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HomeMy WebLinkAboutC2006-142 - 4/25/2006 - Approved COASTAL BEND COUNCIL OF GOVERNMENTS SOLID WASTE GRANT INTERLOCAL AGREEMENT Household Hazardous Waste Storage 06-20-G14 I he Coastal Bend CounCIl of Governments (COG) has received a grant through a contract with the I exas Commission on E nvil onmental Qual ity, which authorizes COG to redistribute solid waste fees 1 suppon local and regional solid waste projects that are consistent with the regional solid waste management plan. ThiS mterlocal agreement is a subcontract of the COG's contract with the TCEQ. Fcmds for this agreemen' come from Solid Waste Disposal and Transportation Fees. i he COt f and the Sl BCO'\JTRAC lOR certify that they have authority to perform the services ,mtracted 1t)f bv authonty i!ranted in The Interlocal Cooperation Act," Texas Government Code, hapter""q Ihls lnterlocal Agreement i:, entered into by and between the parties named below. Neither TCEQ :ll1r the State of rexas is a party to this ('untract. l CONTRACTING PARTIES: The Council ill' Crovemments:Coastal Bend Council of Governments 'I he SUBCONTRA(TOR: Ci~' of Corpus Christi II. CONTRACT ADMINISTRATION PROVISIONS: See "Attachment A - General Contract Provisions" & "Attachment B - Special Contract PW\ isions' III. SERVICES TO BE PERFORMED: See 'Attachment C - Work Program of SUBCONTRACTOR" & "Attachment D - Schedule ot Deliverables from SUBCONTRACTOR" IV. BllDGET ANn PAYMENT PROCEDURES: Sce'A,ttachment E . SLBCONTRACTOR Budget and Authorizations" COUNCIL OF GOVERNMENTS SUBCONTRACTOR ( oastal Bend Coune 11 of Governments City of Corpus Christi ., ~t~- l' ", )6hn Buckner v F,ecutive Direct 1r / /, ',/. f~a~ Director. Streets and Solid Waste Dah L / { Hate: Lf I L- -I gl,P r.:es V l~Cr -,:;u ;'.' '" .,' (""stal Bend Council \\t GO\ernQ:~~"~I~.'.~~~~~ijl..?::.~2J! ...-...-....8-( SEClf:T ARV .(It/ 1 2006-142 04/25/06 Res026750 (OC Coastal Bend Council of Governments Solid Waste Grant Interlocal Agreement Table of Contents i\ (feneral C\\lltrac' Provisi,ms !\rticle I i\rtlCle :2 Article 3 Article 4 Article 5 Article 6 Article 7 Article 8 Article 9 /\rticle 1 () Article I /\rticle I~' Article I ; i\rticle I~ Article 1 -; /\rticle I h Article 17 Article 1 X ,\rticle 1 ,) ,.\rticle :2ii Article 2 ,\rticle 22 .\rtick 2 ; Article 2.l L\rticle 2':;' ,\rticle 2h Article 27 Article 2X Legal L\uthority Scope of Services Purpose Eligible Applicants/Recipients Responsibility of the Subcontractor Licenses. Permits and laws Uniform Grant and Contract Management Act Release of Claims Insurance and Liability Accounting Systems Audit Access to Records Independent Financial Audit Changes TerminatlOn Severabilit\ Intellectual Property Equal Opportunity and Affirmative Action ADA Reg uirements Utilization of Small. Minority, and Women's Business Enterprises Energy Efficiency Standards Acknowledgment of Financial Support Data and Publicity Hazardous Substances. Waste Disposal, and Manifests Statues Relating to Nondiscrimination Oral and Written Agreements Safety and Protection Force Majeure Entire Contract 13 Special Contract Provisinns Article I Article 2 Article 3 Article 4 Article 5 i\,rticle 6 Article 7 ,\rticle 8 ''\rticle 9 Article! i) Article I I \rticle I' Period ot Performance Scope of Services Obligations Reporting Requirements Monitoring Requirements Title to and Management of Real Property and Equipment Compliance with Applicable Laws Types and Standards of Solid Waste Implementation Projects Supplemental Funding Standards Funds in the \1SWDTRF ConflIct of Interest Authorized Representatives (';) lstal BenJ Counci I ()f (Jovernments 2 ( \\ ork Program 01 SUBC( )NTRACTOR D Schedule of Deliverables from SUBCONTRACTOR f" SllB('( )NTR :\C rOR Budget and Authorizations Co\stal Bend COllnci I of Governments 3 ( oastal Bend Council of (.overnments Solid Waste Grant Interlocal Agreement General Contract Provisions <\ttachment A \rticle ] Le~al ;\uthonty lhe SUBCONTR\CTOR and COCr shall conduct the activities funded under this agreement in Jccordance with all provIsions of this agreement, including all applicable state and local laws, rules, t'egulations. and guidelines. The mam governing standards include. but may not be limited to the tullowint: (\ 361.014, f'EX.HEALTH&SAFETYCODE: () BP.569 of the TCE(I Municipal Solid Waste Regulations (30 T AC Chapter 330); ano (: ) Ih~ t nit()flll Grant and Contract Management Act, TEX. GOVT CODE, 783.001 et. seq.. ami the Unifc)rm (irant and Contract Management Standards, 1 Texas ~dministrative Code (T A(' ).5.141 e1. seq. (collectively. UGCMA). \rtic1e :::' Scope l)f Services lhe services to be pertlxmed by the SUBCONTRACTOR are outlined in the General Contract Provisions (Attachment A J. Special Contract Provisions (Attachment B), Work Program of SUBCONTRACTOR (~ttachment C), Schedule of Deliverables from SUBCONTRACTOR I .\ttachment 0), SUBCONTRACTOR Budget and Authorizations (Attachment E), and any Change Orders, whIch are later incorporated into and made a part of this Agreement, as ifset out word-for- \vord this Contract (Agreement). \ rticI e :< Purpose id) The purpose of this Agreement is to accomplish the goals of 361.014(b), TEX. HEALTH AND SAFETY ('ODE. as they relate to distributing solid waste fee revenue funds to support local and regional solid waste projects consistent with the regional solid waste management plans approved by the TCEQ and to update and maintain those plans. i b) Under the overall goals of the funding program established under 361.014(b), TEX. HEALTH \ND SAFETY CODE, the more specific purposes of this Agreement are: I () enable the COG to carry out or conduct various municipal solid waste management- rdated services and support actiVIties within the COCT'S regional jurisdiction; and 1'0 admll1isler an efficient and effective. region-wide, pass-through (subgrantee) assIstance grants pn>gram and/or. where authorized by the COG in accordance with Article 4 ol'tllls Attachment. to conduct various COG - managed projects. c,'.\stal Bend Counci I of Glwernments A-I \rtlcle 4 LI igibk i\ pp i icants/Recl plcnts \ a) Eligihle Pass-Through (Trant RecipIents. I (Inly those local and regional political subdivisions located within the State of Texas as listed below are eligible to receive funding from the COG as a pass-through grant: ( I C tie', (I I C mnties: (I! 1 ) Public schools and school districts (does not include universities or post sl'condary educational institutions); and ( 1 \ ) Other general and special law districts created in accordance with state law, and II/ith the authority and responsibility for water quality protection or l11ullIcipal solId waste management to include river authorities. (\ i (' mnci I of Gl lvernments ..., ! ..ocal and regIonal political subdivisions that are subject to the payment of state solid \\aste disposal fees and whose fee payments are in arrears, as determined by the TCEQ, are not eligible to receive pass-through grant funding from the COG. The TCEQ shall provide, on a quarterly basis. the COG a list of entities for which fee payments are in arrears. The COG shall allow a potential pass-through grant applicant that is listed as being in arrears in its ke payments the opportunity to provide documentation of payment of the fees owed the statl' If the pott'ntial applicant provides the COG with documentation of payment of the fees. such as a cance ied chech or receipt from the state. the COG may consider that applicant tt' be eligible to recllve pass-through grant funding under this agreement The COG shall nl)tit~ the TCEQ of ,my applicants for which a determination of eligibility was made under thIs Subsection with the list of projects to be provided under the requirements set forth in ArtJi.:le 7.76 llfTCI Q Contract Nu582-4-6552Q. '\ rticle 5 Responsibility of the Subcontractor (a) The SLBCOi\TRA( "f()R shall be responsible for the professional quality, technical accuracy, timely completion. ancl the coordination of all services and other work furnished by the ;";UBCOl\JTRACI OR under this Agreement. as set forth in Attachment C of this Agreement. (b) The st BCONTRAC'T()R shall perform such services as may be necessary to accomplish the work required to be perhmled under this Agreement. in accordance with the COG and contractual requirements and any and a I applicable law. IL) The COG may reljulre Ihe SUBCOl\,JTRACTOR to correct or revise any errors, omissions, or \!ther de1iciencies 1I1 any reports or services provided by the SUBCONTRACTOR to ensure that such reports and serv Ices fulfi II the purposes l)f thIs Agreement. The SUBCONTRACTOR shall make the required corrections ur revi~ions without additional cost to the COG. i d) Neither the COGs rt'vinv. appn1val or acceptance of. nor payment for any of the services shall he construed to operate as ;1 waiver of any rights under this Agreement or of any cause of action COlstal Be,lJ Counci I of (jovernments A-2 .msing out \ lIthe pcrformanu: ofthis Agreement: and the SUBCONTRACTOR shall be, and remain, lable in accordance \\Ith applicable la\\ for all damages to the COG including reasonable attorneys' lees and cuurt costs call see by the SUBC< )NTRACTOR's negligent performance of any of the .;crvices t tlr11lshed under thi, Agreement I:) The obligations ut the SlBCONTRACTOR under this Article are in addition to the ...; l mC01\,TRACTOR 's (;ther express or implied assurances under this Agreement or applicable law. f) All l\)J1tractual expend ltures U'img funds provided under this Agreement shall meet all procurement laws and reguhttions applicable to the SUBCONTRACTOR and their subcontractors 1l1d the \ lniform Grant and Contract Management Act and the Uniform Grant Management Standards '\iok that competitive bidding will generally be required. g) The SUBCONTRA( fOR shall beresponsible for the management and fiscal monitoring of all of their subc,)ntractors and 'iubgrantees The SUBCONTRACTOR shall monitor its subcontractors and -;ubgrantees as necessary 0 ensure that their subcontractors and subgrantees are operating .:,:msistentl: WIth applicable laws and regulations. applicable contracting policies, and this i\greement The S UBC< lNTRACTOR shall ensure that their subcontractors and subgrantees comply with all record keeping and ,iccess requirements set forth in this Agreement. The COG reserves the rIght to perl()fm an independent audit of all SUBCONTRACTORS subcontractors and subgrantees. lhe SUBC()NTRACT< )R. SUBCONTRACTORS subcontractors and SUBCONTRACTORS ,>ubgrantees shall maintam detailed recllrc!:-. '\11icle 6 I.icenses. Pennits and Lav\c. I he SUBCI )NTRACTOR shall. except as lltherwise provided in this Agreement, be responsible for ,)btaining any necessary icenses and permits. and for complying with any applicable Federal, State, and mUlllci ral la'Ws. codes. I lrdinances. and regulations. in connection with the work required by this \greement \ rticle 7 l '111 1'0 I'm eTrant and ( ontract Management Act Ihe pro\ ISlons of the l nif,)fm Grant and Contract Management Act ("UGCMA") apply to this .\greemcnt to the extent required by lay\ i\rticle g Release (,fClaims I' pon satIsfactory completion ofthe work performed hereunder and prior to final payment under this \greement for such work. or prior to settlement upon termination of this Agreement and as a condition to final payment/settlement. the SUBCONTRACTOR shall execute and deliver to the ('OG a release of all claIms against the COCT arising under or by virtue of this Agreement \rticle 9 InsuranCl and Liabilltv SUBCONTRACTOR shall maintain insurance coverage for work performed or services rendered under thIS contract as specified in the Special Provisions. SUBCONTRACTOR understands and agrees that it shall be liahle '0 repay and shall repay upon demand to COG any amounts determined by COG, its independent auditors, or any agency of state or federal governments to have been paid in \ iolation of the terms 01 thi'> Agreement C<'lstai Bnd Council ofCi,l\ernments A-3 \rticle I! ACl'oulltmg Systems rhe SUBCONTRACTOR shall have an accounting system which accounts for costs in accordance with generally accepted accounting standards or principles and complies with applicable State law, regulations and policies relating to accounting standards or principles. The SUBCONTRACTOR must aCC,lunt for costs in a manner consistent with such standards or principles. \rticle 1 Audiu Acees-; to ReCl\rd~ a) The SUBCON [RAl TOR shallmaintam and make available for review, inspection and/or audit books, records, dc\cuments. and other evidence reasonably pertinent to performance on all work under thiS Agreement. mcluding negotiated changes or amendments thereto, in accordance with accepted profeSSIOnal practice, appropriate accounting procedures and practices at the "IJBCONTRACTORs (\ffice. The SUBCONTRACTOR shall also maintain and make available at '1S Texas ()ffice the financial information and data used hy the SUBCONTRACTOR or its designee iI1cluding mdependent linancial auditors) in the preparation or support of any cost submission or ,',-1St (direct and indirectl. pnce or pre fit analysis for this Agreement or any negotiated subagreement \r change order and a copy (' f'the cost summary submitted to COG. The COG, Texas State Auditor's (Inice, or any of COG\ duh authOrized representatives, shall have access to such books, records, documents, and other e\idl~nce f,x the purpose of review, inspection and/or audit. During the ~unduct "f clny such rev le\\ audit 01 inspection, SI fBCONTRACTOR's books, records, and other pertinent documents 111<1\. upon prior conference vvith the SUBCONTRACTOR, be copied by the (OG or .Im of Its dulYluthorized representatives All such information shall be handled by the parties in accordance \\lth good business ethics, The SUBCONTRACTOR shall provide proper lacilities Within the Stall' oj [exas fur such access and inspection, b) Audas conducted under this pro\ ision shall be carried out in accordance with State law, regulations and policy, and generallv accepted auditing standards and established procedures and guidelines t \f the revieWing ,)r audit agency( ies), C) The S U BCOl\TRA( T( iR agrees to the disclosure of all information and reports resulting from access te records pursuant ro Section (a) uf this Article to COG. Where the audit concerns the SUBCONTRAC1 OR. the auditing agency will afford the SUBCONTRACTOR an opportunity for an audit I."Xlt conference ami an opportunitv to comment on the pertinent portions of the draft audit !'eport d) Recurds under Section la) of this Article shall be maintained and made available during the entire penod of performance of this Agreement and until three (3) years from date of final COG payment for the project In additioll. those records which relate to any dispute, litigation, or the settlement,)f claims arismg out of such performance. or costs or items to which an audit exception has been taken shall he main tained and made available until completion of such action and resolution ,I' all issue~ which arise tr01l1 it. nr until the end of the regular three-year period, whichever is later. ! e) Access to records! s 110t lmited tu the required retention periods. The authorized representatives designated !n Section (a j 01 this Article shall have access to records at any reasonable time for as llmg as the records are maintained, "'Slal Bend Counci' "f (jinernments A-4 1) The right to audit and access te records Article applies to financial records pertaining to all ~ubagreel11ents and all subagreement change orders and amendments. In addition, this right of access J pplies tu a II records pert ain mg to all subagreements. subagreement change orders and sub agreement :ll11endmcnts to the extent th~ records reasonably pertain to subagreement performance; ifthere is any ndication that fraud. gwss J.buse or corrupt practices may be involved; or if the subagreement is ierminatl'd i'~H' default or fOt convenJeme g) The ('0(; reserves the right to require the reimbursement of any ()Ver-payments determined as a n:sult of an' audit or inspel tion of rec(.rds kept by the SUBCONTRACTOR on work performed under thl' Agreement 11) The SUBCONTRAC rOR shall include Sections (a) through (g) of this Article In all -.;ubagreemcnts and all chan~e orders directly related to project performance. \ rticle ] Independent Financial AudIt I he SUBCONTRACTOR ..,hall adhere to the Single Audit requirements of the UGCMA. The SUBCONl RACTOR shall deliver to the COG each audit report within thirty (30) days of completion of the audit rep1lrt. The SLBCONTRACTOR is responsible for including the Single \udit relJuirements in all subagreements and shall be responsible felr insuring adherence to those requirements by all subgrantees and SUhC' mtractors \rticle 1 ~ Changes ia) A Maior Change will include one or more of the following: () an I11crease (lr decrease in the amount of compensation to the SUBCONTRACTOR; (:') an extension or shortening of the term of the Agreement; (i) a signiticant change in the scope of the Agreement or the services to be performed; or (4) an) action that is beyond the authority of the Executive Director or the Project Representati ve of the COG (bl Implementation of a Major Change must be preceded by a formal written amendment to the l'\greement The amendment must contain a description of the proposed change. The amendment must be signed by persons authorized to bind each party in contract. Any amendment that will exceed the contractual authority of the Executive Director of the COG also requires the consent, at \genda. ,)f a majority o/thl' CBCOC} Governing Board. c) Any proposed change that is not a MaJor Change may qualifY as a Minor Change. In addition, a delay or change m the wurk resulting from inclement weather will be treated as a Minor Change. A \1inor Change shall require the written agreement of both Project Representatives, but does not rt:quire a formal amendment to the contract. A copy of the authorization must be retained in the appropriate file of both the ~UBC()NTRACTOR and the COG. dJ If the Sl rBCONTRACTOR requests a Minor Change and the Project Representative of the COG does not approve the request as a '\1inor Change. then the change shall be deemed a Major Change ,}~,qal Bend Counci of Gl1\ernments A-5 md the st RCONTRACTt)R ma\ onh ,lbtain authorization to proceed In accordance with -icction (h) dfthis Artlck C) If the Sl1BCONTRACI OR makes any changes in personnel whose salaries are funded by this 2rant. Sl Be 'ONTRA( 'T OR must givc ('O(j prior notification and obtain prior approval from COG. 1) An~ dllerations. additiuns. or deletions to the terms of this contract which are required by changes It1 Federal law lJr regulations are automatically incorporated into this Agreement without ~\Titten amendment hereto. and shall become effective on the date designated by such law or regulation. provided If the SUBCONTRACTOR may not legally comply with such change, -i1'BCONTRACTOR may terminatE' its participation herein as authorized by Article 14. ,g) CO(J may. from time to time. require changes in the Scope of the Services of the "UBCONTRACTOR to be performed under this Agreement. Such changes that are mutually agreed dpon by clnd between COG ,md the SUBCONTRACTOR in writing shall be incorporated into this \greement \rticle 1.+ Termll1atJon a) This Agreement terminates upon full performance of all requirements contained herein, unless ,:,xtended 111 writing. b) This'\greement may be terminated in whole or in part in writing by either party in the event of 'iubstantial failure by the other party to fulfill its obligation under this Agreement through no fault of the terminating party Fallure on the part of the SUBCONTRACTOR to comply with the conditions ..;et forth In the agreement shall be the basis for termination of the agreement and/or the revocation of my unexpended or inappropriately expended funds, Provided that no such termination may be effected unless the other party is given: () not less than ten (10) days \\Titten notice (delivered by certified mail, return receipt requested) 01 intent to termmate: and (=) an llpportuni1y for consultation with the terminating party prior to termination. c) This Agreement may be terminated in whole or in part in wntmg by the COG for its cunveniencl'", Provided that the SUBCONTRACTOR is given not less than ten (10) days written '1Otice (delivered by certdled mail. fl~turn receipt requested) of intent to terminate. i d) If termination for detauh under Sectlon (b) ofthis Article or termination for convenience under Section (c) (lfthis .Article is ,~ffected by the COG. any payment due the SUBCONTRACTOR at the nme of term ination may be adjusted to the extent of any additional costs occasioned to the COG by '"Cason 01 the SUBCONTRACTOR's default. The equitable adjustment for any termination shall provideli.lr payment 10 the SUBCONTRACTOR for services rendered and expenses incurred prior (' the teml ination. 111 addition to term mation settlement costs reasonably incurred by the ..;UBCONTRACTOR relating to commitments whleh had become firm prior to the termination. l'l Up\lI1 receipt 1'1' a termination actlon under Sections (bi or (c) of this Article, the "l UBCONT RACTOR shall ('(1,,-;lal fknl' Council "I (J,)\ ernments A-6 (i prompt!) dis.:ontinuc all senices aflected (unless the notice directs otherwise); and (~) deliver elf otilerwise make available to the COG all data, drawings, specifications, reports. estimates, summaries. and such other information and materials as may have heen aCCLlmulated bv the SUBCONTRACTOR in performing this Agreement, \vhether l om pleted or in the process f) Upon terminatIon under Sections (b) and (c) of this Article. the COG may take over the work and orosecute the same tc completion b) agreement with another party or otherwise. (g) If, after tem1ination tor tailure of the S I j BCONTRACTOR to fulfill contractual obligations, it is determined that the Sl fBCONTRACTOR had not so failed. the termination shall be deemed to have heen effected for the Cl)Jhel1lenCe of the C( lG. In such event. adjustment of the price provided for in !his Agreement shall he made as provided 111 Section (d) of this Article. h) If am delay or failure ot performance IS caused by a FORCE MAJEURE event as described in the Article 27 of this Appendix. the COC, may in its sole discretion terminate this Agreement in whole or part under this ;\rtlcle. "'rticle ] ", Severabi lit\ i\1l parties agree that should any provision of this Agreement be determined to be invalid or unenforceahle, such determ mation shall not affect any other term of this Agreement, which shall .:ontinue m full force and effect. i\rticle ] h Intellectual Property \ a) For the purpose of thl sA rticle. "intellectual property" refers to 1 ) any discovery or invention for which patent rights may be acquired. and 2) any photographs, graphic designs, plans, drawings, specifications, computer prugrams. technical reports. operating manuals, or other copyrightable materials and J) any other materials in \vhich intellectual property rights may be obtained. h) Royalties and Patent I,'ee", The S!'BCONTRACTOR shall pay all license fees and royalties and Issume all costs incident to the use or possession in the performance of the work or the incorporation III the work of any Intelkctual Property 'c) Disclosure of Intellectual Property Produced during the work. The SUBCONTRACTOR shall promptly notify the COC of all Intellectual Property which the SUBCONTRACTOR, including its ,.:mployees. subcontractors. lr subcontractors employees may produce, either solely or jointly with \thers, during the course of 'his work., In addition. the SUBCONTRACTOR shall promptly notify The COC; of all Intellectual Property t(1 which the SUBCONTRACTOR may acquire rights in :onnection with the perf,)rmance of the \\ ork. Any notification under this paragraph shall contain mfficienl technical detail t(, convey a clear understanding of the Intellectual Property, and shall dentify an) publication, sait:, public use. \)r impending publication Promptly upon request, the -':UBCONTRACTOR shall .;uppl)' sllch additional information as the COG may request. J) In performing work under this Agreement, the SUBCONTRACTOR shall comply with all laws, "ules, and regulations relating to intelleelual property, and shall not infringe on any third-party's intellectual Property ri ghts, ';;UBCONTR ~ CTOR further represents and warrants to COG that in the '"",wi I~"J COUI1c.'i!, d (ll ,\ ernments A-7 ~.)Urse 01 pcrfonmng thl' We .rk it wil! Iwt use or possess any Intellectual Property owned by a third narty without paying any required rovalty or patent fees, SUBCONTRACTOR warrants that it has lull title in and o\vnershipjf the Intellectual Property and any enhancements, updates or other '11Odificat!ons, or that it has full pO\\'er and authority to grant all licenses granted herein, and that .;ueh licens,' use by ~he 'OG will In no \\ay constitute an infringement or other violation of any ntellectual Property nght 0; any third party The SLBCONTRACTOR warrants that it shall have, throughout ~my applicable li,~'ense term hereunder, free and clear title to, or the right to possess, use, .;ell, transfer. assign, ilccnsc. or sublicense products that are licensed or provided hereunder to the OG by lh,' StiBCO'\iTRACTOR, Except as permitted in the Agreement, SUBCONTRACTOR ,hall not LTcate or permi1 th,' creation oC any lien. encumbrance. or security interest in the work or my part thereof. or any product licensed nr provided hereunder to COG for which title has not yet passed It (()G, \\ ithout thl prior \\fitten l'onsent of COG, SUBCONTRACTOR represents and \\arrants to COG that nelthu it nor any (llher company Ill' individual performing the work is under ,my obligatl\Jn tl' assIgn or gve to anI. thIrd party any Intellectual Property rights granted or assigned . COG.>r reserved by ( O( r, pursuant to the Agreement. It shall hold the COG harmless for, and to the extent permitted bv the laws and Constitution oCthe State of Texas, defend, and indemnify the OG agall1:-.t. any claim~ flY infnngement related to its work under this Agreement. e) Grant and LIcense, \Vith respect to such Intellectual Property as is (i) incorporated in the work other than Intellectual Property for which COG already possesses equal or greater Intellectual Property Rights b) virtue of this Agreement or otherwise), (ii) produced by SUBCONTRACTOR or "I fBCONTRACTORS employees. subcontractors. or subcontractorOs employees during the course f performing the \,vork. >lr (I Ii) specilicallv identified in the Supplemental Conditions as Intellectual Property tu which lmelkctual Property Rights are granted pursuant to this paragraph, ";L:BCONTRACTOR hereby grants to ('OCi (i) a nonexclusive. perpetual, irrevocable, enterprise- \vide license to reproduce, publish. ()1' otherwise use such Intellectual Property and associated use ,hlCumentallon. and (11) (1 nonexclusive. perpetual. irrevocable. enterprise-wide license to authorize ,thers to reproduce. publisn or otherwise use such Intellectual Property for COGs purposes. n ModI1ication: Deri\ ati'e Works, !, ()G shall have the right. in its own discretion, to Independently modify any Intellectual Property to which license is granted herein for COGDs own purposes and use, through the services of its own employees or independent contractors. COG shall '\Vn all Intellectual Property to such modifications, SUBCONTRACTOR shall not incorporate any ~uch mod ifi caticllls into its Intellectual Property for distribution to third parties unless it first obtains 1 lIcense from COG g) SUBCUNTRACTOR ,'xpressl} acknowledges that state funds may not be expended in ",:onnection with the purchase of an automated information system unless that system meets certain .;tatutory reL\uirements under section 21 '57,005 of the Government Code, relating to accessibility by persons with visual impaIrments, Accordmgly, the SUBCONTRACTOR represents and warrants to COG that the technology provided t,) tne COG for purchase is capable, either by virtue of feature il1cluded within the technology or because It is readily adaptable by use with other technology, 01'(1) providing eL\uivalent aCl ess for effecti\ e lIse by both visual and nonvisual means; (2) presenting i1\tormat!()Jl including prompts used I()!' l11teractive communications, in formats intended for nunvisual use; and (.1) heing integrated Hlto networks Il)r obtaining. retrieving, and disseminating Il1fOrmatl()Jl used by mdivduals who are not blind or visually impaired, For purposes of this paragraph, the phrase equivalent access means a substantially similar ability to communicate with or make use ot the technology. .:ither directly hv features incorporated within the technology or by other reasonable means sllch as assisti\ e devices or servIces which would constitute reasonable I'"stai Ikl1c1 Counci \j (JI'\ crnments A-8 ch.:commudatlon under he Americans \\ nh Disabilities Act or similar state or federal laws. j:\.ample~ ('!' methods b; which eqU1\'alent access may be provided mclude, but are not limited to, keyboard alternatives to mouse commands and other means of navigating graphical displays, and customized displav appearance h SUBC( >NTRACIC)R will include in all subcontracts a provIsIon similar in effect to the f(1llowim: )'ear 2006 \VarTanty as set forth In the Section, ( ) SUBC01'\TRA( TOR al-;o warrants that. with respect to work performed under this Agreemel11, that all work i~ Year 2006 Compliant when used in accordance with the applicable documentation. pnWlded that all products used in combination with it (but not themselves included in or with or Incorporated lIlto the work) properly exchange date data \\ lth the w,)rk SUBCONTRACTOR warrants that the work meets all applicable standards o t the Texas Department of Information Resources relating to the Year 2006 Compliance. In the ",'vent an)' work Derformt'd under this Agreement is not Year 2006 Complaint, and the SlJBCONTRAC rOR is provided \\Titten notice thereot~ SUBCONTRACTOR shall at its s,lle expense immedIately cause such work to become Year 2006 Compliant in a manner that \\ III minu1llze imerLlPtion te ongulI1g business processes, time being of the essence. : ) The S I iBCONTRA C rOR shall include provisions to effectuate the purposes of this paragraph in all subcontracts and subgrants under this Al,!reemel11 in the course of which Intellectual Property may he produced or acqUired c'\rticle ] -, L:qual Opportunity and Affirmative Action [he SU BCONTRACTOR shall agree that in the performance of this Contract, it will not discriminate against any employee or applicant because ofrace, religion, color, sex, age, or national urigin and it will cl)mply with Executive Order 11246, entitled "Equal Employment Opportunity," as amended b)' Executive Order 11375, and as supplemented in Department of Labor Regulations (Title -1.1 CFR Part 60). The SUBCONTRACTOR assures that no person will, on the grounds of race, creed, color. handicap. national origin. sex. political affiliation or beliefs, be excluded from, be denied the henefit of or he ~ubject tei discrimination under any program or activity funded in whole 'I' part under this ('ol1tract. \rticle 1 X ,\DA Requirements The SUBCONTRACTOR shall comply \vith all applicable requirements of the Americans with Disabilities Act of 1990 42 U .s,c DO 12101 - 12213 \rticle I () l itilization of SmalL Minority. and Women's Business Enterprises [he SUBC< )NTRACTOR agrees that qualified Historically Underutilized Businesses (HUB's) shall have the maximum practicable opportunitv to participate in the performance of this Agreement. ,\rticle 20 Fnerg)' L fJic lency Standards The SUBCONTRAC TOR shall follow standards and policies on energy efficiency, which are contained in the Texas State Energy Conservation Plan issued in com pliance with the Energy Policy and Conservation Act (PL 94-163) C'Cl"stal Be!),] Counci,j' (i"vernmenls A-9 \rticle 2 Acknl,wledgment of Financial Support I he SUBC( )NTRACTOR s!1all acknowledge the financial support of the TCEQ and COG whenever I.\ork funded. in whole ,)1' part, by this <\greement is publicized or reported in news media or publications. All reports and other documents completed as a part of this Agreement, other than documents prepared exc I usi vely for internal use within the COG, shall carry the following notation . 1n the front coyer or tltk page: Lxample PREPARfcD fA ('OOPERATION WITH THE TE~'(jS ( 'OMMISSIOA ON ENVIRONMENTAL QUALITY OR The preparation 4t/1is report H'iLI financed through grantsFom the State of Texas through the fents ('ommission on Environmental Quality i\rticle 2 -, Data and Puhlicitv '\11 data and other information developed under this Agreement shall be furnished to the COG and shall be public data and Illfc\rmation. except to the extent that it is exempted from public access by the Texas Open RecordsiPublic InformatIOn Act, TEX. GOVT CODE 552. Upon termination of this Agreement. all copies o1'data and information shall be furnished, at no charge to the COG, upon request, to lI1clude data bases prepared using funds provided under this Agreement, and become the property or the COG I xcept as Cltherwise provided by the Agreement or the Act, the SUBCONTRACTOR shall not proVide data generated or otherwise obtained in the performance of Its responsibilities under thiS Agreement t(1 any party other that the COG, State of Texas, and its authorized agents. c\rticle :2 ' Hazardous Substances. Waste Disposal. and Manifests Ihe S UBCONTRA.CTOR and their -;ubcontractors and subgrantees must comply with all applicable Laws and Regulations. including but not limited to those relating to hazardous substances, waste disposal. and mal1lfests ;\rticle 24 Statues Relating to Nondiscrimination lhe SUBCONTRAC rOR shall comply with all applicable state and federal statues relating to nondiscnmmation which I11clude. but are not limited to. those listed in the Uniform Grant \1anagement Standards. \rticle 2';; Oral and WrItten Agreements i\ll oral or written agreements between the parties hereto relating to the subject matter of this Contract which were develc)ped and executed prior to the execution of this Contract have been reduced to writing and are contained in this Agreement \rticle 26 Safet\. and Protection (\ustal Bend Counci j of (jovernments A-tO \\chere applIcable, the S { BCONTRi\CTOR shall be responsible for requiring its subcontractor and ~ubgrantees to mamtam dnd supervi-;e all necessary safety precaution and programs in connection \\Ith the wprk. The St fBCONTRA(' rOR shall take all necessary safety precautions. '\ rtick :' ~ lorce Maleure r () the extent that eIther party to this Agreement is wholly or partially prevented from the performance within the tenn specified of any obligation or duty placed on such party by reason of or through decrees of or reslrai nts by a government instrumentality, acts of God (except that rain, wind, !lood or other natural phenomena normally expected for the locality shall not be construed as an act ,1' God). work stoppages due to lab,)r disputes or strikes, fires, explosions, epidemics, riots, war, rebellion. and sab(ltage. 'n sllch event the lime for the performance of such obligation or duty shall be suspended until the disability to perf()fm is removed Determination of force majeure shall rest ~,dely \\Jth the CUC] ,"0 time extension shall he granted under this Article unless the party seeking reliefhas notified the "ther in writing within a reasonable time after commencement of the event, of the anticipated length dnd cause uf delay, the measures taken or tl) be taken to minimize the delay, and the timetable by which th~; S t iBCONTRi\CTOR intends t,) implement these measures. The party seeking relief shall cdso give vvTllten notice ( ftbe ending of the event within a reasonable time after the event has ended. \rticle2X lmire ('('ntnct ['his Agreement. including\ttachments ,\. B, C. D. and E, represents the entire Contract between the contracl1ng parties and supersedes any and all prior contracts between the parties, whether written ,)f' oral. ('DIstal Bend Counci I of (;,wernments A-II ( oastal Bend Council of (.overnments Solid Waste Grant Interlocal Agreement Special Contract Provisions Attachment B '\rticle 1 Penod of Performance Jhe period nfperformance ,)fthis agreement begins on March 10.2006 and ends on AU2ust 31. 2006 ,\ rticle 2 Scc'pe ,)[ Services a) All parties agree that the SUBCONTRA.CTOR. in consideration of compensation described in this Attachment and Sl TBCONTRACTOR Budget and Authorizations (Attachment E of this Agreement). shall provide the services with COG as specifically described in the Work Program of SUBCONTRACTOR (Attachment C of this Agreement) and Schedule of Deliverables from Sl fBCONTRACTOR (Attachment D of this Agreement). i b) The SUBCONTRACTUR agrees to implement the Project according to the agreed upon budget shown in Attachment F .)f this agreement. .\rticle 3 COG Obligations (a) Measure of Liabilit) In consideration of full md satisfactory performance hereunder, COG will be liable to SUBCONTRACTOR in an amount equal to the actual costs incurred by SUBCONTRACTOR in rendering such performance. subject to the following limitations: ('OCT is not liabk for expenditures made in violation of "General Provisions for Texas ( ,)mmissiun \)11 Em ironmental Quality's Standards Applicable to Implementation Projects and Supplemental Funding Standards",as described in Articles 8 and 9 of this Agreement, v\hich outline prnhihited activities as defined by the Texas Commission on Environmental Ouality (TCEQ) 2 (OG is nut liable for any costs mcurred by SUBCONTRACTOR in the performance of tlm agreement. which have not he en billed to COG within thirty (30) days following termination of this agreement .~ (()G is not liable to SUB( 'ONTRACTOR for costs incurred or performance rendered by SUBCONTRACTOR for costs incuITed by SUBCONTRACTOR before commencement of this agreement or after termination nf this agreement. 4 I xcept as specifically authorized by COC; in writing, COG is liable only for expenditures made in complianCt with the cost principles and administrative requirements set forth in h:dcral OMB Circular A-87 (\).lstal Bend Counci l of (,overnments B-1 .\11 representations, indemnifications. warranties, and guarantees made in, required by or given in accordance with the Agreement, as well as all continuing obligations indicated in the ,\gJi.?emem. vvil survive final payment completion of the work and termination or c, mlpletlon of the Agreement i b) Method and Schedule ( f Payment Payments: Payments to pass-through grant reCipients may be made only on a reimbursement basi~. Upon revie\\ and approval of each financial report, COG will make payment tp Sl fBCONTRACTOR against COG liabilities to be accrued hereunder. .::: S\ fBCOJ\TRA.C rOR may account for expenses incurred and request reimbursement of outlays under either 1 cash or an accrual basis, as defined and authorized under the UGCMA. ) 0 be eligible for reimbursement under this Agreement, a cost must have been incurred and either paid by the S\ :BCONTRAC'TOR prior to claiming reimbursement from the COG or 1 nc urred by the last ciay of the time period indicated on a request for reimbursement form and ll4Uldated nc later than forty - fi\ e (45) days after the end of that time period. ~ l,;"inancial reporting: rhe c'()G shall provide financial status report forms and supplemental ("orms to be submitted by SUBCONTRACTOR at least quarterly and/or with each request lor reimbursement !(, itemize expenditures bJ budget category. Allowable e\,penditures are set forth in "'..rtlcks 8 and 9 of this Agreement. The COG shall review all ma1l'rials provided t,y the Sl BCONTRACTOR with a request for reimbursement, and shall n,,)t make a relmbur~ement payment unless all required items have been provided and are deemed to be ac,'unlte. 4 In general. expenditure documentation to be maintained by the SUBCONTRACTOR (but n,)t necessarily submitted to the CO(r with each Financial Status Report) should be whatever i,- necessary te SI10\\ that the work was indeed performed and that the expense was, in fact, mcurred in addition, the documentation should also support the fact that the expenditure \\ as reasonable and necessary h' this Agreement. 5 r )ocuments that snould be maintained, as appropriate for the expense, include by category, the records listed below. a. SALAR)WAGFS Time sheets that have been signed and approved. b. TRAVEl Documentation. which, at a minimum, is consistent with State Travel Regulations. The purpose of the travel should be documented and supported with actual receipts for hotel accommodations, public transportation receipts. airline receipts, etc. , FQUIPMf~NT Purchase orders. invoices, and canceled checks. d. SUPPUF- S Purchase orders (if issued), invoices, receipts, and canceled checks. c.Yistal Bend Counci 'if G,;\ernments B-2 l' -';l BC 01\ rRACI" Copy l)f subcontract, plus documentation that all costs incurred under the contract were reasonable and necessary. The subcontractor shall be required to maintain the documents for each category of expenses listed In this Subsection. t CONS rR iCTION All applicable documentation required for Equipment, Salary. Supplies and Subcontractors. g i)TI-!l- R Purchase orders. invoices, receipts, and canceled checks 6 \11 expenditures under the equipment construction, or subcontract budget categories must be approved in advance by the COG. Further. for any "other" category expenses not specifically spelled out in this Interlocal contract, the contract shall require that the SUBCONTRACTOR obtain prior written approval from COG for that expense. 71 ravel Lxpenses. Reimbursement of travel expenses for out-of-state travel, except where such travel is speCifically authorized in writing by the COG, is prohibited. Prior to authorizing any (Iuh)f-state travel by a pass-through grant recipient, the COG must obtain \\fitten appro\ al from the TCE() In provide such authorization. 8 r requested hy the C()(J the SUBCONTRACTOR agrees to provide to the COG the addItional expense records and documentation materials, as listed in Subsection 5 of this Article. and appropnate for the expense. for the time period requested by the COG, except that the SUBCONTRACTOR will not be asked to submit records that have already been prl)\ ided tu the COe, with a Financial Status Report. The COG will provide reasonable time tilr the SUBC()1\TRACTOR to c\)mply with a request for additional records. If the COG requests to reView additional records to be provided by the SUBCONTRACTOR under the <. OGs financial monitoring program. the COG will review those records and provide the Sl iHCONTRAC fOR a written summary of the findings of that review. The COG will also ai km the SUBC< )NTRACTOR reasonable time to respond to any findings of noncompliance 01 ('ther pmblems identified by the records review (,) "I he COG shall nN reimburse or otherwise make payment to SUBCONTRACTOR for an expenditure that IS not authorized under this Agreement. If it is determined, by either the C Oei or the TCEQ that an expenditure that was reimbursed is not an authorized expense, the ( OCr shall request return and reimbursement of those funds from the grant recipient or, \\ here appropriate, the application (lfthose funds to other authorized expenses, and shall not pro\ ide any addil10nal reimbursements to the pass-through grant recipient until the funds are returned or are applied to other authorized expenses. I,' The SUBC 01\TRACl ORS contractual costs must comply with allowable costs reqlllrements 5UBCONTRACTORS which are governmental entities must engage in contractor selectlOn >.m a competitIVe basis in accordance with their established policies. If SUBCONTRAC rOR has no competitive procurement policy or is a private entity, Sl!BC'()NTRA.CTOR must generally select contractors by evaluation and comparison of pmc, qualit) \)1' gO\Jds or stTvices and past performance. All subgrants awarded by the SliHCONTRAC' rOR under this Agreement shall be in accordance with Subpart C, Sec._.37, (,,,,,tal Be'HI Councl,f(;,wernments B-3 Substctlon (hI If The StaTe iI1lform Admll1istrative Requirements for Grants and ( "cperati\ e Agrtements as set forth in Part [II of the Uniform Grant Management Standards adopted by tht (jovemorOs Office of Budget and Planning, ..1 SUBe '( INTRACTOR ( lose OUl Rep,)r1 '.0 later than thIrty dO) days following the termination of this agreement, SUBCONTRACTOR must submIt a COG Contract Close Out Report according to written instructions from COG. \rticle 4 Reportmg Requirements a) The SLBC01\TRA( 'TOR shall prepare and submit to the COG. a quarterly written progress n:~port c(1!1Ceming performance under this Contract Such progress reports shall document accomplishments and units of work performed under Attachment D of this agreement including rrogram results All progress reports shall be submitted within 7 days after the end of each quarterl~' period so that COG may submit a consolidated report to TCEQ within 20 days. A final progress report shall be prm Ided prior h) the tinal request for payment under this Contract, but, in no ,'dse later than 30 days after the end of the Contract period. Payments (reimbursements) required under thi s C\ mtract may be \\ Ithheld oy the COG until such time as any past due progress reports are (l'ceived b) The SUBC01\TRA( n >R quarterly progress reports required under Section (a) of this Article .;ontain descriptions of actiVities and costs for the COG to ensure that the provisions of this Contract -Lre being complied v\lth. The SUBCONTRACTOR shall comply with any reasonable request by the COG for additional informaTion on activities conducted in order for the COG to adequately monitor I he SUB( 'ONTRA cro R's progress 111 com pleting the requirements of and adhering to the provisions 'I' this C mtract rile SUBCONTRACTOR shall certify in wTiting to the COG, through a final progress report. the satis/actlry completion of all activities and deliverables required under the pass- 1 hrough !2rant agreement c) The Sl !BCONTRACTOR shall provIde the COG with follow-up results information on a :ichedule established by the COG, to include a report or reports sufficient to allow the COG to provide the rCEQ a report ill October 2002 on the continued results of the project funded under this \greement In additIOn. Lhe SUBCONTRACTOR shall continue to document, as appropriate to the type ofprOlect tht, results olthe prolect activities for the life of the program or activity, J) The SUBCONTRACTOR's failure to complv with the requirements of this Article constitutes a breach of this Contract. \rticle 5 :'v1oniwrIllg Requiremems d) COCr may perIodIcally monitor SUBCONTRACTOR for: l'he degree oj' ccmpliance with the terms of this Contract, including compliance with applicable rules. regulations. and promulgations referenced herein; and The administrati,e and operational effectiveness of the project. ("'dstai Bend Counci I ,'1' G()\ernments B-4 b) COLI shall cunduct peril1dic analvsi~ uISUBCONTRACTOR'S performance underthis Contract tl)r the purpose uf assess1l1g he degree tu which contractual objectives and performance standards, as Identified in this ( ontract or as subsequently amended. are achieved by SUBCONTRACTOR. \ rticle b I itk Ii and \1anagement ()f Real Property and Equipment Subject Iu Ihe ubligations and conditions set forth in this Agreement, title to real property and equipment (together hereafter referred to in this Article as DpropertyD) acquired from funds provided under this Agreement by the SUBC()NTRi\CTOR shall vest upon acquisition or construction in the S l fBCO!\TRACTOR'\.1l parties clgree that upon full performance of this Contract, title shall remain with the SUBCONTRACTOR. provided however. that ifthis Contract is terminated, due to ~ubstantial failure b) the SlBCONTRACTOR to fulfill its obligations under this Contract, title and physical possession ,)f all equipmem and constructed fixtures shall. upon written notification from ( OG. be transferred Jl1 good condition and within five (5) working days to COG. i J) Subject to the proviSllll1S of this Agreement and as otherwise provided by state statutes, property acquired or replace under this Agreement shall be used for the duration of its normally expected usefullif\;' t,) support the purposes of this Agreement whether or not the orginal projects or programs continue tc> he supported by coeJ fund:- i b I The Sl RCOJ\TRA( 'T( lR shall not brant or allo\\ to a third party a security interest in any "riginal or replacement pwperty purchased or constructed with funds made available to the S UBCO'\TRAC1 OR under this Agreement. ,-') The use of property acquired under 1hl:- Agreement, both during the term of this Agreement and for the useful life of the property. shall he in accordance with Section 361.014(b) of the TEX. HEALTH & SAFETY CODE. which directs that a project or service funded under this program must promote cc\()peration hetween public and private entities and may not be otherwise readily available 1r create a competi1i ve ad\ antage ('ver a private industry that provides recycling or solid waste "ervIces (dl The SUBCON rRA( T(JR may develop and use their own property management systems, which must conform with all applicable federaL state, and local laws. rules and regulations. Ifan adequate system tor accounting 1S ndt in place or is not used properly, the Property Accounting System \1anuallssued by the State \.'omptroller 01 Public Accounts will be used as a guide for establishing such a syskm. The propert\ management system used by the SUBCONTRACTOR must meet the requirements set forth in th,s Section (I i Property recllrds must be maintained that include a description of the property, a serial number or othel identificatIon number, the source of the property, who holds title, the aeq ulsition date. and the COSl of the property. percentage of state participation in the cost of the property. the location. use and condition of the property, and any ultimate disposition data including the date 01 disposal and :sale price of the property. ( H) A physical inventory of all equipment acquired or replaced under this Agreement shall be cnnducted no less frequent!). than ,)J1ce every two years and the results of such inventories reconciled with the appropriate property records Property control procedures utilized by the S l THCONTRA( TOR shall include adequate safeguards to prevent loss, damage, or theft of the acquired property I\n) loss. damage. or theft shall be investigated. The Cnstal Be'1': CounCil "f(iuvernments B-5 Sl 'HCONTRAC [-OR shall develup and carry uut a program of property maintenance as nt'Ct'ssary t,) keep b()lh originally acquired and any replaced property in good condition, and t\ utilize proper sales procedures 1\1 ensure the highest possible return, in the event such property is s(11d (II!) Certain types 01 equipment are classified as controlled assets and are subject to annual revision In accordance with the terMS. the SUBCONTRACTOR should contact the Texas C lmptrolkr uf PubLc Accounts property accounting statl or review the Comptrollers State Property Accounting User Manual available on the Internet. for the most current listing. fIrearms shall be mamtained ,)0 the SUBCONTRACTORDs inventory system irrespective of CdS! and the folll1wi ng equipment with costs between $500 and $1,000 shall be maintained n!1 lhe II1ventory system. (I) stereo systems, (2) still and video cameras, (3) facsimile Il!dChmes. 41 VCRs and VCRITY combinations and (5) cellular and portable telephones. e) The '-l BCONTRA< 'T<)R may for the purpose of replacing property acquired under this '\greemenc either trade m cv sell the property and use the proceeds of such trade-in or sale to offset rhe cost \ ,f acquiring needeu replacement property I) The Sl rBCONTRAC ['OR agrees that 11 a determination is made that any property acquired with funds pn \v1Jed under this Agreement with a current per-unit fair market value of$1 ,000 or more is no longer needed for the uriginally authorized purpose. the COG has the right to require disposition \1' the property by the S ( 'BCONTRACTOR in accordance with the provisions of this Article. i g) When. during the useful life of property acquired with grant funds under this Agreement by the stJBCONTRACTOR and with current per-unit fair market value of$1 ,000 or more, the property is nu longer needed for the originally authorized purpose. the SUBCONTRACTOR agrees to request \hspositinn mstruction j~ )1'111 the COG (1r. I I' the COG is no longer administering a Regional Solid Waste Grants Program. the 'CEQ. Disposition instructions shall solicit, at a minimum, information ,n the source and amOUIl1 01 funds used in acquiring the property. the date acquired, the fair market \ aJue and h\)w the value was determmed (e.g., by appraisal, bids, etc.), and the proposed use of the proceeds i'he assessment, If whether to authorize the proposed disposition of the property must mclude a detenmnatlon that disposititm will comply with the private industry provisions of ~()1.014(b) of the TFXAS HEAlTH & SAFETY CODE ANN. In cases where the SUBCONTRACTOR Llils to take appropriate disposition actions, the COG may direct the SUBCONTRACTOR to take excess and disposition actions. The dispositions may provide for one ,t'the alternatives as set fonh in thIS Section. (l i Retain title. sdLlr otherWIse disposed of with no obligation to compensate the COG. (11) Retain title after compensating the COG. If the COG is compensated by the S (JBCONTRAC 1'0 R for property acquired using funds provided under this Agreement, the C O(J will in turn compensate the rCEQ or. upon authorization by the TCEQ, use those funds for other projects or activities that support this or similar future programs conducted by the COG. The amount due will he computed by applying the percentage of state-funded participation 1II the lost of the origll1al purchase to the fair market value of the property. (IlL Sell the property and compensate COCi. If the COG is compensated by the S t ) BCONTRl\ (' 1'0 R for propert) acquired using funds provided under this Agreement, the C O( i wi II in turn compensate the rCEQ or. upon authorization by the TCEQ, use those ,;,sta! fklld Councl "I' Cm ernments B-6 funds for other pr,ljeds or actIvities that support this or similar future programs conducted by the (0(1. Ihe am,mnt due will he calculated by applying the COGDs percentage of partlclpaticlil In the c' )st of the origmal purchase to the proceeds ofthe sale after deduction of any actual and reasonable sel ling and fixing-up expenses. If the grant is still active the net pnxceds from sale may be offset against the original cost of the property. When the S! IBCO\lTRAC [,OR is directed tu sell the property. sales procedures shall be followed that pn\ Ide 1'01 cnmpetil!On to the extent practicable and result in the highest possible return. (I V lransfer titk te the coe; or to a third-party designated/approved by the COG. If the S t IBCO\lTRAC rOR participated financially ll1 the original purchase, the Si IBCONTRAC rOR may be authorized payment from the receiving party of an amount calculated by applying the percentage of the participation in the original purchase of the property to the current fair market ilf'the property. h) Items \11 property with a ,:urrent per-unit fair market of less than $1,000 may be retained, sold or . lthenvise dIsposed orby the SUBCONTRACTOR with no further obligation to the COG. Methods used to determine per-Ulltt hlir market val ue must be documented. kept on file and made available to the COCJ upon request ) The COG shall include orovisions Il1 its Interloeal Agreements to implement and enforce the provisions dfthis ~rtick \rticle 7 Compliance with Applicable Laws lhe SUBCONTRAC [OR shall give all notices and comply with all laws, ordinances, rules, regulations and order of any public authority bearing on the performance of this contract, including, but not limited to, the laws referred to in this Contract. If the SUBCONTRACTOR or COG ubserves that this Contract i" at variance therewith in any respect, the observing party shall promptly notify the other party in writmg, and any necessary changes shall be adjusted by appropriate Contract modification. On request. the SUBCONTRACTOR shall furnish COG modification. If the "UBCO"JTRACIOR performs any work knowing or having reason to know that it is contrary to l.aws or Regulations. the SUBCONTRACTOR shall bear all claims. costs, losses and damages caused h arising \)lIt of ()r ] esulting therelor -\rticle 8 I'ypes and Standards of Solid Waste Implementation Projects LQcal Enforcement ~ I Funds may not be pro\ ided to any law enforcement agency regulated by Chapter 415, Texas Government Code, unles:-, (a) the law enforcement agency is in compliance with all rules developed by the Commission on Law Enforcement Standards Lmd Education pursuant to Chapter 4] 5, Texas Government Code; or (b) the CommiSSion on Law Enforcement Officer Standards and Education certifies that the requesting agency is in llle proce:-,s J:lachieving c(lmpliance wilh such r"ules. ~.2 When funding is to be pro iided for salaric:-, \If!oca] enforcement officers, the funds recipient must certify that at least f'ne of the officers has attended or wi II attend within the term of the funding the TCEQ's Criminal F nvironmental Lal,.\ Enforcement Trainmg or equivalent training. x =' Local enforcement vehicles and related enforcement equipment purchased entirely with funds provided C.1\stal Bend Council of Governments B-7 I!1der this \breell1ent may "n I: be used 1 or act I \:Itles to entlJrce laws and regulations pertaining to littering and !iegal durnpmg, and may n it b.: used for (lther code enforcement or law enforcement activities. Vehicles and :ljuipmem that are )nl) parti,'\ly funded must be dedicated for use in local enforcement activities for a lcrcentagc (lftime equai tl the proportion I'f"he purchase expense funded ~ ,~ Entitle~ 'ecei \ ing j umh fOl a local en torcement offIcer, ent(Jrcement vehicles, and/or related equipment for he by an en!\)rcement oftlL~er, must investigate major illegal dumping problems, on both public and private l!'Operty. n .tddition w inv!:sti)-!ating gelleralli1ler problems un public property. .~ 5 Entitics receiving tunds to:onduct a local enforcement program must cooperate with the TCEQ's regional nvestigative staff in identi fying and ill\ estigating illegal dumping problems. Lack of cooperation with the ! CEO statTmay constitute d rcason to \\ ithhold future funding to that entit:-- for local enforcement activities. ,,6 Fumi'. !\lay not be Llsed 1 \r investigation dnd enforcement activities related to the illegal dumping of Ildustrial ,lnlUOr hazardous waste. Instances where industrial or hazardous waste is discovered at a site do not !,reclude the IIlvestigation If that site. Sil long as the intent and focus of the investigation and enforcement lctivities dn.? i)!1 the lIcgal jumping ufmuniclpal solid ",aste L,Itter and Illegal DUillQinIL Ck<inup is 7 Lake and River Cleanup events must be coordinated with the TCEQ's cleanup program staff and/or the Keep Texas Beautiful organization which IS contracted by the TCEO to administer the Lake and River Cleanup program, S 8 Projects funded to clean up litter or llegal dumping on private property must be conducted through a local government sponsor Cq- th,: PERFORMINCi PARTY Funds may not be provided directly to a private landowner or other pri vate responsible party for cleanup expenses. The local government sponsor or the PERFOR MINe, Pi, RTY must either Cl,nrract for and oversee the cleanup work, or conduct the work with its o\\n cmplnyees ami eqlipment x q The c\ lstS for cIt:anup l,fhazardous waste that may be found at a municipal solid waste site must be funded from lIther sources, unless a waiver from this restriction is granted by the TCEQ to deal with immediate threah 1:', human health 01 the environment x ] 0 The ,o..,ts for c lean up of "~lass 1 ndnhazardous industrial waste that may be found at a municipal solid waste site must be funded lrom other sources, unless a waiver from this restriction is granted by the TCEQ to deal with immediate threats to human health or the environment The cleanup of Class 2 and 3 nonhazardous ondustnal \\aste thai ma:-- be found at a municipal solid waste site may be funded in conjunction with the clealiup of the municipal solid waste found at a site, X I I All notItication, aSSt'ssnlent. and cleanup requirements pertaining to the release of wastes or other chern Icais of concern, as required under tederal, state. and local laws and regulations, including 30 T AC Chaptel 330. TCEO's M~W Rules and 10 T AC Chapter 350. TCEO's Risk Reduction Rules, must be compl ied with as pan uf (lny activities funded under this Agreement. X 12 All materials cleaned up using funds provided under this Agreement must be properly disposed of or otherwise properl: managed in accordance with all applicable laws and regulations. To the extent feasihle it is recommended that materials removed from a site be reused or recycled. For projects to clean up large amounts .,f makrials. the PERFORMING PARTY should consider withholding at least ten ( I 00./,,) percent l ,fthe rl~im hursements under a subgrant or subcontract, until documentation is provided that the cleanup wo;'k has :leel] completed and the materials properly managed. Source Redl1\::tioIJ,J!ndBecyclmg C,nstai BCl1d Counci I of Govcrnments B-8 3 An} im'gram ();' pri:,jel t funded under thh \greement with the intent of demonstrating the use of products made 'him recy,.: led and/or reused material" shall have as its primary purpose the education and training of resident... governnwntd ( tficials. private' entities. and dthers to encourage a market for using these maten ai, ,,,_veal Solid 'vY'aste~1ana~ment Plans , 14 All local solid waste managemenl plans funded under this Agreement must be consistent with the PERIOJ{MINC PARi Y', regional solid waste management plan, and prepared in accordance with 30 T AC Subchapter O. Chapter 330. TCEl) Rules, and the Content and Format Guidelines provided by the TeE() >< 15 In seiectmg a Il)cai SOlid \\aste management plan project for funding, the PERFORMING PARTY shall ensure that at least nm year is available f,lr the completion and adoption ofthe local plan. ~ 16 Local solid waste management plans may not be considered for funding by the PERFORMING PARTY until the PERFORMING i'ARTY', regional solid waste management plan has been amended. CItizens' l.-9Uecti,on St?-ji.gJlh'Small~J3~S.leT~_d Transfer Stations. and Community Collection Events ~ 17 The deSIgn and constructron of citizens' cullection stations, as those facilities are defined under 30 T AC Chapter 330. TeEQ Rule" may be funded The costs associated with operating a citizens' collection station ('nee it is ccmpleteJ may n01 be funded. x 18 The design and Ci)llstruct ion of small municipal solid waste and liquid waste transfer stations that quality for registration under ~ 33( 4( d) or ~ 330.4( fl. TCEQ Rules, may be funded. Other permitted or registered transfer stations may 'lot be funded ,\ municipal solid waste transfer facility may be eligible for a registration ifit serves a m.micipality With a population of less than 50.000, or a county with a population ofles~ than 85,000, 'Jr is used in the transfer of 125 tons or less of municipal solid waste per day. A liquid waste transfer station may qualify for a registration if it will receive less than 32,000 gallons or less per day. l'he costs ass(;ci:;ted with operating ,I transfer station once it is completed may not be funded. ." 19 Peri,)dic cOl1lmunity~olkction ev<.:nts. \(! provide for collection and proper disposal of non-recyclable residential 'v\ask materials for which there IS not a readily-available collection alternative, may be funded. This type of project nay not include regular solid waste collection activities, such as weekly waste collectiun Funded cu:!eC1 ion even1s may be held no more frequently than four times per year, and must only he ntended t() pH vide' residents an opportunity to dispose of hard- to-collect materials, such as large and bulky items that Ire ;lot picked up under the regular collection system, and might otherwise be illegall) dumped h\ r,'sidl'nts. H ouseho I cUI azardous. W as~ManagenJ~l! 820 All household hazarduus waste col !ectIOI1. recycling. and/or disposal activities must be coordinated with the lCEQ's HH'W program staf!. and all applicable laws. regulations, guidelines, and reporting requirements must be loll,)wed. S.2l All fe:\as Country (Ieanup evel1lS must be coordinated with the TCEQ's Texas Country Cleanup program staff. and al applicable laws. regulations. guidelines. and reporting requirements must be follo\\ e,1 Lechnical~udies k 22 All technical studies tunded under this Agreement must be consistent with the PERFORMING PARTY's regional solid waste management plan. and prepared in accordance with Guidelines provided by the (','"stal BenJ Council "fCi,'\ernrnents B-9 TC'E\ F~d ucat i on<!L alliiI ra in I nK-P[Ql~cts K 23 Educatl unal and tra im ng programs and prujects funded under this Agreement must be primarily related to the management of municipal solid ,\ aste. and funds applied to a broader education program may only be used tiJr those portion~ of the program pertaining to municipal solid waste. {)lher Types Qf Pr9.iect~ R 24 If the 'lCEQ authoriyes the PERFORMING PARTY to fund additional types of projects, under the process set forth m Section 8.2.9. Program Conditions, of this Agreement, the authorization incorporated into this Agreement may i'lclude additional standards and restrictions that shall apply to use of funds for that proiect or type of nrolect. "\rticle 9 Supplemental Funding Standards 0_eneral St~I1Qard5 '! I The prnvisions of the Uniform Grant Management Standards (UGMS) issued by the Office of the (iovernor apply to the use 01 these funds. as well as the supplement financial administration guidance established hv the TCEe) tn be applied under all contracts. TCEQ Allowahle Expenditure Guidelines. \)2 Recipients of funds undel this Agr~ement. including the PERFORMING PARTY, subgrant recipients, and subcontractors shall comply with all applicable state and local laws and regulations pertaining to the use of ,rate funds. including law' cC):lcerning the procurement of goods and services and competitive purchasing i'eq uirement, l) 3. Funds may not be prm ided through a subgrant or subcontract to any public or private entity that is barred from participating in state contracts by the Texas General Services Commission, under the provisions of ~2 I 550T. (iovernmenl Cude and 1 T\C ~! 1102. GSC Regulations. 4. PubliC and pri vate ent Jties subject tl) payment of state sol id waste disposal fees and whose payments are in dlTears may 'lot receive funds mder this agreement through either a subgrant or subcontract. i..) ::.. In accordance WIth ~3!J 1.(l14(b). TL'xas Health and Safety Code, and 30 T AC S330.569(d), TCEQ Rules, ;\ project (lr service funded under this Agreement must promote cooperation between public and private entities and may not be otherWlse readily available \ H create a competitive advantage over a private industry that provides reCYcling or sol id waste services I j nder this definition. the term private industry included non-profit and not-t()r-protit non-gowrnmental entities 6. All eqU!pment dnd factliti,:s purchased 01 constructed with funds provided under this Agreement shall be Lised for the purposes illtendec in the funding agreement ,) ~ A proJed or service funded under this Agreement must be consistent with the PERFORMING PARTY's Jpproved regional solid waste 'nanagement pldn. and must be intended to implementthe goals, objectives, and priorities cstablished in thl ret-ional plan lj 8, Funds may n01 be used h acquire land e'[ an interest in land. \.)9 Funds may n(11 be used ro supplant eXisting funds In particular, staff positions where the assigned functions wi II remain the same and that were active at the time of the funding application or proposal, and were ell istal Bend Council of Ciovernments B-I0 'unded from d sourc~ (lther thai a previous ~o,id waste grant. may not be funded. cI 10. Funds may not be used j"r food or entertainment expenses, include refreshments at meetings and other functions This provision doe~ not applv to authorized employee per diem expenses for food costs incurred .\ hile on lra\ el slalu.; -) i i. Funds may not be L1st'd ft \r payment of salaries to any employee who uses alcoholic beverages on active Juty. Funds may m,t be used l~)r the pWThase i)f alcohol ie beverages, including travel expenses reimbursed \\ ith these funds .f 12. Funds may nOl be used ft ,r employment)!" otherwise contracts for services of a lobbyist or for dues to an 'rganizatiun which employ s or otherwise contracts for the services of a lobbyist. i 13. Funds may only be used for projects or programs for managing municipal solid waste. .j i 4. Excep1 as may be specifically authorized in this Article or elsewhere in this Agreement, funds may not ~)e used fur projeet~ or facilities that require a permit from the TCEQ and/or that are located within the ')oundaries (if a permitted faci'ity, including landfills, wastewater treatment plants, or other facilities. This 'estriction may be waived by the TCEQ. at its discretion. for recycling and other eligible activities that will take 11ace withm the boundaries of a permitted facility. The applicant and/or the PERFORMING PARTY must 't:quest a preliminary determination from the TCEQ as to the eligibility of the project prior to the project being ,'imsidered C'r funding by 1he PERFORMIN(; PARTY 15. Pro!ecb or faciiilie~ requiring a reglslration from the rCEQ. and which are otherwise eligible for hmding, rnu"t have recetved the registration before the project funding is awarded. c) 16. Excepl as may be speciti..:ally authorized III this Article or elsewhere In this Agreement, funds may not 'Ie used for activities related to the collection ilr disposal of municipal solid waste. This restriction includes: ,ulid waste lollection and ransportation to a disposal facility; waste combustion (incineration or waste-to- energy); processing for reducing the volume (\1 :-,olid waste which is to be disposed of; landfills and landfill- ~elated facilities, equipmenl, or activities, including closure and post-closure care ofa permitted landfill unit; or 'ther actl, itks and facilities associated v,Ith the disposal of municipal solid waste. -f 17. Funds may not he Llsed t \ assist al1 entity or individual to comply with an existing or pending federal, ,tate, or lc,ealj udgement or en1: Ircement action This restriction includes assistance to an entity to comply with in order t(, clean up anctor ren:ediate pmblem" at an illegal dump site. However, the TCEQ may waive this 't'strictions, at its discretion ane on a limited case-by-case basis, to address immediate threats to human health the em If()Jlrnent, and wnerl it is denlon-;trared that the responsible party does not have the resources to ~l1mply w:1h the ()fder .J 18. Funds may nOI be uscd \( pay penalties Imposed on an entity for violation offederal, state, or local laws md regulations. This restriction includes expenses for conducting a supplemental environmental project (SEP) Inder a federal or state order (T penalty Funds may be used in conjunction with SEP funds to support the ,ame pro! l'Cl \rticle 1! 1-unds 1Il1he \1SWDTRI 'a) It is the understanding u t' the parties that the source of the funds provided by the COG is the \ilunicipal Solid \\'aste Disposal and Transportation Revenue Fee (MSWDTRF). Due to demands upon that source for funds necessary to protect the health and safety of the public, it is possible that The funds contained in the MSWDTRF will be depleted prior to completion of this Agreement. The parties agree that all funding arranged under this Agreement is subject to sufficient funds in the \;lSWDTRl The SlBCONTRACTOR shall place this notice in all subgrants and subcontracts. ! (,j"tal Ikrc! Counl':I dt (3(.\ ernlllents B-ll \rticle I Conflict (If Interest Ihe SUBCONTRi\CTOR shall notify the COG immediately upon discovery of any potential or :lctual conflict of interest. The SUBCONTRACTOR agrees that the COG and/or the TCEQ have ~ule discretIOn to determinc whether a conflict exists and that the COG and/or the TCEQ may terminate the Agreement at any time, on the grounds of actual or apparent conflict of interest. a Antice ut( ontlin ofInlerest The SUBCONTRACTOR shall notify the COG in writing or any actuaL apparent, or potential conflict of interest regarding any individual performing 01 having access to mformation regarding the work. As applicable, the notification shall include both organi/ational conflicts or interest and personal conflicts of interest. Any indiVIdual WIth a per'sonal cClnflict of interest shall be disqualified from taking part in any 'A a~ In the performance of any work that created the conflict of interest. \rticle ] = AUThorIzed Representative:-- a) The ('OG hereby deSignates the person In Exhibit B-1, Project Representative, as the individual 1Uthorized to give direction :0 the SlBCONTRACTOR for the purposes of this Contract. The COG Project Representative shall not be deemed to have authority to bind the COG in contract unless the F xecutivc Director of the Cf)G has delegated such authority. b) Immediately upon recei\ing the Purchase Order or Notice of Award, the SUBCONTRACTOR shall identify. as its Project Representative. the person authorized to receive direction from the COG, to manage the work bemg performed, and to act on behalf on the SUBCONTRACTOR. The SUBCONTRACTOR'S Pn>ject Representative shall be deemed to have authority to bind the qTBCONTRACTOR in contract unless the SUBCONTRACTOR, in '-"Titing, specifically limits or jenies such authorit;. to Ihe SUBCONTRACTOR'S Project Representative. c) Either party may change its Project Representative In addition. the Project Representative of -:Ither part~ may further delegate hls or her authority as necessary. including any delegation of duthority tn a new Project Representati\i~ The party making the change in Project Representative ~hall pro\ ide written notice of the change l.O the other party ! d) The st BCONTRA(T( lR shall ensure that its Project Representative, or his or her delegate, is dvailable at all times for consultation with the COG. (""<istal Rend Counci I of C"vernments B-12 Exhibit B The COG deslgnate__ the individual named below as the Project Representative for COG: Name: Rebecca Martinez. Environmental Coordinator Address, Cuaslal Bend Council of Governments P O. f30x 9909 (\)rpllS Christi. lX 78469 TFL (361) 883-5743 FAX: (361) 883-5749 The SUBCON fRACTOR desIgnates the individual named below as the SUBCONTRACTOR's Pro.lect Representative. The SUBCONTRACTOR's Project Representative is thl: person authorized to receive direction from the COG, to manage the \\ork being perfc.rmcd, and to act on behalf of the SUBCONTRACTOR: ]\ame: Paul Bass Address p( ) Box 9277 C. .rpus ChrisL Texas 78469 TH. 361-826-1968 FAX: 361-826-1971 Cn;jstal Bend Council of (juvernments Exhibit B ( oastal Bend Council of Governments Solid Waste Grant Interlocal Agreement Work Program of SUBCONTRACTOR Exhibit C Goal I: fnsure the proper management and disposal of municipal solid waste. I.; Household Hazardous Waste, and other - Target waste reduction activities and proper disposal pract Ices to certain components of the waste stream that may pose special risks or problems. !ncludin~ such waSfes as I-lHW. tires. and others Objective I: Purchase Used (lil Container.lI1d Household Hazardous Waste Module T.lsk I a: Pun:hase I sed Oil Container and I-Iousehold Hazardous Waste Module Objective 2: Report the progres' of the work program task and measure of program effectiveness. T1Sk 2a: Turn in Summary Repom (Form PT-S 1) to identify progress of the project in three-month intervals. Timc' hame Summary Report due June] S 2006 (to report on March. ApriL May) and September 15,2006 (to report on June. ful) Au;:ust). lash 2b: rum !Il Resu.ts Reports (Form PT-Rl) to identify specific results being accomplished by the implementatIOn i)fvJur :1roject Time Frame Result:. Report due June! 5 2006 (to report on March. ApriL May) and September 15,2006 (to report on June. Jul) Au::ust). '1 dsk 2c Turn in Financial Stalus/Rellnbursement Requests (Form PT -F 1, PT -F2, and supplemental ducumentation as identilles in the Special Contract Provisions (Attachment 8) section, Article 3(b) 5, located on page 8-2 T Imt' Frame. Financial Status Report Reimbursement Requests due June 15, 2006 (to report/request rellnbursement for !\larch. April. MaYI and September 15.2006 (to report/ report/request reimbursement for .June July i~UgllSt) C""stal Bend Counci I of CJ,wernments Exhibit C Coastal Bend Council of Governments Solid Waste Grant Interlocal Agreement Schedule of Delherablcs from SlIBCONTRACTOR E xbibit I) [ask 1 Purchase IJsed 0 i (,'ntainer and Hou,ehold HazardolJ' \\ask M"dul,: X 31 !:?006 Submit photographic documentation of used oil container and HHW module. :ask 4a ',ummarv Report task 4b Re,uits Report iask 4c f il1,\I1cial Slatu' Report Reimburse'menl Request June 15,2006: September i:'i,2006 June 15.2006: September 5. 2006 June 15.2006; September 15.2006 (\)dstal Bend Counci i of Governments PT-R Forms -~-- -- -- ~ PT -F I, PT -F2, and supplemental documentation Exhibit D Coastal Bend Council of Governments Solid Waste Grant Interlocal Agreement Subcontractor Budget and Authorizations Exhibit E Cost -- $20,000,00 -.-. $20,000.00 Description Equipmcm TOTAL C',istal Bend Counci! of (J;l\ernments Exhibit E