Okaloosa County BOCC — April 27, 2013 — 2005 Original JPA FDOT ANZ38 O&M for County Traffic Control System — reading text

Contract No.; ANZ3 § State Job No.: 409797-1-88-01 JOINT PROJECT AGREEMENT BETWEEN THE STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION AND OKALOOSA COUNTY This Agreement entered into this _| 2th day of ‘ , 2005 by and between the State of Florida, Department of Transportation, hereinafter called'the DEPARTMENT, and Okaloosa County, State of Florida, with offices at 1759 South Ferdon Boulevard, Crestview, Florida 32536 hereinafter called the COUNTY. WITNESSETH WHEREAS, the DEPARTMENT and the COUNTY are desirous of having the COUNTY operate and maintain the Okaloosa County Computerized Traffic Signal System that monitors and controls traffic signals at intersections on the State Highway System located in Okaloosa County; and, WHEREAS, the DEPARTMENT is prepared to annually compensate funds in a lump sum amount of $200,000.00 at the beginning of the State Fiscal Year for services related to the operation, maintenance, and enhancement of the operation of the County’s computerized traffic signal system as described in the attachment marked as Attachment “A” which is attached hereto and made a part hereof. These services will be rendered in Okaloosa County and are hereinafter referred to as the PROJECT; and, WHEREAS, the DEPARTMENT is prepared to jointly participate in the funding of the operation and maintenance, as well as implementation of enhancements consisting of signal system timing plan development and implementation, signal system communications network operations and maintenance, signal system software maintenance, and specialized equipment procurement; and, WHEREAS, the system operation, maintenance, and referenced enhancements are in the interest of both the DEPARTMENT and the COUNTY and it would be more practical, expeditious, and economical for the COUNTY to perform such activities; and, FURTHER WHEREAS, the COUNTY by a vote of the COUNTY Commissioners on Son 4 , 2006, a copy of the minutes of said meeting being attached hereto and made a part hereof, has authorized the proper County officials to enter into this AGREEMENT. NOW THEREFORE, in consideration of the mutual benefits to be derived from joint participation on the PROJECT, the parties agree to the following: 1. The recitals set forth above are true and correct and are deemed incorporated herein. 2. The COUNTY shall provide all services associated with the operation and maintenance of the computerized traffic control signal system. 3. The COUNTY shall obtain any necessary permits to provide the improvements. 1 The DEPARTMENT shall make available to the COUNTY upon request any existing plans relevant to the COUNTY’s enhancement activities. The COUNTY shall be responsible for verifying the accuracy of the design plans supplied by the DEPARTMENT, and shall revise them as necessary to reflect current conditions. The DEPARTMENT agrees to reimburse funds to the COUNTY in the lump sum amount of $200,000.00 in the State fiscal year beginning July 1, 2005 and perpetually thereafter with the mutual consent of the parties hereto for said operational and maintenance services related to the computerized traffic control system. The DEPARTMENT’S total PROJECT participation provided for services rendered under this AGREEMENT shall not exceed $200,000.00 per fiscal year. The DEPARTMENT shall have twenty-one (21) days to approve any invoice submitted by the COUNTY. PROJECT costs eligible for DEPARTMENT participation will be allowed only from the date of final execution of the AGREEMENT. Travel expenses are not authorized in this AGREEMENT. The COUNTY shall submit invoices for fees and other compensation for services or expenses in detail sufficient for a proper pre-audit and post-audit thereof. The invoice shall be submitted to the State of Florida, Department of Transportation, at 1074 Highway 90 East, Chipley, Fl 32428; Attention: Mr. Cliff Johnson, District ITS Coordinator. Participants providing goods and services to the Department should be aware of the following time frames. Upon receipt, the Department has twenty-one (21) working days to inspect and approve the goods and services. The Department has 20 days to deliver a request for payment (voucher) to the Department of Banking and Finance. The 20 days are measured from the latter of the date the invoice is received or the goods or services are received, inspected and approved. If a payment is not available within 40 days, a separate interest penalty at a rate as established pursuant to Section 55.03(1), Florida Statutes, will be due and payable, in addition to the invoice amount, to the Participant. Interest penalties of less than one (1) dollar will not be enforced unless the Participant requests payment. Invoices that have to be returned to a Participant because of Participant preparation errors will result in a delay in the payment. The invoice payment requirements do not start until a properly completed invoice is provided to the Department. A Vendor Ombudsman has been established within the Department of Banking and Finance. The duties of this individual include acting as an advocate for contractors/vendors who may be — experiencing problems in obtaining timely payment(s) from a state agency. The Vendor Ombudsman may be contacted at (850) 410-9724 or by calling the State Comptroller's Hotline, 1-800-848-3792, This AGREEMENT and any interest herein shall not be assigned, transferred or otherwise encumbered by the COUNTY under any circumstances without the prior written consent of the DEPARTMENT. However, this AGREEMENT shall run to the DEPARTMENT and its successors. Except as otherwise set forth herein, this AGREEMENT shall continue in effect and be binding to beth the COUNTY and the DEPARTMENT until the PROJECT is completed and appropriate reimbursements are made. 2 10. 11. 12. 13. 14, 15. 16, 17. The DEPARTMENT shall make payment by check payable to Okaloosa County Board of County Commissioners, and forward it to the Okaloosa County Finance Department, 101 East James Lee Blvd., Crestview, Florida 32536, 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 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 one (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 $25,000.00 and which have a term for a period of more than one (1) year. 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 three years after final payment is made. The DEPARTMENT may cancel this AGREEMENT for refusal of the COUNTY to allow public access to all documents, papers, letters, or other material subject to the provisions of Chapter 119 of the Florida Statutes, made or reviewed by the COUNTY in conjunction with this AGREEMENT and shall make provisions in its AGREEMENTS with its consultants and sub-consultants to terminate for failure to comply with this provision. The COUNTY warrants that it has not employed or obtained any company or person, other than bona fide employees of the COUNTY to solicit or secure this AGREEMENT, and it has not paid or agreed to pay any company, corporation, individual or firm, other than a bona fide employee employed by the COUNTY. For breach or violation of this provision, the DEPARTMENT shall have the right to terminate the AGREEMENT without liability. To the extent allowed by the Laws of Florida, the COUNTY hereby agrees to indemnify, defend, save, and hold harmless the DEPARTMENT from all claims, demands, liabilities, and suits of any nature arising out of, because of or due to any intentional or negligent act or occurrence, omission, or commission of the COUNTY, its agents, or employees. It is specifically understood and agreed that this indemnification clause does not cover or indemnify the DEPARTMENT for its own negligence. This AGREEMENT is governed by and construed in accordance with the Laws of the State of Florida. This document incorporates and includes all prior negotiations, correspondence, conversations, agreements, or understandings applicable to the matters contained herein, and the parties agree that there are no commitments, agreements or understandings concerning the subject matter of this AGREEMENT that are not contained in this document. Accordingly, it is agreed that no deviation from the terms hereof shall be predicated upon any prior representation or agreements whether oral or written. It is further agreed that no modification, amendment, or alteration in the terms and conditions herein shall be effective unless contained in a written document 3 18. 19. 20. 21. executed with the same formality and of equal dignity herewith. The DEPARTMENT agrees to pay the COUNTY for the services herein described at compensation as detailed in this AGREEMENT. Payment shall be made only after receipt and approval of goods and services. A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime, may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to a public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statutes, for CATEGORY TWO for a period of thirty six (36) months from the date of being placed on the convicted vendor list. The DEPARTMENT?’S obligation to pay under this section is contingent upon an annual appropriation of the Florida Legislature. Notices pursuant to this AGREEMENT shall be sent by U.S. Mail to the following addresses: FOR THE COUNTY OF OKALOOSA Okaloosa County Board of County Commissioners Contracts and Grants 1250 N. Eglin Pkwy., Suite C-112 Shalimar, Florida 32579 Attn: Brenda L. Bailey Contracts and Grants Manager Copy to: Danielle Slaterpryce, Director of Public Works FOR THE DEPARTMENT Florida Department of Transportation 1074 Highway 90 East Chipley, Florida 32428 Attn.: Cliff Johnson, District ITS Coordinator Copy to: Mr. Bob Deal, District General Counsel IN WITNESS WHEREOF, the COUNTY has caused this Joint Project Agreement to be executed in its behalf this ads day of\anuavy , 2005, by its chairman of the Board of County Commissioners, being authorized to enter into an@ execute same by action of Ahe Okaloosa County Board of County Commissioners meeting in regular session on the 4M day of Aonuavy, , 2005: and the DEPARTMENT has executed this Joint Project Agreement through its District OSecretary for District II, Florida Department of Transportation, this_}2*%day of pic , 2005. (er a7 a OKALOOSA COUNTY, FLORIDA f_— fies BY: WwW Brine Uf Lag WS fea, J WILLIAM J. afr a a al w fpDON Lee CHAIRMAN CLERK OF CIRCUIECOURT BOARD OF COUNTY COMMISSIONERS OKALOOSA COUNTY, FLORIDA STATE OF FLORIDA DEPAR a TAL (, { f ( ‘a E. PRESCOTT APRIL STONEBREAKER DISTRICT SECRETARY EXECUTIVE SECRETARY