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Item 4B- Cost Share Agreement- AMI Implementation ProjectCITY OF ATLANTIC BEACH CITY COMMISSION MEETING STAFF REPORT AGENDA ITEM 48 DECEMBER 12, 2016 AGENDA ITEM: Agreement with St. Johns River Water Management District for Implementation of Advanced Meter Infrastructure (AMI) SUBMITTED BY: Donald D. Jacobovitz, P.E., Public Works DITe ~ DATE: November 23, 2016 STRATEGIC PLAN LINK: N/A BACKGROUND: Many water utilities throughout the Country are transitioning from manual-read meters to automated or Advanced Meter Infrastructure (AMI). The smart meter technology allows the utility staff to more accurately account for consumption as well as provide real-time and on-demand meter reading, leak detection, theft detection and backflow detection. Additionally, cloud based data technology creates the ability for customers to track their own water usage more effectively. As a first step in this direction, the City plans to strategically upgrade approximately 650 existing commercial and high-consumption meters to "smart" meters. Earlier this year, staff prepared an application for a cooperative cost-share grant from the St. Johns River Water Management District (SJRWMD) and funding was approved at the June 14, 2016 District Governing Board Meeting. Of the estimated total cost of $205,000 for the AMI Implementation Project, $191,3 75 is eligible for cost-share funding. As such, the grant share will be up to $95,687.50 and the City's share will be up to $109,312.50. Grant funds will be paid to the City quarterly, on a reimbursement basis. The Cost-Share Agreement includes background information, objectives, scope of work, task identification, timeframes and deliverables and cost schedule. BUDGET: A total of$205,000 has allocated for implementation of the AMI Project in the approved FY 2017 capital and operating budget. The SJRWMD Cost-Share Agreement will fund up to $95,687.50 of the project cost. RECOMMENDATION: Authorize the City Manager to sign the St. Johns River Water Management District Cost Share Agreement for the AMI Implementation Project. ATTACHMENTS: 1. SJR WMD Cost Share Agreement REVIEWED BY CITY MANAGER:_-n_v_U_~---'---';;/u"'---'--=-'CeA.£.---=-=--------- COST-SHARE AGREEMENT BETWEEN THE ST. JOHNS RIVER WATER MANAGEMENT DISTRICT AND CITY OF ATLANTIC BEACH AGENDA ITEM 4B DECEMBER 12, 2016 Contract #28762 THIS AGREEMENT ("Agreement") is entered into by and between the GOVERNING BOARD ofthe ST. JOHNS RIVER WATER MANAGEMENT DISTRICT (the "District"), whose address is 4049 Reid Street, Palatka, Florida 32177, and CITY OF ATLANTIC BEACH ("Recipient"), 800 Seminole Road, Atlantic Beach, Florida 32233-5444. All references to the parties hereto include the parties, their officers, employees, agents, successors, and assigns. RECITALS The waters of the state of Florida are among its basic resources, and it has been declared to be the policy of the Legislature to promote the conservation, development, and proper utilization of surface and ground water. Pursuant to chapter 373, Fla. Stat., the District is responsible for the management of the water resources within its geographical area. The District 2016-2017 cost-share funding program is designed to fund the construction of local stormwater management and alternative water supply projects as well as conservation implementation projects. Its goals are to contribute to: 1) reduction in water demand through indoor and outdoor conservation measures; 2) development of alternative or non-traditional water supply sources; such as reclaimed water, surface water, or seawater; 3) water quality improvements (for example, nutrient-loading reduction in springsheds or other surface-water systems); and 4) water resource development opportunities (for instance, increasing available source water through expansion or development of surface-water storage). The current cost-share funding program also recognizes the importance of providing funding opportunities for construction of flood protection and natural-systems restoration projects, which are important components of the District's core mission focus. The District has determined that providing cost-share funding to Recipient for the purposes provided for herein will benefit the water resources and one or more of the District's missions and initiatives. At its June 2016 meeting, the Governing Board selected Recipient's proposal for cost-share funding. The parties have agreed to jointly fund the following project in accordance with the funding formula further described in the Statement of Work, Attachment A (hereafter the "Project"): AMI Implementation Project In consideration of the above recitals, and the funding assistance described below, Recipient agrees to perform and complete the activities provided for in the Statement of Work, Attachment A. Recipient shall complete the Project in conformity with the contract documents and all attachments and other items incorporated by reference herein. This Agreement consists of all of the following documents: (1) Agreement, (2) Attachment A-Statement of Work; and (3) all other attachments, if any. The parties hereby agree to the following terms and conditions. Page 1 of 13 1. TERM; WITHDRAWAL OF OFFER. AGENDA ITEM 4B DECEMBER 12, 2016 Contract #28762 (a) The term of this Agreement is from the date upon which the last party has dated and executed the same ("Effective Date") until September 30, 2017 ("Completion Date"). Recipient shall not commence the Project until any required submittals are received and approved. Time is of the essence for every aspect of this Agreement, including any time extensions. Any request for an extension of time beyond the Completion Date must be made in writing before July 1, 2017. Timely requests to extend, for longer than six months, the Completion Date of the Agreement for projects whose District contribution exceeds $100,000 may only be approved by the District's Governing Board. Notwithstanding specific mention that certain provisions survive termination or expiration of this Agreement, all provisions of this Agreement that by their nature extend beyond the Completion Date, for example, delivery of a final report, will remain in full force and effect after the Completion Date as necessary to affect performance. (b) This Agreement constitutes an offer until authorized, signed and returned to the District by Recipient. This offer terminates forty-five (45) days after receipt by Recipient; provided, however, that Recipient may submit a written request for extension of this time limit to the District's Project Manager, stating the reason(s) therefor. Request for extension of time after the forty-five (45) days will be denied. The Project Manager shall notify Recipient in writing if an extension is granted or denied. If granted, this Agreement shall be deemed modified accordingly without any further action by the parties. (c) If the construction, which is eligible for District reimbursement, does not begin before June 30, 2017, or ifthe first invoice for non-construction projects is not submitted by June 30, 2017, the cost-share agreement will be subject to termination and the funds subject to reallocation. 2. DELIVERABLES. Recipient shall fully implement the Project, as described in the Statement of Work, Attachment A. Recipient is responsible for the professional quality, technical accuracy, and timely completion of the Project. Both workmanship and materials shall be of good quality. Unless otherwise specifically provided for herein, Recipient shall provide and pay for all materials, labor, and other facilities and equipment necessary to complete the Project. The District's Project Manager shall make a final acceptance inspection of the Project when completed and finished in all respects. Upon satisfactory completion of the Project, the District will provide Recipient a written statement indicating that the Project has been completed in accordance with this Agreement. Acceptance of the final payment by Recipient shall constitute a release in full of all claims against the District arising from or by reason of this Agreement. 3. OWNERSHIP OF DEUVERABLES. Unless otherwise provided herein, the District does not assert an ownership interest in any of the de live rabies under this Agreement. 4. AMOUNT OF FUNDING. (a) For satisfactory completion of the Project, the District shall pay Recipient fifty percent (SO%) of the total cost of the Project, but in no event shall the District cost-share exceed $95,687 .SO. The District cost-share is not subject to modification based upon price escalation in implementing the Project during the term of this Agreement. Recipient shall be responsible for payment of all costs necessary to ensure completion of the Project. Page2 of13 AGENDA ITEM 48 DECEMBER 12, 2016 Contract #28762 Recipient shall notify the District's Project Manager in writing upon receipt of any additional external funding for the Project not disclosed prior to execution of this Agreement. (b) 11 Construction cost" is defined to include actual costs of constructing Project facilities, including construction management. Land acquisition, engineering design, and permitting costs are excluded. Construction cost does not include any costs incurred prior to the Effective Date, unless expressly authorized by the Statement of Work. Costs that are excluded will not be credited toward Recipient's cosHhare. (c) Cooperative funding shall not be provided for expenses incurred after the Completion Date. 5. PAYMENT OF INVOICES. (a) Recipient shall submit itemized invoices as per the Statement of Work, Attachment A for reimbursable expenses by one of the following two methods: (1) by mail to the St. Johns River Water Management District, Finance Director, 4049 Reid Street, Palatka, Florida 32177, or {2) by e-mail to acctpay@sjrwmd.com. The invoices shall be submitted in detail sufficient for proper pre-audit and post-audit review. Invoices shall include a copy of contractor and supplier invoices to Recipient and proof of payment. Recipient shall be reimbursed for fifty percent (50%) of approved cost or the not-to-exceed sum of $95,687.50, whichever is less. The District shall not withhold any retainage from this reimbursement. District reimbursement is subject to annual budgetary limitation, if applicable, as provided in subsection (g). If necessary for audit purposes, Recipient shall provide additional supporting information as required to document invoices. (b) End of District Fiscal Year Reporting. The District's fiscal year ends on September 30. Irrespective of the invoicing frequency, the District is required to account for all encumbered funds at that time. When authorized under the Agreement, submittal of an invoice as of September 30 satisfies this requirement. The invoice shall be submitted no later than October 30. If the Agreement does not authorize submittal of an invoice as of September 30, Recipient shall submit, prior to October 30, a description of the additional work on the Project completed between the last invoice and September 30, and an estimate of the additional amount due as of September 30 for such Work. If there have been no prior invoices, Recipient shall submit a description of the work completed on the Project through September 30 and a statement estimating the dollar value of that work as of September 30. (c) Final Invoice. The final invoice must be submitted no later than forty-five {45) days after the Completion Date; provided, however, that when the Completion Date corresponds with the end of the District's fiscal year (September 30), the final invoice must be submitted no later than thirty (30) days after the Completion Date. Final invoices that are submitted after the requisite date shall be subject to a penalty of ten percent (10%) of the invoice. This penalty may be waived by the District, in its sole judgment and discretion, upon a showing of special circumstances that prevent the timely submittal of the final invoice. Recipient must request approval for delayed submittal of the final invoice not later than ten (10) days prior to the due date and state the basis for the delay. Page 3 of13 AGENDA ITEM 4B DECEMBER 12, 2016 Contract #28762 (d) All invoices shall include the following information: (1) District contract number; (2) Recipient's name, address, and authorization to directly deposit payment into Recipient's account (if Recipient has not yet provided the District with a completed Direct Deposit Authorization form; (3) Recipient's invoice number and date of invoice; (4) District Project Manager; (5) Recipient's Project Manager; (6) supporting documentation as to cost and/or Project completion (as per the cost schedule and other requirements of the Statement of Work); (7) Pmgress Report (if required); (8) Diversity Report (if otherwise required herein). Invoices that do not correspond with this paragraph shall be returned without action within twenty (20) business days of receipt, stating the basis for rejection. Payments shall be made within forty~five (45) days of receipt of an approved invoice. (e) Travel expenses. If the cost schedule for this Agreement includes a line item for travel expenses, travel expenses shall be drawn from the project budget and are not otherwise compensable. If travel expenses are not included in the cost schedule, they are a cost of providing the service that is borne by Recipient and are only compensable when specifically approved by the District as an authorized District traveler. In such instance, travel expenses must be submitted on District or State of Florida travel forms and shall be paid pursuant to District Administrative Directive 2000~02. (f) Payments withheld. The District may withhold or, on account of subsequently discovered evidence, nullify, in whole or in part, any payment to such an extent as may be necessary to protect the District from loss as a result of: (1} defective work not remedied; (2) failure to maintain adequate progress in the Project; (3) any other material breach of this Agreement. Amounts withheld shall not be considered due and shall not be paid until the ground(s) for withholding payment have been remedied. (g) Annual budgetary limitation. For multi-fiscal year agreements, the District must budget the amount of funds that will be expended during each fiscal year as accurately as possible. The Statement of Work, Attachment A, includes the parties' current schedule for completion of the Work and projection of expenditures on a fiscal year basis (October 1-September 30) ("Annual Spending Plan"). If Recipient anticipates that expenditures will exceed the budgeted amount during any fiscal year, Recipient shall promptly notify the District's Project Manager and provide a proposed revised work schedule and Annual Spending Plan that provides for completion of the Work without increasing the Total Compensation. The last date for the District to receive this request is August 1 of the then-current fiscal year. The District may in its sole discretion prepare a District Supplemental Instruction Form incorporating the revised work schedule and Annual Spending Plan during the then-current fiscal year or subsequent fiscal year(s). 6. LIABILITY AND INSURANCE. Each party is responsible for all personal injury and property damage attributable to the negligent acts or omissions of that party, its officers, employees and agents. Recipient accepts all risks arising from construction or operation of the Project. Nothing contained herein shall be construed or interpreted as denying to any party any remedy or defense available under the laws of the state of Florida, nor as a waiver of sovereign immunity of the state of Florida beyond the waiver provided fo'r in section 768.28, Fla. Stat., as amended. Each party shall acquire and maintain throughout the term ofthis Agreement such liability, workers' compensation, and automobile insurance as required by their current rules and regulations. If Florida Department of Environmental Protection ("FDEP") funds will be used to fund all or a portion of the Agreement, Page 4 of 13 AGENDA ITEM 48 DECEMBER 12, 2016 Contract #28762 additional FDEP insurance requirements applicable to the Recipient are included in the Insurance attachment to the Agreement. 7. FUNDING CONTINGENCY. This Agreement is at all times contingent upon funding availability, which may include a single source or multiple sources, including, but not limited to: (1) ad valorem tax revenues appropriated by the District's Governing Board; (2) annual appropriations by the Florida Legislature, or (3) appropriations from other agencies or funding sources. Agreements that extend for a period of more than one Fiscal Year are subject to annual appropriation of funds in the sole discretion and judgment of the District's Governing Board for each succeeding Fiscal Year. Should the Project not be funded, in whole or in part, in the current Fiscal Year or succeeding Fiscal Years, the District shall so notify Recipient and this Agreement shall be deemed terminated for convenience five (5) days after receipt of such notice, or within such additional time as the District may allow. For the purpose of this Agreement, "Fiscal Year" is defined as the period beginning on October 1 and ending on September 30. 8. PROJECT MANAGEMENT. (a) The Project Managers listed below shall be responsible for overall coordination and management of the Project. Either party may change its Project Manager upon three (3) business days prior written notice to the other party. Written notice of change of address shall be provided within five (5) business days. All notices shall be in writing to the Project Managers at the addresses below and shall be sent by one of the following methods: (1) hand delivery; (2) U.S. certified mail; (3) national overnight courier; or (4) e-mail. Notices via certified mail are deemed delivered upon receipt. Notices via overnight courier are deemed delivered one (1) business day after having been deposited with the courier. Notices via e-mail are deemed delivered on the date transmitted and received. DISTRICT Carol G. Brown, P.E. Project Manager St. Johns River Water Management District 4049 Reid Street Palatka, Florida 32177 386-329-4816 E-mail: cgbrown@sjrwmd.com RECIPIENT Kayle W. Moore, P.E. Project Manager City of Atlantic Beach 1200 Sandpiper Lane Atlantic Beach, Florida 32233 904-24 7-5834 E-mail: kmoore@coab.us (b) The District's Project Manager shall have sole responsibility for transmitting instructions, receiving information, and communicating District policies and decisions regarding all matters pertinent to performance of the Project. The District's Project Manager may issue a District Supplemental Instruction (DSI) form, Attachment C, to authorize minor changes in the Project that the parties agree are not inconsistent with the purpose of the Project, do not affect the District cost-share, Completion Date, or otherwise significantly modify the terms of the Agreement. 9. PROGRESS REPORTS AND PERFORMANCE MONITORING. (a) Progress Reports. Recipient shall provide to the District quarterly Project update/status reports as provided in the Statement of Work. Reports will provide detail on progress of the Project and outline any potential issues affecting completion or the overall schedule. PageS of13 AGENDA ITEM 4B DECEMBER 12, 2016 Contract #28762 Recipient shall use the District's Project Progress Report form, Attachment B. Recipient shall submit the Project Progress Reports to the District's Project Manager and District's Budget Coordinator within thirty (30) days after the closing date of each calendar quarter (March 31, June 30, September 30 and December 31). (b) Performance Monitoring. For as long as the Project is operational, the District shall have the right to inspect the operation of the Project during normal business hours upon reasonable prior notice. Recipient shall make available to the District any data that is requested pertaining to performance of the Project. 10. FAILURE TO COMPLETE PROJECT. (a) Should Recipient fail to complete the Project, Recipient shall refund to the District all ofthe funds provided to Recipient pursuant to this Agreement. However, the District, in its sole judgment and discretion, may determine that Recipient has failed to complete the Project due to circumstances that are beyond Recipient's control, or due to a good faith determination that the Project is no longer environmentally or economically feasible. In such event, the District may excuse Recipient from the obligation to return funds provided hereunder. If the Project has not been completed within thirty (30) days after the Completion Date, Recipient shall provide the District with notice regarding its intention as to completion of the Project. The parties shall discuss the status of the Project and may mutually agree to revise the time for Project completion or the scope of the Project. Failure to complete the Project within ninety (90) days after the Completion Date shall be deemed to constitute failure to complete the Project for the purposes of this provision. (b) In the event the Project constitutes a portion of the total functional project, this paragraph shall apply in the event the total functional project is not completed. In such event, the 90- day timeframe provided herein shall commence upon the date scheduled for completion of the total functional project at the time of execution of this Agreement, unless extended by mutual agreement of the parties. Paragraphs lO(a) and 10(b) shall survive the termination or expiration of this Agreement. 11. TERMINATION. If Recipient materially fails to fulfill its obligations under this Agreement, including any specific milestones established herein, the District may provide Recipient written notice of the deficiency by forwarding a Notice to Cure, citing the specific nature of the breach. Recipient shall have thirty (30) days following receipt of the notice to cure the breach. If Recipient fails to cure the breach within the thirty (30) day period, the District shall issue a Termination for Default Notice terminating this Agreement without further notice. In such event, Recipient shall refund to the District all funds provided to Recipient pursuant to this Agreement within thirty (30) days of such termination. The District may also terminate this Agreement upon ten (10) days written notice in the event of any material misrepresentations in the Project Proposal. Delay or failure by the District to enforce any right, remedy or deadline hereunder shall not impair, or be deemed a waiver of, any such right, remedy or deadline, or impair the District's rights or remedies for any subsequent breach or continued breach of this Agreement. Page 6 of13 ADDITIONAL PROVISIONS (Alphabetical) AGENDA ITEM 48 DECEMBER 12, 2016 Contract #28762 12. ASSIGNMENT. Recipient shall not assign this Agreement, or any monies due hereunder, without the District's prior written consent. Recipient is solely responsible for fulfilling all work elements in any contracts awarded by Recipient and payment of all monies due. No provision of this Agreement shall create a contractual relationship between the District and any of Recipient's contractors or subcontractors. 13. AUDIT; ACCESS TO RECORDS; REPAYMENT OF FUNDS. (a) Maintenance of Records. Recipient shall maintain its books and records such that receipt and expenditure of the funds provided hereunder are shown separately from other expenditures in a format that can be easily reviewed. Recipient shall keep the records of receipts and expenditures, copies of all reports submitted to the District, and copies of all invoices and supporting documentation for at least fNe (5) years after expiration of this Agreement. In accordance with generally accepted governmental auditing standards, the District shall have access to and the right to examine any directly pertinent books and other records involving transactions related to this Agreement. In the event of an audit, Recipient shall maintain all required records until the audit is completed and all questions are resolved. Recipient will provide proper facilities for access to and inspection of all required records. (b) Repayment of Funds. District funding shall be subject to repayment after expiration of this Agreement if, upon audit examination, the District finds any of the following: (1) Recipient has spent funds for purposes other than as provided for herein; (2) Recipient has failed to perform a continuing obligation of this Agreement; (3) Recipient has received duplicate funds from the District for the same purpose; (4) Recipient has been advanced or paid unobligated funds; (5) Recipient has been paid funds in excess ofthe amount Recipient is entitled to receive under the Agreement; and/or (6) Recipient has received more than one hundred percent (100%) contributions through cumulative public agency cost-share funding. 14. CIVIL RIGHTS. Pursuant to chapter 760, Fla. Stat., Recipient shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin, age, handicap, or marital status. 15. DISPUTE RESOLUTION. Recipient is under a duty to seek clarification and resolution of any issue, discrepancy, or dispute involving performance of this Agreement by submitting a written statement to the District's Project Manager no later than ten (10) business days after the precipitating event. If not resolved by the Project Manager, the Project Manager shall forward the request to the District's Office of General Counsel, which shall issue a written decision within ten (10) business days of receipt. This determination shall constitute final action of the District and shall then be subject to judicial review upon completion ofthe Project. 16. DIVERSITY REPORTING. The District is committed to the opportunity for diversity in the performance of all cost-sharing agreements, and encourages Recipient to make a good faith effort to ensure that women and minority-owned business enterprises (W/MBE) are given the opportunity for maximum participation as contractors. The District will assist Recipient by sharing information on W/MBEs. Recipient shall provide with each invoice a report describing: (1) the company names for all W/MBEs; (2) the type of minority, and (3) the amounts spent with each during the invoicing period. The report will also denote if there were noW /MBE expenditures. Page 7 of 13 AGENDA ITEM 4B DECEMBER 12, 2016 Contract #28762 17. GOVERNING LAW, VENUE, ATTORNEY'S FEES, WAIVER OF RIGHT TO JURY TRIAL. This Agreement shall be construed according to the laws of Florida and shall not be construed more strictly against one party than against the other because it may have been drafted by one of the parties. As used herein, "shall" is always mandatory. In the event of any legal proceedings arising from or related to this Agreement: (1) venue for any state or federal legal proceedings shall be in Duval County; (2) each party shall bear its own attorney's fees, including appeals; (3) for civil proceedings, the parties hereby consent to trial by the court and waive the right to jury trial. 18. INDEPENDENT CONTRACTORS. The parties to this Agreement, their employees and agents, are independent contractors and not employees or agents of each other. Nothing in this Agreement shall be interpreted to establish any relationship other than that of independent contractors during and after the term of this Agreement. Recipient is not a contractor of the District. The District is providing cost-share funding as a cooperating governmental entity to assist Recipient in accomplishing the Project. Recipient is solely responsible for accomplishing the Project and directs the means and methods by which the Project is accomplished. Recipient is solely responsible for compliance with all labor, health care, and tax laws pertaining to Recipient, its officers, agents, and employees. 19. CONFLICTING INTEREST IN RECIPIENT. Recipient certifies that no officer, agent, or employee of the District has any material interest, as defined in section 112.312, Fla. Stat., either directly or indirectly, in the business of Recipient to be conducted hereby, and that no such person shall have any such interest at any time during the term of this Agreement. 20. NON-LOBBYING. Pursuant to section 216.347, Fla. Stat., as amended, Recipient agrees that funds received from the District under this Agreement shall not be used for the purpose of lobbying the Legislature or any other state agency. 21. PERMITS. Recipient shall comply with all applicable federal, state and local laws and regulations in implementing the Project and shall include this requirement in all subcontracts pertaining to the Project. Recipient shall obtain any and all governmental permits necessary to implement the Project. Any activity not properly permitted prior to implementation or completed without proper permits does not comply with this Agreement and shall not be approved for cost-share funding. 22. PUBLIC ENTITY CRIME. A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided ins. 287.017 for CATEGORY TWO ($35,000) for a period of 36 months following the date of being placed on the convicted vendor list. 23. PUBLIC RECORDS. Records of Recipient that are made or received in the course of performance of the Project may be public records that are subject to the requirements of chapter 119, Fla. Stat. If Recipient receives a public records request, Recipient shall promptly notify the District's Project Manager. Each party reserves the right to cancel this Agreement for refusal by the other party to Page 8 of 13 AGENDA ITEM 4B DECEMBER 12, 2016 Contract #28762 allow public access to all documents, papers, letters, or other materials related hereto and subject to the provisions of chapter 119, Fla. Stat., as amended. 24. ROYALTIES AND PATENTS. Recipient certifies that the Project does not, to the best of its information and belief, infringe on any patent rights. Recipient shall pay all royalties and patent and license fees necessary for performance of the Project and shall defend all suits or claims for infringement of any patent rights and save and hold the District harmless from loss to the extent allowed by Florida law. IN WITNESS WHEREOF, the St. Johns River Water Management District has caused this Agreement to be executed on the day and year written below in its name by its Executive Director, and Recipient has caused this Agreement to be executed on the day and year written below in its name by its duly authorized representatives, and, if appropriate, has caused the seal of the corporation to be attached. This Agreement may be executed in separate counterparts, which shall not affect its validity. Upon execution, this Agreement constitutes the entire agreement of the parties, notwithstanding any stipulations, representations, agreements, or promises, oral or otherwise, not printed or inserted herein. This Agreement cannot be changed by any means other than written amendments referencing this Agreement and signed by all parties. ST. JOHNS RIVER WATER MANAGEMENT DISTRICT By: ______________ _ Ann B. Shortelle, Ph.D., Executive Director (or designee) Date:---------------- ONLY AS TO FORM AND LEGALITY William Abrams, Sr. Assistant General Counsel ATTACHMENTS Attachment A-Statement of Work Attachment B -Project Progress Report Form Attachment C-District Supplemental Instructions Form 2016-17 District Cost-Share Initiative Last updated: 7-7-16 CITY OF ATLANTIC BEACH By: ______________ _ Typed Name and Title Date: ______________ _ Attest:-------------- Typed Name and Title Page 9 of13 ATTACHMENT A-STATEMENT OF WORK CITY OF ATLANTIC BEACH AMI IMPLEMENTATION PROJECT I. INTRODUCTION/BACKGROUND AGENDA ITEM 4B DECEMBER 12, 2016 Contract #28762 ·The St. Johns River Water Management District (District) is continuing its Cooperative Cost Share Initiative Program in Fiscal Year (FY) 2016-2017 to develop and implement resource and water supply development projects and promote conservation. On June 14, 2016, the District's Governing Board approved funding for Cooperative Cost Share projects. Each project selected for funding will have a positive benefit to one or more of the District's core missions; including water supply, water quality, natural systems or flood mitigation. The City of Atlantic Beach (Recipient) requested funding for their Advanced Meter Infrastructure (AMI) Implementation Project for the not to exceed amount of $95,687.50 towards the estimated project cost of $191,375.00. This request was approved by the Governing Board. The Recipient is located in Duval County. II. OBJECTIVES The objective of this contract is to provide cost share dollars that will enable the Recipient to increase water conservation efforts by installing smart meter technology on all commercial units and other top ranked users in the City. Ill. SCOPE OF WORK The Recipient shall install approximately 650 smart meters, one radio and base station and an enhanced consumer portal. IV. PROJECT ADMINISTRATION AND DELIVERABLES The Recipient shall be responsible for the following: 41 Provide procurement for project; 41 Perform supervision and inspection of construction; • Perform contract administration; • Assure compliance with cost accounting practices and procedures required for reimbursement of cost share funds expended. The Recipient shall provide the following to the District's Project Manager: • Timely invoices for actual project costs in accordance with this cost share agreement (i.e. quarterly, with appropriate substantiation that demonstrates that the applicant has paid for the total work cost and is seeking reimbursement up to the match amount) to enable proper review by the District's Project Manager prior to payment authorization; • Quarterly progress reports identifying project progress to date, key milestones reached, overall project schedule versus time for project completion, key issues to be resolved, project construction photos; quarterly reports shall also be emailed to the District's Budget Coordinator at mlicourt@sjrwmd .com; Page 10 ofl3 AGENDA ITEM 48 DECEMBER 12, 2016 Contract #28762 The Recipient shall ensure the task in the Task Identification section below is completed. V. TASK IDENTIFICATION AND TIME FRAMES The expiration date of this cost share agreement is September 30, 2017. The projected schedule is as follows: Anticipated Anticipated Task Description Start Date Completion Date Installation of smart meters and AMI January 7, 2017 April 30, 2017 VI. BUDGET/COST SCHEDULE For satisfactory completion of the Project, the District shall pay Recipient fifty percent (50%) of the total cost of the Project, but in no event shall the District's cost-share exceed $95,687.50. Recipient shall invoice the District quarterly with appropriate documentation. The District's Project Manager shall provide an invoice template that will be used. Invoices shall include a copy of the contractor's invoices submitted to the Recipient, proof of payment by Recipient, and other required supporting documentation for reimbursement up to match amount. For in-house expenses, Recipient shall provide copies of all receipts for materials and a system report showing documentation of staff time or other proof of staff time expenses for the Project. The final invoice shall be submitted with the final project report. If the total actual cost ofthis project is less than originally estimated, the District's cost-share amount shall be reduced accordingly. Recipient may invoice more frequently submitting all required documentation and include general status information. Recipient may invoice the District for Project construction work beginning October 1, 2016. The District's Project Manager will also provide a document to the Recipient to be completed showing the spend-down plan for the Project. The spend-down plan should be completed once the Recipient issues the Notice to Proceed to the contractor. Recipient shall submit quarterly progress reports to the District's Project Manager and the District's Budget Coordinator within 30 days of the end of quarter for work accomplished during each quarter. The email address for the District's Budget Coordinator is mlicourt@sjrwmd.com. The Recipient will submit a final project report within 30 days of Final Completion and acceptance by City of Atlantic Beach detailing the project's accomplishments and any issues resolved during the course of the work. Estimated Cost Schedule for ijeimbursement (all dollar amounts are approximate and may be reallocated between the construction tasks). FY 16-17 (10/1/2016-9/30/2017) Estimated Estimated Reimbursement Description Task Amount Amount Installation of smart meters and AMI $191,375.00 $ 95,687.50 TOTALFY17: $191,375.00 $95,687.50 Page 11 of 13 AGENDA ITEM 48 DECEMBER 12, 2016 Contract #28762 ATTACHMENT C-DISTRICT'S SUPPLEMENTAL INSTRUCTIONS (sample) DISTRICT SUPPLEMENTAL INSTRUCTIONS# DATE: TO: FROM: , Project Manager CONTRACT/PURCHASE ORDER NUMBER: CONTRACT TITLE: The Work shall be carried out in accordance with the following supplemental instruction issued in accordance with the Contract Documents without change in the Contract Sum or Contract Time. Prior to proceeding in accordance with these instructions, indicate your acceptance of these instructions for minor changes to the work as consistent with the Contract Documents and return to the District's Project Manager. 1. CONTRACTOR'S SUPPLEMENTAL INSTRUCTIONS: 2. DESCRIPTION OF WORK TO BE CHANGED: 3. DESCRIPTION OF SUPPLEMENTAL INSTRUCTION REQUIREMENTS: Contractor's approval: (choose one of the Items below): Approved: __________________ _ Date: ________ _ (It is agreed that these instructions shall not result in a change in the Total Compensation or the Completion Date.) Approved: __________________ _ Date: ________ _ (Contractor agrees to implement the Supplemental Instructions as requested, but reserves the right to seek a Change Order in accordance with the requirements of the Agreement.) Approved: __________________ _ , District Project Manager Acknowledged:----------------- 1 District Contracts Administrator cc:· Contract/Purchasing file Financial Management Page 13 of13 Date:--------- Date:---------