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State Highway Lighting, Maintenance & Compensation Agreement ~tJ07- 26.11-6 3ot/~) ~ !t!k S7A-I<- STATE Of' FLORIOA [)f;pARTUENT OF mANSPORTAllON STATE HIGHWAY LIGHTING, MAINTENANCE, AND COMPENSATION AGREEMENT Farm ... 71o.e111-)O. UltIiA 'IG04 THIS AGREEMENT. entered into this _ day of , year of , by and between the STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION, hereinafter referred to as the "FOOr', and THE CIT( OF MIA~ BEACH, hereinafter referred to as the "MAINTAINING AGENCY": WITNESSETH: WHEREAS, the MAINTAINING AGENCY has the authority to enter into this Agreement and to undertake the mafntena1ce and operation of lighting on the State Highway System, and the FOOT is authorized under Sections 33011.044. Florida Statutes and 335.055. Florida StaMes to enter into this Agreement; and WHEREAS, the MAINTAINING AGENCY has authorized its undersigned officers to enter into and execute thi8 Agreement; NOW. THEREFORE. In consideration of the premises and the mutual covenants contained herei"l, Ihe FOOT :. and ... MAINTAINING .AGENCY hereby agree as follows: ::' 1. ".lntenence of F .cllll'" a. The MAINTAINING AGENCY shall maintain all the lighting now or hereafter located on the State Highway System within the jurisdictional boundaries of the MAINTAINING AGENCY, herein8fter referred to as the "Facilities,. throughout Its expected useful life. For Ihe ptI'pOSM or.... Agreement. the term Facilities shall be deemed to Inctude, but not neceu8ri1y be limited to, lighting lor roadways. as weB as park and ride. pedestrian overpasses, and recreational areas owned by or located on Ihe property of the FOOT. but shall exclude those systems listed In Exhibit. A" attached her8lo -.d by this reference made a part hereof, and shaR exctude lighting located in weigh stations. rest Brus, or on Interstate highways. b. In maintaining the FacilitIes, the MAINTAINING AGENCY ahall perform all actiYftIea nec881BfY to keep the Facilities fulfy operating. property functioning, with a minimum of 9()IK of the lights buming for any fighting type (ex. high mast, standard, underdeck, sign) or roadway system atalltinee for their normat expected usefulljfe in accordance WIth the origlna' de~n thereof. whether nec:essitated by nonnaI wear and tear. accidental or Intentional damage. or acts of nature, Said maintenance 8haI include. but thai not be limilBd to, providing electrical power and payjng all charges ass'DCtatecl therewith, routine inspection and testing. preventative maintenance. emergency maintenance. repIBoement of any component parts of !he FaClllUes (Including the poles and any and al other component parts InstaDed as part of the Facilities), and locating (both vertically and horizontaly) the Facilities, as may be necessary. C. All malnl8nance shall be in flCCordance with the pro,,"islons or the following: (1) Manual of Uniform Traffic Control Devices; and. (2) All other applicable local, state, or federal laws, rules, resolutions. or ordinances, and FOOT proc.edures. d. For lighting installed as part of an FOOT project. the MAINTAINING AGENCY'. obligation to maintain shall commence upon the MAINT AININO AGENCY's receipt of notification from the FOOT that the FOOT has finally accepted the project, except for Ihe obligation to provide for eIectric8I power, which obligation to provide for etectrIcal power aha" commence at such time as the Ilghting aye.Iem is ready to be energized: provided, however, that the MAINTAINING AGENCY shall not be requied to perform any activities which are the responsibilities of FDOT's conttactor. Prtor to any acceptance by the FOOT, the MAINTAINING AGENCY shall have the opportunity to inspect and request modifications/corrections to the instatlatlon(s) and the FOOT agrees 10 undertake '.... t off STATE c:w I'LOAI~ DePARTMENT OF TRANSPORTATION STATE HIGHWAY LIGHTING, MAINTENANCE, AND COMPENSATION AGREEMENT F...... Nn 7'~'o.30. ~ 10004 those prior to acceptance so long as the modifications/corrections comply with the contract and specifications previously approved by both the FDOT and the MAINTAINING AGENCY e. The continuing obligations under this paragraph 1 beyond the first tmcal year hereof are subject to the voluntary negotiation of the amount to be paid as set forth in subparagraph 2b hereof. 2. Compen..tlon and Payment .' a. The FOOT agrees to pay to the MAINTAINING AGENCY a lump sum of S :0 . for the heal year in which this Agreement is signed (fiscal year as referenced in this Agreement shall be FOOT'. fiscal year). b. For eech future fiscal year, the FDOT and the MAINT AtNlNG AGENCY ahaII agree on the amount to be peJd prior to the fiscal year beginning. The FOOT will Issue a wort order confirming the amount and authorizing lhe performance of maintenance for each new ft&c8I )'Ur. The Work Order IhaI be an FOOT signed letter 01 authorization to the IllAJNT AINING AGENCY with 8 subject lne containing the term. NState Highway Lighting. Maintenance. And Compensation Ag..ment Work Order." The Wor1c Order shan reflect the conbact number, f1nand81 project number. FEID No. of the IIAINTAI~ AGENCY, the f1sc:al year, and the lump sum amount to be paid for the ftacal year indicated. The Work Order shall be signed by the MAINTAINING AGENCY and returned to FOOT, No payment wil be made on Work Orders which are not properly signed and returned to FOOT prior to performing services. c. Inwlces may be submitted anytime after May 19" of the fiseaI year In Which the services were provided, but no later than 180 days after the end of said fiscal year. Payment shall be made in one lump sum as provided in paragraph 4 hereof. d. Payment shall be made In accordance with Section 215.422, Florida Statutes. e. Bills for fees or other compensation for services or 8xpen888 shaN be submitted in a formatacceplable to lhe FOOT and in detall sufficient for a proper pre-audlt and post-sudit thereof. 3. Record Keepfng The MAINTAINING AGl:NCY shall keep records of all activities performed pursuant to this Agreement. The NCORtI Ihall be kept in a format approved by the FOOT. Record, shall be maintained and made available upon request to the FDOT at all tlmea during the period of IhIa Agreement and for three (3) years after final payment for the'M)rk pursuant to this Agreement is m8Cle. CopIee of these documents and records shall be furnished to the FOOT upon request. 4. invoicing Upon receipt, the FOOT has fIVe (5) working days to inspect and approve the goods and services. The FOOT "twenty (20) days to deliver a request for payment (voucher) to the Department or Flnanclal Services. The twenly (20) days are measured from the latter of the date the Invoice is received or the goods or services are receIYed, inspected, and approved. If. payment is not available wilhin forty (40) days. a separate interest penalty at a rate as e8t8blished puI8U8IIt to Section 215.422, Florida Statutes. shall be due and payable. in addition to the invoice amount, to the MAINTAINING AGENCY. Interest penalties of leas than one (1) doUar shall not be enforced unles& the MAINTAINING AGENCY r8qUfits payment. Invoices returned ro 8 MAINTAINING AGENCY bec8use of MAINTAINING AGENCY preparation errors shalf result in a delay in the payment. The Irwoice payment requinlments do not start until a proper1y completed invoice is provided to lhe FOOT. '_;Z 01 . STATE OF FLORIOADEPAATUE:NT OF lRANSPORTATIOfol STATE HIGHWAY LIGHTING, MAINTENANCE. AND COMPENSATION AGREEMENT FOfll> No 71~'G.al. UIiIlloM IClOC A Vendor Ombudsman has been established within the Department of financial Services. The duties of this Indfvidual include acting as an advocala for contractorslvendors who may be experiencing problems in obI8tning timely payment(s) from a state agency. The Vendor Ombudsman may be contacted at (850) 410- 9724 or by calling the Chief Financial Officer's Hotline. 1-800-848-3792. The State of Florida's performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the legistature. In the event this Agreement is in excess of $26.000 and has a term for a period of more than one (1) year. the prOVisions of Section 339.135(6)(a}. Florida Statutes. are hereby Incorporeted: .' ::. The FOOT. during any fiscal year, shaH not expend money. Incur any liability. or enter Into any contract which. br its terms. involves the expenditure of money in excess of the amounts budgeted 85 available for expenditure during such fiscal year. Any contract. verbal or written. made In vioIaUon of this subsectJon shaI be nul Md void, and no money may be paid on such contract. The FOOT shall require a statement from the Comptroller of the FOOT that funds are available prior to entering into any such contract or other binding commiIment of funds. Nothing herein contained shall prevent the making of contracts for periods exceeding one (1) year, but any contract 80 made shall be executory only for the value of the services to be rendered Of 8gN8d to be paid for in succeeding fiscal years. and this paragraph shall be incorporated verbatim In all contr8c:4s of the FOOT which are for an amount In excess of $25.000 and which haw 8 term for a period of more hln one (1) year. The FOOT wi. provide a copy of the statement referenced above to the MAINTAINING AGENCY. 5. Default 'n the event that the MAINTAINING AGENCY breache. any provision of thl8 Agreement. then in addition to 8nY other remedle& which are otherwise provided for in this Agreement, the FOOT may exercise one or more of the foItowing options, provided Ihat at no time shall the FOOT be entilled to receive double recovery of damages: a. Pursue a claim for damages suffered by the FOOT or the public. b. Punsue any other remedies legally avaAable. AI to any WOt1t not performed by the MAINTAINING AGENCY. perform IUCh work with ill own torces or through contractors and seek reimbursement for the coal thereof from the MAINTAINING AGENCY If the MAINT AINfNG AGENCY falls to cure the non-performance within fourteen (14) days after written notice from the FOOT of the non-performance; provided. hoMver. that advance notice and cure shall not be preconditions in the event of an emergency. S. FOICe""''' c. Neilher the YAINT AINING AGENCY nor the FOOT shall be liable to the other for any failure to perform under thle Agreement to the extent such performance is prevented by en act of God. war, riots. nlltural ClltasbOphe, or other event beyond the control of the non-performing party and which could not have been ~ or overcome by the exercise of due diligence; provided that the party claiming the eXCUM from performance has (a) promptly notified the other party of the occurrence and its estimate dUl'8tion. (b) promptly remedied or mitigated the effect of the occurrence to the extent posslble. and (e) resumed performance as soon as possible. 7. llacenaneou. 8. The FDOT shall consider the emplovment by any contractor of unauthorized aliens a violation of Section 274A(e) ot the Immigration and Nationality Act. If the contractor knowingly employs unauthorized aliens. such violation shall be cause for unilateral cancellation of this Agreement. hoe ioU STATE OF flORIDA DEPARTMENT OF TRANSPORTATION STATE HIGHWAY LIGHTING, MAINTENANCE. AND COMPENSATION AGREEMENT r......1.Ia 71D-01Ch-,o. ~ 1004 b. The MAINTAINING AGENCY shall aUow public access to all documents, papers, Ielterll. or other rnatIItilII subject to the provisions of Chapter 119, Florida Statutes. and made or received by the MAINTAINING AGENCY in conjunction with this Agreement Failure ~ the IlAINT AlNING AGENCY to gnant such public access shaU be grounds for immediate unilateral cancellation of this Agreement by the FOOT. c. This Agreement constitutes the complete and final expression of the parties with respect to the -..bject matter hereof and supersedes all prior agreements. understandings. or negotIattons with ntepect lhereto. d. Thia Agreement shall be governed by the laws of the State of Florida. Any provision hereof found to be unlawful or unenforceable shall be severable and shall not affect the validity of the remairring provisions hereof. e. TIme Is of the essence in the performance of all obligations under thle Agreement f. AlA notices required pursuant to the terms hereof may be sent by firat class United Stales Mall. f8ceImUe tnlnsm188lon. hand delivery, or expreQ mail and snail be deemed to have been NaWed bv the end of five (5) business days from the proper sending thereof unless proof of prior actual receipt is pIOVided. The MAINTAINING AGENCY shaH have 8 continuing obligation to notify eech 0IsIrict of the FOOT of the appropriate persons for notices to be sent pursuant to this Agreement. Unless oIherwIIe notified in writing. noticea ahall be sent to the following addresses: MAINTAINING AGENCY: Citv of MiamI Beach 1700 Convention CenIBr Drive MI8mI Beach, Florida 33139 Fred Beckmann. Director Public Works FOOT: Florida D rtment of Trans rtatlon 1000 NW 111 Avenue Miami Florida 33172 ROI1IIId S. Steiner P.E. District Maintenance E ineer g. PUBLIC ENTITY CRIME INFORMATION STATEMENT: A person or affiliate \Wto has been placed on the convicted vendor list following a conviction for a public entity crime mll'f not submit a bid on a contract 10 provide any goods or services to a public entity. may not submIt a bid on 8 contract wtIh a public entity for the construction or repaIr of a public building or public work, may not submit bids on ...... of real property to a public entity, may not be swarded or perform work _ a conlnlCtor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transect buaineaa with any pubiC entity in excess of the threshold amount provided in Section 287.017. Florida StatutM, for CATEGORY TWO for a period of thirty six (36) months from the date of being placed on the convicled vendor Ust. h. An entity or affiliate who has been placed on the discriminatory vendor list may not submit a bid on a conIr8ct to provide any goods or services to a public entity, may not submit a bid on a contract with a pubic entity for the construction or repair of a public building or public work. may not submit bids on ...... of real property to a public entity, may not be awarded or perform work as a conlractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity. i. NoIhlng herein shall be construed aa a waiver of either party's sovereign Immunity. ...." on STATE OF F\.ORIOA Dt!PAftTUENT Of" TRANSPORTATION STATE HIGHWAY UGHTING1 MAINTENANCE, AND COMPENSATION AGREEMENT Fonn No 71o.clQ.3D lJtilIaM 10104 e. c.rtlftcatlon Th. document is a printout of an FDOT form maintained In an electronic fonnat and all revisions thereto by the MAINTAiNING AGENCY in the form of additions. deletions or substitutions are reflected only in an Appendix entitled .Changes To Form Document" and no change is made in the text of Che document belf. Hand notations on affected portions of this document may refer to changes reflected in the above-named Appendix but are for reference purposes only and do not change the tenns of the document. By signing this document, the MAlNT AINtNG AGENCY hereby represents that no ctulnge has been made to the text of this document except through the tefmS of the Appendix entitled "Changes to Fonn Document." You MUST signify by selecting or checking which of the following applies: o d No changes have been made, to this Forms Document and no Appendix entitled "Change. to Form Oocumenr is attached. No changes have been made to this Form Document, but cheng.. are Included on the attached Appendix entilled "Changes to Forma Document." f IN WITNESS WHEREOt;, written. /' / parties hereto have executed this Agreement effective &he day and year first :~ .. BY: ("'pM N. ~ DATE; 4/11/07 Dermer .Typ.d11tle: -> Mayor ~. STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION BY: ,SIan.ture>> DATE: (typed N.m.:_) (1'..... Tille: -> POOT Legat Review BY: 'Slanature) DATE: Dlatrtct Counsel (T,ped N.me: ---.J ....'ClI. APPROVED AS TO FORM & LANGUAGE /~ . & ZO,J><ECUTION ." -'-"" .' ./1"'1 lJi' I; ':' J". .or 0" ~ AUomeY'~ Dale L~ APPENDIX A STATE HIGHWAY LIGHTING, MAINTENANCE, AND COMPENSATION AGREEMENT The following changes are incorporated by the City of Miami Beach Page 1 - Paragraph 2 Line 2 - Insert "within the jurisdictional boundaries of the maintaining Agency," after the word System. Page 1 Item 1 a. line 5 - delete the words "as well as park and ride, pedestrian overpasses, and recreational areas". Page 1 Item 1 a. line 6 - inset the word "as" following FOOT and delete the words" but shall exclude those systems". Page 1 Item 1 a. lines 7 and 8 - delete the words" and shall exclude lighting located in weigh stations, rest areas, or on Interstate Highways."