Agreement 07/21/2021 (( I Madok, CPA
.
Clerk of the Circuit Court& Comptroller— Monroe County, Florida
DATE: July 26, 2021
TO: Nicole Twyman, Executive Assistant
Engineering Services
FROM: Sally M. Abrams, D.C.
SUBJECT: July 21" BOCC Meeting
Attached, for your handling, is item C8, Memorandum of Agreement(MOA) between the
Florida Department of Transportation (FDOT) and Monroe County for the Keys Connecting Overseas to
Advance Safe Travel (KEYS COAST)Connected Vehicle Pilot Project to allow FDOT to install On Board
Units (OBUs) in certain county vehicles that travel on US 1 to collect data as part of this connected
vehicle pilot project.
Once executed by FDOT, please provide our office a copy for the file.Should you have any
questions, please feel free to contact me at ext. 3550. Thank you.
cc: Olympia Newton
County Attorney
Finance
File
KEY WEST MARATHON PLANTATION KEY PK/ROTH BUILDING
500 Whitehead Street 3117 Overseas Highway 88820 Overseas Highway 50 High Point Road
Key West,Florida 33040 Marathon,Florida 33050 Plantation Key,Florida 33070 Plantation Key,Florida 33070
305-294-4641 305-289-6027 305-852-7145 305-852-7145
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Memorandum of Agreement(MOA) KEYS CONNECTING OVERSEAS TO ADVANCE SAFE TRAVEL
MEMORANDUM OF AGREEMENT
BETWEEN
THE FLORIDA DEPARTMENT OF TRANSPORTATION,DISTRICT SIX
AND
THE COUNTY OF MONROE
FOR
THE KEYS CONNECTING OVERSEAS TO ADVANCE SAFE TRAVEL
(KEYS COAST)CONNECTED VEHICLE PILOT PROJECT
THIS MEMORANDUM OF AGREEMENT, hereinafter called the "MOA" or "Agreement",
entered into this 20th day of August, 2021 , by and between the STATE OF FLORIDA,
DEPARTMENT OF TRANSPORTATION, DISTRICT SIX located at 1000 NW 11 lth Ave, Miami,
FL 33172, hereinafter referred to as "FDOT", and the COUNTY OF MONROE, located at 1100
Simonton Street, Suite 205, Key West, FL 33040, hereinafter referred to as "PARTICIPANT",
collectively referred to as the "PARTIES."
WHEREAS, Keys COAST is defined as Keys Connecting Overseas to Advance Safe Travel,
hereinafter referred to as "Keys COAST", an FDOT-led connected vehicle pilot project on US 1 (SR
5)in Monroe County, Florida; and
WHEREAS,pursuant to this pilot project, FDOT intends to install Roadside Units (RSUs) at
signalized intersections along approximately 112 miles of US 1 from Key Largo to Key West and at
other select locations; and
WHEREAS, pursuant to this pilot project, FDOT intends to install On-Board Units (OBUs)
on test vehicles including and not limited to freight, transit, emergency, and agency fleet vehicles
(Test Vehicles); and
WHEREAS, pursuant to this pilot project, FDOT intends to upgrade the existing traffic
signal system to include Automated Traffic Signal Performance Measures (ATSPM) and implement
Security Credential Management System (SCMS); and
WHEREAS, the connected vehicle (CV) infrastructure and devices installed on state roads
pursuant to this pilot project will become part of FDOT's overall traffic management and traffic
signal system; and
NOW, THEREFORE, in consideration of the mutual benefits, the PARTIES agree as
follows:
Section 1. Term
This Agreement shall commence upon the signature of both PARTIES and shall continue through
July 31, 2025. This Agreement may be extended for an additional three-year term upon the expiration
of this Agreement by the mutual consent of the PARTIES.
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Section 2. Project Concept and Data Collection
The Connected and Automated Vehicle (CAV)technology is not a fully developed technology but an
important step in advancing public safety. As part of this effort, FDOT will install OBUs on Test
Vehicles that run on US 1 in Monroe County including police vehicles, fire rescue trucks, agency
fleet vehicles, and transit vehicles.
This OBU installation by FDOT does not modify the PARTICIPANT's responsibility to operate and
maintain Test Vehicles in a safe vehicle operating condition at all times. The driver of the Test
Vehicle remains in full control of the vehicle and is responsible for all driving functions when
operating the vehicle. The OBUs will collect and send data on vehicle actions and communications
with other connected vehicles, cyclists, pedestrians, and certain infrastructure. FDOT will install
RSUs into existing FDOT infrastructure to communicate with OBUs and collect data recorded to
measure the benefits of the system and verify its operational status.
The OBUs may record information from all sources available which include the position, speed, and
direction of the Test Vehicle and may record the time surrounding an event. The OBU collected data
may be encrypted on the Test Vehicle without any private/identifiable information and transmitted
securely to FDOT.
It is envisioned that cyclists and pedestrians may use technology similar to that of the OBUs in the
form of a mobile application (hosted on Smartphones or similar devices) that may broadcast data
about their localized position and movement information on sidewalks and crosswalks, analyze their
location information, and may provide alerts to those users and to participating vehicles.
The alerts/warnings that will be provided to drivers/operators may consist of the following safety
warnings: potential red-light violation; approaching a school/work zone; excess speed; pedestrian in
the roadway; and potential vehicle collision. In addition, the OBUs are envisioned to support a
number of vehicle-to-vehicle ("WV") safety applications that may provide the following: forward
collision warning; emergency electronic brake light warning; blind-spot warning; lane change
warning/assist; and intersection movement assist to avoid crashes. Such V2V warnings are based on
connected vehicle (CV) messages received from other vehicles outfitted with the CV technology.
The following range of applications may be implemented on US 1 using the data from OBUs and
RSUs — emergency vehicle preemption; CV traffic signal system; V2V basic safety; transit signal
priority; freight signal priority; and pedestrian and cyclist safety.
Section 3. Confidentiality
If PARTICIPANT asserts that any information obtained in furtherance of this Agreement is
confidential, subject to the conditions herein, PARTICIPANT must identify the information, or
categories, of information it deems confidential and identify the specific statute that authorizes
exemption under Florida's public records law. Failure to identify such information as confidential
constitutes a waiver of claims that the information is confidential. If FDOT receives a public records
request for a document or information that PARTICIPANT has identified as confidential, FDOT shall
notify PARTICIPANT of the request and inform PARTICIPANT that in order to avoid disclosure,
PARTICIPANT must file an action in circuit court within 30 days after the date of the notice seeking
a declaratory judgment that the information in question is confidential and an order barring public
disclosure of the document, in which case PARTICIPANT must provide written notice to FDOT that
the action was filed. Failure to file an action within 30 days may constitute a waiver of any claim of
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confidentiality, and FDOT may release the documents and information requested. FDOT agrees that
it will not release any information identified as confidential to any party outside of this Agreement
except as set forth above and required by applicable law (public records), the virtue of court order,
subpoena, or other validly issued administrative or judicial notice or order.
Each party shall promptly notify the other party of any unauthorized release of the other party's
confidential information of which said party may become aware.
Section 4. Installation and Equipment Maintenance
The PARTIES agree that FDOT will be responsible for the installation, modification, periodic
maintenance, removal, and any needed replacement of the OBUs in the Test Vehicles that are a part
of this pilot project, with FDOT notifying the PARTICIPANT at least one-week in advance. Upon
notice from FDOT, the PARTICIPANT agrees to make all reasonable efforts to make the Test
Vehicle available to FDOT during mutually agreed pre-scheduled hours for the purpose of installing,
modifying, maintaining, removing or replacing the OBU. FDOT will also monitor the OBU device
for health, ensure top-off of security certificates, and respond to OBU related requests by the
PARTICIPANT in a timely manner.
OBUs will provide drivers with audible warnings or alerts and it is the responsibility of
PARTICIPANT to alert FDOT of any suspected equipment malfunction. FDOT may seek user input
on the devices, icons, and general interaction with the device from the PARTICIPANT's vehicle
operator. The PARTICIPANT will cooperate with FDOT when requested for information about the
system and user experience.
The OBUs installed on the Test Vehicles are and will remain the property of FDOT. The OBUs shall
only be removed from the vehicles by FDOT, unless the PARTICIPANT requests and receives a
written consent from FDOT approving the PARTICIPANT to remove an OBU from a vehicle. All the
OBUs that are removed at any time during the term of this pilot project are to be returned to FDOT.
At the termination of the pilot project, all OBUs shall be returned to FDOT. Within three business
days of becoming aware of any lost, stolen, or vandalized OBU, the PARTICIPANT shall notify
FDOT of such incident. FDOT may elect to seek reimbursement from the PARTICIPANT for all
OBUs not returned to FDOT by the PARTICIPANT, in which case PARTICIPANT shall provide
such reimbursement.
For the PARTICIPANT's Test Vehicles that are a part of this pilot project, the role of the
PARTICIPANT includes,but is not limited to:
• Estimating the turnover in the agency fleet and to not include as Test Vehicles those vehicles
that are expected to be replaced within the first two (2) years of the Agreement.
• Identifying as Test Vehicles,those vehicles that frequently travel on US 1 in Monroe County.
• Promptly notifying FDOT in the event that a Test Vehicle unexpectedly requires removal from
service due to factors including but not limited to breakdowns, crashes,and other incidents.
o If a vehicle is likely to be out of service or used in a different service area for a more than
four-week period, including replacement, the PARTICIPANT will provide a two week
advance notice to FDOT and make arrangement with FDOT for the removal of the
Connected Vehicle device from the vehicle.
• Witnessing the installation, modification, maintenance, removal or replacement of the OBU on
the PARTICIPANT Test Vehicle, and then upon completion of the said activity, accepting the
vehicle back through a sign-off process to be developed by FDOT for the pilot proj ect.
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o The sign off by the PARTICIPANT shall recognize that the OBU installation,
modification, maintenance, removal, or replacement activity, as applicable, is complete,
and FDOT has not caused damage to the Test Vehicle.
Section 5. Assumption of Risk
PARTICIPANT understands that participation in the Keys COAST Project is voluntary and
PARTICIPANT agrees to assume any and all risks related to participation in the Keys COAST
Project, which may include but not be limited to OBU operation, removal, misuse, malfunction or
inactivation.
Section 6. Indemnification and Insurance
This project does not involve self-driving or autonomous vehicles. This project involves connected
vehicles where the driver is in full control of their vehicle. The driver is legally responsible to drive
the vehicle and conform with all applicable state laws and PARTICIPANT's vehicle operating
policies. FDOT is not responsible for damages the driver and/or the Test Vehicle may incur in the
event of a crash or any other vehicle operations. FDOT is not liable for the action(s) of the
PARTICIPANT driver(s).
To the extent permitted by law and as limited by and pursuant to the provisions of Section 768.28,
Florida Statutes, PARTICIPANT agrees to indemnify and hold harmless the Department, including
the Department's officers and employees, from liabilities, damages, losses and costs, including, but
not limited to, reasonable attorney's fees, to the extent caused by the negligence, recklessness or
intentional wrongful misconduct of PARTICIPANT and persons employed or utilized by
PARTICIPANT in the performance of this Agreement. This indemnification shall survive the
termination of this Agreement. Nothing contained in this paragraph is intended to nor shall it
constitute a waiver of the State of Florida and the PARTICIPANT's sovereign immunity.
The PARTICIPANT shall have minimum insurance levels at the following amounts: worker's
compensation, in statutory amounts, with employers' liability limits not less than $1,000,000 each
accident or injury; and professional liability insurance, applicable to their profession, with limits not
less than $1,000,000 each claim with respect to negligent acts, errors or omissions in connection with
upgrades provides under this Agreement.
Section 7. Contacts
The County Administrator, or designee, shall be the representative of the County on all matters
pertaining to this Agreement and Mrs. Yamilet Diaz, FDOT District Six TSM&O Engineer -
Arterials, will be the representative for the FDOT. The addresses of these representatives are as
follows:
Mrs.Yamilet Diaz,P.E. Roman Gastesi
Florida Department of Transportation,District Six Monroe County
1001 NW 11 lth Ave, 1100 Simonton Street, Suite 205
Miami,FL 33172 Key West,FL 33040
Office Number: (305) 640-7333 Office Number: 305-292-4441
yamilet.diaz@dot.state.fl.us Gastesi-Roman(a monroecounty-fl.gov
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Any change of contact person name or address may be provided to the other party in writing.
Section 8. Termination and Amendment
The MOT and the PARTICIPANT shall each have the right to terminate this Agreement upon thirty
(30) days advance written notification by hand delivery or by certified U.S. mail, return receipt
requested, postage prepaid, to the representatives at the addresses set forth in Section 7 above.
Notices shall be deemed to be duly given when received by the addressee. All the OBUs shall be
returned by PARTICIPANT to the MOT upon the termination of this Agreement.
The FDOT's performance under this Agreement is contingent upon an annual appropriation by the
Legislature. Termination of this Agreement under this paragraph shall be effective only upon receipt
by PARTICIPANT of notification by hand delivery, at which time the PARTICIPANT's obligation
hereunder shall also immediately be terminated.
Subject to the provisions of Chapter 119, Florida Statutes, the MOT may terminate this Agreement
at any time for refusal by the PARTICIPANT to allow public access to all documents, papers, letters
or other materials made or received by the PARTICIPANT in connection with this Agreement, unless
the documents, papers, letters, or other materials are confidential and exempt from public records
requirements under state law.
The PARTIES may amend this Agreement with a written agreement executed with the same formalities
as this Agreement.
Section 9. Governing Law
Unless otherwise specifically stated herein, this Agreement shall be governed by and construed in
accordance with the laws of the State of Florida.
Section 10. Severability
If any part of this Agreement shall be determined to be invalid or unenforceable by a court of
competent jurisdiction or by any other legally constituted body having the jurisdiction to make such
determination, the remainder of this Agreement shall remain in full force and effect provided that the
part of this Agreement thus invalidated or declared unenforceable is not material to the intended
operation of this Agreement.
Section 11. Entire Agreement
This Agreement incorporates and includes all prior negotiations, correspondence, conversations,
agreements, or understandings applicable to the matters contained herein, and the PARTIES agree
that there are no commitments, agreements or understandings concerning the subject matter of this
Agreement that are not contained in this document. Accordingly, it is agreed that no deviation from
the terms hereof shall be predicated upon any prior representations or agreements (whether oral or
written) or on any other documents referencing or related to the Project, the Agreement, or the
PARTIES' agreement regarding same.
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It is further agreed that no modification, amendment or alteration in the terms or conditions contained
herein shall be effective unless contained in a written document executed with the same formality and
of equal dignity herewith.
Section 12. Due Authorization
The PARTIES represent and warrant that the signatories below are duly authorized by the party each
represents to enter into this Agreement on behalf of said party, and by their signatures do bind the
party they represent to the terms of this Agreement.
[signature page follows]
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Memorandum of Agreement(MOA) KEYS CONNECTING OVERSEAS TO ADVANCE SAFE TRAVEL
IN WITNESS WHEREOF, the PARTIES hereto have caused these presents to be executed the day
and year first above written.
DocuSigned by:
By: B`;rl AVtO (,A�Vt, & 8/20/2021 1 10:10 AM EDT
N
Michelle Coldiron A� I' Cabrera
Mayor TITLE: District Construction Engineer
Monroe County Florida Department of Transportation,
a District Six
Attest: KEVIN MADOK,CLER
OF MONROE COUNTY,FLOR
e
By: m
As Deputy C erk
DocuSigned 6y:
r MO�IN WE COUNTY ATTORNEY
(7YIAIFLPPRG_ e.C.Y R11lt IA rr'' •
By: CHRISTINEfLlMBERT•RARROW5 By: Q�tUa V1A}lll4 8/20/2021 � 10:29 AM EDT
DATE: 71M21
Attorney District General Counsel
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