HomeMy WebLinkAbout14. Adopt Reso-Approving Master Agmt for Agency-State Funded Projectsnem i
APPROVED BY
MY MANAGER
TO HONORABLE MAYOR AHTON AND MEMBERS OF THE CITY COUNCIL
FROM -OFFICE OF
DELFINO R. CONSUNJI,DIRECTOR •, PUBLIC WORKS 50
DATE:
APPROVE AGREEMENTADMINISTERING AGENCY -STATE
AGREEMENT FORPROJECTS
RECOMMENDATION
That the City Council adopt:
The City was a recipient of state funding through the Active Transportation Program (ATP),
Cycle 2 for three projects involving non -motorized (i.e. bicycle and pedestrian) transportation.
The state legislature has enacted legislation by which certain state funds may be made
available for use on local transportation -related projects, such as ATP projects, with public
entities qualified to act as recipients of these state funds in accordance with the intent of state
law.
Before state funds can be made available for a specific project, the administering agency and
state are required to enter into an agreement to establish terms and conditions applicable to the
administering agency when receiving state funds for a designated project and for the
subsequent operation and maintenance of the completed improvements. Said agreement
consists of a master agreement between the state and the administering agency establishing
underlying terms and conditions which apply to all projects for which the administering agency
receives state funds. The master agreement is supplemented by sub -agreements specific to
each project referred to as Program Supplement Agreements.
The adoption of the attached resolution approving the said agreement No. 00525S will be
necessary for all new state -funded projects. Furthermore, all new Program Supplement
Agreements involving state funds associated with agreement No. 00525S will require execution
by the City. The adoption of the attached resolution will authorize the City Manager to execute
all Program Supplement Agreements associated with the new State Master Agreement No.
00525S. Additionally, the Director of Public Works and Deputy Director of Public Works will be
authorized to execute all other state project documents associated with said agreement.
Staff recommends the adoption of the attached resolution.
1,T,1ASTER
i 1 f Y, i t
ED
FUNPROJECTS
JULY i 2018
FISCAL IMPACT
• Resolution
• Exhibit AAgency-State Agreement . it
q
r
WHEREAS, the State Legislature has enacted legislation by which certain state funds may
be made available for use on local transportation -related projects with certain entities qualified to
act as recipients of these funds in accordance with the intent of state law, and
WHEREAS, the administering agency must enter into an agreement with the State of
California before state funds can be made available for a specific project in order to establish
terms and conditions applicable to the administering agency when receiving state funds fora
designated project and to the subsequent operation and maintenance of the completed
improvement(s), and
WHEREAS, said agreementconsists of a master agreement between the State of
California and the administering agency establishing underlying terms and conditions which` apply
to all projects for which the administering agency receives state funds and is supplemented by
sub -agreements specific to each project referred to as Program Supplement Agreements, and
WHEREAS, the approval of the State Master Agreement No. 00525S, attached as Exhibit
"A", will be necessary for all new state -funded projects, and
WHEREAS, all new Program Supplement Agreements associated with said agreement for
state -funded projects will require execution by the city, and
WHEREAS, in the interest of expediting project delivery, it is desirable to authorize the
City Manager to execute all ProgramSupplementAgreements associated with the new Master
Agreement No. 005255 and, furthermore, the Director of Public Works and Deputy Director of
Public Works are authorized to execute all other related documents for local transportation
projects funded by state funds.
NOW,THEREFORE, THE CITY COUNCIL OF THE CITY OF DOWNEY DOES HEREBY
RESOLVE AS FOLLOWS:
SECTION 1 The City Council of the City of Downey hereby approves State Master
Agreement Administering Agency -State Agreement for State -Funded Projects (Agreement No.
00525S) attached as Exhibit "A".
SECTION 2. The Mayor is hereby authorized to execute the said Agreement No. 00525S
with the State Department of Transportation in a form acceptable by the City Attorney.
SECTION 3. The City Manager is hereby authorized to execute all Program Supplement
Agreements associated with the attached agreement and the Director of Public Works and Deputy
Director of Public Works are authorized to execute all other related documents with the state on
behalf of the city.
SECTION 4. The City Clerk shall certify to the adoption of this resolution,,
- ------------
SEAN ASHTON, Mayor
1 HEREBY CERTIFY that the foregoing Resolution was adopted by the City Council of the
City of Downey at a regular meeting held on the joh day of July, 2018, by the following vote, to
AYES:
Council Members:
NOE&
Council Members:
ABSENT:
Council Members:
ABSTAIN,
Council Members:
I LVA um F -'V -'l 4 m !._..i 1 r I M
MASTER AGREEMENT
ADMINISTERING AGENCY -STATE AGREEMENT FOR
STATE -FUNDED PROJECTS
07 City of Downey
District Administering Agency
Agreement No. 0.0525S
This AGREEMENT, is entered into effective this loth day of - July, 201$,by and
between the City of Downey, hereinafter referred to as "ADMINISTERING AGENCY," and the
State of California, acting by and through its Department of Transportation (Caltrans-), hereinafter
referred to as "STATE", and together ref6rred to as "PARTIES" or individually as a "PARTY."
RECITALS:
1. WHEREAS, the Legislature of the State of California has enacted legislation 'by which certain
,State funds are made available for use on local transportation related projects 'of public entities
qualified to act as recipients of these state funds; and
2. WHEREAS, ADMINISTERING AGENCY has applied to the California Transportation
Commission (CTC) andlor STATE for funding from either the State Transp�drtationm ,
1, provement
Program (STIP), or other State -funded programs (herein referred to as STATE -FUNDS), as
defined in the Local Assistance - Progrptn Guidelines (LAPG), for use on <local authorized
transportation related projects as a local administefed project(s), hereinafter referred to as
"PROJECT"; and
3. WHEREAS, said PROJECT will not receive any federal funds; and
Page 1 of 16 EXHIBIT "All
10. ADMINISTERING AGENCY's eligible costs for construction engineering includes actual
inspection and supervision of PROJECT construction work; construction staking; laboratory and
field testing: and the preparation and processing of field reports, records, estimates, final reports,
and allowable expenses of employees/consultants engaged in such activities.
11 , Unless the PARTIES agree otherwise in writing, ADMINISTERING AGENCY's employees or
its sub -contractor engineering consultant shall be responsible for all PROJECT engineering work.
12. ADMINISTERING AGENCY shall not proceed with final design of PROJECT until final
environmental approval of PROJECT. Final design entails the design work necessary to complete
the PS&E and other work necessary for a construction contract but not required earlier for
environmental clearance of that PROJECT.
13. If PROJECT is not on STATE -owned right-of-way, PROJECT shall be constructed in
accordance with Chapter 11 of the Local Assistance Procedures Manual (LAPM) that describes
minimum statewide design standards for local agency streets and roads, The design standards
for projects off the National Highway System (NHS) allow STATE to accept either the STATE's
minimum statewide design standards or the approved geometric 'design standards of
ADMINISTERING AGENCY. Additionally, for projects off the NHS, STATE will accept
ADMINISTERING AOEKCY�approvsd standard specifications, standard plans, mbt4rilals
sampling and testing quality assurance programs that meet the conditions described in the then
current Local Assistance Procedures Manual.
14. If PROJECT involves work within or partially within STATE -owned right-of-way, that
PROJECT shall also be subject to compliance with the policies, procedures and standards of the
STATE Project Development Procedures Manual and Highway Design Manual and where
appropriate, an executed cooperative agreement between STATE and ADMINISTERING
AGENCY that outlines the PROJECT responsibilities and respective obligations of the PARTIES.
ADMINISTERING AGENCY and its' contractors shall each obtain an encroachment permit
through STATE prior to commencing any work within STATE rights of way or work which affects
STATE facilities.
15. When. PROJECT is not on the State Highway System (SHS) but includes work to be
performed by a railroad, the contract for such work shall be prepared by ADMINISTERING
AGENCY or by STATE, as the PARTIES may hereafter agree. In either event, ADMINISTERING
AGENCY shall enter into an agreement with the railroad providing for future maintenance of
protective devices or other faces installed under the contract.
16. The Department of General Services, Division of the State Architect, or its designee, shall
review the contract PS&E for the construction of buildings, structures, sidewalks, curbs and
related facilities for accessibility and usability. ADMINISTERING AGENCY shall not award a
PROJECT construction contract for these types of improvements until the State Architect has
issued written approval stating that the PROJECT plans and specifications comply with the
provisions of sections 4450 and 4454 of the California Government Code, if applicable. Further
requirements and guidance are provided in Title 24 of the California Code of Regulations.
17. ADMINISTERING AGENCY shall provide or arrange for adequate supervision and inspection
Of each PROJECT. While consultants may perform supervision and inspection work for
PROJECT with a fully qualified and licensed engineer, ADMINISTERING AGENCY shall provide a
full-time employee to be in responsible charge of each PROJECT.
Page 3 of 16
18. Unless otherwise provided in the PROGRAM SUPPLEMENT, ADMINISTERING AGENCY
shall advertise, award, and administer the PROJECT construction contract or contracts.
19. The cost of maintenance, security, or protection performed by ADMINISTERING AGENCY or
contractor forces during any temporary suspension of PROJECT or at any other time may not be
charged to the PROJECT.
20. ADMINISTERING AGENCY shall submit PROJECT -specific award information, using Exhibit
23-A of the LAPG, to STATE's District Local Assistance Engineer, within sixty (60) days after.
contract award. A copy of Exhibit 23-A shall also be included with the submittal of the first invoice
for a construction contract by ADMINISTERING AGENCY to: Department of Transportation,
Division of Accounting Local Programs Accounting Branch, MS #33, PO Box 942874,
Sacramento, California 94274-0001.
21. ADMINISTERING AGENCY shall submit the final report documents that collectively constitute
a "Report of Expenditures" within one hundred eighty (180) days of PROJECT completion. Failure
by ADMINISTERING AGENCY to submit a "Report of Expenditures" within 180 days of project
completion will result in STATE imposing sanctions upon_ ADMINISTERING AGENCY in
accordance Chapters 17 and 19 ofthe Local Assistance Procedures Manual.
22. ADMINISTERING AGENCY shall comply with the Americans with Disabilities Act (ADA) of
1990 that prohibits discrimination on the basis of disability, and all applicable regulations and
guidelines issued pursuant to the ADA.
23. The Governor and the Legislature of the State of California, each within their respective
jurisdictions, have prescribed certain nondiscrimination requirements with respect to contract and
other work financed with public funds. ADMINISTERING AGENCY agrees to comply with the
requirements of the FAIR EMPLOYMENT PRACTICES ADDENDUM, attached hereto as Exhibit
A and further agrees that any agreement entered into by ADMINISTERING_ AGENCY with a third
party for performance of work connected with PROJECT shall incorporate Exhibit A (with third
party's name replacing ADMINISTERING AGENCY) as parts of such agreement.
24. ADMINISTERING AGENCY shall include in all subcontracts awarded when applicable, a
clause that requires each subcontractor to comply with California Labor Code requirements that all
workers employed on public works aspects of any project (as defined in California Labor Code
sections 1720-1815) be paid not less than the general prevailing wage rates predetermined by
the Department of Industrial Relations as effective at the date of contract award by the
ADMINISTERING AGENCY.
Page 4 of 16
ARTICLE 11 - RIGHTS OF WAY
1. No contract for the construction of a STATE FUNDED PROJECT shall be awarded until all
necessary rights of way have been secured. Prior to the advertising for construction of PROJECT,
ADMINISTERING AGENCY shall certify and, upon request, shall furnish STATE with evidence
that all necessary rights-of-way are available for construction purposes or will be available by the
time of award of the construction contract.
2. The furnishing of rights of way by ADMINISTERING AGENCY as provided for herein includes,
and is limited to, the following, unless the PROGRAM SUPPLEMENT provides otherwise.
(a) Expenditures to purchase all real property required for PROJECT free and clear of liens,
conflicting easements, obstructions and encumbrances, after crediting PROJECT with the fair
market value of any excess property retained and not disposed of by ADMINISTERING AGENCY.
(b) The cost of furnishing of right-of-way as provided for herein includes, in addition to real
property` required for the PROJECT, title free and clear of obstructions and encumbrances
affecting PROJECT and the payment, as required by applicable law, of damages to owners of
remainder real property not actually taken but injuriously affected by PROJECT.
(c) The cost of relocation payments and services provided to owners and occupants pursuant to
Government Code sections 7260-7277 when PROJECT displaces an individual, family, business,
farm operation or nonprofit organization.
(d) The cost of demolition and/or the sale of all improvements on the right-of-way after credit is
recorded for sale proceeds used to offset PROJECT costs.
(e) The cost of all unavoidable utility relocation, protection or removal.
(f) The cost of all necessary hazardous material and hazardous waste treatment, encapsulation or
removal and protective storage for which ADMINISTERING AGENCY accepts responsibility and
where the actual generator cannot be identified and recovery made.
3. ADMINISTERING AGENCY agrees to indemnify and hold STATE harmless from any liability
that may result in the event the right-of-way for a PROJECT, including, but not limited to, being
clear as certified or if said right-of-way is found to contain hazardous materials requiring
treatment or removal to remediate in accordance with Federal and State laws. ADMINISTERING
AGENCY shall pay, from its own non-matching funds, any costs which arise out of delays to the
construction of PROJECT because utility facilities have not been timely removed or relocated, or
because rights-of-way were not available to ADMINISTERING AGENCY for the orderly
prosecution of PROJECT work.
Page 5 of 16
F-11 a 9154111:41111 In kvir-0 104 19:104
1. ADMINISTERING AGENCY will maintain and operate the property acquired, developed,
constructed, rehabilitated, or restored by PROJECT for its intended public use until such time as
the parties might amend this AGREEMENT to otherwise provide. With the approval of STATE,
ADMINISTERING AGENCY or its successors in interest in the PROJECT property may transfer
this obligation and responsibility to maintain and operate PROJECT property for that intended
public purpose to another public entity.
2. Upon ADMINISTERING AGENCY's acceptance of the completed construction contractor upon
contractor being relieved of the responsibility for maintaining and protecting PROJECT,
ADMINISTERING AGENCY will be responsible for the maintenance, ownership, liability, and the
expense thereof, for PROJECT in a manner satisfactory to the authorized representatives of
STATE and if PROJECT falls within the jurisdictional limits of another Agency or Agencies, it is the,
duty of ADMINISTERING AGENCY to facilitate a separate maintenance agreement(s) between
itself and the other jurisdictional Agency or Agencies providing for the operation, maintenance,
ownership and liability of PROJECT. Until those agreements are executed, ADMINISTERING
AGENCY will be responsible for all PROJECT operations, maintenance, ownership and liability in
a manner satisfactory to the authorized representatives of STATE. If, within ninety (90) days after
receipt of notice from STATE that a PROJECT, or any portion thereof, is not being properly
operated and maintained and ADMINISTERING AGENCY has not satisfactorily remedied the
conditions complained of, the approval of future STATE FUNDED PROJECTS of
ADMINISTERING AGENCY will be withheld until the PROJECT shall have been put in a condition
of operation and maintenance satisfactory to STATE. The provisions of this section shall not
apply to a PROJECT that has been vacated through due process of. law with STATE's
concurrence.
3. PROJECT and its facilities shall be maintained by an adequate and well-trained staff of
engineers and/or such other professionals and technicians as PROJECT reasonably requires.
Said operations and maintenance staff may be employees of ADMINISTERING AGENCY, another
unit of government, or a contractor under agreement with ADMINISTERING AGENCY. All
maintenance will be performed at regular intervals or as required for efficient operation of the
llm/ complete PROJECT improvements.
Page 6 of 16
ARTICLE IV - FISCAL PROVISIONS
1. All contractual obligations of STATE are subject to the appropriation of resources by the
Legislature and the allocation of resources by the CTC.
2. STATE'S financial commitment of STATE FUNDS will occur only upon the execution of this
AGREEMENT- the execution of each project -specific PROGRAM SUPPLEMENT and/or STATE's
approved finance letter.
3. ADMINISTERING AGENCY may submit signed duplicate invoices in arrears for reimbursement
of allowable PROJECT costs on a monthly or quarterly progress basis once the project -specific
PROGRAM SUPPLEMENT has been executed by STATE.
4. ADMINISTERING AGENCY agrees, as a minimum, to submit invoices at least once every six
months commencing after the STATE FUNDS are encumbered on either the project -specific
PROGRAM SUPPLEMENT or through a project -specific finance letter approved by STATE.
STATE reserves the right to suspend future allocations and invoice payments for any on-going or
future STATE FUNDED project performed by ADMINISTERING AGENCY if PROJECT costs have
1"WW not been invoiced by ADMINISTERING AGENCY for a six-month period
5. Invoices shall be submitted on ADMINISTERING AGENCY letterhead that includes the address
of ADMINISTERING AGENCY and shall be formatted in accordance with Chapter 5 of the LAPM.
6. Invoices must have at least one copy of supporting backup documentation for allowable costs
incurred and claimed for reimbursement by ADMINISTERING AGENCY. Acceptable backup
documentation includes, but is not limited to, agency's progress payment to the contractors,
copies of cancelled checks showing amounts made payable to vendors and contractors, and/or a
computerized summary of PROJECT costs.
7. Payments to ADMINISTERING AGENCY can only be released by STATE as reimbursements
of actual allowable PROJECT costs already incurred and paid for by ADMINISTERING AGENCY.
8. An indirect cost allocation plan and related documentation are to be provided to STATE
(Caltrans Audits & Investigations) annually for review and approval prior to ADMINISTERING
AGENCY seeking reimbursement of indirect cost incurred within each fiscal year being claimed for
reimbursement. The indirect cost allocation plan must be prepared in accordance with the
requirements set forth in Office of Management and Budget Circular A-87 and Chapter 4 of the
Local Assistance Procedures Manual.
9. STATE will withhold the greater of either two (2) percent of the total of all STATE FUNDS
encumbered for each PROGRAM SUPPLEMENT or $40,000 until ADMINISTERING AGENCY
submits the Final Report of Expenditures for each completed PROGRAM SUPPLEMENT
PROJECT.
10. The estimated total cost of PROJECT, the amount of STATE FUNDS obligated, and the
required matching funds may be adjusted by mutual consent of the PARTIES with an allocation
letter and finance letter. STATE FUNDING may be increased to cover PROJECT cost increases
only if such additional funds are available and the CTC and/or STATE concurs with that increase
in the form of an allocation and finance letter.
Page 7 of 16
11. When such additional STATE FUNDS are not available, ADMINISTERING AGENCY agrees
that any increases in PROJECT costs must be defrayed with ADMINISTERING AGENCY's own
funds.
12. ADMINISTERING AGENCY shall use its own non STATE FUNDS to finance the local share of
eligible costs and all PROJECT expenditures or contract items ruled ineligible for financing with
STATE FUNDS. STATE shall make the final determination of ADMINISTERING AGENCY's cost
eligibility for STATE FUNDED financing with respect to claimed PROJECT costs.
13. ADMINISTERING AGENCY will reimburse STATE for-STATE's share of costs for work
performed by STATE at the request of ADMINISTERING AGENCY. STATE's costs shall include
overhead assessments in accordance with section 8755.1 of the State Administrative Manual.
• STATE FUNDS-• from the STIP are subjectto the timely use of • provisions
enacted by Senate Bill 45, approved in 1997, and subsequent STIP Guidelinesand State
procedures approved by r
15. STATE FUNDS encumbered for PROJECT are available for liquidation only for five (5) years
from beginning • •se funds were appropriated in the State
Budget. STATE FUNDS not liquidated within these periods will be reverted unless a Cooperative
Work Agreement (CWA) is submitted by ADMINISTERING AGENCY and approved by the
California Department of Finance in accordance with Government Code section 16304. The exact
date of fund reversion will be reflected in the STATE signed PROJECT finance letter.
16. Payments to ADMINISTERING AGENCY for PROJECT -related travel and subsistence (per
• -m) expe6ses of ADMINISTERING • - and its contractors and subcontractors
claimed for reimbursement or as local match credit shall not exceed rates authorized to be paid to
rank and file STATE employees under current State Department of Personnel Administration
(DPA) by AGENCY are in excess of -
ADMINISTERING AGENCY is responsible for the cost difference, and any overpayments
inadvertently paid by STATE shall be reimbursed to STATE by ADMINISTERING AGENCY on
demand.
17. ADMINISTERING AGENCY agrees to comply with Office of Management and Budget (OMB)
Circular A-87, Cost Principles for State and Local Governments, and 49 CFR, Part 18, Uniform
Administrative Requirements for Grants and Cooperative Agreements to State and Local
Governments.
18. ADMINISTERING AGENCY agrees, and will assure that its contractorsand subcontractors will
be obligated to agree that (a) Contract Cost Principles and Procedures, _48 CFR, Federal
Acquisition Regulations System, Chapter 1, Part 31, et seq., shall be used to determine the
allowability of individual PROJECT cost items and (b) those parties shall comply with federal
administrative procedures in accordance with 49 CFR, Part 18, Uniform Administrative
Requirements for Grants and Cooperative Agreements to State and Local Governments. Every
sub -recipient receiving PROJECT funds as a contractor or sub -contractor under this
AGREEMENT shall comply with Federal administrative procedures in accordance with 49 CFR,
Part 18, Uniform Administrative Requirements for Grants and Cooperative Agreements to State
and Local Governments. _ADMINISTERING AGENCY agrees to comply with the provisions set
Page 8 of 16
forth in 23 CFR Parts 140, 645 and 646 when contracting with railroad and utility'companies.
19. Any PROJECT costs for which ADMINISTERING AGENCY has received payment or credit
that are determined by subsequent audit to be unallowable under OMB Circular A-87, 48 CFR,
Chapter 1, Part 31, 23 CFR Parts 140, 645 and 646 or 49 CFR, Part 18, are subject to repayment
by ADMINISTERING AGENCY to STATE.
20. Upon written demand by STATE, any overpayment to ADMINISTERING AGENCY of amounts
invoiced to STATE shall be returned to STATE.
21. Should ADMINISTERING AGENCY fail to refund any moneys due STATE as provided herein
or should ADMINISTERING AGENCY breach this AGREEMENT by failing to complete PROJECT
without adequate justification and approval by STATE, then, within thirty (30) days of demand, or
within such other 'period as may be agreed to in writing between the PARTIES hereto, STATE,
acting through the State Controller, the State Treasurer, the CTC or any other public entity or
agency, may intercept, withhold and demand the transfer of an amount equal to the amount paid
by or owed to STATE for each PROJECT, from future apportionments, or any other funds due
ADMINISTERING AGENCY from the Highway Users Tax Fund or any other sources of funds,
and/or may also withhold approval of future STATE FUNDED projects proposed by
ADMINISTERING AGENCY.
22.Should ADMINISTERING AGENCY be declared to be in breach of this AGREEMENT or
otherwise in default thereof by STATE, and if ADMINISTERING AGENCY is constituted as a joint
*keftwrrew-p�,• -1,.Fqfu
State Controller, STATE is authorized to obtain reimbursement from whatever sources of funding
are available, including the Withholding or transfer of funds, pursuant to Article IV - 21, from those
constituent entities compng a joint powers authority or by bringing of an action against
ADMINISTERING AGENCY or its constituent member entities, to recover all funds provided by
STATE lereuider.
23. ADMINISTERING AGENCY acknowledges that the signatory party represents the
ADMINISTERING AGENCY and further warrants that there is nothing within a Joint Powers
14wv Agreement, by which ADMINISTERING AGENCY was created, if any exists, that would restrict or
otherwise limit STATE's ability to recover STATE FUNDS improperly spent by ADMINISTERING
AGENCY in contravention of the terms of this AGREEMENT.
Page 9 of 16
1. STATE reserves the right to conduct technical and financial audits of PROJECT work and
records when determined to be necessary or appropriate and ADMINISTERING AGENCY agrees,
and shall require its contractors and subcontractors to agree, to cooperate with STATE by making
all appropriate and relevant PROJECT records available for audit and copying as required by
paragraph three (3) of Article V.
3. For the purpose of determining compliance with Title 21i California Code of Regulationsi
Chapter 21, section 2500 et seq., when applicablej and other matters connected. with the
performance and costs of ADMINISTERING AGENCY's contracts with third parties pursuant to
Government Code section 8546.7, ADMINISTERING AGENCY, ADMINISTERING AGENCY's
contractors and subcontractors, and STATE shall each maintain and make available for inspection
and audit all books, documentsi papers, accounting records, and other evidence pertaining to the
performance of such contracts, including, but not limited to, the costs of administering those
various contracts. All of the above -referenced parties shall make such AGREEMENT and
PROGRAM SUPPLEMENT materials available at their respective offices at all reasonable times
during the entire PROJECT period and for three (3) years from the date of final payment to
ADMINISTERING AGENCY under any PROGRAM SUPPLEMENT. STATE, the California State
Auditor, or any duily authorized representative of STATE or the United States, shall each have
access to any books, records, and documents that are pertinent to a PROJECT for audits,
examinations, excerpts, and transactions and ADMINISTERING AGENCY shall furnish copies
thereof if requested.
4. ADMINISTERING AGENCY is required to have an audit in accordance with the ng e U t ct
of OMB Circular A-133 if it receives a total of $500,000 or more in STATE FUNDS in a single
fiscal year. The STATE FUNDS received under PROGRAM SUPPLEMENT are a part of the
Catalogue of Federal Domestic Assistance (CFDA) 20.205, Highway Planning and Research.
5. ADMINISTERING AGENCY agrees to include all PROGRAM SUPPLEMENTS adopting the
terms of this AGREEMENT in the schedule of projects to be examined in ADMINISTERING
AGENCY'S annual audit and in the schedule of projects to be examined under its single audit
prepared in accordance with OMB Circular A-1 33.
6. ADMINISTERING AGENCY shall not award a construction contract over $10,000 or other
contracts over $25,000 [excluding professional service contracts of the type which are required to
be procured in accordance with Government Code sections 4525 (d), (e) and (f)] on the basis of a
noncompetitive negotiation for work to be performed under this AGREEMENT without the prior
written approval of STATE. All contracts awarded by ADMINISTERING AGENCY intended or
used as local match credit must meet the requirements set forth in this AGREEMENT regarding
local match funds.
Page 10 of 16
7. Any subcontract entered into by ADMINISTERING AGENCY as a result of this AGREEMENT
shall contain all of the provisions of Article IV, FISCAL PROVISIONS, and this ARTICLE V,
AUDITS, THIRD -PARTY CONTRACTING, RECORDS RETENTION AND REPORTS and shall
mandate that travel and per them reimbursements and third -party -contract reimbursements to
subcontractors will be allowable as PROJECT costs only after those costs are incurred and paid
for by the subcontractors.
8. To be eligible for local match credit, ADMINISTERING AGENCY must ensure that local match
funds used for a PROJECT meet the fiscal provisions requirements outlined in ARTICLE IV in the
same manner that is required of all other PROJECT expenditures.
9. In addition to the above, the pre -award requirements of third -party contractor/consultants with
ADMINISTERING AGENCY should be consistent with LOCAL ASSISTANCE PROCEDURES.
Page 11 of 16
ARTICLE V1 = MISCELLANEOUS PROVISIONS
9. ADMINISTERING AGENCY agrees to use all PROJECT funds reimbursed hereunder only for
transportation purposes that are in conformance with Article XIX of the California State
Constitution and other California laws.
2. ADMINISTERING AGENCY shall conform to all applicable State and Federal statutes and
regulations, and the Local Assistance Program Guidelines and Local Assistance Procedures
Manual as published by STATE and incorporated herein, including all subsequent approved
revisions thereto applicable to PROJECT unless otherwise designated in the project -specific
executed PROJECT SUPPLEMENT.
3. This AGREEMENT is subject to any additional restrictions, limitations, conditions, or any statute
enacted by the State Legislature or adopted by the CTC that may affect the provisions, terms, or
funding of this AGREEMENT in any manner.
4. ADMINISTERING AGENCY and the officers and employees of ADMINISTERING AGENCY,
when engaged in the performance of this AGREEMENT, shall act in an independent capacity and
not as officers, employees or agents of STATE.
5. Each project -specific PROGRAM SUPPLEMENT shall separately establish the terms and
funding limits for each described PROJECT funded under this AGREEMENT and that PROGRAM
SUPPLEMENT. No STATE FUNDS are obligated against this AGREEMENT.
6. ADMINISTERING AGENCY certifies that neither ADMINISTERING AGENCY nor its principals
are suspended or debarred at the time of the execution of this AGREEMENT, and
ADMINISTERING AGENCY agrees that it will notify STATE immediately in the event a
suspension or a debarment occurs after the execution of this AGREEMENT.
7. ADMINISTERING AGENCY warrants, by execution of this AGREEMENT, that _no person or
selling agency has been employed or retained to solicit or secure this AGREEMENT upon an
agreement or understanding for a commission,_ percentage, brokerage, or contingent fee,
excepting bona fide employees or bona fide established commercial or selling agencies
maintained by ADMINISTERING AGENCY for thepurposeof securing business. For breach or
violation of this warranty, STATE has the right to annul this AGREEMENT without liability, pay
only for the value of the PROJECT work actually performed, or in STATE°s discretion, to deduct
from the price of PROGRAM SUPPLEMENT consideration, or otherwise recover, the full amount
of such commission, percentage, brokerage, or contingent fee.
8. In accordance with Public Contract Code section 10296, ADMINISTERING AGENCY hereby
certifies under penalty of perjury that no more than one final unappealable finding of contempt of
court by a federal court has been issued against ADMINISTERING AGENCY within the immediate
preceding two (2) year period because of ADMINISTERING AGENCY°s failure to comply with an
order of a federal court that orders ADMINISTERING AGENCY to comply with an order of the
National Labor Relations Board.
9. ADMINISTERING AGENCY shall disclose any financial, business, or other relationship with
STATE thatmayhave an impact upon the outcome of this AGREEMENT or any individual
PROJECT encompassed within a PROGRAM SUPPLEMENT. -ADMINISTERING AGENCY shall
also list current contractors who may have a financial interest in the outcome of a PROJECT
undertaken pursuant to this AGREEMENT.
Page 12 of 16
M
10. ADMINISTERING AGENCY hereby certifies that it does not now have nor shall it acquire any
financial or business interest that would conflict with the performance of any PROJECT initiated
under this AGREEMENT.
11. ADMINISTERING AGENCY warrants that this AGREEMENT was • obtained or secured
through rebates, kickbacks or other unlawful consideration either promised or paid to any STATE
employee. For breach or violation of this warranty, STATE shall have the right, in its sole
AG T 49",
W001W. W 166411
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12. Any dispute concerning a question • fact arising •- this AGREEMENT that is not disposed
of by agreement shall •- decided • the STATE's • • who may consider any written
or verbal evidence submitted by ADMINISTERING AGENCY. The decision of the Contract
Officer, issued in writing, shall •- conclusive and binding • the PARTIES on all questions • fact
considered anddetermined • the • Officer.
13. Neither the pending of a dispute nor its consideration • the • • will excuse the
ADMINISTERING AGENCY from full and timely performance in accordance with the terms of this
• • each PROGRAM •.
14. Neither STATE nor any o icer or employee thereof is responsible for any injury, damage or
liability occurring by reason of anything done or omitted to be done by ADMINISTERING AGENCY
under or in connection with any work, authority or jurisdiction of ADMINISTERING AGENCY
• • this AGREEMENT. It is understood and agreed that ADMINISTERING AGENCY
shall fully defendi indemnify and save harmless STATE and all of its officers and employees from
all claims and suits or actions of every name, kind and description brought forth under, including
but not limited to, tortuous, contractual, inverse condemnation or other theories or assertions of
liability occurring by reason of anything done or omitted to be done by ADMINISTERING AGENCY
u-ider tW,is AGREEWENT.
15. Neither ADMINISTERING AGENCY nor any officer or employee thereof is responsible for any
injury, damage or liability occurring by reason of anything done or omitted to be done by, under or
in connection with any work, authority or jurisdiction arising under this AGREEMENT. it is
understood and agreed that STATE shall fully defend, indemnify and save harmless the
ADMINISTERING AGENCY and all of its officers and employees from all claims, suits or actions
of every name, kind and description brought forth under, including but not limited to, tortuous,
contractual, inverse condemnation and other theories or assertions of liability occurring by reason
of •. done •' omitted • be done by STATE under this AGREEMENT.
16. In the event of (a) ADMINISTERING AGENCY failing to timely proceed with effective
PROJECT work in accordance with the project -specific PROGRAM SUPPLEMENT; (b) failing to
maintain any applicable bonding requirements; and (c) otherwise materially violating the terms and
conditions of this AGREEMENT and/or any PROGRAM SUPPLEMENT, STATE reserves the right
to terminate funding for that PROJECT upon thirty (30) days' written notice to ADMINISTERING
AGENCY.
17. No termination notice shall become effective if, within thirty (30) days after receipt of a Notice
of Termination, ADMINISTERING AGENCY either cures the default involved or, if the default is
not reasonably susceptible of cure within said thirty (30) day period the ADMINISTERING
Page 13 of 16
AGENCY proceeds thereafter to complete that cure in, a manner and time line acceptable to
STATE.
18. Any such termination shall be accomplished by delivery to ADMINISTERING AGENCY of a
Notice of Termination, which notice shall become effective not less than thirty (30) days after
receipt, specifying the reason for the termination, the extent to which funding of work under this
AGREEMENT and the applicable PROGRAM SUPPLEMENT is terminated and the date upon
which -such -ter m ]Q4009AW
period before the effective termination date, ADMINISTERING AGENCY and STATE shall meet to
attempt to resolve any dispute. In the event of such termination, STATE may proceed with the
PROJECT work in a manner deemed proper by STATE. If STATE terminates funding for
PROJECT with ADMINISTERING AGENCY for the reasons stated in paragraph sixteen (16) of
ARTICLE VI, STATE shall pay ADMINISTERING AGENCY the sum due ADMINISTERING
AGENCY under the PROGRAM SUPPLEMENT andlor'STATE-ap proved finance letter prior to
termlnatlon,provided, however, ADMINISTERING AGENCY is not in default of the terms and
conditions of this AGREEMENT or the project -specific PROGRAM,SUPPLEMENT and that the
cost of any PROJECT completion to STATE shall first be deducted from any sum due
ADMINISTERING AGENCY.
19. in the case of inconsistency or conflicts with the terms of this AGREEMENT and that of a
project -specific PROGRAM SUPPLEMENT and/or Cooperative Agreement, the terms stated in
that PROGRAM SUPPLEMENT and/or Cooperative Agreement shall prevail over those in this
AGREEMENT.
20. Without the written c onsent of STATE, this AGREEMENT is not assignable
ADMINISTERING AGENCY either in whole or in part.
21. No alteration or variation of the terms of this AGREEMENT shall be valid unless made in
writing, and signed by the PARTIES, and no oral understanding or agreement not incorporated�
herein shall be binding on any of the PARTIES.
IN WITNESS WHEREOF� the parties have executed this AGREEMENT by their duly authorized
ifficer.
STATE OF CALIFORNIA
DEPARTbFACJ*n9PiX�k�V9*rWdW
B
5 1 NJ VA RIM I •IM E LOrt I FAINNI
1imMIGmErt
Date
13
Sean Ashton,_May_0r
City of Downey
Representative Name & Title
(Authorized Governing Body Representative)
Date
Attest To:
Maria Alicia Duarte, CMC, City Clerk
Approved as to fo
Page 14 of 16 4'-
7vt t e M. Abich Garcia, City Attorney
EXHIBIT A - FAIR EMPLOYMENT PRACTICES ADDENDUM
1. In the performance of this Agreement, ADMINISTERING AGENCY will not discriminate against
any employee for employment because of race, color, sex, sexual orientation, religion, age,
ancestry or national origins physical disability, medical condition, marital status, political affiliation,
family and medical care leave„ pregnancy leave,, or disability leave. ADMINISTERING AGENCY
will take affirmative action to ensure that employees are treated during employment without regard
to their race, sex, sexual orientation, color, religion, ancestry, or national origin, physical disability,
medical condition, marital status, political affiliation, family and medical care leave, pregnancy
leave, or disability leave. Such action shall include, but not be limited to, the following.
employment„ upgrading; demotion or transfer; recruitment or recruitment advertising, layoff or
termination; rates of pay or other forms of compensation; and selection for training, including
apprenticeship. ADMINISTERING AGENCY shall post in conspicuous places, available to
employees for employment, notices to be provided by STATE setting forth the provisions of this
Fair Employment section.
2. ADMINISTERING AGENCY, its contractor(s) and all subcontractors shall comply with the
'l✓ provisions of the Fair Employment and Housing Act (Gov. Code, 1290-0 et seq.), - and the
applicable regulations promulgated thereunder (Cal. Code Regs., Title 2, 7285.0, et seq.). The
applicable regulations of the Fair Employment and Housing Commission implementing
Government Code section 12900(a -f), set forth in Chapter 5 of Division 4 of Title 2 of the
California Code of Regulations are incorporated into this AGREEMENT by reference and made a
part hereof as if set forth in full. Each of the ADMINISTERING AGENCY'S contractors and all
subcontractors shall give written notice of their obligations under this clause to labor organizations
with which they have a collective bargaining or other agreements, as appropriate.
3. ADMINISTERING AGENCY shall include the nondiscrimination and compliance provisions of
this clause in all contracts and subcontracts to perform work under this AGREEMENT.
-4. ADMINISTERING AGENCY will permit access to the records'of employment, employment
advertisements, application forms, and other pertinent data and records by STATE, the State Fair
Employment and Housing Commission, or any other agency of the State of California designated
by STATE, for the purposes of investigation to ascertain compliance with the Fair Employment
section of this Agreement.
5. Remedies for Willful Violation:
(a) STATE may determine -a willful violation of the Fair Employment provision to have occurred
upon receipt of a final judgment to that effect from a court in an action to which ADMINISTERING
AGENCY was a party, or upon receipt of a written notice from the Fair Employment and Housing
Commission that it has investigated and determined that ADMINISTERING AGENCY has violated
the Fair Employment Practices Act and had issued an order under Labor Code section 1426 which
has become final or has obtained an injunction under Labor Code section 1429.
(b) For willful violation of this Fair Employment Provision, STATE shall have the right to terminate
this Agreement either in whole or in part, and any loss or damage sustained by STATE in securing
the goods or services thereunder shall be borne and paid for by ADMINISTERING AGENCY and
by the surety under the performance bond, if any, and STATE may deduct from any moneys due
Page 15 of 16
or thereafter may become due to ADMINISTERING AGENCY, the difference between the price
named In the Agreement and the actual cost thereof to STATE to cure ADMINISTERING
AGECY's breach of this Agreement.
Page 16 of 16