HomeMy WebLinkAboutResolution 2012-0047TITLE :
CI T Y OF WHEAT RIDGE , COLORADO
RESOLUTION NO . 47
Series of 2012
A RESOLUTION APPROVING A CONTRACT WITH THE
COLORADO DEPARTMENT OF TRANSPORTATION FOR
PROJECT NO. 19099, BUS BENCH INSTAL LATION
WHEREAS, the City Council wishes to provide for the installation of bus benches
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 insta ll b us benches;
and
WHEREAS, the City has negotiated a contract with the Colorado Department of
Transportation for the f unding of the Project; and
WHEREAS, t he project fu nds wi ll be programmed in the 2013 Cap ital Investment
Prog ram b udget under the Minor Street Improvements Projects account to fina nce the
project cost and will seek reimbursement of 80% of the Project cost s from COOT upon
P roject completion ;
NOW, THEREFORE, BE IT RESOLVED by the Wheat Ridge Ci t y Cou ncil , that:
Section 1. Contract Approved .
The cont ract between the City and the Colorado Department of T ra nsportat ion
f o r Project 19099 , Bus Bench Inst allatio n, is he reby approved and the Mayor a nd City
Clerk are authorized and directed to execute the same.
Section 2 . Bud get.
T he City of Wheat Ridge fiscal year 2013 CIP Budget will include $250 ,000 .00 for
the Bus Bench Installation .
Sect ion 3. Effective Date .4.p.:teA.b.tt,J.. </J :lOll
T his Resolution shall be effective immediately upon adoption
Proj ect TRC M36J-008 (1 9099)
RE GION 6 (JH/W MA) Root ing II 271001511
SAP #I 13 HA6 36222
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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. PARTffiS ............. ........... ................... ......... . ......... ····································~····················································I
2. EFFECTJVEDATE AND NOTICE OFNONLIABfLJTY .................................................................................... I
3. RECITALS ................................................................................................................................................................ 2
4. DEANITTONS .......................................................................................................................................................... 2
5. TERM ...................................................................................................................................................................... 3
6 . SCOPE OF WORK ................................................................................................................................................... 3
7. PAYMENTS TO GRANTEE .................................................................................................................................... 4
8. REPORTING • NOTIFICAT ION ............................................................................................................................ 5
9 . GRANTEE RECORDS ............................................................................................................................................. 6
I 0. CONFIDENTIAL INFORMATION -STATE RECORDS ..................................................................................... 6
II CONFLJcrs OF rNTEREST .............................................................................................................................. 7
12 . REPRESENT AT IONS AND WARRANTIES ....................................................................................................... 7
13 . JNSURANCE .......................................................................................................................................................... 8
14. BREACH ............................................................................................................................................................... 9
15. REMEDIES ......................................................................................................................................................... 10
16. NOTICES and REPRESENTAT IVES ................................................................................................................. !!
17 . RIGHTS IN DATA. DOCUMENTS. AND COMPtrTER SOFTWARE .......................................................... 12
18 . GOVERNMENTALIMMUNJTY ...................................................................................................................... 12
19. STATEWIDE CONTRACT MANAGE.lvlENT SYSTEM ................................................................................... 12
20 . GENERAL PROV ISIONS .................................................................................................................................... 13
21 . COLORADO SPEOAL PROVIS IONS ............................................................................................................... 14
22. SJGNATlJRE PAGE ............................................................................................................................................. 17
EXH1BIT A (Scope of Work)
EXHIBIT B {FASTER Program Requirement s)
EX HTB IT C (G rantee Payment Checkli~t )
EXH1BIT D (49 CFR 18 Subpart C)
EXHIBIT E (General Procu rement Standards)
EXHIBIT F (State and Grantee Com mitments)
EXHIB IT G (Option Letter)
EXHIBIT H (Security Agreement) (till.\ 11 ill (IIJ/1' br llft'd fir purc/ws1 nf tlllll\il rthitld $)or t'QIIIflmc/11}
EX HfBIT I (State or Federal -Aid Project Agreement~ wt l h Professional Subgrantee Services)
EXHIBIT J (Grantee ContraCt Administration Checklist )
I . PARTIES
This Grant Agreement ("G rant'') is entered into by and between ClTY OF WHEAT RIDGE, 7500 West 29111
Avenue. Wheat Ridge. Colorado 80033, COOT Vendor# 2000099. ("Grantee"). and the STATE OF
COLORADO acting by and through the Colorado Depanment of T ransponauon. Division of Transit and
Rail ("State or "COOT'). Grantee and the State he reby agree to the follow ing tenns and con ditions .
l. EFFECTIVE DATE AN D NOT ICE OF NONLIABILITY
FASTERGram.OI Julll -orig•oaled fr om approved OSC Grant te mplate Rc\ 1/12111
Thi Grant shall not be effective or enforceable unul it IS approved and signed by the Colorado Stale
Con troller or designee ("Effective Date") The Sta te shall not be liab le to pay or reimbur11e Grantee for any
perfonnance hereunder, including, but not limited to costs or expenses incurred. or be bound by any
provision hereof prior to the Effective Date.
3. REC ITALS
A. Authorit y, Appropriation, and Approval
Authority to enter into thi s Grant exists in CRS §§43-I -I 06, 43-1-1 10, 43-1-1 I 7. 43-2-10 I (4)(c) as
amended and funds have been budgeted, appropriated and otherwise made available pursuant to CRS
§43-4-811 (2) and a sufficien t unencumbered baJance thereof remains available for payme nt. Required
approvaJs , clearance and coordination have bun accomplished from and with appropriate agencies .
B. Cons ideration
The Panies acknowledge tha t the mutual prom ises and covenants contained herein and other good and
valuable cons ideration are sufficient and adequate to suppo rl th is Grant.
C. Purpose
The purpose of this Gran t is for COOT to disperse FASTER Transi t Program Funds to Grantee to
conduct work within the prov1s ions of this Grant. The work to be completed under this Grant by the
Grantee is more specifically described in ExbibJts A and B.
0 . References
All references in this Grant to sections (whether spelled out or using the § sy mbol). subsec ti ons.
exhibits or other attachments, are references to sections. subsections. exhibits or other :machmen ts
contained herein or incorporated as a part hereof. unl ess otherwise noted.
4. DEF I NITIONS
The foll owing term s as used herein shall be construed and interpreted as follows :
A. Budge!
''Budget'' mean s the budget for the Work de.•;cribed in Exhibit A.
B. Evalua tion
"Evaluau on" mean s the proce ss of examining Grantee's Work und rating it based on criteria
established m §6, §19, and all Exhibits.
C. Exhibits and other Attachments
The following are attached heret o and incorporated by reference herein: Exhibit A (Scope of Work).
Exhibit B (FASTER Program Requirements), and E xhibit C (Grantee Payment Checklist). Exhibit 0
( 49 CFR I 8 Subp3It C). Exhibit E (Gene.raJ Procuremen t Standards). Exhibit F (St.ate and Gran tee
Commi tments). Exhibit G (Option Le tt er), Exhibit. H (Security Agreement), E xhibit 1 (S tate or
Federal-Aid Project Agreements with Pro fessional Subgrantee Services) and Exhlbil J (Grantee
Contract Administration Checklist ).
D. Goods
"Goods" means tangible material acquired , prod uced, or delivered by Grantee either separately or in
conjunction with the Service s Gran tee renders hereunde r.
E. G rant
"Gran t" mean s this Grant. its terms and conditions, anached exhibits, documents incorporated by
reference under the term s of thi s Grant. and any future modifying agreements. ex hibi ts. attac hments or
reference s incorpora ted herein pur.mant to Colorado State law. Fiscal Rules. and State Controller
Pol icies .
F. G rant F unds
"Grant Fund s'' means availab le funds payable by the State to Grantee pursuan t to this Grant.
G. Local Funds
"LocaJ Funds" mean s fund s provided by any city , county or en tity (publi c or private) for performance
of the Work .
H. Manual
"Manual'' refers to COOT's "Local Agency Manual ", if appli cab le .
FASTERGram .O I.Julll -onpmatcd from :spproved OSC Gramtemplatt Re' 1/12111
1. Party o r Parties
''Pany"' meanc; the State or Grantee and "Parues" means bmh the State and Gran tee.
J. Proj ect
"Project" mean:. Worl.. identified in E xhJblt A .
K . Program
"Program" means the Funding Advancement for Surfnce Transportation and Economic Recovery
(FASTER ) Senate Bill 09-J08 grant program that prov1des the funding for th1s Grant.
L .Review
"Rev1ew" mean~ examming Grantee's Work to ensure that it IS adequate, accurate. correct and in
accordance with the critena established in §6 , §19 and Exhibit A .
M . Services
"Service!)'' meanl> the required services to be performed by Gran tee purs uam to this Grant.
N . State Funds
"S tate Funds" means funds prov id ed by th e State for pe rformance of the Work.
0 . Subgnntee
"Subgrantee'' means third-panies. if any, engaged by Grantee to aid in performance of its obliga tions .
P. Work
"Work" means the tasks and activiues Grantee 1s required to perform to fulfill its obligations under this
Grant and Exh ibit A. including the performance of the Serv1ces and dehvel) of the Goods.
Q . W o rk Product
"Work Product" means the tangible or intangible results of Grantee's Work. including. but not limited
to. software, rec;earch. repons. studies, da ta. photographs. negatives or other fimshed or unfinished
document c;, drawmgs. mode ls. surveys. maps. ma terials, or wo rk product of any type. Includi ng drafts .
5. TERM
A. Initial Term· Wor k Co mmencement
The Pan1e!. re )pecllve performances under thl'> Grant shall commence on the Effecli\e Date a:. defined
under number 2. "Effective Date and Notice of Nonhabihty .. of thi-. Grant Agreement. Th1s Grant shall
termJOate one C I ) year after the signature date of the state contro l ler. unlc.'s sooner terminated or
further e>.tended as specified eJsewhere herein .
B. Notice to Proceed
Grantee shall not commence performance of the Work un til the date specified by a written notice to
proceed. which may be se nt by e majl or by hardcopy pursui t to §16.
C. S tate's Option to E xtend Terms
The State may un ilaterally require continued performance for two additiona l one year periods at the
same rates and same terms specified in th e Grant. I f the State exercise~ this option. 11 shall provide
wriuen no uce to Grantee at least 30 days prior to the end of the current Grant term in form
substantially equ1vatent to E xhibit G . rr exercised, the provisions of t he Option Let ter shall become
part of and be incorporated mto this Grant. The total duration of this Grant. including the exerc1se of
any option s under this clause. sbaU not exceed three years.
6. SCOPE OF WORK
A. Completion
Grantee shall comp lete the Work and its other obligations ns described herem and in Exhibits A aod B
on or before the Effective Da te. The State shall no t be hab le to compensate Gran tee for any Work
performed prior to the Effect ive Date or after the terminauon of this Grant .
B. Goods and Se rvi ces
Grantee !>hall procure Goods and Services necessary to complete the Work . Such procurement shall be
accomplished us1ng the Grant Funds and shall not increase the max1mum amount payable hereunder by
the State .
FASTER Gram OI.Julll -ongmated lrum appro\•cd OSC Grnn1 t(mnhue Rev 1112111 Pllf1C 3
C. Employees
All persons employed by Grantee or Subgrantees sha ll be cons idered Grantee's or Subgrantees·
employee(s) for all purposes hereunder and shall not be employees of the State for any purpose as a
result of this Grant.
0. Federal Laws, Rules and Regulations
lf th e Grant Fun ds invo lves federal funding, Grantee understands and agrees that federal laws. rules
and regul:ujons will control the Work and its implementation. Unless a wrinen waiver is granted,
Grantee agrees to comply with aJJ requi red federal Jaws, rules and regulati ons applicable to the Work.
in addition io all State requirements.
E. Option for Phased Performance
The State may unilaterally require the Grantee to begin perfonnance on the next phase of the Project as
outlined in Scope of Work in Exhl bit A at the same rates and same tenns lipecified in the Grant. If Lhe
SraLe exercises thi s option, it shall provide written notice to Grantee in a fonn subs tanuaJiy equivalent
to Exhibit G . lf exercised, the provi sions of the Option Letter shall become part of and be incorporated
into thi s Grant.
7. PAYMENTS TO GRANTEE
The State shall. in accordance wi th the provisions of t his §7, pay Grantee in Lhe following amou nts and
using the methods set fonh below:
A. Maximum Amount
The mBJCimum amount payable under thas Grant to Grantee by the State is $200,000.00. as detemuned
by the State from available funds. Grantee agrees to provide any additional funds required for the
successfu l ct>mpletion of the Work. Payments to Grantee are limited to the unpaid obligated balance of
the Grant ns set forth in Exhibit A. The maximum amount payable by the State to Grnntee during the
tenn of this Grant shall be:
GIL Actount : TBD I CO Area. TBD J Fund ·TBD Company Code: TBD I Vendor Number · 2000099
Funcuonat Areu : TBD Funds Center: TBD TotaJ EnrumMred Grant Amount: $250,000.00
Suue Fiscal Year: 2013 *Lint Item: 10 J •WBS:TBD
Stat e Funds Amount Total: $200.000.00 I Local Funds Amount Tout: $50.000 .00 I ToUIJ : $1..50.000.00
•The Lim lt.vn and WBS numbers may be replll«'d at COOT's discretio n without a eontnH:t amendment as loog as such
changes do not dumgr tbe total amount of thr G rant or mo''e fun ds befw«n phases orthe Project In excess o( 10'7c, ~hh:h
~hal l he subjed lo S~n 7(C).
Maximum amount payable by the State to the Grantee for each year of thi s Grant shall be as slated in
Exhibit A and any amendments thereto .
B. Payment
i. Advanc~ Interim and Final Payments
Any advance payment allowed under this Grant or in Exhibit A shall comply with State FiliCal
Rules and be made in accordance with the provisions of thi s Grant or suc h Exhibit. Grantee
shall initiate any payment requests by submitting invoices to the State in the form and manner
se t fonh and approved by the State.
il. Interest
The Stale shall fully pay each invoice within 45 days of receipt thereof if the amount invoiced
represen ts performance by Grantee previously accepted by the State. Uncontested amounts not
paid by the State within 45 days may, if Grantee so requests, bear interest on the unpaid balance
beginning on Lhe 46th day at a rate not to e>.ceed one percent per month until pajd in full:
provided, however, that interest shall not accrue on unpaid amounts that are subjec t to a good
faith dispute . Grantee shall invoice th e Stale separatel y for accrued interest on delinquent
amounts. The b1lling c;hall reference the delinquent paymen1, the number of day's interest to be
pa id and the interest rat e.
FASTeRGrant .Ot Julll -uriginatcd fr om approved OSC Granltcmpl3te Rev 1/12111 Page4
iii. Availa ble F u nds-Contioge ncy-Tenninatjon
The State is proh1bited by law from making f1scal commitments beyond the term of the State's
current fiscal year. Therefore, Grantee's compe nsation is contingent upon the continuing
availabili ty of State appropriations as provided in the Colorado Special Prov isions, set forth
below . If federal funds are used with this Gran1 in whole or m part, Lhe State's performance
hereunder is contingent upon the continuing availability of such funds.. Paymen ts pursuant to
this Grant shall be made only from available funds encumbered for this Grant and t he State's
liability for such payments shall be hm ited to the amount remaining of ~uch encumbered funds.
If Sta te or federal funds are not appropria ted, or otherwise become unavailable to fund this
Grant. the State may immediately terminate this Grant in whole or in pan without funher
liability in aC(;ordance with the provisions herein.
fv. Erroneous Payments
At the State's sole di!ieretion. payme nts made t o Grantee in error for any reason, including, but
not limjted to overpa)•rne n t~o or imprope r payments, and unexpended or excess fun ds received
by Grantee, may be recovered from Grantee by deduction from subsequent payments under this
Grant or other gnmts, grants or agreements between the State and Grantee or by other
appropriate methods and collected as a debt due to the State . Sueh funds shall nut be paid to any
person or entity other than the State .
C. Use of Funds
Grant Funds shall be used only for eligible costs identified he rein and/or in Lhe Budget. Budget line
Item adjustments exceeding 10% but less than 24.99% must be submilled tn advance of actual cost and
receive wnuen State approval, which approval may be transmitted informally by em nil or such other
means that does not rise to the level of an amendment to thjs Grant. A budget revision of Exhibit A
wi ll be issuedby Sta te wi th any such adjustment. Adj ustments in excess of 24 .99% for any line item
shall be authorized by the State in an amendment to this Grant. The State'c; total consideration shall not
exceed the maximum amount shown herein.
0 . Loca l F unds
Grantee shall provide Local Funds as provided in Exh ibit A. Payments to Grantee of Grant Funds will
be made for Project expendi tures reported by Grantee and submitted to and accep ted by the State for
payment based on t he ratio required State Funds and Local Funds for wh1ch Grantee hns submjued to
the State.
E. Payment Com pUance
All Grant reimbursement!. shall comply with 49 CFR 18 Subpart C (ExhibiC D) of t he Uniform
Administrative Requirements for Gran ts and Cooperative Agreements to Sta te and Loca l Governmen ts.
Additionally, Grantee shall on ly be reimb ursed for costs allowable un der 2 CFR Part 125, Appendix A.
8. RE POR TING • NOTIFICATI ON
Reports. Evaluations. and Reviews required under this §8 shall be in accordance with the procedures of and
in such form as prescribed by t he State and in accordance wi th §19, if applicable .
A. Performa nce, Progress , Personnel, and Funds
Grantee shall submit a report to the State upon expiration or sooner termina tion of this Gran t ,
contaming an Evaluation and Review of Gran tee's performance and the final status of Grantee 's
obhgahons hereunder. In addition , Gran tee shall comply with aJI reporting requirements, if an), set
fonh tn the Local Agency Manual and/or this Grant.
B. Litigation Reporting
Within 10 days after being served with any pleading in a legal action filed with a court or
administrative agency. related to this Gran t or which may affect Grantee's ability to perfoml its
obligruions hereunder, Grantee shall notify the State of such achon and delrver coptes of such
pleadings to the State's principal representative as identified herein. Jf lhe State·s principal
representative is not then l>erving. such notice and copies shall be delivered to the Execu t ive Di rector of
COOT .
FASTERGrani.OI Juttl-ori~i nated f10m :1pprovcd OSC Grant template Rev Il l :!Ill PogcS
C. Noncompliance
Grantee's failure to provu.le report.'i and nmify the State in a timely manner in accordance with lhJs §8
may resuh m the delay of payment of funds andlor termination as provided under th is Grant.
D. Subgrants
Copies of any and all subgrants entered in to by Grantee to perform its obligations hereunder shall be
submi tted to the State or 1ts principal representative upon request by th e State . Any and all subgrants
entered into by Grantee related to its performance hereunder shall co mply with all applicable federal
and sta te laws and shall provide that such subgron ts be governed by the laws of the State of Colorado.
9. GRANTEE RECORDS
Grantee shall make, keep, maintain and allow inspection and monitoring of the following records:
A. Maintenance
Grantee shall make , keep. maintain , and allow inspec ti on and monitoring by the State of a complete
file of all records, documents. communications, no tes and other wriuen materials , electronic media
files. and communications. pertaining in any manner to the Work or the delivery of Services
(including, but not limit ed tO the operation of programs) or Goods hereunder. Grantee shall maintain
such records until the last to occu r of the following: (i) a period of three years after the date this Grant
is completed or terminated . o r (iJ ) final payment is made hereunder , whichever is later, or (ill) for such
further period as may be necessary to resolve any pending matters . or (Jv) 1f an aud it as occ urring . or
Grantee has received notice that an audit is pending , then until such audit ha~ been completed and its
findings ha ve been resolved (the "Record Retenti on Penod'').
8 . Inspection
Grantee shall permit the Sta te. the federal governmen t and any other duly authorized agent of a
governmental agency 10 audit, inspect, examme, excerpt, copy and/or tran scribe Grantee's records
related to this Grant during the Record Retenrion Period for a period of three years following
termination of this Grant or final payment hereunder, whichever is later. to assure compliance with the
terms hereof or to evaluate Grantee's performance hereunder. The State reserves the righ t lO inspect the
Work at all reasonable times and places during the term of th is Grant , including any extension . If the
Work fails to conform to the requirements of th1 c; Grant. the State may requ~re Grantee promptly to
bring the Work 1010 conformity wi th Grant requirement s, at Grantee 's sole expens e. If the Work can not
be brought in to conformance by re-performancc or other corrective measures, the Stale may require
Grantee to rake necessary action to en!iure that future performance co nforms to Grant requirements and
exercise the remedies avaslable under this Grant , al law or inequity in lieu of or in conjunction with
suc h corrective measures .
C. Monitoring
Grantee sha ll pern1it the Stale, the federal government. and other governmental agencies having
JUrisdiction, in their sole discrelion, to monuor all acuviues conducted by Grantee pursuant to the terms
of thi s Gran t usmg any reasonable procedure, including, but not limited to: internal evaluation
procedures, examinati on of program data, special analyses, on-si te checking, formal audit
examinations. or any other procedures . All monuoring controlled by the State shall be perfonned in a
manner that shall not unduly interfere with Grantee's performance hereunder .
D. Final Audit Report
lf an audit is performed on Grantee's records for any fiscal year covering a pon1on of the term of this
Grant, Grantee shall submit a copy of the final audit report to th e State or us principal represen tati ve nl
the address specified herem .
10. CONFrDENTIAL INFORMATION-STATE RECORDS
Grantee s halt compl) with the provisions of thts §10 if it becomes privy to confiden tia l information in
connection with it s performance hereunder Confidential information. in cludes, but is not nece ssarily limited
to, any State records , personnel records , and information concerning individual s. Such information shall not
include information required to be disclosed pursuant to the Colorado Open Records Act, CRS 24-72 -101. et
seq.
FASTERGrOJni.OI Jul I I -orig111otcd from approved OSC Grant template Rev 111211 I Pa~e 6
A. ConfidentiaUty
Grantee shall keep all State records and information confidential at all times and to comply with all
laws and regulations co ncerning confidentiality of information. Any request or demand by a thu'd party
for State record and information in the pos!>ession of Grantee shall be 1mmedJately forwarded to the
State's prin ci pal representative.
B. Notification
Grantee shall notify its agent, employees , Subgrantees. and assigns who may come into contact with
State records and confiden tial information that each is subject to the confidentiality requirement s se t
forth herein , and sha ll provide each with a written explanati on of such requirements before t.hey are
permi tted ro access such records and information.
C. Use. Security, and Retention
Confidential informat ion of any kind shall not be distributed or sold to any third part)' or used by
Gran tee or its agents in any ,.,.ay. except as authorized by th is Grant or approved in writing by the State.
Grantee shall provide and maintain a sec ure environmen t that ensures confidentiality of all State
records and other confidential information wherever located . Confidential information shall not be
retai ned in any files or otherwise by Grantee or its agents, except as permiued in thi s Grant or approved
in writing by the State .
D. Disclosure·Liability
Disclosure of State records or other confidential inform<~t1 0n by Grantee for any reason may be CC!use
for legaJ action by lhirJ parties against Grantee, the State or their respective agents. Grantee shall
in demnify, save. and hold harmless Lhe State, its employees and agents, ag!Unst any and all claim!>,
damages. liability and cou rt awards including costs. expenses, and altomey fees and related costs,
incurred as a result of any act or omission by Grantee. or its employees, agents. Subgrantees. or
assignees pursuant to thi s §JO.
ll. CONFLICTS OF INTEREST
Grantee sha ll not engage in any business or personal activities or pra ctices or maintain any relationships
which connict in any way with the full performance of Grantee's obliga tion s hereunder . Grantee
ackn o wledges that with respect to this Gronl. even the appearance of n conflict of interes t as harmful to the
SUite's interests . Absent the State's prior written approval, Grantee shall refratn from any pro~ctices,
actavities or relationships that reasonably appear to be in conflict with th e full performance of Grantee's
obligations to the State hereunder. If a conflict or appearance of a conflict e).ists. or if Gran tee is uncenain
whether a conflict or t.he appearance of a con fli ct of imere st exists, Grantee shall submit to the State a
disclosure stateme nt setting fonh the relevant detai ls for the State '~ consideration. Failure to promptly
submit a disclosure statement or to follow the Sta te· s direction in regard to the apparent conflict constitutes
a breach of this Grant .
12. REPRESENTATIONS AND WARRANTIES
Grantee makes the following specific representa tions and warrnnties, each of which was relied on by the
Sra te in entering int o thi s Grant.
A. Standard and Manner of Performance
Grantee sha ll perform itl-obligations hereunder in accordance wit.h the highest standards of care, skill
and diligence in the industry. ~rades or profession and in the :.equence and manner set forth in thi s
Gr.1m .
B. Legal Authority-Grantee and Grantee's Signatory
Grantee warrants that it possesses the lega l authority to enter into this Grant and that 11 has taken all
actions req uired by its procedures. by-laws, and/or applicable Jaw s to exercise that authority. and to
lawfully authorize its undersigned signatory to execute thi s Grant, or any pan thereof. and to bind
Grantee to its term s. If requested by the State, Grantee shall provide the Sta te with proof of Grantee's
authoriry to enter into th is Grant within 15 days of recei ving such request .
C. Licenses, Permitst Etc.
Grantee represents and wa.rrants that as of the Effective Date it has, and that at all times during the term
hereof it shall have. at ill> :.ole e~pense , alllicen~es . certification . appnwals, insurance. permits, and
fASTE.RGrant OI.Julll -nriganolcd from appro,·cd OSC Granlaemplllle Rt\ Ill 2/11 P:~~e 7
other au thorization required by Jaw to perform its obligatio ns hereunder. Grantee warrants that it o;hall
maintain all necessary licenses, certificati ons. approvals. in su rance. permits. and other aut horizations
required 10 properly perform th is Gra nt , wit hout reimbursement by the State or other adjus tment in
Grant Fund s. Adclitionally, all employees and agents of Gran tee perfom1ing Services under this Grant
shall hold all required licenses or cenificauons, if any, 10 perform th eir responsibilities. Gran tee, if a
foreign corporation or ot her foreign emil y transact ing busi ness in the State of Co lorado, furt her
warrants that it cu rrently has obtai ned and shall mai ntain any applicable cert ificate of authority to
transact busrness in the State of Colorado and has designated a registered agent in Colorado to accept
service of process . Any revoca ti on, wirhdrawal or non-renewal of licenses, certi fi catrons. approvals.
rnsurance , permi ts or any suc h si mila r requ irements necessary fo r Granree to prope rly perform th e
tenns of this Grant shall be deemed to be a matenal breach by Grantee and constitute grounds for
terminati on of this Gran t.
13. rNS URANCE
Gra nt ee and it s Subgrantees shall ob tai n and maintain ins urance as specified in this sec tion at all times
during the term of thb Grant. All policielo evidencing the insurance coverage required hereun der shall be
issued by insurance companies sat isfactory to Gran tee and the Sta te ,
A . Grantee
I. Public Entities
lf Grantee is a "public entjty" wi thin the meaning of the Colorado Governmental lmmunit)' Act..
CRS §24-I 0-I 0 I, et seq .. as amended (the ''GIA "). th en Grantee s hall nuti ntain at all times
during the term of t his Gra nt such liabili ty insurance. by commercial policy or ~elf-i n su rance , as
is netessary to mee t its liabi lities under the GIA. Gran tee shall show proof of ~uch in surance
satisfactory to the Sta te, if requested by the Sta te . Gran tee shall require each Grant wi t h
Subgrantee s that are public entities, provi ding Goods or Services hereunder. to mclude the
insurance requirements necessary to meet Subgr antee's liabilities under the GlA .
H. Non -Public Entities
If Grantee is not a ''public entity" wi thin the meaning of t he GlA. Grantee shall obtain and
maintain during the tenn of thi s Grant insurance coverage and policies meeting the same
requirements sel forth in § 13(8 ) with respect to Subgrun tees tha t are not "public enti ties ".
B. G rantee a nd Subgrantees
Gran tee shall require each Grant wi t h Subgran tee s, other than those that are public en tities. providing
Goods or Services in connec tion wi th this Grant , to include insu rance requ1rement s substantially srmilar
to the following :
i. Worker's Compensation
Worker's Compensation Insurance ns required by State statute, and Employer's Liabili ty
In surance covenng all of Grantee and Subgran tee employees acting within the course and scope
of their employment.
li. General Liability
Commercial General Liab il ity Insurance written on ISO occurrence form CG 00 OJ J0/93 or
equivalent , covenng pre mises operations, fire damage. independent Subgrantees, products and
completed operations, blanket contrac tua l liabi lity. personal injury. and advemsing liab ility
with minimum limitS as folltl ws : (a) $1.000.000 each occurre nce: (b) $1,000.000 ge neral
aggrega te: (c) $1,000.000 products a nd completed oper.u ions aggr egate: and (d ) $50,000 any
one fire . Jf any aggregate limit is reduced be low $1.000.000 because of claim s made or paid ,
Subgrantee shall immediately obtain addi t iona l insurance to restore the full aggregate limi t and
furnish to Grant ee a cert ificate or other document satisfactory to Grantee showing compliance
w1th this prov ision.
iii. Auto mobile Liability
Automobile Liability Insurance covering any auto (incl uding owned , hired anc.l non-owned
aut os) wilh a minimum limit of $1.000.000 each acc1de nt combined si ngle hmit.
lv. Profess ional Liability
FASTEROr:uu .OI.Ju ll I ongt nated from approved OSC Grnn ltempl:uc Re ' t /1211 1 Page 8
ProfessiOnal habslity insurance w11h minsmum hmits of liability of not less than $1,000,000
each claim and ~I ,000,000 annual aggregate for both the Grantee or any Subgra nt ee when :
a) Contract Hems 625 (Construction Surveying), 629 (Survey Monumentation ), or both are
included in the Gra nt
b) Plans , specifica tions, and submi ttals are required to be signed and serued by the
Grantee's or Subgrantee 's professsonal engineer, sncluding but not limited ro:
(I) Shop drawi ngs and working drawings as described in subsection I 05.02 of the COOT
Standards Specificat io n for Road and Bridge Constru ct ion Manual which can be found
at: www .c oloradodot.jnfQ/busioess{desi gnsupoon!co nStruc ti on-soecjfications/20 11-
Soecs/20 11-Specs-Bood.odf
(2) Mix designs
(3) Contractor penormed design wo rk as required by lhe plans and specifications
(4) Approved value engineering c hange proposals
v. Additional Insured
Grantee and t he Stare shall be named as add it ional insu red on the Commercial General Liability
and Automobtle Liabil ity Insurance policies (leases and construcuon Gra nts requ ire additional
in~ured coverage for completed operations on endorsements CG 2010 11/85. CG 2037. or
equivalent).
vi. Primacy of Co ve r a ge
Coverage required or Grantee and Subgrantees shall be primary over any insurance or self-
insurance program carried by Grantee or the State.
vii . Can cell a ti on
The above in surance policie~ shall include prov1sions preventing cancellation or non-renewal
without at least 45 days prior not ice to the Gra ntee and Grantee ~hall forward !:uch notice to th e
St ate in accordance with §16 (Notices and Representatives) within seven d~ty s of Grantee 's
receipt of such notice.
vi ii. S ubrogation Wa iver
C. Certificates
All msurance policie s in any way related to this Grant and sec ured and maintained by Grantee
or its Subgrantees as required herein shall include clauses stating that each carrser shaJI waive
all rights of recovery. under subroga tion or otherwise, again st Grantee or the State. its agencie s,
institutions. organizations. officers . agen t s, employees, and volun teers.
Grantee and all Subgrantee~ shall prov1de certificate~ showsng insurance coverage required hereunder to the
Stare wuhin seven business days or the Effective Da te of this Gram. No later than 15 days prior to the
exp iration date of any such coverage. Grantee and each Subgrantee shall de li ver to the State or Gr,mtee
certifica tes o f in s urance evidencmg renewal s thereof. In addition, upon request by the State at any other
ume during the term of thi s Grant or an y subgram, Gran tee and each Subgrc~ntee shall, wi thin 10 days of
such reques t . s upply to the State evidence sa tisfactory to the Stnte of complsance with the provissons of this
§13.
14. BRE ACH
A. Defined
In addition to any breaches spec ified in o ther sections of this Grant. the failure of either Pany to
perform any o f its matenal obligations hereunder. in whole or in part or in a timely or sat isfactory
manner. constitu tes a breach . The institution of proceedings under any bankruptcy. insolvency,
reorganization or similar Jaw. by or ag~t i ns t Grantee. or the appointment of a receiver or l!imilar officer
for Grantee or any of its pmpeny . which is no t vacated or fully stayed wi thin 20 day s after the
institutJon or occurrence thereof, shall al so constitute a breach .
B. Notice and Cure Period
In the event nf a breach , notice of such shall be given in writing by the aggrieved Party to rhe othe r
Pany in the manner provi ded rn §1 6. If such breach is not cured within 30 days of receipt of written
notice. or if a cure cannot be completed within 30 da ys. or if cure of the breach has not begun within 30
day~ and pursued with due diligence, the State ma y exercise any of the remedies l.et fnnh in §15 .
FASTERGrani.Ot.Ju lll -unpnated from approved OSC Gronttc:mplatc Re' l/12llt Pagl' !.t
Notwllhstanding anythang In the contrary herein, lhe State. in its sole disCTe(ion, need not provide
advance notice or a cu re period and may Immediately terminate this Grant in whole or in pan if
reasonably nece ssary to preserve public safety or to pre ven t immediate public crisis.
15 . REMEDIES
If Granree is 10 breach under any provision of this Grant. the Stute shall have all of the remedie~ li~ted in
thi s §15 in addition to all other remedies se 1 forth in olher sections of thi s Grant following th e notice and
cure period set fonh in §14(8), provided however, that the State may terminate this Grant pursuant to
§ 15(B) without a breach. The State may exercise any or all of t.he remedies available to it, in it s so le
discretion, concurrently or consecutively.
A. Tennioatlon for Cause and/or Breach
If Grantee fails to perform any of its obliga ti ons hereunder with suc h diligence as is required to ensure
its compleuon in accordance w1rh the provisions of this Grant and in a timely manner, the State may
notify Grantee of suc h non-performance in accordance with the provisions herein . If Grantee thereafter
fails w promp1ly cure such non-performance within rhe cure period, the State. at it s option. may
tenninate this entire Grant or such pan of thi s Grant as to which there has been delay or a failure to
properly perform . Exercise by the State of t.his right ~hall not be deemed a breach of it!: obligations
hereunder. Grantee shall continue performance of thi s Grant to the extent not terminated, if any .
I. ObUgations and RJghts
To the extent speci fied in any termination noti ce, Gmmee shal l not inc ur further obligations or
render furt.her performance hereunder past the effective date of such notice, and shall terminate
uu~tanding orders and subgrantc; with third panies. Howe ver. Grantee shall comple te and deliver
to the State all Wort..., Services and Goods not cancelled by the termination notice and may incur
obligations as are necessary 10 do so within this Grant's terms. At the so le di scretion of the State,
Grantee !.hall assign to the State: all of GrJntee's right. titl e. and interest under such terminated
orders or subgran ts. Upon termination, Gmntee ~hall take timely. rea.c;onable and necessary
action to protect antl preserve propeny in th e possession of Grantee in which the State has an
mterest. All matenals owned by the State in the possess ion of Grantee shall be immediately
returned to the State. All Work Product, at the option of the State , shall be delivered by Grantee
to the State and shull become the State's proper1y .
U. Payments
The State shall reimburse Grantee only for accepted performance up to the date of termination .
If. after tennination by lhe 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 termination in
the public interest and the rights and ob ligati ons of the Panie.~ shall be I he same as if th is Grant
had been terminated in the public interes t, as described herein .
m. Damages and Withholding
Notwilhstandmg any other remedial action by the State, Grantee also shall remain liable to the
State for any damages sustained by the State by vinue of any breach under thtc; Grant by
Grantee and the State may withhold any payment to Grantee for rhe purpo se of mitigating the
Stare's damages. until such time as the exact amount of damages due 10 the State from Grantee
i:. determined . The State may withhold any amount that may be due to Grantee as the State
deems necessary to protea the State. including loss as a result of outstanding liens or claims of
fom1er lien holders, or to reimburse the State for the excess costs incurred in procuring similar
goods or services. Grantee shall be liable for excess costs incurred by the State in procuring
from third parties replacement Work, Service!> or substitute Goods as cover.
B. Early Termination io the Public Interest
The State is entering tnto this Grant for the purpose of carrying out the public policy of lhe Stare of
Colorado. as determined by its Governor, General Assembly. and/or couns. If this Grant ceases to
further th e public policy of the State. the State, in it~> so le discretion, may terminate this Grant in whole
or in pnn. Exercise by the State of this right shall not co nstitute a breach of the State 's ob ligati ons
hereunder . This subsection shall not apply to a temlination of this Grant by the State for cause or
breach b} Grantee. which shall be governed by §lS(A) or as otherwiM! specificall) provided for herein .
FASTERGram .OJ Jul I I-o rigmated fn>m appro ved OSC GraOIIC'mplau~ Re v 1/1211 I Page 10
i . Method and Con tent
The State shall notify Grantee of such tennination in accordance with §16 . The notice shall
specify the effective date of the termi nation and whether it affecLo; all or a ponion of this Grant.
i.i. O bligations a nd Rlghts
Upon recerpt of a tennination notice. Grantee shall be subject to and comply with the same
obligations and rights set forth m §I S(A)(i).
iii. Pay m en ts
If this Grant 1s terminated by the State pursuant to this §15(8 ), Grantee shall be paid an amount
which bears the same ratio to the tolal reimbursement under this Gr ant as the Services
satisfac torily performed bea r to the totaJ Services covered by this Grant, less payments
previous!)• made . AdditionaJiy. if this Grant is less th an 60% completed, the SUite may
reimburse Grantee for a portion of actual out-of-pocket expenses (not otherwise reimbursed
under this Grant) incurred by Grantee which are directly att ributab le to the uncompleted portion
of Grantee 's obligations hereunde r: provided tha t the sum of any and all reimbursement shall
not exceed the malomum amount payable to Grantee he reunder.
C. R e m edies Not Involving Termination
The State. 10 1ts sole djscreuon. may exerc1se one or more of the following remedies in addition to
other remedies available to 1t :
i . Suspend Performance
Suspend Grantee 's performance with respect to all or any ponion of this Grant pending
nec~sary corrective action as specified by the State without cnlllling Grantee to an adjustment
10 price/cost or performance schedule . Grantee shall promptly cease perfonnance and incurring
costs in accordance with the State's directive and the State shall not be lmble for costs incurred
by Grantee after the suspension of performance under this provision ,
ii. W ithho ld Payme nt
Withhold payment to Grantee until corrections in Grantee's perfonnance are salisfactorily made
and completed .
IU . Otny Payment
Deny payment for those obligations not perfonned, that due to Grantee's actions or inac tions.
cannot be performed or. if perfonned, would be of no va lue to the SUite: provided, that any
denial of payment shall be reasonably related to the value to Lhc Sta te of the obligation s not
performed.
h •. Rem o val
Demand removal of any of Grantee·!> employees , agen ts, or Subgrantees whom the State deems
incompetent, careless, insubordinate, unsuitable, or otherwise un acceptab le, or whose continue<!
relation to this Grant is deemed to be contrary to the pub lic inter~t or not in the State's best
Interest.
v. JnteUectuaJ Pro~rt y
If Grantee infringes on a patent, copyright, trademark, trade :.ecret or other intellectual property
right while performing its obligations under this Gran t. Grantee sha ll . at the State's option (a )
obtam for the State or Gnmtee the right to use such products and services: (b) replace any
Good s, Service~, or olher product involved with non-infringang products or modify them so that
they become non-infnnging; or. (c) If neither of the foregoing altemati ves are reasonably
available, remove any infringing Goods. Serv1ces, or products and refund the pnce pa1d
therefore to the State .
16. NOTICES a n d REP RESENT ATIVES
Each individual identified bel ow is the principal representative of lhe designating Pany. All nolices required
to be given hereunder shall be hand delivered with receipt required or sent by cenified or registered mail to
such Part)•'s principa l represen tative at the address set fo n h below. ln addi tion to. but nOt in lieu of a hard-
copy notice, no tice also may be sent by e-rnail w the e-mail addresses. if any, set forth below . Either Party
may frorn time to time desiE:nate by written notice substi tute addresses or persons to whom such notices
shall be sent Unle~s otJ1erwise provided herein , all notice.s shall be effective upon receipt.
FASTERGrant .OI Julll -originated frnrn appro\'cd OSC Gronl template Rc:' 1/12111 Page: II
A. State:
Raelene Shelly
Project Manager
Colorado Dept. ofTranspona~ion
2000 South Holly Street
Denver, CO 80222
(303) 757-9276
B. Grantee:
Rus s Higgin s
Project Manager
City or Wheat Ridge
7500 West 29 111 A venue
Wheat Ridge , CO 80033
(303) 235-2869
17. RIGHTS lN DATA, DOCUMENTS, AND COMPUTER SOFTWARE
Any ~ofrware. re earch. repons. studies. data, photographs. negatives or other documents. drawings, model!,,
materials, or Work Product or any t)'pe. including drafts, prepared by Grantee an the performance of its
obligations under th is Grant shall be the exclusive propeny of the State and, all Work Product s hall be
de livered to th e S~.ate by Grantee upon comp letion or lerminalion hereof. The State 's exclusive rights in
suc h Work Produc t sha ll include, but not be limited tn , the righ t to copy, publish, display, tranl\fer. and
prepare derivative work~. Grantee shall not use. willingly allow, cause <W permit such Work Product to be
used for any purpose other than the performance of Grantee's obligat ions hereunder wi th out the prior written
consent of the State.
18. GOVERN~fENTAL IMMUNITY
Notwithstanding any other provision to the contrary, nothmg herein shall constitu te a waiver. express or
1mplied, of any o f the immuni ties, rights. benefits. proteclion. or mher provisions of the GlA. Liability for
claim~ for injuries to person!. or properly ansmg from the negligence of the State of Co lorado. its
depanrnenl!., instiwtions, agencies, boards. o rficial b, and employees is controlled and limited by the
prov1sions of the GJA and the risk management statute s, CRS §24-30-1501, et seq .. as amended.
19. STATEWIDE CONTRACT MANAGEMENT SYSTEM
If the maximum amount payable to Grantee u nder this Grant is $100.000 or greater, either on the Effective
Date or at anytime thereafter. this §19 applies.
Grantee agrees to be governed. and to abide, by the provisions of CRS §24-102-205, §24-102-206, §24-103-
601. §24-103.5-IOJ and §24-105-102 concerning the monitoring of vendor performan~ on state Grants and
inclusion of Grant performance information in a o;ta tewide Contract Management System.
Granree's performance ~hall be subJeCt to Evaluauon and Review in accordance with lhe terms and
conditio n& of this Grant. State law, including CRS §24-103.5-101, and State Fi scal Rules. Policies and
Guidance. Evaluation and Review of Grantee's perfonnance shall be pan of the nom1al Grant administration
process and Grantee's performance will be systematically recorded in the sta tewide Con tract Management
System . Area s of Evaluation and Review shall include, but sha ll not be limited to quality. cost and
timeliness. Collection of information relevant 10 the performance of Grantee's obligauo ns under this Grant
shall be determined by the specifi c requirement.& of such obligations and shall include factors tailored to
match the requirements of Grantee 's obligations. Such performance information shall be entered into the
statew ide Contract Management System at inter"als established herein and a final Evaluation. Review and
Rating shaH be rendered w1 th in 30 days of the end of the Grant term. Grantee shall be nottfied foiJowing
each performance Evaluauon and Re view, and shall address or correct any Identified problem in a 1imely
manner and main t.Un work progress.
FASTERGrJnt .OI.Julll vrittmatcJ fr om appro' cd OSC Gran I templalc Re'· Ill !Ill Pat:c 12
Should t he final performance Evalua1ion and Review determtne that Gran tee dem onstrated a gross failure to
meet th e performance measures es tablished hereunder . the Executive Director of th e Colorado Department
of Person nel and Administration (Executive Director), upon request by COOT and showing of good cause.
may debar Grantee and prohibit Grantee from bidding on future Grants. Gramee may contest the fina l
Evaluation, Review and Rating by: (a) filing rebuual statemen ts. which may resull in either removal or
correction of th e evaluation (C RS §24-1 05-1 02(6)), or (b) under CRS §24-105-102(6). exercisin g th e
debarment protest and appeal nghts provided in CRS §§24-109-106. 107. 201 or 202, which may re sult m
the reversal of the debarment and reinstatement of Grantee. by the Executive Director , upon a showing of
good cause.
20. GENERAL PROVISIONS
A. Assignment and Subgrants
Grantee's rights and obligations hereunder are personal and may not be trans ferred. assigned or
ubgranted with ou t the pnor, written consent of the State. Any auempt at assignme nt , transfer. or
subgranting wtth out such consent shall be voi d . All assign ment s, subgrants, or Subgrantees approved
by Grantee or the State are s ubject to all of the provisions hereof. Grantee sha ll be solely responsible
for all aspects of subgran ting arrangements and perfonnance.
B. Binding Effect
Except ~ otheN·be provided in §20(A), all prov1sions herein comained, includmg the benefi ts and
burdens. sha ll e>.tend to and be binding upon the Pan•e s· respect ive hetrs, legal representative s.
successors. and ass•gn!i.
C. Captions
The capt ions and headings in this Grant are for convenience of reference only. and shall not be used to
interpret. define, or limit iL'> provisions.
D. Counterparts
Thi s Grant may be executed in multiple identical onginal coun lerpans. all of which shall consti tut e one
agreement.
E. Entire Understanding
This Grant represents the complete mtegration of all understanding s between the Pames and all prior
representattons and understandings, ora l or written. are merged herein. Pnor or contemporaneous
additions. de letions. or other changes heret o shall not have any force or effect whatsoever, un less
embodied herein .
F. lndemniflcation~General
To the extent perm itted by law. Grantee shall indemnify. save, and hold harmJeS~> !he State, its
em pl oyees and age nt s, against any and aJI claim s, damages. liability and coun awards including costs ,
expenses. and attorney fees and related costs, incurred as a res ull of any act or omissi on by Gran tee, or
its employees. agents, Subgrantees, or ass1gnees pursuant to the tenns of this Grant: however. the
provisions hereof shall no t be construed or interpreted as a waiver, eJCpress or imp lied, of any of the
immuniues, rights, benefi t.-;, protection , or other provisions. of th e GIA, or the Federal Ton Claims Act.
28 USC 2671 et seq .. as applicable. as now or hereafter amended.
G. Jurisdiction and Venue
All suits, ac tions. or proceedings related 10 this Gront shall be held in the Sta te of Co lorado and
exc lu sive venue shall be i n the City and County of Denve r.
H. Modification
i . By the Parties
Except as speciftcally provi ded in th1s Gmm, modifications of th1s Gran t shall not be effective
un l es~ agreed to in writing by the Parties in an amendment to thi s Grant. properly executed
and approved in accordance with applicable Colorado State law. State Fiscal Ru les. and
Office of the State Controller Policies. including. bu t not limited to. the policy entitled
MODIFICAT IONS OF CONTRACfS-TOOLS AND FORMS .
ii. By Operation of Law
r ASTERGrnnt .O I .Jull I -onglnatcd fwm appro,·ed OSC Gr.Jnt remp l:nc Rev 1/121 J I Pape 13
This Grant Is subject 10 such modifications as may be required by change s in federal or
Colorado State law. or their implementjng regulations. Any such required modification
automatically shall be incorpora ted into and be part of this Grant on the effecuve date of such
cha nge . a!i if fully set fonh herein .
L Order of ~ence
The provisions of this Grant sh all govern the relauonship of the Parties. In the event of connicts or
inconsistencies between this Grant and its exhibits and attachments including, but not limited to. those
providw by Grantee. such conflicts or inconsistencies shall be resolved by reference to the documents
in the following order of priority:
I. Colorado Special Provisions
ii. The Provis1on of the main body of this Grant
Iii. Exhibit A (Scope of Work).
lv. Exhibit 8 (FASTER Program Requirement s).
v. Any executed Option Leuer , and
\'I. Other Exhibits in descending order of their attachment.
J. SeverabilJty
Prov1ded th is Grant can be executed and performance of the obliga ti ons of the Panies accomplished
wuhin its mtent, the provisions hereof are severable and any provision that is declared invalid or
becomes moperable for any reason shall not affect the validity of any ot her provi~ion hereof.
K. SurvivaJ of Certain Grant Terms
Notwithstanding anything herein to the con trary , provisions of thi s Grant requ1ring continued
performance. compliance. or effect after termination hereof, shall survive such term ination and !..hall be
enforceable by the State if Grantee fails to perform or comply as req01red.
L. Taxes
The State is exempt from all federal excise ta xes under IRC Chapter 32 (No . 84-730 123K) and fr om all
State and local go,•ernment :,ales and use taxe~ under CRS §§39-26-101 and 201 et seq. Such
exemptions npply when materials are purchased or services rendered to benefit the State; provided
however, that cenain political sub divi sions (e.g., Ciry of Denver) may require pa yment of sales or Ul\e
ta~es even though the product or se rvt ce is provided to the Stare. Grantee shall be solely liable for
paymg such taxes as the SLate is prohibited from paying for or reimbursing Grantee for them.
M. Third Party Beneficiaries
Enforcement of this Grant and all rights and obhgation!, hereunder are reserved solely to the Panies.
and not to any third pany. Any se rvices or benefit" which third panies receive as a result of this Grant
are incidental to the Grant. and do not create any rights for such third panies.
N. Waiver
Waiver of any breach of a term, provision, or requirement of thi s Grant. or any right or remedy
hereunder. whether explicitly or by Jack of enforcement, :.hall not be construed or deemed as a waiver
of any subsequent breach of such term . proviMon or requirement, or of any other term, provision, or
requirement.
0. CORA Disclosure
To the extent not prohibited by federal law . this Contract and the performance measures and standards
under CRS §24-103.5-10 I, if any. are subject to public release throu~h the Colorado Open Record s
Act, CRS §24-72-101 , et seq.
21. COLORADO SPECIAL PROVISIONS
These Special Provisions apply to all Grams except where noted in italics.
A. CONTROLLER'S APPROVAL. CRS §24-30-202 (l)
This Grant shall not be deemed valid until it has been approved by the Colorado State Controller or
designee.
8. FUND A VAILABILJTY. CRS §24-30-202(5.5)
Financial obligations of the State payable after the current fiscal year are contingent upon funds for that
purpose bemg appmpnated, budgeted. and otherwise made available .
FASTER013nl OIJultl -orit:mnlcd frum appruvcd OSC Grant template Rt\ t/1211 I Pugc 14
C. GOVERNMENTAL IMMUNITY
No term or condition of th1s Grant shall be construed or interpreted as a waiver. express or implied, of
any of the immuni tie s, rightS, benefits, protections, or or her provision:;, or the Colorado Governmental
Immunit y Act, CRS §24-10-101 et seq., or the Federal Ton Claims Act. 21! USC §§1346(b) and 2671
et seq .. as applicable now or hereafter amended .
D. INDEPENDENT CONTRACTOR
Grantee shall perform its duties hereunder as an independent contractor and not as an employee .
Neither Grantee nor any agent or employee of Grantee shall be deemed to be an agen t or employee of
the State . Grantee and its employees and agents are not emjtled to unemploymem insurance or workers
compensauon benefits through the State and the State shall not pay for or otherwise provide such
coverage for Grantee or any of its agents or employees. Unemployment insu rance benefits will be
available to Grantee and its employees and agents only if such coverage is made available by Grantee
or a third pany . Grantee shall pay when due all applicable employment taxes and income taxe s and
local head taxes incu rred pursuant to thi s Grant. Grantee shall not have au thorization. express or
implied. to bind the State to any agreement , liability or understanding. except a.c; exprel>sly set fonh
herein . Grantee shall (a) provide and keep in force workers' compensation and unempl oyment
compensation insurance in the amounts required by law, (b) provtde proof thereof when requested by
the St:ue , and (c) be sole ly responsible for itS acts and those of its employees and agents.
E. COl\tPLIANCE WITH LAW
Grantee shall smctly comply w11h all applicable federal and State Jaws , rules. and regulations in effect
or hereafter established. including. without limitation. laws applicable to di scrimtnation and unfair
employmem practices .
F. CHOICE OF LAW
Colorado law, and rules and regulations issued pursuant lherelo, shall be applied in the in terpretati on.
execution, and enforcement of this grant. An y provision included or in corporated herein by reference
which conflicts wi th s.~id laws, rules , and regulat ions sha ll be null and void . Any provision
incorporated herein by reference which purport~ to negate thi c; or any other Special Provision in whole
or in pan shall not be \aJid or enforceable or available in any action at law, whether by way of
complaml. defense. or otherwise. Any provision re ndered null and void by the operauon of this
provision shall not inva lidate the remainder of thrs Grant, to the extent capable of executi on.
G. BrNDING ARBITRATION PROHIBITED
The State of Colorado does not agree to binding arbitration by any extra -judicial body or person. Any
provisl()n to the contrary in thi s Grant or incorporated herein by reference shall be null and void.
H. SOFTWARE PIRACY PROHIBITION. Governor's Executive Order D 002 00
State or other public funds payable under this Grant shall not be used for 1he acquisition, opera tion , or
maintenance of computer software in vio lati o n of federal copyright laws or applicable licensing
restric1ions . Grantee hereby certifies and warrants that , during the term of thi s Grant and any
extensions , Grantee hru. and shall maintain in place appropriate systems and controls to prevent such
improper use of public funds. If the State determine s that Grantee is in violation of this provision. the
State may exercase any remedy available at law or in equiry or under this Grant. inc luding , without
lunitation. ammediate termination of thi s Grant and any remedy consistent with federal copyright Jaws
or applicable licensmg restricti ons.
I. EMPLOYEE FINANCIAL iNTEREST/CONFLICT OF INTEREST. CRS §§24-18-201 and 24-50·
507
The signa£ori es aver that to their knowledge, no employee of the State ha!> uny personal or beneficial
interest whatsoever in the service or property described in this Grant. Grantee has no interest and shall
nol acquire any imerest, djrect or indirect, that would con01ct in any manner o r degree with the
perfonnance of Grantee'!--;ervices and Grantee shal l not employ any person havmg such kno"''"
interests.
J, VENDOR OFFSET. CRS §§24·30-202 (1) and 24-30·202.4
{Not applicable to intergovernmenJol agreements} Subject 10 CRS §24-30-202.4 (3.5), the State
Controller may wtthh o ld payment under the Suue's vendor offse1 intercept system for debll> owed to
FASTERGrnor .OJ .Julll -unginuu:d fr o m approved OSC Grancccmplacc Rev 1/12111 Page 15
State :~gencies for (a) unpa1d c hild suppon debts or child su ppon arrearages; (b) unpaid balances of tax ,
accrued mterest. or other charges speci fied in CRS §39-21-1 01. et seq .; (c) unpaid loans due to t he
Student Loan Divis1on of the Department of Higher Education ; (d) am ount s required to be paid to the
Unemployment Compensation Fund: and (e) other unpa1d debt s owing to the State as a result of final
agen cy detennination or j udicial action.
K. PUBLJCGRANTSFORSERVICES. CRS §8-17.5-101
{Not applicable to agreements relaJing lo the offer, issuance, or salt of securities, investmenJ
advisory services or fund management services, spousored projects , intergovernmental agreements,
or information technology services or products and services] Grantee cenifies. warrant s, and agree s
that it does not knowingly employ or contract with an illegal alien wh o will perfonn work under thi s
Grant and will confinn the employment eligibi li ty of all employees who are newly hired for
employment in the United States to perfonn work under thi s Grant , through participation in theE-
Yerify Program or the State program established pu~uant to CRS §g -I 7 .5-102(5)(c ). Grantee shall not
knowingl y employ or contract with an ill egal alien to perform work under this Grant or enter in to a
grant with a Subgrantee that fail s to cenify to Grantee that the Subgrantee shall not kn owingly empl oy
o r contract with an illegal alien to perfonn work under thi s Gram. Grantee (a) shall not use E-Verify
Program or State program proced ures to undenake pre-employment !:creening of JOh applicants while
this Gram i~ being performed. (b) shall notify the Subgrantee and the granting State agen cy within
three day 11 if Grantee ha j; act ual knowledge that a Sub grantee is employing or comructing with an
illegal alien for work unde r th is Grant , (c) shall term inate the subgrant if a Subgrantee does not stop
employing or contra cting with the illegal alien within three days of recei ving the noti ce. and (d ) shall
com pi)' with reasonable requests made tn the course of an investigation. undenaken pursuant to CRS
§8-17.5-102(5). by the Co lorad o Depanmem of Labor and Empl oyme nt. lf Grantee participates in the
State program. Grantee sha ll deliver to the granting State agency. In stituti on of Hi gher Education or
poJitical subd ivision. a wrinen. no tarized affirmation. affirming that Grantee ha s exa mmed th e legal
work status of such em pl oyee. and sh all com pl y with all of the other requ ire ment s of the State
program. If Grantee fails to comply with any requirement of chi~> prov1sion or CRS §~·17.5-1 0 I et seq ..
the grantmg St:~te agency. institution of higher edu cation or political subdivision may tenninate thi s
Grant for breach and , 1f so ter minated, Grantee shall be liable for d11mages .
L. PUBLIC GRANTS WITH NATURAL PERSONS. CRS §24-76.5-101
Gr antee , if a natural person e 1ghteen ( 18) yea rs of age or o lder , hereby swears and affinns under
penalty of peljury that he or she (a) is a citizen or otherw ise lawfully present in the United Slates
pursuant to federal law. {b) shall comply with the provisions ofCRS §24-765-10 1 et seq .• and (c) has
produ ced one form of iden t ification required by CRS ~24-76.5-I 03 prior to th e effective date of th is
Grant.
SPs Effec ti ve 1/1109
FASTERGranLOI Juttl -onj!inatt'd from arprO\ed OSC Grnn1 templ3tc Re\' l/1211 t Po~c 16
22. SIGNATURE PAGE
By :
THE PARTIES HERETO HAVE EXECUTED THIS GRANT
• Ptrson." i~ning ro r Cr111tte hueby ~ear and affirm that tht) an auttwriud to act on Granite's bthaii and aclulowled~tt that
tht-State i!. rd)iog on their representations to that tlftrt.
GRANTEE
CITY OF WHEAT RIDGE
r-:--.
Dou:: _q.~-,;..~_4_,_/ "---/1-__
2nd Grontee Sign;uure if Needed
STATE OF COLORADO
John W. Hidcenloopu, Governor
Colorodo Depanmem ofTran spo nat ion
Donald E. Hunt -Executi ve Director
8 y: Donald E. Hunt, COOT Executive Director
Sig na tory ave~ to the Stat e Co ntroller or delegate that
Grontee has not begun performance or that a Statutory
Violation waiver has been requested under Fiscal Ru les
Date:----------
LEGAL REVlEW
John W Suthers. Atto me)' General
Pnnt Name of Authomed Individual 8>-------------------------------
Tit le · Signature· AliSistnnt Attorney General
Print Title uf Au th oriz.ed lndividuaJ
DlllC ----------
Date .----------
ALL GRANTS REQUIRE APPROVAL BY THE STATE CONTROLLER
CRS §24-30-2.02 requires tbe Statt: Controller to appron aU State gran IS. This Grant Is not valid untU SlfP'Ied and dated below by
tbe Stalt Controlln or d elegate. Grantft is not authori1:ed to btgin perf'onnanee untlt wd! tirrw. U Grantee btgim performing
prior llwreto, the State or Colorado is not obligated to pa) Grantee for such perforrrw:ter or ror &n) ~tood.\ and/or sen·ices
provldtd bfrtuo~.
STATE CONTROLLER
David J . McDermott, CPA
By: ____________________________________ _
Cololildo Department of Transporwion
Date: ________ _
FASTERGr.mt .OI.Julll -ungan•lltd from aprn.H~d OSC Oranltc:mplnte Re' 1/12111 Pn~e 17
EXHIBIT A -SCOPE OF WORK
Program Oveniew
The City of Wheat Ridge is lo~tcd in Jefferson County, tn the litate of Colorado, and is a subu rb of Denver. The Regional
Transportation District (RTD) pro vide!> public transportation services within the City of Wheat Ridge. The City is required
to maintain certain public transportation facilities for RTD . The Ciry's private bus bench contrnctor maintains up to 60 bus
stop sites but does not provide courtesy benches throughout the city. The City has taken re sponsibility for the remaining bus
stops to install bus benches due to the high ridership use at those ~i tes .
Project Overview
In keeping up with the required maintenance of public transportation facilities, it is necessary for the City of Wheat Ridge
to purchase and in.c;rall bus benches for several locations throughout the Ciry. The locatiOn$ of the proposed bus benches
will need some concr~te pad installation in order to install the benches. The bus benches wi ll be placed aJ bus stops that do
not already have a bus shelter or a bus bench and will be within public right-<lf-way . The purchase and inst.:l.llation of up to
38 bus benches with trash receptacles is expected to cost $250.000 .00. with $200,000.00 from the State of Co lorado
through COOT and $50.000.00 from the City of W.heat Ridge.
Project Budget and Funding
The total budget for lhis project is $250.000 .00 . $200.000.00 will be from FASTER State funds with a local match of
$50.000.00 from thll City of Wheat Ridge comprising the balat1ce. The City of Wheat Ridge has t.he necessary cash for the
match and the City Council will approve the expend iture of funds for th e FASTER contribu1ion .
Procurement
Procurement of this project will be through competitive bid which will comply with the State of Colorado procurement
policies and procedures .
Ongoing Operaticmal Funding
The opemtional expenses for the bus benches wtll be paid primarily with the Ci1y of Wheat Rid~e·s maintenance fund s.
Project Measurement and Cerfilicatlon
The project will improve th e bu s scops for th e riders of the public rransportauon system. thereby tncreasing ridership of the
pub he transportation S)'Stem .
THE REST OF THIS PAGE INTENTIONALLY LEFT BLANK
FASTER Grana 0 I.Julll -orig inated fr om :tpprovcd OSC Grant aemplaae Re" Ill 2/ll Exhtbia A -I
EXHIBJTB -FASTER PROGRAM REQUIREMENTS
J. PROJECT PAYMENT PROVlSIONS
A. The State will reimburse the Grantee for incurred costs relattve to the Projec t following the State 's
review and approva l of such charges, subject to the te1111s and conditions of thi s Grant. Provided,
however, that charge s incurred by the Grantee prior to the Effective Date of this Grant will not be
charged by the Grantee to the Proj ect , and will not be reimbursed by the State.
B. The State will reimburse the Gran tee·:. reas onable. all ocable. allowable costs of performance of the
Wo rk , not exceeding the maximum total of thi s Grant. The appl icable principles described in Exhibit D
shall govern the allowability and allocability of costs under thi s Grant. The Grantee shall comply with
all such principles. To be eligible for reimbursement, costs by the Grantee shal l be:
i. in accordance with the provisions. te 1111s and conditions of thi s Grant:
ii. necessary for the accompl ishm ent of the Work:
ili. reasonable in the umo unt 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 th e cost actually in curred ):
v. incurred fo r Work performed after the Effective Date of thi s Grant ; and
vi . sa ti sfact orily documented.
Examples of inelig ible cosLc; include:
i. Sta ff or administrative overhead costs of the Grantee, unless specifically allowed ror in the
Scope of Work:
ii . Fines and penalties; and
iii. Entenainment expenses.
C. The Grantee shaU establish and maintain a proper accounting system in accordance with generally
accepted accounting standard s and principles (a separa te se t of account!>, 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 manne r consistent with this Grant and P roject objec tives :
i. All allowable c.os ts charged to the Project , including an)• approved services contributed by the
Grantee or others, shal l be supp01ted by properly executed payrolls. time record s, invoices.
grants or vouchers evidencing in detail th e 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 dra wn up only in accordance with a prope rly signed
vo ucher rhen on file in the office of the Grantee. which will detail the purpose for which sajd
check or order is drawn. All check s. payrolls, invoices, grants, vouchers, orders or other
acco unting documents shall be clearly identified. readily accessible, and to the extent fea sible,
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 inv o ice s shall include a description of the amounts of Services
performed. the dates of performance and th e amounts and description of reimbursable expenses. The
invoices will be prepared in accordance with the State's standard policies, procedures and sta ndardized
billing format to be supplied by th e State.
E. To be eligible for payment. billings mu st be received wi thin 60 days after the period for which payment
is being requested and final billings o n Lh1s Grant mu st be received by the State within 60 days afte r
tell11ination of thi s Grant .
i . Payments pursuan t to lh1s Grant shall be made in whole or in part , from available funds,
encumbered for th e purchase of the described services. If th is Grant is terminated . final
payment to tbe Grantee ma y be withheld at the discretion of the State until completion o f final
audu .
FASTERGrunr.O I .lui II -(•riginmcd from appro\'cd OSC Grant tempi arc Re' 1/12/11 E\hibir B·l
2. STATE AND GRANTEE COMMITMENTS
COOT and the Grantee als o agree to ensure the PrClject is completed within the applicable des1gn and
conwuction standards in accordance with Exhibit F-State and Grantee Commitments
3. PROCU RMENTSTAN DARDS
The Grantee agrees to carry ou t its procurements consistent with the general procurement st andard s of the
State. The Grantee agrees w follow the general procuremem standards set fonh in Exhibit E.
4. C ONFORMANCE WITH LA W
The Grantee and its agent(s ) will adhere to all applicable state and federal laws, .Execuuve Orders and
implemenung regulauon s as they currently exi~ and may hereafter be amended . Further . the Grantee agrees
to comp ly with the intent and requiremems of the National Environmental Policy Act (NEPA) regardless of
whether or not there is federal funding involved. as is consistent with COOT's En'ironmental Stewardship
Gu1de .
5. NON DlSCRlMINATJON
The Grantee agrees to comply wllh and ensure any Subgrantees comply with. the requirements of:
A. The American with Disabilitie s Act , Title ll. and its implemenung reguJations-28 CFR Pan 35. and 49
CFR part s '21. 37 and 38; and
B. The Civil Right s Act of 1964. Title s VI and VJI . and their imp lement in g regulation-;.
6. STATE fNTEREST This section applies if box checked 181
The Gr.~ntee under~ands and agrees that the State retains n State mterest in any real property. or equipment
financed \\ith State assistance (Project property) until, and to the exten t that the State relinqu ishes it!> State
1n1erest in that Project property . as described in E xhibit A. All State interests in real property or equipment
shall survive termmation , expiration or cance ll ation of thi s Grant. With respec t to any Project propeny
financed with SLate assistance unde r I hi~ Gran t. the Grantee agrees to co mply w11h the fo ll owing:
A. Use of Project Property The Grantee agrees to use Project property for ap propriate Project purpos~
for the duration of the u~ful life of that property, as required by the State and set fonh in the scope.
Shuuld the Grantee unreasonably delay or fail to use Project propeny during the useful life of that
property. the Grantee agrees that it may be required LO reiUm the entire amount of the State assistance
expended on th at property . The Grantee further agrees to notify the Sta te immed iately when any PrOJeC t
property is withdrawn from Project use or when any Projec t propeny is used in a manner s ubstantially
different from the represemations the Grantee has made to COOT .
B. Maintenance. Th e Grantee agrees to maintain Project propeny m good operating order to the State 's
satisfaction.
C. Records. The Grantee ugrees to keep satisfactory records pertaining 10 the use of Project propeny , and
submit to the State upon request suc h Informat ion as ma y be required to assure compliance with thi s
Sect ion .
D. Encu mbrance or Project Property. The Grantee agrees to maintain satisfactOI)' continuing control of
ProJeCt property as f<lllow!-:
I. Writren Tran sactionl>. The Grantee agrees that il will not execute any tran ·fer of title, lease , lien ,
pledge. mortgage. encumbrance, third pany grant, s ubgrant , grant anticipation note, alienation,
innovative finance arrangement (such as a cross border lease, leveraged lease, or otherwise), or
any other ob ligati on pertaining to Project property . that in any way would affect the continuing
State intcre<;t in that Project property .
FASTERGrnnt .O I.Julll -orig1nntcd frum :~pprovcd OS(' Granllcmplnlc Rc" 1112/lt E.xhihit B·2
ii. Oral Tran sac ti ons. The Granr.ee agrees that it will no t obligate itself in any manner ro any thtrd
party w11h respect to Project propeny.
Ui. Other Acti on'\. The Grantee agrees that it will not take any action adversely affecting the State
interest m or impair the Grantee's continuing control of the use of Project property .
E. Transfer of Projecc Property. The Grantee understunds and agrees as follows:
i. Grantee Request . The Grantee may tran sfe r any Project property financed with State assistance
to another public body or pnvate nonprofit entity to be used for the sa me purpose set fonh
herem Wtlh no further ob ligation to t he Sta te Government, provtded the trdnsfer is approved by
the State in writing.
ii . State Government Direction . The Grantee agrees that the State may direct the disposi tion of.
and even require the Gramee to Iran fer. title to any Project property financed with Slate
assiStance under this Grant if it is found thar the Project property is not being used for the
intended purpose as stated in the Scope of Work .
iU . Leasing ProJeCt Property to An ot her Party. [f the Grantee leases any Project property 10 another
party. the Grantee agrees 10 retain ow nersh ip of the leased Project property, and assure that the
lesl>te will use the Project property appropnately, either through a wrinen lease between the
Grantee and le~see, or another similar document. consistent with the Project purpose set fon.h
herein . Upon request by the State, the Grantee agrees to provide a copy of any re levant
documents.
F. Disposition of Projecl Property. Th e Grantee agrees th at the Stute may establish the useful life of
Project property. ond t hat it will use Project property con tinuously und appropriately throughou t t he
useful life of that property.
i. Project Pwperly Prematurely Withdrawn from Use. For Project propert) withdrawn from
appropriate use before ns useful life has expired. the Grantee agrees ~ follows.
c) Notification Requirement. The Grantee agrees to notify th~ State im medi ately when any
Project property is prematurely wuhdrawn from appropriate use, whether by planned
withdrawal, misuse, or casually loss.
d) Calculating the Fair Market Value of Prematurel y WithdrJwn Project Property . The
Grantee agrees that the Sta te retain s a Sta te imerest in the fair marke t value of Project
property prematurely withdrawn fr om appropriate use. The amount of th e State int erest
in the Project property sha ll be detennincd 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 propert y prematurely withdrawn from use will be calculated as
follows :
(1 ) Equipment The Grantee agrees that the fair market value of Project equipment
and supplies shall be calculated by straigh t-line depreciatton of Lhat prope rt y.
ba sed on the useful life of the equipment as eSUlbhshed or approved by the
Sta te. The fair market value of Project equipment shall be th e value
immediately before the occurrence prompting the withdrawal of the equipment
or sup plie s from app ropriate use. l n the case of Project equ1pment lost or
damaged by fire , casualty. or natural disaster, the fair market value shall be
calc ulated on the basis of the condition of th:u equipment or supp li es
immediately before the fire . casualty, or natural disaster. irrespective of the
extent of insurance coverage.
(2} Real Property . The Grantee agrees that the fair market value of real property
shall be determined either by competent appraisal based on an appropriate date
approved by the State, or by s traight line depreciation, whichever is greater.
(3) Exceptional Circumstances. The Gramee agrees that the State may require the
use of another method to detem1ine the fair market value of Project property. In
FASTEROra01.0 I Julll -un0matcd from approv ed OSC Grant ccmpl:uc Rc\' 1112/11 Exhll>i t 8 ·3
unusuaJ circumstances , the Grantee may reque st that anOther reasonable
valuation method be used including. bu t not hmi ced to, accelera ted
depreciation, comparable sales, or estab lished ma rket values. ln determining
whether to approve such a req uest. lhe State may consider any ac tion taken.
omission made, or unfonunate occurrence suffered by the Grantee with respect
to the preservation of Project properly withdrawn from app ropriate use .
e) Financaal Obligat1ons to the State . The Grantee agrees to remit to the State the State
interest an the fa1r market value of any Project property prematurely withdrawn from
appropriate use . In the case of fire. casuaJty, or na tural disaster. the Grantee may fulfill
1tc; obligations to remit the State interest by either:
(I ) Investing an amount equal to the remaini ng State in terest in like-kind property
tbat is eligible for assistance within the scope of the Project that provided State
assismnce for the Project propeny pre maturely wit hdrawn from use; or
(2) Returning to Lhe State an amount equal to the remain ing State interest in the
withdrawn Project property.
G. S tate Interest-Proj ect . The State shaJI protect its 1nterest in the equipment being obtained with Grant
Funds .
H. Ins ura nce Proceeds. Jf the Grantee recetves insuran~ proceeds as a re sult of damage or destrucuon to
the Project property, the Grantee agrees to .
i . Apply those insurance proceeds to the cost of replacing the damaged or destroyed Project
property taken out of serv1ce. or
ii. Return to the Srate an amount equal to the remaining State interesr. based on straigh t li ne
depreciation. in the damaged or dec;Lroyed Project property.
I. MJ sused or Damaged Proj ect Property. If any damage to Projec1 propeny results from abuse or
misuse occumng wnh the Granrce 's knowledge and consent. the Grantee agree s to reStore the Project
propert y to it s original condition or refund the value of tbe State intere.o,t, based on straight line
depreciation. in that property . as the State may require .
J . Responsib iliti es Aft er Project Cl oseout The Gron t ~ agrees that Project closeoul by the State will
not change the Grantee·~ Project property management responsibalitie s as stated in this Section of the
Grant.
7. RAILROA DS T hi s section applies if box ch eck ed 0
In the event the Project involve s modification of a railroad company's facilities whereby lhe Work is to be
accomplished by ratlroad company forces. the Grantee shall make timely application to the Public Uulities
Commission requesting ats order providing for the installation of the proposed improvements and not proceed
with chat part of lhe Work wichout compliance. The Grttntee c;hall also establish contaCt wnh the railroad
company involved for the purpose of comp lying with applicab le prov1sions of 23 CFR 646, subpaT1 B.
concerning StaLe or Federal-aid proJects involvinr;. railroad facilities. including:
A . Executing an agreement sett ing our what work is to be accomplished and the locarion(s) thereof, and
that the costs of the improvemen t shaJl be eligible fo r federal participation .
B. Obtaining the railroad's detailed es timate of the cost of the Work .
C. Establillhing future maintenance responsibilities for the proposed installation .
D. Proscribing future use or di sposilions of the proposed improvemen1s 10 the evenc of abandonment or
elimination of u grade crossing.
E. Establishing future repair and/or replacement responsibilities in the event of accidental destruc tion or
damage to the Installation .
f-ASTERGrana .Ot.Julll -ori~mntcd from uppro'cd OSC Grant template.> Rc' 1/12/lt E~hshit B~
8. UTlLlTlES, ACCESS, RIGHT OF WAY This section applies if box checked 181
A. UtiUt ies . 0 If necessary, the Grantee will be respon sible for obtaining the proper clearance or upproval
from any utility company. local, State. or federal government agency , or other entity which may become
involved in this Project. COOT will reasonably asstst Grantee in this regard in all cases in which COOT
is in a unique position to do so, provided that in no case will COOT be required to expend State funds to
prov ide such assistance. Prior to this Project being advertised for bids. the Grantee will certify in writing
to the State that all such clearances have been obtained.
B. Access . 181 The Grantee shall be responsible for obtaining an access permit from COOT Region
offices. The Gramee shall be responsible for obtaining a use and occupancy permit from the State . Pri or
to this Project being advertised for bids, the Grantee will certify in writing to the Sta te that an such
clearances have been obtained.
C. Right of Way . 0 The panies acknowledge that the Project is for the mutual benefit of the Gran tee and
COOT. and that it shall be constructed on State right of way As a result of the Project being constructed
on State right of way. the Grantee shall be responsible for obtaininp. an appro\led lnterchange Approval
consistent with COOT Policy Directive 160 I. The Gra ntee shall also be re sponsible for executing a
grant w1th COOT that addresses how construction ove rsight shall be coordinated and carried out.
lf the Project includes right of way. prior to this Project being advertised for bids, the Grantee will
certify in wnting 10 the State that all right of way has been acquired in accordance with the applicable
State and federal regulations. or that no additional righ t of way is required.
Any acquisition/relocation activitielo must comply with all federal and state statutes. regulations. COOT
policies and procedur~. 49 CFR Part 24, the Uniform Act government-Wide regulatjon-. the FHW A
''Project Development Guide" and COOT's "Right of Way Operations Manual".
Allocation of responsibilitie,c; can be as fo ll ows:
• Federal participation in right of way acquisition (31 II charges). relocation (3109 charges) activities,
if any, and right of way incidentals (expenses incidental Lo acquisnion/relocation of right of way -
3114 charges);
• Federal participation in right of way acquisition (3111 charges). relocation (31 09 charges) but no
partic ipation in incidental expenses (3114 cha rges): or
• No federal participation in righ t of way acqu isit ion (31 I I charges) and relocation activities (3109
expenses).
Regardless of the option selected above. the State retains oversight responsibilities . The Grantee's and the
State's responsibilities for each option is speci fically set forth in CDOT 's Right of Wa y Operation Manual.
The munual is located nt http://www.dot.state.co.us/ROW Manual/.
9. DISADVANTAGE BUSINESS ENTERPRISE ("DBE") EFFORTS
The State encourages the Grantee to utilize small businesses owned by minorities, women and
disadvantaged individuals to the greatest extent possible without sacrific ing adequate competition. The
Grantee is rerrunded of the illegality of discrimination and of the need to t.ake all necessary and reaso nable
steps to ensure non-<liscriminauon in the area of contracring and procurement and to create a level playing
field where small minority, women. and disadvantaged businesses can compete fairly m COOT assisted
contracts and procurements . This policy specifically upholds the Transportation Commission's commitment
to fair and equitable bu siness prac ti ces and is supported by COOT's small business development prog ram s.
FASTERGraot.OI .Julll -originated from approved OSC Grant tcmplatr Rev 1/12111 Exh1h11 B-'i
The COOT Cemer for Equal Opponunity (EO) can provide lists o f qualified DBEIMBEJWBE vendors as
well as other technical assistance. Inquiries can be directed to the Director of Cent er for Equal Opponunity
or Business Te3m Supervisor at 303-757-9234.
10. MAINTENANCE OBLIGATlONS This section applies if box checked [8)
The Grantee will maintain and operate th e improvements const ru c ted under th is Grant at it s o wn cost and
expense during th eir useful li fe , in a manner reasonably satisfactory to the State. The Grantee will make
proper provisjons for such maintenance obligatio n s each year. Such ma intenance and operations shall be
conducted in accordance with all applicable statutes, ordinances and regulations which define the Grantee's
obligations to maintain s uch improvements. The State may make periodic inspections of th e Project to
veri fy that suc h im proveme nt s are being adequately maintained.
THE REST OF THIS PAGE INTENTIONALLY LEFT BLANK
FASTERGrant.OI.Julll -ongtnnced fmm npp ro vcd OS C Grnnctemplatc Re" 111211 I Exhibil B-<l
EXHIBIT C-GRANTEE PAYMENT C HEC KLIST
Grantee Payment Checklist 01/19/2011
This checklist is to assist the Grantee in preparation of its bllJJng packets to COOT. This checklist is
provided as guidance and is subject to change by COOT. COOT s hall provide notice of any such changes
to Grantee. All Items may not apply to your particular entity. COOT's goal is to reimburse Grantees as
quickly as possible and a well organized and complete billing packet hclps to expedite payment.
)' Information to be included on the Invoice from the Grantee:
./ PO Number
./ WBS
./ Section/Program Number
./ Name
./ Address
./ Ph one Numbe r
./ ln voice Numbe r
./ Billing Peri od
./ Tota l Am ount of Grant. Previous Grant Balance. n1tal Eligible Expenses. Feder.tl Share. Loca l
Fund. New Grant Balance and Towl Am ount to be Reimbursed to Grantee
./ Signature of Grante e Financial RepresentaLive
;. Copies of invoices from the Grantee Subgrantees <Tier land some Tier lis}
./ In c lude a copy of the specific document the Subgrantee used to invoice the Gramee . The GranLee 1!.
responsible for ensuring th::u the backup matches the invoice and is eligible for re imbursement.
./ The COOT grant manager will review and determine 1f the Grantee expenses are eligible for
reimbu rsement.
./ If the Grantee pays the Subgran tee a discoun ted amount , the full amount cannot be reimbursed to
the Grnntee. The Grantee will onl y be reunbur~ up to the actual amount prud to the Grantee's
Suhgrantee .
./ Pl ease ensure that all payment vouchers include so me notaLion of when it was pmd or approved for
payment
./ lnvoice(s) should match the check amo unt. An additional explanation and documenta tion is required
for any variances .
./ Estimates, statements and emails are not acceptable in lieu of an inv oice copy.
>-Copies of checks <All Tiers)
./ All of the followmg are acc-eptable-copies of checks, check registers. approved accounting sys tem
generated expend iture ledgers showing th e amount pajd, the check number or electronic fund s
transfer ('"EFf''} and the date paid .
./ COOT needs to ensure that expendi tu res incurred by the Grantee have been pa1d by the Grantee
before COOT is invoiced by th e Grantee .
., Expenditure ledger (All Tiers)
./ An expenditure ledger needs to be su bmitted from the Grantee'~ financial acco unting system. The
report sho uld display the accoun t ing ~ys tem information. date of the repon , accoun ting period.
current period transactions. and the account coding for all incurred eJtpendi tures. Excel spreadsheets
arc not approved expenditure reports . However. an additional excel spreadsheet may be required in
order to explain any variances between the expenditure and the amount eligible for retmbursement.
FASTERGr1101 .0 J.Julll -origmmcd from approved OS\ Grun1 templale Rev llt2/ll Exhibll C·l
./ CFR 49 pan 18 Section 18.20 Standards for Financial Management Systems, requires theGrantee to
have approved accounting systems so this should not be difficult lO generate by cost center specific
to the reimbursable Project. The expendi ture report is a good summary page if there is substantial
documentation .
./ If the Grantee has copies of the invoice(s) and check(s), you do not need the expe nd iture ledger
also, but the invoices must be marked as approved for payment.
).. Timesheets (Tier I and some Tier lis)
./ Timesheets should show a breakdown of all hours and all Project s worked for the day, week. month
or time collection period . The Limesheet must also be signed or approved either in ink or
electronically . If an electronic approval occurs. the supervi sors' signa ture will be required on the
electronic time report submitted for reimbursement.
.r Backup documentation for payroll expenses includes the time sh eet, an hourly or salary rate and a
payroll ledger indicating total hours, wages. and benefits. If there is sensitive information such as
soc ial security numbers or addresses. please block or delete that information prior to submitti ng il.
).. ln kind match -If a Grantee wishes to use in-kind match, it must be approved by COOT prior to any
work taking place. (A ll Tiers)
./ lf an in kind match is being used for the local funds the in-kind portion of the Project must be
included in the scope of work attached to the Grant or purchase order . F1' A does not require pre·
approval of inkmtl, but FHW A and COOT do .
./ Documentalion such a-; an invoice copy, time sheet. etc . is still requ ired for all in-kind transactions.
The documentation varies depending on the source of the in-kind .
.I' Expenditure ledger from th e Grantee must also show the in l-ind match in their general ledger .
./ lf the Grantee is using in kind match , they also need 10 attach a drawdown schedule indicating how
much in-kind match wa s received. the date they received il, how much has been app lied tO the
current invoice and how much has been carried forward. The carry forward balance for in-kind
expire!i when the Grant term expires .
./ Full documentation will be required on the use of in-kind match, reg11rdless of the Tier held by the
Grantee .
).. Jndired costs-If a Grantee wishes to usc indirect costs. the rate must be approved by CDOT prior to
applying II to lhe r eimbursements (A ll Tiers)
Jf indirect costs are being requested, please submit an approved indirectleuer provided by either COOT or
another Stat£ of Colorado agency. The letter must stat e what indirect costs are allowed, the approved rate
and th e time period for the appmval. The indirect cost plan must be re concile~ annually and an updated
leiter submiued each year !hereafter.
THE REST OF TffiS PAGE [NTENTIONALL Y LEFT BLANK
FASTERGr-.mt .O I.Julll -uri !! mated fmm ilppr oved OSC Gr;1nt template Rc' 1/12/tl
EXHIBIT D-C-49 CFR 18 SUBPART C
This Exhibit D Includes select applicable provis ions as they exist or as of the Effe<-Uvc Date. Grantee Is
responsible for compliance with all State and federal laws, rules and regulations as they currently exist
and may hereafter be amended.
Financial Admlnfstratlon
Sec. 18.20 Standards ror financial management systems.
(a) A State must expend and account for grant funds in accordance with State laws and procedures fo r
expending and accoun ting for its own funds . Fiscal con trol and accounting procedures of the State, as
well as its subgrantees and cos t-type contractors , must be sufficient to-
(I ) Permit preparation of rep orts required by thi s pan and the sta tute s authorizing the grant, and
(2) Permit the trncing of fund s to a level of expenditures adequate to establish th at such funds have not
been used in violation of the restrictions and prohibitions of applicable statu tes.
(b) The financial management S}Stems of o ther grantees and subgrantees must meet the following
s tandard s:
(I) Fin ancial reporting . Accurate, curren t. a nd comp lete disclosure of the financial results of financially-
assisted activities must be made in 11ccordance with the financial rcpor1tn g requirements of the grant or
subgrant.
{2) Accounting records. Grantees and subgrontee s mu!'t maintain records which adequate ly idemify the
source and applica t ton of funds provided for financtally assisted activities . These records must contain
information penammg to gram or subgrant awards and authorizations , obliga t ion~. un obligated
balances. assets. habihues, outlays or expenditures, and income.
(3) Int ernal control. Effective control and acco untab ility must be maintained for all grant and subgram
cash, real and personal property, and other assets . Grantees and subgrantee s must adequa tel y safeguard
all such property and must assure that it is used solely for authorized purposes.
(4) Budget control. Act ual expenditures or outlays must be compared with budgeted amounts for each
gnm or subgrant. Financial Information must be rela ted to performance or productivity data, includ ing
the deve1<.1pment of untt cost information whenever appropriate or specifically requ ired in the grant or
subgrant agreement. If unit cost data are required , estimates based on available documentation will be
accepted whenever possihle.
(5) Allov.able cos t. Applicable OMB cost principles. agency program regulations. and the terms of grant
and &ubgrant agreemems will be followed in determming the reasonableness. nllowability. and
allocability of cos ts.
(6) Source documentation . Accounting records must be supported by suc h so urce documentation as
cancelled checks, paid bills , payrolls. time and attendance records, conlract and subgra nt award
documents, etc .
Sec. 18.22 Allowable costs.
(a) Limitation on use of fundll . Gra nt funds may be used only for:
F ASTERGrant .O I.Jull I -origt notcd fr om nppnwc:d OSC Gr.1n1 template Rev 1/1211 I E.\htbiiD·t
(I) The allowable costs of the granteeJ., subgr.mtees and cost-type con tractor.!., in clu d ing allowable costs
in the form of payments to fixed-price contractors: and
(2) Reaso nab le fees or profit to cost -type cont rac tors bul not any fee or profit (or other increment above
allowable cos ts) to the grantee or subgrantee .
(b ) Applicable cost pri nciples . For each ktnd of organtzation, there is a set of federal principles for determining
al lowable costs. Allowable costs will be determ ined in accordance wnh th e cost prin ciples applicable to the
orga nizati on incurring the costS. The following chan lists the kinds of organizati ons antl th e applicable cost
principl es.
For the costs of a
State, local or Indian tribal government.
Private nonprofi t orga nizati on other than an (1) instit ut ion of
highe r educati on. (2) hospital , or (3) organizati on named in
OMB Ci rcular A I 22 as not subjec1 1o that circ ular.
Educational inStitutions .
For-profit organiza tion ot her than a ho!q>ital and an
organiza tio n named in OMB Circular A 122 as not subjec t to
that ci rcular.
Use the principle!> in--
OMB Ci rcular A-87 .
OMB Circular A-1 22 .
OMB Circular A-21 .
48 CFR pan 3 I . Con tra ct Cos t Pri nci p les and
Procedures, or uni form cos t accounting
standard s th at co mpl y with cos t pri nciple s
acceptable to th e federal agency .
T H E REST OF THIS PAGE INTENTIONALLY LEFT BLANK
FASTER Grant OI.Julll -mig lnaled f ro m 3f"f'ltOved OSC Gr.tnl 1empln1c Rc" 111211 I Exhihi1 D -2
E XHIBIT E-GENE RAL PRO CU REMENT STANDARDS
T his Exhibit E includes select applicable provis ions as lhey exist or as of the Effecth•e Date. G rantee Is
r es ponsible for compli ance with aU State a nd federal Jaw s, rules and r egulatio ns as th ey c urrently exist
and m ay her eaft er be amended .
General Procurement Standards
I . Maintain a contrac t administratio n sys tem whtch ensures that contractors perform in accordance
wi th the terms. conditi ons, and specifica tions of the contract or purchase order.
2. Maintain a writte n code of standards of conduct governing the performance of their employee s
engaged in the award and administra tion of contracts.
3. Maintain procedure s that provide for the review of proposed procurement s to avoid purchase of
unnecessary or duplicative items.
4 . Use value engineering clauses in contracts for constructio n projects of sufficient size to offer
reasonable oppcmunitic!i for cost reduction s.
5. Make awards only to respons ible contraclo~ pos sessi ng the ability to perform successfully under
Lhe terms and conditions of the proposed procurement Considerution sha ll be given to such matters
as contrac tor integ rity, compl iance with public policy, record of past performance. and financial and
technical resources.
6 . Maintain record s bufficient to detail the significant hi story of the procurement. In cluding:
n. Rat ionale for the method of proc urement;
b. Selection of con tract type:
c. Con tract or selection or rejection:
d. Basi s for the contract price ; and
e. Other.
7. Ma intain protes t procedures to handle and resolve disputes relating to procu rement s.
8. All proc urement transac tion!\ shall be conducted in a manner prov iding full and open competi tion .
9. Maintain wri tten selec tion procedures for procurement transaction s.
I 0 . Ensure that all pre-qualified li st of persons, fi rms . or products which are used in acquiring goods
and se rvices are curren t and incl ude enough qualified so urces to ensure maximum open and free
compe titi on.
I I . Method of procurements to be followed :
a. Small Purchase -is a relatively simp le and informal procurement method for securing se rvices.
supplies. or other propeny that do not cost more than $150,000.00 . If small purchase procedures
are used, price or rate quotation shall be obtained from at lease three so urces . Quotat ions will be
in writing if for goods in excess of S 10.000 and if for ser!ices in excess of $25,000.00.
b. Formal Sealed Bids -are publicly solicited and a firm-fixed-prices (lump sum or un it price) is
awarded to the responsible bidder whose bid, conforming with all the malerial terms and
cond itions of the inviLStion for bids, is the lowes t in p rice. Thi s method is preferred for
procuring construc tion. Jf Lhis method is used, the following requi remen ts apply:
i. Must be publicly advenised;
11 . Must give at least 14 day s for bidders to respond;
iii. Must include any specifications and pertinen t auachments to all bidders to re spond
properly :
FASTERGrant .OI .Jultl -ongnat ed fTorn uppro,'CJ OSC Grant template Re' 1/12/ll Exhibit E-1
iv. All bids will be publicly opened at the time and place prescribed in the invita tion for
bid;
v. A firm fixed-price co ntract award will be mad e in writing to the lowe st re sponsive and
res ponsible bidder: and
vi. Any or all bids may be rejected if there is a sou nd documented reason.
c . Compet itive Proposals-are generally used when conditions arc not appropriate for the use of
sea led bids.lf thi s meth od is used, the following requirement s apply:
1. Requ est for proposals will be publicized:
11 . ldeotify all evaluation fac10r s and their relative imp ortance:
iii. Pro posa ls will be solicited from an adequate number of q ualified so urces;
iv. Ha ve a method for conducting technical evaluation of the proposals rece ive d and for
selec ting awardees:
v. Award s will be made to the res pon sible firm whose proposal is most advantageous to
the prt)gram, with price and other factors considered; and
vi. May be used for qualifications-based procurement of architectural/engineering
professional services whereby competitors' qualifications are evaluated and the mos t
qualified competitor is se lected. Note-the method, where pr1ce i~ not used a~ a
selec ti o n factor, can onl y be used in procurement of AlE professional se rvice s .lt ca nn ot
be used to purchase other types of servi ces lhrough AlE firms. See also Exhibit I for
procurement of AlE professional serv ice s.
d . Noncompetitive Proposals-ma y be used only when the award of a contrac t is infeasible under
th e other three methods and the fo ll owi ng circumstances applies:
1. Th e ite m is available only fr om a si ngl e so urce;
ii. Th e pub lic exigency or emergency for the requirement will not permit a delay resu lting
from competitive so licitation:
111 . Th e awardi ng agency authorizes noncompet itive proposaJs; or
iv. After solicitation of a number of sources, co mpet ition is determined inadequate.
12. Small, Minority and Women owned business en terpnse and labo r s urplu s 11rea firms-In accordance
with Exhibit B. Sect io n 9 take afftm1ative step s to assure that minority and women business
enterp rises , and labor su rplu s area firm s are used when possibl e.
i. Placing q ualifie d firm s on solicitati on li sts :
ii. Assuri ng that firms are solici ted whenever they are potential sources:
iii. Dividing tota l quantities to permit maximum participation;
iv . Esr.ablishing delivery sc hedules, where the requirement permits , which encourage
participation by SfM!W owned firm s: and
v. Using the services of the Small Bu si ness Administration, Min ority Bu siness
Development Agen cy of the Department of Commerce, the CDOT EO office or other
agencies that qualify SIM/W owned firm s.
13. Bonding requirements -For construction or faci lity improvement contracts or subcon tra cls
exceeding $100.000.00.
THE REST OF THIS PAGE INTENTIONALLY LEFI' BLANK
FASTERGrpnt.OI.JuJII I -origimucd from approved OSC Grant template Rev 111 2./11 EAhibll E-2
EX H IBIT F -STATE AND GRANTEE C O MMITMENTS
A. Design This sectio n a p pli es lf box ch ecked 0
I . Work including preliminary design or final design {the ··construction Plans''). design work sheets,
or special provisions and estimates (colle<:tively referred to as rhe "Plans"), requires that the Grantee
comply with the following requirements, as applicab le:
a. perform or provide the Plans. to the extent required by the na10re of the Work;
b. prepare final design (Construction Plans) in accord wit h the requiremen ts of the latest edition of
the American Association of State Highway Transportation Officials (AAS HTO) manual or
other standard , such as the Uniform Building Code, as approved by COOT;
c. prepare spec1al provisions and estimates in accord with the State 's Roadway and Bridge Design
Manuals and Standard Specifications for Road and Bridge Construc tion or Grantee
specifications if approved by COOT:
d. include details of any required derour~ in the Plans , in order to prevent any interference of the
construction Work and to protec t the traveling publi c:
e. stamp the Plans produced by a Colorado Registered Professional Engineer;
f. provide final assembly of Plans and Grant docume nts:
g. be responsible for the Plans being accurate and complete: and
h. make no further changes in the Plans following the award of the cons truction contract except in
writing approved by all the Parties. The Plans shall be considered finaJ when approved and
accepted by the Parties here ro, and when final they shall be deemed incorporated he rein.
2. Grantee:
a. shall comply with the requiremen ts of the Americans With Disabilities Act (ADA). and
applicable federal regulations and standards as contained in the documen t "ADA Accessibility
Requirements in COOT Transportation Projects'';
b. (If applicable) shall afford the State ample opponunity to review the Plan~ and make any
changes in the Plans that are directed by the State to comply with FHW A requiremen ts .
c . may enter into a contract with a Subgramee to do all or any portion of the Plans and/or of
construction administration . Provided, however, that if State funds are involved in the cos t of
such work to be done by a Subgrantee, that Subgrantee subgrant (and the performance/provision
of the Plans under the subgran t) must comply with al l applicable requirements of 23 CPR Part
I 72 and with any proced ures implementing those requjrements as provided by the State,
including those in thi s Grant. lf the Grantee does enter into a subgrant with a Subgrantee for the
Work:
(I ) Grantee shall submJt a certification that procurement of any design Subgrantee subgrant
complied with the requi rements of 23 CFR 172.5( I) prior to entering into subgrant. The
State shall ei ther approve or deny such procurement. [f denied, the Grantee may not emer
mto the subgrant.
(2) Grantee shall ensure that all changes in the Subgrantee subgrant huve prior approval by the
State. Such changes in the subgrant shall be by wriuen supplement grant . As soon as the
subgrant wi th the Subgrantee has been awarded by the Grantee, one copy of the executed
subgrant shall be submitted to the SLate. Any amendments to such subgrant shall also be
submitted .
(3) it shall require thal all Subgrantee biJiings under that subgrant shall comply with the State's
standardized billing format. Examples of the billing fom1ats are available fr om the COOT
Agreements Office.
(4 ) it (or its Subgrantee) shall use the COOT procedures described to adminis ter that design
Subgrantee subgrant, to comply with 23 CFR 172.5(b) and (d).
FASTERGrnnt .OJ .Jut I I -ori~;nmed rrom :~ppro ved OSC Granttemptate Rev Ill 211 I E~hibn F·l
(5) it may expedite any COOT approval of its procurement process and/or Subgrantee subgrant
by submJl1ing a leiter to COOT fTom the cert ifying Gra ntee's auorney/authorized
representative certifying comp liance with 23 CFR 172.5(b) and (d).
(6) it shall ensure that its Subg.rantee subgrant complies with the requiremems of 49 CFR
18.36(i) and contains the following language verbatim:
(a) "The design work under this Grant shall be compatible with the requi rements of the
Grant between the Grantee and the State (which is incorporated herein by this
reference) for the design/construction of the Projec1. The State is an intended third party
beneficiary of this subgram for that purpose.''
(b) "Upon advertisement of the Project work for construction, the Subgrantee shall make
available services as requested by the State to assist the State in the eva lu ation of
construction and the resolution of construction problems that may arise during the
consrruction of the Projec1."
(c) "The Subgrantee ~hall review the cons truction Subgrantee's shop drawings for
conformance with the subgrant documents and compliance with the provisions of the
State's pub lication, Standard Specifications for Road and Bridge Construction, in
connection with this work ."
d. The State, in its discretion, will review construction plans, special provisions and estimates and
will cause the Grantee to make changes therein that the State determine~ are necessary to ensu re
compliance with State and federa l requirements .
B. Construction This section appli es if box ch ecked 181
I. Work including construction requires thaL the Grantee perform the cons truction and construction
administration in accordance with the approved Plans and COOT oversight. Such administra tion
shall include Project inspection and testing ; approving sources of materials; performing required
plant and shop inspections: documentation of grant payments. testing and inspection activities:
preparing and approving pay estimates: preparing, approving and securing the funding for Gram
modification orders and minor subgrant revisions; processing Su bgrantee claims; constructjon
supervision: and mee ting the Quality Control requirements of COOT which can be found in lhe
FHW A and COOT Stewardship agreement located at:
http://www .coloradodm. in f o/business/pe rmits/accesspermi ts/referenceslste wardship-agreeme nt. pdf.
2. The State shall have the authority to suspend the Wo rk, wholly or in part. by giving wriuen notice
thereof tO the Grantee. due to the failure of the Grantee or its Subgrantee to correct Project
conditions which are unsafe for worker!' or for such penods 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 e>r reason deemed by the State to be in t.be public interest.
3. Grantee:
a. shall appoint a qualified professional engineer, licensed in the State of Colorado. as the Grantee
Project Engineer ("LAPE"), to perform that administration . The LAPE shall administer the
Project in accordance with this Grant , the requirements of the construction subgrnnt and
applicable State procedures .
b. if bids are to be let for the construction of the Project, it shall advertise the call for bids upon
approval by the State and award the construction subgrant(s) to the low responsible bidder(s)
upon approval by the State .
(I) In advertising and awarding the bid for the construction, the Grantee shall comply with
applicable requirements of 23 USC §I 12, 23 CFR Parts 633 and 635, and CRS §24-92-1 0 I
FA STERGran c 0 I.Julll -onginalccJ rrom approved OSC Grone u:mpl:uc Rev 1/12/11 Exhibil F·2
et seq. Th ose requiremenr s in c lude . without limitation. that the Grantee/Subgrantee ~hall
compl y ~ ith terms and conditions as required by 23 CFR §633.1 02(e).
{2) The Gr.rntee has the option to accept or reject the proposal of the apparent low bidder for
work on which competi ti ve bids have been recei ved . The Grantee rnust de<-lare the
acceptance or reje<-ti on within 3 working days after sai d bids are publicl y opened .
(3) B) ind icat ing its conc urren ce in such award. the Grantee, acting by or through its duly
authorized representatives. agrees to provide additional funds. subject to their availability
and appropriati On for that purpose , if required to complete the Work under thi s Project if no
additional State fund s will be made available for the Project. This paragraph also applie s to
Projects advenised and awarded by the State.
c. If all or part of th e construct ion Work is to be accom plis hed by Grantee personnel (i.e. by force
accou nt ), rather than by a competitive bidding process. the Grantee will ensure that all such
force account work IS accomplished in accordance with the peninent State spec ificati ons and
requirements with 23 CFR Pan 635, Subpart B, Force Acc ount Construction .
(I) Such Work will normally be based upon estimated quanti t ie and firm unit price s agreed to
between the Grantee. the State and FHWA (1f needed) in advunce of the Work. as provided
fo r in 23 CFR §635.204(c). Such agreed unit price s shall cons titute " commitment as to the
val ue of th e Work to be performed.
(2) An alternative to the above is that the Gr11n tee may agree to partkipate m the Work based
on actual costs of labor, equipment rental. materials supp lies and superv1s ion necessary to
compl ete the Work . Where actual costs are used, eligibiht)' of cost item~ shall be eval uated
for compliance with 48 CFR Pan 31.
(3) Rental rat es for publicl y owned equipment will be determined in accordance wilh the
Sture's Standard Specifications for Road and Bridge ConslQlction §I 09.04.
(4) All force accoum work shall have pri or approval of the State and/or FHW A (if needed) and
. hall not be 1n1tiated unulthe State has issued a wriuen notice to proceed
C. State's Obligations
I. The State will perfomt a fi nal Project in:.pection prior to Projec t acceptance as a "Qualit y
ControVAssurance'' act1v it y. When all Work h ~ been sa tisfac tonly completed , th e State will sign
the COOT Form 1212 (for FHW A). if applicable.
2. Notwithstanding any consen ts or approvals given by the State for the Plan s, the State will not be
lia ble or responsible in any mann er for the structural design, detailc; or construction of an y maj or
stru ctu res that are designed by or are the responsibility of the Grantee w1thi n the Work of thi!' Grant.
THE REST OF THIS PAGE INTENTIONALLY LEFT BLANK
FASTERGrant.OI .Jul II -ongnutlt'd from approvet.l OSC Grant template Rev 1/12/1 I E~h ibtt F-3
EXHIBIT G-OPTION LETTER
NOTE. TluJ option is limiTed to the spec1jic sce narios lisred below AND cann otl1e uud in place of exercising n
JarnuJI amendment.
I SAP PO# I Origianl CMS I Option Letter No. I CMS#
Contractor I Grantee : ----------------------
A. SUBJECT: (Choose applicable options lisrea below AND in section B and dl'ltte tire rest)
I . Opti on to renew (for an additio nal Lenn ): this renewal cann ot be used to make any change to the
original scope of work; and
2 . Opti on to ini ti ate next phase to include Design. Constructi on, Environmental, Utilities , ROW ONLY
(doe s not appl y to Acqui~ition/Relocation or Railroads);
8 . REQUIRED PROVISIONS. All Option Leite rs s hall co nt ain the appropriate provisio ns set fonh below :
(Jnserc the following language for use with Option HI): tn accordance with Paragraph{s) of grant
rout in g number (i n sen FY, Agtncy code . & CUN routing 11 ). between the Sta te of Col orad o, Depanment of
Transponati o n, and (i nsert Gra111us name) th e State hereby exercises the option for an additional term of (insert
ptrformaJI(e period herf') at a cost/price specified in Paragraph/Section/Provision of rhe
original grant , AND/OR an increase in the amoun t of good s/se rvices at the sa me rate (s) a-; specified in
Paragraph of th e original granl.
(Insert the following language for use \\ilh Option ##2): In accC'Irdance wi th the terms of th e original gran1
(insert FY. Agency code & CUN routing II ) between the State of Colorado, Depanment ofTransponation and
(Insert Gralllct'':r name hue}, the Sta te hereby exercises the opt1on to init iate the phase in (mdica te Fiscal >'ear
here ) th at will incl ude (de!tcribe which phase will be added and include all that apply-Des ign, Construction,
Em·irommmral. Urilities. RO W incidentall or Miscellanttous). Total fund s for this Grant remain the same
(indicate Jowl dollars here) as referenced in Paragraph/Sec ri on/Prov ision/Exh ib ir of the
orig in al grant .
(The following language must be included on all options): The amount of the current Fisca l Year grant valu e
i!> (increased/de creased) by($ amount of change) to a new Grant va lue of($ ) to smjsfy
se rvi ces/goods ordered unde r the gran t for the c urrent fiscal year (indtcate Fiscal Yea r). The fir st se ntence in
Paragraph/Section!ProvistOn is hereby modified accordin gly. The tota l gran t va lue to include a ll
previ ous amendment s. opt ion leuers . etc. is($ . Th e effective date of th is Option Lerter is upon
approval of the State Controller or delegate , which eve r is Jater.
State of Colorado:
John W . Hicke nl oo per. Governor
By : Date :-------
Execu tive Direct or, Co lorado Department o f Trnn sportati on
ALL GBANTS REQUIRE APPROVAL BY THE STATE CONTROLLER
CBS U4-J0-20l rrqulre~the Starr Controller to approve an Syte mol,, This Oution Ltner h not nlid until sfi!Ped and dated
hf!gw by thr State Cmtrolltr o r clelqate. Gr11ptu is not apthoriud to lxgin D«formance until rucl! dme. II Gmt~ bglns
1!(\rfOrmlDI prior !hereto. the State or Co!ot!do is nol obligted IO p!Y Granftt roc ~£h P'rf'ormanq or (or anr 2ood" and/or
senices proyJAAd ltenunder.
B. STATE CONTROLLER
David J, McDermott., CPA
By: ______________ _
Controller-Colorado Depanment of Transponauon
Dare: ________________ _
FASTEROrnnt .OI .Jullt -l)nt,mnu:d from approved OSC Gra mtcrnplotc Re•· 111211 1 Exhibil G-1
NOT APPLI CA BI L -tin~ e>.hthll w11l nnly he lll-CU 101 purchase 11f triin~tl ,·ehtcle(~l t l r cyutpment
EXHIBIT H -SECURITY AGREEMENT
Thi s Security Agreement is made by and between the Stale of Co lorado for the use and benefit of THE
COLORADO DEPARTMENT OF TRANSPORTATION, DMSION OF TRANSIT AND RAIL .
("S tate") and , ("Grantee").
A. Purpose. Thts Secunty Agreement is made for the purpose of securing the State im erest tn transH
veh icles or other proj ec t equipmen t ( .. Project Equipment ") purchased with State grant funds awarded to
the Grantee pursuant to 1he Grant Agreement between the State and Grantee dated thi s __ day o f
-------• 20 __ and identified as contract # ("Grant").
The security interest gramed to 1he Stare herein is to ensure that the State may acce ss . protect and , if
necessary. dispose of the federal interest in each item of Proj ect Equipment and to en sure the proper use
of the Project Equ ipme nt. The Grantee r-hall have no righ1 10 the State interest m such Project Equipment.
B . Pro ject Egutpment. Not later than three days after the purchase and acceptan ce of Projec t Equipment.
the Grantee sh all comp lete and rerum to the State a "Certificate of Procurement and Acce ptance " fonn,
which then become~ Addendum Ito thjs Security Agreement. In the case of vehicle procurement. this
certificate mu st in dicate 1he year. make. model. VTN , and any other informat ion needed to regi s ter th e
vehic le .
C. Security Jnterest. In considera ti on of the value prov ided to the Grantee under the Grunt. Lhe Grantee
hereby gives and grant s to the Stare a sec urit y interest in 1he Proj ect Equ ipment de sc ribed in Addend um I
and /or described below as follows:
MAKFJMODEUVlN or description of equipment ---------------
Thts sec unty interest shall apply ro the ProJect Equipment acq uired pu rsua nt to the Grant whether
purchased before or after the da te this Security Agreement is executed . Th e Grantee hereb y authorizes lhe
Srate to describe in t he space above the Project Equipment subject to thJ s Security Agreement.
0 . Lien . The State may place a lien on the title of each Project Equipment vehicle ba sed upon this
Securi ty Agreement. The State s hall retain phy sical possession of the title s of s uch Project Equipment
ve hi cles and the Grantee agrees th at the State sha ll be considered "in possessio n" of such vehi cles fo r th e
purpose of an y document required by State Jaw to repossess suc h vehic les if nece ssary.
E. Dispos ition o f Equ1pment. In add it ion to the security interes t granted here in, the Grantee agrees to and
acknowledges the right of the State to remove all Pr ojec t Equipment from the Grantee 's premises and to
take possession of any of the Project Equ1pment, if the Gramee fails to s an sfactonly perform th e Project
services as detailed tn the Grant. or if t he Sta te deterrn•ne.~ for any other reaso n. mch•ding bu t not limtted
to term in ation of the Grant, that the disposition of the State inte rest in such Project Equtpment is in the
bes t interest of the Stale . Th e Grantee agree$ that i1 will in no way oppose the State 's exercise of such
right and that it will assist the State to obtain po ssessio n and to re move s uch vehicle.c;.
F. Assi gnmenL Th e Grantee agrees not to assert against any assignee of th e State any defenses or claims
the Grantee may have agatnst the State.
FASTE RGrnnt.OUull I-ons•natC"d (rom approved OSC Grnm temp late Rev 1112/11 EJ.hinit H·l
Grantee hereby execu te s thi s Security Agreement as of the date below:
ATTEST :--------FOR THE GRANTEE By: ______ _
Print Name: ___________ _
Date : ____________ Title:-------------
FASTERGrant .OIJulll -originated fn1m nrpro\'cd OSC Grant tcmplmc Rc' 1112111 Exhibn H-2
EXHIBIT I· STATE or FEDERAL-AID PROJECT AGREEMENTS WITH PROFESSIONAL
SUBGRANTEE SERVICES
The Gramee shall use 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 CFR Part 172 applies to a federally funded Grantee project agreement administered by COOT that
involves professionaiSubgrantee services. 23 CFR § 172. J state s "The policies and procedures involve
federally funded grant~ for engineering and design related services for projects subject to the provisions
o f 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 shall not be used as a factor in the analysis and
sel.ection phase." Therefore , local agencies must comply with these CFR requiremems when obtaining
professional Subgrantee services under a federally funded Subgrantee subgrant administered by COOT.
COOT has formulated its procedures in Procedural Directive (P.O.) 400.1 and the related operations
guidebook titled "Obta ining Profe~sional Subgrantee Services". This directive and guidebook incorporate
requirements from both Federal and State regu lations. i.e .. 23 CPR Pan 172 and CoiOI"ddo Revised Statute
CRS §24-30-1401 e1 se q. Copies of the direc1ive and the guidebook may be obtai ned upon request from
COOT's Agreemem s and Consultam Management Unit. rLocal agencies should have their own written
procedures on file for each method of procurement that addresse:. rh e irems in 23 CFR Pan 1721.
Because the procedures and laws described in the Procedural Directive and the guidebook are qui te
lengthy. rhe subsequent steps serve as a short-hand guide to CDOT procedures that 11 Granree mu sl follow
in obtaining professional Subgrnntec services. Tht s guidance follows the format of 23 CFR Pan 172. The
steps are:
I. The contracting Grantee shall documenr rhe need for ob taining professional services.
2. Prior ro solici ration for Subgrantee services, the contidcling Gramee shall develop a detailed
scope of work and a list of evaluation factors and their rela ti ve imponance. The evaluation factors
are those identified in CRS §24-30-1403. Also. a detailed cosl estimate should be prepared for
use during negoliations .
3. The contracting agency must adve11ise for granrs tn conformity with the requirements of CRS
§24-30-1405. The publi c notice period. when such notice is required . is a minimum of 15 days
prior to the selection of the rhree most qualified firms and the advertising should be done in one
or more daily newspapers of generaJ circulation.
4. The request for Subgrantee services should include th e scope of work, the evaluation factors and
their relative imponance, the method of payment, and the goal of teo percenl (10%) for
Disadvantaged Business Enterprise (DBE) participation as a minimum for the project .
5. The ana lysis and selection of the Subgrantee should 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 Subg.rantee and their team. It also shows which criteria are used to shon-list
and to make a final selec tion .
The short-list is based on rhe following evaluation factors :
a. Qualification s,
FASTERGrant.OI.Julll -orlgtnalcd from approved OSC Gram templute R<!-v 1112111 Exhibill·l
b . Approach to the projecl.
c . Ability 10 fumi11h professional servi ces.
d. Anticipaled design conce p1 s, and
e. Allema1ive methods of approach for furnishing the professional se rvices.
Evaluation fac1ors for final selecti on are the Subgra ntee 's:
a. Abilities oflheir personnel,
b. Pas1 perfonnance.
c. Willingn ess 10 meet th e time and budget requireme nt ,
d. Location .
e. Current and projec te d work load.
f. Volume of pre viously awarded contracts. and
g. involvement of minority Subgranrces.
6. Once a Subgra ntee is se lected , th e Grantee enters into negotialions wi th the Su bgrantee to obtain
a fair and reasonable price for th e anticipaled work . Pre-negmiation aud its are prepared for gran!s
expected to be grealer th an $50,000. Federal reim bursement for cos!s are limi ted to th ose cos1s
allowable under the cost pri nciples of 4R CFR Part 31 . Fixed fees (p rofit) are determined with
cons idera l ion given to siz.e, complexity , duration, and degree of ri sk involved in the work . Profi t
is in the range of six {6) to fifteen ( 15) percent of the totaJ di rect and indirect com.
7. A qualified Grantee employee shall be responsible and in charge of the project to ensure that the
work being pursued is compl ete, accurate, and con sis tent wi th the term s. condi ti ons, and
specifications of the Grant. At the end of project, the Grantee prepares a perfom1ance evaluation
(a COOT form is available) on the Sobgrancee.
8 . E ach of the steps listed above is to be documented in accordance wilh the provisions of 49 C'FR
§ 18.4:!. which provide for records Lobe kept at least three (3) years from the dat e tb atthe Grantee
submits its fina l expendiLUre repon . Records of project s under litigatio n sha ll be ke pt at lea st three
(3 ) years after the case has been settled.
The CRS §§24-30-140 I through 1408. 23 CFR Part 172. and P.D. 400.1, provide additional detail s for
complying wi th the eigh t (8 ) steps just djscussed.
TAE REST OF TffiS PAGE INTENTIONALLY LEFT BLANK
FASTERGrnnt.Ol .Jull l-origmnted fr o m npp1 o vcd OSC Gra111 lemplalC Re' 1/l:YI I E~h i hll 1·2
EXHIBJT J-GRANTEE CONTRACT ADMINISTRATION CHECKLIST
The following checklist has been developed to ensure that all required aspects of a projecl approved for
federaJ funding have been addressed and a responsible party assigned for each task .
After a project has been approved for federal funding in the Statewide Tran sportation Imp roveme nt
Program. COOT Project Manager. Grantee Project Manager, and COOT Resident Engineer prepare the
checklist. lt becomes a part of the contractuaJ Grant. COOT will not process a Grant without th is
completed checklist. It will be revi ewed at the "Final Office Review" meeting to ensure that all parties
remain in agreement a'i to who is responsible for performing individua l tasks.
THE REST OF TIDS PAGE INTENTIONALLY LEFT BLANK
FASTERQ anc.O I Julll -\llig inauxl from approved OSC Grant temp lui~ RC\' t/12/ I I E>.h ibu J -1
HO. OESCRIP110N OF TASK
• .2 D tao w4A •f/J• 0; .. o-118 I tAl*
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FASTERGmnt.O I.Julll -ong;ncued from arpnwcd OSC Gront u:mplatc Rrv 1112/11
X
Exhibn J-3
NO . DESCRIPTlON OF TASK
Provtde the name and phone number of the p erson responsl)le lor this task.
1 A C\1 rRGrnutO I Julll • miginared from appr<ncd OSC Grant template Rc' 111211 1
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