HomeMy WebLinkAbout20140372.tiff • • •
RESOLUTION
RE: APPROVE MASTER INTERGOVERNMENTAL AGREEMENT 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 Master Intergovernmental Agreement
between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, and the Colorado Department of Transportation, commencing
upon full execution of signature, and ending five years after commencement, 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 Master Intergovernmental Agreement between the County of Weld,
State of Colorado, by and through the Board of County Commissioners of Weld County, and
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 5th day of February, A.D., 2014.
BOARD OF COUNTY COMMISSIONERS
ELD COUNTY, COLORADO
ATTEST: Wj .dp.ok --ackP
Dgl Rademach r, Chair
Weld County Clerk to the Board
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LO ;g:arbara Kirkmey r, Pro- e
BY:
De:uty Clerk to the Bo
can P. Conway
APP.Rf7 G D O CORM: {tic
� �^ // ` •-• Mike Free
County Attorney
William F. Garcia
Date of signature: 3.96W
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STATE OF COLORADO
Center for Procurement and Contract Services
Bob Corman,Director rib ,OT
4201 E.Arkansas Avenue, Suite 200
Denver, CO 80222
(303)757-9236
April 10, 2014
Roy Rudisill
Weld County
1150 O Street
P.O. Box 758
Greeley, Colorado 80632
RE: Executed Flood Master Intergovernmental Agreement
Enclosed please find an executed original copy of the above referenced agreement
between Weld County and CDOT.
Please contact Ryan Sisson, P.E. (Local Agency Coordinator) with the CDOT Incident
Command Center for any work related to this agreement.
Please call me at (303) 757-9291 if I can be of further assistance.
Sincerely, ,-
Randy a ins
Cont acting Officer
Enclosure
(FMLAWRK-TSKORDR-FLOOD REPAIR) Routing#14 HA4 64651
REGION 4/(rp) ID 331001024
STATE OF COLORADO
Department of Transportation
Master Intergovernmental Agreement
with
Weld County, Colorado
TABLE OF CONTENTS
1. PARTIES 2
2. EFFECTIVE DATE AND NOTICE OF NONLIABILITY 2
3. RECITALS 2
4. DEFINITIONS 3
5. TERM 5
6. SCOPE OF WORK 5
7. TASK ORDERS 9
8. PAYMENTS 10
9. ACCOUNTING 12
10. REPORTING- NOTIFICATION 13
11. LOCAL AGENCY RECORDS 13
12. CONFIDENTIAL INFORMATION-STATE RECORDS 14
13. CONFLICT OF INTEREST 15
14. REPRESENTATIONS AND WARRANTIES 15
15. INSURANCE 16
16. DEFAULT-BREACH 17
17. REMEDIES 17
18. NOTICES and REPRESENTATIVES 19
19. RIGHTS IN DATA, DOCUMENTS, AND COMPUTER SOFTWARE 20
20. GOVERNMENTAL IMMUNITY 20
21. STATEWIDE CONTRACT MANAGEMENT SYSTEM 20
22. FEDERAL REQUIREMENTS 21
23. DISADVANTAGED BUSINESS ENTERPRISE (DBE) 21
24. DISPUTES 21
25. GENERAL PROVISIONS 21
26. COLORADO SPECIAL PROVISIONS 24
27. SIGNATURE PAGE 26
28. EXHIBIT A- MASTER AGREEMENT SCOPE OF WORK 1"
29. EXHIBIT B- LIST OF AUTHORIZED LOCAL AGENCY SIGNATORIES 11
30. EXHIBIT C-SAMPLE FUNDING PROVISIONS 1 ,
31. EXHIBIT D -SAMPLE TASK ORDER 13
32. EXHIBIT E -SAMPLE LOCAL AGENCY CONTRACT ADMINISTRATION CHECKLIST 1
33. EXHIBIT F-CERTIFICATION FOR FEDERAL-AID CONTRACTS 1`
34. EXHIBIT G- DISADVANTAGED BUSINESS ENTERPRISE 1
35. EXHIBIT H- LOCAL AGENCY PROCEDURES FOR CONSULTANT SERVICES 1
36. EXHIBIT I - FEDERAL-AID CONTRACT PROVISIONS 1
37. EXHIBIT J - FEDERAL REQUIREMENTS 1
38. EXHIBIT K-SUPPLEMENTAL FEDERAL PROVISIONS 1
39. EXHIBIT L-SAMPLE DETAILED DAMAGE INSPECTION REPORT(FORM FHWA 1547) 1
40. EXHIBIT M - FORM OF AN OPTION LETTER 1
41. EXHIBIT N-ASSURANCE OF NON-DISCRIMINATION BY LOCAL AGENCY 1 y
42. EXHIBIT O- FORM OF LOCAL AGENCY OFFER 1
43. EXHIBIT P- LOCAL AGENCY OFFER AMENDMENT 1-'^
offal/-037
1. PARTIES
THIS MASTER INTERGOVERNMENTAL AGREEMENT("Agreement") is entered into by and
between Weld County (hereinafter called the "Local Agency"), and the STATE OF COLORADO
acting by and through the Department of Transportation (hereinafter called the "State" or
"CDOT").
2. EFFECTIVE DATE AND NOTICE OF NONLIABILITY
This Agreement shall not be effective or enforceable until it is approved and signed by the
Colorado State Controller or their designee (hereinafter called the "Effective Date"). Except as
provided in §8.F, the State shall not be liable to pay or reimburse the Local Agency 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. RECITALS
A. Authority, Appropriation, And Approval
Authority exists in the law and funds have been budgeted, appropriated and otherwise made
available and a sufficient unencumbered balance thereof remains available for payment and the
required approval, clearance and coordination have been accomplished from and with
appropriate agencies.
i. Federal Authority
The President of the United States declared certain Colorado couties as disaster areas and
available for federal assistance and engaging the federal assistance program and
procedures (dated September 12, 2013), and as was amended by the Federal Emergency
Management Administration on September 14, 15, and 24,2013 and October 1 and 15, 2013
and as may be amended in the future (collectively, the "Presidential Declaration"). Also,
pursuant to the Emergency Relief Program for Federal-Aid Highways under 23 CFR 668.20,
23 CFR 668.205 (a) and Title 23, United States Code, Sections 120 and 125, or FEMA
emergency procedures under 44 CFR 9,10,13,14 and 206, as amended, and the Stafford
Act, as amended, and Moving Ahead for Progress in the 21st Century Act (MAP 21), as
amended, (collectively, the "Federal Provisions"), federal funds have been allocated for
transportation projects requested by the State and the Local Agency.
ii. State Authority
The Colorado Governor declared distaster emergency due to flooding in certain Colorado
counties pursuant to Executive Order D 2013-026 (dated September 13, 2013), and as
amended by Executive Orders D 2013-027 (dated September 19, 2013), D 2013-028 (dated
September 26, 2013), and C 2013-030 (dated October 8, 2013), and as may be amended in
the future (collectively, the "Governor's Order"). Also, pursuant to CRS §43-1-223 and to
applicable portions of the Federal Provisions, the State is responsible for the general
administration and supervision of performance of projects in the Program, including the
administration of federal funds for a Program project performed by a Local Agency under a
contract with the State. This Agreement is further executed under the authority of CRS §§29-
1-203, 43-1-110; 43-1-116, 43-2-101(4)(c) and 43-2-104.5.
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 Agreement.
C. Purpose
The purpose of this Agreement is to disburse Federal and/or other funds to the Local Agency
pursuant to the Presidential Declaration and Governor's Order in accordance with the
procedures in this Agreement.
D. References
All references in this Agreement 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.
Page 2 of 26
4. DEFINITIONS
The following terms as used herein shall be construed and interpreted as follows:
A. Agreement or Contract
"Agreement" or"Contract" means this Agreement, its terms and conditions, attached exhibits,
documents incorporated by reference under the terms of this Agreement, and any future
modifying agreements, exhibits, attachments or references that are incorporated pursuant to
Colorado State Fiscal Rules and Policies.
B. Agreement Funds
"Agreement Funds" means funds payable by the State to Local Agency pursuant to this
Agreement, which are authorized and encumbered through Task Orders and specified on each
Task Order Budget.
C. Budget
"Budget" means the aggregate budgets specified in Task Order Budgets for the Work described
in the associated Task Order Scopes.
D. Consultant and Contractor
"Consultant" means a professional engineer or designer hired by Local Agency to design the
Work and "Contractor" means the general construction contractor hired by Local Agency to
construct the Work.
E. DBE
"DBE" means Disadvantaged Business Enterprise.
F. DBE Program
"DBE Program" means CDOT's DBE program, which has been developed in accordance with
49 CFR Part 26 and approved by the appropriate federal government operating agency.
G. Evaluation
"Evaluation" means the process of examining the Local Agency's Work and rating it based on
criteria established in §6 and in executed Task Orders.
H. Exhibits and Other Attachments
The following exhibit(s) are attached hereto and incorporated by reference herein: Exhibit A
(Master Agreement Scope of Work), Exhibit B (List of Authorized Local Agency Signatories),
Exhibit C (Form of Funding Provisions), Exhibit D (Form of Task Order), Exhibit E (Form of
Local Agency Contract Administration Checklist), Exhibit F (Certification for Federal-Aid
Funds), Exhibit G (Disadvantaged Business Enterprise), Exhibit H (Local Agency Procedures),
Exhibit I (Federal-Aid Contract Provisions), Exhibit J (Federal Requirements), Exhibit K
(Supplemental Federal Provisions), Exhibit L (Form of Detailed Damage Inspection Report—
Form FHWA 1547), Exhibit NI (Form of Option Letter), Exhibit N (Assurance of Non-
Discrimination by Local Agency), Exhibit 0 (Form of Local Agency Offer), and Exhibit P (Form
of Local Agency Offer Amendment).
I. Federal Funds
"Federal Funds" means the funds provided by the FHWA to the State to fund performance of the
Work by the Local Agency pursuant to any Task Order under this Agreement.
J. FHWA
"FHWA" means the Federal Highway Administration.
K. Goods
"Goods" means tangible material acquired, produced, or delivered by the Local Agency either
separately or in conjunction with the Services the Local Agency renders hereunder.
L. Local Agency Offer
"Local Agency Offer" means any Local Agency offer executed by the Local Agency in the form
substantially in conformance with Exhibit O, which shall each include a Task Order Scope, a
completed Task Order Budget, a completed Local Agency Contract Administration Checklist
substantially in the form of Exhibit E, a completed Damage Inspection Report substantially in
the form of Exhibit L, contact information for the Local Agency for the specified Task Order
Page 3 of 26
(including name, title, address, email address and phone number) and any other relevant
information.
M. Local Agency Offer Amendment
"Local Agency Offer Amendment" means any Local Agency offer amendment to an exisiting
Task Order, which is executed by the Local Agency in the form substantially in conformance
with Exhibit P and shall each include all relevant information.
N. Local Funds
"Local Funds" means the funds provided by the Local Agency to fund performance of the Work
as required by the FHWA to match the Federal Funds pursuant to any Task Order under this
Agreement.
O. Option Letter
"Option Letter" means any option letter executed by CDOT in the form substantially in
conformance with Exhibit M in compliance with the terms of this Agreement.
P. Oversight
"Oversight" means the term as it is defined in the Stewardship Agreement between CDOT and
the FHWA and as it is defined in the Local Agency Manual.
Q. Participating Funds
"Participating Funds" means the aggregate of Federal Funds plus Local Funds plus State Funds
(if required by the FHWA).
R. Payable Participating Percentage
"Payable Participating Percentage" means the aggregate percentage of Participating Costs for
Federal Funds and State Funds (as identified in a Task Order Budget).
S. Party or Parties
"Parry" means the State or the Local Agency and "Parties" means both the State and the Local
Agency
T. Review
"Review" means examining Local Agency's Work to ensure that it is adequate, accurate, correct
and in accordance with the criteria established in §6 and in the Task Orders.
U. Services
"Services" means the required services to be performed by the Local Agency pursuant to this
Agreement.
V. State Funds
"State Funds" means the funds provided by the State to fund performance of the Work, which
may be required by the FHWA to match the Federal Funds pursuant to any Task Order under
this Agreement or may be a voluntary contribution by the State.
W. Task Order
"Task Order" means any task order executed by CDOT in the form substantially in conformance
with Exhibit D in compliance with §7, which shall each include either(i) a completed Local
Agency Offer with all required attachments or, (ii) for existing Task Orders, a Local Agency Offer
Amendment with all required attachments.
X. Task Order Budget
"Task Order Budget" means the budget attached to an approved Task Order which details the
budget for the Work to be performed by the Local Agency under the specified Task Order, which
shall be substantially in the form of Exhibit C. Each Task Order Scope must be within the scope
of work in Exhibit A.
Y. Task Order Scope
"Task Order Scope" means the scope of work attached to an approved Task Order which details
the Work to be performed by the Local Agency under the specified Task Order. Each Task
Order Scope must be within the scope of work in Exhibit A.
Page 4 of 26
Z. Work
"Work" means the tasks and activities the Local Agency is required to perform to fulfill its
obligations under this Agreement, in the individual Task Orders, including the performance of
the Services and delivery of the Goods.
AA. Work Product
"Work Product" means the tangible or intangible results of the Local Agency'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 Agreement shall commence on the Effective
Date. This Agreement shall terminate after five (5) years of state controllers signature in section
27, unless sooner terminated or completed as demonstrated by final payment and final audit.
B. State's Option to Extend
At its sole discretion, the State, upon written notice to Local Agency by Option Letter, may
unilaterally require continued performance of this Agreement for up to one additional year at the
same rates and terms specified in the Agreement. The State shall exercise the option by written
notice to the Local Agency within 30 days prior to the end of the current Agreement term. If
exercised, the provisions of the Option Letter shall become part of and be incorporated into the
Agreement. The total duration of this Agreement, including the exercise of any options, shall not
exceed six (6) years.
6. SCOPE OF WORK
A. Completion
The Local Agency shall complete the Work and other obligations as described herein in Exhibit
A and any authorized Task Orders. Except as provided in §8.F, Work performed prior to the
Effective Date or after final acceptance shall not be considered part of the Work.
B. Goods and Services
The Local Agency shall procure Goods and Services necessary to complete the Work. Such
procurement shall be accomplished using the Agreement Funds and shall not increase the
maximum amount payable hereunder by the State.
C. Employees
All persons employed hereunder by the Local Agency, or any Consultants or Contractors shall
be considered the Local Agency's, Consultants' or Contractors' employee(s) for all purposes
and shall not be employees of the State for any purpose.
D. State and Local Agency Commitments
i. Design
If the Work includes preliminary design or final design or design work sheets, or special
provisions and estimates (collectively referred to as the "Plans"), the Local Agency shall
comply with and be responsible for satisfying the following requirements:
a) Perform or provide the Plans to the extent required by the nature of the Work.
b) Prepare final design in accordance with the requirements of the latest edition of the
American Association of State Highway Transportation Officials (AASHTO) manual or
other standard, such as the Uniform Building Code, as approved by the State.
c) Prepare provisions and estimates in accordance with the most current version of the
State's Roadway and Bridge Design Manuals and Standard Specifications for Road and
Bridge Construction or Local Agency specifications if approved by the State.
d) Include details of any required detours in the Plans in order to prevent any interference
of the construction Work and to protect the traveling public.
e) Stamp the Plans produced by a Colorado Registered Professional Engineer.
f) Provide final assembly of Plans and all other necessary documents.
g) Be responsible for the Plans' accuracy and completeness.
Page 5 of 26
h) Make no further changes in the Plans following the award of the construction contract
to Contractor unless agreed to in writing by the Parties. The Plans shall be considered
final when approved in writing by CDOT and when final they shall be incorporated herein.
ii. Local Agency Work
a) Local Agency shall comply with the requirements of the Americans With Disabilities Act
(ADA), and applicable federal regulations and standards as contained in the document
"ADA Accessibility Requirements in CDOT Transportation Projects".
b) Local Agency shall afford the State ample opportunity to review the Plans and make
any changes in the Plans that are directed by the State to comply with FHWA
requirements.
c) Local Agency may enter into a contract with a Consultant to perform all or any portion
of the Plans and/or of construction administration. Provided, however, if federal-aid funds
are involved in the cost of such Work to be done by such Consultant, such Consultant
contract (and the performance/provision of the Plans under the contract) must comply
with all applicable requirements of 23 C.F.R. Part 172 and with any procedures
implementing those requirements as provided by the State, including those in Exhibit H.
If the Local Agency enters into a contract with a Consultant for the Work:
(1) Local Agency shall submit a certification that procurement of any Consultant
contract complies with the requirements of 23 C.F.R. 172.5(1) prior to entering into
such Consultant contract, subject to the State's approval. If not approved by the
State, the Local Agency shall not enter into such Consultant contract.
(2) Local Agency shall ensure that all changes in the Consultant contract have
prior approval by the State and FHWA and that they are in writing. Immediately
after the Consultant contract has been awarded, one copy of the executed
Consultant contract and any amendments shall be submitted to the State.
(3) Local Agency shall require that all billings under the Consultant contract comply
with the State's standardized billing format. Examples of the billing formats are
available from the CDOT Center for Procurement and Contracting Services.
(4) Local Agency (and any Consultant) shall comply with 23 C.F.R. 172.5(b) and
(d) and use the CDOT procedures described in Exhibit H to administer the
Consultant contract.
(5) Local Agency may expedite any CDOT approval of its procurement process
and/or Consultant contract by submitting a letter to CDOT from the Local Agency's
attorney/authorized representative certifying compliance with Exhibit H and 23
C.F.R. 172.5(b)and (d).
(6) Local Agency shall ensure that the Consultant contract complies with the
requirements of 49 CFR 18.36(i) and contains the following language verbatim:
(a) The design work under this Agreement shall be compatible with the
requirements of the contract between the Local Agency and the State (which is
incorporated herein by this reference) for the design/construction of the project.
The State is an intended third-party beneficiary of this agreement for that
purpose.
(b) Upon advertisement of the project work for construction, the consultant
shall make available services as requested by the State to assist the State in
the evaluation of construction and the resolution of construction problems that
may arise during the construction of the project.
(c) The consultant shall review the Construction Contractor's shop drawings for
conformance with the contract documents and compliance with the provisions
of the State's publication, Standard Specifications for Road and Bridge
Construction, in connection with this work.
d) The State, in its sole discretion, may review construction plans, special provisions and
estimates and may require the Local Agency to make such changes therein as the State
determines necessary to comply with State and FHWA requirements.
Page 6 of 26
iii. Construction
If the Work includes construction, the Local Agency shall perform the construction in
accordance with the approved design plans and/or administer the construction in
accordance with Exhibit E for the authorized Task Order. Such administration shall include
Work inspection and testing; approving sources of materials; performing required plant and
shop inspections; documentation of contract payments, testing and inspection activities;
preparing and approving pay estimates; preparing, approving and securing the funding for
contract modification orders and minor contract revisions; processing Construction
Contractor claims; construction supervision; and meeting the Quality Control requirements
of the FHWA/CDOT Stewardship Agreement, as described in the Local Agency Contract
Administration Checklist.
a) If the Local Agency is performing the Work, the State may, after providing written
notice of the reason for the suspension to the Local Agency, suspend the Work, wholly or
in part, due to the failure of the Local Agency or its Contractor to correct conditions which
are unsafe for workers or for such periods as the State may deem necessary due to
unsuitable weather, or for conditions considered unsuitable for the prosecution of the
Work, or for any other condition or reason deemed by the State to be in the public
interest.
b) The Local Agency shall be responsible for the following:
(1) Appointing a qualified professional engineer, licensed in the State of Colorado,
as the Local Agency Project Engineer(LAPE), to perform engineering
administration. The LAPE shall administer the Work in accordance with this
Agreement, the requirements of the construction contract and applicable State
procedures.
(2) For the construction of the Work, advertising the call for bids upon approval by
the State and awarding the construction contract(s) to the low responsible
bidder(s).
(a) All advertising and bid awards, pursuant to this Agreement, by the
Local Agency shall comply with applicable requirements of 23 U.S.C. §112
and 23 C.F.R. Parts 633 and 635 and C.R.S. § 24-92-101 et seq. Those
requirements include, without limitation, that the Local Agency and its
Contractor shall incorporate FHWA Form 1273 (Exhibit I) in its entirety
verbatim into any subcontract(s)for those services as terms and conditions
therefor, as required by 23 C.F.R. 633.102(e).
(b) The Local Agency may accept or reject the proposal of the apparent
low bidder for Work on which competitive bids have been received. The
Local Agency must accept or reject such bid within three (3)working days
after they are publicly opened.
(c) As part of accepting bid awards, the Local Agency shall provide
additional funds, subject to their availability and appropriation, necessary to
complete the Work if no additional federal-aid funds are available.
(3) The requirements of this §6(D)(iii)(b)(2) also apply to any advertising and
awards made by the State.
(4) If all or part of the Work is to be accomplished by the Local Agency's
personnel (i.e. by force account) rather than by a competitive bidding process, the
Local Agency shall perform such work in accordance with pertinent State
specifications and requirements of 23 C.F.R. 635, Subpart B, Force Account
Construction.
(a) Such Work will normally be based upon estimated quantities and firm
unit prices agreed to between the Local Agency, the State and FHWA in
advance of the Work, as provided for in 23 C.F.R. 635.204(c). Such agreed
unit prices shall constitute a commitment as to the value of the Work to be
performed.
Page 7 of 26
(b) An alternative to the preceeding subsection is that the Local Agency
may agree to participate in the Work based on actual costs of labor,
equipment rental, materials supplies and supervision necessary to
complete the Work. Where actual costs are used, eligibility of cost items
shall be evaluated for compliance with 48 C.F.R. Part 31.
(c) If the State provides funds under this Agreement, rental rates for publicly owned
equipment shall be determined in accordance with the State's Standard Specifications for
Road and Bridge Construction §109.04.
(d) All Work being paid under force account shall have prior approval of
the State and/or FHWA and shall not be initiated until the State has issued
a written notice to proceed.
E. State's Commitments
a) The State will perform a final project inspection of the Work as a quality
control/assurance activity. When all Work has been satisfactorily completed, the State will
sign the FHWA Form 1212.
b) Notwithstanding any consents or approvals given by the State for the Plans, the State
shall not be liable or responsible in any manner for the structural design, details or
construction of any major structures designed by, or that are the responsibility of, the Local
Agency as identified in the Local Agency Contract Administration Checklist for the
authorized Task Order.
F. ROW and Acquisition/Relocation
a) If the Local Agency purchases a right of way for a State highway, including areas of
influence, the Local Agency shall immediately convey title to such right of way to CDOT
after the Local Agency obtains title.
b) Any acquisition/relocation activities shall comply with all applicable federal and state
statutes and regulations, including but not limited to the Uniform Relocation Assistance and
Real Property Acquisition Policies Act of 1970 as amended and the Uniform Relocation
Assistance and Real Property Acquisition Policies for Federal and Federally Assisted
Programs as amended (49 C.F.R. Part 24), CDOT's Right of Way Manual, and CDOT's
Policy and Procedural Directives.
c) The Parties' respective compliance responsibilities depend on the level of federal
participation; provided however, that the State always retains Oversight responsibilities.
d) The Parties' respective responsibilities under each level in CDOT's Right of Way
Manual (located at http://www.dot.state.co.us/ROW Manual/) and reimbursement for the
levels will be under the following categories:
(1) Right of way acquisition (3111) for federal participation and non-participation;
(2) Relocation activities, if applicable (3109);
(3) Right of way incidentals, if applicable (expenses incidental to
acquisition/relocation of right of way—3114).
G. Utilities
If necessary, the Local Agency shall be responsible for obtaining the proper clearance or
approval from any utility company which may become involved in the Work. Prior to the Work
being advertised for bids, the Local Agency shall certify in writing to the State that all such
clearances have been obtained.
a) Railroads
If the Work involves modification of a railroad company's facilities and such modification will
be accomplished by the railroad company, the Local Agency shall make timely application
to the Public Utilities commission requesting its order providing for the installation of the
proposed improvements and not proceed with that part of the Work without compliance.
The Local Agency shall also establish contact with the railroad company involved for the
purpose of complying with applicable provisions of 23 C.F.R. 646, subpart B, concerning
federal-aid projects involving railroad facilities.
b) Execute an agreement setting out what work is to be accomplished and the location(s)
thereof, and which costs shall be eligible for federal participation.
Page 8 of 26
c) Obtain the railroad's detailed estimate of the cost of the Work.
d) Establish future maintenance responsibilities for the proposed installation.
e) Proscribe future use or dispositions of the proposed improvements in the event of
abandonment or elimination of a grade crossing.
f) Establish future repair and/or replacement responsibilities in the event of accidental
destruction or damage to the installation.
H. Environmental Obligations
The Local Agency shall perform all Work in accordance with the requirements of the current
federal and state environmental regulations including the National Environmental Policy Act
of 1969 (NEPA) as applicable.
I. Maintenance Obligations
The Local Agency shall maintain and operate the Work constructed under this Agreement at
its own cost and expense during their useful life, in a manner satisfactory to the State and
FHWA, and the Local Agency shall provide for such maintenance and operations obligations
each year. Such maintenance and operations shall be conducted in accordance with all
applicable statutes, ordinances and regulations pertaining to maintaining such
improvements. The State and FHWA may make periodic inspections to verify that such
improvements are being adequately maintained.
7. TASK ORDERS
A. Task Orders -General
The Work under this Agreement shall consist of"As Needed" design/construction services at
various flood-damaged locations throughout Weld County. This Agreement will enable Task
Orders to be written for specific locations/projects as designated under Form FHWA 1547.
Neither CDOT nor the Local Agency has any obligation under the Agreement until and
unless a Task Order is issued pursuant to this Agreement. The CDOT Project Manager for a
specific location/project will coordinate with the appropriate Local Agency contact person to
initiate a Task Order. The Local Agency shall be responsible to perform the Work authorized
under the Task Order, as well as comply with all applicable terms and conditions of this
Agreement.
The Local Agency shall perform the Work in accordance with directives and authorizations
by the State's representative and pursuant to the terms and conditions of this Agreement
and the authorized Task Order. Any Task Order issued pursuant to this Agreement shall
incorporate the terms of this Agreement by reference and shall also contain the items listed
in the Task Order definition in §4.W.
B. Task Order Procedures
a)The Local Agency will notify CDOT of work needed under this Agreement.
b)The Local Agency will coordinate with the CDOT Project Manager to gather the
information necessary for the items listed in the Local Agency Offer definition in §4.L.
c)When all items have been gathered, Local Agency shall submit a Local Agency Offer to
CDOT for Work. Local Agency's Offer shall be signed by a representative of the Local
Agency listed on Exhibit B, who is authorized to contractually bind the Local Agency. The
Local Agency Offer shall constitute a firm offer to provide the Work and Local Funds, if
specified, on the basis set forth in the Local Agency Offer. The Local Agency Offer shall
reference this Agreement between the Parties.
d) The State's issuance of a Task Order based on a Local Agency Offer shall constitute
an acceptance of the Local Agency Offer and no further signature shall be required on the
part of Local Agency. Task Orders shall not be effective or enforceable until they are
approved and signed by the Colorado State Controller or its designee. Except as provided
in §8.F, the State shall not be liable to pay or reimburse Local Agency for any
performance hereunder or under a Task Order including, but not limited to, costs or
expenses incurred, prior to execution of a Task Order for the specified Work. Upon
execution of the Task Order, the Local Agency shall successfully complete the Work
within the price identified in the Task Order.
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e) Except as provided in §8.F, the Local Agency shall begin performance of the Work if,
and only to the extent that, the State specifically authorizes the Work by executing a Task
Order, and the State's representative(s) issues and the Local Agency receives a written
communication by e-mail, from the CDOT Project Manager for a specific location/project
setting forth the Work to be performed under the Task Order and giving authorization to
begin performance of the Task Order.
f) Each Task Order shall specify a performance period for the Work authorized; however,
all Work authorized on the Task Order must be completed within the performance period
of the Task Order. All Task Orders must be completed by the end of the Agreement term
specified in §5.A, including any extensions.
Changes to an executed Task Order require Local Agency to submit a Local Agency Offer
Amendment to CDOT for changes to such Task Order. Local Agency's Offer Amendment
shall be signed by a representative of the Local Agency listed on Exhibit B, who is
authorized to contractually bind the Local Agency. The Local Agency Offer Amendment
shall constitute a firm offer to provide the Work and Local Funds, if specified, on the basis
set forth in the Local Agency Offer Amendment. The Local Agency Offer Amendment
shall reference the Task Order to be modified and this Agreement between the Parties.
The State's issuance of a Task Order based on a Local Agency Offer Amendment shall
constitute an acceptance of the Local Agency Offer Amendment and no further signature
shall be required on the part of Local Agency. Amendments to Task Orders shall not be
effective or enforceable until they are approved and signed by the Colorado State
Controller or its designee. The Local Agency shall be allowed to modify performance
under a Task Order if, and only to the extent that, the State specifically authorizes the
modification by executing a Task Order, and the State's representative(s) issues and the
Local Agency receives a written communication by e-mail, from the CDOT Project
Manager for a specific location/project setting forth the changes to the Task Order and
giving authorization to modify performance of the Task Order.
8. PAYMENTS
The State shall, in accordance with the provisions of this §8, pay the Local Agency in the
amounts and using the methods set forth below:
A. Maximum Amount
The cumulative "not to exceed" amount for all Agreement Funds in all Task Orders issued under
this Agreement shall be $3,329,800.00. The Local Agency shall accept no Task Orders which
result in a cumulative Agreement Funds value that exceeds the "not to exceed"value. The
maximum amount payable under each Task Order will be set forth in a completed Task Order
Budget, as determined by the State from available funds. CDOT's financial obligation to the
Local Agency are limited to the unpaid encumbered balance of Agreement Funds in approved
Task Orders. Local Agency agrees to provide any additional funds required for successful
completion of the Work.
i. Increase Not to Exceed Amount
At its sole discretion, the State, upon written notice to the Local Agency by Option Letter, may
unilaterally increase/decrease the not to exceed amount payable under this Agreement
specified in §8.A. The State shall exercise the option by providing a fully executed Option
Letter to the Local Agency. Delivery/performance of the Goods/Services shall continue at the
same rates and under the same terms as established in this Agreement and specified through
Task Orders.
ii. Phased Performance
The State may require the Local Agency to begin performance on each phase of Work as
outlined in a Task Order Budget and at the same terms and same conditions stated in the
Agreement. If the State exercises this option, it will provide written notice to the Local Agency
prior to authorizing such phase of Work by unilaterally executing a revised Task Order. If
exercised, the provisions of the revised Task Order shall become part of and be incorporated
into this original Agreement and the applicable original Task Order. Except as provided in
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§8.F, Local Agency shall not commence Work on any phase until it receives a notice to
proceed from the State; such notice to proceed shall not be issued without a fully executed
Task Order for such phase.
B. Payment
i. Advance, Interim and Final Payments
Any advance payment allowed under this Agreement or in any Task Order shall comply with
State Fiscal Rules and be made in accordance with the provisions of this Agreement. The
Local Agency shall initiate any payment requests by submitting invoices to the State in the
form and manner, approved by the State.
ii. Interest
The State shall fully pay each invoice within 45 days of receipt thereof if the amount invoiced
represents performance by the Local Agency previously accepted by the State. Uncontested
amounts not paid by the State within 45 days shall 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. The Local Agency shall invoice the State separately for accrued interest
on delinquent amounts. The billing shall reference the delinquent payment, the number of
days interest to be paid and the interest rate.
iii. Available Funds-Contingency-Termination
The State is prohibited by law from making commitments beyond the term of the State's
current fiscal year. Therefore, the Local Agency's compensation beyond the State's current
Fiscal Year is contingent upon the continuing availability of State appropriations as provided
in the Colorado Special Provisions. The State's performance hereunder is also contingent
upon the continuing availability of federal funds. Payments pursuant to this Agreement shall
be made only from available funds encumbered for this Agreement through Task Orders and
the State's liability for such payments shall be limited to the amount remaining of such
Agreement Funds. If State or federal funds are not appropriated, or otherwise become
unavailable to fund this Agreement, the State may terminate this Agreement immediately, in
whole or in part, without further liability in accordance with the provisions hereof.
iv. Erroneous Payments
At the State's sole discretion, payments made to the Local Agency in error for any reason,
including, but not limited to overpayments or improper payments, and unexpended or excess
funds received by the Local Agency, may be recovered from the Local Agency by deduction
from subsequent payments under this Agreement or other contracts, grants or agreements
between the State and the Local Agency or by other appropriate methods and collected as a
debt due to the State. Such funds shall not be paid to any party other than the State.
C. Use of Funds
Agreement Funds shall be used only for eligible costs identified herein.
D. Local Funds
The Local Agency shall provide Local Funds as specified in Task Order Budget(s). The Local
Agency shall have raised the full amount of Local Funds prior to the effective date of the
authorized Task Order and shall report to the State regarding the status of such funds upon
request. The Local Agency's obligation to pay all or any part of any Local Funds, whether direct
or contingent, only extend to funds duly and lawfully appropriated for the purposes of this
Agreement by the authorized representatives of the Local Agency and paid into the Local
Agency's treasury. The Local Agency represents to the State that the amount designated "Local
Funds" in an authorized Task Order Budget has been legally appropriated for the purpose of
this Agreement by its authorized representatives and paid into its treasury. The Local Agency
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 Local
Agency. The Local Agency 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.
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E. Reimbursement of Local Agency Costs
The State shall reimburse the Local Agency's allowable costs, not exceeding the maximum
total amount described in the Task Order Budget. The applicable principles described in 49
C.F.R. 18 Subpart C and 49 C.F.R. 18.22 shall govern the State's obligation to reimburse all
costs incurred by the Local Agency and submitted to the State for reimubursement hereunder,
and the Local Agency shall comply with all such principles. The costs will be estimated and
preapproval for federal funding will be recorded on Form FHWA 1547 (Exhibit L). To accept
subsequent revisions to this form, the Parties will need to comply with §7.B.g to amend the
associated Task Order. The CDOT Project Manager, in cooperation with the Local Agency, will
complete and submit the form to FHWA. The State shall reimburse the Local Agency for the
federal-aid share of properly documented costs related to the Work for a Task Order after
review and approval thereof, subject to the provisions of this Agreement and the Task Order.
However, any costs incurred by the Local Agency prior to the date of FHWA authorization for
the Work and prior to the effective date of the Task Order shall not be reimbursed absent
specific FHWA and State Controller approval thereof. Costs shall be:
i. Reasonable and Necessary
Reasonable and necessary to accomplish the Work and for the Goods and Services
provided.
ii. Net Cost
Actual net cost to the Local Agency (i.e. the price paid minus any items of value received by
the Local Agency that reduce the cost actually incurred).
F. Retroactive Payments
The State shall pay Local Agency for costs or expenses incurred or performance by the Local
Agency prior to the Effective Date, only if(1) the Agreement Funds involve federal funding and
(2) federal laws, rules and regulations applicable to the Work provide for such retroactive
payments to the Local Agency. Any such retroactive payments shall comply with State Fiscal
Rules and be made in accordance with the provisions of this Agreement, its Exhibits and the
applicable Task Order. Local Agency shall initiate any payment request by submitting invoices
to the State in the form and manner set forth herein and approved by the State. As authorized
by the FHWA, Agreement Funds may include costs or expenses incurred or performance by the
Agreement Funds prior to the Effective Date.
9. ACCOUNTING
The Local Agency shall establish and maintain accounting systems in accordance with generally
accepted accounting standards (a separate set of accounts, or as a separate and integral part of
its current accounting scheme). Such accounting systems shall, at a minimum, provide as
follows:
A. Local Agency Performing the Work
If Local Agency is performing the Work, all allowable costs, including any approved services
contributed by the Local Agency or others, shall be documented using payrolls, time records,
invoices, contracts, vouchers, and other applicable records.
B. Local Agency-Checks or Draws
Checks issued or draws made by the Local Agency shall be made or drawn against properly
signed vouchers detailing the purpose thereof. All checks, payrolls, invoices, contracts,
vouchers, orders, and other accounting documents shall be on file in the office of the Local
Agency ,clearly identified, readily accessible, and to the extent feasible, kept separate and apart
from all other Work documents.
C. State-Administrative Services
The State may perform any necessary administrative support services required hereunder. The
Local Agency shall reimburse the State for the costs of any such services from the Task Order
Budget(s). If funding is not available or is withdrawn, or if the Local Agency terminates this
Agreement or any Task Order prior to the Work being approved or completed, then all actual
incurred costs of such services and assistance provided by the State shall be the Local
Agency's sole expense.
Page 12 of 26
D. Local Agency-Invoices
The Local Agency's invoices shall describe in detail the reimbursable costs incurred by the
Local Agency for which it seeks reimbursement, the dates such costs were incurred and the
amounts thereof, and shall not be submitted more often than monthly.
E. Invoicing Within 60 Days
The State shall not be liable to reimburse the Local Agency for any costs unless CDOT receives
such invoices within 60 days after the date for which payment is requested, including final
invoicing. Final payment to the Local Agency may be withheld at the discretion of the State until
completion of final audit.Any costs incurred by the Local Agency that are not allowable under
49 C.F.R. 18 shall be reimbursed by the Local Agency, or the State may offset them against any
payments due from the State to the Local Agency.
F. Reimbursement of State Costs
CDOT shall perform Oversight and the Local Agency shall reimburse CDOT for its related costs.
The Local Agency shall pay invoices within 60 days after receipt thereof. If the Local Agency
fails to remit payment within 60 days, at CDOT's request, the State is authorized to withhold an
equal amount from future apportionment due the Local Agency from the Highway Users Tax
Fund and to pay such funds directly to CDOT. Interim funds shall be payable from the State
Highway Supplementary Fund (400) until CDOT is reimbursed. If the Local Agency fails to make
payment within 60 days, it shall pay interest to the State at a rate of one percent per month on
the delinquent amounts until the billing is paid in full. CDOT's invoices shall describe in detail
the reimbursable costs incurred, the dates incurred and the amounts thereof, and shall not be
submitted more often than monthly.
10. REPORTING - NOTIFICATION
Reports, Evaluations, and Reviews required under this§10 shall be in accordance with the
procedures of and in such form as prescribed by the State and in accordance with §18, if
applicable.
A. Performance, Progress, Personnel, and Funds
The State shall submit a report to the Local Agency upon expiration or sooner termination of this
Agreement, containing an Evaluation and Review of the Local Agency's performance and the
final status of the Local Agency's obligations hereunder.
B. Litigation Reporting
Within 10 days after being served with any pleading related to this Agreement, in a legal action
filed with a court or administrative agency, the Local Agency 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 or its principal representative is not then serving, such notice and copies shall be
delivered to the Executive Director of CDOT.
C. Noncompliance
The Local Agency's failure to provide reports and notify the State in a timely manner in
accordance with this §10 may result in the delay of payment of funds and/or termination as
provided under this Agreement.
D. Documents
Upon request by the State, the Local Agency shall provide the State, or its authorized
representative, copies of all documents, including contracts and subcontracts, in its possession
related to the Work.
11. LOCAL AGENCY RECORDS
A. Maintenance
The Local Agency 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. The Local Agency shall maintain such records until the last to occur of the following:
(i) a period of three years after the date this Agreement is completed or terminated, or(ii) three
Page 13 of 26
years after final payment is made hereunder, whichever is later, or(iii)for such further period as
may be necessary to resolve any pending matters, or(iv) if an audit is occurring, or the Local
Agency has received notice that an audit is pending, then until such audit has been completed
and its findings have been resolved (collectively, the "Record Retention Period").
B. Inspection
The Local Agency 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 the
Local Agency's records related to this Agreement during the Record Retention Period to assure
compliance with the terms hereof or to evaluate the Local Agency's performance hereunder.
The State reserves the right to inspect the Work at all reasonable times and places during the
term of this Agreement, including any extension. If the Work fails to conform to the requirements
of this Agreement, the State may require the Local Agency promptly to bring the Work into
conformity with Agreement requirements, at the Local Agency's sole expense. If the Work
cannot be brought into conformance by re-performance or other corrective measures, the State
may require the Local Agency to take necessary action to ensure that future performance
conforms to Agreement requirements and may exercise the remedies available under this
Agreement at law or in equity in lieu of or in conjunction with such corrective measures.
C. Monitoring
The Local Agency also shall permit the State, the federal government or any other duly
authorized agent of a governmental agency, in their sole discretion, to monitor all activities
conducted by the Local Agency pursuant to the terms of this Agreement 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
such monitoring shall be performed in a manner that shall not unduly interfere with the Local
Agency's performance hereunder.
D. Final Audit Report
If an audit is performed on the Local Agency's records for any fiscal year covering a portion of
the term of this Agreement, the Local Agency shall submit a copy of the final audit report to the
State or its principal representative at the address specified herein.
12. CONFIDENTIAL INFORMATION-STATE RECORDS
The Local Agency shall comply with the provisions of this§12 if it becomes privy to confidential
information in connection with its performance hereunder. Confidential information, includes, but
is not necessarily limited to, state records, personnel records, and information concerning
individuals. Nothing in this §12 shall be construed to require the Local Agency to violate the
Colorado Open Records Act, C.R.S. §§ 24-72-1001 et seq.
A. Confidentiality
The Local Agency 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 the Local Agency
shall be immediately forwarded to the State's principal representative.
B. Notification
The Local Agency shall notify its agents, employees 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
the Local Agency or its agents in any way, except as authorized by the Agreement and as
approved by the State. The Local Agency 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 the Local Agency or its
agents, except as set forth in this Agreement and approved by the State.
Page 14 of 26
D. Disclosure-Liability
Disclosure of State records or other confidential information by the Local Agency for any reason
may be cause for legal action by third parties against the Local Agency, the State or their
respective agents. The Local Agency is prohibited from providing indemnification to the State
pursuant to the Constitution of the State of Colorado, Article Xl, Section 1, however, the Local
Agency shall be responsible for 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 the Local Agency, or its employees, agents, or assignees pursuant to this §12.
13. CONFLICT OF INTEREST
The Local Agency shall not engage in any business or personal activities or practices or maintain
any relationships which conflict in any way with the full performance of the Local Agency's
obligations hereunder. The Local Agency acknowledges that with respect to this Agreement even
the appearance of a conflict of interest is harmful to the State's interests. Absent the State's prior
written approval, the Local Agency shall refrain from any practices, activities or relationships that
reasonably appear to be in conflict with the full performance of the Local Agency's obligations to
the State hereunder. If a conflict or appearance exists, or if the Local Agency is uncertain
whether a conflict or the appearance of a conflict of interest exists, the Local Agency 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 Agreement.
14. REPRESENTATIONS AND WARRANTIES
A. Agreement Representations and Warranties
The Local Agency makes the following specific representations and warranties, each of which
was relied on by the State in entering into this Agreement:
i. Standard and Manner of Performance
The Local Agency shall perform its obligations hereunder, including in accordance with the
highest professional standard of care, skill and diligence and in the sequence and manner set
forth in this Agreement and specified in Task Order(s).
ii. Legal Authority—The Local Agency and the Local Agency's Signatory
The Local Agency warrants that it possesses the legal authority to enter into this Agreement
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
Agreement, or any part thereof, and to bind the Local Agency to its terms. If requested by the
State, the Local Agency shall provide the State with proof of the Local Agency's authority to
enter into this Agreement or any Task Order within 15 days of receiving such request.
iii.Licenses, Permits, Etc.
The Local Agency 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. The Local Agency warrants that it shall maintain all necessary
licenses, certifications, approvals, insurance, permits, and other authorizations required to
properly perform this Agreement, without reimbursement by the State or other adjustment in
Agreement Funds. Additionally, all employees and agents of the Local Agency performing
Services under this Agreement shall hold all required licenses or certifications, if any, to
perform their responsibilities. The Local Agency, 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 the Local Agency to properly perform
the terms of this Agreement shall be deemed to be a material breach by the Local Agency
and constitute grounds for termination of this Agreement.
Page 15 of 26
B. Local Agency Offer/Local Agency Offer Amendment Representation and Warranty
By submission of the Local Agency Offer and/or Local Agency Offer Amendment ,the Local
Agency represents and warrants that it possesses the legal authority to make the Local Agency
Offer and/or Local Agency Offer Amendment 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 signatory to execute the Local Agency Offer and/or Local Agency Offer Amendment and to
bind the Local Agency to its terms. If requested by the State, the Local Agency shall provide the
State with proof of the Local Agency's authority to enter into the Local Agency Offer and/or
Local Agency Offer Amendment within 15 days of receiving such request. The Parties agree
that the State will rely upon this representation and warranty when entering into the associated
Task Order.
15. INSURANCE
The Local Agency shall obtain and maintain insurance as specified in this section at all times
during the term of this Agreement: The Local Agency's Contractors, Consultants and
subcontractors shall obtain and maintain insurance as specified in this section at all times during
their employment on any Task Orders. All policies evidencing the insurance coverage required
hereunder shall be issued by insurance companies satisfactory to the Local Agency and the
State.
A. The Local Agency
i. Public Entities
If the Local Agency is a "public entity"within the meaning of the Colorado Governmental
Immunity Act, CRS §24-10-101, et seq., as amended (the "GIA"), then the Local Agency
shall maintain at all times during the term of this Agreement such liability insurance, by
commercial policy or self-insurance, as is necessary to meet its liabilities under the GIA. The
Local Agency shall show proof of such insurance satisfactory to the State, if requested by the
State. The Local Agency shall require each Agreement with their Consultant and Contractor,
that are providing Goods or Services hereunder, to include the insurance requirements
necessary to meet Consultant or Contractor liabilities under the GIA.
ii. Non-Public Entities
If the Local Agency is not a "public entity"within the meaning of the Governmental Immunity
Act, the Local Agency shall obtain and maintain during the term of this Agreement insurance
coverage and policies meeting the same requirements set forth in §15(B)with respect to
subcontractors that are not"public entities".
B. Contractors, Consultants and Subcontractors
The Local Agency shall require each contract with Contractors, subcontractors, or Consultants,
other than those that are public entities, providing Goods or Services in connection with this
Agreement, 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 the Local Agency's Contractor's, subcontractor's, or Consultant's
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 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
Automobile Liability Insurance 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
The Local Agency and the State shall be named as additional insured on the Commercial
General Liability policies (leases and construction contracts require additional insured
Page 16 of 26
coverage for completed operations on endorsements CG 2010 11/85, CG 2037, or
equivalent).
v. Primacy of Coverage
Coverage required of the Consultants, subconsultants or Contractors shall be primary over
any insurance or self-insurance program carried by the Local Agency 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 Local Agency and the State by certified mail.
vii. Subrogation Waiver
All insurance policies in any way related to this Agreement and secured and maintained by
the Local Agency's Consultants, subconsultants or Contractors as required herein shall
include clauses stating that each carrier shall waive all rights of recovery, under subrogation
or otherwise, against the Local Agency or the State, its agencies, institutions, organizations,
officers, agents, employees, and volunteers.
C. Certificates
The Local Agency shall provide certificates showing insurance coverage required hereunder to
the State within seven business days of the Effective Date of this Agreement. All Contractors,
subcontractors, or Consultants shall provide certificates showing insurance coverage required
hereunder to the Local Agency 5 business days prior to work commencing by the Contractor,
subcontractors, or Consultants. No later than 15 days prior to the expiration date of any such
coverage, the Local Agency and each Contractor, subcontractor, or Consultant shall deliver to
the State or the Local Agency certificate of insurance evidencing renewals thereof. In addition,
upon request by the State at any other time during the term of this Agreement or any sub-
contract, the Local Agency and each Contractor, subcontractor, or Consultant shall, within 10
days of such request, supply to the State evidence satisfactory to the State of compliance with
the provision of this§15.
16. DEFAULT-BREACH
A. Defined
In addition to any breaches specified in other sections of this Agreement, 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 constitutes 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 §18. 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 §17. 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 Agreement in whole or in part if reasonably necessary to preserve public safety or to
prevent immediate public crisis.
17. REMEDIES
If the Local Agency is in breach under any provision of this Agreement, the State shall have all of
the remedies listed in this §17 in addition to all other remedies set forth in other sections of this
Agreement following the notice and cure period set forth in §16(B). 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 the Local Agency 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 Agreement and in a
timely manner, the State may notify the Local Agency of such non-performance in accordance
with the provisions herein. If the Local Agency thereafter fails to promptly cure such non-
performance within the cure period, the State, at its option, may terminate this entire Agreement
or such part of this Agreement 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.
Page 17 of 26
The Local Agency shall continue performance of this Agreement to the extent not terminated, if
any.
i. Obligations and Rights
To the extent specified in any termination notice, the Local Agency 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, the
Local Agency 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 Agreement's terms. At the sole discretion of the State, the Local Agency shall
assign to the State all of the Local Agency's right, title, and interest under such terminated
orders or subcontracts. Upon termination, the Local Agency shall take timely, reasonable and
necessary action to protect and preserve property in the possession of the Local Agency in
which the State has an interest. All materials owned by the State in the possession of the
Local Agency shall be immediately returned to the State. All Work Product, at the option of
the State, shall be delivered by the Local Agency to the State and shall become the State's
property.
ii. Payments
The State shall reimburse the Local Agency only for accepted performance received up to
the date of termination. If, after termination by the State, it is determined that the Local
Agency was not in default or that the Local Agency'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 Agreement had been terminated in the
public interest, as described herein.
iii.Damages and Witholding
Notwithstanding any other remedial action by the State, the Local Agency also shall remain
liable to the State for any damages sustained by the State by virtue of any breach under this
Agreement by the Local Agency and the State may withhold any payment to the Local
Agency for the purpose of mitigating the State's damages, until such time as the exact
amount of damages due to the State from the Local Agency is determined. The State may
withhold any amount that may be due to the Local Agency 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. The Local Agency 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
The State is entering into this Agreement 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
Agreement ceases to further the public policy of the State, the State, in its sole discretion, may
terminate this Agreement 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 Agreement by the State for cause or breach by the Local Agency, which shall
be governed by§17(A) or as otherwise specifically provided for herein.
i. Method and Content
The State shall notify the Local Agency of the termination in accordance with §18, specifying
the effective date of the termination and whether it affects all or a portion of this Agreement.
ii. Obligations and Rights
Upon receipt of a termination notice, the Local Agency shall be subject to and comply with
the same obligations and rights set forth in §17(A)(i).
iii. Payments
If this Agreement is terminated by the State pursuant to this §17(B), the Local Agency shall
be paid an amount which bears the same ratio to the total reimbursement under this
Agreement as the Services satisfactorily performed bear to the total Services covered by this
Agreement, less payments previously made. Additionally, if this Agreement is less than 60%
completed, the State may reimburse the Local Agency for a portion of actual out-of-pocket
Page 18 of 26
expenses (not otherwise reimbursed under this Agreement) incurred by the Local Agency
which are directly attributable to the uncompleted portion of the Local Agency's obligations
hereunder; provided that the sum of any and all reimbursement shall not exceed the
maximum amount payable to the Local Agency hereunder.
C. Remedies Not Involving Termination
The State, its sole discretion, may exercise one or more of the following remedies in addition to
other remedies available to it:
i. Suspend Performance
Suspend the Local Agency's performance with respect to all or any portion of this Agreement
pending necessary corrective action as specified by the State without entitling the Local
Agency to an adjustment in price/cost or performance schedule. The Local Agency 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 the Local Agency after the suspension of
performance under this provision.
ii. Withold Payment
Withhold payment to the Local Agency until corrections in the Local Agency's performance
are satisfactorily made and completed.
iii. Deny Payment
Deny payment for those obligations not performed that due to the Local Agency'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 the Local Agency's employees, agents, or contractors whom the
State deems incompetent, careless, insubordinate, unsuitable, or otherwise unacceptable, or
whose continued relation to this Agreement is deemed to be contrary to the public interest or
not in the State's best interest.
v. Intellectual Property
If the Local Agency infringes on a patent, copyright, trademark, trade secret or other
intellectual property right while performing its obligations under this Agreement, the Local
Agency shall, at the State's option (a) obtain for the State or the Local Agency 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 forgegoing alternatives are reasonably available, remove any infringing Goods,
Services, or products and refund the price paid therefore to the State.
18. 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:
Ryan Sisson, P.E.
Incident Command Center, Local Agency Coordinator
CDOT IRF ICC
2695 Rocky Mountain Avenue, Suite 300
Loveland, Colorado 80538
(303) 547-4835
ryan.sisson@tshengineering.com
Page 19 of 26
B. Local Agency:
Roy Rudisill.
Director of OEM
Weld County
1150 O Street
P.O. Box 758
Greeley, Colorado 80632
(970) 304-6540
rrudisill@co.weld.co.us
19. RIGHTS IN DATA, DOCUMENTS,AND COMPUTER SOFTWARE
For projects located on Local Agency-owned ROW, Local Agency agrees to provide 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 Local Agency upon
completion or termination hereof.
For projects located on State-owned highway ROW, any software, research, reports, studies,
data, photographs, negatives or other documents, drawings, models, materials, or work product
of any type, including drafts, prepared by the Local Agency in the performance of its obligations
under this Agreement shall be jointly-owned property of the State and the Local Agency, and all
Work Product shall be delivered to the State by the Local Agency upon completion or termination
hereof. The joint ownership rights in such Work Product shall include, but not be limited to, the
right to copy, publish, display, transfer, and prepare derivative works. The parties shall not use,
willingly allow, cause or permit such Work Product to be used for any purpose other than the
performance of the Local Agency's obligations hereunder without the prior written consent of the
non-requesting party.
20. 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
Colorado Governmental Immunity Act, 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 and of the Local Agency is
controlled and limited by the provisions of the Governmental Immunity Act and the risk
management statutes, CRS §24-30-1501, et seq., as amended.
21. STATEWIDE CONTRACT MANAGEMENT SYSTEM
If the maximum amount payable to the Local Agency under this Agreement is $100,000 or
greater, either on the Effective Date or at anytime thereafter, this§21 applies.
The Local Agency 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 agreements/contracts and inclusion of agreement/contract performance
information in a statewide contract management system.
The Local Agency's performance shall be subject to Evaluation and Review in accordance with
the terms and conditions of this Agreement, State law, including CRS §24-103.5-101, and State
Fiscal Rules, Policies and Guidance. Evaluation and Review of the Local Agency's performance
shall be part of the normal Agreement administration process and the Local Agency's
performance will be systematically recorded in the statewide Agreement 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 the Local Agency's obligations
under this Agreement shall be determined by the specific requirements of such obligations and
shall include factors tailored to match the requirements of the Local Agency's obligations. Such
performance information shall be entered into the statewide Contract Management System at
Page 20 of 26
intervals established herein and a final Evaluation, Review and Rating shall be rendered within
30 days of the end of the Agreement term. The Local Agency 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 the Local Agency
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 the Local Agency and
prohibit the Local Agency from bidding on future agreements. The Local Agency 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 the Local Agency, by
the Executive Director, upon showing of good cause.
22. FEDERAL REQUIREMENTS
The Local Agency and/or their Contractors, subcontractors, and Consultants shall at all times
during the execution of this Agreement strictly adhere to, and comply with, all applicable federal
and state laws, and their implementing regulations, as they currently exist and may hereafter be
amended. A listing of certain federal and state laws that may be applicable are described in
Exhibits I, J, and Exhibits K and N.
23. DISADVANTAGED BUSINESS ENTERPRISE (DBE)
The Local Agency will comply with all requirements of Exhibit G and the Local Agency Contract
Administration Checklist for each Task Order regarding DBE requirements for the Work, except
that if the Local Agency desires to use its own DBE Program to implement and administer the
DBE provisions of 49 C.F.R. Part 26 under this Agreement, it must submit a copy of its DOT-
approved DBE program to the State for review and enter into a Memorandum of Understanding
with the State regarding DBE responsibilities prior to the execution of this Agreement.
24. DISPUTES
Except as otherwise provided in this Agreement, any dispute concerning a question of fact arising
under this Agreement which is not disposed of by agreement shall be decided by the Chief
Engineer of the Department of Transportation. The decision of the Chief Engineer will be final
and conclusive unless, within 30 calendar days after the date of receipt of a copy of such written
decision, the Local Agency mails or otherwise furnishes to the State a written appeal addressed
to the Executive Director of CDOT. In connection with any appeal proceeding under this clause,
the Local Agency shall be afforded an opportunity to be heard and to offer evidence in support of
its appeal. Pending final decision of a dispute hereunder, the Local Agency shall proceed
diligently with the performance of this Agreement in accordance with the Chief Engineer's
decision. The decision of the Executive Director or his duly authorized representative for the
determination of such appeals shall be final and conclusive and serve as final agency action. This
dispute clause does not preclude consideration of questions of law in connection with decisions
provided for herein. Nothing in this Agreement, however, shall be construed as making final the
decision of any administrative official, representative, or board on a question of law.
25. GENERAL PROVISIONS
A. Assignment
The Local Agency's rights and obligations hereunder are personal and may not be transferred,
assigned or subcontracted without the prior written consent of the State. Any attempt at
assignment, transfer, or subcontracting without such consent shall be void. All assignments and
subcontracts approved by the Local Agency or the State are subject to all of the provisions
hereof. The Local Agency shall be solely responsible for all aspects of subcontracting
arrangements and performance.
Page 21 of 26
B. Binding Effect
Except as otherwise provided in §25(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 Agreement are for convenience of reference only, and shall
not be used to interpret, define, or limit its provisions.
D. Counterparts
This Agreement may be executed in multiple identical original counterparts, all of which shall
constitute one agreement.
E. Entire Understanding
This Agreement 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 addition, deletion, or other amendment hereto shall not have any force or
affect whatsoever, unless embodied herein.
F. Indemnification - General
If Local Agency is not a "public entity"within the meaning of the Colorado Governmental
Immunity Act, CRS §24-10-101, et seq., the Local Agency 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 the Local Agency, or its employees, agents, subcontractors or
assignees pursuant to the terms of this Agreement. This clause is not applicable to a Local
Agency that is a "public entity"within the meaning of the Colorado Governmental Immunity Act,
Y P Y
CRS §24-10-101, et seq.
G. Jurisdiction and Venue
All suits, actions, or proceedings related to this Agreement shall be held in the State of Colorado
and exclusive venue shall be in the City and County of Denver.
H. Limitations of Liability
Any and all limitations of liability and/or damages in favor of the Local Agency contained in any
document attached to and/or incorporated by reference into this Agreement, whether referred to
as an exhibit, attachment, schedule, or any other name, are void and of no effect. This includes,
but is not necessarily limited to, limitations on (i)the types of liabilities, (ii)the types of
damages, (iii)the amount of damages, and (iv)the source of payment for damages.
I. Modification
i. By the Parties
Except as specifically provided in this Agreement, modifications of this Agreement shall not
be effective unless agreed to in writing by both parties in an amendment to this Agreement,
properly executed and approved in accordance with applicable Colorado State law, State
Fiscal Rules, and Office of the State Controller Policies, including, but not limited to, the
policy entitled MODIFICATIONS OF AGREEMENTS - TOOLS AND FORMS.
ii. By Operation of Law
This Agreement 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 Agreement on the effective date of
such change, as if fully set forth herein.
J. Order of Precedence
The provisions of this Agreement shall govern the relationship of the State and the Local
Agency. In the event of conflicts or inconsistencies between this Agreement and its exhibits and
attachments, such conflicts or inconsistencies shall be resolved by reference to the documents
in the following order of priority:
i. Exhibit K (Supplemental Federal Provisions),
ii. Exhibit I (Federal-Aid Contract Provisions) and Exhibit J (Federal Requirements),
iii. Colorado Special Provisions,
Page 22 of 26
iv. The provisions of the main body of this Agreement,
v. Exhibit A (Master Agreement Scope of Work),
vi. Authorized Task Orders,
vii. Authorized Local Agency Offers and Local Agency Offer Amendments,
viii. Task Order Scope(s),
ix. Task Order Budget(s),
x. Completed Damage Inspection Report(s) substantially in the form of Exhibit L for Task
Order(s),
xi. Completed Local Agency Contract Administration Checklist(s) substantially in the form of
Exhibit E for Task Order(s), and
xii. Other exhibits in descending order of their attachment.
K. Severability
Provided this Agreement 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.
L. Survival of Certain Agreement Terms
Notwithstanding anything herein to the contrary, provisions of this Agreement requiring
continued performance, compliance, or effect after termination hereof, shall survive such
termination and shall be enforceable by the State if the Local Agency fails to perform or comply
as required.
M. 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. The
Local Agency, if not a Colordao public entity, shall be solely liable for paying such taxes as the
State is prohibited from paying for or reimbursing the Local Agency for them.
N. Third Party Beneficiaries
Enforcement of this Agreement 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 Agreement are incidental to the Agreement, and do not create any rights for such
third parties.
O. Waiver
Waiver of any breach of a term, provision, or requirement of this Agreement, 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.
P. CORA Disclosure
To the extent not prohibited by federal law, this Agreement 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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Page 23 of 26
26. COLORADO SPECIAL PROVISIONS
The Special Provisions apply to all Agreements except where noted in italics.
1. CONTROLLER'S APPROVAL. CRS §24-30-202 (1).
This Agreement shall not be deemed valid until it has been approved by the Colorado State
Controller or designee.
2. 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.
3. GOVERNMENTAL IMMUNITY.
No term or condition of this Agreement shall be construed 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.
4. INDEPENDENT CONTRACTOR.
The Local Agency shall perform its duties hereunder as an independent contractor and not as
an employee. Neither the Local Agency nor any agent or employee of the Local Agency shall be
deemed to be an agent or employee of the State. The Local Agency 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 the Local
Agency or any of its agents or employees. Unemployment insurance benefits shall be available
to the Local Agency and its employees and agents only if such coverage is made available by
the Local Agency or a third party. The Local Agency shall pay when due all applicable
employment taxes and income taxes and local head taxes incurred pursuant to this Agreement.
The Local Agency shall not have authorization, express or implied, to bind the State to any
Agreement, liability or understanding, except as expressly set forth herein. The Local Agency
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.
5. COMPLIANCE WITH LAW.
The Local Agency 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.
6. CHOICE OF LAW.
Colorado law, and rules and regulations issued pursuant thereto, shall be applied in the
interpretation, execution, and enforcement of this Agreement. 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
Agreement, to the extent capable of execution.
7. 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 contact or incorporated herein by reference shall be null and
void.
8. SOFTWARE PIRACY PROHIBITION. Governor's Executive Order D 002 00.
State or other public funds payable under this Agreement shall not be used for the acquisition,
operation, or maintenance of computer software in violation of federal copyright laws or
applicable licensing restrictions. The Local Agency hereby certifies and warrants that, during the
term of this Agreement and any extensions, the Local Agency has and shall maintain in place
appropriate systems and controls to prevent such improper use of public funds. If the State
determines that the Local Agency is in violation of this provision, the State may exercise any
Page 24 of 26
remedy available at law or in equity or under this Agreement, including, without limitation,
immediate termination of this Agreement and any remedy consistent with federal copyright laws
or applicable licensing restrictions.
9. EMPLOYEE FINANCIAL INTEREST. CRS H24-18-201 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 Agreement. The Local
Agency has no interest and shall not acquire any interest, direct or indirect, that would conflict in
any manner or degree with the performance of the Local Agency's services and the Local
Agency shall not employ any person having such known interests.
10. VENDOR OFFSET. CRS H24-30-202 (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.
11. PUBLIC CONTRACTS FOR SERVICES. CRS §8-17.5-101.
[Not Applicable to Agreements relating to the offer, issuance, or sale of securities,
investment advisory services or fund management services, sponsored projects,
intergovernmental Agreements, or information technology services or products and
services]The Local Agency certifies, warrants, and agrees that it does not knowingly employ or
contract with an illegal alien who shall perform work under this Agreement and shall confirm the
employment eligibility of all employees who are newly hired for employment in the United States
to perform work under this Agreement, through participation in the E-Verify Program or the State
program established pursuant to CRS §8-17.5-102(5)(c), the Local Agency shall not knowingly
employ or contract with an illegal alien to perform work under this Agreement or enter into a
contract with a subcontractor that fails to certify to the Local Agency that the subcontractor shall
not knowingly employ or contract with an illegal alien to perform work under this Agreement.
The Local Agency (a) shall not use E-Verify Program or State program procedures to undertake
pre-employment screening of job applicants while this Agreement is being performed, (b) shall
notify the subcontractor and the contracting State agency within three days if the Local Agency
has actual knowledge that a subcontractor is employing or contracting with an illegal alien for
work under this Agreement, (c) shall terminate the subcontract if a subcontractor 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 the
Local Agency participates in the State program, the Local Agency shall deliver to the contracting
State agency, Institution of Higher Education or political subdivision, a written, notarized
affirmation, affirming that the Local Agency has examined the legal work status of such
employee, and shall comply with all of the other requirements of the State program. If the Local
Agency fails to comply with any requirement of this provision or CRS §8-17.5-101 et seq., the
contracting State agency, institution of higher education or political subdivision may terminate
this Agreement for breach and, if so terminated, the Local Agency shall be liable for damages.
12. PUBLIC CONTRACTS WITH NATURAL PERSONS. CRS§24-76.5-101.
The Local Agency, 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 Agreement.
SPs Effective 1/1/09
Page 25 of 26
27. SIGNATURE PAGE
Agreement Routing Number 14 HA4 64551
THE PARTIES HERETO HAVE EXECUTED THIS AGREEMENT
"Persons signing for the Local Agency hereby swear and affirm that they are authorized to act on the Local
Agency's behalf and acknowledge that the State is relying on their representations to that effect.
THE LOCAL AGENCY STATE OF COLORADO
Weld County, Colorado John W. Hickenlooper, GOVERNOR
By: Douglas Rademacher— Cf 0yr Colorado Department of Transportation
itle: Weld County Commissioner Donald E. Hunt, Executive Director
�( Slgnat S /n 1�/nanti
By: Timothy J. Harris, P.E., Chief Engineer
Date: FEB - 5 2014 Date: 4. 3. 2014-
ALL AGREEMENTS REQUIRE APPROVAL BY THE STATE CONTROLLER
CRS§24-30-202 requires the State Controller to approve all State contracts.This Agreement is not valid until signed
and dated below by the State Controller or delegate.Except as provided in§8.F,the Local Agency is not authorized
to begin performance until such time. Except as provided in§8.F, if the Local Agency begins performing prior
thereto,the State of Colorado is not obligated to pay the Local Agency for such performance or for any goods
and/or services provided hereunder.
STATE CONTROLLER
Robert Jaros, CPA, MBA, JD
By:
Colorado Department�1 �/ of Transportation
Date: 7/%/y
Page 26 of 26 a0/9 4j 72
28. EXHIBIT A- MASTER AGREEMENT SCOPE OF WORK
The Work to be performed under this Agreement shall be related to the flood damaged areas
within the counties designated as eligible for federal disaster relief funding under the Presidential
Declaration, as amended, and other locations as designated under the Colorado Governor's
declaration, as amended (collectively, the "Flood Damaged Areas").
The Work shall be performed only on Flood-Damaged Areas. The Work shall consist of elements to
return the Flood-Damaged Areas back to their condition before the flood as identified and pre-
approved by the FHWA on Form FHWA 1547 for each authorized Task Order. The Work shall be
specified in each Task Order and may include, but not be limited to:
• General Engineering Services
• Bridge and Structural Design
• Roadway Design
• Hydrology Activities
• Hydraulics Design
• Traffic Engineering
• Rockfall Assessment and Mitigation
• Environmental Services
• Construction Management
Any Work requested outside of the Flood Damaged Areas will not be eligible for federal or state
reimbursement under this Agreement.
Any items that will improve a Flood-Damaged Area to a better condition than it was before the flood
(each a "Betterment") may not be eligible for federal reimbursement. Prior to any expenditures
related to a betterment, the FHWA must approve the Betterment and a Task Order must be approved
by the State for such Work in accordance with §7.B.e.
Task Orders will be created for each Flood-Damaged Area. The Work for each Flood-Damaged Area
will be identified and detailed in a specific Task Order Scope dedicated to the specific Flood Damaged
Area.
Page 1 of 1
29. EXHIBIT B - LIST OF AUTHORIZED LOCAL AGENCY SIGNATORIES
Roy Rudisill
(970) 304-6540
rrudisill(a.co.weld.co.us
Trevor Jiricek
(970) 353-6100, Ext. 2214
tiiricek(aco.weld.co.us
The persons and/or positions identified on this Exhibit B cannot be further delegated.
Page 1 of 1
30. EXHIBIT C -SAMPLE FUNDING PROVISIONS
A. Estimated Cost of Work
The estimated total cost the Work is as follows:
1. BUDGETED FUNDS
L_- 3
a. Federal Funds $0.00
%of Participating Costs) _
b. Local Funds $0.00
( %of Participating Costs)
c. -State Funds $0.00
( %of Participating Costs)_
TOTAL BUDGETED FUNDS $0.00
2. ESTIMATED PAYMENT TO LOCAL AGENCY*
a. Federal Funds Budgeted_cla) $0.00
b. State Funds Budgeted(lc) $0.00
u �
I TOTAL ESTIMATED PAYMENT TO LOCAL AGENCY* ] I $0.00
3. FOR CDOT ENCUMBRANCE PURPOSES
Payable
Participating Budgeted Encumbered
WBS Element Phase - Function Percentage Funds Funds**
. Design 3020 $0.00 $0.00
. . ROW(Acq/Reloo),3111/3114- ($0.00)_ j$0.00)
ROW Incidentals 3114 $0.00 $0.00'
. Const 3301 $0.00 $0.00
Miscellaneous 3404 $0.00 $0.00
. . Utilties 3988 $0.00 $0.00,'
Environmental . 3403 $0.00 $0.00
TOTAL ENCUMBERED FUNDS! $0.00
*The"Total Estimated Payment to Local Agency"amount assumes that that the entire budgeted amount in
Section 1 will be encumbered. Local Agency is not entitled to payment for any amounts that are not
encumbered.
**The Agreement Funds payable by the State to Local Agency pursuant to this Agreement is limited to the
aggregate amount of encumbered funds identified in Section 3 above multiplied by the Payable
Participating Percentage for Federal Funds or State Funds identified in Section 3.
Single Audit Act
All state and local government and non-profit organizations receiving more than$500,000 from all
funding sources defined as federal financial assistance for Single Audit Act of 1984,as amended(PL 98-
Page 1 of 2
502;PL 104-156)(collectively the"Single Audit Act"),purposes shall comply with the audit
requirements of OMB Circular A-133 (Audits of States,Local Governments and Non-Profit
Organizations)and OMB Circular A-133 Compliance Supplement, as amended. See also,49 CFR 18.20
through 18.26. The Single Audit Act requirements applicable to the Local Agency receiving Federal
Funds are as follows:
i. Expenditure less than$500,000
If the Local Agency expends less than$500,000 in Federal Funds(all federal sources,not just
highway funds) in its fiscal year then this requirement does not apply.
ii. Expenditure exceeding than$500,000-Highway Funds Only
If the Local Agency expends more than$500,000 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.
iii. Expenditure exceeding than $500,000-Multiple Funding Sources
If the Local Agency expends more than$500,000 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.
iv. Independent CPA
Single audit shall only be conducted by an independent CPA,not by an auditor on staff.An
audit is an allowable direct or indirect cost.
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Page 2 of 2
31. EXHIBIT D-SAMPLE TASK ORDER
Date: Task Order# Master Agreement CMS# Task Order CMS#
Project# ( I PO
In accordance with §7 of the Master Agreement("Master Agreement")(routing number 14 HA4 00000)
between the State of Colorado, Department of Transportation ("State"or"CDOT"), and the City of
("Local Agency"), beginning beginning agreement date and ending on ending agreement date, the
provisions of the Master Agreement, and any amendments thereto affected by this task order("Task
Order") are modified as follows:
1) Task Order Description.
All terms not defined in this Task Order shall have the meaning given in the Master Agreement. The
State accepts the Local Agency Offer dated attached hereto. Local Agency shall
perform the Work authorized in this Task Orderat location in accordance with the Master Agreement
and the attached Local Agency Offer.
2) PRICE/COST
Funding for each phase of Work (as identified on the attached Task Order Budget) shall be
encumbered as each phase is authorized pursuant to a unilateral Task Order amendment by State
authorized pursuant to§8.A.ii of the Master Agreement. The maximum amount payable by the State
to Local Agency for performance of this Task Order is limited to the amount of Agreement Funds
identified on the attached Local Agency Budget, as determined by the State from available funds.
Local Agency agrees to provide any additional funds required for successful completion of the Work.
Payments to the Local Agency are limited to the unpaid Agreement Funds balance set forth in the
attached Local Agency Budget.
3) PERFORMANCE PERIOD
Local Agency shall complete its obligations under this Task Order on or before
4) EFFECTIVE DATE
This Task Order shall not be effective or enforceable until it is approved and signed by the
Colorado State Controller, or their designee, ("Effective Date").
5) APPROVALS
STATE OF COLORADO:
John W. Hickenlooper,Governor
By:
Timothy J. Harris, Chief Engineer
Colorado Department of Transportation
ALL CONTRACTS MUST BE APPROVED BY THE STATE CONTROLLER
CRS §24-30-202 requires the State Controller to approve all State contracts. This Task Order is not valid until
signed and dated below by the State Controller, or delegate. Except as provided in §8.F of the Master Agreement, the
Local Agency is not authorized to begin performance until such time. Except as provided in §8.F of the Master
Agreement, if the Local Agency begins performing prior to the date below, the State of Colorado is not obligated
to pay for such performance or for any goods and/or services provided.
State Controller
Robert Jaros, CPA, MBA,JD
By:
Date:
Page 1 of 1
32. EXHIBIT E-SAMPLE LOCAL AGENCY CONTRACT ADMINISTRATION CHECKLIST
COLORADO DEPARTMENT OF TRANSPORTATION
LOCAL AGENCY CONTRACT ADMINISTRATION CHECKLIST
Project No. STIP No. Project Code Region
Project Location Date
Project Description
Local Agency Local Agency Project Manager
COOT Resident Engineer COOT Project Manager
INSTRUCTIONS:
This checklist shall be utilized to establish the contract administration responsibilities of the individual parties to this agreement.
The checklist becomes an attachment to the Local Agency agreement.Section numbers correspond to the applicable chapters
of the COOT Local Agency Manual.
The checklist shall be prepared by placing an"X"under the responsible party,opposite each of the tasks.The'X`denotes the
party responsible for initiating and executing the task Only one responsible party should be selected.When neither CDOT nor
the Local Agency is responsible for a task,not applicable(NA)shall be noted.In addition,a"#"will denote that CDOT must
concur or approve.
Tasks that will be performed by Headquarters staff will be indicated.The Regions,in accordance with established policies and
procedures,will determine who will perform all other tasks that are the responsibility of CDOT
The checklist shall be prepared by the CDOT Resident Engineer or the CDOT Project Manager,in cooperation with the Local
Agency Project Manager,and submitted to the Region Program Engineer.If contract administration responsibilities change,the
CDOT Resident Engineer,in cooperation with the Local Agency Project Manager,will prepare and distribute a revised checklist
RESPONSIBLE
NO. DESCRIPTION OF TASK PARTY
LA CDOT
TIP!STIP AND LONG-RANGE PLANS
2.1 I Review Project to ensure it is consist with STIP and amendments thereto I I
FEDERAL FUNDING OBLIGATION AND AUTHORIZATION
4.1 Authorize funding by phases(CDOT Form 418-Federal-aid Program Data.Requires FHWA
c one u rren cehnvoivement l
PROJECT DEVELOPMENT
5.1 Prepare Design Data-CDOT Form 463
5.2 Prepare Local Agency/CDOT Inter-Governmental Agreement(see also Chapter 3)
5.3 Conduct Consultant Selection/Execute Consultant Agreement
5.4 Conduct Design Scoping Review Meeting
5.5 Conduct Public involvement
5.6 Conduct Field Inspection Review(FIR)
5.7 Conduct Environmental Processes(may require FHWA concurrencefinvolvement)
5.8 Acquire Right-of-Way(may require FHWA concurrence/involvement)
5.9 Obtain Utility and Railroad Agreements
5.10 Conduct Final Office Review(FOR)
5.11 Justify Force Account Work by the Local Agency
5.12 Justify Proprietary.Sole Source,or Local Agency Furnished Items
5.13 Document Design Exceptions-CDOT Form 464
5.14 Prepare Plans,Specifications and Construction Cost Estimates
5.15 Ensure Authorization of Funds for Construction
CDOT form 1243 09/06 Page 1 of 4
Previous editions are obsolete and may not be used
Page 1 of 4
•
RESPONSIBLE
NO. DESCRIPTION OF TASK PARTY
LA CDOT
••
PROJECT DEVELOPMENT CIVIL RIGHTS AND LABOR COMPLIANCE
6.1 Set Underutilized Disadvantaged Business Enterprise(UBDE)Goals for Consultant and
Construction Contracts(COOT Region EEO/CMI Rights Specialist)
6.2 Determine Applicability of Davis-Bacon Act
This project❑is ❑is not exempt from Davis-Bacon requirements as determined by the
functional classification of the project location(Projects located on local roads and rural
minor collectors may be exempt)
CDOT Resident Engineer(Signature on File) Date
6.3 Set On-the-Job Training Goals.Goal is zero if total construction is less than$1 million(COOT
Region EEO/Civil Rights Specialist)
6.4 Title VI Assurances
Ensure the correct Federal Wage Decision,all required Disadvantaged Business
Enterprise/On.the-Job Training special provisions and FHWA Form 1273 are included in the
Contract(COOT Resident Engineer)
ADVERTISE,BID AND AWARD
7.1 Obtain Approval for Advertisement Period of Less Than Three Weeks
7.2 Advertise for Bids
7.3 Distribute"Advertisement Set'of Plans and Specifications
7.4 Review Worksite and Plan Details with Prospective Bidders While Project Is Under
Advertisement
7.5 Open Bids
7.6 Process Bids for Compliance
Check CDOT Form 715-Certificate of Proposed Underutilized DBE Participation when the
low bidder meets UDBE goals
Evaluate COOT Form 718-Underutilized DBE Good Faith Effort Documentation and
determine if the Contractor has made a good faith effort when the low bidder does not meet
DBE goals
Submit required documentation for CDOT award concurrence
7.7 Concurrence from COOT to Award
7.8 Approve Rejection of Low Bidder
7.9 Award Contract
7.10 Provide"Award"and"Record"Sets of Plans and Specifications
CONSTRUCTION MANAGEMENT
8.1 Issue Notice to Proceed to the Contractor
8.2 Project Safety
8.3 Conduct Conferences:
Pre-Construction Conference(Appendix B)
Pre-survey
• Construction staking
• Monumentation
Partnering(Optional)
Structural Concrete Pre-Pour(Agenda is in COOT Construction Manua°
Concrete Pavement Pre-Paving(Agenda is in COOT Construction Manua9
HMA Pre-Paving(Agenda is in COOT Construction Manua
• 8.4 Develop and distribute Public Notice of Planned Construction to media and local residents
8.5 Supervise Construction
•
A Professional Engineer(PE)registered in Colorado,who will be"in responsible charge of
construction supervision."
Local Agency Professional Engineer or Phone number
CDOT Resident Engineer
COOT Form 1243 99/06 Page 2 of 4
Previous edifices are obsolete and may not be used
Page 2 of 4
RESPONSIBLE
NO. DESCRIPTION OF TASK PARTY
LA CDOT
Provide competent,experienced staff who will ensure the Contract work is constructed in
accordance with the plans and specifications
Construction inspection and documentation
8.6 Approve Shop Drawings
8.7 Perform Traffic Control Inspections
8.8 Perform Construction Surveying
8.9 Monument Right-of-Way
8.10 Prepare end Approve Interim and Final Contractor Pay Estimates
Provide the name and phone number of the person authorized for this task
Local Agency Representative Phone number
8.11 Prepare and Approve Interim and Final Utility and Railroad Billings
8.12 Prepare Local Agency Reimbursement Requests
8.13 Prepare and Authorize Change Orders
8.14 Approve All Change Orders
8.15 Monitor Project Financial Status
8,16 Prepare and Submit Monthly Progress Reports
8.17 Resolve Contractor Claims and Disputes
8.18 Conduct Routine and Random Project Reviews
Provide the name and phone number of the person responsible for this task.
CDOT Resident Engineer Phone number
MATERIALS
9.1 Conduct Materials Pre-Construction Meeting
9.2 Complete CDOT Form 250-Materials Documentation Record
• Generate form,which includes determining the minimum number of required tests and
applicable material submittals for all materials placed on the project
• Update the form as work progresses
• Complete and distribute form after work is completed
9.3 Perform Project Acceptance Samples and Tests
9.4 Perform Laboratory Verification Tests
9.5 Accept Manufactured Products
Inspection of structural components:
• Fabrication of structural steel and pre-stressed concrete structural components
• Bridge modular expansion devices(0"to 6"or greater)
• Fabrication of bearing devices
9.6 Approve Sources of Materials
9.7 Independent Assurance Testing(IAT),Local Agency Procedures 0 COOT Procedures 0
• Generate IAT schedule
• Schedule and provide notification
• Conduct IAT
9.8 Approve mix designs
• Concrete
• Hot mix asphalt
9.9 Check Final Materials Documentation
9.10 Complete and Distribute Final Materials Documentation
CDOT Form 1243 09106 Page 3 of 4
Previous editions are obsolete and may not be used
Page 3 of 4
CONSTRUCTION CIVIL RIGHTS AND LABOR COMPLIANCE
10.1 Fulfill Project Bulletin Board and Pre-Construction Packet Requirements
10.2 Process COOT Form 205-Sublet Permit Application
Review and sign completed CDOT Form 205 for each subcontractor,and submit to
EEO/Civil Rights Specialist
10.3 Conduct Equal Employment Opportunity and Labor Compliance Verification Employee
Interviews. Complete COOT Form 280
10.4 Monitor Disadvantaged Business Enterprise Participation to Ensure Compliance with the
"Commercially Useful Function"Requirements
10.5 Conduct Interviews When Project Utilizes On-the-Job Trainees.Complete COOT Form 200-
OJT Training Questionnaire
10.6 Check Certified Payrolls(Contact the Region EEO/Civil Rights Specialists for training requirements.)
10.7 Submit FHWA Form 1391-Highway Construction Contractor's Annual EEO Report
FINALS
11.1 Conduct Final Project Inspection.Complete and submit CDOT Form 1212-Final
Acceptance Report(Resident Engineer with mandatory Local Agency participation.)
11.2 Write Final Project Acceptance Letter
11.3 Advertise for Final Settlement
11.4 Prepare and Distribute Final As-Constructed Plans
11.5 Prepare EEO Certification
11.6 Check Final Quantities,Plans,and Pay Estimate;Check Project Documentation;and submit
Final Certifications
_11.7 Check Material Documentation and Accept Final Material Certification(See Chapter 9)
11.8 Obtain COOT Form 17 from the Contractor and Submit to the Resident Engineer
11.9 Obtain FHWA Form 47-Statement of Materials and Labor Used... from the Contractor
11.10 Complete and Submit COOT Form 1212—Final Acceptance Report(by CDOT)
11.11 Process Final Payment
11.12 Complete and Submit CDOT Form 950-Project Closure
11.13 Retain Project Records for Six Years from Date of Project Closure
11.14 Retain Final Version of Local Agency Contract Administration Checklist
cc: CDOT Resident Engineer/Project Manager
CDOT Region Program Engineer
CDOT Region EEO/Civil Rights Specialist
COOT Regan Materials Engineer
CDOT Contracts and Market Analysis Branch
Local Agency Project Manager
CDOT Form t Z43 09106 Page 4 014
Previous editions are obsolete and may not be used
Page 4 of 4
33. EXHIBIT F-CERTIFICATION FOR FEDERAL-AID CONTRACTS
The Local Agency certifies, by signing this Agreement, to the best of its knowledge and belief, that:
No Federal appropriated funds have been paid or will be paid, by or on behalf or the undersigned, to
any person for influencing or attempting to influence an officer or employee of any Federal agency, a
Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress
in connection with the awarding of any Federal loan, the entering into of any cooperative agreement,
and the extension, continuation, renewal, amendment, or modification of any Federal contract,
Agreement, loan, or cooperative agreement.
If any funds other than Federal appropriated funds have been paid or will be paid to any person for
influencing or attempting to influence an officer or of Congress, or an employee of a Member of
Congress in connection with this Federal contract, Agreement, loan, or cooperative agreement, the
undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in
accordance with its instructions.
This certification is a material representation of fact upon which reliance was placed when this
transaction was made or entered into. Submission of this certification is a prerequisite for making or
entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to
file the required certification shall be subject to a civil penalty of not less than $10,000 and not more
than $100,000 for each such failure.
The Local Agency also agrees by signing this Agreement that it shall require that the language of this
certification be included in all lower tier subcontracts, which exceed $100,000 and that all such sub-
recipients shall certify and disclose accordingly.
Required by 23 CFR 635.112
Page 1 of 1
34. EXHIBIT G - DISADVANTAGED BUSINESS ENTERPRISE
1. Program Objective and Assurance:
It is the objective of the State to create a level playing field upon which Disadvantaged Business
Enterprises (DBEs) can compete fairly for DOT-assisted contracts. By entering into this Agreement,
the Local Agency hereby agrees to the following:
The Local Agency shall not discriminate on the basis of race, color, national origin, or sex in the
award and performance of any DOT-assisted contract or in the administration of the DBE program
or the requirements of 49 CFR part 26. The Local Agency shall take all necessary and reasonable
steps under 49 CFR part 26 to ensure nondiscrimination in the award and administration of DOT-
assisted contracts. The State's DBE program, as required by 49 CFR part 26 and as approved by
DOT, is incorporated by reference in this agreement. Implementation of this program is a legal
obligation and failure to carry out its terms shall be treated as a violation of this agreement. Upon
notification to the recipient of its failure to carry out its approved program, the Department may
impose sanctions as provided for under part 26 and may, in appropriate cases, refer the matter for
enforcement under 18 U.S.C. 1001 and/or the Program Fraud Civil Remedies Act of 1986 (31
U.S.C. 3801 et seq.).
Each contract the Local Agency signs with a subcontractor(and each subcontract the prime
contractor signs with a subcontractor) must include the following assurance:
The contractor, sub recipient or subcontractor shall not discriminate on the basis of race, color,
national origin, or sex in the performance of this contract. The contractor shall carry out applicable
requirements of 49 CFR part 26 in the award and administration of DOT-assisted contracts.
Failure by the contractor 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 the recipient deems
appropriate.
2. DBE Contract Goals:
Each scope of work prepared to procure consultant services or construction of the Work shall be
evaluated by the CDOT Regional Civil Rights Office to determine a contract goal. The Local Agency
shall be responsible for ensuring that the contract goal is incorporated into the procurement
advertisement and accompanied by either:
a. For consultant services, CDOT's then current process for evaluating the Consultant's
proposed DBE participation; or an alternative proposed by the local agency and approved by
CDOT.
b. For construction, the CDOT DBE Standard Special Provision and all related forms.
The Local Agency shall submit the Statement of Interest (consultants) and/or DBE Forms
(Construction) to the CDOT Civil Rights and Business Resource Center for review and concurrence
prior to award.
3. Compliance:
With the assistance of the Local Agency, the CDOT Regional Civil Rights Office shall oversee the
subcontractor's performance toward the contract goal.
Revised 11/2013
Page 1 of 1
35. EXHIBIT H- LOCAL AGENCY PROCEDURES FOR CONSULTANT SERVICES
THE LOCAL AGENCY SHALL USE THESE PROCEDURES TO IMPLEMENT FEDERAL-AID
PROJECT AGREEMENTS WITH PROFESSIONAL CONSULTANT SERVICES
Title 23 Code of Federal Regulations (CFR) 172 applies to a federally funded local agency project
agreement administered by CDOT that involves professional consultant services. 23 CFR 172.1
states "The policies and procedures involve federally funded contracts for engineering and design
related services for projects subject to the provisions of 23 U.S.C. 112(a) and are issued to ensure
that a qualified consultant is obtained through an equitable selection process, that prescribed work
is properly accomplished in a timely manner, and at fair and reasonable cost" and according to 23
CFR 172.5 "Price shall not be used as a factor in the analysis and selection phase."Therefore, local
agencies must comply with these CFR requirements when obtaining professional consultant
services under a federally funded consultant contract administered by CDOT.
CDOT has formulated its procedures in Procedural Directive (P.D.) 400.1 and the related
operations guidebook titled "Obtaining Professional Consultant Services". This directive and
guidebook incorporate requirements from both Federal and State regulations, i.e., 23 CFR 172 and
9
CRS §24-30-1401 et seq. Copies of the directive and the guidebook may be obtained upon request
from CDOT's Agreements and Consultant Management Unit. [Local agencies should have their own
written procedures on file for each method of procurement that addresses the items in 23 CFR 172].
Because the procedures and laws described in the Procedural Directive and the guidebook are
quite lengthy, the subsequent steps serve as a short-hand guide to CDOT procedures that a local
agency must follow in obtaining professional consultant services. This guidance follows the format
of 23 CFR 172. The steps are:
1. The contracting local agency shall document the need for obtaining professional services.
2. Prior to solicitation for consultant services, the contracting local agency shall develop a
detailed scope of work and a list of evaluation factors and their relative importance. The
evaluation factors are those identified in C.R.S. 24-30-1403. Also, a detailed cost estimate
should be prepared for use during negotiations.
3. The contracting agency must advertise for contracts in conformity with the requirements of
C.R.S. 24-30-1405. The public notice period, when such notice is required, is a minimum of
15 days prior to the selection of the three most qualified firms and the advertising should be
done in one or more daily newspapers of general circulation.
4. The request for consultant services should include the scope of work, the evaluation factors
and their relative importance, the method of payment, 6and the goal for Disadvantaged
Business Enterprise (DBE) participation for the project.
5. The analysis and selection of the consultants shall be done in accordance with CRS §24-30-
1403. This section of the regulation identifies the criteria to be used in the evaluation of CDOT
pre-qualified prime consultants and their team. It also shows which criteria are used to short-
list and to make a final selection.
The short-list is based on the following evaluation factors:
a. Qualifications,
b. Approach to the Work,
c. Ability to furnish professional services.
d. Anticipated design concepts, and
e. Alternative methods of approach for furnishing the professional services.
Page 1 of 2
Evaluation factors for final selection are the consultant's:
a. Abilities of their personnel,
b. Past performance,
c. Willingness to meet the time and budget requirement,
d. Location,
e. Current and projected work load,
f. Volume of previously awarded contracts, and
g. Involvement of minority consultants.
6. Once a consultant is selected, the local agency enters into negotiations with the consultant to
obtain a fair and reasonable price for the anticipated work. Pre-negotiation audits are
prepared for contracts expected to be greater than $50,000. Federal reimbursements for
costs are limited to those costs allowable under the cost principles of 48 CFR 31. Fixed fees
(profit) are determined with consideration given to size, complexity, duration, and degree of
risk involved in the work. Profit is in the range of six to 15 percent of the total direct and
indirect costs.
7. A qualified local agency employee shall be responsible and in charge of the Work to ensure
that the work being pursued is complete, accurate, and consistent with the terms, conditions,
and specifications of the contract. At the end of Work, the local agency prepares a
performance evaluation (a CDOT form is available) on the consultant.
8. Each of the steps listed above is to be documented in accordance with the provisions of 49
CFR 18.42, which provide for records to be kept at least three years from the date that the
local agency submits its final expenditure report. Records of projects under litigation shall be
kept at least three years after the case has been settled.
CRS §§24-30-1401 through 24-30-1408, 23 CFR Part 172, and P.D. 400.1, provide additional
details for complying with the preceeding eight (8) steps.
Page 2 of 2
36. EXHIBIT I - FEDERAL-AID CONTRACT PROVISIONS
Fl1WA-1273-- Revised May 1.2012
REQUIRED CONTRACT PROVISIONS
FEDERAL-AID CONSTRUCTION CONTRACTS
I. General 3 A breach of any of the stipulations contained in these
II. Nondiscrimination Required Contract Provisions may be sufficient grounds for
III. Nonsegregated Facilities withholding of progress payments,withholding of final
IV. Davis-Bacon and Related Act Provisions payment,termination of the contract,suspension!debarment
V. Contract Work Hours and Safety Standards Act or any other action determined to be appropriate by the
Provisions contracting agency and FFIWA.
•
VI. Subletting or Assigning the Contract
VII. Safety Accident Prevention 4. Selection of Labor.During the performance of this contract.
VIII. False Statements Concerning I lighway Projects the contractor shall not use convict labor for any purpose
IX. Implementation of Clean Air Act and Federal Water within the limits of a construction project on a Federal-aid
Pollution Control Act highway unless it is labor performed by convicts who are on
X. Compliance with Govemmentwlde Suspension and parole,supervised release.orprobadon. The term Federal-aid
Debarment Requirements highway does not include roadways functionally classified as
Xl. Certification Regarding Use of Contract Funds for local roads or rural minor collectors.
Lobbying
ATTACIIMENTS ii- NONDISCRIMINATION
A.Employment and Materials Preference for Appalachian The provisions of this section related to 23 CFR Part 230 are
Development I lighway System or Appalachian Local Access applicable to all Federal-aid construction contracts and to all
Road Contracts(included in Appalachian contracts only) related construction subcontracts of S10.000 or more. The
provisions of 23 CFR Part 230 are not applicable to material
supply.engineering,or architectural service contracts.
I. GENERAL
In addition,the contractor and all subcontractors must comply
1. Form Fl IWA-1273 must be physically incorporated in each with the follmving policies:Executive Order 11246.41 CFR 60.
construction contract funded under Title 23(excluding 29 CFR 1629-1627.Title 23 USC Section 140,the
emergency contracts solely intended for debris removal). The Rehabilitation Act of 1973,as amended(29 USC 794).Title VI
contractor(or subcontractor)must insert this form in each of the Civil Rights Act of 1964.as amended,and related
subcontract and further require its inclusion In all lower tier regulations including 49 CFR Parts 21.26 and 27;and 23 CFR
subcontracts(excluding purchase orders,rental agreements Parts 200.230,and 633.
and other agreements for supplies or services).
The contractor and all subcontractors must comply with: the
The applicable requirements of Form FHWA-1273 are requirements of the Equal Opportunity Clause in 41 CFR 60-
incorporated by reference for work done under any purchase 1.4(b)and,for all construction contracts exceeding 510.000.
order.rental agreement or agreement for other services. The the Standard Federal Equal Employment Opportunity
prime contractor shall be responsible for compliance by any Construction Contract Specifications in 41 CFR 604.3.
subcontractor,lower-tier subcontractor or service provider.
Note:The U.S.Department of Labor has exclusive authority to
Form FHWA-1273 must be included in all Federal-aid design- determine compliance with Executive Order 11246 and the
build contrails•in all subcontracts and in tower tier policies of the Secretary of Labor including 41 CFR 60.and 29
subcontracts(excluding subcontracts for design services. CFR 1625.1627. The contracting agency and the FIIWA have
purchase orders,rental agreements and other agreements for the authority and ere responsibility to ensure compliance with
supplies or services). The design-builder shall be responsible 1-Me 23 USC Section 140.the Rehabilitation Act of 1973.as
for compliance by any subcontractor,lower-tier subcontractor amended(29 USC 794),and TILn vt of the Civil Rights Act of
or service provider. 1964.as amended.and related regulations Including 49 CFR
Parts 21.26 and 27:and 23 CFR Parts 200.230,and 633.
Contracting agencies may reference Form FHWA-1273 in bid
proposal or request for proposal documents,however,the The following provision is adopted from 23 CFR 230,Appendix
Form Fl tWA-1273 must be physically incorporated(not A.with appropriate revisions to conform to the U.S.
referenced)in all contracts,subcontracts and lower-tier Department of Labor(US DOL)and FHWA requirements.
subcontracts(excluding purchase orders.rental agreements
and other agreements for supplies or services related to a 1.Equal Employment Opportunity:Equal employment
construction contract). opportunity(EEO)requirements not to Nsniminale and to lake
affirmative action to assure equal opportunity'as set forth
2. Subject to the applicability criteria noted in the following under laws,executive orders,nines,regulations(28 CFR 35,
sections,these contract provisions shalt apply to all work 29 CFR 1630.29 CFR 1625-1627,41 CFR 60 and 49 CFR 27)
performed tin tie contract by the contractor's own organization and orders of the Secretary of Labor as modified by the
end with the assistance of workers under the contractors provisions prescribed herein,and imposed pursuant to 23
immediate superintendence and to all work performed on the U.S.C.140 shall constitute the EEO and specific affimhative
contract by piecework.station work.or by subcontract. action standards for the contractor's project activities under
•
Page 1 of 12
this contract.The provisions of the Americans with Disabilities 4.Recruitment:When advertising for employees,the
Act of 1900(42 U.S.C.12101 et seq.}set forth under 28 CFR contractor will include in all advertisements for employees the
35 and 29 CFR 1630 are incorporated by reference in this notation:"An Equal Opportunity Employer."All such
contract.friths execution of this contract,the contractor advertisements will be placed in publications having a large
agrees to comply with the following minimum specific circulation among minorities and women in the area from
requirement activities of EEO: which the project work force would normally be derived.
a.The contractor will work with the contracting agency and a. The contractor will.unless precluded by a valid
the Federal Government to ensure that it has made every bargaining agreement,conduct systematic and direct
good faith effort to provide equal opportunity with respect to all recruitment through public and private employee referral
of Its terms and conditions of employment and in their review sources likely to yield qualified minorities and women. To
of activities under the contract. meet this requirement.the contractor will identify sources of
potential minority group employees.and establish with Such
b.The contractor will accept as its operating policy the identified sources procedures whereby minority and women
following statement: applicants may be referred to the contractor for employment
consideration
"It Is the policy of this Company to assure that applicants
are employed,and that employees are treated during b. In the event the contractor has a valid bargaining
employment.without regard to their race,religion,sex color. agreement providing for eXduSive hiring hall referrals.the
national origin.age or disability. Such action shall include: contractor is expected to observe the provisions of that
employment,upgrading,demotion.or transfer:recruitment or agreement to the extent that the system meets the contractor's
recruitment advertising:layoff or termination:rates of pay or compliance with EEO contract provisions. Where
other forms of compensation:and selection for training. implementation of such an agreement has the effect of
including apprenticeship.pre-apprenticeship,andlor on-the- discriminating against minorities or women,or obligates the
job training." contractor to do the same,such implementation violates
Federal nondiscrimination provisions.
2, EEO Officer:The contractor will designate and make
known to the contracting officers an EEC Officer who will have c. The contractor will encourage its present employees to
the responsibility for and must be capable of effectively refer minorities and women as applicants for employment.
administering and promoting an active EEO program and who Information and procedures with regard to referring such
must be assigned adequate authority and responsibility to do applicants will be discussed with employees.
so.
5,Personnel Actions:Wages.working conditions,and
3. Dissemination of Policy:All members of the contractors employee benefits shall be established and administered,and
staff who are authorized to hire,supervise,promote.and personnel actions of every type,Including hiring,upgrading,
discharge employees,orWile recommend such action,or who promotion,transfer,demotion,layoff,and termination,shall be
are substantially involved In such action,will be made fully taken without regard to race,color,religion,sex,national
cognizant of.and will implement the contractor's EEO policy origin,age or disability. The following procedures shall be
and contractual response ilities to provide EEO in each grade followed:
and classification of employment. To ensure that the above
• agreement will be met the following actions will be taken as a a The contractor will conduct periodic irtspections of project
minimum: sites to insure that working conditions and employee facilities
do not Indicate discrtiiinatery treatment of project site
a. Periodic meetings of supervisory and personnel office personnel.
employees will be conducted before the start of work and then
not less often than once every six months.at which time the b. The contractor will periodically evaluate the spread of
contractor's EEO policy and its implementation veil be wages paid within each classification to detemmine any
reviewed and explained. The meetings will be conducted by evidence of ciscriminatory wage practices.
the EEO Officer.
c. The contractor will periodically review selected personnel
b. All new supervisory or personnel office employees will be actions in depth to determine whether there is evidence of
given a thorough indoctrination by the EEO Officer,covering discrimination. Where evidence is found,the contractor will
all major aspects of the contractor's EEO obligations within promptly take corrective action. If the review indicates that the
thirty days following their reporting for duty with the contractor. discrimination may extend beyond the actions reviewed.such
corrective action shall include all affected persons.
c. All personnel w$io are engaged in direct recruitment for
the project will be instructed by the EEO Officer in the d. The contractor will promptly investigate all complaints of
contractors procedures for locating and hiring minorities and alleged discrimination made to the contractor in connection
women. with its obligations under this contract,will attempt to resolve
such complaints,and will take appropriate cower:live action
d. Notices and posters setting forth rile contractor's EEO within a reasonable time. If the investigation indicates that the
policy will be placed in areas readily accessible to employees, discrimination may affect persons other than the complainant.
applicants for employment and potential employees. such corrective action shall include such other persons. Upon
completion of each investigation,the contractor will Inform
e. The contractors EEO policy and the procedures to every complainant of all of their avenues of appeal.
implement such policy will be brought to the attention of
employees by means of meetings.employee handbooks.or 6.Training and Promotion:
other appropriate means.
a. The contractor will assist in locating,qualifying,and
increasing the skits of minorities and women who ore
2
Page 2 of 12
applicants for employment or current employees. Such efforts with the requirements for and comply with tha Americans with
should be aimed at developing full journey level status Disabilities Act and all rules and regulations established there
employees in the type of trade or job classification involved under. Employers must provide reasonable accommodation in
all employment activities unless to do so would cause an
b. Consistent with the contractor's work fora requirements undue hardship.
and as permissible under Federal and State regulations,the
contractor shall make full use of training programs,i.e., 9.Selection of Subcontractors,Procurement of Materials
apprenticeship,and on-the-job training programs for the and Leasing of Equipment:The contractor shall not
geographical area of contract performance. In the event a discriminate on the grounds of race,color,religion,sex
special provision for training Is provided under this contract, national origin,age or disability In the selection and retention
this subparagraph will be superseded as indicated In the of subcontractors.including procurement of materials and
special provision. The contracting agency may reserve leases of equipment. The contractor shall take all necessary
training positions for persons who receive welfare assistance and reasonable steps to ensure nondiscrimination in the
in accordance with 23 U.S.C.140(a). administration of this contract
c. The contractor will advise employees and applicants for a The contractor shall notify all potential subcontractors and
employment of available training programs and entrance suppliers and lessors of their EEO obligations under this
requirements for each. contract.
d. The contractor wilt periodically review the training and b. The contractor will use good faith efforts to ensure
promotion potential of employees who are minorities and subcontractor compliance with their EEO obligations.
women and will encourage eligible employees to apply for
such training and promotion.
• 10.Assurance Required by 49 CFR 28.13(b):
7.Unions:If the contractor relies In whole or in part upon
unions as a source of employees.the contractor will use good a. The requirements of 49 CFR Part 28 and the State
faith efforts to obtain the cooperation of such unions to DOT's U.S,DOT-approved DBE program are incorporated by
increase opportunities for minorities and women. Actions by reference.
the contractor,either directly or through a contractor's •
association acting as agent,will include the procedures set b. The contractor or subcontractor shall not dscrimnate on
forth below: the basis of race,color,national origin.or sex in the
perfomnanre of this contract. The contractor shall carry out
a The contractor will use good faith efforts to develop,in applicable requirements of 49 CFR Part 26 in the award and
cooperation with the unions,joint training programs aimed administration of DOT-assisted contracts. Failure by the
toward qualifying more minorities and women for membership contractor to carry out these requirements is a material breach
in the unions and increasing the skills of minorities and women of this contract,which may result in the termination of this
so that they may qualify for higher paying employment. contract or such other remedy as the contracting agency
deems appropriate.
b. The contractor will use good faith efforts to incorporate an
EEO clause into each union agreement to the end that such 11.Records and Reports:The contractor shall keep such
union will be contractually bound 10 refer applicants without records as necessary to document compliance with the EEO
regard to theirrace,color,religion,sex,national origin,age or requirements. Such records shall be retained fore period of
disability. three years following the date of the final payment to the
contractor for all contract work and shall be available at
c. The contractor is to obtain infomnation as to the referral reasonable times and places for inspection by authorized
practices and policies of the labor union except that to the representatives of the contracting agency and the FNWA.
extent Such intonation is within the exclusive possession of
the labor union and such labor union refuses to furnish such a The records kept by the contractor shall document the
information to the contractor,the contractor shall so certify to following:
the contracting agency and shall set forth what efforts have
been made to obtain such information. (1)The number and work hours of minority and non-
minority group members and women employed in each work
d. In the event the union is unable to provide the contractor classification on the project
with a reasonable flow of referrals within the time limit set forth
in the collective bargaining agreement,the contractor mill. (2)The progress and efforts being made in cooperation
through independent recruitment efforts,fill the employment with unions,when applicable,to increase employment
vacancies without regard to race,color,religion,sex.national opportunities for minorities and women:and
origin,age or disability;making full efforts to obtain qualified
andlor qualifiable minonees and women. The failure of a union (3)The progress and efforts being made i1 locating:hinny,
to provide sufficient referrals(even though il is obligated to training,qualifying,and upgrading minorities and women:
provide exclusive referrals under the temns of a collective
bargaining agreement)does not relieve the contractor from the b. The contractors and subcontractors will submit an annual
requirements of this paragraph. In the event the union referral report to the contracting agency each July for the duration of
practice prevents the contractor from meeting the obligations the project.Indicating the number of minority,women,and
pursuant to Executive Order 11246.as amended.and these non-minority group employees currently engaged in each work
special provisions,such contractor shall immediately notify the classification required by the contract work. This Information is
contracting agency. to be reported on Form FI MA-1191 The staffing riata should
represent the project work force on board in all or any part of
8. Reasonable Accommodation for Applicants 1 the last payroll period preceding the end of July. If on-the-job
Employees with Disabilities: The contractor must be familiar training is being required by special provision,the contractor
3
Page 3 of 12
will be required to collect and report training data. The of paragraph 1.d.of this section;also.regular contributions
employment data should reflect the work forte on board during made or costs incurred for more than a weekly period(but not
all or any part of the last payroll period preceding the end of less often than quarterly)under plans,funds.or programs
July which cover the particular weekly period.are deemed to be
constructively made or Incurred during such weekly period.
Such laborers and mechanics shall be paid the appropriate
III.NONSEGREGATED FACILITIES wage rate and fringe benefits on the wage determination for
the Classification of work actually performed,without regard to
This provision is applicable to all Federal-aid constnlction skill.except as provided in 29 CFR 5.5(x}(4),Laborers or
contracts and to all related construction subcontracts of mechanics performing watt in morn than one classification
$10,000 or more. may be compensated at the rate specified for each
classification for the time actually worked therein:Provided.
The contractor must ensure that facilities provided for That the employer's payroll records accurately set forth the
employees are provided in such a manner that segregation on time spent in each classification in which work is performed.
the basis of race,color,religion.sex,or national origin cannot The wage determination(including any additional classification
result. The contractor may neither require such segregated and wage rates conformed under paragraph 1.b.of this
use by written or oral policies nor tolerate such use by section)and the Davis-Bacon poster(WH-1321)shall be
employee custom The contractor's obligation extends further posted at all times by the contractor and its subcontractors at
to ensure that its employees are not assigned to perform their the site of the work in a prominent and accessible place where
services at any location,under the contractor's control,where it can be easily seen by the workers.
the facilities are segregated. The term"facilities"includes
waiting rooms,work areas,restaurants and other eating areas,
time docks.restmoms,washrooms,locker moms,and other b(1)The contracting officer shall require that any class of
storage or dressing areas,parking lots,drinking fountains, laborers or mechanics,including helpers,which is not fisted in •
recreation or entertainment areas.transportation,and housing the wage determination and which is lobe employed under the
provided kw employees. The contractor shall provide separate contract shall be classified in conformance with the wage
or single-user restrooms and necessary dressing or sleeping detemenati has The contracting wage rate shall approve rtan
e
areas to assure privacy between sexes. additional classification and and fringe benefits
therefore only when the following criteria have been met:
IV. DAViS-BACON AND RELATED ACT PROVISIONS (i)The work to be performed by the classification
requested is not performed by a classification in the wage
This section is applicable foal Federal-aid construction determination and
projects exceeding$2,000 and to all related subcontracts and
lower-tier subcontracts(regardless of subcontract size). The (ii)The classification is utilized in the area by the
requirements apply to all projects located within the right-of- construction industry:and
way of a roadway that is functionally classified as Federal-aid
highway. This excludes roadways functionally classified as (Ni)The proposed wage rate.including any bona fide
local roads or rural minor collectors.which are exempt. fringe benefits.bears a reasonable relationship to the
Contracting agencies may elect to apply these requirements to wage rates contained in the wage determination.
other projects.
The following provisions are from the U.S.Department of (2)If the contractor the laborers and mechanics lobe
Labor regulations in 29 CFR 5,5-Contract provisions and employed In the classification(if known),or their
related matters'with minor revisions to conform to the FI IWA- representatives,and the contracting officer agree on the
1273 format and Ft IWA program requirements. classification and wage rate(including the amount
designated for fringe benefits where appropriate),a report of
the action taken shall be sent by the contracting officer to the
1. Minimum wages Administrator of the Wage and Hour Division,Employment
Standards Administration,U.S.Department of Labor.
a All laborers andmechank6 employed or working upon Washington,DC 20210.The Administrator,nr an authorized
the site of the work•will be paid unconditionally andnot less representative.will approve,modify,or disapprove every
often than once a week,and without subsequent deduction or additional classification action within 30 days of receipt and
rebate on any account(except such payroll deductions as are so advise the the 30-clay officer or will notify the contracting
pemlttted by regulations issued by the Secretary of Labor officer within 30-day period that additions time
under the Copeland Act(29 CFR part 3)),the full amount of necessary.
wages and bona tide fringe benefits(or cash equivalents
thereof)due at time of payment computed at rates not less (3)In the event the contractor,the laborers or mechanics
than those contained in the wage determination of the to be employed in the classification or their representatives.
Secretary of Labor which is attached hereto and made a part and the contracting officer do not agree on the proposed
hereof,regardless of any contractual relationship which may classification and wage rate(including the amount
be alleged to exist between the contractor and such laborers designated for fringe benefits,where appropriate),the
and mechanics. contracting officer shall refer the questions.including the
views of all interested parties and the recommendation of the
Contributions made or costs reasonably anticipated for Mina contracting officer,to the Wage and Hour Administrator for
fide fringe benefits under section 1(b)(2)of the Davis-Bacon determination.The Wage and Hour Administrator,or an
Act on behalf of laborers or mechanics are considered wages authorized representative,will issue a determination within
paid to such laborers or mechanics,subject to the provisions 30 days of receipt and so advise the contracting officer or
4
Page 4 of 12
will notify the contracting officer within the 30-day period that Bacon Act,the contractor shell maintain records which show
additional time is necessary. that the commitment to provide such benefits is enforceable,
that the plan or program is financially responsible.and that the
(4)The wage rate(including fringe benefits where plan or program has been communicated in writing to the
appropriate)determined pursuant to paragraphs t.b.(2)or laborers or mechanics affected.and records which show the
app1.b.ropriate)
this secrion,shall b paitl to all r workers .b.(2)orng costs anticipated or the actual cost incurred in providing such
work in the classification under this contract from the first benefits.Contractors employing apprentices or trainees under
clay on which work Is pe en In the a from th approved programs shall maintain written evidence of the
registration of apprenticeship programs and certification of
trainee programs,the registration of the apprentices and
c.Whenever the minimum wage rate prescribed in the trainees,and the ratios and wage rates prescribed in the
contract for a class of laborers or mechanics includes a fringe applicable programs.
benefit which Is not expressed as an hourly rate.the contractor
shall either pay the benefit as stated in the wage determination b(1)The contractor shall submit weekly for each week in
or shall pay another bona ride fringe benefit or an hourly cash
winch any contract work is performed a copy of all payrolls to
equivalent l#tereof the contracting agency. The payrolls submitted shall set nut
accurately and completely all of the information required to be
d.If the contractor does not make payments to a trustee or maintained under 29 CFR 5.5(aX3)(i),except that full social
other third person.the contractor may consider as part of the security numbers end home addresses shall not be included
wages of any laborer or mechanic the amount of any costs on weekly transmittals.instead the payrolls shall only need to
reasonably anticipated In providing bona fide fringe benefits Include an individually identifying number for each employee
under a plan or program.Provided.That the Secretary of e.g..the last four digits of the employee's social security
Labor has found,upon the written request of the contractor, number).The required weekly payroll information may be
that the applicable standards of the Davis-Bacon Act have submitted In any form desired.Optional Form W II-347 is •
been met.The Secretary of Labor may require the contractor . available for this purpose from the Wage and flour Division
to set aside In a separate account assets for the meeting of Web site at htlpliwww.dol govlesalwhd,fotmstwh34Trnstr.him
obligations under the plan or program or its successor site.The prime contractor is responsible for
the submission of copies of payrolls by all subcontractors.
2. WithholdingContractors and subcontractors shall maintain the full social
security number and current address of each covered worker.
and shall provide them upon request to the contracting agency
The contracting agency shell upon Its own action or upon for transmission to the State DOT.the FelWA or the Wage and
written request of en authorized representative of the I lour Division of the Department of Labor for purposes of an
Department of Labor,withhold or cause to be wtthhheld from investigation or audit of compliance with prevailing wage
the contractor under this contract,or any other Federal requirements.It is not a violation of this section for a prime
contract with the same prime contractor,or any other federally- contractor to require a subcontractor to provide addresses and
assisted contract subject to Davis-Bacon prevailing wage Social security numbers to the prime contractor for its own
requirements,which is held by the same prime contractor,so records,without weekly submission to the contracting agency..
much of the accrued payments or advances as may be
Considered necessary to pay laborers and mechanics, (2)Each payroll submitted shall be accompanied by a
including apprentices,trainees,and helpers,employed by the -Statement of Compliance,'signed by the contractor or
contractor or any subcontractor the full amount of wages subcontractor or his or her agent who pays or supervises the
required by the contract. In the event of failure to pay any
laborer or mechanic.including any apprentice,trainee,or payment of the persons employed under the contract and shall
certify the following: •
helper,employed or working on the site of the work,all or part
of the wages required by the contract,the contracting agency
may.after written notice to the contractor,take such action as (I)That the payroll for the payroll period contains the
may be necessary to cause the suspension of any further information required to be provided under§5.5(a)(3)(ii)of
payment,advance or guarantee of funds until such violations Regulations.29.CFR part 5,the appropriate information is
have ceased. being maintained under§5.5(ax3Xi)of Regulations.29
CFR part 5,and that such information is Correct and
3. Payrolls and basic records Complete;
(Ii)That each laborer or mechanic(including each
a. Payrolls and basic records relating thereto shall be
maintained by the contractor during the course of the work and harper,the apprayroll ear od trainee) n paid theed on the contract
preserved for a penod of three years thereafter for all laborers during payroll period has been paid full weekly
and mechanics working at the site or the wort.Such records end ragas earned.without rebate,either directly or indirectly,
shell contain the name.address,and social security number of indirectly that tito lid the eliii have been made either directly or
each such worker his or her correct classification,hourly rates permissible from do wages earned,other than
of wages paid(Including rates of contributions or costs deductions as set forth in Regulations,20 CFR
anticipated for bona fide fringe benefits or cash equivalents part 3'
thereof of the types described in section 1(b)(2)(B)of the
Davis-Bacon Act).daily and weekly number of hours worked, (ill)That each laborer or mechanic has been paid not
deductions made and actual wages paid.Whenever the less than the applicable wage rates and fringe benefits or
Secretary of Labor has found under 20 CFR 5.5(a)(1)(iv)that rash equivalents for the classification of work performed.
the wages of any laborer or mechanic include the amount of as specified in the applicable wage determination
any costs reasonably anticipated in providing benefits under a Incorporated into the contract.
plan or program described in section 1(b)(2)(B)of the Davis-
Page 5 of 12
(3)The weekly submission of a properly executed rate specified in the applicable vrage determination.
certification set forth on the reverse side of Optional Foram Apprentices shall be paid fringe benefits in accordance with
WI 1.347 shall satisfy the requirement for submission of the the provisions of the apprenticeship program.If the
'Statement of Compliance'required by paragraph 3.b.(2)of apprenticeship program does not specify fringe benefits,
this section. apprentices must be paid the full amount of fringe benefits
listed on the wage determination for the applicable
(4)The falsification of any of the above certifications may classification.If the Administrator determines that a different
subject the contractor or subcontractor'to civil or criminal prngese prevails be for the applicablethat
apprentice dcetermination.
prosecullon under section 1001 of Miele and section 231 of fringes shall paid in accordance with that detemtination.
title 31 of the United Stales Code.
In the event the Office of Apprenticeship Training,Employer
c.The contractor or subcontractor shall make the records and Labor Services,or a State Apprenticeship Agency
required under paragraph 3.e.of this section available for
recognized by the Office,withdraws approval of an
inspection,copying,or transcription by authorized
apprenticeship program,the contractor will no longer be
representatives of the cormtractingagency,the State DOT,the permitted to utilize apprentices at less than the applicable
Fl predetermined rate for the work performed until an acceptable
IWA, or the Department of Labor,and shall permit such
representatives to interview employees during working hours program is approved.
on the job.lithe contractor or subcontractor fails to submit the
required records orb make them available,the FHWA may, b.Trainees{programs of the USDOL).
after written notice to the contractor.the contracting agency or
the State DOT,take such action as may be necessary to Except as provided in 29 CFR 5.16.trainees will not be
cause the suspension of any further payment.advance.or
guarantee of funds.Furthermore.failure to submit the required Permitted to work at less than the predetermined rate for the
records upon request onto make such records available may work performed unless they are employed pursuant to and
individually registered in a program which has received prior
be grounds for debarment action pursuant to 29 CFR 5.12.
approval,evidenced by formal certification by the U.S.
Department of Labor.Employment and Training
4. Apprentices and trainees Administration.
a.Apprentices(programs of the USDOL). The ratio of trainees to journeymen on the job site shall not be
greater than permitted under the plan approved by the
Apprentices wit be permitted to work at less than the Employment and Training Administration.
predetermined rate for the work they performed when they are
employed pursuant to and individually registered in a bona tide Every trainee must be paid at not less than the rate specified
apprenticeship program registered with the U.S.Department of in the approved program for the trainee's level of progress.
Labor,Employment and Training Administration,Office of expressed as a percentage of the journeyman hourly rate
Apprenticeship Training.Employer and Labor Services,or with specified in the applicable wage determination.Trainees shall
a State Apprenticeship Agency recognized by the Office,or if a be paid fringe benefits in accordance with the provisions of the
person is employed in his or her first 90 days of probationary trainee program.If the trainee program does not mention
employment as an apprentice in such an apprenticeship fringe benefits,trainees shall be paid the full amount of fringe
program.who is not individually registered in the program,but benefits fisted on the wage determination unless the
who has been certified by the Office of Apprenticeship Administrator of the Wage and Hour Division determines that
Training.Employer and Labor Services or a State there Is an apprenticeship program associated with the
Apprenticeship Agency(where appropriate)to be eligible for corresponding journeyman wage rate on the wage
probationary employment as an apprentice, detemtination which provides for less than full fringe benefits
for apprentices.Any employee listed on the payroll at a trainee
The allowable ratio of apprentices to journeymen on the job rate who Is not registered and participating in a training plan
site In any craft classification shall not be greater than the ratio approved by the Employment and Training Administration shall
bepermitted to the contractor as to the entire work force wider de paid not less for the the applicable of work o rate on the wage
the registered program.Any worker listed on a payroll at an In addition.
n the aclassification
performing
ficat on thejoedibility performed.
apprentice wage rate.who is not registered or otherwise In addition.any trainee performing work on the job site In
excess of the ratio per
employed as stated above,shall be paid not less than the permitted under the registered program
applicable wage rate on the wage determination for the shall be paid not less than the applicable wage rate on the
classification of work actually performed.In addition,any wage determination for the work actually performed.
apprentice performing work on the job site in excess of the
ratio permitted under the registered program shall be paid not In the event the Employment and Training Administration
less than the appicable wage rate on the wage determination withdraws approval of a training program.the contractor will no
for the work actually performed.Where a contractor is longer be permitted to utilize trainees at less than the
performing construction on a project in a locality other than applicable predetermined rate for the work performed until en
that in Mich Is program is registered.the ratios and wage acceptable program is approved.
rates(expressed in percentages of the journeyman's hourly
rate)specified in the contractor's or subcontractor's registered C.Equal employment opportunity.The utilization pf
program shall be observed.
apprentices,trainees and journeymen under this part shall be
in conformity with the equal employment opportunity
Every apprentice must be paid at not less than the rate requirements of Executive Order 11246.as amended.and 29
specified in the regstered program for the apprentice's level of CFR part 30
progress.expressed as a percentage of the journeymen hourly
• Page 6 of 12
d, Apprentices and Trainees(programs of the U.S.DOT).
Apprentices and trainees working under apprenticeship and V. CONTRACT WORK HOURS AND SAFETY
skill training programs which have been certified by the STANDARDS ACT
Secretary of Transportation as promoting EEO in connection
with Federal-atd highway construction programs are not The following clauses apply to any Federal-aid construction
subject to the requirements of paragraph 4 of this Section IV contract In an amount in excess of S100,000 and subject to the
The straight lime hourly wage rates for apprentices and overtime provisions of the Contract Work I lours and Safety
trainees under such programs will be estabished by the Standards Act.These douses shall be inserted in attrition In
particular programs.The ratio of apprentices and trainees to the clauses required by 29 CFR 5.5(a)or 29 CFR 4.6. As
journeymen shall not be greater than permitted by the terms of used in this paragraph,the terms laborers and mechanics
the particular program. include watchmen and guards.
•
5.Compliance with Copeland Act requirements. The 1.Overtime requirements. No contractor or subcontractor
contractor shall comply with the requirements of 29 CFR part contracting for any part of the contract work which may require
3.which are incorporated by reference in this contract. or involve the employment of laborers or mechanics shall
require or permit any such laborer or mechanic in any
S.Subcontracts. The contractor or subcontractor shall insert workweek In which he or she is employed on such work to
Form Fi1WA-1273 in any subcontracts and also require the work in excess of forty hours in such workweek unless such
Subcontractors to Include Form FilWA-1273 in any lower tier laborer or mechanic receives compensation at a rata not lass
subcontracts.The prime contractor shall be responsible for the than one and one-half bites the basic rate of pay for all hours
complianceworked in excess of forty hours in such workweek,
p by any stiscontactor or lower tier subcontractor
with all the rnntract clauses in 20 CFR 5.5.
2.Violation;liability for unpaid wages;liquidated
7.Contract termination:debarment. A breach of the damages. in the event of any violation of the clause set forth
contract clauses in 29 CFR 5.5 may be grounds for termination in paragraph(1.)of this section,the contractor and any
subcontractor responsible therefor shall be table for the
of the contract,and for debarment as a contactor and a
subcontractor as provided in 29 CFR 5.12. unpaid wages.In addition,such contractor and subcontractor
shell be liable to the United States(in the case of work done
under contract for the District of Columbia or a territory.to such
8.Compliance with Davis-Bacon and Related Act District nr to such temtory),for liquidated damages.Such
requirements.All rulings and Interpretations of the Davis- liquidated damages shell be computed with respect to each
Bacon and Related Acts contained in 29 CFR parts 1.3,and S individual laborer or mechanic.including watchmen and
are herein incorporated by reference in this contract. guards,employed in violation of the clause set forth in
paragraph(1.)of this section,in the sum of S1O for each
9.Disputes concerning labor standards.Disputes arising calendar day on which such individual was required or
out of the labor standards provisions of this contract shall not permitted to work in excess of the standard workweek of forty
• be subject to the general disputes clause of this contract.Such clauses set f hours without forth in Pa an h rant of the overtime wages required by the
disputes shell be resolved in accordance with the procedures pragraph(1.)of this section.
of the Department of Labor set forth In 2g CFR parts 5,6,and
7.Disputes within the meaning of this clause include disputes 3.Withholding for unpaid wages and liquidated damages.
between the contractor(or any of its subcontractors)and the The FHWA or the contacting agency shall upon its own action
contracting agency,the U.S.Department of Labor,or the or upon written request of an authorized representative of the
employees or their representatives. Department of Labor withhold or cause to be withheld.from
any moneys payable on account of work performed by the
10.Certification of eligibility. contractor or subcontractor under any such contract or any
other Federal contract with the same prime contractor.or any
other federally-assisted contract subject lathe Contract Work
a.By entering into this contract,the contractor certifies that Hours and Safety Standards Act.which is held by the same
neither it(nor he or she)nor arty person or firm who has an prime contractor,such sums as may be determined to be
interest in the contractors firm is a person ortimi ineligible to necessary to satisfy any liabilities of such contractor nr
be awarded Government contracts by virtue of section 3(a)of subcontractor for unpaid wages and hquidated damages as
the Davis-Bacon Act or 29 CFR 5.12(aX1). provider)in the clause set forth in paragraph(2.)of this
section.
b.No part of this contract shall be subcontracted to any person
or firm ineligible for award of a Government contract by virtue 4.Subcontracts. The contractor or subcontractor shall insert
of section 3(a)of the Gauls-Barn Act or 29 CFR 5.12(a)(1). in any subcontracts the douses set forth in paragraph(1.)
through(4.)of this section and also a clause requiring the
C.The penalty for making false statements is subcontractors to include these clauses in any lower tier
prescribed in the subcontracts.The prime contractor shah be responsible for
U.S.Criminal Code.18 U.S.C.1001. compliance by any subcontractor or lower tier subcontractor
with the clauses set forth in paragraphs(1.)through(4.)of this
section.
•
Page 7 of 12
evidenced in writing and that it contains all pertinent provisions
VI.SUBLETTING OR ASSIGNING THE CONTRACT and requirements of the pnme contract
This provision is applicable to all Federal-aid construction 5.The 30%self-perfomlance requirement of paragraph(1)is
contracts on the National Highway System. not applicable to design-build contracts:however,contracting
agencies may establish their own self-performance
'I,The contractor shall perform with its own organization requirements.
contract work amounting to not less than 30 percent(or a
greater percentage if specified elsewhere In the contract)of
the total original contract price,excluding any specialty items VII.SAFETY:ACCIDENT PREVENTION
designated by the contracting agency. Specialty items may be
performed by subcontract and the amount of any such T his provision is applicable to all Federal-aid
specialty tents performed may be deducted from the total construction contracts and to all related subcontracts.
original contract price before computing the amount of work
required to be perforated by the contractor's own organization 1. In the performance of this contract the contractor shall
(23 CFR 635.116). comply with all applicable Federal.Slate,and local lays
governing safety,health.and sanitation(23 CFR 635).The
a. The term"perform work with Its own organization"refers contractor shall provide all safeguards,safety devices and
to workers employed or leased by the prime contractor,and protective equipment and take any other needed actions as it
equipment owned or rented by the prime contractor,with or determines,ores the contracting officer may determine,to be
without operators. Such teen does not include employees or reasonably necessary to protect the life and health of
equipment of a subcontractor or lower tier subcontractor, employees on the job and the safety of the public and to
agents of the prime contractor,or any other assignees. The protect property in connection with the performance of the
term may include payments for the costs of hiring leased work covered by the contract.
employees from an employee leasing firm meeting all relevant
Federal and State regulatory requirements. Leased 2. It is a condition of this contract,and shall be made a
employees may only be Included In this term if the prime condition of each subcontract.which the contractor enters into
contractor meets all of the following conditions: pursuant to this contract,that the contractor and any
subcontractor shall not permit any employee,in performance
(1)the prime contractor maintains control over the of the contract.to work in surroundings or under conditions
supervision of the day-to-day activities of the teased which are unsanitary,hazardous or dangerous to hisiher
employees: health or safety,as determined under construction safety and
(2)the prime contractor remains resperostsle for the quality health standards(29 CFR 1926)promulgated by the Secretary
of the work of the leased employees; of Labor,in accordance with Section 107 of the Contract Work
(3)the prime contractor retains alt power to accept or I lours and Safety Standards Act(40 U.S.C.3704).
exclude individual employees from work on the project:and
(4)the prime contractor remains ultimately responsible for 3.Pursuant to 29 CFR 1926.3.t Is a condition of this contract
the payment of predetermined minimum wages.the that the Secretary of Labor or authorized representative
submission of payrolls.statements of compliance and all thereof,shall have light of entry to any site of contract
other Federal regulatory requirements. performance to inspect or investigate the matter of compliance
with the construction safety and health standards and to carry
b."Specialty Items"shall be construed to be limited to work out the duties of the Secretary under Section 107 of the
that requires highly specialized knowledge,abilities,or Contract Work Hours and Safety Standards Act(40
equipment not ordinarily available in the type of contracting U.S.C.3704).
organizations qualified and expected to bid or propose on the
contract as a whole and In general are lobe limited to minor
components of the overall contract. VIII.FALSE STATEMENTS CONCERNING HIGHWAY
PROJECTS
2.The contract amount upon which the requirements set forth
in paragraph(1)of Section VI is computed includes the cost of T his provision is applicable to all Federal-aid
material end manufactured products which are to be construction contracts and to all related subcontracts.
purchased or produced by the contractor under the contract
provisions. In order to assure high quality and durable construction in
conformity with approved plans and specifications and a high
3.The contractor shall furnish(a)a competent superintendent degree of reliability on statements and representations made
or supervisor who is employed by the flan,has full authority to by engineers.contractors.suppliers.and workers on Federal-
direct performance of the work in accordance with the contract aid highway projects,it is essential that all persons concerned
requirements,and is in charge of all construction operations with the project perform their functions as carefully,thoroughly.
(regardless of who performs the work)and(b)such other of its and honestly as possible. Willful falsification,distortion,or
own organizational resources(supervision,management,and misrepresentation with respect to any facts related to the
engineering services)as the contracting officer determines is project is a violation of Federal law. To prevent any
necessary to assure the performance of the contract. misunderstanding regarding the seriousness of these and
similar acts.Form Ff IWA-1022 shall be posted on each
4.No portion of the contract shall be sublet.assigned or Federal-aid highway project(23 CFR 635)in one or more
otherwise disposers of except with the written consent of the places where it is readily available to all persons concerned
contracting officer,or authorized representative,and such with the project:
consent when given shall not be construed to relieve the
contractor of any responsibility for the fulfillment of the
contract. Wntten consent will be given only after the 16 U.S.C.1(120 reads as follows:
contracting agency has assured that each subcontract is
a
Page 8 of 12
"Whoever,being en officer,agent,or employee of the United covered transaction.The prospective first tier participant shall
States,or of any State or Territory.or whoever,whether a submit an explanation of why it cannot provide the certification
person,association,firm,or corporation.knowingly makes any set out below.The certification or explanation will be
false statement,false representation,or false report as to the considered in connection with the department or agency's
character,quality,quantity,or cost of the material used or to detem'nation whether to enter into this transaction.However.
be used,or the quantity or quality of the work performed or to failure of the prospective first tier participant to furnish a
be performed,or the cost thereof in connection with the certification or an explanation shall disqualify such a person
submission of plans,maps,specifications.contracts,or costs from participation in this transaction.
of construction on any highway or related project submitted for
approval to the Secretary of Transportation.or c.The certification In this clause Is a material representation
of fact upon which reliance was placed when the contracting
Whoever knowingly makes any false statement.false agency determined to enter into this transaction.Nit is later
representation,false report or false clam with respect to the determined that the prospective participant knowingly rendered
character,quality,quantity,or cost of any work performed or to an erroneous certification,in addition to other remedies
be performed.or materials furnished or to be furnished,in available to the Federal Government.the contracting agency
connection with the construction of any highway or related may terminate this transaction for cause of default.
project approved by the Secretary of TranSportallon:or
d.The prospective first tier participant shall provide
Whoever knowingly makes any false statement or false inirnediate written notice to the contracting agency to whom
representation as to material fact in any statement,certificate. this proposal is submitted if any time the prospective first tier
or report submitted pursuant to provisions of the Federal-aid participant learns that its certification was erroneous when
Roads Act approved July 1,1916,(39 Stat.355),as amended submitted or has become erroneous by mason of changed
and supplemented: circumstances.
Shall be fined underthla title or imprisoned not mare than 5 e.The tents"covered transaction,""debarred."
years or both," "suspended""ineligible,"'participant,""person.""principal,"
and"voluntarily excluded,"as used In this clause,are defined
in 2 CFR Parts 1110 and 1200. "First Tier Covered
IX.IMPLEMENTATION OF CLEAN AIR ACT AND FEDERAL Transactions"refers to any covered transaction between a
WATER POLLUTION CONTROL ACT grantee or subgrantee of Federal funds and a participant(such
as the prime or general contract). 'Lower Tier Covered
This provision is applicable to all Federal-aid construction Transaction;refers to any covered transaction under a First
contracts and to all related subcontracts. Tier Covered Transaction(such as subcontracts). 'Fast filer
Participant`refers to the participant who has entered into a
• By submission of this bid/proposal or the execution of this covered transaction with a grantee or subgrantee of Federal
contract,or subcontract,as appropriate,the bidder,proposer, funds(such as the prime or general contractor). 'Lower Tier
Federal aid construction contractor.or subcontractor,as Participant"refers any participant who has entered Into a
appropriate,will be deemed to have stipulated as follows: covered transaction with a First Tier Participant or other Lower
Tier Participants(such as subcontractor's and suppliers).
1.That any person who is or will be utilized in the
performance of this contract is not prohibited from receiving an f.The prospective first tier participant agrees by submitting
award due to a violation of Section 508 of the Clean Water Act this proposal that,should the proposed covered transaction be
or section 306 of the Clean Air Act. entered Into,It shall not knowingly enter Into any lower tier
2.That the contractor agrees to include or cause to be covered transaction with a person who is debarred.
Included the requirements of paragraph(1)of this Section X in suspended.declared ineligible,or voluntarily excluded from
every subcontract,and further agrees to take such action as participation in this covered transaction,unless authorized by
the contracting agency may direct as a means of enforcing the department or agency entering into this transaction.
such requirements.
g.The prospective first tier participant further agrees by
submitting this proposal that it will include the clause titled
X.CERTIFICATION REGARDING DEBARMENT, "Certification Regarding Debarment,Suspension,Ineligibility
SUSPENSION,INELIGIBILITY AND VOLUNTARY and Voluntary Exclusion-Lower Tier Covered Transactions."
EXCLUSION provided by the department or contracting agency,entering
into this covered transaction.without moc55cafinn,in at tower
This provision is applicable to all Federal-aid construction tier covered transactions and in all solicitations for lower tier
contracts.design-build contracts.subcontracts.lower-tier covered transactions exceeding the 525,000 threshold.
subcontracts.purchase orders,lease agreements,consultant
contracts or any other covered transaction requiring FFIWNA h.A participant in a covered transaction may rely upon a
approval or that is estimated to cost 525.000 or more— as certification of a prospective participant in a lower tier covered
defined in 2 CFR Parts 180 end 1200. transaction that is not debarred,suspended.Ineligible,or
voluntarily excluded from the covered transaction.unless it
knows that the certification is erroneous. A participant is
responsible for ensuring that its principals are not suspended.
1.Instructions for Certification—First Tier Participants: debarred.or otherwise Ineligible to participate in covered
transactions. To verify the eligibility of its principals.as wall as
a.By signing and submitting this proposal,the prospective the eligibility of any lower tier prospective participants,each
first tier participant is providing the certification set nut below. participant may.but is not required to,check the Excluded
Parties List System website(titinsii/vi,ww ants 0011/).which is
b,The inability of a person to provide the certification set out complied by the General Services Administration.
below v.ili not necessarily result in denial of participation In this
9
Page 9 of 12
i. Nothing contained in the foregoing shall be construed to this transaction originated may pursue available remedies.
require the estabfehment of a system of records in order to including suspension and/or debarment.
render in good faith the certification required by this clause..
The knowledge and information of the prospective participant c.The prospective lower tier participant shall provide
is not required to exceed that which is normally possessed by immediate written notice to the person to which this proposal is
a prudent person in the ordinary course of business dealings. submitted if at any time The prospective lower tier participant
learns that its certiecation was erroneous by reason of
j.Except for transactions authorized under paragraph(f)of changed Circumstances.
these instructions,it a participant in a covered transaction
knowingly enters into a lower tier covered transaction with a d.The terms"hovered transaction,""debarred.'
person who is suspended,debarred.ineligible,or voluntarily "suspended,""ineligible,"'participant,""person,""principal."
excluded front participation in this transaction,in addition to and"voluntarily excluded."as used In this clause,are defined
other remedies available to the Federal Government.the in 2 CFR Parts 180 and 1200. You may contact the person to
department or agency may terminate this transaction for cause which this proposal is submitted for assistance in obtaining a
or default, copy of those regulations. "First Tier Covered Transactions"
refers to any covered transaction between a grantee or
subgrantee of Federal funds and a parlldpan t(such as the
prime or general contract). "Lower Tier Covered Transactions-
2. Certification Regarding Debarment,Suspension, refers to any covered transaction under a First Tier Covered
Ineligibility and Voluntary Exclusion—First Tler Transaction(such as subcontracts). 'First Tier Participant'
Participants: refers to the participant who has entered Into a covered
transaction with a grantee or subgrantee of Federal funds
a The prospective first tier participant certifies to the best of (surer as the prime or general contractor). "Lower Tier
is knowledge and belief,that it and its principals: Participant refers any participant who has entered Into a
covered transaction with a First Tire Participant or other Lower
(1) Are not presently debarred.suspended,proposed for Tier Participants(such as subcontractors and suppliers).
debarment,declared ineligible.or voluntarily excluded from
participating in covered transactions by any Federal e.The prospective lower tier participant agrees by
department or agency; submitting this proposal that,should the proposed covered
transaction be entered into,it shalt not knowingly enter into
(2) I lave not within a three-year period preceding this any lower tier covered transaction with a person who is
proposal been convicted of or had a civil judgment rendered debarred,suspended.deda'ed ineligible.or voluntarily
against them for commission of fraud or a criminal offense In excluded from participation in this covered transaction.unless
connection with obtaining,attempting to obtain,or performing authorized by the department or agency with which this
a public(Federal.State or local)transaction or contract under transaction originated.
a public transaction:violation of Federal or State antitrust
statutes or cornrrission of embezzlement,theft,forgery. f.The prospective lower tier participant further agrees by
bribery,falsification or destruction of records,making false submitting this proposal that it will include this clause titled
statements,or receiving stolen property: `Certification Regarding Debarment.Suspension,ineligibility
and Voluntary FxcAlsron-Lower Tier Covered Transaction,"
(3) Are not presently indicted for or otherwise criminally or without modification,in all lower tier covered transactions and
civilly charged by a governmental entity(Federal.State or in ell solicitations for lower tier covered transactions exceeding
local)with commission of any of the offenses enumerated In the S25,000 threshold.
paragraph(0X2)of this certification:and
g.A participant in a covered transaction may rely upon a
(4) 1-lava not within a three-year period preceding this certification of a prospective participant In a lower tier covered
application/proposal had one or more public transactions transaction that is not debarred.suspended.ineligible.or
(Federal,State or local)terminated for cause or default. voluntarily excluded front the covered transaction,unless it
blows that the certification is erroneous.A participant is
b. Where the prospective participant is unable to certify to responsible Tor ensuring that its principals are not suspended.
any of the statements in this certification,such prospective debarred,or otherwise ineligible to participate in covered
participant shall attach art explanation to this proposal. transactions. To verify the eligibility of its principals,as wall as
the eliglbitity of any lower tier prospective participants,each
2.Instructions for Certification-Lower Tier Participants: participant may.but is not required to,check the Excluded
Parties List System website Qtfirrs•!iwwrr enls.anvl).which is
(Applicable to all subcontracts.purchase orders and other compiled by the General Services Administration,
lower tier transactions requiring prior Fl IWA approval or
estimated to asst S25.000 or more-2 CFR Pans 180 and h.Nothing contained in the foregoing shall be construed to
1200) require establishment of a system of records in order to render
in good faith the certification requied by this clause.The
a.By signing and submitting this proposal,the prospective knowledge and information of participant is not required to
tower tier is providing the certification sat out below. exceed that which is normally possessed by a prudent person
in the ordinary course of business dealings.
b.The certification in this clause is a material representation
of fact upon which reliance was placed when this transaction i.Except for transactions authorized under paragraph e of
was entered into.If It is later determined that the prospective these instructions.if a participant In a covered transaction
lower tier participant knowingly rendered an erroneous knowingly enters into a lower tier covered transaction with a
certification.in addition to other remedies available to the person who is suspended,debarred.ineligible.or voluntarily
Federal Government,the department,or agency with which excluded front participation in this transaction,in addition to
other remedies available to the Federal Government,the
10
Page 10 of 12
department or agency with which this transaction onginated
may pursue available remedies,including suspension and/or
debarment.
Certification Regarding Debarment,Suspension,
Ineligibility and Voluntary Exclusion—Lower Tier
Participants:
1.The prospective lower tier participant certifies,by
submission of this proposal,that neither it nor its principals Is
presently debarred.suspended.proposed for debarment.
declared ineligible,or voluntarily excluded from participating in
covered transactions by any Federal department or agency.
2.Where the prospective lower tier participant is unable to
certify to any of the statements in this certification,such
prospective participant shall attach an explanation to this
proposal.
XL CERTIFICATION REGARDING USE OF CONTRACT
FUNDS FOR LOBBYING
•This provision is applicable to all Federal-aid construction
contracts and to all related subcontracts which exceed
S100,000(40 CFR 20).
-1.The prospective participant certifies,by signing and
submitting this bid or proposal,to the best of his or her
knowledge and belief,that:
a.No Federal appmpriated funds have been paid or will be
paid,by or on behalf of the undersigned.to any person for
influencing or attempting to influence an officer or employee of
any Federal agency.a Member of Congress,an officer or
employee of Congress.or an employee of a Member of
Congress in connection with the awarding of any Federal
contract,the making of any Federal grant,the making of any
Federal loan,the entering into of any cooperative agreement.
• and the extension,continuation,renewal,amendment,or
modification of any Federal contract,grant.loan,or
cooperative agreement.
b.if any funds other than Federal appropriated funds have
been pad or will be paid to any person for influencing or
attempting to influence an officer or employee of any Federal •
agency,a Member of Congress.an officer or employee o1
Congress.or an employee of a Member of Congress in
connection with this Federal contract,pant,loan,or
cooperative agreement.the undersigned shalt complete and
submit Standard Fomt-LLL,"Disclosure Form to Report
Lobbying."in accordance with Its instructions.
2 This certification is a material representation of fact upon
• which reliance was placed when this transaction was made or
entered Into Submission of this certification is a prerequisite
for mating or entering into this transaction imposed by 31
U.S.C.1352. Any person who falls to file the required
certification shall be subject to a civil penalty of not less than
510.000 and not more than S100,000 for each such failure.
3.The prospective participant also agrees by submitting its
bid or proposal that the participant shall require that the
language of this certification be inducted in an lower tier
subcontracts,which exceed$100.000 and that all such
recipients shall certify and disclose accordingly.
11
Page 11 of 12
ATTACHMENT A-EMPLOYMENT AND MATERIALS • 6.The contractor shall include the provisions of Sections 1
PREFERENCE FOR APPALACHIAN DEVELOPMENT through 4 of this Attachment A in every subcontract for work
• HIGHWAY SYSTEM OR APPALACHIAN LOCAL ACCESS which is.or reasonably may be,done as on-site work.
ROAD CONTRACTS
This provision is applicable to all Federal-aid projects funded
under the Appalachian Regional Development Act of 1965.
1.During the performance of this contract,the contractor
•
•
undertaking to do work which Is.or reasonably may be,done
as on-site work.shall give preference to qualified persons who
regularly reside In the labor area as designated by the DOL
•
wherein the contract work is situated,or the subregion,or the
Appalachian counties of the State wherein the contract work is
situated.except.
a.To the extent that qualified persons regularly residing in
the area are not available.
b.For the reasonable needs of the contractor to employ
supervisory or specially experienced personnel necessary to
assure an efficient execution of the contract work.
c.For the obligation of the contractor to offer employment to
present or former employees as the result of a lawful collective
bargaining contract,provided that the number of nonresident
persons employed under this subparagraph(1c)shall not
exceed 20 percent of the total number of employees employed
by the contractor on the contract work,except as provided in
subparagraph(4)below.
2.The contractor shall place a job order with the State
Employment Service indicating(a)the classifications of the
laborers,mechanics and other employees required to perform
the contract work.(b)the number of employees required in
each classification,(r.)the date on which the participant
estimates such employees will be required,and(d)any other
pertinent information required by the State Employment
Service to complete the job order form The job order may be
placed with the State Employment Service in writing or by
telephone. If during the course of the contract work.the
information submitted by the contractor in the original fib order •
is substantialy modified.the participant shah promptly notify
the State Employment Service.
3.The contractor shall give full consideration to all qualified
job applicants referred to him by the State Employment
Service. The contractor is not required to grant employment to
any job applicants who,in his opinion,are not qualified to
perform the classification of work required,
4.If.within one week following the placing of a job order by
the contractor with the Stale Employment Service,the Slate
Employment Service is unable to refer any qualified job
applicants to the contractor,or less than the number .
requested,the State Employment Service will forward a
certificate to the contractor indicating the unavailability of
applicants. Such certificate shall be made a part of the
contractors permanent pro ect records. Upon receipt of this
certificate.the contractor may employ persons who do not
normally reside in the labor area to fill positions covered by the
certificate.rxttwithstandng the provisions of subparagraph(1 c)
above.
5. The provisions of 23 CFR 633.207(e)allow the
contracting agency to provide a contractual preference for the
use of mineral resource materials native to the Appalachian
region
•
12
•
Page 12 of 12
37. EXHIBIT J - FEDERAL REQUIREMENTS
Federal laws and regulations that may be applicable to the Work include:
A. Uniform Administrative Requirements for Agreements and Cooperative Agreements
to State and Local Governments (Common Rule)
The "Uniform Administrative Requirements for Agreements and Cooperative Agreements to
State and Local Governments (Common Rule), at 49 Code of Federal Regulations, Part 18,
except to the extent that other applicable federal requirements (including the provisions of 23
CFR Parts 172 or 633 or 635) are more specific than provisions of Part 18 and therefore
supersede such Part 18 provisions. The requirements of 49 CFR 18 include, without limitation:
the Local Agency/Subcontractor shall follow applicable procurement procedures, as required by
section 18.36(d); the Local Agency/Subcontractor shall request and obtain prior CDOT approval
of changes to any subcontracts in the manner, and to the extent required by, applicable
provisions of section 18.30; the Local Agency/Subcontractor shall comply with section 18.37
concerning any subcontracts; to expedite any CDOT approval, the Local
Agency/Subcontractor's attorney, or other authorized representative, shall also submit a letter to
CDOT certifying Local Agency/Subcontractor compliance with section 18.30 change order
procedures, and with 18.36(d) procurement procedures,and with 18.37 subcontract procedures,
as applicable;
the Local Agency/Subcontractor shall incorporate the specific contract provisions described in
18.360) (which are also deemed incorporated herein) into any subcontract(s) for such services
as terms and conditions of those subcontracts.
B. Executive Order 11246
Executive Order 11246 of September 24, 1965 entitled "Equal Employment Opportunity," as
amended by Executive Order 11375 of October 13, 1967 and as supplemented in Department
of Labor regulations (41 CFR Chapter 60) (All construction contracts awarded in excess of
$10,000 by the Local Agencys and their subcontractors or the Local Agencys).
C. Copeland "Anti-Kickback"Act
The Copeland "Anti-Kickback"Act (18 U.S.C. 874) as supplemented in Department of Labor
regulations (29 CFR Part 3) (All contracts and subcontracts for construction or repair).
D. Davis-Bacon Act
The Davis-Bacon Act (40 U.S.C. 276a to a-7) as supplemented by Department of Labor
regulations (29 CFR Part 5) (Construction contracts in excess of$2,000 awarded by the Local
Agency when required by Federal agreement program legislation. This act requires that all
laborers and mechanics employed by contractors or subcontractors to work on construction
projects financed by federal assistance must be paid wages not less than those established for
the locality of the project by the Secretary of Labor).
E. Contract Work Hours and Safety Standards Act
Sections 103 and 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 327-
330) as supplemented by Department of Labor regulations (29 CFR Part 5). (Construction
contracts awarded by the Local Agency in excess of$2,000, and in excess of$2,500 for other
contracts which involve the employment of mechanics or laborers).
F. Clear Air Act
Standards, orders, or requirements issued under section 306 of the Clear Air Act(42 U.S.C.
1857(h), section 508 of the Clean Water Act(33 U.S.C. 1368). Executive Order 11738, and
Environmental Protection Agency regulations (40 CFR Part 15) (contracts and subcontracts, of
amounts in excess of$100,000).
G. Energy Policy and Conservation Act
Mandatory standards and policies relating to energy efficiency which are contained in the state
energy conservation plan issued in compliance with the Energy Policy and Conservation Act
(Pub. L. 94-163).
Page 1 of 3
H. OMB Circulars
Office of Management and Budget Circulars A-87, A-21 or A-122, and A-102 or A-110,
whichever is applicable.
I. Hatch Act
The Hatch Act (5 USC 1501-1508) and Public Law 95-454 Section 4728. These statutes state
that federal funds cannot be used for partisan political purposes of any kind by any person or
organization involved in the administration of federally-assisted programs.
J. Nondiscrimination
42 USC 6101 et seq. 42 USC 2000d, 29 USC 794, and implementing regulation, 45 CFR Part
80 et. seq. These acts require that no person shall, on the grounds of race, color, national
origin, age, or handicap, be excluded from participation in or be subjected to discrimination in
any program or activity funded, in whole or part, by federal funds.
K. ADA
The Americans with Disabilities Act(Public Law 101-336; 42 USC 12101, 12102, 12111-12117,
12131-12134, 12141-12150, 12161-12165, 12181-12189, 12201-12213 47 USC 225 and 47
USC 611.
L. Uniform Relocation Assistance and Real Property Acquisition Policies Act
The Uniform Relocation Assistance and Real Property Acquisition Policies Act, as amended
(Public Law 91-646, as amended and Public Law 100-17, 101 Stat. 246-256). (If the Local
Agencycontractor is acquiring real property and displacing households or businesses in the
performance of the Agreement).
M. Drug-Free Workplace Act
The Drug-Free Workplace Act(Public Law 100-690 Title V, subtitle D, 41 USC 701 et sea.).
N. Age Discrimination Act of 1975
The Age Discrimination Act of 1975, 42 U.S.C. Sections 6101 et. seq. and its implementing
regulation, 45 C.F.R. Part 91; Section 504 of the Rehabilitation Act of 1973, 29 U.S.C. 794, as
amended, and implementing regulation 45 C.F.R. Part 84.
O. 23 C.F.R. Part 172
23 C.F.R. Part 172, concerning "Administration of Engineering and Design Related Contracts".
P. 23 C.F.R Part 633
23 C.F.R Part 633, concerning "Required Contract Provisions for Federal-Aid Construction
Contracts".
Q. 23 C.F.R. Part 635
23 C.F.R. Part 635, concerning "Construction and Maintenance Provisions".
R. FHWA Emergency Relief Manual
The FHWA's "Emergency Relief Manual (Federal-Aid Highways)"from the Office of
Infrastrucutre, Office of Program Administration, as amended.
S. Title VI of the Civil Rights Act of 1964 and 162(a) of the Federal Aid Highway Act of
1973
Title VI of the Civil Rights Act of 1964 and 162(a) of the Federal Aid Highway Act of 1973. The
requirements for which are shown in the Nondiscrimination Provisions, which are attached
hereto and made a part hereof.
T. Nondiscrimination Provisions:
In compliance with Title VI of the Civil Rights Act of 1964 and with Section 162(a) of the Federal
Aid Highway Act of 1973, the Local Agency, for itself, its assignees and successors in interest,
agree as follows:
i. Compliance with Regulations
The Local Agency will comply with the Regulations of the Department of Transportation
relative to nondiscrimination in Federally assisted programs of the Department of
Transportation (Title 49, Code of Federal Regulations, Part 21, hereinafter referred to as the
Page 2 of 3
"Regulations"), which are herein incorporated by reference and made a part of this
Agreement.
ii. Nondiscrimination
The Local Agency, with regard to the work performed by it after award and prior to
completion of the contract work, will not discriminate on the ground of race, color, sex,
mental or physical handicap or national origin in the selection and retention of
subcontractors, including procurement of materials and leases of equipment. The Local
Agency will not participate either directly or indirectly in the discrimination prohibited by
Section 21.5 of the Regulations, including employment practices when the contract covers a
program set forth in Appendix C of the Regulations.
iii. Solicitations for Subcontracts, Including Procurement of Materials and Equipment
In all solicitations either by competitive bidding or negotiation made by the Local Agency for
work to be performed under a subcontract, including procurement of materials or equipment,
each potential subcontractor or supplier shall be notified by the Local Agency of the Local
Agency's obligations under this Agreement and the Regulations relative to nondiscrimination
on the ground of race, color, sex, mental or physical handicap or national origin.
iv. Information and Reports
The Local Agency will provide all information and reports required by the Regulations, or
orders and instructions issued pursuant thereto and will permit access to its books, records,
accounts, other sources of information and its facilities as may be determined by the State or
the FHWA to be pertinent to ascertain compliance with such Regulations, orders and
instructions. Where any information required of the Local Agency is in the exclusive
possession of another who fails or refuses to furnish this information, the Local Agency shall
so certify to the State, or the FHWA as appropriate and shall set forth what efforts have been
made to obtain the information.
v. Sanctions for Noncompliance
In the event of the Local Agency's noncompliance with the nondiscrimination provisions of
this Agreement, the State shall impose such contract sanctions as it or the FHWA may
determine to be appropriate, including, but not limited to: a. Withholding of payments to the
Local Agency under the Agreement until the Local Agency complies, and/or b. Cancellation,
termination or suspension of the Agreement, in whole or in part.
U. Incorporation of Provisions §22
The Local Agency will include the provisions of paragraphs A through F in every subcontract,
including procurement of materials and leases of equipment, unless exempt by the Regulations,
orders, or instructions issued pursuant thereto. The Local Agency will take such action with
respect to any subcontract or procurement as the State or the FHWA may direct as a means of
enforcing such provisions including sanctions for noncompliance; provided, however, that, in the
event the Local Agency becomes involved in, or is threatened with, litigation with a
subcontractor or supplier as a result of such direction, the Local Agency may request the State
to enter into such litigation to protect the interest of the State and in addition, the Local Agency
may request the FHWA to enter into such litigation to protect the interests of the United States.
Page 3 of 3
38. EXHIBIT K-SUPPLEMENTAL FEDERAL PROVISIONS
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
Revised as of 3-20-13
The contract,grant,or purchase order to which these 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 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 011986,as
amended(15 U.S.C.3710);
1.1.4. Loans;
1.1.5. Loan Guarantees;
1.1.8. 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 lithe 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://fedeov.clnb.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
1.5.5. A Federal agency,but only a Subrecipient under an Award or Subaward to a non-Federal
entity
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Page 1 of 4
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.
1.5. "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 ail 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.00v.
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;
1.16.6. 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 Si 0,000.
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.
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
Page 2 of 4
Page 2 of 4
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 Subawards 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), 780(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 htto://www.colorado.00v/doa/dfo/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 S25,000 but subsequent
Award modifications result in a total Award of S25,000 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 S25,000,the Award shall continue
to be subject to the reporting requirements.
7. Subrecipient Reporting Requirements.If Contractor is a Subrecipient,Contractor shall report as set forth
below.
7.1 ToSAM. A Subrecipient 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 Subrecipient DUNS Number;
7.1.2 Subrecipient DUNS Number+4 if more than one electronic funds transfer(EFT)account;
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7.1.3 Subrecipient Parent DUNS Number;
7.1.4 Subrecipient's address, including:Street Address,City,State,Country,Zip+4,and
Congressional District
9 ,
7.1.6 Subrecipient's top 5 most highly compensated Executives if the criteria in§4 above are
met;and
7.1.6 Subrecipient'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 Subrecipient'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 5300,000 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.
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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39. EXHIBIT L-SAMPLE DETAILED DAMAGE INSPECTION REPORT (FORM FHWA 1547)
Sheet 1 of 1
U.S.Department.... - __._..... . .__.... . . -1 Report Number. . .. ...
_. .
of Transportation DETAILED DAMAGE INSPECTION REPORT
Federal HighwayI Inspection Date
Aemrnlstranon (Title 23,Federal-aid Highways)
Location(Name of Road and Milepost) FHWA Disaster Number
i
Route at Mile Post to i Federal-aid Route Number
Description of Damage Slate County
❑Emergency Repair O Permanent Repair O Debris Removal CO
-------ONLY ONE ITEM MAY BE CHECKED —-- Work Order Number
Cost Estimate
Description of Work to Data Unit Unit Price CAIentMy Cost
(Equipment,Labor.and Materials) Completed I Remaining
Subtotal
PE/CE I l
Right-of-Way
Repair Total I
Method
❑local Forces❑State Forces['Contract Estimated Total
Environmental Assessment Recommendation
❑Categorical Exclusion Cl EA/EIS
Recommendation FHWA Engineer Print Name FHWA Engineer Signature Dete
❑Eligible O Ineligible
Concurrence State Engineer Print Name State Engineer Signature Date
❑Yes ❑No
Concurrence Local Agency Print Name Local Agency Signature Date
❑Yes ❑No
FHWA USE ONLY Form FHWA-1547
FEMA Digible
❑Yes O No
Page 1 of 1
40. EXHIBIT M - FORM OF AN OPTION LETTER
OPTION LETTER
Date: I State Fiscal Year: I Option Letter# I Routing #
1) OPTIONS: Choose all applicable options listed in §1 and in §2 and delete the rest.
a.Option to renew only (for an additional term)
b.Change in the amount of the maximum not to exceed amount
2) Option to initiate next phase of a contract
REQUIRED PROVISIONS. All Option Letters shall contain the appropriate provisions set forth
below:
a.For use with Option 1(a): In accordance with Section 5.B of the Master Agreement routing
number between the State of Colorado, Department of Transportation, and Local
Agency's Name, the State hereby exercises its option for an additional term beginning Insert
start date and ending on Insert ending date at the same rates and same terms specified in the
Master Agreement, as amended. Unless specified in this Option Letter, there shall be no
change to the current agreement value as a result of this extension to the term.
b.For use with Option 1(b): In accordance with Section 8.A(i) of the Master Agreement routing
number between the State of Colorado, Department of Transportation, and Local
Agency's Name, the State hereby exercises its option to increase/decrease the not to exceed
amount payable in the Master Agreement, as amended, by$ for a new not to
exceed value of$ as consideration for Services/Goods ordered under the Master
Agreement, as amended. The first sentence of Section 8.A is hereby modified accordingly. The
total agreement value including all previous amendments, option letters is $
Delivery/performance of the Work shall continue at the same rates and under the same terms
as established in the Master Agreement, as amended.
3) Effective Date. The effective date of this Option Letter is upon approval of the State Controller or
Date, whichever is later.
STATE OF COLORADO
John W. Hickenlooper GOVERNOR
Department of Transportation
(For) Donald E. Hunt, Executive Director
Date:
ALL CONTRACTS REQUIRE APPROVAL BY THE STATE CONTROLLER
CRS§24.30-202 requires the State Controller to approve all State contracts.This Option Letter is not valid
until signed and dated below by the State Controller or delegate. Except as provided in§8.F of the Master
Agreement,Local Agency is not authorized to begin performance until such time.Except as provided in
§8.F of the Master Agreement,if Local Agency begins performing prior thereto,the State of Colorado is not
obligated to pay Local Agency for such performance or for any goods and/or services provided hereunder.
STATE CONTROLLER
Robert Jaros, CPA, MBA, JD
By:
Department of Transportation
Date:
Page 1 of 1
41. EXHIBIT N-ASSURANCE OF NON-DISCRIMINATION BY LOCAL AGENCY
The Local Agency HEREBY AGREES THAT as a condition to receiving any Federal financial
assistance from the Department of Transportation it will comply with Title VI of the Civil Rights Act of
1964, 78 Stat. 252, 42 U.S.C. 2000d-42 U.S.C. 2000d-4 (hereinafter referred to as the "Act"), and all
requirements imposed by or pursuant to Title 49, Code of Federal Regulations, Department of
Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally-Assisted
Programs of the Department of Transportation-Effectuation of Title VI of the Civil Rights Act of 1964
(hereinafter referred to as the "Regulations") and other pertinent directives, to the end that in
accordance with the Act, Regulations, and other pertinent 'directives, no person in the United States
shall, on the grounds of race color, or national origin, be excluded from participation in, be denied the
benefits of, or be otherwise subjected to discrimination under any program or activity for which the
Local Agency receives Federal financial assistance from the Department of
Transportation, including the Federal Highway Administration, and HEREBY GIVES ASSURANCE
THAT it will promptly take any measures necessary to effectuate this agreement. This assurance is
required by subsection 21.7(2)O) of the Regulations, a copy of which is attached.
More specifically, and without limiting the above general assurance, the Local Agency hereby gives
the following specific assurances with respect to its (Name of Appropriate Program):
1. That the Local Agency agrees that each "program" and each "facility as defined in subsections
21.23(e) and 21.23(b) of the Regulations, will be (with regard to a "program") conducted, or will be
(with regard to a "facility") operated in compliance with all requirements imposed by, or pursuant
to, the Regulations.
2. That the Local Agency shall insert the following notification in all solicitations for bids for work
or material subject to the Regulations and made in connection with all (Name of Appropriate
Program) and, in adapted form in all proposals for negotiated agreements:
The Local Agency, in accordance with Title VI of the Civil Rights Act of 1964, 78 Stat. 252, 42 U.S.C
2000d to 2000d-4 and Title 49, Code of Federal Regulations, Department of Transportation, Subtitle
A, Office the Secretary, Part 21, Nondiscrimination in Federally-assisted programs of the Department
of Transportation issued pursuant to such Act, hereby notifies all bidders that it will affirmatively insure
that in any contact entered into pursuant to this advertisement, minority business enterprises will be
afforded full opportunity to submit bids in response to this invitation and will not be discriminated
against on the grounds of race, color or national origin in consideration for an award.
3. That the Local Agency shall insert the clauses of Appendix A of this assurance in every
contract subject to the Act and the Regulations.
4. That the Local Agency shall insert the clauses of Appendix B of this assurance, as a
covenant running with the land, in any deed from the United States effecting a transfer of real
property, structures, or improvements thereron, or interest therein.
5. That where the Local Agency receives Federal financial assistance to construct a facility, or
part of a facility, the assurance shall extend to the entire facility and facilities operated in
connection therewith.
6. That where the Local Agency receives Federal financial assistance in the form, or for the
acquisition of real property or an interest in real property, the assurance shall extend to rights to
space on, over or under such property.
Page 1 of 6
7. That the Local Agency shall include the appropriate clauses set forth in Appendix C of this
assurance, as a covenant running with the land, in any future deeds, leases, permits, licenses,
and similar agreements entered into by the Local Agency with other parties: (a) for the subsequent
transfer of real property acquired or improved under(Name of Appropriate Program); and (b)for
the construction or use of or access to space on, over or under real property acquired, or
improved under(Name of Appropriate Program).
8. That this assurance obligates the Local Agency for the period during which Federal financial
assistance is extended to the program, except where the Federal financial assistance is to
provide, or is in the form of, personal property, or real property or interest therein or structures or
improvements thereon, in which case the assurance obligates the Local Agency or any transferee
for the longer of the following periods: (a) the period during which the property is used for a
purpose for which the Federal financial assistance is extended, or for another purpose involving
the provision of similar services or benefits; or(b) the period during which the Local Agency
retains ownership or possession of the property.
9. The Local Agency shall provide for such methods of administration for the program as are
found by the Secretary of Transportation or the official to whom he delegates specific authority to
give reasonable guarantee that it, other recipients, sub-grantees, contractors, subcontractors,
transferees, successors in interest, and other participants of Federal financial assistance under
such program will comply with all requirements imposed or pursuant to the Act, the Regulations
and this assurance.
10. The Local Agency agrees that the United States has a right to seek judicial enforcement with
regard to any matter arising under the Act, the Regulations, and this assurance.
THIS ASSURANCE is given in consideration of and for the purpose of obtaining any and all Federal
grants, loans, contracts, property, discounts or other Federal financial assistance extended after the
date hereof to the Local Agency under the (Name of Appropriate Program) and is binding on it, other
recipients, sub-grantees, contractors, subcontractors, transferees, successors in interest and other
participants in the (Name of Appropriate Program). The person or persons whose signatures appear
below are authorized to sign this assurance on behalf of the Local Agency.
Dated
(Local Agency)
by
(Signature of Authorized Official)
Page 2 of 6
APPENDIX A to Exhibit N
During the performance of this contract, the contractor, for itself, its assignees and successors in
interest
(hereinafter referred to as the "contractor") agrees as follows:
(1) Compliance with Regulations: The contractor shall comply with the Regulation relative to
nondiscrimination in federally-assisted programs of the Department of Transportation (hereinafter,
"DOT") Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time,
(hereinafter referred to as the "Regulations"), which are herein incorporated by reference and made a
part of this contract.
(2) Nondiscrimination: The contractor, with regard to the work performed by it during the contract,
shall not discriminate on the grounds of race, color, or national origin in the selection and retention of
subcontractors, including procurements of materials and leases of equipment. The contractor shall not
participate either directly or indirectly in the discrimination prohibited by section 21.5 of the
Regulations, including employment practices when the contract covers a program set forth in
Appendix B of the Regulations.
(3) Solicitations for Subcontractors, Including Procurements of Materials and Equipment: In all
solicitations either by competitive bidding or negotiation made by the contractor for work to be
performed under a subcontract, including procurements of materials or leases of equipment, each
potential subcontractor or supplier shall be notified by the contractor of the contractor's obligations
under this contract and the Regulations relative to nondiscrimination on the grounds of race, color, or
national origin.
(4) Information and Reports: The contractor shall provide all information and reports required by the
Regulations or directives issued pursuant thereto, and shall permit access to its books, records,
accounts, other sources of information, and its facilities as may be determined by the (Name of Local
Agency) or FHWA to be pertinent to ascertain compliance with such Regulations, orders and
instructions. Where any information required of a contractor is in the exclusive possession of another
who fails or refuses to furnish this information the contractor shall so certify to the (Name of Local
Agency) or FHWA as appropriate, and shall set forth what efforts it has made to obtain the
information.
(5) Sanctions for Noncompliance: In the event of the contractor's noncompliance with the
nondiscrimination provisions of this contract, the (Name of Local Agency) shall impose such contract
sanctions as it or FHWA may determine to be appropriate, including, but not limited to:
(a.)withholding of payments to the contractor under the contract until the contractor complies, and/or
(b.) cancellation, termination or suspension of the contract, in whole or in part.
(6) Incorporation of Provisions: The contractor shall include the provisions of paragraphs (1) through
(6) in every subcontract, including procurements of materials and leases of equipment, unless exempt
by the Regulations, or directives issued pursuant thereto.
The contractor shall take such action with respect to any subcontract. or procurement as the (Name of
Local Agency) or FHWA may direct as a means of enforcing such provisions including sanctions for
non-compliance: Provided, however, that, in the event a contractor becomes involved in, or is
threatened with, litigation with a subcontractor or supplier as a result of such direction, the contractor
may request the (Name of Local Agency) to enter into such litigation to protect the interests of the
Page 3 of 6
(Name of Local Agency), and, in addition, the contractor may request the United States to enter into
such litigation to protect the interests of the United States.
II
•
Page 4 of 6
APPENDIX B to Exhibit N
A. The following clauses shall he included in any and all deeds effecting or recording the transfer of
real property, structures or improvements thereon, or interest therein from the United States.
(GRANTING CLAUSE)
NOW, THEREFORE, the Department of Transportation, as authorized by law, and upon the condition
that the
(Name of Local Agency)will accept title to the lands and maintain the project constructed thereon, in
accordance
with FHWA, the Regulations for the Administration of(Name of Appropriate Program) and the policies
and procedures prescribed by FHWA of the Department of Transportation and, also in accordance
with and in compliance with all requirements imposed by or pursuant to Title 49, Code of Federal
Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21,
Nondiscrimination in Federally-assisted programs of the Department of Transportation (hereinafter
referred to as the Regulations) pertaining to and effectuating the provisions of Title VI of the Civil
Rights Act of 1964 (78 Stat. 252; 42 U.S.C. .2000d to 2000d-4), does hereby remise, release,
quitclaim and convey unto the (Name of Local Agency) all the right, title and interest of the
Department of Transportation in and to said lands described in Exhibit "A" attached hereto and made
a part hereof.
(HABENDUM CLAUSE)
TO HAVE AND TO HOLD said lands and interests therein unto (Name of Local Agency) and its
successors forever, subject, however, to the covenants, conditions, restrictions and reservations
herein contained as follows, which will remain in effect for the period during which the real property or
structures are used for a purpose for which
Federal financial assistance is extended or for another purpose involving the provision of similar
services or benefits and shall be binding on the (Name of Local Agency), its successors and assigns.
The (Name of Local Agency), conveyance of said lands and interests in lands,
9 Y). in consideration or the
does hereby covenant and agree as a covenant running with the land for itself, its successors and
assigns, that (1) no person shall on the grounds of race, color, or national origin, he excluded from
participation in, be denied the benefits of, or be otherwise subjected to discrimination with regard to
any facility located wholly or in part on over or under such lands hereby conveyed [and)* (2) that the
(Name of Local Agency) shall use the lands and interests in lands and interests in lands so conveyed,
in compliance with all requirements imposed by or pursuant to Title 49, Code of Federal Regulations,
Department of Transportation, Subtitle A, Office of-the Secretary, Part 21, Nondiscrimination in
federally-assisted programs of the Department of Transportation-Effectuation of Title VI of the Civil
Rights Act of 1964, and as said Regulations may he amended and (3) that in the event of breach of
any of the above-mentioned nondiscrimination conditions, the Department shall have a right to re-
enter said lands and facilities on said land, and the above described land and facilities shall thereon
revert to and vest in and become the absolute property of the Department of Transportation and its
assigns as such interest existed prior to this instruction.
Page 5 of 6
APPENDIX C to Exhibit N
The following clauses shall be included in all deeds, licenses, leases, permits, or similar instruments
entered into by the (Name of Local Agency) pursuant to the provisions of Assurance 6(a).
The (grantee, licensee, lessee, permitee, etc., as appropriate) for himself, his heirs, personal
representatives, successors in interest, and assigns, as a part of the consideration hereof, does
hereby covenant and agree [in the case of deeds and leases add "as a covenant running with the
land"] that in the event facilities are constructed, maintained, or otherwise operated on the said
property described in this (deed, license, lease, permit, etc.) for a purpose for which a Department of
Transportation program or activity is extended or for another purpose involving the provision of similar
services or benefits, the (grantee, licensee, lessee, permitee, etc.) shall maintain and operate such
facilities and services in compliance with all other requirements imposed pursuant to Title 49, Code of
Federal Regulations, Department of Transportation, Subtitle A, office of the Secretary, Part 21,
Nondiscrimination in Federally-assisted programs of the Department of Transportation Effectuation of
Title VI of the Civil Rights Act of 1964, and as said Regulations may be amended.
[Include in licenses, leases, permits, etc.]
That in the event of breach of any of the above nondiscrimination covenants, (Name of Local Agency)
shall have the right to terminate the [license, lease, permit, etc.] and to re-enter and repossess said
land and the facilities thereon, and hold the same as if said [licenses, lease, permit, etc.] had never
been made or issued.
[Include in deed.]
That in the event of breach of any of the above nondiscrimination covenants, (Name of Local Agency)
shall have the right to re-enter said lands and facilities thereon, and the above described lands and
facilities shall thereupon revert to and vest in and become the absolute property of(Name of Local
Agency) and its assigns.
Page 6 of 6
42. EXHIBIT O — FORM OF LOCAL AGENCY OFFER
Local Agency Offer
Project Number
In accordance with Section 7 of the Master Agreement, yr/region/CMS# ("Master Agreement)
between the State of Colorado, Department of Transortation ("CDOT") and ("Local
Agency"), the authorized person signing below for Local Agency hereby submits this Local Agency
Offer to CDOT for creation of a Task Order under the Master Agreement for the purpose of
authorizing Local Agency for perform Work in the Flood Damaged Area identified below and receive
reimbursement for such Work.
All terms not defined in this Local Agency Offer shall have the meanings given in the Master
Agreement.
The Local Agency hereby approves the attached documents and incorporates them by reference for
the creation of a Task Order for the Flood Damaged Area in project location(s),("Project Location"):
• Task Order Scope
• Task Order Budget
• Local Agency Contract Administration Checklist
• Damage Inspection Report (Form FHWA 1547)
Completion of the Work under this Local Agency Offer is estimated to be#of weeks/months.
Pursuant to §4.L of the Master Agreement, the Local Agency contact information for the project
specified in this Local Agency Offer is:
(name, title)
(address)
(email address)
(phone number)
Local Agency hereby requests the creation of a Task Order for the Project Location.
*Person signing for the Local Agency hereby swears and affirms that he/she are authorized to act on the Local
Agency's behalf(as indicated in Exhibit B of the Master Agreement)and acknowledge that the State is relying on
his/her representation to that effect.
Signature of Authorized Person (Local Agency)
Title
Date
Page 1 of 1
43. EXHIBIT P— LOCAL AGENCY OFFER AMENDMENT
Local Agency Offer Amendment
Project Number
In accordance with Section 7 of the Master Agreement yr/region/CMS# ("Master Agreement")
between the State of Colorado, Department of Transportation ("CDOT") and
("Local Agency"), the authorized person signing below for Local Agency hereby submits this Local
Agency Offer Amendment to CDOT for modification of Task Order No. ("Original Task Order")
under the Master Agreement for the Flood Damaged Area in project location(s) ("Project Location").
All terms not defined in this Local Agency Offer Amendment shall have the meanings given in the
Master Agreement and/or Original Task Order.
The Local Agency hereby requests that the Original Task Order, and all prior amendments thereto, if
any, be modified as follows:
In connection with this Local Agency Offer Amendment, the Local Agency approves the attached
documents and incorporates them by reference, if applicable:
• Task Order Scope
• Task Order Budget
• Local Agency Contract Administration Checklist
• Damage Inspection Report (Form FHWA 1547)
Local Agency hereby requests modification of the Original Task Order for the Project Location.
*Person signing for the Local Agency hereby swears and affirms that he/she are authorized to act on the Local
Agency's behalf(as indicated in Exhibit B of the Master Agreement)and acknowledge that the State is relying on
his/her representation to that effect.
Signature of Authorized Person (Local Agency)
Title
Date
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