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HomeMy WebLinkAbout020859 RES - 01/09/1990A RESOLUTION AUTHORIZING THE EXECUTION OF A CONTRACT WITH THE STATE DEPARTMENT OF HIGHWAYS AND PUBLIC TRANSPORTATION DESIGNATING THE CITY OF CORPUS CHRISTI AS THE METROPOLITAN PLANNING ORGANIZATION FOR THE RECEIPT OF FEDERAL HIGHWAY FUNDS AVAILABLE TO SUPPORT THE URBAN TRANSPORTATION PLANNING PROCESS. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the City Manager is hereby authorized to execute a contract with the State Department of Highways and Public Transportation designating the City as the Metropolitan Planning Organization for the receipt of federal highway funds available to support the urban transportation planning process, all as more fully set forth in the contract, a substantial copy of which is attached hereto and made a part hereof, marked Exhibit A. ATTEST: City Secretary MAYOR THE CITY OF CORPUS CHRISTI APPROVED: 1 DAY OFe,,,,4dr,r , 19 $ h HAL GEORGE, CITY ATTORNEY B \ORD-RES\89069 0E1 I ED URBAN TRANSPORTATION PLANNING CONTRACT THE STATE OF TEXAS ** THE COUNTY OF TRAVIS ** THIS CONTRACT IS MADE by and between the State of Texas, acting by and through the State Department of Highways and Public Transpor- tation, hereinafter called the State, and the CITY OF CORPUS CHRISTI which has been designated the Metropolitan Planning Organization (MPO) of the CORPUS CHRISTI urbanized area(s), hereinafter called the MPO. WITNESSETH WHEREAS, 23 USC 104(f) authorizes federal highway funds to be made available to Metropolitan Planning Organizations (MPO) duly desig- nated by the Governor of each of the several States to support the urban transportation planning process; and, WHEREAS, the Governor of the State of Texas has designated the CITY OF CORPUS CHRISTI to be the MPO for the above-mentioned urbanized area(s); and, WHEREAS, an area equal to or larger than the above-mentioned urbanized area has been delineated in accordance with Federal guidelines where required Transportation Planning activities may take place; said area is shown in Attachment A and hereinafter called the Study Area; and, WHEREAS, the Governor of the State of Texas and the CITY OF CORPUS CHRISTI have executed an agreement pursuant to the MPO designation, said agreement as it was executed and any subsequent amendments being attached hereto as Attachment B and made a part hereof; NOW, THEREFORE, in consideration of the premises and mutual covenants and agreements of the parties hereto to be by them res- pectively kept and performed, as hereinafter set forth, the State and the MPO do agree as follows: AGREEMENT Article 1. Contract Period This agreement becomes effective when signed by all parties hereto and shall extend for the succeeding six years. It is provided, however, that nothing shall obligate the State to the MPO if the Governor's designation is withdrawn or if federal funds cease to become available within the six-year period or if the contract is terminated as hereinafter provided. Page 1 of 11 Article 1. Contract Period (cont.) At the end of the six years, this agreement shall be reviewed and an amendment or a new agreement executed, if both parties agree to the need for an amendment or a new agreement. If all terms and con- ditions of this agreement remain viable, no amendment or new agree- ment shall be required. In the event that no amendment or new agreement is required, a letter from the State to the MPO shall constitute renewal of the agreement for an additional six years, subject to all terms and conditions herein specified. Article 2. Unified Planning Work Program Each year the MPO shall submit to the State for approval a program of work which includes goals, objectives, and/or tasks required by each of the several agencies involved in the urban transportation planning process. This program of work is to be called the Unified Planning Work Program (UPWP) or any name that may be specified in later federal or state regulations, and each year's approved UPWP shall be incorporated into this contract by reference as Attach- ment C. The budget and statement of work for each year of this contract will be as included in each UPWP. The U.S. Department of Transpor- tation must approve the UPWP in writing before any costs may be incurred thereunder for the new fiscal year, and the maximum amount payable for each year will not exceed the estimated budget included in the UPWP. The effective date of each UPWP will be October 1 of each appli- cable fiscal year or the date of federal approval, whichever occurs later. On that date, the UPWP shall constitute a new federal project and shall supersede the previous UPWP. This provision of the contract will eliminate the necessity for annual amendments to reflect new funding and new tasks for each fiscal year. The UPWP shall comply with all applicable federal and state re- quirements, and will describe urban transportation and transporta- tion related planning activities anticipated in the area during the next one or two year period, including any planning work to be performed with federal planning assistance, and as in any way specified in the Federal -Aid Highway Program Manual (FHPM) 4-4-2 and 4-1-2 as appropriate. Should any conflict be discovered between the terms of this con- tract and the UPWP, the terms of this contract shall prevail. Article 3. Compensation The State's payment of any cost incurred hereunder is contingent upon the following: a. Sufficient federal funds are available to the State for making payments hereunder. Page 2 of 11 Article 3. Compensation (cont.) b. The incurred cost is authorized in the prevailing UPWP. The maximum amount payable under this contract shall not exceed the total budget amount of each year's approved budget as included in the UPWP. c. The cost has actually been incurred by the MPO and meets the following criteria: (1) is verifiable from MPO records (2) is not included as match funds for any other federally - assisted program (3) is necessary and reasonable for the proper and efficient accomplishment of program objectives (4) is the type of charges that would be allowable under OMB Circular A-87, Cost Principles for State and Local Governments" (5) is not paid by the state or federal government under another assistance agreement unless authorized to be used as match under the other federal or state agreement and the laws and regulations to which it is subject. d. No work shall be performed in a fiscal year without the State's issuance of a work order subsequent to federal approval of the prevailing UPWP. The State's work order shall state the date of federal authorization and the effective date of the approved UPWP. e. The MPO is authorized to submit requests for payment of authorized costs incurred hereunder on a monthly basis. Each request for payment will be submitted in a manner acceptable to the State, which includes as a minimum the following information: (1) UPWP budget category or line item (2) description of the cost (3) quantity (4) price (5) extension (6) total Article 4. Indemnification The MPO shall save harmless the State from all claims and liability due to the acts or omissions of the MPO, its agents or employees. The MPO also agrees to save harmless the State from any and all expenses, including attorney fees, all court costs and awards for damages, incurred by the State in litigation or otherwise resisting such claims or liabilities as a result of any activities of the MPO, its agents or employees. Further, the MPO agrees to protect, indemnify, and save harmless the State from and against all claims, demands and causes of action of every kind and character brought by any employee of the MPO against the State due to personal injuries and/or death to such employee resulting from any alleged negligent act, by eithe commission or omission on the part of the MPO or the State. Page 3 of 11 Article 5. Inspection of Work The State and, when federal funds are involved, the U. S. Depart- ment of Transportation, and any authorized representative thereof, have the right at all reasonable times to inspect or otherwise evaluate the work performed or being performed hereunder and the premises in which it is being performed. If any inspection or evaluation is made on the premises of the MPO or a subcontractor, the MPO shall provide and require its subcon- tractor to provide all reasonable facilities and assistance for the safety and convenience of the inspectors in the performance of their duties. All inspections and evaluations shall be performed in such a manner as will not unduly delay the work. Article 6. Work Performance All work performed hereunder shall be carried out in a professional and orderly manner, and the products authorized in the UPWP shall be accurate and exhibit high standards of workmanship. Article 7. Disputes The MPO shall be responsible for the settlement of all contractual and administrative issues arising out of procurements entered into in support of contract work. In the event of a dispute concerning the work performed hereunder in support of the urban transportation planning process, the Engineer -Director of the State shall act as referee, and his decision shall be final and binding. Article 8. Noncollusion The MPO warrants that it hzs not employed or retained any company or person, other than a bona fide employee working for it, to solicit or secure this contract, and that it has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon or resulting from the award or making of this contract. If the MPO breaches or violates this warranty, the State shall have the right to annul this contract without liability or, in its discretion, to deduct from the contract price or consideration, or otherwise recover the full amount of such fee, commission, brokerage fee, gift, or contingent fee. Article 9. Reporting The MPO shall submit an annual performance report within 90 days after the end of the federal fiscal year. During the term of the contract, the MPO shall promptly advise the State in writing of events which have a significant impact upon the contract, including: Page 4 of 11 Article 9. Reporting(cont.) a. Problems, delays, or adverse conditions which will materially affect the ability to attain program objectives, prevent the meeting of time schedules and goals, or preclude the attainment of project work units by established time periods. This disclosure shall be accompanied by a statement of the action taken, or contem- plated, and any state or federal assistance needed to resolve the situation. b. Favorable developments or events that enable meeting time schedules and goals sooner than anticipated or producing more work units than originally projected. Article 10. Records The MPO agrees to maintain all books, documents, papers, account- ing records, and other evidence pertaining to costs incurred and work performed hereunder and shall make such materials available at its office during the time period covered and for three years from the date of final payment under the UPWP. Such materials shall be made available during the specified period for inspection by the State, the U.S. Department of Transportation and the Office of the Inspector General, and any of their authorized representatives for the purpose of making audits, examinations, excerpts, and transcriptions. Article 11. Subcontracts Any subcontract for professional services rendered by individuals or organizations not a part of the MPO's organization shall not be executed without prior authorization and approval of the subcon- tract by the State and, when federal funds are involved, the U.S. Department of Transportation. If the subcontract is authorized in the current approved Unified Planning Work Program, and if the MPO's procurement procedures have been approved by the State either directly or through self -certification by the MPO, the subcontract shall be deemed to be authorized and approved, provided that the subcontract includes all provisions required by the State and the U.S. Department of Transportation. Subcontracts in excess of $25,000 shall contain all required provi- sions of this contract. No subcontract will relieve the MPO of its responsibility under this contract. Article 12. Termination The State may terminate this contract at any time before the date of completion if the Governor withdraws his designation of the MPO or if it is determined that the MPO has failed to comply with the conditions of the contract. The State shall give written notice to the MPO at least seven days prior to the effective date of termi- nation and specify the effective date of termination. Page 5 of 11 Article 12. Termination(cont.) If both parties to this contract agree that the continuation of the contract would not produce beneficial results commensurate with the further expenditure of funds, the parties shall agree upon the termination conditions. Upon termination of this contract, whether for cause or at the con- venience of the parties hereto, all finished or unfinished docu- ments, data, studies, surveys, reports, maps, drawings, models, photographs, etc. prepared by the MPO shall, at the option of the State, be delivered to the State. The State shall compensate the MPO for those eligible expenses incurred during the contract period which are directly attributable to the completed portion of the work covered by this contract, provided that the work has been completed in a manner satisfactory and acceptable to the State. The MPO shall not incur new obli- gations for the terminated portion after the effect date of termination. Except with respect to defaults of subcontractors, the MPO shall not be in default by reason of any failure in performance of this contract in accordance with its terms (including any failure by the MPO to progress in the performance of the work) if such failure arises out of causes beyond the control and without the default or negligence of the MPO. Such causes may include but are not limited to acts of God or of the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, and unusually severe weather. In every case, however, the failure to perform must be beyond the control and without the fault or negligence of the MPO. Article 13. Remedies Violation or breach of contract terms by the MPO shall be grounds for termination of the contract. Any increased cost arising from the termination shall be paid by the MPO. This agreement shall not be considered as specifying the exclusive remedy for any dispute, but all remedies existing at law and in equity may be availed of by either part and shall be cumulative. Article 14. Gratuities State Highway and Public Transportation Commission policy mandates that employees of the State shall not accept any benefits, gifts or favors from any person doing business with or who reasonably speaking may do business with the State under this contract. Any person doing business with or who reasonably speaking may do business with the State under this contract may not make any offer of benefits, gifts or favors to State employees, except as men- tioned hereabove. Failure on the part of the MPO to adhere to this policy may result in termination of this contract. Page 6 of 11 Article 15. Compliance With Laws The MPO shall comply with all Federal, State and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any courts or administrative bodies or tribunals in any matter affecting the performance of this contract, including, without limitation, workers' compensation laws, minimum and maximum salary and wage statutes and regulations, and licensing laws and regulations. When required, the MPO shall furnish the State with satisfactory proof of its compliance therewith. Article 16. Successors and Assigns The State and the MPO each binds itself, its successors, executors, assigns and administrators to the other party to this agreement and to the successors, executors, assigns and administrators of such other party in respect to all covenants of this agreement. The MPO shall not assign, sublet, or transfer its interest in this agree- ment without written consent of the State. Article 17. Debarment/Suspension The MPO is prohibited from making any award or permitting any award at any tier to any party which is debarred or suspended or otherwise excluded from or ineligible for participation in federal assistance programs under Executive Order 12549, Debarment and Suspension. The MPO shall require any party to a subcontract or purchase order awarded under this contract as specified in Title 49 of the Code of Federal Regulations, Part 29 (Debarment and Suspension) to certify its eligibility to receive federal funds and, when requested by the State, to furnish a copy of the certification. Article 18. MPO Resources All employees of the MPO shall have such knowledge and experience as will enable them to perform the duties assigned to them. Any employee of the MPO who, in the opinion of the State, is incompetent, or whose conduct becomes detrimental to the work, shall be removed from association with any of the State's projects when so requested by a duly authorized representative of the State. Article 19. Additional Work The MPO is not authorized to request payment for any work it may perform that is not included in the prevailing Unified Planning Work Program. Article 20. Equal Employment Opportunity The MPO agrees to comply with Executive Order 11246 entitled "Equal Employment Opportunity" as amended by Executive Order 11375 and as supplemented in Department of Labor Regulations (41 CFR 60). Page 7 of 11 Article 21. Nondiscrimination During the performance of this contract, the MPO, its assigns and successors in interest, agrees as follows: 1. Compliance with Regulations: The MPO shall comply with the regulations relative to nondiscrimination in federally -assisted programs of the U.S. Department of Transportation, Title 49, Code of Federal Regulations, Part 21 and Title 23 , Code of Federal Regulations, Part 710.405(b), as they may be amended from time to time (hereinafter referred to as the Regulations), which are herein incorporated by reference and made a part of this contract. 2. Nondiscrimination: The MPO, with regard to the work per- formed by it during the contract, shall not discriminate on the grounds of race, color, sex, or national origin in the selection and retention of subcontractors, including procurements of materi- als and leases of equipment. The MPO shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 and Part 710.405(b) of the Regulations, including employment practices when the contract covers a program set forth in Appendix B of the Regulations. 3. Solicitations for Subcontracts, Including Procurements of Materials and Equipment: In all solicitations either by competi- tive bidding or negotiation made by the MPO for work to be per- formed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the MPO of the MPO's obligations under this contract and the Regulations relative to nondiscrimination on the grounds of race, color, sex, or national origin. 4. Information and Reports: The MPO shall provide all infor- mation and reports required by the Regulations, or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the State or the U.S. Department of Trans- portation to be pertinent to ascertain compliance with such Regula- tions or directives. Where any information required of the MPO is in the exclusive possession of another who fails or refuses to furnish this information, the MPO shall so certify to the State or the U.S. Department of Transportation as appropriate, and shall set forth what efforts it has made to obtain the information. 5. Sanctions for Noncompliance: In the event of the MPO's noncompliance with the nondiscrimination provisions of this con- tract, the State shall impose such contract sanctions as it or the U.S. Department of Transportation may determine to be appropriate, including but not limited to: o withholding of payments to the MPO under the contract until the MPO complies, and/or o cancellation, termination, or suspension of the contract in whole or in part. Page 8 of 11 Article 21. Nondiscrimination (cont.) 6. Incorporation of Provisions: The MPO shall include the provisions of paragraphs 1 through 6 in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Regulations or directives issued pursuant thereto. The MPO shall take such action with respect to any subcontract or procurement as the State may direct as a means of enforcing such provisions including sanctions for noncompliance; provided, however, that in the event a MPO becomes involved in, or is threatened with litigation with a subcontractor or supplier as a result of such direction, the MPO may request the State to enter into such litigation to protect the interests of the State; in addition, the MPO may request the United States to enter into such litigation to protect the interests of the United States. Article 22. Disadvantaged Business Enterprise It is the policy of the U. S. Department of Transportation that Disadvantaged Business Enterprises as defined in 49 CFR 23, Subpart A, shall have the maximum opportunity to participate in the performance of contracts financed in whole or in part with Federal funds. Consequently the Disadvantaged Business Enterprise requirements of 49 CFR 23, exclusive of Subpart D, apply to this contract as follows. ° The MPO agrees to insure that Disadvantaged Business Enterprises as defined in 49 CFR 23, Subpart A, have the maximum opportunity to participate in the performance of contracts and subcontracts financed in whole or in part with Federal funds. In this regard, the MPO shall take all necessary and reasonable steps in accordance with 49 CFR 23, exclusive of Subpart D, to insure that Disadvantaged Business Enterprises have the maximum opportunity to compete for and perform contracts. ° The MPO and any subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of contracts funded in whole or in part with Federal funds. These requirements shall be physically included in any subcontract. Failure to carry out the requirements set forth above shall constitute a breach of contract and, after the notification of the State, may result in termination of the contract by the State or other such remedy as the State deems appropriate. Article 23. Procurement The MPO shall maintain written procurement procedures that meet or exceed the requirements of 49 CFR 18, "Uniform Administrative Requirements for Grants and Cooperative Agreements with State and Local Governments," as it may be revised or superseded. These procedures will be used for all acquisitions authorized in any UPWP. Page 9 of 11 Article 24. Property Management The MPO shall maintain written property management procedures that meet or exceed the requirements of 49 CFR 18, "Uniform Administra- tive Requirements for Grants and Agreements with State and Local Governments," as it may be revised or superseded. These procedures will be used for any property acquired in whole or in part with federal or state funds provided through this contract. Article 25. Audit The MPO shall comply with the requirements of OMB Circular A-128, Audits"Requirements for State and Local Governments, and shall promptly furnish the State a copy of each audit report. The MPO shall be responsible for any funds determined to be ineli- gible for federal reimbursement, and shall reimburse the State the amount of any such funds previously provided to it by the State. Article 26. Amendments Any change to one or more of the terms and conditions of this agreement shall not be valid unless made in writing and agreed to by the parties hereto before the change is implemented. Article 27. Distribution of Products The MPO will provide a number of copies to be specified by the State of all information, reports, proposals, brochures, summaries, written conclusions, graphic presentations, and similar materials developed by the MPO and financed in whole or in part as provided herein. All reports published by the MPO shall contain a prominent credit reference to the State and the U.S. Department of Transpor- tation, Federal Highway Administration: Prepared in cooperation with the State Department of Highways and Public Transportation and the U.S. Department of Transportation, Federal Highway Administration Article 28. Ownership of Documents Upon completion or termination of this contract, all documents prepared by the MPO or furnished to the MPO by the State shall be delivered to and become the property of the State. All such documents, photographs, calculations, programs, and other data prepared or used under this contract shall be used by the State without restriction or limitation of further use. Page 10 of 11 Article 29. Signatory Warranty The undersigned signatory for the MPO hereby represents and war- rants that he is an officer of the MPO and that he has full and complete authority to enter into this contract on behalf of the MPO. IN WITNESS WHEREOF, the State and the MPO have caused this contract to be executed, but the contract shall not be valid until signed by a duly authorized representative of each party. THE MPO By Title Date ATTEST: By Title Date THE STATE -00F TEXAS Certified as being executed for the purpose and effect of activating and/or carrying out the orders, established policies or work programs heretofore approved and authorized by the State Highway and Public Transportation Commission under the authority of Minute Order 82513. By Transportation Planning Engineer Date For the purpose of this agreement, the following addresses shall be used to mail all required notices, reports, claims, and correspondence. For the MPO: For the District Office: Page 11 of 11 ATTACHMENT A Study Area NO I 1 c c CITY LIMITS •••• OUTLYING STUDY BOUNDARY MI INTENSIVE STUDY BOUNDARY COUNTY LINES ATTACHMENT B Metropolitan Planning Organization Designation Agreement AGREEMENT STATE OF TEXAS COUNTY OF TRAVIS THIS AGREEMENT Made this - day of Ny) v , , A.D., 1988, by and between the Office of the Governor, State of Texas, acting by and through the Office of Budget and Planning, Party of the First Part, and the CITY OF CORPUS CHRISTI , Party of the Second Part: WITNESSETH WHEREAS, the Federal -Aid Highway Act of 1973 in Section 112 allocates planning funds to Metropolitan Planning Organizations to support the urban transportation planning process; and WHEREAS, the Federal Highway Administration (in accordance with Section 112 of the Federal -Aid Highway Act of 1973) and the Urban Mass Transportation Administration (in accordance with Section 8 of the Urban Mass Transportation Administration Act of 1964. as amended) intend to fund the same designated Corpus Christi, Texas day of r , 19 The above resolution was passed by the following vote: Betty N. Turner David Berlanga, Sr. Leo Guerrero Tom Hunt fi Edward A. Martin Joe McComb Clif Moss Mary Rhodes Frank Schwing, Jr. %, 066