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1997-262 O O CENO qZ- g3A ' TE~S DEPONENT OF T~SPORTA~ON FOR F~D~G PUBLIC T~SPOR- TATION, ~D PRO~D~G ~ EFFECTIVE DA~ ~AS, ~e Umted States Secre~ of Tr~spo~tion is au~on~d ~ awed grits for a m~s ~po~t~on proem of projects ~d budget, ~d ~E~AS, ~e State of Texas is au~on~d ~der ~X T~NS CODE ch 455, to assist the Cl~ m procmng federfl md for ~e p~ose of estabhs~ng ~d mmnmmng pubhc ~d m~s ~spo~t~on projects, ~d ~AS, ~e C~W of Denton desires to obtain public ~spo~t~on ~ds ~om ~e State for ~e p~ose of es~bhs~ng ~d mamm~mng pubhc ~d m~s ~spo~t~on systems, NOW, THE~FO~, ~ CO~CIL OF T~ CITY OF DENTON ~BY O~A~S ~ ~at ~e C~ M~ager ~s au~on~d ~ execute a Pubhe Tr~spo~on Con~aet, subsma~ly m ~e fo~ of ~e a~ehed agreement w~ch ~s ~de a p~ of ~s or&n~ce for ~l p~oses, ~d subsequent ~en~ents, on beef of ~e C~ of Denton, Text, wi& ~e Tex~ D~p~ent of Tr~spo~txon to md m ~e fi~cmg of pubhc ~spo~tlon, ~d ~ execute ~y other eemfieaUons or doc~en~ neeess~ to implement ~e Coneaet ~ ~at ~e C~ M~ger as hereby authorized m m~e expen&~es ~ may be reqmred for ~e loe~ shoe of ~y publae ~sponat~on costs w~eh may be reqmred ~der the Con~aet ~ ~t ~ls ordm~ee shall become effective ~edxately upon its passage ~d approv~ otd 99 PASSED AND ~PROVED ~s ~e ~ d y ~/~, ~ ATTEST JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY Page 2 Texas Department of Transportation PO BOX 3067' DALLAS, TEXAS 75221 3067 · (214) 320-6100 August 13, 1997 Section 5307 Grant Program Contract for FY 98 ProjectNo URB 9801(18) 1 Contract No 51818F1009 Ms Betty Wflhams Assistant to the C~ty Manager, Denton 215 E McKmney Denton, TX 76201 Dear Ms Wdhams Enclosed are three originals of the subJeCt contract Please have all of the originals signed, dated and returned for further ~rocesslng as soon as ¢oss~ble as expenditures for FY 98 may not be recurred until this contract has been fully executed Th~s contract contains the following attachments Attachment A - Project Description, as submitted to thts office Attachment B - Contract Budget, as subrmtted to thts office You wall note that the $1000 scholarship amount was not ~ncluded tn the budget, you will be sent instructions on how to access scholarship funds at a later date In order to eliminate the duplication of stmdar attachments between your FY 98 Federal Transit AdmmistraUon application and your FY 98 contract wtth the Texas Department of Transportation, the following attachments were not mcluded · Debarment Certification · Labor Protection Documentation - 13(c) Warranty -* Lobbying Certification Please forward copies of the above, as submitted in you FTA application If addmonal mformatlon is mqmred, please contact me at (214) 320-6153 Anderson Public Transportation Coordinator Dallas D~stnct - TxDOT Enclosures An Equal Opportumty Employer RECIPIENT The City Of Denton PUBLIC TRANSPORTATION (SECTION 5307) GRANT AGREEMENT GRANT AGREEMENT NO 51818F 1009 STATE PROJECT NO URB 9801(18)1 STATE URBAN PUBLIC TRANSPORTATION GRANT AGREEMENT THE STATE OF TEXAS § THE COUNTY OF TRAVIS § THIS GRANT AGREEMENT is made by and between the State of Texas, acting through the Texas Department of Transportation, hereinafter called the "State," and The City Of Denton, hereinafter called the "RECIPIENT" WITNESSETH WHEREAS, the Governor of the State of Texas has designated the Texas Department of Transportation (State) to admlmster a statew~de Pubhc Transportation Grant Program, and to provide state funds to match federal funds, and, WHEREAS, Transportation Code, Chapter 455, authorizes the State to assist the Recipient ~n procuring md for the purpose of estabhsh~ng and mamtalmng pubhc and mass transportation projects and to administer funds appropriated for pubhc transportation under Transportatton Code, Chapter 456, and, WHERI~AS, the Recxp~ent has subnutted an apphcat~on for flnanc~al assistance for a urban pubhc transportation project generally including tralmng, techmcal assistance, research, or support serwces related to pubhc transportation ~n urbanized areas, and the State approved the apphcat~on, and, NOW, THEREFORE, m cons~deratlon of the premises and of the mutual covenants hereinafter set forth, the State and the Recipient hereto agree as follows AGREEMENT ARTICLE 1. GRANT PERIOD Th~s Grant Agreement becomes effective on September 1, 1997 or when executed by the State's D~str~ct Engmeer, whichever is later, and shall terminate on August 31, 1998 unless terminated or otherwise modified as hereinafter prowded ARTICLE 2. PROJECT DESCRIPTION The Reclp~ent shall commence, carry out and complete a pubhc transportatton project described m Attachment A, Project Description, with all practicable dispatch, ~n a sound, econormcal and ARTICLE 2. PROJECT DESCRIPTION (cont.) efficient manner In accordance with the prowsions of Attachment A, Project Description, this Grant Agreement, federal and state law, and federal and state regulation as hereinafter referenced ARTICLE 3. COMPENSATION A The maximum amount payable under th~s Grant Agreement without modification is $310,085 00 provided that expenditures are made in accordance w~th the amounts and for the purposes authorized m Attachment B, Estimated Project Budget B. The State's reimbursement to the Recipient is contingent upon the availability of appropriated funds The State shall have no liability for any clmm subrmtted by the Recipient or its subcontractors, vendors, manufacturers or suppliers d sufficient state or federal funds are not available to pay the Reciplent's clmms C. To be eligible for reimbursement under th~s Grant Agreement, a cost must be incurred w~thm the Grant Agreement period specified m Article 1, Grant Period, and be authorized m Attachment B, Estimated Project Budget D Reimbursement of costs ~ncurred under th~s Grant Agreement ~s further governed by cost principles outlined m apphcable Federal Office of Management and Budget (OMB) publications as follows OMB C~mular A-21, Cost PnncIples for Educational Inst~tutions OMB Circular A-87, Cost Principles for State and Local Governments OMB Circular A-122, Cost Pnnc~ples for Nonprofit Organizations E Costs clmmed by the Recipient shall be actual net costs, that ~s, the price paid m~nus any refunds, rebates or other items of value received by the Recipient that have the effect of reducing the cost actually incurred F. The Recipient may subnut requests for reimbursement to the State no mom frequently than monthly using invoice statements acceptable to the State Requests for reimbursement must be furnished to the State within forty-five (45) days of the end of the month during which the costs were Incurred Additional documentation to support any cost recurred dunng the bilhng period may be required at the discretion of the State At a minimum, each bllhng must be accompanied by a summary by budget hne item which indicates the total amount authorized for each hne item, prewous expenditures, current per~od expenditures and the balance remmnmg m the line ~tem G The original and one copy of the invoice are to be submitted to the following address Jay R Nelson, P E District Engineer Texas Department of Transportation P 0 Box 3067 Dallas, Texas 75221-3067 H. The State will make payment within thirty (30) days of the receipt of properly prepared requests for reimbursement 2 ARTICLE 3 COMPENSATION (cont.) I The Recipient w~ll subm:t a final b~lhng w~th~n forty-five (45) days of the completion or termination of the Grant Agreement m accordance w~th Article 1, Grant Period J. The Rec~plent shall make payments promptly to all subcontractors and supphers Failure to do so w~ll be grounds for termination of th~s Grant Agreement by the State The State shall not be responsible for the debts of the Recipient ARTICLE 4. AMENDMENTS Except as noted below, changes m the scope, objectives, cost or duration of the project authorized hereto shall be enacted by written amendment approved by the part~es hereto before add~t;onal work may be performed or additional costs recurred Any amendment so approved must be executed by both part~es w~th~n the grant per~od spec~fied ~n Article 1, Grant Per~od The Recipient ~s authorized to re-budget w~thout a formal amendment when the proposed revision revolves an increase m one category and a corresponding decrease m another, prowded however, that any such rews~on meets all of the following criteria 1 Does not result m the need for additional funds, and, 2 Does not exceed ten percent of the current total approved budget and the state funding exceeds $100,000, and, 3 Does not revolve a transfer of funds from an anthor~zed capital equipment purchase to another category, and 4 Does not ~nvolve a transfer of funds from training to another expense category, and 5 Does not revolve a transfer of funds from construction to a non-construction category, 6 Does not revolve a transfer of funds from a d~rect to indirect cost category If a proposed revision meets all of the criteria hsted above, the Recipient must not~fy the State ~n writing before the rews~on ~s made, describing the revision, explaining the need, and certifying that it comphes w~th the above criteria ARTICLE 5. SUBCONTRACTS The Recxp~ent shall not enter into any subcontract w~th lnd~viduals or organizations to prowde professional services without prior anthor~zat~on and consent to the subcontract by the State Subcontracts m excess of $25,000 shall contmn all required provisions of th~s Grant Agreement No subcontract w~ll reheve the Recipient of ~ts responsibthty under th~s Grant Agreement The Recipient shall not enter into any agreement for the purchase of equipment w~thout prior authorization and consent to the purchase agreement by the State ARTICLE 6. RETENTION OF RECORDS A. The Recipient agrees to maintain all documents, reports, papers, accounting records, and other evidence perta~mng to costs recurred under this agreement (the Records) at ~ts off~ce during the grant period and for four years from the date of final payment under the grant Such records shall be made available during the specified per~od for inspection by the State, the U S Department of Transportation, the Off~ce of the Inspector General, and any of their 3 ARTICLE 6. RETENTION OF RECORDS (cont.) anthorlzed representatives for the purpose of mal~ng audits, examinations, excerpts, and transcriptions Records for nonexpendable property acquired with Federal or State funds shall be retained for four years after final d~spos~t~on of the property B. If any litigation, clmm or audit is started before the expiration of the four year retention period, the Records shall be ret~uned until all ht~gatlon, claim or audit finding ~nvolvlng the Records have been resolved C. When records are transferred to or malntmned by the federal or state sponsoring agency, the four year retention requirement Is not apphcable to the Recipient D. The R~clp~ent further agrees to include these provisions ~n each subcontract ARTICLE 7. SINGLE AUDIT REQUIREMENTS Recipient audit procedures shall meet or exceed the single andlt requirements outlined in Office of Management and Budget (OMB) pubhcataons as follows Audits of State and Local Government OMB C~rcular A-128 Audits of Institutions of Higher Education and other Nonprofit Institutions OMB C~rcular A- ! 33 ARTICLE 8. FINANCIAL MANAGEMENT SYSTEM The Reclplent's financial management system shall meet or exceed the reqmrements of the "Umform Administrative Reqmrements for Grants and Cooperative Agreements to State and Local Governments" (49 CFR Part 18 20) Those requirements include, but are not limited to A. Accurate, current and complete d~sclosure of the financial results of each grant program in accordance w~th State and Federal reporting requirements B. Records which adequately ~dentdy the source and apphcation of funds for grant-supported activities, These records shall contain information pertaining to grant awards and authorization, obligations, comn'utments, assets, hablht~es, outlays and ~ncome C. Effective control over and accountability for all funds, property and other assets The Recipient shall adequately safeguard all such assets and shall assure that they are used solely for authorized purposes D. Comparison of actual w~th budgeted amounts for each Grant Agreement, and relation of fmanc~al,mformatlon to performance or productivity data, including the production of umt cost information, whenever appropriate and reqmred by the State E Procedures for deternumng the eligibility for reimbursement and proper allocation of costs F. Accotmtlng records which are supported by source documentation G. A systematic method to assure t~mely and appropriate resolution of audit findings and recommendations 4 ARTICLE 9. PROCUREMENT STANDARDS Recipient procurement standards shall meet or exceed the requirements of the "Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments" (49 CFR Part 18 36), including standards for competitive procurements, methods of procurement, contracting with small and minority firms, women's business enterprise and labor surplus area firms, contract cost and price, awarding agency review, insurance and bonding The Reclplent's procurement system must include but not be limited to the following procurement standards A Procurement procedures which reflect applicable ~tate and local laws and regulations, provided that the procurements conform to applicable federal law and the standards identified in this section B. A contract admlmstratlon system which ensures that subcontractors perform in accordance with the terms, conditions, and specifications of their contracts or purchase orders C. A written code of standards of conduct governing the performance of employees engaged in the award and administration of contracts No employee, officer, or agency of the Recipient shall participate in selection or in the award or administration of a contract supported by state or federal funds if a conflict of interest, real or apparent, would be involved D A process for review of proposed procurements to avoid purchase of unnecessary or duplicative items E. Use of state and local intergovernmental agreements for procurement or use of common goods and services to foster greater economy and efficiency F. Use of value engineering clauses in contracts for construction projects G Awards made only to responsible contractors possessing the ability to perform successfully under the terms and conditions of a proposed procurement, giving consideration to such matters as Recipient integrity, compliance with pubhc policy, record of past performance, and financial and technical resources H Records sufficient to detail the significant history of a procurement, including rationale for the method of procurement, selection of contract type, Recipient selection or rejection, and the basis for the contract price I. Limited use of time-and-materials contracts J. Use of good adrmmstratlve practice and sound business judgment to settle contractual and administrative issues arising out of procurements K Protest procedures to handle and resolve disputes relating to procurements and prompt disclosure to the State of reformation regarding the protest L. Procurement transactions conducted in a manner that provides full and open competition 5 ARTICLE 10. REAL PROPERTY MANAGEMENT The Recipient w~ll comply w~th management standards set forth m the "Uniform Adm~mstrat~ve Requirements for Grants and Cooperative Agreements to State and Local Governments" (49 CFR 6 ARTICLE 10. REAL PROPERTY MANAGEMENT (cont.) Part 18 31) in the acquisition, use, and chspositlon of real property acquired under the grant The State must concur in the award of all purchase orders for nonexpendable personal property as defined m~ 49 CFR Part 18 31 ARTICLE 11 EQUIPMENT MANAGEMENT A. The Recipient will comply with State management standards and with management standards specified in the "Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments" (49 CFR Part 18 32) in the control, use, and disposition of equipment acquired under this grant Management standards include 1 Maintain equipment records that include a description of the equipment, a serial number or other identification number, the source of equipment, who holds title, the acquisition date and cost of the equipment, percentage of federal and state participation in the cost of the equipment, the location, use and condition of the equipment, maintenance history for each vehicle, and ultimate disposition data including the date of disposal and sale price 2 Conduct a physical inventory of the equipment at least once every two years and reconcile the inventory with equipment records described in the preceding paragraph 3 Develop a control system to ensure adequate safeguards to prevent loss, damage, or theft of the equipment Any loss, damage, or theft shall be investigated 4 Develop and follow procedures to keep the equipment maintained and in good condition At a rmmmum, the Recipient shall follow the vehicle maintenance schedule recommended by the manufacturer, showing the date the maintenance was performed Moantenance records shall be provided to the State upon request 5 Request disposition instructions from the State, and if authorized to sell the equipment, use proper sales procedures to insure the highest possible return B. The Recipient will comply with Title 43, Texas Admlmstrattve Code, §31 53, to protect the public investment in real property and equipment purchased in whole or in part with state or federal funds C. In the event that project equipment Is not used in the proper manner or is withdrawn from public transportation services, the Recipient shall immediately notify the State The State reserves the right to d~rect the sale or transfer of property acquired under this Grant Agreement upon det~rrmnation by the State that said property has not been fully or properly used D When original or replacement equipment acquired under a grant is no longer needed for the original project or program or for other activities currently or previously supported by a federal or state agency, the Recipient shall contact the State to request authority to dispose of the equipment, and the State shall issue disposition instructions in accordance with 49 CFR 18 32 E All vehicles purchased under this Grant Agreement shall comply with the Motor Vehicle Safety Standards established by the U S Department of Transportation F. All vehicles purchased under this Grant Agreement shall comply w~th all federal motor vehicle anti-pollution requirements ARTICLE 11. EQUIPMENT MANAGEMENT (cont) G. All vehicles purchased under th~s Grant Agreement shall comply w~th the bus testing reqmrements set forth at 49 USC 5323(c) and 49 CFR 665 H. The Reclptent shall not execute any lease, pledge, mortgage, hen or other contract touchmg or affecting the Federal or State interest m any project facthty or equipment, nor shall the Reclptent by any act or omtss~on of any k~nd adversely affect the Federal or State interest or tmpatr tts conttnmng control over the use of project fac~ht~es or eqmpment I The Rectplent shall comply wtth reqmrements set forth at 49 USC 5323(1) and 49 CFR 663 regardtng pre-award and post-dehvery audit reqmrements ARTICLE 12. VEHICLE INSURANCE REQUIREMENTS (Rewsed) A. The Subreclp~ent shall mmntmn the tnsurance coverage spemfied below during the enttre hfe of the vehicle and shall furmsh proof of ~nsurance to the State using a certtficate of ~nsurance acceptable to the State B The Subrec~ptent shall furnish comprehensive insurance coverage m an amount equal to the replacement cost of the vehmle C Buses designed to transport more than 15 passengers 0ncludmg the driver), but less than 26 passengers (not including the driver) shall mmntmn the followtng m~mmum habdtty insurance coverage Minunum coverage: Bodily Injury - $1,000,000 each person/each occurrence Property Damage - $1,000,000 each occurrence D. Buses designed to transport 26 passengers or more (not mcludlng the driver) shall mmntmn the following mtmmum hab~hty insurance coverage Minnnum coverage. Bodily Injury - $$,000,000 per person/each occurrence Property Damage - $5,000,000 each occurrence Texas Business Automobtle Pohcy - Basra automobde hab~hty ts not an acceptable substitute for a Texas Business Automobde Pohcy or Comprehensive Automobde Lmbdtty tnsurance Thts ~nsurance is to be endorsed w~th the State as an Add~ttonal Insured and endorsed wtth a Watver of Subrogation ~n favor of the State E. Irrespecttve of coverage by insurance, unless otherwtse approved ~n writing by the State, tn the event of loss or damage to project property, whether by casualty or fire, the fatr market value wall be the value of the property ~mmedmtely before the casualty or fire F. In the event of loss due to casualty or fire, straight hne deprectatton of the asset, based on the ~ndustry standard for a useful hfe, shall be constdered fmr market value unless otherwise approved by the State G The Subreclp~ent shall nottfy the State ~mmedtately of theft, wreck, vandaltsm or other destructton of project-related facfltttes or eqmpment ARTICLE 13. BUY AMERICA The Recipient agrees to comply with applicable Buy America requirements set forth in 49 U S C 5323(j) and 49 CFR Part 661 ARTICLE 14. CARGO PREFERENCE The Recipient will comply with the cargo preference requirements set forth in 46 U S C 1241 and Maritime Adm~nlstratmn regulations set forth m 46 CFR Part 381 ARTICLE 15. COORDINATION The Remp~ent will at all times coordinate the prowslon of public transportation services with other transportation operators, both pubhc and private, ~n the area The Recipient wdl furnish the State cop~es of any agreement resulting from such coordination Agreements which authorize the payment of project funds to another entity are subject to the approval requirements described ~n Article 5, Subcontracts ARTICLE 16. LABOR PROTECTION PROVISIONS A. The Recipient agrees to undertake, carry out and complete the project under the terms and conditions deterrmned by the Secretary of the United States Department of Labor to be fair and equitable to protect the Interests of employees affected by the project and meeting the reqmrements of 49 U S C 5333(b) The Recipient shall maintain documentation of compliance efforts in accordance with retention and access~blhty requirements set forth ~n Article 6, Retention of Records B. The Recap~ent agrees to the comply with apphcable transit employee protective reqmrements as mqmred under the Transit Employee Protective Agreements as set forth under 49 U S C §5310, §5311, and §5333 and 29 CFR Part 215 ARTICLE 17. CHARTER AND SCHOOL BUS OPERATIONS A Neither the Recipient nor any subcontractor acting on its behalf shall engage in charter bus operations outside of the geographic area within which it provides regularly scheduled public transportation service, except as provided under 49 CFR Part 604 9, and regulations perta~mng to Charter Service Operations set forth at 49 U S C 5323(d) and 49 CFR Part 604 The Recipient shall furnish a copy of any agreement entered into under these regulataons to the State no later than seven working days after the agreement is s~gned B. Neither the Recipient nor any subcontractor acting on its behalf shall engage ~n school bus operations exclusively for the transportation of students or school personnel in competition with private school bus operators, except as provided under 49 U S C 5323(f) and 49 CFR Part 605 The Recipient shall furnish any agreement entered into under these regulations to the State no later than seven working days after the agreement is s~gned ARTICLE 18. MONITORING A The State will momtor the progress of the project authorized ~n th~s agreement using approprmte and necessary inspections, including but not limited to periodic reports, physical inspection of project facilities, telephone conversations, letters, and conferences 9 ARTICLE 18. MONITORING (cont.) B. The State shall momtor and conduct fiscal and/or program audits of the Recipient and ~ts contractors to verify the extent of services prowded under the terms of the Grant Agreement Representatives of the State or Federal government shall have access to project factht~es and records at all reasonable t~mes C The State and the U S Department of Transportation, and any authorized representative thereof, have the right at all reasonable t~mes to ~nspect or otherwise evaluate the progress of the grant hereunder and the project premises D. If any lnspectxon or evaluation ~s made on the premises of the Recipient or a subcontractor, the Recipient shall prowde and reqmre the subcontractor to prowde all reasonable facthtles and asststance for the safety and convemence of the ~nspectors ~n the performance of thetr duties All ~nspect~ons and evaluatlons shall be performed ~n such a manner as wdl not unduly delay the project ARTICLE 19. REPORTS A The Recipient shall submit written or electromc reports at ~ntervals and ~n a format prescribed by the State 1 Quarterly Operating Report - No later than 15 working days after the end of the quarter for whlch the report ~s made, the Rec~plent shall submit an activity report to the State At a m~mmum, the quarterly operating report wlll ~nclude the number of vehicles ~n operation, total one-way passenger tr~ps, total m~les traveled, total expenses, including admxmstratlve and operating expenses, revenue, including fares and donations, operating cost per vehicle m~le, operating cost per passenger tr~p, and number of passengers per mlle traveled The State may reqmre more frequent operating reports for reasons of ~ts own, or ~f the Recipient does not provide the reports ~n a t~mely manner or d the reports ~nd~cate unfavorable trends 2 Status of Procurements - If the grant ~ncludes the purchase of vehicles or other capital eqmpment, the Recipient shall submit a quarterly report consisting of a brief narrative including but not hmlted to procurement m~lestones, ~nclud~ng date of purchase order, vendor name and location, and estimated dehvery date 3 Status of Constructton- If the grant includes construction, the Recipient shall submit quarterly narrative reports whlch ~nclude but are not hm~ted to the progress of construction B Regardless of the type of assistance ~ncluded ~n the grant, the Recipient shall promptly adwse the State m wr~txng ~f at any t~me the progress of the project w~ll be negatively or positively ~mpacted, ~ncludmg C. Problems, delays or adverse conditions that w~ll materially affect the Rec~p~ent's abthty to attain program objectives, prevent the meeting of t~me schedules and goals, or preclude the attainment of project work umts by established t~me periods Th~s d~sclosure shall be accompanted by a statement of the actlon taken, or contemplated, by the Recipient and any State assistance needed to resolve the s~tuatxon 10 ARTICLE 19. REPORTS(cont.) D. Favorable developments or events that w~ll enable the Reclp~ent to meet t~me schedules and goals sooner than antm~pated or produce more work umts than originally projected E Every two years, or more frequently when instructed by the State, the Recipient shall conduct a physmal tnventory of grant-supported property as set forth in Artmle 11, Eqmpment Management, and furmsh the State a copy of the ~nventory F. The Remplent shall develop performance goals and management objectives m accordance wtth T~tle 43, Texas Admtntstrattve Code, §31 36 G. The Remplent shall mmntmn written maintenance records for each grant-supported vehicle, and shall make such records available to the State upon request As a minimum, the Rec~plent shall comply w~th the manufacturer's recommended maintenance schedule ARTICLE 20. DISPUTES AND REMEDIES A. The Remp~ent shall be responsible for the settlement of all contractual and admlmstrat~ve ~ssues arising out of procurements entered tn support of the grant B. Any d~spute concerning the work hereunder, addmonal costs, or any other non-procurement ~ssue shall be settled tn accordance with Title 43, Texas Admtmstrattve Code, §9 2 C Th~s agreement shall not be considered as spemfy~ng the exclusive remedy for any default, but all remedies extstlng at law and ~n eqmty may be avmled of by rather party and shall be cumulative ARTICLE 21. TERMINATION A. The State may terminate this Grant Agreement at any t~me before the date of completion whenever it ~s determined that the Recip~ent has fmled to comply with the conditions of the Grant Agreement The State shall give written not,ce to the Recipient at least thirty days prior to the effective date of termination and specify the effective date of termmauon, the mason for the termination, and other ternunat~on instructions B. If both part,es to this Grant Agreement agree that the conttnuatton of the grant would not produce beneficial results commensurate w~th the further expenditure of funds, the parttes shall agree upon the termtnat~on condit~ons, ~nclud~ng the effective date In the event that both pames agree that resumption of the grant ~s warranted, a new Grant Agreement must be developed and executed by both part, es C Either the State or the Rec~ptent may terminate this agreement by glwng notice ~n wrmng one to the other for reasons of ~ts own and not subject to the approval of the other party In the event of terrmnat~on for convemence, neither the State nor the Recipient shall be subject to add~ttonal habfllty except as otherwise prowded ~n this agreement D. Upon termination of th~s Grant Agreement, whether for cause or at the convemence of the pames hereto, t~tle to all property and eqmpment remains with the Recipient subject to the obhgatmns and conditions set forth ~n this Grant Agreement and 49 CFR 18 31 and 18 32, unless the state or federal funding agency issue disposition ~nstructlons to the contrary 11 ARTICLE 21. TERMINATION (cont.) E In the event of ternunatlon, the State may compensate the Recipient for those eligible expenses recurred during the grant period which are directly attributable to the completed portion 12 ARTICLE 21. TERMINATION (cont) of the grant covered by this Grant Agreement, provided that the grant has been completed in accordance with the terms of the Grant Agreement The Recipient shall not incur new obligations for the terminated port,on after the effective date of termination F. Except with respect to defaults of subcontractors, the Recipient shall not be in default by reason of any f~ulure in performance of th~s Grant Agreement m accordance with its terms (including any failure by the Recipient to progress m the performance of the work) if such failure arises out of causes beyond the control and w~thout the default or negligence of the Recipient Such causes may include but are not hmited to acts of God or of the pubhc enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, and unusually severe weather In every case, however, the failure to perform must be beyond the control and without the fault or negligence of the Recipient ARTICLE 22. NONDISCRIMINATION ON THE BASIS OF DISABILITY The Recipient agrees that no otherwise quahfied person with disability(s) shall, solely by reason of his/her disabihty, be excluded from participation In, be denied the benefits of, or otherwise be subject to discrimination under the project The Recipient shall insure that all fixed faclhty construction or alteration and all new equipment included In the project comply w~th applicable regulations set forth at 49 CFR 27, Nondiscrimination on the Basis of Handicap in Programs and Activities Receiving or Benefiting from Federal Financial Assistance, and the Americans with Disablhtles Act ARTICLE 23 DISADVANTAGED BUSINESS ENTERPRISE PROGRAM REQUIREMENTS A. It is the policy of the Department of Transportation that Minority Business Enterprises as defined in 49 CFR Part 23 shall have the maximum opportunity to participate in the performance of contracts financed m whole or in part with Federal funds Consequently, the Minority Business Enterprise reqmrements of 49 CFR Part 23 apply to this Grant Agreement as follows 1 The Recipient and any subcontractor agrees to insure that Minority Business Enterprises as defined in 49 CFR Part 23 have the maximum opportunity to participate In the performance of contracts and subcontracts financed m whole or in part with Federal funds In this regard, the Recipient shall take all necessary and reasonable steps In accordance with 49 CFR Part 23 to ~nsure that minority business enterprises have the maximum opportunity to compete for and perform contracts 2 The Recipient and any subcontractor shall not discriminate on the basis of race, color, national origin or sex in the award and performance of contracts funded in whole or in part with Federal funds 3 These requirements shall be physically included in any subcontract B. The percentage goal for Disadvantaged Business Enterprise participation in the activities to be performed under this Grant Agreement is a mimmum of 15% of the Grant Agreement dollars available for contracting opportumtles as set forth in 49 CFR Part 23 and amended by Section 106(c) of the Surface Transportation Assistance Act of 1987 13 ARTICLE 23 DISADVANTAGED BUSINESS ENTERPRISE PROGRAM REQUIREMENTS(cont.) C. Failure to carry out the requirements set forth above shall constitute a breach of contract and, after the notification of the State, may result m termination of the Grant Agreement by the State or other such remedy as the State deems appropriate ARTICLE 24. EQUAL EMPLOYMENT OPPORTUNITY The Recipient agrees to comply with Executive Order 11246 t~tled "Equal Employment Opportumty" as amended by Executive Order 11375 and as supplemented ~n Department of Labor Regulations 41 CFR Part 60 ARTICLE 25. AFFIRMATIVE ACTION The Recipient warrants that affirmative action programs as reqmred by the rules and regulations of the Secretary of Labor 41 CFR 60-1 and 60-2 have been developed and are on file ARTICLE 26. CLEAN AIR AND WATER If the Grant Agreement exceeds $100,000, the Recipient w~ll comply w~th all apphcable standards, orders or requirements issued under Section 306 of the Clean A~r Act (42 U S C 7401 et seq ), Section 508 of the Clean Water Act (33 U S C 1368), Executive Order 11738, and Environmental Protection Agency regulations (40 CFR, Part 15) The Recipient further agrees to report vlolat~ons to the State ARTICLE 27. ENERGY EFFICIENCY The Recipient will recogmze standards and pohc~es relating to energy efficiency which may be contained ~n a State energy conservation plan ~ssued m comphance w~th the Energy Pohcy and Conservation Act (P L 94-163) ARTICLE 28. SUBSTANCE ABUSE A The Recipient agrees to estabhsh and ~mplement a drug and alcohol testing program that comphes w~th 49 CFR Parts 653 and 654, produce any documentation necessary to estabhsh ~ts compliance with Parts 653 and 654, and permit any authorized representative of the U S Department of Transportation or the State to respect the fac~ht~es, testing process, and records associated with the ~mplementat~on of the drug and alcohol testing program as reqmred under 49 CFR Parts 653 and 654 B. The Recipient will certify comphance w~th 49 CFR Parts 653 and 654 on or before September 1 of each year, using the certd~cat~on form furnished by the State C. The Recipient w~ll submit reqmred Management Information System (MIS) reports on or before February 15 each year using forms furmshed by the State ARTICLE 29. FEDERAL PRIVACY ACT A. The Recipient w~ll comply w~th and assures the comphance of 1ts employees w~th the ~nformatlon restrictions and other applicable reqmrements of the Privacy Act of 1974, 5 USC §552a The Recipient w~ll not operate a system of records on behalf of the federal government w~thout the express consent of the State and Federal Government The Recipient understands that the requirements of the Privacy Act, including the c~wl and criminal penalties for v~olatlon 14 ARTICLE 29 FEDERAL PRIVACY ACT(cont.) of that Act, apply to those individuals involved, and that fmlure to comply with the terms of the Privacy Act may result m termination of the underlying Grant Agreement B. The Recipient also agrees to include these requirements in each subcontract to admimster any system of records on behalf of the federal government financed m whole or m part with federal assistance provided by FTA ARTICLE 30. PROHIBITED ACTIVITIES A Neither the Recipient nor any subcontractor shall use federal or state assistance funds for pubhcity or propaganda purposes designed to support or defeat legislation pending before Congress or the Texas Legislature B No member of or delegate to the Congress of the Umted States shall be admitted to any share or part of th~s Grant Agreement or to any benefit arising therefrom C. No member, officer or employee of the Recipient during h~s tenure or one year thereafter shall have any interest, direct or indirect, m this Grant Agreement or the proceeds thereof D Texas Transportation Commission policy mandates that employees of the Texas Department of Transportation (TxDOT) shall not accept any benefits, grits or favors from any person doing business or who reasonably speaking may do bus~ness w~th the State under this Grant Agreement The only exceptions allowed are ordinary business lunches and items that have received the advanced written approval of TxDOT's Executive Director Any persons doing business with or who may reasonably speaking do business with the State under this Grant Agreement may not make any offer of benefits, gifts or favors to TxDOT employees, except as mentioned here above Failure on the pan of the Rec~pient to adhere to this policy may result m the termination of this Grant Agreement E. The Reclp~ent w~ll comply with Texas Government Code, Chapter $73, by insunng that no officer, employee or member of the Recip~ent's govcrmng board or of the Recip~ent's contractors or subcontractors shall vote or confirm thc employment of any person related within the second degree by affinity or third degree by consanguinity to any member of the governing body or to any other officer or employee anthor~zed to employ or supervise such person This prohibition shall not prohibit the employment of a person who shall have been continuously employed for a period of two years prior to the election or appointment of the officer, employee, governing body member related to such person ~n the proh~bited degree ARTICLE 31. PUBLIC INFORMATION The Recipient will insure that all information collected, assembled or maintained by the apphcant relative to th~s project shall be available to the public during normal business hours m compliance with Texas Government Code, Chapter 551 unless otherwise expressly provided by law ARTICLE 32. OPEN MEETINGS The Recipient will comply w~th Texas Government Code, Chapter 552, which rcqmres all regular, special or called meetings of governmental bodies to be open to the public, except as otherwise provided by law or specifically pertmtted in the Texas Constitution 15 ARTICLE 33. INDEMNIFICATION A The Rec~pient shall indemnify and save harmless the State from all clmms and liability due to activities of its agents, employees or volunteers performed under this agreement and which result from an error, onusslon or neghgent act of the Recipient or of any person employed by the Recipient B The Recipient shall also save harmless the State from any and all expenses, including attorney fees, which nught be incurred by the State in htlgatlon or otherwise resisting said claim or hablht~es which might be imposed on the State as a result of activities by the Recipient, its agents, employees or volunteers C. The Recipient agrees to protect, indemnify, and save harmless the State from and against all clmms, demands and causes of action of every kind and character brought by any volunteer or employee of the Recipient agmnst the State due to personal injuries and/or death to such employee resulting from any alleged negligent act, by etther commission or omission on the part of the Recipient or the State D The Recipient acknowledges that ~t ~s not an agent, servant or employee of the State and that ~t ~s responsible for its own acts and deeds and for those of its agents, employees or volunteers during the performance of the Grant Agreement ARTICLE 34 INTELLECTUAL PROPERTY RIGHTS If any invention, improvement or discovery of the Recipient or any of ~ts subcontractors ~s conceived or first actually reduced to practice ~n the course of or under th~s grant, which invention, improvement or discovery may be patentable under the Patent Laws of the Umted States of America or any foreign country, and ff smd ~nvent~on, improvement or d~scovery has not already become the property of the State, the Recipient shall ~mmed~ately not~fy the State and prowde a detmled report The rights and respons~blhtles of the State, the Recipient, any subcontractor and the Umted States Government w~th respect to such ~nventlon will be determined in accordance with applicable laws, regulations, pohc~es and any wmvers thereof Further, the Recipient shall comply with the provisions of 41 CFR, Part 1-9 The State and the U S Department of Transportation shall have the royalty-free, non-exclusive and trrevocable right to reproduce, publish or otherwise use, and to authorize others to use the work for government purposes ARTICLE 35. COMPLIANCE WITH LAWS The Recipient shall comply with all federal, state and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any courts or administrative bodies or tribunals in any matter affecting the performance of th~s grant, ~ncludmg w~thout limitation workers' compensation laws, mlmmum and maximum salary and wage statutes and regulatmns, nond~scnnunation laws and regulations, and licensing laws and regulations When reqmred, the Recipient shall furmsh the State w~th satisfactory proof of comphance therewith ARTICLE 36 NONCOLLUSION The Recipient warrants that it has not employed or retmned any company or person, other than a bona fide employee working for the firm, to sohc~t or secure this grant, and that ~t has not pard or agreed to pay any company or person, other than a bona fide employee, any fee, comm~ssmn, 16 ARTICLE 36. NONCOLLUSION (cont) percentage, brokerage fee, gift or any other consideration contingent upon or resulting from the award or malang of this grant If the Recipient breaches or wolates th~s warranty, the State shall have the right to annul this agreement w~thout hablhty or, in its d~scretmn, to deduct from the grant price or consideration, or otherwise recover, the full amount of such fee, commission, brokerage fee, gift, or contingent fee ARTICLE 37. RESTRICTIONS ON LOBBYING Pursuant to Section 31 U S C 1352, 49 CFR Part 19 and 49 CFR Part 20, Contractors who apply or b~d for an award of $100,000 or more shall file the certification reqmred by 49 CFR Part 20 which generally prohib~ts recipients of federal funds from using those momes for lobbying purposes When apphcable, the Recipient will furnish the State the reqmred certification ARTICLE 38 SUSPENSION AND DEBARMENT The terms of the Department of Transportation regulation, "Suspension and Debarment of Partm~pants in DOT Financial Assistance Programs," set forth ~n ExecuUve Order 12549 and implemented by 49 CFR Part 29, are apphcable to th~s Grant Agreement Furthermore, any Recipient employed by the Recipient ~s also bound by the terms of 49 CFR Part 29 and must complete a Lower T~er Partmlpant Debarment Certification The Remp~ent warrants that the debarment certification furmshed as part of the apphcaUon is current and vahd ARTICLE 39. NONDISCRIMINATION The Recipient shall comply w~th the nondiscnmmat~on provis~on attached hereto and labeled Attachment C, Nondiscrimination ARTICLE 40. DELINQUENT TAX CERTIFICATION Pursuant to Artmle 2 45 of the Business Corporation Act, Texas Clwl Statutes, which prohibits the State from awarding a contract to a corporation that ~s dehnquent m paying taxes under Chapter 171, Tax Code, the Recipient hereby certifies that a ~s not delinquent m its Texas franchise tax payments, or that ~t ~s exempt from or not subject to such tax A false statement concerning the Rec~p~ent's franchise tax status shall constitute grounds for cancellation of the Grant Agreement at the sole option of the State ARTICLE 41. PROGRAM INCOME A. Except for income from royalties and proceeds from the sale of real property or eqmpment, the Recipient shall retmn program income and apply such income to allowable capital or operating expenses Program ~ncome from royalties and proceeds from sale of real property or eqmpment shall be handled as specified m 49 CFR 18 34 (Copyrights), 49 CFR 18 31 (Real Property) and 49 CFR 18 32 (Equipment) B. The Rec~pient shall comply w~th standards governing the receipt and apphcat~on of program income as set forth m 49 CFR 18 25, Program Income Program income means gross income received by the Recipient directly generated by a grant supported activity, or earned only as a result of th~s Grant Agreement during the t~me period specified m Artmle 1, Grant Period 17 ARTICLE 41. PROGRAM INCOME(cont.) C. Program income includes income from fees for serwces performed, from the use or rental of real or personal property acqmred w~th grant funds, from the sale of commodities or ~tems fabricated under a Grant Agreement, and from payments of pnnmpal and interest on loans made w~th grant funds Except as otherwise prowded ~n federal regulations, program ~ncome does not include grant funds, rebates, credits, d~scounts, refunds, and the interest earned on any of these receipts ARTICLE 42. SUCCESSORS AND ASSIGNS The Recipient b~nds h~mself, h~s successors, assigns, executors and admImstrators In respect to all covenants of this agreement The Recipient shall not s~gn, sublet or transfer his interest ~n th~s agreement w~thout the written consent of the State ARTICLE 43. LEGAL CONSTRUCTION In case any one or more of the provisions contained in this agreement shall for any reason be held to be ~nval~d, illegal or unenforceable m any respect, such invalidity, illegality orunenforceabIlIty shall not affect any other prows~on thereof and th~s agreement shall be construed as ~f such invalid, illegal or unenforceable prows~on had never been contmned herein ARTICLE 44. CHANGES IN FEDERAL REGULATIONS As a recipient of federal funds, the Remp~ent is reqmred to comply with all apphcable FTA regulations, policies, procedures and d~rect~ves, including without hnutat~on those listed directly or by reference m the agreement (Form FTA MA (2) dated October, 1995) between Purchaser and FTA, as they may be amended or promulgated from time to time during the term of this Grant Agreement Reclplent's failure to so comply shall constitute a material breach of this Grant Agreement ARTICLE 45. PRIOR AGREEMENTS This agreement constitutes the sole and only agreement of the parties hereto and supersedes any prior understandings or written or oral agreements between the parties respecting the public transportation grant specifically authorized and funded under this agreement ARTICLE 46. INCORPORATION OF FEDERAL REQUIREMENTS This Grant Agreement includes terms and conditions required by the U S Department of Transportation All contractual provisions reqmred by the U S Department of Transportation, as set forth m FTA C~rcular 4220 1D, dated April 15, 1996, are hereby incorporated by reference Notwithstanding anything here~n to the contrary and except as provided in State law, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contmned m th~s agreement The Recipient shall not perform any act, fail to perform any act, or refuse to comply w~th any State request which would cause the State to be m violation of federal terms and conditions or state law 18 ARTICLE 47. SPECIAL PROVISIONS FOR CONSTRUCTION AND REPAIR A Work Hoars and Safety Standards Act The Recipient agrees to comply with Sections 103 and 107 of the Contract Work Hours and Safety Standards Act (40 U S C Part 327-330) as supplemented by Department of Labor regulations (29 CFR, Part 5) B. Copeland "Anti-Kickback" Act The Recipient agrees to comply with the Copeland "Anti~Kickback" Act (18 U S C 874) as supplemented in Department of Labor regulations (29 CFR, Part 3) C. Davis-Bacon Act The Recipient agrees to comply with the provisions of the Davis-Bacon Act (40 U S C 276a- 276a-5) as supplemented by Department of Labor regulations (29 CFR, Part 5) D. Relocation and Land Acquisition The terms of the U S Department of Transportation regulations "Uniform Relocation and Real Property Acquisition for Federal and Federally Assisted Programs" 49 CFR Part 25 am applicable to this Grant Agreement E Insurance and Bonding The Recipient shall comply with insurance and bonding requirements as established in 49 CFR Part 18 F Signs The Recipient shall cause to be erected at the site of construction, and maintained during construction, signs satisfactory to the State and the U S Department of Transportation identifying the project and indicating that the Government is participating in the development of the project G Seismic Safety The Recipient agrees that any new building or addition to an existing building will be designed and constructed in accordance with the standards for Seismic Safety required in U S Department of Transportation Seismic Safety Regulations 49 CFR Part 41 and will certify to compliance to the extent required by the regulation The Recipient also agrees to ensure that all work performed under this Grant Agreement including work performed by a subcontractor is in compliance with the standards required by the Selsnuc Safety Regulations and the certification of compliance issued on the project 19 ARTICLE 48. SIGNATORY WARRANTY The undersigned signatory for the Recipient hereby represents and warrants that he/she is an officer of the organization for which he/she has executed th~s agreement and that he/she has full and complete authority to enter into this agreement on behalf of the orgamzatmn IN TESTIMONY WHEREOF, the part~es hereto have caused these presents to be executed m duphcate counterparts THE STATE OF TEXAS Certlhed as being executed for the purpose and effect of activating and/or carrying out the orders, estabhshed pohmes, or work programs heretofore approved and authorized by the Texas Tranao~at~on Commission under the authority of M~nute Order 107220 By t -~ ~ ~ ~J'kg°~nn---Jay ls~ Entlneer R Nels RECIPIENT The C~ty Of Denton Date Typed or Printed Name and T~tle 20 F,x ,0 . ATTACHMENTA Pro~es~ Budge~ The chart below Lndicates how the state urbanized ~ransportat~on funds will be applied by lane ~tem and in what amounts those amounts w~ll be used as the ma=chang share (3) Project Fundang Description These funds are requesue~ ~o assast wl~h the operataon of the C~y of Denton's public transportation system f~r the 1998 f~scml year SPAN operates four fixed rou~es and complementary paratransit service Monday through Friday from 61=00 a ~. - 7.00 p.m and on Saturday's from 9-00 a.m. - 3'00 al.m. The service does not run on Sunday or on holidays obssr~.ed for New Year's Day, Martin Luther King, Jr. Day, M~moraal Da~, Independence Day, Labor Day, Thaakegaving Day, d~yaf~sr Thanksgaving, ChrastmasEve, and Chris,mas Day The fare oCrucuure as as £ollows= Adults $ Children 6 - 18 $ so Children under 6 Free Seniors and Persons with Dlsabalities $-35 Transfers Free OZone Action Days $ 25 The capital funds requested under thas grant are expected to be used for purchase of maintenance cools, equipment and fac~lities, in addition to shelters/benches and replacemenc transit buses (4) Al co~ of the FY 98 federal grant applicataon wall be forwarded when submitted to the FTA