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1388 Middlesex Corp. WO# SG-6STRR-TMCI fi M1IIIYi �cU°s�R PURCHASING DEPARTMENT T RANSMITTAL MEMORANDUM To: City Clerk 13 �8 RE: Sanford Gasification 6 Street Rd Rehab Work Order no. SG- 6STRR -TMC $80,000 The item(s) noted below is /are attached and forwarded to your office for the following action(s): Development Order Final Plat (original mylars) Letter of Credit Maintenance Bond Ordinance Performance Bond Resolution Once completed, please: ❑ Return original ❑ Return copy El Special Instructions: PAR, �I �I Mayor's signature Recording Rendering Safe keeping (Vault) Payment Bond City Manager Signature City Clerk Signature Please advise if you have any questions regarding the above. Thank you... From 5/3 ; Date TADept_forms \City Clerk Transmittal Memo - 2009.doc EXHIBIT A WORK ORDER FORM Work Order Number SG- 6STRR -TMC CITY OF SANFORD FLORIDA Master Agreement/Contract Number:SC Piggyback IFB- 600562 -09 /GMG Dated: 4/23/09 Contract/Project Title Sanford Gasification 6th Street Road Rehabilitation Solicitation No: I Sanford Project No. RS0710 Purchase Order No. Consultant/Contractor: The Middlesex Corporation. Consultant/Contractor's Business Address, Phone Number, Fax Number and E -mail Address 10801 Cosmonaut Blvd., Orlando, FI 32824 Ph. 407.206.0077 Fax 407.206.3559 ATTACHMENTS TO THIS WORK ORDER METHOD OF COMPENSATION DRAWINGS /PLANS /SPECIFICATIONS IFIXED FEE BASIS SCOPE OF SERVICES TIME BASIS -NOT TO EXCEED AMOUNT SPECIAL CONDITIONS TIME BASIS - LIMITATION OF FUNDS PRICING IINFORMATION X UNIT PRICE BASIS -NOT TO EXCEED AMOUNT WO TERMS AND CONDITIONS TIME FOR COMPLETION: 200 Days of the effective date of this Work Order Effective date- this Work Order: Date of Execution by City Time for completion: The services to be provided by the Consultant/Contractor shall commence upon execution of this Work Order by the parties and shall be completed within the time frame indicated above. Failure to meet the stated completion requirement may be grounds for termination for default. Work Order Amount: Dollars Expressed in Numbers: $ 80,000 Dollar Amount Written Out: Eighty Thousand ---------------------------------- - ------------------------- — ------- -- -00 /xx In Witness Where of, the parties hereto have made and executed this Work Order on, t? ( 1011 UZI- respective dates under each signature: The City through its City Commission taking action on 3/2 N and the Consultant/Contractor by and through its duly authorized corporate o cer having the full and complete authority to execute same. CONSULTANT /CONTRACT ATTEST: EX CU 10 14�3 S g ature, Corp&Ate Officer Signature, Corporate President Vj lereira Alfred S. Apo, n s President SE Robert W. 11, President & COO Corporate Officer Printed Name Title an d Date Corporate President, Prinked Name and Date CITY OF SANFORD ignatu , Purchasing Manager Bill Smith 4/26/ Purchasing Manager, Pdn d 14ame and Date Signature, Oty Clerk gnatur , Mayor T. city Clerk, Pri d Name qhd Date - Ma or, Printed Name and Dat - - /1 Revised: 1 -6 -2011 ORIGINAL DATE: 04/26/11 PURCHASE ORDER PO NUMBER 032443 PURCHASING OFFICE: 407.688.5030 ACCOUNTS PAYABLE: 407.688.5020 FACSIMILE: 407.688.5021 CITY OF SANFORD P.O. BOX 1788 (300 NORTH PARK AVENUE) SANFORD, FLORIDA 32772 FLORIDA TAX EXEMPT NO.: 85801 2621681 C -8 SUBMIT INVOICES TO: ACCOUNTS PAYABLE FINANCE DEPT. P.O. BOX 1788 SANFORD, FL 32772 VENDOR NO.: 11627 TO: THE MIDDLESEX CORP., 10801 COSMONAUT BLVD ORLANDO, FL 32824 SHIP TO: CITY OF SANFORD 300 N. PARK AVENUE SANFORD, FL 32771 DELIVER BY TERMS F.O.B. DESTINATION BID OR QUOTATION NO. REQUISITION NO. UNLESS OTHERWISE INDICATED 09/30/11 NET /30 62714 ACCOUNT NO.: 136-4047-541.63-87 PROJECT NO.: RS 0 7 10 NO DEVIATION FROM THIS PURCHASE ORDER WILL BE ALLOWED UNLESS AUTHORIZED BY THE PURCHASING MANAGER - CITY OF SANFORD ITEM NO. DESCRIPTION QUANTITY UNIT OF ISSUE UNIT COST EXTENDED COST 1 IN PLACE ASPHALT SERVICES 80000.00 NA 1.00 80000.00 SUB TOTAL 80000.00 TOTAL 80000.00 APPROVED B PURCHASING AGENT APPROVED BY:� CITY M GER ALL PACKAGES AND INVOICES ASSOCIATED WITH THIS P.O. MUST BEAR THIS PURCHASE ORDER NUMBER. THE VENDOR IS RESPONSIBLE TO CAREFULLY READ AND COMPLY WITH ALL OF THE STANDARD TERMS AND CONDITIONS PROVIDED ON THE REVERSE SIDE OF THIS PURCHASE ORDER AND AT HTTP: //WWW.SANFORDFL.GOV/ DEPARTMENTS /PURCHASE/TERMS.HTML COPIES TO: VENDOR ORIGINATING DEPARTMENT PURCHASING PURCHASE ORDER TERMS AND CONDITIONS 1. By accepting this Purchase Order (PO) the Vendor accepts all of the Terms and Conditions included herein. The Buyer is the City of Sanford, Florida, hereinafter referred to as the "City ". The term "City" is used in a broad sense to include its employees, directors, officers, agents, volunteers, etc. 2. All information referenced is hereby incorporated into the PO. These Terms and Conditions may be varied only by written amendment signed by the parties. All modifications in performance, including but not limited to, extensions of time, renewal, or substitution are void absent dually signed amendment by the parties. Time is of the essence of the lawful performance of the duties and obligations contained in the Purchase Order. The Vendor agrees that Vendor shall diligently and expeditiously pursue Vendor's obligations. 3. Cancellation rights reserved by the City. The City may cancel this PO in whole or in part at any time for default by written notice to the Vendor. The City shall have no liability to the Vendor beyond payment of any balance owing for Material purchased hereunder and delivered to and accepted by the City prior to the Vendor's receipt of the notice of termination. 4. Terms of shipping are F.O.B. the City's delivery location unless otherwise noted within the terms of this PO. Regardless of the indicated F.O.B. point, the City does not accept title until the delivery is acknowledged by an authorized City representative" 5. Prices stated on this PO are firm, all inclusive and consistent with applicable negotiations, bid(s) and /or quotations. The City is exempt from the Florida Sales and Use Tax and will furnish the Vendor with proof of tax exemption upon request. Extra charges for any purpose will not be allowed unless explicitly indicated on the PO. This order is hereby cancelled, if pricing is omitted. 6. The Vendor warrants that any material or equipment supplied hereunder is new, unused condition and free from defects in title, workmanship, defects in design and in full compliance with the specifications defined by the City in the order. The goods or services furnished under this PO are covered by commercial warranties for such goods or services and that the rights and remedies provided therein are in addition to and do not limit those available to the City. A copy of these warranties and all applicable manufacturers' warranties shall be furnished at the time of delivery. 7. The City reserves the right to conduct any inspection or investigation to verify compliance of the goods and /or services with the requirements of this purchase order and to reject any delivery not in compliance If any deficiency is not visible at the time of delivery the City reserves the right to take and /or require appropriate corrective action upon the discovery of any deficiency, non - compliance, or defect 8. All tools or property furnished to the Vendor by the City shall remain the property of the City, be subject to removal upon the City's demand, be used only on behalf of the City, be maintained in good order, and be clearly identified as property of the City. The Vendor assumes any and all liability of whatsoever type or nature for loss or damage to such property. 9. The Vendor agrees to comply with all Federal, State of Florida, Seminole County, City laws, ordinances, regulations, authority and codes and authority having jurisdiction over the purchase. 10. To the fullest extent permitted by law, the Vendor shall indemnify, hold harmless and defend the City, its agents, servants, officers, officials and employees, or any of them, from and against any and all claims, damages, losses, and expenses including, but not limited to, attorney's fees and other legal costs such as those for paralegal, investigative, and legal support services, and the actual costs incurred for expert witness testimony, arising out of or resulting from the performance or provision of services required under this Agreement, provided that same is caused in whole or in part by the error, omission, act, failure to act, breach of contract obligation, malfeasance, officers, officials, employees, or agents. Additionally, the Vendor accepts responsibility for all damages resulting in any way related to the procurement and delivery of goods or services contemplated in this purchase order. Nothing herein shall be deemed to affect the rights, privileges, and immunities of the City as set forth in Section 768.28, Florida Statutes. 11. The Vendor shall not assign this PO, any rights under this PO or any monies due or to become due hereunder nor delegate or subcontract any obligations or work hereunder without the prior written consent of the City. 12. The Vendor shall not disclose the existence of this PO without prior written consent of the City except as may be required to perform this PO. 13. All Material purchased hereunder must be packaged to ensure its security and delivery in accordance with the City's shipping and packaging specification and good commercial practice. Each package shall be labeled indicating the addressee of each package or shipment and the applicable PO number. All shipments shall comply with HAZMAT requirements including, but not limited to, (DOT) regulations published in 49CFR 1399, OSHA regulations 29 CFR 4999. 14. The Vendor shall perform the obligations of this PO as an independent contractor and under no circumstances shall it be considered as agent or employee of the City. 15. The Vendor ensures that its personnel shall comply with reasonable conduct guidelines and City policies and procedures. 16. After each delivery, the Vendor shall provide to the "bill to address" an original, "proper invoice" (single copy) which includes: a) Vendor's name(dba), telephone number, mailing address; b) City's P.O. Number; c) Date of invoice; d) Shipping date; e) Delivery date; f) Payment terms; g) Description of goods /services; h) quantity; i) Unit price; j) Extended price; k) Total. The City has the right to reconcile invoice with the PO and adjust payment accordingly to comply with the PO. Payment will be made only to the Vendor identified on the PO and for received and accepted goods /services. The City shall have right at any time to set -off any amounts due to the Vendor against any amounts owed to the City by the Vendor and shall in the case of Vendor default retain the right to further adjust payments as consistent with the best interests of the City. 17. Payment of invoices will be in compliance with Chapter 218, Part VII of Florida Statutes, City Ordinance No. 3029, Purchasing Policy of the City and the stipulations, terms and conditions of this PO. Any cash discount period will date from receipt of invoice, receipt of actual delivery or date of invoice, which ever is later. 18. If this PO involves the Vendor's performance on the City's premises or at any place where the City conducts operations, the Vendor shall request information from the Purchasing Manager regarding insurance coverage requirements. In circumstances where insurance is required, Vendor shall provide proofs of insurance required by the City, or City reserves the right to cancel this Purchase Order, immediately suspend performance by the Vendor at Vendor's expense and prohibit access to City premises until such proofs of insurance is verified. Noncompliance with this item shall place the Vendor in default and subject to disbarment from the City's Vendor List. 19. The failure of the city to enforce any provision of this PO, exercise any right or privilege granted to the City hereunder shall not constitute or be construed as a waiver of any such provision or right and the same shall continue in force. 20. The Vendor shall notify the Purchasing Manager of any inherent hazard and applicable precautions, protective measures and provide any additional relevant information, including MSDS, related to the Material being purchased herein. 21. The City shall have the right at no additional charge to use all or portions of material found in the Vendor's applicable literature relevant to the purchase. The Vendor agrees to advise the City of any updated information relative to the foregoing literature and documentation with timely written notice. 22. A person or affiliate who has been removed from the City's Vendor List may not submit a bid or transact business with the City in excess of Category Two for a period of thirty -six (36) months from the date of being removed from the City's Vendor List. 23. In compliance with 8 U.S.C. Section 1324a(e) [Section 274A(e) of the Immigration and Nationality Act (INA)], the City will not intentionally make an award or upon discovery of a violation will unilaterally cancel this PO with any contractor who knowingly employs unauthorized alien workers. 24. This PO shall be governed by and interpreted in accordance with the laws of the State of Florida. In any action or proceeding required to enforce or interpret the terms of this Agreement, venue shall be of the Eighteenth Judicial Circuit in and for Seminole County, Florida Tel 407.688.5028 or 407.688.5030 Fax: 407.688.5021 Finance Dept 407.688.5020 MR CITY COMMISSION MEMORANDUM 1 1 — 062.A APRIL 11, 2011 AGENDA To: Honorable Mayor and Members of the City Commission PREPARED BY Jeffrey J. Davis, Senior Inspector - – SUBMITTED BY: Thomas George, Interim City Manager I &f' S UBJECT: Procurements for 6 Street Road Rehabilitation Services. WS_ RM X Item No. �OPSIS: Approval of three procurements for a road rehabilitation for 6th Street between US 17 &92 and Pecan Avenue is requested. FISCALISTAFFING STATEMENT: Funds in the amount of $200,000 are requested and are available in the 2 nd Generation One Cent Sales Tax account. BACKGROUND: This segment of 6 Street between US 17 &92 and Pecan Avenue has been identified on the Public Works pavement rehabilitation priority list requiring improvements. The Heavy truck traffic during the Sanford Gasification project has further deteriorated the pavement. Three procurements are requested in the following amounts: $70,000 to Asphalt Recyclers Incorporated (Piggyback Seminole County Contract IF13- 6000806 -10 /GMG) for full depth asphalt reclamation, $80,000 to The Middlesex Corporation (Piggyback Seminole County Contract IFB- 600562 -09 /GMG) for in place asphalt services, and $50,000 to Core Construction Group Incorporated (IFB 09/10 -25) for concrete, curb and sidewalk installation. LEGAL REVIEW: N /A. RECOMMENDATION: It is staff's recommendation that the City Commission approve the three procurements in the amount of $70,000 for Asphalt Recyclers Incorporated, $80,000 to The Middlesex Corporation, and $50,000 to Core Construction Group Incorporated. SUGGESTED MOTION: i CI "I move to approve the three recommended procurements in the amount of $70,000 for Asphalt Recyclers Incorporated, $80,000 to The Middlesex Corporation, and $50,000 to Core Construction Group Incorporated." TZM CONTRACT FOR p1VElMT M WZLGZMZNT PROORM (I!8- 600562-09 /GMG) Talc ALi ucogmT is made and entered into this oC day of C 206-T by and between THE MXMLESEB CORP(XPATI06f, duly authorized to conduct business in the State of Florida, whose address is One Spectacle Pond Road, Littleton, Massachusetts 01460, hereinafter called "CONTRACTOR", and SME WLE COWTr, a political subdivision of the State of Florida, whose address is Seminole County Services Building, 1101 East First Street, Sanford, Florida 32771, hereinafter called "COUNTY ". WITNE S SETH: wBZRF.AB, COUNTY desires to retain the services of a competent and qualified contractor to provide road construction materials and services for Seminole County; and WMRZCAS, COUNTY has request received expressions of interest for the retention of services of = ctors; and MHEREAS, CONTRACTOR is competent and qualified to provide road construction materials and services for COUNTY and desires to provide services according to the terms and conditions stated herein, ,NOW, TH REFORE, in consideration of the mutual understandings and covenants set forth herein, COUNTY and CONTRACTOR agree as follows: SECTION 1. SZRVICaS. (a) COUNTY does hereby retain CONTRACTOR to furnish materials /services as further described in the Scope of Services attached hereto as Exhibit A and made a part hereof. CONTRACTOR shall also be bound by all requirements as contained in the solicitation package and all addenda thereto. Required materials /services shall be specifically enumerated, described and depicted in the Purchase Orders authorizing purchase of specific materials/ services. This Agreement Pavement Management Program CERTIFIED COPY The Middlesex Corporation MARYANNE NORSE IFB- 600562- 09 /GMG CLERK OF CIRCUIT COURT Page 1 of 18 OLE G NTY, RI A A- tINI 0 standing alone does not authorize the purchase of materials or require COUNTY to place any orders for work. (b) At the time of any specific work, the COUNTY will obtain cost proposal from the multiple Contractors. The successful CONTRACTOR for that specific work shall provide Performance Bond, Payment Bond and Workmanship Bond, if work exceeds TWO HUNDRED THOUSAND AND N01100 DOLLARS ($200,000.00). The Bonds shall equal one hundred percent (100 %) of the work amount. SECTION 2. TERM. This Agreement shall take effect on the date of its execution by COUNTY and shall run for a period of three (3 ) years- At the sole option of COUNTY, this Agreement may be renewed for two (2) successive periods not to exceed one (1) year each. Expiration of the term of this Agreement shall have no effect upon Purchase Orders issued pursuant to this Agreement and prior to the expiration date. Obligations entered therein by boif ties shall remain in effect until t� a } delivery and acceptance of the ma s /services authorized by the Purchase Order. SECTION 3. AII WRXZ1ATI0M FOR SERVICES. Authorization for provision of materials /services by CONTRACTOR under this Agreement shall be in the form of written Purchase Orders issued and executed by COUNTY and signed by CONTRACTOR. A sample Purchase Order is attached hereto as Exhibit B. Each Purchase Order shall describe the materials /services required and shall state the dates for delivery of materials /services and establish the amount and method of payment. The Purchase Orders will be issued under and shall incorporate the terms of this.Agreement. COUNTY makes no covenant or promise as to the number of available Purchase Orders or that CONTRACTOR will perform any Purchase Order for COUNTY during the life of this Agreement. COUNTY reserves the right to contract with other parties for the services contemplated by this Agree- Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GMG Page 2 of 18 meat when it is determined by COUNTY to be in the best interest of COUNTY to do so. SECTION 4. 1330 FOR COWLETION. The materials /services to be provided by CONTRACTOR shall be delivered, as specified in such Purchase Orders as may be issued hereunder, within the time specified therein. SECTION S. COSOMBATION. COUNTY agrees to compensate CONTRACTOR for the professional services called for under this Agreement on a Fixed Fee basis. When a Purchase Order is issued for a Fixed Fee basis, then the applicable Purchase Order Fixed Fee amount shall include any and all reimbursable expenses. SECTION 6. PAYNENT AND BILL321G. (a) CONTRACTOR shall supply all materials/ services required by the Purchase Order; but in no event shall CONTRACTOR be paid more than the negotiated Fixed Fee amount stated within each Purchase Order. (b) For Purchase Orders is on a Fixed Fee basis, CONTRACTOR d may invoice the amount due based on the percentage of total Purchase Order materials /services actually provided; but in no event shall the invoice amount exceed a percentage of the Fixed Fee amount equal to a percentage of the total services actually completed. (c) Payments shall be made by COUNTY to CONTRACTOR when requested as materials /services are furnished but not more than once monthly. Each Purchase Order shall be invoiced separately. At the close of each calendar month, CONTRACTOR shall render to COUNTY an itemized invoice, properly dated, describing any materials /services provided, the cost of the materials/ services therein, the name and address of CONTRACTOR, Purchase Order Number, Contract Number and any other information required by this Agreement. The original invoice and one (1) copy shall be sent to: Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GMG Page 3 of 18 J 5 Director of County Finance Seminole County Board of County Commissioners Post Office Box 8080 Sanford, Florida 32772 Two (2) copies of the invoice shall.be sent to: Public Works 500 W. Lake Mary Blvd., Suite 200 Sanford, Florida 32773 (d) Payment shall be made after review and approval by COUNTY within thirty. (30) days of receipt of a proper invoice from CONTRACTOR. SECTION 7. G NLIBAL TEMS OF PAYMMU AnD BILLn9G . (a) Upon satisfactory delivery of materials /services required hereunder and upon acceptance of the materials/ services by COUNTY, CONTRAC'T'OR may invoice COUNTY for the full amount of compensation provided for under the terms of this Agreement less any amount already paid by COUNTY. COUNTY shall pay CONTRACTOR within thirty (30) days of receipt of proper invoice. (b) COUNTY may perform or�erformed an audit of the records of CONTRACTOR after final payment to support final payment hereunder. This audit would be performed at a time mutually agreeable to CONTRACTOR and COUNTY subsequent to the close of the final fiscal period in which the last materials /services are provided. Total compensation to CONTRACTOR may be determined subsequent to an audit as provided for herein and the total compensation so determined shall be used to calculate final payment to CONTRACTOR. Conduct of this audit shall not delay final payment as provided by subsection (a) of this Section. (c) CONTRACTOR agrees to maintain all books, documents, papers, accounting records and other evidence pertaining to materials/ services provided under this Agreement in such a manner as will readily conform to the terms of this Agreement and to make such materials/ services available at CONTRACTOR's office at all reasonable times during the Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GMG Page 4 of 18 Agreement period and for five (5) years from the date of final payment under the contract for audit or inspection as provided for in subsection (b) of this Section. (d) In the event any audit or inspection conducted after final payment but within the period provided in paragraph (c) of this Section reveals any overpayment by COUNTY under the terms of the Agreement, CONTRACTOR shall refund such overpayment to COUNTY within thirty (30) days of notice by COUNTY. SECT3:OK S. RESPONSIBILITIES OF CONTRACTOR. Neither COUNTY's review, approval or acceptance of, nor payment for any of the materials /services required shall be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement. CONTRACTOR shall be and always remain liable to COUNTY in accordance with applicable law for any and all damages to COUNTY caused b�, RACTOR's negligent or wrongful provision of any of the mat rr� , iaIs /services furnished under this Agreement. SEC'T'ION 9. Timm 7►TION . (a) COUNTY may, by written notice to CONTRACTOR terminate this Agreement or any Purchase Order issued hereunder, in whole or in part, at any time, either for COUNTY's convenience or because of the failure of CONTRACTOR to fulfill its Agreement obligations. Upon receipt of such notice, CONTRACTOR shall immediately discontinue all services affected, unless the notice directs otherwise, and deliver to COUNTY all data, drawings, specifications, reports, estimates, suamaries and any and all such other information and materials/ services of whatever type or nature as may have been accumulated by CONTRACTOR in performing this Agreement, whether completed or in process. Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GMG Page 5 of 18 (b) If the termination is for the convenience of COUNTY, CONTRACTOR shall be paid compensation for services performed to the date of termination. (c) If the termination is due to the failure of CONTRACTOR to fulfill its Agreement obligations, COUNTY may take over the work and prosecute the same to coupletion by other agreements or otherwise. In such case, CONTRACTOR shall be liable to COUNTY for all reasonable additional costs occasioned to COUNTY thereby. CONTRACTOR shall not be liable for such additional costs if the failure to perform the Agreement arises without any fault or negligence of CONTRACTOR; provided, however, that CONTRACTOR shall be responsible and liable for the actions of its subcontractors, agents, employees and persons and entities of a similar type or nature. Such causes may include acts of God or of the public enemy, acts of COUNTY in its sovereign or contractual capacity, fires, floods, epidemics, quarantine resrions, strikes, freight embargoes, and unusually severe weather; but in every case the failure to perform must be beyond the control and without any fault or negligence of CONTRACTOR. (d) If after notice of termination for failure to fulfill its Agreement obligations it is- determined that CONTRACTOR had not so failed, the termination shall be conclusively deemed to have been effected for the convenience of COUNTY. In such event, adjustment in the Agreement price shall be m$de as provided in subsection (b) of Section. (e) The rights and remedies of COUNTY provided for in this Section are in addition and supplemental to any and all other rights and remedies provided by law or under this Agreement. SECTION 10. AGREEMENT AND PURCHASE ORDER IN CONFLICT. Whenever the terms of this Agreement conflict with any Purchase Order issued Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GMG Page 6 of 18 pursuant to it, this Agreement shall prevail. Sp=10H 11. EQOAI+ 08PORTOEZTY EM MOYJMT . CONTRACTOR agrees that it will not discriminate against any employee or applicant for employment for work under this Agreement because of race, color, religion, sex, age, disability or national origin and will take steps to ensure that applicants are employed and employees are treated during employment without regard to race, color, religion, sex, age, disability, or national origin. This provision shall include, but not be limited to the following: employment, upgrading, demotion or transfer, recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training including apprenticeship. S39CTION 12. no CONTINGENT FSLB. CONTRACTOR warrants that it has not employed or retained any company or person other than a bona fide employee working solely for R to solicit or secure this v Agreement and that it has not paid or agreed to pay any person, company, corporation, individual or firm other than a bona fide employee working solely for CONTRACTOR, any fee, commission, percentage, gift or other consideration contingent upon or resulting from award or making of this Agreement. For the breach or violation of this provision, COUNTY shall have the right to terminate the Agreement at its sole discretion, without liability and to deduct from the Agreement price or otherwise recover the full amount of such fee, commission, percentage, gift or consideration. SECTIOiN 13. CONFLICT OF I T TEST. (a) CONTRACTOR agrees that it will not contract for or accept employment for the performance of any work or service with any individual, business, corporation or government unit that would create a conflict of interest in the performance of its obligations pursuant to Pavement Management Program The Middlesex Corporation IPB- 600562- 09 /GMG Page 7 of 18 this Agreement with COUNTY. (b) CONTRACTOR agrees that it will neither take any action nor engage in any conduct that would cause any COUNTY employee to violate the provisions of Chapter 112, Florida Statutes, relating to ethics in government. (c) In the event that CONTRACTOR causes or in any way promotes or encourages a COUNTY officer, employee or agent to violate Chapter 112, Florida Statutes, COUNTY shall have the right to terminate this Agreement. SECTION 14. ASSIGMUM. This Agreement, or any interest herein, shall not be assigned, transferred,. or otherwise encumbered under any circumstances by the parties hereto without prior written consent of the other party and in such cases only by a document of equal dignity herewith. SECTION 13. 1501-1 ---------- RS.1 r'the event that CONTRACTOR, during the course of the work under this reement, requires the services of subcontractors or other professional associates in connection with services covered by this Agreement, CONTRACTOR must first secure the prior express written approval of COUNTY. If subcontractors or other professional associates are required in connection with the services covered by this Agreement, CONTRACTOR shall-remain fully responsible for the services of subcontractors or other professional associates. 88CTION 16. xxDEnuIFiCATxoN of couNTY. CONTRACTOR agrees to hold harmless and indemnify COUNTY and its commissioners, officers, employees and agents against any and all claims, losses, damages or lawsuits for damages arising from, allegedly arising from or related to the provision of services hereunder by CONTRACTOR. Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GMG Page 8 of 18 SECTION 17. INSURANCE. (a) GENERAL CONTRACTOR shall, at its own cost, procure the insurance required under this Section. (1) Prior to commencement of work pursuant to this Agreement, CONTRACTOR shall furnish COUNTY with a Certificate of Insurance signed by an authorized representative of the insurer evidencing the insurance required by this Section (Workers' Compensation /Eu ployer's Liability, Commercial General Liability, and Business Auto). COUNTY and its officials,. officers, and employees shall be named additional insured under the Commercial General Liability Policy. The Certificate of Insurance shall provide that COUNTY shall be given not less than thirty (30) days written notice prior to the cancellation or restriction of coverage. Until such time as the insurance is no longer required to be maintained by CONTRACTOR, Pavement Management Program The Middlesex Corporation IFS- 600562- 09 /GMG Page 9 of 18 CONTRACTOR shall provide COUN'ith a renewal or replacement Certificate of Insur Y s before Y Insurance not less than thirty (30) days expiration or replacement of the insurance for which a previous certificate has been provided. (2) The Certificate shall contain a statement that it is being provided in accordance with the Agreement and that the insurance is in full compliance.with the requirements of the Agreement. In lieu of the statement on the Certificate, CONTRACTOR will at the option of COUNTY submit a sworn, notarized statement from an authorized representative of the insurer that the Certificate is being provided in accordance with the Agreement and that the insurance is in full compliance with the requirements of the Agreement. (3) In addition to providing the Certificate of Insurance, if required by COUNTY, CONTRACTOR shall within thirty (30) days after receipt_of the request provide COUNTY with a certified copy of each of Pavement Management Program The Middlesex Corporation IFS- 600562- 09 /GMG Page 9 of 18 the policies of insurance providing the coverage required by this Section. (4) Neither approval by COUNTY nor failure to disapprove the insurance furnished by CONTRACTOR shall relieve CONTRACTOR of its full responsibility for performance of any obligation including CONTRACTOR indemnification of COUNTY under this Agreement. (b) INSURANCE COMPANY REQUIREMENTS Insurance companies providing the insurance under this Agreement must meet the following requirements: (1) Companies issuing policies other than Workers' Compensation must, be authorized to conduct business in the State of Florida and prove same by maintaining Certificates of Authority issued to the companies by the Department of Insurance of the State of Florida. Policies for Workers' Compensation may be issued by companies authorized as a group self -i u by Section 624.4621, Florida Statutes. (2) In addition, such companies other than those authorized by Section 624.4621, Florida Statutes, shall have and maintain a Best's Rating of "A -" or better and a Financial Size Category of "VII" or better according to A.M. Best Company. (3) If during the period which an insurance. company is providing the insurance coverage required by this Agreement, an insurance company shall: (i) lose its Certificate of Authority, (ii) no longer comply with Section 624.4621, Florida Statutes, or (iii) fail to maintain the requisite Best's Rating and Financial Size Category, CONTRACTOR shall, as soon as CONTRACTOR has knowledge of any such circumstance, immediately notify COUNTY and immediately replace the insurance coverage provided by the insurance company with a different insurance company meeting the requirements of this Agreement. Until Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GMG Page 10 of 18 such time as CONTRACTOR has replaced the unacceptable insurer with an insurer acceptable to COUNTY CONTRACTOR shall be deemed to be in default of this Agreement. (c) SPECIFICATIONS Without limiting any of the other obligations or liability of CONTRACTOR, CONTRACTOR shall, at its sole expense, procure, maintain, and keep in force amounts and types of insurance conforming to the minimum requirements set forth in this subsection. Except as otherwise specified in the Agreement, the insurance shall become effective prior to the commencement of work by CONTRACTOR and shall be maintained in force until the Agreement ` completion date. The amounts and types of insurance shall conform to the following minimum requirements. (1) Workers' Compensation /Employer's Liability (A) CONTRACTOR's insurance shall cover CONTRACTOR for liability which would be covered e latest edition of the standard Workers' Compensation Policy as fil:1 for use in Florida by the National Council on Compensation Insurance, without restrictive endorsements. CONTRACTOR will also be responsible for procuring proper proof of coverage from its subcontractors of every tier for liability which is a result of a Workers' Compensation injury to the subcontractor's employees. The minimum required limits to be provided by both CONTRACTOR and its subcontractors are outlined in subsection (c) below. In addition to coverage for the Florida Workers' Compensation Act, where appropriate, coverage is to be included for the United States Longshoremen and Harbor Workers' Compensation Act, Federal Employers' Liability Act, and any other applicable Federal or State law. (B) Subject to the restrictions of coverage round in the standard Workers' Compensation Policy, there shall be no maximum limit on the amount of coverage for liability imposed by the Florida Pavement Management Program The Middlesex Corporation IFS- 600562- 09 /GMG Page 11 of I8 Workers' Compensation Act, the United States Longshoremen's and Harbor Workers' Compensation Act or any other coverage customarily insured under Part One of the standard Workers' Compensation Policy. (C) The minimum amount of coverage under Part Two of the standard Workers' Compensation Policy shall be: $100,000.00 (Each Accident) $100,000.00 (Disease - Policy Limit) $100,000.00 (Disease -Each Employee) (2) Commercial General Liability (A) CONTRACTOR's insurance shall cover CONTRACTOR for those sources of liability which would be covered by the latest edition of the standard Commercial General Liability Coverage Form (ISO Form CG 00 01), as filed for use in the State of Florida by the Insurance Services Office, without the attachment of restrictive endorsements other than the elimination of Coverage C, Medical Payment and the elimination of coverage for Fire Legal Liability. (B) The minimum units to be maintained by CONTRACTOR (inclusive of any amounts provided by an Umbrella or Excess policy) shall be as follows: General Aggregate Personal & Advertising Injury Limit Each Occurrence Limit LIMITS Three (3) Times the Each Occurrence Limit $300,000.00 $300,000.00 (3) Business Auto Policy (A) CONTRACTOR'S insurance shall cover CONTRACTOR for those sources of liability which would be covered by Part IV of the latest edition of the standard Business Auto Policy (ISO Form CA 00 01), as filed for use in the State of Florida by the Insurance Services Office, without the attachment of restrictive endorsements. Coverage shall include owned, non - owned, and hired autos. Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GMG Page 12 of 18 (B) The minimum limits to be maintained by CONTRACTOR (inclusive of any amounts provided by an Umbrella or Excess policy) shall be per - accident, combined single limit for bodily injury liability and property damage liability. If the coverage is subject to an aggregate, CONTRACTOR shall maintain separate aggregate limits of coverage applicable to claims arising out of or in connection with the work under this Agreement. The separate aggregate limits to be maintained by CONTRACTOR shall be•a minimum of three (3) times the per - accident limit required and shall apply separately to each policy year or part thereof. (C) The minimum amount of coverage under the Business Auto Policy shall be: LIMITS Each Occurrence Bodily $300,000.00 Injury and Property Damage Liability Combined (d) COVERAGE The insurare.ef ovided by CONTRACTOR pursuant to this Agreement shall apply on a primary basis and any other insurance or self - insurance maintained by COUNTY or COUNTY's officials, officers, or employees shall be excess of and not contributing with the insurance provided by or on behalf of CONTRACTOR. (e) OCCURRENCE BASIS The Workers' Compensation Policy and the Commercial General Liability required by this Agreement shall be provided on an occurrence rather than a claims -made basis. (f) OBLIGATIONS Compliance with the foregoing insurance requirements shall not relieve CONTRACTOR, its employees, or its agents of liability from any obligation under a Section or any other portions of this Agreement. It shall also be the responsibility of CONTRACTOR to ensure that all of its subcontractors performing services under this Agreement are in compliance with the insurance requirements of this Agreement as defined above. Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GMG Page 13 of 18 SECTION 18. DISPUTE RESOLUTION. (a) In the event of a dispute related to any performance or payment obligation arising under this Agreement, the parties agree to exhaust COUNTY dispute resolution procedures prior to filing suit or otherwise pursuing legal remedies. COUNTY dispute resolution procedures for proper invoice and payment disputes are set forth in Section 22.15, "Prompt Payment Procedures,' Seminole County Administrative Code. Contract claims include all controversies, except disputes addressed by the "Prompt Payment Procedures," arising under this Agreement within the dispute resolution procedures set forth in Section 8.1539, "Contract Claims," Seminole County Administrative Code. (b) CONTRACTOR agrees that it will file no suit or otherwise pursue legal remedies based on facts or evidentiary materials /services that were not presented for consideration in COUNTY dispute resolution procedures set forth in subsection above of which CONTRACTOR had ty ,� knowledge and failed to presene" during COUNTY dispute resolution procedures. (c) In the event that COUNTY dispute resolution procedures are exhausted and a suit is filed or legal remedies are otherwise pursued, the parties shall exercise best efforts to resolve disputes through voluntary mediation. Mediator selection and the procedures to be employed in voluntary mediation shall be mutually acceptable to the parties. Costs of voluntary mediation shall be shared equally among the parties participating in the mediation SECTION 19. REPRESENTATIVES OF COUNTY AND CONTRACTOR. (a) It is recognized that questions in the day -to -day conduct of performance pursuant to this Agreement will arise. COUNTY, upon request by CONTRACTOR, will designate and advise CONTRACTOR in writing of one or more of its employees to whom all communications pertaining to the day- Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GMG Page 14 of 18 to -day conduct of this Agreement shall be addressed. The designated representative shall have the authority to transmit instructions, receive information and interpret and define COUNTY'S policy and decisions pertinent to the work covered by this Agreement. (b) CONTRACTOR shall at all times during the normal work week designate or appoint one or more representatives who are authorized to act on behalf of and bind CONTRACTOR regarding all matters involving the conduct of the performance pursuant to this Agreement and shall keep COUN'T'Y continually and effectively advised of such designation. SECTION 20. ALL PRIOR AGRJW9XTS SUPERSEDED. This document incorporates and includes all prior negotiations, correspondence, conversations, agreements or understandings applicable to the matters contained herein and the parties agree that there are no commitments, agreements, or understandings concerning the subject matter of this Agreement that are not contain referred to in this document. ca' Accordingly, it is agreed that no eviction from the terms hereof shall be predicated upon any prior representations or agreements, whether oral or written. SCION 21. MWIFICATIONS, AMMMMUENTS, OR Aif1'ERATIONS .. No modification, amendment, or alteration in the terms or conditions contained herein shall be effective unless contained in a written document executed with the same formality and of equal dignity herewith. SECTION 22. nM3PENDENT CONTRACTOR. It is agreed that nothing herein contained is intended or should be construed as in any manner creating or establishing a relationship of co- partners between the parties, or as constituting CONTRACTOR (including its officers, employees, and agents) as an agent, representative or employee of COUN'T'Y for any purpose or in any manner whatsoever. CONTRACTOR is to be and shall remain forever an independent contractor with respect to all Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GMG Page 15 of 18 services performed under this Agreement. SECTION 23. ZNPWYEE STATUS. Persons employed by CONTRACTOR in the performance of services and functions pursuant to this Agreement shall have no claim to pension, workers' compensation, unemployment com- pensation, civil service or other employee rights or privileges granted to COUNTY'S officers and employees either by operation of law or by COUNTY. SECTION 24. SERVICES. NOT PROVID® FOR. No claim for services furnished by CONTRACTOR not specifically provided for herein shall be honored by COUNTY. SECTION 25. PUBLIC RECORDS LAW. CONTRACTOR acknowledges COUNTY'S obligations under Article I, Section 24, Florida Constitution, and Chapter 119, Florida Statutes, to release public records to members of the public upon request. CONTRACTOR acknowledges that COUNTY is required to comply with Article I, Section Florida Constitution, and Chapter 119, Florida Statutes, in the handling of the materials /services created under this Agreement and that said statute controls over the terms of this Agreement. SECTION 26. COMPLIA= WITH LAWS AND REGULATIONS. In providing all services pursuant to this Agreement, CONTRACTOR shall abide by all statutes, ordinances, rules, and regulations pertaining to or regulating the provisions of such services including those now in effect and hereafter adopted. Any violation of said statutes, ordinances, rules or regulations shall constitute a material breach of this Agreement and shall entitle COUNTY to terminate this Agreement immediately upon delivery of written notice of termination to CONTRACTOR. SECTION 27. NOTICES. Whenever either party desires to give notice unto the other, it must be given by .written notice, sent by registered or certified United States mail, return receipt requested, Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GMG Page 16 of 18 addressed to the party for whom it is intended at the place last specified. The place for giving of notice shall remain such until it shall have been changed by written notice in compliance with the provisions of this Section. For the present, the parties designate the following as the respective places for giving of notice, to -wit: Public Works 500 W. Lake Mary Blvd., Suite 200 Sanford, Florida 32773 For CONTRACTOR: The Middlesex Corporation One Spectacle Pond Road Littleton, Massachusetts 01460 SECTION 28. RIGHTS AT LAMP RBTAINBD. The rights and remedies of COUNTY provided for under this Agreement are in addition and supplemental to any other rights and remedies provided by law. IN idl msa mm=r, the partA,e #ereto have made and executed this Agreement on the date below written for execution by COUNTY. ST: MIDDLESEX RPORATION _ By= e Robert . Mabardy , Sec U Davi occi esident imating (CORPORATE SEAL) Date: (Balance of this page left intentionally blank; attestations continued on page 18 of 181 Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GMGG Palle 17 of 18 AT'T'EST_ BOARD OF COUNTY COMMISSIONERS SEMINOLE CO PnA Cco, By MARY BOB D Cheri Clerk to the Boar of County Commission rs of Date: Seminole County, lori For the use and 1'gLj.afice As authorized for execution of Seminole County only. by the Board. f County Commissioners at their , 20 Qq--- Approved as to form and regular ting. legal suff' ien of County A torney AEC /sjs 3/2/09 !+ \VNrO \tp*l $Wrgt*ry Csa\furehOsing 2009Uy iti\IFS- 600962 -09 - Midal•..x Corp.doc Attachments: Exhibit A - Scope of Services Exhibit B - Sample Purchase Order A cam+ Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GMG Page 18 of 18 Section 1— General Description of Services Seminole County is looking for two (2) competent Contractors to famish Road construction products to Seminole County Public Works Department, Roads- Stornmater Division, considering options of materials only and/or in-place services to include labor, materials, equipment and all Incidentals necessary for various road projects as described in the Requirements. Authorization for performance of services by the selected Contractor(s) under this agreement shall be in the form of written Release Orders issued and macuted by the County on an as needed basis. Mandatory Minimum Quallflcation Requirements for Professional Contractors: Applicants shall be prequalified with the Florida Department of Transportation to perform all work as presented in this solicitation. The contractor and or sub contractor must be FDOT pre - qualified at time of bid opening. Applicants are required to supply asphalt to Seminole County from their own FDOT Certified Asphalt Plant. TECHNICAL REQUIREMENTS FOR PART A: Labor and Materials: Alternate I: Furnish all labor, materials and equipment necessary for asphaltic concrete, surface treatment and friction course in -place am+whem In Seminole County. Alternate 11: Furnish labor, materials, and equipment for sand and seal "lace anywhere in Seminole Courrtv. Alternate III: Fumish labor, materials, and equipment for milling existing asphalt pavement in- place anywhere in Seminole County. Alternate IV: Furnish labor, materials, and equipment for temporary pavement marking in- place anywhere in Seminole County. Alternate V: Furnish labor, materials and equipment for speed humps, miscellaneous small asphalt areas (such as driveway connectors, railroad crossing, eta) and adjustment of traffic bearing covers (such as manhole ring covers, water valve covers, etc.) In-place, anywhere in Seminole county Placement of pavement rearforcement will consist of the contractor supplying all labor and equipment to place fabric or geo- textile materials supplied by the County anywhere iQ Seminole County Altemate VI: Fumish labor, material and equipment for placement of asphalt products anywhere in Seminole County Materials Only: Alternate VII: Furnish asphaltic materials to Seminole County (no Irrplace services). 2 SPECIFICATIONS Alternate I : The asphaltic materials, the in -place services, and the plant producing these materials shall be furnished in full compliance with all specifications in the latest edition of the Florida Department of Transportation (FDOT) Standard Specification for Road and Bridge Construction and subsequent revisions. The requirements of FDOT Section 331 -4 (Latest Edition) for the General Composition of Asphaltic Concrete Mixture shall be deemed met by submitting copies of the approved job mix formula for FDOT work in the same general area and using the same materials proposed for use in the adjacent County project. At the Contractors option, an independent job mix formula may be submitted, designed by a recognized commercial laboratory at the contractor's expense. No mix shall be produced until the proposed job mix formula has been approved by the Seminole County, County Engineer or designated Contract Manager. Alternate p : The sand and seal materials and the in -place services shall be furnished in full compliance with FDOT Section 300 and subsequent revisions. Alternate ill: The milling of existing asphalt pavement shag include hauling and disposal. The milling services shag be furnished in fug compliance with FDOT Section 327 and subsequent revisions. Seminole County reserves the right to receive 100% of milled materials. All material shall be hauled by the contractor to a designated County materials yard or preferred area(s) within a maximum distance of 10 miles. Any material that is not received by the County will be hauled and disposed of by the contractor at a reduced cost to the County. Alternate IV : The temporary pavement marking and the in -place services shall be furnished in full compliance with FDOT Section 102 -10 and subsequent revisions. Alternate V : The In -place speed humps, miscellaneous small asphalt areas (such as driveway connectors, railroad crossing, etc.) and the adjustment of traffic bearing covers (such as manhole ring covers, water valve covers and similar covers) shall be in full compliance with all applicable FDOT sections, subsequent revisions - and as specified by the County using'approved methods. Alternate VI : SAME AS ALTERNATE I above technical requirements. DELIVERY OF MATERIALS AND SERVICES: Material Delivery: Maximum of 2 work days After Receipt of Order (ARO) In -Place Delivery: (Labor/Equipment/Materials) maximum of 7 calendar days to begin. work After Receipt of Order. 3 Section 4 — Price Schedule — Revised Per Addendum #3 PROJECT: Pavement Management Program - IFB- 600562- Og /GMG Name of Bidder: The bid&== CorQOmatim Mailing Address: One Spectacle Pond Road, k,ittleton. MA 01460 ` Street Address: One Spedacle Pond Road City/Stat&Op: Litt MA 014M^ - - Phone Number. ( 978 °) 7424400 FAX Number 978 742.4434 Contact Person(s) for the placement of the order(s) and coordination of Service: Name: Joe Meier Telephone No.: 407 -206 -0077 Fax No.: 407- 206 -3559 E -mail address: hneiW@MdkW.c= . Emergency No.: 407- 427 -7076 Name: Telephone No.: Fax No.: E -mail address: % Emergency No.: Pursuant to and in compliance with the Invitation for Bid, Instructions to Bidders, and the other domrients relating thereto, the undersigned Bidder, having famillaartwd himself with the terms of the Contract Docutrwts, local conditions affecting the performance of the Work, and the cost of the Work at the places where to Work is to be done, hereby proposes and agrees to provide services in a worknranlice manner and in strict conform ty with Contract Documents, IndudkV Addenda Nos. 1 through y . on file at the Purchasing and Contracts Division for the amount hereinafter set forth. The undersigned, as Bidder, declares that the only persons or parties Interested In this bid as principals are those named herein; that this bid is made without collusion *ft any person, firm' or corporation; and he proposes and agrees, If the bid is accepted, that he/she will execute . an Agreement with the COUNTY in the form set forth In the Contract Documents; that he/she vA furnish the Insurance Certificates. 12 Notes: Cost shalt be Inclusive all of labor, materials, transportation, equipment insurance, bonds, coordination and inddentals necessary for the completion of the work In its entirety. ACCOMPANYING THIS BID IS bidder's bond (insert the word(s) "cashier's check," bidder's bond," certified check," or other security as provided by law, as the case maybe) in an amount equal to at least five percent @% of the Total Bid, payable to the BOARD OF COUMI'Y COMMISSIONERS. SEMINOLE COUNTY, FLORIDA The undersigned deposits above -named security as a Bid guarantee and agrees that it shall be forfeited to the COUNTY as liquidated damages M case this Bid is accepted by the COUNTY and the undersigned fails to execute an Agreement with the COUNTY as specified in the Contract Documents accompanied by the required Payment and faithful Performance Bonds with Sureties satisfactory to the COUNTY, and accompanied by the required certificate's of Insurance coverage, and endorsements. Should the COUNTY be required to engage the services of an attorney in connection with the enforcement of this Bid, Bidder promises to pay COUN Vs reasonable attorneys fees and costs (Including attorney's fees and costs on appeals) Incurred with or without suit. IN WITNESS WHEREOF, BIDDER has hereunto executed this PRICE SCHEDULE FOR"NIk this 1 day of - Edmw . 20 (Name of BIDDER) (S46ture of person FORM) . David_Socci, SeWor Vice President E$ft!gM (Printed name and tide of person signhg 13 � 7 C6 Q CL 7 9. T LL 0 8 8 tq W rP bi M M 0. F-- $ .. 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CL I �� $ •� °�. °• a to �° fR � gg g � $ ah � $ ° o o h � 0 8 d of LL w Hi i9 i�► iii N t- }. �-- F �► i i i B 3 FLOR(OA1 SAI Wll-033995.= FEDERAL sALE5AJS9:'�T41013K Board of Colmty COmm3asi� Seminole County, Florida ORDER_ Page 1 EXHIBIT B ORDER NUMBER: t T" Ordm LS at� TG THE TEJANS b Gufq (xxm VN 1 nC V%cv=%O, mw yr a rw - AI 6MUl t ALL dIifrliCES W DUPLICATE TO•. CLERK - S.C.C. F94ANCE DNEWN POST OFFICE BOX 8080 PLptCH"WG Am CommcTs Drvmm , 4nVIORI ED SlCMTURE sANFOAD, FL 32772 -os69 for saMNOLECOUNTY BOARD oF COUNTY coL"ssorERs AcclL Pay abis -PIXX (107)865 -Ml FWJL:own KWAPAM AID /1 " setVmKm-lvLj= - I,W� W ,. SAMPLE P URCMASE ORDER t.. W.Y OWNS NA TURAL CHOICE t T" Ordm LS at� TG THE TEJANS b Gufq (xxm VN 1 nC V%cv=%O, mw yr a rw - AI 6MUl t ALL dIifrliCES W DUPLICATE TO•. CLERK - S.C.C. F94ANCE DNEWN POST OFFICE BOX 8080 PLptCH"WG Am CommcTs Drvmm , 4nVIORI ED SlCMTURE sANFOAD, FL 32772 -os69 for saMNOLECOUNTY BOARD oF COUNTY coL"ssorERs AcclL Pay abis -PIXX (107)865 -Ml FWJL:own KWAPAM AID /1 " setVmKm-lvLj= - I,W� W . EXHIBIT C 2007 PLORWA. D''PARTMWT OF TiEZA rSPORTAMON DICE` 5 Federal Mghway Adn.in stratjO_h Emergency Relief Program Local Gmrnmeats that tttffier serious damage on Faderalafd FRWA. B disaster or carastiapltxe failures from as external cause ma � a result of a natural 'n& from. mergency IR,elief funtfs are Y k for Enlergencp geRef emergency repairs, availabie far Pe anent repairs and Por complete details on the 13R Pro $tam, Please refer to the Emergency Relief Manual. 'M electronic version, iriay be arre� at w �� / /P,•,,,;:,, * � Tom„ For questions concerning °`Permaaeat Repairs' contacL. Tom kOC COSo • FDOTDktri 5 4e4a1 Projects Supervisor (386) 943 -5466 Sttacora 373 -5466 ' .��„moszo so�dotsta ,• fr � For questions coaces,ing "Emergency P Pairs" contact. Shirley Matthew FDOT District 5 JPA Coordinator (386)94344s7,' Suncorm 373.5452 e t tC�dot state fI us Page 1 of 24 I i r i r EXHIBIT C Contract Requirettients for Emergency Relief Program Agreements Agreements for emergency work that are entered Into by Local 6overnm�nts with third partles to perform Emergency Relief Program work for which the Local Government Intends to seek reimbursement Involving FHWA Emergency . Relief Program funds, trust comply with all Federal contract provision requirements outlined or roterred to in 23 CFR Part 633A. a. Third party agreements must be negotiated, solicited or openly bid by the Local Government b. Include provisions mandating compliance with - Davts4aoon wage rates and Include the wage rate tables in the agreement, said tables being available at hftpJlwivw. dot .gases.fl.usiconstrucdoWw- me,hfm Davis -Bacon doss not apply m debris removal agreements. c. Include the "Required Contract Provisions for Fader-1i -Ald Construction Contracts" (FHWA — 1273) a copy of which is attached hereto. d. 'Mandate compliance with Federal "Buy America Requirements ", a copy which Is attached hereto. e. Mandefi coordination . by the Local Government and the third party contractor with the Department to assure compliance with the requirements of the National Environment Policy Act (NEPA) of 1969. f: Mandate compliance with 49 CFR Part 26, Disadvantaged Business Enterprise Program, Including the requirements for the Contractor and for the Locat'Govemment to report monthly on Equal Opportunity Reporting System on the Department's webslte found at www.blPIncwebai3 FcoWbizwobflorlda! . g. Mandate compliance with all requirements as Imposed by the American with DLsabliltles Act of 1990 (ADA), the regulations of the Ferdeal government issued thereunder, and assurance by the Local Governmaht pursuant thereto. h. Mandate compliance with ft convlct Ipbor prohibition in 23 U.S.C. 114. i Convict labor cannot be used In Emergency Relief construction projects, Environmental Considerations: Repah projects tmder the Fit program must comply with'the requirements of the National Environmental Policy Act (NEPA) of 1969. Emergency repairs to restore essential travel, minimize the extend of damage, or protect 1 remaining WNW are normally dassttted as categorical exclusions under 23 CFR 771.117(cx9), es are ER (� projects to restore permanently the existing fealty b4Jnd at the existing location, ref. 23 CFR Part 771.117(d). i I Page 2 of 24 EXHIBIT C However, N impacts to protected or othetwtse senstlive or high value resources are possible, advance coordination with the appropriate local, State, and Federal resource agencies should be closely considered to avoid or mintrbizs protect delays or ahutdowne. On occasion, an ER project tltat includes a betterment, whether or Act edible for ER funding. may require further NEPA review. Attimugh on the surface a project may appear to qualify for a categorical exdusb% certain betterments may need either an erwironmerdal assessmeM (EA) to determine whether or not the project will cause a%~ environmental Impacts, pr an environmental impact statement (EiS) N significant impacts are predicted, This is illustrated by the kkwfng example- "set set Betterment Requiring EnA onmertal Evaluation When repeft a section of roadway trxmdated and seriously damaged by floodwaters. it was determined that a grade raise ooUd be economically jwttf'ied for ER funding. Raking the grade of the roadway will require anti amounts of additional righW -way from a4acw t wetland areas. to addition, in A two flood events, the higher roadway grade could impound additional water and Good ollw upstream areas. As a result of to project's poWM quad on wetlands and Tulare flooding pattems, ftxtfw evaluation was neommy to determine the appte level of NEPA documentation. The NEPA project development process provides the final Federal-akf highway project decision, occasionally including a ferny on new location. As noted above. ER projects to construct replacement %cMes may requka environmental assessments or environmental impact statements, depending on the potential level of Impacts to resources, the value or the resoutoes, and what If any. legal kolectlons apply to the resources. However, even replacement f tildes constWed at the existing location of the damaged 64W may require extra envirm"ental avaivation beyond that needed for a routine categorical exclusion. These situations are Arustrated by the folfow[ng examples: Replacement at New Location . A roadway was permanently submerged by water bacidng up behind a naturaily created dam, and it has been deterrrdned replacement or the inundated Ngtmay facility at ft wftft location is nelther practical nor asible, and' various etternate locations may be available to relocate dais section of highway. The NEPA process docusn" consideration of appropriate pro aRernattves end their potential Impeots and determines that the preferred aftemative is replacement of the old facility on a speoft now location or Mo. Although a categorical exclusion can be used F Circumstances merit, early environmental coordination may dehmTane that an EA or an EIS Is necessary to do this. Rdpiacernerd at Existing Location An existing bridge over a river has been damaged beyond repair but can be replaced With a bridge of comparable width ard length at & same location. However, this aectiotr of river contains QfJml habitat for a Federally. listed endangered species, which would be seriously Impacted during the schedufW construction period. As a result of this potential impact, the project decision could not be categorically exciuded, and additional NEPA evalubtlon and doa.rmentatlon was neoessary. Page 3 of 24 EXHIBIT C FMA -1273 6ft"rk Vinton - ►breh 10, IM Required Contract Provisions Federal -Aid Construeffon Contracts Attachments :ear • • fir• ��. !L- 3IS.L:� • ._'YL__. � � �1L'T�. �;_: �e . �• .• r r r�� : : Mn :. ��i �j: rc rp GENERAL 1. - me" oodract provisions shall apply to all work per&rmed on the cantraet by &a conftetort own organization and wi6i the WMbl tncx of workers =der Ste contrac or's h:nane& aft u a!hftdenoe and to aU work performed on the contract by piecework, station work, or by subooagacf: Z Except as otherwise provided for is each section, &0 contractor shall msert'm each suboontrad all of the stipulations contained is dme Required Contract provisions, and fmrthar requite their inclusion in any,lower tier subcontract or purcbese order that may in turn be made. 71a Required Contract Ruvisloas shall not be incorporated by Yafetence in any case. The prune oontzactor shall be responsible for compliancx by any stnbcontracbor or lower tier sub actor vd1h thew Required Covhaet.ProvWons. 3. A breach of any of the stipwatioas c6nuhied in these Regtwcd Contract Provisions shalbe suffiidant0oi nds for termination of the contract. 4. A breach of die follawing ciaases of the Fequired Contract Provisions may also be grcamds for debartneat as provided in 29 CFR 5.12: ' Seodon i, paragraph 2; Section IV, paragraphs 1, 2, 3, 4, and 7; Section V. paragraphs t and 2a through 2g. 6. Disputes arising out of fhe labor standards provisions of Section N (except paragraph 5) and Section V of diem R p ed Contract Provisions shall not be subject to the general disputes clause of this contract. Snhh dispuffeS shalt be resold in a000rdimee , with the procedures of the U.S. Department of Labor POL) as set forth in 29 CFR 5, 6, and 7. Disputes within the meaning of this clam ineWe disputer between the contractor (or any of its subcontractors) and the contracting agency, the D04 or the contractor's employees or their repremtatives. 6. sstacdon of Labor: During the performance of this contract, the contractor shall not: Page 4 of 24 . i . FHWA- 1273 88*Wft Version — Wteh 10, 1994 EXHIBIT C a. disc rimina#s agpinst labor from viny other State, possession, or territory of the United States (mmept for employment preference for Appalachian contract, when applicable, as spedfled in aftaduneat A), or b. b. employ convict labor for any purpose within to Rmits of the project unless It is labor performed by convict who are on parole, supervised release, or probation. IL NONDISCRIMINArom (Applicable to aI1 Federal- -aid construction contracts and to all related subcontracts of $10,000 or mare ) 1. Ell Employment Opportunity: Equal employment apportun* (EEO) meats not to discriminate and to take affirmative action to assure equal gpportunity as at forth under laws, executive orders, riles, regu adons (28 CFR 35, 29 CPR 1630 and 41 CFR 64) and orders of the Secretary of Labor as modified by the provisions prescribed herein, aid imposed purm=f to 23 U.S.C. 140 shall coast itrft the EEO and sliedfja affirmative action standards 1br the eautradWs project activities under this cosatract. The Equal Opportunity Construction Contract Specifications set forth under 41 CFR 60- 43 and the provisions of tiie American Disabilities Act of 1990 (42 U.S.C. 12101 it M.) set forth under 28 CPR 35 and 29 CFR 1630 are incorporated by refertmce in this contract In the execution of this contract, the eoub actor agrees to comply with flit followingminimum specific requirement Activities of EEO: a. The contractor wM work with the State bighvmy agency (SHA) and the Federal Government in carsying out Ego obligations and in their review of hislher activities under the oontracL b. The o=lractor will accept as his operating policy the Hollowing statement 9t Is the policy. of tins Company to assure that applicants are employed, and that employees am treated daring employment, without regard to their race, rdlgion, sex, color, nallonai wt *i, age or disabliity. Such action small Wude: employment upVa4ing, demotion, or barwbr, recnftn A or reonAment adverttsinp; layoff or term inaftn; rates of pay or other forms of compensation; and selection for b•alning, Including apprentlossldp, preapprentfcaslip, =Abr on-#"b training." 2. EEO Officer. 'the contractor will designate and make Imown to the SBA. "oontracting officers am EEO Officer who will have the respow for and must be capable of effectively administaming and promoting an active. contractor program•of EEO and who must be assigned adequate authority and'respoasibilrty too do so. • 3. Dissernination of Polley: All members of the oontractbr's staff wbo -arc authorized to hire, supervise, promote, and discharge employees, or who recommend stab action, or who are substantially involved in such action, will be made fully cognizant ofy and will impimwat, the cxmtractoes LBO policy stud contractual responsibilities to provide Elio in each grade and classification of employment. To ensure 13iat the above agMueit will be met, the follpwinjactions vn'II be takes as a minimum: a_• Periodic meetings of supervisory and personnel office employees • we'll be conducted before the start of work and then not less often than once every six months, at which time the contractor's EEO policy and its implementation wi7I be reviewed and explained.•The meetings will be conducted by the EEOOfflow. b. All new supervisory or personnel office =ploy= will be given a thorough indoctrination by the EEO Officer, covering all major aspects of the oontmctoi's Page 5 of 24 EXHIBIT C EEO obligations within thirty days fonowing their reporting for duty with the . c. All personmel who are engaged in direct recruitment for the project will be iurstructed by the EEO Officer in the c ontrador's procedures for locating and hiring minority group employees. d. Notices and posters setting forth the contractor's EEO policy will be placed in areas readily accessible tx; employees, applicants for employment and potential emp l ayam e. Th contractor's EEO policy and the procedures to implement such policy will be brcm& to the attention of employees by means of meetings, employee harxibooks, or otbo r anwpdat a meatis. 4 . Rec rubromt. When advartismg for employees, the contractor will inelade in all advertisements for employees the mAWom: !An Equal Opportunity Employer." All such ufvaernts will be placed in publications having a large circulation among minority groups in the area from which the project work force wouM normallybe: derived. a. The contractor will, wiles Precluded by a valid bmsahft agreement, conduct systematic and direct recruitment dnrough pnbhV- and private employee reib rel sources likely to yield qualified miaoxity group applieanL To tweet tbu requirament, . the contractor will identify sources of potential minority group einplaryees, and establish with such identified sources piv edures whereby minority group . applicants may be referred to the ooanador for anploymeat considemHon. b. In the event the contractor has a valid bargaining agreaacnt providing for exclusive biring ball referral's, he is expected to obsearva the pravidons of that agreement to the extent that the system pr.'its the contractor's compliance with HBO contract provision& (The AOL has held that wbexe irapkaaemtation ofsudr agreements have the effect of diectiaiiaating against minorities or women, or obligates the cx ntador to do the setae, such impiernentatiou violates Executive Order 11246, as eaiiecided.) . o. The oontrac tbr' will mmurage his presort =ployees to refer minority group applicants for employmecat. lnformation and procedures with regard to refe�ncing minority group.applica<nts will be discussed with employees. S. Personna Actions: Wages, working conditions, and employee benefits shall be established grad - administered, and persound actiorns of every typ% iuchiding Wi& upgradmg. promotion, trimsfer, demotion, layoff and to mim don, shall be taken. without regard to race, color, religion, see, national origin, age or disability. The following proceduues shall be followed: ' a. •'Ibe oontracbor will ovnduct periodic inspections of project sites to insure drat working aonditiow ad employee facilities do not indicate discritninatozy treatment of project site pecsomneL b. The contractor will periodically evaluate the spreead of wages paid within exch classification to determine any evidence ofdiscximinatory wagepradices. c. The contractor wfll periodically review selected personnel actions in depth to die whether them is evidence of dismimimdon_ Where evidence is found, the contractor will promptly take corrective action. If the review Indicates that the dimrimisnation may extend beyond the actions reviewod, such corrective action ahall include all affected persons. d. The contractor will promptly investigate all complaints of alleged discrimination made to the contractor in connection with his obligations under contract, Page 6 of 24 EXHIBIT C • FUNVMS2T3 t3�nnro�ic Vasbn — McRh 1Q.1 W4 Will attempt to resolve such oompbaints, and will take appropriate corrective action within a reasonable time. If the investigation indicates that the disah=attion may afect persons other than the complainant, such corrective ardor shall include such other persons. -Upon completion of each iuvestigation, the contractor will inform every c =pldnant of all of his avenues of appeal. b. 7relning and Promotion: L The contractor will assist in locating, qualifying, and increasing the slolls of minority group and women employees, and a}oplicants for emmplvyment. b. Consistent with the; contractor`s work force requirements and as permiss<'ble under Federal end State regulations; the contractor shall snake full use of to iuing programme, i.a, sppredliceqbip, and ozn.•therjob training programs for the geographical area of contract performance. Where feasible, 25 percent of apprentices or trainees in eacb occupation WWI be in their first year of sppresnt$ceship or training. In' the event a special provision for training is paraMed under this contract, dais subparagraph will be superseded as indicated in the special provision. c. The contactor will + advise employees and applicants for employment of available training programs and etranoe requirements far each. & The contractor wilt periodically review the graining and promotion potential of minority group and women employees and will encourage eligible employees to apply for sruch training and pronuoom 7. Unions: If the contractor relies in whole or in part upon unions as a source of employees, the contractor will use his/her best efforts to obtain the cooperation of suob u6oas to incxeese opportunities far miamity groups and women within the unions, and to effed refmub by mch unions of minority and female employees. Ac6 nn. by the contractor either diready or Wougb . a contractofs association acting as agent will inoluda the procedures set forfh blow: ' a. The oont w;tor will use best efforts to develop, is cooperation with the unions, joint training progcauaa_ aimed toward qualifying rn re minority group membem and women for membamclnip in the unions and hw easing the skills of minority group employees and women so that day may qualify for higher paying employment b. The contractor will use, beet efforts to incorporate an EEO clause into each union agreement to the and that such union will be cm* uchrally bound to refer applicants without regard to their mot, color, religion, sax, national origin, age or disability. m The contractor is to obtain b&rmrdion as to the reftTal practices and policies of the labor union except that to the extent sacb idforan SOn is within the excMve possession of fba labor union and such labor union refuses to furnish such infarrnation to time conbractor, the contractor shall so certify to the SHA and shall set forth what atf'orts have been made to obtain such information. d. In the event the union is unable to provide time contractor with a reasonable flow of minority and women referrals within the time limit set forth in the collective bargaining agreement, the contractor will, through independent recruitment efforts, fill the employment vacancies without regard to rake, color, religion, sex, national origin, age or disability, making full efforts to obtain qualified and/or qualifiable minority group persons and women. (The DOL hare beld-that it shall be no excuse that the union with which the contractor has a collective bargaining agreement providing for exclusive referral failed to refer minority Page 7 of 24 EXHIBIT C FFlwrlAM Medm* v.Mon •- MOFM is IMM employees.) In tine event the union referal practice prevWU the contractor from meeting the obligations pursuant to Executive Order 11246, as amended, and these special provisions, sueb contractor shall immediatay notify the SHA- 8. selection of Subcontractors, Procurement of Maturials and Leasing of Equipmarnt+ The contractor shall not disco minate on the growxls of race, color, religion, sex, national origrt, age or disability in the selection and mention of sabcouft including procurement ofmatedals and teases of equiptnent. IL The contractor sball notify all potential subcontractors and suppliers of hrsllaer EEO obligations under this contract. b. Disadvantaged business enterprises (DBA as defined in 49 CFR 23, slsall bave equal opporhmity to oo*et a for and perform subcontracts which the c ontracior enters into pursuant to d.>is contract. The contractor will use his best efforts to solicit bids from and to. utilize DBE subeonbutors or b 'thacfiors with meaningful minodty group and female reptcsentation among their arraployees. Coaftctors shall obtain lists of DBE construction fiance from SHA persamnel. c . The contractor will use his best efforts, lo eamm subaontta%tor widr their EEO obligations., 9. Records and Raperta: The cvntractar shah keep soach records as necessary to dDeM nett compliance with the EEO requireameab. Such records sball be retained for a period of three years hollowing completion' of doe oontract work and shall be available at reasonable times and places for inspectiorxby authorized reps ettatives of the MiA and the FHWA. a. The records kept by the contractor shall document &D following: 1. The munber of minority and nonininoritY group members and women employed in each work cleLv fication on the project; 2. The progress and efforts bang made .in cooperedaion with unions, when applicable, to increase employmerut opportpaitizs for minorities and . women; 3. The progress mid e$brts being made in loan*& hiring, trainim qualifying, lad upgrading minority and female a ploye w, and 4. The progress and efRnU -6dng made in secxiaing the services of DBE subeontractott or subcnatctcbors with meaningful minority and female represerntatioua among their employees. b. The contractors will submit an annual report to the SFA each -My for Hie duration of rite project, indicating the number of marori#y, women, and non - in group employees cmx+e dy engaged in each wank classification required by a contract wo& This information is to be reported on Form FIfWA -1391. If on-the db traiiring is being required by special Fu'vision, the contractor will be required to collect and report training data. I1L NONSP- GREGATSD FACUTIES (Applicable to all Federal -aid construction contracts and to all related subcontracts of $10,000 or more.) a: By submission of this bid, the execution of this contract or mi :ontract, or the oonsurnmation of this material supply ageement or purchase order, as appropriate, the bidder, Federal -aid construction contractor, subcontractor, material supplier, or vendor, as appropriate, certifies that the firm does. not maintain or provide for its employees any segregated facilities at any of its establiebrnents, and that the MM does not pennit its employees to perform their services at any location, under its oontmt where Page 8 of 24 EXHIBIT C nwAr42m EwAwr a VwWon- Mwth 10, IM segregated facilities are maintained. The firm agrees that a breach of this cetfifca ion is a violation of the EEO provisions of this 000baat The firm farther certifies that no employee will be denied access to adequate facilities on the basis of sex or disability. b. As used in this certification, ration, the term "segregated, facilities" means any waiting rooms, work areas, restrooms and washrooms, its and other eating arras, timaeclodcs, locker rooms, and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing facilities provided for employees which are segregated by explicit directive, or are, in fact, segregated on the basis of race, color, religion, national origin, age or disability, bemwe of habit, local custom, or otherwise. The only exception will be for the disabled when the demands for accessibility override (egg. disabled pad&g). C. The contractor agrees that it bas obtained or will obtain identical cerfifla ion from proposed subcontractors or material suppliers prior to award of sub or donsummation df material supply agreements of $10,000 or more and that it will retain such certifications In its files. N. PAYMENT OF PREDETERMINED MINIMUM WAGE (Applicable to all Fedmil -aid construction contracts exceeding S2,tm0 and to all related suboontr except for projects located on roadways Oassife d as local roads or rural minor collectors, which we mempt) 0. General: a. All mechanics and laborers employed or working upon the site of the work will be paid unconditionally end not less often than once a week and. wlthol f subsequent deduction or r"e an any account [except such payroll deductions as arc pe rn3itted by regulations (29 CFR 3) issued by the Secretary of Labor under the Copeland Act 440 U.S.C. 216c)] the folk amounts of wages and bona fide fringe benefits (6r cast equivalents t vxwf) due at tknte of payment. The payment shall be computed at wage rates not less than those contained in the wage detem3ination of the Secretary of Labor (hereinafter "the wage determination "} w'lrich is attached here and made a part hereof, regardless of any ooutractaal relationship which may be alleged to exist between the contractor or its subcaatra %I w and such labours and mechanios. The wage determination (including any additional classifications and wage mates conformed undeirpazagraph 2 ofthis Section N and the DOLposter (WH -1321) or Form FHWA -1495) shall be posted at all times by the contractor and its subcontractors at the site of The work in a promfiml and accessible place when it can be easily seep by the workers. Far the purpose of this Section, contributions made or tests reasonabYf antiicipated for bona fide fringe benefits under Section . I(b}(2) of the Davis -Bacon Act (40. U.S.C. 276a) on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of Section IV, paragraph 3b, her+eoL .Also, for the purpose of this Section, r%14ar c onfrr'tnitions made or costs Incuatd for more thaw a weekly period (but not less often than quarterly) under plans, fiords, or programs, which cover the particular weekly period, are deemed -to be constructively made or hzu red during such weekly period. Such laborers and mechanics shall be paid the appropriate wage rate and fringe benefits on the wage determination for the classification of work actually performed, without regard to skill, except as provided in paragraphs 4 and 5 ofthis Section IV. b.. Laborars or mechanics performing work in more dram one classification may be compensated at the rate specified for each classification for the time actually Page 9 of 24 EXHIBIT C FHWA -9273 98*M* Veni°n - WWCh 10'104 worked therein, provided, th ft employee' payroll records accurately Be forth • the time spent in each alas:iftc aeon in wbfch work is per• a All ruling and iuleMletW°M of the Davis -Bacon Act and related acts contained in 29 CFR 1 3 and 5 are herein inarrporated by reference in this o=Owt. 1, cu sdffcatien: oiidm SW {bat any class of laborers or a. The' SHA � g which is not listod in the wage ,,e�cs employed under the contrail, demon, aha11 be dassf ed in conformance with the wage datacmimadon. b. 7 a contracting officer *a sWmve an additional classification, wage rate and fringe beneFits only when the tWowing c riteda ba ve boa melt 1, tie work to be performed by &e e edditional claWf i cation rested i not p Ormed by a classification in the wags determination; 2. the aclditionai alaaaff'icatlon is utilized in the area by the construction industry; proposed wage xste, inchdmg easy bona fide fringe benefits, boars a 3. Ala relationship to ft wage rates contained in the wage ' datwmi=110u; and 'ls in the area is 4: with. rasped to helpers, wb= snap a classification Prows -which the wotk is perfornoed- • # the laborer and mechanics (a£ c. If the contrsc w or snbcontra� as gpVpna e, known) to be employed in the "1001W el classificsdon or au re and ft contr cdng officer agces ors &a classificatlon and wage rate (Including for fringe benefits 'white VP WWe)p a report of Ric th amount desigaat«I officer to tha DOL, A�4 ratoa< • adios taken shaIl be cent by the �tracllnA potion, ac the k quid Hour DivWO% Employment Standards or ffi' W9sbiagton, D.G 20210. The Wage and Hour A:daamsirabo�r, additional tentative, will modify ° d'0� a�►acy Q t and so advise the cmbmdit • class ac tion wifftin 34 days o �� the 30 period $tat officer or will notify the contracting additional *" is necessary he lab d. In the eveut the contracwr or subcou as ariste te s, the o orers or meoluraitcs to be employed. in flea additional • repre� whors, and ihe oat trsilhig- officer do not agree on Hie proposed cbmwiiic anion and wage rate (mclvdinB the amount designated for fziu8e bane us, whore appropriou), the contracting officer shall refer fire questions fiw1affaig the views of all i pities and the r=mmeaddion of the sad Haan: Air for defe maination. Said �tmcgng offiicar, to the Wage will issue a determination within ' Administaa�', or as audhotized reprasentativ0. officer or will notify the 30. days of receipt and so advise the, contca+ctin8 contracdg officer wi9ain the 304ay period that additional ft e, is necessary a The wage rage (including t ingcbmeflts Vbero app mpiiste) detained pursuant p 2c or 2d of this Section IV shall be paid -to all workers pmfo�rmiug work in the additional classification from the first day on whicb work is performed in the classification. . Z, payment of Fringe 130effts: ribed in the contract for a class of a yA wnever the minimum wap raft pnsw laborers or mechanics includes a hinge benefit which is not earpressed as an, hourly rate, the contractor or subooasractors, as aPProlriati k sled either pay the page 10 of 24 EXHIBIT C FKWM1279 F3UVOrdG VwdM.— MKCh A 1904 benefit as stated in the wage determination or shall pay anti bona fide fringe benefit or an hourly can equivalent tiie eof. b. if the contractor or subcontractor, as appropriate, does not make payments to a trustee or other third person, helshe may consider as a part of the wages of any laborer or'rnechanic the amount of any coats reasonably anticipated in Pmvidffig bona fide fringe benefits under a plan or program, provided, first the Secretary of Labor has faand, upon the written request of the cantlwtor, that the applicable standards of the DwAs -Bacon Act have been met The Sanetary of Labor may require, the contractor to set aside in a separate account assets for the meeting of obligations under the plan or program 3. Apprentices and Trainees (Programs of the U.S. DOL) and Helpers: a. Apprentices: 1. Apmatices will be permitted to work at less thatt the predetermined rate f the wmrk they performed when they are employed pa UMd to and individually registered In a bon Ed* epprentatiicesbip prow= registered with the DOT.., Employment and Training Actministnfion, Bureau of Apprenticesbip and Tinning; or with a State apgrentioeship M18CUcY recognized by the Bureau, or if a person is employed in his/her first 90 days of probationary employment as an apprentice in such an. apprentioesUp program, who is not individually registered in the program, but who has begn certified by the Bureau of Apprenticeship and Training or a State apprw0cesbip agency (where appropriate) to be eligible far probationary employment as an apprentice. Z. The allowable ratio of appreatices: to journeyman -level employees on the job site in any ca afl: ciasgific anon dmU not be greater than the ratio permitted -to thr. contractor as to &e entire work force nnder the program. Any employee listed on a payroll at an apprentice wage rate, who is not registered or otherwise employed as stated aboye, shall be paid not less than the applicable wage rate listed is the wage det=imat£on for the classifioation of work actually performed. In addition, any efpreotic a performing work on the job site is excess of the ratio permitted meter the reestaed program alsall be paid not less the 'appli cable wage rate on the waged atirna for the work actually performed. Wbere a contractor or mftontractar' is 'performing construction on a project is a locality other• than that in which its progiram is registered, the ratios and wage rates (expressed in peloentages of tha journeyman-level hourly rate) speaMed in the eozltractor's or subc=tractoes registered program shall be observed. 3. Every apprentice must be paid at not less than the rate specified in the registered'progmn for the q*mndce% level of progress, wTmsW as a percentage • of the joumeymen -level bandy rate specified in tho • applicable wage determination. Apprentices shall be paid f inge benefits m accordance wif e the provision of the apprenticeship program: If the apprenticeship -program does not specify fringe benefits, apprentices must be paid. the full amotmt of fringe benefits listed on the wage detmalm Lion for the applicable classification. If the Administrator for the Wage and Hoar Division determines that a different practice prevails for the applicable apprentice eleasifiestion, fringes shall be paid in accordance with that determination. Page 11 of 24 • EXHIBIT C WWA -1Zf3 Elecowk Vrsbn —March 10,104 4. In be event Hae Bureau of Apprea►eeshtp and Toining, or a State apprenticeship agency reeogahed by the Bureau, withdraws approval of an lnogmt+ the Bo or or subcontractor will no long be peamitted to utilize %Vrmdcw at less than the applicable predaterrmned rate for the comparable wort` performed by regular employees until an acceptable program is approved.. • b. Trainees: 1. Facet as provided in 29 CFR 5.1 b, trsnaaes �v11 net be permitted to work at less than the predetermined rate for the work pefo med unless $ray ere employed pmxmmt tD and individually registered in a lrograrn wbieh bas received prior approval, evidenced by formal ca ffic edon by • the DOI , Employment and'thhemg Administration. Z The ratio of trainees t D joumeymarr_j" employe" on the job site airali not be greater than petted under the. plan approved by the Employment and TAIning Administratdon. Any employee wed on the payroll at a trainee rate who is not registered and participating in a trairdng plan appmved• by the Employment and Tramfag AdWW ration shalt be paid not less than the applicable wage nrte art the wags ddemAnstion for the classification of wO* act nUy peafoxmed. In addition, any trainee paforming work on the job ft in exrods of the ratio pamitted under the M&tmtd prop= shall be paid not less than the applicable wagel*e on the wage dea=dnation for the work actually performed. Every trainee mast be paid at not less than • the rate specified in - the approval program for Walber level of progress, i r�cpreased • as a pn,�ftge of the joumeytox0evel ' hourly rata specifi n the applicable wage won. Trainees shalt be paid fringe b a trais:Qa accor&mce with the provisions of the trairm program. e program does foot rnaotion fringe benefits, trainees s>za12 be paid ibe fall amount of friage benefits Hated on the wage ddmdnation unkas the Admkisftatff of the Wage and Hour Division detenub oa that there is an appseatiajj P progam nweiated with the coaesponding Journeyman I" wage rata on the wage determmstioa wbiclr provides far i s the n . fall fringe benefits for apprentices, in which QM each trainees shall receive the some fringe benefits as apprw6c s. 4. In The event the Employment and Tr&&g Administration witbftwo approval of a txaimng program, the contractor or subcontractor will no longer be permitted too uobd m trainees at leas than the applicable predr.tenmined rate for the woric performed until an acceptable prograrn is apPM-Md- a Helpers : Helpers wit be permkW to work on a project ff the helper dassftdon is specKled and defined on the applicable wage - determination or is approved pursuant • to the conformance procedure set fork's In Section N.2. Any worker Rated on a pa)"11 at a helper wage tale, who is not a helper under a approved deflnrdon, shaft be paid not less than the appitcable wage rate on the wage determination for the classification of work actually performed. Page 12 of 24 EXHIBIT C FKWA -1273 9WCb OVenbn -Minh 10. M4 4. Appmntiaes and Trainees (Programs of the U.B. DOT): Apprentices and trainees working under appreatic -eslup and stall training prowams which have b een certified by the Secretary of Transportation as promoting nO in connection with Federal -aid bdgliway construction program, are not subject to the requhmeats of paragraph 4 of this Section N. Tire straight time hourly wage rates for apprentices and trainees under such progrmns will be established by the particular Mg.. The ratio of apprentices and trainees to journeymen shall not be greater them permitted by the terms of ilea particular program. 5_ Wlthholding: Tha SHA shall upon its own. action or upon written request of an a dwdzed rep esentatiye of the DOL withhold; or cause to ba withheld, from. the contractor or subc onftwtor under this contract or any other Federal contaat with the some prone oeatrac tor, or any oothar Federally -a deed contract subject to Davit -Bacon provailing wage requirameru which is held by the sauce prime contractor, as much of the accrued payments or advances as may be cozy4dared nxcess:* y to pay laborers and aucrbanics, including apprentices, bairtees, and helpers, employed by the contractor or any subcontractor the fall amount of wagon required by the cc dhm& In the event of fawn, to pay any laborer or mecbauic, including twy apprentice, trainee, or helper, employed or working on the site of the work, all or pig of tha wages required by the contrail, the SHA contracting officer may, after written notice to the contractor, take such action as may be necessary to cause the suspension of any further payment, advmice, of gua uxtee of ftmds until such violations l=ave ceased. 6, overtime Requirements: No contractor or subcontractor contacting ibr any part of the contract work wbich may require or involve the employmeit of laborers, mechanics, watchmen, or guards (incbxft apprentices, trainees, and helpers deson'bed in paragrapbs 4 and 5 above) shall require or permit any laborer, mecheair, wstcbvun,•or guard in any workweek in which helshe is employed on such work, .tD work in excess of 40 hours in suet]. workweek unless such laborer, mechanic, watchman, or guard receives eornp�sation at a rate not less than one -and- one -half times his/her basic rate of pay fo c all hours worked in excess of 40 hours in such wortiwe& 7. Violation: Usbility for Unpaid Wages; Liquidated Damages: In the event of any violationl 'of the clause set forth in paragrVb 7 above, the contractor"and any subcontractor responsible thereof sbalt•be liable to the affected employee for his/her unpaid wages. In addition, such contractor and subconlxaa shall be liable to the United Stakes (in the case of work done Under contract for the District of Columbia or a territory, to such Dishier or to smch territory) for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer, mechanic; watchman, or guard employed. in violation of the clause set forth in paragraph 7, in the sum of S 10 for each calendar day on which 'such employee was required or permitted to work in excess of the standard Page 13 of 24 EXHIBIT C FHWP,12n EWCM sft V*sbn — � 1o, 104 wbrk week of 40 hours wifhout paymamt of the overtime wages required by the clause set forth in paragraph 7. 8. Withholding for Unpaid Wages and Ugviddted Darn29ea: The SHA 'shall upon its awn Ration or upon written request of auy authorized repr�eatative of the IDOL wkthtiokd, or dose to be witbadd, from arty IIwnies payable on &goat of work performed by the contrsrbor or a6omftaetor MAer any owl contract or say O&M Fedetd coulrast with the samo prime co�aszactior, or any *&a Fed"ly_Msiftd oa *ad g*ed to the Coa6rad Work Hotus and Safety ids Act, which is held by the some prime cOhbzctor, such cams as may be determined to be necessary to satisfy any Iisbllities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in Paragraph 8 above. V. STATEMEWS AND PAYROLLS (Applicable to all Federal-aid constmotion contracts rakMding A000 and to All related try, eakeept • for projects located on roadways -classified as local roads or rural oolle ctors, whim are exempt.) 0. Compliance with Copeland Reguiations (29 CFR 3)! The core mcw w* comPly with the Gapeww R of the Secretary or labor which are herein b=rpmvW by reference. i. Payrolls and Payroll RecoMx a. Payrplls. and basic records r6b tmg thereto shall b e maintained by the coairartor and eaab �coxrfractar &=Ing the course of the work and preserved for a period of 3 yam fmm the date of ooaupletion of the contract for all laborers, Macs, apprcntices, trainoes, wakkMen, belpeM end guards working at the site of the work. b. The pi ll records almll cow the wMe, soda] security n mbes, and address or each aoch employee; his or bw wnect cim fic ation; hourly rates of wages paid (iaacluding rates of co or costs ode patted ern; bona fide firixnge benefits or cash equivalent ameof the types described izi Section l (b)(2)(B) of the Davis Bacon Act); WY and weeidy M=ber of baurs worked; deductions made, and actual wages paid. In addition, for Appalachian contracts, 9e payroll records &balk ooutdn a notation m dj c oi wbedra tare em*oyee does, or does not uermally reside in the labor area as defined in Attac�t A. p g�1� Wbrnever the Secretary of Labor, pm=t to Section N, paragrap found &M the wages of any laborer or mechanic include -the amaunt of any b osts ts reasonably anticipated in providing benefits under a plan or program . ' in Section l(b)(2)(B) of the Davis Bacon Act, the. contractor and each subcontractor maintain records wbich show that the commitment to provide such benefits is enforclmblq that the plan or program is financially " responsible, chat the plan or program his been communicated iu writing to the laborers or mechanics affected, and show the cost anticipated or the actual cost lna. -red in providing benefits. Contractors or subcontractors employing epprentices or trainees under approved programs "I maintain written evidence Page 14 of 24 EXHIBIT C H-WAAM Electwi Ven;bn —N*fth 10, iW4 of the registration of apprentices and trainees, and ratios and wage rates preacn'bed in the applicable programs. m Each contractor and subcontractor shall famish, cacti week in wbicb any contract work is performed, to the SHA resident engineer a payroll of wages paid each of its employees (hieWng apprentices, trainees, and helpers, de ml)ed in Section 1V, paragtaplra 4 and 5, and watchmenn, mad guards engaged on work during the preceding weekly payroll period). The payroll submitted shall set out accurately and completely all of the information required to be maintained: under paragraph 2b of this Section V. This infoTma Lion may be submitted in any foam. desired: Optional Form WH 347 is available for this purpose and may be purchased from the Superintendent of Documents (Federal stock number_ 029-005 -00141), U.S. Government Printing OTce; Washington, D.C. 20401 'l'he prime contractor is responsible for tip submission of copies of payrolls by all subcontractoia. & Each payroll submitted sha11 be accompanied by a "Statenneht of Coanpliance," signed by tine contractor or suboonttactor or his/her agent who pays or supervises flee payment of the persons employed under the contract and shall ceatify the following; 1. tbst 1he payroll for the payroll period contains the information required to be maintained under paragraph 2b of this Section 'V and that such iaforn7atloa is correct and gomplets; 2. that such laborer or mechanic {'mduding each helper, apprentice, and trainee) employed on the contract during the payroll period has been paid the full wwHy wages earned, witlnut rebate, eitba directly or indirectly, and fleet no deductions have been made eithea• directly or indircIy ftom the fall wages eamed, other than permissible deductions as set fib in ft Regulations, 29 CFR 3; . . 3. that each laborer or mechanic has been paid not less that the applicable wage rate and fringe benefits or cash equivelent fix the classification of worked pc*rineA as specified in the applicable wage determination iavorporatcd hero the contract. e. T r, weekly sabossion of a properly executed cer fic Lion set forth on the reverse, side of 8ptim al Form WH 347 shall satisfy the requirement for submission of the *Statement of Compliance" required by paragraph 2d of this Se ction V. f. The falsification of any of the abovt certifications may subieet tha contractor to civil or criminal prosecution under 19 U.S.C.1001 and 31. U.S.C. 231. g, The contractor or subcontractor shall make the recor3$ required under paragraph 2b of this Section V avagable for inspection, copying; or transcription by. authorized representatives of the SH& the FHWA, or the DOI, and shall permit such representatives to Wervitew employees during working hours on tare job. If the contractor or subcontractor fans to submit the required records or to make then available:, the'SHA, the FHWA, the DOL, or all tray, after written notice . to the coutiaetor, sponsor, applicant, or owner, take such actions as may be necessary to cause the suspension of any further payme at, advanoe,.or guarantee of funds. Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment aeon pursuant to 29 CFR 5.12. Vl. RECORD OF MATERIALS, St1PPLIES, AND LABOR Page 15 of 24 EXHIBIT C F MM12T EW*0dcV*W*0 —Mvrh W. iM 0, tin all Federal-aid contacts on the National I:Iighway System, except those which pro-Ada solely for the installatioth of protective devices at railroad grade crossings, those which art: constructed on a force aocount or direct labor basis, highway beantific adon contracts, and contracts for which the total final construction cost for roadway and bridge is less than 51,000,000 (23 CPR 635) the contractor shall: L Become familiar with the IM of specific materials and supplies contained in Form FHWA -47, "Statement of MaWials and Labor Used by Contrmtor of Highway Construction involving Federal Funds," prior to the coannnencement of work trader this contract. b. Maintain a record of the total cost of all matmiels and supplies puiohesed far and inomporated in the work, and also of the quantities of those speolfio materials and supplies listed on Form FHWA -47, and in the units sbawn on Form F'HW'A -47. a vanish, upon the completion of do contract, to the SHAD resident engineer on Form FHWA -47 ' together with the data required in para®rapb lb ralativFurnishaterials cad mpplim a final labor suhrmary of all contract work Moaft the total home woodwil and The tdW annount earned. 1. At the prime contactoes option, enter a single report cc vering all contract work -or separate reports for the poutractor and for each subcoubad shall be submitted. VrL - StlBLE'6'[' G OR ASSIGNWQ THE CONTRACT 0.. The contractor shall Perform with its "a org_ wzation contrad work amounting to not toss than 30 p=mt (or a greater percr�ge if specified dwwbere in the contract) of The lotal original contract price, excbxling say specialty items desigoaled by i ie State. Specialty ham may be performed by subcontract and the amount of ashy such specialty items performed may be deducted fi= the total •mrigind- ctmtmct prim before compuft1 he amount of work required to be performed by flee contrartoes own orgiizat€orn (23 CPR 635). a. "ks owe oerganimflon' shall be construed to include only woriaxs employed and padd dinudy by the prima contractor and copmeat owned or rafted by the pram contractor, with or wid tud operdom Such term does not include employees or equipment of a subcontractor, assignee, or agent of the prime contrsatDr. b. "Specialty Items" sball be construed to be Limited to work that requires bighly specialised knowledge, abflfties, or equipment not ordinarily avallable in dLe typo of contracting organizations qualified and expected to bid oa the contract as a whole and in genei al are to be limited to ralnor components of the overall co nt MCL I . The coaftia amotmt upon wbwh tine regairerumts set firth is paragraph I of Section YIL is compveted includes 'the cost of mstedal and marnubeti red products • which we to be purchased or produced by the oantractor under the contract provisiom 2. The oontractor shall frsrrdsh (a) a competent snperinteendeat or supervisor who is employed by the &m, bas full authority to direct puftmeance of the work in accordance with the ctmtrad requirements, and is.in,charge of all construction, opehgoms (regardless of wbo•paforms the work) and (b) such other of its own organizatiorial rGSOWres (supervision, management cad engineering services) as the SRA cdatn•actiug officer determines is nec eseary to assure the perfoud mee of the contract. 3. No portion of the contract shall be subld, assigned or otbe wIse disposed of exocpt with the written consent of the SHA contracting officer, or av&orized representative, and such consent whey given shall not be construed to relieve the contractor of any responsibility for the fulfillment of the contract. Written consent will be given only after the SHA has assured 'that each subcontract is Page 16 of 24 EXHIBIT C FHWA^1273 beef ark Vardon — MWah 10,19 4 evidmoed in writing and that it contains all pertinent provisions and' requirements of the prince contract VIII. SAFETY: ACCIDENT PREVENTION 0. la the performance of this rmntract the contractor shall Comply with all applicable Fedasl, State, and local lava governing safety, bealtb, and sanitation (23 CM 635). Tla.►s contractor shall provide all safeguards, safety devices and protective equipment and take any other needed actions as it determines, or as the SHA contracting officer may determine, to be reasonably necessary to protect the life and health of employees on the job and that safely of dra public and to protect property in oonuecHon WM the pe rfommanoe of the work covered by the contract. 1. it is a condition of this costtraCt, and shall be made a condition of each subcontract, wbich the contractor eaters into pursuant to this contract, that the contractor and any'subcontractor shalt not permit any employee, pafastnance of1he contract, to work in surroundings or under conditions Which are unsaniteM hazardous or dangerous to his/her health or safety, as detwnia►ed crudest construction safety and health standards (29 CFR 1926) promulgated by the Secretary of Labor, in accordance with Seceou 107 of the Contract Work Hours and Wety Standards Act (40 U.S.C. 333). 2. pursuant to 29 CPR 19263, it is a condition of this contract that the Sec re tasy of Labor or authorized representative thereof, shall bane sight of entry to any site of coup - act performance to inspect or investigate &a matter of compliance with the construction safely and heal$r sts Aards and tO cm Ty out the duties of the Secretary tmdee Section 107 of the Contract Work Hours and Safety Surds Act (40 U.S.C. 333). 1K FALSE STATEMENTS CQNCPANING HIGHWAY PROJECTS In order to assure higb quality and dm 'ble consttroctlon in conformity with approve d plans and specif cetiotls and a high degree of reliability on statements and ropresa►tr tior made by en&em, eontractors� supplies, and workers on FtdeW -$id hiSllway projects, it is essential that all persons oono nn,ed with Me project perform' their fimcdorls as .carefulk r, thnrougKy, and honestly as possible. willful falsification, distortion, or miampreseatation. with respect to any fads related• to the project is a violation of Federal law. To peemt any misunderstanding regarding the seriousness of these and d4lar acts, the following notice shall be posted an each Federal -aid highway project (23 CPR 635) in one or more places whew it is reediily'available to all persons concerned with the project: HoT = TO ALL PERSONNEL MAGED ON FEDERAL -AID MG WAY PROJECTS 18 U.S.C. 1020 reads -as follows: 'VVhoaver, being an ofpcer. agen or emploi"es of the united States, or of any State or reffNwy, or wfroevar, whether' a person, assocfetlon, firm% or corpo eWn, bmwln* makes any false statemerd, false representatbM or false report as to the dw =W, grab, quWAly, .or cost of the mstmW used or b be used, or the qusWy or qua* of the work Pwfbrrrred or to be peribmm , or the cost thereof fn connection w7h the subm►sslon of plans, maps, apacKoalions, contracts, or costs of om*uodon on any highway or related pmJect submMed far approval to the• Secretary of rransportatfon; or Whoever krxm tgly makes any liaise statement, false rePrasentaflorr, false report or false claim with respect to the character, quelrlj , quantify. or cost of any work pwfwmd ar to be performed, or materials AmVshed or to be Nml shed, in connection with the cbtn faction of any highway or related project approved by the Secretary of rransponsuorr or Page 17 of 24 EXHIBIT C "XI273 8@dMd0 VWz1cn - WCh 10, 1994 Whoever know V(y makes any false statement or.fabe representatba as to matierlal Fact In any she wwrd, cm ideate, or report M n &d pursuant to pwovfskm of ft Federal -e1H Reeds Alf approved July f, 19 16, (39 Sbt 36M, as amended and supplemented; Shall be fined no( move that $10,000 or Imprisoned not more than S years or both.' X. IMPLSAENTATION OF CLW AIR ACTAND FEDERAL WATER POLLUTION CONTROL ACT (Applicable to all Federal - aid construction c ontraats and to all rdsted subconftexs of 5100,000 or more.) By submission of 'this bid or dw execution of this contract, or scrbc oatrart; as appropriate, the bidder, Fedg2l -aid construction coutrador, or subcontractor, as appropriate, will be deemed to have stipulated as Mows: 0. That any facility that is or will be utilized in the performance of this contact, uak= such contract is exempt under tae Clean AirAct, as amended (42 U.S.C. 1857 !l gam., as amended by Pub.L. 91 -604), and under the: Federal Water Pollution Control Ad, as amended (33 U.S.C. 1251 .AL �., as emended by Pub.L. 92 -SoC), Executive Order 11738, and regulations in irnplamentation tluereof (4Q C FR 15) is not listed, on the daft of 000bact award, on time U.S. Envirommeutal Protectibn Agency (EPA)' List of Violating Facilities P011ra nt to 40 CFR 1520, 1. That the fnm agrees to comply and remain in cxiropliance with all pie requirements of Section 114 of the Clean Afr Act aid Section 308 of the Federal Water Pollution Control Act and all regulatiom and gaiddines Bated thereander. 2. That the flan shall promptly notify die ST•IA of the receipt of any communication firm the Director, Office of Federal Activities, EPA, i sdicafing that a fatality that is or will be utilized fur the contract is under consideration to be listed as the BPA List of Violating Faca'li#;es. 3. • That flee farm agrees to imdude of can to be included the requirements of paragraph 1 through 4 of this Section X in every nonexempt subcontract, and farther agrees to take such action as the goveramaenf may direct as amen of eafmcing such regmrements. XL CEKnFICATION REGARDING DEBARMENT, SUSPEN810N, INELIGISILCIY AND VOLUNTARY DCGWSIOPI G. Instructions for CertifimUon - Pdmwy Covered Transactions: (Applicable to all Federal -aid contracts - 49 CPR 29) a By sigrhiag ad anbmoitting this proposal, the prospective primary participant .is providing the certi$ cation set out below. b. 7ba inability of a person to provide the certification at out below will not necessarily result in denial of participation in his covered transaction. 'The prospective participant shall submit an explanation of wiry it cannot provide. the oerlifieation set out below. The certification or explanation will be considered in .wnaedion with the departmamt or agency's determination whefher to eater into this transac don. However, fniihme of the prospective primary .participant to fanaisb a cardffcation or an explanation shall disqualify such a per"i from participation in this transaction. C. The certification in this clause is a material representation of fact upon which reliance was placed when the department or agency determined to enter into this transaction. if it is latex determined that the prospective primary participant Page 18 of 24 EXHIBIT C FHW/a M B@*or& Vardar - V=h 10. 109& knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Govermnent, the department or agency may terminate this transaction for cause of deWL d. The prospective primary participant shall provide imanediate written notice to the department or agency to whom tide proposal is submitted if any time the prospeo&e primary participant learns that its certification was erroneous when submitted or has become e r rerneous by reason of eizanged circumstances. terms e. The "covered transaction," "debarred," "suspeedod," - ineligible," "lower tier covered transaction," "participant," "person," "primary covered transaction," "pairtczpal," "proposal," and 'vvlunterily cwladed," as used in! this clause, have the meanings set out in the Definitions and Coverages sections of rules impltAmesntiug Executive Order 12549. You may contact the department or agency to which this proposal 1s submitted #br assistance in obtaining a copy.of those mgnlsiians. £ The prospective primary participant agrees by submitting this proposal &lost, should fo proposed Bove red won be entered into, it shall not knowingly enter into any lower tier covered oransacdon with a person who is debarred, . suspended, declared ineligible, or voMatanlq excltidexk from pad=q)ah in this. covered transaction, unless authorized by the department or agency, entering into this transaction. g: The prospective primary perticalp4nt further agrees by submitting this proposal that it will include the clause titled "Certification Regarding. Debarment, Suspension, rncligibility and Voluntary' Exclusiosrlower Tier Covered Transaction," provided by the depa tmeof or agency entering into this covered_ transaction, without modification, in all lower tier covered transactiarzs and is all . 'solicitations for lower tier covered transactions. h. A participant in a covevbd transaction may rely upon a certification of a prospective participant in a lower tier -covered transaction that is not debased, suspesA4 lneligWt e; or vohmtart'ly excluded from the covered transwoon, unless in knows that the certification is erroneous. A participant may dec W the method and fiequency by which it d� the eligr`irility of its principals. Each participant may, but is not required to, croak the nonproceaemest portion of the °Lists of Parties Fzcluded From Federal Proem=e nt or Noupsoaurerawt Programers" (NonprOcar=ent List) which is compiled by the Qexnerat Services • Adminishm ion. i. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order tQ render in good faith the certification required d . by this clause. no knowledge and information of participant is not required to exceed that which is normally possessed by a prudent person in tine ordinary course of business dealings. j. Except for transactions authorized under paragraph f of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or volunta&y excluded from participation in this Transaction, in addition to other remedies available to the Federal Govermneant, the depart rent or agency may terminate this transaction for cause or default. Page 19 of 24 EXHIBIT C F irW) Un E *U* version —Mach 1o, im CertMeadon Regarding Debarmwe, Suspension, ineiigWI ty and Voluntary Em:;Iusion— primary Covered Transactions 11. Th prospective ptinzaty participant certifies to the best of its lawwlelge and belied that it and its principals: a. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal depm6onent or agency; b. Have not Vibin a 3-year petal preceding this proposal been convicted of or bed a civil judgasnent rendered against &em for c ormuissiao of fraud or a criminal offense in won with obtai . atterrcpting to obtain, or performing a public (Federal, State or local) transaction or c wbwt under a publio transaction, violation of Federal or State antitrust statates or commission of embezzlernau, the$, forgory, bribery, falsification or destruction of rec s� rds, Znalcmg Use statements, or receiving stolen property; e. Are not presently indicted for or otherwise criminally or oivilly C1WXed by a govemmedw entity (Federal, State or local) with commission of any of tine offerses enumerated in paragraph lb of this Cerdfic8tion; anti d. Have not with a 3-year petiod preceding this applicffiion/proposal had one`or more public tansactions (Federal, State or local.) terminated for camas or default 12. Wbere the prospective ptinnOXY participant is- mtable to oertify to any of the statements in this ceardficaflon, such prospective participant shall attain an explanation to this proposal. s *e #e 1. )nstructions for Ceriff eStion - Lower Tier Covered Transactions: (Applicable to all subcontracts, purchase orders and other lower liar transactions of 525,000 or more.- 49 CPR 29) . By signing and submitting this proposal, the prospective lower tier is providing the certification set out bellow. L The certification in this clause is a malarial representation of fact upon which reHmnca was placed wben this won was eawred into. If it is later detarained that the prospective louver tier partic�paat knowingly rendered an enorroovs ceriificatim in addition'to other remedies available to the FedmaI Clovennnaent,'the department, or agmmy wish which this. transaiAlon originated may pzvtm available reinmIns, JvAudmg suspension mWor debamcnt b. The prospective lower tier participant :ball pmy1de. imomediaft written notice to tba person to which this proposal is submitted if at any time the prospective louver tier participant learns drat its certification was erroneous by resson of changed cd a The terms ." covered transaction," " debaued," "suspended," "ineligible,' »primary covered transaction," "participant," "pMM," "principal," "proposal," and "vohmterlly excluded," as used in ibis clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12544. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. d. The prospective lower tie- participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall _not lacowrngly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this transaction originated_ Page 20 of 24 EXHIBIT C Ft{WA4273 Madrork Vwift n— Much 10. 1994 e. The prospective lower tier participant further agrees by submitting this proposal that it will include this clause titled - Certification Regarding pebarment, Suspension, Incligibifity and Volerntary Exclusion -Lower Tier Covered Thosaction," without modification, in all lower tier covert] transactions and in all solicitations for lower tier covered transactiow. £ A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that is not debarred, suspended, ineligible, or vohnte ily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method mad frequency by which it determines the eligibility of its principals. Each participant may, but is not required ta, check the Nonprocurement List. g. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to redder in good faith the certification required by this clduse. The knowledge and information of participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of buimess dealings. h. Except for transactions authorized under paragraph a of these instructions, if a participant in a covea+ed transaction knowingly enter into a lower tier covered transaction with a person who is suspended, drbamexl, ineligible, or volwastily wwhx ed from participation in this transaction, in additions to other remedies available to the Federal Gove r=ent, the depatment or agency with which this trauwtjon originated may pursue available renedfes, including suspension and/or debarment. Ceit1#icaffcn Regarding Dai arm*P4 Susspermloh, lrlel% tbtrlty and Voluntary ExdUsfon -- L.eye w Tier Cw4w*d Transuctlow. I. 9. The prospective lower tier participant certifies, by submission of this proposal, that neither it nor its principals is presently debarred, suspended, proposed for de bi meet, declared ineligible, or voluntary a xchWe d $nm participation in this transaction by any Federal department or agency. 10. Where the prospective lower tier participant is Hatable to c tify to any of the statements in this c such prospective pertiokxmt shall attach an explanation to this proposaL s * * ** X11. CERTIFICATION REGARDING USE Of CONTRACT FUNDS FOR LOBBYING .(Applicable to ell Federal aid contraction eoutracfs and to all related subcontracts which accred S 100,000 - 49 CPR 20) 0. The prospective participant certifies, by signing and submitting this bid or proposal, to the beat of his or her lmowielge; and be tiet that" No Federal appropriated ft xh have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, .a Member of Congress, an officer or employes of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the inaldng of any Federal grant the malting of any Federal ral 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 a. If any funds other than Federal -appropriated funds have been paid or will be paid to any person for - influencing or attempting to influemce air officer or employee of any Federal agency, a Member of Congress, as officer or employee of Congress, or an employee of a Member of Congress in connection Page 21 of 24 FHWMIM Bacbwft Version — VAmh 10 1994 EXHIBIT C with Us Fcdexal contract, grant, loan, or cooperative agremeut, the undersigned shall complete and submit Standard FornrLLL, "Disclosure Fotm to Report Labbying,e in scwrdance with its Instructions. i . This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or wtc&g into this transaction imposed by 31 U.S.C.' 13SI Any person who fags to file the tequired certification shall be subject to a civil penalty of not less than $10,000 and not more than 5100,000 for each such failure. 2. The prospective participant also agrees by submitting bis or her bid or pmpwd that he or she shall require that the language of this certification is ation be included in RIl lower tier snbom*wts, which exceed S 100,000 and Me all such recipients shall certify and disclose ATTACHMENT A • EMPLOYMENT PREFERENCE FOR APPALACHIAN CONTRACTS (Applicable to Appalac idan contracts onty.) 3. During the wee of this contrast, the contractor undertaking to do'work which is, or reasonably may be, done as on -site aerie, shall give pre£arence to *qualified persons who regularly reside in the labor was as dedgw d by the DOL wherein the contract WOr1C ig situated, or the subregion, or the Appalachian counties of the State wherein th contract work is � except: To the extent that qualified persons regularly residing in the area are not available. a. For the reasonable needs of the cent u*w to ppploy sapervlsory or specially exped pemonnal necessary to Am" an efficient exeeutiori of ffie contract wo& ' b. • For the obligation of the coontractor to offer-employment to present or roamer eaiployeft as the result of a IawfW collective banning contract, provided that the bomber of nommaido t persons employed under this subparagraph l c shall not exceed 26 permt. of the total mmaber of employees employed by the contractor on the contract work, except as provided in subparagraph 4 below. 4. �U contractor shall plaice a job order with the State Employment SerAce indicattng (a) the clasxificati000s of the laborers, mrheaics and odder enhploym required to perform the contrail work, (b) die number of emtploj!oes required in each dassificadon, (c) the date on he eadmates such employees will be required„ and (d) any other pertinent information required by the State Employment Service to complete the job order fora. The job order may be placed with the State Employment Service in writing or by telephoner If during the oomse of the contract work, the h*cm &m submitted by the contractor in the odgiasl job order is snbt(tantia]ly modified, be shall pro�'notif� the irate Employment Service. S. The. contractor shall give frill consideration to all qualified job applicants refared to biia by the State Employment Service. The contractor is not required to grant a rhgloyme nt to any job applicants W116, In his gpinion, are not qualified to perform the classification of work required 6. If, Witt& 1 week following the placing of a job order by the contra, tw with thre Stste Employment Service, the State Employment Swine is marble to refhr any qualified job applicants to the contractor, or less than the number requested, the State Employment Oemce will forward a certificate to thb contractor indicating the tmavailability of Applicants. Such certificate sball be made al part of the contractor's permanent project records. Upon receipt of this CM- dficate, The connector may employ persons who do not nbawdly reside in the labor area to. fill positions covered by the certificate, notwithstanding the provisions of subparagraph l c above. 7. The contractor shall include the provisio o f Sections 1 through 4 of this Attxchm,eat A in every subcontract for work which is, or reasonably may be, dona43 on -site work- This rage fist a*cW*d an Moult 11. nW Page 22 of 24 EXHIBIT C za cFa Pad MAID suy rrWiM R***WMA* 23 CFR Part 635.410 Buy America Requirements. (a) The provisions of this section shall prevail and - be given precedence over any requirements of this subpart which are contrary to this section. However, nothing in this section shall be construed io be contrary to the requirements of §M.409(a) of this subpart- (b) No Federal -ald highway construction project is to be authoftad for adveitisement or otherwise authorized to proceed unless at least one of the iolloMft requirements is met: (1) The project either. 0) Includes no permanently Incorporated steel or Iron materials, or (It) If steel or iron materials are to be used, all manlfacturing processes, Ir>a uding application of a coating, for these materials must oaxu In the United States. Coating Includes all processes which protect or enhance the value of the material to which the coating Is applied. (2) The State has standard contract provisions that require the use of domestic materials and products, Induding steel and Iron materials, to the same or greater extent as the provisions set forth.in this section. (3) The State elects to include alternate bid provisions for foreign and dommstic steel and Iron materials which comply with the following requirements. Any procedure for obtaining alternate bids based on fumtshtng foreign steel and Iron maWals which is acceptable to the Division Administrator may be used. The contract provisions trust (i) require all bidders to submit a bid based on furnishing domestic steel and Iron materials, and (it) clearly state that the contract will be awarded to the bidder who submits the lowest total bid .based on furnishing domestic and Iron materials unless such total bid exceeds the lowest total bid based on furnishing foreign steel and Iron materials by more than 25 percent (4) When steel and Imn materials are used In a project, the requirements of thts section do not prevent a minimbi use of foreign steel and iron matliais, 0 the cost of such maiDdals used. does not exceed one -tenth of one petcant (0.1 percent) of the total contract cost or $2,500, whichever is greater. For purposes of this paragraph, the cost is that shown to be the value of the steel and iron products as they are delvered. b the project. (ex1) A State may request a waiver of the provisions of this section if; (1) The application of those provisions would be inconsistent with the public Interest; or (il) Steel and Iron materialstproducts are not produced in the United States in sufficlent and reasonably available quantities which are of a satisfactory quality (2) A request for waiver, accompanied by supporting information, must be submitted in writing to the Regional Federal Highway Administrator ( RFHWA) through the FHWA Division Administrator. A request must be submitted sufficiently in advance of the need for the waiver In order to allow time for proper review and action on the request. The RFHWA will have apprgval authority on the request Page 23 of 24 23 CM Pwt 636.410 911 Nr&1 a Req*ur w. (3) Requests for waivers may be made for specific projects, or for certain materiels or products in specific geographic areas, or for combinations of bout, depending on the circurnstances. (4) The denial of the request by the RFHWA may be appealed by the State to the Federal t+ghway Administrator (Administrator), whose action on the request shall be considered administrathrely final. (6) A request for a waiver which involves nationwide public interest or availability issues of more than one FHWA region may be submitted by the RFHWA to the Administrator for action. (6) A request for waiver and an appeal from a denial of a request must include fads and Justification to support the granting of the waiver. The FHWA response to a request or appeal All be in writing and made available to the public upon request. Any request for a nationwide welver and FHWA!s action on such a request may be published in the Federal Register fur public coinment (�) in determining whether the waivers described in paragraph (cx1) of this section will be granted, the FHWA will consider all appropriate factors including, but not limited ta, cost, administrative burden, and delay that would be imposed if the provision were not waived. (d) Standard Statwand Federai-ald contract procedures may be used to assure compliance with the requirements of this section. K8 FR 53104, Nov. 25, 1983; as amended at 49 FR 18821, May 3, 1984; 58 FR 38976, July 21,1993) Page 24 of 24 Orlando, FL to S Elm Ave & Park Dr, Sanford, FL - Google Maps >r ? Orlando, FL Directions to S Elm Ave & Park Dr, Sanford, FL 25.0 mi — about 26 mins Page 1 of 1 Save trees. Go green! Download Google Maps on your d one at gaogtecom/gmm 1. Head east on W South St toward S Orange Ave 2. Take the 1st right onto`" S Orange Ave 41 3. Take the 1 st left onto E Anderson St About 2 mins go 0.3 mi total 0.4 mi These directions are for planning purposes only. You may find that construction projects, traffic, weather, or other events may cause conditions to differ from the map results, and you should plan your route accordingly. You must obey all signs or notices regarding your route. data 02010 go 95 ft total 95 ft go 0.1 mi total 0. I .mi http: / /maps.google.com /maps ?f=d &source =s d &saddr= Orlando, +FL &daddy =S +Elm+Av... 11/12/2010 City Of Sanford Agreement With The Middlesex Corporation For Pavement Mananement Services (Pianyback) UJI This Agreement made and entered into this g i eby of November, 2010 by and between the: City of Sanford, Florida City Hall 300 North Park Avenue Sanford, Florida 32771 a municipal corporation of the State of Florida, holding tax exempt status, hereinafter referred to as the "City," and: The Middlesex Corporation One Spectacle Pond Road Littleton, Massachusetts 01460 a Massachusetts corporation, authorized to do business in the State of Florida, hereinafter referred to as the "Contractor". The City and the Contractor are collectively referred to herein as the "parties ". Witnesseth: Whereas, the Contractor has entered an agreement to provide services to Seminole County, Florida pursuant to an Agreement which Agreement continues to be in effect (hereinafter collectively the "Seminole County Agreement"); and Whereas, the City desires to retain the Contractor for the work identified in the specifications outlined in the Seminole County Agreement and for the periods set forth in the Seminole County Agreement; and Whereas, the Seminole County Agreement is attached hereto as Exhibit "A" along with the certain other documents relating thereto to include, but are not limited to, the documents relating to Invitation For Bids IFB- 600562- 09 /GMG, which is incorporated herein by this reference thereto; and Whereas, the City desires to employ the Contractor for the performance to support the activities, programs, and projects of the City upon the terms and conditions hereinafter set forth and in the Seminole County Agreement, and the Contractor is desirous of performing and providing such services upon said terms and conditions; and Whereas, the Contractor hereby warrants and represents to the City that it is Page 1 competent and otherwise able to provide professional and high quality services to the City; Now, Therefore, in consideration of the mutual covenants and agreements hereinafter contained and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, it is agreed by and between the parties hereto as follows: Section 1: Extent Of Agreementlintegration /Amendment. (a). This Agreement, together with the exhibits, constitutes the entire integrated Agreement between the City and the Contractor and supersedes all prior written or oral understandings in connection therewith. This Agreement, and all the terms and provisions contained herein including, without limitation, the exhibits, constitute the full and complete agreement between the parties hereto and supersedes and controls over any and all prior agreements, understandings, representations, correspondence and statements regardless of whether written or oral. (b). This Agreement may only be amended, supplemented, or modified by a formal written amendment. (c). Any alterations, amendments, deletions, or waivers of the provisions of this Agreement shall be valid only when expressed in writing and duly signed by the parties. Section 2: No General City Obligation. (a). In no event shall any obligation of the City under this Agreement be or constitute a general obligation or indebtedness of the City, a pledge of the ad valorem taxing power of the City or a general obligation or indebtedness of the City within the meaning of the Constitution of the State of Florida or any other applicable laws, but shall be payable solely from legally available revenues and funds. (b). The Contractor shall not have the right to compel the exercise of the ad valorem taxing power of the City. Section 3: General Provisions. (a). Each party hereto represents to the other that it has undertaken all necessary actions to execute this Agreement and that it has the legal authority to enter into this Agreement, and to undertake all obligations imposed on it. The person(s) executing this Agreement for the Contractor certifies/certify that he/she/they is/are authorized to bind the Contractor fully to the terms of this Agreement. (b). This Agreement is for the services as described in this Agreement and the Seminole County Agreement and are to be accomplished in accordance with the controlling provisions of law and as directed by the City to include all labor and materials that may be required. Page 2 (c). The Contractor acknowledges that the City may retain other contractors to provide the same types of services for City projects. The City reserves the right to select which contractor shall provide services for City projects. (d). The Contractor acknowledges that the City has retained, or may retain, other contractors and the coordination between said contractors and the Contractor may be necessary from time- to-time for the successful completion of each Work Order. The Contractor agrees to provide such coordination as necessary. (e). The Contractor agrees to provide and ensure coordination between goodstservices providers. (f). Time is of the essence of the lawful performance of the duties and obligations contained in this Agreement to include, but not be limited to, each Work Order. The parties covenant and agree that they shall diligently and expeditiously pursue their respective obligations set forth in this Agreement and each Work Order. (g). The Contractor shall maintain an adequate and competent staff and professionally qualified persons throughout the performance of this Agreement to ensure acceptable and timely completion of each Work Order. (h). Requirements for signing and sealing plans, reports and documents prepared by the Contractor shall be governed by the laws and regulations of Seminole County and State regulatory agencies. (i). No claim for services furnished by the Contractor not specifically provided for herein shall be honored by the City. Section 4: Commencementlimplementation Schedule Of Agreement (a). The Contractor shall commence the provision of services as described in this Agreement immediately upon execution of this Agreement and a Work Order thereunder. (b). The Contractor and the City agree to make every effort to adhere to the schedules established for the various Work Orders as described in each Work Order. However, if the Contractor is delayed at any time in the provision of services by any act or omission of the City, or of any employee of the City, or by any other contractor employed by the City, or by changes ordered by the City, or by strikes, lock outs, fire, unusual delay in transportation, unavoidable casualties, or any other causes of force majeure not resulting from the inactions or actions of the Contractor and beyond the Contractor's control which would not reasonably be expected to occur in connection with or during performance or provision of the services, or by delay authorized by the City pending a decision, or by any cause which the City shall decide to justify the delay, the time of completion shall be extended for such reasonable time as the City may decide in its sole and absolute discretion. It is further expressly understood and agreed that the Contractor shall not be entitled to any damages Page 3 or compensation, of any type or nature, or be reimbursed for any losses on account of any delay or delays resulting from any of the aforesaid causes or any other cause whatsoever. Section 5: Length Of Agreement. (a). The term of this Agreement is coextensive with the term of the Seminole County Agreement. (b). The Contractor's services shall begin upon written notification to proceed by the City as set forth in a Work Order. (c). The Contractor's services shall be on a Work Order basis and may include matters such as serving as an expert witness. Section 6: Description Of Services. (a). The contractor agrees to provide the services as outlined and described in this Agreement all of which are to be provided to the City in accordance with the controlling provisions of law as more specifically outlined in Exhibit "A" and Work Orders issued hereunder. (b). The Contractor shall diligently and in a professional and timely manner perform and provide the services outlined herein or as included in each subsequently entered Work Order. Unless modified in writing by the parties hereto, the duties of the Contractor shall not be construed to exceed the provision of the services pertaining to this Agreement. (c). The City and the Contractor agree that there may be certain additional services required to be performed by the Contractor during the performance of the Work Orders that can not be defined sufficiently at the time of execution of this Agreement. Such services shall be authorized in writing as a Change Order. The Work Orders may contain addititonal instructions or provide specifications upon certain aspects of this Agreement pertinent to the work to be undertaken. Such supplemental instructions or provisions shall not be construed as a modification of this Agreement. Section 7: Notices. (a). Whenever either party desires to give notice unto the other, it must be given by written notice, sent by registered United States mail, with return receipt requested, addressed to the party for whom it is intended, at the place last specified, and the place for giving of notice shall remain such until it shall have been changed by written notice in compliance with the provisions of this Section. (b). For the present, the parties designate the following as the representative places for giving of notice, to-wit: (1). For the City: Page 4 City Manager City of Sanford City Hall 300 North Park Avenue Sanford, Florida 32771 (2). For the Contractor: The Middlesex Corporation One Spectacle Pond Road Littleton, Masseehusetts 0146G The Middlesex Corporation 10801 Cosmonaut Boulevard Orlando, FL 32824 (c). Written notice requirements of this Agreement shall be strictly construed and such requirements are a condition precedent to pursuing any rights or remedies hereunder. The Contractor agrees not to claim any waiver by City of such notice requirements based upon City having actual knowledge, implied, verbal or constructive notice, lack of prejudice, or any other grounds as a substitute for the failure of the Contractor to comply with the express written notice requirements herein. Computer notification (e -mails and message boards) shall not constitute proper written notice under the terms of the Agreement. Section 8: Work Orders. (a). The provision of services to be performed under this Agreement may commence immediately upon the execution of this Agreement or a Work Order as directed and determined by the City. Services to be provided by the Contractor to the City shall be negotiated between the Contractor and the City. Each Work Order shall reference this Agreement by title and date, include a detailed description of quantities, services, and a completion schedule, and will be provided on the Contractor's letterhead. Services described in said Work Order will commence upon the issuance of a City Notice-to- Proceed. (b). If the services required to be performed by a Work Order is clearly defined, the Work Order shall be issued on a "Fixed Fee" basis. The Contractor shall perform all services required by the Work Order but in no event shall the Contractor be paid more than the negotiated Fixed Fee amount stated therein. (c). The Contractor and the City agree to make every effort to adhere to the schedule established for the various Work Orders described in the Work Order. (d). If the services are not clearly defined, the Work Order may be issued on a "Time Basis Method" and contain a Not- to-Exceed amount. If a Not- to-Exceed amount is provided, the Contractor shall perform all work required by the Work Order; but in no event shall the Contractor be paid more than the Not -to -Exceed amount specified in the applicable Work Order. (e). For Work Orders issued on a "Fixed Fee Basis," the Contractor may invoice the Page 5 amount due based on the percentage of total Work Order services actually performed and completed; but in no event shall the invoice amount exceed a percentage of the Fixed Fee amount equal to a percentage of the total services actually completed. (f). For Work Orders issued on a "Time Basis Method" with a Not- to-Exceed amount, the Contractor may invoice the amount due for actual work hours performed; but in no event shall the invoice amount exceed a percentage of the Not -to- Exceed amount equal to a percentage of the total services actually completed. (g). Each Work Order issued on a "Fixed Fee Basis" or "Time Basis Method" with a Not - to-Exceed amount shall be treated separately for retainage purposes. If the City determines that work is substantially complete and the amount retained, if any, is considered to be in excess, the City may, at its sole and absolute discretion, release the retainage or any portion thereof. (h). For Work Orders issued on a "Time Basis Method" with a Limitation of Funds amount, the Contractor may invoice the amount due for services actually performed and completed. The City shall pay the Contractor one hundred percent (100 %) of the approved amount on Work Orders issued on a "Time Basis Method" with a Limitation of Funds amount. Section 9: Change Orders. (a). The City may revise the description of services set forth in any particular Work Order. (b). Revisions to any Work Order shall be authorized in writing by the City as a Change Order. Each Change Order shall include a schedule of completion for the services authorized. Change Orders shall identify this Agreement and the appropriate Work Order number. The Change Orders may contain additional instructions or provisions specific upon certain aspects of this Agreement pertinent to the services to be provided. Such supplemental instructions or provisions shall not be construed as a modification of this Agreement. An agreement between the parties on and execution of any Change Order shall constitute a final settlement and a full accord and satisfaction of all matters relating to the change of work and /or services and to the impact of the change on unchanged goods and /or work including, but not limited to, all direct and indirect costs of whatever nature and all adjustments to the Contractor's schedule. (c). If instructed by the City, the Contractor shall change or revise work that has been performed, and if such work is not required as a result of error, omission or negligence of the Contractor, the Contractor may be entitled to additional compensation. The Contractor must submit for City approval a revised proposal with a revised fee quotation. Additional compensation, if any, shall be agreed upon before commencement of any such additional work and shall be incorporated into the work by Change Order to the Work Order. Page 6 Section 10: Compensation. (a). Compensation to the Contractor for the services performed on each Work Order shall be as set forth the Work Order /Change Order or as set forth in the Seminole County Agreement which enumerates rates and charges of the Contractor. (b). The City shall not pay for reimbursable items such as gas, tolls, mileage, meals, etc. and other items not directly attritbutable to items produced for each Work Order. (c). Work performed by the Contractor without written approval by the City's designated representative shall not be compensated. Any work performed by the Contractor without approval by the City is performed at the Contractor's own election. (d). In the event the City fails to provide compensation under the terms and conditions of this Agreement, the Contractor shall notify the City's designated representative in order that the City may take remedial action. Section 11: Invoice Process. (a). Payments shall be made by the City to the Contractor when requested as work progresses for services furnished, but not more than once monthly. Each Work Order shall be invoiced separately. The Contractor shall render to the City, at the close of each calendar month, an itemized invoice properly dated, describing all services rendered, the cost of the services, the name and address of the Contractor, Work Order Number, Contract Number and all other information required by this Agreement. (b). Invoices which are in an acceptable form to the City and without disputable items will be processed for payment within thirty (30) days of receipt by the City. (c). The Contractor will be notified of any disputable items contained in invoices submitted by the Contractor within fifteen (15) days of receipt by the City with an explanation of the deficiencies. (d). The City and the Contractor will make every effort to resolve all disputable items contained in the Contractor's invoices. (e). Each invoice shall reference this Agreement, the appropriate Work Order and Change Order if applicable, the billing period, and include the Project Status Report for the period being billed. (f). The Florida Prompt Payment Act shall apply when applicable. (g). Invoices are to be forwarded directly to: Finance Director City Hall Page 7 City of Sanford 300 North Park Avenue Sanford, Florida 32771 Section 12: Severability /Construction. (a). If any term, provision or condition contained in this Agreement shall, to any extent, be held invalid or unenforceable, the remainder of this Agreement, or the application of such term, provision or condition to persons or circumstances other than those in respect of which it is invalid or unenforceable, shall not be affected thereby, and each term, provision, and condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law when consistent with equity and the public interest. (b). All provisions of this Agreement shall be read and applied in pari materia with all other provisions hereof. (c). Violation of this Agreement by the Contractor is recognized by the parties to constitute irreparable harm to the City. (d). Venue for any lawsuit arising under this Agreement shall be in the Circuit Court in and for Seminole County, Florida, with regard to State actions, and in the United States District Court for the Middle District of Florida (Orlando) with regard to Federal actions. Section 13: Indemnity. (a). To the fullest extent permitted by law, the Contractor shall indemnify, hold harmless, and defend the City, its agents, servants, officers, officials, and employees, or any of them, from and against any and all claims, damages, losses, and expenses including, but not limited to, attorneys fees and other legal costs such as those for paralegal, investigative, and legal support services, and the actual costs incurred for expert witness testimony arising out of or resulting from the performance or provision of services required under this Agreement, provided that same is caused in whole or part by the error, omission, negligent act, failure to act, malfeasance, misfeasance, conduct, or misconduct of the Contractor, its agents, servants, officers, officials, employees, or subcontractors. The City does not waive its right to assert consquential damages against the Contractor. (b). In accordance with Section 725.06, Florida Statutes, adequate consideration has been provided to the Contractor for this obligation, the receipt and sufficiency of which is hereby specifically acknowledged. (c). Nothing herein shall be deemed to affect the rights, privileges, and immunities of the City as set forth in Section 768.28, Florida Statutes. (d). In claims against any person or entity indemnified under this Section by an employee of the Contractor or its agents or subcontractors, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, the indemnification obligation under this Page 8 Section shall not be limited by a limitation on amount or type of damages, compensation, or benefits payable by or for the Contractor or its agents or subcontractors, under workers compensation acts, disability benefits acts, or other employee benefit acts. (e). The execution of this Agreement by the Contractor shall obligate the Contractor to comply with the indemnification provision in this Agreement; provided, however, that the Contractor shall also comply with the provisions of this Agreement relating to insurance coverages. Section 14: Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which, taken together, shall constitute one and the same document. In Witness Whereof, the parties hereto have made and executed this Agreement on the respective dates under each signature with the City acting through its City Commission and the Contractor signing by and through its duly authorized corporate officer having the full and complete authority to execute same. _ Attest The Au horiz orporat A sting Corpora t O icer Alfred S. ponas President SE Attest Q hff K Ja66t Dougherty, City Cl , 7 0 r President & COO Date City anford Linda Kuhn, Mayor %7 - 6 T Date Page 9 II For use and reliance of the Sanford City Commission only EXHEBIT A TIMM COM MACT FOB VXVM� I MMOMM PP PAOG{RM (179-900562-09 AM) T AGRZOUGM is made and entered into this oC.,3 day of C 20--q—, by and between MM l , duly authorized to conduct business In the State of Florida, whose address is One Spectacle Pond Road, Littleton, Massachusetts 01460, hereinafter called " CONTRACTOR', and SMECNDL1 COUNT2, a political subdivision of the State of Florida, whose address is Seminole County Services Building, 1101 East First Street,, Sanford, Florida 32771, hereinafter called "COUN V . WX7N2 8 S 2 T B: 1MMUS, COUNTY desires to retain the services of a competent and qualified contractor to provide road construction materials and services for Seminole County; and MMUMM, COUNTY has request received expressions of interest for the retention of services of Z� ctors; and WMEMS, CONTRACTOR is competent and qualified to provide road construction materials and services for COUNTY and desires to provide services according to the terms and conditions stated herein, MW, 28ZRMRS, in consideration of the mutual understandings and covenants set forth herein, COUNTY and COMMIACTOR agree as follows: SMICTICK I. S3MVICF"8. (a) COUNTY does hereby 'retain CONTRACTOR to furnish materials /services as further described in the Scope of Services attached hereto as Exhibit A and made a part hereof. CONTRACTOR shall also be bound by all requirements as contained in the solicitation package and all addenda thereto. Required materials /services shall be specifically enumerated, described and depicted in the Purchase Orders authorizing purchase of specific materials /services. This Agreement Pavement Management Program The Middlesex Corporation IFS- 600562- 09 /GMG Page 1 of 18 COMBED COA1f MARYAMNE MORSE CLERK OF CIRCUIT COURT IOLE L IfTY, standing alone does not authorize -the purchase of materials or require COUNTY to place any orders for work. (b) At the time of any specific work, the COUNTY will obtain cost proposal from the multiple Contractors. The successful CONTRACTOR for that specific work shall provide Performance Bond, Payment Bond and Workmanship Bond, if work exceeds TWO HUNDRED THOUSAND AND NO /100 DOLLARS ($200,000.00). The Bonds shall equal one hundred percent (100 %) of the work amount. SWTZCK 2. TJWX. This Agreement shall take effect on the date of its execution by COUNTY and shall run for a period of three (3) years. At the sole option of COMM, this Agreement may be renewed for two (2) successive periods not to exceed one (1) year each. Expiration of the term of this Agreement shall have no effect upon Purchase Orders issued pursuant to this Agreement and prior to the expiration date. Obligations entered therein by bo, ties shall remain in effect until ff delivery and acceptance of the ma erials /services authorized by the Purchase Order. 92MOR 3. FM SBR VICES. Authorization for provision of materials /services by CONTRACTOR under this Agreement shall be in the form of written Purchase Orders issued and executed by COUNTY and signed by CONTRACTOR. A sample Purchase Order is attached hereto as Exhibit B. Each Purchase Order shall describe the materials /services required and shall state the dates for delivery of materials/ services and establish the amount and method of payment. The Purchase Orders will be issued under and shall incorporate the terms of this.Agreement. COUNTY makes no covenant or promise as to the number of available Purchase Orders or that CONMCTOR will perform any Purchase Order for COUNTY during the life of this Agreement. COUNTY reserves the right to contract with other parties for the services contemplated by this Agree- Pavement Management Program The Middlesex Corporation IFB- 600562 -09 /G= Page 2 of 28 went when it is determined by COUNTY to be in the best interest of COUNTY to do so. 6R(MOK 4. T3= 7M COMPU TIM The materials/ services to be provided by CONTRACTOR shall be delivered, as specified in such Purchase Orders as may be issued hereunder, within the time specified therein. 83MOK S. CQ MBIWOK. COUNTY agrees to compensate CONTRACTOR for the professional services called for under this Agreement on a Fixed Fee basis. When a Purchase Order is issued for a Fixed Fee basis, then the applicable Purchase Order Fixed Fee amount shall include any and all reimbursable expenses. 6 1MOR 6. PAYNOW AriD 3 33 0. (a) CONTRACTOR shall supply all materials/ services required by the Purchase Order; but in no event shall CONTRACTOR be paid more than the negotiated Fixed Fee amount stated within each Purchase Order. (b) For Purchase Orders i on a Fixed Fee basis, CONTRACTOR e� may invoice the amount due based on the percentage of total Purchase Order materials /services actually provided; but* in no event shall the invoice amount exceed a percentage of the Fixed Fee amount equal to a percentage of the total services actually completed. (c) Payments shall be made by COUNTY to CONTRACTOR when requested as materials /services are furnished but not more than once monthly. Each Purchase Order shall be invoiced separately. At the close of each calendar month, CONTRACTOR shall render to COUNTY an itemized invoice, properly dated, describing any materials /services provided, the cost of the materials /services therein, the name and address of CONTRACTOR, Purchase Order Number, Contract Number and any other information required by this Agreement. The original invoice and one (1) copy shall be sent to: Pavement Management Program The Middlesex Corporation IFs- 600562 -09 /GM Page 3 of 18 Director of County Finance Seminole County Board of County Commissioners Post Office Box 8080 Sanford, Florida 32772 Two (2) copies of the invoice shall.be sent to: Public Works 500 W. Lake Mary Blvd., Suite 200 Sanford, Florida 32773 (d) Payment shall be made after review and approval by COUNTY Within thirty. (30) days of receipt of a proper invoice from CONTRACTOR. SIVIT t 7. GMMDWlL I E 014 Ot PA 139M AM err j = (a) Upon satisfactory delivery of materials /services required hereunder and upon acceptance of the materials/ services by COUNTY, CONTRACTOR may invoice COUNTY for the full amount of compensation provided for under the terms of this Agreement less any amount already paid by COUNTY. COUNTY shall pay CONTRACTOR within thirty (30) days of receipt of proper invoice. (b) COUNTY may perform or $� an audit of the records of CONTRACTOR after final payment to support final payment hereunder. This audit would be performed at a time mutually agreeable to CONTRACTOR and COUNTY subsequent to the close of the final fiscal period in which the last materials /services are provided. Total compensation to CONTRACTOR may be determined subsequent to an audit as provided for herein and the total ccaVensation so determined shall be used to calculate final payment to CONTRACTOR. Conduct of this audit shall not delay final payment as provided by subsection (a) of this Section. (c) CONTRACTOR agrees to maintain all books, documents, papers, accounting records and other evidence pertaining to materials/ services provided under this Agreement in such a manner as will readily conform to the terms of this Agreement and to make such materials/ services available at CObTTRACTOR's office at all reasonable times during the Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GHG Page 4 of 18 Agreement period and for five (5) years from the date of final payment under the contract for audit or inspection as provided for in subsection (b) of this Section. (d) In the event any audit or inspection conducted after final payment but within the period provided in paragraph (c) of this Section reveals any overpayment by COUNTY under the terms of the Agreement, CONTRACTOR shall refund such overpayment to COUNTY within thirty (30) days of notice by COUNTY. SECTION 8. R z 011 1SXWLTTTW Or CONTRACTOR. Neither COUNTY's review, approval or acceptance of, nor payment for any of the materials /services required shall be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement. CONTRACTOR shall be and always remain liable to COUNTY in accordance with applicable law for any and all damages to COUNTY caused R's negligent or wrongful provision of any of the mater a s /services furnished under this Agreement. 88CTIOK 9. TXFal=TION. (a) COUNTY may, by written notice to CONTRAC'T'OR terminate this Agreement or any Purchase Order issued hereunder, in whole or in part, at any time, either for COUNTY's convenience or because of the failure of CONTRACTOR to fulfill its Agreement obligations. Upon receipt of such notice, CONTRACTOR shall immediately discontinue all services affected, unless the notice directs otherwise, and deliver to all data, drawings, specifications, reports, estimates, summaries and any and all such other information and materials /services of whatever type or nature as may have been accumulated by CONTRACTOR in performing this Agreement, whether completed or in process. Pavement Management Program The Middlesex corporation IFH- 600562- 09 /GM(i Page 5 of 18 (b) If the termination is for the convenience of COUNTY, CONTRACTOR shall be paid compensation for services performed to the date _ of termination. (c) If the termination is due to the failure of CONTRACTOR to fulfill its Agreement obligations, COUNTY may take over the work and prosecute the same to completion by other agreements or otherwise. In such case, CONTRACTOR shall be liable to COUNTY for all reasonable additional costs occasioned to COUNTY thereby. CONTRACTOR shall not be liable for such additional costs if the failure to perform the Agreement arises without any fault or negligence of CONTRACTOR; provided, however, that CONTRACTOR shall be responsible and liable for the actions of its subcontractors, agents, employees and persons and entities of a similar type or nature. Such causes may include acts of God or of the public enemy, acts of COUNTY in its sovereign or contractual capacity, fires, floods, epidemics, quarantine res - ions, strikes, freight embargoes, and unusually severe weather; but in every case the failure to perform must be beyond the control and without any fault or negligence of CONTRACTOR. (d) If after notice of termination for failure to fulfill its Agreement. obligations it is determined that CONTRACTOR had not so failed, the termination shall be conclusively deemed to have been effected for the convenience of COUNTY. in such event, adjustment in the Agreement price shell be made as provided in subsection (b) of this Section. (e) The rights and remedies of COUNTY provided for in this Section are in addition and supplemental to any and all other rights and remedies provided by law or under this Agreement. SSCTIOK 10. AGREEMENT AND PURCKhSE ORDER XN CONFLICT. Whenever the terms of this Agreement conflict with any Purchase Order issued Pavement Management Program The Middlesex Corporation IFS-600562-09/GM Page 6 of 18 pursuant to it, this Agreement shall prevail. SECTION 11. EQUAL OPPORTWIITY SMpI.OYI NT. COMACTOR agrees that it will not discriminate against any employee or applicant for employment for work under this Agreement because of race, color, religion, sex, age, disability or national origin and will take steps to ensure that applicants are employed and employees are treated during employment without regard to race, color, religion, sex, age, disability, or national origin. This provision shall include, but not be limited to the following= employment, upgrading, demotion or transfer, recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training including apprenticeship. SECTION 12. no COMM MIT 11CR8. CONTRACTOR warrants that it has not employed or retained any company or person other than a bona fide employee working solely for R to solicit or secure this Agreement and that it has not paid or agreed to pay any person, company, corporation, individual or firm other than a bona fide employee working solely for CONTRACTOR, any fee, commission, percentage, gift or other consideration contingent upon or resulting from award or making of this Agreement. For the breach or violation of this provision, COUNTY shall have the right to terminate the Agreement at its sole discretion, without liability and to deduct from the Agreement price or otherwise recover the full amount of such fee, commission, percentage, gift or consideration. SECTION 13. C NMXCT Of INTEREST. (a) CONTRACTOR agrees that it will not contract for or accept employment for the performance of any work or service with any individual, business, corporation or government unit that would create a conflict of interest in the performance of its obligations pursuant to Pavement Management Program The Middlesex Corporation IFH- 600562- 09 /GMG Page 7 of 18 this Agreement with COUNTY. (b) CMITRAC.'TOR agrees that it will neither take any action nor r engage in any conduct that would cause any COUNTY employee to violate the provisions of Chapter 112, Florida Statutes, relating to ethics in government. (c) In the event that CONTRACTOR causes or in any way promotes or encourages a COMITY officer, employee or agent to violate Chapter 112, Florida Statutes, COUNTY shall have the right to terminate this Agreement. SECT OIN It. A38=GMUM.' This Agreement, or any interest herein, shall not be assigned, transferred, or otherwise encumbered under any circumstances by the parties hereto without prior written consent of the other party and in such cases only by a document of equal dignity herewith. AIM M I T I N 13. arm gFearV013 .f�� the event that CON71MC.'TOR, . during the course of the work under this eement, requires the services of subcontractors or other professional associates in connection with services. covered by this Agreement, CONTRACTOR must first secure the prior express written approval of COUNTY. If subcontractors or other professional associates are required in connection iuith the services covered by this Agreement, CONTRACTOR shall remain fully responsible for the services of subcontractors or other professional associates. 8ECTI0K 26. TttICATIOW OF COMM. CONTRACTOR agrees to hold harmless and indemnify COUNTY and its commissioners, officers, employees and agents against any and all claims, losses, damages or lawsuits for damages arising from, allegedly arising from or related to the provision of services hereunder by CONTRACTOR. Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GMG Page 8 of is 8=TX019 17 . IAiBQl AMM . (a) GENERAL CONTRACTOR shall, at its own cost, procure the insurance required under this Section. (1) Prior to commencement of work pursuant to this Agreement, CONTRACTOR shall furnish COUNTY with a Certificate of Insurance signed by an authorized representative of the insiirer evidencing the insurance required by this Section (Workers' Compensation /Employer's Liability, Commercial General Liability, and Business Auto). COUNTY and its officials, officers, and employees shall be named additional insured under the Commercial General Liability Policy. The Certificate of Insurance shall provide that COUNTY shall be given not less than thirty (30) days written notice prior to the cancellation or restriction of coverage. Until such time as the insurance is no longer required to be maintained by CONTRACTOR, CONTRACTOR shall provide COUN� I th a renewal or replacement Certificate of Insurance not less than thirty (30) days before expiration or replacement of the insurance for which a previous certificate has been provided. (2) The Certificate shall contain a statement that it is being provided in accordance with the Agreement and that the insurance is in full compliance.with the requirements of the Agreement. In 3jeu of the statement on the Certificate, CONTRACTOR will at the option of COUNTY submit a sworn, notarized statemmmt from an authorized representative of the insurer that the Certificate is being provided in accordance with the Agreement and that the insurance is in full compliance with the requirements of the Agreement. . (3) In addition to providing the Certificate of Insurance, if required by COUNTY, CONTRACTOR shall kr ;thin thirty (30) days after receipt the request provide COUNTY with a certified copy of each of Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GMG Page 9 of is the policies of insurance providing the coverage required by this Section. (4) Neither approval by COUN'T'Y nor failure to disapprove the insurance furnished by CONTRACTOR shall relieve CONTRACTOR of its full responsibility for performance of any obligation including CONTRACTOR indemnification of COUNTY under this Agreement. (b) INSURANCE COMPANY REQUIREMFNPS Insurance companies providing the insurance under this Agreement moist meet the following requirements: (1) Companies issuing policies other than Workers' Compensation moist. be authorized to conduct business in •the State of Florida and prove same by maintaining Certificates of Authority issued to the companies by the Department of Insurance of the State of Florida. Policies for Workers' Coapensation may be issued by companies authorized as a group self- itg� by Section 624.4621, Florida Statutes. (2) In addition, such companies other than those authorized by Section 624.4621, Florida Statutes, shall have and maintain a Best's Rating of `A -• or better and a Financial Size Category of •VII• ok better according to A.M. Best Company. (3) If during the period which an insurance. company is providing the insurance coverage required by this Agreement, an insurance company shall: (i) lose its Certificate of Authority, (ii) no longer comply with Section 624.4621, Florida Statutes, or (iii) fail to maintain the requisite Best's Rating and Financial Size Category, CONTRACTOR shall, as soon as CONTRACTOR has knowledge of any such circumstance, immediately notify COUNTY and immediately replace the insurance coverage provided by the insurance company with a different insurance company meting the requirements of this Agreement. Until Pavement Management Program The Middlesex Corporation IFS- 600562 -09 /GW Page 10 of 18 such time as CONTRACTOR has replaced the unacceptable insurer with an insurer acceptable to COUNTY CONTRACTOR shall be deemed to be in default _ of this Agreement. (c) SPECIFICATIONS Without limiting any of the other obligations or liability of CONTRACTOR, CONTRACTOR shall, at its sole expense, procure, maintain, and keep in force amounts and types of - insurance conforming to the minimum requirements set forth in this subsection. Except as otherwise specified in the Agreement, the insurance shall become effective prior to the commencement of work by CONTRACTOR and shall be maintained in force until the Agreement ' completion date. The amounts and types of insurance shall conform to the following minimum requirements. (1) Workers' Compensation /Employer's Liability (A) CONTRACTOR's insurance shall cover CONTRACTOR for liability which would be covered latest edition of the standard Workers' Compensation Policy s fi for use in Florida cY by the National Council on Compensation Insurance, without restrictive endorsements. CONTRACTOR will also be responsible for procuring proper proof of coverage from its subcontractors of every tier for liability which is a result of a Workers' Compensation injury to the subcontractor's employees. The minimum required limits to be provided by both CONTRACTOR and its subcontractors are outlined in subsection (c) below. In addition to coverage .for the Florida Workers' Compensation Act, where appropriate, coverage is to be included for the United States Longshoremen and Harbor Workers' Compensation Act, Federal Employers' Liability Act, and any other applicable Federal or State law. (B) Subject to the restrictions of coverage found in the standard Workers' Compensation Policy, there shall be no maximum limit on the amount of coverage for liability imposed by the Florida Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GMG Page 11 of 18 Workers' Compensation Act, the United States Longshoremen's and Harbor Workers' Compensation Act or any other coverage customarily insured under Part One of the standard Workers' Compensation Policy. (C) The minimtw amount of coverage under Part Two of the standard Workers' Compensation Policy shall be: $100,000.00 (Each Accident) $100,000.00 (Disease - Policy Limit) $100,000.00 (Disease -Each Employee) (2) Commercial General Liability (A) CONTRACTOR's insurance shall cover CONTRACTOR for those sources of liability which would be covered by the latest edition of the standard Commercial General Liability Coverage Form (ISO Form CG 00 01), as filed for use in the State of Florida by the Insurance Services Office, without the attachment of restrictive endorsements other than the elimination of Coverage C, Medical Payment and the elimination of coverage for Fire Legal Liability. im (B) The minmma 'ts to be maintained by CONTRACTOR (inclusive of any amounts provided by an Umbrella or Excess policy) shall be as follows: General Aggregate Personal & Advertising Injury Limit Each Occurrence Limit LT TS Three (3) Times the Each Occurrence Limit $300,000.00 $300,000.00 (3) Business Auto Policy (A) CONTRACTOR'S insurance shall cover CONTRACTOR for those sources of liability which would be covered by Part IV of the latest edition of the standard Business Auto Policy (ISO Form CA 00 01), as filed for use in the State of Florida by the Insurance Services Office, without the attachment of restrictive endorsements. Coverage shall include owned, non - owned, and hired autos. Pavement Management Progfram The Middlesex Corporation IFB- 600562- 09 /GMG Page 12 of 18 (B) The minimum limits to be maintained by CONTRACTOR (inclusive of any amounts provided by an Umbrella or Excess policy) _ shall be per - accident, combined single limit for bodily injury liability and property damage liability. If the coverage is subject to an aggregate, CONTRACTOR shall maintain separate aggregate limits of coverage applicable to claims arising out of or in connection with the work under this Agreement. The separate aggregate limits to be maintained by CONTRACTOR shall be•a minimum of three (3) times the per - accident limit required and shall apply separately to each policy year or part thereof. (C) The minimum amount of coverage under the Business Auto Policy shall be: LMTS Each Occurrence Bodily $300,000.00 Injury and Property Damage Liability Combined (d) COVERAGE The insur"ee�ovided by CONTRACTOR pursuant to this Agreement shall apply on a pr basis and any other insurance or self- insurance maintained by COUNTY or COUNTY's officials, officers, or employees shall be excess of and not contributing with the insurance provided by or on behalf of CONTRACTOR. (e) OCCURR = BASIS The Workers' Compensation Policy and.the Commercial General Liability required by this Agreement shall be provided on an occurrence rather than a claims -made basis. (f) OBLIGATIONS Compliance with the foregoing insurance requirements shall not relieve CONTRACTOR, its employees, or its agents of liability from any obligation under a Section or any other portions of this Agreement. It shall also be the responsibility of CONTRACTOR to ensure that all of its subcontractors performing services under this Agreement are in compliance with the insurance requirements of this Agreement as defined above. Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GMG Page 13 of 18 Oxman is. DISPVTa RxOOWTXOK. (a) In the event of a dispute related to any performance or _ payment obligation arising under this Agreement, the parties agree to exhaust COUNTY dispute resolution procedures prior to filing suit or otherwise pursuing legal remedies. COUNTY dispute resolution procedures for proper invoice and payment disputes are set forth in Section 22.15, 'Prompt Payment Procedures,• Seminole County Administrative Code. Contract claims include all controversies, except disputes addressed by the "Proupt Payment Procedures." arising under this Agreement within the dispute resolution procedures set forth in Section 8.1539, "Contract Claims," Seminole County Administrative Code. (b) CONTRACTOR agrees that it will file no suit or otherwise pursue legal remedies based on facts or evidentiary materials /services that were not presented for consideration in COUNTY dispute resolution procedures set forth in subsectin�) above of which CONTRACTOR had ,ar Imowledge and failed to present'" during COUNTY dispute resolution procedures. (c) In the event that COUNTY dispute resolution procedures are exhausted and a suit is filed or legal remedies are otherwise pursued, the parties shall exercise best efforts to resolve disputes through voluntary mediation. Mediator selection and the procedures to be employed in voluntary mediation shall be mutually acceptable to the parties. Costs of voluntary mediation shall be shared equally among the parties participating in the mediation SECTIOW 19. VW or COUNTY AD CONTRACT=. (a) It is recognized that questions in the day - today conduct of performance pursuant to this Agreement will arise. COUNTY, upon request by CONTRACTOR, will designate and advise CONTRACTOR in writing of one or more of its employees to whoa all comammications pertaining to the day- Pavement Management Program The Middlesex Corporation IFs 600562- 09 /GHG Page 14 of 18 to -day conduct of this Agreement shall be addressed. The designated representative shall have the authority to transmit instructions, receive information and interpret and define COUNTY'S policy and decisions pertinent to the work covered by this Agreement. (b) CONTRACTOR shall at all times during the normal work week designate or appoint one or more representatives who are authorized to - act on behalf of and bind CONTRACTOR regarding all matters involving the conduct of the performance pursuant to this Agreement and shall keep COUNTY continually and effectively advised of such designation. 8&C1'I0 20. AId. PRIOR AGMEMM TB SVPJMUL= D. This document incorporates and includes all prior negotiations, correspondence, conversations, agreements or understandings applicable to the matters contained herein and the parties agree that there are no coamitments, agreements, or understandings concerning the subject matter of this Agreement that are not contain referred to in this document. Accordingly, it is agreed that no aviation from the terms hereof shall be predicated upon any prior representations or agreements, whether oral or written. . SR( XCW 21. . . 1 1 A10MMMX1'8. OR it n+an'r 08T8.. No modification, amendment, or alteration in the terms or conditions contained herein shall be effective unless contained in a written document executed with the same formality and of equal dignity herewith. BZCT =CN 22. MMR. It is agreed that nothing herein contained is intended or should be construed as in any manner creating or establishing a relationship of co- partners between the parties, or as constituting CONTRACTOR (including its officers, employees, and agents) as an agent, representative or employee of COUNTY for any purpose or in any manner whatsoever. CONTRACTOR is to be and shall remain forever an independent contractor with respect to all Pavement Hanagenent Program The Ki.ddlesex Corporation IFS- 600562- 09 /GMG Page 15 of 18 services performed under this Agreement. SZLT =Cat 23. MOLOYM STLICM Persons employed by CONTRACTOR in the performance of services and functions pursuant to this Agreement shall have no claim to pension, workers' compensation, unemployment com- pensation, civil service or other employee rights or privileges granted to COUNTY'S officers and employees either by operation of law or by COUNTY. SsCT =Cat 34. SXRVICSS. NOT PROVMM Foil. No claim for services furnished by CONTRACTOR not specifically provided for herein shall be honored by COUNTY. Sz =Cai 25. PQBL=C RWORDS LAW. CONTRACTOR acknowledges COUNTY'S obligations under Article I, Section 24, Florida Constitution, and Chapter 119, Florida Statutes, to release public records to members of the public upon request. CONTRACTOR acknowledges that COUNTY is required to comply with Article I, Sec3* Florida Constitution, and Chapter 119, Florida Statutes, in the of the materials /services crested under this Agreement and that said statute controls over the terms of this Agreement. BZCT= 26. CGERLMM WX= XAM8 MW &TZM . In providing all services pursuant to this Agreement, CONTRACTOR shall abide by all statutes, ordinances, rules, and regulations pertaining to or regulating the provisions of such services including those now in effect and hereafter adopted. Any violation of said statutes, ordinances, rules or regulations shall constitute a material breach of this Agreement and shall entitle COUNTY to terminate this Agreement immediately upon delivery of written notice of termination to CONTRACTOR. SDLT=CK 27. NOT =C=S - Whenever either party desires to give notice unto the other, it must be given by .written notice, sent by registered or certified United States mail, return receipt requested, Pavement Management Program The Middlesex Corporation rFS- 600562- 09 /GMG Page 16 of 18 addressed to the party for whom it is intended at the place last specified. The place for giving of notice shall remain such until it shall have been changed by written notice in compliance with the provisions of this Section. For the present, the parties designate the following as the respective places for giving of notice, to -wit: For COGMY3 Public Works 500 W. Lake Mary Blvd., Suite 200 Sanford, Florida 32773 Y= CONTRAMRs The Middlesex Corporation One Spectacle Pond Road Littleton, Massachusetts 01460 SECTION 28. RIGBTS AT LAP RETAINW. The rights and remedies of COUNTY provided for under this Agreement are in addition and supplemental to any other rights and remedies provided by law. tW WIMSS NJOCRZCP, the par a Hereto have made and executed °this Agreement on the date below written or execution by COUNTY. • M11MLBSEK RPORATION By: Robert Mabardy Secr ary Davi occi ident imating (CORPORATE SEAL) Date: [Balance of this page left intentionally blank; attestations continued on page 18 of 181 Pavement Management Program The Middlesex Corporation IFB- 600562- 09 /GMG Page 17 of 18 ATTEST: BOARD OF COUNTY COMMSSIONERS SEMINOLE M C�C By: 4 !U►RY BOB D , Cha Clerk to the Boa of County Commission rs of Date � a3 09 Seminole County, loci For the use and AqIjAfice As authorized for execution of Seminole County only. by the Bo2rd.9f County Cssfoners at their � 20 Approved as to form and regular ting. legal suff ea 14 County A torney AEC /sjs 3/2/09 ■.tvNw%&eW2 secmwy aatwnn.■srq ULMew4 r Cwp."c Attachments: Exhibit A - Scope of Services Exhibit B - Sample Purchase Order Pavement Management Program The Kiddleeex Corporation IFB- 600562- 09 /GM6 Page 18 of 18 &*Wt 'A Section 1- General Descripdon of Services Seminole County Is looking for two (2) competent Contractors to furnish Road construction products to Seminole County Public Works Department, Roads -Stor nwa er Division, considering options of materials only and/or in -place services to include labor, materials, equipment - and all incidentals necessary for various road projects as described in the Requirements. Authorization for performance of services by the selected Contractor(s) under this agreement shall be In the form of written Release Orders issued and m acutad by the County on an as needed basis. - Mandatory Minimum Qualification Requirements for Professional Contractors: Applicants shall be prequalified with the Florida Department of Transportation to perform all work as presented In this solicitation. The contractor and or sub contractor must be FDOT pre - quallfied at time of bid opening. Applicants are required to supply asphalt to Seminole County from their own FDOT Certified Asphalt Plant TECHNICAL REQUIREMENTS FOR PART A: Labor and Materials: Alternate 1. Furtnish all labor, materials and equipment necessary for asphaltic concrete, surface treatment and friction course in -place anywhere in Seminole County. Alternate ll: Furnish labor, materials, and equipment for sand and seal In -place anywhere in Seminole County. Alternate III: Furnish labor, materials, and equipment for milling existing asphalt pavement kn- place anywhere in Seminole County, Alternate IV: Furnish labor, materials, and equipment for temporary pavement maridng 6r- place A}yvurhere In Seminole County. . Alternate V: Furnish labor, materials and equipment for speed humps, miscellaneous small asphalt areas (such as driveway connectors, railroad crossing, etc.) and adju stmml of traffic bearing covers (such as manhole ring covers, water valve covers, etc.) in-plam, amwhere in Seminole County Placement of pavement reirrrorcernent will consist or the contractor supplying all labor and equipment to place fabric or geatextile materials suppled by the County anywhere in Seminole County. Aitemate Vl: Furnish labor, material and equipment for placement of asphalt products anywhere In Seminole County Materials Only: Aitemate VII: Furnish asphaltic materials to Seminole County (no iii -place se floss). Pr SPECIFICATIONS Alternate I : The asphaltic materials, the in -place services, and the plant producing these materials shag be furnished In full compliance with all gw0cations in the latest edition of the Florida Department of Transportation (FOOT) Standard Specification for Road and Bridge Construction and subsequent revisions. The requirements of FDOT Section 331-4 (latest Edition) for the General Composition of Asphaltic Concrete Mbcdie shall be deemed met by submit" copies of the approved job mbc formtda for FDOT work in the same general arm and usirs the same materials proposed for use In the adjacent County projed At the Contractors option, an independent job mix bi, a may be submitted, designed by a recognized commerdal laboratory at the contractor's expense. No mbc shall be produced until the proposed job mbc formula has been approved by the Seminole County, County Engineer or designated Contract Manager. Alternate h : The sand and seal materials and the in -place services shag be fumished in full compliance with FDOT Section 300 and subsequent revisions. Alternate 111: The milling of odsting asphalt pavement shag include hauling and disposal. The milling services shag be fumished in full compliance with FDOT Section 327 and subsequent revisions. Seminole County reserves the right to receive 100% of milled materials. AN material shag be hauled by the contractor to a designated County materials yard or preferred area(s) within a mm xkwm distance of 10 mks. Any material that is not received by the County will be hauled and disposed of by the contractor at a reduced cost to the Coratty. Alternate N : The temporary pavement marking and the in-place services shag be fturdshed in -- - - -- -- -- - -loin compliance with FOOT Section 10210 and subsequent revisions. A,fternate V : The k place speed hun ps, miscellaneous small asphaR areas (such as driveway canrrecfiors, railroad crossing, etc.) and the atrnent of traffic bearing covers (such as manhole ring covers, water valve covers and similar covers) shall be in fug carrirplianoe with all applicable FDOT sections, subsequent revisions as specified by the County w ft approved methods. Alternate VI : SAME AS ALTERNATE i above technical requirements. DELIVERY OF MATERIALS AND SERVICES: Material Denvery: Maximum of 2 work days After Receipt of Order (ARO) In-Place Delivery: (Labor itdpment/Materiais) maximum of 7 calendar days to begin. work After Receipt of Order. 3 Section 4 — Prlce Schedule — Revised Per Addendum in PROJECT: Pavement Management Program - IFB- 800562-09/GMG Name of Bidder. The IVfiddleaex Cocoa anon MaflIng Address: One SweUde Pond Road, F.itild= MA 01460 Street Address: One Spectacle P=d Road Ci1y /S68t1%0; : rMetm_ MA 014M Phone Number: t 97a .) 74244w FAX Number. 971 7424434 Contact Person(s) for the placement of the order(s) and coordination of Service: Name: lotMeia Telephone No.: 407- 206.0077 Fax No.: 4o7. 206.3559 E-m ll address: Imd ccn.can . Emergency No.: 4o7- 427 -7m6 Name. Telephone No.: Fax No.: E -mall address: Emergency No.: Pursuant to and in compliance with the Invita*m for Bid, Instructions to Bidders, and the other doswrnents relating thereto, the undersigned Bidder, having tandAarbod Mmself with the terms of the Contract Doquno*, local conditions affeding the performance d the Work. and the cost of the Wait at the places where the Work Is to be done, hereby proposes and agrees to provide services In a workmanillm manner and In strict oonrom ity witih Contract Documents, IndudkV Addenda Nos. _ 1 tlraugh Y . on file at the Purchasing and Corm Division for the amount hemkwfter set North. The undersigned, as Bidder, declares that the orgy persona or parties frterested In this bid in principals are those named herein; that this bid Is made without capuslon vft any person, firm or corporation; and he proposes end agrees, if the bid Is accepted, that he/she will wwwje'an Agreement with the COUNTY in the forrn set forth In the Contract Dtsrurnen#s that he/she will fu wish the Insurance Certificates. 12 Notes: 1. Cost shag be indusive all of labor, materials, transportation, equipn @K insurance, — bonds, coordination and incidentals neoassary for the completion of the work in its entirety. 1-11 - ACCOMPANYING THi3 BID IS WMe j bond (Insert the word(s) "cashier s check,' bkider's bald.' certified dwcK or • other soma* as provided by law, as the case maybe) In an amount equal to at least Ave percerd (1 'of the Total Bid, payable to the BOARD OF COUNTY COMMOMNER8. 8E4INOLE COUNTY. FLORMA The undersigned deposits above - named seourfty as a Bid guwan%e and agrees that It shag be forte W b the COUNTY as liquidated domes In case this Bid is accepted by the COUNTY and the undersigned fags to wacute an Agreement with the COUNTY as spediied in the Contrad Docur w * m000mpanied by the required Payrnett and faithfbi Performance Bonds with Sureties sefistactory to to ( AUNTY. and aocornpauled by the required o 0kein of Insurance cove aM wid endongerneMs. Should the COUNTY be rmq*W b engage the services of an of wW in connecfiar with the eftroement of this Bid, Bidder pro nines to pay COUNTY's reasonable at mWe fees and oosts (Indu ft attomsy's flees and owls on appeals) incurred with or without &A IN WITNESS WHEREOF, BIDDER has hereunto wwuted this PRICE SCHEDULE FORAA$. this ii& day of Pdmw _ 20 .2L_ (Named BIDDER) (Skr&m of person FORM) . bald SO4 saw" vice Pfuld oc Edhamdoff (Printed none and tine of person sigrikV EO _ 13 y 1 W r w L It. . V .7 H M N H M N ♦ \ N Q M N r H N t� w • K H M M M K '~ : :•r ?v: Q ss p to N A• o M N H N K M N w F I I c is g 1 r 0 e � h o° � � o as N N N N *t- � 1 Q N M . ;:; ;. tiv,:: LL K N K ::ti:ti }r •: rav: h y► d N 8 N K ti � N z � � 1 r li F r 0 0 g Id N *t- � 1 N M N K N h y► K N 8 ti � N K 0 N N $ � H d N K li F r r � t CL I E E i f I $ o N p �► ` � 0 0 N N M N M N N u uu, LL b b I E E i f � / � o _ ° % @ � 0 © © � _ . � s $ - ■ � $ ■ to _ e . - . ' .� @ � _. � • • � � � � � . � & ■ e � . � � � ■ LLL- I l n z 'A 2 2 J � c 'o Irw N N N N cr N � N IL AWk N � z� » +� Oh N Y. cr 0. ! C 1 r f: r O CL I 3 i pp v ~ N ` y ` r► SU N V \ N N N M N W N L N M M N M w 3 i KDOODA SAES: WIS4379e54B8c FEDERAL &VJM lie &.74 -MIX Boad of CO Q' C - i ORDER NUMBER: Saff*w a County, Ra wb ORDER_ Page EXHIBIT' B comm= �A wn f "WMW I StAMM ALL IN AMES IN DUPLICATE To: CLERK - B.C.C. FWANCE DIVISION POST OFFICE sox eoea PURCFMkO AND COMMTRAMS DIVEM ,AUTHOR¢D SWRTME SAW-000. FL 32172 -080 AcciL . ..ms- Phan. (40n ee6.Ml Ibr.SE301OLE C OUN Y BOARD OF C UN7YCOMMESONe:s SAWLE PURCHASE OPM r -JF—W IVWS NAT URAL CHOICE tii[s "aiypsie'�B s uer T a oDNQITIDNe oN TTY asysRas al oR TN1B oRDe� . I StAMM ALL IN AMES IN DUPLICATE To: CLERK - B.C.C. FWANCE DIVISION POST OFFICE sox eoea PURCFMkO AND COMMTRAMS DIVEM ,AUTHOR¢D SWRTME SAW-000. FL 32172 -080 AcciL . ..ms- Phan. (40n ee6.Ml Ibr.SE301OLE C OUN Y BOARD OF C UN7YCOMMESONe:s EXHIBIT C • M67 FLORIDA DEPARTMENT OF TRANSPORTATION D19MCr 5 • Federal Fld q a min n rxti oia Emergency Relief Program . Load Governments that :offer sw iow domMe ou Federal -zH bighwgs as a rev* of a nwxwA , disaster or camstrophk faz7.ares from an enwnal cs a map be elfgfble for Ema v ncy Rallef funds from M'GV'A. N=vncy Relief &a& am a vailaMe for permanent repairs and eanergencp repairs. for complete dev& on dw Eft Prostaar, please refer to &a EmargeUq ReW MannaL The electronic varion axay be amu nd at For quea&na comcernbng " Petirament Repaire contactor Tom &6coso • F'DOT District 5 Special Project: Supervisor i (386) 943.5466 Suncom 37364% hm aLmomwoWoutamfLus s For q1esdons concerning - Emergency Repafrs" conta,etr S6ix•Iey Matthews . #DOT Dktrkt5 JPA Coordinator (386) 943-5452 Suncom. 3 ?3.5452 &k1sv matth�v @dQt4utzfLus r page 1 of 24 Contract Requirements for EmeWcy Relief Program Agreements EXHIBIT C Agreements for emergency work that are entered Into by Local Governments with third parties to perform Emergency Retiaf Program work for which the Local Government lntends to seek reimbursement Involving FHWA Emergency .Relief Program funds, must comply with all Federal contract provision requirements outlined or referred to in 23 CFR Part 03M a. Third party agreements must be negotiated, solicited or openly bid by the Local Government b. Include provisions mandating compllance with • Davis-Bacon wage rates and Include the wage rate tables In the agreement, said tables being available at Ir4rww,dot.ata dl.uolconstrucfftntwaae,i�Um D9Vh sawn does not apply to aabdo r+anoval agreements. c. Include the "Rsquired Contract Provisions for Federal -Aid Construction Contrects" (FHWA —1273) a copy of which, Is attached hereto. d. 'Mandafie compliance with Federal "Buy America Requirements", a copy which is shed hereto. e. Mandate coordination , by the Local Government and the tMrd party contractor with -ft Department to assure compliance with the requiramerft of [fie National Environment Policy Act (NEPA) of 19sq. f Mandate compliance with 49 CFR Part 28, Disadvantaged Business Enterpfte Program, Including the requirements for the Contractor and for the Local'Governmeat to report monthly on'the Equal Opportunity Reporting Systam on the Department`s website found at ; www.bhAncmbaays conlybfzwebflorTda/ . g. Mandate compliance with all requirements as imposed by the American with Disabil Act of 1960 (ADA), the regulatbns of the Fsrdeal I government issued thereunder, and assurance by the Local Government t pursuant thereto. h. Mandate compliance with tiro convict Wr prohibition In 23 U.S.C.1 i4,, Convict labor cannot be used In Emergency Relief construction projects, Envlronmerrtal Comiderauons: ' Repot pmjeds under 93e ER program must oomplywblhe reguhmnnts of the National Environmental PoNcy Act (NEPA) of 1969. Emergeercy rapeks to restore esseniW kw-vl, mtdmlze the extent of damage, or protect remaW9 fBCMU era normally dw3ftd as categorical exdustons under 23 CFR 771.117(c)(9), ap are ER projects to matoir+e permanently the S*5np fly to -kind at flea adaft location. ref. 23 CFR Part 771.117(d). Page 2 of 24 EXHIBIT C However. P inpects to p Vx tt3d or oftwlss sexldve or higlwaiue resources am possbb. advance 000tdnation wflh the appropriate local, Stag and Federal resource agencies should be dowdy considered to avoid or rrtb t>t m project d&ps or shutdown. On oocasbr4 an ER project tint h*jdaa a batterrmik whether or pot ell able for ER ft WbU may require ttxther NEPA review. Altlnocrph on firs surface a project may appear to q n tfy for a categorical ancdcsbn, carfair bawmanfs may need *Mw an awlrvrxriardal assessment (FA) b detami» wttellter or not to project wll cause sfgKtificarrt wwt=mwW imteels, or an envirormnw*W k pxt statternor t MS) If signa InVaob are predicted. This is 1 ugftted bythe fcthowtV a w ply: Project Battarmara Requtrinp Errvironnontat Evdus§on When repoking a section of roadway inundated arc! seriously damaged by floodwaters, It was determined that a grade reise omo be smwx. Icagt MINd for ER funding. Rali ft Me grade of the roadway wig requke and amounts of atddldo W rig *d-wsy from arl]atcwtt wedaad mom in addtlion, In fu4xe flood w rb, the higher roadway grade could tmpourd addMona l wafer and flood o1w upolneam arose, As a result of the p *cft . poterdid Impact on wailands and We floodkV patterns, ltxthar evelue on was necessary to detiormirm to app op l ate Isvet of NEPA doamwAdkwL The MPA project development process provides to final FWwai -aid hf MQY project dso kx% o * kxkm ng a facRy on new locafon. As noted above. tai projeots to construct replacement %dWA s may require arwiron manta assewnw to or wwkww)wW knpad statements, dgwx* g on the potar>doi feud of impels to a otsces, the value of rho rvecuroae, and Ask fl pny. fugal kobcftw apply to to resouces. Hvwww. even repboarnert flee lfles conshuded at the sft&V beacon of the damaged kawy may requirs extra awkorunenW wjWu ion beyord that needed for a rorr m cdegWed awdusion. These sihz fie we ffushated by the lid m to w=nplea RspbCernent at Now Lo=dlon - A l i adway was pernume* subnwrged by wad badit up behind a ealzablly a sled dam, acrd fl has been determined replacement of the hundded highway Willy at lb oxb tg bcatbn le ,Bihar pracdcat not hwA* a, and' va if tx alternate Ibcadors may be ova file to relocate this section of tigt". The NEEPA process documerds cmakli radon of appro*b project 8160rrwtivss and their p i lift Rears end delarmhtes ilw the prebtrad WWnative Is repiaosawd of the aid fao9>Igr on a speoft rarer location or ells. Wdwugh a aiitsgoricd exduston can be used IF drw i oto w n rnwk early envkorwnontd wa*wdon may detrxtrrite VW sn EA or an EIS is necessary to do this. Rdptaoerrrertt at Exbdng Lac ition An 9*11 g bridge over a must has been damaged beyord repair but can be replaced. wft a brk%P of eornparable wtdetn surd WvIh at rite same badlom Howaver, d* seeft of river oonIA a allicat twbttat for a Federally psLed endangered speale% which would be aerioudy impacted &AV dne sdaduled awatruabn period. As a result of this polec>tlai impel, doe project dedsbn could not be oebgo c* exduded, and aMonal NEPA evalui don and doccrmertlsdon was necessary. ' Page 3 of 24 EXHIBIT C FhMr4urs b.dronie we�ton — wash 10. l - Required Contract Provisions Federal -Aid Construction Contracts L u. Attachments .p p. • !tr ter. !L'l SSL� � l• i..rY.i..i_![ t � 1[.!T. `:_• 1� r_ � • .r t r r1• : :..te :�t �f� r�_ rt: •p I. Tbese W*ad provi sions shall apply to an work pe*nmed an the contract by dm axdractofs own ox mizafioa and wilt the wdit c e of wO&n Hader idle amftctoes hnmedsate su. lifiLendeoce and to all work performed on the coatlrac by piece od; station wadr, or by auboangsc 2 l3xoW as otherwise wovIM for in each mcda , the oonfrtuctw shall inmfl each subwabo d A of the x6p *dour contained in these Required Contract Provisions, and fa rdw require their inclusion in tatylower for anbcbatrad or pmdtase order drat may in tuxes be mi& Tba Required Canhad Provisloms " not be incmjposaw by %afarenoe in arty case. The prune coutradw td>aII be reaponabie fvr compliance by any subeoatrectior or Iowa tier mftonesotor vd1h these Regazad Catttrad Pw%*imte. - 3. A breach of may -of the sdpnlsliona cante$ted is those Required 6=nad pr vVWons sltan.be saffic knt ge6=& iar fer=hudon of the conhpd. 4. A breach of the Nowing Owe of the geg*ed C nhad Piovidoma may also be p-amde for debarmet as provided in 29 CFR 5.12: ' Seotdon k pwagraph 2; Seddon IV, patapraphs 1, 2.3. w d T; Seddon V, pan gMple 1 and 2a through 2Q. 6. Disputes tuising out of Me labor standards provisions of Section iV (=apt Paragraph 5) and Section V of ileac Requirred Contract Provisions shall not be subjed to fate general dim clause of this contwL Stint disputes iW be rwived in acoor*ce 'with the procedures of the U.S. Department of Labor (DOL) as set forth in 29 CFR S, 6, and 7. Dispues witbin the meaning of this dam include dispute between the oontractor (or any of its nbeootrac um) and the ovuhwftg agency, the D0 or the contmdor's employees or they teprewntadvea. 6. Selection of Labor. Daring the performance of this conOract; the contactor shall no t Page 4 of 24 . s �.i i i F14WA -IV3 EAcbVrJV vw" —wth ro.,00s EXHIBIT C a. dtsaiminsfs ago* labor ftm arty other Stale. poasee*N% or t ntwy of the United Sieben (wee br sonO ymeat prr fare m for Ap rti contracts. when a)pIcabte, as specilled In Attachrient A) or b. b. employ com4ct labor for any purpose *1* the Wnb of the proud uriless It Is labor perfamed by cormicto who are on pwals, aupervtaed releas% or probetlom IL NONDISCRIMINATION (Applicable to all Fee aal -aid contraction contrsrts and to all r4o bed suboonhuft of $10,000 ormora) - 1. Equal Esiployment Oppottiudtyr Bgrial WWoymeat opporbW* 000) regaurmerits riot t!o dWcdmbft and to take affirzedive aetlon to aasm+e equal aSportuaity a sat fhh wider laws, execative osdaa, ru]M repiadons at CM 35, 29 CPR 1630 and 41 CFR 60) and orders of The SecmWy of Labor w modified by 6e - ymviaiata pied herein, and imposed pazanaaf to 23 U.S.C. 190 &W omdkale rile HBO sad sgiocifio .finned" aetioa standards fix the oontractoa"s project activities midi fldt ooaract The Egmd Oppod ualty Coindruc iom Centsd Specifca6ca set fioadi nudes 41 CPR W 43 and the provisions of the American Dimbi>itles Act of 1990 (42 U.S.C. 12101 it &Q.) sd U& under 26 QTR 3S sad 29 CFR 1630 era incorporated by p+fawinca in dus conha;ct. hi dte execadiom of this contract, the contudw agieea m ebmply with the FollowlagtriI - apeafiaiwrcgodreanent ac(ivitie$ ofBHO: a. The, oonhac for will wodc with dro State highway agency (SHA.) and to Feieasl flovaamad in car1bg out BHO obligations and in tbelr review of bulbar activities underdie oocirm p - b. The coatraelor will ac oW as his Wnt*ngpolicy die, Vlowl4g atateoneat It k the policy. d " Company is erasure out oppk=* are smobyad, and that empbyeee are tested *xkV empioyrnsnf, WVAr6UWd to thek rsoe, religtoni, Beni, color, nallond alak% age or dsaNky. Such action step kftx e: amPbyrder*, upprafta demotiom or b+erufer; revAdhw t or reorutanent advedlikV lsyotf or term; riles of pay of ofrer foram or comperissum and "lemon for traBil Iw kiduding appreedontiip. prGOW --- d I . =x9or on-t wgob traii>Ing.' Z EEO otlleer: The eon tivill deagods and melee k wa to die SEA'amhaating officers an EEO Officer wbe will ]lave ilia reepooai'1x3ry for sect mast be capable of effectively admWde&g sod penenothig an active contractor pr+ogram'of EEO and who must be aig ped adequate er &Odty and t+eapasalbi1fty to do so. • 3. olssaankidion of Policy: AU me nbea of the ooahadoa's staff wbo.we suffiorized to hixo, wpaviM promote, and diseberp employem or who reread moh aodon. or who are subs#aa dally hmalved in :nch action, will be made hilly eogphmt of, and wlil impleanrrik die wuftckoes EBO policy and eonttartnal i+espoasibi7ities do p mmde EBO in each grade and classification of employmeaL To come that the above agreimeot will be md, the followi actions will be tares as a min3i mmx . • a.- Periodic meetbW of mipwAsory and pwomnal office employees will be conducted before the start of work end then root leas often than once every six roonfbs, at wbicb liana the coritraafioofs E'EO polloy end its impIaneiitation will be mewed raid explained -'The meek will be conducted by the EMOfficer. b. Ail new xTesvisary or personal office employees will be given a thorough indoctrination by the EEO Officer, covering all major aspects of the oontractoes Page 5 - of 24 ' EXHIBIT C FHWA- IVSEbdMr&V«abn —dohA 1904 EEO obligations wiffik Harty days following their reporting for duty with the contractor. - c. All persG'md vvbo am engaged is direct recrui for the project will be instructed by the EEO Officer in the ooshtrMmJs ptocedures for locating and hhfog mi w tl► group employees d. Notices wd posters setting firth the cohmador's HBO policy will be placed in areas readily aceessble tri employees, applicants for anployment and poteatial employees — e. The cm t d.&s BBO policy and the procedures to implement each polioy will be bron& to rile atteaation of employees by mesm of mad nM employee hashdbo*% or otlwappcopriate meashs. . 4. 2ecrulbrer►t: When adVeciising for employees, the Contractor Will MPb& in ail advCrtisemenb for waploym The noftion:'AA Bqual Oppartualty Hmployer:` All mach meats will be placed in publications having a WV circuMon a mg minority groups 10 the area $om which the Ihrojed woods force arouM rsormallybe derived. . a. The contractor win, =Iwo preluded by a valid bargaining gree am=4 conduct sad direct remrnitment thtonglh pubIV ad private ev*oyee meal SOUrm Uely to yWd quCi whAft VoW alhplic=ts To meet ft regairaneat, _the oonbartak will identify sources of potential minority groap • employees, =4 establish with such identified sea p ociedmxs wh umby minority sump applicant$ my be raft to fhe oontraetm fear employment coaddenficn. b. In die event the cos*ador has a valid bang bft agreement providing for exdvsive bir&hg W rafeMdk ha is eacpeded to observe On prhvidons of that agreerowt to the edit $rot the ayskm permits the coniractoz's compliance vft fi6O codthad p v+ idwL CIU AOL has hold flint where i� Viam,mtatlon of such agme m�eois have tier effect of di�aating against zolmod ies or wahrt % or obhgaaes the contractor to do the same„ sock unp on violates Executive Order 11746, as emiecded.) o. The contractor will eacemage his prmmt employees to refer minority IFU applicants for employment lafarmation and procedures whir regard to ref=it mita�itygroup.applicxab wM be d6ctmoed with employees 5. Personnel Actions: Wages, woddag condidoms, and eaaployee buts shall be establi*ed and-adminictered emd personnd actions of awry type, including hiring, vyWadm& promod(m. blank , demotion, layoff, and termination, shall be takes. without regard W MO. color, religion, sex, national cagier, age or db6ffity. The following procodmu shall be followed: • L •The oontractor will emAact periodic inspeclioas of project mtae to ins= that wo&ing maditions and employee facilides do not indicate ,dimim ry treatment of pmjed sitepersUOUL b. The ontractor will pe.dodiany evaluate the gxead of wages paid within each classification to determine aay evidence of disc riminetolp wage pracdom a The contractor will periodically review setectoed pewonnel actions in d to deteapane whetberr theca is evidence of discrimination. Where ovk1ence Bound, t the for will promptly take corrective action. If the review indicates that the disetb3 nation may extend beyond the actions reviewed, sack corrective action shall include all affected persons. CL The contractor will promptly investigate all complaints of a1lelad discrimination made to the contractor in connection with his obligations under-this contact. Page 6 of 24 • �n�vr, •nri PJ�OYonicv..,fon— M.�a.+o.�� EXHIBIT C will attempt to resolve such oomplsintw, and will take spytopriate corrective action within a reasonable duty If the investigation iadicetes that ilia diecrt ainstion may aged pasom other tinsa tine complahank mieb cxa>w3tive action shaft include Inch other persons, Upon completion of each inveetigatiea, the contractor will in&m every comphdnent of all of his avowes of appeal. 6. Training = Pro wdon: a. Tbe: contractor will assist in locating qasbfyk& end wag The A:& of Y &mV atnd woeae n anptayaes, and for aaplaymeat. b. Condstent with tine oDntw o t work force regdremwis and as pedsatble Hader Fede d sal State regaladotn; the contractor actor dull make M use of propaa* L, A and on- tho-job trah>i Program for tam • geogapbical area of oonfrea pacilxmance. Where fbesibl% 25 percent of appren#cw or trdneea in each oocaipatim abaft be in tbak grit yew of apprenticeship at Ugains In' the event a spedd pcovlscan for Mdniag is provided coder this contract, Ails sabparagraph will be anpaseded as indicated is the at>edal provini= C. The contractor wgi advise aaployoes and appticanta for employment of avaitable trsiniag prop ins and entraum roqdmnwb for each. d. The contractor will pedodiicaily review the irahAng and promotion pofttial of mhuxity group ad women employe es and will moorage digible emloym to 90Y for sash kdnbg WA puomofjon, 7. unions: If the Coaitactot relies in whole or in part upon unions as a Warce of employees, the contrractm vM use his/her best atfDdS to obtain the 000paadM of garb vaiaXis to inCrO a app III lid far minaritY groups and woman wig ire =ions, and . to effect ref rsals by inch mim s of minority and faasale, employees, Actions by the .Cont acttor d6a diuectfy or through . a eontrartoe's association acting as agwt wtil bwbxb do procedures set tit blow: ' L The C MMCtor will ass best Cffirt4 to decvelop, is wopaadaa With flee =1011x, . joint ttefidag p Waam dmed towed qwHtftc tote mhaotity group members and womneao for mmbird4 in The ta=lons and i xteLing %e A& of minority grasp employees and women so 'list timy may qualify for higher pa*g amploymeteot. . b. The oontradw will u m beet efficrta b meosposate art BEO cleave irrto each union ogre="* to the and Met suds nolan will be oomtiatmfi bound to refer appboente without re ►mod to their race, color, M4ko, ax, national odgK age or dU bft. Q The contactor is to obtain Mm m Mon as to Ste itin al practices and polia,ies of fire labor union exe dept that to the extant snob ia£orroedion is wititim the exclusive possession of the labor union and such labor union refines to fiarnisb in& Wocrostiou to the oantracto; the eanhactor shall so Offdfy b the Sf3A sad shall set Soria whet egarts have been made to obtain sticb fiSb uatim (L In the evert the win n w nble to provide the cont; with a reasonable flow of rubmity !nd woaeeo refs - Wo w that the time Himit _apt ft& in the collective bargaining agreement, the contractor will, thmngh independem raradtment COOL ts, fill the employment vacancies without regard ID nKe; Color, religion, sex, nations) ori* age or &sabfflty; smabag full with to obtain qualified and/or quahSable mnao * group persons and women. {'the DOL had held-tbe it shall be no excuse that the union with Aich the contt•:tor has a Collective bargaining agreement providing for exclusive referral fatted to refer minority Page 7 of 24 EXHIBIT C FWA-1 r3 SmdMMewaot - MWM 1%1W4 employees.) In die event the union refeaal practice prevents the ooattactor from meeting the obligations pursuant to Executive Orda 11246, as amended, and Sieso special pmvidons, club contmaor alto!! hnrneffidcly notify the SIIA. L Selection of Suboontrwtor% Procurement of Aubw is Leasing of Equipmetit: The coutimDor shall not discd mhm to on the grounds of tape, oolor, religion, sex, national mig44 alp or disability in the sdeadou and retention of m6c ctors, hOuding pjomneahart ofroattrials and leases of equdpamed. a. The contractor stall notify all potential aubcontracbors and aappliers of hrsJher EEO obtiganoms MAW this to MUL . b. Disadvantaged busthm uprises (DBB% as defined in 49 CFR 23, shall lave equarl WMttmtty to compete for and perform wAmnttaots which the ooatraator eaters into pursuant to this contract The codractDr will arse his best aft is to soacit bids from and to. DBE subcontractors or s* c:ontrictbrs with meaakWU minority group and female mprasentidon among dicir employees. CoaftwW s sire!! obtain lists of DBE construction f = ftm SHA pasoffieL m The ommhvctor will use his best efforts to easum o6centradDr compliance wig they EEO obligations. 9. Records and Reports: The contractor shall beep soch records as )aecesaary to docmment compliance with the HBO tequfraonetY L Surch records shall be retained for a. period of three years Mowing complatim' of the contaad wort and d" be avagable at ressornsble tones and places for iaspectiaQby authorized repre�attatives of the SR& tad the FHWA. L The raoords kept by hire contractor shall document the !following: 1. The dumber of m hw ity shad nowninoritg poop manbets and women empiayed is each work dassif cation on to project; 2. The ywgmw sad efforts being made.in oovpehation with unions. whin applicable, to increase esngloymetrt Mies for minorities and. woman 3. The progress and eiibriz beutg made in locating, biring, ttainiing, u$ end upgiaftg minority and Amale einployeW, nod 4. The progress mad ertfOrts- ebg made in nodring the srrvir w of DBE saboontracba¢s or subc:onhxctors with meemirod mmorIfy cad f tuale �gemplo b. The aaattndois will nhbmit an a mud report to the S13A each -Aty £or the dmatica of the project, indicating the nurdlw of minority, women, and AM' - minod group =Ployew currently .aWpd in each work classification required by . &C coattrrct a1o& This intonmation is b be reported on Form • MWA -1391. if otAe-job training is being required by special Peron, The codtactor will be requires] to collect and report I I ing data. Ill.. RONsEGREGATHb FACILITIES _ (Applicable to all Federal -aid construction contracts and to all related subcontracts ofS10 ,000 ar Hare.) . a: By submission of this bid, the execution of ibis contract or subcontract, or the consurnnution of this material supply agroanent or purchase otdcr, as appropriate, the bidder, Federal -aid construction contractor, snbconftWtor, material sappliC4 or vendor, as appropriate, ratifies that the firm does. not maintain or provide for its employees any segregated fac lities at any of its establisbments, and that the Sam does not permit its employees to perform their services at any location, under its control, where Page 8 of 24 FHV►A-,f.?3 M v.rdo„- Mad +e, "94 EXHIBIT C segregated facilities are maintained. Tie Saes agrees that a breech of this cardficsfim is a viotxdm cf the EM provisions of finis =*=t The Sim further certifies that no eavloyee wild be denied a+ooea to adequate was an the beds of sack or d'isabft. b. As used in this certification, the to= "sepipted, facilitiee means any wdbg rooms, work weas, remooms and WedWObmd, reatauraata and other eating areas, tmaclochs, locker roams, and other storage or drearing ue*, ping )o* drinking fmmtsim won or eaWtowntent areas, tremspo[ Winn, and housing tsnifities provided for anployem which arm segr clod by explicit dhvcdvei or are, in fact, segregated an the basis of race, odk r, religion, mdonad origh ages or diaabfty, becanse of habit local canatom, or Awwise, The ody ask W iou will be for the disabled • when the demands for aceaaa'bility override (r—g, &cabled parking). a The oomttaclar agcea that � Tins obtained or will abtaia identical oati$exetian from proposed sabcontractohs or matedol suppliers prim to award of aabcontraft or din bf material sapply agreeaheab of $10,000 orma m and that it wilk retain such oe r4Scatiaea In its files. IV. PAYMENT OF PREDE1 EFMIUM Mtt1tMM WAGE (Applic" to all Pederd -aid eombuction eonftets exceeding SZ,000 and to all related Ada, except for pr4eob locked on roadways 91suff ed as local roads or tail minor collectors, whiab are exempt) 0. Generale L All mechanics and hbomdrs employed or woddng upon the site of the wo* will be paid >bacxao IN, 11 ad not leas often theses am a week and wftbotit subsequent deduct = or retie on any a000uat [except snob paym. 11 deftdona as are 13 traitterf by Baas (29 tFR 3) isedW by the Secretary of Labor under the Capdamd Ad 440 UM 276on the fall amotmb of arsges and bona fide ftfvge bahefiva (or cash egaivalmb &ww) dos at tine of psymmt. The payxaeot shall be aqw j led at wap raft not leas than those oonh3aed in the wage ddaminadaa of the Sam vr4uy of Labor (berebufter Mw wage dam') which io' sttadted hereto and me& a Dart het+eaf, re pain of any eontractaal rdatianoMp abide may be abWed to mast bdween the ooatmetar or its snbootatcactgoca and sash Mogen and mecdvmioe. 1U warm deI ;nation Qmdbft any additional classifications and warp rties eoaformed underpasgraph 2 ofiNs Section IV and theDOLposter(WH 1321) or Form F WA- -1495) " be posted at all times by dw conttaebor and ib rdbconbactats at 69 sib* of the weak in a pombmd dad aeeesdble place v hm it can be esaily seen by the worJ<ers. Re the pnrpode of 0" 8ediomc, coutdMons made at coats reasonably ac dcipsW fbr bona Me Singe beo is under Section 1(b)(2) of the Davis -Bacon Act (40.U.S.0 276x) ea behalf of laborers or mecdmaics are eouddered wages paid to each laborers or wmbxdA rddect to the provWmz of Sconces N, pa WmEh 3b, hereof Also; for the pucpoee of thin Section, rogtdw caatibutions made or cam bent ed for moms titan a weeldy period (bat not less often d= gwdedy) under plans, fin* or programs, which cover the psrticWsr weekly period, am deemed •to be constructively made or laaared durlag much weekly period. Such hbamm and machanics shall be paid the app mpriaLe wage rate and fringe benefits on the wage detatminsdan for the classification of worlk adnelly perfomomd, without regard to dal1, accept as provided in para,grapbe 4 and 5 of this Section IV. b.. Laboreas or nmrbanics performing work in more dm one chnification may be comperuated at the rate specified for each cim fic a ion for the tune actually Page 9 of 24 EXHIBIT C F%WM273 MKtM -k vnim+ - bkRh 1Q "94 worked therck4 provided, dot the employer's payrolE records wcmntdy sec frith _ the tome spent in each elusiftcation in which work is perfx=ed. c. All ruhum and [aie mMons of Ow Davis -Bacon Act and elated acts contained in 29 CFR 1,3, and S am herein incorporated by refamwe in @ris comsat. 1. Cis:asittcatton: a. The BRA. eautrauding oM= shel] require tbut any class of laborers or Macbanica employed under tiro contract, which is not listed in the wage deI Iadon, shall be chaff lied in eve wkb doe waged I I a nhMWoa b. Tie cont uft officer tW approve an addidonal ctassificadon, wage rate sad Amp benefits o* when dw following cdomU bgft been met 4. the work to be performed by the additional ctaasi&ftdM resl>seaW is not parfnrmed by a dwifiadon in the wage ddtiermiufioa;. 2. the 94Mond daaeiflad n is utilized in the a+ea by the coustraction 3. the proposed wage rate, iaci ft nay boos fide Singe benefits, bow a mawnAle rdadoo ft to dw wage rates coabbW in the wagp damenminaticm; ad 4: with respect to h #cM abets each a damMestion prevaiie in the area is - which the watt. is perforated. c. If the cordracto,r of mbconhac b% as q*wpriate, the laboeaa and med=ics C¢ known) to be Onaployed in the ad*dwW d"ficatioa or bit repro ves, and the co ubso fag of w agree on to c"si$ cation and wage rate (including the amount designated for Singe booefitsi wf=* approprWO), a. rapOd of tite action taken aball be seat by the contracting officer to the Doz., Admhds"W of the Wage and Homer Division, Employment ftmdarda Admriniskatian, Washingbn, D.G 20210. The Wags and Hour AA or era ao&ormed x%xwentadve, wM approve, wodii r, or dismpprove evatj additional clas"cation action within 30 days of receipt sad so advi m the ooatractmg . officer or will notVY the oontrad er mg offic within the 30.&y period that additional Mime is neowaQy. d. In fire mmi the eoAracoor or aabcanttacbms, as q*top&*, the kborm or meobanics to be employed. in dw additional damMestim or &* eutativ repre®es, and the =ftactig officer do not " ig m 'ea dw proposed d sad wage Ede (mciodbag the mount designated ft frlage . bawfita, where app gviatej the eantractirtg *M= shall refer the questions. including doe views of all interested penes and the recom mendation of the contaadiag officaC� W &C Wage sad Hour AdmWiftater for def=uhm ion. Said AdaamI t ator, or an sa�dborin d rapreaaWative, will issm a am� dateiaation within 30. days of receipt and so advise do contracting offrtxr or will notify' the contracting officer within the 30-day period the a"tioual time is aftem ry e` The wage rate rmcl'adii g fi?ogebaue$ts wlxn apptopt of) determined pursuant to paragraph 2c or 2d of this Section IV duo be pdd.to all workers pafocming walk in the additional claWcatioa fforn the first dry on which work is• performed in the ciasiificatian. I Payment of Fringe Benefffs: a. Wheaeve r the minimum wage rate pram-%W in the cmftct For a class of laborers or mechanics includes a fringe benefit wbicb is not aWass as as hourly rate, the contractor or snbconoaators, as appropriate, shall eitber pay the Page 10 of 24 EXHIBIT C benefit as dated in die arage determination or shall pay mxAer bona fide fringe bwe& or an bwAy rase equivalent thereof. b. If die contractm or wbcootiartDy as a p rnpdste, does not mahoe paymaats to a trwtee or odmr third person, Wks may consider as a part of die wages of any laborer cw mechanic the =aouat of any costa reasonably anrtidPaded in Pravid€rag bona $de fi p benafs imdar a plan or pms n, provided, 69 the S=dwy of Labor bas ft4 upon die wd#m request of the 000tradot, that the applicable standards of the Davis -Baste Act brm been met The S=duy of Labor may iegvisn doe aontutor to set aside in a separate mcoud asasefs Ibr the maedng of obligadona wades din pass or prog�aun. . 3. Appmdcw end Trainees (Propramas of the U.& DOL) and Harpers: a. Apprentices 1. Apprentices will be permitted to wokk at less I&m die predehxrnimed o for the work they pwAwmed when d y are employed pmwimt to and Individually neglsteced in a bona We appca - dambfp pwv= regl:terbd ands the DOL, Bamploymant and Thimng Arlralensttation, a nreahh of Apprradasbtp caul Trab ft or with a Stab apprentboeadaip agency recogalmd by the Bm wx6 or it a s a is employed in IdwI e= first 90 days of p vbatioauy employment as an appseadce im such ash 0 ° 4 ip pa'o8rsin+ vita Is not individually registered in- the pragrnaa, but rvbo bee begs certified by the Buren of AP>psentT. MAN; • and Training or a Statae aRxmUceslup agency (Wbxm appropriate) to be • eligsbk far probat ioaay employmaxt as m appeamtica 7 - The allowable rods of aI%reobces to jovanaymeadavel amployam cn the job site in say craft claWkstim shall not be greater than the ratio pm , I • do tho cotracaor as to the =&a worn: forcer mader dho LO ' boar Azy emplbyee lded on a payroll at an appreaffm wage rate, who is not registered or o&awiae employed as at" above, . &B be pals not leas em t3he applicable wage rada listed is The wage determination, for the elassifea$ea of •woo& adaally patbme& In . addition, any apprentice pert wniq work tiara the job side is erccees of The ratio peooitted mider rise registered p:ograrrh shall be pedd sot less #= On agplicable Wage rate on die wage deE on fear the work adually perl6ermted. Where a contractor or mibcmftdw' is •per kmmr#ag con an on a projed in a locality odw tier®. that in which its program Is regrater4 the ratios and wags ashes is pacentars of tie joumeymaa -lavel ho dy rate) sin sire oofltrectash or - aboor tractarl refit bxvd pv*SKama shall be observed. 3. Every arppra tke must be paid at not lea don to rox spagSed in the registexed' for the appsutiodis bevel of proxrem eicp quW as a • pe:caatap • of the jotanaryma 4vM hasty rob specified in the applicable wage detmnmatiom Appraticea'dahl be paid hinge benefits : in wcordaice widh to pmvisoris of the apprartieeship Program: If the . alhpr+endoeahip -program does not spec* fiinga ben4tsG, app mom must be paid. the M am 13r ount of my benefits . on die wags detu mimtIm for the applicable classification. If the Administrator for the Wage and Hoar Division determines that a diffuent practioe pr+enN for the applicable apprentice ohasifiction, fringes dull be paid in acoordance with that dw=dnadon. Page I I of 24 'EXHIBIT C w•WAl2 s e9ectrai� v«aron -�.�+ �o, rack 4. In ire avert die Bureau of App vaticeship and Trak ft or a State apprvatkx� agency reeogmhed by the Bureau, widA ws approval of an qVrstdcadzip pmBran, die contractor or subcontractor will no longer . be permitted to util u sppmdoes at less than dw applicable pmdatemised rate fear the com6parable work pecfixmed by replar anplayees until an acceptable programs is approved. b. Traiaeat 1. Mcc as pwMed is 29 CFR 5.14 trainees w1 not be permitted to work at less than the pradewmked rate for the work performed Wess d1ay are MpbyW purauaat to and individually rgist tad In it program which bas reowied prior appeo* evidenced by formal cardfieadon by • die DOI, Employment and n2rmarg Ad atntfiloa 2 The n6o of trainees to jour yman -level anployeea on the fob site attall not be -gr+eater Om pmdood under dw- plan qVmva.d by die Bmployaozaat and Training Administration. Any employee Hated on dw • payroll at a tcedaaaa rate wrho L not registered and particapai ng in a I In' g plan approved by the Employment sad Tznkag Adntf shvtion dmU be paid not lea dw the spplicable wags rate an the wage dd+maation. for 8t dasiladon of work actually peribmaed. in adidda , my balms pafvmning work on the job sits in eoreess of the ratio pacmittal under rho a%Ut wed program sball be paid not less than the applicable wrapute on to wage det+emaiaation far tba wort ao ly paftma& 3. ' LJe y trainee must be p44 at not less dam-go rate gwified. in. the app mad program far his&er level of progre m expressed • as a pac a ter of do fcameymaar level 'howdy rate gmdfied to the applicable wage deleanina#ion. Trainees shall be paid $raga benefits in.. scaordsmce with the provisions of the haaaee program. If do trwipoe prograa dba =t m endon fHnge benefits, trsiuees shall be paid the fall amoaaot of *hW beaCflts lided on tttie wage datanminmdon amless tha Adinkaahata of the W&V and Hoar Division determines &st &w is an aPp , 10 MVP Pr'o8= assocUted wridx the OCR . rm I - *Mmeyman laud wage rate en due wages determination wvich provides for leis Ebaai . full Wage bane is for boa, is which owe aoch trainees shall raceive lire mane fldnge banefits as apprandoeo. 4. In The evert the Emplvymcat and Training Aft inishatiaoa witbdeavrs epprovacl of a pmgcaan, live contractor or rdboonrractos will no longer be pew to utitizae trainees at less than &e applicable Wined rata for On vrcric pexfoxmed until an acceptable pmgrwn is appc+ovod.. � Hotgers:; Helpers A be permhad b work on a project If the helper dassiticaQon Is speoftd and defined on to applicable wagia - determination or Is approved Wand- to the conformance procedum oat font In Section IV.2 Any worker Rated on a payro9 at a helper wage rate. who Is not a helper urAw a approved dettnfltom " be pe(d not less Ow the appikabis wage rata on the wage determination for the classikation of work adiasliy pwi med. Page 12 of 24 EXHIBIT C a W .OoIzrs V*Aan tarn 4. APpnin -es and Tram ghvgr*= of the U.S. DOT): Appreadces and - cause wading under Mpmdeaship and skiN I b - iag programs which have been certified by the Sertetary of Tnmsportsdon as promoting EEO in oonnecdon wl4t Fedad -aid hi&way am on progmns are not sabjed to the requtarooaea b of para"It 4 of this Section N. The sttsigbi time bovriy wags tates for Vices and hid mtdar sank programs will be eictublisbed by the particular prograana. The rat oxtio of g;;;ic; ead trainses to *=wymen shall not be greater then permitted by ft barns of the pack ww program. 5_ W thtwidhp: The SKA shall opoit its own. action or upon written request of an easdw zed rep�enteips of the DOL withbold; or cause to be witbbeK harem. the contractor or x6cowactar endear this oonhad or any oHier Fede ml contmd with dna same prune oonttraotor, or any 06" Federallg•=dxted oeamlraat subject to Davis -Bacon pravamnB VW tegairesaeats which is bald by the same prime cotth*dor, as mu& of the enacted paymads or advances as may be considered necessary to pay Taborets and meohstics, in ng apgrea do - tta3neei and helpers, employed by ft oomraclor or nay satbeo aictor the lull amount of wages "Thred by t6 eoathxa In tae event of f ftm to pay any laborer or u*cbs* bdudmg Way ► wee. or ,toyed or wading an the stbc of the wo&, all or port of rive wages Mp*ed by the comtrad, the BHA oanhac Ling of$ow may, after wzitteu nottoe tp the Qontactm take such action as • may be ueoewatty m cause the ongmdcn of nay fiu&w paymatk advaum or guaracbe of Enoch mttt� auob violatiams lira oeaaed. 6. ovw to Requkamer ts: No wn ador or aboomtracbotr cm*ac&g fbr any part of The Wt9rad wodc wbieb n " require or invotva the employmtltt of labonan. ate , v , I r - en, or gflarde (=chiding apprentices, haiaew, and bdpera damibed m paragraphs 4 and S above) shall tegiite or peadt any hbozer, 6acbmic„ watchb:co,•er guard to nay wmbvaalc #rn which he tte is employed an earth wd&, to waa is excess -of 40 bobw in atop warkweek voles so& laborer,=WboK watcbraaen, or guard reodves eompaasafion at a rate not less tbmt onov d.oae-baftev hinter basic tabs of pay foe all toms worked in exam of 40 hours to such wodcwa& 7. Vfotatiocc I.faM`Iity for Unpaid Wage'; Liquidated Damages: Tit to avant of any violation of the dame set fbr& in pmwvb 7 dmv% die comactor and any suboantador responsible thereof shelt•be liable too da affected employee for biAer =paid wage& in addition, such oontraotor and svtboorrh bar shall be liable b the United States Cm the case of work done reader contract for the Distrid of CUohmbia or a teaitocy, to such Distdot or to loch teaiibaty) for liquidated damages: Such liquidated damages Shari be competed with respect to each hdWk%al laborer, wwbauir, watdrawa, or guard employed. ins violation of the dense set fittth in paragraph 7, in the sum of S10 for each calendar day on which such employee was required or permitted to work in excess of the standard Page 13 of 24 EXHIBIT C F"WP0vsdmod*VWMkW -1 , +10 09e4 work week of 40 hours wiflmd payment of iha overtime wages req&md by dw chines sex forth in pm agraph 7. 8. Wlthholdit for Unpaid Wages and UquSelded Damages: The SHA . d4 %m its own action or upon wriam request of my authorized reprrsenta&e of the DOL wilbbold, or cause to be wittiold, from nay monies payable on aocatmt of work paNmW by dw contractor or m6coaftactor mader any sack oonhad or say other Federal contract with Ere seine puma co eft e , or any o@rer Fedeeally oted contract object: to the Contrad Work Hoorn and Sa ty Standarrb Act wbicb is held by the am prhae cobbutoc, such sums as maybe ddamiaed to be necessary tb adisfp soy IiabifitTes of such Coarbractar or subcoe Wow for unpaid wsgets and figaidated damages as provided in $re clause sect forth in paragraph 8 above V. STATIEN EMTB AND PAYROLLS (applicable to all Fedetal =sad conshuction contracts areeKrwg $2,000 and to all Matted subcantsacts, except- ept • for projects located on roadways •dauffied as local roads or mid cole osa, which are exempt) 0. compliance with Copatand RegutaSons; (29 CFR sr The contractor WA comply with the Cap*WW RgMaWm of ere Secretary or Labs wt>fah are herein k oonwrated by reference 1. Payrolls and Payroll Recorder a. Pa)nls and bade records relating thereto sW be maintained by the cwhactor and ea cb ding the course of the wodc and preserved for a period of 3 yeprs from the date of ow*ediem of the contract for all labomcs , mechactca, apprentices, bvinoea, watehmea, belpera, sad gourds working at the site of the woek. b The pay xa ttcorh &UU t rtadrr the name, aodal security nixnbex and a3dMa of each much employee; his or ha correct classification; Ouft rates of wages paid Wading rates of w9tribudone or costs wddp dW ibz bona fide ftb*e bewfits or cash eovalen# thereof the typos described in Section l(b)M) of the Davis Bum Actk dally and weeldy number of hours wodced, dednohans made; and actual wages pW& In addition, for Appabchm contracts, do payroll - rec bids shall cauRada a nofi" indicatiag whed w to employee does, or does • not norromMy redder is the labor ax as defined in Altac went A, paragraph 1. W3eoavw dw Secretary of Labor, pursuant to Section IV, paragraph 3b, bas found teat the wages of any laborer• or meebenoie include-the amomt of any bests reasonably anticipated in providing benefits under a plan or program described . , is Sec loo l(b)(2)(B) of the Davis Bacon Act; tbe. contractor and each • subcontractor sball maintain records which show that the =mmitment to provide such benefits is ealbrceable, that The plea or program is fmancaaily responsibK that then plan or program has been communicated in writing to the laborers or mechanics affected, and show the cost anticipated or the actwk cost h=nre d in providing benefits. Contractors or subcontractors- employing apprentices or trainees under approved programs shall maintain written evidcoce Page 14 of 24 EXH18iT C FFNVM1273 emoilavkslw+ -1in� 1 iaa4 3E of the tegL*xdon of apprentices and trainees, and ratios wd wage rates presadbW in flue applicable prorvas. _ a Each contractor and sn ctm shall furnish, asc h week In which &zW contract work is pwfbwwd, to die SHA resldemt mgloeer a payroll of wages paid each of fts a nployeas CAS WM6008, ftWS0M and described in Sediaccc IV, paragraphs 4 and S. and arat abmea sad goads engaged on work dmbrg the preceding weekly payroll period). The payroll submitted " oat out ac=wxjy and oompietdy all of the mdazoAdaa required in be maw wader parag mpb 2b of tlda Seddon V. This h6cmtion may be submitted m any fa m deshid. Optional Farm W74-347 k wAdlabk fat gds purpose and may be pordbased from the ti zdent of Doc ui a (Federal IWCk camber 029. 005 - 0014-1), U.S. Govemment Primtd % Office, Wul&fa&% . D.C. 20401 no pFims eonlradw is respooskle for fire submission of copies of pa ymlls by all anbooniza a d. Eacb payroll md=dited shall be amompatnied by a "Stutemefit of Comnplisaoe," sdpmd by do contrmdar cc subcontractor or his/her agmt rvba pays or sqxm ses the payer of do persons eukyed Hader the contract and shall cea fy dos Mowing 1. tieaR the payroll for ft payroll period coattd= the boa required io be mainydned under paragraph 2b of this Section V sad that such in£ernaaflon is oomecx amd yomplefe; 2. that such laborer or mecheruc (including each beb a• gVrardco, and trainee) employed cm due contract dozing the payron period ho barn paid the !till weddy wages earned witbovt rebat4 either directly or may, rod that no dedacx = bane been made air directly or kesedy gum to ihu wagees eased, other d= pa adoWe deductions as ant Sot& in so Replatiooa, 29 CPR 3; S. That each laborer or me ebanic bas been paid not less &a the applicable wage ra6e and frinp benefits or cub equivalent fix an Ck"McatkM of worked paw, as specified in the applicable: wage deberminadon hmporatod law tM oonbut . r- The wak3y sabzpWon of a properly anee cuWd oulification sd fvr& on die re:varsa aide: of Cpdopal Form WH 347 shall satisfy fire requimmant Got subm b don of the "Statament of Compliance" required by pwaxWh 2d of this section V. £ The falsification of any of the above extix5eationis may subject the oontzaebor to civll or cdmdnel parosecti inn under 18 Z3.S.C.1001 and 31- U.S.C. 23 1. & The codmBoar or subeontmtat shall make the records sugdW undot paragraph _ 2b of this Seddon V awdlable fbr hope adon, copyin& or no by. xad arired representifives of the S'HA, the FHWA. cc the D04 and shall permit awrh representatives b biwvlew amaployees during working boars on " job. If tone contractor or soboontractor fags to submit dw oquixid records or to prate them avmlablq the SHA, tba FHWA, the DOL, or all may, alter r4ten notice . to &e contractor, sponsor, applicant, or owner, take arch actions rs may be necessary to canner the suspension of any further pal+meot, advano%.or guarantee of tlmds. flnthe rmom, failure to submit the required records upon request or to maka suds records available maybe ®rounds for de barrne nt action pursuant to 29 C2'R 5.12. Vl. RECORD OF MATERIALS, SUPPLES, AND LABOR Page 15 of 24 EXHIBIT C F*wM,a3 I YOUDe- Mod , m, ia4 0. On all Federal••aid contra on the National JUShway System, except fine which provide solely for the fintall eft of proactive devices # railroad grade cxossmS96 those which art: conatmctai on a farce aocouot or direct labor basis, highway beantificadon contracts, and contracts for which the tots] final construction cost for roadway and bridge is less than 51,000,000 (23 CPR 633) the contractor shall: L B«mrne famr'liar with the list of gwffie materials and supplies contained in Foam FHWA -47, 'Statraaent of Matesials and Labor Used by Contactor of Highway Constr Aft kwolving Federal Fonda," prior to the eoiaaonencemed of work coder this oontrea b. Mdntdu u record of the total cast of all mataida and applies puidsesed for and incorporated in the wort, and also of the quantities of these spacHlo materials and supplies" listed on Form FHWA -47,. aW in the units shown on Foam FHWA -47. a resist, tqM the completion of the contract, b the SHA readeat eagtaeet on Form FHWA -47 - logather with the data raluired in paragraph 1b ratativP�aooishaterials and sMHas, a &W labor mmawy of all contract work hXhC ftg the total hours wadmil and the total amount earned. 1. At the prime coalraet er optlon, el&w a single recod coveting all contact wodr •or separata reports £or the pontractor and fDr each suboont shall be submitted. VII. - SWLETT1MG OR ASSIG M0 THE CONTRACT 0.. The contractor shall perform with its own orpwzation contract work amourrtiog to not'kas Haan 30 pacxat (or a greater pacmtage if specified "where in the contrail) of the fatal original contract pde4 exaMUS nay speoiaV items desip aced by the State. Specialty items may be permed by subeonhact and the amowt of any sods specialty items peribnned may be deducted eta f the total .original• crank t pare before c ,Se amount of work required to be performed by Hie coEftwtort own orga d=dlon (23 CM 635) L "Its oars orgemzaW ilaail be con& ed to iaduda only wodoe rs erapIayed and Paid directly by the Prime contractor and equipment owned or reacted by the Prime contractor, vviflt or es wMiaut operators. Such to ra do not Include employees or egnipmneat ref a subcoa etor, assipee, or agent of the prime h ` Speciahy items" shall ba oormftved to be limited to waak that require biglmly speriaTitxed kaowkdge, abilitles, or equ*rnmt not ca iaanly available in the type of contracting arpoftWoas qualified and expected tb bid on d a contract as it whole and in geoQal we b be limited to mirror rompocmtr of the overall cont act I . The eoutrea amount i p m which tine regtb a set mr$m is paragraph 1 of Seedon YII is computed is AW s ffie cost of material ad mawSa red prodncts• which are to be pwdnsW or produced by the contractor tinder time contract ptvviaicm 7- The contactor shalt furrrisb (a) a cmpdW superintendent or sup ervisar who is employed by the firm, has full W th dty m direct perIt ma ce; of the work is acootdennee with the contract regtmir+u:ments, and is.in.dwrgc• of all copstr t ion opwooas (regardiesa of who VafmW the work? and (b) such other of its owe orgauizatioria] resain savisian, manageDnent axxl atgineering sa vices) as the SM wag officers detarmiaes is neoeaeary to errors the per atimcmce of toe contract. 3. No portion of the contract sball be sublet; assigned or otba wise disposed of except with the written consent of the SHA contracting officer, or "orized representative, and such consent when given shall not be construed to relieve the oontactor of any responsibility for the fnlfillmeat of the oontmeL Written oomant will be given only after the SIHA has assured 'that each mifiooatract is Page 16 of 24 OE EXHIBIT C R WPAV3ffieahafoVWWQn —Mash 10. evid=ced in wr0q; and that it eontaw all p&timent provisions w d' rftIQ1r atents Of the prime OpDt['ACt: • VIII. SAFETY: ACCIDENT PREYENTIDN 0. Ia the pwEmmance of this wabact the eoatractor " comply wftb all s able Federal, State, and local laws governing soft heath, ad mwitatlon (23 CPR 635 M* caaftacior aball provide all safeguards, safety devices and protedive %aprnent and talon any other needed as it date - mines, or as the SHA ctontrwft officer may determiae, W be reasonably necessary to pro txt the Hfe and heap of employeea on the job and do safety of they pnbHe and to p vbd property in oannectlou vrittr *a pa banswe of the wnrlc covered by the comfort. 1. it is a condition of this ooattract, end stall be made a condition of ewb subeamttad, which the oontrador eaters into pumiumt to this om*act, dna the contractor and any'anbcorAnclor shall oat pmt ay ampoye4 is Prance of 6ne amoad, to wodc in aotrotm&p or vader conitim wWch we unsanitary, htmrdow or dangauas to W l w health or safety, as deter under boa safely and health standards (79 CPR 1926} promulgated by the Seaetay of labor, in aacordwas with Section 107 of the Cozad Work Hews aiod Solely Shndw& Ad (40 U.S.G. 333). 2. Pwsvmot tD 29 CPR 19263, it :k a wndidon of this oonta�ct that the Secrdwy of labor or antinori wd represexodve tbemf, obeli btiv�a A& of early to nay site of cmtmd pe& m w to duped or iovestlgata tha mother of compliance with 9ne axwfted a safely and hedth standards and to cwy out the dudes of the Sa*%Wy ®der Seddon 107 of the Coiriract Wink Rms and Safety Sbnndards Act (40 U.S.a 333 DC FALSE STATEMENTS CONCER IG NW WAY PROJECTS Iu order to same ldgb qw ty ad durable con bno6on. in oonfaywity with approved plans and speMastiootra and a high dog= of reliability on statements and zap - 6 of is made by angers, covtzw� suppliers, sad workers on Federal highway projects, it is aasan W that aII perwaa concerned wig fiwp n*d patxm*&* towdow w.arefigy, dwooWy, and Moody ere poasrbla WIliltl fdalficaiim distortion, or zmimregs+eseatatiivu glib ieapect to say ficts n1stad• to the ptvJed is a violation of Federal law. To pravmt any misaadaatet>d s myc Sing the saio=wsa of these and similar acts, due #blowing notice shell be posted an each Fedmal-ald hWrwayproject (73 CM 635) is one or moss places wham it is tesdtly'available to all persons concerned with the ptojecC Home TO ALL P MSONNEL OGAGFA ON FEDERAL-AID WGHWAY PROJECTS U U.S.G 1020 zaads•as $clown: 'N oww, being an ofr/w, spent or wWo)w of the U~ Stdas, or of any Sher or rwrfty, or whoever, WhOw a perm mmcbEiort, &K or cerporaQorz, how** mamas err.7 rims awwwrit him rsprwn a bho sport as b ft draracbr, qwW. quarry, or cost of rw mewN vaed or b be uaad, or the gmr0y cr qw* of the Nook parftMed or b be pad bmad or the coat Dreroof lh cwmc& n wlth ilia submlsabn cfpiwx� waM mss► or coots of oono wow on any hzlnray or cabled pr+*d subm%sd for approW to the. 5eavtsy of Transportafti or Whoever hn Awry makers any liras atatsmei t fan mapms aeftm w" report or fails akin rdm fe*od to the dwada, qua : 4uw0y. or cost of any work perbwwd err to bo pabmnd, or nabdals UnWwd or to bo Nmishod, br cmwc ion with Ow a rrshm on of any highway or related p *d approved by of Sedatany of TrarONV* 0 or ' Page 17 of 24 FHV A4273 salt Vrdoa -1 11 10.104 EXHIBIT C IHrroaver kww 66 malts any fabe dKbm&9 or.lbbe represenladw as to mat&W fact In any sf dwmn4 ceaif mb, or r&W vJmnbd pursua nd to p mvf&bns of ft Faderal-etd Roads A approved July 1, 19 14 (3Q Slat 3". as amended and supplemented; SW be tined net more Mof 110.000 or lmpdaoned not roarer then a yeanr or boor.' X. IMPLEMENTATION OF CLEAN AIR ACTAND FEDERAL WATER POLLUTION CONTROL ACT (Applicable to au Federal.- aldcombudon contracts nd to all mated suboontracts of Si00,o0o or mare.) By submission of'this bid or ft elcecntiou of this contract, or at tract, as agproprintz, the bidder, Federal -aid construction w h otor, or a boorrtractor, as appropriate, w01 be deemed to have stipulated as mellows: 0. That any fsclity dw is or adH be udHzed in the peafaonaace of this contract, uioSess such Bout act is exotupt under the Clean AirAct, em amax1ed (42 U.S.C. 1857 III 1�, as amended by Pub.L. 91 -604% and under tht Federal Water Motion Ccutrol Act, as ameaded (33 U.S.C. 125111 Nj„ as amended by Phb.L. 92-SW� Exomztive Order 11738, and ragulatima in implemaatation 1heseof (40 CPR 15) is not Tasted, on the date of eoubact award, on the U.S. BwArou n eW Protection Agency (EPA)'IbtofVi ladugFaq> eepnrmoaratto40CPR 1520. 1. That tho fan ag>lees to oot*y sad remain in compliance with an the requmrer of Sectiob 114 of fire Clean Air Act and swum 308 of the Federal Water Powon Control Aar sad ou regdati ms rend Vdddhm limted tbaeunft 2. That the fiat shall promptly notify &* BHA of the receipt of any oonmintrioation from the Director, Office of Federal A deities, EPA, iddicadng that a fsc ty that is or will be utMzed far the contract is wader consideration to be listed cadre BFA UA of Violathog Fac ikoa. 3. • That tae firm agrees to kAude of =a to be Waded the regvh=a b of paragraph I tlaongh 4 of Ibis Section X in evmy nonacemipt auibconbut, and What agrees to take much * action as the goven = cut may Hired as a mem of eabotrbg such tequarmnents. XL CERI F ICATWN REGARDING Dom', 8USPENSION, iNEUGISILRY AND VOLUNTARY EKPWSION 0: Irmbuctfons for Cartillcmdon - Pdn Y Ccvwed Tranavadunir (Applicable to all Federal -aid coat u is - 49 CPR 29) a. By aigrfmg and ubm itt erg this proposal, the prospective ply l "c*Mi .is *ovlding the ca fta ion act out below. b. The bmbfiity of a parson to provide the certification at out below will not necaunly result in da M of participation is this covered u msac Lion. The prospective participant sball submit as explanation of wiry it cannot provide. the • gertification get out below. The ccxtificatioa or exphmatiaa Wahl be considered in cmac don with the deparimeat or igemys detaminazion whither to arrter into a& lion. However, $at'ure of the paospac&o pramcy.peracipent to farutab a catt8cation or an explanation mhaU disgnatify sacb a person from participation in this transaction. C. The certification in dtis claws is a materiel representation of fact upon which reliance was placed when the departmerd or agency deter mined to enter into this transaction. If it is later dete mnined that the prospective primary participant Page 18 of 24 EXHIBIT C �+�.trrae.oaodow� - wRa +a �w� imowiagl} rendered an pus ca usemk rr, is addi on to other rcm OMS : available to the Federal Govarmnent, the department or agency may temrude this itmo thou for c ww of defiWt d. The prospecdve primary pmdcip=t aball provide immediate written aotlee to the deem teat or agency to whom d& proposal is submitted if any time die plvsper#ye primary pa lkipmt lm= that its certification was erroneous whoa >mbmnitted cr bas bw me eat+oneons by reason of obenged tit I stmam e. The Ww 'covered hanNOW M d� • � • v » r "�eod4" + it�e &Ie,* lower tier mvered trarmaction,' %pwdch amt�"' sOa, 1 p� WVNW ttansacdoo.' "priatcipal,. "ptoposel," siad "vobnm try exdaded,' u =ad fa this c xwe6 have the set art is the DoWdoos and Coverage sections of roles i entiag Bxeewive Aida 12549. You may coatsct dre dWe tment or sgeaey to wbieb Ws p vposal is submitted Ibr aadA moa in obtrtiri ag a copy-of :E prospecdvs primary partiaspant macs by o*x dtdng Otis p opowd that; aboard S)a proposed powered won be entered iaio, It "I not hnow'm* eats• into any lower tkr covered teanpacdon widr a pet wba is ddawr , . a mperoded, dace itieligrble , or volutarilq excluded 5orn p r ic4milon in Us. cowered hanm:do* udm arahoQ wd b dVerhud or agency ante&- into tbuus tto. • g. The prospective primary F"c4W fW60 agree$ by admitb8 papoW tint it will ruder dw dawn titled "Certificating Rapfing . Debi Simon, nwagwlity and Vowny' Bxchreiou.- Imwe�c Tier Coveted Transadlon," prvvidad by the dgmftart or agony mtaing taro this covered. . . hm>action, wi8rout moditiodON in all lower tier coves -M tta*iaadioaa and in aIl . 'avl;dtatlons for lower tier co^vi ed h=aCdons. . b. A park kmd hi a wyeltd won may My upon a certi9cadon of a prospective puck hmt is a lovverr tler•covaed boa that is not ddm=d, mxpended, irneligtble, or vohmte4y exdvded fiurn "the covered hi on, nalew it brows dud the certification is exonem A pant cIpant may dodde fire me&od and trequeuty by v We h it deoetmiaea to etigi6ility of its prkacipala. Each pa*ipmt may, but is not required 4 Cho* the On" oaeat p Wft • of the *Lists of Parties Bicciuded From. Federal l�xociirrmeut or Nonpaocareaar�ut P� IWIWowreoneot List? whieb is comrp W by %e General Serd9es _ Admioisbratiom. i. Nothing comiaisred in the lbrcgoing sW be construed to =equip taMUsbmoent of a system of reowds in order to render in good frith to omtViosdon regodred . . by this darrse. •the knowledge and won of pudok d is not reguired to exceed that which is nomiaDy powneed by a ptuden pa m in the m*nwy oeorse ofbasioem dealings. j. gxoept for moons audwib ed metier paragraph f of tbao % tructiooS, if a participant in a oovemd, ttaasacdon Imowingly enters talc a lower tier covered • u naacEion with a petsan who is nrspcsrded, debarred, iadigible, or volwadly . excluded 5vcn pardck*ion in this haasacdon, in &Mtion to other remedies Svailable to the Federal Govament, the depachnart or agency may tentineft this ummcdon for cause or default. *�ro•'f Page 19 of 24 EXHIBIT C F A-Ur3 wraon -awl► A ton Certttie etion Ragwdirg DebwMenE, suspension, ineOgibiffty and Ve>Yuntary Excfusion— Pftary Covarsd Tramsee form 11. The prospective primary participant certifies to the beat of its lowwle dge and belief; dot it and Sts prindplic IL Are not presently debarred, suspaid A proposed for debarmeat, declared ineligible, or vohmtatfiy excluded fmm covered moons by any Federal department or ag amr, b. Have not within a 3 er period preceding this proposal bees connoted of or bed a dvil jcsdgemn rendered against thean for coaaainion of Am d or a criminal offem in won with obtaining xffa *ting to obtain, or perfon1*8 a public (Federal, State or local) transaction or cophict endear a pbbho truvacdon, violation of Fedad or State antitrust salutes or c ommisdon of erabcalaaamat, that forgery, bribery, fataific adon oz destruction of recor4ma3dng false steamearts, or recaving stdlea property; G Are not presently indicted £or or otherariee criziniffly or civilly da+rged by a goveminedW entity Tedmh Suft or local) with eoanM'iasioa of nay of ft affm cs enumerated in paragraph 1 b of this cm1i$catlan and d. Have not within a 3 -year pedod preceding this WE xdionfproposal had one or none public transactions ( Federal, State or local) te»ated far emm or de fault 12. Wbete the prospective pay participant is• amble to certify to any of the star ants in this cc Ifi adon, such pro vextive participant shall attach an explmdou to this proposaL 1. kwtmcdom fur CarRtice0on - La~ Mar Covered Trwwaetloaar: (Applicable to all subcontracts, purchase; ardears and other lower tier moons of W,000 or more. 49 CFR 29) • BY dgft ea<d submitting this Proposal, the prospective lower tier is providing dye cmfdoation set out below. L no cm1ificatim in this louse is a ubateriel representation of fact upoo wlrieh re•, wce was placed when this won wan entered into. V it is latter ddamin�ed Mal the prospective . rospective lower tier Pwbchxmt kWwMS1 reached an armmus catificeb m, in addit um'lo otlbar resrriediea available to doe Federal Covermacti%'the dspartmu4 or aMMM with which this. transaction originated may P MW available ramediea, including suspeo�on aad/ex debacmest b. The prospective Iowa tier pmt shall provide immada#e written notice to the person 1 which this propose, is submfttred if at any time the prospective lower tier pardcipaat leans that its Sian was erroneous by mum of changed chadn&bnceL C. The tams . "cova�ed ,° transact " debaued,' ' suspended," "ineligib,e;" VftKy Covered . 1111nction," "panicipsmt," "person," "Pziacxp w "proposal," nand "voh* twUy secluded," as used i m dais dawe, have the meanings set out in the•Defiaitions and Coverage secdons of rules implementing Executive Order 12549. You may contact the prior to which this proposal is vAnnitted for assistance In obtainnag a copy of those regulations. , d. The prospective lower tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall pot lanoWkWy enter into any lower tier covered transaction with a person who is debarred, suspended, declared incVgWe, or voluntarily excluded from perticipation in this covaod transaction, unless mrMorized bythe department or agency with which ddq transaction originated. Page 20 of 24 EXHIBIT C . The prospective lower tier particlpeat fttha agrees by submitting this proposd that it will include this clan Had "Cafteation ltegvftg Wit, Suipendon, IncHip and Voh tft7 - Bxdusrou. ,over Tic Covered Tri on,' without modification, m all lower tier covwW hang and in all solicitations for lower tier covered transactions. f. A pard4tut in a covered won may rely upon a certification of a proapectiva participant in a lower tier covered trmsection W is not debat4 suspended, imeliglble, or volmterily ecoladed from the covered transaction, unless it knows that the cerMcdiocn is erroneous, A participant may decide tlra melhod mod frequency by which R "eactim The eligibility of its priodpals. Bach 1 dP� may, but is not required to, check do Nomp vcmrema t List. S. Nothing contained in the fbr aball be construed to regnirs establiaihmeat of a cyst em, of records In order to render in good fail do cetification fequired by this okum 'The lmowledge and • information of Wilcipeat is not required tD exceed that which is notmsHy possaved by a prodent Person in the ordi7wy oourse of nimem dalmgs. h. Bxeept fDr mmsec ow authorized omder per Mh a of these instruedws, if a paid4silt i m a oovemed tramsadioa Imoroving ahtas herb a tower ties coveted tranuction WM a parson who is ei drbsavd, ineligible, or volnmtsrily wtch led item partidpation in this Mmsictlon, in ad&tion tD ova• reaaedies availobie 10 the Federal Oovemmeat; the department or agency with which Us b=adim oad&mbd may pume available rzmedies, Wading sospaaion and/or debmnent Clot► Regarding Dab mte4 Scnap�nk4 , tneitglbtlitj and V&Jnta y F.xd*Wr,-- Lo w Tier Conrad Trarnecdow _ . 4. The eve lower tier pwddpannt cxa ffled, by submission of dris p uposal, that nearther it nor its pdneke s is patently derba<r4 suapwx14 pmpond f° ddmm=4 declared inaa< Ne. or vol mhty zted exdu from pcaticipation in this ttausaotion by any Federal departmeat or ageary 10. Where the prospective lower tier paticipant is actable to Omfy to ray of The aMemeat► in this cxttfficatloq such p vspectim Participant ahhall attach an mplanatioa to tots pcapoaaL i * «s# XCL COURGATION REGARDING USE OF COMIRACT FUNDS FOR L013 YM •Q►pphcable to all Fedmi -xid em wWc ion contracts acid to all rgsW subcoaftm wbicb mooed S 100,000 - 44 CPR 20) 0. The prospective participant certifier, by dgiriag and submitting Gh bid or proposat, to the bad of hie or bar Imowledge and b" that No Federal appmpriated fads have been paid or will be paid, by at on behalf of the uadeasigmA to any pray for influencing or attempting to Wmac a an of8car or employee of any Federal agency, .a Member of Congmas, an officer or employee of Coq as, or an employee of a Member of Congress in comactfon with the awcftg of any Fedcrd' cethtrad, the making of any Federal gram#, the araldng of any Federal loan, the cde&g* into of any cooperatye agreement, and the extension, contianation, renewal, amendment, or modification of any Federal conhu;k grant, loan, or cooperative agreanent a. N any finds other than Fede nd •appropriated funds have been paid err• will be paid to any parson for•ioStmnciag or attempting to influence: e an officer or employee of ray Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Clongmas in connection Page 21 of 24 EXHIBIT C R WA-IM 6acerenkvers M —Mudt t0. M4 with this Federal omtriA Brant, looser, or cooperative agrretneat, the undengned shall complefe and submit Standard Form -LLL, "DWoom Fotm to Report • Lobbying." in accordance with its inshuations. I. Thin cmiffl ation is a material representafim of Act upon which reliance was placed wbem dais traasacdioa was made or entered kito. Submission of No oectiSeation is a pmequisite for making or enuring into tdsis tramsadion imposed by 31 U.S.C: WI Any person who $ails to file dye required certification shall be subjax to a civil penalty ofnot less than $10,000 and not more then $100,000 for each Poch fiihtre. 2. The prospective participant also ap ees by submitting his or her bid or proposal 9W he or abe shall require that the language of this certificatim be 1peluded in all lower lien saboo:*acts, which exceed $100,000 and M d all such rexdpiarb shall exrO and disclose accordingty. ATTACHMENT A - EMPLOYMENT PREFERENCE FOR APPALACHIAN CONTRACTS (AppTrcable to App "Ilan contracts only.) 3. During fine perf maaoe of this oogdtsct, the eonhwtor uWettaleing bo do which is, or seasonably may be, done as ore -site wort; shall give prefa+eazce bo •gWMe d persotrs who regularly reside la the labor area as designated by deer DOL whwvk the coeaha,at' Va& is simatad, or the subregion, or the AppahwWan oouatiere of the State wbe Lain the coatsaa wazlx is situated except To else extent that qualified parsons regularly residing in the area am eat avanabte. ee. For tote reasonable needs of 1he coatacw to graploy supervisory or spe&uy experien,6ed penonn al necessary to assure as official ececadoad ofthe contract wo - b. - For the obligation of the conftc w to oft-w ptoyment to piesast or ftmur employees as 920 result of it kwfW wee ctive buVaIning conifte k provided 60 tine numbw of noffamdo Pavons employed =der this nlpaaagraph 1 c shalt not eac Q 2t) p=ad of the total mawber of employers amployed bythe coati actor eaa the contract work, Gampt atprovidexl in aubyars�r* 4 below. 4• The contractor shall place a job order with the State Employmend Ser ifx iadicafing (a) &a claseficaflons of 1310, labor % MW*Wmcn and othae erapbyees Mqd red to pae$omt the contract work, (b} the number of OWIOJMU regoirod in each daanifiealion, (c) the date on he eathnatm start eanploye a will ba re VhvA and (d) any elt9aeetr pexlmart information required by the Starts BMloymmt Service to coanplda the job order fotrn. Tlae: job order may be placed wit ft SWe Bmploymewt Service in wrift or by *Vhom If aiming the course Of the contract work flee Ink madon erubmttted by the coribraator In the odgiaal job order is snbdtantially m601ed, he shall W "fy &6S h EuzployWAnt Sexoca. - S. The contractor dzU give hall couddematfott to all qualified job applicants Inferred to bim by the State Employment Service. The contractor k net.regtaired to Xrz* arggoyment to any j etpptieamts who, In his Qpinion, are not qw ti$ed to per the edailafficatkm of work reTdm& 6. If, wid" I week following the placing of a job order by The cantractor whit t31e State Employment Service, the State Bmployineat Setrvioe is Usable to refer any gu Ue d job applicants to me contractoc, or leas than the number rNuesbed, the State Employment 0aw+x we'll &ward a certificate to th6 contractor indicating the waavailabllity of tepplkxrata. Such ate shall be made: a part of-the oontractor's pestraanerat ptoject records. Upon, n whx of this certificate, t}ae eoa actor may employ persons who do not nbr ally reside in'the labor area to, fill positions covered by the certificate; notwithstanding the provisions of aabpum7aph I c above 7. The contractor shall include the provisions of Saxon 1 through 4 of this Attacf ent A in every subcwnttaot for work wh ich is, or reasonably maybe, done'as em - site work This meIm a,OMW an mmuk tt. nN Page 22 of 24 EXHIBIT C 23 CFR Part SM.410 Buy America Requirements. (a) The provisions of this section shalt prevail and • be given precedence over any regrtirements of this subpart whkh are contrary m ft section. However, wthing in this secdoon shah be construed to be conkary to the requirements of W-4090) of this subparL (b) No Feder6ekl highway cons ucdon project Is to be auttwrtzed for advertisement or othenrlse authadtzed to proceed unless at least one of the log nuirerrrerrts is met: (1) The project either: (t) lndudes no permanently irxrorporated sied or bun materials, or (0) it a" or Iron rnateriaie are to be used, ctl manufac u" processes, kwWng application of a coating, for these materials must occur In the United Sues. Coallog lncludes all processes which protect or erg to value of the rnaterfai to which the coating Is applied. (2) The State has standard contract provisions that require the use or domestic materials and products, inducting steel and iron materials, in the ewe or greater extent as the prvvislons set for VhAn this section. (3) The State elects to Include ahemate bid provisions #orfioreign and domestic steel and ion materials which comply with the foltawb rg requires. Any procedure for obtaining skernate bids based on furnishing •foreign steel and Iron materials which is acceptable to the Division Administra r• may be used The contract provisions trust (I) require all bidders to submit a bid based on fu nlelft domestic steel end Iron matmials, and (1) dearly state that the contract wih be awarded to the bidder who aubmlts the lowest fatal bid -based on Ong domestte•steel Iron materials unless such total bid awaeda the lowest total bid based on famishing foreign steel and Iron materials by more than 25 percark (4) Wh6n steel and Iron materials are used In a pro)ect, the regUitements of this section do not prevent a miniftl use of foreign steel and ion msbeifals, if the cost of such his used. does not exceed one4WM of one petoent (DA percent) of the total cm*act cost or $2,6W, whichever Is greater. For purposes of this paragraph, the cost is that shown to be tie value of the steel and tron products as they are detm;W to the pm jet. (ox1) A State may request a wah of of the provisions of this section tf, (i) The application of those provisions wnuid be lnoonsts ant with the public interest; or (0) Steel and Iron materials/products are not produced in the drilled States In suffWant and reasonably available quarMes which are of a satisfactory quality, (2) A request for waiver, accompanied by supporting information, must be submitted in writing to the Regional Federal H%t&ay Administrator (RFHWA) through the FHWA Division Administrator. A request must be submitted suffiriw* in advance of the need for the waiver in order to allow time for proper review and action on the request The RFHWA wUI have appn;? aW authorfty on the request: Page 23 of 24 EXHIBIT C 23 M Piet =410 eur �m�Aca lOpdneeuis, (3) Requests for waivers may be made for spedfic projects, or for Certain materials or Products In specific geographic areas, or for combinations of both, depending on the circumstances. - (4) The denial of the request by the RFHWA may be appealed by the Stage to the Federal Highway Adrnintatrator (Administrator), whose action on the request shall be considered adminisbutively gnat. (5) A request for a waiver which Involves nationwide pubic Interest or availability issues or more than ore FHWA region may be submitted by the RFHWA to the Administrator for action. (6) A request far waiver and an appear from a denial of a request must include facts and jusWcation, to support the granfing of the waiver. The FHWA response to a request or appeal .will be in writing and made evallable to the pubic upon request. Any request for a nationwide waiver and FHWKs action on such a requW may be published In the Federal Register for public comment: (1) in determining whether the waivers described In paragraph (Cx1) of this section wli be granted, the FHWA will oorwMar all appropriate factors Inciuding, but not limited ta, wet admindstr eve burden, end delay that would be imposed If the provision were not wdived. . (d) Standard State and Federai.•aid contract procedures may be used to assure compliance with the requirements of this section K8 FR 53104, Nov. 25, 9983; as amended a t 49 FR 1882'I, May 3, 1984; 58 FR 38975, July 21,1993] Page 24 of 24