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1997-351 O =A CE O AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE A GRANT AND SUBSEQUENT AMENDMENTS WITH THE U S DEPARTMENT OF TRANSPORTATION FEDERAL TRANSIT ADMINISTRATION FOR PROJECT NO TX-90-X416, A GRANT AUTHORIZED BY 49 U S C {}5307, AND PROVIDING AN EFFECTIVE DATE WHEREAS, the Secreta_ty of Transportation is authonzed to award wants for a mass transportation program of projects and budget, and WHEREAS, the City has been advised by the U S Department of Transportation Federal Transit Adrmmstration that its apphcatlon for an urbamzed grant authorized by 49 U S C §5307 has been approved ,n the maxwnum amount of $369,451, and has requested the City to execute the Grant Agreement, and WHEREAS, the Grant Agreement, winch incorporates the Federal Transit Adrmmstratioffs Master Agreement, will impose certain obhgations upon the applicant, such as the City of Denton, including the prowslon by it of the local share of the project costs m the program, and WHEREAS, the U S Department of Transportation requtres, m accordance w~th the prowslons of Titles VI and VII of the Clwl Raghts Act of 1964, as amended, that the apphcant give an assurance that it will comply w~th Title VI of the Civil R~ghts Act of 1964 and the Department of Transportation requtrements thereunder, and WHEREAS, it is the goal of the apphcant that disadvantaged busmass enterprises be utlhzed to the fullest extent posmble in connection w~th the project, and that defimte procedures shall be estabhshod and adrmmstered to ensure that disadvantaged businesses shall have mararnum construction contracts, supphes, equipment, contracts, or consultant and other services, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION I That the City Manager is authorized to execute a grant and subsequent amendments on behalf of the City of Denton, Texas, vath the U S Department of Transportation, relating to Project No TX-90-X416 to md in the financing of capital and operating assistance projects pursuant to 49 U S C §5307 SECTION II That the City Manager is authorized to execute and file an assurance or any other document required by the U S Department of Transportation effectuating the purpose of T~tles VI and VII of the Civil Paghts Act of 1964 SECTION III That the City Manager or bas designee is authorized to furmsh such adchtional mformat~on, assurances, or certifications as the U S Department of Transportation may require in connection with the program of pro~ects SECTION IV That the City Manager is authorized to set forth and execute disadvantaged business enterprise pohcles m connecUon w~th the program of projects and budget agreement requtred by the Grant SECTION V. That the City Manager is authorized to execute a grant agreement, in substantially the form of the attached Grant Agreement, winch is incorporated as a part of thts ordinance, along w~th any other agreement documents necessary to secure the grant on behalf of the City of Denton, Texas w~th the U S Department of Transportation for md m the linanclng of the capital, and operating assistance program of projects and budget, and to expend the necessary funds as may be reqmred by the condition of the grant SECTION VI That th~s ordinance shall become effective immediately upon as passage and approval PASSED AND APPROVED tbas thed~-'qt dayof ,,].~/~t~/'- ,1097 JACK MILLER, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY AP~0VED~AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY PAGE 2 UNITED STATES OF AMERICA DEPARTMENT OF TRANSPORTATION FEDERAL TRANSIT ADMINISTRATION MASTER AGREEMENT For Federal Transit Admm~stratmn Grants or Cooperative Agreements authorized by 49 U.S C. §§ ~.~01 .~ e.~.q, T~tle 2.~, U S C (H~ghways), the National Capital Transportation Act o, 1969, as amended, the Intermodal Surface Transportation Efficiency Act of 1991, as amended, or other Federal enabling legislation FTA MA(4) October ,1, 1997 TABLE OF CONTENTS Section 1 Definitions 6 Secnon 2 Project Implementation 8 a Effective Date 8 b General Reqmrements 9 c U S DOT Administrative Requirements 9 d Apphcatlon of Federal, State, and Local Laws and Regulations 9 e Reciplent's Primary Responslbdity to Comply With Federal Requirements 10 f Reciplent's Responsibility to Extend Federal Reqmrements to Other Entrees 11 g No Federal Government Obligations to Third Parties 1 I h Changed Conditions of Performance (Including Litigation) 12 Section 3 Ethics 12 a Code of Ethics 12 b Debarment and Suspensmn 13 c Bonus or Commission 13 d Lobbying Restrictions 13 e Employee Pohtlcal Activity 13 f False or Fraudulent Statements or Claims 13 Section 4 Federal Financial Assistance 14 a "Net Project Cost" 14 b Other Basis for FTA Pamclpat~on 14 Section 5 Local Share 14 a Restrictions on the Source of Local Share 14 b Duty to Obtain the Local Share 14 c Calculation of Local Share 14 d Reduction of Local Share 1 Section 6 Appro,,ed Project Budget 15 Sectmn 7 Accounting Records 15 a Project Accounts 15 b Funds Received or Made A,,adable for the Project c Documentation of Project Costs and Program Income 15 d Checks, Orders and Vouchers 16 Section 8 Reporting, Record Retentmn and Access 16 a Reports 16 b Record Retention 16 c Access to Records 16 d Project Closeout 16 Secnon 9 Payments 16 a Rec~pient's Request for Payment 17 b Payment b5 FTA 17 c Costs Reimbursed 19 d Bond Interest and Other Financing Costs 20 e Excluded Costs 20 f Federal Clmms Excess Payments and Disallowed Costs (Including Interest) 21 FTA MA(4) 10-1-97, Page 2 TABLE OF CONTENTS (CONTINUED) Sectmn 9 g De-obhgat~on of Funds 22 Section 10 ProJect Complenon, Non-Federal Au&ts, Settlement and Closeout 22 a ProJect Completmn 22 b Audit of Remp~ents 22 c Funds Due the Federal Go,,ernment 22 d Project Closeout 22 Sectton l 1 Poght of the Federal Government to Terminate 23 Secnon 12 Preference for Umted States Products and Ser~lces 23 a Buy America 23 b Cargo Preference 23 c Fly America 23 Secnon 13 Relocanon and Land Acqms~non 24 Secnon 14 Smsm~c Safety 24 Section 15 Procurement 24 a Federal Standards 24 b Project Approval/Thtrd ParD Contract Appro,,al 24 c FTA Techmcal Rewew 24 d Exclusionary or D~scnm~nator~ Spec~ficanons 24 e Bus Seat Speoficanons 24 t Use of Federal Supply Schedules 24 g Preference for Recycled Products 24 h Geographic Restncnons 2q ~ ,krch~tectural Engineering Design or Related Serx~ces 2$ j Force Account 2s k Award to Other Than the Lov~est B~dder 25 I Rolhng Stock 25 m Bonding 25 n Nonficanon of Federal Pamc~panon 26 Section 16 Leases 26 a Capaal Leases 26 b Leases ln~ol,4ng Cemficates ot Pamc~panon 26 c Cross-Border Leases 26 Secuon 17 Patent R~ghts 26 a General 26 b Federal R~ghts 26 Secnon 18 R~ghts m Data and Copyrights 27 a Definition 27 b Federal Restrictions 27 c Federal R~ghts m Data and Cop,,nghts 27 d Specml Federal Rights for Planmng Research and Development ProJects 27 e Hold Harmless 28 i' Restrmnons on Access to Patent R~ghts 28 g Apphcat~on to Materials Incorporated into the ProJect 28 FTA MAI4) 10-1-97, Page 3 TABLE OF CONTENTS (CONTINUED) Section 19 Real Property, Equipment, and Supplies 28 a Use of Property 28 b General Federal Requirements 29 c Maintenance 29 d Records 29 e Encumbrance of Project Property 29 f Transfer of Project Property 29 g Disposmon of ProJect Property 30 h M~sused or Damaged Property 31 I Obligations After Project Closeout 31 Section 20 Insurance 31 a Insurance Dunng Construction 31 b Flood Hazards 31 Section 21 ProJect Management for Major Capital Projects 31 Section22 CiwlRaghts 32 a Prohibitions Against D~scnmmat~on ~n Federal Programs 32 b Equal Employment Opportunity 32 c D~sadvantaged Business Enterprise 33 d Access Requirements for Persons with D~sabflmes 33 Secnon 23 Employee Protections 34 a Construction Activities 34 b Activities Not Involving Construction 34 c State and Local Government Employees 35 d Transit Employee Protective Arrangements 35 Section 24 Planning and Private Enterprise 36 a FTA Requirements 36 b Infrastructure Investment 36 Section 25 Environmental Requirements 36 a Enwronmental Protection 36 b gar Quality 37 c Clean Water 37 d Use of Pubhc Lands 37 e Historic Preservation 37 f Mitigation of Adverse Environmental Effects 38 Section 26 Energy Conservation 38 Section 27 State Management and Momtormg Systems 38 Section 28 Charter Service Operations 38 Section 29 School Transportation Operanons 38 Section 30 Metric System 39 Section 31 Substance Abuse 39 a Drug Abuse 39 b Alcohol Abuse 39 FTA MA(4) 10-1-97, Page 4 TABLE OF CONTENTS (CONTINUED) Section 32 State Safety Oversight of Rail Fixed Gmdeway Public Systems 39 Section 33 Special Requirements for Urbanized Area Formula ProJects 39 a Fares and Services 39 b Audit Requirements 40 c Half-Fare Requirements 40 d Procurement of an Associated Capital Maintenance Product 40 e Transit Security 40 f Restrictions on Use of Formula Assistance for Operations 40 g Report,ng Requirements 40 h Criminal Sanctions 40 Section 34 Special Requirements for Formula Projects for the Elderly and Persons with Disabilities 40 a Eligible Subrecipients 41 b State Procedures 41 c Eligible Project Activities 41 d Transfer of Assets 41 Section 35 Special Requirements for Nonurbamzed Area Formula Projects 41 a State Procedures 41 b Eligible Project Activmes 41 c Transfer of Assets 41 d Restrictions on Use of Formula Assistance for Operations 42 e Interc~ty Transportation 42 Section 36 Special Requirements for Research De'~elopment, Demonstration, and Special Studies ProJects 42 a ProJect Report 42 b ProJect Identification 42 Section 37 Special Requirements for a State Infrastructure Bank Project 42 a General Requirements 42 b Latest Requirements Apply 43 c Transit Account Limitations 43 d Limitations on Accessing Federal Assistance m Transit Accounts 43 Section 38 Disputes, Breaches, Defaults, or Other Lmgat~on 43 a Notification to FTA 43 b Federal Interest ,n Recovery 43 c Enforcement 43 d FTA Concurrence 43 e Alternative D~spute Resolution 43 Section 39 Amendments to the ProJect 43 Section 40 Electromc Data Interchange Technology 44 Section 41 Severablhty 44 FTA MA(4) 10-1-97, Page 5 UNITED STATES DEPARTMENT OF TRANSPORTATION FEDERAL TRANSIT ADMINISTRATION MASTER AGREEMENT This Master Agreement encompasses standard terms and conditions governing the administration of a Project supported with Federal financial assistance awarded by the Federal Transit Administration (FTA) through a Grant Agreement or Cooperative Agreement with the Recipient This Master Agreement applies to Federal financial assistance authorized by Federal transit laws codified at 49 U S C §§ 5301 et ~?~q, Title 23, United States Code (Highways), the Intermodal Surface Transportation Efficiency Act of 1991, as amended, or other Federal enabling laws administered by FTA (Pub L No 103-272, July 5, 1994, codified the Federal Transit Act, as amended, as chapter 53 of title 49 of the United States Code, thus requ~nng new citations for Federal transit laws ) FTA and the Recipient understand and agree that not every requirement within this Master Agreement will apply to every Recipient or every Project for which FTA provides financml assistance through a Grant Agreement or Cooperative Agreement The nature of the Project and the section of the statute authorizing financial assistance for the Project will determine which requirements of this Master Agreement apply Any wolat~on of a requirement w~th~n this Master Agreement applicable to the Rec~pient or its Project may result in penalties to the violating party, requirements that do not apply will not be enforced Thus, in consideration of the mutual covenants, promises, and representations hereto, FTA and the Recipient agree as follows Section 1 Definmons a Application means the signed and dated request for Federal financial assistance, including any amendment thereto, with all explanatory, supporting, and supplementary documents filed with and accepted, or approved by the FTA by or on behalf of the Recipient b Approval. Authorization. Concurrence. Waiver means a conscious written statement (whether transmitted by paper or electronically) by an authorized official of the Federal Government granting ~permisslon to the Recipient to perform or omit an action required pursuant to the Grant Agreement or Cooperative Agreement, which action may not be performed or omitted without such permission Unless clearly stated otherwise, an approval, authorization, concurrence, or waiver permitting the performance or omission of a specific action does not constitute permission to perform or omit other similar actions Oral permiss~on or interpretations have no legal force or effect FTA MA(4) 10-1-97, Page 6 c Approved Pr~ect Budget means the most recent statement, approved by the FTA, of the costs of the Project, the maximum amount of Fedeial assistance for which the Recipient is currently eligible, the specific tasks (including specified contingencies) covered, and the estimated cost of each task d Cooperative Agreement means the instrument by which FTA awards Federal assistance to a specific Rec,plent to support a particular Project, and in which FTA takes an active role or retains substantml control, in accordance with 31 U S C § 6305 The Cooperative Agreement consists of the FTA Award establishing the specific parameters of the Project, an Execution statement signed by the Recipient, and may include Special Conditions or Special Requirements, in addition, this Master Agreement is incorporated by reference and made part of the Cooperative Agreement e Federal Government means the United States of America and any execut,ve department or agency thereof f F~deral Transit Admm~stration is the current designation for the former Urban Mass Transportation Adm~mstrat~on Any reference m any law, map, regulation, document, paper, or other record of the United States to the Urban Mass Transportation Administration shall be deemed a reference to the Federal Transit Admlmstration g Federal Transit Administrator is the current designation for the former Urban Mass Transportation Administrator Any reference m any law, map, regulation, document, paper, or other record of the United States to the Urban Mass Transportation Administrator shall be deemed a reference to the Federal Transit Administrator h FTA is the acronym for the Federal Transit Administration one of the operating admimstrations of the U S Department of Transportation (U S DOT) FTA replaces the acronym UMTA i FTA Direct~ve includes any FTA c~rcular, not,ce, order, or guidance providing Information about FTA's programs application processing procedures, and Project management guidelines In addition to FTA d~rect~ves certain U S DOT directives also apply to the Project .I Grant Agreement means the instrument by which FTA awards Federal assistance to a specific Recipient to support a particular Project and in which FTA does not take an active role or retain substantial control m accordance with 31 U S C ~ 6304 The Grant Agreement consists of the FTA Award establishing the specific parameters of the Project, an Execution section signed by the Recipient and may include Special Con&t~ons or Specml Requirements, in addition, this Master Agreement is incorporated by reference and made part of the Grant Agreement k Local Government includes a public transit authority as well as a county, munlcipahty, city, town, township, special d~stnct, council of governments (whether or not incorporated as a private nonprofit orgamzat~on under state law) regional or interstate government entity, or any agency or instrumentality thereof FTA MA(4) I 0- 1-97 Page 7 I Pro_l~ct means the task or tasks, hsted m the Approved Project Budget, and any modifications stated inlthe Conditions to the Grant Agreement or Cooperative Agreement apphcable to the Project For the formula assistance programs for urbanized areas, for the elderly and persons w~th d~sabd~t~es, and nonurbamzed areas, 49 U S C §§ 5307, 5310, and 5311, respectively, the term "Project" encompasses both "Program" and "each Project w~th~n the Program," as the context may require, to effectuate the requirements of the Grant Agreement or Cooperative Agreement m Recipient means any entity that receives Federal assistance d~rectly from FTA to accomphsh the Project The term "Rec~ptent" includes each FTA "Grantee" as well as each FTA Recipient of a Cooperative Agreement Except as FTA permits otherwise, the Recipient is the entire legal entity even though only a single orgamzat~on w~thln that entity is designated as the Recipient m the Grant Agreement or Cooperative Agreement n Secretary_ means the U S DOT Secretary, including his or her duly authorized designee o Subagreement means an agreement by which a Recipient awards financial assistance derived from FTA to the subrec~plent as defined ln Subsectlon 1 p ofthls Master Agreement below The term "subagreement" also ~ncludes the term "subgrant," but does not include "third party contract" or "third party subcontract" p Subrec~pient means any entity that receives Federal assistance awarded by an FTA Recipient, rather than FTA directly The term "subrec~pient" also includes the term "subgrantee," but does not ~nclude "third party contractor" or "third party subcontractor" q Third Party Contract means a contract or purchase order awarded by the Recipient or subrec~plent to a vendor or contractor, financed m whole or m pan w~th Federal assistance awarded by FTA r Third Party Subcontract means a subcontract at any t~er entered into by the third party contractor or third party subcontractor, financed m whole or in part with Federal asststance originally derived from FTA s Transit means transportation by a conveyance, either publicly or privately owned, that provides regular and continuing general or special pubhc transportation to the pubhc, but does not include school bus, charter, or s~ghtseemg transportation The term "transit" also includes "mass transportation" and "public transportation" t U S DOT ~s the acronym for the United States Department of Transportation, including its operating administrations Section 2 Project Implementation a Effective Date The effective date of the Grant Agreement or Cooperative Agreement is the Obhgat~on Date on which the FTA's Authorized Official signs the FTA Award m the Grant FTA MA(4) 10-1-97, Page 8 Agreement or Cooperative Agreement The effective date of any Amendment Is the Obligation Date on which the FTA's Authorized Official s~gns the FTA Award for that Amendment b General Requirements The Recipient agrees to maintain or acquire sufficient legal, financial, and technical capacity to undertake and complete the Project, and provide for the use of Project faeditles and equipment, m accordance with the terms of the Grant Agreement or Cooperative Agreement, the Approved Project Budget, the Project schedules, the Reclplent's annual certifications and assurances to FTA, and all applicable Federal laws, regulations, directives, and published policies The "Project Description" in the FTA Award section of the Grant Agreement or Cooperative Agreement describes the Project or Projects to be funded by that Grant Agreement or Cooperative Agreement The Federal law or laws authorizing Project approval identified in the FTA Award secnon of the Grant Agreement or Cooperative Agreement control Project implementation c U S DOT 'dmmlstrat~ve Reqmrements The Recipient acknowledges that Federal administrative requirements d~ffer for the various types of ent~tles receiving Federal assistance as follows (1) A Recipient that ~s a state, local or Indian tribal government agrees to comply with U S DOT regulations, "Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments," 49 C F R Part 18 (2) A Reop~ent that ~s an restitution of h~gher education or a nonprofit organization agrees to comply with U S DOT regulations "Umform Admlnlstran~,e Reqmrements for Grants and Agreements w~th lnsntut~ons of H~gher Education Hospitals and Other Non-profit Organizations," 49 C F R Part 19 (3) A Recipient that is a private for-profit orgamzat~on agrees to comply with the "Uniform Administrative Reqmrements for Grants and Agreements with Institutions of Higher Education, Hospitals, and Other Non-profit Orgamzat~ons," 49 C F R Part 19 d Application of Federal, State, and Local Laws and Regulations (1) Federal Laws and Regulatmns The Recipient acknowledges that Federal laws, regulations, pohcles, and related adm~mstranve pracnces applicable to the Project on the date the authorized FTA official signs the Grant Agreement or Cooperative Agreement may be modified from time to time The Recipient agrees that the most recent of such Federal requirements will govern the admlmstratlon of the ProJect at any partxcular t~me, except if FTA issues a written determination otherwise Such written determlnanon m~ght take the form ora Special Condition or Requirement w~thm the Grant Agreement or Cooperative Agreement or a letter signed by the Federal Transit Administrator, the language of which modifies or otherwise conditions the text of a particular provision of this Master Agreement Specifically, new Federal laws, regulations, pOhcles, and administrative practices may be promulgated after the date when the Recipient executes the Grant Agreement or Cooperative Agreement, and may, by their terms, apply to that Grant Agreement or Cooperative Agreement To achieve comphance w~th changing Federal FTA MA(4) I 0-1-97, Page 9 requirements, the Recipient agrees to Include notice m each agreement with each subreclplent and with each third party contractor under the Project that Federal requirements may change and the changed requirements will apply to the project as requ;red, unless the Federal Government determines otherwise All standards or limits within this Master Agreement to be observed in the performance of the Project are minimum requirements, unless modified by FTA The Master Agreement has no expiration date and remains in el~ect even If certain provisions thereln are modified or superseded by subsequent Federal requirements (2) St~t¢ or Terntonal Law and Local Law Except to the extent that a Federal statute or regulation preempts state or temtonal law, nothing in the Grant Agreement or Cooperative Agreement shall require the Recipient to observe or enforce comphance with any provision thereof, perform any other act, or do any other thing in contravention of any state, territorial law or local law, therefore, if any of the provisions of the Grant Agreement or Cooperative Agreement violate any state, temtorlal, or local law, or ifcomphance with the provisions of the Grant Agreement or Cooperative Agreement would require the Recipient to violate any state, temtonal, or local law, the Recipient agrees to notify FTA immediately in writing to permit FTA and the Recipient to make appropriate and arrangements to proceed with the Project as quickly as possible e Rec!plent's Primary_ Responslb~hty to Comply w~th Federal Requirements Irrespective of participation of other parties in the Project, the Recipient continues to remain responsible to FTA for compliance with all Federal requirements imposed by Federal statute, regulations, executive orders, directives, published policies, this Master Agreement and the Grant Agreement or Cooperative Agreement for the ProJect -- (1) iSlgmficant Participation by a Third Party Contractor Although the Recipient may enter into a third party contract in which the third party contractor agrees to provide property or services m support of the project, or even carry out Project activities normally performed by the Recipient (such as in a turnkey contract), the Recipient continues to remain responsible to FTA for compliance (2) Significant Participation by a Subreoplent Although the Recipient may delegate any or almost all project responsibilities to one or more subrec~p~ents, the Recipient continues to remain responsible to FTA for comphance (3) Exceptions The Recipient, however, ~s reheved ofcomphance with Federal responsibilities in the following two circumstances i(a) when the Designated Recipient o£ urbamzed area formula funds authorized for 49 U S C § 5307 has entered into a Supplemental Agreement with FTA and a grantee covering the Project, the Designated Recipient is not responsible to FTA for comphance with Federal requirements in connection with the Project or ~(b) when the Federal Government, through appropriate official action, reheves the Recipient of a portion o~'or all responslbihty to the Federal Government FTA MA(4) 10-1-97, Page 10 f Remp~ent's Responslb,hty to Extend Federal Reqmrements to Other Entities (1) Entities Affected Only signatones to the Grant Agreement or Cooperative Agreement for the Project are part,es to that agreement To achieve compliance with certain Federal laws, regulations, or d~rectlves, however, other entities participating m the Project, such as subrectplents and third party contractors wdl necessarily be affected Accordingly, the Rec,ptent agrees to take appropriate measures necessary to ensure comphance by all entities partmlpat~ng m the Project with those Federal reqmrements applicable to their performance (2) Documents Affected The extent to which a specific Federal requtrement affects entities participating m the Project is determined by the provtsions of the Federal statutes, regulations, and dtrectives establishing that Federal reqmrement, as well as the prowslons of 49 C F R Part 18 or 49 C F R Part 19 Accordingly, the Rec~pient agrees to include provisions adequate to ensure comphance of participating entities w~th Federal requirements, and to require its third party contractors and subreciplents to include in each lower tier subcontract and subagreement financed in whole or in part w~th financial assistance provided by FTA under the Grant Agreement or Cooperative Agreement provisions adequate to impose apphcable Federal requtrements Below are addmonal requirements (a) Third Party Contracts Because Project activities performed by a thtrd party contractor must be camed out ~n accordance w~th Federal reqmrements, the Recipient agrees to include appropriate clauses in each third party contract stating the third party contractor's respons~bd~nes under Federal law, regulatmn, or d~recnve, including any necessary provisions requmng the third party contractor to extend apphcable reqmrements to ~ts sul:contractors to the lowest her necessary When the third party contract reqmres the third party contractor to undertake primary respons~btlmes for the Project usually performed by the Recipient directly, the requirements apphcable to the Recipient imposed by this Master Agreement and the Grant Agreement or Cooperative Agreement for the Project must be included m that third party contract and extended throughout each ncr to the extent appropriate Additmnal guidance pertaining to third party contracting is contained in the FTA Best Practices Procurement Mgrt~l~] Be aware, however, that the FTA Best Practices Procurement Manual focuses mainly on the procurement process and may omit certmn Federal requirements applicable to the work to be performed (b) Subagreements Because ProJect act~vmes performed by a subrecipient must be carried out in accordance w~th Federal reqmrements, the Recipient agrees to include appropriate clauses in each subagreement stating the subrec~p~ent's responsibflmes under Federal law, regulatmn, or d~recnve, including any necessary prows~ons reqmrmg the subrecipient to impose applicable Federal reqmrements on ent~t~es to the lowest tier necessary When the subagreement requires the subreclptent to undertake primary respons~bdales for the Project usually performed by the Recipient directly, the reqmrements apphcable to the Recipient tmposed by this Master Agreement and the Grant Agreement or Cooperative Agreement for the Project must be included ~n that subagreement and extended throughout each t~er to the extent appropriate g No Federal Government Obhgat~ons to Third Part~es The Recipient agrees that, absent the Federal Government's express written consent, the Federal Government shall not be subject to any FTA MA(4) I 0-1-97, Page l I obhgattoOs or habtlmes to any subreciplent, any third party contractor, or any other person not a party to the Grant Agreement or Cooperative Agreement ,n connection with the performance of the Project Notwithstanding any concurrence prowded by the Federal Government tn or approval~ of any sohc~tatlon, subagreement, or third party contract, the Federal Government contmue~ to have no obhgatlons or habthties to any party, ~ncludmg the subreclp~ent and third party coatractor h Changed Condmons of Performance (Including Lmgat~on) The Recipient agrees to notify FTA ~mmed~ately of any change m local law, condmons (such as ~ts legal, financial, or techmcal capacity), or any other event that may s~gmficantly affect the Rectplent's ab,l,ty to perform the Project m accordance wtth the terms of'the Grant Agreement or Cooperative Agreement In addition,I the Rec~p;ent agrees to not~fy FTA ~mmedlately of any decision pertaining to the Reclpient's conduct of lmgat~on that may affect the Federal Government's mterests in the Project or the Federal Government's admm~stration or enforcement of Federal laws or regulations Before the Recipient may name the Federal Government as a party to litigation for any reason, in any forum, the Recip~ent agrees to reform FTA Sectton 3 Ethics a Code of Ethics The Recipient agrees to maintain a written code or standards of conduct that shall govern the performance or,ts officers, employees, board members, or agents engaged m the award and admimstrat~on of third party contracts or subagreements supported by Federal assistance The code or standards shall provide that the Rec~plent's officers, employees, board member~, or agents may neither sohe~t nor accept gratumes, favors, or anything of monetary value from any present or potential contractor or subrec~p~ent The Rec~p;ent may set minimum rules where the financial interest ~s not substantial, or the g~t~ ~s an unsohc~ted ~tem of nominal intrinsic ~value As permitted by state or local law or regulat;ons, the code or standards shall include penalties, sanctions, or other d~sc~phnary acttons for violations by the Rectplent's officers, employe~s, board members, or their agents, or by contractors or subrec~p~ents or their agents (1) !Personal Conflicts of Interest The Rec~plent's code or standards of conduct shall prohibit ithe Rec~p~ent's employees, officers, board members or agents from participating m the selection, award, or administration of a third party contract or subagreement supported by Federal funds ~f a real or apparent conflict oflnterest would be revolved Such a conflict would arise when any of the following part,es has a financial or other interest m the entity selected for award (a) an employee, officer, board member, or agent, (b) any member of his or her immediate family, (c) his or her partner, or (d) an orgamzat~on that employs, or intends to employ, any of the above (2) Orc, amzattonal Confl;cts of Interest The Rec~p~ent's code or standards of conduct must include procedures for ~dent~fymg and preventing real and apparent organizational confl ets of mterest An orgamzat~onal conflict of interest exists when the nature of the work to be performed under a proposed third party contract or subagreement may, w~thout some restrictions on future act~vmes, result in an unfair competitive advantage to the third party contractor or subrec~p~ent or ~mpatr ;ts object,wry m performing the contract work FTA MA(4) 10-1-97, Page 12 b Debarment and Suspension The Recipient agrees to comply with the reqmrements of Executive Orders Nos 12549 and 12689~ "Debarment and Suspension," 31 U S C § 6101 note, and U S DOT regulations on Debarment and Suspension at 49 C F R Part 29 c Bonus or Comm~ss,on The Rec,p,ent affirms that ~t has not prod, and agrees not to pay, any bonus or commission to ob,mn approval of ~ts Federal assistance apphcatlon for the Project d Lobbying Restnct,ons The Rec,p,ent agrees to (1) Refrain from using Federal ass,stance funds to support Iobby,ng, and (2) Comply with apphcable reqmrements of 31 U S C § 1352 and U S DOT regulat,ons, "New Restncnons on Lobbying," 49 C F R Part 20, mod,fled as necessary by section 10(b) of the Lobbying D~sclosure Act of 1995 (which amends 31 U S C § 1352) e Employee Poht~cal Acuvny To the extent apphcable, 5 U S C §§ 1501 through 1508 (Hatch Act) and Office of Personnel Management regular,ohs, "Polmcal Acuv, ty of State or Local Officers or Employees," 5 C F R Part 151, apply to state and local agencies and their officers and employees The Hatch Act restricts the polmcal acUwty of an individual prmc,pally employed by a state or local execunve agency m connect,on w~th a program financed m whole or in part by a Federal loan, grant, or cooperative agreement However, the Hatch Act does not apply to a nonsuperv,sory employee of a transit system (or of any other agency or enmy performing related funcUons) receiving FTA assistance to whom the Hatch Act does not otherw, se apply f False or Fraudulent Statements and Claims The Recipient acknowledges and agrees as follows (1) The Recipient acknowledges that the requirements of the Program Fraud C,wl Remedies Act of 1986, as amended, 31 U S C §§ 3801 e_t se~q and U S DOT regulat,ons, "Program Fraud C,vil Remedies," 49 C F R Part 31, apply to ~ts actions pertmnmg to the Project Accordingly, by s~gmng the Grant Agreement or Coot~erat~ve Agreement, the Recipient certifies or affirms the truthfulness and accuracy of any statement ~t has made ,t makes, or ~t may make pertam,ng to the Project covered by the Grant Agreement or Cooperanve Agreement In addmon to other penalues that may be apphcable, the Rec,p,ent also acknowledges that ,f,t makes a false, fict,nous, or fraudulent claim, statement, subm,ss~on, or cert~ficanon, the Federal Government reserves the right to ,repose the penalties of the Program Fraud C,wl Reined,es Act of 1986, as amended on the Recipient to the extent the Federal Government deems appropriate (2) The Recipient also acknowledges that ff~t makes a false ficnt~ous, or fraudulent claim, statement, submission, or certification to the Federal Government tn connecnon w~th an urban,zed area formula project financed w,th Federal assistance authorized by 49 U S C § 5307, the Government reserves the right to ,repose on the Rec,p~ent the penalnes of 18 U S C § 1001 and 49 U S C § 5307(n)(1), to the extent the Federal Government deems appropriate FTA MA(4) 10-1-97, Page 13 Section 4 Federal Financial Assistance The Recipient acknowledges and agrees that FTA will provide Federal financial assistance admlmstered by FTA for the ProJect equal to the smallest of the following amounts (a) the maximum amount permitted by Federal law and regulatmns, (b) the amount designated m the Grant Agreement or Cooperative Agreement as "Maximum FTA Amount Approved," or (e) the amount calculated in accordance with the "Maximum Percentage(s) of FTA Parttclpatton," shown on the Grant Agreement or Cooperative Agreement FTA's obhgat~on to make Federal assistance paymenl~s ts hmited to the amounts ~ncluded m the Approved Project Budget The basis upon which FTA determines the "Maximum FTA Amount Approved" ts ~denttfied as the "Estimated Ehg~ble ProJect Cost" and ~s included in the Grant Agreement and the Cooperative Agreement a "Net Pro_lect Cost" For any Project required by FTA or Federal law to be financed on the basis oflts "Net Project Cost" as defined within 49 U S C § 5302, FTA intends to assist the Recipient in financmg that portion of the Project that cannot reasonably be financed from the Reciplerlt's revenues, i e, "Net Project Cost" of the Project Accordingly, the amount listed as "Estimated Eligible ProJect Cost" will be the "Estimated Net Project Cost" on whmh FTA wdl calculat~ the amount of Federal assistance to award for the ProJect b Other Basis for FTA Participation For any project not reqmred by FTA or Federal law to be financed on the basis of its "Net ProJect Cost" as defined w~thln 49 U S C § 5302, FTA intends to assist the Recipient tn financing all or pan of the cost of the Project Accordingly, the amount hsted as "Estimated Ehg~ble Project Cost" ~dl be the bas~s on whmh FTA will calculate the amount of Federal assistance to award for the Project Secnon'5 Local Share If FTA requires the Recipient to provide a local share for the Project financed under the Grant Agreement or Cooperative Agreement, the Rec~pmnt agrees as follows a Restrictions on the Source of Local Share Except as permitted otherwise by Federal law, the Rectpleht agrees to provide sufficient funds or approved m-kind resources that, together with the Federal 'financial assistance awarded, will assure payment of the actual cost of each project covered by the Grant Agreement or Cooperative Agreement The Recipient agrees that no funds provided will be derived from receipts from using the Project fac~httes or eqmpment, revenues of the transit system in which such facilities or eqmpment are used or other Federal funds b Duty to Obtain Local Share Except as otherwise approved by FTA, the Recipient agrees to complete all proceedings necessary to prowde the local share of the Project costs at or before the time thOse funds are needed to meet Project expenses c Calgulation of Local Share Ihe Recipient agrees that the local share will be calculated on a proJect,by-project bas~s for each project covered by the Grant Agreement or Cooperative Agreement FTA MA(4) 10-1-97, Page 14 d Reduction of Local Share The Recipient further agrees that a refund or reduction of the local share may be made only ~f a refund of a propomonal amount of the Federal financial assistance is made to the Federal Government at the same t~me, unless the Federal Government expressly approves otherwise m writing Section 6 Approved Project Budget The Recipient agrees to prepare project budget which, upon approval by FTA, is referred to as the Approved Project Budget Any amendment awarding additional Federal financial assistance requires a new Approved Project Budget The Approved ProJect Budget may also be revised as permitted by and in conformance with applicable Federal requirements An amendment to the Approved ProJect Budget shall reqmre the issuance of a formal amendment to the Grant Agreement or Cooperative Agreement, except that a re-allocation of funds among budget items or fiscal years that does not increase the total amount of the Federal financial assistance awarded may be made in accordance with applicable Federal circulars and regulations The Recipient agrees to incur obllganons and make disbursements of ProJect funds only as authorized m the latest Approved ProJect Budget The latest Approved ProJect Budget is incorporated herein by reference and made part the Grant Agreement or Cooperative Agreement for the Project Section 7 Accounting Records a Project Accounts The Recipient agrees to estabhsh and maintain for the Project either a separate set of accounts, or separate accounts within the framework of an established accounting system that can be ~dennfied with the ProJect m accordance with 49 C F R § 18 20 or 49 C F R § 19 21, whichever ~s apphcable The Recipient agrees that all checks, payrolls, invoices, contracts, vouchers, orders or other accounting documents related in whole or in part to the Project shall be clearly ~dent~fied, readily accessible and avadable to FTA upon ~ts request, and, to the extent feasible kept separate from documents not related to the ProJect b Funds Received or Made Available for the Project The Recipient agrees to record in the ProJect Account, and deposit ~n a financial mst~tut~on, all ProJect payments it receives from the Federal Government pursuant to the Grant Agreement or Cooperative Agreement and all other funds provided for, accruing to, or otherwise received on account of the ProJect (proJect funds) in accordance with apphcable prows~ons of 49 C F R § 18 21 or 49 C F R § 19 22 The Recipient is encouraged to use financial ~nsntut~ons owned at least 50 percent by minority group members c Documentation of Project Costs and Program Income All costs charged to the ProJect, including any approved services contributed by the Recip~ent or others, shall be supported by properly executed payrolls, time records mvmces contracts, or vouchers describing in detail the nature and propriety of the charges The Recipient also agrees to maintain accurate records of all program income derived from ~mplementat~on of the Project, th~s requirement, however, does not apply to certain Rec~pient income determined by FTA to be exempt from the general program income requirements FTAMAt4) 10-1-97, Page 15 d Ch~cks. Orders. and Vouchers The Recipient agrees to refrain from drawing checks or orders for goods or services to be charged against the ProJect Account untd ~t has on file mtts office a properly s~gned voucher describing m proper detad the purpose of the expenditure Section 8 Reporting, Rgcorcl Retentton. and Access a Reports The Recipient agrees as follows (1) General Rea_u~rements The Recipient agrees to provide to FTA those reports required by U S DO~'s adnumstrat~ve rules for grants and cooperative agreements and any other reports the Federal Government may require (2) Format Rea_u~rements All reports and other documents or mformat~on ~ntended for pubhc avatlabd~ty developed under the Project and required to be submitted to FTA must be prepared and submitted tn both the electromc and paper formats that FTA specifies FTA reserves the right to require records to be submitted m other forms b Record Retention The Recipient agrees that, during the course of the Project and for three years thereat~er, ~t wdl maintain intact and readily accessible all data, documents, reports, records, contract~, and supporting materials relating to the Project as the Federal Government may reqmre for the Project c Access to Records Upon request, the Recipient agrees to permtt and require ~ts Subrec~pients to permit the Secretary of Transportatton and the Comptroller General of the Umted States, or their authorized representat;ves, to ~nspect all Project work, materials, payrolls, and other' data, and to audit the books, records, and accounts of the Rec~p,ent and ~ts contractors pertaining to the Project In accordance w;th 49 U S C § 5325(a), the Rec;p~ent agrees to reqmre each third party contractor whose contract award is not based on competmve bMdmg procedur~es as defined by the Secretary of Transportation to permit the Secretary of Transportation and the Comptroller General of the Umted States, or their duly authorized representatives, to ~nspect all work, materials, payrolls, and other data and records mvolv~ng that thtrd par;y contract and to audit the books, records and accounts ~nvolvmg that thtrd party contract as ~t affects the ProJect d Project Closeout ProJect closeout does not alter these reporting and record retention reqmrements Sectton 9 Payments The Reclp~ent agrees that ~t will not seek payment from FTA for ProJect costs untd ~t has first executed the Grant Agreement or Cooperative Agreement prowdmg Federal assistance for the Project FTA MA{4} 10-1-97, Page 16 a Rectpient's Request for Payment FTA will respond to the Rec~plent's request for the Federal share payment of its allowable costs in accordance w~th the procedures described m this Section To receive a Federal assistance payment, the Recipient must (1) Have demonstrated or certified that It will prowde adequate local funds, when combined w~th Federal payments, to cover all costs to be incurred for the Project Unless the Federal Government has expressly permitted the Recipient to defer prowsion of the local share, a Recipient required by Federal statute or the Grant Agreement or Cooperative Agreement to prowde a local share agrees to refrain from (a) Requesting or obtaining Federal funds exceeding the amount justified by the local share previously prowded, and (b) Taking any action that would cause the proportion of Federal funds made available to the ProJect at any time to exceed the percentage authorized by the Grant Agreement or Cooperative Agreement, (2) Have submitted to FTA all financial and progress reports required to date by this Master Agreement, and (3) Have identified the source(s) of financial assistance provided for the Project from which the payment is to be derived b Payment by FTA The Rec,pient understands and agrees that FTA will make all payments by the Automated Clearing House (ACH) method of payment regardless of the amount involved (1) Electromc Clearing House Operation Payments If payment is made through the Electromc Clearinghouse Operation (ECHO) by means of an ECHO Control Number, the Recipient agrees to comply with FTA's ECHO requirements established pursuant to U S Department of the Treasury Circular 1075, Part 205, "Withdrawal of Cash from the Treasury for Advances Under Federal Grants and Other Programs," the "Guidelines for Disbursements" included m the ECHO System Operations Manual used for FTA projects, and the requirements of this Subsection 9 b(l) The Recipient also agrees that If It fails to comply with the following requirements of this Subsecnon 9 b(1), the Federal Government may revoke the unexpended portion of Federal assistance awarded for the Project (a) The Recipient may draw down cash only when actually needed for nnmediate disbursement reqmred for Project purposes Unless prowded otherwise by Federal law or regulation, the Recipient agrees to expend all Federal funds obtained under the Project for Project purposes no later than three (3) days after ~t receives those funds If the Recipient fails to expend those Federal assistance funds w~thm three (3) days of their receipt or return the funds to FTA within a reasonable period, or fails to estabhsh procedures to mimmlze the time elapsing between cash advances and the disbursement the Federal Government may revoke or temporarily suspend the Reclp~ent's ECHO Control Number and the Reclp~ent's access to the ECHO System In addition to revocation or suspension of the Rec~p~ent's ECHO Control Number, a Rec~pient's FTA MA(4) 10-1-97, Page 17 fadure to adhere to these requirements may result m other remedies or penalties authorized by Federal law or regulation (b) The Rectp~ent agrees to report ~ts cash d~sbursements and balances ~n a t~mely manner m comphance w~th Federal requirements (c) The Recipient agrees to prowde for control and accountabd~ty for all project funds cons~sterlt with Federal requirements and procedures for use of the ECHO system (d) The Recipient may not draw down funds for a project m an amount exceeding the sum obligated by the Federal Government or the current avadable balance for that Project (e) The Rec~pient agrees to draw down funds only for ehg~ble Project costs (f) The Rec~ptent agrees to refram from drawing down Federal assistance funds before needed for d~sbursement (g) The Recipient agrees to nott~ the appropriate Regional or Program Offce when a single dr~w down wdl exceed $50 mdhon (h) The Rec~p~em agrees to remit ~nterest to the Federal Government on any Federal assistance prematurely drawn down, ~rrespect~ve of whether that Federal assistance has been deposited m an interest-bearing account The Recipient agrees that a debt for any premature draw down or'Federal assistance funds does not quahfy as a "clatm" covered by the Debt Collection Act of 1982, as amended, 31 U S C §§ 3701 through 3720, and that the interest provisions ofth~s Subsection 9 b(1)(h) of th~s Master Agreement, rather than the ~nterest prows~ons of the Debt Collectt6n Act of 1982, as amended, wdl determine the amount of interest due on any debt for Federal assistance prematurely drawn down The Recipient agrees that the amount of interest due depends on whether or not the Recipient ~s a state or state ~nstrumentahty _1 A Recipient that is also a state or state ~nstrumentahty agrees to remit interest to the Federal Government calculated as required by U S Department of Treasury regulattops, "Rules and Procedures for Funds Transfers" 31 C F R Part 205, which ~mplements section 5(b) of the Cash Management Improvement Act of 1990, as amended 31 U S C § 6503(b) Thus, a Recipient that also ~s a state or a state mstrumentahty agrees that ~nterest on any debt ~t may recur for Federal assistance prematurely drawn down does not quahfy for the interest exemption of the Debt Collection Act of 1982, as amended, 3I U S C §h 3701 and 3717 2_ A Recipient that Is not a state or state ~nstrumental~ty agrees to remtt prejudgment interest on the debt for any premature draw down of Federal assistance, to the extent permitted under common law, cons;stent with U S General Accounting Office (U S GAO)/U S Department of Justice (U S DOJ) regulations permitting interest on debts at 4 C F R Part 102, currently 4 C F R § 102 13(0(2) Accordingly, a Recipient that also ~s e~ther a local government or an mstrumentabty of a local government agrees that interest on any debt ~t may recur for Federal assistance prematurely drawn down does not quahfy for the interest exemption for umts FTA MA(4) 10-1-97, Page 18 of general local government ~n the Debt Collectton Act of 1982, as amended, 31 U S C §§ 3701 and 3717 (2) Reqms~t~on If the reqms~t~on method of payment is used, the Recipient understands and agrees as follows (a) Recipient Respons~bdmes The Recipient agrees to 1 Complete and submit the "Payment Information Form - ECHO-ACH Payment System," Revised 10/92, to FTA's Accounting Dlws~on 2_ Complete and submit Standard Form 270, "Request for Advance or Reimbursement," to the designated FTA office (bi F fA Respons~bdmes Upon receipt of a payment request and adequate accompanying mformat~on, FTA w~ll authorize payment by d~rect depom, prowded the Recipient ~s m comphance w~th the obhgat~ons of the Grant Agreement or Cooperative Agreement, has satisfied the FTA that ~t needs the requested Federal funds dunng the reqms~t~on period, and ~s making adequate and t~mely progress toward ProJect completion When all these conditions are met, the Government may retmburse the Rec~p~ent's apparent allowable costs recurred (or to be recurred dunng the reqmsmon period) up to the maximum amount of Federal funds payable through the Federal fiscal year of that reqmsmon as included ~n the Approved Project Budget c Costs Reimbursed The Rectp~ent understands and agrees that Project costs ehg~ble for Federal part~c~patmn must comply w~th all the following reqmrements (1) Conform w~th the ProJect Description, the Approved Project Budget, and alt other terms of the Grant Agreement or Cooperanve Agreement (2) Are necessary m order to accomphsh the Project (3) Are reasonable for the goods or ser~mes purchased, (4) Are actual net costs to the Recipient (~ e, the price prod minus any refunds, rebates, or other ~tems of value received by the Recipient that have the effect of reducing the cost actually recurred, excluding program ~ncome)~ (5) Are ~ncurred for work performed after the date of the Grant Agreement or Cooperative Agreement, unless specific authorization from the Federal Government to the contrary ~s received, (6) Are sat~sfactordy documented (7) Are treated consistently m accordance w~th accounting principles and procedures approved by the Federal Government for the Recipient, and wah accounting principles and procedures approved by the Recipient tot ~ts contractors FTA MA{4) 10-1-97, Page 19 (8) Are eligible under Federal law, regulation, or guidehnes for Federal partic~pation, and (9) Unless permitted otherwise by Federal statute or regulation, conform w~th provisions of the applicable OMB Circular or Federal regulation hsted below (a) For a Recipient that is a state, local, or Indian tribal government, the standards of OMB Circular A-87, Revised, "Cost Principles for State and Local Governments," apply, (b) For a Recipient that is an restitution of higher education, the standards of OMB Circular A-21, Revised, "Cost Principles for Educational Institutions," apply, (c) For a Recipient that is a private nonprofit organization, the standards of OMB Circular A-122, Revised, "Cost Principles for Non-Profit Organizations" apply, (d) For a Recipient that is a for-profit organization, the standards of the Federal Acquisition Regulation, 48 C F R Chapter I, Subpart 31 2, "Contracts with Commercial Organizations" apply d Bond Interest and Other Financing Costs To the extent permitted in writing by FTA, bond interest and other financing costs are allowable e Excluded Costs The Rec~pient understands and agrees as follows (1) In determining the amount of Federal assistance FTA will provide, FTA will exclude (a) Any Project costs incurred by the Recipient before the Obligation Date of the Grant Agreement or Cooperative Agreement or Amendment thereto, unless otherwise permitted by Federal law or regulation, or unless an authorized FTA official states in writing to the contrary, (b) Any costs incurred by the Rec~pient that are not included m t~'e latest Approved Project Budget, (c) Any costs for goods or services received under a third party contract or other arrangement required to be, but has not been, concurred m or approved in writing by the Federal Government, and (d) Any costs ineligible for FTA participation as required by Federal law, regulation, or guidelines for Federal participation (2) rrhe Rec,pient agrees that reimbursement of any cost made by the Government does not constitute a final decision of the Federal Government about the whether that cost is eligible for reimbursement and does not constitute a waiver of any violation by the Recip~ent of the terms of the Grant Agreement or Cooperative Agreement The Recipient acknowledges that the Federal Government will not make a final determination about the ehgibflity of any cost until an audit of the Project has been completed If the Federal Government determines that the Recipient is not FTA MA(4) 10-1-97, Page 20 entitled to receive any part of the Federal funds requested, the Federal Government wdl not~fy the Rec~pient stating its reasons Project closeout wdl not alter the Reclpient's obhgation to return any funds due to the Federal Government as a result of later refunds, corrections, or other transactions Nor will Project closeout alter the Federal Government's right to disallow costs and recover funds on the basis of a later audtt or other rewew Unless prohibited by law, the Federal Government may recoup any Federal assistance funds to be made available for the Project as needed to satisfy any outstanding monetary claims that the Federal Government may have against the Recipient Exceptions pertaining to disallowed costs are contained in FTA directtves or m other wmten Federal gmdance f Federal Claims, Excess Payments, and D~saltowed Costs (Including Interest) (1) g. eclplent's Obhgatlon to Pay Upon not~ce by the Federal Government to the P, ectpient of specific amounts due, the Recipient agrees to remit to the Federal Government promptly any amounts due for Federal claims based on funds the Recipient has recovered from third parties or elsewhere, excess payments, or disallowed costs, including any interest due (2) Amount of Interest Due The Recipient agrees that the amount of interest due depends on whether the Federal Government treats the principal portion of the debt as a Federal claim or as a debt owed to the Federal Government Thus, Recipient agrees to pay interest calculated as follows (a) Federal Clmms against the Recipient The Debt Collection Act of 1982, as amended, 31 U S C §§ 3701 through 3720 exempts state governments and units of general local government from the obhgatlon to pay interest on claims pursued by the Federal Government under that Act, 31 U S C §§ 3701 and 3717 Interest on claims against other parties will be calculated in accordance with the interest provisions of U S GAO--U S DOJ regulations, "Federal Claims Collection Standards," at 4 C F R Part 102, currently 4 C F R § 102 13 (b) Excess Payments The Recipient agrees that a debt for any excess payment does not qualify as a "clatm" covered by the Debt Collection Act of 1982, as amende~, 31 U S C §§ 3701 through 3720, and that the interest exemptmn for state governments and units of general local government provided by that Act will not apply to mterest on the debt for excess payments Accordingly, a Recipient that also is a state government or a unit of general local government agrees that interest on any debt for excess payments does not quah~y for the interest exemption provided to state and local governments by 31 U S C §6 3701 and 3717 Thus, irrespective of whether the Recipient is a state government, a umt of general local government, a nonprofit organization, an tnst~tut~on of h~gher education, an lnd~vidual, or any other party, the Recipient agrees to pay prejudgment ~nterest and related charges for excess payments made by the Federal Government, to the extent authorized under common law, consistent with prov~sions permatmg interest on debts at 4 C F R Part 102 currently at 4 C F R § 102 13(0(2) (c) Dtsallowed Costs The Recipient agrees that a debt for any disallowed cost does not qualify as a "claim" covered by the Debt Collection Act of 1982, as amended, 31 U S C §§ 3701 through 3720, and that the interest exemption for state governments and units of general local FTA MA(4) 10-1-97, Page 21 government provtded by that Act wtll not apply to interest on the debt for the &sallowed cost Accordingly, a Rec,p,ent that also ts a state government or a umt of general local government agrees thlat interest on any debt for a &sallowed cost does not quah~ for the interest exemption provtdedlto state and local governments by 31 U S C §§ 3701 and 3717 Thus, Irrespect,ve of whether the Reclptent is a state government, a umt of'general local government, a nonprofit orgamzailon, an tnst,tut,on of higher educat,on, an ,nd,v, dual, or any other party, the Rec, ptent agrees to pay prejudgment interest and related charges for debts for each d~sallowed cost pa,d by the Federal Government, to the extent authorized under common law, consistent with provisions perm,ttmg mterest on debts at 4 C F R Part 102, currently at 4 C F R § 102 13(,)(2) g ~j~qf~a~L~ The Federal Government reserves the right to de-obhgate unexpended Federal funds before Project closeout Section 10 Project Complet,on, Aud,t, Settlement, and Closeout a Project Completion W,th,n n,nety (90) days of the Project complet,on date or termmatton by the Federal Government, the Rec,p,ent agrees to subm,t a final Fmanc,al Status Report (Standard Form 26~A), a certtficatmn or summary of Project expenses, and th,rd party aud,t reports, as apphcable b Audit of Recm,ents The Rec,p~ent acknowledges and agrees as follows (1) Au&t Reqmred Each Rec~p,ent agrees to undertake the au&ts reqmred by OMB C,rcular A-133, "Au&ts of States, Local Governments, and Non-Profit Orgamzat,ons," and any further rev,s,on or supplement thereto In addition, the Recipient agrees to obtain any other audas reqmred by the Federal Government Project closeout will not alter the Rec,pient's audit responslbdmes (2) Au&t Costs Au&t costs for Project administration and management are allowable Project costs to the extent authorized by OMB C~rcular A-87, Revtsed OMB C,rcular A-21, Rev,sed, or OMB Ctrcular A-122, Rev,sed c Fun~s Due the Federal Government The Recipient agrees to remit any amounts due the Federal Government to the Recipient has recovered from th,rd part,es, excess payments, or disallowed costs, or from other sources including Interest reqmred by Subsect,on 9 f(2)(b) of this Master Agreement d ProJect Closeout ProJect closeout occurs when the FTA notifies the Rec,p,ent the Project ,s closed out, and e,ther forwards the final Federal assistance payment or acknowledges that the Rec,p,ent has remttted the proper refund The Reclp,ent agrees that ProJect closeout does not mvahdate any continuing obhgatmns imposed on the Rec,p,ent by the Grant Agreement or Cooperat,ve Agreement or by the Federal Government's final not,ficat,on or acknowledgment FTA MA(4) 10 1-97, Page 22 Secnon 11 Right of the Federal Government to Terminate Upon written notice, the Recipient agrees that the Federal Government may suspend or terminate all or part of the Federal financial assistance provxded hereto if the Recipient has wolated the terms of the Grant Agreement or Cooperative Agreement, or if the Federal Government 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 on the Project or other wolatlon of the Grant Agreement or Cooperative Agreement that endangers substantial performance of the Project shall provide sufficient grounds for the Federal Government to terminate the Grant Agreement or Cooperative Agreement Termination of any Federal financial assistance for the Pro.lect will not ~nvahdate obhgat~ons properly incurred by the Recipient before the termination date, to the extent those obligations cannot be canceled However if the Federal Government determines that the Recipient has wdlfully misused Federal assistance funds by falhng to make adequate progress, failing to make reasonable and appropriate use of the Project real property, facihtles, or eqmpment, or failing to adhere to the terms of the Grant Agreement or Cooperative Agreement, the Federal Government reserves the right to require the Recipient to refund the entire amount of Federal funds provided for the Project or any lesser amount as the Federal Government may determine Expiration of any Project Time Period established for the Project does not, by ~tself~ constitute an expiration or termination of the Grant Agreement or Cooperative Agreement Section 12 Preference for Umted States Products and Services To the extent applicable, the Recipient agrees to comply with the following U S preferences a Buy America The Rec~pient agrees to comply with 49 U S C § 53230), FTA regulations, "Buy America Requirements" 49 C F R Part 661, and any implementing guidance FTA may issue b Cargo Preference--Use of United States-Flag Vessels The Recip~ent agrees to comply with U S Maritime Admmlstrat~on regulations, "Cargo Preference--U S -Flag Vessels," 46 C F R Part 38l, to the extent those regulations apply to the Project c Fly America The Recipient understands and agrees that the Federal Government will not participate in the costs of internat~onal a~r transportation of any persons involved in or property acquired for the Project unless that a~r transportation Is provided by U S -flag a~r carriers to the extent service by these carriers ~s avadable, as required by the lnternauonal A~r Transportation Fair Competitive Practices Act of 1974, as amended~ 49 U S C ~ 40118 m accordance w~th U S GAO regulations, "Uniform Standards and Procedures for Transportation Transactions," 4 C F R Part 52, and U S GAO Gu~dehnes for Implementation of the "Fly America Act," B-138942 1981US Comp Gen LEXIS 2166 March31,1981 FTA MA(4) 10-1-97, Page 23 Section 13 Relocation and Land A~qms~t~on The Recipient agrees to comply w~th the Umform Relocatmn Ass;stance and Real Property Acqmsltlon Pohc~es Act of 1970, as amended, 42 U S C §§ 4601 et ~, and U S DOT regulatmns, "Umform Relocation and Real Property Acqmsmon for Federal and Federally Assisted Programs," 49 C F R Part 24 Section 14 Setsmlc Safety The Recipient agrees to apply the reqmrements ofU S DOT regulations apphcable to seismic safety reqmrements for U S DOT assisted construction projects at 49 C F R Part 41, (specifically, 49 C F R § 41 117), and any ~mplementmg gmdehnes FTA may issue Section 15 Procurement a Fedaral Standards The Recipient agrees to comply w~th apphcable Procurement Standards of 49 C F R § 18 36 or 49 C F R §§ 19 40 through 19 48 and Appendix A, and w~th supplementary regulatmns and d~rect~ves, particularly FTA C~rcular 4220 1 D, "Third Party Contracting Reqmrements" The FTA Be~t ?r~:tmes Procurement Manual contains addmonal gmdance b Pro_~ect Approval/Third Party Contract Approval Unless stated otherwise m writing, FTA's approval of the Project does not constitute pre-approval of any non-competmve third party contract awards associated therewah c FTATechmcalRewew Ifdetermmed necessary for proper Project adm~mstratlon, FTA reserves the right to review the Rec~p~ent's techmcal specifications and reqmrements d Exclusionary or Dtscnmmatory Specifications Apart from inconsistent reqmrements tmposed by Federal statute or regulations, the Recipient agrees that ~t will comply w~th the reqmrements of 49 U S C § 5323(h)(2) by refratnmg from using any Federal assistance awarded by FTA to support procurements usmg exclusionary or d~scnm~natory spec~ficanons e Bus,Seat S~ectficatlons A State or local government recipient may use spectficat~ons conforming with the reqmrements of 49 U S C ~ 5323(e) to acqmre bus seats f Use!ofFederltl Supply Schedules State, local and certmn nonprofit Rec~ptents may use a Federal Supply Schedule m making third party acqmsmons only to the extent permitted by U S General Servmes Admlmstranon (U S GSA) U S DOT or FTA regulatmns or gmdance g Preference for Recycled Products 1o the extent pracucable and economically feasible, the Recipient agrees to provide a competmve preference for products and servmes that conserve natural resources and protect the environment and are energy efficient Examples of such products may ~nclude, but are not hmaed to products described m U S Enwronmental Protection FTAMA{4) 10-1-97, Page24 Agency (U S EPA) guidelines at 40 C F R Parts 247-253, which Implement section 6002 of the Resource Conservation and Recovery Act, as amended, 42 U S C § 6962 h Geographic Restrictions The Recipient agrees to refrain from using state or local geographtc preferences, except those expressly mandated or encouraged by Federal statute, and as permttted by FTA, such as stated in Subsection 15 ~ of this Master Agreement below i Architectural. Engineering. Design. or Related Services In acquiring architectural, engineering, or related services, the Recipient agrees to comply with the requirements of 49 U S C § 5325(d), by contracting for architectural, engineering, design or related services in the same way as a contract for architectural and engmeenng services is negotiated under title IX of the Federal Property and Administrative Services Act of 1949, as amended, 40 U S C §§ 541 et seq, or an equivalent quahfications-based requirement of the state Provided a sufflc~ent number of qualified firms are ehg~ble to compete for the third party contract, geographic location may be a selection criterion Th~s section does not apply to the extent a state has adopted or adopts by law formal procedures for procuring those services j Force Account The Recipient agrees that FTA may determine the extent to which Federal assistance may be used to partlctpate m force account costs k Award to Other Than the Lowest B~dder In accordance wtth 49 U S C § 5326(e), a Recipient may award a third party contract to other than the lowest b~dder m connection with a procurement, when such award furthers objectives consistent w~th the purposes of 49 U S C chapter 53 and any implementing regulations c~rculars manuals or other guidance FTA may Issue Rolhng Stock In acquiring rolhng stock the Recipient agrees as follows (1) Method of Acquisition The Recipient may acquire rolling stock by awarding the third party contract based on (a) a competitive procurement process, (b) the m~t~al capital cost of the rolling stock, or (c) the performance standardization, hfe cycle costs, and other factors pertaining to the rolling stock, m accordance with 49 U S C § 5325(b) (2) Pre-Award and Post-Dehvery Requirements The Recipient agrees to comply w~th the requirements of 49 U S C § 5323(I) and FTA regulations, "Pre-Award and Post-Dehvery Audits of Rolhng Stock Purchases," 49 C F R Part 663 and any revision thereto (3) Bus Testing To the extent applicable, the Recipient agrees to comply with the requirements of 49 U S C § 5323(c) and FTA regulations "Bus Testing, 49 C F R Part 665, and any revision thereto m Bonding The Recipient agrees to comply w~th the following bonding requirements (1) Construction Activities The Recipient agrees to comply w~th the btd guarantee, contract performance and payment bonding requirements for construction projects and act~wt~es set forth FTA MA(4) 10-1-97, Page 25 In 49 C F R § 18 36(h) or 49 C F R § 19 48(c), as applicable, and with any other bonding requirements FTA may issue (2) Other Activities The Recipient agrees to comply with any other bonding requirements or restncuons FTA may impose n Notification of Federal Pamclpauon In the announcement of any third party contract award for goods or serwces (including construeuon services) having an aggregate value of $500,000 or more, the Recipient agrees to specify the amount of Federal assistance to be used m financing that acquisition of goods and services and to express the amount of that Federal assistance as a percentage of the total cost of that third party contract Section i6 Leases a Capl!al Leases To the extent applicable, the Recipient agrees to comply with FTA regulations, "Capital Leases," 49 C F R Part 639, and any revision thereto b Leases Involwn~ Certificates of'Partlclpanon The Recipient agrees to obtain FTA concurrence before entering into a leasing arrangement involving the ~ssuance of certificates of participation in connection with the acqms~tlon of any capital asset c Cro~s-Border Leases To the extent apphcable the Recipient agrees to comply with FTA Circular '7020 1, "Cross-Border Leasing Gmdehnes," April 26, 1990, m connection with the acquisltron of capita] assets revolving a cross-border lease Section,l? Patent Rl§hts a General If any invention, improvement, or discovery of'the Recipient or any or,ts third party contractors Is conceived or first actually reduced to practice ,n the course ¢~ Jr under the ProJect and that invention, improvement, or d~scovery is patentable under the laws of the United States of America or any foreign country, the Recipient agrees to not~ FTA immediately and prowde a detailed, report b Federal Rights Unless the Federal Government later makes a contrary determination in wntlng,lthe rights and responsibilities of the R. eclp~ent, third party contractor, subreolplent and the Federal Government pertaining to that mvennon, ~mprovement, or discovery will be determined in accordance with applicable Federal laws, regulations, including any waiver thereof Unless the FederallGovernment later makes a contrary determination in writing, the Reclp,ent agrees that, ffrespectlve of its status or the status of any subreciplent or any third party contractor at any tier (I e, a large business, small business, state government or state mstrumentahty, local government, nonprofit organization, institution of higher education, individual, etc ), the Recipient agrees it will tra~lsmlt to FTA those rights due the Federal Government in any invention resulting from that third pl~rty contract described In U S Department of Commerce regulations, "P~ghts to Inventions FTA MA(4) 10-1-97, Page 26 Made by Nonprofit Organizations and Small Bus~ness Firms Under Government Grants, Contracts and Cooperative Agreements," 37 C F R Pan 401 Section 18 Rights m Data and Copyrights a Definition The term "subject data" used in th~s section means recorded information, whether or not copyrighted, that ~s delivered or specified to be dehvered under the Grant Agreement or Cooperative Agreement Examples include, but are not hmited to computer software, standards, spectficat~ons, eng~neenng drawings and associated hsts, process sheets, manuals, technical repons, catalog ~tem ldent~fications, and related reformat,on The term "subJect data" does not include financial repons, cost analyses, and similar information used for Project administration b Federal Restrictions The following restrictions apply to all subject data first produced in the performance of the Grant Agreement or Cooperative Agreement (1) Except for ~ts own internal use, the Rec~pient may not pubhsh or reproduce subject data in whole or in part, or in any manner or form, nor may the Recipient authorize others to do so w~thout the written consent of the Federal Government, until such time as the Federal Government may have exther released or approved the release of such data to the pubhc (2) The restriction on pubhcat~on of Subsecuon 18 b(1) of th~s Master Agreement, however, does not apply to an Agreement w~th an mst:tut:on of h~gher learmng c Federal R~ghts in Data and Copyrights In accordance with 49 C F R § 18 34 and 49 C F R § 19 36, the Federal Government reserves a royalty-free, non-exclusive and ~rrevocable license to reproduce pubhsh, or otherwise use and to authorize others to use, for Federal Government purposes the "subject data" described m the following Subsections 18 c(1) and 18 c(2) ofth~s Master Agreement As used m the previous sentence "for Federal Government purposes," means use only for the d:rect purposes of the Federal Government Without the ~.opynght owner's consent, the Federal Government may not extend to other parties ~ts license to (1) Any subject data developed under the Grant Agreement or Cooperative Agreement, or under a third party contract or subagreement financed by the Grant Agreement or Cooperative Agreement, whether or not a copyr:ght has been obtained and (2) Any rights of copyright to which a Recipient subrecipient or a third party contractor purchases ownership with Federal assistance d Special Federal R~ghts for Planning, Research, and Development Projects FTA's purpose in prowdmg financial assistance for a planning, research, development, or a demonstration Project, is to increase transportation knowledge, rather than hmit the benefits of the Project to part~cipants in the ProJect Therefore, unless FTA determines otherwise, the Reciptent of FTA financial ass;stance to support a planmng, research, development, or a demonstration Project agrees that, m addition to the r~ghts m data and copyrights of Subsection 18 c ofth~s Master Agreement, FTA FTA MA(4) 10-1-97, Page 27 may make available to any FTA recipient, subreclplent, third party contractor, or third party subcontractor, either FTA's license In the copyright to the subject data or a copy of the subject data Ill, he Project, whtch ts the subject of the Grant Agreement or Cooperative Agreement, ,s not coml~leted for any reason whatsoever, all data developed under that Project shall become subject data as defined in Subsectton 18 a of this Master Agreement and shall be delivered as the Federal Government may &rect This Subsection 18 d of this Master Agreement, however, does not apply to adaptations of automatic data processing equipment or programs for the Reclplent's use whose costs are financed with Federal transportation funds for capital projects e Hold,Harmless Unless prohibited by state law, upon request by the Federal Government, the Recipient agrees to tndemmfy, save, and hold harmless the Federal Government and its officers, agents, and employees acting within the scope of their official duties against any habihty, including costs and expenses, resulting from any willful or intentional violation by the Recipient of proprietary rights, copyrights, or right of privacy, arising out of the publication, translation, reproductton, dehvery, use, or disposltton of any data furmshed under the Project The Rectptent shall not be required to indemnify the Federal Government for any such habfl~ty caused by the wrongful acts of employees or agents of the Federal Government f Rest~tction$ on Access to Po, tent Rtghts Nothing contained in this section on rights in data shall imply a license to the Federal Government under any patent or be construed as affecting the scope of any license or other right otherwise granted to the Federal Government under any patent g Application to Materials Incorporated into the Pro_)ect The requirements of Subsections 18 b 18 c, and 18 d of this Master Agreement do not apply to materml furmshed by the Recipient and incorporated into the work carried out under the Grant Agreement or Cooperative Agreement, provldedl that the Recipient identifies the incorporated mater~al at the time o£ delivery of the work Section 19 Real Property, Equipment. and Supplies Unless otherwise approved by FTA, the following condmons apply to the treatment of real property, equipment, and supphes financed by the Grant Agreement or Cooperative Agreement a Use of Property The Recipient agrees that Project real property, equipment, and supphes shall be used for appropriate Project purposes (Including joint development purposes that generate program income (both during and after the award period) to support transit activittes) for the duratton of their useful life, as estabhshed by FTA Shot~ld the Recipient unreasonably delay or fail to use Project real property, equipment, or supplies during their useful life, the Reciptent agrees that FTA may require the Recipient to return the entire amount of the Federal assistance expended on that property The Rec~pient further agrees to notl~ FTA immediately when any Project real property or equipment is withdrawn from Project use or when real properly or equipment is used in a manner substantially d~fferent from the representations made by the Recipient in its Application or the Project Description of the Grant Agreement or Cooperative Agreement for the Project FTA MA(4) 10-1-97, Page 28 b General Federal Reqmrements A Rectptent that ts a state, local, or In&an tribal government agrees to comply wtth the property management standards of 49 C F R §§ 18 31 through 18 34, mcludmg any amendments thereto, and other apphcable gutdelmes or regulattons the Federal Government may ~ssue A Rectp~ent that ts an mstttutton of htgher educauon, a private nonprofit orgamzatton, or a for-profit orgamzatton agrees to comply wtth 49 C F R §§ 19 30 through 19 37, tncludtng any amendments thereto, and other apphcable gmdelmes or regulattons the Federal Government may ~ssue Excepttons to the reqmrements of 49 C F R §§ 18 31 through 18 34, and to 49 C F R §§ 19 30 through 19 37, must be spectfically approved by the Federal Government Nevertheless, FTA has estabhshed spectfic reimbursement reqmrements for premature &sposmons of certain Project eqmpment 0 e, when Project equtpment ts w~thdrawn from appropriate use before the exptratton of the eqmpment's useful hfe estabhshed by FTA), as explained further m Subsection 19 g of thts Master Agreement c Maintenance The Rec~p;ent agrees to maintain Project real property and eqmpment m good operatt.g order, and m comphance w;th any gu~dehnes, d~recttves, or regulattons FTA may tssue d Records The Rectp~ent agrees to keep sattsfactory records wtth regard to the use of Project real property, eqmpment, and supphes and submit to the FTA upon request such mformatton as may be requtred to assure comphance w~th Section 19 ofth~s Master Agreement e Encumbrance of Project Property The Recipient agrees to maintain sausfactory continuing control of Project real property or equipment Thus, unless FTA authorizes otherwise m writing (1) Written Transacttons The Rec~p;ent agrees to refrain from executing any transfer of t;tle, lease, hen, pledge, mortgage, encumbrance third party contract, grant anttctpatton note, ahenauon, or other obhgaUon that m any way would affect the Federal interest tn any Project real property or equtpment (2) Oral Transactions The Recipient agrees to refrain from obhgatmg ~tselfm any manner to any third party w~th respect to Project real property or equipment (3) Other Acuons The Recipient agrees to refrmn from takmg any action that would e~ther adversely affect the Federal ~nterest or unpa~r the Reclp~ent's continuing control of the use of Project real property or equtpment f Transfer of Project Property The Rectptent understands and agrees as follows (1) Rectp~ent Request The Rectpsent may transfer assets financed under 49 U S C chapter 53 to a public body to be used for any pubhc purpose wtth no further obhgatton to the Federal Government prowded that transfer ~s approved by the Federal Transit Admlmstrator and conforms wtth the requirements of 49 U S C § 5334(g) (2) Federal Government D~rect~on The Recipient agrees that the Federal Government may requsre the Recipient to transfer tttle to any real property, equipment, or supphes financed wsth Federal asststance made avmlable by the Grant Agreement or Cooperauve Agreement as IFA MA(4) 10-1-97 Page 29 permitted by e~ther 49 C F R §§ 18 31 through 18 34, or 49 C F R § 19 3, as apphcable The Rec~pient also agrees that the Federal Government may direct the d~spos~uon of real property or equipment financed with Federal assistance funds made available for the Grant Agreement or Cooperative Agreement, as permitted by e~ther 49 C F R § § 18 31 through 18 33, or 49 C F R §§ 19 32 through 19 35, as apphcable (3) Leasm~ Project Pro~erty to Another Party Ifthe Recip~ent leases any Project asset to another party, the Recipient agrees to retain ownership of the leased asset, and assure that the lessee will use the Project asset appropriately, either through a "Lease and Supervisory Agreement" between the Recip~ent and lessee, or another s~mdar document Upon request by FTA, the Recipient agrees to provide a copy of any relevant documents g D~sposltion of Pr~ect Property The Recipient agrees that FTA may establish the useful life of Project property, and that the Recipient will use Project property continuously and appropriately t~'~oughout the period of time of the property% useful hfe (1) pr~ect Property Whose Useful Life Has Expired For property whose useful life, as determined by FTA has expired, the Recipient agrees to comply w~th the property d~sposmon requirements of either 49 C F R Part 18 or 49 C F R Part 19 (2) Project Property Prematurely W~thdrawn from Use For property w~thdrawn from appropriate use before ~ts useful hfe has expired, the Recipient agrees to the following provisions (a) Notification Requirement The Recipient agrees to notify FTA ~mmedmtely when any Project real property, eqmpment, or supphes are prematurely w~thdrawn from appropriate use, whether by planned w~thdrawal, misuse, or casualty loss (b) Federal Interest m Prematurely W~thdrawn Project Property Unless otherwise approved by the Federal Government, the Recipient agrees to remit to the Federal Government the Federal interest in the fair market value of Project real property, equipment, or supplies prematurely withdrawn from appropriate use The ar"-unt of Federal interest in the property shall be determined on the bas~s of the ratio of the Federal assistance awarded by the Federal Government for the property to the actual cost of the Property The Recipient agrees to the following methods of calculating the fair market value of property prematurely w~thdrawn from appropriate use 1_ Equlpment and Supphes Unless otherwise determined m writing by FTA, fair market value shall be calculated by strmght hne depreciation of the equipment or supphes, based on the useful life of the equipment or supphes estabhshed or approved by FTA The fair market value of eqmpment and supphes shall be the value ~mmed~ately before the occurrence prompting the withdrawal of that property from use In the case of equipment or supphes lost or damaged by casualty or fire, the fmr market value shall be calculated on the bas~s of the condition of that property ~mmedlately before the casualty or fire, ~rrespect~ve of the extent of insurance coverage As authorized by 49 C F R § 18 32(b), a state may use ~ts own d~spos~t~on procedures, provided that the state's procedures comply w~th the laws governing that state l~A MA(4) 10-1-97, Page 30 2 Real Property The fair market value of real property shall be determined either by competent appraisal based on an appropriate date approved by the Federal Government, m accordance with the standards of 49 C F R Part 24, or by straight line depreciation, whichever is greater 3 Exceptional C~rcumstances The Federal Government reserves the right to require the use of another method of valuation If determined to be m the best interests of the Federal Government In unusual circumstances, the Recipient may request that another reasonable method of determining fair market value be used including, but not limited to, accelerated depreciation, comparable sales, or established market values In determining whether to approve another method of valuation, the Federal Government may consider any action taken, omission made, or unfortunate occurrence suffered by the Rec~pient with respect to the preservation or conservation of the value of the real property, equipment, or supplies withdrawn from appropriate use for any reason h Misused or Damaged Property lfany damage to Project real property, equipment, or supplies results from abuse or misuse occurring with the Reclpient's knowledge and consent, the Recipient agrees to restore that real property or equipment to its original condition or refund the value of the Federal interest m the damaged property, as the Federal Government may require I Obhganons After Project Closeout A Recipient that is a state, local, or Indian tribal government agrees that Project closeout ~,fll not alter its property management obligations of Section 19 ofth~s Master Agreement and 49 C F R §§ 18 31 through 18 34 A Recipient that is an mstitut~on ofh~gher education a phc, ate nonprofit orgamzat~on or a for-profit organization agrees that project closeout will not alter ~ts property management obligations under Section 19 of this Master Agreement and 49 C F R ~ 19 32 through 19 37 Section 20 Insurance Apart from other insurance reqmrements that ma~, appl~ to the Rec~pient, the Recipient agrees as tollows a Insurance During Construction At a m~mmum the Recipient agrees to comply with the ~nsurance reqmrements normally imposed bv ~ts state and local governments b Flood Hazards The Recipient agrees to comply with the flood insurance purchase provisions of section 102(a) of the Flood Disaster Protection Act of 1973 42 U S C § 4012a(a), w~th respect to each Project actlvltv involving construction or acqmstt~on Section 21 Project Management tot Major Cap~tal Projects The Recipient agrees to comply with FTA regulanons "Project Management Oversight" 49 C F R Part 633 and any revision thereto apphcable to a Major Capital Project FTA MA(4) 10-1-97, Page 31 Sect,on 22 C,v,l Pdghts a Prohtb,t,ons Aga,nst D,scnm,nat,on ,n Federal Programs The Rec,p,ent agrees to comply w,th, and assure comphance by each th, rd party contractor at any t,er and each subrec, p~ent at any ,,er under the Project, w,th all requ,rements of T,tle VI of the C,vll Pdghts Act of 1964, as amended, 42 U S C § 2000d, 49 U S C § 5332, and DOT regular,ohs, "Nond~scnm,nat~on ,n Federally-Ass,sted Programs of the Department of Transportat,on -- Effectuanon of T,tle VI of the C~vd ~ghts Act," 49 C F R Part 21, and any ,mplementmg reqmrements FTA may ,ssue b Equal Employment Ouuortumtv The Rec,p,ent agrees to comply w,th, and assure comphance by each th,rd party contractor at any ,,er and each subrec~p,ent at any ncr under the Project, w,th all reqmrements ofT,tie VII of the C,wl l*aghts Act of 1964, as amended, 42 U S C § 2000e, and 49 U S C § 5332 and any ,mplementmg reqmrements FTA may ,ssue Spec, fically, the Rec,p,ent agrees tO comply w,th the follow,ng equal employment opportun,ty (EEO) reqmrements (1) General Reqmrements The Rec~p,ent agrees as follows ,(a) The Rec,p,ent agrees that ,t w~ll not d,scnm,nate against any employee or apphcant for employment because of race, color, creed, sex, d~sabd,ty, age, or nanonal or, gm The Rec,p,ent agrees to take affirmauve act,on to ensure that apphcants are employed and that employees are treated dunng employment, w, thout regard to the,r race, color, creed, sex, d,sab,hty, age, or nanonal ongm Such act,on shall ,nclude, but not be l,m,ted to, employment, upgrading, demotion or transfer, recru,tment or recrmtment advems,ng, layoffor term,nat,on, rates of pay or other forms ofcompensat,on, and select,on for training, ,nclud,ng apprent,cesh,p The Rec,p~ent also agrees to comply w, th any ~mplementmg reqmrements FTA may ,ssue (b) If the Rec~p,ent ,s required to submtt and obtain Federal Government approval of ,ts EEO program, that EEO program approved by the Federal Government ,s ,ncorporated by reference and made part of the Grant Agreement or Cooperat,ve Agreement Fa,lure by the Rec, p,ent to carry out the terms of that EEO program shall be treated as a wolat,on of the Grant Agreement or Cooperat,ve Agreement Upon notification to the Rec,p~ent of~ts fa,lure to carD' out the approved EEO program, the Federal Government may ,repose such remedies as ,t cons,ders appropriate, mclud,ng term,nat~on of Federal financial ass,stance m accordance w,th Sect,on,l 1 of th,s Master Agreement, or other measures that may affect the Rec,p,ent's ehg,bd,ty to obtain future Federal financml ass,stance for transportat,on projects (2) lEo_ual Employment Opportumtv Reqmrements for Construct,on Acnvmes Wah respect to construction act,v,t,es, the Rec,p,ent agrees to comply wah all appl,cable EEO reqmrements of U S Department of Labor (U S DOL) regulations, "Office of Federal Contract Comphance Programs, Equal Employment Opportun,ty, Department of Labor," 41 C F R Parts 60 et seq, (wh,ch ,mplement Execut,ve Order No 11246, "Equal Employment Opportumty," as amended by Executive Order No 11375, "Amend,ng Execut,ve Order 11246 Relat,ng to Equal Employment Opportumty," 42 U S C § 2000(e) and any Federal statutes, execut;ve orders, regulat,ons, and Federal,poltctes that may affect constructton acnv,t,es undertaken m the course of the Project FTAMA{4) 10-1-97 Page 32 c D~sadvantaged Business Enterprise The Reop~ent agrees to take the following measures to facilitate part,ctpat,on by d,sadvantaged business enterprises (DBE) m the Project (1) The Rec~p,ent agrees to comply w, th current U S DOT regulanons on DBE parttmpat,on m U S DOT financml assistance programs, at 49 C F R Part 23 or at another Part ffre-~ssued, and any requ,rements or guidance FTA may ,ssue (2) The Rec,p,ent agrees that ,t will not d,scnm,nate on the basis of race, color, nat,onal origin, or sex m the award and performance of any th,rd party contract, or subagreement financed w~th Federal assistance derived from the U S DOT The Recipient agrees to take all necessary and reasonable steps requ,red by U S DOT regulations to ensure that el,g~ble DBEs have the max,mum feasible opportumty to part,c~pate m th,rd party contracts financed with Federal ass, stance awarded by U S DOT If the Rec,p~ent ,s reqmred by U S DOT regulations to have a DBE program, the DBE program approved by U S DOT ~s incorporated by reference and made part of the Grant Agreement or Cooperative Agreement Implementation of that DBE program ,s a legal obhgat,on, and failure to carry out ~ts terms shall be treated as a v,olat,on of the Grant Agreement or Master Agreement Upon not~Bymg the Rec,p,ent of any failure to ,mplement ~ts approved DBE program, U S DOT may ,mpose sanctions as prov,ded for under ,ts regulauons and may, m appropriate cases, refer the matter for enforcement under 18 U S C § 1001, and the Program Fraud Civil Reined,es Act 31 U S C ~§ 3801 e_t seq d Access Reqmrements for Persons w,th Dlsablht,es The Rec,p,ent agrees to comply w,th all reqmrements apphcable to the Project of the Americans w,th D~sabfl,t~es Act of 1990 (ADA), as amended 42 U S C ~§ 12101 et ~ section 504 of the Rehabilitation Act of 1973, as amended, 29 U S C § 794 49 U S C ~ 5301(d) and the following Federal regulations including any amendments thereto (1) U S DOT regulations "Transportation Services for Individuals w~th D,sabtl,t,es (AD,k)," 49CFR Part 37, (2) U S DOT regulat,ons, "Nondiscrimination on the Bas~s ofHand~cap m Programs and Act,v,t,es Receiving or Benefiting from Federal Financial Assistance," 49 C F R Part 27, (3) U S DOT regulauons, "Americans W~th D;sabfl~tles (ADA) Accessibility Spec,ficat,ons for Transportation Vehicles "49 C F R Part 38 (4) U S DOJ regulations "Nondiscrimination on the Bas;s ofD,sabfl~ty m State and Local Government Services" 28 C F R Part 35 (5) U S DOJ regulauons, "Nond~scnmmat:on on the Bas:s of D~sabfl~ty by Pubhc Accommodat,ons and m Commercial Facilities," 28 C F R Part 36, (6) U S GSA regulations "Accommodations for the Physically Hand~capped," 41 C F R Subpart 101-19 FTA MA(4) 10-1-97, Page 33 (7) U S Equal Employment Opportunity Commission, "Regulations to Implement the Equal Employment Provisions of the Americans with Disabilities Act," 29 C F R Part 1630, (8) U S Federal Communications Commission regulations, "Telecommunications Relay Services and Related Customer Premises Equipment for the Hearing and Speech Disabled," 47 C F R. Part 64, Subpart F, and (9) FTA regulations, "Transportation for Elderly and Handicapped Persons," 49 C F R Part 609 (I 0)' Any ~mplementmg requirements FTA may issue Section 23 Employee Protections a Construction Activities The Recipient agrees to comply with the employee protection requirements for construction employees as follows (1) Daws-Bacon Act. as amended, 49 U S C ~ 5333(a), the Davis-Bacon Act, 40 U S C §§ 276a through 276a(7), and ~mplementmg U S DOL regulations, "Labor Standards Provisions Applicable to Contracts Governing Federally Financed and Assisted Construction (also Labor Standar~ls Provisions Applicable to Nonconstruct~on Contracts Subject to the Contract Work Hours and Safety Standards Act)" 29 C F R Part 5 (2) Contract Work Hours and Safety Standards Act, as amended, specifically section 102 of that AcL 40 U S C §§ 327 through 332, and implementing U S DOL regulations, "Labor Standards Provisions Applicable to Contracts Govermng Federally Financed and Assisted Construction (also Labor Standards Provisions Apphcable to Nonconstructlon Contracts Subject to the Contract Work Hours and Safety Standards Act)," 29 C F R Part 5 and section 107 of that Act, 40 U S C § 333, and implementing U S DOL regulations, "Safety and Health Regulations for Construction," 29 C F R Part 1926 (3) ICopeland "Ant~-Kickback" Act. as amended. 18 U S C § 874 and 40 U S C § 276c, and ~mplementmg U S DOL regulations, "Contractors and Subcontractors on Pubhc Building or Public Work Financed in Whole or in part by Loans or Grants from the Umted States," 29 C F R Part 3 b Acfivmes Not Involving Construction The Recipient agrees to comply with and assures comphance by other Project part~cipants with applicable employee protection requirements for nonconStructlon employees of section 102 of the Contract Work Hours and Safety Standards Act, as amefided, 40 U S C §§ 327 through 332, and implementing U S DOL regulations, "Labor Standards Provisions Applicable to Contracts Govermng Federally Financed and Assisted Construction (also Labor Standards Pro,,~sions Applicable to Nonconstructlon Contracts Subject to the Contract Work Hours and Safety Standards Act)," 29 C F R Part 5 FTA MA(4) 10-1-97, Page 34 c State and Local Government Employees The Recipient agrees that the minimum wage and overtime provisions of the Fair Labor Standards Act, as amended, 29 U S C §§ 206 and 207, apply to employees performing work involving commerce, including such state and local government employees as public transit authority employees, participating tn the Project Consequently, each Recipient that is a state or local government agrees to comply with the Fair Labor Standards Act's minimum wage and overtime requirements for employees performing work In connection with the Project d Transit Employee Protective Arrangements If the Grant Agreement or Cooperative Agreement indicates that U S DOL transit employee protective arrangements apply to transit operations performed in connection w~th the Project, the Recipient agrees to comply with the appropriate requirements below applicable to its Project (1) Standard Transit Employee Protective Arrangements To the extent that transit operations are involved m the Project, the Recipient agrees to carry out the Project in compliance with terms and condmons determined by the Secretary of Labor to be fair and equitable to protect the interests of any employees affected by the Project and to meet the requirements of 49 U S C § 5333(b), and U S DOL guidelines, "Section 5333(b), Federal Transit Law," 29 C F R Part 215 and any amendments thereto These terms and conditions are identified in U S DOL's cert~fication of transit employee protective arrangements to FTA, the date of which is included in the Grant Agreement or Cooperative Agreement The Recipient agrees to carry out the Project in compliance with the conditions stated in that U S DOL certification That U S DOL certification and any documents c~ted thereto are incorporated by reference and made part of the Grant Agreement or Cooperative Agreement The requirements of this Subsection 23 d(l) ofth~s Master Agreement, however, do not apply to formula assistance projects for the elderly and persons with disabilities authorized by 49 U S C § 5310(a)(2) or to formula assistance projects for nonurbamzed areas authorized by 49 U S C ~ 5311 separate requirements for those projects are contained tn Subsections 23 d(2) and 23 d(3) of this Master Agreement (2) Transit Employee Protective Arrangements for Projects for the Elderly and P~rsons with Disabllmes Authorized by 49 U S C § 5310(a)(2) To thc ,. ent that the U S Secretary of Transportation has determined or determines in the future that employee protective arrangements required by 49 U S C § 5333(b) are necessary or appropriate for a public body subrecipient under the Project, the Recipient agrees to carry out the Project in compliance with the terms and conditions determined by the Secretary of Labor necessary to meet the requirements of 49 U S C § 5333(b), and U S DOL gu~dehnes, "Section 5333(b) Federal Transit Law," at 29 C F R Part 215, and any amendments thereto These terms and cond~tions are ~dentlfied in U S DOL's certification of transit employee protective arrangements to FTA, the date of which is included in the Grant Agreement or Cooperative Agreement The Recipient agrees to carry out the Project in compliance with the conditions stated in that U S DOL cert~fication That U S DOL certification and any documents c~ted therein are incorporated by reference and made part of the Grant Agreement or Cooperative Agreement (3) Transit Employee Protective Arrangements for Projects in Nonurbamzed Areas Authorized by 49 U S C § 5311 The Recipient agrees to comply with the terms and conditions FTA MAI4} 10-1-97, Page 35 of the Spectal Warranty for the Nonurbamzed Area Program agreed to by the Secretaries of Transportation and Labor, dated May 31, 1979, and the procedures implemented by U S DOL or any revision thereto Sectlon124 Plo, nmng and Private Enterprise a FTA~ Requirements The Recipient agrees that each ProJect financed under the Grant Agreement or Cooperative Agreement will be implemented consistent with the plans developed in accordance with applicable planning and private enterprise requirements of 49 U S C §8 5303 through 5306, and joint Federal Highway Administration (FHWA)/FTA regulations, "Planning Assistance and Standards," 23 C F R Part 450 and 49 C F R Part 613 b Infrastructure Investment In implementing the ProJect, the Rec~pient agrees to consider the provisions of Executive Order No 12803, "Infrastructure Pnvanzation," 57 Fed Reg 19063, May 4, 11992, and Executive Order No 12893, "Principles for Federal Infrastructure Investments," 59 Fed Reg 4233, January 26, 1994 Section 25 Environmental Rea_ulrements The Recipient recognizes that many Federal and state laws imposing environmental and resource conservation requirements may apply to the Project Some, but not all, of the major Federal laws that may affect the ProJect include the National Environmental Pohcy Act of 1969, as amended 42USC 884321et~ the Clean Air Act, as amended, 42USC §§7401etseq and scattered sections of 29 U S C, the Clean Water Act, as amended 33 U S C §8 1251 - 1387, the Resource Conservation and Recovery Act, as amended 42 U S C §§ 6901 et seq, and the Comprehensive Environmental Response, Compensation, and Liability Act, as amended, 42 U SiC 88 9601 et se_e_q The Rec~pient also recognizes that U S EPA, FHWA and other agencies of the Federal Government have issued and are expected in the future to issue regulations, guidelines, standards, orders, directives, or other requirements that may affect the Project~ Thus, the Keclp~ent agrees to adhere to, and impose on each subrecipient and each third par~y contractor, any such Federal requirements as the Federal Government may now or in the future promulgate Listed below are requirements of particular concern to FTA and the Recipient The Recipient acknowledges that this hst does not constitute the Rectpient's entire obhgatlon to meet all Federal environmental and resource conservation requirements a Enylronmental Protection The Recipient agrees to comply with all apphcable requirements of the National Environmental Policy Act o£ 1969, as amended, 42 U S C §8 4321 et sea_ m accordance with Executive Order No 12898, "Federal Actions to Address Environmental Justice m Mtnonty Populations and Low-Income Populations" 59 Fed Reg 7629 Feb 16, 1994, FTA statutory requirements on environmental matters at 49 U S C § 5324(b), Council on Environmental Quality regulations on comphance with the National Environmental Policy Act o£ 1969, as amended, 40 C F R Part 1500 et ~, and joint FHWA/FTA regulations, "Environmental Impact and Related Procedures," 23 C F R Part 771 and 49 C F R Par~ 622 F'FA MA(4) 10-1-97, Page 36 b ,4ar Ouahty The Recipient agrees to comply with all applicable standards, orders, or regulations tssued pursuant to the Clean A~r Act, as amended, 42 U S C §§ 7401 et se.~q Specifically (l) The Rec~ptent agrees to comply with apphcable requirements ofU S EPA regulations, 'Conformity to State or Federal Implementation Plans of Transportation Plans, Programs, and Projects Developed, Funded or Approved Under T~tle 23 U S C or the Federal Transtt Act," 40 C F R Part 51, Subpart T, and "Determining Conformity of Federal Actions to State or Federal Implementation Plans," 40 C F R Part 93 To support the reqmslte att quality conformity finding for the Project, the Recipient agrees to ~mplement each air quahty mltigatton and control measure mcorporated m the Project The Recipient agrees that any Project identified m an applicable State Implementauon Plan (SIP) as a Transportation Control Measure, wdl be wholly consistent w~th the design concept and scope of the Project described m the SIP (2) U S EPA also ~mposes reqmrements ~mplementlng the Clean A~r Act, as amended, that may apply to transit operators, particularly operators of large transit bus fleets Thus, the Recipient should be aware that the following U S EPA regulations, among others, may apply to its Project "Control of Air Pollution from Motor Vehicles and Motor Vehicle Engines," 40 C F R Part 85, "Control of A~r Pollution from New and In-Use Motor Vehicles and New and In-Use Motor Vehicle Engines CerUficat~on and Test Procedures," 40 C F R Pan 86, and "Fuel Economy of Motor Vehicles" 40 C F R Part 600 c Clean Water The Recipient agrees to comply w~th all apphcable standards, orders, or regulations ~ssued pursuant to the Clean Water Act, as amended, 33 U S C §§ 1251 et seq d Use of Pubhc Lands The Recipient agrees that no pubhcly owned land from a park, recreation area, or wfldhfe or waterfowl rethge of national, state, or local s~gmficance as determined by the Federal, state, or local officials having jurisdiction thereof, or any land from a h~stonc s~te of national, state, or tocal s~gmficance may be used for the Project unless the FTA makes the spectfic findings required by 49 U S C § 303 e H~stonc Preservation The Recipient agrees to assist the Federal Government m complying with section 106 of the National Histortc Preservation Act 16 U S C § 470f mvolwng h~stonc and archaeological preservation as follows (1) The Recipient agrees to consult w~th the State Historic Preservation Officer concermng investigations to ~dent~fy properties and resources included m or ehgtble for inclusion m the National Register of H~storlc Places that may be affected by the Project, m accordance wtth Adwsory Council on H~storlc Preservation regulations "Protection of H~stor~c and Cultural Properties," 36 C F R Part 800 and notifying FTA of those properties so affected (2) The Rec~pient agrees to comply w~th all Federal requirements to avoid or m~tlgate adverse effects on those h~stor~c properties FTA MA(4) 10-1-97, Page 37 f MIttgatlon of Adverse Envtronmental Effects The Rec~pient agrees that ffthe ProJect should cause adverse envtronmental effects, the Recipient will take all reasonable steps to mmtmize those effects as reqmred by 49 U S C § 5324(b), and any other applicable Federal laws and regulations, spectfic011y, the procedures of 23 C F R Part 771 and 49 C F R Part 622 The Rec~pient agrees to undertake all enwronmental mtt~gat~on measures that may be ~dennfied as commttments tn appl,cabJe envtronmental documents (such as environmental assessments, environmental tmpact statements, memoranda of agreement, and statements requ,red by 49 U S C § 303) and wtth any condmons the Federal Government has ~mposed ,n its finding of no significant impact or a record of dec, stun Those m,t~ganon measures are incorporated by reference and made part of the Grant Agreement or Cooperative Agreement As soon as the Federal Government and the Recipient reach agreement on any deferred mmgatton measures, those measures will then be tncorporated by reference and made part of the Grant Agreement or Cooperative Agreement The Recip~ent agrees that any mmgauon measures agreed upon may not be modified or withdrawn w,thout the express written approval of the Federal Government Sectton 26 Energy Conservation The Reciptent agrees to comply w~th the mandatory energy efficiency standards and policies w~thm the applicable state energy conservation plans issued tn comphance with the Energy Policy and Conservatmn Act 42 U S C §§ 6321 et seq Section'27 State Management and Momtormg S~stems To the extent applicable, the Rec~pient agrees to comply w~th apphcable requirements ofjotnt FHWA/FTA regulations "Management and Momtormg Systems," 23 C F R Parts 500 and 626 and 49 C F R Part 614 Secnon 28 Charter Service Operations The Rectp~ent agrees that netther it nor any transit op"-ator performing work in connection with the ProJect wtll engage m charter service operations, except as permitted by 49 U S C § 5323(d) and FTA regulations, "Charter Service," 49 C F R Part 604, and any amendments thereto that may be tssued Any charter service agreement required by these regulations Is incorporated by reference and made part of the Grant Agreement or Cooperative Agreement Section 29 School Transportation Operations The Recipient agrees that neither it nor any transit operator performing work m connection with the Project will engage in school transportation operations for the transportation of students or school personnel exclusively tn competition wtth private school transportation operators, except as permttted by 49 U S C § 5323(0 and FTA regulations, "School Bus Operations," 49 C F R Part 605, and any amendments thereto that may be issued Any school transportatmn agreement FTA MA(4) 10-1-97, Page 38 reqmred by these regulations is incorporated by reference and made part of the Grant Agreement or Cooperative Agreement Section 30 Metric System To the extent required by U S DOT or FTA, the Rempient agrees to use the metric system of measurement in ~ts ProJect activities, as may be required by 15 U S C §§ 205a et sea_, Executive Order No 12770, "Memc Usage in Federal Government Programs," 15 U S C § 205a note, and other regulations, guidelines, and policies issued by U S DOT or FTA To the extent practicable and feasible, the Recipient agrees to accept products and services with dimensions expressed in the metric system of measurement Section 31 Substance Abuse a Drug Abuse The Recipient agrees (1) The Recipient agrees to comply with U S DOT regulations, "Drug-Free Workplace Requirements (Grants)," 49 C F R Part 29, Subpart F (2) To the extent applicable, the Recipient agrees to comply with FTA regulaDons, "Prevention of Prohibited Drug Use in Transit Operations" 49 C F R Part 653, and any guidance pertaining to the drug abuse provis~ons of 49 U S C § 5331 that FTA or U S DOT may issue b Alcohol Abuse Io the extent apphcable the Recipient agrees to comply with FTA regulations, "Prevention of Alcohol M~suse m Transit Operations," 49 C F R Part 654, and any guidance penmmng to the alcohol abuse provisions ot 49 U S C § 5331 that FTA or U S DOT may ~ssue Section 32 State Safety Oversight ot Raft Fixed Gmdeway Pubhc Systems To the extent applicable, the Recipient agrees to comply w~th 49 U S C § 5330, and FTA regulations, "Raft Fixed Gmdeway Systems State Safety Oversight," 49 C F R Part 659 and any guidance pertaining to state safety oversight of raft fixed gmdeway systems that FTA or U S DOT may ~ssue to implement 49 U S C § 5'~30 Section 33 Special Reqmrements for Urbamzed Area Formula Projects The following requirements apply to projects financed with Federal assistance authorized for 49 U S C § 5307 a Fares and Services The Recipient agrees to use its estabhshed adm~mstrative process to solicit and consider pubhc comment before rinsing fares or implementing a major reduction of service FTAMA(4) 10-1-97, Page 39 b Audit Rea_mrements The Recipient agrees that the Federal Government may conduct or require the Recip~ent to engage an independent entity to conduct annual or more frequent rewews and audits required by 49 U S C 8 5307(0 and applicable regulations or gmdehnes that the Federal Government may issue c Half Fare Reqmrements The Reclp~ent agrees that the rates charged the elderly and persons w~th dis~bdmes during nonpeak hours for transportation using or revolving Project facfl~tles and eqmpment wdl not exceed one-half of the rates generally apphcable to other persons at peak hours, whether the operation of such facilities and equipment ts by the Recipient or is by another entity under lease or otherwise The R. ec~p~ent agrees to give the rate required hereto to any person presenting a Medicare card duly tssued to that m&v~dual pursuant to tale II or title XVIII of the Social Security Act, 42 U S C 88 401 et se~.q, and §§ 1395 et ~q respectively d Procurement of an Associated Capital Maintenance Product In accordance with the prov~siclns of a,9 U S C 8 5325(c), the Recipient may, w;thout prior Federal approval, procure an eligible assocmted capital maintenance product by contract d~rectly with the original manufacturer or suppher ofthe Item to be replaced, prowded that the Rec~pient (1) first certifies m wntin8 that such manufacturer or supplier is the only source of that item and the price of that item is no h~gher than the price paid for that item by like customers, and (2) complies with applicable Buy America statutory and regulatory requirements e Trags~t Seq:unty Each fiscal year, the Recipient agrees to spend at least one (1) percent of;ts funds authorized by 49 U S C § 5307 for transit security projects, unless the Recipient has certified to FTA that such expenditures are not necessary f Restrictions on Use of Formula Assistance for Operations Financial assistance for operations authorized by 49 U S C § 5307 may be applied to the Net Project Cost of the Reclp~ent's operating expenses incurred during the Project t~me period specified in the Approved Project Budget, provided that the applicable operating assistance hm~tatlon is not exceeded g Reporting Requirements For each fiscal year the Roc~p~ent agrees to conform, and assures that any transit operator to which the Recipient provides funds authorized by 49 U S C § 5307 will conform, to the reporting system and the uniform system of accounts and records required by 49 U S C 8 5335(a) for FTA's national transit database and FTA regulations, "Umform System of Accounts and Records and Reporting System," 49 C F R Part 630, which includes various reports reqmred for FTA's national transit database h CrmJmal Sanctions Any cemficate or submiss~on in connection w~th an Urbanized Area Formul*. Program authorized by 49 U S C § 5307 is subject to 49 U S C § 1001 Section 34 Special Reqmrements for Formula Prolects for the Elderly and Persons With Disabdmes The following requirements apply to projects financed with Federal assistance authonged for 49 U S C § 5310 FTA MA(4) 10-1-97, Page 40 a Ehg~ble Subreciptents If the Federal financial assistance awarded for the Grant Agreement or Cooperative Agreement has been authorized for projects under 49 U S C § 5310(a)(2), the Recipient will provide assistance only to subreclp~ents that qualify as one of the following types of entrees (1) a private nonprofit corporanon or association meeting the special needs of the elderly and persons w~th disablllnes for whom transit servmes are unavailable, insufficient, or inappropriate, (2) a public body approved by the state to coordinate services for the elderly and persons with d~sabd~tles, or (3) a public body that certifies to the Governor that no nonprofit corporations or associat~ons are readily available m its area to provide service to meet the special needs of the elderly and persons with dlsabflmes b State Procedures In general, the Recipient agrees to administer each Project financed under 49 U S C § 5310 in accordance w;th FTA C~rcular 9070 1D, any revision thereto, and other FTA ~mplementing guidance, and applicable Federal statutes and regulations However, to the extent that existing or subsequent Federal statutes or regulations conflict with the provisions of FTA Circular 9070 ID or any revismn thereto, the Federal statutes or regulations will apply c Ehgtble Project Activities Federal financial assistance awarded for the Project may be used for ehg~ble capital projects specified under 49 U S C § 5310 and may include meal delivery service to the extent permitted by 49 U S C § 53 lO(h) d Transfer of Assets In addmon to the statutory authority to transfer Project assets provided by 49 U S C § 5334(g), the Recipient may transfer faclhtles and eqmpment acquired with financial assistance authorized for 49 U S C § 5311 to any recipient eligible to receive assistance authorized by 49 U S C chapter 53 provided that the subrec~plent currently in possession of such facilities or eqmpment consents to the transfer and the fac~htles or eqmpment will continue to be used in accordance with the reqmrements ol' 49 U S C ~ 5311 Section 35 Special Requirements for Nonurbamzed Area Formula Projects The following requirements apply to projects financed with Federal assistance authorized for 49 U S C § 5311 a State Procedures In general the Reclp~ent agrees to administer each ProJect financed under 49 U S C § 5311 ~n accordance wah FTA C~rcular 9040 1 D, any rews~on thereto, and other FTA implementing gmdance and apphcable Federal statutes and regulations However, to the extent that ex~mng or subsequent Federal statutes or regulations conflmt w~th the provis~ons of FTA C~rcular 9040 ID or any rews~on thereto the Federal statutes or regulations will apply b Ehglble Project Act~vmes Federal financial assistance prowded under the Grant Agreement or Cooperative Agreement may be used for transit projects m areas other than urbanized areas These projects must be ehgible for Federal financial assistance authorized for 49 U S C § 5311, and may include purchase of service agreements w~th pmate providers of transit service and meal dehvery service, to the extent pertained by 49 U S C § 531 I c Transfer of Assets In addmon to the statuto/w authority to transfer Project assets provided by 49 U S C § 5334(g) the Recipient may also transfer tacdmes and eqmpment acquired with FTA MA(4} 10-1-97, Page 41 financial assistance authorized for 49 U S C § 5311 to any recipient eligible to receive assistance under 49 U S C chapter 53, provided that the subreclplent currently in possession of those facilities or equipment consents to the transfer and the facllmes or eqmpment will continue to be used m accordance with the requirements of 49 U S C § 5311 d Restlnctions on Use of Formula Assistance for Operations Formula assistance authorized for 49 U S C § 5311 provided under the Grant Agreement or Cooperative Agreement for operating assistance may be applied to the Net Project Cost of the subreclpient's operating expenses incurred dunng the ProJect time period specified for the Project e Int~rclty Transportation Each fiscal year, the Recipient agrees to spend for ~ntercity transpo~ation projects at least fifteen (15) percent of its funds authorized for 49 U S C § 5311, unless the state's chief executive officer has certified to FTA that the state's lnterclty bus service needs are being adequately met Section 36 Special Requirements for Research, Development, Demonstration, and Special Studies pr~ects a Project Report The Recipient agrees to prepare and make available a comprehensive report on the results of the Project, the conclusions reached and the methods used b Project Identification The Recipient agrees that each tangible product resulting from the Grant Agreement or Cooperative Agreement shall be labeled with an appropriate sign or designation stating that the Project has been financed w~th }-ederal assistance provided by the U S Department of Transportation, Federal Transit Administration Unless wmved by FTA, this requirement applies to all equipment, hardware, construction, reports data, or any similar items produced under the Grant Agreement or Cooperative Agreement Section 37 Special Reqmrements for a State Infrastructure Bank Project a General Requirements The Recipient agrees to administer the Project ~n accordance with (1) the requirements ofsecuon 350 of the National Highway System Designation Act of 1995, as amendeg, (NHS Act), 23 U S C ~, 101 note, (2) the prows~ons ofFTA's NHS Guidelines, as may be amended and any prehmma~y FTA guidance, (3) the provisions of the Cooperative Agreement estabhshmg the State Infrastructure (SIB) program w~thm the state (entered into by the Federal Highway Administrator, the Federal Transit Administrator and the authorized state official), and (4) the provisions of the FTA Grant Agreement for the Project, except that any provision of this Master Agreement that conflicts with any provision of FTA's NHS Gmdehnes, the provisions of the Cooperative Agreement establishing the SIB program within the state or this Grant Agreement will not apply to the Grant Agreement or the project thereunder FTA MA(4) 10-1-97, Page 42 b Latest Requirements Apply The Recipient agrees to comply w~th and assures the comphance of the SIB and each subrec;p~ent of all apphcable reqmrements for the SIB program, as those requirements may be amended from t~me to t~me, except as FTA determines otherwise c Transit Account L~m~tat~ons The Reopient agrees that the SIB will prowde Federal assistance from tts Transit Account only for transit capital projects ehg~ble under section 350 of the NHS Act, as amended, and that those projects will fulfill all reqmrements ~mposed on comparable capital transit projects financed by FTA d Ltm~tatlons on Accessing Federal Assistance tn Trans;t Account The Recipient understands that the total amount of funds to be awarded for a Grant Agreement may not be ~mmedmtely available for draw down Consequently, the state agrees to hm~t the amount of Federal assistance ~t draws down for depos;t m the Transit Account or,ts SIB to amounts that do not exceed the hm~tattons specified mtts Grant Agreement or the Approved Project Budget for that Grant Agreement Section 38 D~sputes, Breaches, Defaults, or Other Litigation The Recipient agrees that FTA has a vested interest m the settlement of any dispute, breach, default, or ht~gat~on ~nvolwng the Project Accordingly a Notification to FTA The Recipient agrees to not~fy FTA of any current or prospective major dtspute, breach, default, or htlgat~on pertaining to the Project If the Recipient seeks to name the Federal Government as a party to Imgat~on for any reason, m any forum, the Rec~ptent agrees to ~nform the FTA before doing so b Federal Interest m Recovery_ The Federal Government retains the right to a proportionate share based on the percentage of the Federal share committed to the Project, of any proceeds derived from any third party recovery, except that hquldated damages recovered may be returned to the Project Account in heu of returmng the Federal share to the Federal Government c Enforcement The Recipient agrees to pursue all legal rights a~aflable under any third party contract d FTA Concurrence FTA reserves the right to concur m any compromise or settlement of any clmm revolving Project and the Recipient e Alternative D~spute Resolution FTA encourages the Recipient to use alternative d~spute resolution procedures as may be appropriate Section 39 Amendments to the Project The Recipient agrees that a change m c~rcumstances affecting the Project causing an mcons, stency w~th the terms of the Grant Agreement or Cooperat~,,e Agreement will require an amendment to FTA MA~4) 10-1-97, Page 43 the Grant Agreement or Cooperative Agreement s~gned by the original signatories The Recipient agrees that a change in the fi~ndamental information submitted in ~ts Apphcatmn will also require an Amendment to its Application or the Grant Agreement or Cooperative Agreement Section 40 Electronic Data Interchange Technology To the extent approved by FTA, the Recipient may use electronic data interchange technology to exchange information with FTA FTA reserves the right to determine whether the Recipient may use electronic data interchange technology to execute legal documents pertaining to FTA projects Section 41 SeveraNhty If any prowsion of the Grant Agreement or Cooperanve Agreement is held lnvahd, the remainder of the Agreement shall not be affected thereby if such remmnder would then continue to conform to the requirements of apphcable law FTA MA(41 10-1-97, Page 44