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HomeMy WebLinkAboutResolution - 4243 - Contract - TDOT - Operating Assistance, #514-XXF-6012 - 08_26_1993Resolution No. 4243 August 26, 1993 Item #43 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City directed to execute for and on 514XXF6012 and related documents Lubbock and the Texas Department shall be spread upon the minutes of this Council shall constitute copied herein in detail. Passed by the City Council this ATTEST: e ty o nsCity Secretary :APPRO CONTENT: man, r r o Transport ion APPROVED AS TO FORM: va-4'04 nLi0--4ZQ Harold Willard, Assistant City Attorney EW:js/TXDPTTRN.RES D2-Agenda/August 16. 1993 of Lubbock BE and is hereby authorized and behalf of the City of Lubbock Contract No. to be entered into by and between the City of of Transportation, attached herewith, which of the Council and as spread upon the minutes and be a part of this Resolution as if fully Resolution No. 4243 August 26, 1993 Item #43 RECIPIENT: City of Lubbock CONTRACT NUMBER: 514XXF6012 PROJECT NUMBER: TX94-0001( 5) PUBLIC TRANSPORTATION 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 Texas Department of Transportation, hereinafter called the State, and the City of Lubbock hereinafter called the Contractor. W I T N E S S E T H WHEREAS, the State is the administering agency for the State Public Transportation Fund as prescribed by Article 6663c, V.T.C.S.; and WHEREAS, the Contractor desires to obtain public transportation funds from the State for the purpose of establishing and maintaining public and mass transportation systems; and WHEREAS, the State is authorized under Article 6663b, V.T.C.S., to assist the Contractor in procuring federal aid for the purpose of establishing and maintaining public and mass transportation projects, hereinafter called the Project; and WHEREAS, the Texas Transportation Commission passed Commission Minute Order No. 102550 authorizing the State to enter into the necessary agreements with the Contractor for funding public transportation projects; and NOW, THEREFORE, in consideration of the premises and of the mutual covenants hereinafter set forth, the parties hereby agree as follows. 1 A G R E E M E N T ARTICLE 1. CONTRACT PERIOD This contract becomes effective on the final date of execution by the state's Director of Public Transportation and shall terminate on August 31, 1994 unless otherwise terminated or modified as hereinafter provided. Termination of the Contract shall not release the Contractor from the property management standards outlined in Article 9 below. ARTICLE 2. PROJECT DESCRIPTION The Contractor shall undertake the public transportation project as described in Attachment A and in accordance with the terms and conditions of this Contract. Further, the Contractor shall comply with the provisions of the Uniform Grant and Contract Management Standards prepared in response to the Uniform Grant and Contract Management Act of 1981. The Contractor shall commence, carry on and complete the Project with all practicable dispatch, in a sound, economical and efficient manner in accordance with the provisions of Attachment A. ARTICLE 3. COMPENSATION A. The maximum amount payable under this Contract without modification is $225,000.00. The State will reimburse the Contractor for the authorized costs incurred in carrying out this project which are further described in the budget contained in Attachment A. The State's payment to the Contractor is contingent upon the availability of Federal and/or State appropriated funds. The State shall have no liability for any claim submitted by the Contractor or its subcontractors, vendors, manufacturers or suppliers if sufficient Federal or State funds are not available to pay the Contractor's claims. B. To be eligible for reimbursement under this Contract, a cost must be incurred within the contract period specified in Article 1 above and be included in the project budget contained in Attachment A. 2 C. Payment of costs incurred under this Contract is further governed by cost principles outlined in applicable Federal Office of Management and Budget (OMB) publications as follows: State or Local Governments OMB Circular A-128 Institutions of Higher OMB Circular A-133 Education and Other Nonprofit Organizations D. Costs claimed by the Contractor shall be actual net costs, that is, the price paid minus any refunds, rebates or other items of value received by the Contractor that have the effect of reducing the cost actually incurred. In particular, fares and other passenger revenues shall be so identified on the Contractor's billing to the State. E. All major items or equipment, as described in the capital budget in Attachment A, shall be included in this contract as direct costs. The Contractor hereby certifies that items of equipment included in direct costs have been excluded from the indirect costs. F. Requests for payment are to be submitted to the State no more frequently than on a monthly basis, except as noted below, on invoice statements acceptable to the State. Additional documentation to support all costs incurred during the billing period may be required at the discretion of the State. As a minimum, each billing must be accompanied by a summary by budget line item which indicates the total amount authorized for each line item, previous expenditures, current period expenditures and the balance remaining in the line item. The original invoice with required documentation is to be submitted to the following address: Mr. William M. Pope, P.E. District Engineer Texas Department of Transportation P.O. Box 771 Lubbock, TX 79408-0771 G. The State will make payment within thirty days of the receipt of properly prepared and documented requests for payment. H. The Contractor will submit a final billing within forty- five days of the contract termination date specified in Article 1 above. I. The Contractor shall make payments promptly to all subcontractors and suppliers. Failure to do so will be grounds for termination of this Contract by the State. The State shall not be responsible for the debts of the Contractor. ARTICLE 4. CONTRACT AMENDMENTS Changes in the scope, objectives, cost or duration of the Project authorized herein shall be enacted by written amendment approved before additional work may be performed or additional costs incurred. Any amendment so approved must be executed by both parties within the Contract period as specified in Article 1. ARTICLE 5. SUBCONTRACTS Any subcontract for professional services rendered by individuals or organizations not a part of the Contractor's organization shall not be executed without prior authorization and approval of the subcontract by the State. Subcontracts in excess of $25,000 shall contain all-requiited provisions of this Contract. No subcontract will relieve the Contractor of its responsibility under this Contract. ARTICLE 6. RECORDS AND AUDITS A. The Contractor agrees to maintain financial records, supporting documents, statistical records and all other records pertinent to this Contract. B. The Executive Director of the Texas Department of Transportation, the Texas State Auditor or any of their duly authorized representatives shall have access to the records described in Paragraph A above at all reasonable times during the contract period and for the period set forth in Paragraph C below for the purpose of making audits, examinations, excerpts and transcripts. C. Financial records, supporting documents, statistical records and all other records pertinent to the Contract shall be retained for a period of three years from final payment, with the following qualifications: 4 (1) If any litigation, claim or audit is started before the expiration of the three-year period, the records shall be retained until all litigations, claims or audit findings involving the records have been resolved. (2) Records for nonexpendable property acquired in whole or in part with State funds shall be retained for three years after its final disposition. (3) When records are transferred to or maintained by the State sponsoring agency, the three-year retention requirement is not applicable to the Contractor. D. The Contractor further agrees to include these provisions in each negotiated subcontract. E. Contractor audit procedures shall meet or exceed the single audit report requirements outlined in Office of Management and Budget (OMB) publications as follows: State or Local Governments OMB Circular A-128 Institutions of Higher OMB Circular A-133 Education and Other Nonprofit Organizations ARTICLE 7. FINANCIAL MANAGEMENT SYSTEMS The Contractor's financial management system shall meet or exceed the requirements of the "Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments" (49 CFR 18). Those requirements include, but are not limited to: A. Accurate, current and complete disclosure of the financial results of each grant program in accordance with State reporting requirements. B. Records which identify adequately the source and application of funds for grant -supported activities. These records shall contain information pertaining to grant awards and authorization, obligations, commitments, assets, liabilities, outlays and income. C. Effective control over and accountability for all funds property and other assets. The Contractor shall adequately safeguard all such assets and shall assure that they are used solely for authorized purposes. D. Comparison of actual with budgeted amounts for each contract and relation of financial information to performance of productivity data, including the production of unit cost information, whenever appropriate and required by the State. E. Procedures for determining the eligibility for reimbursement and proper allocation of costs. F. Accounting records which are supported by source documentation. G. A systematic method to assure timely and appropriate resolution of audit finding and recommendations. ARTICLE 8. PROCUREMENT STANDARDS Contractor procurement standards shall meet or exceed the requirements of the "Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments" (49 CFR Part 18), including insurance and bonding requirements. The Contractor. shall have written selection procedures which meet the minimum requirements of that document. The Contractor agrees to comply with applicable Buy America requirements set forth in Section 401 of the Surface Transportation Assistance Act of 1978 (P.L. 95-599) and the Federal Transit Administration's Buy America regulations at 49 CFR 660. The_ Contractor agrees to comply with the cargo preference requirements set forth in 46 USC 1241 and Maritime Administration regulations set forth in 46 CFR 381. The State must concur in the award of all purchase orders for nonexpendable personal property as defined in 49 CFR Part 18. The Contractor will meet all obligations incurred in its subcontracts with its equipment suppliers, to specifically include the prompt payment of monies due the supplier upon delivery of acceptable equipment. Should payment be delayed for any reason, the Contractor agrees not to operate any equipment that has been delivered without the express permission of the equipment vendor and to lend it the same protection it would its own equipment. ARTICLE 9. PROPERTY MANAGEMENT The Contractor agrees to comply with the property management standards specified in the "Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments" (49 CFR Part 18), in its control, use and disposition of property or equipment governed by those standards. Further, the Contractor shall comply with the property management standards adopted by the State in the Texas Administrative Code, Title 43, Chapter 31. In the event that any project facility and equipment are not used in the proper manner or are withdrawn from public transportation services, the Contractor shall immediately notify the State. The State reserves the right to direct the sale or transfer of property acquired under this Contract upon determination by the State that said property has not been fully and/or properly utilized. The Contractor shall maintain at least the minimum insurance on all vehicles and other nonexpendable personal property as required by the insurance regulations of the State of Texas. Irrespective of coverage by insurance, unless otherwise approved in writing by the State, in the event of loss or damage to project property, whether by casualty or fire, the fair market value will be the value of the property immediately before the casualty or fire. Unless otherwise approved by the: State, in the event of loss due to casualty or fire, straight line depreciation of the asset, based on the industry standard for a useful life, shall be considered fair market value. The Contractor shall not execute any lease -,'pledge, mortgage, lien or other contract touching or affecting the State interest in any project facilities or equipment; nor shall the Contractor, by any act or omission of any kind, adversely affect the State interest or impair its continuing control over the use of project facilities or equipment. The Contractor shall notify the State immediately of theft, wreck, vandalism or other destruction of project -related facilities or equipment. ARTICLE 10. LABOR PROTECTION PROVISIONS The Contractor agrees to undertake, carry out and complete the Project under the terms and conditions determined by the Secretary of the United States Department of Labor to be fair and 7 equitable, to protect the interests of employees affected by the Project and meeting the requirements of Section 13(c) of the Federal Transit Act. ARTICLE 11. CHARTER AND SCHOOL BUS OPERATIONS A. The Contractor, or any subcontractor acting on its behalf, shall not engage in charter bus operations outside the Project area within which it provides regularly scheduled public transportation service, except as provided under Section 3(f) of the Federal Transit Act, 49 USC 1602(f), and regulations pertaining to Charter Bus Operations, set forth in 49 CFR Part 604 and any amendments that may be issued. Any subcontract entered into under these regulations is incorporated into this Contract by reference. B. The Contractor, or any subcontractor acting on its behalf, shall not engage in school bus operations, exclusively for the transportation of students or school personnel, in competition with private school bus operators, except as provided under Section 3(g) of the Federal Transit Act, 49 USC 1602(g) and regulations pertaining to School Bus Operations, set forth at 49 CFR Part 605 and any amendments thereto that may be issued. Any subcontract entered into under these regulations is incorporated into this Contract by reference. ARTICLE 12. MONITORING -AND REPORTING A. The'Contractor shall submit quarterly, performance reports that provide as a minimum the following: (1) A comparison of actual accomplishments to the goals established for the period. (2) Reasons why established goals were not met. (3) Other pertinent information including, when appropriate, analysis and explanation of cost overruns or high unit costs. B. The Contractor shall promptly advise the State in writing of events which have a significant impact upon the Contract, including: 8 (1) 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 contemplated, and any State assistance needed to resolve the situation. (2) Favorable developments or events which enable meeting time schedules and goals sooner than anticipated or producing more work units than originally projected. ARTICLE 13. DISPUTES A. The Contractor shall be responsible for the settlement of all contractual and administrative issues arising out of procurements entered in support of contract work. B. The State shall act as referee in all disputes regarding non -procurement issues, and the State's decision shall be final and binding. ARTICLE 14. REMEDIES Violation or breach of contract terms by the Contractor shall be grounds for termination of the Contract and any increased cost arising from Contractor's default, breach of contract or violation of terms shall be paid by the Contractor. This agreement shall not be considered as specifying the exclusive remedy for any default, but all remedies existing at law and in equity may be availed of by either party and shall be cumulative. ARTICLE 15. TERMINATION A. The State may terminate this Contract at any time before the date of completion whenever it is determined that the Contractor has failed to comply with the conditions of the Contract. The State shall give written notice to the Contractor at least seven days prior to the effective date of termination and specify the effective date of termination and the reason for the termination. B. If both parties to this Contract agree that the continuation of the Contract would not produce beneficial PU results commensurate with the further expenditure of funds, the parties shall agree upon the termination conditions, including the effective date. In the event that both parties agree that resumption of the Contract is warranted, a new contract must be developed and executed by both parties. C. Upon termination of this Contract, whether for cause or at the convenience of the parties hereto, the State shall retain unlimited and royalty free usage rights of all finished or unfinished documents, data surveys, reports, maps, drawings, models, photographs, etc., prepared by the Contractor. D. The State shall compensate the Contractor 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 Contractor shall not incur new obligations for the terminated portion after the effective date of termination. E. Except with respect to defaults of subcontractors, the Contractor shall'be in default by reason of any failure in performance of this Contract in accordance with its terms, including any failure by the Contractor to progress in the performance of the work. Failure on the part of the Contractor to fulfill its obligations as set forth in this Contract will be waived by the State for causes due to Acts of God or force majeure. ARTICLE 16. GENERAL PROVISIONS A. CIVIL RIGHTS During the performance of this Contract, the Contractor, for itself, its assignees and successors in interest agrees as follows: (1) Compliance with Regulations: The Contractor shall comply with the regulations relative to non- discrimination in federally assisted programs of the Department of Transportation (hereinafter "DOT") Title 49, Code of Federal Regulations, Part 21 and 23 CFR 710.405(b), as they may be amended from time to 10 time (hereinafter, referred to as the Regulations), which are herein incorporated by reference and made a part of this Contract. (2) Nondiscrimination: The Contractor, with regard to the work performed 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 materials and leases of equipment. The Contractor shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the contract covers a program set forth in Appendix B of the Regulations. (3) Solicitation for Subcontracts, Including Procurements of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by the Contractor for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the Contractor of the Contractor'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 Contractor` -shall provide all information 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 Federal Transit Administration (FTA) to be pertinent to ascertain compliance with such Regulations, orders and instructions. Where any information required of a Contractor is in the exclusive possession of another who fails or refuses to furnish this information, the Contractor shall so certify to the State or the Federal Transit Administration, as appropriate, and shall set forth what efforts it has made to obtain the information. (5) Sanctions for Noncompliance: In the event of the Contractor's noncompliance with the nondiscrimination provisions of this Contract, the State shall impose 11 B. C. such contract sanctions as it or the Federal Transit Administration may determine to be appropriate, including, but not limited to: (a) Withholding of payments to the Contractor under the Contract until the Contractor complies, and/or (b) Cancellation, termination or suspension of the Contract, in whole or in part. (6) Incorporation of Provisions: The Contractor 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 Contractor shall take such action with respect to any subcontract or procurement as the State or the Federal Transit Administration may direct as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, that, in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction, the Contractor may request the State to enter into such litigation to protect the interests of the State, and, in addition, the Contractor may request the United States to enter into such litigation to protect the interests of the United States. NONDISCRIMINATION ON THE BASIS OF HANDICAP The Contractor agrees that no otherwise qualified handicapped person shall, solely by reason of his handicap, be excluded from participation in, be denied the benefits of or otherwise be subject to discrimination under the project. The Contractor shall insure that all fixed facility construction or alteration and all new equipment included in the project comply with applicable regulations regarding Nondiscrimination on the Basis of Handicap in Programs and Activities Receiving or Benefitting from Federal Financial Assistance, set forth in 49 CFR Part 27, and any amendments thereto, and the Americans with Disabilities Act. DISADVANTAGED BUSINESS ENTERPRISE PROGRAM REQUIREMENTS It is the policy of the Department of Transportation and the State that Disadvantaged Business Enterprises as defined in the Intermodal Surface Transportation Efficiency Act of 1991, Pub. L. No. 102-240, Sec. 1003, 105 Stat. 1914, 1918- 1922 (1922), shall have the maximum opportunity to 12 participate in the performance of contracts ad subcontracts financed in whole or in part with Federal funds. Consequently, the Disadvantaged Business Enterprise requirements of Pub. L. No. 102-240, Sec. 1003 apply to this Contract as follows: The Contractor agrees to insure that Disadvantaged Business Enterprises (DBE) as defined in Pub. L. No. 102-240, Sec. 1003 have the maximum opportunity to participate in the performance of contracts and subcontracts financed in whole or in part with Federal or State funds. In this regard, the Contractor shall take all necessary and reasonable steps to meet the Disadvantaged Business Enterprise goal for this contract. The Contractor 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 or State funds. These requirements shall be physically included in any subcontract. The percentage goal for Disadvantaged Business Enterprise participation in the activities to be performed under this contract is a minimum 10t of the contract dollars available for contracting opportunities as defined in P. L. 102-240, Sec. 1003. The contractor shall submit to the State reports on DBE compliance efforts and documentation of good faith efforts to meet the DBE goal. This information shall be provided to the State on the format(s) and at time intervals prescribed by the State. 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, which may include reductions in future grant awards, as the State deems appropriate. D. EQUAL EMPLOYMENT OPPORTUNITY The Contractor agrees to comply with Executive Order 11246 titled "Equal Employment Opportunity" as amended by Executive Order 11375 and as supplemented in Department of Labor Regulations (41 CFR, Part 60). E. AFFIRMATIVE ACTION The Contractor warrants that affirmative action programs as required by the rules and regulations of the Secretary of Labor (41 CFR 60-1 and 60-2) have been development and are on file. 13 F. SPECIAL PROVISIONS FOR CONSTRUCTION OR REPAIR CONTRACTS (1) Contract Work Hours and Safety Standards Act The Contractor agrees to comply with Sections 103 and 107 of the Contract Work Hours and Safety Standards Act (40 USC, Part 327-330) as supplemented by Department of Labor Regulations (29 CFR, Part 5). (2) Copeland "Anti -Kickback" Act The Contractor agrees to comply with the Copeland "Anti -Kickback" Act (18 USC 874) as supplemented in Department of Labor regulations (29 CFR, Part 3). (3) Davis -Bacon Act The Contractor agrees to comply with the provisions of the Davis -Bacon Act (40 USC 176a to 9-7) as supplemented by Department of Labor regulations (29 CFR, Part 5). (4) Relocation and Land Acquisition The terms of the Department of Transportation regulations -"Uniform Relocation and Real Property Acquisition for Federal and Federally Assisted Programs" (49 CFR Part 25) are applicableto this contract. (5) Insurance and Bonding The Contractor shall comply with insurance and bonding requirements as established in 49 CFR Part 18. (6) Signs The Contractor shall cause to be erected at the site of construction, and maintained during construction, signs satisfactory to the State and the United States Department of Transportation identifying the project and indicating that the Government is participating in the development of the project. G. ENVIRONMENTAL PROTECTION AND ENERGY EFFICIENCY The Contractor agrees to comply with all applicable standards, orders or requirements issued under Section 306 of the Clean Air Act (42 USC 1857(h]; Section 508 of the Clean Water Act (33 USC 1368); Executive Order 11738 and Environmental Protection Agency Regulations (40 CFR, Part 15). The Contractor further agrees to report violations to the State. 14 H. I. J. K. The Contractor agrees to recognize standards and policies relating to energy efficiency which are contained in the State energy conservation plan issued in compliance with the Energy Policy and Conservation Act (P.L. 94-163). CONTROL OF DRUG USE The Contractor agrees to comply with the terms of the Omnibus Anti -Drug Abuse Act of 1988 (P.L. 100-890, Title V, Subtitle D). SUSPENSION AND DEBARMENT The terms of the Department of Transportation regulation, "Suspension and Debarment of Participants in DOT Financial Assistance Programs" set forth at 49 CFR Part 29, are applicable to this Contract and the Contractor must complete the Contractor Certification which is included as Attachment B. Further, any subcontractor employed by the Contractor is also bound by the terms of 49 CFR Part 29 and must complete a Contractor Certification (Lower Tier) form. RESTRICTIONS ON LOBBYING Pursuant to Section 319 of P. L. 101-121, which generally prohibits recipients of Federal funds from using those monies for lobbying purposes, the Contractor shall comply with the attached Special Provision "New Restrictions on Lobbying", which is included as -Attachment C. PROHIBITED ACTIVITIES The Contractor or any subcontractor shall not use Federal or State assistance funds for publicity or propaganda purposes designed to support or defeat legislation pending before Congress or the Texas Legislature. No member of or delegate to the Congress of the United States shall be admitted to any share or part of this Contract or to any benefit arising therefrom. No member, officer or employee of the Contract during this tenure or one year thereafter shall have any interest, direct or indirect, in this Contract or the proceeds thereof. 15 L. M. Texas Transportation Commission policy mandates that employees of the Department shall not accept any benefits, gifts or favors from any person doing business or who reasonably speaking may do business with the State under this Contract. The only exceptions allowed are ordinary business lunches and items that have receivedthe advanced written approval of the State Executive Director for the Texas Department of Transportation. Any persons doing business with or who may reasonably speaking do business with the State under this Contract may not make any offer of benefits, gifts or favors to Departmental employees, except as mentioned hereabove. Failure on the part of the Contractor to adhere to this policy may result in the termination of this Contract. ASSURANCES The Contractor will comply with Texas Civil Statutes, Article 5996a, by insuring that no officer, employee or member of the Contractor's governing board or of the Contractor's subcontractor shall vote or confirm the employment of any person related within the second degree by affinity or third degree by consanguinity to any member of the governing body.or to any other officer or employee authorized to employ or supervise such person. This prohibition shall not prohibit the employment of a person who shall have been continuously employed for a period of two years prior to the election or appointment of the officer, employee, governing body member related to such person in the prohibited degree. The Contractor will insure that all information collected, assembled or maintained by the applicant relative to this project shall be available to the public during normal business hours in compliance with Texas Civil Statutes, Article 6252-17a, unless otherwise expressly provided by law. The Contractor will comply with Texas Civil Statutes, Article 6252-17, which requires all regular, special or called meetings of governmental bodies to be open to the public, except as otherwise provided by law or specifically permitted in the Texas Constitution. PATENT RIGHTS If any invention, improvement or discovery of the Contractor or any of its subcontractors is conceived or first actually 16 reduced to practice in the course of or under this Project, which invention, improvement or discovery may be patentable under the Patent Laws of the United States of America or any foreign country; and if said invention, improvement or discovery has not already become the property of the State under Article 15.0 above; the Contractor shall immediately notify the State and provide a detailed report. The rights and responsibilities of the Contractor, subcontractors and the United States Government with respect to such invention will be determined in accordance with applicable Federal laws, regulations, policies and any waivers thereof. Further, the Contractor shall comply with the provisions of 41 CFR, Part 1-9. N. COPYRIGHTS The State and the United States Department of Transportation shall have the royalty -free, non-exclusive and irrevocable right to reproduce, publish or otherwise use, and to authorize others to use, the work for government purposes. O. INDEMNIFICATION To the extent permitted by law, the Contractor shall indemnify and save harmless the State from all claims and liability due to activities of itself, its agents or employees, performed under this agreement and which result from an error, omission or negligent act of.the Contractor or of any person employed by the Contractor. The Contractor shall also save harmless the State from any and all expenses, including attorney fees which might be incurred by the State in litigation or otherwise resisting said claim or liabilities which might be imposed on the State as a result of activities by the Contractor, its agents, or employees. P. SUCCESSORS AND ASSIGNS The Contractor binds itself, its successors, assigns, executors and administrators in respect to all covenants of this agreement. The Contractor shall not sign, sublet or transfer its interest in this agreement without the written consent of the State. 17 Q. CONTRACTOR ACKNOWLEDGEMENT The Contractor acknowledges that it is not an agent, servant or employee of the State and is responsible for its own act and deeds and for those of its agents or employees during the performance of the contract work. R. LEGAL CONSTRUCTION In case any one or more of the provisions contained in this agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision thereof and this agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. S. PRIOR AGREEMENTS This agreement constitutes the sole and only agreement of the parties hereto and supersedes any prior understandings or written or oral agreements between the parties respecting the within subject matter. 18 0 IN TESTIMONY WHEREOF, the parties hereto have caused these presents to be executed. STATE OF 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 Texas Transportation Commission under the authority of Minute Order 102550. APPROVED: CONTRACTOR CITY OF LUBBOCK Title: Mayor Date: August 26, 1993 ATTEST: By. Director of Public Transportation getty14.'JohnsiVn City Secretary Date: RECOMMENDED FOR EXECUTION: Date: August 26, 1993 APPROVED AS TO CONTENT: District Engineer, District 5 Larry olyff Direc r of ortation APPROVED AS TO FORM: Ha old Willard Assistant City Attorney 19 CERTIFICATION of Restrictions on Lobbying David R. Langston, Mayor hereby certify (name and title of grantee official) on behalf of _ City of Lubbock that: (name of grantee) (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of.a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance is placed when this transaction was made or entered into.- Submission of this certification is a prerequisite for waking or entering into this transaction imposed by section 1352, title 31, D.S. Code. Any person who fails to file the required certificatio 1 be subject to a civil penalty of not less than $10,000 a not m-bre, 000 for each such failure. r Y Executed this 26th d'a)( of ATTEST: A Betty (M: Johngon City Secretary APP9ED AS J?0 CCbTFAT: L'ariy V -Hof fk4ln Direct4f of Tra4tPortation .' 19 93 • (signatVre of (afithorized official) David R. Langston, Mayor (title of aut'--: iced cf f APPROVED AS TO FORM: Harold Willard Assistant City Attorney Debarment Certification (Negotiated Contracts) (1) The CONTRACTOR certifies to the best of its knowledge and belief, that it and its principals: (a) Are not presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from covered transactions by any federal department or agency; (b) Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or perform- ing a public* transaction or contract under a public transaction; violation of federal or state antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; (c) Are not presently indicated for or otherwise criminally or civilly charged by a governmental entity* with commission of any of the offenses enumerated in paragraph (1)(b) of this certification; and (d) Have not within a three-year period preceding this application/proposal had one or more public transactions* terminated for cause or default. (2) Where the CONTRACTOR is unable to certify to any of the statements in this certification, such CONTRACTOR shall attach an explanation to this certification. ATTEST: 6et.L ty Johns#n City Aecretary , Larry V// HbffmAnl-' Direct of Transv tat ion Mayor `Ua APPROVED AS TO FORM: August 26, 1993 ate A Harold Willard Assistant City Attorney Form 1733-A "9 7/26/93 ATTACHMENT A CONTRACT BUDGET CONTRACTOR: City of Lubbock CONTRACT NUMBER: 514XXF6012 STATE PROJECT NO.: TX94-0001( 5) FTA NUMBER: TX-90-X283 LINE ITEM # DESCRIPTION OPERATING XX.XX.XX Operating (10/93 - 9/94) FEDERAL FUNDING SPLIT: CAPITAL PLANNING OPERATING STATE FUNDING SPLIT: CAPITAL PLANNING OPERATING TOTAL FEDERAL STATE LOCAL 2,693,840 1,346,920 225,000 1,121,920 ---------------------------------........... 2,693,M 1,346,920 50% 225,000 8% 1,121,920 42% -------------------------------------------- TOTAL 2,693,840 1,346,920 50% 225,000 8% 1,121,920 42% TX-90-X283 TX-90-X00? TX-90-X00? TOTAL 0 0 0 0 0 0 0 0 1,346,920 0 0 1,346,920 ---------- ----------.......... .......... 1,346,920 0 0 1,346,920 FORMULA CSP DISCRETIONARY TOTAL 0 0 0 0 0 0 0 0 225,000 0 0 225,000 .......... .......... .......... ---------- 225,000 0 0 225,000 Federal Register I Vol. 61. No. 243 / Wednesday, December 20. IM / Notices 52323 DISCLOSURE OF LCIBBYING ACTIMES Complete this torn+ to disdosc lobbying activities pursuant to 71 U.S.C. 1ISI Ott reverse for public burden dam kno ea I. Type of federal Adierx 1 St" of federal ActiM i Repal Inc. 0 a. contract b. Q a bidroffertappkation a s lydtW Ninj Orant b. Ntial award b anatlrtal e C Boa cooperative abetment e. post -sward for Natetw Chop Odr at. ban �uarar+tee rat --- a"Iter -- f. ban insurance date of last report a, karr►e and Addetu al Repoetiq tfr>ti7 S. Of �h� if is fobaw w" filer k&w O ►rime O Subawardee AA.� Tier . if known: ConsmsimW Distrkt if tnowrr. C District if town: 6. Federat Department Agemr.. T. Federal Program NaraeM"ulption: CFDA Number. ifAW#caf>le: fit Federal Action Number. Aknown: S. Award Amomit, dknown: s to. a Name and Address ofLobbying End a Ilsdividlstls ►er nano' � Services Gn Wsy address of fast Arst MM diXeeent from fndwPdual, name, name, No.1pa7 (last name. /fret name. Mn.. •ttJd C'nINWhOn SA frs SF-U1-L4 AM 041A vo 11. Amount of Payment (check all that apply). I& Type of ►artmeM (check aft that apply,: S O actual O planned O & retainer O b. one-time ke O e. commission 12. Form of Paynwr+t (shed all that apply): O S. ash O d. contingent fee O b. in -kind, specify: nzture O e• deferred L` f. other, specify: Value 14. Brief Description of Services Perlormed at to be Performed and Dates) of Service. hula ing ofiicer(%L tmptoree(s). or Member(s) contacted for PayemeM frAcated in hers it: enw-Al-ew r Sett R "C"102 _jjnAz 11L continuation Sheet(s) SF.LLL-A attached: O yes O No 16. r+a- 00—Aw -,a* eve a. • MAwwwd t~ to At usC (��� ipmr "I Ow. 13st Oft Ociaw" of let" It"Mwe a a awovw w�w.aat.a. w 0 %V w- ~ hire• 60 rant b on Iw —r— wArw wu Pow Nanit: rrwation we weer w f+a.rd aft N G �a#,an a wve ad rvr+r r is Ysc '31, MR aafo."woo we to wyanad M fAr COWo arr, Me- &v%w& WW 04 M vesdb+t Iry pkY *qOW UN prw Vft W% At s,. M wa,.rd •rrbw.n"OW nippy+ 1f aNw Amao=j 1 aoa N eaa, A W al; W4 M1 won MW I KO AM 4 • y aaweA Ira TlkphoAt Np' Date: federal lose Only s,ft►,enud ►e uc.f tePV&KVM ltawfanr taw • Lis 52324 Federal Register / Vol. S!. No. 243 / Wednesday. December 2u. 19m / Notices •--�-- — — INSTRUCTIONS FOR COMPLETION OF SF•LLLr DISCLOSURE Of LOBBYING ACTIVITIES This disJosure form shag be completed by the -reporting entity, whether sutawsrdee or prime Federal recipient, at the Initiation or receipt of a cowered Federd'acom o►'s material change to a pr",-- filing, pursuant to title 3! U.S.C.section 1352. The trUng of a form is rzpulmd for cub payment or aereernent to make payment to any lobbying entity for Influencing a attempting to influence an officer or emp�fof any agency. a Member of Congress, an officer or etnpioyce of Cong►eu, or an ens+ a of a Member o1 GG s in connection with a covered Federal action. Use tM SF•(L IL,A Cortfinustion Sheet for Wdidonal Information H the space as the buss is inadequate. Complete an items that apply for both the WM filing and material change report. Refer to flee Implementing guidance published by the Office of Management and Budget for additional Ilnformation. 1. Identify the type of covered Fed" action for which lobbying actMty Is arsd►or has been seamed to influence the outcome of a covered federal action. 2. Identify the tutus of the covered federal action. 3. Identity the appropriate classification of this report. It this Is a fdtowup report caused by a material thane to the Information previously reported. enter the year and quarter In which the change occurred. Enter the date of the last previously submitted report by this repomng entity for dris covered federal action. a. Enter the tuft rsarrse, address, city, state and zip code of the re p entity. trsctsade Congressional District, if known. Check the appropriate classification of the reporting entityVM designates N It is. or expects to be. a prime or subaward recipient. Identify the tier of the subawa►dee, e.g.. the first subawardee of the prime is the 151 tier. Subawards include but are not lirruted to subcontracts, subgrants and contract awards sender grants. S. If the organization filing the report in item 4 checks •Subawardee'. then enter the full name, address. Ott• state and gip code of the prime Federal recipient. Include Congressional District, if known. 6. Enter the name of the Federal agency making the award or ban commitment. Include at least one organizational level below agency manse. if knows. For example, Department of Transportation, United States Coast Guard. 7. Enter the Federal program name or description for the covered Federal action (item 1). if known, enter the full Catalog of Federal Dornes:ic Assistance (CFDA) number for grants, cooperative agreements, loans. and loan commitments. 8. Enter the most appropriate Federal identifying number available for the Federal action identified in item t (e.g.. Request for Proposal (RFP) number, Invitation for Bid (IFS) number, grant announcement number, the contract, grant, or loan award number; the appticationrproposal control number assigned by the Federal agency). include prefixes, e.g.,'ItFP•Db:•10.001 9. For a covered Federal action where there has been an award or ban commitment by the Federal agency, enter the Federal amount of the awardloan commitment for the prince entity identified in item 4 or S. 10. (a)Enter the full name, address, city, state, and gip code of the lobbing entity engaged by the reporting entity Identified in Item s to influence the covered Federal action. (b)Enter the full names of the Individual(s) performing services, and Include full address if different from 10 (a). Enter Last Name, First Name, and Middle Initial (MI). 11. Enter the amount of compensation paid or reasonably expected to be paid bra the reporting entiq (item t) to the lobbying entity (Rem 10). Indicate whether the payment has been made tactual) or will be made (planned). Check an boxes that apply. If this is a material change report, enter the cumulative amount of payment made or planned to be made. 12. Check the appropriate box(es). Check all boxes that apply. H papnent Is rude through an In -kind contribution. specify the natwe and value of the in -kind payment. 13. Check the appropriate bo:(es). Check alb boxes that apply, If other, specify nature. 14. Provide a specific and detailed description of the services that the lobbyist has performed, or will be expected to perform, and the dates) of any services rendered. Include all preparatory and related activity, not just time spent in actual contact with Federal official& .Identify the Federal offidal(s) or employees) contacted or the officer(:), emptoyee(s). or Member(s) of C egress that were contacted 1S. Cheek whether or not a SF-LU.^ Continwtion Sheet(s) is attadsed. 16. The certifying official shall sign and date the foist% print hhfier nwrse, title. snd telephone number. Public reporting burden Iot thn cottecbon of irdorrntuon is estimated to a"'Me 3o mintues per response. inck+ % time Ion ng instrumons, searching rinbng dau sources, gathering and enantaxwsg the data needed, and completing and Freeing the collection of information Send comments nelludng eht burdens est"Ir or any oth+tr aspect of thus collection Of rnformatson. rmckrdng wggftturn tow reducing the brdea, to the Offset of mwwjerrsrnt and budget Paperwxl Redwtmon Protect (034&4M). wnhrngton. 0 C 20503 I federal Register / %'PXK No. 243 Wednesday. Dccember M. T / Notices DISCLOSURE DULO88Y1NG ACTIVITIES CONTINUATION SHEET a•aetw Awamm see ow wed Lwo*mrhe 52326 Federal Register / Vol. SI, No. 243 / Wednesday. December 20. 19e9 / Notices Appendix C to Part Contract Clause NEW RESTRICTIONS ON LOBBYING (a) Definitions. As used in this clause, "Agency", as defined in 5 U.S.C. 552(f), includes Federal executive departments and agencies as well as independent regulatory commissions and Government corporations, as defined in 31 U.S.C. 9101(1). "Covered Federal action" means any of the following Federal actions: (1) The awarding of any Federal contracts (2) The making of any Federal grants (3) The making of any Federal loans (4) The entering into of any cooperative agreements and, (5) The extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. Covered Federal action does not include receiving from an agency a commitment providing for the United States to insure or guarantee a loan. "Indian tribe" and "tribal organization" have the meaning provided in section 4 of the Indian Self -Determination and Education Assistance Act (25 U.S.C. 450B). Alaskan Natives are included under the definitions of Indian tribes in that Act. "Influencing or attempting to influence" means making, with the intent. to influence, any communication to or appearance before an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with any covered Federal action. "Local government" means a unit of government in a State and, if chartered, established, or otherwise recognized by a State for the performance of a governmental duty, including a local public authority, a special district, an intrastate district, a council of governments,, a sponsor group representative organization, and any other instrumentality of a local government. "Officer or employee of an agency" includes 'the following Individuals who are employed by an agency: (1) An individual who is appointed to a position in the Government under title 5, V.S. Code, including a position under a temporary appointments (2) A member of the uniformed services as defined in section 101(3), title 37, U.S. Codes (3) A special Government employee as defined in section 202, title IS, U.S. Code; and, 21 federal Kerisler / %of $4. No. Z4J / Wkeonesasy, Veci;:noet 2u, lodg Notices b232 (4) An individual who is :a_ member of a Federal advisory committee, as defined by the Federal Advisory Committee Act, title 5, U.S. Code appendix 2. "Person" means an individual, corporation,. company, association, authority, firm, partnership, society, State, and local government, regardless of whether such entity is operated for prof it or not for profit. This tern.excludes an Indian tribe, tribal organization, or any other Indian organization with respect to expenditures specifically permitted by other Federal law. "Reasonable compensation" means, with respect to a regularly employed officer or employee of any person, compensation that is consistent with the normal compensation for such officer or employee for work that is not furnished to, not funded by, or not furnished in cooperation with the Federal Government. "Reasonable payment" means, with respect to professibnal and other technical services, a payment in an amount that is consistent with the amount normally paid for such services -in the private sector. "Recipient" includes all contractors and subcontractors at any tier in.connection with a Federal contract. The term excludes an Indian tribe, tribal organization, or any other Indian organization with respect to expenditures specifically permitted by other Federal law. "Regularly employed" means, with respect to an officer or employee of a person requesting or receiving a Federal contract, an officer or employee who is employed by such person for at least 130 working days within one year immediately preceding the date of the submission that initiates agency consideration of such person for receipt of such contract. An officer or employee who is employed by such person for less than 130 working days within one year immediately preceding the date of the submission that initiates agency consideration of such person shall be considered to be regularly employed as soon as he or she is employed by such person for 130 working days. "State" means a State of the United States, the District of Columbia, the Commonwealth of Puerto Rico, a territory or possession of the United States, an agency or instrumentality of a State, and a multi -State, regional, or interstate entity having governmental duties and powers. (b) Prohibition. (2) Section 1352 of title 31, U.S. Code provides in part that no appropriated funds may be expended by the recipient of a Federal contract, grant, loan, or cooperative agreement to pay 22 52328 Federal Remoter I Vol. 54. No. 243 I Wedne*day. December 20. 19aJ Noti,,e• any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with any of the following covered Federal actions: the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agre$ment. (2)- The prohibition does not apply as follows: (I) Agency and legislative liaison by Own ftployees. (A) The prohibition on the use of appropriated funds, in paragrap*)(1) of this section, does not apply in the case of a payment of reasonable compensation made to an officer or employee of a.pare-on requesting or receiving a Federal contract if the payment is for agency and legislative' liaison activities not directly related to a covered Federal action. &WO (8) For purposes of paragraph a (A) of this section, providing any information specifically requested by an agency or Congress is allowable at any time. (C) For purposes of paragraph (A) of this section, the following agency and legislative liaison activities are allowable at any time only where they are not related to a specific solicitatio for any covered Federal action: I (a) Discussing with an agency (including Individual demonstrations) the qualities and characteristics of the person's products or services, conditions or terms of sale, and service capabilit4eal and, S (311) Technical discussions and other activities regarding the application or adaptation of the person's products or services for an agency's useib>(�iL} (D) For purposes of paragraph (A) of this section, the following agency and legislative lia tson activities are allowable only where they Are prior to formal solicitation of any covered Federal Action: .1 (10 Providing any Information not specifically requested but necessary for an agency to make an informed decision at initiation of a covered Federal actions .Pai) Technical discussions regarding the preparation of an unsolicited proposal prior to its official submissions and, -�;-,• (hi) Capability presentations by persons seeking awards from an agency pursuant to the provisions of the Small business Act, as amended by Public Law 9S-509 and other subsequent amendments. 23 Federal Register I Vol. 54. No. 243 / Wednesday. December Zo, sko /Nit;ems (E) only those activities expressly authorised by ���,� paragrap"a(i) of this section are allowable under paragraph (i). (ii) Professional and technical services by Own Employees. (A) The prohibition on the use of appropriated funds, in paragraph&l) of this section, does not apply in the case of a payment or reasonable compensation made to an officer or employee of a person requesting or receiving a Federal contract or an extension, continuation, renewal, amendment, or modification of a Federal contract if payment is for professional or technical .services rendered directly in the preparation, submission, or negotiation of any bid, proposal, or application for that Federal contract or for meeting requirements imposed by or pursuant to law as a condition for receiving that Federal contract* axis 01) (8) For purposes of paragraphs (A) of this section_,..."Professional and technical.. services* shall be limited to advice and analysis directly, applying any professional or technical discipline. For examples drafting of a legal document accompanying a bid or proposal by a lawyer is allowable. similarly,. technical advice pkWided by an engineer on the performance or operational capability of a piece of equipment rendered directly in the negotiation of a contract is allowable. However, communications with the intent to influence made by a professional (such as a licensed lawyer) or a technical person (such as a licensed accountant) are not allowable under this section unless they provide advice and analysis directly applying their professional or technical expertise and unless the advice or analysis is rendered directly and solely in the preparation, submission or negotiation of a covered Federal action. Thus, for example, communications with the intent to influence made by a lawyer that do not provide legal advice or analys;is directly and solely related' to the legal aspects of his cr her client's proposal, but generally advocate one proposal over another are not allowable under this section because the lawyer is not providing professional legal services. 8imilfrly, communications with the intent to influence made by an engineer providing an engineering analysis prior to the preparation or submission of a bid or proposal are not allowable under this section since the engineer is providing technical services but not directly in the preparation, submission or negotiation of a covered Federal action. (C) Requirements imposed by or pursuant -to law as a condition for receiving a covered Federal award include those required by law or regulation, or reasonably expected to be required by law or regulation, and any other requirements in the actual award documents. 24 51330 , f0&W Register 1 Vol. $4. No. 243 / Wednesday. December 20. IM I Notices 613) (D) Only those services expressly authorized by paragraph A(ii) of this section are allowable under paragraph (bya)' (ii) • (iii) Reporting for Own Employees. No reporting is required with respect to payments of reasonable compensation made to regularly employed officers or employees of a person. (iv) Professional and technical services by Other than own Employees. (A) The prohibition on the use of appropriated funds, in paragraphal) of this sections does not- apply in the case of any reasonable payment to a person, other than an officer or employee of a person requesting or receiving a covered Federal action, if the payment is for professional, or technical services rendered directly in the preparation, submission, or negotiation of any bid, proposal, or application for that Federal contract or for meeting requirements imposed by or pursuant to law as a condition for receiving that Federal contract. (B) For purposes of paragraphs (A) of this section, •professional and technical services" shall be limited to advice and analysis directly applying any professional or technical discipline. For example, drafting of a legal document accompanying a bid or proposal by a lawyer is allowable. Similarly, technical advice provided by an engineer on the performance or operational capability of a piece of equipment rendered directly in the negotiation of a contract is allowable. However, communications with the intent to influence made by a professional (ouch as a licensed lawyer) or a technical person (such as a licensed accountant) are not allowable under this section unless they provide advice and analysis directly applying their professional or technical expertise and unless the advice or analysis is rendered directly and solely in the preparation, submission.or negotiation of a covered Federal action. Thus, for example, communications with the intent to influence made by a lawyer that do not provide legal advice or analysis directly and solely related to the legal aspects of his or bar client's proposal, but generally advocate one proposal over another are not allowable under this section because the lawyer is not providing professional legal services. Similarly, communications with the intent to influence made by an engineer providing an engineering analysis prior to the preparation or submission of a bid or proposal are not allowable under this section since the engineer is ,providing technical services but not directly in the preparation, submission or negotiation of a covered Federal action. 25 Federal Re011er / Vol. 54. No. Zia J Wednesdsy December ao. iW / N;'M is 9233 (c) Requir"ents imposed by or pursuant to lav as a condition for receiving a covered Federal avard include those required by lav or regulation, or reasonably expected to be required by lav or regulation, and any other requirements in the actual award docunonts. (D) Persons other than officers or employees of a parson requesting or receiving a covered Federal action include consultants and trade associations. ) (E) only those services expressly authorised by paragrap 5 (iv) of this section are allowable under paragraphtb)(t (iv) • (c) Disclosure. (1) Each person who requests or receives from an agency a Federal contract shall ,file with that agency a certification, set forth in �, that the person has not made, and will not make, any payment prohibited by paragraph (b) of this clause. (2) Each person who requests or receives from an agency a Federal contract shall file vith that agency a disclosure form, Standard Form-LLL, •Disclosure of Lobbying Activities," if such person has made or has agreed to make any payment using nonappropriatad funds (to Inglude profits from any covered Federal action), which vould be prohibited under paragraph (b) of this clause if paid for with appropriated funds. (3) Each person shall file a disclosure fora at the end of each calendar quarter in which there occurs Lny event that requires disclosure or that materially affects the accuracy of the information contained in an disclosure form previously filed by such person under paragraphcX 2) of this section. An event that materially affects the accuracy of the inforuation reported includes: (i) A cumulative increase of $25,000 or more in the amount paid or expected to be paid for Influencing or attempting to influence a covered Federal actions or (ii) A change irr the person(s), or individual(&) influencing or attempting to influence a covered Federal action: or, (iii) A change in- the officer(s), employee(s), or Member(s) contacted to influence or attempt to influence a covered Federal action. (4) Any person vho requests or receives from a ')person referred to in paragraph(t)(1) of this section a subcontract exceeding $100,000 at any tier under a Federal contract shall file a certification, And a disclosure form, if required, to the next tier above. 26 lS L219T federal Register / Vol. 54, No. 243 / Wednesday. Decemtbcr'A. 198Q / Notices (5) All disclosure forms, but not certifications, shall be forwarded from tier to tier until received by the person referred to in paragraph(L)I) of this section. That person shall forward all disclosure forms to the agency. (d) Agreement. In .accepting any contract resulting from this solicitation, the person submitting the offer agrees not to make any payment prohibited by this clause. (0) Penalties. (1) Any person who makes an expenditure prohibited under. paragraph (b) of this clause shall be subject to a civil penalty of not lose than $10,000 and not more than $100,000 for each such expenditure. (2) Any person who fails to file or amend the disclosure fora to be filed or amended if required by this clause, shall be subject to a civil penalty of not less than $20,000 and hot more than $100,000 for each such failure. (3) Contractors may rely without liability on the representations made by their subcontractors in the certification and disclosure form. (f) Cost allowability. Nothing in this clause is to be interpreted to make allowable or reasonable any costs which would be unallowable or unreasonable in accordance with Part 31 of the Federal Acquisition Regulation. Conversely, costs made specifically unallowable by the requirements in this clause will not be made allowable under. any of the provisions ;of Part 31 of the Federal Acquisition Regulation. ." D= E3-M32 Filed l:rl 7L05 p�j ce"M co" 811"l< (End of Clause) 27 Resolution No. 4243 LE, - August 26,, 1903 s / Item #43FI, RECIPIENT: City of Lubbock CONTRACT NUMBER: 514XXF6012 PROJECT NUMBER: TX94-0001( 5) PUBLIC TRANSPORTATION 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 Texas Department of Transportation, hereinafter called the State, and the City of Lubbock hereinafter called the Contractor. W I T N E S S E T H WHEREAS, the State is the administering agency for the State Public Transportation Fund as prescribed by Article 6663c, V.T.C.S.; and WHEREAS, the Contractor desires to obtain public transportation funds from the State for the purpose of establishing and maintaining public and mass transportation systems; and WHEREAS, the State is authorized under Article 6663b, V.T.C.S., to assist the Contractor in procuring federal aid for the purpose of establishing and maintaining public and mass transportation projects, hereinafter called the Project; and WHEREAS, the Texas Transportation Commission passed Commission Minute Order No. 102550 authorizing the State to enter into the necessary agreements with the Contractor for funding public transportation projects; and NOW, THEREFORE, in consideration of the premises and of the mutual covenants hereinafter set forth, the parties hereby agree as follows. 1 A G R E E M E N T ARTICLE 1. CONTRACT PERIOD This contract becomes effective on the final date of execution by the State's Director of Public Transportation and shall terminate on August 31, 1994 unless otherwise terminated or modified as hereinafter provided. Termination of the Contract shall not release the Contractor from the property management standards outlined in Article 9 below. ARTICLE 2. PROJECT DESCRIPTION The Contractor shall undertake the public transportation project as described in Attachment A and in accordance with the terms and conditions of this Contract. Further, the Contractor shall comply with the provisions of the Uniform Grant and Contract Management Standards prepared in response to the Uniform Grant and Contract Management Act of 1981. The Contractor shall commence, carry on and complete the Project with all practicable dispatch, in a sound, economical and efficient manner in accordance with the provisions of Attachment A. ARTICLE 3. COMPENSATION A. The maximum amount payable under this Contract without modification is $225,000.00. The State will reimburse the Contractor for the authorized costs incurred in carrying out this project which are further described in the budget contained in Attachment A. The State's payment to the Contractor is contingent upon the availability of Federal and/or State appropriated funds. The State shall have no liability for any claim submitted by the Contractor or its subcontractors, vendors, manufacturers or suppliers if sufficient Federal or State funds are not available to pay the Contractor's claims. B. To be eligible for reimbursement under this Contract, a cost must be incurred within the contract period specified in Article 1 above and be included in the project budget contained in Attachment A. 2 \ � t y 1 t �• � 7 r r C. Payment of costs incurred under this Contract is further governed by cost principles outlined in applicable Federal Office of Management and Budget (OMB) publications as follows: State or Local Governments OMB Circular A-128 Institutions of Higher OMB Circular A-133 Education and other Nonprofit organizations D. Costs claimed by the Contractor shall be actual net costs, that is, the price paid minus any refunds, rebates or other items of value received by the Contractor that have the effect of reducing the cost actually incurred. In particular, fares and other passenger revenues shall be so identified on the Contractor's billing to the State. E. All major items or equipment, as described in the capital budget in Attachment A, shall be included in this contract as direct costs. The Contractor hereby certifies that items of equipment included in direct costs have been excluded from the indirect costs. F. Requests for payment are to be submitted to the State no more frequently than on a monthly basis, except as noted below, on invoice statements acceptable to the State. Additional documentation to support all costs incurred during the billing period may be required at the discretion of the State. As a minimum, each billing must be accompanied by a summary by budget line item which indicates .the total amount authorized for each line item, previous expenditures, current period expenditures and the balance remaining in the line item. The original invoice with required documentation is to be submitted to the following address: Mr. William M. Pope, P.E. District Engineer Texas Department of Transportation P.O. Box 771 Lubbock, TX 79408-0771 G. The State will make payment within thirty days of the receipt of properly prepared and documented requests for payment. M r H. The Contractor will submit a final billing within forty- five days of the contract termination date specified in Article 1 above. I. The Contractor shall make payments promptly to all subcontractors and suppliers. Failure to do so will be grounds for termination of this Contract by the State. The State shall not be responsible for the debts of the Contractor. ARTICLE 4. CONTRACT AMENDMENTS Changes in the scope, objectives, cost or duration of the Project authorized herein shall be enacted by written amendment approved before additional work may be performed or additional costs incurred. Any amendment so approved must be executed by both parties within the Contract period as specified in Article 1. ARTICLE 5. SUBCONTRACTS Any subcontract for professional services rendered by individuals or organizations not a part of the Contractor's organization shall not be executed without prior authorization and approval of the subcontract by the.State. Subcontracts in excess of $25,000 shall contain all'requited provisions of this Contract. No subcontract will relieve the Contractor of its responsibility under this Contract. ARTICLE 6. RECORDS AND AUDITS A. The Contractor agrees to maintain financial records, supporting documents, statistical records and all other records pertinent to this Contract. B. The Executive.Director of the Texas Department of Transportation, the Texas State Auditor or any of their duly authorized representatives shall have access to the records described in Paragraph A above at all reasonable times during the contract period and for the period set forth in Paragraph C below for the purpose of making audits, examinations, excerpts and transcripts. C. Financial records, supporting documents, statistical records and all other records pertinent to the Contract shall be. retained for a period of three years from final payment, with the following qualifications: 4 f ti D. E. T � 1 (1) If any litigation, claim or audit is started before the expiration of the three-year period, the records shall be retained until all litigations, claims or audit findings involving the records have been resolved, (2) Records for nonexpendable property acquired in whole or in part with State funds shall be retained for three years after its final disposition. (3) When records are transferred to or maintained by the State sponsoring agency, the three-year retention requirement is not applicable to the Contractor. The Contractor further agrees to include these provisions in each negotiated subcontract. Contractor audit procedures shall meet or exceed the single audit report requirements outlined in Office of Management and Budget (OMB) publications as follows: State or Local Governments OMB Circular A-128 Institutions of Higher OMB Circular A-133 Education and Other Nonprofit Organizations ARTICLE 7. FINANCIAL MANAGEMENT SYSTEMS The Contractor's financial management system shall meet or exceed the requirements of the "Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments" (49 CFR 18). Those requirements include, but are not limited to: A. Accurate, current and complete disclosure of the financial results of each grant program in accordance with State reporting requirements. B. Records which identify adequately the source and application of funds for grant -supported activities. These records shall contain information pertaining to grant awards and authorization, obligations, commitments, assets, liabilities, outlays and income. C. Effective control over and accountability for all funds property and other assets. The Contractor shall adequately 5 1 1 ' safeguard all such assets and 'shall assure that they are used solely for authorized purposes. D. Comparison of actual with budgeted amounts for each contract and relation of financial information to performance of productivity data, including the production of unit cost information, whenever appropriate and required by the State. E. Procedures for determining the eligibility for reimbursement and proper allocation of costs. F. Accounting records which are supported by source documentation. G. A systematic method to assure timely and appropriate resolution of audit finding and recommendations. ARTICLE 8. PROCUREMENT STANDARDS Contractor procurement standards shall meet or exceed the requirements of the "Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments" (49 CFR Part 18), including insurance and bonding requirements. The Contractor, shall have written selection procedures which meet the minimum requirements of that document. The Contractor agrees to comply with applicable Buy America requirements set forth in Section 401 of the Surface Transportation Assistance Act of 1978 (P.L. 95-599) and the Federal Transit Administration's Buy America regulations at 49 CFR 660. The -Contractor agrees to comply with the cargo preference requirements set forth in 46 USC 1241 and Maritime Administration regulations set forth in 46 CFR 381. The State must concur in the award of all purchase orders for nonexpendable personal property as defined in 49 CFR Part 18. The Contractor will meet all obligations incurred in its subcontracts with its equipment suppliers, to specifically include the prompt payment of monies due the supplier upon delivery of acceptable equipment. Should payment be.delayed for any reason, the Contractor agrees not to operate any equipment that has been delivered without the express permission of the equipment vendor and to lend it the same protection it would its own equipment. G 7 , ARTICLE 9. PROPERTY MANAGEMENT The Contractor agrees to comply with the property management standards specified in the "Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments" (49 CFR Part 18), in its control, use and disposition of property or equipment governed by those standards. Further, the Contractor shall comply with the property management standards adopted by the State in the Texas Administrative Code, Title 43, Chapter 31. In the event that any project facility and equipment are not used in the proper manner or are withdrawn from public transportation services, the Contractor shall immediately notify the State. The State reserves the right to direct the sale or transfer of property acquired under this Contract upon determination by the State that said property has not been fully and/or properly utilized. The Contractor shall maintain at least the minimum insurance on all vehicles and other nonexpendable personal property as required by the insurance regulations of the State of Texas. Irrespective of coverage by insurance, unless otherwise approved in writing by the State, in the event of loss or damage to project property, whether by casualty or fire, the fair market value will be the value of the property immediately before the casualty or fire. Unless otherwise approved by the State, in the event of loss due to casualty or fire, straight line depreciation of the asset, based on the industry standard for a useful life, shall be considered fair market value. The Contractor shall not execute any lease',pledge, mortgage, lien or other contract touching or affecting the State interest in any project facilities or equipment; nor shall the Contractor, by any act or omission of any kind, adversely affect the State interest or impair its continuing control over the use of project facilities or equipment. The Contractor shall notify the State immediately of theft, wreck, vandalism or other destruction of project -related facilities or equipment. ARTICLE 10. LABOR PROTECTION PROVISIONS The Contractor agrees to undertake, carry out and Project under the terms and conditions determined Secretary of the United States Department of Labor 7 complete the by the to be fair and a equitable, to protect the interests of employees affected by the Project and meeting the requirements of Section 13(c) of the Federal Transit Act. ARTICLE 11. CHARTER AND SCHOOL BUS OPERATIONS A. The Contractor, or any subcontractor acting on its behalf, shall not engage in charter bus operations outside the Project area within which it provides regularly scheduled public transportation service, except as provided under Section 3(f) of the Federal Transit Act, 49 USC 1602(f), and regulations pertaining to Charter Bus Operations, set forth in 49 CFR Part 604 and any amendments that may be issued. Any subcontract entered into under these regulations is incorporated into this Contract by reference. B. The Contractor, or any subcontractor acting on its behalf, shall not engage in school bus operations, exclusively for the transportation of students or school personnel, in competition with private school bus operators, except as provided under Section 3(g) of the Federal Transit Act, 49 USC 1602(g) and regulations pertaining to School Bus Operations, set forth at 49 CFR Part 605 and any amendments thereto that may be issued. Any subcontract entered into under these regulations is incorporated into this Contract by reference. ARTICLE 12. MONITORING AND REPORTING A. The Contractor shall submit quarterly, performance reports that provide as a minimum the following: (1) A comparison of actual accomplishments to the goals established for the period. (2) Reasons why established goals were not met. (3) Other pertinent information including, when appropriate, analysis and explanation of cost overruns or high unit costs. B. The Contractor shall promptly advise the State in writing of events which have a significant impact upon the Contract, including: 8 I 1 S (1) 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 contemplated, and any State assistance needed to resolve the situation. (2) Favorable developments or events which enable meeting time schedules and goals sooner than anticipated or producing more work units than originally projected. ARTICLE 13. DISPUTES A. The Contractor shall be responsible for the settlement of all contractual and administrative issues arising out of procurements entered in support of contract work. B. The State shall act as referee in all disputes regarding non -procurement issues, and the State's decision shall be final and binding. ARTICLE 14. REMEDIES Violation or breach of contract terms by the Contractor shall be grounds for termination of the Contract and any increased cost arising from Contractor's default, breach of contract or violation of terms shall be paid by the Contractor. This agreement shall not be exclusive remedy for any default, law and in equity may be availed cumulative. ARTICLE 15. TERMINATION considered as specifying the but all remedies existing at of by either party and shall be A. The State may terminate this Contract at any time before the date of completion whenever it is determined that the Contractor has failed to comply with the conditions of the Contract. The State shall give written notice to the Contractor at least seven days prior to the effective date of termination and specify the effective date of termination and the reason for the termination. B. If both parties to this Contract agree that the continuation of the Contract would not produce beneficial 9 results commensurate with the further expenditure of funds, the parties shall agree upon the termination conditions, including the effective date. In the event that both parties agree that resumption of the Contract is warranted, a new contract must be developed and executed by both parties. C. Upon termination of this Contract, whether for cause or at the convenience of the parties hereto, the State shall retain unlimited and royalty free usage rights of all finished or unfinished documents, data surveys, reports, maps, drawings, models, photographs, etc., prepared by the Contractor. D. The State shall compensate the Contractor 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 Contractor shall not incur new obligations for the terminated portion after the effective date of ` termination. E. Except with respect to defaults of subcontractors, the Contractor shall -be in default by reason of any failure in performance of this Contract in accordance with its terms, including any failure by the Contractor to progress in the performance of the work. Failure on the part -'of the Contractor to fulfill its obligations as set"forth in this Contract will be waived by the State for causes due to Acts of God or force majeure. ARTICLE 16. GENERAL PROVISIONS A. CIVIL RIGHTS During the performance of this Contract, the Contractor, for itself, its assignees and successors in interest agrees as follows: (1) Compliance with Regulations: The Contractor shall comply with the regulations relative to non- discrimination in federally assisted programs of the Department of Transportation (hereinafter "DOT") Title 49, Code of Federal Regulations, Part 21 and 23 CFR 710.405(b), as they may be amended from time to 10 z time (hereinafter, referred to as the Regulations), which are herein incorporated by reference and made a part of this Contract. (2) Nondiscrimination: The Contractor, with regard to the work performed 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 materials and leases of equipment. The Contractor shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the contract covers a program set forth in Appendix B of the Regulations. (3) Solicitation for Subcontracts, Including Procurements of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by the Contractor for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the Contractor of the Contractor'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 Contractor"- shall provide all information 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 Federal Transit Administration (FTA) to be pertinent to ascertain compliance with such Regulations, orders and instructions. Where any information required of a Contractor is in the exclusive possession of another who fails or refuses to furnish this information, the Contractor shall so certify to the State or the Federal Transit Administration, as appropriate, and shall set forth what efforts it has made to obtain the information. (5) Sanctions for Noncompliance: In the event of the Contractor's noncompliance with the nondiscrimination provisions of this Contract, the State shall impose 11 r 1. B. C. • �r such contract sanctions as it or the Federal Transit Administration may determine to be appropriate, including, but not limited to: (a) Withholding of payments to the Contractor under the Contract until the Contractor complies, and/or (b) Cancellation, termination or suspension of the Contract, in whole or in part. (6) Incorporation of Provisions: The Contractor 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 Contractor shall take such action with respect to any subcontract or procurement as the State or the Federal Transit Administration may direct as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, that, in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction, the Contractor may request the State to enter into'such litigation to protect the interests of the State, and, in addition, the Contractor may request the United States to enter into such litigation to protect the interests of the United States. NONDISCRIMINATION ON THE BASIS OF HANDICAP The Contractor agrees that no otherwise qualified handicapped person shall, solely by reason of his handicap, be excluded from participation in, be denied the benefits of or otherwise be subject to discrimination under the project. The Contractor shall insure that all fixed facility construction or alteration and all new equipment included in the project comply with applicable regulations regarding Nondiscrimination on the Basis of Handicap in Programs and Activities Receiving or Benefitting from Federal Financial Assistance, set forth in 49 CFR Part 27, and any amendments thereto, and the Americans with Disabilities Act. DISADVANTAGED BUSINESS ENTERPRISE PROGRAM REQUIREMENTS It is the policy of the Department of Transportation and the State that Disadvantaged Business Enterprises as defined in the Intermodal Surface Transportation Efficiency Act of 1991, Pub. L. No. 102-240, Sec. 1003, 105 Stat. 1914, 1918- 1922 (1922), shall have the maximum opportunity to 12 19 E. , participate in the performance of contracts ad subcontracts financed in whole or in part with Federal funds. Consequently, the Disadvantaged Business Enterprise requirements of Pub. L. No. 102-240, Sec. 1003 apply to this Contract as follows: The Contractor agrees to insure that Disadvantaged Business Enterprises (DBE) as defined in Pub. L. No. 102-240, Sec. 1003 have the maximum opportunity to participate in the performance of contracts and subcontracts financed in whole or in part with Federal or State funds. In this regard, the Contractor shall take all necessary and reasonable steps to meet the Disadvantaged Business Enterprise goal for this contract. The Contractor 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 or State funds. These requirements shall be physically included in any subcontract. The percentage goal for Disadvantaged Business Enterprise participation in the activities to be performed under this contract is a minimum 10% of the contract dollars available for contracting opportunities as defined in P. L. 102-240, Sec. 1003. The contractor shall submit to the -State reports on DBE compliance efforts and documentation of good faith efforts to meet the DBE goal. This information shall be provided to the State on the format(s) and at time intervals prescribed by the State. 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, which may include reductions in future grant awards, as the State deems appropriate. EQUAL EMPLOYMENT OPPORTUNITY The Contractor agrees to comply with Executive Order 11246 titled "Equal Employment Opportunity" as amended by Executive Order 11375 and as supplemented in Department of Labor Regulations (41 CFR, Part 60). AFFIRMATIVE ACTION The Contractor warrants that affirmative action programs as required by the rules and regulations of the Secretary of Labor (41 CFR 60-1 and 60-2) have been development and are on file. 13 e r � r r t F. SPECIAL PROVISIONS FOR CONSTRUCTION OR REPAIR CONTRACTS (1) Contract Work Hours and Safety Standards Act The Contractor agrees to comply with Sections 103 and 101 of the Contract Work Hours and Safety Standards Act (40 USC, Part 327-330) as supplemented by Department of Labor Regulations (29 CFR, Part 5). (2) Copeland "Anti -Kickback" Act The Contractor agrees to comply with the Copeland "Anti -Kickback" Act (18 USC 874) as supplemented in Department of Labor regulations (29 CFR, Part 3). (3) Davis -Bacon Act The Contractor agrees to comply with the provisions of the Davis -Bacon Act (40 USC 176a to 9-7) as supplemented by Department of Labor regulations (29 CFR, Part 5). (4) Relocation and Land Acquisition The terms of the Department of Transportation regulations -"Uniform Relocation and Real Property Acquisition for Federal and Federally Assisted Programs" (49 CFR Part 25) are applicable to this Contract. (5) Insurance and Bonding The Contractor shall comply with insurance and bonding requirements as established in 49 CFR Part 18. (6) Signs The Contractor shall cause to be erected at the site of construction, and maintained during construction, signs satisfactory to the State and the United States Department of Transportation identifying the project and indicating that the Government is participating in the development of the project. G. ENVIRONMENTAL PROTECTION AND ENERGY EFFICIENCY The Contractor agrees to comply with all applicable standards, orders or requirements issued under Section 306 of the Clean Air Act (42 USC 1857(h); Section 508 of the Clean Water Act (33 USC 1368); Executive Order 11738 and Environmental Protection Agency Regulations (40 CFR, Part 15). The Contractor further agrees to report violations to the State. 14 The Contractor agrees to recognize standards and policies relating to energy efficiency which are contained in the State energy conservation plan issued in compliance with the Energy Policy and Conservation Act (P.L. 94-163). H. CONTROL OF DRUG USE The Contractor agrees to comply with the terms of the Omnibus Anti -Drug Abuse Act of 1988 (P.L. 100-890, Title V, Subtitle D). I. SUSPENSION AND DEBARMENT The terms of the Department of Transportation regulation, "Suspension and Debarment of Participants in DOT Financial Assistance Programs" set forth at 49 CFR Part 29, are applicable to this Contract and the Contractor must complete the Contractor Certification which is included as Attachment B. Further, any subcontractor employed by the Contractor is also bound by the terms of 49 CFR Part 29 and must complete a Contractor Certification (Lower Tier) form. J. RESTRICTIONS ON LOBBYING Pursuant to Section 319 of P. L. 101-121, which generally prohibits recipients of Federal funds from using those monies for lobbying purposes, the Contractor shall comply with the attached Special Provision "New Restrictions on Lobbying", which is included as -Attachment C. K. PROHIBITED ACTIVITIES The Contractor or any subcontractor shall not use Federal or State assistance funds for publicity or propaganda purposes designed to support or defeat legislation pending before Congress or the Texas Legislature. No member of or delegate to the Congress of the United States shall be admitted to any share or part of this Contract or to any benefit arising therefrom. No member, officer or employee of the Contract during this tenure or one year thereafter shall have any interest, direct or indirect, in this Contract or the proceeds thereof. 15 r 01 L. VVM Texas Transportation Commission policy mandates that employees of the Department shall not accept any benefits, gifts or favors from any person doing business or who reasonably speaking may do business with the State under this Contract. The only exceptions allowed are ordinary business lunches and items that have received the advanced written approval of the State Executive Director for the Texas Department of Transportation. Any persons doing business with or who may reasonably speaking do business with the State under this Contract may not make any offer of benefits, gifts or favors to Departmental employees, except as mentioned hereabove. Failure on the part of the Contractor to adhere to this policy may result in the termination of this Contract. ASSURANCES The Contractor will comply with Texas Civil Statutes, Article 5996a, by insuring that no officer, employee or member of the Contractor's governing board or of the Contractor's subcontractor shall vote or confirm the employment of any person related within the second degree by affinity or third degree by consanguinity to any member of the governing body.or to any other officer or employee authorized to employ or supervise such person. This prohibition shall not prohibit the employment of a person who shall have been continuously employed for a period of two years prior to the election or appointment -of the officer, employee, governing body member related to such person in the prohibited degree. The Contractor will insure that all information collected, assembled or maintained by the applicant relative to this project shall be available to the public during normal business hours in compliance with Texas Civil Statutes, Article 6252-17a, unless otherwise expressly provided by law. The Contractor will comply with Texas Civil Statutes, Article 6252-17, which requires all regular, special or called meetings of governmental bodies to be open to the public, except as otherwise provided by law or specifically permitted in the Texas Constitution. PATENT RIGHTS If any invention, improvement or discovery of the Contractor or any of its subcontractors is conceived or first actually 16 N. O. reduced to practice in the course of or under this Project, which invention, improvement or discovery may be patentable under the Patent Laws of the United States of America or any foreign country; and if said invention, improvement or discovery has not already become the property of the State under Article 15.0 above; the Contractor shall immediately notify the State and provide a detailed report. The rights and responsibilities of the Contractor, subcontractors and the United States Government with respect to such invention will be determined in accordance with applicable Federal laws, regulations, policies and any waivers thereof. Further, the Contractor shall comply with the provisions of 41 CFR, Part 1-9. COPYRIGHTS The State and the United States Department of Transportation shall have the royalty -free, right to reproduce, publish authorize others to use, the INDEMNIFICATION non-exclusive and irrevocable or otherwise use, and to work for government purposes. To the extent permitted by law, the Contractor shall indemnify and save harmless the State from all claims and liability due to activities of itself, its agents or employees, performed under this agreement and which result from an error, omission or negligent act of.the Contractor or of any person employed by the Contractor. The Contractor shall also save harmless the State from any and all expenses, including attorney fees which might be incurred by the State in litigation or otherwise resisting said claim or liabilities which might be imposed on the State as a result of activities by the Contractor, its agents, or employees. P. SUCCESSORS AND ASSIGNS The Contractor binds itself, its successors, assigns, executors and administrators in respect to all covenants of this agreement. The Contractor shall not sign, sublet or transfer its interest in this agreement without the written consent of the State. 17 Q. CONTRACTOR ACKNOWLEDGEMENT The Contractor acknowledges that it is not an agent, servant or employee of the State and is responsible for its own act and deeds and for those of its agents or employees during the performance of the contract work. R. LEGAL CONSTRUCTION In case any one or more of the provisions contained in this agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision thereof and this agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. S. PRIOR AGREEMENTS This agreement constitutes the sole and only agreement of the parties hereto and supersedes any prior understandings or written or oral agreements between the parties respecting the within subject matter. 18 IN TESTIMONY WHEREOF, the parties hereto have caused these presents to be executed. STATE OF TEXAS Certified as being executed for the purpose and effect of activating and/or carrying out the orders,, established policies, Title: Mayor or work programs heretofore approved and authorized by the Texas Transportation Date: August 26, 1993 Commission under the authority of Minute Order 102550. CONTRACTOR CITY OF LUBBOCK APPROVED: By: Director of Aiblic Transportation Date: i �/ [ RECOMMENDED FOR EXECUTION: District Engineer, Dist 'ct 5 ATTEST: 1-I&-, kk C)C� ettyk.'Johnstpb City Secretary Date: August 26, 1993 AS TO CONTENT: Larry Hof Direc r of portation APPROVED AS TO FORM: Ha old Willard Assistant City Attorney 19 CERTIFICATION of Restrictions on Lobbying i, David R. Langston, Mayor hereby certify (name and title of grantee official) on behalf of City of Lubbock that: (name of grantee) (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Fora to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance is placed when this transaction was made or entered into.- Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file the required certificatio 1 be subject to a civil penalty of not less than $10,000 a not m e t4arr ,ODD for each such failure. / Executed this 26th ATTEST: /1 Betty LI: Johngon City Secretary APPn0 ED AIS TO CGLEM: Larry V 'Ho ffA�fri Direc of Tr portatiop Of %\/Au/I /. 19 93 signatiYre of(afithorized official) David R. Langston, Mayor (title of au tDrize,: APPROVED QASS TO FORM: �4,p Harold Willard Assistant City Attorney Debarment Certification (Negotiated Contracts) (1) The CONTRACTOR certifies to the best of its knowledge and belief, that it and its principals: (a) Are not presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from covered transactions by any federal department or agency; (b) Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or perform- ing a public* transaction or contract under a public transaction; violation of federal or state antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; (c) Are not presently indicated for or otherwise criminally or civilly charged by a governmental entity* with commission of any of the offenses enumerated in paragraph (1)(b) of this certification; and (d) Have not within a three-year period preceding this application/proposal had one or more public transactions* terminated for cause or default. (2) Where the CONTRACTOR is unable to certify to any of the statements in this certification, such CONTRACTOR shall attach an explanation to this certification. ATTEST: T-t—, a (DFL etty . Johns City Aecretary , Larry V/� Hbf fmAnJ'v " Direct of Transtation Mayor Title APPROVED AS TO FORM: August 26, 1993 Date Harold Willard Assistant City Attorney Form 1734-A 4-as • l 1 l � f l • A r� r ' • r I 7/26/93 ATTACHMENT A CONTRACT BUDGET CONTRACTOR: City of Lubbock CONTRACT NUMBER: 514XXF6012 STATE PROJECT NO.: TX94-0001( 5) FTA NUMBER: TX-90-X283 LINE ITEM 9 DESCRIPTION TOTAL FEDERAL STATE LOCAL OPERATING XX.XX.XX Operating (10/93 - 9/94) 2,693,840 ----------- 1,346,920 ----------- 225,000 ----------- 1,121,920 2,693,840 1,346,920 50% 225,000 ----------- 8% 1,121,920 42% TOTAL ----------- 2,693,840 ----------- 1,346,920 ----------- 50% 225,000 ----------- 8% 1,121,920 42% FEDERAL FUNDING SPLIT: TX-90-X283 TX-90-XO07 TX-90-X007 TOTAL CAPITAL 0 0 0 0 PLANNING 0 0 0 0 OPERATING 1,346,920 ---------- 0 ---------- 0 ---------- 1,346,920 1;346,920 0 0 ---------- 1,346,920 STATE FUNDING SPLIT: FORMULA CSP DISCRETIONARY TOTAL CAPITAL 0 0 0 0 PLANNING 0 0 0 0 OPERATING 225,000 .......... 0 .......... 0 ---------- 225,000 225,000 0 0 .......... 225,000 " M Federal Register / Vol: 54. No:1243 / Wednesday, December 20. 1%; / Natices 522M DISCLOSURE OF 1.6136YING ACTIVITIES "°°"0id0'O`"` Complete this loan to disdose lobbying activities pursuant to 31 ll.S•C.13S2 (See reverse for public burden d)ubsweJ I. Type of federal Action: t status of federal Action A Rew Tape: contract a. bidrofferlspocation ❑ a. fn1" ©a. b. pant b. bitial award ❑ b. mateetat flange C. CAOperative ajreerment d' ban c. post -award for Male" Chop oar e. ban ¢ a year — quarter _ f. ban Inurancurar+ce s data of last teport ��— e. Marne and Address of Repoet ft 10i7 L r Repstr le r Pia. 410 Sobawa de% tutor kaine O Prime O Subswardee and A of pale' Tier . d known: C resstoeal District, ifknown• C OistrM. it known: i. fede►st Department Agency. 7, federal Program Nam CFDA Number. d applicable: S. federal Action Number, of known. !. Award Amount" if known: S 10. a. Name and Address of Lobbying Entity d Irldivldtaals Fedor 5erriccs (rfrduda►a address f1 htst bl mdmdual, last name. name, MMIr. different from No. 1 Matt name, Inst name. Mlle I}Tte` fin}lnua}"an Sh 110 SF-U I -A d"eel to N" it. Amount of Payment icheck aft that apply): 13. Type of Payment (check all that spplyn S O actual O planned O t retainer O b. one-time fee O C. Commission 12. form of Payment (check all that apply); O A. cash O d. Contingent lee O b. in•kind, specify: nature O e. deferred D (. ot?+er, speciy: value 14. Brief Description of Services Performed or to be Perfonwd and DateW of Servict including officerM t1 or Membertsl contacted. for Payment Indicated in Item it: afte cf-nhf •A?- " " S71lL / wfe n / 1S. Continuation Sheet(s) SFdi.!-A attached: O Yes O No 16 rdwwwtwn wvuau.d fm# @a 4xa s ardwrrd by to s, utC. sigastuvr. a.r"W IM tM dKbu . of Wf ." swm." a a wirwwt R1N..K MA d ow woo. did Beta we arty( fir ON aw" savw dM. am. Pri1t Nan1e vvw.mm-w w w.lr • vww.d .Ka }n. &wb%w w nO+�.d p�haw u is use qt7 rnw roves d b M" M ft Cog sr Tsar I+wN ow cat Y awtdm. M FLAY( vqpwvw M "nip dw AA tr `M Or. "o'P+nd dfr%"^ "f. ftaN" w . rM rwdv� GF rake N ow, IV am ..d not •wr. 1%W 6 6M am 4 M t, Win law. Telephone No.: Date: Federal tme t?* &"'. u.d fe UK adP%6.AM. turdxf r.n.r - to 5232d -` Federal Register / Vol..b4. No. 243 / Wednesday, December 2u, ttitlg / Noticei INSTRUCTIONS FOR COMPLETION OF SF-LLLr DISCLOSURE OF LOBBYING ACTIVITIES This &W- osure form shall be completed by Ilte reporting entity, whether subawardee or prime federal recipient, at the Initiation or receipt of a covered Federal action, or a material change to a previous tiling, pursuant to title 3+ U.S.C. section 13S2. The tiling of a form is required for each payment or a`reement to make payment to any lobbyind entity for influencing or attempting to influence an officer or a of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with a covered Federal action. Use the SF-LLL-A Continuation Sheet for additional information if the spat on the form Is Inadequate. Complete all items that apply for both the initial tiling and material ehanoe report. Refer to the (nsplementina guidance published by the Office of Management and Budget for additional information. 1. Identify the type of covered Federal action for which Iobbying activity Is =&or has been secured to influence the outcome of a covered Federal action. L identify the status of the covered Federal action. 3. Identify the appropriate cUssification of this report. If this is a flOflowup report caused by a material chars a to the Information previously reported, enter the year and quarter In which the change occurred. Enter the date of the. lost previously submitted report by this reporting entity for this covered Federal action. 4. Enter the full name, address, city, state and zip code of the repoentity. Include Congressional District, if known. Check the appropriate classification of the reporting entity that designates 0 it Is. or expects to be. a prime or subaward recipient. Identify the tier of the subawardee. e.g., the Grit subawardee of the prime is the 1st tier. Subawards include but are not limited to subcontracts, subgrants and contract awards under grants. S. if the organization filing the report in item 4 checks "Subawardee", then enter the full name, address, Vh• state and zip code of the prime Federal recipient. Include Congressional District, it known. 6. Enter the name of the Federal agency making the award or loan commitment. include at least one organizational level below agency name, If known. For example, Department of Transportation, United States Coast Guard. 7. Enter the Federal program name or description for the covered Federal action (item 1). if known, enter the full Catalog of Federal Domestic Assistance (CFDA) number tot grants, cooperative agreements, loans, and loan commitments. 11. Enter the most appropriate Federal identifying number available for the Federal action identified in item t (e.g., Request for Proposal (RFP) number, Invitation for Bid (IFS) number, grant announcement number, the contract, grant, or loan award number; the applicationlproposal control number assigned by the Federal agency). Include prefixes, e.g., "RFP•DE-10-001." 9. For a covered Federal action where there has been an award or loan commitment by the Federal agency, enter the Federal amount of the award -loan commitment for the prime entity identified in item 4 or 5. 10. WEnter the full name, address, city, state and zip code of the lobbying entity engaged by the reporting entity identified in item 4 to influence the covered Federal action. (b)Enter the full names of the individual(s) performing services, and Include full address if different from 10 (a). Enter Last Name, First Name, and Middle Initial (MI). 11. Enter the amount of compensation paid or reasonably expected to be paid bt the reporting entity (item 4) to the lobbying entity (item 10). Indicate whether the payment has been made (actual) or will be rude (planned). Check all boxes that apply. If this is a material change report enter the cumulative amount of payment made or planned to be made. 12. Check the appropriate box(es). CheA all boxes that apply. If payment Is made through an in -kind contribution, specify the nature and value of the in4" payment. 13. Check the appropriate box(es). Check all boxes that apply. if other, specify nature. 14. Provide a specific and detalled description of the services that the lobbyist has Wormed, or will be expected to perform, and the dates) of any setvices rendered. include all preparatory and related activity, not just time spent in actual Contact with Federal officisiL Identify the Federal offxial(s) or employet(s) contacted or the ofiicer(s), emptoyee(s), or Member(s) of Congress that were contacted, 15. Check whether or not a SF-LLL-A Conthwat)on Shett(s) Is atta kd 16. The certifying official shall sign and date the form, print Nishter name, title, and telephone number. Pubtk reporW4 burden for ttxs collection of wdorrntLon is esumated to aerage 30 "writu" per response. inckrd+ng time f+or "Pew .rig instnxnorm searthrng esnwi dace sources, gathering " inamta,r" the data needed. and compteang end reviewing the cotiecaor+ of infomutron Send comment regarding the burden estimee or"other aspect of tN% eolkebon of wJornutton. r+ch,dng suggestions lot reducing tAn burden, to the ofke of m4nMernent and Sudaet P,tterwori Reduction Monet (034&4W). Washington, D C 10503 • Federal Register / Vol. 54. Nn 243 / Wednesday. December . fl3dy / Notices 52325 DISCLOSURE OF LOBBYING ACTIVITIES ONFOOr► CONTINUATION SHEET Leportis Eatttr. ►ave of UamdwO two - uL. 52326 A r `.. Federal Register / Vol. 54. No. 243'/ Wed�esday, December 20, 198,Q ? cp ices Appendix C to Part —Contract Clause NEW RESTRICTIONS ON LOBBYING (a) Definitions. As used in -this clause, "Agency", as defined in 5 U.S.C. 552(f), includes Federal executive departments and agencies as veil as independent regulatory commissions and Government corporations, as defined in 31 U.S.C. 9101(1). "Covered Federal action" means any of the following Federal actions: (1) The awarding of any Federal contract; (2) The making of any Federal grant; (3) The making of. any Federal loan; (4) The entering into of any cooperative agreement; and, (5) The extension, continuation, renewal, amendtent, or modification of any Federal contract, grant, loan, or cooperative agreement. Covered Federal action does not include receiving from an agency a comr-fitment providing for the United States to insure or guarantee a loan. "Indian tribe" and "tribal organization" have the meaning provided in section 4 of the Indian Self -Determination and Education Assistance Act (25 U.S.C. 450B). Alaskan Natives are included under the definitions of Indian tribes in that Act. "Influencing or attempting to influence" means making, with the intent to influence, any communication to or appearance before an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with any covered Federal action. "Local government" means a unit of government in a State and, if chartered, established, or otherwise recognized by a State for the performance of a governmental duty, including a local public authority, a special district, an intrastate district, a council of governments,. a sponsor group representative organization, and any other instrumentality of a local government. "Officer or employee of an agency" includes 'the following Individuals who are employed by an agency: (1) An individual who is appointed to a position i..O the Government under title 5, U.S. Code, including a position under a temporary appointment; (2) A member of the uniformed services as defined in section 101(3), title 37, U.S. Code; (3) A special Government employee as defined in section 202, title IS, V.S. Code; and, 21 Federal Register / ot. $4, No' 24J / t%ednesdey, Oecemuer 20, Itch52327 (4) An individual who is a member of a Federal advisory co=ittee, as defined by the Federal Advisory Committee ,Act, title 5, U.S. Code appendix 2. "Person" means -an individual, corporation,. company, association, authority, firm, partnership, society, State,;, and local government, regardless of whether such entity is operated for prof it or not for profit. This tem. excludes, an Indian tribe, tribal organization, or any other Indian organiiatlion!with respect to expenditures specifically permitted by other: Federal law. "Reasonable compensation" means, with respect to a regularly employed officer or employee of any person, compensation that is consistent with the normal compensation for such officer or employee for work that is not furnished to, not funded by, or not furnished in cooperation with the Federal Government. "Reasonable payment's means, with respect to professibnal and other technical services, a payment in an amount that .is consistent with the amount normally paid for such services -in the private sector. "Recipient" includes all contractors and subcontractors at any tier in.connection with a Federal contract. The term excludes an Indian tribe, tribal organization, or any other Indian organization with respect to expenditures specifically permitted by other Federal law. "Regularly employed" means, with respect to an officer or employee of a person requesting or receiving a Federal contract, an officer or employee who is employed by such person for at least 130 working days within one year immediately preceding the date of the submission that initiates agency consideration of such person for receipt of such contract. An officer or employee who is employed by such person for less than 130 working days within one year immediately preceding the date of the submission that initiates agency consideration of such person shall be considered to be regularly employed as soon as he or sbe is employed by such person for 130 working days. "State" means a State of the United States, the District of Columbia, the Commonwealth of Puerto Rico, a territory or possession of the United States, an agency or instrumentality of a State, and a multi -State, regional, or interstate entity having governmental duties and powers. (b) Prohibition. (1) Section 1352 of title 31, O.S. Code provides in part that no appropriated funds may be expended by the recipient of a Federal contract, grant, loan, or cooperative agreement to pay 22 06 e A 523� y {' t "federal Aegbier / Vol. 54. No. 243 / Wednesday. December 2CL 19391 K04i�e any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with any of the following covered Federal actions: the awarding of any Federal contract, the making of any Federal .grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. (2) The prohibition does not apply as follows: (i) Agency and legislative liaison by own lamployees. (A) The prohibition on the use of appropriated funds, in paragrap*YI) of this section, does not apply -in the case of a payment or reasonable compensation made to an officer or employee of a person requesting or receiving a Federal contract if the payment is for agency and legislative' liaison activities not directly related to a covered Federal action. OW(i) (B) For purposes of paragraph (A) of this section, providing any information specifically requested by an agency or Congress is allowable at;any time. . . (biCliCi (C) For purposes of paragraph (A) of this section, the following agency and legislative liaison activities are allowable at any time only where they are not related to a specific solicitatiolL for any covered Federal action: x (1) Discussing with an agency (including individual demonstrations) the qualities and characteristics of the person's products or services, conditions or terms of sale, and service capabilit &st and, 4 (Ai) Tecbnicai discussions and other activities regarding the application or adaptation of the person's products or services for an agency's use. `r (D) For purposes of paragraph (A) of this section, the following agency and legislative liaison activities are allowable only where they ,are prior to formal solicitation of any covered Federal ion: - I ) Providing any information not specifically requested but necessary for an agency to make an informed decision alumit initiation of a covered Federal actions 1) Technical discussions regarding the preparation of an unsolicited proposal prior to its official submission; and, �i)*�3hCapability presentations by persons seeking awards from an agency pursuant to the provisions of the Small Business Act, as amended'by Public Law 45-507 and other subsequent amendments. 23 .. r / - ? .• k rFederal Register / Vogt: 54. No. 243 / Wednesday. December 2D.24a9,/Nbjires b232g (E) only those activities expressly authorized by paragraptia(i) of this section are allowable under paragraph (ii) Professional and technical services by Orin Employees. (A) The prohibition on the use of appropriated funds, in paragraph0l) of this section, does not apply in the case of a payment or reasonable compensation made to an officer or employee of a person requesting or receiving a Federal contract or an extension, continuation, renewal, amendment, or modification of a Federal contract if payment is for professional or technical .services. rendered directly in the preparation, submission, or negotiation of any bid, proposal, or application for that Federal contract or for meeting requirements imposed by or pursuant to law as a condition for receiving that Federal contract. 1B) For purposes section, "professional and technical to advice and analysis directly a; technical discipline. For example, i accompanying a bid or proposal b similarly,. technical; advice provide performance or operational capabilil rendered directly in the negotiation However, communications with the int professional (such as a licensed lai (such as a licensed accountant) ar section unless they provide advice an their professional or technical expe Cocz.) W) of paragraphs (A) of this services" shall be limited plying ' any professional or !rafting of a legal document V a lawyer is allowable. �d by an engineer on the .y of a pieces of equipment of a contract is allowable. -ent to influence made by a iyer) or a technical person i not allowable under this d analysis directly applying rtise and unless the advice or analysis is rendered directly and solely in the preparation, submission or negotiation of a covered Federal action. Thus, for example, communications with the intent to influence made by a lawyer that do not provide legal advice or analysis directly and solely related to the legal aspects of his or her client's proposal, but generally advocate one proposal over another are not allowable under this section because the lawyer is not providing professional legal services. Bimilerly, communications with the intent to influence'ttnade by an engineer providing an engineering analysis prior to the preparation or submission of a bid or proposal are not allowable under this section since the engineer is providing technical services but not directly in the preparation, submission or negotiation of a covered Federal action. M Requirements imposed by or pursuant.to lav as a condition for receiving a covered Federal award include those required by law or regulation, or reasonably expected to be required by lav or regulation, and any other requirements in the actual award documents. 24 t F b2990 , .�`p&ral Rester / Vol. 54. No. 243 / Wednesday, December 20.. 91" J !obese e •— (b (D) only those services expressly authorized by paragraph 4(11) of this section are allowable under paragraph (b)Ca) (ii) • - (iii) Reporting for Own Employees. No reporting is required with respect to payments of reasonable compensation made to regularly employed officers or employees of a person. (iv) Professional and technical services by Other than Own Employees. (A) The prohibition on the use of appropriated funds', in paragraphQ1) of this section, does not, apply in the case of any reasonable payment to a person, other than an officer or employee of a person requesting or receiving a covered Federal action, if the payment is for professional* or technical services rendered directly in the preparation, submission, or negotiation of any bid, proposal, or application for that Federal contract or for meeting requirements imposed by or pursuant to law as a condition for receiving that Federal contract. Cow uri (B) For purposes of paragraphs (A) of this section, "professional and technical services" shall be limited to advice and 'analysis directly applying any professional or technical discipline. For example, drafting of a legal document accompanying a bid or proposal by a lawyer is allowable. Similarly, technical advice provided by an engineer on the performance or operational capability of a piece of equipment rendered directly in the negotiation of a contract is allowable. however, communications with the intent to influence made by a professional (such as a licensed lawyer) or a technical person (such as a licensed accountant) are not allowable under this section unless they provide advice and analysis directly applying their professional or technical expertise and unless the advice or analysis is rendered directly and solely in the preparation, submission.or negotiation of a covered Federal action. Thus, for example, communications with the intent to influence made by a lawyer that do not provide leiial advice or analysis directly and solely related to the legal aspects of his or her client's proposal, but generally advocate one proposal over another are not allowable under this section because the lawyer is not providing professional legal services. Similarly, communications with the intent to influence made by an engineer providing an engineering analysis prior to the preparation or submission of a bid or proposal are not allowable under this section since the engineer is ,providing technical services but not directly in the preparation, submission or negotiation of a covered Federal action. 25 - M 4 • }. , Federal Register / Voi.44. No 243 J Wednesday. DecemLer 20. %flay P141ticts 9239I W. (c) Requirements imposed by or pursuant to law as a condition for receiving a covered Federal award include those required by law or regulation,' or reasonably oxpected to be required by law or regulation, and any other requirementsin the actual award documents. (D) Persons other than officers or employees of a person requesting or receiving a covered Federal action include consultants and trade associations. CjXA (E) Only those services expressly authorized by paragraphs (iv) of this *action are allowable under paragraph MCO (iv) • (c) Disclosure. (1) Each person who requests or receives from an agency a Federal contract shall file with that agency a certification, set forth in , that the person has not made, and will hot make, any payment prohibited by paragraph (b) of this clause. (2) Each person who requests or receives from an agency a Federal contract shall file°with that agency a dioclosure form, Standard Form-=, "Disclosure of Lobbying Activities.." I if such person has made or has a d to stake any payment using nonappropriated funds (to Iaeeeiude profits from any covered Federal action), which would be prohibited under paragraph (b) of this clause if paid for with appropriated` funds. (3) Each person shall file a disclosure form at the and of each calendar quarter in which there occurs any event that requires disclosure or that materially affects the accuracy of the information contained in an disclosure form previously filed by such person under paragrapb(cx2) of this section. An event that materially affects the accuracy of the information reported includes: (i) A cumulative increase of $25,000 or more' in the amount paid or expected to be paid for influencing or attempting to influence a covered Federal action; or (ii) A change irr the person(s). or individual(s) influencing or attempting to,influence a covered Federal action; or, (iii) A change in- the officer(s), employee(*), or Member(s) contacted to influence or attempt to influence a covered Federal action. (4) Any person who requests or receives from a ')aerson referred to in paragraph(t)(1) of this section a subcontract exceeding $100,000 at any tier under a Federal contract shall file a certification, d71d a disclosure form, if required, to the next tier above. 26 C2332 ,_. '. •tom Federal Register / Vbt. 54. No. 243 / Widnesday. December .o. 198a /,Notices (5) All disclosure forms, but not certifications, &hall be forwarded from tier to tier until received by the person referred to in paragraph(&)1) of this section. That person shall forward all disclosure forms to the agency. (d) Agreement. In .accepting any contract resulting from this solicitation, the person submitting the offer agrees not to make any payment prohibited by this clause. (a) Penalties. (1) Any person who makes an expenditure prohibited -under paragraph of this clause shall be civil cn fntessthin 510,000 and nomorthan 0,000 foreahsuch expenditure. (2) Any person who fails to file or amend the disclosure form to be filed or amended if required by this clause, shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. (3) Contractors may rely without liability on the representations made by their subcontractors in the certification and disclosure form. M Cost allowability. Nothing in this clause is to be interpreted to make allowable or reasonable any costs which would be unallowable or unreasonable in accordance with Part 31 of the Federal Acquisition Regulation. Conversely, costs made specifically unallowable by the requirements in this clause will not be made allowable under any of the provisions ,of Part 31 of the Federal Acquisition Regulation. !M Doc 83-29732 Filed i:ri4 n= pm] MUM oocc 41"I, (End of Clause) 27