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Home My WebLink AboutCouncil Packet 10/24/20116:30 p.m. Pre-Meeting CITY COUNCIL MEETING CITY OF WHEAT RIDGE, COLORADO 7500 WEST 29TH AVENUE, MUNICIPAL BUILDING October 24, 2011 7:00p.m. Individuals with disabilities are encouraged to participate in all public meetings sponsored by the City of Wheat Ridge. Call Heather Geyer, Public Information Officer, at 303-235-2826 at least one week in advance of a meeting if you are interested in participating and need inclusion assistance. CALL TO ORDER PLEDGE ··oF ALLEGIANCE ROLLCALL OF MEMBERS APPROVAL OF MINUTES OF October 10, 2011 PROCLAMATIONS AND CEREMONIES Proclamation -National Food Day Award -Barbara Moore, Harvest Mountain Gardens -Council Member Berry Proclamation -Lung Cancer Awareness Month/Great America Smoke Out CITIZENS' RIGHT TO SPEAK a . Citizens, who wish, may speak on any matter not on the Agenda for a maximum of 3 Minutes and sign the Public Comment Roster. b . Citizens who wish to speak on Agenda Items, please sign the GENERAL AGENDA ROSTER or appropriate PUBLIC HEARING ROSTER before the item is called to be heard. APPROVALOFAGENDA .L CONSENT AGENDA A. Resolution No. 45-2011 -amending the Fiscal Year 2011 General Fund budget to reflect the approval of a supplemental budget appropriation in the amount of $30,000 for City Attorney fees. B. Motion to accept 32nd Avenue Right-of-Way and construction easements from Longs Peak District. CITY COUNCIL AGENDA: October 24, 2011 Page -2- C . Motion to schedule a Special Council Meeting on October 31 , 2011 and to cancel the Study Session of November 7 , 2011 and the Regula r Council Meeting of November 14, 2011 D . Motion to approve payment of the Sales Tax Increment for the Third Quarter of Fiscal Year 2011 from the Town Center Project in the amount of $45,558.82 to the Wheat Ridge Urban Renewal Authority E. Motion to award the Re-Evaluation of the l-70/32"d Avenue Environmental Assessment contract to Felsburg , Holt & Ullevig, Centennial , CO , for a not-to-exceed amount of $19,296 F . Motion to award the Police Department roof replacement contract to Independent Roofing Specialists, Commerce City, Colorado, in the amount of $23 ,420 PUBLIC HEARINGS AND ORDINANCES ON SECOND READING £ Council Bill 32-2011 -amending the Wheat Ridge Code of Laws concerning regulation of Massage Therapy and Massage Parlors ~-Resolution 42-2011 -approving a final plat with right-of-way dedications on property zoned Planned Commercial Development located at 7495 West 29th Avenue (Case No . MS-11-03/MCPN) DECISIONS, RESOLUTIONS, AND MOTIONS §. z. ~- Motion to accept the 201 0 Comprehensive Annual Financial Report Resolution 46-2011 -adopting a revised City Purchasing Policy and rescinding all prior Resolutions in conflict therewith Resolution 36-2011 -approving an Intergovernmental Agreement for Ambulance Services among the City, the Wheat Ridge Fire Protection District, and Rural/Metro of Central Colorado, Inc. Resolution 43-2011 -approving submittal of the application for a 2012 local government grant to Jefferson County Open Space for the acquisition of the Martensen Elementary School site Resolution 44-2011 -amending the Fiscal Year 2011 Capital Investment Program budget to reflect the approval of a supplemental budget appropriation in the amount of $360 ,000 for bus shelters and approving a contract with the Colorado Department of Transportation for the Bus Shelter Installation, Project No. 18526 Resolution 47-2011 -approving a contract with the Colorado D~partment of Transportation for the Kipling Street Multi -Use Trail from 32"d to 44th Avenue , Project No. 18583 CITY COUNCIL AGENDA: October 24 , 2011 Page -3- 10. Necessary action and preparation in the event of a Runoff Election following the November 1, 2011 Election CITY MANAGER'S MATTERS CITY ATTORNEY'S MATTERS ELECTED OFFICIALS' MATTERS ADJOURNMENT CITY OF WHEAT RIDGE, COLORADO October 10, 2011 Mayor DiTullio called the Regular City Council Meeting to order at 7:00 p .m . Council Members present: Karen Adams , Karen Berry, Mike Stites . Davis Reinhart, Joseph DeMott, Joyce Jay, Wanda Sang and Tracy Langworthy . Also present: Deputy City Clerk, Bruce Roome; City Manager, Patrick Goff; Administrative Services Director, Heather Geyer; Community Development Director, Kenneth Johnstone; Chief of Police, Dan Brennan ; Parks and Recreation Director, Joyce Manwaring; Public_ Works Director, Tim Paranto; City Attorney, Gerald Dahl ; staff and interested citizens. APPROVAL OF MINUTES OF September 26, 2011 Motion by Mr. Stites for approval of the Minutes of September 26, 2011 ; seconded by Mr. Reinhart; carried 8-0 . PROCLAMATIONS AND CEREMONIES Proclamation -Conflict Resolution Month Mrs . Wheat Ridge Karen Thaler on behalf of Mayor DiTullio and City Council read the proclamation. Commander Joe Cassa and students of Wheat Ridge High School were present to accept the proclamation . Commander Cassa explained about the courses that Wheat Ridge PO teaches to students at Wheat Ridge High School regarding conflict management and how important it is for today's high schoolers to learn. Proclamation -Make a Difference Day Mrs. Wheat Ridge Karen Thaler on behalf of Mayor DiTullio and City Council read the proclamation declaring October 22 , 2011 Make a Difference Day. Council Member Tracy Langworthy commented that the idea for this day came up as a way to encourage citizens to find ways , no matter how small, to get involved . Acknowledgement -Genie Merkle Mayor DiTullio read an acknowledgement regarding long time Wheat Ridge resident and friend Genie Merkle. Mrs. Merkle was very involved within the City of Wheat Ridge over the years including being a life time member of the Wheat Ridge Historical Society and founding the group Wheat Ridge United City Council Minutes October 10, 2011 Page2 Neighborhoods. She also submitting the winning entry for the City motto contest. .. "People create the quality of their government through participation or neglect." Mrs. Merkle passed away in late September. The acknowledgement was accepted on behalf of the family by former State Senator Moe Keller. The memorial service will take place Saturday, October 15th at 2 :00pm at Crown Hill Cemetery followed by the reception at 3 :30pm at the Wheat Ridge Recreation Center. CITIZENS' RIGHT TO SPEAK Dave Thaler spoke on behalf of "Citizens to Elect Karen Thaler" to City Council District I. Mrs. Thaler is a native to District I and has a vested interest in representing this City. Britta Fisher Executive Director of Wheat Ridge 2020 announced that next Thursday , October 20th is the next Live Local event at Cebiche Authentic Peruvian Dining. The address is 7000 W . 38th Avenue . Another exciting event sponsored by Wheat Ridge 2020 is the Wines and Dines event at Copperfields Event Chateau at 4901 Marshall St and is on November 8th. For information on all events go to www.wheatridge2020 .org Carol Salzmann from Exempla Lutheran is excited to announce that she has an opportunity for anyone looking to volunteer on Make a Difference Day, Saturday, October 22. At 9 :00 am at Exempla Lutheran Hospital they are hosting an on campus community clean up. Ms . Salzmann will get information posted on their website . Roland Allard is a Wheat Ridge citizen who came tonight to express his dissatisfaction with bicyclists and believes that they are rude and do not share the road with the pedestrians. He has talked with the Wheat Ridge Police Department but would like to see more done. Kathleen Stapleton Chair of the Board of the Senior Resource Center invited all to attend the ribbon cutting for the new addition to the center this Thursday October 13th at 4 pm at 3227 Chase Street. Karen Thaler candidate for City Council District 1 thanked Wheat Ridge United Neighborhoods and City Council for the election forum . Mrs. Thaler is a native Wheat Ridge citizen graduating from Wheat Ridge High School. Her community involvement includes two years on the Carnation Festival Committee, attended the Wheat Ridge Civic academy, attended the Wheat Ridge PO Citizens Academy and has represented the City at the Mrs. Colorado annual pageant. Mrs . Thaler also addressed the disappearance of her political campaigns signs from several areas in the City. Mrs . Thaler can be reached at 303-587-4871 . Gina Hallisey from the Zoppe Family Circus is searching for a new place to call home and would like to come to Wheat Ridge . A detailed handout was given to City Council City Council Minutes October 10, 2011 Page 3 and she hopes Council will consider discussing the potential of the circus locating to Wheat Ridge . APPROVAL OF AGENDA L CONSENTAGENDA A. Motion to approve payment to Wright Tree Service , Inc. of Brighton , Colorado, in the amount of $15,460.50 for services rendered and invoiced in August, 201 1, under RFB-09-1 0 Forestry Maintenance Services Contract B . Resolution No. 34-2011 -amending the Fiscal Year 2011 General Fund Budget to reflect the approval of a Supplemental Budget Appropriation in the amount of $13,560 for four patrol vehicle mobile data computers and approving the purchase of ten patrol vehicle mobile data computers for a total amount of $37,559 .50 C . Motion to approve payment to Lakewood Plumbing , Inc . of Wheat Ridge, Colorado, in the amount of $22,999 for emergency repair of the Municipal Building Fire Sprinkler Suppression Water Line D. Motion to award RFP-11-39 Multifunctional Copiers to All Copy Products, Inc., Denver, Colorado, in the amount of $64 ,000 E. Resolution 40-2011 -closing the Richards Hart Estate Fund 35 F . Resolution 35-2011-approving a petition to include the Public Right-of-Way within Clear Creek Crossing Subdivision Filing No. 1 in the Applewood Sanitation District Consent Agenda was introduced and read by Mr. DeMott. Motion by Mr. DeMott for approval of the Consent Agenda ; seconded by Mrs. Sang ; carried 8-0 . PUBLIC HEARINGS AND ORDINANCES ON SECOND READING 2. Resolution 38-2011 -adopting the 381h Avenue Corridor Plan and, by such adoption , amending the Wheat Ridge Comprehensive Plan Mayor DiTullio opened the public hearing . Resolution 38-2011 was introduced by Mrs. Jay. Mr. Johnstone provided the staff presentation City Council Minutes October 10, 2011 Page4 The following citizens spoke in support of the 38th Avenue Corridor Plan Resolution : Gretchen Cervany, Wheat Ridge resident and former Mayor Mindy Ramig, Jefferson County Public Health Department Tracy Volkman, Jefferson County Public Health Department Denise Waddell, Board President of Wheat Ridge 2020 and President of First Bank of Wheat Ridge Ted Heyd, Livewell Wheat Ridge Derek McKnight, Wheat Ridge resident Chad Harr, Wheat Ridge resident Scott Christopher, Wheat Ridge resident Christopher Sanchez, Wheat Ridge resident Scott Dressei-Martin, Professional photographer and Wheat Ridge resident Richard Oneslager, Wheat Ridge small business and land owner . Richard Hanscom, owner of Wheat Ridge Lanes and resident Carol Salzmann, Wheat Ridge resident and Exempla Lutheran Medical Center Vice President Rich Gindele, Wheat Ridge business owner Sally Banghart, Wheat Ridge resident Janet Jahn, Wheat Ridge resident Ryan Fisher, Wheat Ridge resident and former member of Board of Adjustment Tara Jahn, Wheat Ridge resident Tom Yang, Property owner in Wheat Ridge Kim Calomino, Wheat Ridge resident Britta Fisher, Wheat Ridge resident and Executive Director of Wheat Ridge 2020 Mike Gauthier, owner of Wheat Ridge Liquor The following citizens spoke in opposition of the 38th Avenue Corridor Plan Resolution: Dean Gokey, Wheat Ridge citizen Scott Wesley, Wheat Ridge citizen Russ Redig, business owner of A-1 Rental Larry Merkl, Wheat Ridge citizen John Stotler, Wheat Ridge citizen and employee of A-1 Rental Rodger Lasher, property owner on 38th Avenue Karen Thaler, Wheat Ridge resident and City Council candidate The following citizens spoke but were neutral in their position: Tim Reed, Jefferson County Schools Leah Dozeman, Wheat Ridge resident and City Clerk candidate Mayor DiTullio called for a break at 9:18pm., reconvening at 9:30pm . Letters were read into the record by Deputy Clerk Roome from the following in favor of the 38th Avenue Corridor Plan: Ron Kiefel, Wheat Ridge Cyclery City Council Minutes October 10, 201 1 Pag e 8 Resolution 39-201 1 was introduced by Mr. Stites. Motion by Mr. Stites to approve Resolution 39-2011 ; seconded by Mrs . Adams; ca r ried 8-0 . 11. Resolution 41-2011 -approving a contract w ith the Colorado Department of Transportation for the widening of 32"d Avenue from Braun Court to Wright Court, Project No. 18528 Resolution 41 -2011 was introduced by Mrs. Adams. Motion by Mrs. Adams to approve Resolution 41 -2011 ; seconded by Mr. Stites; carried 8-0 . CITY MANAGER MATTERS Mr. Goff announced that the off leash dog park opening is scheduled for Saturday, October 22 , 2011 at 10:00 am at Fruitdale Park at 4700 Miller Street. Mr. Goff also announced that the groundbreaking ceremony for Tuesday, October 18th at 3 :00 pm for the Metro Community Provider Network facility which is located across the street from Wheat Ridge City Hall. CITY ATIORNEY MATIERS Mr. Dahl stated that clarification was requested by City Clerk Snow regarding the election in terms of how Clerk, Treasurer and Council are elected. The City Charter is specific for Clerk and Treasurer that winner needs to be the majority vote getter. This could be an immediate issue as there are four candidates for City Clerk and unless one of the candidates gets over 50% of the votes there will need to be a runoff election. The City Clerk's office and City Attorney will start researching and preparing in case the runoff election is needed . CITY CLERK MATIERS Mr. Roome stated that the general election November 1, 2011 and it is a mail ballot election. The election is coordinated through Jefferson County and the ballots will be mailed starting Tuesday, October 11th . Only active voters will receive a mail ballot, those that are registered but did not vote in the 2010 election are now considered inactive and will need to either go on-line to www.votejeffco .com or to a Jefferson County Service Center to get active. At this website you can also check your status, track your ballot, and find service center locations. Ballots can be dropped off at the service centers or any of the Jefferson County City Hall's . ELECTED OFFICIALS' MATTERS Mrs. Langworthy reiterated to citizens the importance of finding ways, no matter how small, to get involved in the community and remember that Make a D ifference Day is Saturday, October 22"d. City Council Minutes October 10, 2011 Page 9 Mrs . Jay announced a Trunk or Treat event on Saturday, October 291h between 5:00 pm and 8 :00pm in the Wheat Ridge Middle School Parking lot at 7101 W . 38th Avenue. Volunteers are needed to help organize and assist with traffic control , contact Chad Harr at 303-489-5728 to help . Mr. DeMott stated that Wheat Ridge store Gunsmoke at 441h Avenue and Independence St. is now being featured on a reality television show on Discovery Channel. The show is called "American Guns" and it is on every Monday at 8 :00 pm for one hour. Good luck to the Wyatt Family and Mr. DeMott encourages every one to watch and see their City featured on national television . Ms. Berry attended the Colorado Municipal League Policy Meeting and found that there is a glitch in the State Statute that might make it illegal to provide Wi-Fi free in City Council chambers. Mr. Dahl was asked to research . Mayor DiTullio discussed the proposal from the Circus about possibly using the Wheat Ridge Middle School and that this might be a good idea to help promote 38th Avenue . Mayor DiTullio would like to place this on a study session in the next 60 days. Meeting Adjourned at 10:39 pm Bruce Roome, Deputy City Clerk APPROVED BY CITY COUNCIL ON October 24, 2011 BY A VOTE OF __ to __ Tracy Langworthy, Mayor pro tern The preceding Minutes were prepared according to §47 of Robert's Rules of Order, i.e . they contain a record of what was done at the meeting, not what was said by the members. Recordings and DVD's of the meetings are available for listening or viewing in the City Clerk's Office, as well as copies of Ordinances and Resolutions . \ 4 " _.. ., . City of _?WheatRi_dge ITEM NO: I . A. DATE: October 24,2011 REQUEST FOR CITY COUNCIL ACTION TITLE: RESOLUTION NO. 45-2011 - A RESOLUTION AMENDING THE FISCAL YEAR 2011 GENERAL FUND BUDGET TO REFLECT THE APPROVAL OF A SUPPLEMENTAL BUDGET APPROPRIATION IN THE AMOUNT OF $30,000 FOR CITY ATTORNEY FEES D PUBLIC HEARING D BIDS/MOTIONS [gJ RESOLUTIONS QUASI-JUDICIAL: ISSUE: D ORDINANCES FOR 1 ST READING 0 ORDINANCES FOR 2 ND READING D YES Should the City Council approve a supplemental budget appropriation in the amount of $30,000 for City Attorney fees through December 31,2011? PRIOR ACTION: City Council approves funding for City Attorney services annually through the adoption of the City budget. FINANCIAL IMP ACT: The requested amount of the supplemental budget appropriation is $30,000 for City Attorney fees through December 31 , 2011. BACKGROUND: City Attorney, Jerry Dahl provided Council with an update on his budget at the October 17 , 2011 City Counci l Study Session. Typically, City Attorney fees average $15 ,000 a monthly ; however, several land development projects have required legal support from the City Attorney such as the V:\Fo rm s\CA Ftempl ate Coun ci l Actio n Form Oc to ber 24, 20 11 Page2 Clear Creek Cro ssing project and the Fruitdale School acqui sition. Therefore, the 2011 budget of $174,000 has been met. Jerry Dahl has offered to cap his legal fee s at $10,000 monthly and if the amount in legal services provided to the City is le ss the less er amount will be billed. RECOMMENDATIONS: Staff recommends approval of the supplemental budget appropriation. RECOMMENDED MOTION: "I move to approve Resolution No. 45-2011 -a resolution amending the Fiscal Year 2011 General Fund Budget to reflect the approval of a supplemental budget appropriation in the amount of $30,000 for City Attorney fees." Or, "I move to postpone indefinitely Resolution No . 45-2011 -a resolution amending the Fiscal Year 20 11 General Fund Budget to reflect the approval of a supplemental budget appropriation in the amount of $30 ,000 for City Attorney fees for the followin g reason(s) " REPORT PREPARED BY: Heather Geyer, Admini strative Serv ices Director ATTACHMENTS: 1. Resolution No. 45-2011 CITY OF WHEAT RIDGE, COLORADO RESOLUTION NO. 45 Series of 2011 TITLE: A RESOLUTION AMENDING THE FISCAL YEAR 2011 GENERAL FUND BUDGET TO REFLECT THE APPROVAL OF A SUPPLEMENTAL BUDGET APPROPRIATION IN THE AMOUNT OF $30,000 FOR CITY ATTORNEY FEES WHEREAS, the City Council recognizes and values the role the City Attorney's Office plays in providing legal expertise and services in carrying out daily operations of the City; and WHEREAS, legal services through December 31 , 2011 are necessary to continue to move the strategic goals and operations of the City forward ; and WHEREAS, the Wheat Ridge Charter requires that amendments to the budget be effected by the City Council adopting a Resolution. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Wheat Ridge, Colorado, as follows: A. The City Council authorizes additional funding for City Attorney services. B . The City Council authorizes the transfer of $30 ,000 from the general fund undesignated reserves to account number 01-107-700-750 and amending the 2011 fiscal year budget accordingly. DONE AND RESOLVED this 24th day of October 2011 . Jerry DiTullio, Mayor ATTEST: Michael D . Snow, City Clerk Attachment 1 • A 4 -' _ • City of ?WheatRi_dge ITEM NO: _L_l2. DATE: October 24, 2011 REQUEST FOR CITY COUNCIL ACTION TITLE: MOTION TO ACCEPT 32N° AVENUE RIGHT-OF-WAY AND CONSTRUCTION EASEMENTS FROM LONGS PEAK DISTRICT D PUBLIC HEARING ~ BIDS/MOTIONS D RESOLUTIONS QUASI-JUDICIAL: ISSUE: D ORDINANCES FOR 1 ST READING (mm/ddlyyyy) 0 ORDINANCES FOR 2N° READING (rnm/dd/yyyy) D YES City Manager The 32"d A venue Widening Project requires utilization of street right-of-way and construction easements obtained by the Longs Peak Metropolitan District. The District has transferred the right-of-way by special warranty deeds and assigned the temporary construction easements to the City. The District also consented to the City 's use of the construction plans developed for their use. PRIOR ACTION: The City Council approved the Intergovernmental Agreement with the Colorado Department of Transportation for construction of the 32"d A venue Widening Project on October 10 , 2011. FINANCIAL IMPACT: Acceptance of the 32"a A venue right-of-way will obligate the City to any ancillary obligations associated with the acquisitions by the metropolitan district. The only known significant obligation is the construction of parking spaces at the Wells Fargo building to replace those lost adjacent to 32"d Avenue. The estimated cost of modifications to the Wells Fargo parking lot is $58 ,500. BACKGROUND: The Longs Peak Metropolitan District acquired the necessary street right-of-~ay and construction easements to widen 3 2nd A venue in anticipation of building the street infrastructure V :\F orms\CA Ftem plate Counc il A cti on Form Octo ber 24 , 2011 Page2 improvements for the Clear Creek Crossing Shopping Center. The street right-of-way would have been dedicated to the City prior to the District improving the City street. The Di strict agreed to deed the right-of-way and assign the acquired construction easements to the City to allow the City 's project to proceed. The District had prepared construction plans for widening 32"d Avenue and agreed to the City 's use ofthese engineering documents. RECOMMENDATIONS: Staff recommends the deeds and assignments be a ccepted by the City. RECOMMENDED MOTION: "I move to accept the 32"a A venue right-of-way and construction easements from the Longs Peak Metropolitan District. I also move to accept the obligations associated with the assigned use of the District's easements and engineering documents." Or: "I move to refuse the 32"d Avenue right-of-way and construction easements from the Longs Peak Metropolitan District for the following reason(s) " REPORT PREPARED BY; Tim Par a nto , Director of Public Works ATTACHMENTS: 1. 32"a A venue deeds 2 . Conveyance and Assignment of Temporary Easements 3. Acceptance of Ancillary Obligations Related to T empor ary Easements 4. Cons ent to Us e C onstruction Documents 5 . Right-of-way Plans SPECIAL WARRANTY DEED TffiS SPECIAL WARRANTY DEED ("Deed") is made this 2 /~ Jday of 5((---/b-tbv. 20 I I between Longs Peak Metropoli tan District, a quasi-municipal corporation and political subdivision of the State of Colorado, whose legal address is c/o Seter & Vander Wall, P.C., 7400 East Orchard Road, Suite 3300, Greenwood Village, Colorado, 80111, ("Grantor"), and City of Wheat Ridge, a home rule city of the State of Color ado, whose legal address is 7500 West 29th Avenue, Wheat Ridge, Colorado, 80033 ("Grantee"). WITNESSETH, that Grantor, for and in consideration of One Dollar ($1.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, has granted, bargained, sold and conveyed, and by these presents does grant, bargain, sell, convey and confirm, wtto Grantee, its successors and assigns forever, all the real property, together with all the improvements, if any, situate, lying and being in the County of Jefferson, State of Colorado, Described as follows: SEE EXHIDJT A : Parcel 201 a ttached and m a de a part hereof by this reference TOGETHER with all and singular the hereditaments and appurtenances thereto belonging, or in anywise appertaining, and the reversion and reversions, remainder and remainders, rents, issues and profits thereof; and all the estate, right, title, interest, claim and demand whatsoever of Grantor, either in law or equity, of, in and to the above bargained premises, with the hereditaments and appurtenances; TO BA VE AND TO HOJJD the said premises above bargained and described with the appurtenances, unto Grantee, its successors and assigns forever. Grantor, for itself, and its successors, does covenant, and agree that it shall and will WARRANT AND FOREVER DEFEND the above- bargained premises in the quiet and peaceable possession of Grantee, its successors and assigns, against all and every person or persons claiming the whole or any part thereof, by, through or under Grantor and excepting therefrom items numbered 5, 13, 14, and I 8-27 described in Exh ibit B. The singular number shall include the plural, the plural the singular, and the use of any gender shall be applicable to all genders. STATEOF C/,.r~ COUNTYOF Tel'ft...fP..-t.? ) ) ss. ) The foregoing Special Warranty Deed was subscribed to and aclmowledged before me this 2b--T- dayof~ ,201lby o(J'~;L/ w./kA-CZ4A~kl,as a,.t-.-"c../ Drec.hr . WITNESS MY HAND AND OFFICIAL SEAL. ·-ASSANDRA T OMAS EAt:IPTARY PUBLIC I STATE OF LORADO ,, J J'-Y-/S Notary Public Attachment 1 I I ! I I ' I j· j SPECIAL WARRANTY DEED +~.. Oc..""t.;;>'t,:t;;~ ~ ~ THIS SPECIAL WARRANTY DEED (''Deed") is made this5"' day ofS eptetJter.~ 2011 between Longs Peak Metropolitan District, a quasi-municipal corporation and political subdivision of tbe State of Colorado, whose legal address is c/o Seter & Vander Wall, P.C., 7400 East Orchard Road, Suite 3300, Greenwood Village, Colorado, 80 Ill, ("Grantor"), and City of Wheat Ridge, a home rule city of the State of Colorado, whose legal address is 7500 West 291h A venue, Wheat Ridge, Colorado, 80033 ("Grantee"). WITNESSETH, that Grantor, for and in consideration of One Dollar ($1.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, has granted, bargained, sold and conveyed, and by these presents docs grant. bargain, sell, convey and confirm, unto Grantee, its successors and assigns forever, all the real property, together with all the improvements, if any, situate, lying and being in lhe County of Jefferson, State of Colorado, Desc ribed as follows: SEE EXHIBIT A: Parce1201A attached and made a part hereof by this reference TOGETHER with all and s ingular the hereditaments and appurtenances th ereto belonging, or in anywise appertaining, and the reversion and reversion s, remainder and remainders, rents, issues and profits thereof; and all the estate, right, ti tle, interest, claim and demand whatsoever of Grantor, either in law or equity, of, in and to the above bargained premises, with the hereditaments and appurtenances; TO HAVE AND TO HOLD the said premises above bargained and described with the appurtenances, unto Grantee, its successors and assigns forever. Grantor, for itself, and its s uccessors, does covenant, and agree that it s hall and will WARRANT AND FOREVER DEFEND the above-bargained premises in the quiet and peaceable possession of Grantee, its successors and assigns. against all and every person or persons claiming the whole or any part thereof, by , through or under Grantor, except the items set forth in Exhibit B. The sirogular number shall include the plural, the plural the singular, and the use of any gender s ball be applicable to all genders. STATE OF ~IR?cu/a ) ./.// ) ss. COUNTY OF ~A.~~ ) The fore~ing Special Warranty}ie~ was subscribed to and acknowledged before me thisi'~ day of @J¢ZPf...tA., 2011 by &./t!J_aUj 1J.J.711q_e,{{}_ma!.{ , as ~l!:th . • WITNESS MY HAND AND OFFlClAL SEAL. My Commission Expires: ~z. s; ,:20/.2. ' ~~~ad~ [SEALJ LONCSP0\KICONVIiY ANCEISTl32<W7t9.0702 I I· I SPECIAL W ARRAl'iTY DEED TillS SPECIAL WARRANTY DEED ("Deed") is made th.i~f'day of ~Ar.-2011 between Longs Peak Metropolitan District, a quasi-municipal corporation and p 'tical subdJvtsaon of the State of Colorado, whose legal address is c/o Seter & Vander Wall, P.C., 7400 East Orchard Road, Suite 3300, Greenwood Village, Colorado, 80111 , ("Grantor"), and City of Wheat Ridge, a home rule city of the State of Colorado, whose l ega l address is 7500 West 29th Avenue, Wheat Ridge, Colorado, 80033 ("Grantee".) WTI'NESSETH, that Grantor, for and in consideration of One Dollar ($1.00) and other good and va lu able consideration , the receipt and su fficien cy of which are hereby acknowledged, has granted, bargained, sold and conveyed, and by these presents docs grant, bargain, sell, convey and confmn, unto Grantee, its successors and assigns foreve r, all the real property, together with all the improvements, if an y, situate, lying and being in the County of Jefferson, State of Colorado, Described as follows: SEE EXHIBIT A: Parcels 202 and 202A attached and made a part hereof by this reference TOGETHER with all and singular t he hereditaments and appurtenances thereto belonging, or in anywise appertaining, and the reversion and reversions, remainder and remainders, rents, issues and profits thereof; and all th e estate, right, title, in terest, claim and demand w hats oever of Grantor, either in law or equity, of, in and to the above bargained premises, with the hereditaments and appurtenances; TO HAVE AND TO HOLD the sai d premises above bargained and described with the appurtenances, un to Grantee, its successors and assigns forever. Grantor, for itself, and its s uccessors, does covenant, and agree that it s hall and wi11 W AIU~T AND FOREVER DEFEND the above- bargained premises in the quiet and peaceable possession of Grantee, its successors and assigns, against a ll and every p erson or persons claiming the whole or any part. thereof, by, through or under Grantor excepting therefrom i tems numbered 6, 8, 13, 14, and 18 -23t Schedule B-1 for P olicy No. 55054-3451 attached as Exhibit B. The singular number shall include the plural, the plural the s ingular, and the use of any gender shall be applicable to all genders. STATE OF 8krt:<-/o COUNTY OF ~(f'v..>c?'A ) ) ss. ) The foregoin g Special Warranty Deed was subscribed to and ac~wledge,d hbfore me thisU7" dayof.Jftl~ ,20llby Z1tAa4/ ?V./o/'"<W--tCc&/ ,as V,-J -Irn:X Lhk:c:P•,-. WITN E SS MY IIAND Ai~D OFFICIAL SEAL. CASSANDRA THOMAS -I [SE1JOTAAY PUBLIC ' 00 Notary Public I. I I I I ! I I i I I. I SPECIAL WARRANTY DEED TIDS SPECIAL WARRANTY DEED ("Deed") is made this .26 tday of ~ f.w;~ 20 l L between Longs Peak Metropolitan District, a quasi-municipal corporation and po tical subdivision of the State of Colorado, whose legal address is c/o Seter & Vander Wall, P.C., 7400 East Orchard Road, Suite 3300, Greenwood Village, Colorado, 80111, ("Grantor"), and City of Wheat Ridge, a home rule city of the State of Colorado, whose legal address is 7500 West 29th Avenue, Wheat Ridge, Colorado, 80033 ("Grantee".) WITNESSETH, that Grantor, for and in consideration of One Dollar ($1 .00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, has granted, bargained, sold and conveyed, and by these presents does grant, bargain, sell, convey and confirm, unto Grantee, its successors and assigns forever, all the real property, together with all the improvements, if any, situate, lying and being in the County of Jefferson, State of Colorado, Described as follows: SEE EXIDBIT A: Parcel203 attached and made a part hereof by this reference TOGETHER with all and singular the hereditaments and appurtenances thereto belonging, or in anywise appertaining, and the reversion and reversions, remainder and remainders, rents, issues and profits thereof; and aU the estate, right, title, interest, claim and demand whatsoever of Grantor, either in law or equity, of, in and to the above bargained premises, with the hereditaments and appurtenances; TO IIA VE Ai'lD TO HOLD the said premises above bargained and described with tl1e appurtenances, unto Grantee, its successors and assigns forever. Grantor, for itself, and its successors, does covenant, and agree that it shall and will WARRANT AND FOREVER DEFEND the above- bargained premises in the quiet and peaceable possession of Grantee, its successors and assigns, against all and every person or persons claiming the whole or any part thereof, by, through or under Grantor excepting therefrom items numbered 5, 8, 11, 13, 17 -26, 30 and 31 on Schedule B of Order #03084A2007 attached as Exhibit B. The singular number shall include the plural, the plural the singular, and the use of any gender shall be applicable to all genders. STATE OF e;/.:tr~ COUNTY OF Je .f'M r"..>P/1 ) ) ss. ) The foregoing Special Warranty Deed was subscribed to and acknowledged before me this 2~-T dayoL~~.201lby .tdz.-.,dV .0/.~,c::t_,-k',as ZJ"Jv/J ~~~. WITNESS MY HAND AND OFFICIAL SEAL. My Commission Expires: 246- Notary Public SPECIAL WARRANTY DEED TillS SPECIAL WARRANTY DEED ("Deed") is made this ..2/~ay of ~ ~Jtr: 20 11 between Longs Peak Metropolitan District, a quasi-municipal corporation and po itical subdiVIsion of the State of Colorado, whose legal address is c/o Seter & Vander Wall, P.C., 7400 East Orchard Road, Suite 3300, Greenwood Village, Colorado, 80111 , ("Grantor"), and City of Wheat Ridge, a home rule city of the State of Colorado, whose legal address is 7500 West 29th Avenue, Wheat Ridge, Colorado, 8003 3 ("Grantee".) WITNESSETH, that Grantor, for and in consideration of One Dollar ($1.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, has granted, bargained, sold and conveyed, and by these presents does grant, bargain, sell, convey and confirm, unto Grantee, its successors and assigns forever, all the real property, together with all the improvements, if any, situate, lying and being in the County of Jefferson, State of Colorado, Described as follows: SEE EXHlBIT A: Parcel 204 attached and made a part hereof by this reference TOGETHER with all and singular the hereditaments and appurtenances thereto belonging, or in anywise appertaining, and the reversion and reversions, remainder and remainders, rents, issues and profits thereof; and all the estate, right, title, interest, claim and demand whatsoever of Grantor, either in law or equity, of, in and to the above bargained premises, with the hereditaments and appurtenances; TO HAVE AND TO BOLD the said premises above bargained and described with the appurtenances, unto Grantee, its successors and assigns forever. Grantor, for itself, and its successors, does covenant, and agree that it shall and will WARRANT AND FOREVER DEFEND the above- bargained premises in the quiet and peaceable possession of Grantee, its successors and assigns, against all and every person or persons claiming the whole or any part thereof, by, through or under Grantor excepting therefrom items numbered 7, 8, 9, 11, 16, 17, AND 18 on the Owner's Policy Schedule B-1 , Exceptions from Coverage attached as Exhibit B. The singular number shall include the plural, the plural the singular, and the use of any gender shall be applicable to all genders. STATEOF C ... ~,~ COUNTY OF Je_('.£0:>-~n ) ) ss. ) The foregoing Special Warranty Deed was subscribed to and acknowledged before me this 2i£7 dayof ¥~k ,20 11 by ZJ;.4~ W A~a-AAas l?c.rfr,.;T"Pu-e.c-l~y-. WITNESS MY IIAl'ID AND OFFICIAL SEAL. My Commission Expires: [ E<;.i$SANDRA THOMAS Ll ~""· NOTARY PUBLIC UJ ·cSTAT6~J;:G@l:.GRA00 g/tfo I I SPECIAL WARRANTY DEED TillS SPECIAL WARRANTY DEED (''Deed") is made this __ day of , 2011 between Longs Peak Metropolitan District, a quasi-municipal corporation and political subdivision of the State of Colorado, whose legal address is c/o Seter & Vander Wall, P.C., 7400 East Orchard Road, Suite 3300, Greenwood Village, Colorado, 80111, ("Grantor"), and City of Wheat Ridge, a home rule city of the State of Colorado, whose legal address is 7500 West 291h Avenue, Wheat Ridge, Colorado, 80033 ("Grantee".) WITNESSETH, that Grantor, for and in consideration of One Dollar ($1.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, has granted, bargained, sold and conveyed, and by these presents does grant, bargain, sell, convey and confirm, unto Grantee, its successors and assigns forever, all the real property, together with all the improvements, if any, situate, lying and being in the County of.Tefferson, State of Colorado, Described as follows: A portion of Parcel A300 as described as Parcel B on Exhibit A TOGETHER with all and singular the hereditaments and appurtenances thereto belonging, or in anywise appertaining, and the reversion and reversions, remainder and remainders, rents, issues and profits thereof; and all the estate, right, title, interest, claim and demand whatsoever of Grantor, either in law or equity, of, in and to the above bargained premises, with the hereditaments and appurtenances; TO HAVE AND TO HOLD the said premises above bargained and described with the appurtenances, unto Grantee, its successors and assigns forever. Grantor, for itself, and its s uccessors, does covenant, and agree that it shall and will WARRANT AND FOREVER DEFEND the above- bargained premises in the quiet and peaceable possession of Grantee, its successors and assigns, against all and every person or persons claiming the whole or any part thereof, by, through or under Grantor. The singular number shall include the plural, the plural the singular, and the use of any gender shall be applicable to all genders. STATEOF Ghc~ COUNTYOF :ie UYf~./1 ) ) ss. ) The foregoing Special Warranty Deed was subscribed t? ynd acknowledged before me this 2 &-r day of *~k,. '2011 by 0c::'"4c:~~ bj/.~AL aA.u 'as M-' -l,.....rd .DI/t't::Pr . WITNESS MY HAND Al\TD OFFICIAL SEAL. My Commission Expires: [SEALJ•.SSANDRA THOMAS NOTARY PUBLIC LONGSP_~f'A_~e5r~oo ~/yfl> Notary Public I · I i I I i. i ! . i SPECIAL W ARRA.l'lTY DEED TillS SPECIAL WARRANTY DEED ("Deed") is made this M-fday of ~, 2011 between Longs Peak Metropolitan District, a quasi-municipal corporation and po "tical subdivision of the State of Colorado, whose legal address is c/o Seter & Vander Wall, P.C., 7400 East Orchard Road, Suite 3300, Greenwood Village, Colorado, 80111, ("Grantor"), and City of Wheat Ridge, a home rule city of the State of Colorado, whose legal address is 7500 West 29lh Avenue, Wheat Ridge, Colorado, 80033 ("Grantee".) WITNESSETH, that Grantor, for and in consideration of One Dollar ($1.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, has granted, bargained, sold and conveyed, and by these presents does grant, bargain, sell, convey and confirm, unto Grantee, its successors and assigns forever, aJI the real property, together with all the ·improvements, if any, situate, lying and being in the County of Jefferson, State of Colorado, Described as follows: A portion of Parcel A301 as described as Parcel Bon Exhibit A TOGETHER with all and singular the hereditaments and appurtenances thereto belonging, or in anywise appertaining, and the reversion and reversions, remainder and remainders, rents, issues and profits thereof; and all the estate, right, title, interest, claim and demand whatsoever of Grantor, either in law or equity, of, in and to the above bargained premises, with the hereditaments and appurtenances; TO HAVE AND TO HOLD the said premises above bargained and described with the appurtenances, unto Grantee, its succes sors and assigns forever. Grantor, for itself, and its successors, does covenant, and agree that it shall and will WARRANT AND FOREVER DEFEND the above- bargained premises in the quiet and peaceable possession of Grantee, its successors and assigns, against all and every person or persons claiming the whole or any part thereof, by, through or under Grantor. The singular number shall include the plural, the plural the singu lar, and the usc of any gender shall be applicable to all genders. STATEOF~r~ COUNTY OF ::Je fler_;-t/ .A' ) ) ss. ) The foregoing Special Warranty l)~ed was subscrib ed to an aclmowledged bef9re me this 2d/ dayof .y~2011 by .JA,A~ W-at:.-as D_t-?/c;;r-LJ~. WITNESS MY HAND AND OFFICIAL SEAL. My Commi ssion Expires: Y4;/ls [SEAirjc =, , ASSANDRA THOMAS toNGSP[ KICONN0~A¥cpuBE.IC ; STATE OF COLORADO Notary Public I I ! I· I I I ! i I i - ' i I I l. SPECIAL WARRANTY DEED THIS SPECIAL WARRAl'rfY DEE D ("Deed") is made this 2~fday of ~/-/;,Jtv. 201 1 between Longs Peak Metropolitan District, a quasi-municipal corporation and polftkal subdivision of tbe State of Colorado, whose legal address is c/o Seter & Vander Wall, P.C., 7400 East Orchard Road, Suite 3300, Greenwood Village, Colorado, 80111, ("Grantor"), and City of Wheat Ridge, a home rule city of the State of Colorado, whose legal address is 7500 West 29th Avenue, Wheat Ridge, Colorado, 80033 ("Grantee".) WITNESSETH, that Grantor, for and in consideration of One Dollar ($1.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, has granted, bargained, sold and conveyed, and by these presents does grant, bargain, sell, convey and confirm, unto Grantee, its successors and assigns forever, a ll the real property, together with all the improvements, if any, s ituate, lying and being in the Cotmty of Jefferson, State of Colorado, Described as follows: SEE E XHIBIT A: Parcel 302 attached and made a part hereof by this reference TOGETHER with a ll and singular the hereditaments and appurtenances thereto belonging, or in anywise appertaining, and the reversion and reversions, remainder and remainders, rents, issues and profits thereof; and all the estate, right, titl e, interest, claim and demand whatsoever of Grantor, e ither in law or equity, of, in and to the above bargained premises, with the hereditaments and appurtenances; TO HAVE AND TO HOLD the said premises above bargained and described with the appurtenances, unto Grantee, its successors and assigns forever. Grantor, for itself, and its successors, does covenant, and agree that it shall and will WARRANT AND FOREVER DEFEND the above- bargained premises in the quiet and peaceable possession of Grantee, its successors and assigns, against all and every person o r pers ons claiming the whole or any part thereof, by, through or under Grantor having excepted therefrom items 6, and 9-25 shown o n the Owner's Policy Schedule B-1 , Policy No. 55059-3449 attached as Exhibit B. The singular number shall in clude the plural, the pl ural the singular , and the u se of any gender shall be applicable to a ll genders. STATEOF C~y?-~ COUNTYOF .J-;~p/1 ) ) ss. ) The:m~oing Special Warranty Deed was subscribed to J¥ld acknowledged before me this '2/.J I day of ~ ~~ 20 11 by /Az/fB(,/ W &c.-fi-t~ , as j)".; -1"""/ Prt!.~r . WITNESS MY HAND AND OFFICIAL SEAL. M~ ~lB'ApTtkfOMAS NOTARY PUBLIC fS "~1\TE OF COLORADO .. - LONGSP!lAKICONVEY MCEISTI320/0719.0702 Notary Publi c i ! I I I I· I I I I· I SPECIAL WARRANTY DEED rf )e~ll'~~'l 2 0// TillS SPECIAL W All.RANTY DEED ("Deed") is made this J_) day of ..Osse!'l'lber, ~ between Longs Peak Metropolitan District, a quasi-municipal corporation and political subdivision of the State of Colorado, whose legal address is c/o Seter & Vander Wall, P.C., 7400 East Orchard Road, Suite 3300, Greenwood Village, Colorado, 80111, ("Grantor"), and City of Wheat Ridge, a home rule city of the State of Colorado, whose legal address is 7500 West 291h Avenue, Wheat Ridge, Colorado, 80033 ("Grantee".) WITNESSETH, that Grantor, for and in consideration of One Dollar ($1.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, has granted, bargained, sold and conveyed, and by these presents does grant, bargain, sell, convey and confirm, unto Grantee, its successors and assigns forever, all the real property, together with all the improvements, if any, situate, lying and being in the County of Jefferson, State of Colorado, Described as follows: SEE EXHIBIT A: Parcel303 attached and made a part hereof by this reference TOGETHER with all and singular the hereditaments and appurtenances thereto belonging, or in anywise appertaining, and the reversion and reversions, remainder and remainders, rents, issues and profits thereof; and all the estate, right, title, interest, claim and demand whatsoever of Grantor, either in law or equity, of, in and to the above bargained premises, with the hereditaments and appurtenances; TO HAVE AND TO HOLD the said premises above bargained and described with the appurtenances, unto Grantee, its successors and assigns forever. Grantor, for itself, and its successors, docs covenant, and agree that it shall and will WARRANT AND FOREVER DEFEND the above- bargained premises in the quiet and peaceable possession of Grantee, its successors and assigns, against all and every person or persons claiming the whole or any part thereof, by, through or under Grantor having excepted therefrom items 9-12 shown on Owners Policy Schedule B-1, Policy No. 55054-3221 attached as Exhibit B . The si ngular number shall include the plural, the plural the singular, and the use of any gender shall be applicable to all genders. STATE OF Cc;-dca_ef COUNTYOF J;'H.epP'A ) ~~ ) ss. ) The foregoing Special Warranty Deed was subscribe~nd acknowledged befors: me this2M day of ~r , 20 ll by Ou,.;?qj;l fA/. &c. £b4 , as 0.-> -1-/'/.z:r ,t2d .. t1£-~ WJTNESS MY IIAND AND OFFICIAL SEAL. M 8·~~g~ -{6-----=?:.....,<-·/_.,:.;7/~w,____'J ___ _ / / /7 / ~-. .A LS llTATE OF COLORADO ~ ~ Notary Public LO~GSPEAKICONVEYAI\'CE/ST I 32010719.0702 .· SPECIAL W ARR<\NTY DEED TillS SPECIAL WARRANTY DEED ("Deed") is made this 2 / 5d~y of ~ /.J -kdtv __ __, 20 II between Longs Peak Metropolitan District, a quasi-municipal drporahon and political subdivision of the State of Colorado, whose legal address is c/o Seter & Vander Wall, P.C., 7400 East Orchard Road, Suite 3300, Greenwood Village, Colorado, 80111, ("Grantor"), and City of Wheat Ridge, a home rule city of the State of Colorado, whose legal address is 7500 West 29tl' Avenue, Wheat Ridge, Colorado, 80033 ("Grantee".) WITNESSETH, that Grantor, for and in consideration of One Dollar ($ LOO) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, has granted, bargained, sold and conveyed, and by these presents does grant, bargain, sell, convey and confirm, unto Grantee, its successors and assigns forever, all the real property, together with all the improvements, if any, situate, lying and being in the County of Jefferson, State of Colorado, Described as follows : SEE EXHIBIT A: Parcels 305 and 30SA attached and made a part hereof by this reference TOGETHER with all and singular the hereditaments and appurtenances thereto belonging, or in anywise appertaining, and the reversion and reversions, remainder and remainders, rents, issues and profits thereof; and all the estate, right, title, interest, claim and demand whatsoever of Grantor, e ither in law or equity, of, in and to the above bargained premises, with the hereditaments and appurtenances; TO HAVE AND TO HOLD the said premises above bargained and described with the appurtenances, unto Grantee, its successors and assigns forever. Grantor, for itself, and its successors, does covenant, and agree that it shall and will WARRANT AND FOREVER DEFEND the above- bargained premises in the quiet and peaceable possession of Grantee, its successors and assigns, against all and every person or persons claiming the whole or any part thereot: by, through or under Grantor having excepted therefrom items numbered 11, 14, 17, 23, and 24 of Schedule n, Order #03095A2007 attached as Exhibit B. The singular number s hall include the plural, the plural the singular, and the use of any gender shall be applicable to all genders. The foregoing Special Warranty Deed was subscribed to ~d acknowledged before me this day of~~~ ,2011 by 0c?4...f.d U/.~ o~~as r/r./<::. /./3r~ ~~~~~~~m~AL SEAL. M 1.5 l.ONGSPEAKlcoNV!lY ANCEI'ST1320.0719 0702 Notary Public I I i i ,. I i· SPECIAL W AlillAl'lTY DEED TIDS SPECIAL WARRANTY DEED ("Deed") is made this 2~-&y of ~th#r, 2011 between Longs Peak Metropolitan District, a quasi-municipal corporation and political subdivision of the State of Colorado, whose legal address is c/o Seter & Vander Wall, P .C., 7400 East Orchard Road, Suite 3300, Greenwood Village, Colorado, 80111, ("Grantor"), and City of Wheat Ridge, a home rule city of the State of Colorado, whose legal address is 7500 West 29th Avenue, Wheat Ridge, Colorado, 80033 ("Grantee"). WITNESSETH, that Grantor, for and in consideration of One Dollar ($1 .00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, has granted, bargained, sold and conveyed, and by these presents docs grant, bargain, sell, convey and confirm, unto Grantee, its successors and assigns forever, all the real property, together with all the improvements, if any, situate, lying and being in the County of Jefferson, State of Colorado, Described as follows: SEE EXIDBIT A: Parcel307 attached and made a part hereof by this reference TOGETHER with all and singular the hereditaments and appurtenances thereto belonging, or in anywise appertaining, and the reversion and reversions, remainder and remainders, rents, issues and profits thereof; and all the estate, right, title, interest, claim and demand whatsoever of Grantor, either in law or equity, of, in and to the above bargained premises, with the hereditaments and appurtenances; TO HA YE AND TO HOLD the said premises above bargained and described with the appUJtenances, unto Grantee, its successors and assigns forever. Grantor, for itself, and its successors, does covenant, and agree that it shall and will WARRANT AND FOREVER DEFEND the above- bargained premises in the quiet and peaceable possession of Grantee, its successors and assigns, against all and every person or persons claiming the whole or any part thereof, by, through or under Grantor. The singular number shall include the plural, the plural the si ngular, and the use of any gender shall be applicable to all genders. STATE OF C.)? r~vt COUNTY OF .::Je ~#..A ) ) ss. ) The foregoing Special Warranty Deed was subscribed to,o/ld acknowledged before ~if day of S"fk~v ,2011 by DP~ wfi.k:-a~-c/P/ ,as o£..JI,-I/ .VJ. '/'" . WTTNESS MY HAND Ai'lD OFFICIAL SEAL. 2(~ Notary Public I· i. i : i r I I Conveyance and Assignment ofTEs Longs Peak Metro. and City of Wheat Ridge Page 1 of2 CONVEYANCE AND ASSIGNMENT OFTEMPORARYEASEMENTS THIS CONVEYANCE AND ASSIGNMENT OF TEMPORARY EASEMENTS ("Conveyance") is made this..£!!_ day of Qcl ohQ:r , 2011 between Longs Peak Metropolitan District, a quasi-municipal corporation and political subdivision of tbe State of Colorado, whose legal address is c/o Seter & Vander Wall, P.C., 7400 East Orchard Road, Suite 3300, Greenwood Village, Colorado, 80 I I I , ("Grantor"), and City of Wheat Ridge, a home rule city of the State of Colorado, whose le gal add re ss is 7500 West 29th Avenue, Wheat Ridge, Colorado, 80033 ("Grantee"). WHEREAS, Grantor has acquired real property and permanent and temporary easement rights necessary for construction of the 32nd Avenue and Interstate 70 lnterchange, Colorado Department of Transportation Project Number: CC M361 -004, Project Locations Unit 2 and Unit 3 (the "Project"); and, WHEREAS, Grantee has obtained funds for construction of the Project and will construct the Project at its own cost and expense; and, WHEREAS, Grantor and Grantee desire that Grantee comp lete the Project: NOW THEREFORE, Grantor, for good and valuable co nsideration, has granted, bargained, sold and conveyed, and by these presents does grant, bargain, sell and convey unto Grantee, its successors and assigns forever, the real property temporary easement rights in the County of Jefferson, State of Colorado, identified in the Temporary Easements, copies of which arc attached hereto and identified in the upper right hand comer of each as: Temporary Easement No. TE-20 1, TE-203 (70WBC, LLC) Temporary Easement No. TE-202 (Colorado Utah Stores I Trust) Temporary Easement No. TE-204 (BREILQ Properties, LLC) Temporary Easement No. TE-302 (U.S. Retail Partners, LLC) Temporary Easement No. TE-303 (Wells Fargo Bank, N.A.) Temporary EasemcntNo. TE-305, TE-305A (SWI\/Wheat Ridge, LLC) Temporary Easement No. TE-307 (Map le Grove Grange No. 154) Temporary Easement No. TE-304 (Rev.) (final Rule and O rder in Case No. 08- CV-1183, Jefferson County District Court) Temporary Easement No. TE-401 (Whang) TOGETHER with all and singular the hereditaments and appurtenances thereto belonging, or in anyw ise appertaining, and the reversion and revers ions, remainder and remainders, rents, issues and profits thereof; and a ll the estate, right, title, interest, claim and demand whatsoever of Grantor, either in law or equity, of, in and to the above bargained premises, together with any and all responsibi lities and obligations to the property owners associated with the temporary or permanent use of the properties. Attachment 2 I '- I j• I i I I l I i I Conveyance and Assignment ofTEs Lo ngs Peak Metro. and C ity o f Wheat Ridge Page 2 of2 Grantor covenants and agrees that it shall a nd will WARRANT AND DEFEND the above- bargai ned premises in the quiet and peaceab le possess ion of Grantee, subject to sati sfacti on of a ny obligations to the property owners, the ir succ essors and assigns by Grantee, other than payment for the temporary and pennancnt easement rights, against all and every person or persons claimi ng the whole or any part thereof, by, through or under Grantor. By:\::::)._,~~~ . ~~~~ STATE OF COLORADO ) "'"'\:::),~~~~ ) ss. COUNTY OF JEFFERSON ) The fo rego ing Conveyan~ and Amment ofTempor~ements was subsc ~~v ac~ledgcd before me this~oay of fo~ 2011 by~j 1f.JJ2/al '.1ruft. , as ~ J. A./ UIYl . WITNESS MY llANO AND OFFIC IAL SEAL. My Commission Expires: Apz~4..... :» .Q-o I ;L , [SEAL] ~~f:ta J ad~ ClTY OF WI lEA T RIDGE, COLORADO By: Attest: LO!>GSI'tAK/Conveyance.tnd A5Sog. ofTEsii<Jtl036ml9 0702 l I ,. I I j ! '· I I I l I I I. Acceptance of Obligations Related ro Permanent and Temporary Easements City of W heat Ridge Page 1 of2 ACCEPTA NCE O F ANCILLARY OBLIGATIO NS RELATED T O PERiVlANRNT ANO T E M.P O R A RY EASEM ENTS UNI T 2 A NO U 'IT 3 H.O.W . PLANS C ITY O F W lJ E AT RIDGE T HlS Acceptance of /\ncill a 1y Obliga tions Re lated !o Pem1anent and Temporary Eas~:ments ("Acceptance") is made this __ day of 2011 among Lon gs P eak Met r opo litan Dis trict , a quasi-municipal corporatio n a nd p o liti cal s ubdiv i sio n of the S tate of Colo r a d o, whose legal address is c/o Seter & Vander Wa ll , P .C., 7400 East Orcha rd Road, Suite 3300, Greenwood Village, Colorado, 801 11 , (the "Di s tric t"), and C alleJa 's W h olesale, I nc. and Cab e la's R e t a il , In c., Neb raska coiporations quali fied to do business in the State of Colorado located at One Cabela Drive, Sidney NE 69160 ("Cab e la's"); and, C ity o f Whe at Ridge, a home r ule city of the S tate of Col o rado, whose legal address IS 7500 West29'11 Avenue, Who::at Ridge, Colorado, 80033 (the "Ci ty") The Dis trict h as acquired var ious real property interests neccssa1y for construction of the 32"d Avenue and Inte rs tate 70 Interc hange, Co lorado Dep artment of Transportation Project Number: CC M361-004, Project Locations Unit 2 and Unit 3 (the "Projec t"); and , The acquisition and use agreements wi th p roperty owners may contain certain obl igations to the owners or fonne r owners o f p roper ties acquin:d for the Project which may include timely notices, agreements to return property to its fonncr condition, reconliguration of parking spaces and others th at a rc necessary fo r the usc of the casements o r acquisitions wh ich may be stated as obligations of the District or of the Developer, Cabela 's; and, 1 hose obligations include but arc not be limited to those contained in Exhibit A , Combined Access Easement and Agreement to Convey Lane! betw..:en Cabela's Wholesale, Inc. and 70 WBC, LLC, effective S~!plember 8, 2009 (the "A n c ill a r y O blig atio n s"); and, The Cny has obtatncd funds for construction of the Project and will construct t he ProJeCt at its own cost and expense ; and, The District and Cabela 's desire t he City to complete t he Project and have entered into this Consent ro Usc Studies and Construction Documents to fur ther th eir purpose. ACCEPTANCE Accordmgly, the City acknowledges that Am:illary Obligations to property owners or fanner property owner~ may exisr as a resu lt of the acquisition and/or use of prope11ies conveyed to the City by the Distr ic t that are necessary for cons truction of the Project. The City accepts all responsibili ty for and will perfonn those obligat ions to the extent requtred conceming the Unit 2 and Un it 3 Right of Way acquisitions conveyed to it by the D1stricl on o r about September 22, 201 1 to the extent tt utili:tes the property rights, casements and temporary easements so conveyed. I he District and Cabela 's will cooperate with the City 10 msure compliance with all obligattons to property owners and former proper ty owners and to limit those obligations as appropnate autlut:ct:ssary. Attachme nt 3 Acceptance of Obligations Related to Perma ne nt and Tempo rary Easements City o f Wheat Ridge Page 2 of2 Cabcla's Wholesale, Inc . By:----------- LONGS PEAK METROPOLJ T AN DI STRICT By: Cabela's Retail , Inc. Dy: ----------- OR..ADO I I. I Conveyance and Assignment ofTEs Longs Peak Metro. and City of Wheat Ridge Page 1 of2 CONSENT TO USE OF STUDIES AND CONSTRUCTION DOCUMENTS TIDS Con s ent to U se of Studies and Construction Documents ("Conveyance") is made th i s ~+. day of~&>.uUJll L among Longs Peak Metropolitan District, a quasi-municipal corporation and politic~on of the State of Colorado, whose legal address is c/o Seter & Vander Wall, P .C., 7400 East Orchard Road, Suite 3300, Greenwood Village, Colorado, 80111 , (the "District"), and Cabela's Wholesale, Inc. and Cabela's Retail, Inc., Nebraska corporations qualified to do business in the State of Colorado with addresses at One Cabela Drive, Sidney NE 69160 ("Cabela's"); and, City of Wheat Ridge, a home rule city of the State of Colorado, whose legal address is 7500 West 291h A venue, Wheat Ridge, Colorado, 80033 (the "City"). C abela's and the District have engaged v arious contractors a nd consultants to prepare stud ies, reports and engineering plans and documents necessary for construction of the 32nd A venue and Interstate 70 Jnterchangc, C olorado Department of Trans portation Project Number: CC M361-004, Project Locations Unit 2 and Unit 3 (the "Project"); and, The City has obtained funds for construction of the Project and will construct the Project at its own cost and expense; and, T he District a nd Cabela's des ire the C ity to complete the Project and have entered into thi s Consent to U se Studies and Construction Documents to further their purpose. CONSENT Accordingly, Cabela 'sand the District consent to u se of all design plans prepared b y Martin/Martin Engineers, as well as all relevant engineering s tudies, reports and surveys utiliz ed to prepare the plans and the Roadway Construction Plans of Proposed Youngfield Street and 32nd Avenue, Roadway Construction Plans ofPr oposed Cabela Drive & 401h Avenue (south), Cabela's Offsite Road Improvements; and, 32"d A venue-Braun Ct. to Z innia St. for Highway Construction a nd Bid Plans of Proposed CDOT Project No. CC M361-004, Inters tate 70, Construction Project Code No. 16063 by Martin/Martin Engineers for the benefit and at the direction of the City. The District and Cabela's disclaim any warranty or representation that the documents are s uitable for their intended purpose or for any purpose of the City and disclaim any res ponsibility for their proper or improper use. y: [)r,-,.,.1. A~ C>beia"s ~ Cabeia "sRelaii , Inc. By: ____________________ __ By:----------------- Attachment 4 ' I l I ! I J. I Conveyance and Assignment ofTEs Longs Peak Metro. and City of Wheat Ridge Page 2 of2 Attest: LONGSPEAK/Consentto llSO ofplanslkjsl20411l719.0702 CITY OF WHEAT RIDGE, COLORADO By: I· _,_ COLORADO -DEPARTMENT OF TRANSPORTATiON tr __ ... ,M. Jr Shee t Rev iS.ons l .f -~ ,,....,,/flO I -~""s!."' ""'Is.. ••• _,q_ -1 =· '&:,27~7-'Jm FAl (JOl) 757-11053 r-----I ~ t - Rie h l ot lfey Pl.•n• Uni~ P•~•c •a E. Dickerson ----:y I~ w 1/2 sw 1/4 SI:C. 29, US., R69W -------==~:.....__ _____ _ -- z -- ----- 75 150 JOO ---SCALE 1"cf 50' --- --~M-11~1 Nr 1001 11, ''" ., .... ,...,_ -~ ------ (lOSTINC 8ARRI£.R U'l( ro S( RWlCA T£0 IN UNIT I RICiiT OF WA Y PLANS INTERSTA T£ 70 RIGHT -OF' -WAY WIDTH VARIES W 1/2 INI 1/4 SI:C 29, I JS. R69W I I .. _ .. ,_,_ .. _ .. _ .. ,_. _ .. _ ... -.. ~~------=-~=·=~=·~·::-r·.=~=~·=·~=·~ I -+ I 1 / / / / __ Sheet Revosoons mpll!f!jAM~~tt=!!!_ Sheet Revos•ons Sheet Rev.sions ---- KAYO OIL COMPANY a Delaware OELETED (8} CO<porahon REV(~) 4001 PENBROOK ST ODESSA, IX 79762 YOUNCF{LO PA~TNERS, LLC, a Co:O<odo lmoted hobotty company 7600 E. EASTMAN AVE SUITE 410 DENVER, CO 8023t BPP RETAIL, LLC, o Delowore hmotea .l()bdoty company 100 BUSH ST., 24th FLOOR, SAN fRANOSCO, CA 94104 Wells r argo Bonk West, Notoonol Assocootion P.O BOX 2609 CARLSBAD. CA 92018 i I ' ' li.C. HO ' rilJiii!iilil;:;=::;=~!:r.J~I-ro~~6:J L~-->---L __ _ YOUNGFIELD STREET .ld'f-Of'-'tflY illiTM YAIKJ INTERSTATE 70 AICHT-Of -WAY WIOTH VARIES VJB PRDPERnES, LC, o Colorado limited loobdoty eompony 12519 W J2ND AVE. ~EA T RIDGE. CO 80033 SWAj\lrHEAT RIDGE, LLC. on Oh•o limited hobMy company 25700 SCIENCE PARK DR SUITE l50 BEACHWOOO, Ott 441 22 WALGREEN CO., on lllinoos corpO<Ot .on 200 WIL.IIOT RD. OEERFlELD. IL 60015 Maple Grove Cronge No. 154 2260 S XANAOU WAY 230 AURORA, CO 80014-1373 I I I -"1:.~...___---~ 0 75 150 ---SCALE 1"=150' __ J ____ _ ----- 300 ~ .~ City of JP'WheatRi_dge ITEM NO: /. c.. DATE: October 24, 20 11 REQUEST FOR CITY COUNCIL ACTION TITLE: MOTION TO SCHEDULE A SPECIAL COUNCIL MEETING ON OCTOBER 31, 2011 AND TO CANCEL THE STUDY SESSION OF NOVEMBER 7, 2011 AND THE -REGULAR COUNCIL MEETING OF NOVEMBER 14, 2011 D PUBLIC HEARING C8J BIDS/MOTIONS D RESOLUTIONS D ORDINANCES FOR 1ST READING 0 ORDINANCES FOR 2N° READING QUASI-JUDICIAL: D YES C8J NO ia:nJdcM ISSUE: A Special Council Meeting is required to be held on October 31, 2011 to consider an emergency ordinance establishing the procedures for a potential runoff election for the November 20 II City Clerk election. Due to the uncertainty of when the election results for the November 2011 City Council election will be certified by Jefferson County and when the newly elected Council Members will be sworn in by the City of Wheat Ridge , Staff recommends cancelling the Study Session of November 7, 2011 and the Regular Council Meeting ofNovember 14, 2011. There are no items requiring the action of the Wheat Ridge City Council at the Study Session scheduled on November 7, 2011 or the Regular Council Meeting of November 14, 2011. FINANCIAL IMPACT: None Council Action Form April 12 , 2010 Page 2 RECOMMENDATIONS: Staff recommends scheduling a Special Council Meeting on October 31 , 2011. In addition, Staff recommends the cancellation of the November 7, 2011 Study Session and the November 14 , 2011 Regular Council Meeting. RECOMMENDED MOTION: "T move to schedule a Special Council Meeting on October 31 , 2011 and to cancel the C ity Cotmcil Study Session scheduled for November 7, 2011 and the Regular Coun c il Meeting scheduled for November 14 , 2011. REPORT PREP AREDIREVIEWED BY: P a tri c k Goff, City Manager • _ .. _ . City of ?WheatR!._dge ITEM NO: _!_Q • DATE: October 24, 2011 REQUEST FOR CITY COUNCIL ACTION TITLE: MOTION TO APPROVE PAYMENT OF THE SALES TAX INCREMENT FOR THE THIRD QUARTER OF FISCAL YEAR 2011 FROM THE TOWN CENTER PROJE-cT IN THE AMOUNT OF $45,558 .82 TO THE WHEAT RIDGE URBAN RENEWAL AUTHORITY D PUBLIC HEARING rg) BIDS/MOTIONS 0 RESOLUTIONS QUASI-JUDICIAL: cfi~daU ISSUE: D ORDINANCES FOR 1ST READING 0 ORDINANCES FOR 2ND READING D YES rg) NO The City entered into an Intergovernmental Agreement (IGA) with the Wheat Ridge Urban Renewal Authority (the Authority) in June 2006 to establish the rights and responsibilities of the City and the Authority with respect to: 1) operational assistance and 2) the sales tax increment applicable to the Wheat Ridge Town Center. The IGA was amended in October 2007. The IGA stipulates that the City will share with the Authority 50% of the sales tax increment from the Wheat Ridge Town Center Project until December 31 , 2014. The increment is traditionally distributed to the Authority at the end of the fiscal year. However, as the Authority proceeds with the development of the Town Center North project at 441 h and Wadsworth , the Authority is requesting a distribution of the sales tax increment for the third quarter of fiscal year 2011 in the amount of$45,558.82 to increase the Authority 's available funding for project development costs. FINANCIAL IMP ACT: The 2011 budget includes a total of$225 ,000 for sales tax increment share back with the Authority. Through September 2011 , the sales tax increment was $140,028.06. Council Action Form October 24, 20 11 Page 2 BACKGROUND: The City adopted the Wheat Ridge Town Center Urban Renewal Plan on December 14, 1981 which provided for the utilization of property and sales tax increment in the commercial area east of Wadsworth Boulevard, between West 38 1h Avenue and West 44 111 Avenue. The property tax increment expired after 25 years in 2006. Through an IGA between the City and the Authority on June 26, 2006, the sales tax increment was amended so that the maximum increment for the Wheat Ridge Town Center Project paid to the Authority shall not exceed $100 ,000 in any fiscal year and the increment was extended to and including December 31, 2008. An amendment to the IGA in October 2007 removed the $100,000 annual cap and extended the agreement to and including December 31,2014. RECOMMENDATIONS: Staff recommends distribution of the sales tax increment for the third quarter of fiscal year 2011 in the amount of$45,558.82 to the Authority. RECOMMENDED MOTION: "I move to approve payment of the sales tax increment for the third quarter of fiscal year 2011 from the Town Center Project in the amount of$45,558.82 to the Wheat Ridge Urban Renewal Authority." Or, "I move to deny payment of the sales tax increment for the third quarter of fiscal year 2011 from the Town Center Project in the amount of $45 ,558.82 to the Wheat Ridge Urban Renewal Authority for the following reason(s) " REPORT PREPARED/REVIEWED BY: Patrick Goff, City Manager ATTACHMENTS: None ~ . , _... " Ci ly of JP'WheatR.i_dge ITEMNO: J. £ DATE: October 24, 2011 REQUEST FOR CITY COUNCIL ACTION TITLE: MOTION TO AWARD THE RE-EVALUATION OF THE I- 70/32N0 AVENUE ENVIRONMENTAL ASSESSMENT CONTRACT TO FELSBURG, HOLT & ULLEVIG, CENTENNIAL, CO, FOR A NOT-TO-EXCEED AMOUNT OF $19,296 D PUBLIC HEARING [gl BIDS/MOTIONS 0 RESOLUTIONS QUASI-JUDIC AL: ISSUE: D ORDINANCES FOR l ST READING 0 ORDINANCES FOR 2N° READING D YES In March 2011 , the City was awarded funding for a widening project on 32nd Avenue from Braun Court to Wright Court through the Denver Regional Council of Government (DRCOG) Transportation Improvement Program (TIP). The project includes the reconstruction of a portion of 32•"' A venue with additional tum lanes at key intersections to improve the capacity and, therefore, reduce traffic congestion. The fmal design has been authorized and is well underway. The Colorado Department of Transportation (CDOT) determined that a re-evaluation of the original Environmental Assessment (EA) for this work is required prior to approving the project for construction. Felsburg Holt & Ullevig has been selected to perform the Environmental Assessment reevaluation task for a not-to-exceed fee of $19,296. PRIOR ACTION: A budget appropriation of$92,900 was authorized by City Council in July 2011 to fund the design of the project. An Intergovernmental Agreement (IGA) with CDOT was approved by resolution on October 10 , 2011 to authorize the project. · Council Action Form October 24, 20 II Page2 The City Council approved a separate Intergovernmental Agreement with Jefferson County by resolution on October 10, 2011, which provides that the County contribute funds for the project in the amount of$1.25 million. FINANCIAL IMPACT: Funding for this work is available in the Public Works -Engineering Professional Service line item of the 2011 budget. BACKGROUND: In October 2010 the City applied to the DR COG for federal transportation funds available to help finance the construction of a street widening project on 32"d Avenue betWeen Braun Court and Wright Court. DR COG awarded the grant application in March 2011. The project segment along 32"d Avenue was part of a larger street network improvement project which underwent an Environmental Assessment to receive approval by the Federal Highway Administration (FHWA) in 2007 when the Cabela's Development was planned to commence. A reevaluation of the EA is requ ired by the Colorado Department ofTransportation because of the 32"d Avenue Widening Project's reduced scope and because the EA is four years old. Specifically, the reevaluation will assess various environmental elements such as traffic, air quality, noise , biological resources, and hazardous material. On October 9 , 2011 , two proposals were received from the City's on-call engineering firms. Both of these firms have provided study or design services in the past related to the street segment i n the 3211d Avenue project. Based on the review ofthe proposals, the highest ranked firm was Felsburg Holt & Ullevig (FHU), Centennial, CO. Final selection was based on qualifications, project approach and experience. The proposed FHU project team had performed the original Environmental Assessment. Appropriate fees for the work were then negotiated . RECOMMENDATIONS: Staff recommends award of the Environmental Assessment re-evaluation task to Felsburg Holt & Ullevig in the not-to-exceed amount of $19,296. RECOMMENDED MOTION: "I move to award the contract for the re -evaluation of the Environmental Assessment of the I-70/32"d Avenue project to Felsburg, Holt & Ullevig, Centennial, CO, for a not-to- exceed amount of$19,296. I further move that all costs associated with this contract be paid from account number 01-700- 750, and that these funds be encumbered for the length of the project in accordance with Ordinance #787 , 1989 Series." Or: Council Action Form October 24, 2011 Page 3 "I move to deny the contract award of the re-evaluation of the Environmental Assessment I-70/32nd Avenue project to Felsburg, Holt & Ullevig, Centennial, CO, for a not-to- exceed amount of $19,296 for the following reason(s): ___________ " REPORT PREPARED/REVIEWED BY: Steve Nguyen, Engineering Manager Tim Paranto, Director of Public Works ATTACHMENTS: 1. Felsburg Holt & Ullevig Proposal FELSBURG H OLT & UL L EVIG engin ee rin g paths to Lrcm sJJortati on :wlutions October 9, 2011 Mr. Mark A. Westberg , PE, CFM City of Wheat Ridge Public Works/Engineering Division 7500 W . 291h Avenue Wheat Ridge, CO 80033 RE: Proposal for 32nd Avenue Improvements Re-Evaluation of the l-7013'?d Avenue Environmental Assessment (EA)/Finding of No Significant Impact (FONSI) Dear Mr. Westberg: Felsburg Holt & Ullevig (FHU) is pleased to submit this proposal to further assist you with the Federal Highway Administration (FHWA) and Colorado Department of Transportation (COOT) environment process for the 32"d Avenue improvement project. The preparation and documentation of this Re-Evaluation is intended to be in accordance with the National Environmental Policy Act (NEPA) and COOT NEPA Manual and is consistent with our current understanding of the 32"d Avenue Improvements project and FHWA/CDOT requirements. It is our understanding that the following changes are proposed to the project (relative to the approved EAIFONSI): • Includes the widening of 32"d Avenue from Youngfield Street to Alkire Street, • Does not close the westbound 1-70 on and off ramp/32"d Avenue intersection , • Includes an eastbound right-turn lane at the interim westbound 1-70 on and off ramp/32"d Avenue intersection, • Installs all of the pedestrian/school safety safety improvements along 32"d Avenue west of Alkire Street, and • Includes a center turn along 32"d Avenue between Zinnia Street and Alkire Street. TASK 1 -AGENCY COORDINATION A project undergoing environmental review and documentation typically requires , and benefits greatly from, coordination meetings with the various agency stakeholders in the process (i.e. FHWA, COOT and the City of Wheat Ridge). FHU will attend up to three (3) coordination meetings with these agency stakeholders. Modifications to the estimate may be necessary depending on the results of the agency coordination process. Attachment 1 Mr. Mark A . Westberg October 9 , 2011 Page 2 No public meetings are expected as part of the Re-Evaluation process and have not been induded in this scope of work. TASK 2-RE-EVALUATION The following section provides a list of deliverable and resources expected to be required for the Re-Evaluation. This list was developed through our understanding of the revisions to the l-70/32"d Avenue interchange project and the FHWA/CDOT Re- Evaluation process. Although a larger more inclusive list was analyzed in the EA, these are the resources we believe will need to be analyzed in the Re -Evaluation based on our initial oonversations with COOT. Modifications to the list may be necessary depending on the results of the kick-off meeting. • COOT Re-Evaluation Form -FHU will prepare the COOT Re-Evaluation Form (COOT Form 1399) for submittal to COOT and FHWA for signature,_which includes a summary of the project changes since the October 20061-70132"d Avenue Interchange Environmental Assessment, February 2007 l-70132"d Avenue Interchange Finding of No Significant Impact, and December 2007 l- 70132"d Avenue Interchange Environmental Assessment/FONSI Update. • Air Quality-An update to the l-70132"d Avenue Interchange Air Quality Impact Assessment will be requ ired for the project. "Hot spot" air quality modeling is required of the interim 1-70 westbound ramps/32"d Avenue intersection that will be affected by the project and previously was closed by the l-70/32"d Avenue Preferred Alternative. Modeling of one "hot spot" is assumed for this project. For purposes of air quality, existing intersection Levels of Service will be quantified given the proposed improvements. This will entail utilizing already collected traffic count data and the updated lane geometry along affected intersections. The long term conditions will be extracted from our latest traffic impact study related to Clear Creek Crossing ; no additional traffic work is anticipated for the long term planning hori2Dn . • Noise-An update to the l-70132"d Avenue Interchange Noise Impact Assessment Report will be required for the project. In July 2011 , the FHWA/CDOT noise regulations and evaluation methodology were changed . T he noise impact assessment will be updated to reflect this change. • Biological Resources-Updates to the l-70132"d Avenue Interchange Biological Survey, l-70132"d Avenue Interchange Integrated Nox ious Weeds Management Plan, l-70132"d Avenue Interchange Wetland Delineation Report, and l -7013 2"d Avenue Interchange Vegetation Report will be documented in a Biological Resources Report. • Hazardous Materials-An update to the l-70132"d Avenue Interch ange Modified Environmental Site Assessment will be prepared to reflect existing site conditions related to known soil and groundwater oontamination in the area , as well as worker health and safety and materials management. • Permits -FHU will review the existing permits for the project, and update the permit information, as necessary. • Environmental Plans and Specifications -FHU will coordinate \Mth Martin and Martin to include the necessary environmental plans, notes, and spec ifications for COOT Final Office Review (FOR) and advert isement. Mr. Mark A. Westberg October 9, 201 1 Page 3 PROJECT SCHEDULE FHU is prepared to begin work on this project upon your approval of this proposal and estimates that we can complete this project within four to six months of receipt of your authorization and contingent upon further coordination with Martin and Martin. COSTS Based on the assumptions outlined above assumption and our experience with other similar Re-Evaluation projects, we have estimated that the above scope of services could be completed for the followng costs: COST ESTIMATE Task Cost Estimate 1 Agency Coordination $2,338 2 EA Re-Evaluation -$16,958 Total $19,296 This proposal is submitted on a time and materials basis. Based upon the performance of the tasks described in the Scope of Work and our personnel to be assigned, the total fee for performing the documented CatEx as described herein is $19,296. PROJECT CONDITIONS The project will be completed under the terms of FHU's General Services agreement with the City of Wheat Ridge and at the prices in that agreement. This is an estimate of the effort based on our understanding to date and is subject to coordination with FWHA, COOT, and the City of Wheat Ridge. Should the work effort appreciably change as we conduct the work, we will notify you and not proceed until we have recewed direction from you and approval of a supplement, if necessary. We look forward to discussing this proposal further at your convenience and helping you receive the appropriate approval to allow the project to advance to final design and construction. Sincerely, FELSBURG HOLT & ULLEVJG Chris Fasching, PE, PTOE Principal Kevin R. Maddoux, AICP Project Manager . '~ ... • F City of • ?WheatRt_.dge ITEM NO:~ DATE: October 24,2011 REQUEST FOR CITY COUNCIL ACTION TITLE: MOTION TO AWARD THE POLICE DEPARTMENT ROOF REPLACEMENT CONTRACT TO INDEPENDENT ROOFING SPECIALISTS, COMMERCE CITY, COLORADO, IN THE AMOUNT OF $23,420 D PUBLIC HEARING rg) BIDS/MOTIONS 0 RESOLUTIONS QUASI-JUDICIAL: ISSUE: D ORDINANCES FOR 1ST READING 0 ORDINANCES FOR 2N° READING D YES City Manager The flat roof over the Police Department section of the Municipal Building is leaking. The scope of work includes removing and replacing existing roofing materials and associated sheet metal flashings. Three bids were received. The lowest bid received was from Independent Roofing Specialists, Commerce City, CO. Independent Roofing has a proven track record with the City for projects completed at various City facilities and park locations. PRIOR ACTION: None FINANCIAL IMP ACT: $23 ,420 was appropriated in the General Fund budget, account #0 1-118-800-812. BACKGROUND: The Police Department building addition occurred in the early 1990 's. The addition included the installation of three roof-top HVAC units. Over the past five years the roof has been leaking around the roof-top units and in weather distressed areas. Repairs have been made, but these repairs continue to deteriorate. Wiss , Janney, E lstner Associates, Inc., who has an engineering service contract with the City, compiled the scope of work and bid specifications for the projec t. Council Action Form October 24, 20 11 Page 2 RECOMMENDATIONS: Staff recommends award of the roofing contract to Independent Roofing Specialists based on qualifications, experience, and fee schedule. RECOMMENDED MOTION: "I move to award the Police Department roof replacement contract to Independe nt Roofing Specialists, Commerce City, Colorado, in the amount of$23,420." Or, "I move to deny award of the Police Department roof replacement contract to Independent Roofing Specialists, Commerce City, Colorado, in the amount of $23 ,420 for the following reason(s) " REPORT PREPARED/REVIEWED BY: Julie Brisson, Recreation and Facilities Manager Joyce Manwaring, Parks and Recreation Director ATTACHMENTS: 1. Bid documents Proposa l Independent Roofing Specialists 4995 Locust Street Commerce City, CO 80022 Ph: 303-426-8575 Fax: 303-426-8562 Addross to City of Wheat Ridge Attention : Mike Farrell Ph: LADR Prefonn work over police station per specs provided dated March 2011 . Includes all roofing and flashing with 20yr warranty from manufacture. Please sign and return to schedule work. Thank you PO#: BID Dale: 05/25 Terms: Acceptance Ship by: NA Buyer: NA Other: NA Shi To Same Wheat Ridge City Building Total Estimate Authorization Name: Date: Title: Estimate Signatu re:---------- r I i l I I I I I· ! I l I· I· i I i I I I I. j I I I. I i FOR ATTN COLORADO Cl.AsSlC ROOF1NG City of Wheotrldge Eslrncrttng Depot1ment l440 MYERS GUI.CH IWAO MAIL: P.O. BOX 10&4 Km'RBOOE, CO i04S7 US'A UCENSED INSURED PllOm; 30~70.7l30 FAX 303·470.4971 ESTIMATE JO&ADDRW Municipal Building Hem Code DescrrlpHon Unit Qty. UnH Price Amount We propose the foDowlng: f Remove & dispose exbflng EPDM roof Existing Insulation wrn remain I lnstatl one layer 1" Poylso Insulation Install Taper lnsulaflon system I lnstafll/-4 .. Dens Deck Primed per MFG requ1remens Install 60 MJL EPDM Adhered RooftT Slstem complete Install walk pads per plan I I PROVIDE 20YR MFG WARRANTY Remove/reinstall Metal Cap Flashing and new Joint covers lnstan new seuppers and Colletor Heads, new counter flashJng Tax rate Tolczl Arnwnt $26,450.0() 1'Gll ~~~~ Total lnvok:e $26.~0.00 I I l ) i i I l I I Lallier Construction 1195 South Huron St. D enver, CO 80223 Office (303) 25•1-1303 I Fax (303) 733-2505 Estimate DATE: 5/25i2011 ES'J'IM.-\TR #T>P-839-616?0 CUSTOMER JOB W'hea.ttidge Municipal Building PAYME~TERMS DUE DATE City of Wheat Ridge Negotiable Upon contracted te .. ans Wadsworth Blvd, QT'Ir:' DESCRIP'fiON L'NTTPIUCE LINE TOTAL EPDM and Sheec Met:al -re:u off and dispose existiog roof m~brane -.reuse existingiusulfltion -instaU new 1" bycr rigid polyisocya.nur:ue -iastllH t:ape.red insuiSJ.tion -.inst:l.l/1/4 "densdeck ptimed -install fully adhered 60 mil EPDM -rr:move & reuse sheet mew cap> install new jo/nt covers, scuppers, co/Jccwr beads & .Dew couatecOashiogs -pror.1de m3.11uf:lcw.rer 20 year warranty on maceaa/ & .labor -3ll woLk per manubccurcr spec, per city code SCJBTOTIIL $25,610.00 SALEST.AX lnduclcd TOTAL $ ~610.00 _'<f.:ok c :~.11 checks payable to I .:>llier Construction. Thank you for yout business! I. l i I· I I I I. I I· I I \ ~' _ Cilyof • p WheatRl__dge ITEM NO: --...:L_ DA TE: October 24, 201 1 REQUEST FOR CITY COUNCIL ACTION TITLE: COUNCIL BILL NO. 32-2011 AN ORDINANCE AMENDING THE WHEAT RIDGE CODE OF LAWS CONCERNING REGULATION OF MASSAGE THERAPY AND MASSAGE PARLORS D PUBLIC HEARING D BIDS/MOTIONS 0 RESOLUTIONS QUASI-JUDICIAL: City Attorney ISSUE: D ORDINANCES FOR 1ST READING (1 0/10/2011) C8J ORDINANCES FOR 2ND READING (10/24/2011) D YES D NO At the Study Session on May 2, 2011 Council directed staff to amend various sections of the Wheat Ridge Code of Laws to conform to state statutes concerning regulation of massage therapy and massage parlors. PRIOR ACTION: In previous years the City Council has enacted regulations concerning massage therapy and parlors. In 2008, CRS enacted state statutes that prohibit local regulations of the practice of massage therapy. FINANCIAL IMPACT: None BACKGROUND: State statutes preempt municipalities from regulating massage therapy practice; therefore, the proposed ordinance will repeal two articles in Chapters 11 and 16 of the Code of Laws dealing with these activities . V:\Form s\CAFte mplate Council Action Form October 24, 20 11 Page 2 State statutes do allow municipalities to continue to regulate massage parlors. The City's current regulations on massage parlors would be strength ened by the following additions: • The City's sales tax division is made the "local licensing authority" for massage parlor licenses. • Additional definitions are added to make massage parlor regulation more complete, in li ght of the repeal of the prior regulations of massage therapy practice. • Massage parlor employees are required to have an individual identity card from the police department. • Massage must take place in a "conspicuous place" within the massage parlor, which is vi s ible from the general reception area. • Massage parlor employees must be fully clothed when on the premises. • Massage parlors are listed in the zoning code use chart as permitted uses only in the Industrial District. This is in addition to the (existing) 750 and lOOO foot s pacing requirements which presently apply to massage parlors. Maps showing the effect of these spacing requirements are attached. RECOMMENDATION: Staff recommends Council approve the attached ordinance as written. RECOMMENDED MOTION: "I move to approve Counci l Bill No. 32-201 1, an ordinance approving the amendment of the Wheat Ridge Code of Laws concerning the regulation of massage therapy and massage parlors o n second reading, and it will take effect 15 days after final publication." Or, "I move to postpone indefinitely Council Bill No. 32-20 11 , an ordinance approving the amendment of the Wheat Ridge Code of Laws concerning the regulation of massage therapy and massage parlors for the following reason(s) " REPORT PREPARED BY: Gerald Dahl, City Attorney ATTACHMENTS: 1. Council Bill No. 32-2011 2. Proposed Separation Maps CITY OF WHEAT RIDGE, COLORADO INTRODUCED BY COUNCIL MEMBER STITES Council Bill No. 32 Ordinance No. ----Series 2011 TITLE: AN ORDINANCE AMENDING THE WHEAT RIDGE CODE OF LAWS CONCERNING REGULATION OF MASSAGE THERAPY AND MASSAGE PARLORS WHEREAS, the City of Wheat Ridge is authorized by CRS 12-48.5-101 et seq . to regulate massage parlors ; and WHEREAS, CRS 12-35 .5-118 , enacted in 2008 , prohibits local regulation of the practice of massage therapy; and WHEREAS, the C ity Council has previously enacted regulations concerning both massage therapy and massage parlors; and WHEREAS, the City Council wishes to amend the Code of Laws to conform to state statutes on this subject. NOW THEREFORE BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF WHEAT RIDGE, COLORADO: Section 1. Code Section 16-226 is amended as follows : The definition of "Massage Parlor" is amended to read : MASSAGE PARLOR: ANY FACILITY PROVIDING MASSAGE, EXCLUDING TRAINING ROOMS OF PUBLIC AND PRIVATE SCHOOLS ACCREDITED BY THE STATE BOARD OF EDUCATION OR APPROVED BY THE DIVISION CHARGED WITH THE RESPONSIBILITY OF APPROVING PRIVATE OCCUPATIONAL SCHOOLS , TRAINING ROOMS OF RECOGNIZED PROFESSIONAL OR AMATEUR ATHLETIC TEAMS, LICENSED HEALTH CARE FACILITIES, AND FACILITIES WHICH ARE OPERATED FOR THE PURPOSE OF MASSAGE THERAPY PERFORMED BY LICENSED MASSAGE THERAPISTS PURSUANT TO CRS 12-35.5-101 ET SEQ . The definition of "massage " is amended to read: MASSAGE: ANY METHOD OF PRESSURE ON OR FRICTION AGAINST OR STROKING, KNEADING, RUBBING, TAPPING , POUNDING , VIBRATING OR STIMULATING OF THE EXTERNAL SOFT TISSUE OF THE BODY WITH THE HANDS OR OTHER PARTS OF THE HUMAN BODY OR WITH THE AID OF ANY MECHANICAL OR ELECTRICAL APPARATUS OR APPLIANCE, WI T H OR WITHOUT Attachment 1 SUCH SUPPLEMENTARY AIDS AS RUBBING ALCOHOL, LINIMENTS , ANTISEPTICS, OILS, POWDER, CREAMS , LOTIONS, OINTMENTS OR OTHER SIMILAR PREPARATIONS USED IN THIS PRACTICE . Code Section 16-26 is further amended by the addition of the following new definitions: CONSPICUOUS PLACE: ANY PLACE WITHIN THE PREMISES AT EYE LEVEL AND NOT OBSCURED BY ANYTHING AT ANY TIME; ALLOWING A DIRECT LINE OF SIGHT FROM AND TO THE RECEPTION AREA. Local licensing authority: THE SALES TAX DIVISION OF THE ADMINISTRATIVE SERVICES DEPARTMENT IS THE DESIGNATED LOCAL LICENSING AUTHORITY PURSUANT TO C .R.S. § 12-48.5-103(3). Section 2. Code Section 16-227 ("Unlawful Acts") is amended by the addition of new subsections (c) and (d), to read as follows: (C) NO EMPLOYEE OF A MASSAGE PARLOR SHALL BE PRESENT IN SUCH PARLOR UNLESS FULLY CLOTHED SUCH AS TO BE COMPLETELY AND OPAQUELY COVERED FROM IMMEDIATELY BELOW THE COLLAR BONE TO IMMEDIATELY ABOVE THE ANKLE, INCLUDING THE ARMS TO THE ELBOW. (D) ALL MASSAGE SHALL BE ADMINISTERED IN A CONSPICUOUS PLACE ON THE PREMISES. Section 3. Code Section 16-230 is amended by removing the references therein to "city treasurer" and substituting "local massage parlor licensing authority." Code Section 16-230 is further amended by re-lettering subsection (b) as (c) and inserting a new subsection (b) to read: (B) EVERY APPLICANT, LICENSEE, OR AGENT OR EMPLOYEE OF SAID APPLICANT OR LICENSEE SHALL , PRIOR TO COMMENCING WORK IN OR UPON THE LICENSED PREMISES OF A MASSAGE PARLOR, OBTAIN AN IDENTITY CARD FROM THE CITY'S POLICE DEPARTMENT IN A FORM PRESCRIBED BY THE LOCAL LICENSING AUTHORITY AND SHALL CARRY SAID IDENTITY CARD AT ALL TIMES IN OR UPON THE LICENSED PREMISES . Section 4. Code Section 26-204 , is amended by adding a line for "Massage Parlor" as a permitted use only in the Industrial (I) District. Section 5. Article X of Chapter 11 , entitled "Massage Services ," Section 11-230 through 11-240, inclusive, is hereby repealed. Section 6. Article X of Chapter 16, entitled "Massage Therapy Practice ," Section 16- 240 through 16-250, inclusive is hereby repealed . Section 7. Severabilitv. Conflicting Ordinances Repealed . If any section , subsection or clause of this Ordinance shall be deemed to be unconstitutional or otherwise invalid, the validity of the remaining sections, subsections and clauses shall not be affected thereby. All other ordinances or parts of ordinances in conflict with the provisions of this Ordinance are hereby repealed. Section 8. Effective Date. This Ordinance shall take effect fifteen (15) days after final publication, as provided by Section 5 .11 of the Charter. INTRODUCED, READ, AND ADOPTED on first reading by a vote of 8 to 0 on this 1Oth day of October, 2011 , ordered published in full in a newspaper of general circulation in the City of Wheat Ridge, and Public Hearing and consideration on final passage set for October 24 , 2011 at 7 :00 p .m .• in the Council Chambers, 7500 West 291h Avenue, Wheat Ridge , Colorado . READ, ADOPTED AND ORDERED PUBLISHED on second and final reading by avoteof_to_,this dayof ,2011 . SIGNED by the Mayor on this __ day of _____ , 2011 . ATTEST: Michael Snow, City Clerk First Publication : October 13, 2011 Second Publication : Wheat Ridge Transcript Effective Date : Jerry DiTullio, Mayor Approved as to Form Gerald E. Dahl , City Attorney ~ j # ~~ ~ City of JP'WheatRi._dge Location of Massage Parlors Massage Parlors & Other Land Uses The following maps illustrate the separation requirements established for massage parlors in Section 16-234 of the municipal code . Maps A-D show 750-foot buffers around existing parks, ch ildcare facilities , schools, and churches . These buffers are measured radially from the property boundaries. Maps E and F show 1 ,000-foot buffers around existing massage parlors and sexually oriented businesses . These buffers are measured radially f rom the exterior walls of the structure in which the business is located. NOT TO SCALE Data Source: City of Wheat Ridge Map aeated by Lauren Mikulak, Planner I, 10/10/2011 DISClAIMER NOTICE This Is a plctorial representation ol geographic and ctemog'aphle Information . Reliance upon the accuracy, reliability and authority of this information is solely requestor's responsibility. The City of Wheat Ridge , In Jefferson County, Colorado-a political subdiviskwl or the Stlte of Colorado-has compiled fot its use certain computerized klformation. Thls. inb"mation is available to assist In identifying general areas of concern onty. The computerized intoonation provided should Mly be re!Jed upon 'W'ith corroboration of the methods, ass~AT~ptions , and rnutts by a qualifled independent source. The --·· -.. . ,,_d ___ .._ ___ .. .__, ... __ • .._,.... ... _..,~,aa..-.~,..-... -·..-··lii o:ahilit;.e A. Parks B. Childcare Facilities C . Schools D. Churches I= ~AY tt ::~llv OriFmted B usiness e s Attachment 2 Location of Massage Parlors Massage Parlors & Zone Districts Map G shows the area of Wheat Ridge that is in the Industrial (I) zone district. Map H shows the area of Wheat Ridge that is zoned residentially , including the following zone d istricts: Residential-One (R-1) Residential-One A (R-1A) Residential-One B (R-1 B) Residential-One C (R-1C) Residential-Two (R-2) Residential-Two (R-2A) Residential-Three (R-3) Residential -Three A (R-3A) Planned Residential Development (PRD) Map I shows a 750-foot circular buffer around all residential zone districts, per the separation requirement established for massage parlors in Section 16-234 of the municipal code . NOT TO SCALE Data Source: City of Wheat Ridge Map created by Laure n Mikulak, Planner I, 10/1012011 DISCLAIMER NOnCE This is a plctortal representation or geographic and demographic informatiOn. Reliance upon the aca.Jf'XY, reiQbH!ty and authority ot this information ts solely requestor's responsibility. The City of Wheat Ridge, In Jeft'erson County, Colorado-a poUtiul subdivision of the State of c:otoradcrhas compiled for its use certain COf'll)Uterized information. This information is available to assist in identifying gene raJ areas of concern only. The computerized information prcMded should onty be retied upon 'Wtth corroboration of the methods, assumptions, and results by a qualified Independent source. The user of this Information shall indenvlify and hold free the City of Wheat RJdge from any and an liabilities, damages, lawsuits, and causes of action that result as a consequence of hls reliance on information provided herein. ·~·-....... • 1~-•• -•• J -· "" :...·-··-··--'\.._ ........... ....... i i i : ................... ,.-, .. ..... i·: -··-·· .. 1~ : I j j : ll ! . . . ,.. .. _ .. _ .. _J : .i L.J ! • I j •--·1 ! ! ! j ! _ .. -~, ! ..... _.... : ...... J •. -.. J··-··-·l i -~··-1 i i ;...i ,~ ! ) l---··-··-····'' . .,.....,_.,_,...~.:-··-~ _ .. , i i .. _, __ -'1 '··-··~ ,, ~ .. -i_ .. _ .. _ .. ___ .,_ .. _ .. _ .. c !'--·-.. -.. --.. -·-.. -··-.. -.. -··-, i : 1"'1 i I ) ! ~,..1 1: ·~· ·.-··-... ·-··-.. -·-.. _, 1•• ' ' I d i i · r ! : l. i ... J"'I , i-·-··-··-··-·· ·-··-··-··-·-··-·-' ~~~ ··-·· .. H. Residential Zone Districts ~ ~ ~ # ~ ~ City of :rwheatR.Ldge ,~ p ·-·) ='1 : I l i :- J"_J .,· !I ~ .. --\ \ ,_ .. _ .. , : ~ I : i i-··-! ~--·, . ..... ... .. -.. ..: L--J i i f_ .. .~ I ;~ .-.. -.: i ~ -.. --··--~ -· I ~ i -.,-~·-·--··-··' : -~ c:;....,........::==.,-c::.~· i ~~~ i ~--··-··-·\..... ·-··-·---~ ~~ 1 1 . i, j !. i i ··-""-'l\ 'I ;._ .. , r-··-··-.. ---··-.. --··r , .. -·-··-.. -·-·-··-.. -.. -··-··-.. -·., I : .,':,} l i ! I r I ' t._ .. _ .. _,_ .. J \'-, I r ·-.. : ! ! ! i ~ ( _______ j i-·-··-··-··-··-··-J C,,_ .. r, ____ .: G . Industrial (I) Zone Districts I. Residential Zone Districts with 750-ft Buffer Location of Massage Parlors Massage Parlors & Permitted Locations Map J is a composite of the previous maps (A-1). Again , the area of Wheat Ridge that is zoned Industrial (I) is shown in purple. Th is area is overlaid with both types of buffers established in Section 16-234: 1 ,000-foot buffers around existing massage parlors and sexually-oriented businesses and 750-foot buffers around residential zone districts , parks , childcare facilities , schools , and churches. Maps K and L show the industrially-zoned land that remains after applying the separation buffers . The gross area of the remaining land is approximately 34 acres. NOT TO SC ALE Data Source: City of Wheat Ridge Map created by La uren Mikulak, Planner 1. 10110/20 11 DISCLA!M ER NOTIC E This Is a pictorial representation of geographic and de mographic information . Reli ance upon the iiCCUfilcy, reliability and authority or this information is solely requestor's responsibility. The City of Wheat Ridge, in Jefferson Cou nty , Colorado-a polrtieal subdivision of the State of Colorad<>-has compUed for its use certain computerized Information. This information is avaiJabte to assist in identifying general areas of concern only. The compu1erized information provided should only be relied upon with corroboration of the methods, assumptions, and results by a quaifled independent scuce. The user of this information shall indermify and hold free the City of Wheat Ridge from any and aU liabilities, damages, la wsuits, and causes of action that result as a consequence of his reliance on information provided herein . .;i ,.... ~-··-·) n i! ' : i"l ! i i ! •-·-··-' .,· ~ • ..1 I i i ·----. : i i . i L, ........ ! r·-··1 P:. ;_ __ _; L-_i i ~-·- ,-.. -i . ..--t......... ...-• ..rr··-~ ! .-1-·-··-·---·-~ i i'1 .) ·-··-··.,. ---~~-··-l .. -. 4:\~:::a.-i==~'· i .J; ___ __. • ~ i :..·-··-··---..... ·-··-·-: -..-, 1 'i. • ! ! ! i i i ,._ .. _.l i ~ ! '--··, r-··-··---··-··-··-··r r·-··-··-··-··-··-··-··-··-··-··-··-··, i ; . .:> ! i .i I j / • ' L.·-·-·-··J \".-· ! i r 1 ·--: ! I i : t . : ! I I I ! i : · :-·1 ,..! '-··-··-··-·-..: '-·---··-·--··-·-~ _.,_... ··-··-' K. Remaining Industrially-zoned Land ~ ~ ~ ... ~ _ " City o f • :rwheatRi_dge -I I I • ··~ ··-.. -··~ i ~·-~ i j : I l' .. l ,..: ----·-··-·-··.....1 :...,'\.... --··-' J. Separation Buffers & Industrial Zoning L. Aerial with Remaining Industrially-zoned Land I. ..... _ City of • JP"WheatRi_dge ITEM NO:~ DATE: Oclober 24, 2011 REQUEST FOR CITY COUNCIL ACTION TITLE: RESOLUTION NO. 42-2011 -A RESOLUTION APPROVING A FINAL PLAT WITH RIGHT-OF-WAY DEDICATIONS ON PROPERTY ZONED PLANNED CO~ERCIAL DEVELOPMENT LOCATED AT 7495 WEST 29TH AVENUE (CASE NO. MS-11-03/MCPN) ~ PUBLIC HEARING D BIDS/MOTIONS ~ RESOLUTIONS ISSUE: D ORDINANCES FOR 1ST READING 0 ORDINANCES FOR 2ND READING ~ YES ")NO I j ~(J City Manager The applicant i s requesting approval of a final pial on property zoned Planned Commercial Development (PCD) located at 7495 W. 29th Avenue. Because the plat approval includes right-of-way dedications, Planning Commission will be giving a recommendation to City Council for final action. The Planning Commission public hearing is set for October 20. PRIOR ACTION: The property was rezoned from R-2 to Planned Commercial Developmenl purs uant to Case No. WZ-05-10. The approved ODP document was heavily conditioned with items pertaining to use areas and maintenance of the then exis ting s tructures . A s ubsequent Specific ODP for cons truction of a res taurant, retail and office was approved pursuant to Case No. WZ-08-0 1 but was never built. Case No. MS-11-03 October 24, 2011 Page 2 In 2011, an amended Specific ODP was approved to allow construction of an approximately 46,000 square-foot medical clinic. The intent of this application i s to prepare the property for development. Planning Commission will be reviewing this request at a public hearing held on October 20, 2011. Their recommendation will be provided at the City council hearing on October 24, 2011. FINANCIAL IMPACT: One-time fees in the amount of $2250 for the subdivision plat were s ubmitted with the application. BACKGROUND: The property is comprised of 4.6 acres of land area and has street frontages on three sides: W . 291h Avenue on the south, Wadsworth Blvd. on the west and the interior curve of the intersection of W. 30th A venue and Webster at the northeast corner of the property. An unbuilt half width of right-of-way for W. 30th Avenue abuts the property on the north. The site is currently vacant with the exception of a water well pump house and parking lot. About four dozen mature trees are scattered throughout the site; there are numerous species in varying conditions of health. A fence and landscape buffer separates the property from the residential neighborhood to the east. The property is surrounded by a variety of land uses. To the north and east are residential neighborhoods zoned R-IA and R -2 . Immediately to the south is property owned by the City of Wheat Ridge; it is zoned R -2 but includes City Hall , the Police Department, and Hayward Park. To the west across Wadsworth is the Olinger Crown Hill Mortuary and Cemetery in unincorporated Jefferson County. The applicant ha s s ubmitted a one-page plat document in anticipation of development of the site. Right-of-way dedications occur for both Wadsworth (20') and West 29lh Avenue (varying from 19 ' to 6' for the eastern portion of the street). A piece of right-of-way measuring 25' x 70.42' is being dedicated for the 30th Avenue/Webster intersection interior curve. A 30' right-of-way re servation is occurring for the future widening of Wadsworth. A 10' wide easement for detached sidewalk is also being dedicated by thi s document. Construction of the sidewalk will occur with the permit for the medical building. A 25 ' wide access easement is shown extending from the curb cut on the north end of Wadsworth through the site south to 29th A venue. To ensure free movement through all drive aisles and parking areas , Staff i s recommending the City's standard blanket cross access language be included, in lieu of a 25' wide specific easement for the fire district. A drainage easement occurs in the so utheast corner of the site to accommodate the stormwater detention/water quality pond. Case No. MS-11-03 October 24, 20 ll Page 3 The application has been through a standard City and outside agency referral process. No issues of concern have been raised. The Planning Commission staff report is attached for additional background on this application. RECOMMENDED MOTION: "I move to approve Resolution No. 42-2011, a resolution approving a final subdivision plat on property zoned Planned Commercial Development located at 7495 West 29°1 Avenue (Case No. MS-11-03/MCPN), for the foUowing reasons: 1. All requirements of Article IV of the zoning and development code have been met. 2. It wHl accommodate the new development scenario for the property. With the following conditions: 1. A Subdivision Improvements Agreement with financial guarantees wiJl be required at the time of plat recording. 2 . The 25' wide emergency access easement through the site be eliminated and replaced with a blanket cross access easement." Or, "I move to pos tpone indefinitely Resolution No. 42-2011, a resolution approving a final subdivision plat on property zoned Planned Commercial Development located at 7495 West 291h A venue (Case No. MS-11-03/MCPN), for the following rea sons: " REPORT PREPARED BY: Meredith Reckert, Senior Planner Kenneth Johnstone, Community Development Director ATTACHMENTS: l. Resolution No. 42-2011 2. Planning Commission s taff report with exhibits CITY OF WHEAT RIDGE, COLORADO Resolution No. 42 Series 2011 TITLE: A RESOLUTION APPROVING A FINAL PLAT WITH RIGHT-OF-WAY DEDICATIONS ON PROPERTY ZONED PLANNED COMMERCIAL DEVELOPMENT LOCATED AT 7495 WEST 29TH AVENUE (CASE NO. MS-11-03) WHEREAS , Chapter 26 , Article IV of the Wheat Ridge Code of Laws establishes the procedures for the City's review and approval of requests to subdivide and plat land ; and WHEREAS, an application has been approved for a Planned Commercial Development titled MCPN pursuant to Case No . WZ-11-04 ; and WHEREAS, the proposed plat will accommodate the new development scenario for the property; and , WHEREAS, the proposed subdivision plat was referred out to all necessary internal and external referral agencies ; and , WHEREAS, the plat will be reviewed by the Planning Commission at a public hearing on October 20, 2011. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Wheat Ridge, Colorado, as follows THE FINAL PLAT KNOWN AS MCPN WHEAT RIDGE IS HEREBY APPROVED, FOR THE FOLLOWING REASONS : 1. All requirements of Article IV of the zoning and development code have been met. 2. It will facilitate the new development scenario for the property. With the following conditions : 1. A Subdivision Improvements Agreement with financial guarantees will be required at the time of plat recording. 2 . The 25 ' wide emergency access easement through the site be eliminated and replaced with a blanket cross access easement. DONE AND RESOLVED by the City Council this 241h day of Octobe r, 2011 . ATIEST: Michael Snow, City Clerk By: ________________________ _ Jerry DiTullio , Mayor Attachment 1 ~ . .. "" ", Uty of ~Wheat&_dge ~OMMUNITY 0EVELOPM[NT CITY OF \HIEAT RIDGE C0\1l\lt i'41TV DEVELOP\lENT STAFF REPORT TO: Planning Commt'il.ton DATE OF MEETING: ('ASl~ NO. & NAME: ACTION REQUESTED: LOCATION OF REQUEST: APPROXIMATE AREA : PRESENT ZONING: COMPREHENSIVE PLAN: ENTER INTO RECORD: COM PR EIIENSIV E PLAN ZON IN G O RDINAN CE Plannang Commi,-.wn MS II 01/MCPN/JFHSC CASE MANAGER: M. Rt:~o:kcn October 20. 20 I I MS II 03/Mctro Community PrO\ idcro., Network <MCPN)/Jcffco Family Health Scnu.:co., Clinic (JrHSCl Approval of a final plat v.ith righl-ot'-waj Jctltc.:atton'> 7495 W. 29'h A-.enuc 4 .6 acre-. Planned Commcn.:ial Development (PCD) Neighborh ood Buller Area CASE FILE & PACKET MA IT:RIALS DlG ITA L PRESENTA TIOI\. Attachment 2 \II nntilicatinn and po-.ting rcqutremcnt-. haVL' hcen met; therefore. there • ._ JUrisdiction tn hear t hi' ca'c I. REQUEST rhc applicant is requesting approval of a final plat vv~th dcdicattun.., on ptopcrt) ;uneu Planned Commercial Development (PCO) locatetl at 7495 W. 2lJ 111 Avenue. Because the plat approva l inc ludes rigltt-ol way tledication'>, Plannm g Commi.....,ton wtll he prmiding a recommendation to City Council. 1 Exltthit I. i\p1ltGml rcque'>tl II. EXISTING CONDITIONS/PROPERTY HISTORY The property in question i'> 10ned Planned Commercial Development It i.., compmetl of -l.6 a~.:res of land area and ha.., ..,LreeL frontage.., on three ..,tdes: W . 2lJ'11 Avenue on the -.outh, Wau-.worth Blvd. on the 'vVe'>t and the interior curve of the inter:-.cctton of W . 301h A' enuc anti Wt:bstcr at the no rtheast corner of the property. An unbuilt halfwtdth of right-of way for W 301h ,\venue ahut.., the proper!) nn the north. The '>ite i.., wrrently vacant \vith the exception of a water well pump hou-.e and parking lot. About lour dcvcn mature tree.., arc -.cattercd throughout the ... itc: there arc numcrou.., '>pccie.., in varying condition.., nf health. A fence and lancbcapc huiTcr -.cpara tes the property from the re .... idential neighborhood to the ea<.t. The propetiy \.vas retoned from R-2 to Planned Commercial Development pur'>Uant tn Ca..,e No. WZ- 05-1 0. The approved ODP Jocumcnt ''a'> heavily conditioned'' ith item-., pertaining to u-.c area-. anti maintenance or the then exi..,ting <.;tructure-.,. A !--Ltb..,equent Specific ODP lor c.:nn'>lntcLton of a restaurant. rctatl and office wa'> approved pur .... uant to Ca'>c No. W L-08-0 I hut wa., ne\ er butlt. In 20 II, an amended Speci tic ODP wa.., approved to allov\ construction or an appro:wnate 46,000 square foot medical clinic. 1 l:xhihtt 2. approvcJ ODPJ Adjacenlwning and land use The property is ... urrounded by a variety or land U'>e!-.. To the north and ea'>t arc rc.,idcntial ncighhorhood., ;oned R-1 A and R 2. Immediately to th e '>Oll th i'> property owned hy the C'ity of Wheat Ridge; it i'> Loned R -2 hut include., City llall , the Po l ice Department, and Hayward Park. To the wes t aero'>!-. Wadsworth is the Olinger Crown Hill Mortuary and Cemetery; this property i'> ou tside of th e hounclary of the City or Wheat Ridge in unincorporated Jcffer'>on Cou nty. Ill. PROPOSED PLAT DOCUMENT fhc applicalll ha.., -;ubmitted a one page plat document in an ticipation of development or the site. tExhthit J. rial Ulll'Uillent) Right of way dedications occur for both Wadsworth (20') and We~t2lJ 1 h Avenue (varytng from 19· to 6' for the Ca'>tcm portion or the \treet). A piece of right-o f-Wa} mea. .... unng 25' \ 70.42' i-. bclllg dedicated for the 301h Avenue/Web-.tcr tnter'>ection tnlcrior curve. Plann1ng Comm l-.'ton Wi I I Ol/~tCPN/JFIISC 2 A 30' right-of-way re~cnation t'> occurring for the future w u.lclllng or Watbworth. A I()' ca-.ement for detached sidewalk i~ alc.,o hcing dedicated hy thi-. document. Con-.Lrucllon or the -.i dC\\i.llk w!IJ occur with the permit for the medical huilding. i\ 25' wide accesc., easemcm wil l extend from the curb c ut on the north end of Wads~orth through th e '-.ite <;outh to 29th Avenue which will accommodate the primary drive able through the ~itc . It ha!-. been in dicated that Wheat Ridge Fire Protection District need!-. a modification to the alignmen t 'ihown and this '"'ill be made a condition or approva l for th e recommended motion. To cn-,ure free tnO\cmcnt through all drive ai sle!-. and parking area~. Staff i s recomme nding the C ity"-. -.tandan.J hlankct cro-.!-. access l angua ge be included, in lieu of a 25 ' w id e spec tfic casement. A drainage casement occ u rs in th e '-.OU th eas t corner o f the -.ite to accommot.late the -.tormwater detentio n/water quality pond. Requirement for Public Improvements When a '>Ubdivision i s <;ubmitted to th e c ity for review and approval, one of the as:<cs-;me nt "i that occur by the Publi c W o r h D epa rtment is whether th e •Meets ab utting th e proposed suhdivis to n meet th e c ity standar ds for w idth and whe ther th e con-.truc tion o f public improvements w ill be required. For ne~ \Ubd i v i !-.iOn!'., if Public Works conc lude" that the public tmprovemcn ts -.hou ld he tll!-.talled now, a 'ubdi v i -.ion improveme nt ag ree men t w ith a letter or credit for 12Yir of the co~t of the improvements i !'. reqUired, as well a~ civ il design document!-. detailing the const ru c ti On. Con-.truc ti on ol th e public improvements would occur pnor to the l ots be in g developed. rr it i.., determined that public improvements arc not suitahk: for co n-.truction at thi' time. a development agreement w it h an c~crow or fun d!-. for cos t of th e improvcmenh i s required for future in sta llation. lf \Lreet cnnc..tru ction d oc\ not occur wi thi n ten yea r ". 1h c rund'> arc rc l ea-;cd hack to the property owner. Another op tion w hen future development i'i -.omew hat spec ul ative i '> th e exec ution or a development covenan l. Thi-; is a document w hi ch i s recorded r eq uiring th e future owne r to build public improvement'> at the time of property development but l"inancial guar antees arc not r eq uired . In thi ' situation, an S LA i ' heing required w ith finan c ial guar antee being pro.,ided hy the developer/owner. IV. AGENCY REFERRALS All affected serv i ce agencies we re con tac ted re garding th e ability to !'.erve the property. T he deve loper w ill be res po nsible for any neede d upgrad es to accommodate the proposed de ve l opment. Spee i lie re ferral responses fo llow. Consolidated Mutual Water: Ca n !'.erve th e prope rty w ith nee ded impro ve ment!'. at the developer', expe nse. Xccl Energy: Can se rve . Their c..tandard ea'>cmc nt lan gua ge ha -; heen inc luded in th e "gener al note<' \ection of Lhe document. Wheat Ridge Sanitation District: Ca n 'lc r ve the property by an 8" <;ewer ma.i n in W . 29'h Avenue. Line upg r ade s and new tap s w ill be th e respons ibility of the developer. Plann1ng Comm •~~t on MS -JJ .()l/MCPN/JJ ·JI SC Wheat Ridge Fire: C'an .,crve. Wheat Ridge Puhlic Works: ~ug!!e.,ted hmguage rcgan.lin g the 30' rigln-of-\\ av dedication for Wad.,worth and detention ca ... ement language ha.., been included under "general note,·· V. STAFF CONCLUSIONS AND RE('O\IIMENDATION Staff ha'i concluded thalthc ~ubdivi,ion meet.., th e requirements of Art 1cle I V ol the ;on1ng and development code. St all further cont:l udes that the propn'>ed plat wil l accommodatc the m:w dcvelopmcnl '>CCilario fur the proper!). h>l thc'e I'Cil\011'>, a n:commcmlatiOil of Approva l j.., gi\Cil for Ca ... e No. MS I I 03. VI. SUGGESTED MOTIONS: Option A: '·[ move to recommend APPROVAL of Case No. YtS --11 -0.1. a reque'>i for approval of a lin at plat for property located at 7495 Wc..,t 29 111 A venue. for the following reason~: I. All reqUirement'> of Art1cle JC of th e tnntng and dc,elopmcnt code h<l\e been mel. 2. It wi ll accommodate the new development ..,cenano lor the property. With the fo llowing condition<,: I. A Subdivision Jmrrovemenh Agreement wit h fin ancia l guarantee-; wi ll he required at 1he time of rial recording. 2. rhc 25' wide emergency acccs' ca.,cmcnt through the <.itc be clinunatcd and rep la ced with a blanket c1w;.., accc..,... ca-;emcnt. J. The City''> standa rd language for b lan ket CI'O''i'> accc-..., be added." Option B: ··1 mov-e to recommend DENIAl, or C<he No. MS--1 I-OJ. u rcque..,t for approval or a final plat for property locatcu at 7495 West 29th A\cnuc. lor the following rc<Nln'>: I. 2." Plann1n g Comnll\'>11111 MS II OVi\ICPNIJf•IISC 4 August 18 , 2011 ENGINEERS z SURVEYORS n City of Wheat Ridge Development and Zoning Attn : Meredith Reckert 7500 W 29th Ave Wheat Ridge , CO 80033 Re: MCPN Minor Subdivision 7495 West 29 1h Ave, Wheat Ridge CO Ms. Reckert: On behalf of Metro Community Provider Network (MCPN), R&R Eng ineers-SuNeyors, Inc. is pleased to submit this Minor Subdivision application . The subject site , 7495 W 29th Ave , is a vacant 4 .6 acre parcel located at the northeast corner of 29th Ave and Wadsworth Blvd. The site is being platted to support development of an approximately 48 ,000. square foot health services clinic. Access to the site will be provided by a full movement acc ess on 291h Ave, and a three quarter movement on Wadsworth Blvd . Per City and COOT request, 0.445 acres of Right-of-Way are proposed to b~ dedicated by this plat. An additional 30 foot width Right -of-Way Reservation is provided along Wadsworth Blvd for future COOT purchase for Wadsworth widening . An Outline Development Plan is current processing through City review for the proposed development. If you should have any questions regarding this request, please do not hesitate to contact me directly at the number listed below. We look forward to working with you . Sincerely , David Meyer R&R Engineers-SuNeyors , Inc. 7 10 W. COLF AX AVE NUE DE NVER. CO LORADO 602 04 EXHIBIT 1 ! • ' i t ~ j J r: I ~ I !i ~ 1 ~ i • ililll i ~ d ,i~i " 1HH ;j is I • 8 s ~~ I 1 I I lt •ilo"Y 14 1/.l1 tl.Y ,. ---I .. ,, ... , .,,.. ::1-r-: :...;.'tj ~ F--;---------r ~----i·~Lt.! ------,,, ' ·! ''''Z' -1 I I I I I • f i r -J ! l ,I § j J' i J[l .~ . ~ ; j I 1/ t--:. ... I I I I· I 0 ,. I, I , I I ,· t l S•· •I ~I 1' I! I ( .. ' I , If ;--, ' p II t!_-I I i . : iJ (~.. ~ , ! '1lr, Ill i . II!": ti ~ I · i t ~, \ 1 • ~ i ~---~r~ h \ I •.'• I ,Ill..! ~ i! . : " ~,.i Jrj _L_ , I • ~ : i / (I ill: I ' li 1° I .... i l!l ! tJ ~ : • I • I I 1 .. !, ~ I < .. ~.f ,. !f 1'1'! .... • n I ~: le • ~~~ 1 l ,! I· .. u ,i ·~ J II It ~ j h :! • I ll I n I It , If ' .-'I . ' t •. li jl n Ill I f < ~ li I I l ~ II; ~ ! ~ I·• ld! II MCPN WHEAT RIDGE ! ! _______ j -----, ! ! ! -·---~· -OIIIC ___ DI' ___ =:.:,: ~.,.:',:"~;.: :="ao., ~' ~~·:g:::r;:~ ... __ ....... _ .:. ..... -...--.-~ ... _...,....,.._ ... ::_IIIDI . ....,... ___ .or_....._,,s..,.l'fn 110"4..,.._rlil mooe-··""'~""' .... _.._,_ru,.,,.,.~-ooo t.H~o ~:;-··--uO:.:.~ .. -__ ... _...., ... """'"-... _it-. _,,!!!?:'."'fl'..;..~·-~--- . ----·~· ............. .o.l-~---"' .. -~~ .. cuw .. u-~·CUIII-0)----..,,""'..,"" I__.,.,...,.. ...... , .. ______ ., __ , ·~-r-#'O..,LOO-.tHn"~~••-.-:Jo-•-wN -......-----~~---. "1-M-.-.."--...,.~-or-~ ............ _tetu·~··-.. -----I'Oif'!-1 =t."::!'..:~-~.=~·~..:,~.~~~~~~~~...: ....... "'1:-01 .._ ...._ olJ,ILOII W"" --fa..-•U -1ottf0ok, _...,.._.,. ..... --.. A t"-(.OOOo __ ,_U\Il'tJ" ......... WO.._.,l» .. O .. ~ .. ':'0::.:""'-~~":'.:.:--..:...""::.·.:--····-·"'~ .. ,..,._"_,._., .• ._•o•~-·-"•..._,_ ... ,"""" __ ... ,_ ....... __ .. __ ~-~-... -----... ........ -... ~-·-oc-.... -~ ..... -----· ·::.·~:..=.......-.=:t.r-""'"'~:"'.!! ... ~::.: .. ~~"' M'&~~ ..... -.... ... N--r:~w-·-oowutoe~r _,._I -·""'-IM ::.::.-~~.:-~-....... -:="' .. "!.'::""~~~ ~ .... , __ ""* __ _ ~ ' ... "' ~ " City of JP'WheatRl._dge ITEM NO:~ DATE: October 24,2011 REQUEST FOR CITY COUNCIL ACTION TITLE: MOTION TO ACCEPT THE 2010 COMPREHENSIVE ANNUAL FINANCIAL REPORT (CAFR) D PUBLIC HEARlNG ~ BIDS/MOTIONS D RESOLUTIONS QUASI-JUDICIAL: EXECUTIVE SUMMARY: D ORDINANCES FOR 1ST READING 0 ORDINANCES FOR 2ND READING D YES ~ NO JJa~&&Jdd~ City Manager Section 10.15 of the Municipal Charter for the City of Wheat Ridge requires that an independent audit be performed annually of all City accounts. The CPA firm of Swanhorst & Company, LLC performed the audit of the City's fmancial statements for the year ended December 31 , 2010. A representative from Swanhorst & Company will be at the October 24, 2011 City Council meeting to present the 20 I 0 CAFR to City Council for acceptance. As is reported in the attached management Jetter from Swanhorst & Company, the following conclusions were reached from the audit: 1. "We noted no transactions entered into by the City during the year that were both significant and unusual, and of which, under professional standards, we are required to inform you, or transactions for whkh there is a lack of authoritative guidance or consensus ." 2. "We evaluated the key factors and assumptions used to develop the estimates in determining that they are reasonable in relation to the financial statements taken as a whole." 3. "We provided management with a schedule of audit adjustments. Management has determined that a significant adjustment to the Wheat Ridge Urban Renewal Authority's accounts records be made to report the land held for resale at estimated market value. Council Action Form October 24, 2011 Page 2 Because it is held for resale, it must be reported at market value, which will require the City to continuously evaluate the carrying of the property. 4. "We are pleased to report that no such disagreements [with management] arose during the course of the audit." 5 . "We encountered no significant difficulties while performing our audit." ISSUE: For the year ended December 31,2010, the auditors have made the following recommendations: 1. Subsidiary Accounting Systems-"including the Recreation Center, building permits and sales tax and the general l edger system. Because of the risk of error or fraud, we continue to recommend that the City reconcile subsidiary systems, and resolve any differences in a timely manner." 2. Investment Custodial Risk -"The City continues to utili ze various brokers to purchase and hold U.S. Agency securities. We have discussed this arrangement with management. However, we are not aware that the City bas made a final decision about moving these investments to a third party trustee." The City Treasurer has moved all City securities to First Bank as of August 2011. 3. Compensated Absences-"The City's liability for unused employee vacation time is currently over $1 rnjllion. We again recommend that the City evaluate policies in pl ace to determine if they are reasonable." The 2012 budget includes $50,000 for a PTO cash out program which will help reduce this existing liability. Because the program has not beenfundedfor several years, management expects that it will take several yea rs for the City to correct this liability so long as the PTO cash out program is funded. 4. Supplemental Budgets-"The City Council frequently approves supplemental budget appropriations. However, the resolutions do not clearly state the resources to be used. For the year ended December 31, 2010, the Conservation Trust Fund expenditures approved in the supplemental budget appropriation exceeded the budget resources available. We recommend that future resolutions document whether unexpected revenues or fund balance became available for the additional expenditures, or whether the original fund balance will be used." 5. Certificates of Deposit -"The City has purchased certificates of deposit at banks not certified under the Public Depos it Protection Act (PDPA). In addition, several certificates of deposit were purchased by brokers rather than directly from banks. In thjs in s tance, it i s ilifficult to know if the certificates of deposit are covered by FDIC insurance. We recommend that the City follow State statutes, which only allow deposits in banks certified under PDP A. In addition, the City s hould be available to verify its deposits directly with each bank to ensure that FDIC in s urance is in p!ace." Council Action Form October 24, 20 L l Page 3 6 . New Accounting Standards-"For th e year ended December 31, 201 L, the City will be required to adopt new accounting standards that require additional classifications of fund balance to be reported in the financial s tatements. These classifications include the City Council's commitments established by formal action. In addition, reporting s pecial revenue funds will not be allowed unless their revenues derive from restricted or committed sources. This may require the City to di scontinue usi ng certain funds, s uch as the Municipal Court, Richard s Hart Estate, and Equipment Replacement Funds." On October 10, 2011, City Council approved the closure of the Ric hards Hart Estate Fund effective December 31, 2011. PRIOR ACTION: None BACKGROUND: None FINANCIAL IMPACT: The contract for audit services with Swanhors t & Company, LLC is for an amount not to exceed $2 1,5 00 which was budgeted as part of the 2011 bud get. RECOMMENDED MOTION: "I move to accept the 2010 Comprehensive Annual Financial Report from Swanhorst & Company, LLC." Or, "I move to pos tpone inde finitely the acce ptance of the 2010 Comprehensive Annual Financial R e port from Swanhorst & Company, LLC for th e following reaso n(s) " REPORT PREPARED AND REVIEWED BY: Linda Stengel, Accounting Supe rvis or Heather Geyer, Administrative Services Director Patrick Goff, City M a nager ATTACHMENTS: 1. 2010 CAFR • ~,. City of ?WheatRi_dge ITEM NO: 5. DATE: October 24, 2011 REQUEST FOR CITY COUNCIL ACTION TITLE: RESOLUTION NO. 46-2011 -A RESOLUTION ADOPTING A REVISED CITY PURCHASING POLICY AND RESCINDING ALL PRIOR RESOLUTIONS IN CONFLICT THEREWITH 0 PUBLIC HEARING D BIDS/MOTIONS ~ RESOLUTIONS D ORDINANCES FOR 1ST READING 0 ORDINANCES FOR 2 ND READING QUASI-JUDICIAL: D YES ~ NO O&w.Yt~ City Manager ISSUE: There are three amendments to the City purchasing policy recommended for City Council approval: 1. Increase the purchasing card single transaction limit from $1 ,000 to $3,000 2. Revise the purchasing signature approval levels to the following: a. Department Designee: Up to $4,999 b. Department Director: $5 ,000 -$14 ,999 c. City Manager: $15,000-$34,999 d. City Council: $35,000 & greater 3. Revise the purchasing acquisition limits for goods to the following: a. Informal quotes for goods $3,001 -$25 ,000 b. Formal bids for goods $25 ,001 and up The following policy amendments are recommended in an effort to improve the City 's responsiveness to both internal and external customers and to increase efficiencies in staff, with the overall goal of making the City more business-friendly with City purchasing practices. The recommended policy changes are aligned with the efforts the City has been making to create a V :\Fo nns\CA Fte m p late Council Action Form October 2 4 , 2011 Page 2 least restrictive environment in City purchasing practices. Additionally, the policy changes would streamline the purchasing and accounting processes for the purchase and payment of goods and services in the following ways: • lncrease the revenue share in the purchasing card program. • Reduce the number of purchase orders processed. • Provide quicker payment to vendors. • Use less paper, a positive effort to go "green". • Increase the speed at which vendor payments can be processed. • Eliminate redundancy in approval processes. • Allow time for staff to evaluate new best practices such as environmentally preferable purchasing (EPP). • Assist staff in maintaining our current staffing level of 1.5 FTEs in the purchasing program. Overall, the City purchasing policy provides direction on how appropriated funds (funds approved by City Council in the annual operating budget) are procured. PRIOR ACTION: City Council provided consensus to staff at the Monday, October 17, 2011 Study Session to bring the items forward to the October 24, 2011 Council meeting. FINANCIAL IMPACT: The three recommended policy amendments are expected to have a positive financial impact on City procurement services. BACKGROUND: City Council provided staff with consensus on the following three policy amendments at the October 17 , 2011 City Council Study Session. Consensus was provided on amendment #2 with the addition of staff providing a monthly report to City Council with detail on monthly ex pend i tures. Table I, Attachment 1, provides a breakdown of the City's current purchasing acquisition approval limits in the categories of goods, services, construction and the purchasing card. Limits are outlined in the categories of discretionary (small dollar), informal quotes, formal bids, and formal proposals. Each proposed recommendation is outlined below and on Table 2 in Attachment 2. Amendment#!: Increase Purchasing Card Limit from $1,000 to $3,000 Currently, the purchasing card program has a single transaction limit of $1,000 and staff recommends the City increase this limit to $3 ,000. The current limit has been in place since 2002. This program was established in 1997 for discretionary purchases as shown in Table 1, Attachment 2. An example of a discretionary purchase is office supplies. Until 2001, the program was extremely under-utilized. All processes were manual and there was not a rebate Council Action Form October 24 , 2011 Page 3 incentive program. Therefore, purchasing cards were used infrequently and the program never grew. In 200 I, the Purchasing & Contracting Division focused on ways to develop the program based on industry best practices expanding the use of the purchasing card in the following ways: • Audit and fraud controls put into place including monthly and annual audit • On-line monthly reconciliation for staff and training • Staff required to use purchasing cards for purchases up to $1 ,000 • Implemented the revenue share (rebate) program • Implemented a dedicated accounts payable payment card • Process utility payments • Created eight host (virtual) card accounts • Managed the number of cardholders (total 140 today) to utilize revenue share program while maintaining appropriate audit/internal controls • Currently implementing Control AP which is a streamline process to pay more invoice s with the VISA card in lieu of a check • Created Emergency Homeland Security cards for emergency preparedness response Based on current approval limits , purchases for goods above $1,000 cannot be made using a purchasing card which has created a great limitation/inefficiency in the prog ram. T he impact of the inefficiency is directly seen by accounts payable having to process requi sitions and cut checks for these small dollar amounts. Increasing the purchasing card Limit will allow the City to further participate and realize rebates through the revenue program . The City is in the 51h year of the rebate program and continues to see successful results from this program. The first year of the program the City received over $9,000. In 2010, the total amount back to the City was over $13 ,000 and I expect this number to increase by year end 2011 . The program has proven to be effective even in di fficult economic time s because the City increases rebate dollars by utili z ing purchasing cards for small dollar transactions that have historically involved processing and cutting checks for amounts up to $1 ,000. Increasing the limit to $3 ,000 will allow the City to expand the rebate program and eliminate the inefficiency cre ated by the current limit. Additionally, transactions for services are a small percentage of the purchasing card program and generally include subscriptions, memberships, registration, etc. This is an area with potential growth in the rebate program for use such as professional services, consulting, and attorney services. We expect to continue to see an increased demand by vendors to proces s payments via a purchasing card or ACH transaction. We have not used the purchasing card for construction payments due to the limits, the way partial payments are currently processed in ADG and the need to encumber fund s . However, it is a viable method of payment which should be considered and utilized where applicable. These would be larger dollar amounts and is definitely a way to process payments efficiently, and again, increase the revenue s hare. In summary , the fir st recommended amendment is to increase the purchasing card single tran saction limit from $1,000 to $3 ,000. Co uncil Action Form October 24 , 201 1 Page4 Amendment #2: Signature Approval Levels As outlined in Table 1, Attachment 2, the current signature approval levels for goods, services , and construction in the amount of$15,000 require City Council approval (see Attachment 3). Prior to June 08 , 2009, the C ity Cmmcil signature approval limit was $25,000 and greater. Included with this memorandum is a summary of the purchasing limits used by participating agencies that are members of the Municipal Assembly of Procurement Officials (MAPO) (see Attachment 4). These limits vary by entity and the data includes information from special districts, school districts, and the state purchasing office. In an effort to manage the increased workload that the purchasing division has experienced and streamline our processes for both internal and external customers, staff is recommending the signature approval levels be changed to the following tiered structure reflected in Table 2, Attachment 2: • Department Designee: Up to $4,999 • Department Director: $5 ,000-$14,999 • City Manager: $15 ,000 -$34,999 • City Counci l : $35,000 & greater Amendment #3: Purchasing Acquisition Limits for Goods In 2011, the Purchasing Division has processed 41 bids/proposals to date and managed 29 multi- year contracts. This is an increase from 20 10 . As the City moves forward with funding brick and mortar projects there is an impact to the Purchasing Division's workload because these projects require a forma l bid process that provides fair and open competition. More specifically, the time it takes to prepare bid documents, addendums, CAFs, POs and Agreements, conduct bid openings, demos, on-site visits , and pre-bid meetings , evaluate bids, check references, advertise, debrief vendors , and obtain insurance documentation and follow up , could be utilized addressing other cost saving measures for the City. Overall , the City has also seen raw material prices increase with costs directly passed onto the consumer. Staff is recommending changing the acquisition approval limits for "Goods" only. This change coupled with the City's effort to further utili ze the purchasing card rebate program w ill allow the City to continue to obtain competitive pricing that results in cost savings to the City. The proposed amendment to p urchasing acquisition limits for goods includes the following revisions: • Increase the amount required for Informal quotes for goods from $3,000-$9,999 to $3,001 -$25,000 • Increase the amount required for Formal bids for goods from $10,000 and over to $25 ,001 and up Theses recommended amendments are in line with the signature approval levels that provide a check and balance . RECOMMENDATIONS: Stati recommends approval of the three purchasing policy amendments outlined above. Co uncil Action Fmm October 24, 20 11 Page 5 RECOMMENDED MOTION: "I move to approve Resolution No. 46-2011 -a resolution adopting a revised City Purchasing Policy and rescinding all prior resolutions in conflict therewith." Or, "I move to postpone indefinitely Resolution No. 46-2011 -a resolution adopting a revised City Purchasing policy and rescinding all prior resolutions in conflict therewith for the following reason( s) " REPORT PREPARED BY: Heather Geyer, Administrative Services Director Patrick Goff, City Manager ATTACHMENTS: 1. Resolution No. 46-2011 2. Tables 1 & 2, reflecting current policy and amendments 3. Excerpt of City Council Minutes 6/8/2009 4 . MAPO Member Purchasing Limits Survey 2011 CITY OF WHEAT RIDGE, COLORADO RESOLUTION NO. 46 Series of 2011 TITLE: A RESOLUTION ADOPTING A REVISED CITY PURCHASING POLICY AND RESCINDING ALL PRIOR RESOLUTIONS IN CONFLICT THEREWITH WHEREAS, it is the desire of the City to establish a uniform purchasing policy which conforms to open and competitive purchasing practices and obtains maximum value for City expenditures ; and WHEREAS , the establishment of such a policy will promote effiGient procurement of goods and services ; and WHEREAS , the Purchasing Division is responsible for implementing the purchasing policy as approved by City Council. It is also responsible for the preparation and implementation of administrative purchasing procedures contained in the Purchasing Manual ; and NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Wheat Ridge, Colorado , as follows: 1. All purchases by the City of goods and services shall be in accordance with the City's Purchasing Manual and shall be in accordance appropriations in the City's annual Budget or otherwise approved by City Council. 2 . Acquisition Limits shall consist of the following : a . Informal quotes will consist of three written quotes for procurement of Goods between $3 ,001 -$25,000 , for Services between $10,001 -$25,000 , and for Construction services between $25,001 - $50,001 . b . Formal Bids/Formal Proposals for goods and services in the amount of $25 ,001 and up requires a formal solicitation process that is fair and open , consisting of formal advertising , a public bid opening and receipt of sealed bids . c . Formal Bids/Formal Proposals for construction services in the amount of $50 ,001 and up requires formal advertising . d. Cooperative bid pricing on all goods and services may be used in lieu of sealed bidding by the City when such purchases are in the best interest of the City. 3 . Purchasing Card single transaction limit is $3 ,000 . 4 . Signature Approval Levels shall consist of the following : a . Department Designee : Up to $4 ,999 b . Department Director: $5,000 to $14 ,999 Attachment 1 c. City Manager: $15 ,000 to $34,999 d. City Council: $35 ,000 & greater 5. All prior resolutions concerning the City Purchasing Policy are hereby rescinded , it being the intention of the Council that the foregoing resolution shall be the only such resolution in force . 6 . This resolution is effective upon adoption. DONE AND RESOLVED this 24th day of October 2011. Jerry DiTullio , Mayor ATTEST: Michael D. Snow, City Clerk Table 1: Current Purchasing Guidelines for Acquisition Limits and Signature Approval Levels Discretionary Informal Formal Bids Formal Signature (small dollar) Quotes Proposals Approval Levels Goods Up to $3,000 $3,000 -$9,999 $10,000 and ove r N/A City Manager: Examples: • No PO needed • Must have three • Requires formal $15,000 and • Department choice written quotes advertising, public under computers, of vendor • Requires opening of bid machinery, • No quotes needed purchase • Require s purchase City Council: office supplies, • May pay with VISA requisition with requisition with $15,000 & if purchase is Director's Director's greater ammo under$1K approval approval PO Required • Requires City - Manager's and Council approvals if over $15K Services $3 ,000 -$9,999 $10,000 -$24 ,999 N/A $25 ,000 and over Examples: • Requires purchase • Must have three • Requires formal requisition with written quotes advertising and custodial, Director's approval • Requires public proposal engineers, . No PO needed if purchase opening architects, purchase is under requisition with • Requires installations, $3K Director's purchase • May pay with VISA approval requisition with licenses, if purchase is under • PO required Director's maintenance $1K • Requires City approval Manager's and • Requires City Council approval Manager's and if over $15K Council approval Construction Up to $24,999 $25,000 -$49 ,999 $50,000 and over N/A Examples: • Requires purchase • Must have three • Require s formal requisition with written quotes advertising and overlay and Director's approval • Requires public bid opening crack seal if over $3K purchase • Requires purchase projects, park • Requires City requisition with requisition with building Manager's and Director's Director's Council approval if approval approval improvements, over $15K • Requires City • Requires City sidewalks, M anage r's and Manager's and drainage Council approval Council approval projects Purchasing Up to $1,000 N/A N/A N/A Card • Cannot be associated with a PO based on current technology in ADG system Attachment 2 Table 2: Proposed Changes to the Purchasing Guidelines for Acquisition Limits and Signature Approval Levels Purchase Type Discretionary Informal Formal Purchasing Signature (small dollar) Quotes Bids/Formal Card Approval Proposals Levels Goods Up to $3,000 $3,001 -$25,001 and up Up to Department Examples: • No PO needed $25,000 • Requires formal $3,000 Designee: computers, • Department • Must have advertising, public single Up to choice of opening of bid $4,999 machinery, three transaction vendor written • Requires purchase office supplies, • No quotes quotes requisition with limit Department ammo needed Requires Director's approval -Director: • • May pay with purchase • Requires City $5,000- VISA if requisition Manager's $14,999 purchase is $3k • PO Required approvals or under City Services Up to $10,000 $10,001 -$25,001 and up Manager: Examples: • Requires $25,000 • Requires formal $15,000- custodial, purchase • Must have advertising and $34,999 engineers, requisition three written public proposal City Council: • No PO needed opening architects, quotes $35,000 & if purchase is • Requires • Requires purchase installations, $3k or under purchase requisition greater licenses, requisition • Requires PO maintenance • PO required Construction Up to $25,000 $25,001-$50,001 and up Examples: • Requires $50,000 • Requires formal overlay and purchase • Must have advertising and crack seal requisition three written public bid opening projects, park • Requires PO quotes • Requires purchase • Requires requisition building purchase • Requires PO improvements, requisition sidewalks, • Requires PO drainage projects CITY COUNCIL MINU1cS: June 08 , 2009 Page -3- 5 . Motion to adopt revised City Council Rules of Order and Procedure. Motion by Mrs. Sang to adopt the revised City Council Rules of Order and Procedure , Revised June 2009 ; seconded by Mr. Stites; carried 6-2 with Council Members Gokey and Womble voting No. 6 . Resolution 27-2009-approving an Intergovernmental Agreement between the Jefferson County Department of Health and Environment and the City of Wheat Ridge for coopera tive Mosquito Management Program in an amount not-to- exceed $8,432.00. Resolution 27-2009 was introdu ce d by Mrs. Langworthy. Motion by Mrs. Langworthy to approve Resolution 27 -2009; seconded by Mrs . Sang; carried 8-0. 7. Resolution 29-2009 -amending Resolution 02-2001 , and furth er amending Resolution 27-2002 , Purchasing Policy. Resolution 29-2009 was introduced by Mr. Stites. Motion by Mr. Stites to approve Resolution 29-2009; seconded by Mrs. Sang . Motion by Ms. Berry to amend the Resolution such that expense items already in the approved City Budget over $25 ,000 and all purchases over $15 ,000 not in budget require Council approval; seconded by Mrs. Langworthy; tied 4-4 with Council Members Berry, Adams, Rotola , Langworthy voting Yes and Council Members Sang, Gokey, Womble and Stites voting No ; Mayor DiTullio broke the tie against; Motion Failed 5-4. Original motion ca rried 5-3 with Council Members Rotola , Berry and Adams voting No. 8. Resolution 30-2009-adopting the third modification to the 38th Avenue Corridor Redevelopment Plan to suspend the TIF for the Cornerstone Project property. Resolution 30-2009 was introduced by Mr. Womble . Motion by Mr. Womble to approve Resolution 30-2009; seconded by Mrs. Sang; carried 8-0. Attachment 3 MAPO Purchasing Approval Limits Survey -2011 AGENCY Minimum 3 Quotes lnfonnal Quotes I Bids Fonnal (Written) Bids; Fonnal Proposals Procurement Cards, Field Approval Levels NAME Required Sealed Bids and/orRFP's Orders (FPO) and Other City of Arvada $2000 and up. When due to nature of When not informal (see When not informal Field Order Authorization Goods & Non-professional servs . <$15K: Dept. Dir. or Designee• good/serv. Dept. Dir. previous info under (see previous info Card (FOAC) tor <$2K Goods & Non-professional servs . $15K to <$SOK: City Mgr. or Designee· determines sealed bid is not Informal Quotes), and under Informal purchases (internal "card" Construction & Professional servs. to <$50K: Dept. Dir. or Designee• practical/ advantageous when (by precedent) Quotes), and when type sys. that replaces Goods. Non-professional & Professional servs., & Construction $50K & +: Council (no stated $threshold). Council approves (by precedent) field order forms.) Sole Source: <$15K approved by Purchasing Mgr. ($50K and up). Council approves No P-Card currently , but $15K & +approved by City Mgr. w/ Purch. Mgr. recommendation ($50K and up). it's an optional component Emergency Purchases: Per Ordin ance. to be approved by City Mgr. Not for Professional of our new Bank Servs. PO"s & mod's in Oracle sys. $50K & +: Purchasing Mgr. or designee. Servs. Contract w/ Bank One. • Approval delegation is supposed to be in written form. City of Aurora $5,000 $5000 • $25,000 $25,000 and over $25,000 and over Process handled by F1nance $25K to <$50K weekly report to City Manager before award issued Fax or phone (3 quotes) Fonnally advertised; Formally advertised; no $50K and above Council approval required with 2 week reconsideration at next Public opening. public opening meeting before award is Issued. No advertising City of Boulder $1000 • $1999 $2000-$4999 Written $5,000 $5,000 $1000-$4999 Purchasing , but depts can initiate & conclude purchase if policies Telephone followed. Purchasing checks to assure compliance with policies. City of B righton <$2500 Open Market $2,500-$25,000-Three $25,000 and over $25,000 and over Dept Director selects users. $2500-$10,000: Procurement Manager $10,000.01-$50K: City Manager Process handled by $50K and over: City Council PO required for all Finanoe. of$2,500+ City/County of $1 coo-$10,000 informal >$1 0,000; public notice >$10,000; public < $50, petty cash<$1 coo >$1 0,000; City Manager approval required. Broomfield bids, oral or written and City Manager notioe and City Purchasing card, check >$50,000; City Council approval required . approval Manager approval requests required .>$50,000; required. public notice and City >$50,000 ; public Council approval notice and City required . Manager approval required . C1ty/County of <$5000 Open Market $5001 -$24,999 $25,000 and over initiated by City Atty Dept head selects users. Staff Buyer: can approve up to $5000; up to $15,000 if three or more bids received. Denver (No Bid needed) at (Fonnat at Buyer discretion) (Form42) Process handled by Associate Buyer: can approve up to $1 0,000; up to $25,000 if three or mora bids $5001 Finance. received. Senior Buyer: can approve up to $25,000; up to $75,000 if three or mora bids ___ :., __ ., Purchasing Supervisor: can approve up to $50,000; up to $100,000 If fewer than three bids received; up to $250,000 if three or more bids received. Assistant oaJ,uty Manager: can approve up to $100,000; up to $250,000 if fewer than three bids received ; up to $499,999 if three or more bids received. Deputy Manager: has Unlimited Approval authorization . City of Durango $1 ,001.$10,000, $10,001-$50,000 , a Over $50,000 . Formal Over $50,000. Formal FPO up to and including Under $1,000-Dept. Director approves. $1 ,000 & up-Department Director and two to three written minimum of three written Contract Required. Contract Required. $1,000 . P-Cards up to Purchasing Agent approve. Any sole source over $5,000 must be approved by quotes required. quotes required . $1,000 per transaction , Purchasing Agent. Finance Director has final approval on all Purchase Orders and Specifications may Specifications must be $2,500 per month for most Direct Pay Requisitions (Blanket POs). be communicated communicated 10 writing . cardholders. Limits vary via phone, fax or Contracts for services under and are approved by Dept emai l. $25,000 may be signed by Head and Purchasing. Dept. Director, over $25,000 Purchasing has higher . . Attachment 4 RPvi~P.rl ?011 MAI-'U 1-'urcnasmg Approval Ltmtrs :>urvey-~U11 AGENCY Minimum 3 Quotes lnfonnal Quotes I Bids Formal (Written) Bids; Fonnai Propoaals Procurement Carda, Field Approval Leve'- NAME Required Sealed Bids and/or RFP's Orders (FPO) and Other City of $5000-$24,999 two De-centralized, $25,000 and over May not have forma l (Wells Fargo Visa) Most The City uses Oracle software with approval levels based on hierarchy. Al l purchases Englewood or more quotes on Departments can send ~Fund , $50,000 opening on RFP's Purchasing cards are set over $1 OK requi re City Manager's approval Council approval on amounts over company letlertlead request to purchasing for Enterprise Fund up with a $250 per $25,000 General fund/$50 ,000 Enterpnse fund (even if budgeted). Sole source quolesl proposals on any Construction bids are transaction limit and a requires j ustification. Capital equipment amount is $5000/over 1 year lite. Purchasing dollar amount. but usually advertised in Dar'Jy $5000 per cycle Rmit. reviews all purchases, however Accounting also creates "cash disbursement" type amounts over $5000. The Journal and Englewood Amount varies based on purchase orders that don't require Purchasing inteNention other than review. City posts bids/ quotes/ Herald. Department. Large proposals via BidNel purchasers $5,000/day & $25,000/month limit Mega- cards Purchasing $301</day-$751</month City of Fort $5000 and up, at $5000 -$60,000; at Buyer $60,000 and over $60,000 and over P-Card; $5000/ Purch Director has fina l approval if item/service Is from a bid or proposal. Sole Source Collins Buyer discretion discretion Transaction. Dollar items:-Up to $200K-Purchasing Director-$200K and over-City Councii."Mini- limit/Month & Number of o rders" (departmental purchase orders) up to $5000 are authorized internally by Transactions/Day set by departmental personnel (no Purch involvement) Account Manager. City of Grand $5000 to $10,000 $5000 to $10,000 $10.000 and over $10,000 and over P-Cards at all levels up to Employees with Supervisor approval up to $5000. Employees who have had Junction $2500 per purchase, Purchasing training can get quotes from $5000 to $10,000, but they have to be sent $1 0,000 per month . to Purchasing for a Purchasa Order. If over $10,000 it must be done by formal solicitation, whether by bid or proposal. Anything over $50,000 must go to City Council for IIPOfOY81 before the purchase can be made. C1ty of $2500-$25,000 min phone , fax. written or $25.000 and over $25,000 and over Pro Card Most lim1ted to Dept Head or designee approves informal quotesDept Head or designee, AND City Lakewood 2 quotes electronic professiona l services $500 Dept Heads may have Mgr or designee approves:-formal bids and proposals ($25K +) -non-competitive special approval All bids $50K +-capital improvement construction $500K + (al so needs City Council statements reviewed and approval)-unbudgeted purchases or funding changes $50K + (also needs City approved by managers Council approval) except Dept Heads City of $1000-$15,000 N/A $15.000 and over $15,000 and over $1000 limit per transaction. $1000 and below decentralized: end using dept. level. Purchasing Division approves Longmont Varying monthly limits, all contracts/PO's over the $1 000.00 decentralized limit There ts no governing body established by Department approval requirement Heads. City of Louisvile $2500 -$4999 3 $5000-$14,999 three $15,000 and over $15,000 and over <$5,000 -Dept Dir. & Fin. Dir.: S5K-$14,999 City Manager; $15,000 and over City telephone quotes written quote Council City of Loveland $5,000 $5000-$10,000 $30,000 $30,000 P-cards most to $1,000 Individuals as designated by De pt Head to $49,999 Department Heads as designated some have higher limits for by City Mgr to $250,000 City Manager to $499,999 as long as budgeted, if not emergencies FPO 's to budgeted it must go to Council City Council must sign all contracts above $500,000 $5 ,000, petty cash to $100 Professional services exduded from bid process Revised 2011 MAPO Purchasing Approval Limits Survey-2011 AGENCY Minimum 3 QuotH lnfonNI QuotH I Bids Fonnal (Written) Bids; Formal Proposals Procurement Carda, Field Approval L.evela NAIE Required Sealed Bids and/or RFP'a Orders (FPO) and Other City of $5000-$25,000.00 $5000 -$25,000.00 $25,000 00 and over $25,000.00 and over Pro cards Multiple limits -Bids/Proposals for engineering or ardlitlectural seMCeS are ptOVISionally Northglenn set by Dept Head ;Petty exempted from the formal bid process. CM approvai iD S25K. Abo\le $25K reqw e cash check to $250 Counal approval City of Thornton $10,000-$25,000; $2500-$10,000 minimum 2 $25, 000 and over, $25, 000 and over, Purchasing cards $2500 Approved by department supervisors and managers, with levels for each employee minimum 3 quotes, phone quotes formal formal per single transaction determined by Department Head or De puty City Manager. Contracts and Purchasing written . sign all purchase orders. No purchases taken to City Council. Expenditures approved through adoption of annual budget. and any amendments that modify City of $5000 and over $5001 -$30,000 $30,000 and over $30,000 and over P cards Most 1 K per $1K -$5K : Department Designee Westminster transaction 3K per month $5K -S 1 51<: D1vlsion Head Petty cash $200 month $1 5K -S30K: Division Head and Purchasing Office $30K -$501<: Department Head and Purchasing Ollice Over SSOK. City Council City of 1/1/heat $3000-$10,000 $1 o,ooo-25,000 for S1 0 ,000 and over for $25,000 and over for P-cards up to $1000 per Directors approve all purchase requisitions $3000 and over. Ridge minimum 3 written goods; $50,000 and services transaction Coundl approves all purchases $15,000 and over. quotes over for construction Purchasmg Agent signs all purchase orders, no dollar limrt. Town of Parker Over$5,000 $5,000 -$20,000 Over $20,000 Over $20,000 Varying transaction and Department director up to $50,000; Town Administrator ~n $50,000 and monthly limrts (determined $1 00,000; Town Council over $100,000. Orders over $1 ,000 are reVMIW8d and by department heads) approved by purchaSing and by IT when applicable. Adams County $5,000-$25,000 $5,000 -$25,000 $25,000 and over $25,000 and over P-Cards for purchases $10,000 and less: Department Head approval $2500 and less; $10,000 $10,000-$25,000. Department Head and Purchasing Manager approval per month $25,000 and over: County Administrator or Board approval Arapahoe $2,500.00 to $2,500.00 to $25,000.00 $25,000.00 and over $25,000.00 and over so to $2,500.00 SO to $4,999.00 Certified Purchasing Agents County $5,000.00 to $99,000.00 Purchasing Manager S1 00,000 00 to $250,000.00 Director of finance Over 250,000.00 The Board of County CommiSSioners Boulder County $2499-$14,999-Up to $24,999 $2 5K an d over $25K and over LPO under $2,4 99 $25K & over (purchases and contracts) require Board approval $15,000-$24,999 P-Card under $2,499 Waivers for $15K and over require Board approval written or faxed Purchases with quotes attached under $25K Purchasing approves !Jefferson $5000 and over No dollar limit Used when No dollar limit used No dollar limit. Used P-Gard:-Typtcal user limit PurchaSing Director:-Up to $25K-Includes execution of standard form vendor County phone or tax specs are straightforward when specs are complex when user needs to $2500 per transaction -oontracts for routine services-Unbmited S for consurnables and _,.Items If ("off-the-shelf item"), i.e . or project is labor-estabbsh qualifications Purchasing Staff: No S hmit previOUSly approved in budget vehicles, and/or if rush order intensive (Buyer of firms prior to price if all approvals in order-County Administrator:->$25K up to S50K (includes contract signature authonzation) (Buyer discretion) discretion). Public negotiations or Directors up to $25,000 if Board of County CommtSSlonet'S:->SSOK Works, Head Start & ISSU8IlCe of request for desi~Some specialty FAA proJeCts must be cost proposals. cards at higher limits - advertised. Restnctions set by each division. FPO's:- Used by divisions that operate on a 24-hour basis- Dollar limit up to $25,000 - Should use existing awards if available. Larirnar County $5,000 $5001 -$25,000 Ove r $25,000 Over $25,000 No Pro Card $5K -$25K requires Purchasing Director approval Over $25K requires Board approval MAPO Purchasing Approval Limits Survey-2011 AGENCY Minimum 3 Quotes lnfonnal Quotes I Bids Fonnal (Written) Bids; Fonnal Proposals Procurement Cards, Field Approval Levels NAME Required Sealed Bids and/or RFP's Orders (FPO) and Other Adams County $1,500-$5.000 Up to $5.000 unless for Over $5,000 unless for Over $5,000 unless for No program at this time The SupeJVisor of Purchasing shall summariaze all bids and forward to the budget School District except capital Capital Reserve Projects Capital Reserve Projects Capital Reserve manager for acceptance. In the case of a bid involving the capital Reserve Fund, No. 50 Reserve Fund or then over $7,500 then over $7,500 Projects then over Building Fund, or bids in excess of $7,500: Supe!Visor of Purchasing shall forward to Building Fund or $7,500 the Office of Business and Finance and Board of Education an award whenever an recommendation . All purchases for any non-budgeted single item unit which exceed opportunity exits to $10,000 shall be made only upon authorization and approval by the Board of obtain a lower bid . Education; this shall not apply to capital Reserve Fund expenditures. Cherry Creek $500 $500. $20,000 $20,000 and over $20,000 and over No Pro Card Over $20,000 requires Board approval Schools I Elected Officials: -No $ limit unless withheld by BCC during budget ap~oval process (includes authority to execute contracts) Denver Public $10,000 $10,000 $25,000 $25,000 P-card -$2500 (schools) Except for capital construction, the Board of Education sha.ll approve all Schools Contract release $1 o, 000 procurements that exceed $1 million and hereby delegates its authority to approve contracts and purchases of $1 million or less as follows: Superintendent & COO-procurements not to exceed $1 million Chief of Staff, Chief Academic Officer & CFO -procurements not to exceed $500,000 Exec. Dir. Of Finance -budge review & approvals NTE S250K (budget check) Director of Purchasing: procurements not to exceed $250,000 PUidlallngSiillf---CifPIIY:hallng-pn~eataiiiiiiHTE$100,000 Dislrict Operating Heads(reporting to COO)-procurements NTE $100,000. All independent contractor agreements require approval of Dir. Of Purchacing or designee. Approval limits don't remove responsibilites that District guidelines will be followed re processing of purchases thru Purchasing Dept., Legal and Finance as required . littleton Public Over $5000 -buyer $10,000.$25,000 $25,000. $50,000 $50 ,000 and over OptCard -JP Morgan All orders over $600.00 are approved by Purchasing Over Schools discretion on lower Chase & Smart Data Online S10K required Board approval unless previously approved in budget limits -PVS $1000 lim it most School s & Oepts with exceptions approved by Purchasing Colo Dept of O ver$5000 $5000 -$50,000 Over $50,000 Over $50,000 Up to $5000 limit per Up to $5,000 is end user discretion. $5,000 -$10,000 is Purchasing Agent approval. Human Svcs transaction Over $1 o 000 needs Purchasing Manager approval. Colo Dept of Services $5000 to Se rvices $25,000 to Goods or Services over over $50,000 Pro-card up to $5000 Up to $100K may be approved by Purchasing Agent Transportation $25,000 $50,000 and Goods $5000 $50,000 require IFB or Over $1 OOK must be approved by Procurement Manager (COOT) to $50,000 Require Quotes RFB on CO BIDS on CO BIDS system system Metro Goods and Services Goods and Services $5,000 Goods and Services Goods and Services FPO up to and including wastwater $5,000 top $24,999 to$24,999 $25,000 and over $25,000 and over $500 $100,000 for Di.strict Manager; exceeding $100,000, requires Board approval Stata NIA Services $25 ,000 to Goods or Services over over $150,000 P-card up to $5000 Based on individual delegation by State Pu rchasing Purchasing $150,000 and Goods $5000 $150,000 require IFB or Office to $150,000 Require RFP published on CO Documented Quotes BIDS system publ ished on CO BIOS system South Metro $5,000 Goods and Services $5,000 Goods and Services Goods and Services P-card up to $500 month Up to $5,000 for end user; Between $5,000 and $50,000 must be approved by Fire Rescue to$24,999 $25,000 and over $25,000 and over (stations) Purchasing Manager or Designee; $50K -$100K must be approved by CFO and over Admin. ranges from $3,000 $1 OOK -Board must approve. $5,000/month Revised 2011 '~ ' .. .. " City of _rWheatRi_dge ITEM NO:~ DATE: October 24, 2011 REQUEST FOR CITY COUNCIL ACTION TITLE: RESOLUTION NO. 36-2011 - A RESOLUTION APPROVING AN INTERGOVERNMENTAL AGREEMENT FOR AMBULANCE SERVICES AMONG THE CITY, THE WHEAT RIDGE FIRE PROTECTION DISTRICT AND RURAL/METRO OF CENTRAL COLORADO, INC. 0 PUBLIC HEARING D BIDS/MOTIONS (;gJ RESOLUTIONS QUASI-JUDICIAL: ISSUE: D ORDINANCES FOR 1ST READING 0 ORDINANCES FOR 2 N D READING D YES (;gJ NO j)~rM City Manager Beginning in January, 2006, the City of Wheat Ridge and the Wheat Ridge Fire Protection District contracted ambulance services with Pridemark Paramedic Services, LLC within each entities boundaries. The contract has since expired. The City purchasing division issued a Request For Proposal for this IGA. There were four proposals received. Interviews were conducted with three of the submitting firms. The number one ranked firm is Rural/Metro of Central Colorado, Inc., doing business as Pridemark Paramedic Services. PRIOR ACTION: On May 16 , 2011 , the issue of Citywide emergency medical services was presented to the City Council at a regularly scheduled study session. Direction was given by the Council regarding the procurement of EMS services for the City beginning in January, 2012. Council Action Form October 24, 2011 Page2 FINANCIAL IMPACT: There is no fmancial impact to the City or Fire Protection District. The costs for ambulance services are absorbed by the citizens requiring the services based upon a competitive pricing structure. BACKGROUND: For a number of years the City, through the police department, along with the Wheat Ridge Fire Department have entered into an IGA with selected EMS service providers. The City purchasing division has conducted RFP processes to help determine the selection of the EMS provider. At the May 16,2011, study session, City Council was provided alternative methods to secure EMS services within the corporate boundaries of the City. City Council provided the direction of conducting the same process that has been previously used. The RFP process began on July 7, 2011 , and was concluded on September 13, 2011. RECOMMENDATIONS: The Wheat Ridge Police Department and the Wheat Ridge Fire Protection District recommend the IGA be awarded to Rural/Metro of Central Colorado , Inc., doing business as Pridemark Paramedic Services. RECOMMENDED MOTION: "I move to approve Resolution No. 36-2011 , approving an intergovernmental agreement for ambulance services among the City, the Wheat Ridge Fire Protection District and Rural/Metro of Central Colorado, Inc. Or, "I move to postpone indefinitely Resolution No. 36-2011 , a resolution approving an intergovernmental agreement for ambulance services among the City, the Wheat Ridge Fire Protection District and Rural/Metro of Central Colorado, Inc., for the following reason(s) " REPORT PREPARED/REVIEWED BY: Daniel Brennan, Chief of Police Joseph Cassa, Division Commander, Support Services Division ATTACHMENTS: 1. Resolution No. 36-2011 2. IGA 3. Staff report dated May 9, 2011 4. Staff report dated September 20, 20 II TITLE: CITY OF WHEAT RIDGE, COLORADO RESOLUTION NO. 36 Series of 2011 A RESOLUTION APPROVING AN INTERGOVERNMENTAL AGREEMENT FOR AMBULANCE SERVICES AMONG THE CITY, THE WHEAT RIDGE FIRE PROTECTION DISTRICT AND RURAUMETRO OF CENTRAL COLORADO, INC. WHEREAS, providing professional emergency medical services to the citizens and visitors to the Wheat Ridge community is a priority , WHEREAS, neither the City of Wheat Ridge, the police department nor the fire department have the resources or equipment available to provide emergency medical services (EMS) to the citizens or visitors of Wheat Ridge , WHEREAS, although the fire department provides limited emergency medical services, the fire department is unable to provide emergency ambulance services for patient transport to area hospitals, WHEREAS, the City of Wheat Ridge and the Wheat Ridge Fire Protection District have mutually agreed to contract with a private ambulance service to provide emergency medical services for the citizens of Wheat Ridge , WHEREAS, there is no financial impact to the City of Wheat Ridge or the Wheat Ridge Fire Protection District to provide this contracted service , WHEREAS, the City and Fire District have established performance criteria for the ambulance service provider based on acceptable national standards for EMS response times and service , and will meet on a monthly basis to review the performance of the EMS provider and , NOW THEREFORE BE IT RESOLVED by the City Council of the City of Wheat Ridge, Colorado, as follows: The City of Wheat Ridge , Wheat Ridge Fire Protection District and Rural/Metro of Central Colorado, Inc. will enter an Intergovernmental Agreement (IGA) for Emergency Medical Services for the City of Wheat Ridge Residents . FURTHERMORE, Rural/Metro of Central Colorado , Inc . will be awarded an initial one year contract for ambulance services . At the end of the first year and each year thereafter, the contract will be reviewed and can be extended for up to a four (4) year period, with the approval of both the City of Wheat Ridge and Wheat Ridge Fire Protection District. Attachment 1 DONE AND RESOLVED THIS 24th DAY of OCTOBER, 2011. Jerry DiTullio , Mayor ATTEST: Michael Snow, City Clerk • I , ... • r C ity of ~ WheatRi__dgc INTERGOVERNMENTAL AGREEMENT AN AGREEMENT AMONG THE CITY OF WHEAT RIDGE, THE WHEAT RIDGE FIRE PROTECTION DISTRICT, AND RURAUMETRO OF CENTRAL COLORADO. INC. d/b/a PRIDEMARK PARAMEDIC SERVICES, FOR AMBULANCE SERVICES. 1.0 PARTIES. The parties to this Agreement are the City of Wheat Ridge, a Colorado municipal corporation (hereinafter referred to as "the City"), Wheat Ridge Fire Protection District, an independent, quasi-municipal corporation , (hereinafter referred to as the "Fi re District") and RURAUMETRO OF CENTRAL COLORADO. INC . d/b/a PRIDEMARK PARAMEDIC SERVICES, (hereinafter referred to as "the Company"). 2.0 RECITALS AND PURPOSE. The City and Fire District desire to ensure the availability of high quality emergency ambulance service within the entire corporate limits of the City of Wheat Ridge, and the boundaries of the Fire District, and the Company agrees to provide such services pursuant to the terms of this Agreement. 2 .1 The response area of the City of Wheat Ridge is within the corporate c1ty limits. If the destination is in an overlapping area with another City, the call should be handled by the provider who is contracted with the originating call dispatch center. If this is not feasible , the responding fire protection district/department must be immediately notified. 2 .2 The response area for the Fire District shall include the Town of Mountain View, unincorporated Jefferson County which is within the Fire District, Town of Lakeside excluding the amusement park and the single family dwellings, those portions of the Fire District that are located within the Fairmount Fire Protection District and the City of Lakewood. 3 0 TERMS AND CONDITIONS. 3 .1 Service. The Company will maintain a response time of six (6) minutes on emergency responses 90% of the time and a response of ten (10) minutes on non- emergency 90% of the time . The Company shall make available a sufficient ALS ambulance to respond to calls for medical assistance within the City and Fire District for it to meet the required response times. The Company further agrees to make available backup ambulances to the City and Fire District with response time of eight (8) minutes or less. 3 .1 .1 The Company shall provide EMS services twenty-four hours a day, seven days a week, and three hundred sixty-five days per year. Response shall be without regard to the patient's ability to pay. 3 .1 .2 The standard of care shall include the Denver Metro Paramedic Protocol Standards. 3.1.2 .1 The emergency medical services standard of care shall be ALS ambulances staffed with at least one licensed paramedic on board each ALS unit. The EMS duties shall be performed under the control and direction of the paramedic . At least one qualified EMT can also be a member of each crew. ALS crews shall respond on all calls for service. After initial assessment by a paramed ic , and only when deemed medically appropriate , a BLS Attachment 2 crew , consisting of no less than two (2) EMT's, may provide transportation to the hospital. 3 .1.3 The company shall be required to develop and maintai n a current deployment plan . Deployment plans must contain the following elements: 3.1.3.1 Identification of the number of ambulances to be deployed during each hour of the day and day of week. 3.1.3.2 A description of 24 hour system status management strategies to deploy or re-deploy resources to meet performance requirements. 3.1.3.3 A description of how the company will meet the demand for emergency ambulance response during peak periods and during unexpected periods or unusually high call volume. 3.1.4 In the event there will be a recognized delay where the anticipated travel time exceeds the emergent response time of six (6) minutes or the non- emergent response time of ten (10) minutes, the Incident Commander of the situation shall be notified . The Incident Commander will then make the decision as to authorizing the continued response of the Company , or to request other EMS service providers. 3.1.5 The Fire District requires an ambulance response when the call for service is a confirmed structure fire even if it has been determined that there are no confirmed injuries at the onset of the call. The ambulance response shall be non-emergent unless otherwise notified by the City or the responding fire protection districUfire department. 3.1.6 For purposes of this Agreement , the following priorities shall apply to EMS Services: 3.1.6.1 Emergent (Priority 1) Response : Situation determined by the emergency medical dispatcher, in strict compliance with the medical priority dispatch "c", "d", or "e" response codes and their associated criteria . 3.1.6 .2 Non-Emergent (Priority 2) Response : Situation determined by the emergency medical dispatcher, in strict compliance with the medical priority dispatch "a", or "b" response codes and their associated criteria. 3.2 Penalties for Non-Compliance. 3.2 .1 The Company understands that the failure to comply with response times will result in damages to the City and/or Fire District and that it is impracticable to determine the actual amount of such damages. Therefore, the Company, City, and Fire District now agree that the liquidated damages specified for EMS services are reasonable. All liquidated damages shall be late if not receive by the City or the Fire District no later than thirty (3) days after written receipt of notice of the liquidated damages. The penalties for non-compliance of service delivery are established as the following fractile minimum times and actual penalties for non-compliance: Emergent & Non-Emergent Responses Financial Penalty Per Month 90% or above $0.00 85% to 89.99 % $ 1,500 80% to 84.99% $ 2,500 75% to 79 99% $ 3,500 74.99% and below $4,500 3 .2 .2 Additional penalties shall also be assessed aga1nst the Company in the following instances: 3.2.2.1 A $100 penalty charge shall be assessed for each instance in which the Company fails to give the responding fire protection district/department communications center it's "enroute to scene" or "arrival at scene" times in conformance with missing data penalties. For each instance 1n which an ambulance was dispatched and the crew fails to report is times or any other information on which the measurement of system performance depends, the $100 penalty will apply per ocGUrrence . 3.2 .2 .2 A $100 penalty shall be assessed for any response time greater than fifteen (15) minutes . 3.2.2.3 Penalties collected in conformance w1th this Agreement shall be given to the City contracted Victim Services Program, or another service program that is related to the provision of EMS services as determined by the EMS Response Time Compliance Committee . 3 .2 .2.4 Response times for EMS services will be measured from the time the Company is documented as dispatched by the emergency medical dispatcher until the dispatcher is notified and documents the service provider has arrived on-scene (or in the case of another location other than the actual scene , the staging area or nearest accessible point for the ambulance (i.e . fence , apartment complex parking lot, etc.) The Company agrees the responding fire protection district/department communications center shall be the official record of each call . 3.2 .2 .5 If the Company is upgraded prior to the first EMS ambulance arriving on scene, compliance with response time and liquidated damages will be calculated based on the shorter of: 3 .2 .2.5.1 Time elapsed from dispatch time, as specified to time of upgrade plus the higher priority response time, or 3.2 .2 .5.2 The lower priority response time requirement 3.2 .2 .6 Downgrades may be initiated by emergency medical dispatchers when the response was dispatched becomes available that indicates, in strict accordance with the medical priority dispatch response codes, that the response should have been dispatched at a lower priority. Downgrades may also be initiated by the City and/or EMS first responders of the Company's supervisory personnel who arrive on scene prior to the first EMS ambulance in a accordance with the medical priority dispatch response codes . If a response id downgraded pnor to the arrival on scene of the first EMS ambulance, the Company's compliance with response time and liquidated damages will be calculated based on : 3 2 2 6 1 The lower priority response trme standard . 1f the the EMS ambulance is downgraded before 1t would have been judged late under the higher pnonty response time , or 3.2.2 6.2 The higher priority response t1me standard , if the EMS ambulance is downgraded after it would have been judged later under the higher priori ty response time . 3.2 .3 If the Company is unable to respond with a backup ambulance the Company shall immediately call another ambulance company to provide the required ambulance service and shall immediately notify the communications center for the responding fire protection districU department. 3.2.4 Equipment failure , traffic accidents , Company dispatch errors or lack of a nearby ambulance shall not furnish grounds for release from response time standards. If the Company feels that any response or group of responses due "to unusual circumstances beyond the Company's reasonable control", the Company may request , in writing , that these runs be excluded from response time performance calculations and penalties. 3.2.5 In the event of inclement weather, the parties further agree that a weather emergency will be declared with the City Police Department or the District deems appropriate. 3 .2.6 During a disaster, it is mutually agreed upon by the parties, whether within the response area or in a neighboring area or community . the Company shall be exempt from the response time requirements stated in this Agreement. A "disaster" may include widespread destruction or endangerment of lives cause by severe weather, flooding , military or civil actions, manmade or natural disasters. 3.2 . 7 Prior to a period of unusual system overload w1thin the City or the F1re District, the Company shall have a plan in place which proactively addresses the system overload . 3.3 Calls. In consideration of keeping such ambulances available this Agreement is exclusive between the City , Fire District and the company for all PSAP generated emergency and non-emergency ground medical transportation requirements within the response area. The City and/or District shall not engage or utilize other contractors or persons to perform ground medical transportation services of the same or similar nature , except in instances where , in the City and/or District's reasonable judgment, the service provider is unable to provide the ground medical transportation services within the response times stated in the Agreement. 3 .3 .1 The Company further agrees that it shall respond to all calls directed by the City or Fire District, and shall perform its duties under the direction and control of the requesting agency. 3.3.2 The City and the Fire District may require an ambulance to be on site at various festivals and public events at no additional cost to the City or Fire District. 3.3 .3 Calls for service will include response by the Company for lift assists (non-injury included) at no cost to the City or Fire District. 3.4 Compliance with Law. The Company agrees to comply with all federal , state , county, and local statutes . regulations. or ordinances m its provision of the serv1ces described within this Agreement. and to maintain its current ambulance license issued by Jefferson County. The Company agrees that its records and rosters regarding equipment, vehicles , and traming may be reviewed by the City or F1re District during regular business hours. 3.5 Communications . The Company agrees to maintain communications capabilities with the City of Wheat Ridge Police/Fire Communications Center and all police, fire , and ambulance vehicles and equipment, as well as communications between the Company's vehicles and the City and Fire District personnel on scene , and to maintain two back-up speed dial lines containing the caller identification feature to the Communication Center, all at the Company's expense using direct telephone line capabilities The Company agrees to maintain channels one and two on the frequency of the Company's vehicles and dispatch center. All radios used shall be programmed by Lakewood/West Metro Area communication personnel. 3.6 Medical Supervision . The Company agrees to utilize a Physician Advisor agreed upon by the City and Fire Distnct. A Physician Advisor is defined as a physic1an who establishes protocols for medical acts performed by paramedics , and who 1s specifically designated and responsible to assure the competency of the performance of those acts allowed by such paramedics The parties hereto agree that this Section 3.5 shall be in effect only for the scope of service detailed in this Agreement. The Company further agrees to adhere to, as a minimum standard , the Denver Metropolitan Paramedic Protocols, as amended , with respect to medical acts not governed by the protocols developed by the Company Physician Advisor. 3. 7 Rates. The Company shall be allowed to charge patients its usually and customary rates . A copy of the Company's current rate schedule attached to this Agreement as Exhibit A. Any changes to the rate schedule which exceed a Denver Medical CPI must be approved by the City and Fire District before taking effect. Rates will be evaluated as part of the performance evaluation. 3 .7.1 Patients transported by the Company will be responsible for the full amount of insurance deductibles and co-payments required prior to insurance reimbursement. The maximum out of pocket expense will also apply to patients who do not have insurance. 3.7.2 Rates should include cost containment measures that guarantee a maximum out or picket expense to a patient who utilizes the service . 3.7.3 Only one price increase per year may be submitted. The request must be at least sixty (60) days prior to the expiration date. 4 .0 HELICOPTER. It is understood that in cases of extreme emergency , it may be necessary to use a helicopter in lieu of, or in addition to, the Company's ground services. Such medical decisions to use the helicopter service shall be made by the police and/or fire personnel or Company personnel on scene, with the primary responsibility for such medical decision making resting with the Company after consultation with fire and police personnel on the scene. 5.0 CONTROL. The Wheat Ridge Police Department shall have control of all crime scenes to which the Company is requested to respond . The Wheat Ridge Fire Protection District's ranking officer on scene shall have control of all fire and EMS scenes. Company employees shall consult with and follow the orders and directions given by the appropriate police or fire personnel, as such orders relate to scene control. The Company paramedic shall be in charge of all patient care and transportation destination , including medical triage and mode of transportation, pursuant to appropriate medical care protocols as approved by their physician advisor. 6 .0 TRAINING. The Co mpany agrees to pro v1de upon request by e1ther the C1ty or the F ire District and at the Company 's own expense , personnel to assist with the tra 1nmg of th e C1ty police department personnel and/or F1re District personnel m the areas of F1rst Responder. EMT and CPR classes , along w ith appropriate CE med ical tram ing . Thes e classes shall be held at ti mes mutually agreed upon by the parties hereto . 7.0 EQUIPMENT. 7.1 The Company shall furnish , at its own expense , ambulances and acces sory equipment. The Company agrees to provide commonly used disposable supplies as replacements for those supplies used by the responding fire protecti o n districUdepartment during medical emergencies . These suppl ies will be in itiall y stocked by the company such that each responding fire protection districUdepartm ent in the district has ample supplies to respond to emergencies . The company Will periodically re - stock the supplies in a manner agreed by responding fire protect1on districUdepartment. 7.2 The Company agrees that Jefferson County or any other licensing authority shall have the right to inspect on an annual basis the Company's veh icles used for performance of ambulance service, for the purpose of determin ing safety standards of the veh icles used and , further, to ensure that the vehicles so used are equipped with that accessory equipment required by the Department of Health , and said equipment shall be in proper working order for the use in Advanced Life Support treatment. A permit issued by the County or any other licensing authority shall be deemed as evidence of said annual inspections. 7.3 The Company agrees , when operating its ambulance vehicles in an emerge ncy or non-emergency capac ity , said vehicles will be driven in a safe and prudent manner, in compliance with all State statutes, City and County ordinances relating to the operation of emergency vehicles . 7.4 The company is required to equ1p all EMS providers with NFPA 1071, or NFPA 1951 -compliant persona l protective equipment to include helmet , eye protection , gloves, coat, trousers, and boots . Furthermore, all EMS providers shall be prov ided ANSI 207 - compliant traffic safety vests. The requ ired equ ipment shall be worn on all automob ile accidents occurring with the response are of this Agreement. 7.5 Upon request, the Company will provide deta ils of their vehicle replacement program. 8.0 COMPANY EMPLOYEES . Each crew shall consist of no less than a licensed paramedic and one qualified EMT whose qualification meet the guidelines of the statutes, rules , and regulations of the Emergency Medical Services Division of the Colorado Department of Health , as amended , and are acceptable to the Company Physician Advisor. 8.1 The Company agrees , while operating its ambulance in and around the City and Fire District boundaries , the employees of the Company shall maintain a professional attitude and performance standard and level of conduct for Emergency Med ical Technicians and Paramedics . 8.2 The Company agrees to notify the City and Fire District with in th irty (3 0) days of changes in management personnel. Staff changes shall never change the level of service . 8.3 The Company will provide the City and the Fire District an on-goin g li st of Company field employees and their certification levels on a quarterly basis. 8.4 Upon request , the Company will provide the identification of the amount and type of continuing education that EM T's and Paramedics completed 9 .0 TERM . The parties mutually agree and understand that the term of th1s Agreement shall be for a period of one (1) year from January 2012 thru January 2013 and upon the expiration of said period, th1s Agreement may continue for four (4) additional one-year periods , subject to the provisions hereof, provided that no event shall this Agreement continue for a period beyond five (5) years from the date of execution hereof. Said Agreement shall be renewed for successive one (1) year periods, as provided herein, subject to review and performance evaluation by the Wheat Ridge City Council and the Wheat Ridge Fire District annually. Th1s Agreement may be terminated by either the City Council or the Fire District, following said review, or pursuant to the provisions of this Agreement. Unless so terminated , this Agreement shall continue in full force and effect. The parties further agree that the City or Fire District, upon a determination that the Company is not performing the agreed upon services in a reasonable manner and/or in a timely fashion , shall give written notice of such dissatisfaction , and failure of the Company to develop and Implement a plan to rectify substandard practices within ten (10) days from receipt of notice thereof, shall give rise to the cancellation of this Agreement. Should such determination of dissatisfaction result from a particular incident, the City or the Fire District will attempt to give oral notice within two (2) business days of the incident giving rise to the dissatisfaction. Upon issuance of a second notice of dissatisfaction, the City or Fire District may, at its option, cancel this Agreement without affording the Company the opportunity to correct the complained of substandard practice. 9 .1 Nothing contained herein shall be construed as establishmg any obligation on behalf of the City and/or Fire District to make any monetary payment or other subsidy to the Company by virtue of this agreement. 9 .2 This Agreement shall remain in full force and effect provided , however, that either party may terminate this Agreement sooner, other than for cause, upon one hundred twenty (120) days notice. This termination provision shall also be applicable to any renewable period exercised by the parties. 9 .3 If any party fails to comply with any term of this Agreement, any other party may terminate this Agreement immediately upon written notice indicating the termmation date and/or sue for breach of contract. In such event, the prevailing party in such dispute shall be entitled to its reasonable costs, including its attorneys' fees. 9.4 The obligations of the City and the Fire District hereunder are expressly subject to the approval of annual appropriations, therefore, in the event of non-appropriation, this Agreement shall be deemed terminated as of the end of the fiscal year for which funds have been appropriated . Termination of the Agreement for this reason shall not constitute a default or breach of the Agreement within the scope of Section 9 .3. This Agreement does not create or constitute a multi-year fiscal obligation of the City or of the Fire District. 10.0 POLICY. 10.1 The Company's performance shall be reviewed annually by the City, Fire District and Physician Advisor. A written performance report shall be submitted to the City Council and the Fire District Board at the time of renewal of this Agreement. 10.2 The Company agrees to be a participating member in any review committee which is established by the City, the Fire District or by the approved Physician Advisor. 10.3 The EMS Response Time Compliance Committee (ERTCC) is hereby established for purposes of this Agreement. This committee shall meet on a monthly basis. The Company agrees to maintain and provided to the City and/or District monthly response time reports , ambulance trip reports to include the patient's name, address , dispatch time, arrival time, destination time and the patient's condition , and any other pertinent reports as requested by the ERTCC . 1 0 .3 .1 The ERTCC will review the response times and determination of allowable exemptions. The determination of allowable exemptions will be based upon the circumstances that existed during the particular situation being reviewed . At the discretion of the committee members, the allowance exemptions may not be reflected 1n subsequent monthly statistics. 1 0 .3.2 The parties agree that from time to time 1ssues may arise where one party has concerns regarding the employees of the other party(s ) o r other 1ssues related to the parties operations as they affect th1s Agreement. The parties agree that, upon rece1pt of a request to address any issue of this type , an appropriate representative of each party shall promptly meet to explore the matter, and each party shall work 1n good fa1th to address valid issues of concern 10.4 The City and/or District may, upon written notice, mspect the Company's records to ensure compliance with this Agreement 10.5 Nothing contained within this section of the Agreement constitutes the waiver of any patient's rights to confidentiality. 11 .0 ASSIGNMENT. Except as provided 1n this Section, the Company may not assign or subcontract, its rights and obligations under this Agreement, without this prior written approval of the City and Fire District. 12.0 LIABILITY. Notwithstanding any language to the Contrary contained in this Agreement, the Company is an independent contractor and is not an employee or agent of the City or Fire District. The Company assumes all liability for and agrees to indemnify and hold harmless the City and Fire District. The Company assumes all liability for and agrees to indemnify and hold harmless the City and Fire District from any and all claims for injuries or damages, including attorney's fees , arising from the Company's performance or lack of performance under this Agreement except to the extent such claim for injury or damages which are the direct and proximate result of an act or order of a police officer or other employee or volunteer of the City or Fire District. 13.0 INSURANCE. The parties further agree and understand that the Company shall maintain and keep in force an automobile insurance liability Policy with a min1mum coverage of One Million Dollars ($1 ,000 ,000.00) combined single limit for bodily injury and property damage. 13.1 The Company shall maintain and keep in force a Professional and General Liability insurance policy covering the employees of the Company for any and all malpractice and/or negligent acts performed or committed by those employees of the Company. Coverage for Professional/General liability shall be a minimum of one million dollars ($1 ,000,000) for any one claim and one million dollars ($1,000,000) combines single limit bodily injury and property damage. 13.2 Provided, however, that any language contained in this paragraph 13 to the contrary notwithstanding, the Company agrees that there shall be in effect, no less than one million dollars ($1 ,000 ,000) of insurance protection for each of the types of insurance protection specified in paragraph 13.1 hereof, which one million dollars ($1 ,000 ,000) of minimum insurance coverage shall be available to each person or patient attended to or transported by the Company pursuant to the terms hereof. The Company also agrees to furnish the City and Fire District a Certificate of Insurance evidencing the minimum amounts of coverage described above, and said policy shall further provide a specific provision relating that, in the event of cancellation of said policy, the City and Fire District shall be notified in writing ten (10) days prior to cancellation . The Company agrees to name the City and Fire District as additional insured parties. 13.3 The Company shall maintain and keep in force a Workers' Compensation insurance policy for all its employees. This coverage shall meet the statutory limits set forth by the state of Colorado. · 13.4 Each party shall be responsible for its own negligent acts, provided , however, that nothing in this Agreement shall waiver any immunity, defense, or limitation of liability available to e1ther the C1ty or the F1re D1stnct under the Colorado Governmental Immunity Act, Section 24-10-101 , et Seq , C .R S IN WITNESS WHEREOF, the part1es have executed this Agreement and intend for 1t to be m full force and effect on the day of , 2011 ATTEST : MICHAEL SNOW, C ITY CLERK DATE (Sea l) APPROVED AS TO FORM: GERALD DAHL, CITY ATTORNEY WHEAT RIDGE FIRE DISTRICT ATTEST : President: Jerry Cassel Wheat Ridge Fire District APPROVED AS TO FORM : Wheat Ridge Fire District Attorney OWNER CITY OF WHEAT RIDGE 7500 W 29TH AVENUE WHEAT RIDGE, CO 80033 303-234-5900 JERRY DITULLIO , MAYOR CONTRACTOR RURAUMETRO OF CENTRAL COLORADO, INC. d/b/a PRIDEMARK PARAMEDIC SERVICES 6100 WEST 54TH AVENUE ARVADA, CO 80002 WEST J;l);____ AUTHORIZED SIGNATURE Mi~~ P. DtMl'l.o PRINT NAME TITLE OvhJl?tr G~ 'Wit • DATE EXHIBIT 1 Proposal to PrOI'tdP Amhulance Setvices {or tht: City of Wheat Ridge 3.8.5 Fee Schedule Fees I Out-of-Pocket Expense ~ ( It • ' ' t ' •' '' •t' ' (. ' I I .,t ,. t J lt.\1 '(I J , Pridemark-Rurai/Metro annually surveys area EMS providers to ensure that our rates are competitive in the market We find that our rates often fall within the lower 2/3 on the Jist of competitors' rates. We strive to maximize third-party reimbursements and mmimize out of pocket patient expense for our services. Our billing staff works compassionately with our patients to arrange payment plans and navigate the so met1me s comp le x world of healthcare billing. Our Wheat Ridge rates, inclusive of a ll charges, are consistent with our current rate stru cture in the community as detailed below: Adenocard/ Adenosine Airway Airway -Nasal Albuterol ALS 1 Emergency ALS 1 Non-emergent ALS 2 ALS Base Rate-multi Amiodarone Aspirin Ativan/Lorazepam Atropine Atroventjlpratropium-0.5 mg Bariatric-ALS Non-emergen cy Bariatric-BLS Emergency Bariatric ALS Emergency Bariatric BLS Non-Emergent Bariatric Default Charge Bariatric Prepay-BLS N/E Benadryl/Diphenhydramine-50mg Blood Draw-Legal Blood Draw w /IV Start BLS Base Rate -multi BLS Emergency BLS Mileage -Long Distance PR D ARI< $231.1 3 $6.30 $7.35 $17.22 $829.77 $743.84 $857.26 $472.77 $34.44 $1.14 $28.70 $6.90 $63.14 $1,049.84 $966.71 $1,135.77 $889.19 $306.00 $630.36 $47.28 $36.72 $42.02 $407.75 $660.71 $7.34 RFP No 11-31 62 Proposal to Provide Ambulancf Services for the City of Wheat Ridge BLS Non -Emerg Long [)lst<H1Cl' BLS Non-Emergent Calcium Chloride Capnography Procedure Capnography suppli es Cardioversion Chest Compressions Chest Decompression Cold/Hot Pack CPAP DefibrillalionjPacing Dextrose SO%· 2Sgm Diltiazem/Cardizem-2Smg/S ml Dopamine Dressing-Major Dressing-Minor EJ IV Procedure EKG Monitor EKG Monitor-12 Lead EKG Monitor-4 Lead EKG Supplies-12 lead EKG Supplies-4 lead Epinephrine 1:1.000 -1 mg Epinephrine 1:10,000 · 1mg Extrication/Extraction Fentanyl -100 meg First Responder Disposable Sup Glucagon/1M Injection -lmg Glucometer Glucose-Ora 11 5G Tube Infection Control Intubation 10 Supplies 10-Adult I 0-Pediatric Isolation Kit IV Drip IV Drip Supplies IV Fluids IV Monitor IV/CCT Pump Kerlix King Airway LasixjFurosernide-40rng Lidocaine jelly Linens Lopressor /Metoprolol PR EMAR< $824 ./2 $583.1 <j $10.51 $45.90 $30.47 $67.2 4 $28.70 $189.42 $6.30 $210.12 $103.33 $11.49 $126.07 $11.49 $16.81 $6.30 $86.15 $68.85 $43.07 $32.57 $22.06 $11.56 $17.22 $11.49 $45.90 $6.90 $21.01 $259.49 $11.56 $28.70 $27.29 $157.59 $37.82 $262.65 $84.05 $11.56 $57.78 $22.06 $11.56 $22.06 $105.06 $6.30 $76.50 $11.49 $28.70 $3 .15 $21.01 • I I I \ ,. • ... I ' l I• 1~ •• RFPNo11-31 63 Prop os al t o Pro vide A mbul nnre Services fortht-- City of Wheat Ridge I I I )\ • I I II •• ' Mag ne<:iu m Sul fal!' Sgm Manu al Vc:ntilat1 on Mileage Morphin e Sulfate Narcan - 2 mg Nebulizer N eosynephnne I Pheny l ne phri ne Nitroglycerin -spray Nitroglycerine-IV Nursing Home IV Start 08 Delivery OndansetronjZofran Oximeter Device Oxygen -we/stretcher Oxygen Administration Oxygen Supplies PhenerganfPromethazine 25mg Pulse Oximetry Procedure Rapid Sequence Intubation Restraint -Physical Restraint-Chemical SCT-Specialty /Critical Care SCT Specialty /Critical Mileage Sodium Bicarbonate-SOmEq Splint-Extremity Splint-Spina l Stair Charge Stair Charge Suction Treat and Release -BC Valium/Diazepam-10mg VaponephrinefRacemic Epi Vecuronium-lOmg I 10ml Vent Support Versed/Midazolam Wound Care Percentages of Increase i P.L L $44.12 $13 .77 $6.90 $6 3.14 $17.22 $17 22 $5 .7 3 $63 .04 $108 .12 $215.37 $89.30 $265.20 $47.94 $51.66 $11.56 $10.51 $57.40 $108.12 $42.02 $78.80 $1,733 .49 $15.76 $17.22 $68.29 $136.58 $11.56 $11.56 $42.02 $105.06 $11.49 $147.08 $42.02 $262.65 $28.70 $26.27 ----------- The maximum rate increase for years four and five of the contract wou ld not excee d 5% per year. PRI MAR< RFP No 11 -3 1 64 Proposal to Provide AmJJular,ce Sen•ices for tl~t· City of Wheat Ridge Rates/Fees for Staff If Jt I EXfEt:i.SE; Rt-gulilr Overttmc Call·tn/Ftll·tn Sick Payro ll Vacat10n Incentives/Prod. Pay Temporary Traming Total Payroll FICA lJnc"Tlployment Workers' Comp P..ty Rei. Health Insu rance Uniform Al lowance 40 l(k) Total Pay Related Total Payroll Expense Depreciation -Vehicle De p&Amt Depreoauon -Other Total Depr. & Amort. Rental Ma in!. Ti res Ve h&Eq Fue l Eq u ipme n t Mai ntenance Op Su pply Tota l Ve h. & Eq uip. Liab ility Insur ance Vehide Ins ura nce To t al Insu rance Othe r J7rofessional Fees Non-Cap ttal Eq ut p men t To t al Other Expe nse Total Expenses Sales Ar ea Admmis t ratton All oc. Com mu mcations Center Ambulance Bilh ng Totdl ~450.6Cl'l $36,8:-ll $32,308 $13.440 $19.782 so so SS.400 $558,510 $42.72 4 $9,406 S6,7So $61,179 $4,800 $6,701 $131,566 $690,076 $28,056 $9,624 $37,680 so $4,200 $1,200 $21,960 $3,0 00 $46,1 1 6 $76,4 76 $11 .250 $3.228 $14,4 78 $15,000 $1,800 I $3 1,278 $849,988 so $21 ,000 $27,000 $51,240 (r)!\t rJ RIDE f!ARI< RFPNo 11-31 65 Proposal to Provide Ambulan ce Se rvices f ol u,e City of Wheat Ridge Requested Services . \ ' • 'l Pricing for s ervices are listed above . I)Landb ys ci nd other servt c e~ w til N • r d l t·cl 0 11 .• L,l<r• t•y case basis. Value Added Services Rural/Metro understands that our partners who call us for non-emergency services are very busy To make the call request process more efficient. we offer "one stOp s hopping" to all of our partners. If we are unable to offer an acceptable ETA for ptcl<lng up a pallent, we wi ll call another provider on behalf of our partner, to eliminate multiple calls from the facility. You make one phone ca ll , we make sure your needs are met whcthet it's Pridemark-Rurai/Metro taking the ca ll or not. Of course, o ur goal is to make every accommodation for our partners and we strive to be available when asked. Our local marketing and public relations team is available to the City and WFPD for community relations, commumcat10ns, and media projects. We have a Public Information Officer, Courtney Morehouse, who is a current member and form board member of the Emerge ncy Services Public Information Officers of Colorado (ESPIOC), which pt ovides training and networking for Colorado PIOs . Resuscitation Choreography In 2 009, the Aurora Fire Department (AFD) announced that the Aurora 9-1·1 system had accomplished more cardiac arrest "saves" in 2009 than in the previous three (3) years combined. The dramatic results are be in g credited to the implementation of a synergi s ti c approach to CPR efforts called resuscitation cho r eog raphy used by AFD, Pridemark- Rurai/Metro and the hospitals located in Aurora. We are eager to implement a similar program tn partnership with Wheat Ridge F1re ProtectiOn District. P.A.R. T. Y. Program Each month, Pridemark-Rurai/Metro participates in University of Co lorado Hospital's P.A.R.T.Y. (Prevent Alcohol and Risk-related Trauma in Youth) program. The philosophy PR,D MAR< RFP No 11-31 I''' ' ' 66 Proposal to Provide Antllu/ance Sen•icl'.\ for cl.t City of Wheat Ridge I ' . h. 1 It 1 lr ....... ' uehi nd f .A.R.T Y is tl,m il w<. c"'' leC~tft yo..,lh tltr uJgn ~·m .lll<!tl'd (lrti\ irie • lo~J< l l al! 1~•.!: and dangers of rertaml>ehavior. we ran prevent future inc1dents of tr Jllllhl tth r.,v,ngyoun~; people. The program ts unique because ir focuses on behaviOr~ that IL•f•naget " ·nt !<tt l·d with in today's world (i.e .. texting while dnving) in addrtton to the comlllon r isl' IJI'Ogrant behaviors of alcohol consumplion and peer pressure. Pridemark-Rural jMcn o do nates a n ambulance and medical crew to re-enact a patient encounter that demonstrates the rc>ality of consequences from risky behavior. Pridemark-Ru raljMetro would work \\'tth Exemp la Lutheran Medical Center and the City of Wheat Ridge and Wheat Ridge Fire. Protection District to develop a similar program. Injury Prevention Pridemark-Rural/Metro believes in not only helping the local comm unity when emergencie s arise but a lso in helping educate the community on emergency prevention. Pridemark-Rura ljMetro participates in the interactive educational programs for 9Health Fair and Safe Kids Denver Metro Coalition events and hosts educational safety s how -n-tell events for students enrolled in area schools. In addition, some of Pridemark-Rurai/Metro's most effective and rewarding community programs mclude our ongoing car seat safety mspection program. Pridemark-RuraljMetro is a proud partner of the COMPASS after school program, which works with area schools to provide after school learning and enrichment for underprivileged chi ldren. Our crew members volunteer their time several times each semester to speak to the students. They provide instruction on what constitutes an emergency, how to call9-1-1, what information each child would need to tell a dispatcher if they called 9-1-1, basic first aid techniques, and a tour of the ambulance to q ue ll the fears many chi ldren hav-e of ambulances. Rates Negotiable Pridemark-Rura i/Metro understands and agrees that all rates are negotiable. R D M R< RFPNo .ll-31 67 ~ J " .. : , ~ City of • --~Wheat~ge JVr"ouCE DEPARTMENT TO: VIA: FROM: DATE: Memorandum Mayor DiTullio and City Council Patrick Goff, City Manager Daniel Brennan, Chief of Police Joe Cassa, Division Commander May 9, 2011 (May 16 Study Session) SUBJECT: Citywide Emergency Medical Services ISSUE: The City of Wheat Ridge is served by four fire protection district s. On July 25 , 1988 , the City of Wheat Ridge, by Council Resolution, assumed the respon s ibility of providing Emergency Medical Services (EMS) throughout the City, due to concerns about the level of care provided by volunteer fire departments . Based upon service delivery concerns, City Council made a policy decision to have th e City provide emergency medical services by contract with a private vendor at no cost to the City of Wheat Ridge within the boundaries of the Wheat Ridge Fire Protection District. City Council designated the Police Department to oversee this program. Since that time, the City has contracted EMS services through a competitive bid process, and the contract now includes the provision of EMS services throughout the City. These contracts have been assigned in five-year time increments. The current contract with Pridemark Ambulance Service expires on January 23, 2012. Commander Joe Cassa and I have met with staff representatives from each fire protection district to discuss the role of the City in providing overall EMS services for the City, as well as each fire dis trict's vision of EMS services within their respective districts. The Arvada and Wheat Ridge Fire Protection Districts both indicated a desire to assume responsibility for EMS services in their respective di s tricts in the ncar future. The Wes t Metro Fire Protection Dis trict has a long- standing history of providing EMS services in their district, and will continue to do so. The Fairmount Fire Protection Di s trict expressed a strong desire to maintain the current EMS services contract. PRIOR ACTION: On August 1, 1988 , the City of Wheat Ridge assumed the responsibility of providing Emergency Medical Services (EMS) tlu-oughout the Wheat Ridge Fire Protection District as a policy. FINANCIAL IMPACT: There are no hard dollar costs associated with the City contracting EMS services. There are monthly soft dollar costs related to the time De partment s taff spends attending monthly Attachment 3 Staff Report: Citywide Emergency Medical Services May 9, 2011 Page 2 meetings. These meetings include the current EMS provider and representatives from the fire protection districts. BACKGROUND: The City of Wheat Ridge is served by four fire protection districts: (1) Wheat Ridge Fire Protection District (WRFPD), (2) Arvada Fire Protection District (AFPD), (3) West Metro Fire Protection District (WMFPD), and (4) the Fairmount Fire Protection District (FFPD). The City currently consists of 10.92 square miles, with WRFPD serving 7.66 square miles; AFPD serving 2.58 square miles; FFPD serving 0.39 square miles, and WMFPD serving 0.29 square miles. In early 1988, the Wheat Ridge Fire Protection District Board (WRFPD) announced that the volunteer-run ambulance service would discontinue transport of EMS patients as of July 31, 1988. This announcement was the result of a number of patient care concerns-to include: • Only 35 % of the EMS runs made by the volunteer ambulance crews were staffed with paramedics. • A lack of volunteer fire EMS personnel coverage during the day and delayed responses throughout the late evening and early morning hours. • A response time of the ambulance crews ranging from fifteen to twenty-five minutes, with the response time defined as the time the call was received to the time the ambulance arrives on scene. At that time, the standards of adequate response time around the nation called for eight minutes or les s. • The issue of paid EMS personnel was discussed and the WRFPD philosophy at that time was to continue volunteer services, because of the costs involved and their belief that their service was adequate. As a result , an Emergency Medical Services Board was formed to educate the public and resolve the problems of the extended response times and the availability of fire personnel trained as paramedics. The Board consisted of the head of emergency services at Lutheran Medical Center, tbe Wheat Ridge Fire Protection District, City officials and City residents. On July 25, 1988, City Resolution Number 1102 was passed by the City Council, which resulted in an Intergovernmental Agreement between the City, the Wheat Ridge Fire Protection District, and Ambulance Service Company to provide emergency ambulance services to residents residing within the City of Wheat Ridge and the Wheat Ridge Fire Protection District. On October 24, 1995, an intergovernmental agreement between the City, Wheat Ridge Fire Protection District, and the American Medical Response of Colorado, Inc. (AMR) was entered into. The agreement was the result of AMR purchasing the Ambulance Service Company. The term of this agreement was for a single year, with the provision of yearly renewal for the following four years. In 1996, there were multiple ambulance providers respond.ing to a single call for emergency medical services within the City. As a result, there were unsafe response practices by ambulance providers. The issue prompted a draft of an ordinance to amend the City Code of Laws to provide the addition of a new section. The new section would have provid~d the re s ponse of a single emergency ambulance services provider for those calls received by the Police Department. There wa s no City Council action taken on this matter. In part, this was the result of the four fue protection di s tricts serving the City. Staff Report: Citywide Emergency Medical Services May 9, 2011 Page 3 On December 27, 1999, an Intergovernmental Agreement between the City, Wheat Ridge Fire Protection District and Pridemark Paramedic Services, LLC was completed. This agreement was the result of performance issues involving AMR to include interagency communication and cooperation. The term of this agreement was the same as is reflected in the AMR agreement. On January 23, 2006, an [ntergovernmental Agreement among the City of Wheat Ridge, the Wheat Ridge Fire Protection District, and Pridemark Paramedic Services, LLC for the provision of emergency ambulance services within the entire corporate limits of the City of Wheat Ridge, and the boundaries of the Wheat Ridge Fire Protection Disu·ict was written. The WRFPD participated in the Request for Proposal process, interviews and the drafting of the IGA. The term of the agreement was from January 2006 through January 2007, with the provision of yearly renewal for a period of five years. This agreement will expire on January 23, 2012. Throughout Commander Cassa's current assignment to the Patrol Operations Division, he has been the chairperson for the City Response Review Committee for emergency medical services. As established in the IGA, the purpose of this committee is to act in an advisory capacity only as to the operational and administrative terms contained within the IGA. The performance measures with regard to response time have been amended over time, with input from all committee members, and currently require an emergency response time of six minutes at the 90% fractile and a non -emergen cy response time of ten minutes at the 90% fractile. The current IGA consists of the following section s: • Terms and Conditions • Communications • Medical Supervision • Helicopter • Crime Scene Control • Training • Equipment • Company Employees • Term (establishes an annual performance evaluation by the City Council and the Wheat Ridge Fire Protection District) • Assignment • Policy (estab li shes the response review comm ittee) • Liability • Insurance A copy of the current IGA is attached for your review as well as copies of the last three yearly performance evaluations. The Response Review Committee is structured to allow active participation by the agencies that are parties to the IGA on a monthly basis. A typical committee meeting is attended by Pridemark personnel, to include the Operations and/or the Clinical Directors; Wheat Ridge Fire Protection District personnel, to include the Fire Chief and/or his designee; West Meu·o Fire Protection District personnel, to include the Division Chief of Communicatio.ns and the Assistant Communications Manager; Wheat Ridge Police Department personnel, to include the Patrol Operations Division Commander, the Communications Center Manager, and the Lead Emergency Services Specialist. The meeting agenda typically involves the review of Pridemark Staff Report: Citywide Emergency Medical Services May 9, 2011 Page4 Paramedic response times of both priority one calls (emergency respon se) and priority two calls (non-emergency re sponse). Those response times that do not meet the IGA requirements are discussed in detail, and a plan is agreed to by committee members regarding the soJ ution(s) to the extended response times . This presentation and discussion is followed by a round table discussion with those present to include follow up from previous meetings and/or other noteworthy events. Both the Arvada and Fairmont Fire Protection Districts are invited to participate and do so on an occasional basis. The Police Department provides an administrative person to take meeting minutes. A review of the EMS services provided by Pridemark and the Wheat Ridge Fire Protection District, as refiected in the annual performance evaluations, is demonstrated in the foUowing table: Agency Pridemark Wheat Ridge Fire Protection Paramedics District EMS Calls: 2008 2,338 Not Reported 2008 Transports 2,297 Not Applicable A vg Emergent Response Time 3:20 4:35 EMS Calls: 2009 3,260 3,292 2009 Transports 2,609 Not A_p_Qlicable A vg Emergent Response Time 3:37 4:49 EMS Calls: 2010 3,207 2,697 2010 Transports 2,449 Not Applicable A vg Emergent Response Time 3:52 4:21 It s hould be noted that the City experiences more than one EMS call for service at the same time on a frequent bas is (call s urg e capability). This si tuation requires multiple ambulance crews and related equipment to respond within the City at the same time. In more serious EMS calls, it is not unu s ual to require more than one ambulance crew and related equipment to the same scene (e.g., injury traffic accidents, and major critical incidents that often require multijurisdictional responses). Commander Cassa and I met with staff representatives from each of the fire protection districts to discuss the roles of their fire district and the City in providing overall EMS services within their respective districts in an effort to determine each district's s hort and long-term vision about providing EMS services within their districts. Wheat Ridge Fire Protection District The following i s a summary of a meeting with Wheat Ridge Fire Chief Gillespie regarding the provision of EMS service s within the WRFPD. • Currently, 85% of all firelighters are trained at th e Emergency Medical Technician - Basic level. As their department transitions to career [uefighter personnel, they will be required to obtain paramedic certifications within 36 months of hire. Volunteer firefighters will be required to maintain EMT-Basic certifications. • Average respons e time on emergency EMS call s : 4:21 in 20 10 . Staff Report: Citywide Emergency Medical Services May 9, 2011 Page 5 • WRFPD plans to staff two paramedics on each fire apparatus no later than 2016. Chief Gillespie's vision is to have each fue apparatus staffed at an Advanced Life Support level. • Chief Gillespie envisions an EMS model, based on the Aurora Fire Department model for the Wheat Ridge Fire Protection Distdct. ln summary, each fire apparatus is staffed with paramedic firefighters. The Fire Department contracts with a private transport vendor that provides Basic Life Support and Advanced Life Support transports. • Chief Gillespie's desire is for the WRFPD to be the sole administrator and a provider of EMS services within the boundaries of their district by 2016. He would prefer that contracts with ambulance serv ic es be a responsibility of the District and not the City. • WRFPD uses Dr. Beckman at the Exempla Lutheran Hospital as their agency's medical director to oversee policies and protocols related to EMS services. • Chief Gillespie's stated goal is to provide fire and EMS services within four minutes, 100% of the time. • Chief Gillespie has provided an Executive Summary of a consultant's study regarding EMS services as part of his agency's business plan in terms of moving towards being an EMS service provider. The business plan describes how the district will deliver ALS service using fire engines. • WRFPD understands that the City reserves the right to provide EMS services, and they will continue to work cooperatively with the City and its Police Department on EMS services. Arvada Fire Protection District The following is a summary of a meeting with Arvada Fire Chief Jon Greer and his staff regarding the provision of EMS services within the AFPD. • All firefighters are EMT-Basic certifi ed . The Department currently has 12 paramedics staffing four of the agencies eight fire engines. Future plans are to staff at least 5 of the 8 stations with paramedics. • Average response time on emergency EMS calls: 3:27 • Chief Greer envisions providing EMS transport serv ices no later than March, 20 13. • The District's current business plan is to run three EMS ambulances and contract with an ambulance provider for backup responses. There would be three ambulances positioned at three fire stations and three ALS engines placed at three other fire stations. Arvada Fire wiJI have two more ambulances in reserve, located at Stations 7 and 8 that will be cross- staffed when needed in the case of more than three EMS calls occurring at once. • AFPD understands that the City reserves the right to provide EMS services, and they will continue to work cooperativel y with the City and its Police Department on EMS servi ces. West Metro Fire Protection District The following is a summary of a meeting with West Metro Fire Chief Doug McBee and his staff regarding the provision of EMS services within the WMFPD. • WMFPD has 335 personnel, 220 are trained as paramedics and the remaining staff have EMT-Basic certifications • The Department has 18 paramedic ambulances. They normally staff their district with 9 Staff Report: Citywide Emergency Medical Services May 9, 2011 Page 6 to 11 ambulances. There is always an on-duty EMS supervisor. • Chief McBee noted that fire and EMS associations state that an acceptable response time standard for emergency calls for medical services is 8 minutes, 90% of the time. • All fire apparatus are ALS equipped. • The District's philosophy is to send an ambulance and fire truck to every call for service. • WMFPD understands that the City reserves the right to provide EMS services and they will continue to work cooperatively with the City and its Police Department on EMS services. • WMFPD's preference is to be the sole provider of EMS services within their district. Fairmount Fire Protection District The following is a summary of a meeting with former Fairmount Fire Chief Don Angell and his staff regarding the provision of EMS services within the FFPD. • The Department has 21 full-time personnel and 65 volunteers. One hundred percent of the Department's full-time staff are certified as EMT -Basic or higher. Eighty-five percent of the volunteers have EMT-Basic certifications. • The Department does not anticipate staffing paramedics on fire apparatus due to economic costs involved. In addition, the agency does not respond to enough EMS calls to require paramedic certifications for their firefighters. The agency will continue to require EMT-Basic certification for all paid and volunteer personnel. • FFPD favors a continuation of EMS services through Pridemark Ambulance Services or a similar ambulance service vendor. FFPD is satisfied with the current system, including the continuation of the City of Wheat Ridge being the contractor of those services. • FFPD has some reservations in assuming re s ponsibility for EMS services in their district. In s ummary, the West Metro Fire Protection Dis trict has a long history of providing emergency medical services and transports within their district. Leadership within the Arvada and Wheat Ridge Fire Protection Districts envision providing BLS and ALS services, although their timeframes differ on when they would start offering services. AFPD will have transport vehicles, while WRFPD will contract with an ambulance transport service. The Fairmount Fire Protection District will continue to operate without paramedics , and will rely on a contracted service with an ambulance service to provide advanced and basic life support services. LEGAL REVIEW City Attorney Gerald E. Dahl authored a memorandum on December 22, 2008 regarding the legal obligations of the City to provide ambulance or emergency medical services. Mr. Dahl noted that neither the State Constitution nor the City Charter mention, or require a municipal duty to provide these services. Mr. Dahl notes that State Statute authorizes a municipality to adopt rule s and regulations in fmthcrance of public health, safety and wei fare. ALTERNATIVES The Police Department has identified the following alternatives for City Council consideration: 1. Continue with the current process of the City contracting with a private vendor to provide EMS services within the corporate limits of the City. The Police Department would oversee this process for the entire City and maintain monthly meetings to ensure serv ice Staff Report: Citywide Emergency Medical Services May 9, 2011 Page 7 levels specified in the IGA are met. The department has planned to add performance measurements to any future JGA. 2. Allow the four fire protection districts to provide EMS services within their district boundaries. Because of past history in this area, the Police Department would recommend some service performance expectations be established to ensure consistent and professional services. 3. The City maintains an EMS contract with a private contractor, while Arvada and Wheat Ridge Fire Protection Districts train EMS paramedic personnel to staff their fire apparatus and submit a complete business plan for review by the Police Department and City Council before further actions are taken. A cutover date would need to be established. RECOMMENDATIONS: Commentaries on emergency medical services today note that while the response time related to EMS services is important, what is more important is the intervention and level of care provided by trained and experienced paramedics. Council has been provided with an annual report related to the current EMS services provisions with Pridemark Ambulance Services, which includes a thorough review of the contract provisions. Pridemark Ambulance Service continues to meet its contractual obligations. Staff recommends the City, through the Police Department, continue to provide EMS services via a contract with a private ambulance service until each fire protection district bas submitted a complete business plan for City Counci l consideration to assume appropriate EMS services w ithin their district. Discuss.ions can occur regarding the content of the business plan. In the interim, the Response Review Committee can meet to agree upon performance standards for the next EMS contract. Since West Metro F ire Protection District provides ALS and BLS services, staff recommends this agency be excluded from this requirement. Fairmount Fire Protection District bas several options available to their district in this area regarding EMS servi.ces. JC: DB Attachments: Wheat Ridge Fire Protection District Emergency Medical Services: Analysis of Infrastructure and On-Going Management City of Wheat Ridge and Wheat Ridge Fire Protection District Intergovernmental Agreement with Pridemark Ambulance Service 2008 -2010 Yearly IGA Evaluations ... ~ ' ., ... ~ .,. City of • '"!Y!:Wheat&_dge ~OLICE DEPARTMENT Memorandum TO: Mayor DiTullio and City Council VIA: Daniel Brennan, Chief of Police FROM: Joseph Cassa, Division Commander, Support Services Divi s ion DATE: September 20, 2011 (for the October 3 Study Session) SUBJECT: Citywide Emergency Medical Services On May 16, 2011, the police department made a presentation to the City Council regarding citywide emergency medical services (EMS) to begin on January 1, 2012. The current EMS IGA expires in January, 2012 and i s not renewable. As a res ult of the study session, City Council provided direction to the police department cons isting of continuing with the current process of the City contracting with a private vendor to provide EMS services within the corporate limits of the City. Additionally, the police department was directed to continue the oversight of the contract and maintain monthly meetings to ensure the service le vels s pecified in the IGA are mel. As a re s ull, the police department began working on the development of the Reques t For Proposal (RFP) together in cooperation with the [our fue districts providing fire and EMS services to the corporate limits of the City. A series of discuss ions were held with the fire districts which resulted in the RFP that was issued. The sel ection committee for this RFP process consisted of Divis ion Commander's Joe Cassa and Jim Lorentz, along with Wheat Ridge Fire Ch ief Steve Gillespie and the Wheat Ridge Fire Department medical advisor, Dr. Jeff Beckman. The city purchasing department issued the RFP on July 7, 201 I. There were four vendors s ubmitting proposals of which three were selected for interviews. The process included a pre- proposal conference, issuance of addendum's, selection committee review and s hort li sting and interviews of the selected vendors. The process was completed on September 13, 20 ll with the acceptance of the IGA by the selected vendor. The selected vendor is Rural/Metro of Central Colorado, Inc. The term of the new agreement is for a period of one year beginning on January 1, 2012 and four additional one year terms subject to the provisions of the agreement. The new IGA has been enhanced through the provi s ion of monetary penalties for non- compliance with contracted respon se times. This addition to the IGA will be monitored and enforced by the EMS Response Time Compliance Committee. This Conunittee is a requirement of the IGA and m eets on a monthly basis to review emergent and non-emergent response times. ll is the recommendation of the Police Department and the Wheat Ridge Fire Protection Dis trict that Rural/Metro of Central Colorado, Inc. be selected as the vendor for thi s IGA. Attachment 4 \ • # _ ... _ r City of JP'WheatRLdge ITEMNO:~ DATE: October 24, 2011 REQUEST FOR CITY COUNCIL ACTION TITLE: RESOLUTION NO. 43-2011 - A RESOLUTION APPROVING SUBMITTAL OF THE APPLICATION FOR A 2012 LOCAL GOVERNMENT GRANT TO JEFFERSON COUNTY OPEN SPACE FOR THE ACQUISITION OF THE MARTENSEN ELEMENTARY SCHOOL SITE D PUBLIC HEARING D BIDS/MOTIONS ~ RESOLUTIONS D ORDINANCES FOR 1ST READING 0 ORDINANCES FOR 2ND READING QUASI-JUDICIAL: D YES ~NO r .D~Jdaf d Recreation Director City Manager ISSUE: The Jefferson County Open Space Department has a Local Government Grant program that allows cities to apply for matching funds for acquisition, new construction or maintenance projects. As part ofthe requirements for the submittal of the grant application, an approved resolution is required by the Jefferson County Open Space Department showing City Council support for the requested project. Funds from the Local Government Grant program are awarded annually by the Open Space Department to cities and districts in Jefferson County. A percentage of matching funds is required from the City's attributable share of open space funds to match the grant request. The 20 12 recommended local grant application is for the acquisition of the Martensen Elementary School site. Council Action Form October 24, 20 11 Page2 PRIOR ACTION: The redevelopment ofMartensen Elementary to a neighborhood park is one of the hi gh priorities on the City Council Strategic Plan Action Agenda. Preliminary di scussion s have been held with school district representatives regarding the acquisition of the site. FINANCIAL IMPACT: Matching funds for the grant application have been appropriated in the Fund 32 Open Space Fund for this acquisition. A Community Development Block Grant has also been s ubmitted to the County for the acquisition of the site. BACKGROUND: Local Government Grants were formerly referred to as Joint Venture Grants. Jefferson County Open Space Local Government Grant applications for funding are due November 11 ,2011. A community meeting to gather input on the future design and development of the site will be scheduled in November. This acquisition would relocate the future park site currently at 44th and Kendall to Martensen. Only one park is planned for thi s area. RECOMMENDATIONS: Staff recommends approval of the application for a Local Government Grant for the acquisition of the Martensen Elementary School site. RECOMMENDED MOTION: "I move to approve Resolution No. 43-2011, a resolution approving submittal of the application for a 2012 Local Government Grant to Jefferson County Open Space for the acquisition of the Martensen Elementary School site." Or, "I move to postpone indefinitely the approval of Resolution No. 43-2011 , a resolution approving submittal of the application for a 2012 Local Government Grant to Jefferson County Open Space for the acquisition of the Martensen Elementary School site, for the following reason(s) " REPORT PREPARED AND REVIEWED BY: Joyce Manwaring, Parks and Recreation Director ATTACHMENTS: 1. Resolution No. 43-2011 CITY OF WHEAT RIDGE, COLORADO RESOLUTION NO. 43 Series of 2011 TITLE: A RESOLUTION APPROVING SUBMITTAL OF THE APPLICATION FOR A 2012 LOCAL GOVERNMENT GRANT PROJECT TO JEFFERSON COUNTY OPEN SPACE FOR THE ACQUISITION OF THE MARTENSEN ELEMENTARY SCHOOL SITE WHEREAS, the voters of Jefferson County voted in 1972 to fund the planning , acqui ring, maintaining and preserving of open space properties and in 1980 , to allow for maintenance and development of Open Space lands and property within Jefferson County, and WHEREAS, Jefferson County Open Space has instituted a Local Government Grant program , and WHEREAS, the City of Wheat Ridge would like to apply for a Local Government Grant with Jefferson County Open Space, and WHEREAS, the City of Wheat Ridge Parks and Recreation Master Plan identifies this area as underserved for a neighborhood park, and WHEREAS, the Martensen Elementary School site will replace the future park site at 44th and Kendall as the neighborhood park location , NOW THEREFORE BE IT RESOLVED by the City Council of the City of Wheat Ridge , Colorado, as follows : The City of Wheat Ridge requests funding from Jefferson County Open Space Local Government Grant program for the acquisition of the Martensen Elementary School site. DONE AND RESOLVED this 24th day of October, 2011 . Jerry DiTullio , Mayor ATIEST: Michael Snow, City Clerk Attachment 1 ~ • 4 _ .. , .. City of JP'Wheat~dge ITEMNO :~ DATE: October 24, 2011 REQUEST FOR CITY COUNCIL ACTION TITLE: RESOLUTION NO. 44-2011 - A RESOLUTION AMENDING THE FISCAL YEAR 2011 CAPITAL INVESTMENT PROGRAM BUDGET TO REFLECT THE APPROVAL OF A SUPPLEMENTAL BUDGET APPROPRIATION IN THE AMOUNT OF $360,000 FOR BUS SHELTERS AND APPROVING A CONTRACT WITH THE COLORADO DEPARTMENT OF TRANSPORTATION FOR THE BUS SHELTER INSTALLATION, PROJECT NO. 18526 D PUBLIC HEARING D BIDS/MOTIONS [gj RESOLUTIONS QUASI-JUDICIAL: ISSUE: D ORDINANCES FOR 1ST READING (mm/dd/yyyy) 0 ORDINANCES FOR 2ND READING (mm/dd/yyyy) D YES City Manager In November 2010, The Colorado Department of Transportation initiated a call for projects related to transit improvements to various government agencies utilizing FASTER (Funding Advancements for Surface Transportation and Economic Recovery) transit funds available for fiscal years 2010 and 2011. The City submitted an application and was a warded funding to install30 bus shelters at selected locations throughout the City. The project includes purchase and installation of bus shelters and supporting fixtures. The Colorado Department of Transportation (CDOT) will administer the project's state funding , while the City will manage the shelters purchase and in stallation. The total project amount is estimated at $360,000. Entering into an Intergovernmental Agreement (IGA) with CDOT is necessary to formally authorize the proj ect and allow the purchase to commence. The IGA provides that the C ity pay 20% ofthe cost of the project, with reimbursement of 80% ofthe costs, not to exceed $288,000. V :\Forms\CAFtemplate Council Action Form October 19, 2 011 Page 2 PRIOR ACTION: None FINANCIAL IMPACT: City Staff will administer the purchase and installation with reimbursement of 80% of all costs, not to exceed $288,000. A budget appropriation, through resolution , is needed to fund the project. While the project cost is not expected to exceed the project estimate, any unlikely shortfall will be provided by the City. A budget line item titled Bus Shelter Installation in the amount of $360,000 will need to be included in the 2011 Budget Capital Investment Program Fund (CIP) to finance the construction of the improvement. Likewise, the CIP revenues include the expected reimbursement. The project reimbursement will be provided upon completion of the ~~ - BACKGROUND: In October 2010, the City was awarded a transit-related improvements project grant through the Colorado Department of Transportation to fund the purchase and installation of bus benches throughout the City. FASTER transit funds provide $10 million per year for a statewide transit funding program and $5 million per year for local transit grant programs. The City decided to pursue the FASTER projects specifically aimed at the infrastructure projects and those that are construction-related (e.g., facilities, bus stop improvements, park-and-rides). This grant opportunity will provide the purchase and installation of 30 bus shelters throughout the City. This project will also replace some of the contractor owned shelters that have been removed because the current contract term has expired. Other supporting fixtures proposed for the new shelters include benches, public message space, trash receptacles and schedule holders. The shelter locations are selected based on highest ridership , available right-of-ways, and those that are site ready. These new installations would provide additional transit facilities to the users and therefore enhance this mode of transportation in the City. The City Staff has coordinated with the Colorado Department ofTransportation to develop the appropriate IGA to proceed with the project, even though federal authori zation is not currently in place. The grant budget, in the amount of $360,000, will finance the hardware purchase and installation. The Colorado Department of Transportation will perform the contract oversight concerning state regulations and the City will administer the project. The City will be reimbursed 80% of the cost of the project, not to exceed $288,000. RECOMMENDATIONS: Staff recommends approving the contract with COOT and to proceed with the purchase and installation of the bus shelters. Council Action Form October 19, 20II Page3 RECOMMENDED MOTION: "I move to approve Resolution No. 44-20 II, a resolution amending the fiscal year 20 II Capital Investment Program Budget to reflect the approval of a supplemental budget appropriation in the amount of $360,000 for bus shelters and approving a contract with the Colorado Department of Transportation for the bus shelter installation, Project No. 18526." Or: "I move to table indefinitely Resolution No. 44-20I1 for the following reason(s) REPORT PREPARED BY; Steve Nguyen, Engineering Manager Tim Paranto, Director of Public Works ATTACHMENTS: 1. Resolution No. 44-20 Il 2. CDOT Contract No. 18526 " CITY OF WHEAT RIDGE, COLORADO RESOLUTION NO. 44 Series of 2011 TITLE: A RESOLUTION AMENDING THE FISCAL YEAR 2011 CAPITAL INVESTMENT PROGRAM BUDGET TO REFLECT THE APPROVAL OF A SUPPLEMENTAL BUDGET APPROPRIATION IN THE AMOUNT OF $360,000 FOR BUS SHELTERS AND APPROVING A CONTRACT WITH THE COLORADO DEPARTMENT OF TRANSPORTATION FOR BUS STOP SHELTER INSTALLATION, PROJECT NO. 18526 WHEREAS, the City Council wishes to provide for the installation of bus stop shelters at various selected locations citywide ; and - WHEREAS, the City has been awarded a State FASTER-Transit grant by the Colorado Department of Transportation (COOT) to purchase and install shelters ; and WHEREAS, the City has negotiated a contract with the Colorado Department of Transportation for the funding of the Project; and WHEREAS, the project funds will be programmed in the 2011 Capital Investment Program budget under the Minor Street Improvements Projects account to finance the project cost and will seek reimbursement of 80 % of the Project costs from COOT upon Project completion ; that: NOW, THEREFORE, BE IT RESOLVED by the Wheat Ridge City Council, Section 1. Contract Approved. The contract between the City and the Colorado Department of Transportation for Project 18526: Bus Stop Shelters installation, is hereby approved and the Mayor and City Clerk are authorized and directed to execute the same . Section 2. Budget Amended . The City of Wheat Ridge fiscal year 2011 CIP Budget be amended to transfer an amount of $360,000.00 from CIP Fund Balance to line item 30-303-800-840 for the Bus Stop Shelter Installation. Section 3. Effective Date ----- This Resolution shall be effective immediately upon adoption. DONE AND RESOLVED this __ day of _____ , 2011 . Jerry DiTullio , Mayor ATTEST: M ichael Snow, City Clerk Attachment 1 COOT-Division ofTransit and Rail SAP PO#-271001511 CMS #-12 HA6 36222 STATE OF COLORADO Colorado Department of Transportation Division of Transit and Rail FASTER-Transit Grant Agreement with CITY OF WHEAT RIDGE TABLE OF CONTENTS I. PA RT IES .................................................................................................................................................................. I 2. EfFECTI VE DATE AN D NOT ICE OF NONL!AB ILI TY ...................................................................................... 2 3. RECITALS ......................................................................................................................................... , ..................... 2 4. DEFIN IT IONS .......................................................................................................................................................... 2 5. TERM ....................................................................................................................................................................... J 6 . SCOPE OF WORK ................................................................................................................................................... J 7. PAY MEN T S TO GRANTEE ................................................................................................................................... 4 8. REPORTING -NOT IFICAT ION ............................................................................................................................. 5 9. GRANTEE RECORDS ............................................................................................................................................. 6 10. CONF ID ENT IAL INFO RMATION-STATE RECORDS ...................................................................................... 6 II . CON FLICTS OF INTEREST ................................................................................................................................. 7 12. RE PRESEN TAT IONS AN D WARRANT IES ....................................................................................................... 7 13. INSU RA NCE .......................................................................................................................................................... 8 14. BREAC TI ................................................................................................................................................................ 9 15. REMED IES ........................................................................................................................................................... IO 16. NOTICES and REPRESENTATIVES .................................................................................................................. 12 17 . RJG HT S IN DATA, DOCUMENTS, AND COMPUTER SOFTWARE ............................................................. 12 18. GOVERNMENTA L IMM UN ITY ........................................................................................................................ 12 I 9. ST ATEWID E CONTRACT MANAGEMENT SYSTEM ................................................................................... 12 20. GENERAL PROVISIONS .................................................................................................................................... 13 2I. CO LORADO SP EC IAL PROVIS IONS ............................................................................................................... 15 22. SIGNATURE PAGE ............................................................................................................................................. 17 EX HIBI T A (Sco pe of Wo rk) EXHlBIT B (FASTE R Progra m Req uirements) EX HIBIT C (G rantee Payment Check list) EX HI BIT D (49 CFR I8 Subpa rt C) EX III BIT E (General Procu remen t Standards) EX HIB IT F (State and Grantee Comm itm e nt s) EX HIBI T G (Option Le ller ) EX HIBIT H (Secu rity Agreement) {lhi.l wiLl only he used j(w pun·hmc oftrumil vehid~(.l) or f!lJIIIJ1tllt!n/) EX HIB IT I (S tate or Federa l-Aid Project Agreemen ts with Profess ional Subgrantee Services) EXHIB IT J (Grantee Contract Admin istration Check list) 1. PARTIE S T hi s G ra nt Ag reeme nt (he re inafte r call e d "Gra nt") is e nte red into by a nd be tween C ITY OF WHEAT R fDGE, 7500 West 291h Avenu e, Wheat R idge, Colorado 80033, CD OT Vendor # 2000099, (he re inafter called "Grant ee"), and t he STATE OF COLORA DO acting by a nd th ro ugh t he Colo rado Depa rt ment of T ra ns po rtation, D ivisio n o f Trans it and Ra il (herei nafter call e d th e "State o r "CDOT"). Local Agency and the State he re by agree to th e fo ll owin g term s a nd cond it io n s. Attachment 2 FASTERGrant.O I.Julll -originated from approved OSC Grant template Rev 1112/11 CDOT -Div ision of Transit and Rai l SAP PO# -27 100 1511 CMS #-12 H A6 36222 2. E FFECTIVE DATE AND NOTICE OF NONLlABILITY This G ra nt s ha ll no t be effect ive or enforceab le unt i I it is a pproved a nd s igned by t he Co lo ra d o Stat e Cont ro ll e r or d esig nee (he re in after ca ll ed th e "E ffec t ive Date"). The S ta te sha ll no t be li ab le to pay or re imburse G rantee f o r a ny performa nce he re und er, including, b u t not limi ted to costs o r expenses inc urred, o r be bo und by a ny prov is io n he reo f pri or to th e Effecti ve Date . 3 . RECITALS A. Authority, Appropriation, and Approval Autho rity to enter into thi s Gran t e x is ts in C RS §§4 3-1-1 06, 43 -1 -110, 43-1-11 7, 43-2-10 I ( 4)( c) as amende d and fund s have been budgete d , a ppro priated a nd otherw ise ma de avail a ble purs ua nt to C R S §43 -4-81 I (2) and a s uffi c ient un encumbe r ed ba la nce th e r eo f re mains ava ilable fo r paym ent. Re quired a pprovals, c le arance a nd coordin a ti on have been accomplis he d fro m and wi th a ppro p r iate agenc ies. B. Considera tion T he Pa rti es a c knowle dge that the mutu a l promises and covenants contained he rein and other good a nd valuable cons id e rati o n ar e suffi c ie nt a nd ade qua te to s up port thi s G ra nt. C. Purpose The purpose o f th is G rant is for C OOT t o di s per se FASTER Tra ns it Progr a m Funds to G ra ntee to condu ct work w ithjn th e provis io ns o f thi s G r a nt. The work to be comple te d und e r thi s Grant by th e G rant ee is m ore s pec ifi ca ll y descr ib ed in E xhibits A a nd B. D. References All refe re nces in thi s G rant to secti o n s (wheth e r s pe ll e d out o r us in g t he § symbo l), subsecti o ns, e xhibits o r other a ttac hments, a re re fere nc e s to secti o ns, s ubsecti o ns, ex.hi b it s o r oth e r attachments c ontained here in o r in c orpo rated as a pa rt hereof, unl ess o th e rw ise noted . 4. DEFINITIONS T h e f o ll owing te rm s as used her e in s ha ll be construed a nd inte rpre ted as fo ll ows: A. Budget "Budget" means th e budge t fo r th e W ork d escribe d in Exhibit A . B . Evaluation "Evaluati o n" m e ans th e process of ex.amining Grantee's W ork and rating it base d o n cri te ri a esta bli she d in §6, § 19, and all Exhibits. C. E xhibits and other Attachments The fo ll owin g a r e attac hed he re to a nd in corpo ra ted by reference herein : Exhibit A (Scope o f W o rk), Exhibit B (FA STER Program Re quire m e nts), a nd Exhibit C (Gra ntee Pay m ent C heckli st ), Exhibit D ( 49 CF R 18 S ubpa rt C), Exhibit E (Gene ra l Procure me nt Sta nd a rd s), Exhibit F (S tate and G ra ntee Commitme nts), Exhibit G (Opt ion Le tte r), Exhibit H (Sec uri ty Agreeme nt), Exhibit I (Sta te o r Fede ra l-A id Projec t A g reeme nts w ith P rofessio na l S ub g rantee Services) and Exhibit J (Grantee C ont rac t Adminis tra ti o n Checkli st). D. Goods "Good s" me an s ta ng ibl e ma teria l acquire d, produ ced , or de li ve red by G ra ntee e ith e r s epa ra te ly or in conjunc ti o n w it h th e Servi ces G rante e re nders he re und e r. E . Grant "Gra nt" me ans th is Grant, it s te rm s a nd cond iti ons, attac hed ex.hibi ts, docume nts in corp orate d by reference und e r th e terms of thi s G rant, and a ny f uture m odify ing a g reeme nts, ex.hibits, attachments o r re fe re n ces in corpo rated he re in purs uant to Co lo rado S tate law, Fi sca l Rules, a nd S ta te Contro ll e r Po lic ies. F. Grant Funds "Gra nt F unds" m eans ava il ab le fu nds pa yabl e by th e St at e to G r a ntee purs uant to thi s G ra nt. G . Local Funds "Local F unds" m eans f und s p rov id e d by a ny c it y, coun ty or entity (publ ic or private) fo r perfo rm a nce of th e Work. FASTERGrant.O I.Jul l l -originated from approved OSC Grant temp late Rev 1/12/1 1 Page 2 H. Manual "Manu ar· refer~ to COOT' '·Loca l Age ncy Manual". it ap plicable . I. Party or Parties CDOT -01\ 1 ~1 on ul Tnu1,i1 and Rail SAP PO#-271001511 CMS II -12 Hr\6 36~~:! ··Party .. means the Stat~ or Grantee and ''Parties" mean~ both the State and Grantee. j. Project "Project" mea ns Work id e ntifi ed in Exh ibit A. K. Program .. Progra m" meam the Funding Advancement for Su rface Tran~portation and Economic Recovery (FASTE R) Senate Bill 09-108 grant program that provides the funding for thi s Grant. 1 •. Revie w ''Review" means exa minin g Gran tee's Work to ens ure that it is adequate. acc urate. correct am.l in accordance with the c ri teria establi s hed in §6, § 19 an d Exhibit A. M. Services ··services" means the re quired se rvices to be performed by Grantee pur\uant to thi~ Grant. N. S tate Funds "State Fund s" mea ns fu nd s pro vid ed by the State for pe rform a nce of the Work. 0. Subgrantee '·S ubgran tee" mea n!> third-parti es. if any. engaged by Grantee to a id in performance of its obl igat ions. P . Work ··work " mea ns the tasks and ac ti viti es Grantee is requ ired to perform to fulfill its obli gatio ns under th is Grant a nd Exhihit A . in c lu ding th e perfo r ma nce or th e Services and ue li ver y of th e Good s. Q. Work Pro duct ··Worh. Produc t" mean~ th e tangibl e or intang ible re.,ults o f Grantee·~ Work, including. but not lim ited to. ~oft ware. re sea rc h, reports, studi es, data. photographs. negat ives or other fini ~hed o r unfi nished documenh, drawing~. model~. su rveys. maps . mat erials. or work product of any type. inciLH.ling d raft ~. 5. TERM A. Initial Term-Work Comme ncement The Part ie~ re~pe<.:t i vc performance~ un de r thi s Grant shall commence on th e E!Tec u ve Dme a~ tlctmed under number 2. ''Effec tiv e Date an d Not ice of No nliabi lity" of thi<> Grant Ag reemen t. T h •~ Grant ~h all term mate one (I ) year afte r th e signatwe date o f th e ~tat e co mroll er. unl cs~ sooner term in ated o r further exte nd ed as <;pec ified elsewhe re herein . B. Notice to Proceed Grant ee ~hal l not comm e nce performa nce of the Work until th e da te spec ifi ed by a wntt..:n nu ti <.:e Ill proceed , wh ich ma y he <;ent by e mail o r by ha rdcopy pur:suit to §16. C. S tate's Option t o Extend Terms Th e State may unilaterall y require co ntinu ed perform ance fo r two additiona l o ne yea r pcno(l\ at th e sa me rat es and s am e terms s pec ifi ed in th e Grant. I f th e State exerc i),es thi s opt ion. i t shall provid e wrillc::n not ice to Grantee at leas t 30 days pri or to the end of the current Grant te rm 111 form s ub \tant iall y equ iva len t to Ex hibit G . If exercised. th e provisio ns of the Option Letter \ha ll become part o f and be incorporated into thi !> Gran t. The to tal durat ion of th is Grant. including th e e:<erci\e of any opt io ns under this cla use. shall not exceed three yea rs. 6 . St:OPE OF WORK 1\. Completion Grantee sha ll compl ete the Wo r k and its ot her o bli ga ti ons as described he re in and in Ex hi bits A and B on or before the Effective Date. The State sha ll not be liable to compensate Grantee for an) Worh. perfonned prior to th e Effecti ve Date or a ft er the ten n111a ti o n of thi s Grant. FASTERGrant.OI .J ull t -origina ted from approved OSC Gran t templa te Rev l/t 2/ll B. Goods and Services COOT Division of Transit and Rai l SAP PO Fl -27 1 00 151 I CMS #-12 II A6 36222 G ra nt ee s ha ll procure Goods a nd Services necessary to com p le te th e W ork. Such procurement s ha ll be accom p li s he d us in g t he G rant fu nds a nd s ha ll no t in c rease the m ax imum a mo unt payab le he re under by th e Sta te. C. Employees A ll pe rsons empl oyed by G ra n tee o r S ubgra ntees s ha ll be cons ide red G rantee's or S ubg ra ntees' e mpl oyee(s) fo r all purposes he re und er a nd s ha ll no t be e mployee s of the Stat e fo r a ny purpose as a res ult o f this G rant. D. Federal Laws, Rules and Regulations If th e G rant Fund s in vo lve s fe de ra l fundin g, G ra ntee unders ta nds and agrees tha t fed e ra l laws, rules and regul a ti o ns w ill c o ntro l th e W o rk a nd its impl e me nt a ti o n . U nl ess a written waiver is granted , G ra nte e agrees to comply wi th a ll re quired federal laws, rules and regul a ti o ns a pplicable to th e W ork , in additi o n to a ll S ta te require me nts. E. Option for Phased Performance The S ta te may unilate ra ll y req uire the G ra ntee to begin perform a nce o n the next p hase of the Project as o utl ine d in Scope o f W ork in Exhibit A at the sa me rates a nd same term s speci fi ed in t he Grant. I f th e S ta te exerc ises th is o pti o n, it s ha ll provide w ritten no ti ce to G ra ntee in a form s ubs ta ntia ll y equi va le nt to Exhibit G . If exerc ised , th e provisio ns o f th e O ptio n Lette r s hall become part of a nd be incorp orate d int o thi s G ra nt. 7. PAYMENTS TO GRANTEE T he S ta te s hall , in a ccordance with th e prov is io ns of thi s §7, pay Grantee in the fo ll owing a m o unts and us in g th e metho d s set forth belo w : A . Maximum Amount T he max imum amo unt paya bl e unde r thi s G rant to G ra ntee by the St ate is $288,000 .00, as de te rmin e d by the State fro m avail a ble fund s. G rantee agrees to provide a ny additi o na l fund s re quired f o r the s uccessful comple ti o n o f th e Work. Pay me nts t o Grantee a re limited to the unpa id o bligate d ba la nce o f the Grant as set fo rth in Exhibit A. T he maximum a m o unt pay able by the Sta te to G ra ntee durin g the te rm o f t hi s G ra nt s ha ll be: GIL A cco unt: 4231200010 l CO Area: I 000 I Fund :400 Company Code: 1000 I Vendor Number: 2000099 Funcuonal Area: 330 1 Funds Center: R6250-0 I O **To ta l Encumbered Gra nt Amount: S O.OO State Fiscal Year: 20 12 *Line Ite m: 10 I *WBS : t8526.20.10 S ta te Funds Amount Total: $288,000.00 I Loca l Funds Amount T o tal: $72,000.00 I T o t a l: $360.000.00 *The Line It e m and WBS numbers may be r e placed at C OOT's discretion without a contract amendment a s lo ng a s suc h changes do not change the t otal am o unt of the Grant or move funds between phases of the Project in excess of 10%, which s hall be subject to Section 7(C). **The encumbrance amount is currently $0.00 s ince the construction phase has yet to be autho rized. M aximum amo unt payabl e by th e Sta te to the G rantee for e ach y ea r of t his G ra nt s hall be as sta te d in Exhibit A and any amendme nts the re to. B. Payment i. Advance, Interim and Final Payme nts A ny a d vanc e payme nt a ll owed und e r th is G rant o r in Exhibit A s h a ll compl y w it h State Fi sca l Rul es a nd be m a d e in accorda nce w it h the p rovis ions o f t hi s Grant o r such Exhibit. G rantee s ha ll initia t e a ny paym e nt r e quest s by s ubmittin g in vo ices to the S ta te in the fo rm a nd ma nne r set fo rth a nd a p proved by the S t ate. ii. Interest T he Sta te sh a ll full y pay each invoice w it h in 45 days o f receipt thereof if the a m ount invo iced represents pe rfo rm a nce by G ra nte e previous ly accepted by tl1 e S ta te. Uncont este d a mounts not pa id by the S ta te w ithin 45 days may, if G ra ntee so re quests, be ar inte rest o n the unpa id ba la nce beg inning o n th e 46th day a t a rate not to exceed o ne pe rcent pe r m o nth until pa id in full ; F AS'l ERUrant.O I .Ju ll l -originated from approved OSC Grant template Rev 1/12/11 Page 4 COOT -Division of Transit and Rail SAP PO II -271 00 I 5 I I CMS #-12 !lA6 36222 provided, however, that interest shall not accrue on unpaid amounts that are subject to a good faith disp ute. G rantee shall in voice the State separately for accrued interest on delinquent amo unt s. The billing s hall reference th e delinque nt payment, the number of day's intere st to be paid and the interes t rate. iii. Available Funds-Contingency-Termination T he State is prohibited by law from making fi sca l commitments beyond the term of the State's current fi sca l yea r. Therefore, Grantee's compensation is contingent upon the cont inuing ava il ability of State appropriati o ns as provided in the Co lorado Spec ial Provis ions, set forth below. If federal fu nd s are used wi th this Grant in whole or in part, the State's performance hereunder is cont in gent upon the continu in g availability of such funds. Payments pursuant to th is Gran t shall be made on ly from available funds encumbered for th is Grant and the State's liability for such payments sha ll be limited to the amount remaining of such encumbered funds. If State o r federal funds are not appropriated , or otherwi se become unavailab le to fund this Grant, the State may immediate ly terminate this Gra nt in whole o r in part with out further liability in accorda nce wit h the provisions herein. iv. Erroneous Payments At the Sta te's sole discretion, payments made to Grantee in error for a ny reason, inc ludin g, but not limited to overp ay me nt s or improper payments, and unexpended o r excess funds received by Gra ntee, may be recovered from Gra nt ee by deduction from subsequent payments under this Grant o r other Grants, gran ts or agreements between the State and Grantee or by other appropriate meth ods and coll ected as a debt due to the State. Such funds shall not be paid to any person or enti ty ot her th an th e State. C. Use of Funds G rant Funds s ha ll be used only for e li g ible costs id e ntified he rein and/or in the Budget. Budget lin e item adj us tments exceeding I 0% but le ss than 24.99% must be submitted in advance of actu a l cost and receive written Stat e approva l, w hi ch approval may be transmitted informally by emai l o r such other mean s that does not rise to the level of an ame ndmen t to thi s Grant. A budget rev is ion of Exhibit A w ill be issuedby State w ith any s uch adjustment . Adjustments in excess o f24.99% for a ny lin e item s ha ll be auth orized by the State in an amendm ent to this G rant. The Slate's tota l cons id erat ion shall not exceed th e ma x imum amount shown herein. D. Local Funds Grantee s hall provide Local Funds as provided in Exhibit A. Paymen ts to Grantee of Grant Funds wi ll be made for Project expenditures repo rted by Grantee and submitted to and accepted by the State for payment based on the ratio required State Funds and Local Funds for w hi ch Grantee ha s s ubmitted to the State. E. Payment Compliance A ll G ra nt reimbursements shall comp ly with 49 CFR 18 Su bpart C (Exhibit D ) of th e Uniform Admini strati ve Requirements fo r Grants and Cooperati ve Agreements to State and Local Government s. Additi o na ll y, Grantee s ha ll o nly be reimbursed fo r costs allowable und er 2 CFR Part 125, Appendix A. 8. REPORTING -NOTIFICATION Reports, Evaluations, a nd Reviews re quired under this §8 s hall be in accordance wi th the procedures of and in such form as prescribed by the State and in accordance with §19, if applicable. A. Performance, Progress, Personnel, and Funds Gra ntee s ha ll s ubmit a report to th e Sta te upon exp irati on or sooner te rminati on of this Grant , contain in g a n Evaluat ion and Review of Gran tee's performance and th e final status of G ran tee's obliga ti ons hereu nd er. In addition, Grantee s hall comp ly with a ll reporting requirements, if any, set forth in th e Local Agency Ma nual and/or this G rant. B. Litigation Reporting Within I 0 days after bein g served w ith any pleading in a legal action fi led wi th a court or admi ni strative agency, re lated to thi s Gran t or wh ich may affect Grantee's abi li ty to perform its ob liga ti ons hereunder, Grantee sha ll notify the State of s uch action and del iver copies of such F/\STERGrant.OI.Jull l -originated from approved OSC Grant template Rev 1/12/1 1 Page 5 COOT -Division of Transit and Rail SAP PO#-271001511 CMS #-12 HA6 36222 pleadings to the State 's principal representative as identified herein. If the State's principal representative is not then serv ing , such noti ce and copies shall be delivered to the Executive Director of CDOT. C. Noncompliance Grantee's failure to provide reports and notify the State in a timely manner in accordance with this §8 may result in the delay of payment of funds and/or termination as provided under this Grant. D. Subgrants Copies of any and all subgrants entered into by Grantee to perform its obligations hereunder shall be submitted to the State or its principal representative upon request by the State. Any and all subgrants entered into by Grantee related to its perfonnance hereunder shall comply with all applicable federal and state laws and shall provide that s uch subgrants be governed by the laws of the State of Colorado. 9. GRANTEE RECORDS Grantee s hall make, keep, maintain and allow inspection and monitoring of the following records: A . Maintenance Grantee s hall make, keep, maintain, and allow inspection and monitoring by the State of a complete file of all records, documents, communications, notes and other written materials, electronic media files , and communications, pertaining in any manner to the Work or the delivery of Services (including, but not limited to the operation of programs) or Goods hereunder. Grantee shall maintain s uch records until the last to occur of the following: (i) a period of three years after the date this Grant is completed or terminated, or (ii) final payment is made hereunder, whichever is later, or (iii) for such further period as may be necessary to resolve any pending matters, or (iv) if an audit is occurring, or Grantee has received notice that an audit is pending, then until such audit has been completed and its findings have been resolved (the "Record Retention Period"). B. Inspection Grantee s hall permit the State, the federal government and any other duly authorized agent of a governmental agency to audit, inspect, examine, excerpt, copy and/or transc ribe Grantee's records related to this Grant during the Record Retention Period for a period of three years following termination of this Grant or final payment hereunder, whichever is later, to assure compliance with the tenns hereof or to eva luate Grantee's performance hereunder. The State reserves the right to inspect the Work at all reas o nable times and places during the tenn of this Grant, including any extension. If the W o rk fails to conform to the requirements of this Grant, the State may require Grantee promptly to bring the Work into confonnity with Grant requirements, at Grantee's sole expense. If the Work cannot be brought into confonnance by re-performance or other corrective measures, the State may require Grantee to take necessary action to ensure that future perfonnance conforms to Grant requirements and exercise the remedies available under this Grant, at law or inequity in lieu of or in conjunction with s uch corrective measures. C. Monitoring Grantee s hall penn it the State, the federal government, and other governmental agencies having jurisdiction, in their sole discretion, to monitor all activities conducted by Grantee pursuant to the terms of this Grant us ing any reasonable procedure, including, but not limited to: internal evaluation procedures, examination of program data, s pec ial analyses, on-site checking, formal audit examinations, or any other procedures. All monitoring controlled by the State shall be performed in a mann er that shall not unduly interfere with Grantee's performance hereunder. D. Final Audit Report If an audit is performed on Grantee's records for any fi sca l yea r covering a portion of the tenn of this Grant, Grantee s hall submit a copy of the final audit report to the S tate o r its principal represe ntati ve a t the add re ss specified herein. 10. CONFIDENTIAL INFORMATION-STATE RECORDS Grantee s hall comply with the provisions of this §10 if it becomes privy to confidential information in connection with its performance here under. Confidential information, includes, but is npt necessarily limited f ASTERGran L.O I.Julll -origi nated from ap proved O SC Grant templ ate Rev 1/12/11 Page 6 CDOT -Division ofTransit and Rai l SAP PO#-27 100 1511 CMS #-12 Hi\6 36222 to, any State records, person ne l recor ds, an d in fo rm atio n conceming in d iv id ua ls. S uc h inform ation sha ll not inc lude information req ui red to be d isc losed p urs ua nt to the Colo rado Open Records Act , C RS 24-72-l 0 I, et seq . A. Confidentia lity Grantee s ha ll kee p a ll State records and info rmatio n confi de nti a l at a ll times and to com p ly with a ll laws a nd regul a ti o ns concernin g confid e nt ia li ty of in fo rma t ion . Any request o r de ma nd by a thi r d party fo r S tate record s a nd info rmati on in the possession o f Grantee sha ll be imme dia te ly f orwa rd ed to the Sta te's prin c ipa l re presentati ve. B. Notification Gra ntee s ha ll no ti fY its agent, e mployees, S ubgrantees, a nd assign s who may come into contact w ith S ta te record s a nd confide n t ia l in forma ti o n tha t each is s ubjec t to t he confi denti a li ty r equire ments set fo rth he re in , a nd s hall provid e e ach w it h a w r itten expl a na t ion of s uch re q ui re me nts before th ey are pe rm itt e d to acce ss s uc h record s a nd informa t io n. C. Use, Security, and Retention Confid e nti a l info rmatio n o f a ny k ind s hall no t be di stri buted o r so ld to a n y third pa rty o r used by G ra ntee o r it s agents in a ny way, except as a utho ri zed by thi s G ra nt or approved in w ri t ing by th e S tate. Gra ntee s ha ll prov id e a nd ma int a in a secu re e nv ironme nt tha t e n s ures con fi d e nti al ity o f a ll State records a nd othe r confidenti a l inform a ti on w he rever located . Confide nt ial info rmation s h a ll no t be retained in any fil es or otherw ise by G ra ntee o r its agents, e xcept as pennitted in this G ra nt or approved in writ in g by th e S ta te. D. Disclos ure-Liability Di sc losure o f S ta te record s or o the r confide ntial infonn atio n by G ran tee fo r a ny re ason m ay be c a use fo r lega l acti o n by third pa rti es again st Gra ntee, th e St ate o r the ir res pec ti ve agents . Grante e s ha ll ind e mni fy, save, a nd .h o ld harmless th e S ta te , its employees a nd agents, against a n y and a ll c la im s, da mages, li abili ty a nd court awards inc ludin g costs, expe nses, and a tto rney fees and re la te d costs, in c urred as a resu lt of a ny act or o missio n by G ra ntee, or it s e mployees, agen ts, S ub g rantees, or ass ign ees p urs uant to thi s §I 0. 11. CONFLJ C TS OF INTEREST G ra ntee s ha ll not e ngage in a ny b us iness o r pe rsona l acti v iti es o r practices o r ma intain an y rel ati o ns hips w hi c h conflic t in an y w ay w ith th e full p e rformance o f G rantee 's obligati on s h e re unde r. Gra ntee acknowled ges tha t w ith respect to thi s Grant, e ve n th e a ppe arance of a conflic t o f inte rest is ha rmful to th e S ta te's inte rests. A bsent th e S t ate's pri o r w ritte n a pproval, Grantee s hall re fra in fr o m a ny practi ces, act iv ities o r re lat io ns hips tha t reasonabl y appear to be in confl ict w ith th e full pe rfo nnance of G rantee's obli gations to th e S tate he reunde r . If a confli c t o r appeara nce exis ts, o r if G rantee is uncerta in w hether a confli c t o r the a ppeara nce o f a confli c t of inte rest exis ts, G rantee s ha ll s u bmi t to t he St a te a di sclosure sta te me nt sett ing fo rth th e re levant de ta il s f or the Sta te's con s id e ration . F a ilure to pro mptly s ubmit a disclosure s ta te me n t o r to fo ll ow th e S tate's directi on in regard t o the appa rent confli ct c o ns titutes a breach o f thi s G ra nt. 12. REPRESENTATIONS AND WARRANTIES G rantee m a kes the fo ll owin g s peci fi c re presentatio ns and warra nties, each of w h ich was re li e d o n by the State in entering into thi s G r a nt. A. Standard and Manner of Performance Grantee s ha ll pe rfo rm its o bli gati o n s he re unde r in accordance w ith the hi g hest standards of care, skill a nd dili gence in t he indus t ry, trad es o r pro fessio n a nd in the seque nce a nd ma nn er set fo rth in thi s G ra nt. B. Legal Authority -Grantee and Grantee's Signatory G ra ntee warra nts th at it possesses th e legal a utho rity to e nte r in to thi s G rant a nd that it has ta ke n a ll actio ns req ui red by its proced ures, b y-laws, a nd/or ap plica ble laws to exercise th a t autho r ity, a nd to lawfully autho ri ze it s unde rsigned s ignatory to execute this Gran t, o r a ny pa rt thereof, and to bind FASTERGrant 0 I Jull l -originated from approved OSC Grant temp late Rev 1/12/11 Page 7 COOT -Divi s ion o f Transit and Rail SAP PO tl -27 1001511 CMS #-12 HA6 3 62 22 Grantee to its terms. If requested by the State, Grantee shall provide the State with proof of Grantee's authority to enter into this Grant within I5 days of receiving such request. C . Licenses, Permits, Etc. Grantee represents and warrants that a s of the Effective Date it has , and that at all times during the term hereof it shall have, at its sole expense , all licenses, certifications, approvals, insurance, permits, and other authorization required by law to perform its obligations hereunder. Grantee warrants that it s hall maintain all necessary licenses, certifications, approvals, insurance, permits, and other authori zations required to properly perform this Grant, without reimbursement by the State or other adjus tment in Grant Funds. Additionally, all employees and agents of Grantee performing Services under this Grant shall hold all required licenses or certifications, if any, to perform their responsibilities. Grantee, if a foreign corporation or other foreign entity transacting bu s iness in the State of Colorado, further warrants that it currently has obtained and shall maintain any applicable certificate of authority to transact business in the State of Colorado and has designated a registered agent in Colorado to accept service of process. Any revocation, withdrawal or non-renewal of licenses, certifici!tions, approvals, insurance, permits or any such similar requirements necessary for Grantee to properly perform the terms of this Grant shall be deemed to be a material breach by Grantee and constitute grounds for termination of this Grant. 13. INSURANCE Grantee and its Subgrantees shall obtain and maintain insurance as specified in thi s section at all times during the term of this Grant. All policies evidencing the insurance coverage required hereunder s hall be issued by insurance companies satisfactory to Grantee and the State. A. Grantee i. Public Entities If Grantee is a "public entity" within the meaning of the Colorado Governmental Immunity Act, CRS §24-1 0-101 , et seq., as amended (the "GIA''), then Grantee shall maintain at all times during the term of thi s Grant such liability insurance, by commercial policy or self-in s urance, as is necessary to meet its liabilities under the GlA. Grantee s hall show proof of such insurance sati s factory to the State, if requested by the State. Grantee shall require each Grant with Subgrantees that are public entities, providing Goods or Services hereunder, to include the in s urance requirements necessary to meet Subgrantee's liabilities under the GIA. ii. Non-Public Entities If Grantee is not a ''public entity" within the meaning of the GlA, Grantee shall obtain and maintain during the term of this Grant insurance coverage and poli c ies meeting the s am e requirements set forth in §13(B) with respect to Subgrantees that are not "public entities ". B. Grantee and Subgrantecs Grantee shall require each Grant with Subgrantees, other than those that are public entities, providing Goods or Services in connection with thi s Grant, to include insurance requirements substantially s imilar to the following: i. Worket·'s Compensation Worker's Compens ation Insurance as required by State s tatute, and Employer 's Liability Insurance covering all of Grantee and Subgrantee employees acting within the course and scope of their employment. ii. General Liability Commercial General Liability Insurance written on ISO occurrence form C G 00 01 I 0/93 or equivalent, covering premises operations, fire damage, independent Subgrantees, products and completed operations, blanket contractual liability, pers onal injury, and adverti s ing liability with minimum limits as follows: (a) $1 ,000,000 each occurrence; (b) $1,000,000 general aggregate; (c) $I,OOO ,OOO products and completed operations aggregate ; and (d) $50,000 any one fire. If any aggregate limit is reduced below $1 ,000,000 because of claims made or paid, Subgrantee s hall immediately obtain additional in surance to restore the full aggregate limit and FASTERG ra nt.O I.Ju lll -origi nated fr om app roved OSC Grant te mp late Rev 111 2/11 Page 8 COOT -Divi s ion of Transi t and Rai l S/\P PO# -27 1 001511 CMS #-12 HA6 36222 furnish to G ra ntee a certifi cate or other document satisfactory to Grantee s howing comp li ance with this provision. iii. Automobile Liability Automobile Liability In s urance cover ing any au to (in c ludin g owned, hired and non-owned autos) with a minimum limit of $1,000,000 each accident combined s in gle limit. iv. Professional Liability Professional liability in sura nce wi th minimum limits of liability of no t less t han $1,000,000 each claim a nd $1 ,000,000 annua l aggregate for both the Grantee or any S ub grantee whe n : a) Contract it e m s 625 (Constru ction S urveying), 629 (Survey Monumentation), or both are included in the Grant b) Plans, specifi catio ns, and s ubmittal s ar e required to be s igned and sea led by the G rantee's or Subgrantee's professional engineer, including but not limited to: (I) Shop drawings and working drawings as d escribe d in subsection I 05.02 of the CDOT Standard s Specification fo r Road and Bridge Constructi o n Manual_ wh ic h can be found at: www.coloradodot.info/bu siness/des ign s upport/construc ti on-specifications/20 11 - Specs/20 11 -Specs-Bood.pdf (2) Mi x desig ns (3) Contractor performed des ign work as required by the plans and s pecifications (4) Approved va lu e e ng in eering change proposals v. Additional Insured Grantee and th e State s hall be nam ed as additional ins ure d on the Com merc ial Gene ral Liability a nd Automobile Li a bility In s uran ce polici es (leases and construction G ra nts require add iti ona l insured coverage for compl eted operations o n endorsements CG 2010 11 /85 , CG 2037, or e quiva lent). vi. Primacy of Coverage Coverage re qui re d of Grantee a nd Subgra nte es shal l be primary over any in suran ce or sel f- in s urance program carried by Grantee o r th e State. vii. Cancellation The above in s uran ce policies s ha ll include provi s io ns preventin g cancell ation or non-renewal wi th o ut at least 45 days prior not ic e to the G r a ntee a nd Grantee sha ll forward s uch notice to the State in accordance w ith §16 (Noti ces a nd Representatives) w ithin seven days o f G ran tee's recei pt of such notice. viii. Subrogation Waiver C. Certificates /\II insurance policies in any way re lated to this Grant a nd secu re d a nd maintained by Grantee or its Subgrantees as req uired h er e in s hall include clauses stating that each carrier shall waive all ri g hts of recovery, under subrogation o r o therwise, again st G rantee or the State, its agencies, in stitutions, or gan izations, officer s, agents, e mployees, a nd vo lunteers. Gra ntee and a ll S ubgrantees s ha ll provide certifi cates showing in s urance coverage req uired hereunder to the State wi thin seven bu s iness days of the Effective Da te of thi s G rant. No late r than 15 days prior to the exp irati on date of any s uch coverage, Grantee a nd each Subgrantee shall de live r to the State o r G rantee certifi cates of in s ura nce ev id e nc in g renewa ls thereof. In addition, up on reques t by th e S tate at a ny o th er time during the term of thi s G rant or any subg rant , Grantee and each S ub grantee sha ll , wi thin I 0 days of s uc h req uest, s uppl y to the State evidence sati sfactory to the State of compliance with th e provision s o fthi s §13 . 14. BREACH A. Defined ln addi ti o n to any breaches s pecified in other sections of this Gran t, th e failure of either Party to pcrfonn a ny of its material obli gations he re under, in w ho le or in part o r in a tim e ly or sati sfa ctory manner, const itutes a breach . The in stit uti o n of proceedings unde r any bankruptcy, in solvency, reorga ni zation o r s imi lar law, by or against Grantee, or the appo in tment of a receiver or s imi lar officer FA STERGrant.OI.Ju ll l -originate d from approved OSC Gra nt template Rev 1/12111 Page 9 COOT -Division of Transit and Rail SAP PO#-271001511 CMS #-12 HA6 36222 for Grantee o r any of its property, which is not vacated or fully stayed within 20 days after the institution or occurrence thereof, shall also constitut e a breach. B. Notice and Cure Period In the event of a breach, notice of such shall be given in writing by the aggrieved Party to the other Party in the manner provided in §16. If such breach is not cured within 30 days of receipt of written notice, o r if a c ure cannot be comp leted within 30 days, or if cure of the breach has not begun within 30 days and pursued with due diligence, the State may exercise any of the remedies set fort h in §15. Notwithstanding a nything to the contrary herein , the State, in its sole discretion, need not provide advance notice or a cure period and may immediately terminate this Grant in whole or in part if reasonably necessary to preserve public safety o r to prevent immediate public crisis . 15. REMEDIES If Grantee is in breach under any provision of this Grant, the State shall have all of the remedies li sted in thi s §15 in addition to all other remedies set forth in o th er sections of this Grant following the notice and cure period set forth in §14(8), provided however, that the State may terminate this Grant pursuant to § 15(8) without a breach. The State may exercise any or a ll of th e remedies availa ble to it , in its sole discretion, concurrently or consecutively. A. Termination for Cause and/or Breach If Grantee fai ls to perform any of its obligations hereunder wi th such diligence as is required to ensure its completion in accordance with the provisions of this Grant and in a timely manner, the State may notify Grantee of such non-performance in accordance with the provisions herein. If Grantee thereafter fails to promptly c ure such non-performance within the cure period, the State, at its option, may terminate this entire G rant o r such part of this Grant as to wh ich there has been delay or a failure to properly perform . Exercise by the State of this right s ha ll not be deemed a breach of its obli gations hereunder. Grantee shall continue performance of this Grant to the extent not terminated, if any. i. Obligations and Rights To the extent s pecified in any tennination notice, Grantee shall not incur further obli gations or render further performance hereunder past the effective date of such notice, and shall terminate outstand in g o rders and subgrants with third parties. However, Grantee shall complete and deliver to the State a ll Work, Services and Goods not cancell ed by the termination notice a nd may incur obli gations as are necessary to do so within this Grant's tenns. At the sole discretion of the State, Grantee shall assign to the State a ll of Grantee's right, title, and interest unde r such tenninated orders or subgrants. Upon te rmination, G rantee sha ll take timely, reasonable and necessary action to protect and preserve property in the possession of Gran tee in which the State has an interest. All materials owned by the State in the possession of Grantee s hall be immediately returned to the State. All Work Product, at the option of the State, shall be deli vered by Grantee to the State and shall become the State's property. ii. Payments The S tate s ha ll reimburse Grantee only for accepted performance up to the date of termination. If, after termina ti on by the State, it is determined that Grantee was not in breach or that Grantee's action or inaction was excusable, such termination shall be treated as a tennination in th e public interest and the rights and obli gations of the Parties shal l be the same as if this Grant had been terminated in the public interest, as described he rein. iii. Damages and Withholding Notwithstanding any other remedial action by th e State, Grantee also shall remain liabl e to the State for any damages sustained by the State by virtue of any breach under this Grant by Grantee and the State may withhold any payment to Grantee for the purpose of mitigating the State 's damages, until s uch time as the exact amount of damages due to the State from Grantee is determined. The State may withhold any amount that may be due to Grantee as the State deems necessary to protect the State, including loss as a result of outstanding liens or c laim s of former li en holders, or to reimburse the State for the excess costs incurred in procuring similar fAST E RGrant.O I .lui II -originate d fro m appro ve d O S C Grant template Re v 1/12111 Page 10 COOT -Division of Transit and Rail SAP PO#-271001511 CMS #-12 HA6 36222 goods or services. Grantee shall be liable for excess costs incurred by the State in proc uring fro m third parties replacement Work, Services or substitute Goods as cover. B. Early Termination in the Public Interest The State is entering into this Grant for the purpose of carrying out the public policy of the State of Colorado, as determined by its Governor, General Assembly, and/or courts. If this Grant ceases to further the public policy of the State, the State, in its sole discretion, may terminate this Grant in whole or in part. Exercise by the State of this right s hall not constitute a breach of the State's obligations hereunder. This subsection shall not apply to a termination of this Grant by the State for cause or breach by Grantee, which shall be governed by §lS(A} or as otherwise specifically provided for here in . i. Method and Content The State s hall notifY Grantee of such termination in accordance with §16. The notice shall specify the effective date of the termination and whether it affects all or a portion of thi s Grant. ii. Obligations and Rights Upon receipt of a termination notice, Grantee shall be subject to and complY-with the same obligations and rights set forth in §lS(A)(i). iii. Payments If this Grant is terminated by the State pursuant to thi s §IS(B), Grantee sha ll be paid an amount which bears the same ratio to the total reimbursement under thi s Grant as the Services satisfactorily performed bear to the total Services covered by this Grant, less payments previously made. Additionally, if this Grant is less than 60% completed, the State may reimburse Grantee for a portion of actual out-of-pocket expenses (not otherwise reimbursed under this Grant) incurred by Grantee which are directly attributable to the uncompleted portion of Grantee's obi igations hereunder; provided that the sum of any and all reimbursement shall not exceed the maximum amount payable to Grantee hereunder. C. Remedies Not Involving Termination The State, in its sole discretion, may exercise one or more of the following remedies in addition to other remedies available to it: i. Suspend Performance Suspend Grantee's perfom1ance with respect to all or any portion of this Grant pending necessary corrective action as specified by the State without entitling Grantee to an adjustment in price/cost or performance schedule. Grantee s hall promptly cease performance and incurring costs in accordance with the State's directive and the State shall not be liable for costs incurred by Grantee after the suspension of performance under this provision. ii. Withhold Payment Withhold payment to Grantee until corrections in Grantee's performance are satisfactorily mad e and completed. iii. Deny Payment Deny payment for those obligations not performed, that due to Grantee's actions or inactions, cannot be performed or, if performed, would be of no value to the State; provided, that any denial of payment s hall be rea sonably related to the value to the State of the obligations not performed. iv. Removal Demand removal of any of Grantee's employees, agents, or Subgrantees whom the State deems incompetent, careless, in s ubordinate, unsuitable, or otherwise unacceptable, or whose continued relation to this Grant is deemed to be contrary to the public interest or not in the State's best interes t. v. Intellectual Property If Grantee infringes on a patent, copyright, trademark, trade secret or other intellectual property right while performing its obligations under this Grant, Grantee shall, at the State's option (a) obtain for the State or Grantee the ri ght to us e such products and services; (b) replace any Goods, Services, or other product involved with non-infringing products or modifY them so that they become non-infringing; or, (c) if n either of the foregoing alternatives are reasonably FASTERGrant.01 .Ju111 -originated from approved OSC Grant templat e Rev 1/12/11 Page II COOT-Division of Transit and Rail SA P PO # -27 1 00 15 11 CMS #-12 HA6 36222 available, re mov e a ny infrin g in g Goods, Services, or produc ts and refund the price pa id therefore to the State. 16. NOTICES and REPRESENTATIVES Each individual identified below is the principal representative of the des ignating Party. All notices required to be given hereunder shall be hand delivered with receipt required o r sent by certified or registered mail to s uch Party's principal repre sentative at the address set forth below. In addition to , but not in lieu of a ha rd- copy notice, notice al so may be sent by e-mail to the e-mail addresses, if any, set forth below. Either Party may from time to time designate by written notice substitute addresses or persons to whom such notices shall be sent. Unless otherwise provided herein, all notices shall be e ffective upon rece ipt. A. State: Raelene Shelly Project Manager Colorado Dept. ofTransportation 2000 South Holly Street Denver, CO 80222 (303) 757-9276 B. Grantee: Russ Higgins Project Manager City of Wheat Ridge 7500 West29'h Avenue Wheat Ridge, CO 80033 (303) 235 -2 869 17. RIGHTS IN DATA, DOCUMENTS, AND COMPUTER SOFTWARE Any software, research, reports, s tudie s, data, photogra phs, negatives or other docum e nts, drawings, model s, materials, or Work Product of a ny ty pe, including dra fts , prepared by Grantee in the performru1ce o f its obligations under thi s Grant shall be the exclusive property of the State and, all Work Product shall be delivered to the State by Grantee upon completion or termination hereof. The State's exclusive rights in s uch Work Product s hall include, but not be limited to, the right to copy, publi s h , di s play, tran s fer , a nd prepare derivative works. Grantee shall not use, willingly allow, cause or pe rmit such Work Product to be used for any purpose other than the performance of Grantee's obligations hereunder without the pri or written consent of the State. 18. GOVERNMENTAL IMMUNITY Notwithstanding any other provis ion to the contrary, nothing herein shall constitute a waiver, express or implied, o f a ny of the immunities, rights, benefits, protection, or other provision s of the GIA. Liability fo r claims for injuries to pe rson s or property arising from the negligence ofthe State of Colorado, it s d e partme nts, in stitutions, agencies, boards, officials, a nd e mployees is c ontrolled and limited by the provisions of th e GIA and the ri s k mana gement statutes, CRS §24-30-150 I , et seq ., as amended. 19. STATEWIDE CONTRACT MANAGEMENT SYSTEM If the maximum a mount payable to Grantee under this Grant is $100,000 or greater, e ither oo the Effe ctive Date or at anytime thereafter, thi s §19 applies. G rantee agrees to be govemed, and to abide, by the provis ion s of CRS §24-1 02-205, §24-1 02-206, §24 -1 03- 60 I , §24-1 03 .5-I 0 I and §24-1 0 5-102 concerning the monitoring of vendor performance on state Grants and inclus io n of Grant performance information in a statewide Contract M a nage ment System. Grantee 's performance s hall be subject to Evaluation and Revi ew in accordance with the terms a nd conditi o ns of thi s Grant, State law, including CRS §24-1 03.5 -10 I, and State Fiscal Rules, Policies and FASTERGrantO I .Jut II -ori ginated from approved OSC Grant template Rev 1/12/11 Page 12 COOT -Division of Transit and Ra il SA P PO # -27 1 00 151 1 CMS #-12 HA6 36222 Guidance. Eva lu at io n a nd Rev iew of Grantee's perfo rman ce sha ll be part of the normal Grant admini stra t io n pro cess and G rantee 's pe rforman ce will be syste mat ically record ed in th e s tate wide Co ntract Man age me nt Sys tem. Area s of Eva luati on and Re v iew s hall in c lude, but s hall not be limited to quality, cost a nd tim e lin ess. Co ll ecti on o f informati o n rele va nt to th e perfom1 ance of G rant ee's obli gati o ns und e r th is G ra nt s ha ll be dete rm ined by th e s pec ific req uirements of s uch obli gati o ns and s hall in c lud e fac to rs ta il o red to mat ch th e requirem e nt s of G ra ntee's obligat io ns. Suc h perform a nc e inform ati on s hall be entered int o th e s tate wid e Co ntrac t Ma nagement System at int erva ls establi shed here in and a final Eva lu ati o n, Rev iew a nd Ra ting shall be re ndered w ithin 30 days o f t he end o f the Grant term. Grantee s hall be notifie d fo ll ow in g eac h pe rfo rman ce Eva luati o n and Rev iew, and s hall address or correct a ny id e ntifi ed p rob le m in a t im e ly manner and ma intain wo rk progress. Should th e final perform ance Eva lu ati on and Re view determ ine tha t Grantee demons tra ted a gross fa ilure to meet the perfo rmance measures es tabl ished here und e r, the Ex ec ut ive Director of th e Co lorad o Departme nt o f Personne l and Admini strati on (Exec uti ve Directo r), up o n request by COOT and showin g o f goo d c au se, may de bar Grant ee and pro hib it Grantee fr om biddin g on future Grants. Grantee ma y contest th e fin a l Evaluati on, Review and Rating by: (a) filin g rebu tta l sta te ment s, whi c h may res ult in e it her removal o r correct io n o f th e eva luati o n (C RS §2 4-1 05-1 02(6)), or (b) un de r CR S §24-1 0 5-1 02(6), exercis in g th e debarment pro te st and appea l rig hts prov ided in C RS §§24 -1 09-10 6, I 07, 20 I or 202, whi ch ma y res ult in the reversal of the debarment and re in stateme nt o f Grantee, by the Executive Direct or, up on a s how in g of good c au se . 20. GENERAL PROVISIONS A . Assig nme nt and Subgrants G rantee's rights and o bli gati o ns hereunder are perso nal a nd may not be transferr ed, assigned or s ub granted without th e pri o r, writte n co ns ent of the State. An y attempt at ass ignm e nt , tran s fer , o r s ubgrantin g w ith o ut s uc h consent sha ll be vo id. All ass ign men ts, s ubgra nt s, o r S ub gra nt ees approved by G rantee o r the State are s ubj ect to a ll of th e provis ions hereo f. G rantee sha ll be so le ly re spons ibl e fo r a ll as pects of s ub gra ntin g arra ngement s and perfo rm a nce. B . B in ding E ffect Except as otherwi se prov id ed in §20(A), a ll provis ions herein co nta ine d, inc ludin g th e be nefits and burde ns, s ha ll e xtend to a nd be bind ing upo n the Parties' res pec ti ve heirs, lega l re presentati ves, s uccessors, a nd assigns. C. Capti o ns Th e capti ons and headin gs in this Gra nt are for convenien ce o f re feren ce o nl y, a nd s ha ll not be used to interpret, de fin e, o r limit it s provi s ions. D . Cou n terparts Th is Grant may be execut ed in multipl e ide ntical ori g ina l co unte rpa rts, a ll o f whi c h shall co nsti tute one agreement. E. E ntire U nde rstanding Th is Gra nt re presents th e co mp lete int egrati o n o f all und ersta ndin gs betwee n th e Pa rti es and a ll prio r re presentati ons and und e rstandin gs, o ra l o r written, are merged here in . Pri or o r contemporaneous additi ons, de leti o ns, o r oth er chan ges hereto s ha ll no t have any fo rce or e ffec t whatsoeve r, unl ess e mb odi ed here in . F . Indem n ificatio n-General G rantee s ha ll indemni ty, save, and ho ld ha rmless th e St ate, it s empl oyees and agents, aga in st a ny a nd all c la im s, damages, lia bility an d cou rt award s in c ludin g costs, expenses, a nd atto m ey fees and re lated costs, in c urre d as a res ult o f an y act or o mission by G ran tee, o r its empl oyee s, age nts, S ub grant ees, or ass ignees purs uant to th e term s o f thi s Grant; however, the provis io ns he reo f s ha ll not be constru ed or interpreted as a waiver, expre ss or impli ed, of an y o f th e immuniti es, ri g hts, benefits, pro te cti o n, o r o ther prov is ion s, o f th e GI A, o r th e Federa l Tort Cla im s Act , 2 8 USC 267 1 e t seq., as ap pli cabl e, as no w or hereaft er ame nd ed. FASTFRGrant.O I .lui II originated from approved OSC Grant templa te Rev 1/121 11 Page 13 G . Juris dic t ion a nd Ve nue COOT -Div ision of Transi t and Rail SAP PO#-27 100 15 11 CMS 1!-12 HA6 36222 A ll su its, acti o ns, or proceed in gs r e lated to this G rant sha ll be he ld in the Stale of Colorado and exc lus ive ven ue s ha ll be in the C ity and County o f Denver. H. M odification i. By the Parties Except as speci fi ca ll y prov id e d in thi s Gra nt, modifi cat io ns of thi s Grant sha ll not be effecti ve unl ess agreed to in writin g by th e Part ies in an amendmen t to thi s G rant, pr o pe rl y executed a nd a p proved in accorda nce w it h appli cabl e Co lo ra d o Sta te law, S tate F isca l R ul es, and O ffi ce o f th e Sta te Contro ll e r Po li c ies, in c lu di ng, but no t limite d to, t he po li cy e n t it led MODI FIC ATIONS OF CONT RACTS -TOO L S AND F O RMS. ii. By Ope ration of Law Thi s G ra nt is s ubj ect to s uc h mo difi catio n s as may be re quired by c ha nges in federa l or Colo r ad o State law, o r th e ir implem en t ing regu la ti o ns. Any s u c h re quired mo d ifi catio n a uto m atic ally s hall be in corp o r a ted into a nd be pa rt o f thi s G ra nt o n the effect ive d ate of s uch c h a nge, as if full y set fo rth he re in . - I. Order of Precedence The provis io ns of t hi s G ra nt s ha ll govern th e re la t ions hip of t he Pa rties. In th e event of confli cts o r in cons iste n c ies bet ween t his Grant a nd its exhi bi ts a nd attachm ents inc lu d ing, but no t limited to, t hose provided by G r an tee, s u c h con fli c ts or inconsiste nc ies sha ll be r eso lved by r e ference to th e docu me nt s in th e f o ll ow ing o rde r o f prio ri ty: i. C olot·ado S pecia l Provis io ns ii. The P rov is io n of the m a in body o f thi s G r a nt iii. Exhibit A (Sc o pe o f W o rk ), iv. Exhibit B (FA STER Program Req uire me nts), v. An y execut ed Opt io n Lette r, and v i. Othe r E xhibits in descending o rd e r of t he ir attachment. J . S everability Provid ed thi s Grant can be executed a nd p e rfo rmance o f th e o bli g atio ns o f th e Parti es accompli s hed w ith in its in tent, t h e p rov is io ns her eo f a re severa ble a nd any prov is io n tha t is decla re d invalid o r becomes in o pe ra bl e fo r a ny reaso n s ha ll no t affect th e va lidi ty of a ny othe r pr ov is io n he reof. K. Survival of C ertain Grant Terms Notw ith stand in g a nythin g he re in to the con trary, prov is ions o f t hi s G ra nt re qui ri ng continued per fo rmance, com p li a nce, o r effect a fte r term ina ti o n he reof, s ha ll s urv iv e s uc h te rminati o n and s ha ll be e n fo rceabl e by th e State i f Grantee fa il s to pe rfo rm o r comply as r equire d . L . Taxes T he State is exem pt fro m a ll fede ra l excise taxes und e r IRC C h a pter 32 (No. 84-73 01 23 K ) and fr o m a ll S ta te a nd loca l government sa les and use taxes un d e r CRS §§39-26-1 0 I a nd 2 0 I et seq. S uc h exem pt io ns appl y w he n materia ls are purc hased o r servi ces re nde re d to b e nefit th e Sta te; prov id e d however, th at certa in po li t ica l s u bd iv is io ns (e.g., C ity of De nver) m ay require payme nt of sa les o r use taxes even th o ug h th e p rodu c t o r serv ice is pro vided to th e S t ate . G ran tee s h a ll be sole ly li a bl e fo r payin g s uc h taxes as th e S tate is pro hi b ited from pay in g for o r re imburs in g Gra ntee fo r th e m . M . Third Party Be neficiaries E nfo rceme nt of lhi s Grant a nd a ll ri gh ts a nd o bi igatio ns he re under are reserve d sole ly to th e P arties, a nd not to a ny third p arty. An y servi ces or bene fi ts w hi c h t hird parties receive as a res ult of this G ra nt ar e in c id e ntal to the G ra nt, a nd d o n o t cr eate any r ights fo r s uc h third pa rties. N . Waiver W a iver of any b reach of a te rm , p rovis io n, or r e quire m ent o f thi s G ra nt, o r a ny ri g ht o r re medy h ereun der , w he th er exp li c itl y o r by lack of e nfo rceme nt, s h a ll no t be cons trued o r d eem ed as a wa iver of a ny s u bsequ e nt breach of s uc h term, prov ision o r requ ire m e n t, o r of a ny o th e r te rm, p rovis io n, o r req uirement. FASTERGr ant.O I .Jul ll -orig inated from approved OSC Grant templa te Rev 1112111 Page 14 0. CORA Disclosure COOT -Division of Transit and Rail SAP PO #-27 1001511 CMS #-12 HA6 362 22 To the extent not prohibited by federal law, this Contrac t and the performance measures and stand ards under C RS §24-1 03.5-10 I, if any, arc subject to publi c release through the Colorado Open Records Act, CRS §24-72-1 0 I , et seq. 21. COLORADO SPECIAL PROVISIONS T hese Special Provisions app ly to a ll Grants except where noted in itali cs. A. CONTROLLER'S APPROVAL. CRS §24-30-202 (I) This Grant sha ll not be deemed va lid until it ha s been app roved by th e Co lorado State Controller or de signee. B. FUND AVAlLABILITY. CRS §24-30-202(5.5) Financial ob li ga ti ons of th e State payable after the curre nt fiscal year a re contingent upon funds fo r that purpose being appropriated, budgeted, and otherw ise mad e available. C. GOVERNMENTAL IMMUNITY No te rm or condition of this Grant sha ll be construed or interpreted as a waiver, express o r impli ed, of any of the immunities, rights, benefits, protec tions, or oth er provisions, of th e Co lorado Govern mental Immuni ty Act, C RS §24-1 0-I 0 I et seq ., or the Federal Tort C laims Act , 28 USC §§ 1346(b) and 2671 et seq., as appli cable now or hereafter ame nded. D. INDEPENDENT CONTRACTOR G ra ntee sha ll perform its duties hereunder as an independent co ntractor and not as an employee. Neither Gra ntee nor any age nt or employee of Grantee s hall be deemed to be an agent or e mp loyee of the State. Grantee and its empl oyees and agen ts are not entitl ed to un emp loy ment insurance or workers compensation benefits thro ugh th e State and the State shall not pay for or otherw ise provide such coverage for Grantee or any of its agents or employees. Unempl oyment insurance benefits will be ava il able to Grantee and its employees and agents on ly if such coverage is made ava ilabl e by Grantee or a third party. Grantee sha ll pay whe n due a ll appli cab le emp loyment taxes and in come taxes and local head ta xes in c urred pursuant to thi s Grant. Grantee s hall not have authorizati on, express or implied, to bind th e State to any agreement, liability o r understandin g, except as expressly set forth herein . Grantee sha ll (a) provide and keep in fo rce workers' compe nsa ti o n a nd unemployment comp ensation insurance in the amounts required by law, (b) provide proof thereof when requested by the State, and (c) be so le ly responsible for its acts and th ose of its emp loyees and age nt s. E. COMPLIANCE WITH LAW Grantee s ha ll st rictl y com pl y with a ll applicab le federal and Sta te laws, rules, and regul at ions in effect o r here a ft e r esta bli shed , including, witho ut limitati on, la ws appli cab le to discrimination a nd unfair e mpl oymen t pra c ti ces. F. CHOICE OF LAW Colo rado law , and rul es and regulations issued pursuant th ereto, sha ll be applied in the interpretation, executi on , and enforcement o f thi s gra nt. Any provis io n included or incorporated here in by referen ce which co nni c ts w ith sa id la ws , rules, and regulati o ns sha ll be null and vo id . An y provision in corpo ra ted herein by reference wh ich purports to negate this or any other Specia l Provision in who le or in part sha ll not be valid o r enforceab le or availab le in any action at law, whether by way of compl a int , defense, o r oth erwise. Any provis ion rendered null and void by the operati on of this pro vision shall not in va lid ate the remainder o f this Gra nt , to the extent capabl e of execution. G. BINDING ARBITRATION PROHIBITED T he State of Co lorado does not agree to binding arbitration by any extra-j udi cia l body or person. Any provision to the contrary in this Grant or incorporated herei n by reference s ha ll be null a nd void. 11. SOFTWARE PIRACY PROlllBITION. Governor's Executive Order D 002 00 State o r oth er public funds payable und e r this Grant s ha ll not be used for th e acqui siti on, operation, or mainte nance of comp ut er software in vio lati on of federal copyrigh t laws or app li cab le li censi ng restrictions . G rant ee hereby cert ifi es and warra nts that, during the term of this Grant and any extension s, Grantee ha s and shal l ma intain in place appropriate systems and control s to prevent such FAS TER Gra nt.O I Jul l l -ori g in a ted fr om approved OSC Gran t template Rev 1/1211 1 Page 15 COOT -Division of Transit and Rail SAP PO # -27 1 00 15 I I CMS #-12 HA6 36222 improper usc of public fund s. If the State detennines th at Grantee is in vio lati on of this provision, the State ma y exe rc ise a ny remedy avai labl e at law o r in equity or und er thi s Grant, including, witho ut limitati on, immediate terminati on of thi s Grant and any remedy cons iste nt w ith federal copyright laws o r applicable li censing re stri c ti ons. I. EMPLOYEE FINANCIAL INTEREST/CONFLICT OF INTEREST. CRS §§24-18-201 and 24-50- 507 The s ig natori es aver that to their knowledge , no employee of the State has any perso nal or benefi c ial interest whatsoever in the service or property described in this Grant. Grantee ha s no interes t and s hall not acquire any interest, direct or indirect, that would conflict in any manner or degree with the performance of Grantee 's services and Grantee sha ll not e mploy any person hav in g s uch kn own inte re s ts. J . VENDOR OFFSET. CRS §§24-30-202 (1) and 24-30-202.4 (Not applicable to intergovernmental agreements] Subject to CRS §24-3 0-20 2.4 (3.5), the State Co ntroller may wi thh o ld payment under the State's vendor offset intercept syste m fQ r debts owed to State agenci es for: (a) unpaid child support debts or child support arrea rage s; (b) unpaid balances o f tax , accrued interest, o r other charges spec ified in C RS §39-2 1-1 0 I, et seq.; (c) unpaid loan s due to the Student Loa n Di v is ion of the Department of Hi gher Education; (d) amounts require d to be paid to th e Unemployment Co mpe nsation Fund; and (e) other unp a id debts owing to the Sta te as a result of final agency determ in ation or judicial action. K. PUBLIC GRANTS FOR SERVICES. CRS §8-17.5-101 {Not applicable to agreements relating to the offer, issuance, or sale of securities, investment advisory services or fund management services, sponsored projects, intergovemmental agreements, or information teclmology services or products ami services] Grantee certifies, warrants, and agrees that it does not knowingly employ or contract with an illegal alien who will perform work under thi s Grant and wi ll confirm the emp loyment e li g ibili ty of all employees who are newly hired for employment in the United States to perfo rm work under this Grant, through parti c ipati o n in th eE- Verify Program or the State pro g ram estab li shed pursuant to CRS §8-17.5-1 02(5)(c), Grantee shall not kn owingly emp loy or contract with an illega l a lien to perform work under thi s Grant or enter into a grant with a Subgrantee that fail s to certify to Grantee that th e Subgrantee s hall not kn ow in gly emp loy o r contract with an ille ga l alien to perform work under thi s Grant. Grantee (a) shall not useE-Verify Program or State program procedures to undertake pre-employment screening of job app li cants while thi s Grant is being performed, (b) shall notify the Subgrantee and the granting State agency within three days if Grantee ha s actual know ledge that a Subgrantee is empl oyi ng or contracting with an i lie gal alien for work under thi s Grant, (c) s hall terminate the subgrant if a Subgrantee does not sto p e mployin g o r contracting with the illegal a lien with in three days of receiving the noti ce, and (d) s hall compl y with reaso nable requests made in the course of an investigati on, undertake n purs uant to C RS §8-17.5-1 02(5), by the Co lorad o Departm ent of Labor and Employment. If Gran tee parti l:ipa tes in th e State program , Grantee shall deliver to the granting State agency, In stitution of Higher Education or po liti cal s ubdivision , a written, notarized affirmation, affi rmin g that Grantee ha s exam ined t he legal work status of such emp loyee, and shall comply with all of th e other requirements of the State program . lf Grantee fails to comp ly with any requirement of thi s prov is ion or CRS §8-1 7.5-1 0 I et seq., th e g rantin g State agency, in stitution of higher education o r political s ubdivi sio n may terminate thi s G rant for breach and , if so terminated, Grantee sha ll be liable for damages. L. PUBLIC GRANTS WITH NATURAL PERSONS. CRS §24-76.5-101 Grantee, if a natural person eighteen ( 18) years of age or o ld e r, hereby swears and affirms under penalty of perjury that he or she (a) is a citizen o r otherwise lawfully present in the United States pursuant to federal law , (b) shall comply with the provi sions of CRS §24-76.5 -1 0 I et seq., and (c) has produced o ne form of identificati o n required by CRS §24-76.5 -1 03 pri o r to the effective date of this Grant. SPs Effec tive 1/1 /09 FASTERGrant.OI.Jull l originated from approved OSC Grant template Rev 1/12/11 Page 16 C DOT -Divisio n o f T rans it and Rail SAP PO#-27 100 15 11 CM S II -12 Hi\6 36222 22. SIGNATURE PAGE Gra nt Rout mg Nu mber 12 HA6 36222 THE PARTIES HERETO HAVE EXECUTED TillS GRANT * Persons s igning for Grantee hereby swear and affirm that they are authorized to act on Grantee's behalf and acknowledge that the State is relying on their representations to that effect. GRANTEE STATE OF COLORADO CITY OF WHEAT RIDGE John W.l:fickenlooper, Governor C o lorado De pa nme nl o f Tran s po rtatio n Do nald E. I lunt -Executi ve Directo r - *Si g na ture By: D o nald E . Hunt, CDOT E xec utive Directo r S ig na to ry avers to the Sta te Contro ll e r o r de legate that Da te: Grantee has not begun pe rfo rmance o r tha t a S tatut ory Violati on wa iver has been requested under Fi scal Rules Date: 2 nd G rantee Signature if Needed LEGAL REVlEW By: John W. S uthe rs, Atto rney G e n e ra l Print Name of A utho rized Ind i vidua l By: Title: S ig nature-Ass ista nt Atto rn ey Gene ra l Print Title o f Autho ri zed Individual Da te: *Sig na ture Dat e: ALL GRANTS REQUIRE APPROVAL BY THE STATE CONTROLLER CRS §24-30-202 requires the State Controller to approve all State grants. This Grant is not valid until signed and dated below by the State Controller or delegate. Grantee is not authorized to begin performance until such time. lf Grantee begins performing prior thereto, the State of Colorado is not obligated to pay Grantee for such performance or for any goods and/or services provided hereunder. STATE CONTROLLER David J. McDermott, CPA Dy: ____________________________________ _ Colo rado Departme nt o f T mnspon a ti o n Date: ________ _ FAS TERGran t.Ol.Julll -ori gina ted from approved OSC Gram te mplat e Rev 1/12/11 Page 17 EXHIBIT A -SCOPE OF WORK Program Overview COOT Division ofTransit a nd Rail SAP PO #-2710015 11 CMS II -12 HA6 36222 The Ci ty of Wheat Ridge is located in Jefferson Cou nty, in th e state of Colorado, a nd is a suburb of Denver. The Regional Transportation District (RTD) provides pub lic transportation servic es within the City of Wheat Ridge. The City is required to ma intain certain public transportation facilities for RTD. The C ity 's private b us s he lter contractor had cance ll ed their con tract and removed all the private bus stop s he lt ers throughout the C ity due to the economic tim es. The C it y has taken responsibility for t hese bus s tops to install bu s s helters due to the hi g h use of the m. They fall below RTD's ridersh ip requi rement to in stall bus shelters, so the City has taken that responsibili ty. Project Overview In keeping up with the required maintenance of public transportation facilities, it is necessary for th e City of Wheat Ridge to purc hase and insta ll bus shelters for several locations throughout the City. These bus shelters will improve the bus stops by provid ing shelter for r iders from inclement weather. The locations o f the proposed bus shelters have existing concrete pads in order to build the b us s helters. The bus s helte r improvements to 30 bus stops are expected to cost $360,000.00, with $288,000.00 from the State of Colorado through COOT and $72,000.00 from the City of Wheat Ridge. Project Milestones Phase I The City of Wheat Ridge wi ll send out a specification package for the competiti ve bid of the purchase ofthe bus shelters. Phase Jl T he C ity of Wheat Ridge wi ll send out a plan set for the competitive bid of the in sta ll ation of the bus she lters. Phase Ill T he lowest bid contractor will install the bus shelte rs. T hi s project is expected to be fully constructed by March 2012. Project Budget a nd Funding The total budget for this project is $360,000.00. $288,000.00 will be from FASTER St ate fund s w ith a local match of $72,000.00 from the City of Wheat Rid ge compri sing t he ba lance. The City of Wheat Ridge has thr necessary cash for the match and the C ity Council will approve the expenditure of fun d s fo r the FASTER contribution. Procurement Procurement o f a ll phases of this project will be through competi tive bid which will comply w ith the S tate of Colorado procurement po li cies and procedures. Ongoing Operational Funding The operational expenses for the bus s helters wi ll be paid primarily with the City of Wheat Ridge's maintenance funds. Project Measurement and Certification The project wi ll improve the bus stops for the riders of the public transportation system , thereby increasing ridership of the public transportation system. THE REST OF TillS PAGE INTENTIONALLY LEFT BLANK FASl ERG rant.OI.Julll -originated f'rom approv~.:d OSC Granttemplat~ Rev 1/12!1 1 Exhibit A-I CDOT -Division of Transit and Rail SAP PO #-271001511 CMS #-12 HA6 36222 EXHIBIT B-FASTER PROGRAM REQUIREMENTS l. PROJECT PAYMENT PROVISIONS A. The State will reimburse the Grantee for incurred costs relative to the Project following the State's review and approval of such charges, subject to the terms and conditions of this Grant. Provided, however, that charges incurred by the Grantee prior to the Effective Date of this Grant will not be charged by the Grantee to the Project, and will not be reimbursed by the State. B. The State will reimburse the Grantee's reasonable, allocable, allowable costs of performance of the Work, not exceeding the maximum total of this Grant. The applicable principles described in Exhibit D shall govern the allowability and allocability of costs under this Grant. The Grantee shall comply with all such principles. To be eligible for reimbursement, costs by the Grantee shall be: i. in accordance with the provisions, terms and conditions of this Grant; ii. necessary for the accomplishment of the Work; iii. reasonable in the amount for the Goods and Services provided; iv. actual net cost to the Grantee (i.e. the price paid minus any refunds, rebates, or other items of value received by the Grantee that have the effect of reducing the cost actually incurred); v. incurred for Work performed after the Effective Date of this Grant; and vi. satisfactorily documented. Examples of ineligible costs include: i. Staff or administrative overhead costs of the Grantee, unless specifically allowed for in the Scope of Work; ii. Fines and penalties; and iii. Entertainment expenses. C. The Grantee sha ll establish and maintain a proper accounting system in accordance with generally accepted accounting standards and principles (a separate set of accounts, or as a separate and integral part of its current accounting scheme) to assure that Grant Funds are expended and costs accounted for in a manner consistent with this Grant and Project objectives: i. All allowable costs c ha rged to the Project, in c luding any approved serv ices contributed by the Grantee or others, shall be supported by properly executed payrolls, time record s, invoices, grants or vouchers evi dencing in detail the nature of the charges. ii. Any check or order drawn up by the Grantee, including any item which is or will be chargeable against the Project account shall be drawn up only in accordance with a properly s igned voucher then o n file in the office of the Grantee, which will detail the purpose for which sa id check or order is drawn. All checks, payrolls, invoices, grants, vouchers, orders or other accounting documents s hall be clearly identified, readily accessible, and to the extent feasible, kept separate and apart· from all other such documents. D. The Grantee will prepare and submit to the State, no more than monthly, charges for costs incurred relative to the Project. The Grantee's invoices s hall include a description of the amounts of Services performed, the dates of performance and the amounts and description of reimbursable expenses. The invoices will be prepared in accordance with the State's standard policies, procedures and standardized billing format to be supp lied by the State. E. To be eligible for payment, billings must be received within 60 days after the period for which payment is being requested and final billings on this Grant mus t be received by the State within 60 days after termination of this Grant. i. Payments purs uant to this Grant shall be made in whole or in part, from ava ilable funds, encumbered for the purchase of the described serv ices. If thi s Grant is terminated, final payment to the Grantee may be withheld at the discretion of th e State until completion of final audit. F ASTERGrant.O I.Julll -originated from approved OSC Grant template Rev 1112/11 Exhibit B-1 2. STATE AND GRANTEE COMMITMENTS COOT -Di vision of Tr ansi t and Rai l SA P PO #-27 10 015 11 CMS #-12 HA6 36222 C OOT and the Grantee a lso a gree to ens ure th e Project is co mpleted w ithin the appli ca bl e d esign a nd c ons tructi o n st a nd a rds in a cc o rd a nce w ith Exhibit F -State and Gra ntee Commitme nts. 3. PROCURMENT STANDARDS T he Grantee agree s to carry out it s procurements cons istent w ith the gen e ra l proc ure ment st a ndards of th e S tate . The Grantee a gree s to foll ow the general proc urem e nt sta nd a rd s set fo rth in Exhibit E. 4 . CONFORMANCE WITH LAW The Grantee and its age nt(s) will adhere to all appli c abl e state a nd fed e ra l laws, Executi ve O rd e rs and imp leme ntin g regulatio ns as th ey currently exis t and may he reafter be a me nd e d . Further, t h e Grante e ag rees to comply w ith the intent and requirements ofth e National Env iro nme nta l P o li cy Act (NEPA) re gardl ess of whethe r o r not there is fe d e ral funding invo lv e d , as is con s istent w ith C OOT's En v ir o nm enta l Ste wards hip Guide. 5. NON DISCRIMINATION The Gra nte e agrees to comply w it h and e ns ure an y Subg ra nte e s comply with , th e re quire ments of: A. The Ame r ic a n w ith D isabilities Act , T itl e II , and it s impl e me ntin g regulat io ns--2 8 C FR Pa rt 35 , a nd 49 C FR parts 27, 37 and 38 ; and B. The C ivil Ri ghts Act o f 1964 , Titles VI and VII , and th e ir impl e mentin g regulati ons. 6. STATE INTEREST This section appli es if box checked "1:8J The Gra ntee und e rs tands and agrees th at th e S ta te retains a State inte rest in a ny real pro perty, o r equipme nt finan ced with S tate ass is ta nce (Proj ect pro pe rty) until, a nd to the ex tent th a t th e State re linqui shes its S tate interest in th at Proj e ct pro pe rty, as described in Exhibit A. All State inte rests in real property o r equipme nt s ha ll s urvi ve te rmination, ex pirat ion o r c ance ll ati on of thi s Grant. With resp ec t to a ny Project pro perty fin a n ced with S tate assistance unde r thi s G rant , th e Gra ntee agre es to comply w ith th e fo ll owin g: A. Use of Project Property. Th e G rantee agrees to use Projec t property fo r appropria te Proj ect purposes fo r the dura tion of the useful life of that pro perty, as requ ired by th e S tate and set fo rth in th e scope. Shou ld th e G rantee unreasona b ly dela y o r fai l to use Proj ect pro pe rty durin g th e u seful life of th at property, t he Gra ntee a gre es th a t it may be required to retum the e ntire am o un t of th e S tate a ss is ta nce expended on that pro pe rty. T he Grantee further agrees to notify th e State imme di a tely when a ny Proj ect p ro perty is w ithdra wn from Proj ect use o r whe n any Proj ect pro perty is used in a mann er subs t a ntially d iffe re nt from th e re presentati o ns th e G rantee has made to C OOT. B. Maintenance. The G ra ntee agrees to ma in ta in Proj ect property in goo d o pe ra tin g o rd er to th e S tate 's satis facti on. C. Records. The Gra ntee agrees to kee p sati s factory records pe rta inin g to th e usc o f Proj ect pro perty, a nd s ubmit to th e State up o n re quest s uc h info rm a ti on as may be re quire d t o ass ure compli ance w ith thi s Sectio n . D . Encumbrance of Project Property. T he G rantee agree s to maintain sati s factory continu ing contro l o f Proj ect pro pe rty as fo ll ows: i. Writte n T ra nsacti o ns. T he G rantee agrees t ha t it wi ll not exe c ute a ny tra nsfer of tit le , lease, li e n, pl e d ge, m ortgag e , e nc umbran ce, third party gra nt, subg ra nt , g ra nt anti c ipat io n no te , a li e nati o n , inn ovati ve fin a nce arran ge ment (suc h as a cross bo rder lease, leveraged lease, o r oth e rw ise), o r FAS TERGran t.O I.J ull l -ori ginated from approved OSC Grant template Rev 1/12/11 Ex hibit B-2 COOT -Division of Tran s it and Rail SAP PO #-271001511 CMS #-12 HA6 3 62 22 any other obligation pertaining to Project property, that in any way would affect the continuing State interest in that Project property. ii. Oral Transactions. The Grantee agrees that it will not obligate itself in any manner to any third party with respect to Project property. iii. Other Actions. The Grantee agrees that it will not take any action adversely affecting the State interest in or impair the Grantee's continuing control of the use of Project property. E. Transfer of Project Property. The Grantee understands and agrees as follows: i. Grantee Request. The Grantee may transfer any Project property financed with State assistance to another public body or private nonprofit entity to be used for the same purpose set forth herein with no further obligation to the State Government, provided the transfer is approved by the State in writing. ii. State Government Direction. The Grantee agrees that the State may direct the disposition of, and even require the Grantee to transfer, title to any Project property financed with State assistance under this Grant if it is found that the Project property is not being used for the intended purpose as stated in the Scope of Work. m. Leasing Project Property to Another Party. If the Grantee leases any Project property to another party, the Grantee agrt:es to retain ownership of the leased Project property, and assure that the lessee will use the Project property appropriately, either through a written lease between the Grantee and lessee, or another similar document, consistent with the Project purpose set forth herein. Upon request by the State, the Grantee agrees to provide a copy of any relevant documents. F. Disposition of Project Property. The Grantee agrees that the State may establish the useful life of Project property, and that it will use Project property continuously and appropriately throughout the useful life of that property. i. Projec t Property Prematurely Withdrawn from Use. For Project property withdrawn from appropriate use before its useful life has expired , the Grantee agrees as follows: c) Notification Requirement. The Grantee agrees to notify the State immediately when any Project property is prematurely withdrawn from appropriate use, whether by planned withdrawal, mi s use, or casualty loss. d) Calculating the Fair Market Value of Prematurely Withdrawn Project Property. The Grantee agrees that the State retains a State interest in the fair market value of Project property prematurely withdrawn from appropriate use. The amount of the State interest in the Project property shall be determined by the ratio of the State assistance awarded for the property to the actual cost of the property. The Grantee agrees that the fair market value of Project property prematurely withdrawn from use will be calculated as follows : (I) Equipment. The Grantee agrees that the fair market value of Project equipment and supplies shall be calculated by straight-line depreciation of that property, based on the useful life of the equipment as established or approved by the State. The fair market value of Project equipment s hall be the value immediately before the occurrence prompting the withdrawal of the equipment or supplies from appropriate use. In the case of Project equipment lost or damaged by fire, casualty, or natural disaster, the fair market value shall be calculated on the basis of the condition of that equipment or s upplies immediately before the fire , casualty, or natural disas ter, irrespective of the extent of insurance coverage. (2) Real Property . The Grantee agrees that th e fair market value of real property s hall be determined either by compete nt appraisal ba s ed on an appropriate date FAST ERGrant.O I.J ulll -orig in ated fr om approved OSC Grant template Re v 1/12/11 Ex hi bit B-3 COOT -Division orTransit and Rail SAP PO # -271 00 151 I CMS #-12 HA6 36222 approved by the State, or by s traight line depreciation, whichever is greater. (3) Exceptiona l Circumstances. The Grantee agrees that the State may require the use of another method to detennine the fair market value of Project property. In unusual circumstances, the Grantee may request that another reasonable valuation method be used including, but not lim ited to, accelerated depreciation, comparable sales, or established market valu es. In detennining whether to approve such a request, the State may consider any action taken, omission made, or unfo ttunate occurrence suffered by the Grantee with respect Lo th e preservation of Project property withdrawn from appropriate use. c) Financial Obligations to the State. The Grantee agrees to remit to the State the State inte rest in the fair market value of any Project property prematurely wi thd rawn from appropriate use. In the case of fire, casualty, or natural disaster, the Grantee may fulfill its obli gatio ns to remit the State interest by either: (l) In vesting an amount eq ua l to the remaining State interest in like-kind property that is e ligible for assistance within the scope of the Project that provided State assista nce for the Project property prematurely withdrawn from use; or (2) Returning to the State an amount equal to the remaining State interest in the withdrawn Project property. G. State Interest-Projecl. The State s hall protect its interest in the equipment being obta ined with G rant Funds. H. Insurance Proceeds. If the Grantee receives insurance proceeds as a result of damage or destruction to the Project property, the Grantee agrees to: i. Apply those in s uran ce proceeds to the cost of replacing the damaged or destroyed Project property taken out of serv ice, or ii. Return to the State an amount equal to the remaining State inte rest, based on stra ight line depreciation, in the damaged or destroyed Project property. I. Misused ot· Damaged Project Property. If any damage to Project property re s ults from abuse or misuse occurring with the G rantee's knowledge and consent, the Grantee agrees to restore the Project property to it s original condition or refund the value of the State interest, based on straight lin e depreciation , in that property, as the State may require. J. Responsibilities After Project Closeout. T he Grantee agrees that Project closeout by the State will not change the Grantee's Project property management responsibiliti es as stated in this Section of the Grant. 7. RAILROADS Th is section applies if box checked 0 In the event the Project involves modification of a railroad company's facilities whereby the Work is to be accomplished by railroad company forces, the Grantee shall make timely application to the Public Utilities Comm ission requesting its order providin g for the installation of the proposed improvements and not proceed with that part of the Work without compliance. The Granree shall also establish contact with the rai lroad company involved for the purpose of complying with applicable provisions of23 CFR 646 , subpart 8, conce rning State o r Federal-aid projects invo lvin g railroad facilities, including: A. Executing an agreement settin g out what work is to be accompli s hed and the locatio n(s) thereof, and that the costs of the improvement shall be e li gible fo r federal participation. B. Obtaining the railroad's detailed estimate of the cost of the Work. C. Establishing future maintenance responsibilities for the proposed installation. fASTERGrant.O I.Ju l ll -originated from approved OSC Grant template Rev 1/12/1 I Exhibit B-4 CO OT-Division of Tran sit and Rai l SAP PO #-271001511 CMS #-12 HA 6 36222 D. Proscr ib in g fu ture use or dispositio ns o f th e proposed improve me nts in t he event of abandonme nt o r e li mina t ion o f a grade cross in g. E. Es ta blis hin g futu re repair and/or rep lacement respo ns ib ilities in th e event of accidenta l de stru ction or da mage to the in sta ll ation. 8. UTILITIE S, ACCESS, RIGHT OF WAY This section applies if box checked ~ A. U tilities. 0 If necessa ry, th e Gran tee will be respons ibl e for obta in in g th e proper c learance or a pprova l fr om a ny utility co mp a ny, local, Sta te, or federal governm ent agency, o r oth er e ntity wh ich may beco me in vo lve d in thi s Proj ect. COOT will reasonabl y ass is t Grantee in thi s rega rd in a ll cases in w hi ch COOT is in a uni que pos iti o n to do so, provided t hat in no case w ill COOT be required to expend State f un ds to prov id e suc h ass istance. Prio r to thi s Project be in g advertised fo r bid s , the Grantee w ill certify in writing to th e S tate that a ll suc h c learances have bee n obtai ned . B. Access . ~ Th e Gra ntee s ha ll be responsibl e fo r o btain in g an access pennit f rom C OOT Region o ffi ces. T he Grantee s ha ll be responsibl e fo r obt ainin g a use and occupa ncy perm it fro m the State. Prio r to thi s Project be in g ad ve rti sed for bid s , th e G ra ntee w ill certi fy in writin g to th e State th at a ll such c leara nces have been obta in ed. C. Right of Way. D T he pa rti es ack now ledge th at th e Proj ect is fo r th e mutu a l bene fi t of th e G ra ntee a nd C OOT, and th at it shall be cons tructed on State ri ght of way. As a res ult of th e Proj ect bei ng const ruc ted on State ri ght of way, th e Gra ntee s hall be res po ns ibl e fo r o bt a ining a n approved Int erchange Approva l cons istent w ith COOT Po li cy Direc tive 160 I . Th e Grantee s ha ll a lso be respons ibl e fo r execut ing a gra nt w ith C OOT t hat addres ses how constru cti on ove rs ight s ha ll be coordin ated a nd carried o ut. If t he Project in c lu des r ight of way, pri or to thi s Project be in g advert ise d for bids , the Grantee w ill certify in w ritin g to th e State tha t a ll ri g ht of way has been acqu ired in acco rd a nce w it h the app licab le State and federa l regu lat io ns, o r th at no add it io na l ri ght o f way is req uired. Any acq ui s iti on/relocat io n acti vit ies mu st compl y with a ll fede ra l and state statut es, regul ation s, CDOT po li c ies and procedures, 49 C FR Pa rt 24, th e Uni fo rm Ac t governm ent-w id e regula tio n-, the FHWA "Proj ec t Deve lo pmen t G ui de" and COOT 's "Righ t of Way Operat io ns Man ua l". All ocat io n of res po ns ibili ties can be as fo ll ows: • Fed eral parti c ip ati on in rig ht o f way ac qui s iti on (3 111 c harges), re locati on (31 09 c harges) act ivit ies, if a ny, and ri ght of way in c id e ntal s (exp e nses in c id ent a l to ac qui s iti o n/re loca ti on o f right of way - 3 I 14 cha rges); • Federa l parti c ipa ti o n in ri ght of way acqu is it io n (3 1 I I charges), re locati on (3 I 09 c ha rge s) but no parti cipat ion in inc id e nta l expe nses (3 114 charges); or • No fe dera l parti ci pati on in ri g ht of way acqui s ition (3 111 charges) an d re location activ it ies (3 1 09 expenses). Regard less of th e o pt io n se lected above, the State reta in s overs ight responsib ili ties. The Grantee 's and th e Sta te 's res po nsi bilities for each opt io n is s pec ifica ll y set forth in CDOT's R ight o f Way Operat io n Manua l. T he man ua l is located at http://www .dot.sta te.co .us!ROW Ma n ua l/. 9. DISADVANTAGE B USLN E SS ENTE RPRISE ("DB E ") EFFORTS T he State encour ages th e G rantee to ut i li ze s ma ll busi nesses ow ned by min o riti es, wo men and d isadva ntaged in d iv idua ls to th e greatest extent po ssible without sacrifi c in g adeq uate competition. The Gra ntee is rem in ded o f th e illega li ty of d isc rimin ation a nd of th e need to take a ll necessary and reas onab le FAS TERGrant.O I.J u l l l -origin ated from approved OSC Grant template Rev 1/12111 Ex hibit B-5 COOT-Division of Transit and Rai l SAP PO # -27 l 00 15 1 I CMS #-12 HA6 36222 step s to ensure non-disc rimination in the area of contracting and procurement and to create a level playing field where sma ll minority, women, and disadvantaged businesses can compete fairly in CDOT assisted contracts and procurements. This policy specifically upholds the Transportation Commission's commitment to fair and equitable business practices and is supported by CDOT's small business development programs. The CDOT Center for Equal Opportunity (EO) can provide lists of qualified DBE/MBE/WBE vendors as well as other technical ass istance. Inquiries can be directed to the Director of Center for Equal Opportunity or Bus iness Team Supervisor at 303-757-9234. 10. MAINTENANCE OBLIGATIONS This section applies if box checked 1:8] The Grantee will maintain and operate the improvements constructed under this Grant at its own cost and expense during their useful life, in a manner reasonably satisfactory to the State. The Grantee will make proper provisions for such maintenance obligations each year. Such maintenance and operations shall be conducted in accordance with all applicable statutes, ordinances and regulations which d_efine the Grantee's obligations to maintain such improvements. The State may make periodic in s pections of the Project to verify that such improvements are being adequately maintained. THE REST OF TillS PAGE INTENTIONALLY LEFT BLANK FASTERGrant.O I.Julll -origi nated from approved OSC Grant template Rev 1112/11 Exhibit B-6 EXHffilT C-GRANTEE PAYMENT CHECKLIST COOT -Div ision of Transit and Rail SAP PO #-27 100 1511 C MS #-12 HA6 36222 Grantee Payment Checklist 01/19/2011 This checklist is to assist the Grantee in preparation of its billing packets to CDOT. This checklist is provided as guidance and is subject to change by CDOT. CDOT shall provide notice of any such changes to Grantee. All items may not apply to your particular entity. CDOT's goal is to reimburse Grantees as quickly as possible and a well organized and complete billing packet helps to expedite paymen t. ~ Information to be included on the Invoice from the Grantee: ../ PO Number ../ WB S ../ Section/Program N umber ../ Name ../ Address ../ Phone Number ../ In voice Number ../ Billing Pe ri od ../ Total Amount of Grant, Prev io us Grant Balance, Total Eligible Expe n ses, Federal S hare, Local Fund, New Gra nt Balan ce and Tota l Amount to be Re imbursed to G rantee ../ Signature of Grantee Fin a nc ia l Representat ive > Copies of invoices from the Grantee Subgrantees (Tier I and some Tier lis) ../ Inc lud e a copy of the s pecifi c document t h e Subgrantee used to invoi ce th e G rantee. The G rantee is r espons ibl e for e ns uring that the backup matc hes the inv o ice and is e li g ibl e for reimbursement . ../ The COOT grant m a nager wi ll rev iew a nd determine if the Grantee expenses are e ligibl e for r e j mbursemen t. ../ If th e Grantee pays th e S ubgrantee a di scounted amount, the full amount cann ot be reimbursed to the G rantee. The Grantee w ill o nl y be r e imbursed up to the actual amount paid to th e Grantee's Subgrantee . ../ Please ensure that all payment vo uchers in c lude som e notation o f w he n it was paid or approved for payment. ../ lnvo ice(s) s hou ld match th e c heck amount. An addi ti o na l explanat ion and doc umentation is req uired fo r any variances . ../ Estimates, s tate m e nts and e ma il s a re not acceptable in lieu of an in v oice copy. > Copies of checks (All Tiers) ../ All of the following are acceptable -copi es of c hecks, check r egisters, approved accounting system gene r ated expenditure ledger s s howing the amou nt paid , the check numbe r o r e lectroni c funds tra nsfer ("EFT") and the date paid . ../ COOT needs to e ns ure th at expenditures inc urred by t he G ra ntee have been pa id by th e Grantee before COOT is invoi ced by th e Grantee. > Expenditure ledger (All Tiers) ../ An expend iture le d ger needs to be s ubmitted from th e Gra ntee's financial accounting system. The report s ho uld di s play the accountin g system information , d ate of t he repo rt, accounting period, c urre nt peri od transactions , and the accoun t cod in g fo r all incurred expenditures. Exce l spreadsheets FASTERGrant.O 1.Julll -origi nated from approved OSC Grant temp late Rev 1112/11 Exhib il C-1 COOT -Division of Transit and Rai l SA P PO 1/-2710015 11 CMS #-12 I IA6 36222 are not approved expendi ture reports. However , a n addit io na l e xc e l s preadsheet may be req uire d in o rd e r to exp la in a ny varia nces bet ween th e expenditure a nd t he am o unt e li gible fo r re im bursement. ../ CF R 49 pa rt 18 Sectio n 18 .20 St a nda rds fo r Fina nc ia l M a na geme nt Systems, req u ire s th eGra ntee to have a pproved a ccounting systems so thi s s ho uld not be diffi c ult to gene ra te by cost cente r specific to the re imbursabl e Proj e c t. T he expenditure re po rt is a good s ummary page if th e re is s ubs ta nt ia l d ocum e nta ti o n . ../ If th e G ra ntee has copi es o f th e invo ic e (s) a nd c heck(s), you do not ne ed th e expe nditure ledger al so, but the in vo ices mu s t be m arke d a s approved fo r pay me nt. ).-Timesheets (Tier I and some Tier Ils) ../ Timesheets s ho uld s how a breakdown o f all ho urs a nd a ll Project s worke d for the d ay, week , m o nt h or time coll ecti o n pe ri od . T he timeshe et mus t a lso be s ig ne d o r approved e ith e r in ink or e lectro ni call y. If a n e lectronic a pprova l occu rs, th e s upe rvi sors' s ig nature w ill be requ ired on th e e lectro nic t im e re p ort s ubm itted fo r re imburseme nt. ../ 13 ackup docume ntati o n fo r pay ro ll expe nses incl udes the t imesheet, an ho url y o r salary ra te a nd a payro ll le d ger indic a t in g tota l ho urs, wages, a nd be ne fit s. If the re is sensi ti ve info rma tio n s uc h as soc ia l securi ty numbe rs o r addresses, pl ease bl ock o r de lete that info rm a ti o n prio r to submitting it. ~ In kind match -If a Grantee wishes to usc in-kind match, it must be approved by COOT prior to an y work taking place. (All Tiers) ../ lf a n in kind matc h is be in g used fo r the local funds the in-kind po rti on o f the Projec t must be in c lude d in the scope o f wo rk attache d to the G ra nt o r purc has e order. FTA d oes no t re quire pre- approval o f in kind , but FIIWA a nd C D O T do . ../ Docume nta ti o n s uc h as a n in vo ic e copy, time s heet, e tc. is still require d fo r a ll in -kind tra nsactio ns. T he docume ntati o n va ri es depe ndin g o n the source of the in-kind . ../ Expe nditure ledger fro m the Gra ntee mus t al so show the in kind matc h in t he ir gene ra l le dger. ../ If th e Grantee is us ing in k ind ma tc h, th ey a lso need to a ttach a drawdown sch e dule ind ic at in g how mu c h in-kind m atc h was received , th e dat e th ey received it, ho w muc h has been a pplied to th e c urrent in vo ic e and how muc h ha s been c arri e d fo rwa rd. The ca rry forward balance fo r in-kind expires w he n the G ra nt te nn expires . ../ Full d ocume ntatio n w ill be re quired o n th e use of in-kind match, regardless of th e Tie r he ld by th e G ra ntee. ).-Indirect costs-If a Grantee wishes to use indirect costs, the rate must be approved by COOT pri01· to applying it to the reimbursements (All Tiers) If indirect cost s are being re quested, please s ubmit a n a pproved indirect le tter prov id e d by eithe r COOT or a no the r S tate o f C ol or ad o age ncy. The lette r mus t state w ha t indirect cost s are allowed, th e a pproved rate a nd th e tim e pe ri o d fo r the approval. The indirec t cost plan mu st be reconc iled a nnua ll y a nd a n updated le tter s u b mitte d each year th e reafter. THE REST OF TfllS PAGE INTENTIONALLY LEFT BLANK I' ASTERGrant.O I.Jul ll -ori ginated from app roved OSC Gran t template Rev 1/12/11 Exh ib it C-2 EXHffiiT D-C-49 C FR 18 SUBPART C COOT -D ivision of T ransit and Ra il SAP PO #-27100 15 11 CMS #-12 HA6 36222 This Exhibit D includes select applicable provisions as they exist or as of the Effective Date. Grantee is responsible for compliance with all State and federal laws, r·ules and r·egulations a s they currently exist and may hereafter be amended. Financial Administration Sec. 18.20 Standards for financial management syste ms. (a) A Sta te mu st expe nd and acc ount fo r grant fund s in acco rdan ce with State law s and procedures fo r expendin g a nd accountin g fo r its own fund s. Fisca l contro l and acco un ting proced ures of the State, as well as its s ub gra nte es and cost-type contractors, mu st be s uffi c ie nt to- (I) Permit pre parati on of re port s required by thi s part and th e statutes auth o ri z in g th e grant , a nd (2) Pe rmit th e trac in g o f fund s to a level of expenditures adequ ate to establi sh that such fund s have not bee n used in viola ti o n of th e res tri cti ons and pro hibiti ons o f a ppli ca bl e sta tut es. (b) The fin anc ia l management systems o f oth e r grantees and s ub grantees mu st meet th e fo ll owin g s ta nd a rd s: (I ) Finan c ia l re portin g . Acc urate, c urrent , and compl et e di scl osur e o f th e finan c ia l resul ts o f fin ancia ll y- ass is ted ac ti v iti es mu st be mad e in accord ance with th e finan cial repo rtin g require ments o f the grant or s ubgrant. (2) Acco unting reco rd s. Gra ntees an d s ub gra nt ees mu st ma inta in reco rd s whi ch ad equ ate ly id entify th e source and ap pli cati on o f fund s prov id ed for fin anc ia ll y ass isted ac ti viti es. T hese reco rd s mu st co nta in in fo rm a ti o n pert a inin g to gra nt or s ub grant award s and a uth ori zat io ns, o bli gati o ns, un ob li gated ba la nces, assets, li a biliti es, outl ays or ex pend itures, a nd inco me. (3) In te rn a l cont ro l. Effecti ve contro l a nd acco un ta bili ty mu st be ma intained for all gra nt and s ub grant cash, real a nd pe rsona l prope rty , an d oth er assets. Gran tees and s ubgra ntees mu st adequ ate ly sa feg ua rd a ll s uch pro pe rty and mu st ass ure th at it is used so le ly fo r auth or ize d purposes. (4) Bu dge t co nt ro l. Actu a l expendi t ur es or o utl ays mu s t be co mp ared with bud ge ted amo un ts fo r eac h gra nt o r subgra nt. Fin a nc ia l in for mati on mu st be re lated to perform ance or prod ucti vity data, includi ng th e deve lo pm ent o f unit cost in fo rm a ti o n whe neve r appropri ate o r spec ifica ll y required in the gra nt or s ub grant agree ment. If unit cost data are required, es timates based on availa ble docum entati o n w ill be acce pted whe never possib le. (5) All owa bl e cost . Applicabl e OMB cost prin c ipl es, age ncy program regul at ions, and th e term s o f grant a nd s ub gra nt agree ments will be fo ll owed in determinin g the rea so nab leness, a ll owability, a nd a ll oca bili ty o f costs. (6) Source doc umentatio n. Ac co untin g records mu st be s upp orted by s uch so urce doc um e ntation as ca ncell ed checks, pa id bill s, pay ro ll s, tim e and attend ance record s, contract a nd su bgrant award doc ument s, etc. FASTE RGrant.OI.Ju l l l -orig inated from approved OSC Gran t te mplate Rev 1/12111 Exhibi t D-1 Sec. 18.22 Allowable costs. COOT -Division of Transit and Rail SAP PO #-27 1001511 CMS #-121-IA6 36222 (a) Limitation on use of funds. Grant funds may be used o nl y for: (I) The allowable costs of the gra ntees, subgrantees and cost-type contractors, including al lowable costs in the form of payments to fi xed-price contractors; and (2) Reasonable fees or profit to cost-type contractors but not any fee or profit (or other increment above allowable costs) to th e gra ntee or s ubgrantee. (b) Applicable cost principles. For each kind of organizati o n, th e re is a set of federal principles for determining a ll owable costs. All owabl e costs will be determined in accordance with the cost principles applicable to the o rganization incurring the costs. The fo ll ow in g c hart li sts the kinds of o rgan izations and the appli cab le cost principles. For the costs of a State, local or Indian tribal government. Private nonprofit organization other than a n (I ) institution of hi gher ed ucation , (2) hospital, or (3) organi zati o n named in OMB Circu lar A 122 a s not subject to that ci rcu la r. Educati o nal in stituti o ns. For-profi t o rga ni zation other tha n a hospital a nd an organi zation named in OMB C ircular A 122 as not subj ect to that c ircul ar. Use the principles in-- OMB C ircu lar A-87. OMB C ircu la r A-122. OMB C ircul ar A-21. 48 CFR part 3 1. Contract Cost Principles and Procedures, or uniform cost accountin g standards that comply with cost principles acceptable to the federal agency. THE REST OF TillS PAGE INTENTIONALLY LEFT BLANK FA STERGrant.Ol.Jull l -ori g inatcd l'rom approved OSC Gran t te mplate Rev 1112111 Exhibit D-2 COOT -Divi s ion of T ransit and Rail SAP PO# -27 10015 11 CMS #-12 HA6 36222 EXHIBIT E-GENERAL PROCUREMENT STANDARDS This Exhibit E includes select applicable provision~ as they exist or as of the Effective Date. Grantee is responsible for compliance with all State and federal laws, rules and regulations as they currently exist and may hereafter be amended. General Proc urement Standards l . Maintain a contract administration system w hich e ns ure s that contractors perform in accorda nce with the terms , conditions, and specificati o ns of the contract or purc ha s e order. 2. M a intain a written code of s ta ndards of conduct governing the performance of their empl oyees engaged in the award and administration of contracts. 3. Maintain procedures that prov ide for the review of proposed procuremen t s to avo id purchase of unnecessary or duplica ti ve items. - 4. Use value e ngineering clauses in contracts fo r construction projects of suffic ient s ize to offer reasonable opportunities for cost redu ctio n s. 5. Make awards o nl y to responsib le contractors possess in g th e abili ty to perform successfull y under th e terms and conditio ns of the pro posed procurement. Conside rati on s hall be given to s uc h matters as contractor integrity, compliance w ith public policy, record of past performance, a nd fin a nc ia l a nd technical resources. 6. Maintain records suffi c ient to d etai l th e s ignificant hi story of the procurement. Including: a. Rational e for the m ethod of procurement; b. Selectio n of contract type; c. Cont ract o r sele ction or rejec ti on; d. Basis fo r the contrac t price; and e. Other. 7. Maintain protest procedures to handl e a nd reso lve d isputes re latin g to procurements. 8. All procurement tran saction s s hall be conducted in a man ner providing full a nd open comp e titi on . 9. Maintain written selectio n procedures fo r procurement transactions . I 0. Ensure that all pre-qualified li st of per sons, firm s , or products w hi c h a re used in acquiring goods a nd services are c urre nt a nd in c lude enough qualified sources to e ns ure maxi mum open a nd f ree competiti o n. II. Method of procurement s to be foll owed: a . Smal l Purchase-is a relatively s impl e and informal procurement method for securing serv ices, s uppli es , or o ther pro perty that do not cost more than $150,000.00. If s ma ll purc hase procedures are used, price or rate qu otat ion s hall be o btai ned from at le ase three sources. Q uotati ons w ill be in writing iffor goods in excess of $10,000 a nd if for serv ices in excess of $25,000.00. b. Formal Sealed Bids -a re publicly so li c ited and a firm -fixed-prices (lump su m or uni t pri ce) is awarded to the respons ibl e bidder w hose bid, conform in g w ith a ll the material terms and cond iti o n s ofthe invitati o n for bids, is the lo west in pri ce. This method is pre ferred f or procuring constructio n. lfthis method is used, the following r eq uire me nt s appl y: 1. Must be publicly adverti sed; 11. Must g ive a t least 14 days for bidders to respond; 111. Must in c lud e a ny spec ifi cations and pertinent attach ments to all bi dders to respond properly; FASTERGrant.O I.Julll -o ri g natcd from approved OSC Grant templ ate Rev 1112/J I Exhibit E-1 COOT-Division of Transit and Rail SAP PO #-27100 151 1 CMS #-12 HA6 36222 1v. All b id s wi ll be publicly opened at the time and place prescribed in the in v itation for bid; v. A firm fi xed-pri ce contract award wi ll be made in writing to th e lowest respons ive and res pon sib le b idd e r ; a nd VI. Any or a ll bids may be rejected i fthe re is a so und documented reason. c. Compe titive Proposals -are generally used w hen conditions are not appropriate for the use of sea le d bids. If thi s method is used , the followin g r equirements a ppl y: 1. Request for proposa ls will be publicized ; 11. Identify a ll eva lu ation factors and their re la tive importance ; 111. P roposa ls wi ll be soli c ite d fr o m an adequate numbe r of qualified sou rces; iv. Have a method for conducting technical evaluation of th e proposals rece ived and for selecting awardees; v . Awards wi ll be made t o t he responsib le firm whose proposal is most advantageous to th e prog ra m , w ith pri ce and other factors considered; and v i. May be us ed for qua lifi cati ons-based procurement of ar chitectural/engineering profess ional services w her e by compe titors' qualifi cati o ns are evaluated and the m ost qua lifi ed competito r is selected. Note-the m ethod, wher e price is not used as a s election factor, can o nly be used in procurement of NE profess ional serv ic es. It cannot be used to purchase other types of serv ices through A /E firms. See also Exhibit 1 for proc urement of A /E professio na l services. d . Noncom pe titi ve Proposals -may be used on ly w hen th e award o f a contract is infeas ible under th e o the r three meth o d s a nd the foll owing c irc um st a nces appli es: 1. The item is available on ly fr om a sing le source; 11. The public exige ncy o r e mergency for the re quire ment wi ll not pe rmit a delay r esulting fr o m competiti ve solicitati o n; 111. The awarding agency a uthorizes nonco mpetitive proposals; o r 1v. After soli c itation of a number of sources, competition is detem1ined inadeq uat e. 12. S ma ll, Minority a nd Wome n owned bu s in ess e nterpri se and labor sur p lu s area firm s-Tn accordance with Exhibit B , Secti o n 9 take a f firmative steps to assure th at minority and women business e nterpri ses, a nd labor s urp lu s area finllS a re used w he n poss ibl e. 1. P laci ng qualifi ed firm s o n so li c itation li s ts; 11. Assu rin g that firm s are soli c ite d w h e never they are potential sources; 111. Dividing to ta l quantiti es to perm it max imum partici patio n ; iv. Esta blis hin g d e livery schedules, w here the requireme nt permits, w hi c h e ncoura ge partic ip ation by S/M/W owned firm s; and v. U s in g th e ser v ices of the Smal l Business Adminis tration, Mino rity Business Deve lo pment Agency o f the Departm e nt of Commerce, the COOT EO office or other agenc ie s that q ua li fy S/M/W owned firm s. I 3. Bonding requirements-For constructio n or faci l ity improvement contract s or s ubcontracts exceeding $100,000.00 . T HE REST OF TillS PAGE INTENTIONALLY LEFT BLANK FASTERGrant.O I.Jun II -or iginated from app roved OSC Grant template Rev 1/12/11 Exhibit E-2 EXHffiiT F -STATE AND GRANTEE COMMITMENTS A. De s ign This section applies if box checked ~ COOT -Division of Transit and Rail SAP P0#-271001511 CMS II-12 H/\6 36222 I. Work including preliminary design or final design (the "Cons truction Plans"), design work sheets, or special provi s ion s and estimates (collectively referred to as the "Plans"), requires that the Grantee comply with the following requirements, as applicable: a. perform or provide the Plans, to the extent required by the nature of the Work; b. prepare ftnal design (Construction Plans) in accord with the requirements of the latest edition of the American Association of State Highway Transportation Officials (AASHTO) manual or other standard, s uch as the Uniform Building Code, as approved by CDOT; c. prepare special provisions and estimates in accord with the State's Roadway and Bridge Design Manuals and Standard Specifications for Road and Bridge Constr:uction or Grantee specifications if approved by CDOT; d. include details of any required detours in the Plans, in order to prevent any interference of the construction Work and to protect the traveling pub li c; e. stamp the Plans produced by a Colorado Regi stered Profess ional Engineer; f. provide final assembly o f Plans and Grant documents ; g. be re s pon s ible for the Plans being accurate and complete; and h . make no further changes in the Plans following the award of the construction contract except in writing approved by all the Parties. The Plans shall be considered final when approved and accepted by the Pat1ies hereto , and when final they shall be deemed incorporated herein. 2. Grantee: a. shall comply with the requirements of the Americans With Disabilities Act (ADA), and applicable federal regulations and standards as contained in the document "ADA Accessibility Requirements in C OOT Transportation Projects "; b. (If applicable) s hall afford th e State ample opportunity to review the Plans and make any c han ges in the Plans that are directed by the State to comply with FHW A requirements. c. may enter into a contract with a Subgrantee to do all or any portion of the Plans and/or of construction administration. Provided, however, that if State funds are involved in the cost of such work to be d one by a Subgrantee, that Subgrantee subgrant (and the perfonnance/provision of the Plan s under the subgrant) must comply with all applicable requirem ents of23 CF R Part 172 and with any proced ures implementing those requirements as provided by the State , including those in this Grant. If the Grantee does enter into a subgrant with a Subgrantee for th e Work: (I) Grantee sha ll s ubmit a certification that procurement of any design Subgrantee subgrant complied with the requirements of 23 CFR 172.5( I) prior to ente ring into subgrant. The State s hall either approve or deny s uch procurement. If denied , the Grantee may not enter into the su bgrant. (2) Grantee shall ensure that all changes in the Subgrantee su bgrant have pri o r approval by the State. Such changes in the subgrant shall be by written s upplement grant. As soo n as the subgrant with the Subgrantee ha s been awarded by the Grantee, one copy of the executed subgrant s hall be s ubmitted to the State. Any amendments to such s ubgrant shall a lso be s ubmitted . (3) it s hall require that a ll Subgrantee billings under that su bgrant shall comply with the State's standardized billing format. Examples of the billing formats are available from the CDOT Agreements Office. FA ST ERGrant.O I.Julll -orignated from app rove d OSC Grant template Rev 1/12/1 1 Ex hibit F-1 COOT Division ofTransit and Ra il SAP PO #-27100151 1 CMS #-12 I I A6 36222 (4) it (or its Subgr a ntee) shall use the COOT procedures d escri bed to admi ni ster that design S ubg rantee s ubgra nt, to compl y with 23 CFR 172.5(b) and (d). (5) it may expedite any COOT a pproval o f its procurement process and/or S ubg ra ntee s ubgrant by s ubmitting a letter to COOT from the certifyin g Grantee 's attorney/a uth o ri zed representative c ertifying complia nce with 23 CFR 172.5(b) and (d). (6 ) it s hall ensure that its Subgrantee s ubg rant complies with th e req uire me nts o f 49 CFR 18 .3 6(i) a nd contains th e following lan g uage verbatim : (a) "The des ign work under thi s G rant s hall be compatible w ith the requirements of the Grant between the Grantee and the State (whi c h is in corpo rated he re in by th is reference) for the d es ign/construction of the P roj ect. The State is a n inte nded th ird patty benefic iary of thi s subgrant for that purpose." (b) "Upo n advertisement of the Project work for construction, th e S ubgrantee sha ll make avai lable serv ices as reques ted by the State to assist th e S tate in the evalu ation of construc ti o n and the resolution of construction problem s that may arise durin g th e con s truc ti o n of th e Projec t." (c) "The Subgrantee s hall review the construction Subgrantee's s hop drawings for c onfo rmance wi th the s ubgrant docu me nts and compliance with the provisions of the State's publication, S tandard Specifi cati o ns for Road a nd Bridge Constructi on, in connectio n with th is work." d. The State, in its discretion, will review cons tru ction plans, special provisions and estimates a nd wi ll cau se the Grantee to make c ha nges therein that the State determines are necessary to ensure compl iance wi th State and federa l require ments. B. Constru cti o n This section applies if box checked ~ I . W o rk inc luding construc tion requires that, the G rantee perform th e construc ti o n a nd const ru c ti on admini stration in accord ance with the a pproved P la ns and COOT oversig ht. S uc h ad ministrati o n s hall inc lu de Project inspect io n and tes tin g; approvin g sources of materials; pe rfo rming requi red plant a nd s hop in s pection s; docum e ntati o n o f g ra nt payments, testing and inspection activ ities: preparing and approving pay estimates; preparing, a pproving and securin g the funding for Grant m od ifi cati o n o rd e rs an d minor s ubgrant revisions; processing Subgrantee c laims; construc ti o n s upervis io n; and m eeting the Quality Contro l requirements of COOT whi c h can be found in th e FHWA and C OOT S tewa rds hip agreement located at: http://vr.vw.coloradodot.info/business/permits/access pe rmits /refere nces/s tewards hip-agreeme nt.pdf. 2. T he S tate s hall have the auth o ri ty to s uspend the Work, who ll y o r in part, by g iving w ritten notice thereof t o the Grantee, due to the failure of th e Grantee o r its S ubg rantec to correc t Project conditio ns wh ic h are u nsa fe fo r workers o r fo r such periods as the State may deem necessary due to un s uitable weath er, o r fo r conditions considered un s u itable for the prosecutio n of the Wo rk, o r for a ny o the r conditi o n or reason dee me d by lh e State to be in the publi c inte rest . 3. Grantee: a. shall appoint a qualified professiona l e ngi neer, li censed in the State of Colo rado, as the G rantee Project Engineer ('·LAPE"), to pe rfo rm that administration . The LAPE sha ll ad minister the Project in accordan ce wilh this G r ant, the requiremen ts o f th e construct io n s ubgrant a nd a pplicable State procedures. b. if bids are to be le t for the constru c ti o n of the Project, it sha ll advertise the ca ll for bids upon approval by the Sta te a nd award th e constructi o n su bgrant(s) to th e low respons ible biddcr(s) upon approval by the State. FASTERG rant.O l.Julll -originated from app roved OS C Grant template Rev 1/12/11 Exhibit F-2 CDOT -Divi s ion of Transit and Rail SAP PO # -271001511 CMS #-12 HA6 36222 (I ) In advertising and awarding the bid for the construction, the Grantee shall comply with applicable requirements of 23 USC § 112, 23 CFR Parts 633 and 635, and CRS §24-92-1 0 I et seq. Those requirements include, without limitation, that the Grantee/Subgrantee shall comply with terms and conditions as required by 23 CFR §633.1 02(e). (2) The Grantee has the option to accept or reject tbe proposal of the apparent low bidder for work on which competitive bids have been received. The Grantee must declare the acceptance or rejection within 3 working days after said bids are publicly opened. (3) By indicating its concurrence in such award, the Grantee, acting by or through its duly authorized representatives, agrees to provide additional fund s, subject to their availability and appropriation for that purpose, if required to complete the Work under this Project if no additional State funds will be made available for the Project. This paragraph also applies to Projects advertised and awarded by the State. c. If all or part of the construction Work is to be accomplished by Grantee personnel (i.e. by force account), rather than by a competitive bidding process, the Grantee will ens ure that all s uch force account work is accomplished in accordance with the pertinent State specifications and requirements with 23 CFR Part 635, Subpart B, Force Account Construction. (I) Such Work will normally be based upon estimated quantities and firm unit prices agreed to between the Grantee, the State and FHW A (if needed) in advance of the Work, as provided for in 23 CFR §635.204(c). Such agreed unit prices shall constitute a commitment as to the value of the Work to be performed. (2) An alternative to the above is that the Grantee may agree to participate in the Work based on actual cos ts o f labor, equipment rental , materials supplies and supervision necessary to complete the Work. Where actual costs are used, eligibility of cost items shall be evaluated for compliance with 48 CFR Part 31. (3) Rental rates for publicly owned equipment will be determined in accordance with the State's Standard Specifications for Road and Bridge Construction § 109.04. (4) All force account work shall have prior approval ofthe State and/or FHWA (if needed) and s hall not be initiated until the State has issued a written notice to proceed. C. State's Obligations I. The State will perform a final Project inspection prior to Project acceptance as a "Quality Control/Assurance" activity. When all Work has been satisfactorily completed, the State will s ign the COOT Form 1212 (for FHWA), if applicable. 2. Notwithstanding any consents or approvals given by the State for the Plans, the State will not be liabl e or responsible in any manner for the structural design, details or construc tion of any major s truc tures that are desig ned by or are the respo nsibility of the Grantee within the Work of thi s Gra nt. THE REST OF THIS PAGE INTENTIONALLY LEFT BLANK FA STERGrant.Ol.Julll -orignat ed fr om approved OSC Grant lemplat c Rev 111 21 11 Ex hi bit F-3 COOT -Division of Transit and Rail SAP PO # -27 1 00 151 I CMS #-12 IIA6 36222 EXHIDIT G-OPTION LETTER NOTE: This option is limited to the specific scenarios listed below AND cannot be used in place of exercising a formal amendment. SAP PO# Origianl CMS Option Letter No. CMS# Contractor I Grantee: -------------------------------------------- A. SUBJECT: (Choose applicable options listed below AND in section Band delete the rest) I . Opt io n to renew (for an additional term); th is renewa l ca nn ot be used to make any change to the orig in a l scope of work; a nd 2. Option to initiate next phase to include Design , Constmcti on, Envi ronmenta l, Uti liti es, ROW ONLY (does not apply to Acquisition /Relocation or Railroads); B. REQUiRED PROVISIONS. All Optio n Letters s ha ll contain the approp ri ate provisions set forth be low: (Insert the following language for use with Option #1): In accordance w ith Paragraph(s) of grant routing number (in sert FY. Agency code, & CL!N routing#), between the State of Colo rado, Department of Transportation, and (insert Grantees name) th e State hereby exercises the option for an additional term of (insert performance period here) at a cost/pri ce spec ifi ed in Paragraph/Section/Provi s ion of the orig inal gra nt , AND/OR a n increase in th e amo unt of goods/se rvices at th e same rate(s) as speci fied in Paragraph of the origina l grant. (Insert the following language for use with Option #2): In accordance with th e terms of the origin a l gra nt (insert FY. Agency code & CLIN routing#) between the State of Co lorad o, Department of Transportation and (insert Grantee's name here), the State hereby exerc ises the opti o n to initiate the phase in (indicate Fiscal Year here) that will in c lud e (describe which phase will be added and include all that apply Design, Construction, Environmental, Utilities, ROW incidentals or Miscellaneous). Total funds for this Gra nt rema in the sa me (in dicate total dollars here) as referenced in Paragraph/Secti on/Provision/Exhibit of the o ri g in a l grant. (The following language must be included on all options): T he amount of the current Fiscal Year grant value is (increased/decreased) by($ amount of change) to a new Grant value of($ to sati sfy serv ices/goods ord ered under the g rant for the c urrent fisca l year (indicate Fiscal Yem;). The fir st sentence in Paragraph/Secti on/Provis ion is hereby modified accordingly. The total grant value to include all previous amend ments, o pti on letters, etc. is ($ . The effecti ve date of this Opt io n Letter is upon approval of th e State Contro ller or delegate, whi chever is later. State of Colorado: John W. I li c kenl ooper, Governor By: Date: -----------------Exec utive Director, Co lo rado Department of Tra nsportati on ALL GRANTS REQUIRE APPROVAL BY THE STATE CONTROLLER C RS §24-30-202 requires the State Controller to approve all State grants. This Option Letter is not valid until signed and date d below by the S tate Controll er or de legate. Grantee is not authorized to be gin perform a nce until s uch time. If Grantee begins pe rforming prior thereto, the State of Colorado is not obligated to pay Grantee for such perform a nce or for any goods and/or serv ices provided hereunder. &STATE CON TROLLER David J. M cDe rmott , C PA By=-----------,--------,-- Controll e r-Colorado Department ofTransportation Date: ________________ _ F ASTERGrant.O I.Ju l l l -originated from approved OSC Grant template Rev 1/12/11 Exhibit G-1 CDOT-Division of Transit and Rail SAP PO#-271001511 CMS #-12 I!A6 36222 '\JOT A PPLIC A B I .E-this e.\hibit "ill only be u-;ed fix rur~ha ... e of transit ve hi cle(s) or equipment EXHIBIT H -SECURITY AGREEMENT This Security Agreement is made by a nd between th e Sta te of Colo rado for the use and benefit o f THE COLORADO DEPARTMENT OF TRANS PORTAT ION , DIVISION OF TRANSIT AND RAIL, (''State") and , ("G rantee"). ----------------------- A. Purpose. This Security Agreement is ma de for the purpose of securing the State interest in trans it vehicles or other project equipment ("Project Equipment") purchased with State gr a nt funds awarded to the Grantee purs uant to the G rant Agreement between th e State and Grantee dated this __ day of ________ , 20 __ a nd identified as contract# ("Grant"). The security interest granted to the State herein is to ensure that the S tate may access, protect a nd, if necessary, dispose of the federal interest in each item of Project Equipment and to ensure the proper use of th e Project Equipment. T he Grantee sha ll ha ve no right in the State in terest in s uch Project Equipment. B. Pro ject Eq uipment. Not later than three days aflcr th e purchase and acceptance of Project Equ ipment , the Grantee s hall complete and retu rn to th e State a "Certificate of Proc urement and Acceptance" form, which then becomes Addendum I to this Securi ty Agreement. In the case of veh ic le procurement, this certificate mu st indicate the year, ma ke, model, YIN, and any othe r in fo rmation needed to register the vehicle. C. Sec urity Inte rest. In consideratio n of th e va lu e provided to the G rantee unde r the Grant, the Grantee hereby g ives and grants to the State a securi ty interes t in th e Project Equipmen t described in Addendum I a nd /or described below as follows: MAKE/MODELNrN or description of equipm e nt:----------------- This security interest s hall apply to the Project Equipment acq uired pursua nt to the Grant w he ther purc hased before o r after the date thi s Security Agreeme nt is executed . The Grantee he reby authorizes th e State to d escribe in the s pace above the Project Equipment s ubject to th is Security Agreement. D . Lien. The State may place a li e n on t he titl e of each Project Equ ipment ve hi c le based upon this Security Agreement. The State s hall retain phys ical possession of the titles of s uc h Project Equipme nt vehicles a nd the Grantee ag rees that th e Stat e s hall be cons id ered "in possession" o f such vehicles for the purpose of any doc ument required by State law to repossess s uch veh ic les if necessary. E. Disposition of Equipment. In add iti o n to the security inte rest g ranted here in , th e Grantee agrees to ami acknowledges the right of the State to remove a ll Project Equipment from the Grantee's premi ses a nd to take possessio n of a ny of the Project Eq uipment, if the G ra ntee fa il s to satisfactorily perform th e Project services as detailed in the Grant, o r if the Sta te detennines for a ny o ther reason, including but not limited to term in atio n of th e Grant, that the d is position o f the State interest in such Projec t Equipment is in the bes t interes t of the State. The G rantee agrees th at it w ill in no way oppose the S tate's exerc ise o f s uch ri ght and th at it w ill assist the State to obtain possession and to remove s uc h vehic les. F. Assignment. T he Grantee agrees no t to assert agai nst a ny assignee of the State any defenses or claims the G rantee may have against the State. FASTERGranLO I.Julll -o ri ginated from approved OSC Grant template Rev 1/12/11 Exhibit H-1 Grantee hereby executes thi s Security Agreement as of the date below: CDOT -Divi sion of Transit and Rail SJ\ P PO # -271 00 15 I I CMS #-12 llA6 36222 ATTEST: ________ FOR TilE GRANTEE By: _______ _ Print Name: ----------------------- Date: -----------------------Title: --------------------------- FASTERGrant.O I.Julll -originated from approved OSC Grant temp late Rev 1/12/11 Exhibit H-2 COOT -Di\ision of Transit and Rail SAP PO#-271001511 CMS II-12 HJ\6 36222 EXHIBIT 1-STATE or FEDERAL-AID PROJECT AGREEMENTS WITH PROFESSIONAL SUBGRANTEE SERVICES The Grantee sha ll usc these procedures to implement State or Federal-aid project agreements with professional Subgrantee services including, but not limited to engineering, design, or architectural services. 23 CrR Part 172 applies to a federally funded Grantee project agreement administered by COOT that involves profcss ionaiSubgrantec services. 23 CFR § 172 .1 states "The policies and procedures involve federally funded grants for engineering and design related services for projects subject to the provisions of 23 USC § 112(a) and are issued to ensure that a qualified Subgrantee is obtained through an equitable selection process, that prescribed work is properly accomplished in a timely manner, and at fair and reasonable cost" and according to 23 CFR § 172.5 "Price s hall not be used as a factor in the analysis and selection phase." Therefore, local agencies must comply with these CFR requirements when obtaining professional Subgrantec services under a federally funded Subgrantee subgrant administered by COOT. COOT has fom1ulated its procedures in Procedural Directive (P.O.) 400.1 and the related operations guidebook titled "Obtaining Professional Subgrantee Services". This directive and guidebook incorporate requirements from both Federal and State regulations, i.e., 23 CFR Partl72 and Colorado Revised Statute CRS §24-30-140 I et seq. Copies of the directive and the guidebook may be obtained upon request from COOT's Agreemen ts and Consu ltant Management Unit. [Loca l agencies should have their own written procedu res o n fi le for each method of procurement that addresses the items in 23 CFR Part 172]. Because the procedures and laws described in the Procedural Directive and the guidebook are quite lengthy, the subsequent s teps serve as a s ho rt-hand guide to COOT procedures that a Grantee must fo ll ow in obtai ning professional Subgrantee services. This guidance follows the format of23 CFR Part 172. The steps are: I . I he contracting Grantee s hall document the need for obtaining professional scrv1cc s. 2. Prior to solicitation for Subgrantee services, the contracting Grantee shall develop a detailed scope of work and a li s t of evaluation factors and their relative importance. The evaluation factors are those identified in CRS §24-30-1403 . Also, a detailed cost estimate s hould be prepared for use during negotiations. 3. The contracting agency mu s t advertise for grants in conformity with the requirements ofCRS §24-30-1405. T he pub lic notice period, when such notice is required, is a minimum of 15 days prior to the selection of the three most qualified firms and the advertising s hou ld be done in one or more dai ly news papers of genera l circulation. 4. The reques t for Subgrantee services s hould include the scope of work, the evaluation factors and their relative importance, the method of payment, and the goal often percent (I 0%) for Disadvantaged Bus iness Enterprise (DBE) participation as a minimum for the project. 5. The analysis and selection o f the Subgrantcc should be done in accordance with CRS §24-30- 1403 . This section of the regulation identifies the criteria to be used in the evaluation ofCDOT pre-qualified prime Subgrantec and their team . It also shows which criteria are used to short-li s t and to make a final sele ction. 'I he s hort-! is t is based o n the following evaluati o n factors: FASTERGrant.O I .Julll -originated from approved OSC Gran t template Rev 1/12/11 Exhib it I-I a. Qualifications, b. Approach to the project, c. Ability to furnish profess ional services. d. Anticipated design concepts, and COOT -Division of Transit and Rail SAP PO #-27 1001511 CMS II-12 HA6 36222 e. Alternative methods of approach for furnishing the professional serv ices. Eva lu ation factors for final se lect ion are the Subgrantee's: a. Abilities of their personnel, b. Past performance, c. Willingness to meet the time and budget requirement, d. Location, e. Current and projected work load, f. Volume of previous ly awarded contracts, and g. In volvement of minority Subgrantees. 6. Once a Subgrantee is selected, the Grantee enters into negotiations with the Subgrantee to obtain a fair and reaso nable price for the anticipated work. Pre-negotiation audits are prepared for grants expected to be greater than $50,000. federal reimbursement for costs are limited to those costs al lowable under the cost princip les of 48 CFR Part 31. Fixed fees (profit) are determined with consideration given to size, complexity, duration, and degree of risk involved in the work. Profit is in the ran ge of s ix (6) to fifteen ( 15) percent of the total direct and indirect costs. 7. A qualified Grantee emp loyee shal l be res ponsible and in cha rge of the project to e nsure that the work being pursued is complete, accurate. and consistent with the terms, conditions, and s pecifications of the Grant. At the end of project, the Grantee prepares a performance evaluation (a COOT form is availab le) on the Subgrantee. 8. Each of the steps listed above is to be documented in accordance with the provisions of 49 CFR § 18.42, which provide for records to be kept at least three (3) years from the date that the Grantee s ubmits its final expenditure report. Records of projects under litigation shall be kept at lea st three (3) years after the case has been settled. The CRS §§24-30-1401 through 1408, 23 CFR Part 172 , and P.O . 400.1, provid e additional details for complying with the eight (8) step s just di scussed. THE REST OF THIS PAGE INTENTIONALLY LEFT BLANK FIISTERGrant.OI.Julll -originated from approved OSC Grant template Rev 1/12/11 Exhibi t 1-2 COOT -Divi sion ofTran sit and Rail SA P PO #-27100151 1 CMS #-12 HA 6 36222 EXHIBIT J -GRANTEE CONTRACT ADMINISTRATION CHECKLIST Th e following c he ckli st has been developed to ensure th at a ll required as pects of a project approved fo r federal funding ha ve been addressed and a re spons ible party ass ig ned for each task. After a projec t ha s been approved for federal funding in the Statewide Transportation Improve ment Program , COOT Project Ma nager, Grantee Project Manage r, and COOT Resident Engineer prepare the checkl ist. It beco mes a part of the contractual Grant. COO T will not process a Grant with out thi s completed check li st. It will be reviewed at the "Final Offi ce Review" meeting to ensure th at a ll parties remain in agreement as to who is re spons ibl e for perfom1ing individual ta sks. COLORA DO DEPARTM ENT OF TRANSPORTATION GRANTEE CONTRACT ADMINISTRATION CHECKLIST Projec t No. ST IP No. Proj ect Code Region STL M361-006 709 1.00 1 18526 6 Projec t Loca tion Date City of Wheat Rid ge Project Description Bus Shelter Replace ment Grantee Grantee Proj ect Mana ge r Wh ea t Ridge Ru ss Higgin s COOT Resident Eng in ee r COOT Projec t Manager Roy Guevara Rae1en e Shell y IN ST RUCTIONS: This check li st s hall be uti li zed to estab li s h the contrac t administration re spons ibilities o f the individual parties to thi s Grant. The checklist becomes an attachment to the Grant. Section numbers corre s pond to the applicable chapters of the CDOT Local Agency Manual. The c heckli st s hall be prepared by placin g an "X" under the responsible party, opposite each of the tasks. Th e "X" de no te s the party responsible for initiating and executing the task. Onl y o ne respons ible party sho uld be selected. When neither CDOT nor the Grantee is responsible for a task, not applicable (NA) s ha ll be noted. In addition, a ·'#" will den ote that COOT mu st con cur o r approve. Tas ks th at wi ll be performed by headquarters staff will be indicated . The regions, in accordance with establi s hed polic ies and procedures, w ill determine who will perform all other tasks that are th e responsib ili ty ofCDOT. The checkl ist shall be prepared by th e C OOT Res id ent Eng in eer o r th e COOT Proj ect Manager, in cooperation w ith the Grantee Project Manager, and s ubmitted to the C OOT Program Engi neer. If co ntrac t admini strati on res po ns ibilities change, the CDOT Res id ent Engineer, in cooperation with the Grantee Project Manager, will prepare and distribute a revi sed che c kli st. FASTERGrant.O I.Julll -or ig ina ted from approved OSC Grant template Rev 1/12/1 1 Exhibit J-1 CDOT Di vision of Transit and Rail SAP PO # -2710015 11 CMS #-12 HA6 36222 RESPONSIBLE NO. DESCRIPTION OF TASK PARTY Grantee COOT TIP I STfP AND LONG-RANGE PLANS 2.1 Review Project to ens ure it is cons ist with STIP a nd amendments thereto X FEDERAL FUNDING OBLIGATION AND AUTHORIZATION 4.1 Authorize fund in g by phases (C OOT Form 4 18 -State or Federal-aid Program Data . X Requires FHWA concurrence/involvement) PROJECT DEVELOPMENT 5.1 Prepare Design Data -COOT Form 463 X 5.2 Prepare Gra ntee/C OOT Inter-Governmental Agreement (see a lso Chapter 3) X 5.3 Condu ct Consu lt ant Selection/Execute Consultant Agreement N /A 5.4 Condu ct Design Scopin g Review Meeting X 5.5 Conduct Public In vo lvement X 5.6 Conduct Field In spection Review (F IR) X 5.7 Conduct Environmental Pro cesses (may require F HW A conc urrence/i nvo lve ment) X 5.8 Acquire Right -o f-Way (may require FHWA concu rrence/involvement) X X 5.9 Obtai n Utility and Railroad Agreements X 5.10 Condu ct Fina l O ffi ce Review (FOR) X 5.11 Justify Force Account Work by the Grantee X 5 .1 2 Just ify Propri etary, Sole Sourc e, or Grantee Furnished Ite ms X 5.13 Do cument Des ign Exceptions -COOT Form 464 X 5.14 Prepare Plan s. Speci fi ca tion s and Constru ctio n Cost Estimates X 5.15 Ens ure Authori zati on of Funds fo r Construct io n X PROJECT DEVELOPMENT CIVIL RIGHTS AND LABOR COMPLIANCE 6.1 Set Underutilized Disadvantaged Bu s ine ss Enterprise (UBDE) Goals for Consultant an d X Construction Contracts (COOT Region EEO/Civ il Ri ghts Spe c ia li st) 6.2 Determine App li cabi li ty o f Da vis-Bacon Act This project~ is 0 is not exempt fro m Davi s-Bacon requirements as determined by the X functional class ifi cati o n of th e project locati on (Projects located o n local ro ads and rural minor coll ec tors may be exe mpt.) Roy Guevara CDOT Res ident Engineer (S ignature on File) Date 6.3 Set On-the-Job T ra in ing Goals. Goal is zero if tota l construct ion is less than $1 milli on X (COOT Re gion EEO/Civi l Ri ghts Specia li st) 6.4 Title VI Assurances X Ens ure the correct Federal Wage Decis ion, a ll required Disadvantaged Bus ine ss Enterprise/On-th e -Job Training special provisions and FHWA Form 1273 are included in th e Contrac t (COOT Resident Engineer) X ADVERTISE, BID AND AWARD 7.1 Obtain Approval for Advertise ment Period of Le ss Than Three Weeks X 7.2 Advertise fo r Bids X 7.3 Di stribute "Advertisement Set" of Plan s and Specifications X 7.4 Re view Wor ks ite and Pl an Deta il s with Prospective Bidders While Project Is Under X Advertisement 7.5 Open Bids X 7.6 Pr ocess Bid s for Co mpliance Check COOT Form 7 15 -Certificme of Proposed Underutilized DBE Participation whe n the F ASTERGrant.O I Julll -originutecJ from appro ved OSC Grant template Rev 1/12/11 Exhibi t J-2 NO. ll. . ,, 7.7 7.8 7.9 7 .1 0 DESCRIPTION OFT ASK low bidder meets UDBE goa ls CDOT-Division of Transit and Rail SAP PO#-27100 1511 CMS #-12 HA6 36222 RESPONSIDLE PARTY Grantee COOT X Eva luate CDOT Form 718-Underut ilized DBE Good Fa ith Effort Documentation and determine if th e Contracto r has made a good faith effort whe n the low bidder does not meet X DBE goals Submit required documentation fo r CDOT award concurrence X Concurrence from CDOT to A ward X Approve Rejection of Low Bidder X A ward Cont ract X Provide "Award" and "Re cord" Sets of Pla ns and Specificat ions X CONSTRUCTION MANAGEMENT 8.1 Issue Notice to Proceed to the Contractor X 8.2 Project Safety X 8.3 Conduct Conferences: _(,:if;;! .. Pre-Construction Conference (Appendix B) X ~~: . •; Pre-survey ~~~,.\~~f • Construction staking X '.·'i>· • Monumentation X .;i..~ .~: Partnering (Opti ona l) .. ~;1:-r:~·~ ~ Structura l Co ncrete Pre-Pour( Age nda is in CDOT Construction Manual) NI A . : 'J.!t'ti1' Concrete Pavement Pre-Paving (1\genda is in CDOTConslruction Manual) NIA . >f!0:' ;<!.:t•· HMA Pre-Pavi ng (Agend a is in CDOTConstruction Manual) NIA 8.4 Develop and d istribute Pu blic Notice of Planned Construction to media and loca l res ide nt s X 8.5 Supervise Construction A Professional Engi ne er (PE) registered in Colorado, who will be "in responsible charge of co nstruction supervision." ,., Ru ss Higgins 303 329 2869 Grantee Professional Engineer or Phone number X CDOT Resident Engineer ! Provide competent, experienced s taff who will ensure th e Contract work is constructed in accordance with the pl ans and spec ifi cations X Construct io n inspection a nd documentati on X 8.6 Approve Shop Drawings X 8.7 Perform Traffic Contro l In specti ons X 8.8 Perform Constru ction Surveying X 8.9 Monument Right-of-Way X FASTERGrant.O l.J ul ll -originated from approved OSC Grant template Rev 1/12/11 Exh ibit J-3 8.10 Pre pare and Approve Interim and F inal Contractor Pay Estimates Provide the name and phone number of the person authori zed for this task. Steve Nguyen 303-235-2862 Grantee Representative Pho ne number 8.11 Pre pare and Approve Inte rim and Final Utility and Railroad Billings 8 .12 Pre pare Grantee Reimbursement Requests 8.13 Prepare and Autho ri ze C hange Orders 8.14 Approve All Chan oe Orders 8.15 Mo nitor Proj ect Financial Status 8.16 Pre pare and S ubmit Monthl y Progress Reports 8.17 Resolve Contractor Claims and Di sputes 8.18 Conduct Ro ut ine and Random Project Reviews Provide the na m e and phone number of the person respons ibl e fo r this task. Roy Guevara 303-5 12-4 105 C OOT Resid e nt E ngi neer Pho ne number COOT -Division of Transit and Rail SAP PO # -271 00 1511 CMS #-12 1IA6 36222 X X X X X X X X X MATERIALS 9.1 Conduct Materials Pre-Cons tru ction Meeting X 9.2 Comple te COOT Fonn 250-Mate ri a ls Documentation Record • Generate form, which includes determining the minimum number of required tests and X a pplicabl e material s ubmittals for all materia ls pl aced o n the project • Update the form a s work progresses X • Complete and distribute form after work is c ompleted X 9.3 Perform Project Acceptance Samples and Tests 9.4 Perfonn Laboratory Verification Tests 9.5 Accept Manufactured Products Insp ection of s truc tural components: • Fabrication of structural stee l an d pre-st re ssed concrete stru ctura l compone nts N/A • Bridge modular expansion devices (0" to 6" or g reater) N/A • Fabricati o n o f bearing devices N/A 9.6 Approve Sources of Materi a ls 9.7 Indepe nde nt Assurance Testing (IAT), Grantee Proced ures 1ZJ C OOT Procedures 0 • Generate IAT sche dule X • Schedule and provide notification X • Conduct IAT X 9 .8 Approve mix d esigns • Concre te X • Hot mix asphalt X 9.9 C hec k Final Ma terials Docume ntation X 9.10 Comple te a nd Distribute Final Materials Documentation X FASTERGrant.O I..Iulll -originated from approved OSC Grant template Rev 1/12/11 Exhibit J-4 COOT-Division of Transit and Rail SAP PO#-271001511 CMS #-12 I!A6 36222 CONSTRUCTION CIVIL RIGHTS AND LABOR COMPLIANCE 10.1 Fulfill Project Bulletin Board and Pre-Construction Packet Requirements 10.2 Process COOT Form 205 -Sublet Permit Application Review and sign completed COOT Form 205 for each subcontractor, and submit to EEO/Civil Rights Specialist 10.3 Conduct Equal Employment Opportunity and Labor Compl iance Verification Employee Interviews. Comp lete COOT Form 280 10.4 Monitor Disadvantaged Business Enterprise Participation to Ensure Compliance with the "Commercially Usefu l Function" Requiremen ts 10.5 Conduct Interviews When Project Utilizes On-the-Job Trainees. Complete COOT Fom1 200 -OJT Training Questionnaire 10.6 Check Certifi ed Payrolls (Contact the Region EEO/Civil Rights Specialists for training requirements.) 10.7 Submit FHWA Form 1391 -Highway Construct ion Contractor's Annual EEO Report FINALS I 1.1 11.2 11.3 11.4 11.5 11.6 11.7 11.8 11.9 11.10 II. II 11.1 2 11.13 11.14 Conduct Final Project Inspection . Complete and submit COOT Form 1212-Final Acceptance Report (Resident Engineer with mandatory Grantee participation.) Write Fina l Project Acceptance Letter Advertise for Final Sel!lement Prepare and Di st ribute Final As-Constructed Plans Prepare EEO Certi tication Check Final Quantities, Plans, and Pay Estimate; Check Project Documentation; and submit Final Cert ifications Check Material Documentation and Accept Final Material Cert ifi ca ti on (See Chapter 9) Obtain COOT Form 17 from the Contractor and Submi t to the Resident Engineer Obtain FHWA Form 47-Statement of Materials and Labor Used ... from the Contractor Comp lete and Submit CDOT Form 1212 -Final Acceptance Report (by COOT) Process Final Payment Complete and S ubmit COOT Form 950-Project Closure Retain Project Records for Six Years from Date of Project Closure Retain Final Version ofGramee Contract Administration Checklist cc: COOT Resident Engineer COOT Project Manager COOT Region Program Engineer COOT Region EEO/C ivil Rights Spec ialist COOT Region Materials Engineer COOT Contracts and Market Analysis Branch Grantee Project Manager FASTERGrant.O I.Julll -originated from approved OSC Grant template Rev 1/12 /11 X X X X X X X X X X X X X X X X X X X X X X Exhibit J-5 • _ .. _ City of • p WheatRi_dge ITEM NO: Ll, DATE: October 24,2011 REQUEST FOR CITY COUNCIL ACTION TITLE: RESOLUTION NO. 47-2011 -A RESOLUTION APPROVING A CONTRACT WITH THE COLORADO DEPARTMENT OF TRANSPORTATION FOR THE KIPLING STREET MULTI-USE TRAIL FROM 32N° TO 44TH A VENUE, PROJECT NO. 18583 D PUBLIC HEARING D BIDS/MOTIONS [8:1 RESOLUTIONS QUASI-JUDICIAL: ISSUE: D ORDINANCES FOR 1ST READING (mm/dd/yyyy) D ORDINANCES FOR 2ND READING (mm/dd/yyyy) D YES City Manager The City was awarded funding for a multi-use trail project on Kipling Street from 32"d to 441h A venue through the Denver Regional Council of Government (DR COG) Transportation Improvement Program (TIP) in March 2011. The project includes the construction of a trail to accommodate pedestrians and bicyclists. The Federal grant will provide $2,473,000 to assist in funding the estimated $3 ,178,000 project. The Colorado Department of Transportation (CDOT) will administer the project's Federal funding, while the City will manage the project design and construction. Entering into an Intergovernmental Agreement (IGA) with CDOT is necessary to formally authorize the project. The IGA provides that the City finance the cost of the project, with CDOT reimbursement of 78% of the costs, not to exceed $2,473 ,000. PRIOR ACTION: None FINANCIAL IMP ACT: City Staff will administer the de s ign and construction with reimbursement of 78% of all construction related costs, not to exceed $2,473 ,000 by CDOT. While the project cost is not.expected to exceed the project estimate, any unlikely shortfall will be provided by the City. The City's portion is expected to V :\Forms\CAFtem pla te Council Actio n Form October 24 , 2011 Pag e 2 not exceed $705,000. A budget line item, titled Kipling Pedestrian Improvements has been added to the Budget Capital Investment Program (CIP) to finance the project in the total amount of$3,178,000. Specifically, $343,000 will be allocated for the design in 2012 and $2 ,835 ,000 for construction in 2013. Likewise, the 2013 CIP revenues include the expected reimbursements. BACKGROUND: In October 2010 the City applied to the Denver Regional Council of Government for Federal transportation funds available for fiscal years 20 12 through 2017 to help fmance the construction of a multi-use trail on Kipling Street from 32"d to 44th Avenue. DRCOG awarded the grant application in March 2011. This project will provide a new pedestrian and bicyclist facility which connects to Crown Hill Park, Discovery Park, Wheat Ridge Recreational Center and Clear Creek Trail. This facility will also improve the safety for these users as a result of a new wide trail. The proposed trail construction is within the guidance of the City's Bike and Pedestrian Master Plan. The total construction amount is estimated at $3 ,178 ,000. The City will receive a federal grant in the amount of$2,473,000, with the City providing the local project matching funds in the amount of $705 ,000. The project design and construction will be budgeted as 2012 and 2013 expenditures. CDOT will perform the contract oversight concerning Federal and State regulations and the City will design and administer the construction of the project. The City will be reimbursed the full federal share ofthe cost of the project, not to exceed $2,473,000 , upon project completion. The City is responsible for completing the construction plans and obtaining all required clearances for utilities, environmental approvals and right-of-way acquisitions . The design is planned for 2012 with construction in 2013. RECOMMENDATIONS: Staff recommends approving the contract with CDOT to proceed with the construction of the improvements. RECOMMENDED MOTION: I move to approve Resolution No. 47-2011 a resolution approving a contract with the Colorado Department of Transportation for the Kipling Street Multi-Use Trail from 32"d to 44 111 Avenue , Project No. 18583." Or: "I move to table indefmitely Resolution No. 47-2011 , a resolution approving a contract with the Colorado Department of Transportation for the Kipling Street Multi-Use Trail from 32"d to 441h Avenue, Project No. 18583 for the following reason(s) " Council Action Form October 24, 2011 Page3 REPORT PREPARED BY; Steve Nguyen, Engineering Manager Tim Paranto, Director of Public Works ATTACHMENTS: 1. Resolution No. 47-2011 2. CDOT Contract No. 18583 CITY OF WHEAT RIDGE, COLORADO RESOLUTION NO. 47 Series of 2011 TITLE: A RESOLUTION APPROVING A CONTRACT WITH THE COLORADO DEPARTMENT OF TRANSPORTATION FOR PROJECT NO. 18583, KIPLING STREET MULTI-USE TRAIL FROM 32N° TO 44TH AVENUE WHEREAS, the City Council wishes to provide for the construction of the Kipling Street multi-use trail from 32nd to 44th Avenue ; and WHEREAS, the City has been awarded a federal transportation grant by the Denver Regional Council of Government (DRCOG) to construct this particular trail segment; and WHEREAS, the City has negotiated a contract w ith the Colorado Department of Transportation , DRCOG's funding steward , for the funding of the Project; and WHEREAS, the project funds will be programmed in the 2012 and 2013 Capital Investment Program budgets in the total amount of $3,178,000 in the Kipling Street Pedestrian Improvements account to finance the project cost and will seek reimbursement of 78% of the Project costs from COOT upon Project completion ; NOW, THEREFORE, BE IT RESOLVED by the Wheat Ridge City Council , that: Section 1. Contract Approved . The contract between the City and the Colorado Department of Transportation for Project 18583: Kipling Street Multi-Use Trail construction from 32nd to 44th Avenue , is hereby approved and the Mayor and City Clerk are authorized and directed to execute the same . Section 2. Effective Date ----- This Resolution shall be effective immediately upon adoption . DONE AND RESOLVED this __ day of _____ , 2011 . Jerry DiTullio, Mayor ATTEST: Michael Snow, City Clerk Attachment 1 (FMLAWRK) PROJECT STU 391A-008 (18583) REGION 6 (JH) Contra ct Routing # 12 HA6 36668 10 # 271001 527 STATE OF COLORADO Department of Transportation Agreement with City of Wheat Ridge TABLE OF CONTENTS 1. PARTIES ......................................................................................................................................... 2 2 . EFFECTIVE DATE AND NOTICE OF NONLIABILITY ..................................................................... 2 3 . REC ITALS ........................................................................................................... _ .......................... 2 4 . DEFINITIONS .................................................................................................................................. 2 5 . TERM and EARLY TERMINATION ................................................................................................. 3 6 . SCOPE OF WORK .......................................................................................................................... 3 7 . OPTION LETTER MODIFICATION ................................................................................................. 7 8 . PAYMENTS ..................................................................................................................................... 8 9 . ACCOUNTING .............................................................................................................................. 10 10. REPORTING-NOTIFICATION ................................................................................................... 11 11. LOCAL AGENCY RECORDS ...................................................................................................... 11 12. CONFIDENTIAL INFORMATION-STATE RECORDS ................................................................. 12 13 . CONFLICT OF INTEREST .......................................................................................................... 12 14. REPRESENTATIONS AND WARRANTIES ................................................................................ 13 15. INSURANCE ............................................................................................................................... 1 3 16 . DEFAULT-BREACH .................................................................................................................... 14 17 . REMEDIES .................................................................................................................................. 15 18 . NOTICES and REPRESENTATIVES .......................................................................................... 17 19. RIGHTS IN DATA, DOCUMENTS, AND COMPUTER SOFTWARE ............................................ 17 20. GOVERNMENTAL IMMUNITY .................................................................................................... 17 21 . STATEWIDE CONTRACT MANAGEMENT SYSTEM ................................................................. 18 22. FEDERAL REQUIREMENTS ...................................................................................................... 18 23. DISADVANTAGED BUSINESS ENTERPRISE (DBE) ................................................................. 18 24. DISPUTES .................................................................................................................................. 19 25. GENERAL PROVISIONS ............................................................................................................ 19 26 . COLORADO SPECIAL PROVISIONS ......................................................................................... 22 27. SIGNATURE PAGE ..................................................................................................................... 24 28. EXHIBIT A -SCOPE OF WORK ................................................................................................... 1 29. EXHIBIT B-LOCAL AGENCY RESOLUTION .............................................................................. 1 30. EXHIBIT C-FUNDING PROVISIONS .......................................................................................... 1 31. EXHIBITD -OPTION LETTER ..................................................................................................... 1 32. EXHIBIT E -LOCAL AGENCY CONTRACT ADMINISTRAT ION CHECKLIST ............................. 1 33 . EXHIBIT F -CERTIFICATION FOR FEDERAL-AID CONTRACTS ............................................... 1 34. EXHIBIT G -DISADVANTAGED BUSINESS ENTERPRISE ........................................................ 1 35. EXHIBIT H -LOCAL AGENCY PROCEDURES FOR CONSULTANT SERVICES ....................... 1 36. EXHIBIT I -FEDERAL-AID CONTRACT PROVISIONS ................................................................ 1 37. EXHIBIT J-F EDERAL REQUIREMENTS .................................................................................... 1 38. EXHIBIT K -SUPPLEMENTAL FEDERAL PROVISIONS ............................................................. 1 Attachment 2 1. PARTIES THIS AGREEMENT is entered into by and between the CITY OF WHEAT RIDGE , 7500 West 29th Avenue , Wheat Ridge, CO 80033 COOT Vendor# 2000099 (hereinafter called the "Local Agency"), and the STATE OF COLORADO acting by and through the Department of Transportation (hereinafter called the "State" or "COOT"). 2. EFFECTIVE DATE AND NOTICE OF NONLIABIUTY. This Agreement shall not be effective or enforceable until it is approved and signed by the Colorado State Controller or their designee (hereinafter called the "Effective Date"). The State shall not be liable to pay or reimburse the Local Agency for any performance hereunder, including, but not limited to costs or expenses incurred, or be bound by any provision hereof prior to the Effective Date. 3. RECITALS A. Authority, Appropriation, And Approval Authority exists in the law and funds have been budgeted, appropriated and otherwise made available and a sufficient unencumbered balance thereof remains available for payment and the required approval, clearance and coordination have been accomplished from and with appropriate agencies. i. Federal Authority Pursuant to Title I, Subtitle A, Section 1108 of the "Transportation Equity Act for the 21 st Century" of 1998 (TEA-21) and/or the "Safe, Accountable, Flexible , Efficient Transportation Equity Act: A Legacy for Users" (SAFETEA-LU) of 2005 and to applicable provisions of Title 23 of the United States Code and implementing regulations at Title 23 of the Code of Federal Regulations, as may be amended, (collectively referred to hereinafter as the "Federal Provisions"), certain federal funds have been and are expected to continue to be allocated for transportation projects requested by the Local Agency and eligible under the Surface Transportation Improvement Program that has been proposed by the State and approved by the Federal Highway Administration ("FHWA"). II. State Authority Pursuant to CRS §43-1 -223 and to applicable portions of the Federal Provisions, the State is responsible for the general administration and supervision of performance of projects in the Program , including the administration of federal funds for a Program project performed by a Local Agency under a contract with the State. This Agreement is executed under the authority of CRS §§29-1-203, 43-1-110; 43-1 -11 6 , 43-2-101(4)(c) and 43-2-144. B. Consideration The Parties acknowledge that the mutual promises and covenants contained herein and other good and valuable consideration are sufficient and adequate to support this Agreement. C. Purpose The purpose of this Agreement is to disburse Federal funds to the Local Agency pursuant to COOT's Stewardship Agreement with the FHWA. D. References All references in this Agreement to sections (whether spelled out or using the § symbol), subsections, exhibits or other attachments, are references to sections, subsections, exhibits or other attachments contained herein or incorporated as a part hereof, unless otherwise noted. · 4. DEFINITIONS The following terms as used herein shall be construed and interpreted as follows: A . Agreement or Contract "Agreement" or "Contract" means this Agreement, its terms and conditions, attached exhibits, documents incorporated by reference under the terms of this Agreement, and any future modifying agreements, exhibits, attachments or references that are incorporated pursuant to Colorado State Fiscal Rules and Policies. B. Agreement Funds Page 2 of24 "Agreement Funds" means funds payable by the State to Local Agency pursuant to this Agreement. c. Budget "Budget" means the budget for the Work described in Exhibit C. D. Consultant and Contractor "Consultant" means a professional engineer or designer hired by Local Agency to design the Work and "Contractor" means the general construction contractor hired by Local Agency to construct the Work. E. Evaluation "Evaluation" means the process of examining the Local Agency's Work and rating it based on criteria established in §6 and Exhibits A and E. F. Exhibits and Other Attachments The following exhibit(s) are attached hereto and incorporated by reference herein : Exhibit A (Scope of Work), Exhibit B (Resolution), Exhibit C (Funding Provisions), Exhibit D (Option Letter), Exhibit E (Checklist), Exhibit F (Certification for Federal-Aid Funds), Exhibit G (Disadvantaged Business Enterprise), Exhibit H (Local Agency Procedures), Exhibit I (Federal- Aid Contract Provisions) and Exhibit J (Federal Requirements). G. Goods "Goods" means tangible material acquired, produced, or delivered by the Local Agency either separately or in conjunction with the Services the Local Agency renders hereunder. H. Oversight "Oversight" means the term as it is defined in the Stewardship Agreement between COOT and the Federal Highway Administration ("FHWA") and as it is defined in the Local Agency Manual. I. Party or Parties "Party" means the State or the Local Agency and "Parties" means both the State and the Local Agency J. Work Budget Work Budget means the budget described in Exhibit C. K. Services "Services" means the required services to be performed by the Local Agency pursuant to this Contract. L. Work "Work" means the tasks and activities the Local Agency is required to perform to fulfill its obligations under this Contract and Exhibits A and E, including the performance of the Services and delivery of the Goods. M . Work Product "Work Product" means the tangible or intangible results of the Local Agency's Work, including, but not limited to, software, research, reports, studies, data, photographs, negatives or other finished or unfinished documents, drawings, models, surveys, maps, materials, or work product of any type, including drafts. 5. TERM and EARLY TERMINATION. The Parties' respective performances under this Agreement shall commence on the Effective Date. This Agreement shall terminate after five (5) years of state controllers signature in section 27, unless sooner terminated or completed as demonstrated by final payment and final audit. 6. SCOPE OF WORK A. Completion The Local Agency shall complete the Work and other obligations as described herein in Exhibit A, Scope of Work (SOW) or the Form 463. Work performed prior to the Effective Date or after final acceptance shall not be considered part of the Work. Page 3 of24 B. Goods and Services The Local Agency shall procure Goods and Services necessary to complete the Work. Such procurement shall be accomplished using the Contract Funds and shall not increase the maximum amount payable hereunder by the State. C. Employees All persons employed hereunder by the Local Agency, or any Consultants or Contractors shall be considered the Local Agency's, Consultants' or Contractors ' employee(s) for all purposes and shall not be employees of the State for any purpose. D . State and Local Agency Commitments i. Design If the Work includes preliminary design or final design or design work sheets, or special provisions and estimates (collectively referred to as the "Plans"), the Local Agency shall comply w ith and be responsible for satisfying the following requirements: a) Perform or provide the Plans to the extent required by the nature of the Work. b) Prepare final design in accordance with the requirements of the latest edition of the American Association of State Highway Transportation Officials (AASHTO) manual or other standard, such as the Uniform Building Code, as approved by the State . c) Prepare provisions and estimates in accordance with the most current version of the State's Roadway and Bridge Design Manuals and Standard Specifications for Road and Bridge Construction or local Agency specifications if approved by the State. d) Include details of any required detours in the Plans in order to prevent any interference of the construction Work and to protect the traveling public. e) Stamp the Plans produced by a Colorado Registered Professional Engineer. f) Provide final assembly of Plans and all other necessary documents. g) Be responsible for the Plans ' accuracy and completeness. h) Make no further changes in the Plans following the award of the construction contract to Contractor unless agreed to in writing by the Parties. The Plans shall be considered final when approved in writing by COOT and when final they shall be incorporated herein. II. Local Agency Work a) Local Agency shall comply with the requirements of the Americans With Disabilities Act (ADA), and applicable federal regulations and standards as contained in the document "ADA Accessibility Requirements in COOT Transportation Projects". b) Local Agency shall afford the State ample opportunity to review the Plans and make any changes in the Plans that are directed by the State to comply with FHWA requirements. c) local Agency may enter into a contract with a Consultant to perform all or any portion of the Plans and/or of construction administration. Provided, however, if federal-aid funds are involved in the cost of such Work to be done by such Consultant, such Consultant contract (and the performance/provision of the Plans under the contract) must comply with all applicable requirements of 23 C .F.R. Part 172 and with any procedures implementing those requirements as provided by the State, includi ng those in Exhibit H. If the Local Agency enters into a contract with a Consultant for the Work: (1) local Agency shall submit a certification that procurement of any Consultant contract complies with the requirements of 23 C .F.R. 172.5(1) prior to entering into such Consultant contract, subject to the State's approval. If not approved by the State, the Local Agency shall not enter into such Consultant contract. (2) local Agency shall ensure that all changes in the Consultant contract have prior approval by the State and FHWA and that they are in writing. Immediately after the Consultant contract has been awarded, one copy of the executed Consultant contract and any amendments shall be submitted to the State. Page 4 of 24 (3) Local Agency shall require that all billings under the Consultant contract comply with the State's standardized billing format. Examples of the billing formats are available from the COOT Agreements Office. (4) Local Agency (and any Consultant) shall comply with 23 C .F .R. 172.5(b) and (d) and use the COOT procedures described in Exhibit H to administer the Consultant contract. (5) Local Agency may expedite any COOT approval of its procurement process and/or Consultant contract by submitting a letter to COOT from the Local Agency's attorney/authorized representative certifying compliance with Exhibit H and 23 C .F.R. 172.5(b)and (d). (6) Local Agency shall ensure that the Consultant contract complies with the requirements of 49 CFR 18.36(i) and contains the following language verbatim: (a) The design work under this Agreement shall be compatible with the requirements of the contract between the Local Agency and the State (which is incorporated herein by this reference) for the design/construction of the project. The State is an intended third-party beneficiary of this agreement for that purpose. (b) Upon advertisement of the project work for construction , the consultant shall make available services as requested by the State to assist the State in the evaluation of construction and the resolution of construction problems that may arise during the construction of the project. (c) The consultant shall review the Construction Contractor's shop drawings for conformance with the contract documents and compliance with the provisions of the State's publication, Standard Specifications for Road and Bridge Construction, in connection with this work. d) The State, in its sole discretion, may review construction plans, special provisions and estimates and may require the Local Agency to make such changes therein as the State determines necessary to comply with State and FHWA requirements. Iii. Construction a) If the Work includes construction, the Local Agency shall perform the construction in accordance with the approved design plans and/or administer the construction in accordance with Exhibit E . Such administration shall include Work inspection and testing; approving sources of materials; performing required plant and shop inspections; documentation of contract payments, testing and inspection activities; preparing and approving pay estimates; preparing, approving and securing the funding for contract modification orders and minor contract revisions ; processing Construction Contractor claims; construction supervision; and meeting the Quality Control requirements of the FHWNCOOT Stewardship Agreement, as described in the Local Agency Contract Administration Checklist. b) If the Local Agency is performing the Work, the State may, after providing written notice of the reason for the suspension to the Local Agency, suspend the Work, wholly or in part, due to the failure of the Local Agency or its Contractor to correct conditions which are unsafe for workers or for such periods as the State may deem necessary due to unsuitable weather, or for conditions considered unsuitable for the prosecution of the Work, or for any other condition or reason deemed by the State to be in the public interest. c) The Local Agency shall be responsible for the following: (1) Appointing a qualified professional engineer, licensed in the State of Colorado, as the Local Agency Project Engineer (LAPE), to perform engineering administration. The LAPE shall administer the Work in accordance with this Agreement, the requirements of the construction contract and applicable State procedures. Page 5 of24 I .• (2) For the construction of the Work, advertising the call for bids upon approval by the State and awarding the construction contract(s) to the low responsible bidder(s). (a) All advertising and bid awards, pursuant to this agreement, by the Local Agency shall comply with applicable requirements of 23 U.S.C . §112 and 23 C .F.R. Parts 633 and 635 and C.R.S . § 24-92-101 et seq . Those requirements include, without limitation , that the Local Agency and its Contractor shall incorporate Form 1273 (Exhibit I) in its entirety verbatim into any subcontract(s) for those services as terms and conditions therefor, as required by 23 C .F .R. 633.102(e). (b) The Local Agency may accept or reject the proposal of the apparent low bidder for Work on which competitive bids have been received. The Local Agency must accept or reject such bid within three (3) working days after they are publicly opened . (c) As part of accepting bid awards, the Local Agency shall provide additional funds, subject to their availability and appropriation, necessary to complete the Work if no additional federal-aid funds are available. (3) The requirements of this §6(D)(iii)(c)(2) also apply to any advertising and awards made by the State. (4) If all or part of the Work is to be accomplished by the Local Agency's personnel (i.e. by force account) rather than by a competitive bidding process, the Local Agency shall perform such work in accordance with pertinent State specifications and requirements of 23 C .F.R. 635, Subpart B, Force Account Construction. (a) Such Work will normally be based upon estimated quantities and firm unit prices agreed to between the Local Agency, the State and FHWA in advance of the Work, as provided for in 23 C.R.F. 635.204(c). Such agreed unit prices shall constitute a commitment as to the value of the Work to be performed. (b) An alternative to the preceeding subsection is that the Local Agency may agree to participate in the Work based on actual costs of labor, equipment rental, materials supplies and supervision necessary to complete the Work. Where actual costs are used, eligibility of cost items shall be evaluated for compliance with 48 C .F.R. Part 31 . (c) If the State provides matching funds under this Agreement, rental rates for publicly owned equipment shall be determined in accordance with the State's Standard Specifications for Road and Bridge Construction § 109.04. (d) All Work being paid under force account shall have prior approval of the State and/or FHWA and shall not be initiated until the State has issued a written notice to proceed. iv. State's Commitments a) The State will perform a final project inspection of the Work as a quality control/assurance activity. When all Work has been satisfactorily completed , the State will sign the FHWA Form 1212. b) Notwithstanding any consents or approvals given by the State for the Plans, the State shall not be liable or responsible in any manner for the structural design, details or construction of any major structures designed by, or that are the responsibility of, the Local Agency as identified in the Local Agency Contract Administration Checklist, Exhibit E, v. ROW and Acquistion/Relocatlon a) If the Local Agency purchases a right of way for a State highway, including areas of influence, the Local Agency shall immediately convey title to such right of way to COOT after the Local Agency obtains title. b) Any acquisition/relocation activities shall comply with all applicable federal and state statutes and regulations, including but not limited to the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 as amended and the Uniform Relocation Page 6 of24 Assistance and Real Property Acquisition Poli cies for Federal and Federally Assisted Programs as amended (49 C .F.R. Part 24), COOT's Right of Way Manual, and COOT's Policy and Procedural Directives. c) The Parties' respective compliance responsibilities depend on the level of federal participation; provided however, that the State always retains Oversight responsibilities. d) The Parties' respective responsibilities under each level in COOT's Right of Way Manual (located at http://www.dot.state.co.us/ROW Manual/) and reimbursement for the levels will be under the following categories: (1) Right of way acquisition (3111) for federal participation and non-participation; (2) Relocation activities, if applicable (31 09); (3) Right of way incidentals, if applicable (expenses incidental to acquisition/relocation of right of way-3114). vi. Utilities If necessary, the Local Agency shall be responsible for obtaining the proper clearance or approval from any utility company which may become involved in the Work. Prior to the Work being advertised for bids, the Local Agency shall certify in writing to the State that all such clearances have been obtained. vii. Railroads If the Work involves modification of a railroad company's facilities and such modification will be accomplished by the railroad company, the Local Agency shall make timely application to the Public Utilities commission requesting its order providing for the inst~llation of the proposed improvements and not proceed with that part of the Work without compliance. The Local Agency shall also establish contact with the railroad company involved for the purpose of complying with applicable provisions of 23 C.F.R. 646, subpart B, concerning federal-a id projects involving railroad facilities and: a) Execute an agreement setting out what work is to be accomplished and the location(s) thereof, and which costs shall be eligible for federal participation. b) Obtain the railroad 's detailed estimate of the cost of the Work. c) Establish future maintenance responsibilities for the proposed installation . d) Proscribe future use or dispositions of the proposed improvements in the event of abandonment or elimination of a grade crossing . e) Establish future repair and/or replacement responsibilities in the event of accidental destruction or damage to the installation. viii. Environmental Obligations The Local Agency shall perform all Work in accordance with the requirements of the current federal and state environmental regulations including the National Environmental Policy Act of 1969 (NEPA) as applicable. ix. Maintenance Obligations The Local Agency shall maintain and operate the Work constructed under this Agreement at its own cost and expense during their useful life, in a manner satisfactory to the State and FHWA, and the Local Agency shall provide for such maintenance and operations obligations each year. Such maintenance and operations shall be conducted in accordance with all applicable statutes, ordinances and regulations pertaining to maintaining such improvements. The State and FHWA may make periodic inspections to verify that such improvements are being adequately maintained . 7. OPTION LETTER MODIFICATION Option Letters may be used to extend Agreement terms, change the level of service within the current term due to unexpected overmatch , add a phase without increasing contract dollars, or increase or decrease the amount of funding. These options are limited to the specific scenarios listed below. The Option Letter shall not be deemed valid until signed by the State Controller or an authorized delegate. Following are the applications for the individual options under the Option Letter form : Page 7 of24 A. Option 1-Level of service change within current term due to unexpected ovennatch in an overbid situation only. In the event the State has contracted all project funding and the Local Agency's construction bid is higher than expected, this option allows for additional Local Overmatch dollars to be provided by the Local Agency to be added to the contract. This option is only applicable for Local Overmatch on an overbid situation and shall not be intended for any other Local Overmatch funding . The State may unilaterally increase the total dollars of this contract as stipulated by the executed Option Letter (Exhibit 0), which will bring the maximum amount payable under this contract to the amount indicated in Exhibit C-1 attached to the executed Option Letter (future changes to Exhibit C shall be labeled as C-2, C-3, etc, as applicable). Performance of the services shall continue under the same terms as established in the contract. The State will use the Financial Statement submitted by the Local Agency for "Concurrence to Advertise" as evidence of the Local Agency's intent to award and it will also provide the additional amount required to exercise this option . If the State exercises this option , the contract will be considered to include this option provision. B. Option 2 -Option to add overlapping phase without increasing contract dollars. The State may require the Local Agency to begin a phase that may include Design , Construction , Environmental, Utilities, ROW Incidentals or Miscellaneous (this does not apply to Acquisition/Relocation or Railroads) as detailed in Exhibit A and at the same terms and conditions stated in the original contract with the contract dollars remaining the same. The State may exercise this option by providing a fully executed option to the Local Agency within thirty (30) days before the initial targeted start date of the phase, in a form substantially equivalent to Exhibit D . If the State exercises this option, the contract will be considered to include this option provision . C. Option 3-To update funding (increases and/or decreases) with a new Exhibit C. This option can be used to increase and/or decrease the overall contract dollars (state, federal, local match, local agency overmatch) to date, by replacing the original funding exhibit (Exhibit C) in the Original Contract with an updated Exhibit C-1 (subsequent exhibits to Exhibit C-1 shall be labeled C-2, C-3, etc). The State may have a need to update changes to state, federal , local match and local agency overmatch funds as outlined in Exhibit C-1, which will be attached to the option form. The State may exercise this option by providing a fully executed option to the Local Agency within thirty (30) days after the State has received notice of funding changes, in a form substantially equivalent to Exhibit D. If the State exercises this option, the contract will be considered to include this option provision . 8. PAYMENTS The State shall , in accordance with the provisions of this §8, pay the Local Agency in the amounts and using the methods set forth below: A. Maximum Amount The maximum amount payable is set forth in Exhibit C as determined by the State from available funds. Payments to the Local Agency are limited to the unpaid encumbered balance of the Contract set forth in Exhibit C . The Local Agency shall provide its match share of the costs as evidenced by an appropriate ordinance/resolution or other authority letter which expressly authorizes the Local Agency the authority to enter into this Agreement and to expend its match share of the Work. A copy of such ordinance/resolution or authority letter is attached hereto as Exhibit B. B. Payment i. Advance, Interim and Final Payments Any advance payment allowed under this Contract or in Exhibit C shall comply with State Fiscal Rules and be made in accordance with the provisions of this Contract or such Exhibit. The Local Agency shall initiate any payment requests by submitting invoices to the State in the form and manner, approved by the State. ii. Interest The State shall fully pay each invoice within 45 days of receipt thereof if the amount invoiced represents performance by the Local Agency previously accepted by the State. Uncontested Page 8 of24 amounts not paid by the State within 45 days shall bear interest on the unpaid balance beginning on the 46th day at a rate not to exceed one percent per month until paid in full ; provided, however, that interest shall not accrue on unpaid amounts that are subject to a good faith dispute. The Local Agency shall invoice the State separately for accrued interest on delinquent amounts. The billing shall reference the delinquent payment, the number of days interest to be paid and the interest rate . Iii. Available Funds-Contingency-Termination The State is prohibited by law from making commitments beyond the term of the State's current fiscal year. Therefore, the Local Agency's compensation beyond the State's current Fiscal Year is contingent upon the continuing availability of State appropriations as provided in the Colorado Special Provisions . The State's performance hereunder is also contingent upon the continuing availability of federal funds . Payments pursuant to this Contract shall be made only from available funds encumbered for this Contract and the State's liability for such payments shall be limited to the amount remaining of such encumbered funds . If State or federal funds are not appropriated, or otherwise become unavailable to fuAd this Contract, the State may terminate this Contract immediately, in whole or in part, without further liability in accordance with the provisions hereof. iv. Erroneous Payments At the State's sole discretion , payments made to the Local Agency in error for any reason , including, but not limited to overpayments or improper payments, and unexpended or excess funds received by the Local Agency, may be recovered from the Local Agency by deduction from subsequent payments under this Contract or other contracts, Agreements or agreements between the State and the Local Agency or by other appropriate methods and collected as a debt due to the State. Such funds shall not be pa id to any party other than the State. C . Use of Funds Contract Funds shall be used only for eligible costs identified herein. D . Matching Funds The Local Agency shall provide matching funds as provided in §8.A. and Exhibit C. The Local Agency shall have raised the full amount of matching funds prior to the Effective Date and shall report to the State regarding the status of such funds upon request. The Local Agency's obligation to pay all or any part of any matching funds , whether direct or contingent, only extend to funds duly and lawfully appropriated for the purposes of this Agreement by the authorized representatives of the Local Agency and paid into the Local Agency's treasury. The Local Agency represents to the State that the amount designated "Local Agency Matching Funds" in Exhibit C has been legally appropriated for the purpose of this Agreement by its authorized representatives and paid into its treasury. The Local Agency does not by this Agreement irrevocably pledge present cash reserves for payments in future fiscal years, and this Agreement is not intended to create a multiple-fiscal year debt of the Local Agency. The Local Agency shall not pay or be liable for any claimed interest, late charges, fees, taxes or penalties of any nature, except as required by the Local Agency's laws or policies. E. Reimbursement of Local Agency Costs The State shall reimburse the Local Agency's allowable costs, not exceeding the maximum total amount described in Exhibit C and §8. The applicable principles described in 49 C.F.R. 18 Subpart C and 49 C.F.R. 18.22 shall govern the State's obligation to reimburse all costs incurred by the Local Agency and submitted to the State for reimubursement hereunder, and the Local Agency shall comply with all such principles. The State shall reimburse the Local Agency for the federal-aid share of properly documented costs related to the Work after review and approval thereof, subject to the provisions of this Agreement and Exhibit C . However, any costs incurred by the Local Agency prior to the date of FHWA authorization for the Work and prior to the Effective Date shall not be reimbursed absent specific FHWA and State Controller approval thereof. Costs shall be: Page 9 of24 i. Reasonable and Necessary Resonable and necessary to accomplish the Work and for the Goods and Services provided . ii. Net Cost Actual net cost to the Local Agency (i.e. the price paid minus any items of value received by the Local Agency that reduce the cost actually incurred); 9. ACCOUNTING The Local Agency shall establish and maintain accounting systems in accordance with generally accepted accounting standards (a separate set of accounts, or as a separate and integral part of its current accounting scheme). Such accounting systems shalf, at a minimum, provide as follows : A. Local Agency Performing the Work If Local Agency is performing the Work, all allowable costs, including any approved services contributed by the Local Agency or others, shalf be documented using payrolls , time records, invoices, contracts, vouchers, and other applicable records . B . Local Agency-Checks or Draws _ Checks issued or draws made by the Local Agency shalf be made or drawn against properly signed vouchers detailing the purpose thereof. All checks, payrolls, invoices, contracts, vouchers, orders, and other accounting documents shall be on file in the office of the Local Agency ,clearly identified, readily accessible, and to the extent feasible , kept separate and apart from all other Work documents. C. State-Administrative Services The State may perform any necessary administrative support services required hereunder. The Local Agency shall reimburse the State for the costs of any such services from the Budget as provided for in Exhibit C. If FHWA funding is not available or is withdrawn , or if the Local Agency terminates this Agreement prior to the Work being approved or completed, then all actual incurred costs of such services and assistance provided by the State shall be the Local Agency's sole expense. D. Local Agency-Invoices The Local Agency's invoices shall describe in detail the reimbursable costs incurred by the Local Agency for which it seeks reimbursement, the dates such costs were incurred and the amounts thereof, and shall not be submitted more often than monthly. E. Invoicing Within 60 Days The State shall not be liable to reimburse the Local Agency for any costs unless COOT receives such invoices within 60 days after the date for which payment is requested, including final invoicing. Final payment to the Local Agency may be withheld at the d iscretion of the State until completion of final audit. Any costs incurred by the Local Agency that are not allowable under 49 C .F.R. 18 shall be reimbursed by the Local Agency, or the State may offset them against any payments due from the State to the Local Agency. F. Reimbursement of State Costs COOT shall perform Oversight and the Local Agency shall reimburse COOT for its related costs. The Local Agency shall pay invoices within 60 days after receipt thereof. If the Local Agency fails to remit payment within 60 days, at COOT's request, the State is authorized to withhold an equal amount from future apportionment due the Local Agency from the Highway Users Tax Fund and to pay such funds directly to COOT. Interim funds shall be payable from the State Highway Supplementary Fund (400) until COOT is reimbursed. If the Local Agency fails to make payment within 60 days, it shall pay interest to the State at a rate of one percent per month on the delinquent amounts until the billing is paid in full. COOT's invoices shall describe in detail the reimbursable costs incurred, the dates incurred and the amounts thereof, and shall not be submitted more often than monthly. Page 10of24 1 0. REPORTING -NOTIFICATION Reports, Evaluations, and Reviews required under this §10 shall be in accordance with the procedures of and in such form as prescribed by the State and in accordance with §18, if applicable . A. Performance, Progress, Personnel, and Funds The Local Agency shall submit a report to the State upon expiration or sooner termination of this Agreement, containing an Evaluation and Review of the Local Agency's performance and the final status of the Local Agency's obligations hereunder. B . Litigation Reporting Within 1 0 days after being served with any pleading related to this Agreement, in a legal action filed with a court or administrative agency, the Local Agency shall notify the State of such action and deliver copies of such pleadings to the State's principal representative as identified herein. If the State or its principal representative is not then serving , such notice and copies shall be delivered to the Executive Director of COOT. C. Noncompliance The Local Agency's failure to provide reports and notify the State in a timely manner in accordance with this §1 0 may result in the delay of payment of funds and/or term ination as provided under this Agreement. D . Documents Upon request by the State, the Local Agency shall provide the State, or its authorized representative, copies of all documents, including contracts and subcontracts, in its possession related to the Work. 11. LOCAL AGENCY RECORDS A . Maintenance The Local Agency shall make, keep, maintain, and allow inspection and monitoring by the State of a complete file of all records, documents, communications, notes and other written materials , electronic media files , and communications, pertaining in any manner to the Work or the delivery of Services (including, but not limited to the operation of programs) or Goods hereunder. The Local Agency shall maintain such records until the last to occur of the following: (i) a period of three years after the date this Agreement is completed or terminated, or (ii) three years after final payment is made hereunder, whichever is later, or (iii) for such further period as may be necessary to resolve any pending matters, or (lv) if an audit is occurring , or the Local Agency has received notice that an audit is pending , then until such audit has been comp leted and its findings have been resolved (collectively, the "Record Retention Period"). B. Inspection The Local Agency shall permit the State, the federal government and any other duly authorized agent of a governmental agency to audit, inspect, examine, excerpt , copy and/or transcribe the Local Agency's records related to this Agreement during the Record Retention Period to assure compliance with the terms hereof or to evaluate the Local Agency's performance hereunder. The State reserves the right to inspect the Work at all reasonable times and places during the term of this Agreement, including any extension . If the Work fails to conform to the requirements of this Agreement, the State may require the Local Agency promptly to bring the Work into conformity with Agreement requirements, at the Local Agency's sole expense. If the Work cannot be brought into conformance by re-performance or other corrective measures, the State may require the Local Agency to take necessary action to ensure that future performance conforms to Agreement requirements and may exercise the remedies available under this Agreement at law or in equity in lieu of or in conjunction with such corrective measures. C. Monitoring The Local Agency also shall permit the State, the federal government or any other duly authorized agent of a governmental agency, in their sole discretion, to monitor all activities conducted by the Local Agency pursuant to the terms of this Agreement using any reasonable Page 11 of24 procedure, including, but not lim ited to: internal eva luation procedures , examination of program data, special analyses, on -site checking, formal aud it examinations , or any other procedures. All such monitoring shall be performed in a manner that shall not unduly interfere with the Local Agency's performance hereunder. D. Final Audit Report If an audit is performed on the Local Agency's records for any fiscal year covering a portion of the term of this Agreement, the Local Agency shall submit a copy of the final audit report to the State or its principal representative at the address specified herein . 12. CONFIDENTIAL INFORMATION-STATE RECORDS The Local Agency shall comply with the provisions of this §12 if it becomes privy to confidential information in connection with its performance hereunder. Confidential information, includes, but is not necessarily limited to, state records, personnel records, and information concerning individuals. Nothing in this §12 shall be construed to require the Local Agency to violate the Colorado Open Records Act, C.R.S. §§ 24-72-1001 et seq . A. Confidentiality The Local Agency shall keep all State records and information confidential at all times and to comply with all laws and regulations concerning confidentiality of information. Any request or demand by a third party for State records and information in the possession of the Local Agency shall be immediately forwarded to the State's principal representative . B. Notification The Local Agency shall notify its agents, employees and assigns who may come into contact with State records and confidential information th~t each is subject to the confidentiality requirements set forth herein , and shall provide each with a written explanation of such requirements before they are permitted to access such records and information . C. Use, Security, and Retention Confidential information of any kind shall not be distributed or sold to any third party or used by the Local Agency or its agents in any way, except as authorized by the Agreement and as approved by the State. The Local Agency shall provide and maintain a secure environment that ensures confidentiality of all State records and other confidential information wherever located. Confidential information shall not be retained in any files or otherwise by the Local Agency or its agents, except as set forth in this Agreement and approved by the State. D. Disclosure-Liability Disclosure of State records or other confidential information by the Local Agency for any reason may be cause for legal action by third parties against the Local Agency, the State or their respective agents. The Local Agency is prohibited from providing indemnification to the State pursuant to the Constitution of the State of Colorado, Article XI, Section 1 , however, the Local Agency shall be responsible for any and all claims, damages, liability and court awards including costs, expenses, and attorney fees and related costs, incurred as a result of any act or omission by the Local Agency, or its employees, agents, or assignees pursuant to this §12. 13. CONFLICT OF INTEREST The Local Agency shall not engage in any business or personal activities or practices or maintain any relationships which conflict in any way with the full performance of the Local Agency's obligations hereunder. The Local Agency acknowledges that with respect to this Agreement even the appearance of a conflict of interest is harmful to the State's interests. Absent the State's prior written approval, the Local Agency shall refrain from any practices, activities or relationships that reasonably appear to be in conflict with the full performance of the Local Agency's obligations to the State hereunder. If a conflict or appearance exists, or if the Local Agency is uncertain whether a conflict or the appearance of a conflict of interest exists, the Local Agency shall submit to the State a disclosure statement setting forth the relevant details for the State's consideration . Failure to promptly submit a disclosure statement or to follow the State's direction in regard to th~ apparent conflict constitutes a breach of this Agreement. Page 12 of24 14. REPRESENTATIONS AND WARRANTIES The Local Agency makes the following specific representations and warranties, each of which was relied on by the State in entering into this Agreement. A. Standard and Manner of Performance The Local Agency shall perform its obligations hereunder, including in accordance with the highest professional standard of care, skill and diligence and in the sequence and manner set forth in this Agreement. B. Legal Authority -The Local Agency and the Local Agency's Signatory The Local Agency warrants that it possesses the legal authority to enter into this Agreement and that it has taken all actions required by its procedures, by-laws, and/or applicable laws to exercise that authority, and to lawfully authorize its undersigned signatory to execute this Agreement, or any part thereof, and to bind the Local Agency to its terms. If requested by the State, the Local Agency shall provide the State with proof of the Local Agency's authority to enter into this Agreement within 15 days of receiving such request. c. Licenses, Permits, Etc. _ The Local Agency represents and warrants that as of the Effective Date it has, and that at all times during the term hereof it shall have, at its sole expense, all licenses, certifications , approvals, insurance, permits, and other authorization required by law to perform its obligations hereunder. The Local Agency warrants that it shall maintain all necessary licenses, certifications, approvals, insurance, permits, and other authorizations required to properly perform this Agreement, without reimbursement by the State or other adjustment in Agreement Funds. Additionally, all employees and agents of the Local Agency performing Services under this Agreement shall hold all required licenses or certifications, if any, to perform their responsibilities. The Local Agency, if a foreign corporation or other foreign entity transacting business in the State of Colorado, further warrants that it currently has obtained and shall maintain any applicable certificate of authority to transact business in the State of Colorado and has designated a registered agent in Colorado to accept service of process. Any revocation, withdrawal or non-renewal of licenses, certifications, approvals, insurance, permits or any such similar requirements necessary for the Local Agency to properly perform the terms of this Agreement shall be deemed to be a material breach by the Local Agency and constitute grounds for termination of this Agreement. 15.1NSURANCE The Local Agency and its contractors shall obtain and maintain insurance as specified in this section at all times during the term of this Agreement: All policies evidencing the insurance coverage required hereunder shall be issued by insurance companies satisfactory to the Local Agency and the State. A. The Local Agency I. Public Entities If the Local Agency is a "public entity" within the meaning of the Colorado Governmental Immunity Act, CRS §24-10-101, et seq., as amended (the "GIA"}, then the Local Agency shall maintain at all times during the term of this Agreement such liability insurance, by commercial policy or self-insurance, as is necessary to meet its liabilities under the GIA. The Local Agency shall show proof of such insurance satisfactory to the State, if requested by the State. The Local Agency shall require each Agreement with their Consultant and Contractor, that are providing Goods or Services hereunder, to include the insurance requirements necessary to meet Consultant or Contractor liabilities under the GIA. ii. Non-Public Entitles If the Local Agency is not a "public entity" within the meaning of the Governmental Immunity Act, the Local Agency shall obtain and maintain during the term of this Agreement insurance coverage and policies meeting the same requirements set forth in §15(8) with respect to sub-contractors that are not "public entities". B. Contractors Page 13 of24 The Local Agency shall require each contract with Contractors, Subcontractors, or Consultants, other than those that are public entities, providing Goods or Services in connection with this Agreement, to include insurance requirements substantially similar to the following: i. Worker's Compensation Worker's Compensation Insurance as required by State statute, and Employer's Liability Insurance covering all of the Local Agency's Contractors, Subcontractors , or Consultant's employees acting within the course and scope of their employment. ii. General Liability Commercial General Liability Insurance written on ISO occurrence form CG 00 01 10/93 or equivalent, covering premises operations, fire damage, independent contractors , products and completed operations, blanket liability, personal injury, and advertising liability with minimum limits as follows: (a) $1,000,000 each occurrence; (b) $1 ,000,000 general aggregate; (c) $1,000,000 products and completed operations aggregate; and (d) $50,000 any one fire. If any aggregate limit is reduced below $1 ,000,000 because of claims made or paid, contractors, subcontractors, and consultants shall immediately obtain additional insurance to restore the full aggregate lim it and furnish to the Local Agency a certificate or other document satisfactory to the Local Agency showing compliance with this provision . iii. Automobile Liability Automobile Liability Insurance covering any auto (including owned , hired and non-owned autos) with a minimum limit of $1,000,000 each accident combined single lim it. iv. Additional Insured The Local Agency and the State shall be named as additional insured on the Commercial General Liability policies (leases and construction contracts require additional insured coverage for completed operations on endorsements CG 2010 11/85, CG 2037, or equivalent). v. Primacy of Coverage Coverage required of the Consultants or Contractors shall be primary over any insurance or self-insurance program carried by the Local Agency or the State. vi. Cancellation The above insurance policies shall include provisions preventing cancellation or non-renewal without at least 45 days prior notice to the Local Agency and the State by certified mail. vii. Subrogation Waiver All insurance policies in any way related to this Agreement and secured and maintained by the Local Agency's Consultants or Contractors as required herein shall include clauses stating that each carrier shall waive all rights of recovery, under subrogation or otherwise, against the Local Agency or the State, its agencies, institutions, organizations , officers, agents, employees, and volunteers . C . Certificates The Local Agency and all Contractors, subcontractors, or Consultants shall provide certificates showing insurance coverage required hereunder to the State within seven business days of the Effective Date of this Agreement. No later than 15 days prior to the expiration date of any such coverage, the Local Agency and each contractor, subcontractor, or consultant shall deliver to the State or the Local Agency certificates of insurance evidencing renewals thereof. In addition, upon request by the State at any other time during the term of this Agreement or any sub- contract, the Local Agency and each contractor, subcontractor, or consultant shall , within 10 days of such request, supply to the State evidence satisfactory to the State of compliance with the provisions of this §15. 16. DEFAULT-BREACH A. Defined In addition to any breaches specif ied in other sections of this Agreement, the failure of either Party to perform any of its material obligations hereunder i n whole or in part or in a timely or satisfactory manner constitutes a breach. Page 14 of24 B . Notice and Cure Period In the event of a breach , notice of such shall be given in writing by the aggrieved Party to the other Party in the manner provided in §18. If such breach is not cured within 30 days of receipt of written notice , or if a cure cannot be completed within 30 days, or if cure of the breach has not begun within 30 days and pursued with due diligence, the State may exercise any of the remedies set forth in §17. Notwithstanding anything to the contrary herein, the State, in its sole discretion, need not provide advance notice or a cure period and may immediately terminate this Agreement in whole or in part if reasonably necessary to preserve public safety or to prevent immediate public crisis. 17. REMEDIES If the Local Agency is in breach under any provision of this Agreement, the State shall have all of the remedies listed in this §17 in addition to all other remedies set forth in other sections of this Agreement following the notice and cure period set forth in §16(8). The State may exercise any or all of the remedies available to it, in its sole discretion, concurrently or consecutively. A . Termination for Cause and/or Breach If the Local Agency fails to perform any of its obligations hereunder with such diligence as is required to ensure its completion in accordance with the provisions of this Agreement and in a timely manner, the State may notify the Local Agency of such non-performance in accordance with the provisions herein. If the Local Agency thereafter fails to promptly cure such non- performance within the cure period , the State, at its option, may terminate this entire Agreement or such part of this Agreement as to which there has been delay or a failure to properly perform . Exercise by the State of this right shall not be deemed a breach of its obligations hereunder. The Local Agency shall continue performance of this Agreement to the extent not terminated, if any. i. Obligations and Rights To the extent specified in any termination notice , the Local Agency shall not incur further obligations or render further performance hereunder past the effective date of such notice, and shall terminate outstanding orders and sub-Agreements with third parties. However, the Local Agency shall complete and deliver to the State all Work, Services and Goods not cancelled by the termination notice and may incur obligations as are necessary to do so within this Agreement's terms. At the sole discretion of the State, the Local Agency shall assign to the State all of the Local Agency's right , title, and interest under such terminated orders or sub-Agreements. Upon termination , the Local Agency shall take timely, reasonable and necessary action to protect and preserve property in the possession of the Local Agency in which the State has an interest. All materials owned by the State in the possession of the Local Agency shall be immediately returned to the State. All Work Product, at the option of the State , shalf be delivered by the Local Agency to the State and shall become the State's property. ii. Payments The State shall reimburse the Local Agency only for accepted performance received up to the date of termination . If, after termination by the State, it is determined that the Local Agency was not in default or that the Local Agency's action or inaction was excusable, such termination shall be treated as a termination in the public interest and the rights and obligations of the Parties shall be the same as if this Agreement had been terminated in the public interest, as described herein . iii. Damages and Wltholding Notwithstanding any other remedial action by the State, the Local Agency also shall remain liable to the State for any damages sustained by the State by virtue of any breach under this Agreement by the Local Agency and the State may withhold any payment to the Local Agency for the purpose of mitigating the State's damages, until such t ime as the exact amount of damages due to the State from the Local Agency is determined. The State may Page 15 of 24 withhold any amount that may be due to the Local Agency as the State deems necessary to protect the State, including loss as a result of outstanding liens or claims of former lien holders, or to reimburse the State for the excess costs incurred in procuring similar goods or services. The Local Agency shall be liable for excess costs incurred by the State in procuring from third parties replacement Work, Services or substitute Goods as cover. B . Early Termination in the Public Interest The State is entering into this Agreement for the purpose of carrying out the public policy of the State of Colorado, as determined by its Governor, General Assembly , and/or Courts. If this Agreement ceases to further the public policy of the State , the State, in its sole discretion , may terminate this Agreement in whole or in part . Exercise by the State of th is right shall not constitute a breach of the State's obligations hereunder. This subsection shall not apply to a termination of this Agreement by the State for cause or breach by the Loca l Agency , which shall be governed by §17(A) or as otherwise specifically provided for herein . i. Method and Content The State shall notify the Local Agency of the termination in accordance with §18, specifying the effective date of the termination and whether it affects all or a portion of this Agreement. ii. Obligations and Rights Upon receipt of a terminat ion notice, the Local Agency shall be subject to and comply with the same obligations and rights set forth in §17(A)(i). Iii. Payments If this Agreement is terminated by the State pursuant to this §17(B), the Local Agency shall be paid an amount which bears the same ratio to the total reimbursement under this Agreement as the Services satisfactorily performed bear to the total Services covered by this Agreement, less payments previously made. Additionally, if this Agreement is less than 60% completed, the State may reimburse the Local Agency for a portion of actual out-of-pocket expenses (not otherwise reimbursed under this Agreement) incurred by the Local Agency which are directly attributable to the uncompleted portion of the Local Agency's obligations hereunder; provided that the sum of any and all reimbursement shall not exceed the maximum amount payable to the Local Agency hereunder. c . Remedies Not Involving Termination The State, its sole discretion, may exercise one or more of the following remedies in addition to other remedies available to it: i. Suspend Performance Suspend the Local Agency's performance with respect to all or any portion of this Agreement pending necessary corrective action as specified by the State without entitling the Local Agency to an adjustment in price/cost or performance schedule. The Local Agency shall promptly cease performance and incurring costs in accordance with the State's directive and the State shall not be liable for costs incurred by the Local Agency after the suspension of performance under this provision . ii. Withold Payment Withhold payment to the Local Agency until correct ions in the Local Agency's performance are satisfactorily made and completed. iii. Deny Payment Deny payment for those obligations not performed that due to the Local Agency's actions or inactions cannot be performed or, if performed, would be of no value to the State; provided that any denial of payment shall be reasonably related to the value to the State of the obligations not performed. iv. Removal Demand removal of any of the Local Agency's employees , agents, or contractors whom the State deems incompetent, careless, insubordinate, unsuitable, or otherwise unacceptable, or whose continued relation to this Agreement is deemed to be contrary to the public interest or not in the State's best interest. v. Intellectual Property Page 16 of24 If the Local Agency infringes on a patent, copyright, trademark, trade secret or other intellectual property right while performing its obligations under this Agreement, the Local Agency shall , at the State's option (a) obtain for the State or the Local Agency the right to use such products and services; (b) replace any Goods, Services, or other product involved with non-infringing products or modify them so that they become non-infringing ; or, (c) if neither of the foregoing alternatives are reasonably available, remove any infringing Goods, Services, or products and refund the price paid therefore to the State. 18. NOTICES and REPRESENTATIVES Each individual identified below is the principal representative of the designating Party. All notices required to be given hereunder shall be hand delivered with receipt required or sent by certified or registered mail to such Party's principal representative at the address set forth below. In addition to but not in lieu of a hard-copy notice, notice also may be sent by e-mail to the e-mail addresses, if any, set forth below. Either Party may from time to time designate by written notice substitute addresses or persons to whom such notices shall be sent. Unless otherwise provided herein, all notices shall be effective upon receipt. A. State: Mike Gdovin Project Manager COOT Region 6 2000 South Holly Street Denver, CO 80222 Phone (303) 757-9379 B. Local Age ncy: Mark Westberg Project Manager City of Wheat Ridge 7500 West 29m Avenue Wheat Ridge, CO 80033 Phone (303) 235-2863 19. RIGHTS IN DATA, DOCUMENTS, AND COMPUTER SOFTWARE Any software, research, reports, studies, data, photographs, negatives or other documents, drawings , models, materials, or work product of any type , including drafts , prepared by the Local Agency in the performance of its obligations under this Agreement shall be the exclusive property of the State and all Work Product shall be delivered to the State by the Local Agency upon completion or termination hereof. The State's exclusive rights in such Work Product shall include, but not be limited to, the right to copy, publish, display, transfer, and prepare derivative works. The Local Agency shall not use, willingly allow, cause or permit such Work Product to be used for any purpose other than the performance of the Local Agencys's obligations hereunder without the prior written consent of the State. 20. GOVERNMENTAL IMMUNITY Notwithstanding any other provision to the contrary, nothing herein shall constitute a waiver, express or implied, of any of the immunities, rights, benefits, protection, or other provisions of the Colorado Governmental Immunity Act, CRS §24-10-101, et seq ., as amended. Liability for claims for injuries to persons or property arising from the negligence of the State of Colorado, its departments, institutions, agencies, boards, officials, and employees and of the Local Agency is controlled and limited by the provisions of the Governmental Immunity Act and the risk management statutes, CRS §24-30-1501 , et seq ., as amended. 21. STATEWIDE CONTRACT MANAGEMENT SYSTEM If the maximum amount payable to the Local Agency under this Agreement is $100,000 or greater, either on the Effective Date or at anytime thereafter, this §21 applies. Page 17 of24 The Local Agency agrees to be governed, and to abide, by the provisions of CRS §24-1 02-205, §24- 102-206, §24-103-601 , §24-103.5-101 and §24-105-102 concerning the monitoring of vendor performance on state agreements/contracts and inclusion of agreement/contract performance information in a statewide contract management system. The Local Agency's performance shall be subject to Evaluation and Review in accordance w ith the terms and conditions of this Agreement, State law, including CRS §24-1 03.5-101 , and State Fiscal Rules, Policies and Guidance. Evaluation and Review of the Local Agency's performance shall be part of the normal Agreement administration process and the Local Agency's performance will be systematically recorded in the statewide Agreement Management System . Areas of Evaluation and Review shall include, but shall not be limited to quality, cost and timeliness. Collection of information relevant to the performance of the Local Agency's obligations under this Agreement shall be determined by the specific requirements of such obligations and shall include factors tailored to match the requirements of the Local Agency's obligations. Such performance information shall be entered into the statewide Contract Management System at intervals established herein and a final Evaluation, Review and Rating shall be rendered within 30 days of the end of the Agreement term. The Local Agency shall be notified following each performance Evaluation and Review, and shall address or correct any identified problem in a timely manner and maintai n work progress. Should the final performance Evaluation and Review determine that the Local Agency demonstrated a gross failure to meet the performance measures established hereunder, the Executive Director of the Colorado Department of Personnel and Administration {Executive Director), upon request by COOT, and showing of good cause, may debar the Local Agency and prohibit the Local Agency from bidding on future Agreements. The Local Agency may contest the final Evaluation , Review and Rating by: (a) filing rebuttal statements, which may result in either removal or correction of the evaluation {CRS §24- 1 05-102{6)), or (b) under CRS §24-105-102{6), exercising the debarment protest and appeal rights provided in CRS §§24-109-106, 107, 201 or 202, which may result in the reversal of the debarment and reinstatement of the Local Agency, by the Executive Director, upon showing of good cause. 22. FEDERAL REQUIREMENTS The Local Agency and/or their contractors, subcontractors, and consultants shall at all times during the executi on of this Agreement strictly adhere to, and comply w ith , all applicable federal and state laws, and their implementing regulations, as they currently exist and may hereafter be amended. A listing of certain federal and state laws that may be applicable are described in Exhibit J {Section 37) and Exhibit K {Section 38-Supplemental Federal Provisions). 23. DISADVANTAGED BUSINESS ENTERPRISE (DBE) The Local Agency will comply with all requirements of Exhibit G and the Local Agency Contract Administration Checklist regarding DBE requirements for the Work, except that if the Local Agency desires to use its own DBE program to implement and administer the DBE provisions of 49 C .F.R. Part 26 under this Agreement, it must submit a copy of its program's requirements to the State for review and approval before the execution of this Agreement. If the Local Agency uses any State- approved DBE program for this Agreement, the Local Agency shall be solely responsible to defend that DBE program and its use of that program against all legal and other challenges or complaints, at its sole cost and expense. Such responsibility includes, without limitation, determinations concerning DBE eligibility requirements and certification, adequate legal and factual bases for DBE goals and good faith efforts. State approval {if provided) of the Local Agency's DBE program does not waive or modify the sole responsibility of the Local Agency for use of its program. 24. DISPUTES Except as otherwise provided in this Agreement, any dispute concerning a question of fact arising under this Agreement which is not disposed of by agreement shall be decided by the Chief Engineer of the Department of Transportation . The decision of the Chief Engineer will be final and conclusive unless , within 30 calendar days after the date of receipt of a copy of such written decision, the Local Page 18 of 24 I. I • Agency mails or otherwise furnishes to the State a w ri tten appeal addressed to the Executive Director of COOT. In connection with any appeal proceeding under this clause, the Local Agency shall be afforded an opportunity to be heard and to offer evidence in support of its appeal. Pending final decision of a dispute hereunder, the Local Agency shall proceed diligently with the performance of this Agreement in accordance with the Chief Engineer's decision . The decision of the Executive Director or his duly authorized representative for the determination of such appeals shall be final and conclusive and serve as final agency action . This dispute clause does not preclude consideration of questions of law in connection with decisions provided for herein. Nothing in this Agreement, however, shall be construed as making final the decision of any administrative official , representative , or board on a question of law. 25. GENERAL PROVISIONS A . Assignment The Local Agency's rights and obligations hereunder are personal and may not be transferred , assigned or subcontracted without the prior written consent of the State . Any attempt at assignment, transfer, or subcontracting without such consent shall be void . All assignments and subcontracts approved by the Local Agency or the State are subject to all of the provisions hereof. The Local Agency shall be solely responsible for all aspects of subcontracting arrangements and performance. B . Binding Effect Except as otherwise provided in §25(A), all provisions herein contained , including the benefits and burdens, shall extend to and be binding upon the Parties' respective heirs, legal representatives, successors, and assigns. C . Captions The captions and headings in this Agreement are for convenience of reference only, and shall not be used to interpret, define , or limit its provis ions. D. Counterparts This Agreement may be executed in multiple identical original counterparts, all of which shall constitute one agreement. E. Entire Understanding This Agreement represents the complete integration of all understandings between the Parties and all prior representations and understandings, oral or written , are merged herein . Prior or contemporaneous addition , deletion, or other amendment hereto shall not have any force or affect whatsoever, unless embodied herein. F. Indemnification-General If Local Agency is not a "public entity" within the meaning of the Colorado Governmental Immunity Act, CRS §24-10-101, et seq., the Local Agency shall indemnify , save , and hold harmless the State, its employees and agents, against any and all claims, damages, liability and court awards including costs, expenses, and attorney fees and related costs, incurred as a result of any act or omission by the Local Agency, or its employees, agents, subcontractors or assignees pursuant to the terms of this Agreement. This clause is not applicable to a Local Agency that is a "public entity" within the meaning of the Colorado Governmental Immunity Act, CRS §24-10-101 , et seq. G. Jurisdction and Venue All suits , actions , or proceedings related to this Agreement shall be held in the State of Colorado and exclusive venue shall be in the City and County of Denver. H. Limitations of Liability Any and all limitations of liability and/or damages in favor of the Local Agency contained in any document attached to and/or incorporated by reference into this Agreement, whether referred to as an exhibit, attachment, schedule, or any other name, are void and of no effect. This includes, but is not necessarily limited to, limitations on (I) the types of liabilities , (li) the types of damages, (iii) the amount of damages, and (iv) the source of payment for damages. Page 19 of24 I. Modification I. By the Parties Except as specifically provided in this Agreement, modifications of this Agreement shall not be effective unless agreed to in writing by both parties in an amendment to this Agreement, properly executed and approved in accordance w ith applicable Colorado State law, State Fiscal Rules , and Office of the State Controller Policies, including , but not lim ited to, the policy entitled MODIFICATIONS OF AGREEMENTS -TOOLS AND FORMS. II. By Operation of Law This Agreement is subject to such modifications as may be required by changes in Federal or Colorado State law, or their implementing regulations . Any such required modification automatically shall be incorporated into and be part of this Agreement on the effective date of such change, as if fully set forth herein . J . Order of Precedence The provisions of this Agreement shall govern the relationship of the State and the Local Agency. In the event of conflicts or inconsistencies between this Agreement and its exhibits and attachments, such conflicts or inconsistencies shall be resolved by reference to the documents in the following order of priority: i. Colorado Special Provisions , ii. The provisions of the main body of this Agreement, iii. Exhibit A (Scope of Work), iv. Exhibit B (Local Agency Resolution), v. Exhibit C (Funding Provisions), vi. Exhibit 0 (Option Letter), vii. Exhibit E (Local Agency Contract Administration Checklist), viii. Other exhibits in descending order of their attachment. K . Severability Provided this Agreement can be executed and performance of the obligations of the Parties accomplished within its intent, the provisions hereof are severable and any provision that is declared invalid or becomes inoperable for any reason shall not affect the validity of any other provision hereof. L. Survival of Certain Agreement Terms Notwithstanding anything herein to the contrary, provisions of this Agreement requiring continued performance, compliance , or effect after termination hereof, shall survive such termination and shall be enforceable by the State if the Local Agency fails to perform or comply as required. M . Taxes The State is exempt from all federal excise taxes under IRC Chapter 32 (No. 84-730123K) and from all State and local government sales and use taxes under CRS §§39-26-101 and 201 et seq . Such exemptions apply when materials are purchased or services rendered to benefit the State; provided however, that certain political subdivisions (e.g., City of Denver) may require payment of sales or use taxes even though the product or service is provided to the State. The Local Agency shall be solely liable for paying such taxes as the State is prohibited from paying for or reimbursing the Local Agency for them . N. Third Party Beneficiaries Enforcement of this Agreement and all rights and obligations hereunder are reserved solely to the Parties, and not t9 any third party. Any services or benefits which third parties receive as a result of this Agreement are incidental to the Agreement, and do not create any rights for such third parties. 0 . Waiver Waiver of any breach of a term , provision , or requirement of this Agreement, or any right or remedy hereunder, whether explicitly or by lack of enforcement, shall not be construed or Page 20 of 24 deemed as a waiver of any subsequent breach of such term, provision or requirement, or of any other term, provision, or requirement. THE REST OF TIDS PAGE INTENTIONALLY LEFT BLANK Page 21 of24 26. COLORADO SPECIAL PROVISIONS The Special Provisions apply to all Agreements except where noted in italics. 1. CONTROLLER'S APPROVAL. CRS §24-30-202 (1). This Agreement shall not be deemed valid until it has been approved by the Colorado State Controller or designee. 2. FUND AVAILABILITY. CRS §24-30-202(5.5). Financial obligations of the State payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted, and otherwise made available. 3. GOVERNMENTAL IMMUNITY. No term or condition of this Agreement shall be construed or interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protections, or other provisions, of the Colorado Governmental Immunity Act, CRS §24-10-101 et seq., or the Federal Tort Claims Act, 28 U .S .C. §§1346(b) and 2671 et seq., as applicable now or hereafter amended. 4. INDEPENDENT CONTRACTOR The Local Agency shall perform its duties hereunder as an independent contractor and not as an employee. Neither The Local Agency nor any agent or employee of The Local Agency shall be deemed to be an agent or employee of the State. The Local Agency and its employees and agents are not entitled to unemployment insurance or workers compensation benefits through the State and the State shall not pay for or otherwise provide such coverage for The Local Agency or any of its agents or employees. Unemployment in surance benefits shall be available to The Local Agency and its employees and agents only if such coverage is made available by The Local Agency or a third party. The Local Agency shall pay when due all applicable employment taxes and income taxes and local head taxes incurred pursuant to this Agreement The Local Agency shall not have authorization, express or implied, to bind the State to any Agreement, liability or understanding, except as expressly set forth herein. The Local Agency shall (a) provide and keep in force workers' compensation and unemployment compensation insurance in the amounts required by law, (b) provide proof thereof when requested by the State, and (c) be solely responsible for its acts and those of its employees and agents. 5. COMPLIANCE WITH LAW. The Local Agency shall strictly comply with all applicable federal and State laws, rules, and regulations in effect or hereafter established, including, without limitation, laws applicable to discrimination and unfair employment practices. 6. CHOICE OF LAW. Colorado law, and rules and regulations issued pursuant thereto, shall be applied in the interpretation, execution, and enforcement of this Agreement. Any provision included or incorporated herein by reference which conflicts with said laws, rules, and regulations shall be null and void. Any provision incorporated herein by reference which purports to negate this or any other Special Provision in whole or in part shall not be valid or enforceable or available in any action at law, whether by way of complaint, defense, or otherwise. Any provision rendered null and void by the operation of this provision shall not invalidate the remainder of this Agreement, to the extent capable of execution. 7. BINDING ARBITRATION PROHIBITED. The State of Colorado does not agree to binding arbitration by any extra-judicial body or person. Any provision to the contrary in this contact or incorporated herein by reference shall be null and void . 8. SOFTWARE PIRACY PROHIBITION. Governor's Executive Order D 002 00. State or other public funds payable under this Agreement shall not be used for the acquisition, operation, or maintenance of computer software in violation of federal copyright laws or applicable licensing restrictions. The Local Agency hereby certifies and warrants that, during the term of this Agreement and any extensions, The Local Agency has and shall maintain in place appropriate systems and controls to prevent such improper use of public funds. If the State determines that The Local Agency is In violation of this provision, the State may exercise any remedy available at law or in equity or under th is Agreement, including, without limitation, immediate termination of this Agreement and any remedy consistent with federal copyright laws or applicable licensing restrictions. 9. EMPLOYEE FINANCIAL INTEREST. CRS §§24-18-201 and 24-50-507. The signatories aver that to their knowledge, no employee of the State has any personal or beneficial interest whatsoever in the service or property described in this Agreement. The Local Agency has no interest and shall not acquire any interest, direct or indirect, that would conflict in any manner or degree Page 22 of24 with the performance of The Local Agency's services and The Loca l Agency shall not employ any person having such known interests. 10. VENDOR OFFSET. CRS §§24-30-202 (1) and 24-30-202.4. (Not Applicable to intergovernmental agreements] Subject to CRS §24-30-202.4 (3.5), the State Controller may withhold payment under the State's vendor offset intercept system for debts owed to State agencies for: (a) unpaid child support debts or child support arrearages; (b) unpaid balances of tax, accrued interest, or other charges specified in CRS §39-21-1 01 , et seq.; (c) unpaid loans due to the Student Loan Division of the Department of Higher Education ; (d) amounts required to be paid to the Unemployment Compensation Fund; and (e) other unpaid debts owing to the State as a result of final agency determination or judicial action. 11. PUBLIC CONTRACTS FOR SERVICES. CRS §8-17.5-101. (Not Applicable to Agreements relating to the offer, issuance, or sale of securities, investment advisory services or fund management services, sponsored projects, intergovernmental Agreements, or information technology services or products and services] The Local Agency certifies, warrants, and agrees that it does not knowingly employ or contract with an illegal alien who shall perform work under this Agreement and sha ll confirm the employment eligibility of all employees who are newly hired for employment in the United States to perform work under this Agreement, through participation in theE- Verify Program or the State program established pursuant to CRS §8-17.5-102(5)(c), The Local Agency shall not knowingly employ or contract with an illegal alien to perform work under this Agreement or enter into a contract with a subcontractor that fails to certify to The Local Agency that the subcontractor shall not knowingly employ or contract w ith an illegal alien to perform work under this Agreement. The Local Agency (a) shall not useE-Verify Program or State program procedures to undertake pre-employment screening of job applicants while this Agreement is being performed, (b) shall notify the subcontractor and the contracting State agency within three days if The Local Agency has actual knowledge that a subcontractor is employing or contracting with an illegal alien for work under this Agreement, (c) shall terminate the subcontract if a subcontractor does not stop employing or contracting with the illegal alien within three days of receiving the notice, and (d) shall comply with reasonable requests made in the course of an investigation, undertaken pursuant to CRS §8-17.5-102(5), by the Colorado Department of Labor and Employment. If The Local Agency participates in the State program, The Local Agency shall deliver to the contracting State agency, Institution of Higher Education or political subdivision, a written, notarized affirmation , affirming that The Local Agency has examined the legal work status of such employee , and shall comply with all of the other requirements of the State program. If The Local Agency fails to comply with any requirement of this provision or CRS §8-17.5-101 et seq., the contracting State agency, institution of higher education or political subdivision may terminate th is Agreement for breach and, if so terminated, The Local Agency shall be liable for damages. 12. PUBLIC CONTRACTS WITH NATURAL PERSONS. CRS §24-76.5-101 . The Local Agency, if a natural person eighteen (18) years of age or older, hereby swears and affirms under penalty of perjury that he or she (a) is a c itizen or otherwise lawfully present in the United States pursuant to federal law, (b) shall comply with the provisions of CRS §24-76.5-101 et seq., and (c) has produced one form of identification required by CRS §24-76.5-103 prior to the effective date of this Agreement. SPs Effective 1/1/09 THE REST OF THIS PAGE INTENTIONALLY LEFT BLANK Page 23 of24 By: Title : By: Title : 27. SIGNATURE PAGE Agreement Routing Number 12 HA6 36668 THE PARTIES HERETO HAVE EXECUTED THIS AGREEMENT * Persons signing for The Local Agency hereby swear and a ffirm that they are authorized to act on The Local Agency 's behalf and acknowledge that the State is relying on their representations to that effect. THE LOCAL AGENCY STATE OF COLORADO CITY OF WHEAT RIDGE John W. Hickenlooper. GOVERNOR Colorado Department of Transportation Printed Name Donald E. Hunt, Executive Director - By: Timothy J . Harris, P.E., COOT Chief Engineer *Signature Attestation LEGAL REVIEW John W . Suthers, Attorney General Printed Name By : Signature -Attorney General 's Office *Signature ALL AGREEMENTS REQUIRE APPROVAL BY THE STATE CONTROLLER CRS §24-:ro-202 requires the State Controller to approve all State Agreements. This Agreement is not va lid until signed and dated below by the State Controller or delegate. The Local Agency is not authorized to begin performance until such time. If The Local Agency begins performing prior thereto, the Stat e of Colorado is not obligated to pay The Local Age ncy for s uch performance or for any goods and/or services provided hereunder. STATE CONTROLLER David J. McDermott, CPA By: __________________ _ Colorado Department of Transportation Date :. __________ _ Page 24 of24 28 . EXHIBIT A-SCOPE OF WORK 1. GENERAL DESCRIPTION The Scope of Work for Project STU 391 A-008 (18583) is for the design and construction of the missing segments of a 10 ft. wide multi-use path along the east side of Kipling Street from 32"d Avenue to 44th Avenue, installation of pedestrian lighting along the path , placement of bike racks and lockers at the City's recreation center and at other major destinations along this path . This path will connect the Clear Creek Regional Trail near 44th Avenue and Kipling Street to Crown Hill Open Space located at 32"d Avenue and Kipling Street. In addition, this path will provide access to a middle school, the City's recreation center, a new park, and various commercial areas which exist between 32"d Avenue and 44th Avenue along Kiplin~ Street. A portion of this path has previously been constructed between 35th Avenue and 38t Avenue as part of the new park at this location. THE REST OF THIS PAGE INTENTIONALLY LEFT BLANK Exhibit A -Page 1 of 1 29. EXHIBIT B-LOCAL AGENCY RESOLUTION LOCAL AGENCY ORDINANCE or RESOLUTION Exhibit B 30. EXHIBIT C -FUNDING PROVISIONS STU 391A-008 (18583) 1 2 3 A. Cost of Work Estimate The Local Agency has estimated the total cost the Work to be $3,17 87,000.00, which is to be funded as follows· BUDGETED FUNDS a. Federal Funds (FY 12 STP Metro@ 82 .79%) $274,000.00 b. Federal Funds (FY 13 STP Metro@ 82 .79%) ~2,199,000.00 Total Federal Funds $2,473,000.00 c . Local Agency Matching Funds (FY 12 STP Metro@ 17.21%) $56,958 .00 d . Local Agency Matching Funds (FY 12 STP Metro@ 17.21%) $457,117.00 Total Local Agency Matching Funds $514,075 .00 - e. Local Agency Over Matching Funds (FY 12) $12,042.00 f . Local Agency Over Matching Funds (FY 13) $178,883.00 TOTAL BUDGETED FUNDS $3,178,000.00 ESTIMATED COOT-INCURRED COSTS a. Federal Share $0.00 b. Local Agency Local Agency Share of Participating Costs $0.00 Non-Participating Costs $0.00 Estimated to be Billed to Local Agency $0.00 TOTAL ESTIMATED COOT-INCURRED COSTS $0.00 ESTIMATED PAYMENT TO LOCAL AGENCY a. Federal Funds Budgeted (1a) $2,473,000.00 b. Less Estimated Federal Share of COOT-Incurred Costs (2a) $0.00 TOTAL ESTIMATED PAYMENT TO LOCAL AGENCY $2,473,000.00 FOR COOT ENCUMBRANCE PURPOSES Federal Funds (1 a) $274,000.00 Local Agency Matching Funds (1c) $56 958.00 Local Agency Over Matching Funds (1e) $12 042 .00 NOTE: The remaining $2,835,000.00 will available after federal authorization of the construction phase and execution of an Option Letter (Exhibit D). Net to be encumbered as follows : Estimated Total Encumbrance $3431000.00 WBS Element 18583.1 0.30 Design 3020. $343,000.00 Exhibit C -Page 1 of 2 SA18583 WBS Element 18583.20.1 ol Canst 3301 $o.ool B. Matching Funds The matching ratio for the federal participating funds for this Work is 82.79% federal-aid funds (CFDA #20 2050) to 17 .21% Local Agency funds, it being understood that such ratio applies only to the $2,987,075.00 ($2,473,000.00 Federal Funds and $514,075.00 Local Agency Matching Funds) that is eligible for federal participation, it being further understood that all non-participating costs are borne by the Local Agency at 1 00%. If the total participating cost of performance of the Work exceeds $2,987,075.00, and additional federal funds are made available for the Work, the Local Agency shall pay 17.21% of all such costs eligible for federal participation and 100% of all non-participating costs; if additional federal funds are not made available, the Local Agency shall pay all such excess costs. If the total participating cost of performance of the Work is less than $2,987,075.00, then the amounts of Local Agency and federal-aid funds will be decreased in accordance with the funding ratio described herein . The performance of the Work shall be at no cost to the State. C. Maximum Amount Payable The maximum amount payable to the Local Agency under this Agreement shall be $2,473,000.00 (For COOT accounting purposes, the federal funds of $274,000.00 and the Local Agency matching funds of $56,958.00 and Local Agency Over Matching Funds of $12,042.00 will be encumbered for a total encumbrance of $343,000.00, unless such amount is increased by an appropriate written modification to this Agreement executed before any increased cost is incurred . Only the design funds are currently available. Construction funds will be added by an option letter or formal amendment after federal authorization of the construction phase. It is understood and agreed by the parties hereto that the total cost of the Work stated hereinbefore is the best estimate available, based on the design data as approved at the time of execution of this Agreement, and that such cost is subject to revisions (in accord with the procedure in the previous sentence) agreeable to the parties prior to bid and award. D. Single Audit Act Amendment All state and local government and non-profit organizations receiving more than $500,000 from all funding sources defined as federal financial assistance for Single Audit Act Amendment purposes shall comply with the audit requirements of OMB Circular A-133 (Audits of States, Local Governments and Non-Profit Organ izations) see also, 49 C.F .R. 18.20 through 18 .26. The Single Audit Act Amendment requirements applicable to Sub-The Local Agency receiving federal funds are as follows: i. Expenditure less than $500,000 If Sub-The Local Agency expends less than $500,000 in Federal funds {all federal sources, not just Highway funds) in its fiscal year then this requirement does not apply . ii. Expenditure exceeding than $500,000-Highway Funds Only If Sub-The Local Agency expends more than $500,000 in Federal funds, but only received federal Highway funds (Catalog of Federal Domestic Assistance , CFDA 20.205) then a program specific audit shall be performed. This audit will examine the "financial" procedures and processes for this program area. iii. Expenditure exceeding than $500,000-Multiple Funding Sources If Sub-The Local Agency expends more than $500,000 in Federal funds , and the Federal funds are from multiple sources (FTA, HUD, NPS, etc.} then the Single Audit Act applies , which is an audit on the entire organization/entity. lv. Independent CPA Single Audit shall only be conducted by an independent CPA, not by an auditor on staff. An audit is an allowable direct or indirect cost. Exhibit C -Page 2 of 2 SA18583 31. EXHIBIT D -OPTION LETTER SAMPLE IGA OPTION LEITER (This option bas been created by the Office of the State Controller for COOT use only) NOTE: This opt ion is limited to the specific contract scenarios listed below AND may be used in place of exer cising a formal amendment. Date: State Fiscal Year: Option Letter No. Original Contract CMS # Ori inal Contract SAP # Option Letter CMS # 0 tlon Letter SAP # CLIN Routing # Vendor name: __________________________________________ __ A. SUBJECT: (Choose applicable options listed below AND in section Band delete the rest) 1. Level of service change within current term due to an unexpected Local overmatch on an overbid situation ONLY; 2 . Option to add phasing to include Design , Construction, Environmental, Utilities, ROW incidentals or Miscellaneous ONLY (does not apply to Acquisition/Relocation or Railroads); 3 . Opti on to update funding (a new Exhibit C must be attached with the option letter and shall be labeled C-1 (future changes for this option shall be labeled as follows : C-2, C-3, C-4, etc.) B. REQUIRED PROVISIONS. All Option Letters shall contain the appropriate provisions set forth below: (Insert the following language for use with Option #1): In accordance with the terms of the original Agreement (insert FY. Agency code & CLIN routing# of Basic Contract) between the State of Colorado, Department of Transportation and (insert the Local Agencv's name here), the State hereby exercises the option to record a level of service change due to unexpected overmatch dollars due to an overbid situation . The Agreement is now increased by (indicate additional dollars here) specified in Paragraph/Section/Provision of the original Agreement. (Insert the following language for use with Option #2): In accordance with the terms of the original Agreement (insert FY. Agency code & CLIN routing# Basic Contract) between the State of Colorado, Department of Transportation and (insert the Local Agency's name here), the State hereby exercises the option to add an overlapping phase in (indicate Fiscal Year here) that will include (describe which phase will be added and include all that apply- De sian. Construction. Environmental. Utilities. ROW incidentals or Miscellaneous). Total funds for this Agreement remain the same (indicate total dollars here) as referenced in Paragraph/Section/Provision/Exhibit of the original Agreement. (Insert the following language for use with Option #3): In accordance with the tenns of the original Agreement (jnsert FY. A~ency code & CLJN rout in~ # of Basic Contract) between the State of Colorado, Department ofTransportation and (insert the Local A~ency's name here), the State hereby exercises the opt ion to update funding based on changes from state, federal, local match and/or local agency overmatch funds. T he Agreement is now (select one: increased and/or decreased) by (insert dollars here) specified in Paragraph/-Section/-Provision!Exhibit of the original Agreement. A new Exhibit C-1 is made part of the origina l Agreement and replaces Exhibit C. (The following is a NOTE only so please delete when us ing this option: future changes for this option for Exhibit C s hall be labeled as follows : C-2, C-3, C-4, etc.) Exhi bit D -Page 1 of 2 (The following language must be included on ALL options): The amount of the current Fiscal Year contract value is (increased/decreased) by ($ amount of change) to a new Agreement value of($ to satisfy services/goods ordered under the Agreement for the current fiscal year (indicate Fiscal Year). The first sentence in Paragraph/Section/Provision is hereby modified accordingly . The total Agreement value to include all previous amendments, option letters, etc. is ($ _____ --' The effective date of this Option Letter is upon approval of the State Controller or delegate. APPROVALS: For the The Local Agency: Legal Name of the Local Agency By :~~~--~~~--~~~~------------- Print Name of Authorized Individual Signature:------------------ Date: Title: Official Title of Authorized Individual State of Colorado: John W . Hickenlooper, Governor By: Date : -------------- Executive Director, Colorado Department of Transportation ALL CONTRACTS MUST BE APPROVED BY THE STATE CONTROLLER CRS §24-30-202 requires the State Controller to approve all State Contracts. This Agreement is not valid until signed and dated below by the State Controller or delegate. Contractor is not authorized to begin performance until such time. If the Local Agency begins performing prior thereto, the State of Colorado is not obligated to pay the Local Agency for such performance or for aoy goods and/or services provided hereunder. Form Updated: June 12, 2006 State Controller David J. McDermott, CPA By: __________________________ _ Date :-------------- Exhibit D -Page 2 of 2 32. EXHIBIT E-LOCAL AGENCY CONTRACT ADMINISTRATION CHECKLIST LOCAL AGENCY CONTRACT ADMINISTRATION CHECKLIST The following checklist has been developed to ensure that all required aspects of a project approved for Federal funding have been addressed and a responsible party assigned for each task. After a project has been approved for Federal funding in the Statewide Transportation Improvement Program, the Colorado Department of Transportation (COOT) Project Manager, Local Agency project manager, and COOT Resident Engineer prepare the checklist. It becomes a part of the contractual agreement between the Local Agency and COOT. The COOT Agreements Unit will not process a Local Agency agreement without this completed checklist. It will be reviewed at the Final Office Review meeting to ensure that all parties remain In agreement as to who Is responsible for performing individual tasks . xvi Exhibit E -Page 1 of 5 COLORADO DEPARTMENT OF TRANSPORTATION LOCAL AGENCY CONTRACT ADMINISTRATION CHECKLIST Project No. I STIP No. I Project Code I :eglon STU 39tA·008 SDA6745-050 18683 Project Location I Date Killing 3~ Ave to 44" Ave 8/1012011 Project D&serlption Install multi-use path along east side of Kipling 32"d Ave to to 44" Ave Local Agency Local Agency Projecl Manager Wheat RdQe Mark Weslbera COOT Resident Engineer COOT Project Manllijer Roy Guevara Mike Gdovin INSTRUCllONS: This chedclst shall be utiRzed to establish the contract administration responsi:litities of the Individual parties to this agreement The chedcllst becomes an anachment to the Local Agency agreement Section numbers COfrespond to the applicable chapters of the COOT Local Agency Manual. The checklist shall be prepared by pladng an ·x· under the respons ible party, cpposhe each of the tasks . The "X" denotes the party responsible for inhlatlng and executing the task. Only one responsible party should be selected . When neither COOT nor the Local Agency is responsible for a task, not applicable (NA) shall be noted. In addition, a"#" will denote that COOT must concur or approve. Tasks that will be performed by Headqu811ers staff will be lndlcaled. The Regions, in accordance with established policies and procedures, will detennlne who will perfam all other tasks that are the responsibility of COOT. The checklist shall be prepared by the COOT Resident Engineer or the COOT Project Manager, in cooperallon with the Local Agency Project Manager, and submlned to the Region Program Engineer. II contra:t administration responsibilities change, the C OT Resident Engineer In cooperation with the Local Agency PrOiect Manager will ~are and distrbute a revised chedclist. RESPONSIBLE NO. DESCRIPTION OF TASK PARTY LA COOT TIP I STIP AND LONG-RANGE PLANS 2.t I Review Proiect to ensure ~ ls consist whh STIP and amendments thereto I I X FEDERAL FUNDING OBLIGATION AND AUTHORIZATION 4 .1 Authorize funding by phases (COOT Form 4t8 • Fedenll-lid Program Data. Reqlires Am A oonc:urence.'lnvoiV«n.it) X PROJECT DEVELOPMENT 5.t Prepare Design Data • COOT Form 463 X 6.2 Preoare Local ~flCY/CDOT Inter-Governmental Agreement_{see also ChBDter 31 X 6.3 Conduct Consultant Selection/Execute onsultant Aareement X 6.4 Conduct Design Seeping Review Meeting X , 6.5 Conduct Public Involvement ~ 5.6 Conduct Field lnsoectlon Review FIR! X , 5.7 Conduct Environmental Processes (may reQIAre FHW A ooncUTenc811nvoiVIIITlent) X 5.8 AcQuire Riaht·ol·Way t~y_re~• Am A concunnoellnvolvement X 5.9 Obtain UtilitY and Railroad Aareements X 6t0 Conduct_Einal Office Review (FOR) X , 5.t1 Justify Force Account Work llY tne Local Aaencv X 5 t2 Justify Proprietary, Sole Source or Local Aaency Furnished Items X , 5.t3 Document Design Ex~ptlons ·COOT Form 464 X • 5.t4 Prepare Plans. Soeciflcatlons and Cons !ruction Cost Esllmates X 5.15 Ensure Authorization ot Funds for Construction X COOT Form 1243 Ot/08 Page1 of 4 Prevtou. editions are obeol ... end may not be uMd Exhibit E -Page 2 of 5 NO. DESCRIPTION OF TASK PARTY LA COOT X X X ~.235-?8§3 COOT Form 1243 Ot/08 Page2 of 4 "'-vlou• edlttom we obeolete Wid may not be uMd Exhibit E -Page 3 of 5 DESCRIPTION OF TASK PARTY LA COOT " X COOT Form 12.43 01108 Page3 of 4 Prevtoua edltlom •• obaoleta and may not be uMd Exhibit E -Page 4 of 5 CONSTRUCTION CIVIL RIGHTS AND LABOR COMPUANCE 10.1 Fulfill Proiect Bulletin Board and Pre-Construction Packet ReaulremeniS 10.2 Prooess COOT Fonn 205 • Stblet Perm~ Application Review and sign completed COOT Form 205 for each subcontractor, and submit to EEO/Civll Rlahls Specialist t0.3 Conduct Equ_al Employment Opportunity and Labor Compliance Verillcatlon Employee Interviews. Complete COOT Form 280 t0.4 Monitor Disadvantaged Business Enterprise Participation to Ensure Compliance with the "Commercially Useful Function" Requ irements 10.5 Conduct Interviews When Project Utilizes On-the-Job Trainees. Complete COOT Fonn 200 · OJT Training Questionnaire 10.6 Check Certified Pavrolls Contact the Aea lon EEO'CI'Iil Alahts Soeclallsl$ lor tralnina r-lrements.) 10.7 Submit FHWA Form 1391 • Hlahway Conslructlon Contractor's Annual EEO Reoort FINALS 11.1 11.2 11.3 11.4 11.5 11 .6 11.7 11.8 11.9 11 .10 11 .11 11 .t2 11.13 t 1.14 Conduct Final Project Inspection. Complele and submi1 COOT Form 1212 ·Final Acceptance Report (Ateldent En!Pnetr v.fth mandatcxy local Agency pMlelpalion.) Write Final Prolect Acceptance Let1er Advert ise for Final Settlement Prepare and Dlstooute Anal As-Constructed Plans Prepare EEO CertHicatlon Check Final Quantities, Plans, and Pay Eslimate; Check Project Documentation; and submi1 Final Certilications Cnecl( Material Documentation and Acce_p1 Final Material Certification See hapler9) Obtain COOT Form 17 lrom the C onlractor and Submit to the Resident Enalneer Obtain FHWA Fonn 47 ·Statement of Materials and Labor Used ... from the Contractor Complete and Submi1 COOT Form 1212-Final Aoceotance Reoort (by CD01) Process Final Payment Comolete and Submh COOT Fonn 950. ProJect Closure Retain Prolect Records for Six Years from Date of Prolect Closure Retain Anal Version ol Local Aaency Conltael Adm inistration Checklist cc: COOT Resident Engineer/Project Manager COOT Region Program Engineer COOT Region EEO/C ivD Rights Specialist COOT Region Materials Engineer COOT Contracts and Maika! Analysis Branch local Agency Project Manager X X # X X X X X X X X X X X X , X X X X X # X , COOT Form 1243 Ot/011 PagM Of 4 Prmaua adlllons ll'e obaolele and may not 1» uNCI Exhibit E -Page 5 of 5 33. EXHIBIT F-CERTIFICATION FOR FEDERAL-AID CONTRACTS The Local Agency certifies, by signing this Agreement, to the best of its knowledge and belief, that: No Federal appropriated funds have been paid or will be paid, by or on behalf or the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal loan , the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, Agreement, loan, or cooperative agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or of Congress, or an employee of a Member of Congress in connection with this Federal contract, Agreement, loan, or cooperative agreement, the undersigned shall complete and submit Standard Fonn-LLL, "Disclosure Fonn to Report Lobbying," in accordance with its instructions. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31 , U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure . The prospective participant also agree by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such sub-recipients shall certify and disclose accordingly. Required by 23 CFR 635.112 Exhibit F -Page 1 of 1 34. EXHIBIT G-DISADVANTAGED BUSINESS ENTERPRISE SECTION 1. Policy. It is the policy of the Colorado Department of Transportation (COOT) that disadvantaged business enterprises shall have the maximum opportunity to participate in the performance of contracts financed in whole or in part with Federal funds under this agreement, pursuant to 49 CFR Part 23. Consequently, the 49 CFR Part IE DBE requirements the Colorado Department of Transportation DBE Program (or a Local Agency DBE Program approved in advance by the State) apply to this agreement. SECTION 2. DBE Obligation . The recipient or its the Local Agency agrees to ensure that disadvantaged business enterprises as determined by the Office of Certification at the Colorado Department of Regulatory Agencies have the maximum opportunity to participate in the performance of contracts and subcontracts financed in whole or in part with Federal funds provided under this agreement. In this regard , all participants or contractors shall take all necessary and reasonable steps in accordance with the COOT DBE program (or a Local Agency DBE Program approved in advance by the State) to ensure that disadvantaged business enterprises have the maximum opportunity to compete for and perform contracts . Recipients and their contractors shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of COOT assisted contracts. SECTION 3 DBE Program . The Local Agency (sub-recipient) shall be responsible for obtaining the Disadvantaged Business Enterprise Program of the Colorado Department of Transportation , 1988, as amended, and shall comply with the applicable provisions of the program. (If applicable). A copy of the DBE Program is available from and will be mailed to the Local Agency upon request: Business Programs Office Colorado Department of Transportation 4201 East Arkansas Avenue, Room 287 Denver, Colorado 80222-3400 Phone : (303} 757-9234 revised 1/22/98 Required by 49 CFR Part 23.41 Exhibit G -Page 1 of 1 !. I . I . I 35. EXHIBIT H-LOCAL AGENCY PROCEDURES FOR CONSULTANT SERVICES THE LOCAL AGENCY SHALL USE THESE PROCEDURES TO IMPLEMENT FEDERAL-AID PROJECT AGREEMENTS WITH PROFESSIONAL CONSULTANT SERVICES Title 23 Code of Federal Regulations (CFR) 172 applies to a federally funded local agency project agreement administered by COOT that involves professional consultant services. 23 CFR 172 .1 states "The policies and procedures involve federally funded contracts for engineering and design related services for projects subject to the provisions of 23 U.S.C. 112(a) and are issued to ensure that a qualified consultant is obtained through an equitable selection process, that prescribed work is properly accomplished in a timely manner, and at fair and reasonable cost" and according to 23 CFR 172.5 "Price shall not be used as a factor in the analysis and selection phase." Therefore, local agencies must comply with these CFR requirements when obtaining professional consultant services under a federally funded consultant contract administered by COOT. COOT has formulated its procedures in Procedural Directive (P .O.) 400.1 and the related operations guidebook titled "Obtaining Professional Consultant Services". This d irective and guidebook incorporate requ irements from both Federal and State regu lations , i.e., 23 CFR 172 and CRS §24-30-1401 et seq. Copies of the directive and the guidebook may be obta ined upon request from COOrs Agreements and Consultant Management Unit. [local agencies shou ld have their own written procedures on file for each method of procurement that addresses the items in 23 CFR 172]. Because the procedures and Jaws described in the Procedural Directive and the guidebook are quite lengthy, the subsequent steps serve as a short-hand guide to COOT procedures that a local agency must follow in obtaining professional consultant services. This guidance follows the format of 23 CFR 172. The steps are: 1. The contracting local agency shall document the need for obtaining professional services . 2. Prior to solicitation for consultant services, the contracting local agency shall develop a detailed scope of work and a list of evaluation factors and their relative importance. The evaluation factors are those identified in C.R.S . 24-30-1403. Also, a detailed cost estimate should be prepared for use during negotiations. 3. The contracting agency must advertise for contracts in conformity with the requirements of C .R.S . 24-30-1405. The public notice period , when such notice is required , is a minimum of 15 days prior to the selection of the three most qualified firms and the advertising should be done in one or more daily newspapers of general circulation . 4. The request for consultant services should include the scope of work, the evaluation factors and their relative importance, the method of payment, and the goal of 10% for Disadvantaged Business Enterprise (OBE) participation as a minimum for the project. 5. The analysis and selection of the consultants shall be done in accordance with CRS §24-30- 1403. This section of the regulation identifies the criteria to be used in the evaluation of COOT pre-qualified prime consultants and their team . It also shows which criteria are used to short- list and to make a final selection. The short-list is based on the following evaluation factors : a. Qualifications , b . Approach to the Work, c . Ability to furnish professional services. d . Anticipated design concepts, and e . A lternative methods of approach for furnishing the professional services . Exhibit H -Page 1 of 2 Evaluation factors for final selection are the consultant's : a. Abilities of their personnel , b. Past performance, c. Willingness to meet the time and budget requirement, d. Location, e. Current and projected work load , f . Volume of previously awarded contracts, and g. Involvement of minority consultants . 6 . Once a consultant is selected , the local agency enters into negotiations with the consultant to obtain a fair and reasonable price for the anticipated work. Pre-negotiation audits are prepared for contracts expected to be greater than $50,000 . Federal reimbursements for costs are limited to those costs allowable under the cost principles of 48 CFR 31 . Fixed fees (profit) are determined with consideration given to size, complexity, duration, and degree of risk involved in the work. Profit is in the range of six to 15 percent of the total direct and indirect costs . 7. A qualified local agency employee shall be responsible and in charge of the Work to ensure that the work being pursued is complete , accurate, and consistent with the terms, conditions, and specifications of the contract . At the end of Work, the local agency prepares a performance evaluation (a COOT form is available) on the consultant. 8. Each of the steps listed above is to be documented in accordance with the provisions of 49 CFR 18.42, which provide for records to be kept at least three years from the date that the local agency submits its final expenditure report . Records of projects under litigation shall be kept at least three years after the case has been settled. CRS §§24-30-1401 through 24-30-1408,23 CFR Part 172, and P.O. 400.1, provide additional details for complying with the preceeding eight (8) steps. Exhibit H -Page 2 of 2 36. EXHIBIT I -FEDERAL-AID CONTRACT PROVISIONS FHWA-1273 EfeCironiCIIIIrsion -March 10, 1994 FHWA Form 1273 REQUIRED CONTRACT PROVISIONS FEDERAL-AID CONSTRUCTION CONTRACTS I. General 1 II . Nondiscrimination ...................................... ............................................. 1 Ill. Non-segregated Facilities ........................................................................ 3 IV.Payment of Predetennlned Minimum Wage ........................................... 3 V.Statemenls and Payrolls .......................................................................... 6 VI . Record of Materials, Supplies, and Labor ............................................... 6 VII . Subletting or Assigning the Contract .................................... 7 VIII . Safety: Accident Prevention ................................................. 7 IX. False Statements Concerning Highway Projects .................................... 7 X. Implementation of Clean Air Ad and Federal Water Pollution Control Act ..................................................................... B XI. Certification Regarding Debannent, Suspen!ion, Ineligibility, and Voluntary Exclusion ....................................................... 8 XII. Certification Regard ing Use of Contract Funds for Lobbying ................................................................................................... 9 ATTACHMENTS A. Employment Preference for Appalachian Contracts (included In Appalachian contracts only) I. GENERAL 1. These contract provisions shall apply to all worl< performed on the cont ract by the contractor's own organization and with the assistance of worl<ers under the contractor's immediate superintendence and to all worl< performed on the contract by pleceworl<, station work, or by subcontract. 2. Except as otherwise provided for in each section, the contractor shall insert in each subcontract all of the stipulations contained In these Required Contract Provisions, and further require their Inclusion in any lower tier subcontract or purchase order that may In turn be made. The Required Contract Provisions shall not be incorporated by reference in any case. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with these Required Contract Provisions. 3. A brea ch of any of the stipulations contained In these Required Contract Provisions shall be sufficient grounds for tennlnation of the contract. 4. A breach of the following clauses of the Requ ired Contract Provisions may also be grounds for debannent as provided in 29 CFR 5.12 : Section I, paragraph 2 ; Section IV, paragraphs 1, 2, 3, 4, and 7; Section V, paragraphs 1 and 2a through 2g . 5. Disputes arising out of the labor standards provisions of Section IV (except paragraph 5) and Section V ol these Required Contract Provisions shall not be subject to lhe general disputes clause of this Agreement. Such dispules shall be resolved in accordance with the procedures of the U.S. Department of Labor (DOL) as set forth In 29 CFR 5. 6, and 7. Disputes within the meaning of this clause include disputes between the contractor (or any of its subcontractors) and the contracting agency, the DOL, or the contractor'! employees or their repre!entatives. 6. Selection of Labor: During the perfonnance of this Agreement, the contractor shall not: a. discriminate against labor from any other State, posseS!ion. or territory of the Unite d Stales (except fo r employment preference for Appalachian contracts . when appl ica ble, as specified In Attachment A), or b employ convict labor lor any purpose within the limits of the project unless it i! labor perfonned by convicts who are on parole, supervised release, or probation. II. NONDISCRIMINATION (Applicable to all Federal-aid construction contracts and to all related subcont racts of$10,000 or more .) 1. Equal Employment Opportunity: Equal employment opportunity (EEO) requirements not lo discrim in ate and to take affirmative action to assure equal opportunity as set forth under laws, executive orders, rules , regulations (28 CFR 35, 29 CFR 1630 and 41 CFR 60) and orders of the Secretary of Labor as modified by the provis ions prescribed herein, and imposed pursuant to 23 U.S.C. 140 shall constitute the EEO and specific affirmative action standards for the contractor's project activities under this Agreement The Equal Opportun ity Construction Contract Speciflcallons set forth under 41 CFR 60-4 .3 and the provisions of the American Dlsabil~les Ad of 1990 (42 U.S.C. 12101 m ~-> set forth under 28 CFR 35 and 29 CFR 1_630 are incorporated by reference In this Agreement In the execution of this Agreement, the contractor agrees to comply with the following minimum specific requirement activities of EEO : a. The contractor will worl< with the State highway agency (SHA) and the Federal Government in carrying out EEO obligations and in the ir review of his/her activities under the contract. b. The contractor will accept as his operating policy the following statement: "II Is the policy of th is Company to assure that applicants are employed , and that employees are treated during employment. without regard to their race, religion. sex, color, national origin, age or disability. Such action shall indud e: employment, upgrading , demotion, or transfer; recruitment or recruitment advertis ing; layoff or tenninalion ; rates of pay or other fomns of compensation ; and selection for training, indudlng apprenticesh ip, pre-apprenticeship , and/or on-the-job training ." 2. EEO Officer: The contractor will designate and make known to the SHA contracting omcers an EEO Officer who will have the responsibility for and must be capable of effectively administering and promoting an active contractor program of EEO and who must be assigned adequate authority and responsibility to do so. 3. Dlssemlnatlon of Polley: All members of the contractor's staff who are authorized to hire, supervise. promote , and discharge employees , or who recommend such action , or who are substantially Involved In such action, will be made fu lly cognizant of, and will implement. the contractor's EEO policy and contractual responsibll~ies to provide EEO In each grade and dass iflcation of employment. To ensure that the above agreement will be met, the following actions will be taken as a minimum: a. Periodic meetings of supervisory and personnel office employees will be conducted before the start of worl< and then not less often than once every six months, at which time the contractor's EEO po licy and its implementation will be reviewed and explained. The meetings will be conducted by the EEO Officer. b. All new supervisory or personnel office employees will be given a thorough in doctrination by the EEO Officer, covering all major aspects of the contractor's EEO obligations within thirty days following their reporting for duty with the contractor. c. All personnel who are engaged In di rect recruitment lor the project will be Instructed by the EEO Officer in the contractor's procedures for locating and hlrfng minority group employees. d. Notices and posters setting forth the contractor's EEO policy will be placed in areas readily accessible to employees . applicants for employment and potential employees. e. The contractor's EEO policy and the procedures to implement such policy will be brought to the attention of employees by means of meetings, employee handbooks, or other appropriate means . 4. Recruitment: When advertising for employees. the contractor will Include In all advertisements for employees· the notation: "An Equal Exhibit I -Page 1 of 8 REQUIRED BY 23 CFR 633.102 •• Opportunity Employer.• All such advertlsements will be placed In publications having a large circulation among minority groups in the area from which the project work force would normally be derived. a. The contractor will, unless precluded by a valid bargaining agreement, conduct systematic and direct recruitment thfough public and private employee referral sources likely to yield qualified minority group app licants. To meet this requirement , the contractor will Identify sources of potenHal minority group employees, and establish with such Identified sources procedures whereby minority group applicants may be referred to the contractor for employment cons ideration. b. In the event the contractor has a valid bargaining agreement providing tor exclusive hiring hall referrals, he Is expected to observe the provi sions of that agreement to the extent that the system permits the contractor's compliance with EEO contract provisions. (The DOL has held that where implementations of such agreements have the effect of discrimi nating against minorities or women , or obUgates the contractor to do the same , such Implementation violates Executive Order 11246, as amended.) c. The contractor will encourage his present employees to refer minority group applicants for employment Information and procedures with regard to referring mi nority group applicants will be discussed with employees. 5. Personnel AcUona: Wages , working conditions, and employee benefits shall be established and adm inistered, and personnel actions of I!Nery type , Including hiring , upgrading, promotion, transfer, demotion, layoff, and termination, shall be taken without regard to race, color. religion , sex. national origin , age or disability. The following procedures shall be followed : a. The contractor will conduct periodic Inspections of project sites to Insure that working conditions and employee facHities do not indicate discriminatory treatment of project site personnel. b. The contractor will periodically evaluate the spread of wages paid within each classification to determine any evidence of discriminatory wage practices. c. The contractor wi ll periodically review se lected personnel actions In depth to determine whether there Is I!Nidence of discrimf.. nation. Where evidence Is found, the contractor will promptly take corrective action. If the review indicates that the discrimination may extend beyond the actions reviewed. such corrective action shall Include all affected persons. d. The contractor will promptly Investigate all complaints of alleged di scrimination made to the contractor in connection with his obligations under this Agreement, will attempt to resolve such complaints, and will take appropriate corrective action within a reasonable time. If the investigation Indicates that the disaimlnatlon may al'tect persons other than the complainant. such corrective action shall include such other persons. Upon completion of each Investigation, the contractor will Inform every complainant of all of his avenues of appeal. 6. Training and Promotion: a The contractor will assist In locating, qualifying, and Increasing the skills of minority group and women employees, and applicants tor employment. b. Consistent with the contractor's work Ioree requ irements and as permissible under Federa l and State regulations, the contractor shall make lull use of tra ining programs, I.e., apprenticeship, and on·the-job tra ining programs tor the geographical area of contract performance. Where feasible, 25 percent of apl)(entices or trainees In each occupation shall be In their first year of apprenticeship or training. In the event a special provision tor training Is provided under this Agreement, this subparagraph will be superseded as indicated In the special provision . c . The contractor will advise employees and applicants for employment of ava ilable training programs and entrance requ irements for each. d. The contractor Will periodically review the tra ining and promotion potential of mi nority group and women employees and will encourage eligible employees to apply for such training and promotion. 7. Unlona: If the oontractor reUes In whole or In part upon unlona as a sou rce of employees, the contractor will use his/her best ell'orta to obtain the coopera tion ot such unions to Increase opportunities lor minority groups and women within the unions, and to ell'ect referrals by such unions of minority and fema le employees. Actions by the contractor either directly or through a contracto(s association acting as agent will Include the procedures set forth below: a. The contractor will use best efforts to di!Nelop, in cooperation with the unions. joint training programs aimed toward qualifying more minority group members and women for membership in the un ions and Increasing the skills ot minority group employees and women so that they may qua li fy tor higher paying employment. b. The contractor Will use best efforts to Incorporate an EEO clause Into each union agreement to the end that such union will be contractua lly bound to refer applicants without regard to their race, color. religion, sex, national origin, age or disability. c. The contractor Is to obtain Information as to the referral practices a nd policies of the labor union except that to the extent such information Ia within the exclusi ve possession of the labor union and such labor union refuses to furnish such Information to the contractor, the contractor shall so certlfy to the SHA and shall set forth what efforts have been made to obta in such Information. d. In the event the union is unable to provide the contractor with a reasonable flow of minority and women referrals within the time limit set forth In the collective bargaining agreement, the contractor wi ll. through Independent recruitment efforts, fill the employment vacancies Without regard to race, color, rel igion , sex, national origin, age or disability; making fuH efforts to obtain qualified and/or qualifiable minority group persons and women . (The DOL has held 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 employees.) In the event the union referral practice prevents the contractor from meeting the obl igations pursuant to Executive Order 11246, as amended , and these spedal provisions, such contractor shall immediately notify the SHA. B. Selection of Subcontractors, Procurement or Materllla and Ltlalng of equipment: The contractor shall not discriminate on the grounds of race, color, relig ion , sex, national origin , age or disability In the selection and retention of subcontractors. Including procurement of materials and leases r:A equ ipment. a. The con tractor shall notify ail potential subcontractors and suppliers of his/her EEO obligations under this Agreement. b. Disadvantaged business enterprises (DBE), as denned In 49 CFR 23, shall have equal opportunity to compete for and perform subcontracts which the contractor enters Into pursuant to this Agreement. The contractor will use hia best ell'orts to solicit bids from and to utiJize DBE subcontractors or subcontractors with meaningful minority group and female representation among their employees . Contractors shall obtain lists of DBE construction firms from SHA personnel. c. The contractor will use his best efforts to ensure subcontractor compliance with their EEO obligations. 9. Recorda and Reporta: The contractor shall keep such records as necessary to document compliance with the EEO requirements. Such records sha ll be retained tor a period of three years folloWing completion of the contract work and shall be available at reasonable times and plaoes for Inspection by authorized representatives of the SHA and the FHWA. a The records kept by the oontractor shall document the following: (1) The number of minority and non-minority group members and women employed In each work dassif1C8tlon on the project; (2) The progress and efforts being made In cooperation with unions , when applicable. to Increase employment opportunities for minorities and women ; (3) The progress and efforts being made in locating, hiring , training, qualifying, and upgrading minority and female employees; and (4) The progress and efforts being made in securing the services of DBE subcontractors or subcontractors with meaningful minority and female representation among their employees . b. The contractors Will submit an annua l report to the SHA each July lor the duration of the project. Indica ting the number of minority. women, and nOIHI'IInority group employees currenUy engaged In each work classlllcation requ ired by the contract work. This Information Is to Exhibit I -Page 2 of 8 REQUIRED BY 23 CFR 633.102 - be reported on Fonn FHWA-1391 . If on-the job training Is be1ng requ ired by special provision, the contractor will be required to collect and repor1 trai ning dam Ill. NONSEGREGATED FACIUTIES (Applicable to 1111 Federal-aid construction contracts and to an related subcontracts of $10 ,000 or more.) a. By submission of this bid. the execution of this Agreement or subcontract or the consummation of this material supply agreement 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 Hs employees any segregated faci~ties at any of its establishments, and that the firm does not permit Its employees to perform their services at any location, under Its control, where segregated facilities are maintained The firm agrees that a breach of th is certification is a violation of the EEO provisions of this Agreement The firm further certifies that no employee will be denied access to adequate faci lities on the bas is of sex or disability. b. As used In this certification, the lem1 •segregated fad~Hes• means any walling rooms , work areas, restrooms and washrooms. restaurants and other eating areas, timedocks. locker rooms. and other storage or dressing areas, parking lots, drinking fountains. recreation or entertainment areas, transportation, and housing faal it!es provided for employees which are segregated by explicit directive, or are, In f.ct, segregated on the basis of race, color, religion, natlonal origin, age or disability, because of habit, local custom, or otherwise The only exception Will be tor the disabled when the demands for aocesslbillty overnde (e.g d1sabled parking). c. The contrador agrees that It has obtained or will obtain identical certification from proposed subcontractors or material suppliers prior to award of subcontracts or consummation of material supply agreements of $10,000 or more and that It will retain such certifications In Its ftles. IV. PAYMENT OF PREDETERMINED MINIMUM WAGE (Applicable to all Federal-aid construction contracts exceeding $2,000 and to all related subcontracts, except for projects located on roadways classified as local roads or rural mino r collectors, which are exempt .) 1. General: a All mechanics and laborers employed or working upon the site of the work WIU be paid unconditionally and not less often than once a week and without subsequent deduction or rebate on any account [except auch payroll deductions as are permitted by regulations (29 CFR 3) issued by the Sectetary of tabor under the Copeland Act (40 U.S.C 276c)) the fu ll amounts of wages and bona fide fringe benefits (or cash equ ivalents thereof) due at time of payment The payment shall be computed at wage rates not less than those contained 1n the wage determlnatlon of the Secretary of tabor (hereinafter "the wage determi- nation") wh1ch Ia attached hereto and made a part hereof, regardless of any contractual relationship which may be alleged to exist between the contractor or Ita subcontractors and such laborers and mechanics. The wage determination (Including any additional cJasslfiC8tiona and wage ratea conformed under paragraph 2 ol thi s Section rv and the DOL poster (WH-1321) or Form FHWA-1495) shall be posted at all times by the contractor and Ita subcontractors at the site of the work In a prominent and accessible place where it can be easily seen by the workera . For the purpose of this Section, contributions made or costs reasonably ant!clpated for bona fide fringe benefits under Section 1 (b)(2) of the Oavis-Bacon Act (40 U.S.C. 27lla) on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of Section IV, paragraph 3b, hereof. Also , for the purpose of this Section, regular conbibutlons made or costs lncumed for more than a weekly period (but not less often than quarterly) under plans, funds, or programs, which cover the particular weekly period, are deemed to be constructively made or Incurred during such weekly period. Such fjjbofers and mechanics shal be paid the appropriate wage rate end fringe benefits on the wage determination lor the classificabon of work actually performed. without regard to skiD, except as provided In paragraphs 4 and 5 of this Section rv. b Laborers or mechanics performing work In more than one classification may be compensated at the rate spedfted for each class ification for the time actually worked therein. provided, that the employer's payroll records accurately set forth the time spent In each dassiftcaUon In wh ich work Is performed. c. All rulngs and Interpretations of the Davis-Bacon Ad and related acts contained In 29 CFR 1, 3. and 5 are herein Incorporated by reference in this Agreement. 2. Clusificatlon: a. The SHA contracting officer shall require that any dass ol laborers or mechanics employed under the contract, which Is not listed in the wage determination, shall be classified In conformance with the wage determination. b. The contracting officer shall approve an additional classification. wage rate and fringe benefits only when the following criteria have been met: (1) the worll to be performed by the additional classiflcation requested is not performed by a classification In the wage determination; (2) the additional classification is utilized In the area by the construction Industry; (3) the proposed wage rate, loduding any bona fide fringe beoefita , bears a reasonable relationship to the wage rates contained In the wage determination; and (4) with respect to helpers, when such a classification prevaUs In the area ln which the work Is performed . c. lithe contractor or subcontractors, as appropriate, the laborers and mechanics Clf known) to be employed In the ~drtlonal claSSificabon or their representatives, and the contracting offiCer agree on the classification and wage rate (including the amount designated for fringe benefits where appropriate), a report of the action taken ahall be sent by the contracting officer to the DOL , Administrator of the Wage and Hour Division, Employment Standards Administration , Washington , D.C. 20210. The Wage and Hour Administrator, or an authorized representa- tive, will approve, modify, or dlsepprove every additional classification action within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30-day period that additional time Is necessary. d. In the event the contractor or subcontractors, as appropriate, the laborers or mechanics to be employed In the additional classification or their representatives. and the oontractlng officer do not agree on the proposed dassification and wage rate (including the amount designated for fringe benefits. where appropriata), the contracting officer shall refer the questions, including the views of all Interested parties and the recommendation of the contracting officer, to the Wsoe and HO\K Administrator lor determination. Salcf Administrator, or an authorized representative . W11 Issue a determination Wllhln 30 days of receipt and so advise the contrac:tiog oftlcer or Will notify the contracting olficer within the 30-day period that add itional time Ia necesaary e. The wage rate (Including fringe benefits where appropriate) determined pursuant to paragraph 2c or 2d of this Section IV shall be paid to all workers performing work In the additional classification from the first day on which work is P~;rformed In the classification . 3. Payment of Fringe Benetlt8: a. Whenever the minimum wage rate prescribed In the contract for a class of laborers or mechanics Includes a fringe beoeftt which Is not expressed as an hourly rate . the contractor or subcontractors, as appropriate, shall eHher pay the benefit aa stated In the wage determination or shall pay another bona ftde fringe benefit or an hourly case equivalent thereof. b. If the contractor or subcontrador, as appropriate, does not make payments to a trustee or other third person, he/she may consider as a part of the wages of any taborer or mechanic the amount of any costa reasonably anticipated In providing bona fide fringe benefits under a plan or program, provided, that the Sectetary of Labor has found , upon the written request of the contractor, that the applicable standards of the Davis-B..:on Ad have been met. The Seaetary of Labor may require the contrador to set asJde In a separate account assets ror the meeting of obligations under the plan or program 4. Apprentlc:n and TralnH• (Programs of the U.S. DOL) and Helpera: a. Apprentices: (1) Apprentices will be permitted to work at less than the predetermined rate lor the work they performed when they are employed Exhibit I -Page 3 of 8 REQUIRED BY 23 CFR 633.102 - pursuant to and individua lly registered In a bona ftde apprenticeshi p program registered with the DOL, Employment and Training Administration , Bureau of Apprenticeship and Training, or with a State apprenticeship agency 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 apprenticeship program, whO is not Individually registered In the program , but who has been certified by the Bureau of Apprenticeship and Training or a State apprenticeship agency (where appropriate) to be eligible for probationary employment as an apprentice. (2) The allowable ratio of apprentices to journeyman-level employees on the job site in any craft classification shall not be greater than the ratio permitted to the contractor as to the entire wori< force under the registered program. Any employee llsted on a payroll at an apprentice wage rate. who Is not reg istered or otherwise employed as stated above , shall be paid not less than the applicable wage rate listed in the wage determination for the classification of wort~ actually performed. In addition, any apprentice performing work on the job sHe In excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed . Where a contractor or subcontractor is performing construction on a project in a locality other than that in which its program is registered, the ratios and wage rates (expressed In percentages of the journeyman-level hOurly rate) specified In the contractor's or subcontractor's registered program shall be obServed . (3) Every apprentice must be paid at not less than the rate specified in the registered program for the apprentice's level of progress, expressed as a percentage of the journeyman-level hourly rate specified In the applicable wage determination. Apprentices shall be paid frlnge benefits In accordance with the provisions of the apprenticeship program. If the apprenticeship program does not specify frlnge benefits, apprentices must be paid the full amount of frlnge benefits listed on the wage determination for the applicable classification. If the Administrator for the Wage and Hour Division determines that a different practice prevails for the applicable apprentice classification , fringes shall be paid in accordance with that determination . (4) In the event the Bureau of Apprenticeship and Training, or a State apprenticeship agency recognized by the Bureau, withdraws approval of an apprenticeship program , the contractor or subcontractor will no longer be perm«ted to utilize apprentices at less than the applicable predetermined rate for the comparable work performed by regular employees until an acceptable program is approved. b. Trainees: (1) Except as provided in 29 CFR 5.16, trainees will not be permitted to wort~ at less than the predetermined rate for the wort~ performed unless they are employed pursuant to and individually registered In a program which has received prior approval , eVidenced by formal certification by the DOL, EmplOyment and Training Administration. (2) The ratio of trainees to j ourneyman-level employees on the j ob site shall not be greater than permitted under the plan approved by the Employment and Training Administration. Any employee listed on the payroll at a trainee rate who is not registered and participating in a training plan approved by the Employment and Training Administration shall be paid not less than the applicable wage rate on the wage determination for the classification of wori< actually performed . In addition , any trainee performing wort~ on the job site In excess of the ratio permitted under the registered program shall be paid not less than th e applicable wage rate on the wage determination for the work actually performed. (3) Every trainee must be paid at not less than the rate specified in the approved program fo r his/her level of progress. expressed as a percentage of the journeyman-level hourly rate specified in the applicable wage determination . Trainees shall be paid fringe benefits in accordance with the provisions of the trainee program . If the tra inee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed on the wage determination unless the Administrator of the Wage and Hour Division determ ines that there Is an apprenticeship program associated with the corresponding j ourneyman-level wage rate on the wage determination which provides fo r less than full fringe benefits for apprentices, In which case such trainees shall receive the same fringe benefits as apprentices. (4) In the event the Employment and Tra ining Administration withdraws approval of a training program , the contractor or subcontractor will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the wort~ performed until an acceptable program Is approved. c. Helpers: Helpers will be permitted to wori< on a project If the helper classification Is specified and defined on the applicable wage determina- tion or Is approved pursuant to the conformance procedu re set forth in Section IV.2. Any worker listed on a payroll at a helper wage rate. who Is not a helper unde r a app roved defi nition, shall be paid not less than the applicable wage rate on the wage determination for the classification of wor1< actually performed . 5. Apprentices end Trainees (Progrems of the U.S. DOT): Apprentices and trainees wori<lng under apprenticeship and sklll training programs YAIIch have been certified by the Secretary of Transportation as promoting EEO In connection with Federal-aid highway construction programs are not subject to the requirements of paragraph 4 of this Section IV . The straight time hOurly wage rates for apprentices and trainees under such programs will be established by the particular programs. The ratio of apprentices and trainees to journeymen shall not be greater than permitted by the terms of the particular program. 6. Withholding: The SHA shall upon Hs own action or upon written request of an authorized representative of the DOL withhOld, or cause to be withheld, from the contractor or subcontractor under this Agreement or any other Federal contract with the same prime contractor, or any other Federally- assisted contract subject to Da vis-Bacon prevailing wage requ irements wh ich is held by the same prime contractor. as much of the accrued payments or advances as may be considered necessary to pay laborers and mechanics, Including apprentices, trainees. and helpers, emplOyed by the contractor or any subcontractor the full amount of wages required by the contract. In the event of failure to pay any laborer or mechanic, including any apprentice, trainee, or helper, employed or wori<lng on the site of the wort~, all or part of the wages required by the contract, the SHA contracting otTicer may, after written notice to the contractor, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased. 7. Overtime Requlremenbl: No contractor or subcontractor contracling for any part of the contract wori< which may require or involve the employment of laborers, mechanics, watchmen, or guards (including apprentices, trainees, and helpers described in paragraphs 4 and 5 above) shall require or permit any laborer, mechanic, watchman, or guard In any wori<Week In which he/she is employed on such work, to wori< In excess of 40 hours In such wori<week unless such taborer, mechanic, watchman, or guard receives compensation at a rate not less than one-and-one-half times his/her basic rate of pay for all hours worlled in excess of 40 hours in such workweek. 8. VIolation: liabiiHy for Unpaid Wages ; Liquidated Damages: In the event of any violation of the clause set forth In paragraph 7 above, the contractor and any subcontractor responsible thereof shall be liable to the affected emplOyee for his/her unpaid wages. In addition, such contractor and subcontractor shalt be liable to the United States (In the case of wori< done under contract for the District of Columbia or a territory, to such District or to such ten1tory) 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 $10 for each calendar day on which such employee was required or permitted to worll in excess of the standard work week of 40 hours without payment of the overtime wages requi red by the clause set forth in paragraph 7. 9. Wltlhholdlng for Unpeld Wages and Liquidated Damages: The SHA shalt upon its own action or upon written request of any authorized representative of the DOL withhold, or cause to be withheld, firom any monies payable on account of work performed by the contractor or subcontractor unde r any such contract or any other Federal contract with the same prime contractor, or any other Federally- assisted contract subject to the Contract Wori< Hours and Safety Standards Act, which Is held by the same prime contractor. such sums as may be determined to be necessary to satisfy any UabiiHies of such contractor or subcontractor for unpaid wages and liquidated damages as provided In the clause set forth In paragraph 8 above . Exhibit I -Page 4 of 8 REQUIRED BY 23 CFR 633.102 V. STATEMENTS AND PAYROLLS (Applicable to all Federal-aid construction contracts exceeding $2,000 and to all related subcontracts, except for projects located on roadWays classified as local roads or rural collectors, which are exempt.) 1. Compliance with Copeland Regulations (29 CFR 3): The contractor shall comply with the Copeland Regulations of the Secretary of labor which are herein Incorporated by reference. 2. Payrolls and Payroll Records: a. Payrolls and basic records relating thereto shall be maintained by the contractor and each subCOntractor during the course of the work and preserved for a period of 3 years from the date of completion of the contract for all laborers, mechanics, apprentices, trainees, watchmen , helpers, and guards working at the site of the work. b. The payroll records shall contain the name, social security number, and address or each such employee; his or her correct classifiCation; hourly rates or wages paid Oncludlng rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalent thereof the types described in Section 1(b)(2)(B) of the Davis Bacon Act); daily and weekly number of hours worked; deductions made; and actual wages paid. In addition, for Appalachian contracts, the payroll records shall contain a notation indicating whether the employee does, or does not, normally reside In the labor area as defined in Attachment A , paragraph 1. Whenever the Secretary of Labor, pursuant to Section IV, paragraph 3b, has found that the wages of any laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in Section 1 (b)(2)(B) of the Davis Bacon Act, the contractor and each subcontractor shall maintain records which show that the commitment to provide such benefits is enforceable, that the plan or program is financially responsible, that the plan or program has been communicated In writing to the laborers or mechanics affected, and show the cost anticipated or the actual cost incurred in providing benefits. Contractors or subcontractors employing apprentices or trainees under approved programs shall maintain written evidence of the registration or apprentices and trainees, and ratios and wage rates prescribed in the applicable programs. c. Each contractor and subCOntractor shall furnish, each week in which any contract work is performed, to the SHA resident engineer a payroll of wages paid each ol its employees (including apprentices, trainees, and helpers, described in Section IV, paragraphs 4 and 5, and watchmen and 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 information may be submitted in any form desired. Optional Form WH-347 is available for this purpose and may be purchased from the Superintendent of Documents (Federal stock number 029-005-0014-1), U.S. Government Printing Office, Washington, D .C. 20402 . The prime contractor is responsible for the submission or copies of payrolls by all subcontractors. d. Each payroll submitted shall be accompanied by a "Statement of Compliance," signed by the contractor or subcontractor or his/her agent who pays or supervises the payment of the persons employed under the contract and shall certify the following: (1) that the payroll for the payroll period contains the information required to be mainta ined under paragraph 2b of this Section V and that such Information is correct and complete; (2) that such laborer or mechanic (including each helper, apprentice, and trainee) employed on the contract during the payroll period has been paid the full weekly wages earned , without rebate, either directly or indirectly, and that no deductions have been made either di rectly or indirectly from the full wages eamed, other than permissible deductions as set forth in the 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 equivalent for the classification of worked performed, as spedfled In the applicable wage determination Incorporated into the contract. e. The weekly subm ission of a properly executed certifiCation set forth on the reverse side of Optional Form WH-347 shall satisfy the requ irement for submission of the "Statement of Compliance" required by paragraph 2d of this Section V . f. The falsification of any of the above certifications may subject the contractor to civil or criminal prosecution under 18 U.S.C . 1001 and 31 U.S.C. 231 . g. The contractor or subcontractor shall make the records required under paragraph 2b of this Section V available for inspection, copying, or transcription by authorized representatives of the SHA, the FHWA, or the DOL, and shall permit such representatives to interview employees during working hours on the job. If the contractor or subcontractor fails to submit the required records or to make them available, the SHA, the FHWA, the DOL, or all may, after written notice to the contractor, sponsor, applicant, or owner, take such actions as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds . Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment action pursuant to 29 CFR 5.12 . VI. RECORD OF MATERIALS, SUPPLIES, AND LABOR 1. On all Federal-aid contracts on the National Highway System, except those which provide solely for the Installation of protective devices at railroad grade crossings, those which are constructed on a force account or direct labor basis, highway beautification contracts, and contracts for which the total final construction cost for roadway and bridge is less than $1,000,000 (23 CFR 635) the contractor shall : a. Become familiar with the list of specific materials and supplies contained in Form FHWA-47, •statement of Materials and labor Used by Contractor or Highway Construction Involving Federal Funds," prior to the commencement of work under this Agreement. b. Maintain a record of the total cost of all materials and supplies purchased for and incorporated in the work, and also or the quantities or those specific materials and supplies listed on Form FHWA- 47 , and in the units shown on Form FHWA-47. c. Furnish , upon the completion of the contract, to the SHA resident engineer on Form FHWA-47 together with the data required in paragraph 1 b relative to materials and supplies , a final labor summary of all contract work Indicating the total hours worked and the total amount earned. 2. At the prime contracto~s option, either a single report covering all contract work or separate reports for the contractor and for each subcontract shall be submitted. VII. SUBLETTING OR ASSIGNING THE CONTRACT 1. The contractor shall perform with Its own organization contract work amounting to not less than 30 percent (or a greater percentage if specified elsewhere In the contract) or the total original contract price, excluding any specialty items designated by the State . Specialty items may be performed by subcontract and the amount of any such specialty items performed may be deducted from the total original contract price before computing the amount of work required to be performed by the contracto~s own organization (23 CFR 635). a. "Its own organization" shall be construed to include only workers employed and paid directly by the prime contractor and equipment owned or rented by the prime contractor, with or Without operators. Such term does not Include employees or equipment of a subCOntractor, assignee, or agent ol the prime contractor. b. "Specialty Items" shall be construed to be limited to work that requires highly specialized knowledge, abilities, or equipment not ordinarily available in the type of contracting organizations qualified and expected to bid on the contract as a whole and in general are to be limited to minor components of the overall contract. 2. The contract amount upon which the requirements set forth in paragraph 1 of Section VIlis computed includes the cost of material and manufactured products which are to be purchased or produced by the contractor under the contract provision s. 3 . The contractor shall furnish (a) a competent superintendent or supervisor who is employed by the firm, has full authority to direct performance of the work in accordance with the contract requirements, and is in charge of all construction operations (regardless of who performs the work) and (b) such other of its own organizational resources (supervision, management, and engineering services) as the SHA contracting officer determines is necessary to assure the performance of the contract. 4. No portion of the contract shall be sublet, assigned or otherwise Exhibit I -Page 5 of 8 REQUIRED BY 23 CFR 633.1 02 - disposed of except with the written consent of the SHA contracting officer, or authorized representative, and such consent Vt'hen giVen shall not be construed to relieve the contractor of any responsibility for the fulfillment of the contract Wr1tlen consent will be given only after the SHA has assured that each subcontract is evidenced in writing and that it contains all pertinent provisions and requirements of the prime contract VIII. SAFETY: ACCIDENT PREVENTION 1. In the performance of this Agreement the contractor shall comply with all applicable Federal, State, and local laws governing safety. health, and sanitatiOn (23 CFR 635). The 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 the safety of the public and to protect property In connection with the performance of the work covered by the contract. 2. It is a condition of this Agreement, and shall be made a condition of each subcontract. which the contractor enters lnlo pursuant to this Agreement, that the contractor and any subcontractor shall not perm it any employee, in performance of the contract, to work In surroundings or under conditions which are unsanitary, hazardous or dangerous to his/her heaHh or safety, as determined under construction safety and health standards (29 CFR 1926) promulgated by the Secretary of Labor, In accordance with Section 107 of the Contract Work Hours and Safety Standards Ad (40 U .S.C. 333). 3. Pursuant to 29 CFR 1926.3, it Is a condition of th is Agreement that the Secretary of Labor or authorized representative thereof, shall have right of entry to any site of contract performance to Inspect or Investigate the matter of compliance with the construction safety and health standards and to carry out the dulles of the Secretary under SectiOn 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 333). IX. FALSE STATEMENTS CONCERNING HIGHWAY PROJECTS in order to assure high quality and durable construction in conformity with approved plans and specifications and a high degree of reliability on statements and representations made by engineers , contractors, suppli- ers, and workers on Federal-aid hi ghway projects , il is essential that all persons concerned with the project perform their functions as carefully, thoroughly, and honestly as possible. Willful falsification. distor1ion, or misrepresentation with respect to any facts related to the project Is a violation of Federal law. To prevent any misunderstanding regarding the seriousness of these and similar acts, the following notice shall be posted on each Federal-aid highway project (23 CFR 635) in one or more p laces where it is readily available to all persons concerned with the project: NOTICE TO ALL PERSONNEL ENGAGED ON FEDERAL-AID HIGHWAY PROJECTS 1 B U.S. C . 1020 reads as follows : "Whoever, being an officer, agent, or employee of the United States, or of any State or Territory, or whoever. whether a person, association, firm, or corporation, knowingly makes any false statement, false representation, or false report as to the character. quality, quantity, or cost of the material used or to be used, or the quantity or quality of the work performed or to be performed, or the cost thereof in connection with the submission of plans, maps, specifications. contracts, or costs of construction on any highway or related project submitted for approval to the Secretary of Transportation; or Whoever knowingly makes any false statement, false representation, false report or false claim with respect to the character. quality, quantity, or cost of any worlc performed or to be performed, or materials furnished or to be furn ished, in connection with the construction of any highway or related project approved by the Secretary of Transportation; or Whoever knowingly makes any false statement or false representation as to material fact in any statement, certificate, or report submitted pursuant to provisions of the Federal-aid Roads Act approved July 1, 1916, (39 Stat. 355), as amended and supplemented; Shall be fined not more that $10,000 or imprisoned not mora then 5 years or both. • X. IMPLEMENTATION OF CLEAN AIR ACT AND FEDERAL WATER POLLUTION CONTROL ACT (Applicable to all Federal-aid construction contracts and to all related subcontracts of $100,000 or more.) By submission of this bid or the e xecuVon of this Agreement, or subcontract, as appropriate, the bidder, Federal-ai d construction contractor, or subcontractor, as appropriate, will be deemed to have stipulated as follows: 1. That any facility that is or will be utilized In the performance of this Agreement, unless such contract is exempt under the Clean Air Act, as amended (42 U.S.C. 1857 .at~ .. as amended by Pub.l. 91 -604). and under the Federal Water Pollution Control Act as amended (33 U .S.C. 1251 .Qt ~.as amended by Pub.L 92·500), Executive Order 11738, and regulations In implementation thereof (40 CFR 15) Is not listed, on the date of contract award, on the U.S. Environmental Protection Agency (EPA) list of Violating Facilities pursuant to 40 CFR 15.20. 2. That the firm agrees to comply and remain In compliance with all the requirements of Section 114 of the Clean Air Act and Section 308 of the Federal Water Pollution Control Act and all regulations and guidelines listed thereunder. 3. That the firm shall promptly notify the SHA of the receipt of any communication from the Director, Office of Federal Activities. EPA, Indicating that a facility thai Is or will be utilized for the contract is under consideration to be listed on the EPA List of ViOlating Facilities . 4. That the firm agrees to include or cause to be Included the requirements of paragraph 1 through 4 of this Section X in every nonexempt subcontract, and further agrees to take such action as the government may direct as a means of enforcing such requirements . XI. CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY AND VOWNTARY EXCLUSION 1. lnstrucUons for CertiflcaUon -Primary Covered Transactions: (Applicable to all Federal-aid contracts-49 CFR 29) a. By signing and submitting this proposal, the prospective primary participant Is providing the certification set out below. b. The in ability of a person to provide the certification set out below will not necessarily resuH In denia l of partlcipaVon in this covered transaction. The prospective participant shall submit an explanation of why n cannot provide the certification set out below. The certification or explanation will be considered in connection with the department or agency's determination whether to enter Into this transaction. However, failure of the prospective primary participant to furnish a certifiCation or an explanation shall disqualify such a person 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 later determi ned that the prospective primary participant knowingly rendered an erroneous certification, In addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause of default. d . The prospective primary participant shall provide Immediate written notice to the department or agency to whom lhis proposal is submitted if any time the prospective primary participant learns that ~s certification was erroneous when submitted or has become erroneous by reason of changed circumstances. e. The terms "covered transaction,• "debarred ," "suspended ," "Ineligible," '1ower tier covered transaction,• "participant," "person," "primary covered transaction," "principal," "proposal ," and "voluntarily excluded," as used in this clause, have the meanings set out In the Definitions and Coverage sections of rules Implementing Executive Order 12549. You may contact the department or agency to which th is proposal Is submitted for assistance in obtaining a copy of those regulations . f. The prospective primary participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction w~h a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency entering Into this transactlon. g. The prospective primary participant further agrees by submitting this proposal that It will include the clause tilled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exdusion- Lower ner Covered Transaction , • provided by the department or agency Exhibit I -Page 6 of 8 REQUIRED BY 23 CFR 633.102 - enterlllO Into this covered transaction , without modification, In all lower ber covered transactions and In all solicitations for I~ tier covered transactions h. A participant In a covered transacllon may rely upon a certification of a prospective participant in a lower tier covered transaction that Is not debarred, suspended, Ineligible, or voluntarily exduded from the covered transaction, unless It knows that the certification Is erroneous. A participant may decide the method and frequency by which it determines the eligibility or its principals Each participant may, but Is not required to, check the non-procurement portion of the "Usts of Partles Excluded From Federal Procurement or Non-procurement Programs" (Non-procurement Ust) Which Is complied by the General Services Administration. I. Nothing contained In the foregoing shall be construed to require establishment of a system of records in order to render In good faith the certification required by this clause. 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 business dealings j. Except for transactions authorized under paragraph f of these Instructions, if a partiCipant In a covered transaction knowingly enters 11110 a lower tier covered transaction with a person Who Is suspended, debarred, Ineligible, or voluntanly exduded from participation In this transiCIJon, In additiOn to other remedieS ava,lable to the Federal Government. the department or agency may terminate this transaction for cause or default Certlflc.Uon Regarding Dtbannent, Suspension, Ineligibility and Voluntary Exclusion-Primary Covered TranNcUons 1. The prospective primary participant certifies to the best of Its knowledge and belief, that n and its principals: a. Are not presently debarred, suspended, proposed for debarment declared Ineligible, or voluntarily exCluded from covered transactions by any Federal department or agency; b. Have not within a 3-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense In connection with obtaining, attempting to obtain, or performing a public (Federal, State or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft. lorgery, bribery, fal11ncaUon or destruction of records . making false statements, or receiving stolen property; c Are not presently indicted for or otherwise crtrnnally or clvfny charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated In paragraph 1 b of this certification ; and d. Have not w~hin a 3-year period preceding this application/proposal had one or more public transactions (Federal, State or local) terminated for cause or default. 2. Where the prospective primary participant Is unable to certify to any of the statements In this certification, such prospective participant shall attach an explanation to this proposal. 2 . lnatructlona for Certification • Lower Tltr Covered Tranaac- llona: (Applicable to all subcontracts, purchase orders and other lower tier tranNctions of $25,000 or more. 49 CFR 29) a By signing end submitllng this proposal, the prospective lower tier Is provfdlng the oertJficati on set out below. b The certification in this clause Is a material representation of fact upon whiCh rellanca was placed when th is transaction was entered Into. 11 It Is later determined that lihe prospective lower tier parlldpant knowingly rendered an erroneous certifiCation , In addition to other remedies available to the Federal Govemmen~ the department, or agency With which this transaction originated may pursue available remedi es, lndudlng suspension and/or debarment c. The prospective lower tier participant shall provide Immediate written notice to the person lo whiCh this propoNI Ia submitted if at any time the prospective lower tier partidpantleams that 1ts certfication was erroneous by reason of changed circumstances d. The terms "covered transactron." "debarred." •suspended." "meflgible," "primary covered transaction." "participant," "person," "principal." "proposal." and "voluntarily excluded, • as used In this cia use, have the meanings set out In the Definitions and Coverage sections of ru les implementing Executive Order 12549. You may contact the person to Which this proposal is submitted for assistance In obtaini ng a copy of those regulations. e. The prospective lower tier participant ag rees by submitting this proposal that. should the proposed covered transaction be entered Into. it shall not knowingly enter Into any lower tier covered transaction wtth a person who is debarred, suspended, declared Ineligible, or voluntarily exduded from participation In this covered transaction, unless authorized by the department or agency w1th wh1ch thiS transaction onginated f. The prospeclfve lower tier participant further agrees by submitting this proposal that it wtU Include this clause btied "Certification Regard1ng Debarment. Suspension, lnellg!bihty and Voluntary Exclusion- Lower Tier Covered Transaction," Without modification , in all lower tier covered transactions and 10 all so llatations for lower ber covered transactions. g. A participant in a covered transaction may rely upon a cerilficalion of a prospective participant In a lower tier covered transaction that Is not debarred, suspended, Ineligible, or voluntarily excluded from the covered transaction, unless It knows that the certification Is erroneous. A participant may decide the method and frequency by Which It determines the eligibility of Its principals . Eacih participant may, bulls not required to, check the Non-procurement List. h. Nothing contained in the foregoing shall be construed to require establishment of a system or records In order to render In good faith the certification required by this clause. 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 business dealings. 1. Except for transactions authorized under paragraph e of these instructions, if a participant in a covered transaction knowing ly enters Into a lower IJer covered transaction With a person who Is suspended, debarred, Ineligible, or voluntarily exduded from participation In this transaction. In addition to other remedies available to the Federal Government, the department or agency with Which thi s transaction originated may pursue avaltable remedies, Including suspension and/or debarment Certification Regarding Debannent, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Covered Tran11ct1ona: 1. The prospeclfve lower tier participant certlftes. by submission of this proposal, that neither II nor Its principals Is presently debarred, suspended, proposed for debarment, declared Ineligible, or voluntarily exduded from participation In this transaction by any Federal department or agency. 2. Where the prospective lower tier participant Is unable to certify to any of lihe statements In this certification , such prospechve participant shall attach an explanation to th is proposal. Xll. CERTIFICATION REGARDING USE OF CONTRACT FUNDS OR LOBBYING (Applicable to all Federal-aid construction contracts and to al related subcontracts which exceed $100,000 • 48 CFR 20) 1. The prospective partidpant oertlfies, by Signing and submitting this bid or proposal, to the best of his or her knOWledge and bel ef, !hat a. No Federal appropriated funds have been paid or wlll be paid , by or on behalf of the undersigned, to any per son for lnftuencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an offtcer or employee of Congress , or an employee of a Member of Congress In connection with the awarding of Exhibit I -Page 7 of 8 REQUIRED BY 23 CFR 633.102 - any Federtll oooll8ct, the making ot any Federal grant, the making d any Federal loan. the entering Into of any cooperative agreement. and the extension. oonUnuabon. renewal , amendment, or modification of any Federal contract, grant, loan, or cooperative agreement b. If any funds other than Federal appropriated funds have been paid or wilt be paid to any person for influencing or atlempting to lnftuence an officer or employee of any Federal agency, a Member of Congress, an otncer or employee of Congress, or an employee of a Member of Congress in connection with this Federal oootract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form·LLL, "Disclosure Form to Report Lobbying ,• In accordance with Its lnatructiona. 2 This certlllcation Ia a material representation of fact upon wh ich reliance was placed when this transaction waa made or entered Into. 2. Submission of this certiftcation Ia a prerequisite for making or entering lniO this transaction imposed by 31 U.S . C. 1352. Any person who fa~s to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. 3. The prospective participant alao agrees by submitting hla or her bid or proposal that he or she shall require that the language of this certiflcation be included in all lower tier subcontracts, which exceed $100,000 a.nd that all such recipients shall certify and disclose accordingly Exhibit I -Page 8 of 8 REQUIRED BY 23 CFR 633.102 - 37. EXHIBIT J-FEDERAL REQUIREMENTS Federal laws and regulations that may be applicable to the Work include: A. Uniform Administrative Requirements for Agreements and Cooperative Agreements to State and Local Governments (Common Rule) The "Uniform Administrative Requirements for Agreements and Cooperative Agreements to State and Local Governments (Common Rule), at 49 Code of Federal Regulations, Part 18, except to the extent that other applicable federal requirements (including the provisions of 23 CFR Parts 172 or 633 or 635) are more specific than provisions of Part 18 and therefore supersede such Part 18 provisions. The requirements of 49 CFR 18 include , without limitation: i. the Local Agency/Contractor shall follow applicable procurement procedures, as required by section 18.36(d); ii. the Local Agency/Contractor shall request and obtain prior COOT approval of changes to any subcontracts in the manner, and to the extent required by, applicable provisions of section 18.30; iii. the Local Agency/Contractor shall comply with section 18.37 concerning any sub- Agreements; iv. to expedite any COOT approval, the Local Agency/Contractor's attorney, or other authorized representative, shall also submit a letter to COOT certifying Local Agency/Contractor compliance with section 18.30 change order procedures, and with 18.36(d) procurement procedures, and with 18.37 sub-Agreement procedures, as applicable; v. the Local Agency/Contractor shall incorporate the specific contract provisions described in 18.36(i) (which are also deemed incorporated herein) into any subcontract(s) for such services as terms and conditions of those subcontracts. B. Executive Order 11246 Executive Order 11246 of September 24, 1965 entitled "Equal Employment Opportunity," as amended by Executive Order 11375 of October 13, 1967 and as supplemented in Department of Labor regulations (41 CFR Chapter 60) (All construction contracts awarded in excess of $10,000 by the Local Agencys and their contractors or sub-the Local Agencys). C. Copeland "Anti-Kickback" Act The Copeland "Anti-Kickback" Act (18 U.S.C. 874) as supplemented in Department of Labor regulations (29 CFR Part 3) (All contracts and sub-Agreements for construction or repair). D. Davis-Bacon Act The Davis-Bacon Act (40 U.S .C. 276a to a-7) as supplemented by Department of Labor regulations (29 CFR Part 5) (Construction contracts in excess of $2,000 awarded by the Local Agencys and sub-the Local Agencys when required by Federal Agreement program legislation . This act requires that all laborers and mechanics employed by contractors or sub-contractors to work on construction projects financed by federal assistance must be paid wages not less than those established for the locality of the project by the Secretary of Labor). E. Contract Work Hours and Safety Standards Act Sections 103 and 107 of the Contract Work Hours and Safety Standards Act (40 U.S .C. 327- 330) as supplemented by Department of Labor regulations (29 CFR Part 5). (Construction contracts awarded by the Local Agencys and sub-the Local Agencys in excess of $2,000, and in excess of $2,500 for other contracts which involve the employment of mechanics or laborers). F. Clear Air Act Standards, orders, or requirements issued under section 306 of the Clear Air Act (42 U .S.C. 1857(h), section 508 of the Clean Water Act (33 U .S . C. 1368). Executive Order 11738, and Environmental Protection Agency regulations (40 CFR Part 15) (contracts, subcontracts, and sub-Agreements of amounts in excess of $100,000). G. Energy Policy and Conservation Act Exhibit J -Page 1 of 3 Mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub. L. 94-163). H. OMB Circulars Office of Management and Budget Circulars A-87, A-21 or A-122, and A-102 or A-110, whichever is applicable . 1. Hatch Act The Hatch Act (5 USC 1501-1508) and Public Law 95-454 Section 4728. These statutes state that federal funds cannot be used for partisan political purposes of any kind by any person or organization involved in the administration of federally-assisted programs. J . Nondiscrimination 42 USC 6101 et seq. 42 USC 2000d, 29 USC 794, and implementing regulation , 45 C .F.R. Part 80 et. seq . These acts require that no person shall, on the grounds of race, color, national origin , age, or handicap, be excluded from participation in or be subjected to discrimination in any program or activity funded , in whole or part, by federal funds. K .ADA The Americans with Disabilities Act (Public Law 101-336; 42 USC 12101 , 12102, 12111-12117, 12131-12134, 12141-12150, 12161-12165, 12181-12189, 12201-12213 47 USC 225 and 47 usc 611 . L . Uniform Relocation Assistance and Real Property Acquisition Policies Act The Unifqrm Relocation Assistance and Real Property Acquisition Policies Act, as amended (Public Law 91-646, as amended and Public Law 100-17, 101 Stat. 246-256). (If the contractor is acquiring real property and displacing households or businesses in the performance of the Agreement). M . Drug-Free Workplace Act The Drug-Free Workplace Act (Public Law 100-690 Title V, subtitleD, 41 USC 701 et seq.). N . Age Discrimination Act of 1975 The Age Discrimination Act of 1975, 42 U .S.C . Sections 6101 et. seq . and its implementing regulation, 45 C.F.R. Part 91 ; Section 504 of the Rehabilitation Act of 1973, 29 U.S.C. 794, as amended , and implementing regulation 45 C .F .R. Part 84. 0. 23 C.F.R. Part 172 23 C .F.R. Part 172, concerning "Administration of Engineering and Design Related Contracts". P. 23 C.F.R Part 633 23 C .F.R Part 633, concerning "Required Contract Provisions for Federal-Aid Construction Contracts". Q. 23 C.F.R. Part 635 23 C.F.R. Part 635, concerning "Construction and Maintenance Provisions". R. Title VI of the Civil Rights Act of 1964 and 162(a) of the Federal Aid Highway Act of 1973 Title VI of the Civil Rights Act of 1964 and 162(a) of the Federal Aid Highway Act of 1973. The requirements for which are shown in the Nondiscrimination Provisions, which are attached hereto and made a part hereof. S. Nondiscrimination Provisions: S . Nondiscrimination Provisions: In compliance with Title VI of the Civil Rights Act of 1964 and with Section 162(a) of the Federal Aid Highway Act of 1973, the Contractor, for itself, its assignees and successors in interest, agree as follows: i . Compliance with Regulations The Contractor will comply with the Regulations of the Department of Transportation relative to nondiscrimination in Federally assisted programs of the Department of Transportation Exhibit J -Page 2 of 3 (Title 49, Code of Federal Regulations, Part 21, hereinafter referred to as the "Regulations"}, which are herein incorporated by reference and made a part of this Agreement. ii. Nondiscrimination The Contractor, with regard to the work performed by it after award and prior to completion of the contract work, will not discriminate on the ground of race, color, sex, mental or physical handicap or national origin in the selection and retention of Subcontractors, including procurement of materials and leases of equipment. The Contractor will not participate either directly or indirectly in the discrimination prohibited by Section 21 .5 of the Regulations, including employment practices when the contract covers a program set forth in Appendix C of the Regulations. iii. Solicitations for Subcontracts, Including Procurement of Materials and Equipment In all solicitations either by competitive bidding or negotiation made by the Contractor for work to be performed under a subcontract, including procurement of materials or equipment, each potential Subcontractor or supplier shall be notified by the Contractor of the Contractor's obligations under this Agreement and the Regulations relative to nondiscrimination on the ground of race, color, sex , mental or physical handicap or national origin . iv. Information and Reports The Contractor will provide all information and reports required by the Regulations , or orders and instructions issued pursuant thereto and will permit access to its books, records , accounts, other sources of information and its facilities as may be determined by the State or the FHWA to be pertinent to ascertain compliance with such Regulations, orders and instructions. Where any information required of the Contractor is in the exclusive possession of another who fails or refuses to furnish this information, the Contractor shall so certify to the State, or the FHWA as appropriate and shall set forth what efforts have been made to obtain the information. v. Sanctions for Noncompliance. In the event of the Contractor's noncompliance with the nondiscrimination provisions of this Agreement, the State shall impose such contract sanctions as it or the FHWA may determine to be appropriate, including , but not limited to: a. Withholding of payments to the Contractor under the contract until the Contractor complies, and/or b. Cancellation, termination or suspension of the contract, in whole or in part. T. Incorporation of Provlsions§22 The Contractor will include the provisions of paragraphs A through F in every subcontract, including procurement of materials and leases of equipment, unless exempt by the Regulations, orders, or instructions issued pursuant thereto. The Contractor will take such action with respect to any subcontract or procurement as the State or the FHWA may direct as a means of enforcing such provisions including sanctions for noncompliance; provided, however, that, in the event the Contractor becomes involved in, or is threatened with, litigation with a Subcontractor or supplier as a result of such direction, the Contractor may request the State to enter into such litigation to protect the interest of the State and in addition, the Contractor may request the FHWA to enter into such litigation to protect the interests of the United States. Exhibit J -Page 3 of 3 38. EXHIBIT K-SUPPLEMENTAL FEDERAL PROVISIONS • State of Colorado Supplemental Provisions for Federally Funded Contracts, Grants, and Purchase Orders Subject to The Federal Funding Accountability and Transparency Act of 2006 (FFATA}, As Amended As of October 15, 2010 The contract, grant, or purchase order to which these S\.lpplemental Provisions are attached has been funded, in whole or in part, with an Award of Federal funds. In the event of a conflict between the provisions of these Supplemental Provisions, the Special Provisions, the contract or any attachments or exhibits incorporated into and made a part of the contract, the provisions of these Supplemental Provisions shall control. 1. Definitions. For the purposes of these Supplemental Provisions , the following terms shall have the meanings ascribed to them below. 1.1. "Award" means an award of Federal financial assistance that a non-Federal Entity receives or administers in the form of: 1.1.1. Grants; 1.1.2. Contracts; 1.1.3. Cooperative agreements, which do not include cooperative research and development agreements (CRDA) pursuant to the Federal Technology Transfer Act of 1986, as amended (15 U.S .C. 3710); 1.1.4. Loans; 1.1.5. Loan Guarantees; 1.1.6. Subsidies; 1.1.7. Insurance; 1.1.8. Food commodities; 1.1.9. Direct appropriations; 1.1.1 0. Assessed and voluntary contributions; and 1.1.11.0ther financial assistance transactions that authorize the expenditure of Federal funds by non-Federal Entities. Award does not include: 1.1.12. Technical assistance, which provides services in lieu of money; 1.1.13.A transfer of title to Federally-owned property provided in lieu of money; even if the award is called a grant; 1.1.14.Any award classified for security purposes; or 1.1.15.Any award funded in whole or in part with Recovery funds , as defined in section 1512 of the American Recovery and Reinvestment Act (ARRA) of 2009 (Public Law 111-5). 1.2. "Central Contractor Registration (CCR)" means the Federal repository into which an Entity must enter the information required under the Transparency Act, which may be found at http://www.bpn.gov/ccr. 1.3. "Contract" means the contract to which these Supplemental Provisions are attached and includes all Award types in §1.1.1 through 1.1.11 above. 1.4. "Contractor" means the party or parties to a Contract funded, in whole or in part, with Federal financial assistance, other than the Prime Recipient, and includes grantees, subgrantees, Subrecipients, and borrowers. For purposes of Transparency Act reporting, Contractor does not include Vendors. 1.5. "Data Universal Numbering System (DUNS) Number" means the nine-digit number established and assigned by Dun and Bradstreet, Inc. to uniquely identify a business entity. Dun and Bradstreet's website may be found at: http://fedgov.dnb.com/webform . Exhibit K -Page 1 of 4 1.6. "Entity" means all of the following as defined at 2 CFR part 25, subpart C; 1.6.1. A governmental organization , which is a State, local government, or Indian Tribe; 1.6.2. A foreign public entity; 1.6.3. A domestic or foreign non-profit organization ; 1.6.4. A domestic or foreign for-profit organization ; and 1.6.5. A Federal agency, but only a Subrecipient under an Award or Subaward to a non-Federal entity. 1.7. "Executive" means an officer, managing partner or any other employee in a management position. 1.8. "Federal Award Identification Number (FAIN)" means an Award number assigned by a Federal agency to a Prime Recipient. 1.9. "FFATA" means the Federal Funding Accountability and Transparency Act of 2006 (Public Law 109-282), as amended by §6202 of Public Law 110-252. FFATA, as amended , also is referred to as the "Transparency Act." 1.10. "Prime Recipient" means a Colorado State agency or institution of higher education that receives an Award . 1.11. "Subaward" means a legal instrument pursuant to which a Prime Recipient of Award funds awards all or a portion of such funds to a Subrecipient, in exchange for the Subrecipient's support in the performance of all or any portion of the substantive project or program for which the Award was granted . 1.12. "Subreclpient" means a non-Federal Entity (or a Federal agency under an Award or Subaward to a non-Federal Entity) receiving Federal funds through a Prime Recip ient to support the performance of the Federal project or program for which the Federal funds were awarded. A Sub recipient is subject to the terms and conditions of the Federal Award to the Prime Recipient, including program compliance requirements. The term "Subrecipient" includes and may be referred to as Subgrantee. 1.13. "Subrecipient Parent DUNS Number" means the subrecipient parent organization's 9-digit Data Universal Numbering System (DUNS) number that appears in the subrecipient's Central Contractor Registration (CCR) profile, if applicable. 1.14. "Supplemental Provisions" means these Supplemental Provisions for Federally Funded Contracts, Grants, and Purchase Orders subject to the Federal Funding Accountability and Transparency Act of 2006, As Amended, as may be revised pursuant to ongoing guidance from the relevant Federal or State of Colorado agency or institution of higher education. 1.15. "Total Compensation" means the cash and noncash dollar value earned by an Executive during the Prime Recipient's or Subrecipient's preceding fiscal year and includes the following: 1.15.1.Salary and bonus; 1.15.2.Awards of stock, stock options, and stock appreciation rights , using the dollar amount recognized for financial statement reporting purposes with respect to the fiscal year in accordance with the Statement of Financial Accounting Standards No. 123 (Revised 2005) (FAS 123R), Shared Based Payments; 1.15.3.Earnings for services under non-equity incentive plans, not including group life , health, hospitalization or medical reimbursement plans that do not discriminate in favor of Executives and are available generally to all salaried employees; 1.15.4.Change in present value of defined benefit and actuarial pension plans; 1.15.5.Above-market earnings on deferred compensation which is not tax-qualified; 1.15.6.0ther compensation, if the aggregate value of all such other compensation (e.g. severance, termination payments, value of life insurance paid on behalf of the employee, perquisites or property) for the Executive exceeds $10,000. Exhibit K -Page 2 of 4 1.16. "Transparency Act" means the Federal Funding Accountability and Transparency Act of 2006 (Public Law 1 09-282), as amended by §6202 of Public Law 110-252. The Transparency Act also is referred to as FFATA. 1.17 "Vendor'' means a dealer, distributor, merchant or other seller providing property or services required for a project or program funded by an Award . A Vendor is not a Prime Recipient or a Subrecipient and is not subject to the terms and conditions of the Federal award. Program compliance requirements do not pass through to a Vendor. 2. Compliance. Contractor shall comply with all applicable provisions of the Transparency Act and the regulations issued pursuant thereto, including but not limited to these Supplemental Provisions. Any revisions to such provisions or regulations shall automatically become a part of these Supplemental Provisions, without the necessity of either party executing any further instrument. The State of Colorado may provide written notification to Contractor of such revisions , but such notice shall not be a condition precedent to the effectiveness of such revisions. 3. Central Contractor Registration (CCR) and Data Universal Numbering System (DUNS) Requirements. 3.1. CCR. Contractor shall maintain the currency of its information in the CCR until the Contractor submits the final financial report required under the Award or receives final payment, whichever is l ater. Contractor shall review and update the CCR information at least annually after the initial registration, and more frequently if required by changes in its information. 3.2. DUNS. Contractor shall provide its DUNS number to its Prime Recipient, and shall update Contractor's information in Dun & Bradstreet, Inc. at least annually after the initial registration, and more frequently if required by changes in Contractor's information. 4. Total Compensation. Contractor shall include Total Compensation in CCR for each of its five most highly compensated Executives for the preceding fiscal year if: 4.1. The total Federal funding authorized to date under the Award is $25,000 or more; and 4.2. In the preceding fiscal year, Contractor received: 4.2.1. 80% or more of its annual gross revenues from Federal procurement contracts and subcontracts and/or Federal financial assistance Awards or Subawards subject to the Transparency Act; and 4.2.2. $25,000,000 or more in annual gross revenues from Federal procurement contracts and subcontracts and/or Federal financial assistance Awards or Subawards subject to the Transparency Act; and 4.3. The public does not have access to information about the compensation of such Executives through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U .S .C. 78m(a), 78o(d) or§ 6104 of the Internal Revenue Code of 1986. 5. Reporting. Contractor shall report data elements to CCR and to the Prime Recipient as required in §7 below if Contractor is a Subrecipient for the Award pursuant to the Transparency Act. No direct payment shall be made to Contractor for providing any reports required under these Supplemental Provisions and the cost of producing such reports shall be included in the Contract price. The reporting requirements in §7 below are based on guidance from the US Office of Management and Budget (OMB), and as such are subject to change at any time by OMB. Any such changes shall be automatically incorporated into this Contract and shall become part of Contractor's obligations under this Contract, as provided in §2 above. Exhibit K -Page 3 of 4 The Colorado Office of the State Controller will provide summaries of revised OMB reporting requirements at http://www.colorado.gov/dpa/dfu/sco/FFAT A.htm. 6. Effective Date and Dollar Threshold for Reporting. The effective date of these supplemental provisions apply to new Awards as of October 1, 2010. Reporting requirements in §7 below apply to new Awards as of October 1, 2010, if the initial award is $25,000 or more. If the initial Award is below $25,000 but subsequent Award modifications result in a total Award of $25,000 or more, the Award is subject to the reporting requirements as of the date the Award exceeds $25,000. If the initial Award is $25,000 or more, but funding is subsequently de-obligated such that the total award amount falls below $25,000, the Award shall continue to be subject to the reporting requirements. 7. Subrecipient Reporting Requirements. If Contractor is a Subrecipient, Contractor shall report as set forth below. 7.1 To CCR. A Subrecipient shall register in CCR and report the following data elements in CCR for each Federal Award Identification Number no later than the end of the month following the month in which the Subaward was made: 39. 7.1.1 Subrecipient DUNS Number; 40. 7.1.2 Subrecipient DUNS Number+ 4 if more than one electronic funds transfer (EFT) account; 41. 7.1.3 Subrecipient Parent DUNS Number; 42. 7.1.4Subrecipient's address, including: Street Address, City, State, Country, Zip+ 4, and Congressional District; 43. 7.1.5 Subrecipient's top 5 most highly compensated Executives if the criteria in §4 above are met; and 7.1.6 Subrecipient's Total Compensation of top 5 most highly compensated Executives if criteria in §4 above met. 7 .2 To Prime Recipient. A Subrecipient shall report to its Prime Recipient, upon the effective date of the Contract, the following data elements: 44. 7.2.1 Subrecipient's DUNS Number as registered in CCR. 45. 7.2.2 Primary Place of Performance Information, including: Street Address. City, State, Country, Zip code+ 4, and Congressional District. a. Exemptions. 46. 8.1. These Supplemental Provisions do not apply to an individual who receives an Award as a natural person , unrelated to any business or non-profit organization he or she may own or operate in his or her name. 47. 8.2 A Contractor with gross income from all sources of less than $300,000 in the previous tax year is exempt from the requirements to report Subawards and the Total Compensation of its most highly compensated Executives. 8.3 Effective October 1, 2010, "Award" currently means a grant, cooperative agreement, or other arrangement as defined in Section 1.1 of these Special Provisions . On future dates ·Award" may include other items to be specified by OMB in policy memoranda available at the OMB Web site; Award also will include other types of Awards subject to the Transparency Act. 8.4 There are no Transparency Act reporting requirements for Vendors. 9. Event of Default. Failure to comply with these Supplemental Provisions shall constitute an event of default under the Contract and the State of Colorado may terminate the Contract upon 30 days prior written notice if the default remains uncured five calendar days following the termination of the 30 day notice period. This remedy will be in addition to any other remedy available to the State of Colorado under the Contract, at law or in equity. Exhibit K -Page 4 of 4 I. • 4 • ,. ~ "" City of ?WheatRi_dge ITEMNO: /0, DATE: October 24, 2011 REQUEST FOR CITY COUNCIL ACTION TITLE: MOTION TO APPROVE NECESSARY ACTIONS AND PREPARATION IN THE EVENT OF A RUNOFF ELECTION FOLLOWING THE NOVEMBER 1, 2011 ELECTION 0 PUBLIC HEARING I:8J BIDS/MOTIONS 0 RESOLUTIONS QUASI-JUDICIAL: ;:j/ " / /,/ <..,_..,;' City Attorney ISSUE: 0 ORDINANCES FOR l sT READING 0 ORDINANCES FOR 2ND READING 0 YES I:8J NO City Clerk There are four candidates running for City Clerk in the November 1, 2011 election. Charter sec. 3.7 states that the City Clerk shall be elected by a "majority vote of the electors." Because it is possible that in a field of four candidates, no one candidate will receive a majority (>50%) vote, it is necessary to establish procedures for a runoff election, if needed , so that one candidate can be elected by a majority vote. Currently, no procedures exist for such runoff election. PRIOR ACTION: Study session discussion ( 10/17 Ill). Council in consensus to bring forward for action on October 24, with recommended motions. FINANCIAL IMPACT: Potential cost of conducting a runoff election is yet to be determined. BACKGROUND: Home Rule Charter Charter sec. 3.7 states in part, "The city clerk shall be elected by a majority vote of the electors of the City of Wheat Ridge at each general municipal election ... " "A majority vote of the electors" is the majority of votes cast for a specific office in a particular election, rather than the Council Action Form Octo ber 24 , 2011 Page2 entire pool of registered electors in the City. In the upcoming November 1st election at which there are four candidates for the office of City Clerk, it is possible that no one candidate will receive more than (50%) of the votes cast for that office. By requiring a "majority vote ," Charter sec . 3.7 does not allow for the candidate with merely the most votes to be the winner. For example, a candidate might receive the highest percentage of the vote at 47%; however, that candidate has not received a majority vote. [This is not true for C ity Council candidates, as the Charter does not require a majority and the relevant state statute provides the candidate with the highest vote is elected.] In the eve nt no candidate for City C lerk receives a majority vote, because the Charter clearly requires "a majority vote of the electors," another vote will be required in order to determine the wmner. A runoff election is the proper mechanism for determining who receives "a majority vote." Appointment of an Election Commission The Charter is si lent, as is the statutes, as to the explicit requirement of a runoff election, and is further si lent regarding how a runoff election is to be conducted . However, the C harter creates an E lection Commission whose charge it is to establish election procedures in certain circ um stances. Charter sec. 2.4 provides for the appointment of an Election Commission. Though the Charter directs that the E lection Comm ission shall be appointed at the first meeting in December following a regular City elect ion, the City Attorney has determined that the Council is not prohibited from appointing an E lecti on Commission now. Charter sec. 2.4 (a). The Council should be prepared to re-appoint the E lection Commission at the first meeting in December, to allow the Commission to continue to serve until December, 2013. One of the explicit duties of the Election Commission is to provide the appropriate procedure to be used when an election procedure is in doubt. C harter sec. 2.4 (b). It is appropriate for the Council to appoint two registered electors of the City to serve on the Election Commission. The Ele ction Comm ission is comprised of the City C lerk and two registered electors of the City . Charter sec. 2.4 (a). The two (2) appointees may not be e lected city officers or employees or candidates or nominees for elective city office. Charter sec. 2.4 (a). Also, a member of th e Election Commission may not serve as an election judge. Charter sec. 2.4 (e). The work of the Election Commission The Election Commission has a broad charge as follows: "In any case where e lection procedure is in doubt, the e lection commission shall prescribe the procedure to be followed." Charter sec. 2.4 (b). [n this case, there is doubt concerning the procedure for determining a winner when a candidate is not elected by a majority vote and the subsequent procedure for holding a runoff e lection . This is an appropriate situation for which the Election Commission should establish procedures. This is the charge under which the Election Commission would proceed in determining the process for a runoff election in the event a City Clerk is not elected by a majority vote. For future reference, the Election Commission also has other duties which are more explicitly defmed: C ouncil Action Form October 2 4, 2011 Page 3 • Provide procedures to establish proof of residency qualification where residency is in question. Charter sec. 2.4 (c). • Provide for ballots, sample ballots and any voting methods as approved by state statutes. Charter sec. 2.4 (d). • Determination ofwinner by lot in the event of a tie vote. Charter sec. 2.4 (d). • Canvass of returns. Charter sec. 2.4 (d). • Issuance of appropriate certificates. Charter sec. 2.4 (d). RECOMMENDATION: We recommend that the Council take steps to prepare for the possibility of a needed runoff election and for the means to determine the process for holding such election. Two registered voters should be appointed to serve on the Election Commission. In addition, we recommend the Election Commission be directed to determine the date and procedures to be followed for a runoff before the commencement of the November 1, 2011 election, in the case that such a runoff is required. Further, we recommend Council resolve to Notice and Call a Runoff Election on the date to be determined by the Election Commission. The above recommendations are reflected in Motions 1, 2 & 3 below. The combination of these three motions would suffice in calling and setting the date and procedures for a runoff before the November 1 election commences, while avoiding the need for a Special Council Meeting . This would also allow the newly elected Council to consider an ordinance codifying runoff procedures into Chapter 7 of the Code as a regular, not-emergency , ordinance following the completion of the regular and runoff elections. However, if Council wishes to codify runoff dates and procedures before the commencement of the November 1, 2011 election, a special meeting of the Council would be required prior to that date. This special meeting would allow necessary consideration of an emergency ordinance, drafted by the City Clerk and City Attorney, calling a runoff election, setting dates for the same (if a runoff election is needed), adopting the Election Commission 's prescribed procedures and codifying the same in Chapter 7 of the Code. This alternative is reflected in Motions 1, 2, 4 & 5 below. RECOMMENDED MOTIONS: Motion to appoint Election Commissioners: 1. "I move to appoint Peter Marks and Lloyd Levy as members of the Election Commission established pursuant to Charter sec. 2.4, terms to expire on the date of the first regular City Council meeting in December, 2011 and that said members be eligible for reappointment at that time ." 2. "I move to direct the Election Commission to set a date and governing procedures for a runoff of the November 1, 2011 Election, if needed, on or before October 31 , 2011." Counci l Action Form October 24, 201 1 Page4 3. "I move to approve a Resolution which: 1) calls a runoff of the November 1, 20 11 election on the date as determined by the Election Commission, if such election is required, and 2) directs the City Clerk to issue notice of the same." Alternative motions: 4. "I move to direct the City Clerk and City Attorney to draft an emergency ordinance which: 1) calls a runoff election and sets the date for the same; 2) directs the City Clerk to issue notice of the same and 3) adopts the procedures recommended in whole or in part by the E lection Commission governing runoff elections." 5. "I move to call a Special Mee ting of the Council of the City of Wheat Ridge on ___ _ __ _, 2011 at __ p.m. to consider an emergency Ordinance regarding runoff of the November I , 2011 and future municipal elections." REPORT PREPARED/REVIEWED BY: Michael Snow, City Clerk Gerald Dahl , City Attorney ATTACHMENTS: 1. Applications for E lection Commission ' . .. . .. r City of r wheatRi9ge Board and Commission Application APPLICATION FOR APPOINTMENT TO THE: Elections Commission (Board/Commission/Committee) DATE: 1 0/18/11 DISTRICT: 1 ----------------- HOW LONG HAVE YOU BEEN A RESIDENT OF WHEAT RIDGE: 6 yrs ARE YOU A REGISTERED VO.TER?_Y_e_s ______ _ WHY ARE YOU SEEKING THIS APPOINTMENT? ______ _ I understand the commission needs a member. I'm willing to help out. DO YOU HAVE EXPERIENCE IN TIDS AREA? _______ _ No HAVE YOU EVER SERVED, OR ARE YOU CURRENTLY ON A BOARD/COMMISSION/COMMITTEE AND IF SO, WIDCH ONE? HOW LONG? No ARE THERE ANY CONFLICTS WHICH WOULD INTERFERE WITH REGULAR ATTENDENCE OR DUTIES? As discussed with Mr. snow. L I d E L Digitally signed by Lloyd E. Le vy ON : cn=Lioyd E. Levy SIGNATURE oy . evy Date: 2011 .10.1812'48:09 ·06'00' PRINT NAME Lloyd Levy ADoREss3275 Upham St HOME PHONE 303-458 -5363 BUSINEss PHONE Same --------------------------------- E-MAIL ADDREss lloydlevy@aol.com APPLICATION WILL BE KEPT ON FILE FOR ONE YEAR City Clerk's Office, 7500 W. 29 1h Ave., Wheat Ridge CO 80033 Attachment 1 ~ ' " .. ~ • .. City of ;?'Whe a tRi_dge Board and Commission Applicati on APPLICATION FOR APPOINTMENT TO THE: Election Commission (Board/Commission/Committee) DATE: 17 Oct 2011 DISTRICT: 2 (COUnCil) HOW LONG HAVE YOU BEEN A RESIDENT OF WHEAT RIDGE: g yr ARE YOU A REGISTERED VOTER?_Y_e_S __ _ WHY ARE YOU SEEKING TillS APPOINTMENT? ______ _ In the 2010 election I got involved in a local issue group which , in turn , interested me in how such elections might be improved. DO YOU HAVE EXPERIENCE IN TillS AREA? _______ _ Only the above . HAVE YOU EVER SERVED, OR ARE YOU CURRENTLY ON A BOARD/COMMISSION/COMMITTEE AND IF SO, WHICH ONE? HOW LONG? No ARE THERE ANY CONFLICTS WHICH WOULD INTERFERE WITH REGULAR ATTENDENCE OR DUTIES?_N_on_e ________ _ SIGNATURE ____________ _ PRINT NAME Peter Marks ADDREss 4710 Reed Street, Wheat Ridge, CO 80033 HOMEPHONE (303) 818-1443 BUSINESSPHONE macramedia (Skype) E-MAIL ADDREss peter@macramedia.net APPLICATION WILL BE KEPT ON FILE FOR ONE YEAR City Clerk's Office, 7500 W. 29th Ave., Wheat Ridge CO 80033