HomeMy WebLinkAbout20183222.tiffRESOLUTION
RE: APPROVE CONGESTION MITIGATION AND AIR QUALITY (CMAQ) GRANT
AGREEMENT FOR NORTH FRONT RANGE NATURAL GAS VEHICLE FLEETS AND
AUTHORIZE CHAIR 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, the Board has been presented with a Congestion Mitigation and Air Quality
(CMAQ) Grant Agreement for North Front Range Natural Gas Vehicle Fleets between the County
of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County,
on behalf of the Department of Public Works, and the Colorado Department of Transportation,
commencing upon full execution, and ending January 31, 2020, with further terms and conditions
being as stated in said agreement, and
WHEREAS, after review, the Board deems it advisable to approve said agreement, a copy
of which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld
County, Colorado, that the Congestion Mitigation and Air Quality (CMAQ) Grant Agreement for
North Front Range Natural Gas Vehicle Fleets between the County of Weld, State of Colorado,
by and through the Board of County Commissioners of Weld County, on behalf of the Department
of Public Works, and the Colorado Department of Transportation, be and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized
to sign said agreement.
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 8th day of OctoberA.D., 2018.
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BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
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2018-3222
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MEMORANDUM
TO: Clerk to the Board
DATE: October 4, 2018
FROM: Elizabeth Relford, Deputy Director
Public Works Department
SUBJECT: CDOT Contract Approval for CMAQ Project
#22101 —NFR FY17
For Fiscal Year 2017, Weld County was awarded $134,120 in federal Congestion Mitigation
and Air Quality (CMAQ) Improvement Program funding from the North Front Range (NFR)
Metropolitan Planning Organization (MPO). The local match requirement is 17.21% ($27,880)
for a total contract amount of $162,000. In April 2018, the Federal Highway Administration
(FHWA) issued Buy America waivers for this equipment (83 FR 16421, April 16, 2018) so the
procurement process can proceed.
The funding is for one light -duty (1/2 -ton) compressed natural gas (CNG) pickup truck and
three (3) liquified natural gas (LNG) conversion kits for heavy-duty trucks in the Weld County
Public Works fleet. They comply with FHWA's dominant transportation component definition
and will be used for multiple purposes, including but not limited to snow plowing, road sanding
and salting, road surface maintenance, weed control, road right-of-way maintenance, and for
emergency response to assist in scene management to ensure public safety and mobility are
maintained for the traveling public.
The Public Works Department is requesting Board approval of the contract (SAP
PO#491001477) with CDOT for the FY17 NFR CMAQ Project #22101. I will be available to
answer questions at the meeting.
2018-3222
E0015
COLORADO
Department of Transportation
Division of Transportation Development
Multi -Modal Planning Branch
2829 West Howard Place
Denver, CO 80204
November 13, 2018
Elizabeth Relford
Weld County Government
PO Box 758
Greeley, CO 80632-0758
Dear Elizabeth:
This is your official letter to proceed on the Congestion Mitigation and Air Quality (CMAQ) "FY2017 NFR Weld County
Natural Gas Vehicle (NGV) Fleets."
Enclosed is your CDOT contract 19-HTD-ZL-00255 PO Number 491001477, Project Number 22101. Please be sure to use
this PO number as a reference when asking questions or submitting invoices. This contract provides a total of
$162,000 ($134,120 Federal and $27,880 Local Match). The funds represent a local match of 17.21% and no over match.
The contract is effective as of November 5, 2018. This contract will expire on January 31, 2020 unless sooner terminated
or further extended as specified in the contract. Please read your contract so you're aware of all your responsibilities.
Billing must be done on a monthly basis and all costs submitted are on a cost -reimbursement basis only. Each invoice
submitted for reimbursement must have:
Reimbursement Request Form
Grantee Name and Mailing Address
Contract Number
Purchase Order Number
Name of Project
Dates for specific period of billing (month and year)
Progress report of work completed for the billing period
Financial progress report identifying total expenditures by budget line items
The reimbursement form outlines the statement of work produced, along with corresponding back-up documentation. A
copy is attached to your contract. Documentation may include but not be limited to:
Copy of subcontractor invoices marked "paid", dated, and signed by project administrator or designee
Copy of all expense receipts
Copy of checks or general ledger referencing all paid expenses
Signed time sheets (each sheet must be signed by each staff and his/her supervisor) identifying the days and
hours each employee worked on the project and their rate of pay; in addition to all other hours worked during
the month
4201 E. Arkansas Ave., Shumate Bldg, Denver, CO 80222-3400 P 303.757.9982 F 303.757.9727 www.coloradodot.Info
Any bids or RFPs must be pre -approved by the CDOT Contract Administrator prior to their public release. Any subsequent
contracts being written for those bids or RFPs must be submitted for pre -approval prior to being executed with the
subcontractors.
Good luck with your project, and please contact me if you have any questions.
Sincerely,
Betsy Jacobse
Bicycle/Pedestrian/Byways Section Manager
Attachment
4201 E. Arkansas Ave., Shumate Bldg, Denver, CO 80222-3400 P 303.757.9982 F 303.757.9727 www.coloradodot.Info
CDOT — Division of Transportation Development
SAP PO #: 491001477
SRM #: 19-HTD-ZL-00255
DUNS #: 075757955
STATE OF COLORADO
Colorado Department of Transportation
Division of Transportation Development
Congestion Mitigation and Air Quality (CMAQ) Grant Agreement
with
WELD COUNTY GOVERNMENT
TABLE OF CONTENTS
1. PARTIES 1
2. EFFECTIVE DATE AND NOTICE OF NONLIABILITY 1
3.
4.
5.
6.
7. PAYMENTS TO GRANTEE
8. REPORTING - NOTIFICATION
9. GRANTEE RECORDS
10.
11. CONFLICTS OF INTEREST
12. REPRESENTATIONS AND WARRANTIES 8
13. INSURANCE
14. BREACH
15. REMEDIES
16. NOTICES and REPRESENTATIVES
17. RIGHTS IN DATA, DOCUMENTS, AND COMPUTER SOFTWARE
18. GOVERNMENTAL IMMUNITY
19. STATEWIDE CONTRACT MANAGEMENT SYSTEM
20. GENERAL PROVISIONS
21.
22.
23.
24.
25.
26.
27.
28.
29.
30.
31.
32.
RECITALS 2
DEFINITIONS 2
TERM 3
STATEMENT OF WORK / CONTRACT OBJECTIVE PLAN 4
4
6
6
CONFIDENTIAL INFORMATION -STATE RECORDS 7
7
COLORADO SPECIAL PROVISIONS
SIGNATURE PAGE
EXHIBIT A
EXHIBIT B
EXHIBIT C
EXHIBIT D
EXHIBIT E
EXHIBIT F
EXHIBIT G
EXHIBIT H
EXHIBIT I
EXHIBIT J
8
9
10
12
12
12
12
13
14
17
18
21
22
24
26
27
29
33
38
39
1. PARTIES
This Grant ("Grant") is entered into by and between WELD COUNTY GOVERNMENT ("Grantee"), and the
STATE OF COLORADO acting by and through the Colorado Department of Transportation, Division of
Transportation Development ("State" or "CDOT"). Grantee and the State hereby agree to the following terms
and conditions.
2. EFFECTIVE DATE AND NOTICE OF NONLIABILITY
This Grant shall not be effective or enforceable until it is approved and signed by the Colorado State Controller
or designee ("Effective Date"). Except as provided in Section 7(B)(ii), the State shall not be liable to pay or
reimburse Grantee for any performance hereunder, including, but not limited to costs or expenses incurred, or
be bound by any provision hereof prior to the Effective Date.
(3)
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3. RECITALS
A. Authority, Appropriation, and Approval
Authority to enter into this Grant exists in CRS §§43-1-106, 43-1-110, 43-1-117, 43-1-224, 43-2-101(4)(c),
30-28-105, 29-1-203, FAST ACT, MAP -21, SAFETEA LU, 23 USC §104 and 23 USC §149 and funds
have been budgeted, appropriated and otherwise made available, and a sufficient unencumbered balance
thereof remains available for payment. Required approvals, clearance and coordination have been
accomplished from and with appropriate agencies.
B. Consideration
The Parties acknowledge that the mutual promises and covenants contained herein and other good and
valuable consideration are sufficient and adequate to support this Grant.
C. Purpose
Having been awarded this Project under the current Statewide Transportation Improvement Plan (STIP),
Grantee, who is responsible for the Continuing, Comprehensive, and Cooperative (3C) Urban
Transportation Planning Process, desires to enter into a grant with CDOT to develop, implement, and
monitor its Congestion Mitigation and Air Quality ("CMAQ") Project for their Carbon Monoxide
Nonattainment Area(s), financed by the use of Congestion Mitigation and Air Quality funds in accordance
with FHWA and State policies.
CDOT desires to enter into this Grant for such Services from Grantee by obtaining federal financial
assistance for congestion mitigation and air quality programs through FHWA, provided that the project is
performed in accordance with the terms and conditions contained in this Grant and in accordance with
applicable federal laws and regulations.
D. References
All references in this Grant to sections (whether spelled out or using the § symbol), subsections, exhibits or
other attachments, are references to sections, subsections, exhibits or other attachments contained herein or
incorporated as a part hereof, unless otherwise noted.
4. DEFINITIONS
The following terms as used herein shall be construed and interpreted as follows:
A. Budget
"Budget" means the budget for the Work described in Exhibit A.
B. CMAQ
"CMAQ" means Congestion Mitigation and Air Quality.
C. Evaluation
"Evaluation" means the process of examining Grantee's Work and rating it based on criteria established in
§6 and§19.
D. Exhibits and other Attachments
The following are attached hereto and incorporated by reference herein: Exhibit A (Scope of Work and
Budget), Exhibit B (Supplemental Requirements for Exhibit A), Exhibit C (Payments and Billing),
Exhibit D (Program Reporting -Notification -Monitoring Requirements), Exhibit E (Records -Additional
Provisions), Exhibit F (Grantee Payment Checklist), Exhibit G (Supplemental Federal Provisions for
Federally Funded Contracts, Grants, and Purchase Orders-FFATA) and Exhibit H (Supplemental Federal
Provisions for Federal Awards), Exhibit I (Title V1 -Civil Rights), and Exhibit J (Billing Form).
E. Federal Funds
"Federal Funds" means the funds provided by the Federal Highway Administration ("FHWA") and the
Federal Transit Administration ("FTA") to fund performance of the Work.
F. Goods
"Goods" means tangible material acquired, produced, or delivered by Grantee either separately or in
conjunction with the Services Grantee renders hereunder.
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G. Grant
"Grant" means this Grant, its terms and conditions, attached exhibits, documents incorporated by reference
under the terms of this Grant, and any future modifying agreements, exhibits, attachments or references
incorporated herein pursuant to Colorado State law, Fiscal Rules, and State Controller Policies.
H. Grant Funds
"Grant Funds" means available funds payable by the State to Grantee pursuant to this Grant.
I. Local Funds
"Local Funds" provided by the Grantee to fund performance of the Work.
J. Manual
"Manual" refers to the CDOT Operating Manual for MPO Transportation Planning.
K. Party or Parties
"Party" means the State or Grantee and "Parties" means both the State and Grantee.
L. Products
"Products" means the work produced as a result of the Work for this Grant.
M. Program
"Program" means the Congestion Mitigation and Air Quality Program (CMAQ) grant program that
provides funding for this Grant.
N. Review
"Review" means examining Grantee's Work to ensure that it is adequate, accurate, correct and in
accordance with the criteria established in §6, and Exhibit A.
O. Services
"Services" means the required services to be performed by Grantee pursuant to this Grant.
P. Subgrantee
"Subgrantee" means third -parties, if any, engaged by Grantee to aid in performance of its obligations.
Q. Work
"Work" means the tasks and activities Grantee is required to perform to fulfill its obligations under this
Grant and Exhibit A, including the performance of the Services and delivery of the Goods.
R. Work Product
"Work Product" means the tangible or intangible results of Grantee's Work, including, but not limited to,
software, research, reports, studies, data, photographs, negatives or other finished or unfinished documents,
drawings, models, surveys, maps, materials, or work product of any type, including drafts.
5. TERM
A. Initial Term -Work Commencement
The Parties respective performances under this Grant shall commence on the Effective Date. This Grant
shall terminate on January 31, 2020 unless sooner terminated or further extended as specified elsewhere
herein.
B. Two Month Extension
The State, at its sole discretion upon written notice to Grantee as provided in §16, may unilaterally extend
the term of this Grant for a period not to exceed two months if the Parties are negotiating a replacement
Grant (and not merely seeking a term extension) at or near the end of any initial term or any extension
thereof. The provisions of this Grant in effect when such notice is given, including, but not limited to
prices, rates, and delivery requirements, shall remain in effect during the two month extension. The two -
month extension shall immediately terminate when and if a replacement Grant is approved and signed by
the Colorado State Controller.
C. Other Modification to Term
The term maybe extended beyond the period specified in Section 5A only by means of an amendment to
this Grant.
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6. STATEMENT OF WORK / CONTRACT OBJECTIVE PLAN
A. Completion
Grantee shall complete the Work and its other obligations as described herein and in Exhibit A on or
before January 31, 2020. The State shall not be liable to compensate Grantee for any Work performed
prior to the Effective Date or after the termination of this Grant.
B. Goods and Services
Grantee shall procure Goods and Services necessary to complete the Work. Such procurement shall be
accomplished using the Grant Funds and shall not increase the maximum amount payable hereunder by the
State.
C. Employees
All persons employed by Grantee or Subgrantees shall be considered Grantee's or Subgrantees'
employee(s) for all purposes hereunder and shall not be employees of the State for any purpose as a result
of this Grant.
D. Federal Laws, Rules and Regulations
If the Grant Funds involve federal funding. Grantee understands and agrees that federal laws, rules and
regulations will control the Work and its implementation. Unless a waiver is granted, Grantee agrees to
comply with all required federal laws, rules and regulations applicable to the Work, in addition to all State
requirements.
7. PAYMENTS TO GRANTEE
The State shall, in accordance with the provisions of this §7, pay Grantee in the following amounts and using
the methods set forth below:
A. Maximum Amount
The maximum amount payable under this Grant to Grantee by the State is $134,120.00, as determined by
the State from available funds. Grantee agrees to provide any additional funds required for the successful
completion of the Work. Payments to Grantee are limited to the unpaid obligated balance of the Grant as
set forth in Exhibit A.
B. Payment
i. Matching Funds
The Subrecipient shall provide matching funds as provided in §7 and Exhibit A. Subrecipient shall
have raised the full amount of matching funds prior to the Effective Date and shall report to the State
regarding the status of such funds upon request. The Subrecipient's obligation to pay all or any part
of any matching funds, whether direct or contingent, only extends to funds duly and lawfully
appropriated for the purposes of this Agreement by the authorized representatives of the
Subrecipient and paid into the Subrecipient's treasury or bank account.
The Subrecipient represents to the State that the amount designated "Subrecipient's Matching
Funds" in Exhibit A has been legally appropriated for the purposes of this Agreement by its
authorized representatives and paid into its treasury or bank account. The Subrecipient does not by
this Agreement irrevocably pledge present cash reserves for payments in future fiscal years, and this
Agreement is not intended to create a multiple -fiscal year debt of the Subrecipient. The Subrecipient
shall not pay or be liable for any claimed interest, late charges, fees, taxes or penalties of any nature,
except as required by the Local Agency's laws or policies.
ii. Retroactive Payments
The State shall pay Grantee for costs or expenses incurred or performance by the Grantee prior to the
Effective Date, only if (1) the Grant Funds involve federal funding and (2) federal laws, rules and
regulations applicable to the Work provide for such retroactive payments to the Grantee. Any such
retroactive payments shall comply with State Fiscal Rules and be made in accordance with the
provisions of this Grant or such Exhibit. Grantee shall initiate any payment request by submitting
invoices to the State in the form and manner set forth and approved by the State. As authorized by
the FTA, such Grantee share (local funds) may include costs or expenses incurred or performance by
the Grantee prior to the Effective Date.
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iii. Reimbursement of Subrecipient Costs
The State shall reimburse the Subrecipient's allowable costs, not exceeding the maximum total
amount described in Exhibit A and §7. The State shall reimburse the Subrecipient for the federal
share of properly documented allowable costs related to the Work after review and approval thereof,
subject to the provisions of this Agreement and Exhibit A. However, any costs incurred by the
Subrecipient prior to the Effective Date shall not be reimbursed absent specific allowance of
preaward costs and indication that the Federal Award funding is retroactive. Allowable costs shall
be:
a) Reasonable and Necessary
Reasonable and necessary to accomplish the Work and for the Goods and Services
provided.
b) Net Cost
Actual net cost to the Subrecipient (i.e. the price paid minus any items of value
received by the Subrecipient that reduce the cost actually incurred).
iv. Available Funds -Contingency -Termination
The State is prohibited by law from making fiscal commitments beyond the term of the State's
current fiscal year. Therefore, Grantee's compensation is contingent upon the continuing availability
of State appropriations as provided in the Colorado Special Provisions, set forth below. If federal
funds are used with this Grant in whole or in part, the State's performance hereunder is contingent
upon the continuing availability of such funds. Payments pursuant to this Grant shall be made only
from available funds encumbered for this Grant and the State's liability for such payments shall be
limited to the amount remaining of such encumbered funds. If State or federal funds are not
appropriated, or otherwise become unavailable to fund this Grant, the State may immediately
terminate this Grant in whole or in part without further liability in accordance with the provisions
herein.
v. Invoicing
Any advance payment allowed under this Grant shall comply with State Fiscal Rules and be made in
accordance with the provisions of this Grant. Grantee shall initiate any payment requests by
submitting invoices to the State in the form and manner set forth and approved by the State.
vi. Interest
The State shall fully pay each invoice within 45 days of receipt thereof if the amount invoiced
represents performance by Grantee previously accepted by the State. Uncontested amounts not paid
by the State within 45 days may, if Grantee so requests, bear interest on the unpaid balance
beginning on the 46th day at a rate not to exceed one percent per month until paid in full; provided,
however, that interest shall not accrue on unpaid amounts that are subject to a good faith dispute.
Grantee shall invoice the State separately for accrued interest on delinquent amounts. The billing
shall reference the delinquent payment, the number of day's interest to be paid and the interest rate.
vii. Closeout
The Subrecipient shall close out this Grant within 90 days after the End Date. Grant close out entails
submission to the State by the Subrecipient of all documentation defined as a Deliverable in this
Agreement, and Subrecipient's final reimbursement request. The State shall withhold 5% of the
allowable costs until all final project documentation has been submitted and accepted by State as
substantially complete. If the project has not been closed by [Federal awarding agency] within 1
year and 90 days after the End Date due to Subrecipient's failure to submit required documentation
that the State has requested from the Subrecipient, then the Subrecipient may be prohibited from
applying for new Federal Awards through the State until such documentation has been submitted and
accepted.
viii. Erroneous Payments
The closeout of a federal award does not affect the right of [Federal Awarding Agency] or [PTE] to
disallow costs and recover funds on the basis of a later audit or other review. Any cost disallowance
recovery is to be made within the record retention period.
ix. Use of Funds
Grant Funds shall be used only for eligible costs identified herein and/or in the Budget. Grantee may
adjust budgeted expenditure amounts up to 10% between activities of said Budget without approval
of the State. Budget adjustments to activities exceeding 10% but less than 24.99% must be submitted
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in advance of actual cost and receive written State approval, which approval may be transmitted
informally by email or such other means that does not rise to the level of an amendment to this
Grant. A budget revision of Exhibit A will be issued by the State with any such adjustment.
Adjustments in excess of 24.99% for any activity shall be authorized by the State in an amendment
to this Grant which may also require an amendment to Exhibit A. Budget adjustments shall not
increase the State's total consideration beyond the maximum amount shown herein without an
amendment to this Grant.
8. REPORTING - NOTIFICATION
Reports, Evaluations, and Reviews required under this §8 shall be in accordance with the procedures of and in
such form as prescribed by the State and in accordance with §19, if applicable.
A. Performance, Progress, Personnel, and Funds
Grantee shall submit a report to the State upon expiration or sooner termination of this Grant, containing an
Evaluation and Review of Grantee's performance and the final status of Grantee's obligations hereunder. In
addition, Grantee shall comply with all reporting requirements, if any, set forth in the Manual and/or
Exhibit D.
B. Litigation Reporting
Within 10 days after being served with any pleading in a legal action filed with a court or administrative
agency, related to this Grant or which may affect Grantee's ability to perform its obligations hereunder,
Grantee shall notify the State of such action and deliver copies of such pleadings to the State's principal
representative as identified herein. If the State's principal representative is not then serving, such notice and
copies shall be delivered to the Executive Director of CDOT.
C. Noncompliance
Grantee's failure to provide reports and notify the State in a timely manner in accordance with this §8 may
result in the delay of payment of funds and/or termination as provided under this Grant.
D. Subgrants
Copies of any and all subgrants entered into by Grantee to perform its obligations hereunder shall be
submitted to the State or its principal representative upon request by the State. Any and all subgrants
entered into by Grantee related to its performance hereunder shall comply with all applicable federal and
State laws and shall provide that such subgrants be governed by the laws of the State of Colorado.
Grantee is responsible for monitoring the work activities of Subgrantees.
9. GRANTEE RECORDS
Grantee shall make, keep, maintain and allow inspection and monitoring of the following records:
A. Maintenance
Grantee shall make, keep, maintain, and allow inspection and monitoring by the State of a complete file of
all records, documents, communications, notes and other written materials, electronic media files, and
communications, pertaining in any manner to the Work or the delivery of Services (including, but not
limited to the operation of programs) or Goods hereunder. Grantee shall maintain such records (the Record
Retention Period) for a period of three years following the date of submission to the State of the final
expenditure report, or if this Grant is renewed quarterly or annually, from the date of the submission of
each quarterly or annual report, respectively. If any litigation, claim, or audit related to the Grant starts
before expiration of the Record Retention Period, the Record Retention Period shall extend until all
litigation, claims, or audit findings have been resolved and final action taken by the State or Federal
Awarding Agency. The Federal Awarding Agency, a cognizant agency for audit, oversight or indirect
costs, and the State may notify Grantee in writing that the Record Retention Period shall be extended. For
records for real property and equipment, the Record Retention Period shall extend three years following
final disposition of such property.
B. Inspection
Grantee shall permit the State, the federal government and any other duly authorized agent of a
governmental agency to audit, inspect, examine, excerpt, copy and/or transcribe Grantee's records related to
this Grant during the Record Retention Period for a period of three years following termination of this
Grant or final payment hereunder, whichever is later, to assure compliance with the terms hereof or to
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evaluate Grantee's performance hereunder. The State reserves the right to inspect the Work at all reasonable
times and places during the term of this Grant, including any extension. If the Work fails to conform to the
requirements of this Grant, the State may require Grantee promptly to bring the Work into conformity with
Grant requirements, at Grantee's sole expense. If the Work cannot be brought into conformance by re -
performance or other corrective measures, the State may require Grantee to take necessary action to ensure
that future performance conforms to Grant requirements and exercise the remedies available under this
Grant, at law or in equity in lieu of or in conjunction with such corrective measures.
C. Monitoring
Grantee shall permit the State, the federal government, and other governmental agencies having
jurisdiction, in their sole discretion, to monitor all activities conducted by Grantee pursuant to the terms of
this Grant using any reasonable procedure, including, but not limited to: internal evaluation procedures,
examination of program data, special analyses, on -site checking, formal audit examinations, or any other
procedures. All monitoring controlled by the State shall be performed in a manner that shall not unduly
interfere with Grantee's performance hereunder.
D. Final Audit Report
If an audit is performed on Grantee's records for any fiscal year covering a portion of the term of this
Grant, Grantee shall submit a copy of the final audit report to the State or its principal representative at the
address specified herein.
10. CONFIDENTIAL INFORMATION -STATE RECORDS
Grantee shall comply with the provisions of this §10 if it becomes privy to confidential information in
connection with its performance hereunder. Confidential information, includes, but is not necessarily limited to,
any State records, personnel records, and information concerning individuals. Such information shall not
include information required to be disclosed pursuant to the Colorado Open Records Act, CRS §24-72-101 et
seq.
A. Confidentiality
Grantee shall keep all State records and information confidential at all times and to comply with all laws
and regulations concerning confidentiality of information. Any request or demand by a third party for State
records and information in the possession of Grantee shall be immediately forwarded to the State's
principal representative.
B. Notification
Grantee shall notify its agent, employees, Subgrantees, and assigns who may come into contact with State
records and confidential information that each is subject to the confidentiality requirements set forth herein,
and shall provide each with a written explanation of such requirements before they are permitted to access
such records and information.
C. Use, Security, and Retention
Confidential information of any kind shall not be distributed or sold to any third party or used by Grantee
or its agents in any way, except as authorized by this Grant or approved in writing by the State. Grantee
shall provide and maintain a secure environment that ensures confidentiality of all State records and other
confidential information wherever located. Confidential information shall not be retained in any files or
otherwise by Grantee or its agents, except as permitted in this Grant or approved in writing by the State.
D. Disclosure -Liability
Disclosure of State records or other confidential information by Grantee for any reason may be cause for
legal action by third parties against Grantee, the State or their respective agents. To the extent permitted by
law, the Grantee shall indemnify, save, and hold harmless the State, its employees and agents, against any
and all claims, damages, liability and court awards including costs, expenses, and attorney fees and related
costs, incurred as a result of any act or omission by Grantee, or its employees, agents, Subgrantees, or
assignees pursuant to this §10.
11. CONFLICTS OF INTEREST
Subrecipient shall not engage in any business or personal activities or practices or maintain any relationships
that conflict in any way with the full performance of Subrecipient's obligations hereunder. Such a conflict of
interest would arise when a Subrecipient's employee, officer or agent, or any member of his or her immediate
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family, his or her partner, or an organization which employs or is about to employ any of the parties indicated
herein, has a financial or other interest in or receives a tangible personal benefit from Subrecipient's receipt of
the Federal Award and/or entry into this Grant Agreement. Officers, employees and agents of the Subrecipient
may neither solicit nor accept gratuities, favors, or anything of monetary value from contractors or parties to
subcontracts.
Subrecipient acknowledges that with respect to this Grant Agreement, even the appearance of a conflict of
interest is harmful to the State's interests. Absent the State's prior written approval, Subrecipient shall refrain
from any practices, activities or relationships that reasonably appear to be in conflict with the full performance
of Subrecipient's obligations to the State hereunder. If a conflict or the appearance of a conflict exists, or if
Subrecipient is uncertain whether a conflict or the appearance of a conflict of interest exists, Subrecipient shall
submit to the State a disclosure statement setting forth the relevant details for the State's consideration. Failure
to promptly submit a disclosure statement or to follow the State's direction in regard to the apparent conflict
constitutes a breach of this Grant Agreement.
12. REPRESENTATIONS AND WARRANTIES
Grantee makes the following specific representations and warranties, each of which was relied on by the State
in entering into this Grant.
A. Standard and Manner of Performance
Grantee shall perform its obligations hereunder in accordance with the highest standards of care, skill and
diligence in the industry, trades or profession and in the sequence and manner set forth in this Grant.
B. Legal Authority — Grantee and Grantee's Signatory
Grantee warrants that it possesses the legal authority to enter into this Grant and that it has taken all actions
required by its procedures, by-laws, and/or applicable laws to exercise that authority, and to lawfully
authorize its undersigned signatory to execute this Grant, or any part thereof, and to bind Grantee to its
terms. If requested by the State, Grantee shall provide the State with proof of Grantee's authority to enter
into this Grant within 15 days of receiving such request.
C. Licenses, Permits, Etc.
Grantee represents and warrants that as of the Effective Date it has, and that at all times during the term
hereof it shall have, at its sole expense, all licenses, certifications, approvals, insurance, permits, and other
authorization required by law to perform its obligations hereunder. Grantee warrants that it shall maintain
all necessary licenses, certifications, approvals, insurance, permits, and other authorizations required to
properly perform this Grant, without reimbursement by the State or other adjustment in Grant Funds.
Additionally, all employees and agents of Grantee performing Services under this Grant shall hold all
required licenses or certifications, if any, to perform their responsibilities. Grantee, if a foreign corporation
or other foreign entity transacting business in the State of Colorado, further warrants that it currently has
obtained and shall maintain any applicable certificate of authority to transact business in the State of
Colorado and has designated a registered agent in Colorado to accept service of process. Any revocation,
withdrawal or non -renewal of licenses, certifications, approvals, insurance, permits or any such similar
requirements necessary for Grantee to properly perform the terms of this Grant shall be deemed to be a
material breach by Grantee and constitute grounds for termination of this Grant.
13. INSURANCE
Grantee and its Subgrantees shall obtain and maintain insurance as specified in this section at all times during
the term of this Grant: All policies evidencing the insurance coverage required hereunder shall be issued by
insurance companies satisfactory to Grantee and the State.
A. Grantee
i. Public Entities
If Grantee is a "public entity" within the meaning of the Colorado Governmental Immunity Act, CRS
§24-10-101, et seq., as amended (the "GIA"), then Grantee shall maintain at all times during the term
of this Grant such liability insurance, by commercial policy or self-insurance, as is necessary to meet
its liabilities under the GIA. Grantee shall show proof of such insurance satisfactory to the State, if
requested by the State. Grantee shall require each Grant with Subgrantees that are public entities,
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providing Goods or Services hereunder, to include the insurance requirements necessary to meet
Subgrantee's liabilities under the GIA.
ii. Non -Public Entities
If Grantee is not a "public entity" within the meaning of the GIA, Grantee shall obtain and maintain
during the term of this Grant insurance coverage and policies meeting the same requirements set forth
in §13(B) with respect to Subgrantees that are not "public entities".
B. Grantee and Subgrantees
Grantee shall require each Grant with Subgrantees, other than those that are public entities, providing
Goods or Services in connection with this Grant, to include insurance requirements substantially similar to
the following:
i. Worker's Compensation
Worker's Compensation Insurance as required by State statute, and Employer's Liability Insurance
covering all of Grantee and Subgrantee employees acting within the course and scope of their
employment.
ii. General Liability
Commercial General Liability Insurance written on ISO occurrence form CG 00 01 10/93 or
equivalent, covering premises operations, fire damage, independent contractors, products and
completed operations, blanket contractual liability, personal injury, and advertising liability with
minimum limits as follows: (a) $1,000,000 each occurrence; (b) $1,000,000 general aggregate; (c)
$1,000,000 products and completed operations aggregate; and (d) $50,000 any one fire.
iii. Automobile Liability
If Grantee or Subgrantee is using a vehicle to perform the Work described in Exhibit A, automobile
Liability Insurance is required covering any auto (including owned, hired and non -owned autos) with a
minimum limit of $1,000,000 each accident combined single limit.
iv. Additional Insured
Grantee and the State shall be named as additional insured on the Commercial General Liability
Insurance policy (leases and construction Grants require additional insured coverage for completed
operations on endorsements CG 2010 11/85, CG 2037, or equivalent).
v. Primacy of Coverage
Coverage required of Grantee and Subgrantees shall be primary over any insurance or self-insurance
program carried by Grantee or the State.
vi. Cancellation
The above insurance policies shall include provisions preventing cancellation or non -renewal without
at least 45 days prior notice to the Grantee and Grantee shall forward such notice to the State in
accordance with §16 (Notices and Representatives) within seven days of Grantee's receipt of such
notice.
vii. Subrogation Waiver
All insurance policies in any way related to this Grant and secured and maintained by Grantee or its
Subgrantees as required herein shall include clauses stating that each carrier shall waive all rights of
recovery, under subrogation or otherwise, against Grantee or the State, its agencies, institutions,
organizations, officers, agents, employees, and volunteers.
C. Certificates
Grantee and all Subgrantees shall provide certificates showing insurance coverage required hereunder to
the State within seven business days of the Effective Date of this Grant. No later than 15 days prior to the
expiration date of any such coverage, Grantee and each Subgrantee shall deliver to the State or Grantee
certificates of insurance evidencing renewals thereof. In addition, upon request by the State at any other
time during the term of this Grant or any subgrant, Grantee and each Subgrantee shall, within 10 days of
such request, supply to the State evidence satisfactory to the State of compliance with the provisions of this
§13.
14. BREACH
A. Defined
In addition to any breaches specified in other sections of this Grant, the failure of either Party to perform
any of its material obligations hereunder, in whole or in part or in a timely or satisfactory manner,
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constitutes a breach. The institution of proceedings under any bankruptcy, insolvency, reorganization or
similar law, by or against Grantee, or the appointment of a receiver or similar officer for Grantee or any of
its property, which is not vacated or fully stayed within 20 days after the institution or occurrence thereof,
shall also constitute a breach.
B. Notice and Cure Period
In the event of a breach, notice of such shall be given in writing by the aggrieved Party to the other Party in
the manner provided in §16. If such breach is not cured within 30 days of receipt of written notice, or if a
cure cannot be completed within 30 days, or if cure of the breach has not begun within 30 days and pursued
with due diligence, the State may exercise any of the remedies set forth in §15. Notwithstanding anything
to the contrary herein, the State, in its sole discretion, need not provide advance notice or a cure period and
may immediately terminate this Grant in whole or in part if reasonably necessary to preserve public safety
or to prevent immediate public crisis.
15. REMEDIES
If Grantee is in breach under any provision of this Grant. the State shall have all of the remedies listed in this
§15 in addition to all other remedies set forth in other sections of this Grant following the notice and cure period
set forth in §14(B), provided however, that the State may terminate this Grant pursuant to §15(B) without a
breach. The State may exercise any or all of the remedies available to it, in its sole discretion, concurrently or
consecutively.
A. Termination for Cause and/or Breach
If Grantee fails to perform any of its obligations hereunder with such diligence as is required to ensure its
completion in accordance with the provisions of this Grant and in a timely manner, the State may notify
Grantee of such non-performance in accordance with the provisions herein. If Grantee thereafter fails to
promptly cure such non-performance within the cure period, the State, at its option, may terminate this
entire Grant or such part of this Grant as to which there has been delay or a failure to properly perform.
Exercise by the State of this right shall not be deemed a breach of its obligations hereunder. Grantee shall
continue performance of this Grant to the extent not terminated, if any.
i. Obligations and Rights
To the extent specified in any termination notice, Grantee shall not incur further obligations or render
further performance hereunder past the effective date of such notice, and shall terminate outstanding
orders and subcontracts with third parties. However, Grantee shall complete and deliver to the State all
Work, Services and Goods not cancelled by the termination notice and may incur obligations as are
necessary to do so within this Grant's terms. At the sole discretion of the State, Grantee shall assign to
the State all of Grantee's right, title, and interest under such terminated orders or subgrants. Upon
termination, Grantee shall take timely, reasonable and necessary action to protect and preserve
property in the possession of Grantee in which the State has an interest. All materials owned by the
State in the possession of Grantee shall be immediately returned to the State. All Work Product, at the
option of the State, shall be delivered by Grantee to the State and shall become the State's property.
ii. Payments
The State shall reimburse Grantee only for accepted performance up to the date of termination. If, after
termination by the State, it is determined that Grantee was not in breach or that Grantee's action or
inaction was excusable, such termination shall be treated as a termination in the public interest and the
rights and obligations of the Parties shall be the same as if this Grant had been terminated in the public
interest, as described herein.
iii. Damages and Withholding
Notwithstanding any other remedial action by the State, Grantee also shall remain liable to the State
for any damages sustained by the State by virtue of any breach under this Grant by Grantee and the
State may withhold any payment to Grantee for the purpose of mitigating the State's damages, until
such time as the exact amount of damages due to the State from Grantee is determined. The State may
withhold any amount that may be due to Grantee as the State deems necessary to protect the State,
including loss as a result of outstanding liens or claims of former lien holders, or to reimburse the State
for the excess costs incurred in procuring similar goods or services. Grantee shall be liable for excess
costs incurred by the State in procuring from third parties replacement Work, Services or substitute
Goods as cover.
B. Early Termination in the Public Interest
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The State is entering into this Grant for the purpose of carrying out the public policy of the State of
Colorado, as determined by its Governor, General Assembly, and/or courts. If this Grant ceases to further
the public policy of the State, the State, in its sole discretion, may terminate this Grant in whole or in part.
Exercise by the State of this right shall not constitute a breach of the State's obligations hereunder. This
subsection shall not apply to a termination of this Grant by the State for cause or breach by Grantee, which
shall be governed by §15(A) or as otherwise specifically provided for herein.
i. Method and Content
The State shall notify Grantee of such termination in accordance with §16. The notice shall specify the
effective date of the termination and whether it affects all or a portion of this Grant.
ii. Obligations and Rights
Upon receipt of a termination notice, Grantee shall be subject to and comply with the same obligations
and rights set forth in §15(A)(i).
iii. Payments
If this Grant is terminated by the State pursuant to this §15(B), Grantee shall be paid an amount which
bears the same ratio to the total reimbursement under this Grant as the Services satisfactorily
performed bear to the total Services covered by this Grant, less payments previously made.
Additionally, if this Grant is less than 60% completed, the State may reimburse Grantee for a portion
of actual out-of-pocket expenses (not otherwise reimbursed under this Grant) incurred by Grantee
which are directly attributable to the uncompleted portion of Grantee's obligations hereunder; provided
that the sum of any and all reimbursement shall not exceed the maximum amount payable to Grantee
hereunder.
C. Remedies Not Involving Termination
The State, in its sole discretion, may exercise one or more of the following remedies in addition to other
remedies available to it:
i. Suspend Performance
Suspend Grantee's performance with respect to all or any portion of this Grant pending necessary
corrective action as specified by the State without entitling Grantee to an adjustment in price/cost or
performance schedule. Grantee shall promptly cease performance and incurring costs in accordance
with the State's directive and the State shall not be liable for costs incurred by Grantee after the
suspension of performance under this provision.
ii. Withhold Payment
Withhold payment to Grantee until corrections in Grantee's performance are satisfactorily made and
completed.
iii. Deny Payment
Deny payment for those obligations not performed, that due to Grantee's actions or inactions, cannot
be performed or, if performed, would be of no value to the State; provided, that any denial of payment
shall be reasonably related to the value to the State of the obligations not performed.
iv. Removal
Demand removal of any of Grantee's employees, agents, or Subgrantees whom the State deems
incompetent, careless, insubordinate, unsuitable, or otherwise unacceptable, or whose continued
relation to this Grant is deemed to be contrary to the public interest or not in the State's best interest.
v. Intellectual Property
If Grantee infringes on a patent, copyright, trademark, trade secret or other intellectual property right
while performing its obligations under this Grant, Grantee shall, at the State's option (a) obtain for the
State or Grantee the right to use such products and services; (b) replace any Goods, Services, or other
product involved with non -infringing products or modify them so that they become non -infringing; or,
(c) if neither of the foregoing alternatives are reasonably available, remove any infringing Goods,
Services, or products and refund the price paid therefore to the State.
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16. NOTICES and REPRESENTATIVES
Each individual identified below is the principal representative of the designating Party. All notices required to
be given hereunder shall be hand delivered with receipt required or sent by certified or registered mail to such
Party's principal representative at the address set forth below. In addition to, but not in lieu of a hard -copy
notice, notice also may be sent by e-mail to the e-mail addresses, if any, set forth below. Either Party may from
time to time designate by written notice substitute addresses or persons to whom such notices shall be sent.
Unless otherwise provided herein, all notices shall be effective upon receipt.
A. State:
Betsy Jacobsen
Division of Transit and Rail
2829 W, Howard Place.
Denver, CO 80204
303-757-9982
betsy.jacobsengstate.co.us
B. Grantee:
Elizabeth Relford
WELD COUNTY GOVERNMENT
PO BOX 758
GREELEY, CO, 80632
970-400-3748
erelfordCco.weld.co.us
17. RIGHTS IN DATA, DOCUMENTS, AND COMPUTER SOFTWARE
Grantee agrees to provide to FHWA and the State a royalty -free, non-exclusive and irrevocable license to
reproduce publish or otherwise use and to authorize others to use the Work Product described herein, for the
federal government and State purposes. All Work Product shall be delivered to the State by Grantee upon
completion or termination hereof.
18. GOVERNMENTAL IMMUNITY
Notwithstanding any other provision to the contrary, nothing herein shall constitute a waiver, express or
implied, of any of the immunities, rights, benefits, protection, or other provisions of the GIA, CRS §24-10-101,
et seq., as amended. Liability for claims for injuries to persons or property arising from the negligence of the
State of Colorado, its departments, institutions, agencies, boards, officials, and employees is controlled and
limited by the provisions of the GIA and the risk management statutes, CRS §24-30-1501, et seq., as amended.
19. STATEWIDE CONTRACT MANAGEMENT SYSTEM
If the maximum amount payable to Grantee under this Grant is $100,000 or greater, either on the Effective Date
or at anytime thereafter, this §19 applies.
Grantee agrees to be governed, and to abide, by the provisions of CRS §24-102-205, §24-102-206, §24-103-
601, §24-103.5-101 and §24-105-102 concerning the monitoring of vendor performance on state Grants and
inclusion of Grant performance information in a statewide Contract Management System.
Grantee's performance shall be subject to Evaluation and Review in accordance with the terms and conditions
of this Grant, State law, including CRS §24-103.5-101, and State Fiscal Rules, Policies and Guidance.
Evaluation and Review of Grantee's performance shall be part of the normal Grant administration process and
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Grantee's performance will be systematically recorded in the statewide Contract Management System. Areas of
Evaluation and Review shall include, but shall not be limited to quality, cost and timeliness. Collection of
information relevant to the performance of Grantee's obligations under this Grant shall be determined by the
specific requirements of such obligations and shall include factors tailored to match the requirements of
Grantee's obligations. Such performance information shall be entered into the statewide Contract Management
System at intervals established herein and a final Evaluation, Review and Rating shall be rendered within 30
days of the end of the Grant term. Grantee shall be notified following each performance Evaluation and Review,
and shall address or correct any identified problem in a timely manner and maintain work progress.
Should the final performance Evaluation and Review determine that Grantee demonstrated a gross failure to
meet the performance measures established hereunder, the Executive Director of the Colorado Department of
Personnel and Administration (Executive Director), upon request by CDOT and showing of good cause, may
debar Grantee and prohibit Grantee from bidding on future Grants. Grantee may contest the final Evaluation,
Review and Rating by: (a) filing rebuttal statements, which may result in either removal or correction of the
evaluation (CRS §24-105-102(6)), or (b) under CRS §24-105-102(6), exercising the debarment protest and
appeal rights provided in CRS §§24-109-106, 107, 201 or 202, which may result in the reversal of the
debarment and reinstatement of Grantee, by the Executive Director, upon a showing of good cause.
20. GENERAL PROVISIONS
A. Assignment and Subgrants
Grantee's rights and obligations hereunder are personal and may not be transferred, assigned or subgranted
without the prior, written consent of the State. Any attempt at assignment, transfer, or subgranting without
such consent shall be void. All assignments, subgrants, or Subgrantees approved by Grantee or the State are
subject to all of the provisions hereof. Grantee shall be solely responsible for all aspects of subgranting
arrangements and performance.
B. Binding Effect
Except as otherwise provided in §20(A), all provisions herein contained, including the benefits and
burdens, shall extend to and be binding upon the Parties' respective heirs, legal representatives, successors,
and assigns.
C. Captions
The captions and headings in this Grant are for convenience of reference only, and shall not be used to
interpret, define, or limit its provisions.
D. Counterparts
This Grant may be executed in multiple identical original counterparts, all of which shall constitute one
agreement.
E. Entire Understanding
This Grant represents the complete integration of all understandings between the Parties and all prior
representations and understandings, oral or written, are merged herein. Prior or contemporaneous additions,
deletions, or other changes hereto shall not have any force or effect whatsoever, unless embodied herein.
F. Indemnification -General
Grantee shall indemnify, save, and hold harmless the State, its employees and agents, against any and all
claims, damages, liability and court awards including costs, expenses, and attorney fees and related costs,
incurred as a result of any act or omission by Grantee, or its employees, agents, Subgrantees, or assignees
pursuant to the terms of this Grant; however, the provisions hereof shall not be construed or interpreted as a
waiver, express or implied, of any of the immunities, rights, benefits, protection, or other provisions, of the
GIA, or the Federal Tort Claims Act, 28 USC 2671 et seq., as applicable, as now or hereafter amended.
G. Jurisdiction and Venue
All suits, actions, or proceedings related to this Grant shall be held in the State of Colorado and exclusive
venue shall be in the City and County of Denver.
H. Modification
i. By the Parties:
Except as specifically provided in this Grant, modifications of this Grant shall not be effective unless
agreed to in writing by the Parties in an amendment to this Grant, properly executed and approved in
accordance with applicable Colorado State law, State Fiscal Rules, and Office of the State Controller
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Policies, including, but not limited to, the policy entitled MODIFICATIONS OF CONTRACTS -
TOOLS AND FORMS.
ii. By Operation of Law
This Grant is subject to such modifications as may be required by changes in federal or Colorado State
law, or their implementing regulations. Any such required modification automatically shall be
incorporated into and be part of this Grant on the effective date of such change, as if fully set forth
herein.
I. Order of Precedence
The provisions of this Grant shall govern the relationship of the Parties. In the event of conflicts or
inconsistencies between this Grant and its exhibits and attachments including, but not limited to, those
provided by Grantee, such conflicts or inconsistencies shall be resolved by reference to the documents in
the following order of priority:
i. Exhibit G (Supplemental Federal Provisions for Federally Funded Contracts, Grants, and Purchase
Orders - FFATA),
ii. Exhibit H (Supplimental Federal Provisions for Federal Awards)
iii. Federal laws and regulations,
iv. Colorado Special Provisions,
v. The provisions of the main body of this Grant,
vi. Exhibit C (Payments and Billing),
vii. Exhibit A (Scope of Work and Budget), and
viii. Additional Exhibits in the order as they appear.
J. Severability
Provided this Grant can be executed and performance of the obligations of the Parties accomplished within
its intent, the provisions hereof are severable and any provision that is declared invalid or becomes
inoperable for any reason shall not affect the validity of any other provision hereof.
K. Survival of Certain Grant Terms
Notwithstanding anything herein to the contrary, provisions of this Grant requiring continued performance,
compliance, or effect after termination hereof, shall survive such termination and shall be enforceable by
the State if Grantee fails to perform or comply as required.
L. Taxes
The State is exempt from all federal excise taxes under IRC Chapter 32 (No. 84-730123K) and from all
State and local government sales and use taxes under CRS §§39-26-101 and 201 et seq. Such exemptions
apply when materials are purchased or services rendered to benefit the State; provided however, that certain
political subdivisions (e.g., City of Denver) may require payment of sales or use taxes even though the
product or service is provided to the State. Grantee shall be solely liable for paying such taxes as the State
is prohibited from paying for or reimbursing Grantee for them.
M. Third Party Beneficiaries
Enforcement of this Grant and all rights and obligations hereunder are reserved solely to the Parties, and
not to any third party. Any services or benefits which third parties receive as a result of this Grant are
incidental to the Grant, and do not create any rights for such third parties.
N. Waiver
Waiver of any breach of a term, provision, or requirement of this Grant, or any right or remedy hereunder,
whether explicitly or by lack of enforcement, shall not be construed or deemed as a waiver of any
subsequent breach of such term, provision or requirement, or of any other term, provision, or requirement.
O. CORA Disclosure
To the extent not prohibited by federal law, this Grant and the performance measures and standards under
CRS §24-103.5-101, if any, are subject to public release through the Colorado Open Records Act, CRS
§24-72-101, et seq.
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21. COLORADO SPECIAL PROVISIONS
These Special Provisions apply to all Grants except where noted in italics.
A. CONTROLLER'S APPROVAL. CRS §24-30-202 (1)
This Grant shall not be deemed valid until it has been approved by the Colorado State Controller or
designee.
B. FUND AVAILABILITY. CRS §24-30-202(5.5)
Financial obligations of the State payable after the current fiscal year are contingent upon funds for that
purpose being appropriated, budgeted, and otherwise made available.
C. GOVERNMENTAL IMMUNITY
No term or condition of this Grant shall be constnied or interpreted as a waiver, express or implied, of any
of the immunities, rights, benefits, protections, or other provisions, of the Colorado Governmental
Immunity Act, CRS §24-10-101 et seq., or the Federal Tort Claims Act, 28 U.S.C. §§1346(b) and 2671 et
seq., as applicable now or hereafter amended.
D. INDEPENDENT CONTRACTOR
Grantee shall perform its duties hereunder as an independent contractor and not as an employee. Neither
Grantee nor any agent or employee of Grantee shall be deemed to be an agent or employee of the State.
Grantee and its employees and agents are not entitled to unemployment insurance or workers compensation
benefits through the State and the State shall not pay for or otherwise provide such coverage for Grantee or
any of its agents or employees. Unemployment insurance benefits will be available to Grantee and its
employees and agents only if such coverage is made available by Grantee or a third party. Grantee shall pay
when due all applicable employment taxes and income taxes and local head taxes incurred pursuant to this
Grant. Grantee shall not have authorization, express or implied, to bind the State to any agreement, liability
or understanding, except as expressly set forth herein. Grantee shall (a) provide and keep in force workers'
compensation and unemployment compensation insurance in the amounts required by law, (b) provide
proof thereof when requested by the State, and (c) be solely responsible for its acts and those of its
employees and agents.
E. COMPLIANCE WITH LAW
Grantee shall strictly comply with all applicable federal and State laws, rules, and regulations in effect or
hereafter established, including, without limitation, laws applicable to discrimination and unfair
employment practices.
F. CHOICE OF LAW
Colorado law, and rules and regulations issued pursuant thereto, shall be applied in the interpretation,
execution, and enforcement of this grant. Any provision included or incorporated herein by reference which
conflicts with said laws, rules, and regulations shall be null and void. Any provision incorporated herein by
reference which purports to negate this or any other Special Provision in whole or in part shall not be valid
or enforceable or available in any action at law, whether by way of complaint, defense, or otherwise. Any
provision rendered null and void by the operation of this provision shall not invalidate the remainder of this
Grant, to the extent capable of execution.
G. BINDING ARBITRATION PROHIBITED
The State of Colorado does not agree to binding arbitration by any extra -judicial body or person. Any
provision to the contrary in this Grant or incorporated herein by reference shall be null and void.
H. SOFTWARE PIRACY PROHIBITION. Governor's Executive Order D 002 00
State or other public funds payable under this Grant shall not be used for the acquisition, operation, or
maintenance of computer software in violation of federal copyright laws or applicable licensing
restrictions. Grantee hereby certifies and warrants that, during the term of this Grant and any extensions,
Grantee has and shall maintain in place appropriate systems and controls to prevent such improper use of
public funds. If the State determines that Grantee is in violation of this provision, the State may exercise
any remedy available at law or in equity or under this Grant, including, without limitation, immediate
termination of this Grant and any remedy consistent with federal copyright laws or applicable licensing
restrictions.
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I. EMPLOYEE FINANCIAL INTEREST/CONFLICT OF INTEREST. CRS §§24-18-201 and
24-50-507
The signatories aver that to their knowledge, no employee of the State has any personal or beneficial
interest whatsoever in the service or property described in this Grant. Grantee has no interest and shall not
acquire any interest, direct or indirect, that would conflict in any manner or degree with the performance of
Grantee's services and Grantee shall not employ any person having such known interests.
J. VENDOR OFFSET. CRS §§24-30-202 (1) and 24-30-202.4
[Not applicable to intergovernmental agreements]
Subject to CRS §24-30-202.4 (3.5), the State Controller may withhold payment under the State's vendor
offset intercept system for debts owed to State agencies for: (a) unpaid child support debts or child support
arrearages: (b) unpaid balances of tax, accrued interest, or other charges specified in CRS §39-21-101, et
seq.; (c) unpaid loans due to the Student Loan Division of the Department of Higher Education; (d)
amounts required to be paid to the Unemployment Compensation Fund; and (e) other unpaid debts owing
to the State as a result of final agency determination or judicial action.
K. PUBLIC GRANTS FOR SERVICES. CRS §8-17.5-101
[Not applicable to agreements relating to the offer, issuance, or sale of securities, investment udvismy
services or fund management services, sponsored projects, intergovernmental agreements, or
information technology services or products and services]
Grantee certifies, warrants, and agrees that it does not knowingly employ or contract with an illegal alien
who will perform work under this Grant and will confirm the employment eligibility of all employees who
are newly hired for employment in the United States to perform work under this Grant, through
participation in the E -Verify Program or the State program established pursuant to CRS §8-17.5-102(5)(c),
Grantee shall not knowingly employ or contract with an illegal alien to perform work under this Grant or
enter into a grant with a Subgrantee that fails to certify to Grantee that the Subgrantee shall not knowingly
employ or contract with an illegal alien to perform work under this Grant. Grantee (a) shall not use E -
Verify Program or State program procedures to undertake pre -employment screening of job applicants
while this Grant is being performed, (b) shall notify the Subgrantee and the granting State agency within
three days if Grantee has actual knowledge that a Subgrantee is employing or contracting with an illegal
alien for work under this Grant, (c) shall terminate the subgrant if a Subgrantee does not stop employing or
contracting with the illegal alien within three days of receiving the notice, and (d) shall comply with
reasonable requests made in the course of an investigation, undertaken pursuant to CRS §8-17.5-102(5), by
the Colorado Department of Labor and Employment. If Grantee participates in the State program, Grantee
shall deliver to the granting State agency, Institution of Higher Education or political subdivision, a written,
notarized affirmation, affirming that Grantee has examined the legal work status of such employee, and
shall comply with all of the other requirements of the State program. If Grantee fails to comply with any
requirement of this provision or CRS §8-17.5-101 et seq., the granting State agency, institution of higher
education or political subdivision may terminate this Grant for breach and, if so terminated, Grantee shall
be liable for damages.
L. PUBLIC GRANTS WITH NATURAL PERSONS. CRS §24-76.5-101
Grantee, if a natural person eighteen (18) years of age or older, hereby swears and affirms under penalty of
perjury that he or she (a) is a citizen or otherwise lawfully present in the United States pursuant to federal
law, (b) shall comply with the provisions of CRS §24-76.5-101 et seq., and (c) has produced one form of
identification required by CRS §24-76.5-103 prior to the effective date of this Grant.
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Title:
CDOT — Division of Transportation Development
SAP PO -: 491001477
SRN( = 19-HTD-ZL-002»
DUNS 075757955
22. SIGNATURE PAGE
THE PARTIES HERETO HAVE EXECUTED THIS GRANT
Persons signing for Grantee hereby sear and affirm that they are authorized to act on Grantee's behalf and
acknowledge that the State is relying on their representations to that effect.
-T
GRANTEE
WELD COUNTY GOVERNMENT
B).' Steve Moreno
Print\ame of Authorized Individual
Chair, Board of Weld
County Commissioners
Print Title of Authorized Individual
�Zt?"ZC,v y1'
*Signature
Date: OCT 0 8 2033
STATE OF COLORADO
John W. Hickenlooper, Governor
Colorado Department of Transportation
Sh 3 -kt-- Yecutive Director
4,1
t
-
B) :T t' vex\e:.:o owAvi s Dr) AO'cc;
Signature as er, to the state Controller or deleSate that except as
specified herein _ Grantee has not begun performance or that a
Statutory Violation snan,er has been requested under Fiscal Rules
Date:
By:
2nd Grantee Signature if Needed
Print Name of \uthorized Individual
Title:
Print Title of Authorized Individual
*Signature
Date:
ALL GRANTS REQUIRE APPROVAL BY THE STATE CONTROLLER
CRS y24 -3O -2I12 requires the State Controller to approve all State grants. This Grant is not valid until signed and
dated below by the State (controller or delegate. Grantee is not authorized to begin performance until such time. If
Grantee begins performing prior thereto, the State of ('olorttdo is not obligated to pay Grantee for such performance
or for any goods and/or services provided hereunder.
STATE C
Robert „la
By:
ER
k„1
Colorado Dtent of Transportation
Date:
lb uiil yIt Builder ( n,ner_ ie_I
aispcp
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P_t ee I T' f 1,-
CDOT — Division of Transportation Development
SAP PO #: 491001477
SRM #: 19-HTD-ZL-00255
DUNS #: 075757955
23. EXHIBIT A - SCOPE OF WORK AND BUDGET
Weld County Compressed Natural Gas Vehicle Fleet Project
Project Title:
(Use the same title as in your CMAQ
application.) Project Number 22101
FY 2017 NFR Weld County Natural Gas Vehicle (NGV) Fleets
(Addition)
Contact Information:
Elizabeth Relford
Agency Name
Weld County Government
Agency Address (include city, state, zip)
PO Box 758, Greeley, CO 80632-0758
Program Manager Phone Number
(970) 400-3748
Program Manager E-mail
erelford -ci;co.weld.co.us
Program Manager Fax Number
(970) 304-6497
Program Overview Summary:
Weld County's Smart Energy Plan promotes the use of natural gas
vehicles as an alternative transportation fuel. Natural gas vehicles are an
important component in supporting natural gas infrastructure. By
converting its fleet to natural gas, Weld County promotes the effort to
reduce our dependency on foreign oil and utilitze a natural resource
found with our own county. The project consists of purchasing natural
gas -powered vehicles. Due to EPA certification requirements for CNG
vehicles, these vehicles must be new (within the last two years) and will
be bid in accordance with these federal certification requirements.
There are one CNG vehicle and three LNG conversion kits to be
purchased in compliance with the FHWA definition of dominant
transportation component for the purposes of this contract. They include
the following:
• One 1/2 -ton CNG pick-up truck;
• Three LNG conversion kits for heavy-duty trucks
Weld County is asking for funding for one CNG pick-up truck and three
LNG conversion kits to be used by the Public Works Department for
multiple purposes including, but not limited to snow plowing, road
sanding and salting, road surface maintenance, weed control, county
road right-of-way maintenance, and if requested, to ensure public safety
is maintained to the traveling public as an emergency responder to assist
in scene management, as needed.
Program Overview Details:
Who is your key target audience?
Fleet vehicles in the North Front Range MPO Region
Where will your project take place?
North Front Range MPO Region
What is the general time -frame of your
project? (i.e. during the school year; on-
going throughout the year, etc.)
FY17
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Task 1: Weld County Fleet Natural Gas Vehicles
FY17 Funding to purchase CNG and LNG vehicles operating on
natural gas fuel as part of a vehicle replacement program.
What are the key tasks of your project?
Task 2: Report to CDOT
The CMAQ reporter/CDOT will be provided a final
accomplishment report of the vehicle purchases performed under
this contract for the completed fiscal year.
Evaluation
How will you evaluate the effectiveness of
your program?
The effectiveness of the vehicle conversions will be determined
by the amount of natural gas fuel consumed and number of
vehicle miles driven annually. The short and long-term air quality
benefits were calculated for this project by Felsburg, Holt and
Ullevig. The anticipated emissions reductions for the NGVs in
both NOx and VOCs are 955 KG annually.
Partnerships
Please list any organization that is a pertinent
partner with you in this project.
N/A
Budget Overview
Costs
Total Project Cost
$162,000
CMAQ Federal Funds
$134,120
Agency Local Match (include overmatch)
$27,880
Match Percentage of overall project
17.21%
Budget Details
(Provide a general description and an amount of the expenses you expect to charge to this CMAQ
program)
Salaries (list each position, hourly rate and total anticipated hours)
N/A
Media (do not list specific media outlets, but provide general description such as "multimedia
campaign" or "fall newspaper campaign", etc.)
N/A
Incentives/Prizes
N/A
Equipment
$162,000
Production (printing, web development, mailings, etc.)
N/A
Consultants (list any subcontractors by function rather than name)
N/A
Description
(list the main tasks and identify the months you'll be working on them.)
1 This is an equipment purchase. The steps include: go to bid, purchase equipment, and close out
project.
2 Provide requested information for CMAQ Reporter.
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Task
L,
Month
Month
i
_
+
Task 1:
Bid 'Purchase
Vehicles
O
O
O
O
O
O
O
O
Task 2:
Reporting
O
!`
O
Please list any issues regarding your timeframe
that may be affected by season, budgeting, etc.
(i.e. the project will be implemented in
conjunction with a local convention; or, the project
will be implemented during the school year, etc.)
CNG vehicle purchases are very time sensitive due to EPA certifications
on certain engines as well as when the factory window closes on the
production of vehicle types annually. This results in new vehicle
certifications being needed for new year vehicles. These certifications can
delay projects anywhere from 3-9 months.
*Month "1" begins the month you receive your signed contract and letter to proceed from CDOT.
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24. EXHIBIT B - SUPPLEMENTAL REQUIREMENTS FOR EXHIBIT A
A. Work
Per 23 CFR 420.111, GRANTEE shall complete the Work and other obligations as described herein and
Exhibit A. Work performed prior to the Effective Date or after the Termination date shall not be
considered part of the Work. GRANTEE shall take all reasonable steps to carry out alla ctivities desdribed
and identified in the Scope of Work. The Scope shall include an estimation of anticipated benefits from
each program submitted, a Budget, the activity purpose, objetives, major tasks, timeline of expected
completion, and an Evaluation process to determine the success of each activity stated in the Scope. In
addition, GRANTEE shall be responsible for:
1.) The initial design and implementation of its congestion mitigation and air quality program as
outlined in the current TIP;
2.) Monitoring and Evaluating the program effectiveness;
3.) The promotion of congestion mitigation and air quality program(s) by empl;oyers;
4.) Submittal of an annual report to CDOT; and,
5.) Submitting annual results to CDOT through the CMAQ Reporter.
B. Notice
GRANTEE shall not commence Work until the date specified by a written notice, which may be electronic,
and shall complete the Work within the period specified in the Grant unless the period or terms thereof are
extended according to this Grant.
C. Staff/Consultant Services
GRANTEE shall be responsible to select staff/consultant services in compliance with all applicable federal
procurement requirements including 23 CFR 172 and 2 CFR 200. Any Request for Proposal (RFP) used by
GRANTEE to secure consultant Services must be reviewed by CDOT before GRANTEE releases the RFP.
CDOT shall have 15 calendar days from the date of receiving the RFP in which to return comments.
Responses to CDOT's comments will be provided by GRANTEE within 15 calendar days of receipt of the
comments. GRANTEE shall notify CDOT in writing before executing any contract for consultant Services
which utilizes Grant funding.
D. Scope Amendment
GRANTEE shall amend Exhibit A in accordance with the terms of this Grant, when:
1.) Reallocating funds between budget line items in Exhibit A, as permitted pursuant to §7(C); and
2.) Adding or deleting activities listed in Exhibit A to reflect authorized budget line item reallocations
permitted pursuant to §7(C).
If any changes to Exhibit A (i) require an increase or decrease to the maximum amount of this Grant, (ii)
change the term of the Grant, or (iii) exceed the 24.99% threshold in §7(C) for any activity, the Parties
must amend this Grant prior to such change being effective.
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25. EXHIBIT C - PAYMENTS AND BILLING
CDOT shall, in accordance with the provisions of §7, pay Grantee in the amounts and using the methods set
forth below:
1. Limited Availability of Funds
The amount of Federal Funds available to pay for the Work performed by Grantee in any one year is
limited to the amount of the unused portion of the allocated funds, made available through 23 §USC 104
(b)(3) and (f) as amended, and 49 USC 5303 as amended.
2. Additional Funds Use
CMAQ Federal Funds shall be used only to reimburse Grantee for eligible allowable costs incurred and
Grantee shall be solely responsible for all costs incurred that are either not allowable or which exceed the
funds available in the Grant as identified herein and/or in the Exhibit A.
3. Invoices
A complete invoice will include the applicable items in Exhibit F — Grantee Payment Checklist
01/19/2011.
4. Billing, Reimbursement, and Allowable Costs
A. Reimbursement
The Parties hereto exprssly recognize that the Grantee is to be paid, reimbursed, or otherwise
compensated with the funds provided to CDOT by the U.S. Department of Transportation for the
purpose of completing the Work and therefore, the Grantee expressly understands and agrees that all
its rights, demands, and claims to compensation arising under this Grant are contingent upon receipt of
such funds by CDOT.
B. Allowable Costs
CDOT shall not be obligated to use State funds under this Grant. CDOT's use of Federal Fnds shall be
to reimburse Grantee for allowable costs incurred by Grantee, as defined in this Grant. Grantee shall be
solely responsible for all costs incurred which are not allowable or which exceed the funds available in
the Grant.
C. Allowable and Indirect Costs
Allowable and indirect costs may include but are not limited to those listed in 2 CFR 200, or State
Fiscal Rule 2-7: "Official Functions and Training Functions," whichever may apply. However, such
costs shall be limited to those costs determined by the CDOT as necessary to directly carry out the
Work for this Grant. In determining the amount of allowable costs, CDOT will exclude:
a) Any costs incurred by the Grantee before the execution of the Grant.
b) Any costs incurred by the Grantee that are not included in the Exhibit A.
c) Any cost incurred by the Grantee after the termination date of this Grant as amended.
d) Memberships, subscriptions, and professional activities, which do not meet the following
requirements:
(1). Costs of membership in civic and community, social organizations are allowable as a
direct cost with the approval of the federal -awarding agency;
(2). Costs of subscriptions to business, professional, and technical periodicals;
(3). Costs of meetings, conferences, and conventions where the primary purpose is the
dissemination of technical information, including meals, transportation, rental of meeting
facilities, and other incidental costs; or
(4). Costs of memberships in business, technical, and professional organizations. However,
costs of membership in organizations substantially engaged in lobbying are not allowed
and thus unallowable.
e) Official Function Expenditures (as defined by Rule 2-7 of the Colorado State Fiscal Rules),
which do not qualify as a meeting, conference, meal or other function that is hosted by the MPO
or Grantee staff and attended by guests and/or other MPO or Grantee personnel, and held for
official MPO or Grantee business. Expenditures incurred fo rofficial functions shall be approved
bythe responsible MPO or Grantee official.
D. Disallow Costs
CDOT has the right to disallow any costs incurred by the Grantee, which are not consistent with this
Grant, or on any activity not in compliance with the authorized Work.
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E. Reimbursement Waiver
Grantee agrees that reimbursement of any cost under this Grant does not constitute a final CDOT
decision about the allowability of the costs and does not constitute a waiver of any violation by
Grantee of the terms of this Grant.
F. Certification
Upon submitting request for reimbursement, the designated representative of the Grantee has certified
that:
a) The costs are allowable, and therefore reimburseable;
b) The expenditure amount for that time period is correct;
c) The agreed upon Work has been performed and/or Work Product has been produced;
d) All Requests for Proposals and/or Requests for Qualifications have been forwarded to CDOT
for review and comment; and
e) Reimbursements are being requested in accordance with the terms of this Grant.
G. Expenditures
Along with the form requesting reimbursement, the Grantee shall include expenditures of Federal
Funds for Work. The information shall contain:
i. Budgetted amount;
ii. Expenditures for current billing cycle and year-to-date;
iii. Unexpended balance after current cycle;
iv. Percent expended year-to-date; and
v. Copies of Subcontractors invoices, if applicable based on agency tier.
H. Invoice
CDOT shall pay the Grantee's voucher for expenditures incurred in performance of Work, up to the
maximum amount described in §7, and elsewhere in this Grant, subject to conditions specified herein,
within 30 days of receipt.
I. Documentation
The Grantee shall include documentation of expenses of Federal Funds for CMAQ Work. Such
information shall include but not be limited to the items listed in this Exhibit and Exhibit F of this
Grant as proof of documentation. For purposes of this Grant, a copy of each required invoice shall be
forwarded to the Division of Transportation Development -Business Office, along with a notice to the
Program Manager that the invoice has been sent to the Division of Transportation Development -
Business Office c/o Business Manager at:
2829 W. Howard Pl., Denver, CO 80204
J. Reimbursement Method and Time
Grantee shall request reimbursement from CDOT for the eligible allowable cost of CMAQ funds for
eligible Work, and other costs as described in section 8 of this Grant, incurred during the grant fiscal
year within the limits of this Grant in compliance with federal and State law and other applicable
regulations. Reimbursement requests shall be submitted by the Grantee to CDOT monthly, or
quarterly, and will be reimbursed based on the ratio between Local Funds and Federal Funds in
Exhibit A, which shall not exeed the totals in Section §7(A) of this Grant.
K. Tier Classification
The Grantee will provide documentation of claimed expenses with each reimbursement request as
appropriate for their assigned tier classification.
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26. EXHIBIT D - PROGRAM REPORTING - NOTIFICATION - MONITORING REQUIREMENTS
Reports, evaluations, and reviews required under Sections 8 and 9 and this Exhibit, shall be in accordance with
the procedures as prescribed by the CMAQ guidance and the State.
A. Annual Report — CMAQ Reporter
Grantee shall be responsible to coordinate with its MPO to submit an annual report using the "CMAQ
Reporter", describing, in detail, the performance of the Work and the extent to which the use of alternative
modes of tranportation and/or improvement in air quality were increased during the contract period as a
result of the program. GRANTEE shall be responsible for tracking, gathering, maintaining, and reporting
of CMAQ nonattainment or maintenance area program activities by category, which will include emission
reduction estimates and activity costs.
B. Final Report
Within 30 days after the end of the Program period, GRANTEE will provide to CDOT a final
accomplishment report of the activities performed under this Contract for the completed fiscal year. It shall
include, but not be limited to:
1.) Final accompishments by activities; and
2.) Status of uncompleted products; and
3.) Accomplishment of performance measures; and
4.) Actual expenditures for the Program Period.
C. Reporting Guidance
Reporting made for the purpose of this Grant and its activities shall be done in accordance with 23 CFR
Part 420.117, 450 and 2 CFR 200, and any supporting sections or amendments. The provisions of this
paragraph do not constitute a waiver of legal and administrative appeals available to GRANTEE or the
State.
D. Monitoring
In accordance with 2 CFR 200 and other applicable standards, the State will monitor all the activities
conducted by GRANTEE pursuant to the terms of this Grant to assure that the Scope is being performed
consistent with supporting federal laws and regulations, as amended, to enable the preparation and
submission of appropriate reports that will contain at a minimum:
1.) Comparison of actual performance with established goals during the program and once the program
is complete;
2.) Progress in meeting schedules;
3.) Comparison of budgeted (approved) amounts and actual costs incurred;
4.) Cost variances to budget;
5.) Approved program revisions; and
6.) Other supporting data.
E. Performance, Progress, Personnel, and Funds
In responding to these requirements, CDOT will utilize the following steps and procedures to ensure that
assigned responsibilities are carried out:
1.) Monitoring Documents
CDOT will use the current Scope of Work, and supporting documents, in reviewing the progress
being made by GRANTEE to meet the commitments in this Contract. The Scope of Work must
include all activities, deliverables, and performance measures, and Budgets committed to by
GRANTEE.
2.) Monitoring Meetings
Meetings between CDOT and GRANTEE representatives will be conducted at CDOT's discretion
for the purpose of reviewing progress, resurce allocations, and billings.
3.) Progress and Financial Reports
CDOT will prepare and submit progress and financial reports to the appropriate federal agencies.
F. Noncompliance
Any Product that GRANTEE has committed to in the Scope of Work not produced and justification not
provided in a timely manner in accordance with §9, may result in the delay of payment of funds and/or
termination as provided under this Grant. Along with Section 8 of this Grant and in accordance with 2 CFR
200, the following steps will be implemented by CDOT:
1.) CDOT representative will meet with GRANTEE representative to discuss performance.
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2.) The CDOT representative will report the progress to the Division of Transportation Development
Director.
3.) The Director will issue a decision as to whether performance is satisfactory or unsatisfactory. If
performance was determined to have been unsatisfactory, CDOT shall determine if a reduction in
allocation is appropriate. GRANTEE will be notified of any decisions made by CDOT.
G. Subgrants
Along with Section 8 of this Grant, Grantee is reponsible for monitoring the work activities of subgrantees.
H. Additional Requirements for Rights in Data, Documents, and Computer Software
Whenever possible, published material shall acknowledge the financial participation of CDOT and/or the
FHWA and other agencies contributing funding to the Work Product. Any published material
acknowledging the contribution of the FHWA shall include the federal disclaimer statement: "FUNDED
BY THE FHWA". Published materials include any non -internal documents, reports, maps, photographs,
computer software, or like materials that are intended to be viewed by those outside of CDOT, and Grantee.
Patents: In addition to the standard patent rights clauses of 37 CFR §401 et. al, and other applicable laws
and regulations, CDOT, Grantee, and either party's subrecipients are subject to the provisions of 37 CFR
part 401, governing patents and inventions whereby "The subgrantee or Grantee will retain all rights
provided for the State in this clause, and the State will not, as part of the consideration for awarding the
subgrant or contract, obtain rights in the Subgrantee's or Grantee 's subject inventions."
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27. EXHIBIT E - RECORDS (Additional Provisions)
GRANTEE shall make, keep, maintain and allow inspection and monitoring of the following records:
A. Maintenance
Grantee and any Subgrantees shall maintain all books, records, and other documentation pertaining to
authorized Work and to completely substantiate all costs incurred and billed to CDOT during the Grant
term and for a period of three (3) years from the date of closure under the terms of this Contract. These
records shall be made available for inspection and audit to CDOT, FHWA, FTA or the Comptroller
General of the United States, and copies thereof shall be furnished, if requested. Grantee shall include this
record keeping/audit requirement in any Subgrant with any Subgrantee employed to perform Work by
expressly requiring the Subgrantee to comply with this requirement.
B. Inspection of Grantee
In accordance with Section 9, the State and FHWA are specifically authorized to review and inspect at all
reasonable times all such records and all technical and financial aspects of the Work. FHWA will arrange
such review and inspections through CDOT. The State reserves the right to inspect the Work at all
reasonable times and places during the term of this Grant, including any extension period.
C. 2 CFR 200 Subpart F
In accordance with the provisions of 2 CFR 200: "Audits of States, Local Governments, and Nonprofit
Organizations", all nonfederal entities including state and local government and non-profit organizations,
receiving more than $750,000 from all federal financial assistance funding sources, shall comply with the
audit requirements of 2 CFR 200. Compliance with 2 CFR 200is required in the following manner:
a) If the Subgrantee expends less than $750,000 in Federal funds (all federal sources, not just Highway
funds) in its fiscal year then this requirement does not apply.
b) If the Subgrantee expends more than $750,000 in Federal funds, but only received federal Highway
funds (Catalog of Federal Domestic Assistance, CFDA 20.205) then a program specific audit shall
be performed. This audit will examine the "financial" procedures and processes for this program
area.
c) If the Subgrantee expends more than $750,000 in federal funds, and the federal funds are from
multiple sources (FTA, HUD, NPS, etc.) then the Single Audit Act applies, which is an audit on the
entire organization/entity.
d) Single Audit can only be conducted by an independent auditor in accordance with generally accepted
government auditing standards covering financial audits (2 CFR 200). An audit is an allowable
direct or indirect cost.
D. Final Audit Report
If an audit is performed on Grantee's records for any fiscal year covering a portion of the term of this
Grant, Grantee shall submit a copy of the final audit report to CDOT or its principal representative at the
address specified herein.
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28. EXHIBIT F - GRANTEE PAYMENT CHECKLIST
This checklist is to assist the Grantee in preparation of its billing packets to CDOT. This checklist is
provided as guidance and is subject to change by CDOT. CDOT shall provide notice of any such changes
to Grantee. All items may not apply to your particular entity. CDOT's goal is to reimburse Grantees as
quickly as possible and a well organized and complete billing packet helps to expedite payment.
❑ Invoice from local entity (Tier I and some Tier Ils)
✓ Project and Project Code
✓ Project Location
✓ Invoice number and billing date
✓ Previous Billed, Current Billing, and Billed to date
✓ Local Agency costs
✓ Consultant or Sub -grantee costs
✓ Federal portion
✓ Local portion
✓ Net payment due
✓ Signature of local entity representative
❑ Copies of invoices from local agency contractors (Tier I and some Tier IIs)
✓ The specific document the contractor used to invoice the local agencies. The local agency is
responsible for ensuring that the backup matches the invoice and is eligible for reimbursement.
✓ If the local agency pays the contractor a discounted amount, the full amount cannot be reimbursed
to the local agency, only the discounted amount, less the local agency match.
✓ Please ensure that all payment vouchers from the local agencies state "ok to pay" or some notation
of when paid or approved by, etc.
✓ Invoice(s) should match check amounts.
✓ A CDOT employee knowledgeable about the work being invoiced has to approve the local agency
invoices in order for CDOT to make payments; the invoice must be paid within 45 days of receipt
according to state statute.
✓ Statements are not acceptable in lieu of an invoice.
❑ Copies of checks (All Tiers)
✓ All of the following are acceptable - copies of checks, check registers, approved accounting
system generated expenditure ledgers showing the amount paid, the check number or electronic
funds transfer ("EFT") and the date paid.
✓ CDOT needs to ensure that expenditures incurred by the Grantee have been paid by the Grantee
before CDOT is invoiced by the Grantee.
❑ Expenditure ledger (All Tiers)
✓ An expenditure ledger needs to be submitted from the Grantee's financial accounting system. The
report should display the accounting system information, date of the report, accounting period,
current period transactions, and the account coding for all incurred expenditures. Excel
spreadsheets are not approved expenditure reports. However, an additional excel spreadsheet may
be required in order to explain any variances between the expenditure and the amount eligible for
reimbursement.
✓ 2 CFR 200 requires the Grantee to have approved accounting systems so this should not be
difficult to generate by cost center specific to the reimbursable Project. The expenditure report is a
good summary page if there is substantial documentation.
✓ If the Grantee has copies of the invoice(s) and check(s), you do not need the expenditure ledger
also, but the invoices must be marked as approved for payment.
❑ Timesheets (Tier I and some Tier Hs)
✓ DOT requires all employees working on projects to provide time sheets with a breakdown of hours
worked by day displaying all projects worked for the day, week, month or time collection period.
The timesheet must also be signed or approved either in ink or electronically.
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✓ Backup documentation for payroll expenses includes the timesheet and an hourly or salary rate or
a payroll ledger indicating total hours, wages, and benefits. The rate only needs to be submitted
once and will be referred to for future invoices.
✓ If there is sensitive information such as social security numbers or addresses, please block that
information.
✓ If the local agency uses a temp agency and submits the invoice from the temp agency for
reimbursement, CDOT needs the same documentation the agency would use for approval before
the local agency paid the temp agency.
✓ If the local agency used a quarterly or semester based system of timekeeping, the local agency
cannot bill monthly for payroll expenses (this is especially true for colleges and universities). The
local agency needs the backup from the timekeeping system and payroll records which would
allow the local agency to bill quarterly or by semester.
❑ In kind match — If an entity wishes to use in -kind match, it must be approved by CDOT prior to any
work taking place. (All Tiers)
✓ If an in kind match is being used for the local match the in -kind portion of the project must be
included in project application and scope of work attached to the contract or purchase order. FTA
does not require pre -approval of in kind, but CDOT does.
✓ Expenditure ledger from the local agency must also show the in kind match in their general ledger.
CDOT needs a copy of this general ledger showing the in kind match.
✓ If the local agency is using in kind match on invoices to CDOT, they need to attach a drawdown
page indicating how much in -kind match has been used.
✓ Full documentation will be required on the use of in -kind match, regardless of the Tier held by the
grantee.
❑ Indirect costs (All Tiers)
✓ If indirect costs are being requested, please submit an approved indirect letter provided by either
CDOT or Colorado Department. The letter must state what indirect costs are allowed and at what
percentage. The indirect letter only needs to be submitted once and will be retained on file for
future invoices. The indirect cost plan must be reconciled annually and an updated letter
submitted each year.
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29. EXHIBIT G - SUPPLEMENTAL FEDERAL PROVISIONS FOR FEDERALLY FUNDED
CONTRACTS, GRANTS, and PURCHASE ORDERS-FFATA
State of Colorado
Supplemental Provisions for
Federally Funded Contracts, Grants, and Purchase Orders
Subject to
The Federal Funding Accountability and Transparency Act of 2006 (FFATA), As Amended
As of 3-20-13
The contract, grant, or purchase order to which these Supplemental Provisions are attached may be funded, in
whole or in part, with an award of Federal funds. In the event of a conflict between the provisions of these
Supplemental Provisions, the Special Provisions, the contract or any attachments or exhibits incorporated into
and made a part of the contract, the provisions of these Supplemental Provisions shall control.
1. Definitions. For the purposes of these Supplemental Provisions, the following terms shall have the
meanings ascribed to them below.
1.1. "Award" means an award of Federal financial assistance that a non -Federal Entity receives or
administers in the form of:
1.1.1. Grants;
1.1.2. Contracts;
1.1.3. Cooperative agreements, which do not include cooperative research and development
agreements (CRDA) pursuant to the Federal Technology Transfer Act of 1986, as amended
(15 U.S.C. 3710);
1.1.4. Loans;
1.1.5. Loan Guarantees;
1.1.6. Subsidies;
1.1.7. Insurance;
1.1.8. Food commodities;
1.1.9. Direct appropriations;
1.1.10. Assessed and voluntary contributions; and
1.1.11. Other financial assistance transactions that authorize the expenditure of Federal funds by
non -Federal Entities.
Award does not include:
1.1.12. Technical assistance, which provides services in lieu of money;
1.1.13. A transfer of title to Federally -owned property provided in lieu of money; even if the award
is called a grant;
1.1.14. Any award classified for security purposes; or
1.1.15. Any award funded in whole or in part with Recovery funds, as defined in section 1512 of
the American Recovery and Reinvestment Act (ARRA) of 2009 (Public Law 111-5).
1.2. "Contract" means the contract to which these Supplemental Provisions are attached and includes all
Award types in §1.1.1 through 1.1.11 above.
1.3. "Contractor" means the party or parties to a Contract funded, in whole or in part, with Federal
financial assistance, other than the Prime Recipient, and includes grantees, subgrantees,
Subrecipients, and borrowers. For purposes of Transparency Act reporting, Contractor does not
include Vendors.
1.4. "Data Universal Numbering System (DUNS) Number" means the nine -digit number established
and assigned by Dun and Bradstreet, Inc. to uniquely identify a business entity. Dun and
Bradstreet's website may be found at: http://fedgov.dnb.com/webform.
1.5. "Entity" means all of the following as defined at 2 CFR part 25, subpart C;
1.5.1. A governmental organization, which is a State, local government, or Indian Tribe;
1.5.2. A foreign public entity;
1.5.3. A domestic or foreign non-profit organization;
1.5.4. A domestic or foreign for-profit organization; and
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1.5.5. A Federal agency, but only a Subrecipient under an Award or Subaward to a non -Federal
entity.
1.6. "Executive" means an officer, managing partner or any other employee in a management position.
1.7. "Federal Award Identification Number (FAIN)" means an Award number assigned by a Federal
agency to a Prime Recipient.
1.8. "FFATA" means the Federal Funding Accountability and Transparency Act of 2006 (Public Law
109-282), as amended by §6202 of Public Law 110-252. FFATA, as amended, also is referred to as
the "Transparency Act."
1.9. "Prime Recipient" means a Colorado State agency or institution of higher education that receives
an Award.
1.10. "Subaward" means a legal instrument pursuant to which a Prime Recipient of Award funds awards
all or a portion of such funds to a Subrecipient, in exchange for the Subrecipient's support in the
performance of all or any portion of the substantive project or program for which the Award was
granted.
1.11. "Subrecipient" means a non -Federal Entity (or a Federal agency under an Award or Subaward to a
non -Federal Entity) receiving Federal funds through a Prime Recipient to support the performance of
the Federal project or program for which the Federal funds were awarded. A Subrecipient is subject
to the terms and conditions of the Federal Award to the Prime Recipient, including program
compliance requirements. The term "Subrecipient" includes and may be referred to as Subgrantee.
1.12. "Subrecipient Parent DUNS Number" means the subrecipient parent organization's 9 -digit Data
Universal Numbering System (DUNS) number that appears in the subrecipient's System for Award
Management (SAM) profile, if applicable.
1.13. "Supplemental Provisions" means these Supplemental Provisions for Federally Funded Contracts,
Grants, and Purchase Orders subject to the Federal Funding Accountability and Transparency Act of
2006, As Amended, as may be revised pursuant to ongoing guidance from the relevant Federal or
State of Colorado agency or institution of higher education.
1.14. "System for Award Management (SAM)" means the Federal repository into which an Entity must
enter the information required under the Transparency Act, which may be found at
http://www.sam.gov.
1.15. "Total Compensation" means the cash and noncash dollar value earned by an Executive during the
Prime Recipient's or Subrecipient's preceding fiscal year and includes the following:
1.15.1. Salary and bonus;
1.15.2. Awards of stock, stock options, and stock appreciation rights, using the dollar amount
recognized for financial statement reporting purposes with respect to the fiscal year in
accordance with the Statement of Financial Accounting Standards No. 123 (Revised 2005)
(FAS 123R), Shared Based Payments;
1.15.3. Earnings for services under non -equity incentive plans, not including group life, health,
hospitalization or medical reimbursement plans that do not discriminate in favor of
Executives and are available generally to all salaried employees;
1.15.4. Change in present value of defined benefit and actuarial pension plans;
1.15.5. Above -market earnings on deferred compensation which is not tax -qualified;
1.15.6. Other compensation, if the aggregate value of all such other compensation (e.g. severance,
termination payments, value of life insurance paid on behalf of the employee, perquisites or
property) for the Executive exceeds $10,000.
1.16. "Transparency Act" means the Federal Funding Accountability and Transparency Act of 2006
(Public Law 109-282), as amended by §6202 of Public Law 110-252. The Transparency Act also is
referred to as FFATA.
1.17. "Vendor" means a dealer, distributor, merchant or other seller providing property or services
required for a project or program funded by an Award. A Vendor is not a Prime Recipient or a
Subrecipient and is not subject to the terms and conditions of the Federal award. Program
compliance requirements do not pass through to a Vendor.
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2. Compliance. Contractor shall comply with all applicable provisions of the Transparency Act and the
regulations issued pursuant thereto, including but not limited to these Supplemental Provisions. Any
revisions to such provisions or regulations shall automatically become a part of these Supplemental
Provisions, without the necessity of either party executing any further instrument. The State of Colorado
may provide written notification to Contractor of such revisions, but such notice shall not be a condition
precedent to the effectiveness of such revisions.
3. System for Award Management (SAM) and Data Universal Numbering System (DUNS)
Requirements.
3.1. SAM. Contractor shall maintain the currency of its information in SAM until the Contractor submits
the final financial report required under the Award or receives final payment, whichever is later.
Contractor shall review and update SAM information at least annually after the initial registration,
and more frequently if required by changes in its information.
3.2. DUNS. Contractor shall provide its DUNS number to its Prime Recipient, and shall update
Contractor's information in Dun & Bradstreet, Inc. at least annually after the initial registration, and
more frequently if required by changes in Contractor's information.
4. Total Compensation. Contractor shall include Total Compensation in SAM for each of its five most
highly compensated Executives for the preceding fiscal year if:
4.1. The total Federal funding authorized to date under the Award is $25,000 or more; and
4.2. In the preceding fiscal year, Contractor received:
4.2.1. 80% or more of its annual gross revenues from Federal procurement contracts and
subcontracts and/or Federal financial assistance Awards or Subawards subject to the
Transparency Act; and
4.2.2. $25,000,000 or more in annual gross revenues from Federal procurement contracts and
subcontracts and/or Federal financial assistance Awards or Sub -awards subject to the
Transparency Act; and
4.3. The public does not have access to information about the compensation of such Executives through
periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C.
78m(a), 78o(d) or § 6104 of the Internal Revenue Code of 1986.
5. Reporting. Contractor shall report data elements to SAM and to the Prime Recipient as required in §7
below if Contractor is a Subrecipient for the Award pursuant to the Transparency Act. No direct payment
shall be made to Contractor for providing any reports required under these Supplemental Provisions and the
cost of producing such reports shall be included in the Contract price. The reporting requirements in §7
below are based on guidance from the US Office of Management and Budget (OMB), and as such are
subject to change at any time by OMB. Any such changes shall be automatically incorporated into this
Contract and shall become part of Contractor's obligations under this Contract, as provided in §2 above.
The Colorado Office of the State Controller will provide summaries of revised OMB reporting
requirements at http://www.Colorado.gov/dpa/dfp/sco/FFATA.htm.
6. Effective Date and Dollar Threshold for Reporting. The effective date of these Supplemental Provisions
apply to new Awards as of October 1, 2010. Reporting requirements in §7 below apply to new Awards as
of October 1, 2010, if the initial award is $25,000 or more. If the initial Award is below $25,000 but
subsequent Award modifications result in a total Award of $25,000 or more, the Award is subject to the
reporting requirements as of the date the Award exceeds $25,000. If the initial Award is $25,000 or more,
but funding is subsequently de -obligated such that the total award amount falls below $25,000, the Award
shall continue to be subject to the reporting requirements.
7. Sub -recipient Reporting Requirements. If Contractor is a Sub -recipient, Contractor shall report as set
forth below.
7.1. To SAM. A Sub -recipient shall register in SAM and report the following data elements in SAM for
each Federal Award Identification Number no later than the end of the month following the month
in which the Subaward was made:
7.1.1. Sub -recipient DUNS Number;
7.1.2. Sub -recipient DUNS Number + 4 if more than one electronic funds transfer (EFT) account;
7.1.3. Sub -recipient Parent DUNS Number;
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7.1.4. Sub -recipient's address, including: Street Address, City, State, Country, Zip + 4, and
Congressional District;
7.1.5. Sub -recipient's top 5 most highly compensated Executives if the criteria in §4 above are
met; and
7.1.6. Sub -recipient's Total Compensation of top 5 most highly compensated Executives if
criteria in §4 above met.
7.2. To Prime Recipient. A Subrecipient shall report to its Prime Recipient, upon the effective date of
the Contract, the following data elements:
7.2.1. Sub -recipient's DUNS Number as registered in SAM.
7.2.2. Primary Place of Performance Information, including: Street Address, City, State, Country,
Zip code + 4, and Congressional District.
8. Exemptions.
8.1. These Supplemental Provisions do not apply to an individual who receives an Award as a natural
person, unrelated to any business or non-profit organization he or she may own or operate in his or
her name.
8.2. A Contractor with gross income from all sources of less than $300,000 in the previous tax year is
exempt from the requirements to report Subawards and the Total Compensation of its most highly
compensated Executives.
8.3. Effective October 1, 2010, "Award" currently means a grant, cooperative agreement, or other
arrangement as defined in Section 1.1 of these Special Provisions. On future dates "Award" may
include other items to be specified by OMB in policy memoranda available at the OMB Web site;
Award also will include other types of Awards subject to the Transparency Act.
8.4. There are no Transparency Act reporting requirements for Vendors.
9. Event of Default. Failure to comply with these Supplemental Provisions shall constitute an event of default
under the Contract and the State of Colorado may terminate the Contract upon 30 days prior written notice
if the default remains uncured five calendar days following the termination of the 30 day notice period.
This remedy will be in addition to any other remedy available to the State of Colorado under the Contract,
at law or in equity.
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30. EXHIBIT H - SUPPLEMENTAL FEDERAL PROVISIONS FOR FEDERAL AWARDS
Supplemental Provisions for Federal Awards
Subject to
The Office of Management and Budget Uniform Administrative Requirements,
Cost Principles, and Audit Requirements for Federal Awards ("Uniform Guidance"),
Federal Register, Vol. 78, No. 248, 78590
The agreement to which these Uniform Guidance Supplemental Provisions are attached has been funded, in whole
or in part, with an award of Federal funds. In the event of a conflict between the provisions of these Supplemental
Provisions, the Special Provisions, the agreement or any attachments or exhibits incorporated into and made a part
of the agreement, the provisions of these Uniform Guidance Supplemental Provisions shall control. In the event of a
conflict between the provisions of these Supplemental Provisions and the FFATA Supplemental Provisions, the
FFATA Supplemental Provisions shall control.
1. Definitions. For the purposes of these Supplemental Provisions, the following terms shall have the
meanings ascribed to them below.
1.1 "Award" means an award by a Recipient to a Subrecipient funded in whole or in part by a Federal
Award. The terms and conditions of the Federal Award flow down to the Award unless the terms and
conditions of the Federal Award specifically indicate otherwise. 2 CFR §200.38
1.2 "Federal Award" means an award of Federal financial assistance or a cost -reimbursement contract
under the Federal Acquisition Requirements by a Federal Awarding Agency to a Recipient. "Federal
Award" also means an agreement setting forth the terms and conditions of the Federal Award. The
term does not include payments to a contractor or payments to an individual that is a beneficiary of a
Federal program.
1.3 "Federal Awarding Agency" means a Federal agency providing a Federal Award to a Recipient. 2
CFR §200.37
1.4 "FFATA" means the Federal Funding Accountability and Transparency Act of 2006 (Public Law 109-
282), as amended by §6202 of Public Law 110-252.
1.5 "Grant" or "Grant Agreement" means an agreement setting forth the terms and conditions of an
Award. The term does not include an agreement that provides only direct Federal cash assistance to an
individual, a subsidy, a loan, a loan guarantee, insurance, or acquires property or services for the direct
benefit of use of the Federal Awarding Agency or Recipient. 2 CFR §200.51.
1.6 "OMB" means the Executive Office of the President, Office of Management and Budget.
1.7 "Recipient" means a Colorado State department, agency or institution of higher education that
receives a Federal Award from a Federal Awarding Agency to carry out an activity under a Federal
program. The term does not include Subrecipients. 2 CFR §200.86
1.8 "State" means the State of Colorado, acting by and through its departments, agencies and institutions
of higher education.
1.9 "Subrecipient" means a non -Federal entity receiving an Award from a Recipient to carry out part of a
Federal program. The term does not include an individual who is a beneficiary of such program.
1.10"Uniform Guidance" means the Office of Management and Budget Uniform Administrative
Requirements, Cost Principles, and Audit Requirements for Federal Awards, which supersedes
requirements from OMB Circulars A-21, A-87, A-110, and A-122, OMB Circulars A-89, A-102, and
A-133, and the guidance in Circular A-50 on Single Audit Act follow-up. The terms and conditions of
the Uniform Guidance flow down to Awards to Subrecipients unless the Uniform Guidance or the
terms and conditions of the Federal Award specifically indicate otherwise.
1.11"Uniform Guidance Supplemental Provisions" means these Supplemental Provisions for Federal
Awards subject to the OMB Uniform Guidance, as may be revised pursuant to ongoing guidance from
relevant Federal agencies or the Colorado State Controller.
2. Compliance. Subrecipient shall comply with all applicable provisions of the Uniform Guidance, including
but not limited to these Uniform Guidance Supplemental Provisions. Any revisions to such provisions
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automatically shall become a part of these Supplemental Provisions, without the necessity of either party
executing any further instrument. The State of Colorado may provide written notification to Subrecipient
of such revisions, but such notice shall not be a condition precedent to the effectiveness of such revisions.
3. Procurement Standards.
3.1 Procurement Procedures. Subrecipient shall use its own documented procurement procedures which
reflect applicable State, local, and Tribal laws and regulations, provided that the procurements conform
to applicable Federal law and the standards identified in the Uniform Guidance, including without
limitation, §§200.318 through 200.326 thereof.
3.2 Procurement of Recovered Materials. If Subrecipient is a State Agency or an agency of a political
subdivision of a state, its contractors must comply with section 6002 of the Solid Waste Disposal Act,
as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002
include procuring only items designated in guidelines of the Environmental Protection Agency (EPA)
at 40 CFR part 247 that contain the highest percentage of recovered materials practicable, consistent
with maintaining a satisfactory level of competition, where the purchase price of the item exceeds
$10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000;
procuring solid waste management services in a manner that maximizes energy and resource recovery;
and establishing an affirmative procurement program for procurement of recovered materials identified
in the EPA guidelines.
4. Access to Records. Subrecipient shall permit Recipient and auditors to have access to
Subrecipient's records and financial statements as necessary for Recipient to meet the requirements of §200.331
(Requirements for pass -through entities), §§200.300 (Statutory and national policy requirements) through
200.309 (Period of performance), and Subpart F -Audit Requirements of the Uniform Guidance. 2 CFR
§200.331(a)(5).
5. Single Audit Requirements. If Subrecipient expends $750,000 or more in Federal Awards during
Subrecipient's fiscal year, Subrecipient shall procure or arrange for a single or program -specific audit
conducted for that year in accordance with the provisions of Subpart F -Audit Requirements of the Uniform
Guidance, issued pursuant to the Single Audit Act Amendments of 1996, (31 U.S.C. 75017507). 2 CFR
§200.501.
5.1 Election. Subrecipient shall have a single audit conducted in accordance with Uniform Guidance
§200.514 (Scope of audit), except when it elects to have a program -specific audit conducted in
accordance with §200.507 (Program -specific audits). Subrecipient may elect to have a program -
specific audit if Subrecipient expends Federal Awards under only one Federal program (excluding
research and development) and the Federal program's statutes, regulations, or the terms and conditions
of the Federal award do not require a financial statement audit of Recipient. A program -specific audit
may not be elected for research and development unless all of the Federal Awards expended were
received from Recipient and Recipient approves in advance a program -specific audit.
5.2 Exemption. If Subrecipient expends less than $750,000 in Federal Awards during its fiscal year,
Subrecipient shall be exempt from Federal audit requirements for that year, except as noted in 2 CFR
§200.503 (Relation to other audit requirements), but records shall be available for review or audit by
appropriate officials of the Federal agency, the State, and the Government Accountability Office.
5.3 Subrecipient Compliance Responsibility. Subrecipient shall procure or otherwise arrange for the
audit required by Part F of the Uniform Guidance and ensure it is properly performed and submitted
when due in accordance with the Uniform Guidance. Subrecipient shall prepare appropriate financial
statements, including the schedule of expenditures of Federal awards in accordance with Uniform
Guidance §200.510 (Financial statements) and provide the auditor with access to personnel, accounts,
books, records, supporting documentation, and other information as needed for the auditor to perform
the audit required by Uniform Guidance Part F Audit Requirements.
6. Contract Provisions for Subrecipient Contracts. Subrecipient shall comply with and shall include all of
the following applicable provisions in all subcontracts entered into by it pursuant to this Grant Agreement.
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6.1 Equal Employment Opportunity. Except as otherwise provided under 41 CFR Part 60, all contracts
that meet the definition of "federally assisted construction contract" in 41 CFR Part 60-1.3 shall
include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive
Order 11246, "Equal Employment Opportunity" (30 FR 12319, 12935, 3 CFR Part, 1964-1965 Comp.,
p. 339), as amended by Executive Order 11375, "Amending Executive Order 11246 Relating to Equal
Employment Opportunity," and implementing regulations at 41 CFR part 60, "Office of Federal
Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.".
"During the performance of this contract, the contractor agrees as follows:
(1) The contractor will not discriminate against any employee or applicant for employment
because of race, color, religion, sex, or national origin. The contractor will take affirmative
action to ensure that applicants are employed, and that employees are treated during
employment, without regard to their race, color, religion, sex, or national origin. Such action
shall include, but not be limited to the following: Employment, upgrading, demotion, or
transfer, recruitment or recruitment advertising; layoff or termination; rates of pay or other
forms of compensation; and selection for training, including apprenticeship. The contractor
agrees to post in conspicuous places, available to employees and applicants for employment,
notices to be provided by the contracting officer setting forth the provisions of this
nondiscrimination clause.
(2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf
of the contractor, state that all qualified applicants will receive consideration for employment
without regard to race, color, religion, sex, or national origin.
The contractor will send to each labor union or representative of workers with which he has a
collective bargaining agreement or other contract or understanding, a notice to be provided by
the agency contracting officer, advising the labor union or workers' representative of the
contractor's commitments under section 202 of Executive Order 11246 of September 24, 1965,
and shall post copies of the notice in conspicuous places available to employees and applicants
for employment.
(4) The contractor will comply with all provisions of Executive Order 11246 of September 24,
1965, and of the rules, regulations, and relevant orders of the Secretary of Labor.
The contractor will furnish all information and reports required by Executive Order 11246 of
September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or
pursuant thereto, and will permit access to his books, records, and accounts by the contracting
agency and the Secretary of Labor for purposes of investigation to ascertain compliance with
such rules, regulations, and orders.
(6) In the event of the contractor's non-compliance with the nondiscrimination clauses of this
contract or with any of such rules, regulations, or orders, this contract may be canceled,
terminated or suspended in whole or in part and the contractor may be declared ineligible for
further Government contracts in accordance with procedures authorized in Executive Order
11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked
as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order
of the Secretary of Labor, or as otherwise provided by law.
The contractor will include the provisions of paragraphs (1) through (7) in every subcontract or
purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor
issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such
provisions will be binding upon each subcontractor or vendor. The contractor will take such
action with respect to any subcontract or purchase order as may be directed by the Secretary of
Labor as a means of enforcing such provisions including sanctions for noncompliance:
Provided, however, that in the event the contractor becomes involved in, or is threatened with,
litigation with a subcontractor or vendor as a result of such direction, the contractor may
request the United States to enter into such litigation to protect the interests of the United
States."
(3)
(7)
(5)
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6.2 Davis -Bacon Act. Davis -Bacon Act, as amended (40 U.S.C. 3141-3148). When required by Federal
program legislation, all prime construction contracts in excess of $2,000 awarded by non -Federal
entities must include a provision for compliance with the Davis -Bacon Act (40 U.S.C. 3141-3144, and
3146-3148) as supplemented by Department of Labor regulations (29 CFR Part 5, "Labor Standards
Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). In
accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a
rate not less than the prevailing wages specified in a wage determination made by the Secretary of
Labor. In addition, contractors must be required to pay wages not less than once a week. The non -
Federal entity must place a copy of the current prevailing wage determination issued by the
Department of Labor in each solicitation. The decision to award a contract or subcontract must be
conditioned upon the acceptance of the wage determination. The non -Federal entity must report all
suspected or reported violations to the Federal awarding agency. The contracts must also include a
provision for compliance with the Copeland "Anti -Kickback" Act (40 U.S.C. 3145), as supplemented
by Department of Labor regulations (29 CFR Part 3, "Contractors and Subcontractors on Public
Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States").
The Act provides that each contractor or Subrecipient must be prohibited from inducing, by any
means, any person employed in the construction, completion, or repair of public work, to give up any
part of the compensation to which he or she is otherwise entitled. The non -Federal entity must report
all suspected or reported violations to the Federal awarding agency.
6.3 Rights to Inventions Made Under a Contract or Agreement. If the Federal Award meets the
definition of "funding agreement" under 37 CFR §401.2 (a) and Subrecipient wishes to enter into a
contract with a small business firm or nonprofit organization regarding the substitution of parties,
assignment or performance of experimental, developmental, or research work under that "funding
agreement," Subrecipient must comply with the requirements of 37 CFR Part 401, "Rights to
Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants,
Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding
agency.
6.4 Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C.
1251-1387), as amended. Contracts and subgrants of amounts in excess of $150,000 must contain a
provision that requires the non -Federal award to agree to comply with all applicable standards, orders
or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water
Pollution Control Act as amended (33 U.S.C. 1251-1387). Violations must be reported to the Federal
awarding agency and the Regional Office of the Environmental Protection Agency (EPA).
6.5 Debarment and Suspension (Executive Orders 12549 and 12689). A contract award (see 2 CFR
180.220) must not be made to parties listed on the government wide exclusions in the System for
Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement
Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p.
235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred,
suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or
regulatory authority other than Executive Order 12549.
6.6 Byrd Anti -Lobbying Amendment (31 U.S.C. 1352). Contractors that apply or bid for an award
exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will
not and has not used Federal appropriated funds to pay any person or organization for influencing or
attempting to influence an officer or employee of any agency, a member of Congress, officer or
employee of Congress, or an employee of a member of Congress in connection with obtaining any
Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose
any lobbying with non -Federal funds that takes place in connection with obtaining any Federal award.
Such disclosures are forwarded from tier to tier up to the non -Federal award.
7. Certifications. Unless prohibited by Federal statutes or regulations, Recipient may require Subrecipient to
submit certifications and representations required by Federal statutes or regulations on an annual basis. 2
CFR §200.208. Submission may be required more frequently if Subrecipient fails to meet a requirement of
the Federal award. Subrecipient shall certify in writing to the State at the end of the Award that the project
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or activity was completed or the level of effort was expended. 2 CFR §200.201(3). If the required level of
activity or effort was not carried out, the amount of the Award must be adjusted.
8. Event of Default. Failure to comply with these Uniform Guidance Supplemental Provisions shall
constitute an event of default under the Grant Agreement (2 CFR §200.339) and the State may terminate
the Grant upon 30 days prior written notice if the default remains uncured five calendar days following the
termination of the 30 day notice period. This remedy will be in addition to any other remedy available to
the State of Colorado under the Grant, at law or in equity.
9. Effective Date. The effective date of the Uniform Guidance is December 26, 2013. 2 CFR $200.110. The
procurement standards set forth in Uniform Guidance §§200.317-200.326 are applicable to new Awards
made by Recipient as of December 26, 2015. The standards set forth in Uniform Guidance Subpart F -
Audit Requirements are applicable to audits of fiscal years beginning on or after December 26, 2014.
10. Performance Measurement. The Uniform Guidance requires completion of OMB -approved standard
information collection forms (the PPR). The form focuses on outcomes, as related to the Federal Award
Performance Goals that awarding Federal agencies are required to detail in the Awards.
Section 200.301 provides guidance to Federal agencies to measure performance in a way that will help the
Federal awarding agency and other non -Federal entities to improve program outcomes.
The Federal awarding agency is required to provide recipients with clear performance goals, indicators, and
milestones (200.210). Also, must require the recipient to relate financial data to performance
accomplishments of the Federal award.
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31. EXHIBIT I - TITLE VI - CIVIL RIGHTS
Nondiscrimination Requirements
Grantee shall not exclude from participation in, deny the benefits of, or subject to discrimination any person in the
United States on the ground of race, color, national origin, sex, age or disability.
Grantee shall abide by all applicable federal and state nondiscrimination laws and regulations, including but not
limited to, Title VI of the Civil Rights Act of 1964, 42 U.S.C. § 2000d et seq.; The Civil Rights Restoration Act of
1987, Pub. L. No. 100-259, 102 Stat. 28; 49 CFR Part 21: Nondiscrimination in Federally -Assisted Programs of the
Department of Transportation; 23 CFR Part 200: Title VI Program and Related Statutes - Implementation and
Review Procedures; Title II of the Americans with Disabilities Act of 1990, 42 U.S.C §§ 12101 - 12213;
Rehabilitation Act of 1973 § 504, 29 U.S.C § 794; 49 CFR Part 27: Nondiscrimination on the Basis of Disability in
Programs or Activities Receiving Federal Assistance; 28 CFR Part 35: Nondiscrimination on the Basis of Disability
in State and Local Government Services; 49 CFR Part 28: Enforcement of Nondiscrimination on the Basis of
Handicap in Programs or Activities Conducted by the Department of Transportation.
As a condition of federal financial assistance, Grantee shall develop and maintain a Title VI Program in accordance
with the "Requirements for FHWA Subrecipients" set forth in CDOT's Title VI Program Plan. Grantee shall also
facilitate compliance with Executive Order 12898 and DOT Order 5610.2(a) by incorporating the principles of
environmental justice in planning, project development and public outreach in accordance with applicable CDOT
and FHWA guidance.
In any contract utilizing federal funds, land, or other federal aid, Grantee shall require the federal -aid recipient or
contractor to provide a statement of written assurance that they will comply with Section 504 and not discriminate
on the basis of disability. Grantee shall develop and maintain an ADA Program in accordance with 28 CFR Part 35,
Nondiscrimination on the Basis of Disability in State and Local Government Services and any other requirements
established by CDOT for FHWA subrecipients.
Disadvantaged Business Enterprise Requirements
The requirements of 49 CFR Part 26 and CDOT's DOT -approved DBE program are incorporated by reference into
this agreement. Grantee shall not discriminate on the basis of race, color, national origin, or sex in the performance
of this contract. Grantee shall carry out applicable requirements of 49 CFR Part 26 in the award and administration
of this DOT -assisted contract. Failure by Grantee to carry out these requirements is a material breach of this
contract, which may result in the termination of this contract or such other remedy as CDOT deems appropriate.
Grantee must include this assurance in all DOT -assisted contracts.
Prompt Payment
Grantee shall require that all contractors pay subcontractors for satisfactory performance of work no later than 30
days after the receipt of payment for that work from the contractor. If Grantee allows contractors to withhold
retainage from subcontractors, retainage shall be released within 30 days from the date the work is satisfactorily
completed.
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32. EXHIBIT J - BILLING FORM
COLORADO DEPARTMENT OF TRANSPORTATION - Division of Transportation Development
Contractor/Agency Name:
Contract Number:
Contract Effective Date:
Contract Billing Period:
Transaction Date
Check Tracking Number
Payee Name
Invoice Number:
Invoice Date:
Contractor/Vendor Contact
Person:
Contractor/ Vendor Contact
Phone Number:
Amount
Service/Good Received
Total
Less Local Match
Remit to:
Total Reimbursement
Request
Value of Contract (Original + Any Amendments):
Billed Prior to This Invoice:
Current Invoice Amount:
Balance of Contract After Invoice:
I certify that the goods and/or services included in this invoice were true and necessary expenses to accomplish the goals of the contract:
By: Date:
Contractor/Vendor
Approved By:
CDOT
Date:
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