Okaloosa County BOCC — May 17, 2013 — reading text

rationale for the change, change orders issued, and documentation reflecting any time and or increases to or decreases from the contract price as a result of those modifications; • Documentation regarding settlement of claims and disputes including, as appropriate, results of audit and legal reviews of the claims and approval by the proper authority (i.e., city council, board of directors, executive director) of the settlement amount; • Documentation regarding stop work and suspension of work orders and termination actions (convenience as well as default); and • Documentation relating to contract closeout. 15 Packet Pg. 192  5.13.b FTA PROVISIONS, CERTIFICATIONS, REPORTS, FORMS AND OTHERS Attachment: Procurement Manual PROPOSED Transit Language 4-22-13 [Revision 1] (1655 : FTA Requirements Appendix added to Purchasing IX. Contract Clauses A. Required Contract Clauses The BCC maintains a current list of required contract clauses applicable to contract type as required by the FTA. When establishing contract agreements, all contracts will include provisions to define a sound and complete agreement. the BCC will also refer to the U.S. DOT FTA Master Agreement (reviewed annually), FTA C4220.1F (as amended), and the annual FTA Triennial Review Workbook. B. General Contract Clauses The BCC will secure, when applicable, a boilerplate of general contract clauses for purchases where such a boilerplate would be beneficial during the solicitation. C. Special Contract Clauses and Additional Special Contract Clauses Special contract clauses may be applied selectively to purchases based on contract type or some other variable criteria. In the case of special contract clauses, the BCC may consult FTA rules and regulations and/or the BCC General Counsel, before such clauses are incorporated into any contract agreement. D. Procuring Equipment or Materials Using Option Clauses 1 Definition of Option Contract An option is a unilateral right in a contract by which, for a specified time, the BCC may elect to purchase additional equipment, supplies, or services called for by the contract, or may elect to extend the term of the contract. 2 FTA Requirements for Option Contracts If the BCC elects to use option clauses in contracts, the FTA requires the following: ¾ Evaluation of Options. The option quantities or periods contained in the contractor’s bid or offer must be evaluated in order to determine contract award. When options have not been evaluated as part of the award, the exercise of such options will be considered sole source procurement, and will be subject to a cost or price analysis before exercising. ¾ Exercise of Options. The BCC will ensure that the exercise of an option is in accordance with the terms and conditions of the option stated in the initial contract award. It will also be determined that the option price is better than prices available in the market or that the option is the more advantageous offer prior to the option being exercised. 3 Purchasing Options on Other Grantee’s Bus Procurement (Piggybacking) 16 Packet Pg. 193  5.13.b FTA PROVISIONS, CERTIFICATIONS, REPORTS, FORMS AND OTHERS Attachment: Procurement Manual PROPOSED Transit Language 4-22-13 [Revision 1] (1655 : FTA Requirements Appendix added to Purchasing In the event the BCC elects to purchase options on another grantee’s bus procurement, the BCC may use said options after first determining that the original contract price remains fair and reasonable, and the original contract provisions are adequate for compliance with all Federal requirements. The BCC is not required to perform a second price analysis if a price analysis was performed for the original contract. However, FTA expects the BCC to determine whether the contract price or prices originally established are still fair and reasonable before using those rights. the BCC will utilize the piggybacking guidance as set forth in the FTA’s “Best Practices Procurement Manual” and Triennial Review Workshop for further information about procurements through assignment of another’s contract rights. X. Contract Guidance A. Maximum Length of Service and/or Supply Contracts In instances where the BCC may find it feasible to extend a contract beyond five years, the Transit Coordinator and Grants Manager will request a waiver from the FTA regional office. Full documentation and justification for such waivers will be submitted in writing. Contracts for rolling stock are not permitted for longer than five years. Specifically, the BCC may not exercise any options for rolling stock after five years from the date of the original award execution. However, delivery of vehicles is allowed after this date, as long as the contract or options for these vehicles were executed within five years of the original agreement execution date. The five-year limitation does not apply to construction contracts or to leases of real property, (which period may extend beyond five years, as long as the BCC has “satisfactory continuing control over ownership of the property.”) Such lease agreements do not need prior approval of FTA. B. Payment Provisions In Contracts 1 Using Advance Payments The BCC will not enter into any contractual agreement to pay any or part of the payments prior to costs incurred by the contractor. 2 Using Progress Payments The two major types of progress payments are payments based on costs, and payments based on completion of work. FTA considers both types as contract financing methods. Instances in which the BCC may use progress payments in accordance with FTA guidelines are: ¾ When payments are only made to the contractor for costs incurred in the performance of the contract, and ¾ When the BCC is allowed to obtain title to property (materials, work in progress, and finished goods) for which progress payments are made. In lieu of obtaining a 17 Packet Pg. 194  5.13.b FTA PROVISIONS, CERTIFICATIONS, REPORTS, FORMS AND OTHERS Attachment: Procurement Manual PROPOSED Transit Language 4-22-13 [Revision 1] (1655 : FTA Requirements Appendix added to Purchasing title, the BCC may require an irrevocable letter of credit or equivalent means to protect its interest. 3 Prompt Payment In accordance with 49 CFR 26.29, Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs, grantees must have a contract clause that requires primes to pay subcontractors for satisfactory performance of their contract work no later than 30 days from receipt of payment for such work from the grantee. Grantees must ensure prompt and full payment of retainage from the prime contractor to the subcontractor within 30 days after the subcontractor's work is satisfactorily completed. Therefore, the BCC will use one of the following methods to comply with this requirement: • Decline withholding of retainage from prime contractors and prohibit prime contractors from holding retainage from subcontractors. • Decline withholding of retainage from prime contractors and require a contract clause obligating prime contractors to make prompt and full payment of any retainage kept by prime contractor to the subcontractor within 30 days after the subcontractor's work is satisfactorily completed. • Withhold retainage from prime contractors and provide for prompt and regular incremental acceptances of portions of the prime contract, pay retainage to prime contractors based on these acceptances, and require a contract retainage owed to the subcontractor for satisfactory completion of the accepted work within 30 days after your payment to the prime contractor. In the event the BCC decides to withhold payments on a contract, it will ensure that the amount of money withheld bears a reasonable relationship to the unsatisfactory work (e.g. the amount withheld will represent a reasonable estimate of the contractor’s potential liability). The amount withheld will not be so great however, such that it impairs the contractor’s ability to perform. 4 Final Payment Final payment will be made to the contractor when it has satisfied all of the deliverable requirements called for by all provisions of the contract, including all required documentation. Before making final payment, the BCC may obtain a signed release from the contractor releasing it from further claims by the contractor. XI. Specific Contract Types A. Revenue Contracts A revenue contract is any contract whose primary purpose is to either generate revenues in connection with a transit-related activity or to create business opportunities using an FTA-funded asset. Examples may include, advertising, concessions (food and news stands), use of right-of-ways, licenses, and land and property leasing. the BCC will adhere to the following conditions regarding such contracts: 18 Packet Pg. 195  5.13.b FTA PROVISIONS, CERTIFICATIONS, REPORTS, FORMS AND OTHERS Attachment: Procurement Manual PROPOSED Transit Language 4-22-13 [Revision 1] (1655 : FTA Requirements Appendix added to Purchasing ¾ No contract award will be