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HomeMy WebLinkAbout890465.tiff RESOLUTION RE: APPROVE CONTRACT BETWEEN UNION PACIFIC RAILROAD COMPANY AND WELD COUNTY, COLORADO, AND AUTHORIZE CHAIRMAN TO SIGN WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld County, Colorado, and WHEREAS, a Contract for the installation of automatic crossing signals with gates on Weld County Road 16 east of U.S. Highway 85, between Union Pacific Railroad Company and Weld County has been presented to the Board, and WHEREAS , the terms and conditions are as stated in the Contract, a copy of which is attached hereto and incorporated herein by reference, and WHEREAS , after study and review, the Board deems it advisable to approve said Contract, for the safety of the general public . NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that said Contract between the Union Pacific Railroad Company and Weld County be, and hereby is , approved . BE IT FURTHER RESOLVED by the Board that the Chairman be, and hereby is , authorized to sign said Contract. The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 31st day of May, A.D. , 1989 . • BOARD OF COUNTY COMMISSIONERS ATTEST: 4:84 WELD COUNTY, COODUNTYY, CpLORADO Weld County erk and Recorder ":"•141/1--4--4h�" and Clerk to the Board C.W. Ki C irman • l csr - c4J ne J•'U son, Pro-Tem 7pu€y County C erk YY,��LL APPROD AS TO FORM: ene R. Brantner� George Kennedy County Attorney EXCUSED DATE OF SIGNING - AYE Gordon E. Lacy A ;,/:' 7- 2 ,7 j 1"U.-71--4--z/ 890465 L 'ON PACIFIC RAILROAD COMP 1Y ENGINEERING DEPARTMENT C.D.BARTON S.J.McLAUGHLIN,ASSISTANT VICE PRESIDENT-ENGINEERING P.M.ABARAY CHIEF ENGINEER-MAINTENANCECHIEF ENGINEER-SIGNALS C.L.JENSEN UNION D.L.BANGHART CHIEF ENGINEER-PROGRAMS PACIFIC CHIEF ENGINEER-PLANNING J.R.BERAN I I I I I I J.W HEAVIN CHIEF ENGINEER-DESIGN CHIEF ENGINEER-FACILITIES ROOM 1000 1416 DODGE STREET OMAHA,NEBRASKA 68179 (402)271-5000 May 5, 1989 Crossing - Public Co. , Ft. Lupton Co. Rd. #16 DOT 804375K Mr. Alan Miller Utility Inspector Weld County P.O. Box 758 Greeley, Colorado 80632 Dear Mr. Miller: Reference is made to previous correspondence regarding proposed project to install automatic crossings signals with gates at the above referenced location. Please find attached duplicate originals of agreements to cover this project. Please arrange for execution on behalf of the County and return both agreements to us for our execution. After execution by the Railroad, your original counterpart will be returned for your files. Please send agreements to: Mr. R. E. Jackson Manager Contracts Rm 1100 Union Pacific Railroad Co. 1416 Dodge Street Omaha Nebraska 68179 If any further information is needed, please contact me at (402) 271-3784, I would also appreciate copy of cover letter when agreements are returned. Yours truly,c:fL K. Rudolph ca • 6 Mgr. Ind. & Pub. Projects top ` _�' UPRR Council Bluffs Office 1I 1416 Dodge Street Omaha, Nebraska 68179 890465 t , 989 EmoRAnDum W Y , � a} fbard of County Commissioners O Town Millar, Engineering Data May 11 , 19R9 COLORADO From Lee D Mnrrisnn, Assistant Weld County Attorney Contract Between the County of Weld and the Subject: Union Pani fi r• Rai 1 oad omDany Regarding Grail Crossing Warning Devise at Weld County Road 16, East of Highway 85 I have reviewed the contract and find it is acceptable for signature provided the following policies enunciated in the contract are accepted and understood by the Board. The contract basically provides that the Railroad shall pay nothing toward the expense of installing the gates but will provide maintenance indefinitely thereafter. The Railroad will actually perform the work and this contract obligates Weld County to reimburse the Railroad for all the work done regardless of whether or not Weld County is compensated. Should there be damage, under Article III, paragraph 4 , then the County is obligated to attempt to collect from the party causing the damage the cost necessary for the replacement and reimburse the Railroad up the amount recovered. In the event nothing can be recovered then the loss will be borne in proportions which will be established by the Colorado Public Utility Commission. It is my understanding that Weld County is in line for grant money which should pay for approximately 90% of the cost and should that money not be available, under Article IV, Section C, we could cancel the contract subject to the expenses incurred by the Railroad in planning for the project. There are 3 typographical errors which I have identified. Page 3, Article III , paragraph 3 , the third to the last word in the last line should be "and" instead of "ant. " Article 1V, Section B, appears to be lacking a negative somewhere as it is my understanding the Railroad is claiming that there is no benefit to the Railroad. I would hesitate to add that by interlineation as I am not sure of the language but it may be appropriate to call that to their attention. A similar error is made in Section J on page 5 where we are supposed to transfer or sign the agreement and I would recommend interlineating the word "not" prior to the word "transfer" in the first line of Section J and having the Chairman initial that. e D Morrison Assis ant County Attorney rm 890465 CORD16.PRX • Installation of AutomaLlc = / 371 / <62 Flashing Light Signals and Gates, Mile Post 26.98, nr Fort Lupton, Colorado THIS CONTRACT, made this 31st day of May , 1989 , by and between COUNTY OF WELD, a county of the state of Colorado, (hereinafter the "Political Body"), and UNION PACIFIC RAILROAD COMPANY, a corporation of the state of Utah, (hereinafter called "Railroad") . WHEREAS, required approval, clearance, and coordination has been accomplished from and with appropriate agencies; and WHEREAS, under authority of the laws and statues of the United States and the State of Colorado, funds have been allocated for the purpose of eliminating hazards to life and property for upgrading highway/railroad Grade Crossing Warning Devices at various locations in the State of Colorado under Section 203 of the Federal-Aid Highway Program; and WHEREAS, the Political Body, by resolution has the authority to enter into contracts, including contracts with railroads, for safeguarding life and property at highway/railroad grade crossings; and WHEREAS, it is desirable, for the benefit, convenience and safety of the public using the roadway and for the parties hereto that the improvements provided by this contract be accomplished by the Railroad's forces; and WHEREAS, the Railroad is willing to accomplish the improvements with its forces as hereinafter set forth, provided the cost thereof is assumed by the Political Body funds and Federal funds. NOW, THERFORE, it is hereby agreed that: ARTICLE I GENERAL PROVISIONS SECTION A. DEFINITIONS. The term "Work" shall include furnishing all materials and doing all work necessary to install highway warning devices at the crossing of County Road 16 and Union Railroad's tracks, near the City of Fort Lupton, State of Colorado, (hereinafter called "Grade Crossing Warning Devices") . FHWA U.S. Department of Transportation Federal Highway Administration FHPM 6-6-2-1 Federal-Aid Highway Program Manual Volume 6, Chapter 6, Section 2 Subsection 1 MUTCD The Manual on Uniform Traffic Control Devices for Streets and Highways 890465 SECTION B. EXHIBITS. The exhibits listed below are hereto attached and made a part of this contract: Exhibit A Print showing general crossing location and general location of proposed Grade Crossing Warning Devices. Exhibit B The Railroad's Force Account Estimates to accomplish work. SECTION C. REFERENCE DOCUMENTS. The following are made a part of this contract by reference the same as if attached hereto including any supplements or amendments thereto dated prior to the date of this contract: FHPM 1-4-3 Dated April 25, 1975 FHPM 6-4-1-6 Dated September 10, 1976 FHPM 6-6-2-1 Dated April 25, 1975 FHPM 6-8-2-1 Dated July 3, 1974 MUTCD including FHWA Bulletin Dated April 1, 1977, "Part VIII - Traffic Control System for Railroad Highway Grade Crossings." ARTICLE II COMMITMENTS ON THE PART OF THE RAILROAD SECTION A. CROSSING AT GRADE. 1. Warning Devices. The Railroad agrees to accomplish all the work required hereunder relating to the installation of the Grade Crossing Warning Devices. a. The Railroad will prepare and submit to the Political Body, crossing sketch and estimates for the installation of the proposed Grade Crossing Warning Devices. b. The crossing sketch (Exhibit A) and estimates (Exhibit B) , when and as approved by the parties hereto, shall govern the construction of the Grade Crossing Warning Devices. 2. Changes and Extra Work. No changes shall be made in the work which will materially increase the cost of the project as shown on the estimates (Exhibit B) or alter the character or scope of the work without prior authorization of the Political Body. Major changes and extra work must be approved in writing in advanced; minor changes and minor extra work may be performed and approval obtained retroactively. 3. Future Use of Warning Devices. If, hereafter, by agreement, negotiation, or order of competent public authority, the Grade Crossing Warning Devices are rendered unnecessary, undesirable, or improper by closing of said crossing, by relocation, by separation of grades, or by development or improvement in crossing technology or otherwise, such devices shall be removed, 2 890465 and then reinstalled or salvaged as approved by the Colorado Public Utilities Commission. 4. Maintenance of Warning Devices. Upon completion of the work required under this Contract, the Railroad shall, at the expense of the Railroad, thereafter, operate, maintain, repair, and keep the Grade Crossing Warning Devices installed hereunder in a proper working condition; provided, however, that the Railroad shall be entitled to receive any contribution towards the cost of such operation or maintenance as may now or hereafter be made available by reason of any law, ordinance, regulations, order, grant, or by other lawful means or sources. ARTICLE III COMMITMENTS ON THE PART OF THE POLITICAL BODY SECTION A. POLITICAL BODY OBLIGATIONS. 1. Actual Costs. The Political Body shall reimburse the Railroad one hundred percent (100%) of the total actual costs of the Railroad. 2. Acceptance of the Railroad's Estimates. The estimated cost of the work to be performed by the Railroad under this contract is shown on the estimate marked Exhibit B. The subject estimate has been examined by the Political Body and judged to be satisfactory as a basis for reimbursing the Railroad, it being understood and agreed that the total reimbursement shall be made on the basis of the actual costs in accord with FHPM 1-4-3. The estimate is based on the Railroad's best judgment as to the actual cost of the work to be done by the Railroad, however, the estimate is not a guarantee as to actual costs. 3. Reimbursement of the Railroad by the Political Body. The Political Body agrees to reimburse the Railroad for all the work and services performed by the Railroad's forces, including the cost of preliminary engineering, in a total amount equalling the cost incurred by the Railroad in accord with FHPM 1-4-3. Railroad may present progressive billings and the Political Body shall make payment upon receipt of Railroad's statement, with the aggregate amount of such billings not to exceed ninety percent (90%) of the total estimated cost less any previous payments, and the Political Body shall make payment to the Railroad. Subsequent to the final audit, the Political Body will make final payment to the Railroad for work performed and materials furnished in accordance with this Agreement. The Railroad's billing for incurred costs of any such work by the Railroad's forces shall be audited by the Political Body for compliance with the aforesaid FHPM 1-4-3. Labor charges for any services or work performed by the Railroad's personnel sh be in accord with the then current working agreement between the Railroad an 'ltts employees. 4. Accident Damage. Replacement of equipment necessitated by reason of accidental damage shall be made by the Railroad as soon as practical regardless of whether the likelihood of collection from the party or parties causing the damage shall have been determined at the time of need for such replacement. If an accident which destroys or damages the grade Crossing Warning Devices is the responsibility of a party or parties causing such destruction and the party or parties are not signatory to this Agreement, then the Political Body shall thereupon attempt to collect, from the party or parties causing the 890465 - 3 - damage or destruction, the full cost necessary for the replacement of the damaged parts. the Political Body will reimburse the Railroad for its actual expenses in such restoration up to the amount recovered by the Political Body and so used. In the event the Grade Crossing Warning Devices shall be damaged by vehicular accident or otherwise and the cost of necessary repairs shall not be collectible from the party or parties responsible, then the cost of such repairs shall be apportioned to and borne by the parties hereto and existing federal and state funding programs or other funding in such proportion as shall be determined by the Colorado Public Utilities Commission. ARTICLE IV ADDITIONAL PROVISIONS SECTION A. FEDERAL AID PROJECTS. It is understood that the project herein contemplated shall be financed in part from funds made available by the Federal Government and expended under Federal regulations; that all plans, estimates of cost, specifications, authorizations, awards of contracts, acceptance of work and procedures in general are subject at all time to all Federal laws, rules, regulations, orders and approvals applying to Federal projects. SECTION B. NO BENEFITS TO THE RAILROAD. Pursuant to 23 U.S.C. 130(b) and 49 C.F.R. 1.48, in accordance with Paragraph 6b(1Aogt ig,�yPM 6-6-2-1, it is determined that the improvement herein provided will A r 'lt in ascertainable benefits to the Railroad and, consequently, liability for the cost thereof shall not be assigned to the Railroad. SECTION C. CANCELLATION. In the event fir difficulties a sin aixxseg In securing necessary Federal approvals, or in acquring necessary right-of-way, or in settling damages or damage claims, or for any other reason, which in the opinion of the Political Body, render it impracticable to utilize Federal funds from the current appropriation for the construction of the project, then at any time before actual construction is started pursuant to proper notice, Federal approval wifc�l authority, the political Body may serve formal notice of cancellation upon the Railroad and this contract shall thereupon become null and void. In the event of any such cancellation, the Political Body shall reimburse the Railroad for all related preliminary engineering costs incurred by the Railroad prior to the effective cancellation date, along with any other properly incurred expenses due as of the cancellation date. SECTION D. APPLICATION TO PUBLIC UTILITIES COMMISSION. The Political Body has made/shall make application to the Public Utilities Commission for installation of Grade Crossing Warning Devices and for approval of the continuing maintenance provisions herein agreed to by the parties. The parties hereto shall cooperate in presenting all matters involved to said Public Utilities Commission, if any further matters are still to be presented. 896465 _ 4 _ SECTION E. APPROVAL BY PUBLIC UTILITIES COMMISSION. The provisions of this contract, pertaining to the modifications required in the Railroad's facilities, shall not become effective until approval thereof has been obtained from the Public Utilities Commission and an order issued. SECTION F. CIVIL RIGHTS. In compliance with Title VI of the Civil Rights Act of 1964, and with Section 162(1) of the Federal Highway Act of 1973, the Railroad, for itself, its assignees and successors in interest, agrees as follows: See attached Schedule "A" SECTION G. REMEDIES FOR BREACH. If the Political Body shall fail, refuse or neglect to perform and abide by the terms of this Agreement, the Railroad, in addition to any other rights and remedies, may perform any work which in the judgment of the Railroad is necessary to place the highway and appurtenance in such condition as will not menace, endanger or interfere with the Railroad's employees, and the Political Body will reimburse the Railroad for the expense thereof. No termination of this Agreement shall affect any rights or obligations of the parties hereto which may have accrued, or liabilities, accrued or otherwise, which may have risen prior to such termination. SECTION H. WAIVER OF BREACH. The waiver by the Railroad of a breach of any condition, covenant or agreement herein contained to be kept, observed, and performed by the Political Body shall not impair the right of the railroad to avail itself of any subsequent breach thereof. SECTION I. EFn.CTIVE DATE. This Agreement shall take effect as of the date first herein written and shall continue in full force and effect until terminated by agreement of the parties or order of a competent authority. SECTION J. RIGHT NOT TRANSFERABLE. ttQgJ The Political Body agreesAto transfer or assign this Agreement, or any interest therein, or any right granted thereunder, without the written consent of the Railroad, and it is agreed that any such transfer or assignment, whether voluntary, by operation of law, or otherwise, without such written consent, shall absolutely void and shall, at the option of the Railroad, terminate this Agreement. SECTION K. SUCCESSORS AND ASSIGNS. All of the covenants and provisions hereof shall, inure to the benefit of and binding upon the parties hereto, their successors and assigns. 990465 - 5 - IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in duplicate as of the date first herein written. WITNESS: UNION PACIFIC RAILROAD COMPANY By �JJ-� � Gen-Director Contracts & Real Estate t77)7ATTEST: I E'-44, i+0 COUNTY OF WELD „/ . �J By � � JTitle: Chairman Board of County (Seal) Commissioners Pursuant to Resolution No. N/A Passed May 31 , 1989, copy attached. 890465 - 6 _ -- - 30,x, f 30' QI' •am,re SfOte SF&.vs W a BY wa o 6oitu y • .Remove caaacauucs t Mismd.s At. uu6Jgs wfionY • ar Lena f1.7 � 61266(E'y S US 7. j0 t7ENVffQ Tb emeyE,wvs ... 24'Mtifocr k viumb EXHIBIT "A" UNION PACIFIC RAILROAD COMPANY Fort Lupton, Weld County, Colorado M . P. 26 . 98 — Greeley Subdivision To accompany agreement with Weld County to install automatic flashing lights , with gates at County Rd . 16 . Scale: 1 " = 100' Office of Director—Ind. & Pub Projects Omaha, Nebraska April 20, 1989 * LEGEND * Crossing Area Shown RR R/W Shown 89€ 465 ESTIMATE OF MATERr" AND FORCE ACCOUNT WORK L AE UNION PACIFIC RAILROAD COMPANY FOR THE COLORADO-DEPARTMENT OF TRANSPORTATION DESCRIPTION OF WORK : INSTALL AUTOMATIC FLASHING LIGHT CROSSING SIGNALS WITH GATES AT C.R. 16 , M.F. 26,98 , DOT 804375K LOCATION : FT. LUPTON SERVICE UNIT : tO DATE : 04/20/88 JOB DESCRIPTION LABOR MATERIAL NO. TOTAL HIGHWAY CROSSING SIGNALS ENGINEERING 4000 INSTALL SIGNALS 16448 29943 REMOVE XING SIGNS 100 LABOR ADDITIVES 12945 M.S.E. 2076 CONTINGENCIES 2045 2994 • EQUIPMENT RENTAL 1500 PERSONAL EXPENSES 5250 40788 36533 77321 TOTAL PROJECT 40788 36533 77321 EXISTING REUSABLE MATERIAL - NOS SALVAGE NONUSABLE MATERIAL - NONE NOTE : SEE ATTACHED WORKSHEET TOTAL ESTIMATED COST OF PROJECT LESS CREDITS 77321 THE ABOVE FIGURES ARE ESTIMATES ONLY AND SUBJECT TO FLUCTUATION. IN THE EVENT OF AN INCREASE OR DECREASE IN THE COST OR AMOUNT OF MATERIAL OR LABOR REQUIRED, THE STATE WILL BE BILLED FOR ACTUAL CONSTRUCTION COSTS AT THE CURRENT RATES EFFECTIVE THEREOF. 890465 PATE-: 04/20/88 ,..riVICE UNIT : 10 SHEET 1 OF 2 LCCATICN : FT. LUPTO?? STATE : COLORADO DESCRIPTION OF WORK : INSTALL AUTOMATIC FLASHING LIGHT CROSSING SIGNALS WITH GATES AT C.R. 16 , M.P. 26:98 , DOT 804375K I ,;C3 I TAB I DESCRIPTION I QUTY I UNIT I COST I LABOR 11MATERIAL I PI I O.E. I OTHER I A/R ' ---- - ------- - -------- - ------- - -------- AUTO11ATIC HIGHWAY WARNING DEVICES 709-21- BATTERY, 75A-9 6 EA 141.00 346 10 BATTERY, 75A-23 6 EA 322.00 1932 CONDUIT FIBRE I EA 29.00 29 GROUND ROD CONN, 4 EA 3.00 12 GROUND ROD 4 EA 11.00 44 WIRE, 2C r 6 300 LF 0.85 255 WIRE, 5C # 9 600 LF 1.00 600 WIRE, 5C #6 0 EA 1,53 0 SIGN, TRACK 0 EA 20.00 9 SIGN, MOUNTING KIT 4 EA 106.0?0 424 SIGN, RR XING 2 EA 54.00 108 BOND STRAND 100 LF 0.29 2? BOOTLEG 4 EA 25.00 100 FOUNDATION, GATE 2 EA 162.00 324 FOUNDATION, CABIN 4 EA 49.00 196 CABIN, 6' X 6' 1 EA 2362.00 2362 RECTIFIER 2 EA 285.00 579 TRANSFORMER 1 EA 93.00 93 BELL 2 EA 170.00 340 F.L.SIGNAL W/GATE 2 EA 4158.00 8316 HARMON, PhD-2 I EA 8004.00 0004 MONITOR 1 EA 653.00 653 RELAY, SLOW RELEASE 1 EA 225.00 225 RELAY, FLASHER 1 EA 469.00 469 RELAY, PO 1 EA 358.00 358 RELAY, LAME' CONTROL 1 EA 333.00 333 RELAY, 670 OWM 4PT. 2 EA 412.00 024 POLE & POWER TAP 1 EA 715.00 715 GUARD RAIL 0 EA 500.00 0 F'IPE 21' SECTION 3 EA 92.00 276 MISC, MAIL. 1 LS 850 WIRE HOUSE 44 HR 14.13 622 656 ENGINEERING 4000 INSTALL SIGNALS 1120 HR 14.13 15826 ADDITIVES 632 12082 MSE 7X 2096 CONTINGENCIES 10S 2045 2994 EQUIPMENT RENTAL 15 DAYS 100 4500 PERSCNAL EXPENSES 15 DAYS 50 5250 x0625 36533 77 REMOVAL ''1-" REMOVE XING SIGNS 100 ADDITIVES 63% 63 163 163 TOTALS 40788 36533 77321 OJ0465 1 ONIIPoH0 01 S1J3NNOJ 7474-. I i c 0 m C P ( - d '. 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" • �>'- NbOF¢ H4'N - . a I .,.••la Ott .W = n ozw'm° i 74•x•w oiwm i N .W0 145,7401- 2"te .ib ♦ • ' �.r 'A15,2'1 '410 cc iy. o=a m 4150^" ci>4 a 0W i- 8" ¢aa o- W u¢ar 0 N ,„, >t -r-O -.0®00.04; 03- ® 0 i cLi 1 -] 0r'0110 ;m`3W'�N OyNi . i-No i • �� 'a¢maim Ndi:atwai '^uc, d� mar] ® • 0i < . R0=, . W i 0 z- .., l• g• O.6w- 6di v l -41:7421 y2 f'` _ m'Y' = V N�iNNi W,AAE N �Ri r74 iNnl N O V g • t9) m N • % • • W m O Zr _, I J o I I- • 1 i ONI11e80 01 S1J3NNO3 0 890465 J Civil Rights Exhibit April, 1980 Schedule A Nondiscrimination Provisions: In compliance with Title VI of the Civil Rights Act of 1964 , and with Section 162 (a) of the Federal Aid Highway Act of 1373 , the railroad company, for itself, its assignees and successors in interest hereinafter referred to as the "Contractor, " agrees as follows : 1 . Compliance with Regulations . The Contractor will comply with the Regulations of one Department of Transportation relative to nondiscrimination in Federally-assisted programs of the Department of Transportation (Title 49, Code of Federal Regulations , Part 21, her_in- after referred to as the "Regulations") , which are herein incorporated by reference and made a part of this contract. • 2. Nondiscrimination. The Contractor, with regard to the work performed by it after award and prior to completion of the contract wor' will not discriminate- on the ground of race, color, sex, mental or physical handicap, or national origin in the selection and. retention of Subcontractors, including procurements of materials and leases of equipment. The Contractor will not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations , including employment practices when the contract covers a program set forth in Appendix C of the Regulations. 3. Solicitations for Subcontracts , Including Procurement of Materials and Ecuipmenc . In all solicitations eitner by competitive bidding or negotiation made by the Contractor for work co be performed under a subcontract, including procurements of materials or equipment, each potential Subcontractor or supplier shall be notified by the Contractor of the Contractor ' s obligations under this contract and the Regulations relative to nondiscrimination on the ground of race, color, sex, mental or physical handicap or national origin. 4. Information and Reports . The Contractor will provide all in- formation and reports required by the Regulations , orders and in- structions issued pursuant thereto, and will permit access to its books , records, accounts, ocher sources of information, and its faci- lities as may be determined by the State or the TWA to be pertinent co ascertain compliance with such Regulations , orders and instructions. Where any information required of the Contractor is in the exclusive possession of another who fails or refuses to furnish this information. the Contractor shall so certify co the State, or the FWA as appro- priate, •and shall set forth what efforts have been made to obtain the information. 5 . Sanctions for Noncompliance. In the event of the Contractor's noncompliance with the nondiscrimination provisions of this contract, the State shall impose such contract sanctions as it or the FHWA may determine co be appropriate, including but not limited co: • 890465 • • �s (a) Withholding of payments to the Contractor under the Contract until the Contractor complies , and/or • (b) Cancellation, termination or suspension of the contract, in whole or in part. 6 . Incorporation of Provisions . The Contractor will incluae the provisions of Paragrapns 1 tnrough 6 in every subcontract, in- cluding procurements of materials and leases of equipment, unless exempt by the Regulations , order, or instructions issued pursuant thereto. The Contractor will take such action with respect to any subcontract or procurement as the State or the FHWA may direct as a means of enforcing such provisions including sanctions for non- compliance; provided, however, that, in the event the Contractor becomes involved in, or is threatened with, litigation with a Sub- contractor or supplier as a result of such direction, the Contractor may request the State to enter into such litigation to protect the interests of the State and, in addition , the Contractor may request the FHWA to enter into such litigation to protect the interests of the United States. • • • -2- . 890465 Hello