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1103-Cost Share Agrmt-Water ProI U S. t_ Johns Ri ver Water Management District , Kirby B. Green III, Executive Director • David W. Fisk, Assistant Executive Director 4049 Reid Street • P.O. Box 1429 • Palatka, FL 32178 -1429 • (386) 329.4500 On the Internet at wwwsjrwmd.com. May 19, 2006 CERTIFIED MAILING #: City of Sanford 300 N. Park Avenue Sanford, Florida 32771 Bill Marcous: 7 0050390000028245920 I have enclosed one executed copy of Contract #SJ38512, WPSP- Optimization System Expansion and Optimization Project Phase 1 of Project 1 for your files. If you have any questions, please call me at (396) 329 -4211. Thank you, Connie Rozier Contracts Administrator St. Johns River Water Management District Ometrias D. Long, CHAIRMAN APOPKA W. Michael Branch FERNANDINA BEACH GOVERNING BOARD David G. Graham, VICE CHAIRMAN R. Clay Albright, SECRETARY JACKSONVILLE 01 John G. Sowinski William Kerr ORLANDO MELBOURNE BEACH Duane OttenStmel. TREASURER JACKSONVILLE Ann T Moore Susan N. Hughes BUNNELL POINTE VEDRA i Contract #SJ38512 COST SHARE AGREEMENT BETWEEN THE ST. JOHNS RIVER WATER MANAGEMENT DISTRICT AND CITY OF SANFORD PURSUANT TO THE DISTRICT'S WATER PROTECTION & SUSTAINABILITY PROGRAM For good and valuable consideration, receipt of which is hereby acknowledged, the parties hereto agree as follows: J 1. Purpose of Agreement. This cost share agreement is authorized by the St. Johns River Water Management District ( "the District ") from funding designated for construction of alternative water supplies pursuant to the Florida Water Protection & Sustainability Program ( "the Program "), which is governed by sections 373.0831 and 373.1961 Fla. Stat. (2005). Funding received through this Agreement shall be used solely for the construction of the alternative water supply project identified in Exhibit A, Statement of Work and Exhibit B, Supplemental Information Package ( "the Project "). This Agreement is with City of Sanford, a Florida municipality, whose address is: 300 N. Park Avenue, Sanford, Florida 32771 (the "Recipient" or "City"). The Recipient hereby agrees that funding received from the District for the Project may not be used for any work associated with the research, design, and permitting aspects of the Project. This agreement consists of the following items: Exhibit A, Statement of Work, Exhibit B, Supplemental Information Package, Exhibit C -1, Cost Schedule for the North Seminole Regional Reclaimed Water and Surface Water Augmentation System Expansion and Optimization Project — Phase 1 of Project 1, Exhibit C -2, Cost Schedule for the New East Lake Mary Reclaimed Water Main Extension Project, Attachment 1, District Supplemental Instruction, Attachment 2, Notice to Proceed, and all other attachments and exhibits. 2. Execution of Agreement. This cost share agreement shall constitute an offer until authorized, signed and returned to the District by Recipient. Failure to do within sixty (60) days of receipt shall result in a retraction of this offer by the District. 3. Term of Agreement. This Agreement shall extend from the Effective Date through December 31, 2007 ( "Completion Date "). The Effective Date of this Agreement shall be the date upon which the last party to this Agreement has dated and executed the same. Recipient shall not be eligible for reimbursement for any work that is commenced, or costs that are incurred, prior to the Effective Date. 4. Scope of Project. Recipient shall commence work funded hereunder ( "the Work ") within fifteen (15) days after receipt of the fully executed Agreement from the District, and shall prosecute the Work diligently in accordance with Exhibit "A ", "Statement of Work" (attached), and Exhibit `B ", Supplemental Information Package (attached). Recipient shall not commence work in subsequent fiscal years, until the District issues a written Notice to Proceed (Attachment 2). 5. Permits. Recipient is required to obtain any and all permits from governmental entities that are necessary for performance of the Work. Any Work not properly permitted prior to implementation or completed without proper permits shall not be considered in compliance with this Agreement, shall not constitute Work performed hereunder, and shall not be approved for payment by the Contract #SJ38512 District. Recipient shall be solely responsible for any fines or penalties associated therewith and the cost of removal of said unauthorized construction. 6. Legislative Requirements. The Florida Legislature requires recipients of funds granted through the Program to meet several specific conditions. The Recipient must provide the District with written assurance of its continued qualification under these requirements with submittal of its invoice in order to continue to receive funding hereunder. Details concerning these requirements appear in subsections 373.1961(3xc), (e) and 6), Fla. Stat. A Recipient receiving funding through this Agreement that operates a public water supply utility shall be required to develop a rate structure for water customers in the service area of the funded utility that will: (1) promote the conservation of water, and (2) promote the use of water from alternative water supplies. Project Management. The parties shall designate Project Managers, who shall be responsible for overall coordination, oversight, and management of the Work. The parties agree to the following persons being designated as Project Manager: DISTRICT Elizabeth Thomas, Project Manager St. Johns River Water Management District 4049 Reid Street Palatka, Florida 32177 (407) 659 -4868 E -mail: ethomas@sjrwmd.com RECIPIENT Bill Marcous, Project Manager City of Sanford 300 N. Park Avenue Sanford, Florida 32771 (407) 330 -5649 E -mail: marcousw @ci.sanford.fl.us 8. Change in Project Manager. Either party to this Agreement may change its Project Manager by providing not less than three (3) working days prior written notice of the change to the other party. 9. Notices. All notices to each party shall be in writing and shall be either hand- delivered or sent via U.S. certified mail to the respective party's Project Manager at the names and addresses specified above. All notices shall be considered delivered upon receipt. Should either party change its address, written notice of the new address shall be sent to the other parties within five business days. Except as otherwise provided herein, notices may be sent via e-mail or fax, which shall be deemed delivered on the date transmitted and received. 10. Quarterly Progress Reports. Recipient shall provide to the District regular project update/status reports by September 0; December 0; March 1� and June 1� of each year. Reports will provide detail on progress of the Project and outline any potential issues affecting project completion or the overall schedule. Status reports may be submitted in any form agreed to by District's Project Manager and the Recipient, and may include emails, memos, and letters. 11. Annual Update. In accordance with section 373.0361 (7) (b), Fla. Stat., the Recipient shall provide an annual update to the District detailing the progress of the project. 12. Performance Monitoring. For as long as the Project is operational, the District shall have the right to inspect the operation of the Project during normal business hours upon reasonable prior notice. Recipient shall make available to the District any data that is requested pertaining to Project performance. Contract #SJ38512 13. Liability and Insurance. Each party to the agreement is responsible for all personal injury and property damage attributable to the negligent acts or omissions of that party and the officers, employees and agents thereof. The parties further agree that nothing contained herein shall be construed or interpreted as denying to any party any remedy or defense available to such parties under the laws of the State of Florida, nor as a waiver of sovereign immunity of the State of Florida beyond the waiver provided for in section 768.28, Fla. Stat., as amended. Each party shall acquire and maintain throughout the term of this agreement such liability, workers' compensation, and automobile insurance as required by their current rules and regulations. 14. Diversity. The District is committed to the opportunity for diversity in the performance of all procurements, and encourages its prime vendors (contractors and suppliers) to make good faith efforts to ensure that women and minority-owned business enterprises (W/MBE) are given the opportunity for maximum participation as the second- and lower -tier participants. To this end, as requested, the District will assist the Recipient by sharing information on WIMBEs to encourage their participation. 15. Amount of Funding. For satisfactory performance of the "Work" described as North Seminole Regional Reclaimed Water and Surface Water Augmentation System Expansion and Optimization Project — Phase 1 of Project 1, the District agrees to pay the Recipient a sum in the amount not to exceed $1,440,000 ($420,000 in FY 2006 and $1,020,000 in 2007) or up to forty percent (40 %) of the total construction costs for this element of the Project, whichever is less. For satisfactory performance of the "Work" described as the New East Lake Mary Reclaimed Water Main Extension Project, the District agrees to pay the Recipient a sum in the amount not to exceed $130,000 or up to twenty percent (20 1 /6) of the total construction costs for this element of the Project, whichever is less. The Recipient shall provide at least sixty percent (60 %) of the total construction costs of the Project, unless a different amount is authorized pursuant to section 373.1961(3)(e), Fla. Stat. The Recipient shall notify the District's Project Manager in writing upon receipt of additional State funding for the completion of the Project. Multi -Year Funding Allocation. The following represents the anticipated amount of funding the District may authorize for each fiscal year. This information is provided for planning purposes only, and does not represent a commitment on the part of the District. The District reserves the right to revise these amounts annually, prior to the beginning of each Fiscal Year. Fiscal Year 2006: $ 550,000 Fiscal Year 2007: $1,020,000 16. Funding Contingency: Funding for each applicable fiscal year of this Agreement is at all times contingent upon funding, which may include a single source or multiple sources, including, but not limited to: (1) ad valorem tax revenues appropriated by the District's Governing Board; (2) annual appropriations by the Florida Legislature, or (3) appropriations from other agencies or funding sources. Agreements that extend beyond the current Fiscal Year are subject to annual appropriation of funds, in the sole discretion and judgment of the District's Governing Board, for each succeeding year. Should the Work provided for hereunder not he approved, in whole or in part, for funding by an external funding source, or the Governing Board in succeeding years, the District shall so notify Recipient and this Agreement shall be deemed terminated for convenience in accordance with Paragraph 22, TERMINATION OF AGREEMENT, five (5) days after receipt of such notice, or within such additional time as the District may allow. 17. Fiscal Year. For the purpose of this Agreement, Fiscal Year is defined as the period beginning October 1 and ending September 30. Contract #SJ38512 18. Payment of Funds. All invoices shall reference the contract number shown on the first page of this Agreement, and shall be submitted to the St. Johns River Water Management District, Director, Division of Financial Management, 4049 Reid Street, Palatka, Florida 32177, or may be entailed to acctpay @sjrwmd.com. Recipient shall transmit invoice using only one of the two methods, but shall not use both Recipient shall submit itemized quarterly invoices for reimbursement based upon the actual Work performed and shall bill as per Exhibit C -1, Cost Schedule for the North Seminole Regional Reclaimed Water and Surface Water Augmentation System Expansion and Optimization Project — Phase 1 of Project 1, and Exhibit C -2, Cost Schedule for the New East Lake Mary Reclaimed Water Main Extension Project. For the North Seminole Regional Reclaimed Water and Surface Water Augmentation System Expansion and Optimization Project — Phase 1 of Project 1, the District will reimburse the Recipient up to forty percent (40 %) of actual construction costs, but in no event shall the total amount for this portion of the Work exceed $1,440,000 ($420,000 in FY 2006 and $1,020,000 in 2007). For the New East Lake Mary Reclaimed Water Main Extension Project, the District will reimburse the Recipient up to twenty percent (20 %) of actual construction costs, but in no event shall the total amount for this portion of the Work exceed $130,000. In no event shall the District's total reimbursement exceed $1,570,000. The invoice shall include receipts from contractors and/or suppliers for the specified construction expenditures, and verification of the Project complying with local and state building requirements, including verification of any required permits. All documentation required for verification of invoices shall be received and approved by the District prior to release of payment. Invoices that do not correspond to the Cost Schedule or other requirements of this paragraph will be returned to Recipient without action within twenty (20) business days of receipt and shall state the basis for rejection of the invoice. Payments shall be made within forty-five (45) days of receipt of an invoice that conforms to this paragraph. The provisions in this paragraph relating to payment of funds shall supersede any other provisions or attachments contained in this Agreement. 19. Final Payment. The final invoice to the District must be received not later than 90 days after the Completion Date. 20. Price Escalation. No price adjustments will be approved during the term of this Agreement. This includes, but is not limited to, adjustments due to cost of living increases and/or unforeseen site conditions. 21. Repayment of Funds. Funds shall be subject to repayment by Recipient after expiration of this Agreement if, upon a post- project audit examination, the District finds that: (1) Recipient has spent funds for purposes other than those provided for herein, (2) Recipient has received duplicate funds from the District for the same purpose, and/or (3) Recipient has received more than one hundred percent (100 %) contributions for the project through cumulative public agency cost - sharing funding. 22. Termination of Agreement. If the Recipient materially fails to fulfill its obligations under this Agreement, including the specific milestones established in the Agreement, the District shall provide written notice of the deficiency by forwarding a Notice to Cure, citing the specific nature of the material breach. The Recipient shall have thirty (30) days to cure the breach. If the Recipient fails to cure the breach within the thirty (30) day period, the District shall issue a Termination for Default Notice. Should the District terminate for default in accordance with this provision, the District shall be entitled to recover procurement costs in addition to all other remedies under law and/or equity. The District may terminate this Agreement at any time for convenience upon thirty (30) calendar days prior written notice to the Recipient. 4 Contract #SJ38512 Notwithstanding anything in this Agreement to the contrary, the District reserves the right to terminate the Agreement immediately without notice in the event any of the representations contained in the Project Proposal are found to be false or if the Recipient fails to complete the construction and performance of all work items described in Exhibit A, Statement of Work. In the event an Agreement is terminated, the District shall ensure all unspent funds are made available for use in the Program. 23. Failure to Complete Project. In the event Recipient fails to complete the Project, Recipient shall refund to the District all funds that have been provided to Recipient pursuant to this Agreement; provided, however, that the District, in its sole judgment and discretion, may determine that Recipient has failed to complete the Project due to circumstances that are beyond Recipient's control, or due to a good faith determination that the Project is no longer environmentally or economically feasible, in which event the District may excuse Recipient from the obligation to return the funds provided hereunder. If the Project has not been completed within thirty (30) days after the Completion Date, Recipient shall provide the District with notice regarding its intention as to completion of the Project. The parties shall discuss the status of the Project and may mutually agree to revise the Completion Date or the scope of the Project. Failure to complete the Project within one hundred and eighty (180) days of the then - current Completion Date shall constitute failure to complete the Project for the purposes of this provision. 24. Interest of Recipient. Recipient certifies that no officer, agent, or employee of the District has any material interest, as defined in chapter 112, Fla. Stat., either directly or indirectly, in the business of Recipient to be conducted hereby, and that no such person shall have any such interest at any time during the term of this Agreement. 25. Independent Contractor. Recipient is an independent contractor. Neither Recipient nor Recipient's employees are employees of the District. Recipient shall have the right to control and direct the means and methods by which the Work is accomplished. Recipient is solely responsible for compliance with all labor and tax laws pertaining to it, its officers, agents, and employees. 26. Non - lobbying. Pursuant to section 216.347, Fla. Stat., as amended, Recipient agrees that funds received from the District under this Agreement shall not be used for the purpose of lobbying the Legislature or any other state agency. 27. Release of Information. Records of Recipient that are made or received in the course of performance of the Work may be public records that are subject to the requirements of chapter 119, Fla. Stat. Each party reserves the right to cancel this Agreement for refusal by the other party to allow public access to all documents, papers, letters, or other material related hereto and subject to the provisions of chapter 119, Fla. Stat., as amended. 28. Audit. Access to Records. Until the expiration of three (3) years after expenditure of funds hereunder, the District shall have access to examine any of Recipient's records involving transactions related to this Agreement. Recipient shall preserve all such records for a period of not less than three (3) years. Payment(s) made hereunder shall be reduced for amounts charged that are found on the basis of audit examination not to constitute allowable costs under this Agreement. Expenditures that constitute allowable costs shall be agreed upon by the District and Recipient prior to commencement of the Recipient's obligations under this Agreement. Recipient shall refund any such reduction of payments. All required records shall be maintained until an Contract #SJ38512 audit has been completed and all questions arising from it are resolved. Recipient shall provide proper facilities for access to and inspection of all required records. 29. Royalties and Patents. Recipient shall pay all royalties and patent and license fees necessary for performance of the Work and shall defend all suits or claims for infringement of any patent rights and save and hold the District harmless from loss on account thereof. 30. Governing Law. This Agreement shall be construed according to the laws of the State of Florida. 31. Venue. In the event of any legal proceedings arising from or related to this Agreement, venue for such proceedings, if in state court, shall be in Orange County, Florida, and if in federal court, shall be in the Middle District of Florida, Orlando Division. 32. Attorney's Fees. In the event of any legal or administrative proceedings arising from or related to this Agreement, including appeals, each party shall bear its own attorney's fees. 33. Waiver of Right to Jury Trial. In the event of any civil proceedings arising from or related to this Agreement, Recipient hereby consents to trial by the court and waives its right to seek a jury trial in such proceedings, provided, however, that the parties may mutually agree to a jury trial. 34. Construction of Agreement. This Agreement shall not be construed more strictly against one party than against the other merely by virtue of the fact that it may have been prepared by counsel for one of the parties, it being recognized that both parties, have contributed substantially and materially to the preparation hereof. 35. Entire Agreement. This Agreement, upon execution by Recipient and the District, constitutes the entire agreement of the parties. The parties are not bound by any stipulations, representations, agreements, or promises, oral or otherwise, not printed or inserted herein. Recipient agrees that no representations have been made by the District to induce Recipient to enter into this Agreement other than as expressly stated herein. This Agreement cannot be changed orally or by any means other than written amendments referencing this Agreement and signed by all parties. 36. Separate Counterparts. This Agreement may be executed in separate counterparts, which shall not affect its validity. Contract #SJ38512 IN WITNESS WHEREOF, the St. Johns River Water Management District has caused this contract to he executed this 14,eZ of 2006, in its name by its Executive Director, and the Recipient has caused this Agreement to be executed on the day and year written below in its name by its duly authorized representatives, and, if appropriate, has caused the seal of the corporation to be attached. ST. JOHNS RIVER WATER MANAGEMENT DISTRICT CITY OF SANFORD By: Kirby B. reen III, E ecutive Director Date: S- IS - O & APPROVED BY THE OFFICE OF GENERAL COUNSEL �. [,../Stan ey J. Niego, Sr. Assistant General Counsel For use and reliance of the Sanford City Commission only. Approved as to form and legality. By: Sherman Yehl, Ci Manager Typed Name and Title Date: pS, c: 0 a 6 Attest �t l6Q • �{ /� Janet 7 , City Clerk Typed Name and Title /s/ William L. Colbert William L. Colbert Contract #SJ38512 EXHIBIT A STATEMENT OF WORK WATER PROTECTION AND SUSTAMABILITY PROGRAM NORTH SEMINOLE REGIONAL RECLAIMED WATER AND SURFACE WATER OPTIMIZATION SYSTEM EXPANSION AND OPTIMIZATION PROJECT 1. INTRODUCTION/BACKGROUND The Florida Water Protection and Sustainability Program (WPSP) was created through passage of Senate bills 360 and 444 during the 2005 legislative session and were subsequently signed into law by Governor Jeb Bush. The purpose of this program is to provide cost -share funding for construction of alternative water supply projects. The St. Johns River Water Management District will implement the program within its region as described below. To be considered eligible for this cost -share funding program, projects must first be identified in the District Water Supply Plan (DWSP). After projects are incorporated into the DWSP, they are further evaluated as to their suitability for this funding program. The identification of water supply development projects in the DWSP does not guarantee funding assistance through this funding program. For the purpose of this program, cost sharing is identified as reimbursement by the District for construction costs of alternative water supply development projects. In order to properly evaluate the alternative water supply projects identified in the DWSP for inclusion in this program, a letter was sent to all project sponsors on December 9, 2005 requesting supplemental information. Staff evaluated the projects based on the 12 factors described in 373.1961(3)(f) and (g), Florida Statute (2005), four additional evaluation factors added by the District's Governing Board, and the supplemental information provided by the sponsors. The results of the evaluations and proposed funding levels were presented at a public meeting held at the District on February 16, 2006. On March 7, 2006, the District's Governing Board gave final approval of the projects and funding levels. The North Seminole Regional Reclaimed Water and Surface Water Optimization System Expansion and Optimization Project was approved. The City of Sanford (City) is the lead agency on this project. The following two elements of the Project are included in this Agreement: The North Seminole Regional Reclaimed Water and Surface Water Augmentation System Expansion and Optimization Project — Phase 1 of Project 1 The New East Lake Mary Reclaimed Water Main Extension Project II. OBJECTIVES: The project will achieve the following objective: • Reduce the use of fresh groundwater for non - potable water needs Ut, SCOPE OF WORK: The City shall manage the construction of the North Seminole Regional Reclaimed Water and Surface Water Augmentation System Expansion and Optimization Project — Phase 1 of Project 1. This project will make 4.0 mgd of St. Johns River water available for reclaimed water augmentation. The components of the project will include the installation of reclaimed water pretreatment and disinfection. Additionally, the City shall manage the construction of the New East Lake Mary Reclaimed Water Main Extension Contract #SJ38512 Project. This project will increase the reclaimed water transmission system capability by approximately 0.67 mgd. IV. TASK IDENTIFICATION: The City shall be responsible for the following: • Obtaining project final design, construction plans and specifications • Providing a copy of City's executed construction contract documents to the District's project manager • Providing copies of any subsequent change orders to the contract to the District's project manager • Obtaining all required permits, including right of access to the project site, related to project construction and subsequent operation of the facility • Compliance with all permits • Procurement for project construction • Supervision and inspection of construction • Construction contract administration • Timely submittal of invoices for actual construction costs in accordance with the cost share agreement (i.e. quarterly, with appropriate substantiation) to enable proper review by the District's Project Manager prior to payment authorization. • Progress reports to the District's project manager identifying project progress to date, key milestones reached, overall project schedule versus time for project completion, key issues to be resolved, project time and projected costs versus actual cost to date. • Certification of construction phase completion by a Professional Engineer registered in the State of Florida • Compliance with cost accounting practices and procedures required for reimbursement of funds expended for the Florida Water Protection and Sustainability Program. V. TIMEFRAMES AND DELIVERABLES • City shall commence work under the Agreement within fifteen (15) calendar days after the effective date of the Agreement • City shall provide District copies of the construction contract bid documents and the Cost Schedule for the awarded construction contract within thirty (30) days of contract award. The Cost Schedule, and the reimbursement percentage calculation, described in Section VI, below, shall be incorporated into this agreement as Exhibit C. • City shall provide certification of construction completion within thirty (30) days of project completion. • City shall complete the project, including all tasks defined in this Agreement no later than December 31. 2007. VI. CONTRACT BUDGET The estimated total project cost is $4,200,000. The project cost share from the WPSP is as follows: FY 06: $ 550,000 FY 07: $1,020,000 Total not -to- exceed WPSP funds: $1,570,000 District shall reimburse City up to 20% of construction cost eligible in accordance with the WPSP, limited to an amount not to exceed $1,570,000. Future year funding is dependent upon continuing 9 Contract #SJ38512 availability of State WPSP funds and approval of the District budget by the Governing Board. The City shall not commence work in subsequent fiscal years, until the District issues a written Notice to Proceed (Attachment 2). District's quarterly reimbursement to City shall be a percentage of the amount paid the contractor during the reimbursement period. The percentage shall be calculated based on the amount allocated by District divided by the amount of the construction contract represented by the Cost Schedule. In the event the project is completed below the contracted price, District shall reimburse City the amount of the remaining funds provided for in this Agreement up to an amount not exceeding 20% of the total project cost or the total value of that portion of the as -built project that is eligible for WPSP funding, whichever is less. 10 Contract #SJ38512 EXHIBIT B SUPPLEMENTAL INFORMATION PACKAGE Contract #SJ38512 EXHIBIT C -1 COSTSCHEDULE North Seminole Regional Reclaimed Water and Surface Water Augmentation System Expansion and Optimization Project— Phase 1 of Project I To be incorporated into the Agreement as Exhibit C upon execution of the construction contract. 12 Contract #SJ38512 EXHIBIT C -2 COST SCHEDULE New East Lake Mary Reclaimed Water Main Extension Project To be incorporated into the Agreement as Exhibit C upon execution of the construction contract. 13 Contract #SJ38512 ATTACHMENT 1 DISTRICT SUPPLEMENTAL INSTRUCTION Date: ; Contract Number: Contract name: To: From: Project Manager The Work shall be carried out in accordance with the following Supplemental Instructions, issued in accordance with the Agreement. The District's Project Manager, by issuance of these instructions, has determined that they will not result in a change in the Total Compensation or the Completion Date. Prior to proceeding in accordance with these instructions, please indicate your acceptance hereof as provided below and return to the District's Project Manager. 1. Contractor's supplemental instructions: 2. Description of Work to be changed: 3. Description of supplemental instruction requirements: Approved: Date: District Project Manager CONTRACTOR approval: (choose one of the items below): Approved: (It is agreed that these instructions shall not result in a change in the Total Compensation or the Completion Date.) Date: Approved: Date: (Contractor agrees to implement the Supplemental Instructions as requested, but reserves the right to seek a Change Order in accordance with the requirements of the Agreement.) Acknowledged: Date: Connie Rozier, Contracts Administrator cc: Financial Management X11