1450 Email: flaudgen localgovt@aud. state. flus And 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), vi. The Recipient, 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 Recipient in correspondence accompanying the reporting package. vii. Upon receipt, and within six months, the Department will review the Recipient'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 Recipient fails to have an audit conducted consistent with Section 215.97, Florida Statutes, the viii. Asa a condition of receiving state financial assistance, the Recipient shall permit the Department, or its designee, DFS or the Auditor General access to the Recipient's records including financial statements, thei 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 Thel Recipient 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 the Auditor General access to such records upon request. The Recipient shall ensure that the audit working papers are made available to the Department, or its designee, DFS or the Auditor General upon request for a period of five years from the date the audit report is issued unless extended in Rules of the Auditor General, as applicable. Department may take appropriate corrective action to enforce compliance. complete or the dispute is resolved. writing by the Department. 13. Restrictions, Prohibitions, Controls and Labor Provisions: 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 al 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 nots submit bids on leases ofr 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 b. Ina accordance with Section 287.134, Florida Statutes, an entity or affiliate who has been placed on the Discriminatory Vendor List, kept by the Floridal Department of Management Services, may not submit al bid onacontract to provide goods or services to ap public entity; may not submit al bid on a contract witha a public convicted vendor list. Page 9 of14 DocuSign Envelope ID: 6E835483-4916-469E-B2CA-21887B619A4F STATEOFF FLORIDAD DEPARTMENT OFT TRANSPORTATION STATE-FUNDED GRANT AGREEMENT 525-010-60 PROGRAM! MANAGEMENT 05/23 entity fort the construction or repair of aj public! building or public work; may not submit bids on leases of real property to aj 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. Ane entity or affiliate who has hadi its Certificate of Qualification suspended, revoked, denied or havei further been determined by the Department to be a non-responsible contractor may not submit a bid or perform work fort the construction or repair of ap public building or public work on a contract with the Recipient. d. Nof funds received pursuant tot this Agreement may bee expended forl lobbying thel Floridal Legislature, judicial branch, or any state agency, in accordance with Section 216.347, Florida Statutes. e. 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. Thel Recipient shall: . 1 Utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the! Recipient during thei term oft the contract; and ii. Expressly require any contractor and 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 contractor and subcontractor during the contract term. g. The Recipient shall comply and require its contractors and subcontractors to comply with all terms and conditions oft this Agreement and all federal, state, and local laws and regulations applicable toi this Project. a. Itiss 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 àny. member thereof, a third-party beneficiary under this Agreement, or to authorize anyone not a party to this Agreement to maintain as suit for personal injuries or property damage pursuant to the terms or provisions of this Agreement. The Recipient guarantees the payment of all just claims for materials, supplies, tools, or labor and other just b. Tothe extent provided! by! law, Recipient shalli indemnify, defend, and hold harmless the! Department against any actions, claims, or damages arising out of, relating to, or resulting from negligent or wrongful act(s) of Recipient, or any ofi its officers, agents, or employees, acting within the scope oft their office or employment, in connection with the rights granted to or exercised by Recipient hereunder, to the extent and within the limitations of Section 768.28, Florida Statutes. The foregoing indemnification shall not constitute a waiver of the Department's or the Recipient's sovereign immunity beyond the limits set forth in Florida Statutes, Section 768.28, nor shall the same be construed to constitute agreement by Recipient to indemnify the Department for the negligent acts or omissions of the Department, its officers, agents, or employees, or for the acts of third parties. Nothing herein shall be construed as consent by Recipient to be sued by third parties in any manner arising out of this Agreement. This indemnification shall survive the termination of C. Recipient agrees to include the following indemnification in all contracts with contractors, subcontractors, consultants, or subconsultants (each referred to as "Entity" for the purposes of the below indemnification) "To the extent provided by law, [ENTITY] shall indemnify, defend, and hold harmless the RECIPIENT) and the State of Florida, Department of Transportation, including the Department's officers, agents, and employees, against any actions, claims, or damages arising out of, relating to, or resulting from negligent or wrongful act(s) of [ENTITY), or any of its officers, agents, or 14. Indemnification and Insurance: claims against the Recipient or any subcontractor, in connection with this Agreement. this Agreement. who perform work in connection with this Agreement: Page-10of14 DocuSign Envelope ID: SE835483-4916-469E-B2CA-21887B619A4F STATEOFFLORIDAD DEPARTMENT OFT TRANSPORTATION STATE-FUNDED GRANT AGREEMENT 525-010-60 PROGRAMI MANAGEMENT 05/23 employees, acting within the scope of their office or employment, in connection with the rights The foregoing indemnification shall not constitute a' waiver of the Department's or [RECIPIENTIS sovereign immunity beyond the limits set forth in Florida Statutes, Section 768.28. Nor shall the same be construed to constitute agreement by [ENTITY] to indemnify [RECIPIENT) for the negligent acts or omissions of [RECIPIENTI, its officers, agents, ore employees, orthird parties. Nor shall the same be construed to constitute agreement by [ENTITYI to indemnify the Department for the negligent acts or omissions of the Department, its officers, agents, or employees, or third d. The Recipient 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 subconsultants 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 byi insurance required under Florida's Workers' Compensation law. e. Ifthel Recipient elects to self-performi thel Project, ands suchsel-periormance is approved byt thel Department ina accordance with the terms of this Agreement, the Recipient may self-insure and proof of self-insurance shall be provided toi the Department. Ifthe Recipient elects to hire a contractor or consultant to perform the Project, thent thel Recipient shall, or cause its contractor or consultant to carry Commercial General Liability insurance providing continuous coverage for all work or operations performed under the 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 ofFlorida, Recipient shall, or cause its contractort to cause thel 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 thel Named Insured. The limits of coverage shall not bel less than $1,000,0001 for each occurrence and notl less thana a $5,000,000 annual general aggregate, inclusive of amounts provided bya an umbrella or excess policy. Thel limits of coverage described herein shall apply fully tot thev 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 orbes subject to al Retention or a Self-Insured Retention unless thel Recipienti is as state agency or subdivision of the State of Florida that elects to self-perform the Project. Prior tot 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 f. Wheni the Agreement includes the construction of ar 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 Recipient shall, or causei its contractor to, in additioni tot the insurance coverage required above, procure andi maintain Railroad Protective Liability Coverage (ISO Form CG 00 35) where the railroad is the Named Insured and where thel 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 granted to or exercised by [ENTITY). parties. This indemnification shall survive the termination of this Agreement." Department may have. Page 11 of14 DocuSign Envelope ID: 6E835483-4916-469E-B2CA-21887B619A4F SATEOFROBDATEMATMENT OFT TRANSPORTATION STATE-FUNDED GRANT AGREEMENT 525-010-60 PROGRAM MANAGEMENT 05/23 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 policylies, coverage, or AÇORD 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. g. Whent the Agreementi involves work on ori int the vicinity of utility-owned property or facilities, the utility shall bea added along with the! Department as an Additional Insured ont the Commercial General Liability policy/ies procured above. 15. Miscellaneous: a. In no event shall any payment to the Recipient constitute or be construed as a waiver by the Department ofa any breach of covenant or any default which may then exist on the part of the Recipient and the making ofs 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. b. Ifany 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 The Recipient and the Department agree that the Recipient, its employees, contractors, subcontractors, consultants, and subconsultants are not agents of the Department as a result of this Agreement. d. By execution of the Agreement, the Recipient 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 e. Nothing in the Agreement shall require the Recipient to observe or enforce compliance with any provision orp perform any act or do any other thingi in contravention of any applicable state law. If any of the provisions oft the Agreement violate any applicable state law, the Recipient will at once notify thel Department iny writing in order that appropriate changes and modifications may be made by the Department and the Recipient to f. This Agreement may be executed in one ori 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 aj party willl be legal and binding on such party. g. The Department reserves the right to unilaterally terminate this Agreement for failure by the Recipient to h. The Recipient agrees to comply with Section 20.055(5), Florida Statutes, and to incorporate in all This Agreement shall be governed by and construed in accordance with the laws oft the State of Florida. In thee event of a conflict between any portion of the contract and Florida law, the laws of Florida shall prevail. The Recipient agrees to waive forum and venue and that the Department shall determine the forum and This Agreement does noti involve the purchase of Tangible Personal Property, as defined in Chapter 273, applicable law. hereunder. the end that the Recipient may proceed as soon as possible with the Project. comply with the provisions of Chapter 119, Florida Statutes. subcontracts the obligation to comply with Section 20,055(5), Florida Statutes venue in which any dispute under this Agreement is decided. Florida Statutes. 16. Exhibits. a. Exhibits A, B,D,F, and. J are attached to andi incorporated into this Agreement. b. X7 The Project willi involve construction, therefore, Exhibit "C", Engineer's Certification of Compliance is attached and incorporated into this Agreement. Page 12of14 DocuSign Envelope ID: SE835483-4916-469E-B2CA-21887B619A4F SAEOFPORPADEMENENT OFT TRANSPORTATION STATE-FUNDED GRANT. AGREEMENT 525-010-60 PROGRAMN MANAGEMENT 05/23 C. JAlternative. Advance Payment Financial Provisions are used on this Project. Ifan Alternative Pay! Method is used on this Project, then Exhibit "H", Alternative Advance Payment Financial Provisions, is attached d. This Project utilizes Advance Project Reimbursement. If this Project utilizes Advance Project Reimbursement, then Exhibit "K",Advance Project Reimbursement is attached andi incorporated into this e. DAp portion or all oft the Project will utilize the Department's right-of-way and, therefore, Exhibit O, Terms and Conditions of Construction in Department Right-of-Way, is attached and incorporated into this The following Exhibit(s), in addition to those listed in 16.a. through 16.f., are attached andi incorporated and incorporated into this Agreement. Agreement. Agreement. into this Agreement: Exhibit and Attachment List Exhibit A: Project Description and Responsibilities Exhibit B: Schedule of Financial Assistance *Exhibit C: Engineer's Certification of Compliance Exhibit D: Recipient Resolution Exhibit F: Contract Payment Requirements *Exhibit H: Alternative Advance Payment Financial Provisions Exhibit. J: State Financial Assistance (Florida Single Audit Act) *Exhibit K: Advance Project Reimbursement *Exhibit O: Terms and Conditions of Construction in Department Right-of-Way *Additional Exhibit(s): Indicates that the Exhibit is only attached andi incorporated if applicable boxi is selected. The remainder of this page intentionally left blank. Page 13 of14 DocuSign Envelope ID: 6E835483-4916-469E-B2CA-21887B619A4F STATEOFF FLORIDADEPARTMENT: OF TRANSPORTATION STATE-FUNDED GRANT AGREEMENT 525-010-60 PROGRAMI MANAGEMENT 05/23 IN WITNESS WHEREOF, the Parties have executed this Agreement on the day and year written above. RECIPIENT City of Fort Meade STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION By: Name: Title: By: Name: Title: Legal Review: By: Name: ac Page 14 of 14 DocuSign Envelope ID: 6E835483-4916-469E-B2CA-21887B619A4F AltF Form5 525-010-60eA STATEOFROSPADEPATNENT OF TRANSPORTATION STATE-FUNDED GRANT AGREEMENT 525-011-0A PROGRAM MANAGEMENT 05/21 EXHIBIT A PROJECT DESCRIPTION, AND RESPONSIBILITES FPN: 452957-1-54-01 This exhibit forms an integral part of the Agreement between the State of Florida, Department of Transportation and City of Fort Meade (the Recipient) PROJECTLOCATION: D The project is oni thel National Highway System. L The project is on the State Highway System. PROJECT LENGTH. ANDI MILE POSTLIMITS:7.01 miles PROJECT DESCRIPTION: Fort Meade Repaving The general objective is for the City of Fort Meade to provide contract administration, management services, construction services and quality acceptance reviews of all work associated with the construction of the associated improvements. The services performed shall be in accordance with the approved plans and the Manual of Uniform Minimum Standards for Design, Construction and Maintenance (Florida Greenbook). The intent of this project is to repave a total of7.01 miles throughout Fort Meade: North Palmetto 0.60; 77th NE 0.54; 2nd NE 0.24; 1st! NE 0.24; Pine N 0.15; N Perry 0.25; N Voight 0.25; N Church 0.72; NI Polk 0.25; NI Kunkle 0.25; N6 6th Orange-Edgewood), 0.55; S Hendry 0.77; S 6th 0.25; Peacock LN 0.04; 7th $0.23; Railroad 0.50; Mosley 0.16; 2nd SW0.06; Washington 0.27; Millman 0.15;2nd SEC 0.07;3dSE0 0.08; N Oak 0.22; S French 0.1=7.01 miles. Specifically, and non inclusive, thet following are included int the Scope of Services: 1. Repave approximately 7.01 miles at various locations throughout Fort Meade. 2. Milling and resurfacing, reconstruction, or construction of pavement structure, as appropriate. 3. Provide signing and pavement markings to meet the latest MUTCD standards. 4. Maintain existing traffic during the entire construction period. 5.C Construct or reconstruct, as appropriate, side road and driveway turnouts. unavoidable, disposition of the utility conflicts should be coordinated. 6. Coordination with utility owners during construction will be required to determine and avoid potential impacts. Where 7. Assure all surveying and mapping products and services comply with pertinent Florida Statutes and the Florida 8. Identifying and obtaining any geotechnical investigation, analysis and design dictated by the project needs. All 9. Acquisition of all applicable stormwater and environmental permits in accordance with Chapter 62-25, Regulation of Storm water Discharge, Florida Administrative Code; Chapter 373 and 403, Florida Statutes; Chapters 40 and 62, Florida Administrative Code; Rivers and Harbors Act of 1899; Section 404 oft the Clean' Water Act; and parts 114 and 115, Title 33, Code of Federal Regulations. In addition, permitting required by local agencies shall be preparedi in accordance with their 10. Coordinate construction activities with other construction projects that are impacted by or impact this project. This 11. Provide, upon completion of construction, Final As-built Construction Plâns, signed and sealed by a Professional Administrative Code. geotechnical work necessary shall be performed in accordance with the governing regulations. specific regulations. Acquisition includes all associated permit fees. includes projects under thej jurisdiction of local governments or other regional and state agencies. Engineer, registered in the State of Florida. Page1o of2 DocuSign Envelope ID: 6E835483-4916-469E-B2CA-21887B619A4F SPECIAL CONSIDERATIONS BY RECIPIENT: The Recipient is required to provide a copy of the design plans for the Department's review and approval to coordinate permitting with the Department and notify thel Department prior to commencement of any right-of-way activities. The Recipient shall commence the project's activities subsequent to the execution of this Agreement and shall perform in accordance with thet following schedule: a) Design tol be completed on or before 12/31/2024 b) Right-of Way to! be certified on or before 12/31/2024 c) Construction contract to be let on or before 12/31/2024 d) Construction to be completed by 6/30/2028 Ift this schedule cannot be met, the Recipient will notify the Department in writing with a revised schedule or the project is Upon receipt of an invoice, thel Department will have twenty, (20) working days to review and approve the goods and subject to the withdrawal off funding. SPECIAL CONSIDERATIONS BY DEPARTMENT: services submitted for payment. Page 2 of2 DocuSign Envelope ID: AItF Form 525-010-60eB STATEOFFLORIDA DEPARTMENT OF TRANSPORTATION STATE-FUNDED GRANT AGREEMENT SCHEDULE OF FINANCIAL ASSISTANCE 525-011-0B PROGRAM MANAGEMENT 8/21 Page 1of1 EXHIBIT B RECIPIENT NAME & BILLING ADDRESS: City of Fort Meade 8WE Broadway St Fort Meade, FL33841 FINANCIAL PROJECT NUMBER: 452957-1-54-01 MAXIMUMI PARTICIPATION (2) $ $ $0.00 % $ $0.00 % (1) $ $ $0.00 % $ $0.00 $1,000,000.00 $100,000.00 $1,100,000.00 100% (3) STATEFUNDS Indicate source of Localf funds $ In-Kind Cash $ In-Kind Cash $0.00 % In-Kind J Cash $ In-Kind LJ Cash $0.00 % $1,000,000.00 In-Kind $1,000,000.00 90.90% S PHASE OF WORK by Fiscal Year: Design- Phase 34 Maximum Department Participation TOTAL PROJECTFUNDS LOCALFUNDS FY: FY: (Insert Program Name) Maximum Department Participation (Insert Program Name) Total Design Cost Right-of-Way- Phase 44Maximum Department Participation FY: FY: (Insert Program Name) Maximum! Department Participation (Insert Program Name) Total Right-of-WayCost Construction- Phase 541 Maximum Department Participation FY: 2024 FY: 2024 (GR24 (LF) Cash In-Kind Cash . In-Kind J Cash JIn-Kind Cash $0.00 % $ In-Kind Cash $ In-Kind Cash $0.00 % $1,000,000.00 Maximum! Department Participation $100,000.00 $100,000.00 9.10% Total Construction Cost Construction Engineering and (Insert Program Name) Inspection- Phase 64 FY: FY: Maximum! Department Participation Maximum! Department Participation (Insert Program Name) Total Construction Engineering and Inspection Cost $ $0.00 % $ $ 0.00 % $1,100,000.00 $ $0.00 % $ $ $0.00 % $100,000.00 (Phase: FY: FY: Maximum! Department Participation (Insert Program Name) Maximum Department Participation (Insert Program Name) TOTAL COST OF THE PROJECT Total Cost COST ANALYSIS CERTIFICATION AS REQUIRED BY SECTION: 216.3475, FLORIDA! STATUTES: Section 216.3475, F.S. Documentation is ont file evidencing the methodology used and the conclusions reached. I'certify that the cost for each linei item budget category has been evaluated and determined to be allowable, reasonable, and necessary as required by Marquis Daymon District Grant Manager Name signedby MarqusD Daymon Pjogam Coordinator Date: 20940130.4216-000 Marquis Daymong e dot MLACHUSOMRIDOT OU" Signature Date DocuSign Envelope ID: 6E835483-4916-469E-B2CA-21887B619A4F AItF Form5 525-010-60ec STATEOFROADADEPAT.NT OFT TRANSPORIATION STATE-FUNDED GRANT AGREEMENT 525-011-0C MANAGEMENT PROGRAM 05/21 Pageiof1 EXHIBIT C ENGINEER'S CERTIFICATION OF COMPLIANCE Engineer's Certification of Compliance. The Recipient shall complete and submit the following Notice of Completion and, if applicable, Engineer's Certification of Compliance to the Department upon completion oft the construction phase of the Project. NOTICE OF COMPLETION STATE-FUNDED GRANT AGREEMENT Between and City of Fort Meade THE STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION PROJECT DESCRIPTION: The construction services for the repaving of approximately 7.01 miles of the City of Fort Meade streets at various locations and improve intersections specifically those that intersect with state Ina accordance with the Terms and Conditions of the State-Funded Grant Agreement, the undersigned and county roads FPID#: 452957-1-54-01 provides notification that the work authorized by this Agreement is complete as of 20_ By: Name: Title: ENGINEER'S CERTIFICATION OF COMPLIANCE Ina accordance with the Terms and Conditions of the State-Funded Grant Agreement, the undersigned certifies that all work which originally required certification by a Professional Engineer has been completed in compliance with the Project construction plans and specifications. Ifany deviations have been made from the approved plans, al list of all deviations, along with an explanation that justifies the reason to accept each deviation, will be attached to this Certification. Also, with submittal of this certification the Recipient shall furnish the Department a set of"as-built" plans certified by the Engineer of Record/CEL. SEAL: By: Name: Date: P.E. DocuSign Envelope ID: 6E835483-4916-469E-B2CA-21887B619A4F ALForm5 525-010-60eD SAEOPRORDACEPANENT OFT TRANSPORTATION STATE-FUNDED GRANT AGREEMENT 525-011-0D PROGRAMN MANAGEMENT 05/21 Page1ofi EXHIBIT D RECIPIENT RESOLUTION The Recipient's Resolution authorizing entry into this Agreement is attached and incorporated into this Agreement. DocuSign Envelope ID: 6E835483-4916-469E-B2CA-21887B619A4F ALLF Form 525-010-60eF STATEOFFLORIDAD DEPARTMENT OF TRANSPORTATION STATE-FUNDED GRANT AGREEMENT 525-011-OF PROGRAM MANAGEMENT 05/21 Page1of2 EXHIBITF CONTRACT PAYMENT REQUIREMENTS Cost Reimbursement Contracts Florida Department of Financial Services, Reference Guide for State Expenditures 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 musti 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 ofs service. Only expenditures for categories in the approved agreement! budget may be reimbursed. These expenditures must be allowable (pursuant to law) and directly Listed below are types and examples of supporting documentation for cost Salaries: Timesheets that support the hours worked on the project or activity must be kept. A payroll register, or similar documentation should be maintained. The payroll register should show gross salary charges, fringe benefits, other deductions and net pay. Ifa an individual for whom reimbursement is being claimed is paid by the hour, a document Fringe benefits: Fringe benefits should be supported by invoices showing the amount paid on behalf oft the employee, e.g., insurance premiums paid. Ift 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 Travel: Reimbursement for travel must be in accordance with S. 112.061, F.S., which includes submission of the claim on the approved state travel voucher along with Other direct costs: Reimbursement will be made based on paid invoices/receipts and proof of payment processing canceledprocessed checks and bank statements). 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 DMS Rule 60A-1.017, F.A.C., regarding the requirements for contracts which include services and that provide for the contractor to purchase tangible personal property as defined in S. 273.02, F.S., for Indirect costs: If the contract stipulates that indirect costs will be paid based on a specified rate, then the calculation should be shown. Indirect costs must be in the approved agreement budget and the entity must be able to demonstrate that the costs are not duplicated elsewhere as direct costs. All indirect cost rates must be evaluated for related to the services being provided. reimbursement agreements: reflecting the hours worked times the rate of pay will be acceptable. checks for fringe benefits. supporting receipts and invoices. subsequent transfer to the State. reasonableness and for allowability and must be allocated consistently. DocuSign Envelope ID: 6E835483-4916-469E-B2CA-21887B619A4F Contracts between state agencies may submit alternative documentation to substantiate the reimbursement request, which may be in the form of FLAIR reports The Florida Department of Financial Services, online Reference Guide for State htps/www.myfloridaclo.comDwsion/AAManvasdocuments/ReterencerenceGudeforSlate or other detailed reports. Expenditures Expenditures.pdf. can be found at this web address DocuSign Envelope ID: 6E835483-4916-469E-B2CA-21887B619A4F AItF Form 525-010-60eJ STATEOF FLORIDAI DEPARTMENT OF TRANSPORTATION STATE-FUNDED GRANT AGREEMENT 525-011-0J PROGRAMI MANAGEMENT 09/20 Page1of1 EXHIBITJ STATE FINANCIAL ASSISTANCE (FLORIDA SINGLE AUDIT ACT) THE STATE RESOURCES AWARDED PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLOWING: Awarding Agency: Florida Department of Transportation State Project Title County Incentive Grant Program (CIGP), (CSFA55.008) and CSFA Number: Small County Outreach Program (SCOP), (CSFA 55.009) Small County Road Assistance Program (SCRAP), (CSFA55.016) Transportation Regional Incentive Program (TRIP), (CSFA55.026) J Chapter 2023-239. Laws of Florida, Specific Appropriation 2024A, CSFA 55.039 *Award Amount: $1,000,000.00 *The state award amount may change with supplemental agreements Specific project information for CSFA Number is provided at: https:llapps. fidfs. msaCICAaaN ÇOMPLIANCE REQUIREMENTS APPLICABLE TO STATE RESOURCES AWARDED PURSUANT TO THIS State Project Compliance Requirements for CSFA Number are provided at: The State Projects Compliance Supplement is provided at: htpslapslds.comisaatcomplenceasps AGREEMENT: https:llapps.f fldfs. comsassat/Complanse aspx