2003-012 To authorize the execution of an Agreement between the Township of Oro-Medonte and Her Majesty, The Queen in Right of Ontario, as represented by the Associate Minister of Municipal Affairs and Housing
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THE CORPORATION OF THE TOWNSHIP OF ORO-MEDONTE
BY-LAW NO. 2003-012
BEING A BY-LAW TO AUTHORIZE THE EXECUTION OF AN AGREEMENT
BETWEEN THE TOWNSHIP OF ORO-MEDONTE
AND HER MAJESTY, THE QUEEN IN RIGHT OF ONTARIO, AS REPRESENTED
BY THE ASSOCIATE MINISTER OF MUNICIPAL AFFAIRS AND HOUSING
WHEREAS the Township of Oro-Medonte has chosen to apply for, and has received
approval for funding under the Ontario Small Town and Rural Development COSTAR)
Infrastructure Initiative CSuperBuild) to comply with the Drinking Water Protection
Regulation or Orders from the Ministry of the Environment;
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AND WHEREAS The Municipal Act, 5.0. 2001, c.25, Section 130, authorizes the
Council of a Municipality to enact a by-law for entering into an agreement with respect
to the health, safety and well-being of the inhabitants of the municipality;
AND WHEREAS the Council of the Township of Oro-Medonte deems it necessary and
desirable to pass a By-law to authorize the Mayor and Clerk to execute an agreement
with Her Majesty, the Queen in Right of Ontario, as represented by the Associate
Minister of Municipal Affairs and Housing to address public health and safety issues;
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NOW THEREFORE the Council for The Corporation of the Township of Oro-Medonte
hereby enacts as follows:
1. THAT the Mayor and Clerk are hereby authorized to sign an agreement between
the Corporation of the Township of Oro-Medonte and Her Majesty, The Queen in
Right of Ontario, as represented by the Associate Minister of Municipal Affairs
and Housing, said agreement attached hereto as Schedule 'A' and forming part of
this by-law.
THAT this by-law come into full force and effect upon final passing thereof.
2.
BY-LAW READ A FIRST AND SECOND TIME THIS 19TH DAY OF FEBRUARY,
2003.
BY-LAW READ A THIRD AND FINAL TIME THIS 19TH DAY OF FEBRUARY,
2003.
THE CORPORATION OF THE TOWNSHIP OF ORO-MEDONTE
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Schedule A to
By-law 2003-012
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Water
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TIllS AGREEMENT made in quadruplicate as of the .1.2.Lhday of February
, ~002. 2003.
BETWEEN:
HER MAJESTY THE QUEEN IN RIGHf OF ONTARIO
as represented by the Associate Minister of Municipal Affairs and Housing
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referred to herein as the "Ministry"
AND:
THE CORPORATION OF THE TOWNSRJP OF ORO-:M:EDONTE
referred to herein as the "Recipient"
WHEREAS the Government of Ontario through its Ontario SuperBuild Corporation
("SuperBuild") is investing in Ontario's infrastructure;
AND WHEREAS the purpose of the SuperBuild OSTAR Infrastructure Initiative is to improve
the quality of infrastructure in Ontario's small towns, rural communities and small cities;
AND WHEREAS the priority for Round 1 of OST AR is addressing public health and safety
Issues;
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AND WHEREAS SuperBuild's objectives for the OSTAR Infrastructure Initiative include
addressing infrastructure investment needs, including public health and safety priorities,
investing in strategic infrastructure projects that support rural and urban economic development,
finding new and better ways to finance and deliver infrastructure, including greater use of public-
private partnerships and improving infrastructure planning and management;
AND WHEREAS Round 1 consists of two options. Under Option 1, Recipients may choose to
apply for funding to comply with the Drinking Water Protection Regulation Onto Reg. 459/00
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made pursuant to the Ontario Water Resources Act, R.S.O. 1990, Chap. 0.40 or with orders from
the Ministry of the Environment and Energy for capital works that go beyond the current
Certificate of Approval for water treatment facilities. Under Option 2, Recipients that are in
compliance with or have committed to be in compliance, with the Drinking Water Protection
Regulation Ont. Reg. 459/00 made pursuant to the Ontario Water Resources Act, R.S.O. 1990,
Chap. 0.40 or with orders from the Ministry of the Environment and Energy may apply for
funding for other infrastructure projects to address public health and safety issues;
AND WHEREAS the purpose of the Canada-Ontario Infrastructure Program is to improve
urban and rural municipal infrastructure in Canada and Ontario through investments that enhance
the quality of Canada's environment, support long-term economic growth, improve community
infrastructure and build 21 st century infrastructure through best technologies, new approaches
and best practices;
AND WHEREAS the Recipient has chosen to apply for Financial Assistance for the capital
work to meet the health-based standards and minimum level of treatment requirements;
AND WHEREAS this Agreement defines the terms and conditions of a financial contribution to
assist with the Project; and
AND WHEREAS the OST AR Infrastructure Initiative is being administered by the Ministry;
NOW THEREFORE in consideration of the mutual covenants and agreements herein contained
and other good and valuable consideration (the receipt and sufficiency of which is hereby
acknowledged), the parties covenant and agree as follows:
This Agreement, including:
Schedule "A" - General Terms and Conditions
Schedule "B" - Description of the Project
Schedule "C" - Eligible Costs
Schedule "D" - Budget
Schedule "E" - Project Schedule (Milestones)
Schedule "F' -Financial Assistance
Schedule "G" - Federal Requirements
Schedule "ff' - Additional Provisions
Schedule "I" - Communications Requirements
Schedule "J" - Final Cost Summary
constitutes the entire agreement between the parties with respect to the subject matter contained
in this Agreement and supersedes all prior oral or written representations and agreements.
IN WITNESS WHEREOF, the Ministry and the Recipient have respectively executed and
delivered this Agreement on the date set out above.
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Seal
HER MAJESTY THE QUEEN IN RIGHT
OF ONTARIO as represented by the Associate Minister
of Municipal Affairs and H .
Date
Name:
Title: Associate Minister (Rural Affairs)
MUNICIPALITY NAME:
THE CORPORATION OF THE TOWNSHIP OF
ORO-MEDONTE
Name: Mar' lyn Pennyc ok
Title: Clerk
IIwe have authority to bind the Recipient
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SCHEDULE "A"
GENERAL TERMS AND CONDITIONS
SECTION 1
DEFINITIONS AND INTERPRETATION
1.1 Definitions. When used in this Agreement (including the cover and execution pages and all
of the schedules), the following terms shall have the meanings ascribed to them below unless
there is something in the subject matter or context inconsistent therewith:
"Act" means Freedom of Information and Protection of Privacy Act (Ontario).
"Adjust the Financial Assistance" means adjust the amount of the Financial Assistance on the
Project or the amount of financial assistance for any other project(s) of the Recipient under any
round of the OSTAR Infrastructure Initiative, or any other provincial program(s) (either current
or future), and/or require repayment for some or all of the Financial Assistance of the Project in
an amount to be determined by the Ministry and within the period specified by the Ministry.
"Agreement" means this agreement, including the cover and execution pages and all of the
schedules hereto, and all amendments made hereto in accordance with the provisions hereof.
"Allowable Financial Assistance" has the meaning given to it in Section 8.1 of this Agreement.
"Budget" means the Project budget set out in Schedule "D" hereto.
"Business Day" means any day on which Government of Ontario offices generally are open for
business in the Province of Ontario.
"Communication Requirements" means the communication requirements set out in Schedule
"f' hereto, or as directed by the Ministry from time to time.
"Consultant" means any consultant, engineer, contractor, project manager, architect or other
service provider, as the case may be, retained by the Recipient to undertake any part of the work
related to the Project.
"Crown Agency" means a crown agency as defined in the Crown Agency Act (Ontario).
"Eligible Cost" has the meaning given to it in Section 3 of this Agreement and Schedule "C"_
"End of Financial Assistance Date" means March 31, 2007.
"Environmental Contaminant" means any hazardous or toxic substance or material including,
without limitation, products of waste, contaminants, pollutants, dangerous substances, noxious
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substances, toxic substances, hazardous wastes and flammable, explosive or improperly handled
friable materials.
"Environmental Laws" means all applicable federal, provincial or municipal laws, regulations,
by-laws, orders, rules, policies or guidelines respecting the protection of the natural environment,
public or occupational health or safety, and the manufacture, importation, handling,
transportation, storage, disposal and treatment of Environmental Contaminants and include,
without limitation, the Environmental Protection Act (Ontario), the Environmental Assessment
Act (Ontario), the Ontario Water Resources Act, the Canadian Environmental Protection Act
1999, the Canadian Environmental Assessment Act, the Fisheries Act (Canada) and the
Navigable Waters Protection Act (Canada).
"Event of Default" has the meaning given to it in Section 15 of this Agreement.
"Expiration Date" means March 31, 2007.
"Federal Maximum Financial Assistance" has the meaning set out in Schedule "F' hereto.
"Federal Share" has the meaning set out in Schedule "F' hereto.
"Final Report" has the meaning given in section 6.2 of this Agreement.
"Final Report Date" means December 31, 2006.
"Financial Assistance" means the funds to be advanced by the Ministry to the Recipient
pursuant to this Agreement.
"Fiscal Year" means the period beginning on April 1 of a year and ending on March 31 of the
following year.
"Generally Accepted Accounting Principles" means Canadian Generally Accepted Accounting
Principles as adopted by the Canadian Institute of Chartered Accountants, applicable as at the
date on which such calculation is made or required to be made in accordance with Generally
Accepted Accounting Principles.
"Licensed Marks" has the meaning given to it in Section 13 of Schedule "A" and Section 7 of
Schedule "G" (where applicable) to this Agreement.
"Maximum Financial Assistance" has the meaning set out in Schedule "F' hereto.
"Ministry" has the meaning given to it on the first page of this Agreement.
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"Municipality" means a municipality as defined in the Planning Act (Ontario) and also includes
local services boards as defined in the Northern Services Boards Act (Ontario), public utility
commissions as defined in the Public Utilities Act (Ontario) and other appropriate local
authorities in unorganized areas.
"Ontario Maximum Financial Assistance" has the meaning set out in Schedule "F' hereto.
"Ontario Share" has the meaning set out in Schedule "F' hereto.
"OST AR Infrastructure Initiative" has the meaning given to it on the first page of this
Agreement.
"Payment Certifier" means a payment certifier as defined in the Construction Lien Act
(Ontario).
"Procurement Policies" means the Ontario Government policies and directives in effect from
time to time respecting the procurement of equipment, services and supplies, including
construction, applicable to Ontario Government ministries and Crown Agencies and the Broader
Public Sector (as defined from time to time in the procurement policies).
. "Progress Report" has the meaning given to it in Section 6.1 of this Agreement.
"Project" means the project described in Schedule "B" hereto.
"Project Schedule" means the schedule set out in Schedule "E" hereto.
"Recipient" has the meaning given to it on the first page of this Agreement.
"Senior Government Share" has the meaning set out in Schedule "F' hereto.
"Substantially Performed" has the meaning set out in and shall be detennined in accordance
with subsection 2(1) of the Construction Lien Act (Ontario).
"SuperBuild" has the meaning given to it on the first page of this Agreement.
"Total Eligible Costs" has the meaning set out in Schedule "F' hereto.
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"Trade Agreements" means the Agreement on Internal Trade and the Agreement on the Opening of
Public Procurement for Ontario and Quebec, and all amendments to those agreements.
1.2 Herein, etc. The words "herein", "hereof' and "hereunder" and other words of similar
import refer to this Agreement as a whole and not to any particular schedule, article,
section, paragraph or other subdivision of this Agreement.
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1.3
Currency. Any reference to currency is to Canadian currency and any amount advanced,
paid or calculated is to be advanced, paid or calculated in Canadian currency.
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1.4
Statutes. Any reference to a statute is to such statute and to the regulations made
pursuant to such statute as such statute and regulations may at any time be amended or
modified and in effect and to any statute or regulations that may be passed that have the
effect of supplementing or superseding such statute or regulations.
1.5 Gender, singular, etc. Words importing the masculine gender include the feminine or
neuter gender and words in the singular include the plural, and vice versa.
SECTION 2
TERM OF AGREEMENT
2.1 Term. Subject to any extension or termination of this Agreement or the survival of any of
the provisions of this Agreement pursuant to the provisions contained herein, this
Agreement shall be in effect from the date set out on the first page of this Agreement, up to
and including the Expiration Date.
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2.2 End of Financial Assistance Date. Notwithstanding anything in this Agreement and no
matter what the state of completion of the Project, the Ministry shall not be obligated to
provide Financial Assistance under this Agreement after the End of Financial Assistance
Date.
SECTION 3
ELIGIBLE COSTS
3.1 Eligible Costs. In order for a cost or expenditure to be eligible for Financial Assistance
(an "Eligible Cost") pursuant to this Agreement, the cost or expenditure must:
a) be reasonable;
b) be directly related to the Project described in Schedule "B". For greater certainty,
where Schedule "B" identifies a portion of the works that are specifically excluded from
the description of the Project under this Agreement, the costs associated with that portion
of the works are not eligible;
. c) be specifically identified in the Budget;
d) be a cost or expenditure that would not otherwise have been incurred by the Recipient;
e) have been incurred after August 10,2000 for the Ontario Share of Financial Assistance
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and after October 25, 2000 for the Federal Share of Financial Assistance and in both
cases no later than March 31, 2006, except where otherwise expressly approved by the
Ministry; and
f) be an actual cash outlay to third parties at arm's length from the Recipient for work
actually performed that can be documented through paid invoices or receipts.
3.2 Discretion of Ministry. The eligibility of any items not listed in Schedule "C" to this
Agreement will be determined in accordance with the Ministry policies and guidelines.
The final eligibility of items claimed is at the sole discretion of the Ministry. The
Recipient should consider consulting with Ministry staff when in doubt over specific
items prior to making expenditures.
3.3 Retention of Receipts. The Recipient shall retain all evidence (such as invoices, receipts,
etc.) of payment related to Eligible Costs and such supporting documentation must be
available to the Ministry when requested and maintained by the Recipient for audit
purposes.
3.4
Ineligible Costs. Notwithstanding anything else contained herein, the following costs
and expenditures are not eligible for Financial Assistance pursuant to this Agreement:
a) any portion of the works which, in the opinion of the Ministry, does not relate to the
infrastructure problems that cause an immediate and serious issue for human health or the
environment (for example, costs related to accommodating growth are not eligible);
b) costs claimed under another Ministry or federal contribution program, provincial
contribution program or joint federal/provincial contribution programs except for claims
to the Northern Ontario Heritage Fund Corporation; and
c) costs claimed on another project under the OST AR Infrastructure Initiative. Costs
applicable to more than one project must be split or prorated.
3.5 Deemed ineligible. The Recipient acknowledges that the Ministry's fiscal year ends on
March 31 in each year, and that should an Eligible Cost not be submitted by the Recipient
for payment of Financial Assistance before March 31 of the year following the fiscal year
in which it was incurred, such Eligible Cost shall be deemed ineligible for Financial
Assistance.
3.6
Clarification. For clarity, the Recipient hereby expressly acknowledges that the inclusion
of an item in the Budget does not necessarily mean that such item is an Eligible Cost.
Where there is a conflict between the Budget and this Article, the provisions of this
Article shall prevail.
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SECTION 4
FINANCIAL ASSISTANCE
4.1
Use of Financial Assistance. The Financial Assistance is intended for and shall be used
only for Eligible Costs.
4.2
Basis of pay-out of Financial Assistance. The Financial Assistance will be provided by
the Ministry to the Recipient on the basis set out in Schedule "F'.
4.3
Funds advanced. If Financial Assistance is provided by the Ministry prior to the
Ministry receiving evidence that the associated Eligible Costs have already been paid by
the Recipient, then such Financial Assistance, including all interest earned thereon,
remains the property of the Ministry and must be held by the Recipient in an interest
bearing account pending payment of Eligible Costs. Without limitation, any payment of
Financial Assistance that is made to the Recipient without the requirement of the
Recipient first providing the Ministry with either a Progress Report or a Final Report
must meet the requirements of this Section.
4.4
Maximum Financial Assistance. The total amount of Financial Assistance provided to
the Recipient shall in any event be no greater than the Maximum Financial Assistance.
4.5 Excess funds. Where actual costs are lower or appear likely to be lower than the total
eligible expenditures identified in the Budget, or where additional funding is secured
from other government sources such that the funds available to the Recipient for the
Project (other than the Financial Assistance) exceed the Maximum Financial Assistance,
the Recipient shall immediately notify the Ministry. The Ministry may, in its sole
discretion, Adjust the Financial Assistance on the Project.
4.6 Interdependent projects. Where implementation of the Project is dependent on
completion of a project by others and the interdependent project is not completed by
others in whole or in part, the Ministry may, in its sole discretion, Adjust the Financial
Assistance for the Project.
4.7 Recipient not carrying out Project. The Recipient shall immediately notify the Ministry
if it does not intend to carry out the Project in whole or in part as specified in Schedule
"B" in which case the Ministry may, in its sole discretion, Adjust the Financial
Assistance for the Project.
4.8
New Information. In the event of new information, errors, omissions or other
circumstances affecting the determination of the amount of Financial Assistance under
this Agreement, the Ministry may, in its sole discretion, Adjust the Financial Assistance
for the Project.
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4.9
Alternatives to Project. If the Recipient becomes aware of any alternatives to the Project
that are more cost effective (for example, an area/joint servicing scheme), the Recipient
shall immediately notify the Ministry, in which case the Ministry may, in its sole
discretion, Adjust the Financial Assistance. Likewise, if the Ministry becomes aware of
any alternatives to the Project that are more cost effective, the Recipient will be notified
and the Ministry may, in its sole discretion, Adjust the Financial Assistance.
4.10 GST. The Financial Assistance is based on the net amount of goods and services tax to
be paid by the Recipient pursuant to the Excise Tax Act (Canada), net of any applicable
rebates.
4.11 Withholding payment. The Ministry may, in its sole discretion, withhold payment of
Financial Assistance where the Recipient is in default in obtaining any necessary pennits,
approvals or licenses applicable to the Project or is in default of compliance with any
provisions of this Agreement or any applicable legislation.
4.12 Insufficientfunds provided by the Legislature. If, in the opinion of the Ministry, the
Legislative Assembly of Ontario does not provide sufficient funds to continue the
Financial Assistance for any fiscal year during which this Agreement is in effect, the
Ministry may tenninate this Agreement in accordance with the tenns specified in Section
15.5 of Schedule "A" of this Agreement.
SECTION 5
PROJECT AWARD, MANAGEMENT AND COMPLETION
5.1 Recipient fully responsible. The Recipient shall be fully responsible for the undertaking,
implementation and completion of the Project and shall retain any and all Consultants
reasonably required to undertake a project of the size, scope and complexity of the
Project. Where implementation of the Project is dependent on completion of a project by
others, the Recipient shall be fully responsible for obtaining any assurances that it may
require from others in relation to the implementation of the Project by the Recipient.
5.2 Ministry not responsible for implementation. The Ministry shall not be responsible in
any way whatsoever for the undertaking, implementation and completion of the Project
or any interdependent project of others.
5.3
Ministry not responsible for costs. The Ministry shall not be responsible for any costs
associated with the operation, maintenance and repair of the Project nor for any claims as
arising from the tender and bidding process.
5.4 Behaviour of Recipient. The Recipient shall carry out the Project in an economical and
businesslike manner, in accordance with this Agreement and in particular, but without
limitation, in accordance with the Budget and the Project Schedule subject to any
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reasonable changes that the Ministry may agree to or require from time to time in writing.
5.5
Competitive process. The Recipient shall acquire all equipment, services and supplies
required for the Project through a competitive process that ensures the best value for
funds expended. For equipment, services and supplies the estimated cost of which
exceeds $25,000.00 the Recipient shall obtain at least three written quotes unless:
(a) the expertise the Recipient is purchasing is specialized and is not readily
available; or
(b) the Recipient has recently researched the market for a similar purchase and knows
prevailing market costs for the equipment, services or supplies purchased.
5.6 Competitive tender. Except as otherwise approved by the Ministry, all portions of the
construction component of the Project (including materials and equipment) shall be
competitively and openly tendered, as deemed by the Ministry, to competent contractors
capable of completing the construction component of the Project, and the contract will be
awarded to the lowest qualified bidder or, where the bid price is not the sole specified
selection criterion, the highest ranked bidder.
5.7
Procurement Policies and Trade Agreements. If the Recipient is subject to the
Procurement Policies, the Trade Agreements or both, it shall comply with the
requirements of the Procurement Policies and the Trade Agreements as applicable. In the
event of any conflict between the requirements of Sections 5.5 and 5.6 of this Agreement
and the Procurement Policies or the Trade Agreements, the requirements of the
Procurement Policies or the Trade Agreements shall apply.
5.8 Long-term capital management plan. The Recipient shall prepare and update annually
thereafter a long-term capital asset management plan which outlines how the Recipient
intends to meet its financial and other commitments for maintaining the asset on an
ongoing basis, including plans to recover the full operating costs through service charges
where appropriate. Upon request, the Recipient shaH provide to the Ministry a copy of
the current long-term capital management plan.
5.9
Final claims. The Recipient shall submit the final claims with the required
documentation for approval, cost reviews, audits and settlement within 3 months of
completion of the Project and no later than the Final Report Date or such longer period as
is specified in writing by the Ministry. Upon completion of the cost reviews, audits and
settlement, the Ministry shall not be obligated to consider any further claims in relation to
the Project. The Recipient shaH also submit, upon request, the required documentation
for approval, cost reviews and audits on an interim basis.
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SECTION 6
REPORTING REQUIREMENTS
6.1
Progress Reports. The Recipient shall submit progress reports (a "Progress Report")
for the Project to the Ministry from time to time, as required by Schedule "F" hereto, or,
as requested by the Ministry, in a form satisfactory to the Ministry and the Recipient shall
follow such administrative procedures as are specified from time to time by the Ministry.
For bridge infrastructure projects, additional submissions are required during the design
phase of the Project, as described in Schedule "F". All progress reports shall be in a form
satisfactory to the Ministry and shall include:
a) a detailed description of the progress of the Project to the date of the report;
b) particulars of how the Communication Requirements have been implemented or
applied;
c) an interim unaudited financial statement showing Project expenditures and revenue,
prepared by a qualified person;
d) a certificate by a Payment Certifier or the chief financial officer of the Recipient
certifying the percentage of the Project completed;
e) an invoice summary, in the form prescribed by the Ministry;
f) when requested, all original invoices and receipts for the Project;
g) details of any variance from the Project, the Budget and/or the Project Schedule; and
h) any other information respecting the Project that may be requested by the Ministry.
6.2 Final Report. Within three months of the Project becoming Substantially Performed and
no later than the Final Report Date or such longer period as is specified in writing by the
Ministry, the Recipient shall submit a final report (the "Final Report") for the Project to
the Ministry in a form satisfactory to the Ministry and the Recipient shall follow such
administrative procedures as are specified from time to time by the Ministry. The final
report shall be in a form satisfactory to the Ministry and shall include:
a) a detailed description of the Project as completed, including photographs;
b)
particulars of how the Communication Requirements have been implemented or
applied;
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c)
a final unaudited financial statement showing Project expenditures and revenue,
prepared by a qualified person;
d)
a certificate by a Payment Certifier or the chief financial officer of the Recipient
certifying that the Project has been Substantially Performed;
e) an invoice summary, in the form prescribed by the Ministry;
f) a final cost summary in the form appended as Schedule J hereto;
g) when requested, all original invoices and receipts for the Project;
h) details of any variance from the Project, the Budget and/or the Project Schedule;
and
i) any other information respecting the Project that may be requested by the
Ministry, including, but not limited to, audited financial statements.
6.3 Final claims. Upon receipt of the Final Report, the Ministry shall not be obligated to
consider any further claims in relation to the Project.
Fiscal year-end report. Within 30 days of March 31 of each year in which Eligible Costs
are incurred, the Recipient shall provide to the Ministry an accounting of all Eligible
Costs incurred in the twelve months up until March 31.
6.5 Subsequent report. Within 18 months and no earlier than 12 months from the Project
becoming Substantially Performed, the Recipient shall provide to the Ministry a report
indicating how the Project's objectives identified in the OSTAR Initiative, Round 1
application process have been achieved.
SECTION 7
RECORDS AND AUDIT
7.1
Separate records. The Recipient shall maintain separate records and documentation for
the Project and keep all records and documentation for 3 years after the final settlement
of accounts referred to in section 5.9 of Schedule "A" of this Agreement. Upon request,
the Recipient shall submit all records and documentation relating to the Project including,
but not limited to, work authorizations, invoices, time sheets, payron records, estimates
and actual cost of the activities carried out pursuant to this Agreement, together with
tenders and proposals, final measurements, payment certificates, change orders,
correspondence, memoranda, contracts and amendments thereto which shall be
maintained in accordance with Generally Accepted Accounting Principles.
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7.2
7.3
7.4
7.5
Provide records to Ministry. The Recipient shall make available and provide, upon
request, at the Recipient's expense (including but not limited to photocopying, electronic
media, transportation and postage, associated staff time, information retrieval and other
office expenses) all records and documentation (including invoice summaries and
certified statement of final costs) of the Recipient and its auditors, contractors, project
managers and consultants relating to the Project or any other project(s) of the Recipient
under any round of the OST AR Infrastructure Initiative, or any other provincial
program(s), for the purposes of cost reviews, audits and settlement, as deemed by the
Ministry, of the Project or any other project(s) of the Recipient under any round of the
OSTAR Infrastructure Initiative, or any other provincial program(s); such material to be
provided to the Ministry and other ministries of the Province of Ontario as may be
requested from time to time, all in a form and manner satisfactory to the Ministry and
other ministries of the Province of Ontario, as applicable.
External auditor. The Ministry may require the assistance of an external auditor to carry
out an audit of the material referred to in Sections 7.1 and 7.2 of Schedule "A" of this
Agreement. If so, the Recipient shall, upon request, retain an external auditor acceptable
to the Ministry. The Recipient shall ensure that any auditor who conducts an audit
pursuant to this section of the Agreement or otherwise, provides a copy of the audit report
to the Ministry for its consideration at the same time that the audit report is given to the
Recipient.
Information. The Recipient shall supply, upon request, such information in respect of
the Project and its results including without limitation all contracts and agreements
related to the Project and all plans and specifications related to the Project, as the
Ministry may require. The Ministry, its agents and employees, including the Provincial
Auditor's Office, shall be allowed access to the Recipient's premises and staff and to the
site to (i) inspect the progress and monitor the Project; (ii) perform cost reviews and
audits on the Project; and (iii) confirm the results of the Project in teITIlS of resolving the
infrastructure problems that cause an immediate and serious problem for human health or
the environment.
Information condition precedent for payment. If, in the opinion of the Ministry, any of
the information requirements of this Article are not met, the Ministry may, in its sole
discretion, require the information as a condition precedent to any payment in relation to
the Project or any other project(s) of the Recipient under any round of the OST AR
Infrastructure Initiative, or any other provincial program(s) (either current or future). In
addition, the Ministry may, in its sole discretion, Adjust the Financial Assistance for the
Project.
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8.1
8.2
8.3
9.1
SECTION 8
OVERPAYMENT
Allowable Financial Assistance. Funds advanced to the Recipient prior to settlement in
accordance with Section 5.9 of Schedule "A" of this Agreement shall not be construed as
a final detennination of the amount of Financial Assistance applicable to the Project.
Upon conducting a final cost review or audit of the Project, the Ministry will detennine
the final amount of Financial Assistance on the Project (the "Allowable Financial
Assistance"). The Recipient agrees to repay to the Ministry, upon receipt of a written
demand and within the period specified by the Ministry, that portion of the total of the
funds advanced that exceeds the Allowable Financial Assistance applicable to the Project,
as detennined by the Ministry, as well as any funds used for a purpose other than that
stated in the terms of this Agreement, as detennined by the Ministry.
Deduction of overpayment. The Ministry may deduct any overpayment of Financial
Assistance pursuant to Section 8.1 made on the Project from financial assistance payable
on any other project(s) of the Recipient under any round of the OST AR Infrastructure
Initiative or other provincial Initiative(s) (either current or future). Any overpayment
made on any other project(s) of the Recipient under any round of the OSTAR
Infrastructure Initiative or other provincial program(s) (either current or future) may in
turn be deducted from Financial Assistance owing on the Project.
Interest on overpayment. The Ministry reserves the right to demand interest on any
overpayment of Financial Assistance owing by the Recipient under the tel111S of this
Agreement at the then-current interest rate charged by the Province of Ontario on
accounts receivable. The Recipient shall pay the amount of interest owing upon receipt
of a written demand and within the period specified by the Ministry.
SECTION 9
INSURANCE AND BONDING
Insurance. The Recipient shall put in effect and maintain in full force and effect or
cause to be put into effect and maintained for the period during which this Agreement is
in effect, with insurers acceptable to the Ministry, all the necessary insurance that would
be considered appropriate for a prudent Recipient of this type undertaking a project
similar to the Project, including, without limitation:
a) Comprehensive General Liability Insurance to an inclusive limit of not less than five
million ($5,000,000.00) dollars per occurrence for property, damage, bodily injury and
personal injury including, at least, the following policy endorsements:
(i) Her Majesty the Queen in right of Ontario as an additional insured for the
purposes of the Project only;
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(ii) Cross Liability;
. (iii) Contractual Liability;
(iv) Independent Contractors;
(v) Products and Completed Operations;
(vi) Employer's Liability and Voluntary Compensation;
(vii) 30 day written notice of cancellation;
(viii) Tenants Legal Liability (if applicable); and
(ix) Non-owned automobile coverage with blanket contractual and physical damage
coverage for Hired Automobiles.
.
b) Property insurance to a limit commensurate to the full replacement cost value of the
asset on an "All Risks", Earthquake and flood insurance will be required only by those
municipalities in the designated Ontario earthquake zone. The policy must include the
following:
(i) Replacement Cost Value; and
(ii) Stated Amount Co-Insurance.
c) Professional/Consultants Errors & Omissions Liability Insurance, insuring liability for
errors and omissions in the perfonnance or failure to perlonn professional services
contemplated in this Agreement, in the amount of not less than $2,000,000 per claim and
in the annual aggregate.
9.2 Certificates of Insurance. Prior to any scheduled payment of Financial Assistance
pursuant to this Agreement and throughout the tenn of this Agreement, the Recipient
shall provide the Ministry with a valid Certificate of Insurance that references the Project,
confinns the above requirements and identifies major exclusions in the policy.
9.3
Preflows. Notwithstanding Sections 9.1 and 9.2, where Financial Assistance is provided
in accordance with Section 4.3 of Schedule "A" of this Agreement, a Certificate of
Insurance must be provided by the Recipient no later than 60 days after the date that the
advance was made, failing which the Ministry may Adjust the Financial Assistance.
.
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9.4
Professional Liability. The Recipient shaH provide the Ministry a copy of the policy and
any renewal or replacement certificates as may be necessary.
.
9.5
Bonding. The Recipient shall put in effect and maintain in full force and effect or cause
to be put into effect and maintained in full force and effect during the term of this
Agreement,
a) a performance bond in the amount of 100% of the contract price for any construction
contract related to the Project and which is for an amount greater than $150,000 covering
the performance of that construction contract and the correction of any deficiencies; and
b) a labour and material payment bond in the amount of 50% of the contract price for any
construction contract related to the Project and which is for an amount greater than
$150,000 covering the payment for labour, material or both.
SECTION 10
INDEMNITY
10.1
Ministry not liable. In no event shall the Ministry be liable for:
a) any bodily injury, death or property damage to the Recipient, its employees, agents, or
Consultants or for any claim, demand or action by any third party against the Recipient,
its employees, agents, or Consultants, arising out of or in any way related to this
Agreement or the Project; or
b) any incidental, indirect, special or consequential damages, or any loss of use, revenue
or profit to the Recipient, its employees, agents, or Consultants arising out of or in any
way related to this Agreement or the Project.
10.2 Recipient to indemnify. The Recipient agrees to indemnify and hold harmless Her
Majesty the Queen in right of Ontario, Her directors, officers, employees and agents from
and against all suits, judgements, claims, demands, expenses actions, causes of action and
losses (including, without limitation, reasonable legal expenses and any claim for lien
made pursuant to the Construction Lien Act (Ontario)) and for any and all liability for
damages to property and injury to persons (including death) which Her Majesty the
Queen in right of Ontario, Her directors, officers, employees and agents may incur,
otherwise than by reason of their own negligence or wilful misconduct, as a result of or
arising out of or in relation to any breach by the Recipient Of the terms of this Agreement,
or the Recipient's own negligence or wilful misconduct.
10.3 Further Indemnity. The Recipient further agrees to indemnify and hold harmless Her
Majesty the Queen in right of Ontario, Her directors, officers, employees and agents, for any
incidental, indirect, special or consequential damages, or any loss of use, revenue or profit,
which Her Majesty the Queen in right of Ontario, Her directors, officers, employees and
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agents may incur, otherwise than by reason of their own negligence or wilful misconduct, as
a result of or arising out of or in relation to any breach by the Recipient of the tenns of this
Agreement, or the Recipient's own negligence or wilful misconduct.
SECTION 11
TRANSFER OF ASSET
11.1 Transfer of ownership. The Recipient shall not transfer the ownership of all or part of
the asset established with the Financial Assistance from the Ministry. Any transfer of
ownership in contravention of this provision gives the Ministry the right to Adjust the
Financial Assistance.
11.2 Exception. Section 11.1 of this Agreement does not apply to a transfer of ownership to
another municipality, public utility commission or local services board provided that (i)
the Recipient obtains the consent of the Ministry; and (ii) the Recipient, makes
arrangements satisfactory to the Ministry regarding consent of the Ministry and the
obligation to repay the Ministry referred to in Section 11.1. Any transfer of ownership by
the Recipient in contravention of this provision does not relieve the Recipient of its
obligation under Section 11.1 to repay the Ministry for some or all of the Financial
Assistance in the amount determined by the Ministry and within the period specified by
the Ministry.
11.3 Deductionfrom Financial Assistance. The Mfuistry may deduct the amount of
Financial Assistance to be repaid under Section 11.1 from Financial Assistance payable
on any other project(s) of the Recipient under any round of the OST AR Infrastructure
Initiative or any other provincial program(s) (either current or future).
SECTION 12
CONFLICT OF INTEREST AND CONFIDENTIALITY
12.1 No conflict of interest. The Recipient and its Consultants and any of their respective
advisors, partners, directors, officers, employees, agents and volunteers shall not engage
in any activity or provide any services where such activity or the provision of such
services creates a conflict of interest (actually or potentially in the sole opinion of the
Ministry) with the provision of services under this Agreement. The Recipient
acknowledges and agrees that it shall be a conflict of interest for it to use confidential
infonnation of the Crown relevant to the Project or otherwise where the Ministry has not
specifically authorized such use.
12.2 Disclose potential conflict of interest. The Recipient shall disclose to the Ministry
without delay any actual or potential situation that may be reasonably interpreted as
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either a conflict of interest or a potential conflict of interest.
12.3
Freedom of Information and Protection of Privacy Act. The Recipient acknowledges
that the Ministry is bound by the provisions of the Act and regulations thereunder.
SECTION 13
COMMUNICATION AND RECOGNITION
13.1 Licensed Marks. The Recipient acknowledges that Her Majesty the Queen in right of
Ontario as represented by the Minister of Finance is or will be the owner of certain
distinguishing marks comprised of designs, trademarks and official marks including
without limitation "SuperBuild" and "SuperCroissance" which have come or will come
to be associated with the Province of Ontario and the SuperBuild initiative (all such
current and future marks, being the "Licensed Marks").
13.2 Acknowledgement in advertising and publicity. The Recipient agrees to acknowledge
the Financial Assistance of the Ministry through the Government of Ontario's SuperBuild
initiative to the Project in all advertising and publicity relating to the Project and in any
construction signs and in any temporary or permanent tributes to Project donors by
adhering to the Communications Requirements.
13.3 Use of Licensed Marks. In consideration of receiving the Financial Assistance, the
Recipient agrees to use the Licensed Marks as follows:
a) the Recipient agrees to strictly use the Licensed Marks only as prescribed by the
Communications Requirements and further as prescribed from time to time by the
Ministry and not to use any other mark or trademark in combination with any of the
Licensed Marks without the prior written approval of the Ministry. The Recipient agrees
that it will not alter, modify, dilute or otherwise misuse the Licensed Marks.
b) the Recipient agrees to submit to the Ministry copies of any advertisements or
promotional materials containing the Licensed Marks for Ministry's approval prior to any
use thereof and to remove therefrom either any reference to the Licensed Marks or any
element which the Ministry may from time to time upon reasonable notice designate.
c) the Recipient agrees that it will not state or imply, directly or indirectly, that the
Recipient or the Recipient's activities, other than those pennitted by this Agreement, are
supported, endorsed, or sponsored by the Ministry and upon the direction of the Ministry
shall issue express disclaimers to that effect.
d) the Recipient agrees to promptly inform the Ministry of any suspected infringement of
any Licensed Marks by a third party.
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13.4 Cease using Licensed Marks. Whether or not the Recipient is in breach of this
Agreement, forthwith upon any receipt by the Recipient of a written direction from the
Ministry, the Recipient shall cease using the Licensed Marks, and without limiting the
generality of the foregoing, will remove all signage and remove from circulation any use
or reference to the Licensed Marks.
13.5 Indemnity. The Recipient hereby indemnifies the Ministry against any and all claims for
death, illness, personal injury, property damage, improper business practices, or loss of
any kind where such claims are in whole or in part premised upon the Recipient's use of
the Licensed Marks.
SECTION 14
COVENANTS, REPRESENT A TIONS AND WARRANTIES
14.1 Covenants representations and warranties. The Recipient covenants, represents and
warrants to the Ministry that:
a) it is conducting its business in compliance with all applicable federal, provincial and
municipal laws, and all rules, regulations, by-laws, notices, orders and approvals;
b) it has authority and any necessary approval to enter into this Agreement and to carry
out its tenns;
c) it has or will apply for all permits, approvals, and licenses which are required in order
to carry out the Project including, but not limited to, any approvals lawfully required
under the Planning Act (Ontario), the Building Code Act (Ontario), the Highway Traffic
Act (Ontario), the Public Transportation and Highway Improvement Act (Ontario) and
the Bridges Act (Ontario) and the Environmental Laws;
d) it validly exists as a legal entity with full power to perfonn and observe all the tenns
and conditions of this Agreement;
e) where applicable, it has passed required by-laws to undertake the Project;
f) it is now and will continue to be compliant with all Environmental Laws;
g) it owns or has a long-tenn lease (inclusive of any renewals) that expires no earlier than
March 31, 2027 for the lands on which the asset is or will be located;
h) if the Recipient is a Municipality, it has obtained or is in the process of obtaining an
approval pursuant to the Ontario Water Resources Act (Ontario) showing that it is
compliant with the Drinking Water Protection Regulation, O. Reg. 459/00, or in the
alternative it is part of another Municipality that has obtained or is in the process of
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14.2
15.1
obtaining such approval;
i) provided the Recipient is not a Municipality or a Crown Agency, it
(i) is not a non-resident of Canada within the meaning of the Income Tax Act (Canada);
(ii) is either a corporation, a partnership or a sole proprietorship validly in existence; and
(ii) is registered and qualified to do business wherever necessary to carry out the Project.
j) it has the experience, financial health and ability to carry out this Project;
k) if the Recipient is a Municipality or a Crown Agency, it has the requisite legislative
authority to carry out the Project;
1) other than the Financial Assistance being provided pursuant to this Agreement, the
Recipient has not and wiH not use any funds received from Her Majesty the Queen in
right of Ontario or a Crown Agency towards any aspect of the Project. Notwithstanding
the foregoing, the Recipient may use funds received from the Northern Ontario Heritage
Fund for the purposes of carrying out the Project; and
m) all information provided during the OST AR Infrastructure Initiative, Round 1
application process remains true, correct and complete in every respect except as set out
to the contrary herein. Without limitation, Project, Budget, Project Schedule
(Milestones) are as set out herein and not as set out in the application material.
Representations and warranties true condition precedent for payment. Upon request,
the Recipient shal1 provide the Ministry with proof of the matters referred to in this
Article. It is a condition precedent to any payment under this Agreement that the
representations and warranties under this Section are true at the time of payment and that
the Recipient is not in default of compliance with any terms of this Agreement. Where
this is not the case, the Ministry may, in its sole discretion, Adjust the Financial
Assistance for the Project.
SECTION 15
DEFAULT, ENFORCEMENT AND TERMINATION
Event of Default. Each and every one of the foHowing events is an "Event of Default":
a) if in the opinion of the Ministry, the Recipient fails to confonn or comply with any
term or covenant contained in this Agreement to be perfonned or complied with by the
Recipient;
b) if in the opinion of the Ministry any representation or warranty made by the Recipient
in this Agreement or any certificate delivered to the Ministry pursuant hereto shall be
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materially untrue in any respect;
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c) if an order shall be made or an effective resolution passed for the winding up, or
liquidation or dissolution of the Recipient or the Recipient is otherwise dissolved or
ceases to carryon its operation;
d) if the Recipient uses any of the Financial Assistance for a purpose not authorized by
this Agreement without the prior written consent of the Ministry;
e) if the Recipient admits in writing its inability to pay its debts generally as they become
due, voluntarily suspends transactions of its usual business, becomes insolvent, bankrupt,
makes an assignment for the benefit of its creditors, or a receiver or manager, court
appointed or otherwise, is appointed for its assets or if the Recipient takes the benefit of
any statute from time to time in force relating to bankrupt or insolvent debtors;
f) if in the opinion of the Ministry a material adverse change occurs such that the viability
of the Recipient as a going concern is threatened in the opinion of the Ministry, acting
reasonably;
g) if in the opinion of the Ministry the Recipient ceases to operate;
h) if in the opinion of the Ministry the Recipient has failed to proceed diligently with the
Project or abandons the Project in whole or in part, or the Recipient is otherwise in
default in carrying out any of the terms, conditions or obligations of this Agreement,
except where such failure is due to causes which, in the opinion of the Ministry are
beyond the control of the Recipient;
i) if the Recipient has submitted false or misleading information to the Ministry; or
j) the Recipient and/or any of its Consultants and/or any of their respective advisors,
partners, directors, officers, employees, agents and volunteers has breached the
requirements of Section 12 (Conflict of Interest and Confidentiality).
15.2 Waiver. The Ministry may, at any time, waive any Event of Default which may have
occurred provided that no such waiver shall extend to, or be taken in any manner
whatsoever to affect, any subsequent Event of Default or the right to remedies resulting
therefrom, and that no such waiver shall be, or shall be deemed to constitute, a waiver of
such Event of Default unless such waiver is in writing from the Ministry.
15.3 Remedies on default. Notwithstanding any other rights which the Ministry may have
under this Agreement, if an Event of Default has occurred, the Ministry shall have the
following remedies provided only that in the case of an Event of Default which, in the
opinion of the Ministry in its sole discretion, is curable, the Ministry has first given
written notice of the Event of Default to the Recipient and the Recipient has failed to
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correct the Event of Default within 30 days or such period of time as the Ministry may
consent to in writing:
a) the Ministry shall have no further obligation to provide any Financial Assistance for
the Project;
b) the Ministry may, at its option, tenninate this Agreement and may, in its sole
discretion, Adjust the Financial Assistance. The total amount of Financial Assistance
shall be immediately due and payable by the Recipient and bear interest at the then
current interest rate charged by the Province of Ontario on accounts receivable; and
c) the Ministry may avail itself of any of its legal remedies which it may deem
appropriate.
15.4 Additional remedies. In addition to the remedies described in Section 15.3, the Ministry
may commence such legal action or proceedings as it, in its sole discretion, may deem
expedient, without any additional notice under this Agreement. The rights and remedies
of the Ministry hereunder are cumulative and in addition to, and not in substitution for,
all other rights or remedies otherwise available to the Ministry.
15.5 Termination without cause. Notwithstanding anything else contained herein, the
Ministry reserves the right to tenninate this Agreement without cause upon such
conditions as the Ministry may require, with a minimum of seven (7) days written notice
to the Recipient. If the Ministry tenninates this Agreement prior to its expiration, the
Ministry, subject to all of the Ministry's rights under this Agreement, including, without
limitation, the Ministry's right to Adjust the Financial Assistance prior to its expiration,
shall only be responsible for the payment of Financial Assistance on the portion of the
Project completed and Eligible Costs already incurred and paid at the time of such
tennination provided that the Recipient provides a report to the Ministry that meets the
requirements of a Progress Report. Such report must be received by the Ministry within
three months of notice of tennination being given to the Recipient pursuant to this
Section.
SECTION 16
NOTICE
16.1 Notice. Any demand, notice or communication to be made or given hereunder shall be in
writing and may be made or given by personal delivery or mailed by first class registered
mail, postage prepaid or by transmittal by facsimile, telecopy or other electronic means of
communication addressed to the respective parties as follows at the addresses set out in
Schedule "H" attached hereto or to such other person, address or facsimile number or
telecopy number as either party may from time to time notify the other in accordance
with this Section. Any demand, notice or communication made or given by personal
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delivery shaH be conclusively deemed to have been given on the day of actual delivery
thereof. Any demand, notice or communication made or given by facsimile or other
electronic means of communication, if made or given at a time when it would be received
by the recipient during its nonnal business hours on a Business Day, shaH be deemed to
be received at the time it is sent; otherwise, such electronic communication shaH be
deemed to be received on the first Business Day foHowing the transmittal thereof. Any
demand, notice or communication mailed by registered mail shall be deemed to have
been received on the third Business Day following the day on which it was mailed.
16.2
Representatives. The individuals identified pursuant to Section 16.1 above will, in the
first instance, act as the Ministry's or the Recipient's, as the case may be, representative
for the purpose of implementing this Agreement.
SECTION 17
:MISCELLANEOUS
17.1 Terms binding. The Recipient shall take reasonable measures to ensure that its officers,
directors, partners, employees, agents and the Consultant shall be bound to observe all the
tenns and conditions of this Agreement, including, but not limited to all covenants,
representations and warranties set out herein. The Recipient shall include in its contract
terms and conditions similar to and not less favourable to the Ministry than the tenns and
conditions of this Agreement to the extent that they are applicable to the work
subcontracted, including but not limited to the requirements of Section 7.4 of Schedule
"A" of this Agreement.
17.2 Time of the essence. In the performance and observance of the tenns and conditions of
this Agreement, time is of the essence and no extension or variation of this Agreement
shall operate as a waiver of this provision. The Ministry shall not be liable for any
liquidated damages as a result of working days extensions.
17.3 Successors and assigns. This Agreement shall enure to the benefit of and be binding
upon the parties hereto and their respective heirs, executors, administrators, successors
and pennitted assigns.
17.4 Severability. The validity or enforceability of any provision of this Agreement shall not
affect the validity or enforceability of any other provisions hereof and such invalid or
unenforceable provisions shall be deemed to be severable.
17.5 No waiver. The failure by the Ministry to insist in one or more instances on perfonnance
by the Recipient of any of the terms or conditions of this Agreement shaH not be
construed as a waiver of the Ministry's right to require further perfonnance of any such
terms or conditions, and the obligations of the Recipient with respect to such perfonnance
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shall continue in full force and effect.
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17.6
Division of Agreement. The division of this Agreement into schedules, articles, sections,
clauses, paragraphs and the insertion of headings are for the convenience of reference
only and shall not affect the construction or interpretation of this Agreement.
17.7 Governing law. This Agreement shall be governed by and construed in accordance with
the laws of the Province of Ontario and the laws of Canada applicable in Ontario.
17.8 Survival. Section 4 (Financial Assistance), Section 6 (Reporting Requirements), Section
7 (Records and Audit), Section 8 (Overpayment), Section 10 (Indemnity), Section 11
(Transfer of Asset), Section 12 (Conflict of Interest and Confidentiality), Section 13
(Communications and Recognition), Section 14 (Representations and Warranties) and
Section 15 (Default, Enforcement and Termination), Section 5.8 (Long-term capital
management plan), Section 17.11 (Interest) and the obligation to maintain a permanent
plaque in cases where it is necessary to install a permanent plaque shall survive the
expiration or early termination of this Agreement.
17.9
, 17.10
17.11
No assignment. This Agreement shall not be assigned by the Recipient.
No Amendment. This Agreement shan not be varied, except by a document in writing,
dated and signed on behalf of the Ministry and the Recipient.
Interest. The Ministry reserves the right to demand interest on any repayment of
Financial Assistance owing by the Recipient under the terms of this Agreement at the
then-current interest rate charged by the Province of Ontario on accounts receivable. The
Recipient shall pay the amount of interest owing upon receipt of a written demand and
within the period specified by the Ministry.
17.12 Ministry and Recipient independent. Nothing in this Agreement shall be deemed to
constitute the Recipient an employee, servant, agent, partner of or in joint venture with
the Ministry for any purpose whatsoever.
.,
17.13 Recipient cannot represent the Ministry. The provision of Financial Assistance to the
Recipient pursuant to this Agreement is for the sole purpose of, and is limited to, carrying
out the Project. The Recipient warrants and agrees that under no circumstances shall it
enter into any contract or commitment in the name of or on behalf of the Ministry and the
Recipient acknowledges that it is not by the tenns of this Agreement or otherwise,
granted any right or authority to assume or create any obligation or responsibility, express
or implied, on behalf of or in the name of the Ministry or to bind the Ministry in any
manner whatsoever other than as specifically provided in this Agreement.
17.14 Consultants. The Ministry acknowledges that, in connection with carrying out the
Project, the Recipient may engage one or more Consultants. The Ministry acknowledges
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and agrees that the Recipient shall have the sole authority and responsibility for such
employees, agents or Consultants, including their hiring and tennination. The Recipient
acknowledges and agrees that the Recipient shan be responsible for aU acts and actions of
the Recipient's employees, agents and Consultants and that aU such acts and actions shall
be treated as actions of the Recipient for the purposes of this Agreement.
17.15 Cooperation. The Ministry and the Recipient agree to cooperate with one another and
wil1 be frank, candid and timely when dealing with one another and wiU endeavor to
facilitate the implementation of this Agreement.
- END OF GENERAL TERMS AND CONDITIONS -
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SCHEDULE "B"
DESCRIPTION OF THE PROJECT
OST AR FILE # 6219
THE CORPORATION OF THE TOWNSHIP OF
ORO-MEDONTE
WORK DESCRIPTION:
Upgrade the Canterbury Well Supply. Project components include:
. Construction - analyzers, chlorine contact time, standby power
. Miscellaneous (Equipment) - spill containment, well level measurement, backflow preventers, check valves, non-shrink
grout wells, secure well caps
Upgrade the Cedar Brook Wen Supply. Project components include:
. Construction - analyzers, standby power, sampling station, well casing to be raised
. Miscellaneous (Equipment) - spill containment, backflow preventers, secure well caps
Upgrade the Craighurst Wen Supply. Project components include:
. Construction - analyzers, standby power
. Miscellaneous spill containment, well level measurement, backflow preventers, check valves, secure well caps
Upgrade the Harbour Wood Well Supply. Project components include:
. Construction - analyzers, abandonment well #1
. Miscellaneous (Equipment) - spill containment, well level measurement, backflow preventers, secure well caps
Upgrade the Horseshoe Highlands Well Supply. Project Components include:
. Construction - analyzers, chlorine contact time, extension of well casings
. Miscellaneous- spill containment, well1evel measurement, backflow preventers, check valves, secure well caps
Upgrade the Maplewood Well Supply. Project components include:
. Construction - analyzers, standby power
. Miscellaneous (Equipment) - spill containment, wellleve] measurement, backflow preventers, secondary check valves,
concrete pad around piping, water tight seal at reservoir, secure well caps
Upgrade the Medonte Hills Well Supply. Project components include:
. Construction - analyzers, contact time, standby power, extend casing well #2
. Miscellaneous (Equipment) - spill containment, well level measurement, backflow preventers, secure well caps and vent,
modify conc. Chamber to accommodate sump pump
Upgrade the Robin Crest Well Supply. Project components include:
. Construction - analyzers
. Miscellaneous (Equipment) - spill containment, backflow preventers, check valves, replace well cap on well #1
Upgrade the Shanty Bay Well Supply. Project components include:
. Construction - analyzers, chlorine contact time, standby power
. Miscellaneous (Equipment) - spill containment, backflow preventers, check valves
Upgrade the Sugar Bush Well Supply. Project components include:
. Construction - analyzers, chlorine contact time
. Miscellaneous (Equipment) - spill containment, well level measurement, backflow preventers, check valves, replace
well cap on well #2
Upgrade the Warminster Well Supply. Project components include:
. Construction - analyzers, chlorine contact time, flow measurement device, standby power
. Miscellaneous (Equipment) - water tight hatches, flow device on high lift pumps, backflow preventers, discharge piping
with double check valves, secure well caps, replace well cap on well #2
Upgrade Lake Simcoe RegionaJ Airport. Project components include:
. Construction - analyzers, standby power
. Miscellaneous (Equipment) - spill containment, well level measurement, backflow preventers, check valves, secure well
caps, extension of #2 well casing
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SCHEDULE "C"
ELIGIBLE COSTS
I. ELIGIBLE COSTS FOR ONTARIO AND CANADA
Without limitation and provided that the criteria of section 3 of Schedule "A" of this Agreement
are met, the following costs are Eligible Costs for both the Ministry and the Federal Government:
a) capital costs (as defined in the Generally Accepted Accounting Principles) of acquiring,
constructing or renovating a fixed capital asset, forming part of the Project, including all
applicable taxes but excluding any tax rebates for which the Recipient is eligible;
b) third party transportation and delivery costs related to acquiring, constructing, installing or
renovating a fixed capital asset, forming part of the Project;
c) professional fees of arm's length consultants (including, but not limited to, project
management, engineering design, engineering services during construction and legal
services) related to acquiring, constructing, installing or renovating a fixed capital asset
forming part of the Project;
d) third party communications costs insofar as they relate to the Communications Requirements
and only to the extent allowed by the Communications Requirements;
e) third party incremental insurance and bonding costs insofar as they related to the Insurance
and Bonding Requirements set out in Section 9 of Schedule A to this Agreement;
f) off-site services costs as they may be approved by the Ministry and provided that they are
necessary for the Project's completion, are reasonable in nature and in distance and are for
the Project's principal use; and
g) special purpose equipment necessary for the operation of the Asset and of a type and nature
ordinarily capitalized and third party specialized training costs for new equipment installed as
part of the Project.
II. ELIGIBLE COSTS FOR ONT ARIO ONLY
Without limitation and provided that the criteria of Section 3 of Schedule "A" to this Agreement
are met, the following costs are Eligible Costs for only the Ministry and NOT for the Federal
Government:
a) non-capital costs related to preparing the mandatory Engineer's Reports required under the
Drinking Water Protection Regulation as part of the Project;
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b) non-capital costs, such as hydrogeological investigations or raw water analyses, that are
required to detennine the scope of work for the Project; and
c) non-capital costs related to preparing the Environmental Study Reports, if required under the
Municipal Class Environmental Assessment as part of the Project, or other investigations
required to detennine the preferred solution for the Project.
III. INELIGIBLE COSTS FOR ONTARIO AND CANADA
Notwithstanding anything else contained in this Agreement, the following costs and expenditures
are not eligible for Financial Assistance pursuant to this Agreement:
a) capital costs related to repairing, replacing or extending water distribution systems or sewage
collection systems unless specifically identified as fonning part of the Project;
b) capital costs related to the operations or maintenance of a fixed capital asset unless
specifically identified as fonning part of the Project;
c) other capital costs for works not specifically required to implement the Project and not
fonning part of the Project;
d) capital costs and non-capital costs related to providing additional capacity in the water
treatment or distribution system, or in the sewage collection or treatment system, for the
purpose of accommodating growth or future development;
e) non-capital costs related to the operations or maintenance of a fixed capital asset;
f) land acquisition costs and related survey, legal and property transfer costs;
g) costs of conducting surveys of private water or sewage systems, analyzing water samples and
developing the business case for the purposes of applying for Financial Assistance pursuant
to the OST AR Infrastructure Initiative;
h) direct and indirect operating and administrative costs of the Recipient related to
implementing the Project, including but not limited to costs of:
obtaining approvals, licenses or pennits where the Recipient is the entity providing
the approval, license or pennit;
leasing land, buildings or other facilities;
conducting general feasibility or planning studies;
conducting fundraising campaigns;
financing the project; and
providing furniture, fixtures, decorations, fitting-up supplies, etc.
29
I
,
,
.&
i) contributions or commitments in kind; and
j) other capital and non-capital costs that go beyond the intent of the OST AR Infrastructure
Initiative as detennined by the Ministry, from time to time in its sole discretion.
30
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,
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C f-). tJ 'fG2- B u (t Y
SCHEDULE"D"
BUDGET
SCPf./ol
:r:L-~ /03
..:::r~ N ' 24. /03
(a)
(b)
Project initiation date:
Anticipated project completion date:
(c) Fill in the following table where appropriate:
ESTIMATED COSTS
(d) Complete the following table:
4.oCQ,00
\ t, 500.00
Lql ."1
$'co24\.~3
t
CASH FLOW BASED ON ESTIMATED COSTS
TOTAL IN TABLE b MUST BE EQUAL WITH LINE 10 OF ESTIMATED COSTS
~ 3, 511 . IS-
I$: CfbG. ,00
<00/15'1,'1'0
31
i
I
,
,
SCHEDULE"D" I
BUDGET .::r-Ar-'. ~4{o3
Sc=Pr. /0 \
Anticipated project completion date: ~"1 /0'3
CC:O~~~
(a)
(b)
Project initiation date:
(c) Fill in the following table where appropriate:
ESTIMATED COSTS
(d) Complete the following table:
\.500.0()
91
~8 8'?> C:. 8
$~8IB 33. b8
CASH FLOW BASED ON ESTIMATED COSTS
TOTAL IN TABLE b MUST BE EQUAL WITH LINE 10 OF ESTIMATED COSTS
~~I S \ 3 . '=>8
"~l . C>D
3t, 0 So.Oo
31
,
I
,
,
(a)
(b)
SCHEDULE "D" !
~ C'\l-kJ ~s:I BUDGET ':fA u. d. 7 (7 $
Project initiation date: Se:.:P\, / <::.> I -
I
Anticipated project completion date: :::]"0 L Y /0 3
(c) Fill in the following table where appropriate:
ESTIMATED COSTS
I bOO.oO
9 5"00. 00
36
o
70,39$.03
$ 10,39s-."3
(d) Complete the following table:
CASH FLOW BASED ON ESTIMATED COSTS
TOTAL IN TABLE b MUST BE EQUAL WITH LINE 10 OF ESTIMATED COSTS
<02-
~3 530.
\0 IS.o.'
3~ 05"0. bO
31
..
I
,
,
\ SCHEDULE "D" !
~.A.-~.D BUDGET :::J.p\.). 27 '03
(a) Project initiation date: ~. (0'
(b) Anticipated project completion date: 0 .o..rJ I 0.3
(c) Fill in the following table where appropriate:
ESTIMATED COSTS
(d) Complete the following table:
'5"00,OC
. cao.oQ.
t 0 44 . qi
$35. <g1t IS
CASH FLOW BASED ON ESTIMATED COSTS
TOTAL IN TABLE b MUST BE EQUAL WITH LINE 10 OF ESTIMATED COSTS
~~, 5'1. 14-
\2.5(,0.01
31
,.
I
,
,
We ~ S~e \..\ \:; ~ SCHEDULE ''D'' '...J A I-.L -:>.1 /03
BUDGET
(a) Project initiation date: ~T. !c:;)l
(b) Anticipated project completion date: ..:J tJI... '-t /0 2>
(c) Fill in the following table where appropriate:
ESTIMATED COSTS
'3/000.00
9.000.0{)
~1 q. 3.\
~"-t,5~~.9S
$~4.S),.::fq~
(d) Complete the following table:
CASH FLOW BASED ON ESTIMATED COSTS
TOTAL IN TABLE b MUST BE EQUAL WITH LINE 10 OF ESTIMATED COSTS
a:s ,,~33. 2 +
(&,4Bo.Dct>
'2.4-.., D'l1c
31
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,
,
L ~l1:. 5, I"'~
A\ e-~oe::r
.::::r.a ,.J. d." I b 3
SCHEDULE ''D''
BUDGET
~ /b\
:::t U(... y I 0 3
(a)
(b)
Project initiation date:
Anticipated project completion date:
(c) Fill in the following table where appropriate:
ESTIMA TED COSTS
(d) Complete the following table:
L 000. 0'0
~ 1,000. e:. c
94S. {O
to ,g\,4:.9
$~ to 7 cg ~ . Go 9
/
CASH FLOW BASED ON ESTIMATED COSTS
TOTAL IN TABLE b MUST BE EQUAL WITH LINE 10 OF ESTIMATED COSTS
~3.S2\. '=>~
''2.. 3b 0 . o.
3o,Qoo, "''''
31
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,
N~ptE:.c...:>oo D
.::rA~ 'd./ /0 ~
Project initiation date:
SCHEDULE ''D''
BUDGET
.5Efrr.jO\
(a)
(b)
:.J VL'-t /03
Anticipated project completion date:
(c) Fill in the following table where appropriate:
ESTIMATED COSTS
L 000 . 00
9',000. C10
~(88S. <02
$ G,4.1 ~9'. 51
(d) Complete the following table:
CASH FLOW BASED ON ESTIMATED COSTS
TOTAL IN TABLE b MUST BE EQUAL WITH LINE 10 OF ESTIMATED COSTS
~~IS 39". f;b
10300.01
30,900.0'0
31
.
.
.
~Oll,n€ U-\ \ \~
'~~N. ;n!D3
SCHEDULE"D"
BUDGET
~'/Ol
~ jo?>
(a)
(b)
Project initiation date:
Anticipated project completion date:
(c) Fill in the following table where appropriate:
ESTIMATED COSTS
(d) Complete the following table:
S- 000. DO
9'1500.00
~. 8 oc>. OJ ~
9{p t It,S. 07
$ Cf(o .6$.01
I
CASH FLOW BASED ON ESTIMATED COSTS
TOTAL IN TABLE b MUST BE EQUAL WITH LINE 10 OF ESTIMATED COSTS
d3iS50.0b
1t,9s.ol
55. ~o. OC>
31
.
.
.
~ I t-I ~ SCHEDULE ''D'' :.J ~I\J ' 2'7/0:5
BUDGET
(a) Project initiation date: S~. /01
(b) Anticipated project completion date: ~c. ! D 2
(c) Fill in the following table where appropriate:
(d) Complete the following table:
:300. cO
5500.00
8 <0 I. ~q
.2 9 5 (1 . ,(.
$2'1 5ll, II:>
,
CASH FLOW BASED ON ESTIMATED COSTS
TOTAL IN TABLE b MUST BE EQUAL WITH LINE 10 OF ESTIMATED COSTS
;?~, ,"0 "3.'s
5. ~lY, 01
31
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(a)
(b)
SH-~I.$\{ e:,A'-t SCHEDULE "D" -:::r;e...JV &.1/03
BUDGET
Project initiation date: SEPT. /J I
Anticipated project completion date:
~/o3
(c) Fill in the following table where appropriate:
ESTIMATED COSTS
(d) Complete the following table:
4 000, co
3,000.00
~ 514.80
8<., 34'. 3"i
$ 8~,~4'. ~9
CASH FLOW BASED ON ESTIMATED COSTS
TOTAL IN TABLE b MUST BE EQUAL WITH LINE 10 OF ESTIMATED COSTS
.:)"-\1090. 10 d-.3, S~,. ~"\
3 00
8 t 10.
31
.
.
.
'5 U<1 ~ f.b\..L~ }.,\
-:rAN. d.I/O~
Project initiation date:
SCHEDULE ''D''
BUDGET
~./c \
(a)
(b)
Anticipated project completion date:
~I...""I /03
(c) Fill in the following table where appropriate:
ESTIMATED COSTS
(d) Complete the following table:
5 0'0
000.
1 cO
000.
84
$84,~ I 3. o~
CASH FLOW BASED ON ESTIMATED COSTS
TOTAL IN TABLE b MUST BE EQUAL WITH LINE 10 OF ESTIMATED COSTS
a3,s-,;)\.6<f
1 { d \ C> ' 06
5"3 3 8 t . .3 '1
31
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wp--brq4.s~ SCHEDULE "D" -.- "'I .., / 3
BUDGET -..J ~N. c:>l I'D
(a) Project initiation date: S1SPr. /0 I
(b) Anticipated project completion date: -:JUL '-( / 0 ~
(c) Fill in the following table where appropriate:
ESTIMATED COSTS
(d) Complete the following table:
S' DOO . 0-0
i 5 000. 0-0
4 ~ 55 . ~2.
$14(P) lol57
CASH FLOW BASED ON ESTIMATED COSTS
TOTAL IN TABLE b MUST BE EQUAL WITH LINE 10 OF ESTIMATED COSTS
~ 3,53 '1. !:)"b
101 Qlv.oO
31
~o foOD. o.
SCHEDULE "E"
PROJECT SCHEDULE (MILESTONES)
c;,o N \'E'(..~ \J e... Y
6:>1/2.""'/03
.
a) Enter Milestone Description
b) Shade the boxes by the appropriate quarter that pertain to the milestone timeline
c) If you require more space, please add additional sheets
**Based on Government Fiscal Year:
Q1 = April- June Q2 = July - September Q3 = October - December Q4 = January - March
MILESTONE '00 '00 '01 '01 '01 '01 '02 '02 '02 '02 '03 '03 '03 '03 '04 '04 '04 '04 '05 '05 '05 '05 '06
Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4
DESCRIPTION
b 10 ~L '-( "2-6'2-S X.
c...t.+Lo f2..111..L'E.. Cot-J ~Ttmc. ><
S~D\b7 Pow'Ee , 'X
t"'{ l S c..e.... L-,A. ~ EeLlS 00 et:::S X
32
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.
.
.
SCHEDULE "E"
PROJECT SCHEDULE (MILESTONES) ~e.I2uct::'
Ol/~4 /03
a} Enter Milestone Description
b} Shade the boxes by the appropriate quarter that pertain to the milestone timeline
c} If you require more space, please add additional sheets
**Based on Government Fiscal Year:
01 = April- June 02 = July - September 03 = October - December 04 = January - March
MILESTONE '00 '00 '01 '01 '01 '01 '02 '02 '02 '02 '03 '03 '03 '03 '04 '04 '04 '04 '05 '05 '05 '05 '06
02 03 04 01 02 03 Q4 01 02 03 Q4 01 02 03 Q4 01 02 03 04 01 02 03 Q4
DESCRIPTION
S'~D ~ "'f POl.0~ X
A tV f;!.. L Y Z. e-e,s )(
S ArY\ P L-I IV <; S~'\I C> ~ X
~ \ <;; \4 <... LJ C?u- C Ao.~ I t4G,.s. X
~ l S~c>;->E-o us l.) 0 .ex.s X
32
C.~l <4 \...k.>e5I.T SCHEDULE "E"
PROJECT SCHEDULE (MILESTONES)
:::rA~. ;;J-,/C 3
a) Enter Milestone Description
b) Shade the boxes by the appropriate quarter that pertain to the milestone timeline
c) If you require more space, please add additional sheets
**Based on Government Fiscal Year:
01 = April- June 02 = July - September 03 = October - December 04 = January - March
MILESTONE '00 '00 '01 '01 '01 '01 '02 '02 '02 '02 '03 '03 '03 '03 '04 '04 '04 '04 '05 '05 '05 '05 '06
02 03 04 01 02 03 04 01 02 03 04 01 02 03 Q4 01 02 03 04 01 02 03 04
DESCRIPTION
b pJ ~L '-1 ~s. ~
'5 .~.-.>O e. 'r ~U,)~ X
M ISc.eLL ilf\JEOU-S X
32
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.
.
.
#
L..LA.t.&oul.t...XJOD SCHEDULE "E"
PROJECT SCHEDULE (MILESTONES)
8 AW, "d..'7/D3
a) Enter Milestone Description
b) Shade the boxes by the appropriate quarter that pertain to the milestone timeline
c) If you require more space, please add additional sheets
**Based on Government Fiscal Year:
01 = April- June 02 = July - September 03 = October - December 04 = January - March
MILESTONE '00 '00 '01 '01 '01 '01 '02 '02 '02 '02 '03 '03 '03 '03 '04 '04 '04 '04 '05 '05 '05 '05 '06
02 03 04 01 02 03 Q4 01 02 03 04 01 02 03 04 01 02 03 04 01 02 03 04
DESCRIPTION
AN~LY-~ )(
A.. f:)o~<:)c,~ L}-ciJ.... ~ t X
N \.s <:..ELLA.N \ (:) U",S X
32
. -
.
.
.
;
-I-\..ov.o- S l~ ~-kCt ",-~.-..J D So
SCHEDULE "E"
PROJECT SCHEDULE (MILESTONES)
:::r;;. rI. 0l-"1./ (,} 3
a) Enter Milestone Description
b) Shade the boxes by the appropriate quarter that pertain to the milestone timeline
c) If you require more space, please add additional sheets
**Based on Government Fiscal Year:
Q1 = April - June Q2 = July - September Q3 = October - December Q4 = January - March
MILESTONE '00 '00 '01 '01 '01 '01 '02 '02 '02 '02 '03 '03 '03 '03 '04 '04 '04 '04 '05 '05 '05 '05 '06
02 03 04 01 02 03 04 01 02 03 04 01 02 03 04 01 02 03 04 01 02 03 04
DESCRIPTION
At-Jp...l,.'-f ~s X
C-oN ~ '"""G ME: X
G ~'\"'eNT\oj.:> D"f" Wc-t...l... CASI4QS. 'X..
M \ Sc..€;u....A-r--> Et::u..s.o. X
32
. -
.
-
-
L p.. ~ S l ~c..o E>.
A\L.PD~
~ I c>-> AA-
SCHEDULE "E"
PROJECT SCHEDULE (MILESTONES)
:J_0. d-llC 3
a) Enter Milestone Description
b) Shade the boxes by the appropriate quarter that pertain to the milestone timeline
c) If you require more space, please add additional sheets
**Based on Government Fiscal Year:
01 = April - June 02 = July - September 03 = October - December 04 = January - March
MILESTONE '00 '00 '01 '01 '01 '01 '02 '02 '02 '02 '03 '03 '03 '03 '04 '04 '04 '04 '05 '05 '05 '05 '06
02 03 04 01 02 03 04 01 02 03 04 01 02 03 04 01 02 03 04 01 02 03 04
DESCRIPTION
A tV t::..L. '1 "Z..~s X
<5~.t) €> 'i PDwee. 'X
M\C;;;~rJol.f,...,:'5. X
,
32
It
.
.
rv\ ~rLEWCO D
SCHEDULE "E"
PROJECT SCHEDULE (MILESTONES)
~j..), 2"1/C,3
a) Enter Milestone Descriptioo
b) Shade the boxes by the appropriate quarter that pertain to the milestone timeline
c) If you require more space, please add additional sheets
**Based on Government Fiscal Year:
Q1 = April- June Q2 = July - September Q3 = October - December Q4 = January - March
MILESTONE '00 '00 '01 '01 '01 '01 '02 '02 '02 '02 '03 '03 '03 '03 '04 '04 '04 '04 '05 '05 '05 '05 '06
02 03 04 01 02 03 04 01 02 03 04 01 02 03 04 01 02 03 04 01 02 03 04
DESCRIPTION
4... tu ~l.- ~~ X
5 ~>->D ~y PCL0~ X
N l S {...€' U-\ ou...5. IX
,
32
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e
e
I'-\coo N'!'E. ~' \ \<;.
SCHEDULE "E"
PROJECT SCHEDULE (MILESTONES)
..JAN> 21/03
a) Enter Milestone Description
b) Shade the boxes by the appropriate quarter that pertain to the milestone timeline
c) If you require more space, please add additional sheets
**Based on Government Fiscal Year:
Q1 = April - June Q2 = July - September Q3 = October - December Q4 = January - March
MILESTONE '00 '00 '01 '01 '01 '01 '02 '02 '02 '02 '03 '03 '03 '03 '04 '04 '04 '04 '05 '05 '05 '05 '06
02 03 Q4 01 02 03 04 01 02 03 04 01 02 03 04 01 02 03 04 01 02 03 04
DESCRIPTION
A.N ~ L ""t"Z~ ~
CoN ~ -n MC 1-.
~D~'1 PCL-U'Ee X
E!f(\t:'"1.SnOU Or:- 10c-u. tk 2 ~SI.t..J6J ~
MIS ceu.... t:;".......>eou..s. , X
32
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~ f,1 ~ ~
SCHEDULE "E"
PROJECT SCHEDULE (MILESTONES)
'-Jr.:::u..::J,~"1/C3.
a) Enter Milestone Description
b) Shade the boxes by the appropriate quarter that pertain to the milestone timeline
c) If you require more space, please add additional sheets
**Based on Government Fiscal Year:
Q1 = April- June Q2 = July - September Q3 = October - December Q4 = January - March
MILESTONE '00 '00 '01 '01 '01 '01 '02 '02 '02 '02 '03 '03 '03 '03 '04 '04 '04 '04 '05 '05 '05 '05 '06
02 03 Q4 01 02 03 04 01 02 03 04 01 02 03 04 01 02 03 04 01 02 03 04
DESCRIPTION
AN A..L"-t Z ~.5 X
f'vl ~ s c.e l...L A. >-JE ou.s. J<
32
e
-
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S ~1,rrY B,a. Y SCHEDULE "E"
PROJECT SCHEDULE (MILESTONES)
'..J AI'-! , ~'11 03
a) Enter Milestone Description
b) Shade the boxes by the appropriate quarter that pertain to the milestone timeline
c) If you require more space, please add additional sheets
**Based on Government Fiscal Year:
Q1 = April- June Q2 = July - September Q3 = October - December Q4 = January - March
MILESTONE '00 '00 '01 '01 '01 '01 '02 '02 '02 '02 '03 '03 '03 '03 '04 '04 '04 '04 '05 '05 '05 '05 '06
02 03 04 01 02 03 04 01 02 03 04 01 02 03 Q4 01 02 03 04 01 02 03 Q4
DESCRIPTION,
A I'.) A.L "'-{ "'2-e-fZ-:3 X
CoN"Mc:r ---r; ~e::. iX
S~D \$'1 ~~e::e. X
M {S~P.lU'eCu S. ~
32
e
-
e
SllC7 At:.. B0.s t-+ SCHEDULE "E"
PROJECT SCHEDULE (MILESTONES)
....J 'A.t0. .;1( J 03
a) Enter Milestone Description
b) Shade the boxes by the appropriate quarter that pertain to the milestone timeline
c) If you require more space, please add additional sheets
**Based on Government Fiscal Year:
01 = April- June 02 = July - September 03 = October - December 04 = January - March
MILESTONE '00 '00 '01 '01 '01 '01 '02 '02 '02 '02 '03 '03 '03 '03 '04 '04 '04 '04 '05 '05 '05 '05 '06
02 03 04 01 02 03 04 01 02 03 04 01 02 03 04 01 02 03 04 01 02 03 04
DESCRIPTION
4 10 c,., \- '-( "Z. e1L$ X X
Co 10\"'A.C!{"" \\ ~ IX
tv\.. ,s ~ p..1"0 c:o Us:' 'X
32
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Wp...~riS'~
SCHEDULE "E"
PROJECT SCHEDULE (MILESTONES)
'.J Ar-.) ,. .)/103
a) Enter Milestone Description
b) Shade the boxes by the appropriate quarter that pertain to the milestone timeline
c) If you require more space, please add additional sheets
**Based on Government Fiscal Year:
01 = April - June 02 = July - September 03 = October - December 04 = January - March
MILESTONE '00 '00 '01 '01 '01 '01 '02 '02 '02 '02 '03 '03 '03 '03 '04 '04 '04 '04 '05 '05 '05 '05 '06
02 03 04 01 02 03 04 01 02 03 Q4 01 02 03 04 01 02 03 Q4 01 02 03 04
DESCRIPTION
AI0 /:>..1.. Y ~ X
~~c:::t' l""7 y-n"E X
~t...:> H~u~\ X
STYdvD ~y (:6~ X
M \ SGC~ A~ ec> \..LS:. X
32
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e
,~
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SCHEDULE "F'
FINANCIAL ASSISTANCE
Total Eligible Costs: $913,699.00
Senior Government Share: 66.67%
Ontario Share:
33.34%
Federal Share:
33.33%
Maximum Financial Assistance: $609,163.12
Ontario Maximum Financial Assistance: $304.596.79
Federal Maximum Financial Assistance: $304,566.33
The Ministry will hold back 10% of the Maximum Financial Assistance, the release of which
shall be contingent on submission of the Recipient's Final Report detailing the progress and
status of the Project and substantiating that the Project has been Substantially Performed. Such
report must contain the information required in the Final Report as set out in Section 6.2 of
Schedule "A" of this Agreement. The Ministry is not obligated to pay interest on the holdback or
any other payments under this Agreement.
MMAH COLLA BORA TES WITH CLIENT ON APPROPRIATE MILESTONE
SCHEDULE
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SCHEDULE "G"
FEDERAL REQUIREMENTS
e
The Ministry and the Recipient agree to the following Federal Requirements:
1. The Recipient acknowledges and agrees that the amount of Financial Assistance being
provided by the Ministry is dependent on the Ministry receiving funds for the Project from
Her Majesty the Queen in right of Canada (the "Federal Government"). Should the
Ministry not receive the funds it expects to receive in relation to the Project from the Federal
Government, the Ministry may, in its sole discretion, adjust the amount of Financial
Assistance being provided to the Recipient pursuant to this Agreement (including, without
limitation, requiring repayment of Financial Assistance already paid to the Recipient).
2. The Recipient represents and warrants to the Federal Government that other than the
Financial Assistance being provided pursuant to this Agreement, the Recipient has not and
will not use any other funding received from the Federal Government towards any aspect of
the Project.
3. The Recipient agrees to indemnify and hold harmless the Federal Government, its directors,
officers, employees and agents from and against all suits, judgements, claims, demands,
expenses actions, causes of action and losses (including, without limitation, reasonable legal
expenses and any claim for lien made pursuant to the Construction Lien Act (Ontario)) and
for any and all liability for damages to property and injury to persons (including death) which
the Federal Government, its directors, officers, employees and agents may incur, otherwise
than by reason of their own negligence or wilful misconduct, as a result of or arising out of or
in relation to any breach by the Recipient of the terms of this Agreement, or the Recipient's
own negligence or wilful misconduct.
4. The Recipient further agrees to indemnify and hold the Federal Government, its directors,
officers, employees and agents, for any incidental, indirect, special or consequential damages,
or any loss of use, revenue or profit, which the Federal Government, its directors, officers,
employees and agents may incur, otherwise than by reason of their own negligence or wilful
misconduct, as a result of or arising out of or in relation to any breach by the Recipient of the
terms of this Agreement, or the Recipient's own negligence or wilful misconduct.
5. For the purposes of the Communications Requirements set out in Schedule I to this
Agreement, the Recipient shall follow the Canada-Ontario Infrastructure Program ("COIP")
requirements as well as the SuperBuild requirements.
6. The Recipient acknowledges that the provisions of the Access to lnfonnation Act (Canada)
and the Privacy Act (Canada) and regulations thereunder bind Her Majesty the Queen in right
of Canada.
34
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7. The Recipient acknowledges that the Federal Government is or will be the owner of certain
distinguishing marks comprised of designs, trademarks and official marks in relation to COIP
(the "Federal Licensed Marks") and the Recipient is subject to the requirements of Section
13 (Communications and Recognition) of Schedule "A" of this Agreement, with appropriate
changes, in relation to the Federal Licensed Marks.
8. No member of the House of Commons or of the Senate of Canada shall be admitted to any
share or part of any contract, agreement or commission made pursuant to this Agreement or
to any benefit arising therefrom.
9. Notwithstanding any provisions of this Agreement, all obligations of Canada incurred by
virtue of this Agreement shall be subject to the Financial Administration Act (Canada).
10. All of the provisions of this Schedule "G" shall survive the expiration or early tennination of
this Agreement.
11. Pursuant to the requirements of the Canadian Environmental Assessment Act, the Recipient
will follow the general environmental mitigation measures outlined in the document entitled
"Screening under the Canadian Environmental assessment Act" and any Project-specified
environmental mitigation measures as communicated to the Recipient by the Federal
Government.
35
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SCHEDULE"H"
ADDITIONAL PROVISIONS
The Ministry and the Recipient agree to the following additional provisions:
1. Further to Section 16 of Schedule "A" hereto, notice can be given at the following addresses:
(a) If to the Ministry:
Ministry of Municipal Affairs and Housing
c/o Ontario Ministry of Agriculture and Food
1 Stone Road West
3rd Floor
Guelph, ON
N1G4Y2
Fax: (905) 826-4336
Attention: Mr. Brian Cardy, Manager
(b) If to the Recipient:
The Township of Oro-Medonte
P.O. Box 100
Oro, ON LOL 2XO
Fax: (705) 487-0133
Attention: Ms. Jennifer Zieleniewski, Chief Administrative Officer
2. Other provisions:
36
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SCHEDULE "I"
COMMUNICA TIONS REQUIREl\1ENTS
Unless specified otherwise in Schedule "G", for the purposes of this Schedule 'T' the Recipient
shall follow the SuperBuild requirements and not the Canada-Ontario Infrastructure Program
("COIP") requirements.
Purpose of Schedule
This Schedule describes the Recipient's responsibilities and financial obligations involved in
producing, installing and maintaining signs and plaques as well as in arranging announcements
and ceremonies for the Project.
General Principles
The Recipient will work with the Ministry's officials and other partners to undertake
communication activities ensuring equal recognition of all parties making a significant financial
contribution to the Project.
All ceremonies, events, signs and plaques will follow these Communications Requirements and
any other requirements that may be specified by the Ministry, from time to time.
All parties making a significant financial contribution to the Project shall receive equal
recognition and prominence when logos, symbols, flags and other types of identification are
incorporated into announcements, ceremonies, signs and plaques unless the Ministry provides
otherwise.
All announcements and ceremonies will be organized jointly with equal participation from all
parties making a significant financial contribution to the Project.
Both official languages will be used for public infonnation, signs and plaques in accordance with
the French language services standards for Ontario in the case of SuperBuild and/or Canada in
the case of COIP.
Si2l1s and Plaaues
If the Project has more than six months to completion (from the date of this Agreement), the
Recipient is to display one of two types of signs - a SuperBuild capital project sign or, as
appropriate, a Canada Ontario Infrastructure Program sign in a prominent location related to the
Project.
The Recipient must comply with the SuperBuild Visual Identity Manual when designing all signs
and plaques and, as appropriate, the COIP style guide as set out below:
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· SuperBuild's Manual and digital templates in a variety of formats are available from
SuperBuild's password-protected Partner Centre on its Web site at
www.SuperBuild.gov.on.ca. For passwords and other information, please contact the
SuperBuild Standards Advisor by phone at 416-325-0424, fax at 416-325-8440 or e-
mail at Standards.Advisor@SuperBuild.gov.on.ca.
· COIP style guide and digital templates are available from the COIP Web site at
www.ic.gc.calcoip-pico. For infonnation please contact the Industry Canada
Standards Advisor by phone at 416-954-6652, fax at 416-954-6654 or e-mail
schmitt.comelia@ic.gc.ca.
The Recipient will ensure that proofs of all SuperBuild, or, when applicable, COIP capital
project signs and plaques are reviewed by the Ministry before installation.
Responsibilities
The Recipient is responsible for erecting SuperBuild or, when applicable, COIP capital project
signs indicating all Senior Government (for the purposes of this Schedule, "Senior
Government" means the Ministry in the case of a SuperBuild only Project and the Ministry and
the Federal Government in the case of a COIP Project) Financial Assistance and any municipal
contribution toward the Project at all sites, facilities, etc. where the Financial Assistance is being
used.
. The Recipient shall erect signs and install plaques as directed by this Schedule. The relevant
standards and procedures are outlined in the following paragraphs.
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External Proiect Si2DS (Temporary)
· External Project Signs (at least 120cm high x 240cm wide / four feet high by eight feet wide)
are required where the Maximum Financial Assistance exceeds $50,000, the Project is
underway and where the duration of the Project is longer than six months. Larger signs
(240cm high x 360cm or 480cm wide I eight feet high by twelve feet or sixteen feet wide) are
required where the Maximum Financial Assistance exceeds $2,500,000, where the Project is
underway and where the duration of the Project is longer than one year.
· External Project signs shall follow the approved design and guidelines outlined in the
SuperBuild Visual Identity Manual and, as appropriate, the COIP style guide. These
guidelines provide specifications such as the required positioning of government logos and
those of its public and/or private-sector partners, as appropriate.
· Both official languages will be used for public information, signs and plaques in accordance
with the French language services standards for Ontario in the case of SuperBuild and/or
Canada in the case of COIP.
· The Recipient will submit proofs via e-mail or fax of the external project signs to the person
directed by the Ministry for approval.
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· The Recipient will oversee the manufacture of the sign and ensure that the selected location
of the sign does not restrict accessibility, pose any hazard or interfere with facilities and
services (e.g. electrical systems, drainage, etc.).
· The Recipient shall ensure that the Project signs are erected in prominent locations at the
Project site as soon as possible after the execution of this Agreement and no later than 30
days after the start of construction. Erected signs should be maintained for up to 60 days
following Project completion. The Recipient will arrange for sign removal and re-cycling
following the 60-day period.
· Signs should be freestanding, securely assembled and erected, away from other distracting
signs. No other sign, including those of design andlor engineering firms andlor contractors
involved with the Project, should be attached to the Project sign.
· The Recipient is responsible for sending to the person directed by the Ministry, within 45
days of receipt of the Ministry's approval of design proofs, a photograph (digital or
otherwise) which portrays the erected sign in relation to the Project.
· Where the Maximum Financial Assistance does not exceed $50,000, the Recipient may, at its
option, install a sign (following the requirements of this Schedule) and the costs associated
with so doing will be an Eligible Cost in accordance with this Schedule.
PlaQues (Permanent)
· Upon completion of a Project where the Maximum Financial Assistance exceeds $500,000,
the Recipient will install a permanent plaque.
· Permanent plaques may follow the design outlined in the SuperBuild Visual Identity Manual
or the COIP style guide or use a style suited to the building, provided all governments and
partner logos are included.
· Costs for plaques shall be part of the Project's Eligible Costs in accordance with this
Schedule.
· The Recipient will submit proofs of the plaques to the Ministry for approval.
· Both official languages will be used for public information, signs and plaques in accordance
with the French language services standards for Ontario in the case of SuperBuild andlor
Canada in the case of COIP.
· Upon completion of a Project where the Maximum Financial Assistance does not exceed
$500,000, the Recipient may, at its option, install a permanent plaque (following the
requirements of this Schedule) and the costs associated with so doing will be an Eligible Cost
in accordance with this Schedule.
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Elh~ible Costs
External Project Signs (Temporary)
Small sign: 120 em high x 240 em wide/4 feet x 8 feet
Production - $1,250
Installation - 1,000
TOTAL ~2,250
Large sign: 240 em high x 360 cm wide/8 feet x 12 feet
Production - $2,250
Installation - 2,000
TOTAL $4,250
Plaques (Permanent)
Plaque: 60 em high x 90 cm widel2 feet x 3 feet
Cast Bronze $2,500
Stainless Steel $1,200
Aluminum $1,000
Acrylic $800
Announcements and Ceremonies
An governments must be equally represented at events.
When asked by elected representatives or designated officials from the Senior Government, the
Recipient will coordinate a mutually agreeable venue, date and time for the event in light of the
availability of the all government participants from all levels of government.
The Recipient may invite other elected officials and members of council. The Recipient should
also invite local interested parties, such as contractors, architects, labour groups, and community
leaders.
After the participants, date and location have been determined, the Recipient should send out
invitations to all guests.
When appropriate, the Recipient should invite the general public by posting notices in public
areas, such as post office and libraries or by placing public service announcements in the local
media.
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All written communications (invitations, public service announcements, posters, etc.) must
indicate that the Project received Financial Assistance from SuperBuild, or, when applicable,
COIP.
The Recipient could arrange for light refreshments to be served after the event, for example
coffee, tea, juice and donuts.
The Recipient will have an opportunity to provide input into the agenda, media advisory, news
release, etc. and will receive final copies in advance of the event.
Depending on the size of the event site, a specially designed program backdrop, banner and/or
lectern sign will be provided to the Recipient. Federal, provincial and municipal flags should also
be on display at all COIP events.
Responsibilities
The Recipient will:
· make all local arrangements (e.g., podium, flags as appropriate, seating for speakers, shovels
for ground-breaking ceremonies or ribbon for opening ceremonies, etc.) if required;
· produce invitation and guest list and distribute invitations;
· display Project material (could include information on other OSTAR Initiative projects in the
municipality);
· choose a Master of Ceremonies, if required;
· arrange for refreshments if desired; and,
· arrange for a public address system if appropriate.
Eli2ible Costs
The Senior Government will fund a portion of a recommended event (sod turning, plaque
unveiling, ribbon-cutting, official opening) in accordance with this Agreement. In order for a
cost to be considered an Eligible Cost for the purposes of this Schedule, the Ministry must pre-
approve the budget related to the event. No more than $750 of Eligible Costs will be considered
by the Senior Government.
Only costs associated with events recommended by the Senior Government will be considered
Eligible Costs.
The Project may be of such regional or provincial significance that it warrants a major event
(such determination to be made by the Ministry, in its sole discretion). If this is the case, specific
Project budgets above $750 in Eligible Costs may be permitted with the prior approval of the
Ministry.
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For the purposes of announcements and ceremonies, Eligible Costs include the following:
. Printing and mailing invitations
. Refreshments *
. Draping for plaque unveiling
. Project material for display and/or media kit
. Temporary signage
. Rentals such as:
. flagpoles
. stage
. chairs
. podium
. P A system
*Only light refreshments such as coffee, tea, donuts, muffins will be considered Eligible Costs.
The cost of certain items such as alcoholic beverages, china, tents, waiters, guest mileage or
transportation, wine glasses, lamps, tea wagons, plants, photographers and gifts are not Eligible
Costs.
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SCllEDULE "J"
fINAL COS1' S\}1\t1M.ARY
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