A meeting of the Manatee County Port Authority will be held Thursday, August 19, 2021, at 9:00 am, or as soon thereafter as is practicable in the third-floor meeting room of the Port Manatee Intermodal Center, 1905 Intermodal Circle, Palmetto, FL 34221, located at the intersection of South Dock Street and Reeder Road at Port Manatee.

Anyone wishing to attend this meeting who does not have an appropriate Port Manatee identification badge may enter Port Manatee by the north or south gate by displaying photo identification, generally a driver’s license.

MANATEE COUNTY PORT AUTHORITY AGENDA

August 19, 2021 – 9:00 am

The Manatee County Port Authority may take action on any matter during this meeting, including those items set forth within this agenda. The chairperson, at the option of the chairperson, may take business out of order if the chairperson determines that such a change in the agenda’s schedule will expedite the business of the Port Authority.

CALL TO ORDER

Invocation – Rev. Allen Howe Pledge of Allegiance Audience Introductions Public Comments

1. Presentation – Captain Matthew Thompson – U.S. Coast Guard

   
   

2. Consent Agenda

   
   

3. Del Monte Fresh Produce Lease Renewal and Warehouse 6 Amendment

   
   

4. 2022 Legislative Priorities

5. Resolution for the Fiscal Year 2021-2022 Manatee County Port Authority Budget Public Comments

FDOT Comments

Executive Director Comments Commissioner Comments

According to Section 286.0105, Florida Statutes, any person desiring to appeal any decision made by the Port Authority with respect to any matter considered at this meeting will need a record of the proceedings, and for such purpose may need to ensure that a verbatim record of the proceedings is made, which includes the testimony and evidence upon which the appeal is to be based.

Reggie Bellamy, Chairman

Misty Servia, 1st Vice-Chairman; James Satcher, 2nd Vice-

Chairman; Carol Whitmore, 3rd Vice-Chairman;

Vanessa Baugh, Member; George Kruse, Member;

Kevin Van Ostenbridge, Member

August 19, 2021

AGENDA ITEM 1.: PRESENTATION – CAPTAIN MATTHEW

THOMPSON, U.S. COAST GUARD

Captain Matthew Thompson, Commander, U.S. Coast Guard Sector St. Petersburg, serves as Captain of the Port, Officer in Charge of Marine Inspection, Search and Rescue Mission Coordinator, Federal On- Scene Coordinator while directing Coast Guard operations along the West Coast of Florida and throughout the Tampa Bay region. Sector St. Petersburg is comprised of 2,700 Active Duty, Reserve, Civilian, and Auxiliary personnel, as well as 12 multi-mission units, including five boat stations, six cutters, and an Aids to Navigation Team.

Previously, Captain Thompson was assigned to the Coast Guard Personnel Service Center, Officer

Personnel Management Division (opm-1) as Chief of Boards, Panels, Promotions, and Separations Branch. There he directed and oversaw all active duty officer promotion boards and advanced education panels, and effected all officer promotions, retirements and separations for the nearly 8,500 member commissioned and warrant officer corps.

Captain Thompson’s operational assignments include Response Department Head at Coast Guard Sector San Francisco, five afloat tours as an officer and enlisted Quartermaster, and as Command Center Senior Controller at Sector San Juan, Puerto Rico. His afloat assignments include Commanding Officer of USCGC SAPELO, Executive Officer of USCGC NUNIVAK, Operations Officer of USCGC ACACIA and crewmember onboard USCGCs ATTU and OCRACOKE as an enlisted member.

He also served in staff assignments as Chief of External Affairs at the Coast Guard Eleventh District, where he oversaw and coordinated the congressional, governmental and international engagement programs, as well as on the Coast Guard Pacific Area staff as the program manager for the Maritime Law Enforcement (MLE) and Ports Waterways and Coastal Security (PWCS) missions.

Captain Thompson holds a Bachelor of Science from Excelsior College in Management, and a Joint Professional Military Education certification through the U.S. Air Force, Air Command and Staff College. He is a permanent Cutterman and holds the Advanced Boat Forces Insignia. His personal awards include three Meritorious Service Medals, four Commendation Medals, and three Achievement Medals.

He is married to Lynesh Thompson, of San Juan Puerto Rico, and they have three children.

August 19, 2021

1. CONSENT AGENDA

   
   

   1. Warrant List

      
      

   2. Minutes July 28, 2021

      
      

   3. Budget Resolution

      
      

   4. Public Transportation Grant Agreement – Master Plan

      
      

   5. Public Transportation Grant Agreement – Dry/Chill Warehouse

      
      

   6. Public Transportation Amendment to the Public Transportation Grant Agreement – Intermodal Container Yard

      
      

   7. Anchor House Lease Amendment Two

      
      

   8. Coronavirus State Fiscal Recovery Funds Subrecipient Grant Agreement

      
      

   9. Approval of the Sublease between Carver Maritime LLC and Apex Engineered Products

      
      

   10. Cargo Pad Construction/Storage Agreement and Lease Amendment Four

RECOMMENDATION:

Move to approve the Consent Agenda incorporating the language as stated in the recommended motions on the cover sheets for the Consent Agenda items.

Total warrants (checks) for period reported 2,189,098.12

MANATEE COUNTY PORT AUTHORITY REGULAR MEETING

PORT MANATEE INTERMODAL CENTER, THIRD FLOOR

1905 Intermodal Circle Palmetto, Florida

JULY 28, 2021

Present were:

Reggie Bellamy, Chairman

Misty Servia, First Vice-Chairman

James A. Satcher III, Second Vice-Chairman Carol Whitmore, Third Vice-Chairman Vanessa Baugh

George W. Kruse

Kevin Van Ostenbridge (Entered during meeting)

Also present were:

Carlos Buqueras, Executive Director Jennifer R. Cowan, Port Authority Attorney Angel Colonneso, Clerk of the Circuit Court

Kim Wilder, Finance Director, Clerk of the Circuit Court Vicki Tessmer, Deputy Clerk, Clerk of the Circuit Court

Chairman Bellamy called the meeting to order at 9:00 a.m.

Invocation was delivered by Reverend Allen Hower, Anchor House

Carlos Buqueras, Executive Director, welcomed everyone back to the Port, stressed that the Port does not close due to the importance of supplying goods to citizens.

Members of the Audience introduced themselves.

PUBLIC COMMENTS

There being no public comment, Chairman Bellamy closed public comment.

AGENDA PA20210728DOC001

1. EMPLOYEE RECOGNITION

   Carlos Buqueras, Executive Director, David St. Pierre, Port Security Director, recognized the following employees:

   • Rachel Gallant, Trusted TWIC Agent – Five years of service

   • Mylaka Ware, Badging Clerk – Fifteen years of service (Enter Member Van Ostenbridge)

     
     

     Mr. Buqueras elaborated on the significant achievements of the Security Department, including national training. PA20210728DOC002

2. MARINE TOWING OF TAMPA LLC

   Norman Atkins, Vice President, Marine Towing of Tampa LLC, used a slide presentation to discuss the history of the company, the primary function to dock and undock vessels to ensure they move safely and in a timely manner. He provided specs on the vessels they use and noted the tugs work 24 hours a day and most have fire-fighting capabilities. Tugs cost from $8 to $10 million, and are fully equipped. He continued to explain the process for bringing the ships in to the Port. Pilots are 100 percent in control of the vessels once they

   
   

   enter Egmont Channel. He responded that the weather has to be quite severe for the tugs to not operate. The majority of ships require the tugs to help them make the turn from the cut into Port Manatee.

   
   

   Discussion ensued that Port Members should go out for a trip on a tug when they have a chance.

   
   

   Mr. Atkins complimented Port Manatee for the increased business in the past couple of years, and stated Marine Towing values their relationship with the Port. PA20210728DOC003

3. TAMPA BAY PILOTS ASSOCIATION

Terry Fluke, Executive Director, Tampa Bay Pilots Association, stated the channel tightens as it moves further north into Tampa Bay. He used a slide presentation to provide a history of the Pilots Association established in 1886 on Egmont Key, the channel, weather conditions, leveraging technology to navigate the channel with (Portable Pilot Units) PPU devices, increased business at the Port and the need for good communication between pilots and tug boat captains, real-time meteorological data, pilots can decline a job at any time based on safety, ships may stop moving at 35 knots due to wave height and pilot boarding, and the positive aspects of Port Manatee.

Mr. Buqueras responded that line handling is performed by Port staff.

Mr. Fluke continued the slides to address the pilot workforce, maritime information and vessel schedules (harbor master duties) are provided for Tampa Bay, and community support.

Discussion ensued that ship scheduling requires a two and half hour notice (prefer 36 hours), foreign vessels require 96 hour notice from the Coast Guard, once notice is received, the ship is put on the schedule (first come/first serve), there is no different protocol for petroleum except during a hurricane when petroleum is needed, the Coast Guard has jurisdiction to close the Port and instruct vessels to leave the berths, if a port closes there will be vessels waiting to enter, ships can ride out the storm, pilots manage traffic, shoehorning ships into berths is common, since ships are getting bigger and port infrastructure has remained the same, there are plans to expand berths at Port Manatee, the Coast Guard provides bulletins regarding storm activity, there are no bailouts in Tampa Bay, and technology has improved significantly since the Skyway incident.

Mr. Buqueras stated Berth 4 expansion is planned for an additional berth to the south. The Port remains open during storms for any transport company that wants to pick up cargo for land-side transport. PA20210728DOC004

CONSENT AGENDA PA20210728DOC005

4. A motion was made by Member Servia seconded by Member Whitmore, and carried 5-2, with Members Baugh and Satcher voting nay, to approve the Consent Agenda incorporating the language as stated in the recommended motions on the cover sheets for the Consent Agenda, with the deletion of item D, Travel and Proprietary Activities Policy. PA20210728DOC006

1. WARRANT LIST

   Accepted Warrant Listing from May 13, 2021, to July 18, 2021 PA20210728DOC007

2. MINUTES

   Approved the Minutes May 20, 2021

   
   

3. BUDGET AMENDMENT

Adopted Budget Resolution PA-21-11 PA20210728DOC008

1. LOBBYING SERVICES

   Executed Contract for Professional Services between the Manatee County Port Authority and Jocelyn Hong and Associates LLC PA20210728DOC009

2. WORLD DIRECT SHIPPINIG AND CARGO FREIGHT VOLUME

   Executed the World Direct Shipping Cargo and Freight Volume Agreement Amendment Four between the Manatee County Port Authority and World Direct Shipping PA20210728DOC010

3. TAMPA BAY ESTUARY PROGRAM

Executed the Amended and Restated Interlocal Agreement Between the Tampa Bay Estuary Program and the Manatee County Port Authority. PA20210728DOC011

(End Consent Agenda)

Discussion ensued that pulling an item from the Consent is common, and the Clerk and Port Councel will address the travel policy, it is common for the Chairman to discuss items that are going before the Authority, Chairman Bellamy requested a meeting with the Clerk regarding the travel policy, if an item is on the agenda, there should be discussion at the meeting.

Chairman Bellamy stated the item will be discussed at the next Port Authority meeting, and he was under the assumption that the item would not be on the agenda, but the agenda was already posted.

Discussion ensued that policy changes are brought forward to the Board, this item has yet to be voted on, and the Port Authority is the only one to set policy.

1. SOUTH GATE EXPANSION

   Mr. Buqueras stated the expansion will allow more trucks to enter the Port.

   A motion was made by Member Servia and seconded by Member Whitmore to execute the Design Build Contract between Ajax Paving Industries and the Manatee County Port Authority which includes a fee of $148,297 for Phase 1 Services of the South Gate Expansion Project.

   The motion carried 7-0. PA20210728DOC012

   FINANCE DIRECTOR

   Angel Colonneso, Clerk of the Circuit Court introduced Kim Wilder as Finance Director.

   EXECUTIVE DIRECTOR COMMENTS

   • Flowers are being delivered via ship from Mexico to Port Manatee

   • Manatee County Area Transit (MCAT) launched Port Manatee call-ahead bus service

   • Schedule container yard expansion

   • World Direct Shipping purchased 400 acres next to the Port for business expansion

   • Aceros Arequipa to export scrap metal from the Port

   • An alligator was relocated to a gator farm in Arcadia

   • Rebranding to “Seaport Manatee”

   • New Port Communications, Sunny Venable

     
     

     Diego Arrospide, Aceros Arequipa, provided information on their operations and that they melt recycled steel. Metal is processed into separate elements and they only export the ferrous metal.

     
     

     Member Comments

     Member Kruse

   • Appreciated being a the Port for the meeting

   • Interested to discuss the Travel Policy and perspective client anonymity

     Member Baugh

   • Stressed the importance of anonymity when discussing potential business and the competitiveness of Port Tampa

     
     

     

     Member Whitmore

   • Explained how the Port is a business and not a Government and suggested a creative way to keep potential customers confidential

   
   

   Member Van Ostenbridge made a motion to reconsider the vote for the consent agenda. The motion was seconded by Member Baugh and carried 4-3 with Chairman Bellamy and Members Servia and Whitmore voting nay.

   Jennifer Cowan, Port Authority Attorney explained what the new motion will be.

   CONSENT AGENDA

   A motion was made by Member Baugh, seconded by Member Kruse, and carried 6-1, with Members Servia voting nay, to approve the Consent Agenda incorporating the language as stated in the recommended motions on the cover sheets for the entire Consent Agenda including item D.

   1. TRAVEL AND PROPRIETARY ACTIVITIES POLICIES

      Approved the updated Chapter 6 Proprietary Activities and Chapter 10 Travel polices of the Manatee County Port Authority Policies PA20210728DOC006

      
      

      

      Angel Colonneso, Clerk of the Circuit Court, stated she will have individual meetings with Port Authority Member. The Clerk is held accountable to voters, and there are higher government accounting standards. There are unique issues for Manatee County with the Board of County Commissioners also acting as the Port Authority.

      Member Servia

       MCAT ridership has not been as high as expected and the service is on-demand

      • Stressed the importance of collaboration and have a mindset to work together to succeed

        
        

        Discussion ensued that the service will be provided for a year and reviewed, find out why people are not using the service, low ridership could be a loss of independence, provide additional marketing, and are tenants going out in the community to market jobs.

        

        Mr. Buqueras explained the Port will be holding job fairs and marking will take place. Chairman Bellamy

      • Referenced “Iron Sharpens Iron”, and noted a lot of information is gained by seeking knowledge and collaborating

        
        

        ADJOURN

        There being no further business, Chairman Bellamy adjourned the meeting at 10:50 pm

        
        

        Minutes Approved:                                

        August 19, 2021

        
        

        CONSENT

        AGENDA ITEM 2.C: BUDGET RESOLUTION BACKGROUND:

        This resolution budgets the following:

        
        

      • $621,143 of Port cash to align the principal and interest payments with the Series 2021 Bonds debt service schedule.

      • $3,625,690 for the Florida Department of Transportation (FDOT) Public Transportation Grant Agreement (PTGA) for an increase to the Intermodal Container Yard project funded 50% FDOT in the amount of $1,812,845 and 50% Port cash of $1,812,845.

   
   

   ATTACHMENT:

   
   

   Budget Resolution PA-21-17.

   
   

   COST AND FUNDING SOURCE:

   
   

   Budgets $1,812,845 FDOT grant funding and $2,433,988 port cash.

   
   

   CONSEQUENCES IF DEFERRED:

   
   

   Delay in budget allocations.

   LEGAL COUNSEL REVIEW: N/A RECOMMENDATION:

   
   

   Move to adopt Budget Resolution PA-21-17.

   RESOLUTION PA-21-17 AMENDING THE ANNUAL BUDGET

   FOR MANATEE COUNTY PORT AUTHORITY FOR FISCAL YEAR 2020-2021

   
   

   WHEREAS, Florida Statutes 129.06, authorizes the Manatee County Port Authority to amend its budget for the current fiscal year as follows:

   
   

   1. Appropriations for expenditures in any fund may be decreased and other appropriations in the same fund correspondingly increased, provided the total appropriations of the fund are not changed.

      
      

   2. Appropriations from reserves may be made to increase the appropriation for any particular expense in the same fund, or to create an appropriation in the fund for any lawful purpose.

      
      

   3. Unanticipated revenues, including increased receipts for enterprise or propriety funds, may be appropriated for their intended purpose, and may be transferred between funds to properly account for the unanticipated revenue.

   
   

   NOW, THEREFORE, BE IT RESOLVED by the Manatee County Port Authority that the 2020-2021 budget is hereby amended in accordance with Section 129.06, Florida Statutes as described on the attached summary and specified in the budget adjustment batch files which are listed below:

   
   

   Item No.	Batch ID No.	Reference No.
   1	BAAL081921A	BU21000447
   2	BAAL081921A	BU21000448

   
   

   ADOPTED with a quorum present and voting this the 19th day of August, 2021.

   
   

   ATTEST: ANGELINA M. COLONNESO MANATEE COUNTY PORT AUTHORITY

   CLERK OF CIRCUIT COURT

   
   

   

   By:                                                                                

   BUDGET ADMENDMENT RESOLUTION NO. PA-21-17 AGENDA DATE: August 19, 2021

   
   

   1. Fund: Port Debt Service Section: Debt Service

      Description: Budgets $621,143 to align the 2021 Bonds debt service principal and interest schedules.

      
      

      Batch ID: BAAL081921A Reference: BU21000447

      
      

   2. Fund: FDOT – 50% Port Cash – 50%

      
      

      Section: Intermodal Container Yard Expansion

      
      

      Description: Budgets $3,625,690 for additional grant funding for the Intermodal Container Yard project.

      
      

      Batch ID: BAAL081921A Reference: BU21000448

      August 19, 2021

      
      

      CONSENT

      AGENDA ITEM 2.D: PUBLIC TRANSPORTATION GRANT

      AGREEMENT –MASTER PLAN

      
      

      BACKGROUND:

      
      

      The Florida Department of Transportation (FDOT) has agreed to participation in the funding of $250,000 for the Master Plan Update and has provided the attached the Public Transportation Grant Agreement (PTGA). As a condition of the grant, the Port is obligated to contribute 50% (or $250,000), bringing the total project costs to $500,000. To enter into the agreement, FDOT requires that the Port Authority adopt a resolution specifically approving the PTGA and authorizing the execution of the PTGA on behalf of the Port Authority by specifically designated officials.

      
      

      ATTACHMENT:

      
      

      Resolution PA-21-13 and the State of Florida Department of Transportation Public Transportation Grant Agreement

      
      

      COST AND FUNDING SOURCE:

      
      

      FDOT funding of $250,000 and $250,000 Port

      
      

      CONSEQUENCES IF DEFERRED:

      
      

      Delay in execution of the PTGA

      LEGAL COUNSEL REVIEW: Yes RECOMMENDATION:

      
      

      Move to adopt Resolution PA-21-13 authorizing the execution of the Public Transportation Grant Agreement with the Florida Department of Transportation for the Master Plan Update.

      Financial Project Number

      435770-1-94-02

      
      

      PA-21-13

      
      

      A RESOLUTION BY THE MANATEE COUNTY PORT AUTHORITY APPROVING AND AUTHORIZING THE EXECUTION OF THE PUBLIC TRANSPORTATION GRANT AGREEMENT WITH THE FLORIDA DEPARTMENT OF TRANSPORTATION

      
      

      WHEREAS, the State of Florida Department of Transportation (Department) has offered to enter into a Public Transportation Grant Agreement with the Manatee County Port Authority (Port Authority) to provide Department participation in the Master Plan Update, and

      
      

      WHEREAS, the Port Authority has the authority to enter into said Public Transportation Grant Agreement with the Department, and it is expedient and in the best interests of this Port Authority to approve and authorize the execution of the Public Transportation Grant Agreement.

      
      

      NOW THEREFORE BE IT RESOLVED by the Manatee County Port Authority

      that:

      
      

      1. The State of Florida Department of Transportation Public Transportation Grant Agreement, identified as Financial Project Number 435770-1-94-02 wherein the Department agrees to a maximum participation in the amount of $250,000 is approved. The Chairman of the Port Authority, or, in the absence of the Chairman, any Vice Chairman of the Port Authority, is authorized to execute the Public Transportation Agreement on behalf of the Port Authority.

         
         

      2. The Clerk of the Circuit Court of Manatee County, Florida, is authorized to cause two copies of this resolution to be certified for delivery to the Florida Department of Transportation.

   
   

   ADOPTED with a quorum present and voting this the 19th day of August, 2021. ATTEST: ANGELINA M. COLONNESO MANATEE COUNTY PORT

   CLERK OF CIRCUIT COURT AUTHORITY

   
   

   

   By:                                                     

   Chairman

   
   

   
   

   

   Financial Project Number(s):

   (item-segment-phase-sequence)

   Fund(s):

   435770-1-94-02             Work Activity Code/Function:

                                                         Federal Number/Federal Award

   POED FLAIR Category:

   215              Object Code:

   Org. Code:

                                                         Identification Number (FAIN) – Transit only:                       Vendor Number:

   088807

   751000                   

   55012020129         

   VF596000727160  

   Contract Number: G1Z25          Federal Award Date:

   CFDA Number:

   CFDA Title: CSFA Number: CSFA Title:

   N/A

   Agency DUNS Number:

                         01-973-

   7399             

    N/A                                                                                                                                                                             

    55.034                                                                                                                                                                        

    Seaport Investment Program                                                                                                                                     

   THIS PUBLIC TRANSPORTATION GRANT AGREEMENT (“Agreement”) is entered into

   _ __ _, by and between the State of Florida, Department of Transportation, (“Department”), and Manatee County Port Authority, (“Agency”). The Department and the Agency are sometimes referred to in this Agreement as a “Party” and collectively as the “Parties.”

   
   

   NOW, THEREFORE, in consideration of the mutual benefits to be derived from joint participation on the Project, the Parties agree to the following:

   
   

   1. Authority. The Agency, by Resolution or other form of official authorization, a copy of which is attached as Exhibit “D”, Agency Resolution and made a part of this Agreement, has authorized its officers to execute this Agreement on its behalf. The Department has the authority pursuant to Section(s) 311, Florida Statutes, to enter into this Agreement.

      
      

   2. Purpose of Agreement. The purpose of this Agreement is to provide for the Department’s participation in Port Manatee's planning initiative, as further described in Exhibit "A", Project Description and Responsibilities, attached and incorporated into this Agreement (“Project”), to provide Department financial assistance to the Agency, state the terms and conditions upon which Department funds will be provided, and to set forth the manner in which the Project will be undertaken and completed.

      
      

   3. Program Area. For identification purposes only, this Agreement is implemented as part of the Department program area selected below (select all programs that apply):

      
      

      

      Aviation

      

      

      X Seaports Transit Intermodal

      

      Rail Crossing Closure

      

      Match to Direct Federal Funding (Aviation or Transit)

      (Note: Section 15 and Exhibit G do not apply to federally matched funding)

      

      Other

      
      

   4. Exhibits. The following Exhibits are attached and incorporated into this Agreement:

      
      

      X Exhibit A: Project Description and Responsibilities X Exhibit B: Schedule of Financial Assistance

      

      *Exhibit B1: Deferred Reimbursement Financial Provisions

      

      *Exhibit B2: Advance Payment Financial Provisions

      

      *Exhibit C: Terms and Conditions of Construction X Exhibit D: Agency Resolution

      X Exhibit E: Program Specific Terms and Conditions X Exhibit F: Contract Payment Requirements

      X *Exhibit G: Audit Requirements for Awards of State Financial Assistance

      

      *Exhibit H: Audit Requirements for Awards of Federal Financial Assistance

      
      

      

      *Additional Exhibit(s):

      
      

      *Indicates that the Exhibit is only attached and incorporated if applicable box is selected.

      
      

   5. Time. Unless specified otherwise, all references to “days” within this Agreement refer to calendar days.

      
      

   6. Term of Agreement. This Agreement shall commence upon full execution by both Parties (“Effective Date”) and continue through April 30, 2026. If the Agency does not complete the Project within this time period, this Agreement will expire unless an extension of the time period is requested by the Agency and granted in writing by the Department prior to the expiration of this Agreement. Expiration of this Agreement will be considered termination of the Project. The cost of any work performed prior to the Effective Date or after the expiration date of this Agreement will not be reimbursed by the Department.

      
      

      1.     If this box is checked the following provision applies:

         
         

         Unless terminated earlier, work on the Project shall commence no later than the day of , or within days of the issuance of the Notice to Proceed for the construction phase of the Project (if the Project involves construction), whichever date is earlier. The Department shall have the option to immediately terminate this Agreement should the Agency fail to meet the above-required dates.

         
         

   7. Amendments, Extensions, and Assignment. This Agreement may be amended or extended upon mutual written agreement of the Parties. This Agreement shall not be renewed. This Agreement shall not be assigned, transferred, or otherwise encumbered by the Agency under any circumstances without the prior written consent of the Department.

      
      

   8. Termination or Suspension of Project. The Department may, by written notice to the Agency, suspend any or all of the Department’s obligations under this Agreement for the Agency’s failure to comply with applicable law or the terms of this Agreement until such time as the event or condition resulting in such suspension has ceased or been corrected.

      
      

      1. Notwithstanding any other provision of this Agreement, if the Department intends to terminate the Agreement, the Department shall notify the Agency of such termination in writing at least thirty (30) days prior to the termination of the Agreement, with instructions to the effective date of termination or specify the stage of work at which the Agreement is to be terminated.

         
         

      2. The Parties to this Agreement may terminate this Agreement when its continuation would not produce beneficial results commensurate with the further expenditure of funds. In this event, the Parties shall agree upon the termination conditions.

         
         

      3. If the Agreement is terminated before performance is completed, the Agency shall be paid only for that work satisfactorily performed for which costs can be substantiated. Such payment, however, may not exceed the equivalent percentage of the Department’s maximum financial assistance. If any portion of the Project is located on the Department’s right-of-way, then all work in progress on the Department right-of-way will become the property of the Department and will be turned over promptly by the Agency.

         
         

      4. In the event the Agency fails to perform or honor the requirements and provisions of this Agreement, the Agency shall promptly refund in full to the Department within thirty (30) days of the termination of the Agreement any funds that were determined by the Department to have been expended in violation of the Agreement.

         
         

      5. The Department reserves the right to unilaterally cancel this Agreement for failure by the Agency to comply with the Public Records provisions of Chapter 119, Florida Statutes.

         
         

   9. Project Cost:

      
      

      
      

      1. The estimated total cost of the Project is $500,000. This amount is based upon Exhibit "B", Schedule of Financial Assistance. The timeline for deliverables and distribution of estimated amounts between deliverables within a grant phase, as outlined in Exhibit "B", Schedule of Financial Assistance, may be modified by mutual written agreement of the Parties and does not require execution of an Amendment to the Public Transportation Grant Agreement. The timeline for deliverables and distribution of estimated amounts between grant phases requires an amendment executed by both Parties in the same form as this Agreement.

         
         

      2. The Department agrees to participate in the Project cost up to the maximum amount of

         

         $250,000 and, the Department’s participation in the Project shall not exceed 50.00% of the total eligible cost of the Project, and as more fully described in Exhibit “B’’, Schedule of Financial Assistance. The Agency agrees to bear all expenses in excess of the amount of the Department’s participation and any cost overruns or deficits involved.

         
         

   10. Compensation and Payment:

       
       

       1. Eligible Cost. The Department shall reimburse the Agency for allowable costs incurred as described in Exhibit “A”, Project Description and Responsibilities, and as set forth in Exhibit “B”, Schedule of Financial Assistance.

          
          

       2. Deliverables. The Agency shall provide quantifiable, measurable, and verifiable units of deliverables. Each deliverable must specify the required minimum level of service to be performed and the criteria for evaluating successful completion. The Project and the quantifiable, measurable, and verifiable units of deliverables are described more fully in Exhibit “A”, Project Description and Responsibilities. Modifications to the deliverables in Exhibit “A”, Project Description and Responsibilities requires a formal written amendment.

          
          

       3. Invoicing. Invoices shall be submitted no more often than monthly by the Agency in detail sufficient for a proper pre-audit and post-audit, based on the quantifiable, measurable, and verifiable deliverables as established in Exhibit “A”, Project Description and Responsibilities. Deliverables and costs incurred must be received and approved by the Department prior to reimbursement. Requests for reimbursement by the Agency shall include an invoice, progress report, and supporting documentation for the deliverables being billed that are acceptable to the Department. The Agency shall use the format for the invoice and progress report that is approved by the Department.

          
          

       4. Supporting Documentation. Supporting documentation must establish that the deliverables were received and accepted in writing by the Agency and must also establish that the required minimum standards or level of service to be performed based on the criteria for evaluating successful completion as specified in Exhibit “A”, Project Description and Responsibilities has been met. All costs invoiced shall be supported by properly executed payrolls, time records, invoices, contracts, or vouchers evidencing in proper detail the nature and propriety of charges as described in Exhibit “F”, Contract Payment Requirements.

          
          

       5. Travel Expenses. The selected provision below is controlling regarding travel expenses: X Travel expenses are NOT eligible for reimbursement under this Agreement.

          

          Travel expenses ARE eligible for reimbursement under this Agreement. Bills for travel expenses specifically authorized in this Agreement shall be submitted on the Department’s Contractor Travel Form No. 300-000-06 and will be paid in accordance with Section 112.061, Florida Statutes, and the most current version of the Department’s Disbursement Handbook for Employees and Managers.

          
          

       6. Financial Consequences. Payment shall be made only after receipt and approval of deliverables and costs incurred unless advance payments are authorized by the Chief Financial Officer of the State of Florida under Chapters 215 and 216, Florida Statutes, or the Department’s Comptroller under Section 334.044(29), Florida Statutes. If the Department determines that the performance of the Agency is unsatisfactory, the Department shall notify the Agency of the deficiency to be corrected, which correction shall be made within a time- frame to be specified by the Department. The Agency shall, within thirty (30) days after notice from the Department, provide the Department with a corrective action plan describing how the Agency will address all issues of contract non-performance, unacceptable performance, failure to meet the minimum performance levels, deliverable deficiencies, or contract non- compliance. If the corrective action plan is unacceptable to the Department, the Agency will not be reimbursed. If the deficiency is subsequently resolved, the Agency may bill the Department for the amount that was previously not reimbursed during the next billing period. If the Agency is unable to resolve the deficiency, the funds shall be forfeited at the end of the Agreement’s term.

          
          

       7. Invoice Processing. An Agency receiving financial assistance from the Department should be aware of the following time frames. Inspection or verification and approval of deliverables shall take no longer than 20 days from the Department’s receipt of the invoice. The Department has 20 days to deliver a request for payment (voucher) to the Department of Financial Services. The 20 days are measured from the latter of the date the invoice is received or the deliverables are received, inspected or verified, and approved.

          
          

          If a payment is not available within 40 days, a separate interest penalty at a rate as established pursuant to Section 55.03(1), Florida Statutes, will be due and payable, in addition to the invoice amount, to the Agency. Interest penalties of less than one (1) dollar will not be enforced unless the Agency requests payment. Invoices that have to be returned to an Agency because of Agency preparation errors will result in a delay in the payment. The invoice payment requirements do not start until a properly completed invoice is provided to the Department.

          
          

          A Vendor Ombudsman has been established within the Department of Financial Services. The duties of this individual include acting as an advocate for Agency who may be experiencing problems in obtaining timely payment(s) from a state agency. The Vendor Ombudsman may be contacted at (850) 413-5516.

          
          

       8. Records Retention. The Agency shall maintain an accounting system or separate accounts to ensure funds and projects are tracked separately. Records of costs incurred under the terms of this Agreement shall be maintained and made available upon request to the Department at all times during the period of this Agreement and for five years after final payment is made. Copies of these records shall be furnished to the Department upon request. Records of costs incurred include the Agency's general accounting records and the Project records, together with supporting documents and records, of the Contractor and all subcontractors performing work on the Project, and all other records of the Contractor and subcontractors considered necessary by the Department for a proper audit of costs.

          
          

       9. Progress Reports. Upon request, the Agency agrees to provide progress reports to the Department in the standard format used by the Department and at intervals established by the Department. The Department will be entitled at all times to be advised, at its request, as to the status of the Project and of details thereof.

          
          

       10. Submission of Other Documents. The Agency shall submit to the Department such data, reports, records, contracts, and other documents relating to the Project as the Department may require as listed in Exhibit "E", Program Specific Terms and Conditions attached to and incorporated into this Agreement.

           
           

       11. Offsets for Claims. If, after Project completion, any claim is made by the Department resulting from an audit or for work or services performed pursuant to this Agreement, the Department may offset such amount from payments due for work or services done under any agreement that it has with the Agency owing such amount if, upon written demand, payment of the amount is not made within 60 days to the Department. Offsetting any amount pursuant to this paragraph shall not be considered a breach of contract by the Department.

           
           

       12. Final Invoice. The Agency must submit the final invoice on the Project to the Department within 120 days after the completion of the Project. Invoices submitted after the 120-day time period may not be paid.

           
           

       13. Department’s Performance and Payment Contingent Upon Annual Appropriation by the Legislature. The Department’s performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Legislature. If the Department's funding for this Project is in multiple fiscal years, a notice of availability of funds from the Department’s project manager must be received prior to costs being incurred by the Agency. See Exhibit “B”, Schedule of Financial Assistance for funding levels by fiscal year. Project costs utilizing any fiscal year funds are not eligible for reimbursement if incurred prior to funds approval being received. The Department will notify the Agency, in writing, when funds are available.

           
           

       14. Limits on Contracts Exceeding $25,000 and Term more than 1 Year. In the event this Agreement is in excess of $25,000 and has a term for a period of more than one year, the provisions of Section 339.135(6)(a), Florida Statutes, are hereby incorporated:

           
           

           "The Department, during any fiscal year, shall not expend money, incur any liability, or enter into any contract which, by its terms, involves the expenditure of money in excess of the amounts budgeted as available for expenditure during such fiscal year. Any contract, verbal or written, made in violation of this subsection is null and void, and no money may be paid on such contract. The Department shall require a statement from the comptroller of the Department that funds are available prior to entering into any such contract or other binding commitment of funds. Nothing herein contained shall prevent the making of contracts for periods exceeding 1 year, but any contract so made shall be executory only for the value of the services to be rendered or agreed to be paid for in succeeding fiscal years; and this paragraph shall be incorporated verbatim in all contracts of the Department which are for an amount in excess of $25,000 and which have a term for a period of more than 1 year."

           
           

       15. Agency Obligation to Refund Department. Any Project funds made available by the Department pursuant to this Agreement that are determined by the Department to have been expended by the Agency in violation of this Agreement or any other applicable law or regulation shall be promptly refunded in full to the Department. Acceptance by the Department of any documentation or certifications, mandatory or otherwise permitted, that the Agency files shall not constitute a waiver of the Department's rights as the funding agency to verify all information at a later date by audit or investigation.

           
           

       16. Non-Eligible Costs. In determining the amount of the payment, the Department will exclude all Project costs incurred by the Agency prior to the execution of this Agreement, costs incurred after the expiration of the Agreement, costs that are not provided for in Exhibit “A”, Project Description and Responsibilities, and as set forth in Exhibit “B”, Schedule of Financial Assistance, costs agreed to be borne by the Agency or its contractors and subcontractors for not meeting the Project commencement and final invoice time lines, and costs attributable to goods or services received under a contract or other arrangement that has not been approved

           
           

           in writing by the Department. Specific unallowable costs may be listed in Exhibit “A”, Project Description and Responsibilities.

           
           

   11. General Requirements. The Agency shall complete the Project with all practical dispatch in a sound, economical, and efficient manner, and in accordance with the provisions in this Agreement and all applicable laws.

       
       

       1. Necessary Permits Certification. The Agency shall certify to the Department that the Agency’s design consultant and/or construction contractor has secured the necessary permits.

          
          

       2. Right-of-Way Certification. If the Project involves construction, then the Agency shall provide to the Department certification and a copy of appropriate documentation substantiating that all required right-of-way necessary for the Project has been obtained. Certification is required prior to authorization for advertisement for or solicitation of bids for construction of the Project, even if no right-of-way is required.

          
          

       3. Notification Requirements When Performing Construction on Department’s Right-of- Way. In the event the cost of the Project is greater than $250,000.00, and the Project involves construction on the Department’s right-of-way, the Agency shall provide the Department with written notification of either its intent to:

          
          

          1. Require the construction work of the Project that is on the Department’s right-of-way to be performed by a Department prequalified contractor, or

             
             

          2. Construct the Project utilizing existing Agency employees, if the Agency can complete said Project within the time frame set forth in this Agreement.

             
             

       4.    If this box is checked, then the Agency is permitted to utilize its own forces and the following provision applies: Use of Agency Workforce. In the event the Agency proceeds with any phase of the Project utilizing its own forces, the Agency will only be reimbursed for direct costs (this excludes general overhead).

          
          

       5.    If this box is checked, then the Agency is permitted to utilize Indirect Costs: Reimbursement for Indirect Program Expenses (select one):

          
          

          1.    Agency has selected to seek reimbursement from the Department for actual indirect expenses (no rate).

             
             

          2.    Agency has selected to apply a de minimus rate of 10% to modified total direct costs. Note: The de minimus rate is available only to entities that have never had a negotiated indirect cost rate. When selected, the de minimus rate must be used consistently for all federal awards until such time the agency chooses to negotiate a rate. A cost policy statement and de minimis certification form must be submitted to the Department for review and approval.

             
             

          3.     Agency has selected to apply a state or federally approved indirect cost rate. A federally approved rate agreement or indirect cost allocation plan (ICAP) must be submitted annually.

             
             

       6. Agency Compliance with Laws, Rules, and Regulations, Guidelines, and Standards. The Agency shall comply and require its contractors and subcontractors to comply with all terms and conditions of this Agreement and all federal, state, and local laws and regulations applicable to this Project.

          
          

       7. Claims and Requests for Additional Work. The Agency shall have the sole responsibility for resolving claims and requests for additional work for the Project. The Agency will make

          
          

          best efforts to obtain the Department’s input in its decisions. The Department is not obligated to reimburse for claims or requests for additional work.

          
          

   12. Contracts of the Agency:

       
       

       1. Approval of Third Party Contracts. The Department specifically reserves the right to review and approve any and all third party contracts with respect to the Project before the Agency executes or obligates itself in any manner requiring the disbursement of Department funds, including consultant and purchase of commodities contracts, or amendments thereto. If the Department chooses to review and approve third party contracts for this Project and the Agency fails to obtain such approval, that shall be sufficient cause for nonpayment by the Department. The Department specifically reserves unto itself the right to review the qualifications of any consultant or contractor and to approve or disapprove the employment of the same. If Federal Transit Administration (FTA) funds are used in the Project, the Department must exercise the right to third party contract review.

          
          

       2. Procurement of Commodities or Contractual Services. It is understood and agreed by the Parties hereto that participation by the Department in a project with the Agency, where said project involves the purchase of commodities or contractual services where purchases or costs exceed the Threshold Amount for CATEGORY TWO per Section 287.017, Florida Statutes, is contingent on the Agency complying in full with the provisions of Section 287.057, Florida Statutes. The Agency’s Authorized Official shall certify to the Department that the Agency’s purchase of commodities or contractual services has been accomplished in compliance with Section 287.057, Florida Statutes. It shall be the sole responsibility of the Agency to ensure that any obligations made in accordance with this Section comply with the current threshold limits. Contracts, purchase orders, task orders, construction change orders, or any other agreement that would result in exceeding the current budget contained in Exhibit "B", Schedule of Financial Assistance, or that is not consistent with the Project description and scope of services contained in Exhibit "A", Project Description and Responsibilities must be approved by the Department prior to Agency execution. Failure to obtain such approval, and subsequent execution of an amendment to the Agreement if required, shall be sufficient cause for nonpayment by the Department, in accordance with this Agreement.

          
          

       3. Consultants’ Competitive Negotiation Act. It is understood and agreed by the Parties to this Agreement that participation by the Department in a project with the Agency, where said project involves a consultant contract for professional services, is contingent on the Agency’s full compliance with provisions of Section 287.055, Florida Statutes, Consultants’ Competitive Negotiation Act. In all cases, the Agency’s Authorized Official shall certify to the Department that selection has been accomplished in compliance with the Consultants’ Competitive Negotiation Act.

          
          

       4. Disadvantaged Business Enterprise (DBE) Policy and Obligation. It is the policy of the Department that DBEs, as defined in 49 C.F.R. Part 26, as amended, shall have the opportunity to participate in the performance of contracts financed in whole or in part with Department funds under this Agreement. The DBE requirements of applicable federal and state laws and regulations apply to this Agreement. The Agency and its contractors agree to ensure that DBEs have the opportunity to participate in the performance of this Agreement. In this regard, all recipients and contractors shall take all necessary and reasonable steps in accordance with applicable federal and state laws and regulations to ensure that the DBEs have the opportunity to compete for and perform contracts. The Agency and its contractors and subcontractors shall not discriminate on the basis of race, color, national origin or sex in the award and performance of contracts, entered pursuant to this Agreement.

          
          

   13. Maintenance Obligations. In the event the Project includes construction or the acquisition of commodities then the following provisions are incorporated into this Agreement:

       
       

       1. The Agency agrees to accept all future maintenance and other attendant costs occurring after completion of the Project for all improvements constructed or commodities acquired as part of the Project. The terms of this provision shall survive the termination of this Agreement.

          
          

   14. Sale, Transfer, or Disposal of Department-funded Property:

       
       

       1. The Agency will not sell or otherwise transfer or dispose of any part of its title or other interests in real property, facilities, or equipment funded in any part by the Department under this Agreement without prior written approval by the Department.

          
          

       2. If a sale, transfer, or disposal by the Agency of all or a portion of Department-funded real property, facilities, or equipment is approved by the Department, the following provisions will apply:

          
          

          1. The Agency shall reimburse the Department a proportional amount of the proceeds of the sale of any Department-funded property.

             
             

          2. The proportional amount shall be determined on the basis of the ratio of the Department funding of the development or acquisition of the property multiplied against the sale amount, and shall be remitted to the Department within ninety (90) days of closing of sale.

             
             

          3. Sale of property developed or acquired with Department funds shall be at market value as determined by appraisal or public bidding process, and the contract and process for sale must be approved in advance by the Department.

             
             

          4. If any portion of the proceeds from the sale to the Agency are non-cash considerations, reimbursement to the Department shall include a proportional amount based on the value of the non-cash considerations.

             
             

       3. The terms of provisions “a” and “b” above shall survive the termination of this Agreement.

          
          

          1. The terms shall remain in full force and effect throughout the useful life of facilities developed, equipment acquired, or Project items installed within a facility, but shall not exceed twenty (20) years from the effective date of this Agreement.

             
             

          2. There shall be no limit on the duration of the terms with respect to real property acquired with Department funds.

             
             

   15. Single Audit. The administration of Federal or State resources awarded through the Department to the Agency by this Agreement may be subject to audits and/or monitoring by the Department. The following requirements do not limit the authority of the Department to conduct or arrange for the conduct of additional audits or evaluations of Federal awards or State financial assistance or limit the authority of any state agency inspector general, the State of Florida Auditor General, or any other state official. The Agency shall comply with all audit and audit reporting requirements as specified below.

       
       

       Federal Funded:

       
       

       1. In addition to reviews of audits conducted in accordance with 2 CFR Part 200, Subpart F – Audit Requirements, monitoring procedures may include but not be limited to on-site visits by Department staff and/or other procedures, including reviewing any required performance and financial reports, following up, ensuring corrective action, and issuing management decisions on weaknesses found through audits when those findings pertain to Federal awards provided through the Department by this Agreement. By entering into this Agreement, the Agency agrees to comply and cooperate fully with any monitoring procedures/processes deemed appropriate by the Department. The Agency further agrees to comply and cooperate with any

          
          

          inspections, reviews, investigations, or audits deemed necessary by the Department, State of Florida Chief Financial Officer (CFO), or State of Florida Auditor General.

          
          

       2. The Agency, a non-Federal entity as defined by 2 CFR Part 200, Subpart F – Audit Requirements, as a subrecipient of a Federal award awarded by the Department through this Agreement, is subject to the following requirements:

          
          

          1. In the event the Agency expends a total amount of Federal awards equal to or in excess of the threshold established by 2 CFR Part 200, Subpart F – Audit Requirements, the Agency must have a Federal single or program-specific audit conducted for such fiscal year in accordance with the provisions of 2 CFR Part 200, Subpart F – Audit Requirements. Exhibit “H”, Audit Requirements for Awards of Federal Financial Assistance, to this Agreement provides the required Federal award identification information needed by the Agency to further comply with the requirements of 2 CFR Part 200, Subpart F – Audit Requirements. In determining Federal awards expended in a fiscal year, the Agency must consider all sources of Federal awards based on when the activity related to the Federal award occurs, including the Federal award provided through the Department by this Agreement. The determination of amounts of Federal awards expended should be in accordance with the guidelines established by 2 CFR Part 200, Subpart F – Audit Requirements. An audit conducted by the State of Florida Auditor General in accordance with the provisions of 2 CFR Part 200, Subpart F – Audit Requirements, will meet the requirements of this part.

             
             

          2. In connection with the audit requirements, the Agency shall fulfill the requirements relative to the auditee responsibilities as provided in 2 CFR Part 200, Subpart F – Audit Requirements.

             
             

          3. In the event the Agency expends less than the threshold established by 2 CFR Part 200, Subpart F – Audit Requirements, in Federal awards, the Agency is exempt from Federal audit requirements for that fiscal year. However, the Agency must provide a single audit exemption statement to the Department at FDOTSingleAudit@dot.state.fl.us no later than nine months after the end of the Agency’s audit period for each applicable audit year. In the event the Agency expends less than the threshold established by 2 CFR Part 200, Subpart F – Audit Requirements, in Federal awards in a fiscal year and elects to have an audit conducted in accordance with the provisions of 2 CFR Part 200, Subpart F – Audit Requirements, the cost of the audit must be paid from non-Federal resources (i.e., the cost of such an audit must be paid from the Agency’s resources obtained from other than Federal entities).

             
             

          4. The Agency must electronically submit to the Federal Audit Clearinghouse (FAC) at https://harvester.census.gov/facweb/ the audit reporting package as required by 2 CFR Part 200, Subpart F – Audit Requirements, within the earlier of 30 calendar days after receipt of the auditor’s report(s) or nine months after the end of the audit period. The FAC is the repository of record for audits required by 2 CFR Part 200, Subpart F

             – Audit Requirements. However, the Department requires a copy of the audit reporting package also be submitted to FDOTSingleAudit@dot.state.fl.us within the earlier of 30 calendar days after receipt of the auditor’s report(s) or nine months after the end of the audit period as required by 2 CFR Part 200, Subpart F – Audit Requirements.

             
             

          5. Within six months of acceptance of the audit report by the FAC, the Department will review the Agency’s audit reporting package, including corrective action plans and management letters, to the extent necessary to determine whether timely and appropriate action on all deficiencies has been taken pertaining to the Federal award provided through the Department by this Agreement. If the Agency fails to have an

             
             

             audit conducted in accordance with 2 CFR Part 200, Subpart F – Audit Requirements, the Department may impose additional conditions to remedy noncompliance. If the Department determines that noncompliance cannot be remedied by imposing additional conditions, the Department may take appropriate actions to enforce compliance, which actions may include but not be limited to the following:

             
             

             1. Temporarily withhold cash payments pending correction of the deficiency by the Agency or more severe enforcement action by the Department;

             2. Disallow (deny both use of funds and any applicable matching credit for) all or part of the cost of the activity or action not in compliance;

             3. Wholly or partly suspend or terminate the Federal award;

             4. Initiate suspension or debarment proceedings as authorized under 2 C.F.R. Part 180 and Federal awarding agency regulations (or in the case of the Department, recommend such a proceeding be initiated by the Federal awarding agency);

             5. Withhold further Federal awards for the Project or program;

             6. Take other remedies that may be legally available.

                
                

          6. As a condition of receiving this Federal award, the Agency shall permit the Department or its designee, the CFO, or State of Florida Auditor General access to the Agency’s records, including financial statements, the independent auditor’s working papers, and project records as necessary. Records related to unresolved audit findings, appeals, or litigation shall be retained until the action is complete or the dispute is resolved.

          7. The Department’s contact information for requirements under this part is as follows: Office of Comptroller, MS 24

             605 Suwannee Street

             Tallahassee, Florida 32399-0450 FDOTSingleAudit@dot.state.fl.us

             
             

             State Funded:

             
             

             1. In addition to reviews of audits conducted in accordance with Section 215.97, Florida Statutes, monitoring procedures to monitor the Agency’s use of state financial assistance may include but not be limited to on-site visits by Department staff and/or other procedures, including reviewing any required performance and financial reports, following up, ensuring corrective action, and issuing management decisions on weaknesses found through audits when those findings pertain to state financial assistance awarded through the Department by this Agreement. By entering into this Agreement, the Agency agrees to comply and cooperate fully with any monitoring procedures/processes deemed appropriate by the Department. The Agency further agrees to comply and cooperate with any inspections, reviews, investigations, or audits deemed necessary by the Department, the Department of Financial Services (DFS), or State of Florida Auditor General.

                
                

             2. The Agency, a “nonstate entity” as defined by Section 215.97, Florida Statutes, as a recipient of state financial assistance awarded by the Department through this Agreement, is subject to the following requirements:

                
                

                1. In the event the Agency meets the audit threshold requirements established by Section 215.97, Florida Statutes, the Agency must have a State single or project- specific audit conducted for such fiscal year in accordance with Section 215.97, Florida Statutes; applicable rules of the Department of Financial Services; and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General. Exhibit “G”, Audit Requirements for Awards of State Financial Assistance, to this Agreement indicates state financial

                   
                   

                   assistance awarded through the Department by this Agreement needed by the Agency to further comply with the requirements of Section 215.97, Florida Statutes. In determining the state financial assistance expended in a fiscal year, the Agency shall consider all sources of state financial assistance, including state financial assistance received from the Department by this Agreement, other state agencies, and other nonstate entities. State financial assistance does not include Federal direct or pass-through awards and resources received by a nonstate entity for Federal program matching requirements.

                   
                   

                2. In connection with the audit requirements, the Agency shall ensure that the audit complies with the requirements of Section 215.97(8), Florida Statutes. This includes submission of a financial reporting package as defined by Section 215.97(2)(e), Florida Statutes, and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General.

                   
                   

                3. In the event the Agency does not meet the audit threshold requirements established by Section 215.97, Florida Statutes, the Agency is exempt for such fiscal year from the state single audit requirements of Section 215.97, Florida Statutes. However, the Agency must provide a single audit exemption statement to the Department at FDOTSingleAudit@dot.state.fl.us no later than nine months after the end of the Agency’s audit period for each applicable audit year. In the event the Agency does not meet the audit threshold requirements established by Section 215.97, Florida Statutes, in a fiscal year and elects to have an audit conducted in accordance with the provisions of Section 215.97, Florida Statutes, the cost of the audit must be paid from the Agency’s resources (i.e., the cost of such an audit must be paid from the Agency’s resources obtained from other than State entities).

                   
                   

                4. In accordance with Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General, copies of financial reporting packages required by this Agreement shall be submitted to:

                   
                   

                   Florida Department of Transportation Office of Comptroller, MS 24

                   605 Suwannee Street

                   Tallahassee, Florida 32399-0405 FDOTSingleAudit@dot.state.fl.us

                   
                   

                   And

                   
                   

                   State of Florida Auditor General Local Government Audits/342

                   111 West Madison Street, Room 401

                   Tallahassee, FL 32399-1450

                   Email: flaudgen_localgovt@aud.state.fl.us

                   
                   

                5. Any copies of financial reporting packages, reports, or other information required to be submitted to the Department shall be submitted timely in accordance with Section 215.97, Florida Statutes, and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General, as applicable.

                   
                   

                6. The Agency, when submitting financial reporting packages to the Department for audits done in accordance with Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General, should indicate the date the reporting package was delivered to the Agency in correspondence accompanying the reporting package.

                   
                   

                   
                   

                7. Upon receipt, and within six months, the Department will review the Agency’s financial reporting package, including corrective action plans and management letters, to the extent necessary to determine whether timely and appropriate corrective action on all deficiencies has been taken pertaining to the state financial assistance provided through the Department by this Agreement. If the Agency fails to have an audit conducted consistent with Section 215.97, Florida Statutes, the Department may take appropriate corrective action to enforce compliance.

                   
                   

                8. As a condition of receiving state financial assistance, the Agency shall permit the Department or its designee, DFS, or the Auditor General access to the Agency’s records, including financial statements, the independent auditor’s working papers, and project records as necessary. Records related to unresolved audit findings, appeals, or litigation shall be retained until the action is complete or the dispute is resolved.

                   
                   

             3. The Agency shall retain sufficient records demonstrating its compliance with the terms of this Agreement for a period of five years from the date the audit report is issued and shall allow the Department or its designee, DFS, or State of Florida Auditor General access to such records upon request. The Agency shall ensure that the audit working papers are made available to the Department or its designee, DFS, or State of Florida Auditor General upon request for a period of five years from the date the audit report is issued, unless extended in writing by the Department.

             
             

   16. Notices and Approvals. Notices and approvals referenced in this Agreement must be obtained in writing from the Parties’ respective Administrators or their designees.

       
       

   17. Restrictions, Prohibitions, Controls and Labor Provisions:

       
       

       1. Convicted Vendor List. A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid on a contract to provide any goods or services to a public entity; may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statutes, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list.

          
          

       2. Discriminatory Vendor List. In accordance with Section 287.134, Florida Statutes, an entity or affiliate who has been placed on the Discriminatory Vendor List, kept by the Florida Department of Management Services, may not submit a bid on a contract to provide goods or services to a public entity; may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity.

          
          

       3. Non-Responsible Contractors. An entity or affiliate who has had its Certificate of Qualification suspended, revoked, denied, or have further been determined by the Department to be a non-responsible contractor, may not submit a bid or perform work for the construction or repair of a public building or public work on a contract with the Agency.

          
          

       4. Prohibition on Using Funds for Lobbying. No funds received pursuant to this Agreement may be expended for lobbying the Florida Legislature, judicial branch, or any state agency, in accordance with Section 216.347, Florida Statutes.

          
          

       5. Unauthorized Aliens. The Department shall consider the employment by any contractor of unauthorized aliens a violation of Section 274A(e) of the Immigration and Nationality Act. If the contractor knowingly employs unauthorized aliens, such violation will be cause for unilateral cancellation of this Agreement.

          
          

       6. Procurement of Construction Services. If the Project is procured pursuant to Chapter 255, Florida Statutes, for construction services and at the time of the competitive solicitation for the Project, 50 percent or more of the cost of the Project is to be paid from state-appropriated funds, then the Agency must comply with the requirements of Section 255.0991, Florida Statutes.

          
          

       7. E-Verify. The Agency shall:

          
          

          1. Utilize the U.S. Department of Homeland Security’s E-Verify system to verify the employment eligibility of all new employees hired by the Agency during the term of the contract; and

             
             

          2. Expressly require any subcontractors performing work or providing services pursuant to the state contract to likewise utilize the U.S. Department of Homeland Security’s E- Verify system to verify the employment eligibility of all new employees hired by the subcontractor during the contract term.

             
             

       8. Executive Order 20-44. Pursuant to Governor’s Executive Order 20-44, if the Agency is required by the Internal Revenue Code to file IRS Form 990 and is named in statute with which the Department must form a sole-source, public-private agreement; or through contract or other agreement with the State, annually receives 50% or more of its budget from the State or from a combination of State and Federal funds, Recipient shall submit an Annual Report to the Department, including the most recent IRS Form 990, detailing the total compensation for each member of the Agency executive leadership team. Total compensation shall include salary, bonuses, cashed-in leave, cash equivalents, severance pay, retirement benefits, deferred compensation, real-property gifts, and any other payout. The Agency shall inform the Department of any changes in total executive compensation during the period between the filing of Annual Reports within 60 days of any change taking effect. All compensation reports shall detail the percentage of executive leadership compensation received directly from all State and/or Federal allocations to the Agency. Annual Reports shall be in the form approved by the Department and shall be submitted to the Department at fdotsingleaudit@dot.state.fl.us within 180 days following the end of each tax year of the Agency receiving Department funding.

          
          

       9. Design Services and Construction Engineering and Inspection Services. If the Project is wholly or partially funded by the Department and administered by a local governmental entity, except for a seaport listed in Section 311.09, Florida Statutes, or an airport as defined in Section 332.004, Florida Statutes, the entity performing design and construction engineering and inspection services may not be the same entity.

          
          

   18. Indemnification and Insurance:

       
       

       1. It is specifically agreed between the Parties executing this Agreement that it is not intended by any of the provisions of any part of this Agreement to create in the public or any member thereof, a third party beneficiary under this Agreement, or to authorize anyone not a party to this Agreement to maintain a suit for personal injuries or property damage pursuant to the terms or provisions of this Agreement. The Agency guarantees the payment of all just claims

          
          

          for materials, supplies, tools, or labor and other just claims against the Agency or any subcontractor, in connection with this Agreement. Additionally, the Agency shall indemnify and hold harmless the State of Florida, Department of Transportation, including the Department’s officers and employees, from liabilities, damages, losses, and costs, including, but not limited to, reasonable attorney’s fees, to the extent caused by the negligence, recklessness, or intentional wrongful misconduct of the Agency and persons employed or utilized by the Agency in the performance of this Agreement. This indemnification shall survive the termination of this Agreement. Additionally, the Agency agrees to include the following indemnification in all contracts with contractors/subcontractors and consultants/subconsultants who perform work in connection with this Agreement:

          
          

          “To the fullest extent permitted by law, the Agency’s contractor/consultant shall indemnify and hold harmless the Agency and the State of Florida, Department of Transportation, including the Department’s officers and employees, from liabilities, damages, losses and costs, including, but not limited to, reasonable attorney’s fees, to the extent caused by the negligence, recklessness or intentional wrongful misconduct of the contractor/consultant and persons employed or utilized by the contractor/consultant in the performance of this Agreement.

          
          

          This indemnification shall survive the termination of this Agreement.”

          
          

       2. The Agency shall provide Workers’ Compensation Insurance in accordance with Florida’s Workers’ Compensation law for all employees. If subletting any of the work, ensure that the subcontractor(s) and subconsultant(s) have Workers’ Compensation Insurance for their employees in accordance with Florida’s Workers’ Compensation law. If using “leased employees” or employees obtained through professional employer organizations (“PEO’s”), ensure that such employees are covered by Workers’ Compensation Insurance through the PEO’s or other leasing entities. Ensure that any equipment rental agreements that include operators or other personnel who are employees of independent contractors, sole proprietorships, or partners are covered by insurance required under Florida’s Workers' Compensation law.

          
          

       3. If the Agency elects to self-perform the Project, then the Agency may self-insure. If the Agency elects to hire a contractor or consultant to perform the Project, then the Agency shall carry, or cause its contractor or consultant to carry, Commercial General Liability insurance providing continuous coverage for all work or operations performed under this Agreement. Such insurance shall be no more restrictive than that provided by the latest occurrence form edition of the standard Commercial General Liability Coverage Form (ISO Form CG 00 01) as filed for use in the State of Florida. The Agency shall cause, or cause its contractor or consultant to cause, the Department to be made an Additional Insured as to such insurance. Such coverage shall be on an “occurrence” basis and shall include Products/Completed Operations coverage. The coverage afforded to the Department as an Additional Insured shall be primary as to any other available insurance and shall not be more restrictive than the coverage afforded to the Named Insured. The limits of coverage shall not be less than $1,000,000 for each occurrence and not less than a $5,000,000 annual general aggregate, inclusive of amounts provided by an umbrella or excess policy. The limits of coverage described herein shall apply fully to the work or operations performed under the Agreement, and may not be shared with or diminished by claims unrelated to the Agreement. The policy/ies and coverage described herein may be subject to a deductible and such deductibles shall be paid by the Named Insured. No policy/ies or coverage described herein may contain or be subject to a Retention or a Self-Insured Retention unless the Agency is a state agency or subdivision of the State of Florida that elects to self-perform the Project. Prior to the execution of the Agreement, and at all renewal periods which occur prior to final acceptance of the work, the Department shall be provided with an ACORD Certificate of Liability Insurance reflecting the coverage described herein. The Department shall be notified in writing within ten days of any cancellation, notice of cancellation, lapse, renewal, or proposed change to any policy or

          
          

          coverage described herein. The Department’s approval or failure to disapprove any policy/ies, coverage, or ACORD Certificates shall not relieve or excuse any obligation to procure and maintain the insurance required herein, nor serve as a waiver of any rights or defenses the Department may have.

          
          

       4. When the Agreement includes the construction of a railroad grade crossing, railroad overpass or underpass structure, or any other work or operations within the limits of the railroad right- of-way, including any encroachments thereon from work or operations in the vicinity of the railroad right-of-way, the Agency shall, or cause its contractor to, in addition to the insurance coverage required above, procure and maintain Railroad Protective Liability Coverage (ISO Form CG 00 35) where the railroad is the Named Insured and where the limits are not less than $2,000,000 combined single limit for bodily injury and/or property damage per occurrence, and with an annual aggregate limit of not less than $6,000,000. The railroad shall also be added along with the Department as an Additional Insured on the policy/ies procured pursuant to the paragraph above. Prior to the execution of the Agreement, and at all renewal periods which occur prior to final acceptance of the work, both the Department and the railroad shall be provided with an ACORD Certificate of Liability Insurance reflecting the coverage described herein. The insurance described herein shall be maintained through final acceptance of the work. Both the Department and the railroad shall be notified in writing within ten days of any cancellation, notice of cancellation, renewal, or proposed change to any policy or coverage described herein. The Department’s approval or failure to disapprove any policy/ies, coverage, or ACORD Certificates shall not relieve or excuse any obligation to procure and maintain the insurance required herein, nor serve as a waiver of any rights the Department may have.

          
          

       5. When the Agreement involves work on or in the vicinity of utility-owned property or facilities, the utility shall be added along with the Department as an Additional Insured on the Commercial General Liability policy/ies procured above.

          
          

   19. Miscellaneous:

       
       

       1. Environmental Regulations. The Agency will be solely responsible for compliance with all applicable environmental regulations and for any liability arising from non-compliance with these regulations, and will reimburse the Department for any loss incurred in connection therewith.

          
          

       2. Non-Admission of Liability. In no event shall the making by the Department of any payment to the Agency constitute or be construed as a waiver by the Department of any breach of covenant or any default which may then exist on the part of the Agency and the making of such payment by the Department, while any such breach or default shall exist, shall in no way impair or prejudice any right or remedy available to the Department with respect to such breach or default.

          
          

       3. Severability. If any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected. In such an instance, the remainder would then continue to conform to the terms and requirements of applicable law.

          
          

       4. Agency not an agent of Department. The Agency and the Department agree that the Agency, its employees, contractors, subcontractors, consultants, and subconsultants are not agents of the Department as a result of this Agreement.

          
          

       5. Bonus or Commission. By execution of the Agreement, the Agency represents that it has not paid and, also agrees not to pay, any bonus or commission for the purpose of obtaining an approval of its application for the financing hereunder.

          
          

       6. Non-Contravention of State Law. Nothing in the Agreement shall require the Agency to observe or enforce compliance with any provision or perform any act or do any other thing in contravention of any applicable state law. If any of the provisions of the Agreement violate any applicable state law, the Agency will at once notify the Department in writing so that appropriate changes and modifications may be made by the Department and the Agency to the end that the Agency may proceed as soon as possible with the Project.

          
          

       7. Execution of Agreement. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which shall constitute the same Agreement. A facsimile or electronic transmission of this Agreement with a signature on behalf of a party will be legal and binding on such party.

          
          

       8. Federal Award Identification Number (FAIN). If the FAIN is not available prior to execution of the Agreement, the Department may unilaterally add the FAIN to the Agreement without approval of the Agency and without an amendment to the Agreement. If this occurs, an updated Agreement that includes the FAIN will be provided to the Agency and uploaded to the Department of Financial Services’ Florida Accountability Contract Tracking System (FACTS).

          
          

       9. Inspector General Cooperation. The Agency agrees to comply with Section 20.055(5), Florida Statutes, and to incorporate in all subcontracts the obligation to comply with Section 20.055(5), Florida Statutes.

          
          

       10. Law, Forum, and Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida. In the event of a conflict between any portion of the contract and Florida law, the laws of Florida shall prevail. The Agency agrees to waive forum and venue and that the Department shall determine the forum and venue in which any dispute under this Agreement is decided.

IN WITNESS WHEREOF, the Parties have executed this Agreement on the day and year written above.

AGENCY Manatee County Port Authority

By: Name: Title:                                                       

STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION

By:

Name: John Kubler, P.E.                                                   Title: Director of Transportation Development                  

STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION

7/30/2021 | 8:35 AM EDT

Legal Review:

STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

Form 725-000-02 STRATEGIC DEVELOPMENT

OGC 02/20

EXHIBIT A

Project Description and Responsibilities

1. Project Description (description of Agency’s project to provide context, description of project components funded via this Agreement (if not the entire project)): This Agreement provides Department funding for the Port Manatee’s planning initiative. In general, port master plans serve as long-term planning guides for seaports, while strategic plans serve as mid-range guides to implement master plans. Mid-range strategic plans are implemented through the development of annual capital improvement plans. Whereby, short-term port investments allow a seaport to incrementally achieve long-term seaport goals. Seaport plans typically include an array of elements including sections related to existing facilities, landside planning and utilization, waterside planning, economic conditions and trends, environmental considerations, transportation connectivity, utilities, and other relevant considerations.

   
   

2. Project Location (limits, city, county, map): Palmetto, Florida

   
   

3. Project Scope (allowable costs: describe project components, improvement type/service type, approximate timeline, project schedule, project size): This Project includes the work required to complete the on-port master planning activities described in the Project Description, including: capacity analysis; capital improvements program development; consulting services; cost estimates; data acquisition/collection; data analysis; disaster planning assessment; economic assessments; environmental assessments; existing conditions/facilities assessment; geographic analysis; goals, objectives, and policies development; historical resource studies; land acquisition studies; landside planning studies; maintenance schedule development; market analysis; master planning; needs analysis; operational analysis; physical planning; plan development (e.g., draft and final plans); scenario planning; security analysis; stakeholder outreach activities; stormwater management system analysis; Strengths-Weaknesses Opportunities-Threats (SWOT) assessment; transportation studies; utilities assessment; visioning; and, waterside planning studies.

   
   

4. Deliverable(s):

   
   

   The project scope identifies the ultimate project deliverables. Deliverables for requisition, payment and invoice purposes will be the incremental progress made toward completion of project scope elements. Supporting documentation will be quantifiable, measurable, and verifiable, to allow for a determination of the amount of incremental progress that has been made, and provide evidence that the payment requested is commensurate with the accomplished incremental progress and costs incurred by the Agency.

   
   

5. Unallowable Costs (including but not limited to): Travel costs are not allowed.

   
   

6. Transit Operating Grant Requirements (Transit Only):

   
   

   Transit Operating Grants billed as an operational subsidy will require an expenditure detail report from the Agency that matches the invoice period. The expenditure detail, along with the progress report, will be the required deliverables for Transit Operating Grants. Operating grants may be issued for a term not to exceed three years from execution. The original grant agreement will include funding for year one. Funding for years two and three will be added by amendment as long as the grantee has submitted all invoices on schedule and the project deliverables for the year have been met.

   
   

   STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

   PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

   Form 725-000-02 STRATEGIC DEVELOPMENT

   OGC 02/20

   
   

   EXHIBIT B

   
   

   Schedule of Financial Assistance

   
   

   FUNDS AWARDED TO THE AGENCY AND REQUIRED MATCHING FUNDS PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLOWING:

   
   

   1. Fund Type and Fiscal Year:

      
      

      Financial Management Number	Fund Type	FLAIR Category	State Fiscal Year	Object Code	CSFA/ CFDA Number	CSFA/CFDA Title or Funding Source Description	Funding Amount
      435770-1-94-02	POED	088807	2022	751000	55.034	Seaport Investment Program	$250,000
      435770-1-94-02	LF	088807	2022	-	-	Local Matching Funds	$250,000
      	Total Financial Assistance						$500,000

      
      

   2. Estimate of Project Costs by Grant Phase:

      
      

      Phases*	State	Local	Federal	Totals	State %	Local %	Federal %
      Land Acquisition	$0.00	$0.00	$0.00	$0.00	0.00	0.00	0.00
      Planning	$250,000.00	$250,000.00	$0.00	$500,000.00	50.00	50.00	0.00
      Environmental/Design/Construction	$0.00	$0.00	$0.00	$0.00	0.00	0.00	0.00
      Capital Equipment/ Preventative Maintenance	$0.00	$0.00	$0.00	$0.00	0.00	0.00	0.00
      Match to Direct Federal Funding	$0.00	$0.00	$0.00	$0.00	0.00	0.00	0.00
      Mobility Management (Transit Only)	$0.00	$0.00	$0.00	$0.00	0.00	0.00	0.00
      Totals	$250,000.00	$250,000.00	$0.00	$500,000.00

      *Shifting items between these grant phases requires execution of an Amendment to the Public Transportation Grant Agreement.

      
      

      BUDGET/COST ANALYSIS CERTIFICATION AS REQUIRED BY SECTION 216.3475, FLORIDA STATUTES:

      
      

      I certify that the cost for each line item budget category (grant phase) has been evaluated and determined to be allowable, reasonable, and necessary as required by Section 216.3475, Florida Statutes. Documentation is on file evidencing the methodology used and the conclusions reached.

      
      

      Keith Robbins

      

      

      Department Grant Manager Name

      7/29/2021 | 1:19 PM EDT

      
      

      

      Signature Date

      
      

      STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

      PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

      Form 725-000-02 STRATEGIC DEVELOPMENT

      OGC 02/20

      
      

      EXHIBIT D AGENCY RESOLUTION

      
      

      PLEASE SEE ATTACHED

      
      

      STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

      PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

      Form 725-000-02 STRATEGIC DEVELOPMENT

      OGC 02/20

      
      

      EXHIBIT E

      PROGRAM SPECIFIC TERMS AND CONDITIONS – SEAPORTS

      
      

      1. General.

         1. These assurances shall form an integral part of the Agreement between the Department and the Agency.

         2. These assurances delineate the obligations of the parties to this Agreement to ensure their commitment and compliance with specific provisions of Exhibit “A”, Project Description and Responsibilities and Exhibit “B”, Schedule of Financial Assistance as well as serving to protect public investment in seaports and the continued viability of the State Seaport System.

         3. The Agency shall comply with the assurances as specified in this Agreement.

            
            

      2. Required Documents. The documents listed below, as applicable, are required to be submitted to the Department by the Agency in accordance with the terms of this Agreement:

         1. Quarterly Progress Reports provided within thirty (30) days of the end of each calendar year quarter, if requested by the Department.

         2. Electronic invoice summaries and backup information, including a progress report must be submitted to the District Office when requesting payment.

         3. All proposals, plans, specifications, and third party contracts covering the Project.

         4. The Agency will upload required and final close out documents to the Department's web-based grant management system (e.g., SeaCIP.com).

            
            

      3. Duration of Terms and Assurances.

         1. The terms and assurances of this Agreement shall remain in full force and effect throughout the useful life of a facility developed; equipment acquired; or Project items installed within a facility for a seaport development project, but shall not exceed 20 years from the effective date of this Agreement.

         2. There shall be no limit on the duration of the terms and assurances of this Agreement with respect to real property acquired with funds provided by the State of Florida.

            
            

      4. Compliance with Laws and Rules. The Agency hereby certifies, with respect to this Project, it will comply, within its authority, with all applicable, current laws and rules of the State of Florida and local governments, which may apply to the Project. Including but not limited to the following (current version of each):

         1. Chapter 311, Florida Statutes (F.S.)

         2. Local Government Requirements

            1. Local Zoning/Land Use Ordinance

            2. Local Comprehensive Plan

               
               

      5. Construction Certification. The Agency hereby certifies, with respect to a construction-related project, that all design plans and specifications will comply with applicable federal, state, local, and professional standards, including but not limited to the following:

         1. Federal Requirements

         2. Local Government Requirements

            1. Local Building Codes

            2. Local Zoning Codes

         3. Department Requirements

            1. Manual of Uniform Minimum Standards for Design, Construction and Maintenance for Streets and Highways (Commonly Referred to as the “Florida Green Book”)

            2. Manual on Uniform Traffic Control Devices

               
               

      6. Consistency with Local Government Plans.

         1. The Agency assures the Project is consistent with the currently existing and planned future land use development plans approved by the local government having jurisdictional responsibility for the area surrounding the seaport.

         2. The Agency assures that it has given fair consideration to the interest of local communities and has had reasonable consultation with those parties affected by the Project.

            
            

            STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

            PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

            Form 725-000-02 STRATEGIC DEVELOPMENT

            OGC 02/20

            
            

         3. The Agency assures that the Comprehensive Master Plan, if applicable, is incorporated as part of the approved local government comprehensive plan as required by Chapter 163, F.S.

            
            

      7. Land Acquisition Projects. For the purchase of real property, the Agency assures that it will:

         1. Acquire the land in accordance with federal and state laws governing such action.

         2. Maintain direct control of Project administration, including:

            1. Maintain responsibility for all related contract letting and administrative procedures.

            2. Ensure a qualified, State certified general appraiser provides all necessary services and documentation.

            3. Furnish the Department with a projected schedule of events and a cash flow projection within 20 calendar days after completion of the review appraisal.

            4. Establish a Project account for the purchase of the land.

            5. Collect and disburse federal, state, and local Project funds.

         3. The Agency assures that it shall use the land for seaport purposes in accordance with the terms and assurances of this Agreement within 10 years of acquisition.

            
            

      8. Preserving Rights, Powers and Interest.

         1. The Agency will not take or permit any action that would operate to deprive it of any of the rights and powers necessary to perform any or all of the terms and assurances of this Agreement without the written approval of the Department. Further, it will act promptly to acquire, extinguish, or modify, in a manner acceptable to the Department, any outstanding rights or claims of right of others which would interfere with such performance by the Agency.

         2. If an arrangement is made for management and operation of the funded facility or equipment by any entity or person other than the Agency, the Agency shall reserve sufficient rights and authority to ensure that the funded facility or equipment will be operated and maintained in accordance with the terms and assurances of this Agreement.

         3. The Agency will not sell or otherwise transfer or dispose of any part of its title or other interests in the funded facility or equipment without prior written approval by the Department. This assurance shall not limit the Agency’s right to lease seaport property, facilities or equipment for seaport-compatible purposes in the regular course of seaport business.

            
            

      9. Third Party Contracts. The Department reserves the right to approve third party contracts, except that written approval is hereby granted for:

         1. Execution of contracts for materials from a valid state or intergovernmental contract. Such materials must be included in the Department approved Project scope and/or quantities.

         2. Other contracts less than $5,000.00 excluding engineering consultant services and construction contracts. Such services and/or materials must be included in the Department approved Project scope and/or quantities.

         3. Construction change orders less than $5,000.00. Change orders must be fully executed prior to performance of work.

         4. Contracts, purchase orders, and construction change orders (excluding engineering consultant services) up to the threshold limits of Category Three. Such contracts must be for services and/or materials included in the Department approved Project scope and/or quantities. Purchasing Categories and Thresholds are defined in Section 287.017, F.S., and Chapter 60, Florida Administrative Code. The threshold limits are adjusted periodically for inflation, and it shall be the sole responsibility of the Agency to ensure that any obligations made in accordance with this Agreement comply with the current threshold limits. Obligations made in excess of the appropriate limits shall be cause for Department non- participation.

         5. In all cases, the Agency shall include a copy of the executed contract or other agreement with the backup documentation of the invoice for reimbursement of costs associated with the contract.

            
            

      10. Inspection or verification and approval of deliverables. Section 215.422(1), F.S., allows 5 working days for the approval and inspection of goods and services unless the bid specifications, purchase orders, or contracts specifies otherwise. The Agreement extends this timeline by specifying that the inspection or verification and approval of deliverables shall take no longer than 20 days from the Department’s receipt of an invoice.

          
          

          STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

          PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

          Form 725-000-02 STRATEGIC DEVELOPMENT

          OGC 02/20

          
          

      11. Federal Navigation Projects

          1. Funding reimbursed from any federal agency for this Project shall be remitted to the Department, in an amount proportional to the Department’s participating share in the Project. The Agency shall remit such funds to the Department immediately upon receipt.

          2. Department funding, as listed in Exhibit “B”, Schedule of Financial Assistance, may not be used for environmental monitoring costs.

             
             

      12. Acquisition of Crane. Department funding, as listed in Exhibit “B”, Schedule of Financial Assistance will be cost reimbursed using the following schedule, unless stated otherwise in Exhibit “A”, Project Description and Responsibilities:

          1. Sixty (60) percent after landside delivery and acceptance by the Agency.

          2. Forty (40) percent after installation and commissioning has been completed.

-- End of Exhibit E --

STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

Form 725-000-02 STRATEGIC DEVELOPMENT

OGC 02/20

EXHIBIT F

Contract Payment Requirements

Florida Department of Financial Services, Reference Guide for State Expenditures

Cost Reimbursement Contracts

Invoices for cost reimbursement contracts must be supported by an itemized listing of expenditures by category (salary, travel, expenses, etc.). Supporting documentation shall be submitted for each amount for which reimbursement is being claimed indicating that the item has been paid. Documentation for each amount for which reimbursement is being claimed must indicate that the item has been paid. Check numbers may be provided in lieu of copies of actual checks. Each piece of documentation should clearly reflect the dates of service. Only expenditures for categories in the approved agreement budget may be reimbursed. These expenditures must be allowable (pursuant to law) and directly related to the services being provided.

Listed below are types and examples of supporting documentation for cost reimbursement agreements:

1. Salaries: A payroll register or similar documentation should be submitted. The payroll register should show gross salary charges, fringe benefits, other deductions and net pay. If an individual for whom reimbursement is being claimed is paid by the hour, a document reflecting the hours worked times the rate of pay will be acceptable.

   
   

2. Fringe Benefits: Fringe Benefits should be supported by invoices showing the amount paid on behalf of the employee (e.g., insurance premiums paid). If the contract specifically states that fringe benefits will be based on a specified percentage rather than the actual cost of fringe benefits, then the calculation for the fringe benefits amount must be shown.

   
   

   Exception: Governmental entities are not required to provide check numbers or copies of checks for fringe benefits.

   
   

3. Travel: Reimbursement for travel must be in accordance with Section 112.061, Florida Statutes, which includes submission of the claim on the approved State travel voucher or electronic means.

   
   

4. Other direct costs: Reimbursement will be made based on paid invoices/receipts. If nonexpendable property is purchased using State funds, the contract should include a provision for the transfer of the property to the State when services are terminated. Documentation must be provided to show compliance with Department of Management Services Rule 60A-1.017, Florida Administrative Code, regarding the requirements for contracts which include services and that provide for the contractor to purchase tangible personal property as defined in Section 273.02, Florida Statutes, for subsequent transfer to the State.

   
   

5. In-house charges: Charges which may be of an internal nature (e.g., postage, copies, etc.) may be reimbursed on a usage log which shows the units times the rate being charged. The rates must be reasonable.

   
   

6. Indirect costs: If the contract specifies that indirect costs will be paid based on a specified rate, then the calculation should be shown.

   
   

   Contracts between state agencies, and/or contracts between universities may submit alternative documentation to substantiate the reimbursement request that may be in the form of FLAIR reports or other detailed reports.

   
   

   The Florida Department of Financial Services, online Reference Guide for State Expenditures can be found at this web address https://www.myfloridacfo.com/Division/AA/Manuals/documents/ReferenceGuideforStateExpenditures.pdf.

   
   

   STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

   PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

   Form 725-000-02 STRATEGIC DEVELOPMENT

   OGC 02/20

   
   

   EXHIBIT G

   
   

   AUDIT REQUIREMENTS FOR AWARDS OF STATE FINANCIAL ASSISTANCE

   
   

   THE STATE RESOURCES AWARDED PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLOWING:

   
   

   SUBJECT TO SECTION 215.97, FLORIDA STATUTES:~

   
   

   Awarding Agency: Florida Department of Transportation

   State Project Title: Seaport Investment Program

   CSFA Number: 55.034

   *Award Amount: $250,000

   
   

   *The award amount may change with amendments

   
   

   Specific project information for CSFA Number 55.034 is provided at: https://apps.fldfs.com/fsaa/searchCatalog.aspx

   
   

   COMPLIANCE REQUIREMENTS APPLICABLE TO STATE RESOURCES AWARDED PURSUANT TO THIS AGREEMENT:

   
   

   State Project Compliance Requirements for CSFA Number 55.034 are provided at: https://apps.fldfs.com/fsaa/searchCompliance.aspx

   
   

   The State Projects Compliance Supplement is provided at: https://apps.fldfs.com/fsaa/compliance.aspx

   DocuSign Envelope ID: 58035B77-5619-4D03-9924-811D8D6408D3

   
   

   To: Keith.Robbins@dot.state.fl.us

   
   

   FLORIDA DEPARTMENT OF TRANSPORTATION FUNDS APPROVAL

   G1Z25 7/29/2021

   CONTRACT INFORMATION

   
   

   Contract:	G1Z25
   Contract Type:	GD - GRANT DISBURSEMENT (GRANT)
   Method of Procurement:	G - GOVERMENTAL AGENCY (287.057,F.S.)
   Vendor Name:	COUNTY OF MANATEE
   Vendor ID:	F596000727160
   Beginning Date of This Agreement:	08/31/2021
   Ending Date of This Agreement:	05/31/2024
   Contract Total/Budgetary Ceiling:	ct = $250,000.00
   Description:	Port Manatee Master Plan Update

   
   

   FUNDS APPROVAL INFORMATION

   FUNDS APPROVED/REVIEWED FOR ROBIN M. NAITOVE, CPA, COMPTROLLER ON 7/29/2021

   
   

   Action:	Original
   Reviewed or Approved:	APPROVED
   Organization Code:	55012020129
   Expansion Option:	AA
   Object Code:	751000
   Amount:	$250,000.00
   Financial Project:	43577019402
   Work Activity (FCT):	215
   CFDA:
   Fiscal Year:	2022
   Budget Entity:	55100100
   Category/Category Year:	088807/22
   Amendment ID:	O001
   Sequence:	00
   User Assigned ID:
   Enc Line (6s)/Status:	0001/04

   
   

   Total Amount: $250,000.00

   
   

   Page1 of 1

   August 19, 2021

   
   

   CONSENT

   AGENDA ITEM 2.E: PUBLIC TRANSPORTATION GRANT

   AGREEMENT –DRY/CHILL WAREHOUSE

   
   

   BACKGROUND:

   
   

   The Florida Department of Transportation (FDOT) has agreed to participation in the funding of $2,000,000 for a dry/chill warehouse and has provided the attached the Public Transportation Grant Agreement (PTGA). As a condition of the grant, the Port is obligated to contribute 50% (or $2,000,000), bringing the total project costs to $2,000,000. To enter into the agreement, FDOT requires that the Port Authority adopt a resolution specifically approving the PTGA and authorizing the execution of the PTGA on behalf of the Port Authority by specifically designated officials.

   
   

   ATTACHMENT:

   
   

   Resolution PA-21-14 and the State of Florida Department of Transportation Public Transportation Grant Agreement

   
   

   COST AND FUNDING SOURCE:

   
   

   FDOT funding of $2,000,000 and $2,000,000 Port

   
   

   CONSEQUENCES IF DEFERRED:

   
   

   Delay in execution of the PTGA

   
   

   LEGAL COUNSEL REVIEW: Yes

   
   

   RECOMMENDATION:

   
   

   Move to adopt Resolution PA-21-14 authorizing the execution of the Public Transportation Grant Agreement with the Florida Department of Transportation for the dry/chill warehouse.

   
   

   Financial Project Number

   444277-1-94-04

   
   

   PA-21-14

   
   

   A RESOLUTION BY THE MANATEE COUNTY PORT AUTHORITY APPROVING AND AUTHORIZING THE EXECUTION OF THE PUBLIC TRANSPORTATION GRANT AGREEMENT WITH THE FLORIDA DEPARTMENT OF TRANSPORTATION

   
   

   WHEREAS, the State of Florida Department of Transportation (Department) has offered to enter into a Public Transportation Grant Agreement with the Manatee County Port Authority (Port Authority) to provide Department participation in a dry/chill warehouse, and

   
   

   WHEREAS, the Port Authority has the authority to enter into said Public Transportation Grant Agreement with the Department, and it is expedient and in the best interests of this Port Authority to approve and authorize the execution of the Public Transportation Grant Agreement.

   
   

   NOW THEREFORE BE IT RESOLVED by the Manatee County Port Authority

   that:

   
   

   1. The State of Florida Department of Transportation Public Transportation Grant Agreement, identified as Financial Project Number 444277-1-94-04 wherein the Department agrees to a maximum participation in the amount of $2,000,000 is approved. The Chairman of the Port Authority, or, in the absence of the Chairman, any Vice Chairman of the Port Authority, is authorized to execute the Public Transportation Agreement on behalf of the Port Authority.

      
      

   2. The Clerk of the Circuit Court of Manatee County, Florida, is authorized to cause two copies of this resolution to be certified for delivery to the Florida Department of Transportation.

ADOPTED with a quorum present and voting this the 19th day of August, 2021. ATTEST: ANGELINA M. COLONNESO MANATEE COUNTY PORT

CLERK OF CIRCUIT COURT AUTHORITY

By:                                                     

Chairman

Financial Project Number(s):

(item-segment-phase-sequence)

Fund(s):

444277-1-94-04             Work Activity Code/Function:

                                                      Federal Number/Federal Award

PORT FLAIR Category:

215              Object Code:

Org. Code:

                                                      Identification Number (FAIN) – Transit only:                       Vendor Number:

088794

751000                   

55012020129         

VF596000727160  

Contract Number: CFDA Number:

CFDA Title: CSFA Number: CSFA Title:

G1Z26          Federal Award Date:

N/A

Agency DUNS Number:

                      01-973-

7399             

 N/A                                                                                                                                                                             

 55.005                                                                                                                                                                        

 Seaport Grant Program                                                                                                                                              

THIS PUBLIC TRANSPORTATION GRANT AGREEMENT (“Agreement”) is entered into

_ __ _, by and between the State of Florida, Department of Transportation, (“Department”), and Manatee County Port Authority, (“Agency”). The Department and the Agency are sometimes referred to in this Agreement as a “Party” and collectively as the “Parties.”

NOW, THEREFORE, in consideration of the mutual benefits to be derived from joint participation on the Project, the Parties agree to the following:

1. Authority. The Agency, by Resolution or other form of official authorization, a copy of which is attached as Exhibit “D”, Agency Resolution and made a part of this Agreement, has authorized its officers to execute this Agreement on its behalf. The Department has the authority pursuant to Section(s) 311, Florida Statutes, to enter into this Agreement.

   
   

2. Purpose of Agreement. The purpose of this Agreement is to provide for the Department’s participation in Port Manatee's Dry / Chill Warehouse initiative, as further described in Exhibit "A", Project Description and Responsibilities, attached and incorporated into this Agreement (“Project”), to provide Department financial assistance to the Agency, state the terms and conditions upon which Department funds will be provided, and to set forth the manner in which the Project will be undertaken and completed.

   
   

3. Program Area. For identification purposes only, this Agreement is implemented as part of the Department program area selected below (select all programs that apply):

   
   

   

   Aviation

   

   

   X Seaports Transit Intermodal

   

   Rail Crossing Closure

   

   Match to Direct Federal Funding (Aviation or Transit)

   (Note: Section 15 and Exhibit G do not apply to federally matched funding)

   

   Other

   
   

4. Exhibits. The following Exhibits are attached and incorporated into this Agreement:

   
   

   X Exhibit A: Project Description and Responsibilities X Exhibit B: Schedule of Financial Assistance

   

   *Exhibit B1: Deferred Reimbursement Financial Provisions

   

   *Exhibit B2: Advance Payment Financial Provisions X *Exhibit C: Terms and Conditions of Construction

   X Exhibit D: Agency Resolution

   X Exhibit E: Program Specific Terms and Conditions X Exhibit F: Contract Payment Requirements

   X *Exhibit G: Audit Requirements for Awards of State Financial Assistance

   
   

   

   *Exhibit H: Audit Requirements for Awards of Federal Financial Assistance

   

   *Additional Exhibit(s):

   
   

   *Indicates that the Exhibit is only attached and incorporated if applicable box is selected.

   
   

5. Time. Unless specified otherwise, all references to “days” within this Agreement refer to calendar days.

   
   

6. Term of Agreement. This Agreement shall commence upon full execution by both Parties (“Effective Date”) and continue through April 30, 2026. If the Agency does not complete the Project within this time period, this Agreement will expire unless an extension of the time period is requested by the Agency and granted in writing by the Department prior to the expiration of this Agreement. Expiration of this Agreement will be considered termination of the Project. The cost of any work performed prior to the Effective Date or after the expiration date of this Agreement will not be reimbursed by the Department.

   
   

   1.     If this box is checked the following provision applies:

      
      

      Unless terminated earlier, work on the Project shall commence no later than the day of , or within days of the issuance of the Notice to Proceed for the construction phase of the Project (if the Project involves construction), whichever date is earlier. The Department shall have the option to immediately terminate this Agreement should the Agency fail to meet the above-required dates.

      
      

7. Amendments, Extensions, and Assignment. This Agreement may be amended or extended upon mutual written agreement of the Parties. This Agreement shall not be renewed. This Agreement shall not be assigned, transferred, or otherwise encumbered by the Agency under any circumstances without the prior written consent of the Department.

   
   

8. Termination or Suspension of Project. The Department may, by written notice to the Agency, suspend any or all of the Department’s obligations under this Agreement for the Agency’s failure to comply with applicable law or the terms of this Agreement until such time as the event or condition resulting in such suspension has ceased or been corrected.

   
   

   1. Notwithstanding any other provision of this Agreement, if the Department intends to terminate the Agreement, the Department shall notify the Agency of such termination in writing at least thirty (30) days prior to the termination of the Agreement, with instructions to the effective date of termination or specify the stage of work at which the Agreement is to be terminated.

      
      

   2. The Parties to this Agreement may terminate this Agreement when its continuation would not produce beneficial results commensurate with the further expenditure of funds. In this event, the Parties shall agree upon the termination conditions.

      
      

   3. If the Agreement is terminated before performance is completed, the Agency shall be paid only for that work satisfactorily performed for which costs can be substantiated. Such payment, however, may not exceed the equivalent percentage of the Department’s maximum financial assistance. If any portion of the Project is located on the Department’s right-of-way, then all work in progress on the Department right-of-way will become the property of the Department and will be turned over promptly by the Agency.

      
      

   4. In the event the Agency fails to perform or honor the requirements and provisions of this Agreement, the Agency shall promptly refund in full to the Department within thirty (30) days of the termination of the Agreement any funds that were determined by the Department to have been expended in violation of the Agreement.

      
      

   5. The Department reserves the right to unilaterally cancel this Agreement for failure by the Agency to comply with the Public Records provisions of Chapter 119, Florida Statutes.

      
      

9. Project Cost:

   
   

   1. The estimated total cost of the Project is $4,000,000. This amount is based upon Exhibit "B", Schedule of Financial Assistance. The timeline for deliverables and distribution of estimated amounts between deliverables within a grant phase, as outlined in Exhibit "B", Schedule of Financial Assistance, may be modified by mutual written agreement of the Parties and does not require execution of an Amendment to the Public Transportation Grant Agreement. The timeline for deliverables and distribution of estimated amounts between grant phases requires an amendment executed by both Parties in the same form as this Agreement.

      
      

   2. The Department agrees to participate in the Project cost up to the maximum amount of

      

      $2,000,000 and, the Department’s participation in the Project shall not exceed 50.00% of the total eligible cost of the Project, and as more fully described in Exhibit “B’’, Schedule of Financial Assistance. The Agency agrees to bear all expenses in excess of the amount of the Department’s participation and any cost overruns or deficits involved.

      
      

10. Compensation and Payment:

    
    

    1. Eligible Cost. The Department shall reimburse the Agency for allowable costs incurred as described in Exhibit “A”, Project Description and Responsibilities, and as set forth in Exhibit “B”, Schedule of Financial Assistance.

       
       

    2. Deliverables. The Agency shall provide quantifiable, measurable, and verifiable units of deliverables. Each deliverable must specify the required minimum level of service to be performed and the criteria for evaluating successful completion. The Project and the quantifiable, measurable, and verifiable units of deliverables are described more fully in Exhibit “A”, Project Description and Responsibilities. Modifications to the deliverables in Exhibit “A”, Project Description and Responsibilities requires a formal written amendment.

       
       

    3. Invoicing. Invoices shall be submitted no more often than monthly by the Agency in detail sufficient for a proper pre-audit and post-audit, based on the quantifiable, measurable, and verifiable deliverables as established in Exhibit “A”, Project Description and Responsibilities. Deliverables and costs incurred must be received and approved by the Department prior to reimbursement. Requests for reimbursement by the Agency shall include an invoice, progress report, and supporting documentation for the deliverables being billed that are acceptable to the Department. The Agency shall use the format for the invoice and progress report that is approved by the Department.

       
       

    4. Supporting Documentation. Supporting documentation must establish that the deliverables were received and accepted in writing by the Agency and must also establish that the required minimum standards or level of service to be performed based on the criteria for evaluating successful completion as specified in Exhibit “A”, Project Description and Responsibilities has been met. All costs invoiced shall be supported by properly executed payrolls, time records, invoices, contracts, or vouchers evidencing in proper detail the nature and propriety of charges as described in Exhibit “F”, Contract Payment Requirements.

       
       

    5. Travel Expenses. The selected provision below is controlling regarding travel expenses: X Travel expenses are NOT eligible for reimbursement under this Agreement.

       

       Travel expenses ARE eligible for reimbursement under this Agreement. Bills for travel expenses specifically authorized in this Agreement shall be submitted on the Department’s Contractor Travel Form No. 300-000-06 and will be paid in accordance with Section 112.061, Florida Statutes, and the most current version of the Department’s Disbursement Handbook for Employees and Managers.

       
       

       
       

    6. Financial Consequences. Payment shall be made only after receipt and approval of deliverables and costs incurred unless advance payments are authorized by the Chief Financial Officer of the State of Florida under Chapters 215 and 216, Florida Statutes, or the Department’s Comptroller under Section 334.044(29), Florida Statutes. If the Department determines that the performance of the Agency is unsatisfactory, the Department shall notify the Agency of the deficiency to be corrected, which correction shall be made within a time- frame to be specified by the Department. The Agency shall, within thirty (30) days after notice from the Department, provide the Department with a corrective action plan describing how the Agency will address all issues of contract non-performance, unacceptable performance, failure to meet the minimum performance levels, deliverable deficiencies, or contract non- compliance. If the corrective action plan is unacceptable to the Department, the Agency will not be reimbursed. If the deficiency is subsequently resolved, the Agency may bill the Department for the amount that was previously not reimbursed during the next billing period. If the Agency is unable to resolve the deficiency, the funds shall be forfeited at the end of the Agreement’s term.

       
       

    7. Invoice Processing. An Agency receiving financial assistance from the Department should be aware of the following time frames. Inspection or verification and approval of deliverables shall take no longer than 20 days from the Department’s receipt of the invoice. The Department has 20 days to deliver a request for payment (voucher) to the Department of Financial Services. The 20 days are measured from the latter of the date the invoice is received or the deliverables are received, inspected or verified, and approved.

       
       

       If a payment is not available within 40 days, a separate interest penalty at a rate as established pursuant to Section 55.03(1), Florida Statutes, will be due and payable, in addition to the invoice amount, to the Agency. Interest penalties of less than one (1) dollar will not be enforced unless the Agency requests payment. Invoices that have to be returned to an Agency because of Agency preparation errors will result in a delay in the payment. The invoice payment requirements do not start until a properly completed invoice is provided to the Department.

       
       

       A Vendor Ombudsman has been established within the Department of Financial Services. The duties of this individual include acting as an advocate for Agency who may be experiencing problems in obtaining timely payment(s) from a state agency. The Vendor Ombudsman may be contacted at (850) 413-5516.

       
       

    8. Records Retention. The Agency shall maintain an accounting system or separate accounts to ensure funds and projects are tracked separately. Records of costs incurred under the terms of this Agreement shall be maintained and made available upon request to the Department at all times during the period of this Agreement and for five years after final payment is made. Copies of these records shall be furnished to the Department upon request. Records of costs incurred include the Agency's general accounting records and the Project records, together with supporting documents and records, of the Contractor and all subcontractors performing work on the Project, and all other records of the Contractor and subcontractors considered necessary by the Department for a proper audit of costs.

       
       

    9. Progress Reports. Upon request, the Agency agrees to provide progress reports to the Department in the standard format used by the Department and at intervals established by the Department. The Department will be entitled at all times to be advised, at its request, as to the status of the Project and of details thereof.

       
       

    10. Submission of Other Documents. The Agency shall submit to the Department such data, reports, records, contracts, and other documents relating to the Project as the Department may require as listed in Exhibit "E", Program Specific Terms and Conditions attached to and incorporated into this Agreement.

        
        

        
        

    11. Offsets for Claims. If, after Project completion, any claim is made by the Department resulting from an audit or for work or services performed pursuant to this Agreement, the Department may offset such amount from payments due for work or services done under any agreement that it has with the Agency owing such amount if, upon written demand, payment of the amount is not made within 60 days to the Department. Offsetting any amount pursuant to this paragraph shall not be considered a breach of contract by the Department.

        
        

    12. Final Invoice. The Agency must submit the final invoice on the Project to the Department within 120 days after the completion of the Project. Invoices submitted after the 120-day time period may not be paid.

        
        

    13. Department’s Performance and Payment Contingent Upon Annual Appropriation by the Legislature. The Department’s performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Legislature. If the Department's funding for this Project is in multiple fiscal years, a notice of availability of funds from the Department’s project manager must be received prior to costs being incurred by the Agency. See Exhibit “B”, Schedule of Financial Assistance for funding levels by fiscal year. Project costs utilizing any fiscal year funds are not eligible for reimbursement if incurred prior to funds approval being received. The Department will notify the Agency, in writing, when funds are available.

        
        

    14. Limits on Contracts Exceeding $25,000 and Term more than 1 Year. In the event this Agreement is in excess of $25,000 and has a term for a period of more than one year, the provisions of Section 339.135(6)(a), Florida Statutes, are hereby incorporated:

        
        

        "The Department, during any fiscal year, shall not expend money, incur any liability, or enter into any contract which, by its terms, involves the expenditure of money in excess of the amounts budgeted as available for expenditure during such fiscal year. Any contract, verbal or written, made in violation of this subsection is null and void, and no money may be paid on such contract. The Department shall require a statement from the comptroller of the Department that funds are available prior to entering into any such contract or other binding commitment of funds. Nothing herein contained shall prevent the making of contracts for periods exceeding 1 year, but any contract so made shall be executory only for the value of the services to be rendered or agreed to be paid for in succeeding fiscal years; and this paragraph shall be incorporated verbatim in all contracts of the Department which are for an amount in excess of $25,000 and which have a term for a period of more than 1 year."

        
        

    15. Agency Obligation to Refund Department. Any Project funds made available by the Department pursuant to this Agreement that are determined by the Department to have been expended by the Agency in violation of this Agreement or any other applicable law or regulation shall be promptly refunded in full to the Department. Acceptance by the Department of any documentation or certifications, mandatory or otherwise permitted, that the Agency files shall not constitute a waiver of the Department's rights as the funding agency to verify all information at a later date by audit or investigation.

        
        

    16. Non-Eligible Costs. In determining the amount of the payment, the Department will exclude all Project costs incurred by the Agency prior to the execution of this Agreement, costs incurred after the expiration of the Agreement, costs that are not provided for in Exhibit “A”, Project Description and Responsibilities, and as set forth in Exhibit “B”, Schedule of Financial Assistance, costs agreed to be borne by the Agency or its contractors and subcontractors for not meeting the Project commencement and final invoice time lines, and costs attributable to goods or services received under a contract or other arrangement that has not been approved

        
        

        in writing by the Department. Specific unallowable costs may be listed in Exhibit “A”, Project Description and Responsibilities.

        
        

11. General Requirements. The Agency shall complete the Project with all practical dispatch in a sound, economical, and efficient manner, and in accordance with the provisions in this Agreement and all applicable laws.

    
    

    1. Necessary Permits Certification. The Agency shall certify to the Department that the Agency’s design consultant and/or construction contractor has secured the necessary permits.

       
       

    2. Right-of-Way Certification. If the Project involves construction, then the Agency shall provide to the Department certification and a copy of appropriate documentation substantiating that all required right-of-way necessary for the Project has been obtained. Certification is required prior to authorization for advertisement for or solicitation of bids for construction of the Project, even if no right-of-way is required.

       
       

    3. Notification Requirements When Performing Construction on Department’s Right-of- Way. In the event the cost of the Project is greater than $250,000.00, and the Project involves construction on the Department’s right-of-way, the Agency shall provide the Department with written notification of either its intent to:

       
       

       1. Require the construction work of the Project that is on the Department’s right-of-way to be performed by a Department prequalified contractor, or

          
          

       2. Construct the Project utilizing existing Agency employees, if the Agency can complete said Project within the time frame set forth in this Agreement.

          
          

    4.    If this box is checked, then the Agency is permitted to utilize its own forces and the following provision applies: Use of Agency Workforce. In the event the Agency proceeds with any phase of the Project utilizing its own forces, the Agency will only be reimbursed for direct costs (this excludes general overhead).

       
       

    5.    If this box is checked, then the Agency is permitted to utilize Indirect Costs: Reimbursement for Indirect Program Expenses (select one):

       
       

       1.    Agency has selected to seek reimbursement from the Department for actual indirect expenses (no rate).

          
          

       2.    Agency has selected to apply a de minimus rate of 10% to modified total direct costs. Note: The de minimus rate is available only to entities that have never had a negotiated indirect cost rate. When selected, the de minimus rate must be used consistently for all federal awards until such time the agency chooses to negotiate a rate. A cost policy statement and de minimis certification form must be submitted to the Department for review and approval.

          
          

       3.     Agency has selected to apply a state or federally approved indirect cost rate. A federally approved rate agreement or indirect cost allocation plan (ICAP) must be submitted annually.

          
          

    6. Agency Compliance with Laws, Rules, and Regulations, Guidelines, and Standards. The Agency shall comply and require its contractors and subcontractors to comply with all terms and conditions of this Agreement and all federal, state, and local laws and regulations applicable to this Project.

       
       

    7. Claims and Requests for Additional Work. The Agency shall have the sole responsibility for resolving claims and requests for additional work for the Project. The Agency will make

       
       

       best efforts to obtain the Department’s input in its decisions. The Department is not obligated to reimburse for claims or requests for additional work.

       
       

12. Contracts of the Agency:

    
    

    1. Approval of Third Party Contracts. The Department specifically reserves the right to review and approve any and all third party contracts with respect to the Project before the Agency executes or obligates itself in any manner requiring the disbursement of Department funds, including consultant and purchase of commodities contracts, or amendments thereto. If the Department chooses to review and approve third party contracts for this Project and the Agency fails to obtain such approval, that shall be sufficient cause for nonpayment by the Department. The Department specifically reserves unto itself the right to review the qualifications of any consultant or contractor and to approve or disapprove the employment of the same. If Federal Transit Administration (FTA) funds are used in the Project, the Department must exercise the right to third party contract review.

       
       

    2. Procurement of Commodities or Contractual Services. It is understood and agreed by the Parties hereto that participation by the Department in a project with the Agency, where said project involves the purchase of commodities or contractual services where purchases or costs exceed the Threshold Amount for CATEGORY TWO per Section 287.017, Florida Statutes, is contingent on the Agency complying in full with the provisions of Section 287.057, Florida Statutes. The Agency’s Authorized Official shall certify to the Department that the Agency’s purchase of commodities or contractual services has been accomplished in compliance with Section 287.057, Florida Statutes. It shall be the sole responsibility of the Agency to ensure that any obligations made in accordance with this Section comply with the current threshold limits. Contracts, purchase orders, task orders, construction change orders, or any other agreement that would result in exceeding the current budget contained in Exhibit "B", Schedule of Financial Assistance, or that is not consistent with the Project description and scope of services contained in Exhibit "A", Project Description and Responsibilities must be approved by the Department prior to Agency execution. Failure to obtain such approval, and subsequent execution of an amendment to the Agreement if required, shall be sufficient cause for nonpayment by the Department, in accordance with this Agreement.

       
       

    3. Consultants’ Competitive Negotiation Act. It is understood and agreed by the Parties to this Agreement that participation by the Department in a project with the Agency, where said project involves a consultant contract for professional services, is contingent on the Agency’s full compliance with provisions of Section 287.055, Florida Statutes, Consultants’ Competitive Negotiation Act. In all cases, the Agency’s Authorized Official shall certify to the Department that selection has been accomplished in compliance with the Consultants’ Competitive Negotiation Act.

       
       

    4. Disadvantaged Business Enterprise (DBE) Policy and Obligation. It is the policy of the Department that DBEs, as defined in 49 C.F.R. Part 26, as amended, shall have the opportunity to participate in the performance of contracts financed in whole or in part with Department funds under this Agreement. The DBE requirements of applicable federal and state laws and regulations apply to this Agreement. The Agency and its contractors agree to ensure that DBEs have the opportunity to participate in the performance of this Agreement. In this regard, all recipients and contractors shall take all necessary and reasonable steps in accordance with applicable federal and state laws and regulations to ensure that the DBEs have the opportunity to compete for and perform contracts. The Agency and its contractors and subcontractors shall not discriminate on the basis of race, color, national origin or sex in the award and performance of contracts, entered pursuant to this Agreement.

       
       

13. Maintenance Obligations. In the event the Project includes construction or the acquisition of commodities then the following provisions are incorporated into this Agreement:

    
    

    1. The Agency agrees to accept all future maintenance and other attendant costs occurring after completion of the Project for all improvements constructed or commodities acquired as part of the Project. The terms of this provision shall survive the termination of this Agreement.

       
       

14. Sale, Transfer, or Disposal of Department-funded Property:

    
    

    1. The Agency will not sell or otherwise transfer or dispose of any part of its title or other interests in real property, facilities, or equipment funded in any part by the Department under this Agreement without prior written approval by the Department.

       
       

    2. If a sale, transfer, or disposal by the Agency of all or a portion of Department-funded real property, facilities, or equipment is approved by the Department, the following provisions will apply:

       
       

       1. The Agency shall reimburse the Department a proportional amount of the proceeds of the sale of any Department-funded property.

          
          

       2. The proportional amount shall be determined on the basis of the ratio of the Department funding of the development or acquisition of the property multiplied against the sale amount, and shall be remitted to the Department within ninety (90) days of closing of sale.

          
          

       3. Sale of property developed or acquired with Department funds shall be at market value as determined by appraisal or public bidding process, and the contract and process for sale must be approved in advance by the Department.

          
          

       4. If any portion of the proceeds from the sale to the Agency are non-cash considerations, reimbursement to the Department shall include a proportional amount based on the value of the non-cash considerations.

          
          

    3. The terms of provisions “a” and “b” above shall survive the termination of this Agreement.

       
       

       1. The terms shall remain in full force and effect throughout the useful life of facilities developed, equipment acquired, or Project items installed within a facility, but shall not exceed twenty (20) years from the effective date of this Agreement.

          
          

       2. There shall be no limit on the duration of the terms with respect to real property acquired with Department funds.

          
          

15. Single Audit. The administration of Federal or State resources awarded through the Department to the Agency by this Agreement may be subject to audits and/or monitoring by the Department. The following requirements do not limit the authority of the Department to conduct or arrange for the conduct of additional audits or evaluations of Federal awards or State financial assistance or limit the authority of any state agency inspector general, the State of Florida Auditor General, or any other state official. The Agency shall comply with all audit and audit reporting requirements as specified below.

    
    

    Federal Funded:

    
    

    1. In addition to reviews of audits conducted in accordance with 2 CFR Part 200, Subpart F – Audit Requirements, monitoring procedures may include but not be limited to on-site visits by Department staff and/or other procedures, including reviewing any required performance and financial reports, following up, ensuring corrective action, and issuing management decisions on weaknesses found through audits when those findings pertain to Federal awards provided through the Department by this Agreement. By entering into this Agreement, the Agency agrees to comply and cooperate fully with any monitoring procedures/processes deemed appropriate by the Department. The Agency further agrees to comply and cooperate with any

       
       

       inspections, reviews, investigations, or audits deemed necessary by the Department, State of Florida Chief Financial Officer (CFO), or State of Florida Auditor General.

       
       

    2. The Agency, a non-Federal entity as defined by 2 CFR Part 200, Subpart F – Audit Requirements, as a subrecipient of a Federal award awarded by the Department through this Agreement, is subject to the following requirements:

       
       

       1. In the event the Agency expends a total amount of Federal awards equal to or in excess of the threshold established by 2 CFR Part 200, Subpart F – Audit Requirements, the Agency must have a Federal single or program-specific audit conducted for such fiscal year in accordance with the provisions of 2 CFR Part 200, Subpart F – Audit Requirements. Exhibit “H”, Audit Requirements for Awards of Federal Financial Assistance, to this Agreement provides the required Federal award identification information needed by the Agency to further comply with the requirements of 2 CFR Part 200, Subpart F – Audit Requirements. In determining Federal awards expended in a fiscal year, the Agency must consider all sources of Federal awards based on when the activity related to the Federal award occurs, including the Federal award provided through the Department by this Agreement. The determination of amounts of Federal awards expended should be in accordance with the guidelines established by 2 CFR Part 200, Subpart F – Audit Requirements. An audit conducted by the State of Florida Auditor General in accordance with the provisions of 2 CFR Part 200, Subpart F – Audit Requirements, will meet the requirements of this part.

          
          

       2. In connection with the audit requirements, the Agency shall fulfill the requirements relative to the auditee responsibilities as provided in 2 CFR Part 200, Subpart F – Audit Requirements.

          
          

       3. In the event the Agency expends less than the threshold established by 2 CFR Part 200, Subpart F – Audit Requirements, in Federal awards, the Agency is exempt from Federal audit requirements for that fiscal year. However, the Agency must provide a single audit exemption statement to the Department at FDOTSingleAudit@dot.state.fl.us no later than nine months after the end of the Agency’s audit period for each applicable audit year. In the event the Agency expends less than the threshold established by 2 CFR Part 200, Subpart F – Audit Requirements, in Federal awards in a fiscal year and elects to have an audit conducted in accordance with the provisions of 2 CFR Part 200, Subpart F – Audit Requirements, the cost of the audit must be paid from non-Federal resources (i.e., the cost of such an audit must be paid from the Agency’s resources obtained from other than Federal entities).

          
          

       4. The Agency must electronically submit to the Federal Audit Clearinghouse (FAC) at https://harvester.census.gov/facweb/ the audit reporting package as required by 2 CFR Part 200, Subpart F – Audit Requirements, within the earlier of 30 calendar days after receipt of the auditor’s report(s) or nine months after the end of the audit period. The FAC is the repository of record for audits required by 2 CFR Part 200, Subpart F

          – Audit Requirements. However, the Department requires a copy of the audit reporting package also be submitted to FDOTSingleAudit@dot.state.fl.us within the earlier of 30 calendar days after receipt of the auditor’s report(s) or nine months after the end of the audit period as required by 2 CFR Part 200, Subpart F – Audit Requirements.

          
          

       5. Within six months of acceptance of the audit report by the FAC, the Department will review the Agency’s audit reporting package, including corrective action plans and management letters, to the extent necessary to determine whether timely and appropriate action on all deficiencies has been taken pertaining to the Federal award provided through the Department by this Agreement. If the Agency fails to have an

          
          

          audit conducted in accordance with 2 CFR Part 200, Subpart F – Audit Requirements, the Department may impose additional conditions to remedy noncompliance. If the Department determines that noncompliance cannot be remedied by imposing additional conditions, the Department may take appropriate actions to enforce compliance, which actions may include but not be limited to the following:

          
          

          1. Temporarily withhold cash payments pending correction of the deficiency by the Agency or more severe enforcement action by the Department;

          2. Disallow (deny both use of funds and any applicable matching credit for) all or part of the cost of the activity or action not in compliance;

          3. Wholly or partly suspend or terminate the Federal award;

          4. Initiate suspension or debarment proceedings as authorized under 2 C.F.R. Part 180 and Federal awarding agency regulations (or in the case of the Department, recommend such a proceeding be initiated by the Federal awarding agency);

          5. Withhold further Federal awards for the Project or program;

          6. Take other remedies that may be legally available.

             
             

       6. As a condition of receiving this Federal award, the Agency shall permit the Department or its designee, the CFO, or State of Florida Auditor General access to the Agency’s records, including financial statements, the independent auditor’s working papers, and project records as necessary. Records related to unresolved audit findings, appeals, or litigation shall be retained until the action is complete or the dispute is resolved.

       7. The Department’s contact information for requirements under this part is as follows: Office of Comptroller, MS 24

          605 Suwannee Street

          Tallahassee, Florida 32399-0450 FDOTSingleAudit@dot.state.fl.us

          
          

          State Funded:

          
          

          1. In addition to reviews of audits conducted in accordance with Section 215.97, Florida Statutes, monitoring procedures to monitor the Agency’s use of state financial assistance may include but not be limited to on-site visits by Department staff and/or other procedures, including reviewing any required performance and financial reports, following up, ensuring corrective action, and issuing management decisions on weaknesses found through audits when those findings pertain to state financial assistance awarded through the Department by this Agreement. By entering into this Agreement, the Agency agrees to comply and cooperate fully with any monitoring procedures/processes deemed appropriate by the Department. The Agency further agrees to comply and cooperate with any inspections, reviews, investigations, or audits deemed necessary by the Department, the Department of Financial Services (DFS), or State of Florida Auditor General.

             
             

          2. The Agency, a “nonstate entity” as defined by Section 215.97, Florida Statutes, as a recipient of state financial assistance awarded by the Department through this Agreement, is subject to the following requirements:

             
             

             1. In the event the Agency meets the audit threshold requirements established by Section 215.97, Florida Statutes, the Agency must have a State single or project- specific audit conducted for such fiscal year in accordance with Section 215.97, Florida Statutes; applicable rules of the Department of Financial Services; and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General. Exhibit “G”, Audit Requirements for Awards of State Financial Assistance, to this Agreement indicates state financial

                
                

                assistance awarded through the Department by this Agreement needed by the Agency to further comply with the requirements of Section 215.97, Florida Statutes. In determining the state financial assistance expended in a fiscal year, the Agency shall consider all sources of state financial assistance, including state financial assistance received from the Department by this Agreement, other state agencies, and other nonstate entities. State financial assistance does not include Federal direct or pass-through awards and resources received by a nonstate entity for Federal program matching requirements.

                
                

             2. In connection with the audit requirements, the Agency shall ensure that the audit complies with the requirements of Section 215.97(8), Florida Statutes. This includes submission of a financial reporting package as defined by Section 215.97(2)(e), Florida Statutes, and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General.

                
                

             3. In the event the Agency does not meet the audit threshold requirements established by Section 215.97, Florida Statutes, the Agency is exempt for such fiscal year from the state single audit requirements of Section 215.97, Florida Statutes. However, the Agency must provide a single audit exemption statement to the Department at FDOTSingleAudit@dot.state.fl.us no later than nine months after the end of the Agency’s audit period for each applicable audit year. In the event the Agency does not meet the audit threshold requirements established by Section 215.97, Florida Statutes, in a fiscal year and elects to have an audit conducted in accordance with the provisions of Section 215.97, Florida Statutes, the cost of the audit must be paid from the Agency’s resources (i.e., the cost of such an audit must be paid from the Agency’s resources obtained from other than State entities).

                
                

             4. In accordance with Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General, copies of financial reporting packages required by this Agreement shall be submitted to:

                
                

                Florida Department of Transportation Office of Comptroller, MS 24

                605 Suwannee Street

                Tallahassee, Florida 32399-0405 FDOTSingleAudit@dot.state.fl.us

                
                

                And

                
                

                State of Florida Auditor General Local Government Audits/342

                111 West Madison Street, Room 401

                Tallahassee, FL 32399-1450

                Email: flaudgen_localgovt@aud.state.fl.us

                
                

             5. Any copies of financial reporting packages, reports, or other information required to be submitted to the Department shall be submitted timely in accordance with Section 215.97, Florida Statutes, and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General, as applicable.

                
                

             6. The Agency, when submitting financial reporting packages to the Department for audits done in accordance with Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General, should indicate the date the reporting package was delivered to the Agency in correspondence accompanying the reporting package.

                
                

                
                

             7. Upon receipt, and within six months, the Department will review the Agency’s financial reporting package, including corrective action plans and management letters, to the extent necessary to determine whether timely and appropriate corrective action on all deficiencies has been taken pertaining to the state financial assistance provided through the Department by this Agreement. If the Agency fails to have an audit conducted consistent with Section 215.97, Florida Statutes, the Department may take appropriate corrective action to enforce compliance.

                
                

             8. As a condition of receiving state financial assistance, the Agency shall permit the Department or its designee, DFS, or the Auditor General access to the Agency’s records, including financial statements, the independent auditor’s working papers, and project records as necessary. Records related to unresolved audit findings, appeals, or litigation shall be retained until the action is complete or the dispute is resolved.

                
                

          3. The Agency shall retain sufficient records demonstrating its compliance with the terms of this Agreement for a period of five years from the date the audit report is issued and shall allow the Department or its designee, DFS, or State of Florida Auditor General access to such records upon request. The Agency shall ensure that the audit working papers are made available to the Department or its designee, DFS, or State of Florida Auditor General upon request for a period of five years from the date the audit report is issued, unless extended in writing by the Department.

          
          

16. Notices and Approvals. Notices and approvals referenced in this Agreement must be obtained in writing from the Parties’ respective Administrators or their designees.

    
    

17. Restrictions, Prohibitions, Controls and Labor Provisions:

    
    

    1. Convicted Vendor List. A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid on a contract to provide any goods or services to a public entity; may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statutes, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list.

       
       

    2. Discriminatory Vendor List. In accordance with Section 287.134, Florida Statutes, an entity or affiliate who has been placed on the Discriminatory Vendor List, kept by the Florida Department of Management Services, may not submit a bid on a contract to provide goods or services to a public entity; may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity.

       
       

    3. Non-Responsible Contractors. An entity or affiliate who has had its Certificate of Qualification suspended, revoked, denied, or have further been determined by the Department to be a non-responsible contractor, may not submit a bid or perform work for the construction or repair of a public building or public work on a contract with the Agency.

       
       

    4. Prohibition on Using Funds for Lobbying. No funds received pursuant to this Agreement may be expended for lobbying the Florida Legislature, judicial branch, or any state agency, in accordance with Section 216.347, Florida Statutes.

       
       

    5. Unauthorized Aliens. The Department shall consider the employment by any contractor of unauthorized aliens a violation of Section 274A(e) of the Immigration and Nationality Act. If the contractor knowingly employs unauthorized aliens, such violation will be cause for unilateral cancellation of this Agreement.

       
       

    6. Procurement of Construction Services. If the Project is procured pursuant to Chapter 255, Florida Statutes, for construction services and at the time of the competitive solicitation for the Project, 50 percent or more of the cost of the Project is to be paid from state-appropriated funds, then the Agency must comply with the requirements of Section 255.0991, Florida Statutes.

       
       

    7. E-Verify. The Agency shall:

       
       

       1. Utilize the U.S. Department of Homeland Security’s E-Verify system to verify the employment eligibility of all new employees hired by the Agency during the term of the contract; and

          
          

       2. Expressly require any subcontractors performing work or providing services pursuant to the state contract to likewise utilize the U.S. Department of Homeland Security’s E- Verify system to verify the employment eligibility of all new employees hired by the subcontractor during the contract term.

          
          

    8. Executive Order 20-44. Pursuant to Governor’s Executive Order 20-44, if the Agency is required by the Internal Revenue Code to file IRS Form 990 and is named in statute with which the Department must form a sole-source, public-private agreement; or through contract or other agreement with the State, annually receives 50% or more of its budget from the State or from a combination of State and Federal funds, Recipient shall submit an Annual Report to the Department, including the most recent IRS Form 990, detailing the total compensation for each member of the Agency executive leadership team. Total compensation shall include salary, bonuses, cashed-in leave, cash equivalents, severance pay, retirement benefits, deferred compensation, real-property gifts, and any other payout. The Agency shall inform the Department of any changes in total executive compensation during the period between the filing of Annual Reports within 60 days of any change taking effect. All compensation reports shall detail the percentage of executive leadership compensation received directly from all State and/or Federal allocations to the Agency. Annual Reports shall be in the form approved by the Department and shall be submitted to the Department at fdotsingleaudit@dot.state.fl.us within 180 days following the end of each tax year of the Agency receiving Department funding.

       
       

    9. Design Services and Construction Engineering and Inspection Services. If the Project is wholly or partially funded by the Department and administered by a local governmental entity, except for a seaport listed in Section 311.09, Florida Statutes, the entity performing design and construction engineering and inspection services may not be the same entity.

       
       

18. Indemnification and Insurance:

    
    

    1. It is specifically agreed between the Parties executing this Agreement that it is not intended by any of the provisions of any part of this Agreement to create in the public or any member thereof, a third party beneficiary under this Agreement, or to authorize anyone not a party to this Agreement to maintain a suit for personal injuries or property damage pursuant to the terms or provisions of this Agreement. The Agency guarantees the payment of all just claims for materials, supplies, tools, or labor and other just claims against the Agency or any

       
       

       subcontractor, in connection with this Agreement. Additionally, the Agency shall indemnify and hold harmless the State of Florida, Department of Transportation, including the Department’s officers and employees, from liabilities, damages, losses, and costs, including, but not limited to, reasonable attorney’s fees, to the extent caused by the negligence, recklessness, or intentional wrongful misconduct of the Agency and persons employed or utilized by the Agency in the performance of this Agreement. This indemnification shall survive the termination of this Agreement. Additionally, the Agency agrees to include the following indemnification in all contracts with contractors/subcontractors and consultants/subconsultants who perform work in connection with this Agreement:

       
       

       “To the fullest extent permitted by law, the Agency’s contractor/consultant shall indemnify and hold harmless the Agency and the State of Florida, Department of Transportation, including the Department’s officers and employees, from liabilities, damages, losses and costs, including, but not limited to, reasonable attorney’s fees, to the extent caused by the negligence, recklessness or intentional wrongful misconduct of the contractor/consultant and persons employed or utilized by the contractor/consultant in the performance of this Agreement.

       
       

       This indemnification shall survive the termination of this Agreement.”

       
       

    2. The Agency shall provide Workers’ Compensation Insurance in accordance with Florida’s Workers’ Compensation law for all employees. If subletting any of the work, ensure that the subcontractor(s) and subconsultant(s) have Workers’ Compensation Insurance for their employees in accordance with Florida’s Workers’ Compensation law. If using “leased employees” or employees obtained through professional employer organizations (“PEO’s”), ensure that such employees are covered by Workers’ Compensation Insurance through the PEO’s or other leasing entities. Ensure that any equipment rental agreements that include operators or other personnel who are employees of independent contractors, sole proprietorships, or partners are covered by insurance required under Florida’s Workers' Compensation law.

       
       

    3. If the Agency elects to self-perform the Project, then the Agency may self-insure. If the Agency elects to hire a contractor or consultant to perform the Project, then the Agency shall carry, or cause its contractor or consultant to carry, Commercial General Liability insurance providing continuous coverage for all work or operations performed under this Agreement. Such insurance shall be no more restrictive than that provided by the latest occurrence form edition of the standard Commercial General Liability Coverage Form (ISO Form CG 00 01) as filed for use in the State of Florida. The Agency shall cause, or cause its contractor or consultant to cause, the Department to be made an Additional Insured as to such insurance. Such coverage shall be on an “occurrence” basis and shall include Products/Completed Operations coverage. The coverage afforded to the Department as an Additional Insured shall be primary as to any other available insurance and shall not be more restrictive than the coverage afforded to the Named Insured. The limits of coverage shall not be less than $1,000,000 for each occurrence and not less than a $5,000,000 annual general aggregate, inclusive of amounts provided by an umbrella or excess policy. The limits of coverage described herein shall apply fully to the work or operations performed under the Agreement, and may not be shared with or diminished by claims unrelated to the Agreement. The policy/ies and coverage described herein may be subject to a deductible and such deductibles shall be paid by the Named Insured. No policy/ies or coverage described herein may contain or be subject to a Retention or a Self-Insured Retention unless the Agency is a state agency or subdivision of the State of Florida that elects to self-perform the Project. Prior to the execution of the Agreement, and at all renewal periods which occur prior to final acceptance of the work, the Department shall be provided with an ACORD Certificate of Liability Insurance reflecting the coverage described herein. The Department shall be notified in writing within ten days of any cancellation, notice of cancellation, lapse, renewal, or proposed change to any policy or coverage described herein. The Department’s approval or failure to disapprove any policy/ies,

       
       

       coverage, or ACORD Certificates shall not relieve or excuse any obligation to procure and maintain the insurance required herein, nor serve as a waiver of any rights or defenses the Department may have.

       
       

    4. When the Agreement includes the construction of a railroad grade crossing, railroad overpass or underpass structure, or any other work or operations within the limits of the railroad right- of-way, including any encroachments thereon from work or operations in the vicinity of the railroad right-of-way, the Agency shall, or cause its contractor to, in addition to the insurance coverage required above, procure and maintain Railroad Protective Liability Coverage (ISO Form CG 00 35) where the railroad is the Named Insured and where the limits are not less than $2,000,000 combined single limit for bodily injury and/or property damage per occurrence, and with an annual aggregate limit of not less than $6,000,000. The railroad shall also be added along with the Department as an Additional Insured on the policy/ies procured pursuant to the paragraph above. Prior to the execution of the Agreement, and at all renewal periods which occur prior to final acceptance of the work, both the Department and the railroad shall be provided with an ACORD Certificate of Liability Insurance reflecting the coverage described herein. The insurance described herein shall be maintained through final acceptance of the work. Both the Department and the railroad shall be notified in writing within ten days of any cancellation, notice of cancellation, renewal, or proposed change to any policy or coverage described herein. The Department’s approval or failure to disapprove any policy/ies, coverage, or ACORD Certificates shall not relieve or excuse any obligation to procure and maintain the insurance required herein, nor serve as a waiver of any rights the Department may have.

       
       

    5. When the Agreement involves work on or in the vicinity of utility-owned property or facilities, the utility shall be added along with the Department as an Additional Insured on the Commercial General Liability policy/ies procured above.

       
       

19. Miscellaneous:

    
    

    1. Environmental Regulations. The Agency will be solely responsible for compliance with all applicable environmental regulations and for any liability arising from non-compliance with these regulations, and will reimburse the Department for any loss incurred in connection therewith.

       
       

    2. Non-Admission of Liability. In no event shall the making by the Department of any payment to the Agency constitute or be construed as a waiver by the Department of any breach of covenant or any default which may then exist on the part of the Agency and the making of such payment by the Department, while any such breach or default shall exist, shall in no way impair or prejudice any right or remedy available to the Department with respect to such breach or default.

       
       

    3. Severability. If any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected. In such an instance, the remainder would then continue to conform to the terms and requirements of applicable law.

       
       

    4. Agency not an agent of Department. The Agency and the Department agree that the Agency, its employees, contractors, subcontractors, consultants, and subconsultants are not agents of the Department as a result of this Agreement.

       
       

    5. Bonus or Commission. By execution of the Agreement, the Agency represents that it has not paid and, also agrees not to pay, any bonus or commission for the purpose of obtaining an approval of its application for the financing hereunder.

       
       

    6. Non-Contravention of State Law. Nothing in the Agreement shall require the Agency to observe or enforce compliance with any provision or perform any act or do any other thing in contravention of any applicable state law. If any of the provisions of the Agreement violate any applicable state law, the Agency will at once notify the Department in writing so that appropriate changes and modifications may be made by the Department and the Agency to the end that the Agency may proceed as soon as possible with the Project.

       
       

    7. Execution of Agreement. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which shall constitute the same Agreement. A facsimile or electronic transmission of this Agreement with a signature on behalf of a party will be legal and binding on such party.

       
       

    8. Federal Award Identification Number (FAIN). If the FAIN is not available prior to execution of the Agreement, the Department may unilaterally add the FAIN to the Agreement without approval of the Agency and without an amendment to the Agreement. If this occurs, an updated Agreement that includes the FAIN will be provided to the Agency and uploaded to the Department of Financial Services’ Florida Accountability Contract Tracking System (FACTS).

       
       

    9. Inspector General Cooperation. The Agency agrees to comply with Section 20.055(5), Florida Statutes, and to incorporate in all subcontracts the obligation to comply with Section 20.055(5), Florida Statutes.

       
       

    10. Law, Forum, and Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida. In the event of a conflict between any portion of the contract and Florida law, the laws of Florida shall prevail. The Agency agrees to waive forum and venue and that the Department shall determine the forum and venue in which any dispute under this Agreement is decided.

IN WITNESS WHEREOF, the Parties have executed this Agreement on the day and year written above.

AGENCY Manatee County Port Authority

By: Name: Title:                                                       

STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION

By:

Name: John Kubler, P.E.                                                   Title: Director of Transportation Development                  

STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION

7/30/2021 | 8:39 AM EDT

Legal Review:

STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

Form 725-000-02 STRATEGIC DEVELOPMENT

OGC 02/20

EXHIBIT A

Project Description and Responsibilities

1. Project Description (description of Agency’s project to provide context, description of project components funded via this Agreement (if not the entire project)): This Agreement provides for the Department's financial participation in Port Manatee's Dry / Chill Warehouse initiative. This project includes construction of an approximately 150,000 square foot pre-fabricated warehouse and conversion of up to 50,000 square feet within this footprint to chilled warehouse space. This additional warehouse space will provide the Port with flexibility and allow for expansion of port operations.

   
   

2. Project Location (limits, city, county, map): Palmetto, Florida

   
   

3. Project Scope (allowable costs: describe project components, improvement type/service type, approximate timeline, project schedule, project size): This Project includes the environmental, design and construction work required to complete the building development activities described in the Project Description, including: aluminum; anchoring components; asphalt paving activities; assemblage; backfilling; compaction; concrete; concrete repair; concrete sealing treatment; construction; construction inspection services; construction management services; consulting services; contractor stand-by; conveyor systems; costs estimates; demobilization; demolition; dewatering; drainage systems; doors; drywall; dust control systems; earthwork; electrical systems; elevators; engineering services; entrance canopies; erection of pre-fabricated structure(s); exterior finishes; environmental assessments; fasteners and connectors; fencing; fire protection systems; flooring; framing; form work; geotechnical services; glass and glazing; ground covering; handrails; insulation; interior divider walls; interior finishes; lighting systems; loading dock leveler; masonry; mitigation assessments; mobilization; permitting; plan development (e.g., 30 / 60 / 90 / 100 % and as-builts); plumbing systems; precast concrete; preconstruction engineering and design; procurement cost; ramps; rebar; roofing systems; security systems; soil improvement work; shore and slope protection; siding; signage and way finding; stairways; steel; storage rack systems; stormwater management; structural components; surveying; temporary structures; temperature control system; thermal barriers; ventilation systems; utilities; and, windows.

   
   

4. Deliverable(s):

   
   

   The project scope identifies the ultimate project deliverables. Deliverables for requisition, payment and invoice purposes will be the incremental progress made toward completion of project scope elements. Supporting documentation will be quantifiable, measurable, and verifiable, to allow for a determination of the amount of incremental progress that has been made, and provide evidence that the payment requested is commensurate with the accomplished incremental progress and costs incurred by the Agency.

   
   

5. Unallowable Costs (including but not limited to): Travel costs are not allowed.

   
   

6. Transit Operating Grant Requirements (Transit Only):

   
   

   Transit Operating Grants billed as an operational subsidy will require an expenditure detail report from the Agency that matches the invoice period. The expenditure detail, along with the progress report, will be the required deliverables for Transit Operating Grants. Operating grants may be issued for a term not to exceed three years from execution. The original grant agreement will include funding for year one. Funding for years two and three will be added by amendment as long as the grantee has submitted all invoices on schedule and the project deliverables for the year have been met.

   

   
   

   STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

   PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

   Form 725-000-02 STRATEGIC DEVELOPMENT

   OGC 02/20

   
   

   EXHIBIT B

   
   

   Schedule of Financial Assistance

   
   

   FUNDS AWARDED TO THE AGENCY AND REQUIRED MATCHING FUNDS PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLOWING:

   
   

   1. Fund Type and Fiscal Year:

      
      

      Financial Management Number	Fund Type	FLAIR Category	State Fiscal Year	Object Code	CSFA/ CFDA Number	CSFA/CFDA Title or Funding Source Description	Funding Amount
      444277-1-94-04	PORT	088794	2022	751000	55.005	Seaport Grant Program	$2,000,000
      444277-1-94-04	LF	088794	2022	-	-	Local Matching Funds	$2,000,000
      	Total Financial Assistance						$4,000,000

      
      

   2. Estimate of Project Costs by Grant Phase:

      
      

      Phases*	State	Local	Federal	Totals	State %	Local %	Federal %
      Land Acquisition	$0	$0	$0	$0	0.00	0.00	0.00
      Planning	$0	$0	$0	$0	0.00	0.00	0.00
      Environmental/Design/Construction	$2,000,000	$2,000,000	$0	$4,000,000	50.00	50.00	0.00
      Capital Equipment/ Preventative Maintenance	$0	$0	$0	$0	0.00	0.00	0.00
      Match to Direct Federal Funding	$0	$0	$0	$0	0.00	0.00	0.00
      Mobility Management (Transit Only)	$0	$0	$0	$0	0.00	0.00	0.00
      Totals	$2,000,000	$2,000,000	$0	$4,000,000

      *Shifting items between these grant phases requires execution of an Amendment to the Public Transportation Grant Agreement.

      
      

      BUDGET/COST ANALYSIS CERTIFICATION AS REQUIRED BY SECTION 216.3475, FLORIDA STATUTES:

      
      

      I certify that the cost for each line item budget category (grant phase) has been evaluated and determined to be allowable, reasonable, and necessary as required by Section 216.3475, Florida Statutes. Documentation is on file evidencing the methodology used and the conclusions reached.

      
      

      Keith Robbins

      

      

      Department Grant Manager Name

      7/29/2021 | 12:15 PM EDT

      
      

      

      Signature Date

      
      

      STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

      PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

      Form 725-000-02 STRATEGIC DEVELOPMENT

      OGC 02/20

      
      

      EXHIBIT C

      
      

      TERMS AND CONDITIONS OF CONSTRUCTION

      
      

      1. Design and Construction Standards and Required Approvals.

         
         

         1. The Agency understands that it is responsible for the preparation and certification of all design plans for the Project. The Agency shall hire a qualified consultant for the design phase of the Project or, if applicable, the Agency shall require their design-build contractor or construction management contractor to hire a qualified consultant for the design phase of the Project.

            
            

         2. Execution of this Agreement by both Parties shall be deemed a Notice to Proceed to the Agency for the design phase or other non-construction phases of the Project. If the Project involves a construction phase, the Agency shall not begin the construction phase of the Project until the Department issues a Notice to Proceed for the construction phase. Prior to commencing the construction work described in this Agreement, the Agency shall request a Notice to Proceed from the Department’s Project Manager, FDOT District 1 Seaport Coordinator (email: keith.robbins@dot.state.fl.us) or from an appointed designee. Any construction phase work performed prior to the execution of this required Notice to Proceed is not subject to reimbursement.

            
            

         3. The Agency will provide one (1) copy of the final design plans and specifications and final bid documents to the Department’s Project Manager prior to bidding or commencing construction of the Project.

            
            

         4. The Agency shall require the Agency’s contractor to post a payment and performance bond in accordance with applicable law(s).

            
            

         5. The Agency shall be responsible to ensure that the construction work under this Agreement is performed in accordance with the approved construction documents, and that the construction work will meet all applicable Agency and Department standards.

            
            

         6. Upon completion of the work authorized by this Agreement, the Agency shall notify the Department in writing of the completion of construction of the Project; and for all design work that originally required certification by a Professional Engineer, this notification shall contain an Engineer’s Certification of Compliance, signed and sealed by a Professional Engineer, the form of which is attached to this Exhibit. The certification shall state that work has been completed in compliance with the Project construction plans and specifications. If any deviations are found from the approved plans or specifications, the certification shall include a list of all deviations along with an explanation that justifies the reason to accept each deviation.

            
            

      2. Construction on the Department’s Right of Way. If the Project involves construction on the Department’s right-of-way, then the following provisions apply to any and all portions of the Project that are constructed on the Department’s right-of-way:

         
         

         1. The Agency shall hire a qualified contractor using the Agency’s normal bid procedures to perform the construction work for the Project. The Agency must certify that the installation of the Project is completed by a Contractor prequalified by the Department as required by Section 2 of the Standard Specifications for Road and Bridge Construction (2016), as amended, unless otherwise approved by the Department in writing or the Contractor exhibits past project experience in the last five years that are comparable in scale, composition, and overall quality to the site characterized within the scope of services of this Project.

            
            

            STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

            PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

            Form 725-000-02 STRATEGIC DEVELOPMENT

            OGC 02/20

            
            

         2. Construction Engineering Inspection (CEI) services will be provided by the Agency by hiring a Department prequalified consultant firm including one individual that has completed the Advanced Maintenance of Traffic Level Training, unless otherwise approved by the Department in writing. The CEI staff shall be present on the Project at all times that the contractor is working. Administration of the CEI staff shall be under the responsible charge of a State of Florida Licensed Professional Engineer who shall provide the certification that all design and construction for the Project meets the minimum construction standards established by Department. The Department shall approve all CEI personnel. The CEI firm shall not be the same firm as that of the Engineer of Record for the Project. The Department shall have the right, but not the obligation, to perform independent assurance testing during the course of construction of the Project. Notwithstanding the foregoing, the Department may issue a written waiver of the CEI requirement for portions of Projects involving the construction of bus shelters, stops, or pads.

            
            

         3. The Project shall be designed and constructed in accordance with the latest edition of the Department’s Standard Specifications for Road and Bridge Construction, the Department Design Standards, and the Manual of Uniform Traffic Control Devices (MUTCD). The following guidelines shall apply as deemed appropriate by the Department: the Department Structures Design Manual, AASHTO Guide Specifications for the Design of Pedestrian Bridges, AASHTO LRFD Bridge Design Specifications, Florida Design Manual, Manual for Uniform Minimum Standards for Design, Construction and Maintenance for Streets and Highways (the “Florida Green Book”), and the Department Traffic Engineering Manual. The Agency will be required to submit any construction plans required by the Department for review and approval prior to any work being commenced. Should any changes to the plans be required during construction of the Project, the Agency shall be required to notify the Department of the changes and receive approval from the Department prior to the changes being constructed. The Agency shall maintain the area of the Project at all times and coordinate any work needs of the Department during construction of the Project.

            
            

         4. The Agency shall notify the Department a minimum of 48 hours before beginning construction within Department right-of-way. The Agency shall notify the Department should construction be suspended for more than 5 working days. The Department contact person for construction is FDOT District 1 Seaport Coordinator.

            
            

         5. The Agency shall be responsible for monitoring construction operations and the maintenance of traffic (MOT) throughout the course of the Project in accordance with the latest edition of the Department Standard Specifications, section 102. The Agency is responsible for the development of a MOT plan and making any changes to that plan as necessary. The MOT plan shall be in accordance with the latest version of the Department Design Standards, Index 600 series. Any MOT plan developed by the Agency that deviates from the Department Design Standards must be signed and sealed by a professional engineer. MOT plans will require approval by the Department prior to implementation.

            
            

         6. The Agency shall be responsible for locating all existing utilities, both aerial and underground, and for ensuring that all utility locations be accurately documented on the construction plans. All utility conflicts shall be fully resolved directly with the applicable utility.

            
            

         7. The Agency will be responsible for obtaining all permits that may be required by other agencies or local governmental entities.

            
            

         8. It is hereby agreed by the Parties that this Agreement creates a permissive use only and all improvements located on the Department’s right-of-way resulting from this Agreement shall become the property of the Department. Neither the granting of the permission to use the Department right of way nor the placing of facilities upon the Department property shall operate to create or vest any property right to or in the Agency, except as may otherwise be provided in separate agreements. The Agency shall not acquire any right, title, interest or

            
            

            STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

            PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

            Form 725-000-02 STRATEGIC DEVELOPMENT

            OGC 02/20

            
            

            estate in Department right of way, of any nature or kind whatsoever, by virtue of the execution, operation, effect, or performance of this Agreement including, but not limited to, the Agency’s use, occupancy or possession of Department right of way. The Parties agree that this Agreement does not, and shall not be construed to, grant credit for any future transportation concurrency requirements pursuant to Chapter 163, F.S.

            
            

         9. The Agency shall not cause any liens or encumbrances to attach to any portion of the Department’s property, including but not limited to, the Department’s right-of-way.

            
            

         10. The Agency shall perform all required testing associated with the design and construction of the Project. Testing results shall be made available to the Department upon request. The Department shall have the right to perform its own independent testing during the course of the Project.

             
             

         11. The Agency shall exercise the rights granted herein and shall otherwise perform this Agreement in a good and workmanlike manner, with reasonable care, in accordance with the terms and provisions of this Agreement and all applicable federal, state, local, administrative, regulatory, safety and environmental laws, codes, rules, regulations, policies, procedures, guidelines, standards and permits, as the same may be constituted and amended from time to time, including, but not limited to, those of the Department, applicable Water Management District, Florida Department of Environmental Protection, the United States Environmental Protection Agency, the United States Army Corps of Engineers, the United States Coast Guard and local governmental entities.

             
             

         12. If the Department determines a condition exists which threatens the public’s safety, the Department may, at its discretion, cause construction operations to cease and immediately have any potential hazards removed from its right-of-way at the sole cost, expense, and effort of the Agency. The Agency shall bear all construction delay costs incurred by the Department.

             
             

         13. The Agency shall be responsible to maintain and restore all features that might require relocation within the Department right-of-way.

             
             

         14. The Agency will be solely responsible for clean up or restoration required to correct any environmental or health hazards that may result from construction operations.

             
             

         15. The acceptance procedure will include a final “walk-through” by Agency and Department personnel. Upon completion of construction, the Agency will be required to submit to the Department final as-built plans and an engineering certification that construction was completed in accordance to the plans. Submittal of the final as-built plans shall include one complete set of the signed and sealed plans on 11" X 17" plan sheets and an electronic copy prepared in Portable Document Format (PDF). Prior to the termination of this Agreement, the Agency shall remove its presence, including, but not limited to, all of the Agency’s property, machinery, and equipment from Department right-of-way and shall restore those portions of Department right of way disturbed or otherwise altered by the Project to substantially the same condition that existed immediately prior to the commencement of the Project.

             
             

         16. If the Department determines that the Project is not completed in accordance with the provisions of this Agreement, the Department shall deliver written notification of such to the Agency. The Agency shall have thirty (30) days from the date of receipt of the Department’s written notice, or such other time as the Agency and the Department mutually agree to in writing, to complete the Project and provide the Department with written notice of the same (the “Notice of Completion”). If the Agency fails to timely deliver the Notice of Completion, or if it is determined that the Project is not properly completed after receipt of the Notice of Completion, the Department, within its discretion may: 1) provide the Agency with written authorization granting such additional time as the Department deems appropriate to correct the deficiency(ies); or 2) correct the deficiency(ies) at the Agency’s sole cost and expense,

             
             

             STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

             PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

             Form 725-000-02 STRATEGIC DEVELOPMENT

             OGC 02/20

             
             

             without Department liability to the Agency for any resulting loss or damage to property, including, but not limited to, machinery and equipment. If the Department elects to correct the deficiency(ies), the Department shall provide the Agency with an invoice for the costs incurred by the Department and the Agency shall pay the invoice within thirty (30) days of the date of the invoice.

             
             

         17. The Agency shall implement best management practices for erosion and pollution control to prevent violation of state water quality standards. The Agency shall be responsible for the correction of any erosion, shoaling, or water quality problems that result from the construction of the Project.

             
             

         18. Portable Traffic Monitoring Site (PTMS) or a Telemetry Traffic Monitoring Site (TTMS) may exist within the vicinity of your proposed work. It is the responsibility of the Agency to locate and avoid damage to these sites. If a PTMS or TTMS is encountered during construction, the Department must be contacted immediately.

             
             

         19. During construction, highest priority must be given to pedestrian safety. If permission is granted to temporarily close a sidewalk, it should be done with the express condition that an alternate route will be provided, and shall continuously maintain pedestrian features to meet Americans Disability Act (ADA) standards.

             
             

         20. Restricted hours of operation will be as follows, unless otherwise approved by the Department’s District Construction Engineer or designee (insert hours and days of the week for restricted operation): Not Applicable

             
             

         21. Lane closures on the state road system must be coordinated with the Public Information Office at least two weeks prior to the closure. The contact information for the Department’s Public Information Office is:

             
             

             Insert District PIO contact info:

             Phone: (863) 519-2362; Fax: (239) 338-2353

             
             

             Note: (Highlighted sections indicate need to confirm information with District Office or appropriate DOT person managing the Agreement)

             
             

      3. Engineer’s Certification of Compliance. The Agency shall complete and submit and if applicable Engineer’s Certification of Compliance to the Department upon completion of the construction phase of the Project.

STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

Form 725-000-02 STRATEGIC DEVELOPMENT

OGC 02/20

ENGINEER’S CERTIFICATION OF COMPLIANCE

PUBLIC TRANSPORTATION GRANT AGREEMENT BETWEEN

THE STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION

and                                                                                      

PROJECT DESCRIPTION:                                                                                                                                

DEPARTMENT CONTRACT NO.:                                                                                                                      

FINANCIAL MANAGEMENT NO.:                                                                                                                       

In accordance with the Terms and Conditions of the Public Transportation Grant Agreement, the undersigned certifies that all work which originally required certification by a Professional Engineer has been completed in compliance with the Project construction plans and specifications. If any deviations have been made from the approved plans, a list of all deviations, along with an explanation that justifies the reason to accept each deviation, will be attached to this Certification. Also, with submittal of this certification, the Agency shall furnish the Department a set of “as-built” plans for construction on the Department’s Right of Way certified by the Engineer of Record/CEI.

By:                                 , P.E.

SEAL: Name:                                                                    

Date:                                                                   

STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

Form 725-000-02 STRATEGIC DEVELOPMENT

OGC 02/20

EXHIBIT D AGENCY RESOLUTION

PLEASE SEE ATTACHED

STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

Form 725-000-02 STRATEGIC DEVELOPMENT

OGC 02/20

EXHIBIT E

PROGRAM SPECIFIC TERMS AND CONDITIONS – SEAPORTS

1. General.

   1. These assurances shall form an integral part of the Agreement between the Department and the Agency.

   2. These assurances delineate the obligations of the parties to this Agreement to ensure their commitment and compliance with specific provisions of Exhibit “A”, Project Description and Responsibilities and Exhibit “B”, Schedule of Financial Assistance as well as serving to protect public investment in seaports and the continued viability of the State Seaport System.

   3. The Agency shall comply with the assurances as specified in this Agreement.

      
      

2. Required Documents. The documents listed below, as applicable, are required to be submitted to the Department by the Agency in accordance with the terms of this Agreement:

   1. Quarterly Progress Reports provided within thirty (30) days of the end of each calendar year quarter, if requested by the Department.

   2. Electronic invoice summaries and backup information, including a progress report must be submitted to the District Office when requesting payment.

   3. All proposals, plans, specifications, and third party contracts covering the Project.

   4. The Agency will upload required and final close out documents to the Department's web-based grant management system (e.g., SeaCIP.com).

      
      

3. Duration of Terms and Assurances.

   1. The terms and assurances of this Agreement shall remain in full force and effect throughout the useful life of a facility developed; equipment acquired; or Project items installed within a facility for a seaport development project, but shall not exceed 20 years from the effective date of this Agreement.

   2. There shall be no limit on the duration of the terms and assurances of this Agreement with respect to real property acquired with funds provided by the State of Florida.

      
      

4. Compliance with Laws and Rules. The Agency hereby certifies, with respect to this Project, it will comply, within its authority, with all applicable, current laws and rules of the State of Florida and local governments, which may apply to the Project. Including but not limited to the following (current version of each):

   1. Chapter 311, Florida Statutes (F.S.)

   2. Local Government Requirements

      1. Local Zoning/Land Use Ordinance

      2. Local Comprehensive Plan

         
         

5. Construction Certification. The Agency hereby certifies, with respect to a construction-related project, that all design plans and specifications will comply with applicable federal, state, local, and professional standards, including but not limited to the following:

   1. Federal Requirements

   2. Local Government Requirements

      1. Local Building Codes

      2. Local Zoning Codes

   3. Department Requirements

      1. Manual of Uniform Minimum Standards for Design, Construction and Maintenance for Streets and Highways (Commonly Referred to as the “Florida Green Book”)

      2. Manual on Uniform Traffic Control Devices

         
         

6. Consistency with Local Government Plans.

   1. The Agency assures the Project is consistent with the currently existing and planned future land use development plans approved by the local government having jurisdictional responsibility for the area surrounding the seaport.

   2. The Agency assures that it has given fair consideration to the interest of local communities and has had reasonable consultation with those parties affected by the Project.

      
      

      STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

      PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

      Form 725-000-02 STRATEGIC DEVELOPMENT

      OGC 02/20

      
      

   3. The Agency assures that the Comprehensive Master Plan, if applicable, is incorporated as part of the approved local government comprehensive plan as required by Chapter 163, F.S.

      
      

7. Land Acquisition Projects. For the purchase of real property, the Agency assures that it will:

   1. Acquire the land in accordance with federal and state laws governing such action.

   2. Maintain direct control of Project administration, including:

      1. Maintain responsibility for all related contract letting and administrative procedures.

      2. Ensure a qualified, State certified general appraiser provides all necessary services and documentation.

      3. Furnish the Department with a projected schedule of events and a cash flow projection within 20 calendar days after completion of the review appraisal.

      4. Establish a Project account for the purchase of the land.

      5. Collect and disburse federal, state, and local Project funds.

   3. The Agency assures that it shall use the land for seaport purposes in accordance with the terms and assurances of this Agreement within 10 years of acquisition.

      
      

8. Preserving Rights, Powers and Interest.

   1. The Agency will not take or permit any action that would operate to deprive it of any of the rights and powers necessary to perform any or all of the terms and assurances of this Agreement without the written approval of the Department. Further, it will act promptly to acquire, extinguish, or modify, in a manner acceptable to the Department, any outstanding rights or claims of right of others which would interfere with such performance by the Agency.

   2. If an arrangement is made for management and operation of the funded facility or equipment by any entity or person other than the Agency, the Agency shall reserve sufficient rights and authority to ensure that the funded facility or equipment will be operated and maintained in accordance with the terms and assurances of this Agreement.

   3. The Agency will not sell or otherwise transfer or dispose of any part of its title or other interests in the funded facility or equipment without prior written approval by the Department. This assurance shall not limit the Agency’s right to lease seaport property, facilities or equipment for seaport-compatible purposes in the regular course of seaport business.

      
      

9. Third Party Contracts. The Department reserves the right to approve third party contracts, except that written approval is hereby granted for:

   1. Execution of contracts for materials from a valid state or intergovernmental contract. Such materials must be included in the Department approved Project scope and/or quantities.

   2. Other contracts less than $5,000.00 excluding engineering consultant services and construction contracts. Such services and/or materials must be included in the Department approved Project scope and/or quantities.

   3. Construction change orders less than $5,000.00. Change orders must be fully executed prior to performance of work.

   4. Contracts, purchase orders, and construction change orders (excluding engineering consultant services) up to the threshold limits of Category Three. Such contracts must be for services and/or materials included in the Department approved Project scope and/or quantities. Purchasing Categories and Thresholds are defined in Section 287.017, F.S., and Chapter 60, Florida Administrative Code. The threshold limits are adjusted periodically for inflation, and it shall be the sole responsibility of the Agency to ensure that any obligations made in accordance with this Agreement comply with the current threshold limits. Obligations made in excess of the appropriate limits shall be cause for Department non- participation.

   5. In all cases, the Agency shall include a copy of the executed contract or other agreement with the backup documentation of the invoice for reimbursement of costs associated with the contract.

      
      

10. Inspection or verification and approval of deliverables. Section 215.422(1), F.S., allows 5 working days for the approval and inspection of goods and services unless the bid specifications, purchase orders, or contracts specifies otherwise. The Agreement extends this timeline by specifying that the inspection or verification and approval of deliverables shall take no longer than 20 days from the Department’s receipt of an invoice.

    
    

    STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

    PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

    Form 725-000-02 STRATEGIC DEVELOPMENT

    OGC 02/20

    
    

11. Federal Navigation Projects

    1. Funding reimbursed from any federal agency for this Project shall be remitted to the Department, in an amount proportional to the Department’s participating share in the Project. The Agency shall remit such funds to the Department immediately upon receipt.

    2. Department funding, as listed in Exhibit “B”, Schedule of Financial Assistance, may not be used for environmental monitoring costs.

       
       

12. Acquisition of Crane. Department funding, as listed in Exhibit “B”, Schedule of Financial Assistance will be cost reimbursed using the following schedule, unless stated otherwise in Exhibit “A”, Project Description and Responsibilities:

    1. Sixty (60) percent after landside delivery and acceptance by the Agency.

    2. Forty (40) percent after installation and commissioning has been completed.

-- End of Exhibit E --

STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

Form 725-000-02 STRATEGIC DEVELOPMENT

OGC 02/20

EXHIBIT F

Contract Payment Requirements

Florida Department of Financial Services, Reference Guide for State Expenditures

Cost Reimbursement Contracts

Invoices for cost reimbursement contracts must be supported by an itemized listing of expenditures by category (salary, travel, expenses, etc.). Supporting documentation shall be submitted for each amount for which reimbursement is being claimed indicating that the item has been paid. Documentation for each amount for which reimbursement is being claimed must indicate that the item has been paid. Check numbers may be provided in lieu of copies of actual checks. Each piece of documentation should clearly reflect the dates of service. Only expenditures for categories in the approved agreement budget may be reimbursed. These expenditures must be allowable (pursuant to law) and directly related to the services being provided.

Listed below are types and examples of supporting documentation for cost reimbursement agreements:

1. Salaries: A payroll register or similar documentation should be submitted. The payroll register should show gross salary charges, fringe benefits, other deductions and net pay. If an individual for whom reimbursement is being claimed is paid by the hour, a document reflecting the hours worked times the rate of pay will be acceptable.

   
   

2. Fringe Benefits: Fringe Benefits should be supported by invoices showing the amount paid on behalf of the employee (e.g., insurance premiums paid). If the contract specifically states that fringe benefits will be based on a specified percentage rather than the actual cost of fringe benefits, then the calculation for the fringe benefits amount must be shown.

   
   

   Exception: Governmental entities are not required to provide check numbers or copies of checks for fringe benefits.

   
   

3. Travel: Reimbursement for travel must be in accordance with Section 112.061, Florida Statutes, which includes submission of the claim on the approved State travel voucher or electronic means.

   
   

4. Other direct costs: Reimbursement will be made based on paid invoices/receipts. If nonexpendable property is purchased using State funds, the contract should include a provision for the transfer of the property to the State when services are terminated. Documentation must be provided to show compliance with Department of Management Services Rule 60A-1.017, Florida Administrative Code, regarding the requirements for contracts which include services and that provide for the contractor to purchase tangible personal property as defined in Section 273.02, Florida Statutes, for subsequent transfer to the State.

   
   

5. In-house charges: Charges which may be of an internal nature (e.g., postage, copies, etc.) may be reimbursed on a usage log which shows the units times the rate being charged. The rates must be reasonable.

   
   

6. Indirect costs: If the contract specifies that indirect costs will be paid based on a specified rate, then the calculation should be shown.

   
   

   Contracts between state agencies, and/or contracts between universities may submit alternative documentation to substantiate the reimbursement request that may be in the form of FLAIR reports or other detailed reports.

   
   

   The Florida Department of Financial Services, online Reference Guide for State Expenditures can be found at this web address https://www.myfloridacfo.com/Division/AA/Manuals/documents/ReferenceGuideforStateExpenditures.pdf.

   
   

   STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

   PUBLIC TRANSPORTATION GRANT AGREEMENT EXHIBITS

   Form 725-000-02 STRATEGIC DEVELOPMENT

   OGC 02/20

   
   

   EXHIBIT G

   
   

   AUDIT REQUIREMENTS FOR AWARDS OF STATE FINANCIAL ASSISTANCE

   
   

   THE STATE RESOURCES AWARDED PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLOWING:

   
   

   SUBJECT TO SECTION 215.97, FLORIDA STATUTES:~

   
   

   Awarding Agency: Florida Department of Transportation

   State Project Title: Seaport Grant Program

   CSFA Number: 55.005

   *Award Amount: $2,000,000

   
   

   *The award amount may change with amendments

   
   

   Specific project information for CSFA Number 55.005 is provided at: https://apps.fldfs.com/fsaa/searchCatalog.aspx

   
   

   COMPLIANCE REQUIREMENTS APPLICABLE TO STATE RESOURCES AWARDED PURSUANT TO THIS AGREEMENT:

   
   

   State Project Compliance Requirements for CSFA Number 55.005 are provided at: https://apps.fldfs.com/fsaa/searchCompliance.aspx

   
   

   The State Projects Compliance Supplement is provided at: https://apps.fldfs.com/fsaa/compliance.aspx

   DocuSign Envelope ID: 4D0A2E58-C05C-497A-BA1D-DF4162F75E38

   
   

   To: Keith.Robbins@dot.state.fl.us

   
   

   FLORIDA DEPARTMENT OF TRANSPORTATION FUNDS APPROVAL

   G1Z26 7/29/2021

   CONTRACT INFORMATION

   
   

   Contract:	G1Z26
   Contract Type:	GD - GRANT DISBURSEMENT (GRANT)
   Method of Procurement:	G - GOVERMENTAL AGENCY (287.057,F.S.)
   Vendor Name:	COUNTY OF MANATEE
   Vendor ID:	F596000727160
   Beginning Date of This Agreement:	08/31/2021
   Ending Date of This Agreement:	05/31/2026
   Contract Total/Budgetary Ceiling:	ct = $2,000,000.00
   Description:	Design and construct dry/chill warehouse

   
   

   FUNDS APPROVAL INFORMATION

   FUNDS APPROVED/REVIEWED FOR ROBIN M. NAITOVE, CPA, COMPTROLLER ON 7/29/2021

   
   

   Action:	Original
   Reviewed or Approved:	APPROVED
   Organization Code:	55012020129
   Expansion Option:	A6
   Object Code:	751000
   Amount:	$2,000,000.00
   Financial Project:	44427719404
   Work Activity (FCT):	215
   CFDA:
   Fiscal Year:	2022
   Budget Entity:	55100100
   Category/Category Year:	088794/22
   Amendment ID:	O001
   Sequence:	00
   User Assigned ID:
   Enc Line (6s)/Status:	0001/04

   
   

   Total Amount: $2,000,000.00

   
   

   Page1 of 1

   August 19, 2021

   
   

   CONSENT

   AGENDA ITEM 2.F.: PUBLIC TRANSPORTATION AMENDMENT TO

   THE PUBLIC TRANSPORTATION AGREEMENT – EXPANSION OF THE INTERMODAL CONTAINER YARD

   
   

   BACKGROUND:

   
   

   On February 26, 2019, and June 6, 2019, the Authority authorized the execution of a Public Transportation Grant Agreement (PTGA) and Amendment with the Florida Department of Transportation (FDOT) for the total funding of $3,875,000 for the intermodal container yard expansion project. Additional funding of $1,812,845 for the project is available and FDOT has provided the attached Amendment PTGA. As a condition of the grant, the Port is obligated to contribute 50% (or $5,687,845), bringing the total project costs to

   $11,375,690. To enter into the agreement, FDOT requires that the Port Authority adopt a resolution specifically approving the PTGA Amendment and authorizing the execution of the PTGA on behalf of the Port Authority by specifically designated officials.

   
   

   ATTACHMENT:

   
   

   Resolution PA-21-15 and portions of the State of Florida Department of Transportation Amendment to the Public Transportation Agreement (complete PTGA available upon request)

   
   

   COST AND FUNDING SOURCE:

   
   

   Total for the project is $5,687,845 each for FDOT and Port.

   
   

   CONSEQUENCES IF DEFERRED:

   
   

   Possible loss of grant funding and delay in execution of the PTGA Amendment .

   LEGAL COUNSEL REVIEW: Yes RECOMMENDATION:

   
   

   Move to adopt Resolution PA-21-15 authorizing the execution of a Public Transportation Amendment to the Public Transportation Grant Agreement with the Florida Department of Transportation for the expansion of the intermodal container yard.

   
   

   
   

   Financial Project Number

   444251-1-94-01

   
   

   PA-21-15

   
   

   A RESOLUTION BY THE MANATEE COUNTY PORT AUTHORITY APPROVING AND AUTHORIZING THE EXECUTION OF A PUBLIC TRANSPORTATION AMENDMENT TO THE PULIBC TRANSPORTATION AGREEMENT WITH THE FLORIDA DEPARTMENT OF TRANSPORTATION

   
   

   WHEREAS, the State of Florida Department of Transportation (Department) has offered to enter into a Public Transportation Grant Agreement with the Manatee County Port Authority (Port Authority) to provide Department participation in expansion of the intermodal container yard, and

   
   

   WHEREAS, the Port Authority has the authority to enter into said Public Transportation Amendment to the Public Transportation Agreement with the Department, and it is expedient and in the best interests of this Port Authority to approve and authorize the execution of the Amendment to the Public Transportation Agreement.

   
   

   NOW THEREFORE BE IT RESOLVED by the Manatee County Port Authority

   that:

   
   

   1. The State of Florida Department of Transportation Public Transportation Amendment to the Public Transportation Agreement, identified as Financial Project Number 444251-1-94-01 wherein the Department agrees to increase participation in the Intermodal Container Yard Expansion project by $1,812,845 is approved. The Chairman of the Port Authority, or, in the absence of the Chairman, any Vice Chairman of the Port Authority, is authorized to execute the Public Transportation Amendment to the Public Transportation Agreement on behalf of the Port Authority.

      
      

   2. The Clerk of the Circuit Court of Manatee County, Florida, is authorized to cause two copies of this resolution to be certified for delivery to the Florida Department of Transportation.

ADOPTED with a quorum present and voting this the 19th day of August, 2021. ATTEST: ANGELINA M. COLONNESO MANATEE COUNTY PORT

CLERK OF CIRCUIT COURT AUTHORITY

By:                                                     Chairman

Financial Project Number(s):

(item-segment-phase-sequence)

444251-1-94-01

Contract Number:

CFDA Number:

CFDA Title: CSFA Number: CSFA Title:

G1527

N/A

N/A 55.005

Fund(s):

Work Activity Code/Function: Federal Number/Federal Award

Identification Number (FAIN) – Transit only:

Federal Award Date:

Agency DUNS Number:

GMR, PORT

215

FLAIR Category: 088794

Object Code: 751000

Org. Code: 55012020129

Vendor Number: VF596000727160 Amendment No.: 02

01-973-

7399

Seaport Grant Program

THIS AMENDMENT TO THE PUBLIC TRANSPORTATION GRANT AGREEMENT (“Amendment”) is made and entered

into on                                                                       , by and between the State of Florida, Department of Transportation (“Department”), and Manatee County Port Authority, (“Agency”),collectively referred to as the “Parties.”

RECITALS

WHEREAS, the Department and the Agency on 3/8/2019 (date original Agreement entered) entered into a Public Transportation Grant Agreement (“Agreement”).

WHEREAS, the Parties have agreed to modify the Agreement on the terms and conditions set forth herein.

NOW THEREFORE, in consideration of the mutual covenants in this Amendment, the Agreement is amended as follows:

1. Amendment Description. The project is amended to increase the Department's financial participation on Port Manatee's Intermodal Cargo Yard Expansion initiative.

   
   

2. Program Area. For identification purposes only, this Agreement is implemented as part of the Department program area selected below (select all programs that apply):

   
   

   Aviation

   

   

   

   X Seaports Transit Intermodal

   

   Rail Crossing Closure

   

   Match to Direct Federal Funding (Aviation or Transit)

   (Note: Section 15 and Exhibit G do not apply to federally matched funding)

   

   Other

   
   

   

3. Exhibits. The following Exhibits are updated, attached, and incorporated into this Agreement: Exhibit A: Project Description and Responsibilities

   X Exhibit B: Schedule of Financial Assistance

   

   *Exhibit B1: Deferred Reimbursement Financial Provisions

   

   *Exhibit B2: Advance Payment Financial Provisions

   

   *Exhibit C: Terms and Conditions of Construction X Exhibit D: Agency Resolution

   

   

   Exhibit E: Program Specific Terms and Conditions Exhibit F: Contract Payment Requirements

   X *Exhibit G: Financial Assistance (Single Audit Act)

   *Exhibit H: Audit Requirements for Awards of Federal Financial Assistance

   

   
   

   

   *Additional Exhibit(s):

   
   

4. Project Cost.

The estimated total cost of the Project is X increased/    decreased by $3,625,690 bringing the revised total cost of the project to $11,375,690.

The Department’s participation is X increased/ decreased by $1,812,845. The Department agrees to participate in the Project cost up to the maximum amount of $5,687,845, and, additionally the Department’s participation in the Project shall not exceed 50.00% of the total eligible cost of the Project.

Except as modified, amended, or changed by this Amendment, all of the terms and conditions of the Agreement and any amendments thereto shall remain in full force and effect.

IN WITNESS WHEREOF, the Parties have executed this Amendment on the day and year written above.

AGENCY Manatee County Port Authority

STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION

By:                        By:                                         Name:                                           Name: John Kubler, P.E.

Title:                      Title: Director of Transportation Development

STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION

7/29/2021 | 8:34 AM EDT

Legal Review:                                                     

EXHIBIT B

Schedule of Financial Assistance

FUNDS AWARDED TO THE AGENCY AND REQUIRED MATCHING FUNDS PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLOWING:

1. Fund Type and Fiscal Year:

   
   

   Financial Management Number	Fund Type	FLAIR Category	State Fiscal Year	Object Code	CSFA/ CFDA Number	CSFA/CFDA Title or Funding Source Description	Funding Amount
   444251-1-94-01	GMR	088794	2019	751000	55.005	Seaport Grant Program	$2,625,000
   444251-1-94-01	LF	088794	2019	-	-	Local Matching Funds	$3,875,000
   444251-1-94-01	PORT	088794	2019	751000	55.005	Seaport Grant Program	$1,250,000
   444251-1-94-01	GMR	088794	2022	751000	55.005	Seaport Grant Program	$1,812,845
   444251-1-94-01	LF	088794	2022	-	-	Local Matching Funds	$1,812,845
   	Total Financial Assistance						$11,375,690

   
   

2. Estimate of Project Costs by Grant Phase:

   
   

   Phases*	State	Local	Federal	Totals	State %	Local %	Federal %
   Land Acquisition	$0	$0	$0	$0	0.00	0.00	0.00
   Planning	$0	$0	$0	$0	0.00	0.00	0.00
   Environmental/Design/Construction	$5,687,845	$5,687,845	$0	$11,375,690	50.00	50.00	0.00
   Capital Equipment/ Preventative Maintenance	$0	$0	$0	$0	0.00	0.00	0.00
   Match to Direct Federal Funding	$0	$0	$0	$0	0.00	0.00	0.00
   Mobility Management (Transit Only)	$0	$0	$0	$0	0.00	0.00	0.00
   Totals	$5,687,845	$5,687,845	$0	$11,375,690

   *Shifting items between these grant phases requires execution of an Amendment to the Public Transportation Grant Agreement.

   
   

   BUDGET/COST ANALYSIS CERTIFICATION AS REQUIRED BY SECTION 216.3475, FLORIDA STATUTES:

   
   

   I certify that the cost for each line item budget category (grant phase) has been evaluated and determined to be allowable, reasonable, and necessary as required by Section 216.3475, Florida Statutes. Documentation is on file evidencing the methodology used and the conclusions reached.

   
   

   Keith Robbins

   

   Department Grant Manager Name

   7/28/2021 | 3:02 PM EDT

   
   

   Signature Date

   
   

   EXHIBIT D AGENCY RESOLUTION

   
   

   PLEASE SEE ATTACHED

   
   

   EXHIBIT G

   
   

   AUDIT REQUIREMENTS FOR AWARDS OF STATE FINANCIAL ASSISTANCE

   
   

   THE STATE RESOURCES AWARDED PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLOWING:

   
   

   SUBJECT TO SECTION 215.97, FLORIDA STATUTES:~

   
   

   Awarding Agency: Florida Department of Transportation

   State Project Title: Seaport Grant Program

   CSFA Number: 55.005

   *Award Amount: $5,687,845

   
   

   *The award amount may change with amendments

   
   

   Specific project information for CSFA Number 55.005 is provided at: https://apps.fldfs.com/fsaa/searchCatalog.aspx

   
   

   COMPLIANCE REQUIREMENTS APPLICABLE TO STATE RESOURCES AWARDED PURSUANT TO THIS AGREEMENT:

   
   

   State Project Compliance Requirements for CSFA Number 55.005 are provided at: https://apps.fldfs.com/fsaa/searchCompliance.aspx

   
   

   The State Projects Compliance Supplement is provided at: https://apps.fldfs.com/fsaa/compliance.aspx

   DocuSign Envelope ID: 5FA0A2E4-398F-4165-ADE5-71A5761AC21A

   
   

   To: Keith.Robbins@dot.state.fl.us

   
   

   FLORIDA DEPARTMENT OF TRANSPORTATION FUNDS APPROVAL

   G1527 7/28/2021

   CONTRACT INFORMATION

   
   

   Contract:	G1527
   Contract Type:	GD - GRANT DISBURSEMENT (GRANT)
   Method of Procurement:	G - GOVERMENTAL AGENCY (287.057,F.S.)
   Vendor Name:	COUNTY OF MANATEE
   Vendor ID:	F596000727160
   Beginning Date of This Agreement:	03/08/2019
   Ending Date of This Agreement:	01/31/2024
   Contract Total/Budgetary Ceiling:	ct = $5,687,845.00
   Description:	Intermodal Cargo Yard Improvements Phase II

   
   

   FUNDS APPROVAL INFORMATION

   FUNDS APPROVED/REVIEWED FOR ROBIN M. NAITOVE, CPA, COMPTROLLER ON 7/28/2021

   
   

   Action:	Supplemental
   Reviewed or Approved:	APPROVED
   Organization Code:	55012020129
   Expansion Option:	A6
   Object Code:	751000
   Amount:	$1,812,845.00
   Financial Project:	44425119401
   Work Activity (FCT):	215
   CFDA:
   Fiscal Year:	2022
   Budget Entity:	55100100
   Category/Category Year:	088794/22
   Amendment ID:	S002
   Sequence:	00
   User Assigned ID:	02
   Enc Line (6s)/Status:	0003/04

   
   

   Total Amount: $1,812,845.00

   
   

   Page1 of 1

   August 19, 2021

   
   

   CONSENT

   AGENDA ITEM 2.G.: ANCHOR HOUSE LEASE AMENDMENT TWO

   
   

   BACKGROUND:

   
   

   On May 19, 2016, the Authority approved the remodel of the scale house porch at no cost to the Authority by the Anchor House, Inc., a non-profit Florida Corporation which that provides care, comfort and recreation of seafarers from vessels calling at Port Manatee. The project was to expand the mission for the support of truckers who service Port Manatee. Due to limited use, Anchor House wishes to cease the use of the Trucker’s Center. The Anchor House desires to terminate its lease for this area only and return the improved site to the Authority for Port use. In recognition of the improvements made by the Anchor House, $5,000 will be paid to the Anchor House. Request is to approve the Port Manatee Lease Amendment Two.

   
   

   ATTACHMENT:

   
   

   Port Manatee Lease Amendment Two

   
   

   COST AND FUNDING SOURCE:

   
   

   $5,000 to be paid to the Anchor House

   
   

   CONSEQUENCES IF DEFERRED:

   
   

   Delay in amendment to Anchor House Lease

   
   

   LEGAL COUNSEL REVIEW: Yes

   
   

   RECOMMENDATION:

   
   

   Move to approve and authorize the Chairman to execute Port Manatee Lease Amendment Two between the Manatee County Port Authority and the Anchor House, Inc.

   PORT MANATEE LEASE AMENDMENT TWO

   
   

   The MANATEE COUNTY PORT AUTHORITY, a political entity of the State of Florida, with its principal place of business located at Port Manatee, 300 Tampa Bay Way, Suite 1, Palmetto, Florida, 34221, and THE ANCHOR HOUSE, INC., a non-profit Florida corporation, hereinafter referred to as "Anchor House" with its principal place of business located at Port Manatee, 13285 Eastern Avenue, Palmetto, Florida 34221-6608, for and in consideration of the mutual covenants herein contained and other good and valuable consideration, hereby amend Port Manatee Lease dated June 17, 1993 (hereinafter "Lease") and Port Manatee Lease Amendment dated May 19, 2016 (hereinafter "Amendment One") and state as follows:

   1. SCOPE. This Amendment Two is being entered into for the purpose of terminating Anchor House's lease of the north side of the Port Manatee Scale House, more particularly described in the legal description labeled Exhibit A and depicted in the attached drawing labeled Exhibit B. The Anchor House made improvements to the Trucker's Center in an amount over $30,000 for the use of the demised premises at the north side of the Port Manatee Scale House, solely for the purpose of maintaining, operating and providing truck service facilities for the care, comfort and recreation of truck drivers from trucks arriving at and departing from Port Manatee. Anchor House represents that there are no liens against the demised premises at the north side of the Port Manatee Scale House or any improvement therein. As of the Effective Date, Anchor House desires to cease use of and vacate the demised premises at the north side of the Port Manatee Scale House and to terminate its lease of the demised premises at the north side of the Port Manatee Scale House, and the Authority wishes to retake possession of the north side of the Port Manatee Scale House and take ownership any improvements (including all fixtures permanently attached to the

      building) therein, in as-is condition. In exchange for the improvements made by Anchor House and transfer of title to all improvements made to the north side of the Port Manatee Scale House, the Authority shall pay the Anchor House $5,000 within forty-five (45) days of the Effective Date. On the Effective Date, clean and clear title to all improvements north side of the Port Manatee Scale House shall transfer to the Authority and any rights the Anchor House had to the demised premises at north side of the Port Manatee Scale House, under the Lease or its Amendments, shall cease. On the Effective Date, Anchor House shall have removed all personal property and left the demised premises at north side of the Port Manatee Scale House in broom clean condition Except to the extent herein amended, all other provisions set forth in the Lease, Port Manatee Lease Extension Agreement dated June 17, 2003 ("Extension 1"), Anchor House Lease Extension Agreement dated June 20, 2013, ("Extension 2"), and Port Manatee Lease Amendment dated May 19, 2016 ("Amendment One"), shall remain in full force and effect and binding upon the Authority and Anchor House. In entering into this Amendment Two, the parties acknowledge that in no way has the Authority waived any of its rights or claims it may have against Anchor House.

   2. AMENDMENT. The parties hereby agree to amend, modify, and supersede paragraphs 5 and 6 of the Lease, as follows:

      1. PURPOSE. The Lessee shall use the demised premises at Warehouse 2 solely for the purpose of maintaining, operating and providing ship services facilities for the care, comfort and recreation of seafarers from vessels calling at Port Manatee and for the purpose of conducting such other activities as are customarily associated therewith. The demised premises will not be used for any unlawful purposes and the Lessee will not use the demised premises in such a manner as to create a nuisance or otherwise violate

         any law, rule or regulation, and the Lessee will neither suffer nor commit any waste of the demised premises.

      2. REQUIRED IMPROVEMENTS. The Lessee, as consideration to the Authority for entering into this lease and in lieu of the payment of monetary rent, shall cause to be duly constructed, erected, installed or otherwise provided each of the following:

         1. Warehouse 2 - A new central air conditioning system, a new roof and the refinishing of the exterior surfaces of the building on the demised premises, including decorative awnings and mansard.

         2. Warehouse 2 - Paving of the vehicular parking lot on the demised premises, including any portion of said parking lot adjacent to the demised premises.

         3. Warehouse 2 - Remodeling of the interior of the building on the demised premises to improve or provide areas for administration, kitchen, library, lounge, recreation, restrooms and a store with new carpeting, new ceiling tile and new interior surfaces.

            All of these required improvements are estimated to have a total cost of at least

            
            

            $118,500.

            
            

   3. CONFLICT. In the event of a conflict of the Lease, Extension 1, Extension 2, and Amendment One and the provisions contained in this Amendment Two, the provisions set forth in this Amendment Two shall prevail. In the event of a conflict between any other paragraphs within this Amendment Two and the Lease, Extension 1, Extension 2, and Amendment One, then the Lease, Extension 1, Extension 2, and Amendment One shall prevail.

   4. MUTUAL REPRESENTATIONS. Each of the parties hereto represents unto the other party hereto that this Amendment Two shall govern the parties' responsibilities regarding the additional demised premises.

   5. EFFECTIVE DATE. The effective date of this Amendment Two is August 1, 2021.

IN WITNESS WHEREOF, the parties have caused this Amendment to be duly executed in duplicate this the 19th day of August, 2021.

ATTEST: ANGELINA M. COLONNESO MANATEE COUNTY PORT AUTHORITY

Clerk of Circuit Court

By:                                                   _ Printed: ----------

a=:

WITNESSES:

J4ry,Jd

By: ­

CHAIRMAN AUTHORITY

THE ANCHOR HOUSE, - / By:     )!::,.

EXHIBIT A

Commence at the southeast comer of section 1 Township 33 South, Range 17 East, Manatee County, Florida and proceed North a distance of 2011.26 feet; Thence East a distance of 551.62 feet to the Point of Beginning, also being the North West comer of said described building; Thence East on said described line a distance 37.0 feet; Thence South a distance of 16 feet; Thence West a distance of

1. feet; Thence North a distance of 16 feet back to the Point of Beginning for a total of more or less 592 square feet.

   EXHIBIT B

   (Drawing)

   
   

   £XRt Bl T B

   
   

   

   August 19, 2021

   
   

   CONSENT

   AGENDA ITEM 2.H: CORONAVIRUS STATE FISCAL RECOVERY

   FUNDS SUBRECIPIENT GRANT AGREEMENT

   
   

   BACKGROUND:

   
   

   Governor Ron DeSantis announced $250 million in funding for Florida’s ports to assist in recovery from decreased revenue in 2020. The funding is specifically to support the financial recovery of Florida’s ports through the America Rescue Plan and the Coronavirus State Fiscal Recovery Fund. Port Manatee will receive $4,885,564. The Florida Department of Transportation (FDOT) is the recipient and by Resolution, the Manatee County Port Authority is the subrecipient. As a condition of the grant, the Port Authority must adopt a resolution specifically approving the grant agreement and authorizing the execution of the Agreement on behalf of the Port Authority by specifically designated officials. After Authority approval, FDOT will assign a contract number to the agreement.

   
   

   ATTACHMENT:

   
   

   Resolution PA-21-18 and the State of Florida Department of Transportation Coronavirus State Fiscal Recovery Funds Subrecipient Grant Agreement

   
   

   COST AND FUNDING SOURCE:

   
   

   FDOT funding of $4,885,564

   
   

   CONSEQUENCES IF DEFERRED:

   
   

   Delay in reimbursement of available grant funding

   LEGAL COUNSEL REVIEW: Yes RECOMMENDATION:

   Move to adopt Resolution PA-21-18 authorizing the execution of the Public Transportation Grant Agreement with the Florida Department of Transportation Coronavirus State Fiscal Recovery Funds Subrecipient Grant Agreement.

   Financial Project Number

   449496-1-84-01

   
   

   PA-21-18

   
   

   A RESOLUTION BY THE MANATEE COUNTY PORT AUTHORITY APPROVING AND AUTHORIZING THE EXECUTION OF THE PUBLIC TRANSPORTATION GRANT AGREEMENT WITH THE FLORIDA DEPARTMENT OF TRANSPORTATION

   
   

   WHEREAS, the State of Florida Department of Transportation (Department) has offered to enter into a Coronavirus State Fiscal Recovery Funds Subrecipient Grant Agreement with the Manatee County Port Authority (Port Authority) to provide Department participation in the financial recovery of Florida’s ports through the America Rescue Plan and the Coronavirus State Fiscal Recovery Fund, and

   
   

   WHEREAS, the Port Authority has the authority to enter into said Coronavirus State Fiscal Recovery Funds Subrecipient Grant Agreement with the Department, and it is expedient and in the best interests of this Port Authority to approve and authorize the execution of the Coronavirus State Fiscal Recovery Funds Subrecipient Grant Agreement.

   
   

   NOW THEREFORE BE IT RESOLVED by the Manatee County Port Authority

   that:

   
   

   1. The State of Florida Department of Transportation Coronavirus State Fiscal Recovery Funds Subrecipient Grant Agreement, identified as Financial Project Number 449496-1-84-01 wherein the Department agrees to a maximum participation in the amount of $4,885,564 is approved. The Chairman of the Port Authority, or, in the absence of the Chairman, any Vice Chairman of the Port Authority, is authorized to execute the Coronavirus State Fiscal Recovery Funds Subrecipient Grant Agreement on behalf of the Port Authority.

      
      

   2. The Clerk of the Circuit Court of Manatee County, Florida, is authorized to cause two copies of this resolution to be certified for delivery to the Florida Department of Transportation.

ADOPTED with a quorum present and voting this the 19th day of August, 2021. ATTEST: ANGELINA M. COLONNESO MANATEE COUNTY PORT

CLERK OF CIRCUIT COURT AUTHORITY

By:                                                     

Chairman

THIS SUBRECIPIENT GRANT AGREEMENT (“Agreement”) is entered into this day of , 2021 (the “Effective Date”), between the State of Florida, Department of Transportation, an agency of the State of Florida (the “Department”), and Manatee County Port Authority (the “Sub-recipient”) (each a “Party” and collectively, the “Parties”).

The Parties agree as follows:

1. Authority: The Department is authorized to enter into this Agreement pursuant to Chapter 2021-36 Laws of Florida (Senate Bill No. 2500). The Sub-recipient by Resolution or other form of official authorization, a copy of which is attached as Exhibit D, Sub-recipient Resolution and made a part of this Agreement, has authorized its officers to execute this Agreement on its behalf.

   
   

2. Purpose of Agreement. The purpose of this Agreement is to provide a subaward of the Coronavirus State Fiscal Recovery Fund established under the American Rescue Plan Act of 2021 (ARPA) to respond to the negative economic impacts of the COVID-19 public health emergency, by stabilizing the Sub-recipient and provide working capital to lay the foundation for a strong and equitable recovery (the “Project”). The Project is more particularly described in Exhibit A, Project Description and Responsibilities to this Agreement.

   
   

3. The Project. The Sub-recipient agrees to perform and complete the Project in a satisfactory, timely and proper manner in accordance with all applicable laws and the terms and conditions of this Agreement. Exhibit A describes the scope of work to be performed by the Sub-recipient and provides a proposed schedule for the completion of the Project. The Project scope in Exhibit A identifies the ultimate project deliverables. Deliverables for requisition, payment and invoice purposes will be the incremental progress made toward completion of Project scope elements. All Project activities must be consistent with the scope described in Exhibit A. An amendment to this Agreement is required for any proposed change in the scope of work.

   
   

4. Term of Agreement. The term of this Agreement and the period for performance of the Project under this Agreement extends from the Effective Date through December 31, 2024 (the “Completion Date”). If the Sub- recipient does not complete the Project on or before the Completion Date, this Agreement will expire, unless the Completion Date is extended by an executed amendment to this Agreement. Expiration of this Agreement will be considered termination of the Project.

   
   

5. Project Funding and Budget.

   
   

   1. Project Cost. The estimated cost of the Project is $4,885,564 (the “Project Estimate”), and is allocated among the Project activities in Exhibit B, Schedule of Financial Assistance. An amendment to the grant agreement is required for any re-budgeting of Project funds provided under this Agreement.

      
      

   2. Department Subaward. Under this Agreement, the Sub-recipient, a non-federal entity, is the subrecipient of the Coronavirus State Fiscal Recovery Funds awarded under ARPA. The Department will provide financial assistance for the Project up to the maximum amount of the federally funded subaward made under this Agreement, $4,885,564 (the “Maximum Federal Financial Assistance”), as more specifically detailed in Exhibit B, in accordance with the terms and conditions of this Agreement. Any terms and conditions that are specific to this subaward are attached as Exhibit A, and shall control over any inconsistent provisions in the body of this Agreement or the other exhibits attached to this Agreement.

      
      

      
      

   3. Matching Funds. The Sub-recipient agrees to provide all matching funds required under the terms of the federal grant. The eligibility and use of matching funds shall be governed by applicable federal law, regulations and guidance. The Sub-recipient is also responsible for all costs required to complete the Project that exceed the Project Estimate. The Sub-recipient shall take all actions required for the Sub-recipient to provide the necessary funds for the Project. The Department will have no responsibility for any Project costs in excess of the Maximum Federal Financial Assistance.

      
      

   4. Eligible Costs. Financial assistance provided by the Department under this Agreement will only be available for eligible project costs as specifically detailed in Exhibit A, and prior to termination or expiration of this Agreement.

      
      

   5. Ineligible Costs. In determining the amount of any payment, the Department will exclude all Project costs incurred after the expiration of the Agreement, costs which are not provided for in the latest approved schedule of financial assistance in Exhibit B for the Project, costs agreed to be borne by the Sub-recipient or its contractors and subcontractors for not meeting the Project commencement and final invoice time lines, and costs attributable to goods or services received under a contract or other arrangements which have not been approved in writing by the Department. The federal funds awarded under this Agreement will not be provided for any cost not incurred in accordance with applicable federal and state laws, regulations and grant program requirements. If the federal government of the United States or the Department determines that any cost claimed is not eligible, the Department will notify the Sub-recipient. The notification will identify the items and amounts not eligible for reimbursement with federal financial assistance and the reason the items and amount are not eligible. If the Sub- recipient is not in compliance with requirements of this Agreement, but such non-compliance is correctable during the term of this Agreement, financial assistance may be withheld by the Department until the non-compliance is corrected. If the Sub-recipient’s non-compliance is not correctable during the term of this Agreement, the Department may deny use of federal funds, in whole or in part. If as a result of the Sub-recipient’s failure to comply with the terms of this Agreement the federal government of the United States determines that federal financial assistance will no longer be available for the Project: (i) the Department is authorized to discontinue federal financial assistance for the Project under this Agreement; and (ii) the Department is not required to provide any additional state financial assistance for the Project. A determination by federal government of the United States that federal financial assistance is no longer available for the Project is final. The Sub-recipient waives any right to contest a discontinuance of financial assistance under this Agreement if federal government of the United States determines federal financial assistance is no longer available.

      
      

   6. No Federal Obligation. This Agreement is financed by federal funds. However, payments to the Sub-recipient will be made by the Department. The United States is not a party to this Agreement and no reference in this Agreement, to the United States, U.S. Department of Transportation (USDOT), federal government of the United States or any representatives of the federal government makes the United States a party to this Agreement.

      
      

   7. Subaward Contingent on Federal Funding. The Sub-recipient acknowledges and agrees that the Department’s payment of funds under this Agreement is contingent on the Department receiving the funds from the federal government of the United States. If, for any reason, the federal government of the United States reduces the amount of federal funds available for this subaward, or otherwise fails to pay part of the cost or expense of the Project in this Agreement, only outstanding incurred costs within the limits of federal government of the United States provided financial assistance shall be eligible for reimbursement.

      
      

   8. Repayment of Grant Funds. Upon a finding by federal government of the United States, or the Department in lieu of federal government of the United States, that the Sub-recipient has made an unauthorized or undocumented use of grant funds, or that any Project costs are ineligible for federal reimbursement, and upon a written demand for repayment issued by the Department, the Sub-recipient shall repay such amounts to the Department within 40 days of written demand. The Sub-recipient shall also repay any other grant funds received by the Sub-recipient under this Agreement in excess of the amount to which the Sub-recipient is entitled. Such funds shall be repaid to the Department within 40 days of written demand.

      
      

   9. Reversion of Unexpended Grant Funds. All funds granted by the Department under this Agreement that have not been expended for Project activities during the term of this Agreement shall revert to the Department.

      
      

6. Invoices.

   
   

   1. Requests for Reimbursement. In order to obtain any of the federal funds available from the Department under this Agreement, the Sub-recipient shall file with the Department Grant Manager its request for reimbursement and any other information regarding to the Project and the Project Accounts (defined below) required to justify and support the payment request. Payment requests must include a certification, signed by an official who is authorized to legally bind the Sub-recipient, which reads as follows:

      
      

      ‘‘By signing this report, I certify to the best of my knowledge and belief that the report is true, complete, and accurate, and the expenditures, disbursements and cash receipts are for the purposes and objectives set forth in the terms and conditions of the Federal award. I am aware that any false, fictitious, or fraudulent information, or the omission of any material fact, may subject me to criminal, civil or administrative penalties for fraud, false statements, false claims or otherwise. (U.S. Code Title 18, Section 1001 and Title 31, Sections 3729–3730 and 3801–3812).’’

      
      

      In the event the failure to timely submit invoices to the Department results in federal government of the United States removing any unbilled financial assistance or the loss of state appropriation authority, the Sub-recipient will be solely responsible to provide all funds necessary to complete the Project and the Department will not be obligated to provide any additional financial assistance for the Project.

      
      

   2. Deliverables and Supporting Documentation. Requests for reimbursement or advance payment by the Sub-recipient shall include an invoice and supporting documentation for the period of work being billed that are acceptable to the Department. All costs invoiced shall be supported by a response spending plan, as described in Exhibit G, Program Guidelines, and Exhibit H, Response Spending Plan. The Sub-recipient shall use the format for the invoice that is approved by the Department. Approved invoice formats are found in Exhibit F, Project Invoice Form. Invoices shall be submitted by the Sub-recipient in detail sufficient for a proper pre-audit and post-audit based on the quantifiable, measurable and verifiable units of deliverables identified in Exhibit A. Supporting documentation must substantiate the amount of progress made on the Project in a quantifiable, measurable, and verifiable manner, and provide evidence that the payment requested is commensurate with the accomplished incremental progress and costs incurred by the Sub-recipient. Supporting documentation must also establish to the Department Grant Manager’s satisfaction that deliverables were received and accepted in writing by the Sub-recipient and must also establish that the required minimum level of service to be performed and criteria for evaluating successful completion have been met.

      
      

   3. Travel Expenses.

      
      

      Travel expenses are NOT eligible for reimbursement under this Agreement.

      
      

      Travel expenses ARE eligible for reimbursement under this Agreement.

      
      

      Bills for travel expenses specifically authorized in this Agreement shall be submitted on the Department’s Contractor Travel Form No. 300-000-06 and will be paid in accordance with Section 112.061, Florida Statutes and the most current version of the Disbursement Handbook for Employees and Managers.

      
      

   4. Final Invoice. The Sub-recipient must submit its final invoice and request for reimbursement for the Project to the Department within 120 days after the Completion Date, or completion of the Project if earlier. Invoices submitted after the 120-day time period may not be paid.

      
      

7. Provision of Subaward Funds.

   
   

   1. Payments and Withholding. Subject to other provisions of this Agreement, the Department will reimburse the Sub-recipient for eligible project costs, up to the amount of the Maximum Federal Financial Assistance. Notwithstanding any other provision of this Agreement, the Department may elect by written notice not to make a payment if:

      
      

      1. The Department determines that the Sub-recipient has misrepresented a material fact in any documents submitted to obtain the subaward of federal funds made under this Agreement, or any document or data furnished with its application or pursuant to this Agreement;

         
         

      2. There is any pending litigation with respect to the performance by the Sub-recipient of any of its duties or obligations which may jeopardize or adversely affect the Project, the Agreement or payments for the Project;

         
         

      3. The Sub-recipient takes any action on the Project which, under this Agreement, requires the approval of the Department or makes a related expenditure or incurs related obligations without Department approval when required;

         
         

      4. There has been any violation of the conflict of interest provisions contained in this Agreement; or

         
         

      5. The Department determines the Sub-recipient is otherwise in default under any provisions of this Agreement.

         
         

   2. Reimbursement Basis. Payment shall be made only after receipt and approval of deliverables and costs incurred unless advance payments are authorized by the Chief Financial Officer of the State of Florida under Chapters 215 and 216, Florida Statutes or the Department’s Comptroller under Section 334.044(29), Florida Statutes. Advance payment is authorized for this Agreement and Exhibit B2, Advance Payment Financial Provisions is attached and incorporated into this Agreement.

      
      

   3. Financial Consequences for Unsatisfactory Performance. If the Department determines that the performance of the Sub-recipient is unsatisfactory, the Department shall notify the Sub-recipient of the deficiency to be corrected, which correction shall be made within a time-frame to be specified by the Department. The Sub-recipient shall, within five (5) days after notice from the Department, provide the Department with a corrective action plan describing how the Sub-recipient will address all issues of contract non-performance, unacceptable performance, failure to meet the minimum performance levels, deliverable deficiencies, or contract non-compliance. If the corrective action plan is unacceptable to the Department, the Sub-recipient will not be reimbursed to the extent of the non-performance. The Sub-recipient will not be reimbursed until the Sub-recipient resolves the deficiency. If the deficiency is subsequently resolved, the Sub-recipient may bill the Department for the unpaid reimbursement request(s) during the next billing period. If the Sub-recipient is unable to resolve the deficiency, the funds shall be forfeited at the end of the term of this Agreement.

      
      

   4. Florida Prompt Payment Law. The Sub-recipient should be aware of the following time frames.

      
      

      1. The Department has 20 days to deliver a request for payment (voucher) to the Department of Financial Services. The 20 days are measured from the later of the date the invoice is received or the date the goods or services are received, inspected, and approved. Approval and inspection of goods or services shall take no longer than 20 days following the receipt of a complete and accurate invoice.

         
         

      2. If a payment is not available within 40 days, then a separate interest penalty at a rate established pursuant to Section 55.03(1), Florida Statutes, will be due and payable, in addition to the invoice amount, to the Sub-recipient. The 40 days are measured from the later of the date the invoice is received or the date the goods or services are received, inspected, and approved. Interest penalties of less than one (1) dollar will not be enforced unless the Sub-recipient requests payment. Invoices that have to

         
         

         be returned to the Sub-recipient because of Sub-recipient preparation errors will result in a delay in the payment. The invoice payment requirements do not start until a properly completed invoice is provided to the Department. A Vendor Ombudsman has been established within Department of Financial Services. The duties of this individual include acting as an advocate for Agencies who may be experiencing problems in obtaining timely payment(s) from the Department. The Vendor Ombudsman may be contacted at (850) 413-5516.

         
         

   5. Offsets. If, after Project completion, any claim is made by the Department resulting from an audit or for work or services performed pursuant to this Agreement, the Department may offset the amount claimed from payments due for work or services under any other agreement it has with the Sub-recipient if, upon demand, payment of the claimed amount is not made within 60 days to the Department. Offsetting any amount pursuant to this paragraph shall not be considered a breach of contract by the Department.

      
      

   6. Appropriation Contingency. The Department’s performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Legislature and the availability of the federal financial assistance awarded to the Sub-recipient under this Agreement.

      
      

   7. Multi-year Contracts. In the event this Agreement is in excess of $25,000 and has a term for a period of more than one year, the provisions of Section 339.135(6)(a), Florida Statutes, are hereby incorporated:

      
      

      "The Department, during any fiscal year, shall not expend money, incur any liability, or enter into any contract which, by its terms, involves the expenditure of money in excess of the amounts budgeted as available for expenditure during such fiscal year. Any contract, verbal or written, made in violation of this subsection is null and void, and no money may be paid on such contract. The Department shall require a statement from the comptroller of the Department that funds are available prior to entering into any such contract or other binding commitment of funds. Nothing herein contained shall prevent the making of contracts for periods exceeding 1 year, but any contract so made shall be executory only for the value of the services to be rendered or agreed to be paid for in succeeding fiscal years, and this paragraph shall be incorporated verbatim in all contracts of the Department which are for an amount in excess of $25,000 and which have a term for a period of more than 1 year."

      
      

8. Records.

   
   

   1. Project Records. The Sub-recipient shall establish for the Project, consistent with the Department’s program guidelines/procedures and "Principles for State and Local Governments", 2 Code of Federal Regulations (“CFR”) Part 225, separate accounts to be maintained within its existing accounting system or separate independent accounts (“Project Accounts”). The Sub-recipient shall charge to the Project Accounts all eligible costs of the Project except costs agreed to be borne by the Sub-recipient or its contractors and subcontractors. All costs recorded in the Project Accounts shall be supported by properly executed payrolls, time records, invoices, contracts or vouchers evidencing in proper detail the nature and propriety of charges.

      
      

   2. Project Costs. Records of costs incurred under terms of this Agreement shall be maintained in the Project Accounts and made available upon request to the Department at all times during the period of this Agreement and for five (5) years after final payment is made for the applicable state fiscal year, or such longer period as may be required by applicable law. Copies of these documents and records shall be furnished to the Department and federal government of the United States upon request. Records of costs incurred include the Sub- recipient's general accounting records and the Project records, together with supporting documents and records of the Sub-recipient and all contractors and subcontractors performing work on the Project. If any litigation, claim, or audit is started before the expiration of the required retention period, the records shall be retained until all litigation, claims, or audit findings involving the records have been resolved.

      
      

   3. Reports. The Sub-recipient shall submit to the Department such data, reports, records, contracts and other documents relating to the Project as the Department or federal government of the United States may require, including those documents listed in Exhibit A to this Agreement. The Department may, at its discretion,

      
      

      require a progress report on a monthly basis. The progress report will include details of the progress of the Project towards meeting the requirements of the Agreement.

      
      

   4. Federal Requirements. The Sub-recipient agrees to maintain property records, conduct physical inventories and develop control systems as required by 2 CFR Part 200, when applicable. In addition to the requirements of section 8, the Sub-recipient shall comply with the record retention requirements of 2 CFR 200.333, as amended or replaced from time to time.

      
      

   5. Right-of-Way. For any project requiring additional right-of-way, the Sub-recipient must submit to the Department an annual report of its real property acquisition and relocation assistance activities on the project. Activities shall be reported on a federal fiscal year basis, from October 1 through September 30. The report must be prepared using the format prescribed in 49 CFR Part 24, Appendix B, and be submitted to the Department no later than October 15 of each year. Upon completion of right-of-way activities on the Project, the Sub-recipient must certify compliance with all applicable federal and state requirements. Certification is required prior to advertisement for or solicitation of bids for construction of the Project.

      
      

9. Audits. The administration of resources awarded through the Department to the Sub-recipient by this Agreement may be subject to audits and/or monitoring by the Department. The following requirements do not limit the authority of the Department to conduct or arrange for the conduct of additional audits or evaluations of Federal awards or limit the authority of any State agency inspector general, the State of Florida Auditor General or any other State official. The Sub-recipient shall comply with all audit and audit reporting requirements as specified below:

   
   

   1. In addition to reviews of audits conducted in accordance with 2 CFR Part 200, Subpart F – Audit Requirements, and section 215.97 Florida Statutes, monitoring procedures may include but not be limited to on-site visits by Department staff, limited scope audits as defined by 2 CFR 200.425, and/or other procedures including, reviewing any required performance and financial reports, following up, ensuring corrective action, and issuing management decisions on weaknesses found through audits when those findings pertain to Federal awards provided through the Department by this Agreement. By entering into this Agreement, the Sub-recipient agrees to comply and cooperate fully with any monitoring procedures/processes deemed appropriate by the Department. In the event the Department determines that a limited scope audit of the Sub-recipient is appropriate, the Sub-recipient agrees to comply with any additional instructions provided by Department staff to the Sub-recipient regarding such audit. The Sub-recipient further agrees to comply and cooperate with any inspections, reviews, investigations, or audits deemed necessary by the Department, State of Florida Chief Financial Officer (CFO) or State of Florida Auditor General.

      
      

   2. The Sub-recipient, a non-Federal entity as defined by 2 CFR Part 200, Subpart F – Audit Requirements as a subrecipient of a Federal award awarded by the Department through this Agreement is subject to the following requirements:

      
      

      1. In the event the Sub-recipient expends a total amount of Federal awards equal to or in excess of the threshold established by 2 CFR Part 200, Subpart F – Audit Requirements, the Sub-recipient must have a Federal single or program-specific audit for such fiscal year conducted in accordance with the provisions of 2 CFR Part 200, Subpart F – Audit Requirements. Exhibit E, Federal Financial Assistance (Single Audit Act) to this Agreement identifies the Federal resources awarded through the Department by this Agreement. In determining Federal awards expended in a fiscal year, the Sub-recipient must consider all sources of Federal awards, including Federal award resources received from the Department. The determination of amounts of Federal awards expended should be in accordance with the guidelines established in 2 CFR §§200.502-503, as amended. An audit of the Sub-recipient conducted by the State of Florida Auditor General in accordance with the provisions of 2 CFR §200.514, will meet the requirements of this part.

         
         

      2. In connection with the audit requirements, the Sub-recipient shall fulfill the requirements relative to the auditee responsibilities as provided in 2 CFR §§200.508-512, as amended.

         
         

      3. In the event the Sub-recipient expends less than the threshold established by 2 CFR Part 200, Subpart F – Audit Requirements, in Federal awards, the Sub-recipient is exempt from Federal audit requirements for that fiscal year. However, the Sub-recipient must provide a single audit exemption statement to the Department at FDOTSingleAudit@dot.state.fl.us no later than nine months after the end of the Sub-recipient’s audit period for each applicable audit year. In the event the Sub-recipient expends less than the threshold established by 2 CFR Part 200, Subpart F – Audit Requirements, in Federal awards in a fiscal year and elects to have an audit conducted in accordance with the provisions of 2 CFR Part 200, Subpart F – Audit Requirements, the cost of the audit must be paid from non-Federal resources (i.e., the cost of such an audit must be paid from the Sub-recipient’s resources obtained from other than Federal entities).

         
         

      4. Copies of reporting packages for audits conducted in accordance with 2 CFR Part 200, Subpart F – Audit Requirements, and required by this section, shall be submitted, when required by 2 CFR

         §200.512, by or on behalf of the Sub-recipient directly to the Federal Audit Clearinghouse (FAC) as provided in 2 CFR §200.36 and §200.512. The FAC’s website provides a data entry system and required forms for submitting the single audit reporting package. Updates to the location of the FAC and data entry system may be found at the OMB website. The FAC is the repository of record for audits required by 2 CFR Part 200, Subpart F – Audit Requirements, and this Agreement. However, the Department requires a copy of the audit reporting package also be submitted to FDOTSingleAudit@dot.state.fl.us within the earlier of 30 calendar days after receipt of the auditor’s report(s) or nine months after the end of the audit period as required by 2 CFR Part 200, Subpart F – Audit Requirements.

         
         

      5. Within six months of acceptance of the audit report by the FAC, the Department will review the Sub-recipient’s audit reporting package, including corrective action plans and management letters, to the extent necessary to determine whether timely and appropriate action on all deficiencies has been taken pertaining to the Federal award provided through the Department by this Agreement. If the Sub-recipient fails to have an audit conducted in accordance with 2 CFR Part 200, Subpart F – Audit Requirements, the Department may impose additional conditions to remedy noncompliance. If the Department determines that noncompliance cannot be remedied by imposing additional conditions, the Department may take appropriate actions to enforce compliance, which actions may include, but are not limited to, the following:

         
         

         1. Temporarily withhold cash payments pending correction of the deficiency by the Sub- recipient or more severe enforcement action by the Department;

         2. Disallow (deny both use of funds and any applicable matching credit for) all or part of the cost of the activity or action not in compliance;

         3. Wholly or partly suspend or terminate the Federal award;

         4. Initiate suspension or debarment proceedings as authorized under 2 CFR Part 180 and Federal awarding agency regulations (or in the case of the Department, recommend such a proceeding be initiated by the Federal awarding agency);

         5. Withhold further Federal awards for the Project or program;

         6. Take other remedies that may be legally available.

         
         

      6. As a condition of receiving this Federal award, the Sub-recipient shall permit the Department, or its designee, the CFO or State of Florida Auditor General access to the Sub-recipient’s records including financial statements, the independent auditor’s working papers and project records as necessary. Records related to unresolved audit findings, appeals or litigation shall be retained until the action is complete or the dispute is resolved.

         
         

      7. Copies of financial reporting packages required by this section shall be submitted by or on behalf of the Sub-recipient directly to each of the following:

         
         

         The Department at the following address:

         
         

         Office of Comptroller, MS 24 605 Suwannee Street

         
         

         Tallahassee, Florida 32399-0450 FDOTSingleAudit@dot.state.fl.us

         
         

         The Auditor General’s Office at the following address:

         
         

         Auditor General

         Local Government Audits/342 Claude Pepper Building, Room 401 111 West Madison Street Tallahassee, Florida 32399-1450

         
         

         The Auditor General’s website (https://flauditor.gov/) provides instructions for filing an electronic copy of a financial reporting package.

         
         

      8. Any reports or other information required to be submitted to the Department pursuant to this Agreement shall be submitted timely in accordance with 2 CFR §200.512, section 215.97, Florida Statutes, and Chapters 10.550 (local government entities) and 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General, as applicable.

         
         

      9. The Sub-recipient, when submitted financial reporting packages to the Department for audits done in accordance with 2 CFR Part 200, Subpart F – Audit Requirements, or Chapters 10.550 (local government entities) and 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General, should indicate the date that the reporting package was delivered to the Sub-recipient in correspondence accompanying the reporting package.

         
         

   3. The Sub-recipient shall retain sufficient records demonstrating its compliance with the terms of the award and this Agreement for a period of five years from the date the audit report is issued and shall allow the Department, or its designee, the CFO or State of Florida Auditor General access to such records upon request. The Sub-recipient shall ensure that the audit working papers are made available to the Department, or its designee, the CFO, or State of Florida Auditor General upon request for a period of five years from the date the audit report is issued unless extended in writing by the Department. The Sub-recipient shall further permit access to all Project records by the Secretary and Inspector General of the federal government of the United States and the Comptroller General of the United States, or their designees.

      
      

   4. The Sub-recipient shall permit, and shall require its contractors to permit, the Department's and federal government of the United States’ authorized representatives to access the Project site; inspect all work, materials, payrolls, and records; and to audit the books, records and accounts pertaining to the financing and development of the Project.

      
      

10. Termination and Suspension.

    
    

    1. Generally. If: (i) the Sub-recipient abandons or, before the end of the state fiscal year for which financial assistance for the Project is provided under this Agreement, finally discontinues the Project; (ii) the Sub- recipient fails to comply with applicable law or the terms of this Agreement; or (iii) for any other reason, the commencement, prosecution, or timely completion of the Project by the Sub-recipient is rendered improbable, infeasible, impossible, or illegal, the Department may, by written notice to the Sub-recipient, suspend any or all of its obligations under this Agreement until such time as the event or condition resulting in such suspension has ceased or been corrected, or the Department may terminate any or all of its obligations under this Agreement. Termination of this Agreement shall be governed by the provisions of 2 CFR Part 200.

       
       

    2. Actions Upon Termination or Suspension. Upon receipt of any final termination or suspension notice from the Department, the Sub-recipient shall proceed promptly to carry out the actions required in such notice, which may include any or all of the following: (1) necessary action to terminate or suspend, as the case may be, Project activities and contracts and such other action as may be required or desirable to keep to the minimum the costs upon the basis of which the financing is to be computed; (2) furnish a statement of the Project activities and contracts, and

       
       

       other undertakings the cost of which are otherwise includable as Project costs; and, (3) remit to the Department such portion of the financing and any advance payment previously received as is determined by the Department to be due under the provisions of the Agreement. The termination or suspension shall be carried out in conformity with the latest schedule, plan, and budget as approved by the Department or upon the basis of terms and conditions imposed by the Department upon the failure of the Sub-recipient to furnish the schedule, plan, and budget within a reasonable time. The approval of a remittance by the Sub-recipient shall not constitute a waiver of any claim which the Department may otherwise have arising out of this Agreement.

       
       

11. Contracts of the Sub-recipient.

    
    

    1. Approval Required. Except as otherwise authorized in writing by the Department, the Sub- recipient shall not execute any contract or obligate itself in any manner requiring the disbursement of Department funds, including consultant or construction contracts or amendments thereto, with any third party with respect to the Project without the written approval of the Department. Failure to obtain such approval shall be sufficient cause for nonpayment by the Department. The Department specifically reserves the right to review the qualifications of any consultant or contractor and to approve or disapprove the employment of such consultant or contractor.

       
       

    2. Consultant Services. The Sub-recipient acknowledges and agrees that any Project consultant contract for engineering, architecture or surveying services must be procured in compliance with the provisions of Chapter 287.055, Florida Statutes, Consultants' Competitive Negotiation Act, and the federal Brooks Act, 23 CFR 172, and 23 U.S.C. 112. At the discretion of the Department, the Sub-recipient will involve the Department in the consultant selection process for all applicable project agreements funded under this Agreement. In all cases, the Sub-recipient's attorney shall certify to the Department that selection has been accomplished in compliance with Chapter 287.055, Florida Statutes, the Consultants' Competitive Negotiation Act and the federal Brooks Act.

       
       

    3. Compliance with Federal Requirements. The Sub-recipient shall comply with, and require its consultants and contractors to comply with applicable federal law pertaining to the use of federal-aid funds. The Sub-recipient shall comply with and include the applicable provisions described in Appendix II to 2 CFR Part 200

       — Contract Provisions for non-Federal Entity Contracts Under Federal Awards — in each contract it enters into for the Project.

       
       

    4. Preference for State Residents. If the Project is procured pursuant to Chapter 255, Florida Statutes, for construction services and at the time of the competitive solicitation for the Project fifty (50) percent or more of the cost of the Project is to be paid from state-appropriated funds, the Sub-recipient must comply with the requirements of Section 255.099(1), Florida Statutes. However, for all Project work eligible for reimbursement with the federally funded subaward under this Agreement, this paragraph may not be enforced in such a manner as to conflict with or be contrary to federal law prescribing a labor preference to honorably discharged soldiers, sailors, or marines, or prohibiting as unlawful any other preference or discrimination among the citizens of the United States.

       
       

    5. Force Account Work, Indirect Costs.

       
       

       If this box is checked, the Sub-recipient is permitted to utilize its own forces in performing the Project. If the Sub-recipient proceeds with any phase of the Project utilizing its own forces, the Sub- recipient will only be reimbursed for direct costs (this excludes general overhead).

       
       

       If this box is checked, the Sub-recipient will seek reimbursement for indirect program expenses allowable under 2 CFR Par 200 (select one):

       
       

       The Sub-recipient has elected to seek reimbursement from the Department for actual indirect expenses (no rate).

       
       

       The Sub-recipient has elected to apply a de minimis rate of 10% of modified total direct costs in the manner described in 2 CFR 200.414. [The de minimis rate is available only to entities that have never had a negotiated indirect cost rate. When selected, the de minimis rate must be used consistently for all federal awards until such time the Sub-recipient

       
       

       chooses to negotiate a rate. A cost policy statement and de minimis certification form must be submitted to the Department for review and approval.]

       
       

       The Sub-recipient has elected to apply a federally approved indirect cost rate based on a federally approved rate agreement.

       
       

    6. Claims and Requests for Additional Work. The Sub-recipient shall have sole responsibility for resolving claims and requests for additional work for the Project. The Sub-recipient will make best efforts to obtain the Department’s input in its decisions. The Department is not obligated to reimburse for claims or requests for additional work.

       
       

    7. The Sub-recipient shall require its consultants and contractors to take emergency steps to close any public road whenever there is a risk to life, health and safety of the travelling public. The safety of the travelling public is the Department’s first priority for the Sub-recipient . If lane or road closures are required by the Sub- recipient to ensure the life, health, and safety of the travelling public, the Sub-recipient must notify the District Construction Engineer and District Traffic Operations Engineer immediately once the travelling public are not at imminent risk. The Department expects professional engineering judgment be applied in all aspects of locally delivered projects. Defect management and supervision of the Project’s structures components must be proactively managed, monitored, and inspected by department prequalified structures engineer(s). The District Construction Engineer must be notified immediately of defect monitoring that occurs in Sub-recipient’s project construction, whether or not the defects are considered an imminent risk to life, health, or safety of the travelling public. When defects, including but not limited to, structural cracks, are initially detected during bridge construction, the engineer of record, construction engineering inspector, design-build firm, or local agency that owns or is responsible for the bridge construction has the authority to immediately close the bridge to construction personnel and close the road underneath. The Sub-recipient shall also ensure compliance with the CPAM, Section 9.1.8 regarding actions for maintenance of traffic and safety concerns.

       
       

12. Disadvantaged Business Enterprise (DBE) Policy and Obligation. It is the policy of the Department that DBE’s, as defined in 49 CFR Part 26, as amended, shall have the opportunity to participate in the performance of contracts financed in whole or in part under this Agreement. The DBE requirements of applicable federal and state laws and regulations apply to this Agreement. The Sub-recipient and its contractors agree to ensure that DBE’s have the opportunity to participate in the performance of this Agreement. The Sub-recipient and its contractors shall take all necessary and reasonable steps in accordance with applicable federal and state laws and regulations to ensure that the DBE’s have the opportunity to compete for and perform contracts. The Sub-recipient and its contractors and subcontractors shall not discriminate on the basis of race, color, national origin or sex in the award and performance of contracts, entered pursuant to this Agreement.

    
    

13. Project Property.

    
    

    1. Federal Requirements. The title, acquisition, use, management, and disposition of all property acquired or constructed with grant funds under this Agreement shall be governed by applicable federal law, rule, and guidance including without limitation, the provisions of 2 CFR Part 200.

       
       

    2. Tangible Personal Property. This Agreement does not involve the purchase of Tangible Personal Property, as defined in Chapter 273, Florida Statutes.

       
       

    3. Disposal. If the Sub-recipient disposes of any Project facility or equipment, acquired in whole or in part with the federal financial assistance provided under this Agreement, during its useful life for any purpose except its replacement with like facility or equipment for public transportation use, the Sub-recipient will comply with the terms of 2 CFR Part 200 relating to property management standards. Except as otherwise provided in 2 CFR Part 200, the Sub-recipient agrees to remit to the Department a proportional amount of the proceeds from the disposal of such facility or equipment. Such proportional amount shall be determined on the basis of the ratio of the Department financing of the facility or equipment provided under this Agreement to the total cost of such facility or equipment. Sale of Project property developed or acquired with Department funds shall be at market value as determined by appraisal or public bidding process, and the contract and process for sale must be approved in

       
       

       advance by the Department. If any portion of the proceeds from the sale to the Sub-recipient are non-cash consideration, reimbursement to the Department shall include a proportional amount based on the value of the non- cash consideration. The Sub-recipient must remit such proportional amount to the Department within ninety (90) days after the official date of disposal. The terms of this paragraph shall remain in full force and effect throughout the useful life of facilities developed, equipment acquired, or Project items acquired, construed or installed with the proceeds of the subaward provided under this Agreement, except that the terms of this paragraph shall have unlimited duration with respect to real property acquired with the proceeds of the subaward provided under this Agreement.

       
       

14. Restrictions, Prohibitions, Controls, and Labor Provisions. During the performance of this Agreement, the Sub-recipient agrees as follows, and shall require the following provisions to be included in each contract and subcontract entered into pursuant to this Agreement:

    
    

    1. Convicted Vendors. A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statutes for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list.

       
       

    2. Discriminatory Vendors. In accordance with Section 287.134, Florida Statutes, an entity or affiliate who has been placed on the discriminatory vendor list may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity.

       
       

    3. Certificates of Qualification. An entity or affiliate who has had its Department issued certificate of qualification suspended, revoked, denied or have further been determined by the Department to be a non-responsible contractor or consultant may not submit a bid or perform work on a contract with the Sub-recipient, including the design, construction or repair of a public building or public work.

       
       

    4. Code of Conduct. The Sub-recipient has established, and will maintain, a written code or standard of conduct applicable to its officers, employees, board members or agents, and those individuals’ relatives, that prohibits their involvement in the selection, award, or administration of any contract in connection with the Project if they have a present or potential financial or other significant interest therein and prohibits the acceptance of any gratuity, favor, or other thing of monetary value from any person interested or involved in the performance of work on the Project.

       
       

    5. Debarment and Suspension. The Sub-recipient must comply with the provisions in 2 CFR Part 180 OMB Guidelines to Agencies on Government Debarment and Suspension (Non-procurement) and 2 CFR Part 1200 DOT Non-procurement Suspension and Debarment. These provisions restrict federal awards, subaward and contracts with certain parties that are debarred, suspended or otherwise excluded from or ineligible for participation in federal programs or activities. The Sub-recipient shall not enter into any arrangement to participate in the development or implementation of the Project with any person or entity that is debarred or suspended except as authorized by applicable Federal law and regulations. If required by applicable federal law and regulations, the Sub-recipient will review the U.S. GSA System of Award Management at https://www.sam.gov. The Sub-recipient shall include the requirements of this paragraph in each of its contracts related to the Project and shall require its contractors and consultants to include similar requirements in each of their contracts related to the Project. Execution of this Agreement constitutes a certification that the Sub-recipient is in compliance with, and will require its contractors and subcontractors to comply with, all requirements imposed by applicable federal, state, and local laws and regulations, including the “Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion – Lower Tier Covered Transactions,” in 49 CFR Part 29, and 2 CFR Part 200 when applicable.

       
       

       
       

    6. Human Trafficking. The Sub-recipient shall include a provision in each contract it enters into with a private entity in connection with the Project by which the Sub-recipient’s contractor agrees that it and its employees that perform any work on the Project shall not, during the term of this Agreement, engage in trafficking in persons, procure a commercial sex act, or use forced labor in the performance of work on the Project.

       
       

    7. Unauthorized Aliens. The Department shall consider the employment by the Sub-recipient of unauthorized aliens a violation of Section 274A(e) of the Immigration and Nationality Act. If the Sub-recipient knowingly employs unauthorized aliens, such violation will be cause for unilateral cancellation of this Agreement.

       
       

    8. Contract Work Hours and Safety Standards. Where applicable, all contracts funded under this Agreement in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5). Under 40 U.S.C. 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence.

       
       

    9. E-Verify. The Sub-recipient shall:

       
       

       1. Utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the Sub-recipient during the term of the Agreement; and

          
          

       2. Expressly require any contractors and subcontractors performing work or providing services pursuant to the Agreement to likewise utilize the U.S. Department of Homeland Security's E- Verify system to verify the employment eligibility of all new employees hired by the contractor or subcontractor during the Agreement term; and

          
          

       3. Adhere to requirements in section 448.095, Florida Statutes.

          
          

15. Indemnification and Insurance.

    
    

    1. Indemnification. It is specifically agreed between the Parties executing this Agreement that it is not intended by any of the provisions of any part of this Agreement to create in the public or any member thereof, a third-party beneficiary under this Agreement, or to authorize anyone not a party to this Agreement to maintain a suit for personal injuries or property damage pursuant to the terms or provisions of this Agreement. The Sub- recipient guarantees the payment of all just claims for materials, supplies, tools, or labor and other just claims against the Sub-recipient or any subcontractor, in connection with this Agreement. Additionally, to the extent permitted by law and as limited by and pursuant to the provisions of Section 768.28, Florida Statutes, the Sub- recipient shall indemnify, defend, and hold harmless the Department, including the Department’s officers and employees, from liabilities, damages, losses, and costs, including, but not limited to, reasonable attorney’s fees, to the extent caused by the negligence, recklessness, or intentional wrongful misconduct of the Sub-recipient and persons employed or utilized by the Sub-recipient in the performance of this Agreement. Nothing contained in this paragraph is intended to nor shall it constitute a waiver of the Department’s or Sub-recipient’s sovereign immunity, nor shall the same be construed to constitute agreement by Sub-recipient to indemnify the Department for the negligent acts or omissions of the Department, its officers, agents, or employees, or for the acts of third parties. This indemnification shall survive the termination of this Agreement.

       
       

    2. Sub-recipient Contracts. Sub-recipient agrees to include the following indemnification clause in all contracts with contractors, subcontractors, consultants, or subconsultants who perform work in connection with this Agreement (modified to appropriately identify the parties):

       
       

       “The Sub-recipient’s contractor/consultant shall indemnify, defend, and hold harmless the Sub-recipient and the State of Florida, Department of Transportation, including the Department’s officers and employees, from liabilities, damages, losses and costs, including, but not limited to, reasonable attorney’s fees, to the extent caused by the negligence, recklessness or intentional wrongful misconduct of the contractor/consultant and persons employed or utilized by the contractor/consultant in the performance of this Agreement.

       
       

       The foregoing indemnification shall not constitute a waiver of the Department’s or the Sub-recipient’s sovereign immunity. Nor shall the same be construed to constitute agreement by Sub-recipient’s contractor/subconsultant to indemnify the Sub-recipient for the negligent acts or omissions of the Sub-recipient, its officers, agents, or employees, or for the acts of third parties. Nor shall the same be construed to constitute agreement by Sub- recipient’s contractor/subconsultant to indemnify the Department for the negligent acts or omissions of the Department, its officers, agents, or employees, or for the acts of third parties.

       
       

       This indemnification shall survive the termination of this Agreement.”

       
       

    3. Workers’ Compensation. The Sub-recipient shall provide Workers’ Compensation Insurance in accordance with Florida’s Workers’ Compensation law for all employees. If contracting for any of the work, the Sub- recipient shall ensure that its contractors have Workers’ Compensation Insurance for their employees in accordance with Florida’s Workers’ Compensation law. If using “leased employees” or employees obtained through professional employer organizations (“PEO’s”), the Sub-recipient shall ensure that such employees are covered by Workers’ Compensation insurance through the PEO’s or other leasing entities. Ensure that any equipment rental agreements that include operators or other personnel who are employees of independent contractors, sole proprietorships or partners are covered by insurance required under Florida’s Workers' Compensation law.

       
       

    4. General Liability. If the Sub-recipient elects to self-perform the Project, and such self-performance is approved by the Department in accordance with the terms of this Agreement, the Sub-recipient may self-insure and proof of self-insurance shall be provided to the Department. If the Sub-recipient elects to hire a contractor or consultant to perform the Project, then the Sub-recipient shall, or cause its contractor or consultant to carry Commercial General Liability insurance providing continuous coverage for all work or operations performed under the Agreement. Such insurance shall be no more restrictive than that provided by the latest occurrence form edition of the standard Commercial General Liability Coverage Form (ISO Form CG 00 01) as filed for use in the State of Florida. Sub-recipient shall, or cause its contractor to cause the Department to be made an Additional Insured as to such insurance. Such coverage shall be on an “occurrence” basis and shall include Products/Completed Operations coverage. The coverage afforded to the Department as an Additional Insured shall be primary as to any other available insurance and shall not be more restrictive than the coverage afforded to the Named Insured. The limits of coverage shall not be less than $1,000,000 for each occurrence and not less than a $5,000,000 annual general aggregate, inclusive of amounts provided by an umbrella or excess policy. The limits of coverage described herein shall apply fully to the work or operations performed under the Agreement, and may not be shared with or diminished by claims unrelated to the Agreement. The policy/ies and coverage described herein may be subject to a deductible and such deductibles shall be paid by the Named Insured. No policy/ies or coverage described herein may contain or be subject to a Retention or a Self-Insured Retention unless the Sub-recipient is a state agency or subdivision of the State of Florida that elects to self-perform the Project. Prior to the execution of the Agreement, and at all renewal periods which occur prior to final acceptance of the work, the Department shall be provided with an ACORD Certificate of Liability Insurance reflecting the coverage described herein. The Department shall be notified in writing within ten days of any cancellation, notice of cancellation, lapse, renewal, or proposed change to any policy or coverage described herein. The Department’s approval or failure to disapprove any policy/ies, coverage, or ACORD Certificates shall not relieve or excuse any obligation to procure and maintain the insurance required herein, nor serve as a waiver of any rights or defenses the Department may have.

       
       

    5. Railroad Protective Liability.When the Agreement includes the construction of a railroad grade crossing, railroad overpass or underpass structure, or any other work or operations within the limits of the railroad

       
       

       right-of-way, including any encroachments thereon from work or operations in the vicinity of the railroad right-of- way, the Sub-recipient shall, or cause its contractor to, in addition to the insurance coverage required above, procure and maintain Railroad Protective Liability Coverage (ISO Form CG 00 35) where the railroad is the Named Insured and where the limits are not less than $2,000,000 combined single limit for bodily injury and/or property damage per occurrence, and with an annual aggregate limit of not less than $6,000,000. The railroad shall also be added along with the Department as an Additional Insured on the policy/ies procured pursuant to the paragraph above. Prior to the execution of the Agreement, and at all renewal periods which occur prior to final acceptance of the work, both the Department and the railroad shall be provided with an ACORD Certificate of Liability Insurance reflecting the coverage described herein. The insurance described herein shall be maintained through final acceptance of the work. Both the Department and the railroad shall be notified in writing within ten days of any cancellation, notice of cancellation, renewal, or proposed change to any policy or coverage described herein. The Department’s approval or failure to disapprove any policy/ies, coverage, or ACORD Certificates shall not relieve or excuse any obligation to procure and maintain the insurance required herein, nor serve as a waiver of any rights the Department may have.

       
       

    6. Utilities. When the Agreement involves work on or in the vicinity of utility-owned property or facilities, the utility shall be added along with the Department as an Additional Insured on the Commercial General Liability policy/ies procured above.

       
       

16. General Federal Requirements. The Sub-recipient acknowledges that federal grant requirements are subject to change and agrees that the most recent requirements shall govern its obligations under this Agreement at all times.

    
    

    1. Governing Regulations. In performing the Project, the Sub-recipient agrees to comply with all applicable requirements of 2 CFR Part 200, "Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards." If applicable to the award of funds to the Sub-recipient pursuant to this Agreement, the Sub-recipient will comply with all applicable requirements of the current Federal Transit Administration Master Agreement. The Sub-recipient certifies that its procurement system complies with the requirements of this paragraph. The Sub-recipient agrees to include adequate provisions to ensure compliance with applicable federal requirements in each lower tier third party contract financed in whole or in part with financial assistance under this Agreement including all applicable provisions of this Agreement.

       
       

    2. Equal Employment Opportunity. No person shall, on the grounds of race, color, religion, sex, handicap, or national origin, be excluded from participation in, be refused the benefits of, or be otherwise subjected to discrimination under this Agreement, or any project, program, or activity that receives or benefits from this Agreement. The Sub-recipient agrees to comply with Executive Order (E.O.) 11246, as amended by

       E.O. 11375, and as supplemented by 41 CFR, Part 60, herein incorporated by reference. The Equal Opportunity Clause contained in 41 CFR section 60-1.4 is included in this Agreement by reference.

       
       

       In connection with the carrying out of the Project, the Sub-recipient shall not discriminate against any employee or applicant for employment because of race, age, creed, color, sex or national origin and will comply with all Federal statutes and implementing regulations relating to nondiscrimination. The Sub-recipient will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, age, creed, color, 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 Sub-recipient shall insert the foregoing provision modified only to show the particular contractual relationship in all its contracts in connection with the development or operation of the Project, except contracts for standard commercial supplies or raw materials, and shall require all such contractors to insert a similar provision in all subcontracts, except subcontracts for standard commercial supplies or raw materials. When the Project involves installation, construction, demolition, removal, site improvement, or similar work, the Sub-recipient shall post, in conspicuous places available to employees and applicants for employment for Project work, notices to be provided by the Department setting forth the provisions of the nondiscrimination clause.

       
       

    3. Title VI - Civil Rights Act of 1964. Execution of this Agreement constitutes a certification that the Sub-recipient will comply with all the requirements imposed by Title VI of the Civil Rights Act of 1964 (42

       U.S.C. 2000d, et seq.), and the regulations of the federal government issued thereunder. The Sub-recipient shall include the attached Exhibit C, Title VI Assurances, in all contracts with consultants and contractors performing work on the Project.

       
       

    4. Title VIII - Civil Rights Act of 1968. Execution of this Agreement constitutes a certification that the Sub-recipient will comply with all the requirements imposed by Title VIII of the Civil Rights Act of 1968 (42

       U.S.C. 3601, et seq.), which among other things, prohibits discrimination in employment on the basis of race, color, national origin, creed, sex, and age.

       
       

    5. Americans with Disabilities Act of 1990 (ADA). Execution of this Agreement constitutes a certification that the Sub-recipient will comply with all the requirements imposed by the ADA (42 U.S.C. 12102, et seq.), the regulations of the federal government issued thereunder, and the assurance by the Sub-recipient pursuant thereto.

       
       

    6. Federal Financial Assistance Policy to Ban Text Messaging While Driving. As used in this paragraph:

       
       

       "Driving" - Means operating a motor vehicle on an active roadway with the motor running, including while temporarily stationary because of traffic, a traffic light, stop sign, or otherwise. Does not include operating a motor vehicle with or without the motor running when one has pulled over to the side of, or off, an active roadway and has halted in a location where one can safely remain stationary.

       
       

       "Text messaging" - means reading from or entering data into any handheld or other electronic device, including for the purpose of short message service texting, e-mailing, instant messaging, obtaining navigational information, or engaging in any other form of electronic data retrieval or electronic data communication. The term does not include glancing at or listening to a navigational device that is secured in a commercially designed holder affixed to the vehicle, provided that the destination and route are programmed into the device either before driving or while stopped in a location off the roadway where it is safe and legal to park.

       
       

       This section implements Executive Order 13513, Federal Leadership on Reducing Text Messaging while Driving, dated October 1, 2009.

       
       

       The Sub-recipient should -

       
       

       Adopt and enforce policies that ban text messaging while driving- (i) Sub-recipient-owned or -rented vehicles or government-owned vehicles; or (ii) Privately-owned vehicles when on official government business or when performing any work for or on behalf of the government.

       
       

       Conduct initiatives in a manner commensurate with the Sub-recipient’s size, such as- (i) Establishment of new rules and programs or re-evaluation of existing programs to prohibit text messaging while driving; and (ii) Education, awareness, and other outreach to employees about the safety risks associated with texting while driving.

       
       

       Sub-agreements/sub-contracts. The Sub-recipient shall insert the substance of this section, including this sentence, in all sub-agreement/subcontracts funded with the subaward provided under this Agreement that exceed the Federal Highway Administration micro-purchase threshold.

       
       

    7. Integrity Certification. By signing this Agreement, the Sub-recipient certifies that neither it nor its participants is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in this Agreement by any federal department or agency. This certification is a material representation of fact upon which the Department is relying in entering this Agreement. If it is later determined that the Sub-recipient knowingly rendered an erroneous certification, in addition to other remedies available to the federal government, the Department or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. The Sub-recipient shall provide to the Department immediate

       
       

       written notice if at any time the Sub-recipient learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances.

       
       

    8. Ownership of Data and Creative Material. The ownership of material, discoveries, inventions and results developed, produced, or discovered by this Agreement are governed by the terms of 2 CFR, Section 200.315, Intangible Property.

       
       

    9. Certification of Restrictions on Lobbying Disclosure. The Sub-recipient certifies to the best of its knowledge and belief that no federally-appropriated funds have been paid, or will be paid by or on behalf of the Sub- recipient, to any person or organization for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement.

       
       

       If any funds other than federally-appropriated funds have been paid by the Sub- recipient 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 this Agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure of Lobbying Activities," in accordance with its instructions.

       
       

       The Sub-recipient acknowledges that the certifications made in this section are material representations of fact upon which the Department is relying in entering into this Agreement.

       
       

       The Sub-recipient shall require that the language of this section be included in the award documents for all sub- awards at all tiers (including subcontracts, sub-grants, and contracts under grants, loans and cooperative agreements) and that all subrecipients shall certify and disclose accordingly.

       
       

    10. Buy America. The Sub-recipient agrees to comply and require its consultants and contractors to comply with all applicable standards, orders, and regulations issued pursuant to the Buy America Act regarding the use of steel and iron manufactured in the United States, in accordance with the Buy America provisions of 23 CFR 635.410, as amended. The Sub-recipient shall ensure that all manufacturing processes for this material occur in the United States.

        
        

    11. Federal Certification and Assurances; Execution and Incorporation. The Sub-recipient agrees to comply with and to certify compliance with all current federally required certifications and assurances for the grant program under which the federally funded subaward provided by this Agreement is made.

        
        

    12. Environmental Regulations. Execution of this Agreement constitutes a certification by the Sub- recipient that the Project will be carried out in accordance with all applicable environmental regulations including the securing of any applicable permits. The Sub-recipient will be solely responsible for any liability in the event of non-compliance with applicable environmental regulations, including the securing of any applicable permits, and will reimburse the Department for any loss incurred in connection therewith. Without limiting the generality of the foregoing, in connection with the Project, the Sub-recipient will not use any facilities that are in violation of the Clean Air Act or the Federal Water Pollution Control Act, will report the use of facilities placed on or likely to be placed on the U.S. EPA “List of Violating Facilities”, will report the use of prohibited facilities to the Federal Transit Administration and the Regional U.S. EPA Office, and shall comply with Section 306 of the Clean Air Act, as amended, 42 U.S.C. § 7606, and other requirements of the Clean Air Act, as amended, 42 U.S.C. §§ 7401 - 7671q, and the requirements of the Federal Water Pollution Control Act, as amended, 33 U.S.C. §§ 1251 – 1377.

        
        

    13. Performance Evaluations (2 CFR 200.331). Subrecipients are evaluated on a project-by-project basis. The evaluations provide information about oversight needs and provide input for the monitoring and risk process. Evaluations are submitted to the Sub-recipient’s person in responsible charge or designee as part of the Project closeout process. The Department provides the evaluation to the Sub-recipient no more than 30 days after project close out.

        
        

        
        

17. Miscellaneous Provisions.

    
    

    1. Compliance with Conditions and Laws. The Sub-recipient shall comply and require its contractors and subcontractors to comply with all terms and conditions of this Agreement and all federal, state, and local laws and regulations applicable to this Project.

       
       

    2. Compliance with Public Records Laws. The Sub-recipient agrees to comply with all provisions provided in Chapter 119 Florida Statutes. If the Sub-recipient receives a public records request concerning its work undertaken pursuant to this Agreement, the Sub-recipient must take appropriate action as required by Chapter 119, Florida Statutes. The Department reserves the right to unilaterally cancel this Agreement for refusal by the Sub-recipient, contractor, sub-contractor, or materials vendor to comply with the provisions of Chapter 119, Florida Statutes.

       
       

    3. Prohibited Interests. The Sub-recipient shall not enter into a contract or arrangement in connection with the Project or any property included or planned to be included in the Project, with any officer, director or employee of the Sub-recipient, or any business entity of which the officer, director or employee or the officer's, director’s or employee's spouse or child is an officer, partner, director, or proprietor or in which such officer, director or employee or the officer's, director’s or employee's spouse or child, or any combination of them, has a material interest.

       
       

       1. “Material Interest” means direct or indirect ownership of more than 5% of the total assets or capital stock of any business entity.

       2. The Sub-recipient shall not enter into any contract or arrangement in connection with the Project or any property included or planned to be included in the Project, with any person or entity who was represented before the Sub-recipient by any person who at any time during the immediately preceding two (2) years was an officer, director or employee of the Sub-recipient.

       3. The provisions of this subsection shall not be applicable to any agreement between the Sub-recipient and its fiscal depositories, any agreement for utility services the rates for which are fixed or controlled by the government, or any agreement between the Sub-recipient and an agency of state government.

       
       

    4. Interest of Members of, or Delegates to, Congress or Legislature. No member or delegate to the Congress of the United States, or the State of Florida legislature, shall be admitted to any share or part of the Agreement or any benefit arising therefrom.

       
       

    5. Department Not Obligated to Third Parties. The Department shall not be obligated or liable under this Agreement to any party other than the Sub-recipient. It is specifically agreed between the Parties executing this Agreement that it is not intended by any of the provisions of any part of this Agreement to create in the public or any member thereof, a third party beneficiary under this Agreement, or to authorize anyone not a party to this Agreement to maintain a suit for personal injuries or property damage pursuant to the terms or provisions of this Agreement.

       
       

    6. Relationship of Parties. The Sub-recipient, its employees, contractors, subcontractors, consultants, and subconsultants are not agents of the Department as a result of this Agreement.

       
       

    7. When Rights and Remedies Not Waived. In no event shall the making by the Department of any payment to the Sub-recipient constitute or be construed as a waiver by the Department of any breach of covenant or any default which may then exist, on the part of the Sub-recipient, and the making of such payment by the Department while any such breach or default shall exist shall in no way impair or prejudice any right or remedy available to the Department with respect to such breach or default.

       
       

    8. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida.

       
       

    9. Severability. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall be construed and enforced as if such invalid or unenforceable provision had not been contained in this Agreement, unless the omission of the invalid or unenforceable provision would cause this Agreement to violate any applicable law or fail its fundamental purpose.

       
       

       1. Bonus or Commission. By execution of the Agreement the Sub-recipient represents that it has not paid and, also, agrees not to pay, any bonus or commission for the purpose of obtaining an approval of its application for the financing hereunder.

          
          

       2. Notices. Any notice, demand, or request which is required to be given under this Agreement in writing shall be delivered to the following addresses:

          
          

          Contact Names and Addresses:

          

          

          Sub-recipient: Manatee County Port Authority Address: 300 Tampa Bay Way

          

          Palmetto, Florida 34221

          
          

          

          

          Contact Name: Deputy Executive Director Contact Telephone: (941) 713-3793

          

          
          

          

          Florida Department of Transportation Address: 14000 State Road 64 East

          

          Bradenton, Florida 34212-9263

          
          

          

          
          

          

          

          

          Contact Name: FDOT District 1 Seaport Coordinator Contact Telephone: (941) 708-4405

          
          

       3. Agreement Format. All words used in this Agreement in the singular form shall extend to and include the plural. All words used in the plural form shall extend to and include the singular. All words used in any gender shall extend to and include all genders.

          
          

       4. JURY TRIAL WAIVER. THE SUB-RECIPIENT AND THE DEPARTMENT HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVE TRIAL BY JURY IN ANY LEGAL ACTION OR PROCEEDING RELATING TO THIS AGREEMENT AND FOR ANY COUNTERCLAIM THEREIN.

          
          

       5. Execution of Agreement. This Agreement may be simultaneously executed in a minimum of two counterparts, each of which so executed shall be deemed to be an original, and such counterparts together shall constitute one in the same instrument.

          
          

       6. State Lobbying. No funds received pursuant to this Agreement may be expended for lobbying the Legislature, the judicial branch or a state agency.

          
          

       7. Inspector General Cooperation. The Parties agree to comply with Section 20.055(5), Florida Statutes, and to incorporate in all subcontracts the obligation to comply with Section 20.055(5), Florida Statutes.

          
          

       8. Agreement not Assignable. The Sub-recipient may not assign any of its rights or obligations under this Agreement.

          
          

       9. Amendments. This Agreement may not be amended, except by a writing signed by both Parties.

       
       

18. Exhibits.

Exhibits: The following Exhibits are attached and incorporated into this Agreement:

   X Exhibit A: Project Description and Responsibilities

   X Exhibit B: Schedule of Financial Assistance

   X Exhibit B2: Advance Payment Financial Provisions

   X Exhibit C: Title VI Assurances

   X Exhibit D: Sub-recipient Resolution

   X Exhibit E: Federal Financial Assistance (Single Audit Act)

   X Exhibit F: Project Invoice Form

   X Exhibit G: Program Guidelines

   X Exhibit H: Response Spending Plan

   X Exhibit I: Quarterly Project and Expenditure Report

   X Exhibit J: Contract Payment Requirements

           *Additional Exhibit(s)

* Indicates that the Exhibit is only attached and incorporated if applicable box is selected.

[signatures on following page]

IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year written above.

SUB-RECIPIENT Manatee County Port Authority STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION

Legal Review:

EXHIBIT A

Project Description and Responsibilities

1. Project Description (description of Sub-recipient’s project to provide context, description of project components funded via this Agreement (if not the entire project)):

   
   

   As described in Exhibit G, Program Guidelines, the Sub-recipient is part of a group that has experienced negative economic impacts after January 27, 2020 (i.e., the beginning of the COVID-19 public health emergency). This Agreement uses Coronavirus State and Local Fiscal Recovery Funds (SLFRF) to provide a substantial infusion of fiscal resources to immediately stabilize the Sub-recipient and provide working capital to lay the foundation for a strong and equitable recovery.

   
   

   Disbursement and documentation procedures are listed in Exhibit G, Program Guidelines.

   
   

2. Project Location (limits, city, county): Palmetto, Florida

   
   

3. Project Scope (allowable costs: describe project components, improvement type/service type, approximate timeline, project schedule, project size):

   
   

   Allowable costs are outlined in Exhibit G, Program Guidelines.

   
   

4. Deliverable(s): The project scope identifies the ultimate project deliverables. Deliverables for requisition, payment and invoice purposes will be the incremental progress made toward completion of project scope elements. Supporting documentation will be quantifiable, measurable, and verifiable, to allow for a determination of the amount of incremental progress that has been made, and provide evidence that the payment requested is commensurate with the accomplished incremental progress and costs incurred by the Sub-recipient.

   
   

5. Unallowable Costs (including but not limited to): Unallowable costs are outlined in Exhibit G, Program Guidelines. Additionally, travel cost are unallowable costs.

   
   

   EXHIBIT B

   
   

   Schedule of Financial Assistance

   
   

   FUNDS AWARDED TO THE SUB-RECIPIENT AND REQUIRED MATCHING FUNDS PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLOWING:

   
   

   1. Fund Type and Fiscal Year:

      
      

      Financial Management Number	Fund Type	FLAIR Category	State Fiscal Year	Object Code	CSFA/ CFDA Number	CSFA/CFDA Title or Funding Source Description	Funding Amount
      449496-1-84-01	ARPA	085152	2022	780003	21.027	Coronavirus State and Local Fiscal Recovery Funds	$4,885,564
      	Total Financial Assistance						$4,885,564

      
      

   2. Estimate of Project Costs:

BUDGET/COST ANALYSIS CERTIFICATION AS REQUIRED BY SECTION 216.3475, FLORIDA STATUTES:

I certify that the cost for each line item budget category (grant phase) has been evaluated and determined to be allowable, reasonable, and necessary as required by Section 216.3475, Florida Statutes. Documentation is on file evidencing the methodology used and the conclusions reached.

EXHIBIT B2

ADVANCE PAYMENT FINANCIAL PROVISIONS

If payments are authorized by the Chief Financial Officer of the State of Florida under Chapters 215 and 216, Florida Statutes or the Department’s Comptroller under Section 334.044(29), Florida Statutes:

1. The Department may advance an amount of $4,885,564.

   
   

2. The advance payment may not be released before the execution of this Agreement and/or before the fiscal year the project funding is in the Department’s Adopted Work Program.

   
   

3. The Sub-recipient will submit an invoice for the advanced amount.

   
   

4. The advanced amount, including interest earnings (if applicable), must be accounted for separately from other funds of the Sub-recipient.

   
   

5. The Sub-recipient shall invoice the Department no more than monthly for costs incurred. The amount advanced, plus interest earnings shall be deducted on the latter month’s invoices(s).

   
   

6. Any unexpended funds, including applicable interest, remaining at the conclusion/termination of the Agreement shall be returned to the Department within 40 days of the completion/termination of the project.

EXHIBIT C

TITLE VI ASSURANCES

1. Certification. Execution of this Contract constitutes a certification that the Consultant / Contractor will comply with all the requirements imposed by Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d, et seq.), and the regulations of the U.S. Department of the Treasury issued thereunder. The Consultant / Contractor shall include this Exhibit C, Title VI Assurances, in all contracts with sub- consultants and sub-contractors performing work on the Project.

   
   

2. Civil Rights Compliance. The Consultant / Contractor is a subrecipient of Federal financial assistance from the U.S. Department of the Treasury are required to meet legal requirements relating to nondiscrimination and nondiscriminatory use of Federal funds. Those requirements include ensuring that entities receiving Federal financial assistance from the Treasury do not deny benefits or services, or otherwise discriminate on the basis of race, color, national origin (including limited English proficiency), disability, age, or sex (including sexual orientation and gender identity), in accordance with the following authorities: Title VI of the Civil Rights Act of 1964 (Title VI) Public Law 88-352, 42 U.S.C. 2000d-1 et seq., and the Department's implementing regulations, 31 CFR part 22; Section 504 of the Rehabilitation Act of 1973 (Section 504), Public Law 93-112, as amended by Public Law 93-516, 29 U.S.C. 794; Title IX of the Education Amendments of 1972 (Title IX), 20 U.S.C. 1681 et seq., and the Department's implementing regulations, 31 CFR part 28; Age Discrimination Act of 1975, Public Law 94-135, 42 U.S.C. 6101 et seq., and the Department implementing regulations at 31 CFR part 23. In order to carry out its enforcement responsibilities under Title VI of the Civil Rights Act, Treasury will collect and review information from recipients to ascertain their compliance with the applicable requirements before and after providing financial assistance. Treasury’s implementing regulations, 31 CFR part 22, and the Department of Justice (DOJ) regulations, Coordination of Non-discrimination in Federally Assisted Programs, 28 CFR part 42, provide for the collection of data and information from recipients (see 28 CFR 42.406). Treasury may request that recipients submit data for post-award compliance reviews, including information such as a narrative describing their Title VI compliance status.

EXHIBIT D

SUB-RECIPIENT RESOLUTION

PLEASE SEE ATTACHED

EXHIBIT E

FEDERAL FINANCIAL ASSISTANCE (SINGLE AUDIT ACT)

FEDERAL RESOURCES AWARDED PURSUANT TO THIS AGREEMENT ARE AS FOLLOWS:

*The federal award amount may change with amendments.

**Research and Development as defined at §200.87, 2 CFR Part 200

FEDERAL RESOURCES AWARDED PURSUANT TO THIS AGREEMENT ARE SUBJECT TO THE FOLLOWING AUDIT REQUIREMENTS:

2 CFR Part 200 – Uniform Administrative Requirements, Cost Principles & Audit Requirements for Federal Awards www.ecfr.gov

FEDERAL RESOURCES AWARDED PURSUANT TO THIS AGREEMENT MAY ALSO BE SUBJECT TO THE FOLLOWING:

Title 23 – Highways, United States Code http://uscode.house.gov/browse.xhtml

Title 49 – Transportation, United States Code http://uscode.house.gov/browse.xhtml

MAP-21 – Moving Ahead for Progress in the 21st Century, P.L. 112-141 www.dot.gov/map21

Federal Highway Administration – Florida Division www.fhwa.dot.gov/fldiv

Federal Funding Accountability and Transparency Act (FFATA) Sub-award Reporting System (FSRS) www.fsrs.gov

EXHIBIT F PROJECT INVOICE FORM

Bill To:

Florida Department of Transportation

Note: The cost and amounts shown on this invoice form are reflective of the values shown in the Agreement, Exhibit “B”, Schedule of Financial Assistance.

SUB-RECIPIENT DESIGNATED REPRESENTATIVE

By signing this report, I certify to the best of my knowledge and belief that the report is true, complete, and accurate, and the expenditures, disbursements and cash receipts are for the purposes and objectives set forth in the terms and conditions of the Federal award. I am aware that any false, fictitious, or fraudulent information, or the omission of any material fact, may subject me to criminal, civil or administrative penalties for fraud, false statements, false claims or otherwise. (U.S. Code Title 18, Section 1001 and Title 31, Sections 3729–3730 and 3801–3812).

Sub-recipient Representative Printed Name * Title

Signature * Date

* Only the Seaport Sub-recipient or Designated Representative may sign this form. A non-seaport employee (e.g., consultant) cannot sign this form.

For information regarding this invoice, please contact (Name, Phone No.): Distribution: Project File

EXHIBIT G PROGRAM GUIDELINES

1. Goal. The American Rescue Plan Act (ARPA) provides a substantial infusion of resources to meet pandemic response needs and rebuild a stronger, more equitable economy as the country recovers.1

   
   

2. Mission. The Coronavirus State and Local Fiscal Recovery Funds (SLFRF) Program provides a substantial infusion of resources to communities working to turn the tide on the pandemic, address its economic fallout, and lay the foundation for a strong and equitable recovery.2

   
   

3. Purpose. To use Coronavirus SLFRF to respond to the negative economic impacts of the COVID-19 public health emergency, by providing a substantial infusion of fiscal resources to immediately stabilize sub-recipient Florida seaports for negative economic impacts experienced by those sub-recipients and provide working capital to lay the foundation for a strong and equitable national recovery.

   
   

4. Roles and responsibilities.

   
   

   1. Recipient. The State of Florida is the recipient of SLFRF Program funds.

      
      

   2. Sub-recipient. Florida’s Chief Financial Officer transfers SLFRF Program funds to the Florida Department of Transportation (Department), a sub-recipient.3

      
      

   3. Sub-recipient. The Department transfers SLFRF Program funds to fourteen (14) sub-recipient Florida seaports, members of a group, who experienced negative economic impacts after January 27, 2020.4

      
      

5. Pre-award data demonstrating negative economic impact and equitable response. Florida has fourteen

   (14) active deep-water seaports, with business operations that generate operating revenues and operating expenses. Interim Final Rule RIN 1505-AC77, published in the Federal Register on May 17, 2021, by the United States Department of Treasury, provides guidance and standardized methodology for the calculation of negative economic impacts. This standardized methodology includes four steps:

   
   

   1. Step 1. Identify revenues collected in the most recent full fiscal year prior to the public health emergency (i.e., last full fiscal year before January 27, 2020), called the base year revenue.

      
      

      1. End date of last full fiscal year before January 27, 2020 (month day, year): September 30, 2019

      2. Last full fiscal year (year): 2019

      3. Base Revenues collected in last full fiscal year (amount): See Table 1.

         
         

   2. Step 2. Estimate counterfactual revenue, which is equal to base year revenue * [(1 + growth adjustment)

      ^( n/12)], where n is the number of months elapsed since the end of the base year to the calculation date, and growth adjustment is the greater of 4.1 percent and the sub-recipient’s average annual revenue growth in the three full fiscal years prior to the COVID-19 public health emergency.

      
      

      

      1 U.S. Department of the Treasury. (05/17/2021). Interim Final Rule [IFR] RIN 1505-AC77, Coronavirus State and Local Fiscal Recovery Funds. Federal Register, Vol. 86, No. 93: p. 26787.

      2 U.S. Department of the Treasury. (2021). Recipient Compliance and Reporting Responsibilities (07/01/2021), https://home.treasury.gov/policy-issues/coronavirus/assistance-for-state-local-and-tribal-governments/state-and- local-fiscal-recovery-funds/recipient-compliance-and-reporting-responsibilities.

      3 Chapter 2021-36 Laws of Florida (Senate Bill No. 2500) authorizes the Chief Financial Officer and the Department to transfer SLFRF Program funds.

      4 U.S. Department of the Treasury. (06/24/2021). Coronavirus State and Local Fiscal Recovery Funds, Frequently Asked Questions. Section 2.17 states: “… the recipient need only demonstrate that the [entity] is within the population or group that experienced a negative economic impact. …” And, January 27, 2020, is the beginning of the federal COVID-19 public health emergency.

      
      

      
      

      1. Sub-recipient’s average annual revenue growth in the three full fiscal years prior to the public health emergency (i.e., last full fiscal year before January 27, 2020): See Table 2.

      2. Determine if sub-recipient’s average annual revenue growth is greater than 4.1 percent. Use the greater percentage to calculate counterfactual revenue: See Table 3.

      3. End of the base year (month day, year): September 30, 2019

      4. Calculation date (month day, year): December 31, 2020

      5. Number of months elapsed since the end of the base year to the calculation date (i.e., December 31, 2020): n = 15 months

      6. Calculate counterfactual revenue: Base Revenues * ((1+           % growth) ^ ( 15 / 12 )) = $           

         
         

   3. Step 3. Identify actual revenue, which equals revenues collected over the past twelve months (e.g., January 2020 to December 2020) as of the calculation date (i.e., December 31, 2020).

      
      

      1. Twelve-month collection period (month, year to month, year): January 2020 to December 2020

      2. Calculate actual revenues collected over the past twelve months as of the calculation date.

      3. Actual revenue collected during twelve-month period (amount): See Tables 4 and 5.

         
         

   4. Step 4. The extent of the reduction in revenue is equal to counterfactual revenue less actual revenue. If actual revenue exceeds counterfactual revenue, the extent of the reduction in revenue is set to zero for that calculation date.

      
      

      1. Counterfactual revenue (amount): See Tables 4, 5 and 6.

      2. Actual revenue collected during twelve-month period (amount): See Tables 4 and 5.

      3. Extent of the reduction in revenue (amount): See Tables 4, 5 and 6.

         
         

   5. Tables. The tables below contain the inputs and outputs outlined in United States Department of the Treasury’s standardized methodology for the calculation of negative economic impacts.

      
      

      Table 1. Base Business Revenues Collected in Last Full Fiscal Year

      
      

      District	Seaport	Base Revenues (Fiscal Year 2019)
      1	Manatee	$18,952,000
      2	Fernandina	$429,127
      2	Jaxport	$67,533,000
      3	Panama City	$14,417,784
      3	Pensacola	$2,400,834
      3	St. Joe	$93,993
      4	Everglades	$170,744,938
      4	Fort Pierce	$221,570
      4	Palm Beach	$18,382,377
      5	Canaveral	$106,511,432
      6	Miami	$165,591,730
      6	Key West	$5,981,425
      7	St. Pete	$293,823
      7	Tampa Bay	$65,161,830

      
      

      
      

      Table 2. Average Annual Business Revenue Growth

      
      

      District	Seaport	Growth 1 (2016 to 2017)	Growth 2 (2017 to 2018)	Growth 3 (2018 to 2019)	Average Annual Revenue Growth
      1	Manatee	14.90%	15.57%	19.44%	16.64%
      2	Fernandina	-11.78%	-73.56%	-0.80%	-28.72%
      2	Jaxport	-0.66%	15.32%	0.88%	5.18%
      3	Panama City	-4.41%	4.43%	-3.77%	-1.25%
      3	Pensacola	-34.20%	18.95%	90.60%	25.12%
      3	St. Joe*	100.00%	-27.33%	-13.89%	19.59%
      4	Everglades	-0.53%	3.87%	1.64%	1.66%
      4	Fort Pierce	0.00%	0.00%	132.74%	44.25%
      4	Palm Beach	3.16%	10.35%	-2.96%	3.52%
      5	Canaveral	9.13%	9.04%	4.72%	7.63%
      6	Miami	15.91%	-6.49%	6.20%	5.21%
      6	Key West	22.02%	22.33%	24.73%	23.03%
      7	St. Pete	-34.09%	191.19%	14.33%	57.14%
      7	Tampa Bay	9.27%	11.06%	9.11%	9.82%

      
      

      *Note: Port of Port St. Joe fiscal year 2016 reported revenues were a nominal $725.00, and fiscal year 2017 reported revenues were $150,197.00. Growth between 2016 and 2017 was set to 100%.

      
      

      Table 3. Comparison of Average Annual Business Revenue Growth to National Average Growth

      
      

      District	Seaport	Average Annual Business Revenue Growth	National Average Growth	Greater percentage
      1	Manatee	16.64%	4.1%	16.64%
      2	Fernandina	-28.72%	4.1%	4.1%
      2	Jaxport	5.18%	4.1%	5.18%
      3	Panama City	-1.25%	4.1%	4.1%
      3	Pensacola	25.12%	4.1%	25.12%
      3	St. Joe	19.59%	4.1%	19.59%
      4	Everglades	1.66%	4.1%	4.1%
      4	Fort Pierce	44.25%	4.1%	44.25%
      4	Palm Beach	3.52%	4.1%	4.1%

      
      

      5	Canaveral	7.63%	4.1%	7.63%
      6	Miami	5.21%	4.1%	5.21%
      6	Key West	23.03%	4.1%	23.03%
      7	St. Pete	57.14%	4.1%	57.14%
      7	Tampa Bay	9.82%	4.1%	9.82%

      
      

      
      

      Table 4. Extent of the Reduction in Business Revenue, National Average Growth

      
      

      District	Seaport	National Average Growth	Counterfactual Revenue, National Average Growth, Jan 1, 2020 thru Dec 31, 2020	12-month collection period (Jan 2020 to Dec 2020)	Extent of the Reduction in Business Revenue, National Average Growth*
      1	Manatee	4.1%	$19,928,217.73	$18,086,638	-$1,841,579.73
      2	Fernandina	4.1%	$451,231.34	$251,676	-$199,555.34
      2	Jaxport	4.1%	$71,011,625.59	$58,216,228	-$12,795,397.59
      3	Panama City	4.1%	$15,160,444.22	$15,625,479	$0
      3	Pensacola	4.1%	$2,524,500.99	$2,973,761	$0
      3	St. Joe	4.1%	$98,834.58	$2,240	-$96,594.58
      4	Everglades	4.1%	$179,540,011.68	$121,279,131	-$58,260,880.68
      4	Fort Pierce	4.1%	$232,982.74	$630,593	$0
      4	Palm Beach	4.1%	$19,329,253.45	$15,278,414	-$4,050,839.45
      5	Canaveral	4.1%	$111,997,837.06	$44,557,804	-$67,440,033.06
      6	Miami	4.1%	$174,121,361.88	$109,534,558	-$64,586,803.88
      6	Key West	4.1%	$6,289,528.27	$2,731,225	-$3,558,303.27
      7	St. Pete	4.1%	$308,957.83	$759,597	$0
      7	Tampa Bay	4.1%	$68,518,316.60	$53,132,186	-$15,386,130.60

      
      

      *Note: If actual revenue exceeds counterfactual revenue, the extent of the reduction in revenue is set to zero ($0).

      
      

      Table 5. Extent of the Reduction in Business Revenue, Average Annual Revenue Growth

      
      

      District	Seaport	Average Annual Revenue Growth	Counterfactual Revenue, Average Growth, Jan 1, 2020 thru Dec 31, 2020	12-month collection period (Jan 2020 to Dec 2020)	Extent of the Reduction in Business Revenue, Average Annual Revenue Growth*
      1	Manatee	16.64%	$22,972,202.02	$18,086,638	-$4,885,564.02
      2	Fernandina	-28.72%	$281,080.60	$251,676	-$29,404.60
      2	Jaxport	5.18%	$71,932,451.51	$58,216,228	-$13,716,223.51
      3	Panama City	-1.25%	$14,192,965.03	$15,625,479	$0

      
      

      3	Pensacola	25.12%	$3,176,933.87	$2,973,761	-$203,172.73
      3	St. Joe	19.59%	$117,553.76	$2,240	-$115,313.76
      4	Everglades	1.66%	$174,293,557.54	$121,279,131	-$53,014,426.54
      4	Fort Pierce	44.25%	$350,263.05	$630,593	$0
      4	Palm Beach	3.52%	$19,194,320.83	$15,278,414	-$3,915,906.83
      5	Canaveral	7.63%	$116,762,880.18	$44,557,804	-$72,205,076.18
      6	Miami	5.21%	$176,435,597.69	$109,534,558	-$66,901,039.69
      6	Key West	23.03%	$7,750,079.94	$2,731,225	-$5,018,854.94
      7	St. Pete	57.14%	$516,955.85	$759,597	$0
      7	Tampa Bay	9.82%	$73,253,074.84	$53,132,186	-$20,120,888.84

      
      

      *Note: If actual revenue exceeds counterfactual revenue, the extent of the reduction in revenue is set to zero ($0).

      
      

      Table 6. Extent of Reduction in Business Revenue, Comparison

      
      

      District	Seaport	Extent of the Reduction in Business Revenue, National Average Growth*	Extent of the Reduction in Business Revenue, Average Annual Revenue Growth*	Extent of the Reduction in Business Revenue*
      1	Manatee	-$1,841,579.73	-$4,885,564.02	-$4,885,564.02
      2	Fernandina	-$199,555.34	-$29,404.60	-$199,555.34
      2	Jaxport	-$12,795,397.59	-$13,716,223.51	-$13,716,223.51
      3	Panama City	$0	$0	$0
      3	Pensacola	$0	-$203,172.73	-$203,172.73
      3	St. Joe	-$96,594.58	-$115,313.76	-$115,313.76
      4	Everglades	-$58,260,880.68	-$53,014,426.54	-$58,260,880.68
      4	Fort Pierce	$0	$0	$0
      4	Palm Beach	-$4,050,839.45	-$3,915,906.83	-$4,050,839.45
      5	Canaveral	-$67,440,033.06	-$72,205,076.18	-$72,205,076.18
      6	Miami	-$64,586,803.88	-$66,901,039.69	-$66,901,039.69
      6	Key West	-$3,558,303.27	-$5,018,854.94	-$5,018,854.94
      7	St. Pete	$0	$0	$0
      7	Tampa Bay	-$15,386,130.60	-$20,120,888.84	-$20,120,888.84
      Total				-$245,677,409.13

      
      

      *Note: If actual revenue exceeds counterfactual revenue, the extent of the reduction in revenue is set to zero ($0).

      
      

      Table 7. Negative Economic Impact, January through December 2020

      
      

      District	Seaport	Negative Economic Impact
      1	Manatee	-$4,885,564.02
      2	Fernandina	-$199,555.34
      2	Jaxport	-$13,716,223.51
      3	Panama City	$0
      3	Pensacola	-$203,172.73
      3	St. Joe	-$115,313.76
      4	Everglades	-$58,260,880.68
      4	Fort Pierce	$0
      4	Palm Beach	-$4,050,839.45
      5	Canaveral	-$72,205,076.18
      6	Miami	-$66,901,039.69
      6	Key West	-$5,018,854.94
      7	St. Pete	$0
      7	Tampa Bay	-$20,120,888.84
      Total		-$245,677,409.13

      
      

   6. Equitable response, negative economic impact to Florida seaport communities. As outlined above, Florida’s fourteen (14) active deep-water seaports are members of a group, who experienced significant negative economic impacts after January 27, 2020. For the majority, the federal guidance and standardized methodology for the calculation of negative economic impacts illustrates the significant fiscal impact of the pandemic related economic fallout. For other seaports without directly quantifiable impacts, the economic fallout is more observable by impacts to the broader local and regional economies.

      
      

      As illustrated by Figure 1, Florida’s seaports are geographically disbursed, and all contribute to local and regional economies. As described below, stabilizing, and investing in Florida seaports will lay the foundation for a strong national recovery by catalyzing broader economic recovery and rebuilding. To catalyze a broader and more equitable response, minimum allocation amounts have been established, and listed in Table 8.

      
      

      Table 8. Sub-recipient Allocation Amount, Coronavirus State and Local Fiscal Recovery Funds

      
      

      District	Sub- recipient	Allocation Amount
      1	Manatee	$4,885,564
      2	Fernandina	$806,772
      2	Jaxport	$13,716,224
      3	Panama City	$806,772
      3	Pensacola	$806,772

      
      

      3	St. Joe	$806,772
      4	Everglades	$58,260,881
      4	Fort Pierce	$806,772
      4	Palm Beach	$4,050,839
      5	Canaveral	$72,205,076
      6	Miami	$66,901,040
      6	Key West	$5,018,855
      7	St. Pete	$806,772
      7	Tampa Bay	$20,120,889
      Total		$250,000,000

      
      

      
      

      Figure 1. Florida’s Active Deep-Water Seaports

      
      

      

      
      

6. Performance metric.

   
   

   1. Sub-recipient. Florida has fourteen (14) deep-water seaports, with business operations that generate operating revenues and operating expenses. As outlined in Section 5, Florida’s seaports are members of a group, who experienced negative economic impacts after January 27, 2020.

      
      

   2. Problem. Since the first case of coronavirus disease 2019 (COVID–19) was discovered in the United States in January 2020, the disease has infected over 32 million and killed over 575,000 Americans.5 As global social distancing became a necessity, transportation sharply reduced, including the movement of cargo and passengers at both domestic and international seaports. Florida seaports have been affected by required closures and resulting economic fallout both domestically and internationally.

      
      

      Florida seaports have business operations that generate operating revenues and operating expenses. Business revenues are tied to the movement of passengers, cargo, customer service fees, and customer lease agreements. Domestically, from March 2020 through June 2021, business revenues from the movement of passengers declined nearly -100.0% for some seaports. For calendar year 2020, Florida saw a -39.3% drop in visitors (or -51.669 million fewer) compared to the prior year, which significantly reduced demand for cargo imports from Florida seaports.6 Internationally, world travel to Atlantic, Caribbean, Gulf of Mexico and Latin American destinations also declined sharply, which reduced demand for cargo originating from Florida seaports.

      
      

      As of July 2021, required full closures for some seaport activities lasted from March 2020 through June 2021 (15 months of negative economic impacts), with partial reopening occurring in late-June 2021. As outlined in Table 7, for the period of January 2020 through December 2020, the total negative economic harm experienced by Florida seaports exceeds $245.6 million dollars.

      
      

   3. Immediate effects of the problem and how the effects may manifest over time. Florida’s seaports are economic engines for the United States economy that create primary, secondary and tertiary economic activities throughout the nation. In Florida alone, seaports have a $117.6 billion positive economic impact and account for more than 900,000 direct and indirect jobs.

      
      

      Florida seaports have business operations that generate operating revenues. The overwhelming majority of operating revenues are utilized for the expansion or upgrading of tourism, transportation, and hospitality facilities. New seaport facilities often last for 30 or more years, and result in multi-generational impacts for Americans. For every $1.00 dollar invested in Florida seaports, there is nearly a $7.00 dollar return on investment (or 7:1 ROI) to the United States economy.

      
      

      As described above, Florida seaports business operations have been affected by required closures and resulting economic fallout both domestically and internationally, which has resulted in economic harms arising from reductions in operating revenues. Immediate effects of the economic harm resulted in delaying expansion or upgrading projects, delaying non-critical maintenance, and reducing work forces.

      
      

      In general, in early calendar year 2020, the world was uncertain how long the pandemic and related social distancing would continue. By the end of March 2020, Florida seaports were developing business operation scenarios based on projected reopening and recovery timeframes. A range of projections had reopening occurring in July 2020, while more conservative projections planned for twelve months (through February 2021) of required closures. As of July 2021, required full closures for some seaport activities lasted from March 2020 through June 2021 (15 months of negative economic impacts), with partial reopening occurring in late-June 2021.

      
      

      Generally, in order to cut business expenses, seaports first delayed expansion or upgrading projects that were not already under contract. As described above, seaport investments have a significant (7:1 ROI) and

      
      

      

      5 U.S. Department of the Treasury, supra note 1, p. 26786.

      6 Visit Florida. (2021). Florida Visitor Estimates (07/09/2021), https://www.visitflorida.org/resources/research/.

      
      

      long-term (≥30 year) positive impact on the United States economy. Delaying a project for a year, is a year that the United States economy does not benefit from the multiplied (7x) positive economic impacts of a given project. Despite sharply declining business revenues and uncertainties in future business cash flow, some expansion or upgrading projects continued, some of which were goodwill projects to keep the economy of the United States moving forward. These continuing projects have further eaten away any business operating revenues and the long-term fiscal ability of seaports to recover.

      
      

      Early on, seaports remained hopeful that business would return to normal, keeping full payrolls of staff ready for their doors to reopen to returning customers. In addition, the seaport industry is complex, and training staff for most entry-level positions takes an average of six to nine months. In other words, if a new business owner wanted to open their doors to customers, at a minimum, they would need to hire and train entry-level staff during the preceding six months leading up to the first day of customer service delivery.

      
      

      Delaying maintenance of seaport facilities located in a corrosive saltwater environment, manifests over time in terms of both costs and duration of time a facility may need to be taken out of service to customers. Long- term increased maintenance costs reduce funding available to complete other business investments, which reduces overall economic activity. Increasing the duration of time in which a facility is out of service reduces the national economic activity associated with the facility being in service.

      
      

      Despite the economic fallout from the pandemic and documented economic harms Florida seaports have experienced, Florida seaports have continued to contribute to the national economy by maintaining primary jobs, creating secondary jobs across their regions, and keeping their doors open to a significantly reduced customer base. They have also continued to complete critical maintenance projects to prevent facilities from failing pre-maturely and to maintain readiness for returning customers once the nation reopened. These investments in the United States economy have resulted in ‘bleeding’ of business expenses during a period of significant reductions in customers and resulting significant declines in business revenues.

      
      

      Finally, as described above, Florida’s seaports are economic engines for the United States economy. Stabilizing Florida seaports is a critical need for the United States and will lay the foundation for a strong national recovery by catalyzing broader economic recovery and rebuilding. Because of their significant economic impact, delaying recovery of Florida seaports will manifest over time as delayed national recovery.

      
      

   4. Use of funding. To use SLFRF Program funds to provide a substantial infusion of fiscal resources to immediately stabilize sub-recipients for economic harms experienced by those sub-recipients and provide working capital to lay the foundation for a strong and equitable recovery.

      
      

   5. How the use addresses the need or responds to the identified need. Sub-recipient seaports have experienced significant economic harms due to the pandemic and need to be immediately stabilized with a substantial infusion of fiscal resources. The Department will address the identified need by providing a substantial infusion of fiscal resources to immediately stabilize sub-recipients and provide working capital to lay the foundation for a strong and equitable recovery.

      
      

   6. Evidenced-based intervention. SLFRF Program funds will be used as an intervention to provide a substantial infusion of fiscal resources. Evaluation of program outcomes will use preliminary evidence via tracking program sub-recipient statistics and measuring sub-recipient responses at the end of the program. Sub-recipient statistics will be collected for sub-recipient fiscal years 2016 through 2019, which includes the most recent full fiscal year prior to the public health emergency (i.e., last full fiscal year before January 27, 2020), to establish a performance baseline and pre-pandemic trend. Statistics will be collected annually for sub-recipient fiscal years 2020 through 2026, to monitor annual progress and measure sub-recipient responses at the end of the program. Variables that will be collected, monitored and used to measure sub- recipient responses at the end of the program, include: direct jobs, operating revenues, operating expenses, total cargo tonnage, and total passenger movements. Table 9 illustrates how data will be collected to evaluate program outcomes. Sub-recipients will report data in their respective Quarterly Project and Expenditure Reports.

      
      

      
      

      Table 9. Variables Collected to Measure Sub-recipient Responses

      
      

      Sub-recipient Fiscal Year	Direct Jobs	Operating Revenues	Operating Expenses	Total Cargo Tonnage	Total Passenger Movements
      2016
      2017
      2018
      2019
      2020
      2021
      2022
      2023
      2024
      2025
      2026

      
      

7. Allowable and unallowable cost. The Interim Final Rule (IFR) RIN 1505-AC77, published in the Federal Register on May 17, 2021, by the United States Department of Treasury, provides examples of allowable and unallowable uses of fiscal recovery funds.7

   
   

   1. Allowable costs. Example eligible uses that are applicable to sub-recipients, are grouped into categories and listed in Table 10. Allowable costs do not have to be COVID-19 related; however, sub-recipients will have to report how SLFRF Program funds are used to respond to negative economic impacts or lay the foundation for a strong and equitable recovery.

      
      

      Table 10. Allowable Costs

      
      

      Category	Description	Source
      Job Training	Job training to accelerate rehiring of unemployed workers.	IFR 26794
      Cash Transfers to Employees	A cash transfer program may focus on unemployed workers or low- and moderate-income families, which have faced disproportionate economic harms due to the pandemic. Cash transfers must be reasonably proportional to the negative economic impact they are intended to address.	IFR 26794
      Survivor Benefits	Survivor’s benefits to surviving family members of COVID–19 victims, or cash assistance to widows, widowers, and dependents of eligible COVID–19 victims.	IFR 26794

      
      

      

      7 Title 2 Code of Federal Regulations, Sections 200.420 - 200.476, list General Provisions for Selected Items of Cost, including allowable and unallowable costs. For example, Section 200.423 explicitly states: Costs of alcoholic beverages are unallowable.

      
      

      Operating Expenses	Payroll and benefits expenses, costs to retain employees, mortgage, rent, utilities expenses, and other operating expenses (e.g., maintenance of infrastructure, modernization of cybersecurity (hardware, software), environmental remediation, educational services, and provision safety services).	IFR 26794, 26795 and 26801
      Biological Incident, Physical and Operational Changes	Costs to implement biological prevention or mitigation tactics, such as physical plant changes to enable social distancing, enhanced cleaning efforts, barriers or partitions.	IFR 26789 and 26790
      Vaccination, Testing and Tracing	COVID–19 vaccination, testing, or contact tracing programs.	IFR 26790, 26795 and 26821
      Business Planning	Technical assistance, counseling, or other services to assist with business planning needs.	IFR 26795
      Rehiring Cost	Including payroll, covered benefits, and other costs associated with rehiring staff, up to the pre-pandemic staffing level.	IFR 26795
      Personal Protective Equipment	Provision of masks or personal protective equipment.	IFR 26789, 26795 and 26821
      Reopening Plans	Consultation with infection prevention professionals to develop safe reopening plans.	IFR 26795
      Capital Expenditures (Facility Expansions or Upgrades)	Expansion or upgrade (maintenance of infrastructure) of tourism, transportation, and hospitality facilities.	IFR 26795 and 26801

      
      

      
      

   2. Unallowable costs. The Interim Final Rule (IFR) RIN 1505-AC77, published in the Federal Register on May 17, 2021, by the United States Department of Treasury, specifically list major types of unallowable cost which are referenced in Table 11. In addition, allowable cost that have previously been reimbursed or subsidized from other non-subrecipient sources are unallowable costs.

      
      

      Table 11. Unallowable Costs

      
      

      Category	Description	Source
      Reserves	Direct contributions to rainy day funds and similar financial reserves.	IFR 26796 and 26801
      Debt Service	Payment of interest or principal on outstanding debt instruments, including, for example, short-term revenue or tax anticipation notes, or other debt service costs incurred prior to March 3, 2021.	IFR 26796 and 26801
      Non-federal match	Funds are subject to pre-existing limitations provided in other Federal statutes and regulations and may not be used as non-Federal match for other Federal programs whose statute or regulations bar the use of Federal funds to meet matching requirements.	IFR 26811

      
      

8. Disbursement and documentation procedures. Due to documented economic harms experienced by sub- recipients, sub-recipients lack sufficient working capital, and therefore, substantial infusion of fiscal resources

   
   

   will occur as cash transfers on a working capital advance basis (i.e., Advance Payment(s)).8 Total cash transfers to each sub-recipient will be equal to or less than the Maximum Federal Financial Assistance amount, listed in Exhibit B, Schedule of Financial Assistance.

   
   

   1. Grant agreement. The Department enters into grant agreements with each of the fourteen (14) individual sub-recipient seaports.

      
      

   2. Response spending plan. Prior to submitting a first invoice, sub-recipients must utilize the template included in Exhibit H, Response Spending Plan, to develop and submit a response spending plan to the Department. The response spending plan will outline how SLFRF Program funds disbursed through a first invoice will be used to respond to negative economic impacts and lay the foundation for a strong and equitable recovery.

      
      

   3. First invoice. Sub-recipients will use Exhibit F, Project Invoice Form, to submit invoices. For the first invoice, sub-recipients may invoice the Department for an amount equal to or less than 50% of the respective amount listed in Exhibit B, Schedule of Financial Assistance.9 The first invoice amount must also be equal to or less than the allowable costs incurred on or after March 3, 2021, through the invoice date. The first invoice amount must also be equal to or less than the planned allowable expenditures for 90 days after the invoice date (i.e., 90-days of working capital). The first invoice amount must also be equal to or less than the total amount listed in an approved response spending plan.

      
      

   4. Transfer and deposit. Funds are disbursed as advance payments to sub-recipient. Sub-recipients deposit funds into a dedicated (i.e., non-comingling), interest generating account.10

      
      

   5. Package of supporting documentation. On or within 90 days of the first or most recent invoice disbursement date, sub-recipients submit an electronic supporting documentation package to the Department.11

      
      

      1. Cover sheet. The package will contain a cover sheet, which lists allowable costs by category (see Table 10) incurred on or after March 3, 2021.12 The cover sheet will itemize allowable costs by category and calculate a total allowable cost. The sub-recipient will report, and list interest earned as of the documentation date and subtract this amount from the total allowable cost to establish a grand total. The sub-recipient will then list the balance of SLFRF held in the interest generating account and subtract the grand total of allowable costs incurred, to establish a reported SLFRF remaining balance. If the grand total of allowable costs incurred exceeds the balance of transferred SLFRF funds, this should be represented and reported as a negative SLFRF remaining balance.

      2. Package. The cover sheet will be followed by a current bank statement for the interest generating account and detailed documentation to support the allowable costs reported in the cover sheet. The package will include one or more tables which list and summarize expenditures (i.e., invoice or purchase order number and date; vendor name; service dates; dollar amount) in the order the supporting documentation appears in the package.13 The package must include tabs and organize supporting

         
         

         

         8 See 2 CFR § 200.305(b)(4). Determination: The pass-through entity has determined that reimbursement is not feasible because the non-Federal entity lacks sufficient working capital, and therefore the pass-through entity may provide cash on a working capital advance basis.

         9 Per U.S. Department of the Treasury SLFRF transfer methodology, “substantial infusion” of fiscal resources has occurred as Tranches (e.g., 50% of the recipient’s allocated amount).

         10 Note: Subsequent transfers must be placed into the same dedicated sub-recipient account.

         11 Note: Disbursement dates are listed on Florida Department of Financial Services' Florida Accountability Contract Tracking System (FACTS), available on the web at: https://facts.fldfs.com/

         12 Note: For subsequent packages (i.e., second package and beyond) sub-recipients will not include cost or supporting documentation which have been included or documented in previous packages.

         13 Note: Expenditure summary tables should allow the Department to conduct an expedited review of included supporting documentation.

         
         

         documentation by allowable costs category. The final tab and component of the package is an updated response spending plan.

      3. Response spending plan. If an SLFRF remaining balance is reported, the Sub-recipient describes in detail and supported by an itemization of allowable costs by category, how the remaining balance will be spent down to achieve a zero balance within 90 days of the supporting documentation package submittal date. The itemization of anticipated allowable costs by category may exceed the reported SLFRF remaining balance. The response spending plan must be reasonable and achievable.

      4. Transferring funds from account. On or after the supporting documentation package submittal date, the Sub-recipient may transfer from the interest generating account: the reported interest earned, and the reported grand total of allowable costs incurred. The Sub-recipient does not need approval from the Department to transfer funds.

         
         

   6. Subsequent invoice(s). On or after the most recently submitted documentation package submittal date, Sub-recipients may submit an invoice to the Department once either of the following criteria have been met:

      
      

      1. Exhausted all previously advanced funds. The Sub-recipient has exhausted (or spent down) previously advanced SLFRF funds. For administrative convenance, the Department will consider previously advanced SLFRF funds to be exhausted, if the SLFRF remaining balance reported is equal to or less than reported interest earned during the covered period. If applicable, the invoice amount must first include an amount equal to the negative SLFRF remaining balance reported and documented in the most recently submitted package of supporting documentation. Since supporting documentation has already been submitted for this amount, this amount should be clearly demarcated separately in the invoice package as “Previously Incurred Cost.”

         
         

         The sub-recipients may also invoice an amount equal to or less than 50% of the respective amount listed in Exhibit B, Schedule of Financial Assistance. This amount must also be equal to or less than the value of any additional previous cost incurred, and the anticipated allowable cost for 90 days following the invoice date and supported by an updated response spending plan. The response spending plan must be approved by the Department prior to disbursement of funds.

         
         

      2. Cost reimbursement. The response spending plan must be reasonable and achievable. If the Sub- recipient does not achieve a previously submitted and approved response spending plan, through the spend-down of advanced funding, the Sub-recipient will not be eligible to submit subsequent invoices for advance payment (i.e., 90-days of working capital), and subsequent invoices will only be compensated on a cost-reimbursement basis. The response spending plan is also not considered to be achieved if the Sub-recipient does not submit a supporting documentation package on or within 90 days of the most recent advance payment invoice disbursement date.

         
         

         If an SLFRF remaining balance is reported in the most recently submitted package of supporting documentation, the sub-recipient prepared a response spending plan and described in detail how the remaining balance will be spent down to achieve a zero balance within 90 days of the supporting documentation package submittal date. Once cost have been incurred, the sub-recipient may submit a cost-reimbursement invoice to Department.

         
         

         Cost reimbursement invoice packages must be accompanied with a corresponding response spending plan and supporting documentation. Section 215.422(1), F.S., allows 5 working days for the approval and inspection of goods and services unless the bid specifications, purchase orders, or contracts specifies otherwise. The Agreement extends this timeline by specifying that the inspection or verification and approval of deliverables shall take no longer than 20 days from the Department’s receipt of an invoice.

         
         

9. Supporting documentation. Supporting documentation must conform to Florida Department of Financial Services, Reference Guide for State Expenditures.14 Supporting documentation shall be submitted for each amount being claimed and indicate that the item has been paid. Check numbers may be provided in lieu of copies of actual checks. Each piece of documentation should clearly reflect the dates of service.

   
   

10. Quarterly and annual reporting. Sub-recipients will comply with all sub-recipient reporting requirements, as outlined in this Agreement, and more broadly outlined in U.S. Department of the Treasury’s Compliance and Reporting Guidance, first published June 17, 2021, and as amended. Required reporting items are listed in Exhibit I, Quarterly Project and Expenditure Report. Reporting format may change as the State of Florida implements statewide-wide reporting. Quarterly reports are due on or before the due dates listed in Table 12. The State of Florida is responsible for collating reporting information for all sub-awards of SLFRF Program funds and reporting collated information to the federal government approximately 15 days following the dates listed in Table 12 (e.g., Florida’s due date for the 3rd Quarter of 2021 is October 31, 2021). Therefore, timely submittal of sub-recipients’ reports to the Department is critical.