HomeMy WebLinkAboutbocc.res.049.2018 CONTRACT
RESOLUTION OF THE BOARD OF COUNTY �-- �
36
COMMISSIONERS ('BOCC")OF PITKIN COUNTY,
COLORADO AUTHORIZING, TILE CHAIR OF THE BOCC TO
SIGN AND ENTER PITKIN COUNTY INTO AN
INTERGOVERNMENTAL AGREEMENT WITH THE STATE
OF COLORADO FOR OFF-SYSTEM BRIDGE GRANT
FUNDING
RESOLUTION NO.O'/q 2018
RECITALS:
1, Pursuant to Title 29,Article I,part 2,Colorado Revised Statutes, as amended(the
'Intergovernmental Relations Statutes'")and Article XIV,Section 18 of the Colorado
Constitution,governments may contract with one another to provide any function, service
or facility lawfully authorized to each of the contracting units and any such contract may
provide for the Joint exercise of the function,service or facility,including the establishment
of a separate legal entity to do so.
2. Pursuant to Section 2.8.3(Actions)of the Pitkin County !Tome Rule Charter("BIC)
official action by formal resolution shall be required for all actions of the Board not
requiring ordinance power on matters of significant importance affecting citizens.
3, Pitkin County("Pitkin")and the State of Colorado via Colorado Department of
Transportation wish to enter into an intergovernmental agreement for the purposes of
funding design for the upper Castle Creek Bridge via Off-System Bridge Grant Funding
and;
4. Pitkin County applied for and received Off-System bridge grant funding through Colorado
Counties, Inc.to the Colorado Department of Transportation and;
5. The grant was awarded to Pitkin County in the total of S340,000 of Federal Funds towards
the design of the Bridge carrying Castle Creek Road over Castle Creek at approximately
Mile Post 9 and;
E. Pitkin County has budgeted through the 2018 budget a match of greater than the 585,000
match required and,
7 Roth Pitkin and the State of Colorado are governments authorized to enter into
agreements pursuant to C.R.S. §29 1-203 for purposes including the provision of
any function, service, or facility lawfully authorized to each;and
8. The BOCC finds that it is in the best interests of the mittens of Pitkin and the State of
Colorado to enter into this agreement in order to ensure a safe and efficient transportation
network.
NOW, THEREFORE,BE IT RESOLVED by the Board of County Commissioners of Pitkin
County, Colorado that it hereby adopts a RESOLUTION OF THE BOARD OF COUNTY
COMMISSIONERS("BOCC")OF PITKIN COUNTY,COLORADO AUTHORIZING,THE
CHAIR OF THE BOCC TO SIGN AND ENTER PITKIN COUNTY INTO AN
INTERGOVERNMENTAL AGREEMENT WITH THE STATE OF COLORADO FOR OFF
SYSTEM BRIDGE GRANT FUNDING and autIorizes the Chair to sign the Resolution and upon
the satisfaction of the County Attorney as to 1'urrn,execute any other associated documents
necessary to complete this matter.
INTRODUCED AND FIRST READ ON THE 12' DAY OF dein-L , 2018
AND SET FOR SECOND READING AND PUBLIC HEARING ON THE j1 DAY
OF SET/FOR
2018.
NOTICE OF PUBLIC HEARING AND TITLE AND SHORT SUMMARY OF THE
RESOLUTION PUBLISHED IN THE ASPEN TIMES WEEKLY ON THE 4/•'f DAY
OF YVI, u6. , 2018.
NOTICE OF PUBLIC HEARING AND THE FULL TEXT OF THE RESOLUTION
POSTED ON THE OFFICIAL PITKIN COUNTY WEBSITE(www.eitkincounty.com)
ON THE 3( DAY OF Y14 2018.
ADOPTED AFTER FINAL READING AND PUBLIC HEARING ON THE 7
04-0
DAY OF 6,14/1,-C 2018.
PUBLISHED BY TITLE AND SHORT SUMMARY, AFTER ADOPTION, IN THE
ASPEN TIMES WEEKLY ON THE ✓a' DAY OF (-1U( •y , 2018.
POSTED BY TITLE AND SHORT SUMMARY ON THE OFFICIAL, COUNTY
WEBSITE (www.pitkincounty.com ) ON THE gf DAY OF Cil `e 2018.
ATTEST: BOARD OF COUNTY COMMISSIONERS
By I I . ./ ✓ 0M+ By: 1 lAllt1
Jea ,� a Jones Patti Clapper, Chair
Deli ty County Clerk/
Date: (XV&1 aOI8
APPROVED AS TO FORM: MANAGER APPROVAL
2
M / /-
John
John Ely„,Cm my Attorney Jon Pea .c , County Manager
L_
Effective 01-02-2018 2
This repeals all previous versions of this template previously posted to PCIN
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TABLE OF CONTENTS
I. PARTIES .... .... ..... ..... . 2
2. TERM AND EFFECTIVE DATE........ ..... .... .. ... 2
3. AUTHORITY .. „3
4. PURPOSE.. .... . ..3
5. DEFINITIONS.. ... . .. . ........ .. 4
6 STATEMENT OF WORK
7 PAYMENTS _ _, _ 9
8. REPORTING-NOTIFICATION 13
9. LOCAL AGENCY RECORDS .. . ..... 14
10. CONFIDENTIAL INFORMATION-STATE RECORDS .... 15
I I. CONFLICT OF INTEREST ... ... .. .. ...... ...... ..... . ... .15
12 INSURANCE . ............. .... .16
13. BREACH. .... .. .. ..... ....
I?
14 REMEDIES ... ... . .. . IS
15. DISPUTE RESOLUTION ...... .... .... . ..... ... ..19
16 NOTICES AND REPRESENTATIVES ... ....... . . . 19
17 RIGHTS IN WORK PRODUCT AND OTHER INFORMATION . ..... 20
18 GOVERNMENTAL IMMUNITY..... . . .. . ... 21
19 STATEWIDE CONTRACT MANAGEMENT SYSTEM 21
20. GENERAL PROVISIONS _... . ........... .. 21
21 COLORADO SPECIAL PROVISIONS .... .. .. . 23
22 FEDERAL REQUIREMENTS.... . . .... .. 24
23 DISADVANTAGED BUSINESS ENTERPRISE(DBE). . .. ... 24
24 DISPUTES 25
EXHIBIT A,STATEMENT OF WORK
EXHIBIT B,SAMPLE OPTION LETTER
EXHIBIT C,FUNDING PROVISIONS
EXHIBIT D,LOCAL AGENCY RESOLUTION
EXHIBIT E,LOCAL AGENCY AGREEMENT ADMINISTRATION CHECKLIST
EXHIBIT F,CERTIFICATION FOR FEDERAL-AID AGREEMENTS
EXHIBIT G,DISADVANTAGED BUSINESS ENTERPRISE
EXHIBIT H,LOCAL AGENCY PROCEDURES FOR CONSULTANT SERVICES
EXHIBIT I, FEDERAL-MD AGREEMENT PROVISIONS FOR CONSTRUCTION AGREEMENTS
EXHIBIT 1,ADDITIONAL FEDERAL REQUIREMENTS
EXHIBIT K,FFATA SUPPLEMENTAL FEDERAL PROVISIONS
EXHIBIT L,SAMPLE SUBRECIPIENT MONITORING AND RISK ASSESSMENT FORM
EXHIBIT M,OMB UNIFORM GUIDANCE FOR FEDERAL AWARDS
1. PARTIES
This Agreement is entered into by and between Local Agency named on the Signature and Cover Page for this
Agreement("Local Agency"),and the STATE OF COLORADO acting by and through the State agency named
on the Signature and Cover Page for this Agreement(the "State" or"CDOT"). Local Agency and the State
agree to the terms and conditions in this Agreement.
2. TERM AND EFFECTIVE DATE
A Effective Date
This Agreement shall not be valid or enforceable until the Effective Date,and Agreement Funds shall
be expended within the dates shown in Exhibit C for each respective phase ("Phase Performance
Penod(s)").The State shall not be bound by any provision of this Agreement before the Effective Date,
and shall have no obligation to pay Local Agency for any Work performed or expense incurred before
1)the Effective Date of this original Agreement;2)before the encumbering document for the respective
phase and the official Notice to Proceed for the respective phase;or 3)after the Final Phase Performance
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End Date,as shown in Exhibit('
B Initial Term
The Parties'respective performances under this Agreement shall commence on the Agreement Effective
Date shown on the Signature and Cover Page for this Agreement and shall terminate on the date of notice
of CDOT final acceptance("Agreement Expiration Date")shown on the Signature and Cover Page for
this Agreement, unless sooner terminated or further extended in accordance with the terms of this
Agreement.
C. Early Termination in the Public Interest
The State is entenng into this Agreement to serve the public interest of the State of Colorado as
determined by its Governor.General Assembly,or Courts.If this Agreement ceases to further the public
interest of the State,the State,in its discretion,may terminate this Agreement in whole or in part This
subsection shall not apply to a termination of this Agreement by the State for breach by Local Agency,
which shall be governed by§14.A.i.
4 Method and Content
The State shall notify Local Agency of such termination in accordance with §16.The notice shall
specify the effective date of the tetmmamon and whether it affects all et a portion of this Agreement.
ii Obligations and Rights
Upon receipt of a termination notice for tcrminatlon in the public interest, Local Agency shall be
subject to§14.A.i.a
iii. Payments
If the State terminates this Agreement in the public interest,the State shall pay Local Agency an
amount equal to the percentage of the total reimbursement payable under this Agreement that
corresponds to the percentage of Work satisfactorily completed and accepted,as determined by the
State,less payments previously made.Additionally,if this Agreement is less than 60%completed,
as determined by the State, the State may reimburse Local Agency for a portion of actual out-of-
pocket expenses,not otherwise reimbursed under this Agreement,incuned by Local Agency which
are directly attributable to the uncompleted portion of Local Agency's obligations,provided thatthe
sum of any and all reimbursement shall not exceed the maximum amount payable to Local Agency
hereunder.
3. AUTHORITY
Authority to enter into this Agreement exists in the law as follows:
A. Federal Authority
Pursuant to Title I, Subtitle A, of the "Fixing America's Surface Transportation Act" (FAST Act) of
2015,and to applicable provisions of Title 23 of the United States Code and implementing regulations
at I Mc 23 of the Code of Federal Regulation:.as may be amended.(collectively referred to hereinafter
as the"Federal PIONinions"),certain federal funds have been and arc expected to continue to be allocated
for transportation projects requested by Local Agency and eligible under the Surface I ransportation
Improvement Program that has been proposed by the State and approved by the Federal Highway
Administration 1"FHWA')
B. State Authnnty
Pursuant to CRS 03-1-223 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 Sate.This Agreement is executed under the authority of CRS§§29-l-2O3,43-1-110;43-1-)16.
43-2-101(4)(c)and 43-2-1045.
4. PURPOSE
The purpose of thus Agreement is to disburse Federal funds to the Local Agency pursuant to CDO'P's
Stewardship Agreement with the SHWA.
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5. DEFINITIONS
The following terms shall be construed and interpreted as follows
A. "Agreement" means this agreement, including all attached Exhibits, all documents incorporated by
reference,all referenced statutes,rules and cited authorities,and any future modifications thereto
B. "Agreement Funds" means the funds that have been appropnated, designated, encumbered, or
otherwise made available for payment by the State under this Agreement
C "Award" means an award by a Recipient to a Subrecipient funded in whole or in part by a Federal
Award. The terms and conditions of the Federal Award flow down to the Award unless the terms and
conditions of the Federal Award specifically indicate otherwise
D "Budget"means the budget for the Work described in Exhibit C
e "Business Day"means any day in which the State is open and conducting business,but shall not Include
Saturday, Sunday or any day on which the State observes one of the holidays listed in §24-11-101(1)
CR S
F "Consultant" means a professional engineer or designer hired by Local Agency to design the Work
Product.
G "Contractor"means the general construction contractor hired by Local Agency to construct the Work.
H "CORA"means the Colorado Open Records Act,§§24-72-200 1 et seq,C R S
I "Effective Date"means the date on which this Agreement is approved and signed by the Colorado State
Controller or designee,as shown on the Signature and Cover Page for this Agreement
1. "Evaluation" means the process of examining Local Agency's Work and rating it based on cntena
established in§6,Exhibit A and Exhibit E.
K. "Exhibits"means the following exhibits attached to this Agreement.
I Exhibit A,Statement of Work
ii Exhibit B,Sample Option Letter.
in Exhibit C,Funding Provisions
iv. Exhibit D,Local Agency Resolution
v. Exhibit E,Local Agency Contract Administration Checklist
vi Exhibit F,Certification for Federal-Aid Contracts
vu Exhibit G,Disadvantaged Business Enterprise
vw Exhibit B,Local Agency Procedures for Consultant Services
ix Exhibit I,Federal-Aid Contract Provisions for Construction Contracts
x Exhibit J,Additional Federal Requirements
xi Exhibit K, The Federal Funding Accountability and Transparency Act of 2006 (FFATA)
Supplemental Federal Provisions
xii. Exhibit L,Sample Sub-Recipient Monitoring and Risk Assessment Form
mu Exhibit M,Supplemental Provisions for Federal Awards Subject to The Office of Management and
Budget Uniform Administrative Requirements, Cost principles, and Audit Regmrements for Federal
Awards(the"Uniform Guidance")
L "Federal Award" means an award of Federal financial assistance or a cost-reimbursement contract
under the Federal Acquisition Requirements by a Federal Awarding Agency to a Recipient "Federal
Award"also means an agreement setting forth the terms and conditions of the Federal Award.The term
does not include payments to a contractor or payments to an individual that is a beneficiary of a Federal
program
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M "Federal Awarding Agency"means a Federal agency providing a Federal Award to a Recipient
N "FHWA"means the Federal Highway Administration,which is one of the twelve administrations under
the Office of the Secretary of Transportation at the U S Department of Transportation.FHWA provides
stewardship over the construction,maintenance and preservation of the Nation's highways and tunnels.
FHWA is the Federal Awarding Agency for the Federal Award which is the subject of this Agreement
O "Goods"means any movable material acquired,produced,or delivered by Local Agency as set forth in
this Agreement and shall include any movable material acquired, produced, or delivered by Local
Agency in connection with the Services
P. "Incident"means any accidental or deliberate event that results in or constitutes an imminent threat of
the unauthorized access or disclosure of State Confidential Information or of the unauthorized
modification,disruption,or destruction of any Slate Records
Q. "Initial Term'means the time period defined in§2.B
R. "Notice to Proceed'means the letter issued by the State to the Local Agency stating the date the Local
Agency can begin work subject to the conditions of this Agreement.
S "OMB"means the Executive Office of the President,Office of Management and Budget.
T. "Oversight" means the term as it is defined in the Stewardship Agreement between CDOT and the
FHWA
U "Party"means the State or Local Agency,and"Parties"means both the State and Local Agency
✓ "PII" means personally identifiable information including, without limitation, any information
maintained by the State about an individual that can be used to distinguish or trace an individual's
identity, such as name, social security number, date and place of birth, mothers maiden name, or
biometric records;and any other information that is linked or linkable to an individual,such as medical,
educational, financial,and employment information. PII includes,but is not limited to, all information
defined as personally identifiable information in§24-72-501 C.R.S.
W "Recipient"means the Colorado Department of Transportation(CDOT)for this Federal Award.
X. "Services"means the services to be performed by Local Agency as set forth in this Agreement,and shall
include any services to be rendered by Local Agency in connection with the Goods.
Y
"State Confidential Information" means any and all State Records not subject to disclosure under
CORA.State Confidential Information shall include,but is not limited to,PII and State personnel records
not subject to disclosure under CORA
Z "State Fiscal Rules"means the fiscal rules promulgated by the Colorado State Controller pursuant to
§24-30-202(13)(a)
AA "Slate Fiscal Year"means a 12 month period beginning on July I of each calendar year and ending on
June 30 of the following calendar year If a single calendar year follows the term,then it means the State
Fiscal Year ending in that calendar year
BB "State Purchasing Director"means the position described in the Colorado Procurement Code and its
implementing regulations
CC "State Records" means any and all State data, information, and records, regardless of physical form,
including,but not limited to,information subject to disclosure under CORA
DD. "Subcontractor" means third-parties, if any, engaged by Local Agency to aid in performance of the
Work
F.F.. "Subrecipient"means a non-Federal entity that receives a sub-award from a Recipient to carry out part
of a Federal program, but does not include an individual that is a beneficiary of such program A
Subrecipient may also be a recipient of other Federal Awards directly from a Federal Awarding Agency
FF "Uniform Guidance" means the Office of Management and Budget Uniform Administrative
Requirements, Cost Principles, and Audit Requirements for Federal Awards, which supersedes
requirements from OMB Circulars A-21, A-87, A-110, A-122, A-89, A-102, and A-133, and the
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GG. "Work"means the delivery of the Goods and performance of the Services in compliance with CDOT's
Local Agency Manual descnbed in this Agreement
HH. "Work Product"means the tangible and intangible results of the Work,whether finished or unfinished,
including drafts. Work Product includes, but is not limited to, documents, text, software (including
source code), research, reports, proposals, specifications, plans, notes, studies, data, images,
photographs, negatives,pictures,drawings,designs, models, surveys, maps, materials,ideas,concepts,
know-how,and any other results of the Work "Work Product"does not include any matenal that was
developed prior to the Effective Date that is used,without modification,in the performance of thc Work
Any other term used m this Agreement that is defined man Exhibit shall be construed and interpreted as defined
in that Exhibit
6. STATEMENT OF WORK
Local Agency shall complete the Work as described in this Agreement and in accordance with the provisions
of Exhibit A,and the Local Agency Manual The State shall have no liability to compensate Local Agency for
the delivery of any Goods or the performance of any Services that are not specifically set forth in this
Agreement.
Work may be divided into multiple phases that have separate periods of performance The State may not
compensate for Work that Local Agency performs outside of its designated phase performance penod The
performance period of phases, including,but not limited to Design,Construction, Right of Way,Utilities, or
Environment phases, are identified in Exhibit C The State may unilaterally modify Exhibit C from time to
time, at its sole discretion, to extend the period of performance for a phase of Work authorized under this
Agreement. To exercise this phase performance penod extension option,the State will provide written notice
to Local Agency in a form substantially equivalent to Exhibit B. The State's unilateral extension of phase
performance penods will not amend or alter in any way the funding provisions or any other terms specified in
this Agreement,notwithstanding the options listed under§7.E
A Local Agency Commitments
i. Design
If the Work includes preliminary design,final design,design work sheets,or special provisions and
estimates (collectively referred to as the "Plans"), Local Agency shall ensure that it and its
Contractors comply with and are 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 regmrements of the latest edition of the Amencan
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
c. Stamp the Plans as produced by a Colorado registered professional engineer.
f Provide final assembly of Plans and all other necessary documents.
g. Ensure the Plans are accurate and complete.
h. Make no further changes in the Plans following the award of thc 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 will be deemed incorporated herein
ii Local Agency Work
a Local Agency shall comply with the requirements of the Americans With Disabilities Act
(ADA) 42 U.S.C. § 12101, et. seq, and applicable federal regulations and standards as
contained in the document "ADA Accessibility Requirements in CDOT Transportation
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Projects"
b. Local Agency shall afford the State ample opportunity to review the Plans and shall make any
changes in the Plans that are directed by the State to comply with FH W A requirements
c. Local Agency may enter into a contract with a Consultant to perform all or any portion of the
Plans and/or 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 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(l)prior to entenng into such Consultant
contract,subject to the State's approval If not approved by the State,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 arc available from the
CDOT Agreements Office
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 Local Agency's
attorney/authorized representative certifying compliance with Exhibit H and 23 CFR.
172.5(b)and(d)
6) Local Agency shall ensure that the Consultant contract complies with the requirements of
49 CFR I R.36(1)and contains the following language verbatim.
(a) The design work under this Agreement shall be compatible with the requirements of
the contract between 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 m 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 Local Agency to make such changes therein as the State
determines necessary to comply with State and FHWA requirements
id. Construction
If the Work includes construction, Local Agency shall perform the construction in accordance with the
approved design plans and/or administer the construction m accordance with Exhibit E 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 Exhibit E.
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a. The State may,after providing written notice of the reason for the suspension to Local Agency,
suspend the Work, wholly or in part, due to the failure of 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 Local Agency shall be responsible for the following
1) Appointing a qualified professional engineer, licensed in the State of Colorado, as 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, as defined in the CDOT Local
Agency Manual(https//www codot govmusiness/designsupport/bulletins_manuals/2006-
local-agency-manual)
2) For the construction Services, advertising the call for bids, following its approval by the
State,and awarding the construction contract(s)to the lowest responsible bidder(s)
(a) All Local Agency's advertising and bid awards pursuant to this Agreement shall
comply with applicable requirements of 23 U.S.0 §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 Local Agency and its Contractor(s) incorporate Form 1273 (Exhibit I) in its
entirety,verbatim,into any subcontract(s)for Services as terms and conditions thereof,
as required by 23 C.F.R 633 102(e).
(b) Local Agency may accept or reject the proposal of the apparent low bidder for Work
on which competitive bids have been received Local Agency must accept or reject
such bids within 3 working days after they are publicly opened.
(c) If Local Agency accepts bids and makes awards that exceed the amount of available
Agreement Funds, Local Agency shall provide the additional funds necessary to
complete the Work or not award such bids.
(d) The requirements of§6.A.ui.b.2 also apply to any advertising and bid awards made
by the State
(e) The State (and in some cases FHWA) must approve in advance all Force Account
Construction, and Local Agency shall not initiate any such Services until the State
issues a written Notice to Proceed
iv Right of Way(ROW)and Acquisition/Relocation
a If Local Agency purchases a ROW for a State highway, including areas of influence, Local
Agency shall convey the ROW to CDOT promptly upon the completion of the
project/construction.
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,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 responsibilities for ensuring compliance with acquisition,relocation and
incidentals depend on the level of federal participation as detailed in CDOT's Right of Way
Manual(located at http.//www codot.gov/business/manuals/right-of-way), however,the State
always retains oversight responsibilities
d The Parties' respective responsibilities at each level of federal participation in CDOT's Right
of Way Manual, and the State's reimbursement of Local Agency costs will be determined
pursuant 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).
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v Utilities
If necessary, Local Agency shall be responsible for obtaining the proper clearance or approval from any
utility company that may become involved in the Work.Prior to the Work being advertised for bids,
Local Agency shall certify in writing to the State that all such clearances have been obtained
vi Railroads
If the Work involves modification of a railroad company's facilities and such modification will be
accomplished by the railroad company, Local Agency shall make timely application to the Public
Utilities Commission ("PUC") requesting its order providing for the installation of the proposed
improvements. Local Agency shall not proceed with that part of the Work before obtaining the
PUC's order 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,And-
a Execute an agreement with the railroad company setting out what work is to be accomplished
and the location(s)thereof,and which costs shall be eligible for federal participation.
b. Obtain the railroad's detailed estimate of the cost of the Work
c Establish future maintenance responsibilities for the proposed installation
d Proscribe in the agreement the future use or dispositions of the proposed improvements in the
event of abandonment or elimination of a grade crossing
e. Establish future repair and/or replacement responsibilities, as between the railroad company
and the Local Agency,in the event of accidental destruction or damage to the installation.
vii. Environmental Obligations
Local Agency shall perform all Work in accordance with the requirements of current federal and State
environmental regulations, including the National Environmental Policy Act of 1969 (NEPA) as
applicable
vii Maintenance Obligations
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. Local Agency
shall conduct such maintenance and operations in accordance with all applicable statutes,
ordinances, and regulations pertammg to maintaining such improvements. The State and FHWA
may make periodic inspections to venfy that such improvements are being adequately maintained.
ix Monitoring Obligations
Local Agency shall respond in a timely manner to and participate fully with the monitoring activities
descnbed in§7.F.vi.
B. State's Commitments
i The State will perform a final project inspection of the Work as a quality controVassurance activity
When all Work has been satisfactorily completed,the State will sign the FHWA Form 1212
ii 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 Work
constituting major structures designed by, or that are the responsibility of, Local Agency, as
identified in Exhibit E.
7. PAYMENTS
A Maximum Amount
Payments to Local Agency are limited to the unpaid,obligated balance of the Agreement Funds set forth
in Exhibit C The State shall not pay Local Agency any amount under this Agreement that exceeds the
Agreement Maximum set forth in Exhibit C
B. Payment Procedures
1 Invoices and Payment
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a The State shall pay Local Agency in the amounts and in accordance with conditions set forth in
Exhibit C
b Local Agency shall inmate payment requests by Invoice to the State, in a form and manner
approved by the State.
c The State shall pay each invoice within 45 days following the State's receipt of that Invoice,so
long as the amount invoiced correctly represents Work completed by Local Agency and
previously accepted by the State during the term that the invoice covers If the State determines
that the amount of any invoice is not correct, then Local Agency shall make all changes
necessary to correct that invoice.
d. The acceptance of an invoice shall not constitute acceptance of any Work performed or
deliverables provided under the Agreement.
Interest
Amounts not paid by the State within 45 days after the State's acceptance of the invoice shall bear
interest on the unpaid balance beginning on the 46th day at the rate of 1%per month,as required by
§24-30-202(24)(a), C.R.S, until paid in full: provided, however, that interest shall not accrue on
unpaid amounts that the State disputes in writing. Local Agency shall invoice the State separately
for accrued interest on delinquent amounts,and the invoice shall reference the delinquent payment,
the number of days interest to be paid and the interest rate
iii. Payment Disputes
If Local Agency disputes any calculation,determination,or amount of any payment,Local Agency
shall notify the State in writing of its dispute within 30 days following the earlier to occur of Local
Agency's receipt of the payment or notification of the determination or calculation of the payment
by the State. The State will review the information presented by Local Agency and may make
changes to its determination based on this review The calculation, determination, or payment
amount that results from the State's review shall not be subject to additional dispute under this
subsection.No payment subject to a dispute under this subsection shall be due until after the State
has concluded its review,and the State shall not pay any interest on any amount during the period
it is subject to dispute under this subsection.
iv Available Funds-Contingency-Temimation
The State is prohibited by law from making commitments beyond the term of the current State Fiscal
Year. Payment to Local Agency beyond the current State Fiscal Year is contingent on the
appropriation and continuing availability of Agreement Funds in any subsequent year(as provided
in the Colorado Special Provisions) If federal funds or funds from any other non-State funds
constitute all or some of the Agreement Funds,the State's obligation to pay Local Agency shall be
contingent upon such non-State funding continuing to be made available for payment Payments to
be made pursuant to this Agreement shall be made only from Agreement Funds, and the State's
liability for such payments shall be limited to the amount remaining of such Agreement Funds If
State, federal or other funds are not appropriated, or otherwise become unavailable to fund this
Agreement, the State may, upon written notice, terminate this Agreement, in whole or in pail,
without incurring further liability. The State shall, however, remain obligated to pay for Services
and Goods that are delivered and accepted prior to the effective date of notice of termination, and
this termination shall otherwise be treated as if this Agreement were terminated in the public interest
as described in§2.0
v Erroneous Payments
The State may recover,at the State's discretion,payments made to Local Agency in error for any
reason, including, but not limited to, overpayments or improper payments, and unexpended or
excess funds received by Local Agency. The State may recover such payments by deduction from
subsequent payments under this Agreement, deduction from any payment due under any other
contracts, grants or agreements between the State and Local Agency, or by any other appropriate
method for collecting debts owed to the State.The close out of a Federal Award does not affect the
right of FHWA or the State to disallow costs and recover funds on the basis of a later auditor other
review. Any cost disallowance recovery is to be made within the Record Retention Period (as
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defined below in§9,A
C Matching Funds
Local Agency shall provide matching funds as provided in §7.A and Exhibit C. Local Agency shall
have raised the full amount of matching funds prior to the Effective Date and shall report to the State
regarding the status of such funds upon request,Local Agency's obligation to pay all or any part of any
matching funds,whethet direct or contingent.only extend to funds duly and lawfully appropriated for
the purposes of this Agreement by the authorized representatives of Local Agency and paid into Local
Agency's treasury. Local Agency represents to the State that the amount designated "Local Agency
Matching hinds"in Exhibit C has been legally appropriated for the purpose of this Agreement by its
authorized representatives and paid into its treasury local Agency may evidence such obligation by an
appropriate ordinanceresolurion or other authority letter expressly authorizing Local Agency to enter
into this Agreement and to expend its match share of the Work.A copy of any such ordinance/resolution
or authority letter is attached hereto as Exhibit D. Local Agency does not by this Agreement irrevocably
pledge present cash reserves for payments in future fiscal years, and this Agreement is not intended so
create a multiple-fiscal year debt of Local Agency. 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 Local
Agency's laws or policies,
D. Reimbursement of Local Agency Costa
The State shall reimburse Local Agency's allowable costs, not exceeding the maximum total amount
described in Exhibit C and§7.The applicable principles described in 2 C.F.R.Part 200 shall govern the
State's obligation to reimburse all costs incurred by Local Agency and submitted to the State for
reimbursement hereunder, and local Agency shall comply with all such principles The Stale shall
reimburse local Agency for the federal-aid share of properly documented costs related so the Work after
review and approval thereof, subject to the provisions of this Agreement and Exhibit C. Local Agency
costa for Work performed prior to the Effective Date shall not be reimbursed absent specific allowance
of pre-award costs and indication that the Federal Award funding is retroactive Local Agency costs for
Work performed after any Pertbnnance Period End Date for a respective phase of the Work, is not
reimbursable.Allowable costs shall be
i. Reasonable and necessary to accomplish the Work and for the Goods and Services provided.
n. Actual net cost to Local Agency (i.e the price paid minus any items of value received by Local
Agency that reduce the cost actually mem red)
E Unilateral Modification of Agreement Funds Budget by State Option Letter
The State may,at its discretion,issue an"Option Letter"to Local Agency to add or modify Work phases
in the Work schedule in Exhibit C if such modifications do not increase total budgeted Agreement
Funds,Such Option Letters shall amend and update Exhibit C.Sections 2 or 4 of the Table,and sub-
sections B and C of the Exhibit C.Option Letters shall not he deemed valid until signed by the State
Controller or an authorized delegate Modification of Exhibit C by unilateral Option Letter is permitted
only in the specific scenarios listed below. 1 he State wilt exercise such options by providing Local
Agency a fully executed Option Letter, in a form substantially equivalent to Exhibit B. Such Option
Letters will be incorporated into this Agreement
i Option to Begin a Phase and/or Increase or Decrease the Encumbrance Amount
The State may require by Option Letter that Local Agency begin a new Work phase that may include
Design,Construction,Environmental,Utilities,ROW Incidentals or Miscellaneous Work(but may
not include Right of'Way Acquisition/Relocation or Railroads) as detailed in Exhibit A. Such
Option Letters may not modify the other terms and conditions stated in this Agreement-and must
decrease the amount budgeted and encumbered for one or more other Work phases so that the total
amount of budgeted Agreement hinds remains the sante. The State may also issue a unilateral
Option Letter to simultaneously increase and decrease the total encumbrance amount of two or more
existing Work phases,as long as the total amount of budgeted Agreement Funds remains the same,
replacing the original Agreement Funding exhibit(Exhibit C)with an updated Exhibit C-I (with
subsequent exhibits labeled C-2,C-3,etc.).
ii Option to Transfer Funds from One Phase to Another Phase.
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The State may require or permit Local Agency to transfer Agreement Funds from one Work phase
(Design, Construction, Environmental, Utilities, ROW Incidentals or Miscellaneous) to another
phase as a result of changes to State, federal, and local match funding, In such case, the original
funding exhibit(Exhibit C)will be replaced with an updated Exhibit C-I(with subsequent exhibits
labeled C-2, C-3,etc,)attached to the Option Letter The Agreement Funds transferred from one
Work phase to another are subject to the same terms and conditions stated in the original Agreement
with the total budgeted Agreement Funds remaining the same.The State may unilaterally exercise
this option by providing a fully executed Option Letter to Local Agency within thirty(30) days
before the Initial targeted start date of the Work phase,in a form substantially equivalent to Exhibit
8,
ii. Option to Exercise Options Y and ii.
The State may require Local Agency to add a Work phase as detailed in Exhibit A,and encumber
and transfer Agreement Funds from one Work phase to another, The original funding exhibit
(Exhibit C) in the original Agreement will be replaced with an updated Exhibit C-I (with
subsequent exhibits labeled C-2, C-3, etc.)attached to the Option Letter The addition of a Work
phase and encumbrance and transfer of Agreement hands are subject to the same terms and
conditions stated in the onginal Agreement with the total budgeted Agreement Funds remaining the
same,The State may unilaterally exercise this option by providing a fully executed Option Letter to
Local Agency within 30 days before the initial targeted start date of the Work phase, in a fomi
substantially equivalent to Exhibit B
iv Option to Update a Work Phase Performance Period and/or modify information required under the
OMB Uniform Guidance, as outlined in Exhibit C. The State may update any information
contained in Exhibit C,Sections 2 and 4 of the Table,and sub-sections B and C of the Exhibit C.
F Accounting
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,preside as follows:
i. Local Agency Performing the Work
If Local Agency is performing the Work, it shall document all allowable costs, including any
approved Services contributed by Local Agency or subcontractors, using payrolls, time records,
invoices,contracts,vouchers,and other applicable records.
it Local Agency-Checks or Draws
Checks issued or draws made by local Agency shall be made or drawn against properly signed
vouchers detailing the purpose thereof. Local Agency shall keep on file all cheeks, payrolls,
invoices,contracts,vouchers,orders,and other accounting documents in the office of Local Agency,
clearly identified, readily accessible, and to the extent feasible, separate and apart from all other
Work documents.
in State-Administrative Services
The State may perform any necessary administrative support services required hereunder, Local
Agency shall reimburse the State for the costs of any such services from the budgeted Agreement
Funds as provided for in Exhibit C.If EWA Agreement Funds are or become unavailable,or if
Local Agency terminates this Agreement prior to the Work being approved by the State or otherwise
completed,then all actual incurred costs of such services and assistance provided by the State shall
he reimbursed to the State by Local Agency at its sole expense.
iv Local Agency-Invoices
Local Agency's invoices shall describe in detail the reimbursable costs incurred by local Agency
for which it seeks reimbursement,the dates such costs were incurred and the amounts thereof,and
Local Agency shall not submit more than one invoice per month.
v. Invoicing Within 60 Days
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'I he Slate shall not be liable to reimburse local Agency for any costs invoiced more than 60 days
after the date on which the costs were incurred, including costs included in Local Agency's final
invoice.The State may withhold final payment to local Agency at the State's sole discretion until
completion of final audit.Any costs incurred by Local Agency that are not allowable under 2 C.F R
Part 200 shall be Local Agency's responsibility, and the State will deduct such disallowed costs
from any payments due to Local Agency. The State will not reimburse costs for Work performed
after the Performance Period End Date for a respective Work phase.1 he State will not reimburse
costs for Work performed prior to Performance Penod End Date, but for which an invoice is
teemed more than 60 days after the Perfonnance Period End Date.
vi Risk Assessment&Monitoring
Pursuant to 2 C.F.R.200.331(b),-CDOT will evaluate local Agency's risk of noncompliance s th
federal statutes, regulations, and terms and conditions of this Agreement Local Agency shall
complete a Risk Assessment Form(Exhibit L) when that may be requested by COOT. The risk
assessment is a quantitative andlor qualitative determination of the potential for Local Agency's
non-compliance with the requirements of the Federal Award The risk assessment will evaluate
some or allot the following factors.
Experience Factors associated with the experience and history of the Sabi-eminent with the same or similar
Federal Awards or grants
2. Monitoring/Audit. Factors associated with the results of the Subrecipient's previous audits or monitoring
visits, including those performed by the Federal Awarding Agency, when the Subrecipient also receives
direct federal funding. Include audit results if Subrecipient receives single audit, where the specific award
being assessed was selected as a major program.
3 Operation Factors associated with the significant aspects of the Subrecipient's operations,in which failure
could impact the Subrecipient is ability to perform and account for the contracted goods or services.
4 Financial; Factors associated with the Subrecipient's financial stability and ability to comply with financial
requirements of the Federal Award.
5 Internal Controls: Factors associated with safeguarding assets and resources,deterring and detecting errors,
fraud and theft, ensuring accuracy and completeness of accounting data, producing reliable and timely
financial and management information,and ensuring adherence to its policies and plans.
6. Impact: Factors associated with the potential impact of a Subrecipient's non-compliance to the overall
success of the program objectives
7. Program Management: Factors associated with processes to manage critical personnel, approved written
procedures,and knowledge of rules and regulations regarding federal-aid projects
Following Local Agency's completion of the Risk Assessment Tool (Exhibit L), CHOI' will
determine the level of monitoring it will apply to Local Agency's performance of the Work, This
risk assessment may be re-evaluated after CDOT begins performing monitoring activities
G. Close Out
Local Agency shall close out this Award within 90 days after the Fina: Phase Performance End Date.
Close out requires Local Agency's submission to the State of all deliverables defined in this Agreement,
and Local Agency's final reimbursement request or invoice.The State will withhold 5%of allowable
costs until all final documentation has been submitted and accepted by the State as substantially
complete If FHWA has not closed this Federal Award within I year and 90 days after the Final Phase
Performance End Date due to local Agcncy's failure to submit required documentation, then Local
Agency may be prohibited from applying for new Federal Awards through the State until such
documentation is submitted and accepted.
8. REPORTING-NOTIFICATION
A. Quarterly Reports
In addition to any reports required pursuant to§19 or pursuant to any exhibit,for any contract having a
term longer than 3 months,Local Agency shall submit,on a quarterly basis,a written report specifying
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progress made for each specified performance measure and standard in this Agreement. Such progress
report shall be in accordance with the procedures developed and prescribed by the State.Progress reports
shall be submitted to the State not later than five(5)Business Days following the end of each calendar
quarter or at such time as otherwise specified by the State
B Litigation Reporting
If Local Agency is served with a pleading or other document in connection with an action before a court
or other administrative decision making body,and such pleading or document relates to this Agreement
or may affect Local Agency's ability to perform its obligations under this Agreement, Local Agency
shall, within 10 days after being served, notify the State of such action and deliver copies of such
pleading or document to the State's principal representative identified In§16.
C Performance and Final Status
Local Agency shall submit all financial, performance and other reports to the State no later than 60
calendar days after the Final Phase Performance End Date or sooner termination of this Agreement,
containing an Evaluation of Subrecipient's performance and the final status of Subrecipient's obligations
hereunder
D. Violations Reporting
Local Agency must disclose, m a timely manner, in writing to the State and FHWA,all violations of
federal or State criminal law involving fraud, bribery, or gratuity violations potentially affecting the
Federal Award. Penalties for noncompliance may include suspension or debarment(2 CFR Part 180 and
31 U S.0 3321).
9. LOCAL AGENCY RECORDS
A Maintenance
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 matenals,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 Local Agency shall
maintain such records for a period(the"Record Retention Period")of three years following the date of
submission to the State of the final expenditure report,or if this Award is renewed quarterly or annually,
from the date of the submission of each quarterly or annual report,respectively.If any litigation,claim,
or audit related to this Award starts before expiration of the Record Retention Period, the Record
Retention Period shall extend until all litigation, claims, or audit findings have been resolved and final
action taken by the State or Federal Awarding Agency The Federal Awarding Agency, a cognizant
agency for audit,oversight or indirect costs,and the State,may notify Local Agency m writing that the
Record Retention Period shall be extended. For records for real property and equipment, the Record
Retention Period shall extend three years following final disposition of such property.
R Inspection
Local Agency shall permit the State to audit, inspect, examine, excerpt, copy, and transcribe Local
Agency Records during the Record Retention Period Local Agency shall make Local Agency Records
available during normal business hours at Local Agency's office or place of business, or at other
mutually agreed upon times or locations, upon no fewer than 2 Business Days' notice from the State,
unless the State determines that a shorter period of notice, or no notice, is necessary to protect the
interests of the State
C. Monitoring
The State will monitor Local Agency's performance of its obligations under this Agreement using
procedures as determined by the State The State shall monitor Local Agency's performance in a manner
that does not unduly interfere with Local Agency's performance of the Work
D. Final Audit Report
Local Agency shall promptly submit to the State a copy of any final audit report of an audit performed
on Local Agency's records that relates to or affects this Agreement or the Work, whether the audit is
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conducted by Local Agency or a third party.
10. CONFIDENTIAL INFORMATION-STATE RECORDS
A Confidentiality
Local Agency shall hold and maintain, and cause all Subcontractors to hold and maintain, any and all
State Records that the Slate provides or makes available to Local Agency for the sole and exclusive
benefit of the State,unless those State Records are otherwise publicly available at the rime of disclosure
or are subject to disclosure by Local Agency under CORA Local Agency shall not,without prior written
approval of the State, use for Local Agency's own benefit,publish, copy,or otherwise disclose to any
third party,or permit the use by any third party for its benefit or to the detriment of the State,any State
Records,except as otherwise stated in this Agreement. Local Agency shall provide for the security of
all State Confidential Information in accordance with all policies promulgated by the Colorado Office
of Information Secunty and all applicable laws, rules, policies, publications, and guidelines. Local
Agency shall immediately forward any request or demand for State Records to the State's principal
representative.
B. Other Entity Access and Nondisclosure Agreements
Local Agency may provide State Records to its agents, employees, assigns and Subcontractors as
necessary to perform the Work,but shall restnct access to State Confidential Information to those agents,
employees, assigns and Subcontractors who require access to perform their obligations under this
Agreement. Local Agency shall ensure all such agents, employees, assigns, and Subcontractors sign
nondisclosure agreements with provisions at least as protective as those in this Agreement,and that the
nondisclosure agreements are in force at all times the agent, employee, assign or Subcontractor has
access to any State Confidential Information Local Agency shall provide copies of those signed
nondisclosure agreements to the State upon request.
C. Use,Security,and Retention
Local Agency shall use,hold and maintain State Confidential Information in compliance with any and
all applicable laws and regulations in facilities located within the United States, and shall maintain a
secure environment that ensures confidentiality of all State Confidential Information wherever located
Local Agency shall provide the State with access, subject to Local Agency's reasonable security
requirements,for purposes of inspecting and monitoring access and use of State Confidential Information
and evaluating secunty control effectiveness. Upon the expiration or termination of this Agreement,
Local Agency shall return State Records provided to Local Agency or destroy such State Records and
certify to the State that it has done so, as directed by the State.If Local Agency is prevented by law or
regulation from returning or destroying State Confidential Information, Local Agency warrants it will
guarantee the confidentiality of,and cease to use,such State Confidential Information.
D. Incident Notice and Remediation
If Local Agency becomes aware of any Incident,it shall notify the State immediately and cooperate with
the State regarding recovery,remediation,and the necessity to involve law enforcement,as determined
by the State. Unless Local Agency can establish that none of Local Agency or any of its agents,
employees, assigns or Subcontractors are the cause or source of the Incident, Local Agency shall be
responsible for the cost of notifying each person who may have been impacted by the Incident After an
Incident, Local Agency shall take steps to reduce the risk of incurring a similar type of Incident in the
future as directed by the State,which may include,but is not limited to,developing and implementing a
remediation plan that is approved by the State at no additional cost to the State.
11. CONFLICT OF INTEREST
A. Actual Conflicts of Interest
Local Agency shall not engage in any business or activities,or maintain any relationships that conflict
in any way with the full performance of the obligations of Local Agency under this Agreement. Such a
conflict of interest would arise when a Local Agency or Subcontractor's employee,officer or agent were
to offer or provide any tangible personal benefit to an employee of the State,or any member of his or
her immediate family or his or her partner,related to the award of,entry into or management or oversight
of this Agreement Officers, employees and agents of Local Agency may neither solicit nor accept
gratuities,favors or anything of monetary value from contractors or parties to subcontracts
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R Apparent Conflicts of Interest
Local Agency acknowledges that,with respect to this Agreement, even the appearance of a conflict of
interest shall be harmful to the State's interests Absent the State's prior written approval,Local Agency
shall refrain from any practices,activities or relationships that reasonably appear to be in conflict with
the full performance of Local Agency's obligations under this Agreement
C Disclosure to the State
If a conflict or the appearance of a conflict arises,or if Local Agency is uncertain whether a conflict or
the appearance of a conflict has arisen, 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 actual or apparent conflict constitutes a breach
of this Agreement.
12. INSURANCE
Local Agency shall obtain and maintain, and ensure that each Subcontractor shall obtain and maintain,
insurance as specified in this section at all times during the term of this Agreement All insurance policies
required by this Agreement that are not provided through self-insurance shall be issued by insurance companies
with an AM Best rating of A-VIII or better.
A Local Agency Insurance
Local Agency is a"public entity'within the meaning of the Colorado Governmental Immunity Act,§24-
10-101, et seq, CRS. (the "GIA")and 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
B Subcontractor Requirements
Local Agency shall ensure that each Subcontractor that is a public entity within the meaning of the GIA,
maintains at all times during the terms of this Agreement,such liability insurance,by commercial policy
or self-insurance,as is necessary to meet the Subcontractor's obligations under the GIA. Local Agency
shall ensure that each Subcontractor that is not a public entity within the meaning of the GIA,maintains
at all times during the terms of this Agreement all of the following insurance policies:
I Workers'Compensation
Workers'compensation insurance as required by state statute, and employers' habihty insurance covering
all Local Agency or Subcontractor employees acting within the course and scope of their
employment
ii. General Liability
Commercial general liability insurance written on an Insurance Services Office occurrence form, covering
premises operations, fire damage, independent contractors, products and completed operations,
blanket contractual liability, personal injury, and advertising liability with minimum limits as
follows:
a $1,000,000 each occurrence;
b. $1,000,000 general aggregate;
c $1,000,000 products and completed operations aggregate,and
d. $50,000 any I fire
in. 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 Protected Information
Liability insurance covering all loss of State Confidential Information, such as PII, PHI, PCI, Tax
Information,and CJI,and claims based on alleged violations of privacy nghts through improper use
or disclosure of protected information with minimum limits as follows-
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a $1,000,000 each occurrence;and
b $2,000,000 general aggregate.
v. Professional Liability Insurance
Professional liability insurance covering any damages caused by an error,omission or any negligent act with
minimum limits as follows'
a, $1,000,000 each occurrence;and
b $1,000,000 general aggregate.
vi Crime Insurance
Crime Insurance Including employee dishonesty coverage with minimum limits as follows:
a. $1,000,000 each occurrence,and
b $1,000,000 general aggregate
C. Additional Insured
The State shall be named as additional insured on all commercial general liability policies(leases and
construction contracts require additional insured coverage for completed operations)required of Local
Agency and Subcontractors In the event of cancellation of any commercial general liability policy,the
carrier shall provide at least 10 days prior written notice to CDOT
D. Primacy of Coverage
Coverage required of Local Agency and each Subcontractor shall be primary over any insurance or self-
insurance program carried by Local Agency or the State
E. Cancellation
All commercial insurance policies shall Include provisions preventing cancellation or non-renewal,
except for cancellation based on non-payment of premiums,without at least 30 days prior notice to Local
Agency and Local Agency shall forward such notice to the State in accordance with §16 within 7 days
of Local Agency's receipt of such notice
F Subrogation Waiver
All commercial insurance policies secured or maintained by Local Agency or its Subcontractors in
relation to this Agreement shall include clauses stating that each carrier shall waive all rights of recovery
under subrogation or otherwise against Local Agency or the State, its agencies, institutions,
organizations,officers,agents,employees,and volunteers.
G. Certificates
For each commercial Insurance plan provided by Local Agency under this Agreement, Local Agency
shall provide to the State certificates evidencing Local Agency's insurance coverage required in this
Agreement within 7 Business Days following the Effective Date,Local Agency shall provide to the State
certificates evidencing Subcontractor insurance coverage required under this Agreement within 7
Business Days following the Effective Date,except that,if Local Agency's subcontract is not in effect
as of the Effective Date, Local Agency shall provide to the State certificates showing Subcontractor
insurance coverage required under this Agreement within 7 Business Days following Local Agency's
execution of the subcontract.No later than 15 days before the expiration date of Local Agency's or any
Subcontractor's coverage, Local Agency shall deliver to the State certificates of insurance evidencing
renewals of coverage At any other time during the term of this Agreement,upon request by the State,
Local Agency shall, within 7 Business Days following the request by the State, supply to (he State
evidence satisfactory to the State of compliance with the provisions of this§12
13. BREACH
A Defined
The failure of a Party to perform any of its obligations in accordance with this Agreement,in whole or
In part or in a timely or satisfactory manner,shall be a breach The institution of proceedings under any
bankruptcy,insolvency,reorganization or similar law,by or against Local Agency,or the appointment
of a receiver or similar officer for Local Agency or any of its property, which is not vacated or fully
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stayed within 30 days after the institution of such proceeding, shall also constitute a breach
B. Notice and Cure Period
In the event of a breach,the aggrieved Party shall give written notice of breach to the other Party If the
notified Party does not cure the breach,at its sole expense,within 30 days after the delivery of written
notice,the Party may exercise any of the remedies as described in §14 for that Party.Notwithstanding
any provision of this Agreement to the contrary,the State,in its discretion,need not provide notice or a
cure period and may immediately terminate this Agreement in whole or in part or institute any other
remedy in the Agreement in order to protect the public interest of the State.
14. REMEDIES
A. State's Remedies
If Local Agency is in breach under any provision of this Agreement and falls to cure such breach,the
State,following the notice and cure period set forth in§13.B,shall have all of the remedies listed in this
§14.A.in addition to all other remedies set forth in this Agreement or at law The State may exercise any
or all of the remedies available to it,in its discretion,concurrently or consecutively
I Termination for Breach
In the event of Local Agency's uncured breach,the State may terminate this entire Agreement or any part of
this Agreement. Local Agency shall continue performance of this Agreement to the extent not
terminated,if any
a Obligations and Rights
To the extent specified in any termination notice, Local Agency shall not incur further
obligations or render further performance past the effective date of such notice, and shall
terminate outstanding orders and subcontracts with third parties However,Local Agency shall
complete and deliver to the State all Work not cancelled by the termination notice, and may
incur obligations as necessary to do so within this Agreement's terms At the request of the
State, Local Agency shall assign to the State all of Local Agency's rights,title,and interest in
and to such terminated orders or subcontracts Upon termination, Local Agency shall take
timely,reasonable and necessary action to protect and preserve property in the possession of
Local Agency but in which the State has an interest At the State's request,Local Agency shall
return materials owned by the State in Local Agency's possession at the time of any termination
Local Agency shall deliver all completed Work Product and all Work Product that was in the
process of completion to the State at the State's request
b Payments
Notwithstanding anything to the contrary,the State shall only pay Local Agency for accepted
Work received as of the date of termination If,after termination by the State,the State agrees
that Local Agency was not in breach or that Local Agency's action ar 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 as if this Agreement had been terminated in the public interest
under§2.0
c Damages and Withholding
Notwithstanding any other remedial action by the State, Local Agency shall remain liable to
the State for any damages sustained by the State in connection with any breach by Local
Agency,and the State may withhold payment to 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 Local
Agency is determined. The State may withhold any amount that may be due Local Agency as
the State deems necessary to protect the State against loss including,without limitation,loss as
a result of outstanding liens and excess costs incurred by the State in procuring from third
parties replacement Work as cover.
ii Remedies Not Involving Termination
The State,in its discretion,may exercise one or more of the following additional remedies'
a Suspend Performance
Suspend Local Agency's performance with respect to all or any portion of the Work pending
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corrective action as specified by the State without entitling Local Agency to an adjustment in
price or cost or an adjustment in the performance schedule.Local Agency shall promptly cease
performing Work and incurring costs in accordance with the State's directive, and the State
shall not be liable for costs incurred by Local Agency after the suspension of performance
b Withhold Payment
Withhold payment to Local Agency until Local Agency corrects its Work.
c Deny Payment
Deny payment for Work not performed, or that due to Local Agency's actions or inactions,
cannot be performed or if they were performed are reasonably of no value to the state,provided,
that any denial of payment shall be equal to the value of the obligations not performed
d Removal
Demand immediate removal from the Work of any of Local Agency's employees, agents, or
Subcontractors from the Work whom the State deems incompetent, careless, insubordinate,
unsuitable,or otherwise unacceptable or whose continued relation to this Agreement is deemed
by the State to be contrary to the public interest or the State's best interest.
e Intellectual Property
If any Work infringes a patent,copyright,trademark,trade secret,or other intellectual property
right, Local Agency shall, as approved by the State (a)secure that right to use such Work for
the State or Local Agency,(b)replace the Work with noninfnnging Work or modify the Work
so that it becomes noninfringing; or, (c)remove any infringing Work and refund the amount
paid for such Work to the State
B Local Agency's Remedies
If the State is in breach of any provision of this Agreement and does not cure such breach,Local Agency,
following the notice and cure period in §13.8 and the dispute resolution process in §15 shall have all
remedies available at law and equity
15. DISPUTE RESOLUTION
A. Initial Resolution
Except as herein specifically provided otherwise,disputes concerning the performance of this Agreement
which cannot be resolved by the designated Agreement representatives shall be referred in writing to a
senior departmental management staff member designated by the State and a senior manager designated
by Local Agency for resolution
B. Resolution of Controversies
If the initial resolution described in §15 A fads to resolve the dispute within 10 Business Days,
Contractor shall submit any alleged breach of this Contract by the State to the Procurement Official of
CDOT as described in§24-101-301(30),C R S for resolution in accordance with the provisions of§§24-
106-109,24-109-101 1, 24-109-101 5,24-109-106, 24-109-107, 24-109-201 through 24-109-206, and
24-109-501 through 24-109-505,C.R.S.,(the"Resolution Statutes"),except that if Contractor wishes to
challenge any decision rendered by the Procurement Official,Contractor's challenge shall be an appeal
to the executive director of the Department of Personnel and Administration,or their delegate,under the
Resolution Statutes before Contractor pursues any further action as permitted by such statutes. Except
as otherwise stated in this Section, all requirements of the Resolution Statutes shall apply including,
without limitation,time limitations
16. NOTICES AND REPRESENTATIVES
Each individual identified below shall be the principal representative of the designating Party All notices
required ar permitted to be given under this Agreement shall be in writing,and shall be delivered(i)by hand
with receipt required,(ii)by certified or registered mail to such Party's principal representative at the address
set forth below or(iii)as an email with read receipt requested to the principal representative at the email address,
if any,set forth below If a Party delivers a notice to another through email and the email is undeliverable,then,
unless the Party has been provided with an alternate email contact,the Party delivering the notice shall deliver
the notice by hand with receipt required or by certified or registered mail to such Party's principal representative
at the address set forth below. Either Party may change its principal representative or principal representative
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contact information by notice submitted in accordance with this §16 without a formal amendment to this
Agreement Unless otherwise provided in this Agreement,notices shall be effective upon delivery of the written
notice
For the State
Colorado Department of Transportation(CDOT)
Jason Huddle,Local Agency Program Manager
CDOT,Region 3
222 S.6th St,Room 317
Grand Junction,CO 81501
970-683-6253
Jason huddle@state,co.us
For the Local Agency
PITKIN COUNTY
G.R.Fielding,County Engineer
506 E Main St,STE 201
ASPEN,CO 81611
970-920-5206
gerald.fielding@pitkmcounty.com
17. RIGHTS IN WORK PRODUCT AND OTHER INFORMATION
A. Work Product
Local Agency assigns to the State and its successors and assigns,the entire right,title, and interest in
and to all causes of action, either in law or in equity, for past, present, or future infringement of
intellectual property rights related to the Work Product and all works based on, derived from, or
Incorporating the Work Product. Whether or not Local Agency is under contract with the State at the
time,Local Agency shall execute applications, assignments, and other documents, and shall render all
other reasonable assistance requested by the State, to enable the Stale to secure parents, copyrights,
licenses and other intellectual property rights related to the Work Product The Parties intend the Work
Product to be works made for hire.
Copyrights
To the extent that the Work Product(or any portion of the Work Product)would not be considered works
made for hire under applicable law,Local Agency hereby assigns to the State,the entire right,title,
and interest in and to copyrights in all Work Product and all works based upon, derived from, or
incorporating the Work Product, all copyright applications, registrations, extensions, or renewals
relating to all Work Product and all works based upon, derived from, or incorporating the Work
Product,and all moral nghts or similar rights with respect to the Work Product throughout the world.
To the extent that Local Agency cannot make any of the assignments required by this section,Local
Agency hereby grants to the State a perpetual,irrevocable,royalty-free license to use,modify,copy,
publish,display,perform,transfer,distribute,sell,and create derivative works of the Work Product
and all works based upon, derived from, or incorporating the Work Product by all means and
methods and in any format now known or Invented in the future The State may assign and license
its rights under this license
ii. Patents
In addition,Local Agency grants to the State(and to recipients of Work Product drstnbuted by or on behalf
of the State) a perpetual, worldwide, no-charge, royalty-free, irrevocable patent license to make,
have made,use,distribute,sell,offer for sale,import,transfer,and otherwise utilize,operate,modify
and propagate the contents of the Work Product Such license applies only to those patent claims
licensable by Local Agency that are necessarily infringed by the Work Product alone, or by the
combination of the Work Product with anything else used by the State
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B. Exclusive Property of the State
Except to the extent specifically provided elsewhere in this Agreement,any pre-existing State Records,
State software,research,reports,studies,photographs,negatives,or other documents,drawings,models,
materials, data, and information shall be the exclusive property of the State (collectively, 'State
Materials"). Local Agency shall not use, willingly allow, cause or permit Work Product or State
Materials to be used for any purpose other than the performance of Local Agency's obligations in this
Agreement without the prior written consent of the State. Upon termination of this Agreement for any
reason, Local Agency shall provide all Work Product and State Materials to the State in a form and
manner as directed by the State.
18. GOVERNMENTAL IMMUNITY
Liability for claims for injuries to persons or property arising from the negligence of the Parties, their
departments, boards, commissions committees,bureaus, offices, employees and officials shall be controlled
and limited by the provisions of the GIA,the Federal Tort Claims Act,28 U S.C.Pt VI,Ch. 171 and 28 U.S.C.
I346(b),and the State's risk management statutes,§§24-30-1501,etseq CR S.
19. STATEWIDE CONTRACT MANAGEMENT SYSTEM
If the maximum amount payable to Local Agency under this Agreement is$100,000 or greater, either on the
Effective Date or at anytime thereafter,this§19 shall apply.Local Agency agrees to be governed by and comply
with the provisions of §24-102-205, §24-102-206, §24-103-601, §24-103.5-101 and §24-105-102 C R.S
regarding the monitoring of vendor performance and the reporting of contract performance information in the
State's contract management system ("Contract Management System" or "CMS"). Local Agency's
performance shall be subject to evaluation and review in accordance with the terms and conditions of this
Agreement,Colorado statutes governing CMS,and State Fiscal Rules and State Controller policies.
20. GENERAL PROVISIONS
A. Assignment
Local Agency's rights and obligations under this Agreement are personal and may not be transferred or
assigned without the prior,written consent of the State.Any attempt at assignment or transfer without
such consent shall be void Any assignment or transfer of Local Agency's rights and obligations
approved by the State shall be subject to the provisions of this Agreement
B Subcontracts
Local Agency shall not enter into any subcontract in connection with its obligations under this
Agreement without the prior, written approval of the State Local Agency shall submit to the State a
copy of each such subcontract upon request by the Slate.All subcontracts entered into by Local Agency
in connection with this Agreement shall comply with all applicable federal and state laws and
regulations,shall provide that they are governed by the laws of the State of Colorado,and shall be subject
to all provisions of this Agreement
C. Binding Effect
Except as otherwise provided In §20.A. all provisions of this Agreement, including the benefits and
burdens,shall extend to and be binding upon the Parties'respective successors and assigns
D. Authonty
Each Party represents and warrants to the other that the execution and delivery of this Agreement and
the performance of such Party's obligations have been duly authorized.
E. Captions and References
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 All references in this Agreement to sections(whether
spelled out or using the§symbol),subsections,exhibits or other attachments,arc references to sections,
subsections, exhibits or other attachments contained herein or incorporated as a part hereof, unless
otherwise noted
F. Counterparts
This Agreement may be executed in multiple, identical, original counterparts, each of which shall be
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deemed to be an original,but all of which,taken together,shall constitute one and the same agreement
G Entire Understanding
This Agreement represents the complete integration of all understandings between the Parties related to
the Work, and all prior representations and understandings related to the Work, oral or written, arc
merged into this Agreement Prior or contemporaneous additions, deletions, or other changes to this
Agreement shall not have any force or effect whatsoever,unless embodied herein.
H. Jurisdiction and Venue
All suits or actions related to this Agreement shall be filed and proceedings held in the State of Colorado
and exclusive venue shall be in the City and County of Denver.
Modification
Except as otherwise provided in this Agreement, any modification to this Agreement shall only be
effective if agreed to in a formal amendment to this Agreement, properly executed and approved in
accordance with applicable Colorado State law and State Fiscal Rules Modifications permitted under
this Agreement, other than contract amendments, shall conform to the policies promulgated by the
Colorado State Controller
] Statutes,Regulations,Fiscal Rules,and Other Authority.
Any reference in this Agreement to a statute,regulation,State Fiscal Rule,fiscal policy or other authority
shall be interpreted to refer to such authonty then current,as may have been changed or amended since
the Effective Date of this Agreement.
K Order of Precedence
In the event of a conflict or inconsistency between this Agreement and any exhibits or attachment such
conflict or inconsistency shall be resolved by reference to the documents in the following order of
priority
i Colorado Special Provisions in the main body of this Agreement
u. The provisions of the other sections of the main body of this Agreement
BI Exhibit A,Statement of Work
Iv Exhibit D,Local Agency Resolution
v Exhibit C,Funding Provisions
vi. Exhibit B,Sample Option Letter.
vii Exhibit E,Local Agency Contract Administration Checklist
viii Other exhibits in descending order of their attachment.
L. Severability
The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or
enforceability of any other provision of this Agreement, which shall remain in full force and effect,
provided that the Parties can continue to perform their obligations under this Agreement in accordance
with the intent of the Agreement.
M. Survival of Certain Agreement Terms
Any provision of this Agreement that imposes an obligation on a Party after termination or expiration of
the Agreement shall survive the temunation or expiration of the Agreement and shall be enforceable by
the other Party.
N Taxes
The State is exempt from federal excise taxes under J R C. Chapter 32 (26 U.S.0, Subtitle D,Ch. 32)
(Federal Excise Tax Exemption Certificate of Registry No. 84-730123K) and from State and local
government sales and use taxes under§§39-26-704(1), et seq C.R.S. (Colorado Sales Tax Exemption
Identification Number 98-02565). The State shall not be liable for the payment of any excise,sales, or
use taxes, regardless of whether any political subdivision of the state imposes such taxes on Local
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Agency Local Agency shall be solely responsible for any exemptions from the collection of excise,sales
or use taxes that Local Agency may wish to have in place in connection with this Agreement.
N. Third Party Beneficianes
Except for the Parties' respective successors and assigns described in §20.C, this Agreement does not
and is not intended to confer any nghts or remedies upon any person or entity other than the Parties
Enforcement of this Agreement and all rights and obligations hereunder are reserved solely to the Parties
Any services or benefits which third parties receive as a result of this Agreement arc incidental to the
Agreement,and do not create any rights for such third parties
O Waiver
A Party's failure or delay in exercising any right, power, or privilege under this Agreement, whether
explicit or by lack of enforcement,shall not operate as a waiver,nor shall any single or partial exercise
of any right,power,or privilege preclude any other or further exercise of such right,power,or privilege
P. CORA Disclosure
To the extent not prohibited by federal law,this Agreement and the performance measures and standards
required under§24-103.5-101 C R S.,if any,are subject to public release through the CORA
Q Standard and Manner of Performance
Local Agency shall perform its obligations under this Agreement in accordance with the highest
standards of care,skill and diligence in Local Agency's industry,trade,or profession
R Licenses,Permits,and Other Authorizations.
Local Agency shall secure,prior to the Effective Date,and maintain at all times during the term of this
Agreement, at its sole expense,all licenses,certifications,permits,and other authonzations required to
perform its obligations under this Agreement, and shall ensure that all employees, agents and
Subcontractors secure and maintain at all times during the term of their employment, agency or
subcontract, all license, certifications, permits and other authorizations required to perform their
obligations in relation to this Agreement.
21. COLORADO SPECIAL PROVISIONS
These Special Provisions apply to all contracts except where noted in italics.
A. CONTROLLER'S APPROVAL.§24-30-202(1),C.R.S.
Thus Agreement shall not be valid until it has been approved by the Colorado State Controller or
designee
B FUND AVAILABILITY.§24-30-202(5.5),C.R.S.
Financial obligations of the State payable after the current State Fiscal Year are contingent upon funds
for that purpose being appropriated,budgeted,and otherwise made available
C GOVERNMENTAL IMMUNITY.
No tern 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,§24-10-101 etsey C.R.S.,or the Federal Tort Claims Act,2S U.S.0 Pt VI,Ch 171 and
2SUS C. 1346(b)
D INDEPENDENT CONTRACTOR
Local Agency shall perform its duties hereunder as an independent contractor and not as an employee
Neither Local Agency nor any agent or employee of Local Agency shall be deemed to be an agent or
employee of the State. 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 Local Agency or any of its agents or employees.Unemployment insurance
benefits will be available to Local Agency and its employees and agents only if such coverage is made
available by Local Agency or a third party.Local Agency shall pay when due all applicable employment
taxes and income taxes and local head taxes incurred pursuant to this Agreement. 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 Local Agency shall (i) provide and keep in force workers'
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compensation and unemployment compensation insurance in the amounts required by law,(u)provide
proof thereof when requested by the State, and (iii) be solely responsible for its acts and those of its
employees and agents.
E. COMPLIANCE WITH LAW.
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 discnmination and unfair
employment practices
F CHOICE OF LAW.
Colorado law,and rules and regulations issued pursuant thereto, shall be applied in the interpretation,
execution, and enforcement of this 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
G BINDING ARBITRATION PROHIBITED.
The State of Colorado does not agree to binding arbitration by any extra-judicial body or person Any
provision to the contrary in this Agreement or incorporated herein by reference shall be null and void
H SOFTWARE PIRACY PROHIBITION.Governor's Executive Order D 002 00.
State or other public funds payable under this Agreement shall not be used for the acquisition,operation,
or maintenance of computer software in violation of federal copyright laws or applicable licensing
restrictions Local Agency hereby certifies and warrants that,during the term of this Agreement and any
extensions,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 Local Agency is in violation of this
provision, the State may exercise any 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
I. EMPLOYEE FINANCIAL INTEREST/CONFLICT OF INTEREST.§§24-18-201 and 24-50-507,
C.R.S.
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 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 Local Agency's services and Local Agency shall not employ any person having such
known interests
22. FEDERAL REQUIREMENTS
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 summary of applicable
federal provisions are attached hereto as Exhibit F, Exhibit I,Exhibit.1,Exhibit K and Exhibit M arc
hereby incorporated by this reference
23. DISADVANTAGED BUSINESS ENTERPRISE(DBE)
Local Agency will comply with all requirements of Exhibit G and Local Agency Contract Administration
Checklist regarding DBE requirements for the Work,except that if Local Agency desires to use its own DBE
program to implement and administer the DBE provisions of 49 CF R Part 26 under this Agreement,it must
submit a copy of its program's requirements to the State for review and approval before the execution of this
Agreement If Local Agency uses any State-approved DBE program for this Agreement,Local Agency shall
be solely responsible to defend that DBE program and its use of that program against all legal and other
challenges or complaints,at its sole cost and expense.Such responsibility includes,without limitation,
determinations concerning DBE eligibility requirements and certification,adequate legal and factual bases for
DBE goals and good faith efforts State approval(if provided)of Local Agency's DBE program does not
waive or modify the sole responsibility of Local Agency for use of its program
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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 Cransportation.The decision of the Chief Engineer will he final and conclusive unless,within 30 calendar
days after the date of receipt ofa copy of such written decision,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,Local Agency shall be afforded an opportunity to be beard and to offer evidence
in support of its appeal Pending final decision of a dispute hereunder,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 authonzcd representative for the determination of such appeals shall be
final and conclusive and serve as final agency action.This dispute clause dues 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 offieial,representative,or board on a question
of law.
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STATE OF COLORADO INTERGOVERNMENTAL AGREEMENT
Signature and Cover Page
State Agency Agreement Routing Number
Department of Transportation 18-HA3-XC-00049
Local Agency Agreement Effective Date
PITKIN COUNTY The later of the effective date or
May 29,2018
Agreement Description Agreement Expiration Date
BRO SW02-122,CRI5 Castle Creek Bndge May 28,2023
Project# Region# Contract Writer Agreement Maximum Amount
22513 3 DZ 5425,000.00
THE PARTIES HERETO HAVE EXECUTED THIS AGREEMENT
Each person signing this Agreement represents and warrants that he or she is duly authonzcd to execute this
Agreement and to bind the Party authorizing his or her signature.
LOCAL AGENCY STATE OF COLORADO
PITKIN COUNTY John W Hickenlooper,Governor
Department is,Transportation
Din
^��l� 'chacl P.Lewis,Executive Director
Si ature /
p.� .�r� raw�'f
P Cl ! y oshua Lam yF P. .,C �f .ng ecr
r By (Pnnt Nameitle( tine.-s
Date: 7/J T/Otg
Date D4 - 06' - 30l$
2nd State or Local Agency Signature if Needed LEGAL REVIEW
Cynthia H Coffman,
Attorney General
Signature Assist nt ttomey General
By:(Pnnt Namc and Title) By:(Pnnt Name and Title)
Date- Date'
In accordance with§24-30-202 C R.S,this Agreement is not valid until signed and dated below by the State
Controller or an authorized delegate
STA • CONTROLLER
Rohe s C ,MBA,dD
By. �De bent of Tmnsportatio
Effective Date- 1/....11-71/
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EXHIBIT A, STATEMENT OF WORK
22513 — Pitkin County — CR15 Castle Creek Bridge (PIT-015-09.0)
BRO Project—5W02-122
SCOPE OF WORK
This is an off-system bridge replacement project on County Road 15 over Castle Creek located 9 miles to
the south of Aspen, Colorado in Pitkin County. The existing bridge, constructed m 1965, is currently
structurally deficient with a sufficiency rating of 11.6
Exhibit A—Page 1 of 1
EXHIBIT B, SAMPLE OPTION LETTER
State Agency Option Letter Number
Department of Transportation ZOPTLETNUM
Local Agency Agreement Routing Number
ZVENDORNAME ZSMARTNO
Agreement Maximum Amount
Initial term
State Fiscal Year ZFYY_I $ZFYA_I
Extension terms Agreement Effective Date
State Fiscal Year ZFYY_2 S ZFYA_2 The later of the effective date or ZSTARTDATEX
State Fiscal Year ZFYY 3 S ZFYA_3
State Fiscal Year ZFYY 4 $ZFYA_4
State Fiscal Year ZFYY_5 $ZFYA_5 Current Agreement Expiration Date
Total for all state fiscal years $ ZTERMDATEX
ZPERSVC_MAX
AMOUNT
1.OPTIONS:
A Option to extend for an Extension Term
B Option to unilaterally authorize the Local Agency to begin a phase which may include Design,Construction,
Environmental,Utilities,ROW incidentals or Miscellaneous ONLY(does not apply to Acquisition/Relocation
or Railroads)and to update encumbrance amounts(a new Exhibit C must be attached with the option letter and
shall be labeled C-1,future changes for this option shall be labeled as follows C-2,C-3,C-4,etc.)
C Option to unilaterally transfer funds from one phase to another phase(a new Exhibit C must be attached with
the option letter and shall be labeled C-1, future changes for this option shall be labeled as follows.C-2, C-3,
C-4,etc)
D Option to unilaterally do both A and B(a new Exhibit C must be attached with the option letter and shall be
labeled C-1,future changes for this option shall be labeled as follows. C-2,C-3,C-4,etc.)
E Option to update a Phase Performance Period and/or Modify OMB Uniform Guidance Information
2.REQUIRED PROVISIONS:
Option A
In accordance with Section 2,C of the Original Agreement referenced above,the State hereby exercises its option for an
additional term,beginning on(insert date)and ending on the current contract expiration date shown above,under the same
funding provisions stated in the Original Contract Exhibit C,as amended
Option B
In accordance with Section 7,E of the Original Agreement referenced above,the State hereby excenses its option to
authonze the Local Agency to begin a phase that will include(describe which phase will be added and include all that
apply—Design, Construction,Environmental, Utilities,ROW incidentals or M,ccellaneous)and to encumberpreviously
budgeted funds for the phase based upon changes in funding availability and authorization.The encumbrance for(Design,
Construction, Environmental, Utilities, ROW incidentals or Misrellaneous)rs(insert dollars here).A new Exhibit C-I is
made part of the original Agreement and replaces Exhibit C (The following is a NOTE only,please delete when using this
option Future changes for this option for Exhibit C shall he fabled as follows C-2, C-3, C-4,etc)
Option C
In accordance with Section 7,E of the Original Agreement referenced above,the State hereby excenses its option to
authorize the Local Agency to transfer funds from(describe phase from which funds will he moved)to(describe phase to
Exhibit B -Page 1 of 2
which funds will be moved)based on variance in actual phase costs and original phase estimates A new Exhibit C-1 is
made part of the original Agreement and replaces Exhibit C.
Option D
In accordance with Section 7,F of the Original Agreement referenced above,the State hereby excenses its option to
authorize the Local Agency to begin a phase that will include(desenbe which phase will be added and include all That
apply Design, Construction,Environmental, Unbties, ROK'incidentals or Miscellaneous),2)to encumber funds (orthe
phase based upon changes in funding availability and authonzalion,and 3)to transfer funds from(describe phasefram
which funds will be moved)to(describe phase to which funds will be moved)based on variance in actual phase costsand
original phase estimates.A new Exhibit C-I is made part of the original Agreement and replaces ExbibitC.
(The following language must be included on ALl,options)
The Agreement Maximum Amount able on the Contracts Signature and Cover Page is hereby deleted and replaced with
the Current Agreement Maximum Amount table shown above.
Option E
In accordance with Section 7,E of the Original Agreement referenced above,the State hereby excenses its option to
authorize the I neat Agency to update a Phase Perfurnance Period and/or Modify OMB Uniform Guidance Information A
new Exhibit C-f is made part of the original Agreement and replaces Exhibit C.
3.OPTION EFFECTIVE DATE:
The effective date of this option letter is upon approval of the State Controller ordelegate.
APPROVALS:
State of Colorado:
John W.Hickenlooper,Governor
By._ _Date
Executive Director,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 Agreement is not valid until
signed and dated below by the State Controller or delegate.Contractor is not authorized to begin performance until
such time.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
Date
Exhibit B -Page 1 of 2
EXHIBIT C—FUNDING PROVISIONS ProjectI BRO SW02-122(22513)
A. Cost of Work Estimate
The Local Agency has estimated the total cost the Work to be 5425,000.00,which is to be funded as fellows_ _
I. BUDGETED FUNDS
a Federal Funds 5340,000.00
(80°%of Participating Costs)
b. Local Agency Matching Funds S85,000 00
(20%of Participating Costs)
TOTAL BUDGETED FUNDS $425,00000
2. OMB UNIFORM GUIDANCE
a Federal Award Identification Number(FAIN): THE,
b Federal Award Date- TBD
C. Amount of Federal Funds Obligated: $0.00
d. Total Amount of Federal Award $340000.00
e. Name of Federal Awarding Agency FHWA
f CFDA#•Highway Plannmg and Commission CFDA 20.205
g Is the Award for R&D? No
h. Indirect Cost Rate(if apphcahlel N/A
3. ESTIMATED PAYMENT TO LOCAL AGENCY
a. Federal Funds Budgeted S340,000 00
b. Less Estimated Fedet al Share of CDOT-Incurred Costs $0001
TOTAL ESTIMATED PAYMENT TO LOCAL AGENCY [ $000
4. FOR CDOT ENCUMBRANCE PURPOSES
a Iota]Encumbrance Amount $425,000.00
b less ROW Acquisition 3111 and/or ROW Relocation 3109
Net to be encumbered as follows, I $425,000.00
Note:No phase funds are currently not available. Funds will become available after federal authorization and
execution of an Option Letter(Exhibit B}orformatAmendment
WBS Element 22513.10.30 Performance Period Stan*fend Date
5210%2018 831/2020 I Desi n 3020 SU.00
WBS Element 22513.20.10 Performance Period SiarPlF.na Date
End Date:'I UD Const 3301 I $000
'The Local Agency abonid not begin work until all three alike following are in place:t}Phase Performance Period Stan Date;2}the
execution of the document encumbering fish for the respective phase;and 3) Local Agency receipt of the official Notice to
Proceed.Any work performs before that three milestones are achieved will not be reimbursable.
Exhibit C- Page 1
B. Matching Funds
The matching ratio for the federal participating funds for this Work is 80%federal-aid funds to 20%Local
Agency funds.it being understood that such ratio applies only to the$425,000 00 that is eligible fur federal
participation,it being further understood that all non-participating costs are borne by the Local Agency at
100%.If the total participating cost of performance of the Work exceeds$475,000 00,and additional federal
Fends arc made available for she Work,the Local Agency shall pay 20%of all such costs eligible for federal
participation and 100%of all nonparticipating costs,if additional federal funds are not made available,the
Local Agency shall pay all such excess costs.If the total participating cost of performance of the Work is less
than 5425,000 00,then the amounts of Local Agency and federal-aid funds will be decreased in accordance
with the funding ratio described herein The performance of the Work shall be at no cost to the State
C. Maximum Amount Payable
The maximum amount payable to the Local Agency under this Agreement shall be$140,000 00 if For CDOT
accounting purposes,the federal funds of$85,000 00 and the Local Agency matching funds of S85,000.00 will
be encumbered for a total encumbrance of$425,000 00),unless such amount is increased by an appropriate
written modification to this Agreement executed before any increased cost is incurred. It is understood and
agreed by the parties hereto that the total cost of the Work staled hereinbefore is the best estimate available,
based on the design data as approved at the time of execution of this Agreement,and that such cost is subject
to revisions(in accord with the procedure in the previous sentence)agreeable to the parties prior to bid and
award
The maximum amount payable shall be reduced without amendment when the actual amount of the Local
Agency's awarded contract is less than the budgeted total of the federal participating funds and the Local
Agency matching funds. The maximum amount payable shall be reduced through the execution of an Option
Letter as described in Section 7 A.of this contract,
D. Single Audit Aet Amendment
All state and local government and non-profit organizations roc eiving more than$750,000 from all funding
sourtes defined as federal financial assistance for Single Audit Act Amendment purposes shall comply with
the audit requirements of 2 CFR part 200 subpart F(Audit Requirements)sec also,49 C F.R. 18.20 through
18 26.The Single Audit Act Amendment requirements applicable to the Local Agency receiving federal funds
are as follows:
I- Expenditure less than$750,000
If the Local Agency expends less than$750,000 in Federal funds(all federal sources,not just
Highway funds)in its fiscal year then this requirement does not apply.
u Expenditure of$750,000 or more-Highway Funds Only
If the Local Agency expends$750,000 or more,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 fm this
program arca.
in. Expenditure of$750,000 or more-Multiple Funding Sources
If the Local Agency expends$750,000 of more in Federal funds,and the Federal funds are from
multiple sources(Fl A,HUD,NPS,etc )then the Single Audit Act applies,which is an audit on
the entire organizatiuriennty.
n. 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
Exhibit C Page 2
EXHIBIT E, LOCAL AGENCY CONTRACT ADMINISTRAITON CHECKLIST
LOCAL AGENCY CONTRACT ADMINISTRATION CHECKLIST
The following checklist has been developed to ensure that all required
aspects of a project approved for Federal funding have been addressed and a
responsible party assigned for each task.
After a project has been approved for Federal funding in the Statewide
Transportation Improvement Program, the Colorado Department of
Transportation (CDOT)Project Manager, Local Agency Project Manager, and
CDOT Resident Engineer prepare the checklist. It becomes a part of the
contractual agreement between the Local Agency and CDOT. The CDOT
Agreements Unit will not process a Local Agency agreement without this
completed checklist It will be reviewed at the Final Office Review meeting to
ensure that all parties remain in agreement as to who is responsible for
performing individual tasks.
Page 1 of 5
COLORADO DEPARTMENT OF TRANSPORTATION
LOCAL AGENCY CONTRACT ADMINISTRATION CHECKLIST
Project No STIP No Project Code Region
BRO SW02-122
22513 3
Project Location Date
Pitkin County—CR15 Castle Creek Bridge 02-21-2018
Project Description
Bridge Replacement
Local Agency Local Agency Project Manager
Pitkin County Gerald Fielding /970-725-5206
CDOT Resident Engineer CDOT Project Manager
Peter Lombardi /970-328-9962 Jason Huddle/970-986-9251 (cell)
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 CDOT 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 if 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
Note
Failure to comply with applicable Federal and State requirements may result in the loss of Federal or State participation in
funding
RESPONSIBLE
NO. DESCRIPTION OF TASK PARTY
LA CDOT
TIP/STIP AND LONG-RANGE PLANS
2.1 Review Project to ensure it is consistent with STIP and amendments thereto X
FEDERAL FUNDING OBLIGATION AND AUTHORIZATION
41 Authorize funding by phases(CDOT Form 418-Federal-aid Program Data Requires FHWA X
con cu nen celinvolvement)
PROJECT DEVELOPMENT
5 1 Prepare Design Data-CDOT Form 463 X
5.2 Prepare Local Agency/CDOT Inter-Governmental Agreement dee also Chpler3) _ X
5 3 Conduct Consultant Selection/Execute Consultant Agreement X
• Project Development
• Construction Contract Administration(including Fabncation Inspection Services)
54 Conduct Design Scoping Review Meeting X
5 5 Conduct Public Involvement X
5.6 Conduct Field Inspection Review(FIR) X
57 Conduct Environmental Processes(may require FHWAconcurrencelinvolvement) X X
58 Acquire Right-of-Way(may require FHWAconcurrencelinvolvement) X
59 Obtain Utility and Railroad Agreements X
510 Conduct Final Office Review(FOR) X
Page 2 of 5 CDOT Form 1243 3/16 Page 1 of 4
Previous editions are obsolete and may not be used
RESPONSIBLE
NO. DESCRIPTION OF TASK PARTY
LA CDOT
511 Justify Force Account Work by the Local Agency X
5 12 Justify Proprietary, Sole Source,or Local Agency Furnished Items X
5.13 Document Design Exceptions-COOT Form 464 X X
514 Prepare Plans,Specifications,Construction Cost Estimates and Submittals X
515 Ensure Authorization of Funds for Construction X
PROJECT DEVELOPMENT CIVIL RIGHTS AND LABOR COMPLIANCE
61 Set Disadvantaged Business Enterprise(DBE)Goals for Consultant and Construction X
Contracts(CDOT Region EEO/Civil Rights Specialist)
6 2 Determine Applicability of Davis-Bacon Act X
This project 0 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)
Peter Lombardi February 7,2018
CDOT Resident Engineer(Signature on File)- Date
6.3 Set On-the-Job Training Goals(COOT Region EEO/Civil Rights Specialist) X
64 Title VI Assurances -
Ensure the correct Federal Wage Decision,all required Disadvantaged Business X X
Enterpnse/On-the-Job Training special provisions and FHWA Form 1273 are included in the
Contract(COOT Resident Engineer)
ADVERTISE, BID AND AWARD of CONSTRUCTION PROJECTS
71 Obtain Approval for Advertisement Period of Less Than Three Weeks X
72 Advertise for Bids X
7 3 Distnbute"Advertisement Set"of Plans and Specifications X
7 4 Review Worksite and Plan Details with Prospective Bidders While Project Is Under X
Advertisement
75 Open Bids X
7 6 Process Bids for Compliance
Check CDOT Form 1415—Commitment Confirmation when the low bidder meets DBE goals X
Evaluate COOT Form 1416-Good Faith Effort Report and determine if the Contractorhas
made a good faith effort when the low bidder does not meet DBE goals X
Submit required documentation for CDOT award concurrence X
7.7 Concurrence from COOT to Award X X
7 8 Approve Rejection of Low Bidder X
7.9 Award Contract X
7.10 Provide"Award"and"Record"Sets of Plans and Specifications X i
CONSTRUCTION MANAGEMENT
8 1 Issue Notice to Proceed to the Contractor X
82 Project Safety X
83 Conduct Conferences
, 'pi Pre-Construction Conference(Appendix B) X
• Fabncation Inspection Notifications
".'k«¢"v' Pre-survey X
-rte'4 $ : • Construction staking
`a`'q4 • Monumentation
b'k Partnenng(Optional) X
v _
Stnictural Concrete Pre-Pour(Agenda is in COOTConstruct/ori Manual) X
ii:/1111. Concrete Pavement Pre-Paving(Agenda is in CDOT Construction Manual) X
. =Y= ' HMA Pre-Paving(Agenda is in COOT Construction Manual) X
84 Develop and distnbute Public Notice of Planned Construction to media and local residents X
COOT Form 1243 3/16 Page 2 of 4
Page 3 of 5
Previous editions are obsolete and may not be used
RESPONSIBLE
NO. DESCRIPTION OF TASK PARTY
LA CDOT
8 5 Supervise Construction
A Professional Engineer(PE)registered in Colorado,who will be"in responsible charge of X
construction supervision"
Pltking County(TBD)
Local Agency Professional Engineer or Phone number
CDOT Resident Engineer
Provide competent,expenenced staff who will ensure the Contract work is constructed in X
accordance with the plans and specifications
Construction inspection and documentation X
- - Fabrication Inspection and documentation X
8 6 Approve Shop Drawings X X
87 Perform Traffic Control Inspections X X
8 8 Perform Construction Surveying X
89 Monument Right-of-Way X
810 Prepare and Approve Interim and Final Contractor Pay Estimates Collect and review COOT X
Form 1418(or equivalent)
Provide the name and phone number of the person authorized for this task.
Gerald Fielding 970-725-5602
Local Agency Representative Phone number
8 11 Prepare and Approve Interim and Final Utility and Railroad Billings X
8 12 Prepare and Authorize Change Orders X X
813 Submit Change Order Package to CDOT X
8 14 Prepare Local Agency Reimbursement Requests X
815 Monitor Project Financial Status X X
816 Prepare and Submit Monthly Progress Reports X
8.17 Resolve Contractor Claims and Disputes X
8 18 Conduct Routine and Random Project Reviews
Provide the name and phone number of the person responsible for this task. X
Peter Lombardi 970-328-9962
CDOT Resident Engineer Phone number
8 19 Ongoing Oversight of DBE Participation X
MATERIALS
91 Discuss Materials at Pre-Construction Meeting X X
• Buy Amenca documentation required prior to installation of steel
9 2 Complete CDOT Form 250-Materials Documentation Record X X
• 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 distnbute form after work is completed
9 3 Perform Project Acceptance Samples and Tests X
94 Perform Laboratory Verification Tests X
9 5 Accept Manufactured Products X
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 X
9 7 Independent Assurance Testing(IAT), Local Agency Procedures 0 CDOT Procedures ® X
• Generate IAT schedule
• Schedule and provide notification
• Conduct IAT
CDOT Form 1243 3/16 Page 3 of 4
Page 4 of 5
Previous editions are obsolete and may not be used
RESPONSIBLE
NO. DESCRIPTION OF TASK PARTY
LA CDOT
98 Approve mix designs X X
• Concrete
• Hot mix asphalt
9 9 Check Final Matenals Documentation X X
9 10 Complete and Distribute Final Materials Documentation X
CONSTRUCTION CIVIL RIGHTS AND LABOR COMPLIANCE
101 Fulfill Protect Bulletin Board and Pre-Construction Packet Requirements X
10.2 Process CDOT Form 205-Sublet Permit Application X
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 X
Interviews Complete CDOT Form 280
10 4 Monitor Disadvantaged Business Enterprise Participation to Ensure Compliance with the X
"Commercially Useful Function"Requirements
10 5 Conduct Interviews When Project Utilizes On-the-Job Trainees. X
• Complete CDOT Form 1337–Contractor Commitment to Meet OJT Requirements
• Complete CDOT Form 838–OJT Trainee/Apprentice Record
_ _ • Complete CDOT Form 200-OJT Training Questionnaire
10 6 Check Certified Payrolls(Contact the Region EEO/Cml Rights Specialists for training requirements) X
10 7 Submit FHWA Form 1391 -Highway Construction Contractor's Annual EEO Report X
FINALS
11 1 Conduct Final Project Inspection Complete and submit CDOT Form 1212-Final X X
Acceptance Report(Resident Engineer with mandatory Local Agency participation)
11 2 Wide Final Project Acceptance Letter X
11 3 Advertise for Final Settlement X
11 4 Prepare and Distribute Final As-Constructed Plans X
11 5 Prepare EEO Certification and Collect EEO Forms X
11 6 Check Final Quantities, Plans,and Pay Estimate,Check Project Documentation, and submit X
Final Certifications
11 7 Check Matenal Documentation and Accept Final Matenal Certification(See Chapter9) X
11 8 Obtain CDOT Form 1419 from the Contractor and Submit to the CDOT Project Manager X
119 (FuWA Fe—ev d^e^n••^aed) N/A N/A
11 10 Complete and Submit CDOT Form 1212–Final Acceptance Report(by CDOT) X
11 11 Process Final Payment X X
11 12 Complete and Submit CDOT Form 950-Project Closure X
11.13 Retain Project Records for Six Years from Date of Project Closure X
11 14 Retain Final Version of Local Agency Contract Administration Checklist X
cc CDOT Resident Engineer/Project Manager
CDOT Region Program Engineer
CDOT Region EEO/Civil Rights Specialist
CDOT Region Materials Engineer
CDOT Contracts and Market Analysis Branch
Local Agency Project Manager
Page 5 of 5
COOT Form 1243 3/16 Page 4 of 4
Previous editions are obsolete and may not be used
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 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 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 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 suchfailure
The prospective participant also agree by submitting his or her bid or proposal that he or she shall require that
the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and thetall
such sub-recipients shall certify and disclose accordingly
Exhibit F-Page 1 of 1
EXHIBIT G, DISADVANTAGED BUSINESS ENTERPRISE
SECTION 1 Policy.
It is the policy of the Colorado Department of Transportation(CDOT)that disadvantaged business enterprises shall
have the maximum opportunity to participate in the performance of contracts financed in whole or in part with
Federal funds under this agreement, pursuant to 49 CFR Part 26 Consequently, the 49 CFR Part IE DBE
requirements the Colorado Department of Transportation DBE Program (or a Local Agency DBE Program
approved in advance by the State)apply to this agreement.
SECTION 2. DBE Obligation
The recipient or its the Local Agency agrees to ensure that disadvantaged business enterprises as determined by
the Office of Certification at the Colorado Department of Regulatory Agencies have the maximum opportunity to
participate in the performance of contracts and subcontracts financed in whole or in part with Federal funds provided
under this agreement. In this regard,all participants or contractors shall take all necessary and reasonable steps in
accordance with the CDOT DBE program (or a Local Agency DBE Program approved in advance by the State) to
ensure that disadvantaged business enterprises have the maximum opportunity to compete for and perform
contracts Recipients and their contractors shall not discriminate on the basis of race,color,national origin, or sex in
the award and performance of CDOT assisted contracts.
SECTION 3 DBE Program
The Local Agency (sub-recipient) shall be responsible for obtaining the Disadvantaged Business Enterprise
Program of the Colorado Department of Transportation, 1988, as amended, and shall comply with the applicable
provisions of the program. (If applicable)
A copy of the DBE Program is available from and will be mailed to the Local Agency upon request:
Business Programs Office
Colorado Department of Transportation
4201 East Arkansas Avenue, Room 287
Denver, Colorado 80222-3400
Phone. (303)757-9234
REVISED 1/22/98 REQUIRED BY 49 CFR PART 26
Exhibit G-Page I of 1
EXHIBIT H, LOCAL AGENCY PROCEDURES FOR 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 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 1721
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, and the goal of 10% for Disadvantaged
Business Enterprise (DBE) participation as a minimum 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
Exhibit H -Page 1 of 2
d. Anticipated design concepts, and
e. Alternative methods of approach for furnishing the professional services.
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.
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
Exhibit H-Page 2 of 2
EXHIBIT I, FEDERAL-AID CONTRACT PROVISIONS FOR
CONSTRUCTION CONTRACTS
FHVA-1273- Revsed May 12012
REQUIRED CONTRACT PROVISIONS
FEDERAL-AD CONSTRUCTION CONTRACTS
I Genera 3 A'sea of any of the stpWYons esmamed n these
II Nodscmmmobon Requite Conran Pronswns may be sufficient grounds for
III Nonsegregated Faceties withholding m prowess svymems wrhhho ng of trial
IV Dans-Bacon ma Related Act Proms ons payrmerrt.terminaon of the contract,nssce3ion deWml¢m
V Contract Work Hours and Safety Standacs Ad a ace other actor deeermmed to be apprppnate by the
Provisoes .mlraCnp age'cy and FHSVA
Vi Subletting a Asshgnmp the Contract
Vii Safety Accident Prebend.) 4 c ert,on of Labor During the performance or this contact
VIII False Statements Concerning Highway Primo. the cortracln shall not tale convict Labor Tor any purpose
Ix Impleme.N[ron d Cleve Art Act and Federal Water eaten the ulna of a constructor protect on a Federal-aid
Pollution Coed Act niphway unless his labor pe.ormeo by cooks tido are c
K Compiance with Govenvnemwoe Suspension and Prole supervises release or probation The tern Federal-ad
Debarment Requnements highway does not include roadways fund maid classkred as
Xl Certrficaton Regarding Use or Carman Fans fa bra reads or rearm mor collectors
Lobbying
ATTACHMENTS I1 NONDISCRIMINATION
A Employment and Materials Preference for Appaacha- The provisoes of tris sector related to 23 CFR Pan 230 are
Deuelcennem Highway System Of Appatach ar Local Access appLrable to all Federa-ad constructor contacts and to all
Road Contacts Included in Appalachian w'a-ects coy: reales constructor subcomracts of S10000 or more The
Aoaxeris of 23 CFR Part 230 are not appuble to magas'
I GENERAL
e^greennp a achrte,n service rotted,
In addition the contractor and Y subcontractors must convert
I Fain FHWA-1273 must be physically incorporated in each with Fie fa&wnpPolicies £xecutee Order 1124041 CFR 60
constrictor conal funded under Tale 23 feso.dng 2i CFR 1625-1627,The 23 USC Seton 140,the
emergency contracts solely intenoed'oroebns remova) The Rehabngnon Act of 1073.as amended 129 USC 7041 Title V'
contractor tor subcpdracty)must Insert tux fon n each of the Cm Rights Act of 1464,as amended,and retatee
subcontract and atter require its nwso in at lover ter regulators including 40 CFR Parts 21 2C and 27 and 23 CFR
subcontracts(excluding purchase orders rental agreements Parts 2110.230 arc 033
and other agreements for supplies or services)
The cornract,r and all subcontractors must oo.npy with the
The applicable requirements dr Form FHWA-123 are mgueemems of the Equal Opa worry Clausen 41 CFR CO
vicerpwaed by reference tor work done under any prase 14;b)and,for all consddcbon contracts exceedng$10.000,
Order rental agreement o agreement for other serous The the Standard Federal Equal Employment Opportunity
prime contractor sial be responsbe for compliance by any Construction Cowan Spec•Autora in 41 CFR 60-4 3
subcontractor,lower-ter subcontractor or service provider
Noce The U S Deportment o'teem has exclusive arhomytc
Form FHWA-1273 must be included in al Feder -ad design- determine compliance mM Executve Order 11240 and Ce
build contracts in an subcontracts and in lower tier polices of the Secretary or Labor including 41 CFR 60 and 20
subcontracts(excluding subcontracts for desgn services, CFR 1225-1627 The co tractvg agency aro the FHrVA have
purchase orders rota agreements and Ohm agreements fa the authority and the responsbM y to ensure canplace wmh
supplies or sconces) The desgrbuAtler she;be respmnbre Tale 22 USC Seaton 140 the Reha ileaton Act or 1973 as
br compliance by any 5..a tactor lower-tier subcontractor amerced l cUSSC 7077,and Tide VI of We Cool Rghls Act of
or service provider 1064 as menden and related regulators ndud ng 49CFR
Farts 21,26 and:7 and 23 CFR Parts 20D,230,aid 633
Contactmp agencies may reference Fern FHWA-1273 in eco
�
s oar request
beproposal hw
documents,however the The follorp provision s adopted nom 23 CFR 230 Append.
Myshryly acopoaed Inc! a,ad appmpnare revisions to ce oorm to the U S
referenced)n an contracts subcontracts and;aver-mer Department of Labor+UE DOL i and FHWA requirements
subcontracts excluding purchase orders retia agreements
and other agreements for senates or services relates ria a I Equal Employment Opportunity Equal employment
construction contract opporrm ay IEE0i requirements not to disammad and to oke
afdratve action to assure equal apporunrty as set forth
2 Subtext to the appbcabthry cora noted in the falowng ,oder it vs,etteubve odes rules repiators(26 CFR 35,
sections.mese contract provisos shat app.to all son a CFR 1630 20 CFR 1625-1627 41 CFR CO and 40 CFR 271
performed on the[retract by the contactors on ag.r soon and ceders or the Secretary of Labor as modified by the
and wah the assstace of workers under the cceaactvs minions;resorbed herein and imposed pursuant to 23
immediate sspenmendence and to all walk perbrnec on Re U 5 C 143 Hall ccnsttue the E£D atl specific ardnutree
contact by piecework,Baton work or by subcontract action standards for the contractor's project acvvtes undo
Exhibit 1-Page 1 of 12
this cornet(The provisans of the Americans wah Dsabeaes 4 Recruitnerd When adsertsing for employees,the
Act of I WWO(42 USC 12101 et seq 1 set font under 2d CFR contractor wit include m an adverme nses for employees to
3E and 2g CFR 1830 am nwpaxed by r#erence in ms rotator "An Equal Opportunity Employer' AM such
contract In the'muton Mthls mimed,theeatada ademsenents will be placed m publications having a Urge
agrees to comply with the t lowing rhenium specific circulation ammammmtes and women m the areafrom
requitement actrvtes&EEO which the protect work Woe would normally be nerved
a The contractor will work with the contracbnp agency and a The contractor will,unless precluded by a web
the Federal Government t ensure that has made every bargeming agreement,conduct sysematre and hied
good farm effort to porde equal opportunity nth respect tO of recrutnent through public are pnvate employee referral
M its terms and cow:eons&employment and n the review sou-ccs Rely m weld qualred mmontez and woven To
of adwtes under the contras meet les requirement the=mentor mi den1M1y soaces of
orogen.(newly group employees,and establish with sun
b The contractor will accept as its opeaang policy the oentted smmes procedures whereby nanny and waren
bllowng statement applicants may be referred to the contratrfor employment
consideration
"Its the policy of this Company to assure Cut applicants
are employed.and that employees are treated hemp b In the evert the contractor has a valid barganrg
employment without regard to their ram +Hgim,sek cola agreement ponding for ndusae hang hall referrals,the
nanengi
al awn.age a disabilty Such attar shall TreacleTreacle
e contractor is expected to observe the provisions of tat
employment upgrading demotion or trnsner,rewortrnent or agreement to the einem 11atthe system men the contractors
recruitment adverusmg layoffs termmatem,rates of pay or compliance with EEO contact provisions Where
other fonts ce canpensaton,rd selected nor Wining mplementton of such an agreement has the ear€otI
mdudng ap eempceshp pmapprentoes're ander or-the- d summating against mrnmmles or women aodlgates the
Job training' contractor to do the same,such mplemnematon violates
Fede a''nondsrnmnaton povlsors
2 EEO Officer The contractor all designate and make
known to the contracting oRcers an EEO Once who will have c The contractor will encourage Is present employees to
the resporsibley for and rroat be capable of electively refer minorities and waren as appleams for empIoymem
administer g and promotng an acts EEO program and who Irtonnaton and procedures with regard to relemng soh
must be assgrred adequate a Marty and respmstanyto m applicants will be discussed wth employees
SO 5 personnel Actions-Wages waking condnons and
3 Dissemination of Policy AM members of the wdrates employee benefits shall be established and elininstered and
stat wino are athomed to hire,srgerwse pnanae,and personnel actons of every type,.,ding hog,upgradrg,
discharge
substantially mstived+n such action,wtl be mao recommend such ade-fullion or y taken wmoN�a to race color.demotion �tsemrtaio shalt be
cognizant o•,and will enpwment the contractures EEOrepatdgin sex,national
and contractual resorifice ago ageadlsabgny The following procedures shall be
pmtyment provide me"a the Wane followed
agre etcatron met.the hollowing axmrsnen be taken as a a The contractor will kwduapens ad.cn+yneMptes
minimum drte of iInsuremxwakmg ryheame are preyed sl fxliRes
a permit meetings Mponos indicate mzmminamrybeamsnt o'peJect srte
ge supervisory andstsopersonnelokand gems..'(
employees ova a conductedeevery
rbsa n the start Moot and Mow-,
cotless ors n Emanonceevd a im eine x'wit tine the b Thecontractor
Reinmrall periodically
to'vadatmespread M
contractors
vewcd denpanty aides int w be nine wagespaiddMmextdusge rca icdatemme any
reviewed and enplaned The meetings wp'�6e conducted by evidence Mtlsaminmmy nage practices
the EEO Officer
M new c Thmi antaaawtemiIl ne ne whether there
selected6wd.reof
b athoruupervocryaion by nel EEC emploaeswill Ee d scnnntai Wto eree t4enc isfound ters recto of
as mayor aspects
indoctrinationthe D cbgatons Officer Whin
tloenmylake Wecthere evdeone the ma.Ihe wnes Mat
dim;aysfpeowng Mee repcmng for
udreh the wtln dsmptlynmri forke mammas tionbey d the aeons revwidsuc
Mlrty days following Mee reppmn8 fa duty w[h the carPama discriminator ctoc shall
sewed such
urtettra aNm shall include all aFmhtl persons
c All igect personnel who are engaged E direct in trent for
the posedwill cedetrsfAstlbytie FED en; inure d The Iwmtstawill promptly
thmcenbgrtoall cowlaints
contractors procedures for lacxmpwoo bung minorities and wkgblgatimxuneatlemmtac wit atncomreNa
women with n onn w ill this anemo ori attempt toe resone
such complaints.ardwin take inveprtemneareadorn
tl Notices be pntlpd in
ners yas ma ly eaatleto contractors mEE0 odbrn" reasonable tine eMors other
narrates that the
policy apecantl be for
inane madly empkmsmploy4es soh c mct'eabon ay acts WMict slud suchoninecsons want
applicanlita emplq+nem and ro[entralemagees comple ion feac wwest .tion the euchothapwsm Upon
cemylxronMeach f all otthonnues o' rill(dam
e Thecontractor;olic per
bero and to tie attention
every complainant MallMtheraanlres Jappeal
employees
bym policy tree brought p Vic ahrctn of
'mel omen means ameeemm,.retry''ha^gtovks,Cr 6Tnmrnp and Promotion
aberappopnate means
a The wrtraha will assist n locatng,qualifying,and
naeasrng me skis of mnemes and women who are
Exhibit I -Page 2 of 12
applicants for employment or current employees Such tends withte requirements for and comply with the Amercans mei
should be awned at derebpmp full looney levet stator Disabilnws Aa and all rules and regulators estblahed theft
employees in the type of eade a yob Uasecatlr imvived. under. Employers must porde reasonable accommodation n
al employment ermines unless to do so would cause an
b Connsstent with the contractor$work force requirements undue hardshp
and as permissible under Federal and Sant iegulatcess the
ooma^tot stag make tut me of training pagrars.ie 9 Selection of Slbwrtracto*s.Procurement of Materials
apprenticeship,and on-he-lab training progsnste the and Lend°of Equipment-The conoaaor shall not
geographical area icmnraa performance In the even a disrmmae on the grounds of rant,color.religion sex,
specat prows on for eating is Forded under its cotct natraG n*9^'.age or dsabety an the selection and tefenar
eats subparagraph ad be superseded as Staled m the of subcontractors,mdudmg protsemen a matenat and
special prior The caaa:tmg mercy may reserve leases of equipment The contact*shall fake al necessary
taming pose:miser persons who receive welfare ass stance and reasonare stepsto ensue rotdmcerrtat'on r re
in aomrdance wth 23 U S C 140dt acmimsoabon d is contact
c The contractor will ase employees ara appiear's fon a The cgrater shah notify all paten'a.Tmnnn[ms and
empbyrnem of emirate Paring pogrems ad entrance suppers an lessors d then EEO Sodom,tne-tVs
requiremenm lir each conwaa
6 The contractor wt pwroosagyrete*the trar erg a^: t The cc Patty ma usa good tath eons m ens✓e
pmnbon potential of tartlets the are inmartes and subcntraricr compliance with their EEO obligations
Melee arid me encourage eligt le employees to aide ft
such toting an94`o^mnm 10 Assurance Required by 49 CFR 26 130)-
7 Unions 1t the greater teles n Mqk M r pal upon
unions as a scene et employees.the=tractor wit use good a The requiremenn at 48 CFR Part 2'i and he Sate
•adh elate to obtain the cooperation of such uvns to DOTS u$ DOT-approved DEE program are r ,w7te by
increase ccportu yes for minaaes arc wgmer. Action by Were-ace
the cantractur either directly Cr drtaugh a contractor's
assouatnn aiding as agent.ma.mnodete wacedues set r The mmraace er stcantrada shat rad dsrrh-ale on
earth below the bxlb of race,Mor,naonal pawn Cr sex r the
perionnarce of Ms mesa The cornaZm shal eery out
a The coratitor Ml use goo'.ad'eves wdeve'op r arNaab4 rem.,mounts of 40 CFR Part 2g al the acr3 rt
cooperation with the unions,pin taming programs anted aomnanaen ce DOT-assisted contacts Famne by the
towmd quaifyng more mnontes awl wonwn W mamubenhip contractor to carry out these reed/eme-us is a mateal breach
n the amens and mreaung the stills of minutes rc wone' a Ms crtred which may result the rmdrabm at Ms
so that theymay quafyfar hg.r paymg errypopnent canraa or such other remedyas the<mmatng agency
deems aPProPoate
b The contactor will use geld lot^envie to incorporate a^
EEO clause onto each town averment re the tni Masud 11.Records and Reports.The;mmaaa sae seep such
union MA be contractually bound to refer applicants without records as necessary to document mmptanoe wth the EEC
regard to their raoe cola religion sex radon,*mgr..age a requiremene Such records shall be retaned fora pend o`
dsab mty tree yea's bsawng the date o•the fro payment tote
contractor for all contract work and shall be available at
c The oorncV is to titan m•Onaatci as to the,efn reasonable times and places for inspection by a'ho,vec
eractces aro potties of the labor onion exmppatio the tepresentanves of the contracting agency and the FM49A
emu such nfamacn s within The exclusive pommel,of
the bbot union and such Labor union refuses tofomat'such a The records kept by the mnnnCia that document Ire
aforratan to the cements the mntracter side so certify to hallowing
the totramng agencyam she'.en forth who eons item
been made to obtar sure urfohranm 1 fl*nUmbT and*O6 hours 0'mincfl,and mm-
-
rnuncnty g'tsrp members and women employee in tact work
d Intim evened amen s unable to ora*the cone-add classeoator on the dor,
with a reasonable low d referrals within the tone Sn n set btt^
in the colleceye bargaining agreement.the cont acnes will, u2!The progress and etas berg made in:mae aucn
Mmugh ineeperdea reouroremw ektis.elt the enpioyment with orlon waw+•pip' Nem naease employment
exeunum without regard to raze.color,religion.sea natimtl opportunities for minorities and women arc
colon,age a disability making full efforts to obtain exalted
andlor qualdable minarets and women The failure d a union 3:Tine propels and efforts being made m ocarina,Moo3
throve.sieved rt'rrds yawn Moues t is cdiaka t ra-mg Pa,rag,and upgrading erodes as wmw
provide exclusive raenis under she terms of a admen
bargaining aweemet)dam not eiewre contractor from the b The correctors and subcontractors well submit an annua
requirements cites paragraph hi the even twit an r#twN reportto the crt•acen2 agency each Jay eon the drat orcf
practice prevent teoatacta from rveeeng Me tblgatons the protect,indicating the number d metre,wane^,and
pursuant to Execute.Order 11246 as acne-dec.and these 'win-minority group employees currently engaged1-each work
specaipovsions,such contractaMei arimeaay'ciy the classecatcc required by the contract wart Fris recreations
contacted agency IC be reported on Foran FNMA-1.101 The staying caa souto
represent the dowel work force on board r all a any pat a'
g- Reasonable Accommodation to Applicants I the lost payer pend preceding dor enc d July Menthe{me
Employees with Disabilities. The comer most re 4andiar trained is berg Tethered by special pmas.r,the contactor
Exhibit 1 - Page 3 of 12
wit be required to collect and report raining data The of paragraph t d of this section.also.regular ummdmons
data dashould reflect de work force on board during made or costs incurred for more than a weakly penod but nor
all or any part&the last payroll penod peredmg the end of less often than quarterly)under plans,funds reprograms
July which cover the particular weeklypenod.are deemed to be
constructively made or armed clang such weekly penod
PI NONSEGREGATED FACILITES Such laboas and mechanics shad be pad the appmpnate
wage rate and forge benefit orate wage detect ninon for
the class feat on of work actually performed without regard to
This pastor is appncao4 to al',Feoeral-ad constructor skill.except as provided n 29 CFR 55ta$4) Laborers or
Soi,n and It all related constructorsubcmechanicsbacts of mechanics pedormng work in more than one dassfcatcr
IC 000 or orae may be compensated at the rale specfhed for each
classricaton'a the erne actually sorted Menem Provided,
The oortactor most ensure that facilites pmvdec for Thal the employers payroll records accurately set forth the
the basis rare ovidedr.such a mariner that segregation on time spent in each dasstcaton in which weft s cravatgion,sex,or natural origin cannot The wage determination I nrludng anyadddoralclassr=on
result The contractor may neer repose such segregated and wage rates concerned under paragraph I to &Ms
use by atm ororal polices not Vara such use by section)and the Dans-Baron poser(WILI32t I sial be
employee custom The contractors obligator extends fuller posted at all times by the contractor and Its subco n auaT5 at
to ersure that it employees as nu assigned to perbn Mer the site of the wick in a prom rent and accessible place where
services at any locator under the contractoce carol,where n can be easily seen by the workers
Me fr Lbes are segregated Tnetrm'mapates'includes
wring rcmns.wd4 mss restaurants and Wa•eating areas, to(II The contacting after shall requce that r y class c'
time clocks resemorrs wmmvorm tacker moms.and oMr aborers or rneha,cs.includinghewhch.s nlisten in
storage or dressing areas,parking losfountains,
,dnnkmpuhrnns' the wage determnnalnon and whch helpers
on be employed under the
recreaton or entertammrn areas,ranspataton,and housing
Pranced foemployees ME C tagorshat povnbe separate contract share be cassia aE in mcblmane ora the wage
or saga-user resbooms and necessary dressing cosleeping determination &alionThe crazing officer rate after) fringeap e ne
areas to assure poesy between sexes aeretrel only wtp mm and nage arc i,e re berhe'n6
terror, when the Intoning race have teen met
ry DAVIS-BACON MD RELATED ACT PROVISIONS )i)The work to be alarmed by de classification
requested is not perrormed by a classification r the wage
This section is applicable 1p all Federal-ac ccnstrrudon dcemrnam,and
protects exceeding 52000 and to all related sib-onnct all
lower-ter subcontracts(regardless&subcontract size) The (n)The rasa-cation a utdged in the area by the
requirement apply to all protect located wan the right-of- construction Indisty and
way of aroad ay that is functionally classred as Federal-and
highway This arias roadways fun orally classed as
ora)The apace wage TWO including any fora fide
local roador enc corp eiecmrs,which are exempt tinge benefits,bears a reasonable relationship to the
Contacting agents may elect to appy these regamnelm to
other paters wage rates contained in the age eaemx
mmn
The following protean,are from deu S Darner'& (211f the contract and relabores and meM.'micsbbe
taborregidatas n20 CFR 5 5"Contract protracts and
employed in the classification M known) o them
related mates'with air revisers to conform tate CHIVE
representatives.and the cermadtrg&fceragreemMe
1273 formal and£HWA prepare legal-engirtdashcon ace sage acme(including Me amount
designated for fnngebene`rts where appoonalefi a report of
Me acten taken shall be sent by the mWa Ong oficer to the
I Minimum wages Administrator of the Wage ad Hour Dewsmr.Empbymem
Standards Administration US Deearnent&Lir,
a AA laborers and mechanics empbyed or working upon Washington DC 20210 The Administrator,or, an arta=ed
the see&Me work,yell be pad unconditionally and not less representative.will same,modify mesappm a•enwry
often than axea week,and about subsequent deductiono additional dazshficat r actor whin 30 days of recept and
rebate on any account'(except stet,payd deductions as ate so officerwactor the the3D-day oMcermwA toffy the contacting
permitted by repeaters sued by the S nary of It,
when 30-day prod that add tonal ice is
under the Copeland Act)20 CFR pat 311,The fib amount& necessary
wages and bona foe fringe bereft(or rash equivalents
thereof)due at time Of payment wmpated at raps not less 13;In the event the mrtrada the laborers or n-errics
than those contained in the sage detennraon&the to be empoyed in the W_siaaion or their represenatses
Secretary of Labor rah s ayaJad hereto and made a par and the core-amp racer do rot agree on the proposed
hereof,regardless of any central relationship which may aasifcaton act wage rate including the amount
be alleged to era tetween the contractor and such Laborers designateo for fringe benerts,Mere apmynael,the
and methanes wra o-g&foer si f m`er the questions including tie
oars o'at interested pates and Me recommnscatm&the
Contrmos mace Cr coss reasarclyantmpated for bona co,raq'ng officer mMe Wage ab Hour Adm naafi"-for
fide age benefit user sear lrby2t&the Davis-Race tlelermraton The Wage ad HourAdrirmscaor,man
Act on beharo atoms or mechanics we considered wages authorized representative will dsue a detem.nnatcr Err
paid to sure laborers or mechanics subject to the parsons 3D days of receçIt and so advse the cort'atrng office.or
Exhibit I-Page 4 of 12
will rnplythe correadmg officer when the 30-day perwd that Bacon Act the conNact«shall flimflam records which show
addhona tene is necessary that the c«nmrwntto provide such berie%s enforceable,
that the pian or program sf tally responsible,and that the
14)The wage rate lndudrg hinge benefits where plmapmgratri has been communicated in"Wag to the
aAtWnate)deertnmed pursuant to paragraphs 1 b(2)or Laborersamechanas affected,and reads rrhnh show the
lb)31 of this section shall be paid to all workers perbnnmp tcostsens is cocmetlatw nal cosi mimed in providing such
work rn to clasffavm under iris pmtact from the first bets Contractors empbynp appreraces«trarmes antler
day on which works performed m the classification
approved programs shat maintain nen evidence Mme
reprstrebon of appremeceshnp programs and oertrScaton of
Warne programs the regstratcn M the apprentices and
e Whenever the mrnmum wage rate pres«med in the trainees and the rats ad wage rates prescnbed m the
contract for a class of laborers a methanes rndudes afrnge applicable programs
benefit which is neeexpressed as an hourly rate,the contractor
shall ether pay the benefit as slated in the wage determination be,1)The contaY«slallabout wooled for each week in
or shat payanotrer bona fde tinge benefit or an hourly cash whichcanna work rzy
equrvalert threeany performed copy Mast payrolls to
the cortactrg agency The payrolls sublimed shat set out
accurmey and completely al d the nrimnaton recurred to be
d ythe contractor does not male payments to a trustee or martainec under 29 CFR'_51a 535e) except thatfut social
whet third person.the connectr mayconsider as pan M the security numbers and home addresses shall rot be ndudeo
wages Mary laborer or mechanic the amount of any costs Cr weekly bansmmaes 1-sead the payrots stall only need to
reasonably ammerpated r providing bona fide eenge benefits norm*a^mdwtually dem/plc number for each employee e
under a plan or program,Prowled,That the Seaetay of e8 the last four dgts of t+e -LILAr_-s social sew'ty
Labor has found mon the written rapes,of the contactor, number] The natured weekly pay ll nformatommnay be
that the amicable standards of the Daws-Bacon Act have submted m any form desired Optenal Fpm WH-3475
been met The Secretaryor Labor may mine tie contractor available for Nes purpose fon the Wage and Hour Divisor
to set aside in a separate adcowr]assets for the meeting of Web ste at frac fame dol gow'esaeand.f nnsa1347 rise vett
obligations urger the plan or pia aer Cr is successor sffi The}time contractor s respwsible tor
the submrswin of copies of Payrolls by all suMCMactors
2 WNdpldnp Contractors and subconhaxnrs stat mantaei the fug social
securty metol and chert address of each covered worker,
The caaa[bn aeric shall
and shall provde them H'«n request to the mmaztng agency
0 agency War rt wen Mon a upon for bansmrsseon to the Start DOT,the FHWA or the Wage and
rotten request of an arbcreed representative of the Hour Dveson of the Department of Labor for purposes Man
Department of Labor,wmtold«cause to be withheld horn rsestgatonor audit oi compliance with prevailing wage
the c«macbr underths=errant a any ether Federal requirements tis not a vaaan of this section for a prime
contract writhe same pore candor,or any other federally- cant-actor to recure a s.tccntrada to amide addresses and
asssted cot subject to Days-Baca prevailing wage social security numbers to the pore wrtrxmr for es own
requirements.which s held by the same prime contractor so records wted weekly submission to the contracting agency
much M the accrued payments or advances as may be
considered necessary to pay laborers and n echancs.
including apprentices trainees,and helpers.employed by the
1St Each payrtt submitted Shat',beacoorrpmw/Dya
contractor a any subcontractor the lull amount tf wages SlatmerrtMCompunce:signM by tern rsupec or
the
required by the artat in the event of laAaeb pay any subcontractor or hs or be alert under pays contract
sh
laborer or methane iadudmg any aper toe.tra tee or eeymerh totf oinrsons employed NeCmhad and spar
helper.employed or waking on the sle of the work,ate«part
cenMthe fallowing
of the..ages required by the contact,the contracting agency
may afterrwmen naceto the contractor take such actor as cif That the payroll fico the payroll period contains the
maybe necessaryto cause the suspension of any hoer rrtornauon required to be crowded under S55(ay3y0M
payment advance,or guarantee of fulls unto such notations Regutadws,2B CFR part 5 the appropriate mtormatea n
have ceased being maintained over§5 5 fa y3k;i;of Regulations,29
CFR part 5,and that such enhtmaton s correct and
3 Payrolls and bas records comae*
a Payrolls aro basic records Marino memo shat he (elTha each Laurer or meaahec lmdutlmp each
maintained by the contractor came rdung the crseof the weak and helper.the and taste ttemployed on the contract
preserved for a period M three yeas thereafter for all laborers during the payrdi penadhas bm pact the lull weekly
andrrcoltarrts workup at the ste of the work Such records es earned,without•etas ether dreary or endrectly
shall tarn the name,address,and sccal security number M
tmtl that no deducnms have been made order directly Cr
each such amrker,his or hwwntttclassifiuron hourly rates mtlr fly from the full wages ea^ed,oder than
M wages pat(including rates of c nmomons a cosy permissibe deductions a set forth r Regr]Imms,2P CFR
part 3
anticgated nor bona fide lenge benerts of cash equvalent
thereof M the types deserted r sevum lib li25131 of the
Dans-Bacon At.daily aha weeny number of hours water. That each aborer a mechanic has been pad not
deductions made and actual wanes pad Whenever to less than the applicable wage rates and fringe benefits or
Secretary of Labor has found under 20 CFR 55fa 5)I at that cash equivalents for the dasshrabm M work performed,
the wages of any Laborer or mechanic ndude the amount of aspecrfied in to applicable wage dererrnrnatm
any costs reasonably anticipated r prowling benefits under a mcorperated aro the contract
plan or program dmicnbed in section lib rf2 YB 1 of the Davis-
Exhibit
avisExhibit 1-Page 5 of 12
131 The weekly submssion of a properly executed rate specified m the applicable wage deenraton
certification set bid on the reverse side of Optonal Form Apprentices shat be paid fringe benefits m accordance wrth
WH-347 shah satey the requirement for submission M the the provisoes of the appmtoeshp program Ifthe
Statement of Caird ante required by paragraph 3 b(21 N droniotn hip program does not speciyfrmge benefits,
this section apprent es must be paid theta amount N lenge benefits
treed on the wage dewnmata ibr the applicable
141The to nncaion of any N the above rntt�oatons may
tlassthcatpn ride Ahnmemaha rennin ihatadMererrt
suborners cmmaap a subcontractor to crud a("mural waren pends for the applicableapwremlce dasdcaon,
lenges shat be paid m accordance with
pamecu[on under semen 1DDI vine lB and sevum 231 N that tletenmmtlron
the 31 o'the United States Code
In Me event the OfIce of Appertcesnp Taming Employer
c Tr.contractor orsubwmrxtor shall make the records sed Labor 5erwces.maEnte APrxentoeshp Agency
region under paragraph 3 a of this section available for
rempnaed by the Office wMdrarrs approval of an
inspecton,copying crbarscnpcm by authorizes apprenticeshipprogram,the cont("("("w0 no longer be
representatives o!the mnbeptrg agency the State DOT the penmdetlmidlia apprempezaless Menthe appipab'c
FHWA or the Department N later,and shag permit such pPedercneed rate torte wale per'omretl until r acceptable
representatives10 rdeaew employees duncckg wng hours program s approved
on tjob Ifthe contractor-or subcontractorkails to subnrtre
required records a to make Mem available,the FhANA may, b Tramees.;aogarrs of Me U`COLI
et wenn notice to the contactor,the conbaamg agency a
tie:.ore DOT,take such action as may be necessary to
cause the suspension of any further payment advance,or Ercepta Frondein 20 CFR 515.tarns wit not be
guarantee of binds Furthermore,failure to submit the required Pertndted to seises than Vie predetermined rate for the
records ups request o to make suds records avertable may
work performed unless f�eY are employed pursuant to and
be grounds for debarment anon pursuant to J'6 CFR 512 ndwvdaally registered in apmgram which has received prior
approve,evdenced by terra certification by the U S
a Apprentices and trainees AD�mmem NLabe. Employment and Training
nstratcr
a Apprences 1progams of the USDOLI Tbentio ofninees m journeymen or the In sire shal notbe
greater than penned under the gen approved by the
Appnces will bepenmed to wart at less tar Me Employment and Training Admnshatm
predelermmed rate tor the wort they performed when they are
employed pursuant to and mdnowlly regstered in a bona fide Every twee mus,be pad a not less than the rale specified
apprenticeship propxn regstno with the U S Department d n the approved pmpan for the trainees level of progress,
labor,Employment and Tramp Anetstntoe.Office d expressed as a percentage of the pumeyman hourly rare
Appr¢.oceng Training.Employer and Labor Services,or with spelled in the applicable wage determination Trainees shall
a Stale Apprenticeship Agency rewpn¢ed by the Office or if a be pad fnnge benearts in accordance with the provisoes of the
person reemployed in his a her first 90 days N probationary tarn program If the trainee program does no mention
employment as an apprentce m such an appmtneshp lenge benefits name's shall be pad the ba amount or fringe
program who s not and Mduafy regstered in the program,but berefas Isted on the wage determination unless the
who has been tended by the Office of Apprenticeship Administrator N thewage and four Dison determnes that
Wang Employer and Labor Services a a Store there is an epee/nanny program assocnted with the
Appr nceren Agency*Mere aparoprate;to be eligible for swrespondrgpumeyman wage rate or the wage
prebatonary employment n an apprentice detemmaton react prorces for less than full fnnge benefits
for ryp errtrpes Anyemrbyee Isle]on the payroll at a trainee
The allowable rata re apprentices to lorrneymen on the Mb
rade who snot registered aid pataparginatraining plan
site m any craftclassrycaten shah not to greaser than the ratio ted by Me Employment and Training Administration shin
pennmea to the contactor as to me entre work force under bepad not less than the applicable wage ratemthw wage
the regoaered program Any worker listed on a parrot M an detenninatmfon Me classhamnNraiz actually performed
apprentce wage rate,who s not registered or otherwise In addition,any trainee perbrmnp work on the lob sire in
employed as stated above shall be pad not less than the excess Nee as permeduMp Mee wage replanted program
applicable wage rate on the wage determination for the sha'Pbepaid not less Mar the appdinbwage nwmthe
classifcaion N net atuay pelor ed In addion.any wage determination breve seat actually psm'ormed
apprentice performing wort on the ph see in excess of the
rano penned coda the mastered program shag be paid roe In the event the Employment and Tranrq Abnmrstator
less than the applicable wage rate on the wage determination withdraws approval or a training program the contacmr wll no
'or the work=rally performed Where a contractor s longer be penned to cline trainees a less than the
perbrnmg construction on a project in a localry other than apghwble pedeternrnec rate for the Writ performed until r
Cx in which es program is registered.Me ratios and wage a:ceptble Program is approved
rates ieiroressed m percentages of the Journeyman s hourly
nodi specifed In the conta:toes or subcontractor's registrec
c £ len nt The agcxronN
program soar be observesqua piore oppo'tin
apprentices tamees arc journeymen ander this part she%be
in memory wM to eq ori employment oppomnly
Emery apprentice mist be pas at no bless than the rate requirements of EverMrre Order 11244,as amended and 20
specified m the registered program for the appentce's lever of CFR part 3J
Progress,expressed as a penxnlage of the Journeymen hourly
Exhibit I-Page 6 of 12
d Apprentices and Trainees(programs of the US DDT)
tamers and tameworking under apprenticeship a¢ V_ CONTRACT WARN HOURS AND SAFETY
skit taming programs neck have been periled by the STANDARDS ACT
Secretary of Transportation as promovp EEO in connection
with Federal-aid highway consmjWon programs are not The Kelowna clauses apply to any Federalaid construction
subject to the regavemenls N paragraph 4 orthis Section N canned man amount in excess of$100,000 and sW)ect to the
The straight time hourly wage rates for apprentices and overture pensions N the Conte Work Hous and Safety
nines under such programs veli be established by the Standards Ad These clauses shall be insetted in addition to
particular programs The rano of appenbces and ranee'to the clauses requrred by 29 CFR 55fa1 or 29 CFR 48 As
Journeymen shall not be greater than penned by the terms of used in ths paragraph the terms laborers and mechanics
the partcular program reale watchmen and Bads
5-Competence with Copeland Aar requirements The I Overtime requirements No contractor or subcontaoio
contractor shag comply"nth the requirement of 2P CFR part contacting for any part of the compact wort which may aspire
3 whir.are rncom¢raed by reference in this contract 'involve the employment or laborers Dr mechanics shall
require or pent ary such laborer o mechanic in any
t Subcontract The contractor or zubwnhaxo shall insert
m which he Ce she s employed on such work to
Form MAYA-1273 in any subcontracts and ase require the work r excess Mary hours in such nakweek unless such
subcontractors to include Form FifNA-12'3 n any loner ter thanlabeomer a andctanp receives thebasic raeoatoneaate not less
submntac6 The prone contractor shall be responsible fa the than excess of faro
basic nee kweek a all hours
camplance by any subcomador or lover tier sacwtradn waked r Nforty hours such workweek
with all the contract clauses in 29 CFR 5 5
2 Vwtathon;hab ty for unpaid wages.Iqudated
7_Contract termination_debarmentA breach of the
damages nine event ctany volition NMe clause set fat
contact clauses el 20 CFR 55 may be groundsdor termmaton subcmm paragraph It lresca tole therefor shacaadl
le o ctor and to
or the contract and for debarment as a contactor and a s In addrbon.such_
subcontractor as provided in 2g CFR 5 12
hat beidvapih to the United States In the case of vcqt done
under conic for the District of Columba or a temmry to ssh
9_Compliance with Davis-Bacon and Related Act District or to such tendons,br lq,rdatd damages Such
requitement- All rulings and inteprenhons of the Davis- lqundated damages shal be computed with respect to each
Bacon and Related Acts cenrrec in 20 CFR parts 1 3 and 5 ,thvtai bborerof medaric,nduding watchmen am
as herein incorporated by reference in this contract guards,employed in Mouton of the clause set fort,m
paragraph(1 f N this section n the sum ce$10 for each
9_Disputes concerning labor standards Disputes anent
calendar day on which such hndrvdual was required or
out NMe bba standards paysims of this contdshall not Remitted b wok n excess orthestandardwtekweek d forty
be sal
ted to the general disputes clause of els contract_Such
bout se or payment ethe overtone wages required by the
disputes shal be rested in accordance with the procedures clausetet firth m paragraph it !piths sector
ethe Depavnerrt N Labe set forth in 29 CFR parts 5.5,and
7 Dsputn wRrm the meaning of this clause rdude dispute 3 Withholding for unload wages and liquidated damages
between the contractor for any Nit subcontractors and the The FHWA a the contactg agency shall upon its can acton
contacting agency.the U$ Depatnent ar tabor.Or the or upon wan request of an authorized repesentffirve of the
employees tether representatwes Department N later wMMdd or cause to be withheld.from
any moneys payable on account of tort performed by the
It Certification of ehphbhhry =reamor subcontractor under any sunt contract or any
other Federal contract wed the same pnme contactor,te any
cher reder*-assrstee contact sobers to the Contract Work
a By entenrg into this tonne the contractor cernfes tin Haas and Safety Standards Ad,etch is held by the same
nether 4(nor he cc she)nor any person or firm who has an in contractor.rich sans as may be detemrned to be
interest in the contractors firm is a person or tin ineligible to necessary to satisfy any!abhors of such contactora
be awarded Government contracts by virtue of sect.",3f al of subcontractor for impart wages and liquidated damages as
the Days-Bann An or 29 CIF 512 h l) provided in Weclause setbrt in paragraph f2 l N this
sector
b No part Da ihs contract shag be subcontracted to any person
calm nelphde for award N a Government contract by virtue 4 Subcontracts The contractor or subcontractor shall insert
esectm3?alofthe Days-Bacon Act or 2e CFR 512.;aiti racy subcontracts cow clauses set fah in paragraph(1 )
through r4 I of ths sector and also a clause regwnrg the
c The pervabyfm making false statements is Prezcrx.:in mesubconnecos to mind.Daze clauses n any brier tier
U S Cnmmal Code.18 U 5 C 1001 subcontracts m
The pnme contractor shah be responsive for
compliance by any sutorreactor cr lower ter sobcontactor
with the daces set tort in paragraphs I I )through(4)of this
Sento,
Exhibit I-Page 7 of 12
VI SUBLETTING OR ASSIGNING THE CONTRACT evidenced m wring and that m contains m s all pertreprewsnns
requirement of the porn cwnact
Thrs provisions applicable to al Flue .I-ad constructor, 5 The 3.0.sell-performance rxryrtemem of paragraph 1t I n
contacts on the National Highway System rot applicable to design-build corb'ats.however,cmtractng
I The contractor shall perform with its own crgarmYcerqu enon aJe Immon esmish their own self-performance
greater work Cage p coedit less than 3n permit contract,!re greaterpercentagetapric ,elsewheremyseoalty M
the till edgya/aortasnonan a gen agency S anya y erns VD SAFETY:ACCIDENT PREVENTION
designatedrformby the ubc ntactan ther Gpefany suit maybe
spe shy t tents
abinoom frau surf T h l u p r o v i s i o n r s applicable oo Tal act elan
(sig altc horns t performed may be deducted from thetfaint construction connects and to at related subcontract
(signal loom pace ed bl cflLthe anomiMwak
123 CFR 5e performed by the caanap/s taco or�Iarym c M lyiwith aormrlu Mhos contract the contractor laws 123 CFR 635 11C) amply sall ,applicablee , Federa,
sanitation
State and local l5ws
a The term"perform work wt m Dan contracrongtor
safely,health,and saatads,saf23 ety
devices 6s The
agan®tron rekrs proecIee aI meta dltAeany other
rnlee edason
end
to cookers owned odeDT ted by by pn ecorthe coaamr,aor protectiveequipmentor
as the ea codtakeanyternaydedstat*an
velum
mop maned Sr uch
to byoep of comeaaur.lude ye o rets nablyy na e5sar co votect Weer andydaermfe,tbe
h of
equipm rt ftors e ordloes erter stwtractr rmpoees on the job and an htesfel h4 rtlteacro
agentsiort of a subcontractor, r any of ria s gnaw empbypro property y i ph the nth the the Wdo acv to
teragen may
yInduder the Pe ayment
contractor,orsootcar asgrleas The work coverdltcontact rvrth peformaroe of to
teployeemdudepe nployeor Mecoern Nan fret all covered by the contract
Federal an Stmo e regulatory
leargfirm mLetsg ark relevant
eoylesdayto only
be inrudedn this
ser Leased 2 ksaeachnMMIscamash and shal Cotomadea
employeestormetoalyft iectudedm Mstemnsthe tame =ditto of what a,tatthe rho Metaand any emu
contractor meets all Mill bilvwrg contlrtipns pursuit Coors aocp art an mmcyrip y
subcontractor cen era taR not m Burr anycgs employee,una pommons
erformance
II)the ed. corCedrmamams of controloovertheMlle am unsanitary.
ry. m5Mgmdrdagerostohis r
eup empto ewn Mth*day-to-day acbmes Mthe teased which re umsias as d hazaroous u or daunder ngerous to hrsafer
12)the pone contractor remains responsible fa the quality heat:stancyees, health or rts(29 CFR I P26)promulgated tend
of to work Mlle leased employees, of Labor n accordance with Sedum 107 te Contact Secretary
(3)the pnme contactorrefans al power to aocept or Hours and Sally Standards Act 140 U$C 37041
exclude individual employees fon wart on the project arc
l41 thepnme contractorremans ubmatey responsible for 3 Pursuant to 2g CFR 12253 it s a condition of ths centred
the payment of predetermined minimum sages the that the Secretary of Labor or artonzed represenaive
submission of payrolls.statements of compliance and all thereof shall have nght of entry to any sae of monad
other Federal regulatory requirements perfcmroe to Inspect or rwesbgate the matter M compliance
with the construction safety and health standards and to cry
b 'Speciaky Items'that be artstued to be United to work oath**dotes Orbe Secretary under Section 107 of the
that requires highly spec.n.d knowledge,abrldes,or Contract Work Haas and Safety Standards Aa 140
equipment not wdinrrly avalade n the type M contratmo US C 37041
organizations qualified and expected to bid a propose on the
contact as a whole and n genera/are to be halted to tumor
component of lie overall contract VM FALSE STATEMENTS CONCERNING HIGHWAY
PROJECTS
2 The contract amount upon Mich the requremerds set forth
in paragraph 111 of Section Vi is computed includes the cost M T h s p r o v n s r o n i s applicable to al Federal-ad
material and manufactured products which are to be construction contracts and to a related subcontracts
Fr/phased a produced by the contractor under the contract
provnsens In order to assure high quality and durable emnruchon in
mtbnnay with approved plans and specifcatrns and a Ng-
3 The contractor Nall Nmish la)a competent superintendent uegrree of retiabty on statement and representations made
or supervrsor who Is employed try the frm has Nil arrtwny to by n contractors greecontractosuppliers and workers on Federal-
direct perromunce a/the work n aceardace wit the contort ad highway prgects,rt rs essential that all persons concerned
regjiremerrs.and is in charge of all tenstrumon operaoom well the project perform their functions as carefully,thoroughly,
regardless of who performs the wok!and lbl such other of cis rd honesty as possible Willful falsification,distortion or
own orgauaahmal resources 1s pmnsion management,and misrepresentation with respect m any fats related to the
enP esnng services)as the contacting ofioer determines is proeecf is a violation of Federal taw To pevent ry
necessary to assure the per-homwicy of to contract misunderstanding regarding the senousness of mese and
similar am,Fotn FIONA-1022 shall be posted on each
4 No portone contract NYS be sublet assigned or Federa'-aid hghway poled 123 CFR 63E)in one w more -
Mll
aherouse disposed M except with the mitten consent of the p aces Mire it is readily available to at persons concerned
contracting oficer,a a thonred t{cesamtwe,and such with the pmlect
consent when oven shat not be construed to relieve the
contragor Many respowbilty for the MfI ltrent of the
contract Written consent will be gym only atter the tE USC 1020 leads a follows
contracting agency has assured that each subcontact is
Exhibit I -Page 8 of 12
'Whoever.berg an officer,agent.or employee a'the Unwd catered transaction The pmspectve first ter panwpam shall
States a of any StaaTermay or vevarry whettra submit r explanation dr/flys cannot provide the Pen3calon
person,association.in or cmporatwi,knowingly Than fl set out below The omMwsbon or explanation et be
Glee statement Gbe rePresertrion or false net as 10 the cornered in connection with the depamnert or Woofs
chaaMrv,quality grotty,a cost en material used orb deternation MMher to enter fel Ns transactor Roney
be used or the gong a quany eche work performed oto failure le the peospenive fust ter partidpard to 4msha
he performed.or the cost thereof in connection wrthihe cenrfcation or an explanation shall drsgaalrfy such a person
submssron of plans.maps,specrficatow cwmaric,or costs from pattcpaton in this transactor
d constructer on any Itspray a read poled sib*rtte tr
approval to the Cecretay o'Tranaponaton u c The cenficaton in thn 0nclauses a materal representation
of fact upon which reliance was placed when the roitaanp
Whoever-krawmgrymakes any fate statement ase age-wy determnedtoenter in hs transactor r a s In
representation fan report a fake Gann wth respect to the determined ha to prospects*participant knownpy rendew
character,qualify,quantity.or cost day wort performed or to an erroneous cert6ca00n,in addlbon to other remedies
be performed,or tonna famished am behrs'ed in available to the Federal Government the comracang agency
cmnecton wilt the conswmon a'any highway a mead may Inmate this nansacmn for case of defaak
Protect approved by the:Secretary dTraisportatea' or d The prospective fist ter participant shall Pewit
Whoever know/tin makes any iaSe mann m`atse cornea vino nage tothe conning agency th who-
represertaton as to matenal fri in any statement
a notngagencytawno-
represertnxnastomaenalGotmanystatement certificate this proposal is submitted if any tine the prospeaM trotter
a report submreed pursuant to ormrson oftlw Fedn]lac pennant(oars that its tMrficalon was eneneouw Wiser
Rcads Act apprised July 1.)pie •39 Ss 3`;',as a"endtd ssdrmt/dorhas become erroneous by reasono'verged
and suppemmented, circumstances
Shag be fined nMe-ns tate or owns-Med ncemore the t e The terms'covered transatron."debarred:
years or bon' suspended inelgiie.'panchpan'pryer"wn[npa:
and'volimtaly excluded'a used in ns/Cause we defined
m2 CFR Pas Ib0 and 1200 "Fog Tier Cowered
IX IMPLEMENTATI0N OF CLEM AIR ACT AND FEDERAL Transactors'races to any novo ransason between a
WATER POLLU11Oti CONTROL ACT grantee or subgrantee of Federal funds and a pang/pant(such
a The prime or general contract) ton Tier Covered
Tis s grasser s Apo/ranteat Foden ad enstnictox Transactions'Menlo any Covered transarten under a ant
contact,and to all related subcontracts Tier Covered Transaction(such as sttcmtraclsl Wiest Tr
Partcipant refers to the participant who has~ed into a
By sub issan cedes brd'FmpoSY a the exerann o'th6 cowered enaction with a grantee Cr ewgrantee at pedes'
°Arhat*,Or stitoAnvat,as apapaate,the birder prppow tunas(such as the pnme or general tortactori 'Lorre-Tier
Federal-aid constructor certain.or suboofta-Ew.as Participant refws aiypartopad who has entered rhea
3c5WWae,will be deemed to save stipulated as fnkows - Mtrranactouwrh First
aibterPncns.or etherlower
I That any person who s or will be utilized r the
performance piths contract is nofpohthaed inn wrong an I The prospectwe first ter pat°pan agrees by submttng
omit due to a ninon W Seton'bO8 octet-lean Wan Act rs proposal that.shwid the proposers coverers sraeeacton be
or Sedan 306 of the Clear Air Act entered Into it shall not knomngly enter into any Ione ter
2 That the contractor agrees to Fdsse or cause to be coveted tranneben wed a pence who is Debarred
mdaded the requrarertts ceparageaph;Tr or this Sect on X m suspended,declared mwfghble.avduaartiy ended from
every subcontract and furtherapees to take such actor as participation in this coveted transaction,tress anhareo ty
the cantractng agency may died as a means of enforcing the department or agency entering into this transaction
such requirements
g The praspedrue Erg to participant further agrees by
submitting this proposal that it will maide the clausemed
K CERTIFICATION REGARDING DEBARMENT. 'Cem6caman Regarding Debarment Suspension ineligibility
SUSPENSION.INELPGRIILI Y MO VOL LANTARY and VOWntary E stluswn-Lower Tar Cinerea Trrn^tans.
EXCLUSION aanded by the department or contracting agency,wiring
Igo hs covered transactors what modrfrcatm m all Iowa'
This ptWwo+A aaartLh' to aP Faces ado raructm ter covered tramvactene and in d sdsLCans tr awe-ter
Monads.daiwb4ulld contracts,subcontracts Ipwa-ter covered transact-ons exceeding the$25,00Z,threat
subcontracts,purchase crows,lease agreements,casultart
contracts or any other covredtarsaeton repurrg FIA1'A h A participant n a°awned Cmsaaon may'ely,.lona
approval Or that is estmated to cost W!QC0 orrore-as ce,tcamn of a prospectve panciprt n a lover led coveted
derined in 2 CFR Pas ICC!aro 12% tmsaton that is nbc debarted.suspend in Dille,or
vdunally exdaded from the moored trassason,hales=_t
wows that the M+tfcatan scorns A or net s
responsible for Mtsuwg that is prnnpats are not suspendcC.
I Inislmctlons for Certification-Fast Trey Participants debarred or cheese ineligible to partuwte in etaered
Lawadmes To very the elgthdp of ts notate as wet as
a By sgwrg are subrntn this�pr�frop{o�sya. prospectivereprospective the eugbMy o'any ioww Per prosper-we porn/tantsporn/tantseach
g tierr
erg participant 6 providing the certatan set Ode below partropmt may,but is rate required to,check the Excluded
Partes List System webMe(Mors Mowepls.00vtl.MT O.is
b The inability d a pe von to owlet r,eoertmcac'set tort complied by the General Services Among Won
now will not necessarily resuk n demi of calcination r this
EThiblt I-Page 9 of 12
r Nothing cmrtaned in the foregoing shall be construed to Ms transaction originated may pursue available remedies
require the establishment of a system of records in order to including suspension ardor debarment
render in good lath the cerotfraion required by this dalae
The knowledge and information of the prospectee pattpam c The prospeoeve lower her participant sha provide
s not required to exceed That which is normally possessed by remediate widen notice to the person to tibia this proposals
a prudent peson in We ordinary course of busness dealings submitted if at anyone the prospective lowerter pancipant
Marrs that its certification was erroneous by maser.re
) Except for transactions authorized under paragraph if;of changed circumstances
Mese instructions.n a pa:coed m a covered tmsacton
knomrgy erten orb a lowe tier covered transactor,with a d The terms covered transaction. debarred'
person who a suspended debarred,meligbe.orvolumaly 'suspended"ire lgble,'"participant"person"erotical
eaduoeo from pa'tcpaton in this transaction.r addton to and 'voluntanly excluded'as used in Ma cause me defined
ether remedes amiable to the Federal Goeeemed.the m 2 CFR Pats ISO and 1200 You may camel the person to
department a terminate may teinthis taroadim fa m al is which this propossulanted for assistance r ottaininga
or copy of those regulations First Ter Covered Transadloni
refers to any covered transaction between a grantee or
subgrantee of Federal finds and a participant Isud as the
prime or general contract) lower Ter Covered Transactons'
2 Certification Regarding Debarment Suspension refers to any covered transaction veer a First Ther Covered
Mekgleity analVoluntry Exclusion—Fast Ther Transaction(such as subcontracts 'Fist Tier Partcpar
Participants- refers to the patcpant who has waxed into a covered
transaction with a grantee or sudgrantee of Federal funds
a The prospectve first tier patcpam certifies to the best or such as Me pnme or general conaacori 'Lowe Ther
its knowledge and belief.that It and its orropas Partcpanr refers any partrspn who has errered into a
covered transactor with a First Tr Pamcpam or other Lower
111 Are no presently debanso,suspended proposed Mr Tier Participants such as subcontractors and s,hppliersi
debarment declared inelivde,or voluntriyexcluded atom
carioca/1g in covered torsactnns by any Federa e The pospedve losertier pamcpam agrees by
depaNnem or agency submitting this proposal that.shale the proposed wreed
transaction be entered into rt shall not knoanpiy enter nit
12) Have rot withal a three-yea perod pieced try tors any lower tier covered trasaden with a person whoa
proposal been connotes o'or had a cow®l danent rendered debarred,suspended dedaeC ineligible.or uoluntanly
against them for mnansson of fraud m a ctmaal offense in excluded from patapaton in this covered transaction,uness
connecton with obtaining.attempting to obtan,or performing authorized by the department or agency with ranch Ms
a public(Federal Slate or'malt transaction or Contract under transamon originated
a public transaction violation of Federal or State antitrust
statutes or corrmssion of embeMemet thet,fmgery, f The prospective lower ter pamopat further agrees by
bnbery,falsrficaior or/Monotone,records rnakinpfalse submitting ths proposal that it mil riddle this rause tied
statement,or receiving storm property. 'Cemficaton Regarding Debarment Suspension taligb lay
and Voluntary Exclusion-Lower Tier Covered Transaction,'
(3) Are no presently indicted to or otherwse mminally of without modfcaton.in all lower ten covered transactions arc
tiwlly charged by a government entity ITederal,State or in all solictatons for lower tier covered transactions exceed ng
local(with convmsson of any of the offenses enumerated in the$25 ODD threshold
paarrarA 1012)ce this cerficatw.,and
g A participant in a covered tans Yon may rely loon a
14) Have not within a three-yearpetod preceding this certdeation of a prospectve partcpat m a letter tier covered
:Federal transactions debarred,'amended irel
ral Sta orae terminated for case default ounGnly excludedfernthe covered unless it
b Where theknows that the certicabon is erroneous A cartcpans
prospective participant d unable to ce'Vy to responsible for ensunng that Rs principals are not susperoed,
any of the statements in the certfcapon,sod'prospective debarred or otherwse hneligbde to palcpate in covered
participant shall Ytadr an eliplanaton to this propcal transactions To veiny the eligibility of its principals as well as
the eligibility of any lower ter prospectve participants ear-
2 Instructions for Certification-Lower lief Participants parcipantmay.but is rot required to,check We Excluded
Parties List System embalm/Mrs Panne eels ocher white is
(Applicable to all shbcortam,purchase order and other compiled by the General Serbces Admirxstrxon
lower ter trma tops requiring prior FHW A arprova or
estmated to cost S2f.DOD or more-2 CFR Parts 150 anc h Moiling contained n the trepan;shall to construed to
12001 require establishment of a system or reewds e'oder to render
a BYsg�mparo submthn this in good fat,tie certification regaed by this clause The
pprzposal,the prespectve knowledge and informator of patppal is not rewree to
lower tau is providing the oerNicatm set out below exceed that which is normally possessed by a prudent perry-
in the ordinary coursed business deain s
b The evtncaton in this clause is a mats representation
°Macs upon which reliance was placed when ths dasacton I Except for transactors aunt ,red under paragraph e of
was entered it If rt is Jar detenninec that Me prospective these rstructonz iia partcpan r a aowec trx e:11On
lower ter parteipam inowmBly rendered an erroneous knowingly enters no flower ter watered transaction with
cerU tabor.in addaon to oder remedies ane to the person who is suspended,debarred aelgible,a voluntarily
Federal Government Me department,or agency with which excluded from peacoat=in this transaction.in addton to
other remedies available to the Federal Go vemmert,Te
Exhibit I-Page 10 of 12
department or agency with which this bansanion onglnated
may pursue available remedies, including suspension and/or
dicta,em t
Certification Regardxq Debarment.Suspension.
Ineligibrhty and Voluntary Exclusion-Lower Tier
Parbapants:
1 The prospective IeweT ter participant Derides by
submersion of Ms proposal.tat nether a nor its pnncpals is
presenty debarred.suspended.proposed for debarment.
declared ineligible.or volurdanly excluded from parucpatng in
covered transactions by any Federal departrnern or agency
2 Where the prospectite doer ver participant is unable ID
cettty to any of the statement moms&Irritation such
prospectve rxarvapart shall attact an eepanaton to ttxs
prgwrsal
IO CERTIFICATION REGARDING USE OF CONTRACT
FUNDS FOR LOBBYING
This provision is applicable to as Federal-aid Wn3mcbon
contacts and to all related subcontracts which exceed
3100 000 MP CFR 20l
1 The prospective parbcpaM pennies,by sgnng and
suer-mono ems bit or proposal tome best o hs or he
knonleoge and beiiet that
a No Federal,vy c upnaied'unds have been paid or will be
pad,by or m behaa of Me undeasrgned.to any person for
rnluencing or attemptmj to mflr;eo a an macer or employee V
any Federal agency,a Mentor of Congress.an creme or
employee of Congress,or an employer of a Member of
Congress in cCfwectio1 wrtn the awarding a any Federal
contract,the malting of any Federa grant the making of any
Federal loan.the entre"ag eno of any cooperatnx agreement
and the extension.continuation, renewal.amendment,or
modification of any Federal contract gram loan,or
cooperatve alaxe+.tart
E If any funds other Iran Federal appropnated funds have
been pad or+el be pard to any person for:nfluenong or
attempting to influence an officer or employee C any Federal
agency,a Member of Congress,an officer or employee o
Congress.or an employee of a Member a Congress at
connector w ther Federal contact grant loan or
cooperative agreement,the undarsrgned shall complete and
submt Standard Farm-.LL 'Disclosure Form to Report
Lobbymg'm avoordanpe w2t.Ls inst vctors
2 This certnIcatro n is a raet;al reprasenatcn d fad upon
wPCh Tetance was plated wren this transaction WISE made or
entered into Submission or this oenfirabm is a prerequ sit.
br making or eraenng into dm%ba^sacton imposed by 31
U S C 1352 Any person who far%to One the required
certPrabon stall Ise sabred to a civ penalty of not less ton
310 ODO and net mare than 5100 000 Dr each soot fa0ure
3 The pmspe ewe parecpant also agrees by s.Jbrn Ding ns
bid or proposal that the paucipant shall require that the
language of this certificated be rnduded nab lower ter
subcontracts.era emotes 310O.UUU and that at such
recipients s'nall cert amd dispdse accordingly
Exhtbrt I-Paget 1 of 12
ATTACHMENT A-EMPLOYMENT AND MATERIALS C The contractor shall Include the pmvsors of SermonsI
PREFERENCE FOR APPALACHIAN DEVELOPMENT through 4 of the Attachment An every sMccnvect iv work
HIGHWAY SYSTEM OR APPALACHIAN LOCAL ACCESS which is o-reasonably may he,dare as on-ste war
ROAD CONTRACTS
This proviso is apphCYwe to a§Federel-ad protects funded
undern+ee Appata han Regina Devebpmea Act of 11355
I Dunne the performance eels contact,the contractor
unde+bims to do work which s.or reasonably may be don
as onsite wart shall pve preference to walked persons who
regulay reside In the labor yea as designated by the DOL
,Menem the contract work s slowed or the subregion or the
Appaadim counties oltle State wherein the Coni cI work is
stared except
a To the extent that chained persons reg./arty reeding m
tort area ye not available
t For the reasonable needs of the contractor to employ
supervisory or specally espe^renced personnel necessary to
assure al efficer executan of the contract work
c For the otligeron of the cmmusctor to&kr employment to
present Cr tomer employees as the result or a lawful collective
barganng contact Fronded that the number of nonresident
persons employed under this subparagraph(lel shat not
exceed 20 percent&the total ranter of employees employed
by the contactor on the contract wt.except as provided in
subparagraph l4)below
2 The recto shall pace am Drop with the State
Employment Service witting la the dassecatwns"'the
laborers mechanics and oder employees rehired to pectin
the centrad wok,(b)the number of employees required In
each dasstficaton,IcVthe dare on which the patclpant
estmates serf enthloythis wit be required.and(d)any other
pertinent wbrmatwi natured by the State Employment
Service to complete the pb order ten The Job order may be
placed nth the State En*rerd Service in wrong or by
telephone If during the eanse al the contract wok the
Irrormabon submitted by the contractor in the anginal lob order
is slbstantally modeled.the penman shall promptly notify
ere State Employment Service
3 The csmactor shall geefdl cosidraton to all quaffed
ply applicants relented to hon by the Slate Employment
Service The entreat(is not repaired to grant employmrt to
any Fla applrand Mo,on hs opinion we not quallfed to
perform the classification of won rewired
4 If.within one week balloons the placing of a lob one-by
?'e contractor with the State Entitlement Serwce.the State
Employment Service is unable to refer any qualr ed Job
applicants to the cpaacmr or less than the number
requested the State Engelman Service wit forward a
certfirxe tothe contactor ndiratng the unaarlabady&
applicants Such certificate shall be made a pat of the
Con"-101)5 Permanent Plied records Upon receipt&os
certificate the contactor!molar nay worthy persons who do not
normally reside in the labor area to fill psmors covered by the
cert9cate notwithstanding the pmvsios of subparagraph Ilei
abase
5 T^epmvsions&:3 CFR e332071e l allow the
contacting agency to promote a contactual pekw.ce for the
use of mineral'resource maternah native to the Appalachian
mac.
Exhibit 1 -Page 12 of 12
EXHIBIT J, ADDITIONAL FEDERAL REQUIREMENTS
Federal laws and regulations that may be applicable to the Work include:
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
contractors or the Local Agencys).
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 sub-Agreements for construction or repair)
Davis-Bacon Act
The Davis-Bacon Act(40 U.S.C.276a to a-7)as supplemented by Department of Labor regulations(29CFR
Part 5)(Construction contracts in excess of$2,000 awarded by the Local Agencys and the Local Agencys
when required by Federal Agreement program legislation This act requires that all laborers and mechanics
employed by contractors or sub-contractors 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)
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's in excess of$2,000,and in excess of$2,500 for other contracts which involve the employment
of mechanics or laborers)
Clear Air Act
Standards,orders,or requirements issued under section 306 of the Clear Air Act(42 U.S.0 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,subcontracts, and sub-Agreements of amounts in excess of
$100,000).
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).
OMB Circulars
Office of Management and Budget Circulars A-87,A-21 or A-122, and A-102 or A-110, whichever is applicable
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
Nondiscrimination
42 USC 6101 et sea 42 USC 2000d,29 USC 794,and implementing regulation,45 C.F R. Part 80 et.sea
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.
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
Uniform Relocation Assistance and Real Property Acquisition Policies Act
The Uniform Relocation Assistance and Real Property Acquisition Policies Act, as amended (Public Law91-
646,as amended and Public Law 100-17, 101 Slat 246-256) (If the contractor is acquiring real propertyand
displacing households or businesses in the performance of the Agreement)
Drug-Free Workplace Act
The Drug-Free Workplace Act(Public Law 100-690 Title V, subtitle D,41 USC 701 etseq)
Age Discrimination Act of 1975
The Age Discrimination Act of 1975,42 U.S.C.Sections 6101 et sea.and its implementing regulation,45
CF 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
23 C.F.R.Part 172
23 C.F.R Part 172, concerning"Administration of Engineering and Design Related Contracts"
23 C.F.R Part 633
Exhibit J-Page 1 of 2
23 C F.R Part 633,concerning"Required Contract Provisions for Federal-Aid Construction Contracts'.
23 C.F.R.Part 635
23 C F.R. Pail 635, concerning"Construction and Maintenance Provisions"
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 requirementsfor
which are shown in the Nondiscrimination Provisions,which are attached hereto and made a part hereof
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 Contractor,for itself, its assignees and successors in interest,agree asfollows:
i. Compliance with Regulations
The Contractor 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"Regulations"),which are herein
incorporated by reference and made a part of this Agreement
ii. Nondiscrimination
The Contractor,with regard to the work performed by it after award and pnor 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 Contractor will not participate either directly or indirectly in the discrimination
prohibited by Section 21 5 of the Regulations, including employment practices when the contract
covers a program set forth in Appendix C of the Regulations.
iii.Solicitations for Subcontracts, Including Procurement 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 procurement of materials or equipment,each potential
Subcontractor or supplier shall be notified by the Contractor of the Contractor'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 Contractor will provide all information and reports required by the Regulations, or orders and
instructions issued pursuant thereto and will permit access to its hooks, 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 Contractor is in the exclusive possession of another who fails or refusesto
furnish this information,the Contractor 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 Contractor's noncompliance with the nondiscnmination 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 Contractor under the
contract until the Contractor complies,and/or b. Cancellation,termination or suspension of the
contract, in whole or m part
Incorporation of Provisions§22
The Contractor will include the provisions of this Exhibit J in every subcontract, including procurementof
materials and leases of equipment, unless exempt by the Regulations, orders,or instructions issued
pursuant thereto.The Contractor will take such action with respect to any subcontract or procurement as
the State or the FHWA may direct as a means of enforcing such provisions including sanctions for
noncompliance, provided, however,that, in the event the 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
State to enter into such litigation to protect the interest of the State and in addition,the Contractor may
request the FHWA to enter into such litigation to protect the interests of the United States,
Exhibit 1-Page 2 of 2
EXHIBIT K, FFATA 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 ascnbed to them below.
1.1. "Award" means an award of Federal financial assistance that a non-Federal Entity receives or
administers in the form of:
1.1.1.Grants;
1.1.2.Contracts,
1.1.3. Cooperative agreements,which do not include cooperative research and development
agreements(CRDA) pursuant to the Federal Technology Transfer Act of 1986,as
amended (15 U S.0 3710),
1.1.4.Loans,
1.1.5.Loan Guarantees;
1.1.6.Subsidies;
1.1.7.Insurance;
1.1.8.Food commodities,
1.1.9.Direct appropriations;
1.1.10. Assessed and voluntary contributions;and
1.1.11. Other financial assistance transactions that authorize the expenditure of Federal funds by
non-Federal Entities
Award does not include'
1.1.12. Technical assistance,which provides services in lieu of money;
1.1.13. A transfer of title to Federally-owned property provided in lieu of money, even if the award
is called a grant;
1.1.14. Any award classified for security purposes,or
1.1.15. Any award funded in whole or in part with Recovery funds, as defined in section 1512 of
the American Recovery and Reinvestment Act(ARRA)of 2009(Public Law 111-5)
1.2. "Contract" means the contract to which these Supplemental Provisions are attached and includesall
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:/Ifedgov.dnb com/webform
1.5. "Entity" means all of the following as defined at 2 CFR part 25,subpart C,
1.5.1. A governmental organization,which is a State, local government,or Indian Tribe;
1.5.2.A foreign public entity,
1.5.3.A domestic or foreign non-profit organization;
Exhibit K-Page I of 4
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
1.6. "Executive" means an officer, managing partner or any other employee in a management position
1.7. "Federal Award Identification Number(FAIN)" means an Award number assigned by a Federal
agency to a Prime Recipient.
1.8. "FFATA" means the Federal Funding Accountability and Transparency Act of 2006 (Public Law 109-
282),as amended by§6202 of Public Law 110-252 FFATA, as amended, also is referred to as the
"Transparency Act"
1.9. "Prime Recipient" means a Colorado State agency or institution of higher education that receives an
Award.
1.10. "Subaward" means a legal instrument pursuant to which a Prime Recipient of Award funds awards
all or a portion of such funds to a Subrecipient, in exchange for the Subrecipient's support in the
performance of all or any portion of the substantive projector 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 forAward
Management(SAM)profile, if applicable
1.13. "Supplemental Provisions" means these Supplemental Provisions for Federally Funded Contracts,
Grants, and Purchase Orders subject to the Federal Funding Accountability and Transparency Act of
2006,As Amended, as may be revised pursuant to ongoing guidance from the relevant Federal or
State of Colorado agency or institution of higher education
1.14. "System for Award Management(SAM)" means the Federal repository into which an Entity must
enter the information required under the Transparency Act, which may be found at
http://www.sam-gov.
1.15. "Total Compensation" means the cash and noncash dollar value earned by an Executive during the
Prime Recipient's or Subrecipient's preceding fiscal year and includes the following
1.15.1. Salary and bonus;
1.15.2. Awards of stock, stock options, and stock appreciation rights, using the dollar amount
recognized for financial statement reporting purposes with respect to the fiscal year in
accordance with the Statement of Financial Accounting Standards No. 123(Revised
2005)(FAS 123R), Shared Based Payments;
1.15.3. Earnings for services under non-equity incentive plans, not including group life,health,
hospitalization or medical reimbursement plans that do not discnminate in favor of
Executives and are available generally to all salaried employees,
1.15.4. Change in present value of defined benefit and actuarial pension plans;
1.15.5. Above-market earnings on deferred compensation which is not tax-qualfied;
1.15.6. Other compensation, if the aggregate value of all such other compensation (e g
severance,termination payments, value of life insurance paid on behalf of the employee,
perquisites or property)for the Executive exceeds$10,000.
1.16. "Transparency Act" means the Federal Funding Accountability and Transparency Act of 2006(Public
Law 109-282),as amended by§6202 of Public Law 110-252 The Transparency Act also is referred
to as FFATA
1.17'vendor" means a dealer, distributor, merchant or other seller providing property or services required
for a projector program funded by an Award A Vendor is not a Prime Recipient or a Subrecipient and
Exhibit K-Page 2 of 4
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
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),78o(d)or§6104 of the Internal Revenue Code of 1986.
5. Reporting.Contractor shall report data elements to SAM and to the Prime Recipient as required in§7
below if Contractor is a Subrecipient for the Award pursuant to the Transparency Act. No direct payment
shall be made to Contractor for providing any reports required under these Supplemental Provisions and the
cost of producing such reports shall be included in the Contract price.The reporting requirements in§7
below are based on guidance from the US Office of Management and Budget(OMB), and as such are
subject to change at any time by OMB Any such changes shall be automatically incorporated into this
Contract and shall become part of Contractor's obligations under this Contract,as provided in §2 above
The Colorado Office of the State Controller will provide summaries of revised OMB reporting requirements
at http7/www.colorado qov/dpa/dfp/sco/FFATA htm
6. Effective Date and Dollar Threshold for Reporting. The effective date of these Supplemental Provisions
apply to new Awards as of October 1,2010 Reporting requirements in §7 below apply to new Awards as of
October 1,2010, if the initial award is$25,000 or more If the initial Award is below$25,000 but subsequent
Award modifications result in a total Award of$25,000 or more,the Award is subject to the reporting
requirements as of the date the Award exceeds$25,000 If the initial Award is$25,000 or more, but funding
is subsequently de-obligated such that the total award amount falls below$25,000,the Award shall continue
to be subject to the reporting requirements
7. Subrecipient Reporting Requirements. If Contractor is a Subrecipient, Contractor shall report as set forth
below.
Exhibit K-Page 3 of 4
7.1 ToSAM.A Subrecipient shall register in SAM and report the following data elements in SAM foreach
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,
7.1.3 Subrecipient Parent DUNS Number;
7.1.4 Subrecipient's address, including. Street Address, City, State,Country,Zip+4,and
Congressional District;
7.1.5 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,Stale,
Country,Zip code+4,and Congressional District
8. Exemptions.
8.1. These Supplemental Provisions do not apply to an individual who receives an Award as a natural
person, unrelated to any business or non-profit organization he or she may own or operate in his or
her name.
8.2 A Contractor with gross income from all sources of less than $300,000 in the previous tax year is
exempt from the requirements to report Subawards and the Total Compensation of its most highly
compensated Executives
8.3 Effective October 1, 2010, "Award"currently means a grant, cooperative agreement, or other
arrangement as defined in Section 1 1 of these Special Provisions On future dates"Award"may
include other items to be specified by OMB in policy memoranda available at the OMB Web site,
Award also will include other types of Awards subject to the Transparency Act.
8.4 There are no Transparency Act reporting requirements for Vendors
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
Exhibit K-Page 4 of 4
EXHIBIT L, SAMPLE SUBRECIPIENT MONITORING AND RISK
ASSESSMENT
B® COOT SUBRECIPIENT RISK ASSESSMENT Date:
Name of Entity pubrrcifkent)
Name of Wgttt/Pretiam
Estimated Award Penin
Entity Executive Director a VP
Entity Chief financial Officer
Entity Representative for dds Self Asavrent
brtlri1 (See 9r0adurt tab*more bloarsMn)
Qal on&oneboxf>reach question AN quesoom ore required to beanswered
z.uaire the'Comment"sechon Blow the last gsrmonfor adarorw)responses. es No WA
3.When complete.NM the box at the bottom of the form reauthorize
ASFKMFNT T. r WA
1 N your entitynew to operating or managing federal funds(las not done so within tie past three
rsP ❑ ❑
21s this fvdingpmpam new for your entity(managed for less than three years)?Esampks of
Mingprogams include LNA¢TAP.STP-M.etc C _ ❑
l noes your staff assigned to the program have at knit hire full years of experience with this IT ❑
federal pram
MONITORING/AUDNASESMLNT es me WA
4 Hasrour entity had an eseite protect or pant review from an external entity fag..COOT. I LJ ❑
FN1VA)within the last three years?
5 a)Were there nommmpliarce Issues In this prior review' I I LI LI
b)Wbet were the number and extent of Issues In prior review? n [4 ❑
11.3
OPERATION ASSESSMENT ea is WA
ti Ova yaw entity have a time and effort reporting system In place teen:nnt lar 100%of all
employees'time,that can provide a breakdown of the actual time spent on each fended ❑ ❑
prgect' 'NA In the comment section pkase explain how you Wend to document10096 of
/nom worked by enpbyees and breakdown of time spent on eochfudig pn*ct
FINANCIAL ASSESSMENT se me WA
Raj Coen your entity have an Indirect cost rate that Is approved and current> n I ❑
bl If res.who approved the rate,and what date was it approved'
4 Is this pant/award 10%or more of your enttys overall funding? n n
p Has your entity returned lapsed'lords'•Funds"lapse"when they ore no longer available for IdI n n
obigodon _
10 Has your entity had difficulty meeting local match requirements In the last three years? rl ❑ n
11 What Is the total federal funding your entity has been awarded for the last federal fiscal year,
and what Is yourentny's fiscal year end?
Exhibit L-Page I of 3
INTERNAL CONMOLEASSESSMENT Rs is VP
2j Has your entity had anysigni icant thanges in keT Personnel a a®atirg rystem(s)it the last
year?les,Controller,Exec Director,Program Mw,,Aaoundng Mgr.etc)tf Yes,in to El ❑ C
comment sealon,please idartdy theacamting sysmn(s).and/or 6vpendant/positions and
identiyanythatwe vacant
13 Dora vow entity have financial procedures and controls in glom toxmrmnodm a federal-aid ❑ ❑
Protect?
iaDoesyuramondngsystemIdentifythereceiptsandenpendituresofpragamfiat ❑ U
separately for each award?
L y2R your accamtlng system provide for the recording ci even/Mures for each award by the
budget cost categories shown In the approved budget?
16 Does your agency have a review process for all expenditures that will ensure that all costs are reasonable, 1 1
allowable and allocated correctly to each rundng source?If Ya,in the comment
section,please explain your parent process for rndewing costs
allow many total FTE perform accounting functions within youragarintian? I I LI I I
et
IMPACT ASSESSMENTn Ysw
!4 For this upcoming federal award or in the immediate future,does your entity have any potential
conflicts of interest'In accordance with applicable Federal awarding agency policy?dYes,
please disclose these wrfbcts in writing along with supportingfifomat(m,arid submit wqih ❑ ❑
thisform.(they practices,Wmmes or.dRnm&ps that reasons*rppearie be on mnfct with Me WI
performance of the wbreap enh obligationsto the State)
19 For Olsaward,has your entity disclosed to CDOT,in writing,vbhtlaa of Federal criminal law
involving fraud,bribery,a gratuity violations potentially affecting theaward?Response [] ❑ ❑
options
YES=Geek if have ore or more vnntan(s)and have either disclosed previously to(DOT or as
part°Jthlsform.In the comment sectlon,list all Nootians with names of supporting
documentation and submit with this form
N0=Check lfhave one or more violation(s)and have not duscbdpreviously or WI not
disclose as part of this form Explain in the commentsection
N/A =Ged rfhave no dootions
PROGRAM MANAGEMENT ASSESSMENT You w WA
jg Does your entity have a written process/procedure or certification statement approved by your
governing board ensuringcntcal project personnel are capable of effectivelymanaging Federal- Li ❑ ❑
aid projects?If Yes,please submitwith thisform
21 Does your entlty have written procurement pdolesorceruficaton statement for consultant
selection approved by your governing board in compliance with 23 CFR 17r?If Yes,please til ❑ ❑
submit with this form,('The 6roalsAdrewunes agencies to pronate opmmnpemm byodvertuma
rotuny sereRup,end negotiating contmRs based on demonstrated competence endgruifrmtwns at o
fair and reasonable price.)
22.ails your staff familiar with the relevant COOT manuals and federal program requirements? n H Li
b)Does your entry have a written policy or a certilcatim statement approved by your
governing board assuring federal-aid projects will receive adequate inspections?q Y ,please n ❑ ❑
submit with this form
c)Does your entity have a written process a a certification statement approved by your
governing board assuring a contractor's work will be completed in conformance with approved H P1 El
plans and specifications??Yes,pleasesubmrt usth this form_
Exhibit L-Page 2 of 3
dl Does your entity have a written policy ar certification statement approved by you governing
board assunng that materials assailed on the projects are sampled and tested per approved 0 IT
ryamus IfYes,please submit Mill this form.
el Does your entity have a wnnen policy or certification statement approved by your governing _ n
board assuring that only US manufactured neer WI be incorporated into the protect(Buy
Amaka regmrements P If Yes.ukase submt with Mrsferm.
Comments-As needed,include the question number and provide comments related to the above questions.
lnserl additional rows as needed.
n By checking this boz the Executive Director.VP or Chief PowaaIOfficer ot reds entity certifies the all ®® Iwl vena,
Mf tun provided on thhforma nue and correct. vao(mono)
Exhibit L-Page 3 of 3
EXHIBIT M, OMB Uniform Guidance for Federal Awards
Subject to
The Office of Management and Budget Uniform Administrative Requirements,Cost Principles,and Audit
Requirements for Federal Awards("Uniform Guidance"),
Federal Register,Vol.78,No.248,78590
The agreement to which these Uniform Guidance Supplemental Provisions arc attached has been funded,in whole or in
part,with an award of Federal funds.In the event of a conflict between the provisions of these Supplemental Provisions,
the Special Provisions,the agreement or any attachments or exhibits incorporated into and made a part of the agreement,
the provisions of these Uniform Guidance Supplemental Provisions shall control.In the event of a conflict between the
provisions of these Supplemental Provisions and the FFATA Supplemental Provisions,the FFATA Supplemental
Provisions shall control
9. Definitions.For the purposes of these Supplemental Provisions,the following terms shall have the meanings ascnbed
to them below.
9.1. "Award"means an award by a Recipient to a Subrecipient funded in whole or in part by a Federal Award The
terms and conditions of the Federal Award flow down to the Award unless the terms and conditions of the
Federal Award specifically indicate otherwise 2 CFR§200 38
9.2. "Federal Award"means an award of Federal financial assistance or a cost-reimbursement contract under the
Federal Acquisition Requirements by a Federal Awarding Agency to a Recipient "Federal Award"also means
an agreement setting forth the terms and conditions of the Federal Award The term does not includepayments
to a contractor or payments to an individual that is a beneficiary of a Federal program
9.3. "Federal Awarding Agency"means a Federal agency providing a Federal Award to a Recipient.2 CFR
§200 37
9.4. "FFATA"means the Federal Funding Accountability and Transparency Act of 2006(Public Law 109-282),as
amended by§6202 of Public Law 110-252.
9.5. "Grant"or"Grant Agreement"means an agreement setting forth the terms and conditions of an Award The
term does not include an agreement that provides only direct Federal cash assistance to an individual,a subsidy,
a loan,a loan guarantee,insurance,or acquires property or services for the direct benefit of use of the Federal
Awarding Agency or Recipient 2 CFR§200 51
9.6. "OMB"means the Executive Office of the President,Office of Management and Budget.
9.7. "Recipient"means a Colorado State department,agency or institution of higher education that receives a
Federal Award from a Federal Awarding Agency to carry out an activity under a Federal program The term
does not include Subrecipients 2 CFR§200 86
9.8. "State"means the State of Colorado,acting by and through its departments,agencies and institutions of higher
education
9.9. "Subrecipient"means a non-Federal entity receiving an Award from a Recipient to carry out part of a Federal
program.The term does not include an individual who is a beneficiary of such program
9.10. "Uniform Guidance"means the Office of Management and Budget Uniform Administrative Requirements,
Cost Pnnciples,and Audit Requirements for Federal Awards,which supersedes requirements from OMB
Circulars A-2I,A-87,A-110,and A-122,OMB Circulars A-89,A-102,and A-133,and the guidance in Circular
A-50 on Single Audit Act follow-up.The terms and conditions of the Uniform Guidance flow down to Awards
to Subrecrpients unless the Uniform Guidance or the terms and conditions of the Federal Award specifically
indicate otherwise
9.11. "Uniform Guidance Supplemental Provisions"means these Supplemental Provisions for Federal Awards
subject to the OMB Uniform Guidance,as may be revised pursuant to ongoing guidance from relevant Federal
agencies or the Colorado State Controller.
10. Compliance.Subrecipient shall comply with all applicable provisions of the Uniform Guidance,including but not
limited to these Uniform Guidance Supplemental Provisions.Any revisions to such provisions automatically shall
Exhibit M-Page I of 5
become a part of these Supplemental Provisions,without the necessity of either party executing any further instrument.
The State of Colorado may provide written notification to Subrecipient of such revisions,but such notice shall not be a
condition precedent to the effectiveness of such revisions
11. Procurement Standards.
3.1 Procurement Procedures. Subrecipient shall use its own documented procurement procedures which reflect
applicable State,local,and Tribal laws and regulations,provided that the procurements conform to applicable
Federal law and the standards identified in the Uniform Guidance,including without limitation,§§200 318
through 200.326 thereof
3.2 Procurement of Recovered Materials If Subrecipient is a State Agency or an agency of a political
subdivision ofa state,its contractors must comply with section 6002 of the Solid Waste Disposal Act,as
amended by the Resource Conservation and Recovery Act.The requirements of Section 6002 include procuring
only items designated in guidelines of the Environmental Protection Agency(EPA)at 40 CFR part 247 that
contain the highest percentage of recovered materials practicable,consistent with maintaining a satisfactory
level of competition,where the purchase price of the item exceeds S 10,000 or the value of the quantityacquired
dunng the preceding fiscal year exceeded$10,000,procuring solid waste management services in a manner that
maximizes energy and resource recovery;and establishing an affirmative procurement program for procurement
of recovered materials identified m the EPA guidelines.
4. Access to Records.Subrecipient shall permit Recipient and auditors to have access to Subrecipient's records and
financial statements as necessary for Recipient to meet the requirements of§200.331 (Requirements forpass-through
entitles), §§200.300(Statutory and national policy requirements)through 200 309(Period of performance),and
Subpart F-Audit Requirements of the Uniform Guidance.2 CFR§200.331(a)(5)
5. Single Audit Requirements. If Subrecipient expends$750,000 or more in Federal Awards during Subreeipient's
fiscal year, Subrecipient shall procure or arrange for a single or program-specific audit conducted for that yearn
accordance with the provisions of Subpart F-Audit Requirements of the Uniform Guidance,issued pursuant to the
Single Audit Act Amendments of 1996,(31 U S C.7501-7507) 2 CFR§200.501
5.1 Election Subrceipient shall have a single audit conducted in accordance with Uniform Guidance§200.514
(Scope of audit),except when it elects to have a program-specific audit conducted in accordance with§200 507
(Program-specific audits) Subrecipient may elect to have a program-specific audit if Subrecipient expends
Federal Awards under only one Federal program(excluding research and development)and the Federal
program's statutes,regulations,or the terms and conditions of the Federal award do not require a financial
statement audit of Recipient.A program-specific audit may not be elected for research and development unless
all of the Federal Awards expended were received from Recipient and Recipient approves in advance a
program-specific audit
5.2 Exemption If Subreciprent expends less than$750,000 in Federal Awards during its fiscal year,Subrecipient
shall be exempt from Federal audit requirements for that year,except as noted in 2 CFR§200.503 (Relation to
other audit requirements),but records shall be available for review or audit by appropriate officials of the
Federal agency,the State,and the Government Accountability Office.
5.3 Subrecipient Compliance Responsibility.Subrecipient shall procure or otherwise arrange for the audit
required by Part F of the Uniform Guidance and ensure it is properly performed and submitted when due in
accordance with the Uniform Guidance Subrecipient shall prepare appropriate financial statements,including
the schedule of expenditures of Federal awards in accordance with Uniform Guidance§200 510(Financial
statements)and provide the auditor with access to personnel,accounts,books,records,supporting
documentation,and other information as needed for the auditor to perform the audit required by Uniform
Guidance Part F-Audit Requirements
b. Contract Provisions for Subrecipient Contracts.Subrecipient shall comply with and shall include all ofthe
following applicable provisions in all subcontracts entered into by it pursuant to this Grant Agreement
6.1 Equal Employment Opportunity.Except as otherwise provided under 41 CFR Part 60,all contracts that meet
the definition of"federally assisted construction contract"in 41 CFR Part 60-I 3 shall include the equal
opportunity clause provided under 41 CFR 60-1.4(6),in accordance with Executive Order 11246,"Equal
Employment Opportunity"(30 FR 12319, 12935,3 CFR Part, 1964-1965 Comp.,p 339),as amended by
Exhibit M -Page 2 of 5
Executive Order 11375,"Amending Executive Order 11246 Relating to Equal Employment Opportunity,"and
implementing regulations at 41 CFR part 60,"Office of Federal Contract Compliance Programs,Equal
Employment Opportunity,Department of Labor"
"During the performance of this contract,the contractor agrees as follows
(1) The contractor will not discriminate against any employee or applicant for employment because of
race,color,religion,sex,or national origin.The contractor will take affirmative action to ensure that applicants
are employed,and that employees are treated during employment,without regard to their race,color,religion,
sex,or national origin. Such action shall include,but not be limited to the following Employment, upgrading,
demotion,or transfer,recruitment or recruitment advertising,layoff or termination,rates of pay or other forms
of compensation;and selection for training,including apprenticeship.The contractor agrees to post in
conspicuous places,available to employees and applicants for employment,notices to be provided by the
contracting officer setting forth the provisions of this nondiscrimination clause.
(2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the
contractor,state that all qualified applicants will receive consideration for employment without regard to race,
color,religion,sex,or national origin
(3) The contractor wall send to each labor union or representative of workers with which he has a collective
bargaining agreement or other contractor understanding,a notice to be provided by the agency contracting
officer,advising the labor union or workers'representative of the contractor's commitments under section 202 of
Executive Order 11246 of September 24, 1965,and shall post copies of the notice in conspicuous places
available to employees and applicants for employment
(4) The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965,and
of the rules,regulations,and relevant orders of the Secretary of Labor.
(5) The contractor will furnish all information and reports required by Executive Order 11246 of
September 24, 1965,and by the rules,regulations,and orders of the Secretary of Labor,or pursuant thereto,and
will permit access to his books,records,and accounts by the contracting agency and the Secretary of Labor for
purposes of investigation to ascertain compliance with such rules,regulations,and orders
(6) In the event of the contractor's non-compliance with the nondiscrimination clauses of this contractor
with any of such rules,regulations,or orders,this contract may be canceled,terminated or suspended in whole
or in part and the contractor may be declared ineligible for further Government contracts in accordance with
procedures authorized in Executive Order 11246 of September 24, 1965,and such other sanctions maybe
imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965,or by rule,
regulation,or order of the Secretary of Labor,or as otherwise provided by law.
(7) The contractor will include the provisions of paragraphs(1)through(7)in every subcontract or
purchase order unless exempted by rules,regulations,or orders of the Secretary of Labor issued pursuant to
section 204 of Executive Order 11246 of September 24, 1965,so that such provisions will be binding upon each
subcontractor or vendor The contractor will take such action with respect to any subcontract or purchase order
as may be directed by the Secretary of Labor as a means of enforcing such provisions including sanctions for
noncompliance Provided, however, that in the event the contractor becomes involved in,or is threatened with,
litigation with a subcontractor or vendor as a result of such direction,the contractor may request the United
States to enter into such litigation to protect the interests of the United States"
4.2 Davis-Bacon Act.Davis-Bacon Act,as amended(40 U.S C 3141-3145) When required by Federal program
legislation,all prime construction contracts in excess of$2,000 awarded by non-Federal entities must include a
provision for compliance with the Davis-Bacon Act(40 U S C.3141-3144,and 3146-3148)as supplemented by
Department of Labor regulations(29 CFR Part S,"Labor Standards Provisions Applicable to Contracts
Covering Federally Financed and Assisted Construction") In accordance with the statute,contractors must be
required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in awage
determination made by the Secretary of Labor.In addition,contractors must be required to pay wages not less
than once a week.The non-Federal entity must place a copy of the current prevailing wage determination issued
by the Department of Labor in each solicitation.The decision to award a contract or subcontract must be
conditioned upon the acceptance of the wage determination.The non-Federal entity must report all suspectedor
reported violations to the Federal awarding agency.The contracts must also include a provision far compliance
with the Copeland"Anti-Kickback"Act(40 U S C.3145),as supplemented by Department of Labor regulations
(29 CFR Part 3,"Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in
Exhibit M -Page 3 of 5
Part by Loans or Grants from the United States") The Act provides that each contractor or Subrecipient must
be prohibited from inducing,by any means,any person employed in the construction,completion,or repairof
public work,to give up any part of the compensation to which he or she is otherwise entitled The non-Federal
entity must report all suspected or repotted violations to the Federal awarding agency.
4.3 Rights to Inventions Made Under a Contractor Agreement.If the Federal Award meets the definition of
"funding agreement"undcr 37 CFR§401.2(a)and Subrecipient wishes to enter into a contract with a small
business firm or nonprofit organization regarding the substitution of parties,assignment or performance of
experimental,developmental,or research work under that"funding agreement,"Subrecipient must comply with
the requirements of 37 CFR Part 401,"Rights to Inventions Made by Nonprofit Organizations and Small
Business Firms Under Government Grants,Contracts and Cooperative Agreements."and any implementing
regulations issued by the awarding agency.
4.4 Clean Air Act(42 U.S.C.7401-7671q.)and the Federal Water Pollution Control Act(33 U.S.C.1251-
1387),as amended Contracts and subgrants of amounts in excess of$150,000 must contain a provisionthat
requires the non-Federal award to agree to comply with all applicable standards,orders or regulations issued
pursuant to the Clean Air Act(42 U S C' 7401-7671 q)and the Federal Water Pollution Control Act as amended
(33 U.S.0 1251-1387) Violations must be reported to the Federal awarding agency and the Regional Office of
the Environmental Protection Agency(EPA)
4.5 Debarment and Suspension(Executive Orders 12549 and 12689).A contract award(see 2 CFR 180 220)
must not be made to parties listed on the government wide exclusions in the System for Award Management
(SAM),in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549(3 CFR
part 1986 Comp.,p. 189)and 12689(3 CFR part 1989 Comp.,p.235),"Debarment and Suspension" SAM
Exclusions contains the names of parties debarred,suspended,or otherwise excluded by agencies,as well as
parties declared ineligible under statutory or regulatory authority other than Executive Order 12549
4.6 Byrd Anti-Lobbying Amendment(31 U.S.C. 1352).Contractors that apply or bid for an award exceeding
$100,000 must file the required certification Each tier certifies to the tier above that it will not and has not used
Federal appropriated funds to pay any person or organization for influencing or attempting to influence an
officer or employee of any agency,a member of Congress,officer or employee of Congress,or an employee of a
member of Congress in connection with obtaining any Federal contract,grant or any other award covered by 31
U.S.0 1352 Each tier must also disclose any lobbying with non-Federal funds that takes place in connection
with obtaining any Federal award Such disclosures are forwarded from tier to tier up to the non-Federal award
7. Certifications.Unless prohibited by Federal statutes or regulations,Recipient may require Subrecipient to submit
certifications and representations required by Federal statutes or regulations on an annual basis 2 CFR§200 208.
Submission may be required more frequently if Subrecipient fails to meet a requirement of the Federal award
Subrecipient shall certify in writing to the State at the end of the Award that the projector activity was completed or
the level of effort was expended 2 CFR§200.201(3).If the required level of activity or effort was not carried out, the
amount of the Award must be adjusted
1. R. Event of Default.Failure to comply with these Uniform Guidance Supplemental Provisions shall constitute an
event of default under the Grant Agreement(2 CFR§200 339)and the State may terminate the Grant upon 30 days
prior written notice if the default remains uncured five calendar days following the termination of the 30 day notice
period This remedy will be in addition to any other remedy available to the State of Colorado under the Grant,atlaw
or in equity.
9. Effective Date.The effective date of the Uniform Guidance is December 26,2013.2 CFR §200 110. The
procurement standards set forth in Uniform Guidance§§200.317-200 326 are applicable to new Awards made by
Recipient as of December 26,2015 The standards set forth in Uniform Guidance Subpart F-Audit Requirements are
applicable to audits of fiscal years beginning on or after December 26,2014.
10. Performance Measurement
The Uniform Guidance requires completion of OMB-approved standard information collection forms(the PPR) The
form focuses on outcomes,as related to the Federal Award Performance Goals that awarding Federal agencies are
required to detail in the Awards
Exhibit M -Page 4 of 5
Section 200 301 provides guidance to Federal agencies to measure performance in a way that will help the Federal
awarding agency and other non-Federal entities to improve program outcomes.
The Federal awarding agency is required to provide recipients with clear performance goals, indicators,and milestones
(200.210) Also,must require the recipient to relate financial data to performance accomplishments of the Federal
award.
Exhibit M -Page 5 of 5