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11th Amendment 01/22/2020 R ao°?ra fp:° i l' Kevin Madok, CPA Clerk of the Circuit Court& Comptroller—Monroe County, Florida Roe COU0‘ DATE: January 28, 2020 TO: Rich Jones, Sr. Administrator Marine Resources FROM: Pamela Hanco¶ !I.C. SUBJECT: January 22'BOCC Meetings Attached is an electronic copy of the following item for your handling: I7 11th Amendment to the Contract between Monroe County and Pumpout USA, Inc., for Keys-Wide Mobile Vessel Pumpout Service to revise the Contract to: 1) Clarify the program's objectives; and 2) Provide for pumpouts at marinas, at certain marine facilities, and behind residential homes through June 30, 2021. Should you have any questions, please feel free to contact me at (305) 292-3550. cc: 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 AMENDMENT NO. 11 TO CONTRACT BETWEEN MONROE COUNTY,FLORIDA and PUMPOUT USA, INC. for KEYS-WIDE MOBILE VESSEL PUMPOUT SERVICE THIS AMENDMENT NO. 11 TO AGREEMENT is made and entered into this 22nd day of January, 2020,between the Monroe County Board of County Commissioners and Pumpout USA, Inc. ("Pumpout USA" or "Contractor"), a Florida-registered and incorporated for-profit corporation. WITNESSETH: WHEREAS, the parties first entered into an Agreement ("Agreement" or "Contract") on December 12th, 2012, to provide Keys-wide mobile vessel pumpout service (the "Service") for two years, including a quota of 1,300 pumpouts per month, at a cost of$21.81 per pumpout in the first year; and WHEREAS, the Monroe County Board of County Commissioners ("BOCC", "Board", "Monroe County", or the "County") initially established the Keys-Wide Mobile Vessel Pumpout Program as a free government service to vessel owners to, at no charge to such members of the public, reduce or eliminate the adverse environmental impacts associated with the illegal discharge of sewage into the waters of the Florida Keys, which under federal law prohibits discharging sewage into waters within the Florida Keys National Marine Sanctuary (the "Florida Keys No- Discharge Zone"); and WHEREAS, the BOCC approved Amendment No. 1 to the Contract on March 20th, 2013, deleting Section XII ("Donations and Grants"), and including Attachment H. ("Contract Provisions") and Attachment I. ("Regulations") as requested by the Florida Department of Environmental Protection ("FDEP"), which had a separate agreement with the Contractor for the pumpout service to Monroe County; and WHEREAS, the BOCC approved Amendment No. 2 to the Contract on July 17th, 2013, to eliminate the quota and per pumpout cost due to a slow startup of service, and to allow for full quarterly payments to be made to the Contractor; and WHEREAS, the BOCC approved Amendment No. 3 to the Contract on December 10th, 2014, to extend the Agreement through January 31, 2015; and WHEREAS, the BOCC approved Amendment No. 4 to the Contract on January 21st, 2015, to extend the Agreement through March 31, 2015; and WHEREAS, the BOCC approved Amendment No. 5 to the Contract on March 18th, 2015, extending the pumpout service for an additional two-year(2-year) period, establishing a rate of $21.10 per pumpout, establishing a not-to-exceed annual cost of$379,800 based upon an increased quota of 1,500 pumpouts per month, and requiring an annual audit of the "Statement of Revenues and Expenses" associated with the Agreement with Monroe County; and WHEREAS, in August 2015 the FDEP directed its FDEP Clean Vessel Act ("CVA") Program staff to provide FDEP's CVA grants—which up to that time had been provided to the Contractor—instead to Monroe County, so as to promote uniformity of FDEP's similar work at that 1 of 24 time with other counties throughout the state seeking to build a sustainable pumpout program, aspiring to use Monroe County's mobile vessel pumpout program as a model; and WHEREAS, the BOCC approved Amendment No. 6 to the Contract on November 17th, 2015,providing for up to $729,800 for the Service, extending the Service through October 31st, 2016, and reflecting the specific funding sources and levels provided directly to Monroe County from the State, including a$100,000 legislative appropriation and$187,500 in CVA grant funding; and WHEREAS, the BOCC approved Amendment No. 7 to the Contract on August 17th, 2016, providing for Service through June 30th, 2017, and reflecting the specific funding sources and levels provided directly to Monroe County from the State, including a$500,000 legislative appropriation and$172,350 in CVA grant funding; and WHEREAS, the BOCC approved Amendment No. 8 to the Contract on September 20th, 2017, providing for Service through June 30th, 2018, increasing the quota to 1,800 pumpouts per month, and increasing the annual cost to $875,760, and reflecting the specific funding sources and levels provided directly to Monroe County from the State, including a $500,000 legislative appropriation and $180,000 in CVA grant funding; and WHEREAS, the BOCC approved Amendment No. 9 to the Contract on July 18th, 2018, providing for Service through June 30, 2019, and reflecting the specific funding sources and levels provided directly to Monroe County from the State, including a $277,650 legislative appropriation and$180,000 in CVA funding; and WHEREAS, the BOCC approved Amendment No. 10 to the Contract on June 19th, 2019, providing for Service through June 30th, 2020, requiring marinas with pumpout insufficiencies or other pumpout emergencies to request pumpout service prior to the Contractor providing such service, increasing the monthly quota to 2,200 pumpouts per month starting in the second quarter of service, increasing the annual cost of the program to $1,021,719.88, and reflecting a $750,000 State legislative funding appropriation which provides for 73% of the cost of the Service for one year; and WHEREAS, at its November 20th, 2019, regular public meeting, the Monroe County BOCC provided direction to allow and pay Pumpout USA Inc. to: (1) To pump out vessels behind privately-owned residential homes at no cost to the landowner, and free-of-charge to the vessel owner; (2) To pump out vessels located in marinas and marine facilities even if the marina or marine facility already has a fully functional pumpout facility/fully functioning pumpout system on-site; and (3) To pump out vessels located at hotels, condos, commercial facilities with fewer than 10 slips, even if the hotel, condo, or commercial facility has a fully functioning pumpout facility/fully functional pumpout system on-site; and WHEREAS, at its November 20th, 2019, regular public meeting, the Monroe County BOCC did not change its pre-existing direction to the Contractor to continue servicing anchor-outs and vessels at marinas without pumpout facilities; and 2 of 24 • WHEREAS, the Monroe County BOCC requires, through Monroe County Comprehensive Plan Objective 203.3.1, Monroe County Comprehensive Plan Policies 202.3.1-202.3.2, and Monroe County Land Development Code Section 118-16, that all marinas and marine facilities must have on-site pumpout systems, and this requirement unambiguously reflects the legislative intent of the BOCC that all such marinas and marine facilities become and remain self-sufficient and not dependent upon the Monroe County BOCC Service regarding its provision for the legal treatment and/or disposal of its customers' vessels' sewage; and WHEREAS, it therefore is the BOCC's legislative intent to phase out the fully subsidized pumping out of vessels behind privately-owned residential homes and to phase out the fully subsidized pumping out of vessels at marinas, marine facilities, hotels, condos, and commercial facilities with fewer than 10 slips; and NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained herein, the parties have entered into this Amendment No. 11 as follows: Article 1.1.0 Representations and Warranties and Term of Contract By executing this Amendment (hereafter the "Amendment," "Contract," or "Agreement"), the CONTRACTOR makes the following express representations and warranties to the COUNTY: 1.1.1 The CONTRACTOR shall maintain all necessary licenses, permits, or other authorizations necessary to act as CONTRACTOR for the COUNTY until the CONTRACTOR'S duties hereunder have been fully satisfied. 1.1.2 The CONTRACTOR shall prepare all documentation required by this Contract in such a manner that they will be accurate, coordinated, and adequate for use in verifying work completed and associated costs and shall be in conformity and comply with all applicable law, codes, and regulations. The CONTRACTOR warrants that the documents prepared as part of this Contract will be adequate and sufficient to document costs in a manner that is acceptable for reimbursement by government agencies, therefore eliminating any additional cost due to missing or incorrect information. 1.1.3 The CONTRACTOR assumes full responsibility to the extent allowed by law with regard to his performance and with regard to those directly under his employ or authority. 1.1.4 The CONTRACTOR's services shall be performed as expeditiously as is consistent with professional skill and care and the orderly progress of Tasks expressly assigned by the COUNTY. In providing all services pursuant to this Contract, the CONTRACTOR shall abide by all statutes, ordinances, rules and regulations pertaining to, or regulating the provisions of such services, including those now in effect and hereafter adopted. Any violation of said statutes, ordinances, rules or regulations shall constitute a material breach of this Contract and shall entitle the COUNTY to terminate this contract immediately upon delivery of written notice of termination to the CONTRACTOR. 1.1.5 At all times and for all purposes under this Contract the CONTRACTOR is an independent contractor and is not an employee of the COUNTY. No statement contained in this Contract shall be construed so as to find the CONTRACTOR or any of his/her employees, subcontractors, servants, or agents to be employees of the COUNTY. As an independent CONTRACTOR the CONTRACTOR shall provide independent, professional judgment and 3 of 24 • comply with all federal, state, and local statutes, ordinances, rules and regulations applicable to the services to be provided. 1.1.6 The CONTRACTOR shall not discriminate against any person on the basis of race, creed, color, national origin, sex, age, or any other characteristic or aspect which is not job related, in its recruiting, hiring, promoting, terminating, or any other area affecting employment under this Contract or with the provision of services or goods under this Contract. 1.1.7 The effective date of this Contract shall be the last day on which this Contract is signed by both of the parties. 1.1.8 Term of Amendment. The term of the Amendment shall be for one-year commencing on July Pt, 2019, and ending on June 30th, 2020, unless terminated earlier under the terms of the Contract, as amended. However, the Amendment is contingent upon sufficient, continuous funding to the County by the FDEP and/or other sources. If the applicable FDEP (or other) funding agreement is cancelled or becomes insufficiently funded, this amended Agreement is also void, unless the parties amend it in the same manner as it was originally approved. 1.1.9 The CONTRACTOR shall comply with all terms and conditions specified in the State legislative funding agreement MV353 provided by the FDEP (attached as Exhibit"B"). Article 2.0 Scope of Services. The CONTRACTOR shall do, perform, and carry out in a professional and proper manner the Scope of Services described below. The CONTRACTOR shall be the exclusive provider of mobile vessel pumpout services for the County in all areas of the Florida Keys within Monroe County and shall also coordinate with the County and with the Florida Fish and Wildlife Conservation Commission ("FWC") on providing and ensuring sewage pumpout compliance within the County. A detailed Scope of Services is attached as Exhibit"A." The Service cannot be provided to, and therefore Pumpout USA Inc. shall not serve: (1) A vessel that due its illegal anchoring, illegal mooring, location, or use, is in violation of federal, Florida, or local laws, ordinances, rules, or regulations, as determined by a local, state, or federal agency; (2) A vessel that is rented, leased, sub-leased, assigned, or subject to any other form of booking or occupancy agreement for tenancies of less than 28 days duration; (3) A vessel that is advertised for rental, lease, sub-lease, assignment, or any other form of booking or occupancy agreement for tenancies of less than 28 days duration; (4) A vessel that is held out for rental, lease, sub-lease, assignment, or any other form of booking or occupancy agreement for tenancies of less than 28 days duration; (5) A vessel that is facilitating, enabling, promoting, supporting, or sustaining a structure or land use that the Planning & Environmental Resources Department or Code Compliance Department has or have determined violates a provision of the Monroe County Code(s) or Monroe County Comprehensive Plan; 4 of 24 (6) A vessel that the Monroe County Code Compliance Special Magistrate, a court of competent jurisdiction, or an administrative hearing officer has held is in violation of a federal, Florida, or local law, ordinance, rule, or regulation, or Comprehensive Plan objective, policy, or provision; (7) A vessel that has been deemed to constitute a nuisance by a court of competent jurisdiction or by an administrative hearing officer. Pumpout USA Inc. is not required to affirmatively investigate whether a given vessel falls into any one of the above seven categories; however, upon notification by Monroe County that a vessel does fall into one of these categories, Pumpout USA Inc. shall not provide the Service to such vessel; after Monroe County has provided such notification to Pumpout USA Inc., pumpouts to such vessel(s) shall not be considered approved work compensable under this Contract. Pumpout USA Inc. shall immediately report to the Marine Resources Office: (1) If it gains actual or constructive knowledge, or has credible reason to believe, that any vessel it is requested to service or any vessel it observes in the course of its performance of this contract is being rented, leased, sub-leased, assigned, or subject to any other form of booking or occupancy agreement for tenancies of less than 28 days, or if such vessel is being advertised or held out to that effect; and (2) If it gains actual or constructive knowledge, or has credible reason to believe, that any vessel it is requested to service or any vessel it observes in the course of its performance of this contract is in violation of any federal, Florida, or local law, ordinance, rule, or regulation. 2.1 Correction of Errors, Omissions, Deficiencies. The CONTRACTOR shall, without additional compensation, promptly correct any errors, omissions, deficiencies, or conflicts in the work product of the CONTRACTOR. Article 3.0 Amount of Compensation and Availability of Funds. 3.1 The CONTRACTOR shall not charge customers of the pumpout service for the services rendered under this amended Agreement. The County, in consideration of the CONTRACTOR satisfactorily performing and carrying out the objectives of the County as to providing mobile vessel pumpout service, shall pay to the CONTRACTOR up to the sum of One Million Twenty One Thousand Seven Hundred and Nineteen DOLLARS and Eighty-Eight CENTS ($1,021,719.88) for one year, based on a quota of 1,800 pumpouts per month during the first quarter of service and 2,200 pumpouts per month during the remaining three quarters of service, all at a per unit (per pumpout) price of$40.54444, as indicated below. Quarter 1 — 1,800 pumpouts/month (5,400/quarter) at $40.54444= $218,939.98 Quarter 2—2,200 pumpouts/month (6,600/quarter) at $40.54444= $267,593.30 Quarter 3 —2,200 pumpouts/month (6,600/quarter) at $40.54444= $267,593.30 Quarter 4—2,200 pumpouts/month (6,600/quarter) at $40.54444= $267,593.30 5 of 24 Quarterly payments will be paid based on the quarterly quota being reached. If the quarterly quota is not reached, payment will be based on the number of pumpouts performed at the cost per pumpout of$40.54444. Payment will not be made for pumpouts exceeding the quarterly quota. If funds from FDEP or other sources cannot be obtained or cannot be continued at a level sufficient to allow for continued reimbursement of expenditures for services specified herein, this Agreement may be terminated immediately at the option of the Board by written notice of termination delivered to the CONTRACTOR. The Board shall not be obligated to pay for any services or goods provided by the CONTRACTOR after the CONTRACTOR has received written notice of termination. Payment under this amended Agreement is contingent upon an annual appropriation by the Monroe County Board of County Commissioners. 3.2 Payment. The County shall pay the CONTRACTOR in current funds for the CONTRACTOR's performance of authorized work. Payments (as described above) will be made quarterly by the County to the CONTRACTOR. The quarterly payments are based on the quarterly quotas indicated above, at a per unit rate of$40.544444. Conditions for payment are as follows: (A)At the end of each quarter, the CONTRACTOR shall provide an invoice acceptable to the Monroe County Clerk of Court (hereinafter the "Clerk"), along with documentation of service(s) as described in the attached incorporated Scope of Services. Quarterly invoicing shall be based on a quarterly maximum of 1,800 pumpouts in the first quarter and 2,200 pumpouts per month in subsequent quarters at the per unit rate of $40.54444 per pumpout. In the event the CONTRACTOR performs fewer pumpouts than the quarterly quotas, the difference shall not be made up for in other quarters. In the event the CONTRACTOR performs more than the applicable quota in any given quarter, the County shall not pay for the additional pumpouts. (B)Travel and lodging are specifically excluded from payment. Payment shall be made only for services provided (i.e., individual pumpouts) and there are no reimbursable items. (C)CONTRACTOR's final invoice must be received within sixty (60) days after the termination or expiration of this contract. In addition, the CONTRACTOR shall provide quarterly invoicing documentation, as described above. Invoicing shall be made within fifteen (15) calendar days of the end of each quarter. 3.3 Local Government Prompt Payment Act. Payment will be made according to the Local Government Prompt Payment Act. Any request for payment must be in a form satisfactory to the Monroe County Clerk of Court. The request must describe in detail the services performed, the payment amount requested, and supporting documentation. Annually, the CONTRACTOR must furnish to the County the following (prior to the payment of any invoices, items (A) through (F) must be provided): (A)List of the CONTRACTOR's Board of Directors. For each board member please indicate when elected to serve and the length of term of service; if the CONTRACTOR is a sole proprietorship, provide name of owner(s) and duration of ownership; (B)If a corporate entity or similar business organization, evidence of annual election of officers and directors; (C)If a corporate entity, the entity's Articles of Incorporation and Bylaws; 6 of 24 (D)The entity's Policies and Procedures Manual, which must include hiring policies for all staff, drug and alcohol free workplace provisions, and equal employment opportunity provisions; (E) Cooperation with County monitoring visits that the County may request during the contract year; and (F) Other reasonable reports and information related to compliance with applicable laws, contract provisions, and the scope of services that the County may request during the contract year. 3.4 Budget. The CONTRACTOR may not be entitled to receive, and the COUNTY is not obligated to pay, any fees or expenses in excess of the amount budgeted for this Contract in the County's fiscal year (October 1 - September 30) by the COUNTY's Board of County Commissioners. The budgeted amount may only be modified by an affirmative act of the COUNTY's Board of County Commissioners. The COUNTY's performance and obligation to pay under this Contract is contingent upon an annual appropriation by the Board of County Commissioners and the approval of the Board members at the time of Contract initiation, and is furthermore contingent upon sufficient, continuous funding to the County by the DEP and/or other sources. Article 4.0 Renewal. The County shall have the option to renew this Agreement for an additional one year period. Article 5.0 Contractor's License. The CONTRACTOR shall secure, maintain and pay for any permits and licenses necessary to operate pumpout vessels and associated equipment and infrastructure. It is the CONTRACTOR's responsibility to maintain all permits and licenses that may be required. By signature hereon, the CONTRACTOR warrants that it is authorized by law to engage in the performance of the activities herein described, subject to the terms and conditions set forth in these contract documents. Proof of such licenses and approvals shall be submitted to the County upon request. The CONTRACTOR has, and shall maintain throughout the term of this contract, appropriate licenses and approvals required to conduct its business, and hereby represents that it will at all times conduct its business activities in a reputable manner. Article 6.1.0 Insurance 6.1.1 The CONTRACTOR shall obtain insurance as specified and maintain the required insurance at all times that this Contract is in effect. In the event the completion of authorized work is delayed or suspended as a result of the CONTRACTOR's failure to purchase or maintain the required insurance, the CONTRACTOR shall indemnify the County from any and all increased expenses resulting from such delay. 6.1.2 Failure to maintain coverage shall be considered a valid reason for the County to terminate this Contract. 6.1.3 The County, at its sole option, has the right to request a certified copy of any or all insurance policies required by this Contract. 6.1.4 Delays in the commencement or completion of work, resulting from the failure of the CONTRACTOR to provide satisfactory evidence of the insurance required under this Contract, 7 of 24 shall not extend deadlines specified in this Contract, and any penalties and failure to perform assessments shall be imposed as if the work commenced on the specified date and time. 6.1.5 The acceptance and/or approval of the CONTRACTOR'S insurance shall not be construed as relieving the CONTRACTOR from any liability or obligation assumed under this contract or imposed by law. 6.1.6 The Monroe County Board of County Commissioners shall be named as Additional Insured and as a Loss Payee on all of the CONTRACTOR's insurance policies issued to satisfy this Contract's requirements, except for Workers' Compensation. 6.1.7 All insurance policies must specify that they are not subject to cancellation, non-renewal, material change, or reduction in coverage unless a minimum of thirty (30) days prior notification is given to the County by the insurer. 6.2.0 General Liability Insurance 6.2.1 As a pre-requisite of the work governed, or other goods supplied under this Contract (including the pre-staging of personnel and material), the CONTRACTOR shall obtain, at his/her/its own expense, insurance as specified in the attached schedules, which are made part of this Contract. The CONTRACTOR shall require all subcontractors to obtain insurance consistent with the attached schedules. The CONTRACTOR shall ensure that any and all sub-contractors maintain the same types and amounts of insurance required of CONTRACTOR. The CONTRACTOR shall be named as an additional insured on all subcontractors' liability policies. Upon request of County, the CONTRACTOR shall provide such evidence of insurance required of the subcontractor. 6.2.2 The CONTRACTOR will not be permitted to commence work governed by this Contract (including pre-staging of personnel and material) until satisfactory evidence of the insurance required by this Contract has been furnished to the County as specified herein, and, when requested by the County and/or where otherwise applicable, the CONTRACTOR shall provide proof of insurance for all approved subcontractors. 6.2.3 The coverage provided herein shall be provided by an insurer with an A.M. Best rating of VI or better, that is licensed to business in the State of Florida and that has an agent for service of process within the State of Florida. The coverage shall contain an endorsement providing sixty(60) days' notice to the County prior to any cancellation of said coverage. Said coverage shall be written by an insurer acceptable to the County and shall be in a form acceptable to the COUNTY. Prior to the commencement of work governed by this Contract, the CONTRACTOR shall obtain and maintain General Liability insurance. Coverage shall be continuously maintained and include, at a minimum: Insurance Requirement Required Limits Worker's Compensation $100,000 Bodily Injury by Accident $500,000 Bodily Injury by Disease, policy limits $100,000 Bodily Injury by Disease, each employee Recognizing that the work governed by this Agreement involves Maritime Operations (not to be associated with Longshoremen's Insurance) , the CONTRACTOR's Workers' Compensation Insurance Policy shall 8 of 24 include coverage for claims subject to the Federal Jones Act (46 U.S.C.A. subsection 688) with limits not less than $1 million. The CONTRACTOR shall be permitted to provide Jones Act Coverage through a separate Protection and Indemnity Policy, insofar as the coverage provided is no less restrictive than would have been provided by a Workers' Compensation policy. General Liability $300,000 Combined Single Limit If split limits are provided, the minimum limits acceptable shall be: $200,000 per person $300,000 per occurrence $200,000 property damage Vehicle Liability $300,000 Combined Single Limit If split limits are provided, the minimum limits acceptable shall be: $200,000 per person $300,000 per occurrence $200,000 property damage Pollution Liability $1 million per Occurrence Recognizing that the work governed by this Agreement involves the storage, treatment, processing, or transporting of potentially polluting material, the CONTRACTOR shall purchase and maintain, throughout the life of the contract, Pollution Liability Insurance which will cover and respond to bodily injury, property damage, and environmental damage caused by a discharge of wastes which are governed by this Agreement. The policy must specifically identify this contract and specify that coverage will extend to all losses, claiming pollution or environmental impairment, arising out of, in connection with, and/or related to the services governed by this Agreement. The minimum limits of liability shall be: • $1 million per Occurrence If coverage is provided on a claims made basis, an extended claims reporting period of one (1) year will be required. Monroe County and its Board of County Commissioners shall be named as an Additional Insured. Watercraft Liability $1 million Combined Single Limit (CSL) Prior to the commencement of work governed by this Agreement, the CONTRACTOR shall obtain Water Craft Liability Insurance with terms no less restrictive than those found in the standard "American Institute Hull Clauses" (June 2, 1977 edition). Coverage shall be maintained throughout the life of this Agreement and include, at a minimum: • Injury (including death) to any Person; • Damage to Fixed or Movable Objects; • Costs Associated with the Removal of Wrecked Vessels; and • Contractual Liability with Respect to this Agreement. 9 of 24 If the policy obtained states that coverage applies for the "Acts or Omissions of a Vessel", it shall be endorsed to provide coverage for the legal liability of the ship-owner. The minimum limits acceptable shall be: $1 million Combined Single Limit (CSL) Coverage provided by a Protection and Indemnity Club (P&I) shall be subject to the approval of the County. Monroe County and its Board of County Commissioners shall be named as Additional Insured and as a Loss Payee on all policies issued to satisfy the above requirements. The CONTRACTOR shall maintain the insurance required by this Contract throughout the entire term of the Contract and any extensions specified in the attached schedules. Failure to comply with these provisions may result in the immediate suspension of all work until the required insurance has been reinstated or replaced. The CONTRACTOR shall provide, to the COUNTY, as satisfactory evidence of the required insurance, either: • Certificate of Insurance or • A certified copy of the actual insurance policy. The CONTRACTOR must provide a certified copy of the/its actual insurance policy or policies upon request by the County, notwithstanding that the CONTRACTOR may have already provided a Certificate of Insurance. 6.2.4 Coverage shall be maintained throughout the entire term of the contract. 6.2.5 Coverage shall be provided by a company or companies authorized to transact business in the state of Florida. 6.2.6 If the CONTRACTOR has been approved by the Florida Department of Labor as an authorized self-insurer, the COUNTY shall recognize and honor the CONTRACTOR'S status. The CONTRACTOR may be required to submit a Letter of Authorization issued by the Department of Labor and a Certificate of Insurance, providing details on the CONTRACTOR'S Excess Insurance Program. 6.2.7 If the CONTRACTOR participates in a self-insurance fund, a Certificate of Insurance will be required. In addition, the CONTRACTOR may be required to submit updated financial statements from the fund upon request from the County. 6.2.8 The CONTRACTOR shall require its subcontractors to be adequately insured at least to the limits prescribed above, and to any increased limits of the CONTRACTOR if so required by the COUNTY during the term of this Contract. The COUNTY will not pay for increased limits of insurance for subcontractors. 10 of 24 6.2.9 The CONTRACTOR shall provide to the COUNTY certificates of insurance and/or a copy of all insurance policies including those naming the COUNTY as an additional insured and as a loss payee. The COUNTY reserves the right to require a certified copy of such policies upon request. Article 7. Staffing. Since this contract is a service agreement, staffing is of paramount importance. CONTRACTOR shall provide services using the following standards, as a minimum requirement: (A)The CONTRACTOR shall provide at its own expense all necessary personnel to provide the services under this Agreement. The personnel shall not be employees of or have any contractual relationship with the County. (B)All personnel engaged in performing services under this Agreement shall be fully qualified, and, if required, to be authorized or permitted under Federal, State, and local laws to perform such services. Article 8. Utilities. The CONTRACTOR shall be responsible for payment of any utility charges associated with the mobile pumpout service. All utility accounts shall be held in the CONTRACTOR's name. Article 9.0 Indemnification and Hold Harmless. 9.1 The CONTRACTOR covenants and agrees to hold harmless the COUNTY/Monroe County and Monroe County Board of County Commissioners, and its officers and employees, from liabilities, damages, losses, and costs, including but not limited to, all fines, suits, claims, demands, actions, costs, obligations, and attorney's fees, or liability of any kind f arising out of, related to, or in connection with the negligence, recklessness, or intentional wrongful conduct of the CONTRACTOR, subcontractor(s), and other persons employed or utilized by the CONTRACTOR in the performance of the CONTRACT, or arising out of, related to, or in connection with the willful non-performance of the CONTRACTOR. The CONTRACTOR shall be solely responsible and answerable for any and all accidents or injuries to persons or property arising out of its performance of the Contract, including those of any subcontractors. 9.2 The first ten dollars ($10.00) of remuneration paid to the CONTRACTOR is for the indemnification provided for above. The extent of liability is in no way limited to, reduced, or lessened by the insurance requirements contained elsewhere within this Contract. Should any claims be asserted against the COUNTY by virtue of any deficiency or ambiguity in the plans and specifications provided by the CONTRACTOR, the CONTRACTOR agrees and warrants that he shall hold the COUNTY harmless and shall indemnify him from all losses occurring thereby and shall further defend any claim or action on the COUNTY's behalf. 9.3 In the event completion of the work assigned (to include the work of others) is delayed or suspended as a result of the CONTRACTOR's failure to purchase or maintain the required insurance, the CONTRACTOR shall indemnify the COUNTY from any and all increased expenses resulting from such delays. Should any claims be asserted against the COUNTY by virtue of any deficiencies or ambiguity in the plans and specifications provided by the COUNTY or CONTRACTOR, the CONTRACTOR agrees and warrants that the CONTRACTOR shall hold the COUNTY harmless and shall indemnify it from all losses occurring thereby and shall further defend any claims or action on the COUNTY's behalf. 11 of 24 9.4 The CONTRACTOR agrees that no charges or claims for damages shall be made by it for any delays or hindrances attributable to the COUNTY, for whatever cause, during the progress of any portion of the services specified in this Contract. The CONTRACTOR agrees that it shall not be entitled to damages for delay. 9.5 The CONTRACTOR shall be responsible for the completeness and accuracy of its work, plan, supporting data, and other documents prepared or compiled under its obligation for this project, and shall correct at its expense all significant errors or omissions therein which may be disclosed. The cost of the work necessary to correct those errors attributable to the CONTRACTOR and any damage incurred by the COUNTY as a result of additional costs caused by such errors shall be chargeable to the CONTRACTOR. 9.6 The extent of liability is in no way limited to, reduced, or lessened by the insurance requirements contained elsewhere in this Contract. 9.7 This indemnification shall survive the expiration or early termination of the Contract. Article 10. Facilities and Equipment. The CONTRACTOR hereby accepts the use of any County facilities (e.g., dockage), equipment, or infrastructure that may be provided for use in conjunction with the Keys-Wide Mobile Vessel Pumpout Service in "as is" condition, and the CONTRACTOR shall allow the County to inspect said facilities and equipment at any reasonable time. In addition, all operating supplies and any additional equipment shall be the sole responsibility of the CONTRACTOR. Upon the written permission of the County's County Administrator, the County may provide a slip for CONTRACTOR's pumpout boat at the Murray Nelson Government Center in Key Largo. Article 11. Contractor's Assumption of Premises and Conditions. The CONTRACTOR hereby agrees that it has carefully examined the facilities and equipment provided by the County and has made investigations to fully satisfy itself that such facilities and/or equipment are suitable for this work and it assumes full responsibility therefor. The provisions of this Agreement shall control any inconsistent provisions contained in the Scope of Work. The Scope of Work has been read and carefully considered by the CONTRACTOR, who understands the same and agrees to their sufficiency for the work to be done. Under no circumstances, conditions, or situations, shall this Agreement be more strongly construed against the County than against the CONTRACTOR. Article 12. Maintenance,Improvements, and Capital Assets. The CONTRACTOR shall be responsible for the maintenance, repairs, and upkeep of facilities and equipment conveyed to, or provided for the use of, the CONTRACTOR. The CONTRACTOR shall maintain County dockage, or other facilities, and all equipment in a clean, safe, and sanitary manner. Article 13.Breach of Terms by Contractor.The passing, approval, and/or acceptance by the County of any defect in the services furnished by the CONTRACTOR, shall not operate as a waiver by the County of strict compliance with the terms of this Agreement, and specifications covering the services. Any CONTRACTOR's breach of this Agreement shall be governed by the article below on termination for cause. The CONTRACTOR agrees that the County Administrator may designate representatives to visit any facilities or offices utilized by the CONTRACTOR periodically to inspect CONTRACTOR's maintenance of vessels and equipment. The CONTRACTOR agrees that the County Administrator 12 of 24 may designate representatives to visit the facilities or offices periodically to conduct random open file evaluations during the Contractor's normal business hours. Article 14. Termination Without Cause. The County may terminate this Contract without cause by providing the CONTRACTOR with written notice of termination at least thirty (30) days prior to the date of termination. Compensation shall be paid to the CONTRACTOR through the end of provision or services or for the thirty (30) days, whichever is shorter. Article 15. Termination with Cause. In addition to all the terms set forth herein, the County may terminate this Agreement for cause if the CONTRACTOR shall default in the performance of any of its obligations under this Agreement. Bases for default shall include, but is/are not limited to, the occurrence of any one of the following events and same is not corrected to the satisfaction of the County within fifteen (15) days after the County provides the CONTRACTOR with written notice of said default: (A)Failure to provide pumpout services to live-aboards as described in this Agreement. (B)Failure to comply with local, state, or federal rules or regulations pertaining to the operation of pumpout vessels or the handling and/or treatment of vessel waste. (C)Breach of any other term, condition, or requirement of this Agreement. Article 16. Maintenance of Records. The CONTRACTOR shall comply with all public records and records retention requirements mandated by Section 24, Article I, of the Florida Constitution, and Chapter 119, Florida Statutes, and shall maintain and keep all books, documents, and records directly pertinent to performance under this Contract as are necessary to document the performance of this Agreement/Contract and expenses as incurred and in accordance with generally accepted accounting principles consistently applied. Records shall be retained for a period of 7 years from the termination of this Contract or for a period of 3 years from the date of submission of the final expenditure report in accordance with 2 CFR § 200.333, whichever is greater. The COUNTY shall have the right to unilaterally cancel this Contract upon violation of this provision by the CONTRACTOR. Failure of the CONTRACTOR to abide by the terms of this provision shall be deemed a material breach of this Contract and the COUNTY may enforce the terms of this provision in the form of a court proceeding and shall, as a prevailing party, be entitled to reimbursement of all attorney's fees and costs associated with that proceeding. This provisions shall survive any termination or expiration of the Contract. Each party to this Contract or its authorized representatives shall have reasonable and timely access to such records of each other party to this Contract during the term of the Contract and for four years following the termination of this Contract. If an auditor employed by the COUNTY or Monroe County Clerk of Court determines that monies paid to the CONTRACTOR pursuant to this Agreement/Contract were spent for purposes not authorized by this Agreement/Contract, or were wrongfully retained by the CONTRACTOR, the CONTRACTOR shall repay the monies together with interest calculated pursuant to Section 55.03, Florida Statutes, running from the date the monies were paid by the COUNTY. In addition, the CONTRACTOR shall, at its expense, provide the County with an annual audit, prepared by an independent Certified Public Accountant, which shall conform to generally accepted auditing standards, of the Statement of Revenues and Expenses associated with this Agreement with Monroe County, and which shall be submitted to the County within one hundred twenty (120) days following the close of the Contractor's fiscal year. 13 of 24 The CONTRACTOR shall also allow the County to inspect the CONTRACTOR's facilities, equipment, or vessels at any reasonable time. Article 17. Public Access and Public Records Compliance. The CONTRACTOR must comply with all Florida public records laws, including but not limited to Chapter 119, Florida Statutes and Section 24, Article I, of the Florida Constitution. The COUNTY and the CONTRACTOR shall allow and permit reasonable access to, and inspection of, all documents, records, papers, letters, or other"public record" materials in its possession or under its control subject to the provisions of Chapter 119, Florida Statutes, and made or received by the COUNTY and CONTRACTOR in conjunction with and in connection with this Contract and related to Contract performance. The COUNTY shall have the right to unilaterally cancel this Contract upon violation of this provision by the CONTRACTOR. Failure of the CONTRACTOR to abide by the terms of this provision shall be deemed a material breach of this Contract and the COUNTY may enforce the terms of this provision in the form of a court proceeding and shall, as a prevailing party, be entitled to reimbursement of all attorney's fees and costs associated with that proceeding. This provision shall survive any termination or expiration of the Contract. The CONTRACTOR is encouraged to consult with its advisors about Florida's public records laws in order to comply with this provision. Pursuant to Section 119.0701, Florida Statutes, and the terms and conditions of this contract, the CONTRACTOR is required to: (1) Keep and maintain public records that would be required by the COUNTY to perform the service. (2) Upon receipt from the COUNTY's custodian of records, provide the COUNTY with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. (3) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Contract term and following completion of the Contract if the CONTRACTOR does not transfer the records to the COUNTY. (4) Upon completion of the Contract, transfer, at no cost, to the COUNTY all public records in possession of the CONTRACTOR or keep and maintain public records that would be required by the COUNTY to perform the service. If the CONTRACTOR transfers all public records to the COUNTY upon completion of the contract, the CONTRACTOR shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the CONTRACTOR keeps and maintains public records upon completion of the Contract, the CONTRACTOR shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the COUNTY, upon request from the COUNTY's custodian of records, in a format that is compatible with the information technology systems of the COUNTY. (5) A request to inspect or copy public records relating to a COUNTY Contract must be made directly to the COUNTY, but if the COUNTY does not possess the requested records, the COUNTY shall immediately notify the CONTRACTOR of the request, and the CONTRACTOR must provide the records to the COUNTY or allow the records to be inspected or copied within a reasonable time. If the CONTRACTOR does not comply with the COUNTY's request for records, the COUNTY 14 of 24 shall enforce the Contract's maintenance of records and/or public access and public compliance provisions, notwithstanding the COUNTY's option and right to unilaterally cancel this Contract upon violation of said provision(s) by the CONTRACTOR. A CONTRACTOR who fails to provide the public records to the COUNTY or pursuant to a valid public records request within a reasonable time may be subject to penalties under Section 119.10, Florida Statutes. The CONTRACTOR shall not transfer custody, release, alter, destroy or otherwise dispose of any public records unless or otherwise provided in this provision or as otherwise provided by law. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS, BRIAN BRADLEY AT PHONE# 305-292-3470 BRADLEY-BRIAN@MONROECOUNTY-FL.GOV, MONROE COUNTY ATTORNEY'S OFFICE 1111 12TH Street, SUITE 408, KEY WEST, FL 33040. Article 18. Compliance with Law.In providing all services pursuant to this Agreement, the CONTRACTOR shall abide by all statutes, ordinances, rules, and regulations pertaining to, or regulating the provisions of, such services, including those now in effect and hereinafter adopted. Any violation of said statutes, ordinances, rules, and regulations shall constitute a material breach of this Agreement and shall entitle the Board to terminate this contract immediately upon delivery of written notice of termination to the CONTRACTOR. The CONTRACTOR shall possess proper licenses to perform work in accordance with these specifications throughout the term of this Agreement. Article 19. Disclosure, Conflict of Interest, and Code of Ethics. (A)The CONTRACTOR represents that it, its directors, principals and employees, presently have no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required by this Agreement, as provided in Section 112.311, et. seq., Florida Statutes. (B)Upon execution of this Agreement, and thereafter as changes may require, the CONTRACTOR shall notify the County of any financial interest it may have in any and all contracts with Monroe County. (C)County agrees that officers and employees of the County recognize and will be required to comply with the standards of conduct for public officers and employees as delineated in Section 112.313, Florida Statutes, regarding, but not limited to, solicitation or acceptance of gifts; doing business with one's agency; unauthorized compensation; misuse of public position, conflicting employment or contractual relationship; and disclosure or use of certain information. 15 of 24 Article 20. Notice Requirements. Any notice required or permitted under this Agreement shall be in writing and hand delivered or mailed, postage prepaid, to the other party by certified mail, returned receipt requested, to the following: FOR MONROE COUNTY, FLORIDA: Monroe County Administrator and Monroe County and Monroe County Attorney 1100 Simonton Street Senior Director 1111 12th St., Suite 408 Key West, FL 33040 Planning &Environmental Key West, FL 33041 Resources Department 2798 Overseas Hwy. Marathon, FL 33050 FOR THE CONTRACTOR: Donnie Brown, Pumpout USA 1150 Highway 83 North DeFuniak Springs, Florida 32433 Article 21. Taxes. The County is exempt from payment of Florida State Sales and Use taxes. The CONTRACTOR shall not be exempted by virtue of the County's exemption from paying sales tax to its suppliers for materials used to fulfill its obligations under this Agreement, nor is the CONTRACTOR authorized to use the County's Tax Exemption Number in securing such materials. The CONTRACTOR shall be responsible for any and all taxes, or payments of withholding, related to services rendered under this Agreement. Article 22. Financial Responsibility. The CONTRACTOR shall not pledge the County's credit or make it a guarantor of payment or surety for any contract, debt, obligation,judgment, lien, or any form of indebtedness. The CONTRACTOR further warrants and represents that it has no obligation or indebtedness that would impair its ability to fulfill the terms of this Agreement. Article 23.1.0 Miscellaneous 23.1.1 Successors and Assigns.The CONTRACTOR shall not assign or subcontract its obligations under this Contract, except in writing and with the prior express written approval of the COUNTY and consistent with the Contract, which approval shall be subject to such conditions and provisions as the COUNTY may deem necessary. This paragraph shall be incorporated by reference into any assignment or subcontract and any assignee or subcontractor shall comply with all of the provisions of this Contract. Subject to the provisions of the immediately preceding sentence, each party hereto binds itself, its successors, assigns and legal representatives to the other and to the successors, assigns and legal representatives of such other party. 23.1.2 No Third-Party Beneficiaries. Nothing contained herein shall create any relationship, contractual or otherwise, with or any rights in favor of, any third party. 23.1.3 Termination. (A)In the event the CONTRACTOR shall be found to be negligent in any aspect of the service or work, the COUNTY shall have the right to terminate the Contract after five 16 of 24 (5) days' written notification to the CONTRACTOR. (B)The COUNTY may cancel this Contract without cause by giving the CONTRACTOR sixty(60) days' written notice of its intention to do so. 23.1.4 Public Entities Crimes/Convicted Vendor. A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a bid on contracts to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017 of the Florida Statutes, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. By signing this Contract, CONTRACTOR represents that the execution of this Contract will not violate the Public Entity Crimes Act (Section 287.133, Florida Statutes). Violation of this section shall result in termination of this Contract and recovery of all monies paid hereto, and may result in debarment from COUNTY's competitive procurement activities. In addition to the foregoing, CONTRACTOR further represents that there has been no determination, based on an audit, that it or any subcontractor has committed an act defined by Section 287.133, Florida Statutes, as a"public entity crime" and that it has not been formally charged with committing an act defined as a"public entity crime" regardless of the amount of money involved or whether CONTRACTOR has been placed on the convicted vendor list. CONTRACTOR will/shall promptly notify the COUNTY if it or any subcontractor or subconsultant is formally charged with an act defined as a "public entity crime" or has been placed on the convicted vendor list. 23.1.5 Claims for Federal Aid. CONTRACTOR and COUNTY agree that each shall be, and is, empowered to apply for, seek, and obtain federal and state funds to further the purpose of this Contract; provided that all applications, requests, grant proposals, and funding solicitations shall be approved by each party prior to submission. 23.1.6 Non-Discrimination. CONTRACTOR and COUNTY agree that there will be no discrimination against any person, and it is expressly understood that upon a determination by a court of competent jurisdiction that discrimination has occurred, this Contract automatically terminates without any further action on the part of any party, effective the date of the court order. CONTRACTOR or COUNTY agrees to comply with all Federal and Florida statutes, and all local ordinances, as applicable, relating to nondiscrimination. These include but are not limited to: 1) Title VI of the Civil Rights Act of 1964 (PL 88-352) which prohibits discrimination on the basis of race, color or national origin; 2) Title IX of the Education Amendment of 1972, as amended (20 USC ss. 1681-1683, and 1685-1686), which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation Act of 1973, as amended (20 USC s. 794), which prohibits discrimination on the basis of handicaps; 4) The Age Discrimination Act of 1975, as amended (42 USC ss. 6101-6107) which prohibits discrimination on the basis of age; 5) The Drug Abuse Office and Treatment 17 of 24 Act of 1972 (PL 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91-616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; 7) The Public Health Service Act of 1912, ss. 523 and 527 (42 USC ss. 690dd-3 and 290ee-3), as amended, relating to confidentiality of alcohol and drug abuse patient records; 8) Title VIII of the Civil Rights Act of 1968 (42 USC s. et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC s. 1201 Note), as may be amended from time to time, relating to nondiscrimination on the basis of disability; 10) Monroe County Code Chapter 13, Article VI, which prohibits discrimination on the basis of race, color, sex, religion, national origin, ancestry, sexual orientation, gender identity or expression, familial status or age; 11) Any other nondiscrimination provisions in any Federal or state statutes which may apply to the parties to, or the subject matter of, this Contract. 23.1.7 No Solicitation/Payment. The CONTRACTOR and COUNTY warrant that, in respect to itself, it has neither employed nor retained any company or person, other than a bona fide employee working solely for it, to solicit or secure this Contract and that it has not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee working solely for it, any fee, commission,percentage, gift, or other consideration contingent upon or resulting from the award or making of this Contract. For the breach or violation of the provision, the CONTRACTOR agrees that the COUNTY shall have the right to terminate this Contract without liability and, at its discretion, to offset from monies owed, or otherwise recover, the full amount of such fee, commission, percentage, gift, or consideration. 23.1.8 Employees Subject to County Ordinance Nos. 010-1990 and 020-1990. The CONTRACTOR warrants that it has not employed, retained or otherwise had act on its behalf any former COUNTY officer or employee subject to the prohibition of Section 2 of Ordinance No. 010-1990 or any COUNTY officer or employee in violation of Section 3 of Ordinance No. 020-1990. For breach or violation of this provision the COUNTY may, in its discretion, terminate this Contract without liability and may also, in its discretion, deduct from the Contract or purchase price, or otherwise recover the full amount of any fee, commission, percentage, gift, or consideration paid to the former COUNTY officer or employee. 23.1.9 Covenant of No Interest. CONTRACTOR and COUNTY covenant that neither presently has any interest, and shall not acquire any interest, which would conflict in any manner or degree with its performance under this Contract, and that only interest of each is to perform and receive benefits as recited in this Contract. 23.2.0 Federal Contract Requirements.The CONTRACTOR and its subcontractors must follow the provisions as set forth in Appendix II to Part 200, as amended, including but not limited to: 23.2.1 Equal Employment Opportunity. Except as otherwise provided under 41 CFR Part 60, all contracts that meet the definition of"federally assisted construction contract" in 41 CFR Part 60-1.3 must include the equal opportunity clause provided under 41 CFR 60-1.4(b). 23.2.2 Davis-Bacon Act, as Amended (40 U.S.C. 3141-3148). When required by Federal program legislation, all prime construction contracts in excess of$2,000 awarded by non-Federal entities 18 of 24 must comply with the Davis-Bacon Act (40 U.S.C. 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The COUNTY must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The COUNTY must report all suspected or reported violations to the Federal awarding agency. The contractors must also comply with the Copeland "Anti-Kickback" Act (40 U.S.C. 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States"). As required by the Act, each contractor or subrecipient is prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The COUNTY must report all suspected or reported violations to the Federal awarding agency. 23.2.3 Contract Work Hours and Safety Standards Act (40 U.S.C. 3701-3708). Where applicable, all contracts awarded by the COUNTY in excess of$100,000 that involve the employment of mechanics or laborers must comply with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5). Under 40 U.S.C. 3702 of the Act, each contractor must compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. 23.2.4 Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the definition of"funding agreement" under 37 CFR §401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that "funding agreement," the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency. 23.2.5 Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251-1387, as Amended). Contracts and subgrants of amounts in excess of$150,000 must comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251-1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency(EPA). 23.2.6 Debarment and Suspension (Executive Orders 12549 and 12689). A contract award (see 2 CFR 180.220) must not be made to parties listed on the government-wide exclusions in the 19 of 24 System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp.,p. 235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. 23.2.7 Byrd Anti-Lobbying Amendment(31 U.S.C. 1352). Contractors that apply or bid for an award exceeding$100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. 23.2.8 Procurement of recovered materials as set forth in 2 CFR § 200.322. 23.2.9 Other Federal Requirements. 23.3.0 Americans with Disabilities Act of 1990 (ADA). The CONTRACTOR will comply with all the requirements as imposed by the ADA, the regulations of the Federal government issued thereunder, and the assurance by the CONTRACTOR pursuant thereto. 23.3.1 Disadvantaged Business Enterprise (DBE)Policy and Obligation. It is the policy of the COUNTY that DBE's, as defined in 49 C.F.R. Part 26, as amended, shall have the opportunity to participate in the performance of contracts financed in whole or in part with COUNTY funds under this Contract. The DBE requirements of applicable federal and state laws and regulations apply to this Contract. The COUNTY and its CONTRACTOR agree to ensure that DBE's have the opportunity to participate in the performance of this Contract. In this regard, all recipients and contractors shall take all necessary and reasonable steps in accordance with applicable federal and state laws and regulations to ensure that the DBE's have the opportunity to compete for and perform contracts. The COUNTY and the CONTRACTOR and subcontractors shall not discriminate on the basis of race, color, national origin or sex in the award and performance of contracts, entered pursuant to this Contract. 23.3.2 The CONTRACTOR shall utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the CONTRACTOR during the term of the Contract and shall expressly require any subcontractors or subconsultants performing work or providing services pursuant to the Contract to likewise utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the subcontractor or subconsultant during the Contract term. 23.3.3 NRCS Regulations. NRCS administers the EWP program through the following authorities: • Section 216, Public Law 81-516 (33 U.S.C. Section 701b); • Section 403 of Title IV of the Agricultural Credit Act of 1978, Public Law 95-334; and • Section 382, Title III, of the 1996 Farm Bill Public Law 104-127; and • Codified rules for administration of the EWP program are set forth in 7 CFR 624. 20 of 24 Article 24. Non-Waiver of Immunity. Notwithstanding the provisions of Section 768.28,Florida Statutes, the participation of the CONTRACTOR and the COUNTY in this Contract and the acquisition of any commercial liability insurance coverage, self-insurance coverage, or local government liability insurance pool coverage shall not be deemed a waiver of immunity to the extent of liability coverage, nor shall any contract entered into by the COUNTY be required to contain any provision for waiver. Article 25. Privileges and Immunities. All of the privileges and immunities from liability, exemptions from laws, ordinances, and rules and pensions and relief, disability, workers' compensation, and other benefits which apply to the activity of officers, agents, or employees of any public agents or employees of the COUNTY, when performing their respective functions under this Contract within the territorial limits of the COUNTY shall apply to the same degree and extent to the performance of such functions and duties of such officers, agents, volunteers, or employees outside the territorial limits of the COUNTY. Article 26.Legal Obligations and Responsibilities - Non-Delegation of Constitutional or Statutory Duties. This Contract is not intended to, nor shall it be construed as, relieving any participating entity from any obligation or responsibility imposed upon the entity by law except to the extent of actual and timely performance thereof by any participating entity, in which case the performance may be offered in satisfaction of the obligation or responsibility. Further, this Contract is not intended to, nor shall it be construed as, authorizing the delegation of the constitutional or statutory duties of the COUNTY, except to the extent permitted by the Florida Constitution, state statute, and case law. Article 27. No Personal Liability. No covenant or agreement contained herein shall be deemed to be a covenant or agreement of any member, officer, agent or employee of Monroe County in his or her individual capacity, and no member, officer, agent or employee of Monroe County shall be liable personally on this Contract or be subject to any personal liability or accountability by reason of the execution of this Contract. Article 28. Non-Reliance by Non-Parties.No person or entity shall be entitled to rely upon the terms, or any of them, of this Contract to enforce or attempt to enforce any third-party claim or entitlement to or benefit of any service or program contemplated hereunder, and the CONTRACTOR and the COUNTY agree that neither the CONTRACTOR nor the COUNTY or any agent, officer, or employee of either shall have the authority to inform, counsel, or otherwise indicate that any particular individual or group of individuals, entity or entities, have entitlements or benefits under this Contract separate and apart, inferior to, or superior to the community in general or for the purposes contemplated in this Contract. Article 29. Governing Law,Venue,Interpretation, Costs and Fees. This Contract shall be governed by and construed in accordance with the laws of the State of Florida applicable to contracts made and to be performed entirely in the State. In the event that any cause of action or administrative proceeding is instituted for the enforcement or interpretation of this Contract, COUNTY and CONTRACT agree that venue shall lie in the 16th Judicial Circuit, Monroe County, Florida, in the appropriate court or before the appropriate administrative body. This Contract shall not be subject to arbitration. The construction and interpretation of this Contract and all Monroe County Comprehensive Plan provision(s), Florida Statutes, and Monroe County Code(s) provisions shall be deferred in favor of the County and such construction and interpretation shall be entitled to great weight in adversarial administrative proceedings, at trial,bankruptcy, and on appeal. 21 of 24 Mediation proceedings initiated and conducted pursuant to this Contract shall be in accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by the circuit court of Monroe County. Article 30. Attorney's Fees and Costs. The COUNTY and CONTRACTOR agree that in the event any cause of action or administrative proceeding is initiated or defended by any party relative to the enforcement or interpretation of this Contract, the prevailing party shall be entitled to reasonable attorney's fees, court costs, investigative, and out-of-pocket expenses, as an award against the non- prevailing party, and shall include attorney's fees, courts costs, investigative, and out-of-pocket expenses in appellate proceedings. Article 31. Adjudication of Disputes or Disagreements. The COUNTY and CONTRACTOR agree that all disputes and disagreements shall be attempted to be resolved by meet and confer sessions between representatives of each of the parties. If the issue or issues are still not resolved to the satisfaction of the parties, then any party shall have the right to seek such relief or remedy as may be provided by this Contract or by Florida law. This provision does not negate or waive the preceding provisions of this Contract concerning termination or cancellation. Article 32. Cooperation. In the event any administrative or legal proceeding is instituted against either party relating to the formation, execution, performance, or breach of this Contract, COUNTY and CONTRACTOR agree to participate, to the extent required by the other party, in all proceedings, hearings, processes, meetings, and other activities related to the substance of this Contract or provision of the services under this Contract. COUNTY and CONTRACTOR specifically agree that no party to this Contract shall be required to enter into any arbitration proceedings related to this Contract. Article 33. Miscellaneous. The terms "marina", "marine facility", and "hotel" shall be understood to have the same meaning as those terms have been defined at Section 101-1 of the Monroe County Land Development Code (2019).1 Only lawfully established marinas, marine facilities, hotels, hotel docks or slips, condominium docks or slips, commercial mooring or docking facilities with fewer than 10 slips, or privately-owned residential dwelling units, may receive the Service. Residential dwelling units that are vacation rentals cannot receive the Service.2 The term "condominium" shall be construed to inclusively embrace the terms defined at Section 718.103(11)-(13), Florida Statutes (2019).3 The Contractor is not required to affirmatively investigate of whether a"marina", "marine facility", "hotel", hotel dock or slip, condominium, condominium dock or slip, or commercial 1"Marina means a facility for the storage,launching and securing of vessels and/or live-aboard vessels,together with accessory retail and/or service uses,including but not limited to commercial retail,restaurants, vessel rentals,charter vessels,vessel repair,sport diving operations and the provision of fuel.The term marina does not include docks accessory to a land-based dwelling unit limited to the use of owners or occupants of the dwelling unit." "Marine facility means a docking facility with 10 slips or more, or one live-aboard slip." "Hotel means building containing individual units for the purpose of providing overnight lodging facilities for periods not exceeding 30 days to the general public for compensation with or without meals, and which has common facilities for reservations and cleaning services,combined utilities and on-site management and reception." 2"Vacation rental"shall be understood to have the same meaning as that term has been defined in the Monroe County Land Development Code. 3"`Condominium' means that form of ownership of real property created pursuant to this chapter, which is comprised entirely of units that may be owned by one or more persons, and in which there is, appurtenant to each unit, an undivided share in common elements. [...] `Condominium parcel' means a unit,together with the undivided share in the common elements appurtenant to the unit. [...] `Condominium property' means the lands,leaseholds,and personal property that are subjected to condominium ownership,whether or not contiguous,and all improvements thereon and all easements and rights appurtenant thereto intended for use in connection with the condominium." 22 of 24 mooring or docking facility with fewer than 10 slips, is lawfully established; however, upon notification by Monroe County that any such article, location, structure, or object is not lawfully established, the Contractor shall not provide the Service therein; after Monroe County has provided such notification to the Contractor, pumpouts to such article(s), location(s), structure(s), or object(s) shall not be considered approved work compensable under this Contract. Article 34. Severability. If any term, covenant, condition or provision of this Contract (or the application thereof to any circumstance or person) shall be declared invalid or unenforceable to any extent by a court of competent jurisdiction, the remaining terms, covenants, conditions and provisions of this Contract, shall not be affected thereby; and each remaining term, covenant, condition and provision of this Contract shall be valid and shall be enforceable to the fullest extent permitted by law unless the enforcement of the remaining terms, covenants, conditions and provisions of this Contract would prevent the accomplishment of the original intent of this Contract. The COUNTY and CONTRACTOR agree to reform the Contract to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. Article 35. Attestations and Truth in Negotiation. CONTRACTOR agrees to execute such documents as COUNTY may reasonably require, including a Public Entity Crime Statement, an Ethics Statement, and a Drug-Free Workplace Statement. Signature of this Contract by CONTRACTOR shall act as the execution of a truth in negotiation certificate stating that wage rates and other factual unit costs supporting the compensation pursuant to the Contract are accurate, complete, and current at the time of contracting. The original contract price and any additions thereto shall be adjusted to exclude any significant sums by which the agency determines the contract price was increased due to inaccurate, incomplete, or concurrent wage rates and other factual unit costs. All such adjustments must be made within one year following the end of the Contract. Article 36. Authorized Signatory. The signatory for the CONTRACTOR, below, certifies and warrants that: (A)The CONTRACTOR's name in this Agreement is its full name. (B)He or she is authorized to act and contract on behalf of CONTRACTOR. Article 37. Authority. Each party represents and warrants to the other that the execution, delivery and performance of this Contract have been duly authorized by all necessary County and corporate action, as required by law. Article 38. Entire Agreement. This Agreement constitutes the entire Agreement between the County and the CONTRACTOR for the services contemplated herein. Any amendments or revisions to this agreement must be in writing and be executed in the same manner as this Agreement. Article 39.Binding Effect. The terms, covenants, conditions, and provisions of this Contract shall bind and inure to the benefit of the COUNTY and CONTRACTOR and subcontractors and their respective legal representatives, successors, and assigns. Article 40. Section Headings. Section headings have been inserted in this Contract as a matter of convenience of reference only, and it is agreed that such section headings are not a part of this Contract and will not be used in the interpretation of any provision of this Contract. 23 of 24 Article 41. Execution in Counterparts. This Contract may be executed in any number of counterparts, each of which shall be regarded as an original, all of which taken together shall constitute one and the same instrument and any of the parties hereto may execute this Contract by signing any such counterpart. ,)itneWhereof, the parties have executed this Contract as indicated below. }p. nit.,; 8'3'f �R c0,i 1*WAYA,<<,%",/,',/ a picL% ✓ im fiI BOARD OF COUNTY COMMISSIONERS OF `�YtE< AIY` y � OK, CLERK MONROE CO NTY, FLORIDA q",-,-,-4-41 Lry��IG� Deputy Clerk Mayor He her arruthers By: rl 1)111 /6 Ptah II l W Signature: Witness (Print Name) Donnie Brown By: On behalf of: Pumpout USA, Inc. . M Witness (Signatu a n , rn �� rd-a C C)' N �i co O "r-b-` „I ;� Y'i,.,, ERIKA NODAL STATE OF r (J{ ( k`- Notary Public-State of Florida 0 - t1 o Commission N GG 9301 - ' rn +�-'� 4 `' ovr My Comm.Expires Nov 7,2Q123 C") COUNTY OF ` on y Ot l Bonded through National NotarlTKssn, 1 •• N C7 The foregoing instrument was acknowledged and attested before me this Z 1 day of -a Yl 2020, by DO n a I Ci CI I me. rnN rt I I I, who is personally known to me or produced Ft_ DI— %5 - i 3-5-*.o --011(o— D as proof of identification and did take an oath. AYPt,••.. ERIKA NODAL I ._._..---_ 1 . • ' Notary Public-State of Florida . M! ROB NOUN ATTORNEY '� o`' Commission a GG 930181 ' '''• r N t>4 FORM : � 1 'ocFl. '' My Comm,Expires Nov 7,2023 Ir . 0 Buncjed iple n National Notary Assn. 0— /A_AZOT1 Notts, 1i.�l�e gate: -LV I V—K 00 , Print Name 24 of 24 Exhibit"A." Scope of Services for Mobile Vessel Pumpout Service Pumpout USA, Inc. ("Pumpout USA" or the "Contractor") shall provide mobile vessel pumpout service to vessels located throughout areas of Monroe County within the Florida Keys. This pumpout service is being provided by the Monroe County Board of County Commissioners ("BOCC") at no charge to vessel owners to reduce or eliminate the adverse environmental impacts associated with the illegal discharge of sewage into the waters of the Florida Keys, which under federal law prohibits discharging sewage into waters within the Florida Keys National Marine Sanctuary (the "Florida Keys No-Discharge Zone"), and in conformity with the BOCC's Proof of Pumpout Ordinance as authorized by Section 327.60(4), Florida Statutes. The objective of the Keys-Wide Mobile Vessel Pumpout Service program (the "Service") is to provide mobile vessel sewage pumpout service to vessels in circumstances where suitable' pumpout facilities may not be readily available to a vessel owner, until such time the BOCC determines that marinas and marine facilities within its jurisdiction must implement and take responsibility for, or have implemented, "suitable" on-site pumpout equipment and/or systems in accordance with requirements of the Monroe County Comprehensive Plan and Monroe County Land Development Code. The Service's first priority is, and therefore Pumpout USA's first priority shall be, providing mobile pumpout service to anchored-out vessels. The following sections describe the Scope of Work and Deliverables for the provision of mobile vessel pumpout service. Section A: Scope of Work I. Mobile Vessel Pumpout Service Pumpout USA shall provide the mobile vessel pumpout service consisting of a minimum of four active marine pumpout vessels, and three backup marine pumpout vessels, to serve2 vessels located in the waters of Monroe County within the Florida Keys. The Service will be provided 8 hours per day during normal business hours (i.e., between 8 A.M.-5 P.M., or between 9 A.M.-6 P.M.), 5 business days per week. Each pumpout vessel placed into service shall be readily capable of servicing between 25-50 vessels per day, and each shall be trailerable to relocate to other approved service areas, as needed. The pumpout service shall be provided at no charge to all anchored vessels in the waters of Monroe County within the Florida Keys, up to a maximum of one pumpout per week to each individual vessel served. The term"suitable"should be construed as available,sufficient, accessible or operable. 2 The term"serve"shall be understood to be exclusively synonymous with the term"pump out", and may not be construed to embrace any other type of service or activity. 1 of 6 Pumpout USA may also, under this contract, provide up to a maximum of one pumpout per week at no charge to vessels docked or moored in the following locations: • Marinas; • Marine facilities; • Hotel docks or slips; • Condominium docks or slips; • Commercial (for-profit or not-for-profit) docking or mooring facilities with fewer than 10 slips; and • Docks or slips located behind lawfully established privately-owned residential dwelling units.3 Vessel owners shall be encouraged by Pumpout USA to register for routine pumpout service (see "Registration of Customers" below), which shall assist in streamlining the service through the utilization of `identification decals' indicating a vessel owner's and/or operator's and/or a vessel's participation in the BOCC's pumpout Service. All such decals shall be provided by Pumpout USA at no cost to the BOCC. Vessel waste shall be offloaded and properly disposed of utilizing fixed pumpout stations located throughout the Florida Keys, and, when necessary, shall be hauled out by duly registered and licensed haulers. II. Staffing Pumpout USA shall, at its own expense, provide all office and field personnel and staff required or reasonably necessary to perform and complete all duties and obligations required under this contract, and all personnel and staff engaged in performing activities, duties, or services pursuant to this contract or in the performance of activities associated with this contract shall be professionally competent, and fully qualified, authorized, and permitted under all federal, State, and local laws, ordinances, rules, and regulations, to perform such activities, duties, or services. Pumpout USA personnel shall not be considered "employees" of or be understood or deemed to have any individual legal relationship or privity with, contractual or otherwise, with the Monroe County BOCC. The Contractor shall provide Pumpout Vessel Captains and a Maintenance Captain, as well as a Project Manager who has extensive experience and training in the marine pumpout industry. 3 A"residential dwelling unit"shall be understood to have the following meaning set forth at Section 101-1 of the Monroe County Land Development Code(—Residence' or `residential use',as applied to any lot,plat,parcel,tract, area,or building, means used or intended for dwelling purposes,but not including transient units. [...] `Transient unit' means a dwelling unit used for transient occupancy such as a hotel or motel room, a seasonal residential unit, a campground space, an institutional residential use,or a recreational vehicle space. [...] `Dwelling unit' means one or more rooms physically arranged for occupancy for one residential household sharing common living,cooking, and toilet facilities."). 2 of 6 The Project Manager shall maintain an office and his or her primary duties shall include, but shall not be limited to: • Coordinating pump-out schedules; • Registering customers for service; • Obtaining registrants' contact information and location for pump-out service; and • Acting as an accessible and responsive point of contact for the Florida Fish and Wildlife Conservation Commission ("FWC") concerning "Proof of Pumpout" of vessels located in Monroe County waters. The Pumpout Vessel Captains and Maintenance Captain shall be employees of the Contractor, and their duties shall include, but shall not be limited to: • Operating a pumpout vessel(s) on a weekly schedule within their designated service areas; • Maintenance of an adequate supply of identification decals; and • Continuing and uninterrupted regular maintenance of a written daily log identifying service dates, all pumpouts performed, all gallons pumped from each vessel, and all fuel purchased with receipt, for reporting and reimbursement purposes. III. Registration of Customers Registration forms for participation in the Service shall be made available online through the Pumpout USA website, which Pumpout USA shall continuously maintain and ensure is available and accessible to the public at all times. Registration forms shall also be made available directly from Pumpout USA's pumpout vessel operators in their approved areas of service. Additionally, Pumpout USA may also provide registration forms at various marinas and marine facilities throughout the areas of Monroe County. Registration to participate in the Service shall be free for vessels. Each participant must submit his or her registration information to Pumpout USA, which shall be entered into the service schedule by Pumpout USA. Upon the first service by Pumpout USA's pumpout vessel to the serviced vessel, the pumpout vessel operator shall affix the identification decal to the bow of the serviced vessel, adjacent to the location of its state vessel registration decal. An identification decal may not be provided to a vessel owner or affixed to a vessel unless it has been serviced by Pumpout USA's pumpout vessel, and service shall not be provided to any vessel (which does not have sewage to be pumped) simply for the purpose of acquiring an identification decal. Service may also be denied if the vessel to be pumped out is not properly equipped, as determined by the Contractor, to provide for a safe, secure pumpout (for example, improper deck fittings, sewage lines, etc.) which may reasonably result in a sewage leak or other breakdown, danger, or malfunction. 3 of 6 Pumpout USA shall ensure that a service schedule for each pumpout vessel placed into service is continuously available for access by the County and the public on the Pumpout USA website. The registration forms provided on said website shall contain: (1.)The mooring location of the vessel (latitude and longitude); (2.)The registration number and state, size, and type of the vessel; (3.)The name of the vessel; and (4.)A point of contact for the vessel. The registration form must be signed by the vessel owner and/or its captain and must expressly authorize Pumpout USA's Pumpout Vessel Captain to pumpout the participating vessel and to board the participating vessel, if necessary. IV.Public Education Pumpout USA shall continuously maintain a website and develop public education materials, instructional materials, and registration packets in support of the BOCC's mobile vessel pumpout Service. All educational materials shall primarily focus upon the importance of clean water to the environment and public health of the Florida Keys and its residents and visitors, and the pollution impacts of sewage discharge into the environment. Pumpout USA shall ensure that these materials are available on its website, Pumpout USA may further distribute these materials to participating marinas, marine facilities, local sporting goods merchants, Monroe County government centers, and/or Monroe County government offices, FWC may distribute these materials where they may be reasonably accessed by vessel owners, and FWC officers, FWC staff, and Pumpout USA's Pumpout Vessel Captains may furthermore distribute these materials in locations where they may be reasonably accessed by vessel owners. V. Coordination with County staff and FWC Pumpout USA shall, at any and all times requested by Monroe County and at any and all times requested by the FWC, identify to the FWC or County any anchored vessels that are not participating in the program or that are not requesting pumpouts. Section B: Deliverables All deliverables below shall be submitted quarterly as specified in Part 3.2(A) of the Contract, or as requested by Marine Resources staff. I. Daily Pumpout Logs Pumpout USA shall submit daily pumpout logs to the Marine Resources Office, which shall be specific to each pumpout vessel, pumpout vessel captain, and service area. The daily log shall include: 4 of 6 (1) The name and registration number of each vessel pumped out by Pumpout USA; (2) The number of gallons of sewage pumped out for that vessel; (3) All the date(s) of the service. Pumpout USA shall ensure that the volume of sewage pumped out shall be totaled at the bottom of each pumpout log. II. Quarterly Reports Pumpout USA shall submit signed and dated Quarterly Reports to the Marine Resources Office clearly indicating the: • Number of pumpouts performed by service area including: (1.) Actual number of all pumpouts performed by Pumpout USA pursuant to this contract; (2.) Number of in-state vessels and out-of-state vessels pumped out by Pumpout USA pursuant to this contract; (3.) Volume of sewage pumped out (in gallons) by Pumpout USA pursuant to this contract; (4.) The number of individual vessel pumped out by Pumpout USA pursuant to this contract; and (5.) The method of waste disposal. Pumpout USA shall also submit to the Marine Resources Office a summary clearly stating: (1.) Each quarter's total number of pumpouts performed by Pumpout USA pursuant to this contract; (2.) Each quarter's total number of in-state and out-of-state vessels pumped out by Pumpout USA pursuant to this contract; (3.) Each quarter's total volume of sewage pumped out (in gallons) by Pumpout USA pursuant to this contract; and (4.) Each quarter's total number of individual vessels pumped out by Pumpout USA pursuant to this contract; (5.)Gallons of fuel used by Pumpout USA in its performance of its duties and obligations under this contract; and (6.)Any education and outreach activities provided or performed by Pumpout USA in connection with this contract. III. Monthly Reports Pumpout USA shall provide to the Marine Resources Office the following monthly reports: (1.)Signed Monthly Pumpout Log Summary Reports containing the following 5 of 6 information for each named Area of Service: (a.) Monthly total number of pump outs performed by Pumpout USA pursuant to this contract; (b.) The monthly total number of in-state vessels and out-of-state vessels pumped out by Pumpout USA pursuant to this contract; (c.)The monthly total volume of sewage (in gallons) pumped out by Pumpout USA pursuant to this contract; (d.)The monthly total number of individual vessels pumped out by Pumpout USA pursuant to this contract; and (e.)Methods of waste disposal utilized during the month. IV.Invoicing Pumpout USA shall submit to the Marine Resources Office a signed invoice on Pumpout USA letterhead for each quarter's payment, as stipulated in the operative Contract. The invoice cost (as further described and elaborated in the Contract) shall be based upon a per unit rate. 6 of 6 EXHIBIT B STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION Standard Grant Agreement This Agreement is entered into between the Parties named below,pursuant to Section 215.971,Florida Statutes: 1. Project Title(Project): Agreement Number: Monroe County Vessel Pump Out Program MV353 2. Parties State of Florida Department of Environmental Protection, 3900 Commonwealth Boulevard Tallahassee,Florida 32399-3000 (Department) Grantee Name: Monroe County Board of County Commissioners Entity Type: Local Government Grantee Address: 2798 Overseas Hwy,Suite 420, Marathon,FL 33050 FEID: 59-6000749 (Grantee) 3. Agreement Begin Date: 7/O1/2019 Date of Expiration: 6/30/2020 4. Project Number: Project Location(s): (If different from Agreement Number) 2798 Overseas Hwy.,Suite 420, Marathon,FL 33050 Project Description: Monroe County vessel pump out program 5. Total Amount of Funding: Funding Source? Award#s or Line Item Appropriations: Amount per Source(s): Llt]/ $750,000.00 State ❑Federal Line Item No. 1613,GAA,Fiscal Year 2019-2020 $750,000.00 O State ❑Federal O Grantee Match Total Amount of Funding+Grantee Match,if any: $750,000.00 6. Department's Grant Manager Grantee's Grant Manager Name: Shelley Ayers Name: Richard Jones or successor or successor Address: _3900 Commonwealth Blvd.,MS 235 Address: 2798 Overseas Hwy., Suite 420 Tallahassee, Florida 32399 Marathon.Florida 33050 Phone: 850-245-7074 Phone: _305-289-2805 Email: shelley.ayers@floridadep.gov floridadep.gov Email: Jones-Rich@monroecounty-fl.gov 7. The Parties agree to comply with the terms and conditions of the following attachments and exhibits which are hereby incorporated by reference: V Attachment 1: Standard Terms and Conditions Applicable to All Grants Agreements V Attachment 2:Special Terms and Conditions V Attachment 3:Grant Work Plan V Attachment 4:Public Records Requirements • Attachment 5: Special Audit Requirements 0.Attachment 6: Program-Specific Requirements 0 Attachment 7: Grant Award Terms(Federal)*Copy available at https://facts.tldfs.com,in accordance with§215.985,F.S. ❑ Attachment 8: Federal Regulations and Terms(Federal) 0 Additional Attachments(if necessary): 'Exhibit A:Progress Report Form ❑ Exhibit B: Property Reporting Form 12(Exhibit C:Payment Request Summary Form 0 Exhibit D:Quality Assurance Requirements for Grants ❑Exhibit E: Advance Payment Terms and Interest Earned Memo ❑ Additional Exhibits(if necessary): DEP Agreement No. MV353 Rev.6/20/18 8. The following information applies to Federal Grants only and is identified in accordance with 2 CFR 200.331(a)(I): Federal Award Identification Number(s)(FAIN): Federal Award Date to Department: Total Federal Funds Obligated by this Agreement: Federal Awarding Agency: Award R&D? ❑ Yes ❑N/A IN WITNESS WHEREOF,this Agreement shall be effective on the date indicated by the Agreement Begin Date above or the last date signed below,whichever is later. Monroe County Board unty Commissioners GRANTEE Grantee Name By Oil• /4•1DIKI (Audio iced Signatw ) Date Signed Print Name and Title of Person Signing State of Florida De artment of Environmental Protection DEPARTMENT By q / aoP9 Secretary or Designee Date Signed r n r\ U I e [hats ✓ Print Name and Title of Person Signing. ❑ Additional signatures attached on separate page. MQNROE COUNTY ATTORNEY TO,FORM Date: . d DEP Agreement No. MV353 Rev.6/20/18 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION STANDARD TERMS AND CONDITIONS APPLICABLE TO GRANT AGREEMENTS ATTACHMENT 1 1. Entire Agreement. This Grant Agreement,including any Attachments and Exhibits referred to herein and/or attached hereto(Agreement), constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, whether written or oral, with respect to such subject matter. Any terms and conditions included on Grantee's forms or invoices shall be null and void. 2. Grant Administration. a. Order of Precedence. If there are conflicting provisions among the documents that make up the Agreement,the order of precedence for interpretation of the Agreement is as follows: i. Standard Grant Agreement ii. Attachments other than Attachment 1, in numerical order as designated in the Standard Grant Agreement iii. Attachment 1, Standard Terms and Conditions iv. The Exhibits in the order designated in the Standard Grant Agreement b. All approvals,written or verbal,and other written communication among the parties, including all notices, shall be obtained by or sent to the parties' Grant Managers. All written communication shall be by electronic mail, U.S.Mail,a courier delivery service,or delivered in person. Notices shall be considered delivered when reflected by an electronic mail read receipt, a courier service delivery receipt,other mail service delivery receipt,or when receipt is acknowledged by recipient. If the notice is delivered in multiple ways, the notice will be considered delivered at the earliest delivery time. c. If a different Grant Manager is designated by either party after execution of this Agreement,notice of the name and contact information of the new Grant Manager will be submitted in writing to the other party and maintained in the respective parties' records. A change of Grant Manager does not require a formal amendment or change order to the Agreement. d. This Agreement may be amended, through a formal amendment or a change order,only by a written agreement between both parties. A formal amendment to this Agreement is required for changes which cause any of the following: (1) an increase or decrease in the Agreement funding amount; (2) a change in Grantee's match requirements; (3)a change in the expiration date of the Agreement;and/or(4)changes to the cumulative amount of funding transfers between approved budget categories, as defined in Attachment 3, Grant Work Plan, that exceeds or is expected to exceed twenty percent (20%) of the total budget as last approved by Department. A change order to this Agreement may be used when: (I) task timelines within the current authorized Agreement period change;(2)the cumulative transfer of funds between approved budget categories,as defined in Attachment 3,Grant Work Plan,are less than twenty percent(20%)of the total budget as last approved by Department;and/or (3) fund transfers between budget categories for the purposes of meeting match requirements. This Agreement may be amended to provide for additional services if additional funding is made available by the Legislature. e. All days in this Agreement are calendar days unless otherwise specified. 3. Agreement Duration. The term of the Agreement shall begin and end on the dates indicated in the Standard Grant Agreement, unless extended or terminated earlier in accordance with the applicable terms and conditions. The Grantee shall be eligible for reimbursement for work performed on or after the date of execution through the expiration date of this Agreement, unless otherwise specified in Attachment 2, Special Terms and Conditions. However, work performed prior to the execution of this Agreement may be reimbursable or used for match purposes if permitted by the Special Terms and Conditions. 4. Deliverables. The Grantee agrees to render the services or other units of deliverables as set forth in Attachment 3,Grant Work Plan. The services or other units of deliverables shall be delivered in accordance with the schedule and at the pricing outlined in the Grant Work Plan. Deliverables may be comprised of activities that must be completed prior to Department making payment on that deliverable. The Grantee agrees to perform in accordance with the terms and conditions set forth in this Agreement and all attachments and exhibits incorporated by the Standard Grant Agreement. Attachment 1 I of 1 I Rev.6/19/2019 5. Performance Measures. The Grantee warrants that: (1)the services will be performed by qualified personnel; (2)the services will be of the kind and quality described in the Grant Work Plan; (3) the services will be performed in a professional and workmanlike manner in accordance with industry standards and practices; (4) the services shall not and do not knowingly infringe upon the intellectual property rights,or any other proprietary rights,of any third party;and(5) its employees,subcontractors, and/or subgrantees shall comply with any security and safety requirements and processes, if provided by Department,for work done at the Project Location(s).The Department reserves the right to investigate or inspect at any time to determine whether the services or qualifications offered by Grantee meet the Agreement requirements. Notwithstanding any provisions herein to the contrary, written acceptance of a particular deliverable does not foreclose Department's remedies in the event deficiencies in the deliverable cannot be readily measured at the time of delivery. 6. Acceptance of Deliverables. a. Acceptance Process. All deliverables must be received and accepted in writing by Department's Grant Manager before payment. The Grantee shall work diligently to correct all deficiencies in the deliverable that remain outstanding,within a reasonable time at Grantee's expense. If Department's Grant Manager does not accept the deliverables within 30 days of receipt,they will be deemed rejected. b. Rejection of Deliverables. The Department reserves the right to reject deliverables,as outlined in the Grant Work Plan, as incomplete, inadequate,or unacceptable due,in whole or in part,to Grantee's lack of satisfactory performance under the terms of this Agreement.The Grantee's efforts to correct the rejected deliverables will be at Grantee's sole expense. Failure to fulfill the applicable technical requirements or complete all tasks or activities in accordance with the Grant Work Plan will result in rejection of the deliverable and the associated invoice. Payment for the rejected deliverable will not be issued unless the rejected deliverable is made acceptable to Department in accordance with the Agreement requirements. The Department,at its option,may allow additional time within which Grantee may remedy the objections noted by Department. The Grantee's failure to make adequate or acceptable deliverables after a reasonable opportunity to do so shall constitute an event of default. 7. Financial Consequences for Nonperformance. a. Withholding,Payment. In addition to the specific consequences explained in the Grant Work Plan and/or Special Terms and Conditions,the State of Florida(State) reserves the right to withhold payment when the Grantee has failed to perform/comply with provisions of this Agreement.None of the financial consequences for nonperformance in this Agreement as more fully described in the Grant Work Plan shall be considered penalties. b. Corrective Action Plan. If Grantee fails to correct all the deficiencies in a rejected deliverable within the specified timeframe, Department may, in its sole discretion, request that a proposed Corrective Action Plan (CAP) be submitted by Grantee to Department. The Department requests that Grantee specify the outstanding deficiencies in the CAP. All CAPs must be able to be implemented and performed in no more than sixty(60)calendar days. i. The Grantee shall submit a CAP within ten (10) days of the date of the written request from Department. The CAP shall be sent to the Department's Grant Manager for review and approval. Within ten (10) days of receipt of a CAP, Department shall notify Grantee in writing whether the CAP proposed has been accepted. If the CAP is not accepted,Grantee shall have ten(10)days from receipt of Department letter rejecting the proposal to submit a revised proposed CAP. Failure to obtain Department approval of a CAP as specified above may result in Department's termination of this Agreement for cause as authorized in this Agreement. ii. Upon Department's notice of acceptance of a proposed CAP, Grantee shall have ten (10) days to commence implementation of the accepted plan. Acceptance of the proposed CAP by Department does not relieve Grantee of any of its obligations under the Agreement. In the event the CAP fails to correct or eliminate performance deficiencies by Grantee, Department shall retain the right to require additional or further remedial steps, or to terminate this Agreement for failure to perform. No actions approved by Department or steps taken by Grantee shall preclude Department from subsequently asserting any deficiencies in performance. The Grantee shall continue to implement • the CAP until all deficiencies are corrected. Reports on the progress of the CAP will be made to Department as requested by Department's Grant Manager. iii. Failure to respond to a Department request for a CAP or failure to correct a deficiency in the performance of the Agreement as specified by Department may result in termination of the Agreement. Attachment 1 2 of 11 Rev.6/19/2019 8. Payment. a. Payment Process. Subject to the terms and conditions established by the Agreement,the pricing per deliverable established by the Grant Work Plan,and the billing procedures established by Department,Department agrees to pay Grantee for services rendered in accordance with Section 215.422,Florida Statutes(F.S.). b. Taxes.The Department is exempted from payment of State sales,use taxes and Federal excise taxes.The Grantee, however,shall not be exempted from paying any taxes that it is subject to,including State sales and use taxes,or for payment by Grantee to suppliers for taxes on materials used to fulfill its contractual obligations with Department.The Grantee shall not use Department's exemption number in securing such materials. The Grantee shall be responsible and liable for the payment of all its FICA/Social Security and other taxes resulting from this Agreement. c. Maximum Amount of Agreement. The maximum amount of compensation under this Agreement, without an amendment, is described in the Standard Grant Agreement. Any additional funds necessary for the completion of this Project are the responsibility of Grantee. d. Reimbursement for Costs. The Grantee shall be paid on a cost reimbursement basis for all eligible Project costs upon the completion, submittal, and approval of each deliverable identified in the Grant Work Plan. Reimbursement shall be requested on Exhibit C, Payment Request Summary Form. To be eligible for reimbursement, costs must be in compliance with laws, rules, and regulations applicable to expenditures of State funds, including, but not limited to, the Reference Guide for State Expenditures, which can be accessed at the following web address: https://www.myfloridacfo.com/Division/AA/Manuals/Auditing/Reference Guide For State Expenditures.pdf. e. Invoice Detail. All charges for services rendered or for reimbursement of expenses authorized by Department pursuant to the Grant Work Plan shall be submitted to Department in sufficient detail for a proper pre-audit and post-audit to be performed. The Grantee shall only invoice Department for deliverables that are completed in accordance with the Grant Work Plan. f. Interim Payments. Interim payments may be made by Department, at its discretion, if the completion of deliverables to date have first been accepted in writing by Department's Grant Manager. g. Final Payment Request.A final payment request should be submitted to Department no later than sixty(60)days following the expiration date of the Agreement to ensure the availability of funds for payment. However, all work performed pursuant to the Grant Work Plan must be performed on or before the expiration date of the Agreement. h. Annual Appropriation Contingency. The State's performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Legislature. This Agreement is not a commitment of future appropriations. Authorization for continuation and completion of work and any associated payments may be rescinded, with proper notice, at the discretion of Department if the Legislature reduces or eliminates appropriations. i. Interest Rates. All interest rates charged under the Agreement shall be calculated on the prevailing rate used by the State Board of Administration. To obtain the applicable interest rate, please refer to: www.myfloridacfo.com/Division/AA/Vendors/default.htm. j. Refund of Payments to the Department. Any balance of unobligated funds that have been advanced or paid must be refunded to Department. Any funds paid in excess of the amount to which Grantee or subgrantee is entitled under the terms of the Agreement must be refunded to Department.If this Agreement is funded with federal funds and the Department is required to refund the federal government. the Grantee shall refund the Department its share of those funds. 9. Documentation Required for Cost Reimbursement Grant Agreements and Match. If Cost Reimbursement or Match is authorized in Attachment 2,Special Terms and Conditions,the following conditions apply.Supporting documentation must be provided to substantiate cost reimbursement or match requirements for the following budget categories: a. Salary/Wages. Grantee shall list personnel involved, position classification, direct salary rates, and hours spent on the Project in accordance with Attachment 3, Grant Work Plan in their documentation for reimbursement or match requirements. b. Overhead/Indirect/General and Administrative Costs. If Grantee is being reimbursed for or claiming match for multipliers,all multipliers used(i.e., fringe benefits,overhead, indirect,and/or general and administrative rates) shall be supported by audit. If Department determines that multipliers charged by Grantee exceeded the rates supported by audit, Grantee shall be required to reimburse such funds to Department within thirty(30)days of written notification. Interest shall be charged on the excessive rate. Attachment 1 3 of II Rev. 6/19/2019 c. Contractual Costs (Subcontractors). Match or reimbursement requests for payments to subcontractors must be substantiated by copies of invoices with backup documentation identical to that required from Grantee. Subcontracts which involve payments for direct salaries shall clearly identify the personnel involved,salary rate per hour, and hours spent on the Project. All eligible multipliers used (i.e., fringe benefits, overhead, indirect, and/or general and administrative rates) shall be supported by audit. If Department determines that multipliers charged by any subcontractor exceeded the rates supported by audit, Grantee shall be required to reimburse such funds to Department within thirty (30) days of written notification. Interest shall be charged on the excessive rate. Nonconsumable and/or nonexpendable personal property or equipment costing$1,000 or more purchased for the Project under a subcontract is subject to the requirements set forth in Chapters 273 and/or 274, F.S., and Chapter 69I-72,Florida Administrative Code(F.A.C.)and/or Chapter 691-73, F.A.C.,as applicable.The Grantee shall be responsible for maintaining appropriate property records for any subcontracts that include the purchase of equipment as part of the delivery of services. The Grantee shall comply with this requirement and ensure its subcontracts issued under this Agreement,if any,impose this requirement, in writing,on its subcontractors. i. For fixed-price (vendor) subcontracts, the following provisions shall apply: The Grantee may award,on a competitive basis,fixed-price subcontracts to consultants/contractors in performing the work described in Attachment 3, Grant Work Plan. Invoices submitted to Department for fixed- price subcontracted activities shall be supported with a copy of the subcontractor's invoice and a copy of the tabulation form for the competitive procurement process(e.g.,Invitation to Bid,Request for Proposals, or other similar competitive procurement document) resulting in the fixed-price subcontract.The Grantee may request approval from Department to award a fixed-price subcontract resulting from procurement methods other than those identified above.In this instance,Grantee shall request the advance written approval from Department's Grant Manager of the fixed price negotiated by Grantee. The letter of request shall be supported by a detailed budget and Scope of Services to be performed by the subcontractor. Upon receipt of Department Grant Manager's approval of the fixed-price amount,Grantee may proceed in finalizing the fixed-price subcontract. ii. If the procurement is subject to the Consultant's Competitive Negotiation Act under section 287.055, F.S. or the Brooks Act, Grantee must provide documentation clearly evidencing it has complied with the statutory or federal requirements. d. Travel. All requests for match or reimbursement of travel expenses shall be in accordance with Section 112.061, F.S. e. Direct.Purchase Equipment. For the purposes of this Agreement, Equipment is defined as capital outlay costing $1,000 or more. Match or reimbursement for Grantee's direct purchase of equipment is subject to specific approval of Department, and does not include any equipment purchased under the delivery of services to be completed by a subcontractor. Include copies of invoices or receipts to document purchases, and a properly completed Exhibit B,Property Reporting Form. f. Rental/Lease of Equipment.Match or reimbursement requests for rental/lease of equipment must include copies of invoices or receipts to document charges. g. Miscellaneous/Other Expenses. If miscellaneous or other expenses, such as materials, supplies, non-excluded phone expenses, reproduction, or mailing, are reimbursable or available for match or reimbursement under the terms of this Agreement, the documentation supporting these expenses must be itemized and include copies of receipts or invoices.Additionally,independent of Grantee's contract obligations to its subcontractor,Department shall not reimburse any of the following types of charges: cell phone usage; attorney's fees or court costs; civil or administrative penalties;or handling fees,such as set percent overages associated with purchasing supplies or equipment. h. Land Acquisition. Reimbursement for the costs associated with acquiring interest and/or rights to real property (including access rights through ingress/egress easements, leases, license agreements, or other site access agreements; and/or obtaining record title ownership of real property through purchase) must be supported by the following, as applicable: Copies of Property Appraisals, Environmental Site Assessments, Surveys and Legal Descriptions, Boundary Maps, Acreage Certification, Title Search Reports, Title Insurance, Closing Statements/Documents, Deeds, Leases, Easements, License Agreements, or other legal instrument documenting acquired property interest and/or rights. If land acquisition costs are used to meet match requirements,Grantee agrees that those funds shall not be used as match for any other Agreement supported by State or Federal funds. 10. Status Reports. The Grantee shall submit status reports quarterly, unless otherwise specified in the Attachments,on Exhibit A, Progress Report Form, to Department's Grant Manager describing the work performed during the reporting period,problems encountered,problem resolutions,scheduled updates,and proposed work for the next reporting Attachment 1 4 of 11 Rev.6/19/2019 period. Quarterly status reports are due no later than twenty(20)days following the completion of the quarterly reporting period. For the purposes of this reporting requirement, the quarterly reporting periods end on March 31, June 30, September 30 and December 31. The Department will review the required reports submitted by Grantee within thirty (30)days. 11. Retainage. The following provisions apply if Department withholds retainage under this Agreement: a. The Department reserves the right to establish the amount and application of retainage on the work performed under this Agreement up to the maximum percentage described in Attachment 2, Special Terms and Conditions. Retainage may be withheld from each payment to Grantee pending satisfactory completion of work and approval of all deliverables. b. If Grantee fails to perform the requested work,or fails to perform the work in a satisfactory manner,Grantee shall forfeit its right to payment of the retainage associated with the work. Failure to perform includes, but is not limited to, failure to submit the required deliverables or failure to provide adequate documentation that the work was actually performed. The Department shall provide written notification to Grantee of the failure to perform that shall result in retainage forfeiture.If the Grantee does not correct the failure to perform within the timefrante stated in Department's notice,the retainage will be forfeited to Department. c. No retainage shall be released or paid for incomplete work while this Agreement is suspended. d. Except as otherwise provided above, Grantee shall be paid the retainage associated with the work, provided Grantee has completed the work and submits an invoice for retainage held in accordance with the invoicing procedures under this Agreement. 12. Insurance. a. Insurance Requirements for Sub-Grantees and/or Subcontractors. The Grantee shall require its sub-grantees and/or subcontractors, if any,to maintain insurance coverage of such types and with such terms and limits as described in this Agreement. The Grantee shall require all its sub-grantees and/or subcontractors,if any,to make compliance with the insurance requirements of this Agreement a condition of all contracts that are related to this Agreement. Sub-grantees and/or subcontractors must provide proof of insurance upon request. b. Deductibles. The Department shall be exempt from, and in no way liable for,any sums of money representing a deductible in any insurance policy. The payment of such deductible shall be the sole responsibility of the Grantee providing such insurance. c. Proof of Insurance. Upon execution of this Agreement,Grantee shall provide Department documentation demonstrating the existence and amount for each type of applicable insurance coverage prior to performance of any work under this Agreement. Upon receipt of written request from Department, Grantee shall furnish Department with proof of applicable insurance coverage by standard form certificates of insurance,a self- insured authorization, or other certification of self-insurance. d. Duty to Maintain Coverage. In the event that any applicable coverage is cancelled by the insurer for any reason,or if Grantee cannot get adequate coverage,Grantee shall immediately notify Department of such cancellation and shall obtain adequate replacement coverage conforming to the requirements herein and provide proof of such replacement coverage within ten (10)days after the cancellation of coverage. 13. Termination. a. Termination for Convenience. When it is in the State's best interest,Department may,at its sole discretion, terminate the Agreement in whole or in part by giving 30 days' written notice to Grantee. The Department shall notify Grantee of the termination for convenience with instructions as to the effective date of termination or the specific stage of work at which the Agreement is to be terminated. The Grantee must submit all invoices for work to be paid under this Agreement within thirty(30)days of the effective date of termination. The Department shall not pay any invoices received after thirty(30)days of the effective date of termination. b. Termination for Cause.The Department may terminate this Agreement if any of the events of default described in the Events of Default provisions below occur or in the event that Grantee fails to fulfill any of its other obligations under this Agreement. If, after termination,it is determined that Grantee was not in default,or that the default was excusable,the rights and obligations of the parties shall be the same as if the termination had been issued for the convenience of Department.The rights and remedies of Department in this clause are in addition to any other rights and remedies provided by law or under this Agreement. c. Grantee Obligations upon Notice of Termination.After receipt of a notice of termination or partial termination unless as otherwise directed by Department,Grantee shall not furnish any service or deliverable on the date,and to the extent specified, in the notice. However, Grantee shall continue work on any portion of the Agreement not terminated. If the Agreement is terminated before performance is completed, Grantee shall be paid only for Attachment 1 5 of 11 Rev.6/19/2019 that work satisfactorily performed for which costs can be substantiated. The Grantee shall not be entitled to recover any cancellation charges or lost profits. d. Continuation of Prepaid Services.If Department has paid for any services prior to the expiration,cancellation, or termination of the Agreement, Grantee shall continue to provide Department with those services for which it has already been paid or,at Department's discretion,Grantee shall provide a refund for services that have been paid for but not rendered. e. Transition of Services Upon Termination, Expiration,or Cancellation of the Agreement. If services provided under the Agreement are being transitioned to another provider(s),Grantee shall assist in the smooth transition of Agreement services to the subsequent provider(s). This requirement is at a minimum an affirmative obligation to cooperate with the new provider(s),however additional requirements may be outlined in the Grant Work Plan. The Grantee shall not perform any services after Agreement expiration or termination, except as necessary to complete the transition or continued portion of the Agreement,if any. 14. Notice of Default. If Grantee defaults in the performance of any covenant or obligation contained in the Agreement, including, any of the events of default, Department shall provide notice to Grantee and an opportunity to cure that is reasonable under the circumstances.This notice shall state the nature of the failure to perform and provide a time certain for correcting the failure.The notice will also provide that,should the Grantee fail to perform within the time provided,Grantee will be found in default, and Department may terminate the Agreement effective as of the date of receipt of the default notice. 15. Events of Default. Provided such failure is not the fault of Department or outside the reasonable control of Grantee,the following non- exclusive list of events,acts,or omissions,shall constitute events of default: a. The commitment of any material breach of this Agreement by Grantee, including failure to timely deliver a material deliverable,failure to perform the minimal level of services required for a deliverable,discontinuance of the performance of the work, failure to resume work that has been discontinued within a reasonable time after notice to do so,or abandonment of the Agreement; b. The commitment of any material misrepresentation or omission in any materials,or discovery by the Department of such, made by the Grantee in this Agreement or in its application for funding; c. Failure to submit any of the reports required by this Agreement or having submitted any report with incorrect, incomplete, or insufficient information; d. Failure to honor any term of the Agreement; e. Failure to abide by any statutory, regulatory, or licensing requirement, including an entry of an order revoking the certificate of authority granted to the Grantee by a state or other licensing authority; f. Failure to pay any and all entities, individuals, and furnishing labor or materials, or failure to make payment to any other entities as required by this Agreement; g. Employment of an unauthorized alien in the performance of the work, in violation of Section 274 (A) of the Immigration and Nationality Act; h. Failure to maintain the insurance required by this Agreement; i. One or more of the following circumstances, uncorrected for more than thirty (30) days unless, within the specified 30-day period,Grantee(including its receiver or trustee in bankruptcy)provides to Department adequate assurances,reasonably acceptable to Department,of its continuing ability and willingness to fulfill its obligations under the Agreement: i. Entry of an order for relief under Title I I of the United States Code; ii. The making by Grantee of a general assignment for the benefit of creditors; iii. The appointment of a general receiver or trustee in bankruptcy of Grantee's business or property; and/or iv. An action by Grantee under any state insolvency or similar law for the purpose of its bankruptcy, reorganization,or liquidation. 16. Suspension of Work. The Department may, in its sole discretion, suspend any or all activities under the Agreement,at any time,when it is in the best interest of the State to do so.The Department shall provide Grantee written notice outlining the particulars of suspension.Examples of reasons for suspension include,but are not limited to,budgetary constraints, declaration of emergency,or other such circumstances. After receiving a suspension notice, Grantee shall comply with the notice. Within 90 days,or any longer period agreed to by the parties, Department shall either: (I) issue a notice authorizing resumption of work, at which time activity shall resume; or (2) terminate the Agreement. If the Agreement is terminated after 30 days of suspension,the notice of suspension shall be deemed to satisfy the thirty(30)days'notice Attachment 1 6 of I I Rev.6/19/2019 required for a notice of termination for convenience. Suspension of work shall not entitle Grantee to any additional compensation. 17. Force Majeure. The Grantee shall not be responsible for delay resulting from its failure to perform if neither the fault nor the negligence of Grantee or its employees or agents contributed to the delay and the delay is due directly to acts of God,wars,acts of public enemies, strikes, fires, floods, or other similar cause wholly beyond Grantee's control, or for any of the foregoing that affect subcontractors or suppliers if no alternate source of supply is available to Grantee. In case of any delay Grantee believes is excusable, Grantee shall notify Department in writing of the delay or potential delay and describe the cause of the delay either(1)within ten days after the cause that creates or will create the delay first arose, if Grantee could reasonably foresee that a delay could occur as a result; or (2) if delay is not reasonably foreseeable, within five days after the date Grantee first had reason to believe that a delay could result. THE FOREGOING SHALL CONSTITUTE THE GRANTEE'S SOLE REMEDY OR EXCUSE WITH RESPECT TO DELAY.Providing notice in strict accordance with this paragraph is a condition precedent to such remedy. No claim for damages,other than for an extension of time,shall be asserted against Department.The Grantee shall not be entitled to an increase in the Agreement price or payment of any kind from Department for direct, indirect, consequential, impact or other costs, expenses or damages, including but not limited to costs of acceleration or inefficiency, arising because of delay, disruption, interference, or hindrance from any cause whatsoever. If performance is suspended or delayed, in whole or in part,due to any of the causes described in this paragraph, after the causes have ceased to exist Grantee shall perform at no increased cost,unless Department determines, in its sole discretion,that the delay will significantly impair the value of the Agreement to Department,in which case Department may: (1)accept allocated performance or deliveries from Grantee,provided that Grantee grants preferential treatment to Department with respect to products subjected to allocation; (2) contract with other sources (without recourse to and by Grantee for the related costs and expenses)to replace all or part of the products or services that are the subject of the delay,which purchases may be deducted from the Agreement quantity;or(3)terminate Agreement in whole or in part. 18. Indemnification. a. The Grantee shall be fully liable for the actions of its agents,employees, partners, or subcontractors and shall fully indemnify, defend, and hold harmless Department and its officers, agents, and employees, from suits, actions, damages, and costs of every name and description arising from or relating to: i. personal injury and damage to real or personal tangible property alleged to be caused in whole or in part by Grantee,its agents,employees,partners,or subcontractors;provided,however,that Grantee shall not indemnify for that portion of any loss or damages proximately caused by the negligent act or omission of Department; ii. the Grantee's breach of this Agreement or the negligent acts or omissions of Grantee. b. The Grantee's obligations under the preceding paragraph with respect to any legal action are contingent upon Department giving Grantee: (1)written notice of any action or threatened action; (2)the opportunity to take over and settle or defend any such action at Grantee's sole expense; and (3) assistance in defending the action at Grantee's sole expense.The Grantee shall not be liable for any cost, expense,or compromise incurred or made by Department in any legal action without Grantee's prior written consent, which shall not be unreasonably withheld. c. Notwithstanding sections a. and b. above, the following is the sole indemnification provision that applies to Grantees that are governmental entities: Each party hereto agrees that it shall be solely responsible for the negligent or wrongful acts of its employees and agents. However, nothing contained herein shall constitute a waiver by either party of its sovereign immunity or the provisions of Section 768.28,F.S. Further,nothing herein shall be construed as consent by a state agency or subdivision of the State to be sued by third parties in any matter arising out of any contract or this Agreement. d. No provision in this Agreement shall require Department to hold harmless or indemnify Grantee,insure or assume liability for Grantee's negligence, waive Department's sovereign immunity under the laws of Florida, or otherwise impose liability on Department for which it would not otherwise be responsible. Any provision, implication or suggestion to the contrary is null and void. 19. Limitation of Liability. The Department's liability for any claim arising from this Agreement is limited to compensatory damages in an amount no greater than the sum of the unpaid balance of compensation due for goods or services rendered pursuant to and in compliance with the terms of the Agreement. Such liability is further limited to a cap of$100,000. 20. Remedies. Attachment 1 7 of 11 Rev.6/19/2019 Nothing in this Agreement shall be construed to make Grantee liable for force majeure events. Nothing in this Agreement, including financial consequences for nonperformance, shall limit Department's right to pursue its remedies for other types of damages under the Agreement, at law or in equity. The Department may, in addition to other remedies available to it, at law or in equity and upon notice to Grantee,retain such monies from amounts due Grantee as may be necessary to satisfy any claim for damages,penalties,costs and the like asserted by or against it. 21. Waiver. The delay or failure by Department to exercise or enforce any of its rights under this Agreement shall not constitute or be deemed a waiver of Department's right thereafter to enforce those rights,nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or the exercise of any other right. 22. Statutory Notices Relating to Unauthorized Employment and Subcontracts. a. The Department shall consider the employment by any Grantee of unauthorized aliens a violation of Section 274A(e) of the Immigration and Nationality Act. If Grantee/subcontractor knowingly employs unauthorized aliens,such violation shall be cause for unilateral cancellation of this Agreement.The Grantee shall be responsible for including this provision in all subcontracts with private organizations issued as a result of this Agreement. b. Pursuant to Sections 287.133 and 287.134,F.S.,the following restrictions apply to persons placed on the convicted vendor list or the discriminatory vendor list: i. Public Entity Crime. A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid,proposal,or reply on a contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work;may not submit bids,proposals,or replies on leases of real property to a public entity;may not be awarded or perform work as a Grantee,supplier,subcontractor,or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, F.S., for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list. ii. Discriminatory Vendors. An entity or affiliate who has been placed on the discriminatory vendor list may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work;may not submit bids,proposals,or replies on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity. iii. Notification. The Grantee shall notify Department if it or any of its suppliers, subcontractors, or consultants have been placed on the convicted vendor list or the discriminatory vendor list during the life of the Agreement. The Florida Department of Management Services is responsible for maintaining the discriminatory vendor list and posts the list on its website. Questions regarding the discriminatory vendor list may be directed to the Florida Department of Management Services, Office of Supplier Diversity, at(850)487-0915. 23. Compliance with Federal,State and Local Laws. a. The Grantee and all its agents shall comply with all federal,state and local regulations, including, but not limited to, nondiscrimination, wages, social security, workers' compensation, licenses, and registration requirements. The Grantee shall include this provision in all subcontracts issued as a result of this Agreement. b. No person, on the grounds of race, creed, color, religion, national origin, age, gender, or disability, shall be excluded from participation in;be denied the proceeds or benefits of;or be otherwise subjected to discrimination in performance of this Agreement. c. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida. d. Any dispute concerning performance of the Agreement shall be processed as described herein. Jurisdiction for any damages arising under the terms of the Agreement will be in the courts of the State,and venue will be in the Second Judicial Circuit, in and for Leon County. Except as otherwise provided by law, the parties agree to be responsible for their own attorney fees incurred in connection with disputes arising under the terms of this Agreement. 24. Scrutinized Companies. a. Grantee certifies that it is not on the Scrutinized Companies that Boycott Israel List or engaged in a boycott of Israel. Pursuant to Section 287.135, F.S., the Department may immediately terminate this Agreement at its sole option if the Grantee is found to have submitted a false certification;or if the Grantee is placed on the Scrutinized Companies that Boycott Israel List or is engaged in the boycott of Israel during the term of the Agreement. Attachment I 8 of 11 Rev.6/19/2019 b. If this Agreement is for more than one million dollars,the Grantee certifies that it is also not on the Scrutinized Companies with Activities in Sudan, Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or engaged with business operations in Cuba or Syria as identified in Section 287.135, F.S. Pursuant to Section 287.135,F.S.,the Department may immediately terminate this Agreement at its sole option if the Grantee is found to have submitted a false certification; or if the Grantee is placed on the Scrutinized Companies with Activities in Sudan List, or Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List,or engaged with business operations in Cuba or Syria during the term of the Agreement. c. As provided in Subsection 287.135(8),F.S.,if federal law ceases to authorize these contracting prohibitions then they shall become inoperative. 25. Lobbying and Integrity. The Grantee agrees that no funds received by it under this Agreement will be expended for the purpose of lobbying the Legislature or a State agency pursuant to Section 216.347,F.S.,except that pursuant to the requirements of Section 287.058(6), F.S., during the term of any executed agreement between Grantee and the State, Grantee may lobby the executive or legislative branch concerning the scope of services, performance,term, or compensation regarding that agreement.The Grantee shall comply with Sections 11.062 and 216.347,F.S. 26. Record Keeping. The Grantee shall maintain books,records and documents directly pertinent to performance under this Agreement in accordance with United States generally accepted accounting principles(US GAAP)consistently applied. The Department,the State,or their authorized representatives shall have access to such records for audit purposes during the term of this Agreement and for five(5)years following the completion date or termination of the Agreement. In the event that any work is subcontracted,Grantee shall similarly require each subcontractor to maintain and allow access to such records for audit purposes. Upon request of Department's Inspector General,or other authorized State official,Grantee shall provide any type of information the Inspector General deems relevant to Grantee's integrity or responsibility.Such information may include, but shall not be limited to,Grantee's business or financial records,documents,or files of any type or form that refer to or relate to Agreement.The Grantee shall retain such records for the longer of: (1)three years after the expiration of the Agreement; or(2)the period required by the General Records Schedules maintained by the Florida Department of State (available at: http://dos.myflorida.com/l ibrary-archives/records-management/eeneral-records-schedu les/). 27. Audits. a. Inspector General. The Grantee understands its duty, pursuant to Section 20.055(5), F.S.,to cooperate with the inspector general in any investigation, audit, inspection, review,or hearing. The Grantee will comply with this duty and ensure that its sub-grantees and/or subcontractors issued under this Agreement, if any, impose this requirement, in writing,on its sub-grantees and/or subcontractors,respectively. b. Physical Access and Inspection. Department personnel shall be given access to and may observe and inspect work being performed under this Agreement, with reasonable notice and during normal business hours,including by any of the following methods: i. Grantee shall provide access to any location or facility on which Grantee is performing work, or storing or staging equipment, materials or documents; ii. Grantee shall permit inspection of any facility, equipment, practices, or operations required in performance of any work pursuant to this Agreement; and, iii. Grantee shall allow and facilitate sampling and monitoring of any substances, soils, materials or parameters at any location reasonable or necessary to assure compliance with any work or legal requirements pursuant to this Agreement. c. Special Audit Requirements. The Grantee shall comply with the applicable provisions contained in Attachment 5,Special Audit Requirements. Each amendment that authorizes a funding increase or decrease shall include an updated copy of Exhibit 1,to Attachment 5. If Department fails to provide an updated copy of Exhibit 1 to include in each amendment that authorizes a funding increase or decrease, Grantee shall request one from the Department's Grants Manager. The Grantee shall consider the type of financial assistance (federal and/or state) identified in Attachment 5,Exhibit 1 and determine whether the terms of Federal and/or Florida Single Audit Act Requirements may further apply to lower tier transactions that may be a result of this Agreement. For federal financial assistance, Grantee shall utilize the guidance provided under 2 CFR§200.330 for determining whether the relationship represents that of a subrecipient or vendor.For State financial assistance,Grantee shall utilize the form entitled "Checklist for Nonstate Organizations Recipient/Subrecipient vs Vendor Determination" (form number DFS-A2-NS) that can be found under the "Links/Forms" section appearing at the following website: Imps:\\apps.fld fs.com\fsaa. Attachment 1 9 of 11 Rev.6/19/2019 d. Proof of Transactions. In addition to documentation provided to support cost reimbursement as described herein, Department may periodically request additional proof of a transaction to evaluate the appropriateness of costs to the Agreement pursuant to State guidelines (including cost allocation guidelines) and federal, if applicable. Allowable costs and uniform administrative requirements for federal programs can be found under 2 CFR 200. The Department may also request a cost allocation plan in support of its multipliers (overhead, indirect, general administrative costs, and fringe benefits). The Grantee must provide the additional proof within thirty (30)days of such request. e. No Commingling of Funds. The accounting systems for all Grantees must ensure that these funds are not commingled with funds from other agencies. Funds from each agency must be accounted for separately. Grantees are prohibited from commingling funds on either a program-by-program or a project-by-project basis. Funds specifically budgeted and/or received for one project may not be used to support another project. Where a Grantee's, or subrecipient's, accounting system cannot comply with this requirement, Grantee, or subrecipient, shall establish a system to provide adequate fund accountability for each project it has been awarded. i. If Department finds that these funds have been commingled, Department shall have the right to demand a refund,either in whole or in part,of the funds provided to Grantee under this Agreement for non-compliance with the material terms of this Agreement. The Grantee, upon such written notification from Department shall refund, and shall forthwith pay to Department, the amount of money demanded by Department. Interest on any refund shall be calculated based on the prevailing rate used by the State Board of Administration. Interest shall be calculated from the date(s) the original payment(s) are received from Department by Grantee to the date repayment is made by Grantee to Department. ii. In the event that the Grantee recovers costs, incurred under this Agreement and reimbursed by Department, from another source(s), Grantee shall reimburse Department for all recovered funds originally provided under this Agreement and interest shall be charged for those recovered costs as calculated on from the date(s) the payment(s) are recovered by Grantee to the date repayment is made to Department. iii. Notwithstanding the requirements of this section,the above restrictions on commingling funds do not apply to agreements where payments are made purely on a cost reimbursement basis. 28. Conflict of Interest. The Grantee covenants that it presently has no interest and shall not acquire any interest which would conflict in any manner or degree with the performance of services required. 29. Independent Contractor. The Grantee is an independent contractor and is not an employee or agent of Department. 30. Subcontracting. a. Unless otherwise specified in the Special Terms and Conditions, all services contracted for are to be performed solely by Grantee. b. The Department may,for cause, require the replacement of any Grantee employee,subcontractor,or agent. For cause,includes,but is not limited to,technical or training qualifications,quality of work,change in security status, or non-compliance with an applicable Department policy or other requirement. c. The Department may, for cause, deny access to Department's secure information or any facility by any Grantee employee, subcontractor,or agent. d. The Department's actions under paragraphs b.or c.shall not relieve Grantee of its obligation to perform all work in compliance with the Agreement.The Grantee shall be responsible for the payment of all monies due under any subcontract.The Department shall not be liable to any subcontractor for any expenses or liabilities incurred under any subcontract and Grantee shall be solely liable to the subcontractor for all expenses and liabilities incurred under any subcontract. e. The Department will not deny Grantee's employees, subcontractors, or agents access to meetings within the Department's facilities,unless the basis of Department's denial is safety or security considerations. f. The Department supports diversity in its procurement program and requests that all subcontracting opportunities afforded by this Agreement embrace diversity enthusiastically. The award of subcontracts should reflect the full diversity of the citizens of the State. A list of minority-owned firms that could be offered subcontracting opportunities may be obtained by contacting the Office of Supplier Diversity at(850)487-0915. g. The Grantee shall not be liable for any excess costs for a failure to perform, if the failure to perform is caused by the default of a subcontractor at any tier, and if the cause of the default is completely beyond the control of both Grantee and the subcontractor(s),and without the fault or negligence of either, unless the subcontracted products Attachment 1 10 of 11 Rev. 6/19/2019 or services were obtainable from other sources in sufficient time for Grantee to meet the required delivery schedule. 31. Guarantee of Parent Company. If Grantee is a subsidiary of another corporation or other business entity,Grantee asserts that its parent company will guarantee all of the obligations of Grantee for purposes of fulfilling the obligations of Agreement. In the event Grantee is sold during the period the Agreement is in effect, Grantee agrees that it will be a requirement of sale that the new parent company guarantee all of the obligations of Grantee. 32. Survival. The respective obligations of the parties, which by their nature would continue beyond the termination or expiration of this Agreement, including without limitation, the obligations regarding confidentiality, proprietary interests,and public records,shall survive termination, cancellation,or expiration of this Agreement. 33. Third Parties. The Department shall not be deemed to assume any liability for the acts,failures to act or negligence of Grantee, its agents,servants,and employees, nor shall Grantee disclaim its own negligence to Department or any third party. This Agreement does not and is not intended to confer any rights or remedies upon any person other than the parties. If Department consents to a subcontract,Grantee will specifically disclose that this Agreement does not create any third- party rights. Further,no third parties shall rely upon any of the rights and obligations created under this Agreement. 34. Severability. If a court of competent jurisdiction deems any term or condition herein void or unenforceable,the other provisions are severable to that void provision, and shall remain in full force and effect. 35. Grantee's Employees, Subcontractors and Agents. All Grantee employees, subcontractors, or agents performing work under the Agreement shall be properly trained technicians who meet or exceed any specified training qualifications. Upon request, Grantee shall furnish a copy of technical certification or other proof of qualification. All employees,subcontractors,or agents performing work under Agreement must comply with all security and administrative requirements of Department and shall comply with all controlling laws and regulations relevant to the services they are providing under the Agreement. 36. Assignment. The Grantee shall not sell, assign, or transfer any of its rights, duties,or obligations under the Agreement, or under any purchase order issued pursuant to the Agreement,without the prior written consent of Department. In the event of any assignment,Grantee remains secondarily liable for performance of the Agreement,unless Department expressly waives such secondary liability. The Department may assign the Agreement with prior written notice to Grantee of its intent to do so. 37. Execution in Counterparts and Authority to Sign. This Agreement,any amendments, and/or change orders related to the Agreement, may be executed in counterparts, each of which shall be an original and all of which shall constitute the same instrument. In accordance with the Electronic Signature Act of 1996,electronic signatures, including facsimile transmissions, may be used and shall have the same force and effect as a written signature. Each person signing this Agreement warrants that he or she is duly authorized to do so and to bind the respective party to the Agreement. Attachment 1 I1of11 Rev.6/19/2019 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION Special Terms and Conditions AGREEMENT NO.MV353 ATTACHMENT 2 These Special Terms and Conditions shall be read together with general terms outlined in the Standard Terms and Conditions,Attachment 1. Where in conflict,these more specific terms shall apply. 1. Scope of Work. The Project funded under this Agreement is the Monroe County Mobile Vessel Pump Out Program. The Project is defined in more detail in Attachment 3,Grant Work Plan. 2. Duration. a. Reimbursement Period.The reimbursement period for this Agreement begins on 7/01/2019 and ends on the expiration of this Agreement. b. Extensions.There are no extensions available for this Project. c. Service Periods. Additional service periods are not authorized under this Agreement. 3. Payment Provisions. a. Compensation.This is a fixed rate Agreement.The Grantee shall be compensated under this Agreement as described in Attachment 3. b. Invoicing. Invoicing will occur as indicated in Attachment 3. c. Advance Pay.Advance Pay is not authorized under this Agreement. 4. Cost Eligible for Reimbursement or Matching Requirements. Reimbursement for costs or availability for costs to meet matching requirements shall be limited to the following budget categories,as defined in the Reference Guide for State Expenditures,as indicated: Reimbursement Match Category ❑ ❑ Salaries/Wages Overhead/Indirect/General and Administrative Costs: ❑ ❑ a. Fringe Benefits,N/A. ❑ ❑ b. Indirect Costs,N/A. ❑ ❑ Contractual (Subcontractors) ❑ ❑ Travel,in accordance with Section 112, F.S. ❑ ❑ Equipment ❑ ❑ Rental/Lease of Equipment ❑ ❑ Miscellaneous/Other Expenses ❑ ❑ Land Acquisition 5. Equipment Purchase. No Equipment purchases shall be funded under this Agreement. 6. Land Acquisition. There will be no Land Acquisitions funded under this Agreement. 7. Match Requirements There is no match required on the part of the Grantee under this Agreement. 8. Insurance Requirements Required Coverage. At all times during the Agreement the Grantee,at its sole expense,shall maintain insurance coverage of such types and with such terms and limits described below. The limits of coverage under each policy Attachment 2 1 of 2 Rev.7/I 1/19 maintained by the Grantee shall not be interpreted as limiting the Grantee's liability and obligations under the Agreement. Grantee shall provide coverage through a self-insurance program established and operating under the laws of Florida. Additional insurance requirements for this Agreement may be required elsewhere in this Agreement,however the minimum insurance requirements applicable to this Agreement are: a. Comprehensive General Liability Insurance. The Grantee shall provide adequate comprehensive general liability insurance coverage and hold such liability insurance at all times during the Agreement.The minimum limits shall be$200,000 for each person and$300,000 per occurrence. b. Commercial Automobile Insurance. If the Grantee's duties include the use ofa commercial vehicle,the Grantee shall maintain automobile liability,bodily injury,and property damage coverage. Insuring clauses for both bodily injury and property damage shall provide coverage on an occurrence basis.The minimum limits shall be as follows: $200,000/300,000 Automobile Liability for Company-Owned Vehicles, if applicable $200,000/300,000 Hired and Non-owned Automobile Liability Coverage c. Workers'Compensation. The Grantee shall comply with the workers'compensation requirements of Chapter 440,F.S. d. Other Insurance.None. 9. Quality Assurance Requirements. There are no special Quality Assurance requirements under this Agreement. 10. Retainage. No retainage is required under this Agreement. 11. Subcontracting. The Grantee may subcontract work under this Agreement with the prior written consent of the Department's Grant Manager.The Grantee shall submit a copy of the executed subcontract to the Department prior to submitting any invoices for subcontracted work. Regardless of any subcontract,the Grantee is ultimately responsible for all work to be performed under this Agreement. 12. State-owned Land. The work will not be performed on State-owned land. 13. Office of Policy and Budget Reporting. The Grantee will identify the expected return on investment for this project and provide this information to the Governor's Office of Policy and Budget(OPB)within three months of execution of this Agreement. For each full calendar quarter thereafter,the Grantee will provide quarterly update reports directly to OPB, no later than 20 days after the end of each quarter,documenting the positive return on investment to the state that results from the Grantee's project and its use of funds provided under this Agreement.Quarterly reports will continue until the Grantee is instructed by OPB that no further reports are needed,or until the end of this Agreement,whichever occurs first.All reports shall be submitted electronically to OPB at env.roialaspbs.state.fl.us,and a copy shall also be submitted to the Department at Iegislativeaffairs0,floridaDEP.2ov. 14. Additional Terms. None. Attachment 2 2 of 2 Rev.7/I 1/19 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION GRANT WORK PLAN DEP AGREEMENT NO.: MV353 ATTACHMENT 3 PROJECT TITLE: Monroe County Mobile Vessel Pumpout Service A. Scope of Services. In Support of the Clean Vessel Act Grant Program,the Florida Legislature recognizes the importance of reduction or elimination of environmental impacts associated with the illegal discharge of sewage from vessels,and compliance with the regulations of the federal No Discharge Zone established by the U.S.Environmental Protection Agency and no discharge regulations established bythe Florida Keys National Marine Sanctuary. To that end, the Florida Legislature has appropriated $750,000 in nonrecurring funds for a marine sewage pumpout program to assist Grantee with alternative funding for its mobile vessel pumpout service (Service). The County Boating Improvement funds will provide$271,719.88 towards the Service. The Grantee's Service,currently free to recreational boaters in the Florida Keys, is helping to ensure compliance with the regulations of the federally established No Discharge Zone and is critical in ensuring that water quality in the Florida Keys remains high. The $750,000 in funding assistance provided under this Agreement will assist with the costs of the Service currently being provided by Monroe County, thus helping to improve and preserve water quality that is vital to the economy and marine ecosystems of the Florida Keys. Under this Agreement,the Grantee will subcontract services to provide 5,400 pumpouts for the first quarter and 6,600 pumpouts per quarter for the remaining three quarters, at locations throughout areas of Monroe County within the Florida Keys and will meet certain objectives as directed and established by the Monroe County Board of County Commissioners. Quarter I is July 1, 2019 through September 30, 2019, Quarter 2 is October I, 2019 through December 31,2019,Quarter 3 is January I,2020 through March 31,2020 and Quarter 4 is April 1,2020 through June 30,2020. B. Service Period.July 1,2019,through June 30,2020. C. Deliverables. For each quarter,the Grantee shall submit the following after the close of each quarter: I. A signed quarterly pumpout report from its Contractor documenting the number of Pumpouts performed, including the number of in-state vessels and out-of-state vessels pumped;volume of sewage pumped;number of individual vessels pumped out;and method of disposal.Due no later than the 30'1'day following the close of each quarter. 2. A Quarterly Progress Report Form (Exhibit A), including documentation of submission of the Quarterly Return on Investment Report to the Governor's Office of Policy and Budget (OPB). Due no later than the 30th day following the close of each quarter. 3. An invoice for Service provided by its Contractor. Due no later than the 30th day following the close of each quarter. D. Cost and Invoicing.The quarterly payment shall be$187,500.The Grantee shall submit a quarterly invoice by the 30'1'day following the close of each quarter. Each invoice shall contain the following: 1. Invoice date; 2. Agreement number; 3. Dates of service; and 4. Documentation of number of pumpouts performed. Attachment 3,DEP Agreement#: MV353 I of 2 E. Timeline.The Grantee shall submit quarterly reports and invoices by the 30th day following the close of the quarter,specifically, October 30,January 30,April 30 and July 30. F. Performance Measures. The Department's Agreement Manager shall review the quarterly reports and documentation to ensure that the required number of pumpouts are performed each quarter. G. Financial Consequences. If the required number of quarterly pumpouts are not performed,or are not made up in the following quarter, then the next quarterly payment shall be reduced on a pro rata basis for each pumpout not performed of the under-performing quarter. Attachment 3, DEP Agreement#: MV353 2 of 2 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION Public Records Requirements Attachment 4 1. Public Records. a. If the Agreement exceeds $35,000.00, and if Grantee is acting on behalf of Department in its performance of services under the Agreement, Grantee must allow public access to all documents, papers, letters, or other material,regardless of the physical form,characteristics,or means of transmission,made or received by Grantee in conjunction with the Agreement(Public Records), unless the Public Records are exempt from section 24(a)of Article I of the Florida Constitution or section 119.07(1), F.S. b. The Department may unilaterally terminate the Agreement if Grantee refuses to allow public access to Public Records as required by law. 2. Additional Public Records Duties of Section 119.0701, F.S., If Applicable. For the purposes of this paragraph,the term "contract"means the"Agreement." If Grantee is a"contractor"as defined in section 1 19.0701(1)(a), F.S.,the following provisions apply and the contractor shall: a. Keep and maintain Public Records required by Department to perform the service. b. Upon request, provide Department with a copy of requested Public Records or allow the Public Records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, F.S., or as otherwise provided by law. c. A contractor who fails to provide the Public Records to Department within a reasonable time may be subject to penalties under section 119.10, F.S. d. Ensure that Public Records that are exempt or confidential and exempt from Public Records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the contractor does not transfer the Public Records to Department. e. Upon completion of the contract,transfer, at no cost,to Department all Public Records in possession of the contractor or keep and maintain Public Records required by Department to perform the service. If the contractor transfers all Public Records to Department upon completion of the contract,the contractor shall destroy any duplicate Public Records that are exempt or confidential and exempt from Public Records disclosure requirements. If the contractor keeps and maintains Public Records upon completion of the contract,the contractor shall meet all applicable requirements for retaining Public Records. All Public Records stored electronically must be provided to Department, upon request from Department's custodian of Public Records, in a format specified by Department as compatible with the information technology systems of Department.These formatting requirements are satisfied by using the data formats as authorized in the contract or Microsoft Word, Outlook, Adobe,or Excel, and any software formats the contractor is authorized to access. f. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, F.S., TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THE CONTRACT, CONTACT THE DEPARTMENT'S CUSTODIAN OF PUBLIC RECORDS AT: Telephone: (850) 245-2118 Email: public.services@floridadep.gov Mailing Address: Department of Environmental Protection ATTN: Office of Ombudsman and Public Services Public Records Request 3900 Commonwealth Boulevard, MS 49 Tallahassee, Florida 32399 Attachment 4 I of I Rev.4/27/2018 STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION Special Audit Requirements (State and Federal Financial Assistance) Attachment 5 The administration of resources awarded by the Department of Environmental Protection (which may be referred to as the "Department", "DEP", "FDEP"or "Grantor", or other name in the agreement)to the recipient(which may be referred to as the "Recipient", "Grantee"or other name in the agreement)may be subject to audits and/or monitoring by the Department of Environmental Protection,as described in this attachment. MONITORING In addition to reviews of audits conducted in accordance with 2 CFR Part 200, Subpart F-Audit Requirements, and Section 215.97, F.S., as revised (see "AUDITS" below), monitoring procedures may include, but not be limited to, on-site visits by DEP Department staff, limited scope audits as defined by 2 CFR 200.425, or other procedures. By entering into this Agreement,the recipient agrees to comply and cooperate with any monitoring procedures/processes deemed appropriate by the Department of Environmental Protection. In the event the Department of Environmental Protection determines that a limited scope audit of the recipient is appropriate,the recipient agrees to comply with any additional instructions provided by the Department to the recipient regarding such audit. The recipient further agrees to comply and cooperate with any inspections, reviews, investigations, or audits deemed necessary by the Chief Financial Officer(CFO) or Auditor General. AUDITS PART I: FEDERALLY FUNDED This part is applicable if the recipient is a State or local government or a non-profit organization as defined in 2 CFR §200.330 I. A recipient that expends$750,000 or more in Federal awards in its fiscal year,must have a single or program- specific audit conducted in accordance with the provisions of 2 CFR Part 200,Subpart F.EXHIBIT 1 to this Attachment indicates Federal funds awarded through the Department of Environmental Protection by this Agreement. In determining the federal awards expended in its fiscal year, the recipient shall consider all sources of federal awards, including federal resources received from the Department of Environmental Protection. The determination of amounts of federal awards expended should be in accordance with the guidelines established in 2 CFR 200.502-503. An audit of the recipient conducted by the Auditor General in accordance with the provisions of 2 CFR Part 200.514 will meet the requirements of this part. 2. For the audit requirements addressed in Part I,paragraph 1,the recipient shall fulfill the requirements relative to auditee responsibilities as provided in 2 CFR 200.508-512. 3. A recipient that expends less than$750,00 in federal awards in its fiscal year is not required to have an audit conducted in accordance with the provisions of 2 CFR Part 200, Subpart F-Audit Requirements. If the recipient expends less than$750,000 in federal awards in its fiscal year and elects to have an audit conducted in accordance with the provisions of 2 CFR 200, Subpart F-Audit Requirements, the cost of the audit must be paid from non-federal resources (i.e., the cost of such an audit mist be paid from recipient resources obtained from other federal entities. 4. The recipient may access information regarding the Catalog of Federal Domestic Assistance(CFDA)via the internet at www.cfda.gov Attachment 5 1 of 6 BGS-DEP 55-215 revised 7/2019 PART II: STATE FUNDED This part is applicable if the recipient is a nonstate entity as defined by Section 215.97(2), Florida Statutes. 1. In the event that the recipient expends a total amount of state financial assistance equal to or in excess of $750,000 in any fiscal year of such recipient (for fiscal years ending June 30, 2017, and thereafter), the recipient must have a State single or project-specific audit for such fiscal year in accordance with Section 215.97, F.S.; Rule Chapter 69I-5, F.A.C., State Financial Assistance; and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General. EXHIBIT 1 to this form lists the state financial assistance awarded through the Department of Environmental Protection by this agreement. In determining the state financial assistance expended in its fiscal year, the recipient shall consider all sources of state financial assistance, including state financial assistance received from the Department of Environmental Protection, other state agencies, and other nonstate entities. State financial assistance does not include federal direct or pass-through awards and resources received by a nonstate entity for Federal program matching requirements. 2. In connection with the audit requirements addressed in Part II,paragraph 1;the recipient shall ensure that the audit complies with the requirements of Section 215.97(8), Florida Statutes. This includes submission of a financial reporting package as defined by Section 215.97(2), Florida Statutes, and Chapters 10.550 (local governmental entities)or 10.650(nonprofit and for-profit organizations), Rules of the Auditor General. 3. If the recipient expends less than$750,000 in state financial assistance in its fiscal year(for fiscal year ending June 30, 2017, and thereafter), an audit conducted in accordance with the provisions of Section 215.97, Florida Statutes, is not required. In the event that the recipient expends less than$750,000 in state financial assistahce in its fiscal year,and elects to have an audit conducted in accordance with the provisions of Section 215.97,Florida Statutes,the cost of the audit must be paid from the non-state entity's resources(i.e.,the cost of such an audit must be paid from the recipient's resources obtained from other than State entities). 4. For information regarding the Florida Catalog of State Financial Assistance(CSFA),a recipient should access the Florida Single Audit Act website located at https://apps.fldfs.com/fsaa for assistance. In addition to the above websites, the following websites may be accessed for information: Legislature's Website at http://www.lef4.state.fl.us/Welcome/index.cfm. State of Florida's website at http://www.myflorida.com/, Department of Financial Services' Website at http://www.fldfs.com/and the Auditor General's Website at htth://www.myflorida.com/audRen/. PART III: OTHER AUDIT REQUIREMENTS (NOTE: This part would be used to specify any additional audit requirements imposed by the State awarding entity that are solely a matter of that State awarding entity's policy(i.e., the audit is not required by Federal or State laws and is not in conflict with other Federal or State audit requirements). Pursuant to Section 215.97(8),Florida Statutes, State agencies may conduct or arrange for audits ofStatefinancial assistance that are in addition to audits conducted in accordance with Section 215.97, Florida Statutes. 1n such an event, the State awarding agency must arrange for funding the full cost of such additional audits.) PART IV: REPORT SUBMISSION 1. Copies of reporting packages for audits conducted in accordance with 2 CFR Part 200, Subpart F-Audit Requirements,and required by PART 1 of this form shall be submitted, when required by 2 CFR 200.512,by or on behalf of the recipient directly to the Federal Audit Clearinghouse(FAC)as provided in 2 CFR 200.36 and 200.512 A. The Federal Audit Clearinghouse designated in 2 CFR§200.501(a)(the number of copies required by 2 CFR§200.501(a)should be submitted to the Federal Audit Clearinghouse),at the following address: Attachment 5 2 of 6 BGS-DEP 55-215 revised 7/2019 By Mail: Federal Audit Clearinghouse Bureau of the Census 1201 East 10th Street Jeffersonville,IN 47132 Submissions of the Single Audit reporting package for fiscal periods ending on or after January 1, 2008, must be submitted using the Federal Clearinghouse's Internet Data Entry System which can be found at http://harvester.census.Qov/facweb/ 2. Copies of financial reporting packages required by PART II of this Attachment shall be submitted by or on behalf of the recipient directly to each of the following: A. The Department of Environmental Protection at one of the following addresses: By Mail: Audit Director Florida Department of Environmental Protection Office of Inspector General,MS 40 3900 Commonwealth Boulevard Tallahassee,Florida 32399-3000 Electronically: FDEPSingleAudit@dep.state.fl.us B. The Auditor General's Office at the following address: Auditor General Local Government Audits/342 Claude Pepper Building,Room 401 Ill West Madison Street Tallahassee,Florida 32399-1450 The Auditor General's website(http://flauditor.Qov/) provides instructions for filing an electronic copy of a financial reporting package. 3. Copies of reports or management letters required by PART Ill of this Attachment shall be submitted by or on behalf of the recipient directly to the Department of Environmental Protection at one of the following addresses: By Mail: Audit Director Florida Department of Environmental Protection Office of Inspector General,MS 40 3900 Commonwealth Boulevard Tallahassee, Florida 32399-3000 Electronically: FDEPSinaleAud itO,,dep.state.fl.us 4. Any reports, management letters, or other information required to be submitted to the Department of Environmental Protection pursuant to this Agreement shall be submitted timely in accordance with 2 CFR 200.512, section 215.97, F.S., and Chapters 10.550 (local governmental entities) or 10.650 (nonprofit and for-profit organizations), Rules of the Auditor General,as applicable. Attachment 5 3 of 6 BGS-DEP 55-215 revised 7/2019 5. Recipients,when submitting financial reporting packages to the Department of Environmental Protection for audits done in accordance with 2 CFR 200, Subpart F-Audit Requirements, or Chapters 10.550 (local governmental entities)and 10.650 (non and for-profit organizations),Rules of the Auditor General,should indicate the date and the reporting package was delivered to the recipient correspondence accompanying the reporting package. PART V: RECORD RETENTION The recipient shall retain sufficient records demonstrating its compliance with the terms of the award and this Agreement for a period of five(5)years from the date the audit report is issued, and shall allow the Department of Environmental Protection, or its designee, Chief Financial Officer, or Auditor General access to such records upon request.The recipient shall ensure that audit working papers are made available to the Department of Environmental Protection,or its designee, Chief Financial Officer, or Auditor General upon request for a period of three (3) years from the date the audit report is issued,unless extended in writing by the Department of Environmental Protection. Attachment 5 4 of 6 BGS-DEP 55-215 revised 7/2019 EXHIBIT—1 FUNDS AWARDED TO THE RECIPIENT PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLOWING: Note:If the resources awarded to the recipient represent more than one federal program,provide the same information shown be/ow for each federal program and show total federal resources awarded Federal Resources Awarded to the Recipient Pursuant to this Agreement Consist of the Following: Federal State Program CFDA Appropriation A Federal Agency Number CFDA Title Funding Amount Category S Federal State Program CFDA Appropriation B Federal Agency Number CFDA Title Funding Amount Category S Note:Of the resources awarded to the recipient represent more than one federal program,list applicable compliance requirements for each federal program in the same manner as shown below: Federa l Program First Compliance requirement:i.e.:(what services of purposes resources must be used for) A Second Compliance requirement:i.e.:(eligibility requirement for recipients of the resources) Etc. Etc. Federal Program First Compliance requirement:i.e.:(what services of purposes resources must be used for) B Second Compliance requirement:i.e.:(eligibility requirement for recinients of the resources) Etc. Etc. Attachment 5,Exhibit 1 5 of ncs.urw s>_ts Ronal 7'20 t7 Note:If the resourees awarded to the recipient for matching represent more than one federal program,provide the same information shoiri below for each federal program and show total state resources awarded for matching. State Resources Awarded to the Recipient Pursuant to this Agreement Consist of the Following Matching Resources for Federal Programs: Federal State Program Appropriation A Federal Agency CFDA CFDA Title Funding Amount Category Federal State Program Appropriation Q Federal Agency CFDA CFDA Title Funding Amount Category Note:If the resources awarded to the recipient represent more than one state project,provide the same information shown below for each state project and show total state financial assistance awarded that is subject to section 2/5.97,F.S: State Resources Awarded to the Recipient Pursuant to this Agreement Consist of the Following Resources Subject to Section 215.97,'F.S.: State State Fiscal Program FL Department of Year N/A Line Item No. 1613,GAA,Fiscal Year A Environmentpl Protection 2019-2020 2019-2020 S750.000.00 100777 State CSFA Title State Program State CSFA or Appropriation Q Slate Awarding Agency Fiscal Year Number Funding Source Description Funding Amount Category Total Award S750.000.00 J • Note:List applicable compliance requirement in the same manner as illustrated above for federal resources.For matching resources provided by the Department for DEP for federal programs,the requirements might be similar to the requirements for the applicable federal programs.Also,to the extent that different requirements pertain to different amount for the not federal resources,there may be more than one grouping(i.e. 1,2.3.etc)listed under this category. For each program identified above,the recipient shall comply with the program requirements described in the Catalog of Federal Domestic Assistance(CFDA) [www.cfda.gov1 and/or the Florida Catalog of State Financial Assistance(CSFA)lhttps:/iapps.fldfs.comlfsaa/searchCatalog.aspx).and State Projects Compliance Supplement(Part Four:State Projects Compliance Supplement[baps://apns.fldfs.com/fsaa/state project campliance.asml.The serviceslpurposes for which the funds are to be used are included in the Agreement's Grant Work Plan. Any match required by the Recipient is clearly indicated in the Agreement. Attachment 5,Exhibit 1 6 of 6 9G).n[P 55-215 kc,ucd:019 DEPARTMENT OF ENVIRONMENTAL PROTECTION Progress Report Form Exhibit A DEP Agreement No.: Grantee Name: Grantee Address: Grantee's Grant Manager: Telephone No.: Reporting Period: Project Number and Title: Provide the following information for all tasks and deliverables identified in the Grant Work Plan: a summary of project accomplishments for the reporting period; a comparison of actual accomplishments to goals for the period; if goals were not met, provide reasons why; provide an update on the estimated time for completion of the task and an explanation for any anticipated delays and identify by task. NOTE: Use as many pages as necessary to cover all tasks in the Grant Work Plan. The following format should be followed: Task 1: Progress for this reporting period: Identify any delays or problems encountered: This report is submitted in accordance with the reporting requirements of DEP Agreement No. and accurately reflects the activities associated with the project. Signature of Grantee's Grant Manager Date Exhibit A,DEP Agreement#: I of I Rev.5/30/2017 Exhibit C PAYMENT REQUEST SUMMARY FORM DEP Agreement No.: \er cm t _Agreement Effective Dates: Grantee: Grantee's Grant Manager: Mailing Address: Payment Request No. Date of Payment Request: _ Performance Period (Start date—End date): Task/Deliverable No(s). _ Task/Deliverable Amount Requested: $ GRANT EXPENDITURES SUMMARY SECTION AMOUNT OF TOTAL MATCHING TOTAL CATEGORY OF EXPENDITURE THIS REQUEST CUMULATIVE FUNDS FOR CUMULATIVE (As authorized) PAYMENT THIS REQUEST MATCHING REQUESTS FUNDS Salaries/Wages $N/A $ $N/A $N/A Fringe Benefits $ N/A $ $N/A $N/A Indirect Cost $N/A $ $N/A $N/A Contractual(Subcontractors) $ $ $N/A $N/A Travel $ N/A $ $N/A $N/A Equipment(Direct Purchases) $ N/A $ $N/A $N/A Rental/Lease of Equipment $N/A $ $N/A $N/A Miscellaneous/Other Expenses $N/A $ $N/A $N/A Land Acquisition $ N/A $ $N/A $N/A TOTAL AMOUNT $ $ $N/A $N/A TOTAL TASK/DELIVERABLE $ $N/A BUDGET AMOUNT Less Total Cumulative Payment $ $N/A Requests of: TOTAL REMAINING IN TASK $ $N/A GRANTEE CERTIFICATION Complete Grantee's Certification of Payment Request on Page 2 to certify that the amount being requested for reimbursement above was for items that were charged to and utilized only for the above cited grant activities. Exhibit C,DEP Agreement#: 1 of 3 Rev.6/14/2019 Grantee's Certification of Payment Request 1, , on behalf of (Print name of Grantee's Grant Manager designated in the Agreement) ,do hereby certify for (Print name of Grantee/Recipient) DEP Agreement No. and Payment Request No. that: El The disbursement amount requested is for allowable costs for the project described in Attachment A of the Agreement. I7 All costs included in the amount requested have been satisfactorily purchased, performed, received, and applied toward completing the project; such costs are documented by invoices or other appropriate documentation as required in the Agreement. RI The Grantee has paid such costs under the terms and provisions of contracts relating directly to the project; and the Grantee is not in default of any terms or provisions of the contracts. Check all that apply below: ❑ All permits and approvals required for the construction, which is underway,have been obtained. ❑ Construction up to the point of this disbursement is in compliance with the construction plans and permits. ❑ The Grantee's Grant Manager relied on certifications from the following professionals that provided services for this project during the time period covered by this Certification of Payment Request,and such certifications are included: Professional Service Provider(Name/License No.) Period of Service (mm/dd/yy—mm/dd/yy)_ Grantee's Grant Manager Signature Grantee's Fiscal Agent Signature Print Name Print Name Telephone Number Telephone Number Exhibit C,DEP Agreement/I: . 2 of 3 Rev.6/14/2019 INSTRUCTIONS FOR COMPLETING PAYMENT REQUEST SUMMARY FORM DEP AGREEMENT NO.: This is the number on your grant agreement. AGREEMENT EFFECTIVE DATES: Enter agreement execution date through end date. GRANTEE: Enter the name of the grantee's agency. GRANTEE'S GRANT MANAGER: This should be the person identified as grant manager in the grant Agreement. MAILING ADDRESS: Enter the address that you want the state warrant sent. PAYMENT REQUEST NO.: This is the number of your payment request,not the quarter number. DATE OF PAYMENT REQUEST: This is the date you are submitting the request. PERFORMANCE PERIOD: This is the beginning and ending date of the performance period for the task/deliverable that the request is for(this must be within the timeline shown for the task/deliverable in the Agreement). TASK/DELIVERABLE NO.: This is the number of the task/deliverable that you are requesting payment for and/or claiming match for(must agree with the current Grant Work Plan). TASK/DELIVERABLE AMOUNT REQUESTED: This should match the amount on the "TOTAL TASK/DELIVERABLE BUDGET AMOUNT"line for the"AMOUNT OF THIS REQUEST' column. GRANT EXPENDITURES SUMMARY SECTION: "AMOUNT OF THIS REQUEST" COLUMN: Enter the amount that was expended for this task during the period for which you are requesting reimbursement for this task. This must agree with the currently approved budget in the current Grant Work Plan of your grant Agreement. Do not claim expenses in a budget category that does not have an approved budget. Do not claim items that are not specifically identified in the current Grant Work Plan. Enter the column total on the"TOTAL AMOUNT'line. Enter the amount of the task on the"TOTAL TASK BUDGET AMOUNT' line. Enter the total cumulative amount of this request and all previous payments on the"LESS TOTAL CUMULATIVE PAYMENT REQUESTS OF' line. Deduct the "LESS TOTAL CUMULATIVE PAYMENT REO_UESTS OF' from the "TOTAL TASK BUDGET AMOUNT" for the amount to enter on the"TOTAL REMAINING IN TASK" line. "TOTAL CUMULATIVE PAYMENT REQUESTS" COLUMN: Enter the cumulative amounts that have been requested to date for reimbursement by budget category. The final request should show the total of all requests;first through the final request(this amount cannot exceed the approved budget amount for that budget category for the task you are reporting on). Enter the column total on the"TOTALS" line. Do not enter anything in the shaded areas. "MATCHING FUNDS" COLUMN: Enter the amount to be claimed as match for the performance period for the task you are reporting on. This needs to be shown under specific budget categories according to the currently approved Grant Work Plan. Enter the total on the"TOTAL AMOUNT' line for this column. Enter the match budget amount on the "TOTAL TASK BUDGET AMOUNT' line for this column. Enter the total cumulative amount of this and any previous match claimed on the"LESS TOTAL CUMULATIVE PAYMENTS OF'line for this column. Deduct the"LESS TOTAL CUMULATIVE PAYMENTS OF'from the"TOTAL TASK BUDGET AMOUNT'for the amount to enter on the "TOTAL REMAINING IN TASK' line. "TOTAL CUMULATIVE MATCHING FUNDS" COLUMN: Enter the cumulative amount you have claimed to date for match by budget category for the task. Put the total of all on the line titled "TOTALS." The final report should show the total of all claims, first claim through the final claim, etc. Do not enter anything in the shaded areas. GRANTEE'S CERTIFICATION: Check all boxes that apply. Identify any licensed professional service providers that certified work or services completed during the period included in the request for payment. Must be signed by both the Grantee's Grant Manager as identified in the grant agreement and the Grantee's Fiscal Agent. NOTES: If claiming reimbursement for travel,you must include copies of receipts and a copy of the travel reimbursement form approved by the Department of Financial Services,Chief Financial Officer. Documentation for match claims must meet the same requirements as those expenditures for reimbursement. Exhibit C,DEP Agreement#: 3 of3 Rev.6/14/2019 ACCP EI CERTIFICATE OF LIABILITY INSURANCE DATE(MMI 019m THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(les)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endarsement(s). PRODUCER CONTACT NAME: Gallagher Charter Lakes NE (41c No.EA), 616-975-3500 ,FAX N,)-Fax616-975-0670 yuc 3940 Peninsular Drive SE Suite 100 ADDRESS: Grand Rapids,MI 49546-6107 INSURER(S)AFFORDINGCOVERAGE NAIC0 INSURER A:XL Specialty Insurance Company INSURED INSURER B Pump Out USA INSURERC: 1150 Highway 83 North INSURER D: INSURER E: Defuniak Springs FL 32433 INSURERF: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTRLTR TYPE OF INSURANCE INSO SWVD POLICY NUMBER PMIDDYEYF POLICY EXP LIMITS (MM1DDlYYY1p (MMO)DIYYYIf) A COMMERCIAL GENERAL LIABILITY UM00046315MA18A 12/18/201912/18/2020 EACHOCCURRENCE $ 1,000,000 CLAIMS-MADE X j OCCUR PREMISES(Ea( occO urrence) $ 100,000 _ MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 A POLICY JECT LOC XLM00000217 12/18/201912/18/2020 PRODUCTS-COMP/OP AGG $ 2,000,000 x OTHER:POLLUTION LIAB. POLLUTION $ 1,000,000 AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident) ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per acadent) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE _ AUTOS ONLY _AUTOS ONLY (Per accident) $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ APP 0 V 1 `ti•',•E 1 5 $ WORKERS COMPENSATION DATE �� PER ER AND EMPLOYERS'LIABILITY YIN STATUTE ER ANYPROPRIETOR/PARTNER/EXECLIrIVE WAIVER N/A_ ,. .,,,,., OFFICER/MEMBEREXCLUDED? n N/A EL EACH ACCIDENT $ (Mandatory In NH) EL DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below EL DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101.Additional Remarks Schedule,may be attached if more space Is required) LIABILITY COVERAGE IS EXTENDED TO INCLUDE CREW LIABILITY(JONES ACT)AT A LIMIT OF$1,000,000 SUBJECT TO A$5,000 DEDUCTIBLE CERTIFICATE HOLDER CANCELLATION Additional Insureds: 1.Monroe County Board of Commissioners SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 1100 Simonton St,Rm 2268,Key West,FL 33040 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 2.State of Florida,Dept of EPA ACCORDANCE WITH THE POLICY PROVISIONS. 3900 Commonwealth Blvd.Tallahassee,FL 32399 AUTHORIZED REPRESENTATIVE 3.Keys Boat Works,Inc. 700 39th St-Gulf,Marathon,FL 33050 es f,�/C5 t,` ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD CERTIFICATE OF COMMERCIAL MARINE LIABILITY INSURANCE PRODUCER: Gallagher Charter Lakes THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE 3940 Peninsular Drive SE, Ste 100 COVERAGE AFFORDED BY THE POLICIES BELOW. Grand Rapids, MI 49546-6107 INSURED: COMPANY A AFFORDING COVERAGE: Pump Out USA XL Specialty Insurance Company 1150 Highway 83 North Defuniak Springs FL 32433-3813 COMPANY B AFFORDING COVERAGE: COVERAGES: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED,NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN.BY ISSUANCE OF THIS ENDORSEMENT, THE COMPANY DOES NOT WAIVE ITS RIGHT OF SUBROGATION. THE COVERAGE AFFORDED BY THIS ENDORSEMENT SHALL ARISE OUT OF LIABILITY THAT RESTS SOLELY WITH THE INSURED. TI-IE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS.EXCLUSIONS,AND CONDITIONS OF SUCH POLICIES. Type of Insurance Policy Number Policy Policy Limits Effective Expiration COMMERCIAL VESSEL LIABILITY XLM0000217 12/18/2019 12/18/2020 1,000,000 LIABILITY DEDUCTIBLE XLM0000217 12/18/2019 12/18/2020 2,500 MEDICAL PAYMENTS XLM0000217 12/18/2019 12/18/2020 5,000 DESCRIPTION: 2006 23' Pump Out USA Per Schedule See Schedule CANCELLATION: SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED BELOW,BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. ADDITIONAL INSURED: Form CL-7: Rev 1/20/16 • Monroe County Board of County Commissioners 1100 Simonton Street Room 2268 Key West, FL 33040 Authorized Agent: Date: November 12, 2019 iNkr DATE _W�M(' 0 WAIVER N/A`