Res 1858 - Grant Agr 24002
COUNCil Bill NO. 2672
RESOLUTION NO. 1858
A RESOLUTION ENTERING INTO GRANT AGREEMENT NO. 24002 WITH THE STATE
OF OREGON AND AUTHORIZING THE CITY ADMINISTRATOR TO SIGN SUCH
AGREEMENT.
WHEREAS, the State of Oregon acting through the Oregon Transportation
Commission is authorized to enter into agreements and disburse funds for the purpose of
supporting public transportation pursuant to ORS 184.670 to 184.733, and
WHEREAS, the City of Woodburn has applied for federal public transportation
operating assistance funds under Title 49, United States Code, Chapter 5311, Small City
and Rural Areas Program, and
WHEREAS, the State of Oregon, Department of Transportation, has been
designated to evaluate and select recipients of assistance from federal funds available
under the Small City and Rural Areas Program, to coordinate grant applications and to
administer the disbursement of the federal assistance, and
WHEREAS, the State of Oregon, Department of Transportation, has approved
$122,340 in operating expenses for the City of Woodburn to be used in support of public
transportation, NOW THEREFORE;
THE CITY OF WOODBURN RESOLVES AS FOllOWS:
Section 1. That the City of Woodburn enter into Grant Agreement No. 24002,
which is affixed as Attachment "A" and by this reference incorporated herein, with the State
of Oregon acting by and through its Department of Transportation to secure federal funds
through Title 49, United States Code, Chapter 5311 for the purpose of supporting public
transportation.
Section 2. That the City Administrator of the City of Woodburn is authorized to sign
said agreement on behalf of the City.
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COUNCIL BILL NO. 2672
RESOLUTION NO. 1858
Approved as to form: "O/.fT /~
City Attorney
Passed by the Council
Submitted to the Mayor
Approved by the Mayor
Filed in the Office of the Recorder
.-
ATTEST: I / (.~-<..<. - /..,;.'-r'--r\.. .;..
Mary Te. ant, Recorder
City of Woodburn, Oregon
Pdye 2 - COUNCIL BILL NO. 2672
RESOLUTION NO. 1858
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June 25, 2007
June 25, 2007
June 25, 2007
June 25, 2007
Misc. Contracts and Agreements
Agreement No. 24002
Rural and Small Urban Areas (5311) Formula
PUBLIC TRANSIT DIVISION
OREGON DEPARTMENT OF TRANSPORTATION
STATE GRANT AGREEMENT NO. 24002
THIS AGREEMENT is made and entered into by and between THE STATE OF OREGON,
acting by and through its Department of Transportation, hereinafter referred to as "State," and
City of Woodburn hereinafter referred to as "Recipient." Recipient enters into this Agreement
with State to secure financial assistance to complete the activities described in Exhibit A,
hereinafter referred to as the "Project," attached hereto and by this reference made a part hereof.
RECIT ALS
1. By the authority granted in Oregon Revised Statutes (ORS) 190.110 and 283.110, state
agencies may enter into agreements with units of local government or other state agencies for
the performance of any or all functions and activities that a party to the agreement, its
officers, or agents have the authority to perform. The State of Oregon acting through the
Oregon Transportation Commission is authorized to enter into agreements and disburse funds
for the purpose of supporting public transportation pursuant to ORS 184.670 to 184.733.
2. This Agreement is based upon, and is subject to, ORS, Oregon Administrative Rules (OAR),
and Federal Transit Administration (FT A) regulations such as those contained in ORS
323.455, ORS 391.800 through 391.830 and FT A Circular 9040. IF including all associated
references and citations. From time to time these laws, rules and regulations may be
amended; and State reserves the right to amend this Agreement if it is affected. State will
provide thirty days notice of impending changes and will prepare a supplemental agreement
incorporating the changes to be executed by the parties.
NOW THEREFORE, the premises being in general as stated in the foregoing recitals, it is
agreed by and between the parties hereto as follows:
TERi'\1S OF AGREEMENT
1. Estimated total Project cost is $218,153.00. Maximum allowable reimbursement shall be
either 56.08% of eligible costs as defined by Exhibit A: Project Description and Budget, or
S122,340.00, whichever is less.
2. This Agreement shall begin on July 1,2007 and shall expire, unless otherwise terminated, on
June 30, 2008.
3. The following documents, Agreement Obligations and General Provisions, Exhibit A:
Project Description and Budget and Exbibit B: Financial Information, are attached
hereto and by this reference made a part of this Agreement. The following document is
incorporated by reference: Fiscal Year 2007 Annual List of Certifications and Assurances
for FT A Grants and Cooperative Agreements. These certifications and assurances are
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Misc. Contracts and Agreements
Agreement No. 24002
Rural and Small Urban Areas (5311) Formula
used in connection with all Federal assistance programs administered by FTA during Federal
Fiscal Year 2007. These certifications and assurances include all annual certifications
required by 49 U.S.C. 9 5311 Rural and Small Urban Areas program. The FTA Master
Agreement is incorporated by reference and made part of this Agreement. Said Master
Agreement is available upon request from State by calling (503) 986-3300 or accessing the
FT A website: www.fta.dot.gov.
SIGNATURE PAGE TO FOLLOW
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Misc. Contracts and Agreements
Agreement No. 24002
Rural and Small Urban Areas (5311) Formula
IN WITNESS WHEREOF, the parties have set their hands as of the day and year hereinafter
written.
The Oregon Transportation Commission on June 18, 2003, approved Delegation Order No.2,
which authorizes the Director to approve and execute agreements for day-to-day operations when
the work is related to a project included in the Statewide Transportation Improvement Program
or a line item in the biennial budget approved by the Commission.
On March 18, 2004 the Director approved Subdelegation Order No. 14, which delegates the
authority to conduct the following day-to-day operations to the Public Transit Division
Administrator:
Execute Oregon Transportation Commission intergovernmental agreements and grants
for special payments to local governments and other non-profit units and operators of
public transportation services for disbursement of state and federal funds for public
transit programs. The Division Manager will maintain a listing of all intergovernmental
agreements and grants and submit a quarterly report to the OTe.
City of Woodburn
270 Montgomery Street
Woodburn, Oregon 97071
Oregon Department of Transportation
Public Transit Division
555 13th St. NE, Suite 3
Salem, Oregon 97301-4179
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Signature (Legally designated representative)
Michael R. Ward
,J ohn C. Brown
Name (Printed or typed)
City Administrator
Title
Date
Administrator
Title
Date
Recipient's Legal Counsel Date
(If required in local process only)
--
~amc (Printed or typed)
Title
Date
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Misc. Contracts and Agreements
Agreement No. 24002
Rural and Small Urban Areas (5311) Formula
A2.reement Obli2ations and General Provisions
I. RECIPIENT OBLIGATIONS
A. General Requirements
1. Recipient shall conduct activities in accordance with Exhibit A, Project Description
and Budget. Recipient shall notify State in writing of changes in the Project prior to
performing any changes and will not perform any changes to the Project listed in
Exhibit A without specific written approval from State.
2. Recipient shall make purchases of any equipment, materials, or services pursuant to
this Agreement under procedures consistent with OAR Chapter 125 for the Oregon
Department of Administrative Services and ORS and in conformance to FT A Circular
4220.1E, Third Party Contracting Requirements, ensuring that:
a. All applicable clauses required by Federal Statute, executive orders and their
implementing regulations are included in each competitive procurement;
b. All procurement transactions are conducted in a manner providing full and open
competition;
c. Procurements exclude the use of statutorily or administratively imposed in-state
or geographic preference in the evaluation of bids or proposals (with exception of
locally controlled licensing requirements);
d. Architectural and engineering procurements are based on Brooks Act procedures
unless the State of Oregon has adopted a statute that governs such procurements.
Recipient is responsible to obtain State approval of the procurement process prior to
solicitation, which approval shall not be unreasonably held. Best Practices
Procurement Manual, a technical assistance prepared by the FT A, is available on the
FT A website: http://www.fta.dot.gov.
3. RECIPIENT agrees to comply with all federal, state and local laws, regulations,
executive orders and ordinances applicable to the work under this Agreement,
including, without limitation, the provisions of ORS 2798.220, 2798.225, 279B.230,
2798.235 and 279B.270, which hereby are incorporated by reference. Without
limiting the generality of the foregoing, RECIPIENT expressly agrees to comply with
(i) Title VI of Civil Rights Act of 1964; Oi) Title V and Section 504 of the
Rehabilitation Act of 1973; (iii) the Americans with Disabilities Act of 1990 and
ORS 659A.142; (iv) all regulations and administrative rules established pursuant to
the foregoing laws; and (v) all other applicable requirements of federal and state civil
rights and rehabIlitation statutes, rules and regulations.
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Misc. Contracts and Agreements
Agreement No. 24002
Rural and Small Urban Areas (5311) Formula
4. Recipient shall maintain all required records for at least three years after State's final
payment.
5. To receive reimbursement as described in Section II of this Agreement, Recipient
shall submit quarterly progress reports, unless an alternative reporting schedule is
mutually agreed upon by Recipient and State. State reserves the right to request such
additional information as may be necessary to comply with federal or state reporting
req uirements.
The reporting periods are based on the state fiscal year. Quarter 1 is July through
September. Quarter 2 is October through December. Quarter 3 is January through
March. Quarter 4 is April through June. Reports are due to State, Public Transit
Division, 555 13th St. NE Suite 3, Salem OR 97301 no later than 45 days after the last
day of the quarter.
6. Recipient shall defend, save and hold harmless the State of Oregon, including the
Oregon Transportation Commission, State, and their members, officers. agents, and
employees from all claims, suits, actions of whatsoever nature resulting from or
arising out of the activities of Recipient or its subcontractors, agents or employees
under this Agreement. Recipient shall not be required to indemnify State for any such
liability arising out of negligent acts or omissions of the State of Oregon, its
employees, or representatives. This provision is subject to the limitations, if
applicable, set forth in Article XI, Section 10 of the Oregon Constitution and in the
Oregon Tort Claims Act, ORS 30.260 to 30.300.
7. Not\\dhstanding the foregoing defense obligations under the paragraph above, neither
Recipient nor any attorney engaged by Recipient shall defend any claim in the name
of the State of Oregon or any agency of the State of Oregon, nor purport to act as
legal representative of the State of Oregon or any of its agencies, without the prior
written consent of the Oregon Attorney General. The State of Oregon may, at anytime
at its election assume its own defense and settlement in the event that it determines
that Recipient is prohibited from defending the State of Oregon, or that Recipient is
not adequately defending the State of Oregon's interests, or that an important
government principle is at issue or that it is in the best interests of the State of Oregon
to do so. The State of Oregon reserves all rights to pursue any claims it may have
;tgainst Recipient if the State of Oregon elects to assume its own defense.
8. Recipient shall perform the services under this Agreement as an independent
contractor and shall be exclusively responsible for all costs and expenses related to its
employment of individuals to perform the work under this Agreement, including but
not limited to retirement contributions, workers' compensation, unemployment taxes
and state and federal income tax withholdings.
l) 0.\11 employers, including Recipient, that employ subject \vorkers who under this
Agreement in the State of Oregon shall comply with ORS 656.017 and provide the
required \Vorkers' Compensation coverage unless such employers are exempt under
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Misc. Contracts and Agreements
Agreement No. 24002
Rural and Small Urban Areas (5311) Formula
ORS 656.126. Recipient shall ensure that each of its subcontractors complies with
these requirements.
10. Recipient acknowledges and agrees that the Federal Government, absent express
written consent by the Federal Government, is not a party to this Agreement and shall
not be subject to any obligations or liabilities to the Recipient, contractor or any other
party (whether or not a party to the Agreement) pertaining to any matter resulting
from the underlying Agreement.
11. Recipient's officers, employees or agents shall neither solicit nor accept gratuities,
favors or anything of monetary value from contractors, potential contractors or parties
to subagreements. No member or delegate to the Congress of the United States or
State of Oregon employee shall be admitted to any share or part of this Agreement or
any benefit arising therefrom.
12. In accepting this Agreement, Recipient certifies that neither Recipient nor its
principals is presently debarred, suspended, or voluntarily excluded from this
federally-assisted transaction, or proposed for debannent, declared ineligible or
voluntarily excluded [rom participating in the Agreement by any state or federal
agency. Recipient must provide notice to State if at any time it learns that this
certification is erroneous when submitted or if circumstances have changed (new
personnel, indictments, convictions, etc.).
13. Any recipient of grant funds, pursuant to this Agreement with State, shall assume sole
liability for that Recipient's breach of the conditions of this Agreement, and shall,
upon Recipient's breach of conditions that requires State to return funds to the FTA,
hold harmless and indemnify State for an amount equal to the funds received under
this Agreement; or if legal limitations apply to the indemnification ability of the
recipient of grant funds, the indemnification amount shall be the maximum amount of
funds available non-appropriated funds, up to the amount received under this
Agreement.
B. Audit Requirements
1. Recipients receiving Federal funds in excess of $500,000 are subject to audit
conducted in accordance with Office of Management and Budget (OMB) Circular A-
133, Audits of States, Local Governments, And Non-profit Institutions. Recipient, if
affected by this requirement shall at Recipient's own expense, submit to State, Public
Transit Division, 555 13th St. NE, Suite 3, Salem, OR 97301-4179, a copy of the A-
133 annual audit covering the funds expended under this Agreement and shall submit
or cause to be submitted, the annual audit of any subcontractor of Recipient
responsible for the financial management of funds received under this Agreement.
..,
Recipients receiving less than 5500,000 in Federal funds shall, at Recipient's o\';n
<:xpense, submit to State, Public Transit Division, 555 13th St. NE, Suite 3, Salem, OR
1.)7301--+1 79, a copy of any annual audit covering the funds expended under this
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Misc. Contracts and Agreements
Agreement No. 24002
Rural and Small Urban Areas (5311) Formula
Agreement by Recipient or any subcontractor of Recipient receiving funds as a result
of this Agreement; and a copy of the management letter and any report that
accompanies the annual audit covering the funds expended under this Agreement.
C. Other Federal Requirements
One of the principles of contracting with Federal funds received indirectly from the FT A
is recognition that, as a condition of receiving the funds, certain specific requirements
must be met not only by the Recipient, but also by any subrecipients and contractors. To
the extent applicable, Federal requirements extend to the third party contractors and their
contracts at every tier and subrecipients and their sub agreements at every tier. The
specific requirements for particular grant funds are found in the Master Agreement that is
signed and attested to by State.
The following is not a complete list of Federal requirements. Rather it is a summary of
various primary requirements associated with the type of transaction covered by this
Agreement.
1. Recipient shall comply with Title VI of the Civil Rights Act of 1964 (78 State 252, 42
U.S.c. 9 2000d) and the regulations of the United States Department of
Transportation (49 CFR 21, Subtitle A). Recipient shall exclude no person on the
grounds of race, religion, color, sex, age, national origin, or disability from the
benefits of aid received under this Agreement. Recipient will report to State on at
least an annual basis the following information: any active lawsuits or complaints,
including dates, summary of allegation, status of lawsuit or complaint including
whether the parties entered into a consent decree.
2. Recipient shall comply with FT A regulations in Title 49 CFR 27, Nondiscrimination
on the Basis of Disability in Programs or Activities Receiving Federal Financial
Assistance which implements the Rehabilitation Act of 1973, as amended, the
Americans with Disabilities Act of 1990, 49 CFR 37, and 49 CFR 38.
3. Recipient has, or will have the necessary legal, financial, and managerial capacity to
apply for, receive and disburse Federal assistance authorized for 49 U.S.C. 9 5311;
and to implement and manage the Project.
4. Recipient has, to the maximum extent feasible, coordinated with other transportation
providers and users, including social service agcncies authorized to purchase transit
servIce.
5. Recipient has complied \vith the transit employee protective provisions of 49 U.S.c. ~
5333(b).
n. Recipient \vil1 comply with applicable provisions of 49 CFR 605 pertaining to school
transportation operations. "Tripper services" that are part of the routine schcdule and
arc open to the general public are not considered to be school bus services.
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Misc. Contracts and Agreements
Agreement No. 24002
Rural and Small Urban Areas (5311) Formula
7. Recipient will correct any condition which State of FT A believes "creates a serious
hazard of death or injury" in accordance with Section 22 of the Federal Transit Act,
as amended.
8. Recipient will comply with the applicable provIsIons of 49 CFR 26 related to
Disadvantaged Business Enterprises and report quarterly to State. Each contract
Recipient signs with the contractor (and each subcontract the prime contractor signs
with a subcontractor) must include the following assurance:
The contractor, subrecipient or subcontractor shall not discriminate on the
basis of race, color, national origin, or sex in the performance of this contract.
The contractor shall carry out applicable requirements of 49 CFR part 26 in the
award and administration of State-assisted contracts. Failure by the contractor
to carry out these requirements is a material breach of this contract, which may
result in the termination of this contract or such other remedy, as the Recipient
deems appropriate.
9. Recipient has certified to State that is will comply with 49 CFR 604 in the provision
of any charter service provided with equipment or facilities acquired with FT A
assistance.
10. Recipient and contractors receiving in excess of $100,000 in Federal funds must
certify to State that they have not and will not use Federal funds to pay for
influencing or attempting to influence an officer or employee of any Federal
department or agency, a member of Congress, or an employee of a member of
Congress in connection with obtaining any Federal grant, cooperative agreement or
any other Federal award. If non-federal funds have been used to support lobbying
activities in connection with the project Recipient shall complete Standard Form LLL,
Disclosure Form to Report Lobbying and submit the form to State at the end of each
calendar quarter in which there occurs an event that requires disclosure. Restrictions
on lobbying do not apply to influencing policy decisions. Examples of prohibited
activities include seeking support for a particular application or bid and seeking a
congressional earmark.
11. Recipients, subrecipients and their contractors with safety sensitive employees
(c:xcept maintenance contractors) shall comply with the drug and alcohol testing
regulations as defined by Prevention of Alcohol l"fisuse and Prohibited Drug Use in
Transit Operations (49 CFR 655); and Procedures of Transportation Workplace
Dntg ami Alcohol Testing Programs (49 CFR 40). Recipient agrees to comply with,
and ensures the compliance of its employees, subrecipients and contractors with
information restrictions and other applicable requirements ofthe Privacy Act of 1974,
5 C.S.C. ~ 552.
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Misc. Contracts and Agreements
Agreement No. 24002
Rural and Small Urban Areas (5311) Formula
II. STATE OBLIGATIONS
A. State shall reimburse eligible costs incurred in carrying out the Project subject to 'the
amounts shown in the Terms of Agreement.
B. State certifies, at the time this Agreement is executed, that sufficient funds are available
and authorized for expenditure to finance costs of this Agreement within State's current
appropriation or limitation of the current biennial budget.
C. State reserves the right to withhold payment of funds if there are unresolved audit
findings, or inadequate information concerning Recipient's activities. State reserves the
right to reallocate any portion of the Agreement amount which State reasonably believes
will not be used by Recipient within the Terms of Agreement.
III. GENERAL PROVISIONS
A. This Agreement may be terminated by mutual written consent of both parties. State may
terminate this Agreement, in whole or in part, effective upon delivery of written notice to
Recipient, or at such later date as may be established by State, under any of the following
conditions.
1. If Recipient fails to provide services called for by this Agreement within the time
specified herein or any extension thereof; or
2. If Recipient fails to perform any of the other provisions of this Agreement, or so fails
to pursue the work as to endanger performance of this Agreement in accordance with
its terms, and after receipt of written notice from State fails to correct such failures
within 10 days or such longer period as State may authorize; or
3. If State fails to receive funding, appropriations, limitations or other expenditure
authority sufficient to allow State, in the exercise of its reasonable administrative
discretion, to continue to make payments for performance of this Agreement; or
4. The requisite local funding to continue the Project becomes unavailable to Recipient;
or
5. Federal or state laws, rules, regulations or guidelines are modified or interpreted in
such a way that the activities described in Exhibit A of the Agreement are no longer
allowable or no longer eligible for funding proposed by this Agreement; or
6. The Project would not produce results commensurate with the further expenditure of
funds; or
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Recipknt takes any action pertaining to this Agreement \vithout the approval of State
and \vhich under the provisions of this Agreement would have required the approval
of State; or
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Misc. Contracts and Agreements
Agreement No. 24002
Rural and Small Urban Areas (5311) Formula
8. The commencement, prosecution or timely completion of the Project by Recipient is,
for any reason, rendered improbable, impossible, illegal; or
9. Recipient is in default under any provision of this Agreement.
B. Any termination of this Agreement shall not prejudice any rights or obligations accrued
to the parties prior to termination.
C. Recipient acknowledges and agrees that State, the Secretary of State's Office of the State
of Oregon, the Federal government, and their duly authorized representatives shall have
access to the books, documents, papers, and records of Recipient which are directly
pertinent to the specific Agreement for the purpose of making audit, examination,
excerpts and transcripts for a period of three years after final payment. Copies of
applicable records shall be made available upon request. Payment for reasonable costs of
copies is reimbursable by State.
D. This Agreement may be revised or amended by a supplemental written agreement
between the parties and executed with the same formalities as this Agreement.
E. This Agreement may be executed in several counterparts [facsimile or otherwise) all of
which when taken together shall constitute one agreement binding on all parties,
notwithstanding that all parties are not signatories to the same counterpart. Each copy of
this Agreement so executed shall constitute an original.
F. This Agreement and attached exhibits constitute the entire Agreement between the parties
on the subject matter hereof. There are no understandings, agreements, or representations,
oral or written, not specified herein regarding this Agreement. No waiver, consent,
modification or change of terms of this Agreement shall bind either party unless in
writing and signed by both parties and all necessary approvals have been obtained. Such
waiver, consent, modification or change, if made, shall be effective only in the specific
instance and for the specific purpose given. The failure of State to enforce any provision
of this Agreement shall not constitute a waiver by State of that or any other provision.
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Misc. Contracts and Agreements
Agreement No. 24002
Rural and Small Urban Areas (5311) Formula
EXHIBIT A
PROJECT DESCRIPTION AND BUDGET
Pro.iect Description A2reement Amount Local Share Total
General Public Transportation $122,340.00 $95,813.00 $218,153.00
TOTAL $122,340.00 $95,813.00 $218,153.00
Expanded Project Description
This grant provides funding to support general public transportation services. Fixed route service
is provided within the City of Woodburn.
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Misc. Contracts and Agreements
Agreement No. 24002
Rural and Small Urban Areas (5311) Formula
EXHIBIT B
FINANCIAL INFORMATION
The information below will assist auditors to prepare a report in compliance with the
requirements of the Office of Management and Budget (OMB) Circular A-B3.
Th'
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IS grant IS mance IY t e n mg source as III lcate eow:
Federal Program Grant Number:
Title 24002
Federal Funds Available through:
49 U.S.C. 9 5311 Program
Total Federal Funding
$122,340.00
Federal Catalogue Number:
20.509
Federal Funding Agency State Funding Agency
U.S. Department of Transportation Oregon Department of Transportation
Federal Transit Administration Public Transit Division
\ Region X, Suite 3142 Mill Creek Building
Federal Building 555 13th Street NE, Suite 3
I 915 Second A venue Salem, OR 97301-4179
Seattle, W A 98174
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