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725-030-06
<br />PUBLIC TRANSPORTATION
<br />OGC - 12/14
<br />Page 8 of 14
<br />7.22 Litigation: There is then pending litigation with respect to the performance by the Agency of any of its duties
<br />or obligations which may jeopardize or adversely affect the project, the Agreement, or payments to the project;
<br />7.23 Approval by Department: The Agency shall have taken any action pertaining to the project which, under
<br />this agreement, requires the approval of the Department or has made related expenditures or incurred related
<br />obligations without having been advised by the Department that same are approved;
<br />7.24 Conflict of Interests: There has been any violation of the conflict of interest provisions contained herein;
<br />7.25 Default: The Agency has been determined by the Department to be in default under any of the
<br />provisions of the Agreement; or
<br />7.26 Federal Participation (If Applicable): Any federal agency providing federal financial assistance to the
<br />project suspends or terminates federal financial assistance to the project. In the event of suspension or termination of
<br />federal financial assistance, the Agency will reimburse the Department for all disallowed costs, including any and all
<br />federal financial assistance as detailed in Exhibit "B."
<br />7.30 Disallowed Costs: In determining the amount of the payment, the Department will exclude all projects costs
<br />incurred by the Agency prior to the effective date of this Agreement, after the expiration date of this Agreement, costs
<br />which are not provided for in the latest approved scope and budget for the project, and costs attributable to goods or
<br />services received under a contract or other arrangements which have not been approved by the Department
<br />and costs invoiced prior to receipt of annual notification of fund availability.
<br />7.40 Payment Offset: If, after project completion, any claim is made by the Department resulting from an audit
<br />or for work or services performed pursuant to this agreement, the Department may offset such amount from payments
<br />due for work or services done under any public transportation joint participation agreement which it has with the Agency
<br />owing such amount if, upon demand, payment of the amount is not made within sixty (60) days to the Department.
<br />Offsetting amounts shall not be considered a breach of contract by the Department.
<br />8.00 Termination or Suspension of Project:
<br />8.10 Termination or Suspension Generally: If the Agency abandons or, before completion, finally discontinues
<br />the project; or if, by reason of any of the events or conditions set forth in Sections 7.21 to 7.26 inclusive, or for any other
<br />reason, the commencement, prosecution, or timely completion of the project by the Agency is rendered improbable,
<br />infeasible, impossible, or illegal, the Department will, by written notice to the Agency, suspend any or all of its
<br />obligations under this Agreement until such time as the event or condition resulting in such suspension has ceased or
<br />been corrected, or the Department may terminate any or all of its obligations under this Agreement.
<br />8.11 Action Subsequent to Notice of Termination or Suspension. Upon receipt of any final termination or
<br />suspension notice under this paragraph, the Agency shall proceed promptly to carry out the actions required therein
<br />which may include any or all of the following: (1) necessary action to terminate or suspend, as the case may be, project
<br />activities and contracts and such other action as may be required or desirable to keep to the minimum the costs upon the
<br />basis of which the financing is to be computed; (2) furnish a statement of the project activities and contracts, and other
<br />undertakings the cost of which are otherwise includable as project costs; and (3) remit to the Department such portion of
<br />the financing and any advance payment previously received as is determined by the Department to be due under the
<br />provisions of the Agreement. The termination or suspension shall be carried out in conformity with the latest schedule,
<br />plan, and budget as approved by the Department or upon the basis of terms and conditions imposed by the Department
<br />upon the failure of the Agency to furnish the schedule, plan, and budget within a reasonable time. The approval of a
<br />remittance by the Agency or the closing out of federal financial participation in the project shall not constitute a waiver of
<br />any claim which the Department may otherwise have arising out of this Agreement.
<br />8.12 The Department reserves the right to unilaterally cancel this Agreement for refusal by the contractor
<br />or Agency to allow public access to all documents, papers, letters, or other material subject to the provisions of Chapter
<br />119, F.S. and made or received in conjunction with this Agreement.
<br />9.00 Audit and Inspection: The Agency shall permit, and shall require its contractors to permit, the
<br />Department's authorized representatives to inspect all work, materials, payrolls, records; and to audit the books, records
<br />and accounts pertaining to the financing and development of the project.
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