Joint Participation AgreementContract Number:
CSFA Number: 55.023
JOINT PARTICIPATION AGREEMENT
BETWEEN
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION
AND
THE CITY OF MIAMI BEACH
THIS AGREEMENT is made and entered into this 31 day of D C~.~er' ,
20QZ, between the State of Florida Department of Transportation, a component agency of the
State of Florida, hereinafter referred to as the `DEPARTMENT', and the' City of Miami Beach, a
municipal corporation of the State of Florida, hereinafter referred to as the `CITY'.
RECITALS:
WHEREAS, the DEPARTMENT has jurisdiction over and maintains the State Road
(SR) AlA corridor (Indian Creek Drive) in the City of Miami Beach; and
WHEREAS, the DEPARTMENT has drafted design plans for the construction of
roadway improvements on SR AlA southbound from 41St Street to 26th Street, hereinafter
referred to as the `PROJECT', the individual elements of which are outlined in the attached
Exhibit "A", `Scope of Services', which is herein incorporated by reference; and
WHEREAS, the DEPARTMENT has programmed funding for the PROJECT under
Financial Project Numbers 414641-1-58-01 and 414641-1-68-01, and has agreed to reimburse
the CITY for eligible PROJECT costs up to a maximum limiting amount, as outlined in the
attached Exhibit "B", `Financial Summary', which is herein incorporated by reference; and
WHEREAS, the CITY has agreed to supervise and inspect all aspects of PROJECT
construction and administration; and
WHEREAS, the parties. hereto mutually recognize the need for entering into an
Agreement designating and setting forth the responsibilities of each party; and
WHEREAS, the parties are authorized to enter into this Agreement pursuant to Section
339.08(e) and 339.12, Florida Statutes;
NOW, THEREFORE, in consideration of the premises, the mutual covenants and other
valuable considerations contained herein, the receipt and sufficiency of which are hereby
acknowledged, the parties agree as follows:
Page 1 of 13
Joint Participation Agreement between the Florida Department of Transportation and the City of Miami Beach,
Financial Project Numbers #414641-1-58-01, and 414641-I-68-01
1. INCORPORATION OF RECITALS
The foregoing recitals are true and correct and are incorporated into the body of
this Agreement, as if fully set forth herein.
2. GENERAL REQUIREMENTS
a. The CITY shall submit this Agreement to its City Commission for ratification
or approval by resolution. A copy of said resolution is attached hereto as
Exhibit "C", `Resolution', and is herein incorporated by reference.
b. The CITY shall obtain all necessary permits from the DEPARTMENT, and
other concerned agencies, as needed, prior to commencing PROJECT
construction on DEPARTMENT right-of--way.
c. The CITY shall advertise for bid, let the consultant and construction contracts,
administer, supervise and inspect all aspects of PROJECT construction until
completion, and, as further defined in Exhibit "A", `Scope of Services'. The
CITY shall complete the PROJECT on or before June 30, 2010. All aspects of
PROJECT construction and administration are subject to DEPARTMENT
standards and specifications and must be in compliance with all governing
laws and ordinances.
d. The CITY shall not execute any contract or obligate itself in any manner
requiring the disbursement of DEPARTMENT funds, including consulting or
construction contracts or amendments thereto, with any third party with
respect to the PROJECT without the prior written approval of the
DEPARTMENT. The DEPARTMENT specifically reserves the right to
review qualifications of any consultant or contractor and to approve of
disapprove CITY employment of same.
e. The DEPARTMENT shall reimburse the CITY for eligible PROJECT costs as
defined in Exhibit "B", `Financial Summary', and in accordance with the
financial provisions in Section 3 of this Agreement.
3. FINANCIAL PROVISIONS
a. Eligible PROJECT costs may not exceed ONE MILLION FIVE HUNDRED
ONE THOUSAND DOLLARS ($1,501,000.00), as outlined in Exhibit "B",
`Financial Summary'. If additional funding is required, contingent upon
DEPARTMENT approval, a supplemental agreement between the
DEPARTMENT and the CITY authorizing the additional funding shall be
executed prior to such costs being incurred.
Page 2 of 13
Joint Participation Agreement between the Florida Department of Transportation and the City of Miami Beach,
Financial Project Numbers # 414641-1-58-01, and 414641-1-68-01
b. The DEPARTMENT agrees to pay the CITY for the herein described services
at a compensation as detailed in this Agreement.
c. Payment shall be made only after receipt and approval of goods and services
unless advance payments are authorized by the Department's Comptroller
under Section 334.044(29), Florida Statutes, or by the Department of
Financial Services under Section 215.422(14), Florida Statutes.
d. Bills for fees or other compensation for services or expenses shall be
submitted in detail sufficient for a proper preaudit and postaudit thereof.
e. Travel costs will not be reimbursed.
f. Records of costs incurred under the terms of this Agreement shall be
maintained and made available upon request to the DEPARTMENT at all
times during the period of this Agreement and for five years after final
payment is made. Copies of these documents and records shall be furnished to
the DEPARTMENT upon request. Records of costs incurred include the
CITY's general accounting records and the project records, together with
supporting documents and records, of the contractor and all subcontractors
performing work on the project, and all other records of the contractor and
subcontractors considered necessary by the DEPARTMENT for a proper audit
of costs.
g. In the event this contract is for services in excess of $25,000.00 and a term for
a period of more than 1 year, the provisions of Section 339.135(6)(a), Florida
Statutes, are hereby incorporated:
The DEPARTMENT, during any fiscal year, shall not expend money,
incur any liability, or enter into any contract which, by its terms, involves the
expenditure of money in excess of the amounts budgeted as available for
expenditure during such fiscal year. Any contract, verbal or written, made in
violation of this subsection is null and void, and no money may be paid on
such contract. The DEPARTMENT shall require a statement from the
Comptroller of the DEPARTMENT that such funds are available prior to
entering into any such contract or other binding commitment of funds.
Nothing herein contained shall prevent the making of contracts for periods
exceeding 1 year, but any contract so made shall be executory only for the
value of the services to be rendered or agreed to be paid for in succeeding
fiscal years; and this paragraph shall be incorporated verbatim in all contracts
of the DEPARTMENT which are for an amount in excess of TWENTY FIVE
THOUSAND DOLLARS ($25,000.00) and which have a term for a period of
more than 1 year.
h. The DEPARTMENT's obligation to pay is contingent upon an annual
appropriation by the Florida Legislature.
Page 3 of 13
Joint Participation Agreement between the Florida Department of Transportation and the City of Miami Beach,
Financial Project Numbers # 414641-1-58-01, and 414641-I-68-01
4. INDEMNIFICATION
To the extent permitted by Section 768.28, Florida Statutes, the parties agree to
indemnify each other for liability due to any act or omission, neglect or
wrongdoing of a party or any of its officers, agents or employees. Further, the
parties agree to defend each other against any and all such claims or demands
which may be claimed and have arisen as a result of or in connection with the
parties' participation in this Agreement. Nothing contained herein shall be
construed to contradict the provisions of Section 768.28, Florida Statutes, nor
shall this Section be construed to require either party to indemnify the other for
the negligent acts of the other.
5. GOVERNING LAW
This Agreement shall be governed and construed in accordance with the laws of
the State of Florida.
6. AMENDMENT
This Agreement may be amended by mutual agreement of the DEPARTMENT
and the CITY expressed in writing, executed and delivered by each party.
7. INVALIDITY
If any part of this Agreement shall be determined to be invalid or unenforceable,
the remainder of this Agreement shall not be affected thereby, if such remainder
continues to conform to the terms and requirements of applicable law.
8. COMMUNICATIONS
a. All notices, requests, demands, consents, approvals and other communications
which are required to be served or given hereunder, shall be in writing and
hand-delivered or sent by either registered or certified U.S. mail, return receipt
requested, postage prepaid, addressed to the party to receive such notices as
follows:
To DEPARTMENT: Florida Department of Transportation
1000 Northwest 111 Avenue, Room 6137
Miami, Florida 33172-5800
Attn: Kenneth Robertson, JPA Coordinator
Ph: (305) 470-5452; Fax: (305) 470-5552
Page 4 of 13
Joint Participation Agreement between the Florida Department of Transportation and the City ofMiami Beach,
Financial Project Numbers # 414641-1-58-O1, and 414641-I-68-O1
To CITY: City of Miami Beach
1700 Convention Center Drive
Miami Beach, Florida 33139
Attn: Fernando Vazquez, City Engineer
Ph: (305) 673-7080; Fax: (305) 673-7028
b. Either party may, by notice given as aforesaid, change its address for all
subsequent notices. Notices given in compliance with this section shall be
deemed given when placed in the mail.
9. EXPIRATION OF AGREEMENT
The CITY agrees to complete the PROJECT on or before June 30, 2010. If the
CITY does not complete the PROJECT within this time period, this Agreement
will expire unless an extension of the time period is requested by the CITY and
granted in writing by the DEPARTMENT'S District Six Secretary or Designee.
Expiration of this Agreement will be considered termination of the PROJECT.
10. FINAL INVOICE
The CITY must submit the final invoice on this PROJECT to the DEPARTMENT
within 120 days after the expiration of this Agreement. Invoices submitted after
October 28, 2010, will not be paid.
11. AUDITS
State of Florida Single Audit Act requirements as outlined in the attached Exhibit
"D", `Audit Reports', are incorporated herein by reference.
12. ENTIRE AGREEMENT
This Joint Participation Agreement is the entire Agreement between the parties
hereto, and it may be modified or amended only by mutual consent of the parties
in writing.
-- REMAINDER OF PAGE INTENTIONALLY LEFT BLANK --
Page S of 13
Joint Participation Agreement between the Florida Department of Transportation and the City of Miami Beach,
Financial Project Numbers # 414641-1-58-01, and 414641-1-68-O1
IN WITNESS WHEREOF, the parties hereto have executed this Agreement, on the day
and year above written.
CITY O
BY:
DERMER, MAYOR
STATE OF FLORIDA, DEPARTMENT
OF TRANSPORTATION:
BY: ~Zi'~iN /~G~~'
/DISTRICT SECRETARY
ATTEST: 'J
(SEAL) CITY CLERK
ROBERT PARCHER
ATTEST: G
(SEAL) EXE UTIVE SE TARY
LEGAL REVIEW:
AppROVED AS TO
FORM 8~ LANGUAGE
FO CUTION
10 ii o7
.~, ey ate
. ~ ~ `
DISTRICT GENERAL CO NSEL
Page 6 of 13
Joint Participation Agreement between the Florida Department of Transportation and the Ciry of Miami Beach,
Financial Project Numbers #414641-1-58-O1, and 414641-1-68-01
EXHIBIT "A"
SCOPE OF SERVICES
To construct roadway improvements in accordance with and as detailed in the attached
PROJECT plans along the SR AlA southbound corridor within the below-identified PROJECT
Limits. The DEPARTMENT will provide the CITY with the signed and sealed construction
plans. The CITY will let, supervise and inspect all aspects of PROJECT construction and
administration.
PROJECT Limits: SR AlA/Indian Creek Drive, southbound, from 41St Street to 26th Street
FDOT Financial Project Numbers: 414641-1-58-01 and 414641-1-68-01
County: Miami-Dade
FDOT Project Manager: Ana Arvelo, P.E.
CITY Project Manager: Fernando Vazquez, P.E.
PLANS AND SPECIFICATIONS
The CITY agrees to construct the PROJECT using acompetitively-bid contractor in accordance
with the signed and sealed plans and specifications, attached hereto and incorporated herein by
reference.
Please see attached plans prepared by: Corradino Group
Dated:
Page 7 of 13
Joint Participation Agreement between the Florida Department of Transportation and the City of Miami Beach,
Financial Project Numbers # 414641-1-58-01, and 414641-1-68-01
EXHIBIT "B"
FINANCIAL SUMMARY
Estimated PROJECT costs for reimbursement are below-listed, separated by phase of work:
Financial Project Number 414641-1-58-01
PROJECT Construction:
$1,365,000.00
Financial Project Number 414641-1-68-01
PROJECT Construction Engineering and Inspection (CEI) services: + $136,000.00
Total PROJECT Cost Estimate: $1,501,000.00
Page 8 of 13
Joint Participation Agreement between the Florida Department of Transportation and the Ciry of Miami Beach,
Financial Project Numbers # 414641-1-58-O1, and 414641-1-ti8-01
EXHIBIT "C"
RESOLUTION
To be herein incorporated once approved by the CITY Commission.
Page 9 of 13
Joint Participation Agreement between the Florida Department of Transportation and the City of Miami Beach,
Financial Project Numbers # 414641-1-58-01, and 414641-1-68-01
EXHIBIT "D"
AUDIT REPORTS
The administration of resources awarded by the Department to the CITY OF MIAMI BEACH maybe subject to audits
and/or monitoring by the Department, as described in this section. For further guidance, see the Executive Office of
the Governor website, which can be found at: www.fssa.state.fl.us .
MONITORING
In addition to reviews of audits conducted in accordance with OMB Circular A-133 and Section 215.97, F.S., as
revised (see "AUDITS" below), monitoring procedures may include, but not be limited to, on-site visits by
Department staff, limited scope audits as defined by OMB Circular A-133, as revised, and/or other procedures. By
entering into this agreement, the recipient agrees to comply and cooperate fully with any monitoring
procedures/processes deemed appropriate by the Department. In the event the Department determines that a limited
scope audit of the recipient is appropriate, the recipient agrees to comply with any additional instructions provided by
the Department staff to the CITY OF MIAMI BEACH regarding such audit. The CITY OF MIAMI BEACH further
agrees to comply and cooperate with any inspections, reviews, investigations, or audits deemed necessary by the Chief
Financial Officer (CFO) or Auditor General.
AUDITS
PART I: FEDERALLY FUNDED
Recipients of federal funds (i.e. state, local government, or non-profit organizations as defined in OMB Circular A-
133, as revised) are to have audits done annually using the following criteria:
In the event that the recipient expends $300,000 ($500,000 for fiscal years ending after December 31, 2003)
or more in Federal awards in its fiscal year, the recipient must have a single or program-specific audit
conducted in accordance with the provisions of OMB Circular A-133, as revised. EXHIBIT 1 to this
agreement indicates Federal resources awarded through the Department by this agreement. In determining
the Federal awards expended in its fiscal year, the recipient shall consider all sources of Federal awards,
including Federal resources received from the Department. The determination of amounts of Federal awards
expended should be in accordance with the guidelines established by OMB Circular A-133, as revised. An
audit of the recipient conducted by the Auditor General in accordance with the provisions OMB Circular A-
133, as revised, will meet the requirements of this part.
2. In connection with the audit requirements addressed in Part I, paragraph 1., the recipient shall fulfill the
requirements relative to auditee responsibilities as provided in Subpart C of OMB Circular A-133, as revised.
If the recipient expends less than $300,000 ($500,000 for fiscal years ending after December 31, 2003) in
Federal awards in its fiscal year, an audit conducted in accordance with the provisions of OMB Circular A-
133, as revised, is not required. In the event that the recipient expends less than $300,000 ($500,000 for fiscal
years ending after December 31, 2003) in Federal awards in its fiscal year and elects to have an audit
conducted in accordance with the provisions of OMB Circular A-133, as revised, the cost of the audit must be
paid from non-Federal resources (i.e., the cost of such an audit must be paid from recipient resources obtained
from other than Federal entities).
Federal awards are to be identified using the Catalog of Federal Domestic Assistance (CFDA) title and
number, award number and year, and name of the awarding federal agency.
Page 10 of 13
Joint Participation Agreement between the Florida Department of Transportation and the City of Miami Beach,
Financial Project Numbers # 414641-1-58-01, and 414641-1-68-01
PART II: STATE FUNDED
Recipients of state funds (i.e. a nonstate entity as defined by Section 215.97(2)(1), Florida Statutes) are to have audits
done annually using the following criteria:
In the event that the recipient expends a total amount of state financial assistance equal to or in excess of
$300,000 ($500,000 for fiscal years ending on September 30, 2004, and thereafter) in any fiscal year of such
recipient, the recipient must have a State single or project-specific audit for such fiscal year in accordance with
Section 215.97, Florida Statutes; applicable rules of the Executive Office of the Governor and the CFO; and
Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the
Auditor General. EXHIBIT 1 to this agreement indicates state financial assistance awarded through the
Department by this agreement. In determining the state financial assistance expended in its fiscal year, the
recipient shall consider all sources of state financial assistance, including state financial assistance received
from the Department, other state agencies, and other nonstate entities. State fmancial assistance does not
include Federal direct or pass-through awards and resources received by a nonstate entity for Federal program
matching requirements.
In connection with the audit requirements addressed in Part II, paragraph 1, the recipient shall ensure that the
audit complies with the requirements of Section 215.97(7), Florida Statutes. This includes submission of a
financial reporting package as defined by Section 215.97(2)(d), Florida Statutes, and Chapters 10.550 (local
governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General.
If the recipient expends less than $300,000 in state financial assistance in its fiscal year ($500,000 for fiscal
years ending on September 30, 2004, and thereafter), an audit conducted in accordance with the provisions of
Section 215.97, Florida Statutes, is not required. In the event that the recipient expends less than $300,000
($500,000) in state financial assistance in its fiscal year and elects to have an audit conducted in accordance
with the provisions of Section 215.97, Florida Statutes, the cost of the audit must be paid from the nonstate
entity's resources (i.e., the cost of such an audit must be paid from the recipient's resources obtained from other
than State entities).
State awards are to be identified using the Catalog of State Financial Assistance (CSFA) title and number,
award number and year, and name of the state agency awarding it.
PART III: OTHER AUDIT REQUIREMENTS
The recipient shall follow up and take corrective action on audit findings. Preparation of a summary schedule
of prior year audit findings, including corrective action and current status of the audit findings is required.
Current year audit findings require corrective action and status of findings.
Records related to unresolved audit fmdings, appeals, or litigation shall be retained until the action is completed
or the dispute is resolved. Access to project records and audit work papers shall be given to the FDOT, the
Comptroller, and the Auditor General. This section does not limit the authority of the Department to conduct or
arrange for the conduct of additional audits or evaluations of state financial assistance or limit the authority of
any other state official.
Page 11 of 13
Joint Participation Agreement between the Florida Department of Transportation and the City of Miami Beach,
Financial Project Numbers # 414641-1-58-O1, and 414641-1-68-O1
PART IV: REPORT SUBMISSION
Copies of reporting packages for audits conducted in accordance with OMB Circular A-133, as revised, and
required by PART I of this agreement shall be submitted, when required by Section .320 (d), OMB Circular A-
133, as revised, by or on behalf of the recipient directly to each of the following:
A. The Department at each of the following addresses:
Florida Department of Transportation
1000 Northwest 111 Avenue
Miami, Florida 33172
B. The Federal Audit Clearinghouse designated in OMB Circular A-133, as revised (the number of copies
required by Sections .320 (d)(1) and (2), OMB Circular A-133, as revised, should be submitted to the
Federal Audit Clearinghouse), at the following address:
Federal Audit Clearinghouse
Bureau of the Census
1201 East 10~` Street
Jeffersonville, IN 47132
C. Other Federal agencies and pass-through entities in accordance with Sections .320 (e) and (f), OMB
Circular A-133, as revised.
2. In the event that a copy of the reporting package for an audit required by PART I of this agreement and
conducted in accordance with OMB Circular A-133, as revised, is not required to be submitted to the
Department for reasons pursuant to section .320 (e)(2), OMB Circular A-133, as revised, the recipient shall
submit the required written notification pursuant to Section .320 (e)(2) and a copy of the recipient's audited
schedule of expenditures of Federal awards directly to each of the following:
Florida Department of Transportation
1000 Northwest 111 Avenue
Miami, Florida 33172
In addition, pursuant to Section .320 (f), OMB Circular A-133, as revised, the recipient shall submit a copy of
the reporting package described in Section .320 (c), OMB Circular A-133, as revised, and any management
letters issued by the auditor, to the Department at each of the following addresses:
Florida Department of Transportation
1000 Northwest 111 Avenue
Miami, Florida 33172
Copies of financial reporting packages required by PART II of this agreement shall be submitted by or on
behalf of the recipient directly to each of the following:
A. The Department at each of the following addresses:
Florida Department of Transportation
1000 Northwest 111 Avenue
Miami, Florida 33172
B. The Auditor General's Office at the following address:
Page 12 of 13
Joint Participation Agreement between the Florida Department of Transportation and the City of Miami Beach,
Financial Project Numbers #414641-I-58-01, and 414641-1-68-O1
Auditor General's Office
Room 401, Pepper Building
111 West Madison Street
Tallahassee, Florida 32399-1450
4. Copies of reports or the management letter required by PART III of this agreement shall be submitted by or on
behalf of the recipient directl to:
A. The Department at each of the following addresses:
Florida Department of Transportation
1000 Northwest 111 Avenue
Miami, Florida 33172
Any reports, management letter, or other information required to be submitted to the Department pursuant to
this agreement shall be submitted timely in accordance with OMB Circular A-133, Florida Statutes, and
Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the
Auditor General, as applicable.
6. Recipients, when submitting fmancial reporting packages to the Department for audits done in accordance with
OMB Circular A-133 or Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit
organizations), Rules of the Auditor General, should indicate the date that the reporting package was delivered
to the recipient in correspondence accompanying the reporting package.
PART V: RECORD RETENTION
The recipient shall retain sufficient records demonstrating its compliance with the terms of this agreement for a
period of at least five years from the date the audit report is issued, and shall allow the Department, or its
designee, the state CFO or Auditor General access to such records upon request. The recipient shall ensure that
the independent audit working papers are made available to the Department, or its designee, the state CFO, or
Auditor General upon request for a period of at least five years from the date the audit report is issued, unless
extended in writing by the Department.
Page 13 of 13
Joint Participation Agreement between the Florida Department ojTransportation and the City of Miami Beach,
Financial Project Numbers #414641-1-58-O1, and 414641-1-ti8-01
Florida Department of Transportation
District Contracts and Procurement
CHARLIE CRIST 1000 Northwest 111`" Avenue, Room 6203
GOVERNOR Miami, FL 33172
Where a request for service is an opportunity to serve you!
November 6, 2007
Mr. Fernando Vazquez
City of Miami Beach, Transportation Division
1700 Convention Center Drive
Miami Beach, Florida 33139
STEPHANIE C. KOPELOUSOS
SECRETARY
Re: Project # 414641-1~8-01: SR A1A Roadway Improvements; JPA Execution Notice
Dear Mr. Vazquez:
Enclosed for the City of Miami Beach's (City's) records is one (1) original Joint Participation Agreement (JPA) for
the referenced project. This JPA was executed by the Florida Department of Transportation (Department) on
Wednesday, October 31, 2007. Another original JPA was mailed by separate cover to the City's Clerk's Office,
Attn: Ms. Kerry Hernandez.
Thank you on behalf of the Department for your assistance in expediting the execution of this JPA. If you have
any questions or concerns, please feel free to contact me at (305) 470-5404.
Sincerely,
r,
Kenneth Robertson
District Contracts and Procurement Manager
encl: One (1) original executed JPA Agreement
cc: Ana Arvelo, P.E., FDOT Project Manager, File
www.dot.state.fl.us