CN-550000-ASP40-00010000.pdf

STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION

RAILROAD REIMBURSEMENT AGREEMENT

WATCHMAN OR FLAGGING SERVICE

725-090-72

RAIL

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FINANCIAL PROJECT NO. ROAD NAME OR NUMBER COUNTY NAME PARCEL & R/W NUMBER FAP NUMBER

441659-1-57-01 US 41/SR 45 PASCO SEE EXHIBIT D D723 001 B

THIS RAILROAD REIMBURSEMENT AGREEMENT WATCHMAN OR FLAGGING SERVICE (“Agreement”), is entered into this 30th day of March 2023, between the STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION, (“DEPARTMENT”), and CSX Transportation, INC., a Virginia corporation (“COMPANY”), (DEPARTMENT and COMPANY collectively referred to as the “Parties”).

WITNESSETH:

A. The DEPARTMENT is constructing, reconstructing or otherwise changing a portion of the Public Road System, , between the COMPANY'S and SR 827.93, as shown on the DEPARTMENT'S approved by CSX as stated in this Agreement as Exhibit “A”, Project Description and Responsibilities (“Project”). See Exhibit "D" for Locations.

B. Portions of the Project will require construction personnel and equipment to work and operate on, over or in close proximity to railroad operating right of way.

C. Safety of railroad operation is essential during certain periods of the Project wherein these types of operations are being carried out.

D. Watchman and/or flagging services to insure safety of railroad operation, as further described in Exhibit A, Project Description and Responsibilities, can be furnished by the COMPANY at the DEPARTMENT'S expense; and

NOW, THEREFORE, in consideration of the mutual undertaking as herein set forth, the parties hereto agree as follows:

1. The Agreement shall remain in full force and effect through completion of all services required or five (5) years from the date of execution of this Agreement, whichever occurs first. The term of the Agreement may be extended by mutual agreement of the parties for up to one additional five (5) year term. This Agreement may not be renewed.

2. The COMPANY shall not commence watchman and/or flagging services until the DEPARTMENT issues a Railroad Change Order and Notice to Proceed, directing the COMPANY to perform watchman and/or flagging services at specific locations for a specific period of time.

3. All work contemplated hereunder shall at all times be subject to the approval of the COMPANY'S Chief Engineer or his authorized representative. The DEPARTMENT or the DEPARTMENT'S Contractor shall give the COMPANY'S Division Engineer and/or Superintendent at least seventy-two (72) hours notice prior to the performance of any work within the limits of the COMPANY'S right of way.

4. The DEPARTMENT will require its Contractor to schedule all construction activities so as to minimize the need for protective services by the COMPANY.

5. The DEPARTMENT will reimburse the COMPANY, as detailed in this Agreement, for the cost of watchman and/or flagging service when the DEPARTMENT'S Contractor is carrying out work adjacent to the COMPANY'S tracks and whenever the contractor is performing work requiring the movement of employees, trucks or other equipment across the tracks of the COMPANY or when at other times the COMPANY and the DEPARTMENT shall agree that such a service is necessary pursuant to a Railroad Change Order. Such costs shall be accrued and billed directly to the DEPARTMENT as specified in Paragraph 7.

designated by the financial project ID # 441659-1-57-01 Milepost SR 826.40, at or near Land O' Lakes, Florida Plan Sheets No 27-59

725-090-72

RAIL

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6. The DEPARTMENT will require its contractor to furnish Railroad Public Liability and Railroad Protective Property Damage Liability Insurance in a combined amount of $ 10,000,000.00 dollars, for all personal injuries, death or property damage, per occurrence arising during the policy period. The maximum dollar amounts of coverage to be reimbursed from Federal funds, with respect to bodily injury, death and property damage is limited to a combined amount of $ 5,000,000.00 per occurrence unless approval for larger amounts by the FHWA Division Administrator is made a part of this Agreement. The DEPARTMENT will also require its contractor to furnish the COMPANY a certificate of Insurance showing that the contractor carries liability insurance (applicable on the job in question) in the amount of $ 10,000,000.00 for all personal injuries, death or property damage, per occurrence arising during the policy period. Such insurance is to conform with the requirements of the U.S. Department of Transportation. Federal Highway Administration, Federal-Aid Policy Guide, Subchapter G, Part 646, Subpart A, and any supplements thereto or revisions thereof.

7. The COMPANY hereby agrees to have watchman and/or flagging service along said Road in accordance with the provisions set forth in the:

(a) DEPARTMENT Procedure No. 725-080-002 Appendix D.4 and Rule 14-57.011 "Public Railroad- Highway Grade Crossing Costs", Florida Administrative Code;

(b) Federal Highway Administration Federal-Aid Policy Guide, Subchapter B, Part 140, Subpart I; and Subchapter G, Part 646, Subpart B;

and any supplements thereto or revisions thereof, which, by reference hereto, are made a part hereof. The COMPANY further agrees to do all of such work with its own forces or by a contractor paid under the supervision and approval of the DEPARTMENT and the Federal Highway Administration, when applicable.

8. All work performed by the COMPANY pursuant to this Agreement, shall be performed and approved by the DEPARTMENT and the Federal Highway Administration if federal aid participating.

9. The COMPANY has determined that the method to be used in developing the adjustment cost shall be as specified for the method checked and described thereafter:

(a) Actual and related indirect cost accumulated in accordance with a work order accounting procedure prescribed by the applicable Federal or State regulatory body.

(b) Actual and related indirect costs accumulated in accordance with an established accounting procedure developed by the COMPANY and approved by the DEPARTMENT.

(c) An agreed lump sum of $ as supported by a detail analysis of estimated cost attached hereto.

(NOTE: This method is not applicable where the estimated cost of the adjustment exceeds $100,000.)

10. The DEPARTMENT agrees to reimburse the Company for the watchman and/or flagging services described in Exhibit “A”, Project Description and Responsibilities, and in Railroad Change Orders issued pursuant to this Agreement. Each invoice will reflect the description and site of the work as well as the period of work covered by the invoice.

11. The COMPANY shall submit the final invoice to the DEPARTMENT within one hundred eighty (180) days, of completion of all work under the Agreement.

The final billing shall show the description and site of the Project; the date on which the first work was performed, or, if preliminary engineering or right of way items are involved, the date on which the earliest item of billed expense was incurred; the date on which the last work was performed or the last item of billed expense was incurred; and the location where the records and accounts billed can be audited. Adequate reference shall be made in the billing to the

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COMPANY'S records, accounts and other relevant documents. All cost records and accounts shall be subject to audit by a representative of the DEPARTMENT. Upon receipt of invoices, prepared in accordance with the provisions of the above indicated Reimbursement Policy, the DEPARTMENT agrees to reimburse the COMPANY in the amount of such actual costs as approved by the DEPARTMENT'S contract/project manager.

12. Payment shall be made only after receipt and approval of goods and services unless advance payments are authorized by the DEPARTMENT's Comptroller under Section 334.044(29), F.S., or by the Department of Financial Services under Section 215.422(14), Florida Statutes (F.S.).

13. The COMPANY shall provide quantifiable, measurable, and verifiable units of deliverables. Each deliverable must specify the required minimum level of service to be performed and the criteria for evaluating successful completion. The services to be performed and the quantifiable, measurable, and verifiable units of deliverables are described more fully in Exhibit “A” and in the Railroad Change Orders to be issued by the DEPARTMENT.

Deliverables must be received and accepted in writing by the Contract Manager prior to payments.

14. Bills for fees or other compensation for services or expenses shall be submitted in detail sufficient for a proper pre-audit and post-audit thereof.

15. Bills for travel expenses specifically authorized in this agreement shall be submitted and paid in accordance with DEPARTMENT Rule 14-57.011 "Public Railroad-Highway Grade Costs" and the Federal Highway Administration Federal-Aid Policy Guide, Subchapter B, Part 140, Subpart I "Reimbursement for Railroad Work."

16. In accordance with Section 215.422, Florida Statutes, the following information is provided:

Contractors providing goods and services to the DEPARTMENT should be aware of the following time frames.

Upon receipt, the DEPARTMENT has five (5) working days to inspect and approve the goods and services, unless the Agreement specifies otherwise. The DEPARTMENT has 20 days to deliver a request for payment (voucher) to the Department of Financial Services. The 20 days are measured from the latter of the date the invoice is received or the goods or services are received, inspected and approved.

If a payment is not available within 40 days, a separate interest penalty at a rate as established pursuant to Section 215.422(3)(b), Florida Statutes, will be due and payable, in addition to the invoice amount, to the Contractor. Interest penalties of less than one (1) dollar will be not be enforced unless the Contractor requests payment. Invoices which have to be returned to a Contractor because of Contractor preparation errors will result in a delay in the payment. The invoice payment requirements do not start until a properly completed invoice is provided to the DEPARTMENT.

A Vendor Ombudsman has been established within the Department of Financial Services. The duties of this individual include acting as an advocate for contractors/vendors who may be experiencing problems in obtaining timely payment(s) from a state agency. The Vendor Ombudsman may be contacted at (850) 413-5516 or by email at FLW9@myfloridacfo.com.

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17. In the event this contract is for services in excess of TWENTY FIVE THOUSAND DOLLARS ($25,000.00) and a term for a period of more than one year, the provisions of Section 339.135(6)(a), Florida Statutes, are hereby incorporated:

The DEPARTMENT, during any fiscal year, shall not expend money, incur any liability, or enter into any contract which, but its terms, involves the expenditure of money in excess of the amounts budgeted as available for expenditure during such fiscal year. Any contract, verbal or written, made in violation of this subsection is null and void, and no money may be paid on such contract. The DEPARTMENT shall require a statement from the Comptroller of the DEPARTMENT that such funds are available prior to entering into any such contract or other binding commitment of funds. Nothing herein contained shall prevent the making of contracts for periods exceeding one year, but any contract so made shall be executory only for the value of the services to be rendered or agreed to be paid for in succeeding fiscal years; and this paragraph shall be incorporated verbatim in all contracts of the DEPARTMENT which are for an amount in excess of TWENTY FIVE THOUSAND DOLLARS ($25,000.00) and which have a term for a period of more than one year.

18. In accordance with Section 287.133 (2)(a), Florida Statutes, the following provision is included in this Agreement.

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 in s.287.017 for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list.

19. In accordance with Section 287.134(2)(a), Florida Statutes, the following provisions are included in this agreement:

An entity or affiliate who has been placed on the discriminatory vendor list 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.

20. The DEPARTMENT'S obligation to pay under this contract is contingent upon an annual appropriation by the Florida Legislature in accordance with Section 287.0582, Florida Statutes.

21. COMPANY shall:

1. utilize the U.S. Department of Homeland Security's E-Verify System to verify the employment eligibility of all new employees hired by the COMPANY during the term of the contract; and

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2. expressly require any subcontractors performing work or providing services pursuant to the state contract to likewise utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the subcontractor during the contract term.

3. use steel and iron manufactured in the United States, in accordance with the Buy America provisions of 23 CFR 635.410, as amended. Ensure that all manufacturing processes for this material occur in the United States. As used in this specification, a manufacturing process is any process that modifies the chemical content, physical shape or size, or final finish of a product, beginning with the initial melting and continuing through the final shaping and coating. If a steel or iron product is taken outside the United States for any manufacturing process, it becomes foreign source material. When using steel or iron materials as a component of any manufactured product (e.g., concrete pipe, prestressed beams, corrugated steel pipe, etc.), these same provisions apply. Foreign steel and iron may be used when the total actual cost of such foreign materials does not exceed 0.1% of the total Contract amount or $2,500, whichever is greater. These requirements are applicable to all steel and iron materials incorporated into the finished work but are not applicable to steel and iron items that the COMPANY uses but does not incorporate into the finished work. Submit a certification from the manufacturer of steel or iron, or any product containing steel or iron, stating that all steel or iron furnished or incorporated into the furnished product was produced and manufactured in the United States or a statement that the product was produced within the United States except for minimal quantities of foreign steel and iron valued at $ (actual cost). Submit each such certification to the Engineer prior to incorporating the material or product into the project.

Prior to the use of foreign steel or iron materials on a project, submit invoices to document the actual cost of such material, and obtain the Engineer's written approval prior to incorporating the material into the project; and

4. comply with all the requirements imposed by Title VI of the Civil Rights Act of 1964, the regulations of the U.S. Department of Transportation issued thereunder, and the assurance by the COMPANY pursuant thereto. The COMPANY shall include the attached Title VI / Nondiscrimination Assurance in all contracts with consultants and contractors performing work on the Project that ensure compliance with Title VI of the Civil Rights Act of 1964, 49 C.F.R. Part 21, and related statutes and regulations.

22. It is understood and agreed by the parties to this Agreement that if any part, term, or provision of this Agreement is held illegal by the courts or in conflict with any law of the State of Florida, the validity of the remaining portions or provisions shall not be affected, and the rights and obligations of the parties shall be construed and enforced as if the Agreement did not contain the particular part, term, or provision held to be invalid.

23. Any questions or matters arising under this Agreement as to validity, construction, enforcement, performance, or otherwise, shall be determined in accordance with the laws of the State of Florida. Venue for any action arising out of or in any way related to this Agreement shall lie exclusively in a state court of appropriate jurisdiction in Leon County, Florida.

successors in interest as evidenced by their signatures and lawful executions below.

26. A modification or waiver of any of the provisions of this Agreement shall be effective only if made in writing and executed with the same formality as this Agreement.

24. The parties agree to bear their own attorney's fees and costs with respect to this Agreement.

25. The parties agree that this Agreement is binding on the parties, their heirs-at-law, and their assigns and

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28. The COMPANY shall comply with Chapter 119, Florida Statutes. Specifically, the COMPANY shall:

1. Keep and maintain public records required by the DEPARTMENT to perform the service.

2. Upon request from the DEPARTMENT’s custodian of public records, provide the DEPARTMENT with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law.

3. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Agreement term and following completion of the Agreement if the COMPANY does not transfer the records to the DEPARTMENT.

4. Upon completion of the Agreement, transfer, at no cost, to the DEPARTMENT, all public records in possession of the COMPANY or keep and maintain public records required by the DEPARTMENT to perform the service. If the COMPANY transfers all public records to the DEPARTMENT upon completion of the Agreement, the COMPANY shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the COMPANY keeps and maintains public records upon completion of the Agreement, the COMPANY shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the DEPARTMENT, upon request from the DEPARTMENT’s custodian of public records, in a format that is compatible with the information technology systems of the

DEPARTMENT.

Failure by the COMPANY to comply with Chapter 119, Florida Statutes, shall be grounds for immediate unilateral cancellation of this Agreement by the DEPARTMENT.

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IF THE COMPANY HAS QUESTIONS REGARDING THE APPLICATION OF

CHAPTER 119, FLORIDA STATUTES, TO THE COMPANY’S DUTY TO

PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT

THE CUSTODIAN OF PUBLIC RECORDS AT:

Central Office 850-414-5355 COprcustodian@dot.state.fl.us Office of the General Counsel Florida Department of Transportation 605 Suwannee Street, MS 58 Tallahassee, Florida 32399-0458

29. The DEPARTMENT and the COMPANY acknowledge and agree to the following:

1. The COMPANY shall utilize the U.S. Department of Homeland Security’s E-Verify system to verify the employment eligibility of all new employees hired by the COMPANY during the term of the contract;

and

2. The COMPANY shall expressly require any contractors and subcontractors performing work or providing services pursuant to the state contract to likewise utilize the U.S. Department of Homeland Security’s E-Verify system to verify the employment eligibility of all new employees hired by the contractor or subcontractor during the contract term.

30. Pursuant to Section 216.347, Florida Statutes, the COMPANY may not expend any State funds for the purpose of lobbying the Legislature, the judicial branch, or a state agency.

31. The Parties agree to comply with Section 20.055(5), Florida Statutes, and to incorporate in all subcontracts the obligation to comply with Section 20.055(5), Florida Statutes.

The remainder of this page left intentionally blank.

mailto:COprcustodian@dot.state.fl.us

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EXHIBIT A

PROJECT DESCRIPTION AND RESPONSIBILITIES

Description of services and deliverables: “Flagging services” means work performed by a Flagman, as defined by 49 C.F.R 214.7, which includes directing or restricting the movement of trains past a point on the track to provide on-track safety for roadway workers, while engaged solely in performing that function. “Watchman services” means work performed by a Watchman, as defined by 49 C.F.R. 214.7, which includes providing warning to roadway workers of approaching trains or on-track equipment.

COMPANY shall perform watchman and/or flagging services in association with the Project as described below in accordance with this Agreement and all Railroad Change Orders that the DEPARTMENT issues to request the specific work by the COMPANY.

The watchman and/or flagging services shall be performed in accordance with all applicable federal, state and local laws, rules, and regulations. All Watchmen and Flagmen shall be qualified and trained in accordance with all applicable federal, state, and local laws, rules, and regulations.

Project description: Resurfacing adjacent to and within CSX Right of Way

Financial Project Number Road Name or Number County Name At or Near (Location Description)

Plan Sheet No.

(Applicable Plan Sheets attached to this Exhibit “A”)

441659-1-57-01 US 41/SR 45 Pasco Land O' Lakes, FL 27-59

Flagging and watchman work rates:

Based on selection of Railroad Company (Paragraph 1) the following unit prices (per hour rates) will be populated into a table below.

RAILROAD COMPANY

UNIT PRICE PER HOUR FOR

RAILROAD COMPANY

Daytime Nighttime Overtime Weekend CSX Transportation, INC.

Exhibit D Roadway Crossing # Railroad MP ROW #

Private Road 624937F SR 827.60 N/A

Dale Mabry Highway 624936Y SR 827.39 14040-2201

Dale Mabry Highway 624935S SR 827.27 14040-2201

Private Road (Cox Lumber) 621433V SR 826.74 N/A

Morgan Road 624932W SR 826.40 14500-N/A

SR 54 624933D SR 826.87 14570-2250

Leonard Road 624934K SR 827.07 14717-N/A

Wal-Mart Way 624939U SR 827.93 14000-N/A