1997-118 O IN CENO
AN ORDINANCE AUTHORIZING THE MAYOR TO EXECUTE THE FIRST
AMENDMENT TO AN AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS
AND SPAN, INC, RELATING TO PUBLIC TRANSPORTATION 1N THE CITY,
AUTHORIZING THE EXPENDITURE OF FUNDS AS PROVIDED IN THE
AGREEMENT, AND PROVIDING AN EFFECTIVE DATE
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS
SECTION I That the Mayor ts authorized to execute the First Amendment to the
Agreement between the City of Denton and Span, Inc, relating to public transportation in
the City, such agreement as amended is attached hereto and made a part of this ordinance
for all purposes
SECTION II That the City is hereby authorized to make expenditures as may be
required under tbas agreement as amended
SECTION III That this ordinance shall become effective immediately upon its
passage and approval
PASSED AND APPROVED this ~ of ~ , 1997
JACI~LLER, MAYOR
ATTEST
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
T \WPDOCS\ORD\SpAN DOC
1't AMENDMENT TO THE
AGREEMENT BETWEEN THE
CITY OF DENTON, TEXAS AND
SPAN. INC.
The Agreement entered mto by and between the City of Denton, Texas, a Home Rule Mumclpal
Corporation, (hereinafter referred to as Ctty) and SPAN. INC (herein after referred to as
Agency) on July 18, 1995 ts hereby amended so that hereafter same shall read as follows, and
WHEREAS, the City Manager has determmed that the Agency is the transportation provider for
the C~ty and provides a needed servtce to ctttzens of the City and the C~ty Council has provided
for funds tn ~ts budget for the purpose of paying for contractual servmes as well as prowthng
for eligible Federal Transit Admunstrat~on funds, and
WHEREAS, the Ctty has received grants from the Federal Transit Adm~mstrat~on and the Texas
Department of Transportation to provide publtc transportation in the Denton urbamzed area and
wmhes to contract wtth SPAN. INC. to prowde such services,
NOW, THEREFORE, the parttes hereto mutually agree as follows
I. SCOPE OF SERVICES
The Agency shall tn a sattsfactory and proper manner perform the following Project undertake
and complete the Project, and provtde for the use of the Project facilities or eqmpment, substan-
tially as described ~n C~ty's Applmatlon for Federal funding, which ~s incorporated here~n by
reference, filed with and approved by the U S Government, and m accordance w~th the terms
and conditions of tlus Agreement, meluthng
A Providing transportatton wttlun the mty lumts dunng the hours of 6 00 a m to 7 00
p m, Monday through Friday and Saturdays from 9 00 a m to 3 00 p m except on holidays
observed,for New Year's Day, Martin Luther Kmg, Jr Day, Memorial Day, Independence Day,
Thanksgiving Day, day after Thanksgiving Day, Christmas Eve, and Christmas Day
B Charging a fee to each passenger with a thsabfl~ty One Dollar and Ftfty Cents ($1 50)
for every one-way trip on the demand response system prowded to that passenger
C Providing transportation servtces within the city lnnlts to the general public on four
fixed routes, as outlined m Section I A hereof, for seventy-five ($ 75) for each one way trip,
w~th a free transfer
D Charging a fee to each person 60 years of age and older and all persons wtth
thsaNhtxes ehglble under the "Americans wtth D~saNht~es Act" no more than half prtce fare on
the pubhc fixed route system
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E Before amending ~ts fares, Agency shall send nouce to C~ty reforming ~t of the
proposed amendment The C~ty shall consader whether at shall approve the amendment If the
C~ty does not take actton to approve or dasapprove the proposed fare wath~n 60 days, a shall be
deemed to have approved the proposed fare
F Agency may contract wtth other persons or compames m accordance wtth the terms
and conditions of thas agreement to provade the services specified herean during tunes when
Agency does not operate Transportation services provded by such subcontractees shall be ~n
accordance w~th the terms and condaUons of thas Agreement
II. OBLIGATIONS OF AGENCY
In consaderataon of the receapt of funds from the C~ty, Agency agrees to the following
terms and condat~ons
A It wall estabhsh a separate bank account for deposat of funds panl to the Agency by
the City and the only expendatures from tlus account, until such tune as saxd funds are
exhausted, shall be for those expenses hsted tn the scope of services as prowded for herean
Agency shall not commingle funds receaved from other sources tn th~s account and shall not
utilize these funds for any other purpose
B It will estabhsh, operate, and maintain an account system for thas program that will
allow for a tracing of funds and a rewew of the financaal status of the project and will permit
authorized offimals for the City of Denton to rewew tts books at any tune
C It will comply wath all federal statutes and regulaUons promulgated thereunder
apphcable to the Agency
D It wall comply wxth all pmv~s~ons of the current annual contract between the C~ty and
State Department of Transportation, approved by the Caty of Denton on November 5, 1996
E It wall reduce to writing all of tts rules, regulations and pollcxes, such as drug testing,
tratmng pwcedures, grievance pohmes, and comphance w~th the Americans with D~sabtht~es
Act, and file a copy w~th the City Manager or authorized representanve along w~th any
amendments, add~taons, or revasaons whenever adopted
F It wall not enter into any contracts that would encumber the C~ty funds for a period
that would extend beyond the term of th~s Agreement
G At the dascreUon of the C~ty, the Agency may be reqmred to refund the balance of
the specaal account to the Caty of Denton at the end of the Agency's fiscal year
H It will promptly pay all bills when submitted unless there ts a dascrepancy tn a bill,
any errors or dascrepanc~es m bills shall be promptly reported to the Execuuve D~rector of
Finance or their anthonzed representatave for further dtrectaon
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I It will appomt a representanve who will be avadable to meet wl[h the Executive
D~rector of F~nance and other C~ty officmls when requested
J It will mdemmfy and hold harmless the C~ty from any and all clatrns and suxts arising
out of the act~wnes of the Agency, ~ts employees, or contractors and save and hold the C~ty
harmless from all lmbfllty, including costs, expenses and attorneys fees, for or on account of,
any claims, audit exceptions, stats, or damages of any character whatsoever resulting ~n whole
or m part from the performance or omission of any act of any employee, agent or representative
of the Agency, whether or not such claim arises from the sole negligence of C~ty
K It will submit to the C~ty cop~es of year-end audxted fmancml statements m
accordance w~th the prows~ons hereof It shall also submit to the C~ty an annual report to
mclude year-end star,shes of the number of riders, fixed route by route, final financml data and
other qnant~tat~ve data enumerating milestones and accomplishments The ~nformanon ~n these
reports should be as of September 30, 1996, 1997 and 1998, and should be submitted to the City
no later than November 15, 1996, 1997 and 1998
L It will maintain hab~l~ty insurance m amounts not less than the stanttonly reqmred
worker's compensanon insurance, $500,000 m automobile l~abd~ty ~nsurance coverage, and
$1,000,000 m general lmbthty ~nsurance coverage It will name the C~ty of Denton, Texas and
the State of Texas as additional ~nsurers on habfllty policies and shall prowde C~ty w~th
certificates ewdencmg such coverage Said policies shall not be cancelable unless 30 days
written nonce ~s gxven to C~ty before cancellation
M Agency shall submit ~ts grant funds for the upcoming year no later than December
31, 1995
N Agency shall antic~pate and be actively revolved m publxc hearings on the grant
proposal, as required by the American w~th D~sabthnes Act and ndershlp input for system and
route changes, at such times as required by law
O All requests for reimbursement shall be submitted to the C~ty Manager no later than
the seventh day of each month The request should detail the number of service hours operated
for both the demand response and f~xed-route service Reimbursement wdl be based upon the
number of service hours multiplied by the 'fully allocated rate' determined annually by the C~ty
and Agency prior to October 1 Farebox revenue receipt figures shall also be ~ncluded ~n each
bllhng statement, and documentation shall be prowded to support such figures In no event
under the terms of tins Agreement wall the total compensanon to be pa~d exceed the amount of
the Cxty's FTA and State grants, as outlined m the C~ty's contracts w~th the State and the FTA
Farebox revenue receipt figures shall be included In each bflhng statement, and documentation
shall be provided to support such figures
P Agency shall submit to the City cop~es of each accident report, the Police accident
report, Agency accident report and red,canon of drug pohcy acnon taken as soon as possible
after the accident A rewew of accidents wdl be conducted quarterly w~th the assistance of the
City's Risk Manager
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Q Agency shall submit evidence of comphance with various federal and state
regulations pursuant to Ctty's request
R The Agency agrees
1 To comply w~th the Privacy Act of 1974, 5 U S C § $52a and regulauons
thereunder, when performance under the Project revolves the design, development, or operaUon
of any system of records on individuals to be operated by the Agency, its third party contractors,
sub-grantees, sub-rectp~ents, or their employees to accomphsh a Government funcUon,
2 To notify the Government when the Agency or any of its third party
contractors, sub-grantees, sub-recIpxents, or thetr employees anUc~pates operatmg a system of
records on behalf of the Government m order to anplement the ProJect, ~f such system contains
reformation about individuals retrievable by the individual's name or other identifier assigned
to the mdlv~dual A system of records subject to the Act may not be used in the performance
of this Agreement until the necessary and applicable approval and pubhcation reqmrements have
been met The Agency, ars tlurd party contractors, sub-grantees, sub-rec:pIents, and their
employees agree to correct, mamtam, d~sseminate, and use such records ~n accordance with the
terms of the Act, and to comply w~th all apphcable terms of the Act,
3 To include m every sohcitaUon and m every third party contract, sub-grant,
and sub-agreement when the performance of work under that proposed tlurd party contract, sub-
grant, or sub-agreement may mvolve the design, development, or operation of a system of
records on individuals to be operated under that third party contract, sub-grant, or sub-agreement
to accomplish a Government functmn, a Privacy Act noUficaUon reforming the third party
contractor, sub-grantee, or sub-recipient that it will be reqmred to design, develop, or operate
a system of records on individuals to accomplish a Government function subject to the Privacy
Act of 1974, 5 U S C § 552a, and Federal agency regulations, and that a vlolaUon of the Act
may ~nvolve the unposmon of crmamal penalUes, and
4 To include the text of Subsections 125 c (1) through 125 c (4) of Part II of the
Cny's Agreement wtth the Government, m all third party contracts, sub-grants, and sub-
agreements under which work for th~s Agreement ~s performed or which is awarded pursuant
to tins Agreement or which may revolve the design, development, or operation of such a system
of records on behalf of the Government
S Prohlbmon of Drugs The Agency agrees to comply w~th the following regulations
UMTA regulauons, "Control of Drug Use m Mass Transportauon Operations," 49 C F R Part
653, Department of Transportauon regulauons, "Drug-Free Workplace Requirements (Grants),"
49 C F R Part 29, Subpart F, and Department of Transportation regulations, "Procedures for
Transportation Workplace Drug Testmg Programs," 49 C F R Part 40, and "Qualification of
Drivers," 49 C F R Part 391, Subpart h
Agency shall obtain from ~ts third party contractors, sub-grantees, and sub-recipients
certifications reqmred by Department of Transportation regulations, "Government-wide
Debarment and Suspension (Non-procurement)," 49 C F R Part 29, and otherwise comply w~th
the requirements of those regulatxons
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T Agency acknowledges that ~f ~t makes a false, fictitious, or fraudulent claun,
statement, submlssxon, or certification to the Government m connection with tins Project, the
Government reserves the right to pursue the procedures and Lmpose on the Agency the penalties
of 18USC § 1001, 31USC §§231and3801etseq,and/or49USC app § 1607(h),
and may be deemed by the Government to be appropriate The terms of DeparUnent of
Transportation regulations, "Program Fraud Clwl Remedies," 49 C F R Part 31, are apphcable
to th~s Project
III. TllVlE Otr PERFORMANCE
The services funded by the Clty shall be undertaken by the Agency wxthm the following
tune frame
(Date of Award) through September 30, 1999
IV. METHOD OF PAYMENT
A Payment by the City for services prowded hereunder shall be requested by the
Agency by letter addressed to City of Denton, 215 East McKmney, Denton, Texas 76201, Attn
City Manager's Office
B Agency shall make each request for payment in accordance with the provisions herein
and all requests for payment shall be submitted to the C~ty Manager
C The C~ty shall submit a request for payment to the FTA Within three (3) working
days of rece~vmg reunbursement from the FTA, the City shall send payment to the Agency
D It is expressly understood and agreed that (1) the funds payable under this Agreement
are subject to receipt of momes from the State of Texas and the FTA Should the funds be
curtailed, or should the C~ty be required to curtail Its funding, City shall have the right to
terminate tins Agreement unmedlately without penalty In no event under the terms of this
Agreement will the total compensation to be paid exceed the amount of the C~ty's FTA and State
grants, as outlined in the City's contracts with the State and the FTA
It Is expressly understood that this contract in no way obhgates the General Fund or
any other momes or credits of the City of Denton
E The City shall not be obligated or liable under tlus contract to any party other than
the Agency for payment of any momes or provision of any goods or services
V. EVALUATION
The Agency agrees to participate In an implementation and maintenance system whereby
its services can be continuously momtored The Agency agrees to make available its financial
records for review by the City at the C~ty's discretion In addition, the Agency agrees to
provide the City copies of the following data and reports
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A All external or internal audits Agency shall submlt a copy of the annual independent
audit to C~ty witlun ten (10) days of receipt
B All external or ~nternal evaluaUon reports
C Agency shall submit quarterly f'manc~al statements to Cxty ~n January, April, July,
and September Each statement shall include expenses and ~ncome for the preceding quarter and
shall identify the number of participants tn each transportation program the agency operates
Agency shall submlt such statements not later than the fifteenth day of the month following the
end of each quarter
VI. DIRECTORS' MEETINGS
During the term of this Agreement, the Agency shall cause to be delivered to the C~ty
cop~es of all not~ces of meetlngs of ~ts Board of Dtrectors, setting forth the tune and place
thereof Such not~ee shall be dehvered to the C~ty tn a tnnely manner to give adequate not,ce,
and shall, lnclude an agenda and a brief description of the matters to be d~scussed Agency
understands and agrees that C~ty representatlves shall be afforded access to all Board of
Directors' meetings
Minutes of all meetings of the Agency's govermng body shall be submitted to the C~ty
within ten (10) working days of approval
VII. SUSPENSION OR TERMINATION
The C~ty may suspend or terminate th~s Agreement and payments to the Agency, m whole
or part, for cause Cause shall include but not be lnnlted to the following
A Agency's nnproper, m~suse, or inept use of funds,
B Agency's failure to comply w~th the terms and conditions of th~s Agreement,
C Agency's submlss~on of data or reports that are incorrect or incomplete m any
material respect,
D Appointment of a trustee, receiver or l~qmdator for all or a substantial part of the
Agency's property, or mst~tutlon of bankruptcy, reorgamzatlon, rearrangement of or hqmdatlon
proceedings by or agamst the Agency, or
E If for any reason the carrymg out of thts Agreemem ~s rendered nnposslble or
~nfeaslble
In case of suspension, the C~ty shall advise the Agency, ~n writing, as to condmons
precedent to the resumption of funding and specify a reasonable data for comphance
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In case of termmatmn, the Ageacy will remit to the C~ty any unexpended C~ty funds
Acceptance of these funds shall not constitute a waiver of any clann the City may otherwise have
arising out of tins Agreement
VIII. EOUAL OPPORTUNITY
A Agency will submit for City approval a written plan for comphance with the Equal
Employment and Aff'nrnatlve Action Federal provisions, w~thm one hundred twenty (120) days
of the effective date of this Agreement
B Agency shall comply with all applicable equal employment opportumty and
affirmative actmn laws or regulations
C Agency will furmsh all mformat~on and reports requested by the Ctty, and will
permit access to its books, records, and accounts for purposes of mvesuganon to ascertain
compliance with local, state and Federal rules and regulaUons
D In the event of the Agency's non-comphance with the Federal non-d~scrnnmaUon
requirements, the Agreement may be cancelled, termma~d, or suspended in whole or m part,
and the Agency may be barred from further contracts with the City
IX. CONFLICT OF INTEREST
A The Agency covenants that neither it nor any member of its governing body presently
has any interest, direct or md~rect, winch would conflict in any manner or degree wtth the
performance of serwces reqmred to be performed under tlus Agreement The Agency further
covenants that m the performance of tins Agreement, no person hawng such interest shall be
employed or appointed as a member of Its govermng body
B The Agency further covenants that no member of ~ts govermng body or ~ts staff,
subcontractors or employees shall possess any interest ~n or use h~s positron for a purpose that
~s or gxves the appearance of being motivated by desire for private gain for Inmself, or others,
partmularly those with winch he has family, business, or other ttes
C No officer, member, or employee of the City and no member of its govermng body
who exemlses any function or responsibilities m the revtew or approval of the undertaking or
carrying out of tins Agreement shall (1) participate m any dec~ston relating to the Agreement
winch affects ins personal interest or the interest ~n any corporation, partnership, or association
m which he has direct or indirect interest, or (2) have any interest, dxrect or indirect, m this
Agreement or the proceeds thereof
X. _NF2._Q!!~
Agency shall not employ ~n any pad capacity any person who ~s a member of the
anmed~ate family of any person who is currently employed by Agency, or ~s a member of
Agency's govermng board The term "member of unmed~ate family" includes wife, husband,
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son, daughter, mother, father, brother, stster, m-la~vs, aunt, uncle, nephew, mece, step-parent,
step-cluld, half-brother and half- stster
XI SPECIAL CONDITIONS
A Agency agrees to undertake, carry out, and complete the Project consistent w~th the
terms and condmons determmed by the Secretary of Labor to be fair and equitable to protect
the ~nterests of employees affected by the Project and meet reqmrements of Secnon 13(c) of
Federal Transtt Act, as amended, 49 U S C App Secuon 1609(c), and Department of Labor
(DOL) gmdelmes set forth m 29 C F R Part 215 These terms and condmons are ~dent~fied m
the letter of certlficatxon from DOL to FTA whose date ~s set forth ~n the Notification of Grant
Approval to the Ctty The Agency agrees to carry out the Grant ~n comphance w~th the con-
dmons stated m that DOL letter That letter and any documents rated ~n the letter are
incorporated herem by reference and made part of th~s Grant
B Agency agrees to comply w~th the requirements of Section 8 of the Federal Transa
Act, as amended, 49 U S C App Section 1607, and any m~plementlng regnlaUons that may be
~ssued thereunder
C Agency agrees that xt will utilize ~ts admlmstrat~ve process to sohc~t and consxder
pubhc comment prior to ra~smg fares or implementing a major reducuon of serwce
D Agency agrees that the Federal Government and the C~ty may, at least annually and
more frequently in xts dtscretmn, etther conduct or reqmre the Agency to have independently
conducted, rewews and audits as the Government may deem appropriate pursuant to the
prowsxons of Section 9(g) of the Federal Transit Act, as amended, 49 U S C App Secuon
1607a(g), and any regulations or gutdellnes that may be ~ssued by the Government
E Agency agrees and assures that the rates charged elderly and handmapped persons
during nonpeak hours for transportation utilizing or tnvolwng the facthttes and eqmpment
financed pursuant to tins Agreement will not exceed one-half of the rates generally apphcable
to other persons at peak hours, whether the operation of such famhtles and equipment ~s by the
Agency or xs by another enttty under lease or otherwise The Agency agrees and assures that
it will gxve the rate reqmred hereto to any person presenting a Medicare card duly xssued to that
person pursuant to Txtle II or Tttle XVIII of the Socxal Security Act
F Agency agrees to comply w~th apphcable Buy America statutory and regulatory
prowslons The Agency may, w~thout prtor approval, procure an assoctated capital maintenance
~tem ehgthle under Seet~on 90) of the Federal Transit Act, 49 U S C App Section 1607a(1),
by contract d~reetly w~th the ortgmal manufacturer or suppher of the ~tem to be replaced,
prowded that the Agency first certifies m wrtung to the Government that (1) such manufacturer
or suppher xs the only soume of such ~tem, and (2) the price of such xtem is no h~gher than the
price pa~d for such acm by hke customers
G Agency shall unplement a project management plan, as approved by the Federal
Government, m accordance wtth the requtrements of Section 23 of the Federal Transtt Act, as
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amended, 49 U S C App Section 1619, and any unplement~ng regulations that may be there-
under
XII. ADDITIONAL COVENANTS OF AGENCY
A Def'm~tlons As used in ti'ns section
1 A~reement means any Grant Agreement or Cooperative Agreement
2 Application means the signed and dated proposal as may be amended for
Federal f'manclal assistance for the Project, together with all explanatory, supporting, and
supplementa~ documents heretofore filed with and accepted and approved by the Government
(UMTA) by or on behalf of the Agency
3 Ao~rovaL Author~zation. Concurrence. Waiver means a conscious written act
by an authortzed official of the UMTA and City granting pennlsslon to the Agency to perform
or omit an action pursuant to th~s Agreement, which action may not be performed or omitted
without such permiss~on An approval, authorization, concurrence, or waiver permitting the
performance or omission of a specific action shall not constitute permiss~on to perform or omit
other similar actions unless such permission is clearly stated Oral permiss~on or interpretations
have no legal force or effect
4 UMTA Du:ective includes the most recent circulates, notices, and orders that
present reformation about UMTA programs, apphcatlon processing procedures, and gmdance
for admxmstermg approved Projects, there are also Department of Transportation d~rect~ves that
may be applicable to the Project
5 Government means the Umted States of America, or its cogmzant agency, the
Department of Transportation (DOT), or ~ts operating admlmstratlon, the Urban Mass
Transportation Admimstratlon (UMTA), used herein mterchangeably
6 Mass Transportation includes public transportation and means transportation
by bus, rail or other conveyance, either publicly or privately owned, that provides general or
special transportation serwce (but not tncludmg school bus, charter or sightseeing service) to the
public on a regular and continmng basis
7 Pro~ect means the task or set of tasks provided for m the Project Budget which
the Agency undertakes to perform pursuant to this Agreement
8 Pro,eot or Proaram Budeet means the most recently dated statement, approved
by the Government, of the estunated total cost of the ProJect or Program, the ~tems to be
deducted from such total m order to calculate the estimated net Project cost, the maxunum
amount of Federal assistance for wbach the Agency, through the City, is currently ehg~ble, the
specific items (including contingencies and relocation) for which the total may be spent, and the
estunated cost of each of such items
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9 Secretary means Secretary of the Department of Transportation or his or her
duly authorized designee
10 UMTA means the Urban Mass Transportation Admimstratlon of the U S
Department of Transportation
11 City means City of Denton, Texas
B In the performance of its obligations pursuant to tlus Agreement, the Agency agrees
to comply with all applicable provisions of Federal, State, and local laws, regulations, and
UMTA d~rectives The Agency understands and agrees that Federal laws, regulations, policies,
and related admimstratlve practices m force and made applicable to tins Agreement on the date
of execution may be modified from tune to tnne, and that the most recent of such provisions will
govern admimstratlon of tins Agreement at any particular th'ne, except if there is sufficient
evidence in the Agreement of a contrary intent Such contrary intent might be evidenced by
express language m any amendments to the Agreement L~ewlse, new Federal laws, regula-
tions, pohcles and admwastratlve practices may be established after the date of execution and
thereafter be applied to this Agreement As may be necessary to achieve compliance with these
reqmrements, the Agency shall include notice of such requirements m all thud party contracts,
sub-grants, and other sub-assistance agreements financed w~th Government (UMTA) assistance
All lLrmts or standards set forth m tins Agreement to be observed in the performance of the
Project are mimmum reqmrements If there is a conflict between Federal and State or local
reqmrements, the Agency shall reform the City and the Government (UMTA) in order that an
appropriate resolution may be arranged
C Agency shall submit to the City such data, reports, records, contracts, and other
documents relating to the Project as the City may, during the course of the Project and for three
years thereafter, reqmre The Agency shall retain intact, for three years following Project close-
out, all Project documents, financial records, and supporting documents and make these records
available to the City as the City may reqmre
D Agency shall Lnme&ately notify the City of any change in law, conditions, or any
other event that may sigmficantly affect its ability to perform the Project in accordance with the
terms of this Agreement In addition, the Agency shall Lmme&ately notify the City of any
decision pertaining to the Agency's conduct of litigation that may affect the City's interests in
the Project or the City's admimstration or enforcement of applicable Federal laws or regulations
Before the Agency may join the City as a named party to litigation, for any reason, the Agency
agrees to first inform the City, this proviso applies to any type of litigation whatsoever, in any
forum
E Absent the express, written consent of the Government or the City and notwithstand-
ing any concurrence by the Government in or approval of the award of any contract or
subcontract or the solicitation thereof, neither the Government nor the City shall be subject to
any obhgat~ons or liabilities by contractors of the City or their subcontractors or any other
person not a party to tins Agreement m connection with the performance of this Project
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F Agency shall prepare and maintain a ProJect Budget A copy of the satd budget shall
be subrmtted to the City by March 1 of each year The Agency shall carry out the ProJect and
shall recur obhgat~ons against and make d~sbursemems of Project funds only in conformity wtth
the latest approved budget for the ProJect The Project Budget may be revtsed, from tune to
tune, to the extent permitted by and tn conformance with the requtrements of the Government
G Agency shall establish and mamtam etther a separate set of accounts or accounts,
wlthm the framework of an established and approved accounting system, for the ProJect tn a
manner consistent with 49 C F R § 18 20, or OMB Ctrcular A-il0, as amended, as may be
applicable
H Consistent with the provisions of 49 C F R § 18 21, or OMB Ctrcular A-il0, as
amended, as may be applicable, the Agency shall record m the Project Account, and depostt in
a bank or trust company all Project payments tt receives from the City pursuant to thts
Agreement and all other funds prowded for, accruing to, or otherwise received on account of
the Project, (ProJect Funds) A separate bank account may be required when drawdowns are
made by letter of credit The Agency ts encouraged to use banks that are owned at least 50
percem by mmonty group members
I Expenditures made by the Agency shall be reimbursable as allowable costs to the
extent that they meet all the reqmrements set forth below They must
1 Conform wtth the Project Description and the Project Budget and all other
terms of the Agreement,
2 Be necessary m order to accomphsh the ProJect,
3 Be reasonable m amount for the goods or services purchased,
4 Be actual net costs to the Agency (t e, the price paid mtnus any refunds,
rebates, or other ~tems of value rece~vexl by the Agency that have the effect of reducmg the cost
actually recurred, excluding Program Income),
5 Be recurred (and be for work performed) after the date of this Agreement,
unless spectfic authonzauon from the Government (UMTA) or the Ctty to the contrary ts
received,
6 Unless permitted otherwise by Federal statute or regulation, conform wtth
Federal guidelines or regulations and Federal cost pnnctples as set forth tn the standards of
OMB Ctreular A-122, Revtsed, "Cost Principles for Nonprofit Orgamzatlons," and the standards
of 48 C F R Part 31 are apphcable,
7 Be satisfactorily documented, and
8 Be treated umformly and conststently under accounting principles and
procedures approved and prescribed by the Government or Ctty for the Agency, and those
approved or prescribed by the Agency for its contractors
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J All costs charged to the ProJect, including any approved services contrtbuted by the
Agency or others, shall be supported by properly executed payrolls, tune records, invoices,
contracts, or vouchers evldencmg m detail the nature and propriety of the charges The Agency
shall also maintain accurate records of all ProJect Funds derived from the unplementatlon of the
Project
K Any check or order drawn by the Agency w~th respect to any item that ~s or will be
chargeable against the Project Account will be drawn only in accordance with a properly stgned
voucher then on file in the office of the Agency stating m proper detail the purpose for which
such check or order ~s drawn All checks, payrolls, lnvomes, contracts, vouchers, orders, or
other accounting documents pertatmng in whole or m pan to the Project shall be clearly
identified, readily accessible, and, to the extent feasible, kept separate and apart from all other
such documents
L The Agency shall permit the Secretary and the Comptroller General of the Umted
States, or any of thetr duly authorrzed representattves to inspect all work, materials, payrolls,
and other data and records w~th regard to the ProJect, and to audit the books, records, and
accounts of the Agency and its contractors with regard to the Project In the case of contracts
awarded under other than competitive b~ddmg procedures as defined by the Secretary of
Transportataon, the Agency shall reqmre those contractors to permit the Secretary of
Transportation and the Comptroller General of the Umted States, or any of their duly authorized
representatives to respect all work, materials, payrolls, and other data and records w~th regard
to the Project, and to audit the books, records, and accounts pertalmng to such contracts with
regard to the ProJect If the C~ty IS found to be responsible for meeting the audit requirements
of 49 C F R § 18 26 and OMB Circular A-128 or any rews~on or supplement thereto, the
Agency shall comply with these requests The Agency is responstble for obtmmng any audits
required by the Government (UMTA) Closeout of the ProJect will not alter the Agency's audit
responstbfilt~es
1 The Agency shall report ~ts cash dlSbUrsemetus and balances ~n a umely manner
as reqmred by the C~ty or Government
2 The Agency shall provide for effective control and accountability for all Project
funds consistent w~th Federal reqmrements and procedures for use of the letter of credit
3 The Agency shall Lmpose on Its sub-recipients all apphcable requ~remetus of
Subsections 105 b (1) (a), (b), and (c) of Part II of th~s Agreement
M Neither the Agency nor any sub-recipient may use Federal assistance funds for
publicity or propaganda purposes designed to support or defeat legislation pending before
Congress
N Agency agrees that
1 Any interest earned by the Agency on Federal funds must be remitted to the
Government, except as provided by the Intergovernmental Cooperation Act, 31 U S C §
6503(a), or the Indian Self-Determination Act, 23 U S C § 450
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2 Upon notice by the Government (UMTA) to the City of specific amounts due
the Government, the Agency shall promptly remit any excess payment of amounts or &sallowed
costs to the Government (UMTA), mcludmg any interest due thereon
O The Agency recogmzes that the Government (UMTA) reserves the right to deobhgate
unspent Federal funds prior to Project closeout, ~f such occurs, City may terminate tl~s
Agreement w~thout penalty
P Agency agrees that, upon written not~ce, the City may suspend or terminate all or
part of the financial assistance prowfled here~n ~f the Agency ~s, or has been, m wolat~on of the
terms of tins Agreement, or if the Government or the C~ty determines that the purposes of the
statute under which the Project is authorized would not be adequately served by continuation of
Federal financial assistance for the Project Any failure to make reasonable progress or other
wolatlon of the Agreement that s~gmficantly endangers substanual performance of the Project
shall be deemed to be a breach of thas Agreement If the Agency's failure e~ther to make
adequate progress or to make reasonable use of the Prolect real property, facflmes, or
eqmpment, or to honor the terms of ttus Agreement ~s determined by the C~ty to be willful or
unreasonable, the City reserves the right to reqmre the Agency to refund to the City the entire
amount of Project funds provided by the C~ty or any lesser amount as may be determmed by the
City
Q Within 30 days of the termination of th~s Agreement, the Agency shall submit a final
Financial Status Report (Standard Form 269), a cert~ficaUon or summary of Project expenses,
and third party audtt reports, as apphcable Agency agrees that either the Government (UMTA)
or an agency designated by the Government (UMTA) will perform a final audit of the Project
to determine the allow abthty of costs recurred to determine settlement of the Federal assistance
for the Project m accordance wah Part I of th~s Agreement If City has made payments to the
Agency ~n excess of the total amount of the Federal assistance due, the Agency shall promptly
remit to the C~ty that excess and interest as may be reqmred by Subsections 105 b and 105 e
of Part II of the City's Agreement with the Government Prolect closeout occurs when the City
noufies the Agency and forwards the final Federal assistance payment or when the Agency's
remittance of the proper refund has been acknowledged by the C~ty Project closeout shall not
mvahdate any contmmng obhgatlons maposed on the Agency by this Agreement or by the City's
final nouficat~on or acknowledgment
R The following contht~ons are apphcable to real property, eqmpment, and supphes
financed under tins Agreement
1 The Agency agrees to observe the property management standards set forth ~n
49 C F R §§ 18 31, 18 32, and 18 33, or OMB C~rcular A-110, Attachment N, as appropriate,
as now or hereafter amended, and any gu~dehnes or regulations that the Government may ~ssue
Exceptions to the requirements of 49 C F R §§ 18 31, 18 32, and 18 33, and to OMB C~rcular
A-Il0, Attachment N must be specifically approved by the C~ty The C~ty reserves the right
to require the Agency to transfer tttle to any equxpment financed w~th Federal assistance made
available by th~s Agreement as set forth m 49 C F R § 18 32(g) or OMB C~rcular A-110,
Attachment N, as may be approprtate The C~ty also reserves the right to &rect the thsposmon
of real property or equipment financed with Federal assistance funds made available under th~s
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Agreement, as set forth ~n 49 C F R §§ 18 31 and 18 32 or OMB C~rcular A-Il0, Attachment
N, as may be applicable
2 The Agency agrees to maintain the Project real property, equipment, and
supphes m good operating order, and m accordance w~th any gmdelmes, d~rect~ves, or
regulations that UMTA may ~ssue If, during the period, any Project real estate, eqmpment, or
supphes are not used m mass transportatmn service, whether by planned w~thdrawal, misuse or
casualty loss, the Agency shall lmmedtately notify the C~ty Unless otherwise approved, the
Agency shall remit to the C~ty a proportional amount of the fair market value, if any, of the real
property, eqmpment, or supphes whose aggregate value exceeds $5,000, which value shall be
detenmned on the hasps of the ratio of the Federal assistance awarded by the Government to the
actual cost of the ProJect The following gmdelmes shall be followed m determlmng the fatr
market value Unless otherwise approved m writing by UMTA, the fair market value of
equipment and supplies will be the value of that property at the tune munedmtely before the
reason occurred that prompted the dems~on to w~thdraw that property from transit use For
example, m the event of loss of or damage to the property by casualty or fire, the fair market
value of the property will be calculatml unmedmtely before the loss or damage, trrespective of
the extent of insurance coverage In the case of eqmpment and supplies, fair market value shall
be based on straight line depreciation of the eqmpment and supphes, based on the industry
standard for useful hfe, trrespect~ve of the reason for w~thdrawal of that property from transit
use In the case of real property, the fatr market value shall be determined by competent
appraisal based on an appropriate date as datermmed by the Government conststent w~th the
standards of 49 C F R Part 24 The City, however, reserves the right to require another
method of valuation to be used tf the Government (UMTA) finds that specml c~rcumstances so
reqmre to assure the protection of the Federal investment In unusual ctrcumstances, the Agency
may request that another reasonable method of determnnng fair market value be used, ~ncludmg
but not lumted to accelerated depreciation, comparable sales, or estabhshed market values In
determining whether to approve an alternate method, the City may consider any acnon taken,
omission made or unfortunate occurrence suffered by the Agency w~th respect to the preservation
or conservation of the value of the real property, eqmpment, or supphes that, for any reason,
have been withdrawn from service
3 The Agency further agrees that the ProJect real property, eqmpment, and
supplies shall be used for the prows~on of mass transponaUon service w~tlun the ama and ~n the
manner set forth m the Project Description Should the Agency unreasonably delay ~n or refrain
from using ProJect real estate or eqmpment, m the manner set forth m the ProJect Description,
the Cay reserves the right to require the Agency to return the entire amount of the Federal
assistance expended on that real estate or equipment The Agency shall keep satisfactory records
w~th regard to the use of the real property, eqmpment, and supplies, and submit to the C~ty upon
request such lnformaUon as may be reqmred to assure compliance with th~s Section and shall
unmedtately notify the C~ty m all cases m which ProJect real property, eqmpment, or supphes
are used m a manner substantmlly different from what ~s set forth m the Project Description
The C~ty reserves the right to reqmre the Agency to restore Project real property, eqmpment,
or supplies or pay for damage to ProJect real property, eqmpment, or supphes as a result of
abuse or misuse of such property w~th the Agency's knowledge and consent
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S Agency may not execute any transfer of title, lease, hen, pledge, mortgage,
encumbrance, contract, grant anticipation note, ahenatxon, or other obhgat~on that ~n any way
affects the Federal interest m any Project real property or equipment, nor may the Agency
obhgate ~tself, m any other manner, to any third party with respect to Project real property or
equipment, unless such transfer of t~tle, lease, hen, pledge, mortgage, encumbrance, contract,
grant anticipation note, alienation, or other obhgat~on is expressly authorized ~n writing by the
City and Government (UMTA), nor may the Agency, by any act or omission, adversely affect
the Federal interest or nnpa~r the Agency's contmumg control over the use of Project real
property or eqmpment
T Cavil Rights
1 Eoual Emnlovment Oo~ortumtv - The following reqmrements are applicable
to the ProJect
(a) In connection wxth Project nnplementat~on, the Agency may not
d~scr~mmate against any employee or apphcant for employment because of race, color, age,
creed, sex, or national or,gm The Agency shall take affirmative action to ensure that apphcants
are employed, and that employees are treated during employment, w~thont regard to their race,
color, religion, sex, age, or national ongm Such action shall include, but not be hm~ted to, the
following employment, upgrading, demot~onor transfer, recrmtment or recruitment advertising,
layoff or termination, rates of pay or other forms of compensation, and select,on for training,
including apprenticeship The Agency shall insert the foregoing prows~on (modified only to
show the particular contractual relationship) m all of ~ts contracts ~n connection w~th the develop-
ment or operation of the Project, except contracts for standard commercml supplxes or raw
materials and construction contracts, and shall require all such contractors to insert a sumlar
prowslon m all subcontracts, except subcontracts for standard commercial supphes or raw
materials
(b) If, as a condition of assistance, the Agency has submitted, and the C~ty
has approved, an equal employment opportumty program that the Agency agrees to carry out,
such program ~s incorporated Into th~s Agreement by reference Such program shall be treated
as a contractual obhgat~on, and failure to carry out the terms of that equal employment
opporturuty program shall be treated as a wolatlon of th~s Agreement Upon notification to the
Agency of ~ts failure to carry out the approved program, the Government or the C~ty will nnpose
such remedies as It may deem appropriate, which remedies may ~nclude termination of financial
assistance as set forth ~n Section ~.06 of Part II of the City's Agreement w~th the Government
or other measures that may affect the ablhty of the Agency to obtam future financial assistance
under the Urban Mass Transportation Act of 1964, as amended, or t~tle 23, Umted States Code
(H~ghways)
2 Sn~oll, Minority and Women's Business Enteror~se The following prows~ons
are apphcable to the Project
(a) The Agency shall be responsible for meeting the reqmrements regardmg
partxclpat~on by minority business enterprises (MBE) m Department of Transportation programs
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set forth at 49 CF R Part 23 Pursuant to the reqmremems of 49 CFR § 23 43, the
following, clauses must be inserted m each third party contract
(0 POLICY IT IS THE POLICY OF THE DEPARTMENT OF TRANS-
PORTATION THAT MINORITY BUSINESS ENTERPRISES, AS DEFINED IN
49 C F R PART 23, SHALL HAVE THE MAXIMUM OPPORTUNITY TO
PARTICIPATE IN THE PERFORMANCE OF CONTRACTS FINANCED IN
WHOLE OR IN PART WITH FEDERAL FUNDS UNDER THIS AGREEMENT
CONSEQUENTLY, THE MBE REQUIREMENTS OF 49 C F R PART 23 APPLY
TO THIS AGREEMENT
(n) MBE OBLIGATION THE AGENCY AND ITS CONTRACTORS
AGREE TO ENSURE THAT MINORITY BUSINESS ENTERPRISES AS
DEFINED IN 49 C F R PART 23 HAVE THE MAXIMUM OPPORTUNITY TO
PARTICIPATE IN THE PERFORMANCE OF CONTRACTS AND SUBCON-
TRACTS FINANCED IN WHOLE OR IN PART WITH FEDERAL FUNDS
PROVIDED UNDER THIS AGREEMENT IN THIS REGARD ALL AGENCIES
AND CONTRACTORS SHALL TAKE ALL NECESSARY AND REASONABLE
STEPS IN ACCORDANCE WITH 49 C F R PART 23 TO ENSURE THAT
MINORITY BUSINESS ENTERPRISES HAVE THE MAXIMUM OPPORTUNITY
TO COMPETE FOR AND PERFORM CONTRACTS AGENCY AND ITS
CONTRACTORS SHALL NOT DISCRIMINATE ON THE BASIS OF RACE,
COLOR, NATIONAL ORIGIN OR SEX IN THE AWARD AND PERFORMANCE
OF CONTRACTS ASSISTED BY THE DEPARTMENT OF TRANSPORTATION
(b) The Agency shall adwse each sub-recipient, contractor, and subcontractor
that failure to carry out the reqmrements set forth tn 49 C F R § 23 43(a) shall constttute a
breach of contract and, after the notfficat~on of the Department of Transportauon, may result tn
termmat~on of the Agreement or contract by the Agency or such remedy as the Agency deems
appropriate
(c) The Agency shall take action concerning lessees as follows
(0 The Agency shall not exclude MBEs from part~ctpatton m business
oppormmt~es by entering into long-term, exclusive agreements with non-MBEs for the operatton
of major transportauon-related activities for the provtston of goods and servtces to the facthty
or to the publtc on the famhty
00 If the Agency ~s reqmred to submit afftrmauve actmn programs
under 49,C F R § 23 41(a)(2) or 49 C F R § 23 41(a)(3) and has bus~ness oppormmt~es for
lessees, It shall submit for approval to the Department of Transportation w~th ~ts programs
overall goals for the part~mpatton as lessees of fa'ms owned and controlled by MBEs These
goals shall be for a specffied period of ttme and shall be based on the factors listed in 49 C F R
§ 23 45 (g)(5) The Agency shall rewew these goals at least annually, and whenever they
expire, analyzing projected versus actual MBE parttctpat~on during the period covered by the
review and any changes m factual cm:umstances affecting the select,on of goals Following each
rewew, the Agency shall submtt new overall goals to the Department of Transportatton for
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approval If Agency fails to meet its goals for MBE lessees, it shall demonstrate to the City and
the Government m writing that it made reasonable efforts to meet the goals
(Il0 Except as provided m this section, the Agency is required to mclude
lessees m aff'u'mat~ve action programs Lessees themselves are not subject to the requutements
of this Part, except for the requirement under 49 C F R § 23 7 that lessees avoid dlscrmainaUon
against MBEs
3 Tide VI Civil Rights Act of 1964 The Agency shall comply and shall assure
the compliance by contractors and subcontractors under tins Project with all requirements of
Tnle VI of the Civil Rights Act of 1964, 42 U S C § 2000d, Depat'tment of Transportation
regulations, "NondiscrlmmaUon in Federally-Assisted Programs of the Department of
TransportaUon -- Effecmation of Title VI of the Civil Rights Act," 49 C F R Part 21, and the
Assurance by the Agency pursuant thereto
4 Nondiscrunmatlon on the Basis of Handlcan The Agency shall ensure that all
fixed facility construction or alteration and all new equipment included in the Project shall
comply with Department of Transportation regulations, "Nondiscrimination on the Basis of
Handicap m Programs and Activities, Receivmg or Benefittmg from Federal Financial
Assistance," 49 C F R Part 27, and UMTA regulations, "Transportation for Elderly and
Handicapped Persons," 49 C F R Part 609, and any amendments thereto that may be issued
5 Competition in Procurement The Agency agrees to comply with the
Procurement Standards requirements set forth at 49 C F R § 18 36 or OMB Circular A-110,
Attachment O, as may be apphcable, and with any supplementary dffectlves or regulations
including UMTA Circular 4220 lB, and any revisions thereof, as may be applicable UMTA
reserves the right to review the Agency's techmcal specifications and requirements, where such
review is necessary for proper Project admn'ustration The Agency further agrees that, notwith-
standing the requirements of Section 121 of Part II of the City's Agreement with the
Government, no Federal funds shall be used to support procurements utihzmg exclusionary or
discrcminatory specifications
6 Force Account The City and Government (UMTA) reserves the right to
determine the extent of Its participation In force account costs
7 Settlement of Third Party Contract Disputes or Breaches The U S Governmem
has a vested interest m the settlement of any dispute, default, or breach mvolving any federally-
assisted tlurd party contract Agency agrees that the Government retains the right to a
proportionate share, based on the percentage of the Federal share conunltted to the Project, of
any proceeds derived from any third party recovery Therefore the Agency shall avail atself of
all legal rights available under any third party contract The Agency shall notify the Caty and
Government of any current or prospective htigatlon or major disputed claun pertaimng to any
third party contract The City and Government reserves the right to concur in any compromise
or settlement of any clann by the Agency revolving any third party contract If the third party
contract contains a liquidated damages provision, any liquidated damages recovered shall be
credited to the Project account mvolved unless the Government permits otherwise In the event
the Agency wishes to join the Government as a named party to litigation, for any reason, the
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Agency agrees to reform ~e City Government before doing so, this proviso apphes to any type
of httgatlon whatsoever, m any forum
8 Etlgg$ The Agency shall maintain a written code or standards of conduct that
shall govern the performance of its officers, employees, board members, or agents engaged in
the award and admlmstraUon of contracts supported by Federal funds Such code or standards
shall provide that no employee, officer, board member, or agent of the Agency may participate
in the selection, award, or admlmstratlon of a contract supported by Federal funds if a confhct
of interest, real or apparent, would be involved Such a confhct would arise when any of the
parties set forth below has a financial or other interest m the firm selected for award
0) The employee, officer, board member, or agent,
(11) Any member of his or her munediate family,
(111)I-IIs or her partner, or
(ay) An orgamzation that employs, or is about to employ, any of the above
The code or standards shall also provide that the Agency's officers, employees, board
members, or agents may neither sohctt nor accept gratumes, favors or anything of monetary
value from present or potential contractors or sub-recipients The Agency may set mlmmum
rules where the financial interest is not substantml or the glft ls an unsohclted 1tern of nominal
intrinsic value As permitted by State or local law or regulations, such code or standards shall
provide for penalties, sanctions, or other dlSclphnary actions for violations by the Agency's
officers, employees, board members, or agents, or by contractors or sub-recipients or their
agents
9 Interest of Members of or Delegates to Con~ress No member of or delegate
to the Congress of the Umted States shall be admitted to any share or part of this Project or to
any benefit therefrom
U CONSTRUCTION CONTRACTS
The following provisions are apphcable to federally assisted construction contracts
1 Nondiscnmmauon Pursuant to the regulations of the Secretary of Labor at
41 C F R §§ 60-1 4(b)(1) and 60-1 4(c)
(a) The Agency hereby agrees that it will incorporate or cause to be
incorporated into any contract for construction work, or modification thereof, as defined In the
regulations of the Secretary of Labor at 41 C F R Chapter 60, that is paid for in whole or in
part with funds obtained from the Federal Government or borrowed on the cretin of the Federal
Government pursuant to a grant, cooperative agreement, contract, loan, insurance, or guarantee,
or undertaken pursuant to a Federal program revolving the grant, cooperative agreement,
contract, loan, insurance, or guarantee, the following equal oppormmty clause
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DURING THE PERFORMANCE OF THIS CONTRACT, THE CONTRACTOR
AGREES AS FOLLOWS
(l) THE CONTRACTOR WILL NOT DISCRIMINATE AGAINST ANY
EMPLOYEE OR APPLICANT FOR EMPLOYMENT BECAUSE OF RACE,
COLOR, RELIGION, SEX, OR NATIONAL ORIGIN THE CONTRACTOR
WILL TAKE AFFIRMATIVE ACTION TO ENSURE THAT APPLICANTS ARE
EMPLOYED, AND THAT EMPLOYEES ARE TREATED DURING EMPLOY-
MENT WITHOUT REGARD TO THEIR RACE, COLOR, RELIGION, SEX, OR
NATIONAL ORIGIN SUCH ACTION SHALL INCLUDE, BUT NOT BE
LIMITED TO THE FOLLOWING EMPLOYMENT, UPGRADING, DEMO-
TION, OR TRANSFER, RECRUITMENT OR RECRUITMENT ADVERTISING,
LAYOFF OR TERMINATION, RATES OF PAY OR OTHER FORMS OF
COMPENSATION, AND SELECTION FOR TRAINING, INCLUDING
APPRENTICESHIP THE CONTRACTOR AGREES TO POST IN CONSPICU-
OUS PLACES, AVAILABLE TO EMPLOYEES AND APPLICANTS FOR
EMPLOYMENT, NOTICES TO BE PROVIDED SETTING FORTH THE PRO-
VISIONS OF THIS NONDISCRIMINATION CLAUSE
(n) THE CONTRACTOR WILL, IN ALL SOLICITATIONS OR ADVER-
TISEMENTS FOR EMPLOYEES PLACED BY OR ON BEHALF OF THE
CONTRACTOR, STATE THAT ALL QUALIFIED APPLICANTS WILL
RECEIVE CONSIDERATION FOR EMPLOYMENT WITHOUT REGARD TO
RACE, COLOR, RELIGION, SEX, OR NATIONAL ORIGIN
(m) THE CONTRACTOR WILL SEND TO EACH LABOR UNION OR
REPRESENTATIVE OF WORKERS WITH WHICH IT HAS A COLLECTIVE
BARGAINING AGREEMENT OR OTHER CONTRACT OR UNDERSTANDING,
A NOTICE TO BE PROVIDED ADVISING THE LABOR UNION OR WORK-
ERS' REPRESENTATIVE OF THE CONTRACTOR'S COMMITMENTS UNDER
SECTION 202 OF EXECUTIVE ORDER 11246 OF SEPTEMBER 24, 1965, AND
SHALL POST COPIES OF THE NOTICE IN CONSPICUOUS PLACES
AVAILABLE TO EMPLOYEES AND APPLICANTS FOR EMPLOYMENT
0v) THE CONTRACTOR WILL COMPLY WITH ALL PROVISIONS OF
EXECUTIVE ORDER 11246 OF SEPTEMBER 24, 1965, AND OF THE RULES,
REGULATIONS, AND RELEVANT ORDERS OF THE SECRETARY OF
LABOR
(v) THE CONTRACTOR WILL FURNISH ALL INFORMATION AND
REPORTS REQUIRED BY EXECUTIVE ORDER 11246 OF SEPTEMBER 24,
1965, AND BY THE RULES, REGULATIONS, AND ORDERS OF THE
SECRETARY OF LABOR, OR PURSUANT THERETO, AND WILL PERMIT
ACCESS TO ITS BOOKS, RECORDS AND ACCOUNTS BY THE SECRETARY
OF LABOR AND UMTA FOR PURPOSES OF INVESTIGATION TO ASCER-
TAIN COMPLIANCE WITH SUCH RULES, REGULATIONS, AND ORDERS
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(w) IN THE EVENT OF THE CONTRACTOR'S NONCOMPLIANCE WITH
THE NONDISCRIMINATION CLAUSES OF THIS AGREEMENT OR WITH
ANY OF SUCH RULES, REGULATIONS, OR ORDERS, THIS AGREEMENT
MAY BE CANCELLED, TERMINATED, OR SUSPENDED IN WHOLE OR IN
PART AND THE CONTRACTOR MAY BE DECLARED INELIGIBLE FOR
FURTHER FEDERAL OR FEDERALLY ASSISTED CONTRACTS IN ACCOR-
DANCE WITH PROCEDURES AUTHORIZED IN EXECUTIVE ORDER 11246
OF SEPTEMBER 24, 1965, AND SUCH OTHER SANCTIONS MAY BE
IMPOSED AND REMEDIES INVOKED AS PROVIDED IN EXECUTIVE
ORDER 11246 OF SEPTEMBER 24, 1965, OR BY RULE, REGULATION, OR
ORDER OF THE SECRETARY OF LABOR, OR AS OTHERWISE PROVIDED
BY LAW
(vu) THE CONTRACTOR WILL INCLUDE THE PROVISIONS OF PARA-
GRAPHS (a) THROUGH (g) OF THIS SUBSECTION IN EVERY SUBCON-
TRACT OR PURCHASE ORDER UNLESS EXEMPTED BY RULES, REGULA-
TIONS, OR ORDERS OF THE SECRETARY OF LABOR ISSUED PURSUANT
TO SECTION 204 OF EXECUTIVE ORDER 11246 OF SEPTEMBER 24, 1965,
SO THAT SUCH PROVISIONS SHALL BE BINDING UPON EACH SUBCON-
TRACTOR OR VENDOR THE CONTRACTOR WILL TAKE SUCH ACTION
WITH RESPECT TO ANY SUBCONTRACT OR PURCHASE ORDER AS THE
SECRETARY OF LABOR OR UMTA MAY DIRECT AS A MEANS OF
ENFORCING SUCH PROVISIONS, INCLUDING SANCTIONS FOR NONCOM-
PLIANCE, PROVIDED, HOWEVER, THAT IF A CONTRACTOR BECOMES
INVOLVED IN, OR IS THREATENED WITH, LITIGATION WITH A SUBCON-
TRACTOR OR VENDOR AS A RESULT OF SUCH DIRECTION, THE
CONTRACTOR MAY REQUEST THE UNITED STATES TO ENTER INTO
SUCH LITIGATION TO PROTECT THE INTERESTS OF THE UNITED
STATES
(b) The Agency shall assure that each nonexempt prune contractor and
subcontractor shall include m each nonexempt contract the reqmrements of Subsection 115 a
(1) (a) through (g) of Part II of flus Agreement
(c) The Agency further agrees that ~t will be bound by this equal opportumty
clause with respect to ~ts own employment practices when ~t participates m federally assisted
construction work, prowded that ff the Agency so participating ~s a State or local government,
flus equal opportumty clause does not apply to any agency, instrumentality or subd~ws~on of
such government that does not participate m work under the Agreement
(d) The Agency agrees that ~t w~ll assist and cooperate actively w~th UMTA
and the Secretary of Labor m obta~mng the compliance of contractors and subcontractors w~th
the equal opportumty clause and the rules, regulatxons, and relevant orders of the Secretary of
Labor, that ~t will prowde UMTA and the Secretary of Labor such mformat~on as they may
requLre for the supervision of such comphance, and that ~t w~ll otherwise assist UMTA m d~s-
charging ~ts prunary responsibility for secunng compliance
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(e) The Agency further agrees that it will refram from entermg ~nto any
contract or contract modification subject to Executive Order 11246 of September 24, 1965, as
amended, with any contractor that is debarred from or has not demonstrated eligiblhty for Gov-
ernment contracts and federally assisted construction contracts pursuant to the Executive Order,
and will carry out such sanctions and penalties for v~olat~on of the equal opportumty clause as
may be tmposed upon contractors and subcontractors by UMTA or the Secretary of Labor
pursuant to Part II, Subpart D of the Executive Order In addmon, the Agency agrees that if
~t fads or refuses to comply with these undertakings, UMTA may take any or all of the
following actions Cancel, terminate, or suspend m whole or m part this Agreement, refrain
from extending any further assistance to the Agency under the program with respect to which
the failure or refusal occurred until samfactory assurance of future compliance has been received
from such Agency, and refer the case to the Department of Jusuce for appropriate legal
proceedmgs
2 SnecIficanons The Agency hereby agrees that ~t will incorporate or cause to
be ~ncorporated the specfficatlons set forth below mto all Federal or federally assisted
construction contracts, or modifications thereof, m excess of $10,000 to be performed ~n
geographical areas designated by the D~rector, Office of Federal Contract Comphance Programs
of the Depa~u~ent of Labor pursuant to the regulatxons of the Secretary of Labor at 41 C F R
§ 60-4 3 and m construction subcontracts m excess of $10,000 necessary m whole or m part to
the performance of nonconstruction Federal contracts and subcontracts covered under ExecuUve
Order 11246
STANDARD FEDERAL EQUAL EMPLOYMENT OPPORTUNITY CONSTRUC-
TION CONTRACT SPECIFICATIONS (EXECUTIVE ORDER 11246)
(1) AS USED IN THESE SPECIFICATIONS
(a) "COVERED AREA" MEANS THE GEOGRAPHICAL AREA DE-
SCRIBED IN THE SOLICITATION FROM WHICH THIS CONTRACT
RESULTED,
(b) "DIRECTOR" MEANS DIRECTOR, OFFICE OF FEDERAL
CONTRACT COMPLIANCE PROGRAMS, UNITED STATES DEPARTMENT
OF LABOR, OR ANY PERSON TO WHOM THE DIRECTOR DELEGATES
AUTHORITY,
(c) "EMPLOYER IDENTIFICATION NUMBER" MEANS THE
PEDERAL SOCIAL SECURITY NUMBER USED ON THE EMPLOYER'S
QUARTERLY PEDERAL TAX RETURN, U S TREASURY DEPARTMENT
FORM 941,
(d) "MINORITY" INCLUDES
(0 BLACK (ALL PERSONS HAVING ORIGINS IN ANY OF
THE BLACK AFRICAN RACIAL GROUPS NOT OF HISPANIC ORIGIN),
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(n) HISPANIC (ALL PERSONS OF MEXICAN, PUERTO
RICAN, CUBAN, CENTRAL OR SOUTH AMERICAN OR OTHER SPANISH
CULTURE OR ORIGIN, REGARDLESS OF RACE),
(u0 ASIAN AND PACIFIC ISLANDER (ALL PERSONS
HAVING ORIGINS IN ANY OF THE ORIGINAL PEOPLES OF THE FAR
EAST, SOUTHEAST ASIA, THE INDIAN SUBCONTINENT, OR THE PACIFIC
ISLANDS), AND
0v) AMERICAN INDIAN OR ALASKAN NATIVE (ALL
PERSONS HAVING ORIGINS IN ANY OF THE ORIGINAL PEOPLES OF
NORTH AMERICA AND MAINTAINING IDENTIFIABLE TRIBAL AFFILIA-
TIONS THROUGH MEMBERSHIP AND PARTICIPATION OR COMMUNITY
IDENTIFICATION)
(2) WHENEVER THE CONTRACTOR, OR ANY SUBCONTRACTOR AT
ANY TIER, SUBCONTRACTS A PORTION OF THE WORK INVOLVING ANY
CONSTRUCTION TRADE, IT SHALL PHYSICALLY INCLUDE IN EACH
SUBCONTRACT IN EXCESS OF $10,000 THE PROVISIONS OF THESE
SPECIFICATIONS AND THE NOTICE WHICH CONTAINS THE APPLICABLE
GOALS FOR MINORITY AND FEMALE PARTICIPATION AND WHICH IS
SET FORTH IN THE SOLICITATIONS FROM WHICH THIS CONTRACT
RESULTED
(3) IF THE CONTRACTOR IS PARTICIPATING (PURSUANT TO 41
CFR § 60-4 5) IN A HOMETOWN PLAN APPROVED BY THE US
DEPARTMENT OF LABOR IN THE COVERED AREA, EITHER INDIVIDUAL-
LY OR THROUGH AN ASSOCIATION, ITS AFFIRMATIVE ACTION
OBLIGATIONS ON ALL WORK IN THE PLAN AREA (INCLUDING GOALS
AND TIMETABLES) SHALL BE IN ACCORDANCE WITH THAT PLAN FOR
THOSE TRADES WHICH HAVE UNIONS PARTICIPATING IN THE PLAN
CONTRACTORS MUST BE ABLE TO DEMONSTRATE THEIR PARTICIPA-
TION IN AND COMPLIANCE WITH THE PROVISIONS OF ANY SUCH
HOMETOWN PLAN EACH CONTRACTOR OR SUBCONTRACTOR
PARTICIPATING IN AN APPROVED PLAN IS INDIVIDUALLY REQUIRED
TO COMPLY WITH ITS OBLIGATIONS UNDER THE EEO CLAUSE, AND TO
MAKE A GOOD FAITH EFFORT TO ACHIEVE EACH GOAL UNDER THE
PLAN IN EACH TRADE IN WHICH IT HAS EMPLOYEES THE OVERALL
GOOD FAITH PERFORMANCE BY OTHER CONTRACTORS OR SUBCON-
TRACTORS TOWARD A GOAL IN AN APPROVED PLAN DOES NOT
EXCUSE ANY COVERED CONTRACTOR'S OR SUBCONTRACTOR'S
FAILURE TO MAKE GOOD FAITH EFFORTS TO ACHIEVE THE PLAN
GOALS AND TIMETABLES
(4) THE CONTRACTOR SHALL IMPLEMENT THE SPECIFIC AFFIR-
MATIVE ACTION STANDARDS PROVIDED IN PARAGRAPHS (7) (a)
THROUGH (p) OF THESE SPECIFICATIONS THE GOALS SET FORTH IN
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THE SOLICITATION FROM WHICH THIS CONTRACT RESULTED ARE EX-
PRESSED AS PERCENTAGES OF THE TOTAL HOURS OF EMPLOYMENT
AND TRAINING OF MINORITY AND FEMALE UTILIZATION THE
CONTRACTOR SHOULD REASONABLY BE ABLE TO ACHIEVE IN EACH
CONSTRUCTION TRADE IN WHICH IT HAS EMPLOYEES IN THE COV-
ERED AREA COVERED CONSTRUCTION CONTRACTORS PERFORMING
CONSTRUCTION WORK IN GEOGRAPHICAL AREAS WHERE THEY DO
NOT HAVE A FEDERAL OR FEDERALLY ASSISTED CONSTRUCTION
CONTRACT SHALL APPLY THE MINORITY AND FEMALE GOALS
ESTABLISHED FOR THE GEOGRAPHICAL AREA WHERE THE WORK IS
BEING PERFORMED GOALS ARE PUBLISHED PERIODICALLY IN THE
FEDERAL REGISTER IN NOTICE FORM, AND SUCH NOTICES MAY BE
OBTAINED FROM ANY OFFICE OF FEDERAL CONTRACT COMPLIANCE
PROGRAMS OFFICE OR FROM FEDERAL PROCUREMENT CONTRACTING
OFFICERS THE CONTRACTOR IS EXPECTED TO MAKE SUBSTANTIALLY
UNIFORM PROGRESS TOWARD ITS GOAL IN EACH CRAFT DURING THE
PERIOD SPECIFIED
(5) NEITHER THE PROVISIONS OF ANY COLLECTIVE BARGAINING
AGREEMENT, NOR THE FAILURE BY A UNION WITH WHOM THE
CONTRACTOR HAS A COLLECTIVE BARGAINING AGREEMENT, TO
REFER EITHER MINORITIES OR WOMEN SHALL EXCUSE THE CONTRAC-
TOR'S OBLIGATIONS UNDER THESE SPECIFICATIONS, EXECUTIVE
ORDER 11246, OR THE REGULATIONS PROMULGATED PURSUANT
THERETO
(6) IN ORDER FOR THE NONWORKING TRAINING HOURS OF
APPRENTICES AND TRAINEES TO BE COUNTED IN MEETING THE
GOALS, SUCH APPRENTICES AND TRAINEES MUST BE EMPLOYED BY
THE CONTRACTOR DURING THE TRAINING PERIOD, AND THE CON-
TRACTOR MUST HAVE MADE A COMMITMENT TO EMPLOY THE
APPRENTICES AND TRAINEES AT THE COMPLETION OF THEIR TRAIN-
ING, SUBJECT TO THE AVAILABILITY OF EMPLOYMENT OPPORTUNI-
TIES TRAINEES MUST BE TRAINED PURSUANT TO TRAINING PRO-
GRAMS APPROVED BY THE U S DEPARTMENT OF LABOR
(7) THE CONTRACTOR SHALL TAKE SPECIFIC AFFIRMATIVE
ACTIONS TO ENSURE EQUAL EMPLOYMENT OPPORTUNITY THE
EVALUATION OF THE CONTRACTOR'S COMPLIANCE WITH THESE
SPECIFICATIONS SHALL BE BASED UPON ITS EFFORT TO ACHIEVE
MAXIMUM RESULTS FROM ITS ACTIONS THE CONTRACTOR SHALL
DOCUMENT THESE EFFORTS FULLY, AND SHALL IMPLEMENT AFFIR-
MATIVE ACTION STEPS AT LEAST AS EXTENSIVE AS THE FOLLOWING
(a) ENSURE AND MAINTAIN A WORKING ENVIRONMENT FREE
OF HARASSMENT, INTIMIDATION, AND COERCION AT ALL SITES, AND
IN ALL FACILITIES AT WHICH THE CONTRACTOR'S EMPLOYEES ARE
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ASSIGNED TO WORK THE CONTRACTOR, WHERE POSSIBLE, WILL
ASSIGN TWO OR MORE WOMEN TO EACH CONSTRUCTION PROJECT
THE CONTRACTOR SHALL SPECIFICALLY ENSURE THAT ALL FOREMEN,
SUPERINTENDENTS, AND OTHER ON-SITE SUPERVISORY PERSONNEL
ARE AWARE OF AND CARRY OUT THE CONTRACTOR'S OBLIGATION TO
MAINTAIN SUCH A WORKING ENVIRONMENT, WITH SPECIFIC ATTEN-
TION TO MINORITY OR FEMALE INDIVIDUALS WORKING AT SUCH SITES
OR IN SUCH FACILITIES
(b) ESTABLISH AND MAINTAIN A CURRENT LIST OF MINORI-
TY AND FEMALE RECRUITMENT SOURCES, PROVIDE WRITTEN NOTICE
TO MINORITY AND FEMALE RECRUITMENT SOURCES AND TO COMMU-
NITY ORGANIZATIONS WHEN THE CONTRACTOR OR ITS UNIONS HAVE
EMPLOYMENT OPPORTUNITIES AVAILABLE, AND MAINTAIN A RECORD
OF THE ORGANIZATIONS' RESPONSES
(c) MAINTAIN A CURRENT FILE OF THE NAMES, ADDRESSES
AND TELEPHONE NUMBERS OF EACH MINORITY AND FEMALE OFF-
THE-STREET APPLICANT AND MINORITY OR FEMALE REFERRAL FROM
A UNION, A RECRUITMENT SOURCE OR COMMUNITY ORGANIZATION
AND OF WHAT ACTION WAS TAKEN WITH RESPECT TO EACH SUCH
INDIVIDUAL IF SUCH INDIVIDUAL WAS SENT TO THE UNION HIRING
HALL FOR REFERRAL AND WAS NOT REFERRED BACK TO THE
CONTRACTOR BY THE UNION OR, IF REFERRED, NOT EMPLOYED BY
THE CONTRACTOR, THIS SHALL BE DOCUMENTED IN THE FILE WITH
THE REASON THEREFOR, ALONG WITH WHATEVER ADDITIONAL
ACTIONS THE CONTRACTOR MAY HAVE TAKEN
(d) PROVIDE IMMEDIATE WRITTEN NOTIFICATION TO THE
DIRECTOR WHEN THE UNION OR UNIONS WITH WHICH THE CONTRAC-
TOR HAS A COLLECTIVE BARGAINING AGREEMENT HAS NOT RE-
FERRED TO THE CONTRACTOR A MINORITY PERSON OR WOMAN SENT
BY THE CONTRACTOR, OR WHEN THE CONTRACTOR HAS OTHER
INFORMATION THAT THE UNION REFERRAL PROCESS HAS IMPEDED
THE CONTRACTOR'S EFFORTS TO MEET ITS OBLIGATIONS
(¢) DEVELOP ON-THE-JOB TRAINING OPPORTUNITIES AND/OR
PARTICIPATE IN TRAINING PROGRAMS FOR THE AREA WHICH EXPRESS-
LY INCLUDE MINORITIES AND WOMEN, INCLUDING UPGRADING
PROGRAMS AND APPRENTICESI-ma AND TRAINEE PROGRAMS RELEVANT
TO THE CONTRACTOR'S EMPLOYMENT NEEDS, ESPECIALLY THOSE
PROGRAMS FUNDED OR APPROVED BY THE DEPARTMENT OF LABOR
THE CONTRACTOR SHALL PROVIDE NOTICE OF THESE PROGRAMS TO
THE SOURCES COMPILED UNDER (7)(b) ABOVE
(f) DISSEMINATE THE CONTRACTOR'S EEO POLICY BY
PROVIDING NOTICE OF THE POLICY TO UNIONS AND TRAINING
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PROGRAMS AND REQUESTING THEIR COOPERATION IN ASSISTING THE
CONTRACTOR IN MEETING ITS EEO OBLIGATIONS, BY INCLUDING IT IN
ANY POLICY MANUAL AND COLLECTIVE BARGAINING AGREEMENT, BY
PUBLICIZING IT IN THE COMPANY NEWSPAPER, ANNUAL REPORT,
ETC , BY SPECIFIC REVIEW OF THE POLICY WITH ALL MANAGEMENT
PERSONNEL AND WITH ALL MINORITY AND FEMALE EMPLOYEES AT
LEAST ONCE A YEAR, AND BY POSTING THE COMPANY EEO POLICY ON
BULLETIN BOARDS ACCESSIBLE TO ALL EMPLOYEES AT EACH
LOCATION WHERE CONSTRUCTION WORK IS PERFORMED
(g) REVIEW, AT LEAST ANNUALLY, THE COMPANY'S EEO
POLICY AND AFFIRMATIVE ACTION OBLIGATIONS UNDER THESE
SPECIFICATIONS WITH ALL EMPLOYEES HAVING RESPONSIBILITY FOR
HIRING, ASSIGNMENT, LAYOFF, TERMINATION OR OTHER EMPLOY-
MENT DECISIONS INCLUDING SPECIFIC REVIEW OF THESE ITEMS WITH
ON-SITE SUPERVISORY PERSONNEL SUCH AS SUPERINTENDENTS,
GENERAL FOREMAN, ETC , PRIOR TO THE INITIATION OF CONSTRUC-
TION WORK AT ANY lOB SITE A WRITTEN RECORD SHALL BE MADE
AND MAINTAINED IDENTIFYING THE TIME AND PLACE OF THESE
MEETINGS, PERSONS ATTENDING, SUBJECT MATTER DISCUSSED, AND
DISPOSITION OF THE SUBJECT MATTER
(h) DISSEMINATE THE CONTRACTOR'S EEO POLICY EXTER-
NALLY BY INCLUDING IT IN ANY ADVERTISING IN THE NEWS MEDIA,
SPECIFICALLY INCLUDING MINORITY AND FEMALE NEWS MEDIA, AND
PROVIDING WRITTEN NOTIFICATION TO AND DISCUSSING THE
CONTRACTOR'S EEO POLICY WITH OTHER CONTRACTORS AND
SUBCONTRACTORS WITH WHOM THE CONTRACTOR DOES OR ANTICI-
PATES DOING BUSINESS
0) DIRECT RECRUITMENT EFFORTS, BOTH ORAL AND
WRITTEN, TO MINORITY, FEMALE AND COMMUNITY ORGANIZATIONS,
TO SCHOOLS WITH MINORITY AND FEMALE STUDENTS AND TO
MINORITY AND FEMALE RECRUITMENT AND TRAINING ORGANIZA-
TIONS SERVING THE CONTRACTOR'S RECRUITMENT AREA AND
EMPLOYMENT NEEDS NOT LATER THAN ONE MONTH PRIOR TO THE
DATE FOR THE ACCEPTANCE OF APPLICATIONS FOR APPRENTICESHIP
OR OTHER TRAINING BY ANY RECRUITMENT SOURCE, THE CONTRAC-
TOR SHALL SEND WRITTEN NOTICE TO ORGANIZATIONS SUCH AS THE
ABOVE, DESCRIBING THE OPENINGS, SCREENING PROCEDURES, AND
TESTS TO BE USED IN THE SELECTION PROCESS
(1) ENCOURAGE PRESENT MINORITY AND FEMALE EMPLOY-
EES TO RECRUIT OTHER MINORITY PERSONS AND WOMEN AND,
WHERE REASONABLE, PROVIDE AFTER SCHOOL, SUMMER AND
VACATION EMPLOYMENT TO MINORITY AND FEMALE YOUTH, BOTH
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ON THE SITE AND IN OTHER AREAS OF THE CONTRACTOR'S WORK
FORCE
(k) VALIDATE ALL TESTS AND OTHER SELECTION REQUIRE-
MENTS WHERE THERE IS AN OBLIGATION TO DO SO UNDER 41 C F R
PART 60-3
(1) CONDUCT, AT LEAST ANNUALLY, AN INVENTORY AND
EVALUATION AT LEAST OF ALL MINORITY AND FEMALE PERSONNEL
FOR PROMOTIONAL OPPORTUNITIES AND ENCOURAGE THESE EMPLOY-
EES TO SEEK OR TO PREPARE FOR, THROUGH APPROPRIATE TRAINING,
ETC , SUCH OPPORTUNITIES
(m) ENSURE THAT SENIORITY PRACTICES, JOB CLASSIFICA-
TIONS, WORK ASSIGNMENTS AND OTHER PERSONNEL PRACTICES DO
NOT HAVE A DISCRIMINATORY EFFECT BY CONTINUALLY MONITOR-
ING ALL PERSONNEL AND EMPLOYMENT RELATED ACTIVITIES TO
ENSURE THAT THE EEO POLICY AND THE CONTRACTOR'S OBLIGA-
TIONS UNDER THESE SPECIFICATIONS ARE BEING CARRIED OUT
(n) ENSURE THAT ALL FACILITIES AND COMPANY ACTIVI-
TIES ARE NONSEGREGATED EXCEPT THAT SEPARATE OR SINGLE-USER
TOILET AND NECESSARY CHANGING FACILITIES SHALL BE PROVIDED
TO ASSURE PRIVACY BETWEEN SEXES
(o) DOCUMENT AND MAINTAIN A RECORD OF ALL SOLICITA-
TIONS OF OFFERS FOR SUBCONTRACTS FROM MINORITY AND FEMALE
CONSTRUCTION CONTRACTORS AND SUPPLIERS, INCLUDING CIRCULA-
TION OF SOLICITATIONS TO MINORITY AND FEMALE CONTRACTOR
ASSOCIATIONS AND OTHER BUSINESS ASSOCIATIONS
(p) CONDUCT A REVIEW, AT LEAST ANNUALLY, OF ALL
SUPERVISORS' ADHERENCE TO AND PERFORMANCE UNDER THE
CONTRACTOR'S EEO POLICIES AND AFFIRMATIVE ACTION OBLIGA-
TIONS
(8) CONTRACTORS ARE ENCOURAGED TO PARTICIPATE IN
VOLUNTARY ASSOCIATIONS THAT ASSIST IN FULFILLING ONE OR
MORE OF THEIR AFFIRMATIVE ACTION OBLIGATIONS SET FORTH IN
PARAGRAPHS (7) (a) THROUGH (p) THE EFFORTS OF A CONTRACTOR
ASSOCIATION, JOINT CONTRACTOR-UNION, CONTRACTOR-COMMUNI-
TY, OR OTHER SIMILAR GROUP OF WHICH THE CONTRACTOR IS A
MEMBER AND PARTICIPANT, MAY BE ASSERTED AS FULFILLING ANY
ONE OR MORE OF ITS OBLIGATIONS UNDER PARAGRAPHS (7) (a)
THROUGH (p) OF THESE SPECIFICATIONS, PROVIDED THAT THE
CONTRACTOR ACTIVELY PARTICIPATES IN THE GROUP, MAKES EVERY
EFFORT TO ASSURE THAT THE GROUP HAS A POSITIVE IMPACT ON THE
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EMPLOYMENT OF MINORITIES AND WOMEN IN THE INDUSTRY,
ENSURES THAT THE CONCRETE BENEFITS OF THE PROGRAM ARE
REFLECTED IN THE CONTRACTOR'S MINORITY AND FEMALE WORK
FORCE PARTICIPATION, MAKES A GOOD FAITH EFFORT TO MEET ITS
INDIVIDUAL GOALS AND TIMETABLES, AND CAN PROVIDE ACCESS TO
DOCUMENTATION THAT DEMONSTRATES THE EFFECTIVENESS OF
ACTIONS TAKEN ON BEHALF OF THE CONTRACTOR THE OBLIGATION
TO COMPLY, HOWEVER, IS THE CONTRACTOR'S AND FAILURE OF SUCH
A GROUP TO FULFILL AN OBLIGATION SHALL NOT BE A DEFENSE FOR
THE CONTRACTOR'S NONCOMPLIANCE
(9) A SINGLE GOAL FOR MINORITIES AND A SEPARATE SINGLE
GOAL FOR WOMEN HAVE BEEN ESTABLISHED THE CONTRACTOR,
HOWEVER, IS REQUIRED TO PROVIDE EQUAL EMPLOYMENT OPPORTU-
NITY AND TO TAKE AFFIRMATIVE ACTION FOR ALL MINORITY
GROUPS, BOTH MALE AND FEMALE, AND ALL WOMEN, BOTH MINORI-
TY AND NON-MINORITY CONSEQUENTLY, THE CONTRACTOR MAY BE
IN VIOLATION OF THE EXECUTIVE ORDER IF A PARTICULAR GROUP IS
EMPLOYED IN A SUBSTANTIALLY DISPARATE MANNER (EVEN THOUGH
THE CONTRACTOR HAS ACHIEVED ITS GOAL FOR WOMEN GENERALLY,
THE CONTRACTOR MAY BE IN VIOLATION OF THE EXECUTIVE ORDER
IF A SPECIFIC MINORITY GROUP OF WOMEN IS UNDERUTILIZED)
(10) THE CONTRACTOR SHALL NOT USE THE GOALS AND TIMETA-
BLES OR AFFIRMATIVE ACTION STANDARDS TO DISCRIMINATE
AGAINST ANY PERSON BECAUSE OF RACE, COLOR, RELIGION, SEX, OR
NATIONAL ORIGIN
(11) THE CONTRACTOR SHALL NOT ENTER INTO ANY SUBCON-
TRACT WITH ANY PERSON OR FIRM DEBARRED FROM GOVERNMENT
CONTRACTS PURSUANT TO EXECUTIVE ORDER 11246
(12) THE CONTRACTOR SHALL CARRY OUT SUCH SANCTIONS AND
PENALTIES FOR VIOLATION OF THESE SPECIFICATIONS AND OF THE
EQUAL OPPORTUNITY CLAUSE, INCLUDING SUSPENSION, TERMINA-
TION AND CANCELLATION OF EXISTING SUBCONTRACTS AS MAY BE
IMPOSED OR ORDERED PURSUANT TO EXECUTIVE ORDER 11246, AS
AMENDED, AND ITS IMPLEMENTING REGULATIONS, BY THE OFFICE OF
FEDERAL CONTRACT COMPLIANCE PROGRAMS ANY CONTRACTOR
WHO FAILS TO CARRY OUT SUCH SANCTIONS AND PENALTIES SHALL
BE IN VIOLATION OF THESE SPECIFICATIONS AND EXECUTIVE ORDER
11246, AS AMENDED
(13) THE CONTRACTOR, IN FULFILLING ITS OBLIGATIONS UNDER
THESE SPECIFICATIONS, SHALL IMPLEMENT SPECIFIC AFFIRMATIVE
ACTION STEPS, AT LEAST AS EXTENSIVE AS THOSE STANDARDS
PRESCRIBED IN PARAGRAPH (7) OF THESE SPECIFICATIONS, SO AS TO
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ACHIEVE MAXIMUM RESULTS FROM ITS EFFORTS TO ENSURE EQUAL
EMPLOYMENT OPPORTUNITY IF THE CONTRACTOR FAILS TO COMPLY
WITH THE REQUIREMENTS OF THE EXECUTIVE ORDER, THE IMPLE-
MENTING REGULATIONS, OR THESE SPECIFICATIONS, THE DIRECTOR
SHALL PROCEED IN ACCORDANCE WITH 41 C F R § 60-4 8
(14) THE CONTRACTOR SHALL DESIGNATE A RESPONSIBLE
OFFICIAL TO MONITOR ALL EMPLOYMENT RELATED ACTIVITY TO
ENSURE THAT THE COMPANY EEO POLICY IS BEING CARRIED OUT, TO
SUBMIT REPORTS RELATING TO THE PROVISIONS HEREOF AS MAY BE
REQUIRED BY THE GOVERNMENT AND TO KEEP RECORDS RECORDS
SHALL AT LEAST INCLUDE FOR EACH EMPLOYEE THE NAME, AD-
DRESS, TELEPHONE NUMBERS, CONSTRUCTION TRADE, UNION AFFILI-
ATION IF ANY, EMPLOYEE IDENTIFICATION NUMBER WHEN ASSIGNED,
SOCIAL SECURITY NUMBER, RACE, SEX, STATUS (E G, MECHANIC,
APPRENTICE TRAINEE, HELPER, OR LABORER), DATES OF CHANGES IN
STATUS, HOURS WORKED PER WEEK IN THE INDICATED TRADE, RATE
OF PAY, AND LOCATIONS AT WHICH THE WORK WAS PERFORMED
RECORDS SHALL BE MAINTAINED IN AN EASILY UNDERSTANDABLE
AND RETRIEVABLE FORM, HOWEVER, TO THE EXTENT THAT EXISTING
RECORDS SATISFY THIS REQUIREMENT, CONTRACTORS SHALL NOT BE
REQUIRED TO MAINTAIN SEPARATE RECORDS
(15) NOTHING HEREIN PROVIDED SHALL BE CONSTRUED AS A
LIMITATION UPON THE APPLICATION OF OTHER LAWS THAT ESTAB-
LISH DIFFERENT STANDARDS OF COMPLIANCE OR UPON THE APPLICA-
TION OF REQUIREMENTS FOR THE HIRING OF LOCAL OR OTHER AREA
RESIDENTS (E G , THOSE UNDER THE PUBLIC WORKS EMPLOYMENT
ACT OF 1977 AND THE COMMUNITY DEVELOPMENT BLOCK GRANT
PROGRAM)
3 Notice The Agency hereby agrees that it will ensure that the notice set forth
below shall be included m, and shall be a part of, all solicitations for offers and bids on all
Federal and federally assisted construction contracts or subcontracts tn excess of $10,000 to be
performed in geograplucal areas designated by the D~rector, Office of Federal Contract
Compliance Programs of the Department of Labor at 41 C F R § 60-4 2
NOTICE OF REQUIREMENT FOR AFFIRMATIVE ACTION TO ENSURE
EQUAL EMPLOYMENT OPPORTUNITY (EXECUTIVE ORDER ! 1246)
(1) THE OFFEROR'S OR BIDDER'S ATTENTION IS CALLED TO THE
"EQUAL OPPORTUNITY CLAUSE" AND THE "STANDARD FEDERAL
EQUAL EMPLOYMENT SPECIFICATIONS" SET FORTH HEREIN
(2) (a) THE GOALS AND THE TIMETABLES FOR MINORITY AND
FEMALE PARTICIPATION, EXPRESSED IN PERCENTAGE TERMS FOR THE
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CONTRACTOR'S AGGREGATE WORK FORCE IN EACH TRADE ON ALL
CONSTRUCTION WORK IN THE COVERED AREA, ARE AS FOLLOWS
GOALS FOR MINORITY GOALS FOR FEMALE
PARTICIPATION IN PARTICIPATION IN
EACH TRADE EACH TRADE
INSERT GOALS FOR INSERT GOALS FOR
EACH YEAR EACH YEAR
(b) THESE GOALS ARE APPLICABLE TO ALL THE CONTRAC-
TOR'S CONSTRUCTION WORK (WHETHER OR NOT IT IS FEDERAL OR
FEDERALLY ASSISTED) PERFORMED IN THE COVERED AREA IF THE
CONTRACTOR PERFORMS CONSTRUCTION WORK IN A GEOGRAPHICAL
AREA LOCATED OUTSIDE OF THE COVERED AREA, IT SHALL APPLY
THE GOALS ESTABLISHED FOR SUCH GEOGRAPHICAL AREA WHERE
THE WORK IS ACTUALLY PERFORMED WITH REGARD TO THIS
SECOND AREA, THE CONTRACTOR ALSO IS SUBJECT TO THE GOALS
FOR BOTH ITS FEDERALLY INVOLVED AND NONFEDERALLY INVOLVED
CONSTRUCTION
(c) THE CONTRACTOR'S COMPLIANCE WITH THE EXECU-
TIVE ORDER AND THE REGULATIONS AT 41 C F R PART 60-4 SHALL BE
BASED ON ITS IMPLEMENTATION OF THE EQUAL OPPORTUNITY
CLAUSE, SPECIFIC AFFIRMATIVE ACTION OBLIGATIONS REQUIRED BY
THE SPECIFICATIONS SET FORTH AT 41 C F R § 60-4 3(a), AND ITS
EFFORTS TO MEET THE GOALS THE HOURS OF MINORITY AND
FEMALE EMPLOYMENT AND TRAINING MUST BE SUBSTANTIALLY
UNIFORM THROUGHOUT THE LENGTH OF THE CONTRACT, AND IN
EACH TRADE, AND THE CONTRACTOR SHALL MAKE A GOOD FAITH
EFFORT TO EMPLOY MINORITIES AND WOMEN EVENLY ON EACH OF
ITS PROJECTS THE TRANSFER OF MINORITY OR FEMALE EMPLOYEES
OR TRAINEES FROM CONTRACTOR TO CONTRACTOR OR FROM PROJECT
TO PROJECT FOR THE SOLE PURPOSE OF MEETING THE CONTRACTOR'S
GOALS SHALL BE A VIOLATION OF THE CONTRACT, THE EXECUTIVE
ORDER, AND THE REGULATIONS IN AT C F R PART 60-4 COMPLIANCE
WITH THE GOALS WILL BE MEASURED AGAINST THE TOTAL WORK
HOURS PERFORMED
(3) THE CONTRACTOR SHALL PROVIDE WRITTEN NOTIFICATION
TO THE DIRECTOR OF THE OFFICE OF FEDERAL CONTRACT COMPLI-
ANCE PROGRAMS WITHIN 10 WORKING DAYS OF AWARD OF ANY
CONSTRUCTION SUBCONTRACT IN EXCESS OF $10,000 AT ANY TIER FOR
CONSTRUCTION WORK UNDER THE CONTRACT RESULTING FROM THIS
SOLICITATION THE NOTIFICATION SHALL LIST THE NAME, ADDRESS
AND TELEPHONE NUMBER OF THE SUBCONTRACTOR, EMPLOYER
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IDENTIFICATION NUMBER OF THE SUBCONTRACTOR, ESTIMATED
DOLLAR AMOUNT OF THE SUBCONTRACT, ESTIMATED STARTING AND
COMPLETION DATES OF THE SUBCONTRACT, AND THE GEOGRAPHICAL
AREA IN WHICH THE SUBCONTRACT IS TO BE PERFORMED
(4) AS USED IN THIS NOTICE, AND IN THE CONTRACT RESULTING
FROM THIS SOLICITATION, THE "COVERED AREA" IS (INSERT DESCRIP-
TION OF THE GEOGRAPHICAL AREAS WHERE THE CONTRACT IS TO BE
PERFORMED, GIVING THE STATE, COUNTY AND CITY, IF ANY)
4 Acconunodattons for the Phvstcallv HandtcaDDed UMTA asststed
constmctton, destgns, and alterattons shall be undertaken ~n accordance w~th and meet the
reqmrements of the provtstons of General Services AdmLmstratton (GSA) regulattons set forth
at 41 C F R Subpart 101-19 6, unless an exceptton ~s granted tn wrltmg by UMTA or a waiver
ts granted m writing by GSA
5 Contract Security The Agency shall follow the requtrements of 49 C F R §
18 36(h) or OMB Ctrcular A-110, Attachment B, as apphcable, and Federal (UMTA) gmdelmes
w~th regard to bxd guarantees and bondmg requtrements
6 St~,ns The Agency shall cause to be erected at the stte of construction, and
matntatned durmg constructton, s~gns saUsfactory to the Department of Transportation ~dentffy~ng
the ProJect and md~catmg that the Government ts partxclpatmg m the development of the ProJect
7 Safety Standards Pursuant to section 107 of the Contract Work Hours and
Safety Standards Act and Department of Labor regulattons set forth at 29 C F R § 1926, no
laborer or mechamc worlong on a construction contract shall be reqmred to work In
surroundings or under working condttlons that are unsamtary, hazardous, or dangerous to h~s
or her health and safety as determined under construction and health standards promulgated by
the Secretary of Labor
8 l~ The Agency shall include in all contracts for construction
a clause ,provtdmg for hqutdated damages, where appropriate Ltqu~dated damages clauses are
appropriate ff the parties may reasonably expect to suffer damages 0ncreased costs on the
ProJect revolved) from the late completton of the constmctton and the extent or amount of such
damages would be difficult or lmposstble to determine The assessment for damages shall be
at a specific rate per day for each day of overrun m contract time, and the rate must be specified
~n the tlurd party contract Any hqmdated damages recovered shall be credxted to the Project
account revolved unless the Government permits otherwtse
V Pursuant to regulatlons set forth at 29 C F R Part 5, the following prows~ons shall
be ~ncorporated in each construction contract of $25,000 let by the Agency m carrying out the
ProJect
1 MINIMUM WAOES
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(a) ALL LABORERS AND MECHANICS EMPLOYED OR
WORKING UPON THE SITE OF THE WORK (OR UNDER THE UNITED
STATES HOUSING ACT OF 1937 OR UNDER THE HOUSING ACT OF 1949
IN THE CONSTRUCTION OR DEVELOPMENT OF THE PROJECT), WILL BE
PAID UNCONDITIONALLY AND NOT LESS OFTEN THAN ONCE A WEEK,
AND WITHOUT SUBSEQUENT DEDUCTION OR REBATE ON ANY
ACCOUNT (EXCEPT SUCH PAYROLL DEDUCTIONS AS ARE PERMITTED
BY REGULATIONS ISSUED BY THE SECRETARY OF LABOR UNDER THE
COPELAND ACT, 29 C F R PART 3), THE FULL AMOUNT OF WAGES AND
BONA FIDE FRINGE BENEFITS (OR CASH EQUIVALENTS THEREOF) DUE
AT THE TIME OF PAYMENT COMPUTED AT RATES NOT LESS THAN
THOSE CONTAINED IN THE WAGE DETERMINATION OF THE SECRE-
TARY OF LABOR WHICH IS ATTACHED HERETO AND MADE A PART
HEREOF, REGARDLESS OF ANY CONTRACTUAL RELATIONSHIP WHICH
MAY BE ALLEGED TO EXIST BETWEEN THE CONTRACTOR AND SUCH
LABORERS AND MECHANICS CONTRIBUTIONS MADE OR COSTS
REASONABLY ANTICIPATED FOR BONA FIDE FRINGE BENEFITS UNDER
SECTION l(b) (2) OF THE DAVIS-BACON ACT ON BEHALF OF LABORERS
OR MECHANICS ARE CONSIDERED WAGES PAID TO SUCH LABORERS OR
MECHANICS, SUBJECT TO THE PROVISIONS OF 29 C F R § 5 5(a)(1)0v),
ALSO, REGULAR CONTRIBUTIONS MADE OR COSTS INCURRED FOR
MORE THAN A WEEKLY PERIOD (BUT NOT LESS OFTEN THAN QUAR-
TERLY) UNDER PLANS, FUNDS, OR PROGRAMS THAT COVER THE
PARTICULAR WEEKLY PERIOD, ARE DEEMED TO BE CONSTRUCTIVELY
MADE OR INCURRED DURING SUCH WEEKLY PERIOD SUCH LABORERS
AND MECHANICS SHALL BE PAID THE APPROPRIATE WAGE RATE AND
FRINGE BENEFITS ON THE WAGE DETERMINATION FOR THE CLASSIFI-
CATION OF WORK ACTUALLY PERFORMED, WITHOUT REGARD TO
SKILL, EXCEPT AS PROVIDED AT 29 C F R § 5 5(a)(4), LABORERS OR
MECHANICS PERFORMING WORK IN MORE THAN ONE CLASSIFICATION
MAY BE COMPENSATED AT THE RATE SPECIFIED FOR EACH CLASSIFI-
CATION FOR THE TIME ACTUALLY WORKED THEREIN PROVIDED,
THAT THE EMPLOYER'S PAYROLL RECORDS ACCURATELY SET FORTH
THE TIME SPENT IN EACH CLASSIFICATION IN WHICH WORK IS
PERFORMED THE WAGE DETERMINATION (INCLUDING ANY ADDI-
TIONAL CLASSIFICATION AND WAGE RATES CONFORMED UNDER 29
C F R § 5 5(a) (1) (n) AND THE DAVIS-BACON POSTER (WH-1321) SHALL
BE POSTED AT ALL TIMES BY THE CONTRACTOR AND ITS SUBCON-
TRACTORS AT THE SITE OF THE WORK IN A PROMINENT AND ACCES-
SIBLE PLACE WHERE IT CAN BE EASILY SEEN BY THE WORKERS
(b) 1 THE CONTRACTING OFFICER SHALL REQUIRE THAT
ANY CLASS OF LABORERS OR MECHANICS THAT IS NOT LISTED IN THE
WAGE DETERMINATION AND THAT IS TO BE EMPLOYED UNDER THE
CONTRACT SHALL BE CLASSIFIED IN CONFORMANCE WITH THE WAGE
DETERMINATION THE CONTRACTING OFFICER SHALL APPROVE AN
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ADDITIONAL CLASSIFICATION AND WAGE RATE AND FRINGE BENEFITS
THEREFOR ONLY WHEN THE FOLLOWING CRITERIA HAVE BEEN MET
a THE WORK TO BE PERFORMED BY THE CLASSIFICA-
TION REQUESTED IS NOT PERFORMED BY A CLASSIFICATION IN
THE WAGE DETERMINATION, AND
b THE CLASSIFICATION IS UTILIZED IN THE
AREA BY THE CONSTRUCTION INDUSTRY, AND
c THE PROPOSED WAGE RATE, INCLUDING ANY BONA
FIDE FRINGE BENEFITS, BEARS A REASONABLE RELATIONSHIP TO
THE WAGE RATES CONTAINED IN THE WAGE DETERMINATION
2 IF THE CONTRACTOR AND THE LABORERS AND
MECHANICS TO BE EMPLOYED IN THE CLASSIFICATION (IF KNOWN),
OR THEIR REPRESENTATIVES, AND THE CONTRACTING OFFICER AGREE
ON THE CLASSIFICATION AND WAGE RATE (INCLUDING THE AMOUNT
DESIGNATED FOR FRINGE BENEFITS WHERE APPROPRIATE), A REPORT
OF THE ACTION TAKEN SHALL BE SENT BY THE CONTRACTING
OFFICER TO THE ADMINISTRATOR OF THE WAGE AND HOUR DIVISION,
EMPLOYMENT STANDARDS ADMINISTRATION, U S DEPARTMENT OF
LABOR, WASHINGTON, D C 20210 THE ADMINISTRATOR, OR AN
AUTHORIZED REPRESENTATIVE, WILL APPROVE, MODIFY, OR
DISAPPROVE EVERY ADDITIONAL CLASSIFICATION ACTION WITHIN 30
DAYS OF RECEIPT AND SO ADVISE THE CONTRACTING OFFICER OR
WILL NOTIFY THE CONTRACTING OFFICER WITHIN THE 30-DAY PERIOD
THAT ADDITIONAL TIME IS NECESSARY
3 IN THE EVENT THE CONTRACTOR, LABORERS OR ME-
CHANICS TO BE EMPLOYED IN THE CLASSIFICATION OR THEIR
REPRESENTATIVES, AND THE CONTRACTING OFFICER DO NOT AGREE
ON THE PROPOSED CLASSIFICATION AND WAGE RATE (INCLUDING THE
AMOUNT DESIGNATED FOR FRINGE BENEFITS, WHERE APPROPRIATE),
THE CONTRACTING OFFICER SHALL REFER THE QUESTIONS INCLUDING
THE VIEWS OF ALL INTERESTED PARTIES AND THE RECOMMENDATION
OF THE CONTRACTING OFFICER, TO THE ADMINISTRATOR FOR
DETERMINATION THE ADMINISTRATOR, OR AN AUTHORIZED
REPRESENTATIVE, WILL ISSUE A DETERMINATION WITHIN 30 DAYS OF
RECEIPT AND SO ADVISE THE CONTRACTING OFFICER OR WILL NOTIFY
THE CONTRACTING OFFICER WITHIN THE 30-DAY PERIOD THAT
ADDITIONAL TIME IS NECESSARY
4 THE WAGE RATE (INCLUDING FRINGE BENEFITS
WHERE APPROPRIATE) DETERMINED PURSUANT TO 29 C F R § 5 5(a) 0)
(1) (B) OR 29 C F R § 5 5(a) 0) (1) (C), SHALL BE PAID TO ALL WORKERS
PERFORMING WORK IN THE CLASSIFICATION UNDER THIS CONTRACT
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FROM THE FIRST DAY ON WHICH WORK IS PERFORMED IN THE
CLASSIFICATION
(¢) WHENEVER THE MINIMUM WAGE RATE PRESCRIBED IN
THE CONTRACT FOR A CLASS OF LABORERS OR MECHANICS INCLUDES
A FRINGE BENEFIT WHICH IS NOT EXPRESSED AS AN HOURLY RATE,
THE CONTRACTOR SHALL EITHER PAY THE BENEFIT AS STATED IN THE
WAGE DETERMINATION OR SHALL PAY ANOTHER BONA FIDE FRINGE
BENEFIT OR AN HOURLY CASH EQUIVALENT THEREOF
(d) IF THE CONTRACTOR DOES NOT MAKE PAYMENTS TO A
TRUSTEE OR OTHER THIRD PERSON, THE CONTRACTOR MAY CONSIDER
AS PART OF THE WAGES OF ANY LABORER OR MECHANIC THE
AMOUNT OF ANY COSTS REASONABLY ANTICIPATED IN PROVIDING
BONA FIDE FRINGE BENEFITS UNDER A PLAN OR PROGRAM, PROVID-
ED, THAT THE SECRETARY OF LABOR HAS FOUND, UPON THE
WRITTEN REQUEST OF THE CONTRACTOR, THAT THE APPLICABLE
STANDARDS OF THE DAVIS-BACON ACT HAVE BEEN MET THE
SECRETARY OF LABOR MAY REQUIRE THE CONTRACTOR TO SET ASIDE
IN A SEPARATE ACCOUNT ASSETS FOR THE MEETING OF OBLIGATIONS
UNDER THE PLAN OR PROGRAM
2 WITHHOLDING UMTA SHALL UPON ITS OWN ACTION OR
UPON WRITTEN REQUEST OF AN AUTHORIZED REPRESENTATIVE OF
THE DEPARTMENT OF LABOR WITHHOLD OR CAUSE TO BE WITHHELD
FROM THE CONTRACTOR, UNDER THIS AGREEMENT OR ANY OTHER
FEDERAL CONTRACT WITH THE SAME AGENCY OR ANY OTHER
FEDERALLY-ASSISTED CONTRACT SUBJECT TO DAVIS-BACON PREVAIL-
ING WAGE REQUIREMENTS, WHICH IS WITHHELD BY THE SAME PRIME
CONTRACTOR, SO MUCH OF THE ACCRUED PAYMENTS OR ADVANCES
AS MAY BE CONSIDERED NECESSARY TO PAY LABORERS AND
MECHANICS, INCLUDING APPRENTICES, TRAINEES, AND HELPERS,
EMPLOYED BY THE CONTRACTOR OR ANY SUBCONTRACTOR THE FULL
AMOUNT OF WAGES REQUIRED BY THE CONTRACT IN THE EVENT OF
FAILURE TO PAY ANY LABORER OR MECHANIC, INCLUDING ANY
APPRENTICE, TRAINEE, OR HELPER, EMPLOYED OR WORKING ON THE
SITE OF THE WORK (OR UNDER THE UNITED STATES HOUSING ACT OF
1937 OR UNDER THE HOUSING ACT OF 1949 IN THE CONSTRUCTION OR
DEVELOPMENT OF THE PROJECT), ALL OR PART OF THE WAGES
REQUIRED BY THE CONTRACT, UMTA MAY, AFTER WRITTEN NOTICE
TO THE CONTRACTOR, SPONSOR, APPLICANT, OR OWNER, TAKE SUCH
ACTION AS MAY BE NECESSARY TO CAUSE THE SUSPENSION OF ANY
FURTHER PAYMENT, ADVANCE, OR GUARANTEE OF FUNDS UNTIL
SUCH VIOLATIONS HAVE CEASED
3 PAYRO!.I ~q AND BASIC RECORDS (a) PAYROLLS AND BASIC
RECORDS RELATING THERETO SHALL BE MAINTAINED BY THE
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CONTRACTOR DURING THE COURSE OF THE WORK AND PRESERVED
FOR A PERIOD OF THREE YEARS THEREAFTER FOR ALL LABORERS AND
MECHANICS WORKING AT THE SITE OF THE WORK (OR UNDER THE
UNITED STATES HOUSING ACT OF 1937, OR UNDER THE HOUSING ACT
OF 1949, IN THE CONSTRUCTION OR DEVELOPMENT OF THE PROSECT)
SUCH RECORDS SHALL CONTAIN THE NAME, ADDRESS, AND SOCIAL
SECURITY NUMBER OF EACH SUCH WORKER, HIS OR HER CORRECT
CLASSIFICATION, HOURLY RATES OF WAGES PAID (INCLUDING RATES
OF CONTRIBUTIONS OR COSTS ANTICIPATED FOR BONA FIDE FRINGE
BENEFITS OR CASH EQUIVALENTS THEREOF OF THE TYPES DESCRIBED
IN SECTION l(b) (2) (B) OF THE DAVIS-BACON ACT), DAILY AND
WEEKLY NUMBER OF HOURS WORKED, DEDUCTIONS MADE AND
ACTUAL WAGES PAID WHENEVER THE SECRETARY OF LABOR HAS
FOUND UNDER 29 C F R § 5 5(a) (1) (iv) THAT THE WAGES OF ANY
LABORER OR MECHANIC INCLUDE THE AMOUNT OF ANY COSTS
REASONABLY ANTICIPATED IN PROVIDING BENEFITS UNDER A PLAN
OR PROGRAM DESCRIBED IN SECTION l(b) (2) (B) OF THE DAVIS-BACON
ACT, THE CONTRACTOR SHALL MAINTAIN RECORDS WHICH SHOW
THAT THE COMMITMENT TO PROVIDE SUCH BENEFITS IS ENFORCE-
ABLE, THAT THE PLAN OR PROGRAM IS FINANCIALLY RESPONSIBLE,
AND THAT THE PLAN OR PROGRAM HAS BEEN COMMUNICATED IN
WRITING TO THE LABORERS OR MECHANICS AFFECTED, AND RECORDS
WHICH SHOW THE COSTS ANTICIPATED OR THE ACTUAL COSTS
INCURRED IN PROVIDING SUCH BENEFITS CONTRACTORS EMPLOYING
APPRENTICES OR TRAINEES UNDER APPROVED PROGRAMS SHALL
MAINTAIN WRITTEN EVIDENCE OF THE REGISTRATION OF APPREN-
TICESHIP PROGRAMS AND CERTIFICATION OF TRAINEE PROGRAMS,
THE REGISTRATION OF THE APPRENTICES AND TRAINEES, AND THE
RATIOS AND WAGE RATES PRESCRIBED IN THE APPLICABLE PRO-
GRAMS
(b) 1 THE CONTRACTOR SHALL SUBMIT WEEKLY FOR
EACH WEEK IN WHICH ANY CONTRACT WORK IS PERFORMED A COPY
OF ALL PAYROLLS TO UMTA IF UMTA IS A PARTY TO THE CONTRACT,
BUT IF UMTA IS NOT SUCH A PARTY, THE CONTRACTOR WILL SUBMIT
THE PAYROLLS TO THE APPLICANT, SPONSOR, OR OWNER, AS THE
CASE MAY BE, FOR TRANSMISSION TO UMTA THE PAYROLLS
SUBMITTED SHALL SET OUT ACCURATELY AND COMPLETELY ALL OF
THE INFORMATION REQUIRED TO BE MAINTAINED UNDER 29 C F R §
5 5(a) (3) (0 THIS INFORMATION MAY BE SUBMITTED IN ANY FORM
DESIRED OPTIONAL FORM WH-347 IS AVAILABLE FOR THIS PURPOSE
AND MAY BE PURCHASED FROM THE SUPERINTENDENT OF DOCU-
MENTS (FEDERAL STOCK NO 029-005-00014-1), U S GOVERNMENT
PRINTING OFFICE, WASHINGTON, D C 20402 THE PRIME CONTRACTOR
IS RESPONSIBLE FOR THE SUBMISSION OF COPIES OF PAYROLLS BY ALL
SUBCONTRACTORS
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2 EACH PAYROLL SUBMITTED SHALL BE ACCOMPA-
NIED BY A "STATEMENT OF COMPLIANCE," SIGNED BY THE CONTRAC-
TOR OR SUBCONTRACTOR OR HIS OR HER AGENT WHO PAYS OR
SUPERVISES THE PAYMENT OF THE PERSONS EMPLOYED UNDER THE
CONTRACT AND SHALL CERTIFY THE FOLLOWING
(a) THAT THE PAYROLL FOR THE PAYROLL
PERIOD CONTAINS THE INFORMATION REQUIRED TO BE MAINTAINED
UNDER 29 CFR § 55 (a) (3) (0 AND THAT SUCH INFORMATION IS
CORRECT AND COMPLETE,
(b) THAT EACH LABORER OR MECHANIC (IN-
CLUDING EACH HELPER, APPRENTICE, AND TRAINEE) EMPLOYED ON
THE CONTRACT DURING THE PAYROLL PERIOD HAS BEEN PAID THE
FULL WEEKLY WAGES EARNED, WITHOUT REBATE, EITHER DIRECTLY
OR INDIRECTLY, AND THAT NO DEDUCTIONS HAVE BEEN MADE
EITHER DIRECTLY OR INDIRECTLY FROM THE FULL WAGES EARNED,
OTHER THAN PERMISSIBLE DEDUCTIONS AS SET FORTH AT 29 C F R
PART 3,
(c) THAT EACH LABORER OR MECHANIC HAS
BEEN PAID NOT LESS THAN THE APPLICABLE WAGE RATES AND
FRINGE BENEFITS OR CASH EQUIVALENTS FOR THE CLASSIFICATION
OF WORK PERFORMED, AS SPECIFIED IN THE APPLICABLE WAGE
DETERMINATION INCORPORATED INTO THE CONTRACT
3 THE WEEKLY SUBMISSION OF A PROPERLY
EXECUTED CERTIFICATION SET FORTH ON THE REVERSE SIDE OF
OPTIONAL FORM WH-347 SHALL SATISFY THE REQUIREMENT FOR
SUBMISSION OF THE "STATEMENT OF COMPLIANCE" REQUIRED BY 29
C F R § 5 5(a) (3) 01) (B)
4 THE FALSIFICATION OF ANY OF THE ABOVE
CERTIFICATIONS MAY SUBJECT THE CONTRACTOR OR SUBCONTRAC-
TOR TO CIVIL OR CRIMINAL PROSECUTION UNDER 18 U S C § 1001 AND
31USC §231
(c) THE CONTRACTOR OR SUBCONTRACTOR SHALL MAKE
THE RECORDS REQUIRED UNDER 29 C F R § 5 5(a) (3) (1) AVAILABLE
FOR INSPECTION, COPYING, OR TRANSCRIPTION BY AUTHORIZED
REPRESENTATIVES OF UMTA OR THE DEPARTMENT OF LABOR, AND
SHALL PERMIT SUCH REPRESENTATIVES TO INTERVIEW EMPLOYEES
DURING WORKING HOURS ON THE JOB IF THE CONTRACTOR OR
SUBCONTRACTOR FAILS TO SUBMIT THE REQUIRED RECORDS OR MAKE
THEM AVAILABLE, UMTA MAY, AFTER WRITTEN NOTICE TO THE
CONTRACTOR, SPONSOR, APPLICANT, OR OWNER, TAKE SUCH ACTION
AS MAY BE NECESSARY TO CAUSE THE SUSPENSION OF ANY FURTHER
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PAYMENT, ADVANCE, OR GUARANTEE OF FUNDS FURTHERMORE,
FAILURE TO SUBMIT THE REQUIRED RECORDS UPON REQUEST OR
MAKE SUCH RECORDS AVAILABLE MAY BE GROUNDS FOR DEBARMENT
ACTION PURSUANT TO 29 C F R § 5 12
4 APPRENTICES AND TRAINEES
(a) APPRENTICES APPRENTICES WILL BE PERMITTED TO
WORK AT LESS THAN THE PREDETERMINED RATE FOR THE WORK
THEY PERFORMED WHEN THEY ARE EMPLOYED PURSUANT TO AND
INDIVIDUALLY REGISTERED IN A BONA FIDE APPRENTICESHIP
PROGRAM REGISTERED WITH THE U S DEPARTMENT OF LABOR,
EMPLOYMENT AND TRAINING ADMINISTRATION, BUREAU OF APPREN-
TICESHIP AND TRAINING, OR WITH A STATE APPRENTICESHIP AGENCY
RECOGNIZED BY THE BUREAU, OR IF A PERSON IS EMPLOYED IN HIS
OR HER FIRST 90 DAYS OF PROBATIONARY EMPLOYMENT AS AN
APPRENTICE IN SUCH AN APPRENTICESHIP PROGRAM, WHO IS NOT
INDIVIDUALLY REGISTERED IN THE PROGRAM, BUT WHO HAS BEEN
CERTIFIED BY THE BUREAU OF APPRENTICESHIP AND TRAINING OR A
STATE APPRENTICESHIP AGENCY (WHERE APPROPRIATE) TO BE
ELIGIBLE FOR PROBATIONARY EMPLOYMENT AS AN APPRENTICE THE
ALLOWABLE RATIO OF APPRENTICES TO JOURNEYMEN ON THE JOB
SITE IN ANY CRAFT CLASSIFICATION SHALL NOT BE GREATER THAN
THE RATIO PERMITTED TO THE CONTRACTOR AS TO THE ENTIRE
WORK FORCE UNDER THE REGISTERED PROGRAM ANY WORKER
LISTED ON A PAYROLL AT AN APPRENTICE WAGE RATE, WHO IS NOT
REGISTERED OR OTHERWISE EMPLOYED AS STATED ABOVE, SHALL BE
PAID NOT LESS THAN THE APPLICABLE WAGE ON THE WAGE DETER-
MINATION FOR THE CLASSIFICATION OF WORK ACTUALLY PER-
FORMED IN ADDITION, ANY APPRENTICE PERFORMING WORK ON THE
JOB SITE IN EXCESS OF THE RATIO PERMITTED UNDER THE REGIS-
TERED PROGRAM SHALL BE PAID NOT LESS THAN THE APPLICABLE
WAGE RATE ON THE WAGE DETERMINATION FOR THE WORK ACTUAL-
Ly PERFORMED WHERE A CONTRACTOR IS PERFORMING CONSTRUC-
TION ON A PROJECT IN A LOCALITY OTHER THAN THAT IN WHICH ITS
PROGRAM IS REGISTERED, THE RATIOS AND WAGE RATES (EXPRESSED
IN PERCENTAGES OF THE JOURNEYMAN'S HOURLY RATE) SPECIFIED
IN THE CONTRACTOR'S OR SUBCONTRACTOR'S REGISTERED PROGRAM
SHALL BE OBSERVED EVERY APPRENTICE MUST BE PAID AT NOT
LESS THAN THE RATE SPECIFIED IN THE REGISTERED PROGRAM FOR
THE APPRENTICE'S LEVEL OF PROGRESS, EXPRESSED AS A PERCENT-
AGE OF THE JOURNEYMAN HOURLY RATE SPECIFIED IN THE APPLICA-
BLE WAGE DETERMINATION APPRENTICES SHALL BE PAID FRINGE
BENEFITS IN ACCORDANCE WITH THE PROVISIONS OF THE APPREN-
TICESHIP PROGRAM IF THE APPRENTICESHIP PROGRAM DOES NOT
SPECIFY FRINGE BENEFITS, APPRENTICES MUST BE PAID THE FULL
AMOUNT OF FRINGE BENEFITS LISTED ON THE WAGE DETERMINATION
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FOR THE APPLICABLE CLASSIFICATION IF THE ADMINISTRATOR
DETERMINES THAT A DIFFERENT PRACTICE PREVAILS FOR THE
APPLICABLE APPRENTICE CLASSIFICATION, FRINGE BENEFITS SHALL
BE PAID IN ACCORDANCE WITH THAT DETERMINATION IN THE
EVENT THE BUREAU OF APPRENTICESHIP AND TRAINING, OR A STATE
APPRENTICESHIP AGENCY RECOGNIZED BY THE BUREAU, WITHDRAWS
APPROVAL OF AN APPRENTICESHIP PROGRAM, THE CONTRACTOR WILL
NO LONGER BE PERMITTED TO UTILIZE APPRENTICES AT LESS THAN
THE APPLICABLE PREDETERMINED RATE FOR THE WORK PERFORMED
UNTIL AN ACCEPTABLE PROGRAM IS APPROVED
(b) TRAINEES EXCEPT AS PROVIDED IN 29 C F R § 5 16,
TRAINEES WILL NOT BE PERMITTED TO WORK AT LESS THAN THE
PREDETERMINED RATE FOR THE WORK PERFORMED UNLESS THEY ARE
EMPLOYED PURSUANT TO AND INDIVIDUALLY REGISTERED IN A
PROGRAM WHICH HAS RECEIVED PRIOR APPROVAL, EVIDENCED BY
FORMAL CERTIFICATION BY THE U S DEPARTMENT OF LABOR,
EMPLOYMENT AND TRAINING ADMINISTRATION THE RATIO OF
TRAINEES TO JOURNEYMEN ON THE JOB SITE SHALL NOT BE GREATER
THAN PERMITTED UNDER THE PLAN APPROVED BY THE EMPLOYMENT
AND TRAINING ADMINISTRATION EVERY TRAINEE MUST BE PAID AT
NOT LESS THAN THE RATE SPECIFIED IN THE APPROVED PROGRAM
FOR THE TRAINEE'S LEVEL OF PROGRESS, EXPRESSED AS A PERCENT-
AGE OF THE $OURNEYMAN HOURLY RATE SPECIFIED IN THE APPLICA-
BLE WAGE DETERMINATION TRAINEES SHALL BE PAID FRINGE
BENEFITS IN ACCORDANCE WITH THE PROVISIONS OF THE TRAINEE
PROGRAM IF THE TRAINEE PROGRAM DOES NOT MENTION FRINGE
BENEFITS, TRAINEES SHALL BE PAID THE FULL AMOUNT OF FRINGE
BENEFITS LISTED ON THE WAGE DETERMINATION UNLESS THE
ADMINISTRATOR OF THE WAGE AND HOUR DIVISION DETERMINES
THAT THERE IS AN APPRENTICESHIP PROGRAM ASSOCIATED WITH THE
CORRESPONDING JOURNEYMAN WAGE RATE ON THE WAGE DETERMI-
NATION, THAT PROVIDES FOR LESS THAN FULL FRINGE BENEFITS FOR
APPRENTICES ANY EMPLOYEE LISTED ON THE PAYROLL AT A
TRAINEE RATE WHO IS NOT REGISTERED AND PARTICIPATING IN A
TRAINING PLAN APPROVED BY THE EMPLOYMENT AND TRAINING
ADMINISTRATION SHALL BE PAID NOT LESS THAN THE APPLICABLE
WAGE RATE ON THE WAGE DETERMINATION FOR THE CLASSIFICATION
OF WORK ACTUALLY PERFORMED IN ADDITION, ANY TRAINEE
PERFORMING WORK ON THE JOB SITE IN EXCESS OF THE RATIO
PERMITTED UNDER THE REGISTERED PROGRAM SHALL BE PAID NOT
LESS THAN THE APPLICABLE WAGE RATE ON THE WAGE DETERMINA-
TION FOR THE WORK ACTUALLY PERFORMED IN THE EVENT THE
EMPLOYMENT AND TRAINING ADMINISTRATION WITHDRAWS APPROV-
AL OF A TRAINING PROGRAM, THE CONTRACTOR WILL NO LONGER BE
PERMITTED TO UTILIZE TRAINEES AT LESS THAN THE APPLICABLE
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PREDETERMINED RATE FOR THE WORK PERFORMED UNTIL AN
ACCEPTABLE PROGRAM IS APPROVED
(c) EOUALEMPLOYMENT OPPORTUNITY THE UTILIZATION
OF APPRENTICES, TRAINEES, AND JOURNEYMEN UNDER 29 C F R PART
5 SHALL BE IN CONFORMITY WITH THE EQUAL EMPLOYMENT
OPPORTUNITY REQUIREMENTS OF EXECUTIVE ORDER 11246, AS
AMENDED, AND 29 C F R PART 30
5 COMPLIANCE WITH COPELAND ACT REOUIREMENTS THE
CONTRACTOR SHALL COMPLY WITH THE REQUIREMENTS OF 29 C F R
PART 3, WHICH ARE INCORPORATED HEREIN BY REFERENCE
6 CONTRACT TERMINATION DEBARMENT A BREACH OF THE
CONTRACT CLAUSES IN 29 C F R § 5 5 MAY BE GROUNDS FOR
TERMINATION OF THE CONTRACT, AND FOR DEBARMENT AS A
CONTRACTOR AND A SUBCONTRACTOR AS PROVIDED IN 29 C F R §
5 12
7 COMPLIANCE WITH DAVIS-BACON AND RELATED ACT
~ ALL RULINGS AND INTERPRETATIONS OF THE DAVIS-
BACON AND RELATED ACTS CONTAINED IN 29 C F R PARTS 1, 3, AND
5 ARE INCORPORATED HEREIN BY REFERENCE
8 DISPUTES CONCERNING LABOR STANDARDS DISPUTES
ARISING OUT OF THE LABOR STANDARDS PROVISIONS OF THIS
CONTRACT SHALL NOT BE SUBJECT TO THE GENERAL DISPUTES
CLAUSE OF THIS CONTRACT SUCH DISPUTES SHALL BE RESOLVED IN
ACCORDANCE WITH THE PROCEDURES OF THE DEPARTMENT OF
LABOR SET FORTH IN 29 C F R PARTS 5, 6, AND 7 DISPUTES WITHIN
THE MEANING OF THIS CLAUSE INCLUDE DISPUTES BETWEEN THE
CONTRACTOR (OR ANY OF ITS SUBCONTRACTORS) AND THE CON-
TRACTING AGENCY, THE U S DEPARTMENT OF LABOR, OR THE
EMPLOYEES OR THEIR REPRESENTATIVES
9 (a) CERTIFICATION OF ELIGIBILITY BY ENTERING INTO
THIS AGREEMENT OR A THIRD PARTY CONTRACT FINANCED UNDER
THIS AGREEMENT, THE CONTRACTOR CERTIFIES THAT NEITHER IT
(NOR HE NOR SHE) NOR ANY PERSON OR FIRM THAT HAS AN INTEREST
IN THE CONTRACTOR'S FIRM IS A PERSON OR FIRM INELIGIBLE TO BE
AWARDED GOVERNMENT CONTRACTS BY VIRTUE OF SECTION 3 (a) OF
THE DAVIS-BACON ACT OR 29 C F R § 5 12(a) (1)
(b) NO PART OF THIS CONTRACT SHALL BE SUBCONTRACT-
ED TO ANY PERSON OR FIRM INELIGIBLE FOR AWARD OF A GOVERN-
MENT CONTRACT BY VIRTUE OF SECTION 3(a) OF THE DAVIS-BACON
ACT OR 29CFR §5 12(a)(1)
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(c) THE PENALTY FOR MAKING FALSE STATEMENTS IS
PRESCRIBED IN THE U S CRIMINAL CODE, 18 U S C § 1001
10 OVERTIME REQUIREMENTS NO CONTRACTOR OR SUBCON-
TRACTOR CONTRACTING FOR ANY PART OF THE CONTRACT WORK
WHICH MAY REQUIRE OR INVOLVE THE EMPLOYMENT OF LABORERS
OR MECHANICS SHALL REQUIRE OR PERMIT ANY SUCH LABORER OR
MECHANIC IN ANY WORK WEEK IN WHICH HE OR SHE IS EMPLOYED
ON SUCH WORK TO WORK IN EXCESS OF FORTY HOURS IN SUCH WORK
WEEK UNLESS SUCH LABORER OR MECHANIC RECEIVES COMPENSA-
TION AT A RATE NOT LESS THAN ONE AND ONE-HALF TIMES THE
BASIC RATE OF PAY FOR ALL HOURS WORKED IN EXCESS OF FORTY
HOURS IN SUCH WORK WEEK
11 VIOLATION. LIABILITY FOR UNPAID WAGES. LIOUIDATED
DAMAGES IN THE EVENT OF ANY VIOLATION OF THE REQUIREMENTS
OF 29 C F R § 5 5(b) (I), THE CONTRACTOR AND ANY SUBCONTRACTOR
RESPONSIBLE THEREFOR SHALL BE LIABLE FOR THE UNPAID WAGES
IN ADDITION, SUCH CONTRACTOR AND SUBCONTRACTOR SHALL BE
LIABLE TO THE UNITED STATES (IN THE CASE OF WORK DONE UNDER
CONTRACT FOR THE DISTRICT OF COLUMBIA OR A TERRITORY, TO
SUCH DISTRICT OR TO SUCH TERRITORY) FOR LIQUIDATED DAMAGES
SUCH LIQUIDATED DAMAGES SHALL BE COMPUTED WITH RESPECT TO
EACH INDIVIDUAL LABORER OR MECHANIC, INCLUDING WATCHMEN
AND GUARDS, EMPLOYED IN VIOLATION OF 29 C F R § 5 5(b) (1) IN THE
SUM OF $10 FOR EACH CALENDAR DAY ON WHICH SUCH INDIVIDUAL
WAS REQUIRED OR PERMITTED TO WORK IN EXCESS OF THE STAN-
DARD WORK WEEK OF FORTY HOURS WITHOUT PAYMENT OF THE
OVERTIME WAGES REQUIRED BY 29 C F R § 5 5(b) (1)
12 WITHHOLDING FOR UNPAID WAGES AND LIOUIDATED
DAMAGES UMTA OR THE AGENCY SHALL UPON ITS OWN ACTION OR
UPON WRITTEN REQUEST OF AN AUTHORIZED REPRESENTATIVE OF
THE DEPARTMENT OF LABOR WITHHOLD OR CAUSE TO BE WITHHELD,
FROM ANY MONEYS PAYABLE ON ACCOUNT OF WORK PERFORMED BY
THE CONTRACTOR OR SUBCONTRACTOR UNDER ANY SUCH CONTRACT
OR ANY OTHER FEDERAL CONTRACT WITH THE SAME PRIME CON-
TRACTOR, OR ANY OTHER FEDERALLY-ASSISTED CONTRACT SUBJECT
TO THE CONTRACT WORK HOURS AND SAFETY STANDARDS ACT,
WHICH IS HELD BY THE SAME PRIME CONTRACTOR, SUCH SUMS AS
MAY BE DETERMINED TO BE NECESSARY TO SATISFY ANY LIABILITIES
OF SUCH CONTRACTOR OR SUBCONTRACTOR FOR UNPAID WAGES AND
LIQUIDATED DAMAGES AS PROVIDED IN THE CLAUSE SET FORTH AT
29CFR §55(b)(2)
13 ~ THE CONTRACTOR OR SUBCONTRACTOR
SHALL INSERT IN ANY SUBCONTRACTS THE CLAUSES SET FORTH IN
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SUBSECTIONS 116 a (1) THROUGH (12) OF PART II OF THIS AGREEMENT
AND ALSO A CLAUSE REQUIRING THE SUBCONTRACTORS TO INCLUDE
THESE CLAUSES IN ANY LOWER TIER SUBCONTRACTS THE PRIME
CONTRACTOR SHALL BE RESPONSIBLE FOR COMPLIANCE BY ANY
SUBCONTRACTOR OR LOWER TIER SUBCONTRACTOR WITH THE
CLAUSES SET FORTH IN SUBSECTIONS 116 a (1) THROUGH 116 a (12) OF
PART II OF THE CITY'S AGREEMENT WITH THE GOVERNMENT
Nonconstructlon Contracts Pursuant to the regulatxons set forth at 29 C F R Part 5, the
followmg provisions shall be incorporated m all federally-assisted non-construction contracts of
$2,500 let by the Agency in carrying out the ProJect
NONCONSTRUCTION CONTRACTS THE REQUIREMENTS OF THE
CLAUSES CONTAINED IN 29 C F R § 5 5(b) OR SUBSECTIONS 116 a (10)
THROUGH 116 a (13) OF PART II OF THIS AGREEMENT ARE APPLICABLE
TO ANY CONTRACT SUBJECT TO THE OVERTIME PROVISIONS OF THE
CONTRACT WORK HOURS AND SAFETY STANDARDS ACT AND NOT TO
ANY OF THE OTHER STATUTES CITED IN 29CFR § 5 1 THE CON-
TRACTOR OR SUBCONTRACTOR SHALL MAINTAIN PAYROLLS AND
BASIC PAYROLL RECORDS DURING THE COURSE OF THE WORK AND
SHALL PRESERVE THEM FOR A PERIOD OF THREE YEARS FROM THE
COMPLETION OF THE CONTRACT FOR ALL LABORERS AND MECHAN-
ICS, INCLUDING GUARDS AND WATCHMEN, WORKING ON THE
CONTRACT SUCH RECORDS SHALL CONTAIN THE NAME AND
ADDRESS OF EACH SUCH EMPLOYEE, SOCIAL SECURITY NUMBER,
CORRECT CLASSIFICATIONS, HOURLY RATES OF WAGES PAID, DAILY
AND WEEKLY NUMBER OF HOURS WORKED, DEDUCTIONS MADE, AND
ACTUAL WAGES PAID THE RECORDS TO BE MAINTAINED UNDER THIS
CLAUSE SHALL BE MADE AVAILABLE BY THE CONTRACTOR OR SUB-
CONTRACTOR FOR INSPECTION, COPYING, OR TRANSCRIPTION BY
AUTHORIZED REPRESENTATIVES OF UMTA, DOT, OR THE DEPARTMENT
OF LABOR, AND THE CONTRACTOR OR SUBCONTRACTOR WILL PERMIT
SUCH REPRESENTATIVES TO INTERVIEW EMPLOYEES DURING
WORKING HOURS ON THE JOB
W Environmental. Resource. Energy Protection. and Conservation Reomrements
1 The National Envutonmental Policy Act of 1969, as amended, 42 U S C §§
4321 et ~eq,, Section 14 of the Urban Mass Transportation Act of 1964, as amended, 49 U S C
app §§ 1601 et seq,, the Council on Environmental Quality regulations, 40 C F R Part 1500
et seq,, and the FHWA/UMTA regulation, "Environmental Impact and Related Procedures," 23
C F R Part 771, as amended, are applicable to the Project
2 The Agency shall comply with the provisions of the Clean Air Act, as
amended, 42 U S C §§ 1857 et sea., the Federal Water Pollution Control Act, as amended, 33
U S C §§ 1251 et se~., and unplementmg regulations, ~n the facilities that are involved in the
Project for which Federal assistance is given The Agency shall ensure that the facfimes under
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ownerslup, lease or supervision, whether dtrcctly or unde~ contract, that wtll be utilized tn the
accomphshment of the ProJect are not hsted on the Environmental Protection Agency (EPA) Ltst
of Vtolatmg Facthties Contracts, subcontracts, and sub-grants of amounts tn excess of
$100,000 shall contain a provts~on reqmnng comphance w~th all apphcable standards, orders,
or reqmrements issued pursuant to Federal statute or regulation The Agency and any third
party contractor thereof shall be responsible for reporting any vtolat~ons to C~ty and UMTA and
to the EPA Assistant Admnustrator for Enfomement In addmon, the Agency shall noUfy City
and UMTA of the receipt of any commumcatton from the D~rector of the EPA Office of Federal
Actiwtles indicating that a facility to be utthzed m the Project ts under consideration for hstmg
by EPA
3 No facihtles or eqmpment shall be acqutred, constructed, or anproved as a part
of the Project unless the Agency obtains sausfactory assurances that they are (or wtll be)
designed and equipped to lnmt mr pollntlon as provtded tn accordance w~th the following EPA
regulations "Control of A~r Pollution from Motor Vehtcles and Motor Vehicle Engines," 40
C F R Part 85, "Control of A~r Pollution from New Motor Vetncles and New Motor Vehtcle
Engines, Test Procedures for Light-Duty Vehicles and Lxght-Duty Trucks and Select,ye
Enforcement Auditing of New Light-Duty Velucles, L~ght-Duty Trucks and Heavy-Duty
Engines," 40 C F R Part 86, and "Fuel Economy of Motor Vetncles," 40 C F R Part 600, tn
accordance w~th applmable federally-approved State Implementatmn Plan(s) (m particular, the
Transportation Control Measures), and m accordance wxth appropriate UMTA d~rect~ves and all
other apphcable standards
4 No pubhcly owned land from a park, recreation area, or wtldhfe or waterfowl
refuge of national, State, or local s~gmficance as determined by the Federal, State, or local
offictals having jurlsdmUon thereof, or any land from an htstonc stte of national, State, or local
s~gmficance may be used for the ProJect unless specffic findings required under 49 U S C § 303
are made by the Department of Transportauon
5 The Agency shall assist the Government (UMTA) to comply w~th sectxon 106
of the National Historic Preservauon Act mvolwng h~stonc and archaeologmal preservatton by
(1) Consulting the State Historic PreservaUon Officer on the conduct of
mvemgatlons, m accordance with Advisory Council on Historic Preservation regulattons,
"Protection of Historic and Cultural Properties," 36 C F R Part 800, to ~denttfy properties and
resources listed m or ehglble for inclusion m the National Register of Htstonc Places that may
be affected by the ProJect, and notffymg the Government (UMTA) of the existence of any such
properties, and
(2) Complying with all Federal reqmrements to avoid or mmgate adverse
effects upon such properties
6 The Agency and its third party contractors shall comply with mandatory
standards and policies relating to energy efficiency that are contained m apphcable State energy
conservation plans issued m comphance with the Energy Policy and Conservation Act, 42
U S C §§ 6321 et sea_
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7 Should the proposed Project cause adverse environmental effects, the Agency
shall take all reasonable steps to mmumze such effects pursuant to 49 U S C app § 1610, other
applicable statutes, and the procedures set forth m 23 C F R Part 771 The Agency shall
undertake all envuconmantal m~ttgatton measures that may be identified as commitments m
applicable environmental documents (such as envlronmental assessments, environmental u'npact
statements, memoranda of agreements, and statements requtred by 49 U S C § 303) and with
any conditions tmposed by the Government as part of a finding of no slgmf~cant nnpact or a
record of decision, all such mitigation measures are incorporated m and made part of this
Agreement by reference In the event that some or all m~tlgatlon measures are deferred, once
such measures are agreed upon by the Government, City and the Agency, those mitigation
methods subsequently determined will be incorporated into flus Agreement Such mitigation
measures may not be modified or withdrawn without the express written approval of the
Government
8 In carrying out the Project, the Agency shall make all appropriate efforts to
foster the use of fly ash, substanUally m compliance with EPA regulations "Guldehne for
Federal Procurement of Cement and Concrete Containing Fly Ash," 40 C F R Part 249
Should the Agency make a determination that the use of fly ash is inappropriate m a particular
procurement of cement or concrete, the Agency shall provide UMTA a written justification to
support that decision
X MISCELLANEOUS
1 Agency shall comply with Department of Transportation regulaUons, "Umform
Relocatmn and Real Property Acqmsmon Regulatton for Federal and Federally Assisted
Programs," 49 C F R Part 24
2 Agency shall comply with the flood insurance purchase requtrements of section
102(a) of the Flood Disaster Protection Act of 1973, 42 U S C § 4012(a), w~th respect to any
construction or acquisition Project
3 Agency shall comply with the bus testing requirements as set forth ~n section
12(h) of the Urban Mass Transportation Act of 1964, as amended, 49 U S C app § 1608(h),
and any unplementmg regulations that may be issued thereunder
4 Agency shall comply with any regulaUons that may be issued to unplement
section 120) of the Urban Mass Transportation Act, of 1964, as amended, 49 U S C app §
I6080)
5 If any ~nventlon, unprovement, or discovery of the Agency or any of its flurd
party contractors is conceived or first actually reduced to practice m the course of or under th~s
Pro3eet, which invention, Lraprovement, or discovery may be patentable under the laws of the
Umted States of America or any foreign country, the Agency shall ~mmedlately notify the
Government (UMTA) and provide a detailed report The rights and responsfluht~es of the
Agency, flurd party contractors, the C~ty and the Government with respect to such invention,
tmprovement, or discovery will be determined in accordance with applicable Federal laws,
regulattons, policies, and any wmver thereof
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6 I~hts m Data
a The term "subject data" as used hereto means recorded reformation,
whether or not copyrighted, that is dehvered or specified to be dehvered under flus Agreement
The term includes grapbac or pactonal dehneat~ons m media such as drawings or photographs,
text m specifications or related performance or design-type documents, machine forms such as
punched cards, magneuc tape, or computer memory prmtouts, and mformauon retained ~n
computer memory Examples mclude, but are not lnmted to computer software, engineering
drawings and associated lists, spec~fieauons, standards, process sheets, manuals, techmcal
repons, catalog ~tem ~dent~ficaUons, and related ~nformaUon The term does not include
financial repons, cost analyses, and smafiar mformaUon incidental to Project admlmstranon
b The followmg restncuons apply to all subject data first produced ~n the
performance of flus Agreement
(1) Except for ~ts own mtemal use, the Agency may not pubhsh or reproduce
such data m whole or In pan, or in any manner or form, nor may the Agency authorize others
to do so, w~thout the written consent of the Caty and the Government, until such txme as the
Government may have either released or approved the release of such data to the pubhc, th~s
restncnon on pubhcauon, however, does not apply to Agreements w~th academic msnmt~ons
(2) As anthor~zed by 49 C F R Pan 18 34, the C~ty and the Government
(UMTA) reserve a royalty-free, non-exclusive and ~rrevocable hcense to reproduce, publish or
otherwase use, and to authorize others to use, for Federal Government purposes
(a) Any work developed under a grant, cooperative agreement, sub-
gram, sub-agreement, or flurd party contract, ~rrespecuve of whether or not a copyright has been
obtained, and
(b) Any rights of copyright to which a Agency, sub-reclp~ent, or a flurd
party contractor purchases ownersbap with Federal assistance
c Agency understands and agrees that, ~n addmon to the rights set forth ~n
Subsection 119 b (2) of Pan II of flus Agreemem, UMTA may make available to any UMTA
recipient, sub-grantee, sub-recipient, flurd party contractor, or flurd party subcontractor, e~ther
UMTA's heense m the copyright to the "subject data" derived under tlus Agreemem or a copy
of the "subject data" first produced under this Agreement
d The C~ty and Agency shall mdemmfy, save and hold harmless the Govern-
mere, ~ts officers, agents, and employees acting w~th~n the scope of their official duties against
any habfilty, mctudmg costs and expenses, resulting from any willful or mtem~onal wolat~on by
the Agency of proprietary rights, copyrights, or right of privacy, ansmg out of the pubhcat~on,
translatlon, reproduction, dehvery, use, or d~sposmon of any data furmshed under th~s
Agreement
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e Nothing contained m this clause shall Lmply a hcense to the C~ty or
Government under any patent or be construed as affecting the scope of any hcense or other right
otherwise granted to the City or Government under any patent
f Subsections b, c and d of Part II of this Section are not apphcable to material
furmshed to the Agency by the U S Government and incorporated tn the work furmshed under
the Agreement, provided that such incorporated material ts identified by the Agency at the ttme
of dehvery of such work
g In the event that the Project, whtch ts the subject of this Agreement, ts not
completed, for any reason whatsoever, all data developed under that ProJect shall become subject
data as def'med m Subsection 119 a of Part II of the Ctty's Agreement with the Government and
shall be delivered as the Government may threct
h The reqmrements of Subsections a through g of this Section shall be included
tn all third party contracts of the Agency under thts Project
7 Privacy. Should the Agency, or any or its third party contractors, sub-grantees, sub-
recipients or their employees admuuster any system of records on behalf of the Federal Govern-
ment, the Privacy Act of 1974, 5 U S C § 552a (the Act), unposes mformaUon restrictions on
the party admmastermg the system of records
a For purposes of the Privacy Act, when the Agreement tnvolves the operation
of a system of records on tndlvlduals to accomplish a Government function, the Agency and any
third party contractors, sub-grantees, sub-recipients and their employees revolved thereto are
considered to be Government employees with respect to the Government function The
reqmrements of the Act, ~ncludmg the cxwl and crunmal penalties for wolattons of the Act,
apply to those individuals involved Failure to comply wtth the terms of the Act will make this
Agreement subject to termlnatlon
b As used herein
(1) "Operatton of a system of records" means performance of any of the
acttvlttes associated with malntalmng the system of records on behalf of the Government
mcluthng the collection, use and thssemmatlon of records
(2) "Record" means any item, collection, or grouping of mformatton about
an individual that Is mamtamed by the Agency on behalf of the Government including, but not
1Lrmted to, his or her education, financial transacttons, medical history, and crmamal or
employment history and that contains his or her name, or the identifying number, symbol, or
other tdentlfymg partlcular assigned to the mdlwdual, such as a f'mger or votce pnnt or a
photograph
(3) "System of records" on lndivtduals means a group of any records under
the control of the Agency on behalf of the Government from which mformation is retrtevefl by
the name of the mthvldual or by some identifying number, symbol or other tdentlfymg particular
assigned to the tnthvldual
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Y GENERAL PROVISIONS
a Bonus or Commission. The Agency warrants that it has not paid, and also
agrees not to pay, any bonus or commission for the purpose of obtaining approval of its
application for the financml assistance hereunder
b State or Territorial Law. Except to the extent that a Federal statute or
regulation conflicts with State or temtor~al law, nothing m the Agreement shall require the
Agency to observe or enforce compliance with any provision thereof, perform any other act, or
do any other thing in contravenuon of any applicable State or territorial law, however, if any
of the provisions of the Agreement molate any applicable State or territorial law, or ff comph-
ance with the provisions of the Agreement would require the Agency to violate any applicable
State temtonal law, the Agency shall at once notify the Government (UMTA) m wrmng In
order that appropriate arrangements may be made by the Government and the Agency to the end
that the Agency may proceed as soon as possible with the ProJect
c Records The Agency will, for each local fiscal year ending on or after July
1, 1978, conform to the reporting system and the umform system of accounts and records to the
extent reqmred by section 15 of the Urban Mass Transportation Act of 1964, as amended, 49
U S C app § 1611, effective for each local fiscal year ending on or after July 1, 1978, and
apphcabte regulations "Umform System of Accounts and Records and Reporting System," set
forth at 49 C F R Part 630
d Severabihtv If any provis~on of this Agreement is held invalid, the remainder
of this Agreement shall not be affected thereby if such remainder would then continue to
conform to the terms and reqmrements of applicable law
IN WITNESS W,H~,REOF, the pa~les_ do i~0[eby affix their signatures and enter into this
Agreement as of the ,/~ ' day of ~t~.-~, 1997
CITY OF DENTON, TEXAS
JACKt~dlLLER, MAYOR
ATTEST
JENNIFER WALTERS, CITY SECRETARY
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APPROVED AS TO LEGAL FORM
OFFICE OF THE CITY ATTORNEY
AGENCY
DIRECTOR
ATTEST
BY
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